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WLKP on NYSE

Westlake Chemical Partners LP

In its 2026 annual report the company says: “We are a Delaware limited partnership formed by Westlake in March 2014 to operate, acquire and develop ethylene production facilities and related assets. Our business and operations are conducted through OpCo.”5 It is headquartered in Wilmington, United States.2 Its shares trade on NYSE under the symbol WLKP.2

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Last updated Oct 21, 2026.

Overview

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  • TickerWLKP on NYSE2
  • IndustryIndustrial Organic Chemicals2
  • HeadquartersWilmington, United States2
  • Incorporated inDE3
  • Business address5444 Westheimer, Suite 101, Houston, Tx3
  • Filer categoryAccelerated filer3
  • Legal formLimited Partnership2
  • Kind of organizationLimited partnership2
  • LEI5493001UJXZP4TJUQM762
  • StatusActive2
  • LEI statusIssued and current2
  • Registered addressC/O THE CORPORATION TRUST COMPANY, 19801 Wilmington, United States2
  • Registered withDivision of Corporations, Department of State, 54686372

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We are a Delaware limited partnership formed by Westlake in March 2014 to operate, acquire and develop ethylene production facilities and related assets. On August 4, 2014, we completed our initial public offering (the "IPO") of 12,937,500 common units representing limited partner interests. In connection with the IPO, we acquired an initial 10.6% interest in OpCo and a 100% interest in OpCo GP, which is the general partner of OpCo. As of December 31, 2018, we had an aggregate 18.3% limited partner interest in OpCo. On March 29, 2019, we completed a private placement of 2,940,818 common units and used the net proceeds to purchase an additional 4.5% interest in OpCo, effective January 1, 2019, resulting in us owning an aggregate 22.8% limited partner interest in OpCo.5 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

29.8%Gross margin6
27.4%Operating margin6
4.2%Net margin6
2.7%Revenue growth, 20256
$201.7MFree cash flow6

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue70¢$818.8M
  • Selling, general and admin2¢$28.3M
  • Other costs23¢$270.3M
  • Income tax0¢$547.0K
  • Profit4¢$48.7M

Out of $1.2B in revenue.6

Where each dollar of operating cash went, fiscal 2025

  • Capital spending28¢$78.8M
  • Kept or used elsewhere72¢$201.7M

Out of $280.5M of cash from operations.6

Financial statements

Revenue786$1.2B in 2025+656% since 2019
0$500.0M$1.0B$1.5B2019: $154.2M$154.2M20192020: $78.4M$78.4M2020−49%2021: $188.3M$188.3M2021+140%2022: $250.2M$250.2M2022+33%2023: $1.2B$1.2B2023+376%2024: $1.1B$1.1B2024−5%2025: $1.2B$1.2B2025+3%
Gross profit789106$347.8M in 2025−8% since 2019
0$200.0M$400.0M$600.0M2019: $379.4M$379.4M20192020: $378.9M$378.9M2020−0%2021: $441.7M$441.7M2021+17%2022: $377.4M$377.4M2022−15%2023: $387.5M$387.5M2023+3%2024: $418.9M$418.9M2024+8%2025: $347.8M$347.8M2025−17%
Operating income789106$319.6M in 2025−9% since 2019
0$200.0M$400.0M$600.0M2019: $350.1M$350.1M20192020: $353.0M$353.0M2020+1%2021: $410.7M$410.7M2021+16%2022: $347.7M$347.7M2022−15%2023: $357.7M$357.7M2023+3%2024: $390.4M$390.4M2024+9%2025: $319.6M$319.6M2025−18%
Net income789106$48.7M in 2025−20% since 2019
0$25.0M$50.0M$75.0M$100.0M2019: $61.0M$61.0M20192020: $66.2M$66.2M2020+9%2021: $82.5M$82.5M2021+25%2022: $64.2M$64.2M2022−22%2023: $54.3M$54.3M2023−15%2024: $62.4M$62.4M2024+15%2025: $48.7M$48.7M2025−22%

Every line of the income statement as filed: the last 3 fiscal years, latest first.6

Period ending2025-12-312024-12-312023-12-31
Total net sales$1.2B$1.1B$1.2B
Cost of sales$818.8M$717.0M$803.3M
Gross profit$347.8M$418.9M$387.5M
Selling, general and administrative expenses$28.3M$28.5M$29.8M
Income from operations$319.6M$390.4M$357.7M
Interest expenseWestlake-$22.9M-$25.7M-$26.5M
Other income, net$2.4M$5.3M$4.2M
Income before income taxes$299.1M$370.0M$335.4M
Provision for income taxes$547.0K$835.0K$813.0K
Net income$298.6M$369.2M$334.6M
Less: Net income attributable to noncontrolling interest in OpCo$249.9M$306.8M$280.3M
Net income attributable to Westlake Chemical Partners LP and limited partners' interest in net income$48.7M$62.4M$54.3M
Weighted average limited partner units outstanding (basic and diluted)35.2M shares35.2M shares35.2M shares

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Corporate structure

Westlake Chemical Partners LP is part of a group headed by Westlake Corporation. 40 entities, 9 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Westlake Chemical Partners LP

  • Energy Income Partners, LLC Filed SCHEDULE 13G on Westlake Chemical Partners LP, latest Feb 17, 2026 (6 filings since Feb 14, 2022)
  • TTWF LP Filed SC 13D/A on Westlake Chemical Partners LP, latest Feb 14, 2024
  • Invesco Filed SC 13G/A on Westlake Chemical Partners LP, latest Feb 12, 2024 (3 filings since Feb 11, 2022)
  • FIRST TRUST PORTFOLIOS LP Filed SC 13G/A on Westlake Chemical Partners LP, latest Feb 7, 2024 (3 filings since Jan 28, 2022)
  • WPT LLC Filed SC 13G/A on Westlake Chemical Partners LP, latest Jan 23, 2023 (2 filings since Jan 21, 2022)
  • Westlake Corporation Wilmington, Delaware, United States
    • Westlake Chemical Partners LP Wilmington, Delaware, United States
      • Westlake Chemical OpCo GP LLC Subsidiary · Delaware, United States
    • Eagle Spinco Inc. Subsidiary · Delaware, United States
    • Rome Delaware Corp. Subsidiary · Delaware, United States
    • Taiwan Chlorine Industries, Ltd. Subsidiary · Taiwan
    • Westlake Canada Inc. Subsidiary · Canada
    • Westlake Chemical Canada Inc. Subsidiary · Canada
    • WESTLAKE CHEMICAL FINANCE CORPORATION Subsidiary · Wilmington, Delaware, United States
    • WESTLAKE CHEMICAL OPCO LP Subsidiary · Wilmington, Delaware, United States
    • Westlake Chemical Partners GP LLC Subsidiary · Delaware, United States
    • Westlake Chemicals & Vinyls LLC Subsidiary · Delaware, United States
    • Westlake Compounds LLC Subsidiary · Delaware, United States
    • Westlake DaVinci Roofscapes L.L.C. Subsidiary · Delaware, United States
    • Westlake Dimex LLC Subsidiary · Delaware, United States
    • Westlake Epoxy B.V. Subsidiary · Netherlands
    • Westlake Germany GmbH & Co. KG Subsidiary · Germany
    • Westlake International I B.V. Subsidiary · Netherlands
    • Westlake Longview Corporation Subsidiary · Delaware, United States
    • Westlake Management (Shanghai) Co. Ltd Subsidiary · China
    • Westlake Management Services, Inc. Subsidiary · Delaware, United States
    • Westlake Natrium LLC Subsidiary · Delaware, United States
    • WESTLAKE PETROCHEMICALS LLC Subsidiary · Houston, Texas, United States
    • Westlake Pipe & Fittings Corporation Subsidiary · Delaware, United States
    • Westlake Polymers LLC Subsidiary · Delaware, United States
    • Westlake Royal Building Products (USA) Inc. Subsidiary · Delaware, United States
    • Westlake Royal Building Products Inc. Subsidiary · Delaware, United States
    • and 13 more

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; subsidiaries, stakes and holdings from Wikidata (CC0); major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Westlake Chemical Partners LP reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Buildings and improvements$18.8M6 Dec 31, 2025$18.6M6 Dec 31, 2024+1.1%
Machinery and equipment$2.0B6 Dec 31, 2025$2.0B6 Dec 31, 2024+3.6%
Construction in progress$16.2M6 Dec 31, 2025$53.6M6 Dec 31, 2024−69.7%
Accumulated depreciation$1.3B6 Dec 31, 2025$1.2B6 Dec 31, 2024+4.5%
Property and equipment, net$886.0M6 Dec 31, 2025$903.6M6 Dec 31, 2024−1.9%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$44.3M6 Dec 31, 2025$58.3M6 Dec 31, 2024−24.1%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$5.8M6 Dec 31, 2025$5.8M6 Dec 31, 20240%

Inventory

ItemLatestA year beforeChange
Inventory, total$2.8M6 Dec 31, 2025$4.1M6 Dec 31, 2024−31.8%
Finished goods$2.3M6 Dec 31, 2025$3.7M6 Dec 31, 2024−37.7%

Properties, in its own words

Information regarding our properties is contained in "Item 1. Business—OpCo's Assets" and "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations."

Item 2 of the 10-K filed Mar 4, 2026.5

Leadership

Who has led Westlake Chemical Partners LP, and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Jean-Marc Gilson2024–now

President

  1. Jean-Marc Gilson2024–now

Chief financial officer

  1. Mark Steven Bender2014–2020
  2. Jonathan Baksht2026–now
201520202025
Board members and other officers (21)

Subsidiaries and ownership

Parent company (GLEIF)

Subsidiaries (Exhibit 21)

  • Westlake Chemical OpCo GP LLC Delaware4
  • Westlake Chemical OpCo LP Delaware4

Ownership links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); each one cites its LEI record. The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Aug 31, 20268-K Executive or director change34
  2. Aug 4, 20268-K Results of operations; Regulation FD disclosure35
  3. May 5, 20268-K Results of operations; Regulation FD disclosure36
  4. Apr 20, 20268-K Executive or director change; Regulation FD disclosure37
  5. Feb 24, 20268-K Results of operations; Regulation FD disclosure38
  6. Feb 23, 20268-K Executive or director change39
  7. Oct 30, 20258-K Entered a material agreement; Results of operations; Regulation FD disclosure40
  8. Aug 5, 20258-K Results of operations; Regulation FD disclosure41
  9. May 2, 20258-K Results of operations; Regulation FD disclosure42
  10. Feb 24, 20258-K Results of operations; Regulation FD disclosure43
  11. Nov 5, 20248-K Results of operations; Regulation FD disclosure44
  12. Aug 6, 20248-K Results of operations; Regulation FD disclosure45
  13. Jul 15, 2024New chief executive Jean-Marc Gilson becomes CEO14
  14. Jun 20, 2023Parent Directly consolidated by Westlake Corporation2
  15. Mar 14, 2014Founded Westlake Chemical Partners LP is founded2

Calendar

Coming up

  1. Oct 29, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported $0.42 a share, on Oct 30, 2025.46

When it reported results

  1. Aug 4, 2026Reported quarterly or annual results35
  2. May 5, 2026Reported quarterly or annual results36
  3. Feb 24, 2026Reported quarterly or annual results38
  4. Oct 30, 2025Reported quarterly or annual results40
  5. Aug 5, 2025Reported quarterly or annual results41
  6. May 2, 2025Reported quarterly or annual results42
  7. Feb 24, 2025Reported quarterly or annual results43
  8. Nov 5, 2024Reported quarterly or annual results44

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

141 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 28 major events, 64 insider forms, 15 large holders, 14 other. The latest 20:

  1. Aug 31, 20263 EDGAR
  2. Aug 31, 20268-K EDGAR
  3. Aug 13, 20264 EDGAR
  4. Aug 13, 20264 EDGAR
  5. Aug 13, 20264 EDGAR
  6. Aug 7, 20264 EDGAR
  7. Aug 7, 20264 EDGAR
  8. Aug 7, 20264 EDGAR
  9. Aug 5, 202610-Q EDGAR
  10. Aug 4, 20268-K EDGAR
  11. Jun 15, 20263 EDGAR
  12. May 6, 202610-Q EDGAR
  13. May 5, 20268-K EDGAR
  14. Apr 20, 20268-K EDGAR
  15. Mar 11, 2026EFFECT EDGAR
  16. Mar 9, 2026CORRESP EDGAR
  17. Mar 9, 2026UPLOAD EDGAR
  18. Mar 4, 202610-K EDGAR
  19. Mar 4, 2026S-3 EDGAR
  20. Feb 24, 20268-K EDGAR

The 141 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

44 open-market trades by officers, directors and large owners since October 2021: 40 buys and 4 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Aug 27, 2025Gilson Jean-MarcPresident and CEOBuy95$21.25$2.0KForm 4
Aug 21, 2025Gilson Jean-MarcPresident and CEOBuy1,250$22.02$27.5KForm 4
Aug 20, 2025Gilson Jean-MarcPresident and CEOBuy1,250$21.86$27.3KForm 4
Aug 15, 2025Gilson Jean-MarcPresident and CEOBuy4,700$21.84$102.6KForm 4
May 29, 2025Gilson Jean-MarcPresident and CEOBuy94$22.20$2.1KForm 4
May 29, 2025Chao JamesSenior ChairmanSale3,700$22.10$81.8KForm 4
May 28, 2025Chao JamesSenior ChairmanSale4,600$22.10$101.7KForm 4
May 27, 2025Chao JamesSenior ChairmanSale5,608$22.17$124.3KForm 4
Feb 25, 2025Gilson Jean-MarcPresident and CEOBuy83$24.75$2.0KForm 4
Nov 27, 2024Gilson Jean-MarcPresident and CEOBuy85$23.57$2.0KForm 4
Aug 29, 2024Gilson Jean-MarcPresident and CEOBuy1,000$22.83$22.8KForm 4
Aug 28, 2024Gilson Jean-MarcPresident and CEOBuy320$22.95$7.3KForm 4
Aug 28, 2024Gilson Jean-MarcPresident and CEOBuy500$22.94$11.5KForm 4
Aug 27, 2024Gilson Jean-MarcPresident and CEOBuy1,000$22.95$22.9KForm 4
Aug 26, 2024Gilson Jean-MarcPresident and CEOBuy500$22.85$11.4KForm 4
Aug 23, 2024Gilson Jean-MarcPresident and CEOBuy500$22.88$11.4KForm 4
Aug 22, 2024Gilson Jean-MarcPresident and CEOBuy427$22.60$9.7KForm 4
Aug 12, 2024Kenner AndrewSVP, Olefin Material & Corp PrBuy2,692$22.63$60.9KForm 4
Aug 9, 2024Kenner AndrewSVP, Olefin Material & Corp PrBuy12,000$22.99$275.9KForm 4
May 30, 2024Kenner AndrewSVP, Olefin Material & Corp PrBuy2,291$22.23$50.9KForm 4

All 44 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 56. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Invesco Ltd.4,972,812$110.7M0.0%No change
Energy Income Partners, LLC1,589,566$35.4M0.6%+7,559
MIRAE ASSET GLOBAL ETFS HOLDINGS Ltd.719,852$16.0M0.0%+28,057
Clearbridge Investments, LLC633,569$14.1M0.0%No change
UBS Group AG442,165$9.8M0.0%−15,562
Goldman Sachs Group Inc238,363$5.3M0.0%+18,705
Citigroup Inc218,105$4.9M0.0%−10,650
Bank Of America Corp /de/174,309$3.9M0.0%−53,843
Morgan Stanley170,333$3.8M0.0%−10,238
Pathway Financial Advisers, LLC107,894$2.4M0.6%+1,296
Jpmorgan Chase & Co95,305$2.1M0.0%+1,200
Gilman Hill Asset Management, LLC88,279$2.0M0.3%+1,077
Ing Groep Nv82,000$1.8M0.0%No change
Fractal Investments LLC80,400$1.8M0.2%No change
Advisory Services Network, LLC63,700$1.4M0.0%+18,700
LPL Financial LLC46,544$1.0M0.0%+312
Eagle Global Advisors LLC43,873$976.6K0.0%No change
Samalin Investment Counsel, LLC42,248$940.4K0.3%+358
Pinnacle Holdings, LLC38,942$866.8K0.3%No change
Envestnet Asset Management Inc30,107$670.2K0.0%+9,683
Arax Advisory Partners25,600$569.9K0.0%New
Hilltop Holdings Inc.23,830$530.5K0.0%No change
Apollon Wealth Management, LLC23,519$523.5K0.0%+2,435
Glenmede Trust Co Na23,328$519.3K0.0%−2,950
Pekin Hardy Strauss, Inc.20,386$453.8K0.0%New

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Westlake Chemical Partners LP is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARWestlake Chemical Partners LP1
  • CIK0001604665
  • Employer ID (EIN)32-04365295
  • LEI5493001UJXZP4TJUQM761
  • Filer statusAccelerated filer not an emerging growth company; not a smaller reporting company; not a shell company5
  • Incorporated inDelaware5
  • Fiscal year endsDecember 311
  • Industry code (SIC)2860 Industrial Organic Chemicals1
  • SEC reviewing officeOffice of Industrial Applications and Services, Division of Corporation Finance1
  • Business address5444 Westheimer, Suite 101, Houston, TX1
  • Phone(713) 960-91111
  • Shares outstanding35,245,879 as of Jul 29, 202612
  • Public float$425.6M as of Jun 30, 20255
  • AuditorPricewaterhouseCoopers LLP, Houston, Texas PCAOB ID 238; it also attests to the company’s internal control over financial reporting5
  • On EDGAR sinceApr 29, 20141
  • Filings418 in all: 4 (142), 8-K (80), 10-Q (37), SC 13G/A (37), 3 (27), CORRESP (16), SC 13G (13), 10-K (12)1
    All 29 form types

    UPLOAD (11), EFFECT (6), S-1/A (6), S-3 (5), 144 (3), 424B5 (3), SC 13D/A (3), 4/A (2), SC 13D (2), SCHEDULE 13G (2), 424B1 (1), 8-A12B (1), 8-K/A (1), CERTNYS (1), CT ORDER (1), DEF 14A (1), DEFA14A (1), S-1 (1), S-8 (1), S-8 POS (1), SCHEDULE 13G/A (1)

  • Latest filingsAnnual report (10-K) Mar 4, 2026
    Quarterly report (10-Q) Aug 5, 2026
    Proxy statement (DEF 14A) Mar 18, 2024
    Latest 8-K (8-K) Aug 31, 2026

Securities registered for trading

ClassSymbolExchange
Common units representing limited partner interestsWLKPThe New York Stock Exchange

From the cover page of the 10-K filed Mar 4, 2026 (Section 12(b) of the Exchange Act).5

Risk factors and legal proceedings

The risks Westlake Chemical Partners LP names in Item 1A of its 10-K filed Mar 4, 2026: 54 risks under these headings, as written.5

  • Risks Inherent in Our Business
  • Operational Relationship with Westlake
  • Business Operations
  • Risks Relating to Our Partnership Structure
  • Our General Partner
  • Cash Distributions to Unitholders
  • Ownership of Our Common Units
  • We are substantially dependent on Westlake for our cash flows. If Westlake does not pay us under the terms of the Ethylene Sales Agreement or if our assets fail to perform as intended, we may not have sufficient cash from operations following the establishment of cash reserves and payment of costs and expenses, including cost reimbursements to our general partner and its affiliates, to enable us to pay the minimum quarterly distribution to our unitholders.
  • OpCo is subject to the credit risk of Westlake on a substantial majority of its revenues, and Westlake's leverage and creditworthiness could adversely affect our ability to make distributions to our unitholders.
  • OpCo is a restricted subsidiary under certain indentures governing Westlake's senior notes.
  • The ethylene sales price charged under the Ethylene Sales Agreement is designed to permit OpCo to cover the substantial majority of its operating costs, but not our public partnership, debt and other OpCo costs, which reduce our net operating profit.
  • The fee structure of the Ethylene Sales Agreement may limit OpCo's ability to take advantage of favorable market developments in the future.
The other 49 risks
  • If OpCo is unable to renew or extend the Ethylene Sales Agreement or the other agreements with Westlake upon expiration of these agreements, our ability to make distributions in the future could be materially adversely affected and the value of our units could decline.
  • OpCo has the right to use the real property underlying Lake Charles Olefins and Calvert City Olefins pursuant to two, 50-year site lease agreements with Westlake. If OpCo is not able to renew the site lease agreements or if the site lease agreements are terminated by Westlake, OpCo may have to relocate Lake Charles Olefins and Calvert City Olefins, abandon the assets or sell the assets to Westlake.
  • OpCo depends upon Westlake for numerous services and for its labor force.
  • OpCo's ability to receive greater cash flows from increased production may be limited by the Ethylene Sales Agreement.
  • We are obligated to reimburse our general partner and Westlake for services provided to us or on our behalf, which may reduce our earnings and therefore our cash available for distribution to our unitholders. The amount and timing of such reimbursements are determined by our general partner.
  • Substantially all of OpCo's sales are generated at three facilities located at two sites. Any adverse developments at any of these facilities or sites could have a material adverse effect on our results of operations and therefore our ability to distribute cash to unitholders.
  • The amount of cash we have available for distribution to holders of our units depends primarily on our cash flow and not solely on profitability, which may prevent us from making cash distributions during periods when we record net income.
  • If we are unable to make acquisitions from Westlake or third parties on economically acceptable terms, our future growth would be limited, and any acquisitions we make may reduce, rather than increase, our cash generated from operations on a per unit basis.
  • Many of our assets have been in service for many years and require significant expenditures to maintain them. As a result, our maintenance or repair costs may increase in the future. In addition, while we establish cash reserves in order to cover turnaround expenditures, the amounts we reserve may not be sufficient to fully cover such expenditures.
  • Our production facilities process volatile and hazardous materials that subject us to operating risks that could adversely affect our operating results.
  • Our operations and assets are subject to extensive environmental, health and safety laws and regulations.
  • Our operations and assets are subject to climate-related risks and uncertainties.
  • We are subject to operational and financial risks and liabilities associated with the implementation of and efforts to achieve carbon emission reduction goals.
  • Failure to adequately protect critical data and technology systems could materially affect our operations.
  • Our variable-rate debt exposes us to increases in interest rates, which could have a material impact on our financial position, results of operation and cash flows, and could reduce the price at which our common units trade.
  • A terrorist attack or armed conflict could harm our business.
  • The impact and effects of public health crises, pandemics and epidemics could materially adversely affect OpCo's business, financial condition and results of operations.
  • Westlake owns and controls our general partner, which has sole responsibility for conducting our business and managing our operations. Our general partner and its affiliates, including Westlake, may have conflicts of interest with us and have limited duties, and they may favor their own interests to our detriment and that of our unitholders.
  • Our general partner has limited its liability regarding our obligations.
  • Our partnership agreement replaces our general partner's fiduciary duties to holders of our units.
  • Our partnership agreement restricts the remedies available to holders of our units for actions taken by our general partner that might otherwise constitute breaches of fiduciary duty.
  • Westlake and other affiliates of our general partner may compete with us.
  • Holders of our common units have limited voting rights and are not entitled to elect our general partner or its directors, which could reduce the price at which our common units trade.
  • Even if holders of our common units are dissatisfied, they cannot currently remove our general partner without its consent.
  • Control of our general partner may be transferred to a third party without unitholder consent.
  • Our general partner has a call right that may require unitholders to sell their common units at an undesirable time or price.
  • The board of directors may modify or revoke our cash distribution policy at any time at its discretion. Our partnership agreement does not require us to pay any distributions at all.
  • We expect to distribute a significant portion of our available cash to our partners, which could limit our ability to grow and make acquisitions.
  • The holder or holders of our incentive distribution rights may elect to cause us to issue common units to it in connection with a resetting of the target distribution levels related to the incentive distribution rights, without the approval of the conflicts committee of our board of directors or the holders of our common units. This could result in lower distributions to holders of our common units.
  • The incentive distribution rights may be transferred to a third party without unitholder consent.
  • We may issue additional units without unitholder approval, which would dilute existing unitholder ownership interests.
  • The market price of our common units could be adversely affected by sales of substantial amounts of our common units in the public or private markets, including sales by Westlake or other large holders.
  • Our partnership agreement restricts the voting rights of unitholders owning 20% or more of our common units.
  • Unitholders may have liability to repay distributions.
  • Public and investor sentiment towards climate change and other sustainability matters could adversely affect our cost of capital and the price of our common units.
  • Our tax treatment depends on our status as a partnership for U.S. federal income tax purposes, and not being subject to a material amount of entity-level taxation. If the IRS, were to treat us as a corporation for U.S. federal income tax purposes, or we become subject to entity-level taxation for state tax purposes, our cash available for distribution to our unitholders would be substantially reduced.
  • The tax treatment of publicly-traded partnerships or an investment in our units could be subject to potential legislative, judicial or administrative changes or differing interpretations, possibly applied on a retroactive basis.
  • If the IRS were to contest the U.S. federal income tax positions we take, it may adversely impact the market for our common units, and the costs of any such contest would reduce our cash available for distribution to our unitholders.
  • If the IRS makes audit adjustments to our income tax returns, it (and some states) may assess and collect any taxes (including any applicable penalties and interest) resulting from such audit adjustments directly from us, in which case our cash available for distribution to our unitholders might be substantially reduced and our current and former unitholders may be required to indemnify us for any taxes (including any applicable penalties and interest) resulting from such audit adjustments that were paid on such unitholders behalf.
  • Even if unitholders do not receive any cash distributions from us, unitholders will be required to pay taxes on their share of our taxable income.
  • Tax gain or loss on the disposition of our common units could be more or less than expected.
  • Unitholders may be subject to limitation on their ability to deduct interest expense incurred by us.
  • Tax-exempt entities face unique tax issues from owning our common units that may result in adverse tax consequences to them.
  • Non-U.S. Unitholders will be subject to U.S. taxes and withholding with respect to their income and gain from owning our units.
  • We treat each purchaser of our common units as having the same tax benefits without regard to the common units actually purchased. The IRS may challenge this treatment, which could adversely affect the value of our common units.
  • We generally prorate our items of income, gain, loss and deduction between transferors and transferees of our units each month based upon the ownership of our units on the first day of each month, instead of on the basis of the date a particular unit is transferred. The IRS may challenge this treatment, which could change the allocation of items of income, gain, loss and deduction among our unitholders.
  • A unitholder whose units are the subject of a securities loan (e.g., a loan to a "short seller" to cover a short sale of units) may be considered to have disposed of those units. If so, such unitholder would no longer be treated for tax purposes as a partner with respect to those units during the period of the loan and may recognize gain or loss from the disposition.
  • We have adopted certain valuation methodologies in determining a unitholder's allocations of income, gain, loss and deduction. The IRS may challenge these methodologies or the resulting allocations, which could adversely affect the value of our common units.
  • Our unitholders will likely be subject to state and local taxes and income tax return filing requirements in jurisdictions where they do not live as a result of investing in our common units.

Legal proceedings

In the ordinary conduct of our business, we and Westlake and Westlake's subsidiaries, including OpCo, are subject to lawsuits, investigations and claims, including environmental claims and employee related matters. See the discussions of our environmental matters contained in "Item 1. Business—Environmental" and Note 16, "Commitments and Contingencies," to Consolidated Financial Statements included in Item 8 of this Form 10-K. Although we cannot predict with certainty the ultimate resolution of lawsuits, investigations and claims asserted against us, we do not believe that any currently pending legal proceeding or proceedings to which we or Westlake or any of our or Westlake's subsidiaries, including OpCo, are a party will have a material adverse effect on our business, results of operations, cash flows or financial condition.

Under the Omnibus Agreement, certain subsidiaries of Westlake have agreed to indemnify the Partnership for certain environmental and other liabilities relating to OpCo's processing facilities and related assets that occurred or existed prior to August 4, 2014. Pursuant to the Services and Secondment Agreement, certain subsidiaries of Westlake have agreed to indemnify the Partnership for certain liabilities incurred in connection with the performance of Westlake's services under such agreement.

The opening of Item 3, Legal Proceedings.5

Sources

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