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8-K - 8-K - PBF Logistics LP | a8-kxpbfxcitimlpconference.htm |
PBF Logistics LP (NYSE: PBFX)
Citi MLP/Midstream Infrastructure Conference
August 2016
2
Safe Harbor Statements
This presentation contains forward-looking statements made by PBF Logistics LP (“PBFX”), PBF Energy Inc. (“PBF Energy” and
together with PBFX, the “Companies”), PBF Holding Company LLC, and their subsidiaries, and their management teams. Such
statements are based on current expectations, forecasts and projections, including, but not limited to, anticipated financial
and operating results, plans, objectives, expectations and intentions that are not historical in nature. Forward-looking
statements should not be read as a guarantee of future performance or results, and may not necessarily be accurate
indications of the times at, or by which, such performance or results will be achieved. Forward-looking statements are based
on information available at the time, and are subject to various risks and uncertainties that could cause the Companies’
actual performance or results to differ materially from those expressed in such statements. Factors that could impact such
differences include, but are not limited to, changes in general economic conditions; volatility of crude oil and other feedstock
prices; fluctuations in the prices of refined products; the impact of disruptions to crude or feedstock supply to any of our
refineries, including disruptions due to problems with third party logistics infrastructure; effects of litigation and government
investigations; the timing and announcement and successful closing of any potential acquisitions, including the proposed
Torrance Valley Pipeline Company LLC acquisition, and subsequent impact of any future acquisitions on our capital structure,
financial condition or results of operations; changes or proposed changes in laws or regulations or differing interpretations or
enforcement thereof affecting our business or industry, including any lifting by the federal government of the restrictions on
exporting U.S. crude oil; actions taken or non-performance by third parties, including suppliers, contractors, operators,
transporters and customers; adequacy, availability and cost of capital; work stoppages or other labor interruptions; operating
hazards, natural disasters, weather-related delays, casualty losses and other matters beyond our control; inability to
complete capital expenditures, or construction projects that exceed anticipated or budgeted amounts; unforeseen liabilities
associated with any acquisition; inability to successfully integrate any acquired businesses or operations; effects of existing
and future laws and governmental regulations, including environmental, health and safety regulations; and, various other
factors.
Forward-looking statements reflect information, facts and circumstances only as of the date they are made. The Companies
assume no responsibility or obligation to update forward-looking statements to reflect actual results, changes in assumptions
or changes in other factors affecting forward-looking information after such date.
3
Diversified, stable and predictable cash flows
Supported predominantly by long-term, take-
or-pay agreements
No direct commodity price exposure
Highly integrated assets
Focused on movement and storage of refinery
feedstocks and finished products
Strong alignment with PBF Energy
PBF Logistics’ assets provide PBF Energy
strategic optionality
Financial Flexibility
Long-term capital structure with ample
liquidity for growth
Solid growth potential
Completed its first 3rd-party acquisition of
East Coast terminals in April 2016
Continue to pursue growth through
independent transactions, drop-downs and
organic investment
PBF Logistics LP
4
PBFX Growing Asset Base is Ideally Situated
PBF Logistics Mid-Continent Assets
Toledo Storage Facility
Toledo LPG Truck Rack
Toledo Truck Terminal
PBF Logistics East Coast Assets
East Coast Terminals
DC Products Pipeline
DC Truck Rack (Products)
DC Truck Rack (LPG)
DC Rail Terminal
DC West Rack
Legacy PBF Logistics assets directly support the
operations of the Toledo, Delaware City,
Paulsboro and Torrance refineries(1)
Approximately 255 million barrels of annual
refining capacity
Strategic third-party acquisitions such as the East
Coast Terminals allow PBF Logistics to
independently grow its revenue base and
leverage its existing relationship with PBF Energy
PBF Logistics continues to target logistics assets
for feedstock movement and product distribution
that compliment its existing operations and
provide synergies due to proximity to PBF Energy
operations
Drop-downs from PBF Energy, as it grows, remain
a valuable source of future growth
Paulsboro
Toledo
Chalmette
Torrance
PADD
2
PADD
3
PADD
5
Delaware City
PADD
4
PADD
1
PBF Logistics West Coast Assets(1)
Torrance Valley Pipeline
___________________________
1. Pro forma for the announced proposed transaction to acquire a controlling 50%
interest in Torrance Valley Pipeline Company LLC
5
Announced proposed acquisition of a controlling 50%
interest in Torrance Valley Pipeline Company LLC
(“TVP”) from a subsidiary of PBF Energy at a pro forma
EBITDA multiple of ~8.75x
Purchase price of ~$175 million expected to be
partially financed through a successful ~$80 million
public equity offering
Primary crude gathering and transportation lines that
feed PBF Energy’s Torrance Refinery
Diversifies PBFX asset base with high-quality pipeline
and storage assets critical to the operations of PBF
Energy’s Torrance refinery(1)
TVPC owns:
189-mile San Joaquin Valley Pipeline system with a
throughput capacity of approximately 110,000
barrels per day
The system is comprised of the M55, M1 and M70
pipelines
11 pipeline stations positioned between Belridge and
the Torrance Refinery with heavy crude heating,
pumping and storage capabilities
Proposed Torrance Valley Pipeline Company LLC Acquisition(1)
___________________________
1. Pro forma for the announced proposed transaction to acquire a controlling 50%
interest in Torrance Valley Pipeline Company LLC
6
Closed acquisition of East Coast Terminals from Plains
All American at a pro forma EBITDA multiple of ~7x
Purchase price of $100 million, plus an upfront
capital investment of ~$5 million
Unaffiliated third-party transaction introduces third-
party business to PBFX’s revenue base
Diversifies PBFX asset and customer base and creates
synergy opportunities with PBF Energy due to proximity
of PBF Energy’s three coastal refineries
Assets acquired include:
57 product tanks with a total shell capacity of
approximately 4.2 million shell barrels
Pipeline connections to the Colonial, Buckeye,
Sunoco Logistics and other proprietary pipeline
systems
26 truck loading lanes
Marine facilities capable of handling barges and ships
First Third Party Acquisition
7
PBFX is a Strategic and Valuable Partner to PBF
Stable cash flows supported predominantly by long-
term, take-or-pay Minimum Volume Commitments
No direct commodity exposure
Hard asset base consisting of crude and product
storage, pipelines, and distribution and unloading
facilities
Vehicle allows PBF to drop-down logistics assets and
utilize proceeds to de-lever and improve liquidity
PBF's drop-down EBITDA backlog increased significantly
with addition of logistics-related assets at Chalmette
and Torrance Acquisitions
Third-party transactions, such as the East Coast
Terminals acquisition, add incremental growth to
PBFX by extending the backlog timeline
Provides alternative capital source to grow logistics
asset base
Summary of Executed Drop-Downs*
Announcement
Date
Asset
Projected
Annual Net
Income
($mm)
Projected
Annual
EBITDA
($mm)
Gross
Sale
Price
($mm)
9/15/2014
Delaware City Heavy
Crude Unloading
Rack
$12 $15 $150
12/2/2014
Toledo Storage
Facility
$9 $15 $150
5/15/2015
Delaware City
Pipeline / Truck Rack
$12 $14 $143
8/11/2016(1)
Torrance Valley
Pipeline Company
LLC ~50% interest
$9 $20 $175
Total $42 $64 $618
___________________________
1. Pro forma for the announced proposed transaction to acquire a controlling 50%
interest in Torrance Valley Pipeline Company LLC
*For reconciliation from EBITDA to Net Income please refer to PBF 8-K filings
dated 9/19/14 (p.164); 12/5/14 (p.80); and 5/5/15 (p.80), respectively. EBITDA
is a non-GAAP financial measure. See Appendix for additional information.
8
Fourth largest and second most complex
independent refiner in the United States
Currently operates five oil refineries in
California, Ohio, Delaware, New Jersey and
Louisiana
PBF's core strategy is to operate safely and
responsibly and grow and diversify
through acquisitions
PBF indirectly owns 100% of the general
partner and ~45% of the limited partner
interests of PBF Logistics LP (NYSE: PBFX),
and 100% of the PBFX incentive distribution
rights (“IDRs”)
Region
Throughput Capacity
(bpd)
Nelson
Complexity
Mid-continent 170,000 9.2
East Coast 370,000 12.2
Gulf Coast 189,000 12.7
West Coast 155,000 14.9
Total 884,000 12.2
Paulsboro
Toledo
Chalmette
Torrance
PADD
2
PADD
3
PADD
5
Delaware City
PADD
4
PADD
1
PBF Energy as Sponsor
9
Commercial Optimization
Crude sourcing flexibility and optionality
PBF uses its complex crude processing capacity
to source lowest cost input slate
PBF is benefiting from the over-supply of
waterborne crude which is driving increased
competition and favorable pricing
PBF is leveraging its expanded coastal refining
portfolio to capitalize on economies of scale by
sharing larger cargoes between assets
Pursuing highest netback product distribution
channels
Actively marketing finished products in local
refining markets
The East Coast Terminals acquisition by PBFX
provides additional capability in the greater
Philadelphia market
Entering the gasoline and distillate product
export markets
Increasing asphalt production, with Chalmette
and Paulsboro, and becoming a larger supplier
on the East Coast
Refining Group Crude Slate Breakdown
Source: Company reports, JP Morgan Research
0%
20%
40%
60%
80%
100%
PBF PSX MPC TSO VLO HFC NTI ALJ DK WNR CVRR
Medium / Heavy Light
10
Strong Connection with PBF Energy
Fee-based, long-term contracts provide PBFX with stable earnings
Conservative financial profile with strong liquidity provides
flexibility
Demonstrated access to capital markets
Experienced management team
Focused on safety and operational excellence
PBFX’s assets are integrated with three of PBF’s operating refineries
Strategic
Midstream growth is a key component of PBF’s strategy
PBF owns ~45% of PBF Logistics and 100% of the GP
PBFX provides PBF with an additional growth vehicle to enhance
investor returns
Financial
Operational
11
$0.26
$0.28
$0.30
$0.32
$0.34
$0.36
$0.38
$0.40
$0.42
$0.44
Q2-14* Q3-14 Q4-14 Q1-15 Q2-15 Q3-15 Q4'15 Q1'16 Q2'16
MQD Incremental Proposed
PBFX Delivers Strong Historical Distribution Growth
*Represents the minimum quarterly distribution (MQD) for Q2-14, actual distribution of $0.16 equal to prorated MQD based on May 14, 2014 IPO
12
PBFX’s Investment Highlights
Focus on Stable,
Take-or-Pay
Business
Maintain stable cash flow generation through predominantly long-term
contracts with minimum volume commitments
Commitment to safe and reliable operations across all areas
No direct commodity price exposure
Target 1.15x annual coverage ratio
Financial flexibility for continued distribution growth
Maintain attractive long-term distribution growth rate
Financial Flexibility
Distributable
Cash Flow
Grow the Business
Pursue third-party acquisitions focused on traditional MLP assets
Invest in organic projects and asset optimization
Support growth of PBF through additional drop-down transactions
Conservative financial profile with an emphasis on liquidity
Demonstrated ability to access capital markets
Net Debt-to-EBITDA target of between 3x and 4x
Appendix
14
Non-GAAP Financial Measures
PBF Logistics LP Reconciliation of Amounts under US GAAP to Forecasted EBITDA (unaudited, in millions)
Reconciliation of fifty percent acquired interest in TVPC estimated
Net Income to estimated EBITDA (for the 12-month period subsequent to closing the proposed acquisition):
Estimated net income $9.4
Add: Depreciation and amortization expense 9.0
Add: Interest expense, net and other financing costs 1.6
Estimated EBITDA $20.0
The Partnership defines EBITDA as net income (loss) before net interest expense, income tax expense, depreciation and amortization
expense. EBITDA is a non-GAAP supplemental financial measure that management and external users of our consolidated financial
statements, such as industry analysts, investors, lenders and rating agencies, may use to assess:
our operating performance as compared to other publicly traded partnerships in the midstream energy industry, without regard to
historical cost basis or financing methods;
the ability of our assets to generate sufficient cash flow to make distributions to our unit holders;
our ability to incur and service debt and fund capital expenditures; and
the viability of acquisitions and other capital expenditure projects and the returns on investment of various investment
opportunities.
The Partnership’s management believes that the presentation of EBITDA provides useful information to investors in assessing our financial
condition and results of operations. EBITDA should not be considered an alternative to net income, operating income, cash from operations
or any other measure of financial performance or liquidity presented in accordance with GAAP. EBITDA has important limitations as an
analytical tool because it excludes some but not all items that affect net income. Additionally, because EBITDA may be defined differently
by other companies in our industry, our definition of EBITDA may not be comparable to similarly titled measures of other companies, thereby
diminishing its utility. Due to the forward-looking nature of forecasted EBITDA, information to reconcile forecasted EBITDA to forecasted
cash flow from operating activities is not available as management is unable to project working capital changes for future periods at this
time.