Westlake Chemical Partners LP (Partnership) operates, acquires and develops ethylene production facilities and related assets. Westlake Chemical Partners GP LLC serves as the general partner of the company.
The company’s business and operations are conducted through Westlake Chemical OpCo LP (OpCo). As of December 31, 2024, Westlake Corporation (Westlake) held a 77.2% limited partner interest in OpCo and a 40.1% limited partner interest in the company.
OpCo's assets are consisted of three ethy...
Westlake Chemical Partners LP (Partnership) operates, acquires and develops ethylene production facilities and related assets. Westlake Chemical Partners GP LLC serves as the general partner of the company.
The company’s business and operations are conducted through Westlake Chemical OpCo LP (OpCo). As of December 31, 2024, Westlake Corporation (Westlake) held a 77.2% limited partner interest in OpCo and a 40.1% limited partner interest in the company.
OpCo's assets are consisted of three ethylene production facilities, which primarily convert ethane into ethylene and have an aggregate annual capacity of approximately 3.7 billion pounds, and a 200-mile ethylene pipeline. OpCo derives substantially all of its revenue from these ethylene production facilities. Ethylene is the world's most widely used petrochemical in terms of volume and is a key building block used to produce a number of key derivatives, such as polyethylene (‘PE’) and polyvinyl chloride (‘PVC’), which are used in a wide variety of end markets, including packaging, construction and transportation. Westlake's downstream PE and PVC production facilities consume a substantial majority of the ethylene produced by OpCo. OpCo generates revenue primarily by selling ethylene to Westlake and others, as well as through the sale of co-products of ethylene production, including propylene, crude butadiene, pyrolysis gasoline, and hydrogen. The company’s sole revenue generating asset is its 22.8% limited partner interest in OpCo.
Any ethylene not sold to Westlake and all co-products that are produced by OpCo will be sold to third parties on either a spot or contract basis. OpCo also entered into a feedstock supply agreement with Westlake that supplies OpCo with ethane (and any other feedstocks) required for OpCo to produce ethylene under the Ethylene Sales Agreement (the ‘Feedstock Supply Agreement’). OpCo primarily uses ethane (a component of natural gas liquids, or NGLs) to produce ethylene.
The company’s assets and operations are all located and conducted in the United States.
Assets and Operations
The company's sole revenue-generating asset is its 22.8% limited partner interest in OpCo. It also owns the general partner interest of OpCo. OpCo owns:
Two ethylene production facilities at Westlake's Lake Charles, Louisiana site (Petro 1 and Petro 2, collectively referred to as Lake Charles Olefins), with an annual combined capacity of approximately 3.0 billion pounds;
One ethylene production facility at Westlake's Calvert City, Kentucky site (Calvert City Olefins), with an annual capacity of approximately 730 million pounds; and
a 200-mile common carrier ethylene pipeline that runs from Mont Belvieu, Texas to the Longview, Texas chemical site, which includes Westlake's Longview PE production facility (the Longview Pipeline).
As the owner of the general partner interest of OpCo, the company controls all aspects of the management of OpCo.
OpCo's Assets
Ethylene Production Facilities
OpCo operates three ethylene production facilities that are situated on real property leased to OpCo by Westlake pursuant to two 50-year site lease agreements. Ethylene can be produced from either NGL feedstocks, such as ethane, propane and butane, or from petroleum-derived feedstocks, such as naphtha. Lake Charles Olefins and Calvert City Olefins use primarily ethane as their feedstock. Calvert City Olefins can also use propane as a feedstock and Petro 2 can also use an ethane/propane mix, propane, butane or naphtha as a feedstock.
Lake Charles Olefins
Two of OpCo's ethylene production facilities, which the company refers to as Petro 1 and Petro 2, and collectively, as Lake Charles Olefins, are located at Westlake's Lake Charles site. The combined capacity of these two ethylene production facilities is approximately 3.0 billion pounds per year.
Within Westlake's Lake Charles site, Petro 1 and Petro 2 are connected by pipeline systems to Westlake's polyethylene plants. Westlake may use the ethylene it purchases from OpCo at its Lake Charles facilities or transfer it to its Geismar facility or its Longview facility, either through physical transportation or via exchange transactions. Westlake may also use the ethylene it purchases from OpCo with chlorine to produce ethylene dichloride and transport it via barge to Westlake's Calvert City site.
In addition, OpCo produces ethylene co-products, including chemical grade propylene, crude butadiene, pyrolysis gasoline and hydrogen. OpCo sells its output of these co-products to external customers.
Calvert City Olefins
One of OpCo's ethylene production facilities is located at Westlake's Calvert City site, which the company refers to as Calvert City Olefins. The capacity of Calvert City Olefins is approximately 730 million pounds per year.
Pipeline
OpCo owns a 200-mile 10-inch diameter ethylene pipeline system that connects the Equistar Pipeline, the Flint Hills Pipeline and the Lone Star Storage Facility in Mont Belvieu to the Longview, Texas chemical site, which includes Westlake's Longview PE production facility. The system has a capacity of 3.5 million pounds per day of ethylene and is operated as a common carrier pipeline by Buckeye Development & Logistics I LLC. As a common carrier intrastate pipeline in Texas, the system is subject to rate regulation under the Texas Utilities Code, as implemented by the Texas Railroad Commission, or the TRRC, and has a tariff on file with the TRRC.
Technology
OpCo has perpetual and paid-up licenses for steam cracking and process recovery technology used at its ethylene plants.
Agreements with Westlake
Ethylene Sales Agreement
OpCo and Westlake are parties to the Ethylene Sales Agreement, which has 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 12-months' notice. The Ethylene Sales Agreement requires Westlake to purchase OpCo's planned ethylene production each year. If OpCo's actual production is in excess of planned ethylene production, Westlake has the option to purchase up to 95% of production in excess of planned production.
Feedstock Supply Agreement
OpCo and Westlake are parties to the Feedstock Supply Agreement, which has 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 12-months' notice. Under the Feedstock Supply Agreement, Westlake sells OpCo ethane and other feedstock in amounts sufficient for OpCo to produce the ethylene to be sold under the Ethylene Sales Agreement.
Services and Secondment Agreement
OpCo and Westlake are parties to the Services and Secondment Agreement, pursuant to which OpCo provides Westlake with various utilities and utility services in exchange for Westlake providing OpCo with various utility services, comprehensive operating services for OpCo's units, services for the maintenance and operation of the common facilities and seconded employees to perform all services required under the agreement.
Site Lease Agreements
OpCo and Westlake are parties to two 50-year site lease agreements (the ‘Site Leases’). Under the Site Leases, OpCo leases the real property underlying Calvert City Olefins and Lake Charles Olefins; and is granted certain use and access rights related thereto. Each of the Site Leases is terminable by the lessor upon the occurrence of certain events of default or by OpCo if Calvert City Olefins or Lake Charles Olefins, as applicable, is destroyed by casualty. Pursuant to the Site Leases, Westlake has the right to restore and repurchase the units for fair market value if OpCo fails to expeditiously restore Calvert City Olefins or Lake Charles Olefins, as applicable, following a casualty loss. Subject to the foregoing repurchase right, OpCo may remove its ethylene production facilities and other related improvements for up to one year after expiration or termination of the applicable Site Lease, so long as such removal can be accomplished without material damage or harm to Westlake's property or operations and provided that any assets that are not timely removed by OpCo will be deemed to have been surrendered to Westlake.
Omnibus Agreement
The company, OpCo and Westlake are parties to the Omnibus Agreement, pursuant to which the company granted Westlake, among other things, a right of first refusal on any proposed transfer of (1) the company’s equity interests in OpCo, (2) the ethylene production facilities that serve Westlake's other facilities or (3) certain other assets the company may acquire from Westlake.
OpCo Partnership Agreement
The company, OpCo GP, and Westlake are parties to an agreement of limited partnership for OpCo (the ‘OpCo LP Agreement’). The OpCo LP Agreement governs the ownership and management of OpCo and designates OpCo GP as the general partner of OpCo. OpCo GP generally has complete authority to manage OpCo's business and affairs. The company controls OpCo GP as its sole member, subject to certain approval rights held by Westlake.
Investment Management Agreement
On August 1, 2017, the company, OpCo and Westlake executed an Investment Management Agreement that authorizes Westlake to invest the Partnership's and OpCo's excess cash with Westlake for durations of up to a maximum of nine months.
Competition
OpCo competes with other regional merchant ethylene producers, including LyondellBasell Industries, N.V., Shell Chemical Company, BASF Corporation and Motiva Enterprises LLC.
History
Westlake Chemical Partners LP, a Delaware limited partnership, was founded in 1991. The company was incorporated in 2014.