CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDINGS

9 Months Ended

Sep. 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, 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)

	September 30, 2018
	Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Combining and Consolidating Adjustments			Total
ASSETS
Current assets:
Cash and cash equivalents	$	971,349		$	16,021		$	26,024	$	—		$	1,013,394
Accounts receivable	1,024,062			11,575			29,164		—			1,064,801
Accounts receivable - affiliate	1,413			15,521			725		—			17,659
Inventories	2,366,474			—			194,632		—			2,561,106
Prepaid and other current assets	25,356			31,782			1,049		—			58,187
Due from related parties	32,674,797			24,698,233			9,068,281		(66,441,311		)	—
Total current assets	37,063,451			24,773,132			9,319,875		(66,441,311		)	4,715,147
Property, plant and equipment, net	18,641			2,609,644			232,105		—			2,860,390
Investment in subsidiaries	—			387,740			—		(387,740		)	—
Investment in equity method investee	—			—			168,763		—			168,763
Deferred charges and other assets, net	18,595			833,213			34		—			851,842
Total assets	$	37,100,687		$	28,603,729		$	9,720,777	$	(66,829,051	)	$	8,596,142
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	344,287		$	117,388		$	19,525	$	—		$	481,200
Accounts payable - affiliate	32,555			861			38		—			33,454
Accrued expenses	1,732,674			120,001			277,093		—			2,129,768
Current debt	—			1,242			—		—			1,242
Deferred revenue	10,422			1,540			9		—			11,971
Due to related parties	27,745,723			29,697,466			8,998,122		(66,441,311		)	—
Total current liabilities	29,865,661			29,938,498			9,294,787		(66,441,311		)	2,657,635
Long-term debt	1,543,186			42,558			22,993		—			1,608,737
Deferred tax liabilities	—			—			27,778		—			27,778
Other long-term liabilities	47,355			188,998			4,145		—			240,498
Investment in subsidiaries	1,582,991			—			—		(1,582,991		)	—
Total liabilities	33,039,193			30,170,054			9,349,703		(68,024,302		)	4,534,648
Commitments and contingencies (Note 8)
Equity:
PBF Holding Company LLC equity
Member’s equity	2,648,182			1,725,362			327,691		(2,053,053		)	2,648,182
Retained earnings / (accumulated deficit)	1,428,938			(3,292,878		)	43,383		3,249,495			1,428,938
Accumulated other comprehensive loss	(26,477		)	(9,660		)	—		9,660			(26,477		)
Total PBF Holding Company LLC equity	4,050,643			(1,577,176		)	371,074		1,206,102			4,050,643
Noncontrolling interest	10,851			10,851			—		(10,851		)	10,851
Total equity	4,061,494			(1,566,325		)	371,074		1,195,251			4,061,494
Total liabilities and equity	$	37,100,687		$	28,603,729		$	9,720,777	$	(66,829,051	)	$	8,596,142

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

(UNAUDITED)

	Three Months Ended September 30, 2018
	Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Combining and Consolidating Adjustments			Total
Revenues	$	7,565,959		$	460,805		$	852,441		$	(1,236,734	)	$	7,642,471
Cost and expenses:
Cost of products and other	6,986,334			279,448			847,650			(1,236,734		)	6,876,698
Operating expenses (excluding depreciation and amortization expense as reflected below)	163			400,953			8,484			—			409,600
Depreciation and amortization expense	—			81,431			1,922			—			83,353
Cost of sales	6,986,497			761,832			858,056			(1,236,734		)	7,369,651
General and administrative expenses (excluding depreciation and amortization expense as reflected below)	59,304			6,050			(485		)	—			64,869
Depreciation and amortization expense	2,594			—			—			—			2,594
Equity income in investee	—			—			(4,725		)	—			(4,725		)
Gain on sale of assets	—			(43,745		)	—			—			(43,745		)
Total cost and expenses	7,048,395			724,137			852,846			(1,236,734		)	7,388,644
Income (loss) from operations	517,564			(263,332		)	(405		)	—			253,827
Other income (expense):
Equity in (loss) earnings of subsidiaries	(261,695		)	40			—			261,655			—
Change in fair value of catalyst leases	—			1,630			—			—			1,630
Interest expense, net	(31,074		)	(408		)	(274		)	—			(31,756		)
Other non-service components of net periodic benefit cost	(97		)	375			—			—			278
Income (loss) before income taxes	224,698			(261,695		)	(679		)	261,655			223,979
Income tax benefit	—			—			(719		)	—			(719		)
Net income (loss)	224,698			(261,695		)	40			261,655			224,698
Less: net income attributable to noncontrolling interests	35			35			—			(35		)	35
Net income (loss) attributable to PBF Holding Company LLC	$	224,663		$	(261,730	)	$	40		$	261,690		$	224,663
Comprehensive income (loss) attributable to PBF Holding Company LLC	$	224,840		$	(261,730	)	$	40		$	261,690		$	224,840

13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(UNAUDITED)

	Three Months Ended September 30, 2017
	Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Combining and Consolidating Adjustments			Total
Revenues	$	5,410,245		$	223,582		$	536,386		$	(694,397	)	$	5,475,816
Cost and expenses:
Cost of products and other	4,483,164			85,031			538,011			(694,397		)	4,411,809
Operating expenses (excluding depreciation and amortization expense as reflected below)	289			380,864			8,351			—			389,504
Depreciation and amortization expense	—			68,419			1,919			—			70,338
Cost of sales	4,483,453			534,314			548,281			(694,397		)	4,871,651
General and administrative expenses (excluding depreciation and amortization expense as reflected below)	49,864			4,959			(146		)	—			54,677
Depreciation and amortization expense	2,572			—			—			—			2,572
Equity income in investee	—			—			(3,799		)	—			(3,799		)
Loss on sale of assets	—			28			—			—			28
Total cost and expenses	4,535,889			539,301			544,336			(694,397		)	4,925,129
Income (loss) from operations	874,356			(315,719		)	(7,950		)	—			550,687
Other income (expense):
Equity in (loss) earnings of subsidiaries	(319,568		)	2,467			—			317,101			—
Change in fair value of catalyst leases	—			473			—			—			473
Interest expense, net	(28,692		)	(305		)	(272		)	—			(29,269		)
Other non-service components of net periodic benefit cost	(16		)	(87		)	—			—			(103		)
Income (loss) before income taxes	526,080			(313,171		)	(8,222		)	317,101			521,788
Income tax benefit	—			—			(4,292		)	—			(4,292		)
Net income (loss)	526,080			(313,171		)	(3,930		)	317,101			526,080
Less: net loss attributable to noncontrolling interests	(6		)	(6		)	—			6			(6		)
Net income (loss) attributable to PBF Holding Company LLC	$	526,086		$	(313,165	)	$	(3,930	)	$	317,095		$	526,086
Comprehensive income (loss) attributable to PBF Holding Company LLC	$	526,373		$	(313,165	)	$	(3,930	)	$	317,095		$	526,373

13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(UNAUDITED)

	Nine Months Ended September 30, 2018
	Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Combining and Consolidating Adjustments			Total
Revenues	$	20,679,860		$	1,514,588		$	2,441,647		$	(3,753,553	)	$	20,882,542
Cost and expenses:
Cost of products and other	18,853,086			1,040,893			2,438,031			(3,753,553		)	18,578,457
Operating expenses (excluding depreciation and amortization expense as reflected below)	194			1,200,736			22,868			—			1,223,798
Depreciation and amortization expense	—			237,195			5,765			—			242,960
Cost of sales	18,853,280			2,478,824			2,466,664			(3,753,553		)	20,045,215
General and administrative expenses (excluding depreciation and amortization expense as reflected below)	154,167			19,034			1,694			—			174,895
Depreciation and amortization expense	7,871			—			—			—			7,871
Equity income in investee	—			—			(13,110		)	—			(13,110		)
Gain on sale of assets	—			(43,072		)	—			—			(43,072		)
Total cost and expenses	19,015,318			2,454,786			2,455,248			(3,753,553		)	20,171,799
Income (loss) from operations	1,664,542			(940,198		)	(13,601		)	—			710,743
Other income (expense):
Equity in loss of subsidiaries	(943,652		)	(9,009		)	—			952,661			—
Change in fair value of catalyst leases	—			5,783			—			—			5,783
Interest expense, net	(95,968		)	(1,340		)	(814		)	—			(98,122		)
Other non-service components of net periodic benefit cost	(282		)	1,112			3			—			833
Income (loss) before income taxes	624,640			(943,652		)	(14,412		)	952,661			619,237
Income tax benefit	—			—			(5,403		)	—			(5,403		)
Net income (loss)	624,640			(943,652		)	(9,009		)	952,661			624,640
Less: net income attributable to noncontrolling interests	43			43			—			(43		)	43
Net income (loss) attributable to PBF Holding Company LLC	$	624,597		$	(943,695	)	$	(9,009	)	$	952,704		$	624,597
Comprehensive income (loss) attributable to PBF Holding Company LLC	$	625,048		$	(943,695	)	$	(9,009	)	$	952,704		$	625,048

13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(UNAUDITED)

	Nine Months Ended September 30, 2017
	Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Combining and Consolidating Adjustments			Total
Revenues	$	15,064,488		$	983,917		$	1,578,553		$	(2,387,693	)	$	15,239,265
Cost and expenses:
Cost of products and other	13,547,358			615,093			1,551,638			(2,387,693		)	13,326,396
Operating expenses (excluding depreciation and amortization expense as reflected below)	(42		)	1,200,113			24,686			—			1,224,757
Depreciation and amortization expense	—			175,543			5,695			—			181,238
Cost of sales	13,547,316			1,990,749			1,582,019			(2,387,693		)	14,732,391
General and administrative expenses (excluding depreciation and amortization expense as reflected below)	112,370			18,410			(736		)	—			130,044
Depreciation and amortization expense	10,355			—			—			—			10,355
Equity income in investee	—			—			(11,218		)	—			(11,218		)
Loss on sale of assets	—			940			—			—			940
Total cost and expenses	13,670,041			2,010,099			1,570,065			(2,387,693		)	14,862,512
Income (loss) from operations	1,394,447			(1,026,182		)	8,488			—			376,753
Other income (expense):
Equity in (loss) earnings of subsidiaries	(1,022,866		)	5,802			—			1,017,064			—
Change in fair value of catalyst leases	—			(1,011		)	—			—			(1,011		)
Debt extinguishment costs	(25,451		)	—			—			—			(25,451		)
Interest expense, net	(90,918		)	(1,143		)	(721		)	—			(92,782		)
Other non-service components of net periodic benefit cost	(48		)	(257		)	—			—			(305		)
Income (loss) before income taxes	255,164			(1,022,791		)	7,767			1,017,064			257,204
Income tax expense	—			—			2,040			—			2,040
Net income (loss)	255,164			(1,022,791		)	5,727			1,017,064			255,164
Less: net income attributable to noncontrolling interests	374			374			—			(374		)	374
Net income (loss) attributable to PBF Holding Company LLC	$	254,790		$	(1,023,165	)	$	5,727		$	1,017,438		$	254,790
Comprehensive income (loss) attributable to PBF Holding Company LLC	$	255,728		$	(1,023,165	)	$	5,727		$	1,017,438		$	255,728

CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

(UNAUDITED)

	Nine Months Ended September 30, 2018
	Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Combining and Consolidating Adjustments			Total
Cash flows from operating activities:
Net income (loss)	$	624,640		$	(943,652	)	$	(9,009	)	$	952,661		$	624,640
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	12,548			237,234			5,832			—			255,614
Stock-based compensation	—			14,059			—			—			14,059
Change in fair value of catalyst leases	—			(5,783		)	—			—			(5,783		)
Deferred income taxes	—			—			(5,377		)	—			(5,377		)
Non-cash change in inventory repurchase obligations	10,701			—			—			—			10,701
Non-cash lower of cost or market inventory adjustment	(300,456		)	—			—			—			(300,456		)
Pension and other post-retirement benefit costs	5,626			29,910			—			—			35,536
Income from equity method investee	—			—			(13,110		)	—			(13,110		)
Distributions from equity method investee	—			—			13,110			—			13,110
Gain on sale of assets	—			(43,072		)	—			—			(43,072		)
Equity in earnings of subsidiaries	943,652			9,009			—			(952,661		)	—
Changes in operating assets and liabilities:
Accounts receivable	(120,764		)	(3,970		)	11,062			—			(113,672		)
Due to/from affiliates	(1,103,057		)	1,112,098			(25,711		)	—			(16,670		)
Inventories	(83,703		)	—			36,850			—			(46,853		)
Prepaid and other current assets	(4,831		)	(4,684		)	851			—			(8,664		)
Accounts payable	(69,542		)	(34,184		)	(2,429		)	—			(106,155		)
Accrued expenses	300,546			(5,962		)	8,010			—			302,594
Deferred revenue	4,417			68			(9		)	—			4,476
Other assets and liabilities	32,188			(21,757		)	(16,893		)	—			(6,462		)
Net cash provided by operating activities	251,965			339,314			3,177			—			594,456
Cash flows from investing activities:
Expenditures for property, plant and equipment	(4,726		)	(159,612		)	(1,337		)	—			(165,675		)
Expenditures for deferred turnaround costs	—			(201,029		)	—			—			(201,029		)
Expenditures for other assets	—			(16,946		)	—			—			(16,946		)
Proceeds from sale of assets	—			48,290			—			—			48,290
Equity method investment - return of capital	—			—			3,140			—			3,140
Due to/from affiliates	(1,143		)	—			—			1,143			—
Net cash (used in) provided by investing activities	(5,869		)	(329,297		)	1,803			1,143			(332,220		)
Cash flows from financing activities:
Contributions from PBF LLC	287,000			—			—			—			287,000
Distribution to members	(36,090		)	—			—			—			(36,090		)
Repayments of PBF Rail Term Loan	—			—			(5,092		)	—			(5,092		)
Repayment of note payable	—			(5,621		)	—			—			(5,621		)
Catalyst lease settlements	—			(9,466		)	—			—			(9,466		)
Due to/from affiliates	—			1,143			—			(1,143		)	—
Proceeds from insurance premium financing	467			6,492			—			—			6,959
Deferred financing cost and other	(12,692		)	—			—			—			(12,692		)
Net cash provided by (used in) financing activities	238,685			(7,452		)	(5,092		)	(1,143		)	224,998
Net increase (decrease) in cash and cash equivalents	484,781			2,565			(112		)	—			487,234
Cash and cash equivalents, beginning of period	486,568			13,456			26,136			—			526,160
Cash and cash equivalents, end of period	$	971,349		$	16,021		$	26,024		$	—		$	1,013,394

13. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

(UNAUDITED)

	Nine Months Ended September 30, 2017
	Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Combining and Consolidating Adjustments			Total
Cash flows from operating activities:
Net income (loss)	$	255,164		$	(1,022,791	)	$	5,727		$	1,017,064		$	255,164
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities:
Depreciation and amortization	15,746			175,859			5,760			—			197,365
Stock-based compensation	—			13,549			—			—			13,549
Change in fair value of catalyst leases	—			1,011			—			—			1,011
Deferred income taxes	—			—			641			—			641
Non-cash change in inventory repurchase obligations	(26,659		)	—			—			—			(26,659		)
Non-cash lower of cost or market inventory adjustment	(97,943		)	—			—			—			(97,943		)
Debt extinguishment costs	25,451			—			—			—			25,451
Pension and other post-retirement benefit costs	4,956			26,726			—			—			31,682
Income from equity method investee	—			—			(11,218		)	—			(11,218		)
Distributions from equity method investee	—			—			16,897			—			16,897
Loss on sale of assets	—			940			—			—			940
Equity in earnings (loss) of subsidiaries	1,022,866			(5,802		)	—			(1,017,064		)	—
Changes in operating assets and liabilities:
Accounts receivable	(119,813		)	(1,782		)	(37,431		)	—			(159,026		)
Due to/from affiliates	(1,494,632		)	1,451,846			40,468			—			(2,318		)
Inventories	(286,677		)	—			(62,512		)	—			(349,189		)
Prepaid and other current assets	4,200			(8,467		)	160			—			(4,107		)
Accounts payable	(50,102		)	(58,691		)	4,261			1,463			(103,069		)
Accrued expenses	365,132			(13,352		)	49,894			—			401,674
Deferred revenue	(7,687		)	(1,364		)	7			—			(9,044		)
Other assets and liabilities	(14,472		)	(26,189		)	(16,726		)	—			(57,387		)
Net cash (used in) provided by operations	(404,470		)	531,493			(4,072		)	1,463			124,414
Cash flows from investing activities:
Expenditures for property, plant and equipment	(847		)	(210,076		)	(301		)	—			(211,224		)
Expenditures for deferred turnaround costs	—			(341,598		)	—			—			(341,598		)
Expenditures for other assets	—			(31,096		)	—			—			(31,096		)
Equity method investment - return of capital	—			—			451			—			451
Due to/from affiliates	(3,684		)	—			—			3,684			—
Net cash (used in) provided by investing activities	(4,531		)	(582,770		)	150			3,684			(583,467		)
Cash flows from financing activities:
Contributions from PBF LLC	97,000			—			—			—			97,000
Distributions to members	(39,315		)	—			—			—			(39,315		)
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	—			—			(4,959		)	—			(4,959		)
Proceeds from revolver borrowings	490,000			—			—			—			490,000
Repayments of revolver borrowings	(490,000		)	—			—			—			(490,000		)
Due to/from affiliates	—			3,684			—			(3,684		)	—
Deferred financing costs and other	(13,424		)	—			—			—			(13,424		)
Net cash provided by (used in) financing activities	79,052			3,684			(4,959		)	(3,684		)	74,093
Net decrease in cash and cash equivalents	(329,949		)	(47,593		)	(8,881		)	1,463			(384,960		)
Cash and cash equivalents, beginning of period	530,085			56,717			41,366			(1,463		)	626,705
Cash and cash equivalents, end of period	$	200,136		$	9,124		$	32,485		$	—		$	241,745