PBF Energy 2013 Annual Report Download - page 154

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PBF ENERGY INC. AND
PBF HOLDING COMPANY LLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(IN THOUSANDS, EXCEPT SHARE, UNIT, PER SHARE, PER UNIT AND BARREL DATA)
F- 58
22. SUBSEQUENT EVENTS
Secondary Offering
On January 6, 2014, Blackstone and First Reserve completed a public offering of 15,000,000 shares of our Class
A common stock at a price of $28.00 per share, less underwriting discounts and commissions, in a secondary public
offering. All of the shares were sold by funds affiliated with Blackstone and First Reserve. In connection with
this offering, Blackstone and First Reserve exchanged 15,000,000 Series A Units of PBF LLC for an equivalent
number of shares of our Class A common stock, which increased PBF Energy's interest in PBF LLC to approximately
56.4%. Completion of the January 2014 Secondary Offering is estimated to increase our tax receivable agreement
liability to $439.6 million due to the tax benefit expected to be generated as a result of the exchange in connection
with the secondary offering and the corresponding tax benefits expected to be generated in future years from this
transaction.
Dividend Declared
On February 11, 2014, the Company's Board of Directors declared a dividend of $0.30 per share on outstanding
Class A common stock. The dividend is payable on March 14, 2014 to Class A common stockholders of record
at the close of business on March 4, 2014.
Related Party
On January 31, 2014, the Company entered into a consulting services agreement with Donald F. Lucey, the former
Executive Vice President, Commercial, to provide consulting services relating to commercial operations.
Compensation for the services performed will include an annual retainer of $10 per calendar year paid quarterly
in arrears and a daily rate of $2 for days actually engaged in performing services, with partial days prorated. Mr.
Lucey will also receive severance compensation and be entitled to continued vesting in any outstanding equity
awards granted to him under the Company's equity incentive plans, consistent with the terms of those plans. The
consulting service agreement expires on December 31, 2016, subject to certain early termination rights.