- Third quarter income from operations of $1,400.0 million (excluding special items, third
quarter income from operations of $1,403.0
million)
- Announces reinstatement of regular quarterly dividend of
$0.20 per share
- Net debt to capitalization reduced to 1% versus 59% at year-end
2021, excluding special items
PARSIPPANY, N.J., Oct. 27,
2022 /PRNewswire/ -- PBF Energy Inc. (NYSE:PBF) today
reported third quarter 2022 income from operations of $1,400.0 million as compared to income from
operations of $100.9 million for the
third quarter of 2021. Excluding special items, third quarter 2022
income from operations was $1,403.0
million as compared to income from operations of
$101.0 million for the third quarter
of 2021. PBF Energy's financial results reflect the consolidation
of PBF Logistics LP (NYSE: PBFX), a master limited partnership of
which PBF Energy indirectly owns the general partner and
approximately 48% of the limited partner interests as of
quarter-end.
The company reported third quarter 2022 net income of
$1,084.2 million and net income
attributable to PBF Energy Inc. of $1,056.4
million or $8.40 per share.
This compares to net income of $78.7
million, and net income attributable to PBF Energy Inc. of
$59.1 million or $0.49 per share for the third quarter 2021.
Non-cash special items included in the third quarter 2022 results,
which increased net income by a net, after-tax expense of
$55.1 million, or $0.44 per share, consisted of a net tax benefit
on remeasurement of deferred tax assets, partially offset by a net
loss on the extinguishment of debt related to the redemption of our
7.25% secured notes due 2025, a change in fair value of the
contingent consideration associated with earn-out provisions
related primarily to the Martinez Acquisition and a change in the
tax receivable agreement liability. Adjusted fully-converted net
income for the third quarter 2022, excluding special items, was
$1,008.1 million, or $7.96 per share on a fully-exchanged,
fully-diluted basis, as described below, compared to adjusted
fully-converted net income of $14.0
million or $0.12 per share,
for the third quarter 2021.
Tom Nimbley, PBF Energy's
Chairman and CEO, said, "Market conditions in the third quarter,
driven by underlying supply and demand fundamentals, allowed PBF to
continue to strengthen our financial position and further reduce
net leverage." Mr. Nimbley continued, "As a result of the great
strides we have made in solidifying PBF's capital structure and the
outlook for our business, we are pleased to announce the
reinstatement of a regular quarterly dividend. PBF believes the
dividend is an important component of providing incremental capital
returns for our investors."
Mr. Nimbley concluded, "Our assets ran well during the third
quarter as consumers continued to show strong demand for our
products. As we head into the winter months, global product
inventories remain low, consumer demand is resilient and refineries
are running at high utilization to keep pace. We expect that with
continuing reliable operating performance, PBF will be able to
generate incremental free cash flow that can be used to further
strengthen our balance sheet, reduce our overall cost of capital
and reward our investors."
PBF Energy Inc. Declares Dividend
The company announced today that it will pay a quarterly
dividend of $0.20 per share of Class
A common stock on November 29, 2022,
to holders of record at the close of business on November 14, 2022.
Strategic Update and Outlook
PBF is evolving into a more resilient and diversified company.
Over the last year and half, we have reduced consolidated debt by
over $2.6 billion including the
July 11, 2022 redemption of the 9.25%
Senior Secured Notes due 2025. Our unsecured debt is now below
pre-pandemic levels and our net debt to capitalization is now 1%.
We believe these measures have generated significant value for our
investors in the near-term and, more importantly, provide long-term
value through an improved fundamental foundation supported by
increased cash flow.
PBF continues to advance our project for a renewable fuels
production facility co-located at the Chalmette refinery. This
strategically valuable project represents an initial step in PBF's
pursuit of producing sustainable fuels. During the third quarter of
2022, we invested approximately $103
million as we progress and incubate the project with the
goal of being in production in the first half of 2023. Concurrent
with our activities to progress the project, we are continuing
discussions with potential strategic and financial partners.
As always, the safety and reliability of our core operations are
paramount. We continue to invest in all of our assets and expect
full-year 2022 refining capital expenditures, excluding capital
expenditures related to our Renewable Diesel Project, to be in the
$550 to $575
million range, which includes advanced purchases of material
for future turnarounds.
Throughput ranges provided reflect current expectations and are
subject to change based on market conditions and other factors. PBF
is conducting planned work at its Gulf Coast refinery during the
fourth quarter.
Expected throughput
ranges (barrels per day)
|
|
Fourth Quarter
2022
|
Full-year
2022
|
|
Low
|
High
|
Low
|
High
|
East Coast
|
330,000
|
350,000
|
285,000
|
305,000
|
Mid-continent
|
135,000
|
145,000
|
140,000
|
150,000
|
Gulf Coast
|
170,000
|
180,000
|
175,000
|
185,000
|
West Coast
|
310,000
|
330,000
|
300,000
|
320,000
|
Total
|
945,000
|
1,005,000
|
900,000
|
960,000
|
On July 28, 2022, PBF Energy Inc.
and PBF Logistics LP announced a definitive merger agreement and
plan of merger pursuant to which PBF Energy will acquire all of the
outstanding common units of PBF Logistics it does not already own
directly or indirectly for a combination of PBF Energy Class A
common stock and cash. PBF Energy beneficially owns approximately
48% of the outstanding common units of PBF Logistics as of
September 30, 2022. The transaction
is subject to customary closing conditions and the approval of the
PBF Logistics common unitholders (including PBF Energy). The
transaction is expected to close in the fourth quarter of 2022,
however there can be no assurance that the transaction will be
consummated in the anticipated timeframe, on the contemplated terms
or at all. For additional information on this transaction, please
refer to the company's filings with the Securities and Exchange
Commission.
Adjusted Fully-Converted Results
Adjusted fully-converted results assume the exchange of all PBF
Energy Company LLC Series A Units and dilutive securities into
shares of PBF Energy Inc. Class A common stock on a one-for-one
basis, resulting in the elimination of the noncontrolling interest
and a corresponding adjustment to the company's tax
provision.
Non-GAAP Measures
This earnings release, and the discussion during the management
conference call, may include references to Non-GAAP (Generally
Accepted Accounting Principles) measures including Adjusted
Fully-Converted Net Income (Loss), Adjusted Fully-Converted Net
Income (Loss) excluding special items, Adjusted Fully-Converted Net
Income (Loss) per fully-exchanged, fully-diluted share, Income
(Loss) from operations excluding special items, gross refining
margin, gross refining margin excluding special items, gross
refining margin per barrel of throughput, EBITDA (Earnings before
Interest, Income Taxes, Depreciation and Amortization), EBITDA
excluding special items and Adjusted EBITDA. PBF believes that
Non-GAAP financial measures provide useful information about its
operating performance and financial results. However, these
measures have important limitations as analytical tools and should
not be viewed in isolation or considered as alternatives for, or
superior to, comparable GAAP financial measures. PBF's Non-GAAP
financial measures may also differ from similarly named measures
used by other companies. See the accompanying tables and footnotes
in this release for additional information on the Non-GAAP measures
used in this release and reconciliations to the most directly
comparable GAAP measures.
Conference Call Information
PBF Energy's senior management will host a conference call and
webcast regarding quarterly results and other business matters on
Thursday, October 27, 2022, at 8:30
a.m. ET. The call is being webcast and can be accessed at
PBF Energy's website, http://www.pbfenergy.com. The call can
also be accessed by dialing (877) 869-3847 or (201) 689-8261. The
audio replay will be available approximately two hours after the
end of the call and will be available through the company's
website.
Forward-Looking Statements
Statements in this press release relating to future plans,
results, performance, expectations, achievements and the like are
considered "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995. These
forward-looking statements involve known and unknown risks,
uncertainties and other factors, many of which may be beyond the
company's control, that may cause actual results to differ
materially from any future results, performance or achievements
expressed or implied by the forward-looking statements. Factors and
uncertainties that may cause actual results to differ include but
are not limited to the risks disclosed in the company's filings
with the SEC, as well as the risks disclosed in PBFX's SEC filings
and any impact PBFX may have on the company's credit rating, cost
of funds, employees, customers and vendors; risks related to the
merger with PBFX, including the risk that the transaction is not
consummated during the expected timeframe, or at all; the effects
related to or resulting from Russia's military action in Ukraine, including the imposition of
additional sanctions and export controls, as well as the broader
impacts to financial markets and the global macroeconomic and
geopolitical environment; the supply, demand, prices and other
market conditions for our products or crude oil; our expectations
with respect to our capital spending and turnaround projects; risks
associated with our obligation to buy Renewable Identification
Numbers and related market risks related to the price volatility
thereof; our ability to make, and realize the benefits from,
acquisitions or investments, including in renewable diesel
productions, on any announced time frame or at all; our
expectations regarding global product inventories, consumer demand
and our refineries' operating performance and its impact on our
ability to continue to generate incremental free cash flow; the
continued effect of the COVID-19 pandemic and related governmental
and consumer responses; the possibility that we might reduce or not
make further dividend payments; the impact of market conditions on
demand for the balance of 2022; and the impact of adverse market
conditions affecting the company, unanticipated developments,
regulatory approvals, changes in laws and other events that
negatively impact the company. All forward-looking statements speak
only as of the date hereof. The company undertakes no obligation to
revise or update any forward-looking statements except as may be
required by applicable law.
About PBF Energy Inc.
PBF Energy Inc. (NYSE:PBF) is one of the largest independent
refiners in North America,
operating, through its subsidiaries, oil refineries and related
facilities in California,
Delaware, Louisiana, New
Jersey and Ohio. Our
mission is to operate our facilities in a safe, reliable and
environmentally responsible manner, provide employees with a safe
and rewarding workplace, become a positive influence in the
communities where we do business, and provide superior returns to
our investors.
PBF Energy Inc. also currently indirectly owns the general
partner and approximately 48% of the limited partnership interest
of PBF Logistics LP (NYSE:PBFX).
|
EARNINGS RELEASE
TABLES
|
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
|
(Unaudited, in
millions, except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
|
|
|
|
|
September
30,
|
|
September
30,
|
|
|
|
|
|
|
2022
|
|
2021
|
|
2022
|
|
2021
|
Revenues
|
|
$ 12,764.6
|
|
$
7,186.7
|
|
$ 35,984.0
|
|
$ 19,009.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost and
expenses:
|
|
|
|
|
|
|
|
|
|
Cost of products and
other
|
|
10,417.3
|
|
6,374.7
|
|
30,004.0
|
|
16,666.4
|
|
Operating expenses
(excluding depreciation and amortization expense as reflected
below)
|
|
646.0
|
|
530.5
|
|
1,904.0
|
|
1,495.6
|
|
Depreciation and
amortization expense
|
|
128.1
|
|
112.8
|
|
366.5
|
|
338.5
|
Cost of
sales
|
|
11,191.4
|
|
7,018.0
|
|
32,274.5
|
|
18,500.5
|
|
General and
administrative expenses (excluding depreciation and amortization
expense as reflected below)
|
|
168.2
|
|
64.1
|
|
374.9
|
|
166.9
|
|
Depreciation and
amortization expense
|
|
2.0
|
|
3.4
|
|
5.8
|
|
10.1
|
|
Change in fair value of
contingent consideration
|
|
3.0
|
|
0.1
|
|
130.9
|
|
26.2
|
|
Loss (gain) on sale of
assets
|
|
—
|
|
0.2
|
|
0.3
|
|
(0.4)
|
Total cost and
expenses
|
|
11,364.6
|
|
7,085.8
|
|
32,786.4
|
|
18,703.3
|
Income from
operations
|
|
1,400.0
|
|
100.9
|
|
3,197.6
|
|
306.1
|
Other income
(expense):
|
|
|
|
|
|
|
|
|
|
|
Interest expense,
net
|
|
(52.7)
|
|
(82.0)
|
|
(216.6)
|
|
(243.1)
|
|
Change in Tax
Receivable Agreement liability
|
|
(1.7)
|
|
—
|
|
(288.2)
|
|
—
|
|
Change in fair value of
catalyst obligations
|
|
(2.6)
|
|
17.8
|
|
(0.3)
|
|
13.6
|
|
(Loss) gain on
extinguishment of debt
|
|
(69.9)
|
|
60.3
|
|
(66.1)
|
|
60.3
|
|
Other non-service
components of net periodic benefit cost
|
|
|
2.2
|
|
2.0
|
|
6.6
|
|
5.9
|
Income before income
taxes
|
|
1,275.3
|
|
99.0
|
|
2,633.0
|
|
142.8
|
Income tax
expense
|
|
191.1
|
|
20.3
|
|
316.3
|
|
16.4
|
Net
income
|
|
1,084.2
|
|
78.7
|
|
2,316.7
|
|
126.4
|
|
Less: net income
attributable to noncontrolling interests
|
|
27.8
|
|
19.6
|
|
77.7
|
|
60.7
|
Net income
attributable to PBF Energy Inc. stockholders
|
|
$
1,056.4
|
|
$
59.1
|
|
$
2,239.0
|
|
$
65.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income available
to Class A common stock per share:
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
8.65
|
|
$
0.49
|
|
$
18.46
|
|
$
0.55
|
|
|
Diluted
|
|
$
8.40
|
|
$
0.49
|
|
$
18.03
|
|
$
0.54
|
|
|
Weighted-average shares
outstanding-basic
|
|
122,113,570
|
|
120,268,046
|
|
121,299,726
|
|
120,230,369
|
|
|
Weighted-average shares
outstanding-diluted
|
|
126,585,809
|
|
121,354,089
|
|
125,092,933
|
|
121,607,207
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted
fully-converted net income and adjusted fully-converted net income
per fully exchanged, fully diluted shares outstanding (Note
1):
|
|
|
|
|
|
|
|
|
|
|
Adjusted
fully-converted net income
|
|
$
1,063.3
|
|
$
59.6
|
|
$
2,254.9
|
|
$
66.2
|
|
|
Adjusted
fully-converted net income per fully exchanged, fully diluted
share
|
|
$
8.40
|
|
$
0.49
|
|
$
18.03
|
|
$
0.54
|
|
|
Adjusted
fully-converted shares outstanding - diluted (Note 6)
|
|
126,585,809
|
|
121,354,089
|
|
125,092,933
|
|
121,607,207
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See Footnotes to
Earnings Release Tables
|
|
|
|
PBF ENERGY INC. AND
SUBSIDIARIES
|
RECONCILIATION OF
AMOUNTS REPORTED UNDER U.S. GAAP
|
(Unaudited, in
millions, except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RECONCILIATION OF
NET INCOME TO ADJUSTED FULLY-CONVERTED NET INCOME AND ADJUSTED
FULLY-CONVERTED NET INCOME (LOSS) EXCLUDING SPECIAL ITEMS
(Note 1)
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
September
30,
|
|
September
30,
|
|
2022
|
|
2021
|
|
2022
|
|
2021
|
Net income
attributable to PBF Energy Inc. stockholders
|
|
$
1,056.4
|
|
$
59.1
|
|
$
2,239.0
|
|
$
65.7
|
|
Less: Income allocated
to participating securities
|
|
—
|
|
—
|
|
—
|
|
—
|
Income available to
PBF Energy Inc. stockholders - basic
|
|
1,056.4
|
|
59.1
|
|
2,239.0
|
|
65.7
|
|
Add: Net income
attributable to noncontrolling interest (Note 2)
|
|
9.2
|
|
0.7
|
|
21.4
|
|
0.7
|
|
Less: Income tax
expense (Note 3)
|
|
(2.3)
|
|
(0.2)
|
|
(5.5)
|
|
(0.2)
|
Adjusted
fully-converted net income
|
|
$
1,063.3
|
|
$
59.6
|
|
$
2,254.9
|
|
$
66.2
|
Special items (Note
4):
|
|
|
|
|
|
|
|
|
|
Add: Non-cash LCM
inventory adjustment
|
|
—
|
|
—
|
|
—
|
|
(669.6)
|
|
Add: Change in fair
value of contingent consideration
|
|
3.0
|
|
0.1
|
|
130.9
|
|
26.2
|
|
Add: Loss (gain) on
extinguishment of debt
|
|
69.9
|
|
(60.3)
|
|
66.1
|
|
(60.3)
|
|
Add: Change in Tax
Receivable Agreement liability
|
|
1.7
|
|
—
|
|
288.2
|
|
—
|
|
Add: Net tax benefit on
remeasurement of deferred tax assets
|
|
(110.4)
|
|
(1.4)
|
|
(233.8)
|
|
(3.8)
|
|
Less: Recomputed income
tax on special items (Note 3)
|
|
(19.4)
|
|
16.0
|
|
(125.7)
|
|
187.2
|
Adjusted
fully-converted net income (loss) excluding special
items
|
|
$
1,008.1
|
|
$
14.0
|
|
$
2,380.6
|
|
$
(454.1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average
shares outstanding of PBF Energy Inc.
|
|
122,113,570
|
|
120,268,046
|
|
121,299,726
|
|
120,230,369
|
Conversion of PBF LLC
Series A Units (Note 5)
|
|
910,457
|
|
994,192
|
|
920,529
|
|
989,314
|
Common stock
equivalents (Note 6)
|
|
3,561,782
|
|
91,851
|
|
2,872,678
|
|
387,524
|
Fully-converted
shares outstanding - diluted
|
|
126,585,809
|
|
121,354,089
|
|
125,092,933
|
|
121,607,207
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted
fully-converted net income per fully exchanged, fully diluted
shares outstanding (Note 6)
|
|
$
8.40
|
|
$
0.49
|
|
$
18.03
|
|
$
0.54
|
|
Adjusted
fully-converted net income (loss) excluding special items per fully
exchanged, fully diluted shares outstanding (Note 4,
6)
|
|
$
7.96
|
|
$
0.12
|
|
$
19.03
|
|
$
(3.75)
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
RECONCILIATION OF
INCOME FROM OPERATIONS TO INCOME (LOSS) FROM OPERATIONS EXCLUDING
SPECIAL ITEMS
|
|
September
30,
|
|
September
30,
|
|
2022
|
|
2021
|
|
2022
|
|
2021
|
Income from
operations
|
|
$
1,400.0
|
|
$
100.9
|
|
$
3,197.6
|
|
$
306.1
|
Special Items (Note
4):
|
|
|
|
|
|
|
|
|
|
Add: Non-cash LCM
inventory adjustment
|
|
—
|
|
—
|
|
—
|
|
(669.6)
|
|
Add: Change in fair
value of contingent consideration
|
|
3.0
|
|
0.1
|
|
130.9
|
|
26.2
|
Income (loss) from
operations excluding special items
|
|
$
1,403.0
|
|
$
101.0
|
|
$
3,328.5
|
|
$
(337.3)
|
|
See Footnotes to
Earnings Release Tables
|
|
|
|
PBF ENERGY INC. AND
SUBSIDIARIES
|
RECONCILIATION OF
AMOUNTS REPORTED UNDER U.S. GAAP
|
EBITDA
RECONCILIATIONS (Note 7)
|
(Unaudited, in
millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
|
September
30,
|
|
September
30,
|
RECONCILIATION OF
NET INCOME TO EBITDA AND EBITDA EXCLUDING SPECIAL
ITEMS
|
|
2022
|
|
2021
|
|
2022
|
|
2021
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income
|
|
$ 1,084.2
|
|
$
78.7
|
|
$ 2,316.7
|
|
$
126.4
|
Add: Depreciation and
amortization expense
|
|
130.1
|
|
116.2
|
|
372.3
|
|
348.6
|
Add: Interest expense,
net
|
|
52.7
|
|
82.0
|
|
216.6
|
|
243.1
|
Add: Income tax
expense
|
|
191.1
|
|
20.3
|
|
316.3
|
|
16.4
|
EBITDA
|
|
|
$ 1,458.1
|
|
$
297.2
|
|
$ 3,221.9
|
|
$
734.5
|
Special Items (Note
4):
|
|
|
|
|
|
|
|
|
Add: Non-cash LCM
inventory adjustment
|
|
—
|
|
—
|
|
—
|
|
(669.6)
|
Add: Change in fair
value of contingent consideration
|
|
3.0
|
|
0.1
|
|
130.9
|
|
26.2
|
Add: Loss (gain) on
extinguishment of debt
|
|
69.9
|
|
(60.3)
|
|
66.1
|
|
(60.3)
|
Add: Change in Tax
Receivable Agreement liability
|
|
1.7
|
|
—
|
|
288.2
|
|
—
|
EBITDA excluding
special items
|
|
$ 1,532.7
|
|
$
237.0
|
|
$ 3,707.1
|
|
$
30.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
|
|
|
|
|
|
|
September
30,
|
|
September
30,
|
RECONCILIATION OF
EBITDA TO ADJUSTED EBITDA
|
|
2022
|
|
2021
|
|
2022
|
|
2021
|
|
|
|
|
|
|
|
|
|
|
EBITDA
|
|
$ 1,458.1
|
|
$
297.2
|
|
$ 3,221.9
|
|
$
734.5
|
Add: Stock-based
compensation
|
|
6.9
|
|
6.9
|
|
24.9
|
|
24.7
|
Add: Change in fair
value of catalyst obligations
|
|
2.6
|
|
(17.8)
|
|
0.3
|
|
(13.6)
|
Add: Non-cash LCM
inventory adjustment (Note 4)
|
|
—
|
|
—
|
|
—
|
|
(669.6)
|
Add: Change in fair
value of contingent consideration (Note 4)
|
|
3.0
|
|
0.1
|
|
130.9
|
|
26.2
|
Add: Loss (gain) on
extinguishment of debt (Note 4)
|
|
69.9
|
|
(60.3)
|
|
66.1
|
|
(60.3)
|
Add: Change in Tax
Receivable Agreement liability (Note 4)
|
|
1.7
|
|
—
|
|
288.2
|
|
—
|
Adjusted
EBITDA
|
|
|
$ 1,542.2
|
|
$
226.1
|
|
$ 3,732.3
|
|
$
41.9
|
|
|
See Footnotes to
Earnings Release Tables
|
|
|
|
PBF ENERGY INC. AND
SUBSIDIARIES
|
EARNINGS RELEASE
TABLES
|
CONDENSED
CONSOLIDATED BALANCE SHEET DATA
|
(Unaudited, in
millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September
30,
|
|
December
31,
|
|
|
|
|
|
2022
|
|
2021
|
Balance Sheet
Data:
|
|
|
|
|
|
Cash and cash
equivalents
|
$
1,908.6
|
|
$
1,341.5
|
|
Inventories
|
2,689.5
|
|
2,505.1
|
|
Total
assets
|
13,304.3
|
|
11,641.4
|
|
Total debt
|
1,971.5
|
|
4,295.8
|
|
Total
equity
|
4,876.5
|
|
2,532.8
|
|
Total equity excluding
special items (Note 4, 13)
|
$
4,540.7
|
|
$
2,071.3
|
|
|
|
|
|
|
|
|
|
Total debt to
capitalization ratio (Note 13)
|
29 %
|
|
63 %
|
|
Total debt to
capitalization ratio, excluding special items (Note 13)
|
30 %
|
|
67 %
|
|
Net debt to
capitalization ratio (Note 13)
|
1 %
|
|
54 %
|
|
Net debt to
capitalization ratio, excluding special items (Note 13)
|
1 %
|
|
59 %
|
|
|
|
|
|
SUMMARIZED STATEMENT
OF CASH FLOW DATA
|
(Unaudited, in
millions)
|
|
|
|
|
|
Nine Months Ended
September 30,
|
|
|
|
|
|
2022
|
|
2021
|
Cash flows provided by
operating activities
|
$
3,648.9
|
|
$
325.7
|
Cash flows used in
investing activities
|
(683.7)
|
|
(227.2)
|
Cash flows used in
financing activities
|
(2,398.1)
|
|
(235.5)
|
Net change in cash and
cash equivalents
|
567.1
|
|
(137.0)
|
Cash and cash
equivalents, beginning of period
|
1,341.5
|
|
1,609.5
|
Cash and cash
equivalents, end of period
|
$
1,908.6
|
|
$
1,472.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See Footnotes to
Earnings Release Tables
|
|
|
|
PBF ENERGY INC. AND
SUBSIDIARIES
|
EARNINGS RELEASE
TABLES
|
CONSOLIDATING
FINANCIAL INFORMATION (Note 8)
|
(Unaudited, in
millions)
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
September 30, 2022
|
|
Refining
|
|
Logistics
|
|
Corporate
|
|
Eliminations
|
|
Consolidated
Total
|
Revenues
|
$
12,752.3
|
|
$
89.6
|
|
$
—
|
|
$
(77.3)
|
|
$ 12,764.6
|
Depreciation and
amortization expense
|
119.1
|
|
9.0
|
|
2.0
|
|
—
|
|
130.1
|
Income (loss) from
operations
|
1,522.9
|
|
44.7
|
|
(167.6)
|
|
—
|
|
1,400.0
|
Interest expense,
net
|
3.2
|
|
9.7
|
|
39.8
|
|
—
|
|
52.7
|
Capital
expenditures
|
242.4
|
|
1.5
|
|
2.9
|
|
—
|
|
246.8
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
September 30, 2021
|
|
Refining
|
|
Logistics
|
|
Corporate
|
|
Eliminations
|
|
Consolidated
Total
|
Revenues
|
$ 7,173.3
|
|
$
88.9
|
|
$
—
|
|
$
(75.5)
|
|
$
7,186.7
|
Depreciation and
amortization expense
|
103.0
|
|
9.8
|
|
3.4
|
|
—
|
|
116.2
|
Income (loss) from
operations
|
116.7
|
|
47.1
|
|
(62.9)
|
|
—
|
|
100.9
|
Interest expense,
net
|
3.7
|
|
10.4
|
|
67.9
|
|
—
|
|
82.0
|
Capital
expenditures
|
83.1
|
|
3.4
|
|
1.1
|
|
—
|
|
87.6
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended
September 30, 2022
|
|
Refining
|
|
Logistics
|
|
Corporate
|
|
Eliminations
|
|
Consolidated
Total
|
Revenues
|
$
35,944.5
|
|
$
272.4
|
|
$
—
|
|
$
(232.9)
|
|
$ 35,984.0
|
Depreciation and
amortization expense
|
338.9
|
|
27.6
|
|
5.8
|
|
—
|
|
372.3
|
Income (loss) from
operations
|
3,552.4
|
|
140.4
|
|
(495.2)
|
|
—
|
|
3,197.6
|
Interest expense,
net
|
11.8
|
|
30.0
|
|
174.8
|
|
—
|
|
216.6
|
Capital
expenditures
|
672.9
|
|
4.6
|
|
6.2
|
|
—
|
|
683.7
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended
September 30, 2021
|
|
Refining
|
|
Logistics
|
|
Corporate
|
|
Eliminations
|
|
Consolidated
Total
|
Revenues
|
$
18,969.7
|
|
$
266.2
|
|
$
—
|
|
$
(226.5)
|
|
$ 19,009.4
|
Depreciation and
amortization expense
|
310.0
|
|
28.5
|
|
10.1
|
|
—
|
|
348.6
|
Income (loss) from
operations
|
349.4
|
|
142.8
|
|
(186.1)
|
|
—
|
|
306.1
|
Interest expense,
net
|
7.2
|
|
31.8
|
|
204.1
|
|
—
|
|
243.1
|
Capital
expenditures
|
216.4
|
|
6.9
|
|
3.9
|
|
—
|
|
227.2
|
|
|
Balance at September
30, 2022
|
|
Refining
|
|
Logistics
|
|
Corporate
|
|
Eliminations
|
|
Consolidated
Total
|
Total
Assets
|
$
12,414.0
|
|
$
868.2
|
|
$
63.1
|
|
$
(41.0)
|
|
$ 13,304.3
|
|
|
|
Balance at December
31, 2021
|
|
Refining
|
|
Logistics
|
|
Corporate
|
|
Eliminations
|
|
Consolidated
Total
|
Total
Assets
|
$
10,753.3
|
|
$
901.3
|
|
$
48.5
|
|
$
(61.7)
|
|
$ 11,641.4
|
|
|
|
|
|
|
|
|
|
|
See Footnotes to
Earnings Release Tables
|
|
|
|
PBF ENERGY INC. AND
SUBSIDIARIES
|
EARNINGS RELEASE
TABLES
|
SUPPLEMENTAL
OPERATING INFORMATION
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
|
|
|
|
|
September
30,
|
|
September
30,
|
|
|
|
|
|
|
2022
|
|
2021
|
|
2022
|
|
2021
|
Supplemental
Operating Information - East Coast Refining System (Delaware City
and Paulsboro)
|
|
|
|
|
|
|
|
Production (bpd in
thousands)
|
314.6
|
|
262.1
|
|
290.3
|
|
251.2
|
Crude oil and
feedstocks throughput (bpd in thousands)
|
318.9
|
|
259.8
|
|
291.6
|
|
250.9
|
Total crude oil and
feedstocks throughput (millions of barrels)
|
29.3
|
|
23.8
|
|
79.6
|
|
68.5
|
Gross margin per barrel
of throughput
|
$ 14.25
|
|
$ 3.37
|
|
$ 13.53
|
|
$ 4.21
|
Gross refining margin,
excluding special items, per barrel of throughput (Note 4, Note
10)
|
$ 20.78
|
|
$ 10.00
|
|
$ 21.14
|
|
$ 5.66
|
Refinery operating
expense, per barrel of throughput (Note 11)
|
$ 5.31
|
|
$ 5.14
|
|
$ 6.19
|
|
$ 5.37
|
Crude and feedstocks (%
of total throughput) (Note 12):
|
|
|
|
|
|
|
|
|
Heavy
|
18 %
|
|
24 %
|
|
24 %
|
|
25 %
|
|
Medium
|
61 %
|
|
37 %
|
|
47 %
|
|
37 %
|
|
Light
|
4 %
|
|
14 %
|
|
9 %
|
|
15 %
|
|
Other feedstocks and
blends
|
17 %
|
|
25 %
|
|
20 %
|
|
23 %
|
|
|
Total
throughput
|
100 %
|
|
100 %
|
|
100 %
|
|
100 %
|
Yield (% of total
throughput):
|
|
|
|
|
|
|
|
|
Gasoline and gasoline
blendstocks
|
38 %
|
|
44 %
|
|
40 %
|
|
44 %
|
|
Distillates and
distillate blendstocks
|
38 %
|
|
31 %
|
|
38 %
|
|
33 %
|
|
Lubes
|
2 %
|
|
2 %
|
|
2 %
|
|
2 %
|
|
Chemicals
|
1 %
|
|
2 %
|
|
1 %
|
|
2 %
|
|
Other
|
20 %
|
|
22 %
|
|
19 %
|
|
19 %
|
|
|
Total yield
|
99 %
|
|
101 %
|
|
100 %
|
|
100 %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental
Operating Information - Mid-Continent (Toledo)
|
|
|
|
|
|
|
|
Production (bpd in
thousands)
|
162.5
|
|
149.9
|
|
155.5
|
|
141.1
|
Crude oil and
feedstocks throughput (bpd in thousands)
|
159.3
|
|
146.0
|
|
152.6
|
|
138.0
|
Total crude oil and
feedstocks throughput (millions of barrels)
|
14.7
|
|
13.5
|
|
41.7
|
|
37.7
|
Gross margin per barrel
of throughput
|
$ 15.26
|
|
$ 4.55
|
|
$ 13.56
|
|
$ 8.99
|
Gross refining margin,
excluding special items, per barrel of throughput (Note 4, Note
10)
|
$ 23.21
|
|
$ 11.64
|
|
$ 21.35
|
|
$ 8.24
|
Refinery operating
expense, per barrel of throughput (Note 11)
|
$ 6.46
|
|
$ 5.58
|
|
$ 6.23
|
|
$ 5.31
|
Crude and feedstocks (%
of total throughput) (Note 12):
|
|
|
|
|
|
|
|
|
Medium
|
32 %
|
|
36 %
|
|
35 %
|
|
36 %
|
|
Light
|
66 %
|
|
62 %
|
|
62 %
|
|
62 %
|
|
Other feedstocks and
blends
|
2 %
|
|
2 %
|
|
3 %
|
|
2 %
|
|
|
Total
throughput
|
100 %
|
|
100 %
|
|
100 %
|
|
100 %
|
Yield (% of total
throughput):
|
|
|
|
|
|
|
|
|
Gasoline and gasoline
blendstocks
|
52 %
|
|
58 %
|
|
52 %
|
|
57 %
|
|
Distillates and
distillate blendstocks
|
36 %
|
|
30 %
|
|
36 %
|
|
31 %
|
|
Chemicals
|
5 %
|
|
5 %
|
|
5 %
|
|
5 %
|
|
Other
|
9 %
|
|
10 %
|
|
9 %
|
|
9 %
|
|
|
Total yield
|
102 %
|
|
103 %
|
|
102 %
|
|
102 %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See Footnotes to
Earnings Release Tables
|
|
|
|
PBF ENERGY INC. AND
SUBSIDIARIES
|
EARNINGS RELEASE
TABLES
|
SUPPLEMENTAL
OPERATING INFORMATION
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
|
|
|
|
|
September
30,
|
|
September
30,
|
|
|
|
|
|
|
2022
|
|
2021
|
|
2022
|
|
2021
|
Supplemental
Operating Information - Gulf Coast (Chalmette)
|
|
|
|
|
|
|
|
Production (bpd in
thousands)
|
194.6
|
|
148.2
|
|
188.2
|
|
162.0
|
Crude oil and
feedstocks throughput (bpd in thousands)
|
192.5
|
|
145.3
|
|
185.2
|
|
158.0
|
Total crude oil and
feedstocks throughput (millions of barrels)
|
17.7
|
|
13.4
|
|
50.5
|
|
43.1
|
Gross margin per barrel
of throughput
|
$ 13.87
|
|
$ 1.04
|
|
$ 12.79
|
|
$ (0.16)
|
Gross refining margin,
excluding special items, per barrel of throughput (Note 4, Note
10)
|
$ 20.25
|
|
$ 8.40
|
|
$ 19.36
|
|
$ 6.13
|
Refinery operating
expense, per barrel of throughput (Note 11)
|
$ 5.41
|
|
$ 6.12
|
|
$ 5.69
|
|
$ 5.37
|
Crude and feedstocks (%
of total throughput) (Note 12):
|
|
|
|
|
|
|
|
|
Heavy
|
11 %
|
|
17 %
|
|
15 %
|
|
13 %
|
|
Medium
|
46 %
|
|
37 %
|
|
42 %
|
|
39 %
|
|
Light
|
22 %
|
|
23 %
|
|
27 %
|
|
26 %
|
|
Other feedstocks and
blends
|
21 %
|
|
23 %
|
|
16 %
|
|
22 %
|
|
|
Total
throughput
|
100 %
|
|
100 %
|
|
100 %
|
|
100 %
|
Yield (% of total
throughput):
|
|
|
|
|
|
|
|
|
Gasoline and gasoline
blendstocks
|
44 %
|
|
46 %
|
|
43 %
|
|
46 %
|
|
Distillates and
distillate blendstocks
|
36 %
|
|
31 %
|
|
37 %
|
|
33 %
|
|
Chemicals
|
1 %
|
|
2 %
|
|
1 %
|
|
2 %
|
|
Other
|
20 %
|
|
23 %
|
|
21 %
|
|
22 %
|
|
|
Total yield
|
101 %
|
|
102 %
|
|
102 %
|
|
103 %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental
Operating Information - West Coast (Torrance and
Martinez)
|
|
|
|
|
|
|
|
Production (bpd in
thousands)
|
325.0
|
|
307.5
|
|
299.7
|
|
285.4
|
Crude oil and
feedstocks throughput (bpd in thousands)
|
314.0
|
|
297.2
|
|
291.0
|
|
276.3
|
Total crude oil and
feedstocks throughput (millions of barrels)
|
28.9
|
|
27.3
|
|
79.5
|
|
75.4
|
Gross margin per barrel
of throughput
|
$ 22.00
|
|
$ (1.41)
|
|
$ 15.91
|
|
$ (3.59)
|
Gross refining margin,
excluding special items, per barrel of throughput (Note 4, Note
10)
|
$ 33.02
|
|
$ 8.06
|
|
$ 27.31
|
|
$ 6.06
|
Refinery operating
expense, per barrel of throughput (Note 11)
|
$ 9.48
|
|
$ 7.62
|
|
$ 9.94
|
|
$ 8.36
|
Crude and feedstocks (%
of total throughput) (Note 12):
|
|
|
|
|
|
|
|
|
Heavy
|
73 %
|
|
61 %
|
|
68 %
|
|
72 %
|
|
Medium
|
17 %
|
|
23 %
|
|
19 %
|
|
13 %
|
|
Light
|
1 %
|
|
N/A
|
|
1 %
|
|
N/A
|
|
Other feedstocks and
blends
|
9 %
|
|
16 %
|
|
12 %
|
|
15 %
|
|
|
Total
throughput
|
100 %
|
|
100 %
|
|
100 %
|
|
100 %
|
Yield (% of total
throughput):
|
|
|
|
|
|
|
|
|
Gasoline and gasoline
blendstocks
|
55 %
|
|
60 %
|
|
56 %
|
|
63 %
|
|
Distillates and
distillate blendstocks
|
33 %
|
|
27 %
|
|
31 %
|
|
25 %
|
|
Other
|
16 %
|
|
16 %
|
|
16 %
|
|
15 %
|
|
|
Total yield
|
104 %
|
|
103 %
|
|
103 %
|
|
103 %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See Footnotes to
Earnings Release Tables
|
|
|
|
PBF ENERGY INC. AND
SUBSIDIARIES
|
RECONCILIATION OF
AMOUNTS REPORTED UNDER U.S. GAAP
|
GROSS REFINING
MARGIN / GROSS REFINING MARGIN PER BARREL OF THROUGHPUT (Note
10)
|
(Unaudited, in
millions, except per barrel amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Three Months
Ended
|
|
|
|
|
|
|
|
September 30,
2022
|
|
September 30,
2021
|
RECONCILIATION OF
CONSOLIDATED GROSS MARGIN TO GROSS REFINING MARGIN AND GROSS
REFINING MARGIN EXCLUDING SPECIAL ITEMS
|
$
|
|
per barrel
of throughput
|
|
$
|
|
per barrel
of throughput
|
Calculation of
consolidated gross margin:
|
|
|
|
|
|
|
|
Revenues
|
$
12,764.6
|
|
$
140.90
|
|
$ 7,186.7
|
|
$
92.09
|
Less: Cost of
sales
|
11,191.4
|
|
123.54
|
|
7,018.0
|
|
89.93
|
Consolidated gross
margin
|
$ 1,573.2
|
|
$
17.36
|
|
$
168.7
|
|
$
2.16
|
Reconciliation of
consolidated gross margin to gross refining margin:
|
|
|
|
|
|
|
|
Consolidated gross
margin
|
$ 1,573.2
|
|
$
17.36
|
|
$
168.7
|
|
$
2.16
|
|
Add: PBFX operating
expense
|
30.3
|
|
0.34
|
|
27.3
|
|
0.35
|
|
Add: PBFX depreciation
expense
|
9.0
|
|
0.10
|
|
9.8
|
|
0.13
|
|
Less: Revenues of
PBFX
|
(89.6)
|
|
(0.99)
|
|
(88.9)
|
|
(1.14)
|
|
Add: Refinery operating
expense
|
620.1
|
|
6.84
|
|
507.6
|
|
6.50
|
|
Add: Refinery
depreciation expense
|
119.1
|
|
1.31
|
|
103.0
|
|
1.32
|
Gross refining
margin
|
$ 2,262.1
|
|
$
24.96
|
|
$
727.5
|
|
$
9.32
|
Special
Items (Note 4):
|
|
|
|
|
|
|
|
|
Add: Non-cash LCM
inventory adjustment
|
—
|
|
—
|
|
—
|
|
—
|
Gross refining
margin excluding special items
|
$ 2,262.1
|
|
$
24.96
|
|
$
727.5
|
|
$
9.32
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months
Ended
|
|
Nine Months
Ended
|
|
|
|
|
|
|
|
September 30,
2022
|
|
September 30,
2021
|
RECONCILIATION OF
CONSOLIDATED GROSS MARGIN TO GROSS REFINING MARGIN AND GROSS
REFINING MARGIN EXCLUDING SPECIAL ITEMS
|
$
|
|
per barrel
of throughput
|
|
$
|
|
per barrel
of throughput
|
Calculation of
consolidated gross margin:
|
|
|
|
|
|
|
|
Revenues
|
$
35,984.0
|
|
$
143.21
|
|
$
19,009.4
|
|
$
84.60
|
Less: Cost of
sales
|
32,274.5
|
|
128.45
|
|
18,500.5
|
|
82.34
|
Consolidated gross
margin
|
$ 3,709.5
|
|
$
14.76
|
|
$
508.9
|
|
$
2.26
|
Reconciliation of
consolidated gross margin to gross refining margin:
|
|
|
|
|
|
|
|
Consolidated gross
margin
|
$ 3,709.5
|
|
$
14.76
|
|
$
508.9
|
|
$
2.26
|
|
Add: PBFX operating
expense
|
87.9
|
|
0.35
|
|
77.7
|
|
0.35
|
|
Add: PBFX depreciation
expense
|
27.6
|
|
0.11
|
|
28.5
|
|
0.13
|
|
Less: Revenues of
PBFX
|
(272.4)
|
|
(1.08)
|
|
(266.2)
|
|
(1.18)
|
|
Add: Refinery operating
expense
|
1,829.5
|
|
7.28
|
|
1,430.1
|
|
6.36
|
|
Add: Refinery
depreciation expense
|
338.9
|
|
1.35
|
|
310.0
|
|
1.38
|
Gross refining
margin
|
$ 5,721.0
|
|
$
22.77
|
|
$ 2,089.0
|
|
$
9.30
|
Special
Items (Note 4):
|
|
|
|
|
|
|
|
|
Add: Non-cash LCM
inventory adjustment
|
—
|
|
—
|
|
(669.6)
|
|
(2.98)
|
Gross refining
margin excluding special items
|
$ 5,721.0
|
|
$
22.77
|
|
$ 1,419.4
|
|
$
6.32
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See Footnotes to
Earnings Release Tables
|
|
|
|
PBF ENERGY INC. AND
SUBSIDIARIES
|
EARNINGS RELEASE
TABLES
|
FOOTNOTES TO
EARNINGS RELEASE TABLES
|
|
(1) Adjusted
fully-converted information is presented in this table as
management believes that these Non-GAAP measures, when presented in
conjunction with comparable GAAP measures, are useful to investors
to compare our results across the periods presented and facilitates
an understanding of our operating results. We also use these
measures to evaluate our operating performance. These measures
should not be considered a substitute for, or superior to, measures
of financial performance prepared in accordance with GAAP. The
differences between adjusted fully-converted and GAAP results are
explained in footnotes 2 through 6.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2) Represents the
elimination of the noncontrolling interest associated with the
ownership by the members of PBF Energy Company LLC ("PBF LLC")
other than PBF Energy Inc., as if such members had fully exchanged
their PBF LLC Series A Units for shares of PBF Energy's Class A
common stock.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(3) Represents an
adjustment to reflect PBF Energy's estimated annualized statutory
corporate tax rate of approximately 25.9% and 26.6% for the 2022
and 2021 periods, respectively, applied to net income attributable
to noncontrolling interest for all periods presented. The
adjustment assumes the full exchange of existing PBF LLC Series A
Units as described in footnote 2.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4) The Non-GAAP
measures presented include adjusted fully-converted net income
(loss) excluding special items, income from operations excluding
special items, EBITDA excluding special items and gross refining
margin excluding special items. Special items for the three and
nine months ended September 30, 2022 and 2021 relate to LCM
inventory adjustments, change in fair value of contingent
consideration, loss (gain) on extinguishment of debt, changes in
the Tax Receivable Agreement liability, and net tax benefit on the
remeasurement of deferred tax assets, all as discussed further
below. Additionally, the cumulative effects of all current and
prior period special items on equity are shown in footnote
13.
Although we believe
that Non-GAAP financial measures excluding the impact of special
items provide useful supplemental information to investors
regarding the results and performance of our business and allow for
useful period-over-period comparisons, such Non-GAAP measures
should only be considered as a supplement to, and not as a
substitute for, or superior to, the financial measures prepared in
accordance with GAAP.
Special
Items:
LCM inventory
adjustment - LCM is a GAAP requirement related to inventory
valuation that mandates inventory to be stated at the lower of cost
or market. Our inventories are stated at the lower of cost or
market. Cost is determined using the last-in, first-out ("LIFO")
inventory valuation methodology, in which the most recently
incurred costs are charged to cost of sales and inventories are
valued at base layer acquisition costs. Market is determined based
on an assessment of the current estimated replacement cost and net
realizable selling price of the inventory. In periods where the
market price of our inventory declines substantially, cost values
of inventory may exceed market values. In such instances, we record
an adjustment to write down the value of inventory to market value
in accordance with GAAP. In subsequent periods, the value of
inventory is reassessed and an LCM inventory adjustment is recorded
to reflect the net change in the LCM inventory reserve between the
prior period and the current period.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table
includes the LCM inventory reserve as of each date presented (in
millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2022
|
|
2021
|
January 1,
|
|
|
|
$
—
|
|
$
669.6
|
June 30,
|
|
|
|
—
|
|
—
|
September
30,
|
|
|
|
—
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table
includes the corresponding impact of changes in the LCM inventory
reserve on income from operations and net income for the periods
presented (in millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
September 30,
|
|
Nine Months
Ended
September 30,
|
|
|
|
|
|
|
|
|
|
2022
|
|
2021
|
|
2022
|
|
2021
|
Net LCM inventory
adjustment benefit in income from operations
|
$
—
|
|
$
—
|
|
$
—
|
|
$
669.6
|
Net LCM inventory
adjustment benefit in net income
|
—
|
|
—
|
|
—
|
|
491.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in Fair Value
of Contingent Consideration - During the three months ended
September 30, 2022, we recorded a change in fair value of the
contingent consideration primarily related to the Martinez
acquisition earnout provision which decreased income from
operations and net income by $3.0 million and $2.2 million,
respectively. During the nine months ended September 30, 2022,
we recorded a change in fair value of the contingent consideration
primarily related to the Martinez acquisition earnout provision,
which decreased income from operations and net income by $130.9
million and $97.0 million, respectively. During the three months
ended September 30, 2021, we recorded a change in fair value
of the contingent consideration primarily related to the Martinez
Contingent Consideration and the PBFX Contingent Consideration
which decreased income from operations and net income by $0.1
million and $0.1 million, respectively. During the nine months
ended September 30, 2021, we recorded a change in fair value
of the contingent consideration primarily related to the Martinez
Contingent Consideration which decreased income from operations and
net income by $26.2 million and $19.2 million,
respectively.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss (gain) on
Extinguishment of debt - During the three months ended
September 30, 2022, we recorded a pre-tax loss on
extinguishment of debt related to the redemption of our 9.25%
senior secured notes due 2025 (the "2025 Senior Secured Notes"),
which decreased income before income taxes and net income by $69.9
million and $51.8 million, respectively. During the nine months
ended September 30, 2022, we recorded a pre-tax net loss on
extinguishment of debt which decreased income before income taxes
and net income by $66.1 million and $49.0 million, respectively,
primarily related to the redemption of the 2025 Senior Secured
Notes, partially offset by the repurchase of a portion of the 6.00%
senior unsecured notes due 2028 and the 7.25% senior unsecured
notes due 2025. During the three and nine months ended
September 30, 2021, we recorded a pre-tax gain on the
extinguishment of debt related to the repurchase of a portion of
the 6.00% senior unsecured notes due 2028 and the 7.25% senior
unsecured notes due 2025, which increased income before income
taxes and net income by $60.3 million and $44.3 million,
respectively.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in Tax
Receivable Agreement liability - During the three months ended
September 30, 2022, we recorded a change in the Tax Receivable
Agreement liability that decreased income before income taxes and
net income by $1.7 million and $1.3 million, respectively. During
the nine months ended September 30, 2022, we recorded a change
in the Tax Receivable Agreement liability that decreased income
before income taxes and net income by $288.2 million and $213.6
million, respectively. There was no change to the Tax Receivable
Agreement liability during the three or nine months ended
September 30, 2021. The changes in the Tax Receivable
Agreement liability reflect charges or benefits attributable to
changes in our obligation under the Tax Receivable Agreement due to
factors out of our control such as changes in tax rates, as well as
periodic adjustments to our liability based, in part, on an updated
estimate of the amounts that we expect to pay under the terms of
the agreement, using assumptions consistent with those used in our
concurrent estimate of the deferred tax asset valuation
allowance.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Tax Benefit on
Remeasurement of Deferred Tax Assets - During the three and
nine months ended September 30, 2022, we recorded a decrease
to our deferred tax valuation allowance of $110.9 million and
of $308.5 million, respectively (reducing our deferred tax
valuation allowance to zero), in accordance with ASC 740, of which
$110.4 million and $233.8 million, respectively, related
to a tax benefit associated to the remeasurement of deferred tax
assets and the balance related to our net changes in the Tax
Receivable Agreement liability. During the three and nine months
ended September 30, 2021, we recorded a decrease to our
deferred tax valuation allowance related to the remeasurement of
deferred tax assets of $1.4 million and $3.8 million,
respectively, in accordance with ASC 740.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(5) Represents an
adjustment to weighted-average diluted shares outstanding to assume
the full exchange of existing PBF LLC Series A Units as described
in footnote 2.
|
|
(6) Represents
weighted-average diluted shares outstanding assuming the conversion
of all common stock equivalents, including options and warrants for
PBF LLC Series A Units and performance share units and options for
shares of PBF Energy Class A common stock as calculated under the
treasury stock method (to the extent the impact of such exchange
would not be anti-dilutive) for the three and nine months ended
September 30, 2022 and 2021, respectively. Common stock
equivalents exclude the effects of performance share units and
options and warrants to purchase 3,102,413 and 7,361,773 shares of
PBF Energy Class A common stock and PBF LLC Series A units because
they are anti-dilutive for the three and nine months ended
September 30, 2022, respectively. Common stock equivalents
exclude the effects of performance share units and options and
warrants to purchase 11,113,779 and 11,041,279 shares of PBF Energy
Class A common stock and PBF LLC Series A units because they are
anti-dilutive for the three and nine months ended
September 30, 2021, respectively. For periods showing a net
loss, all common stock equivalents and unvested restricted stock
are considered anti-dilutive.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(7) EBITDA (Earnings
before Interest, Income Taxes, Depreciation and Amortization) and
Adjusted EBITDA are supplemental measures of performance that are
not required by, or presented in accordance with GAAP. Adjusted
EBITDA is defined as EBITDA before adjustments for items such as
stock-based compensation expense, the non-cash change in the fair
value of catalyst obligations, the write down of inventory to the
LCM, changes in the liability for Tax Receivable Agreement due to
factors out of our control, such as changes in tax rates, change in
the fair value of contingent consideration and certain other
non-cash items. We use these Non-GAAP financial measures as a
supplement to our GAAP results in order to provide additional
metrics on factors and trends affecting our business. EBITDA and
Adjusted EBITDA are measures of operating performance that are not
defined by GAAP and should not be considered substitutes for net
income as determined in accordance with GAAP. In addition, because
EBITDA and Adjusted EBITDA are not calculated in the same manner by
all companies, they are not necessarily comparable to other
similarly titled measures used by other companies. EBITDA and
Adjusted EBITDA have their limitations as an analytical tool, and
you should not consider them in isolation or as substitutes for
analysis of our results as reported under GAAP.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(8) We operate in two
reportable segments: Refining and Logistics. Our operations that
are not included in the Refining and Logistics segments are
included in Corporate. As of September 30, 2022, the Refining
segment includes the operations of our oil refineries and related
facilities in Delaware City, Delaware, Paulsboro, New Jersey,
Toledo, Ohio, Chalmette, Louisiana, Torrance, California and
Martinez, California. The Logistics segment includes the operations
of PBF Logistics LP ("PBFX"), a growth-oriented master limited
partnership which owns or leases, operates, develops and acquires
crude oil and refined petroleum products terminals, pipelines,
storage facilities and similar logistics assets. PBFX's assets
primarily consist of rail and truck terminals and unloading racks,
storage facilities and pipelines, a substantial portion of which
were acquired from or contributed by PBF LLC and are located at, or
nearby, our refineries. PBFX provides various rail, truck and
marine terminaling services, pipeline transportation services and
storage services to PBF Holding and/or its subsidiaries and third
party customers through fee-based commercial agreements.
PBFX currently does not
generate significant third party revenue and intersegment
related-party revenues are eliminated in consolidation. From a PBF
Energy perspective, our chief operating decision maker evaluates
the Logistics segment as a whole without regard to any of PBFX's
individual operating segments.
|
|
(9) As reported by
Platts.
|
|
(10)
Gross refining margin and gross refining margin per barrel of
throughput are Non-GAAP measures because they exclude refinery
operating expenses, depreciation and amortization and gross margin
of PBFX. Gross refining margin per barrel is gross refining margin,
divided by total crude and feedstocks throughput. We believe they
are important measures of operating performance and provide useful
information to investors because gross refining margin per barrel
is a helpful metric comparison to the industry refining margin
benchmarks shown in the Market Indicators Tables, as the industry
benchmarks do not include a charge for refinery operating expenses
and depreciation. Other companies in our industry may not calculate
gross refining margin and gross refining margin per barrel in the
same manner. Gross refining margin and gross refining margin per
barrel of throughput have their limitations as an analytical tool,
and you should not consider them in isolation or as substitutes for
analysis of our results as reported under GAAP.
|
|
(11) Represents
refinery operating expenses, including corporate-owned logistics
assets, excluding depreciation and amortization, divided by total
crude oil and feedstocks throughput.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(12) We define heavy
crude oil as crude oil with American Petroleum Institute (API)
gravity less than 24 degrees. We define medium crude oil as crude
oil with API gravity between 24 and 35 degrees. We define light
crude oil as crude oil with API gravity higher than 35
degrees.
|
(13) The total debt to
capitalization ratio is calculated by dividing total debt by the
sum of total debt and total equity. This ratio is a measurement
that management believes is useful to investors in analyzing our
leverage. Net debt and the net debt to capitalization ratio are
Non-GAAP measures. Net debt is calculated by subtracting cash and
cash equivalents from total debt. We believe these measurements are
also useful to investors since we have the ability to and may
decide to use a portion of our cash and cash equivalents to retire
or pay down our debt. Additionally, we have also presented the
total debt to capitalization and net debt to capitalization ratios
excluding the cumulative effects of special items on
equity.
|
|
|
|
|
|
|
|
|
|
|
|
September
30,
|
|
December
31,
|
|
|
|
|
2022
|
|
2021
|
|
|
(in
millions)
|
Total debt
|
$
1,971.5
|
|
$
4,295.8
|
Total equity
|
4,876.5
|
|
2,532.8
|
Total
capitalization
|
$
6,848.0
|
|
$
6,828.6
|
|
|
|
|
Total debt
|
$
1,971.5
|
|
$
4,295.8
|
Total equity excluding
special items
|
4,540.7
|
|
2,071.3
|
Total capitalization
excluding special items
|
$
6,512.2
|
|
$
6,367.1
|
|
|
|
|
|
|
|
Total equity
|
$
4,876.5
|
|
$
2,532.8
|
Special Items
(Note 4)
|
|
|
|
Add: Non-cash LCM
inventory adjustments
|
—
|
|
—
|
Add:
Change in fair value of contingent consideration
|
69.6
|
|
(61.3)
|
Add:
Gain on sale of hydrogen plants
|
(471.1)
|
|
(471.1)
|
Add: Gain on Torrance
land sales
|
(87.8)
|
|
(87.8)
|
Add:
Impairment expense
|
98.8
|
|
98.8
|
Add:
LIFO inventory decrement
|
83.0
|
|
83.0
|
Add:
Turnaround acceleration costs
|
56.2
|
|
56.2
|
Add:
Severance and reconfiguration costs
|
30.0
|
|
30.0
|
Add:
Early railcar return expense
|
64.8
|
|
64.8
|
Add:
Loss (gain) on extinguishment of debt
|
33.9
|
|
(32.2)
|
Add:
Change in Tax Receivable Agreement liability
|
(327.4)
|
|
(615.6)
|
Less: Recomputed income taxes on special items
|
106.1
|
|
231.8
|
Add:
Net tax change on remeasurement of deferred tax assets
|
(12.1)
|
|
221.7
|
Add:
Net tax expense on TCJA related special items
|
20.2
|
|
20.2
|
Net equity
impact related to special items
|
(335.8)
|
|
(461.5)
|
Total equity excluding
special items
|
$
4,540.7
|
|
$
2,071.3
|
|
|
|
|
|
|
|
Total debt
|
$
1,971.5
|
|
$
4,295.8
|
Less: Cash and cash equivalents
|
1,908.6
|
|
1,341.5
|
Net Debt
|
|
|
|
$
62.9
|
|
$
2,954.3
|
|
|
|
|
|
|
|
Total debt to
capitalization ratio
|
29 %
|
|
63 %
|
Total debt to
capitalization ratio, excluding special items
|
30 %
|
|
67 %
|
Net debt to
capitalization ratio
|
1 %
|
|
54 %
|
Net debt to
capitalization ratio, excluding special items
|
1 %
|
|
59 %
|
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SOURCE PBF Energy Inc.