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NONCONTROLLING INTERESTS (Tables)
 12 Months Ended
Dec. 31, 2018
Dec. 31, 2017
Schedule of noncontrolling interest
The noncontrolling interest ownership percentages in PBF LLC as of the completion dates of each of the equity offerings and as of the years ended December 31, 2018, 2017 and 2016 are calculated as follows:
 
Holders of
PBF LLC Series
A Units
 
Outstanding Shares
of PBF Energy
Class A
Common
Stock
 
Total
January 1, 2016
4,985,358

 
97,781,933

 
102,767,291

 
4.9
%
 
95.1
%
 
100
%
December 19, 2016 - Equity offering
4,120,902

 
109,004,047

 
113,124,949

 
3.6
%
 
96.4
%
 
100
%
December 31, 2016
3,920,902

 
109,204,047

 
113,124,949

 
3.5
%
 
96.5
%
 
100
%
December 31, 2017
3,767,464

 
110,565,531

 
114,332,995

 
3.3
%
 
96.7
%
 
100
%
August 14, 2018 - Equity offering
1,206,325

 
119,852,874

 
121,059,199

 
1.0
%
 
99.0
%
 
100
%
December 31, 2018
1,206,325

 
119,874,191

 
121,080,516

 
1.0
%
 
99.0
%
 
100
%
The noncontrolling interest ownership percentages in PBFX as of the Registered Direct Offering, the Development Assets Acquisition and the years ended December 31, 2018, 2017 and 2016 are calculated as follows:
 
Units of PBFX Held by the Public
 
Units of PBFX Held by PBF LLC (Including Subordinated Units)
 
Total
January 1, 2016
15,924,676

 
18,459,497

 
34,384,173

 
46.3
%
 
53.7
%
 
100.0
%
April 5, 2016
18,799,676

 
18,459,497

 
37,259,173

 
50.5
%
 
49.5
%
 
100.0
%
August 17, 2016
22,893,472

 
18,459,497

 
41,352,969

 
55.4
%
 
44.6
%
 
100.0
%
December 31, 2016
23,271,174

 
18,459,497

 
41,730,671

 
55.8
%
 
44.2
%
 
100.0
%
December 31, 2017
23,441,211

 
18,459,497

 
41,900,708

 
55.9
%
 
44.1
%
 
100.0
%
July 30, 2018 - Registered Direct Offering
25,391,037

 
18,459,497

 
43,850,534

 
57.9
%
 
42.1
%
 
100.0
%
July 31, 2018 - Development Assets consideration
25,391,037

 
19,953,631

 
45,344,668

 
56.0
%
 
44.0
%
 
100.0
%
December 31, 2018
25,395,032

 
19,953,631

 
45,348,663

 
56.0
%
 
44.0
%
 
100.0
%
  
Schedule of stockholders equity
STOCKHOLDERS’ AND MEMBERS’ EQUITY STRUCTURE
PBF Energy Capital Structure
Class A Common Stock
Holders of Class A common stock are entitled to receive dividends when and if declared by the Board of Directors out of funds legally available therefore, subject to any statutory or contractual restrictions on the payment of dividends and to any restrictions on the payment of dividends imposed by the terms of any outstanding preferred stock. Upon the Company’s dissolution or liquidation or the sale of all or substantially all of the assets, after payment in full of all amounts required to be paid to creditors and to the holders of preferred stock having liquidation preferences, if any, the holders of shares of Class A common stock will be entitled to receive pro rata remaining assets available for distribution. Holders of shares of Class A common stock do not have preemptive, subscription, redemption or conversion rights.
Class B Common Stock
Holders of shares of Class B common stock are entitled, without regard to the number of shares of Class B common stock held by such holder, to one vote for each PBF LLC Series A Unit beneficially owned by such holder. Accordingly, the members of PBF LLC other than PBF Energy collectively have a number of votes in PBF Energy that is equal to the aggregate number of PBF LLC Series A Units that they hold.
Holders of shares of Class A common stock and Class B common stock vote together as a single class on all matters presented to stockholders for their vote or approval, except as otherwise required by applicable law.
Holders of Class B common stock do not have any right to receive dividends or to receive a distribution upon a liquidation or winding up of PBF Energy.
Preferred Stock
Authorized preferred stock may be issued in one or more series, with designations, powers and preferences as shall be designated by the Board of Directors.
PBF LLC Capital Structure
PBF LLC Series A Units
The allocation of profits and losses and distributions to PBF LLC Series A unitholders is governed by the Limited Liability Company Agreement of PBF LLC. These allocations are made on a pro rata basis with PBF LLC Series C Units. PBF LLC Series A unitholders do not have voting rights.
PBF LLC Series B Units
The PBF LLC Series B Units are intended to be “profit interests” within the meaning of Revenue Procedures 93-27 and 2001-43 of the Internal Revenue Service and have a stated value of zero at issuance. The PBF LLC Series B Units are held by certain of the Company’s current and former officers, have no voting rights and are designed to increase in value only after the Company’s financial sponsors achieve certain levels of return on their investment in PBF LLC Series A Units. Accordingly, the amounts paid to the holders of PBF LLC Series B Units, if any, will reduce only the amounts otherwise payable to the PBF LLC Series A Units held by the Company’s financial sponsors, and will not reduce or otherwise impact any amounts payable to PBF Energy (the holder of PBF LLC Series C Units), the holders of the Company’s Class A common stock or any other holder of PBF LLC Series A Units. The maximum number of PBF LLC Series B Units authorized to be issued is 1,000,000.
PBF LLC Series C Units
The PBF LLC Series C Units rank on a parity with the PBF LLC Series A Units as to distribution rights, voting rights and rights upon liquidation, winding up or dissolution. PBF LLC Series C Units are held solely by PBF Energy.
Treasury Stock
The Company’s Board of Directors previously authorized the repurchase of up to $300,000 of the PBF Energy Class A common stock (as amended from time to time, the “Repurchase Program”). From the inception of the Repurchase Program through its expiration date, the Company has purchased approximately 6,050,717 shares of the PBF Energy Class A common stock through open market transactions under the Repurchase Program, for a total of $150,804. The Repurchase Program expired on September 30, 2018 and was not renewed.
These repurchases were made from time to time through various methods, including open market transactions, block trades, accelerated share repurchases, privately negotiated transactions or otherwise, certain of which may be effected through Rule 10b5-1 and Rule 10b-18 plans. The timing and number of shares repurchased depended on a variety of factors, including price, capital availability, legal requirements and economic and market conditions. The Company was not obligated to purchase any shares under the Repurchase Program, and repurchases might have been suspended or discontinued at any time without prior notice.
The Company also records PBF Energy Class A common stock surrendered to cover income tax withholdings for certain directors and employees and others pursuant to the vesting of certain awards under the Company’s equity-based compensation plans as treasury shares.
The following tables summarize the changes in equity for the controlling and noncontrolling interests of PBF Energy for the years ended December 31, 2018, 2017 and 2016:
PBF Energy
PBF Energy
Inc. Equity
 
Noncontrolling
Interest in PBF LLC
 
Noncontrolling Interest in PBF Holding
 
Noncontrolling
Interest in PBFX
 
Total Equity
Balance at January 1, 2018
$
2,336,654

 
$
110,203

 
$
10,808

 
$
445,284

 
$
2,902,949

Comprehensive income
131,268

 
4,698

 
44

 
42,264

 
178,274

Dividends and distributions
(139,263
)
 
(2,086
)
 
—

 
(49,532
)
 
(190,881
)
Effects of equity offerings and exchanges of PBF LLC Series A Units on deferred tax assets and liabilities and tax receivable agreement obligation
(4,926
)
 
—

 
—

 
—

 
(4,926
)
Issuance of additional PBFX common units
28,564

 
—

 
—

 
6,256

 
34,820

Stock-based compensation
19,697

 
—

 
—

 
5,757

 
25,454

August 2018 Equity Offering
287,284

 
—

 
—

 
—

 
287,284

Exercise of PBF LLC and PBF Energy options and warrants, net
13,965

 
—

 
—

 
—

 
13,965

Taxes paid for net settlement of equity-based compensation
(4,775
)
 
(568
)
 
—

 
—

 
(5,343
)
Other
7,997

 
—

 
—

 
(1,114
)
 
6,883

Balance at December 31, 2018
$
2,676,465

 
$
112,247

 
$
10,852

 
$
448,915

 
$
3,248,479
PBF Energy
PBF Energy
Inc. Equity
 
Noncontrolling
Interest in PBF LLC
 
Noncontrolling Interest in PBF Holding
 
Noncontrolling
Interest in PBFX
 
Total Equity
Balance at January 1, 2017
$
2,025,044

 
$
98,671

 
$
12,513

 
$
434,456

 
$
2,570,684

Comprehensive income
414,575

 
16,714

 
95

 
51,073

 
482,457

Dividends and distributions
(131,783
)
 
(4,584
)
 
(1,800
)
 
(44,636
)
 
(182,803
)
Stock-based compensation
21,503

 
—

 
—

 
5,345

 
26,848

Exercise of PBF LLC options and warrants, net
10,533

 
(598
)
 
—

 
—

 
9,935

Effects of exchanges of PBF LLC Series A Units on deferred tax assets and liabilities and tax receivable agreement obligation
(1,139
)
 
—

 
—

 
—

 
(1,139
)
Treasury stock purchases
(1,038
)
 
—

 
—

 
—

 
(1,038
)
Other
(1,041
)
 
—

 
—

 
(954
)
 
(1,995
)
Balance at December 31, 2017
$
2,336,654

 
$
110,203

 
$
10,808

 
$
445,284

 
$
2,902,949
Schedule of comprehensive income (loss)
The following table summarizes the allocation of total comprehensive income of PBF Energy between the controlling and noncontrolling interests for the year ended December 31, 2018:
PBF Energy
 
Attributable to
PBF Energy Inc. stockholders
 
Noncontrolling
Interests
 
Total
Net income
 
$
128,315

 
$
46,976

 
$
175,291

Other comprehensive income (loss):
 
 
 
 
 
 
Unrealized loss on available for sale securities
 
(107
)
 
(1
)
 
(108
)
Amortization of defined benefit plans unrecognized net gain
 
3,060

 
31

 
3,091

Total other comprehensive income
 
2,953

 
30

 
2,983

Total comprehensive income
 
$
131,268

 
$
47,006

 
$
178,274


The following table summarizes the allocation of total comprehensive income of PBF Energy between the controlling and noncontrolling interests for the year ended December 31, 2017:
PBF Energy
 
Attributable to
PBF Energy Inc. stockholders
 
Noncontrolling
Interest
 
Total
Net income
 
$
415,517

 
$
67,914

 
$
483,431

Other comprehensive loss:
 
 
 
 
 
 
Unrealized loss on available for sale securities
 
(23
)
 
(1
)
 
(24
)
Amortization of defined benefit plans unrecognized net loss
 
(919
)
 
(31
)
 
(950
)
Total other comprehensive loss
 
(942
)
 
(32
)
 
(974
)
Total comprehensive income
 
$
414,575

 
$
67,882

 
$
482,457


The following table summarizes the allocation of total comprehensive income of PBF Energy between the controlling and noncontrolling interests for the year ended December 31, 2016:
PBF Energy
 
Attributable to
PBF Energy Inc. stockholders
 
Noncontrolling
Interest
 
Total
Net income
 
$
170,811

 
$
54,707

 
$
225,518

Other comprehensive loss:
 
 
 
 
 
 
Unrealized loss on available for sale securities
 
(41
)
 
(1
)
 
(42
)
Amortization of defined benefit plans unrecognized net loss
 
(2,462
)
 
(88
)
 
(2,550
)
Total other comprehensive loss
 
(2,503
)
 
(89
)
 
(2,592
)
Total comprehensive income
 
$
168,308

 
$
54,618

 
$
222,926

  
PBF LLC [Member]    
Schedule of noncontrolling interest
The following tables summarize the changes in equity for the controlling and noncontrolling interests of PBF LLC for the years ended December 31, 2018, 2017, and 2016 respectively:
PBF LLC
PBF Energy Company LLC Equity
 
Noncontrolling Interest in PBF Holding
 
Noncontrolling
Interest in PBFX
 
Total Equity
Balance at January 1, 2018
$
2,422,411

 
$
10,808

 
$
445,284

 
$
2,878,503

Comprehensive income
140,821

 
44

 
42,264

 
183,129

Dividends and distributions
(141,349
)
 
—

 
(49,532
)
 
(190,881
)
Issuance of additional PBFX common units
28,564

 
—

 
6,256

 
34,820

Stock-based compensation
19,697

 
—

 
5,757

 
25,454

Exercise of PBF LLC and PBF Energy options and warrants, net
(8,536
)
 
—

 
—

 
(8,536
)
Issuance of Series C units in connection with the August 2018 Equity Offering
287,284

 
—

 
—

 
287,284

Other
10,590

 
—

 
(1,114
)
 
9,476

Balance at December 31, 2018
$
2,759,482

 
$
10,852

 
$
448,915

 
$
3,219,249

PBF LLC
PBF Energy Company LLC Equity
 
Noncontrolling Interest in PBF Holding
 
Noncontrolling
Interest in PBFX
 
Total Equity
Balance at January 1, 2017
$
2,040,851

 
$
12,513

 
$
434,456

 
$
2,487,820

Comprehensive income
499,103

 
95

 
51,073

 
550,271

Dividends and distributions
(136,367
)
 
(1,800
)
 
(44,636
)
 
(182,803
)
Grant of restricted shares
1,038

 
—

 
—

 
1,038

Stock-based compensation
21,503

 
—

 
5,345

 
26,848

Exercise of PBF LLC options and warrants, net
(598
)
 
—

 
—

 
(598
)
Treasury stock purchases
(1,038
)
 
—

 
—

 
(1,038
)
Other
(2,081
)
 
—

 
(954
)
 
(3,035
)
Balance at December 31, 2017
$
2,422,411

 
$
10,808

 
$
445,284

 
$
2,878,503

PBF LLC
PBF Energy Company LLC Equity
 
Noncontrolling Interest in PBF Holding
 
Noncontrolling
Interest in PBFX
 
Total Equity
Balance at January 1, 2016
$
1,551,853

 
$
17,225

 
$
340,317

 
$
1,909,395

Comprehensive income
278,296

 
269

 
39,840

 
318,405

Dividends and distributions
(139,433
)
 
—

 
(33,714
)
 
(173,147
)
Issuance of additional PBFX common units
54,944

 
—

 
83,434

 
138,378

Grant of restricted shares
743

 
—

 
—

 
743

Stock-based compensation
18,296

 
—

 
4,360

 
22,656

Exercise of PBF LLC options and warrants, net
886

 
—

 
—

 
886

Issuance of Series C units in connection with the December 2016 Equity Offering
275,300

 
—

 
—

 
275,300

Treasury stock purchases
(743
)
 
—

 
—

 
(743
)
Other
709

 
(4,981
)
 
219

 
(4,053
)
Balance at December 31, 2016
$
2,040,851

 
$
12,513

 
$
434,456

 
$
2,487,820

  
Schedule of comprehensive income (loss)
The following table summarizes the allocation of total comprehensive income of PBF LLC between the controlling and noncontrolling interests for the year ended December 31, 2018:
PBF LLC
 
Attributable to
PBF LLC
 
Noncontrolling
Interests
 
Total
Net income
 
$
137,838

 
$
42,308

 
$
180,146

Other comprehensive income (loss):
 
 
 
 
 
 
Unrealized loss on available for sale securities
 
(108
)
 
—

 
(108
)
Amortization of defined benefit plans unrecognized net gain
 
3,091

 
—

 
3,091

Total other comprehensive income
 
2,983

 
—

 
2,983

Total comprehensive income
 
$
140,821

 
$
42,308

 
$
183,129

The following table summarizes the allocation of total comprehensive income of PBF LLC between the controlling and noncontrolling interests for the year ended December 31, 2017:
PBF LLC
 
Attributable to
PBF LLC
 
Noncontrolling
Interest
 
Total
Net income
 
$
500,077

 
$
51,168

 
$
551,245

Other comprehensive loss:
 
 
 
 
 
 
Unrealized loss on available for sale securities
 
(24
)
 
—

 
(24
)
Amortization of defined benefit plans unrecognized net loss
 
(950
)
 
—

 
(950
)
Total other comprehensive loss
 
(974
)
 
—

 
(974
)
Total comprehensive income
 
$
499,103

 
$
51,168

 
$
550,271

The following table summarizes the allocation of total comprehensive income of PBF LLC between the controlling and noncontrolling interests for the year ended December 31, 2016:
PBF LLC
 
Attributable to
PBF LLC
 
Noncontrolling
Interest
 
Total
Net income
 
$
280,888

 
$
40,109

 
$
320,997

Other comprehensive loss:
 
 
 
 
 
 
Unrealized loss on available for sale securities
 
(42
)
 
—

 
(42
)
Amortization of defined benefit plans unrecognized net loss
 
(2,550
)
 
—

 
(2,550
)
Total other comprehensive loss
 
(2,592
)
 
—

 
(2,592
)
Total comprehensive income
 
$
278,296

 
$
40,109

 
$
318,405