Related Party Transactions (Tables)

12 Months Ended

Dec. 31, 2022

Related Party Transactions

Affiliate agreements/transactions

Agreement/Transaction	Parties	Effective Date	Key Terms
Jet Fuel Sales Agreement(1)	LEH LE	04/01/2022	1-year term expiring earliest to occur of 03/31/2024 plus 30-day carryover or delivery of maximum jet fuel quantity; LEH bids on jet fuel contracts under preferential pricing terms due to a HUBZone certification
Office Sub-Lease Agreement	LEH BDSC	01/01/2018	68-month term expiring 08/31/2023; office lease Houston, Texas; includes 6-month rent abatement period; rent approximately $0.01 million per month
Amended and Restated Operating Agreement(2)	LEH      Blue Dolphin LE         LRM NPS      BDPL BDPC   BDSC	04/01/2020	1-year term; expires 04/01/2024 or notice by either party at any time of material breach or 90 days Board notice; LEH receives management fee of 5% of all consolidated operating costs, excluding crude costs, depreciation, amortization, and interest, of Blue Dolphin, LE, LRM, NPS, BDPL, BDPC and BDSC
LE Amended and Restated Guaranty Fee Agreement(3)	LE Jonathan Carroll	04/01/2017	Related to payoff of LE $25.0 million Veritex loan; Jonathan Carroll receives fee equal to 2.00% per annum of outstanding principal balance owed under LE Term Loan Due 2034
LRM Amended and Restated Guaranty Fee Agreement(3)	LRM Jonathan Carroll	04/01/2017	Related to payoff of LRM $10.0 million Veritex loan; Jonathan Carroll receives fee equal to 2.00% per annum of outstanding principal balance owed under LRM Term Loan Due 2034

Loan Description	Parties	Maturity Date	Interest Rate	Loan Purpose
June LEH Note (in default)	LEH Blue Dolphin	Jan 2019	8.00%	Blue Dolphin working capital; reflects amounts owed to LEH under the Second Amended and Restated Operating Agreement
BDPL-LEH Loan Agreement (in default)	LEH BDPL	Aug 2018	16.00%	Original principal amount of $4.0 million; Blue Dolphin working capital

Loan Description	Guarantees	Security	Event(s) of Default
June LEH Note (in default)	---	---	Failure to pay past due obligations at maturity (loan matured January 2019)
BDPL-LEH Loan Agreement (in default)	---	Certain BDPL property	Failure to pay past due obligations at maturity (loan matured August 2018)

Accounts payable, related party

	December 31,
	2022			2021
	(in thousands)
LEH
June LEH Note (in default)	$	1,211		$	12,672
BDPL-LEH Loan Agreement (in default)		8,094			7,454
LEH Total		9,305			20,126
Ingleside
March Ingleside Note		-			1,066
Jonathan Carroll
March Carroll Note		-			2,304
		9,305			23,496
Less:  Long-term debt, related party, current portion (in default)		(5,211	)		(20,042	)
Less:  Accrued interest payable, related party (in default)		(4,094	)		(3,454	)
	$	-		$	-

	June LEH Note
	(in default)
	(in thousands)
Balance at December 31, 2021	$	12,672
Related-party receivables settled against related-party provided working capital		(21,076	)
Blue Dolphin operating costs and related LEH management fee under
Amended and Restated Operating Agreement		9,615
Balance at December 31, 2022	$	1,211

Refinery operating expenses

	Twelve Months Ended December 31,
	2022				2021
	(in thousands, except percent amounts)
Refinery operations
LEH	$	173,646	35.6	%	$	90,062	29.9	%
Third-Parties		309,415	63.5	%		207,041	68.8	%
Tolling and terminaling
LEH		360	0.1	%		-	-
Third-Parties		4,083	0.8	%		3,717	1.2	%
	$	487,504	100.0	%	$	300,820	100.0	%

Accrued interest expenses

	Twelve Months Ended December 31,
	2022		2021
	(in thousands)
Jonathan Carroll
Guaranty Fee Agreements
First Term Loan Due 2034 (in default)	$	428	$	430
Second Term Loan Due 2034 (in default)		177		178
March Carroll Note		146		132
LEH
BDPL-LEH Loan Agreement (in default)		480		640
June LEH Note (in default)		383		928
Ingleside
March Ingleside Note		69		56
	$	1,683	$	2,364