Delek Logistics Partners and Delek US Holdings Complete Purchase/Sale of Tyler Storage Tanks and Product Terminal
Delek Logistics Partners, LP (NYSE: DKL) ("Delek Logistics") and Delek
US Holdings Inc. (NYSE:DK) (“Delek US”) announced today that Delek
Logistics has acquired, from a subsidiary of Delek US, certain storage
tanks and the product terminal at Delek US’s Tyler, Texas refinery for
$94.8 million in cash.
Uzi Yemin, Chairman and Chief Executive Officer of Delek Logistics'
general partner and Delek US, remarked: “This is Delek US’s first drop
down to Delek Logistics and demonstrates a commitment to grow Delek
Logistics and unlock the value of these assets. This transaction is
expected to increase the annual EBITDA forecast provided in Delek
Logistics’ IPO prospectus by approximately 21 percent, creating a
significant level of growth without issuing equity. This step supports
Delek Logistics’ ability to grow its cash distribution and its
management currently expects to recommend to the Board of Directors of
its general partner an increase in the quarterly distribution to at
least $0.405 per unit for the period ending September 30, 2013. Delek
Logistics also recently increased its revolving credit facility to $400
million from $175 million. This provides financial flexibility for third
party acquisitions as well as further asset drop downs, which will
unlock additional logistics value for Delek US over the next 18 months.”
Assets acquired by Delek Logistics as part of this transaction include
substantially all of the storage tanks and the sole refined products
terminal at the Tyler refinery. These assets are expected to contribute
at least $10.5 million of EBITDA (earnings before interest, taxes,
depreciation and amortization) annually. The tank farm has approximately
two million barrels of aggregate shell capacity and consists of 96 tanks
and related assets, including piping. The product terminal operated at
an approximate total throughput of 55,000 barrels per day in 2012 and
has an estimated capacity of 72,000 barrels per day. These assets are
located adjacent to Delek US’s Tyler, Texas refinery and will continue
to support that operation in the future. The transaction was approved by
the Conflicts Committee of Delek Logistics’ general partner, which is
comprised solely of independent outside directors.
Delek Logistics financed the purchase price of $94.8 million for these
assets through a combination of cash on-hand and new borrowings on its
revolving credit facility.
In connection with the closing of the transaction, Delek US and Delek
Logistics entered into, among other agreements, a throughput and tankage
agreement for the terminal assets, storage tanks and related assets.
This agreement includes minimum throughput commitments, an annual
storage fee, annual inflation based price escalations and an eight year
initial contract term.
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Delek Logistics Partners, LP Reconciliation of Forecasted EBITDA to
Amounts under US GAAP
(unaudited, in millions)
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Reconciliation of Forecasted EBITDA to Forecasted Net Income:
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Tyler Storage and
Product Terminal
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Net Income:
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$7.7
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Add: Depreciation and amortization expenses
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1.3
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Add: Interest and financing costs, net
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1.5
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Forecasted EBITDA (a)
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$10.5
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Non-GAAP Disclosures:
(a) Delek Logistics defines EBITDA as net income (loss) before net
interest expense, income tax expense, depreciation and amortization
expense.
EBITDA is a non-U.S. 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, among other things:
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Delek Logistics’ operating performance as compared to other publicly
traded partnerships in the midstream energy industry, without regard
to historical cost basis or financing methods;
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the ability of Delek Logistics’ assets to generate sufficient cash
flow to make distributions to our unitholders;
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Delek Logistics’ ability to incur and service debt and fund capital
expenditures; and
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the viability of acquisitions and other capital expenditure projects
and the returns on investment of various investment opportunities.
Delek Logistics’ management believes that the presentation of EBITDA
provides useful information to investors in assessing Delek Logistics’
financial condition, Delek Logistics’ results of operations and the cash
flow Delek Logistics’ business is generating. EBITDA should not be
considered as an alternative to net income, operating income, or any
other measure of financial performance or liquidity presented in
accordance with U.S. 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, Delek Logistics' definitions of EBITDA
may not be comparable to similarly titled measures of other companies,
thereby diminishing its utility.
About Delek Logistic Partners, LP
Delek Logistics Partners, LP, headquartered in Brentwood, Tennessee, is
a growth-oriented master limited partnership formed by Delek US
Holdings, Inc. (NYSE: DK) to own, operate, acquire and construct crude
oil and refined products logistics and marketing assets.
About Delek US Holdings
Delek US Holdings, Inc. is a diversified downstream energy company with
assets in petroleum refining, logistics and convenience store retailing.
The refining segment consists of refineries operated in Tyler, Texas and
El Dorado, Arkansas with a combined nameplate production capacity of
140,000 barrels per day. Delek US Holdings, Inc. and its affiliates also
own 62.4 percent (including the 2 percent general partner interest) of
Delek Logistics Partners, LP. Delek Logistics Partners, LP (NYSE: DKL)
is a growth-oriented master limited partnership focused on owning and
operating midstream energy infrastructure assets. The retail segment
markets motor fuel and convenience merchandise through a network of
approximately 373 company-operated convenience store locations operated
under the MAPCO Express®, MAPCO Mart®, East Coast®, Fast Food and Fuel™,
Favorite Markets®, Delta Express® and Discount Food Mart™ brand names.
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 commercial arrangements with Delek US, thereby subjecting
Delek Logistics to Delek US’s business risks, in addition to risks
relating to the securities markets generally, 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 the annual reports on Form 10-K, quarterly
reports on Form 10-Q and other reports and filings with the United
States Securities and Exchange Commission for both Delek US and Delek
Logistics. 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 or Delek US. Neither Delek Logistics nor
Delek US undertake any obligation to update or revise such
forward-looking statements to reflect events or circumstances that
occur, or of which Delek Logistics or Delek US become aware, after the
date hereof.
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