Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |||
Mar. 31, 2023 | Apr. 28, 2023 | Dec. 31, 2022 | ||
Entity Information [Line Items] | ||||
Document Type | 10-Q | |||
Document Quarterly Report | true | |||
Document Period End Date | Mar. 31, 2023 | |||
Document Transition Report | false | |||
Entity File Number | 001-35764 | |||
Entity Registrant Name | PBF ENERGY INC. | |||
Entity Incorporation, State or Country Code | DE | |||
Entity Tax Identification Number | 45-3763855 | |||
Entity Address, Address Line One | One Sylvan Way, Second Floor | |||
Entity Address, City or Town | Parsippany | |||
Entity Address, State or Province | NJ | |||
Entity Address, Postal Zip Code | 07054 | |||
City Area Code | 973 | |||
Local Phone Number | 455-7500 | |||
Title of 12(b) Security | Common Stock | |||
Trading Symbol | PBF | |||
Security Exchange Name | NYSE | |||
Entity Current Reporting Status | Yes | |||
Entity Interactive Data Current | Yes | |||
Entity Filer Category | Large Accelerated Filer | |||
Entity Small Business | false | |||
Entity Emerging Growth Company | false | |||
Entity Shell Company | false | |||
Ownership Percentage of Equity Held | [1] | 100% | 100% | |
Entity Central Index Key | 0001534504 | |||
Amendment Flag | false | |||
Document Fiscal Period Focus | Q1 | |||
Document Fiscal Year Focus | 2023 | |||
Current Fiscal Year End Date | --12-31 | |||
Class A Common Stock | ||||
Entity Information [Line Items] | ||||
Entity Common Stock, Shares Outstanding (in shares) | 126,097,058 | |||
Class B Common Stock | ||||
Entity Information [Line Items] | ||||
Entity Common Stock, Shares Outstanding (in shares) | 13 | |||
PBF LLC | ||||
Entity Information [Line Items] | ||||
Entity File Number | 333-206728-02 | |||
Entity Registrant Name | PBF Energy Co LLC | |||
Entity Incorporation, State or Country Code | DE | |||
Entity Tax Identification Number | 61-1622166 | |||
Entity Current Reporting Status | No | |||
Entity Interactive Data Current | Yes | |||
Entity Filer Category | Non-accelerated Filer | |||
Entity Small Business | false | |||
Entity Emerging Growth Company | false | |||
Entity Shell Company | false | |||
Entity Central Index Key | 0001645026 | |||
PBF LLC | Class A Common Stock | ||||
Entity Information [Line Items] | ||||
Entity Common Stock, Shares Outstanding (in shares) | 0 | |||
PBF Energy Inc. | Class A Common Stock | ||||
Entity Information [Line Items] | ||||
Ownership Percentage of Equity Held | 99.30% | 99.30% | ||
[1]Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one-for-one basis. |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 1,616.1 | $ 2,203.6 |
Accounts receivable | 1,184.1 | 1,456.3 |
Inventories | 2,854.9 | 2,763.6 |
Prepaid and other current assets | 211.6 | 122.8 |
Total current assets | 5,866.7 | 6,546.3 |
Property, plant and equipment, net | 5,516.8 | 5,361 |
Lease right of use assets | 703.4 | 679.1 |
Deferred charges and other assets, net | 1,052.2 | 962.7 |
Total assets | 13,139.1 | 13,549.1 |
Current liabilities: | ||
Accounts payable | 750.2 | 854.6 |
Accrued expenses | 3,637.2 | 3,720.8 |
Payable pursuant to Tax Receivable Agreement | 61.1 | 0 |
Deferred revenue | 74.1 | 40.6 |
Current operating lease liabilities | 74.2 | 60.5 |
Current debt | 0 | 524.2 |
Total current liabilities | 4,596.8 | 5,200.7 |
Long-term debt | 1,438 | 1,434.9 |
Payable pursuant to Tax Receivable Agreement | 277.5 | 338.6 |
Deferred tax liabilities | 577.8 | 535.4 |
Long-term operating lease liabilities | 566.4 | 552.7 |
Long-term financing lease liabilities | 55 | 57.9 |
Other long-term liabilities | 359.3 | 372.9 |
Total liabilities | 7,870.8 | 8,493.1 |
Commitments and contingencies (Note 7) | ||
Equity: | ||
Preferred stock, $0.001 par value, 100,000,000 shares authorized, no shares outstanding at March 31, 2023 and December 31, 2022 | 0 | 0 |
Treasury stock, at cost | (496.4) | (327) |
Additional paid in capital | 3,223.2 | 3,201.6 |
Retained earnings | 2,412.1 | 2,056 |
Accumulated other comprehensive loss | (1.1) | (1.5) |
Total PBF Energy Inc. equity | 5,137.9 | 4,929.2 |
Noncontrolling interest | 130.4 | 126.8 |
Total equity | 5,268.3 | 5,056 |
Total liabilities and equity | 13,139.1 | 13,549.1 |
Class A Common Stock | ||
Equity: | ||
Common stock, value, issued | 0.1 | 0.1 |
Class B Common Stock | ||
Equity: | ||
Common stock, value, issued | $ 0 | $ 0 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2023 | Dec. 31, 2022 |
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred Stock, Shares Outstanding (in shares) | 0 | 0 |
Treasury stock, shares (in shares) | 15,000,026 | 10,937,916 |
Class A Common Stock | ||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common Stock, Shares, Outstanding (in shares) | 126,543,857 | 129,639,307 |
Class B Common Stock | ||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized (in shares) | 1,000,000 | 1,000,000 |
Common Stock, Shares, Outstanding (in shares) | 13 | 13 |
PBF LLC | Series B Units | ||
Common Unit, Outstanding (in shares) | 1,000,000 | 1,000,000 |
Units Issued (in shares) | 1,000,000 | 1,000,000 |
PBF LLC | Series A Units | ||
Common Unit, Outstanding (in shares) | 910,457 | 910,457 |
Units Issued (in shares) | 910,457 | 910,457 |
PBF LLC | Series C Units | ||
Common Unit, Outstanding (in shares) | 126,565,088 | 129,660,538 |
Units Issued (in shares) | 126,565,088 | 129,660,538 |
Consolidated Balance Sheets PBF
Consolidated Balance Sheets PBF LLC BALANCE SHEET - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 1,616.1 | $ 2,203.6 |
Accounts receivable | 1,184.1 | 1,456.3 |
Inventories | 2,854.9 | 2,763.6 |
Prepaid and other current assets | 211.6 | 122.8 |
Total current assets | 5,866.7 | 6,546.3 |
Property, plant and equipment, net | 5,516.8 | 5,361 |
Lease right of use assets | 703.4 | 679.1 |
Deferred charges and other assets, net | 1,052.2 | 962.7 |
Total assets | 13,139.1 | 13,549.1 |
Current liabilities: | ||
Accounts payable | 750.2 | 854.6 |
Accrued expenses | 3,637.2 | 3,720.8 |
Deferred revenue | 74.1 | 40.6 |
Current operating lease liabilities | 74.2 | 60.5 |
Current debt | 0 | 524.2 |
Total current liabilities | 4,596.8 | 5,200.7 |
Long-term debt | 1,438 | 1,434.9 |
Deferred tax liabilities | 577.8 | 535.4 |
Long-term operating lease liabilities | 566.4 | 552.7 |
Long-term financing lease liabilities | 55 | 57.9 |
Other long-term liabilities | 359.3 | 372.9 |
Total liabilities | 7,870.8 | 8,493.1 |
Commitments and contingencies (Note 7) | ||
Members' Equity [Abstract] | ||
Treasury stock, at cost | (496.4) | (327) |
Retained earnings | 2,412.1 | 2,056 |
Accumulated other comprehensive loss | (1.1) | (1.5) |
Total PBF Energy Inc. equity | 5,137.9 | 4,929.2 |
Noncontrolling interest | 130.4 | 126.8 |
Total equity | 5,268.3 | 5,056 |
Total liabilities and equity | 13,139.1 | 13,549.1 |
PBF LLC | ||
Current assets: | ||
Cash and cash equivalents | 1,615.8 | 2,201.8 |
Accounts receivable | 1,180.3 | 1,456.3 |
Inventories | 2,854.9 | 2,763.6 |
Prepaid and other current assets | 211.6 | 122.8 |
Total current assets | 5,862.6 | 6,544.5 |
Property, plant and equipment, net | 5,516.8 | 5,361 |
Lease right of use assets | 703.4 | 679.1 |
Deferred charges and other assets, net | 1,052.2 | 962.7 |
Total assets | 13,135 | 13,547.3 |
Current liabilities: | ||
Accounts payable | 750.2 | 853.4 |
Accrued expenses | 3,604.6 | 3,768.3 |
Deferred revenue | 74.1 | 40.6 |
Current operating lease liabilities | 74.2 | 60.5 |
Current debt | 0 | 524.2 |
Total current liabilities | 4,503.1 | 5,247 |
Long-term debt | 1,438 | 1,434.9 |
Affiliate note payable | 1,463.4 | 1,445.7 |
Deferred tax liabilities | 21.3 | 21 |
Long-term operating lease liabilities | 566.4 | 552.7 |
Long-term financing lease liabilities | 55 | 57.9 |
Other long-term liabilities | 359.3 | 372.9 |
Total liabilities | 8,406.5 | 9,132.1 |
Commitments and contingencies (Note 7) | ||
Members' Equity [Abstract] | ||
Treasury stock, at cost | (496.4) | (327) |
Retained earnings | 2,696.4 | 2,220 |
Accumulated other comprehensive loss | (4) | (4.4) |
Total PBF Energy Inc. equity | 4,710.9 | 4,397.9 |
Noncontrolling interest | 12.5 | 12.2 |
Total equity | 4,723.4 | 4,410.1 |
Total liabilities and equity | 13,135 | 13,547.3 |
PBF LLC | Series B Units | ||
Temporary Equity [Abstract] | ||
Series B Units, 1,000,000 issued and outstanding, no par or stated value | 5.1 | 5.1 |
PBF LLC | Series A Units | ||
Members' Equity [Abstract] | ||
Common unit, issuance value | 17.4 | 17.4 |
PBF LLC | Series C Units | ||
Members' Equity [Abstract] | ||
Common unit, issuance value | $ 2,497.5 | $ 2,491.9 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | ||
Income Statement [Abstract] | |||
Revenues | $ 9,295 | $ 9,141.7 | |
Cost and expenses: | |||
Cost of products and other | 7,795.3 | 8,206.2 | |
Operating expenses (excluding depreciation and amortization expense as reflected below) | 781.4 | 620.4 | |
Depreciation and amortization expense | 141.9 | 118.3 | |
Cost of sales | 8,718.6 | 8,944.9 | |
General and administrative expenses (excluding depreciation and amortization expense as reflected below) | 60 | 53.5 | |
Depreciation and amortization expense | 1.9 | 1.9 | |
Change in fair value of contingent consideration, net | (16.3) | 50.3 | |
(Gain) loss on sale of assets | (1.6) | 0.1 | |
Total cost and expenses | 8,762.6 | 9,050.7 | |
Income from operations | 532.4 | 91 | |
Other income (expense): | |||
Interest expense, net | (18.7) | (78.4) | |
Change in Tax Receivable Agreement liability | 0 | (19.3) | |
Change in fair value of catalyst obligations | 0.7 | (4.9) | |
Other non-service components of net periodic benefit cost | 0.3 | 2.2 | |
Other income (expense) | (2.3) | 0 | |
Income (loss) before income taxes | 512.4 | (9.4) | |
Income tax expense (benefit) | 126.5 | (6.1) | |
Net income (loss) | 385.9 | (3.3) | |
Less: net income attributable to noncontrolling interests | 3.8 | 17.8 | |
Net income (loss) attributable to PBF Energy Inc. stockholders | $ 382.1 | $ (21.1) | |
Weighted-average shares of Class A common stock outstanding | |||
Basic (in shares) | [1] | 128,787,779 | 120,339,041 |
Diluted (in shares) | 134,499,277 | 120,339,041 | |
Net income (loss) available to Class A common stock per share: | |||
Basic (in dollars per share) | $ 2.97 | $ (0.18) | |
Diluted (in dollars per share) | $ 2.86 | $ (0.18) | |
[1]The diluted earnings per share calculation generally assumes the conversion of all outstanding PBF LLC Series A Units to PBF Energy Class A common stock. The net income (loss) attributable to PBF Energy used in the numerator of the diluted earnings per share calculation is adjusted to reflect the net income (loss), as well as the corresponding income tax expense (benefit) (based on a 26.0% and a 25.9% estimated annualized statutory corporate tax rate for the three months ended March 31, 2023 and March 31, 2022), attributable to the converted units. |
Consolidated Statements of Oper
Consolidated Statements of Operations PBF LLC STATEMENT OF OPERATIONS - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | ||
Revenues | $ 9,295 | $ 9,141.7 |
Cost and expenses: | ||
Cost of products and other | 7,795.3 | 8,206.2 |
Operating expenses (excluding depreciation and amortization expense as reflected below) | 781.4 | 620.4 |
Depreciation and amortization expense | 141.9 | 118.3 |
Cost of sales | 8,718.6 | 8,944.9 |
General and administrative expenses (excluding depreciation and amortization expense as reflected below) | 60 | 53.5 |
Depreciation and amortization expense | 1.9 | 1.9 |
Change in fair value of contingent consideration, net | (16.3) | 50.3 |
(Gain) loss on sale of assets | (1.6) | 0.1 |
Total cost and expenses | 8,762.6 | 9,050.7 |
Income from operations | 532.4 | 91 |
Other Income and Expenses [Abstract] | ||
Interest expense, net | (18.7) | (78.4) |
Change in fair value of catalyst obligations | 0.7 | (4.9) |
Other non-service components of net periodic benefit cost | 0.3 | 2.2 |
Other income (expense) | (2.3) | 0 |
Income (loss) before income taxes | 512.4 | (9.4) |
Income tax expense (benefit) | 126.5 | (6.1) |
Net income (loss) | 385.9 | (3.3) |
Less: net income attributable to noncontrolling interests | 3.8 | 17.8 |
Net income (loss) attributable to PBF Energy Inc. stockholders | 382.1 | (21.1) |
PBF LLC | ||
Income Statement [Abstract] | ||
Revenues | 9,295 | 9,141.7 |
Cost and expenses: | ||
Cost of products and other | 7,795.3 | 8,206.2 |
Operating expenses (excluding depreciation and amortization expense as reflected below) | 781.4 | 620.4 |
Depreciation and amortization expense | 141.9 | 118.3 |
Cost of sales | 8,718.6 | 8,944.9 |
General and administrative expenses (excluding depreciation and amortization expense as reflected below) | 59.7 | 53.1 |
Depreciation and amortization expense | 1.9 | 1.9 |
Change in fair value of contingent consideration, net | (16.3) | 50.3 |
(Gain) loss on sale of assets | (1.6) | 0.1 |
Total cost and expenses | 8,762.3 | 9,050.3 |
Income from operations | 532.7 | 91.4 |
Other Income and Expenses [Abstract] | ||
Interest expense, net | (28.1) | (81) |
Change in fair value of catalyst obligations | 0.7 | (4.9) |
Other non-service components of net periodic benefit cost | 0.3 | 2.2 |
Other income (expense) | (2.3) | 0 |
Income (loss) before income taxes | 503.3 | 7.7 |
Income tax expense (benefit) | 0.4 | (8.1) |
Net income (loss) | 502.9 | 15.8 |
Less: net income attributable to noncontrolling interests | 0.3 | 17.8 |
Net income (loss) attributable to PBF Energy Inc. stockholders | $ 502.6 | $ (2) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ 385.9 | $ (3.3) |
Other comprehensive income (loss): | ||
Unrealized gain (loss) on available for sale securities | 0.4 | (1.1) |
Net gain on pension and other post-retirement benefits | 0 | 0.1 |
Total other comprehensive income (loss) | 0.4 | (1) |
Comprehensive income (loss) | 386.3 | (4.3) |
Less: comprehensive income attributable to noncontrolling interests | 3.8 | 17.8 |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | $ 382.5 | $ (22.1) |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income PBF LLC STATEMENT OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ 385.9 | $ (3.3) |
Other comprehensive income (loss): | ||
Unrealized gain (loss) on available for sale securities | 0.4 | (1.1) |
Net gain on pension and other post-retirement benefits | 0 | 0.1 |
Total other comprehensive income (loss) | 0.4 | (1) |
Comprehensive income (loss) | 386.3 | (4.3) |
Less: comprehensive income attributable to noncontrolling interests | 3.8 | 17.8 |
Comprehensive income (loss) attributable to PBF Energy Company LLC | 382.5 | (22.1) |
PBF LLC | ||
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | 502.9 | 15.8 |
Other comprehensive income (loss): | ||
Unrealized gain (loss) on available for sale securities | 0.4 | (1.1) |
Net gain on pension and other post-retirement benefits | 0 | 0.1 |
Total other comprehensive income (loss) | 0.4 | (1) |
Comprehensive income (loss) | 503.3 | 14.8 |
Less: comprehensive income attributable to noncontrolling interests | 0.3 | 17.8 |
Comprehensive income (loss) attributable to PBF Energy Company LLC | $ 503 | $ (3) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Equity Statement - USD ($) $ in Millions | Total | Class A Common Stock | Class B Common Stock | Common Stock Class A Common Stock | Common Stock Class B Common Stock | Additional Paid-in Capital | Retained Earnings (Accumulated Deficit) | Accumulated Other Comprehensive Income (Loss) | Treasury Stock | Noncontrolling Interest |
Balance, beginning of period (in shares) at Dec. 31, 2021 | 120,319,577 | 15 | 6,676,809 | |||||||
Balance, beginning of period at Dec. 31, 2021 | $ 2,532.8 | $ 0.1 | $ 0 | $ 2,874 | $ (796.1) | $ 17.3 | $ (169.1) | $ 606.6 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Comprehensive income (loss) | (4.3) | (21.1) | (1) | 17.8 | ||||||
Distributions to PBF Logistics LP public unitholders | (10) | (10) | ||||||||
Stock-based compensation expense | 7.3 | 6.6 | 0.7 | |||||||
Transactions in connection with stock-based compensation plans (in shares) | 341,765 | |||||||||
Transactions in connection with stock-based compensation plans | 0.6 | 0.6 | ||||||||
Effects of exchanges of PBF LLC Series A Units on deferred tax assets and liabilities and tax receivable agreement obligation | (0.3) | (0.3) | ||||||||
Exchange of Series A Units (in shares) | 11,244 | |||||||||
Exchange of PBF Energy Company LLC Series A Units for PBF Energy Class A common stock | 0 | |||||||||
Treasury stock purchases (in shares) | 54,938 | (54,938) | ||||||||
Treasury stock purchases | 0 | 1.1 | $ (1.1) | |||||||
Balance, end of period (in shares) at Mar. 31, 2022 | 120,617,648 | 15 | 6,731,747 | |||||||
Balance, end of period at Mar. 31, 2022 | 2,526.1 | $ 0.1 | $ 0 | 2,882 | (817.2) | 16.3 | $ (170.2) | 615.1 | ||
Balance, beginning of period (in shares) at Dec. 31, 2022 | 129,639,307 | 13 | 129,639,307 | 13 | 10,937,916 | |||||
Balance, beginning of period at Dec. 31, 2022 | 5,056 | $ 0.1 | $ 0 | 3,201.6 | 2,056 | (1.5) | $ (327) | 126.8 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Comprehensive income (loss) | 386.3 | 382.1 | 0.4 | 3.8 | ||||||
Stock-based compensation expense | 6.5 | 6.5 | ||||||||
Transactions in connection with stock-based compensation plans (in shares) | 966,660 | |||||||||
Transactions in connection with stock-based compensation plans | 14.4 | 14.4 | ||||||||
Dividends | (26.2) | (26) | (0.2) | |||||||
Treasury stock purchases (in shares) | 4,062,110 | (4,062,110) | ||||||||
Treasury stock purchases | (168.8) | 0.6 | $ (169.4) | |||||||
Other | 0.1 | 0.1 | ||||||||
Balance, end of period (in shares) at Mar. 31, 2023 | 126,543,857 | 13 | 126,543,857 | 13 | 15,000,026 | |||||
Balance, end of period at Mar. 31, 2023 | $ 5,268.3 | $ 0.1 | $ 0 | $ 3,223.2 | $ 2,412.1 | $ (1.1) | $ (496.4) | $ 130.4 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Changes in Equity Statement (Parenthetical) | 3 Months Ended |
Mar. 31, 2023 $ / shares | |
Statement of Stockholders' Equity [Abstract] | |
Dividends per common share (in dollars per share) | $ 0.20 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Changes in Equity PBF LLC STATEMENT OF CHANGES IN EQUITY - USD ($) $ in Millions | Total | PBF LLC | Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) PBF LLC | Retained Earnings (Accumulated Deficit) | Retained Earnings (Accumulated Deficit) PBF LLC | Noncontrolling Interest | Noncontrolling Interest PBF LLC | Treasury Stock | Treasury Stock PBF LLC | Series A Units Common Stock PBF LLC | Series C Units Common Stock PBF LLC |
Balance, beginning of period (in shares) at Dec. 31, 2021 | 6,676,809 | 927,990 | 120,340,808 | |||||||||
Balance, beginning of period at Dec. 31, 2021 | $ 2,532.8 | $ 2,234.1 | $ 17.3 | $ 20.3 | $ (796.1) | $ (390.9) | $ 606.6 | $ 511.2 | $ (169.1) | $ (169.1) | $ 17.6 | $ 2,245 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Comprehensive income (loss) | (4.3) | 14.8 | (1) | (1) | (21.1) | (2) | 17.8 | 17.8 | ||||
Exchange of Series A Units (in shares) | (11,244) | 11,244 | ||||||||||
Exchange of PBF Energy Company LLC Series A Units for PBF Energy Class A common stock | 0 | 0 | ||||||||||
Distribution to members | (10) | (10) | ||||||||||
Stock-based compensation expense | 7.3 | 7.3 | 0.7 | 0.7 | $ 6.6 | |||||||
Transactions in connection with stock-based compensation plans (in shares) | 11,244 | 341,765 | ||||||||||
Transactions in connection with stock-based compensation plans | 0.6 | (1.3) | $ (1.3) | |||||||||
Treasury stock purchases (in shares) | (54,938) | (54,938) | ||||||||||
Treasury stock purchases | 0 | 0 | $ (1.1) | (1.1) | $ 1.1 | |||||||
Balance, end of period (in shares) at Mar. 31, 2022 | 6,731,747 | 927,990 | 120,638,879 | |||||||||
Balance, end of period at Mar. 31, 2022 | 2,526.1 | 2,244.9 | 16.3 | 19.3 | (817.2) | (392.9) | 615.1 | 519.7 | $ (170.2) | (170.2) | $ 17.6 | $ 2,251.4 |
Balance, beginning of period (in shares) at Dec. 31, 2022 | 10,937,916 | 910,457 | 129,660,538 | |||||||||
Balance, beginning of period at Dec. 31, 2022 | 5,056 | 4,410.1 | (1.5) | (4.4) | 2,056 | 2,220 | 126.8 | 12.2 | $ (327) | (327) | $ 17.4 | $ 2,491.9 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Comprehensive income (loss) | 386.3 | 503.3 | 0.4 | 0.4 | 382.1 | 502.6 | 3.8 | 0.3 | ||||
Distribution to members | (26.2) | (26.2) | ||||||||||
Stock-based compensation expense | 6.5 | 6.5 | $ 6.5 | |||||||||
Transactions in connection with stock-based compensation plans (in shares) | 966,660 | |||||||||||
Transactions in connection with stock-based compensation plans | 14.4 | (1.5) | $ (1.5) | |||||||||
Treasury stock purchases (in shares) | (4,062,110) | (4,062,110) | ||||||||||
Treasury stock purchases | (168.8) | (168.8) | $ (169.4) | (169.4) | $ 0.6 | |||||||
Balance, end of period (in shares) at Mar. 31, 2023 | 15,000,026 | 910,457 | 126,565,088 | |||||||||
Balance, end of period at Mar. 31, 2023 | $ 5,268.3 | $ 4,723.4 | $ (1.1) | $ (4) | $ 2,412.1 | $ 2,696.4 | $ 130.4 | $ 12.5 | $ (496.4) | $ (496.4) | $ 17.4 | $ 2,497.5 |
Condensed Consolidated Statem_6
Condensed Consolidated Statement of Cash Flows - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 385.9 | $ (3.3) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 150.1 | 124.6 |
Stock-based compensation | 9.2 | 7.7 |
Change in fair value of catalyst obligations | (0.7) | 4.9 |
Deferred income taxes | 42.4 | (6.1) |
Change in Tax Receivable Agreement liability | 0 | 19.3 |
Non-cash change in inventory repurchase obligations | (4.2) | (40.7) |
Change in fair value of contingent consideration, net | (16.3) | 50.3 |
Pension and other post-retirement benefit costs | 12 | 11.9 |
(Gain) loss on sale of assets | (1.6) | 0.1 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 272.3 | (537.5) |
Inventories | (91.3) | (388.4) |
Prepaid and other current assets | (93.8) | (161.1) |
Accounts payable | (102.4) | 683.8 |
Accrued expenses | (149.1) | 545.7 |
Deferred revenue | 33.5 | 13.2 |
Other assets and liabilities | (8.4) | (12.1) |
Net cash provided by operating activities | 437.6 | 312.3 |
Cash flows from investing activities: | ||
Expenditures for property, plant and equipment | (239.8) | (118.3) |
Expenditures for deferred turnaround costs | (127.7) | (82.2) |
Expenditures for other assets | (15.6) | (25) |
Proceeds from sale of assets | 4.4 | 0 |
Net cash used in investing activities | (378.7) | (225.5) |
Cash flows from financing activities: | ||
Dividend payments | (25.8) | 0 |
Distributions to PBFX public unitholders | 0 | (9.8) |
Distributions to PBF Energy Company LLC members other than PBF Energy | (0.2) | 0 |
Payments on financing leases | (2.9) | (3) |
Proceeds from insurance premium financing | 61.2 | 47.3 |
Payments of contingent consideration | 0 | (2.6) |
Transactions in connection with stock-based compensation plans, net | 14.4 | 0 |
Purchase of treasury stock | (167.6) | 0 |
Deferred financing costs and other, net | (0.5) | (0.6) |
Net cash (used in) provided by financing activities | (646.4) | 6.3 |
Net change in cash and cash equivalents | (587.5) | 93.1 |
Cash and cash equivalents, beginning of period | 2,203.6 | 1,341.5 |
Cash and cash equivalents, end of period | 1,616.1 | 1,434.6 |
Non-cash activities: | ||
Accrued and unpaid capital expenditures | 171.2 | 120.6 |
Assets acquired or remeasured under operating and financing leases | 51.4 | (24.5) |
Cash paid during the period for: | ||
Interest, net of capitalized interest | 32 | 34.6 |
Capitalized interest | 12.7 | 4.2 |
Income taxes | 3.5 | 0.1 |
PBFX Revolving Credit Facility | ||
Cash flows from financing activities: | ||
Repayments of PBFX revolver borrowings | 0 | (25) |
PBFX 2023 Senior Notes | ||
Cash flows from financing activities: | ||
Redemption of PBFX 2023 Senior Notes | $ (525) | $ 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows PBF LLC STATEMENT OF CASH FLOW - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 385.9 | $ (3.3) |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 150.1 | 124.6 |
Stock-based compensation | 9.2 | 7.7 |
Change in fair value of catalyst obligations | (0.7) | 4.9 |
Deferred income tax expense (benefit) | 42.4 | (6.1) |
Non-cash change in inventory repurchase obligations | (4.2) | (40.7) |
Change in fair value of contingent consideration, net | (16.3) | 50.3 |
Pension and other post-retirement benefit costs | 12 | 11.9 |
(Gain) loss on sale of assets | (1.6) | 0.1 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 272.3 | (537.5) |
Inventories | (91.3) | (388.4) |
Prepaid and other current assets | (93.8) | (161.1) |
Accounts payable | (102.4) | 683.8 |
Accrued expenses | (149.1) | 545.7 |
Deferred revenue | 33.5 | 13.2 |
Other assets and liabilities | (8.4) | (12.1) |
Net cash provided by operating activities | 437.6 | 312.3 |
Cash flows from investing activities: | ||
Expenditures for property, plant and equipment | (239.8) | (118.3) |
Expenditures for deferred turnaround costs | (127.7) | (82.2) |
Expenditures for other assets | (15.6) | (25) |
Proceeds from sale of assets | 4.4 | 0 |
Net cash used in investing activities | (378.7) | (225.5) |
Cash flows from financing activities: | ||
Dividend payments | (25.8) | 0 |
Distributions to PBFX public unitholders | 0 | (9.8) |
Payments of contingent consideration | 0 | (2.6) |
Payments on financing leases | (2.9) | (3) |
Proceeds from insurance premium financing | 61.2 | 47.3 |
Purchase of treasury stock | (167.6) | 0 |
Deferred financing costs and other, net | (0.5) | (0.6) |
Net cash (used in) provided by financing activities | (646.4) | 6.3 |
Net change in cash and cash equivalents | (587.5) | 93.1 |
Cash and cash equivalents, beginning of period | 2,203.6 | 1,341.5 |
Cash and cash equivalents, end of period | 1,616.1 | 1,434.6 |
Non-cash activities: | ||
Accrued and unpaid capital expenditures | 171.2 | 120.6 |
Supplemental non-cash changes to lease liabilities from obtaining or remeasuring right of use assets | 51.4 | (24.5) |
Cash paid during the period for: | ||
Interest, net of capitalized interest | 32 | 34.6 |
Capitalized interest | 12.7 | 4.2 |
Income taxes | 3.5 | 0.1 |
PBFX Revolving Credit Facility | ||
Cash flows from financing activities: | ||
Repayments of PBFX revolver borrowings | 0 | (25) |
PBFX 2023 Senior Notes | ||
Cash flows from financing activities: | ||
Repayments of long-term debt | (525) | 0 |
PBF LLC | ||
Cash flows from operating activities: | ||
Net income (loss) | 502.9 | 15.8 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 150.1 | 124.6 |
Stock-based compensation | 9.2 | 7.7 |
Change in fair value of catalyst obligations | (0.7) | 4.9 |
Deferred income tax expense (benefit) | 0.3 | (8.1) |
Non-cash change in inventory repurchase obligations | (4.2) | (40.7) |
Change in fair value of contingent consideration, net | (16.3) | 50.3 |
Pension and other post-retirement benefit costs | 12 | 11.9 |
(Gain) loss on sale of assets | (1.6) | 0.1 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 276.1 | (537.5) |
Inventories | (91.3) | (388.4) |
Prepaid and other current assets | (93.8) | (161.1) |
Accounts payable | (101.1) | 683.8 |
Accrued expenses | (228.1) | 547 |
Deferred revenue | 33.5 | 13.2 |
Other assets and liabilities | (8.5) | (12.1) |
Net cash provided by operating activities | 438.5 | 311.4 |
Cash flows from investing activities: | ||
Expenditures for property, plant and equipment | (239.8) | (118.3) |
Expenditures for deferred turnaround costs | (127.7) | (82.2) |
Expenditures for other assets | (15.6) | (25) |
Proceeds from sale of assets | 4.4 | 0 |
Net cash used in investing activities | (378.7) | (225.5) |
Cash flows from financing activities: | ||
Dividend payments | (26) | 0 |
Distributions to PBFX public unitholders | 0 | (9.8) |
Payments of contingent consideration | 0 | (2.6) |
Payments on financing leases | (2.9) | (3) |
Proceeds from insurance premium financing | 61.2 | 47.3 |
Proceeds from Affiliate note payable with PBF Energy Inc. | 23 | 7 |
Payments of Affiliate note payable with PBF Energy Inc. | (6.5) | (2.5) |
Taxes paid for net settlement of stock-based compensation | (1.5) | 0 |
Purchase of treasury stock | (167.6) | 0 |
Deferred financing costs and other, net | (0.5) | (2.5) |
Net cash (used in) provided by financing activities | (645.8) | 8.9 |
Net change in cash and cash equivalents | (586) | 94.8 |
Cash and cash equivalents, beginning of period | 2,201.8 | 1,339.8 |
Cash and cash equivalents, end of period | 1,615.8 | 1,434.6 |
Non-cash activities: | ||
Accrued and unpaid capital expenditures | 171.2 | 120.6 |
Supplemental non-cash changes to lease liabilities from obtaining or remeasuring right of use assets | 51.4 | 24.5 |
Cash paid during the period for: | ||
Interest, net of capitalized interest | 32 | 34.6 |
Capitalized interest | 12.7 | 4.2 |
Income taxes | 3.3 | 0.1 |
PBF LLC | PBFX Revolving Credit Facility | ||
Cash flows from financing activities: | ||
Repayments of PBFX revolver borrowings | 0 | (25) |
PBF LLC | PBFX 2023 Senior Notes | ||
Cash flows from financing activities: | ||
Repayments of long-term debt | $ (525) | $ 0 |
DESCRIPTION OF THE BUSINESS AND
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION Description of the Business PBF Energy Inc. (“PBF Energy”) is the sole managing member of PBF Energy Company LLC (“PBF LLC”), with a controlling interest in PBF LLC and its subsidiaries. PBF Energy consolidates the financial results of PBF LLC and its subsidiaries and records a noncontrolling interest in its Condensed Consolidated Financial Statements representing the economic interests of PBF LLC’s members other than PBF Energy (refer to “Note 8 - Equity”). PBF Energy holds a 99.3% economic interest in PBF LLC as of March 31, 2023 through its ownership of PBF LLC Series C Units, which are held solely by PBF Energy. Holders of PBF LLC Series A Units, which are held by parties other than PBF Energy (“the members of PBF LLC other than PBF Energy”), hold the remaining 0.7% economic interest in PBF LLC. In addition, the amended and restated limited liability company agreement of PBF LLC provides that any PBF LLC Series A Units acquired by PBF Energy will automatically be reclassified as PBF LLC Series C Units in connection with such acquisition. PBF LLC, together with its consolidated subsidiaries, owns and operates oil refineries and related facilities in North America. Collectively, PBF Energy and its consolidated subsidiaries, are referred to hereinafter as the “Company” unless the context otherwise requires. Discussions or areas of the Notes to Condensed Consolidated Financial Statements that either apply only to PBF Energy or PBF LLC are clearly noted. PBFX Merger Transaction On November 30, 2022, PBF Energy, PBF LLC, PBFX Holdings Inc., a Delaware corporation and wholly-owned subsidiary of PBF LLC, Riverlands Merger Sub LLC, a Delaware limited liability company and wholly owned subsidiary of PBF LLC, PBF Logistics LP (“PBFX”), and PBF Logistics GP LLC closed on a definitive agreement, pursuant to which PBF Energy and PBF LLC acquired all of the publicly held common units in PBFX representing limited partner interests in the master liability partnership not already owned by certain wholly-owned subsidiaries of PBF Energy and its affiliates (the “Merger Transaction”). Subsequent to closing on the Merger Transaction, PBFX became an indirect wholly-owned subsidiary of PBF Energy and PBF LLC. Basis of Presentation The unaudited condensed consolidated financial information furnished herein reflects all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, considered necessary for a fair presentation of the financial position and the results of operations and cash flows of the Company for the periods presented. All intercompany accounts and transactions have been eliminated in consolidation. These unaudited Condensed Consolidated Financial Statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. These interim Condensed Consolidated Financial Statements should be read in conjunction with the PBF Energy and PBF LLC financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2022. The results of operations for the three months ended March 31, 2023 are not necessarily indicative of the results to be expected for the full year. Reclassification As of March 31, 2023, proceeds from and payments of the PBF LLC Affiliate note payable with PBF Energy, previously disclosed as net, in the PBF LLC Condensed Consolidated Statement of Cash Flows, are now disclosed gross as separate line items. The prior year PBF LLC Condensed Consolidated Statement of Cash Flows presentation was adjusted to conform to the 2023 presentation. |
CURRENT EXPECTED CREDIT LOSSES
CURRENT EXPECTED CREDIT LOSSES | 3 Months Ended |
Mar. 31, 2023 | |
Credit Loss [Abstract] | |
CURRENT EXPECTED CREDIT LOSSES | CURRENT EXPECTED CREDIT LOSSES Credit Losses The Company has exposure to credit losses primarily through its sales of refined products. The Company evaluates creditworthiness on an individual customer basis. The Company utilizes a financial review model for purposes of evaluating creditworthiness which is based on information from financial statements and credit reports. The financial review model enables the Company to assess the customer’s risk profile and determine credit limits on the basis of their financial strength, including but not limited to, their liquidity, leverage, debt serviceability, longevity and how they pay their bills. The Company may require security in the form of letters of credit or cash payments in advance of product delivery for certain customers that are deemed higher risk. The Company’s payment terms on its trade receivables are relatively short, generally 30 days or less for a substantial majority of its refined products. As a result, the Company’s collection risk is mitigated to a certain extent by the fact that sales are collected in a relatively short period of time, allowing for the ability to reduce exposure on defaults if collection issues are identified. Notwithstanding, the Company reviews each customer’s credit risk profile at least annually or more frequently if warranted. The Company performs a quarterly allowance for doubtful accounts analysis to assess whether an allowance needs to be recorded for any outstanding trade receivables. In estimating credit losses, management reviews accounts that are past due, have known disputes or have experienced any negative credit events that may result in future collectability issues. There was no allowance for doubtful accounts recorded as of March 31, 2023 or December 31, 2022. |
INVENTORIES
INVENTORIES | 3 Months Ended |
Mar. 31, 2023 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories consisted of the following: March 31, 2023 (in millions) Titled Inventory Inventory Intermediation Agreement Total Crude oil and feedstocks $ 1,189.0 $ 156.6 $ 1,345.6 Refined products and blendstocks 1,283.4 83.2 1,366.6 Warehouse stock and other 142.7 — 142.7 $ 2,615.1 $ 239.8 $ 2,854.9 Lower of cost or market adjustment — — — Total inventories $ 2,615.1 $ 239.8 $ 2,854.9 December 31, 2022 (in millions) Titled Inventory Inventory Intermediation Agreement Total Crude oil and feedstocks $ 1,195.2 $ 140.9 $ 1,336.1 Refined products and blendstocks 1,244.7 40.9 1,285.6 Warehouse stock and other 141.9 — 141.9 $ 2,581.8 $ 181.8 $ 2,763.6 Lower of cost or market adjustment — — — Total inventories $ 2,581.8 $ 181.8 $ 2,763.6 PBF Holding Company LLC (“PBF Holding”) and its subsidiaries, Delaware City Refining Company LLC, Paulsboro Refining Company LLC and Chalmette Refining, L.L.C. (“Chalmette Refining”) (collectively, the “PBF Entities”), entered into an inventory intermediation agreement (as amended and restated from time to time, the “Third Inventory Intermediation Agreement”) with J. Aron & Company, a subsidiary of The Goldman Sachs Group, Inc. (“J. Aron”). Pursuant to the Third Inventory Intermediation Agreement, J. Aron purchases and holds title to certain inventory, including crude oil, intermediate and certain finished products (the “J. Aron Products”) purchased or produced by the Paulsboro and Delaware City refineries (and, at the election of the PBF Entities, the Chalmette refinery) (the "Refineries") and delivered into storage tanks at the Refineries (the "Storage Tanks"). The J. Aron Products are sold back to the Company as the J. Aron Products are discharged out of the Storage Tanks. These purchases and sales are settled daily, and pricing is trued-up monthly at the market prices related to those J. Aron Products. These transactions are considered to be made in contemplation of each other and, accordingly, do not result in the recognition of a sale when title passes from the Refineries to J. Aron. Additionally, J. Aron has the right to store the J. Aron Products purchased in Storage Tanks under the Third Inventory Intermediation Agreement and will retain these storage rights for the term of the agreement. PBF Holding continues to market and sell the J. Aron Products independently to third parties. As of March 31, 2023 and December 31, 2022 there was no lower of cost or market adjustment recorded as the replacement value of inventories exceeded the last-in, first-out carrying value. |
ACCRUED EXPENSES
ACCRUED EXPENSES | 3 Months Ended |
Mar. 31, 2023 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES | ACCRUED EXPENSES Accrued expenses consisted of the following: PBF Energy (in millions) March 31, 2023 December 31, 2022 Inventory-related accruals $ 1,543.2 $ 1,417.4 Renewable energy credit and emissions obligations (a) 1,039.4 1,361.1 Inventory intermediation agreement (b) 164.3 98.3 Accrued transportation costs 142.4 127.3 Excise and sales tax payable 128.8 123.6 Accrued income tax payable 97.6 16.5 Accrued capital expenditures 93.5 86.3 Accrued utilities 83.3 105.4 Contingent consideration 80.0 81.6 Accrued salaries and benefits 79.0 173.1 Accrued refinery maintenance and support costs 45.9 48.1 Accrued interest 20.5 24.9 Environmental liabilities 14.8 14.9 Current finance lease liabilities 11.7 11.7 Other 92.8 30.6 Total accrued expenses $ 3,637.2 $ 3,720.8 PBF LLC (in millions) March 31, 2023 December 31, 2022 Inventory-related accruals $ 1,543.2 $ 1,417.4 Renewable energy credit and emissions obligations (a) 1,039.4 1,361.1 Inventory intermediation agreement (b) 164.3 98.3 Accrued transportation costs 142.4 127.3 Excise and sales tax payable 128.8 123.6 Accrued capital expenditures 93.5 86.3 Accrued interest 89.1 84.2 Accrued utilities 83.3 105.4 Contingent consideration 80.0 81.6 Accrued salaries and benefits 79.0 173.1 Accrued refinery maintenance and support costs 45.9 48.1 Environmental liabilities 14.8 14.9 Current finance lease liabilities 11.7 11.7 Accrued income tax payable 2.1 5.2 Other 87.1 30.1 Total accrued expenses $ 3,604.6 $ 3,768.3 ______________________ (a) The Company is subject to obligations to purchase Renewable Identification Numbers (“RINs”) required to comply with the Renewable Fuel Standard. The Company’s overall RINs obligation is based on a percentage of domestic shipments of on-road fuels as established by Environmental Protection Agency. To the degree the Company is unable to blend the required amount of biofuels to satisfy its RINs obligation, RINs must be purchased on the open market to avoid penalties and fines. The Company records its RINs obligation on a net basis in Accrued expenses when its RINs liability is greater than the amount of RINs earned and purchased in a given period and in Prepaid and other current assets when the amount of RINs earned and purchased is greater than the RINs liability. In addition, the Company is subject to obligations to comply with federal and state legislative and regulatory measures, including regulations in the state of California pursuant to Assembly Bill 32 (“AB 32”), to address environmental compliance and greenhouse gas and other emissions. These requirements include incremental costs to operate and maintain our facilities as well as to implement and manage new emission controls and programs. Renewable energy credit and emissions obligations fluctuate with the volume of applicable product sales and timing of credit purchases. From time to time, the Company enters into forward purchase commitments in order to acquire its renewable energy and emissions credits at fixed prices. As of March 31, 2023, the Company had entered into approximately $638.7 million of such forward purchase commitments with respect to its total accrued renewable energy and emissions obligations. Our RIN obligations will be settled in accordance with established regulatory deadlines. The Company’s AB 32 liability is part of an ongoing triennial period program which will be settled through 2024. (b) The Company has the obligation to repurchase the J. Aron Products that are held in its Storage Tanks in accordance with the Third Inventory Intermediation Agreement. As of March 31, 2023 and December 31, 2022, a liability is recognized based on the repurchase obligation under the Third Inventory Intermediation Agreement for the J. Aron owned inventory held in the Company’s Storage Tanks, with any change in the market price being recorded in Cost of products and other. |
CREDIT FACILITIES AND DEBT
CREDIT FACILITIES AND DEBT | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
CREDIT FACILITIES AND DEBT | CREDIT FACILITIES AND DEBT Debt outstanding consists of the following: (in millions) March 31, 2023 December 31, 2022 2028 Senior Notes $ 801.6 $ 801.6 2025 Senior Notes 664.5 664.5 PBFX 2023 Senior Notes — 525.0 Revolving Credit Facility — — PBFX Revolving Credit Facility — — Catalyst financing arrangements 3.3 4.0 1,469.4 1,995.1 Less — Current debt — (524.2) Unamortized premium — 0.2 Unamortized deferred financing costs (31.4) (36.2) Long-term debt $ 1,438.0 $ 1,434.9 As of March 31, 2023, the Company is in compliance with all covenants, including financial covenants, in all its debt agreements. PBFX 2023 Senior Notes On February 2, 2023, the Company redeemed the $525.0 million in aggregate principal amount outstanding of its PBFX’s 6.875% senior notes (the “PBFX 2023 Senior Notes”), inclusive of unamortized premium and deferred financing costs of $0.7 million as of the redemption date. The PBFX 2023 Senior Notes were redeemed at a price of 100%, plus accrued and unpaid interest through the date of redemption. Deutsche Bank Trust Company Americas was the trustee for the PBFX 2023 Senior Notes and served as the paying agent for the full redemption. The redemption was financed using cash on hand. |
AFFILIATE NOTE PAYABLE - PBF LL
AFFILIATE NOTE PAYABLE - PBF LLC | 3 Months Ended |
Mar. 31, 2023 | |
AFFILIATE NOTE PAYABLE - PBF LLC [Abstract] | |
AFFILIATE NOTE PAYABLE - PBF LLC | AFFILIATE NOTE PAYABLE - PBF LLCAs of March 31, 2023 and December 31, 2022, PBF LLC had an outstanding note payable with PBF Energy for an aggregate principal amount of $1,463.4 million and $1,445.7 million, respectively. The note payable has a maturity date of April 2030, an annual interest rate of 2.5% and may be prepaid in whole or in part at any time, at the option of PBF LLC without penalty or premium. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIESIn the ordinary conduct of the Company’s business, the Company is from time to time subject to lawsuits, investigations and claims, including class action proceedings, mass tort actions, tort actions, environmental claims and employee-related matters. The outcome of these matters cannot always be predicted accurately, but the Company accrues liabilities for these matters if the Company has determined that it is probable a loss has been incurred and the loss can be reasonably estimated. For such ongoing matters for which we have not recorded a liability but losses are reasonably possible, we are unable to estimate a range of possible losses at this time due to various reasons that may include but are not limited to, matters being in an early stage and not fully developed through pleadings, discovery or court proceedings, number of potential claimants being unknown or uncertainty regarding a number of different factors underlying the potential claims. However, the ultimate resolution of one or more of these contingencies could result in an adverse outcome that may have a material effect on our financial position, results of operations or cash flows. Environmental Matters The Company’s refineries, pipelines and related operations are subject to extensive and frequently changing federal, state and local laws and regulations, including, but not limited to, those relating to the discharge of materials into the environment or that otherwise relate to the protection of the environment (including in response to the potential impacts of climate change), waste management and the characteristics and the compositions of fuels. Compliance with existing and anticipated laws and regulations can increase the overall cost of operating the refineries, including remediation, operating costs and capital costs to construct, maintain and upgrade equipment and facilities. These laws and permits raise potential exposure to future claims and lawsuits involving environmental and safety matters which could include soil and water contamination, air pollution, personal injury and property damage allegedly caused by substances which the Company manufactured, handled, used, released or disposed of, transported, or that relate to pre-existing conditions for which the Company has assumed responsibility. The Company believes that its current operations are in compliance with existing environmental and safety requirements. However, there have been and will continue to be ongoing discussions about environmental and safety matters between the Company and federal and state authorities, including notices of violations, citations and other enforcement actions, some of which have resulted or may result in changes to operating procedures and in capital expenditures. While it is often difficult to quantify future environmental or safety related expenditures, the Company anticipates that continuing capital investments and changes in operating procedures will be required for the foreseeable future to comply with existing and new requirements, as well as evolving interpretations and more strict enforcement of existing laws and regulations. In connection with the acquisition of the Torrance refinery and related logistics assets, the Company assumed certain pre-existing environmental liabilities. The estimated costs related to these remediation obligations totaled $115.2 million as of March 31, 2023 ($117.0 million as of December 31, 2022), and related primarily to remediation obligations to address existing soil and groundwater contamination and the related monitoring and clean-up activities. Costs related to these obligations are reassessed periodically or when changes to our remediation approach are identified. The current portion of the environmental liability is recorded in Accrued expenses and the non-current portion is recorded in Other long-term liabilities. The aggregate environmental liability reflected in the Company’s Condensed Consolidated Balance Sheets was $159.1 million and $157.7 million at March 31, 2023 and December 31, 2022, respectively, of which $144.3 million and $142.8 million, respectively, were classified as Other long-term liabilities. These liabilities include remediation and monitoring costs expected to be incurred over an extended period of time. Estimated liabilities could increase in the future when the results of ongoing investigations become known, are considered probable and can be reasonably estimated. Contingent Consideration In connection with the acquisition of the Martinez refinery and related logistics assets, the sale and purchase agreement dated June 11, 2019 included an earn-out provision based on certain earnings thresholds of the Martinez refinery. Pursuant to the agreement, the Company will make payments to Equilon Enterprises LLC d/b/a Shell Oil Products US, based on future earnings at the Martinez refinery in excess of certain thresholds, as defined in the agreement, for a period of up to four years following the acquisition closing date (the “Martinez Contingent Consideration”). Upon acquisition of the refinery, the Company recorded the estimated acquisition date fair value of the earn-out provision as contingent consideration of $77.3 million within “Other long-term liabilities” within the Company’s Condensed Consolidated Balance Sheets. Subsequent changes in the fair value of the Martinez Contingent Consideration are recorded in the Condensed Consolidated Statements of Operations. The fair value of the Martinez Contingent Consideration was estimated to be $126.0 million as of March 31, 2023 (of which $80.0 million is included within Accrued expenses and was paid in full in April 2023). The fair value of the Martinez Contingent Consideration was estimated to be $147.3 million as of December 31, 2022 (of which $81.6 million was included within Accrued expenses). Tax Receivable Agreement PBF Energy entered into a tax receivable agreement with the PBF LLC Series A and PBF LLC Series B unitholders (the “Tax Receivable Agreement”) that provides for the payment by PBF Energy to such persons of an amount equal to 85% of the amount of the benefits, if any, that PBF Energy is deemed to realize as a result of (i) increases in tax basis, as described below, and (ii) certain other tax benefits related to entering into the Tax Receivable Agreement, including tax benefits attributable to payments under the Tax Receivable Agreement. For purposes of the Tax Receivable Agreement, the benefits deemed realized by PBF Energy will be computed by comparing the actual income tax liability of PBF Energy (calculated with certain assumptions) to the amount of such taxes that PBF Energy would have been required to pay had there been no increase to the tax basis of the assets of PBF LLC as a result of purchases or exchanges of PBF LLC Series A Units for shares of PBF Energy Class A common stock and had PBF Energy not entered into the Tax Receivable Agreement. The term of the Tax Receivable Agreement will continue until all such tax benefits have been utilized or expired unless: (i) PBF Energy exercises its right to terminate the Tax Receivable Agreement, (ii) PBF Energy breaches any of its material obligations under the Tax Receivable Agreement or (iii) certain changes of control occur, in which case all obligations under the Tax Receivable Agreement will generally be accelerated and due as calculated under certain assumptions. The payment obligations under the Tax Receivable Agreement are obligations of PBF Energy and not of PBF LLC, PBF Holding or PBFX. In general, PBF Energy expects to obtain funding for these annual payments from PBF LLC, primarily through tax distributions, which PBF LLC makes on a pro-rata basis to its owners. Such owners include PBF Energy, which holds a 99.3% interest in PBF LLC as of both March 31, 2023 and December 31, 2022. PBF LLC generally obtains funding to pay its tax distributions by causing PBF Holding to distribute cash to PBF LLC and from distributions it receives from PBFX. As of both March 31, 2023 and December 31, 2022, PBF Energy recognized a liability of $338.6 million related to the Tax Receivable Agreement obligation, reflecting the estimate of the undiscounted amounts that PBF Energy expects to pay under the agreement, net of the impact of any deferred tax asset valuation allowance recognized in accordance with Financial Accounting Standard Board, Accounting Standard Codification (“ASC”) 740, Income Taxes . As of March 31, 2023, $61.1 million of the Tax Receivable Agreement obligation is recorded as a current liability and represents PBF Energy’s best estimate of payments to be made within a year. As future taxable income is recognized, increases in PBF Energy’s Tax Receivable Agreement liability may be necessary in conjunction with the revaluation of deferred tax assets. Refer to “Note 12 - Income Taxes” for more details. |
EQUITY
EQUITY | 3 Months Ended |
Mar. 31, 2023 | |
Noncontrolling Interest [Abstract] | |
EQUITY | EQUITY Noncontrolling Interest in PBF LLC PBF Energy is the sole managing member of, and has a controlling interest in, PBF LLC. As the sole managing member of PBF LLC, PBF Energy operates and controls all of the business and affairs of PBF LLC and its subsidiaries. PBF Energy’s equity interest in PBF LLC was approximately 99.3% as of both March 31, 2023 and December 31, 2022. PBF Energy consolidates the financial results of PBF LLC and its subsidiaries, and records a noncontrolling interest for the economic interest in PBF Energy held by the members of PBF LLC other than PBF Energy. Noncontrolling interest on the Condensed Consolidated Statements of Operations includes the portion of net income or loss attributable to the economic interest in PBF Energy held by the members of PBF LLC other than PBF Energy. Noncontrolling interest on the Condensed Consolidated Balance Sheets reflects the portion of net assets of PBF Energy attributable to the members of PBF LLC other than PBF Energy. The noncontrolling interest ownership percentages in PBF LLC as of December 31, 2022 and March 31, 2023 are calculated as follows: Holders of PBF LLC Series A Units Outstanding Shares of PBF Energy Class A Common Stock Total * December 31, 2022 910,457 129,639,307 130,549,764 0.7% 99.3% 100.0% March 31, 2023 910,457 126,543,857 127,454,314 0.7% 99.3% 100.0% —————————— * Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one-for-one basis. Noncontrolling Interest in PBFX PBF Energy, through its ownership of PBF LLC, consolidates the financial results of PBFX. Prior to the Merger Transaction which closed on November 30, 2022, PBF LLC held a 47.7% limited partner interest in PBFX with the remaining 52.3% limited partner interest owned by the public common unitholders. As of December 31, 2022, noncontrolling interest on the Consolidated Statements of Operations included the portion of net income or loss attributable to the economic interest in PBFX held by the public common unitholders of PBFX other than PBF Energy (through its ownership in PBF LLC) through November 30, 2022, and noncontrolling interest on the Consolidated Balance Sheets was eliminated. As of March 31, 2023, noncontrolling interest on the Condensed Consolidated Statements of Operations and noncontrolling interest on the Condensed Consolidated Balance Sheets were eliminated. Noncontrolling Interest in PBF Holding In connection with the acquisition of the Chalmette refinery, PBF Holding records noncontrolling interests in two subsidiaries of Chalmette Refining. PBF Holding, through Chalmette Refining, owns an 80% ownership interest in both Collins Pipeline Company and T&M Terminal Company. In the three months ended March 31, 2023 and March 31, 2022, the Company recorded noncontrolling interest in the earnings of these subsidiaries of $0.3 million and $(1.1) million, respectively. Changes in Equity and Noncontrolling Interests The following tables summarize the changes in equity for the controlling and noncontrolling interests of PBF Energy for the three months ended March 31, 2023 and 2022, respectively: PBF Energy (in millions) PBF Energy Inc. Equity Noncontrolling Noncontrolling Total Equity Balance at January 1, 2023 $ 4,929.2 $ 114.6 $ 12.2 $ 5,056.0 Comprehensive income 382.5 3.5 0.3 386.3 Dividends and distributions (26.0) (0.2) — (26.2) Stock-based compensation expense 6.5 — — 6.5 Transactions in connection with stock-based compensation plans 14.4 — — 14.4 Treasury stock purchases (168.8) — — (168.8) Other 0.1 — — 0.1 Balance at March 31, 2023 $ 5,137.9 $ 117.9 $ 12.5 $ 5,268.3 PBF Energy (in millions) PBF Energy Inc. Equity Noncontrolling Noncontrolling Noncontrolling Total Equity Balance at January 1, 2022 $ 1,926.2 $ 95.4 $ 12.2 $ 499.0 $ 2,532.8 Comprehensive income (loss) (22.1) — (1.1) 18.9 (4.3) Dividends and distributions — — — (10.0) (10.0) Stock-based compensation expense 6.6 — — 0.7 7.3 Transactions in connection with stock-based compensation plans 0.6 — — — 0.6 Effects of exchanges of PBF LLC Series A Units on deferred tax assets and liabilities and Tax Receivable Agreement obligation (0.3) — — — (0.3) Balance at March 31, 2022 $ 1,911.0 $ 95.4 $ 11.1 $ 508.6 $ 2,526.1 The following tables summarize the changes in equity for the controlling and noncontrolling interests of PBF LLC for the three months ended March 31, 2023 and 2022, respectively: PBF LLC (in millions) PBF Energy Company LLC Equity Noncontrolling Interest in PBF Holding Total Equity Balance at January 1, 2023 $ 4,397.9 $ 12.2 $ 4,410.1 Comprehensive income 503.0 0.3 503.3 Dividends and distributions (26.2) — (26.2) Stock-based compensation expense 6.5 — 6.5 Transactions in connection with stock-based compensation plans (1.5) — (1.5) Treasury stock purchases (168.8) — (168.8) Balance at March 31, 2023 $ 4,710.9 $ 12.5 $ 4,723.4 PBF LLC (in millions) PBF Energy Company LLC Equity Noncontrolling Interest in PBF Holding Noncontrolling Total Equity Balance at January 1, 2022 $ 1,722.9 $ 12.2 $ 499.0 $ 2,234.1 Comprehensive income (loss) (3.0) (1.1) 18.9 14.8 Dividends and distributions — — (10.0) (10.0) Stock-based compensation expense 6.6 — 0.7 7.3 Transactions in connection with stock-based compensation plans (1.3) — — (1.3) Balance at March 31, 2022 $ 1,725.2 $ 11.1 $ 508.6 $ 2,244.9 Treasury Stock On December 12, 2022, the Company’s Board of Directors authorized the repurchase of up to $500.0 million of PBF Energy's Class A common stock (as amended from time to time, the “Repurchase Program”). During the first quarter of 2023, the Company purchased 4,047,286 shares for $167.6 million, inclusive of commissions paid. During the fourth quarter of 2022, the Company purchased 4,192,555 shares for $156.4 million, inclusive of commissions paid. As noted in Noted 17 - Subsequent Events, on May 3, 2023, the Company's Board of Directors approved an increase in the repurchase authorization amount under the Repurchase Program from $500.0 million to $1.0 billion and extended the program expiration date to December 2025. These repurchases were made from time to time through various methods, including open market transactions, block trades, accelerated share repurchases, privately negotiated transactions or otherwise, certain of which have been effected through Rule 10b5-1 plans. The timing and number of shares repurchased depended on a variety of factors, including price, capital availability, legal requirements and economic and market conditions. The Company is not obligated to purchase any shares under the Repurchase Program, and repurchases could be suspended or discontinued at any time without prior notice. The Company records PBF Energy Class A common stock surrendered to cover income tax withholdings for certain directors and employees and others pursuant to the vesting of certain awards under the Company’s equity-based compensation plans as treasury shares. |
DIVIDENDS AND DISTRIBUTIONS
DIVIDENDS AND DISTRIBUTIONS | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
DIVIDENDS AND DISTRIBUTIONS | DIVIDENDS AND DISTRIBUTIONS With respect to dividends and distributions paid during the three months ended March 31, 2023, PBF LLC made an aggregate non-tax quarterly distribution of $26.0 million, or $0.20 per unit to its members, of which $25.8 million was distributed pro-rata to PBF Energy and the balance was distributed to its other members. PBF Energy used this $25.8 million to pay a quarterly cash dividend of $0.20 per share of Class A common stock on March 16, 2023. |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 3 Months Ended |
Mar. 31, 2023 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS The components of net periodic benefit cost related to the Company’s defined benefit plans consisted of the following: (in millions) Three Months Ended March 31, Pension Benefits 2023 2022 Components of net periodic benefit cost: Service cost $ 12.1 $ 13.9 Interest cost 4.3 2.0 Expected return on plan assets (4.8) (4.4) Net periodic benefit cost $ 11.6 $ 11.5 (in millions) Three Months Ended March 31, Post-Retirement Medical Plan 2023 2022 Components of net periodic benefit cost: Service cost $ 0.2 $ 0.2 Interest cost 0.2 0.1 Amortization of prior service cost and actuarial loss — 0.1 Net periodic benefit cost $ 0.4 $ 0.4 |
REVENUES
REVENUES | 3 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
REVENUES | REVENUES As described in “Note 15 - Segment Information”, the Company’s business consists of the Refining Segment and Logistics Segment. The following table provides information relating to the Company’s revenues for each product or group of similar products or services by segment for the periods presented. Three Months Ended March 31, (in millions) 2023 2022 Refining Segment: Gasoline and distillates $ 8,232.6 $ 8,037.7 Feedstocks and other 417.8 334.9 Asphalt and blackoils 403.2 458.9 Chemicals 140.2 207.0 Lubricants 91.7 89.7 Total Refining Revenue 9,285.5 9,128.2 Logistics Segment: Logistics Revenue 98.5 89.4 Total revenue prior to eliminations 9,384.0 9,217.6 Elimination of intercompany revenue (89.0) (75.9) Total Revenues $ 9,295.0 $ 9,141.7 The majority of the Company’s revenues are generated from the sale of refined products. These revenues are largely based on the current spot (market) prices of the products sold, which represent consideration specifically allocable to the products being sold on a given day, and the Company recognizes those revenues upon delivery and transfer of title to the products to our customers. The time at which delivery and transfer of title occurs is the point when the Company’s control of the products is transferred to the Company’s customers and when its performance obligation to its customers is fulfilled. Delivery and transfer of title are specifically agreed to between the Company and customers within the contracts. The Company also has contracts which contain fixed pricing, tiered pricing, minimum volume features with makeup periods, or other factors that have not materially been affected by ASC 606, Revenue from Contracts with Customers. The Company’s Logistics segment revenues are generated by charging fees for crude oil and refined products terminaling, storage and pipeline services based on the greater of contractual minimum volume commitments, as applicable, or the delivery of actual volumes based on contractual rates applied to throughput or storage volumes. A majority of the Company’s logistics revenues are generated by intercompany transactions and are eliminated in consolidation. Deferred Revenue The Company records deferred revenue when cash payments are received or are due in advance of performance, including amounts which are refundable. Deferred revenue was $74.1 million and $40.6 million as of March 31, 2023 and December 31, 2022, respectively. Fluctuations in the deferred revenue balance are primarily driven by the timing and extent of cash payments received or due in advance of satisfying the Company’s performance obligations. The Company’s payment terms vary by type and location of customers and the products offered. The period between invoicing and when payment is due is not significant (i.e. generally within two months). For certain products or services and customer types, the Company requires payment before the products or services are delivered to the customer. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES PBF Energy is required to file federal and applicable state corporate income tax returns and recognizes income taxes on its pre-tax income, which to-date has consisted primarily of its share of PBF LLC’s pre-tax income (approximately 99.3% as of both March 31, 2023 and December 31, 2022). PBF LLC is organized as a limited liability company and PBFX is a partnership, both of which are treated as “flow-through” entities for federal income tax purposes and therefore are not subject to income taxes apart from the income tax attributable to the two subsidiaries acquired in connection with the acquisition of Chalmette Refining and PBF Holding’s wholly-owned Canadian subsidiary, PBF Energy Limited, that are treated as C-Corporations for income tax purposes, with the tax provision calculated based on the effective tax rate for the periods presented. Valuation Allowance The Company assesses the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of existing deferred tax assets. Negative evidence evaluated as part of this assessment includes cumulative losses incurred over a three-year period. Such objective evidence could limit PBF Energy’s ability to consider other subjective evidence, such as PBF Energy’s projections for future taxable income as market conditions, commodity prices and demand for refined products normalize. On the basis of this evaluation, a valuation allowance is recorded to recognize only the portion of deferred tax assets that are more likely than not to be realized. The amount of the deferred tax assets considered realizable, however, could be adjusted if estimates of future taxable income during the carryover period are reduced or increased or if objective negative evidence in the form of cumulative losses is no longer present and additional weight is given to subjective evidence such as PBF Energy’s projections for future taxable income. The Company evaluated all available positive and negative evidence and determined that there was no valuation allowance, as of March 31, 2023 and December 31, 2022, associated with deferred tax assets. Inflation Reduction Act On August 16, 2022, the Inflation Reduction Act (“IRA”) was enacted and signed into law in the United States. The IRA is a budget reconciliation package that includes significant law changes relating to tax, climate change, energy, and health care. The tax provisions include, among other items, a corporate alternative minimum tax of 15%, an excise tax of 1% on corporate stock buy-backs, energy-related tax credits and incentives, and additional Internal Revenue Service funding. Based on the Company’s results over the past three fiscal years, the corporate alternative minimum tax is currently not applicable. The Company does not expect the other tax provisions of the IRA to have a material impact on its Condensed Consolidated Financial Statements. The income tax provision in the PBF Energy Condensed Consolidated Statements of Operations consists of the following: Three Months Ended March 31, (in millions) 2023 2022 Current income tax expense $ 84.1 $ — Deferred income tax expense (benefit) 42.4 (6.1) Total income tax expense (benefit) $ 126.5 $ (6.1) The income tax provision is based on earnings before taxes attributable to PBF Energy and excludes earnings before taxes attributable to noncontrolling interests as such interests are generally not subject to income taxes except as noted above. PBF Energy’s effective income tax rate for the three months ended March 31, 2023 and March 31, 2022, was 24.9% and 22.4%, respectively. PBF Energy’s effective income tax rate for the three months ended March 31, 2023, including the impact of income attributable to noncontrolling interests of $3.8 million, was 24.7%. PBF Energy’s effective income tax rate for the three months ended March 31, 2022, including the impact of income attributable to noncontrolling interests of $17.8 million, was 64.9%. For the three months ended March 31, 2023, PBF Energy’s effective tax rate did not materially differ from the United States statutory rate, inclusive of state income taxes. For the three months ended March 31, 2022, the difference between the United States statutory rate and PBF Energy’s effective tax rate was primarily attributable to changes in the deferred tax asset valuation allowance. The reported income tax provision in the PBF LLC Condensed Consolidated Statements of Operations consists of the following: Three Months Ended March 31, (in millions) 2023 2022 Current income tax expense $ 0.1 $ — Deferred income tax expense (benefit) 0.3 (8.1) Total income tax expense (benefit) $ 0.4 $ (8.1) |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS The tables below present information about the Company’s financial assets and liabilities measured and recorded at fair value on a recurring basis and indicate the fair value hierarchy of the inputs utilized to determine the fair values as of March 31, 2023 and December 31, 2022. The Company has elected to offset the fair value amounts recognized for multiple derivative contracts executed with the same counterparty; however, fair value amounts by hierarchy level are presented on a gross basis in the tables below. The Company has posted cash margin with various counterparties to support hedging and trading activities. The cash margin posted is required by counterparties as collateral deposits and cannot be offset against the fair value of open contracts except in the event of default. The Company has no derivative contracts that are subject to master netting arrangements that are reflected gross on the Condensed Consolidated Balance Sheets. As of March 31, 2023 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet (in millions) Level 1 Level 2 Level 3 Assets: Money market funds $ 160.9 $ — $ — $ 160.9 N/A $ 160.9 Commodity contracts 38.4 51.2 2.6 92.2 (63.8) 28.4 Derivatives included within inventory intermediation agreement obligations — 29.3 — 29.3 — 29.3 Liabilities: Commodity contracts 24.0 39.8 — 63.8 (63.8) — Catalyst obligations — 3.3 — 3.3 — 3.3 Renewable energy credit and emissions obligations — 1,039.4 — 1,039.4 — 1,039.4 Contingent consideration obligation — — 126.0 126.0 — 126.0 As of December 31, 2022 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet (in millions) Level 1 Level 2 Level 3 Assets: Money market funds $ 110.0 $ — $ — $ 110.0 N/A $ 110.0 Commodity contracts 33.8 15.7 — 49.5 (35.6) 13.9 Derivatives included within inventory intermediation agreement obligations — 25.1 — 25.1 — 25.1 Liabilities: Commodity contracts 20.6 11.8 3.2 35.6 (35.6) — Catalyst obligations — 4.0 — 4.0 — 4.0 Renewable energy credit and emissions obligations — 1,361.1 — 1,361.1 — 1,361.1 Contingent consideration obligation — — 147.3 147.3 — 147.3 The valuation methods used to measure financial instruments at fair value are as follows: • Money market funds categorized in Level 1 of the fair value hierarchy are measured at fair value based on quoted market prices and included within Cash and cash equivalents. • The commodity contracts categorized in Level 1 of the fair value hierarchy are measured at fair value based on quoted prices in an active market. The commodity contracts categorized in Level 2 of the fair value hierarchy are measured at fair value using a market approach based upon future commodity prices for similar instruments quoted in active markets. • The derivatives included with inventory intermediation agreement obligations and the catalyst obligations are categorized in Level 2 of the fair value hierarchy and are measured at fair value using a market approach based upon commodity prices for similar instruments quoted in active markets. • Renewable energy credit and emissions obligations primarily represent the Company’s liability for the purchase of (i) biofuel credits (primarily RINs in the U.S.) needed to satisfy its obligation to blend biofuels into the products the Company produces and (ii) emission credits under the AB 32 and similar programs (collectively, the cap-and-trade systems). To the degree the Company is unable to blend biofuels (such as ethanol and biodiesel) at percentages required under the biofuel programs, it must purchase biofuel credits to comply with these programs. Under the cap-and-trade systems, it must purchase emission credits to comply with these systems. The liability for environmental credits is in part based on the Company’s deficit for such credits as of the balance sheet date, if any, after considering any credits acquired, and is equal to the product of the credits deficit and the market price of these credits as of the balance sheet date. To the extent that the Company has a better estimate of the cost at which it settle its obligation, such as agreements to purchase RINs at prices other than the current spot price, the Company considers those costs in valuing the remaining obligation. The environmental credit obligations are categorized in Level 2 of the fair value hierarchy and the Company measured at fair value using a market approach based on quoted prices from an independent pricing service. • When applicable, commodity contracts categorized in Level 3 of the fair value hierarchy consist of commodity price swap contracts that relate to forecasted purchases of crude oil for which quoted forward market prices are not readily available due to market illiquidity. The forward prices used to value these swaps are derived using broker quotes, prices from other third-party sources and other available market based data. • The contingent consideration obligation at March 31, 2023 and December 31, 2022 is categorized in Level 3 of the fair value hierarchy and is estimated using discounted cash flow models based on management’s estimate of the future cash flows related to the earn-out periods. Non-qualified pension plan assets are measured at fair value using a market approach based on published net asset values of mutual funds as a practical expedient. As of March 31, 2023 and December 31, 2022, $19.1 million and $18.6 million, respectively, were included within Deferred charges and other assets, net for these non-qualified pension plan assets. The table below summarizes the changes in fair value measurements categorized in Level 3 of the fair value hierarchy, which primarily includes the change in estimated future earnings related to the Martinez Contingent Consideration: Three Months Ended March 31, (in millions) 2023 2022 Balance at beginning of period $ 150.5 $ 32.3 Additions — — Settlements (5.4) (2.6) Unrealized (gain) loss included in earnings (21.7) 50.3 Balance at end of period $ 123.4 $ 80.0 There were no transfers between levels during the three months ended March 31, 2023 or the three months ended March 31, 2022. Fair value of debt The table below summarizes the carrying value and fair value of debt as of March 31, 2023 and December 31, 2022. March 31, 2023 December 31, 2022 (in millions) Carrying value Fair Carrying value Fair 2028 Senior Notes (a) $ 801.6 $ 771.1 $ 801.6 $ 703.7 2025 Senior Notes (a) 664.5 663.6 664.5 656.0 PBFX 2023 Senior Notes (a) — — 525.0 525.1 Catalyst financing arrangements (b) 3.3 3.3 4.0 4.0 1,469.4 1,438.0 1,995.1 1,888.8 Less - Current debt — — (524.2) (524.2) Unamortized premium — n/a 0.2 n/a Less - Unamortized deferred financing costs (31.4) n/a (36.2) n/a Long-term debt $ 1,438.0 $ 1,438.0 $ 1,434.9 $ 1,364.6 (a) The estimated fair value, categorized as a Level 2 measurement, was calculated based on the present value of future expected payments utilizing implied current market interest rates based on quoted prices of the outstanding senior notes. |
DERIVATIVES
DERIVATIVES | 3 Months Ended |
Mar. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVES | DERIVATIVES The Company uses derivative instruments to mitigate certain exposures to commodity price risk. The Company entered into the Third Inventory Intermediation Agreement that contain purchase obligations for certain volumes of crude oil, intermediates and refined products. The purchase obligations related to crude oil, intermediates and refined products under these agreements are derivative instruments that have been designated as fair value hedges in order to hedge the commodity price volatility of certain refinery inventory. The fair value of these purchase obligation derivatives is based on market prices of the underlying crude oil, intermediates and refined products. The level of activity for these derivatives is based on the level of operating inventories. As of March 31, 2023 and December 31, 2022, there were 2,180,628 and 1,945,994 barrels of crude oil and feedstocks outstanding under these derivative instruments designated as fair value hedges, respectively. As of March 31, 2023, there were 1,321,528 barrels of intermediates and refined products (780,734 barrels at December 31, 2022) outstanding under these derivative instruments designated as fair value hedges. These volumes represent the notional value of the contract. The Company also enters into economic hedges primarily consisting of commodity derivative contracts that are not designated as hedges and are used to manage price volatility in certain crude oil and feedstock inventories as well as crude oil, feedstock, and refined product sales or purchases. The objective in entering into economic hedges is consistent with the objectives discussed above for fair value hedges. As of March 31, 2023, there were 18,941,000 barrels of crude oil and 14,409,000 barrels of refined products (17,890,000 and 12,175,200, respectively, as of December 31, 2022), outstanding under short and long term commodity derivative contracts not designated as hedges representing the notional value of the contracts. The Company also uses derivative instruments to mitigate the risk associated with the price of credits needed to comply with various governmental and regulatory environmental compliance programs. For such contracts that represent derivatives, the Company elects the normal purchase normal sale exception under ASC 815, Derivatives and Hedging , and therefore does not record them at fair value. The following tables provide information regarding the fair values of derivative instruments as of March 31, 2023 and December 31, 2022, and the line items in the Condensed Consolidated Balance Sheets in which fair values are reflected. Description Balance Sheet Location Fair Value (in millions) Derivatives designated as hedging instruments: March 31, 2023: Derivatives included within the inventory intermediation agreement obligations Accrued expenses $ 29.3 December 31, 2022: Derivatives included within the inventory intermediation agreement obligations Accrued expenses $ 25.1 Derivatives not designated as hedging instruments: March 31, 2023: Commodity contracts Accounts receivable $ 28.4 December 31, 2022: Commodity contracts Accounts receivable $ 13.9 The following table provides information regarding gains or losses recognized in income on derivative instruments and the line items in the Condensed Consolidated Statements of Operations in which such gains and losses are reflected. Description Location of Gain or (Loss) Recognized in Income on Derivatives Gain or (Loss) (in millions) Derivatives designated as hedging instruments: For the three months ended March 31, 2023: Derivatives included within the inventory intermediation agreement obligations Cost of products and other $ 4.2 For the three months ended March 31, 2022: Derivatives included within the inventory intermediation agreement obligations Cost of products and other $ 40.7 Derivatives not designated as hedging instruments: For the three months ended March 31, 2023: Commodity contracts Cost of products and other $ 14.8 For the three months ended March 31, 2022: Commodity contracts Cost of products and other $ (26.9) Hedged items designated in fair value hedges: For the three months ended March 31, 2023: Crude oil, intermediate and refined product inventory Cost of products and other $ (4.2) For the three months ended March 31, 2022: Crude oil, intermediate and refined product inventory Cost of products and other $ (40.7) The Company had no ineffectiveness related to the fair value hedges for the three months ended March 31, 2023 or the three months ended March 31, 2022. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION The Company’s operations are organized into two reportable segments, Refining and Logistics. Operations that are not included in the Refining or Logistics segments are included in Corporate. Intersegment transactions are eliminated in the Condensed Consolidated Financial Statements and are included in the Eliminations column below. Refining The Company’s Refining segment includes the operations of its six refineries, including certain related logistics assets that are not owned by PBFX. The Company’s refineries are located in Delaware City, Delaware, Paulsboro, New Jersey, Toledo, Ohio, Chalmette, Louisiana, Torrance, California and Martinez, California. The refineries produce unbranded transportation fuels, heating oil, petrochemical feedstocks, lubricants and other petroleum products in the United States. The Company purchases crude oil, other feedstocks and blending components from various third-party suppliers. The Company sells products throughout the Northeast, Midwest, Gulf Coast and West Coast of the United States, as well as in other regions of the United States, Canada and Mexico, and is able to ship products to other international destinations. Logistics The Company’s Logistics segment is comprised of PBFX, a partnership, formed to own or lease, operate, develop and acquire crude oil and refined products terminals, pipelines, storage facilities and similar logistics assets. PBFX’s assets primarily consist of rail and truck terminals and unloading racks, tank farms and pipelines that were acquired from or contributed by PBF LLC and are located at, or nearby, the Company’s refineries. PBFX provides various rail, truck and marine terminaling services, pipeline transportation services and storage services to PBF Holding and/or its subsidiaries and third-party customers through fee-based commercial agreements. PBFX currently does not generate significant third-party revenues and intersegment related-party revenues are eliminated in consolidation. From a PBF Energy and PBF LLC perspective, the Company’s chief operating decision maker evaluates the Logistics segment as a whole without regard to any of PBFX’s individual operating segments. The Company evaluates the performance of its segments based primarily on income from operations. Income from operations includes those revenues and expenses that are directly attributable to management of the respective segment. The Logistics segment’s revenues include intersegment transactions with the Company’s Refining segment at prices the Company believes are substantially equivalent to the prices that could have been negotiated with unaffiliated parties with respect to similar services. Activities of the Company’s business that are not included in the two operating segments are included in Corporate. Such activities consist primarily of corporate staff operations and other items that are not specific to the normal operations of the two operating segments. The Company does not allocate non-operating income and expense items, including income taxes, to the individual segments. The Refining segment’s operating subsidiaries and PBFX are primarily pass-through entities with respect to income taxes. Total assets of each segment consist of property, plant and equipment, inventories, cash and cash equivalents, accounts receivable and other assets directly associated with the segment’s operations. Corporate assets consist primarily of non-operating property, plant and equipment and other assets not directly related to the Company’s refinery and logistics operations. Disclosures regarding the Company’s reportable segments with reconciliations to consolidated totals for the three months ended March 31, 2023 and March 31, 2022 are presented below. Three Months Ended March 31, 2023 PBF Energy - (in millions) Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 9,285.5 $ 98.5 $ — $ (89.0) $ 9,295.0 Depreciation and amortization expense 132.9 9.0 1.9 — 143.8 Income (loss) from operations 525.7 49.7 (43.0) — 532.4 Interest (income) expense, net (4.1) 3.7 19.1 — 18.7 Capital expenditures 379.2 2.7 1.2 — 383.1 Three Months Ended March 31, 2022 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 9,128.2 $ 89.4 $ — $ (75.9) $ 9,141.7 Depreciation and amortization expense 108.8 9.5 1.9 — 120.2 Income (loss) from operations 146.1 46.4 (101.5) — 91.0 Interest expense, net 3.1 10.1 65.2 — 78.4 Capital expenditures 223.1 1.4 1.0 — 225.5 Balance at March 31, 2023 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 12,293.4 $ 827.4 $ 56.5 $ (38.2) $ 13,139.1 Balance at December 31, 2022 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 12,587.9 $ 863.1 $ 136.3 $ (38.2) $ 13,549.1 Three Months Ended March 31, 2023 PBF LLC - (in millions) Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 9,285.5 $ 98.5 $ — $ (89.0) $ 9,295.0 Depreciation and amortization expense 132.9 9.0 1.9 — 143.8 Income (loss) from operations 525.7 49.7 (42.7) — 532.7 Interest (income) expense, net (4.1) 3.7 28.5 — 28.1 Capital expenditures 379.2 2.7 1.2 — 383.1 Three Months Ended March 31, 2022 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 9,128.2 $ 89.4 $ — $ (75.9) $ 9,141.7 Depreciation and amortization expense 108.8 9.5 1.9 — 120.2 Income (loss) from operations 146.1 46.4 (101.1) — 91.4 Interest expense, net 3.1 10.1 67.8 — 81.0 Capital expenditures 223.1 1.4 1.0 — 225.5 Balance at March 31, 2023 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 12,293.4 $ 827.4 $ 52.4 $ (38.2) $ 13,135.0 Balance at December 31, 2022 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 12,587.9 $ 863.1 $ 134.5 $ (38.2) $ 13,547.3 |
NET INCOME PER SHARE OF PBF ENE
NET INCOME PER SHARE OF PBF ENERGY | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
NET INCOME PER SHARE OF PBF ENERGY | NET INCOME PER SHARE OF PBF ENERGY The Company grants certain equity-based compensation awards to employees and non-employee directors that are considered to be participating securities. Due to the presence of participating securities, the Company has calculated net income (loss) per share of PBF Energy Class A common stock using the two-class method. The following table sets forth the computation of basic and diluted net income per share of PBF Energy Class A common stock attributable to PBF Energy for the periods presented: (in millions, except share and per share amounts) Three Months Ended March 31, Basic Earnings Per Share: 2023 2022 Allocation of earnings: Net income (loss) attributable to PBF Energy Inc. stockholders $ 382.1 $ (21.1) Less: Income allocated to participating securities — — Income (loss) available to PBF Energy Inc. stockholders - basic $ 382.1 $ (21.1) Denominator for basic net income (loss) per Class A common share - weighted average shares 128,787,779 120,339,041 Basic net income (loss) attributable to PBF Energy per Class A common share $ 2.97 $ (0.18) Diluted Earnings Per Share: Numerator: Income (loss) available to PBF Energy Inc. stockholders - basic $ 382.1 $ (21.1) Plus: Net income attributable to noncontrolling interest (1) 3.5 — Less: Income tax expense on net income attributable to noncontrolling interest (1) (0.9) — Numerator for diluted net income (loss) per PBF Energy Class A common share - net income (loss) attributable to PBF Energy Inc. stockholders (1) $ 384.7 $ (21.1) Denominator: (1) Denominator for basic net income (loss) per PBF Energy Class A common share-weighted average shares 128,787,779 120,339,041 Effect of dilutive securities: (2) Conversion of PBF LLC Series A Units 910,457 — Common stock equivalents 4,801,041 — Denominator for diluted net income (loss) per PBF Energy Class A common share-adjusted weighted average shares 134,499,277 120,339,041 Diluted net income (loss) attributable to PBF Energy Inc. stockholders per PBF Energy Class A common share $ 2.86 $ (0.18) ___________________________________________ (1) The diluted earnings per share calculation generally assumes the conversion of all outstanding PBF LLC Series A Units to PBF Energy Class A common stock. The net income (loss) attributable to PBF Energy used in the numerator of the diluted earnings per share calculation is adjusted to reflect the net income (loss), as well as the corresponding income tax expense (benefit) (based on a 26.0% and a 25.9% estimated annualized statutory corporate tax rate for the three months ended March 31, 2023 and March 31, 2022), attributable to the converted units. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Dividend Declared On May 5, 2023, PBF Energy announced a dividend of $0.20 per share on outstanding PBF Energy Class A common stock. The dividend is payable on May 31, 2023 to PBF Energy Class A common stockholders of record at the close of business on May 17, 2023. Share Repurchases On May 3, 2023, the Company's Board of Directors approved an increase in the repurchase authorization amount under the Repurchase Program from $500.0 million to $1.0 billion and extended the program expiration date to December 2025. These repurchases may be made from time to time through various methods, including open market transactions, block trades, accelerated share repurchases, privately negotiated transactions or otherwise, certain of which may be effected through Rule 10b5-1 and Rule 10b-18 plans. The timing and number of shares repurchased will depend on a variety of factors, including price, capital availability, legal requirements and economic and market conditions. The Company is not obligated to purchase any shares under the Repurchase Program, and repurchases may be suspended or discontinued at any time without prior notice. From April 1, 2023 through May 4, 2023, the Company purchased an additional 580,066 shares of PBF Energy’s Class A common stock under the Repurchase Program for $21.9 million, inclusive of commissions paid. |
DESCRIPTION OF THE BUSINESS A_2
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited condensed consolidated financial information furnished herein reflects all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, considered necessary for a fair presentation of the financial position and the results of operations and cash flows of the Company for the periods presented. All intercompany accounts and transactions have been eliminated in consolidation. These unaudited Condensed Consolidated Financial Statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. These interim Condensed Consolidated Financial Statements should be read in conjunction with the PBF Energy and PBF LLC financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2022. The results of operations for the three months ended March 31, 2023 are not necessarily indicative of the results to be expected for the full year. |
Reclassification | Reclassification As of March 31, 2023, proceeds from and payments of the PBF LLC Affiliate note payable with PBF Energy, previously disclosed as net, in the PBF LLC Condensed Consolidated Statement of Cash Flows, are now disclosed gross as separate line items. The prior year PBF LLC Condensed Consolidated Statement of Cash Flows presentation was adjusted to conform to the 2023 presentation. |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories consisted of the following: March 31, 2023 (in millions) Titled Inventory Inventory Intermediation Agreement Total Crude oil and feedstocks $ 1,189.0 $ 156.6 $ 1,345.6 Refined products and blendstocks 1,283.4 83.2 1,366.6 Warehouse stock and other 142.7 — 142.7 $ 2,615.1 $ 239.8 $ 2,854.9 Lower of cost or market adjustment — — — Total inventories $ 2,615.1 $ 239.8 $ 2,854.9 December 31, 2022 (in millions) Titled Inventory Inventory Intermediation Agreement Total Crude oil and feedstocks $ 1,195.2 $ 140.9 $ 1,336.1 Refined products and blendstocks 1,244.7 40.9 1,285.6 Warehouse stock and other 141.9 — 141.9 $ 2,581.8 $ 181.8 $ 2,763.6 Lower of cost or market adjustment — — — Total inventories $ 2,581.8 $ 181.8 $ 2,763.6 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Schedule of accrued expenses | Accrued expenses consisted of the following: PBF Energy (in millions) March 31, 2023 December 31, 2022 Inventory-related accruals $ 1,543.2 $ 1,417.4 Renewable energy credit and emissions obligations (a) 1,039.4 1,361.1 Inventory intermediation agreement (b) 164.3 98.3 Accrued transportation costs 142.4 127.3 Excise and sales tax payable 128.8 123.6 Accrued income tax payable 97.6 16.5 Accrued capital expenditures 93.5 86.3 Accrued utilities 83.3 105.4 Contingent consideration 80.0 81.6 Accrued salaries and benefits 79.0 173.1 Accrued refinery maintenance and support costs 45.9 48.1 Accrued interest 20.5 24.9 Environmental liabilities 14.8 14.9 Current finance lease liabilities 11.7 11.7 Other 92.8 30.6 Total accrued expenses $ 3,637.2 $ 3,720.8 |
PBF LLC | |
Schedule of accrued expenses | PBF LLC (in millions) March 31, 2023 December 31, 2022 Inventory-related accruals $ 1,543.2 $ 1,417.4 Renewable energy credit and emissions obligations (a) 1,039.4 1,361.1 Inventory intermediation agreement (b) 164.3 98.3 Accrued transportation costs 142.4 127.3 Excise and sales tax payable 128.8 123.6 Accrued capital expenditures 93.5 86.3 Accrued interest 89.1 84.2 Accrued utilities 83.3 105.4 Contingent consideration 80.0 81.6 Accrued salaries and benefits 79.0 173.1 Accrued refinery maintenance and support costs 45.9 48.1 Environmental liabilities 14.8 14.9 Current finance lease liabilities 11.7 11.7 Accrued income tax payable 2.1 5.2 Other 87.1 30.1 Total accrued expenses $ 3,604.6 $ 3,768.3 ______________________ (a) The Company is subject to obligations to purchase Renewable Identification Numbers (“RINs”) required to comply with the Renewable Fuel Standard. The Company’s overall RINs obligation is based on a percentage of domestic shipments of on-road fuels as established by Environmental Protection Agency. To the degree the Company is unable to blend the required amount of biofuels to satisfy its RINs obligation, RINs must be purchased on the open market to avoid penalties and fines. The Company records its RINs obligation on a net basis in Accrued expenses when its RINs liability is greater than the amount of RINs earned and purchased in a given period and in Prepaid and other current assets when the amount of RINs earned and purchased is greater than the RINs liability. In addition, the Company is subject to obligations to comply with federal and state legislative and regulatory measures, including regulations in the state of California pursuant to Assembly Bill 32 (“AB 32”), to address environmental compliance and greenhouse gas and other emissions. These requirements include incremental costs to operate and maintain our facilities as well as to implement and manage new emission controls and programs. Renewable energy credit and emissions obligations fluctuate with the volume of applicable product sales and timing of credit purchases. From time to time, the Company enters into forward purchase commitments in order to acquire its renewable energy and emissions credits at fixed prices. As of March 31, 2023, the Company had entered into approximately $638.7 million of such forward purchase commitments with respect to its total accrued renewable energy and emissions obligations. Our RIN obligations will be settled in accordance with established regulatory deadlines. The Company’s AB 32 liability is part of an ongoing triennial period program which will be settled through 2024. (b) The Company has the obligation to repurchase the J. Aron Products that are held in its Storage Tanks in accordance with the Third Inventory Intermediation Agreement. As of March 31, 2023 and December 31, 2022, a liability is recognized based on the repurchase obligation under the Third Inventory Intermediation Agreement for the J. Aron owned inventory held in the Company’s Storage Tanks, with any change in the market price being recorded in Cost of products and other. |
CREDIT FACILITIES AND DEBT (Tab
CREDIT FACILITIES AND DEBT (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Summary of long-term debt outstanding | Debt outstanding consists of the following: (in millions) March 31, 2023 December 31, 2022 2028 Senior Notes $ 801.6 $ 801.6 2025 Senior Notes 664.5 664.5 PBFX 2023 Senior Notes — 525.0 Revolving Credit Facility — — PBFX Revolving Credit Facility — — Catalyst financing arrangements 3.3 4.0 1,469.4 1,995.1 Less — Current debt — (524.2) Unamortized premium — 0.2 Unamortized deferred financing costs (31.4) (36.2) Long-term debt $ 1,438.0 $ 1,434.9 |
EQUITY (Tables)
EQUITY (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Noncontrolling Interest [Line Items] | |
Schedule of Stockholders Equity | The following tables summarize the changes in equity for the controlling and noncontrolling interests of PBF Energy for the three months ended March 31, 2023 and 2022, respectively: PBF Energy (in millions) PBF Energy Inc. Equity Noncontrolling Noncontrolling Total Equity Balance at January 1, 2023 $ 4,929.2 $ 114.6 $ 12.2 $ 5,056.0 Comprehensive income 382.5 3.5 0.3 386.3 Dividends and distributions (26.0) (0.2) — (26.2) Stock-based compensation expense 6.5 — — 6.5 Transactions in connection with stock-based compensation plans 14.4 — — 14.4 Treasury stock purchases (168.8) — — (168.8) Other 0.1 — — 0.1 Balance at March 31, 2023 $ 5,137.9 $ 117.9 $ 12.5 $ 5,268.3 PBF Energy (in millions) PBF Energy Inc. Equity Noncontrolling Noncontrolling Noncontrolling Total Equity Balance at January 1, 2022 $ 1,926.2 $ 95.4 $ 12.2 $ 499.0 $ 2,532.8 Comprehensive income (loss) (22.1) — (1.1) 18.9 (4.3) Dividends and distributions — — — (10.0) (10.0) Stock-based compensation expense 6.6 — — 0.7 7.3 Transactions in connection with stock-based compensation plans 0.6 — — — 0.6 Effects of exchanges of PBF LLC Series A Units on deferred tax assets and liabilities and Tax Receivable Agreement obligation (0.3) — — — (0.3) Balance at March 31, 2022 $ 1,911.0 $ 95.4 $ 11.1 $ 508.6 $ 2,526.1 |
PBF LLC | |
Noncontrolling Interest [Line Items] | |
Schedule of noncontrolling interest | The noncontrolling interest ownership percentages in PBF LLC as of December 31, 2022 and March 31, 2023 are calculated as follows: Holders of PBF LLC Series A Units Outstanding Shares of PBF Energy Class A Common Stock Total * December 31, 2022 910,457 129,639,307 130,549,764 0.7% 99.3% 100.0% March 31, 2023 910,457 126,543,857 127,454,314 0.7% 99.3% 100.0% —————————— * Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one-for-one basis. |
Schedule of Stockholders Equity | The following tables summarize the changes in equity for the controlling and noncontrolling interests of PBF LLC for the three months ended March 31, 2023 and 2022, respectively: PBF LLC (in millions) PBF Energy Company LLC Equity Noncontrolling Interest in PBF Holding Total Equity Balance at January 1, 2023 $ 4,397.9 $ 12.2 $ 4,410.1 Comprehensive income 503.0 0.3 503.3 Dividends and distributions (26.2) — (26.2) Stock-based compensation expense 6.5 — 6.5 Transactions in connection with stock-based compensation plans (1.5) — (1.5) Treasury stock purchases (168.8) — (168.8) Balance at March 31, 2023 $ 4,710.9 $ 12.5 $ 4,723.4 PBF LLC (in millions) PBF Energy Company LLC Equity Noncontrolling Interest in PBF Holding Noncontrolling Total Equity Balance at January 1, 2022 $ 1,722.9 $ 12.2 $ 499.0 $ 2,234.1 Comprehensive income (loss) (3.0) (1.1) 18.9 14.8 Dividends and distributions — — (10.0) (10.0) Stock-based compensation expense 6.6 — 0.7 7.3 Transactions in connection with stock-based compensation plans (1.3) — — (1.3) Balance at March 31, 2022 $ 1,725.2 $ 11.1 $ 508.6 $ 2,244.9 |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract] | |
Schedule of net periodic benefit cost | The components of net periodic benefit cost related to the Company’s defined benefit plans consisted of the following: (in millions) Three Months Ended March 31, Pension Benefits 2023 2022 Components of net periodic benefit cost: Service cost $ 12.1 $ 13.9 Interest cost 4.3 2.0 Expected return on plan assets (4.8) (4.4) Net periodic benefit cost $ 11.6 $ 11.5 (in millions) Three Months Ended March 31, Post-Retirement Medical Plan 2023 2022 Components of net periodic benefit cost: Service cost $ 0.2 $ 0.2 Interest cost 0.2 0.1 Amortization of prior service cost and actuarial loss — 0.1 Net periodic benefit cost $ 0.4 $ 0.4 |
REVENUES (Tables)
REVENUES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of revenue from external customers by products and services | The following table provides information relating to the Company’s revenues for each product or group of similar products or services by segment for the periods presented. Three Months Ended March 31, (in millions) 2023 2022 Refining Segment: Gasoline and distillates $ 8,232.6 $ 8,037.7 Feedstocks and other 417.8 334.9 Asphalt and blackoils 403.2 458.9 Chemicals 140.2 207.0 Lubricants 91.7 89.7 Total Refining Revenue 9,285.5 9,128.2 Logistics Segment: Logistics Revenue 98.5 89.4 Total revenue prior to eliminations 9,384.0 9,217.6 Elimination of intercompany revenue (89.0) (75.9) Total Revenues $ 9,295.0 $ 9,141.7 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Summary of the income tax provision | The income tax provision in the PBF Energy Condensed Consolidated Statements of Operations consists of the following: Three Months Ended March 31, (in millions) 2023 2022 Current income tax expense $ 84.1 $ — Deferred income tax expense (benefit) 42.4 (6.1) Total income tax expense (benefit) $ 126.5 $ (6.1) |
PBF LLC | |
Summary of the income tax provision | The reported income tax provision in the PBF LLC Condensed Consolidated Statements of Operations consists of the following: Three Months Ended March 31, (in millions) 2023 2022 Current income tax expense $ 0.1 $ — Deferred income tax expense (benefit) 0.3 (8.1) Total income tax expense (benefit) $ 0.4 $ (8.1) |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The tables below present information about the Company’s financial assets and liabilities measured and recorded at fair value on a recurring basis and indicate the fair value hierarchy of the inputs utilized to determine the fair values as of March 31, 2023 and December 31, 2022. The Company has elected to offset the fair value amounts recognized for multiple derivative contracts executed with the same counterparty; however, fair value amounts by hierarchy level are presented on a gross basis in the tables below. The Company has posted cash margin with various counterparties to support hedging and trading activities. The cash margin posted is required by counterparties as collateral deposits and cannot be offset against the fair value of open contracts except in the event of default. The Company has no derivative contracts that are subject to master netting arrangements that are reflected gross on the Condensed Consolidated Balance Sheets. As of March 31, 2023 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet (in millions) Level 1 Level 2 Level 3 Assets: Money market funds $ 160.9 $ — $ — $ 160.9 N/A $ 160.9 Commodity contracts 38.4 51.2 2.6 92.2 (63.8) 28.4 Derivatives included within inventory intermediation agreement obligations — 29.3 — 29.3 — 29.3 Liabilities: Commodity contracts 24.0 39.8 — 63.8 (63.8) — Catalyst obligations — 3.3 — 3.3 — 3.3 Renewable energy credit and emissions obligations — 1,039.4 — 1,039.4 — 1,039.4 Contingent consideration obligation — — 126.0 126.0 — 126.0 As of December 31, 2022 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet (in millions) Level 1 Level 2 Level 3 Assets: Money market funds $ 110.0 $ — $ — $ 110.0 N/A $ 110.0 Commodity contracts 33.8 15.7 — 49.5 (35.6) 13.9 Derivatives included within inventory intermediation agreement obligations — 25.1 — 25.1 — 25.1 Liabilities: Commodity contracts 20.6 11.8 3.2 35.6 (35.6) — Catalyst obligations — 4.0 — 4.0 — 4.0 Renewable energy credit and emissions obligations — 1,361.1 — 1,361.1 — 1,361.1 Contingent consideration obligation — — 147.3 147.3 — 147.3 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The table below summarizes the changes in fair value measurements categorized in Level 3 of the fair value hierarchy, which primarily includes the change in estimated future earnings related to the Martinez Contingent Consideration: Three Months Ended March 31, (in millions) 2023 2022 Balance at beginning of period $ 150.5 $ 32.3 Additions — — Settlements (5.4) (2.6) Unrealized (gain) loss included in earnings (21.7) 50.3 Balance at end of period $ 123.4 $ 80.0 |
Schedule of Fair value of Debt | The table below summarizes the carrying value and fair value of debt as of March 31, 2023 and December 31, 2022. March 31, 2023 December 31, 2022 (in millions) Carrying value Fair Carrying value Fair 2028 Senior Notes (a) $ 801.6 $ 771.1 $ 801.6 $ 703.7 2025 Senior Notes (a) 664.5 663.6 664.5 656.0 PBFX 2023 Senior Notes (a) — — 525.0 525.1 Catalyst financing arrangements (b) 3.3 3.3 4.0 4.0 1,469.4 1,438.0 1,995.1 1,888.8 Less - Current debt — — (524.2) (524.2) Unamortized premium — n/a 0.2 n/a Less - Unamortized deferred financing costs (31.4) n/a (36.2) n/a Long-term debt $ 1,438.0 $ 1,438.0 $ 1,434.9 $ 1,364.6 (a) The estimated fair value, categorized as a Level 2 measurement, was calculated based on the present value of future expected payments utilizing implied current market interest rates based on quoted prices of the outstanding senior notes. |
DERIVATIVES (Tables)
DERIVATIVES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Fair Value of Derivative Instruments | The following tables provide information regarding the fair values of derivative instruments as of March 31, 2023 and December 31, 2022, and the line items in the Condensed Consolidated Balance Sheets in which fair values are reflected. Description Balance Sheet Location Fair Value (in millions) Derivatives designated as hedging instruments: March 31, 2023: Derivatives included within the inventory intermediation agreement obligations Accrued expenses $ 29.3 December 31, 2022: Derivatives included within the inventory intermediation agreement obligations Accrued expenses $ 25.1 Derivatives not designated as hedging instruments: March 31, 2023: Commodity contracts Accounts receivable $ 28.4 December 31, 2022: Commodity contracts Accounts receivable $ 13.9 |
Schedule of Derivative Instruments, Gain (Loss) Recognized in Income | The following table provides information regarding gains or losses recognized in income on derivative instruments and the line items in the Condensed Consolidated Statements of Operations in which such gains and losses are reflected. Description Location of Gain or (Loss) Recognized in Income on Derivatives Gain or (Loss) (in millions) Derivatives designated as hedging instruments: For the three months ended March 31, 2023: Derivatives included within the inventory intermediation agreement obligations Cost of products and other $ 4.2 For the three months ended March 31, 2022: Derivatives included within the inventory intermediation agreement obligations Cost of products and other $ 40.7 Derivatives not designated as hedging instruments: For the three months ended March 31, 2023: Commodity contracts Cost of products and other $ 14.8 For the three months ended March 31, 2022: Commodity contracts Cost of products and other $ (26.9) Hedged items designated in fair value hedges: For the three months ended March 31, 2023: Crude oil, intermediate and refined product inventory Cost of products and other $ (4.2) For the three months ended March 31, 2022: Crude oil, intermediate and refined product inventory Cost of products and other $ (40.7) |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting information | Disclosures regarding the Company’s reportable segments with reconciliations to consolidated totals for the three months ended March 31, 2023 and March 31, 2022 are presented below. Three Months Ended March 31, 2023 PBF Energy - (in millions) Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 9,285.5 $ 98.5 $ — $ (89.0) $ 9,295.0 Depreciation and amortization expense 132.9 9.0 1.9 — 143.8 Income (loss) from operations 525.7 49.7 (43.0) — 532.4 Interest (income) expense, net (4.1) 3.7 19.1 — 18.7 Capital expenditures 379.2 2.7 1.2 — 383.1 Three Months Ended March 31, 2022 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 9,128.2 $ 89.4 $ — $ (75.9) $ 9,141.7 Depreciation and amortization expense 108.8 9.5 1.9 — 120.2 Income (loss) from operations 146.1 46.4 (101.5) — 91.0 Interest expense, net 3.1 10.1 65.2 — 78.4 Capital expenditures 223.1 1.4 1.0 — 225.5 Balance at March 31, 2023 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 12,293.4 $ 827.4 $ 56.5 $ (38.2) $ 13,139.1 Balance at December 31, 2022 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 12,587.9 $ 863.1 $ 136.3 $ (38.2) $ 13,549.1 Three Months Ended March 31, 2023 PBF LLC - (in millions) Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 9,285.5 $ 98.5 $ — $ (89.0) $ 9,295.0 Depreciation and amortization expense 132.9 9.0 1.9 — 143.8 Income (loss) from operations 525.7 49.7 (42.7) — 532.7 Interest (income) expense, net (4.1) 3.7 28.5 — 28.1 Capital expenditures 379.2 2.7 1.2 — 383.1 Three Months Ended March 31, 2022 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 9,128.2 $ 89.4 $ — $ (75.9) $ 9,141.7 Depreciation and amortization expense 108.8 9.5 1.9 — 120.2 Income (loss) from operations 146.1 46.4 (101.1) — 91.4 Interest expense, net 3.1 10.1 67.8 — 81.0 Capital expenditures 223.1 1.4 1.0 — 225.5 Balance at March 31, 2023 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 12,293.4 $ 827.4 $ 52.4 $ (38.2) $ 13,135.0 Balance at December 31, 2022 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 12,587.9 $ 863.1 $ 134.5 $ (38.2) $ 13,547.3 |
NET INCOME PER SHARE OF PBF E_2
NET INCOME PER SHARE OF PBF ENERGY (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Computation of basic and diluted net income per common share | The following table sets forth the computation of basic and diluted net income per share of PBF Energy Class A common stock attributable to PBF Energy for the periods presented: (in millions, except share and per share amounts) Three Months Ended March 31, Basic Earnings Per Share: 2023 2022 Allocation of earnings: Net income (loss) attributable to PBF Energy Inc. stockholders $ 382.1 $ (21.1) Less: Income allocated to participating securities — — Income (loss) available to PBF Energy Inc. stockholders - basic $ 382.1 $ (21.1) Denominator for basic net income (loss) per Class A common share - weighted average shares 128,787,779 120,339,041 Basic net income (loss) attributable to PBF Energy per Class A common share $ 2.97 $ (0.18) Diluted Earnings Per Share: Numerator: Income (loss) available to PBF Energy Inc. stockholders - basic $ 382.1 $ (21.1) Plus: Net income attributable to noncontrolling interest (1) 3.5 — Less: Income tax expense on net income attributable to noncontrolling interest (1) (0.9) — Numerator for diluted net income (loss) per PBF Energy Class A common share - net income (loss) attributable to PBF Energy Inc. stockholders (1) $ 384.7 $ (21.1) Denominator: (1) Denominator for basic net income (loss) per PBF Energy Class A common share-weighted average shares 128,787,779 120,339,041 Effect of dilutive securities: (2) Conversion of PBF LLC Series A Units 910,457 — Common stock equivalents 4,801,041 — Denominator for diluted net income (loss) per PBF Energy Class A common share-adjusted weighted average shares 134,499,277 120,339,041 Diluted net income (loss) attributable to PBF Energy Inc. stockholders per PBF Energy Class A common share $ 2.86 $ (0.18) ___________________________________________ (1) The diluted earnings per share calculation generally assumes the conversion of all outstanding PBF LLC Series A Units to PBF Energy Class A common stock. The net income (loss) attributable to PBF Energy used in the numerator of the diluted earnings per share calculation is adjusted to reflect the net income (loss), as well as the corresponding income tax expense (benefit) (based on a 26.0% and a 25.9% estimated annualized statutory corporate tax rate for the three months ended March 31, 2023 and March 31, 2022), attributable to the converted units. |
DESCRIPTION OF THE BUSINESS A_3
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Details) | Mar. 31, 2023 | Dec. 31, 2022 | |
Description of Business [Line Items] | |||
Percentage of ownership in PBF LLC | [1] | 100% | 100% |
Class A Common Stock | PBF Energy Inc. | |||
Description of Business [Line Items] | |||
Percentage of ownership in PBF LLC | 99.30% | 99.30% | |
Series A Units | PBF LLC | |||
Description of Business [Line Items] | |||
Percentage of ownership in PBF LLC | 0.70% | 0.70% | |
[1]Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one-for-one basis. |
CURRENT EXPECTED CREDIT LOSSES
CURRENT EXPECTED CREDIT LOSSES (Additional Information) (Details) - USD ($) | Mar. 31, 2023 | Dec. 31, 2022 |
Credit Loss [Abstract] | ||
Allowance for doubtful accounts | $ 0 | $ 0 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Inventory [Line Items] | ||
Crude oil and feedstocks | $ 1,345.6 | $ 1,336.1 |
Refined products and blendstocks | 1,366.6 | 1,285.6 |
Warehouse stock and other | 142.7 | 141.9 |
Inventory, Gross | 2,854.9 | 2,763.6 |
Lower of cost or market adjustment | 0 | 0 |
Total inventories | 2,854.9 | 2,763.6 |
Titled Inventory | ||
Inventory [Line Items] | ||
Crude oil and feedstocks | 1,189 | 1,195.2 |
Refined products and blendstocks | 1,283.4 | 1,244.7 |
Warehouse stock and other | 142.7 | 141.9 |
Inventory, Gross | 2,615.1 | 2,581.8 |
Lower of cost or market adjustment | 0 | 0 |
Total inventories | 2,615.1 | 2,581.8 |
Inventory Intermediation Agreement | ||
Inventory [Line Items] | ||
Crude oil and feedstocks | 156.6 | 140.9 |
Refined products and blendstocks | 83.2 | 40.9 |
Warehouse stock and other | 0 | 0 |
Inventory, Gross | 239.8 | 181.8 |
Lower of cost or market adjustment | 0 | 0 |
Total inventories | 239.8 | 181.8 |
Scenario, Adjustment | ||
Inventory [Line Items] | ||
Lower of cost or market adjustment | $ 0 | $ 0 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 | |
Accrued Expenses: | |||
Inventory-related accruals | $ 1,543.2 | $ 1,417.4 | |
Renewable energy credit and emissions obligations | [1] | 1,039.4 | 1,361.1 |
Inventory intermediation agreements | [2] | 164.3 | 98.3 |
Accrued transportation costs | 142.4 | 127.3 | |
Excise and sales tax payable | 128.8 | 123.6 | |
Accrued income tax payable | 97.6 | 16.5 | |
Accrued capital expenditures | 93.5 | 86.3 | |
Accrued utilities | 83.3 | 105.4 | |
Contingent consideration | 80 | 81.6 | |
Accrued salaries and benefits | 79 | 173.1 | |
Accrued refinery maintenance and support costs | 45.9 | 48.1 | |
Accrued interest | 20.5 | 24.9 | |
Environmental liabilities | 14.8 | 14.9 | |
Current finance lease liabilities | 11.7 | 11.7 | |
Other | 92.8 | 30.6 | |
Total accrued expenses | $ 3,637.2 | $ 3,720.8 | |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Total accrued expenses | Total accrued expenses | |
Forward Purchase Commitments for Renewable Energy Credit Obligations | $ 638.7 | ||
PBF LLC | |||
Accrued Expenses: | |||
Inventory-related accruals | 1,543.2 | $ 1,417.4 | |
Renewable energy credit and emissions obligations | [1] | 1,039.4 | 1,361.1 |
Inventory intermediation agreements | [2] | 164.3 | 98.3 |
Accrued transportation costs | 142.4 | 127.3 | |
Excise and sales tax payable | 128.8 | 123.6 | |
Accrued income tax payable | 2.1 | 5.2 | |
Accrued capital expenditures | 93.5 | 86.3 | |
Accrued utilities | 83.3 | 105.4 | |
Contingent consideration | 80 | 81.6 | |
Accrued salaries and benefits | 79 | 173.1 | |
Accrued refinery maintenance and support costs | 45.9 | 48.1 | |
Accrued interest | 89.1 | 84.2 | |
Environmental liabilities | 14.8 | 14.9 | |
Current finance lease liabilities | 11.7 | 11.7 | |
Other | 87.1 | 30.1 | |
Total accrued expenses | $ 3,604.6 | $ 3,768.3 | |
[1]The Company is subject to obligations to purchase Renewable Identification Numbers (“RINs”) required to comply with the Renewable Fuel Standard. The Company’s overall RINs obligation is based on a percentage of domestic shipments of on-road fuels as established by Environmental Protection Agency. To the degree the Company is unable to blend the required amount of biofuels to satisfy its RINs obligation, RINs must be purchased on the open market to avoid penalties and fines. The Company records its RINs obligation on a net basis in Accrued expenses when its RINs liability is greater than the amount of RINs earned and purchased in a given period and in Prepaid and other current assets when the amount of RINs earned and purchased is greater than the RINs liability. In addition, the Company is subject to obligations to comply with federal and state legislative and regulatory measures, including regulations in the state of California pursuant to Assembly Bill 32 (“AB 32”), to address environmental compliance and greenhouse gas and other emissions. These requirements include incremental costs to operate and maintain our facilities as well as to implement and manage new emission controls and programs. Renewable energy credit and emissions obligations fluctuate with the volume of applicable product sales and timing of credit purchases. From time to time, the Company enters into forward purchase commitments in order to acquire its renewable energy and emissions credits at fixed prices. As of March 31, 2023, the Company had entered into approximately $638.7 million of such forward purchase commitments with respect to its total accrued renewable energy and emissions obligations. Our RIN obligations will be settled in accordance with established regulatory deadlines. The Company’s AB 32 liability is part of an ongoing triennial period program which will be settled through 2024.[2]The Company has the obligation to repurchase the J. Aron Products that are held in its Storage Tanks in accordance with the Third Inventory Intermediation Agreement. As of March 31, 2023 and December 31, 2022, a liability is recognized based on the repurchase obligation under the Third Inventory Intermediation Agreement for the J. Aron owned inventory held in the Company’s Storage Tanks, with any change in the market price being recorded in Cost of products and other. |
CREDIT FACILITIES AND DEBT (Sum
CREDIT FACILITIES AND DEBT (Summary of Long-Term Debt) (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | $ 1,469.4 | $ 1,995.1 | |
Current debt | 0 | (524.2) | |
Unamortized premium | 0 | 0.2 | |
Unamortized deferred financing costs | (31.4) | (36.2) | |
Long-term debt | 1,438 | 1,434.9 | |
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Long-term line of credit | 0 | 0 | |
Revolving Credit Facility | PBF Logistics LP | |||
Debt Instrument [Line Items] | |||
Long-term line of credit | 0 | 0 | |
2028 Senior Notes | |||
Debt Instrument [Line Items] | |||
Long-term Debt | [1] | 801.6 | 801.6 |
2025 Senior Notes | |||
Debt Instrument [Line Items] | |||
Long-term Debt | [1] | 664.5 | 664.5 |
PBFX 2023 Senior Notes | |||
Debt Instrument [Line Items] | |||
Long-term Debt | 0 | 525 | |
PBFX 2023 Senior Notes | PBF Logistics LP | |||
Debt Instrument [Line Items] | |||
Long-term Debt | [1] | 0 | 525 |
Catalyst financing arrangements | |||
Debt Instrument [Line Items] | |||
Long-term Debt | [2] | $ 3.3 | $ 4 |
[1]The estimated fair value, categorized as a Level 2 measurement, was calculated based on the present value of future expected payments utilizing implied current market interest rates based on quoted prices of the outstanding senior notes.[2]Catalyst financing arrangements are valued using a market approach based upon commodity prices for similar instruments quoted in active markets and are categorized as a Level 2 measurement. The Company has elected the fair value option for accounting for its catalyst repurchase obligations as the Company’s liability is directly impacted by the change in fair value of the underlying catalyst. |
CREDIT FACILIITIES AND DEBT (De
CREDIT FACILIITIES AND DEBT (Details) - PBFX 2023 Senior Notes - USD ($) $ in Millions | Feb. 02, 2023 | May 12, 2015 |
Repayments of Long-term Debt | $ 525 | |
Interest rate | 6.875% | |
Unamortized Premium and Deferred Financing Costs Redeemed | $ 0.7 | |
Debt Instrument, Redemption Price, Percentage | 100% |
AFFILIATE NOTE PAYABLE - PBF _2
AFFILIATE NOTE PAYABLE - PBF LLC (Additional Information) (Details) - PBF LLC - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Affiliate note payable | $ 1,463.4 | $ 1,445.7 |
Notes Payable, Other Payables | ||
Debt Instrument [Line Items] | ||
Interest rate | 2.50% | 2.50% |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Additional Information) (Details) - USD ($) $ in Millions | 3 Months Ended | |||
Feb. 01, 2020 | Mar. 31, 2023 | Dec. 31, 2022 | ||
Loss Contingencies [Line Items] | ||||
Environmental liability | $ 159.1 | $ 157.7 | ||
Percent of tax benefit received from increases in tax basis paid to stockholders | 85% | |||
Percentage of ownership in PBF LLC | [1] | 100% | 100% | |
Payable pursuant to Tax Receivable Agreement | $ 277.5 | $ 338.6 | ||
Accrued Environmental Loss Contingencies, Noncurrent | 144.3 | 142.8 | ||
Payable to Related Parties, Tax Receivable Agreement | 338.6 | 338.6 | ||
Martinez Acquisition | ||||
Loss Contingencies [Line Items] | ||||
Term of Agreement | 4 years | |||
Contingent consideration | $ 77.3 | |||
Business Combination, Contingent Consideration, Liability | $ 126 | $ 147.3 | ||
PBF Energy Inc. | Class A Common Stock | ||||
Loss Contingencies [Line Items] | ||||
Percentage of ownership in PBF LLC | 99.30% | 99.30% | ||
Environmental Issue | Torrance Refinery | ||||
Loss Contingencies [Line Items] | ||||
Environmental liability | $ 115.2 | $ 117 | ||
Accrued Expenses | Martinez Acquisition | ||||
Loss Contingencies [Line Items] | ||||
Business Combination, Contingent Consideration, Liability | $ 80 | $ 81.6 | ||
[1]Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one-for-one basis. |
EQUITY (Noncontrolling Interest
EQUITY (Noncontrolling Interest) (Details) $ in Millions | 3 Months Ended | |||||
Mar. 31, 2023 USD ($) subsidiary | Mar. 31, 2022 USD ($) | Dec. 31, 2022 | Nov. 30, 2022 | Nov. 01, 2015 | ||
Noncontrolling Interest [Line Items] | ||||||
Percentage of ownership in PBF LLC | [1] | 100% | 100% | |||
Income (Loss) Attributable to Noncontrolling Interest, before Tax | $ 3.8 | $ 17.8 | ||||
Less: comprehensive income attributable to noncontrolling interests | 3.8 | 17.8 | ||||
Effects of exchanges of PBF LLC Series A Units on deferred tax assets and liabilities and tax receivable agreement obligation | (0.3) | |||||
Noncontrolling Interest - PBF LLC | ||||||
Noncontrolling Interest [Line Items] | ||||||
Less: comprehensive income attributable to noncontrolling interests | 3.5 | |||||
PBF LLC | ||||||
Noncontrolling Interest [Line Items] | ||||||
Income (Loss) Attributable to Noncontrolling Interest, before Tax | 0.3 | 17.8 | ||||
Less: comprehensive income attributable to noncontrolling interests | $ 0.3 | 17.8 | ||||
Chalmette Refining | ||||||
Noncontrolling Interest [Line Items] | ||||||
Number Of Subsidiaries | subsidiary | 2 | |||||
Chalmette Refining | T&M Terminal Company | ||||||
Noncontrolling Interest [Line Items] | ||||||
Noncontrolling interest, ownership percentage | 80% | |||||
Chalmette Refining | Collins Pipeline Company | ||||||
Noncontrolling Interest [Line Items] | ||||||
Noncontrolling interest, ownership percentage | 80% | |||||
Collins Pipeline Company And T&M Terminal Company | ||||||
Noncontrolling Interest [Line Items] | ||||||
Income (Loss) Attributable to Noncontrolling Interest, before Tax | $ 0.3 | $ (1.1) | ||||
Limited Partner | PBF LLC | ||||||
Noncontrolling Interest [Line Items] | ||||||
Ownership percentage | 47.70% | |||||
Limited Partner | Public Unit Holders | ||||||
Noncontrolling Interest [Line Items] | ||||||
Ownership percentage | 52.30% | |||||
[1]Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one-for-one basis. |
EQUITY (Ownership Percentage) (
EQUITY (Ownership Percentage) (Details) - shares | Mar. 31, 2023 | Dec. 31, 2022 | Nov. 30, 2022 | |
Noncontrolling Interest [Line Items] | ||||
Shares, outstanding (in shares) | [1] | 127,454,314 | 130,549,764 | |
Percentage of ownership in PBF LLC | [1] | 100% | 100% | |
PBF LLC | ||||
Noncontrolling Interest [Line Items] | ||||
Partners' Capital Account, Units, Conversion Ratio To Common Units (in shares) | 1 | 1 | ||
PBF LLC | Limited Partner | ||||
Noncontrolling Interest [Line Items] | ||||
Ownership percentage | 47.70% | |||
Public Unit Holders | Limited Partner | ||||
Noncontrolling Interest [Line Items] | ||||
Ownership percentage | 52.30% | |||
Series A Units | PBF LLC | ||||
Noncontrolling Interest [Line Items] | ||||
Shares, outstanding (in shares) | 910,457 | 910,457 | ||
Percentage of ownership in PBF LLC | 0.70% | 0.70% | ||
Class A Common Stock | PBF Energy | ||||
Noncontrolling Interest [Line Items] | ||||
Shares, outstanding (in shares) | 126,543,857 | 129,639,307 | ||
Percentage of ownership in PBF LLC | 99.30% | 99.30% | ||
[1]Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one-for-one basis. |
EQUITY (Allocation of Equity) (
EQUITY (Allocation of Equity) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||
Balance, beginning of period | $ 5,056 | $ 2,532.8 |
Comprehensive income (loss) attributable to PBF Energy Company LLC | 382.5 | (22.1) |
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest | 3.8 | 17.8 |
Comprehensive income (loss) | 386.3 | (4.3) |
Dividends and distributions | (26.2) | (10) |
Stock-based compensation expense | 6.5 | 7.3 |
Transactions in connection with stock-based compensation plans | 14.4 | 0.6 |
Effects of exchanges of PBF LLC Series A Units on deferred tax assets and liabilities and tax receivable agreement obligation | (0.3) | |
Treasury stock purchases | (168.8) | 0 |
Other | 0.1 | |
Balance, end of period | 5,268.3 | 2,526.1 |
PBF LLC | ||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||
Balance, beginning of period | 4,410.1 | 2,234.1 |
Comprehensive income (loss) attributable to PBF Energy Company LLC | 503 | (3) |
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest | 0.3 | 17.8 |
Comprehensive income (loss) | 503.3 | 14.8 |
Dividends and distributions | (26.2) | (10) |
Stock-based compensation expense | 6.5 | 7.3 |
Transactions in connection with stock-based compensation plans | (1.5) | (1.3) |
Treasury stock purchases | (168.8) | 0 |
Balance, end of period | 4,723.4 | 2,244.9 |
PBF Energy | ||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||
Balance, beginning of period | 4,929.2 | 1,926.2 |
Comprehensive income (loss) attributable to PBF Energy Company LLC | 382.5 | (22.1) |
Dividends and distributions | (26) | |
Stock-based compensation expense | 6.5 | 6.6 |
Transactions in connection with stock-based compensation plans | 14.4 | 0.6 |
Effects of exchanges of PBF LLC Series A Units on deferred tax assets and liabilities and tax receivable agreement obligation | (0.3) | |
Treasury stock purchases | (168.8) | |
Other | 0.1 | |
Balance, end of period | 5,137.9 | 1,911 |
PBF Energy | PBF LLC | ||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||
Balance, beginning of period | 4,397.9 | 1,722.9 |
Comprehensive income (loss) attributable to PBF Energy Company LLC | 503 | (3) |
Dividends and distributions | (26.2) | |
Stock-based compensation expense | 6.5 | 6.6 |
Transactions in connection with stock-based compensation plans | (1.5) | (1.3) |
Treasury stock purchases | (168.8) | |
Balance, end of period | 4,710.9 | 1,725.2 |
Noncontrolling Interest - PBF LLC | ||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||
Balance, beginning of period | 114.6 | 95.4 |
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest | 3.5 | |
Dividends and distributions | (0.2) | |
Balance, end of period | 117.9 | 95.4 |
Noncontrolling Interest - PBF Holding | ||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||
Balance, beginning of period | 12.2 | 12.2 |
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest | 0.3 | (1.1) |
Balance, end of period | 12.5 | 11.1 |
Noncontrolling Interest - PBF Holding | PBF LLC | ||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||
Balance, beginning of period | 12.2 | 12.2 |
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest | 0.3 | (1.1) |
Balance, end of period | $ 12.5 | 11.1 |
Noncontrolling Interest - PBF Logistics LP | ||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||
Balance, beginning of period | 499 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest | 18.9 | |
Dividends and distributions | (10) | |
Stock-based compensation expense | 0.7 | |
Balance, end of period | 508.6 | |
Noncontrolling Interest - PBF Logistics LP | PBF LLC | ||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||
Balance, beginning of period | 499 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest | 18.9 | |
Dividends and distributions | (10) | |
Stock-based compensation expense | 0.7 | |
Balance, end of period | $ 508.6 |
EQUITY (Treasury Stock) (Detail
EQUITY (Treasury Stock) (Details) - Repurchase Program - Class A Common Stock - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Dec. 31, 2022 | Dec. 12, 2022 | |
Class of Stock [Line Items] | |||
Stock Repurchase Program, Authorized Amount | $ 500 | ||
Shares acquired (in shares) | 4,047,286 | 4,192,555 | |
Treasury Stock, Value, Acquired, Cost Method | $ 167.6 | $ 156.4 |
DIVIDENDS AND DISTRIBUTIONS (Ad
DIVIDENDS AND DISTRIBUTIONS (Additional Information) (Details) $ / shares in Units, $ in Millions | 3 Months Ended |
Mar. 31, 2023 USD ($) $ / shares | |
Distribution Made to Member or Limited Partner [Line Items] | |
Dividends per common share (in dollars per share) | $ / shares | $ 0.20 |
Class A Common Stock | |
Distribution Made to Member or Limited Partner [Line Items] | |
Aggregate amount of dividends paid | $ 25.8 |
PBF Energy | Class A Common Stock | |
Distribution Made to Member or Limited Partner [Line Items] | |
Dividends per common share (in dollars per share) | $ / shares | $ 0.20 |
PBF LLC | Cash Distribution | |
Distribution Made to Member or Limited Partner [Line Items] | |
Distribution made to partners | $ 26 |
PBF Energy Inc. | PBF LLC | Cash Distribution | |
Distribution Made to Member or Limited Partner [Line Items] | |
Distribution Made to Limited Liability Company (LLC) Member, Cash Distributions Paid | $ 25.8 |
EMPLOYEE BENEFIT PLANS (Details
EMPLOYEE BENEFIT PLANS (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Pension Benefits | ||
Components of net periodic benefit cost: | ||
Service cost | $ 12.1 | $ 13.9 |
Interest cost | 4.3 | 2 |
Expected return on plan assets | (4.8) | (4.4) |
Net periodic benefit cost | 11.6 | 11.5 |
Post-Retirement Medical Plan | ||
Components of net periodic benefit cost: | ||
Service cost | 0.2 | 0.2 |
Interest cost | 0.2 | 0.1 |
Amortization of prior service cost and actuarial loss | 0 | 0.1 |
Net periodic benefit cost | $ 0.4 | $ 0.4 |
REVENUES (Details)
REVENUES (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Revenues | $ 9,295 | $ 9,141.7 | |
Deferred revenue | 74.1 | $ 40.6 | |
Intersegment Eliminations | |||
Revenues | (89) | (75.9) | |
Refining Group | |||
Revenues | 9,285.5 | 9,128.2 | |
PBF Logistics LP | |||
Revenues | 98.5 | 89.4 | |
Prior to elimination | |||
Revenues | 9,384 | 9,217.6 | |
Gasoline and distillates | Refining Group | |||
Revenues | 8,232.6 | 8,037.7 | |
Feedstocks and other | Refining Group | |||
Revenues | 417.8 | 334.9 | |
Asphalt and blackoils | Refining Group | |||
Revenues | 403.2 | 458.9 | |
Chemicals | Refining Group | |||
Revenues | 140.2 | 207 | |
Lubricants | Refining Group | |||
Revenues | $ 91.7 | $ 89.7 |
INCOME TAXES (Details)
INCOME TAXES (Details) | 3 Months Ended | |||
Mar. 31, 2023 USD ($) subsidiary | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) | ||
Income Taxes [Line Items] | ||||
Percentage of ownership in PBF LLC | [1] | 100% | 100% | |
Number Of Subsidiaries Acquired | subsidiary | 2 | |||
Deferred Tax Assets, Valuation Allowance | $ 0 | $ 0 | ||
Corporate Alternative Minimum Tax | 15% | |||
Percent of Excise Tax on Net Stock Repurchases, Energy-Related Tax Credits and Incentives | 1% | |||
Effective tax rate | 24.90% | 22.40% | ||
Income (Loss) Attributable to Noncontrolling Interest, before Tax | $ 3,800,000 | $ 17,800,000 | ||
Noncontrolling interests, as a percent | 24.70% | 64.90% | ||
Uncertain tax position | $ 0 | |||
Effective Income Tax Rate Reconciliation, Other Reconciling Items, Amount [Abstract] | ||||
Current income tax expense | 84,100,000 | $ 0 | ||
Deferred income tax expense (benefit) | 42,400,000 | (6,100,000) | ||
Income tax expense (benefit) | $ 126,500,000 | (6,100,000) | ||
PBF Energy | Class A Common Stock | ||||
Income Taxes [Line Items] | ||||
Percentage of ownership in PBF LLC | 99.30% | 99.30% | ||
PBF LLC | ||||
Income Taxes [Line Items] | ||||
Income (Loss) Attributable to Noncontrolling Interest, before Tax | $ 300,000 | 17,800,000 | ||
Effective Income Tax Rate Reconciliation, Other Reconciling Items, Amount [Abstract] | ||||
Current income tax expense | 100,000 | 0 | ||
Deferred income tax expense (benefit) | 300,000 | (8,100,000) | ||
Income tax expense (benefit) | $ 400,000 | $ (8,100,000) | ||
PBF Energy Inc. | Class A Common Stock | ||||
Income Taxes [Line Items] | ||||
Percentage of ownership in PBF LLC | 99.30% | 99.30% | ||
[1]Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one-for-one basis. |
FAIR VALUE MEASUREMENTS (Measur
FAIR VALUE MEASUREMENTS (Measured on Recurring Basis) (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Defined Benefit Plan, Plan Assets, Amount | $ 19.1 | $ 18.6 |
Commodity contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 63.8 | 35.6 |
Derivative liability, effect of counter-party netting | (63.8) | (35.6) |
Derivative Liability | 0 | 0 |
Commodity contracts | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 24 | 20.6 |
Commodity contracts | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 39.8 | 11.8 |
Commodity contracts | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 0 | 3.2 |
Catalyst financing arrangements | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 3.3 | 4 |
Derivative liability, effect of counter-party netting | 0 | 0 |
Catalyst financing arrangements | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 0 | 0 |
Catalyst financing arrangements | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 3.3 | 4 |
Catalyst financing arrangements | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 0 | 0 |
Renewable Energy Credit and Emissions Obligation | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 1,039.4 | 1,361.1 |
Derivative liability, effect of counter-party netting | 0 | 0 |
Renewable Energy Credit and Emissions Obligation | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 0 | 0 |
Renewable Energy Credit and Emissions Obligation | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 1,039.4 | 1,361.1 |
Renewable Energy Credit and Emissions Obligation | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 0 | 0 |
Contingent consideration obligation | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 126 | 147.3 |
Derivative liability, effect of counter-party netting | 0 | 0 |
Contingent consideration obligation | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 0 | 0 |
Contingent consideration obligation | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 0 | 0 |
Contingent consideration obligation | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 126 | 147.3 |
Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 160.9 | 110 |
Money market funds | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 160.9 | 110 |
Money market funds | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Money market funds | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Commodity contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 92.2 | 49.5 |
Derivative assets, effect of counter-party netting | (63.8) | (35.6) |
Derivative assets, net carrying value | 28.4 | 13.9 |
Commodity contracts | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 38.4 | 33.8 |
Commodity contracts | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 51.2 | 15.7 |
Commodity contracts | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 2.6 | 0 |
Derivatives included within inventory intermediation agreement obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 29.3 | 25.1 |
Derivative assets, effect of counter-party netting | 0 | 0 |
Derivative assets, net carrying value | 29.3 | 25.1 |
Derivatives included within inventory intermediation agreement obligations | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 0 | 0 |
Derivatives included within inventory intermediation agreement obligations | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 29.3 | 25.1 |
Derivatives included within inventory intermediation agreement obligations | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | $ 0 | $ 0 |
FAIR VALUE MEASUREMENTS (Change
FAIR VALUE MEASUREMENTS (Change in Fair Value at Level 3) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Change in Fair Value Measurement Categorized in Level 3 [Roll Forward] | ||
Transfers out of Level 3 | $ 0 | $ 0 |
Transfers into Level 3 | 0 | 0 |
Contingent consideration obligation | ||
Change in Fair Value Measurement Categorized in Level 3 [Roll Forward] | ||
Balance at beginning of period | 150.5 | 32.3 |
Additions | 0 | 0 |
Settlements | (5.4) | (2.6) |
Unrealized (gain) loss included in earnings | (21.7) | 50.3 |
Balance at end of period | $ 123.4 | $ 80 |
FAIR VALUE MEASUREMENTS (Fair V
FAIR VALUE MEASUREMENTS (Fair Value and Carrying Value of Debt) (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term Debt, Gross | $ 1,469.4 | $ 1,995.1 | |
Current maturities, Carrying value | 0 | (524.2) | |
Unamortized premium | 0 | 0.2 | |
Unamortized deferred financing costs | (31.4) | (36.2) | |
Long-term debt | 1,438 | 1,434.9 | |
Long-term debt, Fair value | 1,438 | 1,888.8 | |
Current maturities, Fair value | 0 | (524.2) | |
Long-term debt excluding current maturities, Fair value | 1,438 | 1,364.6 | |
2028 Senior Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term Debt | [1] | 801.6 | 801.6 |
Long-term debt, Fair value | [1] | 771.1 | 703.7 |
2025 Senior Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term Debt | [1] | 664.5 | 664.5 |
Long-term debt, Fair value | [1] | 663.6 | 656 |
PBFX 2023 Senior Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term Debt | 0 | 525 | |
Catalyst financing arrangements | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term Debt | [2] | 3.3 | 4 |
Long-term debt, Fair value | [2] | 3.3 | 4 |
PBF Logistics LP | PBFX 2023 Senior Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term Debt | [1] | 0 | 525 |
Long-term debt, Fair value | [1] | $ 0 | $ 525.1 |
[1]The estimated fair value, categorized as a Level 2 measurement, was calculated based on the present value of future expected payments utilizing implied current market interest rates based on quoted prices of the outstanding senior notes.[2]Catalyst financing arrangements are valued using a market approach based upon commodity prices for similar instruments quoted in active markets and are categorized as a Level 2 measurement. The Company has elected the fair value option for accounting for its catalyst repurchase obligations as the Company’s liability is directly impacted by the change in fair value of the underlying catalyst. |
DERIVATIVES (Additional Informa
DERIVATIVES (Additional Information) (Details) | 3 Months Ended | ||
Mar. 31, 2023 USD ($) bbl | Mar. 31, 2022 USD ($) | Dec. 31, 2022 bbl | |
Derivative [Line Items] | |||
Loss on fair value hedge ineffectiveness | $ | $ 0 | $ 0 | |
Crude Oil and Feedstock Inventory | Fair Value Hedging | |||
Derivative [Line Items] | |||
Derivative, notional amount, volume | 2,180,628 | 1,945,994 | |
Intermediates and Refined Products Inventory | Fair Value Hedging | |||
Derivative [Line Items] | |||
Derivative, notional amount, volume | 1,321,528 | 780,734 | |
Crude Oil Commodity Contract | Not Designated as Hedging Instrument | |||
Derivative [Line Items] | |||
Derivative, notional amount, volume | 18,941,000 | 17,890,000 | |
Refined Product Commodity Contract | Not Designated as Hedging Instrument | |||
Derivative [Line Items] | |||
Derivative, notional amount, volume | 14,409,000 | 12,175,200 |
DERIVATIVES (Fair Value of Deri
DERIVATIVES (Fair Value of Derivative Instruments) (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Designated as Hedging Instrument | Derivatives included within inventory intermediation agreement obligations | Accrued Expenses | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value Asset/(Liability) | $ 29.3 | $ 25.1 |
Not Designated as Hedging Instrument | Commodity Contract | Accounts Receivable | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value Asset/(Liability) | $ 28.4 | $ 13.9 |
DERIVATIVES (Gain (Loss) Recogn
DERIVATIVES (Gain (Loss) Recognized in Income) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Cost of Revenue | Cost of Revenue |
Designated as Hedging Instrument | Derivatives included within inventory intermediation agreement obligations | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain or (Loss) Recognized in Income on Derivatives | $ 4.2 | $ 40.7 |
Designated as Hedging Instrument | Intermediates and Refined Products Inventory | Fair Value Hedging | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain or (Loss) Recognized in Income on Derivatives | (4.2) | (40.7) |
Not Designated as Hedging Instrument | Commodity Contract | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain or (Loss) Recognized in Income on Derivatives | $ 14.8 | $ (26.9) |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 USD ($) segment reportable_segment refinery | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | reportable_segment | 2 | ||
Number Of Operating Refineries | refinery | 6 | ||
Number of Operating Segments | segment | 2 | ||
Revenues | $ 9,295 | $ 9,141.7 | |
Depreciation and amortization expense | 143.8 | 120.2 | |
Income (loss) from operations | 532.4 | 91 | |
Interest expense, net | 18.7 | 78.4 | |
Capital expenditures | 383.1 | 225.5 | |
Total assets | 13,139.1 | $ 13,549.1 | |
Intersegment Eliminations | |||
Segment Reporting Information [Line Items] | |||
Revenues | (89) | (75.9) | |
Depreciation and amortization expense | 0 | 0 | |
Income (loss) from operations | 0 | 0 | |
Interest expense, net | 0 | 0 | |
Capital expenditures | 0 | 0 | |
Total assets | (38.2) | (38.2) | |
Refining Group | |||
Segment Reporting Information [Line Items] | |||
Revenues | 9,285.5 | 9,128.2 | |
Depreciation and amortization expense | 132.9 | 108.8 | |
Income (loss) from operations | 525.7 | 146.1 | |
Interest expense, net | (4.1) | 3.1 | |
Capital expenditures | 379.2 | 223.1 | |
Total assets | 12,293.4 | 12,587.9 | |
PBF Logistics LP | |||
Segment Reporting Information [Line Items] | |||
Revenues | 98.5 | 89.4 | |
Depreciation and amortization expense | 9 | 9.5 | |
Income (loss) from operations | 49.7 | 46.4 | |
Interest expense, net | 3.7 | 10.1 | |
Capital expenditures | 2.7 | 1.4 | |
Total assets | 827.4 | 863.1 | |
Corporate | |||
Segment Reporting Information [Line Items] | |||
Revenues | 0 | 0 | |
Depreciation and amortization expense | 1.9 | 1.9 | |
Income (loss) from operations | (43) | (101.5) | |
Interest expense, net | 19.1 | 65.2 | |
Capital expenditures | 1.2 | 1 | |
Total assets | 56.5 | 136.3 | |
PBF LLC | |||
Segment Reporting Information [Line Items] | |||
Revenues | 9,295 | 9,141.7 | |
Depreciation and amortization expense | 143.8 | 120.2 | |
Income (loss) from operations | 532.7 | 91.4 | |
Interest expense, net | 28.1 | 81 | |
Capital expenditures | 383.1 | 225.5 | |
Total assets | 13,135 | 13,547.3 | |
PBF LLC | Intersegment Eliminations | |||
Segment Reporting Information [Line Items] | |||
Revenues | (89) | (75.9) | |
Depreciation and amortization expense | 0 | 0 | |
Income (loss) from operations | 0 | 0 | |
Interest expense, net | 0 | 0 | |
Capital expenditures | 0 | 0 | |
Total assets | (38.2) | (38.2) | |
PBF LLC | Refining Group | |||
Segment Reporting Information [Line Items] | |||
Revenues | 9,285.5 | 9,128.2 | |
Depreciation and amortization expense | 132.9 | 108.8 | |
Income (loss) from operations | 525.7 | 146.1 | |
Interest expense, net | (4.1) | 3.1 | |
Capital expenditures | 379.2 | 223.1 | |
Total assets | 12,293.4 | 12,587.9 | |
PBF LLC | PBF Logistics LP | |||
Segment Reporting Information [Line Items] | |||
Revenues | 98.5 | 89.4 | |
Depreciation and amortization expense | 9 | 9.5 | |
Income (loss) from operations | 49.7 | 46.4 | |
Interest expense, net | 3.7 | 10.1 | |
Capital expenditures | 2.7 | 1.4 | |
Total assets | 827.4 | 863.1 | |
PBF LLC | Corporate | |||
Segment Reporting Information [Line Items] | |||
Revenues | 0 | 0 | |
Depreciation and amortization expense | 1.9 | 1.9 | |
Income (loss) from operations | (42.7) | (101.1) | |
Interest expense, net | 28.5 | 67.8 | |
Capital expenditures | 1.2 | $ 1 | |
Total assets | $ 52.4 | $ 134.5 |
NET INCOME PER SHARE OF PBF E_3
NET INCOME PER SHARE OF PBF ENERGY (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | ||
Basic Earnings Per Share: | |||
Net income attributable to PBF Energy | $ 382.1 | $ (21.1) | |
Undistributed Earnings (Loss) Allocated to Participating Securities, Basic | 0 | 0 | |
Net Income (Loss) Available to Common Stockholders, Basic | $ 382.1 | $ (21.1) | |
Denominator for basic net income per Class A common share-weighted average shares (in shares) | [1] | 128,787,779 | 120,339,041 |
Basic net income attributable to PBF Energy per Class A common share (in usd per share) | $ 2.97 | $ (0.18) | |
Diluted Earnings Per Share: | |||
Plus: Net income attributable to noncontrolling interest | [1] | $ 3.5 | $ 0 |
Less: Income tax on net income attributable to noncontrolling interest | [1] | (0.9) | 0 |
Numerator for diluted net income per Class A common share | [1] | $ 384.7 | $ (21.1) |
Denominator for basic net income per Class A common share-weighted average shares (in shares) | [1] | 128,787,779 | 120,339,041 |
Effect of dilutive securities: | |||
Conversion of PBF LLC Series A Units (in shares) | [2] | 910,457 | 0 |
Effect of dilutive securities on common stock equivalents (in shares) | [2] | 4,801,041 | 0 |
Denominator for diluted net income (loss) per PBF Energy Class A common share-adjusted weighted average shares (in shares) | 134,499,277 | 120,339,041 | |
Diluted net income attributable to PBF Energy per Class A common share (in usd per share) | $ 2.86 | $ (0.18) | |
Statutory tax rate | 26% | 25.90% | |
Stock Options | |||
Effect of dilutive securities: | |||
Antidilutive common stock excluded from computation of dilutive earnings per share (in shares) | 29,500 | 14,804,565 | |
[1]The diluted earnings per share calculation generally assumes the conversion of all outstanding PBF LLC Series A Units to PBF Energy Class A common stock. The net income (loss) attributable to PBF Energy used in the numerator of the diluted earnings per share calculation is adjusted to reflect the net income (loss), as well as the corresponding income tax expense (benefit) (based on a 26.0% and a 25.9% estimated annualized statutory corporate tax rate for the three months ended March 31, 2023 and March 31, 2022), attributable to the converted units.[2]Represents an adjustment to weighted-average diluted shares outstanding to assume the full exchange of common stock equivalents, including options and warrants for PBF LLC Series A Units and performance share units and options for shares of PBF Energy Class A common stock as calculated under the treasury stock method (to the extent the impact of such exchange would not be anti-dilutive). Common stock equivalents exclude the effects of performance share units and options and warrants to purchase 29,500 and 14,804,565 shares of PBF Energy Class A common stock and PBF LLC Series A units because they are anti-dilutive for the three months ended March 31, 2023 and March 31, 2022, respectively. For periods showing a net loss, all common stock equivalents and unvested restricted stock are considered anti-dilutive. |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - Class A Common Stock - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | ||||
May 05, 2023 | May 04, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | May 03, 2023 | Dec. 12, 2022 | |
Repurchase Program | ||||||
Subsequent Event [Line Items] | ||||||
Stock Repurchase Program, Authorized Amount | $ 500 | |||||
Shares acquired (in shares) | 4,047,286 | 4,192,555 | ||||
Treasury Stock, Value, Acquired, Cost Method | $ 167.6 | $ 156.4 | ||||
Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Dividends declared (in dollars per share) | $ 0.20 | |||||
Subsequent Event | Repurchase Program | ||||||
Subsequent Event [Line Items] | ||||||
Stock Repurchase Program, Authorized Amount | $ 1,000 | |||||
Shares acquired (in shares) | 580,066 | |||||
Treasury Stock, Value, Acquired, Cost Method | $ 21.9 |