26 unchanged sentences
Basis for Opinions
−Removed: The Partnership's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management's Report on Internal Control over Financial Reporting appearing under Item 8.
+Added: The Partnership's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control over Financial Reporting.
Our responsibility is to express opinions on the Partnership's consolidated financial statements and on the Partnership's internal control over financial reporting based on our audits.
28 unchanged sentences
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").
−Removed: In the event Westlake purchases less than its annual commitment, the Partnership recognizes buyer deficiency fees representing fixed margin and all expenses and expenditures incurred per pound of volume committed but not taken by Westlake.
−Removed: Westlake exercised the Excess Production Option in 2024.
−Removed: The principal considerations for our determination that performing procedures relating to revenue from the Ethylene Sales Agreement is a critical audit matter are the significant audit effort in performing procedures and evaluating the calculation of the fee for each pound of ethylene.
+Added: In the event Westlake purchases less than its annual commitment, the Partnership recognizes a buyer deficiency fee (the "Buyer Deficiency Fee") representing fixed margin and all expenses and expenditures incurred per pound of volume committed but not taken by Westlake.
+Added: The Partnership recognized a Buyer Deficiency Fee of $6 million during 2025.
+Added: The principal considerations for our determination that performing procedures relating to revenue from the Ethylene Sales Agreement is a critical audit matter are the significant audit effort in performing procedures and evaluating the calculation of the fee for each pound of ethylene and the Buyer Deficiency Fee.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.
106 unchanged sentences
Net income $ 298,576 $ 369,159 $ 334,626
−Removed: Adjustments to reconcile net income to net cash provided by
−Removed: operating activities
+Added: Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization 127,978 111,899 110,203
Loss from disposition of property, plant and equipment 2,754 2,345 4,933
−Removed: Other losses (gains), net ( 182 ) ( 27 ) 356
+Added: Other gains, net
+Added: ( 11 ) ( 182 ) ( 27 )
Changes in operating assets and liabilities
5 unchanged sentences
Accrued and other liabilities 6,915 ( 5,821 ) 4,026
−Removed: Other, net ( 23,036 ) ( 32,140 ) ( 6,732 )
+Added: Deferred charges and other assets and others, net ( 125,162 ) ( 23,036 ) ( 32,140 )
Net cash provided by operating activities 280,469 485,001 451,999
4 unchanged sentences
120,000 — 145,000
−Removed: Net cash used for investing activities
−Removed: ( 88,971 ) ( 75,937 ) ( 12,002 )
+Added: Net cash provided by (used for) investing activities 31,183 ( 88,971 ) ( 75,937 )
Cash flows from financing activities
6 unchanged sentences
Net cash used for financing activities ( 325,699 ) ( 396,333 ) ( 382,225 )
−Removed: Net increase (decrease) in cash and cash equivalents ( 303 ) ( 6,163 ) 47,725
+Added: Net decrease in cash and cash equivalents ( 14,047 ) ( 303 ) ( 6,163 )
Cash and cash equivalents at beginning of the year 58,316 58,619 64,782
7 unchanged sentences
Westlake Chemical Partners LP (the "Partnership") is a Delaware limited partnership formed in March 2014 to operate, acquire and develop ethylene production facilities and related assets.
−Removed: On August 4, 2014, the Partnership completed its initial public offering (the "IPO") of 12,937,500 common units representing limited partner interests.
−Removed: In connection with the IPO, the Partnership acquired a 10.6 % limited partner interest in Westlake Chemical OpCo LP ("OpCo") and a 100 % interest in Westlake Chemical OpCo GP LLC ("OpCo GP"), which is the general partner of OpCo.
+Added: On August 4, 2014, the Partnership completed its initial public offering of 12,937,500 common units representing limited partner interests.
+Added: The Partnership owns 22.8 % limited partner interest in Westlake Chemical OpCo LP ("OpCo") and a 100 % interest in Westlake Chemical OpCo GP LLC ("OpCo GP"), which is the general partner of OpCo.
OpCo owns three ethylene production facilities and one common carrier ethylene pipeline (collectively, the "Contributed Assets").
−Removed: Since the IPO, the Partnership has periodically purchased additional limited partner interest in OpCo.
−Removed: Most recently, on March 29, 2019, the Partnership purchased an additional 4.5 % newly-issued limited partner interest in OpCo for approximately $ 201,445 , resulting in an aggregate 22.8 % limited partner interest in OpCo, effective January 1, 2019.
The remaining 77.2 % limited partner interest in OpCo is owned by Westlake Corporation.
2 unchanged sentences
For more information, see Note 2.
−Removed: The Partnership sells ethylene production in excess of volumes sold to Westlake, as well as all of the co-products resulting from the ethylene production, including propylene, crude butadiene, pyrolysis gasoline and hydrogen, directly to third parties on either a spot or contract basis.
−Removed: Co-products sold to third parties are transported by rail or truck.
−Removed: Net proceeds (after transportation and other costs) from the sales of ethylene co-products that result from the production of ethylene purchased by Westlake are netted against the ethylene price charged to Westlake under the Ethylene Sales Agreement, thereby reducing the Partnership's exposure to fluctuations in the market prices of these co-products.
Basis of Presentation
7 unchanged sentences
Westlake's retained interest of 77.2 % is recorded as noncontrolling interest in the Partnership's consolidated financial statements.
−Removed: WESTLAKE CHEMICAL PARTNERS LP
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
−Removed: (in thousands of dollars, except unit amounts and per unit data)
Cash and Cash Equivalents
11 unchanged sentences
Cost includes expenditures for improvements and betterments that extend the useful lives of the assets and interest capitalized on significant capital projects.
+Added: WESTLAKE CHEMICAL PARTNERS LP
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
+Added: (in thousands of dollars, except unit amounts and per unit data)
Interest expense is capitalized for qualifying assets under construction.
6 unchanged sentences
However, no asset retirement obligations have been recognized because the fair value of the conditional legal obligation cannot be measured due to the indeterminate settlement date of the obligation.
−Removed: Settlement of these conditional asset retirement obligations is not expected to have a material adverse effect on the Partnership's financial condition, results of operations or cash flows in any individual reporting period.
Depreciation is provided by utilizing the straight-line method over the estimated useful lives of the assets as follows:
3 unchanged sentences
Ethylene pipeline 35
−Removed: WESTLAKE CHEMICAL PARTNERS LP
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
−Removed: (in thousands of dollars, except unit amounts and per unit data)
Impairment of Long-Lived Assets
18 unchanged sentences
The cash outflows related to these costs are included in operating activities in the consolidated statement of cash flows.
+Added: WESTLAKE CHEMICAL PARTNERS LP
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
+Added: (in thousands of dollars, except unit amounts and per unit data)
Concentration of Credit Risk
12 unchanged sentences
The Partnership does not disclose the value of unsatisfied performance obligations because its contracts with customers (1) have an original expected duration of one year or less or (2) have only variable consideration that is calculated based on market prices at a specified date and is allocated to wholly unsatisfied performance obligations.
−Removed: WESTLAKE CHEMICAL PARTNERS LP
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
−Removed: (in thousands of dollars, except unit amounts and per unit data)
The Partnership generates a substantial majority of its revenue from sales to Westlake under the Ethylene Sales Agreement.
20 unchanged sentences
Actual results could differ from those estimates.
−Removed: Other Comprehensive Income
−Removed: The Partnership has not reported consolidated statements of comprehensive income for the years ended December 31, 2024, 2023 and 2022 due to immateriality of the components of other comprehensive income.
−Removed: Recently Issued Accounting Pronouncements
−Removed: Income Taxes (ASU No.
−Removed: In December 2023, the Financial Accounting Standards Board ("FASB") issued an accounting standards update to require additional tax disclosures under Topic 740 primarily related to the rate reconciliation and income taxes paid disclosures.
−Removed: 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.
−Removed: Retrospective application is also permitted.
−Removed: The update is not expected to have a material impact on the Partnership's disclosures.
WESTLAKE CHEMICAL PARTNERS LP
1 unchanged sentence
(in thousands of dollars, except unit amounts and per unit data)
+Added: Other Comprehensive Income
+Added: The Partnership has not reported consolidated statements of comprehensive income for the years ended December 31, 2025, 2024 and 2023 due to immateriality of the components of other comprehensive income.
+Added: Recently Issued Accounting Pronouncements
+Added: Measurement of Credit Losses for Accounts Receivable and Contract Assets (ASU No.
+Added: In July 2025, the Financial Accounting Standards Board ("FASB") issued an accounting standards update to add a practical expedient in developing reasonable and supportable forecasts as part of estimating expected credit losses.
+Added: All entities may elect a practical expedient that assumes the current conditions as of the balance sheet date do not change for the remaining life of the asset.
+Added: The amendments in this update are effective for annual reporting periods beginning after December 15, 2025 and interim reporting periods within those annual reporting periods, with early adoption permitted.
+Added: Entities should apply the new guidance prospectively.
+Added: The Partnership does not expect that this accounting standard, upon adoption, will have a material impact on the Partnership's consolidated financial statements.
Disaggregation of Income Statement Expenses (ASU No.
3 unchanged sentences
Early adoption is permitted.
−Removed: The Partnership is currently evaluating the impact of the update on the disclosures in the Partnership's financial statements.
+Added: The Partnership is currently evaluating the impact of the update on the disclosures in the Partnership's consolidated financial statements.
Recently Adopted Accounting Standard
−Removed: Segment Reporting (ASU No.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: Early adoption is permitted.
−Removed: The Partnership adopted this accounting standard effective for the annual 2024 financial statements, and the adoption resulted in additional segment disclosures (see Note 17) and will result in additional segment disclosures in the Partnership's interim period financial statements thereafter.
+Added: Income Taxes (ASU No.
+Added: In December 2023, the FASB issued an accounting standards update to enhance the transparency and decision-usefulness of income tax disclosures and to provide information to better assess how an entity's operations and related tax risks and tax planning and operational opportunities affect its tax rate and prospects for future cash flows.
+Added: For public business entities, the amendments in this update are effective for annual periods beginning after December 15, 2024, with an early adoption permitted.
+Added: The amendments should be applied prospectively;
+Added: however, retrospective application is permitted.
+Added: The Partnership adopted this accounting standard in the 2025 annual period and applied the standard prospectively.
+Added: The adoption of this ASU resulted in additional income tax disclosures (see Note 14).
Agreements with Westlake and Related Parties
Ethylene Sales Agreement
−Removed: OpCo has entered into an ethylene sales agreement with Westlake (the "Ethylene Sales Agreement") with an initial term of 12 years.
−Removed: The Ethylene Sales Agreement requires Westlake to purchase a minimum volume of ethylene each year equal to 95 % of OpCo's planned ethylene production per year (the "Minimum Commitment"), subject to certain exceptions and a maximum commitment of 3.8 billion pounds per year.
+Added: OpCo is party to an ethylene sales agreement with Westlake (the "Ethylene Sales Agreement"), which requires Westlake to purchase a minimum volume of ethylene each year equal to 95 % of OpCo's planned ethylene production per year (the "Minimum Commitment"), subject to certain exceptions and a maximum commitment of 3.8 billion pounds per year.
So long as Westlake is not in default under the Ethylene Sales Agreement, if OpCo's actual production exceeds planned production, Westlake has the option to purchase up to 95 % of the excess production (the "Excess Production Option").
3 unchanged sentences
• OpCo's estimated operating costs (including selling, general and administrative expenses), divided by OpCo's planned ethylene production for the year (in pounds);
+Added: WESTLAKE CHEMICAL PARTNERS LP
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
+Added: (in thousands of dollars, except unit amounts and per unit data)
• a five-year average of OpCo's expected future maintenance capital expenditures and other turnaround expenditures, divided by OpCo's planned ethylene production capacity for the year (in pounds);
2 unchanged sentences
The fee for the Excess Production Option, if exercised, equals OpCo's estimated variable operating costs of producing the incremental ethylene, net of revenues from co-products sales plus a $ 0.10 per pound margin.
−Removed: WESTLAKE CHEMICAL PARTNERS LP
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
−Removed: (in thousands of dollars, except unit amounts and per unit data)
The estimated operating costs and the expected future maintenance capital expenditures and other turnaround expenditures will be adjusted at the end of each year, to be applicable for the fee for the next calendar year, to reflect certain changes in forecasted costs.
2 unchanged sentences
Costs specific to the processing of Westlake's purge gas are recovered under the Services and Secondment Agreement (as described below), and not the Ethylene Sales Agreement.
−Removed: Pursuant 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 a force majeure event lasting fewer than 45 consecutive days.
−Removed: 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 p eriod.
−Removed: In the event Westlake purchases less than its annual commitment, the Partnership recognizes buyer deficiency fees representing fixed margin and all expenses and expenditures incurred per pound of volume committed but not taken by Westlake.
−Removed: Payment for the buyer deficiency fee is scheduled to be received by the Partnership after the conclusion of the year in which the force majeure event occurred.
+Added: Pursuant to the Ethylene Sales Agreement, Westlake is obligated to pay for the annual minimum quantity (95% of OpCo's budgeted ethylene production), which is measured on an annual basis.
+Added: In the event Westlake purchases less than its annual commitment, the Partnership recognizes a buyer deficiency fee ("Buyer Deficiency Fee") representing fixed margin and all expenses and expenditures incurred per pound of volume committed but not taken by Westlake.
+Added: The annual commitment is not reduced for a force majeure event affecting OpCo's plants that lasts fewer than 45 consecutive days;
+Added: however, in the event of such a force majeure event, the Partnership recognizes a Buyer Deficiency Fee representing fixed margin and unavoided operating and maintenance capital expenditures and maintenance expenses per pound of volume committed by Westlake during the force majeure period.
+Added: Payment of the Buyer Deficiency Fee is scheduled to be received by the Partnership after the conclusion of the year in which the annual commitment was not purchased and taken by Westlake.
The result of the fee structure is that OpCo should generally recover the portion of its total operating costs and maintenance capital expenditures and other turnaround expenditures corresponding to the portion of OpCo's aggregate production that is purchased by Westlake.
2 unchanged sentences
The Ethylene Sales Agreement provides that, if compliance with any law adopted or modified following the IPO results in OpCo incurring additional costs in excess of $ 500 in any contract year, OpCo is entitled to charge Westlake a monthly surcharge following efforts to mitigate the effects of such matter.
−Removed: The Ethylene Sales Agreement has an initial term extending until December 31, 2026 and automatically renews thereafter for successive 12 -month terms unless terminated.
+Added: On October 28, 2025, OpCo and Westlake agreed to renew the Ethylene Sales Agreement through December 31, 2027 in accordance with its terms, which provide for an initial term through December 31, 2026 and automatic 12 -month renewal periods until terminated at the end of the initial term or any renewal term of not less than 12 -months' notice.
Feedstock Supply Agreement
−Removed: OpCo has entered into a feedstock supply agreement with Westlake, pursuant to which Westlake sells to OpCo ethane and other feedstock in amounts sufficient for OpCo to produce the ethylene to be sold under the Ethylene Sales Agreement (the "Feedstock Supply Agreement").
+Added: OpCo is party to a feedstock supply agreement with Westlake, pursuant to which Westlake sells to OpCo ethane and other feedstock in amounts sufficient for OpCo to produce the ethylene to be sold under the Ethylene Sales Agreement (the "Feedstock Supply Agreement").
The Feedstock Supply Agreement provides that OpCo may obtain feedstock from Westlake based on Westlake's total cost of purchasing and delivering the feedstock, including applicable transportation, storage and other costs.
Title and risk of loss for all feedstock purchased by OpCo through the Feedstock Supply Agreement passes to OpCo upon delivery to one of three delivery points described in the Feedstock Supply Agreement.
+Added: WESTLAKE CHEMICAL PARTNERS LP
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
+Added: (in thousands of dollars, except unit amounts and per unit data)
The Feedstock Supply Agreement has an initial term extending until December 31, 2026 and automatically renews thereafter for successive 12 -month terms unless terminated by either party;
1 unchanged sentence
The Feedstock Supply Agreement may, in certain circumstances, terminate concurrently with the termination of the Ethylene Sales Agreement.
+Added: On October 28, 2025, OpCo and Westlake agreed to renew the Feedstock Supply Agreement through December 31, 2027 in accordance with its terms, which provide for an initial term through December 31, 2026 and automatic 12 -month renewal periods until terminated at the end of the initial term or any renewal term on not less than 12 -months' notice.
Services and Secondment Agreement
−Removed: OpCo has entered into a Services and Secondment Agreement with Westlake, pursuant to which OpCo provides Westlake with certain services required for the operation of Westlake's facilities;
+Added: OpCo is party to a Services and Secondment Agreement with Westlake, pursuant to which OpCo provides Westlake with certain services required for the operation of Westlake's facilities;
and Westlake provides OpCo with comprehensive operating services for OpCo's facilities, ranging from services relating to the maintenance and operations of the common facilities necessary for the operation of OpCo's units, to making available certain shared utilities such as electricity and natural gas that are necessary for the operation of OpCo's units.
1 unchanged sentence
Such seconded employees are under the control of OpCo while they work on OpCo's facilities.
−Removed: WESTLAKE CHEMICAL PARTNERS LP
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
−Removed: (in thousands of dollars, except unit amounts and per unit data)
−Removed: The Services and Secondment Agreement has an initial 12 -year term.
−Removed: The Services and Secondment Agreement may be renewed thereafter upon agreement of the parties and shall automatically terminate if the Ethylene Sales Agreement terminates under certain circumstances.
+Added: In connection with the renewals of the Ethylene Sales Agreement and the Feedstock Supply Agreement, on October 28, 2025, OpCo and certain affiliates of Westlake entered into an amendment to the Services and Secondment Agreement to align the date of expiration of such agreement with the date of expiration term of the Ethylene Sales Agreement.
Westlake and OpCo each can terminate the Services and Secondment Agreement under certain circumstances, including if the other party materially defaults on the performance of its obligations and such default continues for a 30 -day period.
7 unchanged sentences
The Omnibus Agreement also addresses Westlake's right of first refusal on any proposed transfer of the ethylene production facilities that serve Westlake's other facilities and Westlake's right of first refusal on any proposed transfer of the Partnership's equity interests in OpCo.
+Added: In connection with the renewals of the Ethylene Sales Agreement and the Feedstock Supply Agreement, on October 28, 2025, the Partnership, OpCo and certain affiliates of Westlake also entered into an amendment to the Omnibus Agreement to provide that the Omnibus Agreement would terminate upon termination of the Ethylene Sales Agreement.
Exchange Agreement
7 unchanged sentences
The Partnership controls OpCo GP, as its sole member, subject to certain approval rights held by Westlake.
+Added: WESTLAKE CHEMICAL PARTNERS LP
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
+Added: (in thousands of dollars, except unit amounts and per unit data)
Investment Management Agreement
6 unchanged sentences
Allowance for credit losses ( 170 ) ( 181 )
−Removed: Other receivables — 3,357
Accounts receivable, net—third parties $ 9,113 $ 11,576
−Removed: WESTLAKE CHEMICAL PARTNERS LP
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
−Removed: (in thousands of dollars, except unit amounts and per unit data)
Inventories consist of the following:
18 unchanged sentences
Factors considered in the qualitative assessment included industry and market considerations, cost factors, including consideration of the Partnership's fixed margin under the Ethylene Sales Agreement, and current and projected financial performance.
+Added: WESTLAKE CHEMICAL PARTNERS LP
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
+Added: (in thousands of dollars, except unit amounts and per unit data)
Deferred Charges and Other Assets
5 unchanged sentences
Certain other assets are amortized over periods ranging from three to twenty years using the straight-line method.
−Removed: WESTLAKE CHEMICAL PARTNERS LP
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
−Removed: (in thousands of dollars, except unit amounts and per unit data)
Long-Term Debt
23 unchanged sentences
As of December 31, 2025, the Partnership was in compliance with all of the covenants under the OpCo Revolver and the MLP Revolver.
−Removed: The weighted average interest rate on all long-term debt was 6.4 % and 7.2 % at December 31, 2024 and 2023, respectively.
−Removed: As of December 31, 2024, the Partnership had no scheduled maturities of long-term debt until 2027.
−Removed: The OpCo Revolver and the MLP Revolver are scheduled to mature on July 12, 2027.
WESTLAKE CHEMICAL PARTNERS LP
1 unchanged sentence
(in thousands of dollars, except unit amounts and per unit data)
+Added: The weighted average interest rate on all long-term debt was 5.8 % and 6.4 % at December 31, 2025 and 2024, respectively.
+Added: As of December 31, 2025, the Partnership had no scheduled maturities of long-term debt until 2027.
+Added: The OpCo Revolver and the MLP Revolver are scheduled to mature on July 12, 2027.
Distributions and Net Income Per Limited Partner Unit
25 unchanged sentences
Basic and diluted $ 1.38
+Added: WESTLAKE CHEMICAL PARTNERS LP
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
+Added: (in thousands of dollars, except unit amounts and per unit data)
Year Ended December 31, 2024
9 unchanged sentences
Basic and diluted $ 1.77
−Removed: WESTLAKE CHEMICAL PARTNERS LP
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
−Removed: (in thousands of dollars, except unit amounts and per unit data)
Year Ended December 31, 2023
25 unchanged sentences
Distributions per common unit $ 1.8856 $ 1.8856 $ 1.8856
+Added: WESTLAKE CHEMICAL PARTNERS LP
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
+Added: (in thousands of dollars, except unit amounts and per unit data)
Partners' Equity
4 unchanged sentences
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.
−Removed: WESTLAKE CHEMICAL PARTNERS LP
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
−Removed: (in thousands of dollars, except unit amounts and per unit data)
Related Party Transactions
11 unchanged sentences
Net sales—Westlake $ 1,033,276 $ 950,801 $ 1,026,655
−Removed: 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 resulted in "excess quantities" of ethylene for the contract year ended December 31, 2024.
−Removed: Pursuant to the terms of the Ethylene Sales Agreement, the excess quantities produced by the Partnership during the year ended December 31, 2024 were sold to Westlake at prices that excluded certain non-variable costs of production.
−Removed: Based on OpCo's 2022 production, the Partnership recognized buyer deficiency fees of $ 23,835 during the year ended December 31, 2022.
+Added: As of December 31, 2025, OpCo had an annual production deficiency under the Ethylene Sales Agreement for the full year 2025 primarily due to the Petro 1 turnaround extending into April 2025, which was later than the planned completion in March 2025.
+Added: The total Buyer Deficiency Fee recognized by the Partnership during the twelve months ended December 31, 2025 was $ 5,835 .
The Buyer Deficiency Fee is measured periodically based upon the lower of the actual production deficiency at period end or the estimated annual production deficiency based upon OpCo's annual anticipated production.
These periodic estimates are updated at the end of the year based on actual annual production.
−Removed: The buyer deficiency fees are classified as a component of net sales—Westlake.
−Removed: The buyer deficiency fee was received by the Partnership in January 2023.
+Added: The Buyer Deficiency Fee is classified as a component of net sales—Westlake.
Cost of Sales from Related Parties
29 unchanged sentences
Receivable under the Investment Management Agreement $ 23,378 $ 134,557
+Added: WESTLAKE CHEMICAL PARTNERS LP
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
+Added: (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 any Buyer Deficiency Fee and Shortfall recognized under the Ethylene Sales Agreement.
−Removed: As of December 31, 2024, accounts receivable includes sales associated with the Excess Production Option which are at a lower sales price as described in Note 2 and under —Sales to Related Parties above.
+Added: The Buyer Deficiency Fee of $ 5,835 , as discussed above under "Sales to Related Parties" recognized in the twelve months ended December 31, 2025, was received by the Partnership in January 2026.
+Added: 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.
+Added: 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.
+Added: 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:
Accounts receivable—Westlake $ 63,571 $ 31,975
−Removed: WESTLAKE CHEMICAL PARTNERS LP
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
−Removed: (in thousands of dollars, except unit amounts and per unit data)
Accounts Payable to Related Parties
14 unchanged sentences
Pursuant to the site lease agreements, OpCo pays Westlake one dollar per site per year.
+Added: WESTLAKE CHEMICAL PARTNERS LP
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
+Added: (in thousands of dollars, except unit amounts and per unit data)
Major Customer and Concentration of Credit Risk
2 unchanged sentences
See Note 10 above for an additional transaction through which a related party acquired common units in a private placement.
−Removed: WESTLAKE CHEMICAL PARTNERS LP
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
−Removed: (in thousands of dollars, except unit amounts and per unit data)
Unit-based Compensation
22 unchanged sentences
The unrecognized compensation cost associated with all grants under the Plan at December 31, 2025 was $ 169 and the weighted average remaining term of the units at December 31, 2025 was 0.6 years.
+Added: WESTLAKE CHEMICAL PARTNERS LP
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
+Added: (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.
−Removed: WESTLAKE CHEMICAL PARTNERS LP
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
−Removed: (in thousands of dollars, except unit amounts and per unit data)
The Partnership has financial assets and liabilities subject to fair value measures.
18 unchanged sentences
Total provision $ 547 $ 835 $ 813
+Added: The Partnership adopted ASU 2023-09 in the 2025 period and applied this standard prospectively.
+Added: The adoption of this ASU resulted in additional income tax disclosures.
The reconciliation of income tax expense at the U.S.
1 unchanged sentence
Year Ended December 31,
+Added: Provision for federal income tax, at statutory rate $ 62,816 21.0 %
+Added: State income tax provision, net of federal income tax effect (1)
+Added: Partnership income not subject to entity-level federal income tax ( 62,816 ) ( 21.0 ) %
+Added: Total provision $ 547 0.2 %
____________________________
+Added: (1) State income taxes in Kentucky and Texas made up the majority (greater than 50 percent) of the tax effect in this category.
+Added: WESTLAKE CHEMICAL PARTNERS LP
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
+Added: (in thousands of dollars, except unit amounts and per unit data)
+Added: The comparative periods are presented under the previous guidance within Accounting Standards Codification 740.
+Added: The reconciliation of income tax expense at the U.S.
+Added: statutory rate to the income tax expense is as follows:
+Added: Year Ended December 31,
Provision for federal income tax, at statutory rate $ 77,699 $ 70,442
9 unchanged sentences
Total deferred tax liabilities $ ( 1,546 ) $ ( 1,546 )
−Removed: WESTLAKE CHEMICAL PARTNERS LP
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
−Removed: (in thousands of dollars, except unit amounts and per unit data)
Supplemental Information
1 unchanged sentence
Accrued and other liabilities were $ 22,199 and $ 16,920 at December 31, 2025 and 2024, respectively.
−Removed: Accrued interest on related party debt, which is a component of accrued and other liabilities, was $ 5,848 and $ 6,675 at December 31, 2024 and 2023, respectively.
+Added: Accrued maintenance, accrued turnaround costs, and accrued interest on related party debt, which are components of accrued and other liabilities, were $ 2,764 , $ 6,372 , and $ 5,508 , respectively, at December 31, 2025 and $ 1,458 , $ 933 , and $ 5,848 , respectively, at December 31, 2024.
No other component of accrued and other liabilities was more than five percent of total current liabilities.
9 unchanged sentences
Income tax paid by the Partnership was $ 873 , $ 831 and $ 827 for the years ended December 31, 2025, 2024 and 2023, respectively, of which $ 540 , $ 480 and $ 480 was paid directly to the tax authorities for the years ended December 31, 2025, 2024 and 2023, and $ 333 , $ 351 and $ 347 was paid to Westlake as reimbursements for the years ended December 31, 2025, 2024 and 2023.
+Added: WESTLAKE CHEMICAL PARTNERS LP
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
+Added: (in thousands of dollars, except unit amounts and per unit data)
+Added: The Partnership's income taxes paid are presented in accordance with ASU 2023-09 and the standard is applied prospectively.
+Added: The Partnership's payment of income taxes by jurisdiction is as follows:
+Added: Year Ended December 31,
+Added: Total income taxes paid
Operating Leases
5 unchanged sentences
Because the Partnership's production sites have a history of industrial use, it is impossible to predict precisely what effect these legal requirements will have on the Partnership.
−Removed: Pursuant to the Omnibus Agreement, certain subsidiaries of Westlake will indemnify the Partnership for liabilities that occurred or existed prior to August 4, 2014.
+Added: Pursuant to the Omnibus Agreement, certain subsidiaries of Westlake will indemnify the Partnership for certain environmental and other liabilities that occurred or existed prior to August 4, 2014.
+Added: Pursuant to the Services and Secondment Agreement, certain subsidiaries of Westlake will indemnify the Partnership for certain liabilities incurred in connection with the performance of Westlake's services under such agreement.
The Partnership is also involved in other legal proceedings incidental to the conduct of its business.
2 unchanged sentences
The Partnership has various purchase commitments for its capital projects and for materials, supplies and services incident to the ordinary conduct of business.
−Removed: WESTLAKE CHEMICAL PARTNERS LP
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
−Removed: (in thousands of dollars, except unit amounts and per unit data)
Segment Information
9 unchanged sentences
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.
+Added: WESTLAKE CHEMICAL PARTNERS LP
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
+Added: (in thousands of dollars, except unit amounts and per unit data)
The accounting policies of the OpCo segment are the same as those described in Note 1.
14 unchanged sentences
OpCo $ 323,577 $ 397,245 $ 363,028
−Removed: WESTLAKE CHEMICAL PARTNERS LP
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
−Removed: (in thousands of dollars, except unit amounts and per unit data)
A reconciliation of total segment net income to consolidated net income is as follows:
13 unchanged sentences
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.