Condended Financial Information of Registrant

12 Months Ended

Dec. 31, 2018

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Condensed Financial Information of Parent Company Only Disclosure

SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF REGISTRANT

PAR PACIFIC HOLDINGS, INC. (PARENT ONLY)

BALANCE SHEETS

(in thousands, except share data)

	December 31, 2018			December 31, 2017
ASSETS
Current assets
Cash and cash equivalents	$	28,701		$	65,615
Restricted cash	743			744
Total cash, cash equivalents, and restricted cash	29,444			66,359
Prepaid and other current assets	11,711			11,768
Due from subsidiaries	43,928			8,113
Total current assets	85,083			86,240
Property and equipment
Property, plant, and equipment	18,939			15,773
Less accumulated depreciation and depletion	(9,034		)	(6,226		)
Property and equipment, net	9,905			9,547
Long-term assets
Investment in subsidiaries	638,975			552,748
Other long-term assets	3,334			1,976
Total assets	$	737,297		$	650,511
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	8,312		$	4,510
Other accrued liabilities	12,349			12,913
Due to subsidiaries	96,963			82,524
Total current liabilities	117,624			99,947
Long-term liabilities
Long-term debt	100,411			95,486
Common stock warrants	5,007			6,808
Long-term capital lease obligations	475			551
Other liabilities	1,451			—
Total liabilities	224,968			202,792
Stockholders’ equity
Preferred stock, $0.01 par value: 3,000,000 shares authorized, none issued	—			—
Common stock, $0.01 par value; 500,000,000 shares authorized at December 31, 2018 and December 31, 2017, 46,983,924 shares and 45,776,087 shares issued at December 31, 2018 and December 31, 2017, respectively	470			458
Additional paid-in capital	617,937			593,295
Accumulated deficit	(108,751		)	(148,178		)
Accumulated other comprehensive income	2,673			2,144
Total stockholders’ equity	512,329			447,719
Total liabilities and stockholders’ equity	$	737,297		$	650,511

This statement should be read in conjunction with the notes to consolidated financial statements.

SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF REGISTRANT

PAR PACIFIC HOLDINGS, INC. (PARENT ONLY)

STATEMENTS OF OPERATIONS

(in thousands)

	Year Ended December 31,
	2018			2017			2016
Operating expenses
Depreciation and amortization	4,092			2,871			2,205
General and administrative expense (excluding depreciation)	20,721			18,922			15,618
Acquisition and integration costs	10,118			192			4,781
Total operating expenses	34,931			21,985			22,604
Operating loss	(34,931		)	(21,985		)	(22,604		)
Other income (expense)
Interest expense and financing costs, net	(10,867		)	(13,709		)	(18,246		)
Debt extinguishment and commitment costs	—			(1,804		)	—
Interest income from subsidiaries	—			—			583
Other income (expense), net	1,155			631			67
Change in value of common stock warrants	1,801			(1,674		)	2,962
Equity in earnings (losses) of subsidiaries	81,942			111,162			(17,170		)
Total other income (expense), net	74,031			94,606			(31,804		)
Income (loss) before income taxes	39,100			72,621			(54,408		)
Income tax benefit	327			—			8,573
Net income (loss)	$	39,427		$	72,621		$	(45,835	)

This statement should be read in conjunction with the notes to consolidated financial statements.

STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(in thousands)

	Year Ended December 31,
	2018		2017			2016
Net income (loss)	$	39,427	$	72,621		$	(45,835	)
Other comprehensive income (loss): (1)
Other post-retirement benefits income (loss), net of tax	529		(52		)	2,196
Total other comprehensive income (loss)	529		(52		)	2,196
Comprehensive income (loss)	$	39,956	$	72,569		$	(43,639	)

____________________________________________________

(1)Other comprehensive income (loss) relates to benefit plans at our subsidiaries.

SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF REGISTRANT

PAR PACIFIC HOLDINGS, INC. (PARENT ONLY)

STATEMENTS OF CASH FLOWS

(in thousands)

	Year Ended December 31,
	2018			2017			2016
Cash flows from operating activities:
Net income (loss)	$	39,427		$	72,621		$	(45,835	)
Adjustments to reconcile net loss to cash provided by (used in) operating activities:
Depreciation and amortization	4,092			2,871			2,205
Non-cash interest expense	4,925			5,617			13,722
Non-cash interest income from subsidiary	—			—			(583		)
Change in value of common stock warrants	(1,801		)	1,674			(2,962		)
Deferred taxes	—			—			(8,573		)
Stock-based compensation	6,196			7,204			2,226
Equity in losses (income) of subsidiaries	(81,942		)	(111,162		)	17,170
Debt extinguishment and commitment costs	—			1,804			—
Net changes in operating assets and liabilities:
Prepaid and other assets	(2,604		)	(2,568		)	23
Accounts payable and other accrued liabilities	5,601			3,088			381
Net cash used in operating activities	(26,106		)	(18,851		)	(22,226		)
Cash flows from investing activities:
Investments in subsidiaries	—			(2,072		)	(264,163		)
Distributions from subsidiaries	—			70,645			9,047
Note receivable from subsidiary	—			—			10,000
Capital expenditures	(3,682		)	(5,366		)	(4,321		)
Due to (from) subsidiaries	(25,102		)	80,762			(23,947		)
Net cash provided by (used in) investing activities	(28,784		)	143,969			(273,384		)
Cash flows from financing activities:
Proceeds from sale of common stock, net of offering costs	19,318			—			49,044
Proceeds from borrowings	10,770			—			172,282
Repayments of borrowings	(11,253		)	(68,873		)	(63,062		)
Payment of deferred loan costs	—			—			(6,298		)
Due to (from) subsidiaries	—			—			63,578
Other financing activities, net	(860		)	(993		)	(598		)
Net cash provided by (used in) financing activities	17,975			(69,866		)	214,946
Net increase (decrease) in cash, cash equivalents, and restricted cash	(36,915		)	55,252			(80,664		)
Cash, cash equivalents, and restricted cash at beginning of period	66,359			11,107			91,771
Cash, cash equivalents, and restricted cash at end of period	$	29,444		$	66,359		$	11,107
Supplemental cash flow information:
Cash received (paid) for:
Interest	$	(5,750	)	$	(7,856	)	$	(4,557	)
Taxes	(49		)	(1,478		)	—
Non-cash investing and financing activities:
Accrued capital expenditures	$	714		$	370		$	361
Value of warrants and debt reclassified to equity	—			—			3,084
Capital leases	539			165			1,575

This statement should be read in conjunction with the notes to consolidated financial statements.