DEI Document
DEI Document - shares | 6 Months Ended | |
Jun. 30, 2024 | Aug. 02, 2024 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2024 | |
Document Transition Report | false | |
Entity File Number | 1-32740 | |
Entity Registrant Name | ENERGY TRANSFER LP | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false | |
Entity Central Index Key | 0001276187 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 3,422,233,857 | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Tax Identification Number | 30-0108820 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 8111 Westchester Drive | |
Entity Address, Address Line Two | Suite 600 | |
Entity Address, City or Town | Dallas | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75225 | |
City Area Code | 214 | |
Local Phone Number | 981-0700 | |
Document Quarterly Report | true | |
Common Units | ||
Document Information [Line Items] | ||
Trading Symbol | ET | |
Security Exchange Name | NYSE | |
Title of 12(b) Security | Common Units | |
ETprI | ||
Document Information [Line Items] | ||
Trading Symbol | ETprI | |
Security Exchange Name | NYSE | |
Title of 12(b) Security | 9.250% Series I Fixed Rate Perpetual Preferred Units |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
ASSETS | ||
Cash and cash equivalents | $ 650 | $ 161 |
Accounts receivable, net | 9,540 | 9,047 |
Inventories | 2,624 | 2,478 |
Income taxes receivable | 33 | 67 |
Derivative assets | 28 | 66 |
Other current assets | 424 | 513 |
Total current assets | 13,406 | 12,433 |
Property, plant and equipment | 123,481 | 114,932 |
Accumulated depreciation and depletion | (31,593) | (29,581) |
Property, Plant and Equipment, Net | 91,888 | 85,351 |
Investments in unconsolidated affiliates | 3,236 | 3,097 |
Non-current derivative assets | 1 | 0 |
Lease right-of-use assets, net | 854 | 826 |
Other non-current assets, net | 1,842 | 1,733 |
Intangible assets, net | 6,202 | 6,239 |
Goodwill | 3,910 | 4,019 |
Total assets | 121,339 | 113,698 |
LIABILITIES AND EQUITY | ||
Accounts payable | 7,467 | 6,663 |
Derivative liabilities | 15 | 8 |
Operating lease current liabilities | 66 | 56 |
Accrued and other current liabilities | 3,893 | 3,521 |
Current maturities of long-term debt | 257 | 1,008 |
Total current liabilities | 11,709 | 11,277 |
Long-term debt, less current maturities | 57,359 | 51,380 |
Non-current derivative liabilities | 0 | 4 |
Non-current operating lease liabilities | 750 | 778 |
Deferred income taxes | 4,001 | 3,931 |
Other non-current liabilities | 1,631 | 1,611 |
Commitments and contingencies | ||
Redeemable noncontrolling interests | 417 | 778 |
Preferred Unitholders | 3,852 | 6,459 |
Limited Partners: | ||
Common Unitholders | 30,414 | 30,197 |
General Partner | (2) | (2) |
Accumulated other comprehensive income | 48 | 28 |
Total partners’ capital | 34,312 | 36,682 |
Noncontrolling interests | 11,160 | 7,257 |
Total equity | 45,472 | 43,939 |
Total liabilities and equity | 121,339 | 113,698 |
Related Party | ||
ASSETS | ||
Accounts receivable from related companies | 107 | 101 |
LIABILITIES AND EQUITY | ||
Accounts payable | $ 11 | $ 21 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
REVENUES: | ||||
Total revenues | $ 20,729 | $ 18,320 | $ 42,358 | $ 37,315 |
COSTS AND EXPENSES: | ||||
Cost of products sold | 15,609 | 14,092 | 32,206 | 28,702 |
Operating expenses | 1,227 | 1,094 | 2,365 | 2,119 |
Depreciation, depletion and amortization | 1,213 | 1,061 | 2,467 | 2,120 |
Selling, general and administrative | 332 | 228 | 592 | 466 |
Impairment losses | 50 | 10 | 50 | 11 |
Total costs and expenses | 18,431 | 16,485 | 37,680 | 33,418 |
OPERATING INCOME | 2,298 | 1,835 | 4,678 | 3,897 |
OTHER INCOME (EXPENSE): | ||||
Interest expense, net of interest capitalized | (762) | (641) | (1,490) | (1,260) |
Equity in earnings of unconsolidated affiliates | 85 | 95 | 183 | 183 |
Loss on extinguishment of debt | (6) | 0 | (11) | 0 |
Gain on interest rate derivatives | 3 | 35 | 12 | 15 |
Gain on sale of Sunoco LP West Texas assets | 598 | 0 | 598 | 0 |
Other, net | 3 | 17 | 30 | 24 |
INCOME BEFORE INCOME TAX EXPENSE | 2,219 | 1,341 | 4,000 | 2,859 |
Income tax expense | 227 | 108 | 316 | 179 |
Net income | 1,992 | 1,233 | 3,684 | 2,680 |
Less: Net income attributable to noncontrolling interests | 663 | 308 | 1,099 | 629 |
Less: Net income attributable to redeemable noncontrolling interests | 15 | 14 | 31 | 27 |
NET INCOME ATTRIBUTABLE TO PARTNERS | 1,314 | 911 | 2,554 | 2,024 |
Less: General Partner’s interest in net income | 1 | 1 | 2 | 2 |
Preferred Unitholders’ interest in net income | 98 | 113 | 227 | 222 |
Preferred Stock Redemption Premium | 33 | 0 | 54 | 0 |
Common Unitholders’ interest in net income | $ 1,182 | $ 797 | $ 2,271 | $ 1,800 |
NET INCOME PER COMMON UNIT: | ||||
Basic | $ 0.35 | $ 0.25 | $ 0.67 | $ 0.58 |
Diluted | $ 0.35 | $ 0.25 | $ 0.67 | $ 0.57 |
Refined product sales | ||||
REVENUES: | ||||
Total revenues | $ 5,987 | $ 5,834 | $ 11,500 | $ 11,288 |
NGL sales | ||||
REVENUES: | ||||
Total revenues | 4,378 | 3,489 | 9,629 | 7,649 |
Natural gas sales | ||||
REVENUES: | ||||
Total revenues | 460 | 685 | 1,315 | 1,584 |
Other | ||||
REVENUES: | ||||
Total revenues | 327 | 268 | 592 | 495 |
Crude sales | ||||
REVENUES: | ||||
Total revenues | 6,552 | 5,233 | 13,396 | 10,711 |
Gathering, transportation and other fees | ||||
REVENUES: | ||||
Total revenues | $ 3,025 | $ 2,811 | $ 5,926 | $ 5,588 |
Consolidated Statements Of Comp
Consolidated Statements Of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Net income | $ 1,992 | $ 1,233 | $ 3,684 | $ 2,680 |
Other comprehensive income (loss), net of tax: | ||||
Change in value of available-for-sale securities | 1 | (1) | 3 | 0 |
Actuarial gain (loss) related to pension and other postretirement benefit plans | (1) | 5 | 8 | 0 |
Foreign currency translation adjustments | (1) | (6) | (1) | (5) |
Change in other comprehensive income from unconsolidated affiliates | 0 | 3 | 2 | 3 |
Other comprehensive income (loss), net of tax | (1) | 1 | 12 | (2) |
Comprehensive income | 1,991 | 1,234 | 3,696 | 2,678 |
Less: Comprehensive income attributable to noncontrolling interests | 663 | 308 | 1,099 | 629 |
Less: Net income attributable to redeemable noncontrolling interests | 15 | 14 | 31 | 27 |
Comprehensive income attributable to partners | $ 1,313 | $ 912 | $ 2,566 | $ 2,022 |
Consolidated Statement Of Equit
Consolidated Statement Of Equity - USD ($) $ in Millions | Total | Series A and Series E Preferred Units | Sunoco LP Redemption of NuStar preferred units | Common Unitholders | Common Unitholders Series A and Series E Preferred Units | Common Unitholders Sunoco LP Redemption of NuStar preferred units | Preferred Unitholders | Preferred Unitholders Series A and Series E Preferred Units | Preferred Unitholders Sunoco LP Redemption of NuStar preferred units | General Partner | General Partner Series A and Series E Preferred Units | General Partner Sunoco LP Redemption of NuStar preferred units | AOCI | AOCI Series A and Series E Preferred Units | AOCI Sunoco LP Redemption of NuStar preferred units | Noncontrolling Interests | Noncontrolling Interests Series A and Series E Preferred Units | Noncontrolling Interests Sunoco LP Redemption of NuStar preferred units |
Balance, Beginning of Period at Dec. 31, 2022 | $ 40,659 | $ 26,960 | $ 6,051 | $ (2) | $ 16 | $ 7,634 | ||||||||||||
Partners' Capital Account, Distributions | (1,001) | (920) | (80) | (1) | 0 | 0 | ||||||||||||
Distributions to noncontrolling interests | 441 | 0 | 0 | 0 | 0 | 441 | ||||||||||||
Capital contributions from noncontrolling interests | (3) | 0 | 0 | 0 | 0 | (3) | ||||||||||||
Other comprehensive income, net of tax | (3) | 0 | 0 | 0 | (3) | 0 | ||||||||||||
Other, net | 18 | 14 | 0 | 0 | 0 | 4 | ||||||||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest, Excluding Portion Attributable to Redeemable Noncontrolling Interest | 1,434 | 1,003 | 109 | 1 | 0 | 321 | ||||||||||||
Balance, End of Period at Mar. 31, 2023 | 40,669 | 27,057 | 6,080 | (2) | 13 | 7,521 | ||||||||||||
Balance, Beginning of Period at Dec. 31, 2022 | 40,659 | 26,960 | 6,051 | (2) | 16 | 7,634 | ||||||||||||
Other comprehensive income, net of tax | (2) | |||||||||||||||||
Net income | 2,680 | |||||||||||||||||
Balance, End of Period at Jun. 30, 2023 | 40,962 | 27,487 | 6,042 | (2) | 24 | 7,411 | ||||||||||||
Balance, Beginning of Period at Mar. 31, 2023 | 40,669 | 27,057 | 6,080 | (2) | 13 | 7,521 | ||||||||||||
Partners' Capital Account, Distributions | (1,094) | (942) | (151) | (1) | 0 | 0 | ||||||||||||
Distributions to noncontrolling interests | 421 | 0 | 0 | 0 | 0 | 421 | ||||||||||||
Other comprehensive income, net of tax | 1 | 0 | 0 | 0 | 1 | 0 | ||||||||||||
Partners' Capital Account, Acquisitions | 574 | 574 | 0 | 0 | 0 | 0 | ||||||||||||
Other, net | 14 | 1 | 0 | 0 | 10 | 3 | ||||||||||||
Net income | 1,233 | |||||||||||||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest, Excluding Portion Attributable to Redeemable Noncontrolling Interest | 1,219 | 797 | 113 | 1 | 0 | 308 | ||||||||||||
Balance, End of Period at Jun. 30, 2023 | 40,962 | 27,487 | 6,042 | (2) | 24 | 7,411 | ||||||||||||
Balance, Beginning of Period at Dec. 31, 2023 | 43,939 | 30,197 | 6,459 | (2) | 28 | 7,257 | ||||||||||||
Partners' Capital Account, Distributions | (1,128) | (1,039) | (88) | (1) | 0 | 0 | ||||||||||||
Distributions to noncontrolling interests | 421 | 0 | 0 | 0 | 0 | 421 | ||||||||||||
Capital contributions from noncontrolling interests | (637) | 0 | 0 | 0 | 0 | (637) | ||||||||||||
Other comprehensive income, net of tax | 13 | 0 | 0 | 0 | 13 | 0 | ||||||||||||
Partners' Capital Account, Redemptions | (895) | 0 | (895) | 0 | 0 | 0 | ||||||||||||
Partners' Capital Account, Exchanges and Conversions | 38 | 0 | 0 | 0 | 0 | 38 | ||||||||||||
Other, net | (66) | 0 | 21 | 0 | 0 | (87) | ||||||||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest, Excluding Portion Attributable to Redeemable Noncontrolling Interest | 1,676 | 1,110 | 129 | 1 | 0 | 436 | ||||||||||||
Balance, End of Period at Mar. 31, 2024 | 43,793 | 30,268 | 5,626 | (2) | 41 | 7,860 | ||||||||||||
Balance, Beginning of Period at Dec. 31, 2023 | 43,939 | 30,197 | 6,459 | (2) | 28 | 7,257 | ||||||||||||
Other comprehensive income, net of tax | 12 | |||||||||||||||||
Net income | 3,684 | |||||||||||||||||
Balance, End of Period at Jun. 30, 2024 | 45,472 | 30,414 | 3,852 | (2) | 48 | 11,160 | ||||||||||||
Balance, Beginning of Period at Mar. 31, 2024 | 43,793 | 30,268 | 5,626 | (2) | 41 | 7,860 | ||||||||||||
Partners' Capital Account, Distributions | (1,205) | (1,049) | (155) | (1) | 0 | 0 | ||||||||||||
Distributions to noncontrolling interests | 496 | 0 | 0 | 0 | 0 | 496 | ||||||||||||
Other comprehensive income, net of tax | (1) | 0 | 0 | 0 | (1) | 0 | ||||||||||||
Partners' Capital Account, Acquisitions | 3,651 | 0 | 0 | 0 | 0 | 3,651 | ||||||||||||
Partners' Capital Account, Redemptions | $ (1,750) | $ (784) | $ 0 | $ 0 | (1,750) | $ (1,750) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ (784) | |||||
Partners' Capital Account, Exchanges and Conversions | 263 | 0 | 0 | 0 | 0 | 263 | ||||||||||||
Other, net | 24 | (20) | 33 | 0 | 8 | 3 | ||||||||||||
Net income | 1,992 | |||||||||||||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest, Excluding Portion Attributable to Redeemable Noncontrolling Interest | 1,977 | 1,215 | 98 | 1 | 0 | 663 | ||||||||||||
Balance, End of Period at Jun. 30, 2024 | $ 45,472 | $ 30,414 | $ 3,852 | $ (2) | $ 48 | $ 11,160 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
OPERATING ACTIVITIES: | ||
Net income | $ 3,684 | $ 2,680 |
Reconciliation of net income to net cash provided by operating activities: | ||
Depreciation, depletion and amortization | 2,467 | 2,120 |
Deferred income taxes | 55 | 134 |
Inventory valuation adjustments | (98) | 28 |
Non-cash compensation expense | 76 | 64 |
Impairment losses | 50 | 11 |
Loss on extinguishment of debt | 11 | 0 |
Gain (Loss) on Disposition of Assets | (598) | 0 |
Distributions on unvested awards | (27) | (33) |
Equity in earnings of unconsolidated affiliates | (183) | (183) |
Distributions from unconsolidated affiliates | 174 | 182 |
Other non-cash | 11 | (4) |
Net change in operating assets and liabilities, net of effects of acquisitions and divestitures | 420 | 887 |
Net Cash Provided by (Used in) Operating Activities, Continuing Operations | 6,042 | 5,886 |
INVESTING ACTIVITIES: | ||
Capital expenditures, excluding allowance for equity funds used during construction | (1,606) | (1,729) |
Payments for Advance to Affiliate | (205) | (1) |
Contributions in aid of construction costs | 50 | 30 |
Distributions from unconsolidated affiliates in excess of cumulative earnings | 78 | 27 |
Proceeds from Divestiture of Businesses | 990 | 0 |
Proceeds from Sale of Other Assets, Investing Activities | 3 | 23 |
Net Cash Provided by (Used in) Investing Activities, Continuing Operations | (1,151) | (2,691) |
FINANCING ACTIVITIES: | ||
Proceeds from borrowings | 20,185 | 15,412 |
Repayments of debt | (17,581) | (15,549) |
Repayments of Senior Debt | (749) | 0 |
Capital contributions from noncontrolling interest | 637 | 3 |
Proceeds from (Payments to) Noncontrolling Interests | 2 | 0 |
Distributions to partners | (2,333) | (2,095) |
Distributions to noncontrolling interests | (917) | (862) |
Preferred Units, Cumulative Cash Distributions | (38) | (24) |
Payments of Debt Issuance Costs | (142) | (7) |
Net cash used in financing activities | (4,402) | (3,122) |
Increase in cash and cash equivalents | 489 | 73 |
Cash and cash equivalents, beginning of period | 161 | 257 |
Cash and cash equivalents, end of period | 650 | 330 |
Series C and D Preferred Units | ||
FINANCING ACTIVITIES: | ||
Payments for Repurchase of Preferred Stock and Preference Stock | (2,645) | 0 |
Crestwood Niobrara LLC Preferred Units | ||
FINANCING ACTIVITIES: | ||
Payments for Repurchase of Preferred Stock and Preference Stock | (37) | 0 |
Sunoco LP Redemption of NuStar preferred units | ||
FINANCING ACTIVITIES: | ||
Payments for Repurchase of Preferred Stock and Preference Stock | (784) | 0 |
Edwards Lime Gathering | ||
INVESTING ACTIVITIES: | ||
Cash paid for acquisitions | (84) | 0 |
other acquisitions | ||
INVESTING ACTIVITIES: | ||
Cash paid for acquisitions | (219) | (111) |
Lotus Midstream acquisition | ||
INVESTING ACTIVITIES: | ||
Cash paid for acquisitions | 0 | (930) |
Nustar Acquisition | ||
INVESTING ACTIVITIES: | ||
Cash Acquired from Acquisition | 27 | 0 |
Zenith Energy terminals acquisitions | ||
INVESTING ACTIVITIES: | ||
Cash paid for acquisitions | $ (185) | $ 0 |
Operations And Organization
Operations And Organization | 6 Months Ended |
Jun. 30, 2024 | |
Operations And Organization [Abstract] | |
Operations And Organization | ORGANIZATION AND BASIS OF PRESENTATION Organization The consolidated financial statements presented herein contain the results of Energy Transfer LP and its subsidiaries (the “Partnership,” “we,” “us,” “our” or “Energy Transfer”). Basis of Presentation The unaudited financial information included in this Form 10-Q has been prepared on the same basis as the audited consolidated financial statements included in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 16, 2024. In the opinion of the Partnership’s management, such financial information reflects all adjustments necessary for a fair presentation of the financial position and the results of operations for such interim periods in accordance with GAAP. All intercompany items and transactions have been eliminated in consolidation. Certain information and disclosures normally included in annual consolidated financial statements prepared in accordance with GAAP have been omitted pursuant to the rules and regulations of the SEC. The consolidated financial statements of the Partnership presented herein include the results of operations of our controlled subsidiaries, including Sunoco LP and USAC. The Partnership owns the general partner interest, incentive distribution rights and 28.5 million common units of Sunoco LP, and the general partner interests and 46.1 million common units of USAC. The operations of certain pipelines and terminals in which we own an undivided interest are proportionately consolidated in the accompanying consolidated financial statements. Certain prior period amounts have been reclassified to conform to the current period presentation. These reclassifications had no impact on net income or total equity. Use of Estimates The unaudited consolidated financial statements have been prepared in conformity with GAAP, which requires the use of estimates and assumptions made by management that affect the reported amounts of assets, liabilities, revenues, expenses and the accrual for and disclosure of contingent assets and liabilities that exist at the date of the consolidated financial statements. Although these estimates are based on management’s available knowledge of current and expected future events, actual results could be different from those estimates. |
Acquisitions and Divestitures
Acquisitions and Divestitures | 6 Months Ended |
Jun. 30, 2024 | |
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] | |
Mergers, Acquisitions and Dispositions Disclosures | ACQUISITIONS, DIVESTITURES AND OTHER TRANSACTIONS Energy Transfer’s Acquisition WTG Midstream On July 15, 2024, Energy Transfer completed the previously announced acquisition of 100% of the membership interest in WTG Midstream Holdings LLC (“WTG Midstream”). Consideration for the transaction was comprised of $2.28 billion in cash and approximately 50.8 million newly issued Energy Transfer common units, which had a fair value of approximately $830 million. The acquired assets add approximately 6,000 miles of complementary gas gathering pipelines that extend Energy Transfer’s network in the Midland Basin. Also, as part of the transaction, the Partnership added eight gas processing plants with a total capacity of approximately 1.3 Bcf/d, and two additional processing plants that were under construction at closing. Since closing the transaction, one of these 200 MMcf/d processing plants was placed into service. At the time our consolidated financial statements were issued, the initial accounting for this business combination was incomplete due to the timing of the close of the acquisition; therefore, certain required disclosures have not been included herein. Sunoco LP’s Acquisitions NuStar On May 3, 2024, Sunoco LP completed the previously announced acquisition of all of the common units of NuStar Energy L.P. (“NuStar”). Under the terms of the merger agreement, NuStar common unitholders received 0.400 Sunoco LP common units for each NuStar common unit. In connection with the acquisition, Sunoco LP issued approximately 51.5 million common units, which had a fair value of approximately $2.85 billion, assumed debt totaling approximately $3.5 billion including approximately $56 million of lease related financing obligations and assumed preferred units with a fair value of approximately $800 million. NuStar has approximately 9,500 miles of pipeline and 63 terminal and storage facilities that store and distribute crude oil, refined products, renewable fuels, ammonia and specialty liquids. The NuStar acquisition was recorded using the acquisition method of accounting, which requires, among other things, that assets acquired and liabilities assumed be recognized on the balance sheet at their estimated fair values on the date of acquisition with any excess purchase price over the fair value of net assets acquired recorded to goodwill. Determining the fair value of acquired assets requires management’s judgment and the utilization of a third-party valuation specialist, if applicable, and involves the use of significant estimates and assumptions. Acquired assets were valued based on a combination of the discounted cash flow, the guideline company and the reproduction and replacement methods. The following table summarizes the assumed allocation of the purchase price among the assets acquired and liabilities assumed: At May 3, 2024 Total current assets $ 186 Property, plant and equipment, net 6,958 Lease right-of-use assets, net 136 Goodwill (1) 16 Intangible assets, net (2) 195 Other non-current assets 127 Total assets 7,618 Total current liabilities 245 Long-term debt, less current maturities (3) 3,500 Non-current operating lease liabilities 136 Deferred income taxes 4 Other non-current liabilities 82 Total liabilities 3,967 Preferred units (3) 801 Total consideration 2,850 Cash received 27 Total consideration, net of cash received $ 2,823 (1) Goodwill primarily represents expected commercial and operational synergies and is subject to change based on final purchase price allocations. None of the goodwill recorded as a result of this transaction is deductible for tax purposes. (2) Intangible assets, net comprised of $151 million of favorable contracts, with a remaining weighted average life of approximately 7 years, and $44 million of customer relationships, with a remaining weighted average life of approximately 15 years. (3) Subsequent to the closing of the NuStar acquisition, Sunoco LP redeemed all outstanding NuStar preferred units totaling $784 million, redeemed NuStar’s subordinated notes totaling $403 million and repaid the outstanding balance on the NuStar credit facility totaling $455 million. Subsequent to the NuStar acquisition, Sunoco LP purchased a property previously leased by NuStar and cancelled the lease, resulting in an impairment of $50 million based on the value of comparable real property. Zenith European Terminals On March 13, 2024, Sunoco LP completed the previously announced acquisition of liquid fuels terminals in Amsterdam, Netherlands and Bantry Bay, Ireland from Zenith Energy for approximately €170 million ($185 million), which was allocated $6 million to other current assets, $204 million to property, plant and equipment, $36 million to other non-current assets and $7 million to goodwill. In connection with this transaction, Sunoco LP also assumed $14 million in current liabilities, $11 million in deferred income taxes and $43 million in other non-current liabilities. Sunoco LP’s Divestiture West Texas Sale On April 16, 2024, Sunoco LP completed the previously announced sale of 204 convenience stores located in West Texas, New Mexico and Oklahoma to 7-Eleven, Inc. for approximately $1.00 billion, including customary adjustments for fuel and merchandise inventory. As part of the sale, Sunoco LP also amended its existing take-or-pay fuel supply agreement with 7-Eleven, Inc. to incorporate additional fuel gross profit. Upon the completion of the sale, Sunoco LP recorded a $598 million gain ($461 million, net of current tax expense of $199 million and deferred tax benefit of $62 million). Joint Venture Transaction Permian Joint Venture On July 16, 2024, Energy Transfer and Sunoco LP announced the formation of a joint venture combining their respective crude oil and produced water gathering assets in the Permian Basin. Pursuant to the contribution agreement by and among Sunoco LP, SUN Pipeline Holdings LLC, NuStar Permian Transportation and Storage LLC, NuStar Permian Crude Logistics LLC, NuStar Permian Holdings LLC, NuStar Logistics, L.P., ET-S Permian Holdings Company LP, ET-S Permian Pipeline Company LLC, ET-S Permian Marketing Company LLC, Energy Transfer and Energy Transfer Crude Marketing, LLC dated July 14, 2024, in a cashless transaction, Sunoco LP contributed all of its Permian crude oil gathering assets and operations to the joint venture. Additionally, Energy Transfer contributed its Permian crude oil and produced water gathering assets and operations to the joint venture. Energy Transfer’s long-haul crude pipeline network that provides transportation of crude oil out of the Permian Basin to Nederland, Houston and Cushing is excluded from the joint venture. The joint venture operates more than 5,000 miles of crude oil and water gathering pipelines with crude oil storage capacity in excess of 11 million barrels. Energy Transfer holds a 67.5% interest with Sunoco LP holding the remaining 32.5% interest in the joint venture. The formation of the joint venture was effective on July 1, 2024. |
Cash And Cash Equivalents
Cash And Cash Equivalents | 6 Months Ended |
Jun. 30, 2024 | |
Supplemental Cash Flow Information [Abstract] | |
Cash and Cash Equivalents Disclosure | CASH AND CASH EQUIVALENTS Cash and cash equivalents include all cash on hand, demand deposits and investments with original maturities of three months or less. We consider cash equivalents to include short-term, highly liquid investments that are readily convertible to known amounts of cash and that are subject to an insignificant risk of changes in value. The Partnership’s consolidated balance sheets did not include any material amounts of restricted cash as of June 30, 2024 or December 31, 2023. We place our cash deposits and temporary cash investments with high credit quality financial institutions. At times, our cash and cash equivalents may be uninsured or in deposit accounts that exceed the Federal Deposit Insurance Corporation insurance limit. The net change in operating assets and liabilities, net of effects of acquisitions and divestitures, included in cash flows from operating activities is comprised as follows: Six Months Ended 2024 2023 Accounts receivable $ (399) $ 1,192 Accounts receivable from related companies (6) (23) Inventories (92) 166 Other current assets 152 200 Other non-current assets, net (20) (108) Accounts payable 658 (761) Accounts payable to related companies (18) 31 Accrued and other current liabilities 194 212 Other non-current liabilities (89) 2 Derivative assets and liabilities, net 40 (24) Net change in operating assets and liabilities, net of effects of acquisitions and divestitures $ 420 $ 887 Non-cash investing and financing activities were as follows: Six Months Ended 2024 2023 Accrued capital expenditures $ 439 $ 339 Lease assets obtained in exchange for new lease liabilities 35 13 Distribution reinvestment 43 48 USAC exercise and conversion of preferred units into common units 301 — USAC government securities transferred in connection with the legal defeasance of USAC senior notes due 2026 749 — Legal defeasance of USAC senior notes due 2026 725 — Sunoco LP common units (noncontrolling interest) issued in connection with the NuStar acquisition 2,850 — |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2024 | |
Inventory, Net [Abstract] | |
Inventories | INVENTORIES Inventories consisted of the following: June 30, December 31, Natural gas, NGLs and refined products $ 1,836 $ 1,642 Crude oil 173 258 Spare parts and other 615 578 Total inventories $ 2,624 $ 2,478 Sunoco LP’s fuel inventories are stated at the lower of cost or market using the last-in, first-out (“LIFO”) method. As of June 30, 2024 and December 31, 2023, the carrying value of Sunoco LP’s fuel inventory included lower of cost or market reserves of $132 million and $230 million, respectively. For the three months ended June 30, 2024 and 2023, the Partnership’s consolidated income statements did not include any material amounts of income from the liquidation of Sunoco LP’s LIFO fuel inventory. For the three months ended June 30, 2024 and 2023, the Partnership’s cost of products sold included unfavorable inventory valuation adjustments of $32 million and $57 million, respectively, related to Sunoco LP’s LIFO inventory. For the six months ended June 30, 2024 and 2023, the Partnership’s cost of products sold included favorable inventory adjustments of $98 million and unfavorable inventory adjustments of $28 million, respectively, related to Sunoco LP’s LIFO inventory. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASURES We have commodity derivatives and interest rate derivatives that are accounted for as assets and liabilities at fair value in our consolidated balance sheets. We determine the fair value of our assets and liabilities subject to fair value measurement by using the highest possible “level” of inputs. Level 1 inputs are observable quotes in an active market for identical assets and liabilities. We consider the valuation of marketable securities and commodity derivatives transacted through a clearing broker with a published price from the appropriate exchange as a Level 1 valuation. Level 2 inputs are inputs observable for similar assets and liabilities. We consider OTC commodity derivatives entered into directly with third parties as a Level 2 valuation since the values of these derivatives are quoted on an exchange for similar transactions. Additionally, we consider options transacted through a clearing broker as having Level 2 inputs due to the level of activity of these contracts on the exchange in which they trade. The valuation methodologies employed for our interest rate derivatives do not necessitate material judgment, and the inputs are observed from actively quoted public markets and therefore are categorized in Level 2. Level 3 inputs are unobservable. During the six months ended June 30, 2024, no transfers were made between any levels within the fair value hierarchy. The following tables summarize the gross fair value of our financial assets and liabilities measured and recorded at fair value on a recurring basis as of June 30, 2024 and December 31, 2023 based on inputs used to derive their fair values: Fair Value Measurements at Fair Value Total Level 1 Level 2 Assets: Interest rate derivatives $ 8 $ — $ 8 Commodity derivatives: Natural Gas: Basis Swaps IFERC/NYMEX 6 6 — Swing Swaps IFERC 3 3 — Fixed Swaps/Futures 6 6 — Forward Physical Contracts 9 — 9 Power: Forwards 67 67 — Futures 11 11 — NGLs – Forwards/Swaps 469 469 — Refined Products – Futures 6 6 — Crude – Forwards/Swaps 20 20 — Total commodity derivatives 597 588 9 Other non-current assets 33 22 11 Total assets $ 638 $ 610 $ 28 Liabilities: Commodity derivatives: Natural Gas: Basis Swaps IFERC/NYMEX $ (8) $ (8) $ — Swing Swaps IFERC (3) (3) — Fixed Swaps/Futures (9) (9) — Power: Forwards (64) (64) — Futures (7) (7) — NGLs – Forwards/Swaps (481) (481) — Refined Products – Futures (6) (6) — Crude – Forwards/Swaps (12) (12) — Total commodity derivatives (590) (590) — Total liabilities $ (590) $ (590) $ — Fair Value Measurements at Fair Value Total Level 1 Level 2 Assets: Interest rate derivatives $ 6 $ — $ 6 Commodity derivatives: Natural Gas: Basis Swaps IFERC/NYMEX 24 24 — Swing Swaps IFERC 20 20 — Fixed Swaps/Futures 77 77 — Forward Physical Contracts 8 — 8 Power: Forwards 57 57 — Futures 8 8 — NGLs – Forwards/Swaps 336 336 — Refined Products – Futures 35 35 — Crude – Forwards/Swaps 45 45 — Total commodity derivatives 610 602 8 Other non-current assets 31 20 11 Total assets $ 647 $ 622 $ 25 Liabilities: Interest rate derivatives $ (4) $ — $ (4) Commodity derivatives: Natural Gas: Basis Swaps IFERC/NYMEX (3) (3) — Swing Swaps IFERC (2) (2) — Fixed Swaps/Futures (16) (16) — Options – Puts (2) (2) — Power: Forwards (56) (56) — Futures (8) (8) — NGL/Refined Products Option - Puts (1) (1) — NGL/Refined Products Option - Calls (1) (1) — NGLs – Forwards/Swaps (316) (316) — Refined Products – Futures (18) (18) — Crude – Forwards/Swaps (37) (37) — Total commodity derivatives (460) (460) — Total liabilities $ (464) $ (460) $ (4) The aggregate estimated fair value and carrying amount of our consolidated debt obligations as of June 30, 2024 were $56.48 billion and $57.62 billion, respectively. As of December 31, 2023, the aggregate fair value and carrying amount of our consolidated debt obligations were $51.93 billion and $52.39 billion, respectively. The fair value of our consolidated debt obligations is a Level 2 valuation based on the respective debt obligations’ observable inputs for similar liabilities. |
Net Income per Limited Partner
Net Income per Limited Partner Unit | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Net Income Per Limited Partner Unit | NET INCOME PER COMMON UNIT A reconciliation of income or loss and weighted average units used in computing basic and diluted income per common unit is as follows: Three Months Ended Six Months Ended 2024 2023 2024 2023 Net income $ 1,992 $ 1,233 $ 3,684 $ 2,680 Less: Net income attributable to noncontrolling interests 663 308 1,099 629 Less: Net income attributable to redeemable noncontrolling interests 15 14 31 27 Net income, net of noncontrolling interests 1,314 911 2,554 2,024 Less: General Partner’s interest in net income 1 1 2 2 Less: Preferred Unitholders’ interest in net income 98 113 227 222 Less: Loss on redemption of preferred units 33 — 54 — Common Unitholders’ interest in net income $ 1,182 $ 797 $ 2,271 $ 1,800 Basic Income per Common Unit: Weighted average common units 3,370.6 3,126.9 3,369.6 3,111.3 Basic income per common unit $ 0.35 $ 0.25 $ 0.67 $ 0.58 Diluted Income per Common Unit: Common Unitholders’ interest in net income $ 1,182 $ 797 $ 2,271 $ 1,800 Dilutive effect of equity-based compensation of subsidiaries (1) 1 — 2 1 Diluted income attributable to Common Unitholders $ 1,181 $ 797 $ 2,269 $ 1,799 Weighted average common units 3,370.6 3,126.9 3,369.6 3,111.3 Dilutive effect of unvested restricted unit awards (1) 24.3 21.3 23.7 21.7 Weighted average common units, assuming dilutive effect of unvested restricted unit awards 3,394.9 3,148.2 3,393.3 3,133.0 Diluted income per common unit $ 0.35 $ 0.25 $ 0.67 $ 0.57 (1) Dilutive effects are excluded from the calculation for periods where the impact would have been antidilutive. |
Debt Obligations
Debt Obligations | 6 Months Ended |
Jun. 30, 2024 | |
Debt Obligations [Abstract] | |
Debt Obligations | DEBT OBLIGATIONS Recent Transactions Energy Transfer Senior Notes Redemptions During the first quarter of 2024, the Partnership redeemed its $1.15 billion aggregate principal amount of 5.875% Senior Notes due January 2024, $350 million aggregate principal amount of 4.90% Senior Notes due February 2024 and $82 million aggregate principal amount of 7.60% Senior Notes due February 2024 using proceeds from its January 2024 notes issuance described below. During the second quarter of 2024, the Partnership redeemed its $500 million aggregate principal amount of 4.25% Senior Notes due April 2024, $750 million aggregate principal amount of 4.50% Senior Notes due April 2024, $450 million aggregate principal amount of 8.00% Senior Notes due April 2029 and $600 million aggregate principal amount of 3.90% Senior Notes due May 2024 using cash on hand and proceeds from its Five-Year Credit Facility (defined below). Bakken Project Debt Redemption In April 2024, the Bakken Pipeline entities redeemed $1.00 billion aggregate principal amount of 3.90% Senior Notes due April 2024 using proceeds from member contributions. The Partnership indirectly owns 36.4% of the ownership interests in the Bakken Pipeline entities. Energy Transfer January 2024 Notes Issuance In January 2024, the Partnership issued $1.25 billion aggregate principal amount of 5.55% Senior Notes due 2034, $1.75 billion aggregate principal amount of 5.95% Senior Notes due 2054 and $800 million aggregate principal amount of 8.00% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2054. The Partnership used the net proceeds to refinance existing indebtedness, including borrowings under its Five-Year Credit Facility, redeem its outstanding Series C Preferred Units, Series D Preferred Units and Series E Preferred Units and for general partnership purposes. Energy Transfer June 2024 Notes Issuance In June 2024, the Partnership issued $1.00 billion aggregate principal amount of 5.25% Senior Notes due 2029, $1.25 billion aggregate principal amount of 5.60% Senior Notes due 2034, $1.25 billion aggregate principal amount of 6.05% Senior Notes due 2054 and $400 million aggregate principal amount of 7.125% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2054. The Partnership used part of the net proceeds to redeem its outstanding Series A Preferred Units. It also intends to use the net proceeds to fund all or a portion of its previously announced acquisition of WTG Midstream, refinance existing indebtedness, including borrowings under its Five-Year Credit Facility, and for general partnership purposes. Sunoco LP April 2024 Notes Issuance On April 30, 2024, Sunoco LP issued $750 million of 7.000% senior notes due 2029 and $750 million of 7.250% senior notes due 2032 in a private offering. Sunoco LP used the net proceeds from the offering to repay certain outstanding indebtedness of NuStar in connection with the merger between Sunoco LP and NuStar, to fund the redemption of NuStar's preferred units in connection with the merger and to pay offering fees and expenses. NuStar Subordinated Note Redemption and Credit Facility Termination During the second quarter of 2024, subsequent to the closing of the NuStar acquisition, Sunoco LP redeemed NuStar's subordinated notes totaling $403 million and repaid and terminated NuStar's credit facility totaling $455 million. USAC March 2024 Notes Issuance In March 2024, USAC issued $1.00 billion aggregate principal amount of 7.125% senior notes due 2029. The net proceeds from this issuance were used to repay a portion of existing borrowings under USAC’s revolving credit facility, to redeem its $725 million aggregate principal amount of 6.875% senior notes due 2026, which constituted a legal defeasance under GAAP (the “Defeasance”), and for general partnership purposes. The Defeasance required a cash outlay in the net amount of $749 million, which was used to purchase U.S. government securities. These securities generated sufficient cash upon maturity to fund interest payments on the senior notes due 2026 occurring between the effective date of the Defeasance through April 4, 2024, when the senior notes due 2026 were redeemed at par, as well as fund the redemption of the senior notes due 2026 in full. As a result of the Defeasance, USAC recognized a loss on early extinguishment of debt of $5 million for the three months ended March 31, 2024. Current Maturities of Long-Term Debt As of June 30, 2024, current maturities of long-term debt reflected on the Partnership’s consolidated balance sheet included $175 million aggregate principal amount of Transwestern’s 5.66% senior notes due December 2024 and Sunoco LP’s $75 million aggregate principal amount of Series 2011 GoZone Bonds with a mandatory purchase date of June 1, 2025. Credit Facilities and Commercial Paper Five-Year Credit Facility The Partnership’s revolving credit facility (the “Five-Year Credit Facility”) allows for unsecured borrowings up to $5.00 billion and matures in April 2027. The Five-Year Credit Facility contains an accordion feature, under which the total aggregate commitment may be increased up to $7.00 billion under certain conditions. As of June 30, 2024, the Five-Year Credit Facility had no outstanding borrowings and no outstanding commercial paper. The amount available for future borrowings was $4.97 billion, after accounting for outstanding letters of credit in the amount of $29 million. Sunoco LP Facilities As of June 30, 2024, Sunoco LP’s credit facility had $85 million of outstanding borrowings and $15 million in standby letters of credit and matures in May 2029 (as amended in May 2024). The amount available for future borrowings at June 30, 2024 was $1.40 billion. The weighted average interest rate on the total amount outstanding as of June 30, 2024 was 7.43%. Upon the closing of the NuStar acquisition, the commitments under NuStar’s receivables financing agreement were reduced to zero during a suspension period, for which the period end has not been determined. As of June 30, 2024, this facility had no outstanding borrowings. USAC Credit Facility As of June 30, 2024, USAC’s credit facility, which matures in December 2026, had $756 million of outstanding borrowings and $1 million outstanding letters of credit. As of June 30, 2024, USAC’s credit facility had $843 million of remaining unused availability of which, due to restrictions related to compliance with the applicable financial covenants, $424 million was available to be drawn. The weighted average interest rate on the total amount outstanding as of June 30, 2024 was 8.10%. Compliance with our Covenants We and our subsidiaries were in compliance with all requirements, tests, limitations and covenants related to our debt agreements as of June 30, 2024. For the quarter ended June 30, 2024, our leverage ratio, as calculated pursuant to the covenant related to our Five-Year Credit Facility, was 3.25x. |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interest | 6 Months Ended |
Jun. 30, 2024 | |
Temporary Equity Disclosure [Abstract] | |
Redeemable Noncontrolling Interest [Text Block] | REDEEMABLE NONCONTROLLING INTERESTS Certain redeemable noncontrolling interests in the Partnership’s subsidiaries were reflected as mezzanine equity on the consolidated balance sheets. Redeemable noncontrolling interests as of June 30, 2024 and December 31, 2023 included a balance of $169 million and $476 million, respectively, related to the USAC Series A preferred units; $225 million and $280 million, respectively, related to Crestwood Niobrara LLC preferred units; and $23 million and $22 million, respectively, related to noncontrolling interest holders in one of the Partnership’s consolidated subsidiaries that have the option to sell their interests to the Partnership. USAC Preferred Unit Conversions On January 12, 2024, the holders of USAC preferred units elected to convert 40,000 preferred units into 1,998,850 common units. These preferred units were converted into common units and, for USAC’s fourth-quarter 2023 distribution, the holders received the common unit distribution of $0.525 on the 1,998,850 common units in lieu of the preferred unit distribution of $24.375 on the converted 40,000 preferred units. On April 1, 2024, the holders of USAC preferred units elected to convert 280,000 preferred units into 13,991,954 common units. These preferred units were converted into common units and, for USAC’s first-quarter 2024 distribution, the holders received the common unit distribution of $0.525 on the 13,991,954 common units in lieu of the preferred unit distribution of $24.375 on the converted 280,000 preferred units. Niobrara Preferred Unit Redemption On February 23, 2024, the Partnership paid approximately $37 million in cash to redeem a portion of the outstanding Crestwood Niobrara LLC preferred units. |
Equity
Equity | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
Equity | EQUITY Energy Transfer Common Units Changes in Energy Transfer common units during the six months ended June 30, 2024 were as follows: Number of Units Number of common units at December 31, 2023 3,367.5 Common units issued under the distribution reinvestment plan 2.9 Common units vested under equity incentive plans and other 1.0 Number of common units at June 30, 2024 3,371.4 Energy Transfer Repurchase Program During the six months ended June 30, 2024, Energy Transfer did not repurchase any of its common units under its current buyback program. As of June 30, 2024, $880 million remained available to repurchase under the current program. Energy Transfer Distribution Reinvestment Program During the six months ended June 30, 2024, distributions of $43 million were reinvested under the distribution reinvestment program. As of June 30, 2024, a total of 42 million Energy Transfer common units remained available to be issued under currently effective registration statements in connection with the distribution reinvestment program. Cash Distributions on Energy Transfer Common Units Distributions declared and/or paid with respect to Energy Transfer common units subsequent to December 31, 2023 were as follows: Quarter Ended Record Date Payment Date Rate December 31, 2023 February 7, 2024 February 20, 2024 $ 0.3150 March 31, 2024 May 13, 2024 May 20, 2024 0.3175 June 30, 2024 August 9, 2024 August 19, 2024 0.3200 Energy Transfer Preferred Units As of June 30, 2024, Energy Transfer’s outstanding preferred units included 550,000 Series B Preferred Units, 500,000 Series F Preferred Units, 1,484,780 Series G Preferred Units, 900,000 Series H Preferred Units and 41,464,179 Series I Preferred Units. In addition, as of December 31, 2023, Energy Transfer’s outstanding preferred units also included the Series A Preferred Units, Series C Preferred Units, Series D Preferred Units and Series E Preferred Units, all of which were redeemed in 2024. The following table summarizes changes in the Energy Transfer Preferred Units: Preferred Unitholders Series A Series B Series C Series D Series E Series F Series G Series H Series I Total Balance, December 31, 2023 $ 948 $ 556 $ 438 $ 435 $ 786 $ 496 $ 1,488 $ 893 $ 419 $ 6,459 Distributions to partners (24) (18) (11) (11) (15) — — — (9) (88) Redemption of preferred units — — (450) (445) — — — — — (895) Other, net — — 11 10 — — — — — 21 Net income 23 9 12 11 15 8 27 15 9 129 Balance, March 31, 2024 947 547 — — 786 504 1,515 908 419 5,626 Distributions to partners (32) — — — (15) (17) (53) (29) (9) (155) Redemption of preferred units (950) — — — (800) — — — — (1,750) Other, net 13 — — — 20 — — — — 33 Net income 22 9 — — 9 9 26 14 9 98 Balance, June 30, 2024 $ — $ 556 $ — $ — $ — $ 496 $ 1,488 $ 893 $ 419 $ 3,852 Preferred Unitholders Series A Series B Series C Series D Series E Series F Series G Series H Total Balance, December 31, 2022 $ 958 $ 556 $ 440 $ 434 $ 786 $ 496 $ 1,488 $ 893 $ 6,051 Distributions to partners (30) (18) (8) (9) (15) — — — (80) Net income 18 9 8 9 15 8 27 15 109 Balance, March 31, 2023 946 547 440 434 786 504 1,515 908 6,080 Distributions to partners (21) — (8) (9) (15) (16) (53) (29) (151) Net income 22 9 9 9 15 8 26 15 113 Balance, June 30, 2023 $ 947 $ 556 $ 441 $ 434 $ 786 $ 496 $ 1,488 $ 894 $ 6,042 Cash Distributions on Energy Transfer Preferred Units Distributions declared on the Energy Transfer Preferred Units were as follows: Period Ended Record Date Payment Date Series A Series B (1) Series C Series D Series E Series F (1) Series G (1) Series H (1) Series I (2) December 31, 2023 February 1, 2024 February 15, 2024 $ 24.710 $ 33.125 $ 0.6075 $ 0.6199 $ 0.475 $ — $ — $ — $ 0.2111 March 31, 2024 May 1, 2024 May 15, 2024 23.992 — — — 0.475 33.750 35.630 32.500 0.2111 June 30, 2024 August 1, 2024 August 15, 2024 9.879 33.125 — — — — — — 0.2111 (1) Series B, Series F, Series G and Series H distributions are currently paid on a semi-annual basis. Pursuant to its terms, distributions on the Series B Preferred Units will begin to be paid quarterly on February 15, 2028. (2) For the period ended June 30, 2024, the cash distribution for the Series I Preferred Units will be paid on August 14, 2024 to unitholders of record as of the close of business on August 2, 2024. Noncontrolling Interests The Partnership’s consolidated financial statements also include noncontrolling interests in Sunoco LP and USAC, both of which are master limited partnerships, as well as other non-wholly owned consolidated joint ventures. The following sections describe cash distributions made by our publicly traded subsidiaries, Sunoco LP and USAC, both of which are required by their respective partnership agreements to distribute all cash on hand (less appropriate reserves determined by the boards of directors of their respective general partners) subsequent to the end of each quarter. Sunoco LP Cash Distributions Distributions on Sunoco LP’s common units declared and/or paid by Sunoco LP subsequent to December 31, 2023 were as follows: Quarter Ended Record Date Payment Date Rate December 31, 2023 February 7, 2024 February 20, 2024 $ 0.8420 March 31, 2024 May 13, 2024 May 20, 2024 0.8756 June 30, 2024 August 9, 2024 August 19, 2024 0.8756 USAC Cash Distributions Distributions on USAC’s common units declared and/or paid by USAC subsequent to December 31, 2023 were as follows: Quarter Ended Record Date Payment Date Rate December 31, 2023 January 22, 2024 February 2, 2024 $ 0.525 March 31, 2024 April 22, 2024 May 3, 2024 0.525 June 30, 2024 July 22, 2024 August 2, 2024 0.525 Accumulated Other Comprehensive Income The following table presents the components of AOCI, net of tax: June 30, December 31, Available-for-sale securities $ 16 $ 13 Foreign currency translation adjustment (6) (5) Actuarial gains related to pensions and other postretirement benefits 22 6 Investments in unconsolidated affiliates, net 16 14 Total AOCI included in partners’ capital, net of tax $ 48 $ 28 |
Regulatory Matters, Commitments
Regulatory Matters, Commitments, Contingencies And Environmental Liabilities | 6 Months Ended |
Jun. 30, 2024 | |
Regulatory Matters, Commitments, Contingencies And Environmental Liabilities [Abstract] | |
Regulatory Matters, Commitments, Contingencies And Environmental Liabilities | REGULATORY MATTERS, COMMITMENTS, CONTINGENCIES AND ENVIRONMENTAL LIABILITIES FERC Proceedings Rover – FERC - Stoneman House In late 2016, FERC Enforcement Staff began a non-public investigation related to Rover’s purchase and removal of a potentially historic home (known as the Stoneman House) while Rover’s application for permission to construct the new 711-mile interstate natural gas pipeline and related facilities was pending. On March 18, 2021, FERC issued an Order to Show Cause and Notice of Proposed Penalty (Docket No. IN19-4-000), ordering Rover to explain why it should not pay a $20 million civil penalty for alleged violations of FERC regulations requiring certificate holders to be forthright in their submissions of information to the FERC. Rover filed its answer and denial to the order on June 21, 2021 and a surreply on September 15, 2021. FERC issued an order on January 20, 2022 setting the matter for hearing before an administrative law judge. The hearing was set to commence on March 6, 2023; as explained below, this FERC proceeding has been stayed. On February 1, 2022, Energy Transfer and Rover filed a Complaint for Declaratory Relief in the United States District Court for the Northern District of Texas (the “Federal District Court”) seeking an order declaring that FERC must bring its enforcement action in federal district court (instead of before an administrative law judge). Also on February 1, 2022, Energy Transfer and Rover filed an expedited request to stay the proceedings before the FERC administrative law judge pending the outcome of the Federal District Court case. On May 24, 2022, the Federal District Court ordered a stay of the FERC’s enforcement case and the District Court case pending the resolution of two cases pending before the United States Supreme Court. Arguments were heard in those cases on November 7, 2022. On April 14, 2023, the United States Supreme Court held against the government in both cases, finding that the federal district courts had jurisdiction to hear those suits and to resolve the parties’ constitutional challenges. The cases were remanded to the federal district courts for further proceedings. On September 13, 2023 the Federal District Court ordered that the Federal District Court case would be stayed pending the resolution of another case pending before the United States Supreme Court and that the FERC enforcement case would remain stayed. On November 13, 2023, the FERC appealed the Federal District Court order to the United States Court of Appeals for the Fifth Circuit. On December 11, 2023, FERC filed a motion to withdraw that appeal, which the Fifth Circuit granted on December 12, 2023. The FERC and the Federal District Court proceedings were stayed pending resolution of the case pending before the United States Supreme Court. The Supreme Court issued a decision in that case on June 27, 2024. The FERC and District Court proceedings remain stayed at this time. Energy Transfer and Rover intend to vigorously defend this claim. Rover – FERC - Tuscarawas In mid-2017, FERC Enforcement Staff began a non-public investigation regarding allegations that diesel fuel may have been included in the drilling mud at the Tuscarawas River horizontal directional drilling (“HDD”) operations. Rover and the Partnership are cooperating with the investigation. In 2019, Enforcement Staff provided Rover with a notice pursuant to Section 1b.19 of the FERC regulations that Enforcement Staff intended to recommend that the FERC pursue an enforcement action against Rover and the Partnership. On December 16, 2021, FERC issued an Order to Show Cause and Notice of Proposed Penalty (Docket No. IN17-4-000), ordering Rover and Energy Transfer to show cause why they should not be found to have violated Section 7(e) of the Natural Gas Act, Section 157.20 of FERC’s regulations, and the Rover Pipeline Certificate Order, and assessed civil penalties of $40 million. Rover and Energy Transfer filed their answer to this order on March 21, 2022, and Enforcement Staff filed a reply on April 20, 2022. Rover and Energy Transfer filed their surreply to this order on May 13, 2022. FERC has taken no further action on the case since that time. The primary contractor (and one of the subcontractors) responsible for the HDD operations of the Tuscarawas River site have agreed to indemnify Rover and the Partnership for any and all losses, including any fines and penalties from government agencies, resulting from their actions in conducting such HDD operations. Given the stage of the proceedings, the Partnership is unable at this time to provide an assessment of the potential outcome or range of potential liability, if any; however, the Partnership believes the indemnity described above will be applicable to the penalty proposed by Enforcement Staff and intends to vigorously defend itself against the subject claims. Other FERC Proceedings By an order issued on January 16, 2019, the FERC initiated a review of Panhandle’s then existing rates pursuant to Section 5 of the Natural Gas Act to determine whether the rates charged by Panhandle are just and reasonable and set the matter for hearing. On August 30, 2019, Panhandle filed a general rate proceeding under Section 4 of the Natural Gas Act. The Natural Gas Act Section 5 and Section 4 proceedings were consolidated by order of the Chief Judge on October 1, 2019. The initial decision by the administrative law judge was issued on March 26, 2021, and on December 16, 2022, the FERC issued its order on the initial decision. On January 17, 2023, Panhandle and the Michigan Public Service Commission each filed a request for rehearing of FERC’s order on the initial decision, which were denied by operation of law as of February 17, 2023. On March 23, 2023, Panhandle appealed these orders to the United States Court of Appeals for the District of Columbia Circuit (“Court of Appeals”), and the Michigan Public Service Commission also subsequently appealed these orders. On April 25, 2023, the Court of Appeals consolidated Panhandle’s and Michigan Public Service Commission’s appeals and stayed the consolidated appeal proceeding while the FERC further considered the requests for rehearing of its December 16, 2022 order. On September 25, 2023, the FERC issued its order addressing arguments raised on rehearing and compliance, which denied our requests for rehearing. Panhandle filed its Petition for Review with the Court of Appeals regarding the September 25, 2023 order. On October 25, 2023, Panhandle filed a limited request for rehearing of the September 25 order addressing arguments raised on rehearing and compliance, which was subsequently denied by operation of law on November 27, 2023. On November 17, 2023, Panhandle provided refunds to shippers and on November 30, 2023, Panhandle submitted a refund report regarding the consolidated rate proceedings, which was protested by several parties. On January 5, 2024, the FERC issued a second order addressing arguments raised on rehearing in which it modified certain discussion from its September 25, 2023 order and sustained its prior conclusions. Panhandle has timely filed its Petition for Review with the Court of Appeals regarding the January 5, 2024 order. On May 28, 2024, the FERC issued an order rejecting Panhandle’s refund report. On June 27, 2024, Panhandle filed a revised refund report in compliance with the FERC’s May 28, 2024 order rejecting Panhandle’s refund report, a request for rehearing of the FERC’s May 28, 2024 order rejecting Panhandle’s refund report, and provided revised refunds to shippers, or in the case of shippers whose revised refunds are less than the original amounts refunded, notices of upcoming debits. One party protested Panhandle’s revised refund report, and Panhandle submitted a response to the protest on July 24, 2024. The FERC’s determination regarding the protest and Panhandle’s response thereto remains outstanding. On December 1, 2022, Sea Robin filed a rate case pursuant to Section 4 of the Natural Gas Act. By order dated June 29, 2023, a revised procedural schedule was adopted in this proceeding setting the commencement of the hearing for January 9, 2024, with an initial decision anticipated by May 21, 2024. Subsequently, by Order of the Acting Chief Administrative Law Judge, deadlines in the procedural schedule were extended, including revised hearing commencement and initial decisions deadlines to March 26, 2024 and August 8, 2024, respectively. On November 29, 2023, the parties reached a settlement in principle. The settlement was filed with the FERC on December 29, 2023 and approved by letter order on February 21, 2024. Among other things, the settlement required Sea Robin to submit a refund report detailing the amount of refunds due to Sea Robin’s shippers as a result of the proceeding. In compliance with the settlement, Sea Robin issued refunds and filed its refund report on June 7, 2024. The refund report was accepted by the FERC via a letter order issued on July 2, 2024. Moreover, the settlement established a rate case moratorium prohibiting Sea Robin or any party to the proceeding from seeking or soliciting a change or challenge to Sea Robin’s rates prior to December 1, 2026. In May 2021, the FERC commenced an audit of SPLP for the period from January 1, 2018 to December 31, 2021 to evaluate SPLP’s compliance with its FERC oil tariffs, the accounting requirements of the Uniform System of Accounts as prescribed by the FERC, and the FERC’s Form No. 6 reporting requirements. On June 25, 2024, the FERC notified the company that it had finished its review of the implementation plan and considered the implementation phase of the audit complete. This notice effectively concluded the audit. Commitments In the normal course of business, Energy Transfer purchases, processes and sells natural gas pursuant to long-term contracts and enters into long-term transportation and storage agreements. Such contracts contain terms that are customary in the industry. Energy Transfer believes that the terms of these agreements are commercially reasonable and will not have a material adverse effect on the Partnership’s financial position or results of operations. Our joint venture agreements require that we fund our proportionate share of capital contributions to our unconsolidated affiliates. Such contributions will depend upon the unconsolidated affiliates’ capital requirements, such as for funding capital projects or repayment of long-term obligations. We have certain non-cancelable rights-of-way (“ROW”) commitments which require fixed payments and either expire upon our chosen abandonment or at various dates in the future. The following table reflects ROW expense included in operating expenses in the accompanying consolidated statements of operations: Three Months Ended Six Months Ended 2024 2023 2024 2023 ROW expense $ 14 $ 13 $ 27 $ 26 Litigation and Contingencies We may, from time to time, be involved in litigation and claims arising out of our operations in the normal course of business. Due to the flammable and combustible nature of natural gas and crude oil, the potential exists for personal injury and/or property damage to occur in connection with their transportation, storage or use. In the ordinary course of business, we are sometimes threatened with or named as a defendant in various lawsuits seeking actual and punitive damages for product liability, personal injury and property damage. We maintain liability insurance with insurers in amounts and with coverage and deductibles management believes are reasonable and prudent, and which are generally accepted in the industry. However, there can be no assurance that the levels of insurance protection currently in effect will continue to be available at reasonable prices or that such levels will remain adequate to protect us from material expenses related to product liability, personal injury or property damage in the future. We or our subsidiaries are parties to various legal proceedings, arbitrations and/or regulatory proceedings incidental to our businesses. For each of these matters, we evaluate the merits of the case, our exposure to the matter, possible legal or settlement strategies, the likelihood of an unfavorable outcome and the availability of insurance coverage. If we determine that an unfavorable outcome of a particular matter is probable and can be estimated, we accrue the contingent obligation, as well as any expected insurance recoverable amounts related to the contingency. As new information becomes available, our estimates may change. The impact of these changes may have a significant effect on our results of operations in a single period. As of June 30, 2024 and December 31, 2023, accruals of approximately $231 million and $285 million, respectively, were reflected on our consolidated balance sheets related to contingent obligations that met both the probable and reasonably estimable criteria. In addition, we may recognize additional contingent losses in the future related to (i) contingent matters for which a loss is currently considered reasonably possible but not probable and/or (ii) losses in excess of amounts that have already been accrued for such contingent matters. In some of these cases, we are not able to estimate possible losses or a range of possible losses in excess of amounts accrued. For such matters where additional contingent losses can be reasonably estimated, the range of additional losses is estimated to be up to approximately $50 million. The outcome of these matters cannot be predicted with certainty and there can be no assurance that the outcome of a particular matter will not result in the payment of amounts that have not been accrued for the matter. Furthermore, we may revise accrual amounts or our estimates of reasonably possible losses prior to resolution of a particular contingency based on changes in facts and circumstances or changes in the expected outcome. The following sections include descriptions of certain matters that could impact the Partnership’s financial position, results of operations and/or cash flows in future periods. The following sections also include updates to certain matters that have previously been disclosed, even if those matters are not anticipated to have a potentially significant impact on future periods. In addition to the matters disclosed in the following sections, the Partnership is also involved in multiple other matters that could impact future periods, including other lawsuits and arbitration related to the Partnership’s commercial agreements. With respect to such matters, contingencies that met both the probable and reasonably estimable criteria have been included in the accruals disclosed above, and the range of additional losses disclosed above also reflects any relevant amounts for such matters. Dakota Access Pipeline On July 27, 2016, the Standing Rock Sioux Tribe (“SRST”) filed a lawsuit in the United States District Court for the District of Columbia (“District Court”) challenging permits issued by the United States Army Corps of Engineers (“USACE”) that allowed Dakota Access to cross the Missouri River at Lake Oahe in North Dakota. The case was subsequently amended to challenge an easement issued by the USACE that allowed the pipeline to cross land owned by the USACE adjacent to the Missouri River. Dakota Access and the Cheyenne River Sioux Tribe (“CRST”) intervened. Separate lawsuits filed by the Oglala Sioux Tribe (“OST”) and the Yankton Sioux Tribe (“YST”) were consolidated with this action and several individual tribal members intervened (collectively, with SRST and CRST, the “Tribes”). On March 25, 2020, the District Court remanded the case back to the USACE for preparation of an Environment Impact Statement (“EIS”). On July 6, 2020, the District Court vacated the easement and ordered the Dakota Access Pipeline to be shut down and emptied of oil by August 5, 2020. Dakota Access and the USACE appealed to the Court of Appeals which granted an administrative stay of the District Court’s July 6 order and ordered further briefing on whether to fully stay the July 6 order. On August 5, 2020, the Court of Appeals (1) granted a stay of the portion of the District Court order that required Dakota Access to shut the pipeline down and empty it of oil, (2) denied a motion to stay the March 25 order pending a decision on the merits by the Court of Appeals as to whether the USACE would be required to prepare an EIS and (3) denied a motion to stay the District Court’s order to vacate the easement during this appeal process. The August 5 order also states that the Court of Appeals expected the USACE to clarify its position with respect to whether USACE intended to allow the continued operation of the pipeline notwithstanding the vacatur of the easement and that the District Court may consider additional relief, if necessary. On August 10, 2020, the District Court ordered the USACE to submit a status report by August 31, 2020, clarifying its position with regard to its decision-making process with respect to the continued operation of the pipeline. On August 31, 2020, the USACE submitted a status report that indicated that it considered the presence of the pipeline at the Lake Oahe crossing without an easement to constitute an encroachment on federal land, and that it was still considering whether to exercise its enforcement discretion regarding this encroachment. The Tribes subsequently filed a motion seeking an injunction to stop the operation of the pipeline and both USACE and Dakota Access filed briefs in opposition of the motion for injunction. The motion for injunction was fully briefed as of January 8, 2021. On January 26, 2021, the Court of Appeals affirmed the District Court’s March 25, 2020 order requiring an EIS and its July 6, 2020 order vacating the easement. In this same January 26 order, the Court of Appeals also overturned the District Court’s July 6, 2020 order that the pipeline shut down and be emptied of oil. Dakota Access filed for rehearing en banc on April 12, 2021, which the Court of Appeals denied. On September 20, 2021, Dakota Access filed a petition with the U.S. Supreme Court to hear the case. Oppositions were filed by the Solicitor General (December 17, 2021) and the Tribes (December 16, 2021). Dakota Access filed their reply on January 4, 2022. On February 22, 2022, the U.S. Supreme Court declined to hear the case. The District Court scheduled a status conference for February 10, 2021 to discuss the effects of the Court of Appeals’ January 26, 2021 order on the pending motion for injunctive relief, as well as USACE’s expectations as to how it will proceed regarding its enforcement discretion regarding the easement. On May 3, 2021, USACE advised the District Court that it had not changed its position with respect to its opposition to the Tribes’ motion for injunction. On May 21, 2021, the District Court denied the plaintiffs’ request for an injunction. On June 22, 2021, the District Court terminated the consolidated lawsuits and dismissed all remaining outstanding counts without prejudice. On September 8, 2023, the USACE published the Draft EIS. Comments on the Draft EIS were due on December 13, 2023. The USACE anticipates that a Final EIS will be issued in December 2025 and a Record of Decision will be issued in early 2026. The pipeline continues to operate pending completion of the EIS. Energy Transfer cannot determine when or how future lawsuits will be resolved or the impact they may have on the Bakken Pipeline; however, Energy Transfer expects that after the law and complete record are fully considered, any such proceeding will be resolved in a manner that will allow the pipeline to continue to operate. In addition, lawsuits and/or regulatory proceedings or actions of this or a similar nature could result in interruptions to construction or operations of current or future projects, delays in completing those projects and/or increased project costs, all of which could have an adverse effect on our business and results of operations. Louisiana Dispute with New Generation Gas Gathering LLC On August 31, 2023, Energy Transfer and ETC Texas Pipeline, LTD amended the next day to be ETC Texas Pipeline, Ltd, Gulf Run Transmission, LLC, Enable Midstream Partners, LP and ETC Tiger Pipeline, LLC (collectively “Energy Transfer”), filed a petition for declaratory judgment against New Generation Gas Gathering LLC (“NG3”) in the 42nd Judicial District Court of DeSoto Parish, Louisiana. In relation to seven specific servitudes in DeSoto Parish, Louisiana underlying Energy Transfer natural gas pipelines, Energy Transfer requested declarations from the Court that, pursuant to Louisiana Civil Code Article 720, NG3 must obtain Energy Transfer’s permission to install NG3’s proposed pipelines across the Energy Transfer servitudes so that Energy Transfer may determine if NG3’s proposed installation of its proposed pipelines would interfere with Energy Transfer’s use of its existing servitudes. On November 13, 2023, NG3 filed its answer and reconventional demand (a Louisiana term for counterclaim) asserting six claims against the entities asserting the claim, as well as against Energy Transfer. In Count I, NG3 seeks declaratory judgment that Energy Transfer lacks the right to object to its proposed crossings of Energy Transfer’s natural gas pipelines that adversely affect Energy Transfer. In Counts II–VI, NG3 asserts five causes of action alleging that Energy Transfer’s objection and lawsuit seeking court determination that it has the right to object to NG3’s request to cross Energy Transfer’s pipelines more than one hundred times constitutes tortious conduct, an abuse of Energy Transfer’s rights, an unfair trade practice, and a violation of Louisiana Monopolies Act sections prohibiting conspiracies, monopolies and attempted monopolies. On December 7, 2023, the trial court set the deadline for Energy Transfer to respond to NG3’s reconventional demand as February 9, 2024, set a hearing on any exceptions for March 25, 2024, and set a trial date for September 9, 2024. The parties have begun written discovery. On February 7, 2024, the Attorney General for the State of Louisiana, Public Protection Division (the “AG”) gave notice of a complaint filed by NG3. NG3 asserts that Energy Transfer violated Louisiana Revised Statutes 51:1401, et seq., the Unfair Trade Practices and Consumer Protection Law. The AG has not investigated this matter and it makes no determination as to the merits of matter. On March 25, 2024, the trial court denied Energy Transfer’s motion to strike NG3’s Counts II-VI, Energy Transfer’s exceptions, and NG3’s exceptions. Energy Transfer filed an appeal of the trial court’s orders denying its exceptions and motion to strike. The appeal was heard on an expedited basis and denied. On June 4, 2024, a Joint Motion to Dismiss with Prejudice was filed ending the litigation. Mont Belvieu Incident On June 26, 2016, a hydrocarbon storage well located on another operator’s facility adjacent to Lone Star NGL Mont Belvieu LP’s (“Lone Star,” now known as Energy Transfer Mont Belvieu NGLs LP) facilities in Mont Belvieu, Texas experienced an over-pressurization resulting in a subsurface release. The subsurface release caused a fire at Lone Star’s South Terminal and damage to Lone Star’s storage well operations at its South and North Terminals. Normal operations resumed at the facilities in the fall of 2016, with the exception of one of Lone Star’s storage wells at the North Terminal that has not been returned to service. Lone Star has obtained payment for most of the losses it has submitted to the adjacent operator. Lone Star continues to quantify and seek reimbursement for outstanding losses. MTBE Litigation ETC Sunoco and Energy Transfer R&M (collectively, “Sunoco Defendants”) are defendants in lawsuits alleging methyl tertiary butyl ether (“MTBE”) contamination of groundwater. The plaintiffs, state-level governmental entities, assert product liability, nuisance, trespass, negligence, violation of environmental laws and/or deceptive business practices claims. The plaintiffs seek to recover compensatory damages, and in some cases also seek natural resource damages, injunctive relief, punitive damages and attorneys’ fees. As of June 30, 2024, Sunoco Defendants are defendants in two cases: one case initiated by the State of Maryland and one by the Commonwealth of Pennsylvania. The actions brought also named as defendants ETO, ETP Holdco Corporation and Sunoco Partners Marketing & Terminals L.P., now known as Energy Transfer Marketing & Terminals L.P. ETP Holdco Corporation and Energy Transfer Marketing & Terminals L.P. are wholly owned subsidiaries of Energy Transfer. It is reasonably possible that a loss may be realized in the remaining cases; however, we are unable to estimate the possible loss or range of loss in excess of amounts accrued. An adverse determination with respect to one or more of the MTBE cases could have a significant impact on results of operations during the period in which any such adverse determination occurs, but such an adverse determination likely would not have a material adverse effect on the Partnership’s consolidated financial position. Rover - State of Ohio On November 3, 2017, the State of Ohio and the Ohio Environmental Protection Agency (“Ohio EPA”) filed suit against Rover and other defendants (collectively, the “Defendants”) seeking to recover approximately $2.6 million in civil penalties allegedly owed and certain injunctive relief related to permit compliance. The Defendants filed several motions to dismiss, which were granted on all counts. The Ohio EPA appealed, and on December 9, 2019, the Fifth District Court of Appeals entered a unanimous judgment affirming the trial court. The Ohio EPA sought review from the Ohio Supreme Court. On April 22, 2020, the Ohio Supreme Court granted the review. On March 17, 2022, the Ohio Supreme Court reversed in part and remanded to the Ohio trial court. The Ohio Supreme Court agreed with Rover that the State of Ohio had waived its rights under Section 401 of the Clean Water Act but remanded to the trial court to determine whether any of the allegations fell outside the scope of the waiver. On remand, the Ohio EPA voluntarily dismissed four of the other five defendants and dismissed one of its counts against Rover. In its Fourth Amended Complaint, the Ohio EPA removed all paragraphs that alleged violations by the four dismissed defendants, including those where the dismissed defendants were alleged to have acted jointly with Rover or others. At a June 2, 2022, status conference, the trial judge set a schedule for Rover and the other remaining defendant to file motions to dismiss the Fourth Amended Complaint. On August 1, 2022, Rover and the other remaining defendant each filed their respective motions. Briefing on those motions was completed on November 4, 2022. By order issued on October 20, 2023, the trial judge dismissed the Ohio EPA’s Fourth Amended Complaint. On November 17, 2023, the State of Ohio appealed the trial judge’s decision to Ohio’s Fifth District Court of Appeals. The State filed its initial brief on January 8, 2024. Energy Transfer and Rover filed a responsive brief on February 20, 2024. The State filed a reply brief on February 26, 2024. Oral argument on the appeal is scheduled for August 27, 2024. Energy Transfer and Rover intend to vigorously defend this claim. Unitholder Litigation Regarding Pipeline Construction Various purported unitholders of Energy Transfer have filed derivative actions against various past and current members of Energy Transfer’s Board of Directors, LE GP, LLC, and Energy Transfer, as a nominal defendant that assert claims for breach of fiduciary duties, unjust enrichment, waste of corporate assets, breach of Energy Transfer’s Partnership Agreement, tortious interference, abuse of control and gross mismanagement related primarily to matters involving the construction of pipelines in Pennsylvania and Ohio. They also seek damages and changes to Energy Transfer’s corporate governance structure. See Bettiol v. LE GP, Case No. 3:19-cv-02890-X (N.D. Tex.); Davidson v. Kelcy L. Warren, Cause No. DC-20-02322 (44th Judicial District of Dallas County, Texas); Harris v. Kelcy L. Warren, Case No. 2:20-cv-00364-GAM (E.D. Pa.); Barry King v. LE GP, Case No. 3:20-cv-00719-X (N.D. Tex.); Inter-Marketing Group USA, Inc. v. LE GP, et al., Case No. 2022-0139-SG (Del. Ch.); Elliot v. LE GP LLC, Case No. 3:22-cv-01527-B (N.D. Tex.); Chapa v. Kelcy L. Warren, et al., Index No. 611307/2022 (N.Y. Sup. Ct.); Elliott v. LE GP et al, Cause No. DC-22-14194 (Dallas County, Tex.); and Charles King v. LE GP, LLC et al, Cause No. DC-22-14159 (Dallas County, Texas). The Barry King action that was filed in the United States District Court for the Northern District of Texas (Case No. 3:20-cv-00719-X) has been consolidated with the Bettiol action. On August 9, 2022, the Elliot action that was filed in the United States District Court for the Northern District of Texas (Case No. 3:22-cv-01527-B) was voluntarily dismissed. Another purported unitholder of Energy Transfer, Allegheny County Employees’ Retirement System (“ACERS”), individually and on behalf of all others similarly situated, filed a suit under the federal securities laws purportedly on behalf of a class, against Energy Transfer and three of Energy Transfer’s directors: Kelcy L. Warren, John W. McReynolds and Thomas E. Long. See Allegheny County Emps.’ Ret. Sys. v. Energy Transfer LP, Case No. 2:20-00200-GAM (E.D. Pa.). On June 15, 2020, ACERS filed an amended complaint and added as additional defendants Energy Transfer directors Marshall S. McCrea and Matthew S. Ramsey, as well as Michael J. Hennigan and Joseph McGinn. The amended complaint asserts claims for violations of Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 promulgated thereunder related primarily to matters involving the construction of pipelines in Pennsylvania. On August 14, 2020, the defendants filed a motion to dismiss ACERS’ amended complaint. On April 6, 2021, the court granted in part and denied in part the defendants’ motion to dismiss. The court held that ACERS could proceed with its claims regarding certain statements put at issue by the amended complaint while also dismissing claims based on other statements. The court also dismissed without prejudice the claims against defendants McReynolds, McGinn and Hennigan. On August 23, 2022, the court granted in part and denied in part ACERS’ motion for class certification. The court certified a class consisting of those who purchased or otherwise acquired common units of Energy Transfer between February 25, 2017 and November 11, 2019. On January 19, 2024, the defendants filed a motion for summary judgment on all of the claims asserted in ACERS’ amended complaint, and ACERS filed a motion for partial summary judgment. On June 3, 2022, another purported unitholder of Energy Transfer, Mike Vega, filed suit, purportedly on behalf of a class, against Energy Transfer and Messrs. Warren, Long, McCrea and Whitehurst. See Vega v. Energy Transfer LP et al., Case No. 1:22-cv-4614 (S.D.N.Y.). The action asserts claims for violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder related primarily to statements made in connection with the construction of Rover. On August 10, 2022, the court appointed the New Mexico State Investment Council and Public Employees Retirement Association of New Mexico (the “New Mexico Funds”) as lead plaintiffs. New Mexico Funds filed an amended complaint on September 30, 2022 and added as additional defendants Energy Transfer directors John W. McReynolds and Matthew S. Ramsey. On November 7, 2022, the court granted the defendants’ motion to transfer and transferred this action to the United States District Court for the Northern District of Texas. On January 27, 2023, the defendants filed their motion to dismiss the New Mexico Funds’ amended complaint. The defendants cannot predict the outcome of these lawsuits or any lawsuits that might be filed subsequent to the date of this filing, nor can the defendants predict the amount of time and expense that will be required to resolve these lawsuits. However, the defendants believe that the claims are without merit and intend to vigorously contest them. Cline Class Action On July 7, 2017, Perry Cline filed a class action complaint in the Eastern District of Oklahoma against Sunoco, Inc. (R&M), LLC (now known as Ener |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2024 | |
Revenue [Abstract] | |
Revenue from Contract with Customer [Text Block] | REVENUE Disaggregation of Revenue The Partnership’s consolidated financial statements reflect eight reportable segments, which also represent the level at which the Partnership aggregates revenue for disclosure purposes. Note 13 depicts the disaggregation of revenue by segment. Contract Balances with Customers The Partnership satisfies its obligations by transferring goods or services in exchange for consideration from customers. The timing of performance may differ from the timing the associated consideration is paid to or received from the customer, thus resulting in the recognition of a contract asset or a contract liability. The Partnership recognizes a contract asset when making upfront consideration payments to certain customers or when providing services to customers prior to the time at which the Partnership is contractually allowed to bill for such services. The Partnership recognizes a contract liability if the customer’s payment of consideration precedes the Partnership’s fulfillment of the performance obligations. Certain contracts contain provisions requiring customers to pay a fixed minimum fee, but allow customers to apply such fees against services to be provided at a future point in time. These amounts are reflected as deferred revenue until the customer applies the deficiency fees to services provided or becomes unable to use the fees as payment for future services due to expiration of the contractual period the fees can be applied or physical inability of the customer to utilize the fees due to capacity constraints. Additionally, Sunoco LP maintains some franchise agreements requiring dealers to make one-time upfront payments for long-term license agreements. Sunoco LP recognizes a contract liability when the upfront payment is received and recognizes revenue over the term of the license. The following table summarizes the consolidated activity of our contract liabilities: Contract Liabilities Balance, December 31, 2023 $ 749 Additions 668 Revenue recognized (629) Balance, June 30, 2024 $ 788 Balance, December 31, 2022 $ 615 Additions 522 Revenue recognized (564) Balance, June 30, 2023 $ 573 The balances of Sunoco LP’s contract assets and contract liabilities were as follows: June 30, December 31, Contract assets $ 276 $ 256 Accounts receivable from contracts with customers 879 809 Contract liabilities 81 — Performance Obligations At contract inception, the Partnership assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer a good or service (or bundle of goods or services) that is distinct. To identify the performance obligations, the Partnership considers all the goods or services promised in the contract, whether explicitly stated or implied based on customary business practices. For a contract that has more than one performance obligation, the Partnership allocates the total contract consideration it expects to be entitled to, to each distinct performance obligation based on a standalone selling price basis. Revenue is recognized when (or as) the performance obligations are satisfied, that is, when the customer obtains control of the good or service. Certain of our contracts contain variable components, which, when combined with the fixed component, are considered a single performance obligation. For these types of contacts, only the fixed components of the contracts are included in the following table. As of June 30, 2024, the aggregate amount of transaction price allocated to unsatisfied (or partially satisfied) performance obligations was $38.32 billion. The Partnership expects to recognize this amount as revenue within the time bands illustrated in the following table: Years Ending December 31, 2024 (remainder) 2025 2026 Thereafter Total Revenue expected to be recognized on contracts with customers existing as of June 30, 2024 $ 3,989 $ 7,100 $ 6,200 $ 21,035 $ 38,324 |
Derivative Assets And Liabiliti
Derivative Assets And Liabilities | 6 Months Ended |
Jun. 30, 2024 | |
General Discussion of Derivative Instruments and Hedging Activities [Abstract] | |
Derivative Assets And Liabilities | DERIVATIVE ASSETS AND LIABILITIES Commodity Price Risk We are exposed to market risks related to the volatility of commodity prices. To manage the impact of volatility from these prices, we utilize various exchange-traded and OTC commodity financial instrument contracts. These contracts consist primarily of futures, swaps and options and are recorded at fair value in our consolidated balance sheets. We use futures and basis swaps, designated as fair value hedges, to hedge our natural gas inventory stored in our Bammel storage facility. At hedge inception, we lock in a margin by purchasing gas in the spot market or off-peak season and entering into a financial contract. Changes in the spreads between the forward natural gas prices and the physical inventory spot price result in unrealized gains or losses until the underlying physical gas is withdrawn and the related designated derivatives are settled. Once the gas is withdrawn and the designated derivatives are settled, the previously unrealized gains or losses associated with these positions are realized. We use futures, swaps and options to hedge the sales price of natural gas we retain for fees in our intrastate transportation and storage segment and operational gas sales in our interstate transportation and storage segment. These contracts are not designated as hedges for accounting purposes. We use NGL and crude derivative swap contracts to hedge forecasted sales of NGL and condensate equity volumes we retain for fees in our midstream segment whereby our subsidiaries generally gather and process natural gas on behalf of producers, sell the resulting residue gas and NGL volumes at market prices and remit to producers an agreed upon percentage of the proceeds based on an index price for the residue gas and NGL. These contracts are not designated as hedges for accounting purposes. We utilize swaps, futures and other derivative instruments to mitigate the risk associated with market movements in the price of natural gas, refined products and NGLs to manage our storage facilities and the purchase and sale of purity NGL. These contracts are not designated as hedges for accounting purposes. We use futures and swaps to achieve ratable pricing of crude oil purchases, to convert certain expected refined product sales to fixed or floating prices, to lock in margins for certain refined products and to lock in the price of a portion of natural gas purchases or sales. These contracts are not designated as hedges for accounting purposes. We use financial commodity derivatives to take advantage of market opportunities in our trading activities which complement our intrastate transportation and storage segment’s operations and are netted in cost of products sold in our consolidated statements of operations. We also have trading and marketing activities related to power and natural gas in our all other segment which are also netted in cost of products sold. As a result of our trading activities and the use of derivative financial instruments in our intrastate transportation and storage segment, the degree of earnings volatility that can occur may be significant, favorably or unfavorably, from period to period. We attempt to manage this volatility through the use of daily position and profit and loss reports provided to our risk oversight committee, which includes members of senior management, and the limits and authorizations set forth in our commodity risk management policy. The following table details our outstanding commodity-related derivatives: June 30, 2024 December 31, 2023 Notional Volume Maturity Notional Volume Maturity Mark-to-Market Derivatives Natural Gas (BBtu): Fixed Swaps/Futures 9,845 2024-2026 5,247 2024-2026 Basis Swaps IFERC/NYMEX (1) 19,000 2024-2027 (46,975) 2024-2025 Swing Swaps (1,033) 2024-2025 (97,728) 2024-2025 Options – Puts 50 2024 1,900 2024 Options – Calls 200 2024 250 2024 Forward Physical Contracts (6,080) 2024-2026 (1,751) 2024-2026 Power (Megawatt): Forwards 189,825 2024-2029 155,600 2024-2029 Futures (318,920) 2024-2026 (464,897) 2024 Options – Puts (14,400) 2024-2025 136,000 2024 Options – Calls 500,000 2024-2025 — — Crude (MBbls): Forwards/Swaps 2,359 2024-2026 (2,674) 2024-2025 Options – Puts — — (15) 2024 Options – Calls — — (20) 2024 NGL/Refined Products (MBbls): Forward/Swaps (8,151) 2024-2027 (13,870) 2024-2027 Options – Puts (4) 2024-2026 121 2024-2026 Options – Calls (2) 2024-2026 (43) 2024-2026 Futures (3,341) 2024-2026 (4,548) 2024-2025 Fair Value Hedging Derivatives Natural Gas (BBtu): Basis Swaps IFERC/NYMEX (52,183) 2024-2025 (39,013) 2024 Fixed Swaps/Futures (52,183) 2024-2025 (39,013) 2024 Hedged Item – Inventory 52,183 2024-2025 39,013 2024 (1) Includes aggregate amounts for open positions related to Houston Ship Channel, Waha Hub, NGPL TexOk, West Louisiana Zone and Henry Hub locations. Interest Rate Risk We are exposed to market risk for changes in interest rates. To maintain a cost effective capital structure, we borrow funds using a mix of fixed rate debt and variable rate debt. We also manage our interest rate exposure by utilizing interest rate swaps to achieve a desired mix of fixed and variable rate debt. We also utilize forward starting interest rate swaps to lock in the rate on a portion of our anticipated debt issuances. The following table summarizes USAC’s interest rate swap outstanding which was not designated as a hedge for accounting purposes: Term Type Notional Amount Outstanding June 30, December 31, December 2025 Pay a fixed rate of 3.9725% and receive a floating rate based on SOFR $ 700 $ 700 Credit Risk Credit risk refers to the risk that a counterparty may default on its contractual obligations, resulting in a loss to the Partnership. Credit policies have been approved and implemented to govern the Partnership’s portfolio of counterparties with the objective of mitigating credit losses. These policies establish guidelines, controls and limits to manage credit risk within approved tolerances by mandating an appropriate evaluation of the financial condition of existing and potential counterparties, monitoring agency credit ratings, and by implementing credit practices that limit exposure according to the risk profiles of the counterparties. Furthermore, the Partnership may, at times, require collateral under certain circumstances to mitigate credit risk as necessary. The Partnership also uses industry standard commercial agreements which allow for the netting of exposures associated with transactions executed under a single commercial agreement. Additionally, we utilize master netting agreements to offset credit exposure across multiple commercial agreements with a single counterparty or affiliated group of counterparties. Our natural gas transportation and midstream revenues are derived significantly from companies that engage in exploration and production activities. In addition to oil and gas producers, the Partnership’s counterparties consist of a diverse portfolio of customers across the energy industry, including petrochemical companies, commercial and industrial end-users, municipalities, gas and electric utilities, midstream companies and independent power generators. Our overall exposure may be affected positively or negatively by macroeconomic or regulatory changes that impact our counterparties to one extent or another. Currently, management does not anticipate a material adverse effect in our financial position or results of operations as a consequence of counterparty non-performance. The Partnership has maintenance margin deposits with certain counterparties in the OTC market, primarily with independent system operators and with clearing brokers. Payments on margin deposits are required when the value of a derivative exceeds our pre-established credit limit with the counterparty. Margin deposits are returned to us on or about the settlement date for non-exchange traded derivatives, and we exchange margin calls on a daily basis for exchange traded transactions. Since the margin calls are made daily with the exchange brokers, the fair value of the financial derivative instruments is deemed current and netted in deposits paid to vendors within other current assets in the consolidated balance sheets. For financial instruments, failure of a counterparty to perform on a contract could result in our inability to realize amounts that have been recorded on our consolidated balance sheets and recognized in net income or other comprehensive income. Derivative Summary The following table provides a summary of our derivative assets and liabilities: Fair Value of Derivative Instruments Asset Derivatives Liability Derivatives June 30, December 31, June 30, December 31, Derivatives designated as hedging instruments: Commodity derivatives – margin deposits $ 14 $ 51 $ (9) $ (6) 14 51 (9) (6) Derivatives not designated as hedging instruments: Commodity derivatives – margin deposits 489 427 (493) (374) Commodity derivatives 94 132 (88) (80) Interest rate derivatives 8 6 — (4) 591 565 (581) (458) Total derivatives $ 605 $ 616 $ (590) $ (464) The following table presents the fair value of our recognized derivative assets and liabilities on a gross basis and amounts offset on the consolidated balance sheets that are subject to enforceable master netting arrangements or similar arrangements: Asset Derivatives Liability Derivatives Balance Sheet Location June 30, December 31, June 30, December 31, Derivatives without offsetting agreements Derivative assets (liabilities) $ 8 $ 6 $ — $ (4) Derivatives in offsetting agreements: OTC contracts Derivative assets (liabilities) 94 132 (88) (80) Broker cleared derivative contracts Other current assets (liabilities) 503 478 (502) (380) Total gross derivatives 605 616 (590) (464) Offsetting agreements: Counterparty netting Derivative assets (liabilities) (73) (72) 73 72 Counterparty netting Other current assets (liabilities) (480) (368) 480 368 Total net derivatives $ 52 $ 176 $ (37) $ (24) We disclose the non-exchange traded financial derivative instruments as derivative assets and liabilities on our consolidated balance sheets at fair value with amounts classified as either current or long-term depending on the anticipated settlement date. The following table summarizes the location and amounts recognized in our consolidated statements of operations with respect to our derivative financial instruments: Location Amount of Gain (Loss) Recognized in Income on Derivatives Three Months Ended Six Months Ended 2024 2023 2024 2023 Derivatives not designated as hedging instruments: Commodity derivatives Cost of products sold $ (24) $ (6) $ (15) $ 50 Interest rate derivatives Gain on interest rate derivatives 3 35 12 15 Total $ (21) $ 29 $ (3) $ 65 |
Reportable Segments
Reportable Segments | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Reportable Segments | REPORTABLE SEGMENTS Our reportable segments, which conduct their business primarily in the United States, are as follows: • intrastate transportation and storage; • interstate transportation and storage; • midstream; • NGL and refined products transportation and services; • crude oil transportation and services; • investment in Sunoco LP; • investment in USAC; and • all other. Consolidated revenues and expenses reflect the elimination of all material intercompany transactions. Revenues from our intrastate transportation and storage segment are primarily reflected in natural gas sales and gathering, transportation and other fees. Revenues from our interstate transportation and storage segment are primarily reflected in gathering, transportation and other fees. Revenues from our midstream segment are primarily reflected in natural gas sales, NGL sales and gathering, transportation and other fees. Revenues from our NGL and refined products transportation and services segment are primarily reflected in NGL sales and gathering, transportation and other fees. Revenues from our crude oil transportation and services segment are primarily reflected in crude sales. Revenues from our investment in Sunoco LP segment are primarily reflected in refined product sales and, subsequent to Sunoco LP’s acquisition of NuStar in May 2024, also in gathering, transportation and other fees. Revenues from our investment in USAC segment are primarily reflected in gathering, transportation and other fees. Revenues from our all other segment are primarily reflected in natural gas sales and gathering, transportation and other fees. We report Segment Adjusted EBITDA and consolidated Adjusted EBITDA as measures of segment performance. We define Segment Adjusted EBITDA and consolidated Adjusted EBITDA as total partnership earnings before interest, taxes, depreciation, depletion, amortization and other non-cash items, such as non-cash compensation expense, gains and losses on disposals of assets, the allowance for equity funds used during construction, unrealized gains and losses on commodity risk management activities, inventory valuation adjustments, non-cash impairment charges, losses on extinguishments of debt and other non-operating income or expense items, as well as certain non-recurring gains and losses. Inventory valuation adjustments that are excluded from the calculation of Adjusted EBITDA represent only the changes in lower of cost or market reserves on inventory that is carried at LIFO. These amounts are unrealized valuation adjustments applied to Sunoco LP’s fuel volumes remaining in inventory at the end of the period. Segment Adjusted EBITDA and consolidated Adjusted EBITDA reflect amounts for unconsolidated affiliates based on the same recognition and measurement methods used to record equity in earnings of unconsolidated affiliates. Adjusted EBITDA related to unconsolidated affiliates excludes the same items with respect to the unconsolidated affiliate as those excluded from the calculation of Segment Adjusted EBITDA and consolidated Adjusted EBITDA, such as interest, taxes, depreciation, depletion, amortization and other non-cash items. Although these amounts are excluded from Adjusted EBITDA related to unconsolidated affiliates, such exclusion should not be understood to imply that we have control over the operations and resulting revenues and expenses of such affiliates. We do not control our unconsolidated affiliates; therefore, we do not control the earnings or cash flows of such affiliates. The use of Segment Adjusted EBITDA or Adjusted EBITDA related to unconsolidated affiliates as an analytical tool should be limited accordingly. The following tables present financial information by segment: Three Months Ended Six Months Ended 2024 2023 2024 2023 Revenues: Intrastate transportation and storage: Revenues from external customers $ 578 $ 730 $ 1,388 $ 1,544 Intersegment revenues 59 77 167 553 637 807 1,555 2,097 Interstate transportation and storage: Revenues from external customers 513 536 1,108 1,158 Intersegment revenues 6 14 13 26 519 550 1,121 1,184 Midstream: Revenues from external customers 776 786 1,582 1,595 Intersegment revenues 1,731 1,682 3,699 3,627 2,507 2,468 5,281 5,222 NGL and refined products transportation and services: Revenues from external customers 4,897 4,104 10,581 8,841 Intersegment revenues 898 897 1,740 1,763 5,795 5,001 12,321 10,604 Crude oil transportation and services: Revenues from external customers 7,362 5,953 15,000 12,032 Intersegment revenues 10 — 10 1 7,372 5,953 15,010 12,033 Investment in Sunoco LP: Revenues from external customers 6,172 5,729 11,667 11,078 Intersegment revenues 1 16 5 29 6,173 5,745 11,672 11,107 Investment in USAC: Revenues from external customers 230 201 453 393 Intersegment revenues 6 6 12 11 236 207 465 404 All other: Revenues from external customers 201 281 579 674 Intersegment revenues 95 118 183 269 296 399 762 943 Eliminations (2,806) (2,810) (5,829) (6,279) Total revenues $ 20,729 $ 18,320 $ 42,358 $ 37,315 Three Months Ended Six Months Ended 2024 2023 2024 2023 Segment Adjusted EBITDA: Intrastate transportation and storage $ 328 $ 216 $ 766 $ 625 Interstate transportation and storage 392 441 875 977 Midstream 693 579 1,389 1,220 NGL and refined products transportation and services 1,070 837 2,059 1,776 Crude oil transportation and services 801 674 1,649 1,200 Investment in Sunoco LP 320 250 562 471 Investment in USAC 144 125 283 243 All other 12 — 57 43 Adjusted EBITDA (consolidated) $ 3,760 $ 3,122 $ 7,640 $ 6,555 Three Months Ended Six Months Ended 2024 2023 2024 2023 Reconciliation of net income to Adjusted EBITDA: Net income $ 1,992 $ 1,233 $ 3,684 $ 2,680 Depreciation, depletion and amortization 1,213 1,061 2,467 2,120 Interest expense, net of interest capitalized 762 641 1,490 1,260 Income tax expense 227 108 316 179 Impairment losses 50 10 50 11 Gain on interest rate derivatives (3) (35) (12) (15) Non-cash compensation expense 30 27 76 64 Unrealized (gain) loss on commodity risk management activities (38) (55) 103 75 Inventory valuation adjustments (Sunoco LP) 32 57 (98) 28 Loss on extinguishment of debt 6 — 11 — Adjusted EBITDA related to unconsolidated affiliates 170 171 341 332 Equity in earnings of unconsolidated affiliates (85) (95) (183) (183) Gain on sale of West Texas assets (Sunoco LP) (598) — (598) — Other, net 2 (1) (7) 4 Adjusted EBITDA (consolidated) $ 3,760 $ 3,122 $ 7,640 $ 6,555 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure | ||||
NET INCOME ATTRIBUTABLE TO PARTNERS | $ 1,314 | $ 911 | $ 2,554 | $ 2,024 |
Insider Trading Arrangements
Insider Trading Arrangements | 6 Months Ended |
Jun. 30, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Operations And Organization Acc
Operations And Organization Accounting policy (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The unaudited financial information included in this Form 10-Q has been prepared on the same basis as the audited consolidated financial statements included in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 16, 2024. In the opinion of the Partnership’s management, such financial information reflects all adjustments necessary for a fair presentation of the financial position and the results of operations for such interim periods in accordance with GAAP. All intercompany items and transactions have been eliminated in consolidation. Certain information and disclosures normally included in annual consolidated financial statements prepared in accordance with GAAP have been omitted pursuant to the rules and regulations of the SEC. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The unaudited consolidated financial statements have been prepared in conformity with GAAP, which requires the use of estimates and assumptions made by management that affect the reported amounts of assets, liabilities, revenues, expenses and the accrual for and disclosure of contingent assets and liabilities that exist at the date of the consolidated financial statements. Although these estimates are based on management’s available knowledge of current and expected future events, actual results could be different from those estimates. |
Cash And Cash Equivalents Cash
Cash And Cash Equivalents Cash and Cash Equivalents (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Supplemental Cash Flow Information [Abstract] | |
Cash and Cash Equivalents, Unrestricted Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and cash equivalents include all cash on hand, demand deposits and investments with original maturities of three months or less. We consider cash equivalents to include short-term, highly liquid investments that are readily convertible to known amounts of cash and that are subject to an insignificant risk of changes in value. The Partnership’s consolidated balance sheets did not include any material amounts of restricted cash as of June 30, 2024 or December 31, 2023. We place our cash deposits and temporary cash investments with high credit quality financial institutions. At times, our cash and cash equivalents may be uninsured or in deposit accounts that exceed the Federal Deposit Insurance Corporation insurance limit. |
Inventories Inventories (Polici
Inventories Inventories (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Inventory Disclosure [Abstract] | |
Inventory, Policy [Policy Text Block] | Sunoco LP’s fuel inventories are stated at the lower of cost or market using the last-in, first-out (“LIFO”) method. As of June 30, 2024 and December 31, 2023, the carrying value of Sunoco LP’s fuel inventory included lower of cost or market reserves of $132 million and $230 million, respectively. For the three months ended June 30, 2024 and 2023, the Partnership’s consolidated income statements did not include any material amounts of income from the liquidation of Sunoco LP’s LIFO fuel inventory. For the three months ended June 30, 2024 and 2023, the Partnership’s cost of products sold included unfavorable inventory valuation adjustments of $32 million and $57 million, respectively, related to Sunoco LP’s LIFO inventory. For the six months ended June 30, 2024 and 2023, the Partnership’s cost of products sold included favorable inventory adjustments of $98 million and unfavorable inventory adjustments of $28 million, respectively, related to Sunoco LP’s LIFO inventory. |
Fair Value Measurements Fair Va
Fair Value Measurements Fair Value Measurements (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement, Policy [Policy Text Block] | We have commodity derivatives and interest rate derivatives that are accounted for as assets and liabilities at fair value in our consolidated balance sheets. We determine the fair value of our assets and liabilities subject to fair value measurement by using the highest possible “level” of inputs. Level 1 inputs are observable quotes in an active market for identical assets and liabilities. We consider the valuation of marketable securities and commodity derivatives transacted through a clearing broker with a published price from the appropriate exchange as a Level 1 valuation. Level 2 inputs are inputs observable for similar assets and liabilities. We consider OTC commodity derivatives entered into directly with third parties as a Level 2 valuation since the values of these derivatives are quoted on an exchange for similar transactions. Additionally, we consider options transacted through a clearing broker as having Level 2 inputs due to the level of activity of these contracts on the exchange in which they trade. The valuation methodologies employed for our interest rate derivatives do not necessitate material judgment, and the inputs are observed from actively quoted public markets and therefore are categorized in Level 2. Level 3 inputs are unobservable. During the six months ended June 30, 2024, no transfers were made between any levels within the fair value hierarchy. |
Commitment and Contingencies (P
Commitment and Contingencies (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Environmental Costs, Capitalization Policy | To the extent estimable, expected remediation costs are included in the amounts recorded for environmental matters in our consolidated balance sheets. In some circumstances, future costs cannot be reasonably estimated because remediation activities are undertaken as claims are made by customers and former customers. To the extent that an environmental remediation obligation is recorded by a subsidiary that applies regulatory accounting policies, amounts that are expected to be recoverable through tariffs or rates are recorded as regulatory assets on our consolidated balance sheets. |
Regulatory Environmental Costs, Policy | Environmental Matters Our operations are subject to extensive federal, tribal, state and local environmental and safety laws and regulations that require expenditures to ensure compliance, including related to air emissions and wastewater discharges, at operating facilities and for remediation at current and former facilities as well as waste disposal sites. Historically, our environmental compliance costs have not had a material adverse effect on our results of operations but there can be no assurance that such costs will not be material in the future or that such future compliance with existing, amended or new legal requirements will not have a material adverse effect on our business and operating results. Costs of planning, designing, constructing and operating pipelines, plants and other facilities must incorporate compliance with environmental laws and regulations and safety standards. Failure to comply with these laws and regulations may result in the assessment of administrative, civil and criminal penalties, the imposition of investigatory, remedial and corrective action obligations, natural resource damages, the issuance of injunctions in affected areas and the filing of federally authorized citizen suits. Contingent losses related to all significant known environmental matters have been accrued and/or separately disclosed. However, we may revise accrual amounts prior to resolution of a particular contingency based on changes in facts and circumstances or changes in the expected outcome. Environmental exposures and liabilities are difficult to assess and estimate due to unknown factors such as the magnitude of possible contamination, the timing and extent of remediation, the determination of our liability in proportion to other parties, improvements in cleanup technologies and the extent to which environmental laws and regulations may change in the future. Although environmental costs may have a significant impact on our results of operations for any single period, we believe that such costs will not have a material adverse effect on our financial position. Based on information available at this time and reviews undertaken to identify potential exposure, we believe the amount reserved for environmental matters is adequate to cover the potential exposure for cleanup costs. |
Revenue Revenue (Policies)
Revenue Revenue (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue [Policy Text Block] | Disaggregation of Revenue The Partnership’s consolidated financial statements reflect eight reportable segments, which also represent the level at which the Partnership aggregates revenue for disclosure purposes. Note 13 depicts the disaggregation of revenue by segment. |
Revenue Recognition, Deferred Revenue [Policy Text Block] | Contract Balances with Customers The Partnership satisfies its obligations by transferring goods or services in exchange for consideration from customers. The timing of performance may differ from the timing the associated consideration is paid to or received from the customer, thus resulting in the recognition of a contract asset or a contract liability. The Partnership recognizes a contract asset when making upfront consideration payments to certain customers or when providing services to customers prior to the time at which the Partnership is contractually allowed to bill for such services. The Partnership recognizes a contract liability if the customer’s payment of consideration precedes the Partnership’s fulfillment of the performance obligations. Certain contracts contain provisions requiring customers to pay a fixed minimum fee, but allow customers to apply such fees against services to be provided at a future point in time. These amounts are reflected as deferred revenue until the customer applies the deficiency fees to services provided or becomes unable to use the fees as payment for future services due to expiration of the contractual period the fees can be applied or physical inability of the customer to utilize the fees due to capacity constraints. Additionally, Sunoco LP maintains some franchise agreements requiring dealers to make one-time upfront payments for long-term license agreements. Sunoco LP recognizes a contract liability when the upfront payment is received and recognizes revenue over the term of the license. The following table summarizes the consolidated activity of our contract liabilities: Contract Liabilities Balance, December 31, 2023 $ 749 Additions 668 Revenue recognized (629) Balance, June 30, 2024 $ 788 Balance, December 31, 2022 $ 615 Additions 522 Revenue recognized (564) Balance, June 30, 2023 $ 573 Performance Obligations |
Derivative Assets And Liabili_2
Derivative Assets And Liabilities Derivative Assets and Liabilities (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Credit Risk Credit risk refers to the risk that a counterparty may default on its contractual obligations, resulting in a loss to the Partnership. Credit policies have been approved and implemented to govern the Partnership’s portfolio of counterparties with the objective of mitigating credit losses. These policies establish guidelines, controls and limits to manage credit risk within approved tolerances by mandating an appropriate evaluation of the financial condition of existing and potential counterparties, monitoring agency credit ratings, and by implementing credit practices that limit exposure according to the risk profiles of the counterparties. Furthermore, the Partnership may, at times, require collateral under certain circumstances to mitigate credit risk as necessary. The Partnership also uses industry standard commercial agreements which allow for the netting of exposures associated with transactions executed under a single commercial agreement. Additionally, we utilize master netting agreements to offset credit exposure across multiple commercial agreements with a single counterparty or affiliated group of counterparties. Our natural gas transportation and midstream revenues are derived significantly from companies that engage in exploration and production activities. In addition to oil and gas producers, the Partnership’s counterparties consist of a diverse portfolio of customers across the energy industry, including petrochemical companies, commercial and industrial end-users, municipalities, gas and electric utilities, midstream companies and independent power generators. Our overall exposure may be affected positively or negatively by macroeconomic or regulatory changes that impact our counterparties to one extent or another. Currently, management does not anticipate a material adverse effect in our financial position or results of operations as a consequence of counterparty non-performance. The Partnership has maintenance margin deposits with certain counterparties in the OTC market, primarily with independent system operators and with clearing brokers. Payments on margin deposits are required when the value of a derivative exceeds our pre-established credit limit with the counterparty. Margin deposits are returned to us on or about the settlement date for non-exchange traded derivatives, and we exchange margin calls on a daily basis for exchange traded transactions. Since the margin calls are made daily with the exchange brokers, the fair value of the financial derivative instruments is deemed current and netted in deposits paid to vendors within other current assets in the consolidated balance sheets. For financial instruments, failure of a counterparty to perform on a contract could result in our inability to realize amounts that have been recorded on our consolidated balance sheets and recognized in net income or other comprehensive income. |
Derivatives, Policy [Policy Text Block] | Commodity Price Risk We are exposed to market risks related to the volatility of commodity prices. To manage the impact of volatility from these prices, we utilize various exchange-traded and OTC commodity financial instrument contracts. These contracts consist primarily of futures, swaps and options and are recorded at fair value in our consolidated balance sheets. We use futures and basis swaps, designated as fair value hedges, to hedge our natural gas inventory stored in our Bammel storage facility. At hedge inception, we lock in a margin by purchasing gas in the spot market or off-peak season and entering into a financial contract. Changes in the spreads between the forward natural gas prices and the physical inventory spot price result in unrealized gains or losses until the underlying physical gas is withdrawn and the related designated derivatives are settled. Once the gas is withdrawn and the designated derivatives are settled, the previously unrealized gains or losses associated with these positions are realized. We use futures, swaps and options to hedge the sales price of natural gas we retain for fees in our intrastate transportation and storage segment and operational gas sales in our interstate transportation and storage segment. These contracts are not designated as hedges for accounting purposes. We use NGL and crude derivative swap contracts to hedge forecasted sales of NGL and condensate equity volumes we retain for fees in our midstream segment whereby our subsidiaries generally gather and process natural gas on behalf of producers, sell the resulting residue gas and NGL volumes at market prices and remit to producers an agreed upon percentage of the proceeds based on an index price for the residue gas and NGL. These contracts are not designated as hedges for accounting purposes. We utilize swaps, futures and other derivative instruments to mitigate the risk associated with market movements in the price of natural gas, refined products and NGLs to manage our storage facilities and the purchase and sale of purity NGL. These contracts are not designated as hedges for accounting purposes. We use futures and swaps to achieve ratable pricing of crude oil purchases, to convert certain expected refined product sales to fixed or floating prices, to lock in margins for certain refined products and to lock in the price of a portion of natural gas purchases or sales. These contracts are not designated as hedges for accounting purposes. We use financial commodity derivatives to take advantage of market opportunities in our trading activities which complement our intrastate transportation and storage segment’s operations and are netted in cost of products sold in our consolidated statements of operations. We also have trading and marketing activities related to power and natural gas in our all other segment which are also netted in cost of products sold. As a result of our trading activities and the use of derivative financial instruments in our intrastate transportation and storage segment, the degree of earnings volatility that can occur may be significant, favorably or unfavorably, from period to period. We attempt to manage this volatility through the use of daily position and profit and loss reports provided to our risk oversight committee, which includes members of senior management, and the limits and authorizations set forth in our commodity risk management policy. We disclose the non-exchange traded financial derivative instruments as derivative assets and liabilities on our consolidated balance sheets at fair value with amounts classified as either current or long-term depending on the anticipated settlement date. |
Acquisitions and Divestitures (
Acquisitions and Divestitures (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the assumed allocation of the purchase price among the assets acquired and liabilities assumed: At May 3, 2024 Total current assets $ 186 Property, plant and equipment, net 6,958 Lease right-of-use assets, net 136 Goodwill (1) 16 Intangible assets, net (2) 195 Other non-current assets 127 Total assets 7,618 Total current liabilities 245 Long-term debt, less current maturities (3) 3,500 Non-current operating lease liabilities 136 Deferred income taxes 4 Other non-current liabilities 82 Total liabilities 3,967 Preferred units (3) 801 Total consideration 2,850 Cash received 27 Total consideration, net of cash received $ 2,823 (1) Goodwill primarily represents expected commercial and operational synergies and is subject to change based on final purchase price allocations. None of the goodwill recorded as a result of this transaction is deductible for tax purposes. (2) Intangible assets, net comprised of $151 million of favorable contracts, with a remaining weighted average life of approximately 7 years, and $44 million of customer relationships, with a remaining weighted average life of approximately 15 years. (3) Subsequent to the closing of the NuStar acquisition, Sunoco LP redeemed all outstanding NuStar preferred units totaling $784 million, redeemed NuStar’s subordinated notes totaling $403 million and repaid the outstanding balance on the NuStar credit facility totaling $455 million. |
Cash And Cash Equivalents (Tabl
Cash And Cash Equivalents (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Supplemental Cash Flow Information [Abstract] | |
Cash Flow, Operating Capital [Table Text Block] | The net change in operating assets and liabilities, net of effects of acquisitions and divestitures, included in cash flows from operating activities is comprised as follows: Six Months Ended 2024 2023 Accounts receivable $ (399) $ 1,192 Accounts receivable from related companies (6) (23) Inventories (92) 166 Other current assets 152 200 Other non-current assets, net (20) (108) Accounts payable 658 (761) Accounts payable to related companies (18) 31 Accrued and other current liabilities 194 212 Other non-current liabilities (89) 2 Derivative assets and liabilities, net 40 (24) Net change in operating assets and liabilities, net of effects of acquisitions and divestitures $ 420 $ 887 |
Schedule Of Non-Cash Investing and Non-Cash Financing Activities | Non-cash investing and financing activities were as follows: Six Months Ended 2024 2023 Accrued capital expenditures $ 439 $ 339 Lease assets obtained in exchange for new lease liabilities 35 13 Distribution reinvestment 43 48 USAC exercise and conversion of preferred units into common units 301 — USAC government securities transferred in connection with the legal defeasance of USAC senior notes due 2026 749 — Legal defeasance of USAC senior notes due 2026 725 — Sunoco LP common units (noncontrolling interest) issued in connection with the NuStar acquisition 2,850 — |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Inventory, Net [Abstract] | |
Schedule Of Inventory | Inventories consisted of the following: June 30, December 31, Natural gas, NGLs and refined products $ 1,836 $ 1,642 Crude oil 173 258 Spare parts and other 615 578 Total inventories $ 2,624 $ 2,478 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Measurements [Abstract] | |
Fair Value, by Balance Sheet Grouping [Table Text Block] | The following tables summarize the gross fair value of our financial assets and liabilities measured and recorded at fair value on a recurring basis as of June 30, 2024 and December 31, 2023 based on inputs used to derive their fair values: Fair Value Measurements at Fair Value Total Level 1 Level 2 Assets: Interest rate derivatives $ 8 $ — $ 8 Commodity derivatives: Natural Gas: Basis Swaps IFERC/NYMEX 6 6 — Swing Swaps IFERC 3 3 — Fixed Swaps/Futures 6 6 — Forward Physical Contracts 9 — 9 Power: Forwards 67 67 — Futures 11 11 — NGLs – Forwards/Swaps 469 469 — Refined Products – Futures 6 6 — Crude – Forwards/Swaps 20 20 — Total commodity derivatives 597 588 9 Other non-current assets 33 22 11 Total assets $ 638 $ 610 $ 28 Liabilities: Commodity derivatives: Natural Gas: Basis Swaps IFERC/NYMEX $ (8) $ (8) $ — Swing Swaps IFERC (3) (3) — Fixed Swaps/Futures (9) (9) — Power: Forwards (64) (64) — Futures (7) (7) — NGLs – Forwards/Swaps (481) (481) — Refined Products – Futures (6) (6) — Crude – Forwards/Swaps (12) (12) — Total commodity derivatives (590) (590) — Total liabilities $ (590) $ (590) $ — Fair Value Measurements at Fair Value Total Level 1 Level 2 Assets: Interest rate derivatives $ 6 $ — $ 6 Commodity derivatives: Natural Gas: Basis Swaps IFERC/NYMEX 24 24 — Swing Swaps IFERC 20 20 — Fixed Swaps/Futures 77 77 — Forward Physical Contracts 8 — 8 Power: Forwards 57 57 — Futures 8 8 — NGLs – Forwards/Swaps 336 336 — Refined Products – Futures 35 35 — Crude – Forwards/Swaps 45 45 — Total commodity derivatives 610 602 8 Other non-current assets 31 20 11 Total assets $ 647 $ 622 $ 25 Liabilities: Interest rate derivatives $ (4) $ — $ (4) Commodity derivatives: Natural Gas: Basis Swaps IFERC/NYMEX (3) (3) — Swing Swaps IFERC (2) (2) — Fixed Swaps/Futures (16) (16) — Options – Puts (2) (2) — Power: Forwards (56) (56) — Futures (8) (8) — NGL/Refined Products Option - Puts (1) (1) — NGL/Refined Products Option - Calls (1) (1) — NGLs – Forwards/Swaps (316) (316) — Refined Products – Futures (18) (18) — Crude – Forwards/Swaps (37) (37) — Total commodity derivatives (460) (460) — Total liabilities $ (464) $ (460) $ (4) |
Net Income per Limited Partne_2
Net Income per Limited Partner Unit (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Reconciliation Of Net Income And Weighted Average Units | A reconciliation of income or loss and weighted average units used in computing basic and diluted income per common unit is as follows: Three Months Ended Six Months Ended 2024 2023 2024 2023 Net income $ 1,992 $ 1,233 $ 3,684 $ 2,680 Less: Net income attributable to noncontrolling interests 663 308 1,099 629 Less: Net income attributable to redeemable noncontrolling interests 15 14 31 27 Net income, net of noncontrolling interests 1,314 911 2,554 2,024 Less: General Partner’s interest in net income 1 1 2 2 Less: Preferred Unitholders’ interest in net income 98 113 227 222 Less: Loss on redemption of preferred units 33 — 54 — Common Unitholders’ interest in net income $ 1,182 $ 797 $ 2,271 $ 1,800 Basic Income per Common Unit: Weighted average common units 3,370.6 3,126.9 3,369.6 3,111.3 Basic income per common unit $ 0.35 $ 0.25 $ 0.67 $ 0.58 Diluted Income per Common Unit: Common Unitholders’ interest in net income $ 1,182 $ 797 $ 2,271 $ 1,800 Dilutive effect of equity-based compensation of subsidiaries (1) 1 — 2 1 Diluted income attributable to Common Unitholders $ 1,181 $ 797 $ 2,269 $ 1,799 Weighted average common units 3,370.6 3,126.9 3,369.6 3,111.3 Dilutive effect of unvested restricted unit awards (1) 24.3 21.3 23.7 21.7 Weighted average common units, assuming dilutive effect of unvested restricted unit awards 3,394.9 3,148.2 3,393.3 3,133.0 Diluted income per common unit $ 0.35 $ 0.25 $ 0.67 $ 0.57 (1) Dilutive effects are excluded from the calculation for periods where the impact would have been antidilutive. |
Equity (Tables)
Equity (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Schedule of Capital Units [Table Text Block] | Changes in Energy Transfer common units during the six months ended June 30, 2024 were as follows: Number of Units Number of common units at December 31, 2023 3,367.5 Common units issued under the distribution reinvestment plan 2.9 Common units vested under equity incentive plans and other 1.0 Number of common units at June 30, 2024 3,371.4 |
Distributions Made to Limited Partner, by Distribution [Table Text Block] | Cash Distributions on Energy Transfer Preferred Units Distributions declared on the Energy Transfer Preferred Units were as follows: Period Ended Record Date Payment Date Series A Series B (1) Series C Series D Series E Series F (1) Series G (1) Series H (1) Series I (2) December 31, 2023 February 1, 2024 February 15, 2024 $ 24.710 $ 33.125 $ 0.6075 $ 0.6199 $ 0.475 $ — $ — $ — $ 0.2111 March 31, 2024 May 1, 2024 May 15, 2024 23.992 — — — 0.475 33.750 35.630 32.500 0.2111 June 30, 2024 August 1, 2024 August 15, 2024 9.879 33.125 — — — — — — 0.2111 (1) Series B, Series F, Series G and Series H distributions are currently paid on a semi-annual basis. Pursuant to its terms, distributions on the Series B Preferred Units will begin to be paid quarterly on February 15, 2028. (2) For the period ended June 30, 2024, the cash distribution for the Series I Preferred Units will be paid on August 14, 2024 to unitholders of record as of the close of business on August 2, 2024. |
Schedule of Preferred Units [Table Text Block] | The following table summarizes changes in the Energy Transfer Preferred Units: Preferred Unitholders Series A Series B Series C Series D Series E Series F Series G Series H Series I Total Balance, December 31, 2023 $ 948 $ 556 $ 438 $ 435 $ 786 $ 496 $ 1,488 $ 893 $ 419 $ 6,459 Distributions to partners (24) (18) (11) (11) (15) — — — (9) (88) Redemption of preferred units — — (450) (445) — — — — — (895) Other, net — — 11 10 — — — — — 21 Net income 23 9 12 11 15 8 27 15 9 129 Balance, March 31, 2024 947 547 — — 786 504 1,515 908 419 5,626 Distributions to partners (32) — — — (15) (17) (53) (29) (9) (155) Redemption of preferred units (950) — — — (800) — — — — (1,750) Other, net 13 — — — 20 — — — — 33 Net income 22 9 — — 9 9 26 14 9 98 Balance, June 30, 2024 $ — $ 556 $ — $ — $ — $ 496 $ 1,488 $ 893 $ 419 $ 3,852 Preferred Unitholders Series A Series B Series C Series D Series E Series F Series G Series H Total Balance, December 31, 2022 $ 958 $ 556 $ 440 $ 434 $ 786 $ 496 $ 1,488 $ 893 $ 6,051 Distributions to partners (30) (18) (8) (9) (15) — — — (80) Net income 18 9 8 9 15 8 27 15 109 Balance, March 31, 2023 946 547 440 434 786 504 1,515 908 6,080 Distributions to partners (21) — (8) (9) (15) (16) (53) (29) (151) Net income 22 9 9 9 15 8 26 15 113 Balance, June 30, 2023 $ 947 $ 556 $ 441 $ 434 $ 786 $ 496 $ 1,488 $ 894 $ 6,042 |
Comprehensive Income (Loss) | The following table presents the components of AOCI, net of tax: June 30, December 31, Available-for-sale securities $ 16 $ 13 Foreign currency translation adjustment (6) (5) Actuarial gains related to pensions and other postretirement benefits 22 6 Investments in unconsolidated affiliates, net 16 14 Total AOCI included in partners’ capital, net of tax $ 48 $ 28 |
Parent Company [Member] | |
Distributions Made to Limited Partner, by Distribution [Table Text Block] | Distributions declared and/or paid with respect to Energy Transfer common units subsequent to December 31, 2023 were as follows: Quarter Ended Record Date Payment Date Rate December 31, 2023 February 7, 2024 February 20, 2024 $ 0.3150 March 31, 2024 May 13, 2024 May 20, 2024 0.3175 June 30, 2024 August 9, 2024 August 19, 2024 0.3200 |
Sunoco LP [Member] | |
Distributions Made to Limited Partner, by Distribution [Table Text Block] | Distributions on Sunoco LP’s common units declared and/or paid by Sunoco LP subsequent to December 31, 2023 were as follows: Quarter Ended Record Date Payment Date Rate December 31, 2023 February 7, 2024 February 20, 2024 $ 0.8420 March 31, 2024 May 13, 2024 May 20, 2024 0.8756 June 30, 2024 August 9, 2024 August 19, 2024 0.8756 |
USA Compression Partners, LP [Member] | |
Distributions Made to Limited Partner, by Distribution [Table Text Block] | Distributions on USAC’s common units declared and/or paid by USAC subsequent to December 31, 2023 were as follows: Quarter Ended Record Date Payment Date Rate December 31, 2023 January 22, 2024 February 2, 2024 $ 0.525 March 31, 2024 April 22, 2024 May 3, 2024 0.525 June 30, 2024 July 22, 2024 August 2, 2024 0.525 |
Regulatory Matters, Commitmen_2
Regulatory Matters, Commitments, Contingencies And Environmental Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Environmental Exit Costs by Cost | The following table reflects the amounts of accrued liabilities recorded in our consolidated balance sheets related to environmental matters that are considered to be probable and reasonably estimable. Currently, we are not able to estimate possible losses or a range of possible losses in excess of amounts accrued. Except for matters discussed above, we do not have any material environmental matters assessed as reasonably possible that would require disclosure in our consolidated financial statements. June 30, December 31, Current $ 49 $ 42 Non-current 225 235 Total environmental liabilities $ 274 $ 277 |
Right Of Way [Member] | |
Lease, Cost | We have certain non-cancelable rights-of-way (“ROW”) commitments which require fixed payments and either expire upon our chosen abandonment or at various dates in the future. The following table reflects ROW expense included in operating expenses in the accompanying consolidated statements of operations: Three Months Ended Six Months Ended 2024 2023 2024 2023 ROW expense $ 14 $ 13 $ 27 $ 26 |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Revenue [Abstract] | |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block] | The following table summarizes the consolidated activity of our contract liabilities: Contract Liabilities Balance, December 31, 2023 $ 749 Additions 668 Revenue recognized (629) Balance, June 30, 2024 $ 788 Balance, December 31, 2022 $ 615 Additions 522 Revenue recognized (564) Balance, June 30, 2023 $ 573 The balances of Sunoco LP’s contract assets and contract liabilities were as follows: June 30, December 31, Contract assets $ 276 $ 256 Accounts receivable from contracts with customers 879 809 Contract liabilities 81 — |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | As of June 30, 2024, the aggregate amount of transaction price allocated to unsatisfied (or partially satisfied) performance obligations was $38.32 billion. The Partnership expects to recognize this amount as revenue within the time bands illustrated in the following table: Years Ending December 31, 2024 (remainder) 2025 2026 Thereafter Total Revenue expected to be recognized on contracts with customers existing as of June 30, 2024 $ 3,989 $ 7,100 $ 6,200 $ 21,035 $ 38,324 |
Derivative Assets And Liabili_3
Derivative Assets And Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Outstanding Commodity-Related Derivatives | The following table details our outstanding commodity-related derivatives: June 30, 2024 December 31, 2023 Notional Volume Maturity Notional Volume Maturity Mark-to-Market Derivatives Natural Gas (BBtu): Fixed Swaps/Futures 9,845 2024-2026 5,247 2024-2026 Basis Swaps IFERC/NYMEX (1) 19,000 2024-2027 (46,975) 2024-2025 Swing Swaps (1,033) 2024-2025 (97,728) 2024-2025 Options – Puts 50 2024 1,900 2024 Options – Calls 200 2024 250 2024 Forward Physical Contracts (6,080) 2024-2026 (1,751) 2024-2026 Power (Megawatt): Forwards 189,825 2024-2029 155,600 2024-2029 Futures (318,920) 2024-2026 (464,897) 2024 Options – Puts (14,400) 2024-2025 136,000 2024 Options – Calls 500,000 2024-2025 — — Crude (MBbls): Forwards/Swaps 2,359 2024-2026 (2,674) 2024-2025 Options – Puts — — (15) 2024 Options – Calls — — (20) 2024 NGL/Refined Products (MBbls): Forward/Swaps (8,151) 2024-2027 (13,870) 2024-2027 Options – Puts (4) 2024-2026 121 2024-2026 Options – Calls (2) 2024-2026 (43) 2024-2026 Futures (3,341) 2024-2026 (4,548) 2024-2025 Fair Value Hedging Derivatives Natural Gas (BBtu): Basis Swaps IFERC/NYMEX (52,183) 2024-2025 (39,013) 2024 Fixed Swaps/Futures (52,183) 2024-2025 (39,013) 2024 Hedged Item – Inventory 52,183 2024-2025 39,013 2024 (1) Includes aggregate amounts for open positions related to Houston Ship Channel, Waha Hub, NGPL TexOk, West Louisiana Zone and Henry Hub locations. |
Interest Rate Swaps Outstanding | The following table summarizes USAC’s interest rate swap outstanding which was not designated as a hedge for accounting purposes: Term Type Notional Amount Outstanding June 30, December 31, December 2025 Pay a fixed rate of 3.9725% and receive a floating rate based on SOFR $ 700 $ 700 |
Fair Value Of Derivative Instruments | The following table provides a summary of our derivative assets and liabilities: Fair Value of Derivative Instruments Asset Derivatives Liability Derivatives June 30, December 31, June 30, December 31, Derivatives designated as hedging instruments: Commodity derivatives – margin deposits $ 14 $ 51 $ (9) $ (6) 14 51 (9) (6) Derivatives not designated as hedging instruments: Commodity derivatives – margin deposits 489 427 (493) (374) Commodity derivatives 94 132 (88) (80) Interest rate derivatives 8 6 — (4) 591 565 (581) (458) Total derivatives $ 605 $ 616 $ (590) $ (464) |
Derivatives, Offsetting Fair Value Amounts [Table Text Block] | The following table presents the fair value of our recognized derivative assets and liabilities on a gross basis and amounts offset on the consolidated balance sheets that are subject to enforceable master netting arrangements or similar arrangements: Asset Derivatives Liability Derivatives Balance Sheet Location June 30, December 31, June 30, December 31, Derivatives without offsetting agreements Derivative assets (liabilities) $ 8 $ 6 $ — $ (4) Derivatives in offsetting agreements: OTC contracts Derivative assets (liabilities) 94 132 (88) (80) Broker cleared derivative contracts Other current assets (liabilities) 503 478 (502) (380) Total gross derivatives 605 616 (590) (464) Offsetting agreements: Counterparty netting Derivative assets (liabilities) (73) (72) 73 72 Counterparty netting Other current assets (liabilities) (480) (368) 480 368 Total net derivatives $ 52 $ 176 $ (37) $ (24) We disclose the non-exchange traded financial derivative instruments as derivative assets and liabilities on our consolidated balance sheets at fair value with amounts classified as either current or long-term depending on the anticipated settlement date. |
Derivatives Not Designated as Hedging Instruments [Table Text Block] | The following table summarizes the location and amounts recognized in our consolidated statements of operations with respect to our derivative financial instruments: Location Amount of Gain (Loss) Recognized in Income on Derivatives Three Months Ended Six Months Ended 2024 2023 2024 2023 Derivatives not designated as hedging instruments: Commodity derivatives Cost of products sold $ (24) $ (6) $ (15) $ 50 Interest rate derivatives Gain on interest rate derivatives 3 35 12 15 Total $ (21) $ 29 $ (3) $ 65 |
Reportable Segments (Tables)
Reportable Segments (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Financial Information By Segment | The following tables present financial information by segment: Three Months Ended Six Months Ended 2024 2023 2024 2023 Revenues: Intrastate transportation and storage: Revenues from external customers $ 578 $ 730 $ 1,388 $ 1,544 Intersegment revenues 59 77 167 553 637 807 1,555 2,097 Interstate transportation and storage: Revenues from external customers 513 536 1,108 1,158 Intersegment revenues 6 14 13 26 519 550 1,121 1,184 Midstream: Revenues from external customers 776 786 1,582 1,595 Intersegment revenues 1,731 1,682 3,699 3,627 2,507 2,468 5,281 5,222 NGL and refined products transportation and services: Revenues from external customers 4,897 4,104 10,581 8,841 Intersegment revenues 898 897 1,740 1,763 5,795 5,001 12,321 10,604 Crude oil transportation and services: Revenues from external customers 7,362 5,953 15,000 12,032 Intersegment revenues 10 — 10 1 7,372 5,953 15,010 12,033 Investment in Sunoco LP: Revenues from external customers 6,172 5,729 11,667 11,078 Intersegment revenues 1 16 5 29 6,173 5,745 11,672 11,107 Investment in USAC: Revenues from external customers 230 201 453 393 Intersegment revenues 6 6 12 11 236 207 465 404 All other: Revenues from external customers 201 281 579 674 Intersegment revenues 95 118 183 269 296 399 762 943 Eliminations (2,806) (2,810) (5,829) (6,279) Total revenues $ 20,729 $ 18,320 $ 42,358 $ 37,315 Three Months Ended Six Months Ended 2024 2023 2024 2023 Segment Adjusted EBITDA: Intrastate transportation and storage $ 328 $ 216 $ 766 $ 625 Interstate transportation and storage 392 441 875 977 Midstream 693 579 1,389 1,220 NGL and refined products transportation and services 1,070 837 2,059 1,776 Crude oil transportation and services 801 674 1,649 1,200 Investment in Sunoco LP 320 250 562 471 Investment in USAC 144 125 283 243 All other 12 — 57 43 Adjusted EBITDA (consolidated) $ 3,760 $ 3,122 $ 7,640 $ 6,555 Three Months Ended Six Months Ended 2024 2023 2024 2023 Reconciliation of net income to Adjusted EBITDA: Net income $ 1,992 $ 1,233 $ 3,684 $ 2,680 Depreciation, depletion and amortization 1,213 1,061 2,467 2,120 Interest expense, net of interest capitalized 762 641 1,490 1,260 Income tax expense 227 108 316 179 Impairment losses 50 10 50 11 Gain on interest rate derivatives (3) (35) (12) (15) Non-cash compensation expense 30 27 76 64 Unrealized (gain) loss on commodity risk management activities (38) (55) 103 75 Inventory valuation adjustments (Sunoco LP) 32 57 (98) 28 Loss on extinguishment of debt 6 — 11 — Adjusted EBITDA related to unconsolidated affiliates 170 171 341 332 Equity in earnings of unconsolidated affiliates (85) (95) (183) (183) Gain on sale of West Texas assets (Sunoco LP) (598) — (598) — Other, net 2 (1) (7) 4 Adjusted EBITDA (consolidated) $ 3,760 $ 3,122 $ 7,640 $ 6,555 |
Operations And Organization Nar
Operations And Organization Narrative (Details) shares in Millions | Jun. 30, 2024 shares |
USAC [Member] | |
Number of common units of a subsidiary partnership that are held by a wholly-owned subsidiary of the Parent. | 46.1 |
Sunoco LP [Member] | |
Number of common units of a subsidiary partnership that are held by a wholly-owned subsidiary of the Parent. | 28.5 |
Acquisitions and Divestitures_2
Acquisitions and Divestitures (Details) € in Millions, $ in Millions | 2 Months Ended | 3 Months Ended | 6 Months Ended | ||||||||||
Jul. 16, 2024 Rate | Jul. 15, 2024 USD ($) shares | May 03, 2024 USD ($) conversionRatioOfUnitsInAcquisition terminal mi shares | Apr. 16, 2024 USD ($) convenienceStore | Mar. 13, 2024 USD ($) | Mar. 13, 2024 EUR (€) | Jun. 30, 2024 USD ($) | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | ||
Business Acquisition [Line Items] | |||||||||||||
Non-current operating lease liabilities | $ 750 | $ 750 | $ 750 | $ 778 | |||||||||
Gain on sale of Sunoco LP West Texas assets | 598 | $ 0 | 598 | $ 0 | |||||||||
Income tax expense | 227 | $ 108 | 316 | $ 179 | |||||||||
Sunoco LP [Member] | 7-Eleven | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business Combination, Consideration Transferred | $ 1,000 | ||||||||||||
Number of Units in Real Estate Property | convenienceStore | 204 | ||||||||||||
Nustar | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Proceeds from (Repurchase of) Redeemable Preferred Stock | 784 | ||||||||||||
Repayments of Lines of Credit | $ 455 | $ 455 | |||||||||||
Sunoco [Member] | 7-Eleven | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Income tax expense | 199 | ||||||||||||
Deferred Federal Income Tax Expense (Benefit) | (62) | ||||||||||||
Sunoco [Member] | 7-Eleven | Net of current tax expense | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Gain on sale of Sunoco LP West Texas assets | 461 | ||||||||||||
Subsequent Event | Permian Joint Venture | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Limited Liability Company (LLC) or Limited Partnership (LP), Managing Member or General Partner, Ownership Interest | Rate | 67.50% | ||||||||||||
Subsequent Event | Sunoco LP [Member] | Permian Joint Venture | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Limited Liability Company (LLC) or Limited Partnership (LP), Managing Member or General Partner, Ownership Interest | Rate | 32.50% | ||||||||||||
Zenith Energy | Sunoco LP [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Other | $ 6 | ||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities | 14 | ||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | 11 | ||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | 43 | ||||||||||||
Goodwill, Acquired During Period | 7 | ||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 36 | ||||||||||||
Business Combination, Consideration Transferred | 185 | € 170 | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment [Abstract] | $ 204 | ||||||||||||
Nustar Acquisition | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities | $ 245 | ||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | 4 | ||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | 82 | ||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | 3,967 | ||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Financial Liabilities | [1] | 801 | |||||||||||
Goodwill, Acquired During Period | [2] | 16 | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-Term Debt | [1] | 3,500 | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 127 | ||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets | 7,618 | ||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets | 186 | ||||||||||||
Operating Lease, Right-of-Use Asset | 136 | ||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | [2] | 195 | |||||||||||
Non-current operating lease liabilities | 136 | ||||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | 2,850 | ||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 27 | ||||||||||||
Business Combination, Consideration Transferred | 2,823 | ||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment [Abstract] | 6,958 | ||||||||||||
Impairment of Real Estate | $ 50 | ||||||||||||
Finite-Lived Customer Relationships, Gross | 44 | ||||||||||||
Finite-Lived Contractual Rights, Gross | $ 151 | ||||||||||||
Nustar Acquisition | Contractual Rights | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Acquired Finite-Lived Intangible Assets, Weighted Average Useful Life | 7 years | ||||||||||||
Nustar Acquisition | Customer Relationships | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Acquired Finite-Lived Intangible Assets, Weighted Average Useful Life | 15 years | ||||||||||||
Nustar Acquisition | Sunoco LP [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned | $ 2,850 | ||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-Term Debt | $ 3,500 | ||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Conversion Ratio of Shares | conversionRatioOfUnitsInAcquisition | 0.400 | ||||||||||||
Proceeds from (Repurchase of) Redeemable Preferred Stock | $ (800) | ||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 51,500,000 | ||||||||||||
Finance Lease, Liability | $ 56 | ||||||||||||
Nustar Acquisition | Miles of pipeline | Sunoco LP [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Number of Units in Real Estate Property | mi | 9,500 | ||||||||||||
Nustar Acquisition | Terminal and storage facilities | Sunoco LP [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Number of Units in Real Estate Property | terminal | 63 | ||||||||||||
WTG Midstream | Subsequent Event | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned | $ 830 | ||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 50,800,000 | ||||||||||||
Payments to Acquire Businesses, Gross | $ 2,280 | ||||||||||||
Business Combination, Reason for Business Combination | The acquired assets add approximately 6,000 miles of complementary gas gathering pipelines that extend Energy Transfer’s network in the Midland Basin. Also, as part of the transaction, the Partnership added eight gas processing plants with a total capacity of approximately 1.3 Bcf/d, and two additional processing plants that were under construction at closing. Since closing the transaction, one of these 200 MMcf/d processing plants was placed into service. | ||||||||||||
Permian Joint Venture | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business Combination, Reason for Business Combination | The joint venture operates more than 5,000 miles of crude oil and water gathering pipelines with crude oil storage capacity in excess of 11 million barrels. | ||||||||||||
[1] Subsequent to the closing of the NuStar acquisition, Sunoco LP redeemed all outstanding NuStar preferred units totaling $784 million, redeemed NuStar’s subordinated notes totaling $403 million and repaid the outstanding balance on the NuStar credit facility totaling $455 million. Intangible assets, net comprised of $151 million of favorable contracts, with a remaining weighted average life of approximately 7 years, and $44 million of customer relationships, with a remaining weighted average life of approximately 15 years. |
Cash And Cash Equivalents Net C
Cash And Cash Equivalents Net Change in Operating Assets and Liabilities (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Accounts receivable | $ (399) | $ 1,192 |
Accounts receivable from related companies | (6) | (23) |
Inventories | (92) | 166 |
Other current assets | 152 | 200 |
Other non-current assets, net | (20) | (108) |
Accounts payable | 658 | (761) |
Accounts payable to related companies | (18) | 31 |
Accrued and other current liabilities | 194 | 212 |
Other non-current liabilities | (89) | 2 |
Derivative assets and liabilities, net | 40 | (24) |
Net change in operating assets and liabilities, net of effects of acquisitions and divestitures | $ (420) | $ (887) |
Cash And Cash Equivalents Non-C
Cash And Cash Equivalents Non-Cash Activities (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Accrued capital expenditures | $ 439 | $ 339 |
Right-of-Use Assets Obtained in Exchange for Liabilities | 35 | 13 |
Stock Issued During Period, Value, Dividend Reinvestment Plan | 43 | 48 |
Repayments of Senior Debt | 749 | 0 |
Nustar Acquisition | ||
Subsidiary units issued | 2,850 | 0 |
USAC [Member] | ||
Convertible Preferred Stock Converted to Other Securities | 301 | 0 |
USAC [Member] | goverment securities transferred in connection with the leagal defeasance of senior notes due 2026 | ||
Repayments of Senior Debt | 749 | 0 |
USAC [Member] | legal defeasance of senior notes due 2026 | ||
Repayments of Senior Debt | $ 725 | $ 0 |
Inventories Table - Inventory B
Inventories Table - Inventory Balances (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Inventory [Line Items] | ||
Natural gas, NGLs and refined products | $ 1,836 | $ 1,642 |
Crude oil | 173 | 258 |
Spare parts and other | 615 | 578 |
Total inventories | $ 2,624 | $ 2,478 |
Inventories Inventory Narrative
Inventories Inventory Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Inventory [Line Items] | |||||
Inventory valuation adjustments | $ 32 | $ 57 | $ (98) | $ 28 | |
Sunoco LP [Member] | |||||
Inventory [Line Items] | |||||
Inventory, LIFO Reserve | $ 132 | $ 132 | $ 230 |
Fair Value Measurements Narrati
Fair Value Measurements Narrative (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Dec. 31, 2023 | |
Fair Value Measurements [Abstract] | ||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Transfers, Net | $ 0 | |
Debt obligations, fair value | 56,480 | $ 51,930 |
Long-term Debt | $ 57,620 | $ 52,390 |
Fair Value Measurements Table -
Fair Value Measurements Table - Fair Value of Financial Assets and Liabilities (Details) - Fair Value, Recurring [Member] - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Price Risk Derivative Assets, at Fair Value | $ 597 | $ 610 |
Other Assets, Fair Value Disclosure | 33 | 31 |
Assets, Fair Value Disclosure | 638 | 647 |
Interest Rate Derivative Liabilities, at Fair Value | (4) | |
Price Risk Derivative Liabilities, at Fair Value | (590) | (460) |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | (590) | (464) |
Interest Rate Derivative Assets, at Fair Value | 8 | 6 |
Level 1 | ||
Price Risk Derivative Assets, at Fair Value | 588 | 602 |
Other Assets, Fair Value Disclosure | 22 | 20 |
Assets, Fair Value Disclosure | 610 | 622 |
Interest Rate Derivative Liabilities, at Fair Value | 0 | |
Price Risk Derivative Liabilities, at Fair Value | (590) | (460) |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | (590) | (460) |
Interest Rate Derivative Assets, at Fair Value | 0 | 0 |
Level 2 | ||
Price Risk Derivative Assets, at Fair Value | 9 | 8 |
Other Assets, Fair Value Disclosure | 11 | 11 |
Assets, Fair Value Disclosure | 28 | 25 |
Interest Rate Derivative Liabilities, at Fair Value | (4) | |
Price Risk Derivative Liabilities, at Fair Value | 0 | 0 |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | (4) |
Interest Rate Derivative Assets, at Fair Value | 8 | 6 |
Commodity Derivatives - Natural Gas [Member] | Basis Swaps IFERC/NYMEX [Member] | ||
Price Risk Derivative Assets, at Fair Value | 6 | 24 |
Price Risk Derivative Liabilities, at Fair Value | (8) | (3) |
Commodity Derivatives - Natural Gas [Member] | Swing Swaps IFERC [Member] | ||
Price Risk Derivative Assets, at Fair Value | 3 | 20 |
Price Risk Derivative Liabilities, at Fair Value | (3) | (2) |
Commodity Derivatives - Natural Gas [Member] | Fixed Swaps/Futures [Member] | ||
Price Risk Derivative Assets, at Fair Value | 6 | 77 |
Price Risk Derivative Liabilities, at Fair Value | (9) | (16) |
Commodity Derivatives - Natural Gas [Member] | Forward Physical Contracts [Member] | ||
Price Risk Derivative Assets, at Fair Value | 9 | 8 |
Commodity Derivatives - Natural Gas [Member] | Put Option [Member] | ||
Price Risk Derivative Liabilities, at Fair Value | (2) | |
Commodity Derivatives - Natural Gas [Member] | Level 1 | Basis Swaps IFERC/NYMEX [Member] | ||
Price Risk Derivative Assets, at Fair Value | 6 | 24 |
Price Risk Derivative Liabilities, at Fair Value | (8) | (3) |
Commodity Derivatives - Natural Gas [Member] | Level 1 | Swing Swaps IFERC [Member] | ||
Price Risk Derivative Assets, at Fair Value | 3 | 20 |
Price Risk Derivative Liabilities, at Fair Value | (3) | (2) |
Commodity Derivatives - Natural Gas [Member] | Level 1 | Fixed Swaps/Futures [Member] | ||
Price Risk Derivative Assets, at Fair Value | 6 | 77 |
Price Risk Derivative Liabilities, at Fair Value | (9) | (16) |
Commodity Derivatives - Natural Gas [Member] | Level 1 | Forward Physical Contracts [Member] | ||
Price Risk Derivative Assets, at Fair Value | 0 | 0 |
Commodity Derivatives - Natural Gas [Member] | Level 1 | Put Option [Member] | ||
Price Risk Derivative Liabilities, at Fair Value | (2) | |
Commodity Derivatives - Natural Gas [Member] | Level 2 | Basis Swaps IFERC/NYMEX [Member] | ||
Price Risk Derivative Assets, at Fair Value | 0 | 0 |
Price Risk Derivative Liabilities, at Fair Value | 0 | 0 |
Commodity Derivatives - Natural Gas [Member] | Level 2 | Swing Swaps IFERC [Member] | ||
Price Risk Derivative Assets, at Fair Value | 0 | 0 |
Price Risk Derivative Liabilities, at Fair Value | 0 | 0 |
Commodity Derivatives - Natural Gas [Member] | Level 2 | Fixed Swaps/Futures [Member] | ||
Price Risk Derivative Assets, at Fair Value | 0 | 0 |
Price Risk Derivative Liabilities, at Fair Value | 0 | 0 |
Commodity Derivatives - Natural Gas [Member] | Level 2 | Forward Physical Contracts [Member] | ||
Price Risk Derivative Assets, at Fair Value | 9 | 8 |
Commodity Derivatives - Natural Gas [Member] | Level 2 | Put Option [Member] | ||
Price Risk Derivative Liabilities, at Fair Value | 0 | |
Commodity Derivatives - Refined Products [Member] | Future [Member] | ||
Price Risk Derivative Assets, at Fair Value | 6 | 35 |
Price Risk Derivative Liabilities, at Fair Value | (6) | (18) |
Commodity Derivatives - Refined Products [Member] | Level 1 | Future [Member] | ||
Price Risk Derivative Assets, at Fair Value | 6 | 35 |
Price Risk Derivative Liabilities, at Fair Value | (6) | (18) |
Commodity Derivatives - Refined Products [Member] | Level 2 | Future [Member] | ||
Price Risk Derivative Assets, at Fair Value | 0 | 0 |
Price Risk Derivative Liabilities, at Fair Value | 0 | 0 |
Commodity Derivatives - Crude [Member] | Forward Swaps [Member] | ||
Price Risk Derivative Assets, at Fair Value | 20 | 45 |
Price Risk Derivative Liabilities, at Fair Value | (12) | (37) |
Commodity Derivatives - Crude [Member] | Level 1 | Forward Swaps [Member] | ||
Price Risk Derivative Assets, at Fair Value | 20 | 45 |
Price Risk Derivative Liabilities, at Fair Value | (12) | (37) |
Commodity Derivatives - Crude [Member] | Level 2 | Forward Swaps [Member] | ||
Price Risk Derivative Assets, at Fair Value | 0 | 0 |
Price Risk Derivative Liabilities, at Fair Value | 0 | 0 |
Commodity Derivatives - Power [Member] | Future [Member] | ||
Price Risk Derivative Assets, at Fair Value | 11 | 8 |
Price Risk Derivative Liabilities, at Fair Value | (7) | (8) |
Commodity Derivatives - Power [Member] | Forward Contracts | ||
Price Risk Derivative Assets, at Fair Value | 67 | 57 |
Price Risk Derivative Liabilities, at Fair Value | (64) | (56) |
Commodity Derivatives - Power [Member] | Level 1 | Future [Member] | ||
Price Risk Derivative Assets, at Fair Value | 11 | 8 |
Price Risk Derivative Liabilities, at Fair Value | (7) | (8) |
Commodity Derivatives - Power [Member] | Level 1 | Forward Contracts | ||
Price Risk Derivative Assets, at Fair Value | 67 | 57 |
Price Risk Derivative Liabilities, at Fair Value | (64) | (56) |
Commodity Derivatives - Power [Member] | Level 2 | Future [Member] | ||
Price Risk Derivative Assets, at Fair Value | 0 | 0 |
Price Risk Derivative Liabilities, at Fair Value | 0 | 0 |
Commodity Derivatives - Power [Member] | Level 2 | Forward Contracts | ||
Price Risk Derivative Assets, at Fair Value | 0 | 0 |
Price Risk Derivative Liabilities, at Fair Value | 0 | 0 |
Commodity Derivatives - NGLs [Member] | Forward Swaps [Member] | ||
Price Risk Derivative Assets, at Fair Value | 469 | 336 |
Price Risk Derivative Liabilities, at Fair Value | (481) | (316) |
Commodity Derivatives - NGLs [Member] | Put Option [Member] | ||
Price Risk Derivative Liabilities, at Fair Value | (1) | |
Commodity Derivatives - NGLs [Member] | Call Option [Member] | ||
Price Risk Derivative Liabilities, at Fair Value | (1) | |
Commodity Derivatives - NGLs [Member] | Level 1 | Forward Swaps [Member] | ||
Price Risk Derivative Assets, at Fair Value | 469 | 336 |
Price Risk Derivative Liabilities, at Fair Value | (481) | (316) |
Commodity Derivatives - NGLs [Member] | Level 1 | Put Option [Member] | ||
Price Risk Derivative Liabilities, at Fair Value | (1) | |
Commodity Derivatives - NGLs [Member] | Level 1 | Call Option [Member] | ||
Price Risk Derivative Liabilities, at Fair Value | (1) | |
Commodity Derivatives - NGLs [Member] | Level 2 | Forward Swaps [Member] | ||
Price Risk Derivative Assets, at Fair Value | 0 | 0 |
Price Risk Derivative Liabilities, at Fair Value | $ 0 | 0 |
Commodity Derivatives - NGLs [Member] | Level 2 | Put Option [Member] | ||
Price Risk Derivative Liabilities, at Fair Value | 0 | |
Commodity Derivatives - NGLs [Member] | Level 2 | Call Option [Member] | ||
Price Risk Derivative Liabilities, at Fair Value | $ 0 |
Net Income per Limited Partne_3
Net Income per Limited Partner Unit Table - Income Reconciliation (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | ||||
Earnings Per Share [Abstract] | |||||||
Net income | $ 1,992 | $ 1,233 | $ 3,684 | $ 2,680 | |||
Less: Net income attributable to noncontrolling interests | 663 | 308 | 1,099 | 629 | |||
Less: Net income attributable to redeemable noncontrolling interests | 15 | 14 | 31 | 27 | |||
NET INCOME ATTRIBUTABLE TO PARTNERS | 1,314 | 911 | 2,554 | 2,024 | |||
General Partner’s interest in net income | 1 | 1 | 2 | 2 | |||
Common Unitholders’ interest in net income | $ 1,182 | $ 797 | $ 2,271 | $ 1,800 | |||
Basic Income per Limited Partner Unit | |||||||
Weighted average common units | 3,370.6 | 3,126.9 | 3,369.6 | 3,111.3 | |||
Basic | $ 0.35 | $ 0.25 | $ 0.67 | $ 0.58 | |||
Diluted Income per Limited Partner Unit: | |||||||
Net Income (Loss) Available to Common Stockholders, Diluted | $ 1,181 | $ 797 | $ 2,269 | $ 1,799 | |||
Weighted average common units, assuming dilutive effect of unvested restricted unit awards | 3,394.9 | 3,148.2 | 3,393.3 | 3,133 | |||
Diluted | $ 0.35 | $ 0.25 | $ 0.67 | $ 0.57 | |||
Dilutive effect of equity-based compensation of subsidiaries (1) | [1] | $ 1 | $ 0 | $ 2 | $ 1 | ||
Dilutive effect of unvested restricted unit awards (1) | 24.3 | [1] | 21.3 | [1] | 23.7 | 21.7 | |
Preferred Unitholders’ interest in net income | $ 98 | $ 113 | $ 227 | $ 222 | |||
Preferred Stock Redemption Premium | $ 33 | $ 0 | $ 54 | $ 0 | |||
[1] Dilutive effects are excluded from the calculation for periods where the impact would have been antidilutive. |
Debt Obligations Narrative (Det
Debt Obligations Narrative (Details) - USD ($) $ in Millions | 2 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Apr. 30, 2024 | Jan. 31, 2024 | |
Debt Instrument [Line Items] | |||||||
Banking Regulation, Supplementary Leverage Ratio, Actual | 0.0325 | 0.0325 | 0.0325 | ||||
Repayments of Senior Debt | $ 749 | $ 0 | |||||
Loss on extinguishment of debt | $ 6 | $ 0 | 11 | 0 | |||
Bakken Pipeline | |||||||
Debt Instrument [Line Items] | |||||||
Equity Method Investment, Ownership Percentage | 36.40% | ||||||
USAC [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Loss on extinguishment of debt | 5 | ||||||
USAC [Member] | goverment securities transferred in connection with the leagal defeasance of senior notes due 2026 | |||||||
Debt Instrument [Line Items] | |||||||
Repayments of Senior Debt | 749 | $ 0 | |||||
Nustar | |||||||
Debt Instrument [Line Items] | |||||||
Repayments of Senior Debt | $ 403 | 403 | |||||
Repayments of Lines of Credit | 455 | 455 | |||||
Credit Facility due December 2027 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Current Borrowing Capacity | 5,000 | 5,000 | 5,000 | ||||
Long-term Line of Credit | 0 | 0 | 0 | ||||
Letters of Credit Outstanding, Amount | 29 | 29 | 29 | ||||
Line of Credit Facility, Remaining Borrowing Capacity | 4,970 | 4,970 | 4,970 | ||||
Commercial Paper | 0 | 0 | 0 | ||||
Credit Facility due December 2027 [Member] | Accordion feature [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Maximum Borrowing Capacity | 7,000 | 7,000 | 7,000 | ||||
Sunoco LP Revolving Credit Facility due April 2027 [Member] | Sunoco LP [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Long-term Line of Credit | 85 | 85 | 85 | ||||
Letters of Credit Outstanding, Amount | $ 15 | $ 15 | $ 15 | ||||
Line of Credit Facility, Interest Rate at Period End | 7.43% | 7.43% | 7.43% | ||||
Line of Credit Facility, Remaining Borrowing Capacity | $ 1,400 | $ 1,400 | $ 1,400 | ||||
USAC Credit Facility, due 2026 [Member] | USA Compression Partners, LP [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Long-term Line of Credit | 756 | 756 | 756 | ||||
Letters of Credit Outstanding, Amount | $ 1 | $ 1 | $ 1 | ||||
Line of Credit Facility, Interest Rate at Period End | 8.10% | 8.10% | 8.10% | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 843 | $ 843 | $ 843 | ||||
Line of Credit Facility, Remaining Borrowing Capacity | 424 | 424 | 424 | ||||
4.25% Senior Notes due April 2024 | |||||||
Debt Instrument [Line Items] | |||||||
Senior Notes | $ 500 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.25% | ||||||
4.55% Senior Notes due April 2024 | |||||||
Debt Instrument [Line Items] | |||||||
Senior Notes | $ 750 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.50% | ||||||
8.00% Senior Notes due April 2029 | |||||||
Debt Instrument [Line Items] | |||||||
Senior Notes | $ 450 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 8% | ||||||
3.90% Senior Notes due April2024 | Bakken Pipeline | |||||||
Debt Instrument [Line Items] | |||||||
Senior Notes | $ 1,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.90% | ||||||
5.875% Senior Notes due January 2024 | |||||||
Debt Instrument [Line Items] | |||||||
Senior Notes | $ 1,150 | $ 1,150 | $ 1,150 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 5.875% | 5.875% | 5.875% | ||||
4.90% Senior Notes due February 2024 | |||||||
Debt Instrument [Line Items] | |||||||
Senior Notes | $ 350 | $ 350 | $ 350 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 4.90% | 4.90% | 4.90% | ||||
7.60% Senior Notes due February 2024 | |||||||
Debt Instrument [Line Items] | |||||||
Senior Notes | $ 82 | $ 82 | $ 82 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 7.60% | 7.60% | 7.60% | ||||
Senior Notes due 2029 | Sunoco LP [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Senior Notes | $ 750 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 7% | ||||||
Senior Notes due 2029 | USAC [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Senior Notes | $ 1,000 | $ 1,000 | $ 1,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 7.125% | 7.125% | 7.125% | ||||
Senior Notes due 2026 | USAC [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Senior Notes | $ 725 | $ 725 | $ 725 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 6.875% | 6.875% | 6.875% | ||||
Senior Notes due 2032 | Sunoco LP [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Senior Notes | $ 750 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.25% | ||||||
Senior Notes due 2034 | |||||||
Debt Instrument [Line Items] | |||||||
Senior Notes | $ 1,250 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.55% | ||||||
Senior Notes due 2054 | |||||||
Debt Instrument [Line Items] | |||||||
Senior Notes | $ 1,750 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.95% | ||||||
Senior Notes due December 2024 | Transwestern | |||||||
Debt Instrument [Line Items] | |||||||
Senior Notes | $ 175 | $ 175 | $ 175 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 5.66% | 5.66% | 5.66% | ||||
Junior Subordinated Notes due 2054 | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 8% | ||||||
Junior Subordinated Notes | $ 800 | ||||||
3.9% Senior Notes due May 2024 | |||||||
Debt Instrument [Line Items] | |||||||
Senior Notes | $ 600 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.90% | ||||||
5.25% Senior Notes Due 2029 | |||||||
Debt Instrument [Line Items] | |||||||
Senior Notes | $ 1,000 | $ 1,000 | $ 1,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 5.25% | 5.25% | 5.25% | ||||
5.60% Senior Notes due 2034 | |||||||
Debt Instrument [Line Items] | |||||||
Senior Notes | $ 1,250 | $ 1,250 | $ 1,250 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 5.60% | 5.60% | 5.60% | ||||
6.05% Senior Notes due 2054 | |||||||
Debt Instrument [Line Items] | |||||||
Senior Notes | $ 1,250 | $ 1,250 | $ 1,250 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 6.05% | 6.05% | 6.05% | ||||
7.125% Fixed-to-Fixed Reset Rate Junior Subordinated Notes Due 2054 | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.125% | 7.125% | 7.125% | ||||
Junior Subordinated Notes | $ 400 | $ 400 | $ 400 |
Redeemable Noncontrolling Int_2
Redeemable Noncontrolling Interest (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |||||
Apr. 01, 2024 | Feb. 29, 2024 | Jan. 31, 2024 | Jun. 30, 2024 | Mar. 31, 2024 | Jan. 12, 2024 | Dec. 31, 2023 | |
Redeemable noncontrolling interests | $ 417,000,000 | $ 778,000,000 | |||||
USAC [Member] | |||||||
Stock Issued During Period, Shares, Conversion of Units | 13,991,954 | 1,998,850 | |||||
Preferred Units, Outstanding | 280,000 | 40,000 | |||||
Distribution Made to Limited Partner, Distributions Declared, Per Unit | $ 0.525 | $ 0.525 | |||||
Preferred Units, Cumulative Cash Distributions | $ 24.375 | $ 24.375 | |||||
Crestwood Niobrara LLC | |||||||
Proceeds from (Repurchase of) Redeemable Preferred Stock | $ 37,000,000 | ||||||
USAC Preferred Units | |||||||
Redeemable noncontrolling interests | $ 169,000,000 | 476,000,000 | |||||
Noncontrolling Interests | |||||||
Redeemable noncontrolling interests | 23,000,000 | 22,000,000 | |||||
Crestwood Niobra Preferred Units | |||||||
Redeemable noncontrolling interests | $ 225,000,000 | $ 280,000,000 |
Equity Narrative (Details)
Equity Narrative (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 880 | |
Stock Issued During Period, Value, Dividend Reinvestment Plan | $ 43 | $ 48 |
Stock Issued During Period, Shares, Dividend Reinvestment Plan | 2,900,000 | |
Common Units Remaining Available to be Issued Under Distribution Reinvestment Plan | 42,000,000 | |
Series F Preferred Units [Member] | ||
Preferred Stock, Shares Outstanding | 500,000 | |
Series G Preferred Units [Member] | ||
Preferred Stock, Shares Outstanding | 1,484,780 | |
Series B Preferred Units [Member] | ||
Preferred Stock, Shares Outstanding | 550,000 | |
Series H Preferred Units | ||
Preferred Stock, Shares Outstanding | 900,000 | |
Series I Preferred Units | ||
Preferred Stock, Shares Outstanding | 41,464,179 |
Equity - Change In Common Units
Equity - Change In Common Units (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | |
Class of Stock [Line Items] | |||||||
Limited Partners' Capital Account, Units Outstanding | 3,371,400,000 | 3,371,400,000 | 3,367,500,000 | ||||
Stock Issued During Period, Shares, Dividend Reinvestment Plan | 2,900,000 | ||||||
Partners' Capital Account, Unit-based Payment Arrangement, Number of Units | 1,000,000 | ||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | $ 45,472 | $ 43,793 | $ 40,962 | $ 40,669 | $ 45,472 | $ 43,939 | $ 40,659 |
Distributions to partners | (1,205) | (1,128) | (1,094) | (1,001) | |||
Partners' Capital Account, Redemptions | (895) | ||||||
Series H Preferred Units | |||||||
Class of Stock [Line Items] | |||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 893 | 908 | 894 | 908 | $ 893 | 893 | 893 |
Distributions to partners | (29) | 0 | (29) | 0 | |||
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | $ 14 | 15 | 15 | 15 | |||
Preferred Stock, Shares Outstanding | 900,000 | 900,000 | |||||
Partners' Capital Account, Redemptions | $ 0 | 0 | |||||
Stockholders' Equity, Other | 0 | 0 | |||||
Series A Preferred Units [Member] | |||||||
Class of Stock [Line Items] | |||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 0 | 947 | 947 | 946 | $ 0 | 948 | 958 |
Distributions to partners | (32) | (24) | (21) | (30) | |||
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | 22 | 23 | 22 | 18 | |||
Partners' Capital Account, Redemptions | (950) | 0 | |||||
Stockholders' Equity, Other | 13 | 0 | |||||
Series C Preferred Units [Member] | |||||||
Class of Stock [Line Items] | |||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 0 | 0 | 441 | 440 | 0 | 438 | 440 |
Distributions to partners | 0 | (11) | (8) | (8) | |||
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | 0 | 12 | 9 | 8 | |||
Partners' Capital Account, Redemptions | 0 | (450) | |||||
Stockholders' Equity, Other | 0 | 11 | |||||
Series B Preferred Units [Member] | |||||||
Class of Stock [Line Items] | |||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 556 | 547 | 556 | 547 | $ 556 | 556 | 556 |
Distributions to partners | 0 | (18) | 0 | (18) | |||
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | $ 9 | 9 | 9 | 9 | |||
Preferred Stock, Shares Outstanding | 550,000 | 550,000 | |||||
Partners' Capital Account, Redemptions | $ 0 | 0 | |||||
Stockholders' Equity, Other | 0 | 0 | |||||
Series D Preferred Units [Member] | |||||||
Class of Stock [Line Items] | |||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 0 | 0 | 434 | 434 | $ 0 | 435 | 434 |
Distributions to partners | 0 | (11) | (9) | (9) | |||
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | 0 | 11 | 9 | 9 | |||
Partners' Capital Account, Redemptions | 0 | (445) | |||||
Stockholders' Equity, Other | 0 | 10 | |||||
Series E Preferred Units [Member] | |||||||
Class of Stock [Line Items] | |||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 0 | 786 | 786 | 786 | 0 | 786 | 786 |
Distributions to partners | (15) | (15) | (15) | (15) | |||
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | 9 | 15 | 15 | 15 | |||
Partners' Capital Account, Redemptions | (800) | 0 | |||||
Stockholders' Equity, Other | 20 | 0 | |||||
Series F Preferred Units [Member] | |||||||
Class of Stock [Line Items] | |||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 496 | 504 | 496 | 504 | $ 496 | 496 | 496 |
Distributions to partners | (17) | 0 | (16) | 0 | |||
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | $ 9 | 8 | 8 | 8 | |||
Preferred Stock, Shares Outstanding | 500,000 | 500,000 | |||||
Partners' Capital Account, Redemptions | $ 0 | 0 | |||||
Stockholders' Equity, Other | 0 | 0 | |||||
Series G Preferred Units [Member] | |||||||
Class of Stock [Line Items] | |||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 1,488 | 1,515 | 1,488 | 1,515 | $ 1,488 | 1,488 | 1,488 |
Distributions to partners | (53) | 0 | (53) | 0 | |||
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | $ 26 | 27 | 26 | 27 | |||
Preferred Stock, Shares Outstanding | 1,484,780 | 1,484,780 | |||||
Partners' Capital Account, Redemptions | $ 0 | 0 | |||||
Stockholders' Equity, Other | 0 | 0 | |||||
Series I Preferred Units | |||||||
Class of Stock [Line Items] | |||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 419 | 419 | $ 419 | 419 | |||
Distributions to partners | (9) | (9) | |||||
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | $ 9 | 9 | |||||
Preferred Stock, Shares Outstanding | 41,464,179 | 41,464,179 | |||||
Partners' Capital Account, Redemptions | $ 0 | 0 | |||||
Stockholders' Equity, Other | 0 | ||||||
Preferred Unitholders | |||||||
Class of Stock [Line Items] | |||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 3,852 | 5,626 | 6,042 | 6,080 | $ 3,852 | $ 6,459 | $ 6,051 |
Distributions to partners | (155) | (88) | (151) | (80) | |||
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | 98 | 129 | $ 113 | $ 109 | |||
Partners' Capital Account, Redemptions | (1,750) | (895) | |||||
Stockholders' Equity, Other | $ 33 | $ 21 |
Equity - Quarterly Distribution
Equity - Quarterly Distributions of Available Cash (Details) - $ / shares | 3 Months Ended | |||
Jun. 30, 2024 | Mar. 31, 2024 | Dec. 31, 2023 | ||
Distribution Made to Limited Partner, Distributions Paid, Per Unit | $ 0.3200 | $ 0.3175 | $ 0.3150 | |
Series A Preferred Units [Member] | ||||
Distribution Made to Limited Partner, Distributions Paid, Per Unit | 9.879 | 23.992 | 24.710 | |
Series B Preferred Units [Member] | ||||
Distribution Made to Limited Partner, Distributions Paid, Per Unit | [1] | 33.125 | 0 | 33.125 |
Series C Preferred Units [Member] | ||||
Distribution Made to Limited Partner, Distributions Paid, Per Unit | 0 | 0 | 0.6075 | |
Series D Preferred Units [Member] | ||||
Distribution Made to Limited Partner, Distributions Paid, Per Unit | 0 | 0 | 0.6199 | |
Series E Preferred Units [Member] | ||||
Distribution Made to Limited Partner, Distributions Paid, Per Unit | 0 | 0.475 | 0.475 | |
Series F Preferred Units [Member] | ||||
Distribution Made to Limited Partner, Distributions Paid, Per Unit | [1] | 0 | 33.750 | 0 |
Series G Preferred Units [Member] | ||||
Distribution Made to Limited Partner, Distributions Paid, Per Unit | [1] | 0 | 35.630 | 0 |
Series H Preferred Units | ||||
Distribution Made to Limited Partner, Distributions Paid, Per Unit | [1] | 0 | 32.500 | 0 |
Series I Preferred Units | ||||
Distribution Made to Limited Partner, Distributions Paid, Per Unit | [2] | 0.2111 | 0.2111 | 0.2111 |
USAC [Member] | ||||
Distribution Made to Limited Partner, Distributions Paid, Per Unit | 0.525 | 0.525 | 0.525 | |
Sunoco LP [Member] | ||||
Distribution Made to Limited Partner, Distributions Paid, Per Unit | $ 0.8756 | $ 0.8756 | $ 0.8420 | |
[1] Series B, Series F, Series G and Series H distributions are currently paid on a semi-annual basis. Pursuant to its terms, distributions on the Series B Preferred Units will begin to be paid quarterly on February 15, 2028. For the period ended June 30, 2024, the cash distribution for the Series I Preferred Units will be paid on August 14, 2024 to unitholders of record as of the close of business on August 2, 2024. |
Equity - Accumulated Other Comp
Equity - Accumulated Other Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |
Mar. 31, 2024 | Jun. 30, 2024 | Dec. 31, 2023 | |
Equity [Abstract] | |||
Available-for-sale securities | $ 16 | $ 13 | |
Foreign currency translation adjustment | $ (5) | (6) | |
Actuarial gain related to pensions and other postretirement benefits | $ 6 | 22 | |
AOCI attributable to equity method investments | 16 | 14 | |
Accumulated other comprehensive income | $ 48 | $ 28 |
Regulatory Matters, Commitmen_3
Regulatory Matters, Commitments, Contingencies And Environmental Liabilities Narrative (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Aug. 01, 2020 USD ($) | Jun. 30, 2022 USD ($) | Nov. 30, 2017 USD ($) | Mar. 31, 2024 USD ($) | Jun. 30, 2024 USD ($) sites Rate | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | |
Payments for Legal Settlements | $ 21,200,000 | ||||||
Accrual for Environmental Loss Contingencies | $ 274,000,000 | $ 277,000,000 | |||||
Loss Contingency, Estimate of Possible Loss | 50,000,000 | ||||||
Litigation Settlement, Expense | 161,000,000 | ||||||
Payments for Environmental Liabilities | $ 4,000,000 | $ 18,000,000 | |||||
Interest Statutory Rate | Rate | 12% | ||||||
State of Ohio and Ohio Environmental Protection Agency | |||||||
Loss Contingency, Damages Sought, Value | $ 2,600,000 | ||||||
Proposed Civil Penalty | |||||||
Payments for Legal Settlements | $ 20,000,000 | ||||||
Litigation Settlement, Expense | 40,000,000 | ||||||
Related To Deductibles | |||||||
Loss Contingency Accrual, at Carrying Value | $ 231,000,000 | $ 285,000,000 | |||||
Sunoco, Inc. [Member] | |||||||
Loss Contingency, Pending Claims, Number | 2 | ||||||
Sunoco [Member] | |||||||
Site Contingency, Number of Sites Needing Remediation | sites | 32 | ||||||
Culberson | |||||||
Loss Contingency, Damages Sought, Value | $ 93,000,000 | ||||||
USAC [Member] | Internal Revenue Service (IRS) | |||||||
Loss Contingency, Estimate of Possible Loss | 27,000,000 | ||||||
USAC [Member] | Oklahoma Tax Commission | |||||||
Loss Contingency, Estimate of Possible Loss | 30,000,000 | ||||||
Crestwood | pre-judgement interest award | |||||||
Litigation Settlement, Amount Awarded to Other Party | $ 20,700,000 | ||||||
Crestwood | attorney fees | |||||||
Litigation Settlement, Amount Awarded to Other Party | 17,700,000 | ||||||
Crestwood | other costs | |||||||
Litigation Settlement, Amount Awarded to Other Party | 4,700,000 | ||||||
Cline Class Action | Additional Interest | |||||||
Litigation Settlement Interest | 23,000,000 | ||||||
Cline Class Action | Actual Damages | |||||||
Litigation Settlement Interest | 104,000,000 | ||||||
Cline Class Action | punitive damages | |||||||
Litigation Settlement Interest | 75,000,000 | ||||||
Cline Class Action | Actual Damages | |||||||
Payments for Legal Settlements | $ 74,800,000 | 80,700,000 | |||||
Cline Class Action | punitive damages | |||||||
Payments for Legal Settlements | $ 75,000,000 | ||||||
Massachusetts Attorney General | |||||||
Legal Fees | $ 18,000,000 |
Regulatory Matters, Commitmen_4
Regulatory Matters, Commitments, Contingencies And Environmental Liabilities Table - Accrued Environmental Liabilities (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Environmental Exit Cost [Line Items] | ||
Current | $ 49 | $ 42 |
Non-current | 225 | 235 |
Total environmental liabilities | $ 274 | $ 277 |
Regulatory Matters, Commitmen_5
Regulatory Matters, Commitments, Contingencies And Environmental Liabilities Schedule of Right of Way Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
ROW Expense | $ 14 | $ 13 | $ 27 | $ 26 |
Revenue (Details)
Revenue (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 | Jun. 30, 2023 | Dec. 31, 2022 |
Revenue, Remaining Performance Obligation, Amount | $ 38,324 | |||
Contract with Customer, Liability | 788 | $ 749 | $ 573 | $ 615 |
Sunoco LP [Member] | ||||
Contract with Customer, Liability | $ 81 | $ 0 |
Revenue Revenue Contract Liabil
Revenue Revenue Contract Liabilities (Details) - USD ($) $ in Millions | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Contract with Customer, Liability | $ 788 | $ 573 | $ 749 | $ 615 |
Additions | 668 | 522 | ||
Revenue Recognized | (629) | $ (564) | ||
Sunoco LP [Member] | ||||
Contract assets | 276 | 256 | ||
Accounts receivable from contracts with customers | 879 | 809 | ||
Contract with Customer, Liability | $ 81 | $ 0 |
Revenue, Remaining performance
Revenue, Remaining performance obligations (Details) $ in Millions | Jun. 30, 2024 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 38,324 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 3,989 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Year | 2024 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 6 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 7,100 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Year | 2025 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year 6 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 6,200 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Year | 2026 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 2 years 6 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 21,035 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 3 years 6 months |
Derivative Assets And Liabili_4
Derivative Assets And Liabilities Table - Outstanding Commodity-Related Derivatives (Details) | Jun. 30, 2024 Megawatt MMbtu | Dec. 31, 2023 MMbtu Megawatt | |
Natural Gas [Member] | Mark-To-Market Derivatives [Member] | Basis Swaps IFERC/NYMEX [Member] | Short [Member] | |||
Derivative, Nonmonetary Notional Amount | [1] | (46,975) | |
Natural Gas [Member] | Mark-To-Market Derivatives [Member] | Basis Swaps IFERC/NYMEX [Member] | Long [Member] | |||
Derivative, Nonmonetary Notional Amount | [1] | (19,000) | |
Natural Gas [Member] | Mark-To-Market Derivatives [Member] | Swing Swaps IFERC [Member] | Short [Member] | |||
Derivative, Nonmonetary Notional Amount | (1,033) | (97,728) | |
Natural Gas [Member] | Mark-To-Market Derivatives [Member] | Fixed Swaps/Futures [Member] | Long [Member] | |||
Derivative, Nonmonetary Notional Amount | (9,845) | (5,247) | |
Natural Gas [Member] | Mark-To-Market Derivatives [Member] | Options - Puts [Member] | Long [Member] | |||
Derivative, Nonmonetary Notional Amount | (50) | ||
Natural Gas [Member] | Mark-To-Market Derivatives [Member] | Call Option [Member] | Long [Member] | |||
Derivative, Nonmonetary Notional Amount | (200) | (250) | |
Natural Gas [Member] | Mark-To-Market Derivatives [Member] | Forward Physical Contracts [Member] | Short [Member] | |||
Derivative, Nonmonetary Notional Amount | (6,080) | (1,751) | |
Natural Gas [Member] | Mark-To-Market Derivatives [Member] | Put Option [Member] | Long [Member] | |||
Derivative, Nonmonetary Notional Amount | (1,900) | ||
Natural Gas [Member] | Fair Value Hedging [Member] | Basis Swaps IFERC/NYMEX [Member] | Short [Member] | |||
Derivative, Nonmonetary Notional Amount | (52,183) | (39,013) | |
Natural Gas [Member] | Fair Value Hedging [Member] | Fixed Swaps/Futures [Member] | Short [Member] | |||
Derivative, Nonmonetary Notional Amount | (52,183) | (39,013) | |
Natural Gas [Member] | Fair Value Hedging [Member] | Hedged Item - Inventory (MMBtu) [Member] | Long [Member] | |||
Derivative, Nonmonetary Notional Amount | (52,183) | (39,013) | |
Power [Member] | Mark-To-Market Derivatives [Member] | Options - Puts [Member] | Short [Member] | |||
Derivative, Nonmonetary Notional Amount | Megawatt | (14,400) | ||
Power [Member] | Mark-To-Market Derivatives [Member] | Call Option [Member] | Long [Member] | |||
Derivative, Nonmonetary Notional Amount | Megawatt | (500,000) | 0 | |
Power [Member] | Mark-To-Market Derivatives [Member] | Forwards Swaps [Member] | Long [Member] | |||
Derivative, Nonmonetary Notional Amount | Megawatt | (189,825) | (155,600) | |
Power [Member] | Mark-To-Market Derivatives [Member] | Future [Member] | Short [Member] | |||
Derivative, Nonmonetary Notional Amount | Megawatt | (318,920) | (464,897) | |
Power [Member] | Mark-To-Market Derivatives [Member] | Put Option [Member] | Long [Member] | |||
Derivative, Nonmonetary Notional Amount | Megawatt | (136,000) | ||
Crude Oil [Member] | Mark-To-Market Derivatives [Member] | Call Option [Member] | Short [Member] | |||
Derivative, Nonmonetary Notional Amount | (20) | ||
Crude Oil [Member] | Mark-To-Market Derivatives [Member] | Call Option [Member] | Long [Member] | |||
Derivative, Nonmonetary Notional Amount | 0 | ||
Crude Oil [Member] | Mark-To-Market Derivatives [Member] | Put Option [Member] | Short [Member] | |||
Derivative, Nonmonetary Notional Amount | (15) | ||
Crude Oil [Member] | Mark-To-Market Derivatives [Member] | Put Option [Member] | Long [Member] | |||
Derivative, Nonmonetary Notional Amount | 0 | ||
Crude Oil [Member] | Mark-To-Market Derivatives [Member] | Forward Swaps [Member] | Short [Member] | |||
Derivative, Nonmonetary Notional Amount | (2,674) | ||
Crude Oil [Member] | Mark-To-Market Derivatives [Member] | Forward Swaps [Member] | Long [Member] | |||
Derivative, Nonmonetary Notional Amount | (2,359) | ||
NGL/Refined product | Mark-To-Market Derivatives [Member] | Call Option [Member] | Short [Member] | |||
Derivative, Nonmonetary Notional Amount | (2) | (43) | |
NGL/Refined product | Mark-To-Market Derivatives [Member] | Future [Member] | Short [Member] | |||
Derivative, Nonmonetary Notional Amount | (3,341) | (4,548) | |
NGL/Refined product | Mark-To-Market Derivatives [Member] | Put Option [Member] | Short [Member] | |||
Derivative, Nonmonetary Notional Amount | (4) | ||
NGL/Refined product | Mark-To-Market Derivatives [Member] | Put Option [Member] | Long [Member] | |||
Derivative, Nonmonetary Notional Amount | (121) | ||
NGL/Refined product | Mark-To-Market Derivatives [Member] | Forward Swaps [Member] | Short [Member] | |||
Derivative, Nonmonetary Notional Amount | (8,151) | (13,870) | |
[1] Includes aggregate amounts for open positions related to Houston Ship Channel, Waha Hub, NGPL TexOk, West Louisiana Zone and Henry Hub locations. |
Derivative Assets And Liabili_5
Derivative Assets And Liabilities Table - Interest Rate Swaps Outstanding (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Dec. 31, 2023 | |
Discussion of Interest Rate Derivative Risk Management Policy | Interest Rate RiskWe are exposed to market risk for changes in interest rates. To maintain a cost effective capital structure, we borrow funds using a mix of fixed rate debt and variable rate debt. We also manage our interest rate exposure by utilizing interest rate swaps to achieve a desired mix of fixed and variable rate debt. We also utilize forward starting interest rate swaps to lock in the rate on a portion of our anticipated debt issuances. | |
April 2025 | USAC [Member] | ||
Description of Interest Rate Derivative Activities | Pay a fixed rate of 3.9725% and receive a floating rate based on SOFR | |
Derivative, Notional Amount | $ 700 | $ 700 |
Derivative Assets And Liabili_6
Derivative Assets And Liabilities Table - Fair Value of Derivative Instruments (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Total derivatives assets | $ 605 | $ 616 |
Total derivatives liabilities | (590) | (464) |
Designated as Hedging Instrument [Member] | ||
Total derivatives assets | 14 | 51 |
Total derivatives liabilities | (9) | (6) |
Not Designated as Hedging Instrument [Member] | ||
Total derivatives assets | 591 | 565 |
Total derivatives liabilities | (581) | (458) |
Commodity Derivatives [Member] | Not Designated as Hedging Instrument [Member] | ||
Total derivatives assets | 94 | 132 |
Total derivatives liabilities | (88) | (80) |
Commodity Derivatives (Margin Deposits) [Member] | Designated as Hedging Instrument [Member] | ||
Total derivatives assets | 14 | 51 |
Total derivatives liabilities | (9) | (6) |
Commodity Derivatives (Margin Deposits) [Member] | Not Designated as Hedging Instrument [Member] | ||
Total derivatives assets | 489 | 427 |
Total derivatives liabilities | (493) | (374) |
Interest Rate Derivatives [Member] | Not Designated as Hedging Instrument [Member] | ||
Total derivatives assets | 8 | 6 |
Total derivatives liabilities | $ 0 | $ (4) |
Derivative Assets And Liabili_7
Derivative Assets And Liabilities Table - Gross FV and Netting Offset (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | $ 605 | $ 616 |
Derivative Liability, Fair Value, Gross Liability | (590) | (464) |
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 52 | 176 |
Derivative Liability, Fair Value, Amount Not Offset Against Collateral | 37 | 24 |
Derivative assets (liabilities) | ||
Derivatives, Fair Value [Line Items] | ||
Counterparty netting | (73) | (72) |
Counterparty netting | 73 | 72 |
Other current assets (liabilities) | ||
Derivatives, Fair Value [Line Items] | ||
Counterparty netting | (480) | (368) |
Counterparty netting | 480 | 368 |
Without offsetting agreements [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 8 | 6 |
Derivative Liability, Fair Value, Gross Liability | 0 | (4) |
OTC Contracts [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 94 | 132 |
Derivative Liability, Fair Value, Gross Liability | (88) | (80) |
Broker cleared derivative contracts [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 503 | 478 |
Derivative Liability, Fair Value, Gross Liability | $ (502) | $ (380) |
Derivative Assets And Liabili_8
Derivative Assets And Liabilities Table - Partnership's Derivative Assets and Liabilities Amount of Gain (Loss) Recognized (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Amount of Gain/(Loss) Recognized in Income on Derivatives | $ (21) | $ 29 | $ (3) | $ 65 |
Gain on interest rate derivatives | 3 | 35 | 12 | 15 |
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net | $ (24) | $ (6) | $ (15) | $ 50 |
Reportable Segments Table - Rev
Reportable Segments Table - Revenues (External and Intersegment) by Investments (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenues | $ (20,729) | $ (18,320) | $ (42,358) | $ (37,315) |
Intersegment Eliminations [Member] | ||||
Revenues | (2,806) | (2,810) | (5,829) | (6,279) |
Intrastate Transportation And Storage [Member] | Operating Segments [Member] | ||||
Revenues | (637) | (807) | (1,555) | (2,097) |
Intrastate Transportation And Storage [Member] | Operating Segments [Member] | External Customers [Member] | ||||
Revenues | (578) | (730) | (1,388) | (1,544) |
Intrastate Transportation And Storage [Member] | Operating Segments [Member] | Intersegment [Member] | ||||
Revenues | (59) | (77) | (167) | (553) |
Investment In Sunoco LP [Member] | Operating Segments [Member] | ||||
Revenues | (6,173) | (5,745) | (11,672) | (11,107) |
Investment In Sunoco LP [Member] | Operating Segments [Member] | External Customers [Member] | ||||
Revenues | (6,172) | (5,729) | (11,667) | (11,078) |
Investment In Sunoco LP [Member] | Operating Segments [Member] | Intersegment [Member] | ||||
Revenues | (1) | (16) | (5) | (29) |
Investment In USAC [Member] | Operating Segments [Member] | ||||
Revenues | (236) | (207) | (465) | (404) |
Investment In USAC [Member] | Operating Segments [Member] | External Customers [Member] | ||||
Revenues | (230) | (201) | (453) | (393) |
Investment In USAC [Member] | Operating Segments [Member] | Intersegment [Member] | ||||
Revenues | (6) | (6) | (12) | (11) |
Interstate Transportation and Storage [Member] | Operating Segments [Member] | ||||
Revenues | (519) | (550) | (1,121) | (1,184) |
Interstate Transportation and Storage [Member] | Operating Segments [Member] | External Customers [Member] | ||||
Revenues | (513) | (536) | (1,108) | (1,158) |
Interstate Transportation and Storage [Member] | Operating Segments [Member] | Intersegment [Member] | ||||
Revenues | (6) | (14) | (13) | (26) |
Midstream [Member] | Operating Segments [Member] | ||||
Revenues | (2,507) | (2,468) | (5,281) | (5,222) |
Midstream [Member] | Operating Segments [Member] | External Customers [Member] | ||||
Revenues | (776) | (786) | (1,582) | (1,595) |
Midstream [Member] | Operating Segments [Member] | Intersegment [Member] | ||||
Revenues | (1,731) | (1,682) | (3,699) | (3,627) |
NGL and refined products transportation and services [Member] | Operating Segments [Member] | ||||
Revenues | (5,795) | (5,001) | (12,321) | (10,604) |
NGL and refined products transportation and services [Member] | Operating Segments [Member] | External Customers [Member] | ||||
Revenues | (4,897) | (4,104) | (10,581) | (8,841) |
NGL and refined products transportation and services [Member] | Operating Segments [Member] | Intersegment [Member] | ||||
Revenues | (898) | (897) | (1,740) | (1,763) |
Crude oil transportation and services [Member] | Operating Segments [Member] | ||||
Revenues | (7,372) | (5,953) | (15,010) | (12,033) |
Crude oil transportation and services [Member] | Operating Segments [Member] | External Customers [Member] | ||||
Revenues | (7,362) | (5,953) | (15,000) | (12,032) |
Crude oil transportation and services [Member] | Operating Segments [Member] | Intersegment [Member] | ||||
Revenues | (10) | 0 | (10) | (1) |
Other Segments [Member] | Operating Segments [Member] | ||||
Revenues | (296) | (399) | (762) | (943) |
Other Segments [Member] | Operating Segments [Member] | External Customers [Member] | ||||
Revenues | (201) | (281) | (579) | (674) |
Other Segments [Member] | Operating Segments [Member] | Intersegment [Member] | ||||
Revenues | $ (95) | $ (118) | $ (183) | $ (269) |
Reportable Segments Table - Seg
Reportable Segments Table - Segment Adjusted EBITDA (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Segment Reporting Information [Line Items] | ||||
Segment Adjusted EBITDA | $ 3,760 | $ 3,122 | $ 7,640 | $ 6,555 |
Depreciation, depletion and amortization | 1,213 | 1,061 | 2,467 | 2,120 |
Interest Expense | 762 | 641 | 1,490 | 1,260 |
Impairment losses | 50 | 10 | 50 | 11 |
Gain on interest rate derivatives | (3) | (35) | (12) | (15) |
Non-cash compensation expense | 30 | 27 | 76 | 64 |
Unrealized (gain) loss on commodity risk management activities | (38) | (55) | 103 | 75 |
Equity in earnings of unconsolidated affiliates | (85) | (95) | (183) | (183) |
Income tax expense | 227 | 108 | 316 | 179 |
Net income | 1,992 | 1,233 | 3,684 | 2,680 |
Inventory valuation adjustments | 32 | 57 | (98) | 28 |
Loss on extinguishment of debt | 6 | 0 | 11 | 0 |
Adjusted EBITDA attributable to unconsolidated affiliates | 170 | 171 | 341 | 332 |
Gain (Loss) on Disposition of Assets | (598) | 0 | (598) | 0 |
Other, net | 2 | (1) | (7) | 4 |
Intrastate Transportation And Storage [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Segment Adjusted EBITDA | 328 | 216 | 766 | 625 |
Investment In Sunoco LP [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Segment Adjusted EBITDA | 320 | 250 | 562 | 471 |
Investment In USAC [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Segment Adjusted EBITDA | 144 | 125 | 283 | 243 |
Interstate Transportation and Storage [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Segment Adjusted EBITDA | 392 | 441 | 875 | 977 |
Midstream [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Segment Adjusted EBITDA | 693 | 579 | 1,389 | 1,220 |
NGL and refined products transportation and services [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Segment Adjusted EBITDA | 1,070 | 837 | 2,059 | 1,776 |
Crude oil transportation and services [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Segment Adjusted EBITDA | 801 | 674 | 1,649 | 1,200 |
All Other Segment | ||||
Segment Reporting Information [Line Items] | ||||
Segment Adjusted EBITDA | $ 12 | $ 0 | $ 57 | $ 43 |