CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDINGS

6 Months Ended

Jun. 30, 2018

Condensed Financial Information of Subsidiary Disclosure [Abstract]

CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDINGS

CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING

PBF Services Company, Delaware City Refining Company LLC, PBF Power Marketing LLC, Paulsboro Refining Company LLC, Toledo Refining Company LLC, Chalmette Refining, L.L.C., PBF Energy Western Region LLC, Torrance Refining Company LLC, Torrance Logistics Company LLC, PBF International Inc. and PBF Investments LLC are 100% owned subsidiaries of PBF Holding and serve as guarantors of the obligations under the Senior 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 indentures dated November 24, 2015 and May 30, 2017, among PBF Holding, PBF Finance, the guarantors party thereto and Wilmington Trust, National Association, governs subsidiaries designated as “Guarantor Subsidiaries”. PBF Energy Limited, PBF Transportation Company LLC, PBF Rail Logistics Company LLC, Chalmette Logistics Company LLC, Paulsboro Terminaling Company LLC, MOEM Pipeline LLC, Collins Pipeline Company, T&M Terminal Company, TVP Holding Company LLC (“TVP Holding”), Torrance Basin Pipeline Company LLC and Torrance Pipeline Company LLC are consolidated subsidiaries of the Company that are not guarantors of the Senior Notes. Additionally, our 50% equity investment in Torrance Valley Pipeline Company, held by TVP Holding is included in our Non-Guarantor financial position and results of operations and cash flows as TVP Holding is not a guarantor of the Senior Notes.

The Senior 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 condensed consolidating financial information reflects the Issuer’s separate accounts, the combined accounts of the Guarantor Subsidiaries and the Non-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 investment in its subsidiaries and the Guarantor subsidiaries’ investments in their subsidiaries are accounted for under the equity method of accounting.

CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING

CONDENSED CONSOLIDATING BALANCE SHEETS

(UNAUDITED)

	June 30, 2018
	Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Combining and Consolidating Adjustments			Total
ASSETS
Current assets:
Cash and cash equivalents	$	400,634		$	16,243		$	25,840	$	—		$	442,717
Accounts receivable	992,378			9,071			30,125		—			1,031,574
Accounts receivable - affiliate	2,727			3,292			726		—			6,745
Inventories	2,353,720			—			186,557		—			2,540,277
Prepaid and other current assets	18,953			30,848			1,483		—			51,284
Due from related parties	31,378,354			24,147,941			8,296,673		(63,822,968		)	—
Total current assets	35,146,766			24,207,395			8,541,404		(63,822,968		)	4,072,597
Property, plant and equipment, net	19,084			2,597,504			233,648		—			2,850,236
Investment in subsidiaries	—			390,529			—		(390,529		)	—
Investment in equity method investee	—			—			169,038		—			169,038
Deferred charges and other assets, net	24,250			837,111			34		—			861,395
Total assets	$	35,190,100		$	28,032,539		$	8,944,124	$	(64,213,497	)	$	7,953,266
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	508,073		$	109,942		$	16,878	$	—		$	634,893
Accounts payable - affiliate	30,042			1,431			—		—			31,473
Accrued expenses	1,477,262			109,095			232,377		—			1,818,734
Current debt	—			1,298			—		—			1,298
Deferred revenue	3,630			20			7		—			3,657
Due to related parties	26,699,566			28,862,202			8,261,200		(63,822,968		)	—
Note payable	—			3,200			—		—			3,200
Total current liabilities	28,718,573			29,087,188			8,510,462		(63,822,968		)	2,493,255
Long-term debt	1,541,649			44,132			24,680		—			1,610,461
Deferred tax liabilities	—			—			28,502		—			28,502
Other long-term liabilities	30,979			196,643			4,145		—			231,767
Investment in subsidiaries	1,309,618			—			—		(1,309,618		)	—
Total liabilities	31,600,819			29,327,963			8,567,789		(65,132,586		)	4,363,985
Commitments and contingencies (Note 8)
Equity:
PBF Holding Company LLC equity
Member’s equity	2,391,321			1,734,642			332,689		(2,067,331		)	2,391,321
Retained earnings / (accumulated deficit)	1,213,798			(3,031,222		)	43,646		2,987,576			1,213,798
Accumulated other comprehensive loss	(26,654		)	(9,660		)	—		9,660			(26,654		)
Total PBF Holding Company LLC equity	3,578,465			(1,306,240		)	376,335		929,905			3,578,465
Noncontrolling interest	10,816			10,816			—		(10,816		)	10,816
Total equity	3,589,281			(1,295,424		)	376,335		919,089			3,589,281
Total liabilities and equity	$	35,190,100		$	28,032,539		$	8,944,124	$	(64,213,497	)	$	7,953,266

13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING

CONDENSED CONSOLIDATING BALANCE SHEETS

(UNAUDITED)

	December 31, 2017
	Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Combining and Consolidating Adjustments			Total
ASSETS
Current assets:
Cash and cash equivalents	$	486,568		$	13,456		$	26,136	$	—		$	526,160
Accounts receivable	903,298			7,605			40,226		—			951,129
Accounts receivable - affiliate	2,321			5,300			731		—			8,352
Inventories	1,982,315			—			231,482		—			2,213,797
Prepaid and other current assets	20,523			27,100			1,900		—			49,523
Due from related parties	28,632,914			23,302,660			6,820,693		(58,756,267		)	—
Total current assets	32,027,939			23,356,121			7,121,168		(58,756,267		)	3,748,961
Property, plant and equipment, net	21,785			2,547,229			236,376		—			2,805,390
Investment in subsidiaries	—			413,136			—		(413,136		)	—
Investment in equity method investee	—			—			171,903		—			171,903
Deferred charges and other assets, net	30,141			749,749			34		—			779,924
Total assets	$	32,079,865		$	27,066,235		$	7,529,481	$	(59,169,403	)	$	7,506,178
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	413,829		$	137,149		$	21,954	$	—		$	572,932
Accounts payable - affiliate	39,952			865			—		—			40,817
Accrued expenses	1,409,212			122,722			268,925		—			1,800,859
Current debt	—			10,987			—		—			10,987
Deferred revenue	6,005			1,472			18		—			7,495
Note payable	—			5,621			—		—			5,621
Due to related parties	24,813,299			27,166,679			6,776,289		(58,756,267		)	—
Total current liabilities	26,682,297			27,445,495			7,067,186		(58,756,267		)	2,438,711
Long-term debt	1,550,206			48,024			28,019		—			1,626,249
Deferred tax liabilities	—			—			33,155		—			33,155
Other long-term liabilities	30,612			189,204			4,145		—			223,961
Investment in subsidiaries	632,648			—			—		(632,648		)	—
Total liabilities	28,895,763			27,682,723			7,132,505		(59,388,915		)	4,322,076
Commitments and contingencies (Note 8)
Equity:
PBF Holding Company LLC equity
Member’s equity	2,359,791			1,731,268			343,940		(2,075,208		)	2,359,791
Retained earnings / (accumulated deficit)	840,431			(2,348,904		)	53,036		2,295,868			840,431
Accumulated other comprehensive loss	(26,928		)	(9,660		)	—		9,660			(26,928		)
Total PBF Holding Company LLC equity	3,173,294			(627,296		)	396,976		230,320			3,173,294
Noncontrolling interest	10,808			10,808			—		(10,808		)	10,808
Total equity	3,184,102			(616,488		)	396,976		219,512			3,184,102
Total liabilities and equity	$	32,079,865		$	27,066,235		$	7,529,481	$	(59,169,403	)	$	7,506,178

D CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(UNAUDITED)

	Three Months Ended June 30, 2018
	Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Combining and Consolidating Adjustments			Total
Revenues	$	7,379,226		$	342,061		$	903,603		$	(1,184,420	)	$	7,440,470
Cost and expenses:
Cost of products and other	6,628,670			157,113			910,790			(1,184,420		)	6,512,153
Operating expenses (excluding depreciation and amortization expense as reflected below)	11			394,759			7,981			—			402,751
Depreciation and amortization expense	—			80,906			1,923			—			82,829
Cost of sales	6,628,681			632,778			920,694			(1,184,420		)	6,997,733
General and administrative expenses (excluding depreciation and amortization expense as reflected below)	43,894			6,995			867			—			51,756
Depreciation and amortization expense	2,563			—			—			—			2,563
Equity income in investee	—			—			(4,363		)	—			(4,363		)
Loss on sale of assets	—			594			—			—			594
Total cost and expenses	6,675,138			640,367			917,198			(1,184,420		)	7,048,283
Income (loss) from operations	704,088			(298,306		)	(13,595		)	—			392,187
Other income (expense):
Equity in earnings of subsidiaries	(304,211		)	(9,888		)	—			314,099			—
Change in fair value of catalyst leases	—			4,140			—			—			4,140
Interest expense, net	(32,248		)	(527		)	(277		)	—			(33,052		)
Other non-service components of net periodic benefit cost	(94		)	370			1			—			277
Income (loss) before income taxes	367,535			(304,211		)	(13,871		)	314,099			363,552
Income tax benefit	—			—			(3,983		)	—			(3,983		)
Net income (loss)	367,535			(304,211		)	(9,888		)	314,099			367,535
Less: net income attributable to noncontrolling interests	76			76			—			(76		)	76
Net income (loss) attributable to PBF Holding Company LLC	$	367,459		$	(304,287	)	$	(9,888	)	$	314,175		$	367,459
Comprehensive income (loss) attributable to PBF Holding Company LLC	$	367,479		$	(304,287	)	$	(9,888	)	$	314,175		$	367,479

13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(UNAUDITED)

	Three Months Ended June 30, 2017
	Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Combining and Consolidating Adjustments			Total
Revenues	$	4,928,464		$	134,566		$	512,262		$	(562,041	)	$	5,013,251
Cost and expenses:
Cost of products and other	4,703,574			32,288			489,012			(562,041		)	4,662,833
Operating expenses (excluding depreciation and amortization expense as reflected below)	(326		)	389,804			9,007			—			398,485
Depreciation and amortization expense	—			55,076			1,897			—			56,973
Cost of sales	4,703,248			477,168			499,916			(562,041		)	5,118,291
General and administrative expenses (excluding depreciation and amortization expense as reflected below)	28,827			6,286			(209		)	—			34,904
Depreciation and amortization expense	6,020			—			—			—			6,020
Equity income in investee	—			—			(3,820		)	—			(3,820		)
Loss on sale of assets	—			29			—			—			29
Total cost and expenses	4,738,095			483,483			495,887			(562,041		)	5,155,424
Income (loss) from operations	190,369			(348,917		)	16,375			—			(142,173		)
Other income (expense):
Equity in (loss) earnings of subsidiaries	(338,171		)	1,442			—			336,729			—
Change in fair value of catalyst leases	—			1,104			—			—			1,104
Debt extinguishment costs	(25,451		)	—			—			—			(25,451		)
Interest expense, net	(32,108		)	(480		)	(269		)	—			(32,857		)
Other non-service components of net periodic benefit cost	(16		)	(85		)	—			—			(101		)
Income (loss) before income taxes	(205,377		)	(346,936		)	16,106			336,729			(199,478		)
Income tax expense	—			—			5,898			—			5,898
Net income (loss)	(205,377		)	(346,936		)	10,208			336,729			(205,376		)
Less: net income attributable to noncontrolling interests	267			267			—			(267		)	267
Net income (loss) attributable to PBF Holding Company LLC	$	(205,644	)	$	(347,203	)	$	10,208		$	336,996		$	(205,643	)
Comprehensive income (loss) attributable to PBF Holding Company LLC	$	(205,314	)	$	(347,203	)	$	10,208		$	336,996		$	(205,313	)

13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(UNAUDITED)

	Six Months Ended June 30, 2018
	Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Combining and Consolidating Adjustments			Total
Revenues	$	13,113,901		$	1,053,783		$	1,589,206		$	(2,516,819	)	$	13,240,071
Cost and expenses:
Cost of products and other	11,866,752			761,445			1,590,381			(2,516,819		)	11,701,759
Operating expenses (excluding depreciation and amortization expense as reflected below)	31			799,783			14,384			—			814,198
Depreciation and amortization expense	—			155,764			3,843			—			159,607
Cost of sales	11,866,783			1,716,992			1,608,608			(2,516,819		)	12,675,564
General and administrative expenses (excluding depreciation and amortization expense as reflected below)	94,863			12,984			2,179			—			110,026
Depreciation and amortization expense	5,277			—			—			—			5,277
Equity income in investee	—			—			(8,385		)	—			(8,385		)
Loss on sale of assets	—			673			—			—			673
Total cost and expenses	11,966,923			1,730,649			1,602,402			(2,516,819		)	12,783,155
Income (loss) from operations	1,146,978			(676,866		)	(13,196		)	—			456,916
Other income (expense):
Equity in loss of subsidiaries	(681,957		)	(9,049		)	—			691,006			—
Change in fair value of catalyst leases	—			4,153			—			—			4,153
Interest expense, net	(64,894		)	(932		)	(540		)	—			(66,366		)
Other non-service components of net periodic benefit cost	(185		)	737			3			—			555
Income (loss) before income taxes	399,942			(681,957		)	(13,733		)	691,006			395,258
Income tax benefit	—			—			(4,684		)	—			(4,684		)
Net income (loss)	399,942			(681,957		)	(9,049		)	691,006			399,942
Less: net income attributable to noncontrolling interests	8			8			—			(8		)	8
Net income (loss) attributable to PBF Holding Company LLC	$	399,934		$	(681,965	)	$	(9,049	)	$	691,014		$	399,934
Comprehensive income (loss) attributable to PBF Holding Company LLC	$	400,208		$	(681,965	)	$	(9,049	)	$	691,014		$	400,208

13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(UNAUDITED)

	Six Months Ended June 30, 2017
	Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Combining and Consolidating Adjustments			Total
Revenues	$	9,654,243		$	760,335		$	1,042,167		$	(1,693,296	)	$	9,763,449
Cost and expenses:
Cost of products and other	9,064,194			530,062			1,013,627			(1,693,296		)	8,914,587
Operating expenses (excluding depreciation and amortization expense as reflected below)	(331		)	819,249			16,335			—			835,253
Depreciation and amortization expense	—			107,123			3,778			—			110,901
Cost of sales	9,063,863			1,456,434			1,033,740			(1,693,296		)	9,860,741
General and administrative expenses (excluding depreciation and amortization expense as reflected below)	62,506			13,451			(590		)	—			75,367
Depreciation and amortization expense	7,782			—			—			—			7,782
Equity income in investee	—			—			(7,419		)	—			(7,419		)
Loss on sale of assets	—			912			—			—			912
Total cost and expenses	9,134,151			1,470,797			1,025,731			(1,693,296		)	9,937,383
Income (loss) from operations	520,092			(710,462		)	16,436			—			(173,934		)
Other income (expense):
Equity in (loss) earnings of subsidiaries	(703,300		)	3,335			—			699,965			—
Change in fair value of catalyst leases	—			(1,484		)	—			—			(1,484		)
Debt extinguishment costs	(25,451		)	—			—			—			(25,451		)
Interest expense, net	(62,226		)	(838		)	(449		)	—			(63,513		)
Other non-service components of net periodic benefit cost	(32		)	(170		)	—			—			(202		)
Income (loss) before income taxes	(270,917		)	(709,619		)	15,987			699,965			(264,584		)
Income tax expense	—			—			6,332			—			6,332
Net income (loss)	(270,917		)	(709,619		)	9,655			699,965			(270,916		)
Less: net income attributable to noncontrolling interests	380			380			—			(380		)	380
Net income (loss) attributable to PBF Holding Company LLC	$	(271,297	)	$	(709,999	)	$	9,655		$	700,345		$	(271,296	)
Comprehensive income (loss) attributable to PBF Holding Company LLC	$	(270,646	)	$	(709,999	)	$	9,655		$	700,345		$	(270,645	)

CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

(UNAUDITED)

	Six Months Ended June 30, 2018
	Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Combining and Consolidating Adjustments			Total
Cash flows from operating activities:
Net income (loss)	$	399,942		$	(681,957	)	$	(9,049	)	$	691,006		$	399,942
Adjustments to reconcile net income (loss) to net cash (used in) provided by operations:
Depreciation and amortization	8,417			155,805			3,888			—			168,110
Stock-based compensation	—			9,520			—			—			9,520
Change in fair value of catalyst leases	—			(4,153		)	—			—			(4,153		)
Deferred income taxes	—			—			(4,653		)	—			(4,653		)
Non-cash change in inventory repurchase obligations	2,538			—			—			—			2,538
Non-cash lower of cost or market inventory adjustment	(245,655		)	—			—			—			(245,655		)
Pension and other post-retirement benefit costs	3,482			20,209			—			—			23,691
Income from equity method investee	—			—			(8,385		)	—			(8,385		)
Distributions from equity method investee	—			—			8,385			—			8,385
Loss on sale of assets	—			673			—			—			673
Equity in earnings of subsidiaries	681,957			9,049			—			(691,006		)	—
Changes in operating assets and liabilities:
Accounts receivable	(89,080		)	(1,466		)	10,101			—			(80,445		)
Due to/from affiliates	(866,193		)	849,520			8,936			—			(7,737		)
Inventories	(125,750		)	—			44,925			—			(80,825		)
Prepaid and other current assets	1,572			(3,750		)	417			—			(1,761		)
Accounts payable	94,244			(24,915		)	(5,076		)	—			64,253
Accrued expenses	61,061			(23,450		)	(36,701		)	—			910
Deferred revenue	(2,375		)	(1,452		)	(11		)	—			(3,838		)
Other assets and liabilities	8,585			(7,018		)	(11,592		)	—			(10,025		)
Net cash (used in) provided by operations	(67,255		)	296,615			1,185			—			230,545
Cash flows from investing activities:
Expenditures for property, plant and equipment	(2,575		)	(106,633		)	(961		)	—			(110,169		)
Expenditures for deferred turnaround costs	—			(179,194		)	—			—			(179,194		)
Expenditures for other assets	—			(12,357		)	—			—			(12,357		)
Equity method investment - return of capital	—			—			2,865			—			2,865
Due to/from affiliates	(13		)	—			—			13			—
Net cash (used in) provided by investing activities	(2,588		)	(298,184		)	1,904			13			(298,855		)
Cash flows from financing activities:
Contributions from PBF LLC	22,000			—			—			—			22,000
Distribution to members	(26,567		)	—			—			—			(26,567		)
Repayments of PBF Rail Term Loan	—			—			(3,385		)	—			(3,385		)
Repayment of note payable	—			(2,421		)	—			—			(2,421		)
Catalyst lease settlements	—			(9,466		)	—			—			(9,466		)
Due to/from affiliates	—			13			—			(13		)	—
Proceeds from insurance premium financing	1,168			16,230			—			—			17,398
Deferred financing cost and other	(12,692		)	—			—			—			(12,692		)
Net cash (used in) provided by financing activities	(16,091		)	4,356			(3,385		)	(13		)	(15,133		)
Net (decrease) increase in cash and cash equivalents	(85,934		)	2,787			(296		)	—			(83,443		)
Cash and cash equivalents, beginning of period	486,568			13,456			26,136			—			526,160
Cash and cash equivalents, end of period	$	400,634		$	16,243		$	25,840		$	—		$	442,717

13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

(UNAUDITED)

	Six Months Ended June 30, 2017
	Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Combining and Consolidating Adjustments			Total
Cash flows from operating activities:
Net income (loss)	$	(270,917	)	$	(709,619	)	$	9,655		$	699,965		$	(270,916	)
Adjustments to reconcile net income (loss) to net cash (used in) provided by operations:
Depreciation and amortization	11,597			107,429			3,823			—			122,849
Stock-based compensation	—			10,134			—			—			10,134
Change in fair value of catalyst leases	—			1,484			—			—			1,484
Deferred income taxes	—			—			5,123			—			5,123
Non-cash change in inventory repurchase obligations	(3,107		)	—			—			—			(3,107		)
Non-cash lower of cost or market inventory adjustment	167,134			—			—			—			167,134
Debt extinguishment costs	25,451			—			—			—			25,451
Pension and other post-retirement benefit costs	3,304			17,817			—			—			21,121
Income from equity method investee	—			—			(7,419		)	—			(7,419		)
Distributions from equity method investee	—			—			12,254			—			12,254
Loss on sale of assets	—			912			—			—			912
Equity in earnings (loss) of subsidiaries	703,300			(3,335		)	—			(699,965		)	—
Changes in operating assets and liabilities:
Accounts receivable	21,334			3,501			(18,714		)	—			6,121
Due to/from affiliates	(1,111,279		)	1,029,667			68,107			—			(13,505		)
Inventories	(141,219		)	—			(37,519		)	—			(178,738		)
Prepaid and other current assets	(3,314		)	(14,716		)	(8		)	—			(18,038		)
Accounts payable	(120,026		)	(24,140		)	(2,116		)	1,463			(144,819		)
Accrued expenses	178,794			(42,903		)	(29,818		)	—			106,073
Deferred revenue	(6,002		)	(1,418		)	12			—			(7,408		)
Other assets and liabilities	(15,218		)	(13,881		)	(11,426		)	—			(40,525		)
Net cash (used in) provided by operations	(560,168		)	360,932			(8,046		)	1,463			(205,819		)
Cash flows from investing activities:
Expenditures for property, plant and equipment	(287		)	(179,019		)	(269		)	—			(179,575		)
Expenditures for deferred turnaround costs	—			(214,375		)	—			—			(214,375		)
Expenditures for other assets	—			(23,747		)	—			—			(23,747		)
Net cash used in investing activities	(287		)	(417,141		)	(269		)	—			(417,697		)
Cash flows from financing activities:
Contributions from PBF LLC	97,000			—			—			—			97,000
Distributions to members	(5,252		)	—			—			—			(5,252		)
Proceeds from 2025 Senior Notes	725,000			—			—			—			725,000
Cash paid to extinguish 2020 Senior Secured Notes	(690,209		)	—			—			—			(690,209		)
Repayments of PBF Rail Term Loan	—			—			(3,295		)	—			(3,295		)
Proceeds from revolver borrowings	290,000			—			—			—			290,000
Repayments of revolver borrowings	(290,000		)	—			—			—			(290,000		)
Due to/from affiliates	(5,453		)	5,453			—			—			—
Deferred financing costs and other	(12,414		)	—			—			—			(12,414		)
Net cash provided by (used in) financing activities	108,672			5,453			(3,295		)	—			110,830
Net (decrease) increase in cash and cash equivalents	(451,783		)	(50,756		)	(11,610		)	1,463			(512,686		)
Cash and cash equivalents, beginning of period	530,085			56,717			41,366			(1,463		)	626,705
Cash and cash equivalents, end of period	$	78,302		$	5,961		$	29,756		$	—		$	114,019