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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Energy Transfer Partners, L.P. Common Units Representing Limited Partner Interests (delisted) | NYSE:ETP | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 21.47 | 0 | 01:00:00 |
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ý
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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73-1493906
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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Large accelerated filer
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ý
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Accelerated filer
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¨
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Non-accelerated filer
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¨
(Do not check if a smaller reporting company)
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Smaller reporting company
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¨
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Emerging growth company
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¨
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/d
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per day
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AmeriGas
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AmeriGas Partners, L.P.
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AOCI
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accumulated other comprehensive income (loss)
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Bbls
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barrels
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Btu
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British thermal unit, an energy measurement used by gas companies to convert the volume of gas used to its heat equivalent, and thus calculate the actual energy used
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Capacity
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capacity of a pipeline, processing plant or storage facility refers to the maximum capacity under normal operating conditions and, with respect to pipeline transportation capacity, is subject to multiple factors (including natural gas injections and withdrawals at various delivery points along the pipeline and the utilization of compression) which may reduce the throughput capacity from specified capacity levels
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Citrus
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Citrus, LLC
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CrossCountry
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CrossCountry Energy, LLC
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EPA
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Environmental Protection Agency
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ETC FEP
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ETC Fayetteville Express Pipeline, LLC
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ETC MEP
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ETC Midcontinent Express Pipeline, L.L.C.
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ETC OLP
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La Grange Acquisition, L.P., which conducts business under the assumed name of Energy Transfer Company
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ETC Tiger
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ETC Tiger Pipeline, LLC
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ETE
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Energy Transfer Equity, L.P., a publicly traded partnership and the owner of ETP LLC for the periods presented herein
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ET Interstate
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Energy Transfer Interstate Holdings, LLC
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ET Rover
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ET Rover Pipeline LLC
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ETP Credit Facility
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ETP’s $3.75 billion revolving credit facility
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ETP GP
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Energy Transfer Partners GP, L.P., the general partner of ETP for the periods presented herein
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ETP Holdco
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ETP Holdco Corporation
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ETP LLC
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Energy Transfer Partners, L.L.C., the general partner of ETP GP for the periods presented herein
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Exchange Act
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Securities Exchange Act of 1934
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FEP
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Fayetteville Express Pipeline LLC
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FERC
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Federal Energy Regulatory Commission
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FGT
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Florida Gas Transmission Company, LLC
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GAAP
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accounting principles generally accepted in the United States of America
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HPC
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RIGS Haynesville Partnership Co. and its wholly-owned subsidiary, Regency Intrastate Gas LP
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IDRs
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incentive distribution rights
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Lake Charles LNG
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Lake Charles LNG Company, LLC (previously named Trunkline LNG Company, LLC), a subsidiary of ETE
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LIBOR
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London Interbank Offered Rate
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LNG
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liquefied natural gas
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Lone Star
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Lone Star NGL LLC
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MEP
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Midcontinent Express Pipeline LLC
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MMBtu
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million British thermal units
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MTBE
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methyl tertiary butyl ether
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NGL
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natural gas liquid, such as propane, butane and natural gasoline
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NYMEX
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New York Mercantile Exchange
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OSHA
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federal Occupational Safety and Health Act
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OTC
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over-the-counter
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Panhandle
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Panhandle Eastern Pipe Line Company, LP and its subsidiaries
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PCBs
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polychlorinated biphenyls
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PennTex
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PennTex Midstream Partners, LP
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PES
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Philadelphia Energy Solutions, a refining joint venture
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Preferred Units
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ETP Series A cumulative convertible preferred units
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Regency
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Regency Energy Partners LP
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Retail Holdings
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ETP Retail Holdings, LLC, a joint venture between subsidiaries of ETC OLP and Sunoco, Inc.
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Sea Robin
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Sea Robin Pipeline Company, LLC, a subsidiary of Panhandle
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SEC
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Securities and Exchange Commission
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Sunoco Logistics
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Sunoco Logistics Partners L.P.
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Sunoco LP
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Sunoco LP (previously named Susser Petroleum Partners, LP)
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Transwestern
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Transwestern Pipeline Company, LLC
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Trunkline
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Trunkline Gas Company, LLC, a subsidiary of Panhandle
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March 31, 2017
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December 31, 2016
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||||
ASSETS
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||||
Current assets:
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||||
Cash and cash equivalents
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$
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291
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$
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360
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Accounts receivable, net
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3,025
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3,002
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||
Accounts receivable from related companies
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289
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209
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Inventories
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1,546
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1,712
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||
Derivative assets
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7
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20
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||
Other current assets
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347
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426
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Total current assets
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5,505
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5,729
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||||
Property, plant and equipment
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60,292
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58,220
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Accumulated depreciation and depletion
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(7,760
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)
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(7,303
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)
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||
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52,532
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50,917
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||
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||||
Advances to and investments in unconsolidated affiliates
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4,294
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4,280
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Other non-current assets, net
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685
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672
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Intangible assets, net
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5,506
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4,696
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Goodwill
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3,915
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3,897
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Total assets
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$
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72,437
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$
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70,191
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March 31, 2017
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December 31, 2016
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||||
LIABILITIES AND EQUITY
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||||
Current liabilities:
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||||
Accounts payable
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$
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2,936
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$
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2,900
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Accounts payable to related companies
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188
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|
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43
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Derivative liabilities
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124
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166
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Accrued and other current liabilities
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1,841
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1,905
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Current maturities of long-term debt
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387
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1,189
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Total current liabilities
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5,476
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6,203
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||
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|
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|
||||
Long-term debt, less current maturities
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31,648
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31,741
|
|
||
Long-term notes payable – related company
|
—
|
|
|
250
|
|
||
Non-current derivative liabilities
|
72
|
|
|
76
|
|
||
Deferred income taxes
|
4,432
|
|
|
4,394
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|
||
Other non-current liabilities
|
1,053
|
|
|
952
|
|
||
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|
||||
Commitments and contingencies
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|
|
|
||||
Series A Preferred Units
|
—
|
|
|
33
|
|
||
Redeemable noncontrolling interests
|
15
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15
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||
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|
||||
Equity:
|
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|
||||
General Partner
|
193
|
|
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206
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|
||
Limited Partners:
|
|
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|
||||
Common Unitholders
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16,422
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14,946
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Class H Unitholder
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3,483
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3,480
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Class I Unitholder
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—
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2
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Accumulated other comprehensive income
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8
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8
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||
Total partners’ capital
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20,106
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18,642
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Noncontrolling interest
|
9,635
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|
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7,885
|
|
||
Total equity
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29,741
|
|
|
26,527
|
|
||
Total liabilities and equity
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$
|
72,437
|
|
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$
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70,191
|
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Three Months Ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
REVENUES:
|
|
|
|
||||
Natural gas sales
|
$
|
1,012
|
|
|
$
|
838
|
|
NGL sales
|
1,547
|
|
|
940
|
|
||
Crude sales
|
2,347
|
|
|
1,210
|
|
||
Gathering, transportation and other fees
|
1,024
|
|
|
960
|
|
||
Refined product sales
|
471
|
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245
|
|
||
Other
|
494
|
|
|
288
|
|
||
Total revenues
|
6,895
|
|
|
4,481
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|
||
COSTS AND EXPENSES:
|
|
|
|
||||
Cost of products sold
|
5,192
|
|
|
2,968
|
|
||
Operating expenses
|
379
|
|
|
348
|
|
||
Depreciation, depletion and amortization
|
560
|
|
|
470
|
|
||
Selling, general and administrative
|
110
|
|
|
81
|
|
||
Total costs and expenses
|
6,241
|
|
|
3,867
|
|
||
OPERATING INCOME
|
654
|
|
|
614
|
|
||
OTHER INCOME (EXPENSE):
|
|
|
|
||||
Interest expense, net
|
(339
|
)
|
|
(319
|
)
|
||
Equity in earnings of unconsolidated affiliates
|
73
|
|
|
76
|
|
||
Gains (losses) on interest rate derivatives
|
5
|
|
|
(70
|
)
|
||
Other, net
|
26
|
|
|
17
|
|
||
INCOME BEFORE INCOME TAX EXPENSE (BENEFIT)
|
419
|
|
|
318
|
|
||
Income tax expense (benefit)
|
55
|
|
|
(58
|
)
|
||
NET INCOME
|
364
|
|
|
376
|
|
||
Less: Net income attributable to noncontrolling interest
|
40
|
|
|
65
|
|
||
NET INCOME ATTRIBUTABLE TO PARTNERS
|
324
|
|
|
311
|
|
||
General Partner’s interest in net income
|
206
|
|
|
297
|
|
||
Class H Unitholder’s interest in net income
|
98
|
|
|
79
|
|
||
Class I Unitholder’s interest in net income
|
—
|
|
|
2
|
|
||
Common Unitholders’ interest in net income (loss)
|
$
|
20
|
|
|
$
|
(67
|
)
|
NET INCOME (LOSS) PER COMMON UNIT:
|
|
|
|
||||
Basic
|
$
|
0.02
|
|
|
$
|
(0.15
|
)
|
Diluted
|
$
|
0.02
|
|
|
$
|
(0.15
|
)
|
|
Three Months Ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
Net income
|
$
|
364
|
|
|
$
|
376
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
||||
Change in value of available-for-sale securities
|
2
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|
|
2
|
|
||
Actuarial loss relating to pension and other postretirement benefit plans
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(2
|
)
|
|
(9
|
)
|
||
Foreign currency translation adjustments
|
—
|
|
|
(1
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)
|
||
Change in other comprehensive income from unconsolidated affiliates
|
—
|
|
|
(6
|
)
|
||
|
—
|
|
|
(14
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)
|
||
Comprehensive income
|
364
|
|
|
362
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|
||
Less: Comprehensive income attributable to noncontrolling interest
|
40
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|
|
65
|
|
||
Comprehensive income attributable to partners
|
$
|
324
|
|
|
$
|
297
|
|
|
|
|
Limited Partners
|
|
|
|
|
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|
||||||||||||||||||
|
General Partner
|
|
Common Units
|
|
Class H Units
|
|
Class I Units
|
|
Accumulated Other Comprehensive Income
|
|
Noncontrolling Interest
|
|
Total
|
||||||||||||||
Balance, December 31, 2016
|
$
|
206
|
|
|
$
|
14,946
|
|
|
$
|
3,480
|
|
|
$
|
2
|
|
|
$
|
8
|
|
|
$
|
7,885
|
|
|
$
|
26,527
|
|
Distributions to partners
|
(219
|
)
|
|
(580
|
)
|
|
(95
|
)
|
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
(896
|
)
|
|||||||
Distributions to noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(148
|
)
|
|
(148
|
)
|
|||||||
Units issued for cash
|
—
|
|
|
826
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
826
|
|
|||||||
Capital contributions from noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,094
|
|
|
1,094
|
|
|||||||
Sale of Bakken Pipeline interest
|
—
|
|
|
1,260
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
740
|
|
|
2,000
|
|
|||||||
Other, net
|
—
|
|
|
(50
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
24
|
|
|
(26
|
)
|
|||||||
Net income
|
206
|
|
|
20
|
|
|
98
|
|
|
—
|
|
|
—
|
|
|
40
|
|
|
364
|
|
|||||||
Balance, March 31, 2017
|
$
|
193
|
|
|
$
|
16,422
|
|
|
$
|
3,483
|
|
|
$
|
—
|
|
|
$
|
8
|
|
|
$
|
9,635
|
|
|
$
|
29,741
|
|
|
Three Months Ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
OPERATING ACTIVITIES
|
|
|
|
||||
Net income
|
$
|
364
|
|
|
$
|
376
|
|
Reconciliation of net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation, depletion and amortization
|
560
|
|
|
470
|
|
||
Deferred income taxes
|
54
|
|
|
(57
|
)
|
||
Amortization included in interest expense
|
(1
|
)
|
|
(7
|
)
|
||
Inventory valuation adjustments
|
(2
|
)
|
|
26
|
|
||
Unit-based compensation expense
|
23
|
|
|
19
|
|
||
Distributions on unvested awards
|
(8
|
)
|
|
(7
|
)
|
||
Equity in earnings of unconsolidated affiliates
|
(73
|
)
|
|
(76
|
)
|
||
Distributions from unconsolidated affiliates
|
82
|
|
|
84
|
|
||
Other non-cash
|
(52
|
)
|
|
(12
|
)
|
||
Net change in operating assets and liabilities, net of effects of acquisition
|
(15
|
)
|
|
144
|
|
||
Net cash provided by operating activities
|
932
|
|
|
960
|
|
||
INVESTING ACTIVITIES
|
|
|
|
||||
Proceeds from Bakken Pipeline Transaction
|
2,000
|
|
|
—
|
|
||
Proceeds from the Sunoco, Inc. retail business to Sunoco LP transaction
|
—
|
|
|
2,200
|
|
||
Cash paid for all other acquisitions
|
(318
|
)
|
|
—
|
|
||
Capital expenditures, excluding allowance for equity funds used during construction
|
(1,384
|
)
|
|
(1,819
|
)
|
||
Contributions in aid of construction costs
|
6
|
|
|
10
|
|
||
Contributions to unconsolidated affiliates
|
(111
|
)
|
|
(31
|
)
|
||
Distributions from unconsolidated affiliates in excess of cumulative earnings
|
90
|
|
|
51
|
|
||
Proceeds from the sale of assets
|
—
|
|
|
8
|
|
||
Change in restricted cash
|
—
|
|
|
(1
|
)
|
||
Other
|
(3
|
)
|
|
(3
|
)
|
||
Net cash provided by investing activities
|
280
|
|
|
415
|
|
||
FINANCING ACTIVITIES
|
|
|
|
||||
Proceeds from borrowings
|
6,366
|
|
|
2,938
|
|
||
Repayments of long-term debt
|
(7,216
|
)
|
|
(3,914
|
)
|
||
Cash paid on affiliate notes
|
(250
|
)
|
|
(10
|
)
|
||
Units issued for cash
|
826
|
|
|
363
|
|
||
Subsidiary units issued for cash
|
—
|
|
|
301
|
|
||
Capital contributions from noncontrolling interest
|
106
|
|
|
132
|
|
||
Distributions to partners
|
(896
|
)
|
|
(897
|
)
|
||
Distributions to noncontrolling interest
|
(148
|
)
|
|
(100
|
)
|
||
Redemption of Series A Preferred Units
|
(53
|
)
|
|
—
|
|
||
Debt issuance costs
|
(19
|
)
|
|
—
|
|
||
Other
|
3
|
|
|
—
|
|
||
Net cash used in financing activities
|
(1,281
|
)
|
|
(1,187
|
)
|
||
Increase (decrease) in cash and cash equivalents
|
(69
|
)
|
|
188
|
|
||
Cash and cash equivalents, beginning of period
|
360
|
|
|
527
|
|
||
Cash and cash equivalents, end of period
|
$
|
291
|
|
|
$
|
715
|
|
1.
|
ORGANIZATION AND BASIS OF PRESENTATION
|
•
|
References to “ETP” refer to the entity named Energy Transfer Partners, L.P. prior to the close of the merger and Energy Transfer, LP subsequent to the close of the merger;
|
•
|
References to “Sunoco Logistics” refer to the entity named Sunoco Logistics Partners L.P. prior to the close of the merger; and
|
•
|
References to “Post-Merger ETP” refer to the consolidated entity named Energy Transfer Partners, L.P. subsequent to the close of the merger.
|
•
|
ETC OLP, a Texas limited partnership and Regency, a Delaware limited partnership, primarily engaged in midstream and intrastate transportation and storage natural gas operations. ETC OLP and Regency own and operate, through their wholly and majority-owned subsidiaries, natural gas gathering systems, intrastate natural gas pipeline systems and gas processing plants and is engaged in the business of purchasing, gathering, transporting, processing, and marketing natural gas and NGLs in the states of Texas, Louisiana, New Mexico, West Virginia, Denver and Ohio.
|
•
|
ET Interstate, a Delaware limited liability company with revenues consisting primarily of fees earned from natural gas transportation services and operational gas sales. ET Interstate is the parent company of:
|
•
|
Transwestern, a Delaware limited liability company engaged in interstate transportation of natural gas. Transwestern’s revenues consist primarily of fees earned from natural gas transportation services and operational gas sales.
|
•
|
ETC FEP, a Delaware limited liability company that directly owns a
50%
interest in FEP, which owns
100%
of the Fayetteville Express interstate natural gas pipeline.
|
•
|
ETC Tiger, a Delaware limited liability company engaged in interstate transportation of natural gas.
|
•
|
CrossCountry, a Delaware limited liability company that indirectly owns a
50%
interest in Citrus, which owns
100%
of the FGT interstate natural gas pipeline.
|
•
|
ETC MEP, a Delaware limited liability company that directly owns a
50%
interest in MEP.
|
•
|
ET Rover, a Delaware limited liability company.
|
•
|
ETC Compression, LLC, a Delaware limited liability company engaged in natural gas compression services and related equipment sales.
|
•
|
ETP Holdco, a Delaware limited liability company that indirectly owns Panhandle and Sunoco, Inc. Panhandle owns and operates assets in the regulated and unregulated natural gas industry and is primarily engaged in the transportation and storage of natural gas in the United States. Sunoco, Inc. owned and operated retail marketing assets, which were contributed to Sunoco LP in March 2016. Subsequent to this transaction, Sunoco Inc.’s assets primarily consist of its ownership in Retail Holdings, which owns noncontrolling interests in Sunoco LP and PES.
|
•
|
Sunoco Logistics, a publicly traded Delaware limited partnership that owns and operates a logistics business, consisting of a geographically diverse portfolio of complementary pipeline, terminalling, and acquisition and marketing assets which are used to facilitate the purchase and sale of crude oil, NGLs and refined products.
|
•
|
PennTex, a publicly traded Delaware limited partnership that provides natural gas gathering and processing and residue gas and natural gas liquids transportation services to producers.
|
•
|
Effective July 1, 2015, ETE acquired
100%
of the membership interests of Sunoco GP LLC, the general partner of Sunoco LP, and all of the IDRs of Sunoco LP from ETP, and in exchange, ETE transferred to ETP
21 million
ETP common units. These operations were reported within the retail marketing segment. In connection with this transaction, the Partnership deconsolidated Sunoco LP, and its remaining investment in Sunoco LP is accounted for under the equity method. Additionally, in March 2016, ETP contributed to Sunoco LP its remaining
68.42%
interest in Sunoco, LLC and
100%
interest in the legacy Sunoco, Inc. retail business effective January 1, 2016.
|
2.
|
ACQUISITIONS AND CONTRIBUTION TRANSACTIONS
|
3.
|
CASH AND CASH EQUIVALENTS
|
|
Three Months Ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
Accounts receivable
|
$
|
(23
|
)
|
|
$
|
(9
|
)
|
Accounts receivable from related companies
|
(44
|
)
|
|
90
|
|
||
Inventories
|
168
|
|
|
(11
|
)
|
||
Other current assets
|
43
|
|
|
(99
|
)
|
||
Other non-current assets, net
|
(18
|
)
|
|
11
|
|
||
Accounts payable
|
(88
|
)
|
|
51
|
|
||
Accounts payable to related companies
|
120
|
|
|
(2
|
)
|
||
Accrued and other current liabilities
|
(139
|
)
|
|
4
|
|
||
Other non-current liabilities
|
(2
|
)
|
|
21
|
|
||
Derivative assets and liabilities, net
|
(32
|
)
|
|
88
|
|
||
Net change in operating assets and liabilities, net of effects of acquisition
|
$
|
(15
|
)
|
|
$
|
144
|
|
|
Three Months Ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
NON-CASH INVESTING ACTIVITIES:
|
|
|
|
||||
Accrued capital expenditures
|
$
|
832
|
|
|
$
|
826
|
|
Sunoco LP limited partner interest received in exchange for contribution of the Sunoco, Inc. retail business to Sunoco LP
|
—
|
|
|
194
|
|
||
Net gains from subsidiary common unit issuances
|
—
|
|
|
5
|
|
||
NON-CASH FINANCING ACTIVITIES:
|
|
|
|
||||
Contribution of property, plant and equipment from noncontrolling interest
|
$
|
988
|
|
|
$
|
—
|
|
4.
|
INVENTORIES
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Natural gas and NGLs
|
$
|
474
|
|
|
$
|
699
|
|
Crude oil
|
784
|
|
|
683
|
|
||
Refined products
|
86
|
|
|
113
|
|
||
Spare parts and other
|
202
|
|
|
217
|
|
||
Total inventories
|
$
|
1,546
|
|
|
$
|
1,712
|
|
5.
|
FAIR VALUE MEASURES
|
|
|
|
Fair Value Measurements at
March 31, 2017 |
||||||||||||
|
Fair Value Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Commodity derivatives:
|
|
|
|
|
|
|
|
||||||||
Natural Gas:
|
|
|
|
|
|
|
|
||||||||
Basis Swaps IFERC/NYMEX
|
$
|
7
|
|
|
$
|
7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Fixed Swaps/Futures
|
30
|
|
|
30
|
|
|
—
|
|
|
—
|
|
||||
Forward Physical Swaps
|
4
|
|
|
—
|
|
|
4
|
|
|
—
|
|
||||
Power:
|
|
|
|
|
|
|
|
||||||||
Futures
|
7
|
|
|
—
|
|
|
7
|
|
|
—
|
|
||||
Options – Calls
|
1
|
|
|
1
|
|
|
—
|
|
|
—
|
|
||||
Natural Gas Liquids – Forwards/Swaps
|
91
|
|
|
91
|
|
|
—
|
|
|
—
|
|
||||
Crude – Futures
|
12
|
|
|
12
|
|
|
—
|
|
|
—
|
|
||||
Total commodity derivatives
|
152
|
|
|
141
|
|
|
11
|
|
|
—
|
|
||||
Total assets
|
$
|
152
|
|
|
$
|
141
|
|
|
$
|
11
|
|
|
$
|
—
|
|
Liabilities:
|
|
|
|
|
|
|
|
||||||||
Interest rate derivatives
|
$
|
(188
|
)
|
|
$
|
—
|
|
|
$
|
(188
|
)
|
|
$
|
—
|
|
Commodity derivatives:
|
|
|
|
|
|
|
|
||||||||
Natural Gas:
|
|
|
|
|
|
|
|
||||||||
Basis Swaps IFERC/NYMEX
|
(10
|
)
|
|
(10
|
)
|
|
—
|
|
|
—
|
|
||||
Swing Swaps IFERC
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
||||
Fixed Swaps/Futures
|
(42
|
)
|
|
(42
|
)
|
|
—
|
|
|
—
|
|
||||
Power:
|
|
|
|
|
|
|
|
||||||||
Forwards
|
(8
|
)
|
|
—
|
|
|
(8
|
)
|
|
—
|
|
||||
Natural Gas Liquids – Forwards/Swaps
|
(88
|
)
|
|
(88
|
)
|
|
—
|
|
|
—
|
|
||||
Refined Products – Futures
|
(3
|
)
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
||||
Crude – Futures
|
(9
|
)
|
|
(9
|
)
|
|
—
|
|
|
—
|
|
||||
Total commodity derivatives
|
(161
|
)
|
|
(152
|
)
|
|
(9
|
)
|
|
—
|
|
||||
Total liabilities
|
$
|
(349
|
)
|
|
$
|
(152
|
)
|
|
$
|
(197
|
)
|
|
$
|
—
|
|
|
|
|
Fair Value Measurements at
December 31, 2016 |
||||||||||||
|
Fair Value Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Commodity derivatives:
|
|
|
|
|
|
|
|
||||||||
Natural Gas:
|
|
|
|
|
|
|
|
||||||||
Basis Swaps IFERC/NYMEX
|
$
|
14
|
|
|
$
|
14
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Swing Swaps IFERC
|
2
|
|
|
—
|
|
|
2
|
|
|
—
|
|
||||
Fixed Swaps/Futures
|
96
|
|
|
96
|
|
|
—
|
|
|
—
|
|
||||
Forward Physical Swaps
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
||||
Power:
|
|
|
|
|
|
|
|
|
|||||||
Forwards
|
4
|
|
|
—
|
|
|
4
|
|
|
—
|
|
||||
Futures
|
1
|
|
|
1
|
|
|
—
|
|
|
—
|
|
||||
Options – Calls
|
1
|
|
|
1
|
|
|
—
|
|
|
—
|
|
||||
Natural Gas Liquids – Forwards/Swaps
|
233
|
|
|
233
|
|
|
—
|
|
|
—
|
|
||||
Refined Products – Futures
|
1
|
|
|
1
|
|
|
—
|
|
|
—
|
|
||||
Crude – Futures
|
9
|
|
|
9
|
|
|
—
|
|
|
—
|
|
||||
Total commodity derivatives
|
362
|
|
|
355
|
|
|
7
|
|
|
—
|
|
||||
Total assets
|
$
|
362
|
|
|
$
|
355
|
|
|
$
|
7
|
|
|
$
|
—
|
|
Liabilities:
|
|
|
|
|
|
|
|
||||||||
Interest rate derivatives
|
$
|
(193
|
)
|
|
$
|
—
|
|
|
$
|
(193
|
)
|
|
$
|
—
|
|
Embedded derivatives in the ETP Preferred Units
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
||||
Commodity derivatives:
|
|
|
|
|
|
|
|
||||||||
Natural Gas:
|
|
|
|
|
|
|
|
||||||||
Basis Swaps IFERC/NYMEX
|
(11
|
)
|
|
(11
|
)
|
|
—
|
|
|
—
|
|
||||
Swing Swaps IFERC
|
(3
|
)
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
||||
Fixed Swaps/Futures
|
(149
|
)
|
|
(149
|
)
|
|
—
|
|
|
—
|
|
||||
Power:
|
|
|
|
|
|
|
|
|
|||||||
Forwards
|
(5
|
)
|
|
—
|
|
|
(5
|
)
|
|
—
|
|
||||
Futures
|
(1
|
)
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
||||
Natural Gas Liquids – Forwards/Swaps
|
(273
|
)
|
|
(273
|
)
|
|
—
|
|
|
—
|
|
||||
Refined Products – Futures
|
(17
|
)
|
|
(17
|
)
|
|
—
|
|
|
—
|
|
||||
Crude – Futures
|
(13
|
)
|
|
(13
|
)
|
|
—
|
|
|
—
|
|
||||
Total commodity derivatives
|
(472
|
)
|
|
(464
|
)
|
|
(8
|
)
|
|
—
|
|
||||
Total liabilities
|
$
|
(666
|
)
|
|
$
|
(464
|
)
|
|
$
|
(201
|
)
|
|
$
|
(1
|
)
|
6.
|
NET INCOME (LOSS) PER LIMITED PARTNER UNIT
|
|
Three Months Ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
Net income
|
$
|
364
|
|
|
$
|
376
|
|
Less: Income attributable to noncontrolling interest
|
40
|
|
|
65
|
|
||
Net income, net of noncontrolling interest
|
324
|
|
|
311
|
|
||
General Partner’s interest in net income
|
206
|
|
|
297
|
|
||
Class H Unitholder’s interest in net income
|
98
|
|
|
79
|
|
||
Class I Unitholder’s interest in net income
|
—
|
|
|
2
|
|
||
Common Unitholders’ interest in net income (loss)
|
20
|
|
|
(67
|
)
|
||
Additional earnings allocated to General Partner
|
(3
|
)
|
|
(3
|
)
|
||
Distributions on employee unit awards, net of allocation to General Partner
|
(7
|
)
|
|
(5
|
)
|
||
Net income (loss) available to Common Unitholders
|
$
|
10
|
|
|
$
|
(75
|
)
|
Weighted average Common Units – basic
(1)
|
548.2
|
|
|
490.2
|
|
||
Basic net income (loss) per Common Unit
|
$
|
0.02
|
|
|
$
|
(0.15
|
)
|
|
|
|
|
||||
Diluted net income (loss) available to Common Unitholders
|
$
|
10
|
|
|
$
|
(75
|
)
|
Weighted average Common Units – basic
(1)
|
548.2
|
|
|
490.2
|
|
||
Dilutive effect of unvested employee unit awards
|
1.4
|
|
|
—
|
|
||
Weighted average Common Units – diluted
(1)
|
549.6
|
|
|
490.2
|
|
||
Diluted net income (loss) per Common Unit
|
$
|
0.02
|
|
|
$
|
(0.15
|
)
|
7.
|
DEBT OBLIGATIONS
|
8.
|
SERIES A PREFERRED UNITS
|
9.
|
EQUITY
|
|
|
Number of Units
|
|
Number of common units at December 31, 2016
|
|
529.9
|
|
Common units issued in connection with equity distribution agreements
|
|
5.4
|
|
Common units issued in connection with the distribution reinvestment plan
|
|
1.9
|
|
Common units issued to ETE in a private placement transaction
|
|
15.8
|
|
Number of common units at March 31, 2017
|
|
553.0
|
|
Quarter Ended
|
|
Record Date
|
|
Payment Date
|
|
Rate
|
||
December 31, 2016
|
|
February 7, 2017
|
|
February 14, 2017
|
|
$
|
0.2950
|
|
March 31, 2017
|
|
May 5, 2017
|
|
May 12, 2017
|
|
0.2950
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Available-for-sale securities
|
$
|
4
|
|
|
$
|
2
|
|
Foreign currency translation adjustment
|
(5
|
)
|
|
(5
|
)
|
||
Actuarial gain related to pensions and other postretirement benefits
|
5
|
|
|
7
|
|
||
Investments in unconsolidated affiliates, net
|
4
|
|
|
4
|
|
||
Total AOCI, net of tax
|
$
|
8
|
|
|
$
|
8
|
|
10.
|
REGULATORY MATTERS, COMMITMENTS, CONTINGENCIES AND ENVIRONMENTAL LIABILITIES
|
|
Three Months Ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
Rental expense
|
$
|
20
|
|
|
$
|
18
|
|
•
|
Certain of our interstate pipelines conduct soil and groundwater remediation related to contamination from past uses of PCBs. PCB assessments are ongoing and, in some cases, our subsidiaries could potentially be held responsible for contamination caused by other parties.
|
•
|
Certain gathering and processing systems are responsible for soil and groundwater remediation related to releases of hydrocarbons.
|
•
|
Currently operating Sunoco, Inc. retail sites.
|
•
|
Legacy sites related to Sunoco, Inc. that are subject to environmental assessments, including formerly owned terminals and other logistics assets, retail sites that Sunoco, Inc. no longer operates, closed and/or sold refineries and other formerly owned sites.
|
•
|
Sunoco, Inc. is potentially subject to joint and several liability for the costs of remediation at sites at which it has been identified as a potentially responsible party (“PRP”). As of
March 31, 2017
, Sunoco, Inc. had been named as a PRP at approximately
50
identified or potentially identifiable “Superfund” sites under federal and/or comparable state law.
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Current
|
$
|
28
|
|
|
$
|
26
|
|
Non-current
|
288
|
|
|
283
|
|
||
Total environmental liabilities
|
$
|
316
|
|
|
$
|
309
|
|
11.
|
DERIVATIVE ASSETS AND LIABILITIES
|
|
March 31, 2017
|
|
December 31, 2016
|
||||||
|
Notional Volume
|
|
Maturity
|
|
Notional Volume
|
|
Maturity
|
||
Mark-to-Market Derivatives
|
|
|
|
|
|
|
|
||
(Trading)
|
|
|
|
|
|
|
|
||
Natural Gas (MMBtu):
|
|
|
|
|
|
|
|
||
Fixed Swaps/Futures
|
80,000
|
|
|
2017
|
|
(682,500
|
)
|
|
2017
|
Basis Swaps IFERC/NYMEX
(1)
|
8,372,500
|
|
|
2017
|
|
2,242,500
|
|
|
2017
|
Power (Megawatt):
|
|
|
|
|
|
|
|
||
Forwards
|
225,480
|
|
|
2017-2018
|
|
391,880
|
|
|
2017-2018
|
Futures
|
(58,000
|
)
|
|
2017-2018
|
|
109,564
|
|
|
2017-2018
|
Options – Puts
|
67,200
|
|
|
2017
|
|
(50,400
|
)
|
|
2017
|
Options – Calls
|
447,200
|
|
|
2017
|
|
186,400
|
|
|
2017
|
Crude (Bbls) – Futures
|
(1,418,000
|
)
|
|
2017
|
|
(617,000
|
)
|
|
2017
|
(Non-Trading)
|
|
|
|
|
|
|
|
||
Natural Gas (MMBtu):
|
|
|
|
|
|
|
|
||
Basis Swaps IFERC/NYMEX
|
(5,247,500
|
)
|
|
2017-2018
|
|
10,750,000
|
|
|
2017-2018
|
Swing Swaps IFERC
|
(12,185,000
|
)
|
|
2017
|
|
(5,662,500
|
)
|
|
2017
|
Fixed Swaps/Futures
|
(51,102,500
|
)
|
|
2017-2019
|
|
(52,652,500
|
)
|
|
2017-2019
|
Forward Physical Contracts
|
16,763,209
|
|
|
2017
|
|
(22,492,489
|
)
|
|
2017
|
Natural Gas Liquid (Bbls) – Forwards/Swaps
|
(1,827,400
|
)
|
|
2017
|
|
(5,786,627
|
)
|
|
2017
|
Refined Products (Bbls) – Futures
|
(1,217,000
|
)
|
|
2017
|
|
(2,240,000
|
)
|
|
2017
|
Fair Value Hedging Derivatives
|
|
|
|
|
|
|
|
||
(Non-Trading)
|
|
|
|
|
|
|
|
||
Natural Gas (MMBtu):
|
|
|
|
|
|
|
|
||
Basis Swaps IFERC/NYMEX
|
(13,877,500
|
)
|
|
2017
|
|
(36,370,000
|
)
|
|
2017
|
Fixed Swaps/Futures
|
(13,877,500
|
)
|
|
2017
|
|
(36,370,000
|
)
|
|
2017
|
Hedged Item – Inventory
|
13,877,500
|
|
|
2017
|
|
36,370,000
|
|
|
2017
|
(1)
|
Includes aggregate amounts for open positions related to Houston Ship Channel, Waha Hub, NGPL TexOk, West Louisiana Zone and Henry Hub locations.
|
Term
|
|
Type
(1)
|
|
Notional Amount Outstanding
|
||||||
March 31, 2017
|
|
December 31, 2016
|
||||||||
July 2017
(2)
|
|
Forward-starting to pay a fixed rate of 3.90% and receive a floating rate
|
|
$
|
500
|
|
|
$
|
500
|
|
July 2018
(2)
|
|
Forward-starting to pay a fixed rate of 4.00% and receive a floating rate
|
|
200
|
|
|
200
|
|
||
July 2019
(2)
|
|
Forward-starting to pay a fixed rate of 3.25% and receive a floating rate
|
|
200
|
|
|
200
|
|
||
December 2018
|
|
Pay a floating rate based on a 3-month LIBOR and receive a fixed rate of 1.53%
|
|
1,200
|
|
|
1,200
|
|
||
March 2019
|
|
Pay a floating rate based on a 3-month LIBOR and receive a fixed rate of 1.42%
|
|
300
|
|
|
300
|
|
(1)
|
Floating rates are based on 3-month LIBOR.
|
(2)
|
Represents the effective date. These forward-starting swaps have terms of 30 years with a mandatory termination date the same as the effective date.
|
|
|
Fair Value of Derivative Instruments
|
||||||||||||||
|
|
Asset Derivatives
|
|
Liability Derivatives
|
||||||||||||
|
|
March 31, 2017
|
|
December 31, 2016
|
|
March 31, 2017
|
|
December 31, 2016
|
||||||||
Derivatives designated as hedging instruments:
|
|
|
|
|
|
|
|
|
||||||||
Commodity derivatives (margin deposits)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(2
|
)
|
|
$
|
(4
|
)
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
(4
|
)
|
||||
Derivatives not designated as hedging instruments:
|
|
|
|
|
|
|
|
|
||||||||
Commodity derivatives (margin deposits)
|
|
139
|
|
|
338
|
|
|
(145
|
)
|
|
(416
|
)
|
||||
Commodity derivatives
|
|
13
|
|
|
24
|
|
|
(14
|
)
|
|
(52
|
)
|
||||
Interest rate derivatives
|
|
—
|
|
|
—
|
|
|
(188
|
)
|
|
(193
|
)
|
||||
Embedded derivatives in ETP Preferred Units
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
||||
|
|
152
|
|
|
362
|
|
|
(347
|
)
|
|
(662
|
)
|
||||
Total derivatives
|
|
$
|
152
|
|
|
$
|
362
|
|
|
$
|
(349
|
)
|
|
$
|
(666
|
)
|
|
Location of Gain/(Loss) Recognized in Income on Derivatives
|
|
Amount of Gain/(Loss) Recognized in Income Representing Hedge Ineffectiveness and Amount Excluded from the Assessment of Effectiveness
|
||||||
|
|
|
Three Months Ended
March 31, |
||||||
|
|
|
2017
|
|
2016
|
||||
Derivatives in fair value hedging relationships (including hedged item):
|
|
|
|
|
|
||||
Commodity derivatives
|
Cost of products sold
|
|
$
|
(4
|
)
|
|
$
|
(4
|
)
|
Total
|
|
|
$
|
(4
|
)
|
|
$
|
(4
|
)
|
|
Location of Gain/(Loss) Recognized in Income on Derivatives
|
|
Amount of Gain/(Loss) Recognized in Income on Derivatives
|
||||||
|
|
|
Three Months Ended
March 31, |
||||||
|
|
|
2017
|
|
2016
|
||||
Derivatives not designated as hedging instruments:
|
|
|
|
|
|
||||
Commodity derivatives – Trading
|
Cost of products sold
|
|
$
|
11
|
|
|
$
|
(9
|
)
|
Commodity derivatives – Non-trading
|
Cost of products sold
|
|
(10
|
)
|
|
5
|
|
||
Interest rate derivatives
|
Gains (losses) on interest rate derivatives
|
|
5
|
|
|
(70
|
)
|
||
Embedded derivatives
|
Other, net
|
|
1
|
|
|
—
|
|
||
Total
|
|
|
$
|
7
|
|
|
$
|
(74
|
)
|
12.
|
RELATED PARTY TRANSACTIONS
|
|
Three Months Ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
Affiliated revenues
|
$
|
118
|
|
|
$
|
74
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Accounts receivable from related companies:
|
|
|
|
||||
ETE
|
$
|
3
|
|
|
$
|
22
|
|
Sunoco LP
|
200
|
|
|
96
|
|
||
PES
|
8
|
|
|
6
|
|
||
FGT
|
17
|
|
|
15
|
|
||
Lake Charles LNG
|
3
|
|
|
4
|
|
||
Trans-Pecos Pipeline, LLC
|
1
|
|
|
1
|
|
||
Comanche Trail Pipeline, LLC
|
1
|
|
|
—
|
|
||
Other
|
56
|
|
|
65
|
|
||
Total accounts receivable from related companies:
|
$
|
289
|
|
|
$
|
209
|
|
|
|
|
|
||||
Accounts payable to related companies:
|
|
|
|
||||
Sunoco LP
|
$
|
168
|
|
|
$
|
20
|
|
FGT
|
—
|
|
|
1
|
|
||
Lake Charles LNG
|
3
|
|
|
3
|
|
||
Other
|
17
|
|
|
19
|
|
||
Total accounts payable to related companies:
|
$
|
188
|
|
|
$
|
43
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Long-term notes receivable (payable) – related companies:
|
|
|
|
||||
Sunoco LP
|
$
|
87
|
|
|
$
|
87
|
|
Phillips 66
|
—
|
|
|
(250
|
)
|
||
Net long-term notes receivable (payable) – related companies
|
$
|
87
|
|
|
$
|
(163
|
)
|
13.
|
REPORTABLE SEGMENTS
|
|
Three Months Ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
Revenues:
|
|
|
|
||||
Intrastate transportation and storage:
|
|
|
|
||||
Revenues from external customers
|
$
|
768
|
|
|
$
|
446
|
|
Intersegment revenues
|
48
|
|
|
112
|
|
||
|
816
|
|
|
558
|
|
||
Interstate transportation and storage:
|
|
|
|
||||
Revenues from external customers
|
231
|
|
|
254
|
|
||
Intersegment revenues
|
4
|
|
|
5
|
|
||
|
235
|
|
|
259
|
|
||
Midstream:
|
|
|
|
||||
Revenues from external customers
|
565
|
|
|
527
|
|
||
Intersegment revenues
|
1,072
|
|
|
565
|
|
||
|
1,637
|
|
|
1,092
|
|
||
Liquids transportation and services:
|
|
|
|
||||
Revenues from external customers
|
1,508
|
|
|
829
|
|
||
Intersegment revenues
|
114
|
|
|
90
|
|
||
|
1,622
|
|
|
919
|
|
||
Investment in Sunoco Logistics:
|
|
|
|
||||
Revenues from external customers
|
3,185
|
|
|
1,729
|
|
||
Intersegment revenues
|
34
|
|
|
48
|
|
||
|
3,219
|
|
|
1,777
|
|
||
All other:
|
|
|
|
||||
Revenues from external customers
|
638
|
|
|
696
|
|
||
Intersegment revenues
|
132
|
|
|
158
|
|
||
|
770
|
|
|
854
|
|
||
Eliminations
|
(1,404
|
)
|
|
(978
|
)
|
||
Total revenues
|
$
|
6,895
|
|
|
$
|
4,481
|
|
|
Three Months Ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
Segment Adjusted EBITDA:
|
|
|
|
||||
Intrastate transportation and storage
|
$
|
169
|
|
|
$
|
179
|
|
Interstate transportation and storage
|
265
|
|
|
292
|
|
||
Midstream
|
320
|
|
|
263
|
|
||
Liquids transportation and services
|
259
|
|
|
227
|
|
||
Investment in Sunoco Logistics
|
278
|
|
|
349
|
|
||
All other
|
123
|
|
|
102
|
|
||
Total
|
1,414
|
|
|
1,412
|
|
||
Depreciation, depletion and amortization
|
(560
|
)
|
|
(470
|
)
|
||
Interest expense, net
|
(339
|
)
|
|
(319
|
)
|
||
Gains (losses) on interest rate derivatives
|
5
|
|
|
(70
|
)
|
||
Non-cash unit-based compensation expense
|
(23
|
)
|
|
(19
|
)
|
||
Unrealized gains (losses) on commodity risk management activities
|
64
|
|
|
(63
|
)
|
||
Inventory valuation adjustments
|
2
|
|
|
(26
|
)
|
||
Adjusted EBITDA related to unconsolidated affiliates
|
(239
|
)
|
|
(219
|
)
|
||
Equity in earnings of unconsolidated affiliates
|
73
|
|
|
76
|
|
||
Other, net
|
22
|
|
|
16
|
|
||
Income before income tax expense (benefit)
|
$
|
419
|
|
|
$
|
318
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Assets:
|
|
|
|
||||
Intrastate transportation and storage
|
$
|
4,801
|
|
|
$
|
5,164
|
|
Interstate transportation and storage
|
10,066
|
|
|
10,833
|
|
||
Midstream
|
18,366
|
|
|
18,011
|
|
||
Liquids transportation and services
|
12,672
|
|
|
11,296
|
|
||
Investment in Sunoco Logistics
|
19,425
|
|
|
18,819
|
|
||
All other
|
7,107
|
|
|
6,068
|
|
||
Total assets
|
$
|
72,437
|
|
|
$
|
70,191
|
|
•
|
Natural gas operations, including the following:
|
•
|
natural gas midstream and intrastate transportation and storage; and
|
•
|
interstate natural gas transportation and storage through ET Interstate and Panhandle. ET Interstate is the parent company of Transwestern, ETC FEP, ETC Tiger, CrossCountry, ETC MEP and ET Rover. Panhandle is the parent company of the Trunkline and Sea Robin transmission systems.
|
•
|
Liquids operations, including NGL transportation, storage and fractionation services.
|
•
|
Crude oil, NGLs and refined product transportation, terminalling services and acquisition and marketing activities through Sunoco Logistics.
|
|
Three Months Ended
March 31, |
|
|
||||||||
|
2017
|
|
2016
|
|
Change
|
||||||
Segment Adjusted EBITDA:
|
|
|
|
|
|
||||||
Intrastate transportation and storage
|
$
|
169
|
|
|
$
|
179
|
|
|
$
|
(10
|
)
|
Interstate transportation and storage
|
265
|
|
|
292
|
|
|
(27
|
)
|
|||
Midstream
|
320
|
|
|
263
|
|
|
57
|
|
|||
Liquids transportation and services
|
259
|
|
|
227
|
|
|
32
|
|
|||
Investment in Sunoco Logistics
|
278
|
|
|
349
|
|
|
(71
|
)
|
|||
All other
|
123
|
|
|
102
|
|
|
21
|
|
|||
Total
|
1,414
|
|
|
1,412
|
|
|
2
|
|
|||
Depreciation, depletion and amortization
|
(560
|
)
|
|
(470
|
)
|
|
(90
|
)
|
|||
Interest expense, net
|
(339
|
)
|
|
(319
|
)
|
|
(20
|
)
|
|||
Gains (losses) on interest rate derivatives
|
5
|
|
|
(70
|
)
|
|
75
|
|
|||
Non-cash unit-based compensation expense
|
(23
|
)
|
|
(19
|
)
|
|
(4
|
)
|
|||
Unrealized gains (losses) on commodity risk management activities
|
64
|
|
|
(63
|
)
|
|
127
|
|
|||
Inventory valuation adjustments
|
2
|
|
|
(26
|
)
|
|
28
|
|
|||
Adjusted EBITDA related to unconsolidated affiliates
|
(239
|
)
|
|
(219
|
)
|
|
(20
|
)
|
|||
Equity in earnings of unconsolidated affiliates
|
73
|
|
|
76
|
|
|
(3
|
)
|
|||
Other, net
|
22
|
|
|
16
|
|
|
6
|
|
|||
Income before income tax (expense) benefit
|
419
|
|
|
318
|
|
|
101
|
|
|||
Income tax (expense) benefit
|
(55
|
)
|
|
58
|
|
|
(113
|
)
|
|||
Net income
|
$
|
364
|
|
|
$
|
376
|
|
|
$
|
(12
|
)
|
|
Three Months Ended
March 31, |
|
|
||||||||
|
2017
|
|
2016
|
|
Change
|
||||||
Equity in earnings (losses) of unconsolidated affiliates:
|
|
|
|
|
|
||||||
Citrus
|
$
|
21
|
|
|
$
|
21
|
|
|
$
|
—
|
|
FEP
|
12
|
|
|
14
|
|
|
(2
|
)
|
|||
PES
|
14
|
|
|
(6
|
)
|
|
20
|
|
|||
MEP
|
10
|
|
|
11
|
|
|
(1
|
)
|
|||
HPC
|
7
|
|
|
8
|
|
|
(1
|
)
|
|||
AmeriGas
|
9
|
|
|
(2
|
)
|
|
11
|
|
|||
Sunoco LP
|
(14
|
)
|
|
15
|
|
|
(29
|
)
|
|||
Other
|
14
|
|
|
15
|
|
|
(1
|
)
|
|||
Total equity in earnings of unconsolidated affiliates
|
$
|
73
|
|
|
$
|
76
|
|
|
$
|
(3
|
)
|
|
|
|
|
|
|
||||||
Adjusted EBITDA related to unconsolidated affiliates
(1)
:
|
|
|
|
|
|
||||||
Citrus
|
$
|
75
|
|
|
$
|
74
|
|
|
$
|
1
|
|
FEP
|
18
|
|
|
19
|
|
|
(1
|
)
|
|||
PES
|
26
|
|
|
4
|
|
|
22
|
|
|||
MEP
|
22
|
|
|
24
|
|
|
(2
|
)
|
|||
HPC
|
15
|
|
|
15
|
|
|
—
|
|
|||
Sunoco LP
|
54
|
|
|
57
|
|
|
(3
|
)
|
|||
Other
|
29
|
|
|
26
|
|
|
3
|
|
|||
Total Adjusted EBITDA related to unconsolidated affiliates
|
$
|
239
|
|
|
$
|
219
|
|
|
$
|
20
|
|
|
|
|
|
|
|
||||||
Distributions received from unconsolidated affiliates:
|
|
|
|
|
|
||||||
Citrus
|
$
|
41
|
|
|
$
|
35
|
|
|
$
|
6
|
|
FEP
|
—
|
|
|
17
|
|
|
(17
|
)
|
|||
AmeriGas
|
3
|
|
|
3
|
|
|
—
|
|
|||
MEP
|
73
|
|
|
21
|
|
|
52
|
|
|||
HPC
|
—
|
|
|
12
|
|
|
(12
|
)
|
|||
Sunoco LP
|
35
|
|
|
30
|
|
|
5
|
|
|||
Other
|
20
|
|
|
17
|
|
|
3
|
|
|||
Total distributions received from unconsolidated affiliates
|
$
|
172
|
|
|
$
|
135
|
|
|
$
|
37
|
|
(1)
|
These amounts represent our proportionate share of the Adjusted EBITDA of our unconsolidated affiliates and are based on our equity in earnings or losses of our unconsolidated affiliates adjusted for our proportionate share of the unconsolidated affiliates’ interest, depreciation, depletion, amortization, non-cash items and taxes.
|
•
|
Gross margin, operating expenses,
and
selling, general and administrative expenses
. These amounts represent the amounts included in our consolidated financial statements that are attributable to each segment.
|
•
|
Unrealized gains or losses on commodity risk management activities
and
inventory valuation adjustments
. These are the unrealized amounts that are included in cost of products sold to calculate gross margin. These amounts are not included in Segment Adjusted EBITDA; therefore, the unrealized losses are added back and the unrealized gains are subtracted to calculate the segment measure.
|
•
|
Non-cash compensation expense
. These amounts represent the total non-cash compensation recorded in operating expenses and selling, general and administrative expenses. This expense is not included in Segment Adjusted EBITDA and therefore is added back to calculate the segment measure.
|
•
|
Adjusted EBITDA related to unconsolidated affiliates
. These amounts represent our proportionate share of the Adjusted EBITDA of our unconsolidated affiliates. Amounts reflected are calculated consistently with our definition of Adjusted EBITDA.
|
|
Three Months Ended
March 31, |
|
|
||||||||
|
2017
|
|
2016
|
|
Change
|
||||||
Natural gas transported (MMBtu/d)
|
7,807,045
|
|
|
8,229,972
|
|
|
(422,927
|
)
|
|||
Revenues
|
$
|
816
|
|
|
$
|
558
|
|
|
$
|
258
|
|
Cost of products sold
|
634
|
|
|
393
|
|
|
241
|
|
|||
Gross margin
|
182
|
|
|
165
|
|
|
17
|
|
|||
Unrealized losses on commodity risk management activities
|
15
|
|
|
38
|
|
|
(23
|
)
|
|||
Operating expenses, excluding non-cash compensation expense
|
(38
|
)
|
|
(33
|
)
|
|
(5
|
)
|
|||
Selling, general and administrative expenses, excluding non-cash compensation expense
|
(6
|
)
|
|
(6
|
)
|
|
—
|
|
|||
Adjusted EBITDA related to unconsolidated affiliates
|
16
|
|
|
15
|
|
|
1
|
|
|||
Segment Adjusted EBITDA
|
$
|
169
|
|
|
$
|
179
|
|
|
$
|
(10
|
)
|
|
Three Months Ended
March 31, |
|
|
||||||||
|
2017
|
|
2016
|
|
Change
|
||||||
Transportation fees
|
$
|
124
|
|
|
$
|
134
|
|
|
$
|
(10
|
)
|
Natural gas sales and other
|
34
|
|
|
23
|
|
|
11
|
|
|||
Retained fuel revenues
|
16
|
|
|
10
|
|
|
6
|
|
|||
Storage margin, including fees
|
8
|
|
|
(2
|
)
|
|
10
|
|
|||
Total gross margin
|
$
|
182
|
|
|
$
|
165
|
|
|
$
|
17
|
|
•
|
a decrease of
$10 million
in transportation fees due to renegotiated contracts resulting in lower demand volumes beginning in the second quarter of 2016 on our ET Fuel pipeline, partially offset by an increase of $5 million due to fees from renegotiated and newly initiated fixed fee contracts primarily on our Houston Pipeline system;
|
•
|
a decrease of
$8 million
in storage margin (excluding net changes in unrealized amounts of
$18 million
related to fair value inventory adjustments and unrealized gains and losses on derivatives), as discussed below; and
|
•
|
an increase of
$5 million
in operating expenses primarily due to higher outside services labor costs and compression fuel expenses; partially offset by
|
•
|
an increase of
$7 million
in natural gas sales and other (excluding changes in unrealized gains of
$4 million
) primarily due to higher realized gains from the buying and selling of gas along our system; and
|
•
|
an increase of
$5 million
in retained fuels (excluding changes in unrealized gains of
$1 million
) primarily due to higher market prices. The average spot price at the Houston Ship Channel location increased
56%
for the quarter ended March 31, 2017 compared to the same period last year.
|
|
Three Months Ended
March 31, |
|
|
||||||||
|
2017
|
|
2016
|
|
Change
|
||||||
Withdrawals from storage natural gas inventory (MMBtu)
|
23,092,500
|
|
|
20,995,000
|
|
|
2,097,500
|
|
|||
Realized margin on natural gas inventory transactions
|
$
|
19
|
|
|
$
|
28
|
|
|
$
|
(9
|
)
|
Fair value inventory adjustments
|
(36
|
)
|
|
17
|
|
|
(53
|
)
|
|||
Unrealized (gains) losses on derivatives
|
18
|
|
|
(53
|
)
|
|
71
|
|
|||
Margin recognized on natural gas inventory, including related derivatives
|
1
|
|
|
(8
|
)
|
|
9
|
|
|||
Revenues from fee-based storage
|
7
|
|
|
6
|
|
|
1
|
|
|||
Total storage margin
|
$
|
8
|
|
|
$
|
(2
|
)
|
|
$
|
10
|
|
|
Three Months Ended
March 31, |
|
|
||||||||
|
2017
|
|
2016
|
|
Change
|
||||||
Natural gas transported (MMBtu/d)
|
5,655,558
|
|
|
5,835,046
|
|
|
(179,488
|
)
|
|||
Natural gas sold (MMBtu/d)
|
16,905
|
|
|
17,177
|
|
|
(272
|
)
|
|||
Revenues
|
$
|
235
|
|
|
$
|
259
|
|
|
$
|
(24
|
)
|
Operating expenses, excluding non-cash compensation, amortization and accretion expenses
|
(74
|
)
|
|
(72
|
)
|
|
(2
|
)
|
|||
Selling, general and administrative expenses, excluding non-cash compensation, amortization and accretion expenses
|
(12
|
)
|
|
(12
|
)
|
|
—
|
|
|||
Adjusted EBITDA related to unconsolidated affiliates
|
115
|
|
|
117
|
|
|
(2
|
)
|
|||
Other
|
1
|
|
|
—
|
|
|
1
|
|
|||
Segment Adjusted EBITDA
|
$
|
265
|
|
|
$
|
292
|
|
|
$
|
(27
|
)
|
|
Three Months Ended
March 31, |
|
|
||||||||
|
2017
|
|
2016
|
|
Change
|
||||||
Gathered volumes (MMBtu/d)
|
10,231,895
|
|
|
9,851,105
|
|
|
380,790
|
|
|||
NGLs produced (Bbls/d)
|
445,004
|
|
|
430,973
|
|
|
14,031
|
|
|||
Equity NGLs (Bbls/d)
|
25,521
|
|
|
29,533
|
|
|
(4,012
|
)
|
|||
Revenues
|
$
|
1,637
|
|
|
$
|
1,092
|
|
|
$
|
545
|
|
Cost of products sold
|
1,124
|
|
|
678
|
|
|
446
|
|
|||
Gross margin
|
513
|
|
|
414
|
|
|
99
|
|
|||
Unrealized gains on commodity risk management activities
|
(16
|
)
|
|
—
|
|
|
(16
|
)
|
|||
Operating expenses, excluding non-cash compensation expense
|
(161
|
)
|
|
(145
|
)
|
|
(16
|
)
|
|||
Selling, general and administrative expenses, excluding non-cash compensation expense
|
(23
|
)
|
|
(12
|
)
|
|
(11
|
)
|
|||
Adjusted EBITDA related to unconsolidated affiliates
|
7
|
|
|
6
|
|
|
1
|
|
|||
Segment Adjusted EBITDA
|
$
|
320
|
|
|
$
|
263
|
|
|
$
|
57
|
|
|
Three Months Ended
March 31, |
|
|
||||||||
|
2017
|
|
2016
|
|
Change
|
||||||
Gathering and processing fee-based revenues
|
$
|
408
|
|
|
$
|
382
|
|
|
$
|
26
|
|
Non fee-based contracts and processing
|
105
|
|
|
32
|
|
|
73
|
|
|||
Total gross margin
|
$
|
513
|
|
|
$
|
414
|
|
|
$
|
99
|
|
•
|
an increase of
$45 million
in non-fee based margin due to higher crude oil and NGL prices;
|
•
|
an increase of
$17 million
in non-fee based margin due to gains in the Permian, partially offset by declines in the South Texas, North Texas, and Mid-Continent/Panhandle regions;
|
•
|
an increase of
$13 million
in fee based revenue due to growth in the Permian, Northeast and North Louisiana, including recent acquisitions, offset by declines in South Texas, North Texas and the Mid-Continent/Panhandle regions; and
|
•
|
an increase of
$13 million
in fee based revenue due to the PennTex acquisition; partially offset by
|
•
|
a decrease of
$5 million
(excluding unrealized gains of
$16 million
) in non-fee based margin due to higher benefit from settled derivatives used to hedge commodity margins;
|
•
|
an increase of
$16 million
in operating expenses primarily due to recent acquisitions, including PennTex; and
|
•
|
an increase of
$11 million
in general and administrative expenses primarily due to a decrease of
$4 million
in capitalized overhead, a
$3 million
increase in shared services allocation, a
$2 million
increase in insurance allocation, and
$2 million
additional costs from the PennTex acquisition.
|
|
Three Months Ended
March 31, |
|
|
||||||||
|
2017
|
|
2016
|
|
Change
|
||||||
Crude/NGL transportation volumes (Bbls/d)
|
739,982
|
|
|
537,251
|
|
|
202,731
|
|
|||
NGL fractionation volumes (Bbls/d)
|
433,473
|
|
|
362,906
|
|
|
70,567
|
|
|||
Revenues
|
$
|
1,622
|
|
|
$
|
919
|
|
|
$
|
703
|
|
Cost of products sold
|
1,275
|
|
|
661
|
|
|
614
|
|
|||
Gross margin
|
347
|
|
|
258
|
|
|
89
|
|
|||
Unrealized (gains) losses on commodity risk management activities
|
(26
|
)
|
|
9
|
|
|
(35
|
)
|
|||
Operating expenses, excluding non-cash compensation expense
|
(56
|
)
|
|
(37
|
)
|
|
(19
|
)
|
|||
Selling, general and administrative expenses, excluding non-cash compensation expense
|
(7
|
)
|
|
(5
|
)
|
|
(2
|
)
|
|||
Adjusted EBITDA related to unconsolidated affiliates
|
1
|
|
|
2
|
|
|
(1
|
)
|
|||
Segment Adjusted EBITDA
|
$
|
259
|
|
|
$
|
227
|
|
|
$
|
32
|
|
|
Three Months Ended
March 31, |
|
|
||||||||
|
2017
|
|
2016
|
|
Change
|
||||||
Transportation margin
|
$
|
145
|
|
|
$
|
108
|
|
|
$
|
37
|
|
Processing and fractionation margin
|
121
|
|
|
100
|
|
|
21
|
|
|||
Storage margin
|
57
|
|
|
49
|
|
|
8
|
|
|||
Other margin
|
24
|
|
|
1
|
|
|
23
|
|
|||
Total gross margin
|
$
|
347
|
|
|
$
|
258
|
|
|
$
|
89
|
|
•
|
an increase of
$37 million
in transportation fees due to higher NGL and crude transport volumes;
|
•
|
an increase of
$17 million
in processing and fractionation margin (excluding changes in unrealized gains of
$4 million
) primarily due to higher NGL volumes from most major producing regions, as noted above; and
|
•
|
an increase of
$8 million
in storage margin primarily due to increased volumes from our Mont Belvieu fractionators; partially offset by
|
•
|
a decrease of
$8 million
in other margin (excluding changes in unrealized gains of
$31 million
) primarily due to the timing of the recognition of margin from optimization activities;
|
•
|
an increase of
$19 million
in operating expenses primarily due to increased costs associated with our fourth fractionator at Mont Belvieu and new pipelines placed in service; and
|
•
|
an increase of
$2 million
in general and administrative expenses due to lower capitalized overhead as a result of reduced capital spending.
|
|
Three Months Ended
March 31, |
|
|
||||||||
|
2017
|
|
2016
|
|
Change
|
||||||
Revenues
|
$
|
3,219
|
|
|
$
|
1,777
|
|
|
$
|
1,442
|
|
Cost of products sold
|
2,889
|
|
|
1,439
|
|
|
1,450
|
|
|||
Gross margin
|
330
|
|
|
338
|
|
|
(8
|
)
|
|||
Unrealized (gains) losses on commodity risk management activities
|
(24
|
)
|
|
13
|
|
|
(37
|
)
|
|||
Operating expenses, excluding non-cash compensation expense
|
(18
|
)
|
|
(21
|
)
|
|
3
|
|
|||
Selling, general and administrative expenses, excluding non-cash compensation expense
|
(31
|
)
|
|
(23
|
)
|
|
(8
|
)
|
|||
Inventory valuation adjustments
|
(2
|
)
|
|
26
|
|
|
(28
|
)
|
|||
Adjusted EBITDA related to unconsolidated affiliates
|
20
|
|
|
16
|
|
|
4
|
|
|||
Other
|
3
|
|
|
—
|
|
|
3
|
|
|||
Segment Adjusted EBITDA
|
$
|
278
|
|
|
$
|
349
|
|
|
$
|
(71
|
)
|
•
|
a decrease of
$77 million
from Sunoco Logistics’ crude oil operations, primarily due to the impact of LIFO inventory accounting on Sunoco Logistics’ contango inventory positions resulting in approximately
$60 million
of positive earnings during the first quarter 2016, compared to approximately
$50 million
of negative earnings during the first quarter 2017. The unfavorable LIFO timing is expected to be reversed in future periods as commodity prices fall or the inventory positions are liquidated. Excluding these inventory timing impacts, Adjusted EBITDA for the crude oil increased
$33 million
compared to the prior year period. This increase related to improved results from Sunoco Logistics’ crude oil pipelines and terminalling activities of
$56 million
which was largely attributable to expansion capital projects which commenced operations in 2016, the acquisition of Vitol Inc.'s crude oil assets in the fourth quarter 2016, and the formation of Permian Express Partners LLC in the first quarter of 2017. Partially offsetting this improvement was lower operating results from Sunoco Logistics’ crude oil acquisition and marketing activities of
$23 million
, which includes transportation and storage fees related to Sunoco Logistics’ crude oil pipelines and terminal facilities; and
|
•
|
a decrease of
$2 million
from Sunoco Logistics’ refined products operations, primarily due to
lower results from Sunoco Logistics’ refined products acquisition and marketing activities of
$7 million
.
This decrease was partially offset by improved results from Sunoco Logistics’ refined products pipelines of
$4 million
and improved contributions from joint venture interests of
$2 million
; offset by
|
•
|
an increase of
$8 million
from Sunoco Logistics’ NGLs operations, primarily attributable to
increased volumes and fees from Sunoco Logistics’ Mariner NGLs projects of
$12 million
, which includes Sunoco Logistics’ NGLs pipelines and terminal facilities at Marcus Hook and Nederland. These positive factors were partially offset by lower operating results from Sunoco Logistics’ NGLs acquisition and marketing activities of
$2 million
.
|
|
Three Months Ended
March 31, |
|
|
||||||||
|
2017
|
|
2016
|
|
Change
|
||||||
Revenues
|
$
|
770
|
|
|
$
|
854
|
|
|
$
|
(84
|
)
|
Cost of products sold
|
668
|
|
|
761
|
|
|
(93
|
)
|
|||
Gross margin
|
102
|
|
|
93
|
|
|
9
|
|
|||
Unrealized (gains) losses on commodity risk management activities
|
(13
|
)
|
|
3
|
|
|
(16
|
)
|
|||
Operating expenses, excluding non-cash compensation expense
|
(21
|
)
|
|
(21
|
)
|
|
—
|
|
|||
Selling, general and administrative expenses, excluding non-cash compensation expense
|
(21
|
)
|
|
(27
|
)
|
|
6
|
|
|||
Adjusted EBITDA related to unconsolidated affiliates
|
80
|
|
|
61
|
|
|
19
|
|
|||
Other
|
5
|
|
|
24
|
|
|
(19
|
)
|
|||
Eliminations
|
(9
|
)
|
|
(31
|
)
|
|
22
|
|
|||
Segment Adjusted EBITDA
|
$
|
123
|
|
|
$
|
102
|
|
|
$
|
21
|
|
•
|
our equity method investment in limited partnership units of Sunoco LP consisting of
43.5 million
units, representing
43.7%
of Sunoco LP’s total outstanding common units
;
|
•
|
our natural gas marketing and compression operations;
|
•
|
a non-controlling interest in PES, comprising 33% of PES’ outstanding common units; and
|
•
|
our investment in Coal Handling, an entity that owns and operates end-user coal handling facilities.
|
|
Capital Expenditures Recorded During Period
|
||||||||||
|
Growth
|
|
Maintenance
|
|
Total
|
||||||
ETP:
|
|
|
|
|
|
||||||
Intrastate transportation and storage
|
$
|
16
|
|
|
$
|
5
|
|
|
$
|
21
|
|
Interstate transportation and storage
(1)
|
288
|
|
|
9
|
|
|
297
|
|
|||
Midstream
|
234
|
|
|
16
|
|
|
250
|
|
|||
Liquids transportation and services
(1)
|
105
|
|
|
5
|
|
|
110
|
|
|||
All other (including eliminations)
|
47
|
|
|
12
|
|
|
59
|
|
|||
Total capital expenditures
|
690
|
|
|
47
|
|
|
737
|
|
|||
Sunoco Logistics:
|
|
|
|
|
|
||||||
Crude oil
|
51
|
|
|
5
|
|
|
56
|
|
|||
Natural gas liquids
|
445
|
|
|
1
|
|
|
446
|
|
|||
Refined products
|
10
|
|
|
7
|
|
|
17
|
|
|||
Total capital expenditures
|
$
|
1,196
|
|
|
$
|
60
|
|
|
$
|
1,256
|
|
(1)
|
Includes capital expenditures related to the Bakken, Rover and Bayou Bridge pipeline projects, but excludes amounts related to Sunoco Logistics’ proportionate ownership in the Bakken and Bayou Bridge pipeline projects.
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
ETP Senior Notes
|
$
|
20,540
|
|
|
$
|
19,440
|
|
Transwestern Senior Notes
|
657
|
|
|
657
|
|
||
Panhandle Senior Notes
|
1,085
|
|
|
1,085
|
|
||
Sunoco, Inc. Senior Notes
|
65
|
|
|
465
|
|
||
Sunoco Logistics Senior Notes
|
5,350
|
|
|
5,350
|
|
||
Revolving credit facilities and commercial paper:
|
|
|
|
||||
ETP $3.75 billion Revolving Credit Facility due November 2019
(1)
|
389
|
|
|
2,777
|
|
||
Sunoco Logistics $2.50 billion Revolving Credit Facility due March 2020
(2)
|
740
|
|
|
1,292
|
|
||
Sunoco Logistics $1.00 billion 364-Day Credit Facility due December 2017
(3)
|
630
|
|
|
630
|
|
||
Bakken Project $2.50 billion Credit Facility due August 2019
|
2,500
|
|
|
1,100
|
|
||
PennTex $275 million Revolving Credit Facility due December 2019
|
157
|
|
|
168
|
|
||
Other long-term debt
|
5
|
|
|
30
|
|
||
Unamortized premiums, net of discounts and fair value adjustments
|
104
|
|
|
116
|
|
||
Deferred debt issuance costs
|
(187
|
)
|
|
(180
|
)
|
||
Total debt
|
32,035
|
|
|
32,930
|
|
||
Less: current maturities of long-term debt
|
387
|
|
|
1,189
|
|
||
Long-term debt, less current maturities
|
$
|
31,648
|
|
|
$
|
31,741
|
|
(1)
|
Includes
$389 million
and
$777 million
of commercial paper outstanding at
March 31, 2017
and
December 31, 2016
, respectively.
|
(2)
|
Includes
$128 million
and
$50 million
of commercial paper outstanding at
March 31, 2017
and
December 31, 2016
, respectively.
|
(3)
|
Sunoco Logistics’
$1.00 billion
364-Day Credit Facility, including its
$630 million
term loan, were classified as long-term debt as of
March 31, 2017
as Sunoco Logistics has the ability and intent to refinance such borrowings on a long-term basis.
|
|
Three Months Ended
March 31, |
||||||||||
|
2017
|
|
2016
|
||||||||
|
Post-Merger ETP
|
|
ETP
|
|
Sunoco Logistics
|
||||||
Limited Partners:
|
|
|
|
|
|
||||||
Common Units held by public
|
$
|
567
|
|
|
$
|
526
|
|
|
$
|
107
|
|
Common Units held by ETP
|
—
|
|
|
—
|
|
|
33
|
|
|||
Common Units held by ETE
|
15
|
|
|
3
|
|
|
—
|
|
|||
Class H Units held by ETE
|
—
|
|
|
83
|
|
|
—
|
|
|||
General Partner interest
|
4
|
|
|
8
|
|
|
3
|
|
|||
Incentive distributions held by ETE
|
377
|
|
|
331
|
|
|
89
|
|
|||
IDR relinquishments net of Class I Unit distributions
|
(157
|
)
|
|
(34
|
)
|
|
—
|
|
|||
Total distributions declared to partners
|
$
|
806
|
|
|
$
|
917
|
|
|
$
|
232
|
|
Quarter Ended
|
|
Record Date
|
|
Payment Date
|
|
Rate
|
||
December 31, 2016
|
|
February 7, 2017
|
|
February 14, 2017
|
|
$
|
0.2950
|
|
March 31, 2017
|
|
May 5, 2017
|
|
May 12, 2017
|
|
0.2950
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||||||||||||||||
|
Notional Volume
|
|
Fair Value Asset (Liability)
|
|
Effect of Hypothetical 10% Change
|
|
Notional Volume
|
|
Fair Value Asset (Liability)
|
|
Effect of Hypothetical 10% Change
|
||||||||||
Mark-to-Market Derivatives
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
(Trading)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Natural Gas (MMBtu):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Fixed Swaps/Futures
|
80,000
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
(682,500
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Basis Swaps IFERC/NYMEX
(1)
|
8,372,500
|
|
|
—
|
|
|
—
|
|
|
2,242,500
|
|
|
(1
|
)
|
|
—
|
|
||||
Power (Megawatt):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Forwards
|
225,480
|
|
|
(1
|
)
|
|
—
|
|
|
391,880
|
|
|
(1
|
)
|
|
1
|
|
||||
Futures
|
(58,000
|
)
|
|
—
|
|
|
—
|
|
|
109,564
|
|
|
—
|
|
|
—
|
|
||||
Options – Puts
|
67,200
|
|
|
—
|
|
|
—
|
|
|
(50,400
|
)
|
|
—
|
|
|
—
|
|
||||
Options – Calls
|
447,200
|
|
|
1
|
|
|
—
|
|
|
186,400
|
|
|
1
|
|
|
—
|
|
||||
Crude (Bbls) – Futures
|
(1,418,000
|
)
|
|
3
|
|
|
9
|
|
|
(617,000
|
)
|
|
(4
|
)
|
|
6
|
|
||||
(Non-Trading)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Natural Gas (MMBtu):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basis Swaps IFERC/NYMEX
|
(5,247,500
|
)
|
|
(3
|
)
|
|
2
|
|
|
10,750,000
|
|
|
2
|
|
|
—
|
|
||||
Swing Swaps IFERC
|
(12,185,000
|
)
|
|
(1
|
)
|
|
1
|
|
|
(5,662,500
|
)
|
|
(1
|
)
|
|
1
|
|
||||
Fixed Swaps/Futures
|
(51,102,500
|
)
|
|
(9
|
)
|
|
17
|
|
|
(52,652,500
|
)
|
|
(27
|
)
|
|
19
|
|
||||
Forward Physical Contracts
|
16,763,209
|
|
|
4
|
|
|
—
|
|
|
(22,492,489
|
)
|
|
1
|
|
|
8
|
|
||||
Natural Gas Liquid (Bbls) – Forwards/Swaps
|
(1,827,400
|
)
|
|
3
|
|
|
12
|
|
|
(5,786,627
|
)
|
|
(40
|
)
|
|
35
|
|
||||
Refined Products (Bbls) – Futures
|
(1,217,000
|
)
|
|
(3
|
)
|
|
8
|
|
|
(2,240,000
|
)
|
|
(16
|
)
|
|
17
|
|
||||
Fair Value Hedging Derivatives
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
(Non-Trading)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Natural Gas (MMBtu):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basis Swaps IFERC/NYMEX
|
(13,877,500
|
)
|
|
—
|
|
|
—
|
|
|
(36,370,000
|
)
|
|
2
|
|
|
1
|
|
||||
Fixed Swaps/Futures
|
(13,877,500
|
)
|
|
(3
|
)
|
|
5
|
|
|
(36,370,000
|
)
|
|
(26
|
)
|
|
14
|
|
(1)
|
Includes aggregate amounts for open positions related to Houston Ship Channel, Waha Hub, NGPL TexOk, West Louisiana Zone and Henry Hub locations.
|
Term
|
|
Type
(1)
|
|
Notional Amount Outstanding
|
||||||
March 31, 2017
|
|
December 31, 2016
|
||||||||
July 2017
(2)
|
|
Forward-starting to pay a fixed rate of 3.90% and receive a floating rate
|
|
$
|
500
|
|
|
$
|
500
|
|
July 2018
(2)
|
|
Forward-starting to pay a fixed rate of 4.00% and receive a floating rate
|
|
200
|
|
|
200
|
|
||
July 2019
(2)
|
|
Forward-starting to pay a fixed rate of 3.25% and receive a floating rate
|
|
200
|
|
|
200
|
|
||
December 2018
|
|
Pay a floating rate based on a 3-month LIBOR and receive a fixed rate of 1.53%
|
|
1,200
|
|
|
1,200
|
|
||
March 2019
|
|
Pay a floating rate based on a 3-month LIBOR and receive a fixed rate of 1.42%
|
|
300
|
|
|
300
|
|
(1)
|
Floating rates are based on 3-month LIBOR.
|
(2)
|
Represents the effective date. These forward-starting swaps have terms of 30 years with a mandatory termination date the same as the effective date.
|
Exhibit Number
|
|
Description
|
4.1
|
|
Sixteenth Supplemental Indenture dated as of January 17, 2017 by and between Energy Transfer Partners, L.P., as issuer, and U.S. Bank National Association (as successor to Wachovia Bank, National Association), as trustee (incorporated by reference to Exhibit 4.2 to the Registrant’s Form 8-K filed January 17, 2017).
|
10.1
|
|
Third Amendment to Second Amended and Restated Credit Agreement by and among Energy Transfer Partners, L.P., the Lenders party thereto and Wells Fargo Bank, National Association, in its capacity as administrative agent for the Lenders dated as of March 29, 2017 (incorporated by reference to Exhibit 10.1 to the
Registrant’s Form 8-K filed April 4, 2017).
|
31.1*
|
|
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934 pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
31.2*
|
|
Certification of Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934 pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
32.1**
|
|
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
32.2**
|
|
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
101.INS*
|
|
XBRL Instance Document
|
101.SCH*
|
|
XBRL Taxonomy Extension Schema Document
|
101.CAL*
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF*
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB*
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE*
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
*
|
|
Filed herewith.
|
**
|
|
Furnished herewith.
|
|
|
ENERGY TRANSFER, LP
|
|
|
|
|
|
|
|
By:
|
SXL Acquisition Sub LLC,
|
|
|
|
its General Partner
|
|
|
|
|
Date:
|
May 4, 2017
|
By:
|
/s/ A. Troy Sturrock
|
|
|
|
A. Troy Sturrock
|
|
|
|
Senior Vice President, Controller and Principal Accounting Officer
(duly authorized to sign on behalf of the registrant)
|
1 Year Sunoco Logistics Partners L.P. Chart |
1 Month Sunoco Logistics Partners L.P. Chart |
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