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SEC Filings
S-4/A
SUSSER HOLDINGS CORP filed this Form S-4/A on 08/16/2016
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Table of Contents
Index to Financial Statements

PHILADELPHIA ENERGY SOLUTIONS LLC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(in thousands, except unit and volume data)

 

to a joint venture the Belmont Rack in a transaction that does not include a sale or conveyance of the Philadelphia refining complex. SXL also has the option to repurchase the Belmont Rack should Refining purchase the rack pursuant to its option and thereafter the operations of the Belmont Rack are no longer conducted in connection with refining operations at the Philadelphia refining complex. SXL also has the option to purchase certain of Refining’s assets should there be a permanent shutdown at the Philadelphia refining complex.

Truck Rack Terminal Services Agreement

On March 12, 2013, Refining entered into an agreement with SXL for the terminaling of refined products at various truck rack terminals located throughout the northeastern United States. The initial term of this agreement expired in March 2014; however, the agreement automatically renews until terminated by either party upon 60 days’ prior written notice. Fees under the agreement include a per gallon throughput fee based on the type of refined product and additives used, a per gallon demurrage fee and various additive fees, subject to discounts for meeting volume incentives at certain of the terminals. All fees under the agreement escalate annually at a rate equal to the increase in CPI. Obligations under the agreement will be suspended to the extent affected by a force majeure event.

Van Buren Terminal Services Agreement

On July 1, 2014, Refining entered into an agreement with SXL pursuant to which SXL provides terminaling services at SXL’s Van Buren truck rack terminal. In exchange, Refining pays SXL a per gallon throughput fee for each refined product, a per gallon demurrage fee, and various additive fees, all of which are subject to an annual CPI-based inflation escalator. The initial term of this agreement expired in June 2015; however, the agreement was automatically renewed until terminated by Refining upon 30 days’ prior written notice. Obligations under the agreement will be suspended to the extent affected by a force majeure event.

Fees incurred in connection with the wholesale rack terminal services agreements were $12,400, $8,498, and $6,480 for the years ended December 31, 2015, 2014, and 2013, respectively. These fees are recorded as a component of cost of sales in the consolidated statements of operations and comprehensive income (loss).

Crude Oil Purchase Agreements

In connection with the acquisition of the Philadelphia refining complex, on September 8, 2012, Refining entered into crude oil purchase agreements with SXL pursuant to which Refining purchased crude oil from SXL. These agreements expired in August 2014; however, Refining entered into a new crude oil purchase agreement that expired in June 2015. Under the agreement, SXL was permitted to nominate up to 470,000 barrels per month for purchase by Refining.

Crude oil purchases under these agreements were $164,749, $842,047, and $1,332,530 for the years ended December 31, 2015, 2014, and 2013, respectively. These purchases are recorded as a component of cost of sales in the consolidated statements of operations and comprehensive income (loss).

Refined Product Purchases and Sales

From time to time, Refining sells and purchases refined products to and from SXL. Revenue recognized related to refined product sales to SXL was $5,062, and $5,547 for the years ended December 31, 2015 and 2014,

 

F-37

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