What changed in this filing

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Item 1. Financial Statements

2025-05-02 compared with 2024-11-06 · 109 added, 142 removed, 312 unchanged (45% of the section changed)

2 unchanged sentences

CONSOLIDATED BALANCE SHEETS

September 30,

2025 December 31,

23 unchanged sentences

Common unitholders—publicly and privately held ( 21,116,326 and 21,116,326 units

issued and outstanding at September 30, 2024 and December 31, 2023, respectively)

issued and outstanding at March 31, 2025 and December 31, 2024, respectively)

464,339 471,328

Common unitholder—Westlake ( 14,122,230 and 14,122,230 units issued and outstanding

at September 30, 2024 and December 31, 2023, respectively)

at March 31, 2025 and December 31, 2024, respectively)

42,699 47,373

7 unchanged sentences

CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

Three Months Ended March 31,

(in thousands of dollars, except unit amounts and per unit data)

33 unchanged sentences

Balances at March 31, 2025 $ 464,339 $ 42,699 $ ( 242,572 ) $ 538,640 $ 803,106

Net income 8,644 5,783 — 73,599 88,026

Units issued for vested phantom units 55 — — — 55

Distribution to unitholders ( 9,950 ) ( 6,657 ) — — ( 16,607 )

Distribution to noncontrolling interest retained in OpCo by Westlake — — — ( 84,872 ) ( 84,872 )

Balances at June 30, 2024 $ 471,199 $ 47,408 $ ( 242,572 ) $ 558,812 $ 834,847

Net income 10,867 7,269 — 85,964 104,100

Units issued for vested phantom units 183 — — — 183

Distribution to unitholders ( 9,953 ) ( 6,657 ) — — ( 16,610 )

Distribution to noncontrolling interest retained in OpCo by Westlake — — — ( 84,706 ) ( 84,706 )

Balances at September 30, 2024 $ 472,296 $ 48,020 $ ( 242,572 ) $ 560,070 $ 837,814

The accompanying notes are an integral part of the consolidated financial statements.

12 unchanged sentences

Balances at March 31, 2024 $ 472,450 $ 48,282 $ ( 242,572 ) $ 570,085 $ 848,245

Net income 7,120 4,766 — 63,378 75,264

Distribution to unitholders ( 9,946 ) ( 6,657 ) — — ( 16,603 )

Distribution to noncontrolling interest retained in OpCo by Westlake — — — ( 80,581 ) ( 80,581 )

Balances at June 30, 2023

$ 476,791 $ 51,282 $ ( 242,572 ) $ 582,457 $ 867,958

Net income 7,911 5,295 — 67,647 80,853

Units issued for vested phantom units 141 — — — 141

Distribution to unitholders ( 9,948 ) ( 6,658 ) — — ( 16,606 )

Distribution to noncontrolling interest retained in OpCo by Westlake — — — ( 71,074 ) ( 71,074 )

Balances at September 30, 2023

$ 474,895 $ 49,919 $ ( 242,572 ) $ 579,030 $ 861,272

The accompanying notes are an integral part of the consolidated financial statements.

1 unchanged sentence

CONSOLIDATED STATEMENTS OF CASH FLOWS

Nine Months Ended September 30,

Three Months Ended March 31,

(in thousands of dollars)

4 unchanged sentences

Loss from disposition of property, plant and equipment 103 271

Other gains, net

( 14 ) ( 86 )

Other losses, net

Changes in operating assets and liabilities

5 unchanged sentences

Accrued and other liabilities 45,892 ( 3,231 )

Other, net ( 17,118 ) ( 28,968 )

Deferred charges and other assets and others, net

( 105,521 ) ( 3,924 )

Net cash provided by operating activities 45,781 104,565

1 unchanged sentence

Additions to property, plant and equipment ( 15,956 ) ( 9,773 )

Investments with Westlake under the Investment Management Agreement ( 15,000 ) ( 164,116 )

Maturities of investments with Westlake under the Investment Management Agreement 30,000 —

Net cash used for investing activities

Net cash provided by (used for) investing activities

14,044 ( 9,773 )

5 unchanged sentences

Net cash used for financing activities ( 68,517 ) ( 97,651 )

Net increase in cash and cash equivalents

Net decrease in cash and cash equivalents

( 8,692 ) ( 2,859 )

Cash and cash equivalents at beginning of period 58,316 58,619

17 unchanged sentences

GAAP") have not been included.

These interim consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto of the Partnership included in the annual report on Form 10-K for the fiscal year ended December 31, 2023 (the "2023 Form 10-K"), filed with the SEC on February 28, 2024.

These interim consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto of the Partnership included in the annual report on Form 10-K for the fiscal year ended December 31, 2024 (the "2024 Form 10-K"), filed with the SEC on March 5, 2025.

These financial statements have been prepared in conformity with the accounting principles and practices as disclosed in the notes to the consolidated financial statements of the Partnership for the fiscal year ended December 31, 2024.

7 unchanged sentences

Westlake's retained interest of 77.2 % is recorded as noncontrolling interest in the Partnership's consolidated financial statements.

In the opinion of the Partnership's management, the accompanying unaudited consolidated interim financial statements reflect all adjustments (consisting only of normal recurring adjustments) that are necessary for a fair statement of the Partnership's financial position as of September 30, 2024, its results of operations for the three and nine months ended September 30, 2024 and 2023 and the changes in its cash position for the nine months ended September 30, 2024 and 2023.

In the opinion of the Partnership's management, the accompanying unaudited consolidated interim financial statements reflect all adjustments (consisting only of normal recurring adjustments) that are necessary for a fair statement of the Partnership's financial position as of March 31, 2025, its results of operations for the three months ended March 31, 2025 and 2024 and the changes in its cash position for the three months ended March 31, 2025 and 2024.

Results of operations and changes in cash position for the interim periods presented are not necessarily indicative of the results that will be realized for the fiscal year ending December 31, 2025 or any other interim period.

5 unchanged sentences

(in thousands of dollars, except unit amounts and per unit data)

Recently Issued Accounting Pronouncement

Recently Issued Accounting Pronouncements

Income Taxes (ASU No.

In December 2023, the Financial Accounting Standards Board ("FASB") issued an accounting standards update requiring additional tax disclosures under Topic 740 primarily related to the rate reconciliation and income taxes paid disclosures.

The amendments in this update will be effective for fiscal years beginning after December 15, 2024 and are to be applied on a prospective basis.

The amendments in this update will be effective for annual periods beginning after December 15, 2024 and are to be applied on a prospective basis.

Retrospective application is also permitted.

The update is not expected to have a material impact on the Partnership's disclosures.

Recently Adopted Accounting Standard

Disaggregation of Income Statement Expenses (ASU No.

In November 2024, the FASB issued an accounting standards update requiring public entities to disclose on an annual and interim basis detailed information about the types of expenses in relevant expense captions presented on the face of the income statement, including amounts for inventory purchases, employee compensation, depreciation and amortization of intangible assets and a qualitative description for remaining amounts not separately disaggregated.

Additionally, the update requires disclosure of total selling expenses, and in annual periods, an entity's definition of selling expenses.

The amendments in this update are effective for annual reporting periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027 and are to be applied either prospectively or retrospectively.

Early adoption is permitted.

The Partnership is currently evaluating the impact of the update on the disclosures in the Partnership's financial statements.

Recently Adopted Accounting Pronouncement

Segment Reporting (ASU No.

In November 2023, the FASB issued an accounting standards update requiring public entities to disclose, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker ("CODM"), the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources.

In November 2023, the FASB issued an accounting standards update requiring public entities to disclose on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker ("CODM") and on an annual basis, the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources.

The update also requires that a public entity that has a single reportable segment provide all disclosures required by the update as well as all existing segment disclosures in Topic 280.

The amendments in this update will be effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024 and are to be applied retrospectively to all prior periods presented in the financial statements.

The amendments in this update are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024 and are to be applied retrospectively to all prior periods presented in the financial statements.

Early adoption is permitted.

The Partnership adopted this accounting standard effective January 1, 2024, and the adoption will result in additional segment disclosures in the Partnership's annual financial statements for the year ending December 31, 2024 and the interim periods thereafter.

The Partnership adopted this accounting standard effective for the annual 2024 financial statements and interim period financial statements thereafter, and the adoption resulted in additional segment disclosures (see Note 13).

Accounts Receivable—Third Parties

Accounts receivable—third parties consist of the following:

September 30,

2025 December 31,

1 unchanged sentence

Allowance for credit losses ( 297 ) ( 181 )

Other receivables 6,480 3,357

Accounts receivable, net—third parties $ 13,013 $ 11,576

Inventories consist of the following:

September 30,

2025 December 31,

2 unchanged sentences

Inventories $ 2,733 $ 4,058

Property, Plant and Equipment

Depreciation expense on property, plant and equipment of $ 21,626 and $ 21,282 is included in cost of sales in the consolidated statements of operations for the three months ended September 30, 2024 and 2023, respectively.

Depreciation expense on property, plant and equipment of $ 64,993 and $ 63,167 is included in cost of sales in the consolidated statements of operations for the nine months ended September 30, 2024 and 2023 , respectively.

WESTLAKE CHEMICAL PARTNERS LP

1 unchanged sentence

(in thousands of dollars, except unit amounts and per unit data)

Property, Plant and Equipment

Depreciation expense on property, plant and equipment of $ 20,836 and $ 21,537 is included in cost of sales in the consolidated statements of operations for the three months ended March 31, 2025 and 2024, respectively.

Deferred Charges and Other Assets

Amortization expense on deferred charges and other assets of $ 6,486 and $ 6,944 is included in cost of sales in the consolidated statements of operations for the three months ended September 30, 2024 and 2023, respectively .

Amortization expense on deferred charges and other assets of $ 19,428 and $ 18,735 is included in cost of sales in the consolidated statements of operations for the nine months ended September 30, 2024 and 2023 , respectively.

Amortization expense on deferred charges and other assets of $ 6,232 and $ 6,457 is included in cost of sales in the consolidated statements of operations for the three months ended March 31, 2025 and 2024, respectively .

Distributions and Net Income Per Limited Partner Unit

On October 30, 2024, the board of directors of Westlake Chemical Partners GP LLC ("Westlake GP"), the Partnership's general partner, declared a quarterly cash distribution for the three months ended September 30, 2024 of $ 0.4714 per unit.

This distribution is payable on November 27, 2024 to unitholders of record as of November 12, 2024.

On April 30, 2025, the board of directors of Westlake Chemical Partners GP LLC ("Westlake GP"), the Partnership's general partner, declared a quarterly cash distribution for the three months ended March 31, 2025 of $ 0.4714 per common unit.

This distribution is payable on May 29, 2025 to unitholders of record as of May 13, 2025.

Distributions are declared subsequent to quarter end;

therefore, the table below represents total cash distributions declared from earnings of the related periods pertaining to such distributions.

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

Three Months Ended March 31,

Net income attributable to the Partnership $ 4,948 $ 14,833

Limited partners' distribution declared on common units 16,611 16,607

Net income in excess of distribution (Distribution in excess of net income)

Distribution in excess of net income

$ ( 11,663 ) $ ( 1,774 )

5 unchanged sentences

Basic and diluted net income per unit is the same because the Partnership does not have any potentially dilutive units outstanding for the periods presented.

Three Months Ended September 30, 2024

Three Months Ended March 31, 2025

Limited Partners' Common Units Incentive Distribution Rights Total

1 unchanged sentence

Distribution $ 16,611 $ — $ 16,611

Net income in excess of distribution

Distribution in excess of net income

( 11,663 ) — ( 11,663 )

7 unchanged sentences

(in thousands of dollars, except unit amounts and per unit data)

Three Months Ended September 30, 2023

Limited Partners' Common Units Incentive Distribution Rights Total

Net income attributable to the Partnership:

Distribution $ 16,607 $ — $ 16,607

Distribution in excess of net income ( 3,401 ) — ( 3,401 )

Net income $ 13,206 $ — $ 13,206

Weighted average units outstanding:

Basic and diluted 35,225,410 35,225,410

Net income per limited partner unit:

Basic and diluted $ 0.37

Nine Months Ended September 30, 2024

Limited Partners' Common Units Incentive Distribution Rights Total

Net income attributable to the Partnership:

Distribution $ 49,826 $ — $ 49,826

Distribution in excess of net income ( 2,430 ) — ( 2,430 )

Net income $ 47,396 $ — $ 47,396

Weighted average units outstanding:

Basic and diluted 35,230,961 35,230,961

Net income per limited partner unit:

Basic and diluted $ 1.35

Nine Months Ended September 30, 2023

Three Months Ended March 31, 2024

Limited Partners' Common Units Incentive Distribution Rights Total

17 unchanged sentences

50.0 % 50.0 %

WESTLAKE CHEMICAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — Continued

(in thousands of dollars, except unit amounts and per unit data)

The Partnership's distribution for the three months ended September 30, 2024 did not exceed the $ 1.2938 per unit threshold, and, as a result, no distribution was made with respect to the Partnership's incentive distribution rights to Westlake, as the holder of the Partnership's incentive distribution rights.

The Partnership's distribution for the three months ended March 31, 2025 did not exceed the $ 1.2938 per unit threshold, and, as a result, no distribution was made with respect to the Partnership's incentive distribution rights to Westlake, as the holder of the Partnership's incentive distribution rights.

Distributions Per Common Unit

Distributions per common unit for the three and nine months ended September 30, 2024 and 2023 were as follows:

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

Distributions per common unit for the three months ended March 31, 2025 and 2024 were as follows:

Three Months Ended March 31,

Distributions per common unit $ 0.4714 $ 0.4714

2 unchanged sentences

The Equity Distribution Agreement was amended on February 28, 2020 to reference a new shelf registration and subsequent renewals thereof for utilization under this agreement.

No common units were issued under this program as of September 30, 2024.

No common units were issued under this program as of March 31, 2025.

On March 29, 2019, the Partnership completed the issuance and sale of 2,940,818 common units at a price of $ 21.40 per unit through a private placement.

TTWF LP, Westlake's principal stockholder and a related party, acquired 1,401,869 common units out of 2,940,818 common units issued in the private placement.

WESTLAKE CHEMICAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — Continued

(in thousands of dollars, except unit amounts and per unit data)

Related Party Transactions

Related party transactions between the Partnership, OpCo and Westlake are primarily based on agreements such as the Ethylene Sales Agreement, the Feedstock Supply Agreement, the Services and Secondment Agreement, Site Lease Agreements, the Omnibus Agreement, the Investment Management Agreement, the Exchange Agreement, the OpCo Partnership Agreement, the OpCo Revolver and the MLP Revolver.

These agreements, discussed in detail in the Partnership's 2023 consolidated financial statements included in the 2023 Form 10-K filed on February 28, 2024, reflect the pervasive effect of the relationship with Westlake on the Partnership's operations and its consolidated financial statements.

These agreements, discussed in detail in the Partnership's 2024 consolidated financial statements included in the 2024 Form 10-K filed on March 5, 2025, reflect the pervasive effect of the relationship with Westlake on the Partnership's operations and its consolidated financial statements.

Pursuant to these agreements, the Partnership and OpCo regularly enter into transactions with Westlake.

5 unchanged sentences

Sales to related parties were as follows:

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

Three Months Ended March 31,

Net sales—Westlake $ 190,781 $ 235,209

As a result of the Partnership's decision to postpone the previously announced maintenance turnaround at the Petro 1 facility from the third quarter of 2024 to the first quarter of 2025, OpCo's production is anticipated to result in "excess quantities" of ethylene for the current contract year.

Therefore, Net sales—Westlake was reduced by $ 5,885 during the three and nine months ended September 30, 2024 in connection with charges to Westlake, under the Ethylene Sales Agreement, for certain non-variable costs of production subject to reimbursement related to the "excess quantities".

WESTLAKE CHEMICAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — Continued

(in thousands of dollars, except unit amounts and per unit data)

Cost of Sales from Related Parties

2 unchanged sentences

Charges from related parties for significant inputs included in cost of sales were as follows:

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

Three Months Ended March 31,

Feedstock purchased from Westlake and included in cost of sales $ 85,499 $ 78,537

3 unchanged sentences

Charges from related parties included within selling, general and administrative expenses were as follows:

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

Three Months Ended March 31,

Services received from Westlake and included in selling, general and administrative expenses $ 6,431 $ 6,099

WESTLAKE CHEMICAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — Continued

(in thousands of dollars, except unit amounts and per unit data)

Goods and Services from Related Parties Capitalized as Assets

1 unchanged sentence

Charges from related parties for goods and services capitalized as assets were as follows:

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

Three Months Ended March 31,

Goods and services purchased from Westlake and capitalized as assets $ 5,428 $ 412

2 unchanged sentences

Per the terms of the Investment Management Agreement, the Partnership earns a market return plus five basis points and Westlake provides daily availability of the invested cash to meet any liquidity needs of the Partnership or OpCo.

Accrued interest of $ 1,368 and $ 1,272 was included in the receivable under the Investment Management Agreement balance at September 30, 2024 and December 31, 2023, respectively.

Total interest earned related to the Investment Management Agreement was $ 1,368 and $ 1,186 for the three months ended September 30, 2024 and 2023, respectively, and $ 3,979 and $ 3,151 for the nine months ended September 30, 2024 and 2023, respectively.

Accrued interest of $ 1,357 and $ 1,385 was included in the receivable under the Investment Management Agreement balance at March 31, 2025 and December 31, 2024, respectively.

Total interest earned related to the Investment Management Agreement was $ 1,357 and $ 1,305 for the three months ended March 31, 2025 and 2024, respectively.

The Partnership's receivable under the Investment Management Agreement was as follows:

September 30,

2025 December 31,

Receivable under the Investment Management Agreement $ 104,529 $ 134,557

WESTLAKE CHEMICAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — Continued

(in thousands of dollars, except unit amounts and per unit data)

Accounts Receivable from Related Parties

The Partnership's accounts receivable from Westlake result primarily from ethylene sales to Westlake and the buyer deficiency fee and shortfall fee recognized under the Ethylene Sales Agreement.

As a result of force majeure events in 2021, the Partnership recognized a shortfall fee of $ 58,906 during 2021, of which $ 189 remained to be collected by the Partnership as of December 31, 2023 and was received in the nine months ended September 30, 2024.

The Partnership's accounts receivable from Westlake result primarily from ethylene sales to Westlake and any buyer deficiency fee and shortfall fee recognized under the Ethylene Sales Agreement.

As a result of the Partnership's decision to postpone the maintenance turnaround at the Petro 1 facility from the third quarter of 2024 to the first quarter of 2025, OpCo's production resulted in "excess quantities" of ethylene for the contract year ended December 31, 2024.

Pursuant to the terms of the Ethylene Sales Agreement, the excess quantities produced were sold to Westlake at prices that excluded certain non-variable costs of production.

As of December 31, 2024, accounts receivable included sales associated with the excess quantities, which were at a lower sales price.

The Partnership's accounts receivable from Westlake were as follows:

September 30,

2025 December 31,

2 unchanged sentences

The Partnership's accounts payable to Westlake result primarily from feedstock purchases under the Feedstock Supply Agreement and services provided under the Services and Secondment Agreement and the Omnibus Agreement.

As of September 30, 2024, accounts payable to Westlake also included $ 5,885 related to amounts charged to Westlake under the Ethylene Sales Agreement for certain non-variable costs of production subject to reimbursement as a result of OpCo's production of "excess quantities" of ethylene in the current contract year due to the Partnership's decision to postpone the previously announced maintenance turnaround at the Petro 1 facility from the third quarter of 2024 to the first quarter of 2025.

The Partnership's accounts payable to Westlake were as follows:

September 30,

2025 December 31,

Accounts payable—Westlake $ 42,628 $ 20,744

WESTLAKE CHEMICAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — Continued

(in thousands of dollars, except unit amounts and per unit data)

Related Party Leases

OpCo is obligated to Westlake under various long-term and short-term noncancelable operating leases, primarily related to rail cars and land.

Operating lease rentals paid to Westlake for such leases were $ 471 and $ 433 for the three months ended September 30, 2024 and 2023, respectively, an d $ 1,326 and $ 1,480 for the nine months ended September 30, 2024 and 2023 , respectively, an d are reflected in other charges from Westlake that are included in cost of sales.

Operating lease rentals paid to Westlake for such leases were $ 338 and $ 425 for the three months ended March 31, 2025 and 2024, respectively, an d are reflected in other charges from Westlake that are included in cost of sales.

OpCo has two site lease agreements with Westlake, each of which has a term of 50 years.

Pursuant to the site lease agreements, OpCo pays Westlake one dollar per site per year.

WESTLAKE CHEMICAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — Continued

(in thousands of dollars, except unit amounts and per unit data)

Debt Payable to Related Parties

See Note 9 for a description of related party debt payable balances.

Interest on related party debt payable balances, net of capitalized interest, for the three months ended September 30, 2024 and 2023 was $ 6,698 and $ 6,437 , respecti vely.

Interest on related party debt payable balances, net of capitalized interest, for the nine months ended September 30, 2024 and 2023 was $ 19,930 and $ 19,869 , respectively.

Interest on related party debt payable balances, net of capitalized interest, for the three months ended March 31, 2025 and 2024 was $ 5,537 and $ 6,581 , respecti vely.

Interest on related party debt payable is presented as interest expense—Westlake in the consolidated statements of operations.

At September 30, 2024 and December 31, 2023, accrued interest on related party debt was $ 6,753 and $ 6,675 , respectively, and is reflected as a component of accrued and other liabilities in the consolidated balance sheets.

At March 31, 2025 and December 31, 2024, accrued interest on related party debt was $ 5,617 and $ 5,848 , respectively, and is reflected as a component of accrued and other liabilities in the consolidated balance sheets.

Debt payable to related parties was as follows:

September 30,

2025 December 31,

1 unchanged sentence

Major Customer and Concentration of Credit Risk

During the three months ended September 30, 2024 and 2023, Westlake accounted for approximately 77.9 % and 89.9 %, respectively, of the Partnership's net sale s.

During the nine months ended September 30, 2024 and 2023 , Westlake accounted for approximately 81.6 % and 86.3 %, respectively, of the Partnership's net sales.

During the three months ended March 31, 2025 and 2024, Westlake accounted for approximately 80.3 % and 82.6 %, respectively, of the Partnership's net sale s.

Long-Term Debt Payable to Westlake

Long-term debt payable to Westlake consists of the following:

September 30,

2025 December 31,

2 unchanged sentences

Long-term debt payable to Westlake $ 399,674 $ 399,674

As of September 30, 2024, outstanding borrowings under the OpCo Revolver and the MLP Revolver bore interest at the Secured Overnight Financing Rate, as administered by the Federal Reserve Bank of New York ("SOFR") plus the Applicable Margin plus a 0.10 % credit spread adjustment.

As of March 31, 2025, outstanding borrowings under the OpCo Revolver and the MLP Revolver bore interest at the Secured Overnight Financing Rate, as administered by the Federal Reserve Bank of New York ("SOFR") plus the Applicable Margin plus a 0.10 % credit spread adjustment.

The Applicable Margin under the OpCo Revolver is 1.75 %.

1 unchanged sentence

The OpCo Revolver and the MLP Revolver are scheduled to mature on July 12, 2027.

The weighted average interest rate on all long-term debt was 7.2 % and 7.2 % at September 30, 2024 and December 31, 2023, respectively.

As of September 30, 2024, the Partnership was in compliance with all of the covenants under the OpCo Revolver and the MLP Revolver.

The weighted average interest rate on all long-term debt was 6.2 % and 6.4 % at March 31, 2025 and December 31, 2024, respectively.

As of March 31, 2025, the Partnership was in compliance with all of the covenants under the OpCo Revolver and the MLP Revolver.

WESTLAKE CHEMICAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — Continued

(in thousands of dollars, except unit amounts and per unit data)

Fair Value Measurements

4 unchanged sentences

Unobservable inputs that are not corroborated by market data.

WESTLAKE CHEMICAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — Continued

(in thousands of dollars, except unit amounts and per unit data)

The Partnership has financial assets and liabilities subject to fair value measures.

These financial assets and liabilities include cash and cash equivalents, accounts receivable, net, accounts payable and long-term debt payable to Westlake, all of which are recorded at carrying value.

The amounts reported in the consolidated balance sheets for accounts receivable, net and accounts payable approximate their fair value due to the short maturities of these instruments.

The carrying and fair values of the Partnership's long-term debt at September 30, 2024 and December 31, 2023 are summarized in the table below.

The amounts reported in the consolidated balance sheets for cash and cash equivalents, accounts receivable, net and accounts payable approximate their fair value due to the short maturities of these instruments.

The carrying and fair values of the Partnership's long-term debt at March 31, 2025 and December 31, 2024 are summarized in the table below.

The fair value of long-term debt is determined based on the present value of expected future cash flows using a discounted cash flow methodology.

1 unchanged sentence

Inputs used to estimate the fair values of the Partnership's long-term debt include the selection of an appropriate discount rate.

September 30, 2024 December 31, 2023

March 31, 2025 December 31, 2024

Value Carrying

2 unchanged sentences

Accrued and Other Liabilities

Accrued and other liabilities were $ 21,364 and $ 24,980 at September 30, 2024 and December 31, 2023, respectively.

Accrued interest on related party debt and accrued taxes, which are components of accrued and other liabilities, were $ 6,753 and $ 5,490 , respectively, at September 30, 2024 and $ 6,675 and $ 3,033 , respectively, at December 31, 2023.

Accrued and other liabilities were $ 63,336 and $ 16,920 at March 31, 2025 and December 31, 2024, respectively.

Accrued turnaround costs, which is a component of accrued and other liabilities, was $ 44,676 and $ 933 at March 31, 2025 and December 31, 2024, respectively.

No other component of accrued and other liabilities was more than five percent of total current liabilities.

Insurance Recoveries

During the three and nine months ended September 30, 2024, the Partnership recorded business interruption related insurance recoveries of $ 6,222 as a reduction in cost of sales and reflected in accounts receivable, net—third parties as of September 30, 2024.

These recoveries were related to the settlement of insurance claims for Hurricane Laura, which impacted OpCo's Petro 1 and Petro 2 units in the second half of 2020 and impacted production in the subsequent periods.

Cash Flow Information

Non-cash Investing Activity

Capital expenditure related liabilities, included in accounts payable—third parties and accrued and other liabilities, were $ 7,376 and $ 8,262 at September 30, 2024 and 2023, respectively.

Capital expenditure related liabilities, included in accounts payable—third parties and accrued and other liabilities, were $ 14,756 and $ 5,495 at March 31, 2025 and 2024, respectively.

Interest Paid

Interest paid by the Partnership, net of interest capitalized, was $ 19,852 and $ 18,095 for the nine months ended September 30, 2024 and 2023, respectively.

Interest paid by the Partnership, net of interest capitalized, was $ 5,769 and $ 6,640 for the three months ended March 31, 2025 and 2024, respectively.

Operating Leases

Right-of-use assets obtained in exchange for operating lease obligations were $ 758 and $ 5,079 for the nine months ended September 30, 2024 and 2023, respectively.

Right-of-use assets obtained in exchange for operating lease obligations were $ 173 and $ 0 for the three months ended March 31, 2025 and 2024, respectively.

WESTLAKE CHEMICAL PARTNERS LP

7 unchanged sentences

Pursuant to the Omnibus Agreement, certain subsidiaries of Westlake will indemnify the Partnership for liabilities that occurred or existed prior to August 4, 2014.

In September 2021, shortly after the turnaround on OpCo's Petro 2 facility commenced, there was a flash fire at the quench tower of the Petro 2 facility.

Contractors and employees working on and near the quench tower were injured and multiple lawsuits were filed against Westlake and OpCo.

Final settlements were reached with all of the plaintiffs to fully resolve the lawsuits by Westlake, and payment by Westlake and the insurance carriers is complete.

Westlake and its subsidiaries are responsible for indemnifying the Partnership in connection with any losses incurred by OpCo as a result of the fire.

The Partnership is also involved in other legal proceedings incidental to the conduct of its business.

After considering all relevant facts and circumstances, including applicable insurance and indemnification by Westlake, 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.

Segment Information

The Partnership has one operating segment, which is the Partnership's reportable segment, OpCo.

Consolidated net sales and provision for income taxes as disclosed in the consolidated statements of operations and depreciation and amortization and additions to property, plant and equipment as disclosed in the consolidated statements of cash flows are fully attributed to the OpCo segment, and as such, separate OpCo segment amounts are not repeated in the tables below.

Three Months Ended March 31,

Significant segment expenses and other segment items

Raw material, energy, manufacturing and logistics costs

$ 156,480 $ 154,499

Depreciation and amortization 27,068 27,994

Total cost of sales 183,548 182,493

Selling, general and administrative expenses 6,672 6,052

Other segment items (1)

( 971 ) ( 750 )

Interest expense—Westlake

OpCo $ 268 $ 374

Corporate 5,269 6,207

$ 5,537 $ 6,581

OpCo $ 48,380 $ 96,878

A reconciliation of total segment net income to consolidated net income is as follows:

Three Months Ended March 31,

Net income from OpCo

$ 48,380 $ 96,878

Corporate net loss

( 6,071 ) ( 7,232 )

$ 42,309 $ 89,646

WESTLAKE CHEMICAL PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — Continued

(in thousands of dollars, except unit amounts and per unit data)

2025 December 31,

$ 1,329,150 $ 1,238,420

42,202 49,536

$ 1,371,352 $ 1,287,956

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(1) Other segment items includes interest expense—Westlake, other income, net and provision for income taxes.

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What changed 10-Q

Item 1. Financial Statements