Document and Entity Information
Document and Entity Information Document - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 26, 2018 | Jun. 30, 2017 | |
Entity Information [Line Items] | |||
Entity Registrant Name | Delek US Holdings, Inc. | ||
Entity Central Index Key | 1,694,426 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Common Stock, Shares, Outstanding | 83,919,132 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 1,623,844,116 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | |
Current assets: | |||
Cash and cash equivalents | $ 931.8 | $ 689.2 | |
Accounts receivable, net | 579.6 | 265.9 | |
Accounts receivable from related parties | 2.1 | 0.1 | |
Inventories, net of inventory valuation reserves | 808.4 | 392.4 | |
Assets of discontinued operations held for sale | 160 | 0 | |
Other current assets | 129.9 | 49.3 | |
Total current assets | 2,611.8 | 1,396.9 | |
Property, plant and equipment: | |||
Property, plant and equipment | 2,772.5 | 1,587.6 | |
Less: accumulated depreciation | (631.7) | (484.3) | |
Property, plant and equipment, net | 2,140.8 | 1,103.3 | |
Goodwill | 816.6 | 12.2 | |
Other intangibles, net | 101.1 | 26.7 | |
Equity method investments | 138.1 | 360 | |
Other non-current assets | 126.8 | 80.7 | |
Total assets | [1] | 5,935.2 | 2,979.8 |
Current liabilities: | |||
Accounts payable | 973.4 | 494.6 | |
Accounts payable to related parties | 1.7 | 1.8 | |
Current portion of long-term debt | 590.2 | 84.4 | |
Obligation under Supply and Offtake Agreements | 435.6 | 124.6 | |
Liabilities of discontinued operations held for sale | 105.9 | 0 | |
Accrued expenses and other current liabilities | 564.9 | 229.8 | |
Total current liabilities | 2,671.7 | 935.2 | |
Non-current liabilities: | |||
Long-term debt, net of current portion | 875.4 | 748.5 | |
Environmental liabilities, net of current portion | 68.9 | 6.2 | |
Asset retirement obligations | 72.1 | 5.2 | |
Deferred tax liabilities | 199.9 | 76.2 | |
Other non-current liabilities | 83 | 26 | |
Total non-current liabilities | 1,299.3 | 862.1 | |
Stockholders' equity: | |||
Preferred stock, $0.01 par value, 10,000,000 shares authorized, no shares issued and outstanding | 0 | 0 | |
Common stock, $0.01 par value, 110,000,000 shares authorized, 81,533,548 shares and 67,150,352 shares issued at December 31, 2017 and December 31, 2016, respectively | 0.8 | 0.7 | |
Additional paid-in capital | 900.1 | 650.5 | |
Accumulated other comprehensive income (loss) | 6.9 | (20.8) | |
Treasury stock, 762,623 shares and 5,195,791 shares, at cost, as of December 31, 2017 and 2016, respectively | (25) | (160.8) | |
Retained earnings | 767.8 | 522.3 | |
Non-controlling interests in subsidiaries | 313.6 | 190.6 | |
Total stockholders' equity | 1,964.2 | 1,182.5 | |
Total liabilities and stockholders' equity | $ 5,935.2 | $ 2,979.8 | |
[1] | All but approximately $20.0 million of the assets of the Alon Partnership (a consolidated variable interest entity, as discussed in Note 2) are restricted for the use of settlement of the obligations of the Alon Partnership. See Note 4 for further information regarding assets and liabilities of the Alon Partnership and Note 25 regarding acquisition of the non-controlling interest in the Alon Partnership on February 7, 2018. |
Consolidated Balance Sheets Con
Consolidated Balance Sheets Consolidated Balance Sheets (Parentheticals) $ in Millions | Dec. 31, 2017USD ($)$ / sharesshares |
Preferred stock, par or stated value per share (USD per share) | $ / shares | $ 0.01 |
Preferred stock, shares authorized (in shares) | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 |
Preferred stock, shares outstanding (in shares) | 0 |
Common stock, par or stated value per share (USD per share) | $ / shares | $ 0.01 |
Common stock, shares authorized (in shares) | 110,000,000 |
Common stock, shares, issued (in shares) | 81,533,548 |
Common stock, shares, outstanding (in shares) | 81,533,548 |
Treasury stock, shares (in shares) | 762,623 |
Alon Partnership | |
Variable interest entity, consolidated, assets, not pledged | $ | $ 20 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||
Net sales | $ 7,267.1 | $ 4,197.9 | $ 4,782 |
Operating costs and expenses: | |||
Cost of goods sold | 6,327.6 | 3,812.9 | 4,236.9 |
Operating expenses | 429 | 249.3 | 270.3 |
Insurance proceeds — business interruption | 0 | (42.4) | 0 |
General and administrative expenses | 169.8 | 106.1 | 100.6 |
Depreciation and amortization | 153.3 | 116.4 | 106 |
Other operating expense (income), net | 1 | 4.8 | (0.5) |
Total operating costs and expenses | 7,080.7 | 4,247.1 | 4,713.3 |
Operating income (loss) | 186.4 | (49.2) | 68.7 |
Interest expense | 93.8 | 54.4 | 52.1 |
Interest income | (4) | (1.5) | (1.1) |
(Income) loss from equity method investments | (12.6) | 43.4 | (2) |
Loss on impairment of equity method investment | 0 | 245.3 | 0 |
Gain on remeasurement of equity method investment | (190.1) | 0 | 0 |
Other expense (income), net | 0 | 0.4 | (1.6) |
Total non-operating (income) expenses, net | (112.9) | 342 | 47.4 |
Income (loss) from continuing operations before income tax benefit | 299.3 | (391.2) | 21.3 |
Income tax benefit | (29.2) | (171.5) | (15.8) |
Income (loss) from continuing operations | 328.5 | (219.7) | 37.1 |
(Loss) income from discontinued operations | (8.6) | 144.2 | 5.7 |
Income tax (benefit) expense | (2.7) | 57.9 | (0.9) |
(Loss) income from discontinued operations, net of tax | (5.9) | 86.3 | 6.6 |
Net income (loss) | 322.6 | (133.4) | 43.7 |
Net income attributed to non-controlling interests | 33.8 | 20.3 | 24.3 |
Net income (loss) attributable to Delek | $ 288.8 | $ (153.7) | $ 19.4 |
Basic income (loss) per share: | |||
Income (loss) from continuing operations (USD per share) | $ 4.12 | $ (3.88) | $ 0.21 |
(Loss) income from discontinued operations (USD per share) | (0.08) | 1.39 | 0.11 |
Total basic income (loss) per share (USD per share) | 4.04 | (2.49) | 0.32 |
Diluted income (loss) per share: | |||
Income (loss) from continuing operations (USD per share) | 4.08 | (3.88) | 0.21 |
(Loss) income from discontinued operations (USD per share) | (0.08) | 1.39 | 0.11 |
Total diluted income (loss) per share (USD per share) | $ 4 | $ (2.49) | $ 0.32 |
Weighted average common shares outstanding: | |||
Basic (in shares) | 71,566,225 | 61,921,787 | 60,819,771 |
Diluted (in shares) | 72,303,083 | 61,921,787 | 61,320,570 |
Dividends declared per common share outstanding | $ 0.6 | $ 0.6 | $ 0.60 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Net income (loss) attributable to Delek | $ 288.8 | $ (153.7) | $ 19.4 |
Other comprehensive (loss) income: | |||
Income tax (expense) benefit | 12.8 | (12.7) | 14.7 |
Net comprehensive income on interest rate contracts designated as cash flow hedges | 23.5 | (27.4) | |
Foreign currency translation gain | 0.1 | 0.2 | (0.3) |
Other comprehensive income (loss) from equity method investments, net of tax (expense) benefit of $(2.2) million, $(0.4) million, and $2.7 million for the years ended December 31, 2017, 2016 and 2015, respectively | 4.1 | 0.8 | (5) |
Postretirement benefit plans: | |||
Net actuarial gain | (0.8) | 0 | 0 |
Curtailment gain | 6.3 | 0 | 0 |
Recognized due to curtailment | (6.1) | 0 | 0 |
Decrease related to postretirement benefit plans, net | (0.6) | 0 | 0 |
Income tax benefit | 0 | 0 | 0 |
Net comprehensive loss on postretirement benefit plans | (0.6) | 0 | 0 |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 27.8 | 24.5 | (32.7) |
Comprehensive income (loss) attributable to Delek | 316.6 | (129.2) | (13.3) |
OTC commodity swaps | |||
Other comprehensive (loss) income: | |||
Unrealized gains (losses), net of ineffectiveness (gains) losses of $(0.5) million, $(3.1) million and $21.5 million for the years ended December 31, 2017, 2016 and 2015, respectively | (2) | 8.4 | (41.4) |
Realized gains (losses) reclassified to cost of goods sold | 38.6 | 27.8 | (0.7) |
Increase (decrease) related to commodity cash flow hedges, net | 36.6 | 36.2 | (42.1) |
Income tax (expense) benefit | (12.8) | (12.7) | 14.7 |
Net comprehensive income on interest rate contracts designated as cash flow hedges | 23.8 | 23.5 | (27.4) |
Interest Rate Contracts | |||
Other comprehensive (loss) income: | |||
Unrealized gains (losses), net of ineffectiveness (gains) losses of $(0.5) million, $(3.1) million and $21.5 million for the years ended December 31, 2017, 2016 and 2015, respectively | 0.3 | 0 | 0 |
Realized gains (losses) reclassified to cost of goods sold | 0.3 | 0 | 0 |
Increase (decrease) related to commodity cash flow hedges, net | 0.6 | 0 | 0 |
Income tax (expense) benefit | (0.2) | 0 | 0 |
Net comprehensive income on interest rate contracts designated as cash flow hedges | $ 0.4 | $ 0 | $ 0 |
Consolidated Statements of Com6
Consolidated Statements of Comprehensive Income (Parentheticals) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Ineffectiveness (gains) losses on cash flow hedges | $ (0.5) | $ (3.1) | $ 21.5 |
Tax (expense) benefit on other comprehensive income (loss) from equity method investments | $ (2.2) | $ (0.4) | $ 2.7 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Millions | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income | Retained Earnings | Treasury Stock | Non-Controlling Interest in Subsidiaries | Commodity contract | Commodity contractAccumulated Other Comprehensive Income | Interest Rate Contracts | Interest Rate ContractsAccumulated Other Comprehensive Income |
Beginning balance (shares) at Dec. 31, 2014 | 60,637,525 | (3,365,561) | |||||||||
Beginning balance at Dec. 31, 2014 | $ 1,198.4 | $ 0.6 | $ 395.1 | $ (12.6) | $ 731.2 | $ (112.6) | $ 196.7 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income | 43.7 | 19.4 | 24.3 | ||||||||
Net comprehensive income on interest rate contracts designated as cash flow hedges | (27.4) | (27.4) | $ (27.4) | $ 0 | |||||||
Other comprehensive income from equity method investments, net of income tax expense of $2.2 million (1) | (5) | (5) | |||||||||
Other comprehensive income related to postretirement benefit plans | 0 | ||||||||||
Foreign currency translation gain | (0.3) | (0.3) | |||||||||
Common stock dividends | (37.1) | (37.1) | |||||||||
Issuance of equity in connection with Delek/Alon Merger (in shares) | 6,000,000 | ||||||||||
Issuance of equity in connection with Delek/Alon Merger | 230.8 | $ 0.1 | 230.7 | ||||||||
Distribution to non-controlling interest | (20.9) | (20.9) | |||||||||
Equity-based compensation expense | 16.8 | 15.9 | 0.9 | ||||||||
Repurchase of common stock (shares) | (1,444,140) | ||||||||||
Repurchase of common stock | (42.2) | $ (42.2) | |||||||||
Income tax benefit from equity-based compensation expense | 1.3 | 1.3 | |||||||||
Income tax benefit of equity-based compensation expense | 1.3 | ||||||||||
Taxes paid due to the net settlement of equity-based compensation | $ (4.4) | (4.4) | |||||||||
Exercise of equity-based awards (shares) | (309,196) | 309,196 | |||||||||
Exercise of equity-based awards | $ 0.2 | 0.2 | |||||||||
Other | 0.4 | (0.4) | |||||||||
Ending balance (shares) at Dec. 31, 2015 | 66,946,721 | (4,809,701) | |||||||||
Ending balance at Dec. 31, 2015 | 1,353.9 | $ 0.7 | 639.2 | (45.3) | 713.5 | $ (154.8) | 200.6 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income | (133.4) | (153.7) | 20.3 | ||||||||
Net comprehensive income on interest rate contracts designated as cash flow hedges | 23.5 | 23.5 | 0 | 23.5 | 0 | ||||||
Other comprehensive income from equity method investments, net of income tax expense of $2.2 million (1) | 0.8 | 0.8 | |||||||||
Other comprehensive income related to postretirement benefit plans | 0 | ||||||||||
Foreign currency translation gain | 0.2 | 0.2 | |||||||||
Common stock dividends | (37.5) | (37.5) | |||||||||
Distribution to non-controlling interest | (24.1) | (24.1) | |||||||||
Equity-based compensation expense | 16.4 | 15.7 | 0 | 0 | 0.7 | ||||||
Repurchase of common stock (shares) | (386,090) | ||||||||||
Repurchase of common stock | (6) | $ (6) | 0 | ||||||||
Repurchase of non-controlling interest | (6.9) | (6.9) | |||||||||
Income tax benefit of equity-based compensation expense | (2.9) | (2.9) | |||||||||
Taxes paid due to the net settlement of equity-based compensation | $ (1.5) | (1.5) | |||||||||
Exercise of equity-based awards (shares) | (203,631) | (203,631) | |||||||||
Exercise of equity-based awards | $ 0 | 0 | |||||||||
Ending balance (shares) at Dec. 31, 2016 | 67,150,352 | (5,195,791) | |||||||||
Ending balance at Dec. 31, 2016 | 1,182.5 | $ 0.7 | 650.5 | (20.8) | 522.3 | $ (160.8) | 190.6 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income | 322.6 | 288.8 | 33.8 | ||||||||
Net comprehensive income on interest rate contracts designated as cash flow hedges | $ 23.8 | $ 23.8 | $ 0.4 | $ 0.4 | |||||||
Other comprehensive income from equity method investments, net of income tax expense of $2.2 million (1) | 4.1 | 4.1 | |||||||||
Other comprehensive income related to postretirement benefit plans | (0.6) | (0.6) | |||||||||
Foreign currency translation gain | 0.1 | 0.1 | |||||||||
Common stock dividends | (44) | (44) | |||||||||
Issuance of equity in connection with Delek/Alon Merger (in shares) | 19,250,795 | ||||||||||
Issuance of equity in connection with Delek/Alon Merger | 530.7 | $ 0.1 | 399 | 131.6 | |||||||
Retirement of Treasury shares in connection with Delek/Alon Merger (in shares) | (5,195,791) | 5,195,791 | |||||||||
Retirement of Treasury shares in connection with Delek/Alon Merger | (160.8) | $ 160.8 | |||||||||
Distribution to non-controlling interest | (35.7) | (35.7) | |||||||||
Equity-based compensation expense | 17.5 | 16.9 | 0.6 | ||||||||
Repurchase of common stock (shares) | (762,623) | ||||||||||
Repurchase of common stock | (32.3) | $ (25) | (7.3) | ||||||||
Issuance costs in connection with Delek/Alon Merger | (0.2) | (0.2) | |||||||||
Taxes paid due to the net settlement of equity-based compensation | $ (5) | (5) | |||||||||
Exercise of equity-based awards (shares) | (332,156) | (328,192) | |||||||||
Exercise of equity-based awards | $ 0 | ||||||||||
Other | 0.3 | (0.3) | (0.1) | 0.7 | |||||||
Ending balance (shares) at Dec. 31, 2017 | 81,533,548 | (762,623) | |||||||||
Ending balance at Dec. 31, 2017 | $ 1,964.2 | $ 0.8 | $ 900.1 | $ 6.9 | $ 767.8 | $ (25) | $ 313.6 |
Consolidated Statements of Cha8
Consolidated Statements of Changes in Stockholders' Equity Consolidated Statements of Changes in Stockholders' Equity (Parentheticals) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Stockholders' Equity [Abstract] | |||
Income tax (expense) benefit on unrealized loss on cash flow hedges | $ 12.8 | $ (12.7) | $ 14.7 |
Ineffectiveness gain (loss) on cash flow hedges | $ 0.5 | $ 3.1 | $ (21.5) |
Common stock dividends per share (USD per share) | $ 0.6 | $ 0.6 | $ 0.6 |
Tax (expense) benefit on other comprehensive income (loss) from equity method investments | $ (2.2) | $ (0.4) | $ 2.7 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities: | |||
Net income (loss) | $ 322.6 | $ (133.4) | $ 43.7 |
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities: | |||
Depreciation and amortization | 153.3 | 116.4 | 106 |
Amortization of deferred financing costs and debt discount | 8.3 | 4.4 | 4.1 |
Accretion of environmental liabilities asset retirement obligations | 1.2 | 0.3 | 0.4 |
Amortization of unfavorable contract liability | (5.8) | (0.7) | 0 |
Deferred income taxes | (48) | (153.2) | 19 |
(Income) loss from equity method investments | (12.6) | 43.4 | (2) |
Dividends from equity method investments | 18.3 | 20.2 | 15.1 |
Loss on disposal of assets | 1 | 4.8 | 0.3 |
Impairment of fixed assets | 0 | 0 | 2.2 |
Impairment of equity method investment | 0 | 245.3 | 0 |
Gain on remeasurement of equity method investment | (190.1) | 0 | 0 |
Equity-based compensation expense | 17.5 | 16.4 | 16.8 |
Income tax benefit of equity-based compensation | (1.4) | (1.2) | (1.3) |
Loss (income) from discontinued operations | 5.9 | (86.3) | (6.6) |
Changes in assets and liabilities, net of acquisitions: | |||
Accounts receivable | (155.8) | (48.1) | (36.9) |
Inventories and other current assets | (191.1) | (56.5) | 119.8 |
Fair value of derivatives | 39.2 | 44.2 | 32.9 |
Accounts payable and other current liabilities | 290.9 | 223.8 | (82.2) |
Obligation under Supply and Offtake Agreement | 113 | 12.8 | (68.9) |
Non-current assets and liabilities, net | (32.2) | 2.3 | (18.4) |
Cash provided by operating activities - continuing operations | 334.2 | 254.9 | 144 |
Cash (used in) provided by operating activities - discontinued operations | (2.1) | 13.3 | 36 |
Net cash provided by operating activities | 332.1 | 268.2 | 180 |
Cash flows from investing activities: | |||
Business combinations, net of cash acquired | 196.2 | 0 | (0.4) |
Equity method investment contributions | (5.8) | (61.6) | (240.9) |
Purchases of property, plant and equipment | (172) | (46.3) | (187.7) |
Purchase of intangible assets | (5.5) | (0.7) | (7.2) |
Proceeds from sales of assets | 0.1 | 0.2 | 1.2 |
Cash provided by (used in) investing activities - continuing operations | 13 | (108.4) | (435) |
Cash provided by (used in) investing activities - discontinued operations | 12.2 | 288.9 | (25.4) |
Net cash provided by (used in) investing activities | 25.2 | 180.5 | (460.4) |
Cash flows from financing activities: | |||
Proceeds from long-term revolvers | 1,122.1 | 369 | 436.9 |
Payments on long-term revolvers | (1,239.8) | (327.9) | (337.1) |
Proceeds from term debt | 286.2 | 40.3 | 174.6 |
Payments on term debt | (103.6) | (55) | (77.6) |
Proceeds from exercise of stock options | 0 | 0 | 0.2 |
Proceeds from product financing agreements | 52.5 | 56.5 | 0 |
Repayments of product financing agreements | (98.7) | (50.4) | 0 |
Taxes paid due to the net settlement of equity-based compensation | (5) | (1.5) | (4.4) |
Income tax benefit expense of equity-based compensation | 0 | 1.2 | 1.3 |
Repurchase of common stock | (25) | (6) | (42.2) |
Repurchase of non-controlling interest | (7.3) | (6.9) | 0 |
Distribution to non-controlling interest | (35.7) | (24.1) | (20.9) |
Dividends paid | (44) | (37.5) | (37.1) |
Deferred financing costs paid | (6.3) | (1.9) | (2.7) |
Cash (used in) provided by financing activities - continuing operations | (104.6) | (44.2) | 91 |
Cash (used in) provided by financing activities - discontinued operations | 0 | (17.5) | 47.5 |
Net cash (used in) provided by financing activities | (104.6) | (61.7) | 138.5 |
Net increase in cash and cash equivalents | 252.7 | 387 | (141.9) |
Cash and cash equivalents at the beginning of the period | 689.2 | 302.2 | 444.1 |
Cash and cash equivalents at the end of the period | 941.9 | 689.2 | 302.2 |
Less cash and cash equivalents of discontinued operations at the end of the period | 10.1 | 0 | 15 |
Cash and cash equivalents of continuing operations at the end of the period | 931.8 | 689.2 | 287.2 |
Cash paid during the period for: | |||
Interest, net of capitalized interest of $0.3 million, $0.2 million and $0.6 million in 2017, 2016 and 2015, respectively | 82.1 | 51.9 | 48.9 |
Income taxes | 70.5 | 1.7 | 5.1 |
Non-cash investing activities: | |||
Equity method investments | 0 | 0 | 8.8 |
Increase (decrease) in accrued capital expenditures | 9.4 | (3.7) | 4.5 |
Non-cash financing activities: | |||
Common stock issued in connection with the Delek/Alon Merger | 509 | 0 | 0 |
Equity instruments issued in connection with the Delek/Alon Merger | 21.7 | 0 | |
Alon USA Energy, Inc. | |||
Non-cash financing activities: | |||
Common stock issued in connection with the Delek/Alon Merger | 0 | 0 | 230.8 |
Note payable issued in connection with the Delek/Alon Merger | $ 0 | $ 0 | $ 145 |
Consolidated Statements of Ca10
Consolidated Statements of Cash Flows Consolidated Statements of Cash Flows (Parentheticals) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Cash Flows [Abstract] | |||
Capitalized interest | $ 0.3 | $ 0.2 | $ 0.6 |
General
General | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | General Delek US Holdings, Inc. is the sole shareholder or owner of membership interests of Delek US Energy, Inc. (and its wholly-owned subsidiaries, Delek Refining, Inc. ("Refining"), Delek Finance, Inc., Delek Marketing & Supply, LLC, Lion Oil Company ("Lion Oil"), Delek Renewables, LLC, Delek Rail Logistics, Inc., Delek Logistics Services Company, Delek Helena, LLC, Delek Land Holdings, LLC)) and Alon USA Energy, Inc. ("Alon") (and its wholly-owned subsidiaries). Effective July 1, 2017 (the "Effective Time"), we acquired the outstanding common stock of Alon (previously listed under NYSE: ALJ) (the "Delek/Alon Merger", as further discussed in Note 3 ), resulting in a new post-combination consolidated registrant renamed as Delek US Holdings, Inc. (“New Delek”), with Alon and the previous Delek US Holdings, Inc. (“Old Delek”) surviving as wholly-owned subsidiaries. New Delek is the successor issuer to Old Delek and Alon pursuant to Rule 12g-3(c) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). In addition, as a result of the Delek/Alon Merger, the shares of common stock of Old Delek and Alon were delisted from the New York Stock Exchange in July 2017, and their respective reporting obligations under the Exchange Act were terminated. Unless otherwise indicated or the context requires otherwise, the disclosures and financial information included in this report for the periods prior to July 1, 2017 reflect that of Old Delek, and the disclosures and financial information included in this report for the periods beginning July 1, 2017 reflect that of New Delek. The terms "we," "our," "us," "Delek" and the "Company" are used in this report to refer to Old Delek and its consolidated subsidiaries for the periods prior to July 1, 2017, and New Delek and its consolidated subsidiaries for the periods on or after July 1, 2017, unless otherwise noted. New Delek's Common Stock is listed on the New York Stock Exchange under the symbol "DK." |
Accounting Policies
Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Accounting Policies | Accounting Policies Basis of Presentation Our consolidated financial statements include the accounts of Delek and its subsidiaries. All significant intercompany transactions and account balances have been eliminated in consolidation. We have evaluated subsequent events through the filing of this Form 10-K. Any material subsequent events that occurred during this time have been properly recognized or disclosed in our financial statements. In August 2016, we entered into a definitive equity purchase agreement (the "Purchase Agreement") with Compañía de Petróleos de Chile COPEC S.A. and its subsidiary, Copec Inc., a Delaware corporation (collectively, "COPEC"). Under the terms of the Purchase Agreement, Delek agreed to sell, and COPEC agreed to purchase, 100% of the equity interests in Delek's wholly-owned subsidiaries MAPCO Express, Inc. ("MAPCO Express"), MAPCO Fleet, Inc., Delek Transportation, LLC, NTI Investments, LLC and GDK Bearpaw, LLC (collectively, the “Retail Entities”) for cash consideration of $535 million , subject to customary adjustments (the “ Retail Transaction”). The Retail Transaction closed in November 2016. As a result of the Purchase Agreement, we met the requirements under the provisions of Accounting Standards Codification ("ASC") 205-20, Presentation of Financial Statements - Discontinued Operations ("ASC 205-20") and ASC 360, Property, Plant and Equipment ("ASC 360") , to report the results of the Retail Entities as discontinued operations and to classify the Retail Entities as a group of assets held for sale. See Note 6 for further information regarding the Retail Entities. During the third quarter 2017, we committed to a plan to sell certain assets associated with our Paramount and Long Beach, California refineries and Alon's California renewable fuels facility (collectively, the "California Discontinued Entities"), which were acquired as part of the Delek/Alon Merger. As a result of this decision and commitment to a plan, and because it was made within three months of the Delek/Alon Merger, we met the requirements under ASC 205-20 and ASC 360 to report the results of the California Discontinued Entities as discontinued operations and to classify the California Discontinued Entities as a group of assets held for sale. The sale of the California Discontinued Entities is currently anticipated to occur within the next 6-9 months. See Note 6 for further information regarding the California Discontinued Entities. Our consolidated financial statements include Delek Logistics Partners, LP ("Delek Logistics"), Alon USA Partners, LP (the "Alon Partnership") and AltAir Paramount LLC ("AltAir"), all variable interest entities. See Note 25 regarding acquisition of the non-controlling interest in the Alon Partnership on February 7, 2018. As the indirect owner of the general partners of Delek Logistics and the Alon Partnership and the managing member of AltAir, we have the ability to direct the activities of these entities that most significantly impact their economic performance. We are also considered to be the primary beneficiary for accounting purposes for all of these entities and are Delek Logistics' primary customer. As Delek Logistics does not derive an amount of gross margin material to us from third parties, there is limited risk to Delek associated with Delek Logistics' operations. However, in the event that Delek Logistics, the Alon Partnership or AltAir incurs a loss, our operating results will reflect their loss, net of intercompany eliminations, to the extent of our ownership interest in these entities. AltAir's results are included in discontinued operations - see Note 6 . The preparation of financial statements in conformity with U.S. generally accepted accounting principles ("GAAP") and in accordance with the rules and regulations of the Securities and Exchange Commission ("SEC") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Reclassifications Certain prior period amounts have been reclassified in order to conform to the current year presentation. Segment Reporting Delek is an integrated downstream energy business focused on petroleum refining, the transportation, storage and wholesale distribution of crude oil, intermediate and refined products and convenience store retailing. Prior to August 2016, we aggregated our operating units into three reportable segments: refining, logistics and retail. However, in August 2016, Delek entered into the Purchase Agreement pursuant to which it agreed to sell the Retail Entities, which consist of all of the retail segment and a portion of the corporate, other and eliminations segment, to COPEC, and in November 2016, the Retail Transaction closed. As a result of the Purchase Agreement, we met the requirements of ASC 205-20 and ASC 360 to report the results of the Retail Entities as discontinued operations and to classify the Retail Entities as a group of assets held for sale. The operating results for the Retail Entities, in all periods presented, have been reclassified to discontinued operations. Following the Delek/Alon Merger of July 1, 2017, Delek's business again includes retail operations. Our corporate activities, results of certain immaterial operating segments (including our asphalt terminal operations effective with the Delek/ Alon Merger), our non-controlling equity interest of approximately 47% of the outstanding shares in Alon (which was accounted for as an equity method investment) prior to the Delek/Alon Merger and intercompany eliminations are reported in corporate, other and eliminations segment. Decisions concerning the allocation of resources and assessment of operating performance are made based on this segmentation. Management measures the operating performance of each of the reportable segments based on the segment contribution margin. Prior to the Delek/Alon Merger, the refining segment operated high conversion, independent refineries in Tyler, Texas (the "Tyler refinery") and El Dorado, Arkansas (the "El Dorado refinery") and biodiesel facilities in Cleburne, Texas and Crossett, Arkansas. Effective with the Delek/Alon Merger, the refining segment now also includes the operations of high conversion, independent refineries in Big Spring, Texas (the "Big Spring refinery"), Krotz Springs, Louisiana (the "Krotz Springs refinery") and in Bakersfield, California (the "Bakersfield refinery"). The Bakersfield refinery has not processed crude oil since 2012 due to the high cost of crude oil relative to product yield and low asphalt demand. The logistics segment owns and operates crude oil and refined products logistics and marketing assets. The retail segment markets gasoline, diesel and other refined petroleum products, and convenience merchandise through a network of company-operated retail fuel and convenience stores. Segment reporting is more fully discussed in Note 15 . Cash and Cash Equivalents Delek maintains cash and cash equivalents in accounts with large, U.S. or multi-national financial institutions. All highly liquid investments purchased with a term of three months or less are considered to be cash equivalents. As of December 31, 2017 and 2016 , these cash equivalents consisted primarily of bank certificates of deposit and bank money market accounts, as well as overnight investments in U.S. Government obligations and bank repurchase obligations collateralized by U.S. Government obligations. Accounts Receivable Accounts receivable primarily consists of trade receivables generated in the ordinary course of business. Delek recorded an allowance for doubtful accounts related to trade receivables of $4.4 million as of December 31, 2017 . Delek had no allowance for doubtful accounts as of December 31, 2016. Credit is extended based on evaluation of the customer’s financial condition. We perform ongoing credit evaluations of our customers and require letters of credit, prepayments or other collateral or guarantees as management deems appropriate. Allowance for doubtful accounts is based on a combination of current sales and specific identification methods. Credit risk is minimized as a result of the ongoing credit assessment of our customers and a lack of concentration in our customer base. Credit losses are charged to allowance for doubtful accounts when deemed uncollectible. Our allowance for doubtful accounts is reflected as a reduction of accounts receivable in the consolidated balance sheets. No customer accounted for more than 10% of our consolidated accounts receivable balance as of both December 31, 2017 and 2016 . No customer accounted for more than 10% of consolidated net sales for the years ended December 31, 2017 , 2016 or 2015 . Inventory Refinery crude oil, work-in-process, refined products, blendstocks and asphalt inventory for all of our operations, excluding the refinery located in Tyler, Texas (the "Tyler refinery") and merchandise inventory in our Retail segment, are stated at the lower of cost determined using the first-in, first-out (“FIFO”) basis or net realizable value. Cost of all inventory at the Tyler refinery is determined using the last-in, first-out (“LIFO”) inventory valuation method and inventory is stated at the lower of LIFO cost or market. Retail merchandise inventory consists of cigarettes, beer, convenience merchandise and food service merchandise and is stated at estimated cost as determined by the retail inventory method. We are not subject to concentration risk with specific suppliers, since our crude oil and refined products inventory purchases are commodities that are readily available from a large selection of suppliers. Property, Plant and Equipment Assets acquired by Delek in conjunction with business acquisitions are recorded at estimated fair value at the acquisition date in accordance with the purchase method of accounting as prescribed in ASC 805, Business Combinations ("ASC 805"). Other acquisitions of property and equipment are carried at cost. Betterments, renewals and extraordinary repairs that extend the life of an asset are capitalized. Maintenance and repairs are charged to expense as incurred. Delek owns certain fixed assets on leased locations and depreciates these assets and asset improvements over the lesser of management's estimated useful lives of the assets or the remaining lease term. Depreciation is computed using the straight-line method over management's estimated useful lives of the related assets, which are as follows: Years Building and building improvements 15-40 Refinery machinery and equipment 5-40 Pipelines and terminals 15-40 Retail store equipment and site improvements 7-40 Refinery turnaround costs 4-6 Automobiles 3-5 Computer equipment and software 3-10 Furniture and fixtures 5-15 Asset retirement obligation assets 15-50 Other Intangible Assets Delek has intangible assets associated with third-party fuel supply agreements, fuel trade name, liquor licenses, refinery permits and below market leases subsequent to the Delek/Alon Merger, in addition to a long-term supply contract, capacity contracts, line space history and rights of way. We amortize the definite-lived intangible assets on straight-line bases over the estimated useful lives of five to 15 years. The amortization expense is included in depreciation and amortization on the accompanying consolidated statements of income. Property, Plant and Equipment and Other Intangibles Impairment Property, plant and equipment and definite life intangibles are evaluated for impairment whenever indicators of impairment exist. In accordance with ASC 360 and ASC 350, Intangibles - Goodwill and Other , Delek evaluates the realizability of these long-lived assets as events occur that might indicate potential impairment. In doing so, Delek assesses whether the carrying amount of the asset is unrecoverable by estimating the sum of the future cash flows expected to result from the asset, undiscounted and without interest charges. If the carrying amount is more than the recoverable amount, an impairment charge must be recognized based on the fair value of the asset. These impairment charges are included in other operating income in our consolidated statements of income. We recognized an impairment charge of $2.2 million for the year ended December 31, 2015 , related to the write-down of certain idle refining equipment in our refining segment to net realizable value. There were no impairment charges identified for the years ended December 31, 2017 or 2016 . Equity Method Investments For equity investments that are not required to be consolidated under the variable or voting interest model, we evaluate the level of influence we are able to exercise over an entity’s operations to determine whether to use the equity method of accounting. Our judgment regarding the level of influence over an equity method investment includes considering key factors such as our ownership interest, participation in policy-making and other significant decisions and material intercompany transactions. Equity investments for which we determine we have significant influence are accounted for as equity method investments. Amounts recognized for equity method investments are included in equity method investments in our consolidated balance sheets and adjusted for our share of the net earnings and losses of the investee and cash distributions, which are separately stated in our consolidated statements of income and our consolidated statements of cash flows. We evaluate our equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may be impaired. Based on our evaluations, it was necessary to record an impairment charge of $245.3 million on our investment in Alon based on the quoted market price of our ALJ Shares as of September 30, 2016, during the year ended December 31, 2016 . This impairment is reflected in the loss on impairment of equity method investment in our consolidated statements of income for the year ended December 31, 2016 . There were no impairment losses recorded on equity method investments for the year ended December 31, 2017 or 2015. See Note 5 for further information on our equity method investments. Capitalized Interest Delek capitalizes interest on capital projects associated with the refining and logistics segments. For the years ended December 31, 2017 , 2016 and 2015 , interest of $0.3 million , $0.2 million and $0.6 million , respectively, was capitalized relating to these projects. Refinery Turnaround Costs Refinery turnaround costs are incurred in connection with planned shutdowns and inspections of our refineries' major units to perform necessary repairs and replacements. Refinery turnaround costs are deferred when incurred, classified as property, plant and equipment and amortized on a straight-line basis over that period of time estimated to lapse until the next planned turnaround occurs. Refinery turnaround costs include, among other things, the cost to repair, restore, refurbish or replace refinery equipment such as vessels, tanks, reactors, piping, rotating equipment, instrumentation, electrical equipment, heat exchangers and fired heaters. Goodwill and Potential Impairment Goodwill in an acquisition represents the excess of the aggregate purchase price over the fair value of the identifiable net assets. Delek's goodwill, all of which was acquired in various business combinations, is recorded at original fair value and is not amortized. Goodwill is subject to annual assessment to determine if an impairment of value has occurred, and Delek performs this review annually in the fourth quarter. We could also be required to evaluate our goodwill if, prior to our annual assessment, we experience disruptions in our business, have unexpected significant declines in operating results or sustain a permanent market capitalization decline. If a reporting unit's carrying amount exceeds its fair value, the impairment assessment leads to the testing of the implied fair value of the reporting unit's goodwill to its carrying amount. If the implied fair value is less than the carrying amount, a goodwill impairment charge is recorded. Our annual assessment of goodwill did not result in impairment during the years ended December 31, 2017 , 2016 or 2015 . Renewable Identification Numbers The U.S. Environmental Protection Agency (“EPA”) requires certain refiners to blend biofuels into the fuel products they produce pursuant to the EPA’s Renewable Fuel Standard - 2 ("RFS-2"). Alternatively, credits, called Renewable Identification Numbers ("RINs"), which may be generated and/or purchased, can be used to satisfy this obligation instead of physically blending biofuels ("RINs Obligation"). All of our refineries are obligated parties to the RFS-2 (see Note 21 for further discussion of these requirements). To the extent that any of our refineries is unable to blend biofuels at the required rate, it must purchase RINs in the open market to satisfy its annual requirement. Our RINs Obligation is based on the amount of RINs we must purchase and the price of those RINs as of the balance sheet date. The cost of RINs used each period is charged to cost of goods sold in the consolidated statements of income. We recognize a liability at the end of each reporting period in which we do not have sufficient RINs to cover the RINs Obligation. The liability is calculated by multiplying the RINs shortage (based on actual results) by the period end RIN spot price. From time to time, we may hold RINs generated or acquired in excess of our current obligations. We recognize an asset at the end of each reporting period in which we have generated or acquired RINs in excess of our RINs Obligation. The asset is calculated by multiplying the RINs surplus (based on actual results) by the period end RIN spot price. The value of RINs in excess of our RINs Obligation, if any, would be reflected in other current assets on the consolidated balance sheets. RINs generated in excess of our current RINs Obligation may be sold or held to offset future RINs Obligations. Any such sales of excess RINs are recorded in cost of goods sold on the consolidated statements of income. The assets and liabilities associated with our RINs Obligation are considered recurring fair value measurements. See Note 16 for further information. From time to time, Delek enters into future commitments to purchase or sell RINs at fixed prices and quantities, which are used to manage the costs associated with our RINs Obligation. These future RIN commitment contracts meet the definition of derivative instruments under ASC 815 and are measured at fair value based on quoted prices from an independent pricing service. Changes in the fair value of these future RIN commitment contracts are recorded in cost of goods sold on the consolidated statements of income. See Note 17 for further information. Derivatives Delek records all derivative financial instruments, including any interest rate swap and cap agreements, fuel-related derivatives, over the counter ("OTC") future swaps, forward contracts and future RIN purchase and sales commitments that qualify as derivative instruments, at estimated fair value in accordance with the provisions of ASC 815, Derivatives and Hedging ("ASC 815"). Changes in the fair value of the derivative instruments are recognized in operations, unless we elect to apply and qualify for the hedging treatment permitted under the provisions of ASC 815 allowing such changes to be classified as other comprehensive income for cash flow hedges. We validate the fair value of all derivative financial instruments on a periodic basis, utilizing exchange pricing and/or price index developers such as Platts, Argus or OPIS. On a regular basis, Delek enters into commodity contracts with counterparties for the purchase or sale of crude oil, blendstocks, and various finished products. These contracts usually qualify for the normal purchase / normal sale exemption under ASC 815 and, as such, are not measured at fair value. Delek's policy under the guidance of ASC 815-10-45, Derivatives and Hedging - Other Presentation Matters ("ASC 815-10-45"), is to net the fair value amounts recognized for multiple derivative instruments executed with the same counterparty and offset these values against the cash collateral arising from these derivative positions. Fair Value of Financial Instruments The fair values of financial instruments are estimated based upon current market conditions and quoted market prices for the same or similar instruments. Management estimates that the carrying value approximates fair value for all of Delek's assets and liabilities that fall under the scope of ASC 825, Financial Instruments ("ASC 825"). Delek applies the provisions of ASC 820, Fair Value Measurements and Disclosure ("ASC 820"), which defines fair value, establishes a framework for its measurement and expands disclosures about fair value measurements. ASC 820 applies to our commodity and interest rate derivatives that are measured at fair value on a recurring basis. ASC 820 also applies to the measurement of our equity method investment, goodwill and long-lived tangible and intangible assets when determining whether or not an impairment exists, when circumstances require evaluation. See Note 5 for further information. This standard also requires that we assess the impact of nonperformance risk on our derivatives. Nonperformance risk is not considered material to our financial statements at this time. Delek also applies the provisions of ASC 825 as it pertains to the fair value option. This standard permits the election to carry financial instruments and certain other items similar to financial instruments at fair value on the balance sheet, with all changes in fair value reported in earnings. By electing the fair value option, we can achieve an accounting result similar to a fair value hedge without having to follow the complex hedge accounting rules. As of both December 31, 2017 and 2016 , we elected to account for the step-out liabilities associated with our applicable Master Supply and Offtake Agreements (the "Supply and Offtake Agreements") with J. Aron & Company ("J. Aron") at fair value and recognize all changes in the fair value of the step-out liabilities in cost of goods sold in the accompanying statements of income. See Notes 8 and 16 for further discussion. Self-Insurance Reserves Delek has varying deductibles or self-insured retentions on our workers’ compensation, general liability, automobile liability insurance and medical claims for certain employees with coverage above the deductibles or self-insured retentions in amounts management considers adequate. We maintain an accrual for these costs based on claims filed and an estimate of claims incurred but not reported. Differences between actual settlements and recorded accruals are recorded in the period identified. Environmental Expenditures It is Delek's policy to accrue environmental and clean-up related costs of a non-capital nature when it is both probable that a liability has been incurred and the amount can be reasonably estimated. Environmental liabilities represent the current estimated costs to investigate and remediate contamination at our properties. This estimate is based on internal and third-party assessments of the extent of the contamination, the selected remediation technology and review of applicable environmental regulations, typically considering estimated activities and costs for 15 years, and up to 30 years if a longer period is believed reasonably necessary. Accruals for estimated costs from environmental remediation obligations generally are recognized no later than completion of the remedial feasibility study and include, but are not limited to, costs to perform remedial actions and costs of machinery and equipment that are dedicated to the remedial actions and that do not have an alternative use. Such accruals are adjusted as further information develops or circumstances change. We discount environmental liabilities to their present value if payments are fixed and determinable. Expenditures for equipment necessary for environmental issues relating to ongoing operations are capitalized. Asset Retirement Obligations Delek recognizes liabilities which represent the fair value of a legal obligation to perform asset retirement activities, including those that are conditional on a future event, when the amount can be reasonably estimated. If a reasonable estimate cannot be made at the time the liability is incurred, we record the liability when sufficient information is available to estimate the liability’s fair value. In the refining segment, we have asset retirement obligations with respect to our refineries due to various legal obligations to clean and/or dispose of these assets at the time they are retired. However, the majority of these assets can be used for extended and indeterminate periods of time provided that they are properly maintained and/or upgraded. It is our practice and intent to continue to maintain these assets and make improvements based on technological advances. In the logistics segment, these obligations relate to the required cleanout of the pipeline and terminal tanks and removal of certain above-grade portions of the pipeline situated on right-of-way property. In the retail segment, we have asset retirement obligations related to the removal of underground storage tanks and the removal of brand signage at owned and leased retail sites which are legally required under the applicable leases. The asset retirement obligation for storage tank removal on leased retail sites is accreted over the expected life of the owned retail site or the average retail site lease term. The reconciliation of the beginning and ending carrying amounts of asset retirement obligations is as follows (in millions): December 31, 2017 2016 Beginning balance $ 5.2 $ 5.3 Liabilities identified (1) 66.2 — Liabilities settled — (0.4 ) Accretion expense 0.7 0.3 Ending balance $ 72.1 $ 5.2 (1) All asset retirement obligations were assumed in the Delek/Alon Merger. In order to determine fair value, management must make certain estimates and assumptions including, among other things, projected cash flows, a credit-adjusted risk-free rate and an assessment of market conditions that could significantly impact the estimated fair value of the asset retirement obligations. Revenue Recognition Revenues for products sold are recorded at the point of sale upon delivery of product, which is the point at which title to the product is transferred and when payment has either been received or collection is reasonably assured. Delek derives third-party service revenue in the logistics segment as crude oil, intermediate and refined products are shipped through, delivered by or stored in our pipelines, trucks, terminals and storage facility assets, as applicable. We do not recognize product sales revenues for the logistics segment service revenues, as title on the product never passes to us. The majority of logistics segment service revenues are based on regulated tariff rates or contractual rates. We record service revenue and related costs at gross amounts when Delek is the primary obligor, is subject to inventory risk, has latitude in establishing prices and selecting suppliers, influences product or service specifications or has several but not all of these indicators. When Delek is not the primary obligor and does not possess other indicators of gross reporting as discussed previously, we record net service revenue. In the retail segment, we derive service revenues from the sale of lottery tickets, money orders, car washes and other ancillary product and service offerings. Retail segment service revenue and related costs are recorded at gross amounts and net amounts, as appropriate, in accordance with the provisions of ASC 605-45, Revenue Recognition - Principal Agent Considerations ("ASC 605-45"). Cost of Goods Sold and Operating Expenses For the refining segment, cost of goods sold includes all the costs of crude oil, feedstocks and external costs. Operating expenses include the costs associated with the actual operations of the refineries and biodiesel facilities. For the logistics segment, cost of goods sold includes all costs of refined products, additives and related transportation. It also includes costs associated with the operation of our trucking assets. Operating expenses include the costs associated with the actual operation of owned terminals, terminalling expense at third-party locations and pipeline maintenance costs. For the retail segment, cost of goods sold comprises the costs of specific products sold. Retail cost of sales includes motor fuels and merchandise. Retail fuel cost of sales represents the cost of purchased fuel, including transportation costs. Merchandise cost of sales includes the delivered cost of merchandise purchases, net of merchandise rebates and commissions. Operating expenses include costs such as wages of employees, lease expense, utility expense and other costs of operating the stores. Asphalt cost of sales includes costs of purchased asphalt, blending materials and transportation costs. Interest Expense Interest expense includes interest expense on debt, letters of credit, financing fees (including J Aron fees associated with our Supply and Offtake Agreements), the amortization, net of accretion, of debt discounts or premium and amortization of deferred debt issuance costs, and interest rate swap settlements, but excludes capitalized interest. Original issuance discount and debt issuance costs are amortized ratably over the term of the related debt. Sales, Use and Excise Taxes Delek's policy is to exclude sales, use and excise taxes from revenue when we are an agent of the taxing authority, in accordance with ASC 605-45, Revenue Recognition - Principal Agent Considerations . Deferred Financing Costs Deferred financing costs associated with our revolving credit facilities are included in other non-current assets in the accompanying consolidated balance sheets. Deferred financing costs associated with our term loan facilities are included as a reduction to the associated debt balance in the accompanying consolidated balance sheets. These costs represent expenses related to issuing our long-term debt and obtaining our lines of credit and are amortized ratably over the remaining term of the respective financing and included in interest expense in the accompanying consolidated statements of income. See Note 12 for further information. Advertising Costs Delek expenses advertising costs as the advertising space is utilized. Advertising expense for the years ended December 31, 2017 , 2016 and 2015 was $1.3 million , $0.2 million and $0.3 million , respectively. Operating Leases Delek leases land, buildings and various equipment under various operating lease arrangements, most of which provide the option, after the initial lease term, to renew the leases. Some of these lease arrangements include fixed rental rate increases, while others include rental rate increases based upon such factors as changes, if any, in defined inflationary indices. In accordance with ASC 840-20, Leases - Operating Leases , for all leases that include fixed rental rate increases, Delek calculates the total rent expense for the entire lease period, considering renewals for all periods for which failure to renew the lease imposes economic penalty, and records rental expense on a straight-line basis in the accompanying consolidated statements of income. See Note 21 for further information. Income Taxes Income taxes are accounted for under the provisions of ASC 740, Income Taxes ("ASC 740"). This statement generally requires Delek to record deferred income taxes for the differences between the book and tax bases of its assets and liabilities, which are measured using enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred income tax expense or benefit represents the net change during the year in our deferred income tax assets and liabilities, exclusive of the amounts held in other comprehensive income. ASC 740 also prescribes a comprehensive model for how companies should recognize, measure, present and disclose in their financial statements uncertain tax positions take |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Alon In January 2017, we announced that Old Delek (and various related entities) entered into the Merger Agreement with Alon, as subsequently amended on February 27 and April 21, 2017. The related Merger (the "Merger" or the "Delek/Alon Merger") was effective July 1, 2017 (as previously defined, the “Effective Time”), resulting in a new post-combination consolidated registrant renamed as Delek US Holdings, Inc. (as previously defined, “New Delek”), with Alon and Old Delek surviving as wholly-owned subsidiaries of New Delek. New Delek is the successor issuer to Old Delek and Alon pursuant to Rule 12g-3(c) under the Exchange Act, as amended. In addition, as a result of the Delek/Alon Merger, the shares of common stock of Old Delek and Alon were delisted from the New York Stock Exchange in July 2017, and their respective reporting obligations under the Exchange Act were terminated. Prior to the Merger, Old Delek owned a non-controlling equity interest of approximately 47% of the outstanding shares of Alon, which was accounted for under the equity method of accounting (See Note 5 ). Subject to the terms and conditions of the Merger Agreement, at the Effective Time, each issued and outstanding share of Alon Common Stock, other than shares owned by Old Delek and its subsidiaries or held in the treasury of Alon, was converted into the right to receive 0.504 of a share of New Delek Common Stock, or, in the case of fractional shares of New Delek Common Stock, cash (without interest) in an amount equal to the product of (i) such fractional part of a share of New Delek Common Stock multiplied by (ii) $25.96 per share, which was the volume weighted average price of the Old Delek Common Stock, par value $0.01 per share as reported on the NYSE Composite Transactions Reporting System for the twenty consecutive New York Stock Exchange (“NYSE”) full trading days ending on June 30, 2017. Each outstanding share of restricted Alon Common Stock was assumed by New Delek and converted into restricted stock denominated in shares of New Delek Common Stock, using the conversion rate applicable to the Merger. Committed but unissued share-based awards were exchanged and converted into rights to receive share-based awards indexed to New Delek Common Stock. In addition, subject to the terms and conditions of the Merger Agreement, each share of Old Delek Common Stock or fraction thereof issued and outstanding immediately prior to the Effective Time (other than Old Delek Common Stock held in the treasury of Old Delek, which was retired in connection with the Merger) was converted at the Effective Time into the right to receive one validly issued, fully paid and non‑assessable share of New Delek Common Stock or such fraction thereof equal to the fractional share of New Delek Common Stock. All existing Old Delek stock options, restricted stock awards and stock appreciation rights were converted into equivalent rights with respect to New Delek Common Stock. In connection with the Merger, Alon, New Delek and U.S. Bank National Association, as trustee (the “Trustee”), entered into a First Supplemental Indenture (the “Supplemental Indenture”), effective as of July 1, 2017, supplementing the Indenture, dated as of September 16, 2013 (the “Original Indenture”; the Original Indenture, as amended by the Supplemental Indenture, is referred to as the "Indenture"), pursuant to which Alon issued its 3.00% Convertible Senior Notes due 2018 (the “Convertible Notes”), which were convertible into shares of Alon’s Common Stock, par value $0.01 per share or cash or a combination of cash and Alon Common Stock, all as provided in the Indenture. The Supplemental Indenture provides that, as of the Effective Time, the right to convert each $1,000 principal amount of the Notes based on a number of shares of Alon Common Stock equal to the Conversion Rate (as defined in the Indenture) in effect immediately prior to the Merger was changed into a right to convert each $1,000 principal amount of Notes into or based on a number of shares of New Delek Common Stock (at the exchange rate of 0.504 ), par value $0.01 per share, equal to the Conversion Rate in effect immediately prior to the Merger. In addition, the Supplemental Indenture provides that, as of the Effective Time, New Delek fully and unconditionally guaranteed, on a senior basis, Alon’s obligations under the Convertible Notes. In connection with the Indenture, Alon also entered into equity instruments, including Purchased Options and Warrants, designed, in combination, to hedge the risk associated with the potential exercise of the conversion feature of the Convertible Notes and to minimize the dilutive effect of such potential conversion. These equity instruments, in addition to the conversion feature, represent equity instruments originally indexed to Alon Common Stock that were exchanged for instruments with terms designed to preserve the original economic intent of such instruments and indexed to New Delek Common Stock in connection with the Merger. See Note 12 for further discussion. Alon is a refiner and marketer of petroleum products, operating primarily in the south central, southwestern and western regions of the United States. As of December 31, 2017 , Alon owned 100% of the general partner and 81.6% of the limited partner interests in the Alon Partnership, which owns a crude oil refinery in Big Spring, Texas with a crude oil throughput capacity of 73,000 bpd and an integrated wholesale marketing business. In addition, Alon directly owns a crude oil refinery in Krotz Springs, Louisiana with a crude oil throughput capacity of 74,000 bpd. Alon also owns crude oil refineries in California, which have not processed crude oil since 2012. Alon is a marketer of asphalt, which it distributes through asphalt terminals located predominantly in the southwestern and western United States. Alon is the largest 7-Eleven licensee in the United States and operates approximately 300 convenience stores which market motor fuels in central and west Texas and New Mexico. Transaction costs incurred by the Company totaled approximately $24.7 million and $3.0 million for the years ended December 31, 2017 and 2016, respectively. Such costs were included in general and administrative expenses in the accompanying consolidated statements of income. The Merger is accounted for using the acquisition method of accounting, which requires, among other things, that assets acquired at their fair values and liabilities assumed be recognized on the balance sheet as of the acquisition date. The components of the consideration transferred were as follows (dollars in millions, except per share amounts): Delek common stock issued 19,250,795 Ending price per share of Delek Common Stock immediately before the Effective Time $ 26.44 Total value of common stock consideration $ 509.0 Additional consideration (1) 21.7 Fair value of Delek's pre-existing equity method investment in Alon (2) 449.0 Total consideration $ 979.7 The preliminary allocation of the aggregate purchase price as of December 31, 2017 is summarized as follows (in millions), and is inclusive of the California Discontinued Entities discussed in Note 6 : Cash $ 215.3 Receivables 166.1 Inventories 266.8 Prepaids and other current assets 29.0 Property, plant and equipment (3) 1,130.5 Equity method investments 31.0 Acquired intangible assets (4) 79.0 Goodwill (5) 804.4 Other non-current assets 37.0 Accounts payable (257.4 ) Obligation under Supply & Offtake Agreements (198.0 ) Current portion of environmental liabilities (7.5 ) Other current liabilities (286.3 ) Environmental liabilities and asset retirement obligations, net of current portion (161.4 ) Deferred income taxes (202.4 ) Debt (568.0 ) Other non-current liabilities (6) (98.4 ) Fair value of net assets acquired $ 979.7 (1) Additional consideration includes the fair value of certain equity instruments originally indexed to Alon stock that were exchanged for instruments indexed to New Delek's stock, as well as the fair value of certain share-based payments that were required to be exchanged for awards indexed to New Delek's stock in connection with the Delek/Alon Merger. (2) The fair value of Delek's pre-existing equity method investment in Alon was based on the quoted market price of shares of Alon. (3) This preliminary fair value of property, plant and equipment is based on a valuation using a combination of the income, cost and market approaches. The useful lives are based upon guidelines for similar equipment, chronological age since installation and consideration of costs spent on upgrades, repairs, turnarounds and rebuilds. (4) The acquired intangible assets amount includes the following identified intangibles: • Third-party fuel supply agreement intangible that is subject to amortization with a preliminary fair value of $49.0 million , which will be amortized over a 10 -year useful life. We recognized amortization expense for the year ended December 31, 2017 of $2.4 million . The estimated amortization is $4.9 million for each of the five succeeding fiscal years. • Fuel trade name intangible valued at $4.0 million , which will be amortized over 5 years. We recognized amortization expense for the year ended December 31, 2017 of $0.4 million . The estimated amortization is $0.8 million for each of the four succeeding fiscal years, with $0.4 million the fifth year. • License agreements intangible valued at $2.6 million , which will be amortized over 8.7 years . We recognized amortization expense for the year ended December 31, 2017 of $0.1 million . The estimated amortization is $0.3 million for each of the five succeeding fiscal years. • Rights-of-way intangible valued at $9.5 million , which has an indefinite life. • Liquor license intangible valued at $8.5 million , which has an indefinite life. • Colonial Pipeline shipping rights intangible valued at $1.7 million , which has an indefinite life. • Refinery permits valued at $3.1 million , which have an indefinite life. • Below-market lease intangible valued at $0.6 million , which will be amortized over the remaining lease term (excludes certain leases that are still being evaluated for above or below market considerations). (5) Goodwill generated, as a result of the Merger, consists of the value of expected synergies from combining operations, the acquisition of an existing integrated refining, marketing and retail business located in areas with access to cost–advantaged feedstocks with an assembled workforce that cannot be duplicated at the same costs by a new entrant and the strategic advantages of having a larger market presence. The total amount of goodwill that is expected to be deductible for tax purposes is $15.5 million . Goodwill has been preliminarily allocated to reportable segments based on various factors that are still being evaluated. Accordingly, such allocations are considered preliminary and may change within the permissible measurement period, not to exceed one year. The preliminary allocation of goodwill to reportable segments is as follows: Refining - $750.9 million and Retail - $30.8 million . The remainder relates to the asphalt operations, which is included in the corporate, other and eliminations segment. (6) The assumed other non-current liabilities include liabilities related to above-market leases preliminarily fair valued at $15.8 million , which will be amortized over the remaining lease term (excludes certain leases that are still being evaluated for above or below market considerations). The following unaudited pro forma financial information presents the condensed combined results of operations of Delek and Alon for the years ended December 31, 2017 and 2016 , as if the Delek/Alon Merger had occurred on January 1, 2016. The unaudited pro forma financial information is not intended to represent or be indicative of the consolidated results of operations that would have been reported had the Delek/Alon merger been completed as of January 1, 2016, and should not be taken as indicative of New Delek's future consolidated results of operations. In addition, the unaudited pro forma condensed combined results of operations do not reflect any cost savings or associated costs to achieve such savings from operating efficiencies, synergies, debt refinancing or other restructuring that may result from the Delek/Alon Merger. The pro forma financial information also does not reflect certain non-recurring adjustments that have been, or are expected to be, recorded in connection with the Delek/Alon Merger, including any accrual for integration costs or transactions costs or additional transaction costs related to the Merger, nor any retrospective adjustments related to the conforming of Alon's accounting policies to Delek's accounting policies, as such adjustments are impracticable to determine, and such adjustments are not expected to be indicative of on-going operations of the combined company. Finally, the pro forma presentation of net sales and net income is inclusive of the sales and net income (loss) attributable to the California Discontinued Entities (which are generally not material as the majority of the California Discontinued Entities were non-operating during the pro forma period). Pro forma adjustments are tax-effected at the Company's estimated statutory tax rates. Year Ended December 31, (in millions, except per share data) 2017 2016 (unaudited) Net sales $ 9,448.7 $ 8,100.9 Net income attributable to Delek 223.2 16.3 Earnings per share: Basic $ 2.75 $ 0.20 Diluted 2.73 0.20 The unaudited pro forma statements of operations reflect the following adjustments: • To eliminate transactions between Delek and Alon for purchases and sales of refined products, reducing revenue and the associated cost of goods sold. Such pro forma eliminations resulted in a decrease to combined pro forma sales by $59.0 million and $10.4 million for the years ended December 31, 2017 and 2016 , respectively. • To eliminate non-recurring transaction costs incurred during the historical periods. Such adjustments to general and administrative expense have been estimated to result in an increase to pro forma pre-tax income attributable to Delek totaling $32.2 million and $13.7 million for the years ended December 31, 2017 and 2016 . • To retrospectively reflect depreciation and amortization of intangibles based on the preliminary fair value of the assets as of the acquisition date, as if that fair value had been reflected beginning January 1, 2016, and to retrospectively eliminate the amortization of any previously recorded intangibles. Such adjustments to depreciation and amortization have been estimated to result in an increase to pro forma pre-tax income attributable to Delek totaling $34.7 million and $66.5 million for the years ended December 31, 2017 and 2016 , respectively. • To retrospectively reflect the accretion of asset retirement obligations and certain environmental liabilities. Such adjustments to general and administrative expense have been estimated to result in a decrease to pro forma pre-tax income attributable to Delek totaling $0.8 million and $1.5 million for the years ended December 31, 2017 and 2016 , respectively. • To retrospectively reflect adjustments to interest expense, including the impact of discounts or premiums created by the difference in fair value and outstanding amounts as of the acquisition date (collectively, the “new effective yield”), by applying the new effective yield to historical outstanding amounts in the pro forma period and reversing previously recognized interest expense. Such net adjustments to interest expense have been estimated to result in an increase to pro forma pre-tax income attributable to Delek totaling $8.8 million and $20.7 million for the years ended December 31, 2017 and 2016 , respectively. • To eliminate Delek’s equity income previously recorded on its equity method investment in Alon, prior to the Merger. Such pro forma elimination resulted in an increase (decrease) to pro forma pre-tax income totaling $(3.2) million and $42.2 million for the years ended December 31, 2017 and 2016 , respectively. • To eliminate the impairment charge on the equity method investment in Alon totaling $245.3 million recognized in the year ended December 31, 2016 , and to eliminate the gain on remeasurement of the equity method investment in Alon totaling $190.1 million recognized during the year ended December 31, 2017 . • To record the tax effect on pro forma adjustments and additional tax benefit associated with dividends received from Alon at a combined U.S. (federal and state) income tax statutory blended rate of approximately 37% for the year ended December 31, 2017 , and approximately 35% for the year ended December 31, 2016 . • To adjust the weighted average number of shares outstanding based on 0.504 of a share of Delek common stock for each share of Alon common stock outstanding as of December 31, 2017 , reflecting the elimination of Alon historical weighted average shares outstanding and the addition of the estimated New Delek incremental shares issued. As of June 30, 2017, the carrying value of Delek's equity method investment in Alon was $252.6 million . During the year ended December 31, 2017 , we recognized a gain of $196.4 million as a result of remeasuring the 47% equity method investment in Alon at its fair value as of the Effective Time of the Delek/Alon Merger, in accordance with ASC 805, Business Combinations, net of a $6.3 million loss to record the reversal of accumulated other comprehensive income. This net gain of $190.1 million was recognized in the line item entitled Gain on remeasurement of equity method investment in Alon in the consolidated statements of income. The acquisition-date fair value of the pre-existing non-controlling interest in Alon was $449.0 million and is included in the measurement of the consideration transferred. Delek began consolidating Alon's results of operations on July 1, 2017. Alon operations contributed $1,950.0 million to net sales and $151.0 million to net income for the year ended December 31, 2017 , inclusive of the contribution of the California Discontinued Entities. Updates to the Preliminary Purchase Price Allocation During the three months ended December 31, 2017 , we continued our procedures to determine the fair value of assets and liabilities assumed in the Delek/Alon Merger, as anticipated and disclosed in our Quarterly Report on Form 10-Q filed on November 11, 2017. As a result, the following changes were made to the preliminary purchase price allocation disclosed in our Quarterly Report on Form 10-Q filed on November 11, 2017: Subsequent changes to initial allocation of fair value of net assets acquired: Cash $ — Receivables (1) (10.8 ) Inventories (2) 11.3 Prepaids and other current assets (2.4 ) Property, plant and equipment (3) (52.6 ) Equity method investments — Acquired intangible assets (4) 14.0 Other non-current assets — Accounts payable (5) 2.3 Obligation under Supply & Offtake Agreements — Current portion of environmental liabilities — Other current liabilities (6) (19.8 ) Environmental liabilities and asset retirement obligations, net of current portion (7) (19.7 ) Deferred income taxes (8) 78.0 Debt — Other non-current liabilities (9) (19.9 ) Resulting adjustment to goodwill $ 19.6 (1) Change primarily relates to a reclassification of intercompany accounts receivable against intercompany accounts payable during the fourth quarter 2017 to properly reflect the net amounts receivable and payable from third parties. (2) Change is is related to adjustments for inventory that was used in production but not yet purchased. These adjustments resulted in corresponding increases in accounts payable. (3) Change is due to continued valuation procedures around property, plant and equipment acquired. (4) Change is primarily due to revised estimates for the fair value of the third-party fuel agreements intangible and the fuel trade name intangible, as well as the addition of an intangible for license agreements and right-of-way intangible. (5) Change is primarily due to the accrual of amounts identified as owed for inventory used by but not yet purchased, as well as other amounts identified as owed subsequent to our initial purchase price allocation, net of a reclassification of intercompany accounts receivable against intercompany accounts payable during the fourth quarter 2017 to properly reflect the net amounts receivable and payable from third parties. (6) Change is primarily due to an increase in current income taxes payable recorded in connection with our continued evaluation of income taxes associated with the acquisition, an increase to record a pre-acquisition contingent liability related to litigation, as well as adjustments to record tank inspection and above-market rail car lease liabilities not previously valued. (7) Change is to record the long-term portion of additional asset retirement obligations and environmental liabilities identified based on preliminary estimates and/or to update preliminary estimates based on additional information. (8) Change is related to adjustments to net deferred tax liabilities based on the updated purchase price allocation and revisions of preliminary tax estimates. (9) Change is primarily to record the long-term portion of above-market lease liabilities related to rail cars and tank inspection liabilities not previously valued. The allocation of the purchase price continues to be based upon a preliminary valuation. Our estimates and assumptions are subject to change during the purchase price allocation measurement period, not to exceed one year from the acquisition date. The primary areas of the purchase price allocation that are not yet finalized relate to the following: • finalizing the valuation and assignment of remaining useful lives associated with property, plant and equipment acquired in the retail segment; • finalizing our review of certain current and non-current assets acquired and liabilities assumed in the retail segment; • finalizing the valuation of certain in-place contracts or contractual relationships (including but not limited to leases), including determining the appropriate amortization period; • finalizing the review and valuation of environmental liabilities and asset retirement obligations (see Note 21 ); • finalizing the evaluation and valuation of certain legal matters and/or other loss contingencies, including those that we may not yet be aware of but that meet the requirement to qualify as a pre-acquisition contingency (see Note 21 ); and • finalizing our estimate of the impact of purchase accounting on deferred income tax assets or liabilities. To the extent possible, estimates have been considered and recorded, as appropriate, for the items above based on the information available as of December 31, 2017 . We will continue to evaluate these items until they are satisfactorily resolved and adjust our purchase price allocation accordingly, within the allowable measurement period (not to exceed one year from the date of acquisition), as defined by ASC 805. Pipeline Assets During the year ended December 31, 2017 , Delek made two pipeline asset acquisitions, for a total purchase price of $13.0 million . Such acquisitions were accounted for as asset acquisitions, and therefore the cost of the acquisition has been allocated to the cost of the assets acquired on a relative fair value basis. The following table summarizes the allocation of the relative fair value assigned to the asset groups for the acquisitions (in millions): Land $ 0.2 Property, plant and equipment 6.4 Intangible assets (1) 6.4 Total $ 13.0 (1) Intangible assets acquired represent rights-of-way assets with indefinite useful lives. Rights-of-way assets are not subject to amortization. |
Delek Logistics and the Alon Pa
Delek Logistics and the Alon Partnership | 12 Months Ended |
Dec. 31, 2017 | |
Variable Interest Entity, Not Primary Beneficiary, Disclosures [Abstract] | |
Delek Logistics and the Alon Partnership | Delek Logistics and the Alon Partnership Delek Logistics Delek Logistics is a publicly traded limited partnership that was formed by Delek in 2012 to own, operate, acquire and construct crude oil and refined products logistics and marketing assets. A substantial majority of Delek Logistics' assets are integral to Delek’s refining and marketing operations. As of December 31, 2017 , we owned a 61.5% limited partner interest in Delek Logistics, consisting of 15,294,046 common units, and a 94.6% interest in Logistics GP, which owns both the entire 2.0% general partner interest, consisting of 497,604 general partner units, in Delek Logistics and all of the incentive distribution rights. In March 2015, a subsidiary of Delek Logistics completed the acquisition from Lion Oil of two crude oil rail offloading racks at the El Dorado refinery and related ancillary assets adjacent to the El Dorado refinery (the "El Dorado Offloading Racks Acquisition"). The cash paid for the assets acquired was approximately $42.5 million , financed with borrowings under the DKL Revolver (as defined in Note 12 ). In March 2015, a subsidiary of Delek Logistics completed the acquisition from refining of a crude oil storage tank with 350,000 barrels of shell capacity that supports the Tyler refinery and related ancillary assets adjacent to our Tyler refinery (the "Tyler Crude Tank Acquisition"). The purchase price paid for the assets acquired was $19.4 million in cash, financed with borrowings under the DKL Revolver (as defined in Note 12 ). The El Dorado Offloading Racks Acquisition and the Tyler Crude Tank Acquisition are each considered a transfer of a business between entities under common control. As such, the assets acquired and liabilities assumed were transferred to Delek Logistics at historical basis instead of fair value. We have agreements with Delek Logistics that, among other things, establish fees for certain administrative and operational services provided by us and our subsidiaries to Delek Logistics, provide certain indemnification obligations and establish terms for fee-based commercial logistics and marketing services provided by Delek Logistics and its subsidiaries to us. The revenues and expenses associated with these agreements are eliminated in consolidation. Delek Logistics is a variable interest entity, as defined under GAAP, and is consolidated into our consolidated financial statements, representing our logistics segment. With the exception of intercompany balances which are eliminated in consolidation, the Delek Logistics consolidated balance sheets as of December 31, 2017 and 2016 , as presented below, are included in the consolidated balance sheets of Delek (in millions). December 31, 2017 2016 ASSETS Cash and cash equivalents $ 4.7 $ 0.1 Accounts receivable 23.0 19.2 Accounts receivable from related parties 1.1 2.8 Inventory 20.9 8.9 Other current assets 0.7 1.1 Property, plant and equipment, net 255.1 251.0 Equity method investments 106.5 101.1 Goodwill 12.2 12.2 Intangible assets, net 15.9 14.4 Other non-current assets 3.4 4.7 Total assets $ 443.5 $ 415.5 LIABILITIES AND DEFICIT Accounts payable $ 19.1 $ 10.9 Accrued expenses and other current liabilities 12.6 9.8 Long-term debt 422.6 392.6 Asset retirement obligations 4.1 3.8 Other non-current liabilities 14.3 11.7 Deficit (29.2 ) (13.3 ) Total liabilities and deficit $ 443.5 $ 415.5 Alon Partnership As of December 31, 2017 , the Alon Partnership was a publicly-traded limited partnership that owns the assets and conducts the operations of the Big Spring refinery and the associated integrated wholesale marketing operations. The limited partner interests of the Alon Partnership were represented as common units outstanding. As of December 31, 2017 , the 11,492,800 common units held by the public represented 18.4% of the Alon Partnership’s common units outstanding. We owned the remaining 81.6% of the Alon Partnership’s common units and Alon USA Partners GP, LLC (the “Alon General Partner”), our wholly-owned subsidiary, owned 100% of the general partner interest in the Alon Partnership, which is a non-economic interest. See Note 25 regarding acquisition of the non-controlling interest in the Alon Partnership on February 7, 2018. The limited partner interests in the Alon Partnership not owned by us are reflected in net income attributable to non-controlling interest in the accompanying consolidated statements of income and in non-controlling interest in subsidiaries in the accompanying consolidated balance sheets. We have agreements with the Alon Partnership, under which the Alon Partnership has agreed to reimburse us for certain administrative and operational services provided by us and our subsidiaries to the Alon Partnership, indemnify us with respect to certain matters and establish terms for the supply of products by the Alon Partnership to us. As of December 31, 2017 , the Alon Partnership was a variable interest entity, as defined under GAAP, and is consolidated into our consolidated financial statements as part of the refining segment. We have elected to push down purchase accounting to the Alon Partnership, which resulted in the push-down of the preliminary fair value of equity as purchase price consideration based on the market value of the Alon Partnership partnership units as of the Merger Date ), and the preliminary fair values of assets and liabilities as of the Merger date. Such push-down purchase accounting also resulted in a preliminary determination of the fair value of our non-controlling interest in the Alon Partnership, which is estimated to be $120.6 million . With the exception of intercompany balances, which are eliminated in consolidation, the Alon Partnership consolidated balance sheet as of December 31, 2017 , as presented below, is included in the consolidated balance sheets of Delek (in millions). ASSETS Cash and cash equivalents $ 252.8 Accounts receivable 96.7 Accounts receivable from related parties 640.0 Inventories 133.2 Prepaid expenses and other current assets 5.9 Property, plant and equipment, net 413.3 Goodwill 576.6 Other non-current assets 59.2 Total assets $ 2,177.7 LIABILITIES AND EQUITY Accounts payable $ 44.5 Accounts payable to related parties, net of related receivables 794.2 Accrued expenses and other current liabilities 161.9 Current portion of long-term debt 337.4 Obligation under Supply and Offtake Agreement 120.1 Deferred income tax liability 1.3 Other non-current liabilities 34.5 Equity 683.8 Total liabilities and equity $ 2,177.7 |
Equity Method Investments
Equity Method Investments | 12 Months Ended |
Dec. 31, 2017 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Equity Method Investments On May 14, 2015, Delek acquired from Alon Israel Oil Company, Ltd. ("Alon Israel") approximately 33.7 million shares of common stock (the "ALJ Shares") of Alon pursuant to the terms of a stock purchase agreement with Alon Israel dated April 14, 2015 (the "Alon Acquisition"). The ALJ Shares represented an equity interest in Alon of approximately 48% at the time of acquisition. We acquired the ALJ Shares with a combination of cash, Delek stock and seller-financed debt. • Delek issued 6,000,000 restricted shares of its common stock, par value $0.01 per share, to Alon Israel; • Delek issued an unsecured $145.0 million term promissory note payable to Alon Israel (the "Alon Israel Note") (See Note 12 for further information); • Delek paid Alon Israel $200.0 million in cash at closing funded with a combination of cash on hand and borrowings under the Lion Term Loan (as defined in Note 12 ); and • Delek agreed to pay Alon Israel $5.0 million of additional consideration, to be paid ratably in annual installments over a period of five years. Delek also agreed to issue an additional 200,000 restricted shares of its common stock to Alon Israel if the closing price of Delek's common stock was greater than $50.00 per share for at least 30 consecutive trading days that end on or before May 14, 2017. As of December 31, 2016, our investment balance in Alon was $259.0 million (our equity method investment in Alon prior to the Delek/Alon Merger was reported in the corporate, other and eliminations segment) and the excess of our initial investment over our net equity in the underlying net assets of Alon was approximately $11.9 million . This excess was included in equity method investments in our consolidated balance sheet and a portion had been attributed to property, plant and equipment and definite lived intangible assets. These portions of the excess were amortized as a reduction to earnings from equity method investments on a straight-line basis over the lives of the related assets. The earnings from this equity method investment reflected in our consolidated statements of income include our share of net earnings or losses directly attributable to this equity method investment, and amortization of the excess of our investment balance over the underlying net assets of Alon prior to the Delek/Alon Merger. We evaluated our investment in Alon as of September 30, 2016, and determined that the decline in the market value of the ALJ Shares was other than temporary and, therefore, it was necessary to record an impairment charge of $245.3 million on our investment based on the quoted market price of our ALJ Shares, which is a Level 1 fair value measurement. Our decision that the decline in market value of the ALJ shares was other than temporary was primarily based on the following factors: the duration of the period in which the fair market value had been below our investment balance and the decreased possibility of a recovery in the near term as a result of Alon's year-end financial performance, as well as expectations of Alon's future operating performance. This impairment is reflected in the loss on impairment of equity method investment in our consolidated statements of income for the year ended December 31, 2016. Effective July 1, 2017, Alon became a wholly-owned subsidiary of New Delek in connection with the Delek/Alon Merger. In connection with the acquisition, we recognized a gain of $196.4 million as a result of remeasuring the 47% equity method investment in Alon at its fair value as of the Effective Time of the Delek/Alon Merger, in accordance with ASC 805, Business Combinations, net of a $6.3 million loss to record the reversal of accumulated other comprehensive income. This net gain of $190.1 million was recognized in the line item entitled Gain on remeasurement of equity method investment in Alon in the consolidated statements of income. The acquisition-date fair value of the pre-existing non-controlling interest in Alon was $449.0 million and is included in the measurement of the consideration transferred. See Note 3 for further discussion. Below is summarized financial information of the financial position and results of operations of Alon (in millions) for the previous periods when Alon was accounted for as an equity method investment: Balance Sheet Information Year Ended December 31, 2016 Current assets $ 471.3 Non-current assets 1,624.0 Current liabilities 445.5 Non-current liabilities 1,067.4 Non-controlling interests 61.3 Income Statement Information For the period January 1, 2017 to June 30, 2017 Year Ended December 31, 2016 Net sales $ 2,269.7 $ 3,913.4 Gross profit 351.2 536.6 Pre-tax income (loss) 20.0 (126.6 ) Net income (loss) 15.0 (79.8 ) Net income (loss) attributable to Alon 9.5 (82.8 ) In March 2015, Delek Logistics entered into two joint ventures which own and operate logistics assets, and which serve third parties and subsidiaries of Delek. Delek Logistics' investment in these joint ventures was financed through a combination of cash from operations and borrowings under the DKL Revolver (as defined in Note 12 ). As of December 31, 2017 , Delek Logistics' investment balance in these joint ventures was $106.5 million and was accounted for using the equity method. One of the joint venture projects was completed and began operations in September 2016. The other was completed and began operations in January 2017. In July 2017, Delek Renewables, LLC invested in a joint venture with an unrelated third party that was formed to plan, develop, construct, own, operate and maintain a terminal consisting of an ethanol unit train facility with an ethanol tank in North Little Rock, Arkansas. This investment was financed through cash from operations. As of December 31, 2017 , Delek Renewables, LLC's investment balance in this joint venture was $2.2 million and was accounted for using the equity method. The investment in this joint venture is reflected in the refining segment. Effective with the Delek/Alon Merger, we own a 50% interest in two joint ventures that own asphalt terminals located in Fernley, Nevada, and Brownwood, Texas. As of December 31, 2017 , Delek's investment balance in these joint ventures was $29.4 million and are accounted for using the equity method. These investments are included as part of total assets in the corporate, other and eliminations segment. |
Discontinued Operations and Ass
Discontinued Operations and Assets Held for Sale | 12 Months Ended |
Dec. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discounted Operations and Assets Held for Sale | Discontinued Operations and Assets Held for Sale Retail Entities In August 2016, Delek entered into a Purchase Agreement to sell the Retail Entities to COPEC. As a result of the Purchase Agreement, we met the requirements of ASC 205-20 and ASC 360 to report the results of the Retail Entities as discontinued operations and to classify the Retail Entities as a group of assets held for sale. The fair value assessment of the Retail Entities as of August 27, 2016 did not result in an impairment. We ceased depreciation of these assets as of August 27, 2016. The Retail Transaction closed in November 2016, and we received net cash consideration of $378.9 million , net of debt repayments and transaction costs, and retained approximately $62.8 million of net liabilities from the Retail Entities. The Retail Transaction resulted in a gain on sale of the Retail Entities, before income tax, of $134.1 million in 2016. Under the terms of the Purchase Agreement, Lion Oil and MAPCO Express entered into a supply agreement at the closing of the Retail Transaction pursuant to which Lion Oil will supply fuel to retail locations owned by MAPCO Express for a period of 18 months following the closing of the Retail Transaction (the "Fuel Supply Agreement"). We recorded net revenues of $410.5 million and $54.3 million and net cash inflows of $411.5 million and $43.5 million for the years ended December 31, 2017 and 2016 , respectively, associated with the Fuel Supply Agreement. Once the Retail Entities were identified as assets held for sale, the operations associated with these properties qualified for reporting as discontinued operations. Accordingly, the operating results, net of tax, from discontinued operations are presented separately in Delek’s consolidated statements of income and the notes to the consolidated financial statements have been adjusted to exclude the discontinued operations. Components of amounts reflected in income from discontinued operations are as follows (in millions): Year Ended December 31, 2016 December 31, 2015 Net sales $ 1,216.3 $ 1,495.1 Cost of goods sold (1,041.2 ) (1,293.8 ) Operating expenses (116.4 ) (136.3 ) General and administrative expenses (21.8 ) (25.5 ) Depreciation and amortization (20.4 ) (28.0 ) Other operating income, net — 0.4 Interest expense (6.4 ) (6.2 ) Gain on sale of Retail Entities 134.1 — Income from discontinued operations before taxes 144.2 5.7 Income tax expense 57.9 (0.9 ) Income from discontinued operations, net of tax $ 86.3 $ 6.6 California Discontinued Entities During the third quarter 2017, we committed to a plan to sell certain assets associated with our Paramount and Long Beach, California refineries and our California renewable fuels facility (AltAir Paramount, LLC), which were acquired as part of the Delek/Alon Merger. As a result of this decision and commitment to a plan, and because it was made within three months of the Delek/Alon Merger, we met the requirements under ASC 205-20 and ASC 360 to report the results of the California Discontinued Entities as discontinued operations and to classify the California Discontinued Entities as a group of assets held for sale as of July 1, 2017. The sale of the California Discontinued Entities is currently anticipated to occur within the next 6-9 months. The property, plant and equipment of the California Discontinued Entities were recorded at fair value as part of the Delek/Alon Merger, and we did not record any depreciation of these assets since the Delek/Alon Merger. The carrying amount of the major classes of assets and liabilities of the California Discontinued Entities included in assets held for sale and liabilities associated with assets held for sale are as follows (in millions): December 31, 2017 Assets held for sale: Cash and cash equivalents $ 10.1 Accounts receivable 7.9 Inventory 1.9 Other current assets 1.3 Property, plant & equipment, net 130.0 Other intangibles, net 6.6 Other non-current assets 2.2 Assets held for sale $ 160.0 Liabilities associated with assets held for sale: Accounts payable $ — Accrued expenses and other current liabilities 9.5 Deferred tax liabilities 63.9 Other non-current liabilities 32.5 Liabilities associated with assets held for sale $ 105.9 Once the operating assets of the California Discontinued Entities met the criteria to be classified as assets held for sale, the operations associated with these properties qualified for reporting as discontinued operations. Accordingly, the operating results, net of tax, from discontinued operations are presented separately in Delek’s condensed consolidated statements of income and the notes to the condensed consolidated financial statements have been adjusted to exclude the discontinued operations. Classification as discontinued operations requires retrospective reclassification of the associated assets, liabilities and results of operations for all periods presented, beginning (in this case) as of the date of acquisition, which was July 1, 2017. Components of amounts reflected in income from discontinued operations are as follows (in millions): Year Ended December 31, 2017 Net sales $ 82.4 Cost of goods sold (68.7 ) Operating expenses (14.4 ) General and administrative expenses (6.0 ) Other operating expense, net (0.2 ) Interest expense (1.7 ) Interest income — Other expense, net — Loss from discontinued operations before taxes (8.6 ) Income tax benefit (2.7 ) Loss from discontinued operations, net of tax $ (5.9 ) The net assets of the California Discontinued Entities include a non-controlling interest totaling $10.5 million as of December 31, 2017 , and the net loss attributable to the California Discontinued Entities includes a net loss attributable to the non-controlling interest totaling $0.6 million for the for the period July 1, 2017 through December 31, 2017 . |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2017 | |
Inventory, Net [Abstract] | |
Inventory | Inventory Crude oil, work-in-process, refined products, blendstocks and asphalt inventory for all of our operations, excluding the Tyler refinery and merchandise inventory in our Retail segment, are stated at the lower of cost determined using the FIFO basis or net realizable value. Cost of all inventory at the Tyler refinery is determined using the LIFO inventory valuation method and inventory is stated at the lower of LIFO cost or market. Retail merchandise inventory consists of cigarettes, beer, convenience merchandise and food service merchandise and is stated at estimated cost as determined by the retail inventory method. Carrying value of inventories consisted of the following (in millions): December 31, December 31, Refinery raw materials and supplies $ 308.0 $ 145.6 Refinery work in process 79.2 37.6 Refinery finished goods 366.4 200.3 Retail fuel 8.3 — Retail merchandise 25.6 — Logistics refined products 20.9 8.9 Total inventories $ 808.4 $ 392.4 Due to a lower crude oil and refined product pricing environment experienced since the end of 2014, market prices have declined to a level below the average cost of our inventories. At December 31, 2017 , we recorded a pre-tax inventory valuation reserve of $2.4 million , $1.5 million of which related to LIFO inventory, which is subject to reversal in subsequent periods, not to exceed LIFO cost, should market prices recover. At December 31, 2016 , we recorded a pre-tax inventory valuation reserve of $16.0 million , all of which related to LIFO inventory, which reversed in the first quarter of 2017 , as the inventories associated with the valuation adjustment at the end of 2016 were sold or used. For the years ended December 31, 2017 , 2016 and 2015 , we recognized net LIFO inventory valuation gains of $14.5 million , $33.8 million and $4.3 million , respectively, which were recorded as a component of cost of goods sold in the accompanying consolidated statements of income. At December 31, 2017 and 2016 , the excess of replacement cost (FIFO) over the carrying value (LIFO) of the Tyler refinery inventories was $9.0 million and $3.5 million , respectively. Permanent Liquidations We incurred a permanent reduction in a LIFO layer resulting in liquidation gain (loss) in our refinery inventory of $0.9 million , $(2.2) million and $(34.5) million during the years ended December 31, 2017 , 2016 and 2015 , respectively. These liquidation gains (losses) were recognized as a component of cost of goods sold in the accompanying consolidated statements of income. |
Crude Oil Supply and Inventory
Crude Oil Supply and Inventory Purchase Agreement | 12 Months Ended |
Dec. 31, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Crude Oil Supply and Inventory Purchase Agreement | Crude Oil Supply and Inventory Purchase Agreements El Dorado refinery operations Throughout the term of the Supply and Offtake Agreement that supports the operations of our El Dorado refinery (the "El Dorado Supply and Offtake Agreement"), which was amended on February 27, 2017 to change, among other things, certain terms related to pricing and an extension of the maturity date to April 30, 2020, Lion Oil and J. Aron will identify mutually acceptable contracts for the purchase of crude oil from third parties and J. Aron will supply up to 100,000 barrels per day ("bpd") of crude oil to the El Dorado refinery. Crude oil supplied to the El Dorado refinery by J. Aron will be purchased daily at an estimated average monthly market price by Lion Oil. J. Aron will also purchase all refined products from the El Dorado refinery at an estimated daily market price, as they are produced. These daily purchases and sales are trued-up on a monthly basis in order to reflect actual average monthly prices. We have recorded a receivable related to this monthly settlement of $0.3 million and $6.9 million as of December 31, 2017 and 2016 , respectively. Also pursuant to the El Dorado Supply and Offtake Agreement and other related agreements, Lion Oil will endeavor to arrange potential sales by either Lion Oil or J. Aron to third parties of the products produced at the El Dorado refinery or purchased from third parties. In instances where Lion Oil is the seller to such third parties, J. Aron will first transfer title to the applicable products to Lion Oil. This arrangement is accounted for as a product financing arrangement. Delek incurred fees payable to J. Aron of $9.7 million , $9.7 million and $10.5 million during the years ended December 31, 2017 , 2016 and 2015 , respectively. These amounts are included as a component of interest expense in the condensed consolidated statements of income. Upon any termination of the El Dorado Supply and Offtake Agreement, including in connection with a force majeure event, the parties are required to negotiate with third parties for the assignment to us of certain contracts, commitments and arrangements, including procurement contracts, commitments for the sale of product, and pipeline, terminalling, storage and shipping arrangements. Upon the expiration of the El Dorado Supply and Offtake Agreement on April 30, 2020, or upon any earlier termination, Delek will be required to repurchase the consigned crude oil and refined products from J. Aron at then prevailing market prices. At December 31, 2017 and 2016 , Delek had 3.0 million barrels and 2.6 million barrels, respectively, of inventory consigned from J. Aron, and we have recorded liabilities associated with this consigned inventory of $181.9 million and $124.6 million , respectively, in the consolidated balance sheets, net of a current deposit of $20.2 million as of December 31, 2016 . Alon refinery operations Effective with the Delek/Alon Merger, we assumed Alon's existing Supply and Offtake Agreements and other associated agreements with J. Aron, to support the operations of our Big Spring, Krotz Springs and California refineries (as further defined in Note 15 ) and certain of our asphalt terminals (together, the “Alon Supply and Offtake Agreements”). Pursuant to the Alon Supply and Offtake Agreements, (i) J. Aron agreed to sell to us, and we agreed to buy from J. Aron, at market prices, crude oil for processing at these refineries and (ii) we agreed to sell, and J. Aron agreed to buy, at market prices, certain refined products produced at these refineries. The Alon Supply and Offtake Agreements also provide for the sale, at market prices, of our crude oil and certain refined product inventories to J. Aron, the lease to J. Aron of crude oil and refined product storage facilities and the identification of prospective purchasers of refined products on J. Aron’s behalf. The Supply and Offtake Agreements for the Big Spring and Krotz Springs refineries have initial terms that expire in May 2021, and the Supply and Offtake Agreement for the California refineries has initial terms that expire in May 2019. J. Aron may elect to terminate the Supply and Offtake Agreements for the Big Spring and Krotz Springs refineries prior to the expiration of the initial term beginning in May 2018 and upon each anniversary thereof, on six months prior notice. We may elect to terminate at the Big Spring and Krotz Springs refineries in May 2020 on six months prior notice. J. Aron may elect to terminate the Supply and Offtake Agreement for the California refineries prior to the expiration of the initial term beginning in May 2017 and upon each anniversary thereof, on six months prior notice. We may elect to terminate at the California refineries in May 2018 on six months prior notice, which notice has been provided by us, and the agreement for the California refineries will terminate on May 31, 2018. These daily purchases and sales are trued-up on a monthly basis in order to reflect actual average monthly prices. We have recorded a net payable related to this monthly settlement of $4.4 million as of December 31, 2017 . These arrangements are accounted for as product financing arrangements. Delek incurred fees payable to J. Aron of $7.1 million during the year ended December 31, 2017 . These amounts are included as a component of interest expense in the consolidated statements of income. Upon any termination of the Alon Supply and Offtake Agreement, including in connection with a force majeure event, the parties are required to negotiate with third parties for the assignment to us of certain contracts, commitments and arrangements, including procurement contracts, commitments for the sale of product, and pipeline, terminalling, storage and shipping arrangements. Upon the expiration of the Alon Supply and Offtake Agreements, or upon any earlier termination, Delek will be required to repurchase the consigned crude oil and refined products from J. Aron at then prevailing market prices. At December 31, 2017 , Delek had 3.5 million barrels of inventory consigned from J. Aron, and we have recorded liabilities associated with this consigned inventory of $253.7 million in the consolidated balance sheet. In connection with the Alon Supply and Offtake Agreement for our Krotz Springs refinery, we have granted a security interest to J. Aron in all of its accounts receivable and inventory to secure its obligations to J. Aron. In addition, we have granted a security interest in all of the Krotz Springs refinery's real property and equipment to J. Aron to secure our obligations under a commodity hedge and sale agreement in lieu of posting cash collateral and being subject to cash margin calls. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment, at cost, consist of the following (in millions): December 31, 2017 2016 Land $ 54.0 $ 12.4 Building and building improvements 67.9 32.1 Refinery machinery and equipment 1,823.4 982.5 Pipelines and terminals 314.3 302.5 Retail store equipment and site improvements 75.5 10.7 Refinery turnaround costs 124.8 124.2 Other equipment 108.2 89.1 Construction in progress 204.4 34.1 2,772.5 1,587.6 Less: accumulated depreciation (631.7 ) (484.3 ) $ 2,140.8 $ 1,103.3 Property, plant and equipment, accumulated depreciation and depreciation expense by reporting segment are as follows (in millions): As of and For the Year Ended December 31, 2017 Refining Logistics Retail Corporate, Consolidated Property, plant and equipment $ 2,112.2 $ 367.2 $ 141.9 $ 151.2 $ 2,772.5 Less: Accumulated depreciation (474.8 ) (112.1 ) (6.7 ) (38.1 ) (631.7 ) Property, plant and equipment, net $ 1,637.4 $ 255.1 $ 135.2 $ 113.1 $ 2,140.8 Depreciation expense $ 106.8 $ 20.9 $ 6.6 $ 15.2 $ 149.5 As of and For the Year Ended December 31, 2016 Refining Logistics Retail Corporate, Consolidated Property, plant and equipment $ 1,202.9 $ 342.4 $ — $ 42.3 $ 1,587.6 Less: Accumulated depreciation (370.0 ) (91.4 ) — (22.9 ) (484.3 ) Property, plant and equipment, net $ 832.9 $ 251.0 $ — $ 19.4 $ 1,103.3 Depreciation expense $ 88.0 $ 19.7 $ — $ 7.4 $ 115.1 |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill Goodwill represents the excess of the aggregate purchase price over the fair value of the identifiable net assets acquired. Goodwill acquired in a business combination is recorded at fair value and is not amortized. Delek performs an annual assessment of whether goodwill retains its value. This assessment is done more frequently if indicators of potential impairment exist. We performed our annual goodwill impairment review in the fourth quarter of 2017 , 2016 and 2015 . This review was performed on reporting units at a level below our reportable segment level. We performed a discounted cash flows test to estimate the value of each of our reporting units using a market participant weighted average cost of capital, estimated minimal growth rates for revenue, gross profit and capital expenditures based on history and our best estimate of future forecasts. We also estimated the fair values of the reporting units using a multiple of expected future cash flows, such as those used by third-party analysts. With respect to the goodwill associated with the Delek/Alon Merger, we performed a qualitative assessment. At December 31, 2017 , 2016 and 2015 , the annual impairment review resulted in the determination that no impairment of goodwill had occurred, and we had no accumulated goodwill impairment losses as of December 31, 2017 . A summary of our goodwill by segment is as follows (in millions): Refining Logistics Retail Corporate, Other and Eliminations Total Balance, December 31, 2014 $ — $ 11.7 $ — $ — $ 11.7 Acquisitions — 0.5 — — 0.5 Balance, December 31, 2015 — 12.2 — — 12.2 Acquisitions — — — — — Balance, December 31, 2016 — 12.2 — — 12.2 Acquisitions 750.9 — 30.8 22.7 804.4 Balance, December 31, 2017 $ 750.9 $ 12.2 $ 30.8 $ 22.7 $ 816.6 Goodwill associated with the Delek/Alon Merger, included in the increase in goodwill due to acquisitions during the year ended December 31, 2017 above, is preliminary, as is the allocation between segments. See Note 3 for further discussion regarding the preliminary nature of the goodwill and inter-segment allocations. There was no goodwill allocated to the California Discontinued Entities as of December 31, 2017 |
Other Intangible Assets
Other Intangible Assets | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Other Intangible Assets | Other Intangible Assets A summary of our identifiable intangible assets are as follows (in millions): As of December 31, 2017 Useful Life Gross Accumulated Amortization Net Intangible Assets subject to amortization: Supply contract 11.5 years 12.2 $ (12.2 ) $ — Third-party fuel supply agreement 10 years 49.0 (2.4 ) 46.6 Capacity contract 8 years 9.3 (9.2 ) 0.1 Fuel trade name 8.7 years 4.0 (0.4 ) 3.6 Below market leases 13 - 15 years 0.6 (0.1 ) 0.5 Intangible assets not subject to amortization: Rights-of-way Indefinite 30.1 30.1 Line space history Indefinite 9.6 9.6 Liquor licenses Indefinite 8.5 8.5 Refinery permits Indefinite 2.1 2.1 Total $ 125.4 $ (24.3 ) $ 101.1 As of December 31, 2016 Useful Life Gross Accumulated Amortization Net Intangible Assets subject to amortization: Supply contract 11.5 years $ 12.2 $ (11.0 ) $ 1.2 Capacity contract 8 years 9.3 (9.0 ) 0.3 Intangible assets not subject to amortization: Rights-of-way Indefinite 17.3 17.3 Line space history Indefinite 7.9 7.9 Total $ 46.7 $ (20.0 ) $ 26.7 Amortization of intangible assets was $3.8 million during the year ended December 31, 2017 , and $1.3 million during each of the years ended 2016 and 2015 , and is included in depreciation and amortization on the accompanying consolidated statements of income. Amortization expense for the next five years is estimated to be as follows: 2018 $ 6.1 2019 6.0 2020 6.0 2021 6.0 2022 5.6 |
Long-Term Obligations and Notes
Long-Term Obligations and Notes Payable | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Obligations and Notes Payable | Long-Term Obligations and Notes Payable Outstanding borrowings, net of unamortized debt discounts and certain deferred financing costs, under Delek’s existing debt instruments are as follows (in millions): December 31, December 31, DKL Revolver $ 179.9 $ 392.6 DKL Notes (1) 242.7 — Wells Term Loan (2) 40.5 63.6 Wells Revolving Loan 45.0 — Reliant Bank Revolver 17.0 17.0 Promissory Notes 95.1 130.0 Lion Term Loan (3) 203.4 229.7 Alon Partnership Credit Facility 100.0 — Alon Partnership Term Loan 237.5 — Convertible Notes (4) 146.0 — Alon Term Loan Credit Facilities (5) 72.4 — Alon Retail Credit Facilities (6) 86.1 — 1,465.6 832.9 Less: Current portion of long-term debt and notes payable 590.2 84.4 $ 875.4 $ 748.5 (1) The DKL Notes are net of deferred financing costs of $5.6 million and debt discount of $1.7 million at December 31, 2017 . (2) The Wells Term Loan is net of deferred financing costs of a nominal amount and $0.1 million as of December 31, 2017 and 2016 , and debt discount of $0.3 million and $0.5 million as of December 31, 2017 and 2016 , respectively. (3) The Lion Term Loan is net of deferred financing cost of $2.1 million and $3.0 million as of December 31, 2017 and 2016 , respectively, and debt discount of $0.8 million and $1.1 million , as of December 31, 2017 and 2016 , respectively. (4) The Convertible Notes are net of debt discount of $4.0 million at December 31, 2017 (5) The Alon Term Loan Credit Facilities are net of debt discount of $0.6 million at December 31, 2017 . (6) The Alon Retail Credit Facilities are net of debt discount of $2.4 million at December 31, 2017 . Principal maturities of Delek's existing third-party debt instruments for the next five years and thereafter are as follows as of December 31, 2017 (in millions): 2018 2019 2020 2021 2022 Thereafter Total DKL Revolver $ — $ 179.9 $ — $ — $ — $ — $ 179.9 DKL Notes — — — — — 250.0 250.0 Wells Term Loan 23.3 17.5 — — — — 40.8 Wells Revolving Loan — — — 45.0 — — 45.0 Reliant Bank Revolver 17.0 — — — — — 17.0 Promissory Notes 25.0 25.1 25.0 20.0 — — 95.1 Lion Term Loan 27.5 27.5 151.3 — — — 206.3 Alon Partnership Credit Facility 100.0 — — — — — 100.0 Alon Partnership Term Loan 237.5 — — — — — 237.5 Convertible Notes 150.0 — — — — — 150.0 Alon Term Loan Credit Facilities 9.3 21.0 21.0 5.4 16.3 — 73.0 Alon Retail Credit Facilities 8.1 80.4 — — — — 88.5 Total $ 597.7 $ 351.4 $ 197.3 $ 70.4 $ 16.3 $ 250.0 $ 1,483.1 DKL Revolver Delek Logistics has a $700.0 million senior secured revolving credit agreement with Fifth Third Bank, as administrative agent, and a syndicate of lenders (the "DKL Revolver"). Delek Logistics and all of its wholly-owned subsidiaries are borrowers or guarantors under the DKL Revolver. The DKL Revolver contains a dual currency borrowing tranche that permits draw downs in U.S. or Canadian dollars and an accordion feature whereby Delek Logistics can increase the size of the credit facility to an aggregate of $800.0 million , subject to receiving increased or new commitments from lenders and the satisfaction of certain other conditions precedent. The obligations under the DKL Revolver are secured by a first priority lien on substantially all of Delek Logistics' tangible and intangible assets. Additionally, a subsidiary of Delek provides a limited guaranty of Delek Logistics' obligations under the DKL Revolver. The guaranty is (i) limited to an amount equal to the principal amount, plus unpaid and accrued interest, of a promissory note made by Delek in favor of the subsidiary guarantor (the "Holdings Note") and (ii) secured by the subsidiary guarantor's pledge of the Holdings Note to the DKL Revolver lenders. As of December 31, 2017 , the principal amount of the Holdings Note was $102.0 million . The DKL Revolver will mature on December 30, 2019 . Borrowings under the DKL Revolver bear interest at either a U.S. base rate, Canadian prime rate, LIBOR, or a Canadian Dealer Offered Rate, in each case plus applicable margins, at the election of the borrowers and as a function of draw down currency. The applicable margin, in each case, varies based upon Delek Logistics' leverage ratio, which is defined as the ratio of total funded debt to EBITDA for the most recently ended four fiscal quarters. At December 31, 2017 , the weighted average borrowing rate was approximately 4.3% . Additionally, the DKL Revolver requires Delek Logistics to pay a leverage ratio dependent quarterly fee on the average unused revolving commitment. As of December 31, 2017 , this fee was 0.50% per year. As of December 31, 2017 , Delek Logistics had $179.9 million of outstanding borrowings under the credit facility, as well as letters of credit issued of $9.0 million . Unused credit commitments available under the DKL Revolver, as of December 31, 2017 , were $511.1 million . DKL Notes On May 23, 2017, Delek Logistics and Finance Corp. (collectively, the “Issuers”), issued $250.0 million in aggregate principal amount of 6.75% senior notes due 2025 (the “DKL Notes”) at a discount. The DKL Notes are general unsecured senior obligations of the Issuers. The DKL Notes are unconditionally guaranteed jointly and severally on a senior unsecured basis by Delek Logistics' existing subsidiaries (other than Finance Corp., the "Guarantors") and will be unconditionally guaranteed on the same basis by certain of Delek Logistics' future subsidiaries. The DKL Notes rank equal in right of payment with all existing and future senior indebtedness of the Issuers, and senior in right of payment to any future subordinated indebtedness of the Issuers. Interest on the DKL Notes is payable semi-annually in arrears on each May 15 and November 15, commencing November 15, 2017. At any time prior to May 15, 2020, the Issuers may redeem up to 35% of the aggregate principal amount of the DKL Notes with the net cash proceeds of one or more equity offerings by Delek Logistics at a redemption price of 106.750% of the redeemed principal amount, plus accrued and unpaid interest, if any, subject to certain conditions and limitations. Prior to May 15, 2020, the Issuers may redeem all or part of the DKL Notes at a redemption price of the principal amount plus accrued and unpaid interest, if any, plus a "make whole" premium, subject to certain conditions and limitations. In addition, beginning on May 15, 2020, the Issuers may, subject to certain conditions and limitations, redeem all or part of the DKL Notes, at a redemption price of 105.063% of the redeemed principal for the twelve-month period beginning on May 15, 2020, 103.375% for the twelve-month period beginning on May 15, 2021, 101.688% for the twelve-month period beginning on May 15, 2022, and 100.00% beginning on May 15, 2023 and thereafter, plus accrued and unpaid interest, if any. In the event of a change of control, accompanied or followed by a ratings downgrade within a certain period of time, subject to certain conditions and limitations, the Issuers will be obligated to make an offer for the purchase the DKL Notes from holders at a price equal to 101% of the principal amount thereof, plus accrued and unpaid interest. In connection with the issuance of the 2025 Notes, the Issuers and the Guarantors entered into a registration rights agreement, whereby the Issuers and the Guarantors are required to exchange the 2025 Notes for new notes with terms substantially identical in all material respects with the 2025 Notes (except the new notes will not contain terms with respect to transfer restrictions). The Issuers and the Guarantors will use their commercially reasonable efforts to cause the exchange offer to be consummated not later than 365 days after May 23, 2017. As of December 31, 2017 , we had $250.0 million in outstanding principal amount under the 2025 Notes. Wells ABL Our subsidiary, Delek Refining, Ltd., has an asset-based loan credit facility with Wells Fargo Bank, National Association, as administrative agent, and a syndicate of lenders, which was amended and restated on September 29, 2016 (the "Wells ABL") and was most recently amended on May 17, 2017 to incorporate technical modifications related to the Delek/Alon Merger. The Wells ABL consists of (i) a $450.0 million revolving loan (the "Wells Revolving Loan"), which includes a $45.0 million swing line loan sub-limit and a $200.0 million letter of credit sub-limit, (ii) a $70.0 million term loan (the "Wells Term Loan"), and (iii) an accordion feature that permits an increase in the size of the revolving credit facility to an aggregate of $725.0 million , subject to additional lender commitments and the satisfaction of certain other conditions precedent. The Wells Revolving Loan matures on September 29, 2021 and the Wells Term Loan matures on September 29, 2019 . The Wells Term Loan is subject to repayment in level principal installments of approximately $5.8 million per quarter, with the final installment due on September 29, 2019 . As of December 31, 2017 , under the Wells ABL, we had letters of credit issued totaling $96.5 million , $45.0 million in borrowings outstanding under the Wells Revolving Loan and $40.8 million outstanding under the Wells Term Loan. The obligations under the Wells ABL are secured by (i) substantially all the assets of Refining and its subsidiaries, with certain limitations, (ii) guaranties provided by the general partner of Delek Refining, Ltd., as well as by the parent of Delek Refining, Ltd., Delek Refining, Inc. (iii) a limited guarantee provided jointly and severally by Old and New Delek in an amount up to $15.0 million in the aggregate and (iv) a limited guarantee provided by Lion Oil in an amount equal to the sum of the face amount of all letters of credit issued on behalf of Lion Oil under the Wells ABL and any loans made by Refining or its subsidiaries to Lion Oil. Under the facility, revolving loans and letters of credit are provided subject to availability requirements, which are determined pursuant to a borrowing base calculation as defined in the credit agreement. The borrowing base, as calculated, is primarily supported by cash, certain accounts receivable and certain inventory. Borrowings under the Wells Revolving Loan and Wells Term Loan bear interest based on separate predetermined pricing grids which allow us to choose between base rate loans or LIBOR rate loans. At December 31, 2017 , the weighted average borrowing rate was approximately 5.3% under the Wells Term Loan and 5.0% under the Wells Revolving Loan. Additionally, the Wells ABL requires us to pay a quarterly unused credit commitment fee. As of December 31, 2017 , this fee was approximately 0.38% per year. Unused borrowing base availability, as calculated and reported under the terms of the Wells ABL credit facility, as of December 31, 2017 , was approximately $308.5 million . Reliant Bank Revolver We have a revolving credit agreement with Reliant Bank, which was amended on May 26, 2016 (the "Reliant Bank Revolver") and was most recently amended on May 23, 2017 to incorporate technical modifications related to the Delek/Alon Merger. The Reliant Bank Revolver provides for unsecured loans of up to $17.0 million . As of December 31, 2017 , we had $17.0 million outstanding under this facility. The Reliant Bank Revolver matures on June 28, 2018 , and bears interest at a fixed rate of 5.25% per annum. The Reliant Bank Revolver requires us to pay a quarterly fee of 0.50% per year on the average available revolving commitment. As of December 31, 2017 , we had no unused credit commitments under the Reliant Bank Revolver. Promissory Notes On April 29, 2011, Delek entered into a $50.0 million promissory note (the "Ergon Note") with Ergon, Inc. ("Ergon") in connection with the closing of our acquisition of Lion Oil. The Ergon Note required Delek to make annual amortization payments of $10.0 million each, commencing April 29, 2013 . The Ergon Note matured on April 29, 2017 and was paid in full. Interest under the Ergon Note was computed at a fixed rate equal to 4.0% per annum. On May 14, 2015, in connection with the Company’s closing of the Alon Acquisition, the Company issued the Alon Israel Note in the amount of $145.0 million , which was payable to Alon Israel. The Alon Israel Note bears interest at a fixed rate of 5.5% per annum and requires five annual principal amortization payments of $25.0 million beginning in January 2016 followed by a final principal amortization payment of $20.0 million at maturity on January 4, 2021 . In October, 2015, we prepaid the first annual principal amortization payment in the amount of $25.0 million , along with all interest due on the prepaid amount. On December 22, 2015, Alon Israel assigned the remaining $120.0 million of principal and all accrued interest due under the Alon Israel Note to assignees under four new notes in substantially the same form and on the same terms as the Alon Israel Note (collectively, the "Alon Successor Notes"). The $120.0 million total principal of the four Alon Successor Notes collectively require the same principal amortization payments and schedule as under the Alon Israel Note, with payments due under each Alon Successor Note commensurate to such note's pro rata share of $120.0 million in assigned principal. As of December 31, 2017 , a total principal amount of $95.0 million was outstanding under the Alon Successor Notes. As of December 31, 2017 , one of our retail companies had a loan that matures in 2019 with an outstanding balance of $0.1 million and the interest rate was fixed at 9.7% . Lion Term Loan Our subsidiary, Lion Oil, has a term loan credit facility with Fifth Third Bank, as administrative agent, and a syndicate of lenders, which was amended and restated on May 14, 2015 in connection with the Company’s closing of the Alon Acquisition to, among other things, increase the total loan size from $99.0 million to $275.0 million (the "Lion Term Loan"), and was most recently amended on April 13, 2017 to incorporate technical modifications related to the Delek/Alon Merger. The Lion Term Loan requires Lion Oil to make quarterly principal amortization payments of approximately $6.9 million each, commencing on September 30, 2015 , with a final balloon payment due at maturity on May 14, 2020 . The Lion Term Loan is secured by, among other things, (i) substantially all the assets of Lion Oil and its subsidiaries (excluding inventory and accounts receivable), (ii) all shares in Lion Oil, (iii) any subordinated and common units of Delek Logistics held by Lion Oil, and (iv) the ALJ Shares. Additionally, the Lion Term Loan is guaranteed by Old and New Delek and the subsidiaries of Lion Oil. Interest on the unpaid balance of the Lion Term Loan is computed at a rate per annum equal to LIBOR or a base rate , at our election, plus the applicable margins, subject in each case to an all-in interest rate floor of 5.5% per annum. As of December 31, 2017 , $206.3 million was outstanding under the Lion Term Loan and the weighted average borrowing rate was 6.2% . Alon Partnership Revolving Credit Facility Alon USA, LP, a wholly-owned subsidiary of the Alon Partnership, has a $240.0 million asset-based revolving credit facility with Israel Discount Bank of New York, as administrative agent (the “Alon Partnership Credit Facility”) that currently matures on May 26, 2018. The Alon Partnership Credit Facility is guaranteed by the Alon Partnership and Alon and certain of their subsidiaries. The Alon Partnership Credit Facility can be used both for borrowings and the issuance of letters of credit subject to a limit of the lesser of the facility amount or the borrowing base amount under the facility. Borrowings under the Alon Partnership Credit Facility bear interest at LIBOR or base rate, at our election, plus the applicable margins. The Alon Partnership Credit Facility is secured by a first priority lien on the Alon Partnership’s cash, accounts receivables, inventories and related assets and a second priority lien on the Alon Partnership’s fixed assets and other specified property. At December 31, 2017 , the weighted average borrowing rate was approximately 5.5% . Additionally, the Alon Partnership Credit Facility requires the payment of a quarterly fee on the average unused revolving commitment. As of December 31, 2017 , this fee was 0.65% per year. As of December 31, 2017 , the Alon Partnership had $100.0 million of outstanding borrowings under the credit facility, as well as letters of credit issued of $11.9 million . Unused borrowing base availability under the Alon Partnership Credit Facility, as of December 31, 2017 , was approximately $103.6 million . Partnership Term Loan Credit Facility The Alon Partnership has a $250.0 million term loan with Credit Suisse AG, as administrative agent (the “Alon Partnership Term Loan”). The Alon Partnership Term Loan requires principal payments of $2.5 million per annum paid in equal quarterly installments until maturity in November 2018, at which time a balloon payment is due for any remaining principal outstanding. The Alon Partnership Term Loan bears interest at a rate equal to the sum of (i) the Eurodollar rate (with a floor of 1.25% per annum) plus (ii) a margin of 8.0% per annum. At December 31, 2017 , the weighted average borrowing rate was approximately 9.6% under the Alon Partnership Term Loan. As of December 31, 2017 , the Alon Partnership Term Loan had an outstanding principal balance of $237.5 million . The Alon Partnership Term Loan is guaranteed by certain subsidiaries of the Alon USA Partners GP, LLC, Alon Assets, Inc. and certain subsidiaries of the Alon Partnership, and is secured by a first priority lien on all of the Alon Partnership’s fixed assets and other specified property, as well as on the general partner interest in the Alon Partnership held by the Alon General Partner, and a second priority lien on the Alon Partnership’s cash, accounts receivables, inventories and related assets. Alon Convertible Senior Notes (share values in dollars) In connection with the Delek/Alon Merger, Alon, New Delek and U.S. Bank National Association, as trustee (the “Trustee”), entered into a First Supplemental Indenture (the “Supplemental Indenture”), effective as of July 1, 2017, supplementing the Indenture, dated as of September 16, 2013 (the “Original Indenture”; the Original Indenture, as amended by the Supplemental Indenture, is referred to as the "Indenture"), pursuant to which Alon issued its 3.00% Convertible Senior Notes due 2018 (the “ Convertible Notes”) in the aggregate principal amount of $150.0 million , which were convertible into shares of Alon’s Common Stock, par value $0.01 per share or cash or a combination of cash and Alon Common Stock, at Alon's election, all as provided in the Indenture. The Supplemental Indenture provides that, as of the Effective Time, the right to convert each $1,000 principal amount of the Notes based on a number of shares of Alon Common Stock equal to the Conversion Rate (as defined in the Indenture) in effect immediately prior to the Merger was changed into a right to convert each $1,000 principal amount of Notes into or based on a number of shares of New Delek Common Stock (at the exchange rate of 0.504 ), par value $0.01 per share, equal to the Conversion Rate in effect immediately prior to the Merger. In addition, the Supplemental Indenture provides that, as of the Effective Time, New Delek fully and unconditionally guarantees, on a senior basis, Alon’s obligations under the Convertible Notes. Interest on the Convertible Notes is payable in arrears in March and September of each year. The Convertible Notes are not redeemable at our option prior to maturity. Under the terms of the Convertible Notes, the holders of the Convertible Notes cannot require us to repurchase all or part of the notes except for instances of a fundamental change, as defined in the indenture. The Convertible Notes do not contain any maintenance financial covenants. The holders of the Convertible Notes may convert their notes at any time after June 15, 2018 into a settlement amount determined in accordance with the terms of the Indenture. Prior to June 15, 2018, holders may convert their Convertible Notes only upon the occurrence of certain triggering events described in the Indenture, none of which has occurred as of December 31, 2017 . The Convertible Notes may be converted into shares of New Delek Common Stock, into cash, or into a combination of cash and shares of New Delek Common Stock, at our election. The conversion rate of the Convertible Notes is subject to adjustment upon the occurrence of certain events, including cash dividend adjustments, but will not be adjusted for any accrued and unpaid interest. As of December 31, 2017 , the adjusted conversion rate was 74.4820 shares of Alon Common Stock per each $1,000 principal amount of Convertible Notes, equivalent to a per share conversion price for New Delek Common Stock of approximately $27 , to re flect cash dividend adjustments and the merger stock exchange rate of 0.504 (for a post-Merger conversion ratio of approximately 37.54 ). As of December 31, 2017 , there have been no conversions of the Convertible Notes. The fair value of the conversion feature met the definition for recognition as a bifurcated equity instrument. As of December 31, 2017 , the conversion feature equity instrument totaling $26.6 million is included in additional paid-in capital on the accompanying consolidated balance sheets. Convertible Note Hedge Transactions In connection with the Convertible Notes offering, Alon entered into convertible note hedge transactions with respect to Alon Common Stock (the “Purchased Options”) with the initial purchasers of the Convertible Notes (the “Hedge Counterparties”). In connection with the Delek/Alon Merger, Alon, Delek and the Hedge Counterparties entered into amended and restated Purchased Options permitting us to purchase up to approximately 5.6 million shares of New Delek Common Stock, subject to customary anti-dilution adjustments, that underlie the Convertible Notes sold in the offering. As of December 31, 2017 , the Purchased Options had an adjusted strike price of approximately $27 per share of New Delek Common Stock. The Purchased Options will expire in September 2018. The Purchased Options are intended to reduce the potential dilution with respect to our common stock upon conversion of the Convertible Notes, as well as offset any potential cash payments we are required to make in excess of the principal amount upon any conversion of the notes. As of December 31, 2017 , the Purchased Options balance of $23.3 million has been included as a reduction of additional paid-in capital on the consolidated balance sheets. The Purchased Options are separate transactions and are not part of the terms of the Convertible Notes and are excluded from classification as a derivative as the amount could be settled in our stock. Holders of the Convertible Notes do not have any rights with respect to the Purchased Options. Warrant Transactions In connection with the Convertible Notes offering, Alon also entered into warrant transactions (the “Warrants”), with the Hedge Counterparties. In connection with the Delek/Alon Merger, Alon, Delek and the Hedge Counterparties entered into amended and restated Warrants which allow the Hedge Counterparties to purchase up to approximately 5.6 million shares of New Delek Common Stock, subject to customary anti-dilution adjustments. As of December 31, 2017 , the Warrants had an adjusted strike price of approximately $35 per share of New Delek Common Stock. The Warrants will be settled on a net-share basis and will expire in April 2019. As of December 31, 2017 , Warrants totaling $14.3 million have been included in additional paid-in capital on the consolidated balance sheets. The Warrants are separate transactions and are not part of the terms of the Convertible Notes and are excluded from classification as a derivative as the amount could be settled in our stock. Holders of the Convertible Notes do not have any rights with respect to the Warrants. Alon Term Loan Credit Facilities Alon Energy Term Loan On March 27, 2014, Alon issued a promissory note to Bank Hapoalim B.M. in an original principal amount of $25.0 million (“Alon Energy Term Loan”), that was to mature in March 2019, but was refinanced on December 29, 2017. The Alon Energy Term Loan required monthly principal amortization payments of approximately $0.4 million each, commencing on June 1, 2014, and incurred interest at a rate equal to LIBOR plus a margin of 3.75% . The Alon Energy Term Loan was refinanced with the proceeds of a new promissory note to Bank Hapoalim in an original principal amount of $38.0 million ("New Alon Energy Term Loan"), maturing on December 29, 2022. The New Alon Energy Term Loan requires quarterly principal amortization payments of approximately $1.4 million each, commencing on March 30, 2018, and incurs interest at an annual rate equal to LIBOR plus a margin of 3.75% . Additionally, Delek guarantees all obligations under the New Alon Energy Term Loan. At December 31, 2017 , the borrowing rate was approximately 5.4% under the New Alon Energy Term Loan, and this loan had an outstanding balance of $38.0 million . Under the terms of the New Alon Energy Term Loan, Delek is obligated to pledge as security for the loan certain Alon common stock to Bank Hapoalim B.M. on or before March 29, 2018. Alon Asphalt Term Loan Alon has a term loan owing to Export Development Canada secured by liens on certain of our asphalt terminals (“Alon Asphalt Term Loan”) in an original principal amount of $35.0 million . The Alon Asphalt Term Loan is guaranteed by Delek and certain subsidiaries of Alon and is also secured by pledges of equity of certain subsidiaries of Alon. The Alon Asphalt Term Loan requires quarterly principal amortization payments of approximately $3.9 million , commencing December 2018 until maturity in December 2020. The Alon Asphalt Term Loan bears interest at a rate equal to LIBOR plus a margin of 3.75% per annum. At December 31, 2017 , the borrowing rate under this loan was approximately 5.2% , and the loan had an outstanding balance of $35.0 million . The Alon Asphalt Term Loan was most recently amended on June 14, 2017 to incorporate modifications related to the Delek/Alon Merger. Alon Energy Letter of Credit Facility Alon has a Letter of Credit Facility with Israel Discount Bank of New York (the “Alon Energy Letter of Credit Facility”) that is used for the issuance of standby letters of credit. The facility was amended on November 30, 2017, to, among other things, extend the maturity date of the facility to February 28, 2018 and to reduce the maximum commitment under the facility from $60.0 million to $45.0 million effective December 31, 2017, and was again amended on February 27, 2018 to extend the maturity date to March 29, 2018. As collateral for the Alon Energy Letter of Credit Facility, we are required to pledge sufficient Alon Partnership common units with an initial collateral value of at least $100.0 million . Additionally, Alon Assets, Inc. (“Alon Assets”) is a guarantor under the Alon Energy Letter of Credit Facility. At December 31, 2017 , we had outstanding letters of credit under this facility of approximately $6.5 million . Additionally, the Alon Energy Letter of Credit Facility requires the payment of a quarterly fee on the average unused commitment. As of December 31, 2017 , this fee was 0.85% per year. Retail Credit Facility Alon Retail Credit Agreement Alon wholly-owned subsidiaries Southwest Convenience Stores, LLC and Skinny’s LLC, (collectively, “Alon Retail”), have a credit agreement (“Alon Retail Credit Agreement”), maturing in March 2019, with Wells Fargo Bank, National Association, as administrative agent. The Alon Retail Credit Agreement includes a term loan in an original principal amount of $110.0 million and a $10.0 million revolving credit facility. The Alon Retail Credit Agreement also includes an accordion feature that provides for incremental term loans up to $30.0 million . In August 2015, Alon borrowed $11.0 million using the accordion feature and amended the Alon Retail Credit Agreement to restore the undrawn amount of the accordion feature back to $30.0 million . The $11.0 million incremental term loan was used to fund Alon's acquisition of 14 convenience retail stores in New Mexico. Borrowings under the Alon Retail Credit Agreement bear interest at LIBOR or base rate, at our election, plus an applicable margin, determined quarterly based upon Alon Retail’s leverage ratio. Principal payments on the term loan borrowings are made in quarterly installments based on a 15 -year amortization schedule. Obligations under the Alon Retail Credit Agreement are secured by a first priority lien on substantially all of the assets of Alon Retail and its subsidiaries. The Alon Retail Credit Agreement requires us to pay a leverage ratio dependent quarterly fee on the average unused revolving commitment. As of December 31, 2017 , this fee was 0.40% per year. As of and during the period from the Delek/Alon Merger through December 31, 2017 , Alon had no outstanding borrowings under the revolving portion of the credit facility. Unused credit commitments under the revolving credit line, as of December 31, 2017 , were $10.0 million . At December 31, 2017 , the borrowing rate was approximately 3.8% under the term loan, and this loan had an outstanding balance of approximately $88.5 million . Restrictive Covenants Under the terms of our Wells ABL, DKL Revolver, DKL Notes, Reliant Bank Revolver, Lion Term Loan, Alon Partnership Credit Facility, Alon Partnership Term Loan, Alon Energy Term Loan, Alon Asphalt Term Loan, Alon Energy Letter of Credit Facility and Alon Retail Credit Agreement, we are required to comply with certain usual and customary financial and non-financial covenants. Further, although we were not required to comply with separate fixed charge coverage ratio financial covenants under the Wells ABL and the Lion Term Loan during the year ended December 31, 2017 , we may be required to comply with these covenants at times when certain trigger thresholds are met, as defined in each of the Wells ABL and Lion Term Loan agreements. We believe we were in compliance with all covenant requirements under each of our credit facilities as of December 31, 2017 . Certain of our debt facilities contain limitations on the incurrence of additional indebtedness, making of investments, creation of liens, dispositions and acquisitions of assets, and making of restricted payments and transactions with affiliates. Specifically, these covenants may limit the payment, in the form of cash or other assets, of dividends or other distributions, or the repurchase of shares with respect to the equity of our subsidiaries. Additionally, certain of our debt facilities limit our ability to make investments, including extensions of loans or advances to, or acquisitions of equity interests in, or guarantees of obligations of, any other entities. Restricted Net Assets Some of Delek's subsidiaries have restrictions in their respective credit facilities limiting their use of assets, as has been discussed above. The total amount of our subsidiaries' restricted net assets as of December 31, 2017 was $1,753.0 million . Interest-Rate Derivative Instruments Delek had an interest rate cap agreement in place for a notional amount of $45.0 million , which matured in February 2016. This agreement, and similar interest rate hedge agreements in place that matured during 2015, were intended to economically hedge floating interest rate risk related to a portion of our existing debt. However, as we have elected not to apply the permitted hedge accounting treatment, including formal hedge designation and documentation, in accordance with the provisions of ASC 815, the fair value of the derivatives was recorded in other current assets in the accompanying consolidated balance sheets with the offset recognized in interest expense in the accompanying consolidated statements of income. Effective with the Delek/Alon Merger, we have assumed Alon's interest rate swap agreements, maturing March 2019, that effectively fix the variable LIBOR interest component of the term loans within the Alon Retail Credit Agreement. These interest rate swaps are accounted for as cash flow hedges. As of December 31, 2017 , the aggregate notional amount under these agreements of $ 68.3 million covers approximately 77.2% of the outstanding principal of these term loans throughout the duration of the interest rate swaps. As of December 31, 2017 , the outstanding |
Other Assets and Liabilities
Other Assets and Liabilities | 12 Months Ended |
Dec. 31, 2017 | |
Other Assets and Liabilities [Abstract] | |
Other Assets and Liabilities | Other Assets and Liabilities The detail of other current assets is as follows (in millions): Other Current Assets December 31, December 31, Prepaid expenses 17.6 $ 14.0 Short-term derivative assets (see Note 17) 15.9 6.8 Income and other tax receivables 75.7 19.2 RINs Obligation surplus (see Note 16) 1.1 4.9 Other 19.6 4.4 Total $ 129.9 $ 49.3 The detail of other non-current assets is as follows (in millions): Other Non-Current Assets December 31, December 31, Prepaid tax asset $ 56.2 $ 59.5 Deferred financing costs 5.9 8.2 Long-term income tax receivables 2.1 7.5 Supply and Offtake receivable 46.3 — Other 16.3 5.5 Total $ 126.8 $ 80.7 The detail of accrued expenses and other current liabilities is as follows (in millions): Accrued Expenses and Other Current Liabilities December 31, December 31, Income and other taxes payable $ 154.1 $ 115.7 Short-term derivative liabilities (see Note 17) 54.4 26.1 Interest payable 13.0 9.6 Employee costs 46.6 7.3 Environmental liabilities (see Note 21) 7.2 1.0 Product financing agreements 72.3 6.0 RINs Obligation deficit (see Note 16) 130.8 25.6 Accrued utilities 9.4 4.2 Tank inspection liabilities 10.7 1.0 Other 66.4 33.3 Total $ 564.9 $ 229.8 The detail of other non-current liabilities is as follows (in millions): Other Non-Current Liabilities December 31, December 31, Pension and other postemployment benefit liabilities, net $ 37.0 $ — Long-term derivative liabilities (see Note 17) 0.9 17.3 Liability for unrecognized tax benefits 6.1 1.7 Above-market lease 11.2 — Tank inspection liabilities 11.7 1.3 Other 16.1 5.7 Total $ 83.0 $ 26.0 |
Equity Based Compensation
Equity Based Compensation | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity Based Compensation | Equity Based Compensation Delek US Holdings, Inc. 2006 Long-Term Incentive Plan The Delek US Holdings, Inc. 2006 Long-Term Incentive Plan, as amended (the "2006 Plan"), allows Delek to grant stock options, SARs, restricted stock, RSUs, performance awards and other stock-based awards of up to 5,053,392 shares of Delek's common stock to certain directors, officers, employees, consultants and other individuals who perform services for Delek or its affiliates. Stock options and SARs granted under the 2006 Plan were generally granted at market price or higher. The vesting of all outstanding awards is subject to continued service to Delek or its affiliates except that vesting of awards granted to certain executive employees could, under certain circumstances, accelerate upon termination of their employment and the vesting of all outstanding awards could accelerate upon the occurrence of an Exchange Transaction (as defined in the 2006 Plan). In the second quarter of 2010, Delek's Board of Directors and its Incentive Plan Committee began using stock-settled SARs, rather than stock options, as the primary form of appreciation award under the 2006 Plan. The 2006 Plan expired in April 2016. Delek US Holdings, Inc. 2016 Long-Term Incentive Plan On May 5, 2016, our stockholders approved our 2016 Long-Term Incentive Plan (the “2016 Plan”). The 2016 Plan succeeds our 2006 Plan, which expired in April 2016. The 2016 Plan allows Delek to grant stock options, SARs, restricted stock, RSUs, performance awards and other stock-based awards of up to 4,400,000 shares of Delek's common stock to certain directors, officers, employees, consultants and other individuals who perform services for Delek or its affiliates. Stock options and SARs issued under the 2016 Plan are granted at prices equal to (or greater than) the fair market value of Delek's common stock on the grant date and are generally subject to a vesting period of one year or more. No awards will be made under the 2016 Plan after May 5, 2026. Alon USA Energy, Inc. 2005 Long-Term Incentive Plan In connection with the Delek/Alon Merger, Delek assumed the Alon USA Energy, Inc. Second Amended and Restated 2005 Incentive Compensation Plan (“the Alon 2005 Plan” and, collectively with the 2006 Plan and the 2016 Plan, the "Incentive Plans" ) as a component of its overall executive incentive compensation program. The Alon 2005 Plan permits the granting of awards to Alon's officers and key employees in the form of options to purchase common stock, stock appreciation rights, restricted shares of common stock, restricted common stock units, performance shares, performance units and senior executive plan bonuses. Effective with the Delek/Alon Merger, all contractually unvested share-based awards were converted into share-based awards denominated in New Delek Common Stock. Committed but unissued share-based awards were exchanged and converted into rights to receive share-based awards indexed to New Delek Common Stock. Option and SAR Assumptions The table below provides the assumptions used in estimating the fair values of our outstanding stock options and SARs under the Incentive Plans. For all awards granted, we calculated volatility using historical volatility and implied volatility of a peer group of public companies using weekly stock prices. 2017 Grants 2016 Grants 2015 Grants (Graded Vesting) (Graded Vesting) (Graded Vesting) 4 years 4 years 4 years Expected volatility 47.49%-49.18% 51.31%-54.12% 48.94%-52.15% Dividend yield 2.41%-3.72% 1.84%-3.72% 2.01%-2.49% Expected term 4.37-4.82 years 4.75-4.87 years 4.69-4.87 years Risk free rate 0.60%-2.58% 0.18%-2.47% 0.01%-2.50% Fair value per share $ 8.08 $ 5.67 $ 11.72 Stock Option and SAR Activity The following table summarizes the stock option and SAR activity under the Incentive Plans for the years ended December 31, 2017 , 2016 and 2015 : Number of Options Weighted-Average Strike Price Weighted-Average Contractual Term (in years) Average Intrinsic Value Options outstanding, December 31, 2014 2,696,586 $ 25.61 Granted 953,850 $ 34.42 Exercised (344,193 ) $ 18.89 Forfeited (274,100 ) $ 31.64 Options and SARs outstanding, December 31, 2015 3,032,143 $ 28.60 Granted 347,800 $ 16.26 Exercised (68,510 ) $ 14.69 Forfeited (743,050 ) $ 31.17 Options and SARs outstanding, December 31, 2016 2,568,383 $ 26.56 Granted 2,460,500 $ 25.95 Exercised (303,049 ) $ 17.04 Forfeited (534,827 ) $ 28.00 Options and SARs outstanding, December 31, 2017 4,191,007 $ 26.71 7.9 $ 5.8 Vested options and SARs exercisable, December 31, 2017 1,480,182 $ 25.44 5.4 $ 14.1 Restricted Stock Units The Incentive Plans provide for the award of RSUs and PRSUs to certain employees and non-employee directors. RSUs granted to employees vest ratably over three to five years from the date of grant, and RSUs granted to non-employee directors vest quarterly over the year following the date of grant. The grant date fair value of RSUs is determined based on the closing price of Delek's common stock on the grant date. PRSUs initially granted to employees will typically vest in two tranches, the first of which vests on December 31 of the year following the grant date and the second on the subsequent December 31. PRSUs subsequently granted to employees will typically vest at the end of a three calendar year performance period. The number of PRSUs that will ultimately vest is based on the Company's total shareholder return over the performance period. The grant date fair value of PRSUs is determined using a Monte-Carlo simulation model. We record compensation expense for these awards based on the grant date fair value of the award, recognized ratably over the measurement period. Performance-Based Restricted Stock Unit Assumptions The table below provides the assumptions used in estimating the fair values of our outstanding PRSUs under the Plan. For all awards granted, we calculated volatility using historical volatility and implied volatility of a peer group of public companies using weekly stock prices. 2017 Grants 2016 Grants 2015 Grants Expected volatility 44.03%-46.54% 41.77 % 37.19%-39.18% Expected term 2.06-3.06 2.81 2.56-2.81 Risk free rate 1.43%-1.93% 1.08 % 0.97%-1.02% Fair value per share $ 37.80 $ 14.31 $ 52.17 The following table summarizes the RSU and PRSU activity under the Incentive Plans for the years ended December 31, 2017 , 2016 and 2015 : Number of RSUs Weighted-Average Grant Date Price Balance December 31, 2014 416,999 $ 23.19 Granted 192,679 $ 41.23 Vested (221,687 ) $ 20.61 Forfeited (3,424 ) $ 36.53 Balance December 31, 2015 384,567 $ 33.60 Granted 858,296 $ 12.94 Vested (246,657 ) $ 21.17 Forfeited (114,393 ) $ 17.23 Balance December 31, 2016 881,813 $ 19.08 Granted 614,035 $ 31.56 Vested (351,713 ) $ 21.95 Forfeited (78,676 ) $ 13.44 Performance Not Achieved (5,789 ) $ 38.03 Balance December 31, 2017 1,059,670 $ 25.68 Compensation Expense Related to Equity-based Awards Granted Under the Incentive Plans Compensation expense for Delek equity-based awards amounted to $15.9 million ( $10.3 million , net of taxes), $14.6 million ( $9.5 million , net of taxes) and $14.7 million ( $9.6 million , net of taxes) for the years ended December 31, 2017 , 2016 and 2015 , respectively. These amounts, excluding amounts related to discontinued operations of $1.1 million and $1.6 million , for December 31, 2016 and 2015, respectively, are included in general and administrative expenses in the accompanying consolidated statements of income. We recognized income tax benefits for equity-based awards of $1.4 million and $1.3 million for the years ended December 31, 2017 and 2015 , respectively, versus income tax expense for equity-based awards of $2.9 million for the year ended December 31, 2016 . As of December 31, 2017 , there was $36.4 million of total unrecognized compensation cost related to non-vested share-based compensation arrangements, which is expected to be recognized over a weighted-average period of 2.3 years. The aggregate intrinsic value, which represents the difference between the underlying stock's market price and the award's exercise price, of the share-based awards exercised or vested during the years ended December 31, 2017 , 2016 and 2015 was $12.2 million , $4.8 million and $13.3 million , respectively. During the years December 31, 2017 , 2016 and 2015 , respectively, we issued 332,156 , 203,631 and 309,196 shares of common stock as a result of exercised or vested equity-based awards. These amounts are net of 306,659 , 111,536 and 256,684 shares, respectively, withheld to satisfy employee tax obligations related to the exercises and vestings for the years ended December 31, 2017 , 2016 and 2015 . Delek paid approximately $5.0 million , $1.5 million and $4.4 million of taxes in connection with the settlement of these awards for the years ended December 31, 2017 , 2016 and 2015 . We issue new shares of common stock upon exercise or vesting of share-based awards. Delek Logistics GP, LLC 2012 Long-Term Incentive Plan Logistics GP maintains a unit-based compensation plan for officers, directors and employees of Logistics GP or its affiliates and certain consultants, affiliates of Logistics GP or other individuals who perform services for Delek Logistics. The Delek Logistics GP, LLC 2012 Long-Term Incentive Plan ("Logistics LTIP") permits the grant of unit options, restricted units, phantom units, unit appreciation rights, distribution equivalent rights, other unit-based awards, and unit awards. The Logistics LTIP limits the number of units that may be delivered pursuant to vested awards to 612,207 common units, subject to proportionate adjustment in the event of unit splits and similar events. Awards granted under the Logistics LTIP will be settled with Delek Logistics units. Compensation expense for awards granted under the Logistics LTIP was $1.7 million ( $1.1 million , net of taxes), $1.7 million ( $1.1 million , net of taxes) and $1.9 million ( $1.2 million , net of taxes) for the years ended December 31, 2017 , 2016 and 2015 , respectively. These amounts are included in general and administrative expenses in the accompanying consolidated statements of income. As of December 31, 2017 , there was $0.4 million of total unrecognized compensation cost related to non-vested Logistics LTIP awards, which is expected to be recognized over a weighted-average period of 3.4 years. Alon USA Partners, LP 2012 Long-Term Incentive Plan Non-employee directors of the Alon Partnership, who are designated by Alon’s directors, are awarded an annual grant of $25,000 in restricted common units, which vest over a period of three years, assuming continued service at vesting. Compensation expense for the Alon Partnership restricted units amounted to a nominal amount for the year ended December 31, 2017 . These amounts are included in general and administrative expenses in the accompanying consolidated statements of income. As of December 31, 2017 , there was $0.1 million of total unrecognized compensation cost related to non-vested share-based compensation arrangements, which is expected to be recognized over a weighted-average period of 1.1 years. |
Segment Data
Segment Data | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Data | Segment Data Prior to August 2016, we aggregated our operating segments into three reportable segments: refining, logistics and retail. However, in August 2016, Delek entered into the Purchase Agreement to sell the Retail Entities, which consisted of all of the retail segment at that time and a portion of the corporate, other and eliminations segment, to COPEC. As a result of the Purchase Agreement, we met the requirements of ASC 205-20 and ASC 360 to report the results of the Retail Entities as discontinued operations and to classify the Retail Entities as a group of assets held for sale. The Retail Entities were sold in November 2016. The operating results for the Retail Entities, in all periods up until and including the date of the sale, were reclassified to discontinued operations and are no longer reported as part of Delek's retail segment. Effective with the Delek/Alon Merger July 1, 2017 (see Note 3 ), Delek's retail segment now includes the operations of Alon's approximately 300 owned and leased convenience store sites located primarily in central and west Texas and New Mexico. These convenience stores typically offer various grades of gasoline and diesel under the Alon brand name and food products, food service, tobacco products, non-alcoholic and alcoholic beverages, general merchandise as well as money orders to the public, primarily under the 7-Eleven and Alon brand names. Substantially all of the motor fuel sold through our retail segment is supplied by our Big Spring refinery (which is owned by the Alon Partnership), which is transferred to the retail segment at prices substantially determined by reference to published commodity pricing information. Our corporate activities, results of certain immaterial operating segments, including Alon's asphalt terminal operations effective with the Delek/Alon Merger, our equity method investment in Alon prior to the Delek/Alon Merger, as well as discontinued operations and intercompany eliminations are reported in the corporate, other and eliminations segment. Decisions concerning the allocation of resources and assessment of operating performance are made based on this segmentation. Management measures the operating performance of each of the reportable segments based on the segment contribution margin. Segment contribution margin is defined as net sales less cost of sales and operating expenses, excluding depreciation and amortization. Operations which are not specifically included in the reportable segments are included in the corporate and other category, which primarily consists of operating expenses, depreciation and amortization expense and interest income and expense associated with our discontinued operations and with our corporate headquarters. The refining segment processes crude oil and other purchased feedstocks for the manufacture of transportation motor fuels, including various grades of gasoline, diesel fuel, aviation fuel, asphalt and other petroleum-based products that are distributed through owned and third-party product terminals. Prior to the Delek/Alon Merger, the refining segment had a combined nameplate capacity of 155,000 bpd, including the 75,000 bpd Tyler refinery and the 80,000 bpd El Dorado refinery. The refining segment also owns and operates two biodiesel facilities involved in the production of biodiesel fuels and related activities. Effective with the Delek/Alon Merger, our refining segment now also includes the operations of a sour crude oil refinery located in Big Spring, Texas with a nameplate capacity of 73,000 bpd, a light sweet crude oil refinery located in Krotz Springs, Louisiana with a nameplate capacity of 74,000 bpd, and a heavy crude oil refinery located in Bakersfield, California. The Bakersfield, California refinery has not processed crude oil since 2012 due to the high cost of crude oil relative to product yield and low asphalt demand. Alon's petroleum-based products are marketed primarily in the South Central, Southwestern and Western regions of the United States and also ships and sells gasoline into wholesale markets in the Southern and Eastern United States. Motor fuels are sold under the Alon brand through various terminals to supply Alon branded retail sites, including our retail segment convenience stores. In addition, Alon sells motor fuels through its wholesale distribution network on an unbranded basis. Our refining segment has a services agreement with our logistics segment, which, among other things, requires the refining segment to pay service fees based on the number of gallons sold at the Tyler refinery and a sharing of a portion of the margin achieved in return for providing marketing, sales and customer services. This intercompany transaction fee was $20.4 million , $16.9 million and $15.2 million during the years ended December 31, 2017 , 2016 and 2015 , respectively. Additionally, the refining segment pays crude transportation, terminalling and storage fees to the logistics segment for the utilization of certain pipeline, terminal and storage assets. These fees were $129.6 million , $123.2 million and $121.6 million during the years ended December 31, 2017 , 2016 and 2015 , respectively. The logistics segment also sold $5.6 million , $6.7 million and $5.8 million of RINs to the refining segment during the year ended December 31, 2017 , 2016 and 2015 , respectively. The refining segment recorded sales and fee revenues of $256.1 million , consisting of $186.8 million from the retail segment, $57.5 million from the logistics segment and $11.8 million from sales of asphalt to our other segment during the year ended December 31, 2017 , and recorded sales and fee revenues from the logistics segment and the Retail Entities, the operations of which are included in discontinued operations, in the amount of $318.1 million and $619.4 million during the years ended 2016 and 2015 , respectively. Refined products purchased from Alon by the logistics segment subsequent to the Delek/Alon Merger totaled $2.6 million during the year ended ended December 31, 2017 . Also subsequent to the Delek/Alon Merger, the logistics segment sold refined products of $0.2 million during the year ended ended December 31, 2017 to Alon. All inter-segment transactions have been eliminated in consolidation. Our logistics segment owns and operates crude oil and refined products logistics and marketing assets. The logistics segment generates revenue by charging fees for gathering, transporting and storing crude oil and for marketing, distributing, transporting and storing intermediate and refined products and sales of wholesale product in the west Texas market. Delek's other category in the following tables, subsequent to the Delek/Alon Merger, includes our Paramount, California and Long Beach, California heavy crude oil refineries, which have not processed crude oil since 2012, and a controlling interest in a renewable fuels facility in California, which has a throughput capacity of 3,000 bpd and converts tallow and vegetable oils into renewable fuels. The produced renewable fuels are drop-in replacements for petroleum-based fuels. The renewable fuels facility generates both state and federal environmental credits as well as the federal blender’s tax credit, when effective. See Note 25 for further information regarding the extension of this tax credit. The renewable fuels facility is inside the Paramount refinery and utilizes the refinery’s infrastructure, including electrical and other utility systems, tanks, and product blending and loading facilities. As a result of Delek management's committing to a plan to sell the assets and operations associated with the California Discontinued Entities, we met the requirements under ASC 205-20 and ASC 360 to report the results of those operations as discontinued operations and to classify the applicable assets as a group of assets held for sale. The following is a summary of business segment operating performance as measured by contribution margin for the period indicated (in millions): As of and For the Year Ended December 31, 2017 (In millions) Refining Retail Logistics Corporate, Consolidated Net sales (excluding intercompany fees and sales) $ 6,364.5 $ 426.7 $ 382.3 $ 93.6 $ 7,267.1 Intercompany fees and sales 256.1 — 155.8 (411.9 ) — Operating costs and expenses: Cost of goods sold 5,852.2 350.3 372.9 (247.8 ) 6,327.6 Operating expenses 317.7 49.6 43.3 18.4 429.0 Segment contribution margin $ 450.7 $ 26.8 $ 121.9 $ (88.9 ) 510.5 General and administrative expenses 169.8 Depreciation and amortization 153.3 Other operating expense 1.0 Operating loss $ 186.4 Total assets (2) $ 4,846.5 $ 331.4 $ 443.5 $ 313.8 $ 5,935.2 Capital spending (excluding business combinations) (3) $ 128.2 $ 11.7 $ 18.4 $ 19.2 $ 177.5 As of and For the Year Ended December 31, 2016 (In millions) Refining Logistics Corporate, Consolidated Net sales (excluding intercompany fees and sales) $ 3,605.1 $ 301.3 $ (0.6 ) $ 3,905.8 Intercompany fees and sales (1) 318.1 146.8 (172.8 ) 292.1 Operating costs and expenses: Cost of goods sold 3,614.1 302.2 (103.4 ) 3,812.9 Operating expenses 212.4 37.2 (0.3 ) 249.3 Insurance proceeds - business interruption (42.4 ) — — (42.4 ) Segment contribution margin $ 139.1 $ 108.7 $ (69.7 ) 178.1 General and administrative expenses 106.1 Depreciation and amortization 116.4 Other operating income 4.8 Operating income $ (49.2 ) Total assets $ 1,942.6 $ 415.5 $ 621.7 $ 2,979.8 Capital spending (excluding business combinations) (3) $ 27.9 $ 11.8 $ 6.6 $ 46.3 As of and For the Year Ended December 31, 2015 (In millions) Refining Logistics Corporate, Consolidated Net sales (excluding intercompany fees and sales) $ 3,820.8 $ 447.0 $ 2.7 $ 4,270.5 Intercompany fees and sales (1) 619.4 142.7 (250.6 ) 511.5 Operating costs and expenses: Cost of goods sold 4,022.2 436.3 (221.6 ) 4,236.9 Operating expenses 225.4 44.9 — 270.3 Segment contribution margin $ 192.6 $ 108.5 $ (26.3 ) 274.8 General and administrative expenses 100.6 Depreciation and amortization 106.0 Other operating expense, net (0.5 ) Operating income $ 68.7 Capital spending (excluding business combinations) (3) $ 164.5 $ 18.6 $ 7.9 $ 191.0 (1) Intercompany fees and sales for the refining segment include revenues from the Retail Entities of $292.1 million and $511.5 million during the years ended December 31, 2016 and 2015, respectively, the operations of which are reported in discontinued operations. (2) Assets held for sale of $160.0 million are included in the corporate, other and eliminations segment as of December 31, 2017 . (3) Capital spending excludes capital spending associated with the California Discontinued Entities of $2.6 million during the year ended December 31, 2017 . Capital spending excludes capital spending associated with the Retail Entities of $14.4 million and $27.6 million during the years ended December 31, 2016 and 2015, respectively. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The fair values of financial instruments are estimated based upon current market conditions and quoted market prices for the same or similar instruments. Management estimates that the carrying value approximates fair value for all of Delek’s assets and liabilities that fall under the scope of ASC 825. Delek applies the provisions of ASC 820, which defines fair value, establishes a framework for its measurement and expands disclosures about fair value measurements. ASC 820 applies to our commodity and interest rate derivatives that are measured at fair value on a recurring basis. The standard also requires that we assess the impact of nonperformance risk on our derivatives. Nonperformance risk is not considered material to our financial statements at this time. ASC 820 requires disclosures that categorize assets and liabilities measured at fair value into one of three different levels depending on the observability of the inputs employed in the measurement. Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Level 2 inputs are observable inputs other than quoted prices included within Level 1 for the asset or liability, either directly or indirectly through market-corroborated inputs. Level 3 inputs are unobservable inputs for the asset or liability reflecting our assumptions about pricing by market participants. OTC commodity swaps, physical commodity purchase and sale contracts and interest rate swaps and caps are generally valued using industry-standard models that consider various assumptions, including quoted forward prices, spot prices, interest rates, time value, volatility factors and contractual prices for the underlying instruments, as well as other relevant economic measures. The degree to which these inputs are observable in the forward markets determines the classification as Level 2 or 3. Our contracts are valued based on exchange pricing and/or price index developers such as Platts or Argus and are, therefore, classified as Level 2. Our RINs Obligation surplus or deficit is based on the amount of RINs we must purchase, net of amounts internally generated and purchased and the price of those RINs as of the balance sheet date. The RINs Obligation surplus or deficit is categorized as Level 2, and is measured at fair value based on quoted prices from an independent pricing service. On March 1, 2017, the El Dorado refinery received approval from the EPA for a small refinery exemption from the requirements of the renewable fuel standard for the 2016 calendar year. This waiver resulted in a reduction of our RINs Obligation and related cost of goods sold of approximately $47.5 million for the year ended December 31, 2017 . Our RIN commitment contracts are future commitments to purchase or sell RINs at fixed prices and quantities, which are used to manage the costs associated with our RINs Obligation. These RIN commitment contracts are categorized as Level 2, and are measured at fair value based on quoted prices from an independent pricing service. We have elected to account for our J. Aron step-out liability at fair value in accordance with ASC 825, as it pertains to the fair value option. This standard permits the election to carry financial instruments and certain other items similar to financial instruments at fair value on the balance sheet, with all changes in fair value reported in earnings. Our J. Aron step-out liability is categorized as Level 2, and is measured at fair value using market prices for the consigned crude oil and refined products we are required to repurchase from J. Aron at the end of the term of the Supply and Offtake Agreement. The J. Aron step-out liability is presented in the Obligation under Supply and Offtake Agreement line item of the our condensed consolidated balance sheet as of December 31, 2017 . The December 31, 2016 balance in Obligation under Supply and Offtake Agreement includes the J. Aron step-out liability, net of a $20.2 million holdback deposit, which is not eligible for the fair value option. Such deposit was classified as current and presented as an offset to the current liability because the contract had not been renewed as of that date. The fair value hierarchy for our financial assets and liabilities accounted for at fair value on a recurring basis at December 31, 2017 and 2016 , was as follows (in millions): As of December 31, 2017 Level 1 Level 2 Level 3 Total Assets OTC commodity swaps $ — $ 178.0 $ — $ 178.0 RIN commitment contracts — 1.4 — 1.4 RINs Obligation surplus — 1.1 — 1.1 Total assets — 180.5 — 180.5 Liabilities Interest rate derivatives — (0.9 ) — (0.9 ) OTC commodity swaps — (203.9 ) — (203.9 ) RIN commitment contracts — (24.0 ) — (24.0 ) RINs Obligation deficit — (130.8 ) — (130.8 ) J. Aron step-out liability — (435.6 ) — (435.6 ) Total liabilities — (795.2 ) — (795.2 ) Net liabilities $ — $ (614.7 ) $ — $ (614.7 ) As of December 31, 2016 Level 1 Level 2 Level 3 Total Assets OTC commodity swaps $ — $ 53.1 $ — $ 53.1 RINs Obligation surplus — 4.9 — 4.9 Total assets — 58.0 — 58.0 Liabilities OTC commodity swaps — (103.6 ) — (103.6 ) RIN commitment contracts — (0.8 ) — (0.8 ) RINs Obligation deficit — (25.6 ) — (25.6 ) J. Aron step-out liability — (144.8 ) — (144.8 ) Total liabilities — (274.8 ) — (274.8 ) Net liabilities $ — $ (216.8 ) $ — $ (216.8 ) The derivative values above are based on analysis of each contract as the fundamental unit of account as required by ASC 820. In the table above, derivative assets and liabilities with the same counterparty are not netted where the legal right of offset exists. This differs from the presentation in the financial statements which reflects our policy, wherein we have elected to offset the fair value amounts recognized for multiple derivative instruments executed with the same counterparty and where the legal right of offset exists. As of December 31, 2017 and 2016 , $10 million and $14.7 million , respectively, of cash collateral was held by counterparty brokerage firms and has been netted with the net derivative positions with each counterparty. See Note 17 for further information regarding derivative instruments. |
Derivative Instruments
Derivative Instruments | 12 Months Ended |
Dec. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments We use derivatives to reduce normal operating and market risks with the primary objective of reducing the impact of market price volatility on our results of operations. As such, our use of derivative contracts is aimed at: • limiting the exposure to price fluctuations of commodity inventory above or below target levels at each of our segments; • managing our exposure to commodity price risk associated with the purchase or sale of crude oil, feedstocks and finished grade fuel products at each of our segments; • manage the cost of our RINs Obligation using future commitments to purchase or sell RINs at fixed prices and quantities; and • limiting the exposure to interest rate fluctuations on our floating rate borrowings. We primarily utilize OTC commodity swaps, generally with maturity dates of three years or less, and interest rate swap and cap agreements to achieve these objectives. OTC commodity swap contracts require cash settlement for the commodity based on the difference between a fixed or floating price and the market price on the settlement date. Interest rate swap and cap agreements economically hedge floating rate debt by exchanging interest rate cash flows, based on a notional amount from a floating rate to a fixed rate. Effective with the Delek/Alon Merger, we have interest rate swap agreements, maturing March 2019, that effectively fix the variable LIBOR interest component of the term loans within the Alon Retail Credit Agreement. The aggregate notional amount under these agreements covers approximately 77.2% of the outstanding principal of these term loans throughout the duration of the interest rate swaps. See Note 12 for further information. At this time, we do not believe there is any material credit risk with respect to the counterparties to these contracts. From time to time, we also enter into future commitments to purchase or sell RINs at fixed prices and quantities, which are used to manage the costs associated with our RINs Obligation. These future RIN commitment contracts meet the definition of derivative instruments under ASC 815, and are recorded at estimated fair value in accordance with the provisions of ASC 815. Changes in the fair value of these future RIN commitment contracts are recorded in cost of goods sold on the consolidated statements of income. In accordance with ASC 815, certain of our OTC commodity swap contracts and our interest rate agreements have been designated as cash flow hedges and the effective portion of the change in fair value between the execution date and the end of period has been recorded in other comprehensive income. The effective portion of the fair value of these contracts is recognized in income at the time the positions are closed and the hedged transactions are recognized in income. From time to time, we also enter into futures contracts with supply vendors that secure supply of product to be purchased for use in the normal course of business at our refining segment. These contracts are priced based on an index that is clearly and closely related to the product being purchased, contain no net settlement provisions and typically qualify under the normal purchase exemption from derivative accounting treatment under ASC 815. The following table presents the fair value of our derivative instruments as of December 31, 2017 and 2016 . The fair value amounts below are presented on a gross basis and do not reflect the netting of asset and liability positions permitted under our master netting arrangements, including cash collateral on deposit with our counterparties. We have elected to offset the recognized fair value amounts for multiple derivative instruments executed with the same counterparty in our financial statements. As a result, the asset and liability amounts below differ from the amounts presented in our consolidated balance sheets. See Note 16 for further information regarding the fair value of derivative instruments (in millions): December 31, 2017 December 31, 2016 Derivative Type Balance Sheet Location Assets Liabilities Assets Liabilities Derivatives not designated as hedging instruments: OTC commodity swaps (1) Other current assets $ 164.6 $ (162.0 ) $ 37.4 $ (30.6 ) OTC commodity swaps (1) Other current liabilities 13.4 (28.3 ) 14.4 (35.2 ) RIN commitment contracts (2) Other current assets 1.4 — — — RIN commitment contracts (2) Other current liabilities — (24.0 ) — (0.8 ) Derivatives designated as hedging instruments: OTC commodity swaps (1) Other current assets — — 0.1 (2.5 ) OTC commodity swaps (1) Other current liabilities — (13.6 ) 1.2 (18.0 ) OTC commodity swaps (1) Other long-term assets — — — — OTC commodity swaps (1) Other long-term liabilities — — — (17.3 ) Interest rate derivatives Other long-term liabilities — (0.9 ) — — Total gross fair value of derivatives 179.4 (228.8 ) 53.1 (104.4 ) Less: Counterparty netting and cash collateral (3) 163.5 (173.6 ) 46.3 (61.0 ) Total net fair value of derivatives $ 15.9 $ (55.2 ) $ 6.8 $ (43.4 ) (1) As of December 31, 2017 and 2016 , we had open derivative positions representing 35,978,000 and 9,348,000 barrels, respectively, of crude oil and refined petroleum products. Of these open positions, contracts representing 575,000 and 3,392,000 barrels were designated as cash flow hedging instruments as of December 31, 2017 and 2016 , respectively. (2) As of December 31, 2017 and 2016 , we had open RIN commitment contracts representing 163,361,320 and 36,750,000 RINs, respectively. (3) As of December 31, 2017 and 2016 , $10.0 million and $14.7 million , respectively, of cash collateral held by counterparties has been netted with the derivatives with each counterparty. Total losses on our commodity derivatives and RIN commitment contracts recorded in cost of goods sold on the consolidated statements of income are as follows (in millions): Year Ended December 31, 2017 2016 2015 (Losses) gains on derivatives not designated as hedging instruments $ (33.1 ) $ (21.7 ) $ 10.6 Realized (losses) gains reclassified out of OCI on commodity derivatives designated as cash flow hedging instruments (38.6 ) (27.8 ) 0.7 Gains (losses) recognized on commodity derivatives due to cash flow hedging ineffectiveness 0.5 3.1 (21.5 ) Total $ (71.2 ) $ (46.4 ) $ (10.2 ) For cash flow hedges, no component of the derivative instruments’ gains or losses was excluded from the assessment of hedge effectiveness for the years ended December 31, 2017 , 2016 and 2015 . At December 31, 2017 and 2016 , gains (losses) of $7.6 million and $(16.2) million , respectively, on cash flow hedges, net of tax, primarily related to future purchases of crude oil and the associated sale of finished grade fuel, remained in accumulated other comprehensive income. (Losses) gains of $(25.1) million , $(18.1) million and $0.5 million , net of tax, on settled commodity contracts were reclassified into cost of goods sold in the consolidated statements of income during the years ended December 31, 2017 , 2016 and 2015 , respectively. We estimate that $11.7 million of deferred losses related to commodity cash flow hedges will be reclassified into cost of goods sold over the next 12 months as a result of hedged transactions that are forecasted to occur. As of December 31, 2017 , gains of $0.6 million , net of tax, related to the interest rate cash flow hedges, remained in accumulated other comprehensive income. We estimate that $0.3 million of deferred gains related to interest rate cash flow hedges will be reclassified into interest expense over the next 12 months as a result of hedged transactions that are forecasted to occur. Related to our interest rate swap cash flow hedges, we recognized $0.3 million in interest expense on the consolidated statements of income, and there was no cash flow hedge ineffectiveness for the year ended December 31, 2017 . All Delek interest rate swaps are currently designated as cash flow hedging instruments. For the years ended December 31, 2017 , 2016 and 2015 , there were no amounts reclassified from accumulated other comprehensive income into income as a result of the discontinuation of cash flow hedge accounting. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Tax Cuts and Jobs Act was enacted on December 22, 2017. The Act reduces the US federal corporate tax rate from 35% to 21%. At December 31, 2017, we have made a reasonable estimate of the effects on our existing deferred tax balances, and recognized a provisional benefit of $166.9 million which is included as a component of income tax benefit from continuing operations. We remeasured certain deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future, which is generally 21% for federal income taxes purposes. However, we are still analyzing certain aspects of the Act and refining our calculations, which could potentially affect the measurement of these balances. Significant components of Delek's deferred tax assets (liabilities) reported in the accompanying consolidated financial statements as of December 31, 2017 and 2016 were as follows (in millions): December 31, 2017 2016 Non-Current Deferred Taxes: Property, plant and equipment, and intangibles $ (180.9 ) $ (214.2 ) Partnership and equity investments (83.7 ) 105.0 Deferred revenues (6.5 ) (8.4 ) Derivatives and hedging 4.8 18.8 Compensation and employee benefits 15.9 9.8 Net operating loss carryforwards 26.5 5.3 Reserves and accruals 40.8 7.1 Inventories 4.4 7.7 Other — — Valuation allowance (21.2 ) (7.3 ) Total net deferred tax liabilities $ (199.9 ) $ (76.2 ) The difference between the actual income tax expense and the tax expense computed by applying the statutory federal income tax rate to income from continuing operations was attributable to the following (in millions): Year Ended December 31, 2017 2016 2015 Provision (benefit) for federal income taxes at statutory rate $ 104.7 $ (137.0 ) $ 7.5 State income tax expense (benefit), net of federal tax provision 4.9 (10.2 ) 2.4 Income tax (benefit) expense attributable to non-controlling interest (12.0 ) (7.1 ) (8.4 ) Tax credits and incentives (1.6 ) (9.7 ) (10.7 ) Dividends received deduction (2.8 ) (5.7 ) (4.2 ) Executive compensation limitation 1.5 0.3 1.0 Amortization - prepaid taxes (2.4 ) (3.5 ) (4.1 ) Reversal of deferred taxes related to equity method investment in Alon 45.3 — — Impact of Tax Cuts and Jobs Act (166.9 ) — — Other items 0.1 1.4 0.7 Income tax benefit $ (29.2 ) $ (171.5 ) $ (15.8 ) Tax credits and incentives include work opportunity, research and development, E-85 and blocked pump tax credits, as well as incentives for the Company’s ethanol and biodiesel blending operations. Income tax expense (benefit) from continuing operations was as follows (in millions): Year Ended December 31, 2017 2016 2015 Current $ 18.8 $ (18.3 ) $ (34.8 ) Deferred (48.0 ) (153.2 ) 19.0 $ (29.2 ) $ (171.5 ) $ (15.8 ) Deferred income tax expense above was reflective of the changes in deferred tax assets and liabilities during the current period. We carry valuation allowances against certain state deferred tax assets and net operating losses that may not be recoverable with future taxable income. During the years ended December 31, 2017 and 2016 , we recorded increases to the valuation allowance related to continuing operations of $13.9 million and $2.8 million , respectively. The increase in 2017 was primarily to record a valuation allowance for certain state net operating losses of Alon USA Energy, Inc. and subsidiaries. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Based upon the level of historical taxable income and projections for future taxable income over the periods for which the deferred tax assets are deductible, management believes it is more likely than not Delek will realize the benefits of these deductible differences, net of the existing valuation allowance. The amount of the deferred tax assets considered realizable, however, could be reduced in the near term if estimates of future taxable income during the carryforward period are reduced. Subsequently recognized tax benefit or expense relating to the valuation allowance for deferred tax assets will be reported as an income tax benefit or expense in the consolidated statement of income. State net operating loss carryforwards at December 31, 2017 totaled $615.5 million , a portion of which was subject to a valuation allowance. State net operating losses will begin expiring in 2019 through 2037 . Delek files a consolidated U.S. federal income tax return, as well as income tax returns in various state jurisdictions. Delek is no longer subject to U.S. federal income tax examinations by tax authorities for years through 2013. The Internal Revenue Service has examined Delek's income tax returns through the tax year ended 2013. In addition, the Company's federal tax returns for the tax years ended December 31, 2014 are currently subject to Joint Committee on Taxation review. The Company is under audit in the state of Texas for the years ended December 31, 2011 through December 31, 2014. No material adjustments have been identified at this time. ASC 740 provides a recognition threshold and guidance for measurement of income tax positions taken or expected to be taken on a tax return. ASC 740 requires the elimination of the income tax benefits associated with any income tax position where it is not "more likely than not" that the position would be sustained upon examination by the taxing authorities. Increases and decreases to the beginning balance of unrecognized tax benefits during the years ended December 31, 2017 , 2016 , and 2015 were as follows: 2017 2016 2015 Balance at the beginning of the year $ 1.7 $ 0.2 $ 2.7 Additions based on tax positions related to current year 0.4 1.5 — Additions for tax positions related to prior years and acquisitions 4.2 — — Reductions for tax positions related to prior years (0.2 ) — (2.4 ) Reductions for tax positions related to the lapse of applicable statute of limitations — — (0.1 ) Balance at the end of the year $ 6.1 $ 1.7 $ 0.2 The amount of the unrecognized benefit above, that if recognized would change the effective tax rate, is $4.6 million and $1.2 million as of December 31, 2017 and 2016 , respectively. Delek recognizes accrued interest and penalties related to unrecognized tax benefits as an adjustment to the current provision for income taxes. $0.5 million of interest was recognized related to unrecognized tax benefits during the year ended December 31, 2017 and a nominal amount of interest was recognized during the years ended December 31, 2016 and 2015 . Uncertain tax positions have been examined by Delek for any material changes in the next 12 months, and none are expected. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per share (or "EPS") is computed by dividing net income (loss) by the weighted average common shares outstanding. Diluted earnings per share is computed by dividing net income (loss), as adjusted for changes to income that would result from the assumed settlement of the dilutive equity instruments included in diluted weighted average common shares outstanding, by the diluted weighted average common shares outstanding. For all years presented, we have outstanding various equity-based compensation awards that are considered in our diluted EPS calculation when to do so would not be anti-dilutive, and is inclusive of awards disclosed in Note 14 to these consolidated financial statements. For those instruments that are indexed to our common stock, they are generally dilutive when the market price of the underlying indexed share of common stock is in excess of the exercise price. Additionally, in connection with the Delek/Alon Merger (disclosed in Note 3 ), we assumed certain equity instruments, including conversion options (associated with Convertible Debt) and Warrants, that may be dilutive (see discussion of these instruments in Note 12 ). The Convertible Debt conversion options are dilutive when the incremental EPS calculated by dividing the increase in income associated with the elimination of interest expense on the convertible debt, net of tax, by the number of shares that would be issued upon conversion using the treasury stock method (which is applicable because of the cash settlement feature associated with the underlying principal) is dilutive to the overall diluted EPS calculation. The Warrants are generally dilutive when the market price of the underlying indexed share of common stock is in excess of the exercise price. All such instruments that may otherwise be dilutive may not be dilutive when there is net loss for the period. We also assumed Purchase Options in connection with the Delek/Alon Merger which are not reflected in the diluted weighted average common shares outstanding because to do so would be antidilutive. The following table sets forth the computation of basic and diluted earnings per share. Year Ended December 31, 2017 2016 2015 Numerator: Numerator for EPS - continuing operations Income (loss) from continuing operations $ 328.5 $ (219.7 ) $ 37.1 Less: Income (loss) from continuing operations attributed to non-controlling interest 33.8 20.3 24.3 Income (loss) from continuing operations attributable to Delek (numerator for basic EPS - continuing operations attributable to Delek) 294.7 (240.0 ) 12.8 Interest on convertible debt, net of tax — — — Numerator for diluted EPS - continuing operations attributable to Delek $ 294.7 $ (240.0 ) $ 12.8 Numerator for EPS - discontinued operations Income (loss) from discontinued operations $ (5.9 ) $ 86.3 $ 6.6 Denominator: Weighted average common shares outstanding (denominator for basic EPS) 71,566,225 61,921,787 60,819,771 Dilutive effect of convertible debt — — — Dilutive effect of warrants — — — Dilutive effect of stock-based awards 736,858 — 500,799 Weighted average common shares outstanding, assuming dilution 72,303,083 61,921,787 61,320,570 EPS: Basic income (loss) per share: Income (loss) from continuing operations $ 4.12 $ (3.88 ) $ 0.21 (Loss) income from discontinued operations $ (0.08 ) 1.39 0.11 Total basic income (loss) per share $ 4.04 $ (2.49 ) $ 0.32 Diluted income (loss) per share: Income (loss) from continuing operations $ 4.08 $ (3.88 ) $ 0.21 (Loss) income from discontinued operations $ (0.08 ) 1.39 0.11 Total diluted income (loss) per share $ 4.00 $ (2.49 ) $ 0.32 The following equity instruments were excluded from the diluted weighted average common shares outstanding because their effect would be anti-dilutive: Antidilutive stock-based compensation — 2,297,127 2,269,246 Antidilutive due to loss — 276,094 — Total antidilutive stock-based compensation — 2,573,221 2,269,246 Antidilutive convertible debt instruments 270,606 — — Antidilutive due to loss — — — Total antidilutive convertible debt instruments 270,606 — — Antidilutive warrants 2,091,560 — — Antidilutive due to loss — — — Total antidilutive warrants 2,091,560 — — |
Business Interruption Insurance
Business Interruption Insurance Proceeds | 12 Months Ended |
Dec. 31, 2017 | |
Business Interruption Insurance Proceeds [Abstract] | |
Business Interruption Insurance Proceeds | Business Interruption Insurance Proceeds In January 2016, Delek US received an insurance settlement in the amount of $49.0 million related to losses stemming from the rupture of an unaffiliated third-party pipeline in 2012 that supplied crude to the El Dorado refinery. Of the total settlement, $42.4 million was recognized as business interruption proceeds in the consolidated statements of income during the year ended December 31, 2016. The remainder of the settlement was recorded as a reimbursement of general and administrative expenses in the consolidated statements of income during the year ended December 31, 2015. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation In the ordinary conduct of our business, we are from time to time subject to lawsuits, investigations and claims, including environmental claims and employee-related matters. Although we cannot predict with certainty the ultimate resolution of lawsuits, investigations and claims asserted against us, including civil penalties or other enforcement actions, we do not believe that any currently pending legal proceeding or proceedings to which we are a party will have a material adverse effect on our business, financial condition or results of operations. One of our Alon subsidiaries was party to a lawsuit alleging breach of contract pertaining to an asphalt supply agreement. During the year ended December 31, 2017 , we reached a settlement on this matter which was included in accrued liabilities in purchase accounting as part of the fair value of the liabilities assumed in the Delek/Alon Merger. We are reporting the following proceedings to comply with SEC regulations which require disclosure of proceedings arising under federal, state or local provisions regulating the discharge of materials into the environment or protecting the environment, if we reasonably believe that such proceedings may result in monetary sanctions of $0.1 million or more. In June 2015, the United States Department of Justice notified Delek Logistics that they were pursuing an enforcement action on behalf of the EPA with regard to potential Clean Water Act violations arising from a release in March 2013 at its Magnolia Station located west of the El Dorado Refinery. We are currently attempting to negotiate a resolution to this matter with the EPA and the ADEQ, which may include monetary penalties and/or other relief. The Big Spring refinery has been negotiating an agreement with the EPA for over 10 years under the EPA’s National Petroleum Refinery Initiative regarding alleged historical violations of the federal Clean Air Act related to emissions and emissions control equipment. A Consent Decree resolving these alleged historical violations for the Big Spring refinery was lodged with the United States District Court for the Northern District of Texas on June 6, 2017, and we expect that Consent Decree to become final in 2018. If finalized as lodged, the Consent Decree will require payment of a $0.5 million civil penalty and capital expenditures for pollution control equipment that may be significant over the next 5 years. The Big Spring refinery has been in discussions with the EPA since March 2016 to resolve alleged violations regarding six batches of gasoline produced in 2012-2013 that exceeded the applicable Reid Vapor Pressure standard. The issue was resolved in January 2018, resulting in payment of a penalty of approximately $0.4 million . The Paramount refinery has been in discussions with the State of California since December 2016 regarding alleged violations of the state's Low Carbon Fuel Standard ("LCFS") program related to recordkeeping, reporting and the retirement of LCFS credits.. During October 2017, an agreement in principal was reached to settle the matter in which Paramount will pay a $0.3 million penalty and retire 350 tons of California LCFS credits. Self Insurance Delek records a self-insurance accrual for workers’ compensation claims up to a $1.0 million deductible on a per accident basis, general liability claims up to $4.0 million on a per occurrence basis, and medical claims for certain employees up to $0.3 million on a per claim basis. We also record a self-insurance accrual for auto liability up to a $1.0 million deductible on a per accident basis for claims incurred in recent periods, and up to a $4.0 million deductible for remaining claims from certain prior periods. We have umbrella liability insurance available to each of our segments in an amount determined reasonable by management. Environmental Health and Safety We are subject to extensive federal, state and local environmental and safety laws and regulations enforced by various agencies, including the EPA, the United States Department of Transportation, the Occupational Safety and Health Administration, as well as numerous state, regional and local environmental, safety and pipeline agencies. These laws and regulations govern the discharge of materials into the environment, waste management practices, pollution prevention measures and the composition of the fuels we produce, as well as the safe operation of our plants and pipelines and the safety of our workers and the public. Numerous permits or other authorizations are required under these laws and regulations for the operation of our refineries, renewable fuel facilities, terminals, pipelines, underground storage tanks, trucks, rail cars and related operations, and may be subject to revocation, modification and renewal. 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 we manufactured, handled, used, released or disposed of, transported, or that relate to pre-existing conditions for which we have assumed responsibility. We believe that our current operations are in substantial compliance with existing environmental and safety requirements. However, there have been and will continue to be ongoing discussions about environmental and safety matters between us 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, we anticipate 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. Our recently acquired Big Spring refinery has been negotiating an agreement with the EPA for over 10 years under the EPA’s National Petroleum Refinery Initiative regarding alleged historical violations of the federal Clean Air Act. A Consent Decree resolving these alleged historical violations for the Big Spring refinery was lodged with the United States District Court for the Northern District of Texas on June 6, 2017, and we expect that Consent Decree to become final in 2018. If finalized as lodged, the Consent Decree will require payment of a $0.5 million civil penalty and capital expenditures for pollution control equipment that may be significant over the next 5 years. As of December 31, 2017 , we have recorded an environmental liability of approximately $76.1 million , primarily related to the estimated probable costs of remediating or otherwise addressing certain environmental issues of a non-capital nature at the Tyler, El Dorado, Big Spring, Krotz Springs and California refineries, as well as terminals, some of which we no longer own. This liability includes estimated costs for ongoing investigation and remediation efforts, which were already being performed by the former operators of the refineries and terminals prior to our acquisition of those facilities, for known contamination of soil and groundwater, as well as estimated costs for additional issues which have been identified subsequent to the acquisitions. We expect approximately $0.2 million of this amount to be reimbursable by a prior owner of the El Dorado refinery, which we have recorded in other current assets in our consolidated balance sheet as of December 31, 2017 . We expect approximately $2.3 million of this amount to be reimbursable by a prior owner of certain assets associated with the Paramount refinery, and have recorded $ 0.1 million in other current assets and $ 2.2 million in other non-current assets in our condensed consolidated balance sheet as of December 31, 2017 . Approximately $7.2 million of the total liability is expected to be expended over the next 12 months, with most of the balance expended by 2032, although some costs may extend up to 30 years. In the future, we could be required to extend the expected remediation period or undertake additional investigations of our refineries, pipelines and terminal facilities, which could result in additional remediation liabilities. Environmental liabilities with payments that are fixed or reliably determinable have been discounted to present value at various rates depending on their expected payment stream. In regards to the environmental liabilities assumed in the Delek/Alon acquisition, the discount rates vary from 2.31% to 2.84% . We continue efforts to finalize our estimates of the fair value of the environmental liabilities assumed in the Delek/Alon Merger - see Note 3 for further information. In regards to the environmental liability associated with the Tyler refinery, a discount rate of 9% has been used. The table below summarizes our environmental liability accruals (in millions): December 31, 2017 2016 Discounted environmental liabilities $ 33.7 $ 2.2 Undiscounted environmental liabilities 42.4 5.0 Total accrued environmental liabilities $ 76.1 $ 7.2 As of December 31, 2017 , the estimated future payments of environmental obligations for which discounts have been applied are as follows (in millions): 2018 $ 1.9 2019 1.9 2020 1.9 2021 1.9 2022 1.9 Thereafter 37.7 Discounted environmental liabilities, gross 47.2 Less: Discount applied 13.5 Discounted environmental liabilities $ 33.7 We have experienced several crude oil releases from pipelines owned by our logistics segment, including, but not limited to, a release at Magnolia Station in March 2013, a release near Fouke, Arkansas in April 2015 and a release near Woodville, Texas in January 2016. In June 2015, the United States Department of Justice notified Delek Logistics that they were evaluating an enforcement action on behalf of the EPA with regard to potential Clean Water Act violations arising from the March 2013 Magnolia Station release. We are currently attempting to negotiate a resolution to this matter with the EPA and the ADEQ, which may include monetary penalties and/or other relief. Based on current information available to us, we do not believe the total costs associated with these events, whether alone or in the aggregate, including any fines or penalties, will have a material adverse effect upon our business, financial condition or results of operations. Letters of Credit As of December 31, 2017 , we had in place letters of credit totaling approximately $125.8 million with various financial institutions securing obligations primarily with respect to our commodity purchases for the refining segment, our gasoline and diesel purchases for the logistics segment and our workers’ compensation and auto liability insurance programs. No amounts were drawn by beneficiaries of these letters of credit at December 31, 2017 . Operating Leases Delek leases buildings, equipment and corporate office space under agreements expiring at various dates through 2035 after considering available renewal options. Many of these leases contain renewal options and require Delek to pay executory costs (such as property taxes, maintenance and insurance). Lease expense for all operating leases for the years ended December 31, 2017 , 2016 and 2015 totaled $40.9 million , $31.1 million , and $32.4 million , respectively. The following is an estimate of our future minimum lease payments for operating leases having remaining noncancelable terms in excess of one year as of December 31, 2017 (in millions): 2018 $ 52.8 2019 42.7 2020 35.3 2021 27.4 2022 22.2 Thereafter 102.5 Total future minimum rentals $ 282.9 |
Employees
Employees | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |
Employees | Employees Workforce As of December 31, 2017 , 176 operations, maintenance and warehouse hourly employees and 38 truck drivers at the Tyler refinery were represented by the United Steel, Paper and Forestry, Rubber, Manufacturing, Energy, Allied Industrial and Service Workers International Union and its Local 202. The Tyler operations, maintenance and warehouse hourly employees are currently covered by a collective bargaining agreement that expires January 31, 2019 . The Tyler truck drivers are currently covered by a collective bargaining agreement that expires March 1, 2018 . As of December 31, 2017 , 175 operations and maintenance hourly employees at the El Dorado refinery were represented by the International Union of Operating Engineers and its Local 381. These employees are covered by a collective bargaining agreement which expires on August 1, 2021 . As of December 31, 2017 , 37 of our El Dorado based drivers for Lion Oil Company were represented by the United Steel, Paper and Forestry, Rubber, Manufacturing, Energy, Allied Industrial and Service Workers International Union, AFL - CIO, 29 of our Texas based drivers for Lion Oil Company were represented by the United Steel, Paper and Forestry, Rubber, Manufacturing, Energy, Allied Industrial and Service Workers International Union, AFL - CIO and 4 of our El Dorado refinery warehouse hourly employees were represented by the International Union of Operating Engineers and its Local 381 (but none are currently covered by a collective bargaining agreement). Negotiations toward collective bargaining agreements with the new bargaining units are underway. As of December 31, 2017 , approximately 138 employees who work at our Big Spring refinery are covered by a collective bargaining agreement that expires April 1, 2019 . None of our employees in our logistics segment, retail segment or in our corporate office are represented by a union. We consider our relations with our employees to be satisfactory. Postretirement Benefits Pension Plans Effective with the Delek/Alon Merger on July 1, 2017 (see Note 3 ), we now have four defined benefit pension plans covering substantially all of Alon's employees, excluding employees of the retail segment. The benefits are based on years of service and the employee’s final average monthly compensation. Our funding policy is to contribute annually no less than the minimum required nor more than the maximum amount that can be deducted for federal income tax purposes. Contributions are intended to provide not only for benefits attributed to service to date but also for those benefits expected to be earned in the future. The plans were frozen for non-union employees effective September 30, 2017. Financial information related to our pension plans is presented below: 2017 Change in projected benefit obligation: Benefit obligation at beginning of the period (July 1, 2017 business combination) $ 145.2 Service cost 1.2 Interest cost 2.7 Actuarial (gain) loss 6.5 Benefits paid (2.4 ) Other (effect of curtailment) (6.3 ) Projected benefit obligations at end of year $ 146.9 Change in plan assets: Fair value of plan assets at beginning of the period (July 1, 2017 business combination) $ 96.1 Actual gain on plan assets 9.8 Employer contribution 5.3 Benefits paid (2.4 ) Fair value of plan assets at end of year $ 108.8 Reconciliation of funded status: Fair value of plan assets at end of year $ 108.8 Less projected benefit obligations at end of year 146.9 Under-funded status at end of year $ (38.1 ) The pre-tax amounts related to the defined benefit plans recognized as pension benefit liability in the consolidated balance sheets as of December 31, 2017 was $38.1 million . The pre-tax amounts in accumulated other comprehensive loss as of December 31, 2017 that have not yet been recognized as components of net periodic benefit cost were as follows: Net actuarial gain $ (0.8 ) Prior service credit — Projected benefit obligations at end of year $ (0.8 ) As of December 31, 2017 , the accumulated benefit obligation for each of our pension plans was in excess of the fair value of plan assets. The projected benefit obligation, accumulated benefit obligation and fair value of plan assets for the pension plans were as follows: Projected benefit obligation $ 146.9 Accumulated benefit obligation $ 143.8 Fair value of plan assets $ 108.8 The weighted-average assumptions used to determine benefit obligations at December 31, 2017 were as follows: Discount rate 3.60 % Rate of compensation increase 3.00 % The discount rate used reflects the expected future cash flow based on our funding valuation assumptions and participant data as of the beginning of the plan period. The expected future cash flow is discounted by the Principal Pension Discount Yield Curve for the fiscal year end because it has been specifically designed to help pension funds comply with statutory funding guidelines. The weighted-average assumptions used to determine net periodic benefit costs for the year ended December 31, 2017 were as follows: Discount rate 3.80 % Expected long-term rate of return on plan assets 7.45 % Rate of compensation increase 3.00 % The expected long-term rate of return is based on the portfolio as a whole and not on the sum of the returns on individual asset categories. The components of net periodic benefit cost related to our benefit plans for the year ended December 31, 2017 consisted of the following: Components of net periodic benefit cost: Service cost $ 1.2 Interest cost 2.7 Expected return on plan assets (2.7 ) Recognition of gain due to curtailment (6.1 ) Net periodic benefit cost $ (4.9 ) Net periodic benefit costs are included as part of general and administrative expenses in the accompanying consolidated statements of income. The weighted-average asset allocation of our pension benefits plan assets at December 31, 2017 was as follows: Asset Category: Equity securities 78.5 % Debt securities 13.0 % Real estate investment trust 8.5 % Total 100.0 % The fair value of our pension assets by category as of December 31, 2017 were as follows: Quoted Prices in Active Markets For Identical Assets or Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Consolidated Total Year Ended December 31, 2017 Equity securities: U.S. companies $ 67.1 $ — $ — $ 67.1 International companies 18.3 — — 18.3 Debt securities: Preferred securities 4.6 — — 4.6 Bond securities — 9.5 — 9.5 Real estate securities 9.3 — — 9.3 Total $ 99.3 $ 9.5 $ — $ 108.8 The investment policies and strategies for the assets of our pension benefits is to, over a five-year period, provide returns in excess of the benchmark. The portfolio is expected to earn long-term returns from capital appreciation and a stable stream of current income. This approach recognizes that assets are exposed to price risk and the market value of the plans’ assets may fluctuate from year to year. Risk tolerance is determined based on our specific risk management policies. In line with the investment return objective and risk parameters, the plans’ mix of assets includes a diversified portfolio of equity, fixed-income and real estate investments. Equity investments include domestic and international stocks of various sizes of capitalization. The asset allocation of the plan is reviewed on at least an annual basis. We contributed $5.3 million to the pension plans for the year ended December 31, 2017 , and expect to contribute $8.3 million to the pension plans in 2018 . There were no employee contributions to the plans. The benefits expected to be paid in each year 2018 – 2022 are $9.9 million , $5.9 million , $6.0 million , $6.3 million , and $6.7 million , respectively. The aggregate benefits expected to be paid in the five years from 2023 – 2027 are $36.2 million . The expected benefits are based on the same assumptions used to measure our benefit obligation at December 31, 2017 and include estimated future employee service. 401(k) Plans We sponsor voluntary 401(k) Employee Retirement Savings Plans for eligible employees administered by Wells Fargo Bank, N.A. Employees must be at least 21 years of age and have 45 days of service to be eligible to participate in the plan. Employee contributions are matched on a fully-vested basis by us up to a maximum of 8% of eligible compensation. Eligibility for the Company matching contribution begins on the first of the month following one year of employment. For the years ended December 31, 2017 , 2016 and 2015 , the 401(k) plans expense recognized was $6.5 million , $3.8 million , and $4.3 million , respectively. Postretirement Medical Plan In addition to providing pension benefits, Alon has an unfunded postretirement medical plan covering certain health care and life insurance benefits for certain employees of Alon that retired prior to January 2, 2017, who met eligibility requirements in the plan documents. This plan is closed to new participants. The health care benefits in excess of certain limits are insured. The accrued benefit liability related to this plan reflected in the consolidated balance sheet was $3.9 million at December 31, 2017 . |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Transactions with Alon For the period from January 1, 2017 through June 30, 2017, the year ended December 31, 2016 and the period from May 14, 2015 through December 31, 2015, respectively, our refining and logistics segments sold $44.7 million , $7.5 million and $15.2 million of refined products to and purchased $14.3 million , $2.9 million and $0.3 million of refined products from Alon. As of December 31, 2016 , we carried a $0.1 million receivable balance from Alon, which is reflected in accounts receivable from related party on our consolidated balance sheet. Alon was not a related party prior to the Alon Acquisition on May 14, 2015. Effective July 1, 2017, Alon became a wholly-owned subsidiary of New Delek in connection with the Delek/Alon Merger. Transaction with Caddo Pipeline, LLC ("CP LLC") For the year ended December 31, 2017 , our refining segment paid pipeline throughput fees of $1.6 million to CP LLC. There was no revenue and/or activity for the years ended December 31, 2016 and 2015 as the Caddo Pipeline construction was completed at the end of December 2016. Delek Logistics owns 50% of CP LLC, and Plains All American Pipeline, LLC, a third-party, owns the other 50%. CP LLC was not a related party prior to its acquisition in March 2015. Transactions with Rangeland RIO Pipeline, LLC ("Rangeland RIO") For the years ended December 31, 2017 and 2016 , respectively, our refining segment paid pipeline throughput fees of $13.8 million and $3.1 million to Rangeland RIO. We did not pay any fees to Rangeland RIO for the year ended December 31, 2015 . As of December 31, 2017 and 2016 , respectively, we carried a $1.2 million and $1.8 million payable balance to Rangeland RIO, which is reflected in accounts payable to related party on our consolidated balance sheets. Delek Logistics owns 33% of Rangeland RIO, and Rangeland Energy II, LLC, a third-party, owns 67% . Rangeland RIO was not a related party prior to its acquisition in March 2015. Transactions with Wright Asphalt Products Company, LLC ("Wright Asphalt") For the period from the Delek/Alon Merger date of July 1, 2017 through December 31, 2017 , our refining segment paid throughput fees of $1.8 million to Wright Asphalt. In addition, our other segment had related party revenues of $40.9 million from Wright Asphalt related to asphalt sales and had purchases from Wright Asphalt of $9.1 million . As of December 31, 2017 , we carried a $0.5 million payable balance to Wright Asphalt, which is reflected in accounts payable to related party on our consolidated balance sheets. Alon owns 50% of Wright Asphalt, and TTRD, Ltd., a third-party, owns the other 50% . Transactions with Paramount Nevada Asphalt Company, LLC ("PNAC") For the period from the Delek/Alon Merger date of July 1, 2017 through December 31, 2017 our other segment had related party revenues of $9.6 million from PNAC related to asphalt sales and had purchases from PNAC of $6.0 million . As of December 31, 2017 , we carried a $2.1 million receivable balance from PNAC, which is reflected in accounts receivable from related party on our consolidated balance sheets. Alon owns 50% of PNAC, and Granite Construction Inc., a third-party, owns the other 50% . |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2017 | |
Selected Quarterly Financial Information [Abstract] | |
Selected Quarterly Financial Data (Unaudited) | Selected Quarterly Financial Data (Unaudited) Quarterly financial information for the years ended December 31, 2017 and 2016 is summarized below. The sum of the quarterly results may differ from the annual results presented on our consolidated income statement due to rounding. The quarterly financial information summarized below has been prepared by Delek's management and is unaudited (in millions, except per share data). For the Three Month Periods Ended March 31, 2017 June 30, 2017 September 30, 2017 December 31, 2017 Net sales (1) $ 1,182.2 $ 1,230.7 $ 2,370.6 $ 2,483.7 Operating income (loss) $ 29.8 $ (46.5 ) $ 90.8 $ 112.4 Net income (loss) from continuing operations $ 15.3 $ (32.2 ) $ 118.5 $ 226.9 Net income (loss) attributable to Delek $ 11.2 $ (37.9 ) $ 104.4 $ 211.1 Basic earnings (loss) per share from continuing operations $ 0.18 $ (0.61 ) $ 1.30 $ 2.62 Diluted earnings (loss) per share from continuing operations $ 0.18 $ (0.61 ) $ 1.29 $ 2.58 For the Three Month Periods Ended March 31, 2016 June 30, 2016 September 30, 2016 December 31, 2016 Net sales $ 886.1 $ 1,147.3 $ 1,079.9 $ 1,084.6 Operating (loss) income $ (13.6 ) $ 11.3 $ (2.8 ) $ (44.1 ) Net (loss) income from continuing operations $ (21.5 ) $ (2.5 ) $ (163.7 ) $ (32.0 ) Net (loss) income attributable to Delek $ (29.2 ) $ (7.0 ) $ (161.7 ) $ 44.2 Basic (loss) earnings per share from continuing operations $ (0.43 ) $ (0.14 ) $ (2.71 ) $ (0.59 ) Diluted (loss) earnings per share from continuing operations $ (0.43 ) $ (0.14 ) $ (2.71 ) $ (0.59 ) (1) Net sales for the three months ended September 30, 2017 reflects a correction of an intercompany elimination to net sales and cost of sales, which resulted in an increase in net sales and cost of sales of $29.1 million not previously reflected on the unaudited consolidated financial statements as of and for the three and nine months ended September 30, 2017 included in our Form 10-Q filed on November 9, 2017. The table above includes the following infrequently occurring items: • Operating loss for the quarter ended March 31, 2016 is net of business interruption insurance proceeds of $42.4 million (see Note 20 ); • Net loss from continuing operations for the quarter ended September 30, 2016 includes loss on impairment of the equity investment in Alon, before tax, of $245.3 million (see Note 5 ); • Net income attributable to Delek for the quarter ended December 31, 2016 includes gain on sale of the Retail Entities, before tax, of $134.1 million (see Note 6 ); • Net income from continuing operations for the quarter ended September 30, 2017 includes gain on remeasurement of the Alon equity method investment, before tax, of $190.1 million (see Note 3 ) and the income tax effect of the write-off of deferred taxes in connection with the Delek/Alon Merger of $(46.9) million ; • Net income attributable to Delek for the quarter ended December 31, 2017 includes the income tax effect of the new Tax Cuts and Jobs Act of $166.9 million . Results subsequent to the Delek/Alon Merger (see Note 3 ) include 100% of Alon's various income statement items for the applicable quarters, whereas results for the three months ended June 30, 2017 and prior include Delek's proportionate share of its equity method investment in Alon in (Income) loss from equity method investments in our consolidated statements of income (see Note 5 ). The quarterly earnings per share calculation for the three months ended December 31, 2017 reflects the dilutive effect of convertible debt, which has not been dilutive in previous quarters. The dilutive effect of the convertible debt impacts both the numerator and the denominator in the earnings per share calculation for that period (as further discussed in Note 19 ). In other quarters in the historical periods included above, the EPS has been calculated as the net income (loss) from continuing operations divided by weighted average common shares, both including (for basic) and excluding (for diluted) the effect of other dilutive instruments, as presented in our previous quarterly reports on Forms 10-Q. Because the EPS calculation for the three months ended December 31, 2017 cannot be derived without considering both the impact to the numerator and the denominator of the EPS calculation, we have presented it below for the three months ended December 31, 2017 , along with the EPS calculation for the three months ended December 31, 2016 for comparison purposes. Three Months Ended December 31, 2017 2016 Numerator: Numerator for EPS - continuing operations Income (loss) from continuing operations $ 226.9 $ (32.0 ) Less: Income from continuing operations attributed to non-controlling interest 14.0 4.6 Income (loss) from continuing operations attributable to Delek (numerator for basic EPS - continuing operations attributable to Delek) 212.9 (36.6 ) Interest on convertible debt, net of tax 0.7 — Numerator for diluted EPS - continuing operations attributable to Delek $ 213.6 $ (36.6 ) Numerator for EPS - discontinued operations Income (loss) from discontinued operations $ (1.8 ) $ 80.8 Denominator: Weighted average common shares outstanding (denominator for basic EPS) 81,338,755 61,894,229 Dilutive effect of convertible debt 526,464 — Dilutive effect of stock-based awards 779,841 — Weighted average common shares outstanding, assuming dilution 82,645,060 61,894,229 EPS: Basic income (loss) per share: Income (loss) from continuing operations $ 2.62 $ (0.59 ) (Loss) income from discontinued operations (0.02 ) 1.31 Total basic income (loss) per share $ 2.60 $ 0.72 Diluted income (loss) per share: Income (loss) from continuing operations $ 2.58 $ (0.59 ) (Loss) income from discontinued operations (0.02 ) 1.31 Total diluted income (loss) per share $ 2.56 $ 0.72 The following equity instruments were excluded from the diluted weighted average common shares outstanding because their effect would be anti-dilutive: Antidilutive stock-based compensation 3,660,354 1,984,575 Antidilutive due to loss — 527,168 Total antidilutive stock-based compensation 3,660,354 2,511,743 Antidilutive warrants 1,049,682 — Total antidilutive warrants 1,049,682 — |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Dividend Declaration On February 26, 2018 , Delek's Board of Directors voted to declare a quarterly cash dividend of $0.20 per share, payable on March 26, 2018 , to stockholders of record on March 12, 2018 . Our previous quarterly cash dividend amounts were $0.15 per share. Share Repurchase from Alon Israel/New Share Repurchase Program On January 23, 2018, Delek repurchased 2.0 million shares of its common stock from Alon Israel in connection with Delek’s rights pursuant to a Stock Purchase Agreement dated April 14, 2015, by and between Delek and Alon Israel. Alon Israel delivered a right of first offer notice to Delek on January 16, 2018, informing Delek of Alon Israel’s intention to sell the 2.0 million shares, and Delek accepted such offer on January 17, 2018. The total purchase price was approximately $75.3 million , or $ 37.64 per share. As of February 25, 2018, there was approximately $32.2 million remaining under Delek's $150.0 million December 2016 share repurchase authorization, taking into account the share repurchase from Alon Israel discussed above. On February 26, 2018, the Board of Directors approved a new $150.0 million authorization to repurchase Delek common stock. This amount has no expiration date and is in addition to any remaining amounts previously authorized. These shares will be included in treasury shares in the period in which they were repurchased. Acquisition of Non-controlling Interest in Alon Partnership On November 8, 2017, Delek and the Alon Partnership entered into a definitive merger agreement under which Delek agreed to acquire all of the outstanding limited partner units which Delek did not already own in an all-equity transaction. This transaction was approved by all voting members of the board of directors of the general partner of the Alon Partnership upon the recommendation from its conflicts committee and by the board of directors of Delek. This transaction closed on February 7, 2018. Delek owned approximately 51.0 million limited partner units of the Alon Partnership, or approximately 81.6% of the outstanding units immediately prior to the transaction date. Under terms of the merger agreement, the owners of the remaining outstanding units in the Alon Partnership that Delek did not currently immediately prior to the transaction date received a fixed exchange ratio of 0.49 shares of New Delek common stock for each limited partner unit of the Alon Partnership, resulting in the issuance of approximately 5.6 million shares to the public unitholders of the Alon Partnership. Reenactment of the Blenders Tax Credit On February 9, 2018, as part of the Bipartisan Budget Act of 2018 (H.R. 1892), an extension to the blenders tax credit for biodiesel and renewable diesel was enacted. This extension is retroactive to January 1, 2017 and is effective for one year. As a result of the retroactive application, we expect to recognize a tax benefit during the first quarter of 2018 related to credits earned upon enactment in 2018 by our renewable fuels refinery (included in the California Discontinued Entities as of December 31, 2017) for refining activities that occurred during 2017, but the amount of the expected credit has not yet been determined. Agreement to Sale of Asphalt Terminals On February 12, 2018, Delek announced it has reached a definitive agreement to sell four asphalt terminals (included in Delek's corporate/other segment) to an affiliate of Andeavor. This transaction includes asphalt terminal assets in Bakersfield, Mojave and Elk Grove, California and Phoenix, Arizona, as well as Delek’s 50 percent equity interest in the Paramount-Nevada Asphalt Company, LLC joint venture that operates an asphalt terminal located in Fernley, Nevada. The total cash consideration is $75.0 million plus a working capital adjustment. Subject to customary closing conditions, certain preferential rights under the joint venture arrangement and regulatory approvals, this transaction is expected to close in the first half of 2018. These assets did not meet the definition of held for sale pursuant to ASC 360 as of December 31, 2017 and therefore were not reflected as held for sale nor as discontinued operations in the consolidated financial statements as of and for the year ended December 31, 2017 . Transaction with Delek Logistics On February 26, 2018, Delek and Delek Logistics entered into a definitive agreement whereby Delek Logistics will acquire the Big Spring logistics assets, subject to customary closing conditions. These assets consist of storage tanks and terminals that support our Big Spring, Texas refinery. In addition, a new marketing agreement will be entered into between the companies for product sales from Big Spring. The expected purchase price is approximately $315.0 million in cash. This dropdown is expected to be financed by Delek Logistics through a combination of cash on hand and borrowings on the revolving credit facility and is expected to close in March 2018. |
Schedule 1
Schedule 1 | 12 Months Ended |
Dec. 31, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Financial Information of Parent Company Only Disclosure [Text Block] | Delek US Holdings, Inc. Parent Company Only Condensed Balance Sheets (In millions, except share and per share data) December 31, 2017 (1) 2016 (1) ASSETS Current assets: Cash and cash equivalents $ 13.0 $ — Total current assets 13.0 — Investment in subsidiaries 1,953.4 1,183.9 Total assets $ 1,966.4 $ 1,183.9 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Accounts payable to subsidiaries $ 2.2 $ 1.4 Total current liabilities 2.2 1.4 Shareholders’ equity: Preferred stock, $0.01 par value, 10,000,000 shares authorized, no shares issued and outstanding — — Common stock, $0.01 par value, 110,000,000 shares authorized, 81,533,548 shares and 67,150,352 shares issued at December 31, 2017 and December 31, 2016, respectively 0.8 0.7 Additional paid-in capital 1,213.7 841.1 Accumulated other comprehensive income (loss) 6.9 (20.8 ) Treasury stock, 762,623 shares and 5,195,791 shares, at cost, as of December 31, 2017 and December 31, 2016, respectively (25.0 ) (160.8 ) Retained earnings 767.8 522.3 Total shareholders’ equity 1,964.2 1,182.5 Total liabilities and shareholders’ equity $ 1,966.4 $ 1,183.9 (1) Effective July 1, 2017, Delek US Holdings, Inc. acquired the outstanding common stock of Alon USA Energy, Inc., which resulted in a new post-combination consolidated registrant renamed as Delek US Holdings, Inc. (as previously defined, "New Delek"), with Alon and Old Delek surviving as wholly-owned subsidiaries. Based on the substance of the transaction, the creation of New Delek and its acquisition of Alon and Old Delek represented a transaction between entities under common control. Therefore, pursuant to the provisions of ASC 805-50, Business Combinations-Related Issues, the financial statements for prior periods presented within this Schedule I were retrospectively adjusted to furnish comparative information. The "Notes to Consolidated Financial Statements" of Delek US Holdings, Inc., beginning on page F-13 of this Form 10-K are an integral part of these condensed financial statements. Delek US Holdings, Inc. Parent Company Only Condensed Statements of Income (In millions) Year Ended December 31, 2017 (1)(2) 2016 (1)(2) 2015 (1)(2) Net sales $ — $ — $ — Operating costs and expenses: General and administrative expenses 1.2 1.1 1.2 Total operating costs and expenses 1.2 1.1 1.2 Operating loss (1.2 ) (1.1 ) (1.2 ) (Income) loss from investment in subsidiaries (289.6 ) 153.0 (20.2 ) Total non-operating (income) expenses, net (289.6 ) 153.0 (20.2 ) Income (loss) before income tax benefit 288.4 (154.1 ) 19.0 Income tax benefit (0.4 ) (0.4 ) (0.4 ) Net income (loss) 288.8 $ (153.7 ) $ 19.4 (1) Effective July 1, 2017, Delek US Holdings, Inc. acquired the outstanding common stock of Alon USA Energy, Inc., which resulted in a new post-combination consolidated registrant renamed as Delek US Holdings, Inc. (as previously defined, "New Delek"), with Alon and Old Delek surviving as wholly-owned subsidiaries. Based on the substance of the transaction, the creation of New Delek and its acquisition of Alon and Old Delek represented a transaction between entities under common control. Therefore, pursuant to the provisions of ASC 805-50, Business Combinations-Related Issues, the financial statements for prior periods presented within this Schedule I were retrospectively adjusted to furnish comparative information. (2) Income tax (benefit) / expense for Delek US Holdings, Inc. was estimated utilizing each respective year's applicable statutory tax rate. The "Notes to Consolidated Financial Statements" of Delek US Holdings, Inc., beginning on page F-13 of this Form 10-K are an integral part of these condensed financial statements. Delek US Holdings, Inc. Parent Company Only Condensed Consolidated Statements of Comprehensive Income (In millions) Year Ended December 31, 2017 (1) 2016 (1) 2015 (1) Net income (loss) $ 288.8 $ (153.7 ) $ 19.4 Other comprehensive income (loss): Parent company portion of other comprehensive income of consolidated subsidiary 27.8 24.5 (32.7 ) Total other comprehensive income (loss) 27.8 24.5 (32.7 ) Comprehensive income (loss) attributable to Delek $ 316.6 $ (129.2 ) $ (13.3 ) (1) Effective July 1, 2017, Delek US Holdings, Inc. acquired the outstanding common stock of Alon USA Energy, Inc., which resulted in a new post-combination consolidated registrant renamed as Delek US Holdings, Inc. (as previously defined, "New Delek"), with Alon and Old Delek surviving as wholly-owned subsidiaries. Based on the substance of the transaction, the creation of New Delek and its acquisition of Alon and Old Delek represented a transaction between entities under common control. Therefore, pursuant to the provisions of ASC 805-50, Business Combinations-Related Issues, the financial statements for prior periods presented within this Schedule I were retrospectively adjusted to furnish comparative information. The "Notes to Consolidated Financial Statements" of Delek US Holdings, Inc., beginning on page F-13 of this Form 10-K are an integral part of these condensed financial statements. Delek US Holdings, Inc. Parent Company Only Condensed Statements of Cash Flows (In millions) Year Ended December 31, 2017 (1) 2016 (1) 2015 (1) Cash flows from operating activities: Net income (loss) $ 288.8 $ (153.7 ) $ 19.4 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Equity-based compensation expense 0.6 0.6 0.6 (Income) loss from subsidiaries (289.6 ) 153.0 (20.2 ) Changes in assets and liabilities: Receivables and payables from related parties, net 0.2 0.1 0.2 Net cash provided by (used in) operating activities — — — Cash flows from investing activities: Dividends from subsidiaries 13.0 — — Net cash provided by investing activities 13.0 — — Cash flows from financing activities: Net cash provided by (used in) financing activities — — — Net increase in cash and cash equivalents 13.0 — — Cash and cash equivalents at the beginning of the period — — — Cash and cash equivalents at the end of the period $ 13.0 $ — $ — Supplemental disclosures of cash flow information: Non-cash operating activity: Parent company portion of other comprehensive income of consolidated subsidiary $ 27.8 $ 24.5 $ (32.7 ) Non-cash financing activities: Payment of common stock dividends by consolidated subsidiary $ (44.0 ) $ (37.5 ) $ (37.1 ) Repurchase of common stock by consolidated subsidiary $ (25.0 ) $ (6.0 ) $ (42.2 ) Common stock issued in connection with the Delek/Alon Merger $ 509.0 $ — $ — Equity instruments issued in connection with the Delek/Alon Merger $ 21.7 $ — $ — Common stock issued in connection with the Alon Acquisition $ — $ — $ 230.8 Note payable issued in connection with the Alon Acquisition $ — $ — $ 145.0 (1) Effective July 1, 2017, Delek US Holdings, Inc. acquired the outstanding common stock of Alon USA Energy, Inc., which resulted in a new post-combination consolidated registrant renamed as Delek US Holdings, Inc. (as previously defined, "New Delek"), with Alon and Old Delek surviving as wholly-owned subsidiaries. Based on the substance of the transaction, the creation of New Delek and its acquisition of Alon and Old Delek represented a transaction between entities under common control. Therefore, pursuant to the provisions of ASC 805-50, Business Combinations-Related Issues, the financial statements for prior periods presented within this Schedule I were retrospectively adjusted to furnish comparative information. The "Notes to Consolidated Financial Statements" of Delek US Holdings, Inc., beginning on page F-13 of this Form 10-K are an integral part of these condensed financial statements. |
Accounting Policies (Policies)
Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation Our consolidated financial statements include the accounts of Delek and its subsidiaries. All significant intercompany transactions and account balances have been eliminated in consolidation. We have evaluated subsequent events through the filing of this Form 10-K. Any material subsequent events that occurred during this time have been properly recognized or disclosed in our financial statements. In August 2016, we entered into a definitive equity purchase agreement (the "Purchase Agreement") with Compañía de Petróleos de Chile COPEC S.A. and its subsidiary, Copec Inc., a Delaware corporation (collectively, "COPEC"). Under the terms of the Purchase Agreement, Delek agreed to sell, and COPEC agreed to purchase, 100% of the equity interests in Delek's wholly-owned subsidiaries MAPCO Express, Inc. ("MAPCO Express"), MAPCO Fleet, Inc., Delek Transportation, LLC, NTI Investments, LLC and GDK Bearpaw, LLC (collectively, the “Retail Entities”) for cash consideration of $535 million , subject to customary adjustments (the “ Retail Transaction”). The Retail Transaction closed in November 2016. As a result of the Purchase Agreement, we met the requirements under the provisions of Accounting Standards Codification ("ASC") 205-20, Presentation of Financial Statements - Discontinued Operations ("ASC 205-20") and ASC 360, Property, Plant and Equipment ("ASC 360") , to report the results of the Retail Entities as discontinued operations and to classify the Retail Entities as a group of assets held for sale. See Note 6 for further information regarding the Retail Entities. During the third quarter 2017, we committed to a plan to sell certain assets associated with our Paramount and Long Beach, California refineries and Alon's California renewable fuels facility (collectively, the "California Discontinued Entities"), which were acquired as part of the Delek/Alon Merger. As a result of this decision and commitment to a plan, and because it was made within three months of the Delek/Alon Merger, we met the requirements under ASC 205-20 and ASC 360 to report the results of the California Discontinued Entities as discontinued operations and to classify the California Discontinued Entities as a group of assets held for sale. The sale of the California Discontinued Entities is currently anticipated to occur within the next 6-9 months. See Note 6 for further information regarding the California Discontinued Entities. Our consolidated financial statements include Delek Logistics Partners, LP ("Delek Logistics"), Alon USA Partners, LP (the "Alon Partnership") and AltAir Paramount LLC ("AltAir"), all variable interest entities. See Note 25 regarding acquisition of the non-controlling interest in the Alon Partnership on February 7, 2018. As the indirect owner of the general partners of Delek Logistics and the Alon Partnership and the managing member of AltAir, we have the ability to direct the activities of these entities that most significantly impact their economic performance. We are also considered to be the primary beneficiary for accounting purposes for all of these entities and are Delek Logistics' primary customer. As Delek Logistics does not derive an amount of gross margin material to us from third parties, there is limited risk to Delek associated with Delek Logistics' operations. However, in the event that Delek Logistics, the Alon Partnership or AltAir incurs a loss, our operating results will reflect their loss, net of intercompany eliminations, to the extent of our ownership interest in these entities. AltAir's results are included in discontinued operations - see Note 6 . The preparation of financial statements in conformity with U.S. generally accepted accounting principles ("GAAP") and in accordance with the rules and regulations of the Securities and Exchange Commission ("SEC") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Reclassification | Reclassifications Certain prior period amounts have been reclassified in order to conform to the current year presentation. |
Segment Reporting | Segment Reporting Delek is an integrated downstream energy business focused on petroleum refining, the transportation, storage and wholesale distribution of crude oil, intermediate and refined products and convenience store retailing. Prior to August 2016, we aggregated our operating units into three reportable segments: refining, logistics and retail. However, in August 2016, Delek entered into the Purchase Agreement pursuant to which it agreed to sell the Retail Entities, which consist of all of the retail segment and a portion of the corporate, other and eliminations segment, to COPEC, and in November 2016, the Retail Transaction closed. As a result of the Purchase Agreement, we met the requirements of ASC 205-20 and ASC 360 to report the results of the Retail Entities as discontinued operations and to classify the Retail Entities as a group of assets held for sale. The operating results for the Retail Entities, in all periods presented, have been reclassified to discontinued operations. Following the Delek/Alon Merger of July 1, 2017, Delek's business again includes retail operations. Our corporate activities, results of certain immaterial operating segments (including our asphalt terminal operations effective with the Delek/ Alon Merger), our non-controlling equity interest of approximately 47% of the outstanding shares in Alon (which was accounted for as an equity method investment) prior to the Delek/Alon Merger and intercompany eliminations are reported in corporate, other and eliminations segment. Decisions concerning the allocation of resources and assessment of operating performance are made based on this segmentation. Management measures the operating performance of each of the reportable segments based on the segment contribution margin. Prior to the Delek/Alon Merger, the refining segment operated high conversion, independent refineries in Tyler, Texas (the "Tyler refinery") and El Dorado, Arkansas (the "El Dorado refinery") and biodiesel facilities in Cleburne, Texas and Crossett, Arkansas. Effective with the Delek/Alon Merger, the refining segment now also includes the operations of high conversion, independent refineries in Big Spring, Texas (the "Big Spring refinery"), Krotz Springs, Louisiana (the "Krotz Springs refinery") and in Bakersfield, California (the "Bakersfield refinery"). The Bakersfield refinery has not processed crude oil since 2012 due to the high cost of crude oil relative to product yield and low asphalt demand. The logistics segment owns and operates crude oil and refined products logistics and marketing assets. The retail segment markets gasoline, diesel and other refined petroleum products, and convenience merchandise through a network of company-operated retail fuel and convenience stores. Segment reporting is more fully discussed in Note 15 . |
Cash and Cash Equivalents | Cash and Cash Equivalents Delek maintains cash and cash equivalents in accounts with large, U.S. or multi-national financial institutions. All highly liquid investments purchased with a term of three months or less are considered to be cash equivalents. As of December 31, 2017 and 2016 , these cash equivalents consisted primarily of bank certificates of deposit and bank money market accounts, as well as overnight investments in U.S. Government obligations and bank repurchase obligations collateralized by U.S. Government obligations. |
Accounts Receivable | Accounts Receivable Accounts receivable primarily consists of trade receivables generated in the ordinary course of business. Delek recorded an allowance for doubtful accounts related to trade receivables of $4.4 million as of December 31, 2017 . Delek had no allowance for doubtful accounts as of December 31, 2016. Credit is extended based on evaluation of the customer’s financial condition. We perform ongoing credit evaluations of our customers and require letters of credit, prepayments or other collateral or guarantees as management deems appropriate. Allowance for doubtful accounts is based on a combination of current sales and specific identification methods. Credit risk is minimized as a result of the ongoing credit assessment of our customers and a lack of concentration in our customer base. Credit losses are charged to allowance for doubtful accounts when deemed uncollectible. Our allowance for doubtful accounts is reflected as a reduction of accounts receivable in the consolidated balance sheets. No customer accounted for more than 10% of our consolidated accounts receivable balance as of both December 31, 2017 and 2016 . No customer accounted for more than 10% of consolidated net sales for the years ended December 31, 2017 , 2016 or 2015 . |
Inventory | Inventory Refinery crude oil, work-in-process, refined products, blendstocks and asphalt inventory for all of our operations, excluding the refinery located in Tyler, Texas (the "Tyler refinery") and merchandise inventory in our Retail segment, are stated at the lower of cost determined using the first-in, first-out (“FIFO”) basis or net realizable value. Cost of all inventory at the Tyler refinery is determined using the last-in, first-out (“LIFO”) inventory valuation method and inventory is stated at the lower of LIFO cost or market. Retail merchandise inventory consists of cigarettes, beer, convenience merchandise and food service merchandise and is stated at estimated cost as determined by the retail inventory method. We are not subject to concentration risk with specific suppliers, since our crude oil and refined products inventory purchases are commodities that are readily available from a large selection of suppliers. |
Property, Plant and Equipment | Property, Plant and Equipment Assets acquired by Delek in conjunction with business acquisitions are recorded at estimated fair value at the acquisition date in accordance with the purchase method of accounting as prescribed in ASC 805, Business Combinations ("ASC 805"). Other acquisitions of property and equipment are carried at cost. Betterments, renewals and extraordinary repairs that extend the life of an asset are capitalized. Maintenance and repairs are charged to expense as incurred. Delek owns certain fixed assets on leased locations and depreciates these assets and asset improvements over the lesser of management's estimated useful lives of the assets or the remaining lease term. Depreciation is computed using the straight-line method over management's estimated useful lives of the related assets, which are as follows: Years Building and building improvements 15-40 Refinery machinery and equipment 5-40 Pipelines and terminals 15-40 Retail store equipment and site improvements 7-40 Refinery turnaround costs 4-6 Automobiles 3-5 Computer equipment and software 3-10 Furniture and fixtures 5-15 Asset retirement obligation assets 15-50 |
Other Intangible Assets | Other Intangible Assets Delek has intangible assets associated with third-party fuel supply agreements, fuel trade name, liquor licenses, refinery permits and below market leases subsequent to the Delek/Alon Merger, in addition to a long-term supply contract, capacity contracts, line space history and rights of way. We amortize the definite-lived intangible assets on straight-line bases over the estimated useful lives of five to 15 years. The amortization expense is included in depreciation and amortization on the accompanying consolidated statements of income. |
Property, Plant and Equipment and Other Intangibles Impairment | Property, Plant and Equipment and Other Intangibles Impairment Property, plant and equipment and definite life intangibles are evaluated for impairment whenever indicators of impairment exist. In accordance with ASC 360 and ASC 350, Intangibles - Goodwill and Other , Delek evaluates the realizability of these long-lived assets as events occur that might indicate potential impairment. In doing so, Delek assesses whether the carrying amount of the asset is unrecoverable by estimating the sum of the future cash flows expected to result from the asset, undiscounted and without interest charges. If the carrying amount is more than the recoverable amount, an impairment charge must be recognized based on the fair value of the asset. These impairment charges are included in other operating income in our consolidated statements of income. We recognized an impairment charge of $2.2 million for the year ended December 31, 2015 , related to the write-down of certain idle refining equipment in our refining segment to net realizable value. There were no impairment charges identified for the years ended December 31, 2017 or 2016 . |
Equity Method Investments | Equity Method Investments For equity investments that are not required to be consolidated under the variable or voting interest model, we evaluate the level of influence we are able to exercise over an entity’s operations to determine whether to use the equity method of accounting. Our judgment regarding the level of influence over an equity method investment includes considering key factors such as our ownership interest, participation in policy-making and other significant decisions and material intercompany transactions. Equity investments for which we determine we have significant influence are accounted for as equity method investments. Amounts recognized for equity method investments are included in equity method investments in our consolidated balance sheets and adjusted for our share of the net earnings and losses of the investee and cash distributions, which are separately stated in our consolidated statements of income and our consolidated statements of cash flows. We evaluate our equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may be impaired. Based on our evaluations, it was necessary to record an impairment charge of $245.3 million on our investment in Alon based on the quoted market price of our ALJ Shares as of September 30, 2016, during the year ended December 31, 2016 . This impairment is reflected in the loss on impairment of equity method investment in our consolidated statements of income for the year ended December 31, 2016 . There were no impairment losses recorded on equity method investments for the year ended December 31, 2017 or 2015. See Note 5 for further information on our equity method investments. |
Capitalized Interest | Capitalized Interest Delek capitalizes interest on capital projects associated with the refining and logistics segments. For the years ended December 31, 2017 , 2016 and 2015 , interest of $0.3 million , $0.2 million and $0.6 million , respectively, was capitalized relating to these projects. |
Refinery Turnaround Costs | Refinery Turnaround Costs Refinery turnaround costs are incurred in connection with planned shutdowns and inspections of our refineries' major units to perform necessary repairs and replacements. Refinery turnaround costs are deferred when incurred, classified as property, plant and equipment and amortized on a straight-line basis over that period of time estimated to lapse until the next planned turnaround occurs. Refinery turnaround costs include, among other things, the cost to repair, restore, refurbish or replace refinery equipment such as vessels, tanks, reactors, piping, rotating equipment, instrumentation, electrical equipment, heat exchangers and fired heaters. |
Goodwill and Potential Impairment | Goodwill and Potential Impairment Goodwill in an acquisition represents the excess of the aggregate purchase price over the fair value of the identifiable net assets. Delek's goodwill, all of which was acquired in various business combinations, is recorded at original fair value and is not amortized. Goodwill is subject to annual assessment to determine if an impairment of value has occurred, and Delek performs this review annually in the fourth quarter. We could also be required to evaluate our goodwill if, prior to our annual assessment, we experience disruptions in our business, have unexpected significant declines in operating results or sustain a permanent market capitalization decline. If a reporting unit's carrying amount exceeds its fair value, the impairment assessment leads to the testing of the implied fair value of the reporting unit's goodwill to its carrying amount. If the implied fair value is less than the carrying amount, a goodwill impairment charge is recorded. Our annual assessment of goodwill did not result in impairment during the years ended December 31, 2017 , 2016 or 2015 . |
Renewable Identification Numbers | Renewable Identification Numbers The U.S. Environmental Protection Agency (“EPA”) requires certain refiners to blend biofuels into the fuel products they produce pursuant to the EPA’s Renewable Fuel Standard - 2 ("RFS-2"). Alternatively, credits, called Renewable Identification Numbers ("RINs"), which may be generated and/or purchased, can be used to satisfy this obligation instead of physically blending biofuels ("RINs Obligation"). All of our refineries are obligated parties to the RFS-2 (see Note 21 for further discussion of these requirements). To the extent that any of our refineries is unable to blend biofuels at the required rate, it must purchase RINs in the open market to satisfy its annual requirement. Our RINs Obligation is based on the amount of RINs we must purchase and the price of those RINs as of the balance sheet date. The cost of RINs used each period is charged to cost of goods sold in the consolidated statements of income. We recognize a liability at the end of each reporting period in which we do not have sufficient RINs to cover the RINs Obligation. The liability is calculated by multiplying the RINs shortage (based on actual results) by the period end RIN spot price. From time to time, we may hold RINs generated or acquired in excess of our current obligations. We recognize an asset at the end of each reporting period in which we have generated or acquired RINs in excess of our RINs Obligation. The asset is calculated by multiplying the RINs surplus (based on actual results) by the period end RIN spot price. The value of RINs in excess of our RINs Obligation, if any, would be reflected in other current assets on the consolidated balance sheets. RINs generated in excess of our current RINs Obligation may be sold or held to offset future RINs Obligations. Any such sales of excess RINs are recorded in cost of goods sold on the consolidated statements of income. The assets and liabilities associated with our RINs Obligation are considered recurring fair value measurements. See Note 16 for further information. From time to time, Delek enters into future commitments to purchase or sell RINs at fixed prices and quantities, which are used to manage the costs associated with our RINs Obligation. These future RIN commitment contracts meet the definition of derivative instruments under ASC 815 and are measured at fair value based on quoted prices from an independent pricing service. Changes in the fair value of these future RIN commitment contracts are recorded in cost of goods sold on the consolidated statements of income. See Note 17 for further information. |
Derivatives | Derivatives Delek records all derivative financial instruments, including any interest rate swap and cap agreements, fuel-related derivatives, over the counter ("OTC") future swaps, forward contracts and future RIN purchase and sales commitments that qualify as derivative instruments, at estimated fair value in accordance with the provisions of ASC 815, Derivatives and Hedging ("ASC 815"). Changes in the fair value of the derivative instruments are recognized in operations, unless we elect to apply and qualify for the hedging treatment permitted under the provisions of ASC 815 allowing such changes to be classified as other comprehensive income for cash flow hedges. We validate the fair value of all derivative financial instruments on a periodic basis, utilizing exchange pricing and/or price index developers such as Platts, Argus or OPIS. On a regular basis, Delek enters into commodity contracts with counterparties for the purchase or sale of crude oil, blendstocks, and various finished products. These contracts usually qualify for the normal purchase / normal sale exemption under ASC 815 and, as such, are not measured at fair value. Delek's policy under the guidance of ASC 815-10-45, Derivatives and Hedging - Other Presentation Matters ("ASC 815-10-45"), is to net the fair value amounts recognized for multiple derivative instruments executed with the same counterparty and offset these values against the cash collateral arising from these derivative positions. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair values of financial instruments are estimated based upon current market conditions and quoted market prices for the same or similar instruments. Management estimates that the carrying value approximates fair value for all of Delek's assets and liabilities that fall under the scope of ASC 825, Financial Instruments ("ASC 825"). Delek applies the provisions of ASC 820, Fair Value Measurements and Disclosure ("ASC 820"), which defines fair value, establishes a framework for its measurement and expands disclosures about fair value measurements. ASC 820 applies to our commodity and interest rate derivatives that are measured at fair value on a recurring basis. ASC 820 also applies to the measurement of our equity method investment, goodwill and long-lived tangible and intangible assets when determining whether or not an impairment exists, when circumstances require evaluation. See Note 5 for further information. This standard also requires that we assess the impact of nonperformance risk on our derivatives. Nonperformance risk is not considered material to our financial statements at this time. Delek also applies the provisions of ASC 825 as it pertains to the fair value option. This standard permits the election to carry financial instruments and certain other items similar to financial instruments at fair value on the balance sheet, with all changes in fair value reported in earnings. By electing the fair value option, we can achieve an accounting result similar to a fair value hedge without having to follow the complex hedge accounting rules. As of both December 31, 2017 and 2016 , we elected to account for the step-out liabilities associated with our applicable Master Supply and Offtake Agreements (the "Supply and Offtake Agreements") with J. Aron & Company ("J. Aron") at fair value and recognize all changes in the fair value of the step-out liabilities in cost of goods sold in the accompanying statements of income. See Notes 8 and 16 for further discussion. |
Self-Insurance Reserves | Self-Insurance Reserves Delek has varying deductibles or self-insured retentions on our workers’ compensation, general liability, automobile liability insurance and medical claims for certain employees with coverage above the deductibles or self-insured retentions in amounts management considers adequate. We maintain an accrual for these costs based on claims filed and an estimate of claims incurred but not reported. Differences between actual settlements and recorded accruals are recorded in the period identified. |
Environmental Expenditures | Environmental Expenditures It is Delek's policy to accrue environmental and clean-up related costs of a non-capital nature when it is both probable that a liability has been incurred and the amount can be reasonably estimated. Environmental liabilities represent the current estimated costs to investigate and remediate contamination at our properties. This estimate is based on internal and third-party assessments of the extent of the contamination, the selected remediation technology and review of applicable environmental regulations, typically considering estimated activities and costs for 15 years, and up to 30 years if a longer period is believed reasonably necessary. Accruals for estimated costs from environmental remediation obligations generally are recognized no later than completion of the remedial feasibility study and include, but are not limited to, costs to perform remedial actions and costs of machinery and equipment that are dedicated to the remedial actions and that do not have an alternative use. Such accruals are adjusted as further information develops or circumstances change. We discount environmental liabilities to their present value if payments are fixed and determinable. Expenditures for equipment necessary for environmental issues relating to ongoing operations are capitalized. |
Asset Retirement Obligation | Asset Retirement Obligations Delek recognizes liabilities which represent the fair value of a legal obligation to perform asset retirement activities, including those that are conditional on a future event, when the amount can be reasonably estimated. If a reasonable estimate cannot be made at the time the liability is incurred, we record the liability when sufficient information is available to estimate the liability’s fair value. In the refining segment, we have asset retirement obligations with respect to our refineries due to various legal obligations to clean and/or dispose of these assets at the time they are retired. However, the majority of these assets can be used for extended and indeterminate periods of time provided that they are properly maintained and/or upgraded. It is our practice and intent to continue to maintain these assets and make improvements based on technological advances. In the logistics segment, these obligations relate to the required cleanout of the pipeline and terminal tanks and removal of certain above-grade portions of the pipeline situated on right-of-way property. In the retail segment, we have asset retirement obligations related to the removal of underground storage tanks and the removal of brand signage at owned and leased retail sites which are legally required under the applicable leases. The asset retirement obligation for storage tank removal on leased retail sites is accreted over the expected life of the owned retail site or the average retail site lease term. In order to determine fair value, management must make certain estimates and assumptions including, among other things, projected cash flows, a credit-adjusted risk-free rate and an assessment of market conditions that could significantly impact the estimated fair value of the asset retirement obligations. |
Revenue Recognition | Revenue Recognition Revenues for products sold are recorded at the point of sale upon delivery of product, which is the point at which title to the product is transferred and when payment has either been received or collection is reasonably assured. Delek derives third-party service revenue in the logistics segment as crude oil, intermediate and refined products are shipped through, delivered by or stored in our pipelines, trucks, terminals and storage facility assets, as applicable. We do not recognize product sales revenues for the logistics segment service revenues, as title on the product never passes to us. The majority of logistics segment service revenues are based on regulated tariff rates or contractual rates. We record service revenue and related costs at gross amounts when Delek is the primary obligor, is subject to inventory risk, has latitude in establishing prices and selecting suppliers, influences product or service specifications or has several but not all of these indicators. When Delek is not the primary obligor and does not possess other indicators of gross reporting as discussed previously, we record net service revenue. In the retail segment, we derive service revenues from the sale of lottery tickets, money orders, car washes and other ancillary product and service offerings. Retail segment service revenue and related costs are recorded at gross amounts and net amounts, as appropriate, in accordance with the provisions of ASC 605-45, Revenue Recognition - Principal Agent Considerations ("ASC 605-45"). |
Cost of Goods Sold and Operating Expenses | Cost of Goods Sold and Operating Expenses For the refining segment, cost of goods sold includes all the costs of crude oil, feedstocks and external costs. Operating expenses include the costs associated with the actual operations of the refineries and biodiesel facilities. For the logistics segment, cost of goods sold includes all costs of refined products, additives and related transportation. It also includes costs associated with the operation of our trucking assets. Operating expenses include the costs associated with the actual operation of owned terminals, terminalling expense at third-party locations and pipeline maintenance costs. For the retail segment, cost of goods sold comprises the costs of specific products sold. Retail cost of sales includes motor fuels and merchandise. Retail fuel cost of sales represents the cost of purchased fuel, including transportation costs. Merchandise cost of sales includes the delivered cost of merchandise purchases, net of merchandise rebates and commissions. Operating expenses include costs such as wages of employees, lease expense, utility expense and other costs of operating the stores. Asphalt cost of sales includes costs of purchased asphalt, blending materials and transportation costs. |
Interest Expense | Interest Expense Interest expense includes interest expense on debt, letters of credit, financing fees (including J Aron fees associated with our Supply and Offtake Agreements), the amortization, net of accretion, of debt discounts or premium and amortization of deferred debt issuance costs, and interest rate swap settlements, but excludes capitalized interest. Original issuance discount and debt issuance costs are amortized ratably over the term of the related debt. |
Sales, Use and Excise Taxes Policy | Sales, Use and Excise Taxes Delek's policy is to exclude sales, use and excise taxes from revenue when we are an agent of the taxing authority, in accordance with ASC 605-45, Revenue Recognition - Principal Agent Considerations . |
Deferred Financing Costs | Deferred Financing Costs Deferred financing costs associated with our revolving credit facilities are included in other non-current assets in the accompanying consolidated balance sheets. Deferred financing costs associated with our term loan facilities are included as a reduction to the associated debt balance in the accompanying consolidated balance sheets. These costs represent expenses related to issuing our long-term debt and obtaining our lines of credit and are amortized ratably over the remaining term of the respective financing and included in interest expense in the accompanying consolidated statements of income. See Note 12 for further information. |
Advertising Cost | Advertising Costs Delek expenses advertising costs as the advertising space is utilized. Advertising expense for the years ended December 31, 2017 , 2016 and 2015 was $1.3 million , $0.2 million and $0.3 million , respectively. |
Operating Leases | Operating Leases Delek leases land, buildings and various equipment under various operating lease arrangements, most of which provide the option, after the initial lease term, to renew the leases. Some of these lease arrangements include fixed rental rate increases, while others include rental rate increases based upon such factors as changes, if any, in defined inflationary indices. In accordance with ASC 840-20, Leases - Operating Leases , for all leases that include fixed rental rate increases, Delek calculates the total rent expense for the entire lease period, considering renewals for all periods for which failure to renew the lease imposes economic penalty, and records rental expense on a straight-line basis in the accompanying consolidated statements of income. See Note 21 for further information. |
Income Tax | Income Taxes Income taxes are accounted for under the provisions of ASC 740, Income Taxes ("ASC 740"). This statement generally requires Delek to record deferred income taxes for the differences between the book and tax bases of its assets and liabilities, which are measured using enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred income tax expense or benefit represents the net change during the year in our deferred income tax assets and liabilities, exclusive of the amounts held in other comprehensive income. ASC 740 also prescribes a comprehensive model for how companies should recognize, measure, present and disclose in their financial statements uncertain tax positions taken or expected to be taken on a tax return and prescribes the minimum recognition threshold a tax position is required to meet before being recognized in the financial statements. Finally, ASC 740 requires an annual tabular roll-forward of unrecognized tax benefits. The Tax Cuts and Jobs Act (the "Act") was enacted on December 22, 2017. The Act reduces the US federal corporate tax rate from 35% to 21%, provides for immediate deduction of qualified capital assets placed in service, requires companies to pay a one-time transition tax on earnings of certain foreign subsidiaries that were previously tax deferred and creates new taxes on certain foreign sourced earnings. At December 31, 2017 , we have made a reasonable estimate of the effects on our existing deferred tax balances which includes the determination of a provisional adjustment amount to be reflected in income tax expense (benefit) from continuing operations based on adoption of the Act. See Note 18 for discussion regarding the impact of adopting the provisions of the Act. |
Equity-based Compensation | Equity-Based Compensation ASC 718, Compensation - Stock Compensation ("ASC 718"), requires the cost of all share-based payments to employees, including grants of employee stock options, to be recognized in the income statement and establishes fair value as the measurement objective in accounting for share-based payment arrangements. ASC 718 requires the use of a valuation model to calculate the fair value of stock-based awards on the date of grant. Delek uses the Black-Scholes-Merton option-pricing model to determine the fair value of stock option and stock appreciation right (SAR) awards. Restricted stock units ("RSUs") are valued based on the fair market value of the underlying stock on the date of grant. Performance-based RSUs ("PRSUs") include a market condition based on the Company's total shareholder return over the performance period and are valued using a Monte-Carlo simulation model. We record compensation expense for these awards based on the grant date fair value of the award, recognized ratably over the measurement period. Vested RSUs and PRSUs are not issued until the minimum statutory withholding requirements have been remitted to us for payment to the taxing authority. As a result, the actual number of shares accounted for as issued may be less than the number of RSUs vested, due to any withholding amounts which have not been remitted. We generally recognize compensation expense related to stock-based awards with graded or cliff vesting on a straight-line basis over the vesting period. It is our practice to issue new shares when share-based awards are exercised. Our equity-based compensation expense includes estimates for forfeitures and volatility based on our historical experience. If actual forfeitures differ from our estimates, we adjust equity-based compensation expense accordingly. |
Postretirement Benefits | Postretirement Benefits In connection with the Delek/Alon Merger, we now have defined benefit pension and postretirement medical plans for certain former Alon employees. We recognize the underfunded status of our defined benefit pension and postretirement medical plans as a liability. Changes in the funded status of our defined benefit pension and postretirement medical plans are recognized in other comprehensive income in the period when the changes occur. The funded status represents the difference between the projected benefit obligation and the fair value of the plan assets. The projected benefit obligation is the present value of benefits earned to date by plan participants, including the effect of assumed future salary increases. Plan assets are measured at fair value. We use December 31, of each year, as the measurement date for plan assets and obligations for all of our defined benefit pension and postretirement medical plans. We straight-line amortize prior service costs and actuarial gains and losses over the average future service of members expected to receive benefits and use a 10% corridor in regards to the actuarial gains and losses. See Note 22 for more information regarding our postretirement benefits. |
New Accounting Pronouncements | New Accounting Pronouncements In August 2017, the Financial Accounting Standards Board (the "FASB") issued guidance to better align financial reporting for hedging activities with the economic objectives of those activities for both financial (e.g., interest rate) and commodity risks. The guidance was intended to create more transparency in the presentation of financial results, both on the face of the financial statements and in the footnotes, and simplify the application of hedge accounting guidance. This amendment is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Companies are required to apply the amendment on a modified retrospective transition method in which the cumulative effect of the change will be recognized within equity in the consolidated balance sheet as of the date of adoption. Early adoption is permitted, including in an interim period. If a company early adopts in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes the interim period. We expect to adopt this guidance on or before the effective date and are currently evaluating the impact that adopting this new guidance will have on our business, financial condition and results of operations. In May 2017, the FASB issued guidance that clarifies when changes to the terms or conditions of a share-based payment award must be accounted for as modifications. The modification accounting guidance applies if the value, vesting conditions or classification of the award changes. This guidance is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years, and can be early adopted for any interim or annual financial statements that have not yet been issued. We expect to adopt this guidance on the effective date and are currently evaluating the impact that adopting this new guidance will have on our business, financial condition and results of operations. In March 2017, the FASB issued guidance that will require that an employer disaggregate the service cost component from the other components of net benefit cost with respect to defined benefit postretirement employee benefit plans. Service cost is required to be reported in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net periodic benefit cost are required to be reported outside the subtotal for operating income. Additionally, only the service cost component of net benefit costs are eligible for capitalization. The guidance is effective January 1, 2018, with early adoption permitted. We will adopt this guidance on January 1, 2018, and we are currently evaluating the impact adoption is expected to have no impact on our business, financial condition or results of operations. As a practical expedient, we will use the amounts disclosed regarding our pension and other postretirement benefit plans for the prior comparative periods as the estimation basis for applying the retrospective presentation requirements. In January 2017, the FASB issued guidance concerning the goodwill impairment test that eliminates Step 2, which required a comparison of the implied fair value of goodwill of the reporting unit with the carrying amount of that goodwill for that reporting unit. It also eliminates the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative assessment, to perform Step 2 of the goodwill impairment test. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. This guidance is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. We expect to adopt this guidance on the effective date and are currently evaluating the impact that adopting this new guidance will have on our business, financial condition and results of operations. In January 2017, the FASB issued guidance clarifying the definition of a business in order to assist entities with evaluating when a set of transferred assets and activities is considered a business. In general, we expect that the revised definition will result in fewer acquisitions being accounted for as business combinations than under the current guidance. This guidance is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted under certain circumstances. We early adopted this guidance in the third quarter of 2017 and, as a result, accounted for two immaterial acquisitions occurring during that quarter as asset acquisitions rather than business combinations. The adoption did not have a material impact on our business, financial condition and results of operations. In October 2016, the FASB issued guidance that requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. This guidance is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted for any interim or annual financial statements that have not yet been issued. We expect to adopt this guidance on the effective date and are currently evaluating the impact that adopting this new guidance will have on our business, financial condition and results of operations. In August 2016, the FASB issued guidance that clarifies eight cash flow classification issues pertaining to cash receipts and cash payments. This guidance is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted for any interim or annual financial statements that have not yet been issued. We expect to adopt this guidance on the effective date and are currently evaluating the impact that adopting this new guidance will have on our business, financial condition and results of operations. In June 2016, the FASB issued guidance requiring the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward-looking information to better inform their credit loss estimates. This guidance is effective for interim and annual periods beginning after December 15, 2019. We expect to adopt this guidance on or before the effective date and are currently evaluating the impact that adopting this new guidance will have on our business, financial condition and results of operations. In March 2016, the FASB issued guidance that simplifies several aspects of the accounting for share-based payment award transactions, including the accounting for excess tax benefits and deficiencies, classification of awards as either equity or liabilities and classification of excess tax benefits on the statement of cash flows. This guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years and can be early adopted for any interim or annual financial statements that have not yet been issued. We prospectively adopted this guidance on January 1, 2017, and the adoption did not have a material impact on our business, financial condition or results of operations. In February 2016, the FASB issued guidance that requires the recognition of a lease liability and a right-of-use asset, initially measured at the present value of the lease payments, in the statement of financial condition for all leases previously accounted for as operating leases. This guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. We expect to adopt this guidance on or before the effective date and are currently evaluating the impact adopting this new guidance will have on our business, financial condition and results of operations. In January 2016, the FASB issued guidance that affects the accounting for equity investments, financial liabilities accounted for under the fair value option and the presentation and disclosure requirements for financial instruments. Under the new guidance, all equity investments in unconsolidated entities (other than those accounted for using the equity method of accounting) will generally be measured at fair value through earnings. There will no longer be an available-for-sale classification for equity securities with readily determinable fair values. For financial liabilities when the fair value option has been elected, changes in fair value due to instrument-specific credit risk will be recognized separately in other comprehensive income. It will require public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes and separate presentation of financial assets and financial liabilities by measurement category and form of financial asset, and will eliminate the requirement for public business entities to disclose the method and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost. The new guidance is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. We expect to adopt this guidance on the effective date and are currently evaluating the impact that adopting this new guidance will have on our business, financial condition and results of operations. In July 2015, the FASB issued guidance requiring entities to measure FIFO or average cost inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. This guidance does not change the measurement of inventory measured using LIFO or the retail inventory method. This guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. We adopted this guidance on January 1, 2017 and the adoption did not have a material impact on our business, financial condition or results of operations. In May 2014, the FASB issued guidance regarding “Revenue from Contracts with Customers,” to clarify the principles for recognizing revenue. The core principle of the new guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance also requires improved interim and annual disclosures that enable the users of financial statements to better understand the nature, amount, timing, and uncertainty of revenues and cash flows arising from contracts with customers. The new guidance is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period, and can be adopted retrospectively. The Company expects to adopt the new standard in the first quarter of 2018 using the modified retrospective transition method. Based on the analysis performed to date, we do not expect the adoption of the standard to have a material impact on the timing or pattern of revenue recognition. |
Accounting Policies (Tables)
Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Schedule of Property, Plant and Equipment | Depreciation is computed using the straight-line method over management's estimated useful lives of the related assets, which are as follows: Years Building and building improvements 15-40 Refinery machinery and equipment 5-40 Pipelines and terminals 15-40 Retail store equipment and site improvements 7-40 Refinery turnaround costs 4-6 Automobiles 3-5 Computer equipment and software 3-10 Furniture and fixtures 5-15 Asset retirement obligation assets 15-50 Property, plant and equipment, at cost, consist of the following (in millions): December 31, 2017 2016 Land $ 54.0 $ 12.4 Building and building improvements 67.9 32.1 Refinery machinery and equipment 1,823.4 982.5 Pipelines and terminals 314.3 302.5 Retail store equipment and site improvements 75.5 10.7 Refinery turnaround costs 124.8 124.2 Other equipment 108.2 89.1 Construction in progress 204.4 34.1 2,772.5 1,587.6 Less: accumulated depreciation (631.7 ) (484.3 ) $ 2,140.8 $ 1,103.3 Property, plant and equipment, accumulated depreciation and depreciation expense by reporting segment are as follows (in millions): As of and For the Year Ended December 31, 2017 Refining Logistics Retail Corporate, Consolidated Property, plant and equipment $ 2,112.2 $ 367.2 $ 141.9 $ 151.2 $ 2,772.5 Less: Accumulated depreciation (474.8 ) (112.1 ) (6.7 ) (38.1 ) (631.7 ) Property, plant and equipment, net $ 1,637.4 $ 255.1 $ 135.2 $ 113.1 $ 2,140.8 Depreciation expense $ 106.8 $ 20.9 $ 6.6 $ 15.2 $ 149.5 As of and For the Year Ended December 31, 2016 Refining Logistics Retail Corporate, Consolidated Property, plant and equipment $ 1,202.9 $ 342.4 $ — $ 42.3 $ 1,587.6 Less: Accumulated depreciation (370.0 ) (91.4 ) — (22.9 ) (484.3 ) Property, plant and equipment, net $ 832.9 $ 251.0 $ — $ 19.4 $ 1,103.3 Depreciation expense $ 88.0 $ 19.7 $ — $ 7.4 $ 115.1 |
Schedule of Change in Asset Retirement Obligation | The reconciliation of the beginning and ending carrying amounts of asset retirement obligations is as follows (in millions): December 31, 2017 2016 Beginning balance $ 5.2 $ 5.3 Liabilities identified (1) 66.2 — Liabilities settled — (0.4 ) Accretion expense 0.7 0.3 Ending balance $ 72.1 $ 5.2 (1) All asset retirement obligations were assumed in the Delek/Alon Merger. |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of Noncash or Part Noncash Acquisitions | The components of the consideration transferred were as follows (dollars in millions, except per share amounts): Delek common stock issued 19,250,795 Ending price per share of Delek Common Stock immediately before the Effective Time $ 26.44 Total value of common stock consideration $ 509.0 Additional consideration (1) 21.7 Fair value of Delek's pre-existing equity method investment in Alon (2) 449.0 Total consideration $ 979.7 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | During the three months ended December 31, 2017 , we continued our procedures to determine the fair value of assets and liabilities assumed in the Delek/Alon Merger, as anticipated and disclosed in our Quarterly Report on Form 10-Q filed on November 11, 2017. As a result, the following changes were made to the preliminary purchase price allocation disclosed in our Quarterly Report on Form 10-Q filed on November 11, 2017: Subsequent changes to initial allocation of fair value of net assets acquired: Cash $ — Receivables (1) (10.8 ) Inventories (2) 11.3 Prepaids and other current assets (2.4 ) Property, plant and equipment (3) (52.6 ) Equity method investments — Acquired intangible assets (4) 14.0 Other non-current assets — Accounts payable (5) 2.3 Obligation under Supply & Offtake Agreements — Current portion of environmental liabilities — Other current liabilities (6) (19.8 ) Environmental liabilities and asset retirement obligations, net of current portion (7) (19.7 ) Deferred income taxes (8) 78.0 Debt — Other non-current liabilities (9) (19.9 ) Resulting adjustment to goodwill $ 19.6 (1) Change primarily relates to a reclassification of intercompany accounts receivable against intercompany accounts payable during the fourth quarter 2017 to properly reflect the net amounts receivable and payable from third parties. (2) Change is is related to adjustments for inventory that was used in production but not yet purchased. These adjustments resulted in corresponding increases in accounts payable. (3) Change is due to continued valuation procedures around property, plant and equipment acquired. (4) Change is primarily due to revised estimates for the fair value of the third-party fuel agreements intangible and the fuel trade name intangible, as well as the addition of an intangible for license agreements and right-of-way intangible. (5) Change is primarily due to the accrual of amounts identified as owed for inventory used by but not yet purchased, as well as other amounts identified as owed subsequent to our initial purchase price allocation, net of a reclassification of intercompany accounts receivable against intercompany accounts payable during the fourth quarter 2017 to properly reflect the net amounts receivable and payable from third parties. (6) Change is primarily due to an increase in current income taxes payable recorded in connection with our continued evaluation of income taxes associated with the acquisition, an increase to record a pre-acquisition contingent liability related to litigation, as well as adjustments to record tank inspection and above-market rail car lease liabilities not previously valued. (7) Change is to record the long-term portion of additional asset retirement obligations and environmental liabilities identified based on preliminary estimates and/or to update preliminary estimates based on additional information. (8) Change is related to adjustments to net deferred tax liabilities based on the updated purchase price allocation and revisions of preliminary tax estimates. (9) Change is primarily to record the long-term portion of above-market lease liabilities related to rail cars and tank inspection liabilities not previously valued. The preliminary allocation of the aggregate purchase price as of December 31, 2017 is summarized as follows (in millions), and is inclusive of the California Discontinued Entities discussed in Note 6 : Cash $ 215.3 Receivables 166.1 Inventories 266.8 Prepaids and other current assets 29.0 Property, plant and equipment (3) 1,130.5 Equity method investments 31.0 Acquired intangible assets (4) 79.0 Goodwill (5) 804.4 Other non-current assets 37.0 Accounts payable (257.4 ) Obligation under Supply & Offtake Agreements (198.0 ) Current portion of environmental liabilities (7.5 ) Other current liabilities (286.3 ) Environmental liabilities and asset retirement obligations, net of current portion (161.4 ) Deferred income taxes (202.4 ) Debt (568.0 ) Other non-current liabilities (6) (98.4 ) Fair value of net assets acquired $ 979.7 (1) Additional consideration includes the fair value of certain equity instruments originally indexed to Alon stock that were exchanged for instruments indexed to New Delek's stock, as well as the fair value of certain share-based payments that were required to be exchanged for awards indexed to New Delek's stock in connection with the Delek/Alon Merger. (2) The fair value of Delek's pre-existing equity method investment in Alon was based on the quoted market price of shares of Alon. (3) This preliminary fair value of property, plant and equipment is based on a valuation using a combination of the income, cost and market approaches. The useful lives are based upon guidelines for similar equipment, chronological age since installation and consideration of costs spent on upgrades, repairs, turnarounds and rebuilds. (4) The acquired intangible assets amount includes the following identified intangibles: • Third-party fuel supply agreement intangible that is subject to amortization with a preliminary fair value of $49.0 million , which will be amortized over a 10 -year useful life. We recognized amortization expense for the year ended December 31, 2017 of $2.4 million . The estimated amortization is $4.9 million for each of the five succeeding fiscal years. • Fuel trade name intangible valued at $4.0 million , which will be amortized over 5 years. We recognized amortization expense for the year ended December 31, 2017 of $0.4 million . The estimated amortization is $0.8 million for each of the four succeeding fiscal years, with $0.4 million the fifth year. • License agreements intangible valued at $2.6 million , which will be amortized over 8.7 years . We recognized amortization expense for the year ended December 31, 2017 of $0.1 million . The estimated amortization is $0.3 million for each of the five succeeding fiscal years. • Rights-of-way intangible valued at $9.5 million , which has an indefinite life. • Liquor license intangible valued at $8.5 million , which has an indefinite life. • Colonial Pipeline shipping rights intangible valued at $1.7 million , which has an indefinite life. • Refinery permits valued at $3.1 million , which have an indefinite life. • Below-market lease intangible valued at $0.6 million , which will be amortized over the remaining lease term (excludes certain leases that are still being evaluated for above or below market considerations). (5) Goodwill generated, as a result of the Merger, consists of the value of expected synergies from combining operations, the acquisition of an existing integrated refining, marketing and retail business located in areas with access to cost–advantaged feedstocks with an assembled workforce that cannot be duplicated at the same costs by a new entrant and the strategic advantages of having a larger market presence. The total amount of goodwill that is expected to be deductible for tax purposes is $15.5 million . Goodwill has been preliminarily allocated to reportable segments based on various factors that are still being evaluated. Accordingly, such allocations are considered preliminary and may change within the permissible measurement period, not to exceed one year. The preliminary allocation of goodwill to reportable segments is as follows: Refining - $750.9 million and Retail - $30.8 million . The remainder relates to the asphalt operations, which is included in the corporate, other and eliminations segment. (6) The assumed other non-current liabilities include liabilities related to above-market leases preliminarily fair valued at $15.8 million , which will be amortized over the remaining lease term (excludes certain leases that are still being evaluated for above or below market considerations). |
Business Acquisition, Pro Forma Information | The following unaudited pro forma financial information presents the condensed combined results of operations of Delek and Alon for the years ended December 31, 2017 and 2016 , as if the Delek/Alon Merger had occurred on January 1, 2016. The unaudited pro forma financial information is not intended to represent or be indicative of the consolidated results of operations that would have been reported had the Delek/Alon merger been completed as of January 1, 2016, and should not be taken as indicative of New Delek's future consolidated results of operations. In addition, the unaudited pro forma condensed combined results of operations do not reflect any cost savings or associated costs to achieve such savings from operating efficiencies, synergies, debt refinancing or other restructuring that may result from the Delek/Alon Merger. The pro forma financial information also does not reflect certain non-recurring adjustments that have been, or are expected to be, recorded in connection with the Delek/Alon Merger, including any accrual for integration costs or transactions costs or additional transaction costs related to the Merger, nor any retrospective adjustments related to the conforming of Alon's accounting policies to Delek's accounting policies, as such adjustments are impracticable to determine, and such adjustments are not expected to be indicative of on-going operations of the combined company. Finally, the pro forma presentation of net sales and net income is inclusive of the sales and net income (loss) attributable to the California Discontinued Entities (which are generally not material as the majority of the California Discontinued Entities were non-operating during the pro forma period). Pro forma adjustments are tax-effected at the Company's estimated statutory tax rates. Year Ended December 31, (in millions, except per share data) 2017 2016 (unaudited) Net sales $ 9,448.7 $ 8,100.9 Net income attributable to Delek 223.2 16.3 Earnings per share: Basic $ 2.75 $ 0.20 Diluted 2.73 0.20 |
Schedule of Asset Acquisitions, by Acquisition | The following table summarizes the allocation of the relative fair value assigned to the asset groups for the acquisitions (in millions): Land $ 0.2 Property, plant and equipment 6.4 Intangible assets (1) 6.4 Total $ 13.0 (1) Intangible assets acquired represent rights-of-way assets with indefinite useful lives. Rights-of-way assets are not subject to amortization. |
Delek Logistics and the Alon 40
Delek Logistics and the Alon Partnership (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Variable Interest Entity, Not Primary Beneficiary, Disclosures [Abstract] | |
Condensed Balance Sheet | With the exception of intercompany balances, which are eliminated in consolidation, the Alon Partnership consolidated balance sheet as of December 31, 2017 , as presented below, is included in the consolidated balance sheets of Delek (in millions). ASSETS Cash and cash equivalents $ 252.8 Accounts receivable 96.7 Accounts receivable from related parties 640.0 Inventories 133.2 Prepaid expenses and other current assets 5.9 Property, plant and equipment, net 413.3 Goodwill 576.6 Other non-current assets 59.2 Total assets $ 2,177.7 LIABILITIES AND EQUITY Accounts payable $ 44.5 Accounts payable to related parties, net of related receivables 794.2 Accrued expenses and other current liabilities 161.9 Current portion of long-term debt 337.4 Obligation under Supply and Offtake Agreement 120.1 Deferred income tax liability 1.3 Other non-current liabilities 34.5 Equity 683.8 Total liabilities and equity $ 2,177.7 With the exception of intercompany balances which are eliminated in consolidation, the Delek Logistics consolidated balance sheets as of December 31, 2017 and 2016 , as presented below, are included in the consolidated balance sheets of Delek (in millions). December 31, 2017 2016 ASSETS Cash and cash equivalents $ 4.7 $ 0.1 Accounts receivable 23.0 19.2 Accounts receivable from related parties 1.1 2.8 Inventory 20.9 8.9 Other current assets 0.7 1.1 Property, plant and equipment, net 255.1 251.0 Equity method investments 106.5 101.1 Goodwill 12.2 12.2 Intangible assets, net 15.9 14.4 Other non-current assets 3.4 4.7 Total assets $ 443.5 $ 415.5 LIABILITIES AND DEFICIT Accounts payable $ 19.1 $ 10.9 Accrued expenses and other current liabilities 12.6 9.8 Long-term debt 422.6 392.6 Asset retirement obligations 4.1 3.8 Other non-current liabilities 14.3 11.7 Deficit (29.2 ) (13.3 ) Total liabilities and deficit $ 443.5 $ 415.5 Delek US Holdings, Inc. Parent Company Only Condensed Balance Sheets (In millions, except share and per share data) December 31, 2017 (1) 2016 (1) ASSETS Current assets: Cash and cash equivalents $ 13.0 $ — Total current assets 13.0 — Investment in subsidiaries 1,953.4 1,183.9 Total assets $ 1,966.4 $ 1,183.9 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Accounts payable to subsidiaries $ 2.2 $ 1.4 Total current liabilities 2.2 1.4 Shareholders’ equity: Preferred stock, $0.01 par value, 10,000,000 shares authorized, no shares issued and outstanding — — Common stock, $0.01 par value, 110,000,000 shares authorized, 81,533,548 shares and 67,150,352 shares issued at December 31, 2017 and December 31, 2016, respectively 0.8 0.7 Additional paid-in capital 1,213.7 841.1 Accumulated other comprehensive income (loss) 6.9 (20.8 ) Treasury stock, 762,623 shares and 5,195,791 shares, at cost, as of December 31, 2017 and December 31, 2016, respectively (25.0 ) (160.8 ) Retained earnings 767.8 522.3 Total shareholders’ equity 1,964.2 1,182.5 Total liabilities and shareholders’ equity $ 1,966.4 $ 1,183.9 (1) Effective July 1, 2017, Delek US Holdings, Inc. acquired the outstanding common stock of Alon USA Energy, Inc., which resulted in a new post-combination consolidated registrant renamed as Delek US Holdings, Inc. (as previously defined, "New Delek"), with Alon and Old Delek surviving as wholly-owned subsidiaries. Based on the substance of the transaction, the creation of New Delek and its acquisition of Alon and Old Delek represented a transaction between entities under common control. Therefore, pursuant to the provisions of ASC 805-50, Business Combinations-Related Issues, the financial statements for prior periods presented within this Schedule I were retrospectively adjusted to furnish comparative information. |
Equity Method Investments (Tabl
Equity Method Investments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Below is summarized financial information of the financial position and results of operations of Alon (in millions) for the previous periods when Alon was accounted for as an equity method investment: Balance Sheet Information Year Ended December 31, 2016 Current assets $ 471.3 Non-current assets 1,624.0 Current liabilities 445.5 Non-current liabilities 1,067.4 Non-controlling interests 61.3 Income Statement Information For the period January 1, 2017 to June 30, 2017 Year Ended December 31, 2016 Net sales $ 2,269.7 $ 3,913.4 Gross profit 351.2 536.6 Pre-tax income (loss) 20.0 (126.6 ) Net income (loss) 15.0 (79.8 ) Net income (loss) attributable to Alon 9.5 (82.8 ) |
Discontinued Operations and A42
Discontinued Operations and Assets Held for Sale (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations | Components of amounts reflected in income from discontinued operations are as follows (in millions): Year Ended December 31, 2016 December 31, 2015 Net sales $ 1,216.3 $ 1,495.1 Cost of goods sold (1,041.2 ) (1,293.8 ) Operating expenses (116.4 ) (136.3 ) General and administrative expenses (21.8 ) (25.5 ) Depreciation and amortization (20.4 ) (28.0 ) Other operating income, net — 0.4 Interest expense (6.4 ) (6.2 ) Gain on sale of Retail Entities 134.1 — Income from discontinued operations before taxes 144.2 5.7 Income tax expense 57.9 (0.9 ) Income from discontinued operations, net of tax $ 86.3 $ 6.6 The carrying amount of the major classes of assets and liabilities of the California Discontinued Entities included in assets held for sale and liabilities associated with assets held for sale are as follows (in millions): December 31, 2017 Assets held for sale: Cash and cash equivalents $ 10.1 Accounts receivable 7.9 Inventory 1.9 Other current assets 1.3 Property, plant & equipment, net 130.0 Other intangibles, net 6.6 Other non-current assets 2.2 Assets held for sale $ 160.0 Liabilities associated with assets held for sale: Accounts payable $ — Accrued expenses and other current liabilities 9.5 Deferred tax liabilities 63.9 Other non-current liabilities 32.5 Liabilities associated with assets held for sale $ 105.9 Components of amounts reflected in income from discontinued operations are as follows (in millions): Year Ended December 31, 2017 Net sales $ 82.4 Cost of goods sold (68.7 ) Operating expenses (14.4 ) General and administrative expenses (6.0 ) Other operating expense, net (0.2 ) Interest expense (1.7 ) Interest income — Other expense, net — Loss from discontinued operations before taxes (8.6 ) Income tax benefit (2.7 ) Loss from discontinued operations, net of tax $ (5.9 ) |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Inventory, Net [Abstract] | |
Schedule of Inventory, Current | Carrying value of inventories consisted of the following (in millions): December 31, December 31, Refinery raw materials and supplies $ 308.0 $ 145.6 Refinery work in process 79.2 37.6 Refinery finished goods 366.4 200.3 Retail fuel 8.3 — Retail merchandise 25.6 — Logistics refined products 20.9 8.9 Total inventories $ 808.4 $ 392.4 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Depreciation is computed using the straight-line method over management's estimated useful lives of the related assets, which are as follows: Years Building and building improvements 15-40 Refinery machinery and equipment 5-40 Pipelines and terminals 15-40 Retail store equipment and site improvements 7-40 Refinery turnaround costs 4-6 Automobiles 3-5 Computer equipment and software 3-10 Furniture and fixtures 5-15 Asset retirement obligation assets 15-50 Property, plant and equipment, at cost, consist of the following (in millions): December 31, 2017 2016 Land $ 54.0 $ 12.4 Building and building improvements 67.9 32.1 Refinery machinery and equipment 1,823.4 982.5 Pipelines and terminals 314.3 302.5 Retail store equipment and site improvements 75.5 10.7 Refinery turnaround costs 124.8 124.2 Other equipment 108.2 89.1 Construction in progress 204.4 34.1 2,772.5 1,587.6 Less: accumulated depreciation (631.7 ) (484.3 ) $ 2,140.8 $ 1,103.3 Property, plant and equipment, accumulated depreciation and depreciation expense by reporting segment are as follows (in millions): As of and For the Year Ended December 31, 2017 Refining Logistics Retail Corporate, Consolidated Property, plant and equipment $ 2,112.2 $ 367.2 $ 141.9 $ 151.2 $ 2,772.5 Less: Accumulated depreciation (474.8 ) (112.1 ) (6.7 ) (38.1 ) (631.7 ) Property, plant and equipment, net $ 1,637.4 $ 255.1 $ 135.2 $ 113.1 $ 2,140.8 Depreciation expense $ 106.8 $ 20.9 $ 6.6 $ 15.2 $ 149.5 As of and For the Year Ended December 31, 2016 Refining Logistics Retail Corporate, Consolidated Property, plant and equipment $ 1,202.9 $ 342.4 $ — $ 42.3 $ 1,587.6 Less: Accumulated depreciation (370.0 ) (91.4 ) — (22.9 ) (484.3 ) Property, plant and equipment, net $ 832.9 $ 251.0 $ — $ 19.4 $ 1,103.3 Depreciation expense $ 88.0 $ 19.7 $ — $ 7.4 $ 115.1 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | A summary of our goodwill by segment is as follows (in millions): Refining Logistics Retail Corporate, Other and Eliminations Total Balance, December 31, 2014 $ — $ 11.7 $ — $ — $ 11.7 Acquisitions — 0.5 — — 0.5 Balance, December 31, 2015 — 12.2 — — 12.2 Acquisitions — — — — — Balance, December 31, 2016 — 12.2 — — 12.2 Acquisitions 750.9 — 30.8 22.7 804.4 Balance, December 31, 2017 $ 750.9 $ 12.2 $ 30.8 $ 22.7 $ 816.6 |
Other Intangible Assets (Tables
Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Other Intangible Assets A summary of our identifiable intangible assets are as follows (in millions): As of December 31, 2017 Useful Life Gross Accumulated Amortization Net Intangible Assets subject to amortization: Supply contract 11.5 years 12.2 $ (12.2 ) $ — Third-party fuel supply agreement 10 years 49.0 (2.4 ) 46.6 Capacity contract 8 years 9.3 (9.2 ) 0.1 Fuel trade name 8.7 years 4.0 (0.4 ) 3.6 Below market leases 13 - 15 years 0.6 (0.1 ) 0.5 Intangible assets not subject to amortization: Rights-of-way Indefinite 30.1 30.1 Line space history Indefinite 9.6 9.6 Liquor licenses Indefinite 8.5 8.5 Refinery permits Indefinite 2.1 2.1 Total $ 125.4 $ (24.3 ) $ 101.1 As of December 31, 2016 Useful Life Gross Accumulated Amortization Net Intangible Assets subject to amortization: Supply contract 11.5 years $ 12.2 $ (11.0 ) $ 1.2 Capacity contract 8 years 9.3 (9.0 ) 0.3 Intangible assets not subject to amortization: Rights-of-way Indefinite 17.3 17.3 Line space history Indefinite 7.9 7.9 Total $ 46.7 $ (20.0 ) $ 26.7 |
Schedule of Amortization Expense | Amortization expense for the next five years is estimated to be as follows: 2018 $ 6.1 2019 6.0 2020 6.0 2021 6.0 2022 5.6 |
Long-Term Obligations and Not47
Long-Term Obligations and Notes Payable (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Outstanding borrowings, net of unamortized debt discounts and certain deferred financing costs, under Delek’s existing debt instruments are as follows (in millions): December 31, December 31, DKL Revolver $ 179.9 $ 392.6 DKL Notes (1) 242.7 — Wells Term Loan (2) 40.5 63.6 Wells Revolving Loan 45.0 — Reliant Bank Revolver 17.0 17.0 Promissory Notes 95.1 130.0 Lion Term Loan (3) 203.4 229.7 Alon Partnership Credit Facility 100.0 — Alon Partnership Term Loan 237.5 — Convertible Notes (4) 146.0 — Alon Term Loan Credit Facilities (5) 72.4 — Alon Retail Credit Facilities (6) 86.1 — 1,465.6 832.9 Less: Current portion of long-term debt and notes payable 590.2 84.4 $ 875.4 $ 748.5 (1) The DKL Notes are net of deferred financing costs of $5.6 million and debt discount of $1.7 million at December 31, 2017 . (2) The Wells Term Loan is net of deferred financing costs of a nominal amount and $0.1 million as of December 31, 2017 and 2016 , and debt discount of $0.3 million and $0.5 million as of December 31, 2017 and 2016 , respectively. (3) The Lion Term Loan is net of deferred financing cost of $2.1 million and $3.0 million as of December 31, 2017 and 2016 , respectively, and debt discount of $0.8 million and $1.1 million , |
Schedule of Maturities of Long-term Debt | Principal maturities of Delek's existing third-party debt instruments for the next five years and thereafter are as follows as of December 31, 2017 (in millions): 2018 2019 2020 2021 2022 Thereafter Total DKL Revolver $ — $ 179.9 $ — $ — $ — $ — $ 179.9 DKL Notes — — — — — 250.0 250.0 Wells Term Loan 23.3 17.5 — — — — 40.8 Wells Revolving Loan — — — 45.0 — — 45.0 Reliant Bank Revolver 17.0 — — — — — 17.0 Promissory Notes 25.0 25.1 25.0 20.0 — — 95.1 Lion Term Loan 27.5 27.5 151.3 — — — 206.3 Alon Partnership Credit Facility 100.0 — — — — — 100.0 Alon Partnership Term Loan 237.5 — — — — — 237.5 Convertible Notes 150.0 — — — — — 150.0 Alon Term Loan Credit Facilities 9.3 21.0 21.0 5.4 16.3 — 73.0 Alon Retail Credit Facilities 8.1 80.4 — — — — 88.5 Total $ 597.7 $ 351.4 $ 197.3 $ 70.4 $ 16.3 $ 250.0 $ 1,483.1 |
Other Assets and Liabilities (T
Other Assets and Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Other Assets and Liabilities [Abstract] | |
Schedule of Other Assets and Other Liabilities | The detail of other current assets is as follows (in millions): Other Current Assets December 31, December 31, Prepaid expenses 17.6 $ 14.0 Short-term derivative assets (see Note 17) 15.9 6.8 Income and other tax receivables 75.7 19.2 RINs Obligation surplus (see Note 16) 1.1 4.9 Other 19.6 4.4 Total $ 129.9 $ 49.3 The detail of other non-current assets is as follows (in millions): Other Non-Current Assets December 31, December 31, Prepaid tax asset $ 56.2 $ 59.5 Deferred financing costs 5.9 8.2 Long-term income tax receivables 2.1 7.5 Supply and Offtake receivable 46.3 — Other 16.3 5.5 Total $ 126.8 $ 80.7 The detail of accrued expenses and other current liabilities is as follows (in millions): Accrued Expenses and Other Current Liabilities December 31, December 31, Income and other taxes payable $ 154.1 $ 115.7 Short-term derivative liabilities (see Note 17) 54.4 26.1 Interest payable 13.0 9.6 Employee costs 46.6 7.3 Environmental liabilities (see Note 21) 7.2 1.0 Product financing agreements 72.3 6.0 RINs Obligation deficit (see Note 16) 130.8 25.6 Accrued utilities 9.4 4.2 Tank inspection liabilities 10.7 1.0 Other 66.4 33.3 Total $ 564.9 $ 229.8 The detail of other non-current liabilities is as follows (in millions): Other Non-Current Liabilities December 31, December 31, Pension and other postemployment benefit liabilities, net $ 37.0 $ — Long-term derivative liabilities (see Note 17) 0.9 17.3 Liability for unrecognized tax benefits 6.1 1.7 Above-market lease 11.2 — Tank inspection liabilities 11.7 1.3 Other 16.1 5.7 Total $ 83.0 $ 26.0 |
Equity Based Compensation (Tabl
Equity Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The table below provides the assumptions used in estimating the fair values of our outstanding stock options and SARs under the Incentive Plans. For all awards granted, we calculated volatility using historical volatility and implied volatility of a peer group of public companies using weekly stock prices. 2017 Grants 2016 Grants 2015 Grants (Graded Vesting) (Graded Vesting) (Graded Vesting) 4 years 4 years 4 years Expected volatility 47.49%-49.18% 51.31%-54.12% 48.94%-52.15% Dividend yield 2.41%-3.72% 1.84%-3.72% 2.01%-2.49% Expected term 4.37-4.82 years 4.75-4.87 years 4.69-4.87 years Risk free rate 0.60%-2.58% 0.18%-2.47% 0.01%-2.50% Fair value per share $ 8.08 $ 5.67 $ 11.72 The table below provides the assumptions used in estimating the fair values of our outstanding PRSUs under the Plan. For all awards granted, we calculated volatility using historical volatility and implied volatility of a peer group of public companies using weekly stock prices. 2017 Grants 2016 Grants 2015 Grants Expected volatility 44.03%-46.54% 41.77 % 37.19%-39.18% Expected term 2.06-3.06 2.81 2.56-2.81 Risk free rate 1.43%-1.93% 1.08 % 0.97%-1.02% Fair value per share $ 37.80 $ 14.31 $ 52.17 |
Schedule of Share-based Compensation, Stock Options and Stock Appreciation Rights Award Activity | The following table summarizes the stock option and SAR activity under the Incentive Plans for the years ended December 31, 2017 , 2016 and 2015 : Number of Options Weighted-Average Strike Price Weighted-Average Contractual Term (in years) Average Intrinsic Value Options outstanding, December 31, 2014 2,696,586 $ 25.61 Granted 953,850 $ 34.42 Exercised (344,193 ) $ 18.89 Forfeited (274,100 ) $ 31.64 Options and SARs outstanding, December 31, 2015 3,032,143 $ 28.60 Granted 347,800 $ 16.26 Exercised (68,510 ) $ 14.69 Forfeited (743,050 ) $ 31.17 Options and SARs outstanding, December 31, 2016 2,568,383 $ 26.56 Granted 2,460,500 $ 25.95 Exercised (303,049 ) $ 17.04 Forfeited (534,827 ) $ 28.00 Options and SARs outstanding, December 31, 2017 4,191,007 $ 26.71 7.9 $ 5.8 Vested options and SARs exercisable, December 31, 2017 1,480,182 $ 25.44 5.4 $ 14.1 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | The following table summarizes the RSU and PRSU activity under the Incentive Plans for the years ended December 31, 2017 , 2016 and 2015 : Number of RSUs Weighted-Average Grant Date Price Balance December 31, 2014 416,999 $ 23.19 Granted 192,679 $ 41.23 Vested (221,687 ) $ 20.61 Forfeited (3,424 ) $ 36.53 Balance December 31, 2015 384,567 $ 33.60 Granted 858,296 $ 12.94 Vested (246,657 ) $ 21.17 Forfeited (114,393 ) $ 17.23 Balance December 31, 2016 881,813 $ 19.08 Granted 614,035 $ 31.56 Vested (351,713 ) $ 21.95 Forfeited (78,676 ) $ 13.44 Performance Not Achieved (5,789 ) $ 38.03 Balance December 31, 2017 1,059,670 $ 25.68 |
Segment Data (Tables)
Segment Data (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following is a summary of business segment operating performance as measured by contribution margin for the period indicated (in millions): As of and For the Year Ended December 31, 2017 (In millions) Refining Retail Logistics Corporate, Consolidated Net sales (excluding intercompany fees and sales) $ 6,364.5 $ 426.7 $ 382.3 $ 93.6 $ 7,267.1 Intercompany fees and sales 256.1 — 155.8 (411.9 ) — Operating costs and expenses: Cost of goods sold 5,852.2 350.3 372.9 (247.8 ) 6,327.6 Operating expenses 317.7 49.6 43.3 18.4 429.0 Segment contribution margin $ 450.7 $ 26.8 $ 121.9 $ (88.9 ) 510.5 General and administrative expenses 169.8 Depreciation and amortization 153.3 Other operating expense 1.0 Operating loss $ 186.4 Total assets (2) $ 4,846.5 $ 331.4 $ 443.5 $ 313.8 $ 5,935.2 Capital spending (excluding business combinations) (3) $ 128.2 $ 11.7 $ 18.4 $ 19.2 $ 177.5 As of and For the Year Ended December 31, 2016 (In millions) Refining Logistics Corporate, Consolidated Net sales (excluding intercompany fees and sales) $ 3,605.1 $ 301.3 $ (0.6 ) $ 3,905.8 Intercompany fees and sales (1) 318.1 146.8 (172.8 ) 292.1 Operating costs and expenses: Cost of goods sold 3,614.1 302.2 (103.4 ) 3,812.9 Operating expenses 212.4 37.2 (0.3 ) 249.3 Insurance proceeds - business interruption (42.4 ) — — (42.4 ) Segment contribution margin $ 139.1 $ 108.7 $ (69.7 ) 178.1 General and administrative expenses 106.1 Depreciation and amortization 116.4 Other operating income 4.8 Operating income $ (49.2 ) Total assets $ 1,942.6 $ 415.5 $ 621.7 $ 2,979.8 Capital spending (excluding business combinations) (3) $ 27.9 $ 11.8 $ 6.6 $ 46.3 As of and For the Year Ended December 31, 2015 (In millions) Refining Logistics Corporate, Consolidated Net sales (excluding intercompany fees and sales) $ 3,820.8 $ 447.0 $ 2.7 $ 4,270.5 Intercompany fees and sales (1) 619.4 142.7 (250.6 ) 511.5 Operating costs and expenses: Cost of goods sold 4,022.2 436.3 (221.6 ) 4,236.9 Operating expenses 225.4 44.9 — 270.3 Segment contribution margin $ 192.6 $ 108.5 $ (26.3 ) 274.8 General and administrative expenses 100.6 Depreciation and amortization 106.0 Other operating expense, net (0.5 ) Operating income $ 68.7 Capital spending (excluding business combinations) (3) $ 164.5 $ 18.6 $ 7.9 $ 191.0 (1) Intercompany fees and sales for the refining segment include revenues from the Retail Entities of $292.1 million and $511.5 million during the years ended December 31, 2016 and 2015, respectively, the operations of which are reported in discontinued operations. (2) Assets held for sale of $160.0 million are included in the corporate, other and eliminations segment as of December 31, 2017 . (3) Capital spending excludes capital spending associated with the California Discontinued Entities of $2.6 million during the year ended December 31, 2017 . Capital spending excludes capital spending associated with the Retail Entities of $14.4 million and $27.6 million during the years ended December 31, 2016 and 2015, respectively. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Assets Measured on Recurring Basis | The fair value hierarchy for our financial assets and liabilities accounted for at fair value on a recurring basis at December 31, 2017 and 2016 , was as follows (in millions): As of December 31, 2017 Level 1 Level 2 Level 3 Total Assets OTC commodity swaps $ — $ 178.0 $ — $ 178.0 RIN commitment contracts — 1.4 — 1.4 RINs Obligation surplus — 1.1 — 1.1 Total assets — 180.5 — 180.5 Liabilities Interest rate derivatives — (0.9 ) — (0.9 ) OTC commodity swaps — (203.9 ) — (203.9 ) RIN commitment contracts — (24.0 ) — (24.0 ) RINs Obligation deficit — (130.8 ) — (130.8 ) J. Aron step-out liability — (435.6 ) — (435.6 ) Total liabilities — (795.2 ) — (795.2 ) Net liabilities $ — $ (614.7 ) $ — $ (614.7 ) As of December 31, 2016 Level 1 Level 2 Level 3 Total Assets OTC commodity swaps $ — $ 53.1 $ — $ 53.1 RINs Obligation surplus — 4.9 — 4.9 Total assets — 58.0 — 58.0 Liabilities OTC commodity swaps — (103.6 ) — (103.6 ) RIN commitment contracts — (0.8 ) — (0.8 ) RINs Obligation deficit — (25.6 ) — (25.6 ) J. Aron step-out liability — (144.8 ) — (144.8 ) Total liabilities — (274.8 ) — (274.8 ) Net liabilities $ — $ (216.8 ) $ — $ (216.8 ) |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position | The following table presents the fair value of our derivative instruments as of December 31, 2017 and 2016 . The fair value amounts below are presented on a gross basis and do not reflect the netting of asset and liability positions permitted under our master netting arrangements, including cash collateral on deposit with our counterparties. We have elected to offset the recognized fair value amounts for multiple derivative instruments executed with the same counterparty in our financial statements. As a result, the asset and liability amounts below differ from the amounts presented in our consolidated balance sheets. See Note 16 for further information regarding the fair value of derivative instruments (in millions): December 31, 2017 December 31, 2016 Derivative Type Balance Sheet Location Assets Liabilities Assets Liabilities Derivatives not designated as hedging instruments: OTC commodity swaps (1) Other current assets $ 164.6 $ (162.0 ) $ 37.4 $ (30.6 ) OTC commodity swaps (1) Other current liabilities 13.4 (28.3 ) 14.4 (35.2 ) RIN commitment contracts (2) Other current assets 1.4 — — — RIN commitment contracts (2) Other current liabilities — (24.0 ) — (0.8 ) Derivatives designated as hedging instruments: OTC commodity swaps (1) Other current assets — — 0.1 (2.5 ) OTC commodity swaps (1) Other current liabilities — (13.6 ) 1.2 (18.0 ) OTC commodity swaps (1) Other long-term assets — — — — OTC commodity swaps (1) Other long-term liabilities — — — (17.3 ) Interest rate derivatives Other long-term liabilities — (0.9 ) — — Total gross fair value of derivatives 179.4 (228.8 ) 53.1 (104.4 ) Less: Counterparty netting and cash collateral (3) 163.5 (173.6 ) 46.3 (61.0 ) Total net fair value of derivatives $ 15.9 $ (55.2 ) $ 6.8 $ (43.4 ) (1) As of December 31, 2017 and 2016 , we had open derivative positions representing 35,978,000 and 9,348,000 barrels, respectively, of crude oil and refined petroleum products. Of these open positions, contracts representing 575,000 and 3,392,000 barrels were designated as cash flow hedging instruments as of December 31, 2017 and 2016 , respectively. (2) As of December 31, 2017 and 2016 , we had open RIN commitment contracts representing 163,361,320 and 36,750,000 RINs, respectively. (3) As of December 31, 2017 and 2016 , $10.0 million and $14.7 million , respectively, of cash collateral held by counterparties has been netted with the derivatives with each counterparty. |
Schedule of Derivatives Instruments Statements of Financial Performance and Financial Position | Total losses on our commodity derivatives and RIN commitment contracts recorded in cost of goods sold on the consolidated statements of income are as follows (in millions): Year Ended December 31, 2017 2016 2015 (Losses) gains on derivatives not designated as hedging instruments $ (33.1 ) $ (21.7 ) $ 10.6 Realized (losses) gains reclassified out of OCI on commodity derivatives designated as cash flow hedging instruments (38.6 ) (27.8 ) 0.7 Gains (losses) recognized on commodity derivatives due to cash flow hedging ineffectiveness 0.5 3.1 (21.5 ) Total $ (71.2 ) $ (46.4 ) $ (10.2 ) |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Deferred Tax Assets and Liabilities | Significant components of Delek's deferred tax assets (liabilities) reported in the accompanying consolidated financial statements as of December 31, 2017 and 2016 were as follows (in millions): December 31, 2017 2016 Non-Current Deferred Taxes: Property, plant and equipment, and intangibles $ (180.9 ) $ (214.2 ) Partnership and equity investments (83.7 ) 105.0 Deferred revenues (6.5 ) (8.4 ) Derivatives and hedging 4.8 18.8 Compensation and employee benefits 15.9 9.8 Net operating loss carryforwards 26.5 5.3 Reserves and accruals 40.8 7.1 Inventories 4.4 7.7 Other — — Valuation allowance (21.2 ) (7.3 ) Total net deferred tax liabilities $ (199.9 ) $ (76.2 ) |
Schedule of Effective Income Tax Rate Reconciliation | The difference between the actual income tax expense and the tax expense computed by applying the statutory federal income tax rate to income from continuing operations was attributable to the following (in millions): Year Ended December 31, 2017 2016 2015 Provision (benefit) for federal income taxes at statutory rate $ 104.7 $ (137.0 ) $ 7.5 State income tax expense (benefit), net of federal tax provision 4.9 (10.2 ) 2.4 Income tax (benefit) expense attributable to non-controlling interest (12.0 ) (7.1 ) (8.4 ) Tax credits and incentives (1.6 ) (9.7 ) (10.7 ) Dividends received deduction (2.8 ) (5.7 ) (4.2 ) Executive compensation limitation 1.5 0.3 1.0 Amortization - prepaid taxes (2.4 ) (3.5 ) (4.1 ) Reversal of deferred taxes related to equity method investment in Alon 45.3 — — Impact of Tax Cuts and Jobs Act (166.9 ) — — Other items 0.1 1.4 0.7 Income tax benefit $ (29.2 ) $ (171.5 ) $ (15.8 ) |
Schedule of Components of Income Tax Expense (Benefit) | Income tax expense (benefit) from continuing operations was as follows (in millions): Year Ended December 31, 2017 2016 2015 Current $ 18.8 $ (18.3 ) $ (34.8 ) Deferred (48.0 ) (153.2 ) 19.0 $ (29.2 ) $ (171.5 ) $ (15.8 ) |
Schedule of Unrecognized Tax Benefits Roll Forward | Increases and decreases to the beginning balance of unrecognized tax benefits during the years ended December 31, 2017 , 2016 , and 2015 were as follows: 2017 2016 2015 Balance at the beginning of the year $ 1.7 $ 0.2 $ 2.7 Additions based on tax positions related to current year 0.4 1.5 — Additions for tax positions related to prior years and acquisitions 4.2 — — Reductions for tax positions related to prior years (0.2 ) — (2.4 ) Reductions for tax positions related to the lapse of applicable statute of limitations — — (0.1 ) Balance at the end of the year $ 6.1 $ 1.7 $ 0.2 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted earnings per share. Year Ended December 31, 2017 2016 2015 Numerator: Numerator for EPS - continuing operations Income (loss) from continuing operations $ 328.5 $ (219.7 ) $ 37.1 Less: Income (loss) from continuing operations attributed to non-controlling interest 33.8 20.3 24.3 Income (loss) from continuing operations attributable to Delek (numerator for basic EPS - continuing operations attributable to Delek) 294.7 (240.0 ) 12.8 Interest on convertible debt, net of tax — — — Numerator for diluted EPS - continuing operations attributable to Delek $ 294.7 $ (240.0 ) $ 12.8 Numerator for EPS - discontinued operations Income (loss) from discontinued operations $ (5.9 ) $ 86.3 $ 6.6 Denominator: Weighted average common shares outstanding (denominator for basic EPS) 71,566,225 61,921,787 60,819,771 Dilutive effect of convertible debt — — — Dilutive effect of warrants — — — Dilutive effect of stock-based awards 736,858 — 500,799 Weighted average common shares outstanding, assuming dilution 72,303,083 61,921,787 61,320,570 EPS: Basic income (loss) per share: Income (loss) from continuing operations $ 4.12 $ (3.88 ) $ 0.21 (Loss) income from discontinued operations $ (0.08 ) 1.39 0.11 Total basic income (loss) per share $ 4.04 $ (2.49 ) $ 0.32 Diluted income (loss) per share: Income (loss) from continuing operations $ 4.08 $ (3.88 ) $ 0.21 (Loss) income from discontinued operations $ (0.08 ) 1.39 0.11 Total diluted income (loss) per share $ 4.00 $ (2.49 ) $ 0.32 The following equity instruments were excluded from the diluted weighted average common shares outstanding because their effect would be anti-dilutive: Antidilutive stock-based compensation — 2,297,127 2,269,246 Antidilutive due to loss — 276,094 — Total antidilutive stock-based compensation — 2,573,221 2,269,246 Antidilutive convertible debt instruments 270,606 — — Antidilutive due to loss — — — Total antidilutive convertible debt instruments 270,606 — — Antidilutive warrants 2,091,560 — — Antidilutive due to loss — — — Total antidilutive warrants 2,091,560 — — The quarterly earnings per share calculation for the three months ended December 31, 2017 reflects the dilutive effect of convertible debt, which has not been dilutive in previous quarters. The dilutive effect of the convertible debt impacts both the numerator and the denominator in the earnings per share calculation for that period (as further discussed in Note 19 ). In other quarters in the historical periods included above, the EPS has been calculated as the net income (loss) from continuing operations divided by weighted average common shares, both including (for basic) and excluding (for diluted) the effect of other dilutive instruments, as presented in our previous quarterly reports on Forms 10-Q. Because the EPS calculation for the three months ended December 31, 2017 cannot be derived without considering both the impact to the numerator and the denominator of the EPS calculation, we have presented it below for the three months ended December 31, 2017 , along with the EPS calculation for the three months ended December 31, 2016 for comparison purposes. Three Months Ended December 31, 2017 2016 Numerator: Numerator for EPS - continuing operations Income (loss) from continuing operations $ 226.9 $ (32.0 ) Less: Income from continuing operations attributed to non-controlling interest 14.0 4.6 Income (loss) from continuing operations attributable to Delek (numerator for basic EPS - continuing operations attributable to Delek) 212.9 (36.6 ) Interest on convertible debt, net of tax 0.7 — Numerator for diluted EPS - continuing operations attributable to Delek $ 213.6 $ (36.6 ) Numerator for EPS - discontinued operations Income (loss) from discontinued operations $ (1.8 ) $ 80.8 Denominator: Weighted average common shares outstanding (denominator for basic EPS) 81,338,755 61,894,229 Dilutive effect of convertible debt 526,464 — Dilutive effect of stock-based awards 779,841 — Weighted average common shares outstanding, assuming dilution 82,645,060 61,894,229 EPS: Basic income (loss) per share: Income (loss) from continuing operations $ 2.62 $ (0.59 ) (Loss) income from discontinued operations (0.02 ) 1.31 Total basic income (loss) per share $ 2.60 $ 0.72 Diluted income (loss) per share: Income (loss) from continuing operations $ 2.58 $ (0.59 ) (Loss) income from discontinued operations (0.02 ) 1.31 Total diluted income (loss) per share $ 2.56 $ 0.72 The following equity instruments were excluded from the diluted weighted average common shares outstanding because their effect would be anti-dilutive: Antidilutive stock-based compensation 3,660,354 1,984,575 Antidilutive due to loss — 527,168 Total antidilutive stock-based compensation 3,660,354 2,511,743 Antidilutive warrants 1,049,682 — Total antidilutive warrants 1,049,682 — |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Reconciliation of Undiscounted Amount to Recorded Balance | The table below summarizes our environmental liability accruals (in millions): December 31, 2017 2016 Discounted environmental liabilities $ 33.7 $ 2.2 Undiscounted environmental liabilities 42.4 5.0 Total accrued environmental liabilities $ 76.1 $ 7.2 As of December 31, 2017 , the estimated future payments of environmental obligations for which discounts have been applied are as follows (in millions): 2018 $ 1.9 2019 1.9 2020 1.9 2021 1.9 2022 1.9 Thereafter 37.7 Discounted environmental liabilities, gross 47.2 Less: Discount applied 13.5 Discounted environmental liabilities $ 33.7 |
Schedule of Future Minimum Rental Payments for Operating Leases | The following is an estimate of our future minimum lease payments for operating leases having remaining noncancelable terms in excess of one year as of December 31, 2017 (in millions): 2018 $ 52.8 2019 42.7 2020 35.3 2021 27.4 2022 22.2 Thereafter 102.5 Total future minimum rentals $ 282.9 |
Employees (Tables)
Employees (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |
Changes in Projected Benefit Obligations, Fair Value of Plan Assets, and Funded Status of Plan | Financial information related to our pension plans is presented below: 2017 Change in projected benefit obligation: Benefit obligation at beginning of the period (July 1, 2017 business combination) $ 145.2 Service cost 1.2 Interest cost 2.7 Actuarial (gain) loss 6.5 Benefits paid (2.4 ) Other (effect of curtailment) (6.3 ) Projected benefit obligations at end of year $ 146.9 Change in plan assets: Fair value of plan assets at beginning of the period (July 1, 2017 business combination) $ 96.1 Actual gain on plan assets 9.8 Employer contribution 5.3 Benefits paid (2.4 ) Fair value of plan assets at end of year $ 108.8 Reconciliation of funded status: Fair value of plan assets at end of year $ 108.8 Less projected benefit obligations at end of year 146.9 Under-funded status at end of year $ (38.1 ) |
Schedule of Net Periodic Benefit Cost Not yet Recognized | The pre-tax amounts in accumulated other comprehensive loss as of December 31, 2017 that have not yet been recognized as components of net periodic benefit cost were as follows: Net actuarial gain $ (0.8 ) Prior service credit — Projected benefit obligations at end of year $ (0.8 ) |
Schedule of Accumulated Benefit Obligations in Excess of Fair Value of Plan Assets | As of December 31, 2017 , the accumulated benefit obligation for each of our pension plans was in excess of the fair value of plan assets. The projected benefit obligation, accumulated benefit obligation and fair value of plan assets for the pension plans were as follows: Projected benefit obligation $ 146.9 Accumulated benefit obligation $ 143.8 Fair value of plan assets $ 108.8 |
Schedule of Assumptions Used | The weighted-average assumptions used to determine net periodic benefit costs for the year ended December 31, 2017 were as follows: Discount rate 3.80 % Expected long-term rate of return on plan assets 7.45 % Rate of compensation increase 3.00 % The weighted-average assumptions used to determine benefit obligations at December 31, 2017 were as follows: Discount rate 3.60 % Rate of compensation increase 3.00 % |
Schedule of Net Benefit Costs | The components of net periodic benefit cost related to our benefit plans for the year ended December 31, 2017 consisted of the following: Components of net periodic benefit cost: Service cost $ 1.2 Interest cost 2.7 Expected return on plan assets (2.7 ) Recognition of gain due to curtailment (6.1 ) Net periodic benefit cost $ (4.9 ) |
Schedule of Allocation of Plan Assets | The weighted-average asset allocation of our pension benefits plan assets at December 31, 2017 was as follows: Asset Category: Equity securities 78.5 % Debt securities 13.0 % Real estate investment trust 8.5 % Total 100.0 % The fair value of our pension assets by category as of December 31, 2017 were as follows: Quoted Prices in Active Markets For Identical Assets or Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Consolidated Total Year Ended December 31, 2017 Equity securities: U.S. companies $ 67.1 $ — $ — $ 67.1 International companies 18.3 — — 18.3 Debt securities: Preferred securities 4.6 — — 4.6 Bond securities — 9.5 — 9.5 Real estate securities 9.3 — — 9.3 Total $ 99.3 $ 9.5 $ — $ 108.8 |
Selected Quarterly Financial 57
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Selected Quarterly Financial Information [Abstract] | |
Schedule of Quarterly Financial Information | Quarterly financial information for the years ended December 31, 2017 and 2016 is summarized below. The sum of the quarterly results may differ from the annual results presented on our consolidated income statement due to rounding. The quarterly financial information summarized below has been prepared by Delek's management and is unaudited (in millions, except per share data). For the Three Month Periods Ended March 31, 2017 June 30, 2017 September 30, 2017 December 31, 2017 Net sales (1) $ 1,182.2 $ 1,230.7 $ 2,370.6 $ 2,483.7 Operating income (loss) $ 29.8 $ (46.5 ) $ 90.8 $ 112.4 Net income (loss) from continuing operations $ 15.3 $ (32.2 ) $ 118.5 $ 226.9 Net income (loss) attributable to Delek $ 11.2 $ (37.9 ) $ 104.4 $ 211.1 Basic earnings (loss) per share from continuing operations $ 0.18 $ (0.61 ) $ 1.30 $ 2.62 Diluted earnings (loss) per share from continuing operations $ 0.18 $ (0.61 ) $ 1.29 $ 2.58 For the Three Month Periods Ended March 31, 2016 June 30, 2016 September 30, 2016 December 31, 2016 Net sales $ 886.1 $ 1,147.3 $ 1,079.9 $ 1,084.6 Operating (loss) income $ (13.6 ) $ 11.3 $ (2.8 ) $ (44.1 ) Net (loss) income from continuing operations $ (21.5 ) $ (2.5 ) $ (163.7 ) $ (32.0 ) Net (loss) income attributable to Delek $ (29.2 ) $ (7.0 ) $ (161.7 ) $ 44.2 Basic (loss) earnings per share from continuing operations $ (0.43 ) $ (0.14 ) $ (2.71 ) $ (0.59 ) Diluted (loss) earnings per share from continuing operations $ (0.43 ) $ (0.14 ) $ (2.71 ) $ (0.59 ) (1) Net sales for the three months ended September 30, 2017 reflects a correction of an intercompany elimination to net sales and cost of sales, which resulted in an increase in net sales and cost of sales of $29.1 million not previously reflected on the unaudited consolidated financial statements as of and for the three and nine months ended September 30, 2017 included in our Form 10-Q filed on November 9, 2017. |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted earnings per share. Year Ended December 31, 2017 2016 2015 Numerator: Numerator for EPS - continuing operations Income (loss) from continuing operations $ 328.5 $ (219.7 ) $ 37.1 Less: Income (loss) from continuing operations attributed to non-controlling interest 33.8 20.3 24.3 Income (loss) from continuing operations attributable to Delek (numerator for basic EPS - continuing operations attributable to Delek) 294.7 (240.0 ) 12.8 Interest on convertible debt, net of tax — — — Numerator for diluted EPS - continuing operations attributable to Delek $ 294.7 $ (240.0 ) $ 12.8 Numerator for EPS - discontinued operations Income (loss) from discontinued operations $ (5.9 ) $ 86.3 $ 6.6 Denominator: Weighted average common shares outstanding (denominator for basic EPS) 71,566,225 61,921,787 60,819,771 Dilutive effect of convertible debt — — — Dilutive effect of warrants — — — Dilutive effect of stock-based awards 736,858 — 500,799 Weighted average common shares outstanding, assuming dilution 72,303,083 61,921,787 61,320,570 EPS: Basic income (loss) per share: Income (loss) from continuing operations $ 4.12 $ (3.88 ) $ 0.21 (Loss) income from discontinued operations $ (0.08 ) 1.39 0.11 Total basic income (loss) per share $ 4.04 $ (2.49 ) $ 0.32 Diluted income (loss) per share: Income (loss) from continuing operations $ 4.08 $ (3.88 ) $ 0.21 (Loss) income from discontinued operations $ (0.08 ) 1.39 0.11 Total diluted income (loss) per share $ 4.00 $ (2.49 ) $ 0.32 The following equity instruments were excluded from the diluted weighted average common shares outstanding because their effect would be anti-dilutive: Antidilutive stock-based compensation — 2,297,127 2,269,246 Antidilutive due to loss — 276,094 — Total antidilutive stock-based compensation — 2,573,221 2,269,246 Antidilutive convertible debt instruments 270,606 — — Antidilutive due to loss — — — Total antidilutive convertible debt instruments 270,606 — — Antidilutive warrants 2,091,560 — — Antidilutive due to loss — — — Total antidilutive warrants 2,091,560 — — The quarterly earnings per share calculation for the three months ended December 31, 2017 reflects the dilutive effect of convertible debt, which has not been dilutive in previous quarters. The dilutive effect of the convertible debt impacts both the numerator and the denominator in the earnings per share calculation for that period (as further discussed in Note 19 ). In other quarters in the historical periods included above, the EPS has been calculated as the net income (loss) from continuing operations divided by weighted average common shares, both including (for basic) and excluding (for diluted) the effect of other dilutive instruments, as presented in our previous quarterly reports on Forms 10-Q. Because the EPS calculation for the three months ended December 31, 2017 cannot be derived without considering both the impact to the numerator and the denominator of the EPS calculation, we have presented it below for the three months ended December 31, 2017 , along with the EPS calculation for the three months ended December 31, 2016 for comparison purposes. Three Months Ended December 31, 2017 2016 Numerator: Numerator for EPS - continuing operations Income (loss) from continuing operations $ 226.9 $ (32.0 ) Less: Income from continuing operations attributed to non-controlling interest 14.0 4.6 Income (loss) from continuing operations attributable to Delek (numerator for basic EPS - continuing operations attributable to Delek) 212.9 (36.6 ) Interest on convertible debt, net of tax 0.7 — Numerator for diluted EPS - continuing operations attributable to Delek $ 213.6 $ (36.6 ) Numerator for EPS - discontinued operations Income (loss) from discontinued operations $ (1.8 ) $ 80.8 Denominator: Weighted average common shares outstanding (denominator for basic EPS) 81,338,755 61,894,229 Dilutive effect of convertible debt 526,464 — Dilutive effect of stock-based awards 779,841 — Weighted average common shares outstanding, assuming dilution 82,645,060 61,894,229 EPS: Basic income (loss) per share: Income (loss) from continuing operations $ 2.62 $ (0.59 ) (Loss) income from discontinued operations (0.02 ) 1.31 Total basic income (loss) per share $ 2.60 $ 0.72 Diluted income (loss) per share: Income (loss) from continuing operations $ 2.58 $ (0.59 ) (Loss) income from discontinued operations (0.02 ) 1.31 Total diluted income (loss) per share $ 2.56 $ 0.72 The following equity instruments were excluded from the diluted weighted average common shares outstanding because their effect would be anti-dilutive: Antidilutive stock-based compensation 3,660,354 1,984,575 Antidilutive due to loss — 527,168 Total antidilutive stock-based compensation 3,660,354 2,511,743 Antidilutive warrants 1,049,682 — Total antidilutive warrants 1,049,682 — |
Schedule 1 (Tables)
Schedule 1 (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Balance Sheet | With the exception of intercompany balances, which are eliminated in consolidation, the Alon Partnership consolidated balance sheet as of December 31, 2017 , as presented below, is included in the consolidated balance sheets of Delek (in millions). ASSETS Cash and cash equivalents $ 252.8 Accounts receivable 96.7 Accounts receivable from related parties 640.0 Inventories 133.2 Prepaid expenses and other current assets 5.9 Property, plant and equipment, net 413.3 Goodwill 576.6 Other non-current assets 59.2 Total assets $ 2,177.7 LIABILITIES AND EQUITY Accounts payable $ 44.5 Accounts payable to related parties, net of related receivables 794.2 Accrued expenses and other current liabilities 161.9 Current portion of long-term debt 337.4 Obligation under Supply and Offtake Agreement 120.1 Deferred income tax liability 1.3 Other non-current liabilities 34.5 Equity 683.8 Total liabilities and equity $ 2,177.7 With the exception of intercompany balances which are eliminated in consolidation, the Delek Logistics consolidated balance sheets as of December 31, 2017 and 2016 , as presented below, are included in the consolidated balance sheets of Delek (in millions). December 31, 2017 2016 ASSETS Cash and cash equivalents $ 4.7 $ 0.1 Accounts receivable 23.0 19.2 Accounts receivable from related parties 1.1 2.8 Inventory 20.9 8.9 Other current assets 0.7 1.1 Property, plant and equipment, net 255.1 251.0 Equity method investments 106.5 101.1 Goodwill 12.2 12.2 Intangible assets, net 15.9 14.4 Other non-current assets 3.4 4.7 Total assets $ 443.5 $ 415.5 LIABILITIES AND DEFICIT Accounts payable $ 19.1 $ 10.9 Accrued expenses and other current liabilities 12.6 9.8 Long-term debt 422.6 392.6 Asset retirement obligations 4.1 3.8 Other non-current liabilities 14.3 11.7 Deficit (29.2 ) (13.3 ) Total liabilities and deficit $ 443.5 $ 415.5 Delek US Holdings, Inc. Parent Company Only Condensed Balance Sheets (In millions, except share and per share data) December 31, 2017 (1) 2016 (1) ASSETS Current assets: Cash and cash equivalents $ 13.0 $ — Total current assets 13.0 — Investment in subsidiaries 1,953.4 1,183.9 Total assets $ 1,966.4 $ 1,183.9 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Accounts payable to subsidiaries $ 2.2 $ 1.4 Total current liabilities 2.2 1.4 Shareholders’ equity: Preferred stock, $0.01 par value, 10,000,000 shares authorized, no shares issued and outstanding — — Common stock, $0.01 par value, 110,000,000 shares authorized, 81,533,548 shares and 67,150,352 shares issued at December 31, 2017 and December 31, 2016, respectively 0.8 0.7 Additional paid-in capital 1,213.7 841.1 Accumulated other comprehensive income (loss) 6.9 (20.8 ) Treasury stock, 762,623 shares and 5,195,791 shares, at cost, as of December 31, 2017 and December 31, 2016, respectively (25.0 ) (160.8 ) Retained earnings 767.8 522.3 Total shareholders’ equity 1,964.2 1,182.5 Total liabilities and shareholders’ equity $ 1,966.4 $ 1,183.9 (1) Effective July 1, 2017, Delek US Holdings, Inc. acquired the outstanding common stock of Alon USA Energy, Inc., which resulted in a new post-combination consolidated registrant renamed as Delek US Holdings, Inc. (as previously defined, "New Delek"), with Alon and Old Delek surviving as wholly-owned subsidiaries. Based on the substance of the transaction, the creation of New Delek and its acquisition of Alon and Old Delek represented a transaction between entities under common control. Therefore, pursuant to the provisions of ASC 805-50, Business Combinations-Related Issues, the financial statements for prior periods presented within this Schedule I were retrospectively adjusted to furnish comparative information. |
Condensed Statements of Operations [Table Text Block] | Delek US Holdings, Inc. Parent Company Only Condensed Statements of Income (In millions) Year Ended December 31, 2017 (1)(2) 2016 (1)(2) 2015 (1)(2) Net sales $ — $ — $ — Operating costs and expenses: General and administrative expenses 1.2 1.1 1.2 Total operating costs and expenses 1.2 1.1 1.2 Operating loss (1.2 ) (1.1 ) (1.2 ) (Income) loss from investment in subsidiaries (289.6 ) 153.0 (20.2 ) Total non-operating (income) expenses, net (289.6 ) 153.0 (20.2 ) Income (loss) before income tax benefit 288.4 (154.1 ) 19.0 Income tax benefit (0.4 ) (0.4 ) (0.4 ) Net income (loss) 288.8 $ (153.7 ) $ 19.4 (1) Effective July 1, 2017, Delek US Holdings, Inc. acquired the outstanding common stock of Alon USA Energy, Inc., which resulted in a new post-combination consolidated registrant renamed as Delek US Holdings, Inc. (as previously defined, "New Delek"), with Alon and Old Delek surviving as wholly-owned subsidiaries. Based on the substance of the transaction, the creation of New Delek and its acquisition of Alon and Old Delek represented a transaction between entities under common control. Therefore, pursuant to the provisions of ASC 805-50, Business Combinations-Related Issues, the financial statements for prior periods presented within this Schedule I were retrospectively adjusted to furnish comparative information. (2) Income tax (benefit) / expense for Delek US Holdings, Inc. was estimated utilizing each respective year's applicable statutory tax rate. |
Condensed Statements of Comprehensive Income [Table Text Block] | Delek US Holdings, Inc. Parent Company Only Condensed Consolidated Statements of Comprehensive Income (In millions) Year Ended December 31, 2017 (1) 2016 (1) 2015 (1) Net income (loss) $ 288.8 $ (153.7 ) $ 19.4 Other comprehensive income (loss): Parent company portion of other comprehensive income of consolidated subsidiary 27.8 24.5 (32.7 ) Total other comprehensive income (loss) 27.8 24.5 (32.7 ) Comprehensive income (loss) attributable to Delek $ 316.6 $ (129.2 ) $ (13.3 ) (1) Effective July 1, 2017, Delek US Holdings, Inc. acquired the outstanding common stock of Alon USA Energy, Inc., which resulted in a new post-combination consolidated registrant renamed as Delek US Holdings, Inc. (as previously defined, "New Delek"), with Alon and Old Delek surviving as wholly-owned subsidiaries. Based on the substance of the transaction, the creation of New Delek and its acquisition of Alon and Old Delek represented a transaction between entities under common control. Therefore, pursuant to the provisions of ASC 805-50, Business Combinations-Related Issues, the financial statements for prior periods presented within this Schedule I were retrospectively adjusted to furnish comparative information. |
Condensed Statements of Cash Flows [Table Text Block] | Delek US Holdings, Inc. Parent Company Only Condensed Statements of Cash Flows (In millions) Year Ended December 31, 2017 (1) 2016 (1) 2015 (1) Cash flows from operating activities: Net income (loss) $ 288.8 $ (153.7 ) $ 19.4 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Equity-based compensation expense 0.6 0.6 0.6 (Income) loss from subsidiaries (289.6 ) 153.0 (20.2 ) Changes in assets and liabilities: Receivables and payables from related parties, net 0.2 0.1 0.2 Net cash provided by (used in) operating activities — — — Cash flows from investing activities: Dividends from subsidiaries 13.0 — — Net cash provided by investing activities 13.0 — — Cash flows from financing activities: Net cash provided by (used in) financing activities — — — Net increase in cash and cash equivalents 13.0 — — Cash and cash equivalents at the beginning of the period — — — Cash and cash equivalents at the end of the period $ 13.0 $ — $ — Supplemental disclosures of cash flow information: Non-cash operating activity: Parent company portion of other comprehensive income of consolidated subsidiary $ 27.8 $ 24.5 $ (32.7 ) Non-cash financing activities: Payment of common stock dividends by consolidated subsidiary $ (44.0 ) $ (37.5 ) $ (37.1 ) Repurchase of common stock by consolidated subsidiary $ (25.0 ) $ (6.0 ) $ (42.2 ) Common stock issued in connection with the Delek/Alon Merger $ 509.0 $ — $ — Equity instruments issued in connection with the Delek/Alon Merger $ 21.7 $ — $ — Common stock issued in connection with the Alon Acquisition $ — $ — $ 230.8 Note payable issued in connection with the Alon Acquisition $ — $ — $ 145.0 (1) Effective July 1, 2017, Delek US Holdings, Inc. acquired the outstanding common stock of Alon USA Energy, Inc., which resulted in a new post-combination consolidated registrant renamed as Delek US Holdings, Inc. (as previously defined, "New Delek"), with Alon and Old Delek surviving as wholly-owned subsidiaries. Based on the substance of the transaction, the creation of New Delek and its acquisition of Alon and Old Delek represented a transaction between entities under common control. Therefore, pursuant to the provisions of ASC 805-50, Business Combinations-Related Issues, the financial statements for prior periods presented within this Schedule I were retrospectively adjusted to furnish comparative information. |
Accounting Policies Basis of Pr
Accounting Policies Basis of Presentation (Details) $ in Millions | Aug. 31, 2016USD ($) |
Retail Entities | Discontinued Operations, Disposed of by Sale | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Cash consideration | $ 535 |
Accounting Policies Segment Rep
Accounting Policies Segment Reporting (Details) | Dec. 31, 2017 |
Alon USA Energy, Inc. | |
Segment Reporting Information [Line Items] | |
Equity interest, percentage | 47.00% |
Accounting Policies Accounts Re
Accounting Policies Accounts Receivable (Details) | Dec. 31, 2017USD ($)customer | Dec. 31, 2016USD ($)customer | Dec. 31, 2015customer |
Concentration Risk [Line Items] | |||
Allowance for doubtful accounts | $ | $ 4,400,000 | $ 0 | |
Customer Concentration Risk | Accounts Receivable | |||
Concentration Risk [Line Items] | |||
Number of customers more than 10% | 0 | 0 | |
Customer Concentration Risk | Sales Revenue | |||
Concentration Risk [Line Items] | |||
Number of customers more than 10% | 0 | 0 | 0 |
Accounting Policies Property, p
Accounting Policies Property, plant and equipment (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Impairment charges | $ 0 | $ 0 | $ 2,200,000 |
Building and building improvements | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (years) | 15 years | ||
Building and building improvements | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (years) | 40 years | ||
Refinery machinery and equipment | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (years) | 5 years | ||
Refinery machinery and equipment | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (years) | 40 years | ||
Pipelines and terminals | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (years) | 15 years | ||
Pipelines and terminals | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (years) | 40 years | ||
Retail store equipment and site improvements | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (years) | 7 years | ||
Retail store equipment and site improvements | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (years) | 30 years | ||
Refinery turnaround costs | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (years) | 4 years | ||
Refinery turnaround costs | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (years) | 5 years | ||
Automobiles | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (years) | 3 years | ||
Automobiles | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (years) | 5 years | ||
Computer equipment and software | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (years) | 3 years | ||
Computer equipment and software | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (years) | 10 years | ||
Furniture and fixtures | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (years) | 5 years | ||
Furniture and fixtures | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (years) | 15 years | ||
Asset retirement obligation assets | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (years) | 15 years | ||
Asset retirement obligation assets | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (years) | 50 years |
Accounting Policies Other intan
Accounting Policies Other intangibles (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life (years) | 15 years |
Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life (years) | 5 years |
Accounting Policies Equity Meth
Accounting Policies Equity Method Investments (Details) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Schedule of Equity Method Investments [Line Items] | ||||
Impairment of equity method investment | $ 0 | $ 245,300,000 | $ 0 | |
Alon USA Energy, Inc. | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Impairment of equity method investment | $ 245,300,000 | $ 0 | $ 0 |
Accounting Policies Capitalized
Accounting Policies Capitalized interest (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Accounting Policies [Abstract] | |||
Interest costs capitalized | $ 0.3 | $ 0.2 | $ 0.6 |
Accounting Policies Asset retir
Accounting Policies Asset retirement obligations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | ||
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |||
Beginning balance | $ 5.2 | $ 5.3 | |
Liabilities identified | 66.2 | [1] | 0 |
Liabilities settled | 0 | (0.4) | |
Accretion expense | 0.7 | 0.3 | |
Ending balance | $ 72.1 | $ 5.2 | |
[1] | All asset retirement obligations were assumed in the Delek/Alon Merger. |
Accounting Policies Advertistin
Accounting Policies Advertisting Costs (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Accounting Policies [Abstract] | |||
Advertising expense | $ 1.3 | $ 0.2 | $ 0.3 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) $ / shares in Units, bpd in Thousands | Jul. 01, 2017USD ($)$ / sharesshares | Sep. 30, 2016USD ($) | Dec. 31, 2017USD ($)bbl / purestore$ / sharesshares | Dec. 31, 2016USD ($)$ / shares | Dec. 31, 2015USD ($) | Jun. 30, 2017USD ($)$ / shares | May 14, 2015$ / shares |
Business Acquisition [Line Items] | |||||||
Common stock, par or stated value per share (USD per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||
Revenues | $ 7,267,100,000 | $ 3,905,800,000 | $ 4,270,500,000 | ||||
Adjustments to depreciation and amortization expense | 153,300,000 | 116,400,000 | 106,000,000 | ||||
Accretion expense | 700,000 | 300,000 | |||||
Interest expense | 93,800,000 | 54,400,000 | 52,100,000 | ||||
Income (loss) from continuing operations before income tax benefit | 299,300,000 | (391,200,000) | 21,300,000 | ||||
Impairment of equity method investment | 0 | 245,300,000 | 0 | ||||
Gain on remeasurement of equity method investment | 190,100,000 | 0 | 0 | ||||
Equity method investments | 138,100,000 | 360,000,000 | |||||
General and Administrative Expense | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition related transaction costs | $ 24,700,000 | 3,000,000 | |||||
Alon USA Energy, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Equity method investment, ownership percentage | 47.00% | 48.00% | |||||
Common stock, par or stated value per share (USD per share) | $ / shares | $ 0.01 | ||||||
Impairment of equity method investment | $ 245,300,000 | $ 0 | $ 0 | ||||
Equity method investments | 259,000,000 | $ 252,600,000 | |||||
Acquisition-date fair value of pre-existing non-controlling interest | $ 449,000,000 | ||||||
Alon USA Energy, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Common stock, par or stated value per share (USD per share) | $ / shares | $ 0.01 | ||||||
Alon USA Energy, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Equity interest issued per acquiree share | shares | 0.504 | 0.504 | |||||
Business acquisition, share price (USD per share) | $ / shares | $ 25.96 | ||||||
Interest rate, stated percentage | 3.00% | ||||||
Principal amount of note convertible into common shares | $ 1,000 | ||||||
Ownership interest in general partner | 100.00% | ||||||
Members or limited partners, ownership interest (percentage) | 81.60% | ||||||
Number of stores | store | 300 | ||||||
Gain on remeasurement of equity method investment | 190,100,000 | ||||||
Separately recognized transactions, net sales | $ 1,950,000,000 | ||||||
Separately recognized transactions, net income | 151,000,000 | ||||||
Alon USA Energy, Inc. | Parent Company's Equity Income Elimination Adjustment | |||||||
Business Acquisition [Line Items] | |||||||
Revenues | (59,000,000) | (10,400,000) | |||||
Adjustments to general and administrative expense | 32,200,000 | (13,700,000) | |||||
Adjustments to depreciation and amortization expense | (34,700,000) | (66,500,000) | |||||
Accretion expense | 800,000 | 1,500,000 | |||||
Interest expense | (8,800,000) | (20,700,000) | |||||
Income (loss) from continuing operations before income tax benefit | $ (3,200,000) | $ 42,200,000 | |||||
Alon USA Energy, Inc. | Tax Effect Adjustment | |||||||
Business Acquisition [Line Items] | |||||||
U.S. income tax statutory blended rate (percentage) | 36.58% | 35.37% | |||||
Alon USA Energy, Inc. | Alon USA Energy, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Gain on remeasuring equity method investment | 196,400,000 | ||||||
Loss on reversal of AOCI | 6,300,000 | ||||||
Gain on remeasurement of equity method investment | $ 190,100,000 | ||||||
Alon USA Energy, Inc. | Big Spring Refinery | |||||||
Business Acquisition [Line Items] | |||||||
Total throughput capacity | 73 | ||||||
Alon USA Energy, Inc. | Krotz Spring Refinery | |||||||
Business Acquisition [Line Items] | |||||||
Total throughput capacity | 74 |
Acquisitions - Components of Co
Acquisitions - Components of Consideration Transferred (Details) - Alon USA Energy, Inc. $ / shares in Units, $ in Millions | Jul. 01, 2017USD ($)$ / sharesshares |
Business Acquisition [Line Items] | |
Delek common stock issued (in shares) | shares | 19,250,795.088 |
Ending price per share of Delek Common Stock immediately before the Effective Time (USD per share) | $ / shares | $ 26.44 |
Total value of common stock consideration | $ 509 |
Additional consideration | 21.7 |
Fair value of Delek's pre-existing equity method investment in Alon | 449 |
Consideration transferred, including equity interest in acquiree held prior to combination | $ 979.7 |
Acquisitions - Allocation of th
Acquisitions - Allocation of the Aggregate Purchase Price (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2017 | Dec. 31, 2014 | ||
Business Acquisition [Line Items] | |||||||
Goodwill | $ 816.6 | $ 816.6 | $ 12.2 | $ 12.2 | $ 11.7 | ||
Estimated amortization expense for 2018 | 6.1 | 6.1 | |||||
Estimated amortization expense for 2019 | 6 | 6 | |||||
Estimated amortization expense for 2020 | 6 | 6 | |||||
Estimated amortization expense for 2021 | 6 | 6 | |||||
Estimated amortization expense for 2022 | 5.6 | 5.6 | |||||
Goodwill | 804.4 | 0 | 0.5 | ||||
Operating Segments | Refining | |||||||
Business Acquisition [Line Items] | |||||||
Goodwill | 750.9 | 750.9 | 0 | 0 | 0 | ||
Goodwill | 750.9 | 0 | 0 | ||||
Operating Segments | Retail | |||||||
Business Acquisition [Line Items] | |||||||
Goodwill | 30.8 | 30.8 | 0 | 0 | $ 0 | ||
Goodwill | 30.8 | $ 0 | $ 0 | ||||
Alon USA Energy, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Cash | 215.3 | 215.3 | |||||
Receivables | 166.1 | 166.1 | |||||
Inventories | 266.8 | 266.8 | |||||
Prepaids and other current assets | 29 | 29 | |||||
Property, plant and equipment | [1] | 1,130.5 | 1,130.5 | ||||
Equity method investments | 31 | 31 | |||||
Acquired intangible assets | [2] | 79 | 79 | ||||
Goodwill | [3] | 804.4 | 804.4 | ||||
Other non-current assets | 37 | 37 | |||||
Accounts payable | (257.4) | (257.4) | |||||
Obligation under Supply & Offtake Agreements | (198) | (198) | |||||
Current portion of environmental liabilities | (7.5) | (7.5) | |||||
Other current liabilities | (286.3) | (286.3) | |||||
Environmental liabilities and asset retirement obligations, net of current portion | (161.4) | (161.4) | |||||
Deferred income taxes | (202.4) | (202.4) | |||||
Debt | (568) | (568) | |||||
Other non-current liabilities | [4] | (98.4) | (98.4) | ||||
Fair value of net assets acquired | 979.7 | 979.7 | |||||
Resulting adjustment to goodwill | 19.6 | ||||||
Goodwill, expected tax deductible amount | 15.5 | 15.5 | |||||
Above market lease | 15.8 | ||||||
Rights-of-Way | Alon USA Energy, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Indefinite-lived intangible asset acquired | 9.5 | ||||||
Liquor Licenses | Alon USA Energy, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Indefinite-lived intangible asset acquired | 8.5 | ||||||
Colonial Pipeline | Alon USA Energy, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Indefinite-lived intangible asset acquired | 1.7 | ||||||
Refinery Permits | Alon USA Energy, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Indefinite-lived intangible asset acquired | 3.1 | ||||||
Fuel Supply Agreement | Alon USA Energy, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Fair value of finite-lived intangibles | 49 | $ 49 | |||||
Acquired finite-lived intangible assets, weighted average useful life (in years) | 10 years | ||||||
Amortization expense of intangible assets | $ 2.4 | ||||||
Estimated amortization expense for 2018 | 4.9 | 4.9 | |||||
Estimated amortization expense for 2019 | $ 4.9 | ||||||
Estimated amortization expense for 2020 | 4.9 | 4.9 | |||||
Estimated amortization expense for 2021 | 4.9 | 4.9 | |||||
Estimated amortization expense for 2022 | 4.9 | 4.9 | |||||
Trade Names | Alon USA Energy, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Fair value of finite-lived intangibles | 4 | $ 4 | |||||
Acquired finite-lived intangible assets, weighted average useful life (in years) | 5 years | ||||||
Amortization expense of intangible assets | $ 0.4 | ||||||
Estimated amortization expense for 2019 | 0.8 | 0.8 | |||||
Estimated amortization expense for 2020 | 0.8 | 0.8 | |||||
Estimated amortization expense for 2021 | 0.8 | 0.8 | |||||
Estimated amortization expense for 2022 | 0.4 | 0.4 | |||||
Licensing Agreements | Alon USA Energy, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Fair value of finite-lived intangibles | 2.6 | $ 2.6 | |||||
Acquired finite-lived intangible assets, weighted average useful life (in years) | 8 years 8 months | ||||||
Amortization expense of intangible assets | $ 0.1 | ||||||
Estimated amortization expense for 2019 | 0.3 | 0.3 | |||||
Estimated amortization expense for 2020 | 0.3 | 0.3 | |||||
Estimated amortization expense for 2021 | 0.3 | 0.3 | |||||
Estimated amortization expense for 2022 | 0.3 | 0.3 | |||||
Below Market Lease | Alon USA Energy, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Fair value of finite-lived intangibles | $ 0.6 | $ 0.6 | |||||
[1] | This preliminary fair value of property, plant and equipment is based on a valuation using a combination of the income, cost and market approaches. The useful lives are based upon guidelines for similar equipment, chronological age since installation and consideration of costs spent on upgrades, repairs, turnarounds and rebuilds. | ||||||
[2] | The acquired intangible assets amount includes the following identified intangibles:•Third-party fuel supply agreement intangible that is subject to amortization with a preliminary fair value of $49.0 million, which will be amortized over a 10-year useful life. We recognized amortization expense for the year ended December 31, 2017 of $2.4 million. The estimated amortization is $4.9 million for each of the five succeeding fiscal years. •Fuel trade name intangible valued at $4.0 million, which will be amortized over 5 years. We recognized amortization expense for the year ended December 31, 2017 of $0.4 million. The estimated amortization is $0.8 million for each of the four succeeding fiscal years, with $0.4 million the fifth year. •License agreements intangible valued at $2.6 million, which will be amortized over 8.7 years. We recognized amortization expense for the year ended December 31, 2017 of $0.1 million. The estimated amortization is $0.3 million for each of the five succeeding fiscal years. •Rights-of-way intangible valued at $9.5 million, which has an indefinite life.•Liquor license intangible valued at $8.5 million, which has an indefinite life.•Colonial Pipeline shipping rights intangible valued at $1.7 million, which has an indefinite life.•Refinery permits valued at $3.1 million, which have an indefinite life.•Below-market lease intangible valued at $0.6 million, which will be amortized over the remaining lease term (excludes certain leases that are still being evaluated for above or below market considerations). | ||||||
[3] | Goodwill generated, as a result of the Merger, consists of the value of expected synergies from combining operations, the acquisition of an existing integrated refining, marketing and retail business located in areas with access to cost–advantaged feedstocks with an assembled workforce that cannot be duplicated at the same costs by a new entrant and the strategic advantages of having a larger market presence. The total amount of goodwill that is expected to be deductible for tax purposes is $15.5 million. Goodwill has been preliminarily allocated to reportable segments based on various factors that are still being evaluated. Accordingly, such allocations are considered preliminary and may change within the permissible measurement period, not to exceed one year. The preliminary allocation of goodwill to reportable segments is as follows: Refining - $750.9 million and Retail - $30.8 million. The remainder relates to the asphalt operations, which is included in the corporate, other and eliminations segment. | ||||||
[4] | The assumed other non-current liabilities include liabilities related to above-market leases preliminarily fair valued at $15.8 million, which will be amortized over the remaining lease term (excludes certain leases that are still being evaluated for above or below market considerations). |
Acquisitions - Schedule of Pro
Acquisitions - Schedule of Pro Forma Information (Details) - Alon USA Energy, Inc. - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||
Net sales | $ 9,448.7 | $ 8,100.9 |
Net income attributable to Delek | $ 223.2 | $ 16.3 |
Basic (USD per share) | $ 2.75 | $ 0.20 |
Diluted (USD per share) | $ 2.73 | $ 0.20 |
Acquisitions - Updates to Purch
Acquisitions - Updates to Purchase Price Allocation (Details) - Alon USA Energy, Inc. - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2017 | ||
Business Acquisition [Line Items] | |||
Cash | $ 0 | ||
Receivables | [1] | (10.8) | |
Inventories | [2] | 11.3 | |
Prepaids and other current assets | (2.4) | ||
Property, plant and equipment | [3] | (52.6) | |
Equity method investments | 0 | ||
Acquired intangible assets | [4] | 14 | |
Other non-current assets | 0 | ||
Accounts payable | [5] | 2.3 | |
Obligation under Supply & Offtake Agreements | $ 0 | ||
Current portion of environmental liabilities | 0 | ||
Other current liabilities | [6] | (19.8) | |
Environmental liabilities and asset retirement obligations, net of current portion | [7] | (19.7) | |
Deferred income taxes | [8] | 78 | |
Debt | 0 | ||
Other non-current liabilities | [9] | (19.9) | |
Resulting adjustment to goodwill | $ (19.6) | ||
[1] | Change primarily relates to a reclassification of intercompany accounts receivable against intercompany accounts payable during the fourth quarter 2017 to properly reflect the net amounts receivable and payable from third parties. | ||
[2] | Change is is related to adjustments for inventory that was used in production but not yet purchased. These adjustments resulted in corresponding increases in accounts payable. | ||
[3] | Change is due to continued valuation procedures around property, plant and equipment acquired. | ||
[4] | Change is primarily due to revised estimates for the fair value of the third-party fuel agreements intangible and the fuel trade name intangible, as well as the addition of an intangible for license agreements and right-of-way intangible. | ||
[5] | Change is primarily due to the accrual of amounts identified as owed for inventory used by but not yet purchased, as well as other amounts identified as owed subsequent to our initial purchase price allocation, net of a reclassification of intercompany accounts receivable against intercompany accounts payable during the fourth quarter 2017 to properly reflect the net amounts receivable and payable from third parties. | ||
[6] | Change is primarily due to an increase in current income taxes payable recorded in connection with our continued evaluation of income taxes associated with the acquisition, an increase to record a pre-acquisition contingent liability related to litigation, as well as adjustments to record tank inspection and above-market rail car lease liabilities not previously valued. | ||
[7] | Change is to record the long-term portion of additional asset retirement obligations and environmental liabilities identified based on preliminary estimates and/or to update preliminary estimates based on additional information. | ||
[8] | Change is related to adjustments to net deferred tax liabilities based on the updated purchase price allocation and revisions of preliminary tax estimates. | ||
[9] | Change is primarily to record the long-term portion of above-market lease liabilities related to rail cars and tank inspection liabilities not previously valued. |
Acquisitions - Schedule of Asse
Acquisitions - Schedule of Asset Acquisitions (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017USD ($)acquisition | Dec. 31, 2016USD ($) | ||
Business Acquisition [Line Items] | |||
Total assets | [1] | $ 5,935.2 | $ 2,979.8 |
Pipelines | |||
Business Acquisition [Line Items] | |||
Number of asset acquisitions | acquisition | 2 | ||
Asset acquisition, consideration transferred | $ 13 | ||
Land | 0.2 | ||
Property, plant and equipment | 6.4 | ||
Intangible assets | [2] | 6.4 | |
Total assets | $ 13 | ||
[1] | All but approximately $20.0 million of the assets of the Alon Partnership (a consolidated variable interest entity, as discussed in Note 2) are restricted for the use of settlement of the obligations of the Alon Partnership. See Note 4 for further information regarding assets and liabilities of the Alon Partnership and Note 25 regarding acquisition of the non-controlling interest in the Alon Partnership on February 7, 2018. | ||
[2] | Intangible assets acquired represent rights-of-way assets with indefinite useful lives. Rights-of-way assets are not subject to amortization. |
Delek Logistics and the Alon 74
Delek Logistics and the Alon Partnership Narrative (Details) $ in Millions | 1 Months Ended | 12 Months Ended |
Mar. 31, 2015USD ($)bbl | Dec. 31, 2017USD ($)shares | |
El Dorado Offloading Racks | ||
Variable Interest Entity [Line Items] | ||
Payments to acquire businesses, gross | $ | $ 42.5 | |
Tyler Crude Tank | ||
Variable Interest Entity [Line Items] | ||
Payments to acquire businesses, gross | $ | $ 19.4 | |
Aggregate shell capacity (barrels) | bbl | 350,000 | |
Delek Logistics | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Members or limited partners, ownership interest (percentage) | 61.50% | |
Limited partners' capital account, units outstanding (in Shares) | shares | 15,294,046 | |
Ownership interest in general partner | 94.60% | |
General partner ownership interest in delek logistics | 2.00% | |
General partners' capital account, units outstanding (in Shares) | shares | 497,604 | |
Alon Partnership | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Members or limited partners, ownership interest (percentage) | 81.60% | |
General partner ownership interest in delek logistics | 100.00% | |
Limited parters' capital account, units outstanding, held by public, percent | 18.40% | |
Business combination, acquisition of less than 100 percent, noncontrolling interest, fair value | $ | $ 120.6 | |
Alon Partnership | Variable Interest Entity, Primary Beneficiary | Other Ownership Interest | ||
Variable Interest Entity [Line Items] | ||
Limited partners' capital account, units outstanding (in Shares) | shares | 11,492,800 |
Delek Logistics and Alon Partne
Delek Logistics and Alon Partnership Balance Sheet (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
ASSETS | |||||
Cash and cash equivalents | $ 931.8 | $ 689.2 | $ 287.2 | ||
Accounts receivable, net | 579.6 | 265.9 | |||
Accounts receivable from related parties | 2.1 | 0.1 | |||
Inventory | 808.4 | 392.4 | |||
Other current assets | 129.9 | 49.3 | |||
Property, plant and equipment, net | 2,140.8 | 1,103.3 | |||
Equity method investments | 138.1 | 360 | |||
Goodwill | 816.6 | 12.2 | $ 12.2 | $ 11.7 | |
Intangible assets, net | 101.1 | 26.7 | |||
Other non-current assets | 126.8 | 80.7 | |||
Total assets | [1] | 5,935.2 | 2,979.8 | ||
LIABILITIES AND DEFICIT | |||||
Accounts payable | 973.4 | 494.6 | |||
Accounts payable to related parties, net of related receivables | 1.7 | 1.8 | |||
Accrued expenses and other current liabilities | 564.9 | 229.8 | |||
Current portion of long-term debt | 590.2 | 84.4 | |||
Long-term debt | 875.4 | 748.5 | |||
Deferred income tax liability | 199.9 | 76.2 | |||
Other non-current liabilities | 83 | 26 | |||
Total liabilities and stockholders' equity | 5,935.2 | 2,979.8 | |||
Variable Interest Entity, Primary Beneficiary | |||||
ASSETS | |||||
Total assets | 443.5 | 415.5 | |||
LIABILITIES AND DEFICIT | |||||
Total liabilities and stockholders' equity | 443.5 | 415.5 | |||
Delek Logistics Partners, LP | Variable Interest Entity, Primary Beneficiary | |||||
ASSETS | |||||
Cash and cash equivalents | 4.7 | 0.1 | |||
Accounts receivable, net | 23 | 19.2 | |||
Accounts receivable from related parties | 1.1 | 2.8 | |||
Inventory | 20.9 | 8.9 | |||
Other current assets | 0.7 | 1.1 | |||
Property, plant and equipment, net | 255.1 | 251 | |||
Equity method investments | 106.5 | 101.1 | |||
Goodwill | 12.2 | 12.2 | |||
Intangible assets, net | 15.9 | 14.4 | |||
Other non-current assets | 3.4 | 4.7 | |||
LIABILITIES AND DEFICIT | |||||
Accounts payable | 19.1 | 10.9 | |||
Accrued expenses and other current liabilities | 12.6 | 9.8 | |||
Long-term debt | 422.6 | 392.6 | |||
Asset retirement obligations | 4.1 | 3.8 | |||
Other non-current liabilities | 14.3 | 11.7 | |||
Equity | (29.2) | $ (13.3) | |||
Alon Partnership | Variable Interest Entity, Primary Beneficiary | |||||
ASSETS | |||||
Cash and cash equivalents | 252.8 | ||||
Accounts receivable, net | 96.7 | ||||
Accounts receivable from related parties | 640 | ||||
Inventory | 133.2 | ||||
Prepaid expenses and other current assets | 5.9 | ||||
Property, plant and equipment, net | 413.3 | ||||
Goodwill | 576.6 | ||||
Other non-current assets | 59.2 | ||||
Total assets | 2,177.7 | ||||
LIABILITIES AND DEFICIT | |||||
Accounts payable | 44.5 | ||||
Accounts payable to related parties, net of related receivables | 794.2 | ||||
Accrued expenses and other current liabilities | 161.9 | ||||
Current portion of long-term debt | 337.4 | ||||
Obligation under Supply and Offtake Agreement | 120.1 | ||||
Deferred income tax liability | 1.3 | ||||
Other non-current liabilities | 34.5 | ||||
Equity | 683.8 | ||||
Total liabilities and stockholders' equity | $ 2,177.7 | ||||
[1] | All but approximately $20.0 million of the assets of the Alon Partnership (a consolidated variable interest entity, as discussed in Note 2) are restricted for the use of settlement of the obligations of the Alon Partnership. See Note 4 for further information regarding assets and liabilities of the Alon Partnership and Note 25 regarding acquisition of the non-controlling interest in the Alon Partnership on February 7, 2018. |
Equity Method Investments Narra
Equity Method Investments Narrative (Details) | Jul. 01, 2017USD ($)joint_venture$ / sharesshares | May 14, 2015USD ($)$ / sharesshares | Sep. 30, 2016USD ($) | Dec. 31, 2017USD ($)$ / shares | Dec. 31, 2016USD ($)$ / shares | Dec. 31, 2015USD ($) | Jun. 30, 2017USD ($)$ / shares | Dec. 22, 2015USD ($) |
Schedule of Equity Method Investments [Line Items] | ||||||||
Common stock, par or stated value per share (USD per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Payments to acquire equity method investments | $ 5,800,000 | $ 61,600,000 | $ 240,900,000 | |||||
Equity method investment, non-cash consideration | 0 | 0 | 8,800,000 | |||||
Equity method investments | 138,100,000 | 360,000,000 | ||||||
Impairment of equity method investment | $ 0 | 245,300,000 | 0 | |||||
Alon USA Energy, Inc. | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Investment owned, balance, shares (per Share) | shares | 33,700,000 | |||||||
Equity method investment, ownership percentage | 48.00% | 47.00% | ||||||
Noncash or part noncash acquisition, noncash financial or equity instrument consideration, shares issued (per Shares) | shares | 6,000,000 | |||||||
Common stock, par or stated value per share (USD per share) | $ / shares | $ 0.01 | |||||||
Payments to acquire equity method investments | $ 200,000,000 | |||||||
Equity method investment, non-cash consideration | $ 5,000,000 | |||||||
Number of shares contingently issuable (Per Share) | shares | 200,000 | |||||||
Contingent consideration, stock price trigger (USD per share) | $ / shares | $ 50 | |||||||
Equity method investment, contingent consideration, threshold consecutive trading days | 30 days | |||||||
Equity method investments | 259,000,000 | $ 252,600,000 | ||||||
Equity method investment, difference between carrying amount and underlying equity | $ 11,900,000 | |||||||
Impairment of equity method investment | $ 245,300,000 | $ 0 | $ 0 | |||||
Acquisition-date fair value of pre-existing non-controlling interest | $ 449,000,000 | |||||||
Alon USA Energy, Inc. | Loans Payable | Unsecured Promissory Note, Alon | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Debt instrument, face amount | $ 145,000,000 | $ 120,000,000 | ||||||
Joint Ventures | Delek Logistics Partners, LP | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity method investments | 106,500,000 | |||||||
Joint Ventures | Delek Renewables, LLC | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity method investments | 2,200,000 | |||||||
Joint Ventures | Delek US Holdings, Inc. | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity method investment, ownership percentage | 50.00% | |||||||
Equity method investments | $ 29,400,000 | |||||||
Number of joint ventures | joint_venture | 2 | |||||||
Alon USA Energy, Inc. | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Noncash or part noncash acquisition, noncash financial or equity instrument consideration, shares issued (per Shares) | shares | 19,250,795.088 | |||||||
Alon USA Energy, Inc. | Alon USA Energy, Inc. | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Gain on remeasuring equity method investment | $ 196,400,000 | |||||||
Loss on reversal of AOCI | 6,300,000 | |||||||
Gain on remeasurement of equity method investment | $ 190,100,000 |
Equity Method Investments Finan
Equity Method Investments Financial Information (Details) - Alon USA Energy, Inc. - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2017 | Dec. 31, 2016 | |
Balance Sheet Information [Abstract] | ||
Current assets | $ 471.3 | |
Non-current assets | 1,624 | |
Current liabilities | 445.5 | |
Non-current liabilities | 1,067.4 | |
Non-controlling interests | 61.3 | |
Income Statement Information [Abstract] | ||
Net sales | $ 2,269.7 | 3,913.4 |
Gross profit | 351.2 | 536.6 |
Pre-tax income (loss) | 20 | (126.6) |
Net income (loss) | 15 | (79.8) |
Net income (loss) attributable to Alon | $ 9.5 | $ (82.8) |
Discontinued Operations and A78
Discontinued Operations and Assets Held for Sale Narrative (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Nov. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Retail Entities | Discontinued Operations, Disposed of by Sale | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Proceeds from sale of Retail Entities | $ 378.9 | |||
Net liabilities retained from Retail Entities | $ 62.8 | |||
Gain on sale of Retail Entities | $ 134.1 | $ 134.1 | ||
Period of continuing involvement after disposal | 18 months | |||
Revenue | $ 410.5 | 54.3 | ||
Cash inflows | 411.5 | $ 43.5 | ||
California Discontinued Entities | Discontinued Operations, Held-for-sale | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Disposal group, non-controlling interest | 10.5 | |||
Net loss attributable to non-controlling interest | $ (0.6) |
Discontinued Operations and A79
Discontinued Operations and Assets Held for Sale Components Reflected in Discontinued Operations (Details) - Discontinued Operations, Held-for-sale - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Retail Entities | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Net sales | $ 1,216.3 | $ 1,495.1 | |
Cost of goods sold | (1,041.2) | (1,293.8) | |
Operating expenses | (116.4) | (136.3) | |
General and administrative expenses | (21.8) | (25.5) | |
Depreciation and amortization | (20.4) | (28) | |
Other operating income, net | 0 | 0.4 | |
Interest expense | (6.4) | (6.2) | |
Gain on sale of Retail Entities | 134.1 | 0 | |
Income from discontinued operations before taxes | 144.2 | 5.7 | |
Income tax expense | 57.9 | (0.9) | |
Income from discontinued operations, net of tax | $ 86.3 | $ 6.6 | |
California Discontinued Entities | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Net sales | $ 82.4 | ||
Cost of goods sold | (68.7) | ||
Operating expenses | (14.4) | ||
General and administrative expenses | (6) | ||
Other operating expense, net | (0.2) | ||
Interest expense | (1.7) | ||
Interest income | 0 | ||
Other expense, net | 0 | ||
Income from discontinued operations before taxes | (8.6) | ||
Income tax expense | (2.7) | ||
Income from discontinued operations, net of tax | $ (5.9) |
Discontinued Operations and A80
Discontinued Operations and Assets Held for Sale Assets and Liabilities Included in Held for Sale (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Assets held for sale: | |||
Cash and cash equivalents | $ 10.1 | $ 0 | $ 15 |
Assets held for sale | 160 | 0 | |
Liabilities associated with assets held for sale: | |||
Liabilities associated with assets held for sale | 105.9 | $ 0 | |
California Discontinued Entities | Discontinued Operations, Held-for-sale | |||
Assets held for sale: | |||
Cash and cash equivalents | 10.1 | ||
Accounts receivable | 7.9 | ||
Inventory | 1.9 | ||
Other current assets | 1.3 | ||
Property, plant & equipment, net of accumulated depreciation of $209.5 million as of December 31, 2015 | 130 | ||
Other intangibles, net | 6.6 | ||
Other non-current assets | 2.2 | ||
Assets held for sale | 160 | ||
Liabilities associated with assets held for sale: | |||
Accounts payable | 0 | ||
Accrued expenses and other current liabilities | 9.5 | ||
Deferred tax liabilities | 63.9 | ||
Other non-current liabilities | 32.5 | ||
Liabilities associated with assets held for sale | $ 105.9 |
Inventory Carrying Value (Detai
Inventory Carrying Value (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Refining | ||
Inventory [Line Items] | ||
Refinery raw materials and supplies | $ 308 | $ 145.6 |
Refinery work in process | 79.2 | 37.6 |
Refinery finished goods | 366.4 | 200.3 |
Retail fuel | 8.3 | 0 |
Retail merchandise | 25.6 | 0 |
Logistics | ||
Inventory [Line Items] | ||
Refinery finished goods | $ 20.9 | $ 8.9 |
Inventory Narrative (Details)
Inventory Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Inventory valuation reserves | $ 2.4 | ||
Excess of replacement or current costs over stated LIFO value | 9 | $ 3.5 | |
Cost of goods sold | |||
Lower of cost or market gains (charges) | 14.5 | 33.8 | $ 4.3 |
Effect of LIFO inventory liquidation on income | 0.9 | (2.2) | $ 34.5 |
LIFO inventory | |||
Inventory valuation reserves | $ 1.5 | $ 16 |
Crude Oil Supply and Inventor83
Crude Oil Supply and Inventory Purchase Agreement (Details) bbl in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2017USD ($)bbl / purebbl | Dec. 31, 2016USD ($)bbl | Dec. 31, 2015USD ($) | |
Supply and offtake payable | $ 20.2 | ||
El Dorado Refinery | |||
Purchase settlement payable | $ (0.3) | $ (6.9) | |
Alon Refinery | |||
Purchase settlement payable | $ (4.4) | ||
J. Aron & Company | El Dorado Refinery | |||
Inventory consigned to J Aron (barrels) | bbl | 3 | 2.6 | |
Liability for inventory consigned to J Aron | $ (181.9) | $ (124.6) | |
J. Aron & Company | El Dorado Refinery | Interest Expense | |||
Inventory financing expense | $ 9.7 | $ 9.7 | $ 10.5 |
J. Aron & Company | Alon Refinery | |||
Inventory consigned to J Aron (barrels) | bbl | 3.5 | ||
Liability for inventory consigned to J Aron | $ (253.7) | ||
Oil and gas delivery commitments and contracts, right to terminate, period of required prior notice | 6 months | ||
J. Aron & Company | Alon Refinery | Interest Expense | |||
Inventory financing expense | $ 7.1 | ||
J. Aron & Company | El Dorado Refinery | |||
Maximum barrels per day supplied under supply and offtake agreement (bpd) | 100,000 |
Property, Plant and Equipment84
Property, Plant and Equipment (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 2,772.5 | $ 1,587.6 |
Less: accumulated depreciation | (631.7) | (484.3) |
Property, plant and equipment, net | 2,140.8 | 1,103.3 |
Depreciation expense | 149.5 | 115.1 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 54 | 12.4 |
Building and building improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 67.9 | 32.1 |
Refinery machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 1,823.4 | 982.5 |
Pipelines and terminals | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 314.3 | 302.5 |
Retail store equipment and site improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 75.5 | 10.7 |
Refinery turnaround costs | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 124.8 | 124.2 |
Other equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 108.2 | 89.1 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 204.4 | 34.1 |
Operating Segments | Refining | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 2,112.2 | 1,202.9 |
Less: accumulated depreciation | (474.8) | (370) |
Property, plant and equipment, net | 1,637.4 | 832.9 |
Depreciation expense | 106.8 | 88 |
Operating Segments | Logistics | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 367.2 | 342.4 |
Less: accumulated depreciation | (112.1) | (91.4) |
Property, plant and equipment, net | 255.1 | 251 |
Depreciation expense | 20.9 | 19.7 |
Operating Segments | Retail | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 141.9 | 0 |
Less: accumulated depreciation | (6.7) | 0 |
Property, plant and equipment, net | 135.2 | 0 |
Depreciation expense | 6.6 | 0 |
Corporate, Other and Eliminations | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 151.2 | 42.3 |
Less: accumulated depreciation | (38.1) | (22.9) |
Property, plant and equipment, net | 113.1 | 19.4 |
Depreciation expense | $ 15.2 | $ 7.4 |
Goodwill (Details)
Goodwill (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill [Line Items] | |||
Goodwill impairment | $ 0 | $ 0 | $ 0 |
Accumulated goodwill impairment | 0 | ||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 12,200,000 | 12,200,000 | 11,700,000 |
Acquisitions | 804,400,000 | 0 | 500,000 |
Goodwill, ending balance | 816,600,000 | 12,200,000 | 12,200,000 |
Operating Segments | Refining | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 0 | 0 | 0 |
Acquisitions | 750,900,000 | 0 | 0 |
Goodwill, ending balance | 750,900,000 | 0 | 0 |
Operating Segments | Logistics | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 12,200,000 | 12,200,000 | 11,700,000 |
Acquisitions | 0 | 0 | 500,000 |
Goodwill, ending balance | 12,200,000 | 12,200,000 | 12,200,000 |
Operating Segments | Retail | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 0 | 0 | 0 |
Acquisitions | 30,800,000 | 0 | 0 |
Goodwill, ending balance | 30,800,000 | 0 | 0 |
Corporate, Other and Eliminations | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 0 | 0 | 0 |
Acquisitions | 22,700,000 | 0 | 0 |
Goodwill, ending balance | $ 22,700,000 | $ 0 | $ 0 |
Other Intangible Assets (Detail
Other Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible Assets, Gross | $ 125.4 | $ 46.7 | |
Accumulated Amortization | (24.3) | (20) | |
Intangible assets, net | 101.1 | 26.7 | |
Estimated amortization expense for 2018 | 6.1 | ||
Estimated amortization expense for 2019 | 6 | ||
Estimated amortization expense for 2020 | 6 | ||
Estimated amortization expense for 2021 | 6 | ||
Estimated amortization expense for 2022 | 5.6 | ||
Depreciation and Amortization Expense Adjustment | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense of intangible assets | $ 3.8 | 1.3 | $ 1.3 |
Minimum | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (years) | 5 years | ||
Maximum | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (years) | 15 years | ||
Rights-of-way | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Indefinite-lived intangible assets | $ 30.1 | 17.3 | |
Line space history | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Indefinite-lived intangible assets | 9.6 | $ 7.9 | |
Liquor licenses | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Indefinite-lived intangible assets | 8.5 | ||
Refinery permits | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Indefinite-lived intangible assets | $ 2.1 | ||
Supply contract | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (years) | 11 years 6 months | 11 years 6 months | |
Intangible Assets, Gross | $ 12.2 | $ 12.2 | |
Accumulated Amortization | (12.2) | (11) | |
Intangible assets, net | $ 0 | $ 1.2 | |
Third-party fuel supply agreement | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (years) | 10 years | ||
Intangible Assets, Gross | $ 49 | ||
Accumulated Amortization | (2.4) | ||
Intangible assets, net | $ 46.6 | ||
Capacity contract | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (years) | 8 years | 8 years | |
Intangible Assets, Gross | $ 9.3 | $ 9.3 | |
Accumulated Amortization | (9.2) | (9) | |
Intangible assets, net | $ 0.1 | $ 0.3 | |
Fuel trade name | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (years) | 8 years 8 months | ||
Intangible Assets, Gross | $ 4 | ||
Accumulated Amortization | (0.4) | ||
Intangible assets, net | 3.6 | ||
Below market leases | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible Assets, Gross | 0.6 | ||
Accumulated Amortization | (0.1) | ||
Intangible assets, net | $ 0.5 | ||
Below market leases | Minimum | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (years) | 13 years | ||
Below market leases | Maximum | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (years) | 15 years |
Long-Term Obligations and Not87
Long-Term Obligations and Notes Payable Outstanding Borrowings Schedule (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | |
Debt Instrument [Line Items] | |||
Long-term debt | $ 1,465.6 | $ 832.9 | |
Less: Current portion of long-term debt and notes payable | 590.2 | 84.4 | |
Long-term debt, net of current portion | 875.4 | 748.5 | |
Promissory Notes | |||
Debt Instrument [Line Items] | |||
Long-term debt | 95.1 | 130 | |
Alon Retail Credit Facilities | |||
Debt Instrument [Line Items] | |||
Debt discount | 2.4 | ||
Line of Credit | Lion Term Loan | |||
Debt Instrument [Line Items] | |||
Long-term debt | [1] | 203.4 | 229.7 |
Line of Credit | Alon Partnership Credit Facility | |||
Debt Instrument [Line Items] | |||
Long-term debt | 100 | 0 | |
Line of Credit | Alon Term Loan Credit Facilities | |||
Debt Instrument [Line Items] | |||
Debt discount | 0.6 | ||
Line of Credit | Alon Retail Credit Facilities | |||
Debt Instrument [Line Items] | |||
Long-term debt | [2] | 86.1 | 0 |
Senior Notes | DKL Notes | |||
Debt Instrument [Line Items] | |||
Long-term debt | [3] | 242.7 | 0 |
Deferred financing costs | 5.6 | ||
Debt discount | 1.7 | ||
Senior Notes | Convertible Notes | |||
Debt Instrument [Line Items] | |||
Long-term debt | [4] | 146 | 0 |
Debt discount | 4 | ||
Secured Debt | Wells Term Loan | |||
Debt Instrument [Line Items] | |||
Deferred financing costs | 0.1 | 0.1 | |
Debt discount | 0.3 | 0.5 | |
Secured Debt | Lion Term Loan | |||
Debt Instrument [Line Items] | |||
Deferred financing costs | 2.1 | 3 | |
Debt discount | 0.8 | 1.1 | |
Secured Debt | Alon Partnership Term Loan | |||
Debt Instrument [Line Items] | |||
Long-term debt | 237.5 | 0 | |
Secured Debt | Alon Term Loan Credit Facilities | |||
Debt Instrument [Line Items] | |||
Long-term debt | [5] | 72.4 | 0 |
Revolving Credit Facility | Line of Credit | DKL Revolver | |||
Debt Instrument [Line Items] | |||
Long-term debt | 179.9 | 392.6 | |
Revolving Credit Facility | Line of Credit | Wells Revolving Loan | |||
Debt Instrument [Line Items] | |||
Long-term debt | 45 | 0 | |
Revolving Credit Facility | Line of Credit | Reliant Bank Revolver | |||
Debt Instrument [Line Items] | |||
Long-term debt | 17 | 17 | |
Term loan facility | Secured Debt | Wells Term Loan | |||
Debt Instrument [Line Items] | |||
Long-term debt | [6] | $ 40.5 | $ 63.6 |
[1] | The Lion Term Loan is net of deferred financing cost of $2.1 million and $3.0 million as of December 31, 2017 and 2016, respectively, and debt discount of $0.8 million and $1.1 million, as of December 31, 2017 and 2016, respectively. | ||
[2] | The Alon Retail Credit Facilities are net of debt discount of $2.4 million at December 31, 2017. | ||
[3] | The DKL Notes are net of deferred financing costs of $5.6 million and debt discount of $1.7 million at December 31, 2017. | ||
[4] | The Convertible Notes are net of debt discount of $4.0 million at December 31, 2017 | ||
[5] | The Alon Term Loan Credit Facilities are net of debt discount of $0.6 million at December 31, 2017. | ||
[6] | The Wells Term Loan is net of deferred financing costs of a nominal amount and $0.1 million as of December 31, 2017 and 2016, and debt discount of $0.3 million and $0.5 million as of December 31, 2017 and 2016, respectively. |
Long-Term Obligations and Not88
Long-Term Obligations and Notes Payable Debt Maturity Schedule (Details) $ in Millions | Dec. 31, 2017USD ($) |
Debt Instrument [Line Items] | |
2,018 | $ 597.7 |
2,019 | 351.4 |
2,020 | 197.3 |
2,021 | 70.4 |
2,022 | 16.3 |
Thereafter | 250 |
Total | 1,483.1 |
DKL Revolver | |
Debt Instrument [Line Items] | |
2,018 | 0 |
2,019 | 179.9 |
2,020 | 0 |
2,021 | 0 |
2,022 | 0 |
Thereafter | 0 |
Total | 179.9 |
DKL Notes | |
Debt Instrument [Line Items] | |
2,018 | 0 |
2,019 | 0 |
2,020 | 0 |
2,021 | 0 |
2,022 | 0 |
Thereafter | 250 |
Total | 250 |
Wells Term Loan | |
Debt Instrument [Line Items] | |
2,018 | 23.3 |
2,019 | 17.5 |
2,020 | 0 |
2,021 | 0 |
2,022 | 0 |
Thereafter | 0 |
Total | 40.8 |
Wells Revolving Loan | |
Debt Instrument [Line Items] | |
2,018 | 0 |
2,019 | 0 |
2,020 | 0 |
2,021 | 45 |
2,022 | 0 |
Thereafter | 0 |
Total | 45 |
Reliant Bank Revolver | |
Debt Instrument [Line Items] | |
2,018 | 17 |
2,019 | 0 |
2,020 | 0 |
2,021 | 0 |
2,022 | 0 |
Thereafter | 0 |
Total | 17 |
Promissory Notes | |
Debt Instrument [Line Items] | |
2,018 | 25 |
2,019 | 25.1 |
2,020 | 25 |
2,021 | 20 |
2,022 | 0 |
Thereafter | 0 |
Total | 95.1 |
Lion Term Loan | |
Debt Instrument [Line Items] | |
2,018 | 27.5 |
2,019 | 27.5 |
2,020 | 151.3 |
2,021 | 0 |
2,022 | 0 |
Thereafter | 0 |
Total | 206.3 |
Alon Partnership Credit Facility | |
Debt Instrument [Line Items] | |
2,018 | 100 |
2,019 | 0 |
2,020 | 0 |
2,021 | 0 |
2,022 | 0 |
Thereafter | 0 |
Total | 100 |
Alon Partnership Term Loan | |
Debt Instrument [Line Items] | |
2,018 | 237.5 |
2,019 | 0 |
2,020 | 0 |
2,021 | 0 |
2,022 | 0 |
Thereafter | 0 |
Total | 237.5 |
Convertible Notes | |
Debt Instrument [Line Items] | |
2,018 | 150 |
2,019 | 0 |
2,020 | 0 |
2,021 | 0 |
2,022 | 0 |
Thereafter | 0 |
Total | 150 |
Alon Term Loan Credit Facilities | |
Debt Instrument [Line Items] | |
2,018 | 9.3 |
2,019 | 21 |
2,020 | 21 |
2,021 | 5.4 |
2,022 | 16.3 |
Thereafter | 0 |
Total | 73 |
Alon Retail Credit Facilities | |
Debt Instrument [Line Items] | |
2,018 | 8.1 |
2,019 | 80.4 |
2,020 | 0 |
2,021 | 0 |
2,022 | 0 |
Thereafter | 0 |
Total | $ 88.5 |
Long-Term Obligations and Not89
Long-Term Obligations and Notes Payable Lines of Credit Narrative (Details) - USD ($) | May 23, 2017 | Dec. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | May 26, 2016 | |
Debt Instrument [Line Items] | ||||||
Long-term debt | $ 1,465,600,000 | $ 832,900,000 | ||||
Long-term debt, gross | 1,483,100,000 | |||||
DKL Revolver | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | 179,900,000 | |||||
DKL Notes | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | 250,000,000 | |||||
Wells Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | 40,800,000 | |||||
Wells Revolving Loan | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | 45,000,000 | |||||
Reliant Bank Revolver | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | 17,000,000 | |||||
Senior Notes | DKL Notes | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | [1] | 242,700,000 | 0 | |||
Debt instrument, face amount | $ 250,000,000 | |||||
Interest rate, stated percentage | 6.75% | |||||
Change In control, redemption price | 101.00% | |||||
Long-term debt, gross | $ 250,000,000 | |||||
Revolving Credit Facility | Line of Credit | DKL Revolver | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | 179,900,000 | 392,600,000 | ||||
Revolving Credit Facility | Line of Credit | Wells ABL | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity under accordion feature | 725,000,000 | |||||
Principal amount of the Holdings Note | $ 15,000,000 | |||||
Unused capacity, commitment fee percentage | 0.38% | |||||
Unused credit commitments | $ 308,500,000 | |||||
Revolving Credit Facility | Line of Credit | Wells Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Weighted average interest rate (percentage) | 5.30% | |||||
Delayed single draw term loan | $ 70,000,000 | |||||
Revolving Credit Facility | Line of Credit | Wells Revolving Loan | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | $ 450,000,000 | |||||
Weighted average interest rate (percentage) | 5.00% | |||||
Long-term debt | $ 45,000,000 | 0 | ||||
Revolving Credit Facility | Line of Credit | Reliant Bank Revolver | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | $ 17,000,000 | |||||
Unused capacity, commitment fee percentage | 0.50% | |||||
Long-term debt | $ 17,000,000 | 17,000,000 | ||||
Unused credit commitments | $ 0 | |||||
Interest rate, stated percentage | 5.25% | |||||
Revolving Credit Facility | Secured Debt | Wells Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Periodic payment, principal | $ 5,800,000 | |||||
Letter of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | 125,800,000 | |||||
Letter of Credit | Line of Credit | Wells Revolving Loan | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | 200,000,000 | |||||
Issued letters of credit | 96,500,000 | |||||
Revolving Credit Facility, Swing Line Loan | Line of Credit | Wells Revolving Loan | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | 45,000,000 | |||||
Term loan facility | Secured Debt | Wells Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | [2] | 40,500,000 | $ 63,600,000 | |||
Long-term debt, gross | 40,800,000 | |||||
Redemption, period one | Senior Notes | DKL Notes | ||||||
Debt Instrument [Line Items] | ||||||
Percentage of principal amount redeemed | 35.00% | |||||
Percentage of redemption price redeemed | 106.75% | |||||
Redemption, period two | Senior Notes | DKL Notes | ||||||
Debt Instrument [Line Items] | ||||||
Percentage of redemption price redeemed | 105.063% | |||||
Redemption, period three | Senior Notes | DKL Notes | ||||||
Debt Instrument [Line Items] | ||||||
Percentage of redemption price redeemed | 103.375% | |||||
Redemption, period four | Senior Notes | DKL Notes | ||||||
Debt Instrument [Line Items] | ||||||
Percentage of redemption price redeemed | 101.688% | |||||
Redemption, period five | Senior Notes | DKL Notes | ||||||
Debt Instrument [Line Items] | ||||||
Percentage of redemption price redeemed | 100.00% | |||||
Fifth Third Bank | Revolving Credit Facility | Line of Credit | DKL Revolver | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | 700,000,000 | |||||
Maximum borrowing capacity under accordion feature | 800,000,000 | |||||
Principal amount of the Holdings Note | $ 102,000,000 | |||||
Weighted average interest rate (percentage) | 4.30% | |||||
Unused capacity, commitment fee percentage | 0.50% | |||||
Unused credit commitments | $ 511,100,000 | |||||
Fifth Third Bank | Letter of Credit | Line of Credit | DKL Revolver | ||||||
Debt Instrument [Line Items] | ||||||
Issued letters of credit | $ 9,000,000 | |||||
[1] | The DKL Notes are net of deferred financing costs of $5.6 million and debt discount of $1.7 million at December 31, 2017. | |||||
[2] | The Wells Term Loan is net of deferred financing costs of a nominal amount and $0.1 million as of December 31, 2017 and 2016, and debt discount of $0.3 million and $0.5 million as of December 31, 2017 and 2016, respectively. |
Long-Term Obligations and Not90
Long-Term Obligations and Notes Payable Promissory Notes Narrative (Details) - USD ($) | Oct. 22, 2015 | May 14, 2015 | Apr. 29, 2011 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 22, 2015 |
Debt Instrument [Line Items] | ||||||
Long-term debt | $ 1,465,600,000 | $ 832,900,000 | ||||
Retail Company Loan Due 2019 | ||||||
Debt Instrument [Line Items] | ||||||
Loans payable | $ 100,000 | |||||
Weighted average interest rate (percentage) | 9.70% | |||||
Notes Payable, Other Payables [Member] | Ergon Note | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | $ 50,000,000 | |||||
Interest rate, stated percentage | 4.00% | |||||
Periodic payment, principal | $ 10,000,000 | |||||
Alon USA Energy, Inc. | Loans Payable | Unsecured Promissory Note, Alon | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | $ 145,000,000 | $ 120,000,000 | ||||
Interest rate, stated percentage | 5.50% | |||||
Periodic payment, principal | $ 25,000,000 | |||||
Periodic payment terms, balloon payment to be paid | $ 20,000,000 | |||||
Early repayment of subordinated debt | $ 25,000,000 | |||||
Long-term debt | $ 95,000,000 |
Long-Term Obligations and Not91
Long-Term Obligations and Notes Payable Lion Term Loan Narrative (Details) - USD ($) | May 14, 2015 | Dec. 31, 2017 | May 13, 2015 |
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 1,483,100,000 | ||
Lion Term Loan | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | 206,300,000 | ||
Term loan facility | Secured Debt | Lion Term Loan | |||
Debt Instrument [Line Items] | |||
Periodic payment, principal | $ 6,900,000 | ||
Long-term debt, gross | $ 206,300,000 | ||
Weighted average interest rate (percentage) | 6.20% | ||
Term loan facility | Secured Debt | Lion Term Loan | London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Debt instrument, description of variable rate basis | LIBOR | ||
Term loan facility | Secured Debt | Lion Term Loan | Base Rate | |||
Debt Instrument [Line Items] | |||
Debt instrument, description of variable rate basis | base rate | ||
Term loan facility | Secured Debt | Lion Term Loan | Interest Rate Floor | |||
Debt Instrument [Line Items] | |||
Debt instrument, description of variable rate basis | interest rate floor | ||
Debt instrument, basis spread on variable rate | 5.50% | ||
Fifth Third Bank | Term loan facility | Secured Debt | Lion Term Loan | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 275,000,000 | $ 99,000,000 |
Long-Term Obligations and Not92
Long-Term Obligations and Notes Payable Alon Partnership (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Sep. 30, 2017 | |
Line of Credit | Alon Partnership Credit Facility | ||
Debt Instrument [Line Items] | ||
Line of credit facility, maximum borrowing capacity | $ 240,000,000 | |
Unused capacity, commitment fee percentage | 0.65% | |
Long-term line of credit | $ 100,000,000 | |
Issued letters of credit | 11,900,000 | |
Unused credit commitments | $ 103,600,000 | |
Line of Credit | Alon Partnership Credit Facility | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate (percentage) | 5.50% | |
Secured Debt | Alon Term Loan Credit Facilities | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate (percentage) | 9.60% | |
Debt instrument, face amount | $ 250,000,000 | |
Periodic payment, principal | $ 2,500,000 | |
Debt instrument, basis spread on variable rate | 8.00% | |
Secured debt | $ 237,500,000 | |
Secured Debt | Alon Term Loan Credit Facilities | Eurodollar | ||
Debt Instrument [Line Items] | ||
Debt instrument, basis spread on variable rate | 1.25% |
Long-Term Obligations and Not93
Long-Term Obligations and Notes Payable Alon Convertible Senior Notes (Details) | Jul. 01, 2017USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Jun. 30, 2017$ / shares | Dec. 31, 2016$ / shares |
Debt Instrument [Line Items] | ||||
Common stock, par or stated value per share (USD per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 |
Alon USA Energy, Inc. | ||||
Debt Instrument [Line Items] | ||||
Common stock, par or stated value per share (USD per share) | $ / shares | $ 0.01 | |||
Alon USA Energy, Inc. | ||||
Debt Instrument [Line Items] | ||||
Interest rate, stated percentage | 3.00% | |||
Equity interest issued per acquiree share | shares | 0.504 | 0.504 | ||
Senior Notes | Alon Convertible Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Interest rate, stated percentage | 3.00% | |||
Debt instrument, face amount | $ 150,000,000 | |||
Convertible, amount of principal for conversion ratio | $ 1,000 | |||
Convertible, amount of shares for conversion ratio | shares | 74.4820 | |||
Convertible, conversion price (USD per share) | $ / shares | $ 27 | |||
Convertible, conversion ratio | 37.5389 | |||
Convertible, beneficial conversion feature | $ 26,600,000 | |||
Purchased Options, number of securities called by purchased options | shares | 5,600,000 | |||
Purchased Options balance | $ 23,300,000 | |||
Number of securities called by warrants (in shares) | shares | 5,600,000 | |||
Adjusted strike price of warrants (USD per share) | $ / shares | $ 34.95 | |||
Warrants outstanding | $ 14,300,000 |
Long-Term Obligations and Not94
Long-Term Obligations and Notes Payable Alon Term Loan Credit Facilities (Details) - Secured Debt - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Mar. 27, 2014 | |
Alon Energy Term Loan | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | $ 25,000,000 | |
Periodic payment, principal | $ 400,000 | |
Alon Energy Term Loan | London Interbank Offered Rate (LIBOR) | ||
Debt Instrument [Line Items] | ||
Debt instrument, basis spread on variable rate | 3.75% | |
New Alon Energy Term Loan | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | $ 38,000,000 | |
Periodic payment, principal | $ 1,400,000 | |
Weighted average interest rate (percentage) | 5.40% | |
Secured debt | $ 38,000,000 | |
New Alon Energy Term Loan | London Interbank Offered Rate (LIBOR) | ||
Debt Instrument [Line Items] | ||
Debt instrument, basis spread on variable rate | 3.75% | |
Along Asphalt Term Loan | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | $ 35,000,000 | |
Periodic payment, principal | $ 3,900,000 | |
Weighted average interest rate (percentage) | 5.20% | |
Secured debt | $ 35,000,000 | |
Along Asphalt Term Loan | London Interbank Offered Rate (LIBOR) | ||
Debt Instrument [Line Items] | ||
Debt instrument, basis spread on variable rate | 3.75% |
Long-Term Obligations and Not95
Long-Term Obligations and Notes Payable Alon Energy Letter of Credit Facility (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Nov. 30, 2017 | Nov. 29, 2017 | |
Alon Energy Letter of Credit Facility | |||
Debt Instrument [Line Items] | |||
Issued letters of credit outstanding | $ 6,500,000 | ||
Letter of Credit | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | 125,800,000 | ||
Letter of Credit | Alon Energy Letter of Credit Facility | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 45,000,000 | $ 60,000,000 | |
Pledged assets separately reported, securities pledged under letter of credit facilities, at fair value | $ 100,000,000 | ||
Unused capacity, commitment fee percentage | 0.85% |
Long-Term Obligations and Not96
Long-Term Obligations and Notes Payable Retail Credit Facility (Details) | 1 Months Ended | 12 Months Ended |
Aug. 31, 2015USD ($) | Dec. 31, 2017USD ($)store | |
NEW MEXICO | ||
Debt Instrument [Line Items] | ||
Number of stores | store | 14 | |
Alon Retail Credit Facilities | ||
Debt Instrument [Line Items] | ||
Proceeds from issuance of secured debt | $ 11,000,000 | |
Secured Debt | Alon Retail Credit Facilities | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | $ 110,000,000 | |
Weighted average interest rate (percentage) | 3.80% | |
Secured debt | $ 88,500,000 | |
Line of Credit | Alon Retail Credit Facilities | ||
Debt Instrument [Line Items] | ||
Line of credit, incremental borrowing available | $ 30,000,000 | |
Debt instrument, term (in years) | 15 years | |
Line of Credit | Alon Retail Credit Facilities | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Line of credit facility, maximum borrowing capacity | $ 10,000,000 | |
Line of credit, incremental borrowing available | $ 30,000,000 | |
Unused capacity, commitment fee percentage | 0.40% | |
Unused credit commitments | $ 10,000,000 |
Long-Term Obligations and Not97
Long-Term Obligations and Notes Payable Restricted Net Assets (Details) $ in Millions | Dec. 31, 2017USD ($) |
Debt Disclosure [Abstract] | |
Amount of restricted net assets for consolidated and unconsolidated subsidiaries | $ 1,753 |
Long-Term Obligations and Not98
Long-Term Obligations and Notes Payable Interest Rate Derivative Instruments Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | |||
Derivative, notional amount | $ 45,000,000 | ||
Derivatives not designated as hedging instruments: | Interest Expense | Interest rate derivatives | |||
Debt Instrument [Line Items] | |||
Changes in estimated fair value | 300,000 | $ 0 | $ 100,000 |
Alon Retail Credit Facilities | Secured Debt | |||
Debt Instrument [Line Items] | |||
Derivative, notional amount | $ 68,300,000 | ||
Percent of outstanding principal, coverage | 77.20% | ||
Secured debt | $ 88,500,000 |
Other Assets and Liabilities Ot
Other Assets and Liabilities Other Current Assets (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Other Assets, Noncurrent [Line Items] | ||
Total | $ 129.9 | $ 49.3 |
Other Current Assets | ||
Other Assets, Noncurrent [Line Items] | ||
Prepaid expenses | 17.6 | 14 |
Short-term derivative assets | 15.9 | 6.8 |
Income and other tax receivables | 75.7 | 19.2 |
RINs Obligation Surplus | 1.1 | 4.9 |
Other | 19.6 | 4.4 |
Total | $ 129.9 | $ 49.3 |
Other Assets and Liabilities100
Other Assets and Liabilities Other Non-Current Assets (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Other Assets, Noncurrent [Line Items] | ||
Total | $ 126.8 | $ 80.7 |
Other long-term assets | ||
Other Assets, Noncurrent [Line Items] | ||
Prepaid tax asset | 56.2 | 59.5 |
Deferred financing costs | 5.9 | 8.2 |
Long-term income tax receivables | 2.1 | 7.5 |
Supply and Offtake receivable | 46.3 | 0 |
Other | 16.3 | 5.5 |
Total | $ 126.8 | $ 80.7 |
Other Assets and Liabilities Ac
Other Assets and Liabilities Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Accrued Expenses and Other Current Liabilities [Line Items] | ||
Total | $ 564.9 | $ 229.8 |
Other current liabilities | ||
Accrued Expenses and Other Current Liabilities [Line Items] | ||
Income and other taxes payable | 154.1 | 115.7 |
Short-term derivative liabilities | 54.4 | 26.1 |
Interest payable | 13 | 9.6 |
Employee costs | 46.6 | 7.3 |
Environmental liabilities | 7.2 | 1 |
Product financing agreements | 72.3 | 6 |
RINs Obligation Deficit | 130.8 | 25.6 |
Accrued utilities | 9.4 | 4.2 |
Tank inspection liabilities | 10.7 | 1 |
Other | 66.4 | 33.3 |
Total | $ 564.9 | $ 229.8 |
Other Assets and Liabilities102
Other Assets and Liabilities Other Non-Current Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Other Non-Current Liabilities [Line Items] | ||||
Liability for unrecognized tax benefits | $ 6.1 | $ 1.7 | $ 0.2 | $ 2.7 |
Total | 83 | 26 | ||
Other Noncurrent Liabilities | ||||
Other Non-Current Liabilities [Line Items] | ||||
Pension and other postemployment benefit liabilities, net | 37 | 0 | ||
Long-term derivative liabilities | 0.9 | 17.3 | ||
Liability for unrecognized tax benefits | 6.1 | 1.7 | ||
Above-market lease | 11.2 | 0 | ||
Tank inspection liabilities | 11.7 | 1.3 | ||
Other | 16.1 | 5.7 | ||
Total | $ 83 | $ 26 |
Equity Based Compensation Narra
Equity Based Compensation Narrative (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | May 05, 2016 | |
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Income tax benefit of equity-based compensation | $ 1,400,000 | $ 1,200,000 | $ 1,300,000 | |
Income tax (expense) benefit of equity-based compensation | (2,900,000) | 1,300,000 | ||
Exercises in period, total intrinsic value | $ 12,200,000 | $ 4,800,000 | $ 13,300,000 | |
Exercise of equity-based awards (shares) | 332,156 | 203,631 | 309,196 | |
Shares paid for tax withholding for share based compensation | 306,659 | 111,536 | 256,684 | |
Taxes paid due to the net settlement of equity-based compensation | $ 5,000,000 | $ 1,500,000 | $ 4,400,000 | |
Delek US 2006 Long-Term Incentive Plan | ||||
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized (in Shares) | 5,053,392 | |||
Delek US 2016 Long-Term Incentive Plan | ||||
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized (in Shares) | 4,400,000 | |||
Delek US 2006 and 2016 Long-Term Incentive Plan | ||||
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost | $ 36,400,000 | |||
Unrecognized compensation cost, period for recognition (years) | 2 years 3 months 18 days | |||
Delek Logistics 2012 Long-Term Incentive Plan | ||||
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost | $ 400,000 | |||
Unrecognized compensation cost, period for recognition (years) | 3 years 4 months 24 days | |||
Alon USA Partners, LP 2012 Long-Term Incentive Plan | ||||
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost | $ 100,000 | |||
Unrecognized compensation cost, period for recognition (years) | 1 year 26 days | |||
General and Administrative Expense | Delek US 2006 and 2016 Long-Term Incentive Plan | ||||
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated share-based compensation expense | $ 15,900,000 | 14,600,000 | 14,700,000 | |
Allocated share-based compensation expense, net of tax | 10,300,000 | 9,500,000 | 9,600,000 | |
General and Administrative Expense | Delek Logistics 2012 Long-Term Incentive Plan | ||||
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated share-based compensation expense | 1,700,000 | 1,700,000 | 1,900,000 | |
Allocated share-based compensation expense, net of tax | 1,100,000 | 1,100,000 | 1,200,000 | |
Retail Entities | Discontinued Operations, Held-for-sale | General and Administrative Expense | Delek US 2006 and 2016 Long-Term Incentive Plan | ||||
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated share-based compensation expense | $ 1,100,000 | $ 1,600,000 | ||
Restricted Common Units | Alon USA Partners, LP 2012 Long-Term Incentive Plan | ||||
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Annual grant | $ 25,000 |
Equity Based Compensation Optio
Equity Based Compensation Option and SAR Assumptions (Details) | 12 Months Ended |
Dec. 31, 2017$ / shares | |
2017 Grants Graded Vesting | |
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility, minimum | 47.49% |
Expected volatility, maximum | 49.18% |
Risk free rate, minimum | 0.60% |
Risk free rate, maximum | 2.58% |
Fair value per share | $ 8.08 |
2017 Grants Graded Vesting | Minimum | |
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Dividend yield | 2.41% |
Expected term | 4 years 4 months 13 days |
2017 Grants Graded Vesting | Maximum | |
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Dividend yield | 3.72% |
Expected term | 4 years 9 months 26 days |
2016 Grants Graded Vesting | |
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility, minimum | 51.31% |
Expected volatility, maximum | 54.12% |
Risk free rate, minimum | 0.18% |
Risk free rate, maximum | 2.47% |
Fair value per share | $ 5.67 |
2016 Grants Graded Vesting | Minimum | |
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Dividend yield | 1.84% |
Expected term | 4 years 9 months |
2016 Grants Graded Vesting | Maximum | |
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Dividend yield | 3.72% |
Expected term | 4 years 10 months 13 days |
2015 Grants Graded Vesting | |
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility, minimum | 48.94% |
Expected volatility, maximum | 52.15% |
Risk free rate, minimum | 0.01% |
Risk free rate, maximum | 2.50% |
Fair value per share | $ 11.72 |
2015 Grants Graded Vesting | Minimum | |
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Dividend yield | 2.01% |
Expected term | 4 years 8 months 9 days |
2015 Grants Graded Vesting | Maximum | |
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Dividend yield | 2.49% |
Expected term | 4 years 10 months 13 days |
Equity Based Compensation Stock
Equity Based Compensation Stock Option and SAR Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Equity-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Options and SARs outstanding, beginning of year (shares) | 2,568,383 | 3,032,143 | 2,696,586 |
Granted (shares) | 2,460,500 | 347,800 | 953,850 |
Exercised (shares) | (303,049) | (68,510) | (344,193) |
Forfeited (shares) | (534,827) | (743,050) | (274,100) |
Options and SARs outstanding, end of year (shares) | 4,191,007 | 2,568,383 | 3,032,143 |
Vested options and SARS exercisable, December 31, 2016 (shares) | 1,480,182 | ||
Equity-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | |||
Options and SARs Outstanding, weighted-average exercise price, Beginning of year (usd per share) | $ 26.56 | $ 28.60 | $ 25.61 |
Granted, weighted-average exercise price (usd per share) | 25.95 | 16.26 | 34.42 |
Exercised, weighted-average exercise price (usd per share) | 17.04 | 14.69 | 18.89 |
Forfeited,weighted-average exercise price (usd per share) | 28 | 31.17 | 31.64 |
Options and SARs Outstanding, weighted-average exercise price, End of year (usd per share) | 26.71 | $ 26.56 | $ 28.60 |
Vested options and SARS exercisable, December 31, 2016, weighted-average exercise price (usd per share) | $ 25.44 | ||
Options and SARs outstanding, December 31, 2016, weighted-average contractual term (usd per share) | 7 years 10 months 24 days | ||
Vested options and SARs exercisable, December 31, 2016, weighted-average contractual term (year) | 5 years 5 months 9 days | ||
Options and SARs outstanding, December 31, 2016, average intrinsic value (year) | $ 5.8 | ||
Vested options and SARs exercisable, December 31, 2016, average intrinsic value (usd per share) | $ 14.1 |
Equity Based Compensation Restr
Equity Based Compensation Restricted Stock Units (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Equity-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Non-vested RSUs, beginning of year (shares) | 881,813 | 384,567 | 416,999 |
Granted (shares) | 614,035 | 858,296 | 192,679 |
Vested (shares) | (351,713) | (246,657) | (221,687) |
Forfeited (shares) | (78,676) | (114,393) | (3,424) |
Performance Not Achieved (shares) | (5,789) | ||
Non-vested RSUs, end of year (shares) | 1,059,670 | 881,813 | 384,567 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | |||
Non-vested RSUs, weighted-average grant price, Beginning of year (usd per share) | $ 19.08 | $ 33.60 | $ 23.19 |
Granted, weighted-average grant price (usd per share) | 31.56 | 12.94 | 41.23 |
Vested, weighted-average grant price (usd per share) | 21.95 | 21.17 | 20.61 |
Forfeited, weighted-average grant price (usd per share) | 13.44 | 17.23 | 36.53 |
Performance not achieved, weighted-average grant price (usd per share) | 38.03 | ||
Non-vested RSUs, weighted-average grant price, End of year (usd per share) | $ 25.68 | $ 19.08 | $ 33.60 |
2017 Grants | Performance Shares | |||
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility, minimum | 44.03% | ||
Expected volatility, maximum | 46.54% | ||
Risk free rate, minimum | 1.43% | ||
Risk free rate, maximum | 1.93% | ||
Fair value per share | $ 37.80 | ||
2017 Grants | Performance Shares | Minimum | |||
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term | 2 years 22 days | ||
2017 Grants | Performance Shares | Maximum | |||
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term | 3 years 22 days | ||
2016 Grants | Performance Shares | |||
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility | 41.77% | ||
Expected term | 2 years 9 months 22 days | ||
Risk free rate | 1.08% | ||
Fair value per share | $ 14.31 | ||
2015 Grants | Performance Shares | |||
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility, minimum | 37.19% | ||
Expected volatility, maximum | 39.18% | ||
Risk free rate, minimum | 0.97% | ||
Risk free rate, maximum | 1.02% | ||
Fair value per share | $ 52.17 | ||
2015 Grants | Performance Shares | Minimum | |||
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term | 2 years 6 months 22 days | ||
2015 Grants | Performance Shares | Maximum | |||
Equity-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term | 2 years 9 months 22 days |
Segment Data Narrative (Details
Segment Data Narrative (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017USD ($)bbl / pure | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Segment Reporting Information [Line Items] | |||
Revenue from related parties | $ 0 | $ 292.1 | $ 511.5 |
Refining Marketing Services | Logistics | |||
Segment Reporting Information [Line Items] | |||
Revenue from related parties | 20.4 | 16.9 | 15.2 |
Crude Transportation and Storage Fees | Logistics | |||
Segment Reporting Information [Line Items] | |||
Revenue from related parties | 129.6 | 123.2 | 121.6 |
RIN Sales | Refining | |||
Segment Reporting Information [Line Items] | |||
Revenue from related parties | 5.6 | 6.7 | 5.8 |
Asphalt | |||
Segment Reporting Information [Line Items] | |||
Revenue from related parties | 11.8 | ||
Operating Segments | Refining | |||
Segment Reporting Information [Line Items] | |||
Revenue from related parties | 256.1 | 318.1 | 619.4 |
Operating Segments | Logistics | |||
Segment Reporting Information [Line Items] | |||
Revenue from related parties | $ 155.8 | 146.8 | 142.7 |
Refining | |||
Segment Reporting Information [Line Items] | |||
Combined capacity of Tyler and El Dorado Refineries | 155,000 | ||
Tyler Refinery | |||
Segment Reporting Information [Line Items] | |||
Combined capacity of Tyler and El Dorado Refineries | 75,000 | ||
El Dorado Refinery | |||
Segment Reporting Information [Line Items] | |||
Combined capacity of Tyler and El Dorado Refineries | 80,000 | ||
Alon USA Energy, Inc. | Refining Marketing Services | Refining | |||
Segment Reporting Information [Line Items] | |||
Revenue from related parties | $ 2.6 | ||
Alon USA Energy, Inc. | Refining Marketing Services | Logistics | |||
Segment Reporting Information [Line Items] | |||
Revenue from related parties | $ 0.2 | ||
Alon USA Energy, Inc. | Big Spring Refinery | |||
Segment Reporting Information [Line Items] | |||
Combined capacity of Tyler and El Dorado Refineries | 73,000 | ||
Alon USA Energy, Inc. | Krotz Spring Refinery | |||
Segment Reporting Information [Line Items] | |||
Combined capacity of Tyler and El Dorado Refineries | 74,000 | ||
Alon USA Energy, Inc. | Paramount and Long Beach Refinery | |||
Segment Reporting Information [Line Items] | |||
Combined capacity of Tyler and El Dorado Refineries | 3,000 | ||
Discontinued Operations, Held-for-sale | Logistics | |||
Segment Reporting Information [Line Items] | |||
Revenue from related parties | $ 57.5 | ||
Discontinued Operations, Held-for-sale | Retail Entities | |||
Segment Reporting Information [Line Items] | |||
Revenue from related parties | $ 186.8 | $ 292.1 | $ 511.5 |
Operating Performance (Details)
Operating Performance (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales (excluding intercompany fees and sales) | $ 7,267.1 | $ 3,905.8 | $ 4,270.5 | |||||||||
Intercompany fees and sales | 0 | 292.1 | 511.5 | |||||||||
Operating costs and expenses: | ||||||||||||
Cost of goods sold | 6,327.6 | 3,812.9 | 4,236.9 | |||||||||
Operating expenses | 429 | 249.3 | 270.3 | |||||||||
Insurance proceeds — business interruption | 0 | (42.4) | 0 | |||||||||
Segment Contribution Margin | 510.5 | 178.1 | 274.8 | |||||||||
General and administrative expenses | 169.8 | 106.1 | 100.6 | |||||||||
Depreciation and amortization | 153.3 | 116.4 | 106 | |||||||||
Other operating income | 1 | 4.8 | (0.5) | |||||||||
Operating income (loss) | $ 112.4 | $ 90.8 | $ (46.5) | $ 29.8 | $ (44.1) | $ (2.8) | $ 11.3 | $ (13.6) | 186.4 | (49.2) | 68.7 | |
Total assets | [1] | 5,935.2 | 2,979.8 | 5,935.2 | 2,979.8 | |||||||
Capital spending (excluding business combinations) | 177.5 | 46.3 | 191 | |||||||||
Assets of discontinued operations held for sale | 160 | 0 | 160 | 0 | ||||||||
Operating Segments | Refining | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales (excluding intercompany fees and sales) | 6,364.5 | 3,605.1 | 3,820.8 | |||||||||
Intercompany fees and sales | 256.1 | 318.1 | 619.4 | |||||||||
Operating costs and expenses: | ||||||||||||
Cost of goods sold | 5,852.2 | 3,614.1 | 4,022.2 | |||||||||
Operating expenses | 317.7 | 212.4 | 225.4 | |||||||||
Insurance proceeds — business interruption | (42.4) | |||||||||||
Segment Contribution Margin | 450.7 | 139.1 | 192.6 | |||||||||
Total assets | 4,846.5 | 1,942.6 | 4,846.5 | 1,942.6 | ||||||||
Capital spending (excluding business combinations) | 128.2 | 27.9 | 164.5 | |||||||||
Operating Segments | Retail | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales (excluding intercompany fees and sales) | 426.7 | |||||||||||
Intercompany fees and sales | 0 | |||||||||||
Operating costs and expenses: | ||||||||||||
Cost of goods sold | 350.3 | |||||||||||
Operating expenses | 49.6 | |||||||||||
Segment Contribution Margin | 26.8 | |||||||||||
Total assets | 331.4 | 331.4 | ||||||||||
Capital spending (excluding business combinations) | 11.7 | |||||||||||
Operating Segments | Logistics | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales (excluding intercompany fees and sales) | 382.3 | 301.3 | 447 | |||||||||
Intercompany fees and sales | 155.8 | 146.8 | 142.7 | |||||||||
Operating costs and expenses: | ||||||||||||
Cost of goods sold | 372.9 | 302.2 | 436.3 | |||||||||
Operating expenses | 43.3 | 37.2 | 44.9 | |||||||||
Segment Contribution Margin | 121.9 | 108.7 | 108.5 | |||||||||
Total assets | 443.5 | 415.5 | 443.5 | 415.5 | ||||||||
Capital spending (excluding business combinations) | 18.4 | 11.8 | 18.6 | |||||||||
Corporate And Eliminations | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales (excluding intercompany fees and sales) | 93.6 | (0.6) | 2.7 | |||||||||
Intercompany fees and sales | (411.9) | (172.8) | (250.6) | |||||||||
Operating costs and expenses: | ||||||||||||
Cost of goods sold | (247.8) | (103.4) | (221.6) | |||||||||
Operating expenses | 18.4 | (0.3) | 0 | |||||||||
Segment Contribution Margin | (88.9) | (69.7) | (26.3) | |||||||||
Total assets | $ 313.8 | $ 621.7 | 313.8 | 621.7 | ||||||||
Capital spending (excluding business combinations) | 19.2 | 6.6 | 7.9 | |||||||||
Discontinued Operations, Held-for-sale | Logistics | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Intercompany fees and sales | 57.5 | |||||||||||
Discontinued Operations, Held-for-sale | Retail Entities | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Intercompany fees and sales | 186.8 | 292.1 | 511.5 | |||||||||
Operating costs and expenses: | ||||||||||||
Capital spending (excluding business combinations) | $ 2.6 | $ 14.4 | $ 27.6 | |||||||||
[1] | All but approximately $20.0 million of the assets of the Alon Partnership (a consolidated variable interest entity, as discussed in Note 2) are restricted for the use of settlement of the obligations of the Alon Partnership. See Note 4 for further information regarding assets and liabilities of the Alon Partnership and Note 25 regarding acquisition of the non-controlling interest in the Alon Partnership on February 7, 2018. |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Decrease in renewable identification numbers obligation and related cost of goods sold | $ 47.5 | |
Supply and offtake payable | $ 20.2 | |
Cash collateral | 10 | 14.7 |
Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 180.5 | 58 |
Liabilities | (795.2) | (274.8) |
Net assets (liabilities) | (614.7) | (216.8) |
Fair Value, Measurements, Recurring | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 180.5 | 58 |
Liabilities | (795.2) | (274.8) |
Net assets (liabilities) | (614.7) | (216.8) |
Fair Value, Measurements, Recurring | OTC commodity swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 178 | 53.1 |
Liabilities | (203.9) | (103.6) |
Fair Value, Measurements, Recurring | OTC commodity swaps | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 178 | 53.1 |
Liabilities | (203.9) | (103.6) |
Fair Value, Measurements, Recurring | RIN Commitment Contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 1.4 | |
Liabilities | (24) | (0.8) |
Fair Value, Measurements, Recurring | RIN Commitment Contracts | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 1.4 | |
Liabilities | (24) | (0.8) |
Fair Value, Measurements, Recurring | Interest rate derivatives | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | (0.9) | |
Fair Value, Measurements, Recurring | Interest rate derivatives | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | (0.9) | |
Fair Value, Measurements, Recurring | RINs Obligation | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 1.1 | 4.9 |
Liabilities | (130.8) | (25.6) |
Fair Value, Measurements, Recurring | RINs Obligation | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 1.1 | 4.9 |
Liabilities | (130.8) | (25.6) |
Fair Value, Measurements, Recurring | J. Aron Step-out Liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | (435.6) | (144.8) |
Fair Value, Measurements, Recurring | J. Aron Step-out Liability | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | $ (435.6) | $ (144.8) |
Derivative Instruments - Deriva
Derivative Instruments - Derivative Assets and Liabilities (Details) bbl in Thousands, $ in Millions | Dec. 31, 2017USD ($)bblrins | Dec. 31, 2016USD ($)bblrins | |
Derivatives, Fair Value [Line Items] | |||
Assets | $ 179.4 | $ 53.1 | |
Less: Counterparty netting and cash collateral, assets | [1] | 163.5 | 46.3 |
Total net fair value of derivative assets | 15.9 | 6.8 | |
Liabilities | (228.8) | (104.4) | |
Less: Counterparty netting and cash collateral, liabilities | [1] | (173.6) | (61) |
Total net fair value of derivative liabilities | (55.2) | (43.4) | |
Footnote [Abstract] | |||
Cash collateral | $ 10 | $ 14.7 | |
OTC commodity swaps | |||
Footnote [Abstract] | |||
Derivative open contract | bbl | 35,978 | 9,348 | |
OTC commodity swaps | Derivatives not designated as hedging instruments: | Other current assets | |||
Derivatives, Fair Value [Line Items] | |||
Assets | [2] | $ 164.6 | $ 37.4 |
Liabilities | [2] | (162) | (30.6) |
OTC commodity swaps | Derivatives not designated as hedging instruments: | Other current liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Assets | [2] | 13.4 | 14.4 |
Liabilities | [2] | $ (28.3) | $ (35.2) |
OTC commodity swaps | Derivatives designated as hedging instruments: | |||
Footnote [Abstract] | |||
Derivative open contract | bbl | 575 | 3,392 | |
OTC commodity swaps | Derivatives designated as hedging instruments: | Other current assets | |||
Derivatives, Fair Value [Line Items] | |||
Assets | [2] | $ 0 | $ 0.1 |
Liabilities | [2] | 0 | (2.5) |
OTC commodity swaps | Derivatives designated as hedging instruments: | Other long-term assets | |||
Derivatives, Fair Value [Line Items] | |||
Assets | [2] | 0 | 0 |
Liabilities | [2] | 0 | 0 |
OTC commodity swaps | Derivatives designated as hedging instruments: | Other current liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Assets | [2] | 0 | 1.2 |
Liabilities | [2] | (13.6) | (18) |
OTC commodity swaps | Derivatives designated as hedging instruments: | Other long-term liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Assets | [2] | 0 | 0 |
Liabilities | [2] | 0 | (17.3) |
RIN Commitment Contracts | Derivatives not designated as hedging instruments: | Other current assets | |||
Derivatives, Fair Value [Line Items] | |||
Assets | [3] | 1.4 | 0 |
Liabilities | [3] | $ 0 | $ 0 |
Footnote [Abstract] | |||
Derivative open contract | rins | 163,361,320 | 36,750,000 | |
RIN Commitment Contracts | Derivatives not designated as hedging instruments: | Other current liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Assets | [3] | $ 0 | $ 0 |
Liabilities | [3] | (24) | (0.8) |
Interest rate derivatives | Derivatives designated as hedging instruments: | Other long-term liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Assets | 0 | 0 | |
Liabilities | $ (0.9) | $ 0 | |
[1] | As of December 31, 2017 and 2016, $10.0 million and $14.7 million, respectively, of cash collateral held by counterparties has been netted with the derivatives with each counterparty. | ||
[2] | As of December 31, 2017 and 2016, we had open derivative positions representing 35,978,000 and 9,348,000 barrels, respectively, of crude oil and refined petroleum products. Of these open positions, contracts representing 575,000 and 3,392,000 barrels were designated as cash flow hedging instruments as of December 31, 2017 and 2016, respectively. | ||
[3] | As of December 31, 2017 and 2016, we had open RIN commitment contracts representing 163,361,320 and 36,750,000 RINs, respectively. |
Derivative Instruments - Der111
Derivative Instruments - Derivatives Gains and Losses (Details) - OTC commodity swaps - Cost of goods sold - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Total | $ (71.2) | $ (46.4) | $ (10.2) |
Derivatives designated as hedging instruments: | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Realized (losses) gains reclassified out of OCI on derivatives designated as cash flow hedging instruments | 38.6 | 27.8 | (0.7) |
Gains (losses) recognized due to cash flow ineffectiveness | 0.5 | 3.1 | (21.5) |
Derivatives not designated as hedging instruments: | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
(Losses) gains on derivatives not designated as hedging instruments | $ (33.1) | $ (21.7) | $ 10.6 |
Derivative Instruments - Narrat
Derivative Instruments - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Derivative [Line Items] | |||
Derivative instruments' gains or losses excluded from assessment of hedge effectiveness | $ 0 | $ 0 | $ 0 |
Amounts reclassified from AOCI into income as a result of the discontinuation of cash flow hedge accounting | 0 | 0 | 0 |
Commodity contract | |||
Derivative [Line Items] | |||
Accumulated other comprehensive gains (losses) from cash flow hedges | 7,600,000 | (16,200,000) | |
Interest Rate Contracts | |||
Derivative [Line Items] | |||
Accumulated other comprehensive gains (losses) from cash flow hedges | 600,000 | ||
Cost of goods sold | Commodity contract | |||
Derivative [Line Items] | |||
Reclassification adjustment from AOCI on derivatives | (25,100,000) | $ (18,100,000) | $ 500,000 |
Gain (loss) to be reclassified within 12 months | (11,700,000) | ||
Interest Expense | Interest Rate Contracts | |||
Derivative [Line Items] | |||
Reclassification adjustment from AOCI on derivatives | 300,000 | ||
Realized (losses) gains reclassified out of OCI on derivatives designated as cash flow hedging instruments | $ 300,000 | ||
Alon Retail Credit Facilities | Secured Debt | |||
Derivative [Line Items] | |||
Percent of outstanding principal, coverage | 77.20% |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Contingency [Line Items] | ||||
Impact of Tax Cuts and Jobs Act adoption | $ 166.9 | $ (166.9) | $ 0 | $ 0 |
Increase in valuation allowance | 13.9 | 2.8 | ||
Valuation allowance | (502.9) | (502.9) | ||
Unrecognized tax benefit that would impact effective tax rate | 4.6 | 4.6 | $ 1.2 | |
Unrecognized tax benefits, interest | 0.5 | |||
State and Local Jurisdiction | ||||
Income Tax Contingency [Line Items] | ||||
Operating loss carryforwards | $ 615.5 | $ 615.5 |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Income Tax Disclosure [Abstract] | ||
Property, plant and equipment, and intangibles | $ 180.9 | $ 214.2 |
Partnership and equity investments | (83.7) | |
Partnership and equity investments | 105 | |
Deferred revenues | (6.5) | (8.4) |
Derivatives and hedging | 4.8 | 18.8 |
Compensation and employee benefits | 15.9 | 9.8 |
Net operating loss carryforwards | 26.5 | 5.3 |
Reserves and accruals | 40.8 | 7.1 |
Inventories | 4.4 | 7.7 |
Other | 0 | 0 |
Valuation allowance | (21.2) | (7.3) |
Total net deferred tax liabilities | $ (199.9) | $ (76.2) |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Tax Expense (Benefit) (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||||
Provision (benefit) for federal income taxes at statutory rate | $ 104.7 | $ (137) | $ 7.5 | |
State income taxes (benefit), net of federal tax provision | 4.9 | (10.2) | 2.4 | |
Income taxes (benefit) attributable to non-controlling interest | (12) | (7.1) | (8.4) | |
Tax credits and incentives | (1.6) | (9.7) | (10.7) | |
Dividends received deduction | (2.8) | (5.7) | (4.2) | |
Executive compensation limitation | 1.5 | 0.3 | 1 | |
Amortization - prepaid taxes | (2.4) | (3.5) | (4.1) | |
Reversal of deferred taxes related to equity method investment in Alon | 45.3 | 0 | 0 | |
Impact of Tax Cuts and Jobs Act adoption | $ 166.9 | (166.9) | 0 | 0 |
Other items | 0.1 | 1.4 | 0.7 | |
Income tax benefit related to continuing operations | $ (29.2) | $ (171.5) | $ (15.8) |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Current | $ 18.8 | $ (18.3) | $ (34.8) |
Deferred | (48) | (153.2) | 19 |
Income tax benefit related to continuing operations | $ (29.2) | $ (171.5) | $ (15.8) |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at the beginning of the year | $ 1.7 | $ 0.2 | $ 2.7 |
Additions based on tax positions related to current year | 0.4 | 1.5 | 0 |
Additions for tax positions related to prior years and acquisitions | 4.2 | 0 | 0 |
Reductions for tax positions related to prior years | (0.2) | 0 | (2.4) |
Reductions for tax positions related to the lapse of applicable statute of limitations | 0 | 0 | (0.1) |
Balance at the end of the year | $ 6.1 | $ 1.7 | $ 0.2 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Numerator for EPS - continuing operations | |||||||||||
Income (loss) from continuing operations | $ 226.9 | $ 118.5 | $ (32.2) | $ 15.3 | $ (32) | $ (163.7) | $ (2.5) | $ (21.5) | $ 328.5 | $ (219.7) | $ 37.1 |
Less: Income (loss) from continuing operations attributed to non-controlling interest | 33.8 | 20.3 | 24.3 | ||||||||
Income (loss) from continuing operations attributable to Delek (numerator for basic EPS - continuing operations attributable to Delek) | 212.9 | (36.6) | 294.7 | (240) | 12.8 | ||||||
Interest on convertible debt, net of tax | $ 0.7 | $ 0 | 0 | 0 | 0 | ||||||
Numerator for diluted EPS - continuing operations attributable to Delek | 294.7 | (240) | 12.8 | ||||||||
Numerator for EPS - discontinued operations | |||||||||||
Income (loss) from discontinued operations | $ (5.9) | $ 86.3 | $ 6.6 | ||||||||
Denominator: | |||||||||||
Weighted average common shares outstanding (in shares) | 81,338,755 | 61,894,229 | 71,566,225 | 61,921,787 | 60,819,771 | ||||||
Dilutive effect of convertible debt | 526,464 | 0 | 0 | 0 | 0 | ||||||
Dilutive effect of warrants | 0 | 0 | 0 | ||||||||
Dilutive effect of stock-based awards | 779,841 | 0 | 736,858 | 0 | 500,799 | ||||||
Weighted average common shares outstanding, assuming dilution (in shares) | 82,645,060 | 61,894,229 | 72,303,083 | 61,921,787 | 61,320,570 | ||||||
EPS: | |||||||||||
Income (loss) from continuing operations (USD per share) | $ 2.62 | $ 1.30 | $ (0.61) | $ 0.18 | $ (0.59) | $ (2.71) | $ (0.14) | $ (0.43) | $ 4.12 | $ (3.88) | $ 0.21 |
(Loss) income from discontinued operations (USD per share) | (0.02) | 1.31 | (0.08) | 1.39 | 0.11 | ||||||
Total basic income (loss) per share (USD per share) | 2.60 | 0.72 | 4.04 | (2.49) | 0.32 | ||||||
Income (loss) from continuing operations (USD per share) | 2.58 | $ 1.29 | $ (0.61) | $ 0.18 | (0.59) | $ (2.71) | $ (0.14) | $ (0.43) | 4.08 | (3.88) | 0.21 |
(Loss) income from discontinued operations (USD per share) | (0.02) | 1.31 | (0.08) | 1.39 | 0.11 | ||||||
Total diluted income (loss) per share (USD per share) | $ 2.56 | $ 0.72 | $ 4 | $ (2.49) | $ 0.32 | ||||||
Stock Compensation Plan, Excluding Loss | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 3,660,354 | 1,984,575 | 0 | 2,297,127 | 2,269,246 | ||||||
Stock Compensation Plan, Loss | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 527,168 | 0 | 276,094 | 0 | ||||||
Total antidilutive stock-based compensation | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 3,660,354 | 2,511,743 | 0 | 2,573,221 | 2,269,246 | ||||||
Convertible Debt Securities, Excluding Loss | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 270,606 | 0 | 0 | ||||||||
Convertible Debt Securities, Loss | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 0 | 0 | ||||||||
Antidilutive Convertible Debt Securities | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 270,606 | 0 | 0 | ||||||||
Warrants, Excluding Loss | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 2,091,560 | 0 | 0 | ||||||||
Warrants, Loss | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 0 | 0 | ||||||||
Antidilutive warrants | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 1,049,682 | 2,091,560 | 0 | 0 |
Business Interruption Insura119
Business Interruption Insurance Proceeds (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Business Interruption Insurance Proceeds [Abstract] | ||||
Proceeds from insurance settlement | $ 49 | |||
Insurance proceeds — business interruption | $ 0 | $ (42.4) | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Litigations (Details) - Alon USA Energy, Inc. $ in Millions | 1 Months Ended | 12 Months Ended | |
Jan. 31, 2018USD ($) | Oct. 31, 2017USD ($)tons | Dec. 31, 2017USD ($) | |
Big Spring Refinery | |||
Site Contingency [Line Items] | |||
Site contingency, negotiation period (in years) | 10 years | ||
Product liability contingency, loss exposure not accrued, best estimate | $ 0.5 | ||
Estimated time frame to resolve contingency (in years) | P5Y | ||
Big Spring Refinery | Subsequent Event | |||
Site Contingency [Line Items] | |||
Payment for penalties | $ 0.4 | ||
Paramount Refinery | |||
Site Contingency [Line Items] | |||
Payment for penalties | $ 0.3 | ||
Number of tons | tons | 350 |
Commitments and Contingencie121
Commitments and Contingencies - Self Insurance (Details) $ in Millions | Dec. 31, 2017USD ($) |
Loss Contingencies [Line Items] | |
Self insurance workers' compensation coverage ceiling per accident | $ 1 |
Self insurance, general liability claims coverage ceiling per occurence | 4 |
Self insurance, medical coverage for employees per claim | 0.3 |
Self insurance, auto liabiity coverage ceiling per accident | 1 |
Maximum | Unasserted Claim | |
Loss Contingencies [Line Items] | |
Deductible for claims, limit | $ 4 |
Commitments and Contingencie122
Commitments and Contingencies - Environmental Health and Safety (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Site Contingency [Line Items] | ||
Accrued environmental liabilities | $ 76.1 | $ 7.2 |
Paramount Refinery Prior Owner Case | ||
Site Contingency [Line Items] | ||
Recorded third-party environmental recoveries, current | 2.3 | |
Other current assets | El Dorado Refinery Prior Owner Case | ||
Site Contingency [Line Items] | ||
Recorded third-party environmental recoveries, current | 0.2 | |
Other current assets | Paramount Refinery Prior Owner Case | ||
Site Contingency [Line Items] | ||
Recorded third-party environmental recoveries, current | 0.1 | |
Other long-term assets | Paramount Refinery Prior Owner Case | ||
Site Contingency [Line Items] | ||
Recorded third-party environmental recoveries, current | 2.2 | |
Other current liabilities | ||
Site Contingency [Line Items] | ||
Accrued environmental loss contingencies | $ 7.2 | $ 1 |
Alon USA Energy, Inc. | Minimum | ||
Site Contingency [Line Items] | ||
Accrual for environmental loss contingencies, discount rate (as a percentage) | 2.31% | |
Alon USA Energy, Inc. | Maximum | ||
Site Contingency [Line Items] | ||
Accrual for environmental loss contingencies, discount rate (as a percentage) | 2.84% | |
Alon USA Energy, Inc. | Big Spring Refinery | ||
Site Contingency [Line Items] | ||
Site contingency, negotiation period (in years) | 10 years | |
Product liability contingency, loss exposure not accrued, best estimate | $ 0.5 | |
Estimated time frame to resolve contingency (in years) | P5Y | |
Tyler Refinery | ||
Site Contingency [Line Items] | ||
Accrual for environmental loss contingencies, discount rate (as a percentage) | 9.00% |
Commitments and Contingencie123
Commitments and Contingencies - Accruals and Estimated Future Payments of Environmental Obligations (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Commitments and Contingencies Disclosure [Abstract] | ||
Undiscounted environmental liabilities | $ 42.4 | $ 5 |
Total accrued environmental liabilities | 76.1 | 7.2 |
2,018 | 1.9 | |
2,019 | 1.9 | |
2,020 | 1.9 | |
2,021 | 1.9 | |
2,022 | 1.9 | |
Thereafter | 37.7 | |
Discounted environmental liabilities, gross | 47.2 | |
Less: Discount applied | 13.5 | |
Discounted environmental liabilities | $ 33.7 | $ 2.2 |
Commitments and Contingencie124
Commitments and Contingencies - Letters of Credit (Details) - Letter of Credit | Dec. 31, 2017USD ($) |
Loss Contingencies [Line Items] | |
Line of credit facility, maximum borrowing capacity | $ 125,800,000 |
Long-term line of credit | $ 0 |
Commitments and Contingencie125
Commitments and Contingencies - Operating Leases (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Operating leases, rent expense | $ 40.9 | $ 31.1 | $ 32.4 |
2,018 | 52.8 | ||
2,019 | 42.7 | ||
2,020 | 35.3 | ||
2,021 | 27.4 | ||
2,022 | 22.2 | ||
Thereafter | 102.5 | ||
Total future minimum rentals | $ 282.9 |
Employees - Narrative (Details)
Employees - Narrative (Details) | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2017USD ($)employee | Dec. 31, 2017USD ($)employee | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Liability for defined benefit plan | $ 38,100,000 | $ 38,100,000 | ||
Employer contribution | 5,300,000 | 5,300,000 | ||
Expected future employer contributions, 2018 | 8,300,000 | 8,300,000 | ||
Employee contributions to the plan | 0 | |||
Defined Benefit Plan, Expected Future Benefit Payment [Abstract] | ||||
Expected benefit payments, 2018 | 9,900,000 | 9,900,000 | ||
Expected benefit payments, 2019 | 5,900,000 | 5,900,000 | ||
Expected benefit payments, 2020 | 6,000,000 | 6,000,000 | ||
Expected benefit payments, 2021 | 6,300,000 | 6,300,000 | ||
Expected benefit payments, 2022 | 6,700,000 | 6,700,000 | ||
Total expected payments | 36,200,000 | $ 36,200,000 | ||
Employer matching contribution, percent | 8.00% | |||
401(k) expense | $ 6,500,000 | $ 3,800,000 | $ 4,300,000 | |
Liability for other postretirement benefit plan | $ 3,900,000 | $ 3,900,000 | ||
Tyler Refinery | Operations and Maintenance Employees | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Number of employees represented by union | employee | 176 | 176 | ||
Tyler Refinery | Truck Drivers | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Number of employees represented by union | employee | 38 | 38 | ||
El Dorado Refinery | Operations and Maintenance Employees | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Number of employees represented by union | employee | 175 | 175 | ||
Loin Oil Company | Truck Drivers | El Dorado | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Number of employees represented by union | employee | 37 | 37 | ||
Loin Oil Company | Truck Drivers | TEXAS | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Number of employees represented by union | employee | 29 | 29 | ||
Big Spring Refinery | Truck Drivers | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Number of employees represented by union | employee | 138 | 138 |
Employees - Financial Informati
Employees - Financial Information Related to Pension Plans (Details) $ in Millions | 6 Months Ended | 12 Months Ended |
Dec. 31, 2017USD ($) | Dec. 31, 2017USD ($) | |
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | ||
Benefit obligation at beginning of the period (July 1, 2017 business combination) | $ 145.2 | |
Service cost | 1.2 | $ 1.2 |
Interest cost | 2.7 | 2.7 |
Actuarial (gain) loss | 6.5 | |
Benefits paid | (2.4) | |
Other (effect of curtailment) | (6.3) | |
Projected benefit obligations at end of year | 146.9 | 146.9 |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | ||
Fair value of plan assets at beginning of the period (July 1, 2017 business combination) | 96.1 | |
Actual gain on plan assets | 9.8 | |
Employer contribution | 5.3 | 5.3 |
Benefits paid | (2.4) | |
Fair value of plan assets at end of year | 108.8 | 108.8 |
Under-funded status at end of year | $ (38.1) | $ (38.1) |
Employees - Amounts Not Recogni
Employees - Amounts Not Recognized Yet (Details) $ in Millions | Dec. 31, 2017USD ($) |
Retirement Benefits [Abstract] | |
Net actuarial gain | $ (0.8) |
Prior service credit | 0 |
Projected benefit obligations at end of year | $ (0.8) |
Employees - Accumulated Benefit
Employees - Accumulated Benefit Obligation In Excess of Fair Value of Plan Assets (Details) $ in Millions | Dec. 31, 2017USD ($) |
Retirement Benefits [Abstract] | |
Projected benefit obligation | $ 146.9 |
Accumulated benefit obligation | 143.8 |
Fair value of plan assets | $ 108.8 |
Employees - Assumptions Used (D
Employees - Assumptions Used (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract] | |
Discount rate | 3.60% |
Rate of compensation increase | 3.00% |
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract] | |
Discount rate | 3.80% |
Expected long-term rate of return on plan assets | 7.45% |
Rate of compensation increase | 3.00% |
Employees - Net Periodic Benefi
Employees - Net Periodic Benefit Cost (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Dec. 31, 2017 | |
Retirement Benefits [Abstract] | ||
Service cost | $ 1.2 | $ 1.2 |
Interest cost | $ 2.7 | 2.7 |
Expected return on plan assets | (2.7) | |
Recognition of gain due to curtailment | (6.1) | |
Net periodic benefit cost | $ (4.9) |
Employees - Fair Value Asset Al
Employees - Fair Value Asset Allocation (Details) | Dec. 31, 2017 |
Defined Benefit Plan Disclosure [Line Items] | |
Weighted-average asset allocation | 100.00% |
Equity securities | |
Defined Benefit Plan Disclosure [Line Items] | |
Weighted-average asset allocation | 78.50% |
Debt securities | |
Defined Benefit Plan Disclosure [Line Items] | |
Weighted-average asset allocation | 13.00% |
Real estate investment trust | |
Defined Benefit Plan Disclosure [Line Items] | |
Weighted-average asset allocation | 8.50% |
Employees - Fair Value of Pensi
Employees - Fair Value of Pension Assets by Category (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Jun. 30, 2017 |
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | $ 108.8 | $ 96.1 |
Quoted Prices in Active Markets For Identical Assets or Liabilities (Level 1) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 99.3 | |
Significant Other Observable Inputs (Level 2) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 9.5 | |
Significant Unobservable Inputs (Level 3) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | |
U.S. companies | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 67.1 | |
U.S. companies | Quoted Prices in Active Markets For Identical Assets or Liabilities (Level 1) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 67.1 | |
U.S. companies | Significant Other Observable Inputs (Level 2) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | |
U.S. companies | Significant Unobservable Inputs (Level 3) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | |
International companies | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 18.3 | |
International companies | Quoted Prices in Active Markets For Identical Assets or Liabilities (Level 1) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 18.3 | |
International companies | Significant Other Observable Inputs (Level 2) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | |
International companies | Significant Unobservable Inputs (Level 3) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | |
Preferred securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 4.6 | |
Preferred securities | Quoted Prices in Active Markets For Identical Assets or Liabilities (Level 1) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 4.6 | |
Preferred securities | Significant Other Observable Inputs (Level 2) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | |
Preferred securities | Significant Unobservable Inputs (Level 3) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | |
Bond securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 9.5 | |
Bond securities | Quoted Prices in Active Markets For Identical Assets or Liabilities (Level 1) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | |
Bond securities | Significant Other Observable Inputs (Level 2) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 9.5 | |
Bond securities | Significant Unobservable Inputs (Level 3) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | |
Real estate securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 9.3 | |
Real estate securities | Quoted Prices in Active Markets For Identical Assets or Liabilities (Level 1) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 9.3 | |
Real estate securities | Significant Other Observable Inputs (Level 2) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | |
Real estate securities | Significant Unobservable Inputs (Level 3) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | $ 0 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 6 Months Ended | 8 Months Ended | 12 Months Ended | |||
Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | ||||||
Revenue from related parties | $ 0 | $ 292.1 | $ 511.5 | |||
Caddo Pipeline, LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Equity method investment, ownership percentage | 50.00% | 50.00% | ||||
Rangeland Rio | ||||||
Related Party Transaction [Line Items] | ||||||
Equity method investment, ownership percentage | 33.00% | 33.00% | ||||
Ownership percentage by other investor | 67.00% | 67.00% | ||||
Alon USA Energy, Inc. | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue from related parties | $ 44.7 | $ 15.2 | 7.5 | |||
Purchases from related party | $ 14.3 | $ 0.3 | 2.9 | |||
Due to related party | 0.1 | |||||
Equity Method Investee | Caddo Pipeline, LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Expenses from transactions with related party | $ 1.6 | |||||
Equity Method Investee | Wright Asphalt Products Company, LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue from related parties | $ 40.9 | |||||
Purchases from related party | 9.1 | |||||
Expenses from transactions with related party | $ 1.8 | |||||
Equity method investment, ownership percentage | 50.00% | 50.00% | ||||
Ownership percentage by other investor | 50.00% | 50.00% | ||||
Due to related parties | $ 0.5 | $ 0.5 | ||||
Equity Method Investee | Paramount-Nevada Asphalt Company, LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue from related parties | 9.6 | |||||
Purchases from related party | $ 6 | |||||
Equity method investment, ownership percentage | 50.00% | 50.00% | ||||
Ownership percentage by other investor | 50.00% | 50.00% | ||||
Due from related parties | $ 2.1 | $ 2.1 | ||||
Rangeland Rio | ||||||
Related Party Transaction [Line Items] | ||||||
Due to related party | $ (1.2) | (1.2) | (1.8) | |||
Expenses from transactions with related party | $ 13.8 | $ 3.1 |
Selected Quarterly Financial135
Selected Quarterly Financial Data (Unaudited) - Selected Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Net sales | $ 2,483.7 | $ 2,370.6 | $ 1,230.7 | $ 1,182.2 | $ 1,084.6 | $ 1,079.9 | $ 1,147.3 | $ 886.1 | $ 7,267.1 | $ 4,197.9 | $ 4,782 |
Operating (loss) income | 112.4 | 90.8 | (46.5) | 29.8 | (44.1) | (2.8) | 11.3 | (13.6) | 186.4 | (49.2) | 68.7 |
Net (loss) income from continuing operations | 226.9 | 118.5 | (32.2) | 15.3 | (32) | (163.7) | (2.5) | (21.5) | 328.5 | (219.7) | 37.1 |
Net (loss) income attributable to Delek | $ 211.1 | $ 104.4 | $ (37.9) | $ 11.2 | $ 44.2 | $ (161.7) | $ (7) | $ (29.2) | $ 288.8 | $ (153.7) | $ 19.4 |
Basic (loss) earnings per share from continuing operations (USD per share) | $ 2.62 | $ 1.30 | $ (0.61) | $ 0.18 | $ (0.59) | $ (2.71) | $ (0.14) | $ (0.43) | $ 4.12 | $ (3.88) | $ 0.21 |
Diluted (loss) earnings per share from continuing operations (USD per share) | $ 2.58 | $ 1.29 | $ (0.61) | $ 0.18 | $ (0.59) | $ (2.71) | $ (0.14) | $ (0.43) | $ 4.08 | $ (3.88) | $ 0.21 |
Correction of intercompany elimination to net sales and cost of sales | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Net sales | $ 29.1 |
Selected Quarterly Financial136
Selected Quarterly Financial Data (Unaudited) - Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Income (loss) from continuing operations | $ 226.9 | $ 118.5 | $ (32.2) | $ 15.3 | $ (32) | $ (163.7) | $ (2.5) | $ (21.5) | $ 328.5 | $ (219.7) | $ 37.1 |
Less: Income from continuing operations attributed to non-controlling interest | 14 | 4.6 | |||||||||
Income (loss) from continuing operations attributable to Delek (numerator for basic EPS - continuing operations attributable to Delek) | 212.9 | (36.6) | 294.7 | (240) | 12.8 | ||||||
Interest on convertible debt, net of tax | 0.7 | 0 | $ 0 | $ 0 | $ 0 | ||||||
Numerator for diluted EPS - continuing operations attributable to Delek | 213.6 | (36.6) | |||||||||
Income (loss) from discontinued operations | $ (1.8) | $ 80.8 | |||||||||
Weighted average common shares outstanding (in shares) | 81,338,755 | 61,894,229 | 71,566,225 | 61,921,787 | 60,819,771 | ||||||
Dilutive effect of convertible debt (in shares) | 526,464 | 0 | 0 | 0 | 0 | ||||||
Dilutive effect of stock-based awards (in shares) | 779,841 | 0 | 736,858 | 0 | 500,799 | ||||||
Weighted average common shares outstanding, assuming dilution (in shares) | 82,645,060 | 61,894,229 | 72,303,083 | 61,921,787 | 61,320,570 | ||||||
Income (loss) from continuing operations (USD per share) | $ 2.62 | $ 1.30 | $ (0.61) | $ 0.18 | $ (0.59) | $ (2.71) | $ (0.14) | $ (0.43) | $ 4.12 | $ (3.88) | $ 0.21 |
(Loss) income from discontinued operations (USD per share) | (0.02) | 1.31 | (0.08) | 1.39 | 0.11 | ||||||
Total basic income (loss) per share (USD per share) | 2.60 | 0.72 | 4.04 | (2.49) | 0.32 | ||||||
Income (loss) from continuing operations (USD per share) | 2.58 | $ 1.29 | $ (0.61) | $ 0.18 | (0.59) | $ (2.71) | $ (0.14) | $ (0.43) | 4.08 | (3.88) | 0.21 |
(Loss) income from discontinued operations (USD per share) | (0.02) | 1.31 | (0.08) | 1.39 | 0.11 | ||||||
Total diluted income (loss) per share (USD per share) | $ 2.56 | $ 0.72 | $ 4 | $ (2.49) | $ 0.32 | ||||||
Total antidilutive stock-based compensation | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 3,660,354 | 2,511,743 | 0 | 2,573,221 | 2,269,246 | ||||||
Antidilutive stock-based compensation | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 3,660,354 | 1,984,575 | 0 | 2,297,127 | 2,269,246 | ||||||
Antidilutive due to loss | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 527,168 | 0 | 276,094 | 0 | ||||||
Antidilutive warrants | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 1,049,682 | 2,091,560 | 0 | 0 |
Selected Quarterly Financial137
Selected Quarterly Financial Data (Unaudited) - Narrative (Details) - USD ($) | Jul. 01, 2017 | Dec. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Schedule of Equity Method Investments [Line Items] | ||||||||
Insurance proceeds — business interruption | $ 0 | $ 42,400,000 | $ 0 | |||||
Impairment of equity method investment | 0 | 245,300,000 | 0 | |||||
Gain on remeasurement of equity method investment | 190,100,000 | 0 | 0 | |||||
Impact of Tax Cuts and Jobs Act adoption | $ 166,900,000 | (166,900,000) | 0 | 0 | ||||
Alon USA Energy, Inc. | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Impairment of equity method investment | $ 245,300,000 | $ 0 | $ 0 | |||||
Discontinued Operations, Disposed of by Sale | Retail Entities | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Gain on sale of Retail Entities | $ 134,100,000 | $ 134,100,000 | ||||||
Alon USA Energy, Inc. | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Gain on remeasurement of equity method investment | $ 190,100,000 | |||||||
Tax effect of write off of deferred tax assets | $ (46,900,000) |
Subsequent Events (Details)
Subsequent Events (Details) $ / shares in Units, shares in Millions | Feb. 26, 2018USD ($)$ / shares | Feb. 07, 2018shares | Jan. 23, 2018USD ($)$ / sharesshares | Nov. 07, 2017shares | Mar. 31, 2018USD ($) | Dec. 31, 2017$ / shares | Dec. 31, 2017USD ($)$ / shares | Dec. 31, 2016USD ($)$ / shares | Dec. 31, 2015USD ($)$ / shares | Feb. 25, 2018USD ($) | Feb. 12, 2018USD ($)asphalt_terminal |
Subsequent Event [Line Items] | |||||||||||
Dividends declared per common share outstanding | $ / shares | $ 0.15 | $ 0.6 | $ 0.6 | $ 0.60 | |||||||
Repurchase of common stock | $ 32,300,000 | $ 6,000,000 | $ 42,200,000 | ||||||||
Authorized repurchase amount | $ 150,000,000 | ||||||||||
Forecast | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Payments to acquire productive assets | $ 315,000,000 | ||||||||||
Paramount-Nevada Asphalt Company, LLC | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Equity method investment, ownership percentage | 50.00% | 50.00% | |||||||||
Limited Partner | Alon Partnership | |||||||||||
Subsequent Event [Line Items] | |||||||||||
LP capital, units | shares | 51 | ||||||||||
General partner ownership interest in delek logistics | 81.60% | ||||||||||
Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Dividends declared per common share outstanding | $ / shares | $ 0.20 | ||||||||||
Repurchase of common stock (shares) | shares | 2 | ||||||||||
Repurchase of common stock | $ 75,300,000 | ||||||||||
Average cost per share of stock acquired (USD per share) | $ / shares | $ 37.64 | ||||||||||
Authorized repurchase amount | $ 150,000,000 | $ 32,200,000 | |||||||||
Stock split, conversion ratio | 0.49 | ||||||||||
Subsequent Event | Four Asphalt Terminals | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Number of asphalt terminals | asphalt_terminal | 4 | ||||||||||
Cash consideration | $ 75,000,000 | ||||||||||
Subsequent Event | Limited Partner | Alon Partnership | |||||||||||
Subsequent Event [Line Items] | |||||||||||
LP capital, units | shares | 5.6 |
Schedule 1 - Condensed Balance
Schedule 1 - Condensed Balance Sheet (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Current assets: | |||||
Cash and cash equivalents | $ 931.8 | $ 689.2 | $ 287.2 | ||
Total current assets | 2,611.8 | 1,396.9 | |||
Total assets | [1] | 5,935.2 | 2,979.8 | ||
Current liabilities: | |||||
Total current liabilities | 2,671.7 | 935.2 | |||
Stockholders' equity: | |||||
Preferred stock, $0.01 par value, 10,000,000 shares authorized, no shares issued and outstanding | 0 | 0 | |||
Accumulated other comprehensive income (loss) | 6.9 | (20.8) | |||
Retained earnings | 767.8 | 522.3 | |||
Total stockholders' equity | 1,964.2 | 1,182.5 | 1,353.9 | $ 1,198.4 | |
Total liabilities and stockholders' equity | 5,935.2 | 2,979.8 | |||
Parent Company | |||||
Current assets: | |||||
Cash and cash equivalents | 13 | 0 | $ 0 | $ 0 | |
Total current assets | 13 | 0 | |||
Investment in subsidiaries | 1,953.4 | 1,183.9 | |||
Total assets | 1,966.4 | 1,183.9 | |||
Current liabilities: | |||||
Accounts payable to subsidiaries | 2.2 | 1.4 | |||
Total current liabilities | 2.2 | 1.4 | |||
Stockholders' equity: | |||||
Preferred stock, $0.01 par value, 10,000,000 shares authorized, no shares issued and outstanding | 0 | 0 | |||
Common stock, $0.01 par value, 110,000,000 shares authorized, 81,533,548 shares and 67,150,352 shares issued at December 31, 2017 and December 31, 2016, respectively | 0.8 | 0.7 | |||
Additional paid-in capital | 1,213.7 | 841.1 | |||
Accumulated other comprehensive income (loss) | 6.9 | (20.8) | |||
Treasury stock, 762,623 shares and 5,195,791 shares, at cost, as of December 31, 2017 and 2016, respectively | (25) | (160.8) | |||
Retained earnings | 767.8 | 522.3 | |||
Total stockholders' equity | 1,964.2 | 1,182.5 | |||
Total liabilities and stockholders' equity | $ 1,966.4 | $ 1,183.9 | |||
[1] | All but approximately $20.0 million of the assets of the Alon Partnership (a consolidated variable interest entity, as discussed in Note 2) are restricted for the use of settlement of the obligations of the Alon Partnership. See Note 4 for further information regarding assets and liabilities of the Alon Partnership and Note 25 regarding acquisition of the non-controlling interest in the Alon Partnership on February 7, 2018. |
Schedule 1 - Condensed Balan140
Schedule 1 - Condensed Balance Sheets - Parenthetical (Details) - $ / shares | Dec. 31, 2017 | Jul. 01, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Preferred stock, par or stated value per share (USD per share) | $ 0.01 | $ 0.01 | ||
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 | ||
Preferred stock, shares issued (in shares) | 0 | 0 | ||
Preferred stock, shares outstanding (in shares) | 0 | 0 | ||
Common stock, par or stated value per share (USD per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 110,000,000 | 110,000,000 | ||
Common stock, shares, issued (in shares) | 81,533,548 | 67,150,352 | ||
Common stock, shares, outstanding (in shares) | 81,533,548 | 67,150,352 | ||
Treasury stock, shares (in shares) | 762,623 | 5,195,791 | ||
Parent Company | ||||
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Preferred stock, par or stated value per share (USD per share) | $ 0.01 | $ 0.01 | ||
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 | ||
Preferred stock, shares issued (in shares) | 0 | 0 | ||
Preferred stock, shares outstanding (in shares) | 0 | 0 | ||
Common stock, par or stated value per share (USD per share) | $ 0.01 | $ 0.01 | ||
Common stock, shares authorized (in shares) | 110,000,000 | 110,000,000 | ||
Common stock, shares, issued (in shares) | 81,533,548 | 67,150,352 | ||
Common stock, shares, outstanding (in shares) | 81,533,548 | 67,150,352 | ||
Treasury stock, shares (in shares) | 762,623 | 5,195,791 |
Schedule 1 - Condensed Statemen
Schedule 1 - Condensed Statements of Income (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Condensed Income Statements, Captions [Line Items] | |||||||||||
Net sales | $ 2,483.7 | $ 2,370.6 | $ 1,230.7 | $ 1,182.2 | $ 1,084.6 | $ 1,079.9 | $ 1,147.3 | $ 886.1 | $ 7,267.1 | $ 4,197.9 | $ 4,782 |
Operating costs and expenses: | |||||||||||
General and administrative expenses | 169.8 | 106.1 | 100.6 | ||||||||
Total operating costs and expenses | 7,080.7 | 4,247.1 | 4,713.3 | ||||||||
Operating income (loss) | 112.4 | 90.8 | (46.5) | 29.8 | (44.1) | (2.8) | 11.3 | (13.6) | 186.4 | (49.2) | 68.7 |
Total non-operating (income) expenses, net | (112.9) | 342 | 47.4 | ||||||||
Income tax benefit | (29.2) | (171.5) | (15.8) | ||||||||
Net income (loss) attributable to Delek | $ 211.1 | $ 104.4 | $ (37.9) | $ 11.2 | $ 44.2 | $ (161.7) | $ (7) | $ (29.2) | 288.8 | (153.7) | 19.4 |
Parent Company | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Operating costs and expenses: | |||||||||||
General and administrative expenses | 1.2 | 1.1 | 1.2 | ||||||||
Total operating costs and expenses | 1.2 | 1.1 | 1.2 | ||||||||
Operating income (loss) | (1.2) | (1.1) | (1.2) | ||||||||
(Income) loss from investment in subsidiaries | (289.6) | 153 | (20.2) | ||||||||
Total non-operating (income) expenses, net | (289.6) | 153 | (20.2) | ||||||||
Loss (income) before income taxes | 288.4 | (154.1) | 19 | ||||||||
Income tax benefit | (0.4) | (0.4) | (0.4) | ||||||||
Net income (loss) attributable to Delek | $ 288.8 | $ (153.7) | $ 19.4 |
Schedule 1 - Condensed State142
Schedule 1 - Condensed Statements of Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Condensed Statement of Income Captions [Line Items] | |||||||||||
Net income (loss) | $ 211.1 | $ 104.4 | $ (37.9) | $ 11.2 | $ 44.2 | $ (161.7) | $ (7) | $ (29.2) | $ 288.8 | $ (153.7) | $ 19.4 |
Other comprehensive (loss) income: | |||||||||||
Comprehensive income (loss) attributable to Delek | 316.6 | (129.2) | (13.3) | ||||||||
Parent Company | |||||||||||
Condensed Statement of Income Captions [Line Items] | |||||||||||
Net income (loss) | 288.8 | (153.7) | 19.4 | ||||||||
Other comprehensive (loss) income: | |||||||||||
Total other comprehensive income (loss) | 27.8 | 24.5 | (32.7) | ||||||||
Comprehensive income (loss) attributable to Delek | $ 316.6 | $ (129.2) | $ (13.3) |
Schedule 1 - Condensed State143
Schedule 1 - Condensed Statements of Cash Flows (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities: | |||||||||||
Net income (loss) | $ 211.1 | $ 104.4 | $ (37.9) | $ 11.2 | $ 44.2 | $ (161.7) | $ (7) | $ (29.2) | $ 288.8 | $ (153.7) | $ 19.4 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||||||||
Equity-based compensation expense | 17.5 | 16.4 | 16.8 | ||||||||
Changes in assets and liabilities: | |||||||||||
Net cash provided by (used in) operating activities | 332.1 | 268.2 | 180 | ||||||||
Cash flows from investing activities: | |||||||||||
Net cash provided by investing activities | 25.2 | 180.5 | (460.4) | ||||||||
Cash flows from financing activities: | |||||||||||
Net cash provided by (used in) financing activities | (104.6) | (61.7) | 138.5 | ||||||||
Net increase in cash and cash equivalents | 252.7 | 387 | (141.9) | ||||||||
Cash and cash equivalents at the beginning of the period | 689.2 | 287.2 | 689.2 | 287.2 | |||||||
Cash and cash equivalents at the end of the period | 931.8 | 689.2 | 931.8 | 689.2 | 287.2 | ||||||
Non-cash financing activities: | |||||||||||
Payment of common stock dividends by consolidated subsidiary | 509 | 0 | 0 | ||||||||
Equity instruments issued in connection with the Delek/Alon Merger | 21.7 | 0 | |||||||||
Parent Company | |||||||||||
Cash flows from operating activities: | |||||||||||
Net income (loss) | 288.8 | (153.7) | 19.4 | ||||||||
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||||||||
Equity-based compensation expense | 0.6 | 0.6 | 0.6 | ||||||||
(Income) loss from subsidiaries | (289.6) | 153 | (20.2) | ||||||||
Changes in assets and liabilities: | |||||||||||
Receivables and payables from related parties, net | 0.2 | 0.1 | 0.2 | ||||||||
Net cash provided by (used in) operating activities | 0 | 0 | 0 | ||||||||
Cash flows from investing activities: | |||||||||||
Dividends from subsidiaries | 13 | 0 | 0 | ||||||||
Net cash provided by investing activities | 13 | 0 | 0 | ||||||||
Cash flows from financing activities: | |||||||||||
Net cash provided by (used in) financing activities | 0 | 0 | 0 | ||||||||
Net increase in cash and cash equivalents | 13 | 0 | 0 | ||||||||
Cash and cash equivalents at the beginning of the period | $ 0 | $ 0 | 0 | 0 | 0 | ||||||
Cash and cash equivalents at the end of the period | $ 13 | $ 0 | 13 | 0 | 0 | ||||||
Non-cash investing activities: | |||||||||||
Parent company portion of other comprehensive income of consolidated subsidiary | 27.8 | 24.5 | (32.7) | ||||||||
Non-cash financing activities: | |||||||||||
Payment of common stock dividends by consolidated subsidiary | (44) | (37.5) | (37.1) | ||||||||
Repurchase of common stock by consolidated subsidiary | (25) | (6) | (42.2) | ||||||||
Payment of common stock dividends by consolidated subsidiary | 509 | 0 | 0 | ||||||||
Equity instruments issued in connection with the Delek/Alon Merger | 21.7 | 0 | 0 | ||||||||
Alon USA Energy, Inc. | |||||||||||
Non-cash financing activities: | |||||||||||
Payment of common stock dividends by consolidated subsidiary | 0 | 0 | 230.8 | ||||||||
Repurchase of common stock by consolidated subsidiary | 0 | 0 | 145 | ||||||||
Alon USA Energy, Inc. | Parent Company | |||||||||||
Non-cash financing activities: | |||||||||||
Payment of common stock dividends by consolidated subsidiary | 0 | 0 | 230.8 | ||||||||
Repurchase of common stock by consolidated subsidiary | $ 0 | $ 0 | $ 145 |