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8-K - 8-K - Delek Logistics Partners, LPdkl-8kxearningsrelasex8514.htm
Delek Logistics Partners, LP Reports
Second Quarter 2014 Results

EBITDA increased 86% year-over-year to $27.9 million
Declared distribution per limited partner unit increased 20.3% year-over-year

BRENTWOOD, Tenn., August 5, 2014 (BUSINESS WIRE) -- Delek Logistics Partners, LP (NYSE: DKL) ("Delek Logistics") today announced its financial results for the second quarter 2014. For the three months ended June 30, 2014, Delek Logistics reported net income attributable to all partners of $21.8 million, or $0.87 per diluted limited partner unit. This compares to net income attributable to all partners of $11.8 million, or $0.47 per diluted limited partner unit in the second quarter 2013. Distributable cash flow was $24.0 million in the second quarter 2014, compared to $12.8 million in the prior-year period. The increase in year-over-year performance in the second quarter 2014 was attributable to several acquisitions that were completed during the last year, as well as higher margins in the west Texas wholesale business.

Uzi Yemin, Chairman and Chief Executive Officer of Delek Logistics' general partner, remarked: “Our operations performed very well during the second quarter as they benefited from a favorable wholesale market in west Texas and increased volumes in our Lion Pipeline System. These factors, in addition to the acquisitions completed over the past year were the primary drivers of an increase of 88 percent in our distributable cash flow compared to the second quarter 2013. Our performance so far in 2014 allows us to declare an increase in the second quarter distribution of 20.3 percent per limited partner unit on a year-over-year basis. Our distributable cash flow coverage ratio was 2.0 times for the second quarter which gives us the financial flexibility to drive continued growth in both our operations and distributions going forward."

Distribution and Liquidity Update

On July 28, 2014, Delek Logistics declared a quarterly cash distribution for the second quarter of approximately $11.9 million, or $0.475 per limited partner unit. This distribution which is payable on August 14, 2014, equates to $1.90 per limited partner unit on an annualized basis. This represents an 11.8 percent increase from the first quarter 2014 distribution of $0.425 per limited partner unit, or $1.70 per limited partner unit on an annualized basis, and a 20.3 percent increase over Delek Logistics’ second quarter 2013 distribution of $0.395 per limited partner unit, or $1.58 per limited partner unit annualized. This increase in distribution will result in incentive distribution rights' payments to the general partner of Delek Logistics for the first time.

As of June 30, 2014, Delek Logistics had a cash balance of $2.4 million and total debt was $239.0 million. Availability under the $400.0 million credit facility was $147.5 million.

Financial Results

In addition to a higher gross margin per barrel in the west Texas wholesale business on a year-over-year basis, results in the second quarter 2014 benefited from several acquisitions that were completed during the past year. Additional information regarding the acquisitions is discussed in the segment review. For accounting purposes, the expenses from operations prior to the Tyler and El Dorado tank farm and product terminal acquisitions in July 2013 and February 2014, respectively, are attributed to their respective predecessor periods. For purposes of comparison, results discussed in the text of this press release exclude predecessor costs during the respective periods. However, these costs are shown in the financial statements and a reconciliation is provided in the tables attached to this release.




Revenue for the second quarter was $236.3 million and contribution margin was $30.2 million, which compares to revenue of $230.1 million and a contribution margin of $16.1 million in the second quarter 2013. Total operating expenses were $9.5 million compared to $6.1 million in the second quarter 2013. General and administrative expenses were $2.2 million for the second quarter 2014, compared to $1.1 million in the prior-year period. The year-over-year increase in both operating and general and administrative expenses was primarily due to costs resulting from acquisitions. For the second quarter 2014, earnings before interest, taxes, depreciation and amortization, (“EBITDA”) was $27.9 million, which is an increase from $15.0 million in the prior year period.

Wholesale Marketing and Terminalling Segment

Contribution margin for the Wholesale Marketing and Terminalling segment was $16.0 million in the second quarter 2014, compared to $7.2 million in the second quarter 2013. The combination of very strong performance in the west Texas wholesale business, which had an increase in contribution margin of $6.5 million on a year-over-year basis, and acquisitions completed over the past year, were the primary factors in the year-over-year increase.

In west Texas, throughput was 17,451 barrels per day compared to 19,082 barrels per day in the second quarter 2013. However, the wholesale gross margin per barrel in west Texas was $6.52 and included approximately $1.1 million, or $0.68 per barrel from renewable identification numbers (RINs) generated in the quarter. During the second quarter 2013, the wholesale gross margin per barrel was $2.20 and included $2.1 million from RINs, or $1.23 per barrel. This increase in gross margin per barrel was primarily due to a favorable supply/demand balance in the area due to downtime at refineries in the region during the second quarter 2014.

The Tyler, Texas terminal purchased in July 2013, the North Little Rock, Arkansas terminal purchased in October 2013 and the El Dorado, Arkansas terminal purchased in February 2014, also contributed to this increase in contribution margin from the second quarter 2013. Terminalling throughput volume of 98,962 barrels per day during the quarter increased on a year-over-year basis from 13,961 barrels per day in the second quarter 2013. During the second quarter 2014, volume under the east Texas marketing agreement with Delek US was 61,231 barrels per day compared to 64,973 barrels per day during the second quarter 2013.

Pipelines and Transportation Segment

The Pipeline and Transportation segment's contribution margin of $14.2 million improved from $8.9 million in the second quarter 2013. This increase is primarily attributed to storage fees associated with the Tyler tank farm purchased in July 2013 and the El Dorado tank farm purchased in February 2014. Also, volumes on the Lion Pipeline System were higher on a year-over-year basis as Delek US' El Dorado refinery increased throughput following the turnaround that it completed during the first quarter 2014. Crude oil (non-gathered) transported on the Lion Pipeline system increased to 59,038 barrels per day in the second quarter 2014 from 49,270 barrels per day in the prior year period. Refined product volume on this system experienced a similar increase.




Second Quarter 2014 Results | Conference Call Information

Delek Logistics will hold a conference call to discuss its second quarter 2014 results on August 6, 2014 at 9:00 a.m. Central Time. Investors will have the opportunity to listen to the conference call live by going to www.DelekLogistics.com. Participants are encouraged to register at least 15 minutes early to download and install any necessary software. For those who cannot listen to the live broadcast, a telephonic replay will be available through November 10, 2014 by dialing (855) 859-2056, passcode 73527504. An archived version of the replay will also be available at www.DelekLogistics.com for 90 days.

Investors may also wish to listen to Delek US’ (NYSE: DK) second quarter 2014 earnings conference call on August 7, 2014 and review Delek US’ earnings press release. Market trends and information disclosed by Delek US may be relevant to Delek Logistics, as it is a consolidated subsidiary of Delek US. Investors can find information related to Delek US and the timing of its earnings release online by going to www.DelekUS.com.

About Delek Logistics Partners, LP

Delek Logistics Partners, LP, headquartered in Brentwood, Tennessee, was formed by Delek US Holdings, Inc. (NYSE: DK) to own, operate, acquire and construct crude oil and refined products logistics and marketing assets.

Safe Harbor Provisions Regarding Forward-Looking Statements

This press release contains “forward-looking” statements within the meaning of the federal securities laws. These statements contain words such as “possible,” “believe,” “should,” “could,” “would,” “predict,” “plan,” “estimate,” “intend,” “may,” “anticipate,” “will,” “if,” “expect” or similar expressions, as well as statements in the future tense, and can be impacted by numerous factors, including the fact that a substantial majority of Delek Logistics' contribution margin is derived from Delek US Holdings, thereby subjecting us to Delek US Holdings' business risks; risks relating to the securities markets generally; risks relating to the age of our assets and operational hazards of our assets including, without limitation, releases, spills and other hazards inherent in transporting and storing crude oil and intermediate and finished petroleum products; the impact of adverse market conditions affecting the business of Delek Logistics; adverse changes in laws including with respect to tax and regulatory matters and other risks as disclosed in our annual report on Form 10-K, quarterly reports on Form 10-Q and other reports and filings with the United States Securities and Exchange Commission. There can be no assurance that actual results will not differ from those expected by management or described in forward-looking statements of Delek Logistics. Delek Logistics undertakes no obligation to update or revise such forward-looking statements to reflect events or circumstances that occur, or which Delek Logistics becomes aware of, after the date hereof.

Factors Affecting Comparability:

The following tables present financial and operational information for the three and six months ended June 30, 2014 and 2013. On July 26, 2013, Delek Logistics acquired from Delek US substantially all of the active storage tanks and the product terminal at Delek US' Tyler, Texas refinery (the "Tyler Assets"). On February 10, 2014, Delek Logistics acquired substantially all of the active storage tanks and product terminal located at Delek US' El Dorado refinery (the "El Dorado Assets"). Both the Tyler Assets and El Dorado Assets were accounted for as transfers between entities under common control. Accordingly, the accompanying financial statements of the Partnership have been retrospectively adjusted to include the historical results of the Tyler Assets and El Dorado Assets. For all periods presented through July 26, 2013, the date of the Tyler Asset acquisition, and February 10, 2014, the acquisition date of the El Dorado Assets, the retrospective adjustments



were made to the financial statements. The historical results of the Tyler and El Dorado assets, prior to each acquisition date, are referred to as the "Predecessors".

Non-GAAP Disclosures:
EBITDA and distributable cash flow are non-U.S. GAAP supplemental financial measures that management and external users of our combined financial statements, such as industry analysts, investors, lenders and rating agencies, may use to assess:
      
Delek Logistics' operating performance as compared to other publicly traded partnerships in the midstream energy industry, without regard to historical cost basis or, in the case of EBITDA, financing methods;
 
the ability of our assets to generate sufficient cash flow to make distributions to Delek Logistics' unitholders;
 
Delek Logistics' 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.

Delek Logistics believes that the presentation of EBITDA and distributable cash flow provide useful information to investors in assessing its financial condition, its results of operations and cash flow its business is generating. EBITDA and distributable cash flow should not be considered as alternatives to net income, operating income, cash from operations or any other measure of financial performance or liquidity presented in accordance with U.S. GAAP. EBITDA and distributable cash flow have important limitations as analytical tools because they exclude some, but not all items that affect net income and net cash provided by operating activities. Additionally, because EBITDA and distributable cash flow may be defined differently by other partnerships in its industry, Delek Logistics' definitions of EBITDA and distributable cash flow may not be comparable to similarly titled measures of other partnerships, thereby diminishing their utility. Please see the tables below for a reconciliation of EBITDA and distributable cash flow to their most directly comparable financial measures calculated and presented in accordance with U.S. GAAP.















Delek Logistics Partners, LP
 
 
 
 
Reconciliation of Amounts Reported Under U.S. GAAP
 
 
 
 
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
($ in thousands)
 
2014
 
2013(2)
 
2014 (1)
 
2013 (2)
Reconciliation of EBITDA to net income:
 
 
 
 
 
 
 
 
Net income
 
$
21,754

 
$
6,573

 
$
35,483

 
$
13,844

Add:
 
 
 
 
 
 
 
 
Income taxes
 
281

 
118

 
428

 
240

Depreciation and amortization
 
3,532

 
3,284

 
7,009

 
6,825

Interest expense, net
 
2,342

 
752

 
4,325

 
1,569

EBITDA
 
$
27,909

 
$
10,727

 
$
47,245

 
$
22,478

 
 
 
 
 
 
 
 
 
Reconciliation of EBITDA to net cash provided by (used in) operating activities:
 
 
 
 
 
 
 
 
Net cash provided by (used in) operating activities
 
$
31,211

 
$
14,234

 
$
44,800

 
$
12,214

Amortization of unfavorable contract liability to revenue
 
667

 
667

 
1,334

 
1,334

Amortization of deferred financing costs
 
(317
)
 
(186
)
 
(634
)
 
(374
)
Accretion of asset retirement obligations
 
(89
)
 
(88
)
 
(209
)
 
(149
)
Deferred taxes
 
(57
)
 
16

 
(52
)
 
17

Loss on asset disposals
 
(74
)
 

 
(74
)
 

Unit-based compensation expense
 
(63
)
 
(112
)
 
(121
)
 
(112
)
Changes in assets and liabilities
 
(5,992
)
 
(4,674
)
 
(2,552
)
 
7,739

Income taxes
 
281

 
118

 
428

 
240

Interest expense, net
 
2,342

 
752

 
4,325

 
1,569

EBITDA
 
$
27,909

 
$
10,727

 
$
47,245

 
$
22,478

 
 
 
 
 
 
 
 
 
Reconciliation of distributable cash flow to EBITDA:
 
 
 
 
 
 
 
 
EBITDA
 
$
27,909

 
$
10,727

 
$
47,245

 
$
22,478

Less: Cash interest expense, net
 
2,025

 
566

 
3,691

 
1,195

Less: Maintenance and Regulatory capital expenditures
 
814

 
2,595

 
1,597

 
5,244

Less: Capital improvement expenditures
 
154

 
829

 
336

 
1,895

Add: Reimbursement from Delek for capital expenditures
 

 
153

 

 
463

Less: Income tax expense
 
281

 
118

 
428

 
240

Add: Non-cash unit-based compensation expense
 
63

 
112

 
121

 
112

Less: Amortization of deferred revenue
 

 
77

 

 
77

Less: Amortization of unfavorable contract liability
 
667

 
667

 
1,334

 
1,334

Distributable cash flow
 
$
24,031

 
$
6,140

 
$
39,980

 
$
13,068

(1) The information presented includes the results of operations of the El Dorado Predecessors. Prior to the El Dorado acquisition on February 10, 2014, the El Dorado Predecessors did not record revenues for intercompany terminalling and storage services.

(2) The information presented includes the results of operations of the Tyler and El Dorado Predecessors. Prior to the Tyler acquisition on July 26, 2013 and the El Dorado acquisition on February 10, 2014, the Predecessors did not record revenues for intercompany terminalling and storage services.







Delek Logistics Partners, LP
Reconciliation of Amounts Reported Under U.S. GAAP
($ in thousands)
 
Delek Logistics Partners, LP
 
El Dorado Terminal and Tank Assets (1) 1/1/2014-2/10/2014
 
Six Months Ended June 30, 2014
 
 
 
 
 
 
 
 
 
 
 
El Dorado Predecessor
 
 
Reconciliation of EBITDA to net income:
 
 
 
 
 
 
Net income (loss)
 
$
36,426

 
$
(943
)
 
$
35,483

Add:
 
 
 
 
 
 
Income taxes
 
428

 

 
428

Depreciation and amortization
 
6,895

 
114

 
7,009

Interest expense, net
 
4,325

 

 
4,325

EBITDA
 
$
48,074

 
$
(829
)
 
$
47,245

 
 
 
 
 
 
 
Reconciliation of EBITDA to net cash from operating activities:
 
 
 
 
 
 
Net cash provided by (used in) operating activities
 
$
45,629

 
$
(829
)
 
$
44,800

Amortization of unfavorable contract liability to revenue
 
1,334

 

 
1,334

Amortization of debt issuance costs
 
(634
)
 

 
(634
)
Accretion of asset retirement obligations
 
(215
)
 
6

 
(209
)
Deferred taxes
 
(52
)
 

 
(52
)
Loss on asset disposals
 
(74
)
 

 
(74
)
Unit-based compensation expense
 
(121
)
 

 
(121
)
Changes in assets and liabilities
 
(2,546
)
 
(6
)
 
(2,552
)
Income taxes
 
428

 

 
428

Interest expense, net
 
4,325

 

 
4,325

EBITDA
 
$
48,074

 
$
(829
)
 
$
47,245

 
 
 
 
 
 
 
Reconciliation of distributable cash flow to EBITDA:
 
 
 
 
 
 
EBITDA
 
$
48,074

 
$
(829
)
 
$
47,245

Less: Cash interest expense, net
 
3,691

 

 
3,691

Less: Maintenance and Regulatory capital expenditures
 
1,513

 
84

 
1,597

Less: Capital improvement expenditures
 
243

 
93

 
336

Add: Reimbursement from Delek for capital expenditures
 

 

 

Less: Income tax expense
 
428

 

 
428

Add: Non-cash unit-based compensation expense
 
121

 

 
121

Less: Amortization of deferred revenue
 

 

 

Less: Amortization of unfavorable contract liability
 
1,334

 

 
1,334

     Distributable cash flow
 
$
40,986

 
$
(1,006
)
 
$
39,980

 
 
 
 
 
 
 
(1) The information presented is for the six months ended June 30, 2014, disaggregated to present the results of operations of the El Dorado Predecessor. Prior to the completion of the El Dorado acquisition on February 10, 2014, the El Dorado Predecessor did not record revenues for intercompany terminalling and storage services.








Delek Logistics Partners, LP
Reconciliation of Amounts Reported Under U.S. GAAP
 
 
Delek Logistics Partners, LP
 
Tyler Terminal and Tank Assets (1)
 
El Dorado Terminal and Tank Assets (1) 
 
Three Months Ended June 30, 2013
 
 
 
 
 
 
 
 
 
($ in thousands)
 
 
 
Tyler Predecessor
 
El Dorado Predecessor
 
 
Reconciliation of EBITDA to net income:
 
 
 
 
 
 
 
 
Net income (loss)
 
$
11,756

 
$
(2,859
)
 
$
(2,324
)
 
$
6,573

Add:
 
 
 
 
 
 
 
 
Income taxes
 
118

 

 

 
118

Depreciation and amortization
 
2,372

 
614

 
298

 
3,284

Interest expense, net
 
752

 

 

 
752

EBITDA
 
$
14,998

 
$
(2,245
)
 
$
(2,026
)
 
$
10,727

 
 
 
 
 
 
 
 
 
Reconciliation of EBITDA to net cash from operating activities:
 
 
 
 
 
 
 
 
Net cash provided by (used in) operating activities
 
$
18,653

 
$
(2,225
)
 
$
(2,194
)
 
$
14,234

Amortization of unfavorable contract liability to revenue
 
667

 

 

 
667

Amortization of deferred financing costs
 
(186
)
 

 

 
(186
)
Accretion of asset retirement obligations
 
(63
)
 
(23
)
 
(2
)
 
(88
)
Deferred taxes
 
16

 

 

 
16

Loss on asset disposals
 

 

 

 

Unit-based compensation expense
 
(112
)
 

 

 
(112
)
Changes in assets and liabilities
 
(4,847
)
 
3

 
170

 
(4,674
)
Income taxes
 
118

 

 

 
118

Interest expense, net
 
752

 

 

 
752

EBITDA
 
$
14,998

 
$
(2,245
)
 
$
(2,026
)
 
$
10,727

 
 
 
 
 
 
 
 
 
Reconciliation of distributable cash flow to EBITDA:
 
 
 
 
 
 
 
 
EBITDA
 
$
14,998

 
$
(2,245
)
 
$
(2,026
)
 
$
10,727

Less: Cash interest expense, net
 
566

 

 

 
566

Less: Maintenance and Regulatory capital expenditures
 
859

 
1,403

 
333

 
2,595

Less: Capital improvement expenditures
 
194

 
487

 
148

 
829

Add: Reimbursement from Delek for capital expenditures
 
153

 

 

 
153

Less: Income tax expense
 
118

 

 

 
118

Add: Non-cash unit-based compensation expense
 
112

 

 

 
112

Less: Amortization of deferred revenue
 
77

 

 

 
77

Less: Amortization of unfavorable contract liability
 
667

 

 

 
667

     Distributable cash flow
 
$
12,782

 
$
(4,135
)
 
$
(2,507
)
 
$
6,140

 
 
 
 
 
 
 
 
 
(1) The information presented is for the three months ended June 30, 2013, disaggregated to present the results of operations of the Tyler and El Dorado Predecessors. Prior to the completion of the Tyler acquisition on July 26, 2013 and the El Dorado acquisition on February 10, 2014, the Predecessors did not record revenues for intercompany terminalling and storage services.



Delek Logistics Partners, LP
Reconciliation of Amounts Reported Under U.S. GAAP
 

Delek Logistics Partners, LP

Tyler Terminal and Tank Assets (1) 

El Dorado Terminal and Tank Assets (1)

Six Months Ended June 30, 2013
 








($ in thousands)



Tyler Predecessor

El Dorado Predecessor


Reconciliation of EBITDA to net income:








Net income (loss)

$
23,960


$
(5,694
)

$
(4,422
)

$
13,844

Add:

 
 
 
 
 
 
 
Income taxes

240






240

Depreciation and amortization

4,724


1,506


595


6,825

Interest expense, net

1,569






1,569

EBITDA

$
30,493


$
(4,188
)

$
(3,827
)

$
22,478










Reconciliation of EBITDA to net cash from operating activities:








Net cash provided by (used in) operating activities

$
20,633


$
(4,148
)

$
(4,271
)

$
12,214

Amortization of unfavorable contract liability to revenue

1,334






1,334

Amortization of deferred financing costs

(374
)





(374
)
Accretion of asset retirement obligations

(98
)

(47
)

(4
)

(149
)
Deferred taxes

17






17

Loss on asset disposals








Unit-based compensation expense

(112
)





(112
)
Changes in assets and liabilities

7,284


7


448


7,739

Income taxes

240






240

Interest expense, net

1,569






1,569

EBITDA

$
30,493


$
(4,188
)

$
(3,827
)

$
22,478










Reconciliation of distributable cash flow to EBITDA:








EBITDA

$
30,493


$
(4,188
)

$
(3,827
)

$
22,478

Less: Cash interest expense, net

1,195






1,195

Less: Maintenance and Regulatory capital expenditures

1,792


2,905


547


5,244

Less: Capital improvement expenditures

537


1,066


292


1,895

Add: Reimbursement from Delek for capital expenditures

463






463

Less: Income tax expense

240






240

Add: Non-cash unit-based compensation expense

112






112

Less: Amortization of deferred revenue

77






77

Less: Amortization of unfavorable contract liability

1,334






1,334

     Distributable cash flow

$
25,893


$
(8,159
)

$
(4,666
)

$
13,068










(1) The information presented is for the six months ended June 30, 2013, disaggregated to present the results of operations of the Tyler and El Dorado Predecessors. Prior to the completion of the Tyler acquisition on July 26, 2013 and the El Dorado acquisition on February 10, 2014, the Predecessors did not record revenues for intercompany terminalling and storage services.






Delek Logistics Partners, LP
Condensed Consolidated Balance Sheets (Unaudited)
 
 
June 30,
 
December 31,
 
 
2014
 
2013 (1)
 
 
 
 
 
 
 
(In thousands)
ASSETS
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
2,417

 
$
924

   Accounts receivable
 
37,951

 
28,976

Inventory
 
24,833

 
17,512

  Deferred tax assets
 
12

 
12

Other current assets
 
799

 
341

Total current assets
 
66,012

 
47,765

Property, plant and equipment:
 
 

 
 

Property, plant and equipment
 
266,436

 
265,388

Less: accumulated depreciation
 
(45,843
)
 
(39,566
)
Property, plant and equipment, net
 
220,593

 
225,822

Goodwill
 
11,654

 
10,454

Intangible assets, net
 
11,843

 
12,258

Other non-current assets
 
4,337

 
5,045

Total assets
 
$
314,439

 
$
301,344

LIABILITIES AND EQUITY
 
 

 
 

Current liabilities:
 
 

 
 

Accounts payable
 
$
39,731

 
$
26,045

Accounts payable to related parties
 
2,596

 
1,513

Fuel and other taxes payable
 
6,733

 
5,700

Accrued expenses and other current liabilities
 
9,270

 
6,451

Total current liabilities
 
58,330

 
39,709

Non-current liabilities:
 
 

 
 

Revolving credit facility
 
239,000

 
164,800

Asset retirement obligations
 
3,202

 
3,087

Deferred tax liabilities
 
376

 
324

Other non-current liabilities
 
5,593

 
6,222

Total non-current liabilities
 
248,171

 
174,433

Equity:
 


 
 
Predecessor division equity
 

 
25,161

Common unitholders - public; 9,384,589 units issued and outstanding at June 30, 2014 (9,353,240 at December 31, 2013)
 
190,122

 
183,839

Common unitholders - Delek; 2,799,258 units issued and outstanding at June 30, 2014 (2,799,258 at December 31, 2013)
 
(243,378
)
 
(176,680
)
Subordinated unitholders - Delek; 11,999,258 units issued and outstanding at June 30, 2014 (11,999,258 at December 31, 2013)
 
67,409

 
59,386

General partner - Delek; 493,533 units issued and outstanding at June 30, 2014 (492,893 at December 31, 2013)
 
(6,215
)
 
(4,504
)
Total equity
 
7,938

 
87,202

Total liabilities and equity
 
$
314,439

 
$
301,344

 
 
 
 
 
(1) Includes the historical balances of the El Dorado Terminal and Tank Assets and the Tyler Terminal and Tank Assets.








Delek Logistics Partners, LP
Condensed Consolidated Statements of Income (Unaudited)
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
 
 
 
 
2014
 
2013(2)
 
2014 (1)
 
2013 (2)
 
 
 
 
 
 
 
 
 
 
 
(In thousands, except unit and per unit data)
Net sales
 
$
236,343

 
$
230,142

 
$
439,870

 
$
441,036

Operating costs and expenses:
 
 
 
 
 
 
 
 
Cost of goods sold
 
196,574

 
207,966

 
368,783

 
395,826

Operating expenses
 
9,544

 
9,928

 
18,863

 
19,009

General and administrative expenses
 
2,242

 
1,521

 
4,905

 
3,723

Depreciation and amortization
 
3,532

 
3,284

 
7,009

 
6,825

Loss on asset disposals
 
74

 

 
74

 

Total operating costs and expenses
 
211,966

 
222,699

 
399,634

 
425,383

Operating income
 
24,377

 
7,443

 
40,236

 
15,653

Interest expense, net
 
2,342

 
752

 
4,325

 
1,569

Net income before income tax expense
 
22,035

 
6,691

 
35,911

 
14,084

Income tax expense
 
281

 
118

 
428

 
240

Net income
 
$
21,754

 
$
6,573

 
$
35,483

 
$
13,844

Less: Loss attributable to Predecessors
 

 
(5,183
)
 
(943
)
 
(10,116
)
Net income attributable to partners
 
21,754

 
11,756

 
36,426

 
23,960

Comprehensive income attributable to partners
 
$
21,754

 
$
11,756

 
$
36,426

 
$
23,960

 
 
 
 
 
 
 
 
 
Less: General partner's interest in net income, including incentive distribution rights
 
(620
)
 
(234
)
 
(914
)
 
(478
)
Limited partners' interest in net income
 
$
21,134

 
$
11,522

 
$
35,512

 
$
23,482

 
 
 
 
 
 
 
 
 
Net income per limited partner unit:
 
 
 
 
 
 
 
 
Common units - (basic)
 
$
0.88

 
$
0.48

 
$
1.47

 
$
0.98

Common units - (diluted)
 
$
0.87

 
$
0.47

 
$
1.46

 
$
0.97

Subordinated units - Delek (basic and diluted)
 
$
0.87

 
$
0.48

 
$
1.47

 
$
0.98

 
 
 
 
 
 
 
 
 
Weighted average limited partner units outstanding:
 
 
 
 
 
 
 
 
Common units - basic
 
12,159,732

 
12,006,843

 
12,156,135

 
12,003,071

Common units - diluted
 
12,291,273

 
12,159,084

 
12,281,598

 
12,128,764

Subordinated units - Delek (basic and diluted)
 
11,999,258

 
11,999,258

 
11,999,258

 
11,999,258

 
 
 
 
 
 
 
 
 
Cash distribution per limited partner unit
 
$
0.475

 
$
0.395

 
$
0.900

 
$
0.780


(1) The information presented includes the results of operations of the El Dorado Predecessor. Prior to the completion of the El Dorado acquisition on February 10, 2014, our Predecessors did not record revenues for intercompany terminalling and storage services.

(2) The information presented includes the results of operations of the Tyler and El Dorado predecessors. Prior to the completion of the Tyler acquisition on July 26, 2013, and El Dorado acquisitions on February 10, 2014, the Predecessor did not record revenues for intercompany terminalling and storage services.








Delek Logistics Partners, LP
Consolidated Statements of Income (Unaudited)
Reconciliation of Partnership to Predecessor
 
 
 
 
 
 
 
 
 
Delek Logistics Partners, LP
 
El Dorado Terminal and Tank Assets (1) 1/1/2014-2/10/2014
 
Six Months Ended June 30, 2014
 
 
 
 
 
 
 
 
 
 
 
El Dorado Predecessor
 
 
 
 
(In thousands, except unit and per unit data)
Net Sales
 
$
439,870

 
$

 
$
439,870

Operating costs and expenses:
 
 
 
 
 
 
   Cost of goods sold
 
368,783

 

 
368,783

   Operating expenses
 
18,080

 
783

 
18,863

   General and administrative expenses
 
4,859

 
46

 
4,905

   Depreciation and amortization
 
6,895

 
114

 
7,009

   Loss on asset disposals
 
74

 

 
74

     Total operating costs and expenses
 
398,691

 
943

 
399,634

   Operating income (loss)
 
41,179

 
(943
)
 
40,236

Interest expense, net
 
4,325

 

 
4,325

Net income (loss) before income tax expense
 
36,854

 
(943
)
 
35,911

Income tax expense
 
428

 

 
428

Net income (loss)
 
$
36,426

 
$
(943
)
 
$
35,483

  Less: Loss attributable to Predecessors
 

 
(943
)
 
(943
)
Net income attributable to partners
 
$
36,426

 
$

 
$
36,426

 
 
 
 
 
 
 
(1) The information presented is a summary of our results of operations for the six months ended June 30, 2014, disaggregated to present the results of operations of the El Dorado Predecessor. Prior to the completion of the El Dorado acquisition on February 10, 2014, the El Dorado Predecessor did not record revenues for intercompany terminalling and storage services.





Delek Logistics Partners, LP
Consolidated Statements of Income (Unaudited)
Reconciliation of Partnership to Predecessor
 
 
 
 
 
 
 
 
 
 
 
Delek Logistics Partners, LP
 
Tyler Terminal and Tank Assets (1)
 
El Dorado Terminal and Tank Assets (1)
 
Three Months Ended June 30, 2013
 
 
 
 
 
 
 
 
 
 
 
 
 
Tyler Predecessor
 
El Dorado Predecessor
 
 
 
 
(In thousands, except unit and per unit data)
Net Sales
 
$
230,142

 
$

 
$

 
$
230,142

Operating costs and expenses:
 
 
 
 
 
 
 
 
   Cost of goods sold
 
207,966

 

 

 
207,966

   Operating expenses
 
6,067

 
2,022

 
1,839

 
9,928

   General and administrative expenses
 
1,111

 
223

 
187

 
1,521

   Depreciation and amortization
 
2,372

 
614

 
298

 
3,284

     Total operating costs and expenses
 
217,516

 
2,859

 
2,324

 
222,699

   Operating income (loss)
 
12,626

 
(2,859
)
 
(2,324
)
 
7,443

Interest expense, net
 
752

 

 

 
752

Net income (loss) before income tax expense
 
11,874

 
(2,859
)
 
(2,324
)
 
6,691

Income tax expense
 
118

 

 

 
118

Net income (loss)
 
$
11,756

 
$
(2,859
)
 
$
(2,324
)
 
$
6,573

  Less: Loss attributable to Predecessors
 

 
(2,859
)
 
(2,324
)
 
(5,183
)
Net income attributable to partners
 
$
11,756

 
$

 
$

 
$
11,756

 
 
 
 
 
 
 
 
 
(1) The information presented is a summary of our results of operations for the three months ended June 30, 2013, disaggregated to present the results of operations of the Tyler Predecessor and the El Dorado Predecessor (the "Predecessors"). Prior to the completion of the Tyler acquisition on July 26, 2013 and the El Dorado acquisition on February 10, 2014, the Predecessors did not record revenues for intercompany terminalling and storage services.




Delek Logistics Partners, LP
Consolidated Statements of Income (Unaudited)
Reconciliation of Partnership to Predecessor
 
 
 
 
 
 
 
 
 
 
 
Delek Logistics Partners, LP
 
Tyler Terminal and Tank Assets (1)
 
El Dorado Terminal and Tank Assets (1)
 
Six Months Ended June 30, 2013
 
 
 
 
 
 
 
 
 
 
 
 
 
Tyler Predecessor
 
El Dorado Predecessor
 
 
 
 
(In thousands, except unit and per unit data)
Net Sales
 
$
441,036

 
$

 
$

 
$
441,036

Operating costs and expenses:
 
 
 
 
 
 
 
 
   Cost of goods sold
 
395,826

 

 

 
395,826

   Operating expenses
 
11,929

 
3,672

 
3,408

 
19,009

   General and administrative expenses
 
2,788

 
516

 
419

 
3,723

   Depreciation and amortization
 
4,724

 
1,506

 
595

 
6,825

     Total operating costs and expenses
 
415,267

 
5,694

 
4,422

 
425,383

   Operating income (loss)
 
25,769

 
(5,694
)
 
(4,422
)
 
15,653

Interest expense, net
 
1,569

 

 

 
1,569

Other expenses
 
 
 
 
 
 
 
 
Net income (loss) before income tax expense
 
24,200

 
(5,694
)
 
(4,422
)
 
14,084

Income tax expense
 
240

 

 

 
240

Net income (loss)
 
$
23,960

 
$
(5,694
)
 
$
(4,422
)
 
$
13,844

  Less: Loss attributable to Predecessors
 

 
(5,694
)
 
(4,422
)
 
(10,116
)
Net income attributable to partners
 
$
23,960

 
$

 
$

 
$
23,960

 
 
 
 
 
 
 
 
 
(1) The information presented is a summary of our results of operations for the six months ended June 30, 2013, disaggregated to present the results of operations of the Tyler Predecessor and the El Dorado Predecessor (the "Predecessors"). Prior to the completion of the Tyler acquisition on July 26, 2013 and the El Dorado acquisition on February 10, 2014, the Predecessors did not record revenues for intercompany terminalling and storage services.





Delek Logistics Partners, LP
Condensed Consolidated Statements of Cash Flows (Unaudited)
(In thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30,
 
 
 
 
 
 
 
2014 (1)
 
2013 (2)
 
 
 
 
 
 
 
 
 
 
 
Cash Flow Data
 
 
 
 
 
Net cash provided by operating activities
 
$
44,800

 
$
12,214

 
Net cash used in investing activities
 
(1,933
)
 
(7,139
)
 
Net cash (used in) financing activities
 
(41,374
)
 
(1,224
)
 
 
Net increase in cash and cash equivalents
 
$
1,493

 
$
3,851

 
(1) Includes the historical cash flows of the El Dorado Terminal and Tank Assets.
(2) Adjusted to include the historical cash flows of the El Dorado Terminal and Tank Assets and the Tyler Terminal and Tank Assets.





















    



Delek Logistics Partners, LP
Segment Data (unaudited)
 (In thousands)
 
 
Three Months Ended June 30, 2014
 
 
Pipelines & Transportation
 
Wholesale Marketing & Terminalling
 
Consolidated
Net sales
 
$
23,066

 
$
213,277

 
$
236,343

Operating costs and expenses:
 
 
 
 
 
 
Cost of goods sold
 
1,130

 
195,444

 
196,574

Operating expenses
 
7,745

 
1,799

 
9,544

Segment contribution margin
 
$
14,191

 
$
16,034

 
30,225

General and administrative expense
 
 
 
 
 
2,242

Depreciation and amortization
 
 
 
 
 
3,532

Loss (gain) on disposal of assets
 
 
 
 
 
74

Operating income
 
 
 
 
 
$
24,377

Total Assets
 
$
222,115

 
$
92,324

 
$
314,439

 
 
 
 
 
 
 
Capital spending
 
 
 
 
 
 
Regulatory and Maintenance capital spending
 
$
205

 
$
610

 
$
815

Discretionary capital spending
 
7

 
146

 
153

Total capital spending 
 
$
212

 
$
756

 
$
968

 

 
 
Three Months Ended June 30, 2013 (1)                 
 
 
Pipelines & Transportation
 
Wholesale Marketing & Terminalling
 
Consolidated
Net sales
 
$
13,667

 
$
216,475

 
$
230,142

Operating costs and expenses:
 
 
 
 
 
 
Cost of goods sold
 

 
207,966

 
207,966

Operating expenses
 
8,064

 
1,864

 
9,928

Segment contribution margin
 
$
5,603

 
$
6,645

 
12,248

General and administrative expense
 
 
 
 
 
1,521

Depreciation and amortization
 
 
 
 
 
3,284

Loss (gain) on disposal of assets
 
 
 
 
 

Operating income
 
 
 
 
 
$
7,443

Total assets
 
$
217,181

 
$
106,475

 
$
323,656

 
 
 
 
 
 
 
Capital spending
 
 
 
 
 
 
Regulatory and Maintenance capital spending
 
$
1,721

 
$
876

 
$
2,597

Discretionary capital spending
 
821

 
7

 
828

Total capital spending (2)
 
$
2,542

 
$
883

 
$
3,425

 
(1) The information presented includes the results of operations of our Predecessors. Prior to the Tyler acquisition and the El Dorado acquisition, our Predecessors did not record revenues for intercompany terminalling and storage services.
(2) Capital spending includes expenditures of $2.4 million incurred in connection with the assets acquired in the Tyler and El Dorado acquisition.



Delek Logistics Partners, LP
Segment Data (Unaudited)
 (In thousands)
 
 
Three Months Ended June 30, 2013
 
 
Pipelines & Transportation
 
 
Delek Logistics Partners, LP
 
Predecessor - Tyler Storage Tank Assets
 
Predecessor - El Dorado Storage Tank Assets
 
Three Months Ended June 30, 2013
Net Sales
 
$
13,667

 
$

 
$

 
$
13,667

Operating costs and expenses:
 
 
 
 
 
 
 
 
   Cost of goods sold
 

 

 

 

   Operating expenses
 
4,727

 
1,710

 
1,627

 
8,064

Segment contribution margin
 
$
8,940

 
$
(1,710
)
 
$
(1,627
)
 
$
5,603

 
 
 
 
 
 
 
 
 
Total capital spending
 
$
365

 
$
1,882

 
$
295

 
$
2,542



 
 
Three Months Ended June 30, 2013
 
 
Wholesale Marketing & Terminalling
 
 
Delek Logistics Partners, LP
 
Predecessor - Tyler Terminal Assets
 
Predecessor - El Dorado Terminal Assets
 
Three Months Ended June 30, 2013
Net Sales
 
$
216,475

 
$

 
$

 
$
216,475

Operating costs and expenses:
 
 
 
 
 
 
 
 
   Cost of goods sold
 
207,966

 

 

 
207,966

   Operating expenses
 
1,340

 
312

 
212

 
1,864

Segment contribution margin
 
$
7,169

 
$
(312
)
 
$
(212
)
 
$
6,645

 
 
 
 
 
 
 
 
 
Total capital spending
 
$
688

 
$
9

 
$
186

 
$
883

































Delek Logistics Partners, LP
Segment Data (unaudited)
 (In thousands)
 
 
Six Months Ended June 30, 2014 (1)
 
 
Pipelines & Transportation
 
Wholesale Marketing & Terminalling
 
Consolidated
Net sales
 
$
43,334

 
$
396,536

 
$
439,870

Operating costs and expenses:
 
 
 
 
 
 
Cost of goods sold
 
2,256

 
366,527

 
368,783

Operating expenses
 
14,744

 
4,119

 
18,863

Segment contribution margin
 
$
26,334

 
$
25,890

 
52,224

General and administrative expense
 
 
 
 
 
4,905

Depreciation and amortization
 
 
 
 
 
7,009

Loss (gain) on disposal of assets
 
 
 
 
 
74

Operating income
 
 
 
 
 
$
40,236

 
 
 
 
 
 
 
Capital spending
 
 
 
 
 
 
Regulatory and Maintenance capital spending
 
$
972

 
$
625

 
$
1,597

Discretionary capital spending
 
177

 
159

 
336

Total capital spending (2)
 
$
1,149

 
$
784

 
$
1,933

 
(1) The information presented includes the results of operations of the El Dorado Predecessor. Prior to the El Dorado acquisition, the El Dorado Predecessor did not record revenues for intercompany terminalling and storage services.
(2) Capital spending includes expenditures of $0.2 million incurred in connection with the assets acquired in the El Dorado acquisition.
 
 
Six Months Ended June 30, 2013 (1)                 
 
 
Pipelines & Transportation
 
Wholesale Marketing & Terminalling
 
Consolidated
Net sales
 
$
27,204

 
$
413,832

 
$
441,036

Operating costs and expenses:
 
 
 
 
 
 
Cost of goods sold
 

 
395,826

 
395,826

Operating expenses
 
15,478

 
3,531

 
19,009

Segment contribution margin
 
$
11,726

 
$
14,475

 
26,201

General and administrative expense
 
 
 
 
 
3,723

Depreciation and amortization
 
 
 
 
 
6,825

Loss (gain) on disposal of assets
 
 
 
 
 

Operating income
 
 
 
 
 
$
15,653

 
 
 
 
 
 
 
Capital spending
 
 
 
 
 
 
Regulatory and Maintenance capital spending
 
$
4,202

 
$
1,042

 
$
5,244

Discretionary capital spending
 
1,856

 
39

 
1,895

Total capital spending (2)
 
$
6,058

 
$
1,081

 
$
7,139

 
(1)The information presented includes the results of operations of our Predecessors. Prior to the Tyler acquisition and the El Dorado acquisition, our Predecessors did not record revenues for intercompany terminalling and storage services.
(2) Capital spending includes expenditures of $4.8 million incurred in connection with the assets acquired in the Tyler and El Dorado acquisition.



Delek Logistics Partners, LP
Segment Data (Unaudited)
 (In thousands)
 
 
Six Months Ended June 30, 2014
 
 
Pipelines & Transportation
 
 
Delek Logistics Partners, LP
 
Predecessor - El Dorado Storage Tank Assets 1/1/2014 - 2/10/2014
 
Six Months Ended June 30, 2014
Net Sales
 
$
43,334

 
$

 
$
43,334

Operating costs and expenses:
 
 
 
 
 
 
   Cost of goods sold
 
2,256

 

 
2,256

   Operating expenses
 
14,063

 
681

 
14,744

Segment contribution margin
 
$
27,015

 
$
(681
)
 
$
26,334

 
 
 
 
 
 
 
Total capital spending
 
$
936

 
$
213

 
$
1,149


 
 
Six Months Ended June 30, 2014
 
 
Wholesale Marketing & Terminalling
 
 
Delek Logistics Partners, LP
 
Predecessor - El Dorado Terminal Assets 1/1/2014 - 2/10/2014
 
Six Months Ended June 30, 2014
Net Sales
 
$
396,536

 
$

 
$
396,536

Operating costs and expenses:
 
 
 
 
 
 
   Cost of goods sold
 
366,527

 

 
366,527

   Operating expenses
 
4,017

 
102

 
4,119

Segment contribution margin
 
$
25,992

 
$
(102
)
 
$
25,890

 
 
 
 
 
 
 
Total capital spending
 
$
820

 
$
(36
)
 
$
784





Delek Logistics Partners, LP
Segment Data (Unaudited)
 (In thousands)
 
 
Six Months Ended June 30, 2013
 
 
Pipelines & Transportation
 
 
Delek Logistics Partners, LP
 
Predecessor - Tyler Storage Tank Assets
 
Predecessor - El Dorado Storage Tank Assets
 
Six Months Ended June 30, 2013
Net Sales
 
$
27,204

 
$

 
$

 
$
27,204

Operating costs and expenses:
 
 
 
 
 
 
 
 
   Cost of goods sold
 

 

 

 

   Operating expenses
 
9,348

 
3,185

 
2,945

 
15,478

Segment contribution margin
 
$
17,856

 
$
(3,185
)
 
$
(2,945
)
 
$
11,726

 
 
 
 
 
 
 
 
 
Total capital spending
 
$
1,493

 
$
3,955

 
$
610

 
$
6,058


 
 
Six Months Ended June 30, 2013
 
 
Wholesale Marketing & Terminalling
 
 
Delek Logistics Partners, LP
 
Predecessor - Tyler Terminal Assets
 
Predecessor - El Dorado Terminal Assets
 
Six Months Ended June 30, 2013
Net Sales
 
$
413,832

 
$

 
$

 
$
413,832

Operating costs and expenses:
 
 
 
 
 
 
 
 
   Cost of goods sold
 
395,826

 

 

 
395,826

   Operating expenses
 
2,581

 
487

 
463

 
3,531

Segment contribution margin
 
$
15,425

 
$
(487
)
 
$
(463
)
 
$
14,475

 
 
 
 
 
 
 
 
 
Total capital spending
 
$
836

 
$
16

 
$
229

 
$
1,081






Delek Logistics Partners, LP
Segment Data (Unaudited)
 
 
 
 
 
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
Throughputs (average bpd)
 
2014
 
2013
 
2014(1)
 
2013
 
 
 
 
 
 
 
 
 
Pipelines and Transportation Segment:
 
 
 
 
 
 
 
 
Lion Pipeline System:
 
 
 
 
 
 
 
 
    Crude pipelines (non-gathered)
 
59,038

 
49,270

 
41,936

 
47,155

    Refined products pipelines to Enterprise Systems
 
59,888

 
47,315

 
45,908

 
45,348

SALA Gathering System
 
21,300

 
22,661

 
22,201

 
22,396

East Texas Crude Logistics System
 
3,223

 
11,468

 
7,105

 
31,198

 
 
 
 
 
 
 
 
 
Wholesale Marketing and Terminalling Segment:
 
 
 
 
 
 
 
 
East Texas - Tyler Refinery sales volumes (average bpd)
 
61,231

 
64,973

 
61,828

 
59,062

West Texas marketing throughputs (average bpd)
 
17,451

 
19,082

 
16,729

 
17,820

West Texas marketing margin per barrel
 
$
6.52

 
$
2.20

 
$
5.06

 
$
2.82

Terminalling throughputs (average bpd)
 
98,962

 
13,961

 
94,468

 
13,898

(1) The information presented includes the results of operations of the El Dorado Predecessor. Volumes for all periods presented include both affiliate and third-party throughput.

Delek Logistics Partners, LP
Segment Data (Unaudited)
 
 
 
Delek Logistics Partners, LP
 
El Dorado Terminal and Tank Assets (1) 1/1/14-2/10/2014
 
Six Months Ended June 30, 2014
Throughputs (average bpd)
 
 
 
El Dorado Predecessor
 
 
Pipelines and Transportation Segment:
 
 
 
 
 
 
Lion Pipeline System:
 
 
 
 
 
 
   Crude pipelines (non-gathered)
 
41,936

 

 
41,936

   Refined products pipelines to Enterprise Systems
 
45,908

 

 
45,908

SALA Gathering System
 
22,201

 

 
22,201

East Texas Crude Logistics System
 
7,105

 

 
7,105

 
 
 
 
 
 
 
Wholesale Marketing and Terminalling Segment:
 
 
 
 
 
 
East Texas - Tyler Refinery sales volumes (average bpd)
 
61,828

 

 
61,828

West Texas marketing throughputs (average bpd)
 
16,729

 

 
16,729

West Texas marketing margin per barrel
 
$
5.06

 
$

 
$
5.06

Terminalling throughputs (average bpd)
 
94,468

 
7,298

 
94,468

(1) The information presented includes the results of operations for the six months ended June 30, 2014, disaggregated to present the results of the El Dorado Terminal and tank Assets through February 10, 2014.






U.S. Investor / Media Relations Contact
Keith Johnson
Vice President of Investor Relations        
615-435-1366
or
Chris Hodges
Founder & CEO
Alpha IR Group
312-445-2870