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Fair Value Measurements (Tables)
12 Months Ended
Dec. 31, 2024
Fair Value Disclosures [Abstract]  
Schedule of Fair Value Assets Acquired and Liabilities Assumed
The fair values of the assets acquired and liabilities assumed as a result of the Billings Acquisition were estimated as of June 1, 2023, the date of the acquisition, using valuation techniques described in notes (1) through (5) below.
Valuation
Fair ValueTechnique
(in thousands)
Net working capital excluding operating leases$294,507 (1)
Property, plant, and equipment259,088 (2)
Operating lease right-of-use assets3,562 (3)
Refining and logistics equity investments86,600 (4)
Other long-term assets4,094 (1)
Current operating lease liabilities(2,081)(3)
Long-term operating lease liabilities(1,481)(3)
Environmental liabilities(18,869)(5)
Total$625,420 
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(1)Current assets acquired and liabilities assumed were recorded at their net realizable value. Other long-term assets include preliminary costs for future turnarounds that were recently incurred and were recorded at their net realizable value.
(2)The fair value of personal property was estimated using the cost approach. Key assumptions in the cost approach include determining the replacement cost by evaluating recent purchases of comparable assets or published data, and adjusting replacement cost for economic and functional obsolescence, location, normal useful lives, and capacity (if applicable). The fair value of real property was estimated using the market approach. Key assumptions in the market approach include determining the asset value by evaluating recent purchases of comparable assets under similar circumstances. We consider this to be a Level 3 fair value measurement.
(3)Operating lease right-of-use assets and liabilities were recognized based on the present value of lease payments over the lease term using the incremental borrowing rate at acquisition of 9.6%.
(4)The fair value of our investments in YELP and YPLC were determined using a combination of the income approach and the market approach. Under the income approach, we estimated the present value of expected future cash flows using a market participant discount rate. Under the market approach, we estimated fair value using observable multiples for comparable companies in the investments’ industries. These valuation methods require us to make significant estimates and assumptions regarding future cash flows, capital projects, commodity prices, long-term growth rates, and discount rates. We consider this to be a Level 3 fair value measurement.
(5)Environmental liabilities are based on management’s best estimates of probable future costs using currently available information. We consider this to be a Level 3 fair value measurement.
Schedule of Fair Value Amounts by Hierarchy Level Fair value amounts by hierarchy level as of December 31, 2024 and 2023, are presented gross in the tables below (in thousands):
December 31, 2024
Level 1Level 2Level 3Gross Fair ValueEffect of Counter-party NettingNet Carrying Value on Balance Sheet (1)
Assets
Commodity derivatives$209,666 $13,506 $— $223,172 $(212,581)$10,591 
Liabilities
Commodity derivatives$(215,139)$(10,898)$— $(226,037)$212,581 $(13,456)
Citi repurchase obligation derivative— — (1,588)(1,588)— (1,588)
Interest rate derivatives
— (24)— (24)— (24)
Gross environmental credit obligations (2) (3)
— (44,498)— (44,498)— (44,498)
Total
$(215,139)$(55,420)$(1,588)$(272,147)$212,581 $(59,566)
December 31, 2023
Level 1Level 2Level 3Gross Fair ValueEffect of Counter-party NettingNet Carrying Value on Balance Sheet (1)
Assets
Commodity derivatives$100,074 $175,191 $— $275,265 $(231,909)$43,356 
Liabilities
Commodity derivatives$(92,417)$(140,022)$— $(232,439)$231,909 $(530)
Citi repurchase obligation derivative
— — — — — — 
J. Aron repurchase obligation derivative
— — (392)(392)— (392)
Interest rate derivatives— (821)— (821)— (821)
Gross environmental credit obligations (2) (3)
— (54,245)— (54,245)— (54,245)
Total
$(92,417)$(195,088)$(392)$(287,897)$231,909 $(55,988)
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(1)Does not include cash collateral of $38.6 million and $31.3 million as of December 31, 2024 and 2023, respectively, included within Prepaid and other current assets and Other long-term assets on our consolidated balance sheets, respectively.
(2)Does not include RINs assets and other environmental credits of $195.0 million and $237.6 million presented in Inventories on our consolidated balance sheet and stated at the lower of cost and net realizable value as of December 31, 2024 and 2023, respectively.
(3)Does not include environmental liabilities of $187.5 million and $232.7 million satisfied by internally generated or purchased environmental credits and presented at the carrying value of these credits included in Other Accrued Liabilities on our consolidated balance sheets as of December 31, 2024 and 2023, respectively.
Schedule of Roll Forward of Level 3 Financial Instruments Measured at Fair Value on a Recurring Basis
A roll forward of Level 3 derivative instruments measured at fair value on a recurring basis is as follows (in thousands):
Year Ended December 31,
202420232022
Balance, beginning of period$(392)$2,279 $(37,321)
Settlements(661)19,714 86,242 
Total gains (losses) included in earnings (1)(535)(22,385)(46,642)
Balance, end of period$(1,588)$(392)$2,279 
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(1)Included in Cost of revenues (excluding depreciation) on our consolidated statements of operations.
Schedule of Carrying Value and Fair Value of Long Term Debt and Other Financial Instruments
The carrying value and fair value of long-term debt and other financial instruments as of December 31, 2024 and 2023 are as follows (in thousands):
December 31, 2024
Carrying ValueFair Value
ABL Credit Facility due 2028 (1)
$483,000 $483,000 
Term Loan Credit Agreement due 2030 (2)
625,859 636,924 
Other long-term debt (2)
4,108 4,412 
December 31, 2023
Carrying ValueFair Value
ABL Credit Facility due 2028 (1)$115,000 $115,000 
Term Loan Credit Agreement due 2030 (2)531,112 545,875 
LC Facility due 2024 (1)
— — 
Other long-term debt (2)4,746 4,387 
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(1)The fair value measurements of the ABL Credit Facility and the LC Facility are considered Level 3 measurements in the fair value hierarchy
(2)The fair value measurements of the Term Loan Credit Agreement and Other long-term debt are considered Level 2 measurements in the fair value hierarchy as discussed below.