Skip to main content

Delek Logistics Partners, LP

For the period ended Sep 30, 2025. Filed Nov 7, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 7, 2025

DKL$53.25+0.2%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits

Liquidity and Capital Resources

Sources of Capital

We consider the following when assessing our liquidity and capital resources:

(i) cash generated from operations;(iv) potential issuance of additional debt securities; and
(ii) borrowings under our revolving credit facility;(v) potential sale of assets.
(iii) potential issuance of additional equity;

At September 30, 2025, our total liquidity amounted to $1,000.1 million comprised of $993.2 million in unused credit commitments under our third-party revolving credit facility (as discussed in Note 6 of our condensed consolidated financial statements in Item 1, Financial Statements, of this Quarterly Report on Form 10-Q), and $6.9 million in cash and cash equivalents. Historically, we have generated adequate cash from operations to fund ongoing working capital requirements, pay quarterly cash distributions and operational capital expenditures, and we expect the same to continue in the foreseeable future. Other funding sources, including the issuance of additional debt securities, have been utilized to fund growth capital projects such as dropdowns and other acquisitions. In addition, we have historically been able to source funding at rates that reflect market conditions, our financial position and our credit ratings. We continue to monitor market conditions, our financial position and our credit ratings and expect future funding sources to be at rates that are sustainable and profitable for the Partnership. However, there can be no assurances regarding the availability of any future financings or additional credit facilities or whether such financings or additional credit facilities can be made available on terms that are acceptable to us. We believe we have sufficient financial resources from the above sources to meet our funding requirements in the next 12 months, including working capital requirements, quarterly cash distributions and capital expenditures. Nevertheless, our ability to satisfy working capital requirements, to service our debt obligations, to fund planned capital expenditures, or to pay distributions will depend upon future operating performance, which will be affected by prevailing economic conditions in the oil industry and other financial and business factors, including crude oil prices, some of which are beyond our control. We continuously review our liquidity and capital resources. If market conditions were to change, for instance due to a significant decline in crude oil prices, and our revenue was reduced significantly or operating costs were to increase significantly, our cash flows and liquidity could be reduced. Additionally, it could cause the rating agencies to lower our credit ratings. There are no ratings triggers that would accelerate the maturity of any borrowings under our debt agreements.

Cash Distributions

On October 28, 2025, the board of directors of our general partner declared a distribution of 1.120 per common unit (the "Distribution"), which equates to an estimated amount of approximately $59,898 per quarter, or approximately $239.6 million per year, based on the number of common units outstanding as of September 30, 2025. The Distribution will be paid on November 13, 2025, to common unitholders of record on November 7, 2025, and represents a 1.8% increase over the third quarter 2024 distribution. This increase in the distribution is consistent with our intent to maintain an attractive distribution growth profile over the long term. Although our Partnership Agreement requires that we distribute all of our available cash each quarter, we do not otherwise have a legal obligation to distribute any particular amount per common unit.

46 |

The table below summarizes the quarterly distributions related to our quarterly financial results:

Quarter EndedTotal Quarterly Distribution Per Limited Partner UnitTotal Cash Distribution (in thousands)
March 31, 2024$1.070$50,521
June 30, 2024$1.090$51,263
September 30, 2024$1.100$56,613
December 31, 2024$1.105$59,302
March 31, 2025$1.110$59,320
June 30, 2025$1.115$59,612
September 30, 2025$1.120$59,898

On February 24, 2025, the Partnership and Delek Holdings entered into a Common Unit Purchase Agreement whereby the Partnership may repurchase common units from time to time from Delek Holdings in one or more transactions for an aggregate purchase price of up to $150.0 million through December 31, 2026 (each such repurchase, a “Repurchase”).The Partnership may fund Repurchases using cash on hand or borrowings under its existing credit facility, subject to compliance with applicable covenants. During the nine months ended September 30, 2025, 243,075 common units were repurchased from Delek Holdings and cancelled at the time of the transaction for a total of $10.0 million. No common units were repurchased for the nine months ended September 30, 2024. As of September 30, 2025, there was $140.0 million of authorization remaining under the Common Unit Repurchase Agreement.

Cash Flows

The following table sets forth a summary of our consolidated cash flows for the nine months ended September 30, 2025, and 2024 (in thousands):

Nine Months Ended September 30,
20252024
Net cash provided by operating activities$193,910$156,441
Net cash used in investing activities(411,661)(314,528)
Net cash provided by financing activities219,279161,649
Net increase (decrease) in cash and cash equivalents$1,528$3,562

Operating Activities

Net cash provided by operating activities increased by $37.5 million for the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024. The cash receipts from customer activities increased by $57.3 million and cash payments to suppliers and for allocations to Delek Holdings for salaries decreased by $21.1 million. In addition, cash dividends received from equity method investments decreased by $6.9 million and cash paid for debt interest increased by $34.1 million.

Investing Activities

Net cash used in investing activities increased by $97.1 million during the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024, primarily due to Gravity Acquisition for $181.2 million. Additionally, purchases of property, plant and equipment and intangibles increased $154.1 million and $7.2 million, respectively, primarily associated with growth projects in our gathering and processing segment. Also contributing to this increase was a decrease in proceeds from sale of property, plant and equipment of $6.8 million. Partially offsetting the increase in cash used was an increase in distributions received from equity method investments of $8.8 million.

Financing Activities

Net cash provided by financing activities increased by $57.6 million for the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024. This increase was primarily driven by a decrease in net payments on term loans of $172.3 million and an increase in net proceeds from our revolving credit facility of $47.1 million. Additionally contributing to this increase was a $6.2 million decrease in payments on other financing arrangements, and a decrease in deferred financing costs paid of $7.3 million.

Partially offsetting the increase were a decrease of $132.2 million due to proceeds received from the equity issuances in October and March 2024, an increase in distributions paid of $30.2 million and a decrease of $10.0 million due to unit repurchases from Delek Holdings in the current period.

47 |

Debt Overview

As of September 30, 2025, we had total indebtedness of $2,306.9 million. The increase of $421.5 million in our long-term debt balance compared to the balance at December 31, 2024, resulted from additional borrowings under our 2033 Notes, partially offset by the paydown of the revolving facility during the nine months ended September 30, 2025. As of September 30, 2025, our total indebtedness consisted of:

An aggregate principal amount of $156.9 million under the DKL Revolving Facility, due on October 13, 2027, with an average borrowing rate of 7.39%.

An aggregate principal amount of $400.0 million, under the 2028 Notes (7.125% senior notes), due in 2028, with an effective interest rate of 7.38%.

An aggregate principal amount of $1,050.0 million, under the 2029 Notes (8.625% senior notes), due in 2029, with an effective interest rate of 8.80%.

An aggregate principal amount of $700.0 million, under the 2033 Notes (7.375% senior notes), due in 2033, with an effective interest rate of 7.64%.

We believe we were in compliance with the covenants in all debt facilities as of September 30, 2025. See Note 6 to our condensed consolidated financial statements for a complete discussion of our third-party indebtedness.

Agreements Governing Certain Indebtedness of Delek Holdings

Delek Holdings' level of indebtedness, the terms of its borrowings and any future credit ratings could adversely affect our ability to grow our business, our ability to make cash distributions to our unitholders and our credit profile. Our current and future credit ratings may also be affected by Delek Holdings' level of indebtedness, financial performance and credit ratings.

Capital Spending

A key component of our long-term strategy is our capital expenditure program, which includes strategic consideration and planning for the timing and extent of regulatory maintenance, sustaining maintenance, and growth capital projects. These categories are described below:

Regulatory maintenance projects in the gathering and processing segment are those expenditures expected to be spent on certain of our pipelines to maintain their operational integrity pursuant to applicable environmental and other regulatory requirements. Regulatory projects in the wholesale marketing and terminalling segment relate to scheduled maintenance and improvements on our terminalling tanks and racks at certain of our terminals in order to maintain environmental and other regulatory compliance. These expenditures have historically been and will continue to be financed through cash generated from operations.

Sustaining capital expenditures represent capitalizable expenditures for the addition or improvement to, or the replacement of, our capital assets, and for the acquisition of existing, or the construction or development of new, capital assets made to maintain our long-term operating income or operating capacity. Examples of sustaining capital expenditures are expenditures for the repair, refurbishment and replacement of pipelines, tanks and terminals, to maintain equipment reliability, integrity and safety and to maintain compliance with environmental laws and regulations. Delek Holdings has agreed to reimburse us with respect to certain assets it has transferred to us pursuant to the terms of the Omnibus Agreement (as defined in Note 3 to our accompanying condensed consolidated financial statements). When not provided for under reimbursement agreements, such activities are generally funded by cash generated from operations.

Growth projects include those projects that do not fall into one of the two categories above, and could include committed expansion projects under contracts with customers as well as other incremental growth projects, but are generally expected to produce incremental cash flows in accordance with our internal return on invested capital policy. Depending on the magnitude, funding for such projects may include cash generated from operations, borrowings under existing credit facilities, or issuances of additional debt or equity securities.

48 |

The following table summarizes our actual capital expenditures, including any material capital expenditure payments made or forecasted to be made in advance of receipt of goods and materials, for the nine months ended September 30, 2025:

(in thousands)Full Year 2025 ForecastNine Months Ended September 30, 2025
Gathering and Processing
Regulatory$—$286
Sustaining2,7155,922
Growth209,300229,915
Gathering and Processing Segment Total$212,015$236,123
Wholesale Marketing and Terminalling
Regulatory$6,958$185
Sustaining3,022617
Growth6,800—
Wholesale Marketing and Terminalling Segment Total$16,780$802
Storage and Transportation
Regulatory$6,515$1,345
Sustaining—2,488
Growth—4
Storage and Transportation Segment Total$6,515$3,837
Total Capital Spending$235,310$240,762

The amount of our capital expenditure forecast is subject to change due to unanticipated increases in the cost, scope and completion time for our capital projects. For example, we may experience increases in the cost of and/or timing to obtain necessary equipment required for our continued compliance with government regulations or to complete improvement projects. Additionally, the scope and cost of employee or contractor labor expense related to installation of that equipment could increase from our projections.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements through the date of the filing of this Quarterly Report on Form 10-Q.

49 |

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.