Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 28, 2019 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | PBF LOGISTICS LP | |
Entity Central Index Key | 0001582568 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2019 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2019 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Smaller Reporting Company | false | |
Entity Shell Company | false | |
Entity Interactive Data Current | Yes | |
Entity Common Units, Units Outstanding (in shares) | 62,110,832 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 52,578 | $ 19,908 |
Accounts receivable - affiliates | 66,403 | 37,052 |
Accounts receivable | 5,142 | 7,511 |
Prepaids and other current assets | 4,842 | 4,598 |
Total current assets | 128,965 | 69,069 |
Property, plant and equipment, net | 856,203 | 862,117 |
Goodwill | 6,332 | 6,332 |
Other non-current assets | 18,828 | 18,835 |
Total assets | 1,010,328 | 956,353 |
Current liabilities: | ||
Accounts payable - affiliates | 8,236 | 12,047 |
Accounts payable | 6,554 | 4,660 |
Accrued liabilities | 57,775 | 46,312 |
Deferred revenue | 3,041 | 2,960 |
Total current liabilities | 75,606 | 65,979 |
Long-term debt | 801,663 | 673,324 |
Other long-term liabilities | 25,924 | 23,860 |
Total liabilities | 903,193 | 763,163 |
Commitments and contingencies (Note 9) | ||
Equity: | ||
Total PBF Logistics LP equity | 107,135 | 23,718 |
Noncontrolling interest | 0 | 169,472 |
Total equity | 107,135 | 193,190 |
Total liabilities and equity | 1,010,328 | 956,353 |
Common Units [Member] | ||
Equity: | ||
Total PBF Logistics LP equity | $ 107,135 | $ 23,718 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - Common Units [Member] - shares | Sep. 30, 2019 | Dec. 31, 2018 |
Common units issued | 62,110,832 | 45,348,663 |
Common units outstanding | 62,110,832 | 45,348,663 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenue: | ||||
Affiliate | $ 78,026 | $ 66,140 | $ 224,014 | $ 190,789 |
Third-party | 8,351 | 4,416 | 23,958 | 12,606 |
Total revenue | 86,377 | 70,556 | 247,972 | 203,395 |
Costs and expenses: | ||||
Operating and maintenance expenses | 28,356 | 20,803 | 86,825 | 61,407 |
General and administrative expenses | 4,552 | 4,725 | 18,142 | 15,504 |
Depreciation and amortization | 9,079 | 7,451 | 26,654 | 21,185 |
Total costs and expenses | 41,987 | 32,979 | 131,621 | 98,096 |
Income from operations | 44,390 | 37,577 | 116,351 | 105,299 |
Other expense: | ||||
Interest expense, net | (12,230) | (10,070) | (34,359) | (29,684) |
Amortization of loan fees and debt premium | (444) | (497) | (1,339) | (1,256) |
Accretion on discounted liabilities | (722) | 0 | (2,255) | 0 |
Net income | 30,994 | 27,010 | 78,398 | 74,359 |
Less: Net loss attributable to Predecessor | 0 | (80) | 0 | (2,443) |
Less: Net income attributable to noncontrolling interest | 0 | 4,725 | 7,881 | 13,110 |
Net income attributable to the partners | 30,994 | 22,365 | 70,517 | 63,692 |
Less: Net income attributable to the IDR holder | 0 | 3,641 | 0 | 10,011 |
Net income attributable to PBF Logistics LP unitholders | 30,994 | 18,724 | 70,517 | 53,681 |
Common Units [Member] | ||||
Other expense: | ||||
Net income attributable to the partners | $ 30,994 | $ 18,724 | $ 70,517 | $ 53,681 |
Net income per limited partner unit: | ||||
Common - basic (in dollars per share) | $ 0.50 | $ 0.42 | $ 1.23 | $ 1.25 |
Common - diluted (in dollars per share) | $ 0.50 | $ 0.42 | $ 1.23 | $ 1.25 |
Weighted-average limited partner units outstanding: | ||||
Common - basic (in shares) | 62,361,974 | 44,518,365 | 57,314,382 | 42,965,502 |
Common - diluted (in shares) | 62,460,669 | 44,612,522 | 57,385,166 | 43,015,817 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Cash flows from operating activities: | ||
Net income | $ 78,398 | $ 74,359 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 26,654 | 21,185 |
Amortization of loan fees and debt premium | 1,339 | 1,256 |
Accretion on discounted liabilities | 2,255 | 0 |
Unit-based compensation expense | 5,622 | 4,549 |
Changes in operating assets and liabilities: | ||
Accounts receivable - affiliates | (29,351) | 7,363 |
Accounts receivable | 2,369 | (1,587) |
Prepaids and other current assets | (1,486) | (1,703) |
Accounts payable - affiliates | 137 | 9,307 |
Accounts payable | 1,894 | (3,887) |
Accrued liabilities | 9,672 | 8,511 |
Deferred revenue | 81 | (255) |
Other assets and liabilities | (1,941) | (1,516) |
Net cash provided by operating activities | 95,643 | 117,582 |
Cash flows from investing activities: | ||
Expenditures for property, plant and equipment | (23,180) | (28,627) |
Net cash used in investing activities | (23,180) | (86,627) |
Cash flows from financing activities: | ||
Proceeds from issuance of common units | 132,483 | 34,820 |
Payments of Distributions to Affiliates | (8,500) | (16,250) |
Distributions to unitholders | (91,611) | (72,471) |
Contribution from parent | 0 | 4,201 |
Proceeds from revolving credit facility | 228,000 | 64,000 |
Repayment of revolving credit facility | (101,000) | (43,700) |
Deferred financing costs and other | 835 | (3,197) |
Net cash used in financing activities | (39,793) | (32,597) |
Net change in cash and cash equivalents | 32,670 | (1,642) |
Cash and cash equivalents at beginning of year | 19,908 | 19,664 |
Cash and cash equivalents at end of period | 52,578 | 18,022 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Accrued capital expenditures | 338 | 85 |
Contribution of net assets from PBF LLC | 242 | 0 |
Assets acquired under operating leases | 482 | 0 |
IDR Restructuring [Member] | ||
Supplemental disclosure of non-cash investing and financing activities: | ||
Units issued in connection with the IDR Restructuring | 215,300 | 0 |
Development Assets Acquisition [Member] | ||
Supplemental disclosure of non-cash investing and financing activities: | ||
Units issued in connection with the IDR Restructuring | 0 | 31,586 |
Non-Guarantor Subsidiaries [Member] | ||
Cash flows from financing activities: | ||
Proceeds from issuance of common units | 0 | |
Operating Segments [Member] | Non-Guarantor Subsidiaries [Member] | ||
Cash flows from operating activities: | ||
Net income | 0 | 0 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 0 | 0 |
Amortization of loan fees and debt premium | 0 | 0 |
Accretion on discounted liabilities | 0 | |
Unit-based compensation expense | 0 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable - affiliates | 0 | 0 |
Accounts receivable | 0 | 0 |
Prepaids and other current assets | 0 | 0 |
Accounts payable - affiliates | 0 | 0 |
Accounts payable | 0 | 0 |
Accrued liabilities | 0 | 0 |
Deferred revenue | 0 | 0 |
Other assets and liabilities | 0 | 0 |
Net cash provided by operating activities | 0 | 0 |
Cash flows from investing activities: | ||
Expenditures for property, plant and equipment | 0 | 0 |
Net cash used in investing activities | 0 | 0 |
Cash flows from financing activities: | ||
Proceeds from issuance of common units | 0 | |
Payments of Distributions to Affiliates | 0 | 0 |
Distributions to unitholders | 0 | 0 |
Contribution from parent | 0 | 0 |
Proceeds from revolving credit facility | 0 | 0 |
Repayment of revolving credit facility | 0 | 0 |
Deferred financing costs and other | 0 | 0 |
Net cash used in financing activities | 0 | 0 |
Net change in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at beginning of year | 0 | 0 |
Cash and cash equivalents at end of period | 0 | 0 |
Knoxville Terminals Purchase [Member] | ||
Cash flows from investing activities: | ||
Payments to Acquire Businesses, Gross | 0 | (58,000) |
Torrance Valley Pipeline Company LLC [Member] | ||
Cash flows from financing activities: | ||
Payments of Distributions to Affiliates | (200,000) | $ 0 |
Proceeds from revolving credit facility | 127,000 | |
Torrance Valley Pipeline Company LLC [Member] | Operating Segments [Member] | Non-Guarantor Subsidiaries [Member] | ||
Cash flows from financing activities: | ||
Payments of Distributions to Affiliates | $ 0 |
DESCRIPTION OF THE BUSINESS AND
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION PBF Logistics LP (“PBFX” or the “Partnership”) is a Delaware limited partnership formed in February 2013. PBF Logistics GP LLC (“PBF GP” or “our general partner”) serves as the general partner of PBFX. PBF GP is wholly-owned by PBF Energy Company LLC (“PBF LLC”). PBF Energy Inc. (“PBF Energy”) is the sole managing member of PBF LLC and, as of September 30, 2019 , owned 99.0% of the total economic interest in PBF LLC. In addition, PBF LLC is the sole managing member of PBF Holding Company LLC (“PBF Holding”), a Delaware limited liability company and affiliate of PBFX. PBF LLC owns 29,953,631 PBFX common units constituting an aggregate 48.2% limited partner interest in PBFX, with the remaining 51.8% limited partner interest owned by public unitholders as of September 30, 2019 . PBFX engages in the receiving, handling, storage and transferring of crude oil, refined products, natural gas and intermediates. The Partnership does not take ownership of or receive any payments based on the value of the crude oil, products, natural gas or intermediates that it handles and does not engage in the trading of any commodities. PBFX’s assets are integral to the operations of PBF Holding’s refineries, and, as a result, the Partnership continues to generate a substantial majority of its revenue from transactions with PBF Holding. Additionally, certain of PBFX’s assets also generate revenue from third-party transactions. On February 28, 2019, the Partnership closed on an Equity Restructuring Agreement (the “IDR Restructuring Agreement”) with PBF LLC and PBF GP, pursuant to which PBFX’s incentive distribution rights (“IDRs”) held by PBF LLC were canceled and converted into 10,000,000 newly issued PBFX common units (the “IDR Restructuring”). Transaction costs related to the IDR Restructuring were $2,104 for the nine months ended September 30, 2019 and are included in “General and administrative expenses” within the Partnership’s condensed consolidated statements of operations. Subsequent to the closing of the IDR Restructuring, no distributions were made to PBF LLC with respect to the IDRs, and the newly issued PBFX common units are entitled to normal distributions. On April 24, 2019, the Partnership entered into a Contribution Agreement with PBF LLC (the “TVPC Contribution Agreement”), pursuant to which PBF LLC contributed to the Partnership all of the issued and outstanding limited liability company interests of TVP Holding Company LLC (“TVP Holding”) for total consideration of $200,000 (the “TVPC Acquisition”). Subsequent to the closing of the TVPC Acquisition on May 31, 2019, the Partnership owns 100% of the equity interest in Torrance Valley Pipeline Company LLC (“TVPC”). Refer to Note 3 “Acquisitions” of the Notes to Condensed Consolidated Financial Statements for further discussion regarding the TVPC Acquisition. Principles of Combination and Consolidation and Basis of Presentation In connection with, and subsequent to, PBFX’s initial public offering (“IPO”), the Partnership has acquired certain assets from PBF LLC (collectively referred to as the “Contributed Assets”). Such acquisitions completed subsequent to the IPO were made through a series of drop-down transactions with PBF LLC (collectively referred to as the “Acquisitions from PBF”). The assets, liabilities and results of operations of the Contributed Assets prior to their acquisition by PBFX are collectively referred to as the “Predecessor.” The transactions through which PBFX acquired the Contributed Assets were transfers of assets between entities under common control. Accordingly, the accompanying condensed consolidated financial statements and related notes present the results of operations and cash flows of our Predecessor for all periods presented prior to the effective date of each transaction. The financial statements of our Predecessor have been prepared from the separate records maintained by PBF Energy and may not necessarily be indicative of the conditions that would have existed or the results of operations if the Predecessor had been operated as an unaffiliated entity. See (i) the Annual Report on Form 10-K for the year ended December 31, 2018 (the “ 2018 Form 10-K”) for additional information regarding the Acquisitions from PBF and the agreements that were entered into or amended with related parties in connection with these acquisitions and (ii) Note 3 “Acquisitions” of the Notes to Condensed Consolidated Financial Statements for further discussion regarding the TVPC Acquisition. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. Accordingly, these unaudited condensed consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, PBFX has included all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the financial position, results of operations and cash flows of PBFX for the periods presented. The results of operations for the three and nine months ended September 30, 2019 are not necessarily indicative of the results that may be expected for the full year. The Predecessor generally did not operate its respective assets for the purpose of generating revenue independent of other PBF Energy businesses prior to the IPO or the effective dates of the Acquisitions from PBF, with the exception of the Paulsboro Lube Oil Terminal (as defined in Note 3 “Acquisitions” of the Notes to Condensed Consolidated Financial Statements). All intercompany accounts and transactions have been eliminated. Summary of Significant Accounting Policies Reclassifications Certain amounts previously reported in the Partnership’s condensed consolidated financial statements for prior periods have been reclassified to conform to the presentation within this Quarterly Report on Form 10-Q. These reclassifications include the separation of “Accounts payable” and “Accrued liabilities” into two line items within the Partnership’s condensed consolidated balance sheets and statements of cash flows, as well as the corresponding statements within Note 13 “Condensed Consolidating Financial Statements of PBF Logistics” of the Notes to Condensed Consolidated Financial Statements. Recently Adopted Accounting Guidance In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, “Leases (Topic 842)” (“ASC 842”) to increase the transparency and comparability of leases among entities. ASC 842 supersedes the lease accounting guidance in ASC 840 “Leases,” and requires lessees to recognize a lease liability and a corresponding lease asset for virtually all lease contracts. It also requires additional disclosures about leasing arrangements. The Partnership adopted ASC 842 effective January 1, 2019, using a modified retrospective approach. The adoption of ASC 842 resulted in the inclusion of less than $1,000 of operating leases recorded on the Partnership’s balance sheets, with operating lease right of use assets recorded in “Other non-current assets” and operating lease liabilities recorded in “Accrued liabilities” or “Other long-term liabilities” based on the future timing of lease payments. The adoption of ASC 842 did not materially impact the Partnership’s statements of operations or statements of cash flows. The Partnership’s condensed consolidated financial statements for the periods prior to the adoption of ASC 842 are not adjusted and are reported in accordance with the Partnership’s historical accounting policy. See Note 2 “Revenue” of the Notes to Condensed Consolidated Financial Statements for additional information about the impact of ASC 842 to the Partnership as a lessor. In January 2017, the FASB issued ASU No. 2017-04, “Simplifying the Test for Goodwill Impairment” (“ASU 2017-04”) to provide updated guidance on goodwill impairment testing. Under ASU 2017-04, Step 2 of the goodwill impairment analysis would be eliminated. This step required a comparison of the implied fair value to the carrying value of goodwill of the reporting unit. Subsequent to the effective date of ASU 2017-04, during the annual, or if applicable, interim goodwill impairment assessment, entities would perform the test by comparing the fair value of the reporting unit with the carrying value of the reporting unit. The impairment charge would be the excess amount of which carrying value is greater than fair value, with the total amount limited to the carrying value of goodwill. ASU 2017-04 is effective for goodwill impairment assessments beginning after December 15, 2019. The Partnership early adopted the new standard effective January 1, 2019, and the adoption did not have a material impact on its condensed consolidated financial statements and related disclosures. Recently Issued Accounting Pronouncements 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”). This guidance amends the guidance on measuring credit losses on financial assets held at amortized cost. ASU 2016-13 requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts. This guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. The Partnership does not expect that the adoption of this guidance will have a material impact on its condensed consolidated financial statements and related disclosures. |
REVENUE
REVENUE | 9 Months Ended |
Sep. 30, 2019 | |
Revenues [Abstract] | |
REVENUE | 2. REVENUE Revenue Recognition Revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration the Partnership expects to be entitled to in exchange for those goods or services. As noted in Note 11 “Segment Information” of the Notes to Condensed Consolidated Financial Statements, the Partnership’s business consists of two reportable segments: (i) Transportation and Terminaling and (ii) Storage. The following table provides information relating to the Partnership’s revenue for each service category by segment for the periods presented: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Transportation and Terminaling Segment Terminaling $ 39,399 $ 31,387 $ 105,904 $ 87,848 Pipeline 21,089 19,886 60,042 57,592 Other 12,781 12,738 42,938 37,375 Total 73,269 64,011 208,884 182,815 Storage Segment Storage 13,108 6,545 39,088 20,580 Total 13,108 6,545 39,088 20,580 Total Revenue $ 86,377 $ 70,556 $ 247,972 $ 203,395 PBFX recognizes revenue by charging fees for crude oil and refined products terminaling, storage and pipeline services based on the greater of the contractual minimum volume commitment (“MVC”), as applicable, or the delivery of actual volumes transferred or stored based on contractual rates applied to throughput or storage volumes. Minimum Volume Commitments Transportation and Terminaling Segment The Partnership’s Transportation and Terminaling segment consists of product terminals, pipelines, crude unloading facilities and other facilities capable of transporting and handling crude oil, refined products and natural gas. Certain of the Transportation and Terminaling commercial agreements contain MVCs. Under these commercial agreements, if the Partnership’s customer fails to transport its minimum throughput volumes during any specified period, the customer will pay the Partnership a deficiency payment equal to the volume of the deficiency multiplied by the contractual rate then in effect. The deficiency payment is initially recorded as deferred revenue on the Partnership’s balance sheets for all contracts in which the MVC deficiency makeup period is contractually longer than a fiscal quarter. Certain of the Partnership’s customers may apply the amount of any such deficiency payments as a credit for volumes transported on the applicable pipeline or terminal system in excess of its MVC during the following quarters under the terms of the applicable agreement. The Partnership recognizes operating revenue for the deficiency payments when credits are used for volumes transported in excess of MVCs or at the end of the contractual period. If the Partnership determines, based on all available information, that it is remote that the Partnership’s customer will utilize these deficiency payments, the amount of the expected unused credits will be recognized as operating revenue in the period when that determination is made. The use or recognition of the credits is recorded as a reduction to deferred revenue. Storage Segment The Partnership earns storage revenue under crude oil and refined products storage contracts through capacity reservation agreements, under which the Partnership collects a fee for reserving storage capacity for customers in its facilities. Customers generally pay reservation fees based on the level of storage capacity reserved rather than the actual volumes stored. MVC Payments to be Received As of September 30, 2019 , MVC payments to be received related to noncancelable commercial terminaling, pipeline and storage agreements were as follows: Remainder of 2019 $ 29,611 2020 114,252 2021 113,355 2022 91,476 2023 87,199 Thereafter 170,794 Total MVC payments to be received (1)(2) $ 606,687 (1) All fixed consideration from contracts with customers is included in the amounts presented above. Variable consideration that is constrained or not required to be estimated as it reflects our efforts to perform is excluded. (2) Arrangements deemed leases are excluded from this table. Leases Lessor Disclosure Following the Adoption of ASC 842 The Partnership has leased certain of its assets under lease agreements with varying terms up to fifteen years , including leases of storage, terminaling and pipeline assets. Certain of these leases include options to extend or renew the lease for one or more years. These options are included in the lease term when it is reasonably certain that the option will be exercised. The Partnership’s agreements generally do not provide an option for the lessee to purchase the leased equipment at the end of the lease term. However, in connection with the affiliate lease agreement for the interstate natural gas pipeline at PBF Holding’s Paulsboro Refinery (the “Paulsboro Natural Gas Pipeline”), the Partnership granted a right of first refusal in favor of PBF LLC such that the Partnership would be required to give PBF Holding the first opportunity to purchase the Paulsboro Natural Gas Pipeline at market value prior to selling to an unrelated third party. At inception, the Partnership determines if an arrangement contains a lease and whether that lease meets the classification criteria of a finance or operating lease. As of September 30, 2019 , all of the Partnership’s leases have been determined to be operating leases. Some of the Partnership’s lease arrangements contain lease components ( e.g., MVCs) and non-lease components ( e.g., maintenance, labor charges, etc.). The Partnership accounts for the lease and non-lease components as a single lease component for every asset class. Certain of the Partnership’s lease agreements include MVCs that are adjusted periodically for an index or rate. The leases are initially measured using the projected payments adjusted for the index or rate in effect at the commencement date. The Partnership’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. The Partnership expects to derive significant future benefits from its leased assets following the end of the lease term, as the remaining useful life would be sufficient to allow the Partnership to enter into new leases for such assets. In the normal course of business, the Partnership enters into contracts with PBF Holding and its refineries whereby PBF Holding and its refineries lease certain of the Partnership’s storage, terminaling and pipeline assets. The Partnership believes the terms and conditions under these leases are generally no less favorable to either party than those that could have been negotiated with unaffiliated parties with respect to similar services. The terms for these affiliate leases range from one to fifteen years. Leases with affiliates represent approximately 87% of the undiscounted contractual future rental income from the Partnership’s leased assets. The table below quantifies lease revenue for the three and nine months ended September 30, 2019 and 2018 : Three Months Ended Nine Months Ended 2019 2018 2019 2018 Affiliate $ 39,615 $ 30,088 $ 114,395 $ 86,915 Third-party 4,764 1,426 13,466 4,524 Total lease revenue $ 44,379 $ 31,514 $ 127,861 $ 91,439 Undiscounted Cash Flows The table below presents the fixed component of the undiscounted cash flows to be received for each of the periods presented for the Partnership’s operating leases with customers as of September 30, 2019 : Remainder of 2019 $ 40,773 2020 179,016 2021 177,715 2022 162,708 2023 137,406 Thereafter 371,578 Total undiscounted future cash to be received $ 1,069,196 Assets Under Lease The Partnership’s assets that are subject to lease are included in “Property, plant and equipment, net” within the Partnership’s condensed consolidated balance sheets. The table below quantifies by property, plant and equipment category the assets that are subject to lease as of September 30, 2019 : September 30, Land $ 98,337 Pipelines 315,249 Terminals and equipment 50,828 Storage facilities 200,144 664,558 Accumulated depreciation (69,035 ) Net assets subject to lease $ 595,523 Deferred Revenue The Partnership records deferred revenue when cash payments are received or due in advance of performance, including amounts which are refundable. Deferred revenue was $3,041 and $2,960 as of September 30, 2019 and December 31, 2018 , respectively. The increase in the deferred revenue balance as of September 30, 2019 is primarily driven by the timing and extent of cash payments received in advance of satisfying the Partnership’s performance obligations for the comparative periods. The Partnership’s payment terms vary by the type and location of our customer and the services offered. The period between invoicing and when payment is due is not significant ( i.e., generally within two months). For certain services and customer types, the Partnership requires payment before the services are performed for the customer. |
ACQUISITIONS
ACQUISITIONS | 9 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS Third-Party Acquisitions Knoxville Terminals Purchase On April 16, 2018, the Partnership’s wholly-owned subsidiary, PBF Logistics Products Terminals LLC (“PLPT”), completed the purchase of two refined product terminals located in Knoxville, Tennessee (the “Knoxville Terminals Purchase”), which include product tanks, pipeline connections to the Colonial Pipeline Company and Plantation Pipe Line Company pipeline systems and truck loading facilities (the “Knoxville Terminals”) from Cummins Terminals, Inc. The aggregate purchase price for the Knoxville Terminals Purchase was $58,000 , excluding working capital. The consideration was financed through a combination of cash on hand and borrowings under the Partnership’s Revolving Credit Facility (as defined in Note 6 “Debt” of the Notes to Condensed Consolidated Financial Statements). The final purchase price and fair value allocation were completed as of December 31, 2018. PBFX accounted for the Knoxville Terminals Purchase as a business combination in accordance with GAAP whereby the Partnership recognizes assets acquired and liabilities assumed at their estimated fair values as of the date of acquisition. Any excess consideration transferred over the estimated fair values of the identifiable net assets acquired is recorded as goodwill. The total purchase consideration and the fair values of the assets and liabilities at the acquisition date were as follows: Purchase Price Gross purchase price $ 58,000 Working capital adjustments 356 Total consideration $ 58,356 The following table summarizes the final amounts recognized for assets acquired and liabilities assumed as of the acquisition date: Fair Value Allocation Prepaids and other current assets $ 356 Property, plant and equipment 45,768 Intangibles* 5,900 Goodwill 6,332 Fair value of net assets acquired $ 58,356 * Intangibles are included in “Other non-current assets” within the Partnership’s condensed consolidated balance sheets. The Partnership’s condensed consolidated financial statements for the nine months ended September 30, 2019 include the results of operations of the Knoxville Terminals subsequent to the Knoxville Terminals Purchase whereas the same period in 2018 does not include the results of operations of such assets prior to April 16, 2018. On an unaudited pro forma basis, the revenue and net income of PBFX assuming the acquisition had occurred on January 1, 2017, for the periods indicated, are shown below. The unaudited pro forma information does not purport to present what PBFX’s actual results would have been had the Knoxville Terminals Purchase occurred on January 1, 2017, nor is the financial information indicative of the results of future operations. The unaudited pro forma financial information includes the depreciation and amortization expense related to the acquisition and interest expense associated with the Knoxville Terminals Purchase financing. Nine Months Ended September 30, 2018 (Unaudited) Pro forma revenue $ 206,925 Pro forma net income attributable to PBF Logistics LP unitholders 54,093 East Coast Storage Assets Acquisition On October 1, 2018, the Partnership closed the acquisition of CPI Operations LLC (“CPI”), whose assets include a storage facility with multi-use storage capacity, an Aframax-capable marine facility, a rail facility, a truck terminal, equipment, contracts and certain other idled assets (collectively, the “East Coast Storage Assets”) located on the Delaware River near Paulsboro, New Jersey (the “East Coast Storage Assets Acquisition”), which had been contemplated by a purchase and sale agreement dated as of July 16, 2018 between the Partnership and Crown Point International LLC (“Crown Point”). Additionally, the East Coast Storage Assets Acquisition includes an earn-out provision related to an existing commercial agreement with a third party, based on the future results of certain of the acquired idled assets (the “Contingent Consideration”), which recommenced operations on October 25, 2019. The aggregate purchase price for the East Coast Storage Assets Acquisition was $126,989 , including working capital and the Contingent Consideration, which was comprised of an initial payment at closing of $75,000 with a remaining balance of $32,000 that was paid one year after closing on October 1, 2019. The residual purchase consideration consists of the Contingent Consideration. The consideration was financed through a combination of cash on hand and borrowings under the Partnership’s Revolving Credit Facility (as defined in Note 6 “Debt” of the Notes to Condensed Consolidated Financial Statements). The final purchase price and fair value allocation were completed as of September 30, 2019. PBFX accounted for the East Coast Storage Assets Acquisition as a business combination in accordance with GAAP whereby the Partnership recognizes assets acquired and liabilities assumed at their estimated fair values as of the date of acquisition. The total purchase consideration and the fair values of the assets and liabilities at the acquisition date were as follows: Purchase Price Gross purchase price* $ 105,900 Working capital adjustments (11 ) Contingent Consideration** 21,100 Total consideration $ 126,989 * Includes $30,900 net present value payable of $32,000 due to Crown Point one year after closing, which is included in “Accrued liabilities” within the Partnership’s condensed consolidated balance sheets. The remaining $32,000 payment was paid in full on October 1, 2019. ** The Contingent Consideration is included in “Other long-term liabilities” within the Partnership’s condensed consolidated balance sheets. The following table summarizes the final amounts recognized for assets acquired and liabilities assumed as of the acquisition date: Fair Value Allocation Accounts receivable $ 436 Prepaids and other current assets 555 Property, plant and equipment 115,621 Intangibles* 13,300 Accounts payable (902 ) Accrued liabilities (1,271 ) Other long-term liabilities (750 ) Fair value of net assets acquired $ 126,989 * Intangibles are included in “Other non-current assets” within the Partnership’s condensed consolidated balance sheets. The East Coast Storage Assets Acquisition includes consideration in the form of the Contingent Consideration. Pursuant to the purchase and sale agreement, the Partnership and Crown Point will share equally in the future operating profits of the restarted assets, as defined in the purchase and sale agreement, over a contractual term of up to three years starting in 2019. The Partnership recorded the Contingent Consideration based on its estimated fair value of $21,100 at the acquisition date, which was recorded in “Other long-term liabilities” within the Partnership’s condensed consolidated balance sheets. The Partnership’s condensed consolidated financial statements for the nine months ended September 30, 2019 include the results of operations of the East Coast Storage Assets subsequent to the East Coast Storage Assets Acquisition. The same period in 2018 does not include the results of operations of such assets. On an unaudited pro forma basis, the revenue and net income of PBFX assuming the acquisition had occurred on January 1, 2017, for the periods indicated, are shown below. The unaudited pro forma information does not purport to present what PBFX’s actual results would have been had the East Coast Storage Assets Acquisition occurred on January 1, 2017, nor is the financial information indicative of the results of future operations. The unaudited pro forma financial information includes the depreciation and amortization expense related to the acquisition and interest expense associated with the East Coast Storage Assets Acquisition financing. Nine Months Ended September 30, 2018 (Unaudited) Pro forma revenue $ 220,818 Pro forma net income attributable to PBF Logistics LP unitholders 46,078 Acquisitions from PBF The following Acquisitions from PBF were transactions between affiliate companies. As a result, the acquisitions were accounted for as transfers of assets between entities under common control in accordance with GAAP. The assets and liabilities of the Acquisitions from PBF were transferred at their historical carrying value. Development Assets Acquisition On July 16, 2018, the Partnership entered into four contribution agreements with PBF LLC, pursuant to which PBF Energy contributed to PBFX certain of its subsidiaries (the “Development Assets Contribution Agreements”). Pursuant to the Development Assets Contribution Agreements, the Partnership acquired from PBF LLC all of the issued and outstanding limited liability company interests of: Toledo Rail Logistics Company LLC (“TRLC”), whose assets consist of a loading and unloading rail facility located at PBF Holding’s Toledo Refinery (the “Toledo Rail Products Facility”); Chalmette Logistics Company LLC (“CLC”), whose assets consist of a truck loading rack facility (the “Chalmette Truck Rack”) and a rail yard facility (the “Chalmette Rosin Yard”), both of which are located at PBF Holding’s Chalmette Refinery; Paulsboro Terminaling Company LLC (“PTC”), whose assets consist of a lube oil terminal facility located at PBF Holding’s Paulsboro Refinery (the “Paulsboro Lube Oil Terminal”); and DCR Storage and Loading Company LLC (“DSLC”), whose assets consist of an ethanol storage facility located at PBF Holding’s Delaware City Refinery (the “Delaware Ethanol Storage Facility” and collectively with the Toledo Rail Products Facility, the Chalmette Truck Rack, the Chalmette Rosin Yard, and the Paulsboro Lube Oil Terminal, the “Development Assets”). The acquisition of the Development Assets closed on July 31, 2018 for total consideration of $31,586 , consisting of 1,494,134 common units issued to PBF LLC (the “Development Assets Acquisition”). TVPC Acquisition On April 24, 2019, the Partnership entered into the TVPC Contribution Agreement, pursuant to which the Partnership acquired from PBF LLC all of the issued and outstanding limited liability company interests of TVP Holding, which held the remaining 50% equity interest in TVPC. The TVPC Acquisition closed on May 31, 2019 for total consideration of $200,000 in cash, which was financed through proceeds from the April Registered Direct Offering (as defined in Note 7 “Equity” of the Notes to Condensed Consolidated Financial Statements) and borrowings under the Partnership’s Revolving Credit Facility (as defined in Note 6 “Debt” of the Notes to Condensed Consolidated Financial Statements). As a result of the TVPC Acquisition, the Partnership owns 100% of the equity interest in TVPC. Acquisition Expenses PBFX incurred acquisition related costs of $234 and $1,285 for the three and nine months ended September 30, 2019 , respectively, primarily consisting of consulting and legal expenses related to the TVPC Acquisition and other pending and non-consummated acquisitions. PBFX incurred acquisition related costs of $832 and $1,984 for the three and nine months ended September 30, 2018 , respectively, primarily consisting of consulting and legal expenses related to the Knoxville Terminals Purchase, the Development Assets Acquisition, the East Coast Storage Assets Acquisition and other pending and non-consummated acquisitions. These costs are included in “General and administrative expenses” within the Partnership’s condensed consolidated statements of operations. |
PROPERTY, PLANT AND EQUIPMENT,
PROPERTY, PLANT AND EQUIPMENT, NET | 9 Months Ended |
Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT, NET | PROPERTY, PLANT AND EQUIPMENT, NET Property, plant and equipment, net consisted of the following: September 30, December 31, Land $ 115,957 $ 115,957 Pipelines 339,323 337,474 Terminals and equipment 282,658 259,441 Storage facilities 217,989 213,937 Construction in progress 11,397 20,439 967,324 947,248 Accumulated depreciation (111,121 ) (85,131 ) Property, plant and equipment, net $ 856,203 $ 862,117 Depreciation expense was $26,278 and $20,915 for the nine months ended September 30, 2019 and 2018 , respectively. |
GOODWILL AND INTANGIBLES
GOODWILL AND INTANGIBLES | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLES | GOODWILL AND INTANGIBLES Goodwill As of September 30, 2019 , the carrying amount of goodwill was $6,332 , all of which was recorded within the Transportation and Terminaling segment. The Partnership performed its annual goodwill impairment assessment as of July 1, 2019 and determined that the carrying value of goodwill was not impaired. Intangibles The Partnership’s net intangibles balance consisted of the following: September 30, December 31, Customer contracts $ 13,300 $ 13,300 Customer relationships 5,900 5,900 19,200 19,200 Accumulated amortization (771 ) (395 ) Total intangibles, net* $ 18,429 $ 18,805 * Intangibles, net are included in “Other non-current assets” within the Partnership’s condensed consolidated balance sheets. Amortization expense was $376 and $270 for the nine months ended September 30, 2019 and 2018 , respectively. |
DEBT
DEBT | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Total debt was comprised of the following: September 30, December 31, 2023 Notes $ 525,000 $ 525,000 Revolving credit facility (a)(b) 283,000 156,000 Total debt outstanding 808,000 681,000 Unamortized debt issuance costs (8,717 ) (10,496 ) Unamortized 2023 Notes premium 2,380 2,820 Net carrying value of debt $ 801,663 $ 673,324 ___________________ (a) PBFX had $4,768 outstanding letters of credit and $212,232 available under its $500,000 amended and restated revolving credit facility with Wells Fargo Bank, National Association, as administrative agent, and a syndicate of lenders (as amended, the “Revolving Credit Facility”) as of September 30, 2019 . (b) During the nine months ended September 30, 2019 , PBFX incurred net borrowings of $127,000 under the Revolving Credit Facility to fund the TVPC Acquisition, the remaining East Coast Storage Assets Acquisition payment, other capital expenditures and working capital requirements. Fair Value Measurement A fair value hierarchy (Level 1, Level 2, or Level 3) is used to categorize fair value amounts based on the quality of inputs used to measure fair value. Accordingly, fair values derived from Level 1 inputs utilize quoted prices in active markets for identical assets or liabilities. Fair values derived from Level 2 inputs are based on quoted prices for similar assets and liabilities in active markets, and inputs other than quoted prices that are either directly or indirectly observable for the asset or liability. Level 3 inputs are unobservable inputs for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability. The estimated fair value of the Revolving Credit Facility approximates its carrying value, categorized as a Level 2 measurement, as this borrowing bears interest based on short-term floating market interest rates. The estimated fair value of the Partnership’s 6.875% Senior Notes due 2023 (the “2023 Notes”), categorized as a Level 2 measurement, was calculated based on the present value of future expected payments utilizing implied current market interest rates based on quoted prices of the 2023 Notes and was approximately $543,136 and $515,336 at September 30, 2019 and December 31, 2018 , respectively. The carrying value and fair value of PBFX’s debt, exclusive of unamortized debt issuance costs and unamortized premium on the 2023 Notes, was $808,000 and $826,136 as of September 30, 2019 , respectively, and $681,000 and $671,336 as of December 31, 2018 , respectively. |
EQUITY
EQUITY | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
EQUITY | EQUITY PBFX had 32,157,201 common units held by the public outstanding as of September 30, 2019 . PBF LLC owns 29,953,631 PBFX common units constituting an aggregate of 48.2% of PBFX’s limited partner interest as of September 30, 2019 . Share Activity The partnership agreement authorizes PBFX to issue an unlimited number of additional partnership interests for the consideration of, and on the terms and conditions determined by, PBFX’s general partner without the approval of the unitholders. It is possible that PBFX will fund future acquisitions through the issuance of additional common units, subordinated units or other partnership interests. The following table presents changes in PBFX common units outstanding: Three Months Ended September 30, 2019 2018 Balance at beginning of period 62,107,210 42,073,062 Vesting of phantom units, net of forfeitures 3,622 4,250 New units issued — 3,269,884 Balance at end of period 62,110,832 45,347,196 Nine Months Ended September 30, 2019 2018 Balance at beginning of period 45,348,663 41,900,708 Vesting of phantom units, net of forfeitures 176,669 176,604 New units issued 16,585,500 3,269,884 Balance at end of period 62,110,832 45,347,196 On February 28, 2019, as a result of the closing of the IDR Restructuring, PBFX’s IDRs held by PBF LLC were canceled and converted into 10,000,000 newly issued PBFX common units. On April 24, 2019, the Partnership entered into subscription agreements to sell an aggregate of 6,585,500 common units to certain institutional investors in a registered direct public offering (the “April Registered Direct Offering”) for gross proceeds of approximately $135,000 . The April Registered Direct Offering closed on April 29, 2019. Additionally, 233,993 of the Partnership’s phantom units issued under the PBFX 2014 Long-Term Incentive Plan vested and were converted into common units held by certain directors, officers and current and former employees of our general partner or its affiliates during the year ended December 31, 2018 . Holders of any additional common units PBFX issues will be entitled to share equally with the then-existing common unitholders in PBFX’s distributions of available cash. Noncontrolling Interest Prior to the TVPC Acquisition, PBFX’s wholly-owned subsidiary, PBFX Operating Company LP (“PBF Op Co”), held a 50% controlling equity interest in TVPC, with the other 50% equity interest in TVPC held by TVP Holding, a subsidiary of PBF Holding. PBFX Op Co was the sole managing member of TVPC. PBFX, through its ownership of PBFX Op Co, consolidated the financial results of TVPC and recorded a noncontrolling interest for the economic interest in TVPC held by TVP Holding. Noncontrolling interest on the condensed consolidated statements of operations included the portion of net income or loss attributable to the economic interest in TVPC held by TVP Holding. Noncontrolling interest on the condensed consolidated balance sheets included the portion of net assets of TVPC attributable to TVP Holding. Subsequent to the TVPC Acquisition, PBFX owns 100% of the equity interest in TVPC and no longer records a noncontrolling interest related to TVPC. Equity Activity The following tables summarize the changes in the carrying amount of the Partnership’s equity during the nine months ended September 30, 2019 and 2018 : Common Units Noncontrolling Interest Total Equity Balance at December 31, 2018 $ 23,718 $ 169,472 $ 193,190 Quarterly distributions to unitholders (28,313 ) — (28,313 ) Distributions to TVPC members — (6,500 ) (6,500 ) Net income attributable to the partners 17,357 4,719 22,076 Unit-based compensation expense 964 — 964 Other 259 — 259 Balance at March 31, 2019 $ 13,985 $ 167,691 $ 181,676 Quarterly distributions to unitholders (32,079 ) — (32,079 ) Distributions to TVPC members — (2,000 ) (2,000 ) Net income attributable to the partners 22,166 3,162 25,328 Acquisition of TVPC noncontrolling interest (31,147 ) (168,853 ) (200,000 ) Unit-based compensation expense 3,387 — 3,387 Issuance of common units, net of expenses 132,483 — 132,483 Other (1,801 ) — (1,801 ) Balance at June 30, 2019 $ 106,994 $ — $ 106,994 Quarterly distributions to unitholders (32,384 ) — (32,384 ) Net income attributable to the partners 30,994 — 30,994 Unit-based compensation expense 1,271 — 1,271 Other 260 — 260 Balance at September 30, 2019 $ 107,135 $ — $ 107,135 Net Investment Common Units IDR Holder Noncontrolling Interest Total Equity Balance at December 31, 2017 $ 10,665 $ (17,544 ) $ 2,736 $ 171,903 $ 167,760 Net loss attributable to the Development Assets (1,279 ) — — — (1,279 ) Contributions to the Development Assets 1,131 — — — 1,131 Quarterly distributions to unitholders (including IDRs) ($0.4850 per unit) — (20,618 ) (2,736 ) — (23,354 ) Distributions to TVPC members — — — (5,000 ) (5,000 ) Net income attributable to the partners — 18,276 2,959 4,022 25,257 Unit-based compensation expense — 834 — — 834 Other — (11 ) — — (11 ) Balance at March 31, 2018 $ 10,517 $ (19,063 ) $ 2,959 $ 170,925 $ 165,338 Net loss attributable to the Development Assets (1,084 ) — — — (1,084 ) Contributions to the Development Assets 3,062 — — — 3,062 Quarterly distributions to unitholders (including IDRs) ($0.4900 per unit) — (20,942 ) (2,955 ) — (23,897 ) Distributions to TVPC members — — — (6,250 ) (6,250 ) Net income attributable to the partners — 16,681 3,411 4,363 24,455 Unit-based compensation expense — 2,663 — — 2,663 Other — (1,048 ) — — (1,048 ) Balance at June 30, 2018 $ 12,495 $ (21,709 ) $ 3,415 $ 169,038 $ 163,239 Net loss attributable to the Development Assets (80 ) — — — (80 ) Contributions to the Development Assets 262 — — — 262 Allocation of the Development Assets acquired to unitholders (12,677 ) 12,677 — — — Quarterly distributions to unitholders (including IDRs) — (22,781 ) (3,415 ) — (26,196 ) Distributions to TVPC members — — — (5,000 ) (5,000 ) Net income attributable to the partners — 18,724 3,641 4,725 27,090 Unit-based compensation expense — 1,052 — — 1,052 Issuance of common units, net of expenses — 34,820 — — 34,820 Other — 1 — — 1 Balance at September 30, 2018 $ — $ 22,784 $ 3,641 $ 168,763 $ 195,188 Cash Distributions PBFX’s partnership agreement sets forth the calculation to be used to determine the amount and priority of cash distributions that the unitholders and general partner will receive. During the nine months ended September 30, 2019 , PBFX made distribution payments as follows: Related Earnings Period: Q4 2018 Q1 2019 Q2 2019 Distribution date March 14, 2019 May 30, 2019 August 30, 2019 Record date March 1, 2019 May 15, 2019 August 15, 2019 Per unit $ 0.5050 $ 0.5100 $ 0.5150 To public common unitholders $ 12,825 $ 16,398 $ 16,560 To PBF LLC 15,126 15,276 15,426 Total distribution $ 27,951 $ 31,674 $ 31,986 The allocation of total quarterly distributions to general and limited partners for the three and nine months ended September 30, 2019 and 2018 is shown in the table below. The Partnership’s distributions are declared subsequent to quarter end (distributions of $0.5200 and $0.5000 per unit declared for the three months ended September 30, 2019 and 2018, respectively, $0.5150 and $0.4950 per unit declared for the three months ended June 30, 2019 and 2018, respectively, and $0.5100 and $0.4900 per unit declared for the three months ended March 31, 2019 and 2018, respectively); therefore, the table represents total estimated distributions applicable to the period in which the distributions are earned: Three Months Ended Nine Months Ended 2019 2018 2019 2018 IDR - PBF LLC (1) $ — $ 3,641 $ — $ 10,011 Limited partners’ distributions: Common 32,709 23,028 97,188 66,792 Total distributions 32,709 26,669 97,188 76,803 Total cash distributions (2) $ 32,298 $ 26,315 $ 95,958 $ 75,728 (1) Subsequent to the closing of the IDR Restructuring, the IDRs were canceled, no distributions were made to PBF LLC with respect to the IDRs and the newly issued PBFX common units are entitled to normal distributions. (2) Excludes phantom unit distributions, which are accrued and paid upon vesting. |
NET INCOME PER UNIT
NET INCOME PER UNIT | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
NET INCOME PER UNIT | NET INCOME PER UNIT Earnings in excess of distributions are allocated to the limited partners based on their respective ownership interests. Payments made to PBFX’s unitholders are determined in relation to actual distributions declared and are not based on the net income (loss) allocations used in the calculation of net income (loss) per unit. Diluted net income per unit includes the effect of potentially dilutive units of PBFX’s common units that consist of unvested phantom units. There were 625 and 13,063 anti-dilutive phantom units for the three and nine months ended September 30, 2019 , respectively, compared to 8,750 and 145,500 anti-dilutive phantom units for the three and nine months ended September 30, 2018 , respectively. In addition to the common units, PBFX has also identified the IDRs (prior to the IDR Restructuring) as participating securities and used the two-class method when calculating the net income per unit applicable to limited partners that is based on the weighted-average number of common units outstanding during the prior period. When calculating basic earnings per unit under the two-class method for a master limited partnership, net income for the current reporting period is reduced by the amount of available cash that has been or will be distributed to the limited partners and IDR holder (prior to the IDR Restructuring) for that reporting period. The following tables show the calculation of net income per limited partner unit: Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Net income attributable to the partners: Distributions declared $ 32,709 $ 97,188 Earnings less distributions (1,715 ) (26,671 ) Net income attributable to the partners $ 30,994 $ 70,517 Weighted-average units outstanding - basic 62,361,974 57,314,382 Weighted-average units outstanding - diluted 62,460,669 57,385,166 Net income per limited partner unit - basic $ 0.50 $ 1.23 Net income per limited partner unit - diluted 0.50 1.23 Three Months Ended September 30, 2018 Limited Partner Common Units IDRs - PBF LLC Total Net income attributable to the partners: Distributions declared $ 23,028 $ 3,641 $ 26,669 Earnings less distributions (4,304 ) — (4,304 ) Net income attributable to the partners $ 18,724 $ 3,641 $ 22,365 Weighted-average units outstanding - basic 44,518,365 Weighted-average units outstanding - diluted 44,612,552 Net income per limited partner unit - basic $ 0.42 Net income per limited partner unit - diluted 0.42 Nine Months Ended September 30, 2018 Limited Partner Common Units IDRs - PBF LLC Total Net income attributable to the partners: Distributions declared $ 66,792 $ 10,011 $ 76,803 Earnings less distributions (13,111 ) — (13,111 ) Net income attributable to the partners $ 53,681 $ 10,011 $ 63,692 Weighted-average units outstanding - basic 42,965,502 Weighted-average units outstanding - diluted 43,015,817 Net income per limited partner unit - basic $ 1.25 Net income per limited partner unit - diluted 1.25 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Environmental Matters PBFX’s assets, along with PBF Energy’s refineries, are subject to extensive and frequently changing federal, state and local laws and regulations, including, but not limited to, those relating to the discharge of materials into the environment or that otherwise relate to the protection of the environment, waste management and the characteristics and the composition of fuels. Compliance with existing and anticipated laws and regulations can increase the overall cost of operating the Partnership’s assets, including remediation, operating costs and capital costs to construct, maintain and upgrade equipment and facilities. PBFX recorded a total liability related to environmental remediation costs at certain of its assets of $2,408 and $2,587 as of September 30, 2019 and December 31, 2018, respectively, related to existing environmental liabilities. During the first quarter of 2019, the Partnership notified certain agencies of an oil sheen present in the Schuylkill River near one of its facilities. Clean-up, identification and mitigation of the source was immediately initiated. The Partnership is working on a remedial investigation and action plan with the state agency. Although response activities are nearly complete, remediation costs will not be finalized until the action plan is complete. Incremental costs are not expected to be material to the Partnership. Contingent Consideration In connection with the East Coast Storage Assets Acquisition, the purchase and sale agreement between the Partnership and Crown Point included a provision for the Contingent Consideration. Pursuant to the purchase and sale agreement, the Partnership and Crown Point will share equally in the future operating profits of the restarted assets, as defined in the purchase and sale agreement, over a contractual term of up to three years starting in 2019. The Contingent Consideration recorded was $23,832 as of September 30, 2019 ( $21,100 as of December 31, 2018) representing the present value of expected future payments discounted at a blended rate of 8.79% and is included in “Other long-term liabilities” within the Partnership’s condensed consolidated balance sheets. At September 30, 2019 , the estimated undiscounted liability totaled $27,978 , based on the Partnership’s anticipated total annual earn-out payments. Certain of the acquired idled assets recommenced operations on October 25, 2019. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2019 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Agreements with PBF Energy Entities Commercial Agreements PBFX currently derives a majority of its revenue from long-term, fee-based agreements with PBF Holding, supported by MVCs, as applicable, and contractual fee escalations for inflation adjustments and certain increases in operating costs. PBFX believes the terms and conditions under these agreements, as well as the Omnibus Agreement and the Services Agreement (each as defined below), each with PBF Holding, are generally no less favorable to either party than those that could have been negotiated with unaffiliated parties with respect to similar services. See the 2018 Form 10-K for a more complete description of PBFX’s commercial agreements with PBF Holding, including those identified as leases, which were entered into prior to 2019 . The following table reflects activity during 2019 related to commercial agreements between PBFX and PBF Holding: Agreements Initiation Date Initial Term Renewals (a) MVC Force Majeure Transportation and Terminaling Amended and Restated Rail Agreements (b) 5/8/2014 7 years, 8 months N/A 125,000 bpd PBFX or PBF Holding can declare Delaware Pipeline Services Agreement- Magellan Connection 11/1/2016 2 years, 5 months See note (c) See note (c) Delaware City Terminaling Services Agreement (d) 1/1/2022 4 years 2 x 5 95,000 bpd Amended and Restated Torrance Valley Pipeline Transportation Services Agreement- South Pipeline 8/31/2016 10 years 2 x 5 75,000 bpd (e) Storage East Coast Storage Assets Terminal Storage Agreement 1/1/2019 8 years Evergreen 2,953,725 barrels (f) PBFX or PBF Holding can declare ___________________ (a) PBF Holding has the option to extend the agreements for up to two additional five -year terms, as applicable. (b) In 2019, the Partnership amended (effective as of January 1, 2019) the existing Amended and Restated Rail Agreements between Delaware City Terminaling Company LLC (“DCTC”) and PBF Holding for the inclusion of services through certain rail infrastructure at the East Coast Storage Assets. (c) In connection with the inclusion of an additional destination at the Magellan connection under the Delaware Pipeline Services Agreement, Delaware Pipeline Company LLC (“DPC”) and PBF Holding agreed to a two-year, five-month MVC (the “Magellan MVC”) under the Delaware Pipeline Services Agreement. The Magellan MVC expired on March 31, 2019, subsequent to which, the Partnership has been billing actual throughput on the Magellan connection. (d) The Delaware City Terminaling Services Agreement between DCTC and PBF Holding will commence in 2022 subsequent to the expiration of the Amended and Restated Rail Agreements and includes additional services to be provided by PBFX as operator of other rail facilities owned by PBF Holding’s subsidiaries. (e) In connection with the TVPC Acquisition on May 31, 2019, the Torrance Valley Pipeline Transportation Services Agreement- South Pipeline was amended and restated to increase the MVC from 70,000 bpd to 75,000 bpd. (f) Reflects the overall shell capacity as stipulated by the storage agreement. The storage MVC is subject to the effective operating capacity of each tank, which can be impacted by routine tank maintenance and other factors. PBF Holding’s available shell capacity may be subject to change as agreed to by the Partnership and PBF Holding. Other Agreements In addition to the commercial agreements described above, PBFX has entered into an omnibus agreement with PBF GP, PBF LLC and PBF Holding, which has been amended and restated in connection with certain of the Acquisitions from PBF (as amended, the “Omnibus Agreement”). This agreement addresses the payment of an annual fee for the provision of various general and administrative services and reimbursement of salary and benefit costs for certain PBF Energy employees. Additionally, PBFX has entered into an operation and management services and secondment agreement with PBF Holding and certain of its subsidiaries (as amended, the “Services Agreement”), pursuant to which PBF Holding and its subsidiaries provide PBFX with the personnel necessary for the Partnership to perform its obligations under its commercial agreements. PBFX reimburses PBF Holding for the use of such employees and the provision of certain infrastructure-related services to the extent applicable to its operations, including storm water discharge and waste water treatment, steam, potable water, access to certain roads and grounds, sanitary sewer access, electrical power, emergency response, filter press, fuel gas, API solids treatment, fire water and compressed air. The Services Agreement will terminate upon the termination of the Omnibus Agreement, provided that the Partnership may terminate any service upon 30-days’ notice. See the 2018 Form 10-K for a more complete description of the Omnibus Agreement and the Services Agreement. Summary of Transactions A summary of revenue and expense transactions with the Partnership’s affiliates, including expenses directly charged and allocated to the Partnership, is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Revenue $ 78,026 $ 66,140 $ 224,014 $ 190,789 Operating and maintenance expenses 2,171 1,979 6,447 5,327 General and administrative expenses 1,863 1,927 5,377 5,364 |
SEGMENT INFORMATION
SEGMENT INFORMATION | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION The Partnership’s operations are comprised of operating segments, which are strategic business units that offer different services in various geographical locations. PBFX has evaluated the performance of each operating segment based on its respective operating income. The operating segments adhere to the accounting polices used for the consolidated financial statements, as described in Note 2 “Summary of Accounting Policies” of the Notes to Consolidated Financial Statements in the 2018 Form 10-K. The Partnership’s operating segments are organized into two reportable segments: (i) Transportation and Terminaling and (ii) Storage. Operations that are not included in either the Transportation and Terminaling or the Storage segments are included in Corporate. The Partnership does not have any foreign operations. The Partnership’s Transportation and Terminaling segment consists of operating segments that include product terminals, pipelines, crude unloading facilities and other facilities capable of transporting and handling crude oil, refined products and natural gas. The Partnership’s Storage segment consists of operating segments that include storage facilities capable of handling crude oil, refined products and intermediates. Revenue is generated from third-party transactions as well as commercial agreements entered into with PBF Holding under which the Partnership receives fees for the transportation, terminaling and storage of crude oil, refined products and natural gas. The commercial agreements with PBF Holding are discussed in Note 10 “Related Party Transactions” of the Notes to Condensed Consolidated Financial Statements. Certain general and administrative expenses and interest and financing costs are included in Corporate as they are not directly attributable to a specific reporting segment. Identifiable assets are those used by the operating segments, whereas assets included in Corporate are principally cash, deposits and other assets that are not associated with operations specific to a reporting segment. Three Months Ended September 30, 2019 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 73,269 $ 13,108 $ — $ 86,377 Depreciation and amortization 7,051 2,028 — 9,079 Income (loss) from operations 43,596 5,346 (4,552 ) 44,390 Interest expense, net, amortization of loan fees and debt premium and accretion on discounted liabilities — — 13,396 13,396 Capital expenditures 2,781 5,247 — 8,028 Three Months Ended September 30, 2018 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 64,011 $ 6,545 $ — $ 70,556 Depreciation and amortization 6,524 927 — 7,451 Income (loss) from operations 38,599 3,703 (4,725 ) 37,577 Interest expense, net and amortization of loan fees and debt premium — — 10,567 10,567 Capital expenditures 20,199 757 — 20,956 Nine Months Ended September 30, 2019 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 208,884 $ 39,088 $ — $ 247,972 Depreciation and amortization 20,831 5,823 — 26,654 Income (loss) from operations 120,676 13,817 (18,142 ) 116,351 Interest expense, net, amortization of loan fees and debt premium and accretion on discounted liabilities — — 37,953 37,953 Capital expenditures 15,014 8,166 — 23,180 Nine Months Ended September 30, 2018 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 182,815 $ 20,580 $ — $ 203,395 Depreciation and amortization 18,408 2,777 — 21,185 Income (loss) from operations 109,059 11,744 (15,504 ) 105,299 Interest expense, net and amortization of loan fees and debt premium — — 30,940 30,940 Capital expenditures, including the Knoxville Terminals Purchase 85,782 845 — 86,627 Balance at September 30, 2019 Transportation and Terminaling Storage Corporate Consolidated Total Total assets $ 735,489 $ 225,921 $ 48,918 $ 1,010,328 Balance at December 31, 2018 Transportation and Terminaling Storage Corporate Consolidated Total Total assets $ 731,505 $ 219,326 $ 5,522 $ 956,353 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2019 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Cash Distribution On October 31, 2019, PBF GP’s board of directors announced a cash distribution, based on the results of the third quarter of 2019, of $0.5200 per unit. The distribution is payable on November 26, 2019 to PBFX unitholders of record at the close of business on November 14, 2019. |
CONDENSED CONSOLIDATING FINANCI
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS | 9 Months Ended |
Sep. 30, 2019 | |
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS [Abstract] | |
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS | CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS Delaware City Logistics Company LLC, DPC, DCTC, Toledo Terminaling Company LLC, PLPT, PBFX Op Co, TVPC, Paulsboro Natural Gas Pipeline Company LLC, TRLC, CLC, PTC, DSLC and CPI serve as guarantors of the obligations under the 2023 Notes. These guarantees are full and unconditional and joint and several. For purposes of the following footnote, the Partnership is referred to as “Issuer.” The indenture dated May 12, 2015, as supplemented, among the Partnership, PBF Logistics Finance Corporation (“PBF Logistics Finance”), the guarantors party thereto and Deutsche Bank Trust Company Americas, as Trustee, governs subsidiaries designated as “Guarantor Subsidiaries.” In addition, PBF LLC provides a limited guarantee of collection of the principal amount of the 2023 Notes but is not otherwise subject to the covenants of the indenture. Refer to PBF LLC’s condensed consolidated financial statements, which are included in its Quarterly Report on Form 10-Q for the period ended September 30, 2019 . The 2023 Notes were co-issued by PBF Logistics Finance. For purposes of the following footnote, PBF Logistics Finance is referred to as “Co-Issuer.” The Co-Issuer has no independent assets or operations. The following supplemental combining and condensed consolidating financial information reflects the Issuer’s separate accounts, the combined accounts of the Guarantor Subsidiaries, the combining and consolidating adjustments and eliminations and the Issuer’s consolidated accounts for the dates and periods indicated. For purposes of the following combining and consolidating information, the Issuer’s investment in its subsidiaries and the Guarantor Subsidiaries’ investments in their subsidiaries are accounted for under the equity method of accounting. 13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS CONDENSED CONSOLIDATING BALANCE SHEET September 30, 2019 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total ASSETS Current assets: Cash and cash equivalents $ 46,803 $ 5,775 $ — $ — $ 52,578 Accounts receivable - affiliates 194 66,209 — — 66,403 Accounts receivable 365 4,777 — — 5,142 Prepaids and other current assets 1,556 3,286 — — 4,842 Due from related parties 190,789 712,286 — (903,075 ) — Total current assets 239,707 792,333 — (903,075 ) 128,965 Property, plant and equipment, net — 856,203 — — 856,203 Goodwill — 6,332 — — 6,332 Other non-current assets — 18,828 — — 18,828 Investment in subsidiaries 1,432,244 — — (1,432,244 ) — Total assets $ 1,671,951 $ 1,673,696 $ — $ (2,335,319 ) $ 1,010,328 LIABILITIES AND EQUITY Current liabilities: Accounts payable - affiliates $ 1,708 $ 6,528 $ — $ — $ 8,236 Accounts payable 116 6,438 — — 6,554 Accrued liabilities 49,043 8,732 — — 57,775 Deferred revenue — 3,041 — — 3,041 Due to related parties 712,286 190,789 — (903,075 ) — Total current liabilities 763,153 215,528 — (903,075 ) 75,606 Long-term debt 801,663 — — — 801,663 Other long-term liabilities — 25,924 — — 25,924 Total liabilities 1,564,816 241,452 — (903,075 ) 903,193 Commitments and contingencies (Note 9) Equity: Net investment — 1,432,244 — (1,432,244 ) — Common unitholders 107,135 — — — 107,135 Total equity 107,135 1,432,244 — (1,432,244 ) 107,135 Total liabilities and equity $ 1,671,951 $ 1,673,696 $ — $ (2,335,319 ) $ 1,010,328 13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS CONDENSED CONSOLIDATING BALANCE SHEET December 31, 2018 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total ASSETS Current assets: Cash and cash equivalents $ 4,010 $ 15,898 $ — $ — $ 19,908 Accounts receivable - affiliates 9 37,043 — — 37,052 Accounts receivable 365 7,146 — — 7,511 Prepaids and other current assets 1,137 3,461 — — 4,598 Due from related parties 161,613 561,605 — (723,218 ) — Total current assets 167,134 625,153 — (723,218 ) 69,069 Property, plant and equipment, net — 862,117 — — 862,117 Goodwill — 6,332 — — 6,332 Other non-current assets — 18,835 — — 18,835 Investment in subsidiaries 1,133,775 — — (1,133,775 ) — Total assets $ 1,300,909 $ 1,512,437 $ — $ (1,856,993 ) $ 956,353 LIABILITIES AND EQUITY Current liabilities: Accounts payable - affiliates $ 1,239 $ 10,808 $ — $ — $ 12,047 Accounts payable 1,176 3,484 — — 4,660 Accrued liabilities 39,847 6,465 — — 46,312 Deferred revenue — 2,960 — — 2,960 Due to related parties 561,605 161,613 — (723,218 ) — Total current liabilities 603,867 185,330 — (723,218 ) 65,979 Long-term debt 673,324 — — — 673,324 Other long-term liabilities — 23,860 — — 23,860 Total liabilities 1,277,191 209,190 — (723,218 ) 763,163 Commitments and contingencies (Note 9) Equity: Net investment — 1,133,775 — (1,133,775 ) — Common unitholders 23,718 — — — 23,718 Total PBF Logistics LP equity 23,718 1,133,775 — (1,133,775 ) 23,718 Noncontrolling interest — 169,472 — — 169,472 Total equity 23,718 1,303,247 — (1,133,775 ) 193,190 Total liabilities and equity $ 1,300,909 $ 1,512,437 $ — $ (1,856,993 ) $ 956,353 13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS Three Months Ended September 30, 2019 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Revenue: Affiliate $ — $ 78,026 $ — $ — $ 78,026 Third-party — 8,351 — — 8,351 Total revenue — 86,377 — — 86,377 Costs and expenses: Operating and maintenance expenses — 28,356 — — 28,356 General and administrative expenses 4,552 — — — 4,552 Depreciation and amortization — 9,079 — — 9,079 Total costs and expenses 4,552 37,435 — — 41,987 Income (loss) from operations (4,552 ) 48,942 — — 44,390 Other income (expense): Equity in earnings of subsidiaries 48,499 — — (48,499 ) — Interest expense, net (12,230 ) — — — (12,230 ) Amortization of loan fees and debt premium (444 ) — — — (444 ) Accretion on discounted liabilities (279 ) (443 ) — — (722 ) Net income 30,994 48,499 — (48,499 ) 30,994 Less: Net income attributable to noncontrolling interest — — — — — Net income attributable to PBF Logistics LP unitholders $ 30,994 $ 48,499 $ — $ (48,499 ) $ 30,994 13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS Three Months Ended September 30, 2018 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Revenue: Affiliate $ — $ 66,140 $ — $ — $ 66,140 Third-party — 4,416 — — 4,416 Total revenue — 70,556 — — 70,556 Costs and expenses: Operating and maintenance expenses — 20,803 — — 20,803 General and administrative expenses 4,725 — — — 4,725 Depreciation and amortization — 7,451 — — 7,451 Total costs and expenses 4,725 28,254 — — 32,979 Income (loss) from operations (4,725 ) 42,302 — — 37,577 Other income (expense): Equity in earnings of subsidiaries 42,302 — — (42,302 ) — Interest expense, net (10,070 ) — — — (10,070 ) Amortization of loan fees and debt premium (497 ) — — — (497 ) Net income 27,010 42,302 — (42,302 ) 27,010 Less: Net loss attributable to Predecessor — (80 ) — — (80 ) Less: Net income attributable to noncontrolling interest — 4,725 — — 4,725 Net income attributable to the partners 27,010 37,657 — (42,302 ) 22,365 Less: Net income attributable to the IDR holder 3,641 — — — 3,641 Net income attributable to PBF Logistics LP unitholders $ 23,369 $ 37,657 $ — $ (42,302 ) $ 18,724 13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS Nine Months Ended September 30, 2019 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Revenue: Affiliate $ — $ 224,014 $ — $ — $ 224,014 Third-party — 23,958 — — 23,958 Total revenue — 247,972 — — 247,972 Costs and expenses: Operating and maintenance expenses — 86,825 — — 86,825 General and administrative expenses 18,142 — — — 18,142 Depreciation and amortization — 26,654 — — 26,654 Total costs and expenses 18,142 113,479 — — 131,621 Income (loss) from operations (18,142 ) 134,493 — — 116,351 Other income (expense): Equity in earnings of subsidiaries 133,067 — — (133,067 ) — Interest expense, net (34,359 ) — — — (34,359 ) Amortization of loan fees and debt premium (1,339 ) — — — (1,339 ) Accretion on discounted liabilities (829 ) (1,426 ) — — (2,255 ) Net income 78,398 133,067 — (133,067 ) 78,398 Less: Net income attributable to noncontrolling interest — 7,881 — — 7,881 Net income attributable to PBF Logistics LP unitholders $ 78,398 $ 125,186 $ — $ (133,067 ) $ 70,517 13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS Nine Months Ended September 30, 2018 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Revenue: Affiliate $ — $ 190,789 $ — $ — $ 190,789 Third-party — 12,606 — — 12,606 Total revenue — 203,395 — — 203,395 Costs and expenses: Operating and maintenance expenses — 61,407 — — 61,407 General and administrative expenses 15,504 — — — 15,504 Depreciation and amortization — 21,185 — — 21,185 Total costs and expenses 15,504 82,592 — — 98,096 Income (loss) from operations (15,504 ) 120,803 — — 105,299 Other income (expense): Equity in earnings of subsidiaries 120,803 — — (120,803 ) — Interest expense, net (29,684 ) — — — (29,684 ) Amortization of loan fees and debt premium (1,256 ) — — — (1,256 ) Net income 74,359 120,803 — (120,803 ) 74,359 Less: Net loss attributable to Predecessor — (2,443 ) — — (2,443 ) Less: Net income attributable to noncontrolling interest — 13,110 — — 13,110 Net income attributable to the partners 74,359 110,136 — (120,803 ) 63,692 Less: Net income attributable to the IDR holder 10,011 — — — 10,011 Net income attributable to PBF Logistics LP unitholders $ 64,348 $ 110,136 $ — $ (120,803 ) $ 53,681 13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Nine Months Ended September 30, 2019 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Cash flows from operating activities: Net income $ 78,398 $ 133,067 $ — $ (133,067 ) $ 78,398 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization — 26,654 — — 26,654 Amortization of loan fees and debt premium 1,339 — — — 1,339 Accretion on discounted liabilities 829 1,426 — — 2,255 Unit-based compensation expense 5,622 — — — 5,622 Equity in earnings of subsidiaries (133,067 ) — — 133,067 — Changes in operating assets and liabilities: Accounts receivable - affiliates (185 ) (29,166 ) — — (29,351 ) Accounts receivable — 2,369 — — 2,369 Prepaids and other current assets (419 ) (1,067 ) — — (1,486 ) Accounts payable - affiliates 469 (332 ) — — 137 Accounts payable (1,060 ) 2,954 — — 1,894 Accrued liabilities 7,202 2,470 — — 9,672 Amounts due to (from) related parties 121,505 (121,505 ) — — — Deferred revenue — 81 — — 81 Other assets and liabilities (1,784 ) (157 ) — — (1,941 ) Net cash provided by operating activities 78,849 16,794 — — 95,643 Cash flows from investing activities: Expenditures for property, plant and equipment — (23,180 ) — — (23,180 ) Investment in subsidiaries (3,928 ) — — 3,928 — Net cash used in investing activities $ (3,928 ) $ (23,180 ) $ — $ 3,928 $ (23,180 ) 13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (continued) Nine Months Ended September 30, 2019 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Cash flows from financing activities: Net proceeds from issuance of common units $ 132,483 $ — $ — $ — $ 132,483 Acquisition of TVPC noncontrolling interest (200,000 ) — — — (200,000 ) Distributions to unitholders (91,611 ) — — — (91,611 ) Distributions to TVPC members — (8,500 ) — — (8,500 ) Contribution from parent — 3,928 — (3,928 ) — Proceeds from revolving credit facility 228,000 — — — 228,000 Repayment of revolving credit facility (101,000 ) — — — (101,000 ) Deferred financing costs and other — 835 — — 835 Net cash used in financing activities (32,128 ) (3,737 ) — (3,928 ) (39,793 ) Net change in cash and cash equivalents 42,793 (10,123 ) — — 32,670 Cash and cash equivalents at beginning of year 4,010 15,898 — — 19,908 Cash and cash equivalents at end of period $ 46,803 $ 5,775 $ — $ — $ 52,578 13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Nine Months Ended September 30, 2018 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Cash flows from operating activities: Net income $ 74,359 $ 120,803 $ — $ (120,803 ) $ 74,359 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization — 21,185 — — 21,185 Amortization of loan fees and debt premium 1,256 — — — 1,256 Unit-based compensation expense 4,549 — — — 4,549 Equity in earnings of subsidiaries (120,803 ) — — 120,803 — Changes in operating assets and liabilities: Accounts receivable - affiliates — 7,363 — — 7,363 Accounts receivable — (1,587 ) — — (1,587 ) Prepaids and other current assets (1,528 ) (175 ) — — (1,703 ) Accounts payable - affiliates (1,268 ) 10,575 — — 9,307 Accounts payable (137 ) (3,750 ) — — (3,887 ) Accrued liabilities 9,245 (734 ) — — 8,511 Amounts due to (from) related parties 54,391 (54,391 ) — — — Deferred revenue — (255 ) — — (255 ) Other assets and liabilities (1,049 ) (467 ) — — (1,516 ) Net cash provided by operating activities 19,015 98,567 — — 117,582 Cash flows from investing activities: Knoxville Terminals Purchase — (58,000 ) — — (58,000 ) Expenditures for property, plant and equipment — (28,627 ) — — (28,627 ) Investment in subsidiaries (7,707 ) — — 7,707 — Net cash used in investing activities $ (7,707 ) $ (86,627 ) $ — $ 7,707 $ (86,627 ) 13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (continued) Nine Months Ended September 30, 2018 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Cash flows from financing activities: Net proceeds from issuance of common units $ 34,820 $ — $ — $ — $ 34,820 Distributions to unitholders (72,471 ) — — — (72,471 ) Distributions to TVPC members — (16,250 ) — — (16,250 ) Contribution from parent — 11,908 — (7,707 ) 4,201 Proceeds from revolving credit facility 64,000 — — — 64,000 Repayment of revolving credit facility (43,700 ) — — — (43,700 ) Deferred financing costs and other (3,197 ) — — — (3,197 ) Net cash used in financing activities (20,548 ) (4,342 ) — (7,707 ) (32,597 ) Net change in cash and cash equivalents (9,240 ) 7,598 — — (1,642 ) Cash and cash equivalents at beginning of year 10,909 8,755 — — 19,664 Cash and cash equivalents at end of period $ 1,669 $ 16,353 $ — $ — $ 18,022 |
DESCRIPTION OF THE BUSINESS A_2
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Recent Accounting Pronouncements | Recently Adopted Accounting Guidance In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, “Leases (Topic 842)” (“ASC 842”) to increase the transparency and comparability of leases among entities. ASC 842 supersedes the lease accounting guidance in ASC 840 “Leases,” and requires lessees to recognize a lease liability and a corresponding lease asset for virtually all lease contracts. It also requires additional disclosures about leasing arrangements. The Partnership adopted ASC 842 effective January 1, 2019, using a modified retrospective approach. The adoption of ASC 842 resulted in the inclusion of less than $1,000 of operating leases recorded on the Partnership’s balance sheets, with operating lease right of use assets recorded in “Other non-current assets” and operating lease liabilities recorded in “Accrued liabilities” or “Other long-term liabilities” based on the future timing of lease payments. The adoption of ASC 842 did not materially impact the Partnership’s statements of operations or statements of cash flows. The Partnership’s condensed consolidated financial statements for the periods prior to the adoption of ASC 842 are not adjusted and are reported in accordance with the Partnership’s historical accounting policy. See Note 2 “Revenue” of the Notes to Condensed Consolidated Financial Statements for additional information about the impact of ASC 842 to the Partnership as a lessor. In January 2017, the FASB issued ASU No. 2017-04, “Simplifying the Test for Goodwill Impairment” (“ASU 2017-04”) to provide updated guidance on goodwill impairment testing. Under ASU 2017-04, Step 2 of the goodwill impairment analysis would be eliminated. This step required a comparison of the implied fair value to the carrying value of goodwill of the reporting unit. Subsequent to the effective date of ASU 2017-04, during the annual, or if applicable, interim goodwill impairment assessment, entities would perform the test by comparing the fair value of the reporting unit with the carrying value of the reporting unit. The impairment charge would be the excess amount of which carrying value is greater than fair value, with the total amount limited to the carrying value of goodwill. ASU 2017-04 is effective for goodwill impairment assessments beginning after December 15, 2019. The Partnership early adopted the new standard effective January 1, 2019, and the adoption did not have a material impact on its condensed consolidated financial statements and related disclosures. Recently Issued Accounting Pronouncements 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”). This guidance amends the guidance on measuring credit losses on financial assets held at amortized cost. ASU 2016-13 requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts. This guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. The Partnership does not expect that the adoption of this guidance will have a material impact on its condensed consolidated financial statements and related disclosures. |
REVENUE (Tables)
REVENUE (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Revenues [Abstract] | |
Revenue from External Customers by Products and Services [Table Text Block] | The following table provides information relating to the Partnership’s revenue for each service category by segment for the periods presented: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Transportation and Terminaling Segment Terminaling $ 39,399 $ 31,387 $ 105,904 $ 87,848 Pipeline 21,089 19,886 60,042 57,592 Other 12,781 12,738 42,938 37,375 Total 73,269 64,011 208,884 182,815 Storage Segment Storage 13,108 6,545 39,088 20,580 Total 13,108 6,545 39,088 20,580 Total Revenue $ 86,377 $ 70,556 $ 247,972 $ 203,395 |
Schedule of Future Minimum Volume Commitments to be received [Table Text Block] | As of September 30, 2019 , MVC payments to be received related to noncancelable commercial terminaling, pipeline and storage agreements were as follows: Remainder of 2019 $ 29,611 2020 114,252 2021 113,355 2022 91,476 2023 87,199 Thereafter 170,794 Total MVC payments to be received (1)(2) $ 606,687 (1) All fixed consideration from contracts with customers is included in the amounts presented above. Variable consideration that is constrained or not required to be estimated as it reflects our efforts to perform is excluded. (2) Arrangements deemed leases are excluded from this table. |
Lessor, Operating Lease, Payments to be Received, Maturity [Table Text Block] | The table below presents the fixed component of the undiscounted cash flows to be received for each of the periods presented for the Partnership’s operating leases with customers as of September 30, 2019 : Remainder of 2019 $ 40,773 2020 179,016 2021 177,715 2022 162,708 2023 137,406 Thereafter 371,578 Total undiscounted future cash to be received $ 1,069,196 |
Assets Under Lease [Table Text Block] | The Partnership’s assets that are subject to lease are included in “Property, plant and equipment, net” within the Partnership’s condensed consolidated balance sheets. The table below quantifies by property, plant and equipment category the assets that are subject to lease as of September 30, 2019 : September 30, Land $ 98,337 Pipelines 315,249 Terminals and equipment 50,828 Storage facilities 200,144 664,558 Accumulated depreciation (69,035 ) Net assets subject to lease $ 595,523 |
ACQUISITIONS Business Acquisiti
ACQUISITIONS Business Acquisition (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Knoxville Terminals Purchase [Member] | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The total purchase consideration and the fair values of the assets and liabilities at the acquisition date were as follows: Purchase Price Gross purchase price $ 58,000 Working capital adjustments 356 Total consideration $ 58,356 The following table summarizes the final amounts recognized for assets acquired and liabilities assumed as of the acquisition date: Fair Value Allocation Prepaids and other current assets $ 356 Property, plant and equipment 45,768 Intangibles* 5,900 Goodwill 6,332 Fair value of net assets acquired $ 58,356 * Intangibles are included in “Other non-current assets” within the Partnership’s condensed consolidated balance sheets. |
Business Acquisition, Pro Forma Information [Table Text Block] | The unaudited pro forma financial information includes the depreciation and amortization expense related to the acquisition and interest expense associated with the Knoxville Terminals Purchase financing. Nine Months Ended September 30, 2018 (Unaudited) Pro forma revenue $ 206,925 Pro forma net income attributable to PBF Logistics LP unitholders 54,093 |
East Coast Storage Assets Acquisition [Member] | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The total purchase consideration and the fair values of the assets and liabilities at the acquisition date were as follows: Purchase Price Gross purchase price* $ 105,900 Working capital adjustments (11 ) Contingent Consideration** 21,100 Total consideration $ 126,989 * Includes $30,900 net present value payable of $32,000 due to Crown Point one year after closing, which is included in “Accrued liabilities” within the Partnership’s condensed consolidated balance sheets. The remaining $32,000 payment was paid in full on October 1, 2019. ** The Contingent Consideration is included in “Other long-term liabilities” within the Partnership’s condensed consolidated balance sheets. The following table summarizes the final amounts recognized for assets acquired and liabilities assumed as of the acquisition date: Fair Value Allocation Accounts receivable $ 436 Prepaids and other current assets 555 Property, plant and equipment 115,621 Intangibles* 13,300 Accounts payable (902 ) Accrued liabilities (1,271 ) Other long-term liabilities (750 ) Fair value of net assets acquired $ 126,989 * Intangibles are included in “Other non-current assets” within the Partnership’s condensed consolidated balance sheets. |
Business Acquisition, Pro Forma Information [Table Text Block] | The unaudited pro forma financial information includes the depreciation and amortization expense related to the acquisition and interest expense associated with the East Coast Storage Assets Acquisition financing. Nine Months Ended September 30, 2018 (Unaudited) Pro forma revenue $ 220,818 Pro forma net income attributable to PBF Logistics LP unitholders 46,078 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT, NET (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | Property, plant and equipment, net consisted of the following: September 30, December 31, Land $ 115,957 $ 115,957 Pipelines 339,323 337,474 Terminals and equipment 282,658 259,441 Storage facilities 217,989 213,937 Construction in progress 11,397 20,439 967,324 947,248 Accumulated depreciation (111,121 ) (85,131 ) Property, plant and equipment, net $ 856,203 $ 862,117 |
GOODWILL AND INTANGIBLES (Table
GOODWILL AND INTANGIBLES (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | The Partnership’s net intangibles balance consisted of the following: September 30, December 31, Customer contracts $ 13,300 $ 13,300 Customer relationships 5,900 5,900 19,200 19,200 Accumulated amortization (771 ) (395 ) Total intangibles, net* $ 18,429 $ 18,805 * Intangibles, net are included in “Other non-current assets” within the Partnership’s condensed consolidated balance sheets. |
DEBT (Tables)
DEBT (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | Total debt was comprised of the following: September 30, December 31, 2023 Notes $ 525,000 $ 525,000 Revolving credit facility (a)(b) 283,000 156,000 Total debt outstanding 808,000 681,000 Unamortized debt issuance costs (8,717 ) (10,496 ) Unamortized 2023 Notes premium 2,380 2,820 Net carrying value of debt $ 801,663 $ 673,324 ___________________ (a) PBFX had $4,768 outstanding letters of credit and $212,232 available under its $500,000 amended and restated revolving credit facility with Wells Fargo Bank, National Association, as administrative agent, and a syndicate of lenders (as amended, the “Revolving Credit Facility”) as of September 30, 2019 . (b) During the nine months ended September 30, 2019 , PBFX incurred net borrowings of $127,000 under the Revolving Credit Facility to fund the TVPC Acquisition, the remaining East Coast Storage Assets Acquisition payment, other capital expenditures and working capital requirements. |
EQUITY (Tables)
EQUITY (Tables) | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Equity [Abstract] | ||
Schedule of Stock by Class [Table Text Block] | The following table presents changes in PBFX common units outstanding: Three Months Ended September 30, 2019 2018 Balance at beginning of period 62,107,210 42,073,062 Vesting of phantom units, net of forfeitures 3,622 4,250 New units issued — 3,269,884 Balance at end of period 62,110,832 45,347,196 Nine Months Ended September 30, 2019 2018 Balance at beginning of period 45,348,663 41,900,708 Vesting of phantom units, net of forfeitures 176,669 176,604 New units issued 16,585,500 3,269,884 Balance at end of period 62,110,832 45,347,196 | |
Schedule of Stockholders Equity | The following tables summarize the changes in the carrying amount of the Partnership’s equity during the nine months ended September 30, 2019 and 2018 : Common Units Noncontrolling Interest Total Equity Balance at December 31, 2018 $ 23,718 $ 169,472 $ 193,190 Quarterly distributions to unitholders (28,313 ) — (28,313 ) Distributions to TVPC members — (6,500 ) (6,500 ) Net income attributable to the partners 17,357 4,719 22,076 Unit-based compensation expense 964 — 964 Other 259 — 259 Balance at March 31, 2019 $ 13,985 $ 167,691 $ 181,676 Quarterly distributions to unitholders (32,079 ) — (32,079 ) Distributions to TVPC members — (2,000 ) (2,000 ) Net income attributable to the partners 22,166 3,162 25,328 Acquisition of TVPC noncontrolling interest (31,147 ) (168,853 ) (200,000 ) Unit-based compensation expense 3,387 — 3,387 Issuance of common units, net of expenses 132,483 — 132,483 Other (1,801 ) — (1,801 ) Balance at June 30, 2019 $ 106,994 $ — $ 106,994 Quarterly distributions to unitholders (32,384 ) — (32,384 ) Net income attributable to the partners 30,994 — 30,994 Unit-based compensation expense 1,271 — 1,271 Other 260 — 260 Balance at September 30, 2019 $ 107,135 $ — $ 107,135 | Net Investment Common Units IDR Holder Noncontrolling Interest Total Equity Balance at December 31, 2017 $ 10,665 $ (17,544 ) $ 2,736 $ 171,903 $ 167,760 Net loss attributable to the Development Assets (1,279 ) — — — (1,279 ) Contributions to the Development Assets 1,131 — — — 1,131 Quarterly distributions to unitholders (including IDRs) ($0.4850 per unit) — (20,618 ) (2,736 ) — (23,354 ) Distributions to TVPC members — — — (5,000 ) (5,000 ) Net income attributable to the partners — 18,276 2,959 4,022 25,257 Unit-based compensation expense — 834 — — 834 Other — (11 ) — — (11 ) Balance at March 31, 2018 $ 10,517 $ (19,063 ) $ 2,959 $ 170,925 $ 165,338 Net loss attributable to the Development Assets (1,084 ) — — — (1,084 ) Contributions to the Development Assets 3,062 — — — 3,062 Quarterly distributions to unitholders (including IDRs) ($0.4900 per unit) — (20,942 ) (2,955 ) — (23,897 ) Distributions to TVPC members — — — (6,250 ) (6,250 ) Net income attributable to the partners — 16,681 3,411 4,363 24,455 Unit-based compensation expense — 2,663 — — 2,663 Other — (1,048 ) — — (1,048 ) Balance at June 30, 2018 $ 12,495 $ (21,709 ) $ 3,415 $ 169,038 $ 163,239 Net loss attributable to the Development Assets (80 ) — — — (80 ) Contributions to the Development Assets 262 — — — 262 Allocation of the Development Assets acquired to unitholders (12,677 ) 12,677 — — — Quarterly distributions to unitholders (including IDRs) — (22,781 ) (3,415 ) — (26,196 ) Distributions to TVPC members — — — (5,000 ) (5,000 ) Net income attributable to the partners — 18,724 3,641 4,725 27,090 Unit-based compensation expense — 1,052 — — 1,052 Issuance of common units, net of expenses — 34,820 — — 34,820 Other — 1 — — 1 Balance at September 30, 2018 $ — $ 22,784 $ 3,641 $ 168,763 $ 195,188 |
Distributions Made to Limited Partner, by Distribution [Table Text Block] | During the nine months ended September 30, 2019 , PBFX made distribution payments as follows: Related Earnings Period: Q4 2018 Q1 2019 Q2 2019 Distribution date March 14, 2019 May 30, 2019 August 30, 2019 Record date March 1, 2019 May 15, 2019 August 15, 2019 Per unit $ 0.5050 $ 0.5100 $ 0.5150 To public common unitholders $ 12,825 $ 16,398 $ 16,560 To PBF LLC 15,126 15,276 15,426 Total distribution $ 27,951 $ 31,674 $ 31,986 | |
Distributions Made to Unitholders | The allocation of total quarterly distributions to general and limited partners for the three and nine months ended September 30, 2019 and 2018 is shown in the table below. The Partnership’s distributions are declared subsequent to quarter end (distributions of $0.5200 and $0.5000 per unit declared for the three months ended September 30, 2019 and 2018, respectively, $0.5150 and $0.4950 per unit declared for the three months ended June 30, 2019 and 2018, respectively, and $0.5100 and $0.4900 per unit declared for the three months ended March 31, 2019 and 2018, respectively); therefore, the table represents total estimated distributions applicable to the period in which the distributions are earned: Three Months Ended Nine Months Ended 2019 2018 2019 2018 IDR - PBF LLC (1) $ — $ 3,641 $ — $ 10,011 Limited partners’ distributions: Common 32,709 23,028 97,188 66,792 Total distributions 32,709 26,669 97,188 76,803 Total cash distributions (2) $ 32,298 $ 26,315 $ 95,958 $ 75,728 (1) Subsequent to the closing of the IDR Restructuring, the IDRs were canceled, no distributions were made to PBF LLC with respect to the IDRs and the newly issued PBFX common units are entitled to normal distributions. (2) Excludes phantom unit distributions, which are accrued and paid upon vesting. |
NET INCOME PER UNIT (Tables)
NET INCOME PER UNIT (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Summary of calculation of net income per unit | The following tables show the calculation of net income per limited partner unit: Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Net income attributable to the partners: Distributions declared $ 32,709 $ 97,188 Earnings less distributions (1,715 ) (26,671 ) Net income attributable to the partners $ 30,994 $ 70,517 Weighted-average units outstanding - basic 62,361,974 57,314,382 Weighted-average units outstanding - diluted 62,460,669 57,385,166 Net income per limited partner unit - basic $ 0.50 $ 1.23 Net income per limited partner unit - diluted 0.50 1.23 Three Months Ended September 30, 2018 Limited Partner Common Units IDRs - PBF LLC Total Net income attributable to the partners: Distributions declared $ 23,028 $ 3,641 $ 26,669 Earnings less distributions (4,304 ) — (4,304 ) Net income attributable to the partners $ 18,724 $ 3,641 $ 22,365 Weighted-average units outstanding - basic 44,518,365 Weighted-average units outstanding - diluted 44,612,552 Net income per limited partner unit - basic $ 0.42 Net income per limited partner unit - diluted 0.42 Nine Months Ended September 30, 2018 Limited Partner Common Units IDRs - PBF LLC Total Net income attributable to the partners: Distributions declared $ 66,792 $ 10,011 $ 76,803 Earnings less distributions (13,111 ) — (13,111 ) Net income attributable to the partners $ 53,681 $ 10,011 $ 63,692 Weighted-average units outstanding - basic 42,965,502 Weighted-average units outstanding - diluted 43,015,817 Net income per limited partner unit - basic $ 1.25 Net income per limited partner unit - diluted 1.25 |
RELATED PARTY TRANSACTIONS - SU
RELATED PARTY TRANSACTIONS - SUMMARY OF TRANSACTIONS (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Related Party Transactions [Abstract] | |
Schedule of related party transactions | A summary of revenue and expense transactions with the Partnership’s affiliates, including expenses directly charged and allocated to the Partnership, is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Revenue $ 78,026 $ 66,140 $ 224,014 $ 190,789 Operating and maintenance expenses 2,171 1,979 6,447 5,327 General and administrative expenses 1,863 1,927 5,377 5,364 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting | Three Months Ended September 30, 2019 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 73,269 $ 13,108 $ — $ 86,377 Depreciation and amortization 7,051 2,028 — 9,079 Income (loss) from operations 43,596 5,346 (4,552 ) 44,390 Interest expense, net, amortization of loan fees and debt premium and accretion on discounted liabilities — — 13,396 13,396 Capital expenditures 2,781 5,247 — 8,028 Three Months Ended September 30, 2018 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 64,011 $ 6,545 $ — $ 70,556 Depreciation and amortization 6,524 927 — 7,451 Income (loss) from operations 38,599 3,703 (4,725 ) 37,577 Interest expense, net and amortization of loan fees and debt premium — — 10,567 10,567 Capital expenditures 20,199 757 — 20,956 Nine Months Ended September 30, 2019 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 208,884 $ 39,088 $ — $ 247,972 Depreciation and amortization 20,831 5,823 — 26,654 Income (loss) from operations 120,676 13,817 (18,142 ) 116,351 Interest expense, net, amortization of loan fees and debt premium and accretion on discounted liabilities — — 37,953 37,953 Capital expenditures 15,014 8,166 — 23,180 Nine Months Ended September 30, 2018 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 182,815 $ 20,580 $ — $ 203,395 Depreciation and amortization 18,408 2,777 — 21,185 Income (loss) from operations 109,059 11,744 (15,504 ) 105,299 Interest expense, net and amortization of loan fees and debt premium — — 30,940 30,940 Capital expenditures, including the Knoxville Terminals Purchase 85,782 845 — 86,627 Balance at September 30, 2019 Transportation and Terminaling Storage Corporate Consolidated Total Total assets $ 735,489 $ 225,921 $ 48,918 $ 1,010,328 Balance at December 31, 2018 Transportation and Terminaling Storage Corporate Consolidated Total Total assets $ 731,505 $ 219,326 $ 5,522 $ 956,353 |
CONDENSED CONSOLIDATING FINAN_2
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS [Abstract] | |
Condensed Balance Sheet | September 30, 2019 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total ASSETS Current assets: Cash and cash equivalents $ 46,803 $ 5,775 $ — $ — $ 52,578 Accounts receivable - affiliates 194 66,209 — — 66,403 Accounts receivable 365 4,777 — — 5,142 Prepaids and other current assets 1,556 3,286 — — 4,842 Due from related parties 190,789 712,286 — (903,075 ) — Total current assets 239,707 792,333 — (903,075 ) 128,965 Property, plant and equipment, net — 856,203 — — 856,203 Goodwill — 6,332 — — 6,332 Other non-current assets — 18,828 — — 18,828 Investment in subsidiaries 1,432,244 — — (1,432,244 ) — Total assets $ 1,671,951 $ 1,673,696 $ — $ (2,335,319 ) $ 1,010,328 LIABILITIES AND EQUITY Current liabilities: Accounts payable - affiliates $ 1,708 $ 6,528 $ — $ — $ 8,236 Accounts payable 116 6,438 — — 6,554 Accrued liabilities 49,043 8,732 — — 57,775 Deferred revenue — 3,041 — — 3,041 Due to related parties 712,286 190,789 — (903,075 ) — Total current liabilities 763,153 215,528 — (903,075 ) 75,606 Long-term debt 801,663 — — — 801,663 Other long-term liabilities — 25,924 — — 25,924 Total liabilities 1,564,816 241,452 — (903,075 ) 903,193 Commitments and contingencies (Note 9) Equity: Net investment — 1,432,244 — (1,432,244 ) — Common unitholders 107,135 — — — 107,135 Total equity 107,135 1,432,244 — (1,432,244 ) 107,135 Total liabilities and equity $ 1,671,951 $ 1,673,696 $ — $ (2,335,319 ) $ 1,010,328 13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS CONDENSED CONSOLIDATING BALANCE SHEET December 31, 2018 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total ASSETS Current assets: Cash and cash equivalents $ 4,010 $ 15,898 $ — $ — $ 19,908 Accounts receivable - affiliates 9 37,043 — — 37,052 Accounts receivable 365 7,146 — — 7,511 Prepaids and other current assets 1,137 3,461 — — 4,598 Due from related parties 161,613 561,605 — (723,218 ) — Total current assets 167,134 625,153 — (723,218 ) 69,069 Property, plant and equipment, net — 862,117 — — 862,117 Goodwill — 6,332 — — 6,332 Other non-current assets — 18,835 — — 18,835 Investment in subsidiaries 1,133,775 — — (1,133,775 ) — Total assets $ 1,300,909 $ 1,512,437 $ — $ (1,856,993 ) $ 956,353 LIABILITIES AND EQUITY Current liabilities: Accounts payable - affiliates $ 1,239 $ 10,808 $ — $ — $ 12,047 Accounts payable 1,176 3,484 — — 4,660 Accrued liabilities 39,847 6,465 — — 46,312 Deferred revenue — 2,960 — — 2,960 Due to related parties 561,605 161,613 — (723,218 ) — Total current liabilities 603,867 185,330 — (723,218 ) 65,979 Long-term debt 673,324 — — — 673,324 Other long-term liabilities — 23,860 — — 23,860 Total liabilities 1,277,191 209,190 — (723,218 ) 763,163 Commitments and contingencies (Note 9) Equity: Net investment — 1,133,775 — (1,133,775 ) — Common unitholders 23,718 — — — 23,718 Total PBF Logistics LP equity 23,718 1,133,775 — (1,133,775 ) 23,718 Noncontrolling interest — 169,472 — — 169,472 Total equity 23,718 1,303,247 — (1,133,775 ) 193,190 Total liabilities and equity $ 1,300,909 $ 1,512,437 $ — $ (1,856,993 ) $ 956,353 |
Condensed Statement of Operations | Three Months Ended September 30, 2019 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Revenue: Affiliate $ — $ 78,026 $ — $ — $ 78,026 Third-party — 8,351 — — 8,351 Total revenue — 86,377 — — 86,377 Costs and expenses: Operating and maintenance expenses — 28,356 — — 28,356 General and administrative expenses 4,552 — — — 4,552 Depreciation and amortization — 9,079 — — 9,079 Total costs and expenses 4,552 37,435 — — 41,987 Income (loss) from operations (4,552 ) 48,942 — — 44,390 Other income (expense): Equity in earnings of subsidiaries 48,499 — — (48,499 ) — Interest expense, net (12,230 ) — — — (12,230 ) Amortization of loan fees and debt premium (444 ) — — — (444 ) Accretion on discounted liabilities (279 ) (443 ) — — (722 ) Net income 30,994 48,499 — (48,499 ) 30,994 Less: Net income attributable to noncontrolling interest — — — — — Net income attributable to PBF Logistics LP unitholders $ 30,994 $ 48,499 $ — $ (48,499 ) $ 30,994 13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS Three Months Ended September 30, 2018 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Revenue: Affiliate $ — $ 66,140 $ — $ — $ 66,140 Third-party — 4,416 — — 4,416 Total revenue — 70,556 — — 70,556 Costs and expenses: Operating and maintenance expenses — 20,803 — — 20,803 General and administrative expenses 4,725 — — — 4,725 Depreciation and amortization — 7,451 — — 7,451 Total costs and expenses 4,725 28,254 — — 32,979 Income (loss) from operations (4,725 ) 42,302 — — 37,577 Other income (expense): Equity in earnings of subsidiaries 42,302 — — (42,302 ) — Interest expense, net (10,070 ) — — — (10,070 ) Amortization of loan fees and debt premium (497 ) — — — (497 ) Net income 27,010 42,302 — (42,302 ) 27,010 Less: Net loss attributable to Predecessor — (80 ) — — (80 ) Less: Net income attributable to noncontrolling interest — 4,725 — — 4,725 Net income attributable to the partners 27,010 37,657 — (42,302 ) 22,365 Less: Net income attributable to the IDR holder 3,641 — — — 3,641 Net income attributable to PBF Logistics LP unitholders $ 23,369 $ 37,657 $ — $ (42,302 ) $ 18,724 13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS Nine Months Ended September 30, 2019 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Revenue: Affiliate $ — $ 224,014 $ — $ — $ 224,014 Third-party — 23,958 — — 23,958 Total revenue — 247,972 — — 247,972 Costs and expenses: Operating and maintenance expenses — 86,825 — — 86,825 General and administrative expenses 18,142 — — — 18,142 Depreciation and amortization — 26,654 — — 26,654 Total costs and expenses 18,142 113,479 — — 131,621 Income (loss) from operations (18,142 ) 134,493 — — 116,351 Other income (expense): Equity in earnings of subsidiaries 133,067 — — (133,067 ) — Interest expense, net (34,359 ) — — — (34,359 ) Amortization of loan fees and debt premium (1,339 ) — — — (1,339 ) Accretion on discounted liabilities (829 ) (1,426 ) — — (2,255 ) Net income 78,398 133,067 — (133,067 ) 78,398 Less: Net income attributable to noncontrolling interest — 7,881 — — 7,881 Net income attributable to PBF Logistics LP unitholders $ 78,398 $ 125,186 $ — $ (133,067 ) $ 70,517 13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS Nine Months Ended September 30, 2018 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Revenue: Affiliate $ — $ 190,789 $ — $ — $ 190,789 Third-party — 12,606 — — 12,606 Total revenue — 203,395 — — 203,395 Costs and expenses: Operating and maintenance expenses — 61,407 — — 61,407 General and administrative expenses 15,504 — — — 15,504 Depreciation and amortization — 21,185 — — 21,185 Total costs and expenses 15,504 82,592 — — 98,096 Income (loss) from operations (15,504 ) 120,803 — — 105,299 Other income (expense): Equity in earnings of subsidiaries 120,803 — — (120,803 ) — Interest expense, net (29,684 ) — — — (29,684 ) Amortization of loan fees and debt premium (1,256 ) — — — (1,256 ) Net income 74,359 120,803 — (120,803 ) 74,359 Less: Net loss attributable to Predecessor — (2,443 ) — — (2,443 ) Less: Net income attributable to noncontrolling interest — 13,110 — — 13,110 Net income attributable to the partners 74,359 110,136 — (120,803 ) 63,692 Less: Net income attributable to the IDR holder 10,011 — — — 10,011 Net income attributable to PBF Logistics LP unitholders $ 64,348 $ 110,136 $ — $ (120,803 ) $ 53,681 |
Condensed Cash Flow Statement | 13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Nine Months Ended September 30, 2019 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Cash flows from operating activities: Net income $ 78,398 $ 133,067 $ — $ (133,067 ) $ 78,398 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization — 26,654 — — 26,654 Amortization of loan fees and debt premium 1,339 — — — 1,339 Accretion on discounted liabilities 829 1,426 — — 2,255 Unit-based compensation expense 5,622 — — — 5,622 Equity in earnings of subsidiaries (133,067 ) — — 133,067 — Changes in operating assets and liabilities: Accounts receivable - affiliates (185 ) (29,166 ) — — (29,351 ) Accounts receivable — 2,369 — — 2,369 Prepaids and other current assets (419 ) (1,067 ) — — (1,486 ) Accounts payable - affiliates 469 (332 ) — — 137 Accounts payable (1,060 ) 2,954 — — 1,894 Accrued liabilities 7,202 2,470 — — 9,672 Amounts due to (from) related parties 121,505 (121,505 ) — — — Deferred revenue — 81 — — 81 Other assets and liabilities (1,784 ) (157 ) — — (1,941 ) Net cash provided by operating activities 78,849 16,794 — — 95,643 Cash flows from investing activities: Expenditures for property, plant and equipment — (23,180 ) — — (23,180 ) Investment in subsidiaries (3,928 ) — — 3,928 — Net cash used in investing activities $ (3,928 ) $ (23,180 ) $ — $ 3,928 $ (23,180 ) 13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (continued) Nine Months Ended September 30, 2019 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Cash flows from financing activities: Net proceeds from issuance of common units $ 132,483 $ — $ — $ — $ 132,483 Acquisition of TVPC noncontrolling interest (200,000 ) — — — (200,000 ) Distributions to unitholders (91,611 ) — — — (91,611 ) Distributions to TVPC members — (8,500 ) — — (8,500 ) Contribution from parent — 3,928 — (3,928 ) — Proceeds from revolving credit facility 228,000 — — — 228,000 Repayment of revolving credit facility (101,000 ) — — — (101,000 ) Deferred financing costs and other — 835 — — 835 Net cash used in financing activities (32,128 ) (3,737 ) — (3,928 ) (39,793 ) Net change in cash and cash equivalents 42,793 (10,123 ) — — 32,670 Cash and cash equivalents at beginning of year 4,010 15,898 — — 19,908 Cash and cash equivalents at end of period $ 46,803 $ 5,775 $ — $ — $ 52,578 13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Nine Months Ended September 30, 2018 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Cash flows from operating activities: Net income $ 74,359 $ 120,803 $ — $ (120,803 ) $ 74,359 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization — 21,185 — — 21,185 Amortization of loan fees and debt premium 1,256 — — — 1,256 Unit-based compensation expense 4,549 — — — 4,549 Equity in earnings of subsidiaries (120,803 ) — — 120,803 — Changes in operating assets and liabilities: Accounts receivable - affiliates — 7,363 — — 7,363 Accounts receivable — (1,587 ) — — (1,587 ) Prepaids and other current assets (1,528 ) (175 ) — — (1,703 ) Accounts payable - affiliates (1,268 ) 10,575 — — 9,307 Accounts payable (137 ) (3,750 ) — — (3,887 ) Accrued liabilities 9,245 (734 ) — — 8,511 Amounts due to (from) related parties 54,391 (54,391 ) — — — Deferred revenue — (255 ) — — (255 ) Other assets and liabilities (1,049 ) (467 ) — — (1,516 ) Net cash provided by operating activities 19,015 98,567 — — 117,582 Cash flows from investing activities: Knoxville Terminals Purchase — (58,000 ) — — (58,000 ) Expenditures for property, plant and equipment — (28,627 ) — — (28,627 ) Investment in subsidiaries (7,707 ) — — 7,707 — Net cash used in investing activities $ (7,707 ) $ (86,627 ) $ — $ 7,707 $ (86,627 ) 13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF LOGISTICS CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (continued) Nine Months Ended September 30, 2018 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Cash flows from financing activities: Net proceeds from issuance of common units $ 34,820 $ — $ — $ — $ 34,820 Distributions to unitholders (72,471 ) — — — (72,471 ) Distributions to TVPC members — (16,250 ) — — (16,250 ) Contribution from parent — 11,908 — (7,707 ) 4,201 Proceeds from revolving credit facility 64,000 — — — 64,000 Repayment of revolving credit facility (43,700 ) — — — (43,700 ) Deferred financing costs and other (3,197 ) — — — (3,197 ) Net cash used in financing activities (20,548 ) (4,342 ) — (7,707 ) (32,597 ) Net change in cash and cash equivalents (9,240 ) 7,598 — — (1,642 ) Cash and cash equivalents at beginning of year 10,909 8,755 — — 19,664 Cash and cash equivalents at end of period $ 1,669 $ 16,353 $ — $ — $ 18,022 |
DESCRIPTION OF THE BUSINESS A_3
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Details) - USD ($) $ in Thousands | May 31, 2019 | Sep. 30, 2019 | Sep. 30, 2019 | Feb. 28, 2019 | Jan. 01, 2019 |
Limited Partners' Capital Account [Line Items] | |||||
Operating Lease, Right-of-Use Asset | $ 1,000 | ||||
Operating Lease, Liability | $ 1,000 | ||||
PBF Energy [Member] | PBF LLC [Member] | |||||
Limited Partners' Capital Account [Line Items] | |||||
Percentage of total economic interest | 99.00% | 99.00% | |||
Limited Partner, Affiliate [Member] | PBF LLC [Member] | |||||
Limited Partners' Capital Account [Line Items] | |||||
Limited partner interest percentage | 48.20% | 48.20% | |||
Limited Partner, Public [Member] | |||||
Limited Partners' Capital Account [Line Items] | |||||
Limited partner interest percentage | 51.80% | 51.80% | |||
Common Units [Member] | Limited Partner, Affiliate [Member] | PBF LLC [Member] | |||||
Limited Partners' Capital Account [Line Items] | |||||
Units owned | 29,953,631 | 29,953,631 | |||
Common Units [Member] | IDR Restructuring [Member] | |||||
Limited Partners' Capital Account [Line Items] | |||||
Shares, Issued | 10,000,000 | ||||
Torrance Valley Pipeline Company LLC [Member] | |||||
Limited Partners' Capital Account [Line Items] | |||||
Business Combination, Consideration Transferred | $ 200,000 | ||||
Wholly Owned Subsidiary, Percentage of Ownership | 100.00% | ||||
IDR Restructuring [Member] | |||||
Limited Partners' Capital Account [Line Items] | |||||
IDR Restructuring Costs | $ 2,104 |
REVENUE (Details)
REVENUE (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)segment | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($) | ||
Number of Operating Segments | segment | 2 | |||||
Total revenue | $ 86,377 | $ 70,556 | $ 247,972 | $ 203,395 | ||
Contract Receivable, Due in Next Twelve Months | 29,611 | 29,611 | ||||
Contract Receivable, Due in Year Two | 114,252 | 114,252 | ||||
Contract Receivable, Due in Year Three | 113,355 | 113,355 | ||||
Contract Receivable, Due in Year Four | 91,476 | 91,476 | ||||
Contract Receivable, Due in Year Five | 87,199 | 87,199 | ||||
Contract Receivable, Due after Year Five | 170,794 | 170,794 | ||||
Contract Receivable | [1],[2] | $ 606,687 | $ 606,687 | |||
Lease term (up to) | 15 years | 15 years | ||||
Percentage of Total Undiscounted Future Rental Income from Leased Assets Represented by Affiliated Leases | 87.00% | 87.00% | ||||
Operating Leases, Income Statement, Lease Revenue | $ 44,379 | 31,514 | $ 127,861 | 91,439 | ||
Lessor, Operating Lease, Payments to be Received, Remainder of Fiscal Year | 40,773 | 40,773 | ||||
Lessor, Operating Lease, Payments to be Received, Two Years | 179,016 | 179,016 | ||||
Lessor, Operating Lease, Payments to be Received, Three Years | 177,715 | 177,715 | ||||
Lessor, Operating Lease, Payments to be Received, Four Years | 162,708 | 162,708 | ||||
Lessor, Operating Lease, Payments to be Received, Five Years | 137,406 | 137,406 | ||||
Lessor, Operating Lease, Payments to be Received, Thereafter | 371,578 | 371,578 | ||||
Lessor, Operating Lease, Payments to be Received | 1,069,196 | 1,069,196 | ||||
Gross PP&E Assets Under Lease | 967,324 | 967,324 | $ 947,248 | |||
Accumulated Depreciation, Assets Under Lease | (111,121) | (111,121) | (85,131) | |||
Net PP&E Assets Under Lease | 856,203 | 856,203 | 862,117 | |||
Deferred revenue | 3,041 | 3,041 | 2,960 | |||
Transportation And Terminaling Segment [Member] | ||||||
Total revenue | 73,269 | 64,011 | 208,884 | 182,815 | ||
Storage Segment [Member] | ||||||
Total revenue | 13,108 | 6,545 | 39,088 | 20,580 | ||
Terminaling Service [Member] | Transportation And Terminaling Segment [Member] | ||||||
Total revenue | 39,399 | 31,387 | 105,904 | 87,848 | ||
Pipeline Service [Member] | Transportation And Terminaling Segment [Member] | ||||||
Total revenue | 21,089 | 19,886 | 60,042 | 57,592 | ||
Other Services [Member] | Transportation And Terminaling Segment [Member] | ||||||
Total revenue | 12,781 | 12,738 | 42,938 | 37,375 | ||
Storage Service [Member] | Storage Segment [Member] | ||||||
Total revenue | 13,108 | 6,545 | 39,088 | 20,580 | ||
Property Subject to Operating Lease [Member] | ||||||
Gross PP&E Assets Under Lease | 664,558 | 664,558 | ||||
Accumulated Depreciation, Assets Under Lease | (69,035) | (69,035) | ||||
Net PP&E Assets Under Lease | 595,523 | 595,523 | ||||
Land [Member] | ||||||
Gross PP&E Assets Under Lease | 115,957 | 115,957 | 115,957 | |||
Land [Member] | Property Subject to Operating Lease [Member] | ||||||
Gross PP&E Assets Under Lease | 98,337 | 98,337 | ||||
Pipelines [Member] | ||||||
Gross PP&E Assets Under Lease | 339,323 | 339,323 | 337,474 | |||
Pipelines [Member] | Property Subject to Operating Lease [Member] | ||||||
Gross PP&E Assets Under Lease | 315,249 | 315,249 | ||||
Terminals and equipment [Member] | ||||||
Gross PP&E Assets Under Lease | 282,658 | 282,658 | 259,441 | |||
Terminals and equipment [Member] | Property Subject to Operating Lease [Member] | ||||||
Gross PP&E Assets Under Lease | 50,828 | 50,828 | ||||
Storage facilities [Member] | ||||||
Gross PP&E Assets Under Lease | 217,989 | 217,989 | $ 213,937 | |||
Storage facilities [Member] | Property Subject to Operating Lease [Member] | ||||||
Gross PP&E Assets Under Lease | 200,144 | 200,144 | ||||
Lease with Affiliate [Member] | ||||||
Operating Leases, Income Statement, Lease Revenue | $ 39,615 | 30,088 | $ 114,395 | 86,915 | ||
Lease with Affiliate [Member] | Minimum [Member] | ||||||
Lessee, Operating Lease, Term of Contract | 1 year | 1 year | ||||
Lease with Affiliate [Member] | Maximum [Member] | ||||||
Lessee, Operating Lease, Term of Contract | 15 years | 15 years | ||||
Third Party Lease [Member] | ||||||
Operating Leases, Income Statement, Lease Revenue | $ 4,764 | $ 1,426 | $ 13,466 | $ 4,524 | ||
[1] | (1) All fixed consideration from contracts with customers is included in the amounts presented above. Variable consideration that is constrained or not required to be estimated as it reflects our efforts to perform is excluded. | |||||
[2] | (2) Arrangements deemed leases are excluded from this table. |
ACQUISITIONS (Details)
ACQUISITIONS (Details) $ in Thousands | Oct. 01, 2019USD ($) | May 31, 2019USD ($) | Apr. 29, 2019USD ($)shares | Oct. 01, 2018USD ($) | Jul. 31, 2018USD ($)shares | Apr. 16, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($) | May 30, 2019 | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($) |
Business Acquisition [Line Items] | |||||||||||||
Stock Issued During Period, Value, New Issues | $ 135,000 | ||||||||||||
Acquisition related costs | $ 234 | $ 832 | $ 1,285 | $ 1,984 | |||||||||
Stock Issued During Period, Shares, New Issues | shares | 6,585,500 | ||||||||||||
Knoxville Terminals Purchase [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business Combination, Consideration Transferred | $ 58,356 | ||||||||||||
Payments to Acquire Property, Plant, and Equipment | $ 58,000 | ||||||||||||
Number Of Refined Product Terminals Acquired | 2 | ||||||||||||
East Coast Storage Assets Acquisition [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business Combination, Consideration Transferred | $ 126,989 | ||||||||||||
Payments to Acquire Property, Plant, and Equipment | 75,000 | ||||||||||||
Other Payments to Acquire Businesses | $ 30,900 | ||||||||||||
Term of Agreement | 3 years | ||||||||||||
Business Combination, Contingent Consideration, Liability | $ 21,100 | $ 23,832 | $ 23,832 | 23,832 | $ 21,100 | ||||||||
Torrance Valley Pipeline Company LLC [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business Combination, Consideration Transferred | $ 200,000 | ||||||||||||
Wholly Owned Subsidiary, Percentage of Ownership | 100.00% | ||||||||||||
Subsequent Event [Member] | East Coast Storage Assets Acquisition [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Other Payments to Acquire Businesses | $ 32,000 | ||||||||||||
Development Assets Acquisition [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Stock Issued During Period, Value, New Issues | $ 31,586 | $ 0 | $ 31,586 | ||||||||||
Stock Issued During Period, Shares, New Issues | shares | 1,494,134 | ||||||||||||
TVP Holding [Member] | Torrance Valley Pipeline Company LLC [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Wholly Owned Subsidiary, Percentage of Ownership | 50.00% |
ACQUISITIONS - Consideration (D
ACQUISITIONS - Consideration (Details) - USD ($) $ in Thousands | Oct. 01, 2019 | Apr. 29, 2019 | Oct. 01, 2018 | Jul. 31, 2018 | Apr. 16, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Business Acquisition [Line Items] | ||||||||
Stock Issued During Period, Value, New Issues | $ 135,000 | |||||||
Shares, Issued | 6,585,500 | |||||||
East Coast Storage Assets Acquisition [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Consideration Transferred, Initial Estimate | [1] | $ 105,900 | ||||||
Payments to Acquire Property, Plant, and Equipment | 75,000 | |||||||
Business Combination, Consideration Transferred | 126,989 | |||||||
Business Combination, Consideration Transferred, Working Capital Adjustments | (11) | |||||||
Payment for Contingent Consideration Liability, Investing Activities | [2] | 21,100 | ||||||
Other Payments to Acquire Businesses | $ 30,900 | |||||||
Knoxville Terminals Purchase [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Payments to Acquire Businesses, Gross | $ 58,000 | $ 0 | $ 58,000 | |||||
Payments to Acquire Property, Plant, and Equipment | 58,000 | |||||||
Business Combination, Estimated Inventory And Working Capital Acquire | 356 | |||||||
Business Combination, Consideration Transferred | $ 58,356 | |||||||
Development Assets Acquisition [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Stock Issued During Period, Value, New Issues | $ 31,586 | $ 0 | $ 31,586 | |||||
Shares, Issued | 1,494,134 | |||||||
Subsequent Event [Member] | East Coast Storage Assets Acquisition [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Other Payments to Acquire Businesses | $ 32,000 | |||||||
[1] | * Includes $30,900 net present value payable of $32,000 due to Crown Point one year after closing, which is included in “Accrued liabilities” within the Partnership’s condensed consolidated balance sheets | |||||||
[2] | ** The Contingent Consideration is included in “Other long-term liabilities” within the Partnership’s condensed consolidated balance sheets. |
ACQUISITIONS - Assets Acquired
ACQUISITIONS - Assets Acquired And Liabilities Assumed (Details) - USD ($) $ in Thousands | Oct. 01, 2018 | Apr. 16, 2018 | Sep. 30, 2019 | Dec. 31, 2018 | |
Business Acquisition [Line Items] | |||||
Goodwill | $ 6,332 | $ 6,332 | |||
East Coast Storage Assets Acquisition [Member] | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables | $ 436 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets | 555 | ||||
Payments to Acquire Property, Plant, and Equipment | 75,000 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 115,621 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 126,989 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | [1] | 13,300 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable | (902) | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accrued Liabilities | 1,271 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | $ (750) | ||||
Knoxville Terminals Purchase [Member] | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets | $ 356 | ||||
Payments to Acquire Property, Plant, and Equipment | 58,000 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 45,768 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | [1] | 5,900 | |||
Goodwill | 6,332 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | $ 58,356 | ||||
[1] | * Intangibles are included in “Other non-current assets” within the Partnership’s condensed consolidated balance sheets. |
ACQUISITIONS - Pro Forma (Detai
ACQUISITIONS - Pro Forma (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2018USD ($) | |
East Coast Storage Assets Acquisition [Member] | |
Business Acquisition [Line Items] | |
Business Acquisition, Pro Forma Revenue | $ 220,818 |
Pro forma net income available per limited partner units: | |
Business Acquisition, Pro Forma Net Income (Loss) | 46,078 |
Knoxville Terminals Purchase [Member] | |
Business Acquisition [Line Items] | |
Business Acquisition, Pro Forma Revenue | 206,925 |
Pro forma net income available per limited partner units: | |
Business Acquisition, Pro Forma Net Income (Loss) | $ 54,093 |
PROPERTY, PLANT AND EQUIPMENT_3
PROPERTY, PLANT AND EQUIPMENT, NET (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 967,324 | $ 947,248 | |
Accumulated depreciation | (111,121) | (85,131) | |
Property, plant and equipment, net | 856,203 | 862,117 | |
Depreciation | (26,278) | $ (20,915) | |
Land [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 115,957 | 115,957 | |
Pipelines [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 339,323 | 337,474 | |
Terminals and equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 282,658 | 259,441 | |
Storage facilities [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 217,989 | 213,937 | |
Construction in progress [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 11,397 | $ 20,439 |
GOODWILL AND INTANGIBLES (Detai
GOODWILL AND INTANGIBLES (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Goodwill [Line Items] | |||
Goodwill | $ 6,332 | $ 6,332 | |
Intangible Assets, Gross (Excluding Goodwill) | 19,200 | 19,200 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (771) | (395) | |
Intangible Assets, Net (Excluding Goodwill) | 18,429 | 18,805 | |
Amortization of Intangible Assets | 376 | $ 270 | |
Customer Contracts [Member] | |||
Goodwill [Line Items] | |||
Intangible Assets, Gross (Excluding Goodwill) | 13,300 | 13,300 | |
Customer Relationships [Member] | |||
Goodwill [Line Items] | |||
Intangible Assets, Gross (Excluding Goodwill) | $ 5,900 | $ 5,900 |
DEBT - Outstanding amounts (Det
DEBT - Outstanding amounts (Details) - USD ($) | 9 Months Ended | ||||
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Jul. 30, 2018 | ||
Debt Instrument [Line Items] | |||||
Total debt outstanding | $ 808,000,000 | $ 681,000,000 | |||
Unamortized debt issuance costs | 8,717,000 | 10,496,000 | |||
Unamortized 2023 Notes premium | 2,380,000 | 2,820,000 | |||
Net carrying value of debt | 801,663,000 | 673,324,000 | |||
Proceeds from Lines of Credit | $ 228,000,000 | $ 64,000,000 | |||
Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 6.875% | ||||
Total debt outstanding | $ 525,000,000 | 525,000,000 | |||
Revolving Credit Facility [Member] | Line of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Total debt outstanding | 283,000,000 | [1],[2] | $ 156,000,000 | ||
Line of credit, outstanding | 4,768,000 | ||||
Remaining borrowing capacity | 212,232,000 | ||||
Maximum borrowing capacity | $ 500,000,000 | ||||
Torrance Valley Pipeline Company LLC [Member] | |||||
Debt Instrument [Line Items] | |||||
Proceeds from Lines of Credit | $ 127,000,000 | ||||
[1] | During the nine months ended September 30, 2019, PBFX incurred net borrowings of $127,000 under the Revolving Credit Facility to fund the TVPC Acquisition, the remaining East Coast Storage Assets Acquisition payment, other capital expenditures and working capital requirements. | ||||
[2] | PBFX had $4,768 outstanding letters of credit and $212,232 available under its $500,000 amended and restated revolving credit facility with Wells Fargo Bank, National Association, as administrative agent, and a syndicate of lenders (as amended, the “Revolving Credit Facility”) as of September 30, 2019. |
DEBT (Details)
DEBT (Details) - USD ($) | 9 Months Ended | ||||
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Jul. 30, 2018 | ||
Debt Instrument [Line Items] | |||||
Proceeds from revolving credit facility | $ 228,000,000 | $ 64,000,000 | |||
Debt Instrument, Fair Value Disclosure | 826,136,000 | $ 671,336,000 | |||
Total debt outstanding | $ 808,000,000 | 681,000,000 | |||
Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 6.875% | ||||
Total debt outstanding | $ 525,000,000 | 525,000,000 | |||
Senior Secured Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Fair Value Disclosure | 543,136,000 | 515,336,000 | |||
Senior Secured Revolving Credit Facility [Member] | Line of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 500,000,000 | ||||
Line of credit, outstanding | 4,768,000 | ||||
Line of Credit Facility, Remaining Borrowing Capacity | 212,232,000 | ||||
Total debt outstanding | $ 283,000,000 | [1],[2] | $ 156,000,000 | ||
[1] | During the nine months ended September 30, 2019, PBFX incurred net borrowings of $127,000 under the Revolving Credit Facility to fund the TVPC Acquisition, the remaining East Coast Storage Assets Acquisition payment, other capital expenditures and working capital requirements. | ||||
[2] | PBFX had $4,768 outstanding letters of credit and $212,232 available under its $500,000 amended and restated revolving credit facility with Wells Fargo Bank, National Association, as administrative agent, and a syndicate of lenders (as amended, the “Revolving Credit Facility”) as of September 30, 2019. |
EQUITY (Details)
EQUITY (Details) - USD ($) $ / shares in Units, $ in Thousands | Aug. 15, 2019 | May 15, 2019 | Apr. 29, 2019 | Mar. 01, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | May 30, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Feb. 28, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Capital Unit [Line Items] | |||||||||||||||||
Cash Distribution Declared Per Unit | $ 0.5200 | $ 0.5150 | $ 0.5100 | $ 0.5000 | $ 0.4950 | $ 0.4900 | |||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||||
Beginning balance | $ 106,994 | $ 181,676 | $ 193,190 | $ 163,239 | $ 165,338 | $ 167,760 | $ 193,190 | $ 193,190 | $ 167,760 | ||||||||
Net loss attributable to PNGPC | 0 | (80) | (1,084) | (1,279) | 0 | (2,443) | |||||||||||
Sponsor Contributions | 262 | 3,062 | 1,131 | ||||||||||||||
Allocation Of Net Sponsor Investment To Unitholders | 0 | ||||||||||||||||
Quarterly distributions to unitholders ($0.5050 per unit) | (32,384) | (32,079) | (28,313) | (26,196) | (23,897) | (23,354) | |||||||||||
Distributions declared | (32,709) | (26,669) | (97,188) | (76,803) | |||||||||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 30,994 | 25,328 | 22,076 | 27,090 | 24,455 | 25,257 | |||||||||||
Noncontrolling Interest, Decrease from Redemptions or Purchase of Interests | (200,000) | ||||||||||||||||
Unit-based compensation expense | 1,271 | 3,387 | 964 | 1,052 | 2,663 | 834 | |||||||||||
Proceeds from issuance of common units | 132,483 | 34,820 | 132,483 | 34,820 | |||||||||||||
Other | 260 | (1,801) | 259 | 1 | (1,048) | (11) | |||||||||||
Ending balance | $ 107,135 | 106,994 | 181,676 | 195,188 | 163,239 | 165,338 | $ 107,135 | $ 107,135 | 195,188 | ||||||||
Cash distribution | $ 31,986 | $ 31,674 | $ 27,951 | ||||||||||||||
Cash distribution (in dollars per share) | $ 515 | $ 0.5100 | $ 0.5050 | ||||||||||||||
Shares, Issued | 6,585,500 | ||||||||||||||||
Units issued in connection with the IDR Restructuring | $ 135,000 | ||||||||||||||||
TVPC [Member] | |||||||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||||
Distributions declared | $ (2,000) | (6,500) | (5,000) | (6,250) | (5,000) | ||||||||||||
Torrance Valley Pipeline Company LLC [Member] | |||||||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||||
Wholly Owned Subsidiary, Percentage of Ownership | 100.00% | ||||||||||||||||
General Partner [Member] | |||||||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||||
Beginning balance | 12,495 | 10,517 | 10,665 | 10,665 | |||||||||||||
Net loss attributable to PNGPC | (80) | (1,084) | (1,279) | ||||||||||||||
Sponsor Contributions | 262 | 3,062 | 1,131 | ||||||||||||||
Allocation Of Net Sponsor Investment To Unitholders | (12,677) | ||||||||||||||||
Quarterly distributions to unitholders ($0.5050 per unit) | 0 | 0 | 0 | ||||||||||||||
Distributions declared | 0 | 0 | 0 | ||||||||||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 0 | 0 | 0 | ||||||||||||||
Unit-based compensation expense | 0 | 0 | 0 | ||||||||||||||
Proceeds from issuance of common units | 0 | ||||||||||||||||
Other | 0 | 0 | 0 | ||||||||||||||
Ending balance | $ 0 | $ 12,495 | 10,517 | $ 0 | |||||||||||||
Limited Partner, Public [Member] | |||||||||||||||||
Capital Unit [Line Items] | |||||||||||||||||
Limited partner interest percentage | 51.80% | 51.80% | 51.80% | ||||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||||
Cash distribution | $ 16,560 | $ 16,398 | $ 12,825 | ||||||||||||||
Limited Partner, Affiliate [Member] | PBF LLC [Member] | |||||||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||||
Cash distribution | $ 15,426 | $ 15,276 | $ 15,126 | ||||||||||||||
Common Units [Member] | |||||||||||||||||
Capital Unit [Line Items] | |||||||||||||||||
Common units outstanding | 62,110,832 | 62,107,210 | 45,347,196 | 42,073,062 | 62,110,832 | 62,110,832 | 45,347,196 | 45,348,663 | 41,900,708 | ||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||||
Distributions declared | $ (32,709) | $ (23,028) | $ (97,188) | $ (66,792) | |||||||||||||
Common Units [Member] | Public Unit Holders [Member] | |||||||||||||||||
Capital Unit [Line Items] | |||||||||||||||||
Units owned | 32,157,201 | 32,157,201 | 32,157,201 | ||||||||||||||
Common Units [Member] | Limited Partner, Affiliate [Member] | PBF LLC [Member] | |||||||||||||||||
Capital Unit [Line Items] | |||||||||||||||||
Units owned | 29,953,631 | 29,953,631 | 29,953,631 | ||||||||||||||
Common Units [Member] | Limited Partner [Member] | |||||||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||||
Beginning balance | $ 106,994 | $ 13,985 | 23,718 | (21,709) | $ (19,063) | (17,544) | 23,718 | $ 23,718 | (17,544) | ||||||||
Net loss attributable to PNGPC | 0 | 0 | 0 | ||||||||||||||
Sponsor Contributions | 0 | 0 | 0 | ||||||||||||||
Allocation Of Net Sponsor Investment To Unitholders | 12,677 | ||||||||||||||||
Quarterly distributions to unitholders ($0.5050 per unit) | (32,384) | (32,079) | (28,313) | (22,781) | (20,942) | (20,618) | |||||||||||
Distributions declared | 0 | 0 | 0 | 0 | 0 | ||||||||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 30,994 | 22,166 | 17,357 | 18,724 | 16,681 | 18,276 | |||||||||||
Noncontrolling Interest, Decrease from Redemptions or Purchase of Interests | (31,147) | ||||||||||||||||
Unit-based compensation expense | 1,271 | 3,387 | 964 | 1,052 | 2,663 | 834 | |||||||||||
Proceeds from issuance of common units | 132,483 | 34,820 | |||||||||||||||
Other | 260 | (1,801) | 259 | 1 | (1,048) | (11) | |||||||||||
Ending balance | $ 107,135 | 106,994 | 13,985 | $ 22,784 | (21,709) | (19,063) | $ 107,135 | $ 107,135 | $ 22,784 | ||||||||
Shares, Issued | 0 | 3,269,884 | 16,585,500 | 3,269,884 | |||||||||||||
Incentive Distribution Rights [Member] | PBF LLC [Member] | |||||||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||||
Beginning balance | $ 3,415 | 2,959 | 2,736 | $ 2,736 | |||||||||||||
Net loss attributable to PNGPC | 0 | 0 | 0 | ||||||||||||||
Sponsor Contributions | 0 | 0 | 0 | ||||||||||||||
Allocation Of Net Sponsor Investment To Unitholders | 0 | ||||||||||||||||
Quarterly distributions to unitholders ($0.5050 per unit) | (3,415) | (2,955) | (2,736) | ||||||||||||||
Distributions declared | 0 | 0 | 0 | ||||||||||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 3,641 | 3,411 | 2,959 | ||||||||||||||
Unit-based compensation expense | 0 | 0 | 0 | ||||||||||||||
Proceeds from issuance of common units | 0 | ||||||||||||||||
Other | 0 | 0 | 0 | ||||||||||||||
Ending balance | 3,641 | 3,415 | 2,959 | 3,641 | |||||||||||||
Noncontrolling Interest [Member] | PBF LLC [Member] | |||||||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||||
Beginning balance | $ 0 | 167,691 | 169,472 | 169,038 | 170,925 | 171,903 | $ 169,472 | $ 169,472 | 171,903 | ||||||||
Net loss attributable to PNGPC | 0 | 0 | 0 | ||||||||||||||
Sponsor Contributions | 0 | 0 | 0 | ||||||||||||||
Allocation Of Net Sponsor Investment To Unitholders | 0 | ||||||||||||||||
Quarterly distributions to unitholders ($0.5050 per unit) | 0 | 0 | 0 | 0 | 0 | 0 | |||||||||||
Distributions declared | (2,000) | (6,500) | (5,000) | (6,250) | (5,000) | ||||||||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 0 | 3,162 | 4,719 | 4,725 | 4,363 | 4,022 | |||||||||||
Noncontrolling Interest, Decrease from Redemptions or Purchase of Interests | (168,853) | ||||||||||||||||
Unit-based compensation expense | 0 | 0 | 0 | 0 | 0 | 0 | |||||||||||
Proceeds from issuance of common units | 0 | 0 | |||||||||||||||
Other | 0 | 0 | 0 | 0 | 0 | 0 | |||||||||||
Ending balance | $ 0 | $ 0 | $ 167,691 | $ 168,763 | $ 169,038 | $ 170,925 | $ 0 | $ 0 | $ 168,763 | ||||||||
Torrance Valley Pipeline Company LLC [Member] | |||||||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||||
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage | 50.00% | ||||||||||||||||
Noncontrolling Interest in Variable Interest Entity | 50.00% | ||||||||||||||||
PBF LLC [Member] | Limited Partner, Affiliate [Member] | |||||||||||||||||
Capital Unit [Line Items] | |||||||||||||||||
Limited partner interest percentage | 48.20% | 48.20% | 48.20% | ||||||||||||||
Common Units [Member] | IDR Restructuring [Member] | |||||||||||||||||
Capital Unit [Line Items] | |||||||||||||||||
Shares, Issued | 10,000,000 | ||||||||||||||||
Phantom Unit Award [Member] | Common Units [Member] | Limited Partner [Member] | |||||||||||||||||
Capital Unit [Line Items] | |||||||||||||||||
Shares, Issued | 233,993 | ||||||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||||
Shares, Issued | 3,622 | 4,250 | 176,669 | 176,604 |
EQUITY CASH DISTRIBUTIONS (Deta
EQUITY CASH DISTRIBUTIONS (Details) - USD ($) $ / shares in Units, $ in Thousands | Aug. 15, 2019 | May 15, 2019 | Mar. 01, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||
Cash distribution | $ 31,986 | $ 31,674 | $ 27,951 | |||||||||||
Distributions declared | $ 32,709 | $ 26,669 | $ 97,188 | $ 76,803 | ||||||||||
Cash distribution (in dollars per share) | $ 515 | $ 0.5100 | $ 0.5050 | |||||||||||
Cash Distribution Declared Per Unit | $ 0.5200 | $ 0.5150 | $ 0.5100 | $ 0.5000 | $ 0.4950 | $ 0.4900 | ||||||||
Cash Distribution [Member] | ||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||
Distributions declared | [1] | $ 32,298 | $ 26,315 | 95,958 | 75,728 | |||||||||
Incentive Distribution Rights - PBF LLC [Member] | ||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||
Distributions declared | 0 | [2] | 3,641 | 0 | [2] | 10,011 | ||||||||
Common Units [Member] | ||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||
Distributions declared | $ 32,709 | $ 23,028 | $ 97,188 | $ 66,792 | ||||||||||
Limited Partner, Public [Member] | ||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||
Cash distribution | $ 16,560 | $ 16,398 | $ 12,825 | |||||||||||
Limited Partner, Affiliate [Member] | PBF LLC [Member] | ||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||
Cash distribution | $ 15,426 | $ 15,276 | $ 15,126 | |||||||||||
[1] | Excludes phantom unit distributions, which are accrued and paid upon vesting. | |||||||||||||
[2] | (1) Subsequent to the closing of the IDR Restructuring, the IDRs were canceled, no distributions were made to PBF LLC with respect to the IDRs and the newly issued PBFX common units are entitled to normal distributions. |
NET INCOME PER UNIT (Details)
NET INCOME PER UNIT (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Distributions declared | $ 32,709 | $ 26,669 | $ 97,188 | $ 76,803 | ||
Undistributed Earnings, Basic | (4,304) | (13,111) | ||||
Net income attributable to the partners | $ 30,994 | $ 22,365 | $ 70,517 | $ 63,692 | ||
Weighted-average units outstanding - basic (in shares) | 62,361,974 | 44,518,365 | 42,965,502 | |||
Weighted-average units outstanding - diluted (in shares) | 62,460,669 | 44,612,552 | 43,015,817 | |||
Net income per limited partner unit - basic (in dollars per share) | $ 0.50 | $ 0.42 | $ 1.23 | $ 1.25 | ||
Net income per limited partner unit - diluted (in dollars per share) | $ 0.50 | $ 0.42 | $ 1.23 | $ 1.25 | ||
Phantom Unit Award [Member] | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 625 | 8,750 | 13,063 | 145,500 | ||
Incentive Distribution Rights - PBF LLC [Member] | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Distributions declared | $ 0 | [1] | $ 3,641 | $ 0 | [1] | $ 10,011 |
Undistributed Earnings, Basic | 0 | 0 | ||||
Net income attributable to the partners | 3,641 | 10,011 | ||||
Common Units [Member] | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Distributions declared | 32,709 | 23,028 | 97,188 | 66,792 | ||
Undistributed Earnings, Basic | (1,715) | (4,304) | (26,671) | (13,111) | ||
Net income attributable to the partners | $ 30,994 | $ 18,724 | $ 70,517 | $ 53,681 | ||
Weighted Average Limited Partnership Units Outstanding, Basic | 62,361,974 | 44,518,365 | 57,314,382 | 42,965,502 | ||
Weighted Average Limited Partnership Units Outstanding, Diluted | 62,460,669 | 44,612,522 | 57,385,166 | 43,015,817 | ||
[1] | (1) Subsequent to the closing of the IDR Restructuring, the IDRs were canceled, no distributions were made to PBF LLC with respect to the IDRs and the newly issued PBFX common units are entitled to normal distributions. |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Thousands | Oct. 01, 2018 | Sep. 30, 2019 | Dec. 31, 2018 |
Loss Contingencies [Line Items] | |||
Accrual for Environmental Loss Contingencies | $ 2,408 | $ 2,587 | |
East Coast Storage Assets Acquisition [Member] | |||
Loss Contingencies [Line Items] | |||
Term of Agreement | 3 years | ||
Business Combination, Contingent Consideration, Liability | $ 21,100 | $ 23,832 | $ 21,100 |
Business Combination, Contingent Consideration, Discount Rate | 8.79% | ||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 27,978 |
RELATED PARTY TRANSACTIONS - _2
RELATED PARTY TRANSACTIONS - SUMMARY OF TRANSACTION (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Related Party Transactions [Abstract] | ||||
Affiliate | $ 78,026 | $ 66,140 | $ 224,014 | $ 190,789 |
Operating and maintenance expenses | 2,171 | 1,979 | 6,447 | 5,327 |
General and administrative expenses | $ 1,863 | $ 1,927 | $ 5,377 | $ 5,364 |
RELATED PARTY TRANSACTIONS - CO
RELATED PARTY TRANSACTIONS - COMMERICAL AGREEMENTS (Details) | Jan. 01, 2022 | May 31, 2019bbl / d | Jan. 01, 2019bbl | Nov. 01, 2016 | Aug. 31, 2016bbl / d | May 08, 2014bbl / d | Sep. 30, 2019 |
Related Party Transaction [Line Items] | |||||||
Number of Contract Renewals | 2 | ||||||
Term of Renewal | 5 years | ||||||
PBF Holding [Member] | Amended and Restated Rail Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Term of Agreement | 7 years 8 months | ||||||
Oil And Gas Plant, Collaborative Agreement, Minimum Throughput Capacity | 125,000 | ||||||
PBF Holding [Member] | Delaware City Pipeline Services Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Term of Agreement | 2 years 5 months | ||||||
PBF Holding [Member] | Delaware City Terminaling Services Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Oil And Gas Plant, Collaborative Agreement, Minimum Throughput Capacity | 95,000 | ||||||
PBF Holding [Member] | East Coast Storage Assets Terminal Storage Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Term of Agreement | 8 years | ||||||
Oil And Gas Plant, Maximum Storage Capacity | bbl | 2,953,725 | ||||||
PBF Holding [Member] | Scenario, Forecast [Member] | Delaware City Terminaling Services Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Term of Agreement | 4 years | ||||||
Number of Contract Renewals | 2 | ||||||
Term of Renewal | 5 years | ||||||
Torrance Valley Pipeline - South [Member] | PBF Holding [Member] | Torrance Valley Pipeline Transportation Services Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Term of Agreement | 10 years | ||||||
Number of Contract Renewals | 2 | ||||||
Term of Renewal | 5 years | ||||||
Oil And Gas Plant, Collaborative Agreement, Minimum Throughput Capacity | 75,000 | ||||||
Torrance Valley Pipeline - South [Member] | PBF Holding [Member] | Amount Prior to Amendment [Member] | Torrance Valley Pipeline Transportation Services Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Oil And Gas Plant, Collaborative Agreement, Minimum Throughput Capacity | 70,000 | ||||||
Torrance Valley Pipeline - South [Member] | PBF Holding [Member] | Updated Agreement Amount [Member] | Torrance Valley Pipeline Transportation Services Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Oil And Gas Plant, Collaborative Agreement, Minimum Throughput Capacity | 75,000 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)segment | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($) | |
Segment Reporting Information [Line Items] | |||||
Reportable segments | segment | 2 | ||||
Total revenue | $ 86,377 | $ 70,556 | $ 247,972 | $ 203,395 | |
Depreciation and amortization | 9,079 | 7,451 | 26,654 | 21,185 | |
Income (loss) from operations | 44,390 | 37,577 | 116,351 | 105,299 | |
Interest expense, net and amortization of loan fees | 13,396 | 10,567 | 37,953 | 30,940 | |
Capital expenditures | 8,028 | 20,956 | 23,180 | 86,627 | |
Total assets | 1,010,328 | 1,010,328 | $ 956,353 | ||
Terminaling Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 73,269 | 64,011 | 208,884 | 182,815 | |
Depreciation and amortization | 7,051 | 6,524 | 20,831 | 18,408 | |
Income (loss) from operations | 43,596 | 38,599 | 120,676 | 109,059 | |
Interest expense, net and amortization of loan fees | 0 | 0 | 0 | 0 | |
Capital expenditures | 2,781 | 20,199 | 15,014 | 85,782 | |
Total assets | 735,489 | 735,489 | 731,505 | ||
Storage Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 13,108 | 6,545 | 39,088 | 20,580 | |
Depreciation and amortization | 2,028 | 927 | 5,823 | 2,777 | |
Income (loss) from operations | 5,346 | 3,703 | 13,817 | 11,744 | |
Interest expense, net and amortization of loan fees | 0 | 0 | 0 | 0 | |
Capital expenditures | 5,247 | 757 | 8,166 | 845 | |
Total assets | 225,921 | 225,921 | 219,326 | ||
Corporate, Non-Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 0 | 0 | 0 | 0 | |
Depreciation and amortization | 0 | 0 | 0 | 0 | |
Income (loss) from operations | (4,552) | (4,725) | (18,142) | (15,504) | |
Interest expense, net and amortization of loan fees | 13,396 | 10,567 | 37,953 | 30,940 | |
Capital expenditures | 0 | $ 0 | 0 | $ 0 | |
Total assets | $ 48,918 | $ 48,918 | $ 5,522 |
Subsequent events (Details)
Subsequent events (Details) | Oct. 31, 2019$ / shares |
Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Cash distribution (in dollars per share) | $ 0.5200 |
CONDENSED CONSOLIDATING BALANCE
CONDENSED CONSOLIDATING BALANCE SHEET (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | |
Cash and cash equivalents | $ 52,578 | $ 18,022 | $ 52,578 | $ 18,022 | $ 19,908 | $ 19,664 | ||||
Accounts receivable - affiliates | 66,403 | 66,403 | 37,052 | |||||||
Accounts receivable | 5,142 | 5,142 | 7,511 | |||||||
Prepaids and other current assets | 4,842 | 4,842 | 4,598 | |||||||
Due from related parties | 0 | 0 | 0 | |||||||
Affiliate | 78,026 | 66,140 | 224,014 | 190,789 | ||||||
Total current assets | 128,965 | 128,965 | 69,069 | |||||||
Property, plant and equipment, net | 856,203 | 856,203 | 862,117 | |||||||
Goodwill | 6,332 | 6,332 | 6,332 | |||||||
Other non-current assets | 18,828 | 18,828 | 18,835 | |||||||
Investment in subsidiaries | 0 | 0 | 0 | |||||||
Total assets | 1,010,328 | 1,010,328 | 956,353 | |||||||
Accounts payable - affiliates | 8,236 | 8,236 | 12,047 | |||||||
Accounts payable | 6,554 | 6,554 | 4,660 | |||||||
Accrued liabilities | 57,775 | 57,775 | 46,312 | |||||||
Deferred revenue | (3,041) | (3,041) | (2,960) | |||||||
Due to related parties | 0 | 0 | 0 | |||||||
Total current liabilities | 75,606 | 75,606 | 65,979 | |||||||
Long-term debt | 801,663 | 801,663 | 673,324 | |||||||
Other long-term liabilities | 25,924 | 25,924 | 23,860 | |||||||
Total liabilities | 903,193 | 903,193 | 763,163 | |||||||
Net investment | 0 | 0 | 0 | |||||||
Total PBF Logistics LP equity | 107,135 | 107,135 | 23,718 | |||||||
Noncontrolling interest | 0 | 0 | 169,472 | |||||||
Total equity | 107,135 | 195,188 | 107,135 | 195,188 | $ 106,994 | $ 181,676 | 193,190 | $ 163,239 | $ 165,338 | 167,760 |
Total liabilities and equity | 1,010,328 | 1,010,328 | 956,353 | |||||||
Common Units [Member] | ||||||||||
Total PBF Logistics LP equity | 107,135 | 107,135 | 23,718 | |||||||
Operating Segments [Member] | Non-Guarantor Subsidiaries [Member] | ||||||||||
Cash and cash equivalents | 0 | 0 | 0 | 0 | 0 | 0 | ||||
Accounts receivable - affiliates | 0 | 0 | 0 | |||||||
Accounts receivable | 0 | 0 | 0 | |||||||
Prepaids and other current assets | 0 | 0 | 0 | |||||||
Due from related parties | 0 | 0 | 0 | |||||||
Affiliate | 0 | 0 | 0 | 0 | ||||||
Total current assets | 0 | 0 | 0 | |||||||
Property, plant and equipment, net | 0 | 0 | 0 | |||||||
Goodwill | 0 | 0 | 0 | |||||||
Other non-current assets | 0 | 0 | 0 | |||||||
Investment in subsidiaries | 0 | 0 | 0 | |||||||
Total assets | 0 | 0 | 0 | |||||||
Accounts payable - affiliates | 0 | 0 | 0 | |||||||
Accounts payable | 0 | 0 | 0 | |||||||
Accrued liabilities | 0 | 0 | 0 | |||||||
Deferred revenue | 0 | 0 | 0 | |||||||
Due to related parties | 0 | 0 | 0 | |||||||
Total current liabilities | 0 | 0 | 0 | |||||||
Long-term debt | 0 | 0 | 0 | |||||||
Other long-term liabilities | 0 | 0 | 0 | |||||||
Total liabilities | 0 | 0 | 0 | |||||||
Net investment | 0 | 0 | 0 | |||||||
Total PBF Logistics LP equity | 0 | |||||||||
Noncontrolling interest | 0 | |||||||||
Total equity | 0 | 0 | 0 | |||||||
Total liabilities and equity | 0 | 0 | 0 | |||||||
Operating Segments [Member] | Guarantor Subsidiaries [Member] | ||||||||||
Cash and cash equivalents | 5,775 | 16,353 | 5,775 | 16,353 | 15,898 | 8,755 | ||||
Accounts receivable - affiliates | 66,209 | 66,209 | 37,043 | |||||||
Accounts receivable | 4,777 | 4,777 | 7,146 | |||||||
Prepaids and other current assets | 3,286 | 3,286 | 3,461 | |||||||
Due from related parties | 712,286 | 712,286 | 561,605 | |||||||
Affiliate | 78,026 | 66,140 | 224,014 | 190,789 | ||||||
Total current assets | 792,333 | 792,333 | 625,153 | |||||||
Property, plant and equipment, net | 856,203 | 856,203 | 862,117 | |||||||
Goodwill | 6,332 | 6,332 | 6,332 | |||||||
Other non-current assets | 18,828 | 18,828 | 18,835 | |||||||
Investment in subsidiaries | 0 | 0 | 0 | |||||||
Total assets | 1,673,696 | 1,673,696 | 1,512,437 | |||||||
Accounts payable - affiliates | 6,528 | 6,528 | 10,808 | |||||||
Accounts payable | 6,438 | 6,438 | 3,484 | |||||||
Accrued liabilities | 8,732 | 8,732 | 6,465 | |||||||
Deferred revenue | (3,041) | (3,041) | (2,960) | |||||||
Due to related parties | 190,789 | 190,789 | 161,613 | |||||||
Total current liabilities | 215,528 | 215,528 | 185,330 | |||||||
Long-term debt | 0 | 0 | 0 | |||||||
Other long-term liabilities | 25,924 | 25,924 | 23,860 | |||||||
Total liabilities | 241,452 | 241,452 | 209,190 | |||||||
Net investment | 1,432,244 | 1,432,244 | 1,133,775 | |||||||
Total PBF Logistics LP equity | 1,133,775 | |||||||||
Noncontrolling interest | 169,472 | |||||||||
Total equity | 1,432,244 | 1,432,244 | 1,303,247 | |||||||
Total liabilities and equity | 1,673,696 | 1,673,696 | 1,512,437 | |||||||
Operating Segments [Member] | Subsidiary Issuer [Member] | ||||||||||
Cash and cash equivalents | 46,803 | 1,669 | 46,803 | 1,669 | 4,010 | 10,909 | ||||
Accounts receivable - affiliates | 194 | 194 | 9 | |||||||
Accounts receivable | 365 | 365 | 365 | |||||||
Prepaids and other current assets | 1,556 | 1,556 | 1,137 | |||||||
Due from related parties | 190,789 | 190,789 | 161,613 | |||||||
Affiliate | 0 | 0 | 0 | 0 | ||||||
Total current assets | 239,707 | 239,707 | 167,134 | |||||||
Property, plant and equipment, net | 0 | 0 | 0 | |||||||
Goodwill | 0 | 0 | 0 | |||||||
Other non-current assets | 0 | 0 | 0 | |||||||
Investment in subsidiaries | 1,432,244 | 1,432,244 | 1,133,775 | |||||||
Total assets | 1,671,951 | 1,671,951 | 1,300,909 | |||||||
Accounts payable - affiliates | 1,708 | 1,708 | 1,239 | |||||||
Accounts payable | 116 | 116 | 1,176 | |||||||
Accrued liabilities | 49,043 | 49,043 | 39,847 | |||||||
Deferred revenue | 0 | 0 | 0 | |||||||
Due to related parties | 712,286 | 712,286 | 561,605 | |||||||
Total current liabilities | 763,153 | 763,153 | 603,867 | |||||||
Long-term debt | 801,663 | 801,663 | 673,324 | |||||||
Other long-term liabilities | 0 | 0 | 0 | |||||||
Total liabilities | 1,564,816 | 1,564,816 | 1,277,191 | |||||||
Net investment | 0 | 0 | 0 | |||||||
Total PBF Logistics LP equity | 23,718 | |||||||||
Noncontrolling interest | 0 | |||||||||
Total equity | 107,135 | 107,135 | 23,718 | |||||||
Total liabilities and equity | 1,671,951 | 1,671,951 | 1,300,909 | |||||||
Operating Segments [Member] | Common Units [Member] | Non-Guarantor Subsidiaries [Member] | ||||||||||
Total PBF Logistics LP equity | 0 | 0 | 0 | |||||||
Operating Segments [Member] | Common Units [Member] | Guarantor Subsidiaries [Member] | ||||||||||
Total PBF Logistics LP equity | 0 | 0 | 0 | |||||||
Operating Segments [Member] | Common Units [Member] | Subsidiary Issuer [Member] | ||||||||||
Total PBF Logistics LP equity | 107,135 | 107,135 | 23,718 | |||||||
Consolidation, Eliminations [Member] | ||||||||||
Cash and cash equivalents | 0 | 0 | 0 | 0 | 0 | $ 0 | ||||
Accounts receivable - affiliates | 0 | 0 | 0 | |||||||
Accounts receivable | 0 | 0 | 0 | |||||||
Prepaids and other current assets | 0 | 0 | 0 | |||||||
Due from related parties | (903,075) | (903,075) | (723,218) | |||||||
Affiliate | 0 | $ 0 | 0 | $ 0 | ||||||
Total current assets | (903,075) | (903,075) | (723,218) | |||||||
Property, plant and equipment, net | 0 | 0 | 0 | |||||||
Goodwill | 0 | 0 | 0 | |||||||
Other non-current assets | 0 | 0 | 0 | |||||||
Investment in subsidiaries | (1,432,244) | (1,432,244) | (1,133,775) | |||||||
Total assets | (2,335,319) | (2,335,319) | (1,856,993) | |||||||
Accounts payable - affiliates | 0 | 0 | 0 | |||||||
Accounts payable | 0 | 0 | 0 | |||||||
Accrued liabilities | 0 | 0 | 0 | |||||||
Deferred revenue | 0 | 0 | 0 | |||||||
Due to related parties | (903,075) | (903,075) | (723,218) | |||||||
Total current liabilities | (903,075) | (903,075) | (723,218) | |||||||
Long-term debt | 0 | 0 | 0 | |||||||
Other long-term liabilities | 0 | 0 | 0 | |||||||
Total liabilities | (903,075) | (903,075) | (723,218) | |||||||
Net investment | (1,432,244) | (1,432,244) | (1,133,775) | |||||||
Total PBF Logistics LP equity | (1,133,775) | |||||||||
Noncontrolling interest | 0 | |||||||||
Total equity | (1,432,244) | (1,432,244) | (1,133,775) | |||||||
Total liabilities and equity | (2,335,319) | (2,335,319) | (1,856,993) | |||||||
Consolidation, Eliminations [Member] | Common Units [Member] | ||||||||||
Total PBF Logistics LP equity | $ 0 | $ 0 | $ 0 |
CONDENSED CONSOLIDATING STATEME
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Affiliate | $ 78,026,000 | $ 66,140,000 | $ 224,014,000 | $ 190,789,000 | ||
Third-party | 8,351,000 | 4,416,000 | 23,958,000 | 12,606,000 | ||
Total revenue | 86,377,000 | 70,556,000 | 247,972,000 | 203,395,000 | ||
Operating and maintenance expenses | 28,356,000 | 20,803,000 | 86,825,000 | 61,407,000 | ||
General and administrative expenses | 4,552,000 | 4,725,000 | 18,142,000 | 15,504,000 | ||
Depreciation and amortization | 9,079,000 | 7,451,000 | 26,654,000 | 21,185,000 | ||
Total costs and expenses | 41,987,000 | 32,979,000 | 131,621,000 | 98,096,000 | ||
Income from operations | 44,390,000 | 37,577,000 | 116,351,000 | 105,299,000 | ||
Equity in earnings (loss) of subsidiaries | 0 | 0 | 0 | 0 | ||
Interest expense, net | (12,230,000) | (10,070,000) | (34,359,000) | (29,684,000) | ||
Amortization of loan fees and debt premium | (444,000) | (497,000) | (1,339,000) | (1,256,000) | ||
Accretion on discounted liabilities | (722,000) | 0 | (2,255,000) | 0 | ||
Net income | 30,994,000 | 27,010,000 | 78,398,000 | 74,359,000 | ||
Less: Net loss attributable to Predecessor | 0 | (80,000) | $ (1,084,000) | $ (1,279,000) | 0 | (2,443,000) |
Less: Net income attributable to noncontrolling interest | 0 | 4,725,000 | 7,881,000 | 13,110,000 | ||
Net income attributable to the partners | 30,994,000 | 22,365,000 | 70,517,000 | 63,692,000 | ||
Less: Net income attributable to the IDR holder | 0 | 3,641,000 | 0 | 10,011,000 | ||
Net income attributable to PBF Logistics LP unitholders | 30,994,000 | 18,724,000 | 70,517,000 | 53,681,000 | ||
Operating Segments [Member] | Subsidiary Issuer [Member] | ||||||
Affiliate | 0 | 0 | 0 | 0 | ||
Third-party | 0 | 0 | 0 | 0 | ||
Total revenue | 0 | 0 | 0 | 0 | ||
Operating and maintenance expenses | 0 | 0 | 0 | 0 | ||
General and administrative expenses | 4,552,000 | 4,725,000 | 18,142,000 | 15,504,000 | ||
Depreciation and amortization | 0 | 0 | 0 | 0 | ||
Total costs and expenses | 4,552,000 | 4,725,000 | 18,142,000 | 15,504,000 | ||
Income from operations | (4,552,000) | (4,725,000) | (18,142,000) | (15,504,000) | ||
Equity in earnings (loss) of subsidiaries | 48,499,000 | 42,302,000 | 133,067,000 | 120,803,000 | ||
Interest expense, net | (12,230,000) | (10,070,000) | (34,359,000) | (29,684,000) | ||
Amortization of loan fees and debt premium | (444,000) | (497,000) | (1,339,000) | (1,256,000) | ||
Accretion on discounted liabilities | (279,000) | (829,000) | ||||
Net income | 30,994,000 | 27,010,000 | 78,398,000 | 74,359,000 | ||
Less: Net loss attributable to Predecessor | 0 | 0 | ||||
Less: Net income attributable to noncontrolling interest | 0 | 0 | 0 | 0 | ||
Net income attributable to the partners | 27,010,000 | 74,359,000 | ||||
Less: Net income attributable to the IDR holder | 3,641,000 | 10,011,000 | ||||
Net income attributable to PBF Logistics LP unitholders | 30,994,000 | 23,369,000 | 78,398,000 | 64,348,000 | ||
Operating Segments [Member] | Guarantor Subsidiaries [Member] | ||||||
Affiliate | 78,026,000 | 66,140,000 | 224,014,000 | 190,789,000 | ||
Third-party | 8,351,000 | 4,416,000 | 23,958,000 | 12,606,000 | ||
Total revenue | 86,377,000 | 70,556,000 | 247,972,000 | 203,395,000 | ||
Operating and maintenance expenses | 28,356,000 | 20,803,000 | 86,825,000 | 61,407,000 | ||
General and administrative expenses | 0 | 0 | 0 | 0 | ||
Depreciation and amortization | 9,079,000 | 7,451,000 | 26,654,000 | 21,185,000 | ||
Total costs and expenses | 37,435,000 | 28,254,000 | 113,479,000 | 82,592,000 | ||
Income from operations | 48,942,000 | 42,302,000 | 134,493,000 | 120,803,000 | ||
Equity in earnings (loss) of subsidiaries | 0 | 0 | 0 | 0 | ||
Interest expense, net | 0 | 0 | 0 | 0 | ||
Amortization of loan fees and debt premium | 0 | 0 | 0 | 0 | ||
Accretion on discounted liabilities | (443,000) | (1,426,000) | ||||
Net income | 48,499,000 | 42,302,000 | 133,067,000 | 120,803,000 | ||
Less: Net loss attributable to Predecessor | (80,000) | (2,443,000) | ||||
Less: Net income attributable to noncontrolling interest | 0 | 4,725,000 | 7,881,000 | 13,110,000 | ||
Net income attributable to the partners | 37,657,000 | 110,136,000 | ||||
Less: Net income attributable to the IDR holder | 0 | 0 | ||||
Net income attributable to PBF Logistics LP unitholders | 48,499,000 | 37,657,000 | 125,186,000 | 110,136,000 | ||
Operating Segments [Member] | Non-Guarantor Subsidiaries [Member] | ||||||
Affiliate | 0 | 0 | 0 | 0 | ||
Third-party | 0 | 0 | 0 | 0 | ||
Total revenue | 0 | 0 | 0 | 0 | ||
Operating and maintenance expenses | 0 | 0 | 0 | 0 | ||
General and administrative expenses | 0 | 0 | 0 | 0 | ||
Depreciation and amortization | 0 | 0 | 0 | 0 | ||
Total costs and expenses | 0 | 0 | 0 | 0 | ||
Income from operations | 0 | 0 | 0 | 0 | ||
Equity in earnings (loss) of subsidiaries | 0 | 0 | 0 | 0 | ||
Interest expense, net | 0 | 0 | 0 | 0 | ||
Amortization of loan fees and debt premium | 0 | 0 | 0 | 0 | ||
Accretion on discounted liabilities | 0 | 0 | ||||
Net income | 0 | 0 | 0 | 0 | ||
Less: Net loss attributable to Predecessor | 0 | 0 | ||||
Less: Net income attributable to noncontrolling interest | 0 | 0 | 0 | 0 | ||
Net income attributable to the partners | 0 | 0 | ||||
Less: Net income attributable to the IDR holder | 0 | 0 | ||||
Net income attributable to PBF Logistics LP unitholders | 0 | 0 | 0 | 0 | ||
Consolidation, Eliminations [Member] | ||||||
Affiliate | 0 | 0 | 0 | 0 | ||
Third-party | 0 | 0 | 0 | 0 | ||
Total revenue | 0 | 0 | 0 | 0 | ||
Operating and maintenance expenses | 0 | 0 | 0 | 0 | ||
General and administrative expenses | 0 | 0 | 0 | 0 | ||
Depreciation and amortization | 0 | 0 | 0 | 0 | ||
Total costs and expenses | 0 | 0 | 0 | 0 | ||
Income from operations | 0 | 0 | 0 | 0 | ||
Equity in earnings (loss) of subsidiaries | (48,499,000) | (42,302,000) | (133,067,000) | (120,803,000) | ||
Interest expense, net | 0 | 0 | 0 | 0 | ||
Amortization of loan fees and debt premium | 0 | 0 | 0 | 0 | ||
Accretion on discounted liabilities | 0 | 0 | ||||
Net income | (48,499,000) | (42,302,000) | (133,067,000) | (120,803,000) | ||
Less: Net loss attributable to Predecessor | 0 | 0 | ||||
Less: Net income attributable to noncontrolling interest | 0 | 0 | 0 | 0 | ||
Net income attributable to the partners | (42,302,000) | (120,803,000) | ||||
Less: Net income attributable to the IDR holder | 0 | 0 | ||||
Net income attributable to PBF Logistics LP unitholders | $ (48,499,000) | $ (42,302,000) | $ (133,067,000) | $ (120,803,000) |
CONDENSED CONSOLIDATING STATE_2
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2019 | Jun. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Net income | $ 78,398 | $ 74,359 | |||||
Depreciation and amortization | $ 9,079 | $ 7,451 | 26,654 | 21,185 | |||
Amortization of loan fees and debt premium | 444 | 497 | 1,339 | 1,256 | |||
Accretion on discounted liabilities | 722 | 0 | 2,255 | 0 | |||
Unit-based compensation expense | 5,622 | 4,549 | |||||
Equity in earnings of subsidiaries | 0 | 0 | 0 | 0 | |||
Accounts receivable - affiliates | (29,351) | 7,363 | |||||
Accounts receivable | 2,369 | (1,587) | |||||
Prepaids and other current assets | (1,486) | (1,703) | |||||
Accounts payable - affiliates | 137 | 9,307 | |||||
Accounts payable | 1,894 | (3,887) | |||||
Accrued liabilities | 9,672 | 8,511 | |||||
Amounts due to (from) related parties | 0 | 0 | |||||
Deferred revenue | 81 | (255) | |||||
Other assets and liabilities | (1,941) | (1,516) | |||||
Net cash provided by operating activities | 95,643 | 117,582 | |||||
Expenditures for property, plant and equipment | (23,180) | (28,627) | |||||
Investment in subsidiaries | 0 | 0 | |||||
Net cash used in investing activities | (23,180) | (86,627) | |||||
Proceeds from issuance of common units | $ 132,483 | 34,820 | 132,483 | 34,820 | |||
Distributions to unitholders | (91,611) | (72,471) | |||||
Contribution from parent | 0 | 4,201 | |||||
Payments of Distributions to Affiliates | (8,500) | (16,250) | |||||
Proceeds from revolving credit facility | 228,000 | 64,000 | |||||
Repayment of revolving credit facility | (101,000) | (43,700) | |||||
Deferred financing costs and other | 835 | (3,197) | |||||
Net cash used in financing activities | (39,793) | (32,597) | |||||
Net change in cash and cash equivalents | 32,670 | (1,642) | |||||
Cash and cash equivalents | 52,578 | 18,022 | 52,578 | 18,022 | $ 19,908 | $ 19,664 | |
Guarantor Subsidiaries [Member] | |||||||
Proceeds from issuance of common units | 0 | ||||||
Non-Guarantor Subsidiaries [Member] | |||||||
Proceeds from issuance of common units | 0 | ||||||
Operating Segments [Member] | Subsidiary Issuer [Member] | |||||||
Net income | 78,398 | 74,359 | |||||
Depreciation and amortization | 0 | 0 | 0 | 0 | |||
Amortization of loan fees and debt premium | 444 | 497 | 1,339 | 1,256 | |||
Accretion on discounted liabilities | 279 | 829 | |||||
Unit-based compensation expense | 5,622 | 4,549 | |||||
Equity in earnings of subsidiaries | (48,499) | (42,302) | (133,067) | (120,803) | |||
Accounts receivable - affiliates | (185) | 0 | |||||
Accounts receivable | 0 | 0 | |||||
Prepaids and other current assets | (419) | (1,528) | |||||
Accounts payable - affiliates | 469 | (1,268) | |||||
Accounts payable | (1,060) | (137) | |||||
Accrued liabilities | 7,202 | 9,245 | |||||
Amounts due to (from) related parties | 121,505 | 54,391 | |||||
Deferred revenue | 0 | 0 | |||||
Other assets and liabilities | (1,784) | (1,049) | |||||
Net cash provided by operating activities | 78,849 | 19,015 | |||||
Expenditures for property, plant and equipment | 0 | 0 | |||||
Investment in subsidiaries | (3,928) | (7,707) | |||||
Net cash used in investing activities | (3,928) | (7,707) | |||||
Proceeds from issuance of common units | 132,483 | 34,820 | |||||
Distributions to unitholders | (91,611) | (72,471) | |||||
Contribution from parent | 0 | 0 | |||||
Payments of Distributions to Affiliates | 0 | 0 | |||||
Proceeds from revolving credit facility | 228,000 | 64,000 | |||||
Repayment of revolving credit facility | (101,000) | (43,700) | |||||
Deferred financing costs and other | 0 | (3,197) | |||||
Net cash used in financing activities | (32,128) | (20,548) | |||||
Net change in cash and cash equivalents | 42,793 | (9,240) | |||||
Cash and cash equivalents | 46,803 | 1,669 | 46,803 | 1,669 | 4,010 | 10,909 | |
Operating Segments [Member] | Guarantor Subsidiaries [Member] | |||||||
Net income | 133,067 | 120,803 | |||||
Depreciation and amortization | 9,079 | 7,451 | 26,654 | 21,185 | |||
Amortization of loan fees and debt premium | 0 | 0 | 0 | 0 | |||
Accretion on discounted liabilities | 443 | 1,426 | |||||
Unit-based compensation expense | 0 | 0 | |||||
Equity in earnings of subsidiaries | 0 | 0 | 0 | 0 | |||
Accounts receivable - affiliates | (29,166) | 7,363 | |||||
Accounts receivable | 2,369 | (1,587) | |||||
Prepaids and other current assets | (1,067) | (175) | |||||
Accounts payable - affiliates | (332) | 10,575 | |||||
Accounts payable | 2,954 | (3,750) | |||||
Accrued liabilities | 2,470 | (734) | |||||
Amounts due to (from) related parties | (121,505) | (54,391) | |||||
Deferred revenue | 81 | (255) | |||||
Other assets and liabilities | (157) | (467) | |||||
Net cash provided by operating activities | 16,794 | 98,567 | |||||
Expenditures for property, plant and equipment | (23,180) | (28,627) | |||||
Investment in subsidiaries | 0 | 0 | |||||
Net cash used in investing activities | (23,180) | (86,627) | |||||
Proceeds from issuance of common units | 0 | ||||||
Distributions to unitholders | 0 | 0 | |||||
Contribution from parent | 3,928 | 11,908 | |||||
Payments of Distributions to Affiliates | (8,500) | (16,250) | |||||
Proceeds from revolving credit facility | 0 | 0 | |||||
Repayment of revolving credit facility | 0 | 0 | |||||
Deferred financing costs and other | 835 | 0 | |||||
Net cash used in financing activities | (3,737) | (4,342) | |||||
Net change in cash and cash equivalents | (10,123) | 7,598 | |||||
Cash and cash equivalents | 5,775 | 16,353 | 5,775 | 16,353 | 15,898 | 8,755 | |
Operating Segments [Member] | Non-Guarantor Subsidiaries [Member] | |||||||
Net income | 0 | 0 | |||||
Depreciation and amortization | 0 | 0 | 0 | 0 | |||
Amortization of loan fees and debt premium | 0 | 0 | 0 | 0 | |||
Accretion on discounted liabilities | 0 | 0 | |||||
Unit-based compensation expense | 0 | 0 | |||||
Equity in earnings of subsidiaries | 0 | 0 | 0 | 0 | |||
Accounts receivable - affiliates | 0 | 0 | |||||
Accounts receivable | 0 | 0 | |||||
Prepaids and other current assets | 0 | 0 | |||||
Accounts payable - affiliates | 0 | 0 | |||||
Accounts payable | 0 | 0 | |||||
Accrued liabilities | 0 | 0 | |||||
Amounts due to (from) related parties | 0 | 0 | |||||
Deferred revenue | 0 | 0 | |||||
Other assets and liabilities | 0 | 0 | |||||
Net cash provided by operating activities | 0 | 0 | |||||
Expenditures for property, plant and equipment | 0 | 0 | |||||
Investment in subsidiaries | 0 | 0 | |||||
Net cash used in investing activities | 0 | 0 | |||||
Proceeds from issuance of common units | 0 | ||||||
Distributions to unitholders | 0 | 0 | |||||
Contribution from parent | 0 | 0 | |||||
Payments of Distributions to Affiliates | 0 | 0 | |||||
Proceeds from revolving credit facility | 0 | 0 | |||||
Repayment of revolving credit facility | 0 | 0 | |||||
Deferred financing costs and other | 0 | 0 | |||||
Net cash used in financing activities | 0 | 0 | |||||
Net change in cash and cash equivalents | 0 | 0 | |||||
Cash and cash equivalents | 0 | 0 | 0 | 0 | 0 | 0 | |
Consolidation, Eliminations [Member] | |||||||
Net income | (133,067) | (120,803) | |||||
Depreciation and amortization | 0 | 0 | 0 | 0 | |||
Amortization of loan fees and debt premium | 0 | 0 | 0 | 0 | |||
Accretion on discounted liabilities | 0 | 0 | |||||
Unit-based compensation expense | 0 | 0 | |||||
Equity in earnings of subsidiaries | 48,499 | 42,302 | 133,067 | 120,803 | |||
Accounts receivable - affiliates | 0 | 0 | |||||
Accounts receivable | 0 | 0 | |||||
Prepaids and other current assets | 0 | 0 | |||||
Accounts payable - affiliates | 0 | 0 | |||||
Accounts payable | 0 | 0 | |||||
Accrued liabilities | 0 | 0 | |||||
Amounts due to (from) related parties | 0 | 0 | |||||
Deferred revenue | 0 | 0 | |||||
Other assets and liabilities | 0 | 0 | |||||
Net cash provided by operating activities | 0 | 0 | |||||
Expenditures for property, plant and equipment | 0 | 0 | |||||
Investment in subsidiaries | 3,928 | 7,707 | |||||
Net cash used in investing activities | 3,928 | 7,707 | |||||
Proceeds from issuance of common units | 0 | 0 | |||||
Distributions to unitholders | 0 | 0 | |||||
Contribution from parent | (3,928) | (7,707) | |||||
Payments of Distributions to Affiliates | 0 | 0 | |||||
Proceeds from revolving credit facility | 0 | 0 | |||||
Repayment of revolving credit facility | 0 | 0 | |||||
Deferred financing costs and other | 0 | 0 | |||||
Net cash used in financing activities | (3,928) | (7,707) | |||||
Net change in cash and cash equivalents | 0 | 0 | |||||
Cash and cash equivalents | $ 0 | $ 0 | 0 | 0 | $ 0 | $ 0 | |
Toledo Terminal Acquisition [Member] | |||||||
Payments to Acquire Businesses, Gross | 58,000 | ||||||
Toledo Terminal Acquisition [Member] | Operating Segments [Member] | Subsidiary Issuer [Member] | |||||||
Payments to Acquire Businesses, Gross | 0 | ||||||
Toledo Terminal Acquisition [Member] | Operating Segments [Member] | Guarantor Subsidiaries [Member] | |||||||
Payments to Acquire Businesses, Gross | 58,000 | ||||||
Toledo Terminal Acquisition [Member] | Operating Segments [Member] | Non-Guarantor Subsidiaries [Member] | |||||||
Payments to Acquire Businesses, Gross | 0 | ||||||
Toledo Terminal Acquisition [Member] | Consolidation, Eliminations [Member] | |||||||
Payments to Acquire Businesses, Gross | 0 | ||||||
Torrance Valley Pipeline Company LLC [Member] | |||||||
Payments of Distributions to Affiliates | (200,000) | $ 0 | |||||
Proceeds from revolving credit facility | 127,000 | ||||||
Torrance Valley Pipeline Company LLC [Member] | Operating Segments [Member] | Subsidiary Issuer [Member] | |||||||
Payments of Distributions to Affiliates | (200,000) | ||||||
Torrance Valley Pipeline Company LLC [Member] | Operating Segments [Member] | Guarantor Subsidiaries [Member] | |||||||
Payments of Distributions to Affiliates | 0 | ||||||
Torrance Valley Pipeline Company LLC [Member] | Operating Segments [Member] | Non-Guarantor Subsidiaries [Member] | |||||||
Payments of Distributions to Affiliates | 0 | ||||||
Torrance Valley Pipeline Company LLC [Member] | Consolidation, Eliminations [Member] | |||||||
Payments of Distributions to Affiliates | $ 0 |