NONCONTROLLING INTEREST OF PBF ENERGY

3 Months Ended

Mar. 31, 2014

PBF Energy is the sole managing member of, and had a controlling interest in, PBF LLC which represented 40.9% of the outstanding units as of December 31, 2013. As the sole managing member of PBF LLC, PBF Energy operates and controls all of the business and affairs of PBF LLC and its subsidiaries. In connection with the January 2014 and March 2014 secondary offerings, Blackstone and First Reserve exchanged 30,000,000 Series A Units of PBF LLC for an equivalent number of shares of Class A common stock of PBF Energy, which increased PBF Energy's interest in PBF LLC to approximately 71.9% as of March 31, 2014.

PBF Energy consolidates the financial results of PBF LLC and its subsidiaries, and records a noncontrolling interest for the economic interest in PBF Energy held by the members of PBF LLC other than PBF Energy. Noncontrolling interest on the consolidated statements of operations represents the portion of net income or loss attributable to the economic interest in PBF Energy held by the members of PBF LLC other than PBF Energy. Noncontrolling interest on the consolidated balance sheets represents the portion of net assets of PBF Energy attributable to the members of PBF LLC other than PBF Energy. The noncontrolling interest ownership percentage as of March 31, 2014, March 26, 2014 (the completion date of the March 2014 secondary offering) and January 10, 2014 (the completion date of the January 2014 secondary offering) and December 31, 2013 is calculated as follows:



	Holders of PBF LLC Series A Units		Outstanding Shares of PBF Energy Class A Common Stock		Total *
December 31, 2013	57,201,674		39,665,473		96,867,147
	59.1	%	40.9	%	100	%
January 10, 2014	42,201,674		54,665,473		96,867,147
	43.6	%	56.4	%	100	%
March 26, 2014	27,213,374		69,670,192		96,883,566
	28.1	%	71.9	%	100	%
March 31, 2014	27,213,374		69,670,192		96,883,566
	28.1	%	71.9	%	100	%

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*	Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one-for-one basis.

The following table summarizes the changes in equity for the controlling and noncontrolling interests of PBF Energy for the three months ended March 31, 2014:



	PBF Energy Inc. Equity			Noncontrolling Interest			Total Equity
Balance at January 1, 2014	$	654,130		$	1,061,126		$	1,715,256
Comprehensive income	77,621			105,897			183,518
Dividend and distributions	(16,401		)	(13,260		)	(29,661		)
Record deferred tax asset and liabilities and tax receivable agreement associated with secondary offerings	(60,526		)	—			(60,526		)
Record allocation of noncontrolling interest upon completion of secondary offerings	596,758			(596,758		)	—
Stock-based compensation	1,198			222			1,420
Exercise of PBF LLC options and warrants, net	—			116			116
Balance at March 31, 2014	$	1,252,780		$	557,343		$	1,810,123

- Definition

The entire disclosure for noncontrolling interest in consolidated subsidiaries, which could include the name of the subsidiary, the ownership percentage held by the parent, the ownership percentage held by the noncontrolling owners, the amount of the noncontrolling interest, the location of this amount on the balance sheet (when not reported separately), an explanation of the increase or decrease in the amount of the noncontrolling interest, the noncontrolling interest share of the net Income or Loss of the subsidiary, the location of this amount on the income statement (when not reported separately), the nature of the noncontrolling interest such as background information and terms, the amount of the noncontrolling interest represented by preferred stock, a description of the preferred stock, and the dividend requirements of the preferred stock.

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