Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Billions, except Share data, unless otherwise specified | Dec. 31, 2013 | Feb. 20, 2014 | Jun. 28, 2013 |
Document and Entity Information | ' | ' | ' |
Entity Registrant Name | 'PLAINS ALL AMERICAN PIPELINE LP | ' | ' |
Entity Central Index Key | '0001070423 | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Amendment Flag | 'false | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Filer Category | 'Large Accelerated Filer | ' | ' |
Entity Public Float | ' | ' | $18.80 |
Entity Common Stock, Shares Outstanding | ' | 359,904,180 | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
CURRENT ASSETS | ' | ' |
Cash and cash equivalents | $41 | $24 |
Trade accounts receivable and other receivables, net | 3,638 | 3,563 |
Inventory | 1,065 | 1,209 |
Other current assets | 220 | 351 |
Total current assets | 4,964 | 5,147 |
PROPERTY AND EQUIPMENT | 12,473 | 11,142 |
Accumulated depreciation | -1,654 | -1,499 |
Property and equipment, net | 10,819 | 9,643 |
OTHER ASSETS | ' | ' |
Goodwill | 2,503 | 2,535 |
Linefill and base gas | 798 | 707 |
Long-term inventory | 251 | 274 |
Investments in unconsolidated entities | 485 | 343 |
Other, net | 540 | 586 |
Total assets | 20,360 | 19,235 |
CURRENT LIABILITIES | ' | ' |
Accounts payable and accrued liabilities | 3,983 | 3,822 |
Short-term debt | 1,113 | 1,086 |
Other current liabilities | 315 | 275 |
Total current liabilities | 5,411 | 5,183 |
LONG-TERM LIABILITIES | ' | ' |
Senior notes, net of unamortized discount of $15 and $15, respectively | 6,710 | 6,010 |
Long-term debt under credit facilities and other | 5 | 310 |
Other long-term liabilities and deferred credits | 531 | 586 |
Total long-term liabilities | 7,246 | 6,906 |
COMMITMENTS AND CONTINGENCIES (NOTE 16) | ' | ' |
PARTNERS' CAPITAL | ' | ' |
Common unitholders (359,133,200 and 335,283,874 units outstanding, respectively) | 7,349 | 6,388 |
General partner | 295 | 249 |
Total partners' capital excluding noncontrolling interests | 7,644 | 6,637 |
Noncontrolling interests | 59 | 509 |
Total partners' capital | 7,703 | 7,146 |
Total liabilities and partners' capital | $20,360 | $19,235 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Millions, except Share data, unless otherwise specified | ||
CONSOLIDATED BALANCE SHEETS | ' | ' |
Senior notes, unamortized discount (in dollars) | $15 | $15 |
Common unitholders, units outstanding (in units) | 359,133,200 | 335,283,874 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
REVENUES | ' | ' | ' |
Supply and Logistics segment revenues | $40,692 | $36,438 | $33,065 |
Transportation segment revenues | 701 | 623 | 572 |
Facilities segment revenues | 856 | 736 | 638 |
Total revenues | 42,249 | 37,797 | 34,275 |
COSTS AND EXPENSES | ' | ' | ' |
Purchases and related costs | 38,465 | 34,368 | 31,564 |
Field operating costs | 1,322 | 1,180 | 870 |
General and administrative expenses | 359 | 342 | 294 |
Depreciation and amortization | 375 | 482 | 249 |
Total costs and expenses | 40,521 | 36,372 | 32,977 |
OPERATING INCOME | 1,728 | 1,425 | 1,298 |
OTHER INCOME/(EXPENSE) | ' | ' | ' |
Equity earnings in unconsolidated entities | 64 | 38 | 13 |
Interest expense (net of capitalized interest of $38, $36 and $25, respectively) | -303 | -288 | -253 |
Other income/(expense), net | 1 | 6 | -19 |
INCOME BEFORE TAX | 1,490 | 1,181 | 1,039 |
Current income tax expense | -100 | -53 | -38 |
Deferred income tax benefit/(expense) | 1 | -1 | -7 |
NET INCOME | 1,391 | 1,127 | 994 |
Net income attributable to noncontrolling interests | -30 | -33 | -28 |
NET INCOME ATTRIBUTABLE TO PAA | 1,361 | 1,094 | 966 |
NET INCOME ATTRIBUTABLE TO PAA: | ' | ' | ' |
LIMITED PARTNERS | 967 | 789 | 730 |
GENERAL PARTNER | $394 | $305 | $236 |
BASIC NET INCOME PER LIMITED PARTNER UNIT (in dollars per unit) | $2.82 | $2.41 | $2.46 |
DILUTED NET INCOME PER LIMITED PARTNER UNIT (in dollars per unit) | $2.80 | $2.40 | $2.44 |
BASIC WEIGHTED AVERAGE UNITS OUTSTANDING (in units) | 341 | 325 | 297 |
DILUTED WEIGHTED AVERAGE UNITS OUTSTANDING (in units) | 343 | 328 | 299 |
CONSOLIDATED_STATEMENTS_OF_OPE1
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
CONSOLIDATED STATEMENTS OF OPERATIONS | ' | ' | ' |
Interest expense, capitalized interest | $38 | $36 | $25 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ' | ' | ' |
Net income | $1,391 | $1,127 | $994 |
Other comprehensive income/(loss) | -177 | 26 | -64 |
Comprehensive income | 1,214 | 1,153 | 930 |
Comprehensive income attributable to noncontrolling interests | -30 | -30 | -24 |
Comprehensive income attributable to PAA | $1,184 | $1,123 | $906 |
CONSOLIDATED_STATEMENTS_OF_CHA
CONSOLIDATED STATEMENTS OF CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Increase (Decrease) in Accumulated Other Comprehensive Income | ' | ' | ' |
Balance at beginning of period | $80 | $54 | $118 |
Reclassification adjustments | -66 | -62 | 131 |
Deferred gain (loss) on cash flow hedges, net of tax | 109 | 44 | -154 |
Currency translation adjustments | -220 | 44 | -42 |
Proportionate share of our unconsolidated entities' other comprehensive income | ' | ' | 1 |
Total period activity | -177 | 26 | -64 |
Balance at end of period | -97 | 80 | 54 |
Derivative Instruments | ' | ' | ' |
Increase (Decrease) in Accumulated Other Comprehensive Income | ' | ' | ' |
Balance at beginning of period | -120 | -102 | -79 |
Reclassification adjustments | -66 | -62 | 131 |
Deferred gain (loss) on cash flow hedges, net of tax | 109 | 44 | -154 |
Total period activity | 43 | -18 | -23 |
Balance at end of period | -77 | -120 | -102 |
Translation Adjustments | ' | ' | ' |
Increase (Decrease) in Accumulated Other Comprehensive Income | ' | ' | ' |
Balance at beginning of period | 200 | 156 | 198 |
Currency translation adjustments | -220 | 44 | -42 |
Total period activity | -220 | 44 | -42 |
Balance at end of period | -20 | 200 | 156 |
Other | ' | ' | ' |
Increase (Decrease) in Accumulated Other Comprehensive Income | ' | ' | ' |
Balance at beginning of period | ' | ' | -1 |
Proportionate share of our unconsolidated entities' other comprehensive income | ' | ' | 1 |
Total period activity | ' | ' | $1 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
CASH FLOWS FROM OPERATING ACTIVITIES | ' | ' | ' |
Net income | $1,391 | $1,127 | $994 |
Reconciliation of net income to net cash provided by operating activities: | ' | ' | ' |
Depreciation and amortization | 375 | 482 | 249 |
Inventory valuation adjustments | 7 | 128 | 4 |
Equity-indexed compensation expense | 116 | 101 | 110 |
Gain on sales of linefill and base gas | -7 | -19 | -21 |
Settlement of terminated interest rate and foreign currency hedging instruments | 8 | -112 | 12 |
Other | -10 | -1 | 15 |
Changes in assets and liabilities, net of acquisitions: | ' | ' | ' |
Trade accounts receivable and other | -186 | 218 | 83 |
Inventory | 134 | -180 | 518 |
Accounts payable and other current liabilities | 126 | -504 | 401 |
Net cash provided by operating activities | 1,954 | 1,240 | 2,365 |
CASH FLOWS FROM INVESTING ACTIVITIES | ' | ' | ' |
Cash paid in connection with acquisitions, net of cash acquired (Note 3) | -28 | -2,156 | -1,390 |
Change in restricted cash | ' | ' | 20 |
Additions to property, equipment and other | -1,613 | -1,204 | -635 |
Cash received for sales of linefill and base gas | 40 | 65 | 56 |
Cash paid for purchases of linefill and base gas | -122 | -109 | -78 |
Investment in unconsolidated entities | -133 | -76 | ' |
Proceeds from sales of assets | 200 | 22 | 12 |
Cash received upon formation of equity-method investment | ' | 59 | ' |
Other investing activities | 3 | 7 | -5 |
Net cash used in investing activities | -1,653 | -3,392 | -2,020 |
CASH FLOWS FROM FINANCING ACTIVITIES | ' | ' | ' |
Net borrowings/(repayments) under PAA senior secured hedged inventory facility (Note 9) | -660 | 591 | -425 |
Net borrowings/(repayments) under PAA senior unsecured revolving credit facility (Note 9) | -92 | 59 | -793 |
Net borrowings/(repayments) under PNG credit agreement (Note 9) | -382 | 61 | 62 |
Net borrowings under PAA commercial paper program (Note 9) | 1,110 | ' | ' |
Proceeds from the issuance of senior notes | 699 | 1,996 | 597 |
Repayments of senior notes | -250 | -500 | -200 |
Net proceeds from the issuance of common units (Note 10) | 490 | 979 | 889 |
Net proceeds from the issuance of PNG common units | 40 | ' | 370 |
Distributions paid to common unitholders (Note 10) | -791 | -684 | -575 |
Distributions paid to general partner (Note 10) | -369 | -285 | -216 |
Distributions paid to noncontrolling interests | -49 | -48 | -40 |
Other financing activities | -27 | -18 | -14 |
Net cash provided by/(used in) financing activities | -281 | 2,151 | -345 |
Effect of translation adjustment on cash | -3 | -1 | -10 |
Net increase/(decrease) in cash and cash equivalents | 17 | -2 | -10 |
Cash and cash equivalents, beginning of period | 24 | 26 | 36 |
Cash and cash equivalents, end of period | 41 | 24 | 26 |
Cash paid for: | ' | ' | ' |
Interest, net of amounts capitalized | 305 | 295 | 254 |
Income taxes, net of amounts refunded | $37 | $71 | $11 |
CONSOLIDATED_STATEMENTS_OF_CHA1
CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (USD $) | Total | Common Units | General Partner | Partners' Capital Excluding Noncontrolling Interests | Noncontrolling Interests |
In Millions, except Share data, unless otherwise specified | |||||
Balance at Dec. 31, 2010 | $4,573 | $4,189 | $153 | $4,342 | $231 |
Balance (in units) at Dec. 31, 2010 | ' | 282,400,000 | ' | ' | ' |
Increase (Decrease) in Partners' Capital | ' | ' | ' | ' | ' |
Net income | 994 | 730 | 236 | 966 | 28 |
Distributions | -831 | -575 | -216 | -791 | -40 |
Issuance of common units | 889 | 870 | 19 | 889 | ' |
Issuance of common units (in units) | ' | 27,900,000 | ' | ' | ' |
Issuance of common units under LTIP | 15 | 15 | ' | 15 | ' |
Issuance of common units under LTIP (in units) | ' | 500,000 | ' | ' | ' |
Issuance of PNG common units | 370 | 63 | 1 | 64 | 306 |
Equity-indexed compensation expense | 28 | 16 | 9 | 25 | 3 |
Other comprehensive income/(loss) | -64 | -59 | -1 | -60 | -4 |
Balance at Dec. 31, 2011 | 5,974 | 5,249 | 201 | 5,450 | 524 |
Balance (in units) at Dec. 31, 2011 | ' | 310,800,000 | ' | ' | ' |
Increase (Decrease) in Partners' Capital | ' | ' | ' | ' | ' |
Net income | 1,127 | 789 | 305 | 1,094 | 33 |
Distributions | -1,017 | -684 | -285 | -969 | -48 |
Issuance of common units | 979 | 959 | 20 | 979 | ' |
Issuance of common units (in units) | ' | 23,500,000 | ' | ' | ' |
Issuance of common units under LTIP | 34 | 33 | 1 | 34 | ' |
Issuance of common units under LTIP (in units) | ' | 1,000,000 | ' | ' | ' |
Equity-indexed compensation expense | 28 | 18 | 6 | 24 | 4 |
Distribution equivalent right payments | -5 | -4 | ' | -4 | -1 |
Other comprehensive income/(loss) | 26 | 28 | 1 | 29 | -3 |
Balance at Dec. 31, 2012 | 7,146 | 6,388 | 249 | 6,637 | 509 |
Balance (in units) at Dec. 31, 2012 | 335,283,874 | 335,300,000 | ' | ' | ' |
Increase (Decrease) in Partners' Capital | ' | ' | ' | ' | ' |
Net income | 1,391 | 967 | 394 | 1,361 | 30 |
Distributions | -1,209 | -791 | -369 | -1,160 | -49 |
Issuance of common units | 477 | 468 | 9 | 477 | ' |
Issuance of common units (in units) | ' | 8,600,000 | ' | ' | ' |
Issuance of common units under LTIP | 5 | 4 | 1 | 5 | ' |
Issuance of common units under LTIP (in units) | ' | 800,000 | ' | ' | ' |
Units tendered by employees to satisfy tax withholding obligations | -15 | -15 | ' | -15 | ' |
Units tendered by employees to satisfy tax withholding obligations (in units) | ' | -300,000 | ' | ' | ' |
Issuance of PNG common units | 40 | 8 | ' | 8 | 32 |
Equity-indexed compensation expense | 39 | 33 | 5 | 38 | 1 |
Distribution equivalent right payments | -6 | -5 | ' | -5 | -1 |
Other comprehensive income/(loss) | -177 | -173 | -4 | -177 | ' |
PNG Merger (Note 10) | 12 | 465 | 10 | 475 | -463 |
PNG Merger (in units) | ' | 14,700,000 | ' | ' | ' |
Balance at Dec. 31, 2013 | $7,703 | $7,349 | $295 | $7,644 | $59 |
Balance (in units) at Dec. 31, 2013 | 359,133,200 | 359,100,000 | ' | ' | ' |
Organization_and_Basis_of_Pres
Organization and Basis of Presentation | 12 Months Ended | ||
Dec. 31, 2013 | |||
Organization and Basis of Presentation | ' | ||
Organization and Basis of Presentation | ' | ||
Note 1—Organization and Basis of Presentation | |||
Organization | |||
Plains All American Pipeline, L.P. is a Delaware limited partnership formed in 1998. Our operations are conducted directly and indirectly through our primary operating subsidiaries. As used in this Form 10-K and unless the context indicates otherwise, the terms “Partnership,” “Plains,” “PAA,” “we,” “us,” “our,” “ours” and similar terms refer to Plains All American Pipeline, L.P. and its subsidiaries. | |||
We own and operate midstream energy infrastructure and provide logistics services for crude oil, natural gas liquids (“NGL”), natural gas and refined products. The term NGL includes ethane and natural gasoline products as well as products commonly referred to as liquefied petroleum gas (“LPG”) such as propane and butane. When used in this Form 10-K, NGL refers to all NGL products including LPG. We own an extensive network of pipeline transportation, terminalling, storage, and gathering assets in key crude oil and NGL producing basins and transportation corridors and at major market hubs in the United States and Canada. Our business activities are conducted through three operating segments: (i) Transportation, (ii) Facilities and (iii) Supply and Logistics. See Note 18 for further discussion of our operating segments. | |||
Our 2% general partner interest is held by PAA GP LLC, a Delaware limited liability company, whose sole member is Plains AAP, L.P. (“AAP”), a Delaware limited partnership. In October 2013, Plains GP Holdings, L.P. (“PAGP”), a Delaware limited partnership that has elected to be treated as a corporation for U.S. federal income tax purposes, completed its initial public offering, and at December 31, 2013, owned a 22.1% limited partner interest in AAP. The remaining limited partner interests in AAP continue to be held by the owners of AAP immediately prior to PAGP’s initial public offering. In addition to its ownership of PAA GP LLC, AAP also owns all of our incentive distribution rights. Plains All American GP LLC (“GP LLC”), a Delaware limited liability company, is AAP’s general partner. GP LLC manages our operations and activities and employs our domestic officers and personnel. Our Canadian officers and personnel are employed by our subsidiary, Plains Midstream Canada ULC. PAGP is the sole member of GP LLC, and PAA GP Holdings LLC is the general partner of PAGP. References to our “general partner,” as the context requires, include any or all of PAA GP LLC, AAP and GP LLC. | |||
Definitions | |||
Additional defined terms are used in the following notes and shall have the meanings indicated below: | |||
AOCI | =font> | Accumulated other comprehensive income | |
Bcf | =font> | Billion cubic feet | |
Btu | =font> | British thermal unit | |
CAD | =font> | Canadian dollar | |
CERCLA | =font> | Federal Comprehensive Environmental Response, Compensation and Liability Act, as amended | |
CME | =font> | Chicago Mercantile Exchange | |
DERs | =font> | Distribution equivalent rights | |
EBITDA | =font> | Earnings before interest, taxes, depreciation and amortization | |
FASB | =font> | Financial Accounting Standards Board | |
FERC | =font> | Federal Energy Regulatory Commission | |
GAAP | =font> | Generally accepted accounting principles in the United States | |
ICE | =font> | Intercontinental Exchange | |
IPO | =font> | Initial public offering | |
LIBOR | =font> | London Interbank Offered Rate | |
LLS | =font> | Light Louisiana Sweet | |
LTIP | =font> | Long-term incentive plan | |
Mcf | =font> | Thousand cubic feet | |
MLP | =font> | Master limited partnership | |
MQD | =font> | Minimum quarterly distribution | |
NGL | =font> | Natural gas liquids including ethane, natural gasoline products, propane and butane | |
NYMEX | =font> | New York Mercantile Exchange | |
NYSE | =font> | New York Stock Exchange | |
Pacific | =font> | Pacific Energy Partners, L.P. | |
PLA | =font> | Pipeline loss allowance | |
PNG | =font> | PAA Natural Gas Storage, L.P. | |
PNGS | =font> | PAA Natural Gas Storage, LLC | |
Rainbow | =font> | Rainbow Pipe Line Company, Ltd. | |
RCRA | =font> | Federal Resource Conservation and Recovery Act, as amended | |
SG Resources | =font> | SG Resources Mississippi, LLC | |
SLC Pipeline | =font> | SLC Pipeline LLC | |
SOP | =font> | Shell Oil Products | |
USD | =font> | United States dollar | |
Velocity | =font> | Velocity South Texas Gathering, LLC | |
White Cliffs | =font> | White Cliffs Pipeline, LLC | |
WTI | =font> | West Texas Intermediate | |
WTS | =font> | West Texas Sour | |
Basis of Consolidation and Presentation | |||
The accompanying financial statements and related notes present and discuss our consolidated financial position as of December 31, 2013 and 2012, and the consolidated results of our operations, cash flows, changes in partners’ capital, comprehensive income and changes in accumulated other comprehensive income for the years ended December 31, 2013, 2012 and 2011. All significant intercompany transactions have been eliminated in consolidation, and certain reclassifications have been made to information from previous years to conform to the current presentation. These reclassifications do not affect net income attributable to PAA. The accompanying consolidated financial statements include PAA and all of its wholly owned subsidiaries. | |||
Investments in entities over which we have significant influence but not control are accounted for by the equity method. We evaluate our equity investments for impairment in accordance with FASB guidance with respect to the equity method of accounting for investments in common stock. An impairment of an equity investment results when factors indicate that the investment’s fair value is less than its carrying value and the reduction in value is other than temporary in nature. | |||
Subsequent events have been evaluated through the financial statements issuance date and have been included in the following footnotes where applicable. | |||
Completion of PNG Merger | |||
On October 21, 2013, we entered into a definitive agreement and plan of merger (the “PNG Merger Agreement”) with PNG that provided for a merger whereby PNG would become our wholly-owned subsidiary through a unit-for-unit exchange. On December 31, 2013, PNG’s common unitholders approved the PNG Merger Agreement, with PNG surviving the transactions as our wholly-owned subsidiary (referred to herein as the “PNG Merger”). See Note 10 for further discussion. Since we historically consolidated PNG for financial reporting purposes, the PNG Merger did not change the basis of consolidation of our historical financial statements. | |||
Two-for-One Unit Split | |||
A two-for-one split of our common units was completed on October 1, 2012. The effect of the two-for one split has been retroactively applied to all unit and per-unit amounts presented in this Form 10-K. In addition, our partnership agreement was amended to modify certain definitions related to target distribution amounts and minimum distribution amounts to reflect the unit split. | |||
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | |||||
Dec. 31, 2013 | ||||||
Summary of Significant Accounting Policies | ' | |||||
Summary of Significant Accounting Policies | ' | |||||
Note 2—Summary of Significant Accounting Policies | ||||||
Use of Estimates | ||||||
The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We make significant estimates with respect to (i) purchases and sales accruals, (ii) estimated fair value of assets and liabilities acquired and identification of associated goodwill and intangible assets, (iii) mark-to-market gains and losses on derivative instruments (pursuant to guidance issued by the FASB regarding fair value measurements), (iv) accruals and contingent liabilities, (v) equity-indexed compensation plan accruals, (vi) property and equipment and depreciation expense and (vii) allowance for doubtful accounts. Although we believe these estimates are reasonable, actual results could differ from these estimates. | ||||||
Revenue Recognition | ||||||
Supply and Logistics Segment Revenues. Revenues from sales of crude oil and NGL are recognized at the time title to the product sold transfers to the purchaser, which occurs upon delivery of the product to the purchaser or its designee. Sales of crude oil and NGL consist of outright sales contracts. Inventory purchases and sales under buy/sell transactions are treated as inventory exchanges. The sales under these exchanges are netted to zero in Supply and Logistics segment revenues in our Consolidated Statements of Operations. | ||||||
Additionally, we may utilize derivatives in connection with the transactions described above. For commodity derivatives that are designated as cash flow hedges, derivative gains and losses are deferred in AOCI and recognized in revenues in the periods during which the underlying physical hedged transaction impacts earnings. Also, the ineffective portion of the change in fair value of cash flow hedges is recognized in revenues each period along with the change in fair value of derivatives that do not qualify for or are not designated for hedge accounting. | ||||||
Transportation Segment Revenues. Revenues from pipeline tariffs and fees are associated with the transportation of crude oil and NGL at a published tariff, as well as revenues associated with leases and other agreements for committed space on various assets. Tariff revenues are recognized either at the point of delivery or at the point of receipt pursuant to specifications outlined in the regulated and non-regulated tariffs. Revenues associated with lease fees are recognized in the month to which the lease applies. The majority of our pipeline tariff and fee revenues are based on actual volumes and rates. As is common in the industry, our tariffs incorporate a loss allowance factor that is intended to offset losses due to evaporation, measurement and other losses in transit. We value the variance of allowance volumes to actual losses at the estimated net realizable value (including the impact of gains and losses from derivative related activities) at the time the variance occurred and the result is recorded as either an increase or decrease to tariff revenues. In addition, we have certain agreements that require counterparties to ship a minimum volume over an agreed upon period. Revenue is recognized at the latter of when the volume is shipped (pursuant to specifications outlined in the tariffs) or when the counterparty’s ability to make up the minimum volume has expired. | ||||||
Facilities Segment Revenues. Our Facilities segment operations generally consist of fee-based activities associated with providing storage, terminalling and throughput services for crude oil, refined products, NGL and natural gas, NGL fractionation and isomerization services and natural gas and condensate processing services. Revenues generated in this segment include (i) storage fees that are generated when we lease storage capacity, (ii) terminal throughput fees that are generated when we receive crude oil, refined products or NGL from one connecting source and redeliver the applicable product to another connecting carrier, (iii) rail terminal loading and unloading fees, (iv) hub service fees associated with natural gas park and loan activities, interruptible storage services and wheeling and balancing services, (v) revenues from the sale of natural gas, (vi) fees from NGL fractionation and isomerization and (vii) fees from gas processing services. We generate revenue through a combination of month-to-month and multi-year leases and processing arrangements. Storage fees resulting from short-term and long-term contracts are typically recognized in revenue ratably over the term of the contract regardless of the actual storage capacity utilized. Terminal fees (including throughput and rail fees) are recognized as the crude oil, NGL or refined product enters or exits the terminal and is received from or delivered to the connecting carrier or third-party terminal, as applicable. Hub service fees are recognized in the period the natural gas moves across our header system. Fees from NGL fractionation, isomerization services and gas processing services are recognized in the period when the services are performed. Revenues associated with the sale of natural gas are recognized at the time title to the product sold transfers to the purchaser or its designee. In addition, we have certain agreements that require counterparties to throughput a minimum volume over an agreed upon period. Revenue is recognized at the latter of when the volume exits the terminal or when the counterparty’s ability to make up the minimum volume has expired. | ||||||
Purchases and Related Costs | ||||||
Purchases and related costs include (i) the cost of crude oil, NGL, natural gas and refined products obtained in outright purchases, (ii) fees incurred for third-party transportation and storage, whether by pipeline, truck, rail, ship or barge, (iii) interest cost attributable to borrowings for inventory stored in a contango market and (iv) performance-related bonus costs. These costs are recognized when incurred except in the case of products purchased, which are recognized at the time title transfers to us. Purchases that are part of exchanges under buy/sell transactions are netted with the related sales, with any margin presented in “Purchases and related costs” in our Consolidated Statements of Operations. | ||||||
Field Operating Costs and General and Administrative Expenses | ||||||
Field operating costs consist of various field operating expenses, including fuel and power costs, telecommunications, payroll and benefit costs (including equity-indexed compensation expense) for truck drivers and field personnel, third-party trucking transportation costs for our U.S. crude oil operations, maintenance and integrity management costs, regulatory compliance, environmental remediation, insurance, vehicle leases, and property taxes. General and administrative expenses consist primarily of payroll and benefit costs (including equity-indexed compensation expense), certain information systems and legal costs, office rent, contract and consultant costs and audit and tax fees. | ||||||
Foreign Currency Transactions | ||||||
Certain of our subsidiaries use the Canadian dollar as their functional currency. Assets and liabilities of subsidiaries with a Canadian dollar functional currency are translated at period-end rates of exchange, and revenues and expenses are translated at average exchange rates prevailing for each month. The resulting translation adjustments are made directly to a separate component of other comprehensive income, which is reflected in Partners’ Capital on our Consolidated Balance Sheet. | ||||||
Certain of our subsidiaries also enter into transactions and have monetary assets and liabilities that are denominated in a currency other than the entities’ respective functional currencies. Gains and losses from the revaluation of foreign currency transactions and monetary assets and liabilities are included in the Consolidated Statements of Operations. The revaluation of foreign currency transactions and monetary assets and liabilities resulted in a gain of approximately $1 million for the year ended December 31, 2013 and losses of approximately $2 million for each of the years ended December 31, 2012 and 2011. | ||||||
Cash and Cash Equivalents | ||||||
Cash and cash equivalents consist of all unrestricted demand deposits and funds invested in highly liquid instruments with original maturities of three months or less and typically exceed federally insured limits. We periodically assess the financial condition of the institutions where these funds are held and believe that our credit risk is minimal. In accordance with our policy, outstanding checks are classified as accounts payable rather than negative cash. As of December 31, 2013 and 2012, accounts payable included approximately $70 million and $72 million, respectively, of outstanding checks that were reclassified from cash and cash equivalents. | ||||||
Accounts Receivable | ||||||
Our accounts receivable are primarily from purchasers and shippers of crude oil and, to a lesser extent, purchasers of NGL and natural gas storage. These purchasers include, but are not limited to refiners, producers, marketing and trading companies and financial institutions that are active in the physical and financial commodity markets. The majority of our accounts receivable relate to our crude oil supply and logistics activities that can generally be described as high volume and low margin activities, in many cases involving exchanges of crude oil volumes. | ||||||
To mitigate credit risk related to our accounts receivable, we have in place a rigorous credit review process. We closely monitor market conditions in order to make a determination with respect to the amount, if any, of credit to be extended to any given customer and the form and amount of financial performance assurances we require. Such financial assurances are commonly provided to us in the form of standby letters of credit, parental guarantees or advance cash payments. At December 31, 2013 and 2012, we had received approximately $117 million and $173 million, respectively, of advance cash payments from third parties to mitigate credit risk. Furthermore, at December 31, 2013 and 2012, we had received approximately $426 million and $343 million, respectively, of standby letters of credit to support obligations due from third parties, a portion of which applies to future business. In addition, in an effort to mitigate credit risk, a significant portion of our transactions with counterparties are settled on a net-cash basis. Further, we enter into netting agreements (contractual agreements that allow us to offset receivables and payables with those counterparties against each other on our balance sheet) for a majority of such arrangements. | ||||||
We review all outstanding accounts receivable balances on a monthly basis and record a reserve for amounts that we expect will not be fully recovered. We do not apply actual balances against the reserve until we have exhausted substantially all collection efforts. At December 31, 2013 and 2012, substantially all of our accounts receivable (net of allowance for doubtful accounts) were less than 30 days past their scheduled invoice date. Our allowance for doubtful accounts receivable totaled approximately $5 million and $4 million at December 31, 2013 and 2012, respectively. Although we consider our allowance for doubtful trade accounts receivable to be adequate, actual amounts could vary significantly from estimated amounts. | ||||||
Equity Method of Accounting | ||||||
Our investments in the following entities are accounted for under the equity method of accounting: | ||||||
Entity | Type of Operation | Our Ownership | ||||
Interest | ||||||
Settoon Towing, LLC | Barge Transportation Services | 50 | % | |||
Eagle Ford Pipeline LLC | Crude Oil Pipeline | 50 | % | |||
White Cliffs Pipeline, LLC | Crude Oil Pipeline | 36 | % | |||
Frontier Pipeline Company | Crude Oil Pipeline | 22 | % | |||
Butte Pipe Line Company | Crude Oil Pipeline | 22 | % | |||
We do not consolidate any part of the assets or liabilities of our equity investees. Our share of net income or loss is reflected as one line item on our Consolidated Statements of Operations entitled “Equity earnings in unconsolidated entities” and will increase or decrease, as applicable, the carrying value of our investments in unconsolidated entities on the balance sheet. In addition, as applicable, we include a proportionate share of our equity method investees’ unrealized gains and losses in other comprehensive income on our Consolidated Balance Sheet. We also adjust our investment balances in these investees by the like amount. Distributions we receive reduce the carrying value of our investments and will be reflected in our Consolidated Statements of Cash Flows in operating activities. In turn, contributions will increase the carrying value of our investments and will be reflected in our Consolidated Statements of Cash Flows in investing activities. | ||||||
During the year ended December 31, 2013, we contributed approximately $133 million to our equity method investees. Such contributions were primarily to Eagle Ford Pipeline LLC and White Cliffs Pipeline LLC for construction and expansion activities. | ||||||
In August 2012, we formed Eagle Ford Pipeline LLC with Enterprise Products Partners (“Enterprise”) for the purpose of developing a crude oil pipeline system in the Eagle Ford Area of South Texas. In conjunction with the formation, we and Enterprise contributed fixed assets with estimated book values of approximately $134 million and $15 million, respectively. In addition, Enterprise contributed cash of $59 million, which we received from Eagle Ford Pipeline LLC. Subsequent to the formation and through December 31, 2012, we and Enterprise contributed $75 million each to fund continued development of the pipeline system. | ||||||
We received distributions of approximately $55 million, $40 million and $23 million from our equity method investees during the years ended December 31, 2013, 2012 and 2011, respectively. | ||||||
Noncontrolling Interests | ||||||
We account for noncontrolling interests in subsidiaries in accordance with FASB guidance, which requires all entities to report noncontrolling interests in subsidiaries as a component of equity in the consolidated financial statements. Noncontrolling interest represents the portion of assets and liabilities in a consolidated subsidiary that is owned by a third-party. See Note 10 for additional discussion regarding our noncontrolling interests. | ||||||
Asset Retirement Obligations | ||||||
FASB guidance establishes accounting requirements for retirement obligations associated with tangible long-lived assets, including estimates related to (i) the time of the liability recognition, (ii) initial measurement of the liability, (iii) allocation of asset retirement cost to expense, (iv) subsequent measurement of the liability and (v) financial statement disclosures. FASB guidance also requires that the cost for asset retirement should be capitalized as part of the cost of the related long-lived asset and subsequently allocated to expense using a systematic and rational method. | ||||||
Some of our assets, primarily related to our Transportation and Facilities segments, have contractual or regulatory obligations to perform remediation and, in some instances, dismantlement and removal activities when the assets are abandoned. These obligations include varying levels of activity including disconnecting inactive assets from active assets, cleaning and purging assets, and in some cases, completely removing the assets and returning the land to its original state. These assets have been in existence for many years and with regular maintenance will continue to be in service for many years to come. It is not possible to predict when demand for these transportation or storage services will cease, and we do not believe that such demand will cease for the foreseeable future. Accordingly, we believe the date when these assets will be abandoned is indeterminate. With no reasonably determinable abandonment date, we cannot reasonably estimate the fair value of the associated asset retirement obligations. We will record asset retirement obligations for these assets in the period in which sufficient information becomes available for us to reasonably determine the settlement dates. | ||||||
A small portion of our contractual or regulatory obligations is related to assets that are inactive or that we plan to take out of service and, although the ultimate timing and costs to settle these obligations are not known with certainty, we have recorded a reasonable estimate of these obligations. We have estimated that the fair value of these obligations was approximately $34 million and $31 million, respectively, at December 31, 2013 and 2012. | ||||||
Fair Value Measurements | ||||||
Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement requires judgment, which affects the placement of assets and liabilities within the fair value hierarchy levels. The determination of the fair values includes not only the credit standing of the counterparties involved and the impact of credit enhancements (such as cash deposits and letters of credit) but also the impact of our nonperformance risk on our liabilities. The fair value of our commodity derivatives, interest rate derivatives and foreign currency derivatives includes adjustments for credit risk. Our credit adjustment methodology uses market observable inputs and requires judgment. There were no changes to any of our valuation techniques during the period. See Notes 9 and 11 for further discussion. | ||||||
Other Significant Accounting Policies | ||||||
See the respective footnotes for our accounting policies regarding (i) net income per limited partner unit, (ii) inventory, linefill and base gas and long-term inventory, (iii) property and equipment, (iv) other assets, (v) goodwill, (vi) derivatives and risk management activities, (vii) income taxes, (viii) equity-indexed compensation and (ix) environmental matters. | ||||||
Recent Accounting Pronouncements | ||||||
In March 2013, the FASB issued guidance regarding the release of cumulative translation adjustments into net income when a parent either sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or group of assets that is a business within a foreign entity. This guidance becomes effective beginning after December 15, 2013. We adopted this guidance on January 1, 2014. Our adoption is not expected to have a material impact on our financial position, results of operations or cash flows. | ||||||
In February 2013, the FASB issued guidance requiring an entity to present either in a single note or parenthetically on the face of the financial statements (i) the amount of significant items reclassified from each component of AOCI and (ii) the income statement line items affected by the reclassification. This guidance became effective for interim and annual periods beginning after December 15, 2012. We adopted this guidance during the first quarter of 2013. For the years ended December 31, 2013, 2012 and 2011, all reclassifications out of AOCI were related to derivative instruments. Other than requiring additional disclosure, which is included in Note 11, our adoption did not have an impact on our financial position, results of operations or cash flows. | ||||||
In July 2012, the FASB issued guidance intended to simplify the impairment test for indefinite-lived intangible assets other than goodwill by giving entities the option to first assess qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired. The results of the qualitative assessment would be used as a basis in determining whether it is necessary to perform the two-step quantitative impairment testing. An entity can choose to perform the qualitative assessment on none, some or all of its indefinite-lived intangible assets, or may bypass the qualitative assessment and proceed directly to the quantitative impairment test. This guidance is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012, with early adoption permitted in certain circumstances. We adopted this guidance on January 1, 2013. Our adoption did not have a material impact on our financial position, results of operations or cash flows. | ||||||
In December 2011, the FASB issued guidance requiring disclosures of both gross and net information about recognized financial instruments and derivative instruments that are either (i) offset in accordance with the specified sections of GAAP or (ii) subject to an enforceable master netting arrangement or similar agreement. In January 2013, the FASB amended and clarified the scope of these disclosures to include only (i) derivative instruments, (ii) repurchase agreements and reverse repurchase agreements and (iii) securities lending transactions. This guidance is effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. We adopted this guidance on January 1, 2013. Other than requiring additional disclosure, which is included in Note 11, our adoption did not have an impact on our financial position, results of operations or cash flows. | ||||||
Acquisitions_and_Dispositions
Acquisitions and Dispositions | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Acquisitions and Dispositions | ' | |||||||
Acquisitions and Dispositions | ' | |||||||
Note 3—Acquisitions and Dispositions | ||||||||
The following acquisitions were accounted for using the acquisition method of accounting and the determination of the fair value of the assets and liabilities acquired has been estimated in accordance with the applicable accounting guidance. | ||||||||
2013 Acquisitions | ||||||||
During the year ended December 31, 2013, we completed an acquisition for aggregate consideration of approximately $19 million. The assets acquired included a trucking business included in our Transportation segment. We recognized goodwill of approximately $6 million related to this acquisition. | ||||||||
2012 Acquisitions | ||||||||
BP NGL Acquisition | ||||||||
On April 1, 2012, we acquired all of the outstanding shares of BP Canada Energy Company (“BPCEC”), a wholly owned subsidiary of BP Corporation North America Inc. (“BP North America”) from Amoco Canada International Holdings B.V. (the “Seller”). Total consideration for this acquisition (referred to herein as the “BP NGL Acquisition”), which was based on an October 1, 2011 effective date, was approximately $1.68 billion in cash, including $17 million of imputed interest, subject to working capital and other adjustments. | ||||||||
The determination of the fair value of the assets and liabilities acquired is as follows (in millions): | ||||||||
Average | ||||||||
Depreciable | ||||||||
Description | Amount | Life (in years) | ||||||
Working capital | $ | 241 | N/A | |||||
Property and equipment | 1,081 | May-70 | ||||||
Linefill | 85 | N/A | ||||||
Long-term inventory | 165 | N/A | ||||||
Intangible assets (contract) | 130 | 13 | ||||||
Goodwill | 236 | N/A | ||||||
Deferred tax liability | (236 | ) | N/A | |||||
Environmental liability | (14 | ) | N/A | |||||
Other long-term liabilities | (5 | ) | N/A | |||||
Total | $ | 1,683 | ||||||
The purchase price was equal to the fair value of the net tangible and intangible assets acquired, excluding the resulting deferred tax liability and goodwill. The deferred tax liability is determined by the difference between the fair value of the acquired assets and liabilities and the tax basis for those assets and liabilities. The resulting liability gives rise to an equal and offsetting goodwill balance for this transaction. | ||||||||
Intangible assets above consisted of a contract with a 13 year life. Amortization of this contract under the declining balance method was approximately $31 million and $41 million during the years ended December 31, 2013 and 2012, respectively, and the future amortization through 2017 is estimated as follows: | ||||||||
2014 | $ | 10 | ||||||
2015 | $ | 8 | ||||||
2016 | $ | 7 | ||||||
2017 | $ | 6 | ||||||
The BP NGL Acquisition was pre-funded through various means, including the issuance of common units and senior notes in March 2012 for net proceeds of approximately $1.69 billion. During the year ended December 31, 2012, we incurred approximately $13 million of acquisition-related costs associated with the BP NGL Acquisition. Such costs are reflected as a component of “General and administrative expenses” in our Consolidated Statement of Operations. | ||||||||
USD Rail Terminal Acquisition | ||||||||
On December 12, 2012, we completed a transaction with U.S. Development Group (referred to herein as the “USD Rail Terminal Acquisition”) for an aggregate consideration of approximately $503 million, paid in cash. Through the USD Rail Terminal Acquisition, we acquired four operating crude oil rail terminals and one terminal under development. The determination of the fair value of the assets and liabilities acquired was approximately $1 million of working capital, $76 million of property and equipment and $426 million of goodwill. The goodwill arising from the USD Rail Terminal Acquisition represents anticipated opportunities to generate future cash flows from the rail facilities by utilizing them to reduce capacity constraints in certain geographic market areas. | ||||||||
Other 2012 Acquisitions | ||||||||
During the year ended December 31, 2012, we completed several additional acquisitions for an aggregate consideration of approximately $150 million. The assets acquired primarily included crude oil and condensate gathering pipelines, a truck unloading terminal and trailers that are utilized in our Transportation segment, and terminal facilities included in our Facilities segment. We recognized goodwill of approximately $10 million related to these acquisitions. | ||||||||
Pro Forma Results | ||||||||
Disclosure of the revenues and earnings from the BP NGL Acquisition, USD Rail Terminal Acquisition and our other 2012 acquisitions in our results for the year ended December 31, 2012 is not practicable as they are not being operated as standalone subsidiaries. Selected unaudited pro forma results of operations for the years ended December 31, 2012 and 2011, assuming our 2012 acquisitions had occurred on January 1, 2011, are presented below (in millions, except per unit amounts): | ||||||||
Year Ended December 31, | ||||||||
2012 | 2011 | |||||||
Total revenues | $ | 38,729 | $ | 37,493 | ||||
Net income attributable to PAA | $ | 1,149 | $ | 1,153 | ||||
Limited partner interest in net income attributable to PAA | $ | 846 | $ | 928 | ||||
Net income per limited partner unit: | ||||||||
Basic | $ | 2.57 | $ | 3.01 | ||||
Diluted | $ | 2.55 | $ | 2.99 | ||||
2011 Acquisitions | ||||||||
Southern Pines Acquisition | ||||||||
On February 9, 2011, we acquired 100% of the equity interests in SG Resources from SGR Holdings, L.L.C. (the “Southern Pines Acquisition”) for an aggregate purchase price of approximately $765 million in cash (approximately $750 million, net of cash and other working capital acquired). The purchase price included the release of restricted cash of approximately $20 million held in escrow prior to the closing of the acquisition. The primary asset of SG Resources is the Southern Pines Energy Center (“Southern Pines”), a FERC-regulated, salt-cavern natural gas storage facility located in Greene County, Mississippi. | ||||||||
The fair value of assets acquired and liabilities assumed was as follows (in millions): | ||||||||
Average | ||||||||
Depreciable | ||||||||
Description | Amount | Life (in years) | ||||||
Inventory | $ | 14 | N/A | |||||
Property and equipment | 340 | May-70 | ||||||
Base gas | 3 | N/A | ||||||
Other working capital (including approximately $13 million of cash acquired) | 15 | N/A | ||||||
Intangible assets | 92 | 10-Feb | ||||||
Goodwill | 301 | N/A | ||||||
Total | $ | 765 | ||||||
The allocation of fair value to intangible assets above was comprised of a tax abatement valued at approximately $15 million and contracts valued at approximately $77 million. Goodwill or indefinite lived intangible assets will not be subject to depreciation or amortization, but will be subject to periodic impairment testing and, if necessary, will be written down to fair value should circumstances warrant. | ||||||||
Several factors contributed to a purchase price in excess of the fair value of the net tangible and intangible assets acquired. Such factors included the strategic location of the Southern Pines facility, the limited alternative locations and the extended lead times required to develop and construct such facility, along with its operational flexibility, organic expansion capabilities and synergies anticipated to be obtained from combining Southern Pines with our existing asset base. This acquisition is reflected in our Facilities segment. | ||||||||
Other 2011 Acquisitions | ||||||||
Western Acquisition. On December 29, 2011, we completed two transactions with Western Refining for a combined consideration of approximately $220 million in cash. Through the first transaction, we acquired crude oil, refined products and NGL storage and the associated manifold and pumping equipment located at Western’s Yorktown, Virginia refinery site, which we operate as a terminal, as well as certain intangible assets. The second transaction included an 82-mile, 16-inch segment of pipeline that originates in Chaves County, New Mexico and connects into our Basin Pipeline system at Jal, New Mexico. The transaction includes associated tankage, piping and other related assets at the Lynch and Jal Stations. | ||||||||
Gardendale Gathering System Acquisition. On November 29, 2011, we completed the acquisition of 100% of the member interests in Velocity from Velocity Midstream Partners, LLC for an aggregate consideration of approximately $349 million in cash. The assets acquired included approximately 120 miles of crude oil and condensate gathering and transportation pipelines (the “Gardendale Gathering System”) in the Eagle Ford Shale. We recognized goodwill of approximately $155 million associated with this acquisition, which was primarily related to the potential incremental income from anticipated growth projects. | ||||||||
Additional2011 Acquisitions. During 2011, we completed six additional acquisitions for an aggregate consideration of approximately $20 million. These acquisitions included propane storage and terminal facilities included in our Facilities segment, a trucking business included in our Transportation segment as well as the right to ship on third-party pipelines, the revenues of which are included in our Supply and Logistics segment. | ||||||||
The determination of fair value of assets acquired and liabilities assumed for all other acquisitions completed during 2011, including the Western and Gardendale Gathering System acquisitions, is as follows (in millions): | ||||||||
Description | Amount | |||||||
Inventory | $ | 2 | ||||||
Linefill | 2 | |||||||
Property and equipment | 280 | |||||||
Other working capital, net of cash acquired | (6 | ) | ||||||
Intangible assets | 142 | |||||||
Environmental liability | (9 | ) | ||||||
Goodwill | 178 | |||||||
Total | $ | 589 | ||||||
Dispositions | ||||||||
During 2013, 2012 and 2011, we sold various property and equipment for proceeds totaling approximately $200 million, $22 million and $12 million, respectively. Gains of less than $1 million and approximately $6 million and a loss of approximately $6 million were recognized in 2013, 2012 and 2011, respectively, related to these sales. | ||||||||
In February 2013, we signed a definitive agreement to sell certain refined products pipeline systems and related assets included in our Transportation segment. At December 31, 2012, these assets were classified as held for sale on our Consolidated Balance Sheet (in “Other current assets”). We closed a portion of the transaction on July 1, 2013 and the balance in November 2013. | ||||||||
Net_Income_Per_Limited_Partner
Net Income Per Limited Partner Unit | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Net Income Per Limited Partner Unit | ' | ||||||||||
Net Income Per Limited Partner Unit | ' | ||||||||||
Note 4—Net Income Per Limited Partner Unit | |||||||||||
Basic and diluted net income per limited partner unit is determined pursuant to the two-class method for Master Limited Partnerships as prescribed in the FASB guidance. The two-class method is an earnings allocation formula that is used to determine earnings to our general partner, common unitholders and participating securities according to distributions pertaining to the current period’s net income and participation rights in undistributed earnings. Under this method, all earnings are allocated to our general partner, common unitholders and participating securities based on their respective rights to receive distributions, regardless of whether those earnings would actually be distributed during a particular period from an economic or practical perspective. | |||||||||||
We calculate basic and diluted net income per limited partner unit by dividing net income attributable to PAA, after deducting the amount allocated to the general partner’s interest, incentive distribution rights (“IDRs”) and participating securities, by the basic and diluted weighted-average number of limited partner units outstanding during the period. Participating securities include LTIP awards that have vested distribution equivalent rights (“DERs”), which entitle the grantee to a cash payment equal to the cash distribution paid on our outstanding common units. | |||||||||||
Diluted net income per limited partner unit is computed based on the weighted average number of units plus the effect of dilutive potential units outstanding during the period using the two-class method. Our LTIP awards that contemplate the issuance of common units are considered dilutive unless (i) vesting occurs only upon the satisfaction of a performance condition and (ii) that performance condition has yet to be satisfied. LTIP awards that are deemed to be dilutive are reduced by a hypothetical unit repurchase based on the remaining unamortized fair value, as prescribed by the treasury stock method in guidance issued by the FASB. See Note 15 for a complete discussion of our LTIP awards including specific discussion regarding DERs. | |||||||||||
The following table sets forth the computation of basic and diluted earnings per limited partner unit for the years ended 2013, 2012 and 2011 (in millions, except per unit data): | |||||||||||
Year Ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Basic Net Income per Limited Partner Unit | |||||||||||
Net income attributable to PAA | $ | 1,361 | $ | 1,094 | $ | 966 | |||||
General partner’s incentive distribution (1) | (375 | ) | (289 | ) | (221 | ) | |||||
General partner 2% ownership (1) | (19 | ) | (16 | ) | (15 | ) | |||||
Net income available to limited partners | 967 | 789 | 730 | ||||||||
Undistributed earnings allocated and distributions to participating securities (1) | (7 | ) | (5 | ) | — | ||||||
Net income available to limited partners in accordance with application of the two-class method for MLPs | $ | 960 | $ | 784 | $ | 730 | |||||
Basic weighted average number of limited partner units outstanding | 341 | 325 | 297 | ||||||||
Basic net income per limited partner unit | $ | 2.82 | $ | 2.41 | $ | 2.46 | |||||
Diluted Net Income per Limited Partner Unit | |||||||||||
Net income attributable to PAA | $ | 1,361 | $ | 1,094 | $ | 966 | |||||
General partner’s incentive distribution (1) | (375 | ) | (289 | ) | (221 | ) | |||||
General partner 2% ownership (1) | (19 | ) | (16 | ) | (15 | ) | |||||
Net income available to limited partners | 967 | 789 | 730 | ||||||||
Undistributed earnings allocated and distributions to participating securities (1) | (6 | ) | (4 | ) | — | ||||||
Net income available to limited partners in accordance with application of the two-class method for MLPs | $ | 961 | $ | 785 | $ | 730 | |||||
Basic weighted average number of limited partner units outstanding | 341 | 325 | 297 | ||||||||
Effect of dilutive securities: Weighted average LTIP units | 2 | 3 | 2 | ||||||||
Diluted weighted average number of limited partner units outstanding | 343 | 328 | 299 | ||||||||
Diluted net income per limited partner unit | $ | 2.8 | $ | 2.4 | $ | 2.44 | |||||
(1) We calculate net income available to limited partners based on the distributions pertaining to the current period’s net income. After adjusting for the appropriate period’s distributions, the remaining undistributed earnings or excess distributions over earnings, if any, are allocated to the general partner, limited partners and participating securities in accordance with the contractual terms of the partnership agreement and as further prescribed under the two-class method. | |||||||||||
The terms of our partnership agreement limit the general partner’s incentive distribution to the amount of available cash, which, as defined in the partnership agreement, is net of reserves deemed appropriate. As such, IDRs are not allocated undistributed earnings or distributions in excess of earnings in the calculation of net income per limited partner unit. If, however, undistributed earnings were allocated to our IDRs beyond amounts distributed to them under the terms of the partnership agreement, basic and diluted earnings per limited partner unit as reflected in the table above would be impacted as follows: | |||||||||||
Year Ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Basic net income per limited partner unit impact | $ | (0.20 | ) | $ | (0.11 | ) | $ | (0.22 | ) | ||
Diluted net income per limited partner unit impact | $ | (0.20 | ) | $ | (0.11 | ) | $ | (0.21 | ) | ||
Inventory_Linefill_and_Base_Ga
Inventory, Linefill and Base Gas and Long-term Inventory | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||
Inventory, Linefill and Base Gas and Long-term Inventory | ' | |||||||||||||||||||||
Inventory, Linefill and Base Gas and Long-term Inventory | ' | |||||||||||||||||||||
Note 5—Inventory, Linefill and Base Gas and Long-term Inventory | ||||||||||||||||||||||
Inventory primarily consists of crude oil, NGL and natural gas in pipelines, storage facilities and railcars that are valued at the lower of cost or market, with cost determined using an average cost method within specific inventory pools. At the end of each reporting period, we assess the carrying value of our inventory and make any adjustments necessary to reduce the carrying value to the applicable net realizable value. We recorded non-cash charges of approximately $7 million and $128 million for the years ended December 31, 2013 and 2012, respectively related to the writedown of our crude oil and NGL inventory due to declines in prices during the period. As of December 31, 2013 and 2012, a majority of the inventory subject to writedown in each period had been liquidated and the applicable derivative instruments had been settled by the end of each year. The recognition of these adjustments in 2013 and 2012, which are a component of “Purchases and related costs” in our accompanying Consolidated Statement of Operations, was substantially offset by the recognition of gains on derivative instruments being utilized to hedge the future sales of our crude oil and NGL inventory. Substantially all of such gains were recorded to “Supply and Logistics segment revenues” in our Consolidated Statement of Operations. See Note 11 for discussion of our derivative and risk management activities. We did not recognize a material writedown of inventory during 2011. | ||||||||||||||||||||||
Linefill and base gas and minimum working inventory requirements in assets we own are recorded at historical cost and consist of crude oil, NGL and natural gas. We classify as linefill or base gas (i) our proportionate share of barrels used to fill a pipeline that we own such that when an incremental barrel is pumped into or enters a pipeline it forces product out at another location, (ii) barrels that represent the minimum working requirements in tanks that we own and (iii) natural gas required to maintain the minimum operating pressure of natural gas storage facilities we own. During 2013, 2012 and 2011, we recorded gains of approximately $7 million, $19 million and $21 million, respectively, on the sale of linefill and base gas for proceeds of approximately $40 million, $65 million and $56 million, respectively. | ||||||||||||||||||||||
Minimum working inventory requirements in third-party assets and other working inventory in our assets that is needed for our commercial operations are included within specific inventory pools in inventory (a current asset) in determining the average cost of operating inventory. At the end of each period, we reclassify the inventory not expected to be liquidated within the succeeding twelve months out of inventory, at the average cost of the applicable inventory pools, and into long-term inventory, which is reflected as a separate line item in “Other assets” on our Consolidated Balance Sheet. | ||||||||||||||||||||||
Inventory, linefill and base gas and long-term inventory consisted of the following as of the dates indicated (barrels and natural gas volumes in thousands and carrying value in millions): | ||||||||||||||||||||||
December 31, 2013 | December 31, 2012 | |||||||||||||||||||||
Volumes | Unit of | Carrying | Price/ | Volumes | Unit of | Carrying | Price/ | |||||||||||||||
Measure | Value | Unit (1) | Measure | Value | Unit (1) | |||||||||||||||||
Inventory | ||||||||||||||||||||||
Crude oil | 6,951 | barrels | $ | 540 | $ | 77.69 | 9,492 | barrels | $ | 737 | $ | 77.64 | ||||||||||
NGL | 8,061 | barrels | 352 | $ | 43.67 | 9,472 | barrels | 388 | $ | 40.96 | ||||||||||||
Natural gas | 40,505 | Mcf | 150 | $ | 3.7 | 20,374 | Mcf | 60 | $ | 2.94 | ||||||||||||
Other | N/A | 23 | N/A | N/A | 24 | N/A | ||||||||||||||||
Inventory subtotal | 1,065 | 1,209 | ||||||||||||||||||||
Linefill and base gas | ||||||||||||||||||||||
Crude oil | 10,966 | barrels | 679 | $ | 61.92 | 9,919 | barrels | 583 | $ | 58.78 | ||||||||||||
NGL | 1,341 | barrels | 62 | $ | 46.23 | 1,400 | barrels | 70 | $ | 50 | ||||||||||||
Natural gas | 16,615 | Mcf | 57 | $ | 3.43 | 15,755 | Mcf | 54 | $ | 3.43 | ||||||||||||
Linefill and base gas subtotal | 798 | 707 | ||||||||||||||||||||
Long-term inventory | ||||||||||||||||||||||
Crude oil | 2,498 | barrels | 202 | $ | 80.86 | 1,962 | barrels | 149 | $ | 75.94 | ||||||||||||
NGL | 1,161 | barrels | 49 | $ | 42.2 | 3,238 | barrels | 125 | $ | 38.6 | ||||||||||||
Long-term inventory subtotal | 251 | 274 | ||||||||||||||||||||
Total | $ | 2,114 | $ | 2,190 | ||||||||||||||||||
(1) Price per unit of measure represents a weighted average associated with various grades, qualities and locations. Accordingly, these prices may not coincide with any published benchmarks for such products. | ||||||||||||||||||||||
Property_and_Equipment
Property and Equipment | 12 Months Ended | |||||||||
Dec. 31, 2013 | ||||||||||
Property and Equipment | ' | |||||||||
Property and Equipment | ' | |||||||||
Note 6—Property and Equipment | ||||||||||
In accordance with our capitalization policy, expenditures made to expand the existing operating and/or earnings capacity of our assets, including related interest costs, are capitalized. For the years ended December 31, 2013, 2012 and 2011, capitalized interest was $38 million, $36 million and $25 million, respectively. We also capitalize expenditures for the replacement of partially or fully depreciated assets in order to maintain the operating and/or earnings capacity of our existing assets. Repair and maintenance expenditures incurred in order to maintain the day to day operation of our existing assets are expensed as incurred. | ||||||||||
Property and equipment, net is stated at cost and consisted of the following as of the dates indicated (in millions): | ||||||||||
Estimated Useful | December 31, | |||||||||
Lives (Years) | 2013 | 2012 | ||||||||
Pipelines and related facilities | Oct-70 | $ | 6,113 | $ | 5,305 | |||||
Storage, terminal and rail facilities | 30 - 70 | 4,704 | 4,354 | |||||||
Trucking equipment and other | 15-Mar | 150 | 136 | |||||||
Construction in progress | — | 1,008 | 910 | |||||||
Office property and equipment | Feb-50 | 125 | 111 | |||||||
Land and other | N/A | 373 | 326 | |||||||
12,473 | 11,142 | |||||||||
Accumulated depreciation | (1,654 | ) | (1,499 | ) | ||||||
Property and equipment, net | $ | 10,819 | $ | 9,643 | ||||||
Depreciation expense for the years ended December 31, 2013, 2012 and 2011 was approximately $259 million, $222 million and $196 million, respectively. We also classify gains and losses on sales of assets and asset impairments as a component of “Depreciation and amortization” in our Consolidated Statements of Operations. See Note 3 for additional information regarding dispositions. See “Impairment of Long-Lived Assets” below for a discussion of our policy for the recognition of asset impairments. | ||||||||||
We calculate our depreciation using the straight-line method, based on estimated useful lives and salvage values of our assets. During 2011, we extended the depreciable lives of several of our crude oil and other storage facilities and pipeline systems based on a review to assess the useful lives of our property and equipment and to adjust those lives, if appropriate, to reflect current expectations given actual experience and current technology. For the year ended December 31, 2012, these extensions reduced depreciation expense by $13 million as compared to the year ended December 31, 2011. | ||||||||||
Impairment of Long-Lived Assets | ||||||||||
Long-lived assets with recorded values that are not expected to be recovered through future cash flows are written down to estimated fair value in accordance with FASB guidance with respect to the accounting for the impairment or disposal of long-lived assets. Under this guidance, a long-lived asset is tested for impairment when events or circumstances indicate that its carrying value may not be recoverable. The carrying value of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If the carrying value exceeds the sum of the undiscounted cash flows, an impairment loss equal to the amount by which the carrying value exceeds the fair value of the asset is recognized. | ||||||||||
We periodically evaluate property and equipment and other long-lived assets for impairment when events or circumstances indicate that the carrying value of these assets may not be recoverable. The evaluation is highly dependent on the underlying assumptions of related cash flows. The subjective assumptions used to determine the existence of an impairment in carrying value include: | ||||||||||
· whether there is an indication of impairment; | ||||||||||
· the grouping of assets; | ||||||||||
· the intention of “holding,” “abandoning” or “selling” an asset; | ||||||||||
· the forecast of undiscounted expected future cash flow over the asset’s estimated useful life; and | ||||||||||
· if an impairment exists, the fair value of the asset or asset group. | ||||||||||
For the years ended December 31, 2013 and 2011, we recognized impairments of approximately $20 million and $5 million, respectively, related predominantly to assets taken out of service. | ||||||||||
During the year ended December 31, 2012, we recognized losses on impairments of long-lived assets of approximately $168 million, primarily related to our Pier 400 terminal project, which is reflected in “Depreciation and amortization” on our Consolidated Statement of Operations. This project, which we acquired in late 2006 by virtue of our merger with Pacific, was to develop deepwater petroleum import terminal at Pier 400 and Terminal Island in the Port of Los Angeles to handle marine receipts of crude oil and refinery feedstock. During the third quarter of 2012, we decided not to proceed with the development of this project. A number of factors contributed to the uncertainties with respect to financial returns and the determination not to proceed with the project, including project delays, the economic downturn, regulatory and permitting hurdles, a challenging refining environment in California and an industry shift in the outlook for availability of domestic crude oil. We assessed the recoverability of these long-lived assets and, where necessary, performed further analysis based on a projected discounted cash flow methodology. As a result of this impairment review, we wrote off a substantial portion of the carrying amount of these long-lived assets, except for the portion that we anticipate we will recover. These project assets were included in our Facilities segment. | ||||||||||
Also in 2012, we recognized a loss on impairment as a result of our decision to sell certain refined products pipeline systems and related assets included in the Transportation segment. At December 31, 2012, these assets were classified as held for sale on our Consolidated Balance Sheet (in “Other current assets”). In accordance with GAAP, we wrote their book value down to their expected sales price. In February 2013, we signed a definitive agreement to sell these systems and related assets. A portion of the transaction closed in July 2013 and we closed the balance of the transaction in November 2013. | ||||||||||
Goodwill
Goodwill | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Goodwill | ' | |||||||||||||
Goodwill | ' | |||||||||||||
Note 7—Goodwill | ||||||||||||||
Goodwill represents the future economic benefits arising from assets acquired in a business combination that are not individually identified and separately recognized. | ||||||||||||||
In accordance with FASB guidance, we test goodwill at least annually (as of June 30) and on an interim basis if a triggering event occurs, such as an adverse change in business climate, to determine whether impairment has occurred. Goodwill is tested for impairment at a level of reporting referred to as a reporting unit. A reporting unit is an operating segment or one level below an operating segment for which discrete financial information is available and regularly reviewed by segment management. Our reporting units are our operating segments. FASB guidance requires a two-step, quantitative approach to testing goodwill for impairment; however, we may first assess certain qualitative factors to determine whether it is necessary to perform the two-step goodwill impairment test. We did not elect to apply this qualitative assessment during our 2013 annual goodwill impairment test, but proceeded directly to the two-step, quantitative test. In Step 1, we compare the fair value of the reporting unit with the respective book values, including goodwill, by using an income approach based on a discounted cash flow analysis. This approach requires us to make long-term forecasts of future revenues, expenses and other expenditures. Those forecasts require the use of various assumptions and estimates, the most significant of which are net revenues (total revenues less purchases and related costs), operating expenses, general and administrative expenses and the weighted average cost of capital. Fair value of the reporting units is determined using significant unobservable inputs, or level 3 inputs in the fair value hierarchy. When the fair value is greater than book value, then the reporting unit’s goodwill is not considered impaired. If the book value is greater than fair value, then we proceed to Step 2. In Step 2, we compare the implied fair value of the reporting unit’s goodwill with the book value. A goodwill impairment loss is recognized if the carrying amount exceeds its fair value. | ||||||||||||||
Through Step 1 of our annual testing of goodwill for potential impairment, which also includes a sensitivity analysis regarding the excess of our reporting unit’s fair value over book value, we determined that the fair value of each reporting unit was substantially greater than its respective book value, and therefore goodwill was not considered impaired. We will continue to monitor various potential indicators (including the financial markets) to determine if a triggering event occurs and will perform another goodwill impairment analysis if necessary. | ||||||||||||||
The table below reflects our goodwill by segment and changes during the periods presented (in millions): | ||||||||||||||
Transportation | Facilities | Supply and Logistics | Total | |||||||||||
Balance at December 31, 2011 | $ | 818 | $ | 609 | $ | 427 | $ | 1,854 | ||||||
2012 Goodwill Related Activity: | ||||||||||||||
BP NGL Acquisition | 72 | 136 | 28 | 236 | ||||||||||
USD Rail Terminal Acquisition | — | 426 | — | 426 | ||||||||||
Other acquisitions | 10 | — | — | 10 | ||||||||||
Foreign currency translation adjustments | 5 | — | 2 | 7 | ||||||||||
Purchase price accounting adjustments and other | (8 | ) | — | 10 | 2 | |||||||||
Balance at December 31, 2012 | $ | 897 | $ | 1,171 | $ | 467 | $ | 2,535 | ||||||
2013 Goodwill Related Activity: | ||||||||||||||
Acquisitions (1) | 6 | — | — | 6 | ||||||||||
Foreign currency translation adjustments | (20 | ) | (9 | ) | (4 | ) | (33 | ) | ||||||
Purchase price accounting adjustments and other (1) | (5 | ) | — | — | (5 | ) | ||||||||
Balance at December 31, 2013 | $ | 878 | $ | 1,162 | $ | 463 | $ | 2,503 | ||||||
(1) Goodwill is recorded at the acquisition date based on a preliminary fair value determination. This preliminary goodwill balance may be adjusted when the fair value determination is finalized. See Note 3 for additional discussion of our acquisitions. | ||||||||||||||
Other_Assets_Net
Other Assets, Net | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||
Other Assets, Net | ' | |||||||||||||||||||||
Other Assets, Net | ' | |||||||||||||||||||||
Note 8—Other Assets, Net | ||||||||||||||||||||||
Other assets, net of accumulated amortization, consist of the following as of the dates indicated (in millions): | ||||||||||||||||||||||
December 31, | ||||||||||||||||||||||
2013 | 2012 | |||||||||||||||||||||
Debt issue costs | $ | 70 | $ | 69 | ||||||||||||||||||
Fair value of derivative instruments | 30 | 10 | ||||||||||||||||||||
Intangible assets | 674 | 642 | ||||||||||||||||||||
Other | 37 | 54 | ||||||||||||||||||||
811 | 775 | |||||||||||||||||||||
Accumulated amortization | (271 | ) | (189 | ) | ||||||||||||||||||
$ | 540 | $ | 586 | |||||||||||||||||||
Costs incurred in connection with the issuance of long-term debt and amendments to our credit facilities are capitalized and amortized using the straight-line method over the term of the related debt. Use of the straight-line method does not differ materially from the “effective interest” method of amortization. Fully amortized debt issue costs and the related accumulated amortization are written off in conjunction with the refinancing or termination of the applicable debt arrangement. We capitalized debt issue costs of approximately $9 million and $20 million in 2013 and 2012, respectively. Approximately $8 million and $5 million of gross debt issue costs, primarily related to the restructuring of credit facilities, were removed from our Consolidated Balance Sheet during 2013 and 2012, respectively. | ||||||||||||||||||||||
Amortization expense related to other assets (including finite-lived intangible assets) for the three years ended December 31, 2013, 2012 and 2011 was approximately $96 million, $99 million and $44 million, respectively. Our amortization expense for finite-lived intangible assets for the years ended December 31, 2013, 2012 and 2011 was approximately $85 million, $90 million and $36 million, respectively. | ||||||||||||||||||||||
Intangible assets that have finite lives are tested for impairment when events or circumstances indicate that the carrying value may not be recoverable. Our intangible assets that have finite lives consist of the following as of the dates indicated (in millions): | ||||||||||||||||||||||
December 31, 2013 | December 31, 2012 | |||||||||||||||||||||
Estimated Useful | Accumulated | Accumulated | ||||||||||||||||||||
Lives (Years) | Cost | Amortization | Net | Cost | Amortization | Net | ||||||||||||||||
Customer contracts and relationships | 20-Jan | $ | 591 | $ | (237 | ) | $ | 354 | $ | 558 | $ | (157 | ) | $ | 401 | |||||||
Property tax abatement | 13-Jul | 38 | (14 | ) | 24 | 38 | (10 | ) | 28 | |||||||||||||
Other agreements | 25 - 70 | 37 | (3 | ) | 34 | 38 | (2 | ) | 36 | |||||||||||||
Emission reduction credits (1) | N/A | 8 | — | 8 | 8 | — | 8 | |||||||||||||||
$ | 674 | $ | (254 | ) | $ | 420 | $ | 642 | $ | (169 | ) | $ | 473 | |||||||||
(1) Emission reduction credits, once surrendered in exchange for environmental permits, are finite-lived. | ||||||||||||||||||||||
We estimate that our amortization expense related to finite-lived intangible assets for the next five years will be as follows (in millions): | ||||||||||||||||||||||
2014 | $ | 59 | ||||||||||||||||||||
2015 | $ | 52 | ||||||||||||||||||||
2016 | $ | 45 | ||||||||||||||||||||
2017 | $ | 42 | ||||||||||||||||||||
2018 | $ | 36 | ||||||||||||||||||||
Debt
Debt | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Debt | ' | |||||||
Debt | ' | |||||||
Note 9—Debt | ||||||||
Debt consisted of the following as of the dates indicated (in millions): | ||||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
SHORT-TERM DEBT | ||||||||
Credit Facilities (1): | ||||||||
PAA senior secured hedged inventory facility, bearing a weighted-average interest rate of 1.6% at December 31, 2012 (2) | $ | — | $ | 665 | ||||
PAA senior unsecured revolving credit facility, bearing a weighted-average interest rate of 2.4% at December 31, 2012 (2) | — | 92 | ||||||
PNG senior unsecured revolving credit facility, bearing a weighted-average interest rate of 2.1% at December 31, 2012 (3) | — | 77 | ||||||
PAA commercial paper notes, bearing a weighted-average interest rate of 0.33% at December 31, 2013 (2) | 1,109 | — | ||||||
5.63% senior notes due December 2013 | — | 250 | ||||||
Other | 4 | 2 | ||||||
Total short-term debt | 1,113 | 1,086 | ||||||
LONG-TERM DEBT | ||||||||
Senior Notes: | ||||||||
5.25% senior notes due June 2015 | 150 | 150 | ||||||
3.95% senior notes due September 2015 | 400 | 400 | ||||||
5.88% senior notes due August 2016 | 175 | 175 | ||||||
6.13% senior notes due January 2017 | 400 | 400 | ||||||
6.50% senior notes due May 2018 | 600 | 600 | ||||||
8.75% senior notes due May 2019 | 350 | 350 | ||||||
5.75% senior notes due January 2020 | 500 | 500 | ||||||
5.00% senior notes due February 2021 | 600 | 600 | ||||||
3.65% senior notes due June 2022 | 750 | 750 | ||||||
2.85% senior notes due January 2023 | 400 | 400 | ||||||
3.85% senior notes due October 2023 | 700 | — | ||||||
6.70% senior notes due May 2036 | 250 | 250 | ||||||
6.65% senior notes due January 2037 | 600 | 600 | ||||||
5.15% senior notes due June 2042 | 500 | 500 | ||||||
4.30% senior notes due January 2043 | 350 | 350 | ||||||
Unamortized discounts | (15 | ) | (15 | ) | ||||
Senior notes, net of unamortized discounts | 6,710 | 6,010 | ||||||
Credit Facilities and Other Long-Term Debt (1): | ||||||||
PNG senior unsecured revolving credit facility, bearing a weighted-average interest rate of 2.1% at December 31, 2012 (3) | — | 105 | ||||||
PNG GO Bond term loans, bearing a weighted-average interest rate of 1.5% at December 31, 2012 (3) | — | 200 | ||||||
Other | 5 | 5 | ||||||
Total long-term debt | 6,715 | 6,320 | ||||||
Total debt (2) (3) (4) | $ | 7,828 | $ | 7,406 | ||||
(1) During 2013 and 2012, we renewed, extended or refinanced our principal bank credit facilities. See “Credit Facilities” below for further discussion. | ||||||||
(2) We classify as short-term certain borrowings under our commercial paper program, PAA senior unsecured revolving credit facility and PAA senior secured hedged inventory facility. These borrowings are primarily designated as working capital borrowings, must be repaid within one year and are primarily for hedged NGL and crude oil inventory and NYMEX and ICE margin deposits. | ||||||||
(3) On December 31, 2013, in connection with the completion of the PNG Merger, all of PNG’s outstanding debt obligations were repaid and terminated. See Note 10 for further discussion of the PNG Merger. | ||||||||
(4) Our fixed-rate senior notes (including current maturities) had a face value of approximately $6.7 billion and $6.3 billion as of December 31, 2013 and 2012, respectively. We estimated the aggregate fair value of these notes as of December 31, 2013 and 2012 to be approximately $7.2 billion and $7.3 billion, respectively. Our fixed-rate senior notes are traded among institutions, and these trades are routinely published by a reporting service. Our determination of fair value is based on reported trading activity near year end. We estimate that the carrying value of outstanding borrowings under our credit facilities and agreements and commercial paper program approximates fair value as interest rates reflect current market rates. The fair value estimates for both our senior notes and credit facilities are based upon observable market data and are classified within Level 2 of the fair value hierarchy. | ||||||||
Commercial Paper Program | ||||||||
In August 2013, we established a commercial paper program under which we may issue, from time to time, privately placed, unsecured commercial paper notes for up to a maximum aggregate amount outstanding at any time of $1.5 billion. Such notes are backstopped by the PAA senior unsecured revolving credit facility and the PAA senior secured hedged inventory facility; as such, any borrowings under our commercial paper program reduce the available capacity under these facilities. | ||||||||
Credit Facilities | ||||||||
PAA senior secured hedged inventory facility. In August 2013, we amended our senior secured hedged inventory facility agreement to, among other things, extend the maturity date of the facility by two years to August 2016. The agreement also provides for one or more one-year extensions, subject to applicable approval. The facility has a committed borrowing capacity of $1.4 billion, of which $400 million is available for the issuance of letters of credit. Subject to obtaining additional or increased lender commitments, the committed amount of the facility may be increased to $1.9 billion. Proceeds from the facility are being used to finance purchased or stored hedged inventory. Obligations under the committed facility are secured by the financed inventory and the associated accounts receivable and will be repaid from the proceeds of the sale of the financed inventory. Borrowings accrue interest based, at our election, on either the Eurocurrency Rate or the Base Rate, in each case plus a margin based on our credit rating at the applicable time. | ||||||||
PAA senior unsecured revolving credit facility. In August 2013, we amended our senior unsecured revolving credit facility agreement to, among other things, extend the maturity date by two years to August 2018. The agreement also provides for one or more one-year extensions, subject to applicable approval. The facility has a committed borrowing capacity of $1.6 billion which contains an accordion feature that enables us to increase the committed capacity to $2.1 billion, subject to obtaining additional or increased lender commitments. The credit agreement also provides for the issuance of letters of credit. Borrowings accrue interest based, at our election, on the Eurocurrency Rate, the Base Rate or the Canadian Prime Rate, in each case plus a margin based on our credit rating at the applicable time. | ||||||||
PNG senior unsecured credit agreement. The PNG senior unsecured credit agreement provided for (i) $350 million under a revolving credit facility and (ii) two $100 million GO Bond term loans. PNG’s revolving credit facility included the ability to issue letters of credit. Borrowings under the revolving credit facility accrued interest, at PNG’s election, on either the Eurodollar Rate or the Base Rate, in each case plus an applicable margin. The GO Bond term loans accrued interest in accordance with the interest payable on the related GO Bonds purchased with respect thereto as provided in such GO Bonds and the GO Bonds Indenture pursuant to which such GO Bonds are issued and governed. On December 31, 2013, in connection with the completion of the PNG Merger, all outstanding borrowings were repaid under the credit facility and the related revolving credit commitments were terminated. We retained the effectiveness of the GO Bond Indenture, which may be utilized for a future tax-exempt $200 million debt issuance. | ||||||||
Senior Notes | ||||||||
Our senior notes are co-issued, jointly and severally, by Plains All American Pipeline, L.P. and a 100%-owned consolidated finance subsidiary (neither of which have independent assets or operations) and are unsecured senior obligations of such entities and rank equally in right of payment with existing and future senior indebtedness of the issuers. We may, at our option, redeem any series of senior notes at any time in whole or from time to time in part, prior to maturity, at the redemption prices described in the indentures governing the senior notes. In August 2011, as permitted under the indentures governing the senior notes, PAA released the guarantees of each subsidiary guarantor. As such, our senior notes are not guaranteed by any of our subsidiaries. | ||||||||
Senior Notes Issuances | ||||||||
In August 2013, we completed the sale and issuance of $700 million, 3.85% senior notes due October 15, 2023. The senior notes were sold at 99.792% of face value. Interest payments are due on April 15 and October 15 each year beginning on April 15, 2014. | ||||||||
In December 2012, we completed the sale and issuance of $400 million, 2.85% senior notes due January 31, 2023 and $350 million, 4.30% senior notes due January 31, 2043. The senior notes were sold at 99.752% and 99.925% of face value, respectively. Interest payments are due on January 31 and July 31 each year, which began on July 31, 2013. | ||||||||
In March 2012, we completed the sale and issuance of $750 million, 3.65% senior notes due June 1, 2022 and $500 million, 5.15% senior notes due June 1, 2042. The senior notes were sold at 99.823% and 99.755% of face value, respectively. Interest payments are due on June 1 and December 1 each year, which began on December 1, 2012. | ||||||||
Senior Note Repayments and Redemptions | ||||||||
On December 13, 2013, we repaid our $250 million 5.63% senior notes. We utilized cash on hand and available capacity under our commercial paper program to repay these notes. | ||||||||
On September 4, 2012, we repaid our $500 million, 4.25% senior notes. We utilized cash on hand and available capacity under our credit facilities to repay these notes. | ||||||||
On February 7, 2011, our $200 million 7.75% senior notes due 2012 were redeemed in full. In conjunction with the early redemption, we recognized a loss of approximately $23 million, recorded to “Other income/(expense), net” in our Consolidated Statement of Operations. We utilized cash on hand and available capacity under our credit facilities to redeem these notes. | ||||||||
Maturities | ||||||||
The weighted average life of our long-term debt outstanding at December 31, 2013 was approximately 11 years and the aggregate maturities for the next five years and thereafter are as follows (in millions): | ||||||||
Calendar Year | Payment | |||||||
2014 | $ | — | ||||||
2015 | 550 | |||||||
2016 | 175 | |||||||
2017 | 400 | |||||||
2018 | 600 | |||||||
Thereafter | 5,000 | |||||||
Total (1) | $ | 6,725 | ||||||
(1) Excludes aggregate unamortized net discount of approximately $15 million and other long-term obligations of approximately $5 million. | ||||||||
Covenants and Compliance | ||||||||
Our credit agreements (which impact our ability to access our commercial paper program) and the indentures governing the senior notes contain cross-default provisions. Our credit agreements prohibit declaration or payments of distributions on, or purchases or redemptions of, units if any default or event of default is continuing. In addition, the agreements contain various covenants limiting our ability to, among other things: | ||||||||
· grant liens on certain property; | ||||||||
· incur indebtedness, including capital leases; | ||||||||
· sell substantially all of our assets or enter into a merger or consolidation; | ||||||||
· engage in certain transactions with affiliates; and | ||||||||
· enter into certain burdensome agreements. | ||||||||
The PAA senior unsecured revolving credit facility and the PAA senior secured hedged inventory facility treat a change of control as an event of default and also require us to maintain a debt-to-EBITDA coverage ratio that will not be greater than 5.00 to 1.00 (or 5.50 to 1.00 on all outstanding debt during an acquisition period (generally, the period consisting of three fiscal quarters following an acquisition greater than $150 million)). | ||||||||
For covenant compliance purposes, letters of credit and borrowings to fund hedged inventory and margin requirements are excluded when calculating the debt coverage ratio. | ||||||||
A default under our credit facilities would permit the lenders to accelerate the maturity of the outstanding debt. As long as we are in compliance with our credit agreements, our ability to make distributions of available cash is not restricted. As of December 31, 2013, we were in compliance with the covenants contained in our credit agreements and indentures. | ||||||||
Borrowings and Repayments | ||||||||
Total borrowings under our credit agreements and commercial paper program for the years ended December 31, 2013, 2012 and 2011 were approximately $31.0 billion, $12.9 billion and $9.7 billion, respectively. Total repayments under our credit agreements and commercial paper program were approximately $31.0 billion, $12.2 billion and $10.9 billion for the years ended December 31, 2013, 2012 and 2011, respectively. The variance in total gross borrowings and repayments is impacted by various business and financial factors including, but not limited to, the timing, average term and method of general partnership borrowing activities. | ||||||||
Letters of Credit | ||||||||
In connection with our supply and logistics activities, we provide certain suppliers with irrevocable standby letters of credit to secure our obligation for the purchase of crude oil, NGL and natural gas. These letters of credit are issued under the PAA senior unsecured revolving credit facility and the PAA senior secured hedged inventory facility, and our liabilities with respect to these purchase obligations are recorded in accounts payable on our balance sheet in the month the crude oil, NGL or natural gas is purchased. Generally, these letters of credit are issued for periods of up to seventy days and are terminated upon completion of each transaction. Additionally, we issue letters of credit to support insurance programs and construction activities. At December 31, 2013 and 2012, we had outstanding letters of credit of approximately $41 million and $24 million, respectively. | ||||||||
Partners_Capital_and_Distribut
Partners' Capital and Distributions | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||
Partners' Capital and Distributions | ' | |||||||||||||||||||
Partners' Capital and Distributions | ' | |||||||||||||||||||
Note 10—Partners’ Capital and Distributions | ||||||||||||||||||||
Units Outstanding | ||||||||||||||||||||
Partners’ capital at December 31, 2013 consists of 359,133,200 common units outstanding, representing a 98% effective aggregate ownership interest in the Partnership and its subsidiaries after giving effect to the 2% general partner interest. | ||||||||||||||||||||
Distributions | ||||||||||||||||||||
We distribute 100% of our available cash within 45 days after the end of each quarter to unitholders of record and to our general partner. Available cash is generally defined as all of our cash and cash equivalents on hand at the end of each quarter, less reserves established by our general partner for future requirements. | ||||||||||||||||||||
General Partner Incentive Distributions. Our general partner is entitled to receive (i) distributions representing its 2% general partner interest and (ii) incentive distributions if the amount we distribute with respect to any quarter exceeds levels specified in our partnership agreement. Under the quarterly distribution provisions, the general partner is entitled, without duplication, to 2% of amounts we distribute up to $0.2250 per unit, referred to as our MQD, 15% of amounts we distribute in excess of $0.2250 per unit, 25% of the amounts we distribute in excess of $0.2475 per unit and 50% of amounts we distribute in excess of $0.3375 per unit. | ||||||||||||||||||||
Per unit cash distributions on our outstanding units and the portion of the distributions representing an excess over the MQD were as follows: | ||||||||||||||||||||
Year | ||||||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||||||
Excess | Excess | Excess | ||||||||||||||||||
Distribution (1) | over MQD | Distribution (1) | over MQD | Distribution (1) | over MQD | |||||||||||||||
First Quarter | $ | 0.5625 | $ | 0.3375 | $ | 0.5125 | $ | 0.2875 | $ | 0.4788 | $ | 0.2538 | ||||||||
Second Quarter | $ | 0.575 | $ | 0.35 | $ | 0.5225 | $ | 0.2975 | $ | 0.485 | $ | 0.26 | ||||||||
Third Quarter | $ | 0.5875 | $ | 0.3625 | $ | 0.5325 | $ | 0.3075 | $ | 0.4913 | $ | 0.2663 | ||||||||
Fourth Quarter | $ | 0.6 | $ | 0.375 | $ | 0.5425 | $ | 0.3175 | $ | 0.4975 | $ | 0.2725 | ||||||||
(1) Distributions represent those declared and paid in the applicable period shown. | ||||||||||||||||||||
Our general partner agreed to reduce the amount of its incentive distribution by $3.75 million per quarter for distributions paid during 2013, $6.75 million for the distribution paid in February 2014, $5.5 million per quarter thereafter through November 2015, $5.0 million per quarter in 2016 and $3.75 million per quarter thereafter. These reductions were agreed to in connection with the BP NGL Acquisition and the completion of the PNG Merger on December 31, 2013. See Note 3 for further discussion of the BP NGL Acquisition. For distributions paid during the years ended December 31, 2013, 2012 and 2011, our general partner’s incentive distributions were reduced by approximately $15 million, $11 million and $7 million, respectively. | ||||||||||||||||||||
Total cash distributions paid during the periods indicated were as follows (in millions, except per unit amounts): | ||||||||||||||||||||
Distributions Paid | Distributions | |||||||||||||||||||
Common | General Partner | per limited | ||||||||||||||||||
Year | Units | Incentive | 2% | Total | partner unit | |||||||||||||||
2013 | $ | 791 | $ | 353 | $ | 16 | $ | 1,160 | $ | 2.33 | ||||||||||
2012 | $ | 684 | $ | 271 | $ | 14 | $ | 969 | $ | 2.11 | ||||||||||
2011 | $ | 575 | $ | 204 | $ | 12 | $ | 791 | $ | 1.95 | ||||||||||
On January 9, 2014, we declared a cash distribution of $0.6150 per unit on our outstanding common units. The distribution was paid on February 14, 2014 to unitholders of record on January 31, 2014, for the period October 1, 2013 through December 31, 2013. The total distribution paid was approximately $328 million, with approximately $221 million paid to our common unitholders and $5 million and $102 million paid to our general partner for its general partner and incentive distribution interests, respectively. | ||||||||||||||||||||
PAA Equity Offerings | ||||||||||||||||||||
Continuous Offering Program. During 2012 and 2013 we entered into several equity distribution agreements, under our Continuous Offering Program, with respect to the offer and sale, through sales agents, of common units representing limited partner interests having aggregate offering prices ranging from up to $300 million to up to $750 million. Sales of such common units are made by means of ordinary brokers’ transactions on the NYSE at market prices, in block transactions or as otherwise agreed upon by our sales agent and us. | ||||||||||||||||||||
During the year ended December 31, 2013, we sold an aggregate of approximately 8.6 million common units under our Continuous Offering Program, generating proceeds of approximately $477 million, including our general partner’s proportionate capital contribution, net of approximately $5 million of commissions to our sales agents. The net proceeds from sales were used for general partnership purposes. | ||||||||||||||||||||
During the year ended December 31, 2012, we sold an aggregate of approximately 12.0 million common units under our Continuous Offering Program, generating proceeds of approximately $524 million, including our general partner’s proportionate capital contribution, net of approximately $6 million of commissions to our sales agents. The net proceeds from sales were used for general partnership purposes. | ||||||||||||||||||||
Other Equity Offerings. In addition to sales of our common units under the Continuous Offering Program described above, we completed the following offerings of our common units, during the three years ended December 31, 2013 (in millions, except unit and per unit data): | ||||||||||||||||||||
General | ||||||||||||||||||||
Gross | Proceeds | Partner | Net | |||||||||||||||||
Period | Units Issued | Unit Price | from Sale | Contribution | Costs | Proceeds | ||||||||||||||
March 2012 (1) | 11,500,000 | $ | 40.015 | $ | 460 | $ | 9 | $ | (14 | ) | $ | 455 | ||||||||
2012 Total | 11,500,000 | $ | 460 | $ | 9 | $ | (14 | ) | $ | 455 | ||||||||||
November 2011 (1) | 12,000,000 | $ | 32.515 | $ | 390 | $ | 9 | $ | (13 | ) | $ | 386 | ||||||||
March 2011 (1) | 15,870,000 | $ | 32 | 508 | 10 | (15 | ) | 503 | ||||||||||||
2011 Total | 27,870,000 | $ | 898 | $ | 19 | $ | (28 | ) | $ | 889 | ||||||||||
(1) These offerings of common units were underwritten transactions that required us to pay a gross spread. The net proceeds from these offerings were used to reduce outstanding borrowings under our credit facilities and for general partnership purposes. The net proceeds from the March 2012 offering were also used to fund a portion of the BP NGL Acquisition. | ||||||||||||||||||||
Noncontrolling Interests in Subsidiaries | ||||||||||||||||||||
As of December 31, 2013, noncontrolling interests in our subsidiaries consisted of a 25% interest in SLC Pipeline. | ||||||||||||||||||||
PNG Merger | ||||||||||||||||||||
Prior to the PNG Merger, we owned 100% of the outstanding subordinated units of PNG and approximately 46% of the 61.2 million outstanding common units of PNG. Under the terms of the Merger Agreement, we issued 0.445 PAA common units for each outstanding PNG common unit held by unitholders other than us, plus cash in lieu of any fractional PAA common units otherwise issuable in the PNG Merger. | ||||||||||||||||||||
As a result of the PNG Merger, we purchased the noncontrolling interests in PNG for consideration of approximately 14.7 million PAA common units for a value of approximately $760 million. Such purchase resulted in an equity-classified loss of approximately $290 million, which we recorded as a decrease to our partners’ capital. In addition, in conjunction with the PNG Merger, our general partner made a proportional contribution of approximately $16 million associated with our issuance of PAA common units and we incurred transaction costs of approximately $4 million resulting in a net increase in partners’ capital associated with the PNG Merger of approximately $12 million. | ||||||||||||||||||||
Issuance of PNG Common Units | ||||||||||||||||||||
PNG issued approximately 1.9 million and 27.6 million common units during the years ended December 31, 2013 and 2011, respectively. PNG did not issue any common units during the year ended December 31, 2012. As a result of PNG’s common unit issuances, we recorded an increase in noncontrolling interest of approximately $32 million and an increase to our partners’ capital of approximately $8 million in 2013, and an increase in noncontrolling interest of approximately $306 million and an increase to our partners’ capital of approximately $64 million in 2011. These increases represent the portion of the proceeds attributable to the respective ownership interests in PNG, adjusted for the impact of the dilution of our ownership interest. | ||||||||||||||||||||
The following table as required by GAAP sets forth the impact upon net income attributable to PAA giving effect to the changes in our ownership interest in PNG, which was recognized in partners’ capital during the years ended December 31, 2013, 2012 and 2011 (in millions): | ||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||||||
Net income attributable to PAA | $ | 1,361 | $ | 1,094 | $ | 966 | ||||||||||||||
Transfers to/from noncontrolling interests: | ||||||||||||||||||||
Increase in capital from sale of PNG common units | 8 | — | 64 | |||||||||||||||||
Decrease in capital from purchase of PNG common units in conjunction with the PNG Merger | (290 | ) | — | — | ||||||||||||||||
Net transfers to/from noncontrolling interests | (282 | ) | — | 64 | ||||||||||||||||
Change from net income attributable to PAA and transfers to/from noncontrolling interests | $ | 1,079 | $ | 1,094 | $ | 1,030 | ||||||||||||||
Derivatives_and_Risk_Managemen
Derivatives and Risk Management Activities | 12 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||||||
Derivatives and Risk Management Activities | ' | |||||||||||||||||||||||||
Derivatives and Risk Management Activities | ' | |||||||||||||||||||||||||
Note 11—Derivatives and Risk Management Activities | ||||||||||||||||||||||||||
We identify the risks that underlie our core business activities and use risk management strategies to mitigate those risks when we determine that there is value in doing so. Our policy is to use derivative instruments for risk management purposes and not for the purpose of speculating on hydrocarbon commodity (referred to herein as “commodity”) price changes. We use various derivative instruments to (i) manage our exposure to commodity price risk as well as to optimize our profits, (ii) manage our exposure to interest rate risk and (iii) manage our exposure to currency exchange rate risk. Our commodity risk management policies and procedures are designed to help ensure that our hedging activities address our risks by monitoring our derivative positions, as well as physical volumes, grades, locations, delivery schedules and storage capacity. Our interest rate and currency exchange rate risk management policies and procedures are designed to monitor our derivative positions and ensure that those positions are consistent with our objectives and approved strategies. When we apply hedge accounting, our policy is to formally document all relationships between hedging instruments and hedged items, as well as our risk management objectives for undertaking the hedge. This process includes specific identification of the hedging instrument and the hedged transaction, the nature of the risk being hedged and how the hedging instrument’s effectiveness will be assessed. Both at the inception of the hedge and on an ongoing basis, we assess whether the derivatives used in a transaction are highly effective in offsetting changes in cash flows or the fair value of hedged items. | ||||||||||||||||||||||||||
Commodity Price Risk Hedging | ||||||||||||||||||||||||||
Our core business activities contain certain commodity price-related risks that we manage in various ways, including the use of derivative instruments. Our policy is to (i) only purchase inventory for which we have a market, (ii) structure our sales contracts so that price fluctuations do not materially affect our operating income and (iii) not acquire and hold physical inventory or derivatives for the purpose of speculating on commodity price changes. The material commodity-related risks inherent in our business activities can be divided into the following general categories: | ||||||||||||||||||||||||||
Commodity Purchases and Sales — In the normal course of our operations, we purchase and sell commodities. We use derivatives to manage the associated risks and to optimize profits. As of December 31, 2013, net derivative positions related to these activities included: | ||||||||||||||||||||||||||
· An average of 242,800 barrels per day net long position (total of 7.5 million barrels) associated with our crude oil purchases, which was unwound ratably during January 2014 to match monthly average pricing. | ||||||||||||||||||||||||||
· A net short spread position averaging approximately 13,600 barrels per day (total of 5.4 million barrels), which hedges a portion of our anticipated crude oil lease gathering purchases through February 2015. These derivatives are time spreads consisting of offsetting purchases and sales between two different months. Our use of these derivatives does not expose us to outright price risk. | ||||||||||||||||||||||||||
· An average of 2,200 barrels per day (total of 1.0 million barrels) of butane/WTI spread positions, which hedge specific butane sales contracts that are priced as a percentage of WTI through March 2015. | ||||||||||||||||||||||||||
· A long position of approximately 2.3 Bcf through April 2016 related to anticipated base gas requirements. | ||||||||||||||||||||||||||
· A short position of approximately 40.5 Bcf through April 2014 related to anticipated sales of natural gas inventory. | ||||||||||||||||||||||||||
· A short position of approximately 6.9 million barrels through March 2015 related to the anticipated sales of our crude oil, NGL and refined products inventory. | ||||||||||||||||||||||||||
Storage Capacity Utilization — We own a significant amount of crude oil, NGL and refined products storage capacity other than that used in our transportation operations. This storage may be leased to third parties or utilized in our own supply and logistics activities, including for the storage of inventory in a contango market. For capacity allocated to our supply and logistics operations, we have utilization risk in a backwardated market structure. As of December 31, 2013, we used derivatives to manage the risk of not utilizing approximately 0.8 million barrels per month of storage capacity through February 2014. These positions involve no outright price exposure, but instead enable us to profitably use the capacity to store hedged crude oil. | ||||||||||||||||||||||||||
Pipeline Loss Allowance Oil — As is common in the pipeline transportation industry, our tariffs incorporate a loss allowance factor that is intended to offset losses due to evaporation, measurement and other losses in transit. We utilize derivative instruments to hedge a portion of the anticipated sales of the allowance oil that is to be collected under our tariffs. As of December 31, 2013, our PLA hedges included a net short position for an average of approximately 1,700 barrels per day (total of 1.2 million barrels) through December 2015 and a long call option position of approximately 0.5 million barrels through December 2015. | ||||||||||||||||||||||||||
Natural Gas Processing/NGL Fractionation — As part of our supply and logistics activities, we purchase natural gas for processing and NGL mix for fractionation, and we sell the resulting individual specification products (including ethane, propane, butane and condensate). In conjunction with these activities, we hedge the price risk associated with the purchase of the natural gas and the subsequent sale of the individual specification products. As of December 31, 2013, we had a long natural gas position of approximately 19.5 Bcf through December 2015, a short propane position of approximately 3.4 million barrels through December 2015, a short butane position of approximately 1.0 million barrels through December 2015 and a short WTI position of approximately 0.4 million barrels through December 2015. In addition, we had a long power position of 0.5 million megawatt hours which hedges a portion of our power supply requirements at our natural gas processing and fractionation plants through June 2016. | ||||||||||||||||||||||||||
All of our commodity derivatives that qualify for hedge accounting are designated as cash flow hedges. We have determined that substantially all of our physical purchase and sale agreements qualify for the normal purchase normal sale scope exception. Physical commodity contracts that meet the definition of a derivative but are ineligible, or not designated, for the normal purchase normal sale scope exception are recorded on the balance sheet at fair value, with changes in fair value recognized in earnings. | ||||||||||||||||||||||||||
Interest Rate Risk Hedging | ||||||||||||||||||||||||||
We use interest rate derivatives to hedge interest rate risk associated with anticipated debt issuances and outstanding debt instruments. The derivative instruments we use to manage this risk consist primarily of interest rate swaps and treasury locks. As of December 31, 2013, AOCI includes deferred losses of approximately $65 million that relate to open and terminated interest rate derivatives that were designated for hedge accounting. The terminated interest rate derivatives were cash-settled in connection with the issuance or refinancing of debt agreements. The deferred loss related to these instruments is being amortized to interest expense over the terms of the hedged debt instruments. | ||||||||||||||||||||||||||
We have entered into forward starting interest rate swaps to hedge the underlying benchmark interest rate related to forecasted debt issuances through 2015. The following table summarizes the terms of our forward starting interest rate swaps as of December 31, 2013 (notional amounts in millions): | ||||||||||||||||||||||||||
Hedged Transaction | Number and Types of | Notional | Expected | Average Rate | Accounting | |||||||||||||||||||||
Derivatives Employed | Amount | Termination Date | Locked | Treatment | ||||||||||||||||||||||
Anticipated debt offering | 10 forward starting swaps (30-year) | $ | 250 | 6/15/15 | 3.6 | % | Cash flow hedge | |||||||||||||||||||
Concurrent with our August 2013 senior notes issuance, we terminated five thirty-year forward starting interest rate swaps. These swaps had an aggregate notional amount of $125 million and an average fixed rate of 3.39%. We received cash proceeds of approximately $11 million, of which a gain of approximately $8 million was deferred in AOCI and a gain of approximately $3 million was recognized in interest expense attributable to the ineffective portion of these swaps. | ||||||||||||||||||||||||||
Concurrent with our December 2012 senior note issuance, we terminated six thirty-year forward starting interest rate swaps. These swaps had an aggregate notional amount of $250 million and an average fixed rate of 4.24%. We made a cash payment of approximately $89 million in connection with the termination of these swaps. | ||||||||||||||||||||||||||
Concurrent with our March 2012 senior note issuances, we terminated four ten-year forward starting interest rate swaps. These swaps had an aggregate notional amount of $200 million and an average fixed rate of 3.46%. We made a cash payment of approximately $24 million in connection with the termination of the swaps. | ||||||||||||||||||||||||||
Concurrent with our January 2011 senior notes issuance, we terminated three forward starting interest rate swaps. These swaps had an aggregate notional amount of $100 million and an average fixed rate of 3.6%. We received cash proceeds of approximately $12 million in connection with the termination of these swaps. | ||||||||||||||||||||||||||
During June 2011 and August 2011, PNG entered into three interest rate swaps to fix the interest rate on a portion of PNG’s outstanding debt. Following the completion of the PNG Merger, these swaps were terminated in conjunction with the termination of the PNG credit facility. | ||||||||||||||||||||||||||
Currency Exchange Rate Risk Hedging | ||||||||||||||||||||||||||
Because a significant portion of our Canadian business is conducted in CAD and, at times, a portion of our debt is denominated in CAD, we use foreign currency derivatives to minimize the risks of unfavorable changes in exchange rates. These instruments include foreign currency exchange contracts and forwards. | ||||||||||||||||||||||||||
As of December 31, 2013, our outstanding foreign currency derivatives include derivatives we use to (i) hedge currency exchange risk associated with USD-denominated commodity purchases and sales in Canada and (ii) hedge currency exchange risk created by the use of USD-denominated commodity derivatives to hedge commodity price risk associated with CAD-denominated commodity purchases and sales. | ||||||||||||||||||||||||||
The following table summarizes our open forward exchange contracts as of December 31, 2013 (in millions): | ||||||||||||||||||||||||||
USD | CAD | Average Exchange Rate | ||||||||||||||||||||||||
USD to CAD | ||||||||||||||||||||||||||
Forward exchange contracts that exchange CAD for USD: | ||||||||||||||||||||||||||
2014 | $ | 336 | $ | 358 | $1.00 - $1.06 | |||||||||||||||||||||
2015 | 9 | 9 | $1.00 - $1.07 | |||||||||||||||||||||||
$ | 345 | $ | 367 | $1.00 - $1.06 | ||||||||||||||||||||||
Forward exchange contracts that exchange USD for CAD: | ||||||||||||||||||||||||||
2014 | $ | 336 | $ | 354 | $1.00 - $1.05 | |||||||||||||||||||||
2015 | 9 | 9 | $1.00 - $1.06 | |||||||||||||||||||||||
$ | 345 | $ | 363 | $1.00 - $1.05 | ||||||||||||||||||||||
Net position by currency: | ||||||||||||||||||||||||||
2014 | $ | — | $ | 4 | ||||||||||||||||||||||
2015 | — | — | ||||||||||||||||||||||||
$ | — | $ | 4 | |||||||||||||||||||||||
Summary of Financial Impact | ||||||||||||||||||||||||||
We record all open derivatives on the balance sheet as either assets or liabilities measured at fair value. Changes in the fair value of derivatives are recognized currently in earnings unless specific hedge accounting criteria are met. For derivatives that qualify as cash flow hedges, changes in fair value of the effective portion of the hedges are deferred in AOCI and recognized in earnings in the periods during which the underlying physical transactions are recognized in earnings. Derivatives that do not qualify for hedge accounting and the portion of cash flow hedges that are not highly effective in offsetting changes in cash flows of the hedged items are recognized in earnings each period. Cash settlements associated with our derivative activities are reflected as cash flows from operating activities in our Consolidated Statements of Cash Flows. | ||||||||||||||||||||||||||
A summary of the impact of our derivative activities recognized in earnings for the years ended December 31, 2013, 2012 and 2011 is as follows (in millions): | ||||||||||||||||||||||||||
Year Ended December 31, 2013 | ||||||||||||||||||||||||||
Derivatives in Hedging Relationships | ||||||||||||||||||||||||||
Location of gain/(loss) | Gain/(loss) | Other gain/(loss) | Derivatives | Total | ||||||||||||||||||||||
reclassified | recognized in | Not Designated | ||||||||||||||||||||||||
from AOCI | income | as a Hedge | ||||||||||||||||||||||||
into income (1) | ||||||||||||||||||||||||||
Commodity Derivatives | ||||||||||||||||||||||||||
Supply and Logistics segment revenues | $ | 78 | $ | (1 | ) | $ | (116 | ) | $ | (39 | ) | |||||||||||||||
Facilities segment revenues | (10 | ) | (1 | ) | — | (11 | ) | |||||||||||||||||||
Field operating costs | — | — | 8 | 8 | ||||||||||||||||||||||
Interest Rate Derivatives | ||||||||||||||||||||||||||
Interest expense | (7 | ) | 3 | — | (4 | ) | ||||||||||||||||||||
Foreign Currency Derivatives | ||||||||||||||||||||||||||
Other income/(expense), net | 5 | — | — | 5 | ||||||||||||||||||||||
Total Gain/(Loss) on Derivatives Recognized in Net Income | $ | 66 | $ | 1 | $ | (108 | ) | $ | (41 | ) | ||||||||||||||||
Year Ended December 31, 2012 | ||||||||||||||||||||||||||
Derivatives in Hedging Relationships | ||||||||||||||||||||||||||
Location of gain/(loss) | Gain/(loss) | Other gain/(loss) | Derivatives | Total | ||||||||||||||||||||||
reclassified from | recognized in | Not Designated | ||||||||||||||||||||||||
AOCI into | income | as a Hedge | ||||||||||||||||||||||||
income (1) | ||||||||||||||||||||||||||
Commodity Derivatives | ||||||||||||||||||||||||||
Supply and Logistics segment revenues | $ | 12 | $ | — | $ | 60 | $ | 72 | ||||||||||||||||||
Facilities segment revenues | 3 | (1 | ) | 1 | 3 | |||||||||||||||||||||
Purchases and related costs | 45 | — | 1 | 46 | ||||||||||||||||||||||
Field operating costs | — | — | 1 | 1 | ||||||||||||||||||||||
Interest Rate Derivatives | ||||||||||||||||||||||||||
Interest expense | (4 | ) | 1 | — | (3 | ) | ||||||||||||||||||||
Foreign Currency Derivatives | ||||||||||||||||||||||||||
Supply and Logistics segment revenues | — | — | (1 | ) | (1 | ) | ||||||||||||||||||||
Other income/(expense), net | 6 | — | — | 6 | ||||||||||||||||||||||
Total Gain/(Loss) on Derivatives Recognized in Net Income | $ | 62 | $ | — | $ | 62 | $ | 124 | ||||||||||||||||||
Year Ended December 31, 2011 | ||||||||||||||||||||||||||
Derivatives in Hedging Relationships | ||||||||||||||||||||||||||
Location of gain/(loss) | Gain/(loss) | Other gain/(loss) | Derivatives | Total | ||||||||||||||||||||||
reclassified from | recognized in | Not Designated | ||||||||||||||||||||||||
AOCI into | income | as a Hedge | ||||||||||||||||||||||||
income (1) | ||||||||||||||||||||||||||
Commodity Derivatives | ||||||||||||||||||||||||||
Supply and Logistics segment revenues | $ | (153 | ) | $ | (8 | ) | $ | 99 | $ | (62 | ) | |||||||||||||||
Facilities segment revenues | 11 | — | — | 11 | ||||||||||||||||||||||
Purchases and related costs | 6 | — | — | 6 | ||||||||||||||||||||||
Field operating costs | — | — | 1 | 1 | ||||||||||||||||||||||
Interest Rate Derivatives | ||||||||||||||||||||||||||
Interest expense | (1 | ) | 2 | — | 1 | |||||||||||||||||||||
Foreign Currency Derivatives | ||||||||||||||||||||||||||
Supply and Logistics segment revenues | — | — | 1 | 1 | ||||||||||||||||||||||
Other income/(expense), net | 6 | — | — | 6 | ||||||||||||||||||||||
Total Gain/(Loss) on Derivatives Recognized in Net Income | $ | (131 | ) | $ | (6 | ) | $ | 101 | $ | (36 | ) | |||||||||||||||
(1) During the year ended December 31, 2013, we reclassified a gain of approximately $3 million and losses of approximately $1 million from AOCI to Supply and Logistics segment revenues and Facilities segment revenues, respectively, as a result of anticipated hedged transactions that are probable of not occurring. During the year ended December 31, 2011 we reclassified a gain of approximately $1 million from AOCI to Facilities segment revenues and a gain of approximately $1 million from AOCI to other expense, net as a result of anticipated hedged transactions that are probable of not occurring. During the year ended December 31, 2012, all of our hedged transactions were deemed probable of occurring. | ||||||||||||||||||||||||||
The following table summarizes the derivative assets and liabilities on our Consolidated Balance Sheet on a gross basis as of December 31, 2013 (in millions): | ||||||||||||||||||||||||||
Asset Derivatives | Liability Derivatives | |||||||||||||||||||||||||
Balance Sheet | Balance Sheet | |||||||||||||||||||||||||
Location | Fair Value | Location | Fair Value | |||||||||||||||||||||||
Derivatives designated as hedging instruments: | ||||||||||||||||||||||||||
Commodity derivatives | Other current assets | $ | 36 | Other current assets | $ | (24 | ) | |||||||||||||||||||
Other long-term assets | 5 | |||||||||||||||||||||||||
Interest rate derivatives | Other long-term assets | 26 | ||||||||||||||||||||||||
Total derivatives designated as hedging instruments | $ | 67 | $ | (24 | ) | |||||||||||||||||||||
Derivatives not designated as hedging instruments: | ||||||||||||||||||||||||||
Commodity derivatives | Other current assets | $ | 60 | Other current assets | $ | (117 | ) | |||||||||||||||||||
Other long-term assets | 5 | Other long-term assets | (6 | ) | ||||||||||||||||||||||
Other current liabilities | 1 | Other current liabilities | (5 | ) | ||||||||||||||||||||||
Other long-term liabilities | (1 | ) | ||||||||||||||||||||||||
Foreign currency derivatives | Other current liabilities | (4 | ) | |||||||||||||||||||||||
Total derivatives not designated as hedging instruments | $ | 66 | $ | (133 | ) | |||||||||||||||||||||
Total derivatives | $ | 133 | $ | (157 | ) | |||||||||||||||||||||
The following table summarizes the derivative assets and liabilities on our Consolidated Balance Sheet on a gross basis as of December 31, 2012 (in millions): | ||||||||||||||||||||||||||
Asset Derivatives | Liability Derivatives | |||||||||||||||||||||||||
Balance Sheet | Balance Sheet | |||||||||||||||||||||||||
Location | Fair Value | Location | Fair Value | |||||||||||||||||||||||
Derivatives designated as hedging instruments: | ||||||||||||||||||||||||||
Commodity derivatives | Other current assets | $ | 45 | Other current assets | $ | (23 | ) | |||||||||||||||||||
Other long-term assets | 11 | Other long-term assets | (1 | ) | ||||||||||||||||||||||
Interest rate derivatives | Other long-term liabilities | (38 | ) | |||||||||||||||||||||||
Total derivatives designated as hedging instruments | $ | 56 | $ | (62 | ) | |||||||||||||||||||||
Derivatives not designated as hedging instruments: | ||||||||||||||||||||||||||
Commodity derivatives | Other current assets | $ | 128 | Other current assets | $ | (115 | ) | |||||||||||||||||||
Other long-term assets | 1 | Other long-term assets | (3 | ) | ||||||||||||||||||||||
Other current liabilities | 4 | Other current liabilities | (7 | ) | ||||||||||||||||||||||
Other long-term liabilities | 2 | Other long-term liabilities | (2 | ) | ||||||||||||||||||||||
Total derivatives not designated as hedging instruments | $ | 135 | $ | (127 | ) | |||||||||||||||||||||
Total derivatives | $ | 191 | $ | (189 | ) | |||||||||||||||||||||
Our derivative transactions are governed through ISDA (International Swaps and Derivatives Association) master agreements and clearing brokerage agreements. These agreements include stipulations regarding the right of set off in the event that we or our counterparty default on our performance obligations. If a default were to occur, both parties have the right to net amounts payable and receivable into a single net settlement between parties. | ||||||||||||||||||||||||||
Our accounting policy is to offset derivative assets and liabilities executed with the same counterparty when a master netting arrangement exists. Accordingly, we also offset derivative assets and liabilities with amounts associated with cash margin. Our exchange-traded derivatives are transacted through clearing brokerage accounts and are subject to margin requirements as established by the respective exchange. On a daily basis, our account equity (consisting of the sum of our cash balance and the fair value of our open derivatives) is compared to our initial margin requirement resulting in the payment or return of variation margin. As of December 31, 2013, we had a net broker receivable of approximately $161 million (consisting of initial margin of $85 million increased by $76 million of variation margin that had been posted by us). As of December 31, 2012, we had a net broker receivable of approximately $41 million (consisting of initial margin of $69 million reduced by $28 million of variation margin that had been returned to us). | ||||||||||||||||||||||||||
The following tables present information about derivatives and financial assets and liabilities that are subject to offsetting, including enforceable master netting arrangements at December 31, 2013 and December 31, 2012 (in millions): | ||||||||||||||||||||||||||
December 31, 2013 | December 31, 2012 | |||||||||||||||||||||||||
Derivative | Derivative | Derivative | Derivative | |||||||||||||||||||||||
Asset Positions | Liability Positions | Asset Positions | Liability Positions | |||||||||||||||||||||||
Netting Adjustments: | ||||||||||||||||||||||||||
Gross position - asset/(liability) | $ | 133 | $ | (157 | ) | $ | 191 | $ | (189 | ) | ||||||||||||||||
Netting adjustment | (148 | ) | 148 | (148 | ) | 148 | ||||||||||||||||||||
Cash collateral paid/(received) | 161 | — | 41 | — | ||||||||||||||||||||||
Net position - asset/(liability) | $ | 146 | $ | (9 | ) | $ | 84 | $ | (41 | ) | ||||||||||||||||
Balance Sheet Location After Netting Adjustments: | ||||||||||||||||||||||||||
Other current assets | $ | 116 | $ | — | $ | 76 | $ | — | ||||||||||||||||||
Other long-term assets | 30 | — | 8 | — | ||||||||||||||||||||||
Other current liabilities | — | (8 | ) | — | (3 | ) | ||||||||||||||||||||
Other long-term liabilities | — | (1 | ) | — | (38 | ) | ||||||||||||||||||||
$ | 146 | $ | (9 | ) | $ | 84 | $ | (41 | ) | |||||||||||||||||
As of December 31, 2013, there was a net loss of approximately $77 million deferred in AOCI including tax effects. The deferred net loss recorded in AOCI is expected to be reclassified to future earnings contemporaneously with (i) the earnings recognition of the underlying hedged commodity transaction or (ii) interest expense accruals associated with underlying debt instruments. Of the total net loss deferred in AOCI at December 31, 2013, we expect to reclassify a net loss of approximately $10 million to earnings in the next twelve months. The remaining deferred loss of approximately $67 million is expected to be reclassified to earnings through 2045. A portion of these amounts are based on market prices as of December 31, 2013; thus, actual amounts to be reclassified will differ and could vary materially as a result of changes in market conditions. | ||||||||||||||||||||||||||
The net deferred gain/(loss), including tax effects, recognized in AOCI for derivatives for the three years ended December 31, 2013 are as follows (in millions): | ||||||||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||||||||||||
Commodity derivatives, net | $ | 37 | $ | 56 | $ | (18 | ) | |||||||||||||||||||
Interest rate derivatives, net | 72 | (12 | ) | (136 | ) | |||||||||||||||||||||
Total | $ | 109 | $ | 44 | $ | (154 | ) | |||||||||||||||||||
At December 31, 2013 and December 31, 2012, none of our outstanding derivatives contained credit-risk related contingent features that would result in a material adverse impact to us upon any change in our credit ratings. Although we may be required to post margin on our cleared derivatives as described above, we do not require our non-cleared derivative counterparties to post collateral with us. | ||||||||||||||||||||||||||
Recurring Fair Value Measurements | ||||||||||||||||||||||||||
Derivative Financial Assets and Liabilities | ||||||||||||||||||||||||||
The following table sets forth by level within the fair value hierarchy our financial assets and liabilities that were accounted for at fair value on a recurring basis as of December 31, 2013 and December 31, 2012 (in millions): | ||||||||||||||||||||||||||
Fair Value as of December 31, 2013 | Fair Value as of December 31, 2012 | |||||||||||||||||||||||||
Recurring Fair Value Measures (1) | Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||
Commodity derivatives | $ | 16 | $ | (59 | ) | $ | (3 | ) | $ | (46 | ) | $ | 1 | $ | 35 | $ | 4 | $ | 40 | |||||||
Interest rate derivatives | — | 26 | — | 26 | — | (38 | ) | — | (38 | ) | ||||||||||||||||
Foreign currency derivatives | — | (4 | ) | — | (4 | ) | — | — | — | — | ||||||||||||||||
Total net derivative asset/ (liability) | $ | 16 | $ | (37 | ) | $ | (3 | ) | $ | (24 | ) | $ | 1 | $ | (3 | ) | $ | 4 | $ | 2 | ||||||
(1) Derivative assets and liabilities are presented above on a net basis but do not include related cash margin deposits. | ||||||||||||||||||||||||||
Level 1 | ||||||||||||||||||||||||||
Level 1 of the fair value hierarchy includes exchange-traded commodity derivatives such as futures and options. The fair value of exchange-traded commodity derivatives is based on unadjusted quoted prices in active markets. | ||||||||||||||||||||||||||
Level 2 | ||||||||||||||||||||||||||
Level 2 of the fair value hierarchy includes exchange-cleared commodity derivatives and over-the-counter commodity, interest rate and foreign currency derivatives that are traded in active markets. The fair value of these derivatives is based on broker price quotations which are corroborated with market observable inputs. | ||||||||||||||||||||||||||
Level 3 | ||||||||||||||||||||||||||
Level 3 of the fair value hierarchy includes over-the-counter commodity derivatives that are traded in markets that are active but not sufficiently active to warrant level 2 classification in our judgment and certain physical commodity contracts. The fair value of our level 3 over-the-counter commodity derivatives is based on broker price quotations. The fair value of our level 3 physical commodity contracts is based on a valuation model utilizing broker-quoted forward commodity prices, and timing estimates, which involve management judgment. The significant unobservable inputs used in the fair value measurement of our level 3 derivatives are forward prices obtained from brokers. A significant increase (decrease) in these forward prices would result in a proportionately lower (higher) fair value measurement. | ||||||||||||||||||||||||||
Rollforward of Level 3 Net Asset/ (Liability) | ||||||||||||||||||||||||||
The following table provides a reconciliation of changes in fair value of the beginning and ending balances for our derivatives classified as level 3 (in millions): | ||||||||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||||
2013 | 2012 | |||||||||||||||||||||||||
Beginning Balance | $ | 4 | $ | 12 | ||||||||||||||||||||||
Total gains/(losses) for the period: | ||||||||||||||||||||||||||
Included in earnings (1) | (1 | ) | (3 | ) | ||||||||||||||||||||||
Included in other comprehensive income | — | 3 | ||||||||||||||||||||||||
Settlements | (3 | ) | (22 | ) | ||||||||||||||||||||||
Derivatives entered into during the period | (3 | ) | 23 | |||||||||||||||||||||||
Transfers out of level 3 | — | (9 | ) | |||||||||||||||||||||||
Ending Balance | $ | (3 | ) | $ | 4 | |||||||||||||||||||||
Change in unrealized gains/(losses) included in earnings relating to level 3 | $ | (4 | ) | $ | 24 | |||||||||||||||||||||
derivatives still held at the end of the periods | ||||||||||||||||||||||||||
(1) We reported unrealized gains and losses associated with level 3 commodity derivatives in our Consolidated Statements of Operations as Supply and Logistics segment revenues. | ||||||||||||||||||||||||||
During the third quarter of 2012, we transferred commodity derivatives with an aggregate fair value of a $14 million gain from level 3 to level 2. These derivatives consist of over the counter derivatives that were previously valued using forward prices obtained from a broker and are now being valued using unadjusted quoted prices in active markets. Our policy is to recognize transfers between levels as of the beginning of the reporting period in which the transfer occurred. | ||||||||||||||||||||||||||
During the second quarter of 2012, we transferred commodity derivatives with an aggregate fair value of a $5 million loss from level 3 to level 2. These derivatives consist of NGL derivatives that are cleared through the CME Clearport platform. This transfer resulted from additional analysis regarding the CME’s pricing methodology. | ||||||||||||||||||||||||||
We believe that a proper analysis of our level 3 gains or losses must incorporate the understanding that these items are generally used to hedge our commodity price risk, interest rate risk and foreign currency exchange risk and will therefore be offset by gains or losses on the underlying transactions. | ||||||||||||||||||||||||||
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Income Taxes | ' | ||||||||||
Income Taxes | ' | ||||||||||
Note 12—Income Taxes | |||||||||||
We estimate (i) income taxes in the jurisdictions in which we operate, (ii) net deferred tax assets and liabilities based on temporary differences that are expected to be recovered or settled at the enacted tax rates expected in future periods, (iii) valuation allowances for deferred tax assets and (iv) contingent tax liabilities for estimated exposures related to our current tax positions. | |||||||||||
Pursuant to FASB guidance related to accounting for uncertainty in income taxes, we must recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained upon examination by the taxing authorities, based on the technical merits of the tax position and also the past administrative practices and precedents of the taxing authority. As of December 31, 2013 and 2012, we had not recognized any material amounts in connection with uncertainty in income taxes. | |||||||||||
U.S. Federal and State Taxes | |||||||||||
As an MLP, we are not subject to U.S. federal income taxes; rather the tax effect of our operations is passed through to our unitholders. Although we are subject to state income taxes in some states, the impact to the years ended December 31, 2013, 2012, and 2011 was immaterial. | |||||||||||
Canadian Federal and Provincial Taxes | |||||||||||
All of our Canadian operations are conducted within entities that are treated as corporations for Canadian tax purposes (flow through for U.S. tax purposes) and that are subject to Canadian federal and provincial taxes. Additionally, payments of interest and dividends from our Canadian entities to other Plains entities are subject to Canadian withholding tax that is treated as income tax expense. | |||||||||||
Tax Components | |||||||||||
Components of income tax expense are as follows (in millions): | |||||||||||
Year Ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Current tax expense: | |||||||||||
State income tax | $ | 1 | $ | 2 | $ | 2 | |||||
Canadian federal and provincial income tax | 99 | 51 | 36 | ||||||||
Total current tax expense | $ | 100 | $ | 53 | $ | 38 | |||||
Deferred tax (benefit)/expense: | |||||||||||
State income tax | $ | — | $ | — | $ | (2 | ) | ||||
Canadian federal and provincial income tax | (1 | ) | 1 | 9 | |||||||
Total deferred tax (benefit)/expense | $ | (1 | ) | $ | 1 | $ | 7 | ||||
Total income tax expense | $ | 99 | $ | 54 | $ | 45 | |||||
The difference between tax expense based on the statutory federal income tax rate and our effective tax expense is summarized as follows (in millions): | |||||||||||
Year Ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Income before tax | $ | 1,490 | $ | 1,181 | $ | 1,039 | |||||
Partnership earnings not subject to current Canadian tax | (1,187 | ) | (1,046 | ) | (909 | ) | |||||
$ | 303 | $ | 135 | $ | 130 | ||||||
Canadian federal and provincial corporate tax rate | 25 | % | 25 | % | 27 | % | |||||
Income tax at statutory rate | $ | 76 | $ | 34 | $ | 35 | |||||
Canadian withholding taxes | $ | 19 | $ | 18 | $ | 12 | |||||
Canadian permanent differences and rate changes | 3 | — | (2 | ) | |||||||
State income tax | 1 | 2 | — | ||||||||
Total income tax expense | $ | 99 | $ | 54 | $ | 45 | |||||
Deferred tax assets and liabilities are aggregated by the applicable tax paying entity and jurisdiction and presented net in “Other long-term liabilities and deferred credits” on our Consolidated Balance Sheet and result from the following (in millions): | |||||||||||
December 31, | |||||||||||
2013 | 2012 | ||||||||||
Deferred tax assets: | |||||||||||
Book accruals in excess of current tax deductions | $ | 56 | $ | 28 | |||||||
Total deferred tax assets | 56 | 28 | |||||||||
Deferred tax liabilities: | |||||||||||
Property and equipment in excess of tax values | (398 | ) | (397 | ) | |||||||
Total deferred tax liabilities | (398 | ) | (397 | ) | |||||||
Net deferred tax liabilities | $ | (342 | ) | $ | (369 | ) | |||||
Generally, tax returns for our Canadian entities are open to audit from 2009 through 2013. Our U.S. and state tax years are generally open to examination from 2010 to 2013. | |||||||||||
Major_Customers_and_Concentrat
Major Customers and Concentration of Credit Risk | 12 Months Ended |
Dec. 31, 2013 | |
Major Customers and Concentration of Credit Risk | ' |
Major Customers and Concentration of Credit Risk | ' |
Note 13—Major Customers and Concentration of Credit Risk | |
Marathon Petroleum Corporation and its subsidiaries accounted for approximately 15% of our revenues for the year ended December 31, 2013 and approximately 16% of our revenues for each of the years ended December 31, 2012 and 2011. Exxon Mobil Corporation and its subsidiaries accounted for approximately 13%, 13% and 10% of our revenues for the years ended December 31, 2013, 2012 and 2011, respectively. Phillips 66 and its subsidiaries accounted for approximately 11% of our revenues for the year ended December 31, 2013. ConocoPhillips Company (prior to the spin-off of Phillips 66, which was effective May 1, 2012) accounted for approximately 10% of our revenues for the year ended December 31, 2011. No other customers accounted for 10% or more of our revenues during any of the three years ended December 31, 2013. The majority of revenues from these customers pertain to our supply and logistics operations. The sales to these customers occur at multiple locations and we believe that the loss of these customers would have only a short-term impact on our operating results. There is risk, however, that we would not be able to identify and access a replacement market at comparable margins. | |
Financial instruments that potentially subject us to concentrations of credit risk consist principally of trade receivables. Our accounts receivable are primarily from purchasers and shippers of crude oil and, to a lesser extent, purchasers of NGL and natural gas storage. This industry concentration has the potential to impact our overall exposure to credit risk in that the customers may be similarly affected by changes in economic, industry or other conditions. We review credit exposure and financial information of our counterparties and generally require letters of credit for receivables from customers that are not considered creditworthy, unless the credit risk can otherwise be reduced. See Note 2 for additional discussion of our accounts receivable and our review of credit exposure. | |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Related Party Transactions | ' | ||||||||||
Related Party Transactions | ' | ||||||||||
Note 14—Related Party Transactions | |||||||||||
Reimbursement of Expenses of Our General Partner and its Affiliates | |||||||||||
We do not pay our general partner a management fee, but we do reimburse our general partner for all direct and indirect costs of services provided to us or incurred on our behalf, including the costs of employee, officer and director compensation and benefits allocable to us as well as all other expenses necessary or appropriate to the conduct of our business (other than expenses related to grants of AAP Management Units). We record these costs on the accrual basis in the period in which our general partner incurs them. Our partnership agreement provides that our general partner will determine the expenses that are allocable to us in any reasonable manner determined by our general partner in its sole discretion. Total costs reimbursed by us to our general partner for the years ended December 31, 2013, 2012 and 2011 were $567 million, $535 million and $419 million, respectively. | |||||||||||
Occidental Petroleum Corporation | |||||||||||
As of December 31, 2013, a subsidiary of Occidental Petroleum Corporation (“Oxy”) owned approximately 25% of our general partner interest and had a representative on the board of directors of GP LLC. During the three years ended December 31, 2013, we recognized sales and transportation revenues and purchased petroleum products from companies affiliated with Oxy. These transactions were conducted at posted tariff rates or prices that we believe approximate market. See detail below (in millions): | |||||||||||
Year Ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Revenues | $ | 1,309 | $ | 1,636 | $ | 2,568 | |||||
Purchases and related costs | $ | 863 | $ | 557 | $ | 361 | |||||
We currently have a netting arrangement with Oxy. Our gross receivable and payable amounts with affiliates of Oxy were as follows (in millions): | |||||||||||
December 31, | |||||||||||
2013 | 2012 | ||||||||||
Trade accounts receivable and other receivables | $ | 133 | $ | 231 | |||||||
Accounts payable | $ | 181 | $ | 129 | |||||||
Other | |||||||||||
We also have transactions with companies in which we hold an investment accounted for under the equity method of accounting (see Note 2 for information related to these investments). We recorded revenues of approximately $33 million and $18 million during the years ended December 31, 2013 and 2012, respectively, primarily associated with sales of crude oil to Eagle Ford Pipeline LLC for its linefill requirements. These sales did not result in any gain for us. Revenues from transactions with our equity method investees in 2011 were immaterial. During the three years ended December 31, 2013, we utilized transportation services provided by these companies. Costs related to these services totaled approximately $79 million, $42 million and $33 million for the years ended December 31, 2013, 2012 and 2011, respectively. These transactions were conducted at posted tariff rates or contracted rates or prices that we believe approximate market. Receivables from our equity method investees totaled approximately $2 million and $8 million at December 31, 2013 and 2012, respectively. Accounts payable to our equity method investees at December 31, 2013 and 2012 were approximately $6 million and $4 million, respectively. | |||||||||||
EquityIndexed_Compensation_Pla
Equity-Indexed Compensation Plans | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Equity-Indexed Compensation Plans | ' | |||||||||||||
Equity-Indexed Compensation Plans | ' | |||||||||||||
Note 15—Equity-Indexed Compensation Plans | ||||||||||||||
PAA Long-Term Incentive Plan Awards | ||||||||||||||
Plains All American 2013 Long-Term Incentive Plan. In November 2013, our common unitholders approved the Plains All American 2013 Long-Term Incentive Plan (the “PAA 2013 LTIP”), which consolidated our three previous long-term incentive plans (the Plains All American GP LLC 1998 Long-Term Incentive Plan, as amended, the Plains All American 2005 Long-Term Incentive Plan, as amended, and the Plains All American PPX Successor Long-Term Incentive Plan, as amended) into a single plan. The PAA 2013 LTIP authorizes the issuance of an aggregate of approximately 13.1 million PAA common units deliverable upon vesting. Although other types of awards are contemplated under the PAA 2013 LTIP, currently outstanding awards are limited to “phantom units,” which mature into the right to receive common units of PAA (or cash equivalent) upon vesting. Some awards also include DERs, which, subject to applicable vesting criteria, entitle the grantee to a cash payment equal to the cash distribution paid on an outstanding PAA common unit. | ||||||||||||||
Plains All American PNG Successor Long-Term Incentive Plan. In conjunction with the PNG Merger on December 31, 2013, our general partner adopted and assumed the PAA Natural Gas Storage, L.P. 2010 Long-Term Incentive Plan (the “PNG 2010 LTIP”) and changed the plan name to the Plains All American PNG Successor Long-Term Incentive Plan (the “PNG Successor LTIP”). Additionally, as a result of the PNG Merger, outstanding awards of PNG phantom units issued under the PNG 2010 LTIP were converted into comparable awards of phantom units representing the right to receive PAA common units by applying the Merger Exchange Ratio to each outstanding phantom unit and rounding down to the nearest PAA phantom unit for any fractions. See Note 10 for further discussion of the PNG Merger. The PNG Successor LTIP authorizes the issuance of an aggregate of 1.3 million PAA common units deliverable upon vesting. Although other types of awards are contemplated under the PNG Successor LTIP, currently outstanding awards are limited to “phantom units,” which mature into the right to receive common units of PAA (or cash equivalent) upon vesting. Some awards also include DERs, which, subject to applicable vesting criteria, entitle the grantee to a cash payment equal to the cash distribution paid on an outstanding PAA common unit. | ||||||||||||||
Plains All American GP LLC 2006 Long-Term Incentive Tracking Unit Plan. Our general partner has adopted the Plains All American GP LLC 2006 Long-Term Incentive Tracking Unit Plan (the “2006 Plan”) for non-officer employees. The 2006 Plan authorizes the grant of approximately 4.2 million “tracking units” which, upon vesting, represent the right to receive a cash payment in an amount based upon the market value of a PAA common unit at the time of vesting. | ||||||||||||||
Our general partner is entitled to reimbursement by us for any costs incurred in settling obligations under the PAA 2013 LTIP, the PNG Successor LTIP or the 2006 Plan. | ||||||||||||||
At December 31, 2013, the following LTIP awards, denominated in PAA units, were outstanding (units in millions): | ||||||||||||||
PAA | ||||||||||||||
LTIP Units | Distribution | Estimated Unit Vesting Date | ||||||||||||
Outstanding (1) (2) | Required (3) | 2014 | 2015 | 2016 | 2017 | Thereafter | ||||||||
8.4 | $1.925 - $2.65 | 1.9 | 2.1 | 2 | 1.3 | 1.1 | ||||||||
(1) Approximately 4.5 million of the 8.4 million outstanding PAA LTIP awards also include DERs, of which 3.0 million had vested as of December 31, 2013. | ||||||||||||||
(2) LTIP units outstanding do not include AAP Management Units. | ||||||||||||||
(3) These LTIP awards have performance conditions requiring the attainment of an annualized PAA distribution of between $1.925 and $2.65 and vest upon the later of a certain date or the attainment of such levels. If the performance conditions are not attained while the grantee remains employed by us, or the grantee does not meet employment requirements, these awards will be forfeited. For purposes of this disclosure, vesting dates are based on an estimate of future distribution levels and assume that all grantees remain employed by us through the vesting date. | ||||||||||||||
Our LTIP awards include both liability-classified and equity-classified awards. In accordance with FASB guidance regarding share-based payments, the fair value of liability-classified LTIP awards is calculated based on the closing market price of the underlying PAA unit at each balance sheet date and adjusted for the present value of any distributions that are estimated to occur on the underlying units over the vesting period that will not be received by the award recipients. The fair value of equity-classified LTIP awards is calculated based on the closing market price of the PAA unit on the respective grant dates and adjusted for the present value of any distributions that are estimated to occur on the underlying units over the vesting period that will not be received by the award recipient. This fair value is recognized as compensation expense over the service period. | ||||||||||||||
Our LTIP awards typically contain performance conditions based on the attainment of certain annualized distribution levels and vest upon the later of a certain date or the attainment of such levels. For awards with performance conditions (such as distribution targets), expense is accrued over the service period only if the performance condition is considered to be probable of occurring. When awards with performance conditions that were previously considered improbable become probable, we incur additional expense in the period that the probability assessment changes. This is necessary to bring the accrued obligation associated with these awards up to the level it would be as if we had been accruing for these awards since the grant date. DER awards typically contain performance conditions based on the attainment of certain annualized distribution levels and become earned upon the attainment of such levels. The DERs terminate with the vesting or forfeiture of the underlying LTIP award. For liability-classified awards, we recognize DER payments in the period the payment is earned as compensation expense. For equity-classified awards, we recognize DER payments in the period it is paid as a reduction of partners’ capital. | ||||||||||||||
Our accrued liability at December 31, 2013 related to all outstanding liability-classified LTIP awards and DERs is approximately $98 million, of which approximately $43 million was classified as short-term and approximately $55 million was classified as long-term. These short- and long-term accrued LTIP liabilities are reflected in “Accounts payable and accrued liabilities” and “Other long-term liabilities and deferred credits,” respectively, on our Consolidated Balance Sheet. These liabilities include accruals associated with our assessments that an annualized distribution of $2.75 was probable of occurring. At December 31, 2012, the accrued liability was approximately $90 million. | ||||||||||||||
Equity-indexed compensation activity for LTIP awards is summarized in the following table (units in millions): | ||||||||||||||
PAA Units (1) (3) | PNG Units (2) (4) | |||||||||||||
Weighted Average | Weighted Average | |||||||||||||
Grant Date | Grant Date | |||||||||||||
Units | Fair Value per Unit | Units | Fair Value per Unit | |||||||||||
Outstanding, December 31, 2010 | 8.8 | $ | 20.85 | 1 | $ | 20.55 | ||||||||
Granted | 1 | $ | 27.53 | — | $ | — | ||||||||
Vested | (1.4 | ) | $ | 20.34 | (0.1 | ) | $ | 23.62 | ||||||
Cancelled or forfeited | (0.4 | ) | $ | 20.99 | (0.1 | ) | $ | 19.2 | ||||||
Outstanding, December 31, 2011 | 8 | $ | 21.77 | 0.8 | $ | 20.55 | ||||||||
Granted | 1.5 | $ | 33.9 | 0.1 | $ | 15.33 | ||||||||
Vested | (3.2 | ) | $ | 19.82 | — | $ | 23.64 | |||||||
Cancelled or forfeited | (0.3 | ) | $ | 29.36 | — | $ | — | |||||||
Outstanding, December 31, 2012 | 6 | $ | 25.55 | 0.9 | $ | 17.49 | ||||||||
Granted | 4.1 | $ | 47.6 | 0.4 | $ | 17.51 | ||||||||
Vested | (1.8 | ) | $ | 24.79 | — | $ | 18.88 | |||||||
Cancelled or forfeited (5) | (0.3 | ) | $ | 36.7 | (0.3 | ) | $ | 21.62 | ||||||
Conversion of PNG unit-denominated awards into PAA unit-denominated awards (6) | 0.4 | $ | 40.54 | (1.0 | ) | $ | 16.41 | |||||||
Outstanding, December 31, 2013 | 8.4 | $ | 36.97 | — | $ | — | ||||||||
(1) Amounts do not include AAP Management Units. | ||||||||||||||
(2) Amounts include PNG Transaction Grants, which are discussed further below. | ||||||||||||||
(3) Approximately 0.5 million, 1.0 million, and 0.5 million PAA common units were issued net of tax withholding of approximately 0.3 million, 0.5 million and 0.2 million units, in 2013, 2012, and 2011 respectively, in connection with the settlement of vested awards. The remaining 1.0 million, 1.7 million and 0.8 million of awards that vested during 2013, 2012 and 2011 respectively, were settled in cash. | ||||||||||||||
(4) Less than 0.1 million PNG units vested during each of the years ended December 31, 2013 and December 31, 2012. | ||||||||||||||
(5) As a result of the PNG Merger on December 31, 2013, approximately 0.3 million outstanding PNG Transaction Grants were cancelled. | ||||||||||||||
(6) As a result of the PNG Merger on December 31, 2013, outstanding awards of PNG phantom units were converted into comparable awards of PAA phantom units representing the right to receive PAA common units by applying the Merger Exchange Ratio to each outstanding PNG phantom unit and rounding down to the nearest PAA phantom unit for any fractions. | ||||||||||||||
PNG Transaction Grants | ||||||||||||||
In connection with the IPO of PNG in 2010, we created a plan based on PNG equity. In September 2010, we entered into agreements with certain of our officers, pursuant to which these officers acquired, in equal proportion, phantom common units, phantom series A subordinated units, and phantom series B subordinated units representing a portion of the limited partner interest of PNG issued to us in connection with PNG’s IPO. The phantom common units vested in equal one-half increments in May 2011 and May 2012. The unvested portion of these grants were surrendered on December 31, 2013 in connection with the closing of the PNG Merger. | ||||||||||||||
AAP Management Units | ||||||||||||||
In August 2007, the owners of our general partner authorized the issuance of AAP Management Units in order to provide additional performance incentives and encourage retention for certain members of our senior management. AAP Management Units become earned in various increments upon the achievement of PAA distribution levels of between $1.75 and $2.85 (or in some cases, within 180 days thereafter). When earned, the AAP Management Units are entitled to participate in distributions paid by our general partner in excess of $11 million (as adjusted for debt service costs and excluding special distributions funded by debt) per quarter. Up to approximately 52.1 million AAP Management Units are authorized for issuance. Assuming all 52.1 million AAP Management Units were granted and earned, the maximum participation would be approximately 8% of our general partner’s distribution in excess of $11 million (as adjusted) each quarter. | ||||||||||||||
As a result of the recapitalization of our general partner in connection with the IPO of PAGP on October 21, 2013, the number of AAP Management Units reserved for future grants, outstanding and earned were adjusted on a proportionate basis. The adjustment did not result in a change in vesting criteria, service period, or total grant date fair value. This adjustment is reflected retrospectively in the following summary of AAP Management Units (in millions): | ||||||||||||||
Reserved for Future | Outstanding | Outstanding Units | Grant Date | |||||||||||
Grants | Earned | Fair Value Of Outstanding AAP | ||||||||||||
Management Units (1) | ||||||||||||||
Balance as of December 31, 2011 | 4.3 | 47.8 | 20.9 | $ | 44 | |||||||||
Forfeitures | 0.4 | (0.4 | ) | — | — | |||||||||
Earned | N/A | N/A | 13.1 | N/A | ||||||||||
Balance as of December 31, 2012 | 4.7 | 47.4 | 34 | $ | 44 | |||||||||
Granted | (1.2 | ) | 1.2 | — | 7 | |||||||||
Earned | N/A | N/A | 13 | N/A | ||||||||||
Balance as of December 31, 2013 | 3.5 | 48.6 | 47 | $ | 51 | |||||||||
(1) Of the grant date fair value, approximately $5 million, $6 million and $9 million was recognized as expense during the years ended December 31, 2013, 2012 and 2011, respectively. Of the $51 million grant date fair value, approximately $49 million had been recognized through December 31, 2013. | ||||||||||||||
The entire economic burden of the AAP Management Units, which are equity classified, is borne solely by AAP and does not impact our cash or units outstanding. However, because the intent of the AAP Management Units is to provide a performance incentive and encourage retention for certain members of our senior management, we recognize the grant date fair value of the AAP Management Units as compensation expense over the service period. The expense is also reflected as a capital contribution and thus, results in a corresponding credit to partners’ capital on our Consolidated Financial Statements. | ||||||||||||||
Other Consolidated Equity-Indexed Compensation Information | ||||||||||||||
We refer to all of the LTIPs and AAP Management Units collectively as the “Equity-indexed compensation plans.” The table below summarizes the expense recognized and the value of vesting (settled both in units and cash) related to our equity-indexed compensation plans and includes both liability-classified and equity- classified awards (in millions): | ||||||||||||||
2013 | 2012 | 2011 | ||||||||||||
Equity-indexed compensation expense | $ | 116 | $ | 101 | $ | 110 | ||||||||
LTIP unit-settled vestings (1) | $ | 48 | $ | 62 | $ | 24 | ||||||||
LTIP cash-settled vestings | $ | 61 | $ | 66 | $ | 19 | ||||||||
DER cash payments | $ | 8 | $ | 7 | $ | 4 | ||||||||
(1) For the years ended December 31, 2013, 2012 and 2011, less than $1 million, approximately $1 million and $2 million, respectively, relates to unit vestings which were settled with PNG common units. | ||||||||||||||
Based on the December 31, 2013 fair value measurement and probability assessment regarding future distributions, we expect to recognize approximately $193 million of additional expense over the life of our outstanding awards related to the remaining unrecognized fair value. Actual amounts may differ materially as a result of a change in the market price of our units and/or probability assessments regarding future distributions. We estimate that the remaining fair value will be recognized in expense as shown below (in millions): | ||||||||||||||
Year | Equity-Indexed | |||||||||||||
Compensation Plan Fair Value | ||||||||||||||
Amortization (1) (2) | ||||||||||||||
2014 | $ | 80 | ||||||||||||
2015 | 55 | |||||||||||||
2016 | 36 | |||||||||||||
2017 | 16 | |||||||||||||
2018 | 5 | |||||||||||||
Thereafter | 1 | |||||||||||||
Total | $ | 193 | ||||||||||||
(1) Amounts do not include fair value associated with awards containing performance conditions that are not considered to be probable of occurring at December 31, 2013. | ||||||||||||||
(2) Includes unamortized fair value associated with AAP Management Units. | ||||||||||||||
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||
Commitments and Contingencies. | ' | ||||||||||||||||||||||
Commitments and Contingencies | ' | ||||||||||||||||||||||
Note 16—Commitments and Contingencies | |||||||||||||||||||||||
Commitments | |||||||||||||||||||||||
Expenditures related to leases for 2013, 2012 and 2011 were approximately $132 million, $102 million and $60 million, respectively. We have commitments, some of which are leases, related to real property, equipment and operating facilities. We also incur costs associated with leased land, rights-of-way, permits and regulatory fees. Future non-cancelable commitments related to these items at December 31, 2013, are summarized below (in millions): | |||||||||||||||||||||||
2014 | 2015 | 2016 | 2017 | 2018 | Thereafter | Total | |||||||||||||||||
Leases (1) | $ | 152 | $ | 132 | $ | 124 | $ | 103 | $ | 78 | $ | 386 | $ | 975 | |||||||||
Other commitments (2) | 38 | 32 | 29 | 25 | 16 | 42 | 182 | ||||||||||||||||
Total | $ | 190 | $ | 164 | $ | 153 | $ | 128 | $ | 94 | $ | 428 | $ | 1,157 | |||||||||
(1) Includes capital and operating leases as defined by the FASB guidance. | |||||||||||||||||||||||
(2) Primarily includes third-party storage and transportation agreements and pipeline throughput agreements. | |||||||||||||||||||||||
Litigation | |||||||||||||||||||||||
General. In the ordinary course of business, we are involved in various legal proceedings. To the extent we are able to assess the likelihood of a negative outcome for these proceedings, our assessments of such likelihood range from remote to probable. If we determine that a negative outcome is probable and the amount of loss is reasonably estimable, we accrue the estimated amount. We do not believe that the outcome of these legal proceedings, individually or in the aggregate, will have a material adverse effect on our financial condition, results of operations or cash flows. Although we believe that our operations are presently in material compliance with applicable requirements, as we acquire and incorporate additional assets it is possible that the EPA or other governmental entities may seek to impose fines, penalties or performance obligations on us (or on a portion of our operations) as a result of any past noncompliance whether such noncompliance initially developed before or after our acquisition. | |||||||||||||||||||||||
Pemex Exploración y Producción v. Big Star Gathering Ltd L.L.P. et al. In two cases filed in the Texas Southern District Court in May 2011 and April 2012, Pemex Exploración y Producción (“PEP”) alleges that certain parties stole condensate from pipelines and gathering stations and conspired with U.S. companies (primarily in Texas) to import and market the stolen condensate. PEP does not allege that Plains was part of any conspiracy, but that it dealt in the condensate only after it had been obtained by others and resold to Plains Marketing, L.P. PEP seeks actual damages, attorney’s fees, and statutory penalties from Plains Marketing, L.P. In February 2013, the Court granted Plains Marketing, L.P.’s motion to be dismissed from the April 2012 lawsuit. In October 2013, the Court issued an order in the May 2011 lawsuit granting summary judgment in favor of Plains Marketing, L.P. with respect to all of PEP’s remaining claims against Plains Marketing, L.P. In February 2014, the Court affirmed its order granting summary judgment in favor of Plains Marketing, L.P., denied PEP’s motion for reconsideration, and issued a judgment dismissing all claims against Plains. PEP has the right to appeal such rulings. | |||||||||||||||||||||||
PNG Merger. Purported class action lawsuits were filed on behalf of PNG unitholders challenging the PNG Merger. Two lawsuits were filed in the Delaware Court of Chancery in September 2013 and were consolidated under the caption In re PAA Natural Gas Storage, Limited Partnership Unitholder Litigation, C.A. No. 8908-VCL (which we refer to as the Consolidated Delaware Action). Two lawsuits were filed in Texas state court in September 2013 and were consolidated under the caption Vicars v. PNGS GP, LLC, et al., Cause No. 2013-52687 (Tex. Dist. Ct. Harris County) (which we refer to as the Consolidated Texas Action). Four lawsuits were filed in Texas federal court in October 2013 and were consolidated under the caption The DuckPond Trust, et al., v. PAA Natural Gas Storage, LP., et al., 4:13-cv-03170 (S.D. Tex.) (which we refer to as the Consolidated Federal Action). | |||||||||||||||||||||||
Plaintiffs in the Consolidated Delaware Action generally allege that (i) the individual defendants breached fiduciary duties owed to PNG unitholders by allegedly approving the merger agreement at an unfair price and through an unfair process and by agreeing to certain deal protection devices; and (ii) the PNG Merger unfairly benefits certain members of PNG’s board of directors. Plaintiffs also allege that PNG’s general partner, PNG and other of our affiliates aided and abetted the alleged fiduciary breaches by the individual defendants. | |||||||||||||||||||||||
Plaintiffs in the Consolidated Texas Action generally allege that (i) the individual defendants breached their duties owed to PNG’s unitholders under PNG’s partnership agreement as well as the implied covenant of good faith and fair dealing, and are engaging in self-dealing; and (ii) PNG’s general partner, PNG and other of our affiliates have aided and abetted the defendant directors for the purpose of advancing their own interests and/or assisting such directors in connection with their breaches of their respective duties. In addition, the Consolidated Texas Action includes purported derivative claims on behalf of PNG based on the alleged breaches of duties by the individual defendants. | |||||||||||||||||||||||
In February 2014, the Consolidated Federal Action was dismissed. Plaintiffs in the remaining actions generally seek, among other relief, to enjoin the transaction, rescission in the event the transaction is consummated, an order directing defendants to account to plaintiff and other members of the putative class for all damages caused by their breaches, money damages and an award of costs and disbursements, including reasonable attorneys’ fees. We cannot predict the outcome of these or any other lawsuits that might be filed, nor can we predict the amount of time and expense that will be required to resolve these lawsuits. We intend to defend vigorously against these and any other actions. See Note 10 for a description of the PNG Merger. | |||||||||||||||||||||||
Environmental | |||||||||||||||||||||||
General. Although we believe that our efforts to enhance our leak prevention and detection capabilities have produced positive results, we have experienced (and likely will experience future) releases of hydrocarbon products into the environment from our pipeline and storage operations. These releases can result from unpredictable man-made or natural forces and may reach surface water bodies, groundwater aquifers or other sensitive environments. Whether current or past, damages and liabilities associated with any such releases from our assets may substantially affect our business. | |||||||||||||||||||||||
We record environmental liabilities when environmental assessments and/or remedial efforts are probable and the amounts can be reasonably estimated. Generally, our recording of these accruals coincides with our completion of a feasibility study or our commitment to a formal plan of action. We do not discount our environmental remediation liabilities to present value. We also record environmental liabilities assumed in business combinations based on the estimated fair value of the environmental obligations caused by past operations of the acquired company. We record receivables for amounts recoverable from insurance or from third parties under indemnification agreements in the period that we determine the costs are probable of recovery. | |||||||||||||||||||||||
Environmental expenditures that pertain to current operations or to future revenues are expensed or capitalized consistent with our capitalization policy for property and equipment. Expenditures that result from the remediation of an existing condition caused by past operations and that do not contribute to current or future profitability are expensed. | |||||||||||||||||||||||
At December 31, 2013, our estimated undiscounted reserve for environmental liabilities totaled approximately $93 million, of which approximately $11 million was classified as short-term and approximately $82 million was classified as long-term. At December 31, 2012, our reserve for environmental liabilities totaled approximately $96 million, of which approximately $13 million was classified as short-term and approximately $83 million was classified as long-term. The short- and long-term environmental liabilities referenced above are reflected in “Accounts payable and accrued liabilities” and “Other long-term liabilities and deferred credits,” respectively, on our Consolidated Balance Sheets. At December 31, 2013 and 2012, we had recorded receivables totaling approximately $10 million and $42 million, respectively, for amounts probable of recovery under insurance and from third parties under indemnification agreements, which are predominantly reflected in “Trade accounts receivable and other receivables, net” on our Consolidated Balance Sheets. | |||||||||||||||||||||||
In some cases, the actual cash expenditures may not occur for three to five years. Our estimates used in these reserves are based on information currently available to us and our assessment of the ultimate outcome. Among the many uncertainties that impact our estimates are the necessary regulatory approvals for, and potential modification of, our remediation plans, the limited amount of data available upon initial assessment of the impact of soil or water contamination, changes in costs associated with environmental remediation services and equipment and the possibility of existing legal claims giving rise to additional liabilities. Therefore, although we believe that the reserve is adequate, costs incurred may be in excess of the reserve and may potentially have a material adverse effect on our financial condition, results of operations or cash flows. | |||||||||||||||||||||||
Rainbow Pipeline Release. During April 2011, we experienced a crude oil release of approximately 28,000 barrels of crude oil on a remote section of our Rainbow Pipeline located in Alberta, Canada. Since the release and through December 31, 2013, we spent approximately $70 million, before insurance recoveries, in connection with site clean-up, reclamation and remediation activities, and as of December 31, 2013, we did not have any material outstanding liabilities or insurance receivables relating to this release. On February 26, 2013, the Alberta Energy Regulator (“AER”) issued a report detailing four enforcement actions against Plains Midstream Canada ULC (“PMC”) for failure to comply with certain regulatory requirements in connection with the release, including requirements related to operations and maintenance procedures, leak detection and response, backfill and compaction procedures and emergency response plan testing. PMC is in the process of taking appropriate actions necessary to respond to and comply with the enforcement actions set forth in the report, including the implementation of additional risk assessment procedures and the taking of other actions designed to minimize the risk that similar incidents occur in the future and enhance the effectiveness of PMC’s response to any such future incidents. In addition, on April 23, 2013, the Alberta Crown Prosecutor filed civil charges under the Environmental Protection and Enhancement Act against PMC relating to the release. To date, PMC has not been assessed any fines or penalties related to this release; however, such fines or penalties may be assessed in the future and are not expected to be material. | |||||||||||||||||||||||
Rangeland Pipeline Release. During June 2012, we experienced a crude oil release on a section of our Rangeland Pipeline located near Sundre, Alberta, Canada. Approximately 3,000 barrels were released into the Red Deer River and were contained downstream in the Gleniffer Reservoir. Remediation activities in the reservoir area were completed by June 30, 2012, remediation of the remaining impacted areas of government-owned lands was completed by September 30, 2012 and interim closure, in respect of those lands, was received from the applicable regulatory agencies. Monitoring will continue into 2014, and a long-term monitoring plan has been developed and implemented in accordance with regulatory requirements. Through December 31, 2013, we spent approximately $46 million, before insurance recoveries, in connection with site clean-up, reclamation and remediation activities. This release is currently under investigation by the AER, which also intends to perform an audit of PMC’s operations. Although the AER’s final investigation is not complete, on July 4, 2013, the AER issued four enforcement actions against PMC citing failure to inspect water crossings, failure to complete an engineering assessment to determine suitability of continued operation of the Rangeland Pipeline, failure to maintain updated emergency response plans, and failure to conduct regular public awareness programs. To date, no fines or penalties have been assessed against PMC with respect to this release; however, it is possible that fines or penalties may be assessed against PMC in the future and are not expected to be material. | |||||||||||||||||||||||
Bay Springs Pipeline Release During February 2013, we experienced a crude oil release of approximately 120 barrels on a portion of one of our pipelines near Bay Springs, Mississippi. Most of the released oil was contained within our pipeline right of way, but some of the released oil entered a nearby waterway where it was contained with booms. The EPA has issued an administrative order requiring us to take various actions in response to the release, including remediation, reporting and other actions, and we may be subjected to a civil penalty. The aggregate cost to clean up and remediate the site was approximately $6 million, which has been recognized in “Field operating costs” on our Consolidated Statement of Operations. | |||||||||||||||||||||||
Kemp River Pipeline Release. During May and June 2013, two separate releases were discovered on our Kemp River pipeline in Northern Alberta, Canada that, in the aggregate, resulted in the release of approximately 700 barrels of condensate and light crude oil. Clean-up and remediation activities are being conducted in cooperation with the applicable regulatory agencies. We estimate that the aggregate clean-up and remediation costs associated with these releases will be approximately $15 million which we have recognized in “Field operating costs” on our Consolidated Statement of Operations. | |||||||||||||||||||||||
Environmental Remediation | |||||||||||||||||||||||
We currently own or lease, and in the past have owned and leased, properties where hazardous liquids, including hydrocarbons, are or have been handled. These properties and the hazardous liquids or associated wastes disposed thereon may be subject to CERCLA, RCRA and state and Canadian federal and provincial laws and regulations. Under such laws and regulations, we could be required to remove or remediate hazardous liquids or associated wastes (including wastes disposed of or released by prior owners or operators) and to clean up contaminated property (including contaminated groundwater). | |||||||||||||||||||||||
We maintain insurance of various types with varying levels of coverage that we consider adequate under the circumstances to cover our operations and properties. The insurance policies are subject to deductibles and retention levels that we consider reasonable and not excessive. Consistent with insurance coverage generally available in the industry, in certain circumstances our insurance policies provide limited coverage for losses or liabilities relating to gradual pollution, with broader coverage for sudden and accidental occurrences. | |||||||||||||||||||||||
Assets we have acquired or will acquire in the future may have environmental remediation liabilities for which we are not indemnified. We have in the past experienced and in the future likely will experience releases of crude oil into the environment from our pipeline and storage operations. We also may discover environmental impacts from past releases that were previously unidentified. | |||||||||||||||||||||||
Insurance | |||||||||||||||||||||||
A pipeline, terminal or other facility may experience damage as a result of an accident, natural disaster or terrorist activity. These hazards can cause personal injury and loss of life, severe damage to and destruction of property and equipment, pollution or environmental damage and suspension of operations. We maintain various types of insurance that we consider adequate to cover our operations and certain assets. The insurance policies are subject to deductibles or self-insured retentions that we consider reasonable. Our insurance does not cover every potential risk associated with operating pipelines, terminals and other facilities, including the potential loss of significant revenues. | |||||||||||||||||||||||
The occurrence of a significant event not fully insured, indemnified or reserved against, or the failure of a party to meet its indemnification obligations, could materially and adversely affect our operations and financial condition. We believe we are adequately insured for public liability and property damage with respect to our operations. In the future, we may not be able to maintain insurance at levels that we consider adequate for rates we consider reasonable. As a result, we may elect to self-insure or utilize higher deductibles in certain insurance programs. For example, the market for hurricane- or windstorm-related property damage coverage has remained difficult the last few years. The amount of coverage available has been limited, costs have increased substantially and deductibles have increased as well. | |||||||||||||||||||||||
In 2011, we elected not to renew our hurricane insurance, and, instead, to self-insure this risk. Our assessment of the current availability of coverage and associated rates has led us to the decision to continue to self-insure. This decision does not affect our third-party liability insurance, which still covers hurricane-related liability claims which we have renewed at our historic coverage levels. In addition, although we believe that we have established adequate reserves to the extent such risks are not insured, costs incurred in excess of these reserves may be higher and may potentially have a material adverse effect on our financial conditions, results of operations or cash flows. | |||||||||||||||||||||||
Quarterly_Financial_Data_Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Data (Unaudited) | ' | ||||||||||||||||
Quarterly Financial Data (Unaudited) | ' | ||||||||||||||||
Note 17—Quarterly Financial Data (Unaudited) | |||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | Total (1) | |||||||||||||
(in millions, except per unit data) | |||||||||||||||||
2013 | |||||||||||||||||
Revenues | $ | 10,620 | $ | 10,295 | $ | 10,703 | $ | 10,631 | $ | 42,249 | |||||||
Gross margin (2) | $ | 761 | $ | 474 | $ | 375 | $ | 478 | $ | 2,087 | |||||||
Operating income | $ | 655 | $ | 383 | $ | 296 | $ | 394 | $ | 1,728 | |||||||
Net income | $ | 536 | $ | 300 | $ | 237 | $ | 318 | $ | 1,391 | |||||||
Net income attributable to PAA | $ | 528 | $ | 292 | $ | 231 | $ | 309 | $ | 1,361 | |||||||
Basic net income per limited partner unit | $ | 1.28 | $ | 0.58 | $ | 0.38 | $ | 0.59 | $ | 2.82 | |||||||
Diluted net income per limited partner unit | $ | 1.27 | $ | 0.57 | $ | 0.38 | $ | 0.58 | $ | 2.8 | |||||||
Cash distributions per common unit (3) | $ | 0.5625 | $ | 0.575 | $ | 0.5875 | $ | 0.6 | $ | 2.325 | |||||||
2012 | |||||||||||||||||
Revenues | $ | 9,218 | $ | 9,786 | $ | 9,354 | $ | 9,439 | $ | 37,797 | |||||||
Gross margin (2) | $ | 407 | $ | 551 | $ | 328 | $ | 480 | $ | 1,767 | |||||||
Operating income | $ | 313 | $ | 462 | $ | 247 | $ | 402 | $ | 1,425 | |||||||
Net income | $ | 237 | $ | 386 | $ | 173 | $ | 330 | $ | 1,127 | |||||||
Net income attributable to PAA | $ | 230 | $ | 378 | $ | 165 | $ | 320 | $ | 1,094 | |||||||
Basic net income per limited partner unit | $ | 0.52 | $ | 0.93 | $ | 0.27 | $ | 0.7 | $ | 2.41 | |||||||
Diluted net income per limited partner unit | $ | 0.51 | $ | 0.93 | $ | 0.27 | $ | 0.69 | $ | 2.4 | |||||||
Cash distributions per common unit (3) | $ | 0.5125 | $ | 0.5225 | $ | 0.5325 | $ | 0.5425 | $ | 2.11 | |||||||
(1) The sum of the four quarters may not equal the total year due to rounding. | |||||||||||||||||
(2) Gross margin is calculated as Total revenues less (i) Purchases and related costs, (ii) Field operating costs and (iii) Depreciation and amortization. | |||||||||||||||||
(3) Represents cash distributions declared and paid in the applicable period. | |||||||||||||||||
Operating_Segments
Operating Segments | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Operating Segments | ' | |||||||||||||
Operating Segments | ' | |||||||||||||
Note 18—Operating Segments | ||||||||||||||
We manage our operations through three operating segments: (i) Transportation, (ii) Facilities and (iii) Supply and Logistics. See “Revenue Recognition” in Note 2 for a summary of the types of products and services from which each segment derives its revenues. Our Chief Operating Decision Maker (our Chief Executive Officer) evaluates segment performance based on measures including segment profit and maintenance capital investment. We define segment profit as revenues and equity earnings in unconsolidated entities less (i) purchases and related costs, (ii) field operating costs and (iii) segment general and administrative expenses. Each of the items above excludes depreciation and amortization. | ||||||||||||||
As an MLP, we make quarterly distributions of our “available cash” (as defined in our partnership agreement) to our unitholders. We look at each period’s earnings before non-cash depreciation and amortization as an important measure of segment performance. The exclusion of depreciation and amortization expense could be viewed as limiting the usefulness of segment profit as a performance measure because it does not account in current periods for the implied reduction in value of our capital assets, such as crude oil pipelines and facilities, caused by age-related decline and wear and tear. We compensate for this limitation by recognizing that depreciation and amortization are largely offset by repair and maintenance investments, which acts to partially offset the aging and wear and tear in the value of our principal fixed assets. These maintenance investments are a component of field operating costs included in segment profit or in maintenance capital, depending on the nature of the cost. Maintenance capital, which is deducted in determining “available cash,” consists of capital expenditures for the replacement of partially or fully depreciated assets in order to maintain the operating and/or earnings capacity of our existing assets. Capital expenditures made to expand the existing operating and/or earnings capacity of our assets are considered expansion capital expenditures, not maintenance capital. Repair and maintenance expenditures incurred in order to maintain the day to day operation of our existing assets are charged to expense as incurred. | ||||||||||||||
The following table reflects certain financial data for each segment for the periods indicated (in millions): | ||||||||||||||
Transportation | Facilities | Supply and Logistics | Total | |||||||||||
Twelve Months Ended December 31, 2013 | ||||||||||||||
Revenues: | ||||||||||||||
External Customers | $ | 701 | $ | 856 | $ | 40,692 | $ | 42,249 | ||||||
Intersegment (1) | 797 | 521 | 4 | 1,322 | ||||||||||
Total revenues of reportable segments | $ | 1,498 | $ | 1,377 | $ | 40,696 | $ | 43,571 | ||||||
Equity earnings in unconsolidated entities | $ | 64 | $ | — | $ | — | $ | 64 | ||||||
Segment profit (2) (3) | $ | 729 | $ | 616 | $ | 822 | $ | 2,167 | ||||||
Capital expenditures | $ | 1,046 | $ | 549 | $ | 46 | $ | 1,641 | ||||||
Total assets | $ | 7,221 | $ | 6,555 | $ | 6,584 | $ | 20,360 | ||||||
Maintenance capital | $ | 123 | $ | 38 | $ | 15 | $ | 176 | ||||||
Twelve Months Ended December 31, 2012 | ||||||||||||||
Revenues: | ||||||||||||||
External Customers | $ | 623 | $ | 736 | $ | 36,438 | $ | 37,797 | ||||||
Intersegment (1) | 793 | 362 | 2 | 1,157 | ||||||||||
Total revenues of reportable segments | $ | 1,416 | $ | 1,098 | $ | 36,440 | $ | 38,954 | ||||||
Equity earnings in unconsolidated entities | $ | 38 | $ | — | $ | — | $ | 38 | ||||||
Segment profit (2) (3) | $ | 710 | $ | 482 | $ | 753 | $ | 1,945 | ||||||
Capital expenditures | $ | 1,244 | $ | 1,724 | $ | 503 | $ | 3,471 | ||||||
Total assets | $ | 6,423 | $ | 6,134 | $ | 6,678 | $ | 19,235 | ||||||
Maintenance capital | $ | 108 | $ | 49 | $ | 13 | $ | 170 | ||||||
Twelve Months Ended December 31, 2011 | ||||||||||||||
Revenues: | ||||||||||||||
External Customers | $ | 572 | $ | 638 | $ | 33,065 | $ | 34,275 | ||||||
Intersegment (1) | 593 | 158 | 3 | 754 | ||||||||||
Total revenues of reportable segments | $ | 1,165 | $ | 796 | $ | 33,068 | $ | 35,029 | ||||||
Equity earnings in unconsolidated entities | $ | 13 | $ | — | $ | — | $ | 13 | ||||||
Segment profit (2) (3) | $ | 555 | $ | 358 | $ | 647 | $ | 1,560 | ||||||
Capital expenditures | $ | 600 | $ | 1,317 | $ | 18 | $ | 1,935 | ||||||
Total assets | $ | 5,156 | $ | 4,506 | $ | 5,719 | $ | 15,381 | ||||||
Maintenance capital | $ | 86 | $ | 22 | $ | 12 | $ | 120 | ||||||
(1) Segment revenues and purchases and related costs include intersegment amounts. Intersegment sales are conducted at posted tariff rates, rates similar to those charged to third parties or rates that we believe approximate market. | ||||||||||||||
(2) Supply and Logistics segment profit includes interest expense (related to hedged inventory purchases) of approximately $30 million, $12 million and $20 million for the years ended December 31, 2013, 2012 and 2011, respectively. | ||||||||||||||
(3) The following table reconciles segment profit to net income attributable to PAA (in millions): | ||||||||||||||
Year Ended December 31, | ||||||||||||||
2013 | 2012 | 2011 | ||||||||||||
Segment profit | $ | 2,167 | $ | 1,945 | $ | 1,560 | ||||||||
Depreciation and amortization | (375 | ) | (482 | ) | (249 | ) | ||||||||
Interest expense | (303 | ) | (288 | ) | (253 | ) | ||||||||
Other income/(expense), net | 1 | 6 | (19 | ) | ||||||||||
Income tax expense | (99 | ) | (54 | ) | (45 | ) | ||||||||
Net income | 1,391 | 1,127 | 994 | |||||||||||
Net income attributable to noncontrolling interests | (30 | ) | (33 | ) | (28 | ) | ||||||||
Net income attributable to PAA | $ | 1,361 | $ | 1,094 | $ | 966 | ||||||||
Geographic Data | ||||||||||||||
We have operations in the United States and Canada. Set forth below are revenues and long-lived assets attributable to these geographic areas (in millions): | ||||||||||||||
Year Ended December 31, | ||||||||||||||
Revenues (1) | 2013 | 2012 | 2011 | |||||||||||
United States | $ | 32,924 | $ | 29,978 | $ | 28,181 | ||||||||
Canada | 9,325 | 7,819 | 6,094 | |||||||||||
$ | 42,249 | $ | 37,797 | $ | 34,275 | |||||||||
(1) Revenues are primarily attributed to each region based on where the services are provided or the product is shipped. | ||||||||||||||
December 31, | ||||||||||||||
Long-Lived Assets (1) | 2013 | 2012 | ||||||||||||
United States | $ | 11,743 | $ | 10,401 | ||||||||||
Canada | 3,623 | 3,677 | ||||||||||||
$ | 15,366 | $ | 14,078 | |||||||||||
(1) Excludes long-term derivative assets. | ||||||||||||||
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Summary of Significant Accounting Policies | ' | |||||||||||||
Basis of Consolidation and Presentation | ' | |||||||||||||
Basis of Consolidation and Presentation | ||||||||||||||
All significant intercompany transactions have been eliminated in consolidation, and certain reclassifications have been made to information from previous years to conform to the current presentation. These reclassifications do not affect net income attributable to PAA. The accompanying consolidated financial statements include PAA and all of its wholly owned subsidiaries. | ||||||||||||||
Investments in entities over which we have significant influence but not control are accounted for by the equity method. We evaluate our equity investments for impairment in accordance with FASB guidance with respect to the equity method of accounting for investments in common stock. An impairment of an equity investment results when factors indicate that the investment’s fair value is less than its carrying value and the reduction in value is other than temporary in nature. | ||||||||||||||
Use of Estimates | ' | |||||||||||||
Use of Estimates | ||||||||||||||
The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We make significant estimates with respect to (i) purchases and sales accruals, (ii) estimated fair value of assets and liabilities acquired and identification of associated goodwill and intangible assets, (iii) mark-to-market gains and losses on derivative instruments (pursuant to guidance issued by the FASB regarding fair value measurements), (iv) accruals and contingent liabilities, (v) equity-indexed compensation plan accruals, (vi) property and equipment and depreciation expense and (vii) allowance for doubtful accounts. Although we believe these estimates are reasonable, actual results could differ from these estimates. | ||||||||||||||
Revenue Recognition | ' | |||||||||||||
Revenue Recognition | ||||||||||||||
Supply and Logistics Segment Revenues. Revenues from sales of crude oil and NGL are recognized at the time title to the product sold transfers to the purchaser, which occurs upon delivery of the product to the purchaser or its designee. Sales of crude oil and NGL consist of outright sales contracts. Inventory purchases and sales under buy/sell transactions are treated as inventory exchanges. The sales under these exchanges are netted to zero in Supply and Logistics segment revenues in our Consolidated Statements of Operations. | ||||||||||||||
Additionally, we may utilize derivatives in connection with the transactions described above. For commodity derivatives that are designated as cash flow hedges, derivative gains and losses are deferred in AOCI and recognized in revenues in the periods during which the underlying physical hedged transaction impacts earnings. Also, the ineffective portion of the change in fair value of cash flow hedges is recognized in revenues each period along with the change in fair value of derivatives that do not qualify for or are not designated for hedge accounting. | ||||||||||||||
Transportation Segment Revenues. Revenues from pipeline tariffs and fees are associated with the transportation of crude oil and NGL at a published tariff, as well as revenues associated with leases and other agreements for committed space on various assets. Tariff revenues are recognized either at the point of delivery or at the point of receipt pursuant to specifications outlined in the regulated and non-regulated tariffs. Revenues associated with lease fees are recognized in the month to which the lease applies. The majority of our pipeline tariff and fee revenues are based on actual volumes and rates. As is common in the industry, our tariffs incorporate a loss allowance factor that is intended to offset losses due to evaporation, measurement and other losses in transit. We value the variance of allowance volumes to actual losses at the estimated net realizable value (including the impact of gains and losses from derivative related activities) at the time the variance occurred and the result is recorded as either an increase or decrease to tariff revenues. In addition, we have certain agreements that require counterparties to ship a minimum volume over an agreed upon period. Revenue is recognized at the latter of when the volume is shipped (pursuant to specifications outlined in the tariffs) or when the counterparty’s ability to make up the minimum volume has expired. | ||||||||||||||
Facilities Segment Revenues. Our Facilities segment operations generally consist of fee-based activities associated with providing storage, terminalling and throughput services for crude oil, refined products, NGL and natural gas, NGL fractionation and isomerization services and natural gas and condensate processing services. Revenues generated in this segment include (i) storage fees that are generated when we lease storage capacity, (ii) terminal throughput fees that are generated when we receive crude oil, refined products or NGL from one connecting source and redeliver the applicable product to another connecting carrier, (iii) rail terminal loading and unloading fees, (iv) hub service fees associated with natural gas park and loan activities, interruptible storage services and wheeling and balancing services, (v) revenues from the sale of natural gas, (vi) fees from NGL fractionation and isomerization and (vii) fees from gas processing services. We generate revenue through a combination of month-to-month and multi-year leases and processing arrangements. Storage fees resulting from short-term and long-term contracts are typically recognized in revenue ratably over the term of the contract regardless of the actual storage capacity utilized. Terminal fees (including throughput and rail fees) are recognized as the crude oil, NGL or refined product enters or exits the terminal and is received from or delivered to the connecting carrier or third-party terminal, as applicable. Hub service fees are recognized in the period the natural gas moves across our header system. Fees from NGL fractionation, isomerization services and gas processing services are recognized in the period when the services are performed. Revenues associated with the sale of natural gas are recognized at the time title to the product sold transfers to the purchaser or its designee. In addition, we have certain agreements that require counterparties to throughput a minimum volume over an agreed upon period. Revenue is recognized at the latter of when the volume exits the terminal or when the counterparty’s ability to make up the minimum volume has expired. | ||||||||||||||
Purchases and Related Costs | ' | |||||||||||||
Purchases and Related Costs | ||||||||||||||
Purchases and related costs include (i) the cost of crude oil, NGL, natural gas and refined products obtained in outright purchases, (ii) fees incurred for third-party transportation and storage, whether by pipeline, truck, rail, ship or barge, (iii) interest cost attributable to borrowings for inventory stored in a contango market and (iv) performance-related bonus costs. These costs are recognized when incurred except in the case of products purchased, which are recognized at the time title transfers to us. Purchases that are part of exchanges under buy/sell transactions are netted with the related sales, with any margin presented in “Purchases and related costs” in our Consolidated Statements of Operations. | ||||||||||||||
Field Operating Costs and General and Administrative Expenses | ' | |||||||||||||
Field Operating Costs and General and Administrative Expenses | ||||||||||||||
Field operating costs consist of various field operating expenses, including fuel and power costs, telecommunications, payroll and benefit costs (including equity-indexed compensation expense) for truck drivers and field personnel, third-party trucking transportation costs for our U.S. crude oil operations, maintenance and integrity management costs, regulatory compliance, environmental remediation, insurance, vehicle leases, and property taxes. General and administrative expenses consist primarily of payroll and benefit costs (including equity-indexed compensation expense), certain information systems and legal costs, office rent, contract and consultant costs and audit and tax fees. | ||||||||||||||
Foreign Currency Transactions | ' | |||||||||||||
Foreign Currency Transactions | ||||||||||||||
Certain of our subsidiaries use the Canadian dollar as their functional currency. Assets and liabilities of subsidiaries with a Canadian dollar functional currency are translated at period-end rates of exchange, and revenues and expenses are translated at average exchange rates prevailing for each month. The resulting translation adjustments are made directly to a separate component of other comprehensive income, which is reflected in Partners’ Capital on our Consolidated Balance Sheet. | ||||||||||||||
Certain of our subsidiaries also enter into transactions and have monetary assets and liabilities that are denominated in a currency other than the entities’ respective functional currencies. Gains and losses from the revaluation of foreign currency transactions and monetary assets and liabilities are included in the Consolidated Statements of Operations. The revaluation of foreign currency transactions and monetary assets and liabilities resulted in a gain of approximately $1 million for the year ended December 31, 2013 and losses of approximately $2 million for each of the years ended December 31, 2012 and 2011. | ||||||||||||||
Cash and Cash Equivalents | ' | |||||||||||||
Cash and Cash Equivalents | ||||||||||||||
Cash and cash equivalents consist of all unrestricted demand deposits and funds invested in highly liquid instruments with original maturities of three months or less and typically exceed federally insured limits. We periodically assess the financial condition of the institutions where these funds are held and believe that our credit risk is minimal. In accordance with our policy, outstanding checks are classified as accounts payable rather than negative cash. As of December 31, 2013 and 2012, accounts payable included approximately $70 million and $72 million, respectively, of outstanding checks that were reclassified from cash and cash equivalents. | ||||||||||||||
Accounts Receivable | ' | |||||||||||||
Accounts Receivable | ||||||||||||||
Our accounts receivable are primarily from purchasers and shippers of crude oil and, to a lesser extent, purchasers of NGL and natural gas storage. These purchasers include, but are not limited to refiners, producers, marketing and trading companies and financial institutions that are active in the physical and financial commodity markets. The majority of our accounts receivable relate to our crude oil supply and logistics activities that can generally be described as high volume and low margin activities, in many cases involving exchanges of crude oil volumes. | ||||||||||||||
To mitigate credit risk related to our accounts receivable, we have in place a rigorous credit review process. We closely monitor market conditions in order to make a determination with respect to the amount, if any, of credit to be extended to any given customer and the form and amount of financial performance assurances we require. Such financial assurances are commonly provided to us in the form of standby letters of credit, parental guarantees or advance cash payments. At December 31, 2013 and 2012, we had received approximately $117 million and $173 million, respectively, of advance cash payments from third parties to mitigate credit risk. Furthermore, at December 31, 2013 and 2012, we had received approximately $426 million and $343 million, respectively, of standby letters of credit to support obligations due from third parties, a portion of which applies to future business. In addition, in an effort to mitigate credit risk, a significant portion of our transactions with counterparties are settled on a net-cash basis. Further, we enter into netting agreements (contractual agreements that allow us to offset receivables and payables with those counterparties against each other on our balance sheet) for a majority of such arrangements. | ||||||||||||||
We review all outstanding accounts receivable balances on a monthly basis and record a reserve for amounts that we expect will not be fully recovered. We do not apply actual balances against the reserve until we have exhausted substantially all collection efforts. At December 31, 2013 and 2012, substantially all of our accounts receivable (net of allowance for doubtful accounts) were less than 30 days past their scheduled invoice date. Our allowance for doubtful accounts receivable totaled approximately $5 million and $4 million at December 31, 2013 and 2012, respectively. Although we consider our allowance for doubtful trade accounts receivable to be adequate, actual amounts could vary significantly from estimated amounts. | ||||||||||||||
Equity Method of Accounting | ' | |||||||||||||
Equity Method of Accounting | ||||||||||||||
We do not consolidate any part of the assets or liabilities of our equity investees. Our share of net income or loss is reflected as one line item on our Consolidated Statements of Operations entitled “Equity earnings in unconsolidated entities” and will increase or decrease, as applicable, the carrying value of our investments in unconsolidated entities on the balance sheet. In addition, as applicable, we include a proportionate share of our equity method investees’ unrealized gains and losses in other comprehensive income on our Consolidated Balance Sheet. We also adjust our investment balances in these investees by the like amount. Distributions we receive reduce the carrying value of our investments and will be reflected in our Consolidated Statements of Cash Flows in operating activities. In turn, contributions will increase the carrying value of our investments and will be reflected in our Consolidated Statements of Cash Flows in investing activities. | ||||||||||||||
Noncontrolling Interest | ' | |||||||||||||
Noncontrolling Interests | ||||||||||||||
We account for noncontrolling interests in subsidiaries in accordance with FASB guidance, which requires all entities to report noncontrolling interests in subsidiaries as a component of equity in the consolidated financial statements. Noncontrolling interest represents the portion of assets and liabilities in a consolidated subsidiary that is owned by a third-party. See Note 10 for additional discussion regarding our noncontrolling interests. | ||||||||||||||
Asset Retirement Obligations | ' | |||||||||||||
Asset Retirement Obligations | ||||||||||||||
FASB guidance establishes accounting requirements for retirement obligations associated with tangible long-lived assets, including estimates related to (i) the time of the liability recognition, (ii) initial measurement of the liability, (iii) allocation of asset retirement cost to expense, (iv) subsequent measurement of the liability and (v) financial statement disclosures. FASB guidance also requires that the cost for asset retirement should be capitalized as part of the cost of the related long-lived asset and subsequently allocated to expense using a systematic and rational method. | ||||||||||||||
Some of our assets, primarily related to our Transportation and Facilities segments, have contractual or regulatory obligations to perform remediation and, in some instances, dismantlement and removal activities when the assets are abandoned. These obligations include varying levels of activity including disconnecting inactive assets from active assets, cleaning and purging assets, and in some cases, completely removing the assets and returning the land to its original state. These assets have been in existence for many years and with regular maintenance will continue to be in service for many years to come. It is not possible to predict when demand for these transportation or storage services will cease, and we do not believe that such demand will cease for the foreseeable future. Accordingly, we believe the date when these assets will be abandoned is indeterminate. With no reasonably determinable abandonment date, we cannot reasonably estimate the fair value of the associated asset retirement obligations. We will record asset retirement obligations for these assets in the period in which sufficient information becomes available for us to reasonably determine the settlement dates. | ||||||||||||||
A small portion of our contractual or regulatory obligations is related to assets that are inactive or that we plan to take out of service and, although the ultimate timing and costs to settle these obligations are not known with certainty, we have recorded a reasonable estimate of these obligations. We have estimated that the fair value of these obligations was approximately $34 million and $31 million, respectively, at December 31, 2013 and 2012. | ||||||||||||||
Fair Value | ' | |||||||||||||
Fair Value Measurements | ||||||||||||||
Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement requires judgment, which affects the placement of assets and liabilities within the fair value hierarchy levels. The determination of the fair values includes not only the credit standing of the counterparties involved and the impact of credit enhancements (such as cash deposits and letters of credit) but also the impact of our nonperformance risk on our liabilities. The fair value of our commodity derivatives, interest rate derivatives and foreign currency derivatives includes adjustments for credit risk. Our credit adjustment methodology uses market observable inputs and requires judgment. There were no changes to any of our valuation techniques during the period. See Notes 9 and 11 for further discussion. | ||||||||||||||
Recent Accounting Pronouncements | ' | |||||||||||||
Recent Accounting Pronouncements | ||||||||||||||
In March 2013, the FASB issued guidance regarding the release of cumulative translation adjustments into net income when a parent either sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or group of assets that is a business within a foreign entity. This guidance becomes effective beginning after December 15, 2013. We adopted this guidance on January 1, 2014. Our adoption is not expected to have a material impact on our financial position, results of operations or cash flows. | ||||||||||||||
In February 2013, the FASB issued guidance requiring an entity to present either in a single note or parenthetically on the face of the financial statements (i) the amount of significant items reclassified from each component of AOCI and (ii) the income statement line items affected by the reclassification. This guidance became effective for interim and annual periods beginning after December 15, 2012. We adopted this guidance during the first quarter of 2013. For the years ended December 31, 2013, 2012 and 2011, all reclassifications out of AOCI were related to derivative instruments. Other than requiring additional disclosure, which is included in Note 11, our adoption did not have an impact on our financial position, results of operations or cash flows. | ||||||||||||||
In July 2012, the FASB issued guidance intended to simplify the impairment test for indefinite-lived intangible assets other than goodwill by giving entities the option to first assess qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired. The results of the qualitative assessment would be used as a basis in determining whether it is necessary to perform the two-step quantitative impairment testing. An entity can choose to perform the qualitative assessment on none, some or all of its indefinite-lived intangible assets, or may bypass the qualitative assessment and proceed directly to the quantitative impairment test. This guidance is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012, with early adoption permitted in certain circumstances. We adopted this guidance on January 1, 2013. Our adoption did not have a material impact on our financial position, results of operations or cash flows. | ||||||||||||||
In December 2011, the FASB issued guidance requiring disclosures of both gross and net information about recognized financial instruments and derivative instruments that are either (i) offset in accordance with the specified sections of GAAP or (ii) subject to an enforceable master netting arrangement or similar agreement. In January 2013, the FASB amended and clarified the scope of these disclosures to include only (i) derivative instruments, (ii) repurchase agreements and reverse repurchase agreements and (iii) securities lending transactions. This guidance is effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. We adopted this guidance on January 1, 2013. Other than requiring additional disclosure, which is included in Note 11, our adoption did not have an impact on our financial position, results of operations or cash flows. | ||||||||||||||
Acquisitions | ' | |||||||||||||
The following acquisitions were accounted for using the acquisition method of accounting and the determination of the fair value of the assets and liabilities acquired has been estimated in accordance with the applicable accounting guidance. | ||||||||||||||
Net Income Per Limited Partner Unit | ' | |||||||||||||
Basic and diluted net income per limited partner unit is determined pursuant to the two-class method for Master Limited Partnerships as prescribed in the FASB guidance. The two-class method is an earnings allocation formula that is used to determine earnings to our general partner, common unitholders and participating securities according to distributions pertaining to the current period’s net income and participation rights in undistributed earnings. Under this method, all earnings are allocated to our general partner, common unitholders and participating securities based on their respective rights to receive distributions, regardless of whether those earnings would actually be distributed during a particular period from an economic or practical perspective. | ||||||||||||||
We calculate basic and diluted net income per limited partner unit by dividing net income attributable to PAA, after deducting the amount allocated to the general partner’s interest, incentive distribution rights (“IDRs”) and participating securities, by the basic and diluted weighted-average number of limited partner units outstanding during the period. Participating securities include LTIP awards that have vested distribution equivalent rights (“DERs”), which entitle the grantee to a cash payment equal to the cash distribution paid on our outstanding common units. | ||||||||||||||
Diluted net income per limited partner unit is computed based on the weighted average number of units plus the effect of dilutive potential units outstanding during the period using the two-class method. Our LTIP awards that contemplate the issuance of common units are considered dilutive unless (i) vesting occurs only upon the satisfaction of a performance condition and (ii) that performance condition has yet to be satisfied. LTIP awards that are deemed to be dilutive are reduced by a hypothetical unit repurchase based on the remaining unamortized fair value, as prescribed by the treasury stock method in guidance issued by the FASB. See Note 15 for a complete discussion of our LTIP awards including specific discussion regarding DERs. | ||||||||||||||
The following table sets forth the computation of basic and diluted earnings per limited partner unit for the years ended 2013, 2012 and 2011 (in millions, except per unit data): | ||||||||||||||
Year Ended December 31, | ||||||||||||||
2013 | 2012 | 2011 | ||||||||||||
Basic Net Income per Limited Partner Unit | ||||||||||||||
Net income attributable to PAA | $ | 1,361 | $ | 1,094 | $ | 966 | ||||||||
General partner’s incentive distribution (1) | (375 | ) | (289 | ) | (221 | ) | ||||||||
General partner 2% ownership (1) | (19 | ) | (16 | ) | (15 | ) | ||||||||
Net income available to limited partners | 967 | 789 | 730 | |||||||||||
Undistributed earnings allocated and distributions to participating securities (1) | (7 | ) | (5 | ) | — | |||||||||
Net income available to limited partners in accordance with application of the two-class method for MLPs | $ | 960 | $ | 784 | $ | 730 | ||||||||
Basic weighted average number of limited partner units outstanding | 341 | 325 | 297 | |||||||||||
Basic net income per limited partner unit | $ | 2.82 | $ | 2.41 | $ | 2.46 | ||||||||
Diluted Net Income per Limited Partner Unit | ||||||||||||||
Net income attributable to PAA | $ | 1,361 | $ | 1,094 | $ | 966 | ||||||||
General partner’s incentive distribution (1) | (375 | ) | (289 | ) | (221 | ) | ||||||||
General partner 2% ownership (1) | (19 | ) | (16 | ) | (15 | ) | ||||||||
Net income available to limited partners | 967 | 789 | 730 | |||||||||||
Undistributed earnings allocated and distributions to participating securities (1) | (6 | ) | (4 | ) | — | |||||||||
Net income available to limited partners in accordance with application of the two-class method for MLPs | $ | 961 | $ | 785 | $ | 730 | ||||||||
Basic weighted average number of limited partner units outstanding | 341 | 325 | 297 | |||||||||||
Effect of dilutive securities: Weighted average LTIP units | 2 | 3 | 2 | |||||||||||
Diluted weighted average number of limited partner units outstanding | 343 | 328 | 299 | |||||||||||
Diluted net income per limited partner unit | $ | 2.8 | $ | 2.4 | $ | 2.44 | ||||||||
(1) We calculate net income available to limited partners based on the distributions pertaining to the current period’s net income. After adjusting for the appropriate period’s distributions, the remaining undistributed earnings or excess distributions over earnings, if any, are allocated to the general partner, limited partners and participating securities in accordance with the contractual terms of the partnership agreement and as further prescribed under the two-class method. | ||||||||||||||
Inventory, Linefill, Base Gas and Long-term Inventory | ' | |||||||||||||
Inventory primarily consists of crude oil, NGL and natural gas in pipelines, storage facilities and railcars that are valued at the lower of cost or market, with cost determined using an average cost method within specific inventory pools. At the end of each reporting period, we assess the carrying value of our inventory and make any adjustments necessary to reduce the carrying value to the applicable net realizable value. We recorded non-cash charges of approximately $7 million and $128 million for the years ended December 31, 2013 and 2012, respectively related to the writedown of our crude oil and NGL inventory due to declines in prices during the period. As of December 31, 2013 and 2012, a majority of the inventory subject to writedown in each period had been liquidated and the applicable derivative instruments had been settled by the end of each year. The recognition of these adjustments in 2013 and 2012, which are a component of “Purchases and related costs” in our accompanying Consolidated Statement of Operations, was substantially offset by the recognition of gains on derivative instruments being utilized to hedge the future sales of our crude oil and NGL inventory. Substantially all of such gains were recorded to “Supply and Logistics segment revenues” in our Consolidated Statement of Operations. See Note 11 for discussion of our derivative and risk management activities. We did not recognize a material writedown of inventory during 2011. | ||||||||||||||
Linefill and base gas and minimum working inventory requirements in assets we own are recorded at historical cost and consist of crude oil, NGL and natural gas. We classify as linefill or base gas (i) our proportionate share of barrels used to fill a pipeline that we own such that when an incremental barrel is pumped into or enters a pipeline it forces product out at another location, (ii) barrels that represent the minimum working requirements in tanks that we own and (iii) natural gas required to maintain the minimum operating pressure of natural gas storage facilities we own. During 2013, 2012 and 2011, we recorded gains of approximately $7 million, $19 million and $21 million, respectively, on the sale of linefill and base gas for proceeds of approximately $40 million, $65 million and $56 million, respectively. | ||||||||||||||
Minimum working inventory requirements in third-party assets and other working inventory in our assets that is needed for our commercial operations are included within specific inventory pools in inventory (a current asset) in determining the average cost of operating inventory. At the end of each period, we reclassify the inventory not expected to be liquidated within the succeeding twelve months out of inventory, at the average cost of the applicable inventory pools, and into long-term inventory, which is reflected as a separate line item in “Other assets” on our Consolidated Balance Sheet. | ||||||||||||||
Property and Equipment | ' | |||||||||||||
In accordance with our capitalization policy, expenditures made to expand the existing operating and/or earnings capacity of our assets, including related interest costs, are capitalized. For the years ended December 31, 2013, 2012 and 2011, capitalized interest was $38 million, $36 million and $25 million, respectively. We also capitalize expenditures for the replacement of partially or fully depreciated assets in order to maintain the operating and/or earnings capacity of our existing assets. Repair and maintenance expenditures incurred in order to maintain the day to day operation of our existing assets are expensed as incurred. | ||||||||||||||
Property and equipment, net is stated at cost and consisted of the following as of the dates indicated (in millions): | ||||||||||||||
Estimated Useful | December 31, | |||||||||||||
Lives (Years) | 2013 | 2012 | ||||||||||||
Pipelines and related facilities | Oct-70 | $ | 6,113 | $ | 5,305 | |||||||||
Storage, terminal and rail facilities | 30 - 70 | 4,704 | 4,354 | |||||||||||
Trucking equipment and other | 15-Mar | 150 | 136 | |||||||||||
Construction in progress | — | 1,008 | 910 | |||||||||||
Office property and equipment | Feb-50 | 125 | 111 | |||||||||||
Land and other | N/A | 373 | 326 | |||||||||||
12,473 | 11,142 | |||||||||||||
Accumulated depreciation | (1,654 | ) | (1,499 | ) | ||||||||||
Property and equipment, net | $ | 10,819 | $ | 9,643 | ||||||||||
Depreciation expense for the years ended December 31, 2013, 2012 and 2011 was approximately $259 million, $222 million and $196 million, respectively. We also classify gains and losses on sales of assets and asset impairments as a component of “Depreciation and amortization” in our Consolidated Statements of Operations. See Note 3 for additional information regarding dispositions. See “Impairment of Long-Lived Assets” below for a discussion of our policy for the recognition of asset impairments. | ||||||||||||||
We calculate our depreciation using the straight-line method, based on estimated useful lives and salvage values of our assets. During 2011, we extended the depreciable lives of several of our crude oil and other storage facilities and pipeline systems based on a review to assess the useful lives of our property and equipment and to adjust those lives, if appropriate, to reflect current expectations given actual experience and current technology. For the year ended December 31, 2012, these extensions reduced depreciation expense by $13 million as compared to the year ended December 31, 2011. | ||||||||||||||
Impairment of Long-Lived Assets | ' | |||||||||||||
Long-lived assets with recorded values that are not expected to be recovered through future cash flows are written down to estimated fair value in accordance with FASB guidance with respect to the accounting for the impairment or disposal of long-lived assets. Under this guidance, a long-lived asset is tested for impairment when events or circumstances indicate that its carrying value may not be recoverable. The carrying value of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If the carrying value exceeds the sum of the undiscounted cash flows, an impairment loss equal to the amount by which the carrying value exceeds the fair value of the asset is recognized. | ||||||||||||||
We periodically evaluate property and equipment and other long-lived assets for impairment when events or circumstances indicate that the carrying value of these assets may not be recoverable. The evaluation is highly dependent on the underlying assumptions of related cash flows. The subjective assumptions used to determine the existence of an impairment in carrying value include: | ||||||||||||||
· whether there is an indication of impairment; | ||||||||||||||
· the grouping of assets; | ||||||||||||||
· the intention of “holding,” “abandoning” or “selling” an asset; | ||||||||||||||
· the forecast of undiscounted expected future cash flow over the asset’s estimated useful life; and | ||||||||||||||
· if an impairment exists, the fair value of the asset or asset group. | ||||||||||||||
Goodwill | ' | |||||||||||||
Goodwill represents the future economic benefits arising from assets acquired in a business combination that are not individually identified and separately recognized. | ||||||||||||||
In accordance with FASB guidance, we test goodwill at least annually (as of June 30) and on an interim basis if a triggering event occurs, such as an adverse change in business climate, to determine whether impairment has occurred. Goodwill is tested for impairment at a level of reporting referred to as a reporting unit. A reporting unit is an operating segment or one level below an operating segment for which discrete financial information is available and regularly reviewed by segment management. Our reporting units are our operating segments. FASB guidance requires a two-step, quantitative approach to testing goodwill for impairment; however, we may first assess certain qualitative factors to determine whether it is necessary to perform the two-step goodwill impairment test. We did not elect to apply this qualitative assessment during our 2013 annual goodwill impairment test, but proceeded directly to the two-step, quantitative test. In Step 1, we compare the fair value of the reporting unit with the respective book values, including goodwill, by using an income approach based on a discounted cash flow analysis. This approach requires us to make long-term forecasts of future revenues, expenses and other expenditures. Those forecasts require the use of various assumptions and estimates, the most significant of which are net revenues (total revenues less purchases and related costs), operating expenses, general and administrative expenses and the weighted average cost of capital. Fair value of the reporting units is determined using significant unobservable inputs, or level 3 inputs in the fair value hierarchy. When the fair value is greater than book value, then the reporting unit’s goodwill is not considered impaired. If the book value is greater than fair value, then we proceed to Step 2. In Step 2, we compare the implied fair value of the reporting unit’s goodwill with the book value. A goodwill impairment loss is recognized if the carrying amount exceeds its fair value. | ||||||||||||||
Through Step 1 of our annual testing of goodwill for potential impairment, which also includes a sensitivity analysis regarding the excess of our reporting unit’s fair value over book value, we determined that the fair value of each reporting unit was substantially greater than its respective book value, and therefore goodwill was not considered impaired. We will continue to monitor various potential indicators (including the financial markets) to determine if a triggering event occurs and will perform another goodwill impairment analysis if necessary. | ||||||||||||||
The table below reflects our goodwill by segment and changes during the periods presented (in millions): | ||||||||||||||
Transportation | Facilities | Supply and Logistics | Total | |||||||||||
Balance at December 31, 2011 | $ | 818 | $ | 609 | $ | 427 | $ | 1,854 | ||||||
2012 Goodwill Related Activity: | ||||||||||||||
BP NGL Acquisition | 72 | 136 | 28 | 236 | ||||||||||
USD Rail Terminal Acquisition | — | 426 | — | 426 | ||||||||||
Other acquisitions | 10 | — | — | 10 | ||||||||||
Foreign currency translation adjustments | 5 | — | 2 | 7 | ||||||||||
Purchase price accounting adjustments and other | (8 | ) | — | 10 | 2 | |||||||||
Balance at December 31, 2012 | $ | 897 | $ | 1,171 | $ | 467 | $ | 2,535 | ||||||
2013 Goodwill Related Activity: | ||||||||||||||
Acquisitions (1) | 6 | — | — | 6 | ||||||||||
Foreign currency translation adjustments | (20 | ) | (9 | ) | (4 | ) | (33 | ) | ||||||
Purchase price accounting adjustments and other (1) | (5 | ) | — | — | (5 | ) | ||||||||
Balance at December 31, 2013 | $ | 878 | $ | 1,162 | $ | 463 | $ | 2,503 | ||||||
(1) Goodwill is recorded at the acquisition date based on a preliminary fair value determination. This preliminary goodwill balance may be adjusted when the fair value determination is finalized. See Note 3 for additional discussion of our acquisitions. | ||||||||||||||
Debt | ' | |||||||||||||
Costs incurred in connection with the issuance of long-term debt and amendments to our credit facilities are capitalized and amortized using the straight-line method over the term of the related debt. Use of the straight-line method does not differ materially from the “effective interest” method of amortization. Fully amortized debt issue costs and the related accumulated amortization are written off in conjunction with the refinancing or termination of the applicable debt arrangement. | ||||||||||||||
Intangible Assets | ' | |||||||||||||
Intangible assets that have finite lives are tested for impairment when events or circumstances indicate that the carrying value may not be recoverable. | ||||||||||||||
Derivatives | ' | |||||||||||||
We record all open derivatives on the balance sheet as either assets or liabilities measured at fair value. Changes in the fair value of derivatives are recognized currently in earnings unless specific hedge accounting criteria are met. | ||||||||||||||
Derivatives That Qualify for Hedge Accounting | ' | |||||||||||||
For derivatives that qualify as cash flow hedges, changes in fair value of the effective portion of the hedges are deferred in AOCI and recognized in earnings in the periods during which the underlying physical transactions are recognized in earnings. | ||||||||||||||
Derivatives That Do Not Qualify for Hedge Accounting | ' | |||||||||||||
Derivatives that do not qualify for hedge accounting and the portion of cash flow hedges that are not highly effective in offsetting changes in cash flows of the hedged items are recognized in earnings each period. | ||||||||||||||
Cash Settlements Associated with Derivative Activities | ' | |||||||||||||
Cash settlements associated with our derivative activities are reflected as cash flows from operating activities in our Consolidated Statements of Cash Flows. | ||||||||||||||
Offsetting Derivative Assets and Liabilities | ' | |||||||||||||
Our accounting policy is to offset derivative assets and liabilities executed with the same counterparty when a master netting arrangement exists. Accordingly, we also offset derivative assets and liabilities with amounts associated with cash margin. Our exchange-traded derivatives are transacted through clearing brokerage accounts and are subject to margin requirements as established by the respective exchange. On a daily basis, our account equity (consisting of the sum of our cash balance and the fair value of our open derivatives) is compared to our initial margin requirement resulting in the payment or return of variation margin. | ||||||||||||||
Income Taxes | ' | |||||||||||||
We estimate (i) income taxes in the jurisdictions in which we operate, (ii) net deferred tax assets and liabilities based on temporary differences that are expected to be recovered or settled at the enacted tax rates expected in future periods, (iii) valuation allowances for deferred tax assets and (iv) contingent tax liabilities for estimated exposures related to our current tax positions. | ||||||||||||||
Pursuant to FASB guidance related to accounting for uncertainty in income taxes, we must recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained upon examination by the taxing authorities, based on the technical merits of the tax position and also the past administrative practices and precedents of the taxing authority. As of December 31, 2013 and 2012, we had not recognized any material amounts in connection with uncertainty in income taxes. | ||||||||||||||
Concentration of Credit Risk | ' | |||||||||||||
Financial instruments that potentially subject us to concentrations of credit risk consist principally of trade receivables. Our accounts receivable are primarily from purchasers and shippers of crude oil and, to a lesser extent, purchasers of NGL and natural gas storage. This industry concentration has the potential to impact our overall exposure to credit risk in that the customers may be similarly affected by changes in economic, industry or other conditions. We review credit exposure and financial information of our counterparties and generally require letters of credit for receivables from customers that are not considered creditworthy, unless the credit risk can otherwise be reduced. | ||||||||||||||
Reimbursement of Expenses of Our General Partner and its Affiliates | ' | |||||||||||||
We do not pay our general partner a management fee, but we do reimburse our general partner for all direct and indirect costs of services provided to us or incurred on our behalf, including the costs of employee, officer and director compensation and benefits allocable to us as well as all other expenses necessary or appropriate to the conduct of our business (other than expenses related to grants of AAP Management Units). We record these costs on the accrual basis in the period in which our general partner incurs them. Our partnership agreement provides that our general partner will determine the expenses that are allocable to us in any reasonable manner determined by our general partner in its sole discretion. | ||||||||||||||
Equity Compensation | ' | |||||||||||||
Our LTIP awards include both liability-classified and equity-classified awards. In accordance with FASB guidance regarding share-based payments, the fair value of liability-classified LTIP awards is calculated based on the closing market price of the underlying PAA unit at each balance sheet date and adjusted for the present value of any distributions that are estimated to occur on the underlying units over the vesting period that will not be received by the award recipients. The fair value of equity-classified LTIP awards is calculated based on the closing market price of the PAA unit on the respective grant dates and adjusted for the present value of any distributions that are estimated to occur on the underlying units over the vesting period that will not be received by the award recipient. This fair value is recognized as compensation expense over the service period. | ||||||||||||||
Our LTIP awards typically contain performance conditions based on the attainment of certain annualized distribution levels and vest upon the later of a certain date or the attainment of such levels. For awards with performance conditions (such as distribution targets), expense is accrued over the service period only if the performance condition is considered to be probable of occurring. When awards with performance conditions that were previously considered improbable become probable, we incur additional expense in the period that the probability assessment changes. This is necessary to bring the accrued obligation associated with these awards up to the level it would be as if we had been accruing for these awards since the grant date. DER awards typically contain performance conditions based on the attainment of certain annualized distribution levels and become earned upon the attainment of such levels. The DERs terminate with the vesting or forfeiture of the underlying LTIP award. For liability-classified awards, we recognize DER payments in the period the payment is earned as compensation expense. For equity-classified awards, we recognize DER payments in the period it is paid as a reduction of partners’ capital. | ||||||||||||||
AAP Management Units | ' | |||||||||||||
The entire economic burden of the AAP Management Units, which are equity classified, is borne solely by AAP and does not impact our cash or units outstanding. However, because the intent of the AAP Management Units is to provide a performance incentive and encourage retention for certain members of our senior management, we recognize the grant date fair value of the AAP Management Units as compensation expense over the service period. The expense is also reflected as a capital contribution and thus, results in a corresponding credit to partners’ capital on our Consolidated Financial Statements. | ||||||||||||||
Legal Contingencies | ' | |||||||||||||
To the extent we are able to assess the likelihood of a negative outcome for these proceedings, our assessments of such likelihood range from remote to probable. If we determine that a negative outcome is probable and the amount of loss is reasonably estimable, we accrue the estimated amount. | ||||||||||||||
Environmental Matters | ' | |||||||||||||
We record environmental liabilities when environmental assessments and/or remedial efforts are probable and the amounts can be reasonably estimated. Generally, our recording of these accruals coincides with our completion of a feasibility study or our commitment to a formal plan of action. We do not discount our environmental remediation liabilities to present value. We also record environmental liabilities assumed in business combinations based on the estimated fair value of the environmental obligations caused by past operations of the acquired company. We record receivables for amounts recoverable from insurance or from third parties under indemnification agreements in the period that we determine the costs are probable of recovery. | ||||||||||||||
Environmental expenditures that pertain to current operations or to future revenues are expensed or capitalized consistent with our capitalization policy for property and equipment. Expenditures that result from the remediation of an existing condition caused by past operations and that do not contribute to current or future profitability are expensed. | ||||||||||||||
Operating Segments | ' | |||||||||||||
Our Chief Operating Decision Maker (our Chief Executive Officer) evaluates segment performance based on measures including segment profit and maintenance capital investment. We define segment profit as revenues and equity earnings in unconsolidated entities less (i) purchases and related costs, (ii) field operating costs and (iii) segment general and administrative expenses. Each of the items above excludes depreciation and amortization. | ||||||||||||||
As an MLP, we make quarterly distributions of our “available cash” (as defined in our partnership agreement) to our unitholders. We look at each period’s earnings before non-cash depreciation and amortization as an important measure of segment performance. The exclusion of depreciation and amortization expense could be viewed as limiting the usefulness of segment profit as a performance measure because it does not account in current periods for the implied reduction in value of our capital assets, such as crude oil pipelines and facilities, caused by age-related decline and wear and tear. We compensate for this limitation by recognizing that depreciation and amortization are largely offset by repair and maintenance investments, which acts to partially offset the aging and wear and tear in the value of our principal fixed assets. These maintenance investments are a component of field operating costs included in segment profit or in maintenance capital, depending on the nature of the cost. Maintenance capital, which is deducted in determining “available cash,” consists of capital expenditures for the replacement of partially or fully depreciated assets in order to maintain the operating and/or earnings capacity of our existing assets. Capital expenditures made to expand the existing operating and/or earnings capacity of our assets are considered expansion capital expenditures, not maintenance capital. Repair and maintenance expenditures incurred in order to maintain the day to day operation of our existing assets are charged to expense as incurred. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | |||||
Dec. 31, 2013 | ||||||
Summary of Significant Accounting Policies | ' | |||||
Investments in entities accounted for under the equity method of accounting | ' | |||||
Entity | Type of Operation | Our Ownership | ||||
Interest | ||||||
Settoon Towing, LLC | Barge Transportation Services | 50 | % | |||
Eagle Ford Pipeline LLC | Crude Oil Pipeline | 50 | % | |||
White Cliffs Pipeline, LLC | Crude Oil Pipeline | 36 | % | |||
Frontier Pipeline Company | Crude Oil Pipeline | 22 | % | |||
Butte Pipe Line Company | Crude Oil Pipeline | 22 | % | |||
Acquisitions_and_Dispositions_
Acquisitions and Dispositions (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Business acquisition | ' | |||||||
Schedule of amortization of the contract under the declining balance method for the five full or partial calendar years | ' | |||||||
2014 | $ | 59 | ||||||
2015 | $ | 52 | ||||||
2016 | $ | 45 | ||||||
2017 | $ | 42 | ||||||
2018 | $ | 36 | ||||||
Summary of unaudited pro forma results of operations | ' | |||||||
Year Ended December 31, | ||||||||
2012 | 2011 | |||||||
Total revenues | $ | 38,729 | $ | 37,493 | ||||
Net income attributable to PAA | $ | 1,149 | $ | 1,153 | ||||
Limited partner interest in net income attributable to PAA | $ | 846 | $ | 928 | ||||
Net income per limited partner unit: | ||||||||
Basic | $ | 2.57 | $ | 3.01 | ||||
Diluted | $ | 2.55 | $ | 2.99 | ||||
BP NGL Acquisition | ' | |||||||
Business acquisition | ' | |||||||
Business acquisition fair value determination | ' | |||||||
Average | ||||||||
Depreciable | ||||||||
Description | Amount | Life (in years) | ||||||
Working capital | $ | 241 | N/A | |||||
Property and equipment | 1,081 | May-70 | ||||||
Linefill | 85 | N/A | ||||||
Long-term inventory | 165 | N/A | ||||||
Intangible assets (contract) | 130 | 13 | ||||||
Goodwill | 236 | N/A | ||||||
Deferred tax liability | (236 | ) | N/A | |||||
Environmental liability | (14 | ) | N/A | |||||
Other long-term liabilities | (5 | ) | N/A | |||||
Total | $ | 1,683 | ||||||
Schedule of amortization of the contract under the declining balance method for the five full or partial calendar years | ' | |||||||
2014 | $ | 10 | ||||||
2015 | $ | 8 | ||||||
2016 | $ | 7 | ||||||
2017 | $ | 6 | ||||||
Southern Pines Acquisition | ' | |||||||
Business acquisition | ' | |||||||
Business acquisition fair value determination | ' | |||||||
Average | ||||||||
Depreciable | ||||||||
Description | Amount | Life (in years) | ||||||
Inventory | $ | 14 | N/A | |||||
Property and equipment | 340 | May-70 | ||||||
Base gas | 3 | N/A | ||||||
Other working capital (including approximately $13 million of cash acquired) | 15 | N/A | ||||||
Intangible assets | 92 | 10-Feb | ||||||
Goodwill | 301 | N/A | ||||||
Total | $ | 765 | ||||||
Other 2011 Acquisitions | ' | |||||||
Business acquisition | ' | |||||||
Business acquisition fair value determination | ' | |||||||
Description | Amount | |||||||
Inventory | $ | 2 | ||||||
Linefill | 2 | |||||||
Property and equipment | 280 | |||||||
Other working capital, net of cash acquired | (6 | ) | ||||||
Intangible assets | 142 | |||||||
Environmental liability | (9 | ) | ||||||
Goodwill | 178 | |||||||
Total | $ | 589 | ||||||
Net_Income_Per_Limited_Partner1
Net Income Per Limited Partner Unit (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Net Income Per Limited Partner Unit | ' | ||||||||||
Computation of basic and diluted earnings per limited partner unit | ' | ||||||||||
Year Ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Basic Net Income per Limited Partner Unit | |||||||||||
Net income attributable to PAA | $ | 1,361 | $ | 1,094 | $ | 966 | |||||
General partner’s incentive distribution (1) | (375 | ) | (289 | ) | (221 | ) | |||||
General partner 2% ownership (1) | (19 | ) | (16 | ) | (15 | ) | |||||
Net income available to limited partners | 967 | 789 | 730 | ||||||||
Undistributed earnings allocated and distributions to participating securities (1) | (7 | ) | (5 | ) | — | ||||||
Net income available to limited partners in accordance with application of the two-class method for MLPs | $ | 960 | $ | 784 | $ | 730 | |||||
Basic weighted average number of limited partner units outstanding | 341 | 325 | 297 | ||||||||
Basic net income per limited partner unit | $ | 2.82 | $ | 2.41 | $ | 2.46 | |||||
Diluted Net Income per Limited Partner Unit | |||||||||||
Net income attributable to PAA | $ | 1,361 | $ | 1,094 | $ | 966 | |||||
General partner’s incentive distribution (1) | (375 | ) | (289 | ) | (221 | ) | |||||
General partner 2% ownership (1) | (19 | ) | (16 | ) | (15 | ) | |||||
Net income available to limited partners | 967 | 789 | 730 | ||||||||
Undistributed earnings allocated and distributions to participating securities (1) | (6 | ) | (4 | ) | — | ||||||
Net income available to limited partners in accordance with application of the two-class method for MLPs | $ | 961 | $ | 785 | $ | 730 | |||||
Basic weighted average number of limited partner units outstanding | 341 | 325 | 297 | ||||||||
Effect of dilutive securities: Weighted average LTIP units | 2 | 3 | 2 | ||||||||
Diluted weighted average number of limited partner units outstanding | 343 | 328 | 299 | ||||||||
Diluted net income per limited partner unit | $ | 2.8 | $ | 2.4 | $ | 2.44 | |||||
(1) We calculate net income available to limited partners based on the distributions pertaining to the current period’s net income. After adjusting for the appropriate period’s distributions, the remaining undistributed earnings or excess distributions over earnings, if any, are allocated to the general partner, limited partners and participating securities in accordance with the contractual terms of the partnership agreement and as further prescribed under the two-class method. | |||||||||||
Undistributed earnings allocation to IDRs impact on basic and diluted earnings per limited partner unit | ' | ||||||||||
Year Ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Basic net income per limited partner unit impact | $ | (0.20 | ) | $ | (0.11 | ) | $ | (0.22 | ) | ||
Diluted net income per limited partner unit impact | $ | (0.20 | ) | $ | (0.11 | ) | $ | (0.21 | ) | ||
Inventory_Linefill_and_Base_Ga1
Inventory, Linefill and Base Gas and Long-term Inventory (Tables) | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||
Inventory, Linefill and Base Gas and Long-term Inventory | ' | |||||||||||||||||||||
Components of inventory, linefill and base gas and long-term inventory | ' | |||||||||||||||||||||
December 31, 2013 | December 31, 2012 | |||||||||||||||||||||
Volumes | Unit of | Carrying | Price/ | Volumes | Unit of | Carrying | Price/ | |||||||||||||||
Measure | Value | Unit (1) | Measure | Value | Unit (1) | |||||||||||||||||
Inventory | ||||||||||||||||||||||
Crude oil | 6,951 | barrels | $ | 540 | $ | 77.69 | 9,492 | barrels | $ | 737 | $ | 77.64 | ||||||||||
NGL | 8,061 | barrels | 352 | $ | 43.67 | 9,472 | barrels | 388 | $ | 40.96 | ||||||||||||
Natural gas | 40,505 | Mcf | 150 | $ | 3.7 | 20,374 | Mcf | 60 | $ | 2.94 | ||||||||||||
Other | N/A | 23 | N/A | N/A | 24 | N/A | ||||||||||||||||
Inventory subtotal | 1,065 | 1,209 | ||||||||||||||||||||
Linefill and base gas | ||||||||||||||||||||||
Crude oil | 10,966 | barrels | 679 | $ | 61.92 | 9,919 | barrels | 583 | $ | 58.78 | ||||||||||||
NGL | 1,341 | barrels | 62 | $ | 46.23 | 1,400 | barrels | 70 | $ | 50 | ||||||||||||
Natural gas | 16,615 | Mcf | 57 | $ | 3.43 | 15,755 | Mcf | 54 | $ | 3.43 | ||||||||||||
Linefill and base gas subtotal | 798 | 707 | ||||||||||||||||||||
Long-term inventory | ||||||||||||||||||||||
Crude oil | 2,498 | barrels | 202 | $ | 80.86 | 1,962 | barrels | 149 | $ | 75.94 | ||||||||||||
NGL | 1,161 | barrels | 49 | $ | 42.2 | 3,238 | barrels | 125 | $ | 38.6 | ||||||||||||
Long-term inventory subtotal | 251 | 274 | ||||||||||||||||||||
Total | $ | 2,114 | $ | 2,190 | ||||||||||||||||||
(1) Price per unit of measure represents a weighted average associated with various grades, qualities and locations. Accordingly, these prices may not coincide with any published benchmarks for such products. | ||||||||||||||||||||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2013 | ||||||||||
Property and Equipment | ' | |||||||||
Components of property and equipment, net | ' | |||||||||
Estimated Useful | December 31, | |||||||||
Lives (Years) | 2013 | 2012 | ||||||||
Pipelines and related facilities | Oct-70 | $ | 6,113 | $ | 5,305 | |||||
Storage, terminal and rail facilities | 30 - 70 | 4,704 | 4,354 | |||||||
Trucking equipment and other | 15-Mar | 150 | 136 | |||||||
Construction in progress | — | 1,008 | 910 | |||||||
Office property and equipment | Feb-50 | 125 | 111 | |||||||
Land and other | N/A | 373 | 326 | |||||||
12,473 | 11,142 | |||||||||
Accumulated depreciation | (1,654 | ) | (1,499 | ) | ||||||
Property and equipment, net | $ | 10,819 | $ | 9,643 | ||||||
Goodwill_Tables
Goodwill (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Goodwill | ' | |||||||||||||
Schedule of goodwill by segment and changes during the period | ' | |||||||||||||
Transportation | Facilities | Supply and Logistics | Total | |||||||||||
Balance at December 31, 2011 | $ | 818 | $ | 609 | $ | 427 | $ | 1,854 | ||||||
2012 Goodwill Related Activity: | ||||||||||||||
BP NGL Acquisition | 72 | 136 | 28 | 236 | ||||||||||
USD Rail Terminal Acquisition | — | 426 | — | 426 | ||||||||||
Other acquisitions | 10 | — | — | 10 | ||||||||||
Foreign currency translation adjustments | 5 | — | 2 | 7 | ||||||||||
Purchase price accounting adjustments and other | (8 | ) | — | 10 | 2 | |||||||||
Balance at December 31, 2012 | $ | 897 | $ | 1,171 | $ | 467 | $ | 2,535 | ||||||
2013 Goodwill Related Activity: | ||||||||||||||
Acquisitions (1) | 6 | — | — | 6 | ||||||||||
Foreign currency translation adjustments | (20 | ) | (9 | ) | (4 | ) | (33 | ) | ||||||
Purchase price accounting adjustments and other (1) | (5 | ) | — | — | (5 | ) | ||||||||
Balance at December 31, 2013 | $ | 878 | $ | 1,162 | $ | 463 | $ | 2,503 | ||||||
(1) Goodwill is recorded at the acquisition date based on a preliminary fair value determination. This preliminary goodwill balance may be adjusted when the fair value determination is finalized. See Note 3 for additional discussion of our acquisitions. | ||||||||||||||
Other_Assets_Net_Tables
Other Assets, Net (Tables) | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||
Other Assets, Net | ' | |||||||||||||||||||||
Components of other assets, net of accumulated amortization | ' | |||||||||||||||||||||
December 31, | ||||||||||||||||||||||
2013 | 2012 | |||||||||||||||||||||
Debt issue costs | $ | 70 | $ | 69 | ||||||||||||||||||
Fair value of derivative instruments | 30 | 10 | ||||||||||||||||||||
Intangible assets | 674 | 642 | ||||||||||||||||||||
Other | 37 | 54 | ||||||||||||||||||||
811 | 775 | |||||||||||||||||||||
Accumulated amortization | (271 | ) | (189 | ) | ||||||||||||||||||
$ | 540 | $ | 586 | |||||||||||||||||||
Components of intangible assets that have finite lives | ' | |||||||||||||||||||||
December 31, 2013 | December 31, 2012 | |||||||||||||||||||||
Estimated Useful | Accumulated | Accumulated | ||||||||||||||||||||
Lives (Years) | Cost | Amortization | Net | Cost | Amortization | Net | ||||||||||||||||
Customer contracts and relationships | 20-Jan | $ | 591 | $ | (237 | ) | $ | 354 | $ | 558 | $ | (157 | ) | $ | 401 | |||||||
Property tax abatement | 13-Jul | 38 | (14 | ) | 24 | 38 | (10 | ) | 28 | |||||||||||||
Other agreements | 25 - 70 | 37 | (3 | ) | 34 | 38 | (2 | ) | 36 | |||||||||||||
Emission reduction credits (1) | N/A | 8 | — | 8 | 8 | — | 8 | |||||||||||||||
$ | 674 | $ | (254 | ) | $ | 420 | $ | 642 | $ | (169 | ) | $ | 473 | |||||||||
(1) Emission reduction credits, once surrendered in exchange for environmental permits, are finite-lived. | ||||||||||||||||||||||
Estimated amortization expense related to finite-lived intangible assets for the next five years | ' | |||||||||||||||||||||
2014 | $ | 59 | ||||||||||||||||||||
2015 | $ | 52 | ||||||||||||||||||||
2016 | $ | 45 | ||||||||||||||||||||
2017 | $ | 42 | ||||||||||||||||||||
2018 | $ | 36 | ||||||||||||||||||||
Debt_Tables
Debt (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Debt | ' | |||||||
Components of debt | ' | |||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
SHORT-TERM DEBT | ||||||||
Credit Facilities (1): | ||||||||
PAA senior secured hedged inventory facility, bearing a weighted-average interest rate of 1.6% at December 31, 2012 (2) | $ | — | $ | 665 | ||||
PAA senior unsecured revolving credit facility, bearing a weighted-average interest rate of 2.4% at December 31, 2012 (2) | — | 92 | ||||||
PNG senior unsecured revolving credit facility, bearing a weighted-average interest rate of 2.1% at December 31, 2012 (3) | — | 77 | ||||||
PAA commercial paper notes, bearing a weighted-average interest rate of 0.33% at December 31, 2013 (2) | 1,109 | — | ||||||
5.63% senior notes due December 2013 | — | 250 | ||||||
Other | 4 | 2 | ||||||
Total short-term debt | 1,113 | 1,086 | ||||||
LONG-TERM DEBT | ||||||||
Senior Notes: | ||||||||
5.25% senior notes due June 2015 | 150 | 150 | ||||||
3.95% senior notes due September 2015 | 400 | 400 | ||||||
5.88% senior notes due August 2016 | 175 | 175 | ||||||
6.13% senior notes due January 2017 | 400 | 400 | ||||||
6.50% senior notes due May 2018 | 600 | 600 | ||||||
8.75% senior notes due May 2019 | 350 | 350 | ||||||
5.75% senior notes due January 2020 | 500 | 500 | ||||||
5.00% senior notes due February 2021 | 600 | 600 | ||||||
3.65% senior notes due June 2022 | 750 | 750 | ||||||
2.85% senior notes due January 2023 | 400 | 400 | ||||||
3.85% senior notes due October 2023 | 700 | — | ||||||
6.70% senior notes due May 2036 | 250 | 250 | ||||||
6.65% senior notes due January 2037 | 600 | 600 | ||||||
5.15% senior notes due June 2042 | 500 | 500 | ||||||
4.30% senior notes due January 2043 | 350 | 350 | ||||||
Unamortized discounts | (15 | ) | (15 | ) | ||||
Senior notes, net of unamortized discounts | 6,710 | 6,010 | ||||||
Credit Facilities and Other Long-Term Debt (1): | ||||||||
PNG senior unsecured revolving credit facility, bearing a weighted-average interest rate of 2.1% at December 31, 2012 (3) | — | 105 | ||||||
PNG GO Bond term loans, bearing a weighted-average interest rate of 1.5% at December 31, 2012 (3) | — | 200 | ||||||
Other | 5 | 5 | ||||||
Total long-term debt | 6,715 | 6,320 | ||||||
Total debt (2) (3) (4) | $ | 7,828 | $ | 7,406 | ||||
(1) During 2013 and 2012, we renewed, extended or refinanced our principal bank credit facilities. See “Credit Facilities” below for further discussion. | ||||||||
(2) We classify as short-term certain borrowings under our commercial paper program, PAA senior unsecured revolving credit facility and PAA senior secured hedged inventory facility. These borrowings are primarily designated as working capital borrowings, must be repaid within one year and are primarily for hedged NGL and crude oil inventory and NYMEX and ICE margin deposits. | ||||||||
(3) On December 31, 2013, in connection with the completion of the PNG Merger, all of PNG’s outstanding debt obligations were repaid and terminated. See Note 10 for further discussion of the PNG Merger. | ||||||||
(4) Our fixed-rate senior notes (including current maturities) had a face value of approximately $6.7 billion and $6.3 billion as of December 31, 2013 and 2012, respectively. We estimated the aggregate fair value of these notes as of December 31, 2013 and 2012 to be approximately $7.2 billion and $7.3 billion, respectively. Our fixed-rate senior notes are traded among institutions, and these trades are routinely published by a reporting service. Our determination of fair value is based on reported trading activity near year end. We estimate that the carrying value of outstanding borrowings under our credit facilities and agreements and commercial paper program approximates fair value as interest rates reflect current market rates. The fair value estimates for both our senior notes and credit facilities are based upon observable market data and are classified within Level 2 of the fair value hierarchy. | ||||||||
Long-term debt maturities | ' | |||||||
Calendar Year | Payment | |||||||
2014 | $ | — | ||||||
2015 | 550 | |||||||
2016 | 175 | |||||||
2017 | 400 | |||||||
2018 | 600 | |||||||
Thereafter | 5,000 | |||||||
Total (1) | $ | 6,725 | ||||||
(1) Excludes aggregate unamortized net discount of approximately $15 million and other long-term obligations of approximately $5 million. | ||||||||
Partners_Capital_and_Distribut1
Partners' Capital and Distributions (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||
Partners' Capital and Distributions | ' | |||||||||||||||||||
Per unit cash distributions and the portion of the distributions representing an excess over the MQD | ' | |||||||||||||||||||
Year | ||||||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||||||
Excess | Excess | Excess | ||||||||||||||||||
Distribution (1) | over MQD | Distribution (1) | over MQD | Distribution (1) | over MQD | |||||||||||||||
First Quarter | $ | 0.5625 | $ | 0.3375 | $ | 0.5125 | $ | 0.2875 | $ | 0.4788 | $ | 0.2538 | ||||||||
Second Quarter | $ | 0.575 | $ | 0.35 | $ | 0.5225 | $ | 0.2975 | $ | 0.485 | $ | 0.26 | ||||||||
Third Quarter | $ | 0.5875 | $ | 0.3625 | $ | 0.5325 | $ | 0.3075 | $ | 0.4913 | $ | 0.2663 | ||||||||
Fourth Quarter | $ | 0.6 | $ | 0.375 | $ | 0.5425 | $ | 0.3175 | $ | 0.4975 | $ | 0.2725 | ||||||||
(1) Distributions represent those declared and paid in the applicable period shown. | ||||||||||||||||||||
Total cash distributions paid | ' | |||||||||||||||||||
Distributions Paid | Distributions | |||||||||||||||||||
Common | General Partner | per limited | ||||||||||||||||||
Year | Units | Incentive | 2% | Total | partner unit | |||||||||||||||
2013 | $ | 791 | $ | 353 | $ | 16 | $ | 1,160 | $ | 2.33 | ||||||||||
2012 | $ | 684 | $ | 271 | $ | 14 | $ | 969 | $ | 2.11 | ||||||||||
2011 | $ | 575 | $ | 204 | $ | 12 | $ | 791 | $ | 1.95 | ||||||||||
Equity offerings of common units | ' | |||||||||||||||||||
Other Equity Offerings. In addition to sales of our common units under the Continuous Offering Program described above, we completed the following offerings of our common units, during the three years ended December 31, 2013 (in millions, except unit and per unit data): | ||||||||||||||||||||
General | ||||||||||||||||||||
Gross | Proceeds | Partner | Net | |||||||||||||||||
Period | Units Issued | Unit Price | from Sale | Contribution | Costs | Proceeds | ||||||||||||||
March 2012 (1) | 11,500,000 | $ | 40.015 | $ | 460 | $ | 9 | $ | (14 | ) | $ | 455 | ||||||||
2012 Total | 11,500,000 | $ | 460 | $ | 9 | $ | (14 | ) | $ | 455 | ||||||||||
November 2011 (1) | 12,000,000 | $ | 32.515 | $ | 390 | $ | 9 | $ | (13 | ) | $ | 386 | ||||||||
March 2011 (1) | 15,870,000 | $ | 32 | 508 | 10 | (15 | ) | 503 | ||||||||||||
2011 Total | 27,870,000 | $ | 898 | $ | 19 | $ | (28 | ) | $ | 889 | ||||||||||
(1) These offerings of common units were underwritten transactions that required us to pay a gross spread. The net proceeds from these offerings were used to reduce outstanding borrowings under our credit facilities and for general partnership purposes. The net proceeds from the March 2012 offering were also used to fund a portion of the BP NGL Acquisition. | ||||||||||||||||||||
Schedule of effect of changes in the entity's ownership interest in subsidiary on the partner's capital | ' | |||||||||||||||||||
The following table as required by GAAP sets forth the impact upon net income attributable to PAA giving effect to the changes in our ownership interest in PNG, which was recognized in partners’ capital during the years ended December 31, 2013, 2012 and 2011 (in millions): | ||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||||||
Net income attributable to PAA | $ | 1,361 | $ | 1,094 | $ | 966 | ||||||||||||||
Transfers to/from noncontrolling interests: | ||||||||||||||||||||
Increase in capital from sale of PNG common units | 8 | — | 64 | |||||||||||||||||
Decrease in capital from purchase of PNG common units in conjunction with the PNG Merger | (290 | ) | — | — | ||||||||||||||||
Net transfers to/from noncontrolling interests | (282 | ) | — | 64 | ||||||||||||||||
Change from net income attributable to PAA and transfers to/from noncontrolling interests | $ | 1,079 | $ | 1,094 | $ | 1,030 |
Derivatives_and_Risk_Managemen1
Derivatives and Risk Management Activities (Tables) | 12 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||||||
Derivative disclosures | ' | |||||||||||||||||||||||||
Schedule of interest rate risk hedging | ' | |||||||||||||||||||||||||
Hedged Transaction | Number and Types of | Notional | Expected | Average Rate | Accounting | |||||||||||||||||||||
Derivatives Employed | Amount | Termination Date | Locked | Treatment | ||||||||||||||||||||||
Anticipated debt offering | 10 forward starting swaps (30-year) | $ | 250 | 6/15/15 | 3.6 | % | Cash flow hedge | |||||||||||||||||||
Open foreign currency exchange contracts | ' | |||||||||||||||||||||||||
USD | CAD | Average Exchange Rate | ||||||||||||||||||||||||
USD to CAD | ||||||||||||||||||||||||||
Forward exchange contracts that exchange CAD for USD: | ||||||||||||||||||||||||||
2014 | $ | 336 | $ | 358 | $1.00 - $1.06 | |||||||||||||||||||||
2015 | 9 | 9 | $1.00 - $1.07 | |||||||||||||||||||||||
$ | 345 | $ | 367 | $1.00 - $1.06 | ||||||||||||||||||||||
Forward exchange contracts that exchange USD for CAD: | ||||||||||||||||||||||||||
2014 | $ | 336 | $ | 354 | $1.00 - $1.05 | |||||||||||||||||||||
2015 | 9 | 9 | $1.00 - $1.06 | |||||||||||||||||||||||
$ | 345 | $ | 363 | $1.00 - $1.05 | ||||||||||||||||||||||
Net position by currency: | ||||||||||||||||||||||||||
2014 | $ | — | $ | 4 | ||||||||||||||||||||||
2015 | — | — | ||||||||||||||||||||||||
$ | — | $ | 4 | |||||||||||||||||||||||
Impact of derivative activities recognized in earnings | ' | |||||||||||||||||||||||||
Year Ended December 31, 2013 | ||||||||||||||||||||||||||
Derivatives in Hedging Relationships | ||||||||||||||||||||||||||
Location of gain/(loss) | Gain/(loss) | Other gain/(loss) | Derivatives | Total | ||||||||||||||||||||||
reclassified | recognized in | Not Designated | ||||||||||||||||||||||||
from AOCI | income | as a Hedge | ||||||||||||||||||||||||
into income (1) | ||||||||||||||||||||||||||
Commodity Derivatives | ||||||||||||||||||||||||||
Supply and Logistics segment revenues | $ | 78 | $ | (1 | ) | $ | (116 | ) | $ | (39 | ) | |||||||||||||||
Facilities segment revenues | (10 | ) | (1 | ) | — | (11 | ) | |||||||||||||||||||
Field operating costs | — | — | 8 | 8 | ||||||||||||||||||||||
Interest Rate Derivatives | ||||||||||||||||||||||||||
Interest expense | (7 | ) | 3 | — | (4 | ) | ||||||||||||||||||||
Foreign Currency Derivatives | ||||||||||||||||||||||||||
Other income/(expense), net | 5 | — | — | 5 | ||||||||||||||||||||||
Total Gain/(Loss) on Derivatives Recognized in Net Income | $ | 66 | $ | 1 | $ | (108 | ) | $ | (41 | ) | ||||||||||||||||
Year Ended December 31, 2012 | ||||||||||||||||||||||||||
Derivatives in Hedging Relationships | ||||||||||||||||||||||||||
Location of gain/(loss) | Gain/(loss) | Other gain/(loss) | Derivatives | Total | ||||||||||||||||||||||
reclassified from | recognized in | Not Designated | ||||||||||||||||||||||||
AOCI into | income | as a Hedge | ||||||||||||||||||||||||
income (1) | ||||||||||||||||||||||||||
Commodity Derivatives | ||||||||||||||||||||||||||
Supply and Logistics segment revenues | $ | 12 | $ | — | $ | 60 | $ | 72 | ||||||||||||||||||
Facilities segment revenues | 3 | (1 | ) | 1 | 3 | |||||||||||||||||||||
Purchases and related costs | 45 | — | 1 | 46 | ||||||||||||||||||||||
Field operating costs | — | — | 1 | 1 | ||||||||||||||||||||||
Interest Rate Derivatives | ||||||||||||||||||||||||||
Interest expense | (4 | ) | 1 | — | (3 | ) | ||||||||||||||||||||
Foreign Currency Derivatives | ||||||||||||||||||||||||||
Supply and Logistics segment revenues | — | — | (1 | ) | (1 | ) | ||||||||||||||||||||
Other income/(expense), net | 6 | — | — | 6 | ||||||||||||||||||||||
Total Gain/(Loss) on Derivatives Recognized in Net Income | $ | 62 | $ | — | $ | 62 | $ | 124 | ||||||||||||||||||
Year Ended December 31, 2011 | ||||||||||||||||||||||||||
Derivatives in Hedging Relationships | ||||||||||||||||||||||||||
Location of gain/(loss) | Gain/(loss) | Other gain/(loss) | Derivatives | Total | ||||||||||||||||||||||
reclassified from | recognized in | Not Designated | ||||||||||||||||||||||||
AOCI into | income | as a Hedge | ||||||||||||||||||||||||
income (1) | ||||||||||||||||||||||||||
Commodity Derivatives | ||||||||||||||||||||||||||
Supply and Logistics segment revenues | $ | (153 | ) | $ | (8 | ) | $ | 99 | $ | (62 | ) | |||||||||||||||
Facilities segment revenues | 11 | — | — | 11 | ||||||||||||||||||||||
Purchases and related costs | 6 | — | — | 6 | ||||||||||||||||||||||
Field operating costs | — | — | 1 | 1 | ||||||||||||||||||||||
Interest Rate Derivatives | ||||||||||||||||||||||||||
Interest expense | (1 | ) | 2 | — | 1 | |||||||||||||||||||||
Foreign Currency Derivatives | ||||||||||||||||||||||||||
Supply and Logistics segment revenues | — | — | 1 | 1 | ||||||||||||||||||||||
Other income/(expense), net | 6 | — | — | 6 | ||||||||||||||||||||||
Total Gain/(Loss) on Derivatives Recognized in Net Income | $ | (131 | ) | $ | (6 | ) | $ | 101 | $ | (36 | ) | |||||||||||||||
(1) During the year ended December 31, 2013, we reclassified a gain of approximately $3 million and losses of approximately $1 million from AOCI to Supply and Logistics segment revenues and Facilities segment revenues, respectively, as a result of anticipated hedged transactions that are probable of not occurring. During the year ended December 31, 2011 we reclassified a gain of approximately $1 million from AOCI to Facilities segment revenues and a gain of approximately $1 million from AOCI to other expense, net as a result of anticipated hedged transactions that are probable of not occurring. During the year ended December 31, 2012, all of our hedged transactions were deemed probable of occurring. | ||||||||||||||||||||||||||
Summary of derivative assets and liabilities on condensed Consolidated Balance Sheet | ' | |||||||||||||||||||||||||
The following table summarizes the derivative assets and liabilities on our Consolidated Balance Sheet on a gross basis as of December 31, 2013 (in millions): | ||||||||||||||||||||||||||
Asset Derivatives | Liability Derivatives | |||||||||||||||||||||||||
Balance Sheet | Balance Sheet | |||||||||||||||||||||||||
Location | Fair Value | Location | Fair Value | |||||||||||||||||||||||
Derivatives designated as hedging instruments: | ||||||||||||||||||||||||||
Commodity derivatives | Other current assets | $ | 36 | Other current assets | $ | (24 | ) | |||||||||||||||||||
Other long-term assets | 5 | |||||||||||||||||||||||||
Interest rate derivatives | Other long-term assets | 26 | ||||||||||||||||||||||||
Total derivatives designated as hedging instruments | $ | 67 | $ | (24 | ) | |||||||||||||||||||||
Derivatives not designated as hedging instruments: | ||||||||||||||||||||||||||
Commodity derivatives | Other current assets | $ | 60 | Other current assets | $ | (117 | ) | |||||||||||||||||||
Other long-term assets | 5 | Other long-term assets | (6 | ) | ||||||||||||||||||||||
Other current liabilities | 1 | Other current liabilities | (5 | ) | ||||||||||||||||||||||
Other long-term liabilities | (1 | ) | ||||||||||||||||||||||||
Foreign currency derivatives | Other current liabilities | (4 | ) | |||||||||||||||||||||||
Total derivatives not designated as hedging instruments | $ | 66 | $ | (133 | ) | |||||||||||||||||||||
Total derivatives | $ | 133 | $ | (157 | ) | |||||||||||||||||||||
The following table summarizes the derivative assets and liabilities on our Consolidated Balance Sheet on a gross basis as of December 31, 2012 (in millions): | ||||||||||||||||||||||||||
Asset Derivatives | Liability Derivatives | |||||||||||||||||||||||||
Balance Sheet | Balance Sheet | |||||||||||||||||||||||||
Location | Fair Value | Location | Fair Value | |||||||||||||||||||||||
Derivatives designated as hedging instruments: | ||||||||||||||||||||||||||
Commodity derivatives | Other current assets | $ | 45 | Other current assets | $ | (23 | ) | |||||||||||||||||||
Other long-term assets | 11 | Other long-term assets | (1 | ) | ||||||||||||||||||||||
Interest rate derivatives | Other long-term liabilities | (38 | ) | |||||||||||||||||||||||
Total derivatives designated as hedging instruments | $ | 56 | $ | (62 | ) | |||||||||||||||||||||
Derivatives not designated as hedging instruments: | ||||||||||||||||||||||||||
Commodity derivatives | Other current assets | $ | 128 | Other current assets | $ | (115 | ) | |||||||||||||||||||
Other long-term assets | 1 | Other long-term assets | (3 | ) | ||||||||||||||||||||||
Other current liabilities | 4 | Other current liabilities | (7 | ) | ||||||||||||||||||||||
Other long-term liabilities | 2 | Other long-term liabilities | (2 | ) | ||||||||||||||||||||||
Total derivatives not designated as hedging instruments | $ | 135 | $ | (127 | ) | |||||||||||||||||||||
Total derivatives | $ | 191 | $ | (189 | ) | |||||||||||||||||||||
Schedule of derivatives assets and liabilities that are subject to offsetting, including enforceable master netting arrangements | ' | |||||||||||||||||||||||||
December 31, 2013 | December 31, 2012 | |||||||||||||||||||||||||
Derivative | Derivative | Derivative | Derivative | |||||||||||||||||||||||
Asset Positions | Liability Positions | Asset Positions | Liability Positions | |||||||||||||||||||||||
Netting Adjustments: | ||||||||||||||||||||||||||
Gross position - asset/(liability) | $ | 133 | $ | (157 | ) | $ | 191 | $ | (189 | ) | ||||||||||||||||
Netting adjustment | (148 | ) | 148 | (148 | ) | 148 | ||||||||||||||||||||
Cash collateral paid/(received) | 161 | — | 41 | — | ||||||||||||||||||||||
Net position - asset/(liability) | $ | 146 | $ | (9 | ) | $ | 84 | $ | (41 | ) | ||||||||||||||||
Balance Sheet Location After Netting Adjustments: | ||||||||||||||||||||||||||
Other current assets | $ | 116 | $ | — | $ | 76 | $ | — | ||||||||||||||||||
Other long-term assets | 30 | — | 8 | — | ||||||||||||||||||||||
Other current liabilities | — | (8 | ) | — | (3 | ) | ||||||||||||||||||||
Other long-term liabilities | — | (1 | ) | — | (38 | ) | ||||||||||||||||||||
$ | 146 | $ | (9 | ) | $ | 84 | $ | (41 | ) | |||||||||||||||||
Net deferred gain/(loss), including tax effects, recognized in AOCI for derivatives | ' | |||||||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||||||||||||
Commodity derivatives, net | $ | 37 | $ | 56 | $ | (18 | ) | |||||||||||||||||||
Interest rate derivatives, net | 72 | (12 | ) | (136 | ) | |||||||||||||||||||||
Total | $ | 109 | $ | 44 | $ | (154 | ) | |||||||||||||||||||
Derivative financial assets and liabilities within the fair value hierarchy accounted for at fair value on a recurring basis | ' | |||||||||||||||||||||||||
Fair Value as of December 31, 2013 | Fair Value as of December 31, 2012 | |||||||||||||||||||||||||
Recurring Fair Value Measures (1) | Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||
Commodity derivatives | $ | 16 | $ | (59 | ) | $ | (3 | ) | $ | (46 | ) | $ | 1 | $ | 35 | $ | 4 | $ | 40 | |||||||
Interest rate derivatives | — | 26 | — | 26 | — | (38 | ) | — | (38 | ) | ||||||||||||||||
Foreign currency derivatives | — | (4 | ) | — | (4 | ) | — | — | — | — | ||||||||||||||||
Total net derivative asset/ (liability) | $ | 16 | $ | (37 | ) | $ | (3 | ) | $ | (24 | ) | $ | 1 | $ | (3 | ) | $ | 4 | $ | 2 | ||||||
(1) Derivative assets and liabilities are presented above on a net basis but do not include related cash margin deposits. | ||||||||||||||||||||||||||
Reconciliation of changes in fair value of derivatives classified as level 3 | ' | |||||||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||||
2013 | 2012 | |||||||||||||||||||||||||
Beginning Balance | $ | 4 | $ | 12 | ||||||||||||||||||||||
Total gains/(losses) for the period: | ||||||||||||||||||||||||||
Included in earnings (1) | (1 | ) | (3 | ) | ||||||||||||||||||||||
Included in other comprehensive income | — | 3 | ||||||||||||||||||||||||
Settlements | (3 | ) | (22 | ) | ||||||||||||||||||||||
Derivatives entered into during the period | (3 | ) | 23 | |||||||||||||||||||||||
Transfers out of level 3 | — | (9 | ) | |||||||||||||||||||||||
Ending Balance | $ | (3 | ) | $ | 4 | |||||||||||||||||||||
Change in unrealized gains/(losses) included in earnings relating to level 3 | $ | (4 | ) | $ | 24 | |||||||||||||||||||||
derivatives still held at the end of the periods | ||||||||||||||||||||||||||
(1) We reported unrealized gains and losses associated with level 3 commodity derivatives in our Consolidated Statements of Operations as Supply and Logistics segment revenues. | ||||||||||||||||||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Income Taxes | ' | ||||||||||
Components of income tax expense | ' | ||||||||||
Year Ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Current tax expense: | |||||||||||
State income tax | $ | 1 | $ | 2 | $ | 2 | |||||
Canadian federal and provincial income tax | 99 | 51 | 36 | ||||||||
Total current tax expense | $ | 100 | $ | 53 | $ | 38 | |||||
Deferred tax (benefit)/expense: | |||||||||||
State income tax | $ | — | $ | — | $ | (2 | ) | ||||
Canadian federal and provincial income tax | (1 | ) | 1 | 9 | |||||||
Total deferred tax (benefit)/expense | $ | (1 | ) | $ | 1 | $ | 7 | ||||
Total income tax expense | $ | 99 | $ | 54 | $ | 45 | |||||
Summary of differences between tax expense based on the statutory federal income tax rate and the entity's effective tax expense | ' | ||||||||||
Year Ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Income before tax | $ | 1,490 | $ | 1,181 | $ | 1,039 | |||||
Partnership earnings not subject to current Canadian tax | (1,187 | ) | (1,046 | ) | (909 | ) | |||||
$ | 303 | $ | 135 | $ | 130 | ||||||
Canadian federal and provincial corporate tax rate | 25 | % | 25 | % | 27 | % | |||||
Income tax at statutory rate | $ | 76 | $ | 34 | $ | 35 | |||||
Canadian withholding taxes | $ | 19 | $ | 18 | $ | 12 | |||||
Canadian permanent differences and rate changes | 3 | — | (2 | ) | |||||||
State income tax | 1 | 2 | — | ||||||||
Total income tax expense | $ | 99 | $ | 54 | $ | 45 | |||||
Deferred tax assets and liabilities | ' | ||||||||||
Deferred tax assets and liabilities are aggregated by the applicable tax paying entity and jurisdiction and presented net in “Other long-term liabilities and deferred credits” on our Consolidated Balance Sheet and result from the following (in millions): | |||||||||||
December 31, | |||||||||||
2013 | 2012 | ||||||||||
Deferred tax assets: | |||||||||||
Book accruals in excess of current tax deductions | $ | 56 | $ | 28 | |||||||
Total deferred tax assets | 56 | 28 | |||||||||
Deferred tax liabilities: | |||||||||||
Property and equipment in excess of tax values | (398 | ) | (397 | ) | |||||||
Total deferred tax liabilities | (398 | ) | (397 | ) | |||||||
Net deferred tax liabilities | $ | (342 | ) | $ | (369 | ) | |||||
Related_Party_Transactions_Tab
Related Party Transactions (Tables) (Oxy) | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Oxy | ' | ||||||||||
Related party transaction | ' | ||||||||||
Information related to transactions with related parties | ' | ||||||||||
Year Ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Revenues | $ | 1,309 | $ | 1,636 | $ | 2,568 | |||||
Purchases and related costs | $ | 863 | $ | 557 | $ | 361 | |||||
We currently have a netting arrangement with Oxy. Our gross receivable and payable amounts with affiliates of Oxy were as follows (in millions): | |||||||||||
December 31, | |||||||||||
2013 | 2012 | ||||||||||
Trade accounts receivable and other receivables | $ | 133 | $ | 231 | |||||||
Accounts payable | $ | 181 | $ | 129 | |||||||
EquityIndexed_Compensation_Pla1
Equity-Indexed Compensation Plans (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Equity-Indexed Compensation Plans | ' | |||||||||||||
Schedule of estimated vesting date for PAA long-term incentive plan awards outstanding | ' | |||||||||||||
PAA | ||||||||||||||
LTIP Units | Distribution | Estimated Unit Vesting Date | ||||||||||||
Outstanding (1) (2) | Required (3) | 2014 | 2015 | 2016 | 2017 | Thereafter | ||||||||
8.4 | $1.925 - $2.65 | 1.9 | 2.1 | 2 | 1.3 | 1.1 | ||||||||
(1) Approximately 4.5 million of the 8.4 million outstanding PAA LTIP awards also include DERs, of which 3.0 million had vested as of December 31, 2013. | ||||||||||||||
(2) LTIP units outstanding do not include AAP Management Units. | ||||||||||||||
(3) These LTIP awards have performance conditions requiring the attainment of an annualized PAA distribution of between $1.925 and $2.65 and vest upon the later of a certain date or the attainment of such levels. If the performance conditions are not attained while the grantee remains employed by us, or the grantee does not meet employment requirements, these awards will be forfeited. For purposes of this disclosure, vesting dates are based on an estimate of future distribution levels and assume that all grantees remain employed by us through the vesting date. | ||||||||||||||
Summary of equity-indexed compensation activity for long-term incentive plan awards | ' | |||||||||||||
PAA Units (1) (3) | PNG Units (2) (4) | |||||||||||||
Weighted Average | Weighted Average | |||||||||||||
Grant Date | Grant Date | |||||||||||||
Units | Fair Value per Unit | Units | Fair Value per Unit | |||||||||||
Outstanding, December 31, 2010 | 8.8 | $ | 20.85 | 1 | $ | 20.55 | ||||||||
Granted | 1 | $ | 27.53 | — | $ | — | ||||||||
Vested | (1.4 | ) | $ | 20.34 | (0.1 | ) | $ | 23.62 | ||||||
Cancelled or forfeited | (0.4 | ) | $ | 20.99 | (0.1 | ) | $ | 19.2 | ||||||
Outstanding, December 31, 2011 | 8 | $ | 21.77 | 0.8 | $ | 20.55 | ||||||||
Granted | 1.5 | $ | 33.9 | 0.1 | $ | 15.33 | ||||||||
Vested | (3.2 | ) | $ | 19.82 | — | $ | 23.64 | |||||||
Cancelled or forfeited | (0.3 | ) | $ | 29.36 | — | $ | — | |||||||
Outstanding, December 31, 2012 | 6 | $ | 25.55 | 0.9 | $ | 17.49 | ||||||||
Granted | 4.1 | $ | 47.6 | 0.4 | $ | 17.51 | ||||||||
Vested | (1.8 | ) | $ | 24.79 | — | $ | 18.88 | |||||||
Cancelled or forfeited (5) | (0.3 | ) | $ | 36.7 | (0.3 | ) | $ | 21.62 | ||||||
Conversion of PNG unit-denominated awards into PAA unit-denominated awards (6) | 0.4 | $ | 40.54 | (1.0 | ) | $ | 16.41 | |||||||
Outstanding, December 31, 2013 | 8.4 | $ | 36.97 | — | $ | — | ||||||||
(1) Amounts do not include AAP Management Units. | ||||||||||||||
(2) Amounts include PNG Transaction Grants, which are discussed further below. | ||||||||||||||
(3) Approximately 0.5 million, 1.0 million, and 0.5 million PAA common units were issued net of tax withholding of approximately 0.3 million, 0.5 million and 0.2 million units, in 2013, 2012, and 2011 respectively, in connection with the settlement of vested awards. The remaining 1.0 million, 1.7 million and 0.8 million of awards that vested during 2013, 2012 and 2011 respectively, were settled in cash. | ||||||||||||||
(4) Less than 0.1 million PNG units vested during each of the years ended December 31, 2013 and December 31, 2012. | ||||||||||||||
(5) As a result of the PNG Merger on December 31, 2013, approximately 0.3 million outstanding PNG Transaction Grants were cancelled. | ||||||||||||||
(6) As a result of the PNG Merger on December 31, 2013, outstanding awards of PNG phantom units were converted into comparable awards of PAA phantom units representing the right to receive PAA common units by applying the Merger Exchange Ratio to each outstanding PNG phantom unit and rounding down to the nearest PAA phantom unit for any fractions. | ||||||||||||||
Summary of AAP Management Units | ' | |||||||||||||
Reserved for Future | Outstanding | Outstanding Units | Grant Date | |||||||||||
Grants | Earned | Fair Value Of Outstanding AAP | ||||||||||||
Management Units (1) | ||||||||||||||
Balance as of December 31, 2011 | 4.3 | 47.8 | 20.9 | $ | 44 | |||||||||
Forfeitures | 0.4 | (0.4 | ) | — | — | |||||||||
Earned | N/A | N/A | 13.1 | N/A | ||||||||||
Balance as of December 31, 2012 | 4.7 | 47.4 | 34 | $ | 44 | |||||||||
Granted | (1.2 | ) | 1.2 | — | 7 | |||||||||
Earned | N/A | N/A | 13 | N/A | ||||||||||
Balance as of December 31, 2013 | 3.5 | 48.6 | 47 | $ | 51 | |||||||||
(1) Of the grant date fair value, approximately $5 million, $6 million and $9 million was recognized as expense during the years ended December 31, 2013, 2012 and 2011, respectively. Of the $51 million grant date fair value, approximately $49 million had been recognized through December 31, 2013. | ||||||||||||||
Summary of expense recognized and value of vesting related to equity-indexed compensation plans | ' | |||||||||||||
2013 | 2012 | 2011 | ||||||||||||
Equity-indexed compensation expense | $ | 116 | $ | 101 | $ | 110 | ||||||||
LTIP unit-settled vestings (1) | $ | 48 | $ | 62 | $ | 24 | ||||||||
LTIP cash-settled vestings | $ | 61 | $ | 66 | $ | 19 | ||||||||
DER cash payments | $ | 8 | $ | 7 | $ | 4 | ||||||||
(1) For the years ended December 31, 2013, 2012 and 2011, less than $1 million, approximately $1 million and $2 million, respectively, relates to unit vestings which were settled with PNG common units. | ||||||||||||||
Equity-indexed compensation plan fair value amortization | ' | |||||||||||||
Year | Equity-Indexed | |||||||||||||
Compensation Plan Fair Value | ||||||||||||||
Amortization (1) (2) | ||||||||||||||
2014 | $ | 80 | ||||||||||||
2015 | 55 | |||||||||||||
2016 | 36 | |||||||||||||
2017 | 16 | |||||||||||||
2018 | 5 | |||||||||||||
Thereafter | 1 | |||||||||||||
Total | $ | 193 | ||||||||||||
(1) Amounts do not include fair value associated with awards containing performance conditions that are not considered to be probable of occurring at December 31, 2013. | ||||||||||||||
(2) Includes unamortized fair value associated with AAP Management Units. | ||||||||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||
Commitments and Contingencies. | ' | ||||||||||||||||||||||
Future non-cancelable commitments relating to operating and capital leases and third-party operation agreements | ' | ||||||||||||||||||||||
2014 | 2015 | 2016 | 2017 | 2018 | Thereafter | Total | |||||||||||||||||
Leases (1) | $ | 152 | $ | 132 | $ | 124 | $ | 103 | $ | 78 | $ | 386 | $ | 975 | |||||||||
Other commitments (2) | 38 | 32 | 29 | 25 | 16 | 42 | 182 | ||||||||||||||||
Total | $ | 190 | $ | 164 | $ | 153 | $ | 128 | $ | 94 | $ | 428 | $ | 1,157 | |||||||||
(1) Includes capital and operating leases as defined by the FASB guidance. | |||||||||||||||||||||||
(2) Primarily includes third-party storage and transportation agreements and pipeline throughput agreements. | |||||||||||||||||||||||
Quarterly_Financial_Data_Unaud1
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Data (Unaudited) | ' | ||||||||||||||||
Quarterly Financial Data (Unaudited) | ' | ||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | Total (1) | |||||||||||||
(in millions, except per unit data) | |||||||||||||||||
2013 | |||||||||||||||||
Revenues | $ | 10,620 | $ | 10,295 | $ | 10,703 | $ | 10,631 | $ | 42,249 | |||||||
Gross margin (2) | $ | 761 | $ | 474 | $ | 375 | $ | 478 | $ | 2,087 | |||||||
Operating income | $ | 655 | $ | 383 | $ | 296 | $ | 394 | $ | 1,728 | |||||||
Net income | $ | 536 | $ | 300 | $ | 237 | $ | 318 | $ | 1,391 | |||||||
Net income attributable to PAA | $ | 528 | $ | 292 | $ | 231 | $ | 309 | $ | 1,361 | |||||||
Basic net income per limited partner unit | $ | 1.28 | $ | 0.58 | $ | 0.38 | $ | 0.59 | $ | 2.82 | |||||||
Diluted net income per limited partner unit | $ | 1.27 | $ | 0.57 | $ | 0.38 | $ | 0.58 | $ | 2.8 | |||||||
Cash distributions per common unit (3) | $ | 0.5625 | $ | 0.575 | $ | 0.5875 | $ | 0.6 | $ | 2.325 | |||||||
2012 | |||||||||||||||||
Revenues | $ | 9,218 | $ | 9,786 | $ | 9,354 | $ | 9,439 | $ | 37,797 | |||||||
Gross margin (2) | $ | 407 | $ | 551 | $ | 328 | $ | 480 | $ | 1,767 | |||||||
Operating income | $ | 313 | $ | 462 | $ | 247 | $ | 402 | $ | 1,425 | |||||||
Net income | $ | 237 | $ | 386 | $ | 173 | $ | 330 | $ | 1,127 | |||||||
Net income attributable to PAA | $ | 230 | $ | 378 | $ | 165 | $ | 320 | $ | 1,094 | |||||||
Basic net income per limited partner unit | $ | 0.52 | $ | 0.93 | $ | 0.27 | $ | 0.7 | $ | 2.41 | |||||||
Diluted net income per limited partner unit | $ | 0.51 | $ | 0.93 | $ | 0.27 | $ | 0.69 | $ | 2.4 | |||||||
Cash distributions per common unit (3) | $ | 0.5125 | $ | 0.5225 | $ | 0.5325 | $ | 0.5425 | $ | 2.11 | |||||||
(1) The sum of the four quarters may not equal the total year due to rounding. | |||||||||||||||||
(2) Gross margin is calculated as Total revenues less (i) Purchases and related costs, (ii) Field operating costs and (iii) Depreciation and amortization. | |||||||||||||||||
(3) Represents cash distributions declared and paid in the applicable period. | |||||||||||||||||
Operating_Segments_Tables
Operating Segments (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Operating Segments | ' | |||||||||||||
Segment financial data | ' | |||||||||||||
Transportation | Facilities | Supply and Logistics | Total | |||||||||||
Twelve Months Ended December 31, 2013 | ||||||||||||||
Revenues: | ||||||||||||||
External Customers | $ | 701 | $ | 856 | $ | 40,692 | $ | 42,249 | ||||||
Intersegment (1) | 797 | 521 | 4 | 1,322 | ||||||||||
Total revenues of reportable segments | $ | 1,498 | $ | 1,377 | $ | 40,696 | $ | 43,571 | ||||||
Equity earnings in unconsolidated entities | $ | 64 | $ | — | $ | — | $ | 64 | ||||||
Segment profit (2) (3) | $ | 729 | $ | 616 | $ | 822 | $ | 2,167 | ||||||
Capital expenditures | $ | 1,046 | $ | 549 | $ | 46 | $ | 1,641 | ||||||
Total assets | $ | 7,221 | $ | 6,555 | $ | 6,584 | $ | 20,360 | ||||||
Maintenance capital | $ | 123 | $ | 38 | $ | 15 | $ | 176 | ||||||
Twelve Months Ended December 31, 2012 | ||||||||||||||
Revenues: | ||||||||||||||
External Customers | $ | 623 | $ | 736 | $ | 36,438 | $ | 37,797 | ||||||
Intersegment (1) | 793 | 362 | 2 | 1,157 | ||||||||||
Total revenues of reportable segments | $ | 1,416 | $ | 1,098 | $ | 36,440 | $ | 38,954 | ||||||
Equity earnings in unconsolidated entities | $ | 38 | $ | — | $ | — | $ | 38 | ||||||
Segment profit (2) (3) | $ | 710 | $ | 482 | $ | 753 | $ | 1,945 | ||||||
Capital expenditures | $ | 1,244 | $ | 1,724 | $ | 503 | $ | 3,471 | ||||||
Total assets | $ | 6,423 | $ | 6,134 | $ | 6,678 | $ | 19,235 | ||||||
Maintenance capital | $ | 108 | $ | 49 | $ | 13 | $ | 170 | ||||||
Twelve Months Ended December 31, 2011 | ||||||||||||||
Revenues: | ||||||||||||||
External Customers | $ | 572 | $ | 638 | $ | 33,065 | $ | 34,275 | ||||||
Intersegment (1) | 593 | 158 | 3 | 754 | ||||||||||
Total revenues of reportable segments | $ | 1,165 | $ | 796 | $ | 33,068 | $ | 35,029 | ||||||
Equity earnings in unconsolidated entities | $ | 13 | $ | — | $ | — | $ | 13 | ||||||
Segment profit (2) (3) | $ | 555 | $ | 358 | $ | 647 | $ | 1,560 | ||||||
Capital expenditures | $ | 600 | $ | 1,317 | $ | 18 | $ | 1,935 | ||||||
Total assets | $ | 5,156 | $ | 4,506 | $ | 5,719 | $ | 15,381 | ||||||
Maintenance capital | $ | 86 | $ | 22 | $ | 12 | $ | 120 | ||||||
(1) Segment revenues and purchases and related costs include intersegment amounts. Intersegment sales are conducted at posted tariff rates, rates similar to those charged to third parties or rates that we believe approximate market. | ||||||||||||||
(2) Supply and Logistics segment profit includes interest expense (related to hedged inventory purchases) of approximately $30 million, $12 million and $20 million for the years ended December 31, 2013, 2012 and 2011, respectively. | ||||||||||||||
(3) The following table reconciles segment profit to net income attributable to PAA (in millions): | ||||||||||||||
Year Ended December 31, | ||||||||||||||
2013 | 2012 | 2011 | ||||||||||||
Segment profit | $ | 2,167 | $ | 1,945 | $ | 1,560 | ||||||||
Depreciation and amortization | (375 | ) | (482 | ) | (249 | ) | ||||||||
Interest expense | (303 | ) | (288 | ) | (253 | ) | ||||||||
Other income/(expense), net | 1 | 6 | (19 | ) | ||||||||||
Income tax expense | (99 | ) | (54 | ) | (45 | ) | ||||||||
Net income | 1,391 | 1,127 | 994 | |||||||||||
Net income attributable to noncontrolling interests | (30 | ) | (33 | ) | (28 | ) | ||||||||
Net income attributable to PAA | $ | 1,361 | $ | 1,094 | $ | 966 | ||||||||
Reconciliation of segment profit to net income attributable to PAA | ' | |||||||||||||
Year Ended December 31, | ||||||||||||||
2013 | 2012 | 2011 | ||||||||||||
Segment profit | $ | 2,167 | $ | 1,945 | $ | 1,560 | ||||||||
Depreciation and amortization | (375 | ) | (482 | ) | (249 | ) | ||||||||
Interest expense | (303 | ) | (288 | ) | (253 | ) | ||||||||
Other income/(expense), net | 1 | 6 | (19 | ) | ||||||||||
Income tax expense | (99 | ) | (54 | ) | (45 | ) | ||||||||
Net income | 1,391 | 1,127 | 994 | |||||||||||
Net income attributable to noncontrolling interests | (30 | ) | (33 | ) | (28 | ) | ||||||||
Net income attributable to PAA | $ | 1,361 | $ | 1,094 | $ | 966 | ||||||||
Revenues attributable to geographical areas | ' | |||||||||||||
Year Ended December 31, | ||||||||||||||
Revenues (1) | 2013 | 2012 | 2011 | |||||||||||
United States | $ | 32,924 | $ | 29,978 | $ | 28,181 | ||||||||
Canada | 9,325 | 7,819 | 6,094 | |||||||||||
$ | 42,249 | $ | 37,797 | $ | 34,275 | |||||||||
(1) Revenues are primarily attributed to each region based on where the services are provided or the product is shipped. | ||||||||||||||
Long-lived assets attributable to geographical areas | ' | |||||||||||||
December 31, | ||||||||||||||
Long-Lived Assets (1) | 2013 | 2012 | ||||||||||||
United States | $ | 11,743 | $ | 10,401 | ||||||||||
Canada | 3,623 | 3,677 | ||||||||||||
$ | 15,366 | $ | 14,078 | |||||||||||
(1) Excludes long-term derivative assets. | ||||||||||||||
Organization_and_Basis_of_Pres1
Organization and Basis of Presentation (Details) | 0 Months Ended | 12 Months Ended |
Oct. 02, 2012 | Dec. 31, 2013 | |
segment | ||
Organization | ' | ' |
Operating segments number | ' | 3 |
General partner ownership interest (as a percent) | ' | 2.00% |
Two-for-One Unit Split | ' | ' |
Unit split conversion ratio | 2 | ' |
PAGP | ' | ' |
Organization | ' | ' |
Related party ownership of general partner interest (as a percent) | ' | 22.10% |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Foreign Currency Transactions | ' | ' | ' |
Gain (loss) on revaluation of foreign currency transactions and monetary assets and liabilities | $1 | ($2) | ($2) |
Cash and Cash Equivalents | ' | ' | ' |
Outstanding checks that were reclassified from cash and cash equivalents to be included in accounts payable | 70 | 72 | ' |
Accounts Receivable | ' | ' | ' |
Advance cash payments received from third parties to mitigate credit risk | 117 | 173 | ' |
Standby letters of credit | 426 | 343 | ' |
Net accounts receivable, maximum age of balances past their scheduled invoice date | '30 days | '30 days | ' |
Allowance for doubtful accounts receivable | $5 | $4 | ' |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies (Details 2) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | |||||||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Aug. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Aug. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
Settoon Towing, LLC | Eagle Ford Pipeline LLC | Eagle Ford Pipeline LLC | Eagle Ford Pipeline LLC | Eagle Ford Pipeline LLC | Eagle Ford Pipeline LLC | White Cliffs Pipeline, LLC | Frontier Pipeline Company | Butte Pipe Line Company | ||||
Enterprise Products Partners | Enterprise Products Partners | |||||||||||
Equity Method of Accounting | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ownership interest (as a percent) | ' | ' | ' | 50.00% | ' | ' | 50.00% | ' | ' | 36.00% | 22.00% | 22.00% |
Contribution to entity's equity method investees | $133 | $76 | ' | ' | ' | $75 | ' | ' | $75 | ' | ' | ' |
Contributed assets | ' | ' | ' | ' | 134 | ' | ' | 15 | ' | ' | ' | ' |
Cash received upon formation of equity-method investment | ' | 59 | ' | ' | 59 | ' | ' | ' | ' | ' | ' | ' |
Distributions received from equity method investees | 55 | 40 | 23 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Asset Retirement Obligations | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of asset retirement obligations | $34 | $31 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisitions_and_Dispositions_1
Acquisitions and Dispositions (Details) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Apr. 02, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 12, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 09, 2011 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 29, 2011 | Nov. 29, 2011 | |
BP NGL Acquisition | BP NGL Acquisition | BP NGL Acquisition | BP NGL Acquisition | BP NGL Acquisition | BP NGL Acquisition | railterminal | 2013 Acquisitions | Other 2012 Acquisitions | Southern Pines Acquisition | Southern Pines Acquisition | Southern Pines Acquisition | Southern Pines Acquisition | Other 2011 Acquisitions | Western Acquisition | Gardendale Gathering System Acquisition | |||||
Minimum | Maximum | Minimum | Maximum | entity | transaction | mi | ||||||||||||||
mi | ||||||||||||||||||||
in | ||||||||||||||||||||
Business acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest acquired (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | 100.00% |
Purchase Price | ' | ' | ' | $1,680,000,000 | ' | ' | ' | ' | ' | $503,000,000 | ' | $19,000,000 | $150,000,000 | $765,000,000 | ' | ' | ' | $20,000,000 | $220,000,000 | $349,000,000 |
Number of operating crude oil rail terminals acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of terminals under development acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Imputed interest | ' | ' | ' | 17,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase price net of cash and other working capital acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 750,000,000 | ' | ' | ' | ' | ' | ' |
Release of restricted cash previously held in escrow | ' | ' | -20,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -20,000,000 | ' | ' | ' | ' | ' | ' |
Number of transactions completed | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' |
Number of additional acquisitions completed (in entities) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6 | ' | ' |
Pipelines acquired (in miles) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 82 | 120 |
Diameter of pipeline acquired (in inches) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16 | ' |
Business acquisition, allocation of fair value of assets and liabilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Working capital | ' | ' | ' | ' | ' | ' | 241,000,000 | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Inventory | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 14,000,000 | ' | ' | 2,000,000 | ' | ' |
Property and equipment | ' | ' | ' | ' | ' | ' | 1,081,000,000 | ' | ' | ' | 76,000,000 | ' | ' | ' | 340,000,000 | ' | ' | 280,000,000 | ' | ' |
Base Gas | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,000,000 | ' | ' | ' | ' | ' |
Other working capital (including cash acquired) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000,000 | ' | ' | ' | ' | ' |
Cash acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 13,000,000 | ' | ' | ' | ' | ' |
Linefill | ' | ' | ' | ' | ' | ' | 85,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000,000 | ' | ' |
Other working capital | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -6,000,000 | ' | ' |
Long-term inventory | ' | ' | ' | ' | ' | ' | 165,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Intangible assets | ' | ' | ' | ' | ' | ' | 130,000,000 | ' | ' | ' | ' | ' | ' | ' | 92,000,000 | ' | ' | 142,000,000 | ' | ' |
Environmental liability | ' | ' | ' | ' | ' | ' | -14,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -9,000,000 | ' | ' |
Goodwill | 2,503,000,000 | 2,535,000,000 | 1,854,000,000 | ' | ' | ' | 236,000,000 | ' | ' | ' | 426,000,000 | 6,000,000 | 10,000,000 | ' | 301,000,000 | ' | ' | 178,000,000 | ' | 155,000,000 |
Deferred tax liability | ' | ' | ' | ' | ' | ' | -236,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Other long-term liabilities | ' | ' | ' | ' | ' | ' | -5,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total net assets acquired | ' | ' | ' | ' | ' | ' | 1,683,000,000 | ' | ' | ' | ' | ' | ' | ' | 765,000,000 | ' | ' | 589,000,000 | ' | ' |
Net proceeds from issuance of common units and senior notes | ' | ' | ' | ' | 1,690,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisition-related costs | ' | ' | ' | ' | ' | ' | 13,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property and equipment, useful life | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Average Depreciable Life | ' | ' | ' | ' | ' | ' | ' | '5 years | '70 years | ' | ' | ' | ' | ' | ' | '5 years | '70 years | ' | ' | ' |
Finite Lived Intangible assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Average Depreciable Life | ' | ' | ' | ' | ' | '13 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years | '10 years | ' | ' | ' |
Amortization under the declining balance method | 85,000,000 | 90,000,000 | 36,000,000 | ' | ' | 31,000,000 | 41,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Tax abatement included in amortizable intangible assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000,000 | ' | ' | ' | ' | ' |
Contracts value included in amortizable intangible assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 77,000,000 | ' | ' | ' | ' | ' |
Estimated amortization expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2014 | 59,000,000 | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2015 | 52,000,000 | ' | ' | ' | ' | 8,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2016 | 45,000,000 | ' | ' | ' | ' | 7,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2017 | 42,000,000 | ' | ' | ' | ' | 6,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Supplemental pro forma: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Pro Forma, Total revenues | ' | 38,729,000,000 | 37,493,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Pro forma, Net income attributable to PAA | ' | 1,149,000,000 | 1,153,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Pro forma, limited partner interest in net income attributable to PAA | ' | $846,000,000 | $928,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Pro forma, Basic net income per limited partner unit (in dollars per unit) | ' | $2.57 | $3.01 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Pro forma, Diluted net income per limited partner unit (in dollars per unit) | ' | $2.55 | $2.99 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisitions_and_Dispositions_2
Acquisitions and Dispositions (Details 2) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Dispositions | ' | ' | ' |
Proceeds from sale of various property and equipment | $200 | $22 | $12 |
Gain (loss) on sale of various property and equipment | ' | 6 | -6 |
Maximum | ' | ' | ' |
Dispositions | ' | ' | ' |
Gain (loss) on sale of various property and equipment | $1 | ' | ' |
Net_Income_Per_Limited_Partner2
Net Income Per Limited Partner Unit (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Basic and Diluted Net Income Per Limited Partner Unit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
General partner ownership interest (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | 2.00% | ' | ' |
Numerator for Basic and Diluted Net Income per Limited Partner Unit: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income attributable to PAA | $309 | $231 | $292 | $528 | $320 | $165 | $378 | $230 | $1,361 | $1,094 | $966 |
Net income available to limited partners | ' | ' | ' | ' | ' | ' | ' | ' | 967 | 789 | 730 |
Denominator for Basic and Diluted Net Income per Limited Partner Unit: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic weighted average number of limited partner units outstanding (in units) | ' | ' | ' | ' | ' | ' | ' | ' | 341 | 325 | 297 |
Effect of dilutive securities: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average LTIP units (in units) | ' | ' | ' | ' | ' | ' | ' | ' | 2 | 3 | 2 |
Diluted weighted average number of limited partner units outstanding (in units) | ' | ' | ' | ' | ' | ' | ' | ' | 343 | 328 | 299 |
Basic and Diluted Net Income per Limited Partner Unit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic net income per limited partner unit (in dollars per unit) | $0.59 | $0.38 | $0.58 | $1.28 | $0.70 | $0.27 | $0.93 | $0.52 | $2.82 | $2.41 | $2.46 |
Diluted net income per limited partner unit (in dollars per unit) | $0.58 | $0.38 | $0.57 | $1.27 | $0.69 | $0.27 | $0.93 | $0.51 | $2.80 | $2.40 | $2.44 |
Basic Net Income Per Limited Partner Unit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Numerator for Basic and Diluted Net Income per Limited Partner Unit: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income attributable to PAA | ' | ' | ' | ' | ' | ' | ' | ' | 1,361 | 1,094 | 966 |
General partner's incentive distribution | ' | ' | ' | ' | ' | ' | ' | ' | -375 | -289 | -221 |
General partner 2% ownership | ' | ' | ' | ' | ' | ' | ' | ' | -19 | -16 | -15 |
Net income available to limited partners | ' | ' | ' | ' | ' | ' | ' | ' | 967 | 789 | 730 |
Undistributed earnings allocated and distributions to participating securities | ' | ' | ' | ' | ' | ' | ' | ' | -7 | -5 | ' |
Net income available to limited partners in accordance with the application of the two-class method for MLPs | ' | ' | ' | ' | ' | ' | ' | ' | 960 | 784 | 730 |
Diluted Net Income Per Limited Partner Unit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Numerator for Basic and Diluted Net Income per Limited Partner Unit: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income attributable to PAA | ' | ' | ' | ' | ' | ' | ' | ' | 1,361 | 1,094 | 966 |
General partner's incentive distribution | ' | ' | ' | ' | ' | ' | ' | ' | -375 | -289 | -221 |
General partner 2% ownership | ' | ' | ' | ' | ' | ' | ' | ' | -19 | -16 | -15 |
Net income available to limited partners | ' | ' | ' | ' | ' | ' | ' | ' | 967 | 789 | 730 |
Undistributed earnings allocated and distributions to participating securities | ' | ' | ' | ' | ' | ' | ' | ' | -6 | -4 | ' |
Net income available to limited partners in accordance with the application of the two-class method for MLPs | ' | ' | ' | ' | ' | ' | ' | ' | $961 | $785 | $730 |
Net_Income_Per_Limited_Partner3
Net Income Per Limited Partner Unit (Details 2) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Basic and Diluted Net Income per Limited Partner Unit | ' | ' | ' |
Basic net income per limited partner unit impact (in dollars per unit) | ($0.20) | ($0.11) | ($0.22) |
Diluted net income per limited partner unit impact (in dollars per unit) | ($0.20) | ($0.11) | ($0.21) |
Inventory_Linefill_and_Base_Ga2
Inventory, Linefill and Base Gas and Long-term Inventory (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Inventory-related disclosures | ' | ' | ' |
Non-cash charges related to the write-down of inventory | $7 | $128 | $4 |
Gain on sales of linefill and base gas | 7 | 19 | 21 |
Cash received for sales of linefill and base gas | 40 | 65 | 56 |
Inventory by category | ' | ' | ' |
Inventory | 1,065 | 1,209 | ' |
Linefill and base gas | 798 | 707 | ' |
Long-term inventory | 251 | 274 | ' |
Total | 2,114 | 2,190 | ' |
Crude oil | ' | ' | ' |
Inventory by category | ' | ' | ' |
Inventory | 540 | 737 | ' |
Linefill and base gas | 679 | 583 | ' |
Long-term inventory | 202 | 149 | ' |
Inventory, Volumes (in barrels or in Mcf) | 6,951,000 | 9,492,000 | ' |
Linefill and base gas, Volumes (in barrels or in Mcf) | 10,966,000 | 9,919,000 | ' |
Long-term inventory, Volumes (in barrels or Mcf) | 2,498,000 | 1,962,000 | ' |
Inventory, Price/Unit of measure (in dollars per unit) | 77.69 | 77.64 | ' |
Linefill and base gas, Price/Unit of measure (in dollars per unit) | 61.92 | 58.78 | ' |
Long-term inventory, Price/Unit of measure (in dollars per unit) | 80.86 | 75.94 | ' |
NGL | ' | ' | ' |
Inventory by category | ' | ' | ' |
Inventory | 352 | 388 | ' |
Linefill and base gas | 62 | 70 | ' |
Long-term inventory | 49 | 125 | ' |
Inventory, Volumes (in barrels or in Mcf) | 8,061,000 | 9,472,000 | ' |
Linefill and base gas, Volumes (in barrels or in Mcf) | 1,341,000 | 1,400,000 | ' |
Long-term inventory, Volumes (in barrels or Mcf) | 1,161,000 | 3,238,000 | ' |
Inventory, Price/Unit of measure (in dollars per unit) | 43.67 | 40.96 | ' |
Linefill and base gas, Price/Unit of measure (in dollars per unit) | 46.23 | 50 | ' |
Long-term inventory, Price/Unit of measure (in dollars per unit) | 42.2 | 38.6 | ' |
Natural gas | ' | ' | ' |
Inventory by category | ' | ' | ' |
Inventory | 150 | 60 | ' |
Linefill and base gas | 57 | 54 | ' |
Inventory, Volumes (in barrels or in Mcf) | 40,505,000 | 20,374,000 | ' |
Linefill and base gas, Volumes (in barrels or in Mcf) | 16,615,000 | 15,755,000 | ' |
Inventory, Price/Unit of measure (in dollars per unit) | 3.7 | 2.94 | ' |
Linefill and base gas, Price/Unit of measure (in dollars per unit) | 3.43 | 3.43 | ' |
Other | ' | ' | ' |
Inventory by category | ' | ' | ' |
Inventory | $23 | $24 | ' |
Property_and_Equipment_Details
Property and Equipment (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Property and Equipment | ' | ' | ' |
Interest expense, capitalized interest | $38 | $36 | $25 |
Property and equipment, gross | 12,473 | 11,142 | ' |
Accumulated depreciation | -1,654 | -1,499 | ' |
Property and equipment, net | 10,819 | 9,643 | ' |
Depreciation expense | 259 | 222 | 196 |
Incremental reduction in depreciation expense due to depreciable life extensions | ' | 13 | ' |
Impairment charges - predominantly related to assets taken out of service | 20 | ' | 5 |
Impairments of long-lived assets primarily related to Pier 400 terminal project | ' | 168 | ' |
Pipelines and related facilities | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Property and equipment, gross | 6,113 | 5,305 | ' |
Pipelines and related facilities | Minimum | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Estimated Useful Lives | '10 years | ' | ' |
Pipelines and related facilities | Maximum | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Estimated Useful Lives | '70 years | ' | ' |
Storage, terminal and rail facilities | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Property and equipment, gross | 4,704 | 4,354 | ' |
Storage, terminal and rail facilities | Minimum | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Estimated Useful Lives | '30 years | ' | ' |
Storage, terminal and rail facilities | Maximum | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Estimated Useful Lives | '70 years | ' | ' |
Trucking equipment and other | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Property and equipment, gross | 150 | 136 | ' |
Trucking equipment and other | Minimum | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Estimated Useful Lives | '3 years | ' | ' |
Trucking equipment and other | Maximum | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Estimated Useful Lives | '15 years | ' | ' |
Construction in progress | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Property and equipment, gross | 1,008 | 910 | ' |
Office property and equipment | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Property and equipment, gross | 125 | 111 | ' |
Office property and equipment | Minimum | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Estimated Useful Lives | '2 years | ' | ' |
Office property and equipment | Maximum | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Estimated Useful Lives | '50 years | ' | ' |
Land and other | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Property and equipment, gross | $373 | $326 | ' |
Goodwill_Details
Goodwill (Details) (USD $) | 12 Months Ended | 12 Months Ended | ||||||||||||||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 |
BP NGL Acquisition | Other acquisitions | Transportation | Transportation | Transportation | Transportation | Facilities | Facilities | Facilities | Facilities | Supply and Logistics | Supply and Logistics | Supply and Logistics | ||||
BP NGL Acquisition | Other acquisitions | BP NGL Acquisition | BP NGL Acquisition | |||||||||||||
Changes in goodwill | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at beginning of period | $2,535 | $1,854 | ' | ' | ' | $897 | $818 | ' | ' | $1,171 | $609 | ' | ' | $467 | $427 | ' |
Acquisitions | 6 | ' | 236 | 426 | 10 | 6 | ' | 72 | 10 | ' | ' | 136 | 426 | ' | ' | 28 |
Foreign currency translation adjustments | -33 | 7 | ' | ' | ' | -20 | 5 | ' | ' | -9 | ' | ' | ' | -4 | 2 | ' |
Purchase price accounting adjustments and other | -5 | 2 | ' | ' | ' | -5 | -8 | ' | ' | ' | ' | ' | ' | ' | 10 | ' |
Balance at end of period | $2,503 | $2,535 | $236 | $426 | ' | $878 | $897 | ' | ' | $1,162 | $609 | ' | ' | $463 | $467 | ' |
Other_Assets_Net_Details
Other Assets, Net (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Other Assets, Net | ' | ' | ' |
Debt issue costs | $70 | $69 | ' |
Fair value of derivative instruments | 30 | 10 | ' |
Intangible assets | 674 | 642 | ' |
Other | 37 | 54 | ' |
Other assets, gross | 811 | 775 | ' |
Accumulated amortization | -271 | -189 | ' |
Other assets, net | 540 | 586 | ' |
Debt issuance costs capitalized during the period | 9 | 20 | ' |
Write off of debt issuance cost | 8 | 5 | ' |
Amortization expense related to other assets (including finite-lived intangible assets) | 96 | 99 | 44 |
Amortization expense for finite-lived intangible assets | $85 | $90 | $36 |
Other_Assets_Net_Details_2
Other Assets, Net (Details 2) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | Customer contracts and relationships | Customer contracts and relationships | Customer contracts and relationships | Customer contracts and relationships | Property tax abatement | Property tax abatement | Property tax abatement | Property tax abatement | Other agreements | Other agreements | Other agreements | Other agreements | Emission reduction credits | Emission reduction credits | ||
Minimum | Maximum | Minimum | Maximum | Minimum | Maximum | |||||||||||
Finite-Lived Intangible Assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated Useful Lives | ' | ' | ' | ' | '1 year | '20 years | ' | ' | '7 years | '13 years | ' | ' | '25 years | '70 years | ' | ' |
Cost | $674 | $642 | $591 | $558 | ' | ' | $38 | $38 | ' | ' | $37 | $38 | ' | ' | $8 | $8 |
Accumulated amortization | -254 | -169 | -237 | -157 | ' | ' | -14 | -10 | ' | ' | -3 | -2 | ' | ' | ' | ' |
Net | 420 | 473 | 354 | 401 | ' | ' | 24 | 28 | ' | ' | 34 | 36 | ' | ' | 8 | 8 |
Estimated amortization expense related to finite-lived intangible assets for the next five years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2014 | 59 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2015 | 52 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2016 | 45 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2017 | 42 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2018 | $36 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt_Details
Debt (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Short-term debt: | ' | ' |
Other short-term debt | $4 | $2 |
Total short-term debt | 1,113 | 1,086 |
Long-term debt: | ' | ' |
Unamortized discounts | -15 | -15 |
Senior notes, net of unamortized discounts | 6,710 | 6,010 |
Long-term debt, other | 5 | 5 |
Total long-term debt | 6,715 | 6,320 |
Total debt | 7,828 | 7,406 |
Commercial paper notes | ' | ' |
Debt | ' | ' |
Interest rate (as a percent) | 0.33% | ' |
Short-term debt: | ' | ' |
Commercial Paper Notes, Current | 1,109 | ' |
Repayment period | '1 year | ' |
PAA senior secured hedged inventory facility | ' | ' |
Debt | ' | ' |
Credit facility, interest rate (as a percent) | ' | 1.60% |
Short-term debt: | ' | ' |
Credit Facility, Current | ' | 665 |
Repayment period | '1 year | ' |
PAA senior unsecured revolving credit facility maturing in August 2018 | ' | ' |
Debt | ' | ' |
Credit facility, interest rate (as a percent) | ' | 2.40% |
Short-term debt: | ' | ' |
Credit Facility, Current | ' | 92 |
Repayment period | '1 year | ' |
5.63% senior notes due December 2013 | ' | ' |
Debt | ' | ' |
Debt instrument, interest rate (as a percent) | ' | 5.63% |
Short-term debt: | ' | ' |
Senior Notes, Current | ' | 250 |
5.25% senior notes due June 2015 | ' | ' |
Debt | ' | ' |
Debt instrument, interest rate (as a percent) | 5.25% | 5.25% |
Long-term debt: | ' | ' |
Senior notes | 150 | 150 |
3.95% senior notes due September 2015 | ' | ' |
Debt | ' | ' |
Debt instrument, interest rate (as a percent) | 3.95% | 3.95% |
Long-term debt: | ' | ' |
Senior notes | 400 | 400 |
5.88% senior notes due August 2016 | ' | ' |
Debt | ' | ' |
Debt instrument, interest rate (as a percent) | 5.88% | 5.88% |
Long-term debt: | ' | ' |
Senior notes | 175 | 175 |
6.13% senior notes due January 2017 | ' | ' |
Debt | ' | ' |
Debt instrument, interest rate (as a percent) | 6.13% | 6.13% |
Long-term debt: | ' | ' |
Senior notes | 400 | 400 |
6.50% senior notes due May 2018 | ' | ' |
Debt | ' | ' |
Debt instrument, interest rate (as a percent) | 6.50% | 6.50% |
Long-term debt: | ' | ' |
Senior notes | 600 | 600 |
8.75% senior notes due May 2019 | ' | ' |
Debt | ' | ' |
Debt instrument, interest rate (as a percent) | 8.75% | 8.75% |
Long-term debt: | ' | ' |
Senior notes | 350 | 350 |
5.75% senior notes due January 2020 | ' | ' |
Debt | ' | ' |
Debt instrument, interest rate (as a percent) | 5.75% | 5.75% |
Long-term debt: | ' | ' |
Senior notes | 500 | 500 |
5.00% senior notes due February 2021 | ' | ' |
Debt | ' | ' |
Debt instrument, interest rate (as a percent) | 5.00% | 5.00% |
Long-term debt: | ' | ' |
Senior notes | 600 | 600 |
3.65% senior notes due June 2022 | ' | ' |
Debt | ' | ' |
Debt instrument, interest rate (as a percent) | 3.65% | 3.65% |
Long-term debt: | ' | ' |
Senior notes | 750 | 750 |
2.85% senior notes due January 2023 | ' | ' |
Debt | ' | ' |
Debt instrument, interest rate (as a percent) | 2.85% | 2.85% |
Long-term debt: | ' | ' |
Senior notes | 400 | 400 |
3.85% senior notes due October 2023 | ' | ' |
Debt | ' | ' |
Debt instrument, interest rate (as a percent) | 3.85% | ' |
Long-term debt: | ' | ' |
Senior notes | 700 | ' |
6.70% senior notes due May 2036 | ' | ' |
Debt | ' | ' |
Debt instrument, interest rate (as a percent) | 6.70% | 6.70% |
Long-term debt: | ' | ' |
Senior notes | 250 | 250 |
6.65% senior notes due January 2037 | ' | ' |
Debt | ' | ' |
Debt instrument, interest rate (as a percent) | 6.65% | 6.65% |
Long-term debt: | ' | ' |
Senior notes | 600 | 600 |
5.15% senior notes due June 2042 | ' | ' |
Debt | ' | ' |
Debt instrument, interest rate (as a percent) | 5.15% | 5.15% |
Long-term debt: | ' | ' |
Senior notes | 500 | 500 |
4.30% senior notes due January 2043 | ' | ' |
Debt | ' | ' |
Debt instrument, interest rate (as a percent) | 4.30% | 4.30% |
Long-term debt: | ' | ' |
Senior notes | 350 | 350 |
PNG senior unsecured credit facility | ' | ' |
Debt | ' | ' |
Credit facility, interest rate (as a percent) | ' | 2.10% |
Short-term debt: | ' | ' |
Credit Facility, Current | ' | 77 |
Long-term debt: | ' | ' |
Long-term debt under credit facilities | ' | 105 |
PNG GO Bond term loans | ' | ' |
Debt | ' | ' |
Interest rate (as a percent) | ' | 1.50% |
Long-term debt: | ' | ' |
Term Loans, amounts outstanding | ' | $200 |
Debt_Details_2
Debt (Details 2) (USD $) | 12 Months Ended | 0 Months Ended | |||||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Aug. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Mar. 31, 2012 | Mar. 31, 2012 | Dec. 13, 2013 | Sep. 04, 2012 | Feb. 07, 2011 | |
Credit agreements and commercial paper program | Credit agreements and commercial paper program | Credit agreements and commercial paper program | Commercial Paper Program | Fixed rate senior notes | Fixed rate senior notes | 3.85% senior notes due October 2023 | 2.85% senior notes due January 2023 | 4.30% senior notes due January 2043 | 3.65% senior notes due June 2022 | 5.15% senior notes due June 2042 | 5.63% senior notes due December 2013 | 4.25% senior notes due September 2012 | 7.75% senior notes due October 2012 | ||||
Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument face value | ' | ' | ' | ' | ' | ' | ' | $6,700,000,000 | $6,300,000,000 | $700,000,000 | $400,000,000 | $350,000,000 | $750,000,000 | $500,000,000 | ' | ' | ' |
Repayments of senior notes | 250,000,000 | 500,000,000 | 200,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250,000,000 | 500,000,000 | ' |
Early redemption of senior notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000,000 |
Debt instrument fair value | ' | ' | ' | ' | ' | ' | ' | 7,200,000,000 | 7,300,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum aggregate amount outstanding at any time | ' | ' | ' | ' | ' | ' | 1,500,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, interest rate (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.85% | 2.85% | 4.30% | 3.65% | 5.15% | 5.63% | 4.25% | 7.75% |
Percentage of face value at which senior notes are sold | ' | ' | ' | ' | ' | ' | ' | ' | ' | 99.79% | 99.75% | 99.93% | 99.82% | 99.76% | ' | ' | ' |
Consolidated subsidiary, ownership interest held by the parent (as a percent) | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loss on early redemption of senior notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 23,000,000 |
Total borrowings | ' | ' | ' | 31,000,000,000 | 12,900,000,000 | 9,700,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total repayments | ' | ' | ' | $31,000,000,000 | $12,200,000,000 | $10,900,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt_Details_3
Debt (Details 3) (USD $) | 1 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | ||||||||
Aug. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | |
PAA senior secured hedged inventory facility | PAA senior secured hedged inventory facility | PAA senior secured hedged inventory facility | PAA senior secured hedged inventory facility | PNG senior unsecured credit facility | PNG senior unsecured credit facility | PAA senior unsecured revolving credit facility maturing in August 2018 | PAA senior unsecured revolving credit facility maturing in August 2018 | PAA senior unsecured revolving credit facility maturing in August 2018 | PNG GO Bond term loans | PNG GO Bond term loans | PNG Term Loan One | PNG Term Loan Two | |
Letters of credit | Minimum | Minimum | loan | ||||||||||
extension | extension | ||||||||||||
Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Borrowing capacity | ' | $1,400,000,000 | $400,000,000 | ' | ' | $350,000,000 | ' | $1,600,000,000 | ' | ' | ' | ' | ' |
Maximum borrowing capacity | ' | 1,900,000,000 | ' | ' | ' | ' | ' | 2,100,000,000 | ' | ' | ' | ' | ' |
Credit facility extensions available | ' | ' | ' | 1 | ' | ' | ' | ' | 1 | ' | ' | ' | ' |
Maturity date extension | '2 years | ' | ' | ' | ' | ' | '2 years | ' | ' | ' | ' | ' | ' |
Extension period | '1 year | ' | ' | ' | ' | ' | '1 year | ' | ' | ' | ' | ' | ' |
Acquisition period | ' | '9 months | ' | ' | ' | ' | ' | '9 months | ' | ' | ' | ' | ' |
Threshold for acquisition period qualification | ' | 150,000,000 | ' | ' | ' | ' | ' | 150,000,000 | ' | ' | ' | ' | ' |
Coverage ratio of debt-to-EBITDA, maximum | ' | 5 | ' | ' | ' | ' | ' | 5 | ' | ' | ' | ' | ' |
Ratio of debt-to-EBITDA during acquisition period, maximum | ' | 5.5 | ' | ' | ' | ' | ' | 5.5 | ' | ' | ' | ' | ' |
Basis Variable interest rate used | ' | 'Eurocurrency Rate or the Base Rate | ' | ' | 'Eurodollar Rate or the Base Rate | ' | ' | 'Eurocurrency Rate, the Base Rate or Canadian Prime Rate | ' | ' | ' | ' | ' |
Term Loans, amounts outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000,000 | 100,000,000 | 100,000,000 |
Number of term loans | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' |
Amount that may be utilized for future tax-exempt debt issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | $200,000,000 | ' | ' | ' |
Debt_Details_4
Debt (Details 4) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Debt | ' | ' |
Weighted-average life of long-term debt | '11 years | ' |
Maturities | ' | ' |
2015 | $550 | ' |
2016 | 175 | ' |
2017 | 400 | ' |
2018 | 600 | ' |
Thereafter | 5,000 | ' |
Total | 6,725 | ' |
Aggregate unamortized net discount | 15 | ' |
Other long-term obligations excluded from debt maturities | 5 | ' |
Debt Covenant Compliance | 'As of December 31, 2013, we were in compliance with the covenants contained in our credit agreements and indentures. | ' |
Letters of credit | ' | ' |
Debt | ' | ' |
Periods for which letters of credit are issued | '70 days | ' |
Outstanding letters of credit | $41 | $24 |
Partners_Capital_and_Distribut2
Partners' Capital and Distributions (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Partners' Capital and Distributions | ' | ' |
Common unitholders, units outstanding (in units) | 359,133,200 | 335,283,874 |
Ownership interest (as a percent) | 98.00% | ' |
General partner ownership interest (as a percent) | 2.00% | ' |
Percentage of available cash distributed (as a percent) | 100.00% | ' |
Number of days after end of quarter within which distributions must be paid to unitholders | '45 days | ' |
Percentage of distribution amount to the general partner as per ownership interest | 2.00% | ' |
General Partner Distribution - Level One | ' | ' |
Partners Capital and Distribution | ' | ' |
Percent of distribution amount to the general partner before incentive distributions | 2.00% | ' |
General Partner Distribution - Level Two | ' | ' |
Partners Capital and Distribution | ' | ' |
Percent of distribution amount to the general partner above threshold | 15.00% | ' |
Quarterly incentive distribution threshold amount (in dollars per unit) | 0.225 | ' |
General Partner Distribution - Level Three | ' | ' |
Partners Capital and Distribution | ' | ' |
Percent of distribution amount to the general partner above threshold | 25.00% | ' |
Quarterly incentive distribution threshold amount (in dollars per unit) | 0.2475 | ' |
General Partner Distribution - Level Four | ' | ' |
Partners Capital and Distribution | ' | ' |
Percent of distribution amount to the general partner above threshold | 50.00% | ' |
Quarterly incentive distribution threshold amount (in dollars per unit) | 0.3375 | ' |
Partners_Capital_and_Distribut3
Partners' Capital and Distributions (Details 2) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2011 | Jun. 30, 2011 | Mar. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Partners' Capital and Distributions | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash distributions per limited partner unit (in dollars per unit) | $0.60 | $0.59 | $0.57 | $0.56 | $0.54 | $0.53 | $0.52 | $0.51 | $0.50 | $0.49 | $0.49 | $0.48 | $2.33 | $2.11 | $1.95 |
Cash distributions per common unit excess over MQD (in dollars per unit) | $0.38 | $0.36 | $0.35 | $0.34 | $0.32 | $0.31 | $0.30 | $0.29 | $0.27 | $0.27 | $0.26 | $0.25 | ' | ' | ' |
Partners_Capital_and_Distribut4
Partners' Capital and Distributions (Details 3) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Reduction in incentive distributions | ' | ' | ' |
Reduction in incentive distributions | $15 | $11 | $7 |
General partner | BP NGL Acquisition | PNG Merger | ' | ' | ' |
Reduction in incentive distributions | ' | ' | ' |
Reduction in incentive distributions per quarter for distributions paid during 2013 (in dollars per quarter) | 3.75 | ' | ' |
Reduction in incentive distributions in February 2014 | 6.75 | ' | ' |
Reduction in incentive distributions per quarter from May 2014 through November 2015 (in dollars per quarter) | 5.5 | ' | ' |
Reduction in incentive distributions per quarter in 2016 (in dollars per quarter) | 5 | ' | ' |
Reduction in incentive distributions per quarter after 2016 (in dollars per quarter) | $3.75 | ' | ' |
Partners_Capital_and_Distribut5
Partners' Capital and Distributions (Details 4) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | |||||||||||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2011 | Jun. 30, 2011 | Mar. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Feb. 14, 2014 | Dec. 31, 2013 |
Subsequent Event | Subsequent Event | ||||||||||||||||
Fourth Quarter Distribution | Fourth Quarter Distribution | ||||||||||||||||
Incentive Distribution Made to Managing Member or General Partner | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash distributions paid to common unit holders | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $791 | $684 | $575 | $221 | ' |
Cash distribution paid to General Partner - Incentive | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 353 | 271 | 204 | 102 | ' |
Cash distributions paid to General Partner - 2% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16 | 14 | 12 | 5 | ' |
Total distributions paid during the period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,160 | $969 | $791 | $328 | ' |
Cash distributions per limited partner unit (in dollars per unit) | $0.60 | $0.59 | $0.57 | $0.56 | $0.54 | $0.53 | $0.52 | $0.51 | $0.50 | $0.49 | $0.49 | $0.48 | $2.33 | $2.11 | $1.95 | $0.62 | ' |
Distribution declared, date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9-Jan-14 |
Unitholders of record, date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 31-Jan-14 |
Partners_Capital_and_Distribut6
Partners' Capital and Distributions (Details 5) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | |||||||||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Mar. 31, 2012 | Nov. 30, 2011 | Mar. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2011 |
Continuous Offering Program | Continuous Offering Program | Continuous Offering Program | Continuous Offering Program | Other Equity Offerings | Other Equity Offerings | Other Equity Offerings | Other Equity Offerings | Other Equity Offerings | ||||
Minimum | Maximum | |||||||||||
Partners Capital and Distribution | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum aggregate offer price of common stock | ' | ' | ' | ' | ' | $300 | $750 | ' | ' | ' | ' | ' |
Units Issued | ' | ' | ' | 8,600,000 | 12,000,000 | ' | ' | 11,500,000 | 12,000,000 | 15,870,000 | 11,500,000 | 27,870,000 |
Gross Unit Price (in dollars per unit) | ' | ' | ' | ' | ' | ' | ' | $40.02 | $32.52 | $32 | ' | ' |
Proceeds from Sale | ' | ' | ' | ' | ' | ' | ' | 460 | 390 | 508 | 460 | 898 |
Contribution from general partner | ' | ' | ' | ' | ' | ' | ' | 9 | 9 | 10 | 9 | 19 |
Costs | ' | ' | ' | ' | ' | ' | ' | -14 | -13 | -15 | -14 | -28 |
Net proceeds from Sale | 477 | 979 | 889 | 477 | 524 | ' | ' | 455 | 386 | 503 | 455 | 889 |
Commissions paid | ' | ' | ' | $5 | $6 | ' | ' | ' | ' | ' | ' | ' |
Partners_Capital_and_Distribut7
Partners' Capital and Distributions (Details 6) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Net Income attributable to PAA | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income attributable to PAA | $309 | $231 | $292 | $528 | $320 | $165 | $378 | $230 | $1,361 | $1,094 | $966 |
Transfers to/from noncontrolling interests: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in capital from sale of PNG common units | ' | ' | ' | ' | ' | ' | ' | ' | 40 | ' | 370 |
Net transfers to/from noncontrolling interests | ' | ' | ' | ' | ' | ' | ' | ' | 12 | ' | ' |
Partners' Capital Excluding Noncontrolling Interests | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Transfers to/from noncontrolling interests: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in capital from sale of PNG common units | ' | ' | ' | ' | ' | ' | ' | ' | 8 | ' | 64 |
Net transfers to/from noncontrolling interests | ' | ' | ' | ' | ' | ' | ' | ' | 475 | ' | ' |
Partners' Capital Excluding Noncontrolling Interests | PNG | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Income attributable to PAA | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income attributable to PAA | ' | ' | ' | ' | ' | ' | ' | ' | 1,361 | 1,094 | 966 |
Transfers to/from noncontrolling interests: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in capital from sale of PNG common units | ' | ' | ' | ' | ' | ' | ' | ' | 8 | ' | 64 |
Decrease in capital from purchase of PNG common units in conjunction with the PNG Merger | ' | ' | ' | ' | ' | ' | ' | ' | -290 | ' | ' |
Net transfers to/from noncontrolling interests | ' | ' | ' | ' | ' | ' | ' | ' | -282 | ' | 64 |
Change from net income attributable to PAA and net transfers to/from noncontrolling interests | ' | ' | ' | ' | ' | ' | ' | ' | $1,079 | $1,094 | $1,030 |
Partners_Capital_and_Distribut8
Partners' Capital and Distributions (Details 7) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | |||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2013 | Oct. 21, 2013 | Oct. 21, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Oct. 22, 2013 | Dec. 31, 2013 |
PNG | Common Units | PNG Merger | PNG Merger | PNG Merger | SLC Pipeline | ||
Subordinated units | PNG | ||||||
Partners Capital and Distribution | ' | ' | ' | ' | ' | ' | ' |
Noncontrolling interests, ownership percentage of noncontrolling owners | ' | ' | ' | ' | ' | ' | 25.00% |
Number of PAA common units issued for each outstanding common unit of PNG | ' | ' | ' | ' | ' | 0.445 | ' |
PAA common units issued in exchange for outstanding PNG common units | ' | ' | ' | 14,700,000 | ' | ' | ' |
Value of PAA common units issued in exchange for outstanding PNG common units | ' | ' | ' | $760 | ' | ' | ' |
Contribution from general partner | ' | ' | ' | 16 | 16 | ' | ' |
Transaction costs | ' | ' | ' | ' | 4 | ' | ' |
Net impact of PNG Merger on total partners' capital | 12 | ' | ' | ' | 12 | ' | ' |
Equity-classified loss from purchase of PNG common units | ' | ' | ' | $290 | ' | ' | ' |
Ownership interest (as a percent) | ' | ' | 46.00% | ' | ' | ' | ' |
Ownership interest (as a percent) | 98.00% | 100.00% | ' | ' | ' | ' | ' |
Outstanding units (in shares) | ' | ' | 61,200,000 | ' | ' | ' | ' |
Partners_Capital_and_Distribut9
Partners' Capital and Distributions (Details 8) (USD $) | 12 Months Ended | |
In Millions, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2011 |
Partners Capital and Distribution | ' | ' |
Increase in capital from sale of PNG common units | $40 | $370 |
PNG Common Unit Issuance | ' | ' |
Partners Capital and Distribution | ' | ' |
Issuance of PNG common units (in units) | 1,900,000 | 27,600,000 |
Increase in capital from sale of PNG common units | 8 | 64 |
Increase in noncontrolling interest from sale of PNG common units | $32 | $306 |
Derivatives_and_Risk_Managemen2
Derivatives and Risk Management Activities (Details) | Dec. 31, 2013 |
Commodity Price Risk Hedging: | ' |
Derivative hedges to manage the risk of not utilizing storage capacity (in barrels per month) | 800,000 |
Net long position associated with crude oil purchases | ' |
Commodity Price Risk Hedging: | ' |
Net derivative positions per day (in barrels) | 242,800 |
Inventory hedged (in barrels, Mcf or megawatt hours) | 7,500,000 |
Net short spread position hedging anticipated crude oil lease gathering purchases | ' |
Commodity Price Risk Hedging: | ' |
Net derivative positions per day (in barrels) | 13,600 |
Inventory hedged (in barrels, Mcf or megawatt hours) | 5,400,000 |
Butane/WTI spread positions | ' |
Commodity Price Risk Hedging: | ' |
Net derivative positions per day (in barrels) | 2,200 |
Inventory hedged (in barrels, Mcf or megawatt hours) | 1,000,000 |
Long natural gas position for anticipated base gas requirements | ' |
Commodity Price Risk Hedging: | ' |
Inventory hedged (in barrels, Mcf or megawatt hours) | 2,300,000 |
Short natural gas position related to anticipated natural gas sales | ' |
Commodity Price Risk Hedging: | ' |
Inventory hedged (in barrels, Mcf or megawatt hours) | 40,500,000 |
Short position related to anticipated sales of crude oil, NGL and refined products inventory | ' |
Commodity Price Risk Hedging: | ' |
Inventory hedged (in barrels, Mcf or megawatt hours) | 6,900,000 |
PLA crude oil net short position | ' |
Commodity Price Risk Hedging: | ' |
Net derivative positions per day (in barrels) | 1,700 |
Inventory hedged (in barrels, Mcf or megawatt hours) | 1,200,000 |
PLA Crude oil long call option position | ' |
Commodity Price Risk Hedging: | ' |
Inventory hedged (in barrels, Mcf or megawatt hours) | 500,000 |
Long natural gas position for natural gas purchases | ' |
Commodity Price Risk Hedging: | ' |
Inventory hedged (in barrels, Mcf or megawatt hours) | 19,500,000 |
Short propane position related to subsequent sale of products | ' |
Commodity Price Risk Hedging: | ' |
Inventory hedged (in barrels, Mcf or megawatt hours) | 3,400,000 |
Short Butane position related to subsequent sale of products | ' |
Commodity Price Risk Hedging: | ' |
Inventory hedged (in barrels, Mcf or megawatt hours) | 1,000,000 |
Short WTI position related to subsequent sale of products | ' |
Commodity Price Risk Hedging: | ' |
Inventory hedged (in barrels, Mcf or megawatt hours) | 400,000 |
Long power position for power supply requirements | ' |
Commodity Price Risk Hedging: | ' |
Inventory hedged (in barrels, Mcf or megawatt hours) | 500,000 |
Derivatives_and_Risk_Managemen3
Derivatives and Risk Management Activities (Details 2) (USD $) | Dec. 31, 2013 | Dec. 31, 2013 | Jan. 31, 2011 | Dec. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2012 |
In Millions, unless otherwise specified | PNG | Forward starting interest rate swaps terminated in January 2011 | 10 forward starting interest rate swaps (30-year) | 5 forward starting interest rate swaps (30-year) | 5 forward starting interest rate swaps (30-year) | 6 forward starting interest rate swaps (30-year) | 4 forward starting interest rate swaps (10-year) | |
contract | contract | Cash flow hedge | contract | Interest expense | contract | contract | ||
contract | ||||||||
Interest Rate Risk Hedging | ' | ' | ' | ' | ' | ' | ' | ' |
Net deferred losses from interest rate risk hedging included in AOCI | ($65) | ' | ' | ' | ' | ' | ' | ' |
Number of outstanding interest rate swaps (in contracts) | ' | ' | ' | 10 | ' | ' | ' | ' |
Rate of fixed interest to be received on interest rate swap (as a percent) | ' | ' | 3.60% | 3.60% | 3.39% | ' | 4.24% | 3.46% |
Notional amount of derivatives | ' | ' | 100 | 250 | 125 | ' | 250 | 200 |
Number of interest rate swaps that terminated (in contracts) | ' | 3 | 3 | ' | 5 | ' | 6 | 4 |
Cash payment for (proceeds from) termination of interest rate swaps | ' | ' | -12 | ' | -11 | ' | 89 | 24 |
Gain on derivative instruments deferred in AOCI | ' | ' | ' | ' | 8 | ' | ' | ' |
Gain on derivative instruments recognized in interest expense attributable to the ineffective portion of the swaps | ' | ' | ' | ' | ' | $3 | ' | ' |
Derivatives_and_Risk_Managemen4
Derivatives and Risk Management Activities (Details 3) | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
In Millions, unless otherwise specified | Foreign exchange contracts | Foreign exchange forward contracts maturing in 2014 | Foreign exchange forward contracts that exchange CAD for USD at the rate USD 1.00 to CAD 1.06 maturing in 2014 | Foreign exchange forward contracts that exchange CAD for USD at the rate USD 1.00 to CAD 1.06 maturing in 2014 | Foreign exchange forward contracts that exchange CAD for USD at the rate USD 1.00 to CAD 1.07 maturing in 2015 | Foreign exchange forward contracts that exchange CAD for USD at the rate USD 1.00 to CAD 1.07 maturing in 2015 | Foreign exchange forward contracts that exchange CAD for USD at the rate USD 1.00 to CAD 1.06 | Foreign exchange forward contracts that exchange CAD for USD at the rate USD 1.00 to CAD 1.06 | Foreign exchange forward contract that exchange USD for CAD at the rate USD 1.00 to CAD 1.05 maturing in 2014 | Foreign exchange forward contract that exchange USD for CAD at the rate USD 1.00 to CAD 1.05 maturing in 2014 | Foreign exchange forward contract that exchange USD for CAD at the rate USD 1.00 to CAD 1.06 maturing in 2015 | Foreign exchange forward contract that exchange USD for CAD at the rate USD 1.00 to CAD 1.06 maturing in 2015 | Foreign exchange forward contract that exchange USD for CAD at the rate USD 1.00 to CAD 1.05 | Foreign exchange forward contract that exchange USD for CAD at the rate USD 1.00 to CAD 1.05 |
CAD | CAD | USD ($) | CAD | USD ($) | CAD | USD ($) | CAD | USD ($) | CAD | USD ($) | CAD | USD ($) | CAD | |
Currency Exchange Rate Risk Hedging: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notional amount of derivatives | 4 | 4 | $336 | 358 | $9 | 9 | $345 | 367 | $336 | 354 | $9 | 9 | $345 | 363 |
Average exchange rate for outstanding foreign currency forward exchange contracts | ' | ' | ' | 1.06 | ' | 1.07 | ' | 1.06 | ' | 1.05 | ' | 1.06 | ' | 1.05 |
Derivatives_and_Risk_Managemen5
Derivatives and Risk Management Activities (Details 4) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Total | ($41) | $124 | ($36) |
Commodity | Supply and Logistics segment revenues | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Total | -39 | 72 | -62 |
Commodity | Facilities segment revenues | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Total | -11 | 3 | 11 |
Commodity | Purchases and related costs | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Total | ' | 46 | 6 |
Commodity | Field Operating costs | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Total | 8 | 1 | 1 |
Interest Rate Contracts | Interest expense | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Total | -4 | -3 | 1 |
Foreign exchange contracts | Supply and Logistics segment revenues | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Total | ' | -1 | 1 |
Foreign exchange contracts | Other income/(expense), net | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Total | 5 | 6 | 6 |
Derivatives designated as hedging instruments | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Amount of gain/(loss) reclassified from AOCI into income | 66 | 62 | -131 |
Other gain/(loss) recognized in income | 1 | ' | -6 |
Derivatives designated as hedging instruments | Commodity | Supply and Logistics segment revenues | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Amount of gain/(loss) reclassified from AOCI into income | 78 | 12 | -153 |
Other gain/(loss) recognized in income | -1 | ' | -8 |
Derivatives designated as hedging instruments | Commodity | Facilities segment revenues | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Amount of gain/(loss) reclassified from AOCI into income | -10 | 3 | 11 |
Other gain/(loss) recognized in income | -1 | -1 | ' |
Derivatives designated as hedging instruments | Commodity | Purchases and related costs | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Amount of gain/(loss) reclassified from AOCI into income | ' | 45 | 6 |
Derivatives designated as hedging instruments | Interest Rate Contracts | Interest expense | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Amount of gain/(loss) reclassified from AOCI into income | -7 | -4 | -1 |
Other gain/(loss) recognized in income | 3 | 1 | 2 |
Derivatives designated as hedging instruments | Foreign exchange contracts | Other income/(expense), net | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Amount of gain/(loss) reclassified from AOCI into income | 5 | 6 | 6 |
Derivatives designated as hedging instruments | Hedged Transactions probable of not occurring | Supply and Logistics segment revenues | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Other gain/(loss) recognized in income | 3 | ' | ' |
Derivatives designated as hedging instruments | Hedged Transactions probable of not occurring | Facilities segment revenues | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Other gain/(loss) recognized in income | -1 | ' | 1 |
Derivatives designated as hedging instruments | Hedged Transactions probable of not occurring | Other income/(expense), net | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Other gain/(loss) recognized in income | ' | ' | 1 |
Derivatives not designated as hedging instruments | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Total | -108 | 62 | 101 |
Derivatives not designated as hedging instruments | Commodity | Supply and Logistics segment revenues | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Total | -116 | 60 | 99 |
Derivatives not designated as hedging instruments | Commodity | Facilities segment revenues | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Total | ' | 1 | ' |
Derivatives not designated as hedging instruments | Commodity | Purchases and related costs | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Total | ' | 1 | ' |
Derivatives not designated as hedging instruments | Commodity | Field Operating costs | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Total | 8 | 1 | 1 |
Derivatives not designated as hedging instruments | Foreign exchange contracts | Supply and Logistics segment revenues | ' | ' | ' |
Impact of derivative activities recognized in earnings | ' | ' | ' |
Total | ' | ($1) | $1 |
Derivatives_and_Risk_Managemen6
Derivatives and Risk Management Activities (Details 5) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
contract | contract | ||
Derivatives disclosures | ' | ' | ' |
Asset Derivatives Fair Value | $133 | $191 | ' |
Liability Derivatives Fair Value | -157 | -189 | ' |
Net gain (loss) deferred in AOCI | 77 | ' | ' |
Net gain (loss) expected to be reclassified to earnings in next 12 months | -10 | ' | ' |
Gain (loss) expected to be reclassified to earnings through 2045 | -67 | ' | ' |
Net deferred gain/(loss) recognized in AOCI on derivatives (effective portion) | 109 | 44 | -154 |
Broker receivable | 161 | 41 | ' |
Initial margin | 85 | 69 | ' |
Variation margin paid/(received) | 76 | -28 | ' |
Number of outstanding derivatives containing credit-risk related contingent features | 0 | 0 | ' |
Derivative credit-risk related contingent features | 'none of our outstanding derivatives contained credit-risk related contingent features that would result in a material adverse impact to us upon any change in our credit ratings | ' | ' |
Commodity | ' | ' | ' |
Derivatives disclosures | ' | ' | ' |
Net deferred gain/(loss) recognized in AOCI on derivatives (effective portion) | 37 | 56 | -18 |
Interest Rate Contracts | ' | ' | ' |
Derivatives disclosures | ' | ' | ' |
Net deferred gain/(loss) recognized in AOCI on derivatives (effective portion) | 72 | -12 | -136 |
Derivatives designated as hedging instruments | ' | ' | ' |
Derivatives disclosures | ' | ' | ' |
Asset Derivatives Fair Value | 67 | 56 | ' |
Liability Derivatives Fair Value | -24 | -62 | ' |
Derivatives designated as hedging instruments | Commodity | Other current assets | ' | ' | ' |
Derivatives disclosures | ' | ' | ' |
Asset Derivatives Fair Value | 36 | 45 | ' |
Liability Derivatives Fair Value | -24 | -23 | ' |
Derivatives designated as hedging instruments | Commodity | Other long-term assets | ' | ' | ' |
Derivatives disclosures | ' | ' | ' |
Asset Derivatives Fair Value | 5 | 11 | ' |
Liability Derivatives Fair Value | ' | -1 | ' |
Derivatives designated as hedging instruments | Interest Rate Contracts | Other long-term assets | ' | ' | ' |
Derivatives disclosures | ' | ' | ' |
Asset Derivatives Fair Value | 26 | ' | ' |
Derivatives designated as hedging instruments | Interest Rate Contracts | Other long term liabilities | ' | ' | ' |
Derivatives disclosures | ' | ' | ' |
Liability Derivatives Fair Value | ' | -38 | ' |
Derivatives not designated as hedging instruments | ' | ' | ' |
Derivatives disclosures | ' | ' | ' |
Asset Derivatives Fair Value | 66 | 135 | ' |
Liability Derivatives Fair Value | -133 | -127 | ' |
Derivatives not designated as hedging instruments | Commodity | Other current assets | ' | ' | ' |
Derivatives disclosures | ' | ' | ' |
Asset Derivatives Fair Value | 60 | 128 | ' |
Liability Derivatives Fair Value | -117 | -115 | ' |
Derivatives not designated as hedging instruments | Commodity | Other long-term assets | ' | ' | ' |
Derivatives disclosures | ' | ' | ' |
Asset Derivatives Fair Value | 5 | 1 | ' |
Liability Derivatives Fair Value | -6 | -3 | ' |
Derivatives not designated as hedging instruments | Commodity | Other current liabilities | ' | ' | ' |
Derivatives disclosures | ' | ' | ' |
Asset Derivatives Fair Value | 1 | 4 | ' |
Liability Derivatives Fair Value | -5 | -7 | ' |
Derivatives not designated as hedging instruments | Commodity | Other long term liabilities | ' | ' | ' |
Derivatives disclosures | ' | ' | ' |
Asset Derivatives Fair Value | ' | 2 | ' |
Liability Derivatives Fair Value | -1 | -2 | ' |
Derivatives not designated as hedging instruments | Foreign currency derivatives | Other current liabilities | ' | ' | ' |
Derivatives disclosures | ' | ' | ' |
Liability Derivatives Fair Value | ($4) | ' | ' |
Derivatives_and_Risk_Managemen7
Derivatives and Risk Management Activities (Details 6) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
Derivative Asset Positions | ' | ' |
Gross Position - Asset | $133 | $191 |
Netting Adjustment | -148 | -148 |
Cash collateral paid | 161 | 41 |
Net Position - Asset | 146 | 84 |
Derivative Liability Positions | ' | ' |
Gross Position - Liability | -157 | -189 |
Netting Adjustment | 148 | 148 |
Net Position - Liability | -9 | -41 |
Other current assets | ' | ' |
Derivative Asset Positions | ' | ' |
Net Position - Asset | 116 | 76 |
Other long-term assets | ' | ' |
Derivative Asset Positions | ' | ' |
Net Position - Asset | 30 | 8 |
Other current liabilities | ' | ' |
Derivative Liability Positions | ' | ' |
Net Position - Liability | -8 | -3 |
Other long term liabilities | ' | ' |
Derivative Liability Positions | ' | ' |
Net Position - Liability | ($1) | ($38) |
Derivatives_and_Risk_Managemen8
Derivatives and Risk Management Activities (Details 7) (USD $) | 3 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2012 | Jun. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2012 |
Level 3 | ' | ' | ' | ' |
Roll forward of Level 3 Net Asset | ' | ' | ' | ' |
Beginning Balance | ' | ' | $4 | $12 |
Total gains/(losses) for the period: | ' | ' | ' | ' |
Included in earnings | ' | ' | -1 | -3 |
Included in other comprehensive income | ' | ' | ' | 3 |
Settlements | ' | ' | -3 | -22 |
Derivatives entered into during the period | ' | ' | -3 | 23 |
Transfers out of Level 3 (liability) | ' | 5 | ' | ' |
Transfers out of Level 3 (asset) | ' | ' | ' | -9 |
Ending Balance | ' | ' | -3 | 4 |
Transfers out of Level 3 (asset) | 14 | ' | ' | ' |
Change in unrealized gains/(losses) included in earnings relating to level 3 derivatives still held at the end of the periods | ' | ' | -4 | 24 |
Recurring Fair Value Measures | Level 1 | ' | ' | ' | ' |
Recurring Fair Value Measures | ' | ' | ' | ' |
Net derivative asset/(liability) | ' | ' | 16 | 1 |
Recurring Fair Value Measures | Level 1 | Commodity | ' | ' | ' | ' |
Recurring Fair Value Measures | ' | ' | ' | ' |
Net derivative asset/(liability) | ' | ' | 16 | 1 |
Recurring Fair Value Measures | Level 2 | ' | ' | ' | ' |
Recurring Fair Value Measures | ' | ' | ' | ' |
Net derivative asset/(liability) | ' | ' | -37 | -3 |
Recurring Fair Value Measures | Level 2 | Commodity | ' | ' | ' | ' |
Recurring Fair Value Measures | ' | ' | ' | ' |
Net derivative asset/(liability) | ' | ' | -59 | 35 |
Recurring Fair Value Measures | Level 2 | Interest Rate Contracts | ' | ' | ' | ' |
Recurring Fair Value Measures | ' | ' | ' | ' |
Net derivative asset/(liability) | ' | ' | 26 | -38 |
Recurring Fair Value Measures | Level 2 | Foreign currency derivatives | ' | ' | ' | ' |
Recurring Fair Value Measures | ' | ' | ' | ' |
Net derivative asset/(liability) | ' | ' | -4 | ' |
Recurring Fair Value Measures | Level 3 | ' | ' | ' | ' |
Recurring Fair Value Measures | ' | ' | ' | ' |
Net derivative asset/(liability) | ' | ' | -3 | 4 |
Recurring Fair Value Measures | Level 3 | Commodity | ' | ' | ' | ' |
Recurring Fair Value Measures | ' | ' | ' | ' |
Net derivative asset/(liability) | ' | ' | -3 | 4 |
Recurring Fair Value Measures | Total | ' | ' | ' | ' |
Recurring Fair Value Measures | ' | ' | ' | ' |
Net derivative asset/(liability) | ' | ' | -24 | 2 |
Recurring Fair Value Measures | Total | Commodity | ' | ' | ' | ' |
Recurring Fair Value Measures | ' | ' | ' | ' |
Net derivative asset/(liability) | ' | ' | -46 | 40 |
Recurring Fair Value Measures | Total | Interest Rate Contracts | ' | ' | ' | ' |
Recurring Fair Value Measures | ' | ' | ' | ' |
Net derivative asset/(liability) | ' | ' | 26 | -38 |
Recurring Fair Value Measures | Total | Foreign currency derivatives | ' | ' | ' | ' |
Recurring Fair Value Measures | ' | ' | ' | ' |
Net derivative asset/(liability) | ' | ' | ($4) | ' |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Current tax expense: | ' | ' | ' |
State income tax | $1 | $2 | $2 |
Canadian federal and provincial income tax | 99 | 51 | 36 |
Total current tax expense | 100 | 53 | 38 |
Deferred tax (benefit)/expense: | ' | ' | ' |
State income tax | ' | ' | -2 |
Canadian federal and provincial income tax | -1 | 1 | 9 |
Total deferred tax (benefit)/expense | -1 | 1 | 7 |
Total income tax expense | $99 | $54 | $45 |
Income_Taxes_Details_2
Income Taxes (Details 2) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Taxes | ' | ' | ' |
Income before tax | $1,490 | $1,181 | $1,039 |
Partnership earnings not subject to current Canadian tax | -1,187 | -1,046 | -909 |
Partnership earnings subject to current Canadian tax | 303 | 135 | 130 |
Canadian federal and provincial corporate tax rate (as a percent) | 25.00% | 25.00% | 27.00% |
Income tax at statutory rate | 76 | 34 | 35 |
Canadian withholding taxes | 19 | 18 | 12 |
Canadian permanent differences and rate changes | 3 | ' | -2 |
State income tax | 1 | 2 | ' |
Total income tax expense | 99 | 54 | 45 |
Deferred tax assets: | ' | ' | ' |
Book accruals in excess of current tax deductions | 56 | 28 | ' |
Total deferred tax assets | 56 | 28 | ' |
Deferred tax liabilities: | ' | ' | ' |
Property and equipment in excess of tax values | -398 | -397 | ' |
Total deferred tax liabilities | -398 | -397 | ' |
Net deferred tax liabilities | ($342) | ($369) | ' |
Major_Customers_and_Concentrat1
Major Customers and Concentration of Credit Risk (Details) (Revenues, Consolidated revenue) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Marathon Petroleum Corporation | ' | ' | ' |
Major Customers and Concentration of Credit Risk | ' | ' | ' |
Major customer percentage of total revenue | 15.00% | 16.00% | 16.00% |
Exxon Mobil Corporation | ' | ' | ' |
Major Customers and Concentration of Credit Risk | ' | ' | ' |
Major customer percentage of total revenue | 13.00% | 13.00% | 10.00% |
ConocoPhillips Company | ' | ' | ' |
Major Customers and Concentration of Credit Risk | ' | ' | ' |
Major customer percentage of total revenue | ' | ' | 10.00% |
Phillips 66 | ' | ' | ' |
Major Customers and Concentration of Credit Risk | ' | ' | ' |
Major customer percentage of total revenue | 11.00% | ' | ' |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Related party transaction | ' | ' | ' |
Costs reimbursed to general partner | $567 | $535 | $419 |
Oxy | ' | ' | ' |
Related party transaction | ' | ' | ' |
Related party ownership of general partner interest (as a percent) | 25.00% | ' | ' |
Revenues | 1,309 | 1,636 | 2,568 |
Purchases and related costs | 863 | 557 | 361 |
Trade accounts receivable and other receivables, gross | 133 | 231 | ' |
Accounts payable, gross | 181 | 129 | ' |
Other | ' | ' | ' |
Related party transaction | ' | ' | ' |
Revenues | 33 | 18 | ' |
Purchases and related costs | 79 | 42 | 33 |
Trade accounts receivable and other receivables, gross | 2 | 8 | ' |
Accounts payable, gross | $6 | $4 | ' |
EquityIndexed_Compensation_Pla2
Equity-Indexed Compensation Plans (Details) (USD $) | 12 Months Ended | 12 Months Ended | 1 Months Ended | |||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2013 | Nov. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
PAA Long-term Incentive Plan Awards | PAA Long-term Incentive Plan Awards | PAA Long-term Incentive Plan Awards | PAA Long-term Incentive Plan Awards | PAA Long-term Incentive Plan Awards | PAA 2013 LTIP | PNG Successor LTIP | Non Officer Employee Long Term Incentive Tracking Unit Plan | |
Range of annualized vesting distribution amount from $1.925 to $2.65 | plan | |||||||
Equity-Indexed Compensation Plans | ' | ' | ' | ' | ' | ' | ' | ' |
Number of long-term incentive plans that are consolidated into single plan | ' | ' | ' | ' | ' | 3 | ' | ' |
Authorized grants (in units) | ' | ' | ' | ' | ' | 13.1 | 1.3 | 4.2 |
Units outstanding (in units) | 8.4 | 6 | 8 | 8.8 | 8.4 | ' | ' | ' |
Estimated unit vesting in 2014 (in units) | ' | ' | ' | ' | 1.9 | ' | ' | ' |
Estimated unit vesting in 2015 (in units) | ' | ' | ' | ' | 2.1 | ' | ' | ' |
Estimated unit vesting in 2016 (in units) | ' | ' | ' | ' | 2 | ' | ' | ' |
Estimated unit vesting in 2017 (in units) | ' | ' | ' | ' | 1.3 | ' | ' | ' |
Estimated unit vesting thereafter (in units) | ' | ' | ' | ' | 1.1 | ' | ' | ' |
Annualized distribution, low end of range (in dollars per unit) | ' | ' | ' | ' | $1.93 | ' | ' | ' |
Annualized distribution, high end of range (in dollars per unit) | ' | ' | ' | ' | $2.65 | ' | ' | ' |
Units outstanding that include DERs (in units) | 4.5 | ' | ' | ' | ' | ' | ' | ' |
DERs currently vested (in units) | 3 | ' | ' | ' | ' | ' | ' | ' |
EquityIndexed_Compensation_Pla3
Equity-Indexed Compensation Plans (Details 2) (USD $) | 12 Months Ended | ||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
PAA Long-term Incentive Plan Awards | ' | ' | ' |
Outstanding (in units) | ' | ' | ' |
Outstanding at beginning of period (in units) | 6 | 8 | 8.8 |
Granted (in units) | 4.1 | 1.5 | 1 |
Vested (in units) | -1.8 | -3.2 | -1.4 |
Cancelled or forfeited (in units) | -0.3 | -0.3 | -0.4 |
Conversion of PNG unit-denominated awards into PAA unit-denominated awards (in units) | 0.4 | ' | ' |
Outstanding at end of period (in units) | 8.4 | 6 | 8 |
Weighted Average Grant Date Fair Value per unit | ' | ' | ' |
Outstanding at beginning of period (in dollars per unit) | $25.55 | $21.77 | $20.85 |
Granted (in dollars per unit) | $47.60 | $33.90 | $27.53 |
Vested (in dollars per unit) | $24.79 | $19.82 | $20.34 |
Cancelled or forfeited (in dollars per unit) | $36.70 | $29.36 | $20.99 |
Conversion of PNG unit-denominated awards into PAA unit-denominated awards (in dollars per unit) | $40.54 | ' | ' |
Outstanding at end of period (in dollars per unit) | $36.97 | $25.55 | $21.77 |
Units issued in connection with the settlement of vested awards, net of tax withholding (in units) | 0.5 | 1 | 0.5 |
Units withheld for taxes (in units) | 0.3 | 0.5 | 0.2 |
Vested awards settled in cash (in units) | 1 | 1.7 | 0.8 |
PAA Long-term Incentive Plan Awards | Liability Awards | ' | ' | ' |
Equity-Indexed Compensation Plans | ' | ' | ' |
Accrued liability related to all outstanding LTIP awards and DERs | $98 | $90 | ' |
Short-term accrued liability related to all outstanding LTIP awards and DERs | 43 | ' | ' |
Long-term accrued liability related to all outstanding LTIP awards and DERs | $55 | ' | ' |
Annualized distribution probable of occurring (in dollars per share) | $2.75 | ' | ' |
PNG LTIP Awards | ' | ' | ' |
Outstanding (in units) | ' | ' | ' |
Outstanding at beginning of period (in units) | 0.9 | 0.8 | 1 |
Granted (in units) | 0.4 | 0.1 | ' |
Vested (in units) | ' | ' | -0.1 |
Cancelled or forfeited (in units) | -0.3 | ' | -0.1 |
Conversion of PNG unit-denominated awards into PAA unit-denominated awards (in units) | -1 | ' | ' |
Outstanding at end of period (in units) | ' | 0.9 | 0.8 |
Weighted Average Grant Date Fair Value per unit | ' | ' | ' |
Outstanding at beginning of period (in dollars per unit) | $17.49 | $20.55 | $20.55 |
Granted (in dollars per unit) | $17.51 | $15.33 | ' |
Vested (in dollars per unit) | $18.88 | $23.64 | $23.62 |
Cancelled or forfeited (in dollars per unit) | $21.62 | ' | $19.20 |
Conversion of PNG unit-denominated awards into PAA unit-denominated awards (in dollars per unit) | $16.41 | ' | ' |
Outstanding at end of period (in dollars per unit) | ' | $17.49 | $20.55 |
PNG LTIP Awards | Maximum | ' | ' | ' |
Outstanding (in units) | ' | ' | ' |
Vested (in units) | -0.1 | -0.1 | ' |
PNG Transaction Grants | ' | ' | ' |
Outstanding (in units) | ' | ' | ' |
Cancelled or forfeited (in units) | -0.3 | ' | ' |
EquityIndexed_Compensation_Pla4
Equity-Indexed Compensation Plans (Details 3) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | 77 Months Ended | ||||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | 31-May-12 | 31-May-11 | Aug. 31, 2007 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 |
PNG Transaction Grants | PNG Transaction Grants | AAP Management Units | AAP Management Units | AAP Management Units | AAP Management Units | AAP Management Units | ||||
Equity-Indexed Compensation Plans | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Phantom common units which vested in increment (in percent) | ' | ' | ' | 50.00% | 50.00% | ' | ' | ' | ' | ' |
Authorized grants (in units) | ' | ' | ' | ' | ' | ' | 52.1 | ' | ' | 52.1 |
Annualized distribution, low end of range (in dollars per unit) | ' | ' | ' | ' | ' | ' | $1.75 | ' | ' | ' |
Annualized distribution, high end of range (in dollars per unit) | ' | ' | ' | ' | ' | ' | $2.85 | ' | ' | ' |
Number of days after achievement of distribution that units will become earned, in some cases | ' | ' | ' | ' | ' | '180 days | ' | ' | ' | ' |
Threshold on distributions paid for participation in award | ' | ' | ' | ' | ' | $11 | ' | ' | ' | ' |
Maximum participation in excess of distribution (as a percent) | ' | ' | ' | ' | ' | 8.00% | ' | ' | ' | ' |
Reserved for Future Grants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reserved for future grants outstanding, beginning balance (in units) | ' | ' | ' | ' | ' | ' | 4.7 | 4.3 | ' | ' |
Unit forfeitures (in units) | ' | ' | ' | ' | ' | ' | ' | 0.4 | ' | ' |
Units granted (in units) | ' | ' | ' | ' | ' | ' | -1.2 | ' | ' | ' |
Reserved for future grants outstanding, ending balance (in units) | ' | ' | ' | ' | ' | ' | 3.5 | 4.7 | 4.3 | 3.5 |
Outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the beginning of the period (in units) | ' | ' | ' | ' | ' | ' | 47.4 | 47.8 | ' | ' |
Unit forfeitures (in units) | ' | ' | ' | ' | ' | ' | ' | -0.4 | ' | ' |
Units granted (in units) | ' | ' | ' | ' | ' | ' | 1.2 | ' | ' | ' |
Outstanding at the ending of the period (in units) | ' | ' | ' | ' | ' | ' | 48.6 | 47.4 | 47.8 | 48.6 |
Outstanding Units Earned | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding Units Earned, beginning balance (in units) | ' | ' | ' | ' | ' | ' | 34 | 20.9 | ' | ' |
Units earned (in units) | ' | ' | ' | ' | ' | ' | 13 | 13.1 | ' | ' |
Outstanding Units Earned, end balance (in units) | ' | ' | ' | ' | ' | ' | 47 | 34 | 20.9 | 47 |
Grant Date Fair Value of Outstanding AAP Management Units: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Grant Date Fair Value of Outstanding AAP Management Units, beginning balance | ' | ' | ' | ' | ' | ' | 44 | 44 | ' | ' |
Units granted | ' | ' | ' | ' | ' | ' | 7 | ' | ' | ' |
Grant Date Fair Value of Outstanding AAP Management Units, ending balance | ' | ' | ' | ' | ' | ' | 51 | 44 | 44 | 51 |
Equity-indexed compensation expense | $116 | $101 | $110 | ' | ' | ' | $5 | $6 | $9 | $49 |
EquityIndexed_Compensation_Pla5
Equity-Indexed Compensation Plans (Details 4) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Other Consolidated Equity-Indexed Compensation Information | ' | ' | ' |
Equity-indexed compensation expense | $116 | $101 | $110 |
LTIP unit-settled vestings | 48 | 62 | 24 |
LTIP cash-settled vestings | 61 | 66 | 19 |
DER cash payments | 8 | 7 | 4 |
Equity-Indexed Compensation Plan Fair Value Amortization | ' | ' | ' |
2014 | 80 | ' | ' |
2015 | 55 | ' | ' |
2016 | 36 | ' | ' |
2017 | 16 | ' | ' |
2018 | 5 | ' | ' |
Thereafter | 1 | ' | ' |
Total | 193 | ' | ' |
PNG | ' | ' | ' |
Other Consolidated Equity-Indexed Compensation Information | ' | ' | ' |
LTIP unit-settled vestings | ' | 1 | 2 |
PNG | Maximum | ' | ' | ' |
Other Consolidated Equity-Indexed Compensation Information | ' | ' | ' |
LTIP unit-settled vestings | $1 | ' | ' |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Future non-cancelable commitments related to various operating and capital leases | ' | ' | ' |
2014 | $152 | ' | ' |
2015 | 132 | ' | ' |
2016 | 124 | ' | ' |
2017 | 103 | ' | ' |
2018 | 78 | ' | ' |
Thereafter | 386 | ' | ' |
Total | 975 | ' | ' |
Expenditures related to leases | 132 | 102 | 60 |
Other commitments | ' | ' | ' |
2014 | 38 | ' | ' |
2015 | 32 | ' | ' |
2016 | 29 | ' | ' |
2017 | 25 | ' | ' |
2018 | 16 | ' | ' |
Thereafter | 42 | ' | ' |
Total | 182 | ' | ' |
Total future non-cancelable commitments | ' | ' | ' |
2014 | 190 | ' | ' |
2015 | 164 | ' | ' |
2016 | 153 | ' | ' |
2017 | 128 | ' | ' |
2018 | 94 | ' | ' |
Thereafter | 428 | ' | ' |
Total | $1,157 | ' | ' |
Commitments_and_Contingencies_2
Commitments and Contingencies (Details 2) | Apr. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Oct. 31, 2013 |
Pemex Exploraciony Produccion (PEP) | Consolidated Delaware Action | Consolidated Texas Action | Consolidated Federal Action | |
case | PNG Merger | PNG Merger | PNG Merger | |
case | case | case | ||
Loss Contingencies | ' | ' | ' | ' |
Total number of cases filed | 2 | ' | ' | ' |
Number of cases filed during the period | ' | 2 | 2 | 4 |
Commitments_and_Contingencies_3
Commitments and Contingencies (Details 3) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Apr. 30, 2011 | Dec. 31, 2013 | Feb. 26, 2013 | Jun. 30, 2012 | Dec. 31, 2013 | Jul. 04, 2013 | Feb. 28, 2013 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 |
In Millions, unless otherwise specified | Minimum | Maximum | Rainbow pipeline | Rainbow pipeline | Rainbow pipeline | Rangeland Pipeline Release | Rangeland Pipeline Release | Rangeland Pipeline Release | Bay Springs Pipeline | Bay Springs Pipeline | Kemp River Pipeline Release | Kemp River Pipeline Release | ||
bbl | enforcementaction | bbl | enforcementaction | bbl | event | |||||||||
bbl | ||||||||||||||
Environmental | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated environmental reserve | $93 | $96 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reserve for environmental liabilities, short-term | 11 | 13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reserve for environmental liabilities, long-term | 82 | 83 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Probable recoveries from insurers and third parties recorded as a receivable | 10 | 42 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Actual cash expenditures for environmental liabilities, period paid | ' | ' | '3 years | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total estimated cost to clean up and remediate the site, before insurance recoveries | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15 |
Total cost to clean up and remediate the site, before insurance recoveries | ' | ' | ' | ' | ' | 70 | ' | ' | 46 | ' | ' | 6 | ' | ' |
Estimated size of release (in barrels) | ' | ' | ' | ' | 28,000 | ' | ' | 3,000 | ' | ' | 120 | ' | 700 | ' |
Penalty or fines assessed | ' | ' | ' | ' | ' | ' | ' | ' | $0 | ' | ' | ' | ' | ' |
Number of enforcement actions | ' | ' | ' | ' | ' | ' | 4 | ' | ' | 4 | ' | ' | ' | ' |
Number of events occurred | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' |
Quarterly_Financial_Data_Unaud2
Quarterly Financial Data (Unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2011 | Jun. 30, 2011 | Mar. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Quarterly Financial Data (Unaudited) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | $10,631 | $10,703 | $10,295 | $10,620 | $9,439 | $9,354 | $9,786 | $9,218 | ' | ' | ' | ' | $42,249 | $37,797 | $34,275 |
Gross margin | 478 | 375 | 474 | 761 | 480 | 328 | 551 | 407 | ' | ' | ' | ' | 2,087 | 1,767 | ' |
Operating income | 394 | 296 | 383 | 655 | 402 | 247 | 462 | 313 | ' | ' | ' | ' | 1,728 | 1,425 | 1,298 |
Net income | 318 | 237 | 300 | 536 | 330 | 173 | 386 | 237 | ' | ' | ' | ' | 1,391 | 1,127 | 994 |
Net income attributable to PAA | $309 | $231 | $292 | $528 | $320 | $165 | $378 | $230 | ' | ' | ' | ' | $1,361 | $1,094 | $966 |
Basic net income per limited partner unit (in dollars per unit) | $0.59 | $0.38 | $0.58 | $1.28 | $0.70 | $0.27 | $0.93 | $0.52 | ' | ' | ' | ' | $2.82 | $2.41 | $2.46 |
Diluted net income per limited partner unit (in dollars per unit) | $0.58 | $0.38 | $0.57 | $1.27 | $0.69 | $0.27 | $0.93 | $0.51 | ' | ' | ' | ' | $2.80 | $2.40 | $2.44 |
Cash distributions per common unit (in dollars per unit) | $0.60 | $0.59 | $0.57 | $0.56 | $0.54 | $0.53 | $0.52 | $0.51 | $0.50 | $0.49 | $0.49 | $0.48 | $2.33 | $2.11 | $1.95 |
Operating_Segments_Details
Operating Segments (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
segment | |||||||||||
Operating Segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating segments number | ' | ' | ' | ' | ' | ' | ' | ' | 3 | ' | ' |
Revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | $10,631 | $10,703 | $10,295 | $10,620 | $9,439 | $9,354 | $9,786 | $9,218 | $42,249 | $37,797 | $34,275 |
Segment Reporting, Disclosure of Other Information about Entity's Reportable Segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity earnings in unconsolidated entities | ' | ' | ' | ' | ' | ' | ' | ' | 64 | 38 | 13 |
Segment profit | ' | ' | ' | ' | ' | ' | ' | ' | 2,167 | 1,945 | 1,560 |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 1,641 | 3,471 | 1,935 |
Total assets | 20,360 | ' | ' | ' | 19,235 | ' | ' | ' | 20,360 | 19,235 | 15,381 |
Maintenance capital | ' | ' | ' | ' | ' | ' | ' | ' | 176 | 170 | 120 |
Transportation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 701 | 623 | 572 |
Segment Reporting, Disclosure of Other Information about Entity's Reportable Segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity earnings in unconsolidated entities | ' | ' | ' | ' | ' | ' | ' | ' | 64 | 38 | 13 |
Segment profit | ' | ' | ' | ' | ' | ' | ' | ' | 729 | 710 | 555 |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 1,046 | 1,244 | 600 |
Total assets | 7,221 | ' | ' | ' | 6,423 | ' | ' | ' | 7,221 | 6,423 | 5,156 |
Maintenance capital | ' | ' | ' | ' | ' | ' | ' | ' | 123 | 108 | 86 |
Facilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 856 | 736 | 638 |
Segment Reporting, Disclosure of Other Information about Entity's Reportable Segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment profit | ' | ' | ' | ' | ' | ' | ' | ' | 616 | 482 | 358 |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 549 | 1,724 | 1,317 |
Total assets | 6,555 | ' | ' | ' | 6,134 | ' | ' | ' | 6,555 | 6,134 | 4,506 |
Maintenance capital | ' | ' | ' | ' | ' | ' | ' | ' | 38 | 49 | 22 |
Supply and Logistics | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 40,692 | 36,438 | 33,065 |
Segment Reporting, Disclosure of Other Information about Entity's Reportable Segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment profit | ' | ' | ' | ' | ' | ' | ' | ' | 822 | 753 | 647 |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 46 | 503 | 18 |
Total assets | 6,584 | ' | ' | ' | 6,678 | ' | ' | ' | 6,584 | 6,678 | 5,719 |
Maintenance capital | ' | ' | ' | ' | ' | ' | ' | ' | 15 | 13 | 12 |
Interest expense related to hedged inventory | ' | ' | ' | ' | ' | ' | ' | ' | 30 | 12 | 20 |
Operating Segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 43,571 | 38,954 | 35,029 |
Operating Segments | Transportation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 1,498 | 1,416 | 1,165 |
Operating Segments | Facilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 1,377 | 1,098 | 796 |
Operating Segments | Supply and Logistics | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 40,696 | 36,440 | 33,068 |
Intersegment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | -1,322 | -1,157 | -754 |
Intersegment | Transportation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | -797 | -793 | -593 |
Intersegment | Facilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | -521 | -362 | -158 |
Intersegment | Supply and Logistics | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | ($4) | ($2) | ($3) |
Operating_Segments_Details_2
Operating Segments (Details 2) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Reconciliation of segment profit to net income attributable to PAA | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment profit | ' | ' | ' | ' | ' | ' | ' | ' | $2,167 | $1,945 | $1,560 |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | -375 | -482 | -249 |
Interest expense | ' | ' | ' | ' | ' | ' | ' | ' | -303 | -288 | -253 |
Other income/(expense), net | ' | ' | ' | ' | ' | ' | ' | ' | 1 | 6 | -19 |
Income tax expense | ' | ' | ' | ' | ' | ' | ' | ' | -99 | -54 | -45 |
NET INCOME | 318 | 237 | 300 | 536 | 330 | 173 | 386 | 237 | 1,391 | 1,127 | 994 |
Net income attributable to noncontrolling interests | ' | ' | ' | ' | ' | ' | ' | ' | -30 | -33 | -28 |
NET INCOME ATTRIBUTABLE TO PAA | $309 | $231 | $292 | $528 | $320 | $165 | $378 | $230 | $1,361 | $1,094 | $966 |
Operating_Segments_Details_3
Operating Segments (Details 3) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Revenues and long lived assets attributable to geographic areas | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | $10,631 | $10,703 | $10,295 | $10,620 | $9,439 | $9,354 | $9,786 | $9,218 | $42,249 | $37,797 | $34,275 |
Long Lived Assets | 15,366 | ' | ' | ' | 14,078 | ' | ' | ' | 15,366 | 14,078 | ' |
United States | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues and long lived assets attributable to geographic areas | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 32,924 | 29,978 | 28,181 |
Long Lived Assets | 11,743 | ' | ' | ' | 10,401 | ' | ' | ' | 11,743 | 10,401 | ' |
Canada | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues and long lived assets attributable to geographic areas | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 9,325 | 7,819 | 6,094 |
Long Lived Assets | $3,623 | ' | ' | ' | $3,677 | ' | ' | ' | $3,623 | $3,677 | ' |