v2.4.0.8

CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDINGS | 9 Months Ended
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Sep. 30, 2013
Condensed Financial Information of Subsidiary Disclosure [Abstract] |
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDINGS | CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING PBF Services Company, Delaware City Refining Company LLC, Delaware Pipeline Company LLC, PBF Power Marketing LLC, Paulsboro Refining Company LLC, Paulsboro Natural Gas Pipeline Company LLC, Toledo Refining Company LLC and PBF Investments LLC are 100% owned subsidiaries of PBF Holding and serve as guarantors of the obligations under the senior secured notes. These guarantees are full and unconditional and joint and several. For purposes of the following footnote, PBF Holding is referred to as “Issuer.” The indenture dated February 9, 2012, among PBF Holding, PBF Finance, the guarantors party thereto and Wilmington Trust, National Association, governs subsidiaries designated as “Guarantor Subsidiaries.” PBF Logistics LP, PBF Rail Logistics Company LLC and Delaware City Terminaling Company LLC are consolidated subsidiaries of the Company that are not guarantors of the senior secured notes. The senior secured notes were co-issued by PBF Finance. For purposes of the following footnote, PBF Finance is referred to as “Co-Issuer.” The Co-Issuer has no independent assets or operations. The following supplemental combining and consolidating financial information reflects the Issuer’s separate accounts, the combined accounts of the Guarantor Subsidiaries, the combining and consolidating adjustments and eliminations and the Issuer’s consolidated accounts for the dates and periods indicated. For purposes of the following combining and consolidating information, the Issuer’s Investments in its subsidiaries and the Guarantor Subsidiaries’ investments in its subsidiaries are accounted for under the equity method of accounting. PBF Holding has determined that a correction to the previously presented 2012 condensed consolidating financial information presented in the following statements was necessary to reflect intercompany transactions between the Issuer and the Guarantor Subsidiaries. During the nine months ended September 30, 2012, sales to third parties were made and recorded by the Issuer, but the product sold was owned and delivered by the Guarantor Subsidiaries which recorded the related cost of sales. For that nine month period, correcting entries totaling approximately $1,752.5 million have been reflected in the consolidating schedules to record the intercompany sale of product on the Guarantor Subsidiaries and to record an equal amount of cost of sales on the Issuer. All such intercompany activity was then eliminated in consolidation and, therefore, had no effect on the PBF Holding’s reported condensed consolidated financial statements. The effect of these adjustments increased net income of the Guarantor Subsidiaries by $1,752.5 million for the nine months ended September 30, 2012. On the Issuer, the increase in cost of sales was completely offset by the increase in the Issuer’s equity in the earnings of the Guarantor Subsidiaries. These adjustments also affected the respective entities’ intercompany receivable/payable accounts and the Issuer’s investment in subsidiaries account by $1,910.0 million at December 31, 2012. . CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING BALANCE SHEET (UNAUDITED)
| September 30, 2013
| Issuer |  | Guarantor Subsidiaries |  | Non-Guarantor Subsidiaries |  | Combining and Consolidating Adjustments |  | Total
ASSETS |  |  |  |  |  |  |  |  |
Current assets: |  |  |  |  |  |  |  |  |
Cash and cash equivalents | $ | 56,808 |  |  | $ | 609 |  |  | $ | — |  |  | $ | — |  |  | $ | 57,417 |
Accounts receivable | 531,004 |  |  | 46,875 |  |  | — |  |  | — |  |  | 577,879 |
Inventories | 851,985 |  |  | 620,652 |  |  | — |  |  | — |  |  | 1,472,637 |
Prepaid expense and other current assets | 43,721 |  |  | 12,412 |  |  | — |  |  | — |  |  | 56,133 |
Due from related parties | 10,852,441 |  |  | 15,714,459 |  |  | — |  |  | (26,566,900 | ) |  | — |
Total current assets | 12,335,959 |  |  | 16,395,007 |  |  | — |  |  | (26,566,900 | ) |  | 2,164,066 |
Property, plant and equipment, net | 63,428 |  |  | 1,672,332 |  |  | — |  |  | — |  |  | 1,735,760 |
Investment in subsidiaries | 3,814,871 |  |  | — |  |  | — |  |  | (3,814,871 | ) |  | — |
Deferred charges and other assets, net | 29,511 |  |  | 172,443 |  |  | — |  |  | — |  |  | 201,954 |
Total assets | $ | 16,243,769 |  |  | $ | 18,239,782 |  |  | $ | — |  |  | $ | (30,381,771 | ) |  | $ | 4,101,780 |
LIABILITIES AND EQUITY |  |  |  |  |  |  |  |  |
Current liabilities: |  |  |  |  |  |  |  |  |
Accounts payable | $ | 476,299 |  |  | $ | 87,623 |  |  | $ | — |  |  | $ | — |  |  | $ | 563,922 |
Accrued expenses | 482,446 |  |  | 561,157 |  |  | — |  |  | — |  |  | 1,043,603 |
Deferred revenue | 1,882 |  |  | — |  |  | — |  |  | — |  |  | 1,882 |
Due to related parties | 12,878,170 |  |  | 13,688,730 |  |  | — |  |  | (26,566,900 | ) |  | — |
Total current liabilities | 13,838,797 |  |  | 14,337,510 |  |  | — |  |  | (26,566,900 | ) |  | 1,609,407 |
Delaware Economic Development Authority loan | — |  |  | 16,000 |  |  | — |  |  | — |  |  | 16,000 |
Long-term debt | 682,242 |  |  | 40,323 |  |  | — |  |  | — |  |  | 722,565 |
Intercompany notes payable | 31,632 |  |  | — |  |  | — |  |  | — |  |  | 31,632 |
Other long-term liabilities | 5,273 |  |  | 31,078 |  |  | — |  |  | — |  |  | 36,351 |
Total liabilities | 14,557,944 |  |  | 14,424,911 |  |  | — |  |  | (26,566,900 | ) |  | 2,415,955 |
Commitments and contingencies |  |  |  |  |  |  |  |  |
Equity: |  |  |  |  |  |  |  |  |
Member's equity | 931,587 |  |  | 664,978 |  |  | — |  |  | (664,978 | ) |  | 931,587 |
Retained earnings (accumulated deficit) | 762,848 |  |  | 3,151,447 |  |  | — |  |  | (3,151,447 | ) |  | 762,848 |
Accumulated other comprehensive loss | (8,610 | ) |  | (1,554 | ) |  | — |  |  | 1,554 |  |  | (8,610 | )
Total equity | 1,685,825 |  |  | 3,814,871 |  |  | — |  |  | (3,814,871 | ) |  | 1,685,825 |
Total liabilities and equity | $ | 16,243,769 |  |  | $ | 18,239,782 |  |  | $ | — |  |  | $ | (30,381,771 | ) |  | $ | 4,101,780 |
18. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING BALANCE SHEET (UNAUDITED)
| December 31, 2012
| Issuer |  | Guarantor Subsidiaries |  | Non-Guarantor Subsidiaries |  | Combining and Consolidating Adjustments |  | Total
ASSETS |  |  |  |  |  |  |  |  |
Current assets: |  |  |  |  |  |  |  |  |
Cash and cash equivalents | $ | 241,926 |  |  | $ | 12,365 |  |  | $ | — |  |  | $ | — |  |  | $ | 254,291 |
Accounts receivable | 306,999 |  |  | 196,797 |  |  | — |  |  | — |  |  | 503,796 |
Inventories | 664,225 |  |  | 832,894 |  |  | — |  |  | — |  |  | 1,497,119 |
Prepaid expense and other current assets | 8,835 |  |  | 4,553 |  |  | — |  |  | — |  |  | 13,388 |
Due from related parties | 6,770,893 |  |  | 10,015,340 |  |  | — |  |  | (16,771,512 | ) |  | 14,721 |
Total current assets | 7,992,878 |  |  | 11,061,949 |  |  | — |  |  | (16,771,512 | ) |  | 2,283,315 |
Property, plant and equipment, net | 28,200 |  |  | 1,607,387 |  |  | — |  |  | — |  |  | 1,635,587 |
Investment in subsidiaries | 2,855,598 |  |  | — |  |  | — |  |  | (2,855,598 | ) |  | — |
Deferred charges and other assets, net | 31,081 |  |  | 166,268 |  |  | — |  |  | — |  |  | 197,349 |
Total assets | $ | 10,907,757 |  |  | $ | 12,835,604 |  |  | $ | — |  |  | $ | (19,627,110 | ) |  | $ | 4,116,251 |
LIABILITIES AND EQUITY |  |  |  |  |  |  |  |  |
Current liabilities: |  |  |  |  |  |  |  |  |
Accounts payable | $ | 197,624 |  |  | $ | 162,433 |  |  | $ | — |  |  | $ | — |  |  | $ | 360,057 |
Accrued expenses | 363,536 |  |  | 662,382 |  |  | — |  |  | — |  |  | 1,025,918 |
Deferred revenue | — |  |  | 210,543 |  |  | — |  |  | — |  |  | 210,543 |
Due to related parties | 7,926,481 |  |  | 8,845,031 |  |  | — |  |  | (16,771,512 | ) |  | — |
Total current liabilities | 8,487,641 |  |  | 9,880,389 |  |  | — |  |  | (16,771,512 | ) |  | 1,596,518 |
Delaware Economic Development Authority loan | — |  |  | 20,000 |  |  | — |  |  | — |  |  | 20,000 |
Long-term debt | 666,538 |  |  | 43,442 |  |  | — |  |  | — |  |  | 709,980 |
Other long-term liabilities | 1,924 |  |  | 36,175 |  |  | — |  |  | — |  |  | 38,099 |
Total liabilities | 9,156,103 |  |  | 9,980,006 |  |  | — |  |  | (16,771,512 | ) |  | 2,364,597 |
Commitments and contingencies |  |  |  |  |  |  |  |  |
Equity: |  |  |  |  |  |  |  |  |
Member's equity | 930,098 |  |  | 664,108 |  |  | — |  |  | (664,108 | ) |  | 930,098 |
Retained earnings | 830,497 |  |  | 2,193,052 |  |  | — |  |  | (2,193,052 | ) |  | 830,497 |
Accumulated other comprehensive loss | (8,941 | ) |  | (1,562 | ) |  | — |  |  | 1,562 |  |  | (8,941 | )
Total equity | 1,751,654 |  |  | 2,855,598 |  |  | — |  |  | (2,855,598 | ) |  | 1,751,654 |
Total liabilities and equity | $ | 10,907,757 |  |  | $ | 12,835,604 |  |  | $ | — |  |  | $ | (19,627,110 | ) |  | $ | 4,116,251 |
18. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME (UNAUDITED)
| Three Months Ended September 30, 2013
| Issuer |  | Guarantor Subsidiaries |  | Non-Guarantor Subsidiaries |  | Combining and Consolidating Adjustments |  | Total
Revenues | $ | 4,813,737 |  |  | $ | 745,102 |  |  | $ | — |  |  | $ | (699,959 | ) |  | $ | 4,858,880 |
Costs and expenses: |  |  |  |  |  |  |  |  |
Cost of sales, excluding depreciation | 4,624,531 |  |  | 739,125 |  |  | — |  |  | (699,959 | ) |  | 4,663,697 |
Operating expenses, excluding depreciation | (168 | ) |  | 192,815 |  |  | — |  |  | — |  |  | 192,647 |
General and administrative expenses | 19,567 |  |  | 3,086 |  |  | — |  |  | — |  |  | 22,653 |
(Gain) loss on sale of asset | (254 | ) |  | 206 |  |  | — |  |  | — |  |  | (48 | )
Depreciation and amortization expense | 3,317 |  |  | 24,118 |  |  | — |  |  | — |  |  | 27,435 |
| 4,646,993 |  |  | 959,350 |  |  | — |  |  | (699,959 | ) |  | 4,906,384 |
Income (loss) from operations | 166,744 |  |  | (214,248 | ) |  | — |  |  | — |  |  | (47,504 | )
Other income (expense): |  |  |  |  |  |  |  |  |
Equity in earnings of subsidiaries | (218,232 | ) |  | — |  |  | — |  |  | 218,232 |  |  | — |
Change in fair value of catalyst lease | — |  |  | (2,363 | ) |  | — |  |  | — |  |  | (2,363 | )
Interest expense, net | (24,742 | ) |  | (1,621 | ) |  | — |  |  | — |  |  | (26,363 | )
Net (loss) income | $ | (76,230 | ) |  | $ | (218,232 | ) |  | $ | — |  |  | $ | 218,232 |  |  | $ | (76,230 | )
Comprehensive (Loss) Income | $ | (76,109 | ) |  | $ | (218,232 | ) |  | $ | — |  |  | $ | 218,232 |  |  | $ | (76,109 | )
18. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (UNAUDITED)
| Three Months Ended September 30, 2012
| Issuer |  | Guarantor Subsidiaries |  | Non-Guarantor Subsidiaries |  | Combining and Consolidating Adjustments |  | Total
Revenues | $ | 2,191,427 |  |  | $ | 4,133,729 |  |  | $ | — |  |  | $ | (929,950 | ) |  | $ | 5,395,206 |
Costs and expenses: |  |  |  |  |  |  |  |  |
Cost of sales, excluding depreciation | 2,428,649 |  |  | 3,433,946 |  |  | — |  |  | (929,950 | ) |  | 4,932,645 |
Operating expenses, excluding depreciation | — |  |  | 179,035 |  |  | — |  |  | — |  |  | 179,035 |
General and administrative expenses | 38,150 |  |  | 792 |  |  | — |  |  | — |  |  | 38,942 |
Loss on sale of asset | — |  |  | 20 |  |  | — |  |  | — |  |  | 20 |
Depreciation and amortization expense | 2,183 |  |  | 22,272 |  |  | — |  |  | — |  |  | 24,455 |
| 2,468,982 |  |  | 3,636,065 |  |  | — |  |  | (929,950 | ) |  | 5,175,097 |
(Loss) income from operations | (277,555 | ) |  | 497,664 |  |  | — |  |  | — |  |  | 220,109 |
Other income (expense): |  |  |  |  |  |  |  |  |
Equity in earnings (loss) of subsidiaries | 483,690 |  |  | — |  |  | — |  |  | (483,690 | ) |  | — |
Change in fair value of contingent consideration | — |  |  | (692 | ) |  | — |  |  | — |  |  | (692 | )
Change in fair value of catalyst lease | — |  |  | (5,952 | ) |  | — |  |  | — |  |  | (5,952 | )
Interest expense, net | (19,552 | ) |  | (7,349 | ) |  | — |  |  | — |  |  | (26,901 | )
Net income | $ | 186,583 |  |  | $ | 483,671 |  |  | $ | — |  |  | $ | (483,690 | ) |  | $ | 186,564 |
Comprehensive Income | $ | 186,566 |  |  | $ | 483,690 |  |  | $ | — |  |  | $ | (483,690 | ) |  | $ | 186,566 |
18. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (UNAUDITED)
| Nine Months Ended September 30, 2013
| Issuer |  | Guarantor Subsidiaries |  | Non-Guarantor Subsidiaries |  | Combining and Consolidating Adjustments |  | Total
Revenues | $ | 11,375,513 |  |  | $ | 7,060,883 |  |  | $ | — |  |  | $ | (4,101,376 | ) |  | $ | 14,335,020 |
Costs and expenses: |  |  |  |  |  |  |  |  |
Cost of sales, excluding depreciation | 12,078,314 |  |  | 5,417,839 |  |  | — |  |  | (4,101,376 | ) |  | 13,394,777 |
Operating expenses, excluding depreciation | (310 | ) |  | 601,555 |  |  | — |  |  | — |  |  | 601,245 |
General and administrative expenses | 61,607 |  |  | 10,281 |  |  | — |  |  | — |  |  | 71,888 |
(Gain) loss on sale of asset | (254 | ) |  | 206 |  |  | — |  |  | — |  |  | (48 | )
Depreciation and amortization expense | 9,457 |  |  | 72,073 |  |  | — |  |  | — |  |  | 81,530 |
| 12,148,814 |  |  | 6,101,954 |  |  | — |  |  | (4,101,376 | ) |  | 14,149,392 |
(Loss) income from operations | (773,301 | ) |  | 958,929 |  |  | — |  |  | — |  |  | 185,628 |
Other income (expense): |  |  |  |  |  |  |  |  |
Equity in earnings (loss) of subsidiaries | 958,402 |  |  | — |  |  | — |  |  | (958,402 | ) |  | — |
Change in fair value of catalyst lease | — |  |  | 3,118 |  |  | — |  |  | — |  |  | 3,118 |
Interest expense, net | (66,067 | ) |  | (3,645 | ) |  | — |  |  | — |  |  | (69,712 | )
Net income | $ | 119,034 |  |  | $ | 958,402 |  |  | $ | — |  |  | $ | (958,402 | ) |  | $ | 119,034 |
Comprehensive Income | $ | 119,365 |  |  | $ | 958,402 |  |  | $ | — |  |  | $ | (958,402 | ) |  | $ | 119,365 |
18. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (UNAUDITED)
| Nine Months Ended September 30, 2012
| Issuer |  | Guarantor Subsidiaries |  | Non-Guarantor Subsidiaries |  | Combining and Consolidating Adjustments |  | Total
Revenues | $ | 5,036,947 |  |  | $ | 12,767,276 |  |  | $ | — |  |  | $ | (2,615,896 | ) |  | $ | 15,188,327 |
Costs and expenses: |  |  |  |  |  |  |  |  |
Cost of sales, excluding depreciation | 6,010,490 |  |  | 10,477,290 |  |  | — |  |  | (2,615,896 | ) |  | 13,871,884 |
Operating expenses, excluding depreciation | — |  |  | 537,880 |  |  | — |  |  | — |  |  | 537,880 |
General and administrative expenses | 72,706 |  |  | 5,336 |  |  | — |  |  | — |  |  | 78,042 |
Gain on sale of asset | — |  |  | (2,430 | ) |  | — |  |  | — |  |  | (2,430 | )
Depreciation and amortization expense | 5,123 |  |  | 62,296 |  |  | — |  |  | — |  |  | 67,419 |
| 6,088,319 |  |  | 11,080,372 |  |  | — |  |  | (2,615,896 | ) |  | 14,552,795 |
(Loss) income from operations | (1,051,372 | ) |  | 1,686,904 |  |  | — |  |  | — |  |  | 635,532 |
Other income (expense): |  |  |  |  |  |  |  |  |
Equity in earnings (loss) of subsidiaries | 1,654,329 |  |  | — |  |  | — |  |  | (1,654,329 | ) |  | — |
Change in fair value of contingent consideration | — |  |  | (2,076 | ) |  | — |  |  | — |  |  | (2,076 | )
Change in fair value of catalyst lease | — |  |  | (6,929 | ) |  | — |  |  | — |  |  | (6,929 | )
Interest expense, net | (63,164 | ) |  | (23,589 | ) |  | — |  |  | — |  |  | (86,753 | )
Net income | $ | 539,793 |  |  | $ | 1,654,310 |  |  | $ | — |  |  | $ | (1,654,329 | ) |  | $ | 539,774 |
Comprehensive Income | $ | 539,793 |  |  | $ | 1,654,329 |  |  | $ | — |  |  | $ | (1,654,329 | ) |  | $ | 539,793 |
18. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING STATEMENT OF CASH FLOW (UNAUDITED)
| Nine Months Ended September 30, 2013
| Issuer |  | Guarantor Subsidiaries |  | Non-Guarantor Subsidiaries |  | Combining and Consolidating Adjustments |  | Total
Cash flows from operating activities: |  |  |  |  |  |  |  |  |
Net income | $ | 119,034 |  |  | $ | 958,402 |  |  | $ | — |  |  | $ | (958,402 | ) |  | $ | 119,034 |
Adjustments to reconcile net income to net |  |  |  |  |  |  |  |  |
cash provided by operating activities: |  |  |  |  |  |  |  |  |
Depreciation and amortization | 14,273 |  |  | 72,144 |  |  | — |  |  | — |  |  | 86,417 |
Stock-based compensation | — |  |  | 2,750 |  |  | — |  |  | — |  |  | 2,750 |
Change in fair value of catalyst lease obligation | — |  |  | (3,118 | ) |  | — |  |  | — |  |  | (3,118 | )
Change in fair value of contingent consideration | — |  |  | — |  |  | — |  |  | — |  |  | — |
Non-cash change in inventory repurchase obligations | — |  |  | (13,362 | ) |  | — |  |  | — |  |  | (13,362 | )
Write-off of unamortized deferred financing fees | — |  |  | — |  |  | — |  |  | — |  |  | — |
Pension and other post retirement benefit costs | 3,541 |  |  | 9,113 |  |  | — |  |  | — |  |  | 12,654 |
Gain on disposition of property, plant and equipment | (254 | ) |  | 206 |  |  | — |  |  | — |  |  | (48 | )
Equity in earnings of subsidiaries | (958,402 | ) |  | — |  |  | — |  |  | 958,402 |  |  | — |
Changes in current assets and current liabilities: |  |  |  |  |  |  |  |  |
Accounts receivable | (224,005 | ) |  | 149,922 |  |  | — |  |  | — |  |  | (74,083 | )
Amounts due to/from related parties | 870,141 |  |  | (855,420 | ) |  | — |  |  | — |  |  | 14,721 |
Inventories | (187,760 | ) |  | 218,925 |  |  | — |  |  | — |  |  | 31,165 |
Other current assets | (34,886 | ) |  | (7,859 | ) |  | — |  |  | — |  |  | (42,745 | )
Accounts payable | 278,675 |  |  | (74,810 | ) |  | — |  |  | — |  |  | 203,865 |
Accrued expenses | 118,507 |  |  | (65,994 | ) |  | — |  |  | — |  |  | 52,513 |
Deferred revenue | 1,882 |  |  | (210,543 | ) |  | — |  |  | — |  |  | (208,661 | )
Other assets and liabilities | 122 |  |  | (18,497 | ) |  | — |  |  | — |  |  | (18,375 | )
Net cash provided by operating activities | 868 |  |  | 161,859 |  |  | — |  |  | — |  |  | 162,727 |
Cash flows from investing activities: |  |  |  |  |  |  |  |  |
Expenditures for property, plant and equipment | (75,099 | ) |  | (126,807 | ) |  | — |  |  | — |  |  | (201,906 | )
Expenditures for refinery turnarounds costs | — |  |  | (15,859 | ) |  | — |  |  | — |  |  | (15,859 | )
Expenditures for other assets | — |  |  | (10,584 | ) |  | — |  |  | — |  |  | (10,584 | )
Proceeds from sale of assets | 30,826 |  |  | — |  |  | — |  |  | — |  |  | 30,826 |
Net cash used in investing activities | (44,273 | ) |  | (153,250 | ) |  | — |  |  | — |  |  | (197,523 | )
Cash flows from financing activities: |  |  |  |  |  |  |  |  |
Proceeds from revolver borrowings | 745,000 |  |  | — |  |  | — |  |  | — |  |  | 745,000 |
Proceeds from intercompany notes payable | 31,632 |  |  | — |  |  | — |  |  | — |  |  | 31,632 |
Distribution to members | (186,684 | ) |  | — |  |  | — |  |  | — |  |  | (186,684 | )
Repayments of revolver borrowings | (730,000 | ) |  | — |  |  | — |  |  | — |  |  | (730,000 | )
Payment of contingent consideration related to acquisition of Toledo refinery | — |  |  | (21,357 | ) |  | — |  |  | — |  |  | (21,357 | )
Deferred financing costs and other | (1,661 | ) |  | 992 |  |  | — |  |  | — |  |  | (669 | )
Net cash used in financing activities | (141,713 | ) |  | (20,365 | ) |  | — |  |  | — |  |  | (162,078 | )
Net decrease in cash and cash equivalents | (185,118 | ) |  | (11,756 | ) |  | — |  |  | — |  |  | (196,874 | )
Cash and equivalents, beginning of period | 241,926 |  |  | 12,365 |  |  | — |  |  | — |  |  | 254,291 |
Cash and equivalents, end of period | $ | 56,808 |  |  | $ | 609 |  |  | $ | — |  |  | $ | — |  |  | $ | 57,417 |
18. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING STATEMENT OF CASH FLOW (UNAUDITED)
| Nine Months Ended September 30, 2012
| Issuer |  | Guarantor Subsidiaries |  | Non-Guarantor Subsidiaries |  | Combining and Consolidating Adjustments |  | Total
Cash flows from operating activities: |  |  |  |  |  |  |  |  |
Net income | $ | 539,793 |  |  | $ | 1,654,310 |  |  | $ | — |  |  | $ | (1,654,329 | ) |  | $ | 539,774 |
Adjustments to reconcile net income to net |  |  |  |  |  |  |  |  |
cash provided by operating activities: |  |  |  |  |  |  |  |  |
Depreciation and amortization | 8,847 |  |  | 62,297 |  |  | — |  |  | — |  |  | 71,144 |
Stock-based compensation | — |  |  | 1,707 |  |  | — |  |  | — |  |  | 1,707 |
Change in fair value of catalyst lease obligation | — |  |  | 6,929 |  |  | — |  |  | — |  |  | 6,929 |
Change in fair value of contingent consideration | — |  |  | 2,076 |  |  | — |  |  | — |  |  | 2,076 |
Non-cash change in inventory repurchase obligations | — |  |  | 5,126 |  |  | — |  |  | — |  |  | 5,126 |
Write-off of unamortized deferred financing fees | 4,391 |  |  | — |  |  | — |  |  | — |  |  | 4,391 |
Pension and other post retirement benefit costs | 1,594 |  |  | 7,919 |  |  | — |  |  | — |  |  | 9,513 |
Gain on disposition of property, plant and equipment | — |  |  | (2,430 | ) |  | — |  |  | — |  |  | (2,430 | )
Equity in earnings of subsidiaries | (1,654,329 | ) |  | — |  |  | — |  |  | 1,654,329 |  |  | — |
Changes in current assets and current liabilities: |  |  |  |  |  |  |  |  |
Accounts receivable | (410,412 | ) |  | 230,423 |  |  | — |  |  | — |  |  | (179,989 | )
Amounts due to/from related parties | 1,710,567 |  |  | (1,710,567 | ) |  | — |  |  | — |  |  | — |
Inventories | (540,547 | ) |  | 625,726 |  |  | — |  |  | — |  |  | 85,179 |
Other current assets | (8,501 | ) |  | 45,472 |  |  | — |  |  | — |  |  | 36,971 |
Accounts payable | 63,779 |  |  | (77,121 | ) |  | — |  |  | (25,811 | ) |  | (39,153 | )
Accrued expenses | 347,790 |  |  | (404,194 | ) |  | — |  |  | — |  |  | (56,404 | )
Deferred revenue | 3,912 |  |  | 9,807 |  |  | — |  |  | — |  |  | 13,719 |
Other assets and liabilities | (2,723 | ) |  | (27,008 | ) |  | — |  |  | — |  |  | (29,731 | )
Net cash (used in) provided by operating activities | 64,161 |  |  | 430,472 |  |  | — |  |  | (25,811 | ) |  | 468,822 |
Cash flows from investing activities: |  |  |  |  |  |  |  |  |
Expenditures for property, plant and equipment | (13,859 | ) |  | (88,145 | ) |  | — |  |  | — |  |  | (102,004 | )
Expenditures for refinery turnarounds costs | — |  |  | (27,501 | ) |  | — |  |  | — |  |  | (27,501 | )
Expenditures for other assets | — |  |  | (7,731 | ) |  | — |  |  | — |  |  | (7,731 | )
Proceeds from sale of assets | — |  |  | 3,381 |  |  | — |  |  | — |  |  | 3,381 |
Net cash used in investing activities | (13,859 | ) |  | (119,996 | ) |  | — |  |  | — |  |  | (133,855 | )
Cash flows from financing activities: |  |  |  |  |  |  |  |  |
Proceeds from member's capital contributions | 250 |  |  | — |  |  | — |  |  | — |  |  | 250 |
Proceeds from 8.25% senior secured notes | 665,806 |  |  | — |  |  | — |  |  | — |  |  | 665,806 |
Proceeds from long-term debt | 430,000 |  |  | — |  |  | — |  |  | — |  |  | 430,000 |
Proceeds from catalyst lease | — |  |  | 9,452 |  |  | — |  |  | — |  |  | 9,452 |
Distributions to members | (15,081 | ) |  | — |  |  | — |  |  | — |  |  | (15,081 | )
Repayments of long-term debt | (823,749 | ) |  | (360,848 | ) |  | — |  |  | — |  |  | (1,184,597 | )
Payment of contingent consideration related to acquisition of Toledo refinery | (103,642 | ) |  | — |  |  | — |  |  | — |  |  | (103,642 | )
Deferred financing costs and other | (17,273 | ) |  | — |  |  | — |  |  | — |  |  | (17,273 | )
Net cash provided by (used in) financing activities | 136,311 |  |  | (351,396 | ) |  | — |  |  | — |  |  | (215,085 | )
Net increase (decrease) in cash and cash equivalents | 186,613 |  |  | (40,920 | ) |  | — |  |  | (25,811 | ) |  | 119,882 |
Cash and equivalents, beginning of period | 3,124 |  |  | 47,042 |  |  | — |  |  | — |  |  | 50,166 |
Cash and equivalents, end of period | $ | 189,737 |  |  | $ | 6,122 |  |  | $ | — |  |  | $ | (25,811 | ) |  | $ | 170,048 |

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