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Interests of Westlake:
+Added: Common Units 40.1 %
Non-Economic General Partner Interest —
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The following table provides information regarding OpCo's ethylene production facilities as of December 31, 2020:
−Removed: Plant Location (Description)
−Removed: Primary Uses of
−Removed: Lake Charles, Louisiana (Petro 1)
−Removed: Lake Charles, Louisiana (Petro 2)
−Removed: Ethane, ethane/propane mix, propane,
−Removed: butane or naphtha
−Removed: Calvert City, Kentucky (Calvert City Olefins)
−Removed: Ethane or propane
+Added: Plant Location (Description) Annual
+Added: pounds) Feedstock Primary Uses of
+Added: Lake Charles, Louisiana (Petro 1) 1,500 Ethane PE and PVC
+Added: Lake Charles, Louisiana (Petro 2) 1,490 Ethane, ethane/propane mix, propane,
+Added: butane or naphtha PE and PVC
+Added: Calvert City, Kentucky (Calvert City Olefins) 730 Ethane or propane PVC
Lake Charles Olefins
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Under the Ethylene Sales Agreement, OpCo has the option to curtail up to approximately 5% of its ethylene production annually in the event OpCo reasonably determines that its sales of such ethylene to third parties during the relevant period would be uneconomic.
+Added: Pursuan t to the Ethylene Sales Agreement, Westlake's obligation to pay for the annual minimum commitment (95% of OpCo's budgeted ethylene production), which is measured on an annual basis, is not reduced for the first 45 days of a force majeure event, but is reduced for the portion of a force majeure event extending beyond the 45th day.
+Added: In the event of a force majeure event, the Partnership recognizes buyer deficiency fees representing fixed margin and unavoided operating and maintenance capital expenditures and maintenance expenses per pound of volume committed by Westlake during the force majeure event.
+Added: Under the Ethylene Sales Agreement, if production costs billed to Westlake on an annual basis are less than 95% of the actual production costs incurred by OpCo during the contract year, OpCo is entitled to recover the shortfall in such production costs (proportionate to the volume sold to Westlake) in the subsequent year ("Shortfall").
+Added: The Shortfall is generally recognized during the period in which the related operating, maintenance or turnaround activities occur.
+Added: The Ethylene Sales Agreement provides that, if compliance with any law adopted or modified following our IPO results in OpCo incurring additional costs in excess of $500,000 in any contract year, OpCo is entitled to charge Westlake a monthly surcharge following efforts to mitigate the effects of such compliance.
Feedstock Supply Agreement
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We estimate that OpCo will make capital expenditures of approximately $2.8 million in 2021 and $12.8 million in 2022, respectively, related to environmental compliance.
−Removed: The expected 2020 and 2021 capital expenditures are relatively higher than the amounts we have spent related to environmental compliance in recent years due to increased capital expenditures related to Environmental Protection Agency (the "EPA") regulations.
+Added: The expected 2022 capital expenditures are relatively higher than the amounts OpCo has spent related to environmental compliance in recent years due to increased capital expenditures of approximately $11.4 million related to corrective actions required by the Environmental Protection Agency (the "EPA") to resolve the flare enforcement matter discussed below.
+Added: Under the Omnibus Agreement, Westlake is required to indemnify us against costs incurred as a result of such corrective actions.
+Added: See "Business—Our Agreements with Westlake— Omnibus Agreement ." The majority of the 2021, and the remainder of the 2022, estimated expenditures are related to equipment replacement and upgrades.
We anticipate that stringent environmental regulations will continue to be imposed on us and the industry in general.
+Added: Under the Ethylene Sales Agreement, we may be entitled to charge Westlake a monthly surcharge as a result of complying with certain changes in law after our IPO.
+Added: See "Business—Our Agreements with Westlake— Ethylene Sales Agreement.
" Although we cannot predict with certainty future expenditures, management believes that our current spending trends will continue.
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The Partnership believes the resolution of these matters may require the payment of a monetary sanction in excess of $300,000.
−Removed: In addition to the matters described above, the Partnership is involved in various legal proceedings incidental to the conduct of its business.
−Removed: The Partnership does not believe that any of these legal proceedings will have a material adverse effect on its financial condition, results of operations or cash flows.
+Added: As discussed above, Westlake is expected to fully indemnify us for such costs.
Also, see the discussion of our environmental matters contained in "Item 1A.
Risk Factors" and "Item 3—Legal Proceedings" below.
+Added: Human Capital
Neither we nor OpCo has any employees.
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It should not be relied upon for investment purposes, nor is it incorporated by reference in this Form 10-K.
−Removed: We make available on this website under "Investor Relations/SEC Filings," free of charge, our proxy statements, annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those materials as soon as reasonably practicable after we electronically file those materials with, or furnish those materials to, the SEC.
+Added: We make available on this website under "Investor Relations/SEC Filings," free of charge, our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those materials as soon as reasonably practicable after we electronically file those materials with, or furnish those materials to, the Securities Exchange Commission (the "SEC").
The SEC also maintains a website at www.sec.gov that contains reports, proxy statements and other information regarding SEC registrants, including us.
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.