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Condensed Consolidating Financial Statements | 9 Months Ended
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Sep. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract] |
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS | 15. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS In connection with the completion of the Merger Transaction as described in Note 2, Valero Energy Corporation, the parent company, entered into a guarantee agreement to fully and unconditionally guarantee the prompt payment, when due, of the following debt issued by Valero Energy Partners LP, an indirect wholly owned subsidiary of Valero Energy Corporation, that was outstanding as of September 30, 2019: •4.375 percent Senior Notes due December 15, 2026; and •4.5 percent Senior Notes due March 15, 2028. The following condensed consolidating financial information is provided as an alternative to providing separate financial statements for Valero Energy Partners LP, which has no independent assets or operations. The financial position, results of operations, and cash flows of Valero Energy Partners LP’s wholly owned subsidiaries are included in “Other Non-Guarantor Subsidiaries.” The accounts for all companies reflected herein are presented using the equity method of accounting for investments in subsidiaries. Condensed Consolidating Balance Sheet September 30, 2019 (in millions)
| Valero Energy Corporation |  | Valero Energy Partners LP |  | Other Non- Guarantor Subsidiaries |  | Eliminations |  | Consolidated
ASSETS
Current assets: |  |  |  |  |  |  |  |  |
Cash and cash equivalents | $ | 209 |  |  | $ | — |  |  | $ | 1,928 |  |  | $ | — |  |  | $ | 2,137 |
Receivables, net | — |  |  | — |  |  | 7,994 |  |  | — |  |  | 7,994 |
Receivables from affiliates | 4,396 |  |  | — |  |  | 12,406 |  |  | (16,802 | ) |  | — |
Inventories | — |  |  | — |  |  | 6,376 |  |  | — |  |  | 6,376 |
Prepaid expenses and other | 64 |  |  | — |  |  | 462 |  |  | — |  |  | 526 |
Total current assets | 4,669 |  |  | — |  |  | 29,166 |  |  | (16,802 | ) |  | 17,033 |
Property, plant and equipment, at cost | — |  |  | — |  |  | 43,539 |  |  | — |  |  | 43,539 |
Accumulated depreciation | — |  |  | — |  |  | (14,649 | ) |  | — |  |  | (14,649 | )
Property, plant and equipment, net | — |  |  | — |  |  | 28,890 |  |  | — |  |  | 28,890 |
Investment in affiliates | 36,327 |  |  | 2,566 |  |  | 383 |  |  | (39,276 | ) |  | — |
Deferred charges and other assets, net | 552 |  |  | — |  |  | 4,754 |  |  | — |  |  | 5,306 |
Total assets | $ | 41,548 |  |  | $ | 2,566 |  |  | $ | 63,193 |  |  | $ | (56,078 | ) |  | $ | 51,229 |
LIABILITIES AND EQUITY
Current liabilities: |  |  |  |  |  |  |  |  |
Current portion of debt and finance lease obligations | $ | — |  |  | $ | — |  |  | $ | 402 |  |  | $ | — |  |  | $ | 402 |
Accounts payable | — |  |  | — |  |  | 9,504 |  |  | — |  |  | 9,504 |
Accounts payable to affiliates | 11,223 |  |  | 1,183 |  |  | 4,396 |  |  | (16,802 | ) |  | — |
Accrued expenses | 155 |  |  | 7 |  |  | 719 |  |  | — |  |  | 881 |
Taxes other than income taxes payable | — |  |  | — |  |  | 1,175 |  |  | — |  |  | 1,175 |
Income taxes payable | 83 |  |  | — |  |  | 85 |  |  | — |  |  | 168 |
Total current liabilities | 11,461 |  |  | 1,190 |  |  | 16,281 |  |  | (16,802 | ) |  | 12,130 |
Debt and finance lease obligations, less current portion | 7,094 |  |  | 991 |  |  | 1,085 |  |  | — |  |  | 9,170 |
Deferred income tax liabilities | — |  |  | 2 |  |  | 4,918 |  |  | — |  |  | 4,920 |
Other long-term liabilities | 1,886 |  |  | — |  |  | 1,535 |  |  | — |  |  | 3,421 |
Equity: |  |  |  |  |  |  |  |  |  |
Stockholders’ equity: |  |  |  |  |  |  |  |
Common stock | 7 |  |  | — |  |  | 1 |  |  | (1 | ) |  | 7 |
Additional paid-in capital | 6,818 |  |  | — |  |  | 9,765 |  |  | (9,765 | ) |  | 6,818 |
Treasury stock, at cost | (15,472 | ) |  | — |  |  | — |  |  | — |  |  | (15,472 | )
Retained earnings | 31,283 |  |  | — |  |  | 30,286 |  |  | (30,286 | ) |  | 31,283 |
Partners’ equity | — |  |  | 383 |  |  | — |  |  | (383 | ) |  | — |
Accumulated other comprehensive loss | (1,529 | ) |  | — |  |  | (1,159 | ) |  | 1,159 |  |  | (1,529 | )
Total stockholders’ equity | 21,107 |  |  | 383 |  |  | 38,893 |  |  | (39,276 | ) |  | 21,107 |
Noncontrolling interests | — |  |  | — |  |  | 481 |  |  | — |  |  | 481 |
Total equity | 21,107 |  |  | 383 |  |  | 39,374 |  |  | (39,276 | ) |  | 21,588 |
Total liabilities and equity | $ | 41,548 |  |  | $ | 2,566 |  |  | $ | 63,193 |  |  | $ | (56,078 | ) |  | $ | 51,229 |
Condensed Consolidating Balance Sheet December 31, 2018 (in millions)
| Valero Energy Corporation |  | Valero Energy Partners LP |  | Other Non- Guarantor Subsidiaries |  | Eliminations |  | Consolidated
ASSETS
Current assets: |  |  |  |  |  |  |  |  |
Cash and cash equivalents | $ | 291 |  |  | $ | 152 |  |  | $ | 2,539 |  |  | $ | — |  |  | $ | 2,982 |
Receivables, net | — |  |  | — |  |  | 7,345 |  |  | — |  |  | 7,345 |
Receivables from affiliates | 4,369 |  |  | 2 |  |  | 10,684 |  |  | (15,055 | ) |  | — |
Inventories | — |  |  | — |  |  | 6,532 |  |  | — |  |  | 6,532 |
Prepaid expenses and other | 466 |  |  | — |  |  | 355 |  |  | (5 | ) |  | 816 |
Total current assets | 5,126 |  |  | 154 |  |  | 27,455 |  |  | (15,060 | ) |  | 17,675 |
Property, plant and equipment, at cost | — |  |  | — |  |  | 42,473 |  |  | — |  |  | 42,473 |
Accumulated depreciation | — |  |  | — |  |  | (13,625 | ) |  | — |  |  | (13,625 | )
Property, plant and equipment, net | — |  |  | — |  |  | 28,848 |  |  | — |  |  | 28,848 |
Investment in affiliates | 34,696 |  |  | 2,267 |  |  | (321 | ) |  | (36,642 | ) |  | — |
Long-term notes receivable from affiliates | 285 |  |  | — |  |  | — |  |  | (285 | ) |  | — |
Deferred charges and other assets, net | 572 |  |  | 1 |  |  | 3,059 |  |  | — |  |  | 3,632 |
Total assets | $ | 40,679 |  |  | $ | 2,422 |  |  | $ | 59,041 |  |  | $ | (51,987 | ) |  | $ | 50,155 |
LIABILITIES AND EQUITY
Current liabilities: |  |  |  |  |  |  |  |  |
Current portion of debt and finance lease obligations | $ | — |  |  | $ | — |  |  | $ | 238 |  |  | $ | — |  |  | $ | 238 |
Accounts payable | 14 |  |  | — |  |  | 8,580 |  |  | — |  |  | 8,594 |
Accounts payable to affiliates | 9,847 |  |  | 837 |  |  | 4,370 |  |  | (15,054 | ) |  | — |
Accrued expenses | 155 |  |  | 7 |  |  | 468 |  |  | — |  |  | 630 |
Accrued expenses to affiliates | — |  |  | 1 |  |  | — |  |  | (1 | ) |  | — |
Taxes other than income taxes payable | — |  |  | — |  |  | 1,213 |  |  | — |  |  | 1,213 |
Income taxes payable | 53 |  |  | 1 |  |  | — |  |  | (5 | ) |  | 49 |
Total current liabilities | 10,069 |  |  | 846 |  |  | 14,869 |  |  | (15,060 | ) |  | 10,724 |
Debt and finance lease obligations, less current portion | 6,955 |  |  | 990 |  |  | 926 |  |  | — |  |  | 8,871 |
Long-term notes payable to affiliates | — |  |  | 285 |  |  | — |  |  | (285 | ) |  | — |
Deferred income tax liabilities | — |  |  | 2 |  |  | 4,960 |  |  | — |  |  | 4,962 |
Other long-term liabilities | 1,988 |  |  | — |  |  | 879 |  |  | — |  |  | 2,867 |
Equity: |  |  |  |  |  |  |  |  |
Stockholders’ equity: |  |  |  |  |  |  |  |
Common stock | 7 |  |  | — |  |  | 1 |  |  | (1 | ) |  | 7 |
Additional paid-in capital | 7,048 |  |  | — |  |  | 9,754 |  |  | (9,754 | ) |  | 7,048 |
Treasury stock, at cost | (14,925 | ) |  | — |  |  | — |  |  | — |  |  | (14,925 | )
Retained earnings | 31,044 |  |  | — |  |  | 28,305 |  |  | (28,305 | ) |  | 31,044 |
Partners’ equity | — |  |  | 299 |  |  | — |  |  | (299 | ) |  | — |
Accumulated other comprehensive loss | (1,507 | ) |  | — |  |  | (1,097 | ) |  | 1,097 |  |  | (1,507 | )
Total stockholders’ equity | 21,667 |  |  | 299 |  |  | 36,963 |  |  | (37,262 | ) |  | 21,667 |
Noncontrolling interests | — |  |  | — |  |  | 444 |  |  | 620 |  |  | 1,064 |
Total equity | 21,667 |  |  | 299 |  |  | 37,407 |  |  | (36,642 | ) |  | 22,731 |
Total liabilities and equity | $ | 40,679 |  |  | $ | 2,422 |  |  | $ | 59,041 |  |  | $ | (51,987 | ) |  | $ | 50,155 |
Condensed Consolidating Statement of Income Three Months Ended September 30, 2019 (in millions)
| Valero Energy Corporation |  | Valero Energy Partners LP |  | Other Non- Guarantor Subsidiaries |  | Eliminations |  | Consolidated
Revenues | $ | — |  |  | $ | — |  |  | $ | 27,249 |  |  | $ | — |  |  | $ | 27,249 |
Cost of sales: |  |  |  |  |  |  |  |  |
Cost of materials and other | — |  |  | — |  |  | 24,335 |  |  | — |  |  | 24,335 |
Operating expenses (excluding depreciation and amortization expense reflected below) | — |  |  | — |  |  | 1,239 |  |  | — |  |  | 1,239 |
Depreciation and amortization expense | — |  |  | — |  |  | 556 |  |  | — |  |  | 556 |
Total cost of sales | — |  |  | — |  |  | 26,130 |  |  | — |  |  | 26,130 |
Other operating expenses | — |  |  | — |  |  | 10 |  |  | — |  |  | 10 |
General and administrative expenses (excluding depreciation and amortization expense reflected below) | 2 |  |  | — |  |  | 215 |  |  | — |  |  | 217 |
Depreciation and amortization expense | — |  |  | — |  |  | 11 |  |  | — |  |  | 11 |
Operating income (loss) | (2 | ) |  | — |  |  | 883 |  |  | — |  |  | 881 |
Equity in earnings of subsidiaries | 740 |  |  | 112 |  |  | 100 |  |  | (952 | ) |  | — |
Other income, net | 54 |  |  | — |  |  | 158 |  |  | (178 | ) |  | 34 |
Interest and debt expense, net of capitalized interest | (230 | ) |  | (12 | ) |  | (47 | ) |  | 178 |  |  | (111 | )
Income before income tax expense (benefit) | 562 |  |  | 100 |  |  | 1,094 |  |  | (952 | ) |  | 804 |
Income tax expense (benefit) | (47 | ) |  | — |  |  | 212 |  |  | — |  |  | 165 |
Net income | 609 |  |  | 100 |  |  | 882 |  |  | (952 | ) |  | 639 |
Less: Net income attributable to noncontrolling interests | — |  |  | — |  |  | 30 |  |  | — |  |  | 30 |
Net income attributable to stockholders | $ | 609 |  |  | $ | 100 |  |  | $ | 852 |  |  | $ | (952 | ) |  | $ | 609 |
Condensed Consolidating Statement of Income Three Months Ended September 30, 2018 (in millions)
| Valero Energy Corporation |  | Valero Energy Partners LP |  | Other Non- Guarantor Subsidiaries |  | Eliminations |  | Consolidated
Revenues | $ | — |  |  | $ | — |  |  | $ | 30,849 |  |  | $ | — |  |  | $ | 30,849 |
Cost of sales: |  |  |  |  |  |  |  |  |
Cost of materials and other | — |  |  | — |  |  | 27,701 |  |  | — |  |  | 27,701 |
Operating expenses (excluding depreciation and amortization expense reflected below) | — |  |  | — |  |  | 1,193 |  |  | — |  |  | 1,193 |
Depreciation and amortization expense | — |  |  | — |  |  | 504 |  |  | — |  |  | 504 |
Total cost of sales | — |  |  | — |  |  | 29,398 |  |  | — |  |  | 29,398 |
Other operating expenses | — |  |  | — |  |  | 10 |  |  | — |  |  | 10 |
General and administrative expenses (excluding depreciation and amortization expense reflected below) | 3 |  |  | — |  |  | 206 |  |  | — |  |  | 209 |
Depreciation and amortization expense | — |  |  | — |  |  | 13 |  |  | — |  |  | 13 |
Operating income (loss) | (3 | ) |  | — |  |  | 1,222 |  |  | — |  |  | 1,219 |
Equity in earnings of subsidiaries | 1,005 |  |  | 85 |  |  | 53 |  |  | (1,143 | ) |  | — |
Other income, net | 65 |  |  | — |  |  | 161 |  |  | (184 | ) |  | 42 |
Interest and debt expense, net of capitalized interest | (230 | ) |  | (15 | ) |  | (50 | ) |  | 184 |  |  | (111 | )
Income before income tax expense (benefit) | 837 |  |  | 70 |  |  | 1,386 |  |  | (1,143 | ) |  | 1,150 |
Income tax expense (benefit) | (19 | ) |  | — |  |  | 295 |  |  | — |  |  | 276 |
Net income | 856 |  |  | 70 |  |  | 1,091 |  |  | (1,143 | ) |  | 874 |
Less: Net income attributable to noncontrolling interests | — |  |  | — |  |  | 1 |  |  | 17 |  |  | 18 |
Net income attributable to stockholders | $ | 856 |  |  | $ | 70 |  |  | $ | 1,090 |  |  | $ | (1,160 | ) |  | $ | 856 |
Condensed Consolidating Statement of Income Nine Months Ended September 30, 2019 (in millions)
| Valero Energy Corporation |  | Valero Energy Partners LP |  | Other Non- Guarantor Subsidiaries |  | Eliminations |  | Consolidated
Revenues | $ | — |  |  | $ | — |  |  | $ | 80,445 |  |  | $ | — |  |  | $ | 80,445 |
Cost of sales: |  |  |  |  |  |  |  |  |
Cost of materials and other | — |  |  | — |  |  | 72,396 |  |  | — |  |  | 72,396 |
Operating expenses (excluding depreciation and amortization expense reflected below) | — |  |  | — |  |  | 3,629 |  |  | — |  |  | 3,629 |
Depreciation and amortization expense | — |  |  | — |  |  | 1,645 |  |  | — |  |  | 1,645 |
Total cost of sales | — |  |  | — |  |  | 77,670 |  |  | — |  |  | 77,670 |
Other operating expenses | — |  |  | — |  |  | 14 |  |  | — |  |  | 14 |
General and administrative expenses (excluding depreciation and amortization expense reflected below) | 3 |  |  | — |  |  | 622 |  |  | — |  |  | 625 |
Depreciation and amortization expense | — |  |  | — |  |  | 39 |  |  | — |  |  | 39 |
Operating income (loss) | (3 | ) |  | — |  |  | 2,100 |  |  | — |  |  | 2,097 |
Equity in earnings of subsidiaries | 1,763 |  |  | 299 |  |  | 261 |  |  | (2,323 | ) |  | — |
Other income, net | 138 |  |  | — |  |  | 462 |  |  | (532 | ) |  | 68 |
Interest and debt expense, net of capitalized interest | (693 | ) |  | (36 | ) |  | (138 | ) |  | 532 |  |  | (335 | )
Income before income tax expense (benefit) | 1,205 |  |  | 263 |  |  | 2,685 |  |  | (2,323 | ) |  | 1,830 |
Income tax expense (benefit) | (157 | ) |  | — |  |  | 533 |  |  | — |  |  | 376 |
Net income | 1,362 |  |  | 263 |  |  | 2,152 |  |  | (2,323 | ) |  | 1,454 |
Less: Net income attributable to noncontrolling interests | — |  |  | — |  |  | 90 |  |  | 2 |  |  | 92 |
Net income attributable to stockholders | $ | 1,362 |  |  | $ | 263 |  |  | $ | 2,062 |  |  | $ | (2,325 | ) |  | $ | 1,362 |
Condensed Consolidating Statement of Income Nine Months Ended September 30, 2018 (in millions)
| Valero Energy Corporation |  | Valero Energy Partners LP |  | Other Non- Guarantor Subsidiaries |  | Eliminations |  | Consolidated
Revenues | $ | — |  |  | $ | — |  |  | $ | 88,303 |  |  | $ | — |  |  | $ | 88,303 |
Cost of sales: |  |  |  |  |  |  |  |  |
Cost of materials and other | — |  |  | — |  |  | 79,317 |  |  | — |  |  | 79,317 |
Operating expenses (excluding depreciation and amortization expense reflected below) | — |  |  | — |  |  | 3,439 |  |  | — |  |  | 3,439 |
Depreciation and amortization expense | — |  |  | — |  |  | 1,499 |  |  | — |  |  | 1,499 |
Total cost of sales | — |  |  | — |  |  | 84,255 |  |  | — |  |  | 84,255 |
Other operating expenses | — |  |  | — |  |  | 41 |  |  | — |  |  | 41 |
General and administrative expenses (excluding depreciation and amortization expense reflected below) | 4 |  |  | — |  |  | 691 |  |  | — |  |  | 695 |
Depreciation and amortization expense | — |  |  | — |  |  | 39 |  |  | — |  |  | 39 |
Operating income (loss) | (4 | ) |  | — |  |  | 3,277 |  |  | — |  |  | 3,273 |
Equity in earnings of subsidiaries | 2,634 |  |  | 241 |  |  | 152 |  |  | (3,027 | ) |  | — |
Other income, net | 163 |  |  | 1 |  |  | 455 |  |  | (531 | ) |  | 88 |
Interest and debt expense, net of capitalized interest | (681 | ) |  | (41 | ) |  | (165 | ) |  | 531 |  |  | (356 | )
Income before income tax expense (benefit) | 2,112 |  |  | 201 |  |  | 3,719 |  |  | (3,027 | ) |  | 3,005 |
Income tax expense (benefit) | (58 | ) |  | 1 |  |  | 731 |  |  | — |  |  | 674 |
Net income | 2,170 |  |  | 200 |  |  | 2,988 |  |  | (3,027 | ) |  | 2,331 |
Less: Net income attributable to noncontrolling interests | — |  |  | — |  |  | 113 |  |  | 48 |  |  | 161 |
Net income attributable to stockholders | $ | 2,170 |  |  | $ | 200 |  |  | $ | 2,875 |  |  | $ | (3,075 | ) |  | $ | 2,170 |
Condensed Consolidating Statement of Comprehensive Income Three Months Ended September 30, 2019 (in millions)
| Valero Energy Corporation |  | Valero Energy Partners LP |  | Other Non- Guarantor Subsidiaries |  | Eliminations |  | Consolidated
Net income | $ | 609 |  |  | $ | 100 |  |  | $ | 882 |  |  | $ | (952 | ) |  | $ | 639 |
Other comprehensive loss: |  |  |  |  |  |  |  |  |
Foreign currency translation adjustment | (180 | ) |  | — |  |  | (163 | ) |  | 163 |  |  | (180 | )
Net gain on pension and other postretirement benefits | 3 |  |  | — |  |  | — |  |  | — |  |  | 3 |
Net loss on cash flow hedges | (2 | ) |  | — |  |  | (4 | ) |  | 2 |  |  | (4 | )
Other comprehensive loss before income tax benefit | (179 | ) |  | — |  |  | (167 | ) |  | 165 |  |  | (181 | )
Income tax benefit related to items of other comprehensive loss | — |  |  | — |  |  | (1 | ) |  | 1 |  |  | — |
Other comprehensive loss | (179 | ) |  | — |  |  | (166 | ) |  | 164 |  |  | (181 | )
Comprehensive income | 430 |  |  | 100 |  |  | 716 |  |  | (788 | ) |  | 458 |
Less: Comprehensive income attributable to noncontrolling interests | — |  |  | — |  |  | 28 |  |  | — |  |  | 28 |
Comprehensive income attributable to stockholders | $ | 430 |  |  | $ | 100 |  |  | $ | 688 |  |  | $ | (788 | ) |  | $ | 430 |
Condensed Consolidating Statement of Comprehensive Income Three Months Ended September 30, 2018 (in millions)
| Valero Energy Corporation |  | Valero Energy Partners LP |  | Other Non- Guarantor Subsidiaries |  | Eliminations |  | Consolidated
Net income | $ | 856 |  |  | $ | 70 |  |  | $ | 1,091 |  |  | $ | (1,143 | ) |  | $ | 874 |
Other comprehensive income: |  |  |  |  |  |  |  |  |
Foreign currency translation adjustment | 20 |  |  | — |  |  | 2 |  |  | 1 |  |  | 23 |
Net gain on pension and other postretirement benefits | 8 |  |  | — |  |  | — |  |  | — |  |  | 8 |
Other comprehensive income before income tax expense | 28 |  |  | — |  |  | 2 |  |  | 1 |  |  | 31 |
Income tax expense related to items of other comprehensive income | 1 |  |  | — |  |  | — |  |  | — |  |  | 1 |
Other comprehensive income | 27 |  |  | — |  |  | 2 |  |  | 1 |  |  | 30 |
Comprehensive income | 883 |  |  | 70 |  |  | 1,093 |  |  | (1,142 | ) |  | 904 |
Less: Comprehensive income attributable to noncontrolling interests | — |  |  | — |  |  | 4 |  |  | 17 |  |  | 21 |
Comprehensive income attributable to stockholders | $ | 883 |  |  | $ | 70 |  |  | $ | 1,089 |  |  | $ | (1,159 | ) |  | $ | 883 |
Condensed Consolidating Statement of Comprehensive Income Nine Months Ended September 30, 2019 (in millions)
| Valero Energy Corporation |  | Valero Energy Partners LP |  | Other Non- Guarantor Subsidiaries |  | Eliminations |  | Consolidated
Net income | $ | 1,362 |  |  | $ | 263 |  |  | $ | 2,152 |  |  | $ | (2,323 | ) |  | $ | 1,454 |
Other comprehensive loss: |  |  |  |  |  |  |  |  |
Foreign currency translation adjustment | (28 | ) |  | — |  |  | (59 | ) |  | 62 |  |  | (25 | )
Net gain on pension and other postretirement benefits | 8 |  |  | — |  |  | — |  |  | — |  |  | 8 |
Net gain on cash flow hedges | — |  |  | — |  |  | 1 |  |  | — |  |  | 1 |
Other comprehensive loss before income tax expense | (20 | ) |  | — |  |  | (58 | ) |  | 62 |  |  | (16 | )
Income tax expense related to items of other comprehensive loss | 2 |  |  | — |  |  | — |  |  | — |  |  | 2 |
Other comprehensive loss | (22 | ) |  | — |  |  | (58 | ) |  | 62 |  |  | (18 | )
Comprehensive income | 1,340 |  |  | 263 |  |  | 2,094 |  |  | (2,261 | ) |  | 1,436 |
Less: Comprehensive income attributable to noncontrolling interests | — |  |  | — |  |  | 94 |  |  | 2 |  |  | 96 |
Comprehensive income attributable to stockholders | $ | 1,340 |  |  | $ | 263 |  |  | $ | 2,000 |  |  | $ | (2,263 | ) |  | $ | 1,340 |
Condensed Consolidating Statement of Comprehensive Income Nine Months Ended September 30, 2018 (in millions)
| Valero Energy Corporation |  | Valero Energy Partners LP |  | Other Non- Guarantor Subsidiaries |  | Eliminations |  | Consolidated
Net income | $ | 2,170 |  |  | $ | 200 |  |  | $ | 2,988 |  |  | $ | (3,027 | ) |  | $ | 2,331 |
Other comprehensive loss: |  |  |  |  |  |  |  |  |
Foreign currency translation adjustment | (224 | ) |  | — |  |  | (190 | ) |  | 191 |  |  | (223 | )
Net gain on pension and other postretirement benefits | 25 |  |  | — |  |  | 1 |  |  | (1 | ) |  | 25 |
Other comprehensive loss before income tax expense | (199 | ) |  | — |  |  | (189 | ) |  | 190 |  |  | (198 | )
Income tax expense related to items of other comprehensive loss | 5 |  |  | — |  |  | — |  |  | — |  |  | 5 |
Other comprehensive loss | (204 | ) |  | — |  |  | (189 | ) |  | 190 |  |  | (203 | )
Comprehensive income | 1,966 |  |  | 200 |  |  | 2,799 |  |  | (2,837 | ) |  | 2,128 |
Less: Comprehensive income attributable to noncontrolling interests | — |  |  | — |  |  | 114 |  |  | 48 |  |  | 162 |
Comprehensive income attributable to stockholders | $ | 1,966 |  |  | $ | 200 |  |  | $ | 2,685 |  |  | $ | (2,885 | ) |  | $ | 1,966 |
Condensed Consolidating Statement of Cash Flows Nine Months Ended September 30, 2019 (in millions)
| Valero Energy Corporation |  | Valero Energy Partners LP |  | Other Non- Guarantor Subsidiaries |  | Eliminations |  | Consolidated
Net cash provided by (used in) operating activities | $ | 15 |  |  | $ | (35 | ) |  | $ | 4,203 |  |  | $ | (360 | ) |  | $ | 3,823 |
Cash flows from investing activities: |  |  |  |  |  |  |  |  |
Capital expenditures (excluding VIEs) | — |  |  | — |  |  | (1,179 | ) |  | — |  |  | (1,179 | )
Capital expenditures of VIEs: |  |  |  |  |  |  |  |  |
DGD | — |  |  | — |  |  | (91 | ) |  | — |  |  | (91 | )
Other VIEs | — |  |  | — |  |  | (139 | ) |  | — |  |  | (139 | )
Deferred turnaround and catalyst cost expenditures (excluding VIEs) | — |  |  | — |  |  | (583 | ) |  | — |  |  | (583 | )
Deferred turnaround and catalyst cost expenditures of DGD | — |  |  | — |  |  | (16 | ) |  | — |  |  | (16 | )
Investments in unconsolidated joint ventures | — |  |  | — |  |  | (122 | ) |  | — |  |  | (122 | )
Acquisitions of undivided interests | — |  |  | — |  |  | (65 | ) |  | — |  |  | (65 | )
Intercompany investing activities | 289 |  |  | 2 |  |  | (1,533 | ) |  | 1,242 |  |  | — |
Other investing activities, net | — |  |  | — |  |  | 5 |  |  | — |  |  | 5 |
Net cash provided by (used in) investing activities | 289 |  |  | 2 |  |  | (3,723 | ) |  | 1,242 |  |  | (2,190 | )
Cash flows from financing activities: |  |  |  |  |  |  |  |  |
Proceeds from debt issuances and borrowings (excluding VIEs) | 992 |  |  | — |  |  | 900 |  |  | — |  |  | 1,892 |
Proceeds from borrowings of VIEs | — |  |  | — |  |  | 148 |  |  | — |  |  | 148 |
Repayments of debt and finance lease obligations (excluding VIEs) | (871 | ) |  | — |  |  | (925 | ) |  | — |  |  | (1,796 | )
Repayments of debt of VIEs | — |  |  | — |  |  | (4 | ) |  | — |  |  | (4 | )
Intercompany financing activities | 1,187 |  |  | 160 |  |  | (105 | ) |  | (1,242 | ) |  | — |
Purchases of common stock for treasury | (555 | ) |  | — |  |  | — |  |  | — |  |  | (555 | )
Common stock dividends | (1,123 | ) |  | — |  |  | (81 | ) |  | 81 |  |  | (1,123 | )
Acquisition of VLP publicly held common units | — |  |  | — |  |  | (950 | ) |  | — |  |  | (950 | )
Distributions to noncontrolling interests and unitholders of VLP | — |  |  | (279 | ) |  | (57 | ) |  | 279 |  |  | (57 | )
Other financing activities, net | (16 | ) |  | — |  |  | (13 | ) |  | — |  |  | (29 | )
Net cash used in financing activities | (386 | ) |  | (119 | ) |  | (1,087 | ) |  | (882 | ) |  | (2,474 | )
Effect of foreign exchange rate changes on cash | — |  |  | — |  |  | (4 | ) |  | — |  |  | (4 | )
Net decrease in cash and cash equivalents | (82 | ) |  | (152 | ) |  | (611 | ) |  | — |  |  | (845 | )
Cash and cash equivalents at beginning of period | 291 |  |  | 152 |  |  | 2,539 |  |  | — |  |  | 2,982 |
Cash and cash equivalents at end of period | $ | 209 |  |  | $ | — |  |  | $ | 1,928 |  |  | $ | — |  |  | $ | 2,137 |
Condensed Consolidating Statement of Cash Flows Nine Months Ended September 30, 2018 (in millions)
| Valero Energy Corporation |  | Valero Energy Partners LP |  | Other Non- Guarantor Subsidiaries |  | Eliminations |  | Consolidated
Net cash provided by (used in) operating activities | $ | (824 | ) |  | $ | (37 | ) |  | $ | 3,709 |  |  | $ | (155 | ) |  | $ | 2,693 |
Cash flows from investing activities: |  |  |  |  |  |  |  |  |
Capital expenditures (excluding VIEs) | — |  |  | — |  |  | (1,025 | ) |  | — |  |  | (1,025 | )
Capital expenditures of VIEs: |  |  |  |  |  |  |  |  |  |
DGD | — |  |  | — |  |  | (143 | ) |  | — |  |  | (143 | )
Other VIEs | — |  |  | — |  |  | (89 | ) |  | — |  |  | (89 | )
Deferred turnaround and catalyst cost expenditures (excluding VIEs) | — |  |  | — |  |  | (641 | ) |  | — |  |  | (641 | )
Deferred turnaround and catalyst cost expenditures of DGD | — |  |  | — |  |  | (20 | ) |  | — |  |  | (20 | )
Investments in unconsolidated joint ventures | — |  |  | — |  |  | (124 | ) |  | — |  |  | (124 | )
Peru Acquisition, net of cash acquired | — |  |  | — |  |  | (466 | ) |  | — |  |  | (466 | )
Acquisitions of undivided interests | — |  |  | — |  |  | (181 | ) |  | — |  |  | (181 | )
Minor acquisitions | — |  |  | — |  |  | (88 | ) |  | — |  |  | (88 | )
Intercompany investing activities | 590 |  |  | 292 |  |  | (1,425 | ) |  | 543 |  |  | — |
Other investing activities, net | — |  |  | — |  |  | 9 |  |  | — |  |  | 9 |
Net cash provided by (used in) investing activities | 590 |  |  | 292 |  |  | (4,193 | ) |  | 543 |  |  | (2,768 | )
Cash flows from financing activities: |  |  |  |  |  |  |  |  |
Proceeds from debt issuances and borrowings (excluding VIEs) | 750 |  |  | 498 |  |  | 10 |  |  | — |  |  | 1,258 |
Proceeds from borrowings of VIEs | — |  |  | — |  |  | 71 |  |  | — |  |  | 71 |
Repayments of debt and finance lease obligations (excluding VIEs) | (787 | ) |  | (410 | ) |  | (151 | ) |  | — |  |  | (1,348 | )
Repayments of debt of VIEs | — |  |  | — |  |  | (4 | ) |  | — |  |  | (4 | )
Intercompany financing activities | 1,435 |  |  | (94 | ) |  | (798 | ) |  | (543 | ) |  | — |
Purchases of common stock for treasury | (1,081 | ) |  | — |  |  | — |  |  | — |  |  | (1,081 | )
Common stock dividends | (1,031 | ) |  | — |  |  | (32 | ) |  | 32 |  |  | (1,031 | )
Contributions from noncontrolling interests | — |  |  | — |  |  | 32 |  |  | — |  |  | 32 |
Distributions to noncontrolling interests and unitholders of VLP | — |  |  | (159 | ) |  | (27 | ) |  | 123 |  |  | (63 | )
Other financing activities, net | 2 |  |  | (4 | ) |  | (13 | ) |  | — |  |  | (15 | )
Net cash used in financing activities | (712 | ) |  | (169 | ) |  | (912 | ) |  | (388 | ) |  | (2,181 | )
Effect of foreign exchange rate changes on cash | — |  |  | — |  |  | (43 | ) |  | — |  |  | (43 | )
Net increase (decrease) in cash and cash equivalents | (946 | ) |  | 86 |  |  | (1,439 | ) |  | — |  |  | (2,299 | )
Cash and cash equivalents at beginning of period | 1,746 |  |  | 42 |  |  | 4,062 |  |  | — |  |  | 5,850 |
Cash and cash equivalents at end of period | $ | 800 |  |  | $ | 128 |  |  | $ | 2,623 |  |  | $ | — |  |  | $ | 3,551 |

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