Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): November 2, 2023

Westlake Chemical Partners LP

(Exact name of registrant as specified in its charter)

Delaware

001-36567

32-0436529

(State or other jurisdiction
of incorporation)

(Commission File Number)

(I.R.S. Employer
Identification No.)


2801 Post Oak Boulevard,	Suite 600	77056
Houston,	Texas
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: (713) 585-2900

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common units representing limited partnership interests	WLKP	The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ◻

Item 2.02. Results of Operations and Financial Condition.

On November 2, 2023, Westlake Chemical Partners LP (the "Partnership") issued a press release announcing its 2023 third quarter results. A copy of the press release is furnished with this Current Report as Exhibit 99.1.

The information furnished pursuant to this Current Report, including Exhibit 99.1, shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing by Westlake Chemical Partners LP under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, unless specifically identified as being incorporated therein.

Item 7.01. Regulation FD Disclosure.

The Partnership is holding a conference call on November 2, 2023 to discuss its 2023 third quarter results. Information about the call can be found in the press release furnished with this Current Report as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

The following exhibit is furnished herewith:

99.1 Press release issued on November 2 , 2023.

104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

WESTLAKE CHEMICAL PARTNERS LP

By: Westlake Chemical Partners GP LLC

Date:

November 2, 2023

By:

/S/ ALBERT CHAO

Albert Chao
President and Chief Executive Officer

EXHIBIT 99.1

WESTLAKE CHEMICAL PARTNERS LP

Contact—(713) 585-2900

Investors—Steve Bender

Media—L. Benjamin Ederington

Westlake Chemical Partners LP Announces Third Quarter 2023 Results

•Declared quarterly distribution of $0.4714 per unit; 37th consecutive quarterly distribution

HOUSTON--(BUSINESS WIRE)--Westlake Chemical Partners LP (NYSE: WLKP) (the "Partnership") today reported net income attributable to the Partnership in the third quarter of 2023 of $13.2 million, or $0.37 per limited partner unit, compared to third quarter 2022 net income of $14.8 million. The reduction in Partnership net income in the third quarter of 2023 compared to the third quarter of 2022 was the result of higher interest expense attributable to higher interest rates on floating rate debt. Cash flows from operating activities in the third quarter of 2023 were $100.9 million, a decrease of $14.6 million compared to third quarter 2022 cash flows from operating activities of $115.5 million. The decrease was primarily due to lower Partnership net income and less favorable working capital changes. For the three months ended September 30, 2023, MLP distributable cash flow was $13.6 million, a decrease of $3.1 million compared to third quarter 2022 MLP distributable cash flow. The decrease in MLP distributable cash flow was attributable to higher interest expense and changes in the timing of maintenance capital expenditures.

Third quarter 2023 net income attributable to the Partnership of $13.2 million increased by $1.3 million compared to second quarter 2023 net income of $11.9 million due to increased sales volume as a result of the completion of the Calvert City turnaround in the second quarter of 2023. Third quarter 2023 cash flows from operating activities of $100.9 million increased by $2.4 million compared to second quarter 2023 cash flows from operating activities of $98.5 million due to higher net income at OpCo. Third quarter 2023 MLP distributable cash flow of $13.6 million decreased by $1.4 million compared to second quarter 2023 MLP distributable cash flow of $15.0 million, primarily due to higher maintenance capital expenditures, which are weighted towards the second half of the year in 2023.

"We were pleased with the Partnership's performance in the third quarter of 2023, with net income, EBITDA and cash flow from operations all increasing from the second quarter. While distributable cash flow was sequentially lower due to the timing of maintenance capital spending, our underlying financial results and cash flows remain stable and predictable, supported by our sales agreement with Westlake that delivers a fixed margin on 95% of our production," said Albert Chao, President and Chief Executive Officer. "While the Partnership's coverage ratio has declined due to turnaround activity, we expect it to recover in future periods after turnaround activity is complete."

On October 31, 2023, the Partnership announced that the Board of Directors of Westlake Chemical Partners GP LLC had approved a quarterly distribution for the third quarter of 2023 of $0.4714 per unit to be payable on November 27, 2023 to unitholders of record as of November 10, 2023, representing the 37th consecutive quarterly distribution to our unitholders. MLP distributable cash flow provided trailing twelve-month coverage of 1.00x the declared distributions for the third quarter of 2023.

OpCo's Ethylene Sales Agreement with Westlake is designed to provide for stable and predictable cash flows. The agreement provides that 95% of OpCo's ethylene production is sold to Westlake for a cash margin of $0.10 per pound, net of operating costs, maintenance capital expenditures and reserves for future turnaround expenditures.

The statements in this release and the related teleconference relating to matters that are not historical facts, such as those with respect to the ability to deliver value, returns, predictable cash flows and distributions to unitholders, demand for ethylene and expected margins and production volumes, contracted volumes, the expectation that strong distributions will continue, future coverage ratios, and the nature of the sales agreement with Westlake, are forward-looking statements. These forward-looking statements are subject to significant risks and uncertainties. Actual results could differ materially, based on factors including, but not limited to: pandemic infectious diseases and the response thereto; operating difficulties; the volume of ethylene that we are able to sell; the price at which we are able to sell ethylene; changes in the price and availability of feedstocks; changes in prevailing economic conditions, including inflation, interest rates and possible recession; actions and commitments of Westlake Corporation; actions of third parties; inclement or hazardous weather conditions, including flooding, and the physical impacts of climate change; environmental hazards; changes in laws and regulations (or the interpretation thereof); inability to acquire or maintain necessary permits; inability to obtain necessary production equipment or replacement parts; technical difficulties or failures; labor disputes; difficulty collecting receivables; inability of our customers to take delivery; fires, explosions or other industrial accidents; availability of insurance; our ability to borrow funds and access capital markets; and other uncertainties. For more detailed information about the factors that could cause actual results to differ materially, please refer to the Partnership's Annual Report on Form 10-K for the year ended December 31, 2022, which was filed with the SEC in March 2023, and Quarterly Report on Form 10-Q for the quarter ended June 30, 2023, which was filed with the SEC in August 2023.

This release is intended to be a qualified notice under Treasury Regulation Section 1.1446-4(b). Brokers and nominees should treat one hundred percent (100.0%) of the Partnership's distributions to non-U.S. investors as being attributable to income that is effectively connected with a United States trade or business. Accordingly, the Partnership's distributions to non-U.S. investors are subject to federal income tax withholding at the highest applicable effective tax rate.

Use of Non-GAAP Financial Measures

This release makes reference to certain "non-GAAP" financial measures, such as MLP distributable cash flow and EBITDA. A non-GAAP financial measure is generally defined by the Securities and Exchange Commission ("SEC") as a numerical measure of a registrant's historical or future financial performance, financial position or cash flows that (1) excludes amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly comparable measure calculated and presented in accordance with U.S. generally accepted accounting principles ("U.S. GAAP") in the statement of income, balance sheet or statement of cash flows (or equivalent statements) of the registrant; or (2) includes amounts, or is subject to adjustments that have the effect of including amounts, that are excluded from the most directly comparable measure so calculated and presented. We report our financial results in accordance with U.S. GAAP, but believe that certain non-GAAP financial measures, such as MLP distributable cash flow and EBITDA, provide useful supplemental information to investors regarding the underlying business trends and performance of our ongoing operations and are useful for period-over-period comparisons of such operations. These non-GAAP financial measures should be considered as a supplement to, and not as a substitute for, or superior to, the financial measures prepared in accordance with U.S. GAAP. We define MLP distributable cash flow as distributable cash flow less distributable cash flow attributable to Westlake Corporation's noncontrolling interest in OpCo and distributions attributable to the incentive distribution rights holder. MLP distributable cash flow does not reflect changes in working capital balances. We define EBITDA as net income before interest expense, income taxes, depreciation and amortization. MLP distributable cash flow and EBITDA are non-GAAP supplemental financial measures that management and external users of our consolidated financial statements, such as industry analysts, investors, lenders and rating agencies, may use to assess our operating performance as compared to other publicly traded partnerships, our ability to incur and service debt and fund capital expenditures and the viability of acquisitions and other capital expenditure projects and the returns on investment of various investment opportunities. Reconciliations of MLP distributable cash flow to net income and to net cash provided by operating activities and of EBITDA to net income, income from operations and net cash provided by operating activities can be found in the financial schedules at the end of this press release.

Westlake Chemical Partners LP

Westlake Chemical Partners is a limited partnership formed by Westlake Corporation to operate, acquire and develop ethylene production facilities and other qualified assets. Headquartered in Houston, the Partnership owns a 22.8% interest in Westlake Chemical OpCo LP. Westlake Chemical OpCo LP's assets consist of three ethylene production facilities in Calvert City, Kentucky, and Lake Charles, Louisiana and an ethylene pipeline. For more information about Westlake Chemical Partners LP, please visit http://www.wlkpartners.com.

Westlake Chemical Partners LP Conference Call Information:

A conference call to discuss Westlake Chemical Partners' third quarter 2023 results will be held Thursday, November 2, 2023 at 1:00 PM Eastern Time (12:00 PM Central Time). To access the conference call, it is necessary to pre-register at https://register.vevent.com/register/BIba82e736e2dc4c7795c84d6a93ba20f8. Once registered, you will receive a phone number and unique PIN number.

A replay of the conference call will be available beginning two hours after its conclusion. The conference call and replay will be available via webcast at https://edge.media-server.com/mmc/p/4yt2s6sr.

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WESTLAKE CHEMICAL PARTNERS LP ("WESTLAKE PARTNERS")

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022

	(In thousands of dollars, except per unit data)
Revenue
Net sales—Westlake Corporation ("Westlake")	$	289,303	$	364,273	$	771,349	$	1,020,042
Net co-products, ethylene and other sales—third parties	32,361		50,850		122,169		206,266
Total net sales	321,664		415,123		893,518		1,226,308
Cost of sales	228,683		324,629		606,742		947,073
Gross profit	92,981		90,494		286,776		279,235
Selling, general and administrative expenses	6,741		8,678		21,884		26,824
Income from operations	86,240		81,816		264,892		252,411
Other income (expense)
Interest expense—Westlake	(6,437)		(3,645)		(19,869)		(8,703)
Other income, net	1,272		618		3,153		683
Income before income taxes	81,075		78,789		248,176		244,391
Provision for income taxes	222		484		607		822
Net income	80,853		78,305		247,569		243,569
Less: Net income attributable to noncontrolling interest in Westlake Chemical OpCo LP ("OpCo")	67,647		63,548		207,585		196,180
Net income attributable to Westlake Partners	$	13,206	$	14,757	$	39,984	$	47,389

Net income per limited partner unit attributable to Westlake Partners (basic and diluted)
Common units	$	0.37	$	0.42	$	1.14	$	1.35

Distributions declared per unit	$	0.4714	$	0.4714	$	1.4142	$	1.4142

MLP distributable cash flow	$	13,620	$	16,734	$	46,156	$	55,609

Distributions declared
Limited partner units—publicly and privately held	$	9,949	$	9,947	$	29,841	$	29,828
Limited partner units—Westlake	6,658		6,657		19,973		19,971
Total distributions declared	$	16,607	$	16,604	$	49,814	$	49,799
EBITDA	$	115,738	$	111,825	$	349,947	$	344,776

WESTLAKE CHEMICAL PARTNERS LP

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)


	September 30, 2023		December 31, 2022

	(In thousands of dollars)
ASSETS
Current assets
Cash and cash equivalents	$	65,869	$	64,782
Receivable under the Investment Management Agreement—Westlake	84,358		64,996
Accounts receivable, net—Westlake	54,625		90,965
Accounts receivable, net—third parties	21,626		20,030
Inventories	4,394		4,715
Prepaid expenses and other current assets	599		305
Total current assets	231,471		245,793
Property, plant and equipment, net	959,114		990,213
Other assets, net	150,925		135,973
Total assets	$	1,341,510	$	1,371,979

LIABILITIES AND EQUITY
Current liabilities (accounts payable and accrued and other liabilities)	$	75,600	$	66,941

Long-term debt payable to Westlake	399,674		399,674
Other liabilities	4,964		1,656
Total liabilities	480,238		468,271
Common unitholders—publicly and privately held	474,895		480,643
Common unitholder—Westlake	49,919		53,859

General partner—Westlake	(242,572)		(242,572)

Total Westlake Partners partners' capital	282,242		291,930
Noncontrolling interest in OpCo	579,030		611,778
Total equity	861,272		903,708
Total liabilities and equity	$	1,341,510	$	1,371,979

WESTLAKE CHEMICAL PARTNERS LP

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)


	Nine Months Ended September 30,
	2023		2022

	(In thousands of dollars)
Cash flows from operating activities
Net income	$	247,569	$	243,569
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization	81,902		91,682
Net loss on disposition and other	4,352		8,788
Other balance sheet changes	10,505		(2,877)
Net cash provided by operating activities	344,328		341,162
Cash flows from investing activities
Additions to property, plant and equipment	(33,979)		(45,458)

Investments with Westlake under the Investment Management Agreement	(164,116)		(276,000)
Maturities of investments with Westlake under the Investment Management Agreement	145,000		247,000

Net cash used for investing activities	(53,095)		(74,458)
Cash flows from financing activities

Proceeds from debt payable to Westlake	155,250		—
Repayment of debt payable to Westlake	(155,250)		—
Distributions to noncontrolling interest retained in OpCo by Westlake	(240,333)		(214,486)
Distributions to unitholders	(49,813)		(49,807)
Net cash used for financing activities	(290,146)		(264,293)
Net increase in cash and cash equivalents	1,087		2,411
Cash and cash equivalents at beginning of period	64,782		17,057
Cash and cash equivalents at end of period	$	65,869	$	19,468

WESTLAKE CHEMICAL PARTNERS LP

RECONCILIATION OF MLP DISTRIBUTABLE CASH FLOW TO NET INCOME

AND NET CASH PROVIDED BY OPERATING ACTIVITIES

(Unaudited)


	Three Months Ended June 30,		Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2023		2022		2023		2022

	(In thousands of dollars)
Net cash provided by operating activities	$	98,543	$	100,925	$	115,495	$	344,328	$	341,162
Changes in operating assets and liabilities and other	(23,279)		(20,072)		(37,190)		(96,759)		(97,593)
Net income	75,264		80,853		78,305		247,569		243,569
Add:
Depreciation, amortization and disposition of property, plant and equipment	27,095		32,242		30,349		86,340		96,070
Less:
Contribution to turnaround reserves	(6,967)		(7,565)		(7,323)		(21,838)		(21,811)
Maintenance capital expenditures	(6,521)		(22,862)		(14,348)		(37,407)		(38,172)
Distributable cash flow attributable to noncontrolling interest in OpCo	(73,886)		(69,048)		(70,249)		(228,508)		(224,047)
MLP distributable cash flow	$	14,985	$	13,620	$	16,734	$	46,156	$	55,609

vii

WESTLAKE CHEMICAL PARTNERS LP

RECONCILIATION OF EBITDA TO NET INCOME, INCOME FROM OPERATIONS AND NET CASH

PROVIDED BY OPERATING ACTIVITIES

(Unaudited)


	Three Months Ended June 30,		Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2023		2022		2023		2022

	(In thousands of dollars)
Net cash provided by operating activities	$	98,543	$	100,925	$	115,495	$	344,328	$	341,162
Changes in operating assets and liabilities and other	(23,279)		(20,072)		(37,190)		(96,759)		(97,593)
Net income	75,264		80,853		78,305		247,569		243,569
Less:
Other income, net	1,061		1,272		618		3,153		683
Interest expense—Westlake	(6,117)		(6,437)		(3,645)		(19,869)		(8,703)
Provision for income taxes	(173)		(222)		(484)		(607)		(822)
Income from operations	80,493		86,240		81,816		264,892		252,411
Add:
Depreciation and amortization	27,040		28,226		29,391		81,902		91,682
Other income, net	1,061		1,272		618		3,153		683
EBITDA	$	108,594	$	115,738	$	111,825	$	349,947	$	344,776

viii

Cover Page	Nov. 02, 2023
Cover [Abstract]
Document Type	8-K
Document Period End Date	Nov. 02, 2023
Entity Registrant Name	Westlake Chemical Partners LP
Entity Incorporation, State or Country Code	DE
Entity File Number	001-36567
Entity Tax Identification Number	32-0436529
Entity Address, Address Line One	2801 Post Oak Boulevard,
Entity Address, Address Line Two	Suite 600
Entity Address, City or Town	Houston,
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77056
City Area Code	713
Local Phone Number	585-2900
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common units representing limited partnership interests
Trading Symbol	WLKP
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0001604665
Amendment Flag	false