Document and Entity Information
Document and Entity Information Document - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 22, 2017 | Jun. 30, 2016 | |
Document Information [Line Items] | |||
Entity Registrant Name | SUNOCO LOGISTICS PARTNERS L.P. | ||
Entity Central Index Key | 1,161,154 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus (Q1,Q2,Q3,FY) | FY | ||
Trading Symbol | SXL | ||
Amendment Flag | false | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 6.5 | ||
Common Stock [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 322,388,550 | ||
Common Class B [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 9,416,196 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||||
Revenues [Abstract] | ||||||||||||||
Unaffiliated customers | $ 2,788 | $ 2,085 | $ 2,174 | $ 1,668 | $ 2,205 | $ 2,317 | $ 2,996 | $ 2,453 | $ 8,715 | $ 9,971 | $ 17,018 | |||
Affiliates (Note 4) | 129 | 104 | 94 | 109 | 100 | 90 | 206 | 119 | 436 | 515 | 1,070 | |||
Total Revenues | 9,151 | 10,486 | 18,088 | |||||||||||
Costs and Expenses | ||||||||||||||
Cost of products sold | 7,828 | 9,145 | 16,877 | |||||||||||
Operating expenses | 122 | 164 | 172 | |||||||||||
Selling, general and administrative expenses | 110 | 103 | 118 | |||||||||||
Depreciation and amortization expense | 446 | 382 | 296 | |||||||||||
Impairment charge and other matters (Notes 2 and 6) | (27) | (37) | (132) | 26 | 118 | 103 | (100) | 41 | (170) | [1] | 162 | [1] | 258 | [1] |
Total Costs and Expenses | 8,336 | 9,956 | 17,721 | |||||||||||
Operating Income | 202 | 191 | 239 | 183 | 63 | 94 | 307 | 66 | 815 | 530 | 367 | |||
Interest cost to affiliates, net (Note 4) | 2 | 0 | 1 | |||||||||||
Other interest cost and debt expense, net | (270) | (210) | (146) | |||||||||||
Capitalized interest | 111 | 76 | 78 | |||||||||||
Gain on investment in affiliate (Note 3) | 41 | 0 | 0 | |||||||||||
Other income | 37 | 22 | 25 | |||||||||||
Income (Loss) Before Provision for Income Taxes | 736 | 418 | 325 | |||||||||||
Provision for income taxes | (27) | (21) | (25) | |||||||||||
Net Income | 206 | 155 | 202 | 146 | 26 | 57 | 277 | 37 | 709 | [2] | 397 | [2] | 300 | [2] |
Net income attributable to noncontrolling interests | (1) | (1) | 0 | (1) | (1) | (1) | 0 | (1) | (3) | (3) | (9) | |||
Net income attributable to redeemable noncontrolling interests (Note 3) | (1) | 0 | 0 | 0 | 0 | 0 | (1) | 0 | (1) | (1) | 0 | |||
Net Income Attributable to Sunoco Logistics Partners L.P. | 204 | 154 | 202 | 145 | 25 | 56 | 276 | 36 | 705 | 393 | 291 | |||
Less: General Partner's interest | (104) | (101) | (98) | (90) | (83) | (74) | (71) | (60) | (393) | (288) | (181) | |||
Limited Partners’ interest | $ 100 | $ 53 | $ 104 | $ 55 | $ (58) | $ (18) | $ 205 | $ (24) | $ 312 | $ 105 | $ 110 | |||
Net Income attributable to Sunoco Logistics Partners L.P per Limited Partner unit (Note 5): | ||||||||||||||
Basic (in dollars per unit) | $ 0.29 | $ 0.16 | $ 0.34 | $ 0.18 | $ (0.21) | $ (0.07) | $ 0.83 | $ (0.10) | $ 0.98 | $ 0.42 | $ 0.52 | |||
Diluted (in dollars per unit) | $ 0.29 | $ 0.16 | $ 0.34 | $ 0.18 | $ (0.21) | $ (0.07) | $ 0.83 | $ (0.10) | $ 0.98 | $ 0.42 | $ 0.51 | |||
Weighted Average Limited Partners Units Outstanding [Abstract] | ||||||||||||||
Basic (in units) | 304.5 | 250.9 | 212.9 | |||||||||||
Diluted (in units) | 305.4 | 251.7 | 214.1 | |||||||||||
Adjustment to affiliate's pension funded status | $ 0 | $ (1) | $ 1 | |||||||||||
Other Comprehensive Income (Loss) | 0 | (1) | 1 | |||||||||||
Comprehensive Income | 709 | 396 | 301 | |||||||||||
Less: Comprehensive income attributable to noncontrolling interests | (3) | (3) | (9) | |||||||||||
Less: Comprehensive income attributable to redeemable noncontrolling interests | (1) | (1) | 0 | |||||||||||
Comprehensive Income attributable to Sunoco Logistics Partners L.P. | $ 705 | $ 392 | $ 292 | |||||||||||
[1] | Represents non-cash adjustments on the Partnership's crude oil, NGLs and refined products inventories. | |||||||||||||
[2] | Net income includes $39, $24, and $25 million for the years ended December 31, 2016, 2015 and 2014, respectively, of equity income attributable to the equity ownership interest. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 | |||
Assets | |||||
Cash and cash equivalents | $ 41,000,000 | $ 37,000,000 | |||
Accounts receivable, net | 1,555,000,000 | 1,165,000,000 | |||
Accounts receivable, affiliated companies (Note 4) | 44,000,000 | 20,000,000 | |||
Inventories (Note 6) | 934,000,000 | 607,000,000 | |||
Note receivable, affiliated companies (Note 4) | 301,000,000 | 0 | |||
Other current assets | 31,000,000 | 19,000,000 | |||
Total Current Assets | 2,906,000,000 | 1,848,000,000 | |||
Properties, plants and equipment | [1] | 13,551,000,000 | 11,527,000,000 | ||
Less accumulated depreciation and amortization | (1,227,000,000) | (835,000,000) | |||
Properties, plants and equipment, net (Note 7) | 12,324,000,000 | 10,692,000,000 | |||
Investment in affiliates (Note 8) | 952,000,000 | 802,000,000 | |||
Goodwill (Note 9) | 1,609,000,000 | 1,358,000,000 | |||
Intangible assets, net (Note 9) | 977,000,000 | 718,000,000 | |||
Other assets | 81,000,000 | 71,000,000 | |||
Total Assets | 18,849,000,000 | [2] | 15,489,000,000 | [3] | |
Liabilities and Equity | |||||
Accounts payable | 1,750,000,000 | 1,251,000,000 | |||
Accounts payable, affiliated companies (Note 4) | 63,000,000 | 39,000,000 | |||
Accrued liabilities | 287,000,000 | 329,000,000 | |||
Accrued taxes payable (Note 2) | 38,000,000 | 44,000,000 | |||
Total Current Liabilities | 2,138,000,000 | 1,663,000,000 | |||
Long-term debt (Note 10) | 7,313,000,000 | 5,591,000,000 | |||
Other deferred credits and liabilities | 133,000,000 | 125,000,000 | |||
Deferred income taxes (Note 2) | 257,000,000 | 254,000,000 | |||
Total Liabilities | 9,841,000,000 | 7,633,000,000 | |||
Commitments and contingent liabilities (Note 11) | |||||
Redeemable noncontrolling interests (Note 3) | 15,000,000 | 15,000,000 | |||
Redeemable Limited Partners' interests (9,416,196 Class B units outstanding at December 31, 2016 and 2015) (Note 4) | 300,000,000 | 286,000,000 | |||
Equity | |||||
Limited Partners' interests (322,382,267 and 268,849,818 units outstanding at December 31, 2016 and 2015, respectively) | 7,700,000,000 | 6,577,000,000 | |||
General Partner's interest | 960,000,000 | 944,000,000 | |||
Total Sunoco Logistics Partners L.P. equity | 8,660,000,000 | 7,521,000,000 | |||
Noncontrolling interests | 33,000,000 | 34,000,000 | |||
Total Equity | 8,693,000,000 | 7,555,000,000 | |||
Total Liabilities and Equity | $ 18,849,000,000 | $ 15,489,000,000 | |||
[1] | As of December 31, 2016 and 2015, accrued capital expenditures were $249 and $286 million, respectively. | ||||
[2] | Total identifiable assets include the Partnership's unallocated $15 million cash and cash equivalents, $153 million of properties, plants and equipment, net, and $10 million of other assets. | ||||
[3] | Total identifiable assets include the Partnership's unallocated $36 million cash and cash equivalents, $133 million of properties, plants and equipment, net, and $7 million of other assets. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - shares | Dec. 31, 2016 | Dec. 31, 2015 |
Common Stock [Member] | ||
Limited Partners' interests, units outstanding | 322,382,267 | 268,849,818 |
Common Class B [Member] | ||
Limited Partners' interests, units outstanding | 9,416,196 | 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Net Cash Provided by (Used in) Operating Activities [Abstract] | ||||
Net Income | [1] | $ 709 | $ 397 | $ 300 |
Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] | ||||
Depreciation and amortization expense | 446 | 382 | 296 | |
Impairment charge and other matters | [2] | (170) | 162 | 258 |
Gain on investment in affiliate (Note 3) | (41) | 0 | 0 | |
Deferred income tax expense (benefit) | 3 | 5 | (4) | |
Amortization of bond premium | (9) | (13) | (14) | |
Non-cash compensation expense (Note 14) | 23 | 17 | 16 | |
Equity in earnings of unconsolidated affiliates | (39) | (24) | (25) | |
Distributions from unconsolidated affiliates | 25 | 23 | 14 | |
Increase (Decrease) in Operating Capital [Abstract] | ||||
Accounts receivable, net | (397) | 602 | 445 | |
Accounts receivable, affiliated companies | (22) | (11) | 4 | |
Inventories | (149) | (299) | (105) | |
Accounts payable and accrued liabilities | 466 | (667) | (570) | |
Accounts payable, affiliated companies | 23 | 18 | 4 | |
Accrued taxes payable | (6) | (8) | (19) | |
Unrealized (gains) losses on commodity risk management activities | 39 | 4 | (17) | |
Other | (13) | 10 | (17) | |
Net cash provided by operating activities | 888 | 598 | 566 | |
Net Cash Provided by (Used in) Investing Activities [Abstract] | ||||
Capital expenditures | (1,949) | (2,706) | (2,416) | |
Acquisitions (Notes 3 and 8) | (786) | (131) | (433) | |
Change in note receivable, affiliated companies | (301) | 0 | 0 | |
Change in long-term note receivable | (2) | (17) | (17) | |
Net cash used in investing activities | (3,038) | (2,854) | (2,866) | |
Net Cash Provided by (Used in) Financing Activities [Abstract] | ||||
Distributions paid to limited and general partners | (961) | (686) | (468) | |
Distributions paid to noncontrolling interests | (5) | (3) | (4) | |
Contributions from general partner | 0 | 0 | 2 | |
Net proceeds from issuance of limited partner units | 1,388 | 1,519 | 839 | |
Payments of statutory withholding on net issuance of limited partner units under LTIP | (4) | (11) | (9) | |
Repayments under credit facilities | (5,840) | (3,662) | (2,845) | |
Borrowings under credit facilities | 7,200 | 4,039 | 2,795 | |
Net proceeds from issuance of long-term debt | 544 | 991 | 1,976 | |
Repayments of senior notes | (175) | 0 | (175) | |
Advances to affiliated companies, net | 0 | 0 | 239 | |
Contributions attributable to acquisition from affiliate | 7 | 11 | 12 | |
Other | 0 | (6) | 0 | |
Net cash provided by financing activities | 2,154 | 2,192 | 2,362 | |
Net change in cash and cash equivalents | 4 | (64) | 62 | |
Cash and cash equivalents at beginning of period | 37 | 101 | 39 | |
Cash and cash equivalents at end of period | $ 41 | $ 37 | $ 101 | |
[1] | Net income includes $39, $24, and $25 million for the years ended December 31, 2016, 2015 and 2014, respectively, of equity income attributable to the equity ownership interest. | |||
[2] | Represents non-cash adjustments on the Partnership's crude oil, NGLs and refined products inventories. |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) shares in Millions, $ in Millions | Total | General Partner [Member] | Common Stock [Member]Limited Partner [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Noncontrolling Interest [Member] |
Net Income | $ 300 | $ 181 | $ 110 | $ 9 | |
Balance, beginning (in units) at Dec. 31, 2013 | 207.7 | ||||
Balance, beginning at Dec. 31, 2013 | 6,325 | 912 | $ 5,292 | 121 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Adjustment to affiliate's pension funded status | 1 | $ 1 | |||
Total comprehensive income | 301 | 181 | $ 110 | 1 | 9 |
Issuance of limited partner units to the public (in units) | 18 | ||||
Issuance of limited partner units to the public | 841 | 2 | $ 839 | ||
Non-cash compensation expense (in units) | 0.4 | ||||
Non-cash compensation expense | 16 | $ 16 | |||
Distribution equivalent rights | (4) | (4) | |||
Payments of statutory withholding on net issuance of limited partner units under LTIP | (9) | (9) | |||
Distributions | (472) | (166) | (302) | (4) | |
Contributions attributable to acquisition from affiliate | 12 | 12 | |||
Increase attributable to acquisition from affiliate | 54 | 1 | 53 | ||
Acquisition of a noncontrolling interest in consolidated subsidiary | (325) | (5) | (254) | (66) | |
Other | (1) | 0 | $ (1) | 0 | |
Balance, ending (in units) at Dec. 31, 2014 | 226.1 | ||||
Balance, ending at Dec. 31, 2014 | 6,738 | 925 | $ 5,752 | 1 | 60 |
Net Income | 396 | 288 | 105 | 3 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Adjustment to affiliate's pension funded status | (1) | (1) | |||
Total comprehensive income | 396 | ||||
Total comprehensive income | 395 | 288 | $ 105 | (1) | 3 |
Issuance of limited partner units to the public (in units) | 42.3 | ||||
Issuance of limited partner units to the public | 1,519 | 0 | $ 1,519 | ||
Non-cash compensation expense (in units) | 0.4 | ||||
Non-cash compensation expense | 17 | $ 17 | |||
Distribution equivalent rights | (2) | (2) | |||
Payments of statutory withholding on net issuance of limited partner units under LTIP | (11) | (11) | |||
Distributions | (689) | (261) | (425) | (3) | |
Contributions attributable to acquisition from affiliate | 11 | 11 | |||
Acquisition of a noncontrolling interest in consolidated subsidiary | (131) | (2) | (103) | (26) | |
Decrease attributable to issuance of Class B units (Note 4) | (292) | (5) | (287) | 0 | |
Other | 0 | (1) | $ 1 | 0 | |
Balance, ending (in units) at Dec. 31, 2015 | 268.8 | ||||
Balance, ending at Dec. 31, 2015 | 7,555 | 944 | $ 6,577 | 0 | 34 |
Net Income | 708 | 393 | 312 | 3 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Adjustment to affiliate's pension funded status | 0 | ||||
Total comprehensive income | 709 | ||||
Total comprehensive income | 708 | 393 | $ 312 | 0 | 3 |
Issuance of limited partner units to the public (in units) | 53.3 | ||||
Issuance of limited partner units to the public | 1,388 | 0 | $ 1,388 | ||
Non-cash compensation expense (in units) | 0.3 | ||||
Non-cash compensation expense | 23 | $ 23 | |||
Distribution equivalent rights | (5) | (5) | |||
Payments of statutory withholding on net issuance of limited partner units under LTIP | (4) | (4) | |||
Distributions | (965) | (377) | (584) | (4) | |
Contributions attributable to acquisition from affiliate | 7 | 7 | |||
Decrease attributable to issuance of Class B units (Note 4) | (14) | $ (14) | |||
Balance, ending (in units) at Dec. 31, 2016 | 322.4 | ||||
Balance, ending at Dec. 31, 2016 | $ 8,693 | $ 960 | $ 7,700 | $ 0 | $ 33 |
Organization and Basis of Prese
Organization and Basis of Presentation | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation Sunoco Logistics Partners L.P. (the "Partnership" or "SXL") is a publicly traded Delaware limited partnership that owns and operates a logistics business, consisting of a geographically diverse portfolio of integrated pipeline, terminalling, and acquisition and marketing assets which are used to facilitate the purchase and sale of crude oil, natural gas liquids ("NGLs") and refined products. The Partnership conducts its business activities in 37 states located throughout the United States. Sunoco Partners LLC, a Pennsylvania limited liability company and the general partner of the Partnership, is a consolidated subsidiary of Energy Transfer Partners, L.P. ("ETP"), a publicly traded Delaware limited partnership. On November 20, 2016, SXL and its general partner, Sunoco Partners LLC ("SXL GP"), a Pennsylvania limited liability company, entered into an Agreement and Plan of Merger (the "Merger Agreement") with ETP, together with Energy Transfer Partners GP, L.P. ("ETP GP"), a Delaware limited partnership and the general partner of ETP, and, solely for purposes of certain provisions therein, Energy Transfer Equity, L.P. ("ETE"), a Delaware limited partnership and indirect parent entity of ETP, ETP GP, the Partnership and SXL GP. Upon the terms and subject to the conditions set forth in the Merger Agreement, a wholly owned subsidiary of SXL will merge with ETP (the "Merger"), with ETP continuing as the surviving entity and a wholly-owned subsidiary of SXL. Concurrently with the Merger, SXL GP will merge with ETP GP, with ETP GP continuing as the surviving entity and becoming the general partner of SXL. Following the recommendation of the conflicts committee (the "ETP Conflicts Committee") of the board of directors of ETP's managing general partner (the "ETP Board"), the ETP Board approved and agreed to submit the Merger Agreement to a vote of ETP unitholders and to recommend that ETP's unitholders adopt the Merger Agreement. Following the recommendation of the conflicts committee of the board of directors of SXL GP, the board of directors of SXL GP approved the Merger Agreement. The Merger is expected to close in April 2017. Effective at the time of the Merger, all SXL units, 67.1 million common and 9.4 million Class B, currently held by ETP will be retired. The existing incentive distribution right ("IDR") provisions in the SXL Partnership Agreement will continue to be in effect, and ETE will own the IDRs of SXL following the closing of the transaction. As part of this transaction, ETE has agreed to continue to provide all the IDR subsidies that are currently in effect for both SXL and ETP. In addition, the 364-Day credit facility is expected to be terminated and repaid in connection with the Merger. At the effective time of the Merger, each common unit representing a limited partner interest in ETP issued and outstanding or deemed issued and outstanding as of immediately prior to the effective time of the merger will be converted into the right to receive 1.50 common units representing limited partner interests in SXL (the "SXL Common Units") (the "Merger Consideration"). Each Class E Unit of ETP, each Class G Unit of ETP, each Class I Unit of ETP, each Class J Unit of ETP and each Class K Unit of ETP, if any, issued and outstanding or deemed issued and outstanding as of immediately prior to the effective time of the Merger will be converted into the right to receive a corresponding unit in SXL with the same rights, preferences, privileges, powers, duties and obligations as such existing ETP unit had immediately prior to the Merger. The corresponding units in SXL will be issued pursuant to the Fourth Amended and Restated Partnership Agreement of Sunoco Logistics Partners L.P., which will be executed at the effective time. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Summary of Significant Accounting Policies Principles of Consolidation The consolidated financial statements reflect the results of the Partnership and its wholly-owned subsidiaries, including Sunoco Logistics Partners Operations L.P. (the "Operating Partnership"), the proportionate shares of the Partnership's undivided interests in assets, and the accounts of entities in which the Partnership has a controlling financial interest. A controlling financial interest is evidenced by either a voting interest greater than 50 percent or a risk and rewards model that identifies the Partnership or one of its subsidiaries as the primary beneficiary of a variable interest entity. The Partnership currently holds a controlling financial interest in Inland Corporation ("Inland"), Mid-Valley Pipeline Company ("Mid-Valley"), Price River Terminal, LLC ("PRT"), and, effective February 1, 2017, Permian Express Partners LLC ("PEP"), which is a joint venture with ExxonMobil. These entities are reflected as consolidated subsidiaries of the Partnership. Effective November 1, 2016, SunVit Pipeline LLC ("SunVit") became a wholly-owned subsidiary of the Partnership in connection with the acquisition from Vitol Inc. The Partnership is not the primary beneficiary of any variable-interest entities ("VIEs"). All significant intercompany accounts and transactions are eliminated in consolidation and noncontrolling interests in net income and equity are shown separately in the consolidated statements of comprehensive income and balance sheets. Equity ownership interests in joint ventures in which the Partnership does not have a controlling financial interest, but over which the Partnership can exercise significant influence, are accounted for under the equity method of accounting. Use of Estimates The preparation of financial statements in conformity with United States generally accepted accounting principles ("GAAP") requires management to make estimates and assumptions that affect amounts reported in the consolidated financial statements and accompanying notes. Actual amounts could differ from these estimates. Reclassification Certain amounts in the prior years' consolidated financial statements have been reclassified to conform to the current year presentation. The changes did not impact reported net income for any periods presented. New Accounting Pronouncements In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-02, which created Topic 842, Leases, and will supersede the requirements in Topic 840. The objective of ASU 2016-02 is to establish the principles that lessees and lessors shall apply to report useful information to users of financial statements about the amount, timing, and uncertainty of cash flows arising from a lease. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. The Partnership is currently evaluating the impact that it will have on its consolidated financial statements and related disclosures. In May 2014, the FASB codified guidance in ASU 2014-09 related to the recognition of revenue from contracts with customers, and has since released associated clarifying guidance in subsequent periods. The new standards outline the core principle that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration which the entity expects to be entitled in exchange for those goods or services. The guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those reporting periods, with early adoption permitted. The Partnership expects to adopt ASU 2014-09 in the first quarter of 2018 and will apply the cumulative catchup transition method. The Partnership is in the process of evaluating its revenue contracts by segment and fee type to determine the potential impact of adopting the new standards. At this point in the evaluation process, it has been determined that the timing and/or amount of revenue recognized on certain contracts will be impacted by the adoption of the new standard; however, the process of quantifying these impacts is ongoing and an assessment of materiality in relation to the financial statements has not yet been determined. In addition, the Partnership is in the process of implementing appropriate changes to its business processes, systems and controls to support recognition and disclosure under the new standard. The Partnership will continue to monitor for additional authoritative or interpretive guidance related to the new standard as it becomes available, as well as comparing conclusions on specific interpretative issues to other peers in the industry, to the extent that such information is available. Revenue Recognition Pipeline revenues are recognized upon delivery of the barrels to the location designated by the shipper. Acquisition and marketing revenues for crude oil, NGLs and refined products are recognized when title to and risk of loss of the product is transferred to the customer. Terminalling and storage revenues are recognized at the time the services are provided. Revenues are not recognized for exchange transactions, which are entered into primarily to acquire a commodity of a desired quality or to reduce transportation costs by taking delivery closer to the Partnership's end markets. Any net differential for exchange transactions is recorded as an adjustment to cost of products sold in the consolidated statements of comprehensive income. Affiliated revenues are generated from sales of crude oil, NGLs and refined products, as well as pipeline transportation, terminalling and storage services to ETP and its affiliates. Sales of crude oil, NGLs and refined products to affiliated entities are priced using market-based rates. Affiliated entities pay fees for transportation or terminalling services based on the terms and conditions of established agreements or published tariffs. Cash Equivalents The Partnership considers all highly liquid investments with a remaining maturity of three months or less at the time of purchase to be cash equivalents. At December 31, 2016 and 2015, cash equivalents consisted of time deposits and money market investments. Accounts Receivable, Net Accounts receivable represent valid claims against non-affiliated customers (see Note 4 for affiliated receivables) for products sold or services rendered. The Partnership extends credit terms to certain customers after review of various credit indicators, including the customers' credit ratings. Outstanding customer receivable balances are regularly reviewed for possible non-payment indicators and reserves are recorded for doubtful accounts based upon management's expectations regarding collectability. Actual receivable balances are charged against the reserve when all collection efforts have been exhausted. Inventories Inventories are valued at the lower of cost or market. Crude oil, NGLs and refined products inventory costs have been determined using the last-in, first-out method ("LIFO"). Under this methodology, the cost of products sold consists of the actual acquisition costs of the Partnership, which include transportation and storage costs. Such costs are adjusted to reflect increases or decreases in inventory quantities, which are valued based on the changes in the LIFO inventory layers. The cost of materials, supplies and other inventories is principally determined using the average-cost method. During the periods ended December 31, 2016, 2015 and 2014, a lower of cost or market ("LCM") adjustment was applied, as necessary, to the Partnership's crude oil, NGLs and refined products inventories due to changes in commodity prices. Adjustments are calculated based upon current replacement costs. See Notes 6 and 18 for additional information on the LCM reserves and their impact to the Partnership's net income. Properties, Plants and Equipment Properties, plants and equipment are stated at cost. Additions to properties, plants and equipment, including replacements and improvements, are recorded at cost. Repair and maintenance expenditures are charged to expense as incurred. Depreciation is determined principally using the straight-line method based on the estimated useful lives of the related assets. For certain interstate pipelines, the depreciation rate is applied to the net asset value based on the Federal Energy Regulatory Commission's ("FERC") requirements, which approximates the estimated useful lives of the related assets. Capitalized Interest The Partnership capitalizes interest incurred on funds borrowed for certain capital projects and contributions to joint venture interests during periods in which construction activities are in progress to bring those projects to their intended use. Investment in Affiliates Investment in affiliates, which consist of joint ventures in which the Partnership does not have a controlling financial interest, but over which the Partnership can exercise significant influence, are accounted for under the equity method of accounting. Under this method, an investment is carried at cost, adjusted for the equity in income (loss), reduced for dividends received and adjusted for changes in accumulated other comprehensive income (loss). Income recognized from the Partnership's joint venture interests is presented within other income in the consolidated statements of comprehensive income. The Partnership allocates the excess of its investment cost over its equity in the net assets of affiliates to the underlying tangible and intangible assets of the joint ventures. Other than land and indefinite-lived intangible assets, all amounts allocated, principally to pipeline and related assets, are amortized using the straight-line method over their estimated useful life of 40 years . The amortization of these amounts is also presented within other income in the consolidated statements of comprehensive income. Acquisitions The Partnership records third-party business combinations at their estimated fair values as of the date of acquisition. Any excess of consideration transferred plus the fair value of noncontrolling interest over the estimated fair value of the net assets acquired is recorded as goodwill. To the extent the estimated fair value of the net assets acquired exceeds the purchase price plus the fair value of the noncontrolling interest, a gain is recorded in results of current operations. The results of operations of acquired businesses are included in the Partnership's results from the dates of acquisition. Assets acquired and liabilities assumed include tangible and intangible assets, and contingent assets and liabilities. The estimated fair values of these assets and liabilities are determined based on observable inputs such as quoted market prices, information from comparable transactions, offers made by other prospective acquirers in the cases where the Partnership has certain rights to acquire additional interests in existing investments, and the replacement cost of assets in the same condition or stage of usefulness; or on unobservable inputs such as expected future cash flows or internally developed estimates of value. The Partnership's fair value measurements are classified within the fair value hierarchy established by GAAP based on the lowest level (least observable) input that is significant to the measurement in its entirety. Assets acquired and liabilities assumed in connection with acquisitions from entities under common control are recorded by the Partnership at the common control entity's net carrying value. The Partnership records any difference between the consideration paid and the carrying value of the net assets and liabilities as a distribution from, or contribution to, redeemable limited partner interests or equity, as applicable. The Partnership's asset acquisitions are recorded at the purchase price, which is allocated to the acquired assets and assumed liabilities based on their relative estimated fair values. See Note 3 for additional information concerning the Partnership's recent acquisitions. Impairment of Long-Lived Assets Long-lived assets, other than those held for sale, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. An asset is considered to be impaired when the undiscounted estimated net cash flows expected to be generated by the asset are less than its carrying amount. The impairment recognized is the amount by which the carrying amount exceeds the estimated fair value of the impaired asset. Long-lived assets held for sale are recorded at the lower of their carrying amount or estimated fair value less cost to sell the assets. Goodwill Goodwill, which represents the excess of the purchase price in a business combination over the fair value of net assets acquired, is tested for impairment annually in the fourth quarter, or more often if events or changes in circumstances indicate that the carrying value of goodwill may exceed its estimated fair value. The Partnership's general partner was acquired and became a consolidated subsidiary of ETP in the fourth quarter 2012. In connection with the acquisition, the Partnership elected to apply "push-down accounting" which required the Partnership's assets and liabilities to be adjusted to fair value on the closing date of the acquisition, which included an increase to the Partnership's goodwill balance of approximately $ 1.3 billion. Management's process for evaluating goodwill for impairment involves estimating the fair value of the Partnership's reporting units that include goodwill. Inherent in estimating fair value for each reporting unit are certain judgments and estimates relating the market multiples for comparable businesses, management's interpretation of current economic indicators, and market conditions and assumptions about the Partnership's strategic plans with regards to its operations. To the extent additional information arises, market conditions change or the Partnership's strategies change, it is possible the conclusion regarding whether the goodwill is impaired could change and result in future goodwill impairment charges. During the fourth quarter 2015, the Partnership realigned its reporting segments and, in accordance with accounting guidance, was required to test its goodwill balance for impairment both before and after the change in its reportable segments. Due to volatility within the energy markets, the Partnership utilized the assistance of a third party valuation firm to develop models to estimate the fair value of each of its reporting units that contain goodwill. The fair value of the reporting units was estimated using a combination of discounted cash flow and market multiple methodologies. Under the discounted cash flow methodology, fair value was estimated using the present value of Management's projected cash flows for each reporting unit which was calculated using the expected return a market participant would require for each reporting unit. Under the market multiple methodology, a selection of peer group companies, which are similar from an operational or industry perspective, were considered in estimating market multiples. These multiples were applied to Management's projected Adjusted EBITDA in order to estimate fair value. For the 2015 impairment test, the fair value of the Partnership's legacy Crude Oil Acquisition and Marketing segment was determined to be approximately 3 percent less than its carrying value. In accordance with accounting guidance, a second test was performed to estimate the fair value of the reporting unit's assets and liabilities, which included determining an implied goodwill value. The Partnership performed the second test and determined that the implied fair value of the Crude Oil Acquisition and Marketing segment's goodwill exceeded its current carrying value. See Note 9 for additional information on the Partnership's goodwill balance. Intangible Assets The Partnership has acquired intangible assets, such as customer relationships and patents related to butane blending technology. The value assigned to these intangible assets is amortized on a straight-line basis over their respective economic lives through depreciation and amortization expense in the consolidated statements of comprehensive income. Environmental Remediation The Partnership accrues environmental remediation costs for work at identified sites where an assessment has indicated that cleanup costs are probable and reasonably estimable. Such accruals are undiscounted and are based on currently available information, estimated timing of remedial actions and related inflation assumptions, existing technology and presently enacted laws and regulations. If a range of probable environmental cleanup costs exists for an identified site, the minimum of the range is accrued unless some other point or points in the range are more likely, in which case the most likely amount in this range is accrued. Income Taxes The Partnership is not a taxable entity for U.S. federal income tax purposes, or for the majority of states that impose income taxes. Rather, income taxes are generally assessed at the partner level. There are some states in which the Partnership operates where it is subject to state and local income taxes. Substantially all of the income tax amounts reflected in the Partnership's consolidated financial statements are related to the operations of Inland, Mid-Valley and West Texas Gulf Pipe Line Company ("West Texas Gulf"), all of which are subject to income taxes for federal and state purposes at the corporate level. The effective tax rates for these entities approximate the federal statutory rate of 35 percent . The Partnership recognizes a tax benefit from uncertain positions only if it is more likely than not that the position is sustainable, based solely on its technical merits and consideration of the relevant taxing authorities' widely understood administrative practices and precedents. The tax benefits recognized from such positions are measured based on the largest benefit that has a greater than 50 percent likelihood of being realized upon settlement. The following table presents the components of income tax expense for the periods presented: Year Ended December 31, 2016 2015 2014 (in millions) Federal Current $ 22 $ 15 $ 24 Deferred 2 6 (5 ) State Current 4 — 6 Deferred (1 ) — — Total income tax expense $ 27 $ 21 $ 25 The income taxes paid by Inland, Mid-Valley, and West Texas Gulf approximated current income tax expense for each year presented. In taxable jurisdictions, the Partnership records deferred income taxes on all significant temporary differences between the book basis and the tax basis of assets and liabilities. At December 31, 2016 and 2015, the Partnership had $ 257 and $ 254 million, respectively, of net deferred tax liability derived principally from the difference in the book and tax bases of properties, plants and equipment associated with Inland, Mid-Valley, and West Texas Gulf. Long-Term Incentive Plan The Partnership accounts for the compensation cost associated with all unit-based payment awards at grant-date fair value and reports the related expense within operating expenses and selling, general and administrative expenses in the consolidated statements of comprehensive income. Unit-based compensation cost for all outstanding awards of restricted units is based on the grant date market price of the underlying unit. The Partnership recognizes unit-based compensation expense on a straight-line basis over the requisite service period. In accordance with the terms of certain awards, the recognition of compensation expense is accelerated for participants who become retirement-eligible during the applicable vesting period. Asset Retirement Obligations Asset retirement obligations ("AROs") represent the fair value of expected liabilities related to the future retirement of long-lived assets and are recorded at the time in which a legal obligation is incurred. A corresponding asset is recorded concurrently and is depreciated over the anticipated active life of the related long-lived asset. The value of the ARO is determined based on estimates and assumptions regarding ongoing maintenance and repair, asset repurposing costs, disposal costs and associated contractual obligations related to the Partnership's pipelines, terminal facilities, storage tanks, truck and leased assets. The Partnership bases these estimates on historical and budgeted costs, future inflation rates and credit-adjusted risk-free interest rates. These fair value assessments are considered to be level 3 measurements, as they are based on both observable and unobservable inputs. The Partnership's consolidated balance sheets include AROs as a component of other deferred credits and liabilities of $ 88 million at December 31, 2016 and 2015. The Partnership believes it may have additional asset retirement obligations related to its pipeline assets and storage tanks for which it is not possible to estimate whether or when the retirement obligations will be settled. Consequently, these retirement obligations cannot be measured at this time. Fair Value Measurements The Partnership determines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Partnership utilizes valuation techniques that maximize the use of observable inputs (levels 1 and 2) and minimize the use of unobservable inputs (level 3) within the fair value hierarchy established by the FASB. Where quoted pricing is not available, the Partnership utilizes a "market" or "income" approach to determine fair value. This method uses pricing and other information related to market transactions for identical or comparable assets and liabilities. Assets and liabilities are classified within the fair value hierarchy based on the lowest level (least observable) input that is significant to the measurement in its entirety. Lease Accounting The Partnership accounts for arrangements that convey the right to use property, plant or equipment for a stated period of time as leases. Whether an arrangement contains a lease is determined at inception of the arrangement based on all of the facts and circumstances. The Partnership reassesses whether an arrangement contains a lease after the inception of the arrangement only if (a) there is a change in the contractual terms, (b) a renewal option is exercised or an extension is agreed to by the parties to the arrangement, (c) there is a change in the determination of whether or not fulfillment is dependent on specified property, plant, or equipment, or (d) there is a substantial physical change to the specified property, plant, or equipment. The Partnership continually analyzes its new and existing arrangements to evaluate whether they contain leases. Revenue or expense from arrangements where the Partnership is the lessor or lessee, respectively, is recognized ratably over the term of the underlying arrangement. Net Income Attributable to Sunoco Logistics Partners L.P. per Limited Partner Unit The Partnership uses the two-class method to determine basic and diluted earnings per unit. The two-class method is an earnings allocation formula that determines the earnings for each class of equity ownership and participating security according to distributions declared and participation rights in undistributed earnings. The Partnership calculates basic and diluted net income attributable to Sunoco Logistics Partners L.P. ("net income attributable to SXL") per limited partner unit by dividing net income attributable to SXL, after deducting the amounts allocated to the general partner's interest and incentive distribution rights ("IDRs"), by the weighted average number of limited partner units and Class B units outstanding during the period. IDRs in a master limited partnership are treated as participating securities for the purpose of computing net income attributable to limited partner units. The general partner holds all of the IDRs. In addition, when earnings differ from cash distributions, undistributed or over distributed earnings are to be allocated to the general partner, limited partners and Class B unitholders based on the contractual terms of the partnership agreement. See Note 4 for additional information on the terms of the Class B units. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions A key component of the Partnership's primary business strategy is to pursue strategic and accretive acquisitions that complement its existing asset base. The Partnership completed the following acquisitions during the years ended December 31, 2016, 2015 and 2014: • In November 2016, the Partnership completed an acquisition from Vitol Inc. ("Vitol") of an integrated crude oil business in West Texas for $ 760 million plus working capital. The acquisition provides the Partnership with an approximately 2 million barrel crude oil terminal in Midland, Texas, a crude oil gathering and mainline pipeline system in the Midland Basin, including a significant acreage dedication from an investment-grade Permian producer, and crude oil inventories related to Vitol crude oil purchasing and marketing business in West Texas. The acquisition also included the purchase of a 50 percent interest in the SunVit Pipeline LLC ("SunVit"), which resulted in the entity becoming a wholly-owned subsidiary of the Partnership. SunVit, which was renamed Permian Express Terminal LLC ("PET") in the fourth quarter 2016, connects the Midland terminal to the Partnership's Permian Express 2 pipeline, a key takeaway to bring Permian crude oil to multiple markets. The acquisition is included in the Crude Oil segment. The $ 769 million purchase price, net of cash received, consisted primarily of the following preliminary fair value allocations: net working capital ($ 13 million) largely attributable to inventory and receivables; properties, plants and equipment ($ 286 million) primarily related to pipeline and terminalling assets; intangible assets ($ 313 million) attributable to customer relationships; and an increase to goodwill ($ 251 million). The consolidation of SunVit resulted in a $ 41 million gain which represented the difference between the carrying value of the Partnership's previously held equity interest and the fair value on the date of acquisition. • In August 2016 and March 2014, the Partnership acquired additional ownership interests in the Explorer Pipeline Company ("Explorer") for $ 17 and $ 42 million, respectively, which increased the total ownership interest from 9.4 to 15.0 percent. The equity-method investment continues to be reported within the Refined Products segment. • In December 2014, the Partnership acquired an additional 28.3 percent ownership interest in West Texas Gulf from Chevron Pipe Line Company for $ 325 million, increasing the Partnership's controlling financial interest to 88.6 percent. In January 2015, the Partnership acquired the remaining noncontrolling ownership interest in West Texas Gulf for $ 131 million. As these transactions represented the acquisition of ownership interest in a consolidated subsidiary, noncontrolling interest and partners' equity were reduced by $ 92 and $ 364 million, respectively, in accordance with applicable accounting guidance. West Texas Gulf is reflected as a consolidated subsidiary within the Crude Oil segment. • In the second quarter 2014, the Partnership acquired a crude oil purchasing and marketing business from EDF Trading North America, LLC ("EDF"). The purchase consisted of a crude oil acquisition and marketing business and related assets which handle 20 thousand barrels per day. The acquisition also included a promissory note that was convertible to an equity interest in a rail facility (see below). The acquisition is included in the Crude Oil segment. • In the second quarter 2014, the Partnership acquired a 55 percent economic and voting interest in PRT, a rail facility in Wellington, Utah. As the Partnership acquired a controlling financial interest in PRT, the entity is reflected as a consolidated subsidiary of the Partnership from the acquisition date and is included in the Crude Oil segment. The terms of the acquisition provide PRT's noncontrolling interest holders the option to sell their interests to the Partnership at a price defined in the purchase agreement. As a result, the noncontrolling interests attributable to PRT are excluded from the Partnership's total equity and are instead reflected as redeemable interests in the consolidated balance sheet. The $ 65 million purchase price for the EDF and PRT acquisitions (net of cash received) consisted primarily of net working capital largely attributable to inventory ($ 24 million), properties, plants and equipment ($ 14 million), and intangible assets ($ 28 million). These fair value allocations also resulted in an increase to goodwill ($ 12 million) and redeemable noncontrolling interests ($ 15 million). No pro forma information has been presented as the impact of the acquisitions during 2016, 2015 and 2014 was not material in relation to the Partnership's consolidated results of operations or financial position. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Acquisition of Sunoco The Partnership has various operating and administrative agreements with ETP and its affiliates, including the agreements described below. ETP and its affiliates perform the administrative functions defined in such agreements on the Partnership's behalf. Service and Commodity Sales Agreements The Partnership is party to various agreements with ETP and its affiliates to provide pipeline, terminalling and storage services, in addition to agreements for the purchase and sale of crude oil, NGLs and refined products. This activity is reflected in affiliated revenues in the consolidated statements of comprehensive income. The Partnership is party to the following commercial agreements with its affiliated entities: • Pipeline Operator Agreement: The Partnership has agreements with certain of its joint venture interests to serve as operators of their respective pipeline systems. The agreements include a specified management fee and have either a defined termination date or are able to be terminated by both parties in certain cases. • Refined Products Terminal Services Agreement: The Partnership has a five -year refined products terminal services agreement with Sunoco under which Sunoco may throughput refined products at the Partnership's terminals. The agreement contains no minimum throughput obligations for Sunoco. The agreement runs through February 2017. • Fort Mifflin Terminal Services Agreement: The Partnership has an agreement with Philadelphia Energy Solutions ("PES") relating to the Fort Mifflin terminal complex. Under this agreement, PES will deliver an average of 300 thousand barrels per day of crude oil and refined products per contract year at the Fort Mifflin facility. PES does not have exclusive use of the Fort Mifflin terminal complex; however, the Partnership is obligated to provide the necessary tanks, marine docks and pipelines for PES to meet its minimum requirements under the agreement. The Partnership executed the ten -year agreement with PES in September 2012. The Partnership had a previous agreement with Sunoco, with terms similar to those contained in the agreement with PES. These agreements also provide PES with the option to purchase the Fort Mifflin and Belmont terminals if certain triggering events occur, including a sale of substantially all of the assets or operations of the Philadelphia refinery, an initial public offering, or a public debt filing of more than $ 200 million. The purchase price for each facility would be established based on a fair value amount determined by designated third parties. • Inter-Refinery Pipeline Lease: In September 2012, Sunoco assigned its lease for the use of the Partnership's inter-refinery pipelines between the Philadelphia refinery and the Marcus Hook Industrial Complex to PES. Under the twenty-year lease agreement which expires in February 2022, PES leases the inter-refinery pipelines for an annual fee which escalates at 1.67 percent each January 1 for the term of the agreement. The lease agreement also requires PES to reimburse the Partnership for any non-routine maintenance expenditures, as defined, incurred during the term of the agreement. There were no material reimbursements under this agreement during the years 2014 through 2016. • Marcus Hook Industrial Complex Storage and Terminalling Services: In connection with the 2013 acquisition of the Marcus Hook Industrial Complex, the Partnership assumed an agreement to provide butane storage and terminal services to PES at the facility. The 10 year agreement extends through September 2022. • Refined Products Storage Agreements: The Partnership has agreements with an affiliated entity to utilize storage services at the Mont Belvieu, Texas and Hattiesburg, Mississippi terminal locations. The agreements run through November 2018. • Purchase and Sale Agreements: The Partnership has agreements for the purchase and sale of crude oil, NGLs and refined products with affiliated entities. These agreements are negotiated at market-based rates, do not extend beyond 2017, and can be terminated by either party in certain cases. • Terminalling Services: The Partnership has agreements with affiliates for the use of its terminal assets, as well as its use of an affiliated terminal asset to facilitate the Partnership's acquisition and marketing activities. The agreements are based on market terms and negotiated based on the respective term. These agreements vary in duration and can be terminated by either party in certain cases. • Pipeline Agreements: The Partnership has agreements with affiliated parties to utilize its pipelines to supply their business needs. All pipeline movements are on the same terms that would be available to unaffiliated customers under similar terms and are based on published tariff rates on the respective pipeline. Advances to/from Affiliate The Partnership previously participated in Sunoco's centralized cash management program pursuant to a treasury services agreement. Under the program, the Partnership's cash receipts and cash disbursements were processed, together with those of Sunoco and its other subsidiaries, through Sunoco's cash accounts with a corresponding credit or charge to an affiliated account. The Partnership established separate cash accounts in the fourth quarter 2013, and ceased participation in Sunoco's cash management program in 2014. Administrative Services The Partnership has no employees. The operations of the Partnership are carried out by employees of the general partner. The Partnership reimburses the general partner and its affiliates for certain costs and other direct expenses incurred on the Partnership's behalf. These costs may be increased if the acquisition or construction of new assets or businesses requires an increase in the level of services received by the Partnership. Additional general and administrative costs incurred are paid directly by the Partnership. Under the Omnibus Agreement, the Partnership pays ETP an annual administrative fee that includes expenses incurred by ETP and its affiliates to perform certain centralized corporate functions, such as legal, accounting, engineering, information technology, insurance, utilities expense, office space rental, and other corporate services, including the administration of employee benefit plans. The costs may be increased if the acquisition or construction of new assets or businesses requires an increase in the level of general and administrative services received by the Partnership. These fees do not include the costs of shared insurance programs (which are allocated to the Partnership based upon its share of the cash premiums incurred), the salaries of pipeline and terminal personnel or other employees of the general partner, or the cost of their employee benefits. The amounts incurred in connection with the centralized corporate functions and shared insurance costs were not material to the Partnership's results of operations during the three year period ended December 31, 2016. The Partnership participates in various employee benefit plans with ETP and its affiliates, including employee and retiree medical, dental and life insurance plans, defined contribution 401(k) plans, incentive compensation plans and other such benefits. The total expense of benefit plan participation was $ 61 , $ 54 , and $45 million for the years ended December 31, 2016, 2015 and 2014, respectively. These expenses are reflected in operating expenses and selling, general and administrative expenses in the consolidated statements of comprehensive income. Affiliated Revenues and Accounts Receivable, Affiliated Companies The Partnership is party to various agreements with ETP and its affiliates to supply crude oil, NGLs and refined products, as well as to provide pipeline and terminalling services. Affiliated revenues in the consolidated statements of comprehensive income consist of revenues from ETP and its affiliated entities related to sales of crude oil, NGLs and refined products, and services, including pipeline transportation, terminalling, storage and blending. Note Receivable, Affiliated Companies See Note 8 for additional information related to the note receivable in connection with the Bakken Pipeline project. Investments in Affiliates See Note 8 for additional information related to the Partnership's participation in the Bayou Bridge and Bakken pipeline projects. Issuance of Redeemable Limited Partners' Interests In October 2015, the Partnership issued 9.4 million Class B units to ETP in conjunction with the purchase of a 30 percent ownership interest in the Bakken pipeline. The Class B units represent a new class of limited partner interests in the Partnership which are not entitled to receive quarterly distributions that are made on the Partnership's common units, but are otherwise entitled to share in earnings pro-rata with common units. The Class B units will automatically convert to common units on a one-for-one basis in the third quarter 2017. ETP can exercise a put right during the third quarter 2017, effective prior to the one-for-one conversion date, for the greater of $ 313.5 million or the fair market value of the units, as defined in the unitholder agreement. As a result of the available put option, the amount attributable to the Class B units is excluded from total equity and instead reflected as redeemable interests in the Partnership's consolidated balance sheet. However, the Class B units will be retired without exercise if the Merger is approved (see Note 1 for additional information). Contributions Attributable to Acquisition from Affiliate In the fourth quarter 2014, the Partnership acquired land at Eagle Point from Sunoco under a purchase option embedded in an existing lease. As a transaction between entities under common control, the land was recorded at Sunoco's historical carrying value, resulting in an increase to equity of $ 54 million. Capital Contributions In July 2014, the Partnership agreement was amended to remove the obligation of the general partner to make capital contributions upon the issuance of limited partner units to retain a two percent interest. Prior to this amendment, the general partner contributed $ 2 million primarily related to the Partnership's issuance of limited partner units under its at-the-market equity offering program ("ATM" program) in 2014. The general partner did not make any capital contributions to the Partnership in 2015 or 2016. |
Net Income Attributable to Suno
Net Income Attributable to Sunoco Logistics Partners L.P. per Limited Partner Unit | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Income Attributable to Sunoco Logistics Partners L.P. per Limited Partner Unit | Net Income Attributable to Sunoco Logistics Partners L.P. per Limited Partner Unit The general partner's interest in net income attributable to SXL consists of its general partner interest and "incentive distributions," which are increasing percentages, up to 50 percent of quarterly distributions in excess of $0.0833 per limited partner unit (Note 13). The general partner was allocated net income attributable to SXL of $ 393 million (representing 56 percent of total net income attributable to SXL) for the year ended December 31, 2016; $ 288 million (representing 73 percent of total net income attributable to SXL) for the year ended December 31, 2015; $181 million (representing 62 percent of total net income attributable to SXL) for the year ended December 31, 2014. Diluted net income attributable to SXL per limited partner unit is calculated by dividing the limited partners' interest in net income attributable to SXL by the sum of the weighted average number of limited partner and Class B units outstanding, and the dilutive effect of incentive unit awards (Note 14). For the year ended December 31, 2016, net income attributable to SXL was reduced by $ 14 million in determining earnings per limited partner unit as a result of the Class B units, which are reflected as redeemable limited partner interests in the consolidated balance sheet. The following table sets forth the reconciliation of the weighted average number of limited partner and Class B units used to compute basic net income attributable to SXL per limited partner unit to those used to compute diluted net income attributable to SXL per limited partner unit for the periods presented: Year Ended December 31, 2016 2015 2014 (in millions) Weighted average number of units outstanding—basic 304.5 250.9 212.9 Add effect of dilutive incentive awards 0.9 0.8 1.2 Weighted average number of units—diluted 305.4 251.7 214.1 |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories The components of inventories are as follows: December 31, 2016 2015 (in millions) Crude oil $ 683 $ 424 NGLs 126 83 Refined products 110 83 Refined products additives 3 3 Materials, supplies and other 12 14 Total Inventories $ 934 $ 607 The Partnership's lower of cost or market ("LCM") reserves totaled $ 233 and $ 17 million at December 31, 2016 on its crude oil and NGLs inventories, respectively. At December 31, 2015, the LCM reserves totaled $ 381 , $ 37 , and $ 2 million on the Partnership's crude oil, NGLs and refined products inventories, respectively. See Note 18 for additional information on the LCM adjustments related to the Partnership's LIFO inventory balances, which are reported as impairment charge and other matters within the consolidated statement of comprehensive income. |
Properties, Plants and Equipmen
Properties, Plants and Equipment | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Properties, Plants and Equipment | Properties, Plants and Equipment The components of net properties, plants and equipment are as follows: December 31, Estimated Useful Lives 2016 2015 (in years) (in millions) Land and land improvements (including rights-of-way) (1) — $ 1,357 $ 1,286 Pipelines and related assets 16 - 39 6,348 5,634 Terminals and storage facilities 20 - 41 2,905 2,294 Buildings and improvements 25 - 32 544 509 Other 3 - 20 185 177 Construction-in-progress 2,212 1,627 Total properties, plants and equipment (2) 13,551 11,527 Less: Accumulated depreciation and amortization (1,227 ) (835 ) Total properties, plants and equipment, net $ 12,324 $ 10,692 (1) As of December 31, 2016 and 2015, the Partnership had rights-of-way with a book value of $ 1.1 billion. (2) As of December 31, 2016 and 2015, accrued capital expenditures were $ 249 and $ 286 million, respectively. |
Investment in Affiliates
Investment in Affiliates | 12 Months Ended |
Dec. 31, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investment in Affiliates | Investment in Affiliates The Partnership's ownership percentages in equity ownership interests as of December 31, 2016 and 2015 were as follows: December 31, 2016 2015 Explorer Pipeline Company 15.0% 13.3% Yellowstone Pipe Line Company 14.0% 14.0% West Shore Pipe Line Company 17.1% 17.1% Wolverine Pipe Line Company 31.5% 31.5% Bayview Refining Company, LLC 49.0% 49.0% Permian Express Terminal LLC (formerly known as SunVit Pipeline LLC) (1) 100.0% 50.0% Bayou Bridge Pipeline LLC 30.0% 30.0% Bakken Holdings Company LLC ("Bakken HoldCo") (2) 40.0% 40.0% (1) Effective November 1, 2016, SunVit Pipeline LLC became a wholly-owned, consolidated subsidiary of the Partnership, and was subsequently renamed Permian Express Terminal LLC in December 2016. (2) The investment in Bakken HoldCo provides the Partnership with a 30 percent overall ownership interest in the Bakken pipeline project through its ownership in the subsidiary companies which will operate the pipeline system. Explorer Pipeline Company In the third quarter 2016, the Partnership purchased an additional 1.7 percent ownership interest in Explorer from EXPL Pipeline Investment LLC for $ 17 million, increasing the Partnership's ownership interest to 15.0 percent . Explorer owns a refined products pipeline running from the Gulf Coast of the United States to the Chicago, Illinois area. The investment continues to be accounted for as an equity method investment within the Partnership's Refined Products segment. Permian Express Terminal In November 2016, the Partnership acquired an additional 50 percent interest in SunVit from Vitol, which increased the Partnership's overall ownership of SunVit to 100 percent . In December 2016, the Partnership renamed the SunVit pipeline to Permian Express Terminal LLC ("PET"). See Note 3 for additional information on the acquisition from Vitol. Bayou Bridge Pipeline In July 2015, the Partnership entered into an agreement with ETP and Phillips 66 to participate in the Bayou Bridge Pipeline project. The Partnership obtained a 30 percent economic interest in the project which is a consolidated subsidiary of ETP. The project consists of a newly constructed pipeline that will deliver crude oil from Nederland, Texas to refinery markets in Louisiana. Commercial operations from Nederland, Texas to Lake Charles, Louisiana commenced in the second quarter 2016, with continued progress on an extension of the pipeline segment to St. James, Louisiana, which is expected commence operations in the fourth quarter 2017. The Partnership is the operator of the pipeline and continues to fund its proportionate share of the cost of the project, which is accounted for as an equity method investment within the Partnership's Crude Oil segment. Bakken Pipeline In October 2015, the Partnership finalized its participation in the Bakken pipeline project with ETP and Phillips 66. The Partnership obtained a 30 percent economic interest in the project which is a consolidated subsidiary of ETP. The project consists of existing and newly constructed pipelines that are expected to provide aggregate takeaway capacity of approximately 450 thousand barrels per day of crude oil from the Bakken/Three Forks production area in North Dakota to key refinery and terminalling hubs in the midwest and Gulf Coast, including the Partnership's Nederland terminal. The ultimate takeaway capacity target for the project is 570 thousand barrels per day. The Partnership expects to reach agreement to become the operator of the pipeline system, which is expected to begin commercial operations in the second quarter 2017. In exchange for its 30 percent economic interest in the project, the Partnership issued 9.4 million Class B units to ETP, representing limited partner interests in the Partnership, and paid $ 382 million in cash representing the Partnership's proportionate share of contributions at the time of closing. Since the interest in the project was acquired from a related party, the Partnership's investment was recorded at ETP's historical carrying value. The Partnership's investment in the Bakken Pipeline project is reflected as an equity method investment within the Crude Oil segment. See Note 4 for additional information on the issuance of the Class B units. In August 2016, ETP, Sunoco Logistics and Phillips 66 established a $ 2.5 billion credit facility to provide substantially all of the remaining capital necessary to complete the project. Borrowings under the credit facility are secured by all assets of the Bakken entities, as well as the ownership interests maintained by the joint partners. The facility was limited to $ 1.1 billion in borrowings until attainment of certain closing conditions, which were met in February 2017. At December 31, 2016, $ 1.1 billion was outstanding under the Bakken credit facility. The joint partners agreed to provide the Bakken entities with a short-term loan until the full capacity of the $ 2.5 billion credit facility was available. The loan was made by the partners in proportion to their respective ownership interests. The outstanding balance of the note receivable due to the Partnership by the Bakken entities at December 31, 2016 was $ 301 million and was repaid in February 2017. In February 2017, the Partnership and ETP completed the sale of 49 percent of their respective interests in the Bakken Pipeline project for $ 2.0 billion to MarEn Bakken Company LLC, an entity jointly owned by MPLX LP and Enbridge Energy Partners, L.P. The Partnership received $ 800 million for its interest. The carrying amount of the Partnership's investment in the Bakken Pipeline project was $ 639 million at December 31, 2016. As a result of the sale, the Partnership's ownership interest in the Bakken Pipeline project is 15.3 percent . At December 31, 2016, the Partnership's investments in Explorer Pipeline Company, Yellowstone Pipe Line Company, West Shore Pipe Line Company and Wolverine Pipe Line Company included net excess investment amounts of $ 135 million. The excess investment is the difference between the investment balances and the Partnership's equity in the net assets of the entities. The Partnership has not provided additional financial support to any of these joint ventures during the 2014 through 2016 periods. The Partnership had $ 63 million of undistributed earnings from its investments in joint ventures within equity at December 31, 2016. During the years ended December 31, 2016, 2015 and 2014, the Partnership recorded equity income of $ 39 , $ 24 , and $ 25 million, respectively, and received dividends of $ 25 , $ 23 , and $ 14 million, respectively, from its investments in joint ventures. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill Goodwill, which represents the excess of the purchase price in a business combination over the fair value of net assets acquired, is tested for impairment annually in the fourth quarter, or more often if events or changes in circumstances indicate that the carrying value of goodwill may exceed its estimated fair value. The Partnership's goodwill balance at December 31, 2016 and 2015 was $ 1,609 and $1,358 million, respectively. The $ 251 million increase in the Partnership's goodwill balance resulted from the Partnership's November 2016 acquisition from Vitol (Note 3). There were no goodwill impairments recorded during the 2014 through 2016 period. In connection with the change in the Partnership's reporting segments in the fourth quarter 2015, goodwill was reassigned to the new reporting segments. The Partnership's legacy Crude Oil Pipelines, Crude Oil Acquisition and Marketing, and Terminal Facilities segments included goodwill of $ 200 , $ 557 , and $ 601 million, respectively. The goodwill related to the legacy Crude Oil Pipelines and Crude Oil Acquisition and Marketing segments was combined under the Partnership's new segment alignment, while the goodwill related to the legacy Terminal Facilities segment was allocated to the new segments based on a relative fair value basis. Subsequent to the realignment of its reporting segments, the Partnership's Crude Oil, Natural Gas Liquids, and Refined Products segments include goodwill of $ 912 , $ 357 , and $ 89 million, respectively, at December 31, 2015. The Partnership will continue to monitor the volatility in the energy markets and the impact it could have on the estimated fair value of its reporting segments. It is possible that continued negative volatility within these markets could change the Partnership's conclusion regarding whether goodwill is impaired. Identifiable Intangible Assets The Partnership's identifiable intangible assets are comprised of customer relationships and patented technology associated with the Partnership's butane blending services. The values assigned to these intangible assets are amortized to earnings using a straight-line approach, over a weighted average amortization period of approximately 17 years . Amortization expense related to these intangibles was $ 54 , $52 , and $52 million for the years ended December 31, 2016, 2015 and 2014, respectively. The $ 313 million increase in the Partnership's intangible assets is attributable to customer relationships acquired in connection with its acquisition from Vitol (Note 3). Customer relationship intangible assets represent the estimated economic value assigned to certain relationships acquired in connection with business combinations or asset purchases whereby (i) the Partnership acquired information about or access to customers, (ii) the customers now have the ability to transact business with the Partnership and (iii) the Partnership is positioned, due to limited competition, to provide products or services to the customers. The customer relationship intangible assets are amortized on a straight-line basis over their respective economic lives. Technology-related intangible assets consist of the Partnership's patents for blending of butane into refined products. These patents are amortized over their remaining legal lives. Weighted Average Amortization Period December 31, 2016 2015 (in years) (in millions) Gross Customer relationships 18 $ 1,149 $ 836 Technology 10 47 47 Total gross 1,196 883 Accumulated amortization Customer relationships (199 ) (149 ) Technology (20 ) (16 ) Total accumulated amortization (219 ) (165 ) Total Net $ 977 $ 718 The Partnership forecasts $ 69 million of annual amortization expense for each year through the year 2021 for its intangible assets. Intangible assets attributable to rights-of-way are included in properties, plants and equipment in the Partnership's consolidated balance sheets at December 31, 2016 and 2015 (Note 7). |
Debt
Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt The components of the Partnership's long-term debt balances are as follows: December 31, 2016 2015 (in millions) Credit Facilities $2.50 billion Credit Facility, due March 2020 (1) $ 1,292 $ 562 $1.0 billion 364-Day Credit Facility, due December 2017 (2) 630 — Senior Notes Senior Notes - 6.125%, due May 2016 (3) — 175 Senior Notes - 5.50%, due February 2020 250 250 Senior Notes - 4.40%, due April 2021 600 600 Senior Notes - 4.65%, due February 2022 300 300 Senior Notes - 3.45%, due January 2023 350 350 Senior Notes - 4.25%, due April 2024 500 500 Senior Notes - 5.95%, due December 2025 400 400 Senior Notes - 3.90%, due July 2026 550 — Senior Notes - 6.85%, due February 2040 250 250 Senior Notes - 6.10%, due February 2042 300 300 Senior Notes - 4.95%, due January 2043 350 350 Senior Notes - 5.30%, due April 2044 700 700 Senior Notes - 5.35%, due May 2045 800 800 Unamortized fair value adjustments (4) 84 93 Total debt 7,356 5,630 Less: Unamortized bond discount and debt issuance costs (5) (43 ) (39 ) Long-term debt $ 7,313 $ 5,591 (1) Includes $ 50 million of commercial paper outstanding at December 31, 2016. There was no commercial paper outstanding at December 31, 2015. (2) The $1.0 billion 364-Day Credit Facility, including its $630 million term loan, is classified as long-term debt at December 31, 2016 as the Partnership has the ability and intent to refinance such borrowings on a long-term basis. (3) The 6.125 percent Senior Notes were classified as long-term debt at December 31, 2015 as the Partnership repaid these notes in May 2016 with borrowings under its $2.50 billion Credit Facility, due in 2020. (4) Represents fair value adjustments on senior notes resulting from the application of push-down accounting in connection with the acquisition of the Partnership's general partner by ETP on October 5, 2012. (5) In the fourth quarter 2015, the Partnership adopted accounting guidance which requires certain debt issuance costs to be reflected as a reduction in the total long-term debt liability for all periods presented. The net long-term debt balance now includes $ 34 and $ 32 million of debt issuance costs at December 31, 2016 and 2015, respectively. The aggregate amount of long-term debt instrument maturities are as follows: Year Ended December 31, (in millions) 2017 $ 630 2018 — 2019 — 2020 1,542 2021 600 Thereafter 4,500 Total $ 7,272 Cash payments for interest related to long-term debt instruments, net of capitalized interest (Note 2), were $ 152 , $ 137 , and $ 64 million for the years ended December 31, 2016, 2015 and 2014, respectively. Credit Facilities In March 2015, the Operating Partnership amended and restated its $ 1.50 billion Credit Facility, which was scheduled to mature in November 2018. The amended and restated credit facility is a $ 2.50 billion unsecured revolving credit agreement (the "$2.50 billion Credit Facility"), which matures in March 2020, will continue to fund the Partnership's working capital requirements, finance acquisitions and capital projects, and be used for general partnership purposes. The $2.50 billion Credit Facility contains an "accordion" feature, under which the total aggregate commitment may be extended to $ 3.25 billion under certain conditions. In June 2015, the $2.50 billion Credit Facility was amended to create a segregated tranche of borrowings that will be guaranteed by ETP. The amendment did not modify the outstanding borrowings, total capacity or terms of the facility. In September 2015, the Operating Partnership initiated a commercial paper program under the borrowing limits established by its $2.50 billion Credit Facility. The facility bears interest at LIBOR or the Base Rate, as defined in the facility, each plus an applicable margin. The credit facility may be repaid at any time. The $2.50 billion Credit Facility contains various covenants including limitations on the creation of indebtedness and liens, and related to the operation and conduct of the business of the Partnership and its subsidiaries. The credit facility also limits the Partnership, on a rolling four quarter basis, to a maximum total consolidated debt to consolidated Adjusted EBITDA ratio, as defined in the underlying credit agreement, of 5.0 to 1, which can generally be increased to 5.5 to 1 during an acquisition period. The Partnership's ratio of total consolidated debt to consolidated Adjusted EBITDA was 4.4 to 1 at December 31, 2016, as calculated in accordance with the credit agreement. In December 2016, the Operating Partnership entered into an agreement for a 364-day maturity credit facility ("364-Day Credit Facility") with a total lending capacity of $ 1.0 billion, including a $ 630 million term loan. The terms of the 364-Day Credit Facility are similar to those of the $2.50 billion Credit Facility, including limitations on the creation of indebtedness, liens and financial covenants. The 364-Day Credit Facility is used to fund the Partnership's working capital requirements and for general partnership purposes. The facility bears interest at LIBOR or the Base Rate, as defined in the facility, each plus an applicable margin. The credit facility may be repaid at any time, and is expected to be terminated and repaid in connection with completion of the Merger. See Note 8 for additional information on the Bakken Pipeline project-level financing. Senior Notes The Operating Partnership had $ 175 million of 6.125 percent Senior Notes which matured and were repaid in May 2016, using borrowings under the $2.50 billion Credit Facility. In July 2016, the Operating Partnership issued $ 550 million of 3.90 percent Senior Notes (the "2026 Senior Notes"), due July 2026. In November 2015, the Partnership issued $ 600 million of 4.40 percent senior notes and $ 400 million of 5.95 percent senior notes (the "2021 and 2025 Senior Notes"), due April 2021 and December 2025, respectively. The net proceeds of $ 544 and $ 991 million from the 2016 and 2015 senior notes offerings, respectively, were used to repay outstanding borrowings on the $2.50 billion Credit Facility and for general partnership purposes. The terms and conditions of these senior notes offerings are comparable to those under other outstanding senior notes. Debt Guarantee The Partnership currently serves as guarantor of the senior notes and of any obligations under its credit facilities. This guarantee is full and unconditional. See Note 20 for supplemental condensed consolidating financial information. |
Commitments and Contingent Liab
Commitments and Contingent Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure | Commitments and Contingent Liabilities Total rental expense for the years ended December 31, 2016, 2015 and 2014 amounted to $ 22 , $ 22 , and $ 18 million, respectively. The Partnership, as lessee, has non-cancelable operating leases for office space and equipment for which the aggregate amount of future minimum annual rentals as of December 31, 2016 is as follows: Year Ended December 31, (in millions) 2017 $ 7 2018 4 2019 3 2020 3 2021 — Thereafter — Total $ 17 The Partnership is subject to numerous federal, state and local laws which regulate the discharge of materials into the environment or that otherwise relate to the protection of the environment. These laws and regulations result in liabilities and loss contingencies for remediation at the Partnership's facilities and at third-party or formerly owned sites. At December 31, 2016 and 2015, there were accrued liabilities for environmental remediation in the consolidated balance sheets of $ 4 and $ 6 million, respectively. The accrued liabilities for environmental remediation do not include any amounts attributable to unasserted claims, since there are no unasserted claims that are probable of settlement or reasonably estimable, nor have any recoveries from insurance been assumed. Charges against income for environmental remediation totaled $ 10 , $ 8 , and $ 15 , million for the years ended December 31, 2016, 2015 and 2014, respectively. The Partnership maintains insurance programs that cover certain of its existing or potential environmental liabilities. Claims for recovery of environmental liabilities and previous expenditures that are probable of realization were not material in relation to the Partnership's consolidated financial position at December 31, 2016 and 2015. Total future costs for environmental remediation activities will depend upon, among other things, the identification of any additional sites; the determination of the extent of the contamination at each site; the timing and nature of required remedial actions; the technology available and needed to meet the various existing legal requirements; the nature and extent of future environmental laws, inflation rates and the determination of the Partnership's liability at multi-party sites, if any, in light of uncertainties with respect to joint and several liability; and the number, participation levels and financial viability of other parties. Management believes it is reasonably possible that additional environmental remediation losses will be incurred. At December 31, 2016, the aggregate of the estimated maximum additional reasonably possible losses, which relate to numerous individual sites, totaled $ 13 million. The Partnership is a party to certain pending and threatened claims. Although the ultimate outcome of these claims cannot be ascertained at this time, nor can a range of reasonably possible losses be determined, it is reasonably possible that some portion of them could be resolved unfavorably to the Partnership. Management does not believe that any liabilities which may arise from such claims and the environmental matters discussed above would be material in relation to the Partnership's results of operations, financial position or cash flows at December 31, 2016. Furthermore, management does not believe that the overall costs for such matters will have a material impact, over an extended period of time, on the Partnership's financial position, results of operations or cash flows. Sunoco has indemnified the Partnership for 30 years from environmental and toxic tort liabilities related to the assets contributed to the Partnership, that arose from the operation of such assets prior to the closing of the February 2002 initial public offering ("IPO"). Sunoco has also indemnified the Partnership for 100 percent of all losses asserted within the first 21 years after the closing of the IPO. Sunoco's share of liability for claims asserted thereafter will decrease by 10 percent per year. For example, for a claim asserted during the twenty-third year after closing of the IPO, Sunoco would be required to indemnify the Partnership for 80 percent of its loss. There is no monetary cap on the amount of indemnity coverage provided by Sunoco. The Partnership has agreed to indemnify Sunoco for events and conditions associated with the operation of the Partnership's assets that occur on or after the closing of the IPO and for environmental and toxic tort liabilities to the extent Sunoco is not required to indemnify the Partnership. Management of the Partnership does not believe that any liabilities which may arise from claims indemnified by Sunoco would be material in relation to the Partnership's financial position, results of operations or cash flows at December 31, 2016. There are certain other pending legal proceedings related to matters arising after the IPO that are not indemnified by Sunoco. Management believes that any liabilities that may arise from these legal proceedings will not be material in relation to the Partnership's financial position, results of operations or cash flows at December 31, 2016. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Equity | Equity The Partnership maintains an at-the-market equity offering program which allows the Partnership to issue common units directly to the public and raise capital in a timely and efficient manner to finance its growth capital program, while supporting the Partnership's investment-grade credit ratings. For the years ended December 31, 2016 and 2015, the Partnership issued 29.1 and 26.8 million common units under this program, for proceeds of $ 744 and $ 890 million, net of $ 8 and $ 10 million in fees and commissions to managers, respectively. In September and October 2016, a total of 24.2 million common units were issued for total proceeds of $ 652 million in connection with a public offering and related option exercise. The proceeds from this offering were used to partially fund the acquisition from Vitol. In March and April 2015, a total of 15.5 million common units were issued in connection with a public offering and related option exercise. Total proceeds of $ 648 million were used to repay outstanding borrowings under the Partnership's $ 2.50 billion Credit Facility and for general partnership purposes. Formation of Permian Express Partners In February 2017, the Partnership formed Permian Express Partners LLC ("PEP"), a strategic joint venture, with ExxonMobil. The Partnership contributed its Permian Express 1, Permian Express 2 and Permian Longview and Louisiana Access pipelines. ExxonMobil contributed its Longview to Louisiana and Pegasus pipelines; Hawkins gathering system; an idle pipeline in southern Oklahoma; and its Patoka, Illinois terminal. The Partnership's ownership percentage, upon formation, is approximately 85 percent. Upon commencement of operations on the Bakken pipeline, the Partnership will contribute its investment in the project, with a corresponding increase in its ownership percentage in PEP. The Partnership maintains a controlling financial and voting interest in PEP and is the operator of all of the assets. As such, PEP will be reflected as a consolidated subsidiary of the Partnership with its operating results included in the Crude Oil segment. ExxonMobil's interest will be reflected as a noncontrolling interest in the Partnership's consolidated balance sheets. |
Cash Distributions
Cash Distributions | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Cash Distributions | Cash Distributions Within 45 days after the end of each quarter, the Partnership distributes all cash on hand at the end of the quarter, less reserves established by the general partner in its discretion. This is defined as "available cash" in the partnership agreement. The general partner has broad discretion to establish cash reserves that it determines are necessary or appropriate to properly conduct the Partnership's business. The Partnership will make quarterly distributions to the extent there is sufficient cash from operations after establishment of cash reserves and payment of fees and expenses, including payments to the general partner. If cash distributions exceed $0.0833 per unit in a quarter, the general partner receives increasing percentages, up to 50 percent , of the cash distributed in excess of that amount. These distributions are referred to as "incentive distributions." The percentage interests shown for the unitholders and the general partner for the minimum quarterly distribution are also applicable to quarterly distribution amounts that are less than the minimum quarterly distribution. The following table shows the target distribution levels and distribution "splits" between the general partner and the holders of the Partnership's common units at December 31, 2016: Total Quarterly Distribution Target Amount Marginal Percentage Interest in Distributions General Partner Unitholders Minimum Quarterly Distribution $0.0750 1 % 99% First Target Distribution up to $0.0833 1 % 99% Second Target Distribution above $0.0833 up to $0.0958 14 % (1) 86% Third Target Distribution above $0.0958 up to $0.2638 36 % (1) 64% Thereafter above $0.2638 49 % (1) 51% (1) Includes general partner interest. Distributions paid by the Partnership on its common units for the periods presented were as follows: Cash Distribution Payment Date Cash Distribution per Limited Partner Unit Annualized Cash Distribution per Limited Partner Unit Total Cash Distribution to the Limited Partners Total Cash Distribution to the General Partner (in millions) (in millions) November 14, 2016 $ 0.5100 $ 2.0400 $ 164 $ 102 August 12, 2016 $ 0.5000 $ 2.0000 $ 149 $ 98 May 13, 2016 $ 0.4890 $ 1.9560 $ 140 $ 92 February 12, 2016 $ 0.4790 $ 1.9160 $ 131 $ 85 November 13, 2015 $ 0.4580 $ 1.8320 $ 119 $ 76 August 14, 2015 $ 0.4380 $ 1.7520 $ 111 $ 69 May 15, 2015 $ 0.4190 $ 1.6760 $ 103 $ 62 February 13, 2015 $ 0.4000 $ 1.6000 $ 92 $ 54 November 14, 2014 $ 0.3825 $ 1.5300 $ 84 $ 49 August 14, 2014 $ 0.3650 $ 1.4600 $ 77 $ 43 May 15, 2014 $ 0.3475 $ 1.3900 $ 72 $ 39 February 14, 2014 $ 0.3312 $ 1.3248 $ 69 $ 35 In connection with the acquisition from Vitol, the Partnership's general partner executed an amendment to the Partnership's Third Amended and Restated Agreement of Limited Partnership in September 2016, which provides for a reduction to the incentive distributions the general partner receives from the Partnership. The reductions will total $ 60 million over a two-year period, recognized ratably over eight quarters, and began with the third quarter 2016 cash distribution. On January 26, 2017, the Partnership declared a cash distribution of $ 0.52 per unit ($ 2.08 per unit, annualized) on its outstanding common units, representing the distribution for the quarter ended December 31, 2016. The $ 272 million distribution, including $ 105 million to the general partner, was paid on February 14, 2017 to unitholders of record at the close of business on February 7, 2017. |
Management Incentive Plan
Management Incentive Plan | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Management Incentive Plan | Management Incentive Plan In December 2015, the Partnership's unitholders approved the Sunoco Partners LLC Long-Term Incentive Plan, as amended and restated (the "Restated LTIP"), which was previously approved by the board of directors of Sunoco Partners LLC, the Partnership's general partner. The Restated LTIP authorized an additional 10.0 million common units to be available under the plan; added additional types of awards that can be granted under the plan, such as phantom unit awards, unit appreciation rights, unrestricted unit awards and other unit-based awards ("plan awards"); added a prohibition on repricing of unit options and unit appreciation rights without the approval of the unitholders; provided for termination of the plan at the earliest date it is terminated by the board of directors, the date no more units remain available for grants, and December 1, 2025; and incorporated certain other administrative changes. The Restated LTIP benefits eligible employees and directors of the general partner and its affiliates who perform services for the Partnership. The Restated LTIP is administered by the independent directors of the Compensation Committee of the general partner's board of directors with respect to employee awards, and by the general partner's board of directors with respect to awards granted to the independent directors. At December 31, 2016, there were 8.6 million plan awards available for future grants under the Restated LTIP. Restricted Units A restricted unit entitles the grantee to receive a common unit or, at the discretion of the Compensation Committee, an amount of cash equivalent to the value of a common unit upon the vesting of the unit. Such grants may include requirements related to the attainment of predetermined performance targets. The Compensation Committee may make additional grants under the Restated LTIP to employees and directors containing such terms as defined by the Compensation Committee. Common units to be delivered to the grantee upon vesting may be common units acquired by the general partner in the open market, common units already owned by the general partner, common units acquired by the general partner directly from the Partnership or any other person, or any combination of the foregoing. The general partner will be entitled to reimbursement by the Partnership for the cost incurred in acquiring common units. If the Partnership issues new common units upon vesting of the restricted units, the total number of common units outstanding will increase. The Compensation Committee, at its discretion, may grant tandem distribution equivalent rights ("DERs") related to the restricted units. Subject to applicable vesting criteria, DERs entitle the grantee to receive an amount of cash equal to the per unit cash distributions made by the Partnership during the period the restricted unit is outstanding. All units granted during the periods presented below included tandem DERs. The Partnership's outstanding restricted unit awards are time-vested grants, the vesting of which occurs over a five -year period, and is conditioned solely upon continued employment or service as of the applicable vesting date. The following table summarizes information regarding restricted unit award activity for the periods presented: Number of Units Weighted Average Grant Date Fair Value Granted, non-vested and outstanding, December 31, 2013 1,279,162 $ 26.19 Granted 719,009 $ 41.59 Performance factor adjustment (1) 229,828 $ 17.52 Vested (693,326 ) $ 20.26 Cancelled/forfeited (72,872 ) $ 30.10 Granted, non-vested and outstanding, December 31, 2014 1,461,801 $ 35.01 Granted 1,412,257 $ 29.54 Vested (245,563 ) $ 22.08 Cancelled/forfeited (90,776 ) $ 36.83 Granted, non-vested and outstanding, December 31, 2015 2,537,719 $ 33.16 Granted 1,300,255 $ 23.21 Vested (526,014 ) $ 34.19 Cancelled/forfeited (98,440 ) $ 33.72 Granted, non-vested and outstanding, December 31, 2016 3,213,520 $ 28.57 (1) Certain awards granted prior to October 5, 2012 were subject to the Partnership achieving certain market-based and cash distribution performance targets as compared to a peer group average, or certain cash distribution performance targets as defined by the Compensation Committee, which caused the actual amount of units that ultimately vested to range between 0 to 200 percent of the original units granted. The total fair value of restricted unit awards vested for the years ended December 31, 2016, 2015 and 2014, was $ 12 , $ 8 , and $ 30 million, respectively, based on the market price of the Partnership's common units as of the vesting date. As of December 31, 2016, estimated compensation cost related to non-vested awards not yet recognized was $ 57 million, and the weighted average period over which this cost is expected to be recognized in expense is 3.0 years. The fair value of the Partnership's time-vested awards is based on the grant date market price of the Partnership's common units. The Partnership recognizes compensation expense on a straight-line basis over the requisite service period, and estimates forfeitures over the requisite service period when recognizing compensation expense. Based on the unit grants and performance factor adjustments outlined in the table above, the Partnership recognized unit-based compensation expense related to the awards granted within operating expenses and selling, general and administrative expenses in the consolidated statements of comprehensive income of $ 23 , $ 17 , and $ 16 million for the years ended December 31, 2016, 2015 and 2014, respectively. The tandem DERs associated with the restricted unit grants are recognized as a reduction of equity when earned. |
Derivatives and Risk Management
Derivatives and Risk Management | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Risk Management | Derivatives and Risk Management The Partnership is exposed to various risks, including volatility in the prices of the products that the Partnership markets, counterparty credit risk and changes in interest rates. Price Risk Management The Partnership is exposed to risks associated with changes in the market price of crude oil, NGLs and refined products. These risks are primarily associated with price volatility related to pre-existing or anticipated purchases, sales and storage. Price changes are often caused by shifts in the supply and demand for these commodities, as well as their locations. In order to manage such exposure, the Partnership's policy is (i) to only purchase crude oil, NGLs and refined products for which sales contracts have been executed or for which ready markets exist, (ii) to structure sales contracts so that price fluctuations do not materially impact the margins earned, and (iii) to not acquire and hold physical inventory, futures contracts or other derivative instruments for the purpose of speculating on commodity price changes. Although the Partnership seeks to maintain a balanced inventory position within its commodity inventories, net unbalances may occur for short periods of time due to production, transportation and delivery variances. When physical inventory builds or draws do occur, the Partnership continuously manages the variance to a balanced position over a period of time. The physical contracts related to the Partnership's commodity purchase and sale activities that qualify as derivatives have been designated as normal purchases and sales and are accounted for using accrual accounting under United States' generally accepted accounting principles. The Partnership accounts for derivatives that do not qualify as normal purchases or sales at fair value. The Partnership currently does not utilize derivative instruments to manage its exposure to prices related to crude oil sale activities. All derivative balances are presented on a gross basis. Pursuant to the Partnership's approved risk management policy, derivative contracts, such as swaps, futures and other derivative instruments, may be used to hedge or reduce exposure to price risk associated with acquired inventory or forecasted physical transactions. The Partnership utilizes derivative instruments to mitigate the risk associated with market movements in the price of crude oil, NGLs, refined products, and other commodities as necessary. These derivative contracts act as a hedging mechanism against the volatility of prices by allowing the Partnership to transfer this price risk to counterparties who are able and willing to bear it. The Partnership has no derivative contracts designated as hedges for accounting purposes. Therefore, all realized and unrealized gains and losses from these derivative contracts are recognized in the consolidated statement of comprehensive income in the period in which they occur. All realized gains and losses associated with the Partnership's derivative contracts are recorded in earnings in the same line item associated with the forecasted transaction (either sales and other operating revenue, cost of products sold or operating expenses). The Partnership had open derivative positions on 9.2 million barrels of crude oil, NGLs and refined products at December 31, 2016 and 2015. The derivatives outstanding at December 31, 2016 vary in duration but do not extend beyond one year. The Partnership records its derivatives at fair value based on observable market prices (levels 1 and 2), of which positions at December 31, 2016 and 2015 were primarily categorized at level 2. As of December 31, 2016 and 2015, the fair values of the Partnership's derivative assets and liabilities were: December 31, 2016 2015 (in millions) Derivative assets $ 19 $ 30 Derivative liabilities (46 ) (18 ) $ (27 ) $ 12 Derivative asset and liability balances are recorded in accounts receivable and accrued liabilities, respectively, in the consolidated balance sheets. The following table sets forth the impact of derivatives on the Partnership's results of operations for the periods presented: Location of Gains (Losses) Recognized in Earnings Gains (Losses) Recognized in Earnings (in millions) Year Ended December 31, 2016 Derivatives not designated as hedging instruments: Commodity contracts Sales and other operating revenue $ (65 ) Commodity contracts Cost of products sold 6 $ (59 ) Year Ended December 31, 2015 Derivatives not designated as hedging instruments: Commodity contracts Sales and other operating revenue $ 47 Commodity contracts Cost of products sold (26 ) Commodity contracts Operating expenses (1 ) $ 20 Year Ended December 31, 2014 Derivatives not designated as hedging instruments: Commodity contracts Sales and other operating revenue $ 81 Commodity contracts Cost of products sold (20 ) $ 61 Credit Risk Management The Partnership maintains credit policies with regard to its counterparties that management believes minimize the overall credit risk through credit analysis, credit approvals, credit limits and monitoring procedures. The credit positions of the Partnership's customers are analyzed prior to the extension of credit and periodically after credit has been extended. The Partnership's counterparties consist primarily of financial institutions and major integrated oil companies. This concentration of counterparties may impact the Partnership's overall exposure to credit risk, either positively or negatively, as the counterparties may be similarly affected by changes in economic, regulatory or other conditions. Interest Rate Risk Management The Partnership has interest rate risk exposure for changes in interest rates related to its outstanding borrowings. The Partnership manages its exposure to changes in interest rates through the use of a combination of fixed-rate and variable-rate financial instruments. At December 31, 2016, the Partnership had $ 1.9 billion of consolidated variable-rate borrowings under its credit facilities, including $ 50 million of commercial paper products and the $ 630 million term loan. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures | Fair Value Measurements The estimated fair value of the Partnership's financial instruments has been determined based on management's assessment of available market information and appropriate valuation methodologies. The Partnership's current assets (other than derivatives and inventories) and current liabilities (other than derivatives) are financial instruments and most of these items are recorded at cost in the consolidated balance sheets. The estimated fair value of these financial instruments approximates their carrying value due to their short-term nature. The Partnership's derivatives are measured and recorded at fair value based on observable market prices. The estimated fair value of the Partnership's senior notes is determined using observable market prices, as these notes are actively traded (level 1). The estimated aggregate fair value of the senior notes at December 31, 2016 was $ 5.4 billion, compared to the carrying amount of $ 5.4 billion. The estimated aggregate fair value of the senior notes at December 31, 2015 was $ 4.2 billion, compared to the carrying amount of $ 5.1 billion. |
Concentration of Credit Risk
Concentration of Credit Risk | 12 Months Ended |
Dec. 31, 2016 | |
Risks and Uncertainties [Abstract] | |
Concentration Risk Disclosure | Concentration of Credit Risk The Partnership's trade relationships are primarily with major integrated oil companies, independent oil companies and other pipelines and wholesalers. These concentrations of customers may affect the Partnership's overall credit risk as the customers may be similarly affected by changes in economic, regulatory or other factors. The Partnership maintains credit policies with regard to its counterparties that management believes minimize the overall credit risk through credit analysis, credit approvals, credit limits and monitoring procedures. The credit positions of the Partnership's customers are analyzed prior to the extension of credit and periodically after it has been extended. For certain transactions, the Partnership may utilize letters of credit, prepayments, guarantees and secured interests in assets. In 2016, approximately 12 percent of the Partnership's total revenues, respectively, were derived from one investment-grade customer with crude oil sales and other revenues comprising greater than 10 percent of total revenues. In 2015, approximately 23 percent of the Partnership's total revenues were derived from two investment-grade customers with crude oil sales and other revenues. While this concentration has the ability to negatively impact revenues going forward, management does not anticipate a material adverse effect in the Partnership's financial position, results of operations or cash flows as the absolute price levels for crude oil normally do not bear a relationship to gross profit. In addition, these customers are subject to netting arrangements which allow the Partnership to offset payable activities and mitigate credit exposure. |
Business Segment Information
Business Segment Information | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Business Segment Information | Business Segment Information The Partnership operates in 37 states throughout the United States and in three principal business segments. During the fourth quarter 2015, the Partnership realigned its reporting segments as a result of the continued investment in its organic growth capital program which has served to increase the integration that exists between its assets that service each commodity. This has also resulted in a shift in Management's strategic decision making process, resource allocation methodology, and assessment of the Partnership's financial results. The updated reporting segments are: Crude Oil, Natural Gas Liquids and Refined Products. The new segmentation provides the Partnership's investors with a more meaningful view of its business that is consistent with that of Management. For the purpose of comparability, all prior year segment disclosures have been recast to conform to the current presentation. Such recasts had no impact on previously reported consolidated earnings. • The Crude Oil segment provides transportation, terminalling and acquisition and marketing services to crude oil markets throughout the southwest, midwest and northeastern United States. Included within the segment is approximately 6,100 miles of crude oil trunk and gathering pipelines in the southwest and midwest United States and equity ownership interests in two crude oil pipelines. Our crude oil terminalling services operate with an aggregate storage capacity of approximately 33 million barrels, including approximately 26 million barrels at our Gulf Coast terminal in Nederland, Texas, approximately 2 million barrels at our Midland, Texas terminal and approximately 3 million barrels at our Fort Mifflin terminal complex in Pennsylvania. Our crude oil acquisition and marketing activities utilize our pipeline and terminal assets, our proprietary fleet of crude oil tractor trailers and truck unloading facilities, as well as third-party assets, to service crude oil markets principally in the mid-continent United States. • The Natural Gas Liquids segment transports, stores, and executes acquisition and marketing activities utilizing a complementary network of pipelines, storage and blending facilities, and strategic off-take locations that provide access to multiple NGLs markets. The segment contains approximately 900 miles of NGLs pipelines, primarily related to our Mariner systems located in the northeast and southwest United States. Terminalling services are facilitated by approximately 5 million barrels of NGLs storage capacity, including approximately 1 million barrels of storage at our Nederland, Texas terminal facility and 3 million barrels at our Marcus Hook, Pennsylvania terminal facility (the "Marcus Hook Industrial Complex"). This segment also carries out our NGLs blending activities, including utilizing our patented butane blending technology. • The Refined Products segment provides transportation and terminalling services, utilizing approximately 1,800 miles of refined products pipelines and approximately 40 active refined products marketing terminals. Our marketing terminals are located primarily in the northeast, midwest and southwest United States, with approximately 8 million barrels of refined products storage capacity. The Refined Products segment includes our Eagle Point facility in New Jersey, which has approximately 6 million barrels of refined products storage capacity. The segment also includes our equity ownership interests in four refined products pipeline companies. The segment also performs terminalling activities at our Marcus Hook Industrial Complex. The Refined Products segment utilizes our integrated pipeline and terminalling assets, as well as acquisition and marketing activities, to service refined products markets in several regions of the United States. The following table sets forth consolidated statement of comprehensive income information concerning the Partnership's business segments and reconciles total segment Adjusted EBITDA to net income attributable to SXL for the periods presented: Year Ended December 31, 2016 2015 2014 (in millions) Sales and other operating revenue (1) Crude Oil $ 7,496 $ 8,956 $ 16,899 Natural Gas Liquids 875 1,165 959 Refined Products 780 365 230 Total sales and other operating revenue $ 9,151 $ 10,486 $ 18,088 Depreciation and amortization Crude Oil $ 242 $ 216 $ 191 Natural Gas Liquids 105 76 30 Refined Products 99 90 75 Total depreciation and amortization $ 446 $ 382 $ 296 Impairment charge and other matters (2) Crude Oil $ (148 ) $ 150 $ 231 Natural Gas Liquids (20 ) 10 27 Refined Products (2 ) 2 — Total impairment charge and other matters $ (170 ) $ 162 $ 258 Capital expenditures (3) Crude Oil $ 547 $ 1,377 $ 801 Natural Gas Liquids 1,258 1,111 1,210 Refined Products 91 197 534 Corporate 16 24 14 Total capital expenditures $ 1,912 $ 2,709 $ 2,559 Adjusted EBITDA Crude Oil $ 687 $ 656 $ 669 Natural Gas Liquids 317 333 203 Refined Products 229 164 99 Total Adjusted EBITDA 1,233 1,153 971 Interest expense, net (157 ) (134 ) (67 ) Depreciation and amortization expense (446 ) (382 ) (296 ) Impairment charge and other matters 170 (162 ) (258 ) Provision for income taxes (27 ) (21 ) (25 ) Non-cash compensation expense (23 ) (17 ) (16 ) Unrealized gains (losses) on commodity risk management activities (39 ) (4 ) 17 Amortization of excess equity method investment (2 ) (2 ) (2 ) Proportionate share of unconsolidated affiliates' interest, depreciation and provision for income taxes (41 ) (34 ) (24 ) Gain on investment in affiliate 41 — — Net Income (4) 709 397 300 Net income attributable to noncontrolling interests 3 3 9 Net income attributable to redeemable noncontrolling interests 1 1 — Net Income Attributable to Sunoco Logistics Partners L.P. $ 705 $ 393 $ 291 (1) Sales and other operating revenue for the periods presented includes the following amounts from ETP and its affiliates: Year Ended December 31, 2016 2015 2014 (in millions) Crude Oil $ 24 $ 193 $ 866 Natural Gas Liquids 175 204 134 Refined Products 237 118 70 Total sales and other operating revenue $ 436 $ 515 $ 1,070 Total sales and other operating revenue exclude $ 483 , $ 404 , and $ 309 million attributable to intrasegment activity for the years ended December 31, 2016, 2015 and 2014, respectively. (2) Represents non-cash adjustments on the Partnership's crude oil, NGLs and refined products inventories. (3) Total capital expenditures exclude acquisitions and investments in equity ownership interests of $ 796 , $ 131 , and $ 448 million for the years ended December 31, 2016, 2015 and 2014, respectively. (4) Net income includes $ 39 , $ 24 , and $25 million for the years ended December 31, 2016, 2015 and 2014, respectively, of equity income attributable to the equity ownership interest. The following table provides consolidated balance sheet information concerning the Partnership's business segments as of December 31, 2016, 2015 and 2014, respectively: Crude Oil Natural Gas Liquids Refined Products Total (in millions) As of December 31, 2016 Investment in affiliates $ 745 $ — $ 207 $ 952 Goodwill $ 1,163 $ 357 $ 89 $ 1,609 Identifiable assets (1) $ 10,939 $ 4,937 $ 2,795 $ 18,849 As of December 31, 2015 Investment in affiliates $ 623 $ — $ 179 $ 802 Goodwill $ 912 $ 357 $ 89 $ 1,358 Identifiable assets (2) $ 8,802 $ 3,764 $ 2,747 $ 15,489 As of December 31, 2014 Investment in affiliates $ 53 $ — $ 173 $ 226 Goodwill $ 912 $ 357 $ 89 $ 1,358 Identifiable assets (3) $ 8,579 $ 2,401 $ 2,458 $ 13,618 (1) Total identifiable assets include the Partnership's unallocated $ 15 million cash and cash equivalents, $ 153 million of properties, plants and equipment, net, and $ 10 million of other assets. (2) Total identifiable assets include the Partnership's unallocated $ 36 million cash and cash equivalents, $ 133 million of properties, plants and equipment, net, and $ 7 million of other assets. (3) Total identifiable assets include the Partnership's unallocated $ 47 million cash and cash equivalents, $ 124 million of properties, plants and equipment, net, and $ 9 million of other assets. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data | Quarterly Financial Data (Unaudited) Summarized quarterly financial data is as follows: 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter (in millions, except per unit amounts) 2016 Sales and other operating revenue: Unaffiliated customers $ 1,668 $ 2,174 $ 2,085 $ 2,788 Affiliates $ 109 $ 94 $ 104 $ 129 Gross profit (1) $ 341 $ 244 $ 293 $ 323 Impairment charge and other matters $ 26 $ (132 ) $ (37 ) $ (27 ) Operating income $ 183 $ 239 $ 191 $ 202 Net Income $ 146 $ 202 $ 155 $ 206 Net income attributable to noncontrolling interests (1 ) — (1 ) (1 ) Net income attributable to redeemable noncontrolling interests — — — (1 ) Net Income Attributable to Sunoco Logistics Partners L.P. $ 145 $ 202 $ 154 $ 204 Less: General Partner's interest (90 ) (98 ) (101 ) (104 ) Limited Partners' interest $ 55 $ 104 $ 53 $ 100 Net Income (Loss) attributable to Sunoco Logistics Partners L.P. per Limited Partner unit—basic $ 0.18 $ 0.34 $ 0.16 $ 0.29 Net Income (Loss) attributable to Sunoco Logistics Partners L.P. per Limited Partner unit—diluted $ 0.18 $ 0.34 $ 0.16 $ 0.29 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter (in millions, except per unit amounts) 2015 Sales and other operating revenue: Unaffiliated customers $ 2,453 $ 2,996 $ 2,317 $ 2,205 Affiliates $ 119 $ 206 $ 90 $ 100 Gross profit (1) $ 214 $ 326 $ 325 $ 312 Impairment charge and other matters $ 41 $ (100 ) $ 103 $ 118 Operating income $ 66 $ 307 $ 94 $ 63 Net Income $ 37 $ 277 $ 57 $ 26 Net income attributable to noncontrolling interests (1 ) — (1 ) (1 ) Net income attributable to redeemable noncontrolling interests — (1 ) — — Net Income Attributable to Sunoco Logistics Partners L.P. $ 36 $ 276 $ 56 $ 25 Less: General Partner's interest (60 ) (71 ) (74 ) (83 ) Limited Partners' interest $ (24 ) $ 205 $ (18 ) $ (58 ) Net Income (Loss) attributable to Sunoco Logistics Partners L.P. per Limited Partner unit—basic $ (0.10 ) $ 0.83 $ (0.07 ) $ (0.21 ) Net Income (Loss) attributable to Sunoco Logistics Partners L.P. per Limited Partner unit—diluted $ (0.10 ) $ 0.83 $ (0.07 ) $ (0.21 ) (1) Gross profit equals sales and other operating revenue less cost of products sold and operating expenses. |
Supplemental Condensed Consolid
Supplemental Condensed Consolidating Financial Information | 12 Months Ended |
Dec. 31, 2016 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Supplemental Condensed Consolidating Financial Information | Supplemental Condensed Consolidating Financial Information The Partnership serves as guarantor of the senior notes. These guarantees are full and unconditional. For purposes of the following footnote, Sunoco Logistics Partners L.P. is referred to as "Parent Guarantor" and Sunoco Logistics Partners Operations L.P. is referred to as "Subsidiary Issuer." All other consolidated subsidiaries of the Partnership are collectively referred to as "Non-Guarantor Subsidiaries." The following supplemental condensed consolidating financial information reflects the Parent Guarantor's separate accounts, the Subsidiary Issuer's separate accounts, the combined accounts of the Non-Guarantor Subsidiaries, the combined consolidating adjustments and eliminations and the Parent Guarantor's consolidated accounts for the dates and periods indicated. For purposes of the following condensed consolidating information, the Parent Guarantor's investments in its subsidiaries and the Subsidiary Issuer's investments in its subsidiaries are accounted for under the equity method of accounting. Consolidating Statement of Comprehensive Income (Loss) Year Ended December 31, 2016 (in millions) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Revenues Sales and other operating revenue: Unaffiliated customers $ — $ — $ 8,715 $ — $ 8,715 Affiliates — — 436 — 436 Total Revenues — — 9,151 — 9,151 Costs and Expenses Cost of products sold — — 7,828 — 7,828 Operating expenses — — 122 — 122 Selling, general and administrative expenses — 1 109 — 110 Depreciation and amortization expense — — 446 — 446 Impairment charge and other matters — — (170 ) — (170 ) Total Costs and Expenses — 1 8,335 — 8,336 Operating Income (Loss) — (1 ) 816 — 815 Net interest income (cost) to affiliates — 7 (5 ) — 2 Other interest cost and debt expense, net — (275 ) 5 — (270 ) Capitalized interest — 111 — — 111 Gain on investment in affiliate — — 41 — 41 Other income — — 37 — 37 Equity in earnings of subsidiaries 705 863 — (1,568 ) — Income (Loss) Before Provision for Income Taxes 705 705 894 (1,568 ) 736 Provision for income taxes — — (27 ) — (27 ) Net Income (Loss) 705 705 867 (1,568 ) 709 Net income attributable to noncontrolling interests — — (3 ) — (3 ) Net income attributable to redeemable noncontrolling interests — — (1 ) — (1 ) Net Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 705 $ 705 $ 863 $ (1,568 ) $ 705 Net Income (Loss) $ 705 $ 705 $ 867 $ (1,568 ) $ 709 Comprehensive Income (Loss) 705 705 867 (1,568 ) 709 Less: Comprehensive income attributable to noncontrolling interests — — (3 ) — (3 ) Less: Comprehensive income attributable to redeemable noncontrolling interests — — (1 ) — (1 ) Comprehensive Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 705 $ 705 $ 863 $ (1,568 ) $ 705 Consolidating Statement of Comprehensive Income (Loss) Year Ended December 31, 2015 (in millions) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Revenues Sales and other operating revenue: Unaffiliated customers $ — $ — $ 9,971 $ — $ 9,971 Affiliates — — 515 — 515 Total Revenues — — 10,486 — 10,486 Costs and Expenses Cost of products sold — — 9,145 — 9,145 Operating expenses — — 164 — 164 Selling, general and administrative expenses — 1 102 — 103 Depreciation and amortization expense — — 382 — 382 Impairment charge and other matters — — 162 — 162 Total Costs and Expenses — 1 9,955 — 9,956 Operating Income (Loss) — (1 ) 531 — 530 Other interest cost and debt expense, net — (209 ) (1 ) — (210 ) Capitalized interest — 76 — — 76 Other income — — 22 — 22 Equity in earnings of subsidiaries 393 526 — (919 ) — Income (Loss) Before Provision for Income Taxes 393 392 552 (919 ) 418 Provision for income taxes — — (21 ) — (21 ) Net Income (Loss) 393 392 531 (919 ) 397 Net income attributable to noncontrolling interests — — (3 ) — (3 ) Net income attributable to redeemable noncontrolling interests — — (1 ) — (1 ) Net Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 393 $ 392 $ 527 $ (919 ) $ 393 Net Income (Loss) $ 393 $ 392 $ 531 $ (919 ) $ 397 Adjustment to affiliate's pension funded status — — (1 ) — (1 ) Other Comprehensive Income (Loss) — — (1 ) — (1 ) Comprehensive Income (Loss) 393 392 530 (919 ) 396 Less: Comprehensive income attributable to noncontrolling interests — — (3 ) — (3 ) Less: Comprehensive income attributable to redeemable noncontrolling interests — — (1 ) — (1 ) Comprehensive Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 393 $ 392 $ 526 $ (919 ) $ 392 Consolidating Statement of Comprehensive Income (Loss) Year Ended December 31, 2014 (in millions) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Revenues Sales and other operating revenue: Unaffiliated customers $ — $ — $ 17,018 $ — $ 17,018 Affiliates — — 1,070 — 1,070 Total Revenues — — 18,088 — 18,088 Costs and Expenses Cost of products sold — — 16,877 — 16,877 Operating expenses — — 172 — 172 Selling, general and administrative expenses — — 118 — 118 Depreciation and amortization expense — — 296 — 296 Impairment charge and other matters — — 258 — 258 Total Costs and Expenses — — 17,721 — 17,721 Operating Income — — 367 — 367 Net interest income (cost) to affiliates — 5 (4 ) — 1 Other interest cost and debt expense, net — (146 ) — — (146 ) Capitalized interest — 78 — — 78 Other income — — 25 — 25 Equity in earnings of subsidiaries 291 354 — (645 ) — Income (Loss) Before Provision for Income Taxes 291 291 388 (645 ) 325 Provision for income taxes — — (25 ) — (25 ) Net Income (Loss) 291 291 363 (645 ) 300 Net income attributable to noncontrolling interests — — (9 ) — (9 ) Net Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 291 $ 291 $ 354 $ (645 ) $ 291 Net Income (Loss) $ 291 $ 291 $ 363 $ (645 ) $ 300 Adjustment to affiliate's pension funded status — — 1 — 1 Other Comprehensive Income (Loss) — — 1 — 1 Comprehensive Income (Loss) 291 291 364 (645 ) 301 Less: Comprehensive income attributable to noncontrolling interests — — (9 ) — (9 ) Comprehensive Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 291 $ 291 $ 355 $ (645 ) $ 292 Consolidating Balance Sheet December 31, 2016 (in millions) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Assets Cash and cash equivalents $ — $ 41 $ — $ — $ 41 Accounts receivable, net — — 1,555 — 1,555 Accounts receivable, affiliated companies — — 44 — 44 Inventories — — 934 — 934 Note receivable, affiliated companies — — 301 — 301 Other current assets — 2 29 — 31 Total Current Assets — 43 2,863 — 2,906 Properties, plants and equipment, net — — 12,324 — 12,324 Investment in affiliates 7,199 10,664 952 (17,863 ) 952 Goodwill — — 1,609 — 1,609 Intangible assets, net — — 977 — 977 Other assets — 5 76 — 81 Total Assets $ 7,199 $ 10,712 $ 18,801 $ (17,863 ) $ 18,849 Liabilities and Equity Accounts payable $ — $ — $ 1,750 $ — $ 1,750 Accounts payable, affiliated companies — 4 59 — 63 Accrued liabilities — 49 238 — 287 Accrued taxes payable — — 38 — 38 Intercompany (1,761 ) (3,853 ) 5,614 — — Total Current Liabilities (1,761 ) (3,800 ) 7,699 — 2,138 Long-term debt — 7,313 — — 7,313 Other deferred credits and liabilities — — 133 — 133 Deferred income taxes — — 257 — 257 Total Liabilities (1,761 ) 3,513 8,089 — 9,841 Redeemable noncontrolling interests — — 15 — 15 Redeemable Limited Partners' interests 300 — — — 300 Equity Sunoco Logistics Partners L.P. equity 8,660 7,199 10,664 (17,863 ) 8,660 Noncontrolling interests — — 33 — 33 Total Equity 8,660 7,199 10,697 (17,863 ) 8,693 Total Liabilities and Equity $ 7,199 $ 10,712 $ 18,801 $ (17,863 ) $ 18,849 Consolidating Balance Sheet December 31, 2015 (in millions) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Assets Cash and cash equivalents $ — $ 37 $ — $ — $ 37 Accounts receivable, net — — 1,165 — 1,165 Accounts receivable, affiliated companies — 3 17 — 20 Inventories — — 607 — 607 Other current assets — — 19 — 19 Total Current Assets — 40 1,808 — 1,848 Properties, plants and equipment, net — — 10,692 — 10,692 Investment in affiliates 6,488 9,692 802 (16,180 ) 802 Goodwill — — 1,358 — 1,358 Intangible assets, net — — 718 — 718 Other assets — 6 65 — 71 Total Assets $ 6,488 $ 9,738 $ 15,443 $ (16,180 ) $ 15,489 Liabilities and Equity Accounts payable $ — $ 1 $ 1,250 $ — $ 1,251 Accounts payable, affiliated companies — — 39 — 39 Accrued liabilities 1 66 262 — 329 Accrued taxes payable — — 44 — 44 Intercompany (1,320 ) (2,408 ) 3,728 — — Total Current Liabilities (1,319 ) (2,341 ) 5,323 — 1,663 Long-term debt — 5,591 — — 5,591 Other deferred credits and liabilities — — 125 — 125 Deferred income taxes — — 254 — 254 Total Liabilities (1,319 ) 3,250 5,702 — 7,633 Redeemable noncontrolling interests — — 15 — 15 Redeemable Limited Partners' interests 286 — — — 286 Equity Sunoco Logistics Partners L.P. equity 7,521 6,488 9,692 (16,180 ) 7,521 Noncontrolling interests — — 34 — 34 Total Equity 7,521 6,488 9,726 (16,180 ) 7,555 Total Liabilities and Equity $ 6,488 $ 9,738 $ 15,443 $ (16,180 ) $ 15,489 Consolidating Statement of Cash Flows Year Ended December 31, 2016 (in millions) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Net Cash Flows from Operating Activities $ 704 $ 676 $ 1,076 $ (1,568 ) $ 888 Cash Flows from Investing Activities: Capital expenditures — — (1,949 ) — (1,949 ) Acquisitions — (786 ) — (786 ) Change in note receivable, affiliated companies — — (301 ) — (301 ) Change in long-term note receivable — — (2 ) — (2 ) Intercompany (1,126 ) (2,401 ) 1,959 1,568 — Net cash provided by (used in) investing activities (1,126 ) (2,401 ) (1,079 ) 1,568 (3,038 ) Cash Flows from Financing Activities: Distributions paid to limited and general partners (961 ) — — — (961 ) Distributions paid to noncontrolling interests (5 ) — — — (5 ) Net proceeds from issuance of limited partner units 1,388 — — — 1,388 Payments of statutory withholding on net issuance of limited partner units under LTIP — — (4 ) — (4 ) Repayments under credit facilities — (5,840 ) — — (5,840 ) Borrowings under credit facilities — 7,200 — — 7,200 Net proceeds from issuance of long-term debt — 544 — — 544 Repayments of senior notes — (175 ) — — (175 ) Contributions attributable to acquisition from affiliate — — 7 — 7 Net cash provided by financing activities 422 1,729 3 — 2,154 Net change in cash and cash equivalents — 4 — — 4 Cash and cash equivalents at beginning of period — 37 — — 37 Cash and cash equivalents at end of period $ — $ 41 $ — $ — $ 41 Consolidating Statement of Cash Flows Year Ended December 31, 2015 (in millions) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Net Cash Flows from Operating Activities $ 393 $ 388 $ 736 $ (919 ) $ 598 Cash Flows from Investing Activities: Capital expenditures — — (2,706 ) — (2,706 ) Acquisitions — (131 ) — (131 ) Change in long-term note receivable — — (17 ) — (17 ) Intercompany (1,223 ) (1,814 ) 2,118 919 — Net cash provided by (used in) investing activities (1,223 ) (1,814 ) (736 ) 919 (2,854 ) Cash Flows from Financing Activities: Distributions paid to limited and general partners (686 ) — — — (686 ) Distributions paid to noncontrolling interests (3 ) — — — (3 ) Net proceeds from issuance of limited partner units 1,519 1,519 Payments of statutory withholding on net issuance of limited partner units under LTIP — — (11 ) — (11 ) Repayments under credit facilities — (3,662 ) — — (3,662 ) Borrowings under credit facilities — 4,039 — — 4,039 Net proceeds from issuance of long-term debt — 991 — — 991 Contributions attributable to acquisition from affiliate — — 11 — 11 Other — (6 ) — — (6 ) Net cash provided by financing activities 830 1,362 — — 2,192 Net change in cash and cash equivalents — (64 ) — — (64 ) Cash and cash equivalents at beginning of period — 101 — — 101 Cash and cash equivalents at end of period $ — $ 37 $ — $ — $ 37 Consolidating Statement of Cash Flows Year Ended December 31, 2014 (in millions) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Net Cash Flows from Operating Activities $ 290 $ 271 $ 649 $ (644 ) $ 566 Cash Flows from Investing Activities: Capital expenditures — — (2,416 ) — (2,416 ) Acquisitions — — (433 ) — (433 ) Change in long-term note receivable — — (17 ) — (17 ) Intercompany (876 ) (2,012 ) 2,244 644 — Net cash provided by (used in) investing activities (876 ) (2,012 ) (622 ) 644 (2,866 ) Cash Flows from Financing Activities: Distributions paid to limited and general partners (468 ) — — — (468 ) Distributions paid to noncontrolling interests (4 ) — — — (4 ) Contributions from general partner 2 — — — 2 Net proceeds from issuance of limited partner units 839 — — — 839 Payments of statutory withholding on net issuance of limited partner units under LTIP — — (9 ) — (9 ) Repayments under credit facilities — (2,845 ) — — (2,845 ) Borrowings under credit facilities — 2,795 — — 2,795 Net proceeds from issuance of long-term debt — 1,976 — — 1,976 Repayment of senior notes — (175 ) — — (175 ) Advances to affiliated companies, net 217 79 (57 ) — 239 Contributions attributable to acquisition from affiliate — — 12 — 12 Net cash provided by (used in) financing activities 586 1,830 (54 ) — 2,362 Net change in cash and cash equivalents — 89 (27 ) — 62 Cash and cash equivalents at beginning of period — 12 27 — 39 Cash and cash equivalents at end of period $ — $ 101 $ — $ — $ 101 |
Summary of Significant Accoun27
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements reflect the results of the Partnership and its wholly-owned subsidiaries, including Sunoco Logistics Partners Operations L.P. (the "Operating Partnership"), the proportionate shares of the Partnership's undivided interests in assets, and the accounts of entities in which the Partnership has a controlling financial interest. A controlling financial interest is evidenced by either a voting interest greater than 50 percent or a risk and rewards model that identifies the Partnership or one of its subsidiaries as the primary beneficiary of a variable interest entity. The Partnership currently holds a controlling financial interest in Inland Corporation ("Inland"), Mid-Valley Pipeline Company ("Mid-Valley"), Price River Terminal, LLC ("PRT"), and, effective February 1, 2017, Permian Express Partners LLC ("PEP"), which is a joint venture with ExxonMobil. These entities are reflected as consolidated subsidiaries of the Partnership. Effective November 1, 2016, SunVit Pipeline LLC ("SunVit") became a wholly-owned subsidiary of the Partnership in connection with the acquisition from Vitol Inc. The Partnership is not the primary beneficiary of any variable-interest entities ("VIEs"). All significant intercompany accounts and transactions are eliminated in consolidation and noncontrolling interests in net income and equity are shown separately in the consolidated statements of comprehensive income and balance sheets. Equity ownership interests in joint ventures in which the Partnership does not have a controlling financial interest, but over which the Partnership can exercise significant influence, are accounted for under the equity method of accounting. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with United States generally accepted accounting principles ("GAAP") requires management to make estimates and assumptions that affect amounts reported in the consolidated financial statements and accompanying notes. Actual amounts could differ from these estimates. |
Reclassifications | Reclassification Certain amounts in the prior years' consolidated financial statements have been reclassified to conform to the current year presentation. The changes did not impact reported net income for any periods presented. |
New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Pronouncements In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-02, which created Topic 842, Leases, and will supersede the requirements in Topic 840. The objective of ASU 2016-02 is to establish the principles that lessees and lessors shall apply to report useful information to users of financial statements about the amount, timing, and uncertainty of cash flows arising from a lease. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. The Partnership is currently evaluating the impact that it will have on its consolidated financial statements and related disclosures. In May 2014, the FASB codified guidance in ASU 2014-09 related to the recognition of revenue from contracts with customers, and has since released associated clarifying guidance in subsequent periods. The new standards outline the core principle that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration which the entity expects to be entitled in exchange for those goods or services. The guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those reporting periods, with early adoption permitted. |
Revenue Recognition | Revenue Recognition Pipeline revenues are recognized upon delivery of the barrels to the location designated by the shipper. Acquisition and marketing revenues for crude oil, NGLs and refined products are recognized when title to and risk of loss of the product is transferred to the customer. Terminalling and storage revenues are recognized at the time the services are provided. Revenues are not recognized for exchange transactions, which are entered into primarily to acquire a commodity of a desired quality or to reduce transportation costs by taking delivery closer to the Partnership's end markets. Any net differential for exchange transactions is recorded as an adjustment to cost of products sold in the consolidated statements of comprehensive income. Affiliated revenues are generated from sales of crude oil, NGLs and refined products, as well as pipeline transportation, terminalling and storage services to ETP and its affiliates. Sales of crude oil, NGLs and refined products to affiliated entities are priced using market-based rates. Affiliated entities pay fees for transportation or terminalling services based on the terms and conditions of established agreements or published tariffs. |
Cash Equivalents | Cash Equivalents The Partnership considers all highly liquid investments with a remaining maturity of three months or less at the time of purchase to be cash equivalents. At December 31, 2016 and 2015, cash equivalents consisted of time deposits and money market investments. |
Accounts Receivable, Net | Accounts Receivable, Net Accounts receivable represent valid claims against non-affiliated customers (see Note 4 for affiliated receivables) for products sold or services rendered. The Partnership extends credit terms to certain customers after review of various credit indicators, including the customers' credit ratings. Outstanding customer receivable balances are regularly reviewed for possible non-payment indicators and reserves are recorded for doubtful accounts based upon management's expectations regarding collectability. Actual receivable balances are charged against the reserve when all collection efforts have been exhausted. |
Inventories | Inventories Inventories are valued at the lower of cost or market. Crude oil, NGLs and refined products inventory costs have been determined using the last-in, first-out method ("LIFO"). Under this methodology, the cost of products sold consists of the actual acquisition costs of the Partnership, which include transportation and storage costs. Such costs are adjusted to reflect increases or decreases in inventory quantities, which are valued based on the changes in the LIFO inventory layers. The cost of materials, supplies and other inventories is principally determined using the average-cost method. During the periods ended December 31, 2016, 2015 and 2014, a lower of cost or market ("LCM") adjustment was applied, as necessary, to the Partnership's crude oil, NGLs and refined products inventories due to changes in commodity prices. Adjustments are calculated based upon current replacement costs. See Notes 6 and 18 for additional information on the LCM reserves and their impact to the Partnership's net income. |
Properties, Plants and Equipment | Properties, Plants and Equipment Properties, plants and equipment are stated at cost. Additions to properties, plants and equipment, including replacements and improvements, are recorded at cost. Repair and maintenance expenditures are charged to expense as incurred. Depreciation is determined principally using the straight-line method based on the estimated useful lives of the related assets. For certain interstate pipelines, the depreciation rate is applied to the net asset value based on the Federal Energy Regulatory Commission's ("FERC") requirements, which approximates the estimated useful lives of the related assets. |
Capitalized Interest | Capitalized Interest The Partnership capitalizes interest incurred on funds borrowed for certain capital projects and contributions to joint venture interests during periods in which construction activities are in progress to bring those projects to their intended use. |
Investment in Affiliates | Investment in Affiliates Investment in affiliates, which consist of joint ventures in which the Partnership does not have a controlling financial interest, but over which the Partnership can exercise significant influence, are accounted for under the equity method of accounting. Under this method, an investment is carried at cost, adjusted for the equity in income (loss), reduced for dividends received and adjusted for changes in accumulated other comprehensive income (loss). Income recognized from the Partnership's joint venture interests is presented within other income in the consolidated statements of comprehensive income. The Partnership allocates the excess of its investment cost over its equity in the net assets of affiliates to the underlying tangible and intangible assets of the joint ventures. Other than land and indefinite-lived intangible assets, all amounts allocated, principally to pipeline and related assets, are amortized using the straight-line method over their estimated useful life of 40 years . The amortization of these amounts is also presented within other income in the consolidated statements of comprehensive income. |
Acquisitions | Acquisitions The Partnership records third-party business combinations at their estimated fair values as of the date of acquisition. Any excess of consideration transferred plus the fair value of noncontrolling interest over the estimated fair value of the net assets acquired is recorded as goodwill. To the extent the estimated fair value of the net assets acquired exceeds the purchase price plus the fair value of the noncontrolling interest, a gain is recorded in results of current operations. The results of operations of acquired businesses are included in the Partnership's results from the dates of acquisition. Assets acquired and liabilities assumed include tangible and intangible assets, and contingent assets and liabilities. The estimated fair values of these assets and liabilities are determined based on observable inputs such as quoted market prices, information from comparable transactions, offers made by other prospective acquirers in the cases where the Partnership has certain rights to acquire additional interests in existing investments, and the replacement cost of assets in the same condition or stage of usefulness; or on unobservable inputs such as expected future cash flows or internally developed estimates of value. The Partnership's fair value measurements are classified within the fair value hierarchy established by GAAP based on the lowest level (least observable) input that is significant to the measurement in its entirety. Assets acquired and liabilities assumed in connection with acquisitions from entities under common control are recorded by the Partnership at the common control entity's net carrying value. The Partnership records any difference between the consideration paid and the carrying value of the net assets and liabilities as a distribution from, or contribution to, redeemable limited partner interests or equity, as applicable. The Partnership's asset acquisitions are recorded at the purchase price, which is allocated to the acquired assets and assumed liabilities based on their relative estimated fair values. See Note 3 for additional information concerning the Partnership's recent acquisitions. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets, other than those held for sale, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. An asset is considered to be impaired when the undiscounted estimated net cash flows expected to be generated by the asset are less than its carrying amount. The impairment recognized is the amount by which the carrying amount exceeds the estimated fair value of the impaired asset. Long-lived assets held for sale are recorded at the lower of their carrying amount or estimated fair value less cost to sell the assets. |
Goodwill | Goodwill Goodwill, which represents the excess of the purchase price in a business combination over the fair value of net assets acquired, is tested for impairment annually in the fourth quarter, or more often if events or changes in circumstances indicate that the carrying value of goodwill may exceed its estimated fair value. The Partnership's general partner was acquired and became a consolidated subsidiary of ETP in the fourth quarter 2012. In connection with the acquisition, the Partnership elected to apply "push-down accounting" which required the Partnership's assets and liabilities to be adjusted to fair value on the closing date of the acquisition, which included an increase to the Partnership's goodwill balance of approximately $ 1.3 billion. Management's process for evaluating goodwill for impairment involves estimating the fair value of the Partnership's reporting units that include goodwill. Inherent in estimating fair value for each reporting unit are certain judgments and estimates relating the market multiples for comparable businesses, management's interpretation of current economic indicators, and market conditions and assumptions about the Partnership's strategic plans with regards to its operations. To the extent additional information arises, market conditions change or the Partnership's strategies change, it is possible the conclusion regarding whether the goodwill is impaired could change and result in future goodwill impairment charges. During the fourth quarter 2015, the Partnership realigned its reporting segments and, in accordance with accounting guidance, was required to test its goodwill balance for impairment both before and after the change in its reportable segments. Due to volatility within the energy markets, the Partnership utilized the assistance of a third party valuation firm to develop models to estimate the fair value of each of its reporting units that contain goodwill. The fair value of the reporting units was estimated using a combination of discounted cash flow and market multiple methodologies. Under the discounted cash flow methodology, fair value was estimated using the present value of Management's projected cash flows for each reporting unit which was calculated using the expected return a market participant would require for each reporting unit. Under the market multiple methodology, a selection of peer group companies, which are similar from an operational or industry perspective, were considered in estimating market multiples. These multiples were applied to Management's projected Adjusted EBITDA in order to estimate fair value. For the 2015 impairment test, the fair value of the Partnership's legacy Crude Oil Acquisition and Marketing segment was determined to be approximately 3 percent less than its carrying value. In accordance with accounting guidance, a second test was performed to estimate the fair value of the reporting unit's assets and liabilities, which included determining an implied goodwill value. The Partnership performed the second test and determined that the implied fair value of the Crude Oil Acquisition and Marketing segment's goodwill exceeded its current carrying value. See Note 9 for additional information on the Partnership's goodwill balance. |
Intangible Assets | Intangible Assets The Partnership has acquired intangible assets, such as customer relationships and patents related to butane blending technology. The value assigned to these intangible assets is amortized on a straight-line basis over their respective economic lives through depreciation and amortization expense in the consolidated statements of comprehensive income. |
Environmental Remediation | Environmental Remediation The Partnership accrues environmental remediation costs for work at identified sites where an assessment has indicated that cleanup costs are probable and reasonably estimable. Such accruals are undiscounted and are based on currently available information, estimated timing of remedial actions and related inflation assumptions, existing technology and presently enacted laws and regulations. If a range of probable environmental cleanup costs exists for an identified site, the minimum of the range is accrued unless some other point or points in the range are more likely, in which case the most likely amount in this range is accrued. |
Income Taxes | Income Taxes The Partnership is not a taxable entity for U.S. federal income tax purposes, or for the majority of states that impose income taxes. Rather, income taxes are generally assessed at the partner level. There are some states in which the Partnership operates where it is subject to state and local income taxes. Substantially all of the income tax amounts reflected in the Partnership's consolidated financial statements are related to the operations of Inland, Mid-Valley and West Texas Gulf Pipe Line Company ("West Texas Gulf"), all of which are subject to income taxes for federal and state purposes at the corporate level. The effective tax rates for these entities approximate the federal statutory rate of 35 percent . The Partnership recognizes a tax benefit from uncertain positions only if it is more likely than not that the position is sustainable, based solely on its technical merits and consideration of the relevant taxing authorities' widely understood administrative practices and precedents. The tax benefits recognized from such positions are measured based on the largest benefit that has a greater than 50 percent likelihood of being realized upon settlement. |
Long-Term Incentive Plan | Long-Term Incentive Plan The Partnership accounts for the compensation cost associated with all unit-based payment awards at grant-date fair value and reports the related expense within operating expenses and selling, general and administrative expenses in the consolidated statements of comprehensive income. Unit-based compensation cost for all outstanding awards of restricted units is based on the grant date market price of the underlying unit. The Partnership recognizes unit-based compensation expense on a straight-line basis over the requisite service period. In accordance with the terms of certain awards, the recognition of compensation expense is accelerated for participants who become retirement-eligible during the applicable vesting period. |
Asset Retirement Obligations | Asset Retirement Obligations Asset retirement obligations ("AROs") represent the fair value of expected liabilities related to the future retirement of long-lived assets and are recorded at the time in which a legal obligation is incurred. A corresponding asset is recorded concurrently and is depreciated over the anticipated active life of the related long-lived asset. The value of the ARO is determined based on estimates and assumptions regarding ongoing maintenance and repair, asset repurposing costs, disposal costs and associated contractual obligations related to the Partnership's pipelines, terminal facilities, storage tanks, truck and leased assets. The Partnership bases these estimates on historical and budgeted costs, future inflation rates and credit-adjusted risk-free interest rates. These fair value assessments are considered to be level 3 measurements, as they are based on both observable and unobservable inputs. The Partnership's consolidated balance sheets include AROs as a component of other deferred credits and liabilities of $ 88 million at December 31, 2016 and 2015. The Partnership believes it may have additional asset retirement obligations related to its pipeline assets and storage tanks for which it is not possible to estimate whether or when the retirement obligations will be settled. Consequently, these retirement obligations cannot be measured at this time. |
Fair Value Measurements | Fair Value Measurements The Partnership determines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Partnership utilizes valuation techniques that maximize the use of observable inputs (levels 1 and 2) and minimize the use of unobservable inputs (level 3) within the fair value hierarchy established by the FASB. Where quoted pricing is not available, the Partnership utilizes a "market" or "income" approach to determine fair value. This method uses pricing and other information related to market transactions for identical or comparable assets and liabilities. Assets and liabilities are classified within the fair value hierarchy based on the lowest level (least observable) input that is significant to the measurement in its entirety. |
Lease Accounting | Lease Accounting The Partnership accounts for arrangements that convey the right to use property, plant or equipment for a stated period of time as leases. Whether an arrangement contains a lease is determined at inception of the arrangement based on all of the facts and circumstances. The Partnership reassesses whether an arrangement contains a lease after the inception of the arrangement only if (a) there is a change in the contractual terms, (b) a renewal option is exercised or an extension is agreed to by the parties to the arrangement, (c) there is a change in the determination of whether or not fulfillment is dependent on specified property, plant, or equipment, or (d) there is a substantial physical change to the specified property, plant, or equipment. The Partnership continually analyzes its new and existing arrangements to evaluate whether they contain leases. Revenue or expense from arrangements where the Partnership is the lessor or lessee, respectively, is recognized ratably over the term of the underlying arrangement. |
Net Income Attributable to Sunoco Logistics Partners L.P. Per Limited Partner Unit | Net Income Attributable to Sunoco Logistics Partners L.P. per Limited Partner Unit The Partnership uses the two-class method to determine basic and diluted earnings per unit. The two-class method is an earnings allocation formula that determines the earnings for each class of equity ownership and participating security according to distributions declared and participation rights in undistributed earnings. The Partnership calculates basic and diluted net income attributable to Sunoco Logistics Partners L.P. ("net income attributable to SXL") per limited partner unit by dividing net income attributable to SXL, after deducting the amounts allocated to the general partner's interest and incentive distribution rights ("IDRs"), by the weighted average number of limited partner units and Class B units outstanding during the period. IDRs in a master limited partnership are treated as participating securities for the purpose of computing net income attributable to limited partner units. The general partner holds all of the IDRs. In addition, when earnings differ from cash distributions, undistributed or over distributed earnings are to be allocated to the general partner, limited partners and Class B unitholders based on the contractual terms of the partnership agreement. See Note 4 for additional information on the terms of the Class B units. |
Summary of Significant Accoun28
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Components of Income Tax Expense | The following table presents the components of income tax expense for the periods presented: Year Ended December 31, 2016 2015 2014 (in millions) Federal Current $ 22 $ 15 $ 24 Deferred 2 6 (5 ) State Current 4 — 6 Deferred (1 ) — — Total income tax expense $ 27 $ 21 $ 25 |
Net Income Attributable to Su29
Net Income Attributable to Sunoco Logistics Partners L.P. per Limited Partner Unit (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Number of Basic and Diluted Shares | Year Ended December 31, 2016 2015 2014 (in millions) Weighted average number of units outstanding—basic 304.5 250.9 212.9 Add effect of dilutive incentive awards 0.9 0.8 1.2 Weighted average number of units—diluted 305.4 251.7 214.1 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | The components of inventories are as follows: December 31, 2016 2015 (in millions) Crude oil $ 683 $ 424 NGLs 126 83 Refined products 110 83 Refined products additives 3 3 Materials, supplies and other 12 14 Total Inventories $ 934 $ 607 |
Properties, Plants and Equipm31
Properties, Plants and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Properties, Plants and Equipment | The components of net properties, plants and equipment are as follows: December 31, Estimated Useful Lives 2016 2015 (in years) (in millions) Land and land improvements (including rights-of-way) (1) — $ 1,357 $ 1,286 Pipelines and related assets 16 - 39 6,348 5,634 Terminals and storage facilities 20 - 41 2,905 2,294 Buildings and improvements 25 - 32 544 509 Other 3 - 20 185 177 Construction-in-progress 2,212 1,627 Total properties, plants and equipment (2) 13,551 11,527 Less: Accumulated depreciation and amortization (1,227 ) (835 ) Total properties, plants and equipment, net $ 12,324 $ 10,692 (1) As of December 31, 2016 and 2015, the Partnership had rights-of-way with a book value of $ 1.1 billion. (2) As of December 31, 2016 and 2015, accrued capital expenditures were $ 249 and $ 286 million, respectively. |
Investment in Affiliates (Table
Investment in Affiliates (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Partnership's Ownership Percentages Not Holding Controlling Financial Interest | The Partnership's ownership percentages in equity ownership interests as of December 31, 2016 and 2015 were as follows: December 31, 2016 2015 Explorer Pipeline Company 15.0% 13.3% Yellowstone Pipe Line Company 14.0% 14.0% West Shore Pipe Line Company 17.1% 17.1% Wolverine Pipe Line Company 31.5% 31.5% Bayview Refining Company, LLC 49.0% 49.0% Permian Express Terminal LLC (formerly known as SunVit Pipeline LLC) (1) 100.0% 50.0% Bayou Bridge Pipeline LLC 30.0% 30.0% Bakken Holdings Company LLC ("Bakken HoldCo") (2) 40.0% 40.0% |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Components of Intangible Assets | Weighted Average Amortization Period December 31, 2016 2015 (in years) (in millions) Gross Customer relationships 18 $ 1,149 $ 836 Technology 10 47 47 Total gross 1,196 883 Accumulated amortization Customer relationships (199 ) (149 ) Technology (20 ) (16 ) Total accumulated amortization (219 ) (165 ) Total Net $ 977 $ 718 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Partnership's Debt Balances | The components of the Partnership's long-term debt balances are as follows: December 31, 2016 2015 (in millions) Credit Facilities $2.50 billion Credit Facility, due March 2020 (1) $ 1,292 $ 562 $1.0 billion 364-Day Credit Facility, due December 2017 (2) 630 — Senior Notes Senior Notes - 6.125%, due May 2016 (3) — 175 Senior Notes - 5.50%, due February 2020 250 250 Senior Notes - 4.40%, due April 2021 600 600 Senior Notes - 4.65%, due February 2022 300 300 Senior Notes - 3.45%, due January 2023 350 350 Senior Notes - 4.25%, due April 2024 500 500 Senior Notes - 5.95%, due December 2025 400 400 Senior Notes - 3.90%, due July 2026 550 — Senior Notes - 6.85%, due February 2040 250 250 Senior Notes - 6.10%, due February 2042 300 300 Senior Notes - 4.95%, due January 2043 350 350 Senior Notes - 5.30%, due April 2044 700 700 Senior Notes - 5.35%, due May 2045 800 800 Unamortized fair value adjustments (4) 84 93 Total debt 7,356 5,630 Less: Unamortized bond discount and debt issuance costs (5) (43 ) (39 ) Long-term debt $ 7,313 $ 5,591 (1) Includes $ 50 million of commercial paper outstanding at December 31, 2016. There was no commercial paper outstanding at December 31, 2015. (2) The $1.0 billion 364-Day Credit Facility, including its $630 million term loan, is classified as long-term debt at December 31, 2016 as the Partnership has the ability and intent to refinance such borrowings on a long-term basis. (3) The 6.125 percent Senior Notes were classified as long-term debt at December 31, 2015 as the Partnership repaid these notes in May 2016 with borrowings under its $2.50 billion Credit Facility, due in 2020. (4) Represents fair value adjustments on senior notes resulting from the application of push-down accounting in connection with the acquisition of the Partnership's general partner by ETP on October 5, 2012. (5) In the fourth quarter 2015, the Partnership adopted accounting guidance which requires certain debt issuance costs to be reflected as a reduction in the total long-term debt liability for all periods presented. The net long-term debt balance now includes $ 34 and $ 32 million of debt issuance costs at December 31, 2016 and 2015, respectively. |
Long-Term Debt Maturities Aggregate Amount | The aggregate amount of long-term debt instrument maturities are as follows: Year Ended December 31, (in millions) 2017 $ 630 2018 — 2019 — 2020 1,542 2021 600 Thereafter 4,500 Total $ 7,272 |
Commitments and Contingent Li35
Commitments and Contingent Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Annual Rental Aggregate Amount | The Partnership, as lessee, has non-cancelable operating leases for office space and equipment for which the aggregate amount of future minimum annual rentals as of December 31, 2016 is as follows: Year Ended December 31, (in millions) 2017 $ 7 2018 4 2019 3 2020 3 2021 — Thereafter — Total $ 17 |
Cash Distributions (Tables)
Cash Distributions (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Schedule Of Distributions Made To General And Limited Partner | Total Quarterly Distribution Target Amount Marginal Percentage Interest in Distributions General Partner Unitholders Minimum Quarterly Distribution $0.0750 1 % 99% First Target Distribution up to $0.0833 1 % 99% Second Target Distribution above $0.0833 up to $0.0958 14 % (1) 86% Third Target Distribution above $0.0958 up to $0.2638 36 % (1) 64% Thereafter above $0.2638 49 % (1) 51% |
Schedule Of Cash Distributions Made To Partners By Distribution | Cash Distribution Payment Date Cash Distribution per Limited Partner Unit Annualized Cash Distribution per Limited Partner Unit Total Cash Distribution to the Limited Partners Total Cash Distribution to the General Partner (in millions) (in millions) November 14, 2016 $ 0.5100 $ 2.0400 $ 164 $ 102 August 12, 2016 $ 0.5000 $ 2.0000 $ 149 $ 98 May 13, 2016 $ 0.4890 $ 1.9560 $ 140 $ 92 February 12, 2016 $ 0.4790 $ 1.9160 $ 131 $ 85 November 13, 2015 $ 0.4580 $ 1.8320 $ 119 $ 76 August 14, 2015 $ 0.4380 $ 1.7520 $ 111 $ 69 May 15, 2015 $ 0.4190 $ 1.6760 $ 103 $ 62 February 13, 2015 $ 0.4000 $ 1.6000 $ 92 $ 54 November 14, 2014 $ 0.3825 $ 1.5300 $ 84 $ 49 August 14, 2014 $ 0.3650 $ 1.4600 $ 77 $ 43 May 15, 2014 $ 0.3475 $ 1.3900 $ 72 $ 39 February 14, 2014 $ 0.3312 $ 1.3248 $ 69 $ 35 |
Management Incentive Plan (Tabl
Management Incentive Plan (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summarized Information Restricted Unit Award Activity | Number of Units Weighted Average Grant Date Fair Value Granted, non-vested and outstanding, December 31, 2013 1,279,162 $ 26.19 Granted 719,009 $ 41.59 Performance factor adjustment (1) 229,828 $ 17.52 Vested (693,326 ) $ 20.26 Cancelled/forfeited (72,872 ) $ 30.10 Granted, non-vested and outstanding, December 31, 2014 1,461,801 $ 35.01 Granted 1,412,257 $ 29.54 Vested (245,563 ) $ 22.08 Cancelled/forfeited (90,776 ) $ 36.83 Granted, non-vested and outstanding, December 31, 2015 2,537,719 $ 33.16 Granted 1,300,255 $ 23.21 Vested (526,014 ) $ 34.19 Cancelled/forfeited (98,440 ) $ 33.72 Granted, non-vested and outstanding, December 31, 2016 3,213,520 $ 28.57 |
Derivatives and Risk Manageme38
Derivatives and Risk Management (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Fair Value of Partnership's Derivative Assets and Liabilities | As of December 31, 2016 and 2015, the fair values of the Partnership's derivative assets and liabilities were: December 31, 2016 2015 (in millions) Derivative assets $ 19 $ 30 Derivative liabilities (46 ) (18 ) $ (27 ) $ 12 |
Schedule of Derivative Instruments, (Gain) Loss | The following table sets forth the impact of derivatives on the Partnership's results of operations for the periods presented: Location of Gains (Losses) Recognized in Earnings Gains (Losses) Recognized in Earnings (in millions) Year Ended December 31, 2016 Derivatives not designated as hedging instruments: Commodity contracts Sales and other operating revenue $ (65 ) Commodity contracts Cost of products sold 6 $ (59 ) Year Ended December 31, 2015 Derivatives not designated as hedging instruments: Commodity contracts Sales and other operating revenue $ 47 Commodity contracts Cost of products sold (26 ) Commodity contracts Operating expenses (1 ) $ 20 Year Ended December 31, 2014 Derivatives not designated as hedging instruments: Commodity contracts Sales and other operating revenue $ 81 Commodity contracts Cost of products sold (20 ) $ 61 |
Business Segment Information (T
Business Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting Information | The following table sets forth consolidated statement of comprehensive income information concerning the Partnership's business segments and reconciles total segment Adjusted EBITDA to net income attributable to SXL for the periods presented: Year Ended December 31, 2016 2015 2014 (in millions) Sales and other operating revenue (1) Crude Oil $ 7,496 $ 8,956 $ 16,899 Natural Gas Liquids 875 1,165 959 Refined Products 780 365 230 Total sales and other operating revenue $ 9,151 $ 10,486 $ 18,088 Depreciation and amortization Crude Oil $ 242 $ 216 $ 191 Natural Gas Liquids 105 76 30 Refined Products 99 90 75 Total depreciation and amortization $ 446 $ 382 $ 296 Impairment charge and other matters (2) Crude Oil $ (148 ) $ 150 $ 231 Natural Gas Liquids (20 ) 10 27 Refined Products (2 ) 2 — Total impairment charge and other matters $ (170 ) $ 162 $ 258 Capital expenditures (3) Crude Oil $ 547 $ 1,377 $ 801 Natural Gas Liquids 1,258 1,111 1,210 Refined Products 91 197 534 Corporate 16 24 14 Total capital expenditures $ 1,912 $ 2,709 $ 2,559 Adjusted EBITDA Crude Oil $ 687 $ 656 $ 669 Natural Gas Liquids 317 333 203 Refined Products 229 164 99 Total Adjusted EBITDA 1,233 1,153 971 Interest expense, net (157 ) (134 ) (67 ) Depreciation and amortization expense (446 ) (382 ) (296 ) Impairment charge and other matters 170 (162 ) (258 ) Provision for income taxes (27 ) (21 ) (25 ) Non-cash compensation expense (23 ) (17 ) (16 ) Unrealized gains (losses) on commodity risk management activities (39 ) (4 ) 17 Amortization of excess equity method investment (2 ) (2 ) (2 ) Proportionate share of unconsolidated affiliates' interest, depreciation and provision for income taxes (41 ) (34 ) (24 ) Gain on investment in affiliate 41 — — Net Income (4) 709 397 300 Net income attributable to noncontrolling interests 3 3 9 Net income attributable to redeemable noncontrolling interests 1 1 — Net Income Attributable to Sunoco Logistics Partners L.P. $ 705 $ 393 $ 291 (1) Sales and other operating revenue for the periods presented includes the following amounts from ETP and its affiliates: Year Ended December 31, 2016 2015 2014 (in millions) Crude Oil $ 24 $ 193 $ 866 Natural Gas Liquids 175 204 134 Refined Products 237 118 70 Total sales and other operating revenue $ 436 $ 515 $ 1,070 Total sales and other operating revenue exclude $ 483 , $ 404 , and $ 309 million attributable to intrasegment activity for the years ended December 31, 2016, 2015 and 2014, respectively. (2) Represents non-cash adjustments on the Partnership's crude oil, NGLs and refined products inventories. (3) Total capital expenditures exclude acquisitions and investments in equity ownership interests of $ 796 , $ 131 , and $ 448 million for the years ended December 31, 2016, 2015 and 2014, respectively. (4) Net income includes $ 39 , $ 24 , and $25 million for the years ended December 31, 2016, 2015 and 2014, respectively, of equity income attributable to the equity ownership interest. |
Sales And Other Operating Revenue By Segment | Year Ended December 31, 2016 2015 2014 (in millions) Crude Oil $ 24 $ 193 $ 866 Natural Gas Liquids 175 204 134 Refined Products 237 118 70 Total sales and other operating revenue $ 436 $ 515 $ 1,070 |
Schedule Of Segment Reporting Information Balance Sheet Data By Segment Table | The following table provides consolidated balance sheet information concerning the Partnership's business segments as of December 31, 2016, 2015 and 2014, respectively: Crude Oil Natural Gas Liquids Refined Products Total (in millions) As of December 31, 2016 Investment in affiliates $ 745 $ — $ 207 $ 952 Goodwill $ 1,163 $ 357 $ 89 $ 1,609 Identifiable assets (1) $ 10,939 $ 4,937 $ 2,795 $ 18,849 As of December 31, 2015 Investment in affiliates $ 623 $ — $ 179 $ 802 Goodwill $ 912 $ 357 $ 89 $ 1,358 Identifiable assets (2) $ 8,802 $ 3,764 $ 2,747 $ 15,489 As of December 31, 2014 Investment in affiliates $ 53 $ — $ 173 $ 226 Goodwill $ 912 $ 357 $ 89 $ 1,358 Identifiable assets (3) $ 8,579 $ 2,401 $ 2,458 $ 13,618 (1) Total identifiable assets include the Partnership's unallocated $ 15 million cash and cash equivalents, $ 153 million of properties, plants and equipment, net, and $ 10 million of other assets. (2) Total identifiable assets include the Partnership's unallocated $ 36 million cash and cash equivalents, $ 133 million of properties, plants and equipment, net, and $ 7 million of other assets. (3) Total identifiable assets include the Partnership's unallocated $ 47 million cash and cash equivalents, $ 124 million of properties, plants and equipment, net, and $ 9 million of other assets. |
Quarterly Financial Data (Una40
Quarterly Financial Data (Unaudited) - (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summarized Quarterly Financial Data | 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter (in millions, except per unit amounts) 2016 Sales and other operating revenue: Unaffiliated customers $ 1,668 $ 2,174 $ 2,085 $ 2,788 Affiliates $ 109 $ 94 $ 104 $ 129 Gross profit (1) $ 341 $ 244 $ 293 $ 323 Impairment charge and other matters $ 26 $ (132 ) $ (37 ) $ (27 ) Operating income $ 183 $ 239 $ 191 $ 202 Net Income $ 146 $ 202 $ 155 $ 206 Net income attributable to noncontrolling interests (1 ) — (1 ) (1 ) Net income attributable to redeemable noncontrolling interests — — — (1 ) Net Income Attributable to Sunoco Logistics Partners L.P. $ 145 $ 202 $ 154 $ 204 Less: General Partner's interest (90 ) (98 ) (101 ) (104 ) Limited Partners' interest $ 55 $ 104 $ 53 $ 100 Net Income (Loss) attributable to Sunoco Logistics Partners L.P. per Limited Partner unit—basic $ 0.18 $ 0.34 $ 0.16 $ 0.29 Net Income (Loss) attributable to Sunoco Logistics Partners L.P. per Limited Partner unit—diluted $ 0.18 $ 0.34 $ 0.16 $ 0.29 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter (in millions, except per unit amounts) 2015 Sales and other operating revenue: Unaffiliated customers $ 2,453 $ 2,996 $ 2,317 $ 2,205 Affiliates $ 119 $ 206 $ 90 $ 100 Gross profit (1) $ 214 $ 326 $ 325 $ 312 Impairment charge and other matters $ 41 $ (100 ) $ 103 $ 118 Operating income $ 66 $ 307 $ 94 $ 63 Net Income $ 37 $ 277 $ 57 $ 26 Net income attributable to noncontrolling interests (1 ) — (1 ) (1 ) Net income attributable to redeemable noncontrolling interests — (1 ) — — Net Income Attributable to Sunoco Logistics Partners L.P. $ 36 $ 276 $ 56 $ 25 Less: General Partner's interest (60 ) (71 ) (74 ) (83 ) Limited Partners' interest $ (24 ) $ 205 $ (18 ) $ (58 ) Net Income (Loss) attributable to Sunoco Logistics Partners L.P. per Limited Partner unit—basic $ (0.10 ) $ 0.83 $ (0.07 ) $ (0.21 ) Net Income (Loss) attributable to Sunoco Logistics Partners L.P. per Limited Partner unit—diluted $ (0.10 ) $ 0.83 $ (0.07 ) $ (0.21 ) (1) Gross profit equals sales and other operating revenue less cost of products sold and operating expenses. |
Supplemental Condensed Consol41
Supplemental Condensed Consolidating Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidating Statement of Comprehensive Income (Loss) | Consolidating Statement of Comprehensive Income (Loss) Year Ended December 31, 2016 (in millions) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Revenues Sales and other operating revenue: Unaffiliated customers $ — $ — $ 8,715 $ — $ 8,715 Affiliates — — 436 — 436 Total Revenues — — 9,151 — 9,151 Costs and Expenses Cost of products sold — — 7,828 — 7,828 Operating expenses — — 122 — 122 Selling, general and administrative expenses — 1 109 — 110 Depreciation and amortization expense — — 446 — 446 Impairment charge and other matters — — (170 ) — (170 ) Total Costs and Expenses — 1 8,335 — 8,336 Operating Income (Loss) — (1 ) 816 — 815 Net interest income (cost) to affiliates — 7 (5 ) — 2 Other interest cost and debt expense, net — (275 ) 5 — (270 ) Capitalized interest — 111 — — 111 Gain on investment in affiliate — — 41 — 41 Other income — — 37 — 37 Equity in earnings of subsidiaries 705 863 — (1,568 ) — Income (Loss) Before Provision for Income Taxes 705 705 894 (1,568 ) 736 Provision for income taxes — — (27 ) — (27 ) Net Income (Loss) 705 705 867 (1,568 ) 709 Net income attributable to noncontrolling interests — — (3 ) — (3 ) Net income attributable to redeemable noncontrolling interests — — (1 ) — (1 ) Net Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 705 $ 705 $ 863 $ (1,568 ) $ 705 Net Income (Loss) $ 705 $ 705 $ 867 $ (1,568 ) $ 709 Comprehensive Income (Loss) 705 705 867 (1,568 ) 709 Less: Comprehensive income attributable to noncontrolling interests — — (3 ) — (3 ) Less: Comprehensive income attributable to redeemable noncontrolling interests — — (1 ) — (1 ) Comprehensive Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 705 $ 705 $ 863 $ (1,568 ) $ 705 Consolidating Statement of Comprehensive Income (Loss) Year Ended December 31, 2015 (in millions) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Revenues Sales and other operating revenue: Unaffiliated customers $ — $ — $ 9,971 $ — $ 9,971 Affiliates — — 515 — 515 Total Revenues — — 10,486 — 10,486 Costs and Expenses Cost of products sold — — 9,145 — 9,145 Operating expenses — — 164 — 164 Selling, general and administrative expenses — 1 102 — 103 Depreciation and amortization expense — — 382 — 382 Impairment charge and other matters — — 162 — 162 Total Costs and Expenses — 1 9,955 — 9,956 Operating Income (Loss) — (1 ) 531 — 530 Other interest cost and debt expense, net — (209 ) (1 ) — (210 ) Capitalized interest — 76 — — 76 Other income — — 22 — 22 Equity in earnings of subsidiaries 393 526 — (919 ) — Income (Loss) Before Provision for Income Taxes 393 392 552 (919 ) 418 Provision for income taxes — — (21 ) — (21 ) Net Income (Loss) 393 392 531 (919 ) 397 Net income attributable to noncontrolling interests — — (3 ) — (3 ) Net income attributable to redeemable noncontrolling interests — — (1 ) — (1 ) Net Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 393 $ 392 $ 527 $ (919 ) $ 393 Net Income (Loss) $ 393 $ 392 $ 531 $ (919 ) $ 397 Adjustment to affiliate's pension funded status — — (1 ) — (1 ) Other Comprehensive Income (Loss) — — (1 ) — (1 ) Comprehensive Income (Loss) 393 392 530 (919 ) 396 Less: Comprehensive income attributable to noncontrolling interests — — (3 ) — (3 ) Less: Comprehensive income attributable to redeemable noncontrolling interests — — (1 ) — (1 ) Comprehensive Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 393 $ 392 $ 526 $ (919 ) $ 392 Consolidating Statement of Comprehensive Income (Loss) Year Ended December 31, 2014 (in millions) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Revenues Sales and other operating revenue: Unaffiliated customers $ — $ — $ 17,018 $ — $ 17,018 Affiliates — — 1,070 — 1,070 Total Revenues — — 18,088 — 18,088 Costs and Expenses Cost of products sold — — 16,877 — 16,877 Operating expenses — — 172 — 172 Selling, general and administrative expenses — — 118 — 118 Depreciation and amortization expense — — 296 — 296 Impairment charge and other matters — — 258 — 258 Total Costs and Expenses — — 17,721 — 17,721 Operating Income — — 367 — 367 Net interest income (cost) to affiliates — 5 (4 ) — 1 Other interest cost and debt expense, net — (146 ) — — (146 ) Capitalized interest — 78 — — 78 Other income — — 25 — 25 Equity in earnings of subsidiaries 291 354 — (645 ) — Income (Loss) Before Provision for Income Taxes 291 291 388 (645 ) 325 Provision for income taxes — — (25 ) — (25 ) Net Income (Loss) 291 291 363 (645 ) 300 Net income attributable to noncontrolling interests — — (9 ) — (9 ) Net Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 291 $ 291 $ 354 $ (645 ) $ 291 Net Income (Loss) $ 291 $ 291 $ 363 $ (645 ) $ 300 Adjustment to affiliate's pension funded status — — 1 — 1 Other Comprehensive Income (Loss) — — 1 — 1 Comprehensive Income (Loss) 291 291 364 (645 ) 301 Less: Comprehensive income attributable to noncontrolling interests — — (9 ) — (9 ) Comprehensive Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 291 $ 291 $ 355 $ (645 ) $ 292 |
Condensed Consolidating Balance Sheet | Consolidating Balance Sheet December 31, 2016 (in millions) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Assets Cash and cash equivalents $ — $ 41 $ — $ — $ 41 Accounts receivable, net — — 1,555 — 1,555 Accounts receivable, affiliated companies — — 44 — 44 Inventories — — 934 — 934 Note receivable, affiliated companies — — 301 — 301 Other current assets — 2 29 — 31 Total Current Assets — 43 2,863 — 2,906 Properties, plants and equipment, net — — 12,324 — 12,324 Investment in affiliates 7,199 10,664 952 (17,863 ) 952 Goodwill — — 1,609 — 1,609 Intangible assets, net — — 977 — 977 Other assets — 5 76 — 81 Total Assets $ 7,199 $ 10,712 $ 18,801 $ (17,863 ) $ 18,849 Liabilities and Equity Accounts payable $ — $ — $ 1,750 $ — $ 1,750 Accounts payable, affiliated companies — 4 59 — 63 Accrued liabilities — 49 238 — 287 Accrued taxes payable — — 38 — 38 Intercompany (1,761 ) (3,853 ) 5,614 — — Total Current Liabilities (1,761 ) (3,800 ) 7,699 — 2,138 Long-term debt — 7,313 — — 7,313 Other deferred credits and liabilities — — 133 — 133 Deferred income taxes — — 257 — 257 Total Liabilities (1,761 ) 3,513 8,089 — 9,841 Redeemable noncontrolling interests — — 15 — 15 Redeemable Limited Partners' interests 300 — — — 300 Equity Sunoco Logistics Partners L.P. equity 8,660 7,199 10,664 (17,863 ) 8,660 Noncontrolling interests — — 33 — 33 Total Equity 8,660 7,199 10,697 (17,863 ) 8,693 Total Liabilities and Equity $ 7,199 $ 10,712 $ 18,801 $ (17,863 ) $ 18,849 Consolidating Balance Sheet December 31, 2015 (in millions) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Assets Cash and cash equivalents $ — $ 37 $ — $ — $ 37 Accounts receivable, net — — 1,165 — 1,165 Accounts receivable, affiliated companies — 3 17 — 20 Inventories — — 607 — 607 Other current assets — — 19 — 19 Total Current Assets — 40 1,808 — 1,848 Properties, plants and equipment, net — — 10,692 — 10,692 Investment in affiliates 6,488 9,692 802 (16,180 ) 802 Goodwill — — 1,358 — 1,358 Intangible assets, net — — 718 — 718 Other assets — 6 65 — 71 Total Assets $ 6,488 $ 9,738 $ 15,443 $ (16,180 ) $ 15,489 Liabilities and Equity Accounts payable $ — $ 1 $ 1,250 $ — $ 1,251 Accounts payable, affiliated companies — — 39 — 39 Accrued liabilities 1 66 262 — 329 Accrued taxes payable — — 44 — 44 Intercompany (1,320 ) (2,408 ) 3,728 — — Total Current Liabilities (1,319 ) (2,341 ) 5,323 — 1,663 Long-term debt — 5,591 — — 5,591 Other deferred credits and liabilities — — 125 — 125 Deferred income taxes — — 254 — 254 Total Liabilities (1,319 ) 3,250 5,702 — 7,633 Redeemable noncontrolling interests — — 15 — 15 Redeemable Limited Partners' interests 286 — — — 286 Equity Sunoco Logistics Partners L.P. equity 7,521 6,488 9,692 (16,180 ) 7,521 Noncontrolling interests — — 34 — 34 Total Equity 7,521 6,488 9,726 (16,180 ) 7,555 Total Liabilities and Equity $ 6,488 $ 9,738 $ 15,443 $ (16,180 ) $ 15,489 |
Condensed Consolidating Statement of Cash Flows | Consolidating Statement of Cash Flows Year Ended December 31, 2016 (in millions) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Net Cash Flows from Operating Activities $ 704 $ 676 $ 1,076 $ (1,568 ) $ 888 Cash Flows from Investing Activities: Capital expenditures — — (1,949 ) — (1,949 ) Acquisitions — (786 ) — (786 ) Change in note receivable, affiliated companies — — (301 ) — (301 ) Change in long-term note receivable — — (2 ) — (2 ) Intercompany (1,126 ) (2,401 ) 1,959 1,568 — Net cash provided by (used in) investing activities (1,126 ) (2,401 ) (1,079 ) 1,568 (3,038 ) Cash Flows from Financing Activities: Distributions paid to limited and general partners (961 ) — — — (961 ) Distributions paid to noncontrolling interests (5 ) — — — (5 ) Net proceeds from issuance of limited partner units 1,388 — — — 1,388 Payments of statutory withholding on net issuance of limited partner units under LTIP — — (4 ) — (4 ) Repayments under credit facilities — (5,840 ) — — (5,840 ) Borrowings under credit facilities — 7,200 — — 7,200 Net proceeds from issuance of long-term debt — 544 — — 544 Repayments of senior notes — (175 ) — — (175 ) Contributions attributable to acquisition from affiliate — — 7 — 7 Net cash provided by financing activities 422 1,729 3 — 2,154 Net change in cash and cash equivalents — 4 — — 4 Cash and cash equivalents at beginning of period — 37 — — 37 Cash and cash equivalents at end of period $ — $ 41 $ — $ — $ 41 Consolidating Statement of Cash Flows Year Ended December 31, 2015 (in millions) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Net Cash Flows from Operating Activities $ 393 $ 388 $ 736 $ (919 ) $ 598 Cash Flows from Investing Activities: Capital expenditures — — (2,706 ) — (2,706 ) Acquisitions — (131 ) — (131 ) Change in long-term note receivable — — (17 ) — (17 ) Intercompany (1,223 ) (1,814 ) 2,118 919 — Net cash provided by (used in) investing activities (1,223 ) (1,814 ) (736 ) 919 (2,854 ) Cash Flows from Financing Activities: Distributions paid to limited and general partners (686 ) — — — (686 ) Distributions paid to noncontrolling interests (3 ) — — — (3 ) Net proceeds from issuance of limited partner units 1,519 1,519 Payments of statutory withholding on net issuance of limited partner units under LTIP — — (11 ) — (11 ) Repayments under credit facilities — (3,662 ) — — (3,662 ) Borrowings under credit facilities — 4,039 — — 4,039 Net proceeds from issuance of long-term debt — 991 — — 991 Contributions attributable to acquisition from affiliate — — 11 — 11 Other — (6 ) — — (6 ) Net cash provided by financing activities 830 1,362 — — 2,192 Net change in cash and cash equivalents — (64 ) — — (64 ) Cash and cash equivalents at beginning of period — 101 — — 101 Cash and cash equivalents at end of period $ — $ 37 $ — $ — $ 37 Consolidating Statement of Cash Flows Year Ended December 31, 2014 (in millions) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Net Cash Flows from Operating Activities $ 290 $ 271 $ 649 $ (644 ) $ 566 Cash Flows from Investing Activities: Capital expenditures — — (2,416 ) — (2,416 ) Acquisitions — — (433 ) — (433 ) Change in long-term note receivable — — (17 ) — (17 ) Intercompany (876 ) (2,012 ) 2,244 644 — Net cash provided by (used in) investing activities (876 ) (2,012 ) (622 ) 644 (2,866 ) Cash Flows from Financing Activities: Distributions paid to limited and general partners (468 ) — — — (468 ) Distributions paid to noncontrolling interests (4 ) — — — (4 ) Contributions from general partner 2 — — — 2 Net proceeds from issuance of limited partner units 839 — — — 839 Payments of statutory withholding on net issuance of limited partner units under LTIP — — (9 ) — (9 ) Repayments under credit facilities — (2,845 ) — — (2,845 ) Borrowings under credit facilities — 2,795 — — 2,795 Net proceeds from issuance of long-term debt — 1,976 — — 1,976 Repayment of senior notes — (175 ) — — (175 ) Advances to affiliated companies, net 217 79 (57 ) — 239 Contributions attributable to acquisition from affiliate — — 12 — 12 Net cash provided by (used in) financing activities 586 1,830 (54 ) — 2,362 Net change in cash and cash equivalents — 89 (27 ) — 62 Cash and cash equivalents at beginning of period — 12 27 — 39 Cash and cash equivalents at end of period $ — $ 101 $ — $ — $ 101 |
Organization and Basis of Pre42
Organization and Basis of Presentation - Additional Information (Details) | Dec. 31, 2016stateshares | Dec. 31, 2015shares |
Number of states in which the partnership operates | state | 37 | |
Unit conversion ratio | 1.50 | |
Common Stock [Member] | ||
Limited Partners' interests, units outstanding | 322,382,267 | 268,849,818 |
Common Class B [Member] | ||
Limited Partners' interests, units outstanding | 9,416,196 | 0 |
Energy Transfer Partners, L.P. [Member] | Common Stock [Member] | ||
Limited Partners' interests, units outstanding | 67,000,000 | |
Energy Transfer Partners, L.P. [Member] | Common Class B [Member] | ||
Limited Partners' interests, units outstanding | 9,000,000 |
Summary of Significant Accoun43
Summary of Significant Accounting Policies - Components of Income Tax Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | |||
Current, Federal | $ 22 | $ 15 | $ 24 |
Deferred, Federal | 2 | 6 | (5) |
Current, State | 4 | 0 | 6 |
Deferred, State | (1) | 0 | 0 |
Total income tax expense | $ 27 | $ 21 | $ 25 |
Summary of Significant Accoun44
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Oct. 05, 2012 | |
Significant Accounting Policies [Line Items] | |||
Push down accounting fair value goodwill | $ 1,300 | ||
Controlling financial interest evidenced by a voting interest greater than certain percent | 50.00% | ||
Federal statutory rate | 35.00% | ||
Tax benefits recognized | 50.00% | ||
Net deferred tax | $ 257 | $ 254 | |
Asset retirement obligation | $ 88 | $ 88 | |
Maximum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Investment in affiliates, pipeline and related assets, useful life | 40 years |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) bbl in Thousands, $ in Millions | Nov. 01, 2016USD ($)bbl | Aug. 31, 2016USD ($) | Jan. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Jun. 30, 2014USD ($)bbl | Mar. 31, 2014USD ($) | Dec. 31, 2016USD ($)bbl | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013 |
Schedule of Acquisitions, By Acquisition [Line Items] | ||||||||||
Payments to acquire businesses | $ 796 | $ 131 | $ 448 | |||||||
Acquisitions | 786 | 131 | 433 | |||||||
Properties, plants and equipment, net | 12,324 | 10,692 | ||||||||
Intangible assets, net | 977 | 718 | ||||||||
Goodwill | $ 1,358 | 1,609 | 1,358 | 1,358 | ||||||
Gain on investment in affiliate | 41 | 0 | 0 | |||||||
Acquisition of a noncontrolling interest in consolidated subsidiary | 131 | $ 325 | ||||||||
Redeemable noncontrolling interests | $ 15 | 15 | ||||||||
Vitol Crude Oil [Member] | ||||||||||
Schedule of Acquisitions, By Acquisition [Line Items] | ||||||||||
Business combination, purchase price, excluding working capital | $ 760 | |||||||||
Owner interest percentage acquired | 50.00% | |||||||||
Acquisitions | $ 769 | |||||||||
Net working capital | 13 | |||||||||
Properties, plants and equipment, net | 286 | |||||||||
Intangible assets, net | 313 | |||||||||
Goodwill | 251 | |||||||||
Gain on investment in affiliate | $ 41 | |||||||||
West Texas Gulf Pipeline [Member] | ||||||||||
Schedule of Acquisitions, By Acquisition [Line Items] | ||||||||||
Owner interest percentage acquired | 28.30% | 28.30% | ||||||||
Ownership interest percentage | 88.60% | 88.60% | ||||||||
Acquisition of a noncontrolling interest in consolidated subsidiary | $ 131 | $ 325 | ||||||||
EDF [Member] | ||||||||||
Schedule of Acquisitions, By Acquisition [Line Items] | ||||||||||
Barrels per day, in barrels | bbl | 20 | |||||||||
PRT [Member] | ||||||||||
Schedule of Acquisitions, By Acquisition [Line Items] | ||||||||||
Owner interest percentage acquired | 55.00% | |||||||||
EDF and PRT [Member] | ||||||||||
Schedule of Acquisitions, By Acquisition [Line Items] | ||||||||||
Acquisitions | $ 65 | |||||||||
Net working capital | 24 | |||||||||
Properties, plants and equipment, net | 14 | |||||||||
Goodwill | 12 | |||||||||
Intangible assets | 28 | |||||||||
Redeemable noncontrolling interests | $ 15 | |||||||||
Noncontrolling Interest [Member] | ||||||||||
Schedule of Acquisitions, By Acquisition [Line Items] | ||||||||||
Acquisition of a noncontrolling interest in consolidated subsidiary | $ 26 | $ 66 | ||||||||
Noncontrolling Interest [Member] | West Texas Gulf Pipeline [Member] | ||||||||||
Schedule of Acquisitions, By Acquisition [Line Items] | ||||||||||
Acquisition of a noncontrolling interest in consolidated subsidiary | 92 | |||||||||
Partners Equity [Member] | West Texas Gulf Pipeline [Member] | ||||||||||
Schedule of Acquisitions, By Acquisition [Line Items] | ||||||||||
Acquisition of a noncontrolling interest in consolidated subsidiary | $ 364 | |||||||||
Explorer Pipeline Company [Member] | ||||||||||
Schedule of Acquisitions, By Acquisition [Line Items] | ||||||||||
Acquisition of a noncontrolling interest in consolidated subsidiary | $ 17 | $ 42 | ||||||||
Equity method investment, ownership percentage | 15.00% | 9.40% | ||||||||
Midland Terminal [Member] | ||||||||||
Schedule of Acquisitions, By Acquisition [Line Items] | ||||||||||
Terminal storage capacity, in barrels | bbl | 2,000 | 2,000 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) bbl in Thousands, shares in Millions, $ in Millions | 12 Months Ended | ||||
Dec. 31, 2016USD ($)bbl | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Oct. 08, 2015USD ($)shares | Jul. 30, 2014USD ($) | |
Related Party Transaction [Line Items] | |||||
Allocated employee benefits expense | $ 61 | $ 54 | $ 45 | ||
Increase attributable to acquisition from affiliate | $ 54 | ||||
Contributions from general partner | $ 2 | ||||
Sunoco Partners LLC [Member] | Product Terminal Services Agreement [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related party agreement period, in years | 5 years | ||||
Philadelphia Energy Solutions [Member] | Fort Mifflin Terminal Complex Terminal Services Agreement [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related party agreement period, in years | 10 years | ||||
Barrels per day, in barrels | bbl | 300 | ||||
Public debt filling amount | $ 200 | ||||
Philadelphia Energy Solutions [Member] | Lease for use of Inter-refinery Pipelines [Member] | |||||
Related Party Transaction [Line Items] | |||||
Annual fee escalation percentage | 1.67% | ||||
Marcus Hook Facility [Member] | |||||
Related Party Transaction [Line Items] | |||||
Related party agreement period, in years | 10 years | ||||
Common Class B [Member] | |||||
Related Party Transaction [Line Items] | |||||
Issuance of Class B units | shares | 9.4 | ||||
Bakken Pipeline [Member] | |||||
Related Party Transaction [Line Items] | |||||
Class B units, put option | $ 313.5 | ||||
Issuance of Class B units | shares | 9.4 | ||||
Equity method investment, ownership percentage | 30.00% | 30.00% |
Net Income Attributable to Su47
Net Income Attributable to Sunoco Logistics Partners L.P. per Limited Partner Unit - Schedule of Weighted Average Number of Basic and Diluted (Details) - shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share [Abstract] | |||
Weighted average number of units outstanding, basic (in units) | 304.5 | 250.9 | 212.9 |
Add effect of dilutive incentive awards (in units) | 0.9 | 0.8 | 1.2 |
Weighted average number of units, diluted (in units) | 305.4 | 251.7 | 214.1 |
Net Income Attributable to Su48
Net Income Attributable to Sunoco Logistics Partners L.P. per Limited Partner Unit - Additional Information (Detail) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2016USD ($)$ / PartnershipUnit | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Earnings Per Share [Abstract] | |||||||||||
Maximum incentive percentage distribution received by general partner | 50.00% | ||||||||||
Incentive distribution, minimum threshold (in dollars per unit) | $ / PartnershipUnit | 0.0833 | ||||||||||
Net Income (loss) allocated to General Partners | $ 104 | $ 101 | $ 98 | $ 90 | $ 83 | $ 74 | $ 71 | $ 60 | $ 393 | $ 288 | $ 181 |
Percentage of net income attributable to Sunoco Logistics Partners L.P. | 56.00% | 73.00% | 62.00% | ||||||||
Decrease attributable to issuance of Class B units | $ 14 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Crude oil | $ 683 | $ 424 |
NGLs | 126 | 83 |
Refined products | 110 | 83 |
Refined products additives | 3 | 3 |
Materials, supplies and other | 12 | 14 |
Total Inventories | $ 934 | $ 607 |
Inventories - Additional Inform
Inventories - Additional Information (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Crude Oil [Member] | ||
Business Segments for Inventory Write Down [Line Items] | ||
Inventory Valuation Reserves | $ 233 | $ 381 |
Natural Gas Liquids [Member] | ||
Business Segments for Inventory Write Down [Line Items] | ||
Inventory Valuation Reserves | $ 17 | 37 |
Refined Products Segment [Member] | ||
Business Segments for Inventory Write Down [Line Items] | ||
Inventory Valuation Reserves | $ 2 |
Properties, Plants and Equipm51
Properties, Plants and Equipment - Schedule of Properties, Plants and Equipment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | ||
Property, Plant and Equipment [Line Items] | |||
Properties, plants and equipment | [1] | $ 13,551 | $ 11,527 |
Less accumulated depreciation and amortization | (1,227) | (835) | |
Properties, plants and equipment, net (Note 7) | 12,324 | 10,692 | |
Land and land improvements (including rights of way) [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Properties, plants and equipment | [2] | 1,357 | 1,286 |
Pipeline and related assets [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Properties, plants and equipment | $ 6,348 | 5,634 | |
Pipeline and related assets [Member] | Minimum [Member] | |||
Estimated Useful Lives [Abstract] | |||
Property, plant and equipment, estimated useful lives | 16 | ||
Pipeline and related assets [Member] | Maximum [Member] | |||
Estimated Useful Lives [Abstract] | |||
Property, plant and equipment, estimated useful lives | 39 | ||
Terminals and storage facilities [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Properties, plants and equipment | $ 2,905 | 2,294 | |
Terminals and storage facilities [Member] | Minimum [Member] | |||
Estimated Useful Lives [Abstract] | |||
Property, plant and equipment, estimated useful lives | 20 | ||
Terminals and storage facilities [Member] | Maximum [Member] | |||
Estimated Useful Lives [Abstract] | |||
Property, plant and equipment, estimated useful lives | 41 | ||
Building and Building Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Properties, plants and equipment | $ 544 | 509 | |
Building and Building Improvements [Member] | Minimum [Member] | |||
Estimated Useful Lives [Abstract] | |||
Property, plant and equipment, estimated useful lives | 25 | ||
Building and Building Improvements [Member] | Maximum [Member] | |||
Estimated Useful Lives [Abstract] | |||
Property, plant and equipment, estimated useful lives | 32 | ||
Other [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Properties, plants and equipment | $ 185 | 177 | |
Other [Member] | Minimum [Member] | |||
Estimated Useful Lives [Abstract] | |||
Property, plant and equipment, estimated useful lives | 5 | ||
Other [Member] | Maximum [Member] | |||
Estimated Useful Lives [Abstract] | |||
Property, plant and equipment, estimated useful lives | 20 | ||
Construction in progress [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Properties, plants and equipment | $ 2,212 | 1,627 | |
Use Rights [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Properties, plants and equipment | $ 1,100 | $ 1,100 | |
[1] | As of December 31, 2016 and 2015, accrued capital expenditures were $249 and $286 million, respectively. | ||
[2] | As of December 31, 2016 and 2015, the Partnership had rights-of-way with a book value of $1.1 billion. |
Properties, Plants and Equipm52
Properties, Plants and Equipment Properties, Plants and Equipment - Schedule of Properties, Plants and Equipment (Phantoms) (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Properties, plants and equipment | [1] | $ 13,551 | $ 11,527 |
Use Rights [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Properties, plants and equipment | $ 1,100 | $ 1,100 | |
[1] | As of December 31, 2016 and 2015, accrued capital expenditures were $249 and $286 million, respectively. |
Properties, Plants and Equipm53
Properties, Plants and Equipment - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | ||
Capital expenditures incurred but not yet paid | $ 249 | $ 286 |
Investment in Affiliates - Sche
Investment in Affiliates - Schedule of Partnership's Ownership Percentages Not Controlling Financial Interest (Details) | Dec. 31, 2016 | Aug. 31, 2016 | Dec. 31, 2015 | |
Explorer Pipeline Company [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity method investment, ownership percentage | 15.00% | 15.00% | 13.30% | |
Yellowstone Pipe Line Company [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity method investment, ownership percentage | 14.00% | 14.00% | ||
West Shore Pipe Line Company [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity method investment, ownership percentage | 17.10% | 17.10% | ||
Wolverine Pipe Line Company [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity method investment, ownership percentage | 31.50% | 31.50% | ||
Bayview Refining Company, LLC [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity method investment, ownership percentage | 49.00% | 49.00% | ||
SunVit Pipeline LLC [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity method investment, ownership percentage | [1] | 100.00% | 50.00% | |
Bayou Bridge Pipeline, LLC [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity method investment, ownership percentage | 30.00% | 30.00% | ||
Bakken Holdings Company LLC [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity method investment, ownership percentage | [2] | 40.00% | 40.00% | |
[1] | Effective November 1, 2016, SunVit Pipeline LLC became a wholly-owned, consolidated subsidiary of the Partnership, and was subsequently renamed Permian Express Terminal LLC in December 2016. | |||
[2] | The investment in Bakken HoldCo provides the Partnership with a 30 percent overall ownership interest in the Bakken pipeline project through its ownership in the subsidiary companies which will operate the pipeline system. |
Investment in Affiliates - Addi
Investment in Affiliates - Additional Information (Details) bbl in Thousands, shares in Millions, $ in Millions | Feb. 15, 2017USD ($) | Aug. 31, 2016USD ($) | Oct. 31, 2015USD ($) | Dec. 31, 2016USD ($)bbl | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Nov. 09, 2016 | Oct. 08, 2015shares | Jul. 31, 2015 | |
Schedule of Equity Method Investments [Line Items] | ||||||||||
Note receivable, affiliated companies | $ 301 | $ 0 | ||||||||
Investment in affiliates | 952 | 802 | $ 226 | |||||||
Excess investment amount | 135 | |||||||||
Undistributed earnings of unconsolidated affiliates | 63 | |||||||||
Equity in earnings of unconsolidated affiliates | 39 | 24 | 25 | |||||||
Distributions from unconsolidated affiliates | $ 25 | $ 23 | $ 14 | |||||||
Bayou Bridge [Member] | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Equity method investment, ownership percentage | 30.00% | |||||||||
Bakken Pipeline [Member] | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Payments to acquire equity method investments | $ 382 | |||||||||
Equity method investment, ownership percentage | 30.00% | 30.00% | ||||||||
Issuance of Class B units | shares | 9.4 | |||||||||
Expected project takeaway capacity, in barrels | bbl | 450 | |||||||||
Target project takeaway capacity, in barrels | bbl | 570 | |||||||||
Revolving credit facility | $ 2,500 | |||||||||
Line of credit facility, current borrowing capacity | $ 1,100 | |||||||||
Credit facility outstanding balance | $ 1,100 | |||||||||
Note receivable, affiliated companies | 301 | |||||||||
Investment in affiliates | $ 639 | |||||||||
Bayou Bridge Pipeline, LLC [Member] | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Equity method investment, ownership percentage | 30.00% | 30.00% | ||||||||
Bayview Refining Company, LLC [Member] | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Equity method investment, ownership percentage | 49.00% | 49.00% | ||||||||
Explorer Pipeline Company [Member] | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Equity method investment, percentage of voting interests acquired | 1.70% | |||||||||
Payments to acquire equity method investments | $ 17 | |||||||||
Equity method investment, ownership percentage | 15.00% | 15.00% | 13.30% | |||||||
SunVit Pipeline LLC [Member] | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Equity method investment, ownership percentage | [1] | 100.00% | 50.00% | |||||||
Owner interest percentage acquired | 50.00% | |||||||||
Business combination, equity interest in acquiree subsequent to acquisition | 100.00% | |||||||||
Subsequent Event [Member] | Bakken Pipeline [Member] | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Equity method investment, ownership percentage | 15.00% | |||||||||
Percentage of equity method investment sold | 49.00% | |||||||||
Proceeds from sale of equity method investment | $ 800 | |||||||||
Subsequent Event [Member] | Sunoco Logistics Partners L.P. and Energy Transfer Partners [Member] | Bakken Pipeline [Member] | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Proceeds from sale of equity method investment | $ 2,000 | |||||||||
[1] | Effective November 1, 2016, SunVit Pipeline LLC became a wholly-owned, consolidated subsidiary of the Partnership, and was subsequently renamed Permian Express Terminal LLC in December 2016. |
Goodwill and Intangible Asset56
Goodwill and Intangible Assets - Components of Intangible Assets (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill | $ 1,609 | $ 1,358 | $ 1,358 |
Total gross | 1,196 | 883 | |
Total accumulated amortization | (219) | (165) | |
Total Net | $ 977 | 718 | |
Amortization [Abstract] | |||
Weighted average amortization period | 17 years | ||
Customer Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Total gross | $ 1,149 | 836 | |
Total accumulated amortization | $ (199) | (149) | |
Amortization [Abstract] | |||
Weighted average amortization period | 18 years | ||
Technology [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Total gross | $ 47 | 47 | |
Total accumulated amortization | $ (20) | $ (16) | |
Amortization [Abstract] | |||
Weighted average amortization period | 10 years |
Goodwill and Other Intangible57
Goodwill and Other Intangible Assets Goodwill and Intangibles - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | |
Goodwill [Line Items] | ||||
Goodwill | $ 1,609 | $ 1,358 | $ 1,358 | |
Goodwill, Period Increase (Decrease) | 251 | |||
Amortization expense of intangible assets | 54 | 52 | 52 | |
Forecasted annual amortization expense in 2016 | 69 | |||
Forecasted annual amortization expense in 2017 | 69 | |||
Forecasted annual amortization expense in 2018 | 69 | |||
Forecasted annual amortization expense in 2019 | 69 | |||
Forecasted annual amortization expense in 2020 | 69 | |||
Finite-Lived Intangible Assets, Period Increase (Decrease) | 313 | |||
Crude Oil Pipelines [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | $ 200 | |||
Crude Oil Acquisition and Marketing [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | 557 | |||
Terminal Facilities [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | $ 601 | |||
Crude Oil Segment [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | 1,163 | 912 | 912 | |
Natural Gas Liquids Segment [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | 357 | 357 | 357 | |
Refined Products Segment [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | $ 89 | $ 89 | $ 89 |
Debt - Partnership's Debt Balan
Debt - Partnership's Debt Balances (Details) - USD ($) | Dec. 31, 2016 | Jul. 31, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||||
Senior Notes | $ 5,400,000,000 | $ 5,100,000,000 | ||
Unamortized fair value adjustments | [1] | 84,000,000 | 93,000,000 | |
Total debt | 7,356,000,000 | 5,630,000,000 | ||
Unamortized bond discount | [2] | (43,000,000) | (39,000,000) | |
Long-term debt | 7,313,000,000 | 5,591,000,000 | ||
$2.50 billion Credit Facility, due March 2020 [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit Facility | [3] | 1,292,000,000 | 562,000,000 | |
$1.0 billion Credit Facility, due in December 2017 [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit Facility | [4] | 630,000,000 | 0 | |
Senior Notes - 6.125%, due May 2016 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Notes | [5] | 0 | 175,000,000 | |
Senior Notes - 5.50%, due February 2020 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Notes | 250,000,000 | 250,000,000 | ||
Senior Notes - 4.40% due April 2021 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Notes | 600,000,000 | 600,000,000 | ||
Senior Notes - 4.65%, due February 2022 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Notes | 300,000,000 | 300,000,000 | ||
Senior Notes - 3.45%, due January 2023 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Notes | 350,000,000 | 350,000,000 | ||
Senior Notes - 4.25%, due April 2024 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Notes | 500,000,000 | 500,000,000 | ||
Senior Notes - 5.95% due December 2025 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Notes | 400,000,000 | 400,000,000 | ||
Senior Notes - 3.90% due July 2026 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Notes | 550,000,000 | $ 550,000,000 | 0 | |
Senior Notes - 6.85%, due February 2040 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Notes | 250,000,000 | 250,000,000 | ||
Senior Notes - 6.10%, due February 2042 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Notes | 300,000,000 | 300,000,000 | ||
Senior Notes - 4.95%, due January 2043 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Notes | 350,000,000 | 350,000,000 | ||
Senior Notes - 5.30%, due April 2044 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Notes | 700,000,000 | 700,000,000 | ||
Senior Notes - 5.35%, due May 2045 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Notes | $ 800,000,000 | $ 800,000,000 | ||
[1] | Represents fair value adjustments on senior notes resulting from the application of push-down accounting in connection with the acquisition of the Partnership's general partner by ETP on October 5, 2012. | |||
[2] | In the fourth quarter 2015, the Partnership adopted accounting guidance which requires certain debt issuance costs to be reflected as a reduction in the total long-term debt liability for all periods presented. The net long-term debt balance now includes $34 and $32 million of debt issuance costs at December 31, 2016 and 2015, respectively. | |||
[3] | Includes $50 million of commercial paper outstanding at December 31, 2016. There was no commercial paper outstanding at December 31, 2015. | |||
[4] | The $1.0 billion 364-Day Credit Facility, including its $630 million term loan, is classified as long-term debt at December 31, 2016 as the Partnership has the ability and intent to refinance such borrowings on a long-term basis. | |||
[5] | The 6.125 percent Senior Notes were classified as long-term debt at December 31, 2015 as the Partnership repaid these notes in May 2016 with borrowings under its $2.50 billion Credit Facility, due in 2020. |
Debt - Partnership's Debt Bal59
Debt - Partnership's Debt Balances (Phantoms) (Details) - USD ($) | 12 Months Ended | |||||
Dec. 31, 2016 | Dec. 31, 2015 | Jul. 31, 2016 | May 31, 2016 | Nov. 17, 2015 | Jun. 30, 2015 | |
Debt Instrument [Line Items] | ||||||
Commercial paper | $ 50,000,000 | $ 0 | ||||
Debt issuance costs, net | 34,000,000 | 32,000,000 | ||||
$2.50 billion Credit Facility, due March 2020 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Revolving credit facility | $ 2,500,000,000 | $ 2,500,000,000 | $ 2,500,000,000 | |||
Debt instrument maturity | March 2,020 | March 2,020 | ||||
$1.0 billion Credit Facility, due in December 2017 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Revolving credit facility | $ 1,000,000,000 | |||||
Debt instrument maturity | December 2,017 | |||||
Senior Notes - 6.125%, due May 2016 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 6.125% | 6.125% | 6.125% | |||
Debt instrument maturity | May 2,016 | May 2,016 | ||||
Senior Notes - 5.50%, due February 2020 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 5.50% | 5.50% | ||||
Debt instrument maturity | February 2,020 | February 2,020 | ||||
Senior Notes - 4.40% due April 2021 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 4.40% | 4.40% | 4.40% | |||
Debt instrument maturity | April 2,021 | April 2,021 | ||||
Senior Notes - 4.65%, due February 2022 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 4.65% | 4.65% | ||||
Debt instrument maturity | February 2,022 | February 2,022 | ||||
Senior Notes - 3.45%, due January 2023 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 3.45% | 3.45% | ||||
Debt instrument maturity | January 2,023 | January 2,023 | ||||
Senior Notes - 4.25%, due April 2024 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 4.25% | 4.25% | ||||
Debt instrument maturity | April 2,024 | April 2,024 | ||||
Senior Notes - 5.95% due December 2025 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 5.95% | 5.95% | 5.95% | |||
Debt instrument maturity | December 2,025 | December 2,025 | ||||
Senior Notes - 3.90% due July 2026 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 3.90% | 3.90% | ||||
Debt instrument maturity | July 2,026 | |||||
Senior Notes - 6.85%, due February 2040 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 6.85% | 6.85% | ||||
Debt instrument maturity | February 2,040 | February 2,040 | ||||
Senior Notes - 6.10%, due February 2042 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 6.10% | 6.10% | ||||
Debt instrument maturity | February 2,042 | February 2,042 | ||||
Senior Notes - 4.95%, due January 2043 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 4.95% | 4.95% | ||||
Debt instrument maturity | January 2,043 | January 2,043 | ||||
Senior Notes - 5.30%, due April 2044 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 5.30% | 5.30% | ||||
Debt instrument maturity | April 2,044 | April 2,044 | ||||
Senior Notes - 5.35%, due May 2045 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 5.35% | 5.35% | ||||
Debt instrument maturity | May 2,045 | May 2,045 |
Debt - Long-Term Debt Maturitie
Debt - Long-Term Debt Maturities (Details) $ in Millions | Dec. 31, 2016USD ($) |
Debt Disclosure [Abstract] | |
2,016 | $ 630 |
2,017 | 0 |
2,018 | 0 |
2,019 | 1,542 |
2,020 | 600 |
Thereafter | 4,500 |
Total | $ 7,272 |
Debt - Additional Information (
Debt - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||
May 31, 2016USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Jul. 31, 2016USD ($) | Nov. 17, 2015USD ($) | Jun. 30, 2015USD ($) | ||
Debt Instrument [Line Items] | |||||||||
Interest paid, net of capitalized interest | $ 152,000,000 | $ 137,000,000 | $ 64,000,000 | ||||||
Long-term Line of Credit [Abstract] | |||||||||
Borrowings under credit facilities | $ 630,000,000 | 7,200,000,000 | 4,039,000,000 | 2,795,000,000 | |||||
Senior Notes [Abstract] | |||||||||
Repayments of senior notes | 175,000,000 | 0 | 175,000,000 | ||||||
Senior Notes | 5,400,000,000 | 5,400,000,000 | 5,100,000,000 | ||||||
Net proceeds from issuance of long-term debt | 544,000,000 | 991,000,000 | $ 1,976,000,000 | ||||||
$1.50 billion Credit Facility, due in November 2018 [Member] | |||||||||
Long-term Line of Credit [Abstract] | |||||||||
Revolving credit facility | 1,500,000,000 | ||||||||
$2.50 billion Credit Facility, due March 2020 [Member] | |||||||||
Long-term Line of Credit [Abstract] | |||||||||
Revolving credit facility | 2,500,000,000 | 2,500,000,000 | $ 2,500,000,000 | $ 2,500,000,000 | |||||
Line of credit facility, maximum borrowing capacity under certain conditions | 3,250,000,000 | $ 3,250,000,000 | |||||||
Increased consolidated debt to consolidated EBITDA ratio, high end of range | 5 | ||||||||
Total debt, excluding net unamortized fair value adjustments, to EBTIDA | 4.4 | ||||||||
Increased consolidated debt to consolidated EBITDA ratio, high end of range (during acquisition period) | 5.5 | ||||||||
$1.0 billion Credit Facility, due in December 2017 [Member] | |||||||||
Long-term Line of Credit [Abstract] | |||||||||
Revolving credit facility | 1,000,000,000 | $ 1,000,000,000 | |||||||
Borrowings under credit facilities | $ 630,000,000 | ||||||||
Senior Notes - 6.125%, due May 2016 [Member] | |||||||||
Senior Notes [Abstract] | |||||||||
Repayments of senior notes | $ 175,000,000 | ||||||||
Interest rate | 6.125% | 6.125% | 6.125% | 6.125% | |||||
Senior Notes | [1] | $ 0 | $ 0 | $ 175,000,000 | |||||
Senior Notes - 3.90% due July 2026 [Member] | |||||||||
Senior Notes [Abstract] | |||||||||
Interest rate | 3.90% | 3.90% | 3.90% | ||||||
Senior Notes | $ 550,000,000 | $ 550,000,000 | $ 0 | $ 550,000,000 | |||||
Senior Notes - 4.40% due April 2021 [Member] | |||||||||
Senior Notes [Abstract] | |||||||||
Senior notes principal amount | $ 600,000,000 | ||||||||
Interest rate | 4.40% | 4.40% | 4.40% | 4.40% | |||||
Senior Notes | $ 600,000,000 | $ 600,000,000 | $ 600,000,000 | ||||||
Senior Notes - 5.95% due December 2025 [Member] | |||||||||
Senior Notes [Abstract] | |||||||||
Senior notes principal amount | $ 400,000,000 | ||||||||
Interest rate | 5.95% | 5.95% | 5.95% | 5.95% | |||||
Senior Notes | $ 400,000,000 | $ 400,000,000 | $ 400,000,000 | ||||||
[1] | The 6.125 percent Senior Notes were classified as long-term debt at December 31, 2015 as the Partnership repaid these notes in May 2016 with borrowings under its $2.50 billion Credit Facility, due in 2020. |
Commitments and Contingent Li62
Commitments and Contingent Liabilities - Schedule of Future Minimum Rental Payments (Details) $ in Millions | Dec. 31, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,017 | $ 7 |
2,018 | 4 |
2,019 | 3 |
2,020 | 3 |
2,021 | 0 |
Thereafter | 0 |
Total | $ 17 |
Commitments and Contingent Li63
Commitments and Contingent Liabilities - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Loss Contingencies [Line Items] | |||
Rent expense | $ 22 | $ 22 | $ 18 |
Accrued liabilities for environmental remediation | 4 | 6 | |
Environmental remediation expense | $ 10 | $ 8 | $ 15 |
Indemnified period for Partnership from environmental and toxic tort liabilities | 30 years | ||
Percent indemnification for first 21 years after IPO | 100.00% | ||
Time period of 100% indemnification after IPO | 21 years | ||
Annual increase of Partnership liability for claims asserted | 10.00% | ||
Maximum [Member] | |||
Loss Contingencies [Line Items] | |||
Estimated maximum additional reasonable possible losses | $ 13 |
Equity - Additional Information
Equity - Additional Information (Details) - USD ($) shares in Millions | 2 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Oct. 31, 2016 | Apr. 30, 2015 | Sep. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2015 | |
Partnership Equity And Distribution [Line Items] | |||||||
Net proceeds from issuance of limited partner units | $ 1,388,000,000 | $ 1,519,000,000 | $ 839,000,000 | ||||
At-the-Market Offering [Member] | |||||||
Partnership Equity And Distribution [Line Items] | |||||||
Aggregate equity offering | $ 1,000,000,000 | ||||||
Issuance of limited partner units to the public (in units) | 29.1 | 26.8 | |||||
Net proceeds from issuance of limited partner units | $ 744,000,000 | $ 890,000,000 | |||||
ATM fees | 8,000,000 | 10,000,000 | |||||
Overnight Public Offering [Member] | |||||||
Partnership Equity And Distribution [Line Items] | |||||||
Issuance of limited partner units to the public (in units) | 24.2 | 15.5 | |||||
Net proceeds from issuance of limited partner units | $ 652,000,000 | $ 648,000,000 | |||||
$2.50 billion Credit Facility, due March 2020 [Member] | |||||||
Partnership Equity And Distribution [Line Items] | |||||||
Revolving credit facility | $ 2,500,000,000 | $ 2,500,000,000 | $ 2,500,000,000 | ||||
Permian Express Partners LLC [Member] | |||||||
Partnership Equity And Distribution [Line Items] | |||||||
Ownership interest percentage | 85.00% |
Cash Distributions - Schedule o
Cash Distributions - Schedule of Distributions Made to General and Limited Partner (Details) | 12 Months Ended | |
Dec. 31, 2016$ / shares | ||
Minimum Quarterly Distribution [Domain] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Total Quarterly Distribution Target Amount | $ 0.0750 | |
Thereafter [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Total Quarterly Distribution Target Amount | $ 0.2638 | |
General Partner [Member] | Minimum Quarterly Distribution [Domain] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Marginal Percentage Interest in Distributions | 1.00% | |
General Partner [Member] | First Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Marginal Percentage Interest in Distributions | 1.00% | |
General Partner [Member] | Second Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Marginal Percentage Interest in Distributions | 14.00% | [1] |
General Partner [Member] | Third Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Marginal Percentage Interest in Distributions | 36.00% | [1] |
General Partner [Member] | Thereafter [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Marginal Percentage Interest in Distributions | 49.00% | [1] |
Common Unitholders [Member] | Minimum Quarterly Distribution [Domain] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Marginal Percentage Interest in Distributions | 99.00% | |
Common Unitholders [Member] | First Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Marginal Percentage Interest in Distributions | 99.00% | |
Common Unitholders [Member] | Second Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Marginal Percentage Interest in Distributions | 86.00% | |
Common Unitholders [Member] | Third Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Marginal Percentage Interest in Distributions | 64.00% | |
Common Unitholders [Member] | Thereafter [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Marginal Percentage Interest in Distributions | 51.00% | |
Minimum [Member] | Second Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Total Quarterly Distribution Target Amount | $ 0.0833 | |
Minimum [Member] | Third Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Total Quarterly Distribution Target Amount | 0.0958 | |
Maximum [Member] | First Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Total Quarterly Distribution Target Amount | 0.0833 | |
Maximum [Member] | Second Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Total Quarterly Distribution Target Amount | 0.0958 | |
Maximum [Member] | Third Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Total Quarterly Distribution Target Amount | $ 0.2638 | |
[1] | Includes general partner interest. |
Cash Distributions - Schedule66
Cash Distributions - Schedule of Cash Distribution to Limited and General Partners (Details) - Cash Distribution [Member] - USD ($) $ / shares in Units, $ in Millions | Nov. 14, 2016 | Aug. 12, 2016 | May 13, 2016 | Feb. 12, 2016 | Nov. 13, 2015 | Aug. 14, 2015 | May 15, 2015 | Feb. 13, 2015 | Nov. 14, 2014 | Aug. 14, 2014 | May 15, 2014 | Feb. 14, 2014 |
Distribution Made to Limited Partner [Line Items] | ||||||||||||
Cash Distribution per Limited Partner Unit | $ 0.5100 | $ 0.5000 | $ 0.4890 | $ 0.4790 | $ 0.4580 | $ 0.4380 | $ 0.4190 | $ 0.4000 | $ 0.3825 | $ 0.3650 | $ 0.3475 | $ 0.3312 |
Annualized Cash Distribution per Limited Partner Unit | $ 2.0400 | $ 2 | $ 1.9560 | $ 1.9160 | $ 1.8320 | $ 1.7520 | $ 1.6760 | $ 1.6000 | $ 1.5300 | $ 1.4600 | $ 1.3900 | $ 1.3248 |
Total Cash Distribution to the Limited Partners | $ 164 | $ 149 | $ 140 | $ 131 | $ 119 | $ 111 | $ 103 | $ 92 | $ 84 | $ 77 | $ 72 | $ 69 |
Total Cash Distribution to the General Partner | $ 102 | $ 98 | $ 92 | $ 85 | $ 76 | $ 69 | $ 62 | $ 54 | $ 49 | $ 43 | $ 39 | $ 35 |
Cash Distributions - Additional
Cash Distributions - Additional Information (Details) $ / shares in Units, $ in Millions | Feb. 14, 2017USD ($) | Jan. 26, 2017$ / shares | Oct. 31, 2016USD ($) | Dec. 31, 2016USD ($)$ / PartnershipUnit | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Partners Capital And Distributions [Line Items] | ||||||
Reduction Of Incentive Distribution Rights | $ 60 | |||||
Incentive distribution, minimum threshold (in dollars per unit) | $ / PartnershipUnit | 0.0833 | |||||
Maximum incentive percentage distribution received by general partner | 50.00% | |||||
Total distribution | $ 965 | $ 689 | $ 472 | |||
Dividend Declared [Member] | Subsequent Event [Member] | ||||||
Partners Capital And Distributions [Line Items] | ||||||
Distribution made to member or limited partner, distributions declared, per unit | $ / shares | $ 0.52 | |||||
Annualized cash distribution per Limited Partner unit | $ / shares | $ 2.08 | |||||
Dividend Paid [Member] | Subsequent Event [Member] | ||||||
Partners Capital And Distributions [Line Items] | ||||||
Total distribution | $ 272 | |||||
General Partner [Member] | ||||||
Partners Capital And Distributions [Line Items] | ||||||
Total distribution | $ 377 | $ 261 | $ 166 | |||
General Partner [Member] | Dividend Paid [Member] | Subsequent Event [Member] | ||||||
Partners Capital And Distributions [Line Items] | ||||||
Total cash distribution to the General Partner | $ 105 |
Management Incentive Plan - Sum
Management Incentive Plan - Summarized Information Restricted Unit Award Activity (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ||||
Number of units, Non-vested and outstanding, beginning balance (units) | 2,537,719 | 1,461,801 | 1,279,162 | |
Number of Units, Granted (units) | 1,300,255 | 1,412,257 | 719,009 | |
Number of Units, Performance factor adjustment (units) | [1] | 229,828 | ||
Number of Units, Vested (units) | (526,014) | (245,563) | (693,326) | |
Number of Units, Cancelled/forfeited (units) | (98,440) | (90,776) | (72,872) | |
Number of units, Non-vested and outstanding, ending balance (units) | 3,213,520 | 2,537,719 | 1,461,801 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||||
Weighted Average Grant Date Fair Value, Non-vested and outstanding, beginning balance (usd per unit) | $ 33.16 | $ 35.01 | $ 26.19 | |
Weighted Average Grant Date Fair Value, Granted (usd per unit) | 23.21 | 29.54 | 41.59 | |
Weighted Average Grant Date Fair Value, Performance factor adjustment (usd per unit) | [1] | 17.52 | ||
Weighted Average Grant Date Fair Value, Vested (usd per unit) | 34.19 | 22.08 | 20.26 | |
Weighted Average Grant Date Fair Value, Cancelled/forfeited (usd per unit) | 33.72 | 36.83 | 30.10 | |
Weighted Average Grant Date Fair Value, Non-vested and outstanding, ending balance (usd per unit) | $ 28.57 | $ 33.16 | $ 35.01 | |
[1] | Certain awards granted prior to October 5, 2012 were subject to the Partnership achieving certain market-based and cash distribution performance targets as compared to a peer group average, or certain cash distribution performance targets as defined by the Compensation Committee, which caused the actual amount of units that ultimately vested to range between 0 to 200 percent of the original units granted. |
Management Incentive Plan Manag
Management Incentive Plan Management Incentive Plan - Summarized Information Restricted Unit Award Activity (Phantoms) (Details) | 12 Months Ended |
Dec. 31, 2012 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Minimum percentage of performance-based restricted shares issued | 0.00% |
Maximum percentage of performance-based restricted shares issued | 200.00% |
Management Incentive Plan - Add
Management Incentive Plan - Additional Information (Details) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Number of additional shares authorized under the LTIP | 10 | |||
Aggregate grant of restricted units and unit options from LTIP (in units) | 8.6 | |||
Restricted stock unit vesting period | 5 years | |||
Intrinsic value of restricted units | $ 12 | $ 8 | $ 30 | |
Compensation cost not yet recognized | $ 57 | |||
Compensation cost not yet recognized, period for recognition | 3 years | |||
Non-cash compensation expense | $ 23 | $ 17 | $ 16 |
Derivatives and Risk Manageme71
Derivatives and Risk Management - Fair Values of Partnership's Derivative Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Derivative assets | $ 19 | $ 30 |
Derivative liabilities | (46) | (18) |
Derivative assets and liabilities, net | $ (27) | $ 12 |
Derivatives and Risk Manageme72
Derivatives and Risk Management - Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance (Details) - Commodity Contract [Member] - Not Designated as Hedging Instrument [Member] - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (Losses) Recognized in Earnings | $ (59) | $ 20 | $ 61 |
Sales And Other Operating Revenue [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (Losses) Recognized in Earnings | (65) | 47 | 81 |
Cost of Products Sold [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (Losses) Recognized in Earnings | $ 6 | (26) | $ (20) |
Operating Expense [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (Losses) Recognized in Earnings | $ (1) |
Derivatives and Risk Manageme73
Derivatives and Risk Management - Additional Information (Details) bbl in Millions | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2016USD ($)bbl | Dec. 31, 2016USD ($)bbl | Dec. 31, 2015USD ($)bbl | Dec. 31, 2014USD ($) | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||
Open derivative positions, barrels | bbl | 9.2 | 9.2 | 9.2 | |
Variable-rate borrowings | $ 1,900,000,000 | $ 1,900,000,000 | ||
Commercial paper | 50,000,000 | 50,000,000 | $ 0 | |
Borrowings under credit facilities | $ 630,000,000 | $ 7,200,000,000 | $ 4,039,000,000 | $ 2,795,000,000 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ in Billions | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value Disclosures [Abstract] | ||
Aggregate fair value of the senior notes | $ 5.4 | $ 4.2 |
Senior notes carrying amount | $ 5.4 | $ 5.1 |
Concentration of Credit Risk -
Concentration of Credit Risk - Additional Information (Details) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Customer Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 12.00% | 23.00% |
Business Segment Information -
Business Segment Information - Segment Reporting (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |||||
Segment Reporting Information [Line Items] | |||||||||||||||
Sales and other operating revenue | [1] | $ 9,151 | $ 10,486 | $ 18,088 | |||||||||||
Depreciation and amortization expense | 446 | 382 | 296 | ||||||||||||
Impairment charge and other matters | $ (27) | $ (37) | $ (132) | $ 26 | $ 118 | $ 103 | $ (100) | $ 41 | (170) | [2] | 162 | [2] | 258 | [2] | |
Capital expenditures | [3] | 1,912 | 2,709 | 2,559 | |||||||||||
Adjusted EBITDA | 1,233 | 1,153 | 971 | ||||||||||||
Interest expense, net | (157) | (134) | (67) | ||||||||||||
Depreciation and amortization expense | (446) | (382) | (296) | ||||||||||||
Impairment charge and other matters | 170 | (162) | (258) | ||||||||||||
Provision for income taxes | (27) | (21) | (25) | ||||||||||||
Non-cash compensation expense | (23) | (17) | (16) | ||||||||||||
Unrealized gains (losses) on commodity risk management activities | (39) | (4) | 17 | ||||||||||||
Amortization of excess equity method investment | (2) | (2) | (2) | ||||||||||||
Proportionate share of unconsolidated affiliates' interest, depreciation and provision for income taxes | (41) | (34) | (24) | ||||||||||||
Gain on investment in affiliate | 41 | 0 | 0 | ||||||||||||
Net Income | 206 | 155 | 202 | 146 | 26 | 57 | 277 | 37 | 709 | [4] | 397 | [4] | 300 | [4] | |
Net income attributable to noncontrolling interests | (1) | (1) | 0 | (1) | (1) | (1) | 0 | (1) | (3) | (3) | (9) | ||||
Net income attributable to redeemable noncontrolling interests (Note 3) | 1 | 0 | 0 | 0 | 0 | 0 | 1 | 0 | 1 | 1 | 0 | ||||
Net Income Attributable to Sunoco Logistics Partners L.P. | $ 204 | $ 154 | $ 202 | $ 145 | $ 25 | $ 56 | $ 276 | $ 36 | 705 | 393 | 291 | ||||
Crude Oil Segment [Member] | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Sales and other operating revenue | [1] | 7,496 | 8,956 | 16,899 | |||||||||||
Depreciation and amortization expense | 242 | 216 | 191 | ||||||||||||
Impairment charge and other matters | [2] | (148) | 150 | 231 | |||||||||||
Capital expenditures | [3] | 547 | 1,377 | 801 | |||||||||||
Adjusted EBITDA | 687 | 656 | 669 | ||||||||||||
Depreciation and amortization expense | (242) | (216) | (191) | ||||||||||||
Natural Gas Liquids Segment [Member] | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Sales and other operating revenue | [1] | 875 | 1,165 | 959 | |||||||||||
Depreciation and amortization expense | 105 | 76 | 30 | ||||||||||||
Impairment charge and other matters | [2] | (20) | 10 | 27 | |||||||||||
Capital expenditures | [3] | 1,258 | 1,111 | 1,210 | |||||||||||
Adjusted EBITDA | 317 | 333 | 203 | ||||||||||||
Depreciation and amortization expense | (105) | (76) | (30) | ||||||||||||
Refined Products Segment [Member] | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Sales and other operating revenue | [1] | 780 | 365 | 230 | |||||||||||
Depreciation and amortization expense | 99 | 90 | 75 | ||||||||||||
Impairment charge and other matters | [2] | (2) | 2 | 0 | |||||||||||
Capital expenditures | [3] | 91 | 197 | 534 | |||||||||||
Adjusted EBITDA | 229 | 164 | 99 | ||||||||||||
Depreciation and amortization expense | (99) | (90) | (75) | ||||||||||||
Corporate Segment [Member] | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Capital expenditures | [3] | $ 16 | $ 24 | $ 14 | |||||||||||
[1] | Sales and other operating revenue for the periods presented includes the following amounts from ETP and its affiliates: Year Ended December 31, 2016 2015 2014 (in millions)Crude Oil $24 $193 $866Natural Gas Liquids 175 204 134Refined Products 237 118 70Total sales and other operating revenue $436 $515 $1,070Total sales and other operating revenue exclude $483, $404, and $309 million attributable to intrasegment activity for the years ended December 31, 2016, 2015 and 2014, respectively. | ||||||||||||||
[2] | Represents non-cash adjustments on the Partnership's crude oil, NGLs and refined products inventories. | ||||||||||||||
[3] | Total capital expenditures exclude acquisitions and investments in equity ownership interests of $796, $131, and $448 million for the years ended December 31, 2016, 2015 and 2014, respectively. | ||||||||||||||
[4] | Net income includes $39, $24, and $25 million for the years ended December 31, 2016, 2015 and 2014, respectively, of equity income attributable to the equity ownership interest. |
Business Segment Information 77
Business Segment Information - Sales and Other Operating Revenue by Segment (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | |||||||||||
Total sales and other operating revenue | $ 129 | $ 104 | $ 94 | $ 109 | $ 100 | $ 90 | $ 206 | $ 119 | $ 436 | $ 515 | $ 1,070 |
Crude Oil Segment [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total sales and other operating revenue | 24 | 193 | 866 | ||||||||
Natural Gas Liquids Segment [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total sales and other operating revenue | 175 | 204 | 134 | ||||||||
Refined Products Segment [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total sales and other operating revenue | $ 237 | $ 118 | $ 70 |
Business Segment Information 78
Business Segment Information - Consolidated Balance Sheet Information by Segment (Detail) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |||
Segment Reporting Information [Line Items] | ||||||
Investment in affiliates | $ 952 | $ 802 | $ 226 | |||
Goodwill | 1,609 | 1,358 | 1,358 | |||
Identifiable assets | 18,849 | [1] | 15,489 | [2] | 13,618 | [3] |
Crude Oil Segment [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Investment in affiliates | 745 | 623 | 53 | |||
Goodwill | 1,163 | 912 | 912 | |||
Identifiable assets | 10,939 | [1] | 8,802 | [2] | 8,579 | [3] |
Natural Gas Liquids Segment [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Investment in affiliates | 0 | 0 | 0 | |||
Goodwill | 357 | 357 | 357 | |||
Identifiable assets | 4,937 | [1] | 3,764 | [2] | 2,401 | [3] |
Refined Products Segment [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Investment in affiliates | 207 | 179 | 173 | |||
Goodwill | 89 | 89 | 89 | |||
Identifiable assets | $ 2,795 | [1] | $ 2,747 | [2] | $ 2,458 | [3] |
[1] | Total identifiable assets include the Partnership's unallocated $15 million cash and cash equivalents, $153 million of properties, plants and equipment, net, and $10 million of other assets. | |||||
[2] | Total identifiable assets include the Partnership's unallocated $36 million cash and cash equivalents, $133 million of properties, plants and equipment, net, and $7 million of other assets. | |||||
[3] | Total identifiable assets include the Partnership's unallocated $47 million cash and cash equivalents, $124 million of properties, plants and equipment, net, and $9 million of other assets. |
Business Segment Information 79
Business Segment Information - Segment Reporting Information (Phantoms) (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Reporting [Abstract] | |||
Intrasegment revenue | $ 483 | $ 404 | $ 309 |
Payments to acquire businesses | 796 | 131 | 448 |
Equity in earnings of unconsolidated affiliates | $ 39 | $ 24 | $ 25 |
Business Segment Information 80
Business Segment Information - Consolidated Balance Sheet Information by Segment (Phantoms) (Detail) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Segment Reporting Information [Line Items] | ||||
Cash and cash equivalents | $ 41 | $ 37 | $ 101 | $ 39 |
Properties, plants and equipment, net | 12,324 | 10,692 | ||
Corporate Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Cash and cash equivalents | 15 | 36 | 47 | |
Properties, plants and equipment, net | 153 | 133 | 124 | |
Other assets | $ 10 | $ 7 | $ 9 |
Business Segment Information 81
Business Segment Information - Additional Information (Details) bbl in Millions | 12 Months Ended | |
Dec. 31, 2016statesegmentmibbl | Nov. 01, 2016bbl | |
Segment Reporting Information [Line Items] | ||
Number of states in which the partnership operates | state | 37 | |
Principal business segments | segment | 3 | |
Crude Oil Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Pipeline length in miles | mi | 6,100 | |
Terminal storage capacity, in barrels | 33 | |
Natural Gas Liquids Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Pipeline length in miles | mi | 900 | |
Terminal storage capacity, in barrels | 5 | |
Refined Products Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Pipeline length in miles | mi | 1,800 | |
Nederland Terminal [Member] | Crude Oil Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Terminal storage capacity, in barrels | 26 | |
Nederland Terminal [Member] | Natural Gas Liquids Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Terminal storage capacity, in barrels | 1 | |
Midland Terminal [Member] | ||
Segment Reporting Information [Line Items] | ||
Terminal storage capacity, in barrels | 2 | 2 |
Fort Mifflin Terminal [Member] | Crude Oil Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Terminal storage capacity, in barrels | 3 | |
Marcus Hook Facility [Member] | Natural Gas Liquids Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Terminal storage capacity, in barrels | 3 | |
Active Marketing Terminals [Member] | Refined Products Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Number of terminals | 40 | |
Terminal storage capacity, in barrels | 8 | |
Eagle Point Terminal [Member] | Refined Products Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Terminal storage capacity, in barrels | 6 |
Quarterly Financial Data (Una82
Quarterly Financial Data (Unaudited) - Summarized Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||
Unaffiliated customers | $ 2,788 | $ 2,085 | $ 2,174 | $ 1,668 | $ 2,205 | $ 2,317 | $ 2,996 | $ 2,453 | $ 8,715 | $ 9,971 | $ 17,018 | ||||
Affiliates (Note 4) | 129 | 104 | 94 | 109 | 100 | 90 | 206 | 119 | 436 | 515 | 1,070 | ||||
Gross profit | [1] | 323 | 293 | 244 | 341 | 312 | 325 | 326 | 214 | ||||||
Impairment charge and other matters (Notes 2 and 6) | (27) | (37) | (132) | 26 | 118 | 103 | (100) | 41 | (170) | [2] | 162 | [2] | 258 | [2] | |
Operating Income | 202 | 191 | 239 | 183 | 63 | 94 | 307 | 66 | 815 | 530 | 367 | ||||
Net Income | 206 | 155 | 202 | 146 | 26 | 57 | 277 | 37 | 709 | [3] | 397 | [3] | 300 | [3] | |
Net income attributable to noncontrolling interests | (1) | (1) | 0 | (1) | (1) | (1) | 0 | (1) | (3) | (3) | (9) | ||||
Net income attributable to redeemable noncontrolling interests | (1) | 0 | 0 | 0 | 0 | 0 | (1) | 0 | (1) | (1) | 0 | ||||
Net Income Attributable to Sunoco Logistics Partners L.P. | 204 | 154 | 202 | 145 | 25 | 56 | 276 | 36 | 705 | 393 | 291 | ||||
Less: General Partner's interest | (104) | (101) | (98) | (90) | (83) | (74) | (71) | (60) | (393) | (288) | (181) | ||||
Limited Partners’ interest | $ 100 | $ 53 | $ 104 | $ 55 | $ (58) | $ (18) | $ 205 | $ (24) | $ 312 | $ 105 | $ 110 | ||||
Net Income attributable to Sunoco Logistics Partners L.P. per Limited Partner unit—basic (in usd per unit) | $ 0.29 | $ 0.16 | $ 0.34 | $ 0.18 | $ (0.21) | $ (0.07) | $ 0.83 | $ (0.10) | $ 0.98 | $ 0.42 | $ 0.52 | ||||
Net Income attributable to Sunoco Logistics Partners L.P. per Limited Partner unit—diluted (in usd per unit) | $ 0.29 | $ 0.16 | $ 0.34 | $ 0.18 | $ (0.21) | $ (0.07) | $ 0.83 | $ (0.10) | $ 0.98 | $ 0.42 | $ 0.51 | ||||
[1] | Gross profit equals sales and other operating revenue less cost of products sold and operating expenses. | ||||||||||||||
[2] | Represents non-cash adjustments on the Partnership's crude oil, NGLs and refined products inventories. | ||||||||||||||
[3] | Net income includes $39, $24, and $25 million for the years ended December 31, 2016, 2015 and 2014, respectively, of equity income attributable to the equity ownership interest. |
Supplemental Condensed Consol83
Supplemental Condensed Consolidating Financial Information - Condensed Consolidating Statement of Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||||
Revenues [Abstract] | ||||||||||||||
Unaffiliated customers | $ 2,788 | $ 2,085 | $ 2,174 | $ 1,668 | $ 2,205 | $ 2,317 | $ 2,996 | $ 2,453 | $ 8,715 | $ 9,971 | $ 17,018 | |||
Affiliates (Note 4) | 129 | 104 | 94 | 109 | 100 | 90 | 206 | 119 | 436 | 515 | 1,070 | |||
Total Revenues | 9,151 | 10,486 | 18,088 | |||||||||||
Costs and Expenses | ||||||||||||||
Cost of products sold | 7,828 | 9,145 | 16,877 | |||||||||||
Operating expenses | 122 | 164 | 172 | |||||||||||
Selling, general and administrative expenses | 110 | 103 | 118 | |||||||||||
Depreciation and amortization expense | 446 | 382 | 296 | |||||||||||
Impairment charge and other matters | (27) | (37) | (132) | 26 | 118 | 103 | (100) | 41 | (170) | [1] | 162 | [1] | 258 | [1] |
Total Costs and Expenses | 8,336 | 9,956 | 17,721 | |||||||||||
Operating Income | 202 | 191 | 239 | 183 | 63 | 94 | 307 | 66 | 815 | 530 | 367 | |||
Net interest income (cost) to affiliates | 2 | 0 | 1 | |||||||||||
Other interest cost and debt expense, net | (270) | (210) | (146) | |||||||||||
Capitalized interest | 111 | 76 | 78 | |||||||||||
Gain on investment in affiliate (Note 3) | 41 | 0 | 0 | |||||||||||
Other income | 37 | 22 | 25 | |||||||||||
Equity in earnings of subsidiaries | 0 | 0 | 0 | |||||||||||
Income (Loss) Before Provision for Income Taxes | 736 | 418 | 325 | |||||||||||
Provision for income taxes | (27) | (21) | (25) | |||||||||||
Net Income (Loss) | 206 | 155 | 202 | 146 | 26 | 57 | 277 | 37 | 709 | [2] | 397 | [2] | 300 | [2] |
Adjustment to affiliate's pension funded status | 0 | (1) | 1 | |||||||||||
Net income attributable to noncontrolling interests | (1) | (1) | 0 | (1) | (1) | (1) | 0 | (1) | (3) | (3) | (9) | |||
Net income attributable to redeemable noncontrolling interests (Note 3) | (1) | 0 | 0 | 0 | 0 | 0 | (1) | 0 | (1) | (1) | 0 | |||
Net Income (Loss) Attributable to Sunoco Logistics Partners L.P. | $ 204 | $ 154 | $ 202 | $ 145 | $ 25 | $ 56 | $ 276 | $ 36 | 705 | 393 | 291 | |||
Other Comprehensive Income (Loss) | 0 | (1) | 1 | |||||||||||
Comprehensive Income (Loss) | 709 | 396 | 301 | |||||||||||
Less: Comprehensive income attributable to noncontrolling interests | (3) | (3) | (9) | |||||||||||
Less: Comprehensive income attributable to redeemable noncontrolling interests | (1) | (1) | 0 | |||||||||||
Comprehensive Income attributable to Sunoco Logistics Partners L.P. | 705 | 392 | 292 | |||||||||||
Reportable Legal Entities [Member] | Parent Guarantor [Member] | ||||||||||||||
Costs and Expenses | ||||||||||||||
Equity in earnings of subsidiaries | 705 | 393 | 291 | |||||||||||
Income (Loss) Before Provision for Income Taxes | 705 | 393 | 291 | |||||||||||
Net Income (Loss) | 705 | 393 | 291 | |||||||||||
Net Income (Loss) Attributable to Sunoco Logistics Partners L.P. | 705 | 393 | 291 | |||||||||||
Other Comprehensive Income (Loss) | 0 | 0 | ||||||||||||
Comprehensive Income (Loss) | 705 | 393 | 291 | |||||||||||
Comprehensive Income attributable to Sunoco Logistics Partners L.P. | 705 | 393 | 291 | |||||||||||
Reportable Legal Entities [Member] | Subsidiary Issuer [Member] | ||||||||||||||
Costs and Expenses | ||||||||||||||
Selling, general and administrative expenses | 1 | 1 | ||||||||||||
Total Costs and Expenses | 1 | 1 | ||||||||||||
Operating Income | (1) | (1) | ||||||||||||
Net interest income (cost) to affiliates | 7 | 5 | ||||||||||||
Other interest cost and debt expense, net | (275) | (209) | (146) | |||||||||||
Capitalized interest | 111 | 76 | 78 | |||||||||||
Equity in earnings of subsidiaries | 863 | 526 | 354 | |||||||||||
Income (Loss) Before Provision for Income Taxes | 705 | 392 | 291 | |||||||||||
Net Income (Loss) | 705 | 392 | 291 | |||||||||||
Net Income (Loss) Attributable to Sunoco Logistics Partners L.P. | 705 | 392 | 291 | |||||||||||
Other Comprehensive Income (Loss) | 0 | 0 | ||||||||||||
Comprehensive Income (Loss) | 705 | 392 | 291 | |||||||||||
Comprehensive Income attributable to Sunoco Logistics Partners L.P. | 705 | 392 | 291 | |||||||||||
Reportable Legal Entities [Member] | Non-Guarantor Subsidiaries [Member] | ||||||||||||||
Revenues [Abstract] | ||||||||||||||
Unaffiliated customers | 8,715 | 9,971 | 17,018 | |||||||||||
Affiliates (Note 4) | 436 | 515 | 1,070 | |||||||||||
Total Revenues | 9,151 | 10,486 | 18,088 | |||||||||||
Costs and Expenses | ||||||||||||||
Cost of products sold | 7,828 | 9,145 | 16,877 | |||||||||||
Operating expenses | 122 | 164 | 172 | |||||||||||
Selling, general and administrative expenses | 109 | 102 | 118 | |||||||||||
Depreciation and amortization expense | 446 | 382 | 296 | |||||||||||
Impairment charge and other matters | (170) | 162 | 258 | |||||||||||
Total Costs and Expenses | 8,335 | 9,955 | 17,721 | |||||||||||
Operating Income | 816 | 531 | 367 | |||||||||||
Net interest income (cost) to affiliates | (5) | (4) | ||||||||||||
Other interest cost and debt expense, net | 5 | (1) | 0 | |||||||||||
Gain on investment in affiliate (Note 3) | 41 | |||||||||||||
Other income | 37 | 22 | 25 | |||||||||||
Equity in earnings of subsidiaries | 0 | |||||||||||||
Income (Loss) Before Provision for Income Taxes | 894 | 552 | 388 | |||||||||||
Provision for income taxes | (27) | (21) | (25) | |||||||||||
Net Income (Loss) | 867 | 531 | 363 | |||||||||||
Adjustment to affiliate's pension funded status | (1) | 1 | ||||||||||||
Net income attributable to noncontrolling interests | (3) | (3) | (9) | |||||||||||
Net income attributable to redeemable noncontrolling interests (Note 3) | (1) | (1) | ||||||||||||
Net Income (Loss) Attributable to Sunoco Logistics Partners L.P. | 863 | 527 | 354 | |||||||||||
Other Comprehensive Income (Loss) | (1) | 1 | ||||||||||||
Comprehensive Income (Loss) | 867 | 530 | 364 | |||||||||||
Less: Comprehensive income attributable to noncontrolling interests | (3) | (3) | (9) | |||||||||||
Less: Comprehensive income attributable to redeemable noncontrolling interests | (1) | (1) | ||||||||||||
Comprehensive Income attributable to Sunoco Logistics Partners L.P. | 863 | 526 | 355 | |||||||||||
Consolidation, Eliminations [Member] | ||||||||||||||
Costs and Expenses | ||||||||||||||
Equity in earnings of subsidiaries | (1,568) | (919) | (645) | |||||||||||
Income (Loss) Before Provision for Income Taxes | (1,568) | (919) | (645) | |||||||||||
Net Income (Loss) | (1,568) | (919) | (645) | |||||||||||
Net Income (Loss) Attributable to Sunoco Logistics Partners L.P. | (1,568) | (919) | (645) | |||||||||||
Other Comprehensive Income (Loss) | 0 | 0 | ||||||||||||
Comprehensive Income (Loss) | (1,568) | (919) | (645) | |||||||||||
Comprehensive Income attributable to Sunoco Logistics Partners L.P. | $ (1,568) | $ (919) | $ (645) | |||||||||||
[1] | Represents non-cash adjustments on the Partnership's crude oil, NGLs and refined products inventories. | |||||||||||||
[2] | Net income includes $39, $24, and $25 million for the years ended December 31, 2016, 2015 and 2014, respectively, of equity income attributable to the equity ownership interest. |
Supplemental Condensed Consol84
Supplemental Condensed Consolidating Financial Information - Condensed Consolidating Balance Sheet (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |||
Assets [Abstract] | |||||||
Cash and cash equivalents | $ 41,000,000 | $ 37,000,000 | $ 101,000,000 | $ 39,000,000 | |||
Accounts receivable, net | 1,555,000,000 | 1,165,000,000 | |||||
Accounts receivable, affiliated companies | 44,000,000 | 20,000,000 | |||||
Note receivable, affiliated companies | 301,000,000 | 0 | |||||
Inventories | 934,000,000 | 607,000,000 | |||||
Other current assets | 31,000,000 | 19,000,000 | |||||
Total Current Assets | 2,906,000,000 | 1,848,000,000 | |||||
Properties, plants and equipment, net | 12,324,000,000 | 10,692,000,000 | |||||
Investment in affiliates | 952,000,000 | 802,000,000 | |||||
Goodwill | 1,609,000,000 | 1,358,000,000 | 1,358,000,000 | ||||
Intangible assets, net | 977,000,000 | 718,000,000 | |||||
Other assets | 81,000,000 | 71,000,000 | |||||
Total Assets | 18,849,000,000 | [1] | 15,489,000,000 | [2] | 13,618,000,000 | [3] | |
Liabilities and Equity [Abstract] | |||||||
Accounts payable | 1,750,000,000 | 1,251,000,000 | |||||
Accounts payable, affiliated companies | 63,000,000 | 39,000,000 | |||||
Accrued liabilities | 287,000,000 | 329,000,000 | |||||
Accrued taxes payable | 38,000,000 | 44,000,000 | |||||
Intercompany | 0 | 0 | |||||
Total Current Liabilities | 2,138,000,000 | 1,663,000,000 | |||||
Long-term debt | 7,313,000,000 | 5,591,000,000 | |||||
Other deferred credits and liabilities | 133,000,000 | 125,000,000 | |||||
Deferred income taxes | 257,000,000 | 254,000,000 | |||||
Total Liabilities | 9,841,000,000 | 7,633,000,000 | |||||
Redeemable noncontrolling interests | 15,000,000 | 15,000,000 | |||||
Redeemable Limited Partners' interests | 300,000,000 | 286,000,000 | |||||
Total Sunoco Logistics Partners L.P. equity | 8,660,000,000 | 7,521,000,000 | |||||
Noncontrolling interests | 33,000,000 | 34,000,000 | |||||
Total Equity | 8,693,000,000 | 7,555,000,000 | |||||
Total Liabilities and Equity | 18,849,000,000 | 15,489,000,000 | |||||
Reportable Legal Entities [Member] | Parent Guarantor [Member] | |||||||
Assets [Abstract] | |||||||
Cash and cash equivalents | 0 | ||||||
Total Current Assets | 0 | 0 | |||||
Investment in affiliates | 7,199,000,000 | 6,488,000,000 | |||||
Total Assets | 7,199,000,000 | 6,488,000,000 | |||||
Liabilities and Equity [Abstract] | |||||||
Accrued liabilities | 1,000,000 | ||||||
Intercompany | (1,761,000,000) | (1,320,000,000) | |||||
Total Current Liabilities | (1,761,000,000) | (1,319,000,000) | |||||
Total Liabilities | (1,761,000,000) | (1,319,000,000) | |||||
Redeemable Limited Partners' interests | 300,000,000 | 286,000,000 | |||||
Total Sunoco Logistics Partners L.P. equity | 8,660,000,000 | 7,521,000,000 | |||||
Total Equity | 8,660,000,000 | 7,521,000,000 | |||||
Total Liabilities and Equity | 7,199,000,000 | 6,488,000,000 | |||||
Reportable Legal Entities [Member] | Subsidiary Issuer [Member] | |||||||
Assets [Abstract] | |||||||
Cash and cash equivalents | 41,000,000 | 37,000,000 | 101,000,000 | 12,000,000 | |||
Accounts receivable, affiliated companies | 3,000,000 | ||||||
Other current assets | 2,000,000 | ||||||
Total Current Assets | 43,000,000 | 40,000,000 | |||||
Investment in affiliates | 10,664,000,000 | 9,692,000,000 | |||||
Other assets | 5,000,000 | 6,000,000 | |||||
Total Assets | 10,712,000,000 | 9,738,000,000 | |||||
Liabilities and Equity [Abstract] | |||||||
Accounts payable | 1,000,000 | ||||||
Accounts payable, affiliated companies | 4,000,000 | ||||||
Accrued liabilities | 49,000,000 | 66,000,000 | |||||
Intercompany | (3,853,000,000) | (2,408,000,000) | |||||
Total Current Liabilities | (3,800,000,000) | (2,341,000,000) | |||||
Long-term debt | 7,313,000,000 | 5,591,000,000 | |||||
Total Liabilities | 3,513,000,000 | 3,250,000,000 | |||||
Total Sunoco Logistics Partners L.P. equity | 7,199,000,000 | 6,488,000,000 | |||||
Total Equity | 7,199,000,000 | 6,488,000,000 | |||||
Total Liabilities and Equity | 10,712,000,000 | 9,738,000,000 | |||||
Reportable Legal Entities [Member] | Non-Guarantor Subsidiaries [Member] | |||||||
Assets [Abstract] | |||||||
Cash and cash equivalents | 0 | $ 0 | $ 27,000,000 | ||||
Accounts receivable, net | 1,555,000,000 | 1,165,000,000 | |||||
Accounts receivable, affiliated companies | 44,000,000 | 17,000,000 | |||||
Note receivable, affiliated companies | 301,000,000 | ||||||
Inventories | 934,000,000 | 607,000,000 | |||||
Other current assets | 29,000,000 | 19,000,000 | |||||
Total Current Assets | 2,863,000,000 | 1,808,000,000 | |||||
Properties, plants and equipment, net | 12,324,000,000 | 10,692,000,000 | |||||
Investment in affiliates | 952,000,000 | 802,000,000 | |||||
Goodwill | 1,609,000,000 | 1,358,000,000 | |||||
Intangible assets, net | 977,000,000 | 718,000,000 | |||||
Other assets | 76,000,000 | 65,000,000 | |||||
Total Assets | 18,801,000,000 | 15,443,000,000 | |||||
Liabilities and Equity [Abstract] | |||||||
Accounts payable | 1,750,000,000 | 1,250,000,000 | |||||
Accounts payable, affiliated companies | 59,000,000 | 39,000,000 | |||||
Accrued liabilities | 238,000,000 | 262,000,000 | |||||
Accrued taxes payable | 38,000,000 | 44,000,000 | |||||
Intercompany | 5,614,000,000 | 3,728,000,000 | |||||
Total Current Liabilities | 7,699,000,000 | 5,323,000,000 | |||||
Long-term debt | 0 | 0 | |||||
Other deferred credits and liabilities | 133,000,000 | 125,000,000 | |||||
Deferred income taxes | 257,000,000 | 254,000,000 | |||||
Total Liabilities | 8,089,000,000 | 5,702,000,000 | |||||
Redeemable noncontrolling interests | 15,000,000 | 15,000,000 | |||||
Total Sunoco Logistics Partners L.P. equity | 10,664,000,000 | 9,692,000,000 | |||||
Noncontrolling interests | 33,000,000 | 34,000,000 | |||||
Total Equity | 10,697,000,000 | 9,726,000,000 | |||||
Total Liabilities and Equity | 18,801,000,000 | 15,443,000,000 | |||||
Consolidation, Eliminations [Member] | |||||||
Assets [Abstract] | |||||||
Investment in affiliates | (17,863,000,000) | (16,180,000,000) | |||||
Total Assets | (17,863,000,000) | (16,180,000,000) | |||||
Liabilities and Equity [Abstract] | |||||||
Total Sunoco Logistics Partners L.P. equity | (17,863,000,000) | (16,180,000,000) | |||||
Total Equity | (17,863,000,000) | (16,180,000,000) | |||||
Total Liabilities and Equity | $ (17,863,000,000) | $ (16,180,000,000) | |||||
[1] | Total identifiable assets include the Partnership's unallocated $15 million cash and cash equivalents, $153 million of properties, plants and equipment, net, and $10 million of other assets. | ||||||
[2] | Total identifiable assets include the Partnership's unallocated $36 million cash and cash equivalents, $133 million of properties, plants and equipment, net, and $7 million of other assets. | ||||||
[3] | Total identifiable assets include the Partnership's unallocated $47 million cash and cash equivalents, $124 million of properties, plants and equipment, net, and $9 million of other assets. |
Supplemental Condensed Consol85
Supplemental Condensed Consolidating Financial Information - Condensed Consolidating Statement of Cash Flows (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Condensed Financial Statements, Captions [Line Items] | ||||
Net cash provided by operating activities | $ 888 | $ 598 | $ 566 | |
Net Cash Provided by (Used in) Investing Activities [Abstract] | ||||
Capital expenditures | (1,949) | (2,706) | (2,416) | |
Acquisitions | (786) | (131) | (433) | |
Change in note receivable, affiliated companies | (301) | 0 | 0 | |
Change in long-term note receivable | (2) | (17) | (17) | |
Intercompany | 0 | 0 | 0 | |
Net cash used in investing activities | (3,038) | (2,854) | (2,866) | |
Net Cash Provided by (Used in) Financing Activities [Abstract] | ||||
Distributions paid to limited and general partners | (961) | (686) | (468) | |
Distributions paid to noncontrolling interests | (5) | (3) | (4) | |
Contributions from general partner | 0 | 0 | 2 | |
Net proceeds from issuance of limited partner units | 1,388 | 1,519 | 839 | |
Payments of statutory withholding on net issuance of limited partner units under LTIP | (4) | (11) | (9) | |
Repayments under credit facilities | (5,840) | (3,662) | (2,845) | |
Borrowings under credit facilities | $ 630 | 7,200 | 4,039 | 2,795 |
Net proceeds from issuance of long-term debt | 544 | 991 | 1,976 | |
Repayments of senior notes | (175) | 0 | (175) | |
Advances to affiliated companies, net | 0 | 0 | 239 | |
Contributions attributable to acquisition from affiliate | 7 | 11 | 12 | |
Other | 0 | (6) | 0 | |
Net cash provided by financing activities | 2,154 | 2,192 | 2,362 | |
Net change in cash and cash equivalents | 4 | (64) | 62 | |
Cash and cash equivalents at beginning of period | 37 | 101 | 39 | |
Cash and cash equivalents at end of period | 41 | 41 | 37 | 101 |
Reportable Legal Entities [Member] | Parent Guarantor [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net cash provided by operating activities | 704 | 393 | 290 | |
Net Cash Provided by (Used in) Investing Activities [Abstract] | ||||
Intercompany | (1,126) | (1,223) | (876) | |
Net cash used in investing activities | (1,126) | (1,223) | (876) | |
Net Cash Provided by (Used in) Financing Activities [Abstract] | ||||
Distributions paid to limited and general partners | (961) | (686) | (468) | |
Distributions paid to noncontrolling interests | (5) | (3) | (4) | |
Contributions from general partner | 2 | |||
Net proceeds from issuance of limited partner units | 1,388 | 1,519 | 839 | |
Advances to affiliated companies, net | 217 | |||
Net cash provided by financing activities | 422 | 830 | 586 | |
Net change in cash and cash equivalents | 0 | |||
Cash and cash equivalents at beginning of period | 0 | |||
Cash and cash equivalents at end of period | 0 | |||
Reportable Legal Entities [Member] | Subsidiary Issuer [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net cash provided by operating activities | 676 | 388 | 271 | |
Net Cash Provided by (Used in) Investing Activities [Abstract] | ||||
Intercompany | (2,401) | (1,814) | (2,012) | |
Net cash used in investing activities | (2,401) | (1,814) | (2,012) | |
Net Cash Provided by (Used in) Financing Activities [Abstract] | ||||
Repayments under credit facilities | (5,840) | (3,662) | (2,845) | |
Borrowings under credit facilities | 7,200 | 4,039 | 2,795 | |
Net proceeds from issuance of long-term debt | 544 | 991 | 1,976 | |
Repayments of senior notes | (175) | (175) | ||
Advances to affiliated companies, net | 79 | |||
Other | (6) | |||
Net cash provided by financing activities | 1,729 | 1,362 | 1,830 | |
Net change in cash and cash equivalents | 4 | (64) | 89 | |
Cash and cash equivalents at beginning of period | 37 | 101 | 12 | |
Cash and cash equivalents at end of period | $ 41 | 41 | 37 | 101 |
Reportable Legal Entities [Member] | Non-Guarantor Subsidiaries [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net cash provided by operating activities | 1,076 | 736 | 649 | |
Net Cash Provided by (Used in) Investing Activities [Abstract] | ||||
Capital expenditures | (1,949) | (2,706) | (2,416) | |
Acquisitions | (786) | (131) | (433) | |
Change in note receivable, affiliated companies | (301) | |||
Change in long-term note receivable | (2) | (17) | (17) | |
Intercompany | 1,959 | 2,118 | 2,244 | |
Net cash used in investing activities | (1,079) | (736) | (622) | |
Net Cash Provided by (Used in) Financing Activities [Abstract] | ||||
Payments of statutory withholding on net issuance of limited partner units under LTIP | (4) | (11) | (9) | |
Advances to affiliated companies, net | (57) | |||
Contributions attributable to acquisition from affiliate | 7 | 11 | 12 | |
Net cash provided by financing activities | 3 | (54) | ||
Net change in cash and cash equivalents | (27) | |||
Cash and cash equivalents at beginning of period | 0 | 0 | 27 | |
Cash and cash equivalents at end of period | 0 | 0 | ||
Consolidation, Eliminations [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net cash provided by operating activities | (1,568) | (919) | (644) | |
Net Cash Provided by (Used in) Investing Activities [Abstract] | ||||
Intercompany | 1,568 | 919 | 644 | |
Net cash used in investing activities | $ 1,568 | $ 919 | $ 644 |