Subsequent Events

Initial Public Offering

On November 7, 2012, the Partnership closed its initial public offering of 9,200,000 common units at a price of $21.00 per unit, which included a 1,200,000 common unit over-allotment option that was exercised by the underwriters. Proceeds to the Partnership from the sale of the units were approximately $176.2 million, net of estimated offering costs and underwriters' commissions. The initial public offering represented the sale to the public of a 37.6% limited partner interest in the Partnership. Following the closing of the Offering, Delek owned a 62.4% interest in the Partnership, including the 2.0% general partner interest. At the closing of the Offering, the Partnership distributed total proceeds to Delek of approximately $225.9 million, which includes $135.9 million from the Offering (a portion of which was used to repay the outstanding principal balance of $63.0 million on the Predecessor's Fifth Third Revolver) and $90.0 million from the Delek Logistics Revolving Credit Facility, in consideration of assets contributed and to reimburse Delek for certain capital expenditures incurred with respect to these assets.

The Partnership's initial assets included approximately 400 miles of crude oil transportation pipelines, 16 miles of refined product pipelines, an approximately 600-mile crude oil gathering system and associated crude oil storage tanks with an aggregate of approximately 1.4 million barrels of active shell capacity. The Partnership also owns or operates five light products terminals and associated pipelines and storage tanks. A substantial majority of the Partnership's initial assets are currently integral to Delek's refining and marketing operations.



Reconciliation of Cash Proceeds (in millions)
Total proceeds from the offering	$	193.2
Offering and underwriters' costs	(17.0		)
Proceeds from the offering, net offering and underwriters' costs	176.2
Less: Debt issuance costs	(3.7		)
Net proceeds from the offering	172.5
Less: Cash retained by the Partnership	(36.6		)
Net proceeds to Delek from the offering	135.9
Borrowings under Delek Logistics Revolving Credit Facility	90.0
Gross proceeds to Delek	$	225.9

Revolving Credit Facility

On November 7, 2012, the Partnership entered into the Delek Logistics Revolving Credit Facility, a $175.0 million senior secured revolving credit agreement with Fifth Third Bank, as administrative agent, and a syndicate of lenders. The Delek Logistics Revolving Credit Facility contains an accordion feature whereby the Partnership can increase the size of the credit facility to an aggregate of $225.0 million, subject to receiving increased or new commitments from lenders and the satisfaction of certain other conditions precedent. The Partnership and each of its existing subsidiaries are borrowers under the Delek Logistics Revolving Credit Facility. The Delek Logistics Revolving Credit Facility includes a $50.0 million sublimit for letters of credit and a $7.0 million sublimit for swing line loans. Upon the closing of this facility, the Partnership had $90.0 million in outstanding borrowings and $12.0 million in issued and outstanding letters of credit, leaving $73.0 million available for future borrowings or letter of credit issuances (subject to the letter of credit sublimit in the facility). The initial borrowings under the Delek Logistics Revolving Credit Facility were used to fund cash distributions to Delek in connection with the Offering.

The obligations under the Delek Logistics Revolving Credit Facility are secured by a first priority lien on substantially all of the Partnership's tangible and intangible assets. An affiliate of the Partnership provides a limited guaranty of certain of the Partnership's obligations under the Delek Logistics Revolving Credit Facility equal to the principal amount, including unpaid and accrued interest, of a promissory note from Delek US Holdings, Inc. to Marketing. As of November 7, 2012, the principal amount of the note was $102.0 million. The Delek Logistics Revolving Credit Facility will mature on November 7, 2017. Borrowings under the credit facility bear interest at either a base rate, plus an applicable margin, or a LIBOR rate, plus an applicable margin, at the election of the borrowers. The applicable margin varies based upon the Partnership's Leverage Ratio, which is defined as the ratio of total funded debt to EBITDA as of the last day of the period of the four quarters most recently ended.