PBF Logistics LP (Form: SC 13E3, Received: 08/29/2022 06:29:36)

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13E-3

TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE
SECURITIES EXCHANGE ACT OF 1934 AND
RULE 13e-3 THEREUNDER

Rule 13e-3 Transaction Statement
Under Section 13(e) of the Securities Exchange Act of 1934

PBF LOGISTICS LP
(Name of Issuer)

PBF Logistics LP

PBF Logistics GP LLC
PBF Energy Inc.

PBF Energy Company LLC

PBFX Holdings Inc.
Riverlands Merger Sub LLC
(Names of Persons Filing Statement)

Common Units Representing Limited Partner Interests
(Title of Class of Securities)

69318Q104
(CUSIP Number of Class of Securities)

Trecia M. Canty, Esq.

Senior Vice President, General Counsel and Secretary

PBF Energy Inc.

One Sylvan Way, Second Floor

Parsippany, New Jersey 07054

(973) 455-7500

Trecia M. Canty, Esq.

Senior Vice President, General Counsel and Secretary

PBF Logistics LP

One Sylvan Way, Second Floor

Parsippany, New Jersey 07054

(973) 455-7500

(Name, Address, and Telephone Numbers of Person Authorized to Receive Notices and Communications on Behalf of the Persons Filing Statement)

With copies to

Philip Haines, Esq.

Jordan Hirsch, Esq.

Hunton Andrews Kurth LLP

600 Travis St., Suite 4200

Houston, Texas 77002

(713) 220-4200

Michael Swidler, Esq.

Baker Botts L.L.P.

30 Rockefeller Plaza

New York, New York 10112-4498

(212) 408-2500

This statement is filed in connection with (check the appropriate box):

☒

The filing of solicitation materials or an information statement subject to Regulation 14A, Regulation 14C or Rule 13e-3(c) under the Securities Exchange Act of 1934.

☒

The filing of a registration statement under the Securities Act of 1933.

☐

A tender offer.

☐

None of the above.

Check the following box if the soliciting materials or information statement referred to in checking box (a) are preliminary copies: ☒

Check the following box if the filing is a final amendment reporting the results of the transaction: ☐

Neither the SEC nor any state securities regulatory agency has approved or disapproved the Merger, passed upon the merits or fairness of the Merger or passed upon the adequacy or accuracy of the disclosure in this document. Any representation to the contrary is a criminal offense.

INTRODUCTION

This Rule 13e-3 Transaction Statement on Schedule 13E-3 (this “Transaction Statement”), together with the exhibits hereto, is being filed with the Securities and Exchange Commission (the “SEC”) pursuant to Section 13(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), by: (i) PBF Logistics LP, a Delaware limited partnership (“PBFX”) and the issuer of the common units representing limited partner interests in PBFX (“PBFX Common Units,” and the holders of PBFX Common Units, the “PBFX Unitholders”) that are subject to the Rule 13e-3 transaction, (ii) PBF Energy Inc., a Delaware corporation (“PBF Energy”), (ii) PBF Energy Company LLC, a Delaware limited liability company and subsidiary of PBF Energy (“PBF LLC”), (iv) PBFX Holdings Inc., a Delaware corporation and wholly owned subsidiary of PBF LLC (“PBFX Holdings”), (v) Riverlands Merger Sub LLC, a Delaware limited liability company and wholly owned subsidiary of PBF LLC (“Merger Sub”), and (vi) PBF Logistics GP LLC, a Delaware limited liability company and the general partner of PBFX (“PBFX GP” or the “general partner”). Collectively, the persons filing this Transaction Statement are referred to as the “filing persons.”

This Transaction Statement relates to the Agreement and Plan of Merger, dated as of July 27, 2022 (the “Merger Agreement”), by and among PBF Energy, PBF LLC, PBFX Holdings, Merger Sub, PBFX and PBFX GP. Pursuant to the Merger Agreement, PBF LLC will acquire all of the outstanding PBFX Common Units other than PBFX Common Units held directly or indirectly by PBF Energy and its subsidiaries (all such PBFX Common Units held by persons other than PBF Energy and its subsidiaries, the “PBFX Public Common Units,” and the holders of such units, the “PBFX Public Unitholders”). Upon the terms and subject to the conditions set forth in the Merger Agreement, Merger Sub will be merged with and into PBFX (the “Merger”), with PBFX surviving as an indirect subsidiary of PBF Energy, owned 99% by PBF LLC and 1% by PBFX Holdings. The Merger will become effective upon the filing of a properly executed certificate of merger with the Secretary of State of the State of Delaware or at such later date and time as may be agreed by the parties and set forth in the certificate of merger (the “Effective Time”). The Merger Agreement provides that, if the Merger is completed, at the Effective Time, each outstanding PBFX Public Common Unit will be converted into the right to receive: (i) 0.270 (the “Exchange Ratio”) of a share of Class A Common Stock, par value $0.001 per share, of PBF Energy (the “PBF Energy Common Stock,” and such consideration, the “Stock Consideration”), (ii) $9.25 in cash, without interest (the “Cash Consideration” and together with the Stock Consideration, the “Merger Consideration”), (iii) any dividends or other distributions to which the holder thereof becomes entitled to upon surrender of such PBFX Public Common Units in accordance with the Merger Agreement, and (iv) any cash in lieu of fractional shares of PBF Energy Common Stock as described below. The receipt of Merger Consideration in exchange for PBFX Public Common Units pursuant to the Merger should be a taxable transaction to PBFX Public Unitholders. See “United States Federal Income Tax Consequences” in the Proxy Statement/Prospectus (as defined below). The Exchange Ratio is fixed and will not be adjusted on account of any change in price of either PBF Energy Common Stock or PBFX Common Units prior to completion of the Merger; provided, that the Merger Agreement includes an adjustment mechanism (the “19.9% Cap Adjustment Mechanism”) so that the number of shares of PBF Energy Common Stock to be issued in the Merger does not exceed 19.9% of the issued and outstanding shares of PBF Energy Common Stock immediately prior to the Effective Time (the “19.9% Limitation”). The 19.9% Cap Adjustment Mechanism is necessary to ensure that PBF Energy satisfies certain applicable regulatory restrictions regarding issuing common stock without stockholder approval imposed by the New York Stock Exchange (“NYSE”). In the event that the 19.9% Cap Adjustment Mechanism is triggered, (i) the Exchange Ratio of 0.270 will be reduced to the minimum extent necessary so that the aggregate number of shares of PBF Energy Common Stock to be issued as Stock Consideration does not exceed the 19.9% Limitation (the “Adjusted Exchange Ratio”), and (ii) the Cash Consideration will be increased by an amount equal to the product of $31.14, multiplied by the difference between the Exchange Ratio and the Adjusted Exchange Ratio.

PBF Energy will not issue any fractional shares in the Merger. Instead, each holder of PBFX Common Units that are converted pursuant to the Merger Agreement who otherwise would have received a fraction of a share of PBF Energy Common Stock will be entitled to receive, in lieu thereof, a cash payment (without interest and rounded up to the nearest whole cent) in an amount equal to the product of (i) the average trading prices of the PBF Energy Common Stock over the ten-day period prior to the closing date of the Merger, and (ii) the fraction of the share of PBF Energy Common Stock that such holder would otherwise be entitled to receive pursuant to the Merger Agreement. Holders of shares of PBF Energy Common Stock will continue to own their existing shares of PBF Energy Common Stock. There will be no change in the ownership of the non-economic general partner interest in PBFX held by PBFX GP, which will continue as a non-economic general partner interest in the surviving entity.

The closing of the Merger will take place on the second business day after the satisfaction or waiver of the conditions set forth in the Merger Agreement (other than conditions that by their nature are to be satisfied at the closing but subject to the satisfaction or waiver of those conditions), or at such other place, date and time as PBF Energy and PBFX may agree.

Concurrently with the execution of the Merger Agreement, PBF Energy and PBF LLC entered into a Voting and Support Agreement, dated as of July 27, 2022 (the “Support Agreement”), with PBFX, pursuant to which, among other things, PBF Energy has agreed to cause PBF LLC, in its capacity as a limited partner of PBFX, to vote its PBFX Common Units in favor of the Merger Agreement and the transactions contemplated thereby, including the Merger. As of August 24, 2022, PBF LLC owned 29,953,631 PBFX Common Units (representing approximately 47.7% of the issued and outstanding PBFX Common Units).

On July 26, 2022, the Conflicts Committee (which consists of the three members of the GP Board (as defined below) who are independent under PBFX’s governance guidelines, the Third Amended and Restated Agreement of Limited Partnership of PBFX, dated as of February 13, 2019, as amended or supplemented from time to time (the “PBFX Partnership Agreement”) and the listing standards of the NYSE and who are not also executive officers or members of the Board of Directors of PBF Energy (the “PBF Energy Board”) (the “Conflicts Committee”)) of the Board of Directors of PBFX GP (the “GP Board”) in good faith, unanimously resolved: (i) that the Merger Agreement and the Support Agreement and the transactions contemplated thereby, including the Merger, on the terms and conditions set forth in the Merger Agreement and the Support Agreement, are fair and reasonable to, and in the best interests of, the PBFX Unitholders other than PBF Energy, PBF LLC, PBFX Holdings, PBFX, PBFX GP or their affiliates (the “PBFX Unaffiliated Unitholders”) and, assuming PBF Energy approved the Merger, PBFX, (ii) to approve the Merger Agreement and the Support Agreement and the transactions contemplated thereby, including the Merger, upon the terms and conditions set forth in the Merger Agreement and the Support Agreement, (iii) to recommend that the GP Board approve (x) the Merger Agreement and the Support Agreement and the transactions contemplated thereby, including the Merger, upon the terms and conditions set forth in the Merger Agreement and the Support Agreement, and (y) the execution, delivery and performance of the Merger Agreement and the Support Agreement and the transactions contemplated thereby, including the Merger, and (iv) to recommend to the GP Board that the GP Board (x) resolve to direct that the Merger Agreement be submitted to a vote of the PBFX Unitholders, and (y) recommend approval of the transactions contemplated by the Merger Agreement, including the Merger, by the PBFX Unitholders.

On July 27, 2022, the GP Board, acting upon the recommendation of the Conflicts Committee, unanimously: (i) approved the Merger Agreement and the Support Agreement and the transactions contemplated thereby, including the Merger, and the execution, delivery and performance of the Merger Agreement and the Support Agreement, (ii) approved the submission of the Merger Agreement and the transactions contemplated thereby, including the Merger, to a vote of the PBFX Unitholders, and (iii) determined to recommend approval of the Merger Agreement and the transactions contemplated thereby, including the Merger, by the PBFX Unitholders.

PBFX will hold a virtual special meeting of the PBFX Unitholders in connection with the proposed Merger via audio webcast (the “PBFX Special Meeting”). At the PBFX Special Meeting, the PBFX Unitholders will be asked to vote on the proposal to approve the Merger Agreement and the transactions contemplated thereby, including the Merger (the “Merger Proposal”). Pursuant to the PBFX Partnership Agreement, approval of the Merger Proposal requires the affirmative vote of holders of a majority of the outstanding PBFX Common Units, which includes the PBFX Common Units owned directly or indirectly by PBF Energy and its subsidiaries. In addition, at the PBFX Special Meeting, the PBFX Unitholders will be asked to consider and vote on a proposal to adjourn the PBFX Special Meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are not sufficient votes to approve the Merger Agreement and transactions contemplated thereby, including the Merger, at the time of the PBFX Special Meeting (the “Adjournment Proposal”). Approval of the Adjournment Proposal requires approval by the affirmative vote of the PBFX Unitholders representing a majority of the outstanding PBFX Common Units, which includes the PBFX Common Units owned directly or indirectly by PBF Energy and its subsidiaries.

Concurrently with the filing of this Transaction Statement, PBF Energy is filing with the SEC a Registration Statement on Form S-4, which includes a Proxy Statement/Prospectus (the “Proxy Statement/Prospectus”) in connection with the Merger Agreement and the transactions contemplated thereby, including the Merger and the PBFX Special Meeting. A copy of the Proxy Statement/Prospectus is attached hereto as Exhibit (a)(1). A copy of the Merger Agreement is attached as Annex A to the Proxy Statement/Prospectus. A copy of the Support Agreement is attached as Annex B to the Proxy Statement/Prospectus. All references in this Transaction Statement to Items numbered 1001 to 1016 are references to Items contained in Regulation M-A under the Exchange Act.

Pursuant to General Instruction F to Schedule 13E-3, the information contained in the Proxy Statement/Prospectus, including all annexes thereto, is incorporated herein by reference in its entirety and responses to each item herein are qualified in their entirety by the information contained in the Proxy Statement/Prospectus and the annexes thereto. The cross-references below are being supplied pursuant to General Instruction G to Schedule 13E-3 and show the location in the Proxy Statement/Prospectus of the information required to be included in response to the items of Schedule 13E-3. As of the date hereof, the Proxy Statement/Prospectus is in preliminary form and is subject to completion. Terms used but not defined in this Transaction Statement have the meanings given to them in the Proxy Statement/Prospectus. As of the date hereof, the Proxy Statement/Prospectus is in preliminary form and is subject to completion or amendment.

All information concerning PBFX contained in, or incorporated by reference into, this Transaction Statement was supplied by PBFX. Similarly, all information concerning any other filing person contained in, or incorporated by reference into, this Transaction Statement was supplied by such filing person.

ITEM 1.

SUMMARY TERM SHEET

Regulation M-A Item 1001

The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers About the Merger and the PBFX Special Meeting”

ITEM 2.

SUBJECT COMPANY INFORMATION

Regulation M-A Item 1002

(a)	Name and Address. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet—The Parties”

“The Parties”

(b)	Securities. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“The PBFX Special Meeting”

“Special Factors—Interests of Certain Persons in the Merger”

“Comparative Market Prices and Cash Dividend/Distribution Information”

(c)	Trading Market and Price. The information set forth in the Proxy Statement/Prospectus under the following caption is incorporated herein by reference:

“Comparative Market Prices and Cash Dividend/Distribution Information”

(d)	Dividends. The information set forth in the Proxy Statement/Prospectus under the following caption is incorporated herein by reference:

“Comparative Market Prices and Cash Dividend/Distribution Information”

(e)	Prior Public Offerings. The information set forth in the Proxy Statement/Prospectus under the following caption is incorporated herein by reference:

“Prior Public Offerings”

(f)	Prior Stock Purchases. The information set forth in the Proxy Statement/Prospectus under the following caption is incorporated herein by reference:

“Comparative Market Prices and Cash Dividend/Distribution Information”

ITEM 3.

IDENTITY AND BACKGROUND OF FILING PERSON

Regulation M-A Item 1003

(a) through (b)

Name and Address; Business and Background of Entities. PBFX is the issuer of the equity securities that are the subject of the Rule 13e-3 transaction reported hereby. Merger Sub is a Delaware limited liability company, the sole member of which is PBF LLC. The business address of Merger Sub is One Sylvan Way, Second Floor, Parsippany, New Jersey 07054. The phone number of Merger Sub is (973) 455-7500.

The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet—The Parties”

“The Parties”

“Where You Can Find More Information”

(c)	Business and Background of Natural Persons. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Business and Background of Natural Persons”

“Where You Can Find More Information”

ITEM 4.

TERMS OF THE TRANSACTION

Regulation M-A Item 1004

(a)	Material Terms. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers About the Merger and the PBFX Special Meeting”

“Special Factors—Overview of Special Factors”

“Special Factors—Effects of the Merger”

“Special Factors—Background of the Merger”

“Special Factors—Resolution of Conflicts of Interest; Standards of Conduct and Modification of Duties”

“Special Factors—The Parent Entities’ Reasons for the Merger”

“Special Factors—Position of the Parent Entities as to the Fairness of the Merger”

“Special Factors—Primary Benefits and Detriments of the Merger”

“Special Factors—Recommendations of the Conflicts Committee and the GP Board and their Reasons for the Merger”

“Special Factors—No Appraisal Rights”

“Special Factors—Listing of PBF Energy Common Stock to be Issued in the Merger; Delisting and Deregistration of PBFX Common Units”

“Special Factors—Accounting Treatment”

“Special Factors—Interests of Certain Persons in the Merger”

“The Merger Agreement”

“The Support Agreement”

“The PBFX Special Meeting”

“Comparison of the Rights of the PBF Energy Stockholders and the PBFX Unitholders”

“United States Federal Income Tax Consequences”

“Annex A: Merger Agreement”

“Annex B: Support Agreement”

(c)	Different Terms. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers About the Merger and the PBFX Special Meeting”

“Special Factors—Overview of Special Factors”

“Special Factors—Interests of Certain Persons in the Merger”

“Special Factors—Provisions for PBFX Unaffiliated Unitholders”

“Special Factors—No Appraisal Rights”

“The Merger Agreement”

“Annex A: Merger Agreement”

(d)	Appraisal Rights. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet—No Appraisal Rights”

“Questions and Answers About the Merger and the PBFX Special Meeting”

“Special Factors—No Appraisal Rights”

(e)	Provisions for Unaffiliated Security Holders. The information set forth in the Proxy Statement/Prospectus under the following caption is incorporated herein by reference:

“Special Factors—Provisions for PBFX Unaffiliated Unitholders”

(f)	Eligibility for Listing or Trading. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet—Listing of PBF Energy Common Stock to be Issued in the Merger; Delisting and Deregistration of PBFX Common Units”

“Special Factors—Listing of PBF Energy Common Stock to be Issued in the Merger; Delisting and Deregistration of PBFX Common Units”

ITEM 5.

PAST CONTACTS, TRANSACTIONS, NEGOTIATIONS AND AGREEMENTS

Regulation M-A Item 1005

(a)	Transactions. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“The Parties”

“Special Factors—Interests of Certain Persons in the Merger”

“Past Contacts, Transactions, Negotiations and Agreements”

“Where You Can Find More Information”

(b) through (c)

Significant Corporate Events; Negotiations or Contacts. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Special Factors—Overview of Special Factors”

“Special Factors—Background of the Merger”

“Special Factors—The Parent Entities’ Reasons for the Merger”

“Special Factors— Position of the Parent Entities as to the Fairness of the Merger”

“Special Factors—Recommendations of the Conflicts Committee and the GP Board and their Reasons for the Merger”

“Special Factors—Financing of the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

“The Merger Agreement”

“The Support Agreement”

“Past Contacts, Transactions, Negotiations and Agreements”

“Annex A: Merger Agreement”

“Annex B: Support Agreement”

(e)	Agreements Involving the Subject Company’s Securities. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers About the Merger and the PBFX Special Meeting”

“Special Factors—Effects of the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

“The Merger Agreement”

“The Support Agreement”

“Comparative Market Prices and Cash Dividend/Distribution Information”

“Where You Can Find More Information”

“Annex A: Merger Agreement”

“Annex B: Support Agreement”

ITEM 6.

PURPOSES OF THE TRANSACTION AND PLANS OR PROPOSALS.

Regulation M-A Item 1006

(b)	Use of Securities Acquired. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers About the Merger and the PBFX Special Meeting”

“Special Factors—Overview of Special Factors”

“Special Factors—Effects of the Merger”

“Special Factors—Primary Benefits and Detriments of the Merger”

“Special Factors—Financing of the Merger”

“Special Factors—Listing of PBF Energy Common Stock to be Issued in the Merger; Delisting and Deregistration of PBFX Common Units”

“Special Factors—Interests of Certain Persons in the Merger”

“The Merger Agreement”

“The Support Agreement”

“Annex A: Merger Agreement”

“Annex B: Support Agreement”

Plans. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers About the Merger and the PBFX Special Meeting”

“Comparative Market Prices and Cash Dividend/Distribution Information”

“Special Factors—Effects of the Merger”

“Special Factors—Background of the Merger”

“Special Factors—The Parent Entities’ Reasons for the Merger”

“Special Factors—Position of the Parent Entities as to the Fairness of the Merger”

“Special Factors—Primary Benefits and Detriments of the Merger”

“Special Factors—Recommendations of the Conflicts Committee and the GP Board and their Reasons for the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

“Special Factors—Financing of the Merger”

“Special Factors—Listing of PBF Energy Common Stock to be Issued in the Merger; Delisting and Deregistration of PBFX Common Units”

“The Merger Agreement”

“The Support Agreement”

“The PBFX Special Meeting”

“Annex A: Merger Agreement”

“Annex B: Support Agreement”

ITEM 7.

PURPOSES, ALTERNATIVES, REASONS AND EFFECTS

Regulation M-A Item 1013

(a)	Purposes. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers About the Merger and the PBFX Special Meeting”

“Special Factors—Effects of the Merger”

“Special Factors—Background of the Merger”

“Special Factors—The Parent Entities’ Reasons for the Merger”

“Special Factors—Position of the Parent Entities as to the Fairness of the Merger”

“Special Factors—Primary Benefits and Detriments of the Merger”

“Special Factors—Recommendations of the Conflicts Committee and the GP Board and their Reasons for the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

(b)	Alternatives. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Special Factors—Background of the Merger”

“Special Factors—The Parent Entities’ Reasons for the Merger”

“Special Factors— Position of the Parent Entities as to the Fairness of the Merger”

“Special Factors—Primary Benefits and Detriments of the Merger”

“Special Factors—Financial Advisor Discussion Materials Provided to PBF Energy”

“Special Factors—Recommendations of the Conflicts Committee and the GP Board and their Reasons for the Merger”

“Special Factors—Opinion of the Financial Advisor to the Conflicts Committee”

“Annex C: Written Opinion of Intrepid Partners LLC”

(c)	Reasons. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers About the Merger and the PBFX Special Meeting”

“Special Factors—Effects of the Merger”

“Special Factors—Background of the Merger”

“Special Factors—The Parent Entities’ Reasons for the Merger”

“Special Factors— Position of the Parent Entities as to the Fairness of the Merger”

“Special Factors—Primary Benefits and Detriments of the Merger”

“Special Factors—Financial Advisor Discussion Materials Provided to PBF Energy”

“Special Factors—Recommendations of the Conflicts Committee and the GP Board and their Reasons for the Merger”

“Special Factors—Opinion of the Financial Advisor to the Conflicts Committee”

“Special Factors—Interests of Certain Persons in the Merger”

“Annex C: Written Opinion of Intrepid Partners LLC”

(d)	Effects. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers About the Merger and the PBFX Special Meeting”

“Special Factors—Effects of the Merger”

“Special Factors—Background of the Merger”

“Special Factors—The Parent Entities’ Reasons for the Merger”

“Special Factors—Position of the Parent Entities as to the Fairness of the Merger”

“Special Factors—Primary Benefits and Detriments of the Merger”

“Special Factors—Recommendations of the Conflicts Committee and the GP Board and their Reasons for the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

“Special Factors—Financing of the Merger”

“Special Factors—Listing of PBF Energy Common Stock to be Issued in the Merger; Delisting and Deregistration of PBFX Common Units”

“The Merger Agreement”

“United States Federal Income Tax Consequences”

“Annex A: Merger Agreement”

ITEM 8.

FAIRNESS OF THE TRANSACTION

Regulation M-A Item 1014

(a) through (b)

Fairness; Factors Considered in Determining Fairness. Barclays Capital, Inc. (“Barclays”) was not requested to, and it did not, provide to PBF Energy or any other person any (i) opinion (whether as to the fairness of any consideration, including, without limitation, the Merger Consideration, or otherwise), (ii) valuation of PBFX for the purpose of assessing the fairness of the Merger Consideration to any person, or (iii) recommendation as to how to vote or act on any matters relating to the proposed Merger or otherwise. Barclay’s discussion materials dated July 20, 2022 and July 26, 2022 should not be construed as creating any fiduciary duty on Barclays’s part to PBF Energy or any other person and such materials are not intended to be, and do not constitute, a recommendation to PBF Energy or any other person in respect of the Merger, including as to how any PBFX Unitholder should act or vote in respect of the Merger Proposal.

The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Special Factors—Background of the Merger”

“Special Factors—The Parent Entities’ Reasons for the Merger”

“Special Factors—Position of the Parent Entities as to the Fairness of the Merger”

“Special Factors—Financial Advisor Discussion Materials Provided to PBF Energy”

“Special Factors—Recommendations of the Conflicts Committee and the GP Board and their Reasons for the Merger”

“Special Factors—Opinion of the Financial Advisor to the Conflicts Committee”

“Special Factors—Interests of Certain Persons in the Merger”

“Annex C: Written Opinion of Intrepid Partners LLC”

(c)	Approval of Security Holders. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet—The Merger Agreement—PBFX Unitholder Approval”

“Questions and Answers About the Merger and the PBFX Special Meeting”

“Special Factors—Recommendations of the Conflicts Committee and the GP Board and their Reasons for the Merger”

“The Merger Agreement—PBFX Unitholder Approval”

“The PBFX Special Meeting”

(d)	Unaffiliated Representative. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Special Factors—Effects of the Merger”

“Special Factors—Background of the Merger”

“Special Factors—Recommendations of the Conflicts Committee and the GP Board and their Reasons for the Merger”

“Special Factors—Opinion of Financial Advisor to the Conflicts Committee”

“Special Factors—Interests of Certain Persons in the Merger”

“The Merger Agreement”

“Annex C: Written Opinion of Intrepid Partners LLC”

(e)	Approval of Directors. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers About the Merger and the PBFX Special Meeting”

“Special Factors—Background of the Merger”

“Special Factors—Recommendations of the Conflicts Committee and the GP Board and their Reasons for the Merger”

“Special Factors—The Parent Entities’ Reasons for the Merger”

“Special Factors—Position of the Parent Entities as to the Fairness of the Merger”

(f)	Other Offers. Not Applicable.

ITEM 9.

REPORTS, OPINIONS, APPRAISALS AND CERTAIN NEGOTIATIONS

Regulation M-A Item 1015

(a) through (b)

Report, Opinion or Appraisal; Preparer and Summary of the Report, Opinion or Appraisal. The discussion materials prepared by Barclays and provided to the PBF Energy management team, dated as of July 20, 2022 and to the PBF Energy board, dated as of July 26, 2022, are set forth as Exhibits (c)(2) and (c)(3) and are incorporated herein by reference. The presentation materials prepared by Intrepid Partners LLC and provided to the Conflicts Committee, dated as of June 27, 2022, June 29, 2022, July 13, 2022, July 18, 2022 and July 26, 2022 are set forth as Exhibits (c)(4) through (c)(8) hereto and are incorporated herein by reference.

The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet—Opinion of Financial Advisor to the Conflicts Committee”

“Special Factors—Effects of the Merger”

“Special Factors—Background of the Merger”

“Special Factors—Opinion of Financial Advisor to the Conflicts Committee”

“Special Factors—The Parent Entities’ Reasons for the Merger”

“Special Factors—Position of the Parent Entities as to the Fairness of the Merger”

“Special Factors—Financial Advisor Discussion Materials Provided to PBF Energy”

“Special Factors—Fees and Expenses”

“Where You Can Find More Information”

“Annex C: Written Opinion of Intrepid Partners LLC”

The written opinion of Intrepid Partners LLC is attached to the Proxy Statement/Prospectus as Annex C and is incorporated herein by reference.

(c)

Availability of Documents. The reports, opinions or appraisals referenced in this Item 9 are filed herewith and will be made available for inspection and copying at the principal executive offices of PBFX during its regular business hours by any interested equity security holder of PBFX Common Units or by any representative who has been so designated in writing.

ITEM 10.

SOURCE AND AMOUNTS OF FUNDS OR OTHER CONSIDERATION

Regulation M-A Item 1007

(a) through (b), (d)

Source of Funds; Conditions; Borrowed Funds. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet—The Merger Consideration”

“Summary Term Sheet—The Merger Agreement”

“Summary Term Sheet—Fees and Expenses”

“Summary Term Sheet—Financing of the Merger”

“Special Factors—Background of the Merger”

“Special Factors—Recommendations of the Conflicts Committee and the GP Board and their Reasons for the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

“Special Factors—Fees and Expenses”

“Special Factors—Financing of the Merger”

“Special Factors—Regulatory Matters”

“The Merger Agreement”

(c)	Expenses. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet—Fees and Expenses”

“Special Factors—Financing of the Merger”

“Special Factors—Fees and Expenses”

“The Merger Agreement—Effect of Termination; Termination Fees”

ITEM 11.

INTEREST IN SECURITIES OF THE SUBJECT COMPANY

Regulation M-A Item 1008

(a) through (b)

Securities Ownership; Securities Transactions. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet—The Parties”

“Summary Term Sheet—The Merger”

“Special Factors—Effects of the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

“The Merger Agreement”

“Comparative Market Prices and Cash Dividend/Distribution Information”

ITEM 12.

THE SOLICITATION OR RECOMMENDATION

Regulation M-A Item 1012

(d)	Intent to Tender or Vote in a Going-Private Transaction. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Questions and Answers About the Merger and the PBFX Special Meeting”

“The PBFX Special Meeting”

“The Support Agreement”

“Annex B: Support Agreement”

(e)	Recommendations of Others. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers About the Merger and the PBFX Special Meeting”

“Special Factors—The Parent Entities’ Reasons for the Merger”

“Special Factors—Position of the Parent Entities as to the Fairness of the Merger”

“Special Factors—Recommendations of the Conflicts Committee and the GP Board and their Reasons for the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

“The Merger Agreement—Conditions to Completion of the Merger”

ITEM 13.

FINANCIAL INFORMATION

Regulation M-A Item 1010

(a)	Financial Statements. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Special Factors—Effects of the Merger”

“Selected Historical Consolidated Financial Data of PBFX”

“Where You Can Find More Information”

PBFX’s Annual Report on Form 10-K for the year ended December 31, 2021 and Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2022 are incorporated herein by reference.

(b)	Pro Forma Information. Not applicable.

ITEM 14.

PERSONS/ASSETS, RETAINED, EMPLOYED, COMPENSATED OR USED

Regulation M-A Item 1009

(a) through (b)

Solicitations or Recommendations; Employees and Corporate Assets. The information set forth in the Proxy Statement/Prospectus under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers About the Merger and the PBFX Special Meeting”

“Special Factors—Background of the Merger”

“Special Factors—The Parent Entities’ Reasons for the Merger”

“Special Factors—Position of the Parent Entities as to the Fairness of the Merger”

“Special Factors—Financial Advisor Discussion Materials Provided to PBF Energy”

“Special Factors—Recommendations of the Conflicts Committee and the GP Board and their Reasons for the Merger”

“Special Factors—Unaudited Projected Financial Information”

“Special Factors—Interests of Certain Persons in the Merger”

“Special Factors—Fees and Expenses”

ITEM 15.

ADDITIONAL INFORMATION

Regulation M-A Item 1011

(b)	Golden Parachute Compensation. The information set forth in the Proxy Statement/Prospectus under the following caption is incorporated herein by reference.

“Special Factors—Interests of Certain Persons in the Merger”

(c)	Other Material Information. The information set forth in the Proxy Statement/Prospectus, including all annexes thereto, is incorporated herein by reference.

ITEM 16.

EXHIBITS

Regulation M-A Item 1016

Exhibit No.

Description

(a)(1)

The Proxy Statement/Prospectus of PBF Energy Inc. (incorporated herein by reference to the Registration Statement on Form S-4 of PBF Energy Inc. filed with the SEC concurrently with this Transaction Statement).

(a)(2)

Form of Proxy Card for PBF Logistics LP Special Meeting (to be filed by amendment).

(a)(3)

Letter to Unitholders (incorporated herein by reference to the Proxy Statement/Prospectus).

(a)(4)

Notice of Special Meeting of Unitholders (incorporated herein by reference to the Proxy Statement/Prospectus).

(a)(5)

Joint Press Release, dated July 28, 2022 (incorporated herein by reference to Exhibit 99.1 filed with PBF Energy Inc.’s Current Report on Form 8-K, filed July 28, 2022 (File No. 001-35764)).

(b)(1)

Senior Secured Revolving Credit Agreement dated as of May 2, 2018 (incorporated by reference to Exhibit 10.1 filed with PBF Energy Inc.’s Current Report on Form 8-K dated May 8, 2018 (File No. 001-35764)).

(b)(2)

Amendment dated as of February 18, 2020 to Senior Secured Revolving Credit Agreement dated as of May 2, 2018 (incorporated by reference to Exhibit 10.3 filed with PBF Energy Inc.’s Quarterly Report on Form 10-Q dated May 15, 2020 (File No. 001-35764)).

(b)(3)

Second Amendment dated as of May 7, 2020 to Senior Secured Revolving Credit Agreement dated as of May 2, 2018, as amended (incorporated by reference to Exhibit 10.1 filed with PBF Energy Inc.’s Current Report on Form 8-K dated May 7, 2020 (File No. 001-35764)).

(b)(4)

Third Amendment to Senior Secured Revolving Credit Agreement, dated May 2, 2018 (incorporated by reference to Exhibit 10.1 filed with PBF Energy Inc.’s Current Report on Form 8-K dated May 27, 2022 (File No. 001-35764)).

(b)(5)

Joinder Agreement to the Credit Agreement dated as of February 1, 2020, among PBF Holding Company LLC, the Guarantors named on the signature pages thereto including Martinez Refining Company LLC, Martinez Terminal Company LLC and Bank of America, N.A., as Administrative Agent to Senior Secured Revolving Credit Agreement dated as of May 2, 2018 (incorporated by reference to Exhibit 10.2 filed with PBF Energy Inc.’s Quarterly Report on Form 10-Q dated May 15, 2020 (File No. 001-35764)).

(c)(1)

Opinion of Intrepid Partners LLC (incorporated herein by reference to Annex C of the Proxy Statement/Prospectus).

(c)(2)

Discussion materials prepared by Barclays Capital Inc., dated July 20, 2022, for the management team of PBF Energy Inc.

(c)(3)

Discussion materials prepared by Barclays Capital Inc., dated July 26, 2022, for the Board of Directors of PBF Energy Inc.

(c)(4)

Presentation materials prepared by Intrepid Partners, LLC, dated June 27, 2022, for the Conflicts Committee.

(c)(5)

Presentation materials prepared by Intrepid Partners, LLC, dated June 29, 2022, for the Conflicts Committee.

(c)(6)

Presentation materials prepared by Intrepid Partners, LLC, dated July 13, 2022, for the Conflicts Committee.

(c)(7)

Presentation materials prepared by Intrepid Partners, LLC, dated July 18, 2022, for the Conflicts Committee.

(c)(8)

Presentation materials prepared by Intrepid Partners, LLC, dated July 26, 2022, for the Conflicts Committee.

(d)(1)

Agreement and Plan of Merger, dated July 27, 2022, by and among PBF Energy Inc., PBF Energy Company LLC, PBFX Holdings Inc., Riverlands Merger Sub LLC, PBF Logistics LP and PBF Logistics GP LLC (incorporated herein by reference to Annex A of the Proxy Statement/Prospectus).

(d)(2)

Voting and Support Agreement, dated July 27, 2022, by and among PBF Energy Inc., PBF Energy Company LLC and PBF Logistics LP (incorporated herein by reference to Annex B of the Proxy Statement/Prospectus).

(f)(1)

Third Amended and Restated Agreement of the Limited Partnership of PBF Logistics LP (incorporated herein by reference to Exhibit 3.1 to the Current Report on Form 8-K (File No. 001-36446)) filed on February 14, 2019.

(f)(2)

Delaware Code Title 6 § 17-212.

(g)

None.

107	Filing Fee Table.

SIGNATURES

After due inquiry and to the best of each of the undersigned’s knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated as of August 26, 2022

		PBF ENERGY INC.
By:		/s/ Thomas J. Nimbley
Name:		Thomas J. Nimbley
Title:		Chief Executive Officer

		PBF ENERGY COMPANY LLC
By:		PBF Energy Inc., its managing member

By:		/s/ Thomas J. Nimbley
Name:		Thomas J. Nimbley
Title:		Chief Executive Officer

		RIVERLANDS MERGER SUB LLC

By:		PBF Energy Company LLC, its sole member

By:		PBF Energy Inc., its managing member

By:		/s/ Thomas J. Nimbley
Name:		Thomas J. Nimbley
Title:		Chief Executive Officer

		PBFX HOLDINGS INC.
By:		/s/ Thomas J. Nimbley
Name:		Thomas J. Nimbley
Title:		Chief Executive Officer

		PBF LOGISTICS LP
By:		PBF Logistics GP LLC its general partner

By:		/s/ Matthew Lucey
Name:		Matthew Lucey
Title:		Executive Vice President

		PBF LOGISTICS GP LLC
By:		/s/ Matthew Lucey
Name:		Matthew Lucey
Title:		Executive Vice President

Exhibit (c)(2)

Project Riverlands Counteroffer Overview

Counteroffer Overview 1 Today's Close 5-Day 30-Day Undisturbed Price (1) 30-Day VWAP to (7/19/2022) VWAP VWAP 6/23/2022 Initial Offer Price (2) PBF Share Price $28.29 $27.24 $33.59 $30.81 $35.42 PBFX Unit Price $16.32 $16.32 $15.49 $13.35 $15.64 Exchange Ratio 0.5769x 0.5989x 0.4611x 0.4333x 0.4416x Cash $7.82 $7.82 $7.82 $7.82 $7.82 Exchange Ratio 0.2210x 0.2210x 0.2210x 0.2210x 0.2210x PBF Shares ($) $6.25 $6.02 $7.42 $6.81 $7.83 Total Offer $14.07 $13.84 $15.24 $14.63 $15.65 Total Cash Consideration ($ in mm) $256.3 $256.3 $256.3 $256.3 $256.3 Total Share Consideration ($ in mm) $204.9 $197.3 $243.4 $223.2 $256.6 Total Shares Issued (mm) 7.2 7.2 7.2 7.2 7.2 Premium / (Discount) to Current (13.8%) (15.2%) (6.6%) (10.4%) (4.1%) Premium / (Discount) to Undisturbed (11.3%) (12.7%) (3.9%) (7.8%) (1.3%) Premium / (Discount) to 52-Week High (19.6%) (21.0%) (12.9%) (16.5%) (10.6%) Implied Exchange Ratio 0.4974x 0.5081x 0.4538x 0.4748x 0.4418x Cash $9.25 $9.25 $9.25 $9.25 $9.25 Exchange Ratio 0.2700x 0.2700x 0.2700x 0.2700x 0.2700x PBF Shares ($) $7.64 $7.36 $9.07 $8.32 $9.56 Total Offer $16.89 $16.61 $18.32 $17.57 $18.81 Total Cash Consideration ($ in mm) $303.2 $303.2 $303.2 $303.2 $303.2 Total Share Consideration ($ in mm) $250.4 $241.1 $297.3 $272.7 $313.5 Total Shares Issued (mm) 8.9 8.9 8.9 8.9 8.9 Premium / (Discount) to Current 3.5% 1.7% 12.3% 7.7% 15.3% Premium / (Discount) to Undisturbed 6.5% 4.7% 15.5% 10.8% 18.6% Premium / (Discount) to 52-Week High (3.6%) (5.2%) 4.6% 0.3% 7.4% Implied Exchange Ratio 0.5970x 0.6095x 0.5454x 0.5702x 0.5312x Source: Factset as of 7/19/2022. Note: VWAPs calculated based on trading days. Counteroffer Analysis 1. 2. Reflects closing price the day prior to latest 13-D filing. Per initial offer sent 6/28/2022. Counteroffer Detail Initial Offer Counteroffer On July 19, 2022, the Conflicts Committee of PBF Logistic GP LLC responded to the initial proposal submitted on June 28, 2022 with a counteroffer consisting of: $9.25 in cash; and 0.2700 PBF shares for each issued and outstanding public unit of PBFX The proposed counteroffer implies a total per share consideration of $16.89, representing a 3.5% premium to current PBFX unit price as of 7/19/2022 and an implied exchange ratio of 0.5970x Counteroffer delivered telephonically to Barclays by Intrepid

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Exhibit (c)(3)

CONFIDENTIAL PBF Energy Board Presentation July 26, 2022

CONFIDENTIAL Important Notice This presentation (this “Presentation”) was prepared by Barclays Capital Inc. (“we” or “Barclays”), at the request of PBF Energy Inc. (the “Company”) in the context of an evaluation of the potential transaction further described herein. This Presentation is the intellectual property of Barclays and was prepared exclusively by Barclays in order to assist the Company in the context of an evaluation of the potential transaction further described herein. The effective date of this Presentation is July 22, 2022 and it is valid only for the date specified herein. Barclays has received financial and operating information with respect to the business, operations and prospects of PBF Logistics LP (the “Target”), including financial projections of the Target prepared by management of the Company based on such information (the “Company Target Projections”), which were used in this Presentation. With respect to the Company Target Projections, upon the advice of the Company, we have assumed that such projections have been reasonably prepared on a basis reflecting the best currently available estimates and judgments of the management of the Company as to the future financial performance of the Target and that the Target will perform substantially in accordance with such projections. We assume no responsibility for and we express no view as to any such assumptions, projections and forecasts or estimates or the assumptions on which they are based. In addition, in connection with the Presentation we have reviewed (a) a comparison of the historical financial results and present financial condition of the Target and the Company with those of other companies that we deemed relevant, (b) a comparison of the financial terms of the proposed transaction with the financial terms of certain other transactions that we deemed relevant, and (c) published estimates of independent research analysts with respect to the future financial performance and price targets of the Company and the Target. Barclays may also have obtained information not made available by the Company, including, among other items, demographic, macroeconomic, regulatory, and market information related to the Target and its business mentioned in this Presentation from acknowledged and reliable public sources or from sources that to Barclays’ best knowledge were considered reliable. Barclays did not conduct any independent verification of any such information or any other information received from the Company or the Target involved in the execution of this Presentation. Barclays does not assume liability or responsibility for the precision, accuracy, or completeness of such information, nor does it express any opinion about the reliability of the information supplied and highlights that any errors or changes in such information could significantly affect Barclays’ analysis. In addition, in preparing this Presentation, we have not conducted a physical inspection of the properties and facilities of the Company or the Target and have not made or obtained any evaluations or appraisals of the assets or liabilities of the Company or the Target. Barclays’ work does not intend to be an audit of financial statements or any other information supplied to us by the Company or the Target. Our work took into account the relevance of each item, and therefore assets, rights, and obligations of low relative relevance may not have been the object of detailed analysis. During the preparation of this Presentation, Barclays has adopted as an assumption, with the express consent of the Company, the reliability, accuracy, veracity, completeness, sufficiency, and integrity of all data which was prepared or discussed, and Barclays has not made or obtained any independent evaluation or appraisal of the assets or liabilities of the Company or the Target or their solvency and has further relied upon the assurances of the management of the Company and the Target that they are not aware of any facts or circumstances that would make any such information inaccurate or misleading. The estimates and forecasts contained in this Presentation are inherently subject to uncertainties and various events or factors that are beyond the control of the Company and the Target, as well as of Barclays, especially those whose occurrence depend on future and uncertain events. There is no guarantee that the estimates and projections used in this Presentation will be effectively achieved. The information herein contained relating to the accounting and financial position of the Company, the Target and their markets, are those available as of July 21, 2022 unless otherwise stated herein. Any changes in those positions can affect the results of this Presentation. Barclays does not assume any obligation of updating, reviewing, reaffirming or amending this Presentation, as a result of disclosure of any subsequent information after the date hereof or as result of any other subsequent event or circumstances that may occur after the date of this Presentation. This Presentation was generated according to the economic and market conditions, among others, existing on the date of its preparation, so the conclusion presented is subject to variations of several factors, over which Barclays does not have any control. There is no guarantee that the assumptions, estimates, forecasts, partial or total results, or conclusions used or presented in this Presentation will be effectively reached or verified, in part or in whole. The future results of the Company and the Target may be different from the results included in the projections, and differences may be significant, as a result of several factors, including, but not limited to, changes in the market conditions. This Presentation was prepared to assist the Company in evaluating the Target, but it does not intend to be the only reference for such evaluation, and is not in any way a guarantee in relation to the past or future performance of the Company or the Target nor a formal appraisal, and therefore, it does not contain all the information necessary for such objective, and consequently does not represent nor constitute a proposal, solicitation, suggestion, advice, recommendation, fairness opinion or solvency opinion by Barclays in connection with the proposed transaction referred to herein or any other transaction related to such transaction, as such decision is the sole responsibility of the Company, and Barclays does not assume any responsibility for such decision. The Company shall make its own analysis in relation to any transaction involving the Target, and shall consult its own accounting, tax, and legal advisors before making its own decision about such transaction. This Presentation is confidential and cannot be circulated, copied, published, reproduced or used in any form, neither can it be archived, included or referenced, in whole or in part, in any document, without the previous written consent of Barclays. Barclays highlights that its services do not include advisory services of any nature, such as legal, tax or accounting. Barclays accepts no liability whatsoever for any losses arising from the use of this Presentation or reliance on information contained herein. This Presentation shall be read and interpreted according to the restrictions and qualifications previously mentioned. The reader shall take into account the restrictions and characteristics of the information sources utilized. 1

CONFIDENTIAL Executive Summary

CONFIDENTIAL Situation Overview 1. Calculated on a total of 62,732,078 PBFX common units outstanding as 6/30/2022 per PBF Management estimates provided on 7/14/2022. Situation Update On June 28, 2022, PBF Energy Inc. (including its subsidiaries other than PBF Logistics LP (NYSE: PBFX) and PBF Logistics GP LLC, its general partner (“PBFX GP”), the “Companies” or “PBF”) (NYSE: PBF) sent an initial proposal to the Conflicts Committee of PBFX GP to acquire all of the outstanding common units of PBFX not already owned by the Companies Prior to that, on June 24, 2022, PBF had filed a 13D amendment noting the approval from the PBF Board of Directors to negotiate the terms of a potential business transaction with the PBFX GP Conflicts Committee, including delivery of a non-binding offer, which was later made on June 28, 2022 Currently, there are 32.8 million common PBFX units outstanding and not owned by the Companies (the “Public Units”), representing ~52% of the total common units outstanding (1) On July 7, 2022, PBF management conducted an in-person management presentation for the PBFX GP Conflicts Committee Attended by financial and legal advisors to PBF and the PBFX GP Conflicts Committee Management has continued to provide responses to the PBFX GP Conflicts Committee diligence requests, including providing access to a Virtual Data Room (VDR) On July 19, 2022, the Conflicts Committee of PBFX GP responded to the initial proposal submitted on June 28, 2022 with a counter proposal Initial Proposal Consideration for the Public Units consisted of $7.82 in cash and 0.221 PBF shares for each issued and outstanding Public Unit Implied a 0% premium to PBFX based on 30-day VWAPs as of 6/27/22 of approximately $35.42 per share and approximately $15.64 per unit for PBF and PBFX, respectively Accepted Counter Proposal PBFX GP Conflicts Committee counter proposal consisted of $9.25 in cash and 0.270 PBF shares for each issued and outstanding Public Unit Implied premium of 2.4% based on current share / unit prices and 6.3% based on the 30-Day VWAP as of 7/21/2022 Implied premium of 22.7% relative to undisturbed PBFX unit price of $13.35 (closing price prior to the 6/24/2022 13D filing) Approvals Transaction agreement will require: PBF Board and PBFX Board approvals Affirmative recommendation of PBFX GP Conflicts Committee and PBF Audit Committee PBFX unitholder vote (majority approval required, which “majority” includes the ~48% (1) currently owned by the Companies) 1 2 3 4 2

CONFIDENTIAL Transaction Rationale and Considerations Provides flexibility in capital allocation to maximize Benefits shareholder value and improves access to capital Strong cash flow profile of combined entity will enable the company to fund growth across the organization Simplifies PBF’s corporate structure and reduces public company costs Improved ability to execute PBFX’s future strategic plans after eliminating administrative, compliance and cost burdens of running a separate public company Ability to fully optimize operations between refining and logistics assets free from pressures imposed on a publicly traded partnership as a standalone entity with regard to operating results and quarterly reporting requirements Potential for PBF to receive a “step-up” to shield a portion of future taxable income at the pro forma entity Ability to unlock full value of midstream assets at PBFX and improves access to capital through a more efficient capital structure Opportunity for PBFX unitholders to participate in the prospects of a larger, more diversified entity Higher trading liquidity  Buy-in potentially at a premium to current unit price Considerations  Loss of MLP strategic optionality  Potential share price volatility generated by investor turnover if PBFX unitholders exit PBF investment  Taxable transaction to PBFX unitholders  PBF currently does not pay a dividend  Holding PBF stock consideration may be inconsistent with PBFX investors’ investment objectives 3 PBFX PBF

CONFIDENTIAL PBF / PBFX | Financial Forecast Comparison Management Projections vs. Equity Analyst Consensus Financial Forecast Summary Overview ($ in mm, except per share / unit data) 2022E 2023E PBF PBFX PBF PBFX EBITDA: $1 Adjusted Consensus Difference ($) Difference (%) Management Adjusted Consensus / Wall Street Research (1) $3,988 $3,025 $212 218 $2,073 1,480 Difference (%) 32% (3%) 4 EPS: Management (1) $16.62 $2.12 Adjusted Consensus / Wall Street Research $13.28 $2.12 Difference ($) $3.34 ($0 Difference (%) 25% Adj. CFPS: (2) Management $23.9 DCF / LP Unit Management Wall Street Research Difference ($) Difference (%) Dividend per Share / Management Adjusted Co Differ Di PBF forecasts vary significantly between management and research projections 4 Research community currently not realizing degree of upside in current refining pricing environment Potential for significant value creation when analysts and market realize cash flow generation and deleveraging efforts PBFX’s fixed-fee, contracted profile more easily understood by research community Management forecast is highly aligned with research in the near- term PBFX lightly covered by research community with limited readily available research Source: Projections per PBF Management provided on 7/14/2022. 1. 2. PBF research based on adjusted consensus reflecting median estimates of selected equity research analysts publishing within the last 30 days. PBFX research based on Wall Street research. Adj. CFPS is adjusted to remove distributions on Public Units. Management Adj. CFPS calculated based on PBFX distributions provided by PBF management applied to Public Units outstanding for respective year ends from Management projections as of 7/14/2022. Research Adj. CFFO calculated as research CFFO net of PBFX distributions per Wall Street research applied to Public Units outstanding for respective year ends from Management projections. Adj. CFPS based on Adj. CFFO per share based on shares outstanding from Management projections. PBF suspended its dividend starting in Q1 of 2020. 3. (1) (3)

CONFIDENTIAL PBF / PBFX | Relative Trading Performance July 21, 2022: PBF accepted the counter proposal from the Conflicts Committee of PBF Logistics GP LLC (Indexed Price) Relative Trading Performance Since 2020 Key Dates 3 1 June 24, 2022: PBF publicly files 13D announcing authorization of officers to communicate, discuss and negotiate the terms of a potential business transaction with the Conflicts Committee of the board of directors of PBFX 2 June 28, 2022: PBF communicates initial proposal to the Conflicts Committee of PBF Logistic GP LLC 3 July 19, 2022: Conflicts Committee of PBF Logistics GP LLC responded verbally to the initial proposal with a counter proposal 6/24/2022: PBF files 13D Source: FactSet as of 7/21/2022. Calculations based on calendar days. 7/21/2022: PBF accepts offer 1 2 4 4 Recent Trading Performance Since: Counteroffer (7/19/2022) (2%) (7%) Initial Offer (6/28/2022) 2% (22%) 13D Filing(1) 20% (14%) 45-Day (8%) (34%) 90-Day 1% (1%) 1 Year 16% 153% 2 Years 68% 200% 1. Reflects performance as of the closing price prior to the 6/24/2022 13D filing. 5

CONFIDENTIAL PBFX / PBF | Historical Exchange Ratio Analysis Implied Premium Analysis 2-Year Average 0.8317x 1-Year Average 0.7814x 5-Year Average 0.6918x Accepted Offer 0.6201x Current 0.6056x Prem. / (Disc.) to Historical Exchange Ratio Implied Prem. / (Disc.) to Historical Share Price PBFX ($/unit) PBF ($/share) "Heads-Up" Exchange Ratio Current (7/21/2022) $16.00 $26.42 0.6056x 2.4% 2.4% 5-Day VWAP $16.34 $26.91 0.6072x 2.1% 0.3% 10-Day VWAP $16.24 $27.40 0.5925x 4.7% 0.9% 20-Day VWAP $15.63 $29.24 0.5347x 16.0% 4.8% 30-Day VWAP $15.41 $32.27 0.4776x 29.9% 6.3% 60-Day VWAP $15.67 $32.63 0.4804x 29.1% 4.5% 90-Day VWAP $15.38 $30.13 0.5103x 21.5% 6.6% 180-Day VWAP $14.82 $26.51 0.5592x 10.9% 10.5% 1-Year Average $13.86 $17.74 0.7814x (20.6%) 18.2% 2-Year Average $11.67 $14.03 0.8317x (25.4%) 40.4% 5-Year Average $14.60 $21.10 0.6918x (10.4%) 12.2% Period (1) 0.6201x (2) $16.38 (3) Better for PBFX Better for PBF “Heads-Up” Exchange Ratio (PBFX / PBF) Source: FactSet as of 7/21/2022. Calculations based on trading days. Represents premium or discount of implied exchange ratio of the accepted offer to historical exchange ratios. 3. Reflects consideration of 0.270 newly issued Class A Common Stock and $9.25 per each PBFX unit per accepted offer. 6

CONFIDENTIAL 5.7x 4.6x 2.6x 2.6x 2.5x 2.5x 5.0x 3.3x 4.4x 4.3x 4.1x 3.9x 3.0x 2.9x 0.0x 2.0x 4.0x 6.0x 8.0x 7.5% 10.9% 8.3% 7.9% 7.7% 7.3% 0.0% 3.0% 6.0% 9.0% 12.0% 7.1% 13.1% 13.6% 13.8% 8.1%8.0% 7.8% 7.6% 7.3%6.9% 8.9% 5.2%5.8% 15% 13.4% 0% 5% 10% 20% 7.2x 11.1x 9.5x 8.7x 7.1x 7.0x 6.9x 7.9x 10.3x 9.9x 9.0x 7.5x 8.6x 8.3x 0.0x 4.0x 8.0x 12.0x 16.0x PBFX | Relative Valuation EV / EBITDA Debt / EBITDA Q1’22 Distribution Yield Unlevered FCF Yield(2) EV / 2022E EBITDA EV / 2023E EBITDA Debt / 2022E EBITDA Debt / 2023E EBITDA 2022E Unlevered FCF Yield 2023E Unlevered FCF Yield PBFX valued at a discount relative to peers 2022E Median: 7.3% 2023E 7.3% 2022E Median: 4.4x 2023E 3.9x 2022E Median: 9.5x 2023E 8.3x Median: 7.9% Management (1) Research (1) Source: Company filings, FactSet, and Wall Street research as of 7/21/2022. Represents PBFX common units and balance sheet data as of 6/30/2022 per Management as of 7/14/2022. Excludes 911,290 Phantom Units. PBFX Management projections based on projections provided by PBF management as of 7/14/2022. PBFX research based on Wall Street research. Calculated unlevered FCF (pre-dividend) divided by enterprise value as of 7/21/2022. Coverage based on PBF Management projections. Management (1) Research (1) Management (1) Research (1) 2022E Coverage 2.17x(3) 1.99x 1.73x 1.41x 1.49x 2.77x 7

CONFIDENTIAL Selected Precedent Transactions Source: Public filings, company presentations and Wall Street research. Precedent MLP Transaction Multiples Buyer Seller Date (2) EV FY + 1 Multiple Sprague Resource Holding s 3/25/20 $159mm ~10.2x ® 9/16/19 $4.3Bn ~9.0x 5/10/19 $10.3Bn ~12.0x 1/31/19 $6.3Bn ~12.3x 11/26/18 $536mm ~10.6x 10/22/18 $13.2Bn ~11.5x 8/29/17 $657mm ~11.5x 9/6/16 $43.1Bn ~14.3x 3/17/16 $12.0Bn ~18.0x 7/13/15 $20.4Bn ~19.0x 10/13/14 $5.9Bn ~19.5x 10/1/14 $4.6Bn Mean (Post-2016) Median (Post-2016) ~24.7x 11.0x 11.5x 8

CONFIDENTIAL Total Initial Initial Premium Paid Premium Paid Announced Transaction Enterprise Value Price Premium Final (Days Prior to Initial Ann.)(2) (Days Prior to Final Ann.)(3) Date Acquirer Target Value ($MM)(1) Acquirer Target Offered Offered Price 1-Day 30-Day 1-Day 30-Day Consideration Process 4/22/2022 $400 NA $595 $3.32 0.9% $4.65 41.3% 49.0% 2.0% 38.8% 100% Cash Ann. then Negotiate 10/27/2021 $3,466 $16,829 $13,076 $32.57 0.0% $41.11 4.8% 13.7% 4.8% 13.7% 100% Unit Exchange Negotiate then Ann. 8/5/2021 (4) $874 $126,182 $1,694 $13.01 0.0% $15.12 16.2% 3.3% 17.1% 15.4% 100% Unit Exchange Ann. then Negotiate 2/5/2021 (5) $1,149 $201,401 $2,872 $12.47 0.0% $14.56 16.7% 28.3% (3.3%) 16.5% 100% Unit Exchange Ann. then Negotiate 10/5/2020 (6) $2,829 $74,892 $3,361 $27.31 5.4% $30.95 19.5% 4.5% 0.6% 6.3% 100% Unit Exchange Ann. then Negotiate 7/27/2020 $693 $4,419 $1,312 $8.38 4.5% $8.47 28.1% 19.6% 28.1% 19.6% 100% Unit Exchange Negotiate then Ann. 11/26/2018 $536 NA $1,246 $38.00 4.4% $41.00 12.6% 7.4% 12.6% 7.4% 100% Cash Negotiate then Ann. 11/8/2018 $8,965 $7,251 $12,230 $43.77 5.0% $50.33 7.6% 7.2% 7.6% 7.2% 100% Unit Exchange Negotiate then Ann. 10/18/2018 $1,850 $50,344 $3,660 $40.00 10.7% $42.25 6.0% 18.6% 6.0% 18.6% 100% Cash Negotiate then Ann. 9/19/2018 (7) $2,634 $86,611 $6,683 $17.75 0.0% $18.22 2.6% 13.5% 0.5% (1.3%) 100% Unit Exchange Ann. then Negotiate 8/1/2018 $60,345 $26,932 $80,353 $21.32 5.0% $23.59 11.2% 23.5% 11.2% 23.5% 100% Unit Exchange Negotiate then Ann. 5/29/2018 (8) $300 $5,332 $3,262 $21.86 (1.1%) $21.86 (1.1%) 23.9% (1.1%) 23.9% 100% Unit Exchange Tender Offer 5/17/2018 (9) $4,779 $123,056 $27,256 $33.10 0.0% $40.00 20.8% 13.3% 5.7% 9.9% 100% Unit Exchange Ann. then Negotiate 5/17/2018 (10) $10,010 $121,978 $14,694 $10.08 0.0% $11.48 13.9% 7.5% 2.1% (0.4%) 100% Unit Exchange Ann. then Negotiate 5/17/2018 $15,105 $29,816 $55,383 $36.94 5.2% $40.89 6.4% 12.1% 6.4% 12.1% 100% Unit Exchange Negotiate then Ann. 3/27/2018 $3,224 $3,418 $4,942 $41.34 (0.5%) $35.42 0.6% (10.0%) 0.6% (10.0%) 100% Unit Exchange Negotiate then Ann. 11/8/2017 $173 $6,613 $845 $11.80 3.0% $13.92 3.0% 19.8% 3.0% 19.8% 100% Unit Exchange Negotiate then Ann. Mean 2.5% 12.4% 15.0% 6.1% 13.0% Median 0.9% 11.2% 13.5% 4.8% 13.7% High 10.7% 41.3% 49.0% 28.1% 38.8% Low (1.1%) (1.1%) (10.0%) (3.3%) (10.0%) Source: Price data per FactSet. Transaction value and consideration paid based on public filings, company press releases, and investor presentations. 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. Transaction value includes only un-affiliated and proportional net debt. Premium paid to initial announcement represents the premium based on the final agreed upon price relative to the original offer’s unaffected date. Premium paid to final announcement represents the premium based on the final agreed upon price relative to the final announcement’s unaffected date. BP / BP Midstream Partners LP based on revised offer announced 12/20/2021. Premium paid based on closing price prior to original announcement on 8/4/2021. Chevron / Noble Midstream Partners based on revised offer announced 3/5/2021. Premium paid based on closing price prior to original announcement on 2/4/2021. TC Energy / TC Pipeline based on revised offer announced 12/15/2020. Premium paid based on closing price prior to original announcement on 10/5/2020. Dominion Energy / Dominion Energy Midstream based on revised offer announced 11/23/2018. Premium paid based on closing price prior to original announcement on 9/8/2018. Reflects the 5/29/18 exchange offer; CVI announced it would exercise the call right on 1/17/19. Enbridge / Spectra premiums based on revised offer announced on 8/24/2018. Enbridge price performance based on original announcement on 5/17/2018. Enbridge / Enbridge Energy Partners based on revised offer announced 9/18/2018. Enbridge price performance based on original announcement on 5/17/2018. Selected Precedent Transactions (cont’d) Selected MLP Buy-in Transactions Since 2017 9

CONFIDENTIAL ($ in millions) PBF Implied Premium to Current PBFX Unit Price Current Current Accepted offer Precedent Share / Unit Price $26.42 $16.00 $16.38 Premium Median Median Premium / (Discount) to Current (7/21/2022) $26.42 $16.00 - 2.4% 12% 11% Premium / (Discount) to Undisturbed Price $30.81 (14.2%) $13.35 19.9% 22.7% Premium / (Discount) to 52-Week High $44.12 (40.1%) $17.51 (8.6%) (6.4%) Premium / (Discount) to 30-Day VWAP (1) $32.27 (18.1%) $15.41 3.8% 6.3% Premium / (Discount) to Median Analyst Target Price $36.50 (27.6%) $16.50 (3.0%) (0.7%) (2) (2) Shares / Units Outstanding 125.7 62.7 62.7 Implied Equity Value $3,320 $1,004 $1,028 Plus: Debt 3,268 553 553 Less: Cash (2,174) (31) (31) Plus: NCI 524 (3) - - Implied Enterprise Value $4,938 $1,526 $1,550 Public Units Outstanding 32.8 32.8 Total Value of Public Units $524 $537 Trading Comparables (4) Implied Exchange Ratio 0.6056x 0.6201x PBF PBFX Peer Peer Transaction EV as a Multiple of EBITDA Statistic Statistic Median Mean Comparables 2022E $3,988 1.2x $212 7.2x 7.3x 9.5x 9.6x 11.5x 2023E 2,073 2.4x 215 7.1x 7.2x 8.3x 8.5x Equity Value as a Multiple of: 2022E Adj. CFPS $23.90 1.1x $2.72 5.9x 6.0x 7.5x 6.8x 2023E Adj. CFPS $8.65 3.1x $2.66 6.0x 6.2x 6.1x 6.1x 2022E EPS $16.62 1.6x $2.12 7.6x 7.7x 14.3x 34.3x 2023E EPS $7.52 3.5x $2.04 7.8x 8.0x 10.3x 10.9x PBF PBFX Peer Peer EV as a Multiple of EBITDA Statistic Statistic Median Mean 2022E $3,025 1.6x $218 7.0x 7.1x 9.5x 9.6x 2023E 1,480 3.3x 222 6.9x 7.0x 8.3x 8.5x Equity Value as a Multiple of: 2022E Adj. CFPS $18.79 1.4x $3.31 (7) 4.8x 4.9x 7.5x 6.8x 2023E Adj. CFPS $8.58 3.1x $3.14 5.1x 5.2x 6.1x 6.1x 2022E EPS $13.28 2.0x $2.12 7.5x 7.7x 14.3x 34.3x 2023E EPS $3.99 6.6x $2.21 7.2x 7.4x 10.3x 10.9x PBF / PBFX | Purchase Price Ratio Analysis Purchase Price Ratio Analysis Management (5) Research (5) (6) 7. Based on FactSet consensus. 10 Source: Projections per PBF Management as of 7/14/2022. Market data as of 7/21/2022. Balance sheet data as of 6/30/2022 per management estimates. 1. 2. 3. 4. 5. Calculation based on trading days. PBF and PBFX diluted shares outstanding per management as of 6/30/2022. Excludes 911,290 Phantom Units and reflects a total of 62,732,078 PBFX common units outstanding as 6/30/2022 per PBF Management provided estimates on 7/14/2022. Reflects market value of public interest in respective MLPs. Calculated based on PBFX Public Units outstanding of 32,778,447 as 6/30/2022 per PBF Management provided estimates on 7/14/2022 and the unit price of $16.00 as of 7/21/2022. Peers include DKL, HESM, GEL, HEP, and NS. PBFX and Peer Adjusted CFPS per FactSet consensus. Adj. CFPS is adjusted to remove distributions on Public Units. For Management estimates, calculated based on PBFX distributions provided by Management applied to Public Units outstanding for respective year ends from PBF Management projections as of 7/14/2022. For Research estimates, calculated based on PBFX distributions per Wall Street research applied to Public Units outstanding for respective year ends from PBF Management projections as of 7/14/2022. PBF research based on adjusted consensus reflecting median estimates of selected equity research analysts publishing within the last 30 days. PBFX research based on Wall Street research. 6.

CONFIDENTIAL Appendices

CONFIDENTIAL Financial Forecast

CONFIDENTIAL ($ in millions, except per share data) ($ in millions, except per unit data) '22E-'27E '22E-'27E 2022E 2023E 2024E 2025E 2026E 2027E CAGR 2022E 2023E 2024E 2025E 2026E 2027E CAGR EBITDA $3,988 $2,073 $2,151 $2,048 $1,902 $1,803 (14.7%) EBITDA $212 $215 $222 $226 $177 $173 (4.0%) Adj. CFFO (1) $3,007 $1,113 $1,439 $1,338 $1,354 $1,268 (15.9%) Distributable Cash Flow $166 $153 $168 $172 $123 $119 (6.4%) Adj. CFPS (1) $23.90 $8.65 $11.05 $10.16 $10.16 $9.41 (17.0%) Cash Coverage Ratio 2.17x 2.00x 2.19x 2.23x 1.59x 1.54x (6.7%) Dividend / Share (2) - - - - - - NA Distribution / LP Unit $1.20 $1.20 $1.20 $1.20 $1.20 $1.20 0.0% Total Capex / Acquisitions $631 $612 $612 $612 $613 $613 Total Capex $15 $12 $12 $12 $13 $13 Net Debt / EBITDA (3) 0.1x 0.0x NM NM NM NM Net Debt / EBITDA 2.4x 2.0x 1.5x 1.0x 1.0x 0.7x PBF / PBFX | Forecast Summary 11 PBF Energy PBF Logistics Source: PBF Management projections provided on 7/14/2022. Adj. CFFO and Adj. CFPS is adjusted to remove distributions on Public Units. Calculated based on PBFX distributions provided by Management applied to Public Units outstanding for respective year ends per PBF Management projections as of 7/14/2022. PBF suspended its dividend starting in Q1 of 2020. NM reflects values below zero. PBF Management estimates reflect negative net debt between 2024 and 2027.

CONFIDENTIAL PBFX | Corporate Adjustments Source: Company filings and PBF Management. Per PBFX 10-Q filed for the period ending 3/31/22. PBF Management provided estimates on 7/14/2022. Balance Sheet PBFX Market Value Share Price (as of 7/21/2022) $16.00 Total PBFX Units Outstanding 62.7 Implied Equity Value $1,004 Plus: Debt 553 Less: Cash (31) Plus: NCI - Implied Enterprise Value $1,526 PBFX Unit Count Summary (2) Common Units Outstanding (Public) Common Units Outstanding (PBF) 32,778,447 29,953,631 Total Units Phantom Units 62,732,078 911,290 (US$ in millions) 10-Q 3/31/22 (1) Management 6/30/22E (2) Assets PBFX Cash PP&E (Net) Other Assets Total Assets $53 779 70 $9 Liabilities PBFX Debt Other Liabilities Total Liabilities Shareholders' Equity Total Liab PB 12

CONFIDENTIAL Overview Source: PBF Management as of 7/14/2022. 13 PBFX | Management Forecast Assumptions The estimates used in this forecast have been prepared by PBF Management and are internal estimates, which have not been released to the public PBFX Forecast Assumptions Assume all current contracts grow at inflation, assumed to be 3.0% in 2023 and 2.0% onward, except Delaware City Rail (“DCR”) and Torrance Valley Pipeline (“TVP”) DCR and TVP assumed to step down in 2026 to volumes in line with current utilization at current rates adjusted for inflation No forecasted drop downs or third-party acquisitions No equity issued Revolver paid down to $30 million dollars in Q2 2022 with cash flow from operations 2023 Senior Notes assumed to be redeemed 1/1/2023 Replaced with $525mm term loan 7.25% interest rate 1% mandatory amortization and 1.50% refinancing fees

CONFIDENTIAL Comparable Companies

CONFIDENTIAL PBFX | Relative Price Performance PBFX has meaningfully outperformed its core peers over the past year Trading Performance: Last Two Years (Indexed Price Performance) Source: FactSet as of 7/21/2022. 1. Represents calendar days. Recent Trading Performance (1) AMZ 6% 30-Day 16% 45-Day (8%) YTD Last 2 Year 14

CONFIDENTIAL Source: Company filings, Wall Street research and FactSet as of 7/21/2022. PBFX Balance Sheet items and common units outstanding as of as 6/30/2022 per PBF Management provided estimates on 7/14/2022. Note: Estimates per Wall Street research for PBFX and peers. Excludes 911,290 Phantom Units and reflects a total of 62,732,078 PBFX common units outstanding as 6/30/2022 per PBF Management estimates provided on 7/14/2022. Includes 50% of preferred equity. ($USD in millions except per unit data) Research Median Unit Price as of 7/21/22 $16.00 $10.36 $25.71 $30.53 $10.70 $26.40 $31.26 $28.52 $25.96 $14.70 $8.17 $16.86 $49.71 % of 52-week high (Close) 91% 84% 90% 87% 89% 90% 79% 82% 80% 82% 62% 78% 86% 83% Fully Diluted Units Outstanding 63 (1) 3,086 2,180 1,012 703 403 208 250 109 110 123 126 43 Total Equity Value $1,004 $31,966 $56,059 $30,906 $7,519 $10,648 $6,514 $7,132 $2,837 $1,621 $1,002 $2,132 $2,161 Debt 553 50,157 28,478 20,108 8,886 6,975 5,347 2,990 3,240 3,153 3,397 1,642 1,539 Preferred Equity - 6,077 50 1,575 2,666 - 771 - 651 1,374 854 58 - Noncontrolling Interest - 8,331 1,104 - 2,811 - - - 435 - - - - Cash (31) (1,111) (231) (42) (114) (248) (1) (3) (12) (8) (105) (15) (3) Enterprise Value $1,526 $95,420 $85,460 $52,547 $21,768 $17,375 $12,631 $10,119 $7,150 $6,140 $5,148 $3,816 $3,697 Enterprise Value / 2022E EBITDA 7.0 x 7.6 x 9.9 x 9.2 x 8.5 x 8.7 x 7.9 x 10.3 x 8.4 x 8.6 x 8.7 x 9.5 x 11.1 x 8.7 x 2023E EBITDA 6.9 x 7.8 x 9.4 x 9.0 x 8.2 x 8.5 x 7.8 x 9.9 x 7.1 x 8.3 x 7.5 x 9.0 x 7.9 x 8.3 x 2024E EBITDA 6.8 x 7.7 x 9.2 x NA 8.0 x 8.2 x 8.3 x 9.3 x 6.8 x 8.0 x 7.0 x 8.9 x 7.5 x 8.0 x Valuation Metrics LQA Yield 7.50% 7.72% 7.39% 9.24% 8.13% 7.58% 5.50% 7.70% 10.09% 10.88% 7.34% 8.30% 7.89% 7.80% 2022E Yield 7.50% 9.65% 8.95% 9.24% 8.13% 7.58% 5.24% 7.85% 10.09% 10.88% 7.34% 8.30% 8.05% 8.22% 2023E Yield 7.50% 11.97% 9.77% 9.24% 8.29% 7.58% 5.49% 8.24% 10.59% 10.88% 7.34% 9.49% 8.47% 8.85% 2024E Yield 7.50% 12.26% 10.26% NA 8.46% 7.58% 5.49% 8.66% 11.13% 10.88% 7.71% 10.68% 8.89% 8.89% 2022E DCF Yield 16.58% 22.84% 12.19% 15.17% 19.46% 15.79% 17.73% 11.74% 20.08% 21.65% 20.32% 14.35% 11.34% 16.76% 2023E DCF Yield 17.09% 22.12% 13.06% 15.24% 20.36% 16.49% 18.91% 11.95% 23.71% 21.65% 27.17% 14.82% 15.00% 17.70% 2024E DCF Yield 17.63% 22.64% 13.52% NA 21.35% 17.10% 17.80% 12.30% 25.95% 24.67% 29.38% 15.10% 15.48% 17.80% Coverage 2022E Coverage 2.21 x 2.37 x 1.36 x 1.64 x 2.39 x 2.08 x 3.38 x 1.49 x 1.99 x 1.99 x 2.77 x 1.73 x 1.41 x 1.99 x 2023E Coverage 2.28 x 1.85 x 1.34 x 1.65 x 2.46 x 2.18 x 3.44 x 1.45 x 2.24 x 1.99 x 3.70 x 1.56 x 1.77 x 1.92 x 2024E Coverage 2.35 x 1.85 x 1.32 x NA 2.52 x 2.26 x 3.24 x 1.42 x 2.33 x 2.27 x 3.81 x 1.41 x 1.74 x 2.26 x Credit Statistics Debt / 2022E EBITDA 2.5 x 4.0 x 3.3 x 3.5 x 3.5 x 3.5 x 3.3 x 3.0 x 3.8 x 4.4 x 5.7 x 4.1 x 4.6 x 3.7 x Debt + Pref / 2022E EBITDA (2) 2.5 x 4.2 x 3.3 x 3.7 x 4.0 x 3.5 x 3.6 x 3.0 x 4.2 x 5.4 x 6.4 x 4.2 x 4.6 x 4.1 x Trading Comparables Trading Comparables | Selected MLP Comparables 15

CONFIDENTIAL Trading Comparables | Downstream ($ in millions, except per share values) Stock Price as of 7/21/2022 $26.42 $29.27 $22.92 $43.84 Diluted Shares Outstanding 126 103 73 226 Total Equity Value $3,320 $3,010 $1,663 $9,895 Total Debt 3,268 1,603 2,816 3,392 Cash 2,174 676 791 592 Net Debt 1,093 927 2,025 2,799 Minority Interest (2) 524 633 455 1,126 Enterprise Value $4,938 $4,570 $4,144 $13,820 Enterprise Value to: 2022E EBITDA 1.6x 3.6x 4.0x 3.7x 2023E EBITDA 3.3x 5.3x 6.0x 5.3x 2024E EBITDA 5.5x 6.5x 7.7x 6.3x Equity Value to: 2022E CFFO 1.4x 2.5x 2.3x 3.0x 2023E CFFO 3.0x 6.3x 3.1x 4.6x 2024E CFFO 4.0x 4.6x 3.0x 4.3x 2022E Net Income 2.0x 5.8x 3.6x 4.0x 2023E Net Income 6.6x 10.3x 9.0x 7.2x 2024E Net Income 16.6x 14.3x 16.2x 9.4x $86.45 547 $85.21 486 $104.15 408 Median $47,289 $41,371 $42,503 $25,633 27,132 14,434 12,861 7,148 3,335 2,338 19,984 11,099 10,523 11,140 -- -- $78,413 $52,470 $53,026 $33,145 4.2x 4.8x 3.7x 3.9x 6.6x 6.4x 5.4x 5.7x 7.3x 6.7x 6.7x 6.7x 3.0x 4.5x 3.6x 3.0x 4.1x 6.2x 4.9x 4.7x 4.5x 6.3x 5.1x 4.5x 4.6x 5.7x 4.8x 4.7x 10.1x 8.6x 8.3x 8.8x 13.0x 8.7x 11.5x 12.3x Source: Company filings, Wall Street research and FactSet as of 7/21/2022. PBF Balance Sheet items and common shares outstanding as of as 6/30/2022 per PBF Management provided estimates on 7/14/2022, including dilutive securities. Note: PBF financial projections reflects adjusted consensus. Peers reflect median analyst estimates. PBF research based on adjusted consensus reflecting median estimates of selected equity research analysts publishing within the last 30 days. Reflects market value of public interest in respective MLPs. For PBF, calculated as 32,778,447 PBFX public common units outstanding as 6/30/2022 per PBF Management estimates provided on 7/14/2022 multiplied by current unit price of $16.00. Core Peers Other Peers Trading Comparables 16 Adj. Consensus (1)

CONFIDENTIAL Disclaimer 17 The preceding pages contain material that was provided to the Board of Directors (the “Board”) of PBF Energy, Inc. (the “Company”) by Barclays Capital Inc. (“Barclays”). The accompanying material and any Barclays presentation related to the material was compiled or prepared on a confidential basis solely for consideration by the Board and no part of it may be reproduced, distributed or transmitted without the prior written consent of Barclays. The information contained in this material was obtained from the Company and/or publicly available sources, and Barclays has relied upon such information without independent verification thereof and does not assume any liability for any such information. These materials are being provided in connection with an actual corporate engagement and may not be used or relied upon for any purpose other than as specifically contemplated by a written agreement with Barclays. 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Exhibit (c)(4)

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION PBFX and PBF Indexed Price Performance Since 13-D Filing 1 18.8%; $15.86 6.5% 5.6% 4.7% 4.2% 3.7% 0.4% $13.35 (4.0%) (2.0%) 0.0% 2.0% 4.0% 6.0% 8.0% 10.0% 12.0% 14.0% 16.0% 18.0% 20.0% 6/23/22 6/24/22 6/27/22 PBFX NS DKL PAA MMP HEP PBFX Peers(1) PBFX Price Performance vs. Peers Note: Market data as of June 27, 2022. PBFX peers include DKL, HEP, MMP, NS, PAA. Large cap refiner peers include MPC, PSX and VLO. Other refiner peers include CVI, DK, HFC and PARR. Source: FactSet. $30.81 (4.0%) (2.0%) 0.0% 2.0% 4.0% 6.0% 8.0% 10.0% 12.0% 14.0% 16.0% 18.0% 20.0% 6/23/22 PBF Price Performance vs. Peers (2) (3)

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION This document has been prepared by Intrepid Partners, L.L.C. (“Intrepid”), member FINRA and SIPC, for informational purposes only. You should not rely upon or use it to form the definitive basis for any decision or action whatsoever, with respect to any proposed transaction or otherwise. This document and any oral information provided in connection with this document, as well as any information derived by you from the information contained herein, is confidential and is for the intended recipient and cannot be redistributed, reproduced, disclosed or transmitted without prior written permission from Intrepid. If you are not the intended recipient of this document, please delete and destroy all copies immediately. Prices shown in this document are indicative only and Intrepid is not offering to buy or sell, or soliciting offers to buy or sell any financial instrument. This document is “as is”. 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Exhibit (c)(5)

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION PBFX Premiums Analysis On June 28, 2022, the PBFX Conflicts Committee received a proposal from PBF whereby each unaffiliated PBFX public unit would receive $7.82 in cash and 0.221 of a newly issued PBF share PBF Share Price PBFX Unit Price Value of Shares at 0.221x Cash Consideration per Unit Total Consideration Implied Premium 6/28/22 Closing Price $34.06 $15.75 $7.53 $7.82 $15.35 (2.6%) 6/27/22 30-Day VWAP (Offer Letter) $35.42 $15.64 $7.83 $7.82 $15.65 +0.1% 6/23/22 Closing Price $30.81 $13.35 $6.81 $7.82 $14.63 +9.6% 10-Day VWAP $36.28 $14.61 $8.02 $7.82 $15.84 +8.4% 20-Day VWAP $36.89 $15.91 $8.15 $7.82 $15.97 +0.4% 30-Day VWAP $35.34 $15.69 $7.81 $7.82 $15.63 (0.4%) 60-Day VWAP $31.48 $15.45 $6.96 $7.82 $14.78 (4.4%) 90-Day VWAP $27.64 $14.83 $6.11 $7.82 $13.93 (6.1%) Year-to-Date VWAP $25.12 $14.38 $5.55 $7.82 $13.37 (7.0%) 1-Year VWAP $17.73 $13.54 $3.92 $7.82 $11.74 (13.3%) 2-Year VWAP $13.14 $12.10 $2.90 $7.82 $10.72 (11.4%) Memo: Calculation = A x 0.221 = C + D = (E ÷ B) -1 Source: FactSet, PBF Proposal dated 6/28/2022. 1 Implied Premiums Analysis As of Unaffected Date 6/23/2022 A B C D E F At Market At Proposal (0.221x X-Ratio and $7.82/Unit Cash Consideration)

Exhibit (c)(6)

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION July 13, 2022 Project Riverlands: Discussion Materials

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Table of Contents 1 I. Summary of Initial Due Diligence & PBF Backdrop 3 II. Overview of Initial Proposal 9 III. Selected Precedent Parent-MLP Buy-In Premiums 17 IV. Preliminary Valuation & Transaction Considerations 20 V. Appendix 27 Tab A: Situation Overview 28 Tab B: Preliminary PBFX Valuation Analysis Support 38 Tab C: Preliminary PBF Valuation Analysis Support 50 Tab D: Illustrative Pro Forma Impacts Analysis 62 Tab E: Selected Parent-MLP Buy-In Transaction Detail 64

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Executive Summary 2 Intrepid has prepared the following materials for the Conflicts Committee (“Committee”) of the Board of Directors of PBF Logistics GP LLC, the general partner of PBF Logistics LP ( “PBFX”), regarding the proposed acquisition of all the common units representing limited partner interests in PBFX not already owned by PBF Energy Inc. (“PBF”) PBF currently owns, indirectly, 30.0 million PBFX common units (47.9% of total common units outstanding) and the non- economic general partner of PBFX During trading hours on June 24, 2022, PBF filed an updated schedule 13D to authorize certain officers of PBF to communicate, discuss and negotiate the terms of a potential business transaction with the Committee Results in an unaffected closing date of June 23, 2022 On June 28, 2022, the Committee received a non-binding offer from PBF to acquire the publicly-held PBFX common units from the unaffiliated common unitholders (the “Initial Proposal”) The Initial Proposal offered consideration of (i) $7.82 of cash per PBFX common unit and (ii) 0.221 newly issued PBF Class A Common Shares for each PBFX common unit The Initial Proposal implied an “at market” offer based on PBFX’s and PBF’s unaffected 30-day VWAP prices and a ~10% premium based on closing prices as of the unaffected date The materials herein include: A summary of Intrepid’s due diligence conducted to date on PBF and PBFX An analysis of the recent trading performance for PBFX and PBF A summary of precedent affiliated MLP buy-in transactions An overview of the financial projections for PBFX and PBF, as furnished to Intrepid and the Committee by Management A preliminary valuation analysis of PBFX and PBF

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION I. Summary of Initial Due Diligence & PBF Backdrop 3

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Summary of Due Diligence to Date 4 In addition to Intrepid’s review of publicly available documents (including Wall Street Research) for both PBFX and PBF, Intrepid conducted an in-person due diligence session with the management team of PBFX and PBF on July 7, 2022 Management participants included Erik Young (CFO), Trecia Canty (General Counsel), Joe Marino (Treasurer) and Mike Spagnolo (Senior Director of Corporate Finance) Representatives from both Intrepid and Baker Botts participated in the meeting The due diligence session lasted slightly over two hours and we covered a range of topics Management provided a summary of the business, recent performance and current outlook for both PBF and PBFX in a management presentation document that was the basis for the discussion We spent a significant amount of time understanding the PBFX and PBF projections / business outlooks over the near- and long-term In addition, we covered the various recent public announcements by PBF around its debt repayment / refinancing and general strategic objectives In general, the PBFX financial projections are consistent with expectations; PBF has significantly more variance versus expectations Key follow-up diligence items include: Specific forecast and model-related questions, including quarterly estimates (in process) Understanding underlying model assumptions for key items (e.g., refining margins) compared to market expectations to design potential sensitivity case (in process) Additional business and operational due diligence inquiries (in process)

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION $1,511 $647 $566 $2,833 $1,886 $3,988 $2,073 $2,151 $2,048 $1,902 $1,803 $2,540 $1,568 $1,390 $195 $-- $1,000 $2,000 $3,000 $4,000 2021A 2022E 2027E PBF Consolidatd EBITDA ($mm) 5 Comparison of Management vs. Consensus Estimates | PBF EBITDA Note: Market data as of July 8, 2022. (1) Reflects EBITDA excluding special items as reported in PBF’s 2021 year-end results. 2023E Management 2024E Consensus $440(1) 2025E 2026E Broker Estimate Range # of Brokers 13 13 2 1 1 0 Source: FactSet, company disclosure, Management projections.

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION $- $200 $400 $600 $800 $1,000 $1,200 $1,400 Jun-21 Oct-21 Jan-22 Apr-22 Jul-22 1Q22E Consensus 3Q22E Consensus 2Q22E Consensus 4Q22E Consensus $- $500 $1,000 $1,500 $2,000 $2,500 $3,000 $3,500 $4,000 $4,500 Jun-21 Oct-21 Jan-22 Apr-22 Jul-22 2022E Consensus 2022E Management 2023E Consensus 2023E Management 6 Research Consensus Estimates Over Time | PBF Consolidated EBITDA Note: Market data as of July 8, 2022. Quarterly EBITDA (1Q22-4Q22) ($mm) Annual EBITDA (2022-2023) ($mm) Quarter (2022) Consensus (as of 3/31/22) Consensus (as of 7/8/22) Delta Q1 Q2 $267 $392 -- $1,309 -- 234% Q3 Q4 $440 $196 $803 $312 82% 59% Year Consensus (as of 3/31/22) Consensus (as of 7/8/22) Delta 2022E 2023E $1,255 $1,167 $2,540 $1,568 102% 34% Year Consensus (as of 7/8/22) Management Delta 2022E 2023E $2,540 $1,568 $3,988 $2,073 57% 32% Source: FactSet, company disclosure, Management projections.

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION $7.94 $19.19 $13.51 $13.75 $13.44 $13.14 $12.85 $14.58 $11.67 $12.58 $9.45 $8.56 $11.75 $11.91 $11.92 $20 $18 $16 $14 $12 $10 $8 $6 $4 $2 $-- 2021A(1) 2022E 2023E 2024E 2025E 2026E 2027E PBF Management’s refining capacity, throughput, and refinery operating expenses are generally consistent with consensus estimates; however, Management’s forecast assumes a refining margin that is higher than consensus PBF Management’s refining margins are higher than consensus in PBF’s four major geographic regions, and they are particularly higher in the Mid Con and the West Coast Intrepid has modeled an illustrative sensitivity case, which adjusts refinery margins lower compared to the PBF Management forecast: 2022E-2024E: based on consensus estimates for each PBF refining region 2025E-2027E: illustrative mid-cycle margin Illustrative mid-cycle margin results in ~$1.5bn annual PBF consolidated EBITDA, which is consistent with management’s view of mid-cycle EBITDA per our due diligence session on July 7, 2022 No other material adjustments were made to the PBF Management forecast model to arrive at the consensus sensitivity case 7 Overview of Illustrative PBF Consensus Sensitivity Case Commentary Note: Market data as of July 8, 2022. Reflects gross refining margin, excluding special items, per barrel of throughput as reported in PBF’s 2021 year-end results. Reflects EBITDA excluding special items as reported in PBF’s 2021 year-end results. Source: Bloomberg, FactSet, company disclosure, Management projections. # of Brokers Refining Margin ($/bbl) PBF Consolidated EBITDA ($mm) 2022E Management 2024E Consensus $566 $3,988 $2,073 $2,151 $2,048 $1,902 $1,803 $2,540 $1,568 $1,390 $195 $2,668 $1,575 $1,861 $1,500 $1,500 $1,500 (2) $440 $-- $1,000 $2,000 $3,000 $4,000 2021A 2023E 2025E 2026E 2027E # of Brokers 13 13 2 1 1 0 9 7 3 0 8 Intrepid Sensitivity Case Illustrative Mid-Cycle Margin 2

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION $15 $12 $12 $12 $13 $13 2021A 2022E 2023E 2024E 2025E 2026E 2027E $9 $196 $166 $153 $168 $172 $123 $119 2021A 2022E 2023E 2024E 2025E Note: Market data as of July 8, 2022. Reflects Adjusted EBITDA as reported in PBFX’s 2021 year-end results. Includes maintenance capex and growth capex. Source: FactSet, Management projections, Company disclosure. 2026E 2027E Management $1.20 $1.20 $1.20 $1.20 $1.20 $1.20 $1.20 $1.20 $1.20 $1.20 2021A 2022E 2023E 2024E 2025E 2026E 2027E $238 $214 $218 $225 $228 $179 $175 $221 $225 $229 PBFX | Estimates Summary: 2022E – 2027E 8 Adjusted EBITDA ($mm) Total Capex ($mm)(2) Distributable Cash Flow ($mm) Distribution per Unit Consensus # of Brokers 2 2 1 0 0 0 # of Brokers 2 2 1 0 0 0 # of Brokers 0 0 0 0 0 0 # of Brokers 0 0 0 0 0 0 Minimum volume commitment reduced on Delaware City Rail and Torrance Valley Pipeline contracts after 2025 (1) 2021A 2022E 2023E 2024E 2025E 2026E 2027E Maintenance capex only in 2023E+; no growth capex included in forecast after 2022E

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION II. Overview of Initial Proposal 9

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Overview of PBF Proposal Received June 28th 10 Source: Proposal received June 28, 2022. Overview PBF Energy Company LLC (“PBF LLC”) to acquire all outstanding common units of PBF Logistics LP (“PBFX”) not already owned by PBF Energy Inc. (“PBF Energy”) and its affiliates (the “Public Units”) through a newly formed subsidiary (the “Transaction”) Pro forma the Transaction, PBFX will continue to exist as a wholly-owned subsidiary of PBF LLC Consideration and Implied Premium Each issued and outstanding Public Unit will receive (i) $7.82 in cash and (ii) 0.221 of a newly issued share of PBF Energy Class A Common Stock Per the proposal letter, the consideration was derived using a 30-day VWAP of $35.42 per share for PBF Energy and a 30-day VWAP of $15.64 per unit for PBF Logistics LP Offer represents an “at market” or 0% premium transaction based on 30-day VWAPs cited in the proposal letter Structure The Transaction would be effected through a reverse triangular merger – PBF LLC, through a newly formed wholly owned subsidiary (“Merger Sub”) would acquire all of the outstanding common units representing limited partner interest in PBFX Merger Sub would act as the purchaser and Merger Sub would merge with and into PBFX with PBFX continuing as the surviving entity Approvals Non-binding offer has been approved by the Board of Directors of PBF Energy Transaction and definitive agreements remain subject to review by the Board of Directors of PBF Energy It is expected that the Transaction will require approval under the Hart-Scott-Rodino Antitrust Improvements Act Timing The proposal indicated a target announcement concurrent with delivery of 2Q 2022 earnings results on July 28th Tentative closing date, depending on the receipt of required approvals, on or around the week of October 17, 2022

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION PBFX Premiums Analysis On June 28, 2022, the PBFX Conflicts Committee received a proposal whereby each unaffiliated PBFX public unit would receive $7.82 in cash and 0.221 of a newly issued PBF Class A share 11 (1) PBF stated a June 27, 2022 30-day VWAP of $35.42 per share in their initial offer letter. Source: FactSet, PBF proposal received June 28, 2022, company filings. Implied Premiums Analysis As of Unaffected Date 6/23/2022 A B C D E F At Market At Proposal (0.221x X-Ratio and $7.82/Unit Cash Consideration) PBF Share Price PBFX Unit Price Value of Shares at 0.221x Cash Consideration per Unit Total Consideration Implied Premium Current Spot Price (7/8/22) $6.32 $7.82 $14.14 Current 30-Day VWAP (7/8/22) $28.61 $34.92 $16.31 $15.72 $7.72 $7.82 $15.54 (13.3%) (1.1%) $35.38 $15.64 $7.82 $7.82 $15.64 +0.0% 6/23/22 Closing Price $30.81 $13.35 $6.81 $7.82 $14.63 +9.6% 10-Day VWAP $36.28 $14.61 $8.02 $7.82 $15.84 +8.4% 20-Day VWAP $36.89 $15.91 $8.15 $7.82 $15.97 +0.4% 30-Day VWAP $35.34 $15.69 $7.81 $7.82 $15.63 (0.4%) 60-Day VWAP $31.48 $15.45 $6.96 $7.82 $14.78 (4.4%) 90-Day VWAP $27.64 $14.83 $6.11 $7.82 $13.93 (6.1%) 6/27/22 30-Day VWAP (Offer Letter)(1) Year-to-Date VWAP $25.12 $14.38 $5.55 $7.82 $13.37 (7.0%) 1-Year VWAP $17.73 $13.54 $3.92 $7.82 $11.74 (13.3%) 2-Year VWAP $13.14 $12.10 $2.90 $7.82 $10.72 (11.4%) Memo: Calculation = A x 0.221 = C + D = (E ÷ B) -1 Unaffected date reflects the date one day prior to PBF Energy filing an amended Schedule 13D, on June 24, 2022, indicating that it had adopted resolutions authorizing its officers to communicate, discuss and negotiate terms of a potential transaction involving the acquisition by PBF of the publicly owned PBFX common units

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION $-- $5.00 $10.00 $15.00 $20.00 $25.00 $30.00 $35.00 $40.00 $13.00 $13.50 $14.00 $15.00 $15.50 $16.00 $16.50 PBF Share Price ($) PBFX Unit Price ($) PBFX Proposal (Implied)(1) PBF PBFX: $16.31 +22% $13.35 Proposal (Implied): $14.14 (3%) PBF: $28.61 (7%) $14.63 $14.50 $30.81 12 PBFX and PBF Trading Analysis Since Unaffected Date Note: Market data as of July 8, 2022 (1) Reflects implied value of proposal per PBFX unit (.221 PBF shares + $7.82 cash) based on PBF closing price. Source: FactSet.

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION -- 500 1,500 2,000 2,500 3,000 PBFX: $16.31 +22% $12.50 $13.00 $13.50 $14.00 $14.50 $15.00 $15.50 $16.00 $16.50 Volume (000) Unit Price ($) | Indexed to PBFX PBFX Volume LT&S Peers(1) AMNA(3) $13.35 LT&S: +5% Unaffected 30-Day ADTV: 212 ($3mm ADTV) Other Small Cap Peers: +5% 1,000 AMNA: +4% 13 PBFX and PBF Trading Analysis Since Unaffected Date (cont’d) Note: Market data as of July 8, 2022. Includes DKL, HEP, MMP, NS and PAA. Includes CAPL, GEL, GLP, MMLP and USDP. PBFX Price Performance and Volume PBF Price Performance and Volume -- 2,000 8,000 10,000 12,000 $25.00 $26.00 $27.00 $28.00 $29.00 $30.00 $31.00 $32.00 $33.00 $34.00 $35.00 Volume (000) PBF: $28.61 (7%) 4,000 Share Price ($) | Indexed to PBF Other Small Cap MLP Peers(2) Volume Unaffected 30-Day ADTV Represents Alerian Midstream Energy Index. Includes: CVI, DK, DINO, PARR, MPC, PSX and VLO. Source: FactSet, company disclosure. PBF Refiner Peers(4) Unaffected 30-Day ADTV $30.81 Unaffected 30-Day ADTV: 3,545 ($125mm ADTV) Refiner Peers: (1%) 6,000

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION 0.763x 0.640x 0.570x 0.537x 0.444x 100% 0.921x 0.200x 0.000x 0.400x 0.600x 0.800x 1.000x 1.200x 1.400x 1.600x 1.800x 2.000x Jan-20 Jul-20 Jan-21 Jul-21 Jan-22 Jul-22 PBFX/PBF 30-Day VWAP 90-Day VWAP 180-Day VWAP 1-Year VWAP 2-Year VWAP 50% 0.461x 0.382x 0.320x 0.285x 0.268x 0.222x % Stock Consideration 14 Note: Market data as of July 8, 2022. Exchange ratios as of June 23, 2022 except for current. Source: FactSet. Historical Exchange Ratio Analysis | PBFX / PBF Exchange Ratio Since January 1, 2020 Benefits PBFX Benefits PBF Unaffected Date (6/23/2022)

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION 15 Note: Market data as of July 8, 2022. Average cost basis is per FactSet estimates and may differ materially from an investor’s tax basis. Estimated per FactSet; aggregate cost calculated based on cumulative changes in quarterly holdings since initial purchase. Calculation as of 12/31/21 given 13-F filing requirements. Excludes units held by PBF, directors and executive officers. Source: Public disclosure, Wall Street research, FactSet. Illustrative PBFX Common Unitholder Cost Basis The table below calculates the premium/(discount) implied by the current PBFX price relative to each unitholder’s estimated cost basis (per FactSet); unadjusted for cumulative distributions received; excludes PBF Energy 5 JP Morgan $16.71 1.3% 2.6% (15%) 6 Goldman Sachs $20.78 1.3% 2.6% (32%) 7 Amundi Asset Management $13.07 1.2% 2.3% 8% 8 Wells Fargo $10.02 0.8% 1.6% 41% 9 First Trust Advisors $12.20 0.5% 1.0% 16% Investor Name Avg. Cost Basis(1) % O/S % of Float(2) Offer (Discount)/Premium to Est. Cost Basis ($14.14/unit) 1 Carlos Slim $19.01 11.7% 22.8% (26%) 2 Invesco $17.91 5.6% 10.9% (21%) 3 ClearBridge Investments $23.97 4.6% 9.1% (41%) 4 Global X Management $13.01 4.1% 8.1% 9% 10 UBS $19.54 0.5% 0.9% (28%) 11 Morgan Stanley $13.66 0.4% 0.8% 4% 12 Thomas Nimbley $22.87 0.3% 0.6% (38%) 13 Harvest Fund Advisors $9.73 0.3% 0.5% 45% 14 Peak6 Capital $13.22 0.2% 0.3% 7% 15 BofA Securities $13.09 0.2% 0.3% 8% 16 Citadel Advisors $12.63 0.1% 0.3% 12% 17 James Fedena $22.78 0.1% 0.3% (38%) 18 Matthew Lucey $18.21 0.1% 0.3% (22%) 19 Michael Gayda $22.64 0.1% 0.2% (38%) 20 Citigroup $14.11 0.1% 0.2% 0% Top 20 / Weighted Avg. $18.04 33.6% 65.7% (50%) (40% ) (30%) (20%) (10%) 0% 10% 20% 30% 40% 50%

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION 3.6 19.8 33.0 28.1 23.0 5.3 13.6 8.1 23.5 4.1 -- -- -- -- -- -- -- -- $2.00 - $4.00 - $6.00 - $8.00 - $10.00 - $12.00 - $14.00 - $16.00 - $18.00 - $2.00 - $4.00 - $6.00 - $8.00 - $10.00 - $12.00 - $14.00 - $16.00 - $18.00 - $4.00 $6.00 $8.00 $10.00 $12.00 $14.00 $16.00 $18.00 $20.00 $4.00 $6.00 $8.00 $10.00 $12.00 $14.00 $16.00 $18.00 $20.00 16 PBFX | Trading Volume Breakdown | Prior to 13D Filing Trading Volume at Various Trading Prices (mm units) % of Current Float(1) --% --% --% --% 25% 74% 42% 13% --% % of Units Outstanding --% --% --% --% 13% 37% 21% 6% --% % of Units Traded --% --% --% --% 16% 48% 27% 8% --% Note: Market data as of June 23, 2022. (1) Excludes units held by PBF, directors and executive officers. Source: FactSet, company disclosure. Last 24 Months (ending 6/23/22) Last 12 Months (ending 6/23/22) --% --% 11% 88% 62% 103% 72% 17% --% --% --% 6% 44% 31% 52% 36% 8% --% --% --% 3% 25% 18% 29% 20% 5% --%

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION III. Selected Precedent Parent-MLP Buy-In Premiums 17

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION 18 Summary of Selected Parent-MLP Buy-In Transactions (1) Final premium metrics reflect premiums to unaffected unit price and unaffected exchange ratio. Source: FactSet, Public disclosure, Wall Street research. Key Takeaways Precedent Transactions Analysis | Parent-MLP Buy-Ins(1) Intrepid has reviewed and analyzed 30 recent Parent- MLP Buy-In transactions 11 all cash deals 17 all equity deals 2 cash / stock mix deals Premiums have typically been modest when compared to third-party transactions Sponsors typically leave some room to improve the initial offer Low Median High Initial 1-Day Premium All Deals (4%) 2% 36% Cash Deals 0% 10% 36% Equity Deals (4%) 0% 15% Initial 30-Day VWAP Premium All Deals (13%) 6% 21% Cash Deals (13%) 7% 21% Equity Deals (9%) 4% 15% # of Bumps All Deals 0 3 7 Cash Deals 0 2 6 Equity Deals 1 3 7 Total Premium Increase All Deals (1%) 7% 40% Cash Deals 0% 8% 40% Equity Deals (1%) 7% 26% Final 1-Day Premium All Deals (9%) 10% 56% Cash Deals (9%) 14% 56% Equity Deals (1%) 10% 34% Final 30-Day VWAP Premium All Deals 0% 9% 47% Cash Deals 3% 15% 47% Equity Deals 0% 8% 22%

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION (9%) (4%) 1% (4%) (61%) 14% 56% 47% 47% 47% 43% 35% 12% 261% 10% 11% 9% 9% (1%) 0% 1 1% (1%)(3%) 10% (3%) (4%) (10%) 29% 6% (1%) (0%) (13%) (13%) Comparison of the Proposal to Precedent Transactions Premiums 19 Precedents (High-Low Range) Precedents (Mean) Note: Market data as of July 8, 2022. Based on 0.221 of newly issued Class A PBF Common Stock. Based on 0.221 of newly issued Class A PBF Common Stock and $7.82 of cash consideration. Calculated assuming current PBF share price of $28.61 and current PBFX unit price of $16.31. Source: Company disclosure, Wall Street research, FactSet, PBFX proposal received on June 28, 2022. Precedents (Median) Initial Proposal (Unaffected) T-1 $13.35 $28.61 $6.32 $14.14 5.9% Reference Metric: PBFX Unit Price: PBF Share Price: Equity Consideration(1): Total Consideration(2): Implied Premium: 10-Day VWAP $14.61 $30.26 $6.69 $14.51 (0.7%) 20-Day VWAP $15.91 $33.62 $7.43 $15.25 (4.1%) 30-Day VWAP $15.69 $34.92 $7.72 $15.54 (1.0%) 60-Day VWAP $15.45 $32.20 $7.12 $14.94 (3.3%) 90-Day VWAP $14.83 $28.73 $6.35 $14.17 (4.4%) 52-Wk High $17.49 $43.74 $9.67 $17.49 (0.0%) Trading Metrics and Implied Initial Proposal Value (PBFX Unaffected / PBF Current) 52-Wk Low $10.83 $7.44 $1.64 $9.46 (12.6%) Initial Proposal Implied Premium/(Discount) vs. All MLP Buy-In Precedent Transaction Premiums Initial Proposal (Current)(3)

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION IV. Preliminary Valuation & Transaction Considerations 20

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Note: Market data as of July 8, 2022. (1) Based on $502mm of net debt and 62.6mm units outstanding as of June 30, 2022, per Management estimates. PBFX | Preliminary Illustrative Valuation Analysis For Reference Only Methodology Metrics Range Implied Unit Price ($/Unit)(1) 21 (2) Reflects average low and average high implied unit price. (3) Forward target price. Source: Public disclosure, Wall Street research, FactSet, Management projections. Discounted Cash Flow PV of Unlevered FCF WACC: 12.0% - 9.0% Terminal Mult.: 6.5x - 8.0x Unaffected Closing Unaffected 30d VWAP: $15.69 Price: $13.35 $14.47 $19.51 $8.29 $13.49 $11.60 $16.33 $16.93 $25.40 $16.48 $18.05 $16.00 $16.50 $10.83 $17.49 Distribution Discount Model PV of LP DPU Ke: 15.00% - 10.00% Perp. Growth: (1.0%) - 1.0% Trading Comparables Range of Metrics Refer to Trading Comparables Valuation Analysis(2) Precedent Transactions Range of Metrics Refer to Precedent Transactions Valuation Analysis(2) Precedent Premiums Paid 30-Day Unaffected VWAP: $15.69 5.0% - 15.0% Wall Street Research Unit Price Target Range (3) (Low - High) Unaffected 52-Week Trading Range Unaffected 52-Week Trading Range (Low - High) $5.00 $10.00 $15.00 $20.00 $25.00 $30.00

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Note: Market data as of July 8, 2022. (1) Based on 120.8mm Class A common stock and 0.9mm Series A Units outstanding. PBF | Preliminary Illustrative Valuation Analysis For Reference Only Methodology Metrics Range Discounted Cash Flow (Management Projections) PV of Unlevered FCF WACC: 10.0% - 13.0% Perp. Growth: (4.0%) - (2.0%) Trading Comparables (Management Projections) Range of Metrics Discounted Cash Flow (Sensitivity Case) PV of Unlevered FCF WACC: 10.0% - 13.0% Perp. Growth: (4.0%) - (2.0%) Trading Comparables (Consensus) Range of Metrics Wall Street Research 52-Week Trading Range Unaffected 52-Week Trading Range (Low - High) $7.44 22 (2) Reflects average low and average high implied unit price. (3) Forward target price. Source: Public disclosure, Wall Street research, FactSet, Management projections. $25.00 $33.41 $27.32 $50.51 $43.74 $57.00 $54.40 $40.03 $79.36 Current Share Current 30d VWAP: $34.92 Price: $28.61 $46.32 $63.27 Refer to Trading Comparables Valuation Analysis(2) Share Price Target Range(3) (Low - High) Refer to Trading Comparables Valuation Analysis(2) Implied Share Price ($/Share)(1) $-- $20.00 $40.00 $60.00 $80.00 $100.00

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Methodology PBFX Preliminary Illustrative Value per Unit (PBFX "Has") 0.221x Exchange Ratio + $7.82 Cash per Unit (PBFX "Gets") Trading Comparables (Management) Trading Comparables (PBF Consensus, PBFX Management) Precedent Transactions(2) Discounted Cash Flow (Management) Discounted Cash Flow (PBF Sensitivity Case, PBFX Management) Trading Ranges (30-Day VWAP - Current)(3) $30 $28.61 $27.32 $46.32 $50.51 $33.41 $50.51 $34.92 $40.03 $63.27 $79.36 $54.40 $79.36 $13.86 $18.06 $18.98 $15.20 $18.98 $16.67 $21.80 $25.36 $19.84 $25.36 $15.54 Offer at PBF 30-Day VWAP: $15.54 $14.14 Offer at Current PBF Share Price: $14.14 $13.35 $14.47 $14.47 $16.93 $11.60 $11.60 $15.69 $19.51 $19.51 $25.40 $16.33 $16.33 PBF Preliminary Illustrative Value per Share (1) 23 PBFX | “Has / Gets” Analysis Note: Market data as of July 8, 2022. Based on 120.8mm Class A common stock and 0.9mm Series A Units outstanding. PBF precedent transactions value range reflects trading comparables (Management) value range. Reflects current PBF share price as of July 8, 2022 and unaffected PBFX unit price as of June 23, 2022. $90 $5 $10 $15 $20 $25 $30 $5 $10 $15 $20 $25 PBFX “Gets” (PBF x 0.221x Exchange Ratio + $7.82 Cash per Unit) $20 $30 $40 $50 $60 $70 $80 PBF PBFX “Has” Implied Value per PBFX Unit Source: Public disclosure, Wall Street research, FactSet, Management projections.

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Implied Premium / (Discount) to Current ($16.31) (13%) (4%) --% +4% +7% +10% +13% +16% Implied Premium to Unaffected 30-Day VWAP ($15.69) (10%) --% +4% +8% +12% +15% +18% +21% Implied Premium to Unaffected Closing Price ($13.35) +6% +18% +22% +27% +31% +35% +39% +42% Implied 2022E DPU Yield 8.5% 7.6% 7.4% 7.1% 6.9% 6.7% 6.5% 6.3% Initial Proposal @ Current PBF Unaffected Spot Price 30-Day VWAP As of 7/8/22 Illustrative PBFX Price $14.14 $15.69 $16.31 $17.00 $17.50 $18.00 $18.50 $19.00 Implied 2022E DCF Yield 18.5% 16.7% 16.0% 15.4% 14.9% 14.5% 14.1% 13.8% 25.0% - 15.0% Implied TEV / 2022E EBITDA 6.5x 6.9x 7.1x 7.3x 7.5x 7.6x 7.8x 7.9x 7.0x - 8.5x Cash $7.85 $8.16 $8.50 $8.75 $9.00 $9.25 $9.50 Equity 7.85 8.16 8.50 8.75 9.00 9.25 9.50 $15.69 $16.31 $17.00 $17.50 $18.00 $18.50 $19.00 Total Consideration Implied PBF Exchange Ratio Based On: PBF 30-Day VWAP ($34.92) 0.225x 0.234x 0.243x 0.251x 0.258x 0.265x 0.272x Memo: Implied Value Based on PBF Closing Price ($28.61) $14.27 $14.84 $15.46 $15.92 $16.37 $16.83 $17.28 PBF 7/8/22 Closing Price ($28.61) 0.274x 0.285x 0.297x 0.306x 0.315x 0.323x 0.332x 0.159x 0.165x 0.172x 0.177x 0.182x 0.188x 0.193x Cash $7.82 $7.82 $7.82 $7.82 $7.82 $7.82 $7.82 Equity 7.87 8.49 9.18 9.68 10.18 10.68 11.18 $15.69 $16.31 $17.00 $17.50 $18.00 $18.50 $19.00 Total Consideration Implied PBF Exchange Ratio Based On: PBF 30-Day VWAP ($34.92) Memo: Implied Value Based on PBF Closing Price ($28.61) 0.225x $14.27 0.243x $14.78 0.263x $15.34 0.277x $15.75 0.292x $16.16 0.306x $16.57 0.320x $16.98 PBF 7/8/22 Closing Price ($28.61) 0.275x 0.297x 0.321x 0.338x 0.356x 0.373x 0.391x 0.172x 0.186x 0.196x 0.206x 0.217x 0.227x 50% Equity / 50% Cash $7.82 Cash Consideration Midpoint of PBF Preliminary Valuation ($49.33)(2) Midpoint of PBF Preliminary Valuation ($49.33)(2) 0.160x Note: Market data as of July 8, 2022. Reflects range of metrics used in PBFX Comparable Companies preliminary valuation analysis. Reflects average low and average high implied unit prices from PBF preliminary illustrative valuation analysis. Source: Company disclosure, FactSet, Management projections. Peer Range(1) 11.0% - 8.5% PBFX Transaction Analysis at Various Prices 24

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Unit (6/23/22) AMNA I Prem. to Unaffected PBFX Unit Pric +5.1% $14 Prem. to Unaffected PBFX Unit Price 15.6% +5.2% $14.05 $15.45 $16.1 Prem. to Unaffected PBFX Unit Price 15.8% 21.0% 26.3 $13.35 Median of LT&S Peers(1) Median of Small Cap MLP Peers(2) 25 Illustrative PBFX Unit Price Based on Peer Performance Note: Market data as of July 8, 2022. Includes DKL, HEP, MMP, NS, PAA. Includes CAPL, GEL, GLP, MMLP, USDP. Source: FactSet.

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Proposed Next Steps 26 Finalize due diligence Outstanding requested items Develop and request PBF sensitivity case Reconvene with Committee; timing dependent on the above Evaluate outcomes of continued due diligence Impact on valuations, if any Potential counterproposal, including value and consideration mix Review and comment on draft Merger Agreement (in process)

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION V. Appendix 27

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Tab A. Situation Overview 28

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION >99.0% Voting and Economic interest Simplified Organizational Structure 29 Note: Market data as of July 8, 2022. Balance sheet data as of March 31, 2022; pro forma the early redemption of PBF’s 9.25% Senior Secured Notes due 2025. Source: Wall Street research, Public disclosure, FactSet, S&P. PBF Energy Inc. (NYSE: PBF) Current and Former Management PBF Logistics LP (NYSE: PBFX). Public Stockholders PBF Logistics GP LLC 100% management power >99% Economic interest Non- economic GP interest 52.1% LP interest <1.0% Voting interest <1.0% Economic non-voting interest Public Common Unitholders Catalyst Financing Obligations PBFX RCF ($500mm capacity) PBFX Sr. Notes due 2023 PBF Energy Company LLC 47.9% LP interest Operating Subsidiaries PBF Logistics Finance Corporation PBF Holding Company LLC Refining & Other Subsidiaries PBF RCF ($4.3bn capacity) PBF Sr. Notes due 2025 PBF Sr. Notes due 2028

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION 30 Note: Market data as of July 8, 2022. Estimated balances from PBF management presentation on July 7, 2022 at 104.625%. Pro forma the early redemption of PBF’s 9.25% Senior Secured Notes due 2025. Based on management projections. Source: Company disclosure, FactSet, Management projections. Status Quo Capitalization Overview PBFX and PBF Capitalization Selected Commentary Net Debt $547 $502 TEV $1,568 $1,523 TEV / 2022E EBITDA $214 7.3x 7.1x TEV / 2023E EBITDA $218 7.2x 7.0x 2022E DCF Yield $2.61 16% 16% 2023E DCF Yield $2.40 15% 15% 2022E Distr. Yield $1.20 7% 7% 2023E Distr. Yield $1.20 7% 7% (1) 3/31/2022 6/30/2022 Common Unit (PBF) (mm) 30.0 30.0 Common Shares Outstanding 120.8 120.8 Common Unit (Public) (mm) 32.6 32.6 (x) PBF Share Price (as of 7/8/22) $28.61 $28.61 Fully Diluted Units Outstanding (mm) 62.6 62.6 (x) PBFX Unit Price (as of 7/8/22) $16.31 $16.31 Total Debt $600 $555 (-) Cash (53) (53) Metric(3) Net Debt / 2022E EBITDA $214 2.6x 2.3x PBF PBFX PBF’s non-controlling interest in PBFX represents the market value of the unaffiliated PBFX units owned by the public interest in PBF Holding. PBF Holding owns an 80% interest Collins Pipeline Company and T&M Terminal Company 1 PBFX capitalization does not ascribe value to PBFX’s non-economic GP interest held by PBF 1 2 3 2 LP Equity Value $1,021 $1,021 3 Other noncontrolling interests reflect Revolving Credit Facility $75 $30 PBF Energy Inc.’s noncontrolling 2023 Notes 525 525 (2) (1) 3/31/2022 6/30/2022 Market Capitalization $3,483 $3,483 PBF Debt $3,767 $1,530 PBFX Debt 600 555 Consolidated TEV / '22E EBITDA $3,988 1.7x 1.4x Consolidated TEV / '23E EBITDA $2,073 3.4x 2.6x 2022E CFPS Yield $23.95 84% 84% 2023E CFPS Yield $8.78 31% 31% Market Capitalization $3,457 $3,457 PBF Series A Units Market Value $27 $27 Total Consolidated Debt $4,367 $2,085 (-) Consolidated Cash ($1,435) ($700) (+) PBFX Equity Value (Public | at Market) 532 532 (+) Other Noncontrolling Interests 11 11 Fully Consolidated TEV $6,959 $5,412 Metric(3) Consol. Net Debt / '22E EBITDA $3,988 0.7x 0.3x

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION $20.41 $20 $0 $5 $10 $15 $ Jan-20 Jul-20 Indexed to PBFX Unit Price 31 Historical PBFX Price Performance Indexed Price Performance Since January 1, 2020 Note: Market data as of July 8, 2022. Includes DKL, HEP, MMP, NS and PAA. Includes CAPL, GEL, GLP, MMLP and USDP. Volume PBFX Jan-21 Earnings Jul-21 LT&S Peers (1) -- Jan-22 Jul-22 Other Small Cap MLP Peers (2) PBFX Historical Trading Metrics Unaffected (6/23/22) Current (7/8/22) VWAP Since 6/23/22 $15.49 10-day VWAP $14.61 $15.49 20-day VWAP $15.91 $15.23 30-day VWAP $15.69 $15.72 60-day VWAP $15.45 $15.56 90-day VWAP $14.83 $15.08 52-Week VWAP $13.54 $13.66 52-Week High $17.49 $17.49 52-Week Low $10.83 $10.83 Unaffected Date (6/23/2022) Source: FactSet, company disclosure.

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION $25.68; (19%) $28.61; (10%) -- 5,000 10,000 15,000 $33.92; 7% 20,000 25,000 $50 30,000 $0 $5 $15 $10 $20 $25 $31.79 $30 $35 $40 $45 Jan-20 Jul-20 Jan-21 Jul-21 Jan-22 Jul-22 Volume (000s) Indexed to PBF Share Pirce 32 Historical PBF Price Performance Indexed Price Performance Since January 1, 2020 Note: Market data as of July 8, 2022. Mid-cap refiners peers include CVI, DK, DINO and PARR. Large cap refiner peers include MPC, PSX and VLO. Volume PBF Earnings Mid-Cap Refiners(1) Large Cap Refiners(2) Unaffected Date (6/23/2022) PBF Historical Trading Metrics Unaffected (6/23/22) Current (7/8/22) VWAP Since 6/23/22 $30.26 10-day VWAP $36.28 $30.26 20-day VWAP $36.89 $33.62 30-day VWAP $35.34 $34.92 60-day VWAP $31.48 $32.20 90-day VWAP $27.64 $28.73 52-Week VWAP $17.73 $18.26 52-Week High $43.74 $43.74 52-Week Low $7.44 $7.44 Source: FactSet, company disclosure.

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION 665 Unsecured 7.250% Jun-25 9.63% 802 Unsecured 6.000% Feb-28 9.95% -- ABL Facility Tranche 1 n.a. May-23 n.a. -- ABL Facility Tranche 2 n.a. Jan-25 n.a. 63 Catalyst Financing n.a. n.a. n.a. Mean 7.500% 9.44% Median 7.250% 9.63% Amount Security Coupon Maturity YTW $1,250 (1) Secured 9.250% May-25 8.73% 33 Note: Market data as of July 8, 2022. (1) Announced full redemption of $1.25bn Senior Secured Notes due 2025 on June 9, 2022 at a redemption price of 104.625%; notes were redeemed on July 11, 2022. Debt Trading Analysis | PBF & PBFX PBF Logistics (PBFX) PBF Energy (PBF) 75 Secured RCF n.a. Jul-23 n.a. Mean 6.875% 8.72% Median 6.875% 8.72% Amount Security Coupon Maturity YTW $525 Unsecured 6.875% May-23 8.72% $98.50 $110 $100 $90 $80 $70 $60 $50 $40 $30 $120 Jan-20 Jul-20 Jan-21 Jul-21 2023 Unsec. Jan-22 Jul-22 $104.63 $94.00 $83.31 $120 $110 $100 $90 $80 $70 $60 $50 $40 $30 Jan-20 Jul-20 2025 Sec. Jan-21 Jul-21 Jan-22 Jul-22 2025 Unsec. 2028 Unsec. Source: FactSet, Public disclosure. (1)

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION 1 PBF Energy 30.0 47.9% 47.9% $489 2 Carlos Slim 7.3 11.7% 59.5% 119 3 Invesco 3.5 5.6% 65.1% 57 4 ClearBridge Investments 2.9 4.6% 69.7% 47 5 Global X Management 2.6 4.1% 73.9% 42 6 JP Morgan 0.8 1.3% 75.2% 14 7 Goldman Sachs 0.8 1.3% 76.5% 13 8 Amundi Asset Management 0.7 1.2% 77.7% 12 9 Wells Fargo 0.5 0.8% 78.6% 8 10 First Trust Advisors 0.3 0.5% 79.0% 5 11 UBS 0.3 0.5% 79.5% 5 12 Morgan Stanley 0.3 0.4% 79.9% 4 13 Thomas Nimbley 0.2 0.3% 80.2% 3 14 Harvest Fund Advisors 0.2 0.3% 80.5% 3 15 Peak6 Capital 0.1 0.2% 80.7% 2 16 BofA Securities 0.1 0.2% 80.8% 2 17 Citadel Advisors 0.1 0.1% 81.0% 2 18 James Fedena 0.1 0.1% 81.1% 1 19 Matthew Lucey 0.1 0.1% 81.3% 1 20 Michael Gayda 0.1 0.1% 81.4% 1 Total - Top 20 Holders 50.9 81.4% $831 All Other Holders 11.7 18.6% 190 Grand Total 62.6 100.0% $1,021 Directors and Executive Officers 0.7 1.0% $11 Retail 12.2 19.5% $199 Stake Holder Units (mm) % o/s Cum. % Value ($mm) 34 Note: Market data as of July 8, 2022. Ownership percentages based on 62.6mm common units outstanding. Ownership based on latest available public filings. PBFX | Ownership Summary Top 20 Unitholders Ownership Breakdown PBF Energy 48% Source: FactSet, Public disclosure. Carlos Slim 12% Invesco 6% ClearBridge Investments 5% Retail 20% Other 11%

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION 1 BlackRock 15.8 13.1% 13.1% $452 2 Vanguard 12.1 10.0% 23.1% 346 3 Carlos Slim 11.7 9.7% 32.8% 336 4 State Street 8.6 7.1% 39.9% 246 5 Dimensional Fund Advisors 5.5 4.6% 44.5% 157 6 Two Sigma 4.1 3.4% 47.8% 116 7 Invesco 2.5 2.1% 49.9% 72 8 Morgan Stanley 2.5 2.1% 52.0% 72 9 Newton Investment Management 2.4 2.0% 54.0% 69 10 Geode Capital Management 1.7 1.4% 55.4% 47 11 Charles Schwab 1.6 1.4% 56.7% 47 12 D. E. Shaw & Co. 1.3 1.1% 57.8% 37 13 Citadel Advisors 1.2 1.0% 58.8% 35 14 Voloridge Investment Management 1.2 1.0% 59.8% 34 15 Northern Trust Investments 1.1 0.9% 60.7% 32 16 Private Management Group, Inc. 1.1 0.9% 61.6% 32 17 Teachers Advisors 1.1 0.9% 62.5% 30 18 Norges Bank Investment Management 1.0 0.8% 63.3% 27 19 Arrowstreet Capital 0.9 0.8% 64.1% 27 20 Assenagon Asset Management 0.9 0.8% 64.9% 27 Total - Top 20 Holders 78.4 64.9% $2,242 All Other Holders 42.5 35.1% 1,215 Grand Total 120.8 100.0% $3,457 Directors and Executive Officers 0.9 0.8% $26 Retail 17.8 14.8% $510 Stake Holder Shares (mm) % o/s Cum. % Value ($mm) PBF | Ownership Summary Top 20 Shareholders Ownership Breakdown BlackRock 13% 35 Note: Market data as of July 8, 2022. Ownership percentages based on 120.8mm common shares outstanding. Ownership based on latest available public filings. Source: FactSet, Public disclosure. Vanguard 10% Carlos Slim 10% State Street 7% Retail 15% Other 45%

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION 36 Note: Market data as of July 8, 2022. Source: FactSet, Company disclosure. Top 25 Shareholder / Unitholder Analysis PBF / PBFX Top 25 Crossholder Ownership PBF PBFX Holder Shares ('000s) % o/s Cum. % o/s Market Value Holder Units ('000s) % o/s Cum. % o/s Market Value BlackRock 15,793 13.1% 13.1% $452 PBF Energy 29,954 47.9% 47.9% $489 Vanguard 12,092 10.0% 23.1% 346 Carlos Slim 7,295 11.7% 59.5% 119 Carlos Slim 11,746 9.7% 32.8% 336 Invesco 3,500 5.6% 65.1% 57 State Street 8,586 7.1% 39.9% 246 ClearBridge Investments 2,903 4.6% 69.7% 47 Dimensional Fund Advisors 5,502 4.6% 44.5% 157 Global X Management 2,592 4.1% 73.9% 42 Two Sigma 4,068 3.4% 47.8% 116 JP Morgan 844 1.3% 75.2% 14 Invesco 2,518 2.1% 49.9% 72 Goldman Sachs 825 1.3% 76.5% 13 Morgan Stanley 2,507 2.1% 52.0% 72 Amundi Asset Mgmt. 738 1.2% 77.7% 12 Newton Investment Management 2,427 2.0% 54.0% 69 Wells Fargo 521 0.8% 78.6% 8 Geode Capital 1,659 1.4% 55.4% 47 First Trust Advisors 310 0.5% 79.0% 5 Charles Schwab 1,633 1.4% 56.7% 47 UBS 291 0.5% 79.5% 5 D. E. Shaw & Co. 1,307 1.1% 57.8% 37 Morgan Stanley 252 0.4% 79.9% 4 Citadel Advisors 1,222 1.0% 58.8% 35 Thomas Nimbley 189 0.3% 80.2% 3 Voloridge Investment Mgmt. 1,204 1.0% 59.8% 34 Harvest Fund Advisors 171 0.3% 80.5% 3 Northern Trust 1,105 0.9% 60.7% 32 Peak6 Capital 109 0.2% 80.7% 2 Private Management Group 1,104 0.9% 61.6% 32 BofA Securities 105 0.2% 80.8% 2 Teachers Advisors 1,057 0.9% 62.5% 30 Citadel Advisors 94 0.1% 81.0% 2 Norges Bank Investment Mgmt. 954 0.8% 63.3% 27 James Fedena 90 0.1% 81.1% 1 Arrowstreet Capital 945 0.8% 64.1% 27 Matthew Lucey 87 0.1% 81.3% 1 Assenagon Asset Mgmt. 933 0.8% 64.9% 27 Michael Gayda 60 0.1% 81.4% 1 Renaissance Technologies 865 0.7% 65.6% 25 Citigroup 57 0.1% 81.5% 1 Fuller & Thaler Asset Mgmt. 832 0.7% 66.3% 24 Charles Young 49 0.1% 81.5% 1 Hwabao WP Fund Mgmt. 807 0.7% 66.9% 23 Timothy Davis 43 0.1% 81.6% 1 Bridgeway Capital Mgmt. 732 0.6% 67.5% 21 Trecia Canty 41 0.1% 81.7% 1 American Century Investment Mgmt. 722 0.6% 68.1% 21 Moneta Group 36 0.1% 81.7% 1 Total - Top 25 Holders 82,319 68.1% $2,355 Total - Top 25 Holders 51,156 81.7% $834 Other Holders 38,508 31.9% $1,102 Other Holders 11,442 18.3% $187 Total Holders 120,828 100.0% $3,457 Total - Shared Holders 17,992 14.9% $515 Total Holders 62,598 100.0% $1,021 Total - Shared Holders 11,141 17.8% $182 ($ in mm, except when noted) Stake ($ in mm, except when noted) Stake

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION $82 $302 ($461) $304 $589 $2,344 $1,777 $610 $499 $922 $920 $793 $705 $1,034 $226 $447 ($20) ($293) 2021A 2022E 2023E Wall Street Research 2024E 2025E 2026E 2027E $396 $525 $988 $650 $650 $612 $667 $588 $550 $612 $550 $550 $550 1 1 0 $612 $613 $613 $550 $550 2023E 2021A 2022E Note: Market data as of July 8, 2022. 2024E 2025E Management 2026E 2027E Consensus $477 $1,290 $854 $1,139 $2,994 $2,302 $1,320 $1,111 $1,534 $1,532 $1,405 $1,318 $2,136 $1,001 $995 $530 $257 $139 2021A 2022E 2023E 2024E 2025E 2026E 2027E PBF | Estimates Summary: 2022E – 2027E 37 Reflects EBITDA excluding special items as reported in PBF’s 2021 year-end results. Reflects Operating Cash Flow less Capex. Source: FactSet, Management projections, Company disclosure. EBITDA ($mm) Free Cash Flow ($mm)(2) Capex ($mm) Operating Cash Flow ($mm) # of Brokers 13 13 2 1 1 0 $3,988 $2,833 $2,073 $2,151 $2,048 $1,902 $2,540 $1,886 $1,803 $440(1 ) $1,511 $1,568 $1,390 $647 $566 $195 2021A 2022E 2023E 2024E 2025E 2026E 2027E # of Brokers 6 6 2 1 1 0 # of Brokers 6 5 2 # of Brokers 6 5 2 1 1 0

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Tab B. Preliminary PBFX Valuation Analysis Support 38

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION PBFX | Status Quo Financial Summary Based on forecasts provided by Management on July 4, 2022 39 Source: Management projections. ($ in millions, except where noted) 2022E 2023E 2024E 2025E 2026E 2027E EBITDA $212 $215 $222 $226 $177 $173 (+) Stock Based Comp 2 2 2 2 2 2 Adjusted EBITDA $214 $218 $225 $228 $179 $175 (-) Cash Interest (39) (48) (39) (39) (38) (38) (-) Maintenance Capex (9) (12) (12) (12) (13) (13) (-) Mandatory Debt Service -- (5) (5) (5) (5) (5) Distributable Cash Flow $166 $153 $168 $172 $123 $119 (÷) Avg. Fully Diluted Units Outstanding (mm) 63.5 63.7 63.9 64.0 64.2 64.4 DCF / LP Unit ($) $2.61 $2.40 $2.63 $2.68 $1.92 $1.85 Coverage (x) 2.18x 2.00x 2.19x 2.24x 1.60x 1.54x Cash Distribution per Common Unit $1.20 $1.20 $1.20 $1.20 $1.20 $1.20 Total Distributions Paid $76 $76 $77 $77 $77 $77 Leverage Metrics PBFX Net Debt $510 $428 $331 $231 $180 $133 PBFX Net Debt / LTM Adj. EBITDA 2.4x 2.0x 1.5x 1.0x 1.0x 0.8x

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION PBFX | Summary of Valuation Methodologies Used 40 Methodology Comparable Public Company Trading Analysis Discounted Cash Flow Analysis Distribution Discount Model (“DDM”) Precedent Transactions Precedent Premiums Paid Historical Market Valuations and Wall Street Research (For Reference Only) Description / Key Metrics Valuation based on trading metrics of selected peers: Liquids Transportation and Storage Peers: DKL, HEP, MMP, NS and PAA Other Small Cap MLP Peers: CAPL, GEL, GLP, MMLP and USDP Metrics included: (i) TEV/EBITDA, (ii) LP Distributable Cash Flow Yield and (iii) LP Distribution Yield Evaluated on a 2022E and 2023E basis Valuation based on the present value of future cash flows expected to be generated by PBFX and an assumed terminal value (calculated by applying a range of terminal multiples to terminal year EBITDA) Evaluated on an unlevered FCF basis Ranges of terminal multiples based on public companies operating with similar asset profiles Discount rate range reflective of PBFX’s weighted average cost of capital (“WACC”) PBFX WACC implied by CAPM and an analysis of public companies operating with similar asset profiles Valuation based on the present value of future expected distributions paid by PBFX and an assumed terminal value (calculated by applying a range of perpetuity growth rates to terminal year distribution) Ranges of perpetuity growth rates based on PBFX’s cash flow projections and distribution growth rates of public companies operating with similar asset profiles Discount rate range reflective of PBFX’s cost of equity capital (“Ke”) PBFX Ke implied by CAPM and an analysis of public companies operating with similar asset profiles Valuation based on metrics for comparable MLP buy-in transactions Metrics include: (i) LP Distributable Cash Flow Yield and (ii) LP Distribution Yield – Evaluated on a FY+1 basis Premiums paid analysis based on comparable MLP buy-in transactions Analyzed historical market trading performance and valuation Reviewed research analyst price targets included in equity research from two investment banks

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Note: Market data as of July 8, 2022. (1) Based on $547mm of net debt and 62.6mm units outstanding as of March 31, 2022. PBFX | Preliminary Illustrative Valuation Analysis – Trading Comparables 41 ($mm, unless otherwise noted) Methodology Metrics Range Implied Unit Price ($/Unit) 2022E EBITDA: $214 Source: Public disclosure, Wall Street research, FactSet, Management projections. 7.0x - 8.5x 2023E EBITDA: $218 6.5x - 8.0x 2022E LP DCF / Unit: $2.61 25.0% - 15.0% 2023E LP DCF / Unit: $2.40 27.5% - 17.5% 2022E DPU: $1.20 11.0% - 8.5% 2023E DPU: $1.20 11.5% - 9.0% Trading Comparables $10.43 $10.91 $8.74 $10.45 $13.86 $13.33 $14.12 $13.73 $17.42 $19.08 $20.32 Unaffected Closing Price: $13.35 $15.19 $5.00 $10.00 $15.00 $20.00 $25.00 $30.00 Unaffected 30d VWAP: $15.69 (1)

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION ($bn, except per share data) Company Unit Price Market Cap TEV Plains All American $10.18 $7.2 $18.6 TEV/EBITDA 2022E 2023E 8.2x 8.2x LP DCF Yield 2022E 2023E 18.3% 23.2% Distribution Yield LQA 2022E 2023E 8.5% 8.5% 8.8% LP Dist. Coverage 2022E 2023E 2.1x 2.6x Magellan Midstream Partners 47.61 10.1 15.0 10.5x 10.2x 11.0% 11.7% 8.7% 8.7% 8.9% 1.3x 1.3x 3.5x 3.4x 4% 5% 1% NuStar 14.70 1.6 6.1 8.5x 8.2x 21.8% 21.5% 10.9% 10.9% 10.9% 2.0x 2.0x 4.3x 5.3x 3% (1%) -- Holly Energy Partners 16.19 2.0 3.7 8.9x 8.6x 14.8% 15.6% 8.6% 8.6% 10.3% 1.7x 1.5x 4.1x 4.0x 7% 5% 19% Delek Logistics Partners LP 49.13 2.1 3.7 10.2x 8.2x 11.1% 14.3% 8.0% 8.1% 8.3% 1.4x 1.7x 4.7x 4.3x 37% 31% 3% Genesis Energy $8.2 $1.0 $5.4 8.6x 7.5x 27.3% 34.8% 7.3% 7.3% 7.3% 3.7x 4.8x 4.8x 5.7x 14% 27% -- Global Partners 23.84 0.8 2.4 8.3x 8.6x 14.5% 13.4% 10.0% 10.1% 10.3% 1.7x 1.5x 4.8x 5.1x (3%) (12%) 2% CrossAmerica Partners 20.55 0.8 1.6 10.2x 9.8x 14.8% 15.1% 10.2% 10.2% 10.2% 1.4x 1.5x 5.2x 5.2x 4% 2% -- Martin Midstream Partners 3.82 0.1 0.6 5.4x 5.7x 27.8% 32.3% 0.5% 0.5% 0.5% 53.2x 61.8x 4.1x 4.1x (6%) 16% -- USD Partners LP 5.29 0.2 0.4 7.4x 5.2x 25.7% 39.3% 9.3% 9.6% 11.8% 2.7x 3.3x 4.4x 4.4x 43% 53% 23% Mean - All (10 Companies) 8.6x 8.0x 18.7% 22.1% 8.2% 8.3% 8.7% 7.1x 8.2x 4.4x 4.6x 10% 15% 5% Median - All (10 Companies) 8.5x 8.2x 16.5% 18.6% 8.7% 8.7% 9.5% 1.9x 1.9x 4.4x 4.4x 4% 11% 2% Mean - LT&S (5 Companies) 9.3x 8.7x 15.4% 17.3% 9.0% 9.0% 9.4% 1.7x 1.8x 4.1x 4.3x 10% 13% 5% Median - LT&S (5 Companies) 8.9x 8.2x 14.8% 15.6% 8.6% 8.6% 8.9% 1.7x 1.7x 4.1x 4.3x 4% 5% 3% Mean - Small Cap MLPs (5 Companies) 8.0x 7.4x 22.0% 27.0% 7.5% 7.6% 8.0% 12.6x 14.6x 4.7x 4.9x 10% 17% 5% Median - Small Cap MLPs (5 Companies) 8.3x 7.5x 25.7% 32.3% 9.3% 9.6% 10.2% 2.7x 3.3x 4.8x 5.1x 4% 16% -- PBFX - Consensus (6/23/22) $13.35 $0.8 $1.4 6.3x 6.1x 20.8% 22.2% 9.0% 9.0% 9.0% 2.3x 2.5x 2.6x 2.6x 2% 7% -- PBFX - Consensus (7/8/22) $16.31 $1.0 $1.6 7.1x 7.0x 17.0% 18.2% 7.4% 7.4% 7.4% 2.3x 2.5x 2.6x 2.6x 2% 7% -- PBFX - Management (6/23/22) $13.35 $0.8 $1.3 6.3x 6.1x 19.6% 18.0% 9.0% 9.0% 9.0% 2.2x 2.0x 2.4x 2.4x 2% (8%) -- PBFX - Management (7/8/22) $16.31 $1.0 $1.5 7.1x 7.0x 16.0% 14.7% 7.4% 7.4% 7.4% 2.2x 2.0x 2.4x 2.4x 2% (8%) -- Lev. ('22E EBITDA) '22E - '23E CAGR Debt Adj. Debt(1) EBITDA DCF Distr. 3.9x 4.5x (1%) 25% 3% PBFX | Comparable Company Trading Analysis 43 Note: Market data as of July 8, 2022. Peers sorted by TEV. PBFX consensus metrics reflect balance sheet data as of March 31, 2022; PBFX management metrics reflect balance sheet data as of June 30, 2022. (1) Adjusted debt reflects 50% debt treatment for preferred equity. Source: FactSet, Public disclosure, Wall Street research, Management projections. LT&S Peers Other Small Cap MLP Peers

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION 44 Note: Discounted cash flow analysis based on cash flows discounted to June 30, 2022. (1) Balance sheet data as of June 30, 2022 per Management estimates. Sensitivity Analysis PBFX | Discounted Cash Flow Analysis – Unlevered Free Cash Flow ($ in millions, unless noted) 2H 2022E 2023E 2024E 2025E 2026E 2027E Terminal EBITDA $105 $218 $225 $228 $179 $175 $175 (-) Maintenance CapEx (5) (12) (12) (12) (13) (13) (13) (-) Growth CapEx (4) -- -- -- -- -- -- (+/-) Change in Working Capital (1) -- -- -- -- -- -- Unlevered Free Cash Flow ("FCF") $95 $206 $212 $216 $167 $162 $162 PV of FCF (10.50% WACC) $823 Terminal EBITDA $175 (x) Terminal Multiple 7.3x Terminal Value (Undiscounted) $1,271 PV of Terminal Value (10.50% WACC) $733 Memo: % of Total TEV 47.1% Memo: Implied Perpetuity Growth Rate (2.6%) Implied TEV $1,556 (-) Debt (+) Cash (555)(1) 53 (1) Implied Equity Value $1,055 (/) Total Units Outstanding 62.6 Implied Share Price $16.85 PV of Terminal Value Implied TEV Implied Unit Price Implied Perpetuity Growth Rate Terminal Multiple Source: Management projections. PV of FCF 6.5x 6.9x 7.3x 7.6x 8.0x 6.5x 6.9x 7.3x 7.6x 8.0x 6.5x 6.9x 7.3x 7.6x 8.0x 6.5x 6.9x 7.3x 7.6x 8.0x 12.00% $797 $610 $646 $681 $716 $751 $1,407 $1,443 $1,478 $1,513 $1,548 $14.47 $15.03 $15.59 $16.16 $16.72 (2.7%) (2.0%) (1.3%) (0.8%) (0.2%) 11.25% 810 633 670 706 743 779 1,443 1,480 1,516 1,553 1,589 15.04 15.62 16.21 16.79 17.38 (3.3%) (2.6%) (2.0%) (1.4%) (0.9%) 10.50% 823 657 695 733 771 809 1,480 1,518 1,556 1,594 1,632 15.64 16.24 16.85 17.45 18.06 (3.9%) (3.2%) (2.6%) (2.0%) (1.5%) 9.75% 837 682 722 761 801 840 1,519 1,559 1,598 1,637 1,677 16.26 16.88 17.51 18.14 18.77 (4.5%) (3.8%) (3.2%) (2.6%) (2.1%) 9.00% 851 709 750 791 831 872 1,560 1,600 1,641 1,682 1,723 16.90 17.55 18.21 18.86 19.51 (5.1%) (4.5%) (3.8%) (3.3%) (2.8%) WACC

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION 45 Note: Discounted cash flow analysis based on distributions discounted to June 30, 2022. Sensitivity Analysis PBFX | Discounted Cash Flow Analysis – Distribution Discount Model ($ in millions, unless noted) 2H 2022E 2023E 2024E 2025E 2026E 2027E Terminal Total Distributable Cash Flow (/) Average Units Outstanding (mm) $80 63.5 $153 63.7 $168 63.9 $172 64.0 $123 64.2 $119 64.4 DCF / Unit ("DCFPU") $1.26 $2.40 $2.63 $2.68 $1.92 $1.85 LP Distribution / Unit ("DPU") $0.60 $1.20 $1.20 $1.20 $1.20 $1.20 $1.20 Memo: Implied Coverage 2.10x 2.00x 2.19x 2.24x 1.60x 1.54x PV of LP DPU (12.5% Ke) $4.85 Terminal LP DPU $1.20 (/) Implied Terminal Yield 11.8% Terminal Value (Undiscounted) $9.60 Memo: Perpetuity Growth Rate 0.0% PV of Terminal Value (12.5% Ke) $5.33 Memo: % of Total 52.3% Implied Unit Price $10.18 PV of Terminal Value Implied Unit Price Implied Terminal DPU Yield PV of DPU Perpetuity Growth Rate (1.0%) (0.5%) 0.0% 0.5% 1.0% (1.0%) (0.5%) 0.0% 0.5% 1.0% (1.0%) (0.5%) 0.0% 0.5% 1.0% 15.00% 13.75% 12.50% 11.25% 10.00% $4.60 $3.69 $3.83 $3.98 $4.13 $4.30 $8.29 $8.43 $8.58 $8.73 $8.90 15.1% 14.5% 14.0% 13.5% 12.9% 4.72 4.23 4.40 4.58 4.78 4.99 8.95 9.12 9.31 9.50 9.71 14.0% 13.4% 12.9% 12.4% 11.8% 4.85 4.88 5.10 5.33 5.58 5.85 9.74 9.95 10.18 10.43 10.70 12.9% 12.3% 11.8% 11.3% 10.7% 4.99 5.69 5.96 6.26 6.58 6.94 10.68 10.95 11.25 11.57 11.93 11.7% 11.2% 10.7% 10.1% 9.6% 5.13 6.70 7.06 7.45 7.88 8.36 11.84 12.19 12.58 13.01 13.49 10.6% 10.1% 9.5% 9.0% 8.5% Cost of Equity Source: Management projections.

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION ($ in billions, unless noted) Adj. Beta(1) Market Value Net Debt / Tax Levered Unlevered Company of Equity Net Debt Preferred Total Cap. Rate 1-yr 3-yr 5-yr 1-yr 3-yr 5-yr Magellan Midstream Partners $10.1 $4.9 $ -- 33% -- 0.61 0.93 0.90 0.41 0.63 0.60 Plains All American 7.2 8.8 2.7 47% -- 0.89 1.16 1.12 0.34 0.45 0.43 Delek Logistics Partners 2.1 1.5 -- 42% -- 0.72 1.05 0.99 0.42 0.61 0.57 Holly Energy Partners 2.0 1.6 -- 44% -- 0.77 0.60 0.65 0.43 0.34 0.36 NuStar Energy 1.6 3.1 1.4 51% -- 0.68 0.91 0.98 0.18 0.24 0.26 Genesis Energy 1.0 3.0 1.1 56% -- 0.73 1.34 1.26 0.14 0.26 0.25 Global Partners 0.8 1.3 0.1 59% -- 1.01 0.89 0.90 0.36 0.31 0.32 CrossAmerica Partners 0.8 0.8 -- 51% -- 0.63 0.68 0.69 0.31 0.34 0.34 USD Partners 0.2 0.2 -- 55% -- 0.46 0.74 0.73 0.20 0.33 0.32 Martin Midstream Partners 0.1 0.5 -- 77% -- 0.60 0.87 0.83 0.14 0.20 0.19 Mean – All Median – All 51% 51% 0.71 0.70 0.92 0.90 0.90 0.90 0.29 0.33 0.37 0.33 0.36 0.33 LT&S Mean LT&S Median 43% 44% 0.73 0.72 0.93 0.93 0.93 0.98 0.36 0.41 0.45 0.45 0.45 0.43 Other Small Cap Other Small Cap MLP Peers Mean MLP Peers Median 59% 56% 0.69 0.63 0.90 0.87 0.88 0.83 0.23 0.20 0.29 0.31 0.28 0.32 PBFX $1.0 $0.5 $ -- 35% -- 0.78 1.32 1.17 0.51 0.86 0.76 46 PBFX | Weighted Average Cost of Capital (“WACC”) Analysis Note: Market data as of July 8, 2022. Balance sheet data as of March 31, 2022. Peers sorted by market value of equity. Represents historical Bloomberg adjusted beta, regressed weekly against the S&P 500. 30-year treasury yield as of July 8, 2022. βU = βL/(1+D/E x (1-t)). Sourced from Kroll Cost of Capital Navigator – 2022. Represents size premium for CRSP 8th decile as of December 31, 2021 (range of $0.6bn - $1.3bn market capitalization). Cost of Equity and WACC Calculation Risk-Free Rate(2) 3.3% Unlevered Beta(3) 0.65 Target Net Debt / Total Cap. 35.0% Cost of Equity Sensitivity Analysis Unlevered Beta 0.55 0.60 0.65 0.70 0.75 bt 20% 9.6% 10.1% 10.5% 11.0% 11.5% et De Cap. 28% 10.1% 10.7% 11.2% 11.7% 12.2% N tal 35% 10.8% 11.4% 11.9% 12.5% 13.1% Target / To 43% 50% 11.6% 12.3% 12.9% 13.6% 14.2% 12.7% 13.4% 14.2% 14.9% 15.7% Intrepid estimate for long-term borrowing rate in current market. WACC = (KE x (1-Net Debt/(Net Debt+Equity)))+(KD x (Net Debt/(Net Debt+Equity))). Source: Bloomberg, 2022 Kroll Valuation Handbook, U.S. Department of the Treasury, Public disclosure, FactSet. WACC Sensitivity Analysis Unlevered Beta 0.55 0.60 0.65 0.70 0.75 20% 28% 35% 43% 50% 9.4% 9.7% 10.0% 10.3% 10.6% 9.8% 10.1% 10.4% 10.7% 11.0% 10.1% 10.4% 10.7% 11.0% 11.3% 10.5% 10.8% 11.1% 11.4% 11.7% 10.9% 11.2% 11.5% 11.8% 12.1% Target Net Debt / Total Cap. Levered Beta Equity Risk Premium(4) Size Premium(5) 1.00 7.5% 1.2% Implied Cost of Equity 11.9% Pre-Tax Cost of Debt(6) Tax Rate 8.5% 0.0% After-Tax Cost of Debt 8.5% Target Net Debt / Total Cap. 35.0% WACC(7) 10.7%

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION PBFX | Selected Peer Debt Trading Analysis 47 Note: Market data as of July 8, 2022. (1) Excludes CAPL, MMLP and USDP due to lack of publicly traded and/or comparable debt. Source: Bloomberg, Public disclosure, FactSet. LT&S Peers Other Small Cap MLP Peers(1) Mean – All 5.739% 8.049% Median – All 6.375% 8.231% LT&S Mean 5.110% 7.062% LT&S Median 5.000% 7.264% Other Small Cap MLP Peers Mean 7.313% 10.517% Other Small Cap MLP Peers Median 7.313% 10.517% PBFX May-23 $525 Sr. Unsecured 5.000% B3 / B+ 98.5 8.723% Issue Rating Price YTW Issuer Maturity Date Amount ($mm) Security Coupon DKL Jun-28 $400 Sr. Unsecured 7.125% B3 / B+ 91.5 9.018% HEP Feb-28 500 Sr. Unsecured 5.000% B1 / BB+ 89.8 7.264% MMP Jun-30 500 Sr. Unsecured 3.250% Baa1 / BBB+ 88.2 5.083% NS Oct-30 600 Sr. Unsecured 6.375% Ba3 / BB- 89.0 8.231% PAA Sep-30 750 Sr. Unsecured 3.800% Baa3 / BBB- 87.6 5.712% GEL Feb-28 721 Sr. Unsecured 7.750% B2 / B 86.8 10.992% GLP Jan-29 350 Sr. Unsecured 6.875% B2 / B+ 85.1 10.042%

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION 5/13/22 Diamondback Energy Rattler Midstream LP $2.2 74% 11.3% (2) 8.0% (2) 17% 9% 1/10/22 Hartree Partners Sprague Resources 0.5 75% 12.6% 9.2% 27% 39% 10/8/21 Ergon Blueknight Energy Partners 0.2 32% 9.0% 3.7% 51% 47% 10/25/21 8/4/21 Phillips 66 BP Phillips 66 Partners BP Midstream Partners 10.1 1.5 70% 54% 10.6% 11.2% 4.2% 9.8% (2) 7% 11% 0% 3% 2/4/21 Chevron Corp. Noble Midstream Partners 1.1 62% 21.3% 6.0% (1%) 6% 10/2/20 TC Energy Corporation TC PipeLines 2.1 24% 13.5%(2) 8.8% 14% 12% 2/25/20 Equitrans Midstream EQM Midstream Partners 4.6 54% 21.6% 5.2% 0% 3% 8/27/19 Blackstone Tallgrass Energy 6.3 44% 10.6% 10.0% 56% 23% 11/7/18 Western Gas Equity Partners Western Gas Partners 8.4 30% 8.5% 8.1% (2) 8% 8% 10/19/18 EnLink Midstream EnLink Midstream Partners 6.5 22% 9.2% 8.5% (2) 1% 4% 10/17/18 Valero Energy Valero Energy Partners 2.9 68% 7.0% 5.7% 7% 12% 9/18/18 Dominion Energy Dominion Energy Midstream Partners 2.8 61% 8.2% 8.2% (3) 1% 8% 8/1/18 Energy Transfer Equity Energy Transfer Partners 27.5 2% 12.5% 9.8% (2) 11% 14% 7/9/18 ArcLight TransMontaigne Partners 0.7 20% 9.3% 7.8% 14% 9% 5/16/18 Enbridge Spectra Energy Partners 17.6 83% 9.8% 8.7% 10% 3% 5/16/18 Enbridge Enbridge Energy Partners 4.9 33% 14.9% 9.1% 9% 6% 3/15/18 Williams Williams Partners 38.9 74% 7.6% 6.4% 14% 13% 2/7/18 Tallgrass Energy GP Tallgrass Energy Partners 3.5 35% 9.6% 8.4%(2) 10% 10% 9/23/16 Columbia Pipeline Group Columbia Pipeline Partners 1.7 47% 4.9% 4.7% 11% 17% Summary Statistics (20 Transactions) 75th Percentile $7.0 68% 12.5% 8.9% 13.6% 13.3% Mean $7.2 48% 11.2% 7.5% 13.9% 12.3% Median $3.2 50% 10.2% 8.2% 10.3% 9.0% 25th Percentile $1.7 31% 8.9% 6.0% 7.1% 5.3% Final Premium to: Transaction Metrics FY+1 LP FY+1 LP DCF Yield DPU Yield Unaff. Date Buyer Target 8/8ths Equity Value ($bn)(1) Buyer % Owned 1-Day 30-Day VWAP 48 Select Midstream Parent-MLP Buy-In Precedent Transactions Note: Excludes non-limited partnership/LLC transactions or transactions with non-US targets. Transaction metrics are based on management projections available in public disclosure (e.g., proxy statement). Does not include value attributable to an economic general partner or to incentive distribution rights. Reflects yield based on Wall Street consensus metrics. Based on LQA distribution per unit prior to announcement. Source: FactSet, Wall Street research, Public disclosure.

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION 100% Price Targets and Ratings Broker Date Forward Price Target Rating Credit Suisse 6/23/22 $16.50 Hold Raymond James 4/28/22 16.00 Hold High $16.50 0 Buy Mean (2 Brokers) $16.25 2 Hold Median (2 Brokers) $16.25 0 Sell Low $16.00 49 PBFX | Wall Street Research Summary Note: Market data as of July 8, 2022. Price Targets and Ratings reflect select research reports. Source: Wall Street research. Ratings Summary Hold Sell Buy

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Tab C. Preliminary PBF Valuation Analysis Support 50

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION PBF | Status Quo Financial Summary Based on forecasts provided by Management on July 4, 2022 ($ in millions, except where noted) 2022E 2023E 2024E 2025E 2026E 2027E Consolidated EBITDA $3,759 $2,231 $2,166 $2,061 $1,914 $1,815 (+/-) PBF Change in TRA 229 (158) (14) (13) (12) (12) Consolidated EBITDA excl. Special Items $3,988 $2,073 $2,151 $2,048 $1,902 $1,803 (-) Interest Expense (290) (169) (161) (170) (160) (159) Memo: GAAP Taxes (765) (425) (410) (379) (342) (315) Memo: Deferred Taxes 710 207 22 3 (25) (41) (-) Cash Taxes (55) (218) (387) (376) (367) (356) (-) MRC Earnout -- (100) (100) -- -- -- (+/-) Changes in Working Capital (711) (507) -- -- -- -- (+) PBF Stock Based Comp 28 28 28 28 28 28 (+) PBFX Stock Based Comp 2 2 2 2 2 2 (+) Other 31 2 -- -- -- -- Consolidated Operating Cash Flow $2,994 $1,111 $1,534 $1,532 $1,405 $1,318 Consolidated Operating CFPS $23.95 $8.78 $11.97 $11.82 $10.71 $9.93 Memo: Avg. Fully Diluted Shares Outstanding 125 127 128 130 131 133 Consolidated EBITDA excl. Special Items $3,988 $2,073 $2,151 $2,048 $1,902 $1,803 (-) PBFX EBITDA (212) (215) (222) (226) (177) (173) (+) PBFX Distributions to PBF 36 36 36 36 36 36 PBF Standalone EBITDA $3,812 $1,894 $1,965 $1,858 $1,761 $1,666 Consolidated Operating Cash Flow $2,994 $1,111 $1,534 $1,532 $1,405 $1,318 (-) PBFX Operating Cash Flow (173) (170) (185) (189) (141) (137) (+) PBFX Distributions to PBF 36 36 36 36 36 36 PBF Standalone Operating Cash Flow $2,857 $977 $1,384 $1,379 $1,300 $1,216 PBF Standalone Operating CFPS $22.86 $7.72 $10.81 $10.63 $9.91 $9.16 Memo: Avg. Fully Diluted Shares Outstanding 125 127 128 130 131 133 Leverage Metrics Consolidated Net Debt $587 $130 ($751) ($1,630) ($2,381) ($3,045) (-) PBFX Net Debt (510) (428) (331) (231) (180) (133) PBF Standalone Net Debt $77 ($298) ($1,082) ($1,861) ($2,561) ($3,177) Consolidated Net Debt / LTM EBITDA 0.1x 0.1x (0.3x) (0.8x) (1.3x) (1.7x) PBF Standalone Net Debt / LTM EBITDA 0.0x (0.2x) (0.6x) (1.0x) (1.5x) (1.9x) 51 Source: Management projections. Consolidated PBF Standalone

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION PBF | Summary of Valuation Methodologies Used Methodology Description / Key Metrics Comparable Public Company Trading Analysis Valuation based on trading metrics of selected peers: Refiner Peers: CVI, DK, DINO, MPC, PARR, PSX and VLO Metrics included: (i) TEV/EBITDA and (ii) Operating Cash Flow Yield Evaluated on a 2022E and 2023E basis Historical Market Valuations and Wall Street Research (For Reference Only) Analyzed historical market trading performance and valuation Reviewed research analyst price targets included in equity research from 16 investment banks Discounted Cash Flow Analysis Valuation based on the present value of future cash flows expected to be generated by PBF and an assumed terminal value (calculated by applying a range of perpetuity growth rates to terminal year free cash flow) 52 Evaluated on an unlevered FCF basis Ranges of perpetuity growth rates based on PBF’s cash flow projections and public companies operating with similar asset profiles Discount rate range reflective of PBF’s weighted average cost of capital (“WACC”) PBF WACC implied by CAPM and an analysis of public companies operating with similar asset profiles

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Note: Market data as of July 8, 2022. (1) Based on $2.9bn of net debt, 120.8mm Class A common stock and 0.9mm Series A Units outstanding as of March 31, 2022. Source: Public disclosure, Wall Street research, FactSet, Management projections. PBF | Preliminary Illustrative Valuation Analysis – Trading Comparables 53 2022E Management Consolidated EBITDA: $3,988 3.0x - 4.5x 2022E Consensus Consolidated EBITDA: $2,540 3.0x - 4.5x 2023E Management Consolidated EBITDA: $2,073 4.5x - 6.0x 2023E Consensus Consolidated EBITDA: $1,568 4.5x - 6.0x 2022E Management CFPS: $23.95 50.0% - 30.0% 2022E Consensus CFPS: $18.95 50.0% - 30.0% 2023E Management CFPS: $8.78 25.0% - 20.0% 2023E Consensus CFPS: $8.08 25.0% - 20.0% Trading Comparables $32.31 $35.13 $37.90 $47.90 $29.41 $48.70 $34.02 $40.39 $43.91 $63.16 $79.83 $48.72 $74.24 $65.31 $119.46 Current Share Current 30d VWAP: $34.92 Price: $28.61 $70.33 ($mm, unless otherwise noted) Methodology Metrics Range Implied Share Price ($/Share)(1) $-- $50.00 $100.00 $150.00

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION PBF | Comparable Company Trading Analysis 54 Note: Market data as of July 8, 2022. Peers sorted by TEV. Pro forma the early redemption of PBF’s 9.25% Senior Secured Notes due 2025. Estimated balances from PBF management presentation on July 7, 2022. Source: FactSet, Public disclosure, Wall Street research, Management projections. Mean - (7 Companies) Median - (7 Companies) 4.5x 4.4x 6.0x 6.0x 6.9x 6.9x 30.0% 29.5% 20.6% 19.8% 22.8% 21.8% 3.3% 3.5% 2.7% 2.8% 3.3% 3.6% 1.2x 1.1x PBF - Consensus (1) $28.61 $3.5 $6.4 2.5x 4.2x 4.6x 63.2% 27.2% 23.3% -- -- -- 1.2x PBF - Management (2) $28.61 $3.5 $4.9 1.2x 2.4x 2.3x 83.7% 30.7% 41.9% -- -- -- 0.3x ($bn, except per share data) Share Market Cons. Cons. TEV/EBITDA CFPS Yield Dividend Yield Cons. Net Debt / Company Price Cap TEV 2022E 2023E 2024E 2022E 2023E 2024E LQA 2022E 2023E 2022E EBITDA Marathon Petroleum $83.27 $45.0 $77.6 5.0x 6.8x 7.6x 29.9% 22.8% 24.4% 2.8% 2.8% 2.9% 1.1x Valero Energy 107.03 43.7 55.8 4.4x 6.0x 6.9x 24.6% 19.8% 16.8% 3.7% 3.7% 3.8% 0.8x Phillips 66 82.01 39.5 51.0 5.0x 6.3x 6.5x 22.2% 16.4% 16.5% 4.7% 4.6% 4.8% 1.1x HF Sinclair Corporation 45.65 10.2 14.1 4.2x 5.8x 6.7x 29.5% 20.6% 19.1% 3.5% 2.7% 3.6% 0.8x CVR Energy 31.18 3.1 4.7 3.8x 5.4x 6.9x 36.1% 15.4% 27.5% 5.1% 3.8% 5.4% 0.8x Delek 23.75 1.7 4.1 4.5x 6.2x 7.3x 41.9% 29.7% 32.5% 3.4% 1.2% 1.9% 2.2x Par Pacific 15.60 0.9 1.4 4.3x 5.6x 6.3x 25.9% 19.6% n/a -- -- 0.4% 1.4x PBF Consensus reflects Balance Sheet data as of March 31, 2022, pro forma early redemption of Senior Secured notes due 2025. PBF Management Balance Sheet data reflects balances from PBF management presentation on July 7, 2022.

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Sensitivity Analysis PBF | Discounted Cash Flow Analysis – Management Projections ($ in millions, unless noted) 2H 2022E 2023E 2024E 2025E 2026E 2027E Terminal EBITDA $2,486 $2,073 $2,151 $2,048 $1,902 $1,803 $1,803 (-) CapEx (283) (612) (612) (612) (613) (613) (613) (-) PBF MRC Earnout -- (100) (100) -- -- -- (+) Stock Based Comp 15 30 30 30 30 30 30 (+/-) Change in Working Capital (355) (507) -- -- -- -- (+/-) Other Operating Cash Flow 13 2 -- -- -- -- (-) Cash Taxes (37) (218) (387) (376) (367) (356) (321) (-) Interest Adjusted Incremental Tax (39) (46) (43) (46) (43) (43) -- Unlevered Free Cash Flow ("FCF") $1,800 $623 $1,039 $1,044 $909 $821 $899 PV of FCF (11.50% WACC) $4,963 Terminal EBITDA $1,803 (x) Implied Terminal Multiple 3.5x Terminal Value (Undiscounted) $6,014 Memo: Perpetuity Growth Rate (3.0%) PV of Terminal Value (11.50% WACC) $3,489 Implied TEV $8,452 (-) 6/30/22E Debt (2,085) (-) Minority Interest in PBFX (1) (555) (-) Other Non-Controlling Interest (11) (+) 6/30/22E Cash 700 Implied Equity Value $6,501 (/) Total Shares Outstanding (2) 121.8 Implied Share Price $53.39 PV of Note: Discounted cash flow analysis based on quarterly cash flows discounted to June 30, 2022. (1) Reflects midpoint of PBFX discounted cash flow analysis. (2) Includes 0.9mnm Series A Units. Source: Management projections. 55 PV of Terminal Value Implied TEV Implied Unit Price Implied Terminal EBITDA Multiple Perpetuity Growth Rate FCF (4.0%) (3.5%) (3.0%) (2.5%) (2.0%) (4.0%) (3.5%) (3.0%) (2.5%) (2.0%) (4.0%) (3.5%) (3.0%) (2.5%) (2.0%) (4.0%) (3.5%) (3.0%) (2.5%) (2.0%) 13.00% $4,837 $2,755 $2,853 $2,957 $3,068 $3,187 $7,591 $7,690 $7,794 $7,905 $8,024 $46.32 $47.13 $47.99 $48.90 $49.88 3.0x 3.1x 3.2x 3.3x 3.5x 12.25% 4,899 2,979 3,090 3,208 3,334 3,468 7,878 7,989 8,107 8,233 8,367 48.68 49.59 50.56 51.59 52.70 3.1x 3.2x 3.4x 3.5x 3.6x 11.50% 4,963 3,230 3,355 3,489 3,632 3,786 8,193 8,318 8,452 8,595 8,749 51.27 52.29 53.39 54.57 55.83 3.3x 3.4x 3.5x 3.7x 3.8x 10.75% 5,029 3,511 3,653 3,805 3,969 4,146 8,540 8,682 8,835 8,999 9,175 54.12 55.28 56.54 57.88 59.33 3.4x 3.6x 3.7x 3.9x 4.0x 10.00% 5,097 3,827 3,989 4,164 4,353 4,558 8,924 9,086 9,261 9,450 9,655 57.27 58.60 60.04 61.59 63.27 3.6x 3.7x 3.9x 4.1x 4.3x WACC

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Sensitivity Analysis PBF | Discounted Cash Flow Analysis – Sensitivity Case ($ in millions, unless noted) 2H 2022E 2023E 2024E 2025E 2026E 2027E Terminal EBITDA $1,606 $1,575 $1,861 $1,500 $1,500 $1,500 $1,500 (-) CapEx (283) (612) (612) (612) (613) (613) (613) (-) PBF MRC Earnout -- (100) (100) -- -- -- (+) Stock Based Comp 15 30 30 30 30 30 30 (+/-) Change in Working Capital (355) (507) -- -- -- -- (+/-) Other Operating Cash Flow 13 2 -- -- -- -- (-) Cash Taxes -- -- (92) (228) (259) (274) (240) (-) Interest Adjusted Incremental Tax (39) (46) (43) (46) (43) (43) -- Unlevered Free Cash Flow ("FCF") $958 $343 $1,044 $644 $616 $600 $678 PV of FCF (11.50% WACC) $3,290 Terminal EBITDA $1,500 (x) Implied Terminal Multiple 3.2x Terminal Value (Undiscounted) $4,536 Memo: Perpetuity Growth Rate (3.0%) PV of Terminal Value (11.50% WACC) $2,632 Implied TEV $5,922 (-) 6/30/22E Debt (2,085) (-) Minority Interest in PBFX (1) (555) (-) Other Non-Controlling Interest (11) (+) 6/30/22E Cash 700 Implied Equity Value $3,971 (/) Total Shares Outstanding (2) 121.8 Implied Share Price $32.61 PV of Note: Discounted cash flow analysis based on quarterly cash flows discounted to June 30, 2022. (1) Reflects midpoint of PBFX discounted cash flow analysis. (2) Includes 0.9mnm Series A Units. Source: Management projections. 56 PV of Terminal Value Implied TEV Implied Unit Price Implied Terminal EBITDA Multiple Perpetuity Growth Rate FCF (4.0%) (3.5%) (3.0%) (2.5%) (2.0%) (4.0%) (3.5%) (3.0%) (2.5%) (2.0%) (4.0%) (3.5%) (3.0%) (2.5%) (2.0%) (4.0%) (3.5%) (3.0%) (2.5%) (2.0%) 13.00% $3,199 $2,078 $2,152 $2,231 $2,314 $2,404 $5,277 $5,351 $5,430 $5,514 $5,603 $27.32 $27.93 $28.57 $29.26 $30.00 2.7x 2.8x 2.9x 3.0x 3.1x 12.25% 3,244 2,247 2,331 2,420 2,515 2,616 5,491 5,575 5,664 5,759 5,860 29.08 29.76 30.49 31.27 32.11 2.8x 2.9x 3.0x 3.2x 3.3x 11.50% 3,290 2,436 2,531 2,632 2,740 2,856 5,727 5,821 5,922 6,030 6,146 31.01 31.78 32.61 33.50 34.45 3.0x 3.1x 3.2x 3.3x 3.5x 10.75% 3,338 2,648 2,755 2,870 2,994 3,127 5,986 6,093 6,208 6,332 6,465 33.14 34.02 34.96 35.98 37.07 3.1x 3.2x 3.4x 3.5x 3.7x 10.00% 3,387 2,887 3,009 3,141 3,283 3,438 6,273 6,396 6,527 6,670 6,824 35.50 36.50 37.59 38.76 40.03 3.3x 3.4x 3.5x 3.7x 3.9x WACC

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION ($ in billions, unless noted) Adj. Beta(1) Market Value Net Debt / Tax Levered Unlevered Company of Equity Net Debt Preferred Total Cap. Rate 1-yr 3-yr 5-yr 1-yr 3-yr 5-yr Marathon Petroleum $45.0 $16.5 $ -- 21% 21% 0.71 1.39 1.33 0.55 1.08 1.03 Valero Energy 43.7 10.6 -- 19% 21% 0.57 1.22 1.19 0.48 1.02 1.00 Phillips 66 39.5 11.2 -- 22% 21% 0.61 1.02 1.01 0.50 0.83 0.83 HF Sinclair Corporation 10.2 2.8 -- 20% 21% 0.59 0.97 1.00 0.48 0.80 0.82 CVR Energy 3.1 0.9 -- 20% 21% 0.50 0.85 0.91 0.40 0.69 0.74 Delek 1.7 2.0 -- 49% 21% 0.33 0.73 0.89 0.17 0.38 0.46 Par Pacific 0.9 0.5 -- 33% 21% 0.58 1.25 1.18 0.42 0.90 0.85 Mean – A Median – ll All 26% 21% 0.55 0.58 1.06 1.02 1.07 1.01 0.43 0.48 0.81 0.83 0.82 0.83 PBF $3.5 $2.9 $ -- 46% 21% 0.27 1.34 1.29 0.16 0.80 0.77 57 PBF | Weighted Average Cost of Capital (“WACC”) Analysis Note: Market data as of July 8, 2022. Balance sheet data as of March 31, 2021. Peers sorted by market value of equity. Represents historical Bloomberg adjusted beta, regressed weekly against the S&P 500. 30-year treasury yield as of July 8, 2022. βU = βL/(1+D/E x (1-t)). Sourced from Kroll Cost of Capital Navigator – 2022. Cost of Equity and WACC Calculation Cost of Equity Sensitivity Analysis Unlevered Beta 0.80 0.85 0.90 0.95 1.00 bt 10% 10.7% 11.1% 11.5% 11.9% 12.3% et De Cap. 20% 11.3% 11.8% 12.2% 12.6% 13.1% N tal 30% 12.1% 12.6% 13.1% 13.6% 14.1% arget / To 40% 13.3% 13.8% 14.4% 15.0% 15.5% T 50% 14.8% 15.5% 16.2% 16.8% 17.5% Intrepid estimate for long-term borrowing rate in current market. WACC = (KE x (1-Net Debt/(Net Debt+Equity)))+(KD x (Net Debt/(Net Debt+Equity))). Source: Bloomberg, 2022 Kroll Valuation Handbook, U.S. Department of the WACC Sensitivity Analysis Unlevered Beta 10% 0.80 0.85 0.90 0.95 1.00 10.4% 10.7% 11.1% 11.5% 11.8% C Levered Beta 1.20 Equity Risk Premium(4) 7.5% Size Premium(5) 0.9% Implied Cost of Equity 13.1% Pre-Tax Cost of Debt(6) 10.0% Tax Rate 21.0% After-Tax Cost of Debt 7.9% (5) Represents size premium for CRSP 5th decile as of December 31, 2021 (range of $3.3bn - $5.0bn market capitalization). Treasury, Public disclosure, FactSet. Target Net Debt / Total Cap. 30.0% Debt ap. 20% 10.6% 11.0% 11.3% 11.7% 12.1% WACC(7) 11.6% Net tal 30% 10.9% 11.2% 11.6% 11.9% 12.3% arget / To 40% 11.1% 11.5% 11.8% 12.1% 12.5% T 50% 11.4% 11.7% 12.0% 12.4% 12.7% Risk-Free Rate(2) Unlevered Beta(3) Target Net Debt / Total Cap. 3.3% 0.90 30.0%

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION 31% 50% 19% Broker Date Forward Price Target Rating Piper Sandler & Co 7/7/22 $43.00 Buy Wolfe Research 7/7/22 25.00 Sell Tudor Pickering & Co 7/7/22 30.00 Hold JP Morgan 7/6/22 39.00 Hold Morgan Stanley 7/5/22 30.66 Hold Wells Fargo 7/5/22 57.00 Buy Credit Suisse 7/5/22 37.00 Sell Barclays 7/1/22 27.00 Sell BofA 6/29/22 50.00 Buy Mizuho Securities 6/29/22 43.00 Buy Raymond James 6/24/22 30.26 Hold Zacks 6/17/22 40.00 Buy Cowen 6/3/22 28.00 Hold RBC Capital 5/26/22 31.00 Hold Scotiabank 5/16/22 33.00 Hold Goldman Sachs 5/16/22 36.00 Hold High $57.00 5 Buy Mean (16 Brokers) $36.49 8 Hold Median (16 Brokers) $34.00 3 Sell Low $25.00 58 PBF | Wall Street Research Summary Price Targets and Ratings Ratings Summary Hold Sell Buy Denotes target increase since 13D filing by PBF on 6/24/22 Note: Market data as of July 8, 2022. Price Targets and Ratings reflect select research reports. Source: Wall Street research.

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION $7.94 $19.19 $13.51 $13.75 $13.44 $13.14 $12.85 $14.58 $11.67 $12.58 $9.45 $8.56 $20 $18 $16 $14 $12 $10 $8 $6 $4 $2 $-- 2022E 2023E 2024E 2025E 2026E 2027E $6.56 $6.72 $6.88 $6.92 $6.92 $6.92 $6.92 $7.34 $6.84 $6.81 $6.83 $7.26 $-- $3 $2 $1 $4 $7 $6 $5 $8 835 914 892 892 892 902 914 892 935 892 894 887 960 940 920 900 880 860 840 820 800 780 2021A(1) 2022E 2023E 2024E 2025E 2026E 2027E 973 973 973 973 973 973 973 964 964 971 934 936 910 920 930 940 950 960 970 980 2021A 2022E 2023E 2024E 2025E 2026E 2027E 59 Comparison of Management vs. Consensus | PBF Operational Metrics Refining Capacity (kb/d) Reflects refinery operating expense, per barrel of throughput as reported in PBF’s 2021 year-end results. Reflects gross refining margin, excluding special items, per barrel of throughput as reported in PBF’s 2021 year-end results. Refining Throughput (kb/d) # of Brokers 6 5 2 1 Refinery Opex ($/bbl) Refining Margin ($/bbl) # of Brokers # of Brokers # of Brokers 2027E Management 2021A(2) 2022E 2023E 2024E 2025E 2026E Note: Market data as of July 8, 2022. (1) Reflects crude oil and feedstocks throughput as reported in PBF’s 2021 year-end results. 6 8 6 3 2 7 8 6 2 2 8 9 7 3 2 8 (3) 2021A Consensus Source: Bloomberg, Management projections. 0 0 0 0

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION $9.42 $23.35 $18.52 $18.85 $18.42 $18.01 $17.61 $15.93 $13.77 $16.19 $10.92 $9.93 $-- $5 $10 $15 $20 $25 2021A Consensus 2022E 2023E 2024E 2025E 2026E 2027E $7.71 $15.08 $8.59 $8.74 $8.54 $8.35 $8.17 $15.10 $10.48 $9.06 $7.26 $6.87 $-- $5 $10 $15 $20 $25 2023E 2021A 2022E Note: Market data as of July 8, 2022. 2024E 2025E 2026E 2027E $8.25 $15.98 $15.22 $15.49 $15.14 $14.80 $14.47 $14.67 $11.13 $10.22 $9.55 $8.81 $-- $5 $10 $15 $20 $25 2021A 2022E 2023E 2024E 2025E 2026E 2027E $6.23 $19.05 $10.41 $10.59 $10.35 $10.12 $9.90 $14.85 $11.50 $13.23 $8.74 $7.05 $-- $5 $10 $15 $20 $25 2021A 2022E 2023E 2024E 2025E 2026E 2027E 60 Comparison of Management vs. Consensus | PBF Refining Margins East Coast (Paulsboro & Delaware City) Mid Con (Toledo) Gulf Coast (Chalmette) West Coast (Torrance & Martinez) # of Brokers # of Brokers # of Brokers # of Brokers Management 7 5 1 1 7 8 6 3 2 8 7 5 1 1 7 9 7 3 2 9 0 Source: Bloomberg, Management projections. 0 0 0

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION $1.20 $2.85 $3.40 $3.99 $4.64 $5.27 $3.09 $3.38 $2.21 $4.38 $16.33 $- $6 $12 $18 2022E 2023E 2024E 2025E 2026E 2027E $89.64 $84.79 $81.82 $79.90 $78.03 $102.17 $91.26 $79.88 $70.00 $63.67 $150 $102.75 $- $50 $100 2022E 2023E 2024E 2025E 2026E 2027E $103.96 $92.49 $88.19 $85.81 $84.54 $83.30 $105.26 $94.64 $82.09 $74.38 $80.00 $- $50 $100 $150 2022E 2023E 2024E 2025E 2026E 2027E 61 Management vs. Consensus Estimates | Crude Oil Price Brent ($/bbl) Note: Market data as of July 8, 2022. Source: FactSet, Management projections. WTI ($/bbl) Brent-WTI Differential ($/bbl) Management Consensus # of Brokers 16 16 8 5 1 0 # of Brokers 11 11 8 5 3 0

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Tab D. Illustrative Pro Forma Impacts Analysis 62

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION PBF Pro Forma Credit Metrics and Cash Flow Accretion / (Dilution) 63 Reflects status quo consolidated operating cash flow, less PBFX operating cash flow, plus PBFX distributions received by PBF. Source: Management projections. Transaction Assumptions (For Illustrative Purposes Only) Consideration Each PBFX unaffiliated public unit receives 0.221x of newly issued PBF stock and $7.82 cash – Assumes 32.6mm PBFX unaffiliated public units and 1.0mm Phantom units (33.7mm fully diluted public units) Transaction Fees & Expenses Assumes $10mm of transaction fees and expenses Financing Assumes cash portion of transaction financed with newly issued PBF debt at 10% interest rate Synergies ~$9.4mm of annual synergies based on PBF Management estimates Effective Date 6/30/22 PBF Consolidated Leverage (Net Debt / LTM EBITDA) PBF Standalone Leverage (Net Debt / LTM EBITDA) 0.5x 0.0x (0.2x) (0.6x) (1.0x) (1.5x) (1.9x) 0.8x 0.2x 0.2x (0.2x) (0.7x) (1.2x) (1.6x) 6/30/2022 '22E '27E '23E '24E Status Quo '25E '26E Pro Forma(1) 0.6x 0.1x 0.1x (0.3x) (0.8x) (1.3x) 0.8x 0.2x 0.2x (0.2x) (0.7x) (1.2x) (1.6x) (1.7x) '27E 6/30/2022 '22E '25E '26E '23E '24E Status Quo Pro Forma $26.25 $10.81 $10.63 $9.91 $9.16 $26.82 $8.20 $11.24 $11.12 $10.10 $9.38 P 2H‘22E BF Oper 2023E ating CF 2024E PS 2025E 2026E 2027E Pro Forma +2% +6% +4% +5% +2% +2% '26E Pro Forma '27E $7.72 2H '22E(2) '23E '24E '25E Status Quo (Standalone)(3) (1) Represents pro forma consolidated leverage. (2) Represents an annualized figure. (3)

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION TAB E. Selected Parent-MLP Buy-In Transaction Detail 64

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION 10-Day VWAP 20-Day VWAP 30-Day VWAP 60-Day VWAP 90-Day VWAP 52-Wk High 52-Wk Low Unaff. Stub Equity Buyer % Date Acquirer Target Value ($bn) Owned 1-Day 1/10/22 Hartree Partners Sprague Resources $0.1 75% 11% 37% 41% 39% 19% 15% (35%) 49% Blueknight Energy Partners 47% 47% 47% 43% 35% 12% 247% Tallgrass Energy 45% 34% 23% 13% 8% (12%) 56% Valero Energy Partners 7% 10% 12% 11% 10% (12%) 26% TransMontaigne Partners 11% 9% 9% 8% 10% (14%) 18% OCI Partners 13% 14% 15% 18% 22% 11% 65% 10/8/21 Ergon 8/27/19 Blackstone 10/17/18 Valero Energy 7/9/18 ArcLight 6/1/18 OCI 5/18/17 Energy Transfer Partners PennTex Midstream Partners 21% 21% 20% 23% 24% 11% 39% 4/3/17 World Point Terminals Inc. World Point Terminals LP 7% 6% 3% 3% 3% (2%) 20% 3/2/17 VTTI B.V. (IFM/Vitol & Buckeye) VTTI Energy Partners 5% 6% 7% 14% 13% (8%) 25% 1/26/17 Enbridge Midcoast Energy Partners (4%) 2% 5% 11% 6% (17%) 105% 9/23/16 Columbia Pipeline Group Partners 0.2 32% 10% 3.5 44% 36% 1.0 68% 11% 0.5 20% 5% 0.1 88% 10% 0.3 32% 20% 0.2 74% 3% 0.5 48% 2% 0.2 53% 0% 0.9 47% 3% 30-Day VWAP 1-Day 21% 27% 5% 51% 7% 56% 7% 7% 1% 14% 10% 15% 20% 20% 0% 6% 3% 6% (13%) (9%) 9% 11% 14% 16% 17% 16% 15% (10%) 51% 75th Percentile $0.7 71% 11% 27% 21% 19% 18% 4% 61% 4 15% Mean $0.7 53% 10% 19% 18% 16% 15% (7%) 64% 3 12% Median $0.3 48% 10% 14% 15% 14% 13% (10%) 49% 2 8% 25th Percentile $0.2 38% 3% Summary Statistics (11 Transactions) 9% 24% 29% 6% 19% 18% 7% 14% 13% 2% 7% 7% 8% 8% 11% 9% (13%) 25% 2 4% 65 Precedent Premiums Paid | Select All-Cash Parent-MLP Buy-In Transactions Columbia Pipeline (3) Includes all-cash transactions with limited partner targets Initial Premium to:(1) Final Premium to: Bump Summary No. of Cum. Publicly Bumps Increase(2) Announced 4 15%  6 40%  2 15%  2 6% 3 8%  1 5%  -- 0%  2 3%  3 4%  5 28% 2 8%  1 Premium referenced in transaction announcement Note: Excludes non-limited partnership/LLC transactions or transactions with non-US targets; includes Tallgrass Energy (1099 issuer). Represents premium quoted in press release announcing the transaction, or in the proxy (if the former is unavailable). For deals without a public announcement of the initial proposal, represents premium/(discount) to the prior day’s closing price. Represents increase in the offer price from the initial proposal. Announced transaction at 20% premium to the 30-day average closing price. Source: FactSet, Public disclosure.

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION 75th Percentile $3.5 62% 5% 7% 14% 14% 13% 12% 13% 12% (2%) 38% 4 10% Mean $4.0 49% 2% 4% 10% 10% 9% 8% 9% 8% (17%) 43% 3 8% Median $1.8 54% 0% 4% 10% 9% 7% 8% 7% 9% (11%) 27% 3 7% 25th Percentile $0.6 33% 0% (1%) 3% 3% 3% 4% 5% 3% (27%) 20% 2 5% Unaff. Stub Equity Buyer % Date Acquirer Target Value ($bn) Owned 1-Day 30-Day VWAP 1-Day 10-Day VWAP 20-Day VWAP 30-Day VWAP 60-Day VWAP 90-Day VWAP 52-Wk High 52-Wk Low 5/13/22 Diamondback Energy Rattler Midstream LP $0.6 74% 1% 4% 17% 12% 10% 9% 10% 11% (27%) 20% 7 7% 10/25/21 Phillips 66 Phillips 66 Partners $3.4 70% 0% 13% 7% 4% 2% 0% (1%) 1% (10%) 60% 5 26% CONSOL Coal Resources 2/4/21 Chevron Corp. 10/22/20 CONSOL Energy 10/2/20 TC Energy Corporation 2/25/20 Equitrans Midstream EQM Midstream Partners 11/7/18 Western Gas Equity Partners Western Gas Partners EnLink Midstream Partners Midstream Partners  Energy Transfer Partners Enbridge Energy Partners 1.8 54% (3%) 2% 0% 1% 3% 3% 6% 7% (2%) 17% 2 5% 5.9 30% 6% 5% 8% 8% 8% 8% 7% 7% 3% 26% 2 2% 4.9 22% (4%) (1%) 1% 2% 3% 4% 6% 9% (0%) 32% 2 5% 0.9 61% 0% 7% 1% 4% 6% 8% 10% 12% (44%) 29% 1 1% 26.9 2% 5% 8% 11% 12% 13% 14% 15% 13% 7% 38% 3 7% 3.5 33% 0% (2%) 9% 14% 7% 6% 1% (3%) (25%) 19% 6 9%  10/19/18 EnLink Midstream 9/18/18 Dominion Energy 8/1/18 Energy Transfer Equity 5/16/18 Enbridge 5/16/18 Enbridge Spectra Energy Partners 3.3 83% 0% (6%) 10% 11% 3% 3% (1%) (2%) (11%) 14% 4 10%  3/15/18 Williams Williams Partners 10.5 74% 0% 3% 14% 15% 14% 13% 13% 14% 7% 20% 3 8% 2/7/18 Tallgrass Energy GP Tallgrass Energy Partners 2.3 35% 1% 7% 10% 9% 9% 10% 8% 9% (2%) 18% 3 5% 12/29/17 Archrock Archrock Partners 0.6 41% 15% 14% 23% 22% 23% 22% 24% 24% (7%) 27% 2 6% Summary Statistics (17 Transactions) 66 Precedent Premiums Paid | Select All-Equity Parent-MLP Buy-In Transactions For deals without a public announcement of the initial proposal, represents premium/(discount) to the exchange ratio for the prior day’s close. Represents increase in the exchange ratio from the initial proposal. Disclosure quotes a 16.2% premium, which represents the BPMP unit price implied by the 0.575x exchange ratio and the BP ADR price as of December 17, 2021 relative to the unaffected BPMP unit price as of August 4, 2021. Proxy quotes an increase of 14.4% from the initial proposal based on March 4, 2021 closing prices. CVX’s initial proposal was based on a fixed value ($12.47/unit) and did not include an exchange ratio metric; the final exchange ratio of 0.1393x is a slight discount to the exchange ratio implied by the relative equity prices at the time of the initial proposal. Proxy quotes a 19.5% premium to the initial offer unit price on October 2, 2020 based on the exchange ratio implied unit price as of December 14, 2020. Premium metrics are adjusted to reflect increased distribution prior to transaction close. Press release quotes a 15% premium to the 30-day average exchange ratio. Proxy discloses exchange ratio premiums of 16.0% and 8.8%, which represent premium to second quarter earnings and average exchange ratio from July 19, 2018 to September 19, 2018, respectively. Source: FactSet, Public disclosure. Premium referenced in transaction announcement Note: Excludes non-limited partnership/LLC transactions or transactions with non-US targets. Represents premium quoted in press release announcing the transaction, or in the proxy (if the former is unavailable). 8/4/21 BP BP Midstream Partners(3) 0.7 54% 0% (7%) 11% 3% 1% 3% 5% 7% (12%) 30% 3 11%  Noble Midstream Partners(4) TC PipeLines (6) 1.7 24% 5% 4% 14% 17% 16% 12% 7% (0%) (16%) 24% 3 8%  Includes all-equity transactions with limited partner targets Initial Premium to:(1) Final Exchange Ratio Premium to: Bump Summary No. of Cum. Publicly Bumps Increase(2) Announced 0.4 62% 0% 7% (1%)(5) 2% 3% 6% 14% 14% (31%) 261% 1 (1%)  0.0 61% 1% (9%) 3% 3% 2% 6% 2% 3% (55%) 43% 4 11% 7/24/20 CNX Resources CNX Midstream(7) 0.4 51% 5% 15% 34% 25% 24% 16% 25% 9% (61%) 58% 4 15% Dominion Energy (8)

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION 10-Day VWAP 20-Day VWAP 30-Day VWAP 60-Day VWAP 90-Day VWAP 52-Wk High 52-Wk Low Unaff. Stub Equity Buyer % Date Acquirer Target Value ($bn) Owned 1-Day 4/1/19 UGI Corp. AmeriGas Partners LP $2.4 26% 7% 30-Day VWAP 1-Day 21% 13% 18% 22% 22% 20% 24% (19%) 54% 10/8/18 Antero Midstream GP LP Antero Midstream Partners LP 5.9 --% (1%) 5% 7% 8% 6% 6% 2% 2% (7%) 29% 5 3% Includes cash/stock mix transactions with limited partner targets Initial Premium to:(1) Final Premium to: Bump Summary No. of Cum. Publicly Bumps Increase(2) Announced 4 10% 67 Precedent Premiums Paid | Select Cash/Stock Mix Parent-MLP Buy-In Transactions Summary Statistics (2 Transactions) Mean $4.2 13% 3% 13% 10% 13% 14% 14% 11% 13% (13%) 42% 5 7% Median $4.2 13% 3% 13% 10% 13% 14% 14% 11% 13% (13%) 42% 5 7% Premium referenced in transaction announcement Note: Excludes non-limited partnership/LLC transactions or transactions with non-US targets; includes Tallgrass Energy (1099 issuer). Represents premium quoted in press release announcing the transaction, or in the proxy (if the former is unavailable). For deals without a public announcement of the initial proposal, represents premium/(discount) to the prior day’s closing price. Represents increase in the offer price from the initial proposal. Source: FactSet, Public disclosure. AmeriGas Partners / UGI Corp Offer History Date Exchange Ratio Stock Consideration Cash Consideration Total Consideration % Stock % Cash Initial Offer 1/25/19 0.500x $27.98 $4.03 $32.01 87% 13% First Increase 2/25/19 0.500x 27.37 6.32 33.69 81% 19% Second Increase 3/4/19 0.500x 27.45 6.80 34.25 80% 20% Third Increase 3/7/19 0.500x 27.27 7.45 34.72 79% 21% Fourth Increase 3/8/19 0.500x 27.30 7.63 34.93 78% 22% Antero Midstream Partners / Antero Midstream Offer History Date Exchange Ratio Stock Consideration Cash Consideration Total Consideration % Stock % Cash Initial Offer 6/8/18 1.600x $30.78 $-- $30.78 100% -- First Increase 7/20/18 1.650x 31.80 -- 31.80 100% -- Second Increase 8/11/18 1.700x 29.88 3.00 32.88 91% 9% Third Increase 8/20/18 1.616x 30.51 3.00 33.51 91% 9% Fourth Increase 8/27/18 1.775x 32.57 3.00 35.57 92% 8% Fifth Increase 9/22/18 1.635x 27.99 3.42 31.41 89% 11% Select Cash/Stock Mix Parent-MLP Buy-In Transactions | Offer History AmeriGas Partners / UGI Corp. Antero Midstream Partners / Antero Midstream

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Disclaimer These materials have been prepared by Intrepid Partners, LLC (“Intrepid”) for the Conflicts Committee (the “Committee”) of the Board of Directors of PBF Logistics GP LLC, the general partner of PBF Logistics LP (“PBFX”) to whom such materials are directly addressed and delivered. These materials are confidential and may not be used or relied upon by any other person or for any purpose other than as specifically contemplated by a written agreement with Intrepid. These materials have been developed by and are proprietary to Intrepid and were prepared exclusively for the benefit and internal use of the Committee in connection with evaluating the Transaction with PBFX and PBF Energy Inc. (“PBF”). These materials are based upon information provided by or on behalf of the management of PBF and PBFX, from public sources, or otherwise reviewed by Intrepid. Intrepid has relied upon and assumes no responsibility for independent investigation or verification of such information and has relied upon such information being complete and accurate in all material respects. To the extent such information includes estimates and forecasts of future performance prepared by or reviewed with management of PBF or PBFX and/or other potential transaction participants or obtained from public sources, Intrepid has assumed that such estimates and forecasts have been reasonably prepared on bases reflecting the best currently available estimates and judgments of management of PBF, PBFX or such other potential transaction participants (or, with respect to estimates and forecasts obtained from public sources, represent reasonable estimates). Actual results may differ materially from such estimates and forecasts. No representation or warranty, express or implied, is made as to the accuracy or completeness of such information, and nothing contained herein is, or shall be relied upon as, a representation or warranty, whether as to the past, the present or the future. The materials and related commentary are not intended to provide the only basis for evaluating, and should not be considered a recommendation with respect to, the consideration paid, the proposed transaction or any transaction or other matter. These materials are also subject to the qualifications and limitations described in any accompanying written opinion letter. These materials were compiled on a confidential basis solely for use by the Committee and may not be relied on by any other party (including stakeholders in either entity), even if such parties are provided a copy of these materials. These materials were prepared without a view to public disclosure or filing thereof under state or federal laws, and may not be redistributed, reproduced, distributed, passed to others, transmitted, quoted or referred to, in whole or in part, without the prior written permission of Intrepid in accordance with the terms of our engagement letter with the Committee. These materials speak only as of the date on the cover and Intrepid assumes no obligation to update these materials or inform any recipient of changed circumstances, events or information. These materials were prepared for a specific use by specific persons and were not prepared to conform with any disclosure standards under securities laws or otherwise. In the ordinary course of its business, each of Intrepid and its affiliates may actively trade or hold the securities of PBF, PBFX or other parties involved in a proposed transaction for its own account or for the account of its customers and, accordingly, may at any time hold a long or short position in such securities. Intrepid will receive a fee in connection with delivery of an opinion relating to the proposed transaction. These materials do not constitute, nor do they form part of, an offer or solicitation to sell or purchase any securities or instruments and are not a commitment by Intrepid or any of its affiliates to provide, arrange or underwrite any financing for any transaction or to purchase any security in connection therewith. These materials may not reflect information known to other professionals in other business areas of Intrepid and its affiliates. Intrepid and its affiliates do not provide legal, regulatory, accounting, bankruptcy, securities or tax advice. Any statements contained herein as to tax matters were neither written nor intended by Intrepid or its affiliates to be used and cannot be used by any taxpayer for the purpose of avoiding tax penalties that may be imposed on such taxpayer. Each person should seek legal, regulatory accounting and tax advice based on his, her or its particular circumstances from independent advisors regarding the evaluation and impact of any transactions or matters described herein.

Exhibit (c)(7)

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION July 18, 2022 Project Riverlands Discussion Materials

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION PBFX Premiums Analysis On June 28, 2022, the PBFX Conflicts Committee received a proposal whereby each unaffiliated PBFX public unit would receive $7.82 in cash and 0.221 of a newly issued PBF Class A share 1 Note: Market data as of July 15, 2022. (1) PBF stated a June 27, 2022 30-day VWAP of $35.42 per share in their initial offer letter. Source: FactSet, PBF proposal received June 28, 2022, company filings. Implied Premiums Analysis As of Unaffected Date 6/23/2022 A B C D E F At Market At Proposal (0.221x X-Ratio and $7.82/Unit Cash Consideration) PBF Share Price PBFX Unit Price Value of Shares at 0.221x Cash Consideration per Unit Total Consideration Implied Premium Current Spot Price (7/15/22) $27.49 $16.31 $6.08 $7.82 $13.90 (14.8%) Current 30-Day VWAP (7/15/22) $34.32 $15.51 $7.58 $7.82 $15.40 (0.7%) 6/27/22 30-Day VWAP (Offer Letter) $35.38 $15.64 $7.82 $7.82 $15.64 +0.0% 6/23/22 Closing Price $30.81 $13.35 $6.81 $7.82 $14.63 +9.6% 10-Day VWAP $36.28 $14.61 $8.02 $7.82 $15.84 +8.4% 20-Day VWAP $36.89 $15.91 $8.15 $7.82 $15.97 +0.4% 30-Day VWAP $35.34 $15.69 $7.81 $7.82 $15.63 (0.4%) 60-Day VWAP $31.48 $15.45 $6.96 $7.82 $14.78 (4.4%) 90-Day VWAP $27.64 $14.83 $6.11 $7.82 $13.93 (6.1%) Year-to-Date VWAP $25.12 $14.38 $5.55 $7.82 $13.37 (7.0%) 1-Year VWAP $17.73 $13.54 $3.92 $7.82 $11.74 (13.3%) 2-Year VWAP $13.14 $12.10 $2.90 $7.82 $10.72 (11.4%) Memo: Calculation = A x 0.221 = C + D = (E ÷ B) -1 (1) Unaffected date reflects the date one day prior to PBF Energy filing an amended Schedule 13D, on June 24, 2022, indicating that it had adopted resolutions authorizing its officers to communicate, discuss and negotiate terms of a potential transaction involving the acquisition by PBF of the publicly owned PBFX common units

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION $15.63 $14.00 $15.50 $16.50 $17.00 PBFX Unit Price ($) PBFX Proposal (Implied)(1) Note: Market data as of July 15, 2022. Reflects implied value of proposal per PBFX unit (.221 PBF shares + $7.82 cash) based on PBF closing price. Reflects implied value of proposal per PBFX unit (.221 PBF shares + $7.82 cash) based on PBF 30-day VWAP. Source: FactSet. PBFX Unaffected 30d VWAP Proposal (Based on 30d VWAP) PBFX: $16.31 +22% $13.50 $13.35 $13.00 Proposal (Based on PBF Closing Price): $13.90 $15.00 $14.63 $14.50 $16.00 PBFX Unaffected 30d VWAP: $15.69 Proposal (Based on PBF 30d VWAP): $15.40 (1%) 2 Implied Market Value of Initial Proposal Since Unaffected Date (2)

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Initial Proposal @ Current PBF Unaffected Spot Price 30-Day VWAP As of 7/15/22 Illustrative PBFX Price $13.90 $15.69 $16.31 $17.00 $17.50 $18.00 $18.50 $19.00 Implied Premium to Current ($16.31) (15%) (4%) --% +4% +7% +10% +13% +16% Implied Premium to Unaffected 30-Day VWAP ($15.69) (11%) --% +4% +8% +12% +15% +18% +21% Implied Premium to Unaffected Closing Price ($13.35) +4% +18% +22% +27% +31% +35% +39% +42% Implied 2022E DPU Yield 8.6% 7.6% 7.4% 7.1% 6.9% 6.7% 6.5% 6.3% 50% Equity / 50% Cash $7.82 Cash Consideration Peer Range(1) 11.0% - 8.5% Implied 2022E DCF Yield 18.8% 16.7% 16.0% 15.4% 14.9% 14.5% 14.1% 13.8% 25.0% - 15.0% Implied TEV / 2022E EBITDA 6.4x 6.9x 7.1x 7.3x 7.5x 7.6x 7.8x 7.9x 7.0x - 8.5x Cash $7.85 $8.16 $8.50 $8.75 $9.00 $9.25 $9.50 Equity 7.85 8.16 8.50 8.75 9.00 9.25 9.50 Total Consideration $15.69 $16.31 $17.00 $17.50 $18.00 $18.50 $19.00 Implied PBF Exchange Ratio Based On: PBF 30-Day VWAP ($34.32) 0.229x 0.238x 0.248x 0.255x 0.262x 0.270x 0.277x Memo: Implied Value Based on PBF Closing Price ($27.49) $14.13 $14.69 $15.31 $15.76 $16.21 $16.66 $17.11 PBF Closing Price ($27.49) 0.285x 0.297x 0.309x 0.318x 0.327x 0.336x 0.346x Memo: Implied Value Based on PBF 30d VWAP ($34.32) $17.64 $18.34 $19.11 $19.67 $20.24 $20.80 $21.36 Cash $7.82 $7.82 $7.82 $7.82 $7.82 $7.82 $7.82 Equity 7.87 8.49 9.18 9.68 10.18 10.68 11.18 Total Consideration $15.69 $16.31 $17.00 $17.50 $18.00 $18.50 $19.00 Implied PBF Exchange Ratio Based On: PBF 30-Day VWAP ($34.32) 0.229x 0.247x 0.267x 0.282x 0.297x 0.311x 0.326x Memo: Implied Value Based on PBF Closing Price ($27.49) $14.13 $14.62 $15.17 $15.57 $15.97 $16.37 $16.78 PBF Closing Price ($27.49) 0.286x 0.309x 0.334x 0.352x 0.370x 0.389x 0.407x Memo: Implied Value Based on PBF 30d VWAP ($34.32) $17.65 $18.42 $19.28 $19.90 $20.53 $21.15 $21.78 PBFX Transaction Analysis at Various Prices 3 Note: Market data as of July 15, 2022. (1) Reflects range of metrics used in PBFX Comparable Companies preliminary valuation analysis. Source: Company disclosure, FactSet, Management projections.

PRELIMINARY WORKING DRAFT – SUBJECT TO FURTHER REVIEW AND MODIFICATION Unaffected Unit Price Select Peer and Index Performance Through 7/15/22 Prem. to Unaffected PBFX Unit Price 13.0% 18.1% 23.3% +5.5% $14.09 $15.50 $16.20 $16.91 Prem. to Unaffected PBFX Unit Price 16.1% 21.4% 26.6% +3.5% $13.82 $15.20 $15.89 $16.58 Prem. to Unaffected PBFX Unit Price 13.9% 19.0% 24.2% Implied Market Adj. PBFX Market-adjusted PBFX Unit Price at Illustrative Premiums (6/23/22) Benchmark Trading Perf. Unit Price 10% 15% 20% AMNA Index +2.7% $13.71 $15.08 $15.77 $16.45 $13.35 Median of LT&S Peers(1) Median of Small Cap MLP Peers(2) 4 Illustrative PBFX Unit Price Based on Peer Performance Note: Market data as of July 15, 2022. Includes DKL, HEP, MMP, NS, PAA. Includes CAPL, GEL, GLP, MMLP, USDP. Source: FactSet.

Exhibit (c)(8)

July 26, 2022 Presentation to the Conflicts Committee of the Board of Directors of PBF Logistics GP LLC

1 Table of Contents I. Transaction Summary 2 II. PBFX Valuation 6 III. PBF Valuation 19 IV. Appendix 31 Tab A: PBFX Valuation Analysis Support 32 Tab B: PBF Valuation Analysis Support 37

I. Transaction Summary 2

Summary of Transaction 3 Note: Market data as of July 25, 2022. Balance sheet data as of March 31, 2022. (1) “Partnership Unaffiliated Unitholders” means holders of Common Units other than PBF, PBF Energy Company LLC, PBFX, HoldCo, General Partner, or their respective affiliates. Source: Draft Merger Agreement dated July 24, 2022, Management, FactSet, public disclosure. Key Parties Involved PBF Energy Inc. (NYSE: PBF) (“PBF” or “Parent”), an independent refining company with assets in the East Coast, West Coast, Gulf Coast and Mid-Continent PBF Logistics LP (NYSE: PBFX) (“PBFX” or “Partnership”), an MLP focused on crude oil and refined products transportation, storage and logistics; PBF owns PBFX’s general partner and accounts for a substantial majority of PBFX’s revenue PBF Logistics GP LLC (“General Partner”), the general partner of PBFX Conflicts Committee (“Committee”) of the Board of Directors of General Partner Owners of PBFX Common Units other than PBF and its direct and indirect subsidiaries (such unitholders the “Partnership Unaffiliated Unitholders”)(1) Transaction PBF Energy Company LLC (“PBF LLC”), a subsidiary of PBF, to acquire all outstanding PBFX Common Units owned by the Partnership Unaffiliated Unitholders through a newly formed subsidiary (“Transaction”) Transaction would be effected through an Agreement and Plan of Merger (“Merger Agreement”) Each Common Unit held by the Partnership Unaffiliated Unitholders will be converted into the right to receive the Merger Consideration Pro forma the Transaction, PBFX will cease to be a publicly traded partnership and will continue to exist as a wholly-owned subsidiary of PBF LLC Merger Consideration 0.270 (“Exchange Ratio”) shares of PBF Common Stock (“Stock Consideration”), and $9.25 in cash (“Cash Consideration”) Sources of Funds Newly issued shares of PBF Common Stock for the Stock Consideration Existing sources of PBF liquidity for the Cash Consideration Consolidated balance sheet cash as of 6/30/22E: $867mm ABL Revolving Credit Facilities: $4.3bn undrawn capacity; credit ratings: Ba3/BB- No financing condition Approvals and Support Agreement Requires approval of the (i) Committee, (ii) General Partner Board of Directors, (iii) PBF Board of Directors, and (iv) majority of outstanding PBFX Common Units voting as a single class PBF is the beneficial owner of approximately 47.7% of outstanding PBFX Common Units and will enter into a support agreement (“Support Agreement”) with PBFX to vote its Common Units in favor of the Transaction Other PBFX will continue to pay quarterly distributions in normal course until closing ($0.30/unit)

4 Note: Market data as of July 25, 2022. Reflects reported balance sheet data as of March 31, 2022 pro forma for redemption of PBF 9.25% Senior Secured Notes due 2025 on July 11, 2022. Reflects Management’s estimated balance sheet data as of June 30, 2022 pro forma for redemption of PBF 9.25% Senior Secured Notes due 2025 on July 11, 2022. Based on Management projections. Source: Company disclosure, FactSet, Management projections. Status Quo Capitalization Overview PBFX and PBF Capitalization as of March 31, 2022 and June 30, 2022 PBFX PBF Selected Assumptions & Definitions Net Debt $547 $524 TEV $1,572 $1,552 TEV / 2022E EBITDA $214 7.3x 7.3x TEV / 2023E EBITDA $218 7.2x 7.1x 2022E DCF Yield $2.60 16% 16% 2023E DCF Yield $2.52 15% 15% 2022E Distr. Yield $1.20 7% 7% 2023E Distr. Yield $1.20 7% 7% Revolving Credit Facility $75 $30 2023 Notes 525 525 Total Debt $600 $555 (-) Cash (53) (31) Metric(3) Net Debt / 2022E EBITDA $214 2.6x 2.5x 1 2 3 1 PBFX capitalization does not ascribe value to PBFX’s non-economic GP interest held by PBF 2 PBF’s non-controlling interest in PBFX represents the market value of the unaffiliated PBFX units owned by the public based on PBFX unit price as of the unaffected date June 23, 2022 ($13.35) 3 Other noncontrolling interests reflect PBF Energy Inc.’s noncontrolling interest in PBF Holding. PBF Holding owns an 80% interest in both Collins Pipeline Company and T&M Terminal Company PBFX Metrics “EBITDA” refers to “Adjusted EBITDA” as defined in PBFX’s financial reporting PBF Metrics Consolidated “EBITDA” refers to consolidated “Adjusted EBITDA” as defined in PBF’s financial reporting “CFPS” refers to consolidated cash flow from operations per share (1) (2) 3/31/2022 6/30/2022 Common Units (PBF) (mm) 30.0 30.0 Common Shares Outstanding 120.8 121.9 Common Units (Public) (mm) 32.6 32.8 (x) PBF Share Price (as of 7/25/22) $29.14 $29.14 Total Common Units Outstanding (mm) 62.6 62.7 Market Capitalization $3,521 $3,553 (x) PBFX Unit Price (as of 7/25/22) $16.38 $16.38 PBF Series A Units Market Value $27 $27 LP Equity Value $1,025 $1,028 Market Capitalization $3,548 $3,579 (1) (2) 3/31/2022 6/30/2022 Consolidated TEV / '22E EBITDA $4,073 1.7x 1.3x Consolidated TEV / '23E EBITDA $2,103 3.3x 2.5x 2022E CFPS Yield $24.22 83% 83% 2023E CFPS Yield $8.97 31% 31% PBF Debt $3,767 $1,522 PBFX Debt 600 555 Total Consolidated Debt $4,367 $2,077 (-) Consolidated Cash ($1,435) ($867) (+) PBFX Equity Value (Public | at Market) 436 438 (+) Other Noncontrolling Interests 11 11 Fully Consolidated TEV $6,927 $5,239 Metric Consol. Net Debt / '22E EBITDA $4,073 0.7x 0.3x (3)

(9%) (4%) 1% 0% (1%) (3%) 14% 56% 47% 47% 47% 43% 35% 12% 261% 11% 11% 9% 9% 11% 10% (10%) 30% 28% 14% 7% 13% 17% 17% 20% 4% 5% Comparison of the Offer to Precedent Transactions Premiums 5 Precedents (High-Low Range) Precedents (Mean) Precedents (Median) Note: Market data as of July 25, 2022. Based on 0.270 of newly issued PBF Common Stock. Based on 0.270 of newly issued PBF Common Stock and $9.25 of cash consideration. Calculated assuming current PBF share price of $29.14 and current PBFX unit price of $16.38. Source: Company disclosure, Wall Street research, FactSet. T-1 $13.35 $29.14 $7.87 $17.12 28.2% Reference Metric: PBFX Unit Price: PBF Share Price: Stock Consideration(1): Total Consideration(2): Implied Premium: 10-Day VWAP $14.61 $27.21 $7.35 $16.60 13.6% 20-Day VWAP $15.91 $28.74 $7.76 $17.01 6.9% 30-Day VWAP $15.69 $31.65 $8.55 $17.80 13.4% 60-Day VWAP $15.45 $32.50 $8.77 $18.02 16.7% 90-Day VWAP $14.83 $29.95 $8.09 $17.34 16.9% 52-Wk High $17.49 $43.74 $11.81 $21.06 20.4% Trading Metrics and Implied Offer Value (PBFX Unaffected / PBF Current) 52-Wk Low $10.83 $7.44 $2.01 $11.26 4.0% Offer Implied Premium/(Discount) vs. MLP Buy-In Precedent Transaction Premiums (61%) Offer (Unaffected) Offer (Current)(3) “Unaffected Date” reflects the date one day prior to PBF Energy filing an amended Schedule 13D, on June 24, 2022, indicating that it had adopted resolutions authorizing its officers to communicate, discuss and negotiate terms of a potential transaction involving the acquisition by PBF of the publicly owned PBFX common units

II. PBFX VALUATION 6

Intrepid’s Due Diligence Process In connection with our Opinion, we have, among other due diligence: vii. xvi. Reviewed a draft of the Merger Agreement (draft dated July 24, 2022); Reviewed a draft of the Voting and Support Agreement (draft dated July 22, 2022) to be entered into among Parent, PBF LLC and the Partnership; Reviewed the Third Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of February 13, 2019; Reviewed certain publicly available information relating to the Partnership and the Parent that we deemed relevant, including each of the Partnership’s and the Parent’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, Quarterly Reports on Form 10-Q for the three months ended March 31, 2022 and certain Current Reports on Form 8-K, in each case as filed with or furnished to the U.S. Securities and Exchange Commission; Reviewed certain presentations to the Committee from the management of the General Partner and Parent; Reviewed certain non-public projected financial data and related assumptions of each of the Partnership and the Parent, as prepared and furnished to us by management of the General Partner and Parent, respectively; Reviewed the Partnership’s and the Parent’s business plan with management of the General Partner and Parent, respectively, including a detailed review of business segments, certain material growth projects and commercial contracts and legal, environmental, regulatory and other matters; Reviewed estimated annual synergies resulting from the Transaction from the management of the General Partner and Parent; Reviewed certain recent corporate announcements made by the Partnership and the Parent; Discussed past and current operations and operational projections of each of the Partnership and the Parent with management of the General Partner and Parent, respectively (including their views on the risks and uncertainties in achieving the projections set forth in the forecasts provided); Discussed distribution / dividend policy for the Partnership and Parent with the management of the General Partner and Parent; Discussed the strategic rationale for, and potential benefits of, the Transaction with management of the General Partner and Parent; Reviewed and analyzed pro forma impacts of the Transaction; Performed discounted cash flow analyses based on forecasts and other data provided by management of the General Partner and Parent; Reviewed and analyzed publicly available historical and current financial information, debt trading data, unit and stock price data and broker research estimates with respect to certain public companies with operations and assets that we considered comparable to each of the Partnership and the Parent; Reviewed the financial metrics of certain historical transactions that we deemed relevant and compared such financial metrics to those implied by the Transaction; and xvii. Conducted such other studies and investigations, performed such other analyses and examinations, reviewed such other information and considered such other factors that we deemed appropriate for purposes of providing the opinion expressed herein. 7 Fairness Opinion Requested: Intrepid has been asked by the Conflicts Committee of the Board of Directors of PBF Logistics GP LLC, whether, in Intrepid’s opinion, as of the date hereof, the Merger Consideration in the Transaction is fair, from a financial point of view, to the Partnership Unaffiliated Unitholders.

PBFX | Status Quo Financial Summary Based on forecasts provided by Management on July 18, 2022 8 (1) Excludes ~$7.9mm financing fees. Source: Management projections. ($ in millions, except where noted) 2022E 2023E 2024E 2025E 2026E 2027E EBITDA $212 $215 $222 $226 $177 $173 (+) Stock Based Comp 2 2 2 2 2 2 Adjusted EBITDA $214 $218 $225 $228 $179 $175 (-) Cash Interest (39) (40)(1) (39) (39) (38) (38) (-) Maintenance Capex (9) (12) (12) (12) (13) (13) (-) Mandatory Debt Service and Other (0) (5) (5) (5) (5) (5) Distributable Cash Flow $166 $161 $168 $172 $123 $119 (÷) Fully Diluted Units Outstanding (mm) 63.7 63.9 64.1 64.2 64.4 64.6 DCF / LP Unit ($) $2.60 $2.52 $2.62 $2.68 $1.91 $1.84 Coverage (x) 2.17x 2.10x 2.19x 2.23x 1.59x 1.54x Cash Distribution per Common Unit $1.20 $1.20 $1.20 $1.20 $1.20 $1.20 Total Distributions Paid $76 $77 $77 $77 $77 $78 Leverage Metrics PBFX Net Debt $510 $428 $332 $232 $181 $134 PBFX Net Debt / LTM Adj. EBITDA 2.4x 2.0x 1.5x 1.0x 1.0x 0.8x

$196 $166 $161 $168 $172 $123 $119 $178 $183 2021A 2022E 2023E 2024E 2025E Note: Market data as of July 25, 2022. Reflects Adjusted EBITDA as reported in PBFX’s 2021 year-end results. Includes maintenance capex and growth capex. Source: FactSet, Management projections, Company disclosure. 2026E 2027E Management $1.20 $1.20 $1.20 $1.20 $1.20 $1.20 $1.20 $1.20 $1.20 2021A 2022E 2023E 2024E 2025E 2026E 2027E $238 $214 $218 $225 $228 $179 $175 $220 $225 $15 $12 $12 $12 $13 $13 2021A 2022E 2023E 2024E 2025E 2026E 2027E $9 PBFX Financial Forecast Summary 9 Adjusted EBITDA ($mm) Total Capex ($mm)(2) Distributable Cash Flow ($mm) Distribution per Unit Consensus # of Brokers 1 1 0 0 0 0 # of Brokers 1 1 0 0 0 0 # of Brokers 1 1 0 0 0 0 # of Brokers 0 0 0 0 0 0 Minimum volume commitment reduced on Delaware City Rail and Torrance Valley Pipeline contracts after 2025 (1) 2021A 2022E 2023E 2024E 2025E 2026E 2027E Maintenance capex only in 2023E+; no growth capex included in forecast after 2022E

10 PBFX | Summary of Valuation Methodologies Used Methodology Comparable Public Company Trading Analysis Discounted Cash Flow Analysis Distribution Discount Model (“DDM”) Precedent Transactions Precedent Premiums Paid Historical Market Valuations and Wall Street Research (For Reference Only) Description / Key Metrics Valuation based on trading metrics of selected peers: Liquids Transportation and Storage Peers: DKL, HEP, MMP, NS and PAA Other Small Cap MLP Peers: CAPL, GEL, GLP, MMLP and USDP Metrics included: (i) TEV/EBITDA, (ii) LP Distributable Cash Flow Yield and (iii) LP Distribution Yield Evaluated on a 2022E and 2023E basis Valuation based on the present value of future cash flows expected to be generated by PBFX and an assumed terminal value (calculated by applying a range of terminal multiples to terminal year EBITDA) Evaluated on an unlevered FCF basis Ranges of terminal multiples based on public companies operating with similar asset profiles Discount rate range reflective of PBFX’s weighted average cost of capital (“WACC”) PBFX WACC implied by CAPM and an analysis of public companies operating with similar asset profiles Valuation based on the present value of future expected distributions paid by PBFX and an assumed terminal value (calculated by applying a range of perpetuity growth rates to terminal year distribution) Ranges of perpetuity growth rates based on PBFX’s cash flow projections and public companies operating with similar asset profiles Discount rate range reflective of PBFX’s cost of equity capital (“Ke”) PBFX Ke implied by CAPM and an analysis of public companies operating with similar asset profiles Valuation based on metrics for comparable MLP buy-in transactions Metrics include: (i) LP Distributable Cash Flow Yield and (ii) LP Distribution Yield – Evaluated on a FY+1 basis Premiums paid analysis based on comparable MLP buy-in transactions Analyzed historical market trading performance and valuation Reviewed research analyst price targets included in equity research from two investment banks

Note: Market data as of July 25, 2022. Unit offer price based on 0.270x PBF shares, plus $9.25 cash. Reflects average low and average high implied unit price. Forward target price. Source: Public disclosure, Wall Street research, FactSet, Management projections. PBFX | Illustrative Valuation Analysis 11 For Reference Only Methodology Metrics Range Implied Unit Price ($/Unit)(1) Discounted Cash Flow PV of Unlevered FCF WACC: 12.0% - 9.0% Terminal Mult.: 6.5x - 8.0x Offer at Current PBF Offer at PBF 30-Day Share Price: $17.12 VWAP: $17.80 $14.03 $19.07 $8.29 $13.49 $11.66 $16.43 $16.73 $21.16 $16.48 $18.05 $16.00 $16.50 $10.83 $17.49 Distribution Discount Model PV of LP DPU Ke: 15.00% - 10.00% Perp. Growth: (1.0%) - 1.0% Trading Comparables Range of Metrics Refer to Trading Comparables Valuation Analysis(2) Precedent Transactions Range of Metrics Refer to Precedent Transactions Valuation Analysis(2) Precedent Premiums Paid 30-Day Unaffected VWAP: $15.69 5.0% - 15.0% Wall Street Research Unit Price Target Range(3) (Low - High) Unaffected 52-Week Trading Range Unaffected 52-Week Trading Range (Low - High) $5.00 $10.00 $15.00 $20.00 $25.00 $30.00

0.270x Exchange Ratio + $9.25 Cash per Unit (PBFX "Gets") Trading Comparables (Management) Trading Comparables (PBF Consensus, PBFX Management) Precedent Transactions(1) Discounted Cash Flow (Management) Discounted Cash Flow (Sensitivity Case) Trading Ranges (Current - 30-Day VWAP)(2) $29.14 $28.17 $42.12 $43.79 $32.82 $43.79 $31.65 $40.24 $58.79 $71.74 $55.33 $71.74 $16.86 $20.62 $21.07 $18.11 $21.07 $20.12 $25.12 $28.62 $24.19 $28.62 $17.80 Offer at PBF 30-Day VWAP: $17.80 $20 $25 $30 $14.03 $14.03 $16.73 $11.66 $11.66 $19.07 $19.07 $21.16 $16.43 $16.43 $13.35 $15.69 $17.12 Offer at Current PBF Share Price: $17.12 $80 $90 $5 $10 $15 $20 $25 $30 $35 $5 $10 $15 12 PBFX Illustrative “Has / Gets” Analysis Note: Market data as of July 25, 2022. PBF precedent transactions value range reflects trading comparables (Management) value range. Reflects current PBF share price as of July 25, 2022 and unaffected PBFX unit price as of June 23, 2022. Source: Public disclosure, Wall Street research, FactSet, Management projections. PBFX Illustrative Methodology PBF Illustrative Value per Share(1) Value per Unit (PBFX "Has") $20 $30 $40 $50 $60 $70 PBF PBFX “Has” PBFX “Gets” (PBF x 0.270x Exchange Ratio + $9.25 Cash per Unit) Implied Value per PBFX Unit

1,400 $16.38; 21% 1,000 $14.25; 6% $13.66; 1% $13.50 200 400 600 800 1,200 1,600 $8 $10 $12 $14 $16 $18 Jul-21 Oct-21 Volume (000s) Indexed to PBFX Unit Price 13 Historical PBFX Price Performance 1-Year Indexed Price Performance Note: Market data as of July 25, 2022. Includes DKL, HEP, MMP, NS and PAA. Includes CAPL, GEL, GLP, MMLP and USDP. Source: FactSet, company disclosure. Volume PBFX Dec-21 Earnings Mar-22 LT&S Peers (1) -- May-22 Jul-22 Other Small Cap MLP Peers (2) PBFX Historical Trading Metrics Unaffected (6/23/22) Current (7/25/22) VWAP Since 6/23/22 $15.68 10-day VWAP $14.61 $16.29 20-day VWAP $15.91 $15.82 30-day VWAP $15.69 $15.41 60-day VWAP $15.45 $15.68 90-day VWAP $14.83 $15.34 52-Week VWAP $13.54 $13.72 52-Week High $17.49 $17.49 52-Week Low $10.83 $10.83 Unaffected Date (6/23/2022)

Price Targets and Ratings Broker Date Forward Price Target Rating Credit Suisse 7/20/22 $16.50 Hold Raymond James 4/28/22 16.00 Hold High $16.50 0 Buy Mean (2 Brokers) $16.25 2 Hold Median (2 Brokers) $16.25 0 Sell Low $16.00 100% 14 PBFX | Wall Street Research Summary Note: Market data as of July 25, 2022. Price Targets and Ratings reflect select research reports. Source: Wall Street research. Ratings Summary Hold Sell Buy

Note: Market data as of July 25, 2022. Unit offer price based on 0.270x PBF shares, plus $9.25 cash. Based on $547mm of net debt and 62.6mm units outstanding as of March 31, 2022. Reflects average low and average high implied unit price. Source: Public disclosure, Wall Street research, FactSet, Management projections. PBFX | Illustrative Valuation Analysis – Trading Comparables 15 2022E EBITDA: $214 7.0x - 8.5x 2023E EBITDA: $218 6.5x - 8.0x 2022E LP DCF / Unit: $2.60 25.0% - 15.0% 2023E LP DCF / Unit: $2.52 27.5% - 17.5% 2022E DPU: $1.20 11.0% - 8.5% 2023E DPU: $1.20 11.5% - 9.0% $11.66 $10.43 $10.91 $9.16 $10.41 $13.86 $15.19 $16.43 $13.33 $14.12 $14.39 $17.36 $19.08 $20.32 $5.00 $10.00 $15.00 $20.00 $25.00 $30.00 Offer at PBF 30-Day VWAP: $17.80 Offer at Current PBF Share Price: $17.12 ($mm, unless otherwise noted) Methodology Metrics Range Implied Unit Price ($/Unit)(1) Trading Comparables(2) Reference Range(3)

($bn, except per share data) Company Unit Price Market Cap TEV Plains All American $10.83 $7.6 $19.1 TEV/EBITDA 2022E 2023E 8.4x 8.4x LP DCF Yield 2022E 2023E 17.2% 21.8% Distribution Yield LQA 2022E 2023E 8.0% 8.0% 8.3% LP Dist. Coverage 2022E 2023E 2.1x 2.6x Magellan Midstream Partners 49.93 10.6 15.5 10.9x 10.6x 10.4% 11.2% 8.3% 8.3% 8.4% 1.3x 1.3x 3.5x 3.5x 4% 5% 1% NuStar Energy 14.86 1.6 6.1 8.5x 8.3x 21.6% 21.4% 10.8% 10.8% 10.8% 2.0x 2.0x 4.3x 5.3x 3% (1%) -- Holly Energy Partners 17.31 2.2 3.8 9.4x 9.1x 13.4% 14.2% 8.1% 8.1% 9.0% 1.7x 1.6x 4.2x 4.1x 7% 6% 11% Delek Logistics Partners 48.55 2.1 3.6 10.3x 8.6x 10.9% 13.4% 8.1% 8.2% 8.2% 1.3x 1.6x 4.8x 4.3x 32% 24% 1% Genesis Energy $8.33 $1.0 $5.5 8.7x 8.0x 21.7% 25.4% 7.2% 7.2% 7.2% 3.0x 3.5x 5.3x 6.0x 9% 17% -- Global Partners 26.00 0.9 2.4 8.6x 8.8x 13.3% 12.3% 9.4% 9.3% 9.5% 1.7x 1.5x 4.8x 5.1x (3%) (12%) 2% CrossAmerica Partners 21.38 0.8 1.6 10.4x 10.0x 14.2% 14.5% 9.8% 9.8% 9.8% 1.4x 1.5x 5.2x 5.2x 4% 2% -- Martin Midstream Partners 4.18 0.2 0.7 4.8x 5.4x 35.8% 28.3% 0.5% 0.5% 0.5% 74.8x 59.1x 3.6x 3.6x (11%) (21%) -- USD Partners 5.45 0.2 0.4 7.7x 5.3x 24.3% 38.1% 9.1% 9.1% 11.1% 2.7x 3.4x 4.5x 4.5x 46% 57% 22% Mean - All (10 Companies) 8.8x 8.3x 18.3% 20.0% 7.9% 7.9% 8.3% 9.2x 7.8x 4.4x 4.6x 9% 10% 4% Median - All (10 Companies) 8.7x 8.5x 15.7% 17.9% 8.2% 8.2% 8.7% 1.9x 1.8x 4.4x 4.5x 4% 5% 1% Mean - LT&S (5 Companies) 9.5x 9.0x 14.7% 16.4% 8.7% 8.7% 8.9% 1.7x 1.8x 4.1x 4.3x 9% 12% 3% Median - LT&S (5 Companies) 9.4x 8.6x 13.4% 14.2% 8.1% 8.2% 8.4% 1.7x 1.6x 4.2x 4.3x 4% 6% 1% Mean - Small Cap MLPs (5 Companies) 8.0x 7.5x 21.9% 23.7% 7.2% 7.2% 7.6% 16.7x 13.8x 4.7x 4.9x 9% 9% 5% Median - Small Cap MLPs (5 Companies) 8.6x 8.0x 21.7% 25.4% 9.1% 9.1% 9.5% 2.7x 3.4x 4.8x 5.1x 4% 2% -- PBFX - Consensus (6/23/22) $13.35 $0.8 $1.4 6.3x 6.1x 21.3% 21.8% 9.0% 9.0% 9.0% 2.4x 2.4x 2.6x 2.6x 2% 3% -- PBFX - Consensus (7/25/22) $16.38 $1.0 $1.6 7.1x 7.0x 17.3% 17.8% 7.3% 7.3% 7.3% 2.4x 2.4x 2.6x 2.6x 2% 3% -- PBFX - Management (6/23/22) $13.35 $0.8 $1.4 6.4x 6.3x 19.6% 18.0% 9.0% 9.0% 9.0% 2.2x 2.1x 2.4x 2.4x 2% (3%) -- PBFX - Management (7/25/22) $16.38 $1.0 $1.6 7.3x 7.1x 16.0% 14.7% 7.3% 7.3% 7.3% 2.2x 2.1x 2.4x 2.4x 2% (3%) -- Lev. ('22E EBITDA) '22E - '23E CAGR Debt Adj. Debt(1) EBITDA DCF Distr. 3.9x 4.5x (1%) 25% 3% PBFX | Comparable Company Trading Analysis 16 Note: Market data as of July 25, 2022. Peers sorted by TEV. PBFX consensus metrics reflect balance sheet data as of March 31, 2022; PBFX Management metrics reflect balance sheet data as of June 30, 2022. (1) Adjusted debt reflects 50% debt treatment for preferred equity. Source: FactSet, Public disclosure, Wall Street research, Management projections. LT&S Peers Other Small Cap MLP Peers

17 Note: Discounted cash flow analysis based on cash flows discounted to June 30, 2022. (1) Balance sheet data as of June 30, 2022 per Management estimates. Source: Management projections. Sensitivity Analysis PBFX | Discounted Cash Flow Analysis – Unlevered Free Cash Flow 2H 2022E 2023E 2024E 2025E 2026E 2027E Terminal $105 $218 $225 $228 $179 $175 $175 (7) (12) (12) (12) (13) (13) (13) (5) -- -- -- -- -- -- (1) -- -- -- -- -- -- $92 $206 $212 $216 $167 $162 $162 ($ in millions, unless noted) EBITDA (-) Maintenance CapEx (-) Growth CapEx (+/-) Change in Working Capital Unlevered Free Cash Flow ("FCF") PV of FCF (10.50% WACC) $820 Terminal EBITDA $175 (x) Terminal Multiple 7.3x Terminal Value (Undiscounted) $1,271 PV of Terminal Value (10.50% WACC) $733 Memo: % of Total TEV 47.2% Memo: Implied Perpetuity Growth Rate (2.6%) Implied TEV $1,554 (-) Debt (+) Cash (555)(1) 31 (1) Implied Equity Value $1,029 (/) Total Units Outstanding 62.7 Implied Share Price $16.41 PV of Terminal Value Implied TEV Implied Unit Price Implied Perpetuity Growth Rate Terminal Multiple PV of FCF 6.5x 6.9x 7.3x 7.6x 8.0x 6.5x 6.9x 7.3x 7.6x 8.0x 6.5x 6.9x 7.3x 7.6x 8.0x 6.5x 6.9x 7.3x 7.6x 8.0x 12.00% $794 $610 $646 $681 $716 $751 $1,405 $1,440 $1,475 $1,510 $1,545 $14.03 $14.59 $15.15 $15.72 $16.28 (2.7%) (2.0%) (1.3%) (0.8%) (0.2%) 11.25% 807 633 670 706 743 779 1,440 1,477 1,514 1,550 1,587 14.60 15.19 15.77 16.35 16.93 (3.3%) (2.6%) (2.0%) (1.4%) (0.9%) 10.50% 820 657 695 733 771 809 1,478 1,516 1,554 1,591 1,629 15.20 15.80 16.41 17.01 17.62 (3.9%) (3.2%) (2.6%) (2.0%) (1.5%) 9.75% 834 682 722 761 801 840 1,516 1,556 1,595 1,635 1,674 15.82 16.44 17.07 17.70 18.33 (4.5%) (3.8%) (3.2%) (2.6%) (2.1%) 9.00% 848 709 750 791 831 872 1,557 1,598 1,639 1,679 1,720 16.46 17.11 17.76 18.41 19.07 (5.1%) (4.5%) (3.8%) (3.3%) (2.8%) WACC

18 Note: Discounted cash flow analysis based on distributions discounted to June 30, 2022. Source: Management projections. Sensitivity Analysis PBFX | Discounted Cash Flow Analysis – Distribution Discount Model ($ in millions, unless noted) 2H 2022E 2023E 2024E 2025E 2026E 2027E Terminal Total Distributable Cash Flow (÷) Units Outstanding (mm) $80 63.7 $161 63.9 $168 64.1 $172 64.2 $123 64.4 $119 64.6 DCF / Unit ("DCFPU") $1.26 $2.52 $2.62 $2.68 $1.91 $1.84 LP Distribution / Unit ("DPU") $0.60 $1.20 $1.20 $1.20 $1.20 $1.20 $1.20 Memo: Implied Coverage 2.10x 2.10x 2.19x 2.23x 1.59x 1.54x PV of LP DPU (12.5% Ke) $4.85 Terminal LP DPU $1.20 (/) Implied Terminal Yield 11.8% Terminal Value (Undiscounted) $9.60 Memo: Perpetuity Growth Rate 0.0% PV of Terminal Value (12.5% Ke) $5.33 Memo: % of Total 52.3% Implied Unit Price $10.18 PV of PV of Terminal Value Implied Unit Price Implied Terminal DPU Yield Perpetuity Growth Rate DPU (1.0%) (0.5%) 0.0% 0.5% 1.0% (1.0%) (0.5%) 0.0% 0.5% 1.0% (1.0%) (0.5%) 0.0% 0.5% 1.0% 15.00% $4.60 $3.69 $3.83 $3.98 $4.13 $4.30 $8.29 $8.43 $8.58 $8.73 $8.90 15.1% 14.5% 14.0% 13.5% 12.9% 13.75% 4.72 4.23 4.40 4.58 4.78 4.99 8.95 9.12 9.31 9.50 9.71 14.0% 13.4% 12.9% 12.4% 11.8% 12.50% 4.85 4.88 5.10 5.33 5.58 5.85 9.74 9.95 10.18 10.43 10.70 12.9% 12.3% 11.8% 11.3% 10.7% 11.25% 4.99 5.69 5.96 6.26 6.58 6.94 10.68 10.95 11.25 11.57 11.93 11.7% 11.2% 10.7% 10.1% 9.6% 10.00% 5.13 6.70 7.06 7.45 7.88 8.36 11.84 12.19 12.58 13.01 13.49 10.6% 10.1% 9.5% 9.0% 8.5% Cost of Equity

III. PBF VALUATION 19

PBF | Status Quo Consolidated Financial Summary Based on forecasts provided by Management on July 18, 2022 20 (1) Includes change in fair value of contingent consideration, change in fair value of catalyst obligations, and other items. Source: Management projections. ($ in millions, except where noted) 2022E 2023E 2024E 2025E 2026E 2027E Consolidated EBITDA $3,988 $2,073 $2,151 $2,048 $1,902 $1,803 (+) PBF Stock Based Comp 28 28 28 28 28 28 (+) PBFX Stock Based Comp 2 2 2 2 2 2 (+) Other (1) 55 -- -- -- -- -- Consolidated Adjusted EBITDA $4,073 $2,103 $2,182 $2,078 $1,932 $1,833 (-) Interest Expense (288) (167) (158) (168) (158) (157) Memo: Income Taxes (765) (383) (406) (376) (339) (313) Memo: Deferred Taxes 710 207 23 3 (25) (41) (-) Cash Taxes (55) (176) (384) (373) (364) (353) (-) MRC Earnout -- (100) (100) -- -- -- (+/-) Changes in Working Capital (659) (507) -- -- -- -- (-) Change in TRA Liability -- -- (60) (158) (14) (13) (+/-) Other (24) -- -- -- -- -- Consolidated Operating Cash Flow $3,047 $1,153 $1,480 $1,380 $1,396 $1,310 Consolidated Operating CFPS $24.22 $8.97 $11.37 $10.47 $10.47 $9.71 Memo: Fully Diluted Shares Outstanding 126 129 130 132 133 135 Leverage Metrics Consolidated Net Debt $534 $33 ($794) ($1,520) ($2,262) ($2,918) Consolidated Net Debt / LTM EBITDA 0.1x 0.0x (0.4x) (0.7x) (1.2x) (1.6x)

$467 $2,044 $1,074 $458 $2,755 $4,073 $2,182 $2,078 $1,932 $1,833 $4,040 $3,073 $2,103 $1,655 $1,315 $0 $1,500 $3,000 $4,500 2021A 2022E 2027E PBF Consolidated EBITDA ($mm) 21 Comparison of Management vs. Consensus Estimates | PBF EBITDA Note: Market data as of July 25, 2022. (1) Reflects adjusted EBITDA as reported in PBF’s 2021 year-end results. Source: FactSet, company disclosure, Management projections. 2023E Management 2024E Consensus # of Brokers 12 13 2 1 1 0 (1) $16 2025E 2026E Broker Estimate Range

$467 $4,073 $2,103 $2,182 $2,078 $1,932 $1,833 $4,073 $1,687 $1,902 $1,500 $1,500 $1,500 $0 $1,500 $3,000 $4,500 2021A 2022E 2024E 2026E 2023E Management 2027E $7.94 $13.51 $13.75 $13.44 $13.14 $12.85 $19.19 $19.19 $12.23 $12.89 $11.66 $11.81 $11.82 $20 $18 $16 $14 $12 $10 $8 $6 $4 $2 $-- 2021A(1) 2022E 2023E 2024E 2025E 2026E 2027E At the direction of the Committee, Management provided an alternative financial forecast on July 22, 2022 (the “Sensitivity Case”) The Sensitivity Case was based on alternative forecast assumptions for refining margins within each of PBF’s refining regions, as requested by the Committee on July 19, 2022 The Sensitivity Case does not reflect any other adjustments or changes in Management’s views 22 PBF Financial Forecast Sensitivity Case Note: Market data as of July 25, 2022. Reflects gross refining margin, excluding special items, per barrel of throughput as reported in PBF’s 2021 year-end results. Reflects adjusted EBITDA as reported in PBF’s 2021 year-end results. Source: Bloomberg, FactSet, company disclosure, Management projections. Refining Margin ($/bbl) PBF Consolidated EBITDA ($mm) 2025E Sensitivity Case (2)

23 PBF | Summary of Valuation Methodologies Used Methodology Comparable Public Company Trading Analysis Discounted Cash Flow Analysis Historical Market Valuations and Wall Street Research (For Reference Only) Description / Key Metrics Valuation based on trading metrics of selected Refining peers: CVI, DK, DINO, MPC, PARR, PSX and VLO Metrics included: (i) TEV/EBITDA and (ii) Operating Cash Flow Yield Evaluated on a 2022E and 2023E basis Evaluated based on Management projections and consensus estimates Valuation based on the present value of future cash flows expected to be generated by PBF and an assumed terminal value (calculated by applying a range of perpetuity growth rates to terminal year free cash flow) Evaluated on an unlevered FCF basis Evaluated based on Management projections and Sensitivity Case projections Ranges of perpetuity growth rates based on PBF’s cash flow projections and public companies operating with similar asset profiles Discount rate range reflective of PBF’s weighted average cost of capital (“WACC”) PBF WACC implied by CAPM and an analysis of public companies operating with similar asset profiles Analyzed historical market trading performance and valuation Reviewed research analyst price targets included in equity research from 16 investment banks

Methodology Metrics Range Discounted Cash Flow (Management Projections) PV of Unlevered FCF WACC: 10.0% - 13.0% Perp. Growth: (4.0%) - (2.0%) Trading Comparables (Management Projections) Range of Metrics Discounted Cash Flow (Sensitivity Case) PV of Unlevered FCF WACC: 10.0% - 13.0% Perp. Growth: (4.0%) - (2.0%) Trading Comparables (Consensus) Range of Metrics Wall Street Research 52-Week Trading Range 52-Week Trading Range (Low - High) $7.44 $25.00 $32.82 $28.17 $43.79 $43.74 $57.00 $55.33 $40.24 $71.74 Implied Share Price ($/Share) Current Share Current 30d VWAP: $31.65 Price: $29.14 $42.12 $58.79 $-- $20.00 $40.00 $60.00 $80.00 $100.00 Note: Market data as of July 25, 2022. Reflects average low and average high implied share price. Forward target price. Source: Public disclosure, Wall Street research, FactSet, Management projections. PBF | Illustrative Valuation Analysis 24 For Reference Only Refer to Trading Comparables Valuation Analysis(1) Share Price Target Range(2) (Low - High) Refer to Trading Comparables Valuation Analysis(1)

$29.14; 223% 4,000 $14.66; 63% $13.78; 53% $10 $9.01 -- 2,000 6,000 $50 12,000 $45 10,000 $40 $35 8,000 $0 $5 $15 $20 $25 $30 Jul-21 Oct-21 Mar-22 May-22 Jul-22 Volume (000s) Indexed to PBF Share Pirce 25 Historical PBF Price Performance Note: Market data as of July 25, 2022. Mid-cap refiners peers include CVI, DK, DINO and PARR. Large cap refiner peers include MPC, PSX and VLO. Source: FactSet, company disclosure. Volume PBF Dec-21 Earnings Mid-Cap Refiners(1) Large Cap Refiners(2) PBF Historical Trading Metrics Unaffected (6/23/22) Current 7/25/22) VWAP Since 6/23/22 $28.97 10-day VWAP $36.28 $27.21 20-day VWAP $36.89 $28.74 30-day VWAP $35.34 $31.65 60-day VWAP $31.48 $32.50 90-day VWAP $27.64 $29.95 52-Week VWAP $17.73 $19.01 52-Week High $43.74 $43.74 52-Week Low $7.44 $7.44 1-Year Indexed Price Performance

Broker Date Forward Price Target Rating Barclays 7/20/22 $27.00 Sell Piper Sandler & Co 7/19/22 43.00 Buy BofA 7/19/22 45.00 Buy Goldman Sachs 7/18/22 38.00 Hold Credit Suisse 7/18/22 37.00 Sell Wolfe Research 7/18/22 25.00 Sell Wells Fargo 7/15/22 57.00 Buy Morgan Stanley 7/15/22 36.00 Hold RBC Capital 7/15/22 32.00 Hold Scotiabank 7/14/22 35.00 Hold Raymond James 7/14/22 -- Hold Zacks 7/12/22 33.00 Buy Cowen 7/11/22 25.00 Hold Tudor Pickering & Co 7/7/22 30.00 Hold JP Morgan 7/6/22 39.00 Hold Mizuho Securities 6/29/22 43.00 Buy High $57.00 5 Buy Mean (16 Brokers) $36.33 8 Hold Median (16 Brokers) $36.00 3 Sell Low $25.00 31% 50% 19% 26 PBF | Wall Street Research Summary Note: Market data as of July 25, 2022. Price Targets and Ratings reflect select research reports. Source: Wall Street research. Price Targets and Ratings Ratings Summary Hold Sell Buy

Note: Market data as of July 25, 2022. Based on $2.9bn of net debt, 120.8mm Class A common stock and 0.9mm Series A Units outstanding as of March 31, 2022. Reflects average low and average high implied share price. Source: Public disclosure, Wall Street research, FactSet, Management projections. PBF | Illustrative Valuation Analysis – Trading Comparables 27 ($mm, unless otherwise noted) Methodology Metrics Range Implied Share Price ($/Share)(1) 2022E Management Consolidated EBITDA: $4,073 2.5x - 4.0x Current Share Current 30d VWAP: $31.65 Price: $29.14 $55.68 $105.86 2023E Management Consolidated EBITDA: $2,103 4.0x - 5.5x $41.14 $67.06 2022E Management CFPS: $24.22 50.0% - 35.0% $48.44 $69.20 2023E Management CFPS: $8.97 30.0% - 20.0% $29.89 $44.84 Trading Comparables Reference Range(2) $43.79 $71.74 2022E Consensus Consolidated EBITDA: $3,073 2.5x - 4.0x $35.35 $73.22 2023E Consensus Consolidated EBITDA: $1,655 4.0x - 5.5x $26.63 $47.03 2022E Consensus CFPS: $20.33 50.0% - 35.0% $40.66 $58.08 2023E Consensus CFPS: $8.60 30.0% - 20.0% $28.66 $42.99 Reference Range(2) $32.82 $55.33 $-- $50.00 $100.00 $150.00

Company Price Cap TEV 2022E 2023E 2022E 2023E LQA 2022E 2023E 2022E EBITDA Marathon Petroleum $88.80 $48.0 $81.2 4.4x 6.7x 32.6% 22.5% 2.6% 2.7% 2.7% 0.9x Valero Energy 109.32 44.6 56.8 4.0x 5.6x 26.3% 20.3% 3.6% 3.6% 3.7% 0.7x Phillips 66 87.24 42.0 53.5 4.8x 6.3x 21.7% 15.7% 4.4% 4.4% 4.5% 1.0x HF Sinclair Corporation 45.32 10.1 14.1 3.6x 5.1x 33.3% 21.7% 3.5% 2.7% 3.6% 0.7x CVR Energy 31.39 3.2 4.7 3.7x 5.2x 37.6% 14.1% 5.1% 3.9% 5.6% 0.7x Delek 24.27 1.7 4.2 3.8x 5.6x 43.9% 30.1% (1) -- 1.8% 2.9% 1.8x Par Pacific 15.46 0.9 1.4 4.2x 5.5x 26.1% 19.7% -- -- 0.4% 1.4x Mean - (7 Companies) Median - (7 Companies) 4.1x 4.0x 5.7x 5.6x 31.7% 32.6% 20.6% 20.3% 3.2% 3.6% 2.7% 2.7% 3.4% 3.6% 1.0x 0.9x PBF - Consensus (2) $29.14 $3.5 $6.9 2.3x 4.2x 69.8% 29.5% -- -- 0.1% 1.0x PBF - Management (3) $29.14 $3.6 $5.2 1.3x 2.5x 83.1% 30.8% -- -- -- 0.3x ($bn, except per share data) Share Market Cons. Cons. TEV/EBITDA CFPS Yield Dividend Yield Cons. Net Debt / PBF | Comparable Company Trading Analysis 28 Note: Market data as of July 25, 2022. Peers sorted by TEV. Metric does not consider the special dividend of $0.20 per share announced by Delek on June 21, 2022. Reflects reported balance sheet data as of March 31, 2022 pro forma for redemption of PBF 9.25% Senior Secured Notes due 2025 on July 11, 2022. Reflects Management’s estimated balance sheet data as of June 30, 2022 pro forma for redemption of PBF 9.25% Senior Secured Notes due 2025 on July 11, 2022. Source: FactSet, Public disclosure, Wall Street research, Management projections.

($ in millions, unless noted) 2H 2022E 2023E 2024E 2025E 2026E 2027E Terminal EBITDA $1,875 $2,103 $2,182 $2,078 $1,932 $1,833 $1,833 (-) CapEx (213) (612) (612) (612) (613) (613) (613) (-) PBF MRC Earnout -- (100) (100) -- -- -- (-) Change in TRA Liability -- -- (60) (158) (14) (13) (+/-) Change in Working Capital (329) (507) -- -- -- -- (-) Cash Taxes (37) (176) (384) (373) (364) (353) (321) (-) Interest Adjusted Incremental Tax (39) (45) (43) (45) (43) (42) -- Unlevered Free Cash Flow ("FCF") $1,257 $663 $983 $890 $898 $812 $899 PV of FCF (11.50% WACC) $4,303 Terminal EBITDA $1,833 (x) Implied Terminal Multiple 3.5x Terminal Value (Undiscounted) $6,014 Memo: Perpetuity Growth Rate (3.0%) PV of Terminal Value (11.50% WACC) $3,489 Implied TEV $7,791 (-) 6/30/22E Debt (1) (2,077) (-) Minority Interest in PBFX (2) (542) (-) Other Non-Controlling Interest (11) (+) 6/30/22E Cash(1) 867 Implied Equity Value $6,027 (/) Total Shares Outstanding(3) 122.8 Implied Share Price $49.07 29 Note: Discounted cash flow analysis based on cash flows discounted to June 30, 2022. Reflects Management’s estimated balance sheet data as of June 30, 2022 pro forma for redemption of PBF 9.25% Senior Secured Notes due 2025 on July 11, 2022. Reflects value of unaffiliated PBFX units owned by the public based on PBFX unit price implied by midpoint of PBFX discounted cash flow analysis. Includes 0.9mnm Series A Units. Source: Management projections. Sensitivity Analysis PBF | Discounted Cash Flow Analysis – Management Projections PV of PV of Terminal Value Implied TEV Implied Share Price Implied Terminal EBITDA Multiple Perpetuity Growth Rate FCF (4.0%) (3.5%) (3.0%) (2.5%) (2.0%) (4.0%) (3.5%) (3.0%) (2.5%) (2.0%) (4.0%) (3.5%) (3.0%) (2.5%) (2.0%) (4.0%) (3.5%) (3.0%) (2.5%) (2.0%) 13.00% $4,184 $2,755 $2,853 $2,957 $3,068 $3,187 $6,938 $7,037 $7,141 $7,252 $7,371 $42.12 $42.92 $43.77 $44.68 $45.64 2.9x 3.0x 3.2x 3.3x 3.4x 12.25% 4,242 2,979 3,090 3,208 3,334 3,468 7,222 7,332 7,450 7,576 7,711 44.43 45.33 46.29 47.31 48.41 3.1x 3.2x 3.3x 3.4x 3.6x 11.50% 4,303 3,230 3,355 3,489 3,632 3,786 7,533 7,658 7,791 7,935 8,088 46.96 47.98 49.07 50.23 51.49 3.2x 3.3x 3.5x 3.6x 3.8x 10.75% 4,365 3,511 3,653 3,805 3,969 4,146 7,876 8,018 8,170 8,334 8,511 49.75 50.91 52.15 53.48 54.92 3.4x 3.5x 3.6x 3.8x 4.0x 10.00% 4,429 3,827 3,989 4,164 4,353 4,558 8,255 8,418 8,593 8,782 8,986 52.85 54.17 55.59 57.13 58.79 3.5x 3.7x 3.8x 4.0x 4.2x WACC

30 Note: Discounted cash flow analysis based on cash flows discounted to June 30, 2022. Reflects Management’s estimated balance sheet data as of June 30, 2022 pro forma for redemption of PBF 9.25% Senior Secured Notes due 2025 on July 11, 2022. Reflects value of unaffiliated PBFX units owned by the public based on PBFX unit price implied by midpoint of PBFX discounted cash flow analysis. Includes 0.9mnm Series A Units. Source: Management projections. Sensitivity Analysis PBF | Discounted Cash Flow Analysis – Sensitivity Case ($ in millions, unless noted) 2H 2022E 2023E 2024E 2025E 2026E 2027E Terminal EBITDA $1,875 $1,687 $1,902 $1,500 $1,500 $1,500 $1,500 (-) CapEx (213) (612) (612) (612) (613) (613) (613) (-) PBF MRC Earnout -- (100) -- -- -- -- (-) Change in TRA Liability -- -- (60) (158) (14) (13) (+/-) Change in Working Capital (329) (507) -- -- -- -- (-) Cash Taxes (37) (64) (308) (217) (248) (263) (231) (-) Interest Adjusted Incremental Tax (39) (45) (43) (45) (43) (42) -- Unlevered Free Cash Flow ("FCF") $1,257 $359 $879 $468 $583 $569 $656 PV of FCF (11.50% WACC) $3,296 Terminal EBITDA $1,500 (x) Implied Terminal Multiple 3.1x Terminal Value (Undiscounted) $4,388 Memo: Perpetuity Growth Rate (3.0%) PV of Terminal Value (11.50% WACC) $2,545 Implied TEV $5,841 (-) 6/30/22E Debt (1) (2,077) (-) Minority Interest in PBFX (2) (542) (-) Other Non-Controlling Interest (11) (+) 6/30/22E Cash(1) 867 Implied Equity Value $4,077 (/) Total Shares Outstanding(3) 122.8 Implied Share Price $33.19 PV of PV of Terminal Value Implied TEV Implied Share Price Implied Terminal EBITDA Multiple Perpetuity Growth Rate FCF (4.0%) (3.5%) (3.0%) (2.5%) (2.0%) (4.0%) (3.5%) (3.0%) (2.5%) (2.0%) (4.0%) (3.5%) (3.0%) (2.5%) (2.0%) (4.0%) (3.5%) (3.0%) (2.5%) (2.0%) 13.00% $3,215 $2,010 $2,081 $2,158 $2,239 $2,325 $5,225 $5,296 $5,372 $5,453 $5,540 $28.17 $28.75 $29.37 $30.03 $30.74 2.6x 2.7x 2.8x 2.9x 3.0x 12.25% 3,255 2,174 2,254 2,340 2,432 2,530 5,429 5,509 5,595 5,687 5,785 29.83 30.49 31.19 31.94 32.74 2.7x 2.8x 2.9x 3.1x 3.2x 11.50% 3,296 2,357 2,448 2,545 2,650 2,762 5,653 5,744 5,841 5,946 6,058 31.66 32.40 33.19 34.04 34.96 2.9x 3.0x 3.1x 3.2x 3.4x 10.75% 3,339 2,561 2,665 2,776 2,896 3,025 5,900 6,004 6,115 6,235 6,364 33.67 34.51 35.42 36.39 37.44 3.0x 3.1x 3.2x 3.4x 3.5x 10.00% 3,382 2,792 2,911 3,038 3,176 3,325 6,174 6,293 6,420 6,558 6,707 35.90 36.87 37.91 39.03 40.24 3.1x 3.3x 3.4x 3.6x 3.7x WACC

IV. Appendix 31

Tab A. PBFX Valuation Analysis Support 32

Note: Market data as of July 25, 2022. Unit offer price based on 0.270x PBF shares, plus $9.25 cash. Based 62.7mm units outstanding as of June 30, 2022, per Management estimates. Reflects average low and average high implied unit price. Source: Public disclosure, Wall Street research, FactSet, Management projections. 33 PBFX | Illustrative Valuation Analysis – Precedent Transactions ($mm, unless otherwise noted) Methodology Metrics Range Implied Unit Price ($/Unit) NTM LP DCF / Unit: $2.52 12.5% - 10.0% NTM DPU: $1.20 9.0% - 7.0% $16.73 $13.33 $20.13 $21.16 $17.14 $25.17 $5.00 $15.00 $25.00 $35.00 Offer at PBF 30-Day VWAP: $17.80 Offer at Current PBF Share Price: $17.12 (1) Precedent Transaction Analysis(2) Reference Range(3)

2/10/22 Shell Shell Midstream $6.2 69% 11.0% (2) 7.6% (2) 23% 25% 5/13/22 Diamondback Energy Rattler Midstream LP 2.2 74% 11.3% (2) 8.0% (2) 17% 9% 1/10/22 Hartree Partners Sprague Resources 0.5 75% 12.6% 9.2% 27% 39% 10/8/21 Ergon Blueknight Energy Partners 0.2 32% 9.0% 3.7% 51% 47% 10/25/21 Phillips 66 Phillips 66 Partners 10.1 70% 10.6% 4.2% 7% 0% 8/4/21 BP BP Midstream Partners 1.5 54% 11.2% 9.8% (2) 11% 3% 2/4/21 Chevron Corp. Noble Midstream Partners 1.1 62% 21.3% 6.0% (1%) 6% 10/2/20 TC Energy Corporation TC PipeLines 2.1 24% 13.5%(2) 8.8% 14% 12% 2/25/20 Equitrans Midstream EQM Midstream Partners 4.6 54% 21.6% 5.2% 0% 3% 8/27/19 Blackstone Tallgrass Energy 6.3 44% 10.6% 10.0% 56% 23% 11/7/18 Western Gas Equity Partners Western Gas Partners 8.4 30% 8.5% 8.1% (2) 8% 8% 10/19/18 EnLink Midstream EnLink Midstream Partners 6.5 22% 9.2% 8.5% (2) 1% 4% 10/17/18 Valero Energy Valero Energy Partners 2.9 68% 7.0% 5.7% 7% 12% 9/18/18 Dominion Energy Dominion Energy Midstream Partners 2.8 61% 8.2% 8.2% (3) 1% 8% 8/1/18 Energy Transfer Equity Energy Transfer Partners 27.5 2% 12.5% 9.8% (2) 11% 14% 7/9/18 ArcLight TransMontaigne Partners 0.7 20% 9.3% 7.8% 14% 9% 5/16/18 Enbridge Spectra Energy Partners 17.6 83% 9.8% 8.7% 10% 3% 5/16/18 Enbridge Enbridge Energy Partners 4.9 33% 14.9% 9.1% 9% 6% 3/15/18 Williams Williams Partners 38.9 74% 7.6% 6.4% 14% 13% 2/7/18 Tallgrass Energy GP Tallgrass Energy Partners 3.5 35% 9.6% 8.4%(2) 10% 10% 9/23/16 Columbia Pipeline Group Columbia Pipeline Partners 1.7 47% 4.9% 4.7% 11% 17% Summary Statistics (21 Transactions) 75th Percentile $6.5 69% 12.5% 8.8% 13.6% 13.7% Mean $7.2 49% 11.2% 7.5% 14.3% 12.9% Median $3.5 54% 10.6% 8.1% 10.8% 9.3% 25th Percentile $1.7 32% 9.0% 6.0% 7.2% 5.9% Final Premium to: Transaction Metrics FY+1 LP FY+1 LP DCF Yield DPU Yield Unaff. Date Buyer Target 8/8ths Equity Value ($bn)(1) Buyer % Owned 1-Day 30-Day VWAP 34 Select Midstream Parent-MLP Buy-In Precedent Transactions Note: Excludes non-limited partnership/LLC transactions or transactions with non-US targets. Transaction metrics are based on Management projections available in public disclosure (e.g., proxy statement). Does not include value attributable to an economic general partner or to incentive distribution rights. Reflects yield based on Wall Street consensus metrics. Based on LQA distribution per unit prior to announcement. Source: FactSet, Wall Street research, Public disclosure.

($ in billions, unless noted) Adj. Beta(1) Market Value Net Debt / Tax Levered Unlevered Company of Equity Net Debt Preferred Total Cap. Rate 1-yr 3-yr 5-yr 1-yr 3-yr 5-yr Magellan Midstream Partners $10.6 $4.9 $ -- 32% -- 0.60 0.93 0.89 0.41 0.64 0.61 Plains All American 7.6 8.8 2.7 46% -- 0.88 1.17 1.12 0.35 0.46 0.45 Holly Energy Partners 2.2 1.6 -- 43% -- 0.77 0.61 0.65 0.44 0.35 0.37 Delek Logistics Partners 2.1 1.5 -- 42% -- 0.68 1.04 0.98 0.40 0.60 0.57 NuStar Energy 1.6 3.1 1.4 51% -- 0.69 0.91 0.98 0.19 0.24 0.26 Genesis Energy 1.0 3.3 0.9 60% -- 0.73 1.33 1.26 0.14 0.26 0.25 Global Partners 0.9 1.3 0.1 57% -- 1.02 0.90 0.90 0.38 0.33 0.34 CrossAmerica Partners 0.8 0.8 -- 50% -- 0.66 0.68 0.69 0.33 0.34 0.35 USD Partners 0.2 0.2 -- 54% -- 0.51 0.75 0.73 0.23 0.33 0.33 Martin Midstream Partners 0.2 0.5 -- 75% -- 0.65 0.89 0.84 0.16 0.22 0.21 Mean – All Median – All 51% 50% 0.72 0.69 0.92 0.91 0.90 0.90 0.30 0.34 0.38 0.34 0.37 0.34 LT&S Mean LT&S Median 43% 43% 0.72 0.69 0.93 0.93 0.92 0.98 0.36 0.40 0.46 0.46 0.45 0.45 Other Small Cap Other Small Cap MLP Peers Mean MLP Peers Median 59% 57% 0.71 0.66 0.91 0.89 0.88 0.84 0.25 0.23 0.30 0.33 0.29 0.33 PBFX $1.0 $0.5 $ -- 35% -- 0.77 1.31 1.16 0.50 0.86 0.76 35 PBFX | Weighted Average Cost of Capital (“WACC”) Analysis Note: Market data as of July 25, 2022. Balance sheet data as of March 31, 2022. Peers sorted by market value of equity. Represents historical Bloomberg adjusted beta, regressed weekly against the S&P 500. 30-year treasury yield as of July 25, 2022. βU = βL/(1+D/E x (1-t)). Sourced from Kroll Cost of Capital Navigator – 2022. Represents size premium for CRSP 8th decile as of December 31, 2021 (range of $0.6bn - $1.3bn market capitalization). Cost of Equity and WACC Calculation Risk-Free Rate(2) 3.0% Unlevered Beta(3) 0.65 Target Net Debt / Total Cap. 35.0% Cost of Equity Sensitivity Analysis Unlevered Beta 0.55 0.60 0.65 0.70 0.75 bt 20% 9.4% 9.8% 10.3% 10.8% 11.2% et De Cap. 28% 9.9% 10.4% 10.9% 11.5% 12.0% N tal 35% 10.6% 11.1% 11.7% 12.3% 12.9% Target / To 43% 50% 11.4% 12.0% 12.7% 13.3% 14.0% 12.5% 13.2% 13.9% 14.7% 15.4% Intrepid estimate for long-term borrowing rate in current market. WACC = (KE x (1-Net Debt/(Net Debt+Equity)))+(KD x (Net Debt/(Net Debt+Equity))). Source: Bloomberg, 2022 Kroll Valuation Handbook, U.S. Department of the Treasury, Public disclosure, FactSet. WACC Sensitivity Analysis Unlevered Beta 0.55 0.60 0.65 0.70 0.75 20% 28% 35% 43% 50% 9.2% 9.5% 9.8% 10.2% 10.5% 9.6% 9.9% 10.2% 10.5% 10.9% 9.9% 10.3% 10.6% 10.9% 11.2% 10.3% 10.6% 11.0% 11.3% 11.6% 10.7% 11.0% 11.3% 11.7% 12.0% Target Net Debt / Total Cap. Levered Beta Equity Risk Premium(4) Size Premium(5) 1.00 7.5% 1.2% Implied Cost of Equity 11.7% Pre-Tax Cost of Debt(6) Tax Rate 8.5% 0.0% After-Tax Cost of Debt 8.5% Target Net Debt / Total Cap. 35.0% WACC(7) 10.6%

PBFX | Selected Peer Debt Trading Analysis 36 Note: Market data as of July 25, 2022. (1) Excludes CAPL, MMLP and USDP due to lack of publicly traded and/or comparable debt. Source: Bloomberg, Public disclosure, FactSet. LT&S Peers Other Small Cap MLP Peers(1) Issue Rating Price YTW Issuer Maturity Date Amount ($mm) Security Coupon DKL Jun-28 $400 Sr. Unsecured 7.125% B3 / B+ 90.0 9.4% HEP Feb-28 500 Sr. Unsecured 5.000% Ba3 / BB+ 92.0 6.8% MMP Jun-30 500 Sr. Unsecured 3.250% Baa1 / BBB+ 90.0 4.8% NS Oct-30 600 Sr. Unsecured 6.375% Ba3 / BB- 90.0 8.1% PAA Sep-30 750 Sr. Unsecured 3.800% Baa3 / BBB- 89.8 5.4% GEL Feb-28 721 Sr. Unsecured 7.750% B2 / B 89.5 10.3% GLP Jan-29 350 Sr. Unsecured 6.875% B2 / B+ 86.5 9.7% Mean – All 5.739% 7.8% Median – All 6.375% 8.1% LT&S Mean 5.110% 6.9% LT&S Median 5.000% 6.8% Other Small Cap MLP Peers Mean 7.313% 10.0% Other Small Cap MLP Peers Median 7.313% 10.0% PBFX May-23 $525 Sr. Unsecured 6.875% B2 / B+ 99.3 7.8%

Tab B. PBF Valuation Analysis Support 37

($ in billions, unless noted) Adj. Beta(1) Market Value Net Debt / Tax Levered Unlevered Company of Equity Net Debt Preferred Total Cap. Rate 1-yr 3-yr 5-yr 1-yr 3-yr 5-yr Marathon Petroleum $48.0 $16.5 $ -- 20% 21% 0.69 1.39 1.33 0.55 1.09 1.04 Valero Energy 44.6 10.6 -- 19% 21% 0.56 1.22 1.18 0.48 1.03 1.00 Phillips 66 42.0 11.2 -- 21% 21% 0.62 1.02 1.01 0.51 0.84 0.84 HF Sinclair Corporation 10.1 2.8 -- 20% 21% 0.58 0.97 1.00 0.47 0.79 0.82 CVR Energy 3.2 0.9 -- 20% 21% 0.47 0.85 0.90 0.38 0.69 0.73 Delek 1.7 2.0 -- 48% 21% 0.31 0.73 0.88 0.16 0.38 0.46 Par Pacific 0.9 0.5 -- 33% 21% 0.56 1.25 1.18 0.40 0.90 0.84 Mean – A Median – ll All 26% 20% 0.54 0.56 1.06 1.02 1.07 1.01 0.42 0.47 0.82 0.84 0.82 0.84 PBF $3.5 $2.9 $ -- 42% 21% 0.24 1.33 1.29 0.14 0.80 0.78 38 PBF | Weighted Average Cost of Capital (“WACC”) Analysis Note: Market data as of July 25, 2022. Balance sheet data as of March 31, 2021. Peers sorted by market value of equity. Represents historical Bloomberg adjusted beta, regressed weekly against the S&P 500. 30-year treasury yield as of July 25, 2022. βU = βL/(1+D/E x (1-t)). Sourced from Kroll Cost of Capital Navigator – 2022. Represents size premium for CRSP 5th decile as of December 31, 2021 (range of $3.3bn - $5.0bn market capitalization). Cost of Equity and WACC Calculation Cost of Equity Sensitivity Analysis Unlevered Beta 0.80 0.85 0.90 0.95 1.00 bt 10% 10.4% 10.8% 11.2% 11.6% 12.0% et De Cap. 20% 11.1% 11.5% 12.0% 12.4% 12.9% N tal 30% 11.9% 12.4% 12.9% 13.4% 13.9% arget / To 40% 13.0% 13.6% 14.2% 14.7% 15.3% T 50% 14.6% 15.3% 15.9% 16.6% 17.3% Intrepid estimate for long-term borrowing rate in current market. WACC = (KE x (1-Net Debt/(Net Debt+Equity)))+(KD x (Net Debt/(Net Debt+Equity))). Source: Bloomberg, 2022 Kroll Valuation Handbook, U.S. Department of the Treasury, Public disclosure, FactSet. WACC Sensitivity Analysis Unlevered Beta 10% 0.80 0.85 0.90 0.95 1.00 10.2% 10.5% 10.9% 11.3% 11.6% C Levered Beta 1.20 Equity Risk Premium(4) 7.5% Size Premium(5) 0.9% Implied Cost of Equity 12.9% Pre-Tax Cost of Debt(6) 10.0% Tax Rate 21.0% After-Tax Cost of Debt 7.9% Target Net Debt / Total Cap. 30.0% Debt ap. 20% 10.4% 10.8% 11.2% 11.5% 11.9% WACC(7) 11.4% Net tal 30% 10.7% 11.1% 11.4% 11.8% 12.1% arget / To 40% 11.0% 11.3% 11.7% 12.0% 12.4% T 50% 11.3% 11.6% 11.9% 12.3% 12.6% Risk-Free Rate(2) Unlevered Beta(3) Target Net Debt / Total Cap. 3.0% 0.90 30.0%

These materials have been prepared by Intrepid Partners, LLC (“Intrepid”) for the Conflicts Committee (the “Committee”) of the Board of Directors of PBF Logistics GP LLC (the “General Partner”), the general partner of PBF Logistics LP (“PBFX”) to whom such materials are directly addressed and delivered. These materials are confidential and may not be used or relied upon by any other person or for any purpose other than as specifically contemplated by a written agreement with Intrepid. These materials have been developed by and are proprietary to Intrepid and were prepared exclusively for the benefit and internal use of the Committee in connection with evaluating the Transaction with PBFX and PBF Energy Inc. (“PBF”). These materials are based upon information provided by or on behalf of the management of PBF and the General Partner, from public sources, or otherwise reviewed by Intrepid. Intrepid has relied upon and assumes no responsibility for independent investigation or verification of such information and has relied upon such information being complete and accurate in all material respects. To the extent such information includes estimates and forecasts of future performance prepared by or reviewed with management of PBF or the General Partner and/or other potential transaction participants or obtained from public sources, Intrepid has assumed that such estimates and forecasts have been reasonably prepared on bases reflecting the best currently available estimates and judgments of management of PBF, and the General Partner or such other potential transaction participants (or, with respect to estimates and forecasts obtained from public sources, represent reasonable estimates). Actual results may differ materially from such estimates and forecasts. No representation or warranty, express or implied, is made as to the accuracy or completeness of such information, and nothing contained herein is, or shall be relied upon as, a representation or warranty, whether as to the past, the present or the future. The materials and related commentary are not intended to provide the only basis for evaluating, and should not be considered a recommendation with respect to, the consideration paid, the proposed transaction or any transaction or other matter. These materials are also subject to the qualifications and limitations described in any accompanying written opinion letter. These materials were compiled on a confidential basis solely for use by the Committee and may not be relied on by any other party (including stakeholders in either entity), even if such parties are provided a copy of these materials. These materials were prepared without a view to public disclosure or filing thereof under state or federal laws, and may not be redistributed, reproduced, distributed, passed to others, transmitted, quoted or referred to, in whole or in part, without the prior written permission of Intrepid in accordance with the terms of our engagement letter with the Committee. These materials speak only as of the date on the cover and Intrepid assumes no obligation to update these materials or inform any recipient of changed circumstances, events or information. These materials were prepared for a specific use by specific persons and were not prepared to conform with any disclosure standards under securities laws or otherwise. In the ordinary course of its business, each of Intrepid and its affiliates may actively trade or hold the securities of PBF, PBFX or other parties involved in a proposed transaction for its own account or for the account of its customers and, accordingly, may at any time hold a long or short position in such securities. Intrepid will receive a fee in connection with delivery of an opinion relating to the proposed transaction. These materials do not constitute, nor do they form part of, an offer or solicitation to sell or purchase any securities or instruments and are not a commitment by Intrepid or any of its affiliates to provide, arrange or underwrite any financing for any transaction or to purchase any security in connection therewith. These materials may not reflect information known to other professionals in other business areas of Intrepid and its affiliates. Intrepid and its affiliates do not provide legal, regulatory, accounting, bankruptcy, securities or tax advice. Any statements contained herein as to tax matters were neither written nor intended by Intrepid or its affiliates to be used and cannot be used by any taxpayer for the purpose of avoiding tax penalties that may be imposed on such taxpayer. Each person should seek legal, regulatory accounting and tax advice based on his, her or its particular circumstances from independent advisors regarding the evaluation and impact of any transactions or matters described herein. Disclaimer

Exhibit (f)(2)

Delaware Revised Uniform Limited Partnership Act

Delaware Code Title 6 § 17-212:

Unless otherwise provided in a partnership agreement or an agreement of merger or consolidation or a plan of merger or a plan of division, no appraisal rights shall be available with respect to a partnership interest or another interest in a limited partnership, including in connection with any amendment of a partnership agreement, any merger or consolidation in which the limited partnership or a registered series of the limited partnership is a constituent party to the merger or consolidation, any division of the limited partnership, any conversion of the limited partnership to another business form, any conversion of a protected series of the limited partnership to a registered series of such limited partnership, any conversion of a registered series of the limited partnership to a protected series of such limited partnership, any transfer to or domestication or continuance in any jurisdiction by the limited partnership, or the sale of all or substantially all of the limited partnership’s assets. The Court of Chancery shall have jurisdiction to hear and determine any matter relating to any appraisal rights provided in a partnership agreement or an agreement of merger or consolidation or a plan of merger or a plan of division.

Exhibit 107

Calculation of Filing Fee Tables

Schedule 13E-3

(Form Type)

PBF Logistics LP

PBF Energy Inc.

PBF Energy Company LLC

PBFX Holdings Inc.

Riverlands Merger Sub LLC

PBF Logistics GP LLC

(Name of the Issuer and Name of Person Filing Statement)

Table 1—Transaction Value

	Transaction Valuation		Fee Rate		Amount of Filing Fee
Fees to Be Paid	$	618,354,502.74(1)		0.0000927	$	57,321.47(2)
Fees Previously Paid	$	0			$	0
Total Transaction Valuation	$	618,354,502.74
Total Fees Due for Filing					$	57,321.47
Total Fees Previously Paid					$	0
Total Fee Offsets					$	57,321.47(3)
Net Fee Due					$	0

Table 2—Fee Offset Claims and Sources

Registrant

or Filer

Name

Form or

Filing Type

File Number

Initial Filing Date

Filing Date

Fee Offset

Claimed

Fee Paid

with Fee

Offset

Source

Fee Offset Claims

Form S-4

333-267119

August 26, 2022

$57,321.47

Fee Offset Sources

PBF Energy Inc.

Form S-4

333-267119

August 26, 2022

$57,321.47(3)

(1)	This Schedule 13E-3 relates to the registration of shares of Class A Common Stock, par value $0.001 per share (the “PBF Energy Common Stock”), of PBF Energy, Inc. (“PBF Energy”) into which the common units representing limited partner interests in PBF Logistics LP (the “PBFX Common Units”), will be exchanged. The transaction valuation (the “Transaction Valuation”) is calculated solely for purposes of determining the filing fee in accordance with Rule 0-11(b)(2) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The Transaction Valuation is calculated based on the product of (a) $18.86, the average of the high and low prices of a PBFX Common Unit as reported on the New York Stock Exchange on August 22, 2022, and (b) 32,786,559, the estimated maximum number of PBFX Common Units that may be exchanged for consideration in the merger the subject of this Schedule 13E-3.
(2)	The filing fee, calculated in accordance with Exchange Act Rule 0-11, is calculated by multiplying the Transaction Valuation by 0.0000927.
(3)	PBF Energy previously paid $57,321.47 upon the filing of its Registration Statement on Form S-4 on August 26, 2022 in connection with the transaction reported hereby.