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8-K - 8-K - Western Refining, Inc.wnr20146308-k.htm


FOR IMMEDIATE RELEASE
Exhibit 99.1
 
 
Investor and Analyst Contact:
Media Contact:
Jeffrey S. Beyersdorfer
Gary W. Hanson
(602) 286-1530
(602) 286-1777
Michelle Clemente
 
(602) 286-1533
 


WESTERN REFINING ANNOUNCES SECOND QUARTER 2014 RESULTS


EL PASO, Texas - August 5, 2014 - Western Refining, Inc. (NYSE: WNR) today reported results for its second quarter ending June 30, 2014. Net income attributable to Western, excluding special items, was $128.8 million, or $1.29 per diluted share. This compares to second quarter 2013 net income, excluding special items, of $126.8 million, or $1.25 per diluted share. Including special items, the Company recorded second quarter 2014 net income attributable to Western of $156.7 million, or $1.56 per diluted share, as compared to net income of $149.3 million, or $1.46 per diluted share for the second quarter of 2013. Special items in the second quarter of 2014 consisted primarily of a non-cash, unrealized pre-tax hedging gain of $45.4 million. A reconciliation of reported earnings and description of special items can be found in the accompanying financial tables. Western's consolidated financial results include the results of both Western Refining Logistics, LP (NYSE: WNRL) and Northern Tier Energy LP (NYSE: NTI).
Commenting on the second quarter, Jeff Stevens, Western's President and Chief Executive Officer, said, "Western delivered another excellent quarter, both operationally and financially. During the quarter, total throughput for Western’s Southwest refineries was at an all-time high of 165,000 barrels per day. We also saw strong WTI Midland/Cushing crude oil differentials during the quarter. Additionally, Northern Tier Energy and Western Refining Logistics contributed to these strong financial results."
"One of our key growth priorities for 2014 is the ongoing expansion of our crude oil gathering capabilities in the fast-growing Permian and San Juan Basins. We continue to make progress on our TexNew Mex pipeline reversal and its extension and expect it to come online in early 2015. This investment will further expand our direct pipeline access to cost-advantaged crude oils and positions our refineries to continue to benefit from the increased crude oil production in these regions," said Stevens.

During the second quarter, Western paid a dividend of $0.26 per share of common stock and in July, the Board of Directors authorized a $0.26 per share dividend for the third quarter. Also, during the second quarter, Western settled the 5.75% Convertible Senior Notes due 2014.
During the quarter, Western returned approximately $39 million in cash to shareholders via dividends and share repurchases, and in July purchased an additional $43 million in WNR shares, bringing the total cash returned to shareholders to approximately $730 million since the beginning of 2012.
Looking forward, Stevens said, "The third quarter is off to a strong start. Our refineries are running well and the WTI Midland/Cushing differential has continued to widen during the quarter. Overall, we are well-positioned to benefit from the strong margin environment, allowing us to continue to invest in our business and return cash to shareholders."






Conference Call Information
A conference call is scheduled for Tuesday, August 5, 2014, at 11:00 am EDT to discuss Western's financial results for the second quarter ended June 30, 2014. A slide presentation will be available for reference during the conference call. The call, press release and slide presentation can be accessed on the Investor Relations section on Western's website, www.wnr.com. The call can also be heard by dialing (866) 566-8590 or (702) 224-9819, passcode: 62225088. The audio replay will be available two hours after the end of the call through August 14, 2014, by dialing (800) 585-8367 or (404) 537-3406, passcode: 62225088.
Non-GAAP Financial Measures
In a number of places in the press release and related tables, we have excluded from GAAP measures certain income and expense items from GAAP financial measures and related disclosures. The excluded items are generally non-cash in nature such as unrealized net gains and losses from commodity hedging activities or losses on extinguishment of debt; however, other items that have a cash impact, such as gains on disposal of assets and significant costs to exit an activity are also excluded. We believe it is useful for investors and financial analysts to understand our financial performance excluding such items so that they can see the operating trends underlying our business. Readers of this press release should not consider these non-GAAP measures in isolation from, or as a substitute for, the financial information that we report in accordance with GAAP.
About Western Refining
Western Refining, Inc. is an independent refining and marketing company headquartered in El Paso, Texas. The refining segment operates refineries in El Paso, and Gallup, New Mexico. The Wholesale segment includes a fleet of crude oil and finished product truck transports, and wholesale petroleum products operations in Arizona, California, Colorado, Georgia, Maryland, Nevada, New Mexico, Texas, and Virginia. The retail segment includes retail service stations and convenience stores in Arizona, Colorado, New Mexico, and Texas.
Western Refining, Inc. owns the general partner and approximately 65% of the limited partnership interest of Western Refining Logistics, LP (NYSE:WNRL) and the general partner and approximately 39% of the limited partnership interest in Northern Tier Energy LP (NYSE:NTI).
More information about Western Refining is available at www.wnr.com.
Cautionary Statement on Forward-Looking Statements
This press release contains forward-looking statements covered by the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The forward-looking statements contained herein include statements about: our growth priorities; our enhanced crude oil gathering capabilities; growing crude oil production in the Delaware/Permian and San Juan Basins and our ability to benefit from such increased crude oil production; our direct access to cost-advantaged crude oils; the discount between West Texas Intermediate (WTI) Cushing and WTI Midland crude oils; the margin environment and our ability to benefit from the margin environment; our operating and financial performance in current and future periods; timing for the completion of the TexNew Mex pipeline and 70 mile extension; and our ability to invest in our business and to return cash to shareholders. These statements are subject to the general risks inherent in the Company's business. These expectations may or may not be realized. Some of these expectations may be based upon assumptions or judgments that prove to be incorrect. In addition, our business and operations involve numerous risks and uncertainties, many of which are beyond our control, which could result in our expectations not being realized, or otherwise materially affect our financial condition, results of operations, and cash flows. Additional information relating to the uncertainties affecting Western's business is contained in its filings with the Securities and Exchange Commission. The forward-looking statements are only as of the date made, and Western does not undertake any obligation to (and expressly disclaims any obligation to) update any forward-looking statements to reflect events or circumstances after the date such statements were made, or to reflect the occurrence of unanticipated events.







Consolidated Financial Data
We report our operating results in five business segments: the refining group, the wholesale group, the retail group, WNRL and NTI.
Our refining segment operates two refineries in the Southwest owned by Western that process crude oil and other feedstocks primarily into gasoline, diesel fuel, jet fuel and asphalt. We market refined products to a diverse customer base including wholesale distributors and retail chains.
Our wholesale segment includes a fleet of crude oil and refined product truck transports and wholesale petroleum product operations in the Southwest region. The wholesale group also markets refined products in the Northeast and Mid-Atlantic regions. Wholesale receives its product supply from the refining group and third-party suppliers.
Our retail segment operates retail convenience stores located in the Southwest that sell gasoline, diesel fuel and convenience store merchandise.
WNRL owns and operates terminal, storage and transportation assets and provides related services primarily to our refining group in the Southwest.
NTI owns and operates refining and transportation assets and operates retail convenience store assets and supports franchised retail convenience stores primarily in the Upper Great Plains region of the U.S.
The following tables set forth our unaudited summary historical financial and operating data for the periods indicated below:
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2014
 
2013
 
2014
 
2013
 
(Unaudited)
 
 
(In thousands, except per share data)
Statements of Operations Data
 
 
 
 
 
 
 
Net sales (1)
$
4,351,290

 
$
2,429,962

 
$
8,076,433

 
$
4,616,179

Operating costs and expenses:
 
 
 
 
 
 
 
Cost of products sold (exclusive of depreciation and amortization) (1)
3,731,169

 
1,986,883

 
6,891,906

 
3,784,067

Direct operating expenses (exclusive of depreciation and amortization) (1)
203,463

 
113,861

 
401,812

 
235,721

Selling, general and administrative expenses
54,640

 
29,450

 
113,372

 
56,002

Affiliate severance costs
3,479

 

 
12,878

 

Loss on disposal of assets, net
119

 

 
1,005

 

Maintenance turnaround expense

 
35

 
46,446

 
43,203

Depreciation and amortization
47,848

 
27,143

 
94,258

 
51,475

Total operating costs and expenses
4,040,718

 
2,157,372

 
7,561,677

 
4,170,468

Operating income
310,572

 
272,590

 
514,756

 
445,711

Other income (expense):
 
 
 
 
 
 
 
Interest income
221

 
235

 
416

 
386

Interest expense and other financing costs
(25,722
)
 
(14,681
)
 
(52,582
)
 
(32,669
)
Amortization of loan fees
(2,079
)
 
(1,515
)
 
(4,176
)
 
(3,119
)
Loss on extinguishment of debt
(1
)
 
(24,719
)
 
(9
)
 
(46,766
)
Other, net
983

 
101

 
2,465

 
298

Income before income taxes
283,974

 
232,011

 
460,870

 
363,841

Provision for income taxes
(93,407
)
 
(82,752
)
 
(142,606
)
 
(130,863
)
Net income
190,567

 
149,259

 
318,264

 
232,978

Less net income attributed to non-controlling interests
33,871

 

 
76,022

 

Net income attributable to Western Refining, Inc.
$
156,696

 
$
149,259

 
$
242,242

 
$
232,978

Basic earnings per share
$
1.88

 
$
1.81

 
$
2.97

 
$
2.74

Diluted earnings per share
1.56

 
1.46

 
2.44

 
2.26

Weighted average basic shares outstanding
83,556

 
82,390

 
81,653

 
84,546

Weighted average dilutive shares outstanding (2)
102,657

 
104,729

 
102,655

 
106,942







 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2014
 
2013
 
2014
 
2013
 
(Unaudited)
 
(In thousands)
Cash Flow Data
 
 
 
 
 
 
 
Net cash provided by (used in):
 
 
 
 
 
 
 
Operating activities
$
214,355

 
$
294,957

 
$
278,387

 
$
259,324

Investing activities
(38,000
)
 
160,003

 
(88,449
)
 
(101,420
)
Financing activities
(76,179
)
 
(330,990
)
 
(126,195
)
 
(239,536
)
Other Data
 
 
 
 
 
 
 
Adjusted EBITDA (3)
$
314,364

 
$
240,413

 
$
539,996

 
$
483,105

Capital expenditures
40,021

 
36,229

 
90,619

 
101,854

Balance Sheet Data (at end of period)
 
 
 
 
 
 
 
Cash and cash equivalents
 
 
 
 
$
531,813

 
$
372,335

Working capital
 
 
 
 
839,194

 
360,059

Total assets
 
 
 
 
5,796,768

 
2,510,891

Total debt and lease financing obligation
 
 
 
 
1,200,171

 
560,911

Total equity
 
 
 
 
2,981,640

 
904,373


(1)
Excludes $1,236.7 million, $2,294.8 million, $1,130.8 million and $2,139.9 million of intercompany sales; $1,232.2 million, $2,286.5 million, $1,127.7 million and $2,134.7 million of intercompany cost of products sold; and $4.4 million, $8.3 million, $3.1 million and $5.2 million of intercompany direct operating expenses for the three and six months ended June 30, 2014 and 2013, respectively.
(2)
Our computation of diluted earnings per share includes our Convertible Senior Unsecured Notes and any unvested restricted shares and share units. If determined to be dilutive to period earnings, these securities are included in the denominator of our diluted earnings per share calculation. For purposes of the diluted earnings per share calculation, we assumed issuance of 0.1 million restricted share units for both the three and six months ended June 30, 2014 and assumed issuance of 19.0 million and 20.9 million shares related to the Convertible Senior Unsecured Notes for the three and six months ended June 30, 2014, respectively. We assumed issuance of 0.1 million and 0.2 million restricted shares and share units and assumed issuance of 22.2 million and 22.2 million shares related to the Convertible Senior Unsecured Notes for the three and six months ended June 30, 2013, respectively.
(3)
Adjusted EBITDA represents earnings before interest expense and other financing costs, amortization of loan fees, provision for income taxes, depreciation, amortization, maintenance turnaround expense, and certain other non-cash income and expense items. However, Adjusted EBITDA is not a recognized measurement under United States generally accepted accounting principles ("GAAP"). Our management believes that the presentation of Adjusted EBITDA is useful to investors because it is frequently used by securities analysts, investors, and other interested parties in the evaluation of companies in our industry. In addition, our management believes that Adjusted EBITDA is useful in evaluating our operating performance compared to that of other companies in our industry because the calculation of Adjusted EBITDA generally eliminates the effects of financings, income taxes, the accounting effects of significant turnaround activities (that many of our competitors capitalize and thereby exclude from their measures of EBITDA), and certain non-cash charges that are items that may vary for different companies for reasons unrelated to overall operating performance.
Adjusted EBITDA has limitations as an analytical tool, and you should not consider it in isolation, or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:
Adjusted EBITDA does not reflect our cash expenditures or future requirements for significant turnaround activities, capital expenditures, or contractual commitments;
Adjusted EBITDA does not reflect the interest expense or the cash requirements necessary to service interest or principal payments on our debt;
Adjusted EBITDA does not reflect changes in, or cash requirements for, our working capital needs; and





Adjusted EBITDA, as we calculate it, may differ from the Adjusted EBITDA calculations of other companies in our industry, thereby limiting its usefulness as a comparative measure.
Because of these limitations, Adjusted EBITDA should not be considered a measure of discretionary cash available to us to invest in the growth of our business. We compensate for these limitations by relying primarily on our GAAP results and using Adjusted EBITDA only supplementally. The following table reconciles net income to Adjusted EBITDA for the periods presented:
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2014
 
2013
 
2014
 
2013
 
(Unaudited)
 
 (In thousands)
Net income attributable to Western Refining, Inc.
$
156,696

 
$
149,259

 
$
242,242

 
$
232,978

Net income attributed to non-controlling interest
33,871

 

 
76,022

 

Interest expense and other financing costs
25,722

 
14,681

 
52,582

 
32,669

Provision for income taxes
93,407

 
82,752

 
142,606

 
130,863

Amortization of loan fees
2,079

 
1,515

 
4,176

 
3,119

Depreciation and amortization
47,848

 
27,143

 
94,258

 
51,475

Maintenance turnaround expense

 
35

 
46,446

 
43,203

Loss on disposal of assets, net
119

 

 
1,005

 

Loss on extinguishment of debt
1

 
24,719

 
9

 
46,766

Unrealized gain on commodity hedging transactions
(45,379
)
 
(59,691
)
 
(119,350
)
 
(57,968
)
Adjusted EBITDA
$
314,364

 
$
240,413

 
$
539,996

 
$
483,105

 
 
 
 
 
 
 
 
EBITDA by Reporting Entity
 
 
 
 
 
 
 
Western Adjusted EBITDA
$
221,500

 
$
240,413

 
$
344,651

 
$
483,105

WNRL EBITDA
14,884

 

 
29,534

 

NTI Adjusted EBITDA
77,980

 

 
165,811

 

Adjusted EBITDA
$
314,364

 
$
240,413

 
$
539,996

 
$
483,105


 
Three Months Ended
 
June 30,
 
2014
 
Western
 
WNRL
 
NTI
 
(Unaudited)
 
 (In thousands)
Net income attributable to Western Refining, Inc.
$
126,596

 
$
7,171

 
$
22,929

Net income attributed to non-controlling interest

 
3,804

 
30,067

Interest expense and other financing costs
19,323

 
227

 
6,172

Provision for income taxes
93,322

 
85

 

Amortization of loan fees
1,949

 
130

 

Depreciation and amortization
25,019

 
3,467

 
19,362

Maintenance turnaround expense

 

 

Gain (loss) on disposal of assets, net
208

 

 
(89
)
Loss on extinguishment of debt
1

 

 

Unrealized gain on commodity hedging transactions
(44,918
)
 

 
(461
)
Adjusted EBITDA
$
221,500

 
$
14,884

 
$
77,980






 
Six Months Ended
 
June 30,
 
2014
 
Western
 
WNRL
 
NTI
 
(Unaudited)
 
 (In thousands)
Net income attributable to Western Refining, Inc.
$
180,801

 
$
14,315

 
$
47,126

Net income attributed to non-controlling interest

 
7,593

 
68,429

Interest expense and other financing costs
39,826

 
452

 
12,304

Provision for income taxes
142,402

 
204

 

Amortization of loan fees
3,917

 
259

 

Depreciation and amortization
49,200

 
6,711

 
38,347

Maintenance turnaround expense
46,446

 

 

Gain (loss) on disposal of assets, net
1,106

 

 
(101
)
Loss on extinguishment of debt
9

 

 

Unrealized gain on commodity hedging transactions
(119,056
)
 

 
(294
)
Adjusted EBITDA
$
344,651

 
$
29,534

 
$
165,811






Consolidating Financial Data
The following tables set forth our consolidating historical financial data for the periods presented below.
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2014
 
2013
 
2014
 
2013
 
(Unaudited)
 
(In thousands)
Operating Income (Loss)
 
 
 
 
 
 
 
Refining
$
250,848

 
$
275,512

 
$
386,584

 
$
457,395

Wholesale
5,726

 
9,161

 
16,233

 
17,920

Retail
1,558

 
5,872

 
(545
)
 
3,718

Corporate and other
(17,583
)
 
(17,955
)
 
(36,272
)
 
(33,322
)
Western, excluding WNRL and NTI
$
240,549

 
$
272,590

 
$
366,000

 
$
445,711

WNRL
11,417

 

 
22,820

 

NTI
58,606

 

 
125,936

 

Operating income
$
310,572

 
$
272,590

 
$
514,756

 
$
445,711

Depreciation and Amortization
 
 
 
 
 
 
 
Western, excluding WNRL and NTI
$
25,019

 
$
27,143

 
$
49,200

 
$
51,475

WNRL
3,467

 

 
6,711

 

NTI
19,362

 

 
38,347

 

Depreciation and amortization expense
$
47,848

 
$
27,143

 
$
94,258

 
$
51,475

Capital Expenditures
 
 
 
 
 
 
 
Western, excluding WNRL and NTI
$
26,039

 
$
36,229

 
$
63,552

 
$
101,854

WNRL
2,773

 

 
8,677

 

NTI
11,209

 

 
18,390

 

Capital expenditures
$
40,021

 
$
36,229

 
$
90,619

 
$
101,854

Balance Sheet Data (at end of period)
 
 
 
 
 
 
 
Cash and cash equivalents
 
 
 
 
 
 
 
Western, excluding WNRL and NTI
 
 
 
 
$
345,476

 
$
372,335

WNRL
 
 
 
 
79,395

 

NTI
 
 
 
 
106,942

 

Cash and cash equivalents
 
 
 
 
$
531,813

 
$
372,335

 Total debt
 
 
 
 
 
 
 
Western, excluding WNRL and NTI
 
 
 
 
$
897,456

 
$
550,832

WNRL
 
 
 
 

 

NTI
 
 
 
 
278,125

 

Total debt
 
 
 
 
$
1,175,581

 
$
550,832

Total debt to capitalization ratio (1)
 
 
 
 
69.4
%
 
60.9
%
 Total working capital
 
 
 
 
 
 
 
Western, excluding WNRL and NTI
 
 
 
 
$
614,013

 
$
360,059

WNRL
 
 
 
 
81,256

 

NTI
 
 
 
 
143,925

 

Total working capital
 
 
 
 
$
839,194

 
$
360,059

(1)
Calculation of total debt to capitalization ratio for the six months ended June 30, 2014, excludes NTI debt of $278.1 million and total equity of $1,687.6 million attributable to non-controlling interest.






Refining Segment
El Paso and Gallup Refineries and Related Operations
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2014
 
2013
 
2014
 
2013
 
 
(In thousands, except per barrel data)
Statement of Operations Data (Unaudited):
 
 
 
 
 
 
 
Net sales (including intersegment sales) (1)
$
2,430,001

 
$
2,001,482

 
$
4,471,200

 
$
3,777,568

Operating costs and expenses:
 
 
 
 
 
 
 
Cost of products sold (exclusive of depreciation and amortization) (2)
2,076,946

 
1,622,728

 
3,836,144

 
3,064,880

Direct operating expenses (exclusive of depreciation and amortization)
74,268

 
73,338

 
147,005

 
155,213

Selling, general, and administrative expenses
7,354

 
7,358

 
14,484

 
14,112

Loss on disposal of assets, net
188

 

 
672

 

Maintenance turnaround expense

 
35

 
46,446

 
43,203

Depreciation and amortization
20,397

 
22,511

 
39,865

 
42,765

Total operating costs and expenses
2,179,153

 
1,725,970

 
4,084,616

 
3,320,173

Operating income
$
250,848

 
$
275,512

 
$
386,584

 
$
457,395

Key Operating Statistics
 
 
 
 
 
 
 
Total sales volume (bpd) (1) (3)
227,313

 
184,248

 
214,105

 
172,506

Total refinery production (bpd)
163,567

 
158,650

 
149,362

 
139,787

Total refinery throughput (bpd) (4)
165,641

 
161,985

 
151,642

 
142,288

Per barrel of throughput:
 
 
 
 
 
 
 
Refinery gross margin (2) (5)
$
23.42

 
$
25.69

 
$
23.14

 
$
27.67

Direct operating expenses (6)
4.93

 
4.98

 
5.36

 
6.03


The following tables set forth our summary refining throughput and production data for the periods and refineries presented:
El Paso and Gallup Refineries
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2014
 
2013
 
2014
 
2013
Key Operating Statistics
 
 
 
 
 
 
 
Refinery product yields (bpd):
 
 
 
 
 
 
 
Gasoline
84,773

 
83,885

 
75,894

 
75,794

Diesel and jet fuel
69,080

 
65,096

 
62,626

 
55,124

Residuum
5,792

 
5,869

 
5,075

 
4,981

Other
3,922

 
3,800

 
5,767

 
3,888

Total refinery production (bpd)
163,567

 
158,650

 
149,362

 
139,787

Refinery throughput (bpd):
 
 
 
 
 
 
 
Sweet crude oil
126,797

 
118,336

 
120,157

 
109,280

Sour crude oil
29,019

 
27,867

 
24,090

 
24,635

Other feedstocks and blendstocks
9,825

 
15,782

 
7,395

 
8,373

Total refinery throughput (bpd) (4)
165,641

 
161,985

 
151,642

 
142,288






El Paso Refinery
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2014
 
2013
 
2014
 
2013
Key Operating Statistics
 
 
 
 
 
 
 
Refinery product yields (bpd):
 
 
 
 
 
 
 
Gasoline
68,566

 
65,805

 
59,018

 
58,703

Diesel and jet fuel
60,693

 
58,263

 
54,215

 
48,162

Residuum
5,792

 
5,869

 
5,075

 
4,981

Other
2,462

 
3,021

 
4,132

 
3,127

Total refinery production (bpd)
137,513

 
132,958

 
122,440

 
114,973

Refinery throughput (bpd):
 
 
 
 
 
 
 
Sweet crude oil
102,162

 
93,992

 
95,052

 
85,577

Sour crude oil
29,019

 
27,867

 
24,090

 
24,635

Other feedstocks and blendstocks
8,060

 
13,777

 
5,132

 
6,683

Total refinery throughput (bpd) (4)
139,241

 
135,636

 
124,274

 
116,895

Total sales volume (bpd) (3)
150,728

 
148,271

 
139,176

 
138,437

Per barrel of throughput:
 
 
 
 
 
 
 
Refinery gross margin (2) (5)
$
20.95

 
$
19.46

 
$
18.70

 
$
25.76

Direct operating expenses (6)
3.86

 
3.30

 
4.31

 
4.47


Gallup Refinery
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2014
 
2013
 
2014
 
2013
Key Operating Statistics
 
 
 
 
 
 
 
Refinery product yields (bpd):
 
 
 
 
 
 
 
Gasoline
16,207

 
18,080

 
16,876

 
17,091

Diesel and jet fuel
8,387

 
6,833

 
8,411

 
6,962

Other
1,460

 
779

 
1,635

 
761

Total refinery production (bpd)
26,054

 
25,692

 
26,922

 
24,814

Refinery throughput (bpd):
 
 
 
 
 
 
 
Sweet crude oil
24,635

 
24,344

 
25,105

 
23,703

Other feedstocks and blendstocks
1,765

 
2,005

 
2,263

 
1,690

Total refinery throughput (bpd) (4)
26,400

 
26,349

 
27,368

 
25,393

Total sales volume (bpd) (3)
33,839

 
35,977

 
33,520

 
34,069

Per barrel of throughput:
 
 
 
 
 
 
 
Refinery gross margin (2) (5)
$
15.34

 
$
24.26

 
$
14.42

 
$
25.46

Direct operating expenses (6)
9.03

 
10.41

 
8.73

 
10.25






(1)
Refining net sales for the three and six months ended June 30, 2014 include $399.0 million and $753.4 million, respectively, representing 42,747 and 41,409 bpd, respectively, in crude oil sales to third-parties without comparable activity in 2013. The majority of the crude oil sales resulted from the purchase of barrels in excess of what was required for production purposes in the El Paso and Gallup refineries.
(2)
Cost of products sold for the refining segment includes the segment's net realized and net non-cash unrealized hedging activity shown in the table below. The hedging gains and losses are also included in the combined gross profit and refinery gross margin but are not included in those measures for the individual refineries.
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2014
 
2013
 
2014
 
2013
 
(Unaudited)
 
(In thousands)
Realized hedging gain (loss), net
$
4,177

 
$
18,329

 
$
20,661

 
$
(10,489
)
Unrealized hedging gain (loss), net
44,918

 
59,691

 
119,056

 
57,968

Total hedging gain (loss), net
$
49,095

 
$
78,020

 
$
139,717

 
$
47,479

(3)
Sales volume includes sales of refined products sourced primarily from our refinery production as well as refined products purchased from third parties. We purchase additional refined products from third parties to supplement supply to our customers. These products are similar to the products that we currently manufacture and represented 17.1% and 15.2% of our total consolidated sales volumes for the three and six months ended June 30, 2014, respectively. The majority of the purchased refined products are distributed through our wholesale refined product sales activities in the Mid-Atlantic region where we satisfy our refined product customer sales requirements through a third-party supply agreement.
(4)
Total refinery throughput includes crude oil and other feedstocks and blendstocks.
(5)
Refinery gross margin is a per barrel measurement calculated by dividing the difference between net sales and cost of products sold by our refineries’ total throughput volumes for the respective periods presented. Net realized and net non‑cash unrealized economic hedging gains and losses included in the combined refining segment gross margin are not allocated to the individual refineries. Cost of products sold does not include any depreciation or amortization. Refinery gross margin is a non-GAAP performance measure that we believe is important to investors in evaluating our refinery performance as a general indication of the amount above our cost of products that we are able to sell refined products. Each of the components used in this calculation (net sales and cost of products sold) can be reconciled directly to our statement of operations. Our calculation of refinery gross margin may differ from similar calculations of other companies in our industry, thereby limiting its usefulness as a comparative measure.
The following table reconciles combined gross profit for both refineries to combined gross margin for both refineries for the periods presented:
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2014
 
2013
 
2014
 
2013
 
(Unaudited)
 
 
(In thousands, except per barrel data)
Net sales (including intersegment sales)
$
2,430,001

 
$
2,001,482

 
$
4,471,200

 
$
3,777,568

Cost of products sold (exclusive of depreciation and amortization)
2,076,946

 
1,622,728

 
3,836,144

 
3,064,880

Depreciation and amortization
20,397

 
22,511

 
39,865

 
42,765

Gross profit
332,658

 
356,243

 
595,191

 
669,923

Plus depreciation and amortization
20,397

 
22,511

 
39,865

 
42,765

Refinery gross margin
$
353,055

 
$
378,754

 
$
635,056

 
$
712,688

Refinery gross margin per refinery throughput barrel
$
23.42

 
$
25.69

 
$
23.14

 
$
27.67

Gross profit per refinery throughput barrel
$
22.07

 
$
24.17

 
$
21.69

 
$
26.01

(6)
Refinery direct operating expenses per throughput barrel is calculated by dividing direct operating expenses by total throughput volumes for the respective periods presented. Direct operating expenses do not include any depreciation or amortization.





Wholesale Segment
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2014
 
2013
 
2014
 
2013
 
 
(In thousands, except per gallon data)
Statement of Operations Data (Unaudited)
 
 
 
 
 
 
 
Net sales (including intersegment sales)
$
1,307,622

 
$
1,242,331

 
$
2,480,040

 
$
2,376,048

Operating costs and expenses:
 
 
 
 
 
 
 
Cost of products sold (exclusive of depreciation and amortization)
1,277,258

 
1,212,326

 
2,416,493

 
2,317,350

Direct operating expenses (exclusive of depreciation and amortization)
20,032

 
16,724

 
38,662

 
32,788

Selling, general and administrative expenses
3,341

 
3,120

 
6,219

 
6,025

Loss on disposal of assets, net
17

 

 
13

 

Depreciation and amortization
1,248

 
1,000

 
2,420

 
1,965

Total operating costs and expenses
1,301,896

 
1,233,170

 
2,463,807

 
2,358,128

Operating income
$
5,726

 
$
9,161

 
$
16,233

 
$
17,920

Operating Data
 
 
 
 
 
 
 
Fuel gallons sold
415,499

 
402,696

 
800,227

 
758,329

Fuel gallons sold to retail (included in fuel gallons sold)
65,095

 
64,330

 
126,689

 
125,758

Average fuel sales price per gallon, net of excise taxes
$
3.02

 
$
2.98

 
$
2.97

 
$
3.02

Average fuel cost per gallon, net of excise taxes
2.98

 
2.92

 
2.92

 
2.96

Fuel margin per gallon (1)
0.05

 
0.07

 
0.06

 
0.07

Lubricant gallons sold
3,068

 
3,053

 
6,092

 
5,953

Average lubricant sales price per gallon
$
11.80

 
$
11.18

 
$
11.74

 
$
11.09

Average lubricant cost per gallon
10.57

 
9.87

 
10.56

 
9.89

Lubricant margin (2)
10.4
%
 
11.7
%
 
10.0
%
 
10.8
%
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2014
 
2013
 
2014
 
2013
 
(Unaudited)
 
(In thousands, except per gallon data)
Net Sales
 
 
 
 
 
 
 
Fuel sales, net of excise taxes
$
1,255,107

 
$
1,199,207

 
$
2,378,801

 
$
2,292,007

Lubricant sales
36,207

 
34,124

 
71,499

 
66,017

Other sales
16,308

 
9,000

 
29,740

 
18,024

Net sales
$
1,307,622

 
$
1,242,331

 
$
2,480,040

 
$
2,376,048

Cost of Products Sold
 
 
 
 
 
 
 
Fuel cost of products sold, net of excise taxes
$
1,237,298

 
$
1,176,738

 
$
2,338,099

 
$
2,246,858

Lubricant cost of products sold
32,430

 
30,118

 
64,315

 
58,861

Other cost of products sold
7,530

 
5,470

 
14,079

 
11,631

Cost of products sold
$
1,277,258

 
$
1,212,326

 
$
2,416,493

 
$
2,317,350

Fuel margin per gallon (1)
$
0.05

 
$
0.07

 
$
0.06

 
$
0.07

(1)
Wholesale fuel margin per gallon is a function of the difference between wholesale fuel sales and cost of fuel sales divided by the number of total gallons sold less gallons sold to our retail segment. Fuel margin per gallon is a measure frequently used in the petroleum products wholesale industry to measure operating results related to fuel sales.
(2)
Lubricant margin is a measurement calculated by dividing the difference between lubricant sales and lubricant cost of products sold by lubricant sales. Lubricant margin is a measure frequently used in the petroleum products wholesale industry to measure operating results related to lubricant sales.





Retail Segment
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2014
 
2013
 
2014
 
2013
 
(In thousands, except per gallon data)
Statement of Operations Data (Unaudited)
 
 
 
 
 
 
 
Net sales (including intersegment sales)
$
316,015

 
$
316,920

 
$
595,592

 
$
602,473

Operating costs and expenses:
 
 
 
 
 
 
 
Cost of products sold (exclusive of depreciation and amortization)
280,338

 
279,514

 
529,521

 
536,528

Direct operating expenses (exclusive of depreciation and amortization)
29,155

 
26,885

 
56,738

 
52,939

Selling, general and administrative expenses
2,348

 
1,964

 
4,530

 
3,931

Depreciation and amortization
2,616

 
2,685

 
5,348

 
5,357

Total operating costs and expenses
314,457

 
311,048

 
596,137

 
598,755

Operating income
$
1,558

 
$
5,872

 
$
(545
)
 
$
3,718

Operating Data
 
 
 
 
 
 
 
Fuel gallons sold
78,143

 
76,669

 
151,530

 
149,551

Average fuel sales price per gallon, net of excise taxes
$
3.13

 
$
3.12

 
$
3.05

 
$
3.05

Average fuel cost per gallon, net of excise taxes
2.96

 
2.92

 
2.89

 
2.88

Fuel margin per gallon (1)
0.17

 
0.20

 
0.16

 
0.17

 
 
 
 
 
 
 
 
Merchandise sales
$
68,314

 
$
66,126

 
$
128,784

 
$
123,952

Merchandise margin (2)
28.7
%
 
28.9
%
 
28.8
%
 
28.6
%
Operating retail outlets at period end
 
 
 
 
229

 
222

 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2014
 
2013
 
2014
 
2013
 
(Unaudited)
 
(In thousands, except per gallon data)
Net Sales
 
 
 
 
 
 
 
Fuel sales, net of excise taxes
$
244,842

 
$
239,305

 
$
461,130

 
$
456,780

Merchandise sales
68,314

 
66,126

 
128,784

 
123,952

Other sales
2,859

 
11,489

 
5,678

 
21,741

Net sales
$
316,015

 
$
316,920

 
$
595,592

 
$
602,473

Cost of Products Sold
 
 
 
 
 
 
 
Fuel cost of products sold, net of excise taxes
$
231,385

 
$
223,628

 
$
437,499

 
$
431,130

Merchandise cost of products sold
48,728

 
47,046

 
91,704

 
88,503

Other cost of products sold
225

 
8,840

 
318

 
16,895

Cost of products sold
$
280,338

 
$
279,514

 
$
529,521

 
$
536,528

Fuel margin per gallon (1)
$
0.17

 
$
0.20

 
$
0.16

 
$
0.17

(1)
Fuel margin per gallon is a measurement calculated by dividing the difference between fuel sales and cost of fuel sales for our retail segment by the number of gallons sold. Fuel margin per gallon is a measure frequently used in the convenience store industry to measure operating results related to fuel sales.
(2)
Merchandise margin is a measurement calculated by dividing the difference between merchandise sales and merchandise cost of products sold by merchandise sales. Merchandise margin is a measure frequently used in the convenience store industry to measure operating results related to merchandise sales.





WNRL
The following table sets forth the summary operating results for WNRL. There is no comparable activity prior to WNRL's commencement of operations on October 16, 2013.
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
2014
 
(In thousands, except key operating statistics)
 
(Unaudited)
Revenues:
 
 
 
Affiliate
$
34,324

 
$
66,380

Third-party
657

 
1,358

Total revenues
34,981

 
67,738

Operating costs and expenses:
 

 
 

Operating and maintenance expenses
17,954

 
34,089

General and administrative expenses
2,143

 
4,118

Depreciation and amortization
3,467

 
6,711

Total operating costs and expenses
23,564

 
44,918

Operating income
$
11,417

 
$
22,820

Other income (expense):
 
 
 
Interest expense and other financing costs
(227
)
 
(452
)
Amortization of loan fees
(130
)
 
(259
)
Other, net

 
3

Income before income taxes
$
11,060

 
$
22,112

 
 
 
 
Income attributed to non-controlling interest
$
3,804

 
$
7,593

 
 
 
 
Key Operating Statistics
 
 
 
Pipeline and gathering (bpd):
 
 
 
Mainline movements:
 
 
 
Permian/Delaware Basin system
24,196

 
19,794

Four Corners system (1)
35,837

 
38,412

Gathering (truck offloading):
 
 
 
Permian/Delaware Basin system
26,178

 
24,182

Four Corners system
11,188

 
11,293

Terminalling, transportation and storage (bpd):
 
 
 
Shipments into and out of storage (includes asphalt)
406,881

 
373,918

(1)
Some barrels of crude oil movements to our Gallup refinery are transported on more than one of WNRL's mainlines. Mainline movements for the Four Corners system include each barrel transported on each mainline.






NTI
The following table sets forth the summary operating results for NTI. We acquired the general partner and a 38.7% limited partner interest in NTI on November 12, 2013. There is no comparable activity in prior periods.
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
2014
 
(In thousands, except per barrel data)
 
(Unaudited)
Net sales
$
1,499,321

 
$
2,756,699

Operating costs and expenses:
 
 
 
Cost of products sold (exclusive of depreciation and amortization) (1)
1,328,824

 
2,396,214

Direct operating expenses (exclusive of depreciation and amortization)
66,507

 
133,688

Selling, general and administrative expenses
22,632

 
49,737

Affiliate severance costs
3,479

 
12,878

Gain on disposal of assets, net
(89
)
 
(101
)
Depreciation and amortization
19,362

 
38,347

Total operating costs and expenses
1,440,715

 
2,630,763

Operating income
$
58,606

 
$
125,936

Other income (expense):
 
 
 
Interest income
89

 
177

Interest expense and other financing costs
(6,172
)
 
(12,304
)
Other, net
473

 
1,746

Income before income taxes
$
52,996

 
$
115,555

 
 
 
 
Income attributed to non-controlling interest
$
30,067

 
$
68,429

Key Operating Statistics
 
 
 
Total sales volume (bpd)
102,409

 
95,822

Total refinery production (bpd)
93,342

 
93,139

Total refinery throughput (bpd) (2)
93,022

 
92,826

Per barrel of throughput:
 
 
 
Refinery gross margin (1) (3)
$
15.03

 
$
16.54

Refinery gross margin excluding hedging activities (1) (3)
15.26

 
16.71

Gross profit (1) (3)
12.98

 
14.49

Direct operating expenses (4)
4.17

 
4.33

Retail fuel gallons sold (in thousands)
76,740

 
149,779

Retail fuel margin per gallon (5)
$
0.19

 
$
0.19

Merchandise sales
89,895

 
168,443

Merchandise margin (6)
26.5
%
 
26.2
%
 
 
 
 
Company-operated retail outlets at period end
 
 
164

Franchised retail outlets at period end
 
 
81

(1)
Cost of products sold for NTI includes the net realized and net non-cash unrealized hedging activity shown in the table below. The hedging losses are also included in the combined gross profit and refinery gross margin.





 
Three Months Ended
 
Six Months Ended
 
June 30,
 
2014
 
(In thousands)
Realized hedging loss, net
$
(2,365
)
 
$
(3,105
)
Unrealized hedging gain, net
461

 
294

Total hedging loss, net
$
(1,904
)
 
$
(2,811
)
(2)
Total refinery throughput includes crude oil, other feedstocks and blendstocks.
(3)
Refinery gross margin is a per barrel measurement calculated by dividing the difference between net sales and cost of products sold by our refinery's total throughput volumes for the respective period presented. The net realized and net non‑cash unrealized economic hedging losses included in NTI's gross margin are not allocated to the refinery. Cost of products sold does not include any depreciation or amortization. Refinery gross margin is a non-GAAP performance measure that we believe is important to investors in evaluating our refinery performance as a general indication of the amount above our cost of products that we are able to sell refined products. Each of the components used in this calculation (net sales and cost of products sold) can be reconciled directly to our statement of operations. Our calculation of refinery gross margin may differ from similar calculations of other companies in our industry, thereby limiting its usefulness as a comparative measure.
The following table reconciles gross profit to gross margin for the St. Paul Park refinery for the period presented:
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
2014
 
(In thousands, except per barrel data)
Net sales (including intersegment sales)
$
1,486,741

 
$
2,730,336

Cost of products sold (exclusive of depreciation and amortization)
1,359,500

 
2,452,431

Depreciation and amortization
17,398

 
34,488

Gross profit
109,843

 
243,417

Plus depreciation and amortization
17,398

 
34,488

Refinery gross margin
$
127,241

 
$
277,905

Refinery gross margin per refinery throughput barrel
$
15.03

 
$
16.54

Gross profit per refinery throughput barrel
$
12.98

 
$
14.49

(4)
NTI's direct operating expenses per throughput barrel is calculated by dividing direct operating expenses by total throughput volumes for the respective periods presented. Direct operating expenses do not include any depreciation or amortization.
(5)
Fuel margin per gallon is a measurement calculated by dividing the difference between fuel sales and fuel cost of products sold by the number of gallons sold. Fuel margin per gallon is a measure frequently used in the retail industry to measure operating results related to fuel sales.
(6)
Merchandise margin is a measurement calculated by dividing the difference between merchandise sales and merchandise cost of products sold by merchandise sales. Merchandise margin is a measure frequently used in the retail industry to measure operating results related to merchandise sales.






Reconciliation of Special Items
We present certain additional financial measures below and elsewhere in this press release that are non-GAAP measures within the meaning of Regulation G under the Securities Exchange Act of 1934.
We present these non-GAAP measures to provide investors with additional information to analyze our performance from period to period. We believe it is useful for investors to understand our financial performance excluding these special items so that investors can see the operating trends underlying our business. Investors should not consider these non-GAAP measures in isolation from, or as a substitute for, the financial information that we report in accordance with GAAP. These non-GAAP measures reflect subjective determinations by management, and may differ from similarly titled non-GAAP measures presented by other companies.
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2014
 
2013
 
2014
 
2013
 
(Unaudited)
 
 
(In thousands, except per share data)
Reported diluted earnings per share
$
1.56

 
$
1.46

 
$
2.44

 
$
2.26

Income before income taxes
$
283,974

 
$
232,011

 
$
460,870

 
$
363,841

Unrealized loss (gain) on commodity hedging transactions
(45,379
)
 
(59,691
)
 
(119,350
)
 
(57,968
)
Loss on disposal of assets, net
119

 

 
1,005

 

Affiliate severance costs
3,479

 

 
12,878

 

Loss on extinguishment of debt
1

 
24,719

 
9

 
46,766

Earnings before income taxes excluding special items
242,194

 
197,039

 
355,412

 
352,639

Recomputed income taxes after special items (1)
(77,696
)
 
(70,284
)
 
(134,381
)
 
(126,844
)
Net income excluding special items
164,498

 
126,755

 
221,031

 
225,795

Net income attributed to non-controlling interest
35,721

 

 
83,736

 

Net income attributable to Western after special items
$
128,777

 
$
126,755

 
$
137,295

 
$
225,795

Diluted earnings per share excluding special items
$
1.29

 
$
1.25

 
$
2.23

 
$
2.19

(1)
We recompute income taxes after deducting earnings attributed to non-controlling interest.