Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2015shares | |
Document Information [Line Items] | |
Entity Registrant Name | Crestwood Midstream Partners LP |
Trading Symbol | CMLP |
Entity Central Index Key | 1,304,464 |
Current Fiscal Year End Date | --12-31 |
Entity Filer Category | Large Accelerated Filer |
Document Type | 10-Q |
Document Period End Date | Sep. 30, 2015 |
Document Fiscal Year Focus | 2,015 |
Document Fiscal Period Focus | Q3 |
Amendment Flag | false |
Limited Partner Units | |
Document Information [Line Items] | |
Entity Common Stock, Shares Outstanding | 0 |
Preferred Units, Class A | |
Document Information [Line Items] | |
Entity Common Stock, Shares Outstanding | 0 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash | $ 0.2 | $ 7.6 |
Accounts receivable | 302.5 | 379.3 |
Inventory | 49.9 | 46.6 |
Derivative Asset, Current | 34.4 | 79.8 |
Prepaid expenses and other current assets | 19.8 | 23.3 |
Total current assets | 406.8 | 536.6 |
Property, plant and equipment (Note 4) | 4,195.6 | 4,144.6 |
Less: accumulated depreciation and depletion | 520 | 398.6 |
Property, plant and equipment, net | 3,675.6 | 3,746 |
Intangible assets: | ||
Intangible assets (Note 4) | 1,127.7 | 1,123.7 |
Less: accumulated amortization | 223.7 | 154.1 |
Intangible assets, net | 904 | 969.6 |
Goodwill | 1,556.1 | 2,234.6 |
Investment in unconsolidated affiliates (Note 5) | 332.4 | 295.1 |
Other assets | 2.9 | 3.3 |
Total assets | 6,877.8 | 7,785.2 |
Current liabilities: | ||
Accounts payable | 163.9 | 235 |
Accrued expenses and other liabilities (Note 4) | 117.8 | 150.1 |
Derivative Liability, Current | 8.1 | 25.4 |
Current portion of long-term debt (Note 6) | 7.6 | 0.8 |
Total current liabilities | 297.4 | 411.3 |
Long-term debt, less current portion (Note 6) | 2,517.9 | 2,014.5 |
Other long-term liabilities | 42 | 38.3 |
Deferred Tax Liabilities, Net, Noncurrent | $ 0.9 | $ 0.7 |
Commitments and contingencies (Note 11) | ||
Partners’ capital (Note 9): | ||
Class A preferred units (17,917,870 units issued and outstanding at December 31, 2014) | $ 0 | $ 447.7 |
Partners’ capital (187,965,105 limited partner units issued and outstanding at December 31, 2014) | 3,838.3 | 4,701 |
Total Crestwood Midstream Partners LP partners’ capital | 3,838.3 | 5,148.7 |
Interest of non-controlling partners in subsidiary | 181.3 | 171.7 |
Total partners’ capital | 4,019.6 | 5,320.4 |
Total liabilities and partners’ capital | $ 6,877.8 | $ 7,785.2 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - shares | Sep. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred units, issued | 0 | 17,917,870 |
Preferred units, outstanding | 0 | 17,917,870 |
Common units, issued | 0 | 187,965,105 |
Common units, outstanding | 0 | 187,965,105 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenues: | ||||
Gathering and processing | $ 275.3 | $ 529.7 | $ 799.5 | $ 1,426 |
Marketing, supply and logistics | 179.3 | 312.2 | 653 | 947.4 |
Total product revenue | 454.6 | 841.9 | 1,452.5 | 2,373.4 |
Gathering and processing | 79.4 | 87.3 | 250.2 | 242.2 |
Storage and transportation | 65 | 63.4 | 201.1 | 186.1 |
Marketing, supply and logistics | 30.8 | 40.4 | 96.9 | 118.5 |
Related party (Note 11) | 0.9 | 0.8 | 3 | 2.4 |
Total service revenue | 176.1 | 191.9 | 551.2 | 549.2 |
Total revenues | 630.7 | 1,033.8 | 2,003.7 | 2,922.6 |
Costs of product/services sold: | ||||
Gathering and processing | 275.4 | 542.6 | 818.9 | 1,408.2 |
Marketing, supply and logistics | 149.2 | 260.1 | 538.5 | 852 |
Related party (Note 12) | 7.2 | 11.3 | 23.2 | 32.1 |
Total product costs | 431.8 | 814 | 1,380.6 | 2,292.3 |
Gathering and processing | 0.2 | 0.1 | 0.5 | 0.6 |
Storage and transportation | 5.2 | 6.6 | 15.8 | 17.8 |
Marketing, supply and logistics | 12 | 19.5 | 41.5 | 56.1 |
Total service costs | 17.4 | 26.2 | 57.8 | 74.5 |
Total costs of product/services sold | 449.2 | 840.2 | 1,438.4 | 2,366.8 |
Expenses: | ||||
Operations and maintenance | 48.8 | 53.7 | 143.3 | 141.9 |
General and administrative | 29.2 | 20.5 | 82.1 | 69.2 |
Depreciation, amortization and accretion | 70 | 63.9 | 208.3 | 186 |
Costs and Expenses | 148 | 138.1 | ||
Total Expenses | 148 | 138.1 | 433.7 | 397.1 |
Other operating income (expense): | ||||
Gain (loss) on long-lived assets, net | (2.3) | (0.9) | (3.8) | 0.8 |
Loss on contingent consideration | 0 | 0 | 0 | (8.6) |
Operating income | (578.7) | 54.6 | (550.7) | 150.9 |
Earnings (loss) from unconsolidated affiliates, net | 2.8 | 0.3 | 11.2 | (1.3) |
Interest and debt expense, net | (32.6) | (27.8) | (95.1) | (84.9) |
Income (loss) before income taxes | (610.3) | 27.1 | (653.5) | 64.7 |
Provision (benefit) for income taxes | (0.1) | 0 | 0.4 | 0.8 |
Net income (loss) | (610.2) | 27.1 | (653.9) | 63.9 |
Net income attributable to non-controlling partners | (5.9) | (4.5) | (17.2) | (11.3) |
Net income (loss) attributable to Crestwood Midstream Partners LP | (616.1) | 22.6 | (671.1) | 52.6 |
Net income attributable to Class A preferred units | (6.4) | (9.1) | (23.1) | (10.2) |
Net income (loss) attributable to partners | (622.5) | 13.5 | (694.2) | 42.4 |
Weighted-average limited partners’ units outstanding: | ||||
Loss on modification/extinguishment of debt | $ (1.8) | $ 0 | $ (18.9) | $ 0 |
CONSOLIDATED STATEMENT OF PARTN
CONSOLIDATED STATEMENT OF PARTNERS' CAPITAL - 9 months ended Sep. 30, 2015 - USD ($) $ in Millions | Total | Preferred Partner | Limited Partner | Non Controlling Partners | Partners' Capital |
Proceeds from issuance of preferred limited partners units, net | $ 58.8 | $ 0 | $ 0 | $ 58.8 | |
Partners' Capital Account, Exchanges and Conversions | (529.6) | 529.6 | 0 | 0 | |
Beginning Balance at Dec. 31, 2014 | $ 5,148.7 | 447.7 | 4,701 | 171.7 | 5,320.4 |
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Distributions to partners | 0 | (710) | 0 | (710) | |
Issuance of Class A preferred units | (222.9) | ||||
Unit-based compensation charges | 0 | 14 | 0 | 14 | |
Taxes paid for unit-based compensation vesting | 0 | (2.1) | 0 | (2.1) | |
Net income (loss) | (653.9) | 23.1 | (694.2) | 17.2 | (653.9) |
Ending Balance at Sep. 30, 2015 | $ 3,838.3 | 0 | 3,838.3 | 181.3 | 4,019.6 |
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Noncontrolling Interest, Decrease from Distributions to Noncontrolling Interest Holders | $ 0 | $ 0 | $ (7.6) | $ (7.6) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Operating activities | ||
Net income (loss) | $ (653.9) | $ 63.9 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation, amortization and accretion | 208.3 | 186 |
Amortization of debt-related deferred costs and premiums | 5.9 | 5.5 |
Unit-based compensation charges | 14 | 13.9 |
Goodwill impairment | 678.5 | 0 |
(Gain) loss on long-lived assets | 3.8 | (0.8) |
Loss on contingent consideration | 0 | 8.6 |
Loss on modification/extinguishment of debt | 18.9 | 0 |
(Earnings) loss from unconsolidated affiliates, net, adjusted for cash distributions | (1.6) | 1.3 |
Deferred income taxes | 0.2 | 0.5 |
Other | 0.6 | 0 |
Changes in operating assets and liabilities, net of effects from acquisitions | 55.9 | (4.3) |
Net cash provided by operating activities | 330.6 | 274.6 |
Investing activities | ||
Acquisitions, net of cash acquired (Note 3) | 0 | (19.5) |
Purchases of property, plant and equipment | (122.8) | (283.8) |
Investment in unconsolidated affiliates | (39.8) | (81.8) |
Proceeds from Equity Method Investment, Dividends or Distributions, Return of Capital | 4.4 | 0 |
Proceeds from sale of assets | 2.9 | 0.3 |
Net cash used in investing activities | (155.3) | (384.8) |
Financing activities | ||
Proceeds from the issuance of long-term debt | 2,698.8 | 1,410.9 |
Principal payments on long-term debt | (2,187.9) | (1,390.9) |
Payments on capital leases | (1.6) | (2.6) |
Payments for debt-related deferred costs | (17.3) | (0.1) |
Financing fees paid for early debt redemption | (13.6) | 0 |
Distributions to partners | (710) | (330.7) |
Distributions paid to non-controlling partners | (7.6) | 0 |
Net proceeds from issuance of preferred equity of subsidiary | 0 | 53.9 |
Net proceeds from the issuance of Class A preferred units | 58.8 | 366.8 |
Taxes paid for unit-based compensation vesting | (2.1) | (1.5) |
Other | (0.2) | (0.6) |
Net cash provided by (used in) financing activities | (182.7) | 105.2 |
Net change in cash | (7.4) | (5) |
Cash at beginning of period | 7.6 | |
Cash at end of period | 0.2 | 0.1 |
Supplemental schedule of non-cash investing and financing activities | ||
Net change to property, plant and equipment through accounts payable and accrued expenses | (19.3) | (8) |
Preferred Units, Class A | ||
Financing activities | ||
Net proceeds from the issuance of Class A preferred units | $ 58.8 | $ 366.8 |
Business Description
Business Description | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Description | Business Description Organization Crestwood Midstream Partners LP (the Company or Crestwood) is a Delaware limited partnership that provides midstream solutions to customers in the crude oil, natural gas liquids (NGLs) and natural gas sectors of the energy industry. We are engaged primarily in the gathering, processing, storage, transportation and marketing of natural gas and NGLs, and the gathering, storage, transportation and marketing of crude oil. On May 5, 2015, Crestwood Equity Partners LP (CEQP), a Delaware limited partnership, the Company and certain of its affiliates entered into a definitive agreement under which the Company agreed to merge with a wholly-owned subsidiary of CEQP, with the Company surviving as a wholly-owned subsidiary of CEQP (the Simplification Merger). On September 30, 2015, the Company's unitholders approved the Simplification Merger and we completed the merger on that date. As part of the merger consideration, our common and preferred unitholders (other than CEQP and its subsidiaries) received 2.75 common or preferred units of CEQP for each common or preferred unit of the Company held upon completion of the merger. Prior to the Simplification Merger, CEQP indirectly owned a non-economic general partnership interest in us and 100% of our incentive distribution rights (IDRs), which entitled CEQP to receive 50% of all distributions paid to our common unit holders in excess of our initial quarterly distribution of $0.37 per common unit. The Company was also a publicly-traded limited partnership with common units listed on the New York Stock Exchange (NYSE) under the listing symbol "CMLP." As a result of our completion of the Simplification Merger on September 30, 2015, our common units ceased to be listed on the NYSE, our IDRs were eliminated and the Company became a wholly-owned subsidiary of CEQP. On September 30, 2015, CEQP contributed 100% of its interest in Crestwood Operations LLC (Crestwood Operations) to the Company. Crestwood Operations owns a proprietary NGL business primarily consisting of: • a fleet of rail and over-the-road transportation vehicles, rail-to-truck terminals located in Florida, New Jersey, New York and Rhode Island, and truck maintenance facilities located in Indiana, Mississippi, New Jersey and Ohio; • West Coast NGL operations, which provides processing, fractionation, storage, transportation and marketing services to producers, refiners and other customers. Located near Bakersfield, California, the West Coast facilities include 24 million gallons of aboveground NGL storage capacity, 25 MMcf/d of natural gas processing capacity, 12,000 Bbls of NGL fractionation capacity, 8,000 Bbls/d of butane isomerization capacity and NGL rail and truck take-away options; and • the Seymour NGL storage facility located in Seymour, Indiana, which has 21 million gallons of underground NGL storage capacity and 1.2 million gallons of aboveground bullet storage capacity. Immediately following the Simplification Merger and the related transactions described above, as of September 30, 2015, CEQP owns a 99.9% limited partnership interest in us and Crestwood Gas Services GP, LLC (CGS GP), a wholly-owned subsidiary of CEQP, owns a 0.1% limited partnership interest in us. Our general partner, Crestwood Midstream GP LLC, is a wholly-owned subsidiary of CEQP. CEQP is indirectly owned by Crestwood Holdings LLC (Crestwood Holdings), which is substantially owned and controlled by First Reserve Management, L.P. (First Reserve). Description of Business In conjunction with the Simplification Merger, we modified our segments and our financial statements now reflect three operating and reporting segments: (i) gathering and processing operations; (ii) storage and transportation operations; and (iii) marketing, supply and logistics operations (formerly NGL and crude services operations). Consequently, the results of our Arrow operations are now reflected in our gathering and processing operations for all periods presented and our COLT and Powder River Basin Industrial Complex LLC (PRBIC) operations are now reflected in our storage and transportation operations for all periods presented. These respective operations were previously included in our NGL and crude services operations. Below is a description of our operating and reporting segments. • Gathering and Processing : our gathering and processing (G&P) operations provide natural gas gathering, processing, treating, compression, transportation services, crude oil and water gathering and transportation services to producers in unconventional shale plays and tight-gas plays in West Virginia, Wyoming, Texas, Arkansas, New Mexico, Louisiana and North Dakota. This segment primarily includes (i) our rich gas gathering systems and processing plants in the Marcellus, Powder River Basin (PRB) Niobrara, Barnett, and Permian Shale plays; (ii) our dry gas gathering systems in the Barnett, Fayetteville, and Haynesville Shale plays; and (iii) our Arrow crude oil, natural gas and water gathering systems in the Bakken Shale play; • Storage and Transportation : our storage and transportation (S&T) operations provide natural gas and crude oil storage and transportation services to producers, utilities and other customers. This segment primarily includes (i) our natural gas storage facilities (Stagecoach, Thomas Corners, Steuben and Seneca Lake); (ii) our regulated natural gas transmission facilities (the North-South Facilities, the MARC I Pipeline and the East Pipeline) in New York and Pennsylvania; and (iii) the COLT Hub, a crude oil rail loading and storage terminal located in North Dakota; and • Marketing, Supply and Logistics : our marketing, supply and logistics (MS&L) operations provide NGLs and crude oil storage, marketing and transportation services to producers, refiners, marketers and other customers. This segment primarily includes (i) our West Coast processing and fractionation operations; (ii) our NGL storage facilities in Bath, New York and Seymour, Indiana; (iii) our rail-to-truck NGL terminals and a fleet of NGL, crude oil and produced water transportation assets; and (iv) our solution-mining and salt production company (US Salt). Unless otherwise indicated, references in this report to “we,” “us,” “our,” “ours,” “our company,” the “partnership,” the “Company,” “CMLP,” “Crestwood” and similar terms refer to either Crestwood Midstream Partners LP itself or Crestwood Midstream Partners LP and its consolidated subsidiaries, as the context requires. |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation Our consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) and include the accounts of all consolidated subsidiaries after the elimination of all intercompany accounts and transactions. In management’s opinion, all necessary adjustments to fairly present our results of operations, financial position and cash flows for the periods presented have been made and all such adjustments are of a normal and recurring nature. Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with GAAP have been omitted pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). In conjunction with the closing of the Simplification Merger on September 30, 2015, CEQP contributed 100% of its interest in Crestwood Operations to us and as a result, we control the operating and financial decisions of Crestwood Operations. We accounted for this transaction as a reorganization of entities under common control and the accounting standards related to such transactions requires us to record the assets and liabilities of Crestwood Operations at CEQP's carrying value and retroactively adjust our historical results to reflect the operations of Crestwood Operations as being acquired on June 19, 2013, the date in which the Company and Crestwood Operations came under common control. However, the consolidated financial statements are not necessarily indicative of the result of operations that would have occurred if the Company had owned Crestwood Operations during the periods presented. Beginning in the third quarter of 2015, we began presenting our revenues from product sales separately from service revenues (and the related costs and expenses) in our consolidated statements of operations. In addition, we also reclassified our historical consolidated statements of operations for the three and nine months ended September 30, 2014 to reflect this change. This change had no impact on our previously reported total revenues net income or partners' capital. The accompanying consolidated financial statements and related notes should be read in conjunction with our 2014 Annual Report on Form 10-K filed with the SEC on February 27, 2015 and our Form 8-K filed with the SEC on October 1, 2015. The financial information as of September 30, 2015 and December 31, 2014, and for the three and nine months ended September 30, 2015 and 2014 , is unaudited. Significant Accounting Policies There were no material changes in our significant accounting policies from those described in our 2014 Annual Report on Form 10-K. Below is an update of our estimates related to goodwill and our policy related to the classification of revenues on our consolidated statements of operations. Goodwill Our goodwill represents the excess of the amount we paid for a business over the fair value of the net identifiable assets acquired. We evaluate goodwill for impairment annually on December 31, and whenever events indicate that it is more likely than not that the fair value of a reporting unit could be less than its carrying amount. This evaluation requires us to compare the fair value of each of our reporting units to its carrying value (including goodwill). If the fair value exceeds the carrying amount, goodwill of the reporting unit is not considered impaired. We estimate the fair value of our reporting units based on a number of factors, including discount rates, projected cash flows, enterprise value and the potential value we would receive if we sold the reporting unit. Estimating projected cash flows requires us to make certain assumptions as it relates to the future operating performance of each of our reporting units (which includes assumptions, among others, about estimating future operating margins and related future growth in those margins, contracting efforts and the cost and timing of facility expansions) and assumptions related to our customers, such as their future capital and operating plans and their financial condition. When considering operating performance, various factors are considered such as current and changing economic conditions and the commodity price environment, among others. Due to the imprecise nature of these projections and assumptions, actual results can and often do, differ from our estimates. If the assumptions embodied in the projections prove inaccurate, we could incur a future impairment charge. We acquired substantially all of our reporting units in 2013, 2012 and 2011, which required us to record the assets, liabilities and goodwill of each of those reporting units at fair value on the date they were acquired. As a result, any level of decrease in the forecasted cash flows of these businesses or increases in the discount rates utilized to value those businesses from their respective acquisition dates would likely result in the fair value of the reporting unit falling below the carrying value of the reporting unit, and could result in an assessment of whether that reporting unit's goodwill is impaired. Commodity prices have continued to decline since late 2014, and that decline has adversely impacted forecasted cash flows, discount rates and stock/unit prices for most companies in the midstream industry, including us. In particular, due to the significant, sustained decrease in the market price of our and CEQP's common units from January 1, 2015 to June 30, 2015 and from July 1, 2015 to September 30, 2015, we evaluated the carrying value of our reporting units and determined it was more likely than not that the goodwill associated with all of our reporting units, in aggregate, was impaired as of September 30, 2015 and June 30, 2015. As a result of further analysis of the fair value of goodwill of our reporting units, we recorded goodwill impairments on several of our reporting units during the quarters ended September 30, 2015 and June 30, 2015. The following table summarizes the goodwill of our various reporting units (in millions): Goodwill at December 31, 2014 Goodwill Impairments during the Three Months Ended Goodwill at September 30, 2015 September 30, 2015 June 30, 2015 (Preliminary) Gathering and Processing Fayetteville $ 72.5 $ 39.1 $ 8.3 $ 25.1 Marcellus 8.6 — — 8.6 Arrow 45.9 — — 45.9 Storage and Transportation Northeast Storage and Transportation 726.3 — — 726.3 COLT 668.3 348.0 — 320.3 Marketing, Supply and Logistics West Coast 85.9 57.5 28.4 — Supply and Logistics 266.2 — — 266.2 Storage and Terminals 104.2 — — 104.2 US Salt 12.6 — — 12.6 Trucking 177.9 147.3 — 30.6 Watkins Glen 66.2 18.0 31.9 16.3 Total $ 2,234.6 $ 609.9 $ 68.6 $ 1,556.1 Our assessment of the goodwill of all of the reporting units included in the table above, which includes those for which we recorded impairments as of September 30, 2015 and those for which we did not record impairments as of September 30, 2015, is preliminary in nature. For those reporting units which we did not record goodwill impairments, we were not reasonably able to estimate the amount of goodwill impairment, if any, as of September 30, 2015. We will finalize the impairment of our goodwill during the quarter ended December 31, 2015, which may result in the recording of additional goodwill impairments or adjustments of the goodwill impairments recorded as of September 30, 2015 as we receive updated information about the fair value of the assets and liabilities of the reporting units given the uncertainties surrounding the continued decline in commodity prices and its impact on the forecasted demand for the products we sell and the services that we provide. The preliminary goodwill impairments recorded during the three months ended September 30, 2015 and the goodwill impairments recorded during the three months ended June 30, 2015, primarily resulted from increasing the discount rates utilized in determining the fair value of the reporting units for certain of those reporting units considering the continued decrease in commodity prices and its impact on the midstream industry and our customers. In addition to the impact of increasing discount rates, the impairment of our Watkins Glen goodwill also resulted from continued delays and uncertainties in the permitting of our proposed NGL storage facility. The remaining goodwill related to these reporting units represents the fair value of the goodwill as of September 30, 2015, which is a Level 3 fair value measurement. Revenue Recognition We gather, treat, compress, store, transport and sell various commodities (including crude oil, natural gas, NGLs and water) pursuant to fixed-fee and percent-of-proceeds contracts. Under certain of those contracts in our G&P operations and our marketing, supply and logistics operations, we take title to the underlying commodity. We classify the revenues associated with the products to which we take title as product revenues in our consolidated statement of operations. We classify all other revenues as service revenues in our consolidated statement of operations. For a further discussion of our accounting policy related to revenue recognition, see our 2014 Annual Report on Form 10-K. New Accounting Pronouncements Issued But Not Yet Adopted As of September 30, 2015 , the following accounting standards had not yet been adopted by us. In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update 2014-09, Revenue from Contracts with Customers, which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes current revenue recognition guidance. We expect to adopt the provisions of this standard effective January 1, 2018 and are currently evaluating the impact that this standard will have on our consolidated financial statements. In February 2015, the FASB issued Accounting Standards Update 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which provides additional guidance on the consolidation of limited partnerships and on the evaluation of variable interest entities. We expect to adopt the provisions of this standard effective January 1, 2016 and are currently evaluating the impact, if any, that this standard may have on our consolidated financial statements. In April 2015, the FASB issued Accounting Standards Update 2015-03, Interest - Imputation of Interest (Subtopic 835-30) , which requires deferred debt issuance costs to be classified as a reduction of the debt liability rather than as an asset in the balance sheet. We expect to adopt the provisions of this standard effective January 1, 2016, and do not currently anticipate it will have a significant impact on our consolidated financial statements. |
Acquisitions and Divestitures
Acquisitions and Divestitures | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Crude Transportation Acquisitions (Bakken) Red Rock. On March 21, 2014, we purchased substantially all of the trucking operations of Red Rock Transportation Inc. (Red Rock) for approximately $13.8 million , comprised of $12.1 million paid at closing plus deferred payments of $1.8 million . These operations are located in Watford City, North Dakota and provide crude oil and produced water hauling services to the oilfields of western North Dakota and eastern Montana. The acquired assets include a fleet of approximately 56 trailer tanks, 22 double bottom body tanks and 44 tractors with 28,000 barrels per day of transportation capacity. In the first quarter of 2014, we finalized the purchase price and allocated approximately $10.6 million of the purchase price to property, plant and equipment and intangible assets and approximately $3.2 million to goodwill. Goodwill recognized relates primarily to anticipated operating synergies between the assets acquired and our existing assets. These assets are included in our marketing, supply and logistics segment. LT Enterprises . On May 9, 2014, we purchased substantially all of the operating assets of LT Enterprises, Inc. (LT Enterprises) for approximately $10.7 million , comprised of $9.0 million paid at closing plus deferred payments of $1.7 million . These operations are located in Watford City, North Dakota and provides crude oil and produced water hauling services primarily to the oilfields of western North Dakota. The acquired assets include a fleet of approximately 38 tractors, 51 crude trailers and 17 service vehicles with 20,000 barrels per day of transportation capacity. In addition, we acquired employee housing and 20 acres of greenfield real property located two miles south of Watford City. In the second quarter of 2014, we finalized the purchase price and allocated all of the purchase price to property, plant and equipment and intangible assets. These assets are included in our marketing, supply and logistics segment. The acquisitions of Red Rock and LT Enterprises were not material to our marketing, supply and logistics segment's results of operations for the three and nine months ended September 30, 2014 . In addition, transaction costs related to these acquisitions were not material for the three and nine months ended September 30, 2014 . |
Certain Balance Sheet Informati
Certain Balance Sheet Information | 9 Months Ended |
Sep. 30, 2015 | |
Balance Sheet Related Disclosures [Abstract] | |
Certain Balance Sheet Information | Certain Balance Sheet Information Property, Plant and Equipment Property, plant and equipment consisted of the following at September 30, 2015 and December 31, 2014 ( in millions ): September 30, December 31, Gathering systems and pipelines $ 1,294.3 $ 1,279.5 Facilities and equipment 1,686.1 1,653.8 Buildings, land, rights-of-way, storage contracts and easements 847.1 840.0 Vehicles 44.4 43.5 Construction in process 148.2 156.5 Base gas 37.3 37.5 Salt deposits 120.5 120.5 Office furniture, fixtures and other 17.7 13.3 4,195.6 4,144.6 Less: accumulated depreciation and depletion 520.0 398.6 Total property, plant and equipment, net $ 3,675.6 $ 3,746.0 Capital Leases. We have a treating facility and certain auto leases which are accounted for as capital leases. Our treating facility lease is reflected in facilities and equipment in the above table. We had capital lease assets of $2.9 million and $5.3 million included in property, plant and equipment, net at September 30, 2015 and December 31, 2014 . Intangible Assets Intangible assets consisted of the following at September 30, 2015 and December 31, 2014 ( in millions ): September 30, December 31, Customer accounts $ 583.7 $ 583.7 Covenants not to compete 8.6 8.6 Acquired storage contracts 29.0 29.0 Trademarks 15.8 16.7 Gas gathering, compression and processing contracts 427.3 431.4 Deferred financing costs 63.3 54.3 1,127.7 1,123.7 Less: accumulated amortization 223.7 154.1 Total intangible assets, net $ 904.0 $ 969.6 Accrued Expenses and Other Liabilities Accrued expenses and other liabilities consisted of the following at September 30, 2015 and December 31, 2014 ( in millions ): September 30, December 31, 2014 Accrued expenses $ 50.1 $ 50.0 Accrued property taxes 6.6 2.2 Accrued product purchases payable 1.8 0.7 Tax payable — 1.2 Interest payable 34.9 21.9 Accrued additions to property, plant and equipment 7.7 20.0 Commitments and contingent liabilities ( Note 11 ) — 40.0 Capital leases 1.6 1.9 Deferred revenue 15.1 12.2 Total accrued expenses and other liabilities $ 117.8 $ 150.1 |
Investments in Unconsolidated A
Investments in Unconsolidated Affiliates | 9 Months Ended |
Sep. 30, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Unconsolidated Affiliates | Investments in Unconsolidated Affiliates Net Investments and Earnings (Loss) Our net investments in and earnings (loss) from our unconsolidated affiliates are as follows ( in millions , unless otherwise stated ): Ownership Percentage Investment Earnings (Loss) from Unconsolidated Affiliates September 30, September 30, December 31, Three Months Ended September 30, Nine Months Ended September 30, 2015 2015 2014 2015 2014 2015 2014 Jackalope Gas Gathering Services, L.L.C. (1) 50.00 % (4) $ 255.2 $ 232.9 $ 2.0 $ 0.4 $ 5.6 $ 0.1 Tres Palacios Holdings LLC (2) 50.01 % 40.1 36.0 0.6 — 2.1 — Powder River Basin Industrial Complex, LLC (3) 50.01 % 37.1 26.2 0.2 (0.1 ) 3.5 (1.4 ) Total $ 332.4 $ 295.1 $ 2.8 $ 0.3 $ 11.2 $ (1.3 ) (1) As of September 30, 2015 , our investment balance exceeded our equity in the underlying net assets of Jackalope Gas Gathering Services, L.L.C. (Jackalope) by approximately $51.4 million . We amortize and generally assess the recoverability of this amount over 20 years, which represents the life of Jackalope’s gathering agreement with Chesapeake Energy Corporation and RKI Exploration and Production, LLC, and we reflect the amortization as a reduction of our earnings from unconsolidated affiliates. We recorded amortization of approximately $ 0.8 million for the three months ended September 30, 2015 and 2014 , and $ 2.3 million for the nine months ended September 30, 2015 and 2014 . Our Jackalope investment is included in our gathering and processing segment. (2) In December 2014, one of our consolidated subsidiaries and an affiliate of Brookfield Infrastructure Group (Brookfield) formed the Tres Palacios Holdings LLC (Tres Holdings) joint venture. As of September 30, 2015 , our equity in the underlying net assets exceeded our investment balance in Tres Holdings by approximately $29.4 million . We amortize and generally assess the recoverability of this amount over the life of the Tres Palacios Gas Storage LLC (Tres Palacios) sublease agreement, and we reflect the amortization as an increase in our earnings from unconsolidated affiliates. We recorded amortization of approximately $0.3 million and $0.9 million for the three and nine months ended September 30, 2015 . Our Tres Holdings investment is included in our storage and transportation segment. (3) As of September 30, 2015 , our investment balance approximated our equity in the underlying net assets of PRBIC. During the three months ended June 30, 2015, we recorded additional equity earnings of approximately $3.2 million related to a gain associated with the adjustment of our member's capital account by our equity investee. Our PRBIC investment is included in our storage and transportation segment. (4) Excludes non-controlling interests related to our investment in Jackalope. See Note 9 for a further discussion of our non-controlling interest related to our investment in Jackalope. Distributions and Contributions Jackalope. Jackalope is required, within 30 days following the end of each quarter, to make quarterly distributions of its available cash to its members based on their respective ownership percentage. During the nine months ended September 30, 2015 , we received cash distributions of approximately $8.7 million from Jackalope. During the nine months ended September 30, 2014 , Jackalope did not make any distributions to its members. In October 2015, we received a cash distribution of approximately $3.9 million from Jackalope. During the nine months ended September 30, 2015 and 2014 , we contributed approximately $25.4 million and $78.3 million to Jackalope. Tres Holdings. Tres Holdings is required, within 30 days following the end of each quarter, to make quarterly distributions of its available cash (as defined in its limited liability company agreement) to its members based on their respective ownership percentage. During the nine months ended September 30, 2015 , we received cash distributions of approximately $4.0 million from Tres Holdings. In October 2015, we received a cash distribution of approximately $3.5 million from Tres Holdings. During the nine months ended September 30, 2015 , we contributed approximately $5.7 million to Tres Holdings. PRBIC. PRBIC is required to make quarterly distributions of its available cash to its members based on their respective ownership percentage. During the nine months ended September 30, 2015 , we received cash distributions of approximately $1.3 million from PRBIC. During the nine months ended September 30, 2014 , PRBIC did not make any distributions to its members. In October 2015, we received a cash distribution of approximately $0.6 million from PRBIC. During the nine months ended September 30, 2015 and 2014 , we contributed approximately $8.7 million and $3.5 million to PRBIC. |
Risk Management
Risk Management | 9 Months Ended |
Sep. 30, 2015 | |
Risk Management - Notional Amounts and Terms of Companys Derivative Financial Instruments [Abstract] | |
Risk Management | Risk Management We are exposed to certain market risks related to our ongoing business operations. These risks include exposure to changing commodity prices. We utilize derivative instruments to manage our exposure to fluctuations in commodity prices, which is discussed below. Additional information related to our derivatives is discussed in Note 7. Commodity Derivative Instruments and Price Risk Management Risk Management Activities As discussed in Note 1, in conjunction with the Simplification Merger, CEQP contributed 100% of its interest in Crestwood Operations to us. Crestwood Operations and its wholly-owned subsidiaries sell NGLs to energy related businesses and may use a variety of financial and other instruments including forward contracts involving physical delivery of NGLs, heating oil and crude oil. We periodically enter into offsetting positions to economically hedge against the exposure our customer contracts create. Certain of these contracts and positions are derivative instruments. We do not designate any of our commodity-based derivatives as hedging instruments for accounting purposes. Our commodity-based derivatives are reflected at fair value in the consolidated balance sheets, and changes in the fair value of these derivatives that impact the consolidated statements of operations are reflected in costs of product/services sold. During the three and nine months ended September 30, 2015, the impact to the statement of operations related to our commodity-based derivatives reflected in costs of product/services sold was a gain of $5.7 million and $11.0 million . During the three and nine months ended September 30, 2014, the impact to the statement of operations related to our commodity-based derivatives reflected in costs of product/services sold was a gain of $5.9 million and $10.4 million . We attempt to balance our contractual portfolio in terms of notional amounts and timing of performance and delivery obligations. This balance in the contractual portfolio significantly reduces the volatility in costs of product/services sold related to these instruments. Commodity Price and Credit Risk Notional Amounts and Terms The notional amounts and terms of our derivative financial instruments include the following at September 30, 2015 and December 31, 2014 ( in millions ): September 30, 2015 December 31, 2014 Fixed Price Payor Fixed Price Receiver Fixed Price Payor Fixed Price Receiver Propane, crude and heating oil ( barrels ) 10.6 12.7 6.8 8.4 Natural gas ( MMBTU’s ) — — 0.2 0.1 Notional amounts reflect the volume of transactions, but do not represent the amounts exchanged by the parties to the financial instruments. Accordingly, notional amounts do not reflect our monetary exposure to market or credit risks. All contracts subject to price risk had a maturity of 35 years or less; however, 86% of the contracts expire within 12 months. Credit Risk Inherent in our contractual portfolio are certain credit risks. Credit risk is the risk of loss from nonperformance by suppliers, customers or financial counterparties to a contract. We take an active role in managing credit risk and have established control procedures, which are reviewed on an ongoing basis. We attempt to minimize credit risk exposure through credit policies and periodic monitoring procedures as well as through customer deposits, letters of credit and entering into netting agreements that allow for offsetting counterparty receivable and payable balances for certain financial transactions, as deemed appropriate. The counterparties associated with assets from price risk management activities as of September 30, 2015 and December 31, 2014 were energy marketers and propane retailers, resellers and dealers. Certain of our derivative instruments have credit limits that require us to post collateral. The amount of collateral required to be posted is a function of the net liability position of the derivative as well as our established credit limit with the respective counterparty. If our credit rating were to change, the counterparties could require us to post additional collateral. The amount of additional collateral that would be required to be posted would vary depending on the extent of change in our credit rating as well as the requirements of the individual counterparty. The aggregate fair value of all commodity derivative instruments with credit-risk-related contingent features that were in a liability position at September 30, 2015 was $4.1 million , for which we posted no collateral and at December 31, 2014 was $5.2 million for which we posted $1.8 million of collateral in the normal course of business. In addition, at September 30, 2015 and December 31, 2014, we had a New York Mercantile Exchange (NYMEX) related net derivative liability position of $24.5 million and $36.9 million , for which we posted $31.9 million and $41.9 million of cash collateral in the normal course of business. At September 30, 2015 and December 31, 2014, we also received collateral of $17.6 million and $33.6 million in the normal course of business. All collateral amounts have been netted against the asset or liability with the respective counterparty and are reflected in our consolidated balance sheets as assets and liabilities from price risk management activities. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value, Assets, Liabilities and Stockholders' Equity Measured on Recurring Basis [Abstract] | |
Fair Value Measurements | Fair Value Measurements The accounting standard for fair value measurement establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). The three levels of the fair value hierarchy are as follows: • Level 1—Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, listed equities and US government treasury securities. • Level 2—Pricing inputs are other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 2 includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors, and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Instruments in this category include non-exchange-traded derivatives such as over the counter (OTC) forwards, options and physical exchanges. • Level 3—Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value. Cash and Cash Equivalents, Accounts Receivable and Accounts Payable As of September 30, 2015 and December 31, 2014, the carrying amounts of cash, accounts receivable and accounts payable represent fair value based on the short-term nature of these instruments. Credit Facilities The fair value of the amounts outstanding under our credit facilities approximates their carrying amounts as of September 30, 2015 and December 31, 2014 due primarily to the variable nature of the interest rates of the instruments, which is considered a Level 2 fair value measurement. Senior Notes We estimate the fair value of our senior notes primarily based on quoted market prices for the same or similar issuances (representing a Level 2 fair value measurement). The following table reflects the carrying value and fair value of our senior notes ( in millions ): September 30, 2015 December 31, 2014 Carrying Amount Fair Value Carrying Amount Fair Value 2019 Senior Notes $ — $ — $ 351.0 $ 360.5 2020 Senior Notes $ 503.5 $ 448.7 $ 504.0 $ 481.6 2022 Senior Notes $ 600.0 $ 523.4 $ 600.0 $ 568.5 2023 Senior Notes $ 700.0 $ 602.0 $ — $ — Financial Assets and Liabilities As of September 30, 2015 and December 31, 2014, we held certain assets and liabilities that are required to be measured at fair value on a recurring basis, which include our derivative instruments related to heating oil, crude oil, and NGLs. Our derivative instruments consist of forwards, swaps, futures, physical exchanges and options. Certain of our derivative instruments are traded on the NYMEX. These instruments have been categorized as Level 1. Our derivative instruments also include OTC contracts, which are not traded on a public exchange. The fair values of these derivative instruments are determined based on inputs that are readily available in public markets or can be derived from information available in publicly quoted markets. These instruments have been categorized as Level 2. Our OTC options are valued based on the Black Scholes option pricing model that considers time value and volatility of the underlying commodity. The inputs utilized in the model are based on publicly available information as well as broker quotes. These options have been categorized as Level 2. Our financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of fair value assets and liabilities and their placement within the fair value hierarchy levels. The following tables set forth by level within the fair value hierarchy, our assets and liabilities that were accounted for at fair value on a recurring basis at September 30, 2015 and December 31, 2014 ( in millions ): September 30, 2015 Fair Value of Derivatives Level 1 Level 2 Level 3 Total Netting Agreements (1) Total Assets from price risk management $ 0.7 $ 64.8 $ — $ 65.5 $ (31.1 ) $ 34.4 Liabilities from price risk management $ 0.5 $ 50.7 $ — $ 51.2 $ (43.1 ) $ 8.1 December 31, 2014 Fair Value of Derivatives Level 1 Level 2 Level 3 Total Netting Agreements (1) Total Assets from price risk management $ 0.5 $ 146.7 $ — $ 147.2 $ (67.4 ) $ 79.8 Liabilities from price risk management $ 1.6 $ 99.2 $ — $ 100.8 $ (75.4 ) $ 25.4 (1) Amounts represent the impact of legally enforceable master netting agreements that allow us to settle asset and liability positions as well as cash collateral held or placed with the same counterparties. |
Financial Instruments
Financial Instruments | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Financial Instruments | Long-Term Debt Long-term debt consisted of the following at September 30, 2015 and December 31, 2014 ( in millions ): September 30, December 31, Credit Facility $ 716.7 $ 555.0 2019 Senior Notes — 350.0 Premium on 2019 Senior Notes — 1.0 2020 Senior Notes 500.0 500.0 Fair value adjustment of 2020 Senior Notes 3.5 4.0 2022 Senior Notes 600.0 600.0 2023 Senior Notes 700.0 — Other 5.3 5.3 Total debt 2,525.5 2,015.3 Less: current portion 7.6 0.8 Total long-term debt $ 2,517.9 $ 2,014.5 Credit Facility Description of Facility . Contemporaneously with the closing of the Simplification Merger on September 30, 2015, we amended and restated our senior secured credit agreement (the Credit Agreement). The Credit Agreement provides for a five -year $1.5 billion revolving credit facility (the Credit Facility), which expires in September 2020 and is available to fund acquisitions, working capital and internal growth projects and for general partnership purposes. The Credit Facility allows the Company to increase its available borrowings under the facility by $350 million , subject to lender approval and the satisfaction of certain other conditions, as described in the Credit Agreement. The Credit Facility also includes a sub-limit of up to $25 million for same-day swing line advances and a sub-limit up to $350 million for letters of credit. Subject to limited exception, the Credit Facility is guaranteed by and secured by substantially all of the equity interests and assets of our subsidiaries except for Crestwood Niobrara LLC (Crestwood Niobrara), PRBIC and Tres Holdings and their respective subsidiaries. Our obligations under the Credit Agreement are also guaranteed by CEQP. Prior to amending and restating our Credit Agreement, we had a five-year $1.0 billion senior secured revolving credit facility, which would have expired October 2018 (the $1.0 billion credit facility). We recognized a loss on extinguishment of debt of approximately $1.8 million in conjunction with amending and restating our Credit Agreement. Borrowings under the Credit Facility (other than the swing line loans) bear interest at either: • the Alternate Base Rate, which is defined as the highest of (i) the federal funds rate plus 0.50% ; (ii) Wells Fargo Bank's prime rate; or (iii) the Eurodollar Rate adjusted for certain reserve requirements plus 1% ; plus a margin varying from 0.75% to 1.75% depending on our most recent consolidated total leverage ratio; or • the Eurodollar Rate, adjusted for certain reserve requirements plus a margin varying from 1.75% to 2.75% depending on our most recent consolidated total leverage ratio. Swing line loans bear interest at the Alternate Base Rate as described above. The unused portion of the Credit Facility is subject to a commitment fee ranging from 0.30% to 0.50% according to our most recent consolidated total leverage ratio. Interest on the Alternate Base Rate loans is payable quarterly, or if the adjusted Eurodollar Rate applies, interest is payable at certain intervals selected by us. At September 30, 2015 , the balance outstanding under our Credit Facility was $716.7 million and our outstanding standby letters of credit were $50.8 million . At September 30, 2015 , we had $473.3 million of available capacity under the Credit Facility considering the most restrictive debt covenants in our credit agreement. Borrowings under our Credit Facility accrue interest at prime or Eurodollar based rates plus applicable spreads, which resulted in interest rates between 2.70% and 4.75% at September 30, 2015 . The weighted-average interest rate as of September 30, 2015 was 3.82% . At December 31, 2014, the balance outstanding under our $1.0 billion credit facility was $555.0 million and our outstanding letters of credit were $15.1 million . Borrowings under our $1.0 billion credit facility accrued interest at prime or LIBOR-based rates plus applicable spreads, which resulted in interest rates between 2.66% and 4.75% at December 31, 2014. The weighted-average interest rate as of December 31, 2014 was 2.86% . In conjunction with the closing of the Simplification Merger, we borrowed approximately $720 million under the Credit Facility on September 30, 2015 to (i) repay all borrowings outstanding under our $1.0 billion credit facility, (ii) fund a distribution of approximately $378.3 million to CEQP for purposes of repaying (or, if applicable, satisfying and discharging) substantially all of its outstanding indebtedness, and (iii) pay merger-related fees and expenses. Restrictive Covenants . The Credit Facility contains various covenants and restrictive provisions that limit our ability to, among other things, (i) incur additional debt; (ii) make distributions on or redeem or repurchase units; (iii) make certain investments and acquisitions; (iv) incur or permit certain liens to exist; (v) merge, consolidate or amalgamate with another company; and (vi) transfer or dispose of assets. We are required under our Credit Agreement to maintain a net debt to consolidated EBITDA ratio (as defined in our Credit Agreement) of not more than 5.50 to 1.0 , a consolidated EBITDA to consolidated interest expense ratio (as defined in our Credit Agreement) of not less than 2.50 to 1.0 , and a senior secured leverage ratio (as defined in our Credit Agreement) of not more than 3.75 to 1.0. At September 30, 2015 , our net debt to consolidated EBITDA was approximately 4.63 to 1.0 , our consolidated EBITDA to consolidated interest expense was approximately 4.12 to 1.0 , and our senior secured leverage ratio was 1.31 to 1.0. If we fail to perform our obligations under these and other covenants, the lenders' credit commitment could be terminated and any outstanding borrowings, together with accrued interest, under the Credit Facility could be declared immediately due and payable. The Credit Facility also has cross default provisions that apply to any other material indebtedness of ours. Senior Notes In March 2015, we issued $700.0 million of 6.25% unsecured Senior Notes due 2023 (the 2023 Senior Notes) in a private offering. The 2023 Senior Notes will mature on April 1, 2023, and interest is payable semiannually in arrears on April 1 and October 1 of each year, beginning October 1, 2015. The net proceeds from this offering of approximately $688.3 million were used to pay down borrowings under the $1.0 billion credit facility and for general partnership purposes. On April 8, 2015, we redeemed the 2019 Senior Notes for approximately $364.1 million , including accrued interest of $0.5 million and a call premium of $13.6 million . We utilized approximately $315 million of the $1.0 billion credit facility to redeem all of the outstanding 2019 Senior Notes. In conjunction with the redemption of our 2019 Senior Notes, we recorded a loss on extinguishment of debt of approximately $17.1 million . Our senior notes are guaranteed on a senior unsecured basis by all of our domestic subsidiaries that guarantee our Credit Facility, subject to certain exceptions. At September 30, 2015 , we were in compliance with all of our debt covenants applicable to our Credit Facility and our senior notes. |
Partners' Capital
Partners' Capital | 9 Months Ended |
Sep. 30, 2015 | |
Partners' Capital [Abstract] | |
Partners' Capital | Partners’ Capital As discussed in Note 1, on September 30, 2015, we completed the Simplification Merger. As part of the merger consideration, our common and preferred unitholders (other than CEQP and its subsidiaries) received 2.75 common or preferred units of CEQP for each common or preferred unit of the Company held upon completion of the merger. Prior to the Simplification Merger, CEQP indirectly owned a non-economic general partnership interest in us and 100% of our IDRs. The Company was also a publicly-traded limited partnership with common units listed on the NYSE. However, as a result of our completion of the Simplification Merger on September 30, 2015, our common units ceased to be listed on the NYSE, our IDRs were eliminated and the Company became a wholly-owned subsidiary of CEQP. Immediately following the Simplification Merger and the transactions described above, as of September 30, 2015, CEQP owns a 99.9% limited partnership interest in us and CEQP's wholly-owned subsidiary, CGS GP, owns a 0.1% limited partnership interest in us. Class A Preferred Units On June 17, 2014, we entered into definitive agreements with a group of investors, including Magnetar Financial, affiliates of GSO Capital Partners LP and GE Energy Financial Services (the Class A Purchasers) to sell to the Class A Purchasers up to $500 million of Class A Preferred Units (the Preferred Units) at a fixed price of $25.10 per unit on or before September 30, 2015. Through December 31, 2014, the Class A Purchasers purchased 17,529,879 Preferred Units for a cash purchase price of $25.10 per unit resulting in gross proceeds to us of approximately $440.0 million (net proceeds of approximately $430.5 million after deducting transaction fees and offering expenses). On August 10, 2015, we issued the remaining $60.0 million of Preferred Units for net proceeds of approximately $58.8 million after deducting transactions fees and offering expenses. As discussed in Note 1, in conjunction with the closing of the Simplification Merger, the Preferred Units were exchanged for new preferred units of CEQP with substantially similar terms and conditions to those of the Preferred Units. Distributions Prior to the completion of the Simplification Merger, our partnership agreement required us to distribute, within 45 days after the end of each quarter, all available cash (as defined in our partnership agreement) to our common unitholders of record on the applicable record date. The general partner was not entitled to distributions on its non-economic general partner interest. Distributions to Class A Preferred Unit Holders . Prior to the Simplification Merger, our partnership agreement required us to make quarterly distributions to our Class A Preferred Unit holders. The holders of the Preferred Units were entitled to receive fixed quarterly distributions of $0.5804 per unit. For the 12 quarters following the quarter ended June 30, 2014 (the Initial Distribution Period), distributions on our Preferred Units could be made in additional Preferred Units, cash, or a combination thereof, at our election. If we elected to pay the quarterly distribution through the issuance of additional Preferred Units, the number of units to be distributed were calculated as the fixed quarterly distribution of $0.5804 per unit divided by the cash purchase price of $25.10 per unit. We accrued the fair value of such distribution at the end of the quarterly period and adjusted the fair value of the distribution on the date the additional Preferred Units are distributed. During the nine months ended September 30, 2015 , we issued 1,271,935 Class A Preferred Units to the preferred unit holders in lieu of paying cash distributions of approximately $25.6 million . Distributions to Partners . Prior to the Simplification Merger, CEQP indirectly owned a non-economic general partnership interest in us and 100% of our IDRs, which entitled CEQP to receive 50% of all distributions paid to our common unitholders in excess of our initial quarterly distributions of $0.37 per common unit. During the nine months ended September 30, 2015 and 2014 , we paid cash distributions to our general partner (representing IDRs and distributions related to common units held by the general partner) of approximately $31.4 million in each period. On September 30, 2015, we made a distribution of approximately $378.3 million to CEQP for purposes of repaying (or, if applicable, satisfying and discharging) substantially all of its outstanding indebtedness The distribution was funded with borrowings under the Credit Facility. During the nine months ended September 30, 2015 and 2014, we made a distribution to CEQP of approximately $77.4 million and $76.9 million , which represented net amounts due to the Company related to cash advances to CEQP for its general corporate activities. Distributions to Limited Partners The following table presents quarterly cash distributions paid to our limited partners prior to the Simplification Merger (excluding distributions paid to our general partner on its common units held) during the nine months ended September 30, 2015 and 2014 : Record Date Payment Date Per Unit Rate Cash Distribution (in millions) 2015 February 6, 2015 February 13, 2015 $ 0.41 $ 74.3 May 8, 2015 May 15, 2015 $ 0.41 74.3 August 7, 2015 August 14, 2015 $ 0.41 74.3 $ 222.9 2014 February 7, 2014 February 14, 2014 $ 0.41 $ 74.1 May 8, 2014 May 15, 2014 $ 0.41 74.2 August 7, 2014 August 14, 2014 $ 0.41 74.1 $ 222.4 Non-Controlling Partners Crestwood Niobrara issued a preferred interest to a subsidiary of General Electric Capital Corporation and GE Structured Finance, Inc. (collectively, GE) in conjunction with the acquisition of its investment in Jackalope, which is reflected as non-controlling interest in our consolidated financial statements. During the nine months ended September 30, 2014 , GE made capital contributions of $53.9 million to Crestwood Niobrara in exchange for an equivalent number of preferred units. GE did not make capital contributions to Crestwood Niobrara during the nine months ended September 30, 2015. In January 2015, Crestwood Niobrara issued 3,680,570 preferred units to GE in lieu of paying a cash distribution for the quarter ended December 31, 2014. Beginning in the first quarter of 2015, Crestwood Niobrara no longer had the option to pay distributions to GE by issuing additional preferred units in lieu of paying a cash distribution. During the nine months ended September 30, 2015 , Crestwood Niobrara paid cash distributions of $7.6 million to GE. During the three and nine months ended September 30, 2014 , Crestwood Niobrara issued 3,073,357 and 7,819,661 preferred units to GE in lieu of paying a cash distributions. On October 30, 2015, Crestwood Niobrara paid a cash distribution of $3.8 million to GE for the quarter ended September 30, 2015 . |
Equity Plans (Notes)
Equity Plans (Notes) | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Long-Term Incentive Plan | Equity Plans Prior to the Simplification Merger, long-term incentive awards were granted under the Crestwood Midstream Partners LP Long Term Incentive Plan (Crestwood LTIP) in order to align the economic interests of key employees and directors with those of Crestwood's common unitholders and to provide an incentive for continuous employment. Long-term incentive compensation consisted of grants of restricted and phantom common units (which represented limited partner interests of Company) which vested based upon continued service. In conjunction with the closing of the Simplification Merger, the restricted and phantom common units granted under the Crestwood LTIP were converted into restricted and phantom common units of CEQP with substantially the same terms considering the 2.75 to 1 exchange ratio. Crestwood LTIP The following table summarizes information regarding restricted and phantom unit activity during the nine months ended September 30, 2015 : Units Weighted-Average Grant Date Fair Value Unvested - January 1, 2015 834,796 $ 23.18 Vested - restricted units (457,458 ) $ 22.91 Vested - phantom units (21,578 ) $ 16.05 Granted - restricted units 535,858 $ 15.89 Granted - phantom units 171,648 $ 15.76 Forfeited (1) (89,919 ) $ 20.06 Modification - restricted units (823,277 ) $ 18.93 Modification - phantom units (150,070 ) $ 16.05 Unvested - September 30, 2015 — $ — (1) We implemented a company-wide initiative to reduce operating costs in 2015 and beyond, which included a reduction in work force. As a result, 39,172 restricted units were forfeited during the nine months ended September 30, 2015 . As of December 31, 2014 , we had total unamortized compensation expense of approximately $9.5 million related to restricted and phantom units, which we expect will be amortized during the next three years (or sooner in certain cases, which generally represents the original vesting period of these instruments), except for grants to non-employee directors of our general partner, which vest over one year. We recognized compensation expense of approximately $2.0 million and $2.5 million during the three months ended September 30, 2015 and 2014 and $8.1 million and $8.7 million during the nine months ended September 30, 2015 and 2014 , which is included in general and administrative expenses on our consolidated statements of operations. An additional $1.5 million and $5.9 million of net compensation expense was allocated from CEQP to us during the three and nine months ended September 30, 2015 and an additional $1.6 million and $5.2 million of net compensation expense was allocated from CEQP to us during the three and nine months ended September 30, 2014 (see Note 12 ). We granted restricted and phantom units with a grant date fair value of approximately $8.5 million and $2.7 million during the nine months ended September 30, 2015 . As of September 30, 2015 , we do not have any issued, outstanding or units available for issuance under the Crestwood LTIP. Restricted Units. Under the Crestwood LTIP, participants who were granted restricted units could elect to have common units withheld to satisfy minimum statutory tax withholding obligations arising in connection with the vesting of non-vested common units. Any such common units withheld were returned to the Crestwood LTIP on the applicable vesting dates, which corresponded to the times at which income was recognized by the employee. When we withhold these common units, we were required to remit to the appropriate taxing authorities the fair value of the units withheld as of the vesting date. The number of units withheld was determined based on the closing price per common unit as reported on the NYSE on such dates. During the three months ended September 30, 2015 , we withheld 2,166 common units to satisfy employee tax withholding obligations and during the nine months ended September 30, 2015 and 2014 , we withheld 139,331 and 68,532 common units. There were no common units withheld during the three months ended September 30, 2014. Phantom Units. The Crestwood LTIP permitted, and our general partner made, grants of phantom units. Each phantom unit entitled the holder thereof to receive upon vesting one common unit of CMLP granted pursuant to the Crestwood LTIP and a phantom unit award agreement (the Phantom Unit Agreement). The Phantom Unit Agreement provided for vesting to occur at the end of three years following the grant date or, if earlier, upon the named executive officer's termination without cause or due to death or disability or the named executive officer's resignation for employee cause (each, as defined in the Phantom Unit Agreement). In addition, the Phantom Unit Agreement provided for distribution equivalent rights with respect to each phantom unit which was paid in additional phantom units and settled in common units upon vesting of the underlying phantom units. Employee Unit Purchase Plan We had an employee unit purchase plan under which employees of the general partner purchased our common units through payroll deductions up to a maximum of 10% of the employees' eligible compensation. Under the plan, we purchased our common units on the open market for the benefit of participating employees based on their payroll deductions. In addition, we could contribute an additional 10% of participating employees' payroll deductions to purchase additional Crestwood common units for participating employees. Unless increased by the board of directors of our general partner, the maximum number of units that were available for purchase under the plan was 200,000 . Effective May 7, 2015, we suspended the employee unit purchase plan. During the nine months ended September 30, 2015 , there were 5,852 common units purchased through the employee unit purchase plan. In conjunction with the Simplification Merger, all common units purchased through the employee purchase plan were converted into common units of CEQP. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Proceedings Canadian Class Action Lawsuit. Prior to the completion of our acquisition of Arrow on November 8, 2013, a train transporting over 50,000 barrels of crude oil produced in North Dakota derailed in Lac Megantic, Quebec, Canada on July 6, 2013. The derailment resulted in the death of 47 people, injured numerous others, and caused severe damage to property and the environment. In October 2013, certain individuals suffering harm in the derailment filed a motion to certify a class action lawsuit in the Superior Court for the District of Megantic, Province of Quebec, Canada, on behalf of all persons suffering loss in the derailment (the Class Action Suit). In March 2014, the plaintiffs filed their fourth amended motion to name Arrow and numerous other energy companies as additional defendants in the class action lawsuit. The plaintiffs alleged, among other things, that Arrow (i) was a producer of the crude oil being transported on the derailed train, (ii) was negligent in failing to properly classify the crude delivered to the trucks that hauled the crude to the rail loading terminal, and (iii) owed a duty to the petitioners to ensure the safe transportation of the crude being transported. The motion to authorize the class action and motions in opposition were heard by the Court in June 2014. In June 2015, the Superior Court determined that the Class Action Suit proceeding should be allowed to proceed against certain respondents that have not contributed to the global settlement described below. Because Arrow is a contributing party to the global settlement, the Class Action Suit against Arrow has been stayed pending finalization of the global settlement plan in the United States and Canadian bankruptcy proceedings described below. One of the defendants in the lawsuit, Montreal Main & Atlantic Railway (MM&A), filed bankruptcy actions in the U.S. Bankruptcy Court for the District of Maine and in the Canadian Bankruptcy Court. The bankruptcy trustees in the proceedings approached the respondents in the Class Action Suit (including Arrow) to contribute monetary damages to a global settlement for all claims, including any potential environmental damages, related to the Lac Megantic derailment. During the first quarter of 2015, we agreed to contribute to the global settlement in exchange for a release from all claims related to the derailment, including the Class Action Suit. In June 2015, the creditors in the Canadian bankruptcy proceeding voted unanimously in favor of the global settlement. The Canadian bankruptcy court approved the bankruptcy plan (including the global settlement) on July 13, 2015, and the United States bankruptcy court approved a modified version of the bankruptcy plan (including the global settlement) on October 9, 2015. Consistent with the modified plan approved in the US bankruptcy proceeding, the Canadian bankruptcy court also approved a modified bankruptcy plan on October 9, 2015. We expect the US and Canadian bankruptcy proceedings to be finalized by the end of 2015 and for the global settlement to be funded thereafter. Our contribution to the global settlement, in addition to associated legal fees, is fully covered by insurance, and assuming the global settlement is finalized as anticipated, Arrow should not be exposed to additional damages relating to the derailment. Additional lawsuits related to the derailment have been filed in United States courts, all of which have been or are expected to be stayed as a result of the automatic stay arising from MM&A's United States bankruptcy proceeding. Arrow has been named as a defendant in 39 lawsuits pending in three different courts; however, we do not expect to actively litigate these cases due to the automatic stay arising from MM&A's United States bankruptcy proceeding. We also expect these lawsuits to be dismissed with prejudice upon finalization of the global settlement referenced above. We will vigorously defend ourselves and, to the extent these actions proceed, we believe we have meritorious defenses to the claims. Moreover, based on the Company’s contribution to the global settlement and our expectation that the global settlement will be approved by both bankruptcy courts, we do not anticipate any material loss in this matter after considering insurance. Absent approval of the global settlement, we are not able to estimate our exposure to loss on this matter although we believe we have insurance to cover any reasonably possible exposure. Arrow Indemnification Action. When Arrow was served with the Class Action Suit, we notified the former owners of the Arrow system that the claims alleged in the Class Action Suit would, if true, result in breaches of certain representations and warranties made by the former sellers in the agreement under which we acquired Arrow. As part of the acquisition, we deposited 3,309,797 of our common units into an escrow account to cover potential indemnification claims made by us on or before December 31, 2014. Subject to indemnification claims paid out with escrowed units and any outstanding claims outstanding at year end, all common units remaining in the escrow account on January 1, 2015 were to be released to the former owners. In December 2014, we notified the escrow agent of our indemnification notices delivered to the former owners and instructed the escrow agent not to release any escrowed units to the former owners. On February 19, 2015, we received a summons for an action filed against us in the Supreme Court of the State of New York (County of New York), under which the former owners have asserted our indemnification notices regarding the Class Action Suit and our notice to the escrow agent breach the terms of the merger and escrow agreements and the implied covenant of good faith and fair dealing. The former owners requested declaratory and injunctive relief, as well as monetary damages. On June 30, 2015, the parties entered into a settlement agreement under which (i) we agreed to purchase an additional $25 million of insurance coverage underwritten specifically for claims associated with the Lac Megantic derailment; (ii) each party agreed to release the other party from all claims related to the Class Action Suit; (iii) we agreed to instruct the escrow agent to release all escrowed units to the former owners; and (iv) the former owners agreed to dismiss the lawsuit with prejudice. On July 1, 2015, we and the former owners gave irrevocable notice to the escrow agent for the release of all escrowed units, and the lawsuit was dismissed with prejudice on July 7, 2015. We did not incur material costs and expenses related to this lawsuit and settlement. Simplification Merger Lawsuits . On May 20, 2015, Lawrence G. Farber, a purported unitholder of the Company, filed a complaint in the Southern District of the United States, Houston Division, as a putative class action on behalf of our unitholders, entitled Lawrence G. Farber, individually and on behalf of all others similarly situated vs. Crestwood Midstream Partners LP, Crestwood Midstream GP LLC, Robert G. Phillips, Alvin Bledsoe, Michael G. France, Philip D. Gettig, Warren H. Gfeller, David Lumpkins, John J. Sherman, David Wood, Crestwood Equity Partners LP, Crestwood Equity GP LLC, CEQP ST Sub LLC, MGP GP, LLC, Crestwood Midstream Holdings LP, and Crestwood Gas Services GP LLC . This complaint alleges, among other things, that our general partner breached its fiduciary duties, certain individual defendants have breached their fiduciary duties of loyalty and due care, and that other defendants have aided and abetted such breaches. On July 21, 2015, Isaac Aron, another purported unitholder of the Company, filed a complaint in the Southern District of the United States, Houston Division, as a putative class action on behalf of our unitholders, entitled Isaac Aron, individually and on behalf of all others similarly situated vs. Robert G. Phillps, Alvin Bledsoe, Michael G. France, Philip D. Getting, Warren H. Gfeller, David Lumpkins, John J. Sherman, David Wood, Crestwood Midstream Partners, LP Crestwood Midstream Holdings LP, Crestwood Midstream GP LLC, Crestwood Gas Services GP, LLC, Crestwood Equity Partners LP, Crestwood Equity GP LLC, CEQP ST Sub LLC and MGP GP, LLC. The complaint alleges, among other things, that our general partner and certain individual defendants violated Sections 14(a) and 20(a) of the Securities Exchange Act of 1934 and Rule 14a-9 by filing an alleged incomplete and misleading Form S-4 Registration Statement with the Securities and Exchange Commission. On August 12, 2015, the defendants filed a motion to consolidate the Farber and Aron case, which the court granted on September 4, 2015. Farber subsequently dismissed his claims against all the defendants on September 16, 2015. Aron filed a motion for temporary restraining order and requested an expedited preliminary injunction hearing, which was scheduled for September 23, 2015. On September 22, 2015, the parties entered into a memorandum of understanding (MOU) with respect to a proposed settlement of the Aron lawsuit. The settlement contemplated by the MOU is subject to a number of conditions, including notice to the class, limited confirmatory discovery and final court approval of the settlement. The defendants expect the court to approve the final settlement during the first half of 2016. The anticipated settlement of the MOU has not and will not have a material impact to our consolidated financial statements. General. We are periodically involved in litigation proceedings. If we determine that a negative outcome is probable and the amount of loss is reasonably estimable, then we accrue the estimated amount. The results of litigation proceedings cannot be predicted with certainty. We could incur judgments, enter into settlements or revise our expectations regarding the outcome of certain matters, and such developments could have a material adverse effect on our results of operations or cash flows in the period in which the amounts are paid and/or accrued. As of September 30, 2015 and December 31, 2014 , we had approximately $1.0 million accrued for our outstanding legal matters. Based on currently available information, we believe it is remote that future costs related to known contingent liability exposures for which we can estimate will exceed current accruals by an amount that would have a material adverse impact on our consolidated financial statements. As we learn new facts concerning contingencies, we reassess our position both with respect to accrued liabilities and other potential exposures. Any loss estimates are inherently subjective, based on currently available information, and are subject to management's judgment and various assumptions. Due to the inherently subjective nature of these estimates and the uncertainty and unpredictability surrounding the outcome of legal proceedings, actual results may differ materially from any amounts that have been accrued. Regulatory Compliance In the ordinary course of our business, we are subject to various laws and regulations. In the opinion of our management, compliance with current laws and regulations will not have a material effect on our results of operations, cash flows or financial condition. Environmental Compliance During 2014, we experienced three releases totaling approximately 28,000 barrels of produced water on our Arrow water gathering system located on the Fort Berthold Indian Reservation in North Dakota. We immediately notified the National Response Center, the Three Affiliated Tribes and numerous other regulatory authorities, and thereafter contained and cleaned up the releases completely and placed the impacted segments of these water lines back into service. In May 2015, we experienced a release of approximately 5,200 barrels of produced water on our Arrow water gathering system, immediately notified numerous regulatory authorities and other third parties, and thereafter contained and cleaned up the releases. We will continue our remediation efforts to ensure the impacted lands are restored to their prior state. We believe these releases are insurable events under our policies, and we have notified our carriers of these events. We have not recorded an insurance receivable as of September 30, 2015 . We may potentially be subject to fines and penalties as a result of the water releases. In October 2014, we received data requests from the Environmental Protection Agency (EPA) related to the 2014 water releases, and we responded to the requests during the first half of 2015. In April 2015, the EPA issued a Notice of Potential Violation (NOPV) under the Clean Water Act relating to the 2014 water releases. We responded to the NOPV in May 2015, and have commenced settlement discussion with the EPA concerning the NOPV. On March 3, 2015, we received a grand jury subpoena from the United States Attorney’s Office in Bismarck, North Dakota, seeking documents and information relating to the largest of the three 2014 water releases, and we provided the requested information during the second quarter of 2015. In August 2015, we received a notice of violation from the Three Affiliated Tribes' Environmental Division related to our 2014 produced water releases on the Fort Berthold Indian Reservation. The notice of violation imposes fines and requests reimbursements exceeding $1.1 million; however, the notice of violation was stayed on September 15, 2015, upon our posting of a performance bond for the amount contemplated by the notice and pending the outcome of ongoing settlement discussions with the regulatory agencies asserting jurisdiction over the 2014 produced water releases. We cannot predict what the outcome of these investigations will be, and we had no amounts accrued for fines or penalties as of September 30, 2015 . Our operations are subject to stringent and complex laws and regulations pertaining to health, safety, and the environment. We are subject to laws and regulations at the federal, state and local levels that relate to air and water quality, hazardous and solid waste management and disposal and other environmental matters. The cost of planning, designing, constructing and operating our facilities must incorporate compliance with environmental laws and regulations and safety standards. Failure to comply with these laws and regulations may trigger a variety of administrative, civil and potentially criminal enforcement measures. At September 30, 2015 and December 31, 2014 , our accrual of approximately $1.0 million and $1.1 million was primarily related to the Arrow water releases described above, which is based on our undiscounted estimate of amounts we will spend on compliance with environmental and other regulations. We estimate that our potential liability for reasonably possible outcomes related to our environmental exposures (including the Arrow water releases described above) could range from approximately $1.0 million to $2.5 million . Self-Insurance We utilize third-party insurance subject to varying retention levels of self-insurance, which management considers prudent. Such self-insurance relates to losses and liabilities primarily associated with medical claims, workers' compensation claims and general, product, vehicle and environmental liability. At September 30, 2015 and December 31, 2014 , our self-insurance reserves were $8.1 million and $7.2 million . We estimate that $5.7 million of this balance will be paid subsequent to September 30, 2016 . As such, $5.7 million has been classified in other long-term liabilities on our consolidated balance sheets. Contingent Consideration - Antero In connection with the acquisition of Antero Resources Appalachian Corporation (Antero), we agreed to pay Antero conditional consideration in the form of potential additional cash payments of up to $40.0 million , depending on the achievement of certain defined average annual production levels achieved during 2012, 2013 and 2014. In February 2015, we paid Antero $40.0 million to settle the liability under the earn-out provision. This amount is reflected in changes in operating assets and liabilities, net of effects from acquisitions under operating activities in our consolidated statements of cash flows. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions As discussed in Note 1, in conjunction with the completion of the Simplification Merger, CEQP contributed 100% of its interest in Crestwood Operations to the Company in exchange for additional limited partner interests in the Company. Crestwood Operations has 1,269 full-time employees as of September 30, 2015, 296 of which are general and administrative employees and 973 of which are operational employees. Prior to the Simplification Merger, we did not have any employees other than approximately 100 union employees of US Salt. We share common management, general and administrative and overhead costs with CEQP and we did not allocate any shared costs to CEQP as of September 30, 2015. The following table shows revenues, costs of product/services sold and general and administrative expenses from our affiliates for the three and nine months ended September 30, 2015 and 2014 ( in millions ): Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Gathering and processing revenues $ 0.9 $ 0.8 $ 3.0 $ 2.4 Gathering and processing costs of product/services sold (1) $ 7.2 $ 11.3 $ 23.2 $ 32.1 General and administrative expenses (2) $ 14.4 $ 18.5 $ 46.2 $ 55.5 Reimbursement of operations and maintenance expenses $ 0.6 $ — $ 2.2 $ — (1) Represents natural gas purchases from Sabine Oil and Gas Corporation. (2) Included in general and administrative expenses is approximately $1.5 million and $5.9 million of net unit-based compensation charges allocated to us from CEQP for the three and nine months ended September 30, 2015 and $1.6 million and $5.2 million of net unit-based compensation charges allocated to us from CEQP for the three and nine months ended September 30, 2014 . The following table shows accounts receivable and accounts payable from our affiliates as of September 30, 2015 and December 31, 2014 ( in millions ): September 30, 2015 December 31, 2014 Accounts receivable $ 6.2 $ 0.3 Accounts payable $ 2.0 $ 3.1 |
Segments
Segments | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Segments | Segments Financial Information As discussed in Note 1, on September 30, 2015, CEQP contributed 100% of its interest in Crestwood Operations to the Company and as a result, we modified our segments and our financial statements now reflect three operating and reportable segments; (i) gathering and processing operations; (ii) storage and transportation operations; and (iii) marketing, supply and logistics operations (formerly NGL and crude services operations). Consequently, the results of our Arrow operations are now reflected in our gathering and processing operations for all periods presented and our COLT and PRBIC operations are now reflected in our storage and transportation operations for all periods presented. These respective operations were previously included in our NGL and crude services operations. Our corporate operations include all general and administrative expenses that are not allocated to the reportable segments. For a further description of our operating and reporting segments, see Note 1. We assess the performance of our operating segments based on EBITDA, which is defined as income before income taxes, plus debt-related costs (net interest and debt expense and loss on modification/extinguishment of debt) and depreciation, amortization and accretion expense. Below is a reconciliation of net income to EBITDA ( in millions ): Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Net income (loss) $ (610.2 ) $ 27.1 $ (653.9 ) $ 63.9 Add: Interest and debt expense, net 32.6 27.8 95.1 84.9 Loss on modification/extinguishment of debt 1.8 — 18.9 — Provision (benefit) for income taxes (0.1 ) — 0.4 0.8 Depreciation, amortization and accretion 70.0 63.9 208.3 186.0 EBITDA $ (505.9 ) $ 118.8 $ (331.2 ) $ 335.6 Our intersegment revenues, along with the intersegment costs of product/services sold, were incurred in the normal course of business between our operating segments. Intersegment revenues primarily represent sales by our gathering and processing segment to our marketing, supply and logistics segment, which is responsible for marketing certain of our commodities to third parties. The following tables summarize the reportable segment data for the three and nine months ended September 30, 2015 and 2014 ( in millions ). Three Months Ended September 30, 2015 Gathering and Processing Storage and Transportation Marketing, Supply and Logistics Intersegment Corporate Total Revenues $ 366.2 $ 65.0 $ 210.1 $ (10.6 ) $ — $ 630.7 Costs of product/services sold 282.8 5.2 171.8 (10.6 ) — 449.2 Operations and maintenance expense 20.6 10.2 18.0 — — 48.8 General and administrative expense — — — — 29.2 29.2 Loss on long-lived assets (0.3 ) (0.9 ) (1.1 ) — — (2.3 ) Goodwill impairment (39.1 ) (348.0 ) (222.8 ) — — (609.9 ) Earnings from unconsolidated affiliates, net 2.0 0.8 — — — 2.8 EBITDA $ 25.4 $ (298.5 ) $ (203.6 ) $ — $ (29.2 ) $ (505.9 ) Goodwill $ 79.6 $ 1,046.6 $ 429.9 $ — $ — $ 1,556.1 Total assets $ 2,867.5 $ 2,540.7 $ 1,296.8 $ — $ 172.8 $ 6,877.8 Purchases of property, plant and equipment $ 15.9 $ 8.2 $ 14.6 $ — $ 0.6 $ 39.3 Three Months Ended September 30, 2014 Gathering and Processing Storage and Transportation Marketing, Supply and Logistics Intersegment Corporate Total Revenues $ 648.7 $ 63.4 $ 352.5 $ (30.8 ) $ — $ 1,033.8 Costs of product/services sold 554.0 6.6 310.4 (30.8 ) — 840.2 Operations and maintenance expense 29.6 5.5 18.6 — — 53.7 General and administrative expense — — — — 20.5 20.5 Loss on long-lived assets (0.9 ) — — — — (0.9 ) Loss on contingent consideration — — — — — — Earnings (loss) from unconsolidated affiliates, net 0.4 (0.1 ) — — — 0.3 EBITDA $ 64.6 $ 51.2 $ 23.5 $ — $ (20.5 ) $ 118.8 Goodwill $ 145.5 $ 1,394.6 $ 743.3 $ — $ — $ 2,283.4 Total assets $ 3,037.9 $ 2,391.0 $ 2,032.5 $ — $ 172.7 $ 7,634.1 Purchases of property, plant and equipment $ 81.4 $ 10.7 $ 6.8 $ — $ 1.4 $ 100.3 Nine Months Ended September 30, 2015 Gathering and Processing Storage and Transportation Marketing, Supply and Logistics Intersegment Corporate Total Revenues $ 1,107.2 $ 201.1 $ 749.9 $ (54.5 ) $ — $ 2,003.7 Costs of product/services sold 842.6 15.8 634.5 (54.5 ) — 1,438.4 Operations and maintenance expense 67.0 22.5 53.8 — — 143.3 General and administrative expense — — — — 82.1 82.1 Loss on long-lived assets (1.2 ) (1.5 ) (1.1 ) — — (3.8 ) Goodwill impairment (47.4 ) (348.0 ) (283.1 ) — — (678.5 ) Earnings from unconsolidated affiliates, net 5.6 5.6 — — — 11.2 EBITDA $ 154.6 $ (181.1 ) $ (222.6 ) $ — $ (82.1 ) $ (331.2 ) Goodwill $ 79.6 $ 1,046.6 $ 429.9 $ — $ — $ 1,556.1 Total assets $ 2,867.5 $ 2,540.7 $ 1,296.8 $ — $ 172.8 $ 6,877.8 Purchases of property, plant and equipment $ 80.5 $ 16.2 $ 25.1 $ — $ 1.0 $ 122.8 Nine Months Ended September 30, 2014 Gathering and Processing Storage and Transportation Marketing, Supply and Logistics Intersegment Corporate Total Revenues $ 1,701.4 $ 186.1 $ 1,065.9 $ (30.8 ) $ — $ 2,922.6 Costs of product/services sold 1,440.9 17.8 938.9 (30.8 ) — 2,366.8 Operations and maintenance expense 74.5 16.6 50.8 — — 141.9 General and administrative expense — — — — 69.2 69.2 Gain on long-lived assets 0.1 0.6 0.1 — — 0.8 Loss on contingent consideration (8.6 ) — — — — (8.6 ) Earnings (loss) from unconsolidated affiliates, net 0.1 (1.4 ) — — — (1.3 ) EBITDA $ 177.6 $ 150.9 $ 76.3 $ — $ (69.2 ) $ 335.6 Goodwill $ 145.5 $ 1,394.6 $ 743.3 $ — $ — $ 2,283.4 Total assets $ 3,037.9 $ 2,391.0 $ 2,032.5 $ — $ 172.7 $ 7,634.1 Purchases of property, plant and equipment $ 238.0 $ 22.1 $ 18.4 $ — $ 5.3 $ 283.8 |
Condensed Consolidating Financi
Condensed Consolidating Financial Information (Notes) | 9 Months Ended |
Sep. 30, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidating Financial Information | Condensed Consolidating Financial Information Crestwood is a holding company and owns no operating assets and has no significant operations independent of our subsidiaries. Obligations under our Senior Notes and our Credit Facility are jointly and severally guaranteed by substantially all of our subsidiaries, except for Crestwood Niobrara, PRBIC and Tres Holdings and their respective subsidiaries (collectively, Non-Guarantor Subsidiaries). Crestwood Midstream Finance Corp., the co-issuer of our Senior Notes, is our 100% owned subsidiary and has no material assets, operations, revenues or cash flows other than those related to its service as co-issuer of our Senior Notes. The tables below present condensed consolidating financial statements for us (parent) on a stand-alone, unconsolidated basis, and our combined guarantor and combined non-guarantor subsidiaries as of September 30, 2015 and December 31, 2014 , and for the three and nine months ended September 30, 2015 and 2014 . The financial information may not necessarily be indicative of the results of operations, cash flows or financial position had the subsidiaries operated as independent entities. Condensed Consolidating Balance Sheet September 30, 2015 (in millions) Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Assets Current assets: Cash $ — $ 0.2 $ — $ — $ 0.2 Accounts receivable 1.0 301.0 0.5 — 302.5 Inventory — 49.9 — — 49.9 Other current assets — 54.2 — — 54.2 Total current assets 1.0 405.3 0.5 — 406.8 Property, plant and equipment, net 6.6 3,669.0 — — 3,675.6 Goodwill and intangible assets, net 44.2 2,415.9 — — 2,460.1 Investment in consolidated affiliates 6,532.0 — — (6,532.0 ) — Investment in unconsolidated affiliates — — 332.4 — 332.4 Other assets — 2.9 — — 2.9 Total assets $ 6,583.8 $ 6,493.1 $ 332.9 $ (6,532.0 ) $ 6,877.8 Liabilities and partners' capital Current liabilities: Accounts payable 3.3 160.3 0.3 — 163.9 Other current liabilities 42.3 91.2 — — 133.5 Total current liabilities 45.6 251.5 0.3 — 297.4 Long-term liabilities: Long-term debt, less current portion 2,517.9 — — — 2,517.9 Other long-term liabilities 0.7 42.2 — — 42.9 Partners' capital 3,838.3 6,199.4 151.3 (6,350.7 ) 3,838.3 Interest of non-controlling partners in subsidiaries 181.3 — 181.3 (181.3 ) 181.3 Total partners' capital 4,019.6 6,199.4 332.6 (6,532.0 ) 4,019.6 Total liabilities and partners' capital $ 6,583.8 $ 6,493.1 $ 332.9 $ (6,532.0 ) $ 6,877.8 Condensed Consolidating Balance Sheet December 31, 2014 (in millions) Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Assets Current assets: Cash $ — $ 7.6 $ — $ — $ 7.6 Accounts receivable 1.2 377.8 0.3 — 379.3 Inventory — 46.6 — — 46.6 Other current assets — 103.1 — — 103.1 Total current assets 1.2 535.1 0.3 — 536.6 Property, plant and equipment, net 7.9 3,738.1 — — 3,746.0 Goodwill and intangible assets, net 38.0 3,166.2 — — 3,204.2 Investment in consolidated affiliates 7,319.7 — — (7,319.7 ) — Investment in unconsolidated affiliates — — 295.1 — 295.1 Other assets — 3.3 — — 3.3 Total assets $ 7,366.8 $ 7,442.7 $ 295.4 $ (7,319.7 ) $ 7,785.2 Liabilities and partners' capital Current liabilities: Accounts payable 9.0 225.8 0.2 — 235.0 Other current liabilities 23.0 153.3 — — 176.3 Total current liabilities 32.0 379.1 0.2 — 411.3 Long-term liabilities: Long-term debt, less current portion 2,012.8 1.7 — — 2,014.5 Other long-term liabilities 1.6 37.4 — — 39.0 Partners' capital 5,148.7 7,024.5 123.5 (7,148.0 ) 5,148.7 Interest of non-controlling partners in subsidiaries 171.7 — 171.7 (171.7 ) 171.7 Total partners' capital 5,320.4 7,024.5 295.2 (7,319.7 ) 5,320.4 Total liabilities and partners' capital $ 7,366.8 $ 7,442.7 $ 295.4 $ (7,319.7 ) $ 7,785.2 Condensed Consolidating Statements of Operations Three Months Ended September 30, 2015 (in millions) Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Revenues $ — $ 630.7 $ — $ — $ 630.7 Costs of product/services sold — 449.2 — — 449.2 Expenses: Operations and maintenance — 48.8 — — 48.8 General and administrative 21.2 8.0 — — 29.2 Depreciation, amortization and accretion 0.5 69.5 — — 70.0 21.7 126.3 — — 148.0 Other operating expense: Loss on long-lived assets, net — (2.3 ) — — (2.3 ) Goodwill impairment — (609.9 ) — — (609.9 ) Operating loss (21.7 ) (557.0 ) — — (578.7 ) Earnings from unconsolidated affiliates, net — — 2.8 — 2.8 Interest and debt expense, net (32.6 ) — — — (32.6 ) Loss on modification/extinguishment of debt (1.8 ) — — — (1.8 ) Equity in net income (loss) of subsidiary (554.1 ) — — 554.1 — Income (loss) before income taxes (610.2 ) (557.0 ) 2.8 554.1 (610.3 ) Benefit for income taxes — (0.1 ) — — (0.1 ) Net income (loss) (610.2 ) (556.9 ) 2.8 554.1 (610.2 ) Net income attributable to non-controlling partners — — (5.9 ) — (5.9 ) Net income (loss) attributable to Crestwood Midstream Partners LP (610.2 ) (556.9 ) (3.1 ) 554.1 (616.1 ) Net income attributable to Class A preferred units (6.4 ) — — — (6.4 ) Net income (loss) attributable to partners $ (616.6 ) $ (556.9 ) $ (3.1 ) $ 554.1 $ (622.5 ) Condensed Consolidating Statements of Operations Three Months Ended September 30, 2014 (in millions) Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Revenues $ — $ 1,033.8 $ — $ — $ 1,033.8 Costs of product/services sold — 840.2 — — 840.2 Expenses: Operations and maintenance — 53.7 — — 53.7 General and administrative 9.7 10.8 — — 20.5 Depreciation, amortization and accretion 0.7 63.2 — — 63.9 10.4 127.7 — — 138.1 Other operating expense: Loss on long-lived assets, net — (0.9 ) — — (0.9 ) Operating income (loss) (10.4 ) 65.0 — — 54.6 Earnings from unconsolidated affiliates, net — — 0.3 — 0.3 Interest and debt expense, net (27.8 ) — — — (27.8 ) Equity in net income (loss) of subsidiary 65.3 — — (65.3 ) — Income (loss) before income taxes 27.1 65.0 0.3 (65.3 ) 27.1 Provision for income taxes — — — — — Net income (loss) 27.1 65.0 0.3 (65.3 ) 27.1 Net income attributable to non-controlling partners — — (4.5 ) — (4.5 ) Net income (loss) attributable to Crestwood Midstream Partners LP 27.1 65.0 (4.2 ) (65.3 ) 22.6 Net income attributable to Class A preferred units (9.1 ) — — — (9.1 ) Net income (loss) attributable to partners $ 18.0 $ 65.0 $ (4.2 ) $ (65.3 ) $ 13.5 Condensed Consolidating Statements of Operations Nine Months Ended September 30, 2015 (in millions) Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Revenues $ — $ 2,003.7 $ — $ — $ 2,003.7 Costs of product/services sold — 1,438.4 — — 1,438.4 Expenses: Operations and maintenance — 143.3 — — 143.3 General and administrative 51.0 31.1 — — 82.1 Depreciation, amortization and accretion 1.6 206.7 — — 208.3 52.6 381.1 — — 433.7 Other operating expense: Loss on long-lived assets, net — (3.8 ) — — (3.8 ) Goodwill impairment — (678.5 ) — — (678.5 ) Operating loss (52.6 ) (498.1 ) — — (550.7 ) Earnings from unconsolidated affiliates, net — — 11.2 — 11.2 Interest and debt expense, net (95.1 ) — — — (95.1 ) Loss on modification/extinguishment of debt (18.9 ) — — — (18.9 ) Equity in net income (loss) of subsidiary (487.3 ) — — 487.3 — Income (loss) before income taxes (653.9 ) (498.1 ) 11.2 487.3 (653.5 ) Provision for income taxes — 0.4 — — 0.4 Net income (loss) (653.9 ) (498.5 ) 11.2 487.3 (653.9 ) Net income attributable to non-controlling partners — — (17.2 ) — (17.2 ) Net income (loss) attributable to Crestwood Midstream Partners LP (653.9 ) (498.5 ) (6.0 ) 487.3 (671.1 ) Net income attributable to Class A preferred units (23.1 ) — — — (23.1 ) Net income (loss) attributable to partners $ (677.0 ) $ (498.5 ) $ (6.0 ) $ 487.3 $ (694.2 ) Condensed Consolidating Statements of Operations Nine Months Ended September 30, 2014 (in millions) Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Revenues $ — $ 2,922.6 $ — $ — $ 2,922.6 Costs of product/services sold — 2,366.8 — — 2,366.8 Expenses: Operations and maintenance — 141.9 — — 141.9 General and administrative 36.6 32.6 — — 69.2 Depreciation, amortization and accretion 1.1 184.9 — — 186.0 37.7 359.4 — — 397.1 Other operating income (expense): Gain on long-lived assets, net — 0.8 — — 0.8 Loss on contingent consideration — (8.6 ) — — (8.6 ) Operating income (loss) (37.7 ) 188.6 — — 150.9 Loss from unconsolidated affiliates, net — — (1.3 ) — (1.3 ) Interest and debt expense, net (84.9 ) — — — (84.9 ) Equity in net income (loss) of subsidiary 186.5 — — (186.5 ) — Income (loss) before income taxes 63.9 188.6 (1.3 ) (186.5 ) 64.7 Provision for income taxes — 0.8 — — 0.8 Net income (loss) 63.9 187.8 (1.3 ) (186.5 ) 63.9 Net income attributable to non-controlling partners — — (11.3 ) — (11.3 ) Net income (loss) attributable to Crestwood Midstream Partners LP 63.9 187.8 (12.6 ) (186.5 ) 52.6 Net income attributable to Class A preferred units (10.2 ) — — — (10.2 ) Net income (loss) attributable to partners $ 53.7 $ 187.8 $ (12.6 ) $ (186.5 ) $ 42.4 Condensed Consolidating Statements of Cash Flows Nine Months Ended September 30, 2015 (in millions) Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: $ (133.3 ) $ 454.6 $ 9.3 $ — $ 330.6 Cash flows from investing activities: Purchases of property, plant and equipment (1.0 ) (121.8 ) — — (122.8 ) Investment in unconsolidated affiliates — — (39.8 ) — (39.8 ) Capital distributions from unconsolidated affiliates — — 4.4 — 4.4 Proceeds from sale of assets — 2.9 — — 2.9 Capital contribution to consolidated affiliates (33.7 ) — — 33.7 — Net cash provided by (used in) investing activities (34.7 ) (118.9 ) (35.4 ) 33.7 (155.3 ) Cash flows from financing activities: Proceeds from the issuance of long-term debt 2,698.8 — — — 2,698.8 Principal payments on long-term debt (2,187.9 ) — — — (2,187.9 ) Payments on capital leases (1.2 ) (0.4 ) — — (1.6 ) Payments for debt-related deferred costs (17.3 ) — — — (17.3 ) Financing fees paid for early debt redemption (13.6 ) — — — (13.6 ) Distributions paid (710.0 ) — (7.6 ) — (717.6 ) Contributions from parent — — 33.7 (33.7 ) — Net proceeds from issuance of Class A preferred units 58.8 — — — 58.8 Taxes paid for unit-based compensation vesting (2.1 ) — — (2.1 ) Change in intercompany balances 340.6 (340.6 ) — — — Other (0.2 ) — — — (0.2 ) Net cash provided by (used in) financing activities 168.0 (343.1 ) 26.1 (33.7 ) (182.7 ) Net change in cash — (7.4 ) — — (7.4 ) Cash at beginning of period — 7.6 — — 7.6 Cash at end of period $ — $ 0.2 $ — $ — $ 0.2 Condensed Consolidating Statements of Cash Flows Nine Months Ended September 30, 2014 (in millions) Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: $ (116.0 ) $ 390.6 $ — $ — $ 274.6 Cash flows from investing activities: Acquisitions, net of cash acquired — (19.5 ) — — (19.5 ) Purchases of property, plant and equipment (3.7 ) (280.1 ) — — (283.8 ) Investment in unconsolidated affiliates — — (81.8 ) — (81.8 ) Proceeds from sale of assets — 0.3 — — 0.3 Capital contribution to consolidated affiliates (26.9 ) — — 26.9 — Net cash provided by (used in) investing activities (30.6 ) (299.3 ) (81.8 ) 26.9 (384.8 ) Cash flows from financing activities: Proceeds from the issuance of long-term debt 1,410.9 — — — 1,410.9 Principal payments on long-term debt (1,390.9 ) — — — (1,390.9 ) Payments on capital leases (0.9 ) (1.7 ) — — (2.6 ) Payments for debt-related deferred costs (0.1 ) — — — (0.1 ) Distributions paid (330.7 ) — — — (330.7 ) Contributions from parent — — 26.9 (26.9 ) — Net proceeds from issuance of preferred equity of subsidiary — — 53.9 — 53.9 Net proceeds from issuance of Class A preferred units 366.8 — — — 366.8 Taxes paid for unit-based compensation vesting — (1.5 ) — — (1.5 ) Change in intercompany balances 91.4 (91.4 ) — — — Other — (0.6 ) — — (0.6 ) Net cash provided by (used in) financing activities 146.5 (95.2 ) 80.8 (26.9 ) 105.2 Net change in cash (0.1 ) (3.9 ) (1.0 ) — (5.0 ) Cash at beginning of period 0.1 4.0 1.0 — 5.1 Cash at end of period $ — $ 0.1 $ — $ — $ 0.1 |
Basis of Presentation and Sum21
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies There were no material changes in our significant accounting policies from those described in our 2014 Annual Report on Form 10-K. Below is an update of our estimates related to goodwill and our policy related to the classification of revenues on our consolidated statements of operations. |
New Accounting Pronouncements Issued But Not Yet Adopted | New Accounting Pronouncements Issued But Not Yet Adopted As of September 30, 2015 , the following accounting standards had not yet been adopted by us. In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update 2014-09, Revenue from Contracts with Customers, which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes current revenue recognition guidance. We expect to adopt the provisions of this standard effective January 1, 2018 and are currently evaluating the impact that this standard will have on our consolidated financial statements. In February 2015, the FASB issued Accounting Standards Update 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which provides additional guidance on the consolidation of limited partnerships and on the evaluation of variable interest entities. We expect to adopt the provisions of this standard effective January 1, 2016 and are currently evaluating the impact, if any, that this standard may have on our consolidated financial statements. In April 2015, the FASB issued Accounting Standards Update 2015-03, Interest - Imputation of Interest (Subtopic 835-30) , which requires deferred debt issuance costs to be classified as a reduction of the debt liability rather than as an asset in the balance sheet. We expect to adopt the provisions of this standard effective January 1, 2016, and do not currently anticipate it will have a significant impact on our consolidated financial statements. |
Basis of Presentation and Sum22
Basis of Presentation and Summary of Significant Accounting Policies Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill [Line Items] | |
Goodwill Disclosure [Text Block] | The following table summarizes the goodwill of our various reporting units (in millions): Goodwill at December 31, 2014 Goodwill Impairments during the Three Months Ended Goodwill at September 30, 2015 September 30, 2015 June 30, 2015 (Preliminary) Gathering and Processing Fayetteville $ 72.5 $ 39.1 $ 8.3 $ 25.1 Marcellus 8.6 — — 8.6 Arrow 45.9 — — 45.9 Storage and Transportation Northeast Storage and Transportation 726.3 — — 726.3 COLT 668.3 348.0 — 320.3 Marketing, Supply and Logistics West Coast 85.9 57.5 28.4 — Supply and Logistics 266.2 — — 266.2 Storage and Terminals 104.2 — — 104.2 US Salt 12.6 — — 12.6 Trucking 177.9 147.3 — 30.6 Watkins Glen 66.2 18.0 31.9 16.3 Total $ 2,234.6 $ 609.9 $ 68.6 $ 1,556.1 |
Certain Balance Sheet Informa23
Certain Balance Sheet Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Balance Sheet Related Disclosures [Abstract] | |
Components of Property, Plant and Equipment | Property, plant and equipment consisted of the following at September 30, 2015 and December 31, 2014 ( in millions ): September 30, December 31, Gathering systems and pipelines $ 1,294.3 $ 1,279.5 Facilities and equipment 1,686.1 1,653.8 Buildings, land, rights-of-way, storage contracts and easements 847.1 840.0 Vehicles 44.4 43.5 Construction in process 148.2 156.5 Base gas 37.3 37.5 Salt deposits 120.5 120.5 Office furniture, fixtures and other 17.7 13.3 4,195.6 4,144.6 Less: accumulated depreciation and depletion 520.0 398.6 Total property, plant and equipment, net $ 3,675.6 $ 3,746.0 |
Components of Intangible Assets | Intangible assets consisted of the following at September 30, 2015 and December 31, 2014 ( in millions ): September 30, December 31, Customer accounts $ 583.7 $ 583.7 Covenants not to compete 8.6 8.6 Acquired storage contracts 29.0 29.0 Trademarks 15.8 16.7 Gas gathering, compression and processing contracts 427.3 431.4 Deferred financing costs 63.3 54.3 1,127.7 1,123.7 Less: accumulated amortization 223.7 154.1 Total intangible assets, net $ 904.0 $ 969.6 |
Components of Accrued Expenses and Other Liabilities | Accrued expenses and other liabilities consisted of the following at September 30, 2015 and December 31, 2014 ( in millions ): September 30, December 31, 2014 Accrued expenses $ 50.1 $ 50.0 Accrued property taxes 6.6 2.2 Accrued product purchases payable 1.8 0.7 Tax payable — 1.2 Interest payable 34.9 21.9 Accrued additions to property, plant and equipment 7.7 20.0 Commitments and contingent liabilities ( Note 11 ) — 40.0 Capital leases 1.6 1.9 Deferred revenue 15.1 12.2 Total accrued expenses and other liabilities $ 117.8 $ 150.1 |
Investments in Unconsolidated24
Investments in Unconsolidated Affiliates (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Our net investments in and earnings (loss) from our unconsolidated affiliates are as follows ( in millions , unless otherwise stated ): Ownership Percentage Investment Earnings (Loss) from Unconsolidated Affiliates September 30, September 30, December 31, Three Months Ended September 30, Nine Months Ended September 30, 2015 2015 2014 2015 2014 2015 2014 Jackalope Gas Gathering Services, L.L.C. (1) 50.00 % (4) $ 255.2 $ 232.9 $ 2.0 $ 0.4 $ 5.6 $ 0.1 Tres Palacios Holdings LLC (2) 50.01 % 40.1 36.0 0.6 — 2.1 — Powder River Basin Industrial Complex, LLC (3) 50.01 % 37.1 26.2 0.2 (0.1 ) 3.5 (1.4 ) Total $ 332.4 $ 295.1 $ 2.8 $ 0.3 $ 11.2 $ (1.3 ) (1) As of September 30, 2015 , our investment balance exceeded our equity in the underlying net assets of Jackalope Gas Gathering Services, L.L.C. (Jackalope) by approximately $51.4 million . We amortize and generally assess the recoverability of this amount over 20 years, which represents the life of Jackalope’s gathering agreement with Chesapeake Energy Corporation and RKI Exploration and Production, LLC, and we reflect the amortization as a reduction of our earnings from unconsolidated affiliates. We recorded amortization of approximately $ 0.8 million for the three months ended September 30, 2015 and 2014 , and $ 2.3 million for the nine months ended September 30, 2015 and 2014 . Our Jackalope investment is included in our gathering and processing segment. (2) In December 2014, one of our consolidated subsidiaries and an affiliate of Brookfield Infrastructure Group (Brookfield) formed the Tres Palacios Holdings LLC (Tres Holdings) joint venture. As of September 30, 2015 , our equity in the underlying net assets exceeded our investment balance in Tres Holdings by approximately $29.4 million . We amortize and generally assess the recoverability of this amount over the life of the Tres Palacios Gas Storage LLC (Tres Palacios) sublease agreement, and we reflect the amortization as an increase in our earnings from unconsolidated affiliates. We recorded amortization of approximately $0.3 million and $0.9 million for the three and nine months ended September 30, 2015 . Our Tres Holdings investment is included in our storage and transportation segment. (3) As of September 30, 2015 , our investment balance approximated our equity in the underlying net assets of PRBIC. During the three months ended June 30, 2015, we recorded additional equity earnings of approximately $3.2 million related to a gain associated with the adjustment of our member's capital account by our equity investee. Our PRBIC investment is included in our storage and transportation segment. (4) Excludes non-controlling interests related to our investment in Jackalope. See Note 9 for a further discussion of our non-controlling interest related to our investment in Jackalope. |
Risk Management (Tables)
Risk Management (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Risk Management - Notional Amounts and Terms of Companys Derivative Financial Instruments [Abstract] | |
Notional Amounts And Terms Of Company's Derivative Financial Instruments | The notional amounts and terms of our derivative financial instruments include the following at September 30, 2015 and December 31, 2014 ( in millions ): September 30, 2015 December 31, 2014 Fixed Price Payor Fixed Price Receiver Fixed Price Payor Fixed Price Receiver Propane, crude and heating oil ( barrels ) 10.6 12.7 6.8 8.4 Natural gas ( MMBTU’s ) — — 0.2 0.1 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value, Assets, Liabilities and Stockholders' Equity Measured on Recurring Basis [Abstract] | |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | We estimate the fair value of our senior notes primarily based on quoted market prices for the same or similar issuances (representing a Level 2 fair value measurement). The following table reflects the carrying value and fair value of our senior notes ( in millions ): September 30, 2015 December 31, 2014 Carrying Amount Fair Value Carrying Amount Fair Value 2019 Senior Notes $ — $ — $ 351.0 $ 360.5 2020 Senior Notes $ 503.5 $ 448.7 $ 504.0 $ 481.6 2022 Senior Notes $ 600.0 $ 523.4 $ 600.0 $ 568.5 2023 Senior Notes $ 700.0 $ 602.0 $ — $ — |
Assets And Liabilities Measured At Fair Value On Recurring Basis | The following tables set forth by level within the fair value hierarchy, our assets and liabilities that were accounted for at fair value on a recurring basis at September 30, 2015 and December 31, 2014 ( in millions ): September 30, 2015 Fair Value of Derivatives Level 1 Level 2 Level 3 Total Netting Agreements (1) Total Assets from price risk management $ 0.7 $ 64.8 $ — $ 65.5 $ (31.1 ) $ 34.4 Liabilities from price risk management $ 0.5 $ 50.7 $ — $ 51.2 $ (43.1 ) $ 8.1 December 31, 2014 Fair Value of Derivatives Level 1 Level 2 Level 3 Total Netting Agreements (1) Total Assets from price risk management $ 0.5 $ 146.7 $ — $ 147.2 $ (67.4 ) $ 79.8 Liabilities from price risk management $ 1.6 $ 99.2 $ — $ 100.8 $ (75.4 ) $ 25.4 (1) Amounts represent the impact of legally enforceable master netting agreements that allow us to settle asset and liability positions as well as cash collateral held or placed with the same counterparties. |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | We estimate the fair value of our senior notes primarily based on quoted market prices for the same or similar issuances (representing a Level 2 fair value measurement). The following table reflects the carrying value and fair value of our senior notes ( in millions ): September 30, 2015 December 31, 2014 Carrying Amount Fair Value Carrying Amount Fair Value 2019 Senior Notes $ — $ — $ 351.0 $ 360.5 2020 Senior Notes $ 503.5 $ 448.7 $ 504.0 $ 481.6 2022 Senior Notes $ 600.0 $ 523.4 $ 600.0 $ 568.5 2023 Senior Notes $ 700.0 $ 602.0 $ — $ — |
Schedule of Debt | Long-term debt consisted of the following at September 30, 2015 and December 31, 2014 ( in millions ): September 30, December 31, Credit Facility $ 716.7 $ 555.0 2019 Senior Notes — 350.0 Premium on 2019 Senior Notes — 1.0 2020 Senior Notes 500.0 500.0 Fair value adjustment of 2020 Senior Notes 3.5 4.0 2022 Senior Notes 600.0 600.0 2023 Senior Notes 700.0 — Other 5.3 5.3 Total debt 2,525.5 2,015.3 Less: current portion 7.6 0.8 Total long-term debt $ 2,517.9 $ 2,014.5 |
Partners' Capital (Tables)
Partners' Capital (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Partners' Capital [Abstract] | |
Schedule of Distributions Made to Members or Limited Partners, by Distribution | The following table presents quarterly cash distributions paid to our limited partners prior to the Simplification Merger (excluding distributions paid to our general partner on its common units held) during the nine months ended September 30, 2015 and 2014 : Record Date Payment Date Per Unit Rate Cash Distribution (in millions) 2015 February 6, 2015 February 13, 2015 $ 0.41 $ 74.3 May 8, 2015 May 15, 2015 $ 0.41 74.3 August 7, 2015 August 14, 2015 $ 0.41 74.3 $ 222.9 2014 February 7, 2014 February 14, 2014 $ 0.41 $ 74.1 May 8, 2014 May 15, 2014 $ 0.41 74.2 August 7, 2014 August 14, 2014 $ 0.41 74.1 $ 222.4 |
Equity Plans (Tables)
Equity Plans (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award | The following table summarizes information regarding restricted and phantom unit activity during the nine months ended September 30, 2015 : Units Weighted-Average Grant Date Fair Value Unvested - January 1, 2015 834,796 $ 23.18 Vested - restricted units (457,458 ) $ 22.91 Vested - phantom units (21,578 ) $ 16.05 Granted - restricted units 535,858 $ 15.89 Granted - phantom units 171,648 $ 15.76 Forfeited (1) (89,919 ) $ 20.06 Modification - restricted units (823,277 ) $ 18.93 Modification - phantom units (150,070 ) $ 16.05 Unvested - September 30, 2015 — $ — (1) We implemented a company-wide initiative to reduce operating costs in 2015 and beyond, which included a reduction in work force. As a result, 39,172 restricted units were forfeited during the nine months ended September 30, 2015 . |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The following table shows revenues, costs of product/services sold and general and administrative expenses from our affiliates for the three and nine months ended September 30, 2015 and 2014 ( in millions ): Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Gathering and processing revenues $ 0.9 $ 0.8 $ 3.0 $ 2.4 Gathering and processing costs of product/services sold (1) $ 7.2 $ 11.3 $ 23.2 $ 32.1 General and administrative expenses (2) $ 14.4 $ 18.5 $ 46.2 $ 55.5 Reimbursement of operations and maintenance expenses $ 0.6 $ — $ 2.2 $ — (1) Represents natural gas purchases from Sabine Oil and Gas Corporation. (2) Included in general and administrative expenses is approximately $1.5 million and $5.9 million of net unit-based compensation charges allocated to us from CEQP for the three and nine months ended September 30, 2015 and $1.6 million and $5.2 million of net unit-based compensation charges allocated to us from CEQP for the three and nine months ended September 30, 2014 . |
Schedule of Related Party Receivables and Payables | The following table shows accounts receivable and accounts payable from our affiliates as of September 30, 2015 and December 31, 2014 ( in millions ): September 30, 2015 December 31, 2014 Accounts receivable $ 6.2 $ 0.3 Accounts payable $ 2.0 $ 3.1 |
Segments (Tables)
Segments (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Reportable Segments | Below is a reconciliation of net income to EBITDA ( in millions ): Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Net income (loss) $ (610.2 ) $ 27.1 $ (653.9 ) $ 63.9 Add: Interest and debt expense, net 32.6 27.8 95.1 84.9 Loss on modification/extinguishment of debt 1.8 — 18.9 — Provision (benefit) for income taxes (0.1 ) — 0.4 0.8 Depreciation, amortization and accretion 70.0 63.9 208.3 186.0 EBITDA $ (505.9 ) $ 118.8 $ (331.2 ) $ 335.6 Our intersegment revenues, along with the intersegment costs of product/services sold, were incurred in the normal course of business between our operating segments. Intersegment revenues primarily represent sales by our gathering and processing segment to our marketing, supply and logistics segment, which is responsible for marketing certain of our commodities to third parties. The following tables summarize the reportable segment data for the three and nine months ended September 30, 2015 and 2014 ( in millions ). Three Months Ended September 30, 2015 Gathering and Processing Storage and Transportation Marketing, Supply and Logistics Intersegment Corporate Total Revenues $ 366.2 $ 65.0 $ 210.1 $ (10.6 ) $ — $ 630.7 Costs of product/services sold 282.8 5.2 171.8 (10.6 ) — 449.2 Operations and maintenance expense 20.6 10.2 18.0 — — 48.8 General and administrative expense — — — — 29.2 29.2 Loss on long-lived assets (0.3 ) (0.9 ) (1.1 ) — — (2.3 ) Goodwill impairment (39.1 ) (348.0 ) (222.8 ) — — (609.9 ) Earnings from unconsolidated affiliates, net 2.0 0.8 — — — 2.8 EBITDA $ 25.4 $ (298.5 ) $ (203.6 ) $ — $ (29.2 ) $ (505.9 ) Goodwill $ 79.6 $ 1,046.6 $ 429.9 $ — $ — $ 1,556.1 Total assets $ 2,867.5 $ 2,540.7 $ 1,296.8 $ — $ 172.8 $ 6,877.8 Purchases of property, plant and equipment $ 15.9 $ 8.2 $ 14.6 $ — $ 0.6 $ 39.3 Three Months Ended September 30, 2014 Gathering and Processing Storage and Transportation Marketing, Supply and Logistics Intersegment Corporate Total Revenues $ 648.7 $ 63.4 $ 352.5 $ (30.8 ) $ — $ 1,033.8 Costs of product/services sold 554.0 6.6 310.4 (30.8 ) — 840.2 Operations and maintenance expense 29.6 5.5 18.6 — — 53.7 General and administrative expense — — — — 20.5 20.5 Loss on long-lived assets (0.9 ) — — — — (0.9 ) Loss on contingent consideration — — — — — — Earnings (loss) from unconsolidated affiliates, net 0.4 (0.1 ) — — — 0.3 EBITDA $ 64.6 $ 51.2 $ 23.5 $ — $ (20.5 ) $ 118.8 Goodwill $ 145.5 $ 1,394.6 $ 743.3 $ — $ — $ 2,283.4 Total assets $ 3,037.9 $ 2,391.0 $ 2,032.5 $ — $ 172.7 $ 7,634.1 Purchases of property, plant and equipment $ 81.4 $ 10.7 $ 6.8 $ — $ 1.4 $ 100.3 Nine Months Ended September 30, 2015 Gathering and Processing Storage and Transportation Marketing, Supply and Logistics Intersegment Corporate Total Revenues $ 1,107.2 $ 201.1 $ 749.9 $ (54.5 ) $ — $ 2,003.7 Costs of product/services sold 842.6 15.8 634.5 (54.5 ) — 1,438.4 Operations and maintenance expense 67.0 22.5 53.8 — — 143.3 General and administrative expense — — — — 82.1 82.1 Loss on long-lived assets (1.2 ) (1.5 ) (1.1 ) — — (3.8 ) Goodwill impairment (47.4 ) (348.0 ) (283.1 ) — — (678.5 ) Earnings from unconsolidated affiliates, net 5.6 5.6 — — — 11.2 EBITDA $ 154.6 $ (181.1 ) $ (222.6 ) $ — $ (82.1 ) $ (331.2 ) Goodwill $ 79.6 $ 1,046.6 $ 429.9 $ — $ — $ 1,556.1 Total assets $ 2,867.5 $ 2,540.7 $ 1,296.8 $ — $ 172.8 $ 6,877.8 Purchases of property, plant and equipment $ 80.5 $ 16.2 $ 25.1 $ — $ 1.0 $ 122.8 Nine Months Ended September 30, 2014 Gathering and Processing Storage and Transportation Marketing, Supply and Logistics Intersegment Corporate Total Revenues $ 1,701.4 $ 186.1 $ 1,065.9 $ (30.8 ) $ — $ 2,922.6 Costs of product/services sold 1,440.9 17.8 938.9 (30.8 ) — 2,366.8 Operations and maintenance expense 74.5 16.6 50.8 — — 141.9 General and administrative expense — — — — 69.2 69.2 Gain on long-lived assets 0.1 0.6 0.1 — — 0.8 Loss on contingent consideration (8.6 ) — — — — (8.6 ) Earnings (loss) from unconsolidated affiliates, net 0.1 (1.4 ) — — — (1.3 ) EBITDA $ 177.6 $ 150.9 $ 76.3 $ — $ (69.2 ) $ 335.6 Goodwill $ 145.5 $ 1,394.6 $ 743.3 $ — $ — $ 2,283.4 Total assets $ 3,037.9 $ 2,391.0 $ 2,032.5 $ — $ 172.7 $ 7,634.1 Purchases of property, plant and equipment $ 238.0 $ 22.1 $ 18.4 $ — $ 5.3 $ 283.8 |
Condensed Consolidating Finan32
Condensed Consolidating Financial Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Consolidating Balance Sheet | Condensed Consolidating Balance Sheet September 30, 2015 (in millions) Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Assets Current assets: Cash $ — $ 0.2 $ — $ — $ 0.2 Accounts receivable 1.0 301.0 0.5 — 302.5 Inventory — 49.9 — — 49.9 Other current assets — 54.2 — — 54.2 Total current assets 1.0 405.3 0.5 — 406.8 Property, plant and equipment, net 6.6 3,669.0 — — 3,675.6 Goodwill and intangible assets, net 44.2 2,415.9 — — 2,460.1 Investment in consolidated affiliates 6,532.0 — — (6,532.0 ) — Investment in unconsolidated affiliates — — 332.4 — 332.4 Other assets — 2.9 — — 2.9 Total assets $ 6,583.8 $ 6,493.1 $ 332.9 $ (6,532.0 ) $ 6,877.8 Liabilities and partners' capital Current liabilities: Accounts payable 3.3 160.3 0.3 — 163.9 Other current liabilities 42.3 91.2 — — 133.5 Total current liabilities 45.6 251.5 0.3 — 297.4 Long-term liabilities: Long-term debt, less current portion 2,517.9 — — — 2,517.9 Other long-term liabilities 0.7 42.2 — — 42.9 Partners' capital 3,838.3 6,199.4 151.3 (6,350.7 ) 3,838.3 Interest of non-controlling partners in subsidiaries 181.3 — 181.3 (181.3 ) 181.3 Total partners' capital 4,019.6 6,199.4 332.6 (6,532.0 ) 4,019.6 Total liabilities and partners' capital $ 6,583.8 $ 6,493.1 $ 332.9 $ (6,532.0 ) $ 6,877.8 Condensed Consolidating Balance Sheet December 31, 2014 (in millions) Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Assets Current assets: Cash $ — $ 7.6 $ — $ — $ 7.6 Accounts receivable 1.2 377.8 0.3 — 379.3 Inventory — 46.6 — — 46.6 Other current assets — 103.1 — — 103.1 Total current assets 1.2 535.1 0.3 — 536.6 Property, plant and equipment, net 7.9 3,738.1 — — 3,746.0 Goodwill and intangible assets, net 38.0 3,166.2 — — 3,204.2 Investment in consolidated affiliates 7,319.7 — — (7,319.7 ) — Investment in unconsolidated affiliates — — 295.1 — 295.1 Other assets — 3.3 — — 3.3 Total assets $ 7,366.8 $ 7,442.7 $ 295.4 $ (7,319.7 ) $ 7,785.2 Liabilities and partners' capital Current liabilities: Accounts payable 9.0 225.8 0.2 — 235.0 Other current liabilities 23.0 153.3 — — 176.3 Total current liabilities 32.0 379.1 0.2 — 411.3 Long-term liabilities: Long-term debt, less current portion 2,012.8 1.7 — — 2,014.5 Other long-term liabilities 1.6 37.4 — — 39.0 Partners' capital 5,148.7 7,024.5 123.5 (7,148.0 ) 5,148.7 Interest of non-controlling partners in subsidiaries 171.7 — 171.7 (171.7 ) 171.7 Total partners' capital 5,320.4 7,024.5 295.2 (7,319.7 ) 5,320.4 Total liabilities and partners' capital $ 7,366.8 $ 7,442.7 $ 295.4 $ (7,319.7 ) $ 7,785.2 |
Consolidating Statements of Operations | Condensed Consolidating Statements of Operations Three Months Ended September 30, 2015 (in millions) Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Revenues $ — $ 630.7 $ — $ — $ 630.7 Costs of product/services sold — 449.2 — — 449.2 Expenses: Operations and maintenance — 48.8 — — 48.8 General and administrative 21.2 8.0 — — 29.2 Depreciation, amortization and accretion 0.5 69.5 — — 70.0 21.7 126.3 — — 148.0 Other operating expense: Loss on long-lived assets, net — (2.3 ) — — (2.3 ) Goodwill impairment — (609.9 ) — — (609.9 ) Operating loss (21.7 ) (557.0 ) — — (578.7 ) Earnings from unconsolidated affiliates, net — — 2.8 — 2.8 Interest and debt expense, net (32.6 ) — — — (32.6 ) Loss on modification/extinguishment of debt (1.8 ) — — — (1.8 ) Equity in net income (loss) of subsidiary (554.1 ) — — 554.1 — Income (loss) before income taxes (610.2 ) (557.0 ) 2.8 554.1 (610.3 ) Benefit for income taxes — (0.1 ) — — (0.1 ) Net income (loss) (610.2 ) (556.9 ) 2.8 554.1 (610.2 ) Net income attributable to non-controlling partners — — (5.9 ) — (5.9 ) Net income (loss) attributable to Crestwood Midstream Partners LP (610.2 ) (556.9 ) (3.1 ) 554.1 (616.1 ) Net income attributable to Class A preferred units (6.4 ) — — — (6.4 ) Net income (loss) attributable to partners $ (616.6 ) $ (556.9 ) $ (3.1 ) $ 554.1 $ (622.5 ) Condensed Consolidating Statements of Operations Three Months Ended September 30, 2014 (in millions) Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Revenues $ — $ 1,033.8 $ — $ — $ 1,033.8 Costs of product/services sold — 840.2 — — 840.2 Expenses: Operations and maintenance — 53.7 — — 53.7 General and administrative 9.7 10.8 — — 20.5 Depreciation, amortization and accretion 0.7 63.2 — — 63.9 10.4 127.7 — — 138.1 Other operating expense: Loss on long-lived assets, net — (0.9 ) — — (0.9 ) Operating income (loss) (10.4 ) 65.0 — — 54.6 Earnings from unconsolidated affiliates, net — — 0.3 — 0.3 Interest and debt expense, net (27.8 ) — — — (27.8 ) Equity in net income (loss) of subsidiary 65.3 — — (65.3 ) — Income (loss) before income taxes 27.1 65.0 0.3 (65.3 ) 27.1 Provision for income taxes — — — — — Net income (loss) 27.1 65.0 0.3 (65.3 ) 27.1 Net income attributable to non-controlling partners — — (4.5 ) — (4.5 ) Net income (loss) attributable to Crestwood Midstream Partners LP 27.1 65.0 (4.2 ) (65.3 ) 22.6 Net income attributable to Class A preferred units (9.1 ) — — — (9.1 ) Net income (loss) attributable to partners $ 18.0 $ 65.0 $ (4.2 ) $ (65.3 ) $ 13.5 Condensed Consolidating Statements of Operations Nine Months Ended September 30, 2015 (in millions) Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Revenues $ — $ 2,003.7 $ — $ — $ 2,003.7 Costs of product/services sold — 1,438.4 — — 1,438.4 Expenses: Operations and maintenance — 143.3 — — 143.3 General and administrative 51.0 31.1 — — 82.1 Depreciation, amortization and accretion 1.6 206.7 — — 208.3 52.6 381.1 — — 433.7 Other operating expense: Loss on long-lived assets, net — (3.8 ) — — (3.8 ) Goodwill impairment — (678.5 ) — — (678.5 ) Operating loss (52.6 ) (498.1 ) — — (550.7 ) Earnings from unconsolidated affiliates, net — — 11.2 — 11.2 Interest and debt expense, net (95.1 ) — — — (95.1 ) Loss on modification/extinguishment of debt (18.9 ) — — — (18.9 ) Equity in net income (loss) of subsidiary (487.3 ) — — 487.3 — Income (loss) before income taxes (653.9 ) (498.1 ) 11.2 487.3 (653.5 ) Provision for income taxes — 0.4 — — 0.4 Net income (loss) (653.9 ) (498.5 ) 11.2 487.3 (653.9 ) Net income attributable to non-controlling partners — — (17.2 ) — (17.2 ) Net income (loss) attributable to Crestwood Midstream Partners LP (653.9 ) (498.5 ) (6.0 ) 487.3 (671.1 ) Net income attributable to Class A preferred units (23.1 ) — — — (23.1 ) Net income (loss) attributable to partners $ (677.0 ) $ (498.5 ) $ (6.0 ) $ 487.3 $ (694.2 ) Condensed Consolidating Statements of Operations Nine Months Ended September 30, 2014 (in millions) Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Revenues $ — $ 2,922.6 $ — $ — $ 2,922.6 Costs of product/services sold — 2,366.8 — — 2,366.8 Expenses: Operations and maintenance — 141.9 — — 141.9 General and administrative 36.6 32.6 — — 69.2 Depreciation, amortization and accretion 1.1 184.9 — — 186.0 37.7 359.4 — — 397.1 Other operating income (expense): Gain on long-lived assets, net — 0.8 — — 0.8 Loss on contingent consideration — (8.6 ) — — (8.6 ) Operating income (loss) (37.7 ) 188.6 — — 150.9 Loss from unconsolidated affiliates, net — — (1.3 ) — (1.3 ) Interest and debt expense, net (84.9 ) — — — (84.9 ) Equity in net income (loss) of subsidiary 186.5 — — (186.5 ) — Income (loss) before income taxes 63.9 188.6 (1.3 ) (186.5 ) 64.7 Provision for income taxes — 0.8 — — 0.8 Net income (loss) 63.9 187.8 (1.3 ) (186.5 ) 63.9 Net income attributable to non-controlling partners — — (11.3 ) — (11.3 ) Net income (loss) attributable to Crestwood Midstream Partners LP 63.9 187.8 (12.6 ) (186.5 ) 52.6 Net income attributable to Class A preferred units (10.2 ) — — — (10.2 ) Net income (loss) attributable to partners $ 53.7 $ 187.8 $ (12.6 ) $ (186.5 ) $ 42.4 |
Consolidating Statement of Cash Flows | Condensed Consolidating Statements of Cash Flows Nine Months Ended September 30, 2015 (in millions) Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: $ (133.3 ) $ 454.6 $ 9.3 $ — $ 330.6 Cash flows from investing activities: Purchases of property, plant and equipment (1.0 ) (121.8 ) — — (122.8 ) Investment in unconsolidated affiliates — — (39.8 ) — (39.8 ) Capital distributions from unconsolidated affiliates — — 4.4 — 4.4 Proceeds from sale of assets — 2.9 — — 2.9 Capital contribution to consolidated affiliates (33.7 ) — — 33.7 — Net cash provided by (used in) investing activities (34.7 ) (118.9 ) (35.4 ) 33.7 (155.3 ) Cash flows from financing activities: Proceeds from the issuance of long-term debt 2,698.8 — — — 2,698.8 Principal payments on long-term debt (2,187.9 ) — — — (2,187.9 ) Payments on capital leases (1.2 ) (0.4 ) — — (1.6 ) Payments for debt-related deferred costs (17.3 ) — — — (17.3 ) Financing fees paid for early debt redemption (13.6 ) — — — (13.6 ) Distributions paid (710.0 ) — (7.6 ) — (717.6 ) Contributions from parent — — 33.7 (33.7 ) — Net proceeds from issuance of Class A preferred units 58.8 — — — 58.8 Taxes paid for unit-based compensation vesting (2.1 ) — — (2.1 ) Change in intercompany balances 340.6 (340.6 ) — — — Other (0.2 ) — — — (0.2 ) Net cash provided by (used in) financing activities 168.0 (343.1 ) 26.1 (33.7 ) (182.7 ) Net change in cash — (7.4 ) — — (7.4 ) Cash at beginning of period — 7.6 — — 7.6 Cash at end of period $ — $ 0.2 $ — $ — $ 0.2 Condensed Consolidating Statements of Cash Flows Nine Months Ended September 30, 2014 (in millions) Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: $ (116.0 ) $ 390.6 $ — $ — $ 274.6 Cash flows from investing activities: Acquisitions, net of cash acquired — (19.5 ) — — (19.5 ) Purchases of property, plant and equipment (3.7 ) (280.1 ) — — (283.8 ) Investment in unconsolidated affiliates — — (81.8 ) — (81.8 ) Proceeds from sale of assets — 0.3 — — 0.3 Capital contribution to consolidated affiliates (26.9 ) — — 26.9 — Net cash provided by (used in) investing activities (30.6 ) (299.3 ) (81.8 ) 26.9 (384.8 ) Cash flows from financing activities: Proceeds from the issuance of long-term debt 1,410.9 — — — 1,410.9 Principal payments on long-term debt (1,390.9 ) — — — (1,390.9 ) Payments on capital leases (0.9 ) (1.7 ) — — (2.6 ) Payments for debt-related deferred costs (0.1 ) — — — (0.1 ) Distributions paid (330.7 ) — — — (330.7 ) Contributions from parent — — 26.9 (26.9 ) — Net proceeds from issuance of preferred equity of subsidiary — — 53.9 — 53.9 Net proceeds from issuance of Class A preferred units 366.8 — — — 366.8 Taxes paid for unit-based compensation vesting — (1.5 ) — — (1.5 ) Change in intercompany balances 91.4 (91.4 ) — — — Other — (0.6 ) — — (0.6 ) Net cash provided by (used in) financing activities 146.5 (95.2 ) 80.8 (26.9 ) 105.2 Net change in cash (0.1 ) (3.9 ) (1.0 ) — (5.0 ) Cash at beginning of period 0.1 4.0 1.0 — 5.1 Cash at end of period $ — $ 0.1 $ — $ — $ 0.1 |
Organization and Business Descr
Organization and Business Description (Details) | 9 Months Ended | |
Sep. 30, 2015MMcf / dbbl / dsegment$ / sharesgalbbl | May. 05, 2015 | |
Partnership Organization And Basis Of Presentation [Line Items] | ||
Aboveground Bullet Storage Capacity | 1,200,000 | |
Number of operating segments | segment | 3 | |
Equity interest issued or issuable, conversion ratio | 2.75 | 2.75 |
Natural Gas Processing Capacity | MMcf / d | 25 | |
NGL Fractionation Capacity | bbl | 12,000 | |
Butane Isomerization Capacity | bbl / d | 8,000 | |
Underground NGL Storage Capacity | 21,000,000 | |
CEQP | ||
Partnership Organization And Basis Of Presentation [Line Items] | ||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest | 99.90% | |
Parent | ||
Partnership Organization And Basis Of Presentation [Line Items] | ||
Percentage of distribution entitled to receive | 50.00% | |
West Coast [Member] | ||
Partnership Organization And Basis Of Presentation [Line Items] | ||
NGL Storage Capacity | 24,000,000 | |
Crestwood Gas Services GP, LLC [Member] | ||
Partnership Organization And Basis Of Presentation [Line Items] | ||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest | 0.10% | |
Distribution Rights | ||
Partnership Organization And Basis Of Presentation [Line Items] | ||
Distribution declared per limited partner unit | $ / shares | $ 0.37 | |
Distribution Rights | CEQP | ||
Partnership Organization And Basis Of Presentation [Line Items] | ||
Percentage of distribution entitled to receive | 100.00% |
Basis of Presentation and Sum34
Basis of Presentation and Summary of Significant Accounting Policies (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015 | Jun. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Summary Of Significant Accounting Policies [Line Items] | ||||||
Goodwill impairment | $ 609.9 | $ 68.6 | $ 0 | $ 678.5 | $ 0 | |
Goodwill | 1,556.1 | $ 2,283.4 | 1,556.1 | $ 2,283.4 | $ 2,234.6 | |
Fayetteville [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Goodwill impairment | 39.1 | 8.3 | ||||
Goodwill | 25.1 | 25.1 | 72.5 | |||
Watkins Glen [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Goodwill impairment | 18 | 31.9 | ||||
Goodwill | 16.3 | 16.3 | 66.2 | |||
Marcellus [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Goodwill impairment | 0 | 0 | ||||
Goodwill | 8.6 | 8.6 | 8.6 | |||
Arrow [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Goodwill impairment | 0 | 0 | ||||
Goodwill | 45.9 | 45.9 | 45.9 | |||
Northeast Storage and Transportation [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Goodwill impairment | 0 | 0 | ||||
Goodwill | 726.3 | 726.3 | 726.3 | |||
COLT [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Goodwill impairment | 348 | 0 | ||||
Goodwill | 320.3 | 320.3 | 668.3 | |||
West Coast [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Goodwill impairment | 57.5 | 28.4 | ||||
Goodwill | 0 | 0 | 85.9 | |||
Supply and Logistics [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Goodwill impairment | 0 | 0 | ||||
Goodwill | 266.2 | 266.2 | 266.2 | |||
Storage and Terminals [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Goodwill impairment | 0 | 0 | ||||
Goodwill | 104.2 | 104.2 | 104.2 | |||
US Salt [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Goodwill impairment | 0 | 0 | ||||
Goodwill | 12.6 | 12.6 | 12.6 | |||
Trucking [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Goodwill impairment | 147.3 | $ 0 | ||||
Goodwill | $ 30.6 | $ 30.6 | $ 177.9 |
Acquisitions (Details)
Acquisitions (Details) $ in Millions | May. 09, 2014USD ($)acrude_trailerservice_vehiclestractorbbl | Mar. 21, 2014USD ($)bbl | Sep. 30, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 30, 2014USD ($) | Mar. 21, 2014USD ($) | Mar. 21, 2014double_bottom_body_tanks | Mar. 21, 2014trailer_tanks | Mar. 21, 2014tractor |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract] | |||||||||
Goodwill | $ 1,556.1 | $ 2,234.6 | $ 2,283.4 | ||||||
Red Rock Transportation, Inc | |||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract] | |||||||||
Consideration transferred | $ 13.8 | ||||||||
Cash paid | 12.1 | ||||||||
Liabilities incurred | $ 1.8 | ||||||||
Trailer Tanks, Number | 22 | 56 | |||||||
Crude Hauling Capacity | bbl | 28,000 | ||||||||
Property, plant and equipment | $ 10.6 | ||||||||
Goodwill | $ 3.2 | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Tractors | tractor | 44 | ||||||||
LT Enterprises [Member] | |||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract] | |||||||||
Consideration transferred | $ 10.7 | ||||||||
Cash paid | 9 | ||||||||
Liabilities incurred | $ 1.7 | ||||||||
Crude Hauling Capacity | bbl | 20,000 | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Tractors | tractor | 38 | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Crude Trailers | crude_trailer | 51 | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Service Vehicles | service_vehicles | 17 | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Land, Area | a | 20 | ||||||||
NGL and Crude Services Operations | |||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract] | |||||||||
Goodwill | $ 429.9 | $ 743.3 |
Certain Balance Sheet Informa36
Certain Balance Sheet Information (Property Plant and Equipment) (Details) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment (Note 4) | $ 4,195.6 | $ 4,144.6 |
Less: accumulated depreciation and depletion | 520 | 398.6 |
Property, plant and equipment, net | 3,675.6 | 3,746 |
Capital lease assets | 2.9 | 5.3 |
Gathering systems and pipelines | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment (Note 4) | 1,294.3 | 1,279.5 |
Facilities and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment (Note 4) | 1,686.1 | 1,653.8 |
Buildings, land, rights-of-way, storage contracts and easements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment (Note 4) | 847.1 | 840 |
Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment (Note 4) | 44.4 | 43.5 |
Construction in process | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment (Note 4) | 148.2 | 156.5 |
Base gas | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment (Note 4) | 37.3 | 37.5 |
Salt deposits | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment (Note 4) | 120.5 | 120.5 |
Office furniture, fixtures and other | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment (Note 4) | $ 17.7 | $ 13.3 |
Certain Balance Sheet Informa37
Certain Balance Sheet Information (Intangible Assets) (Details) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | $ 1,127.7 | $ 1,123.7 |
Less: accumulated amortization | 223.7 | 154.1 |
Total intangible assets, net | 904 | 969.6 |
Customer accounts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 583.7 | 583.7 |
Covenants not to compete | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 8.6 | 8.6 |
Acquired storage contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 29 | 29 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 15.8 | 16.7 |
Gas gathering, compression and processing contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 427.3 | 431.4 |
Deferred financing costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | $ 63.3 | $ 54.3 |
Certain Balance Sheet Informa38
Certain Balance Sheet Information (Accrued Expenses and Other Liabilities) (Details) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Payables and Accruals [Abstract] | ||
Accrued expenses | $ 50.1 | $ 50 |
Accrued property taxes | 6.6 | 2.2 |
Accrued product purchases payable | 1.8 | 0.7 |
Tax payable | 0 | 1.2 |
Interest payable | 34.9 | 21.9 |
Accrued additions to property, plant and equipment | 7.7 | 20 |
Commitments and contingent liabilities (Note 11) | 0 | 40 |
Capital leases | 1.6 | 1.9 |
Deferred revenue | 15.1 | 12.2 |
Total accrued expenses and other liabilities | $ 117.8 | $ 150.1 |
Investments in Unconsolidated39
Investments in Unconsolidated Affiliates (Net Investments In and Earnings (Loss) from Unconsolidated Affiliates) (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Jul. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Schedule of Equity Method Investments [Line Items] | ||||||
Investment | $ 332.4 | $ 332.4 | $ 295.1 | |||
Earnings from unconsolidated affiliates, net | $ 2.8 | $ 0.3 | $ 11.2 | $ (1.3) | ||
Jackalope Gas Gathering Services, LLC | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership Percentage | 50.00% | 50.00% | ||||
Investment | $ 255.2 | $ 255.2 | 232.9 | |||
Earnings from unconsolidated affiliates, net | 2 | 0.4 | 5.6 | 0.1 | ||
Difference between carrying amount and underlying equity | 51.4 | 51.4 | ||||
Amortization | $ 0.8 | 0.8 | 2.3 | 2.3 | ||
Proceeds from equity method investment | $ 8.7 | |||||
Tres Palacios Holdings LLC | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership Percentage | 50.01% | 50.01% | ||||
Investment | $ 40.1 | $ 40.1 | 36 | |||
Earnings from unconsolidated affiliates, net | 0.6 | 0 | 2.1 | 0 | ||
Difference between carrying amount and underlying equity | 29.4 | 29.4 | ||||
Amortization | $ 0.3 | 0.9 | ||||
Proceeds from equity method investment | $ 3.5 | $ 4 | ||||
PRBIC | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership Percentage | 50.01% | 50.01% | ||||
Investment | $ 37.1 | $ 37.1 | $ 26.2 | |||
Earnings from unconsolidated affiliates, net | $ 0.2 | $ (0.1) | 3.5 | $ (1.4) | ||
Income (loss) from Equity Method Investments, Disproportionate Distribution | 3.2 | |||||
Proceeds from equity method investment | $ 1.3 |
Risk Management (Notional Amoun
Risk Management (Notional Amounts and Terms of Company's Derivative Financial Instruments) (Details) - bbl bbl in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Propane Crude And Heating Oil | Fixed Price Payor | ||
Derivative [Line Items] | ||
Derivative, notional amount | 10.6 | 6.8 |
Propane Crude And Heating Oil | Fixed Price Receiver | ||
Derivative [Line Items] | ||
Derivative, notional amount | 12.7 | 8.4 |
Natural Gas | Fixed Price Payor | ||
Derivative [Line Items] | ||
Derivative, notional amount | 0 | 0.2 |
Natural Gas | Fixed Price Receiver | ||
Derivative [Line Items] | ||
Derivative, notional amount | 0 | 0.1 |
Investments in Unconsolidated41
Investments in Unconsolidated Affiliates (Narrative) (Details) - USD ($) $ in Millions | 1 Months Ended | 9 Months Ended | ||
Oct. 31, 2015 | Jul. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | |
Schedule of Equity Method Investments [Line Items] | ||||
Payments to acquire equity method investments | $ 39.8 | $ 81.8 | ||
Jackalope Gas Gathering Services, LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Proceeds from equity method investment | 8.7 | |||
Tres Palacios Holdings LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Proceeds from equity method investment | $ 3.5 | 4 | ||
Payments to acquire equity method investments | 5.7 | |||
PRBIC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Proceeds from equity method investment | 1.3 | |||
Payments to acquire equity method investments | 8.7 | 3.5 | ||
Crestwood Niobrara LLC | Jackalope Gas Gathering Services, LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Payments to acquire equity method investments | $ 25.4 | $ 78.3 | ||
Subsequent event | Jackalope Gas Gathering Services, LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Proceeds from equity method investment | $ 3.9 | |||
Subsequent event | PRBIC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Proceeds from equity method investment | $ 0.6 |
Risk Management (Narrative) (De
Risk Management (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Derivative [Line Items] | |||||
Collateral posted for commodity derivative instruments | $ 17,600,000 | $ 17,600,000 | $ 33,600,000 | ||
Price Risk Contracts | Maximum | |||||
Derivative [Line Items] | |||||
Remaining maturity | 35 years | ||||
Percent of contracts expiring in the next twelve months | 86.00% | ||||
Commodity contract | |||||
Derivative [Line Items] | |||||
Gain (loss) on derivative instruments not designated as hedging | 5,700,000 | $ 5,900,000 | $ 11,000,000 | $ 10,400,000 | |
Aggregate fair value of commodity derivative instruments | 4,100,000 | 4,100,000 | 5,200,000 | ||
Collateral posted for commodity derivative instruments | 0 | 0 | |||
NYMEX Derivative Liability | |||||
Derivative [Line Items] | |||||
Aggregate fair value of commodity derivative instruments | 24,500,000 | 24,500,000 | 36,900,000 | ||
NYMEX Margin Deposit | |||||
Derivative [Line Items] | |||||
NYMEX margin deposits | $ 31,900,000 | $ 31,900,000 | $ 41,900,000 |
Fair Value Measurements (Schedu
Fair Value Measurements (Schedule of Carrying Values and Estimated Fair Values of Senior Notes) (Details) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Crestwood Midstream Partners LP | Senior Notes | ||
Debt Instrument [Line Items] | ||
Carrying amount | $ 0 | $ 351 |
Fair value | 0 | 360.5 |
Crestwood Midstream Partners LP | Nrgm Credit Facility | ||
Debt Instrument [Line Items] | ||
Carrying amount | 503.5 | 504 |
Fair value | 448.7 | 481.6 |
Senior Notes, 2022 | Senior Notes | ||
Debt Instrument [Line Items] | ||
Carrying amount | 600 | 600 |
Senior Notes, 2022 | Crestwood Midstream Partners LP | Crestwood Midstream Senior Notes | ||
Debt Instrument [Line Items] | ||
Fair value | 523.4 | 568.5 |
Senior Notes, 2023 | Senior Notes | ||
Debt Instrument [Line Items] | ||
Carrying amount | 700 | 0 |
Senior Notes, 2023 | Crestwood Midstream Partners LP | Crestwood Midstream Senior Notes | ||
Debt Instrument [Line Items] | ||
Fair value | 602 | 0 |
Crestwood Midstream Partners LP | Senior Notes, 2022 | Senior Notes | ||
Debt Instrument [Line Items] | ||
Carrying amount | 600 | 600 |
Crestwood Midstream Partners LP | Senior Notes, 2023 | Crestwood Midstream Senior Notes | ||
Debt Instrument [Line Items] | ||
Carrying amount | $ 700 | $ 0 |
Fair Value Measurements (Assets
Fair Value Measurements (Assets And Liabilities Measured At Fair Value On Recurring Basis) (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets from price risk management | $ 65.5 | $ 147.2 |
Assets from price risk management, total | 34.4 | 79.8 |
Netting agreements | (31.1) | (67.4) |
Liabilities from price risk management | 51.2 | 100.8 |
Liabilities from price risk management, total | 8.1 | 25.4 |
Netting agreements | (43.1) | (75.4) |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets from price risk management | 0.7 | 0.5 |
Liabilities from price risk management | 0.5 | 1.6 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets from price risk management | 64.8 | 146.7 |
Liabilities from price risk management | 50.7 | 99.2 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets from price risk management | 0 | 0 |
Liabilities from price risk management | $ 0 | $ 0 |
Long-Term Debt (Debt) (Details)
Long-Term Debt (Debt) (Details) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Total debt | $ 2,525.5 | $ 2,015.3 |
Less: current portion | 7.6 | 0.8 |
Total long-term debt | 2,517.9 | 2,014.5 |
Crestwood Midstream Revolver | ||
Debt Instrument [Line Items] | ||
Outstanding balance on the credit facility | 555 | |
Other | ||
Debt Instrument [Line Items] | ||
Other | 5.3 | 5.3 |
Senior Notes | 2019 Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 0 | 350 |
Premium on senior notes | 0 | 1 |
Senior Notes | 2020 Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 500 | 500 |
Fair value adjustment of senior notes | 3.5 | 4 |
Senior Notes | 2022 Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 600 | 600 |
Senior Notes | 2023 Senior unsecured notes | ||
Debt Instrument [Line Items] | ||
Senior notes | 700 | 0 |
Revolver | Crestwood Midstream Revolver | ||
Debt Instrument [Line Items] | ||
Outstanding balance on the credit facility | $ 716.7 | $ 555 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) | Sep. 30, 2015USD ($) | Aug. 14, 2015USD ($) | May. 15, 2015USD ($) | Apr. 08, 2015USD ($) | Feb. 13, 2015USD ($) | Aug. 14, 2014USD ($) | May. 15, 2014USD ($) | Feb. 14, 2014USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Dec. 31, 2014USD ($) |
Debt Instrument [Line Items] | |||||||||||||
Distribution Made to Limited Partner, Cash Distributions Paid | $ 74,300,000 | $ 74,300,000 | $ 74,300,000 | $ 74,100,000 | $ 74,200,000 | $ 74,100,000 | $ 710,000,000 | $ 330,700,000 | |||||
Senior Secured Leverage Ratio, maximum | 3.75 | 3.75 | 3.75 | ||||||||||
Senior Secured Leverage Ratio | 1.31 | 1.31 | 1.31 | ||||||||||
Early repayment of senior debt | $ 13,600,000 | 0 | |||||||||||
Loss on modification/extinguishment of debt | $ 1,800,000 | $ 0 | 18,900,000 | $ 0 | |||||||||
2019 senior unsecured notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Loss on modification/extinguishment of debt | 17,100,000 | ||||||||||||
Crestwood Midstream Revolver | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Loss on modification/extinguishment of debt | (1,800,000) | ||||||||||||
Crestwood Midstream Revolver | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit, maximum capacity | $ 1,000,000,000 | 1,000,000,000 | $ 1,000,000,000 | $ 1,000,000,000 | |||||||||
Letters of credit outstanding | 15,100,000 | ||||||||||||
Outstanding balance on the credit facility | $ 555,000,000 | ||||||||||||
Weighted average interest rate | 2.86% | ||||||||||||
Maximum leverage ratio | 5.50 | ||||||||||||
Current debt to EBITDA ratio | 4.63 | ||||||||||||
Consolidated EBITDA to interest expense ratio | 4.12 | ||||||||||||
Crestwood Midstream Revolver | Revolver | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Term of debt instrument | 5 years | ||||||||||||
Letters of credit outstanding | 50,800,000 | 50,800,000 | $ 50,800,000 | ||||||||||
Remaining borrowing capacity | 473,300,000 | 473,300,000 | 473,300,000 | ||||||||||
Outstanding balance on the credit facility | $ 716,700,000 | $ 716,700,000 | $ 716,700,000 | $ 555,000,000 | |||||||||
Weighted average interest rate | 3.82% | 3.82% | 3.82% | ||||||||||
Minimum interest coverage ratio | 2.50 | ||||||||||||
Crestwood Midstream Revolver | Revolver | Line of Credit [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Proceeds from issuance of debt | $ 720,000,000 | ||||||||||||
Crestwood Midstream Revolver | Swing Line Loans | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit, maximum capacity | 25,000,000 | $ 25,000,000 | $ 25,000,000 | ||||||||||
Crestwood Midstream Credit Facility [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit, maximum capacity | 1,500,000,000 | 1,500,000,000 | 1,500,000,000 | ||||||||||
Line of Credit Facility, Current Borrowing Capacity | 350,000,000 | 350,000,000 | 350,000,000 | ||||||||||
2019 senior unsecured notes | Senior Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Senior notes | 0 | 0 | 0 | 350,000,000 | |||||||||
Early repayment of senior debt | $ 364,100,000 | ||||||||||||
Interest paid | 500,000 | ||||||||||||
Call premium on debt redemption | 13,600,000 | ||||||||||||
2020 Senior Notes | Senior Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Senior notes | 500,000,000 | 500,000,000 | 500,000,000 | 500,000,000 | |||||||||
2022 Senior Notes | Senior Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Senior notes | $ 600,000,000 | $ 600,000,000 | $ 600,000,000 | 600,000,000 | |||||||||
2023 Senior unsecured notes | Senior Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate on debt | 6.25% | 6.25% | 6.25% | ||||||||||
Proceeds from issuance of debt | $ 315,000,000 | $ 688,300,000 | |||||||||||
Senior notes | $ 700,000,000 | $ 700,000,000 | $ 700,000,000 | $ 0 | |||||||||
Minimum | Crestwood Midstream Revolver | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Weighted average interest rate | 2.66% | ||||||||||||
Minimum | Crestwood Midstream Revolver | Revolver | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate at the end of the period | 2.70% | 2.70% | 2.70% | ||||||||||
Minimum | Crestwood Midstream Credit Facility [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of Credit Facility, Commitment Fee Amount | $ 0.0030 | ||||||||||||
Maximum | Crestwood Midstream Revolver | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Weighted average interest rate | 4.75% | ||||||||||||
Maximum | Crestwood Midstream Revolver | Revolver | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate at the end of the period | 4.75% | 4.75% | 4.75% | ||||||||||
Maximum | Crestwood Midstream Credit Facility [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of Credit Facility, Commitment Fee Amount | $ 0.0050 | ||||||||||||
Tres Palacios Holdings LLC | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Ownership Percentage | 50.01% | 50.01% | 50.01% | ||||||||||
Federal Funds Rate [Member] | Revolver | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | ||||||||||||
Eurodollar [Member] | Revolver | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||||||||||||
Eurodollar [Member] | Minimum | Revolver | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | ||||||||||||
Eurodollar [Member] | Minimum | Revolver | Crestwood Midstream Credit Facility [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | ||||||||||||
Eurodollar [Member] | Maximum | Revolver | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | ||||||||||||
Eurodollar [Member] | Maximum | Revolver | Crestwood Midstream Credit Facility [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.75% | ||||||||||||
CEQP | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Distribution Made to Limited Partner, Cash Distributions Paid | $ 378,300,000 |
Partners' Capital (Narrative) (
Partners' Capital (Narrative) (Details) | Oct. 30, 2015USD ($) | Sep. 30, 2015USD ($)$ / shares | Aug. 14, 2015USD ($)$ / shares | Aug. 10, 2015USD ($) | May. 15, 2015USD ($)$ / shares | Feb. 13, 2015USD ($)$ / shares | Sep. 22, 2014$ / shares | Aug. 14, 2014USD ($)$ / shares | Jun. 17, 2014USD ($)$ / shares | May. 15, 2014USD ($)$ / shares | Feb. 14, 2014USD ($)$ / shares | Jan. 31, 2015shares | Sep. 30, 2015USD ($)$ / shares | Sep. 30, 2014USD ($)shares | Sep. 30, 2015USD ($)$ / sharesshares | Sep. 30, 2014USD ($) | Dec. 31, 2014USD ($)$ / shares | May. 05, 2015 |
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Equity interest issued or issuable, conversion ratio | 2.75 | 2.75 | 2.75 | 2.75 | ||||||||||||||
Distribution Made to Limited Partner, Distribution Threshold | $ / shares | $ 0.37 | |||||||||||||||||
Distribution Made to General Partner, Cash Distributions Paid | $ 31,400,000 | $ 31,400,000 | ||||||||||||||||
Unit-based compensation charges | $ 14,000,000 | 13,900,000 | ||||||||||||||||
Issuance of Class A preferred units | $ 500,000,000 | $ 17,529,879 | ||||||||||||||||
Maximum Period For Distribution Of Available Cash | 45 days | |||||||||||||||||
Per unit rate, in dollars per unit | $ / shares | $ 0.41 | $ 0.41 | $ 0.41 | $ 0.41 | $ 0.41 | $ 0.41 | ||||||||||||
Net Income (Loss) Attributable to Noncontrolling Interest | $ 5,900,000 | $ 4,500,000 | $ 17,200,000 | 11,300,000 | ||||||||||||||
Distribution Made to Limited Partner, Cash Distributions Paid | $ 74,300,000 | $ 74,300,000 | $ 74,300,000 | $ 74,100,000 | $ 74,200,000 | $ 74,100,000 | 710,000,000 | 330,700,000 | ||||||||||
Net Distribution Paid To Limited Partner | $ 77,400,000 | 76,900,000 | ||||||||||||||||
Distribution Made to Limited Partner, Unit Distribution | shares | 1,271,935 | |||||||||||||||||
Distributions paid to non-controlling partners | $ 7,600,000 | 0 | ||||||||||||||||
Partners' Capital Account, Private Placement of Units | $ / shares | $ 25.10 | |||||||||||||||||
Proceeds from Issuance of Preferred Limited Partners Units, Gross | $ 440,000,000 | |||||||||||||||||
Proceeds from Issuance of Preferred Limited Partners Units | $ 58,800,000 | 366,800,000 | $ 430,500,000 | |||||||||||||||
Dividends, Paid-in-kind | $ 25,600,000 | |||||||||||||||||
Preferred Units, Class A | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Proceeds from Issuance of Preferred Limited Partners Units, Gross | $ 60,000,000 | |||||||||||||||||
Proceeds from issuance of preferred limited partners units, net | $ 58,800,000 | |||||||||||||||||
CEQP | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest | 99.90% | |||||||||||||||||
Distribution Made to Limited Partner, Cash Distributions Paid | $ 378,300,000 | |||||||||||||||||
Incentive Distribution Rights, Ownership Percentage | 100.00% | |||||||||||||||||
Managing Member or General Partner, Incentive Distribution Rights, Percent | 50.00% | |||||||||||||||||
Crestwood Gas Services GP, LLC [Member] | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest | 0.10% | |||||||||||||||||
Distribution Made to Limited Partner, Distribution Threshold | $ / shares | $ 0.001 | |||||||||||||||||
Crestwood Niobrara LLC | Preferred Units | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Distribution Made to Limited Partner, Unit Distribution | shares | 3,680,570 | 3,073,357 | 7,819,661 | |||||||||||||||
Crestwood Niobrara LLC | Cash distribution | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Distributions paid to non-controlling partners | $ 7,600,000 | |||||||||||||||||
Jackalope Gas Gathering Services, LLC | Crestwood Niobrara LLC | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Issuance of preferred equity of subsidiary | $ 53,900,000 | |||||||||||||||||
Preferred Partner | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Partners' Capital, Distribution Amount Per Share | $ / shares | $ 0.5804 | $ 0.5804 | $ 0.5804 | |||||||||||||||
Partners' Capital Account, Private Placement of Units | $ / shares | $ 25.10 | |||||||||||||||||
Preferred Partner | Preferred Units, Class A | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Partners' Capital Account, Term to Convert Cash Distributions to Stock Distributions | 36 months | |||||||||||||||||
Class A Purchasers | Preferred Units, Class A | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Partners' Capital Account, Private Placement of Units | $ / shares | $ 25.10 | |||||||||||||||||
Limited Partner | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Distributions to partners | $ (710,000,000) | |||||||||||||||||
Proceeds from issuance of preferred limited partners units, net | $ 0 | |||||||||||||||||
Subsequent event | Crestwood Niobrara LLC | Cash distribution | ||||||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||||||
Distributions paid to non-controlling partners | $ 3,800,000 |
Partners' Capital (Schedule of
Partners' Capital (Schedule of Partnership Distributions) (Details) - USD ($) $ / shares in Units, $ in Millions | Aug. 14, 2015 | Aug. 07, 2015 | May. 15, 2015 | May. 08, 2015 | Feb. 13, 2015 | Feb. 06, 2015 | Aug. 14, 2014 | Aug. 07, 2014 | May. 15, 2014 | May. 08, 2014 | Feb. 14, 2014 | Feb. 07, 2014 | Sep. 30, 2015 | Sep. 30, 2014 |
Limited Partners' Capital Account [Line Items] | ||||||||||||||
Distribution Made to Limited Partner, Date of Record | Aug. 7, 2015 | May 8, 2015 | Feb. 6, 2015 | Aug. 7, 2014 | May 8, 2014 | Feb. 7, 2014 | ||||||||
Distribution Made to Limited Partner, Distribution Date | Aug. 14, 2015 | May 15, 2015 | Feb. 13, 2015 | Aug. 14, 2014 | May 15, 2014 | Feb. 14, 2014 | ||||||||
Distribution Made to Limited Partner, Distributions Paid, Per Unit | $ 0.41 | $ 0.41 | $ 0.41 | $ 0.41 | $ 0.41 | $ 0.41 | ||||||||
Distribution Made to Limited Partner, Cash Distributions Paid | $ 74.3 | $ 74.3 | $ 74.3 | $ 74.1 | $ 74.2 | $ 74.1 | $ 710 | $ 330.7 | ||||||
Distributions to limited partners | $ 222.9 | $ 222.4 |
Equity Plans (Narrative) (Detai
Equity Plans (Narrative) (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015USD ($)shares | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)shares | Sep. 30, 2014USD ($)shares | May. 05, 2015 | Dec. 31, 2014USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Equity interest issued or issuable, conversion ratio | 2.75 | 2.75 | 2.75 | |||
Unit-based compensation charges | $ 14 | $ 13.9 | ||||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 10.00% | |||||
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 10.00% | |||||
Defined Contribution Plan, Maximum Purchasable Units | shares | 200,000 | 200,000 | ||||
Unit Purchase Plan, Shares Purchased Under Plan | shares | 5,852 | |||||
Crestwood LTIP | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition | 3 years | |||||
Unit-based compensation charges | $ 2 | $ 2.5 | $ 8.1 | $ 8.7 | ||
Shares Paid for Tax Withholding for Share Based Compensation | shares | 2,166 | 139,331 | 68,532 | |||
Crestwood LTIP | CMLP | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Allocated Share-based Compensation Expense | $ 1.5 | $ 1.6 | $ 5.9 | $ 5.2 | ||
Crestwood LTIP | Restricted units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | shares | 89,919 | |||||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | $ 9.5 | |||||
Share-based Compensation Arrangement, Equity Instruments Other than Options, Grants in Period, Fair Value | $ 8.5 | |||||
Crestwood LTIP | Phantom Units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement, Equity Instruments Other than Options, Grants in Period, Fair Value | $ 2.7 | |||||
Employee Severance | Crestwood LTIP | Restricted units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | shares | 39,172 |
Equity Plans (Restricted Unit A
Equity Plans (Restricted Unit Activity) (Details) | 9 Months Ended |
Sep. 30, 2015$ / sharesshares | |
Crestwood LTIP | Restricted units | |
Units | |
Unvested - January 1, 2015 | 834,796 |
Vested - restricted units | (457,458) |
Granted - restricted units | 535,858 |
Forfeited1 | (89,919) |
Unvested - September 30, 2015 | 0 |
Weighted-Average Grant Date Fair Value | |
Unvested - January 1, 2015 | $ / shares | $ 23.18 |
Vested - restricted units | $ / shares | 22.91 |
Granted - restricted units | $ / shares | 15.89 |
Forfeited(1) | $ / shares | 20.06 |
Unvested - September 30, 2015 | $ / shares | $ 0 |
Crestwood LTIP | Phantom Units | |
Units | |
Vested - restricted units | (21,578) |
Granted - restricted units | 171,648 |
Weighted-Average Grant Date Fair Value | |
Vested - restricted units | $ / shares | $ 16.05 |
Granted - restricted units | $ / shares | $ 15.76 |
Crestwood Midstream Long-Term Incentive Plan [Member] | Restricted units | |
Weighted-Average Grant Date Fair Value | |
Share-based Compensation Arrangement by Share-based Payment Award, Other Share Increase (Decrease) | (823,277) |
Share Based Compensation Arrangement By Share Based Payment Award Other Shares Increase Decrease Weighted Average Grant Date Fair Value | $ / shares | $ 18.93 |
Crestwood Midstream Long-Term Incentive Plan [Member] | Phantom Units | |
Weighted-Average Grant Date Fair Value | |
Share-based Compensation Arrangement by Share-based Payment Award, Other Share Increase (Decrease) | (150,070) |
Share Based Compensation Arrangement By Share Based Payment Award Other Shares Increase Decrease Weighted Average Grant Date Fair Value | $ / shares | $ 16.05 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | Jun. 30, 2015USD ($) | Dec. 31, 2014USD ($)shares | Sep. 30, 2015USD ($) | Nov. 08, 2013bblpeople |
Schedule Of Commitments And Contingencies [Line Items] | ||||
Escrow deposit of common units | shares | 3,309,797 | |||
Additional Insurance Coverage | $ 25 | |||
Loss contingency accrual, less than | $ 0.1 | $ 1 | ||
Antero | ||||
Schedule Of Commitments And Contingencies [Line Items] | ||||
Contingent consideration liability | $ 40 | |||
Arrow Acquisition Class Action Lawsuit | ||||
Schedule Of Commitments And Contingencies [Line Items] | ||||
Barrels of oil equivalents spilled | bbl | 50,000 | |||
Loss of life, number | people | 47 |
Commitments and Contingencies52
Commitments and Contingencies (Environmental Compliance) (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015USD ($)bblRelease | Sep. 30, 2015USD ($)bbl | May. 06, 2015bbl | Dec. 31, 2014USD ($) | |
Site Contingency [Line Items] | ||||
Self Insurance Reserve | $ 8.1 | $ 8.1 | $ 7.2 | |
Self Insurance Reserve Expected To Be Paid Subsequent To Next Fiscal Year | $ 5.7 | $ 5.7 | ||
Fort Berthold Indian Reservation | ||||
Site Contingency [Line Items] | ||||
Number of releases of produced water | Release | 3 | |||
Number of barrels of produced water | bbl | 28,000 | 28,000 | 5,200 | |
Accrual for environmental loss contingencies | $ 1 | $ 1 | $ 1.1 | |
Low estimate of environmental liability | 1 | |||
High estimate of environmental liability | $ 2.5 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015USD ($)people | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)people | Sep. 30, 2014USD ($) | Dec. 31, 2014USD ($) | |
Disclosure Related Party Transaction Additional Information [Abstract] | |||||
Gathering and processing revenues | $ 0.9 | $ 0.8 | $ 3 | $ 2.4 | |
Reimbursement of operations and maintenance expenses | $ 0.6 | 0 | $ 2.2 | 0 | |
Crestwood Operations LLC [Member] | |||||
Related Party Transaction [Line Items] | |||||
Entity Number of Employees | people | 1,269 | 1,269 | |||
Related Party Transaction, Due from (to) Related Party [Abstract] | |||||
General And Administrative Employees | people | 296 | 296 | |||
Operational Employees | people | 973 | 973 | |||
CEQP | |||||
Disclosure Related Party Transaction Additional Information [Abstract] | |||||
Gathering and processing revenues | $ 0.9 | 0.8 | $ 3 | 2.4 | |
Gathering and processing costs of product/services sold (1) | 7.2 | 11.3 | 23.2 | 32.1 | |
General and administrative expenses (2) | 14.4 | 18.5 | 46.2 | 55.5 | |
Affiliates | |||||
Related Party Transaction, Due from (to) Related Party [Abstract] | |||||
Accounts receivable | 6.2 | 6.2 | $ 0.3 | ||
Accounts payable | 2 | 2 | $ 3.1 | ||
Crestwood LTIP | CMLP | |||||
Related Party Transaction [Line Items] | |||||
Allocated Share-based Compensation Expense | $ 1.5 | $ 1.6 | $ 5.9 | $ 5.2 |
Segments (Narrative) (Details)
Segments (Narrative) (Details) | 9 Months Ended |
Sep. 30, 2015segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 3 |
Segments (Reconciliation of Net
Segments (Reconciliation of Net Income to EBITDA) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Segment Reporting [Abstract] | ||||
Net income (loss) | $ (610.2) | $ 27.1 | $ (653.9) | $ 63.9 |
Interest and debt expense, net | 32.6 | 27.8 | 95.1 | 84.9 |
Loss on modification/extinguishment of debt | 1.8 | 0 | 18.9 | 0 |
Provision (benefit) for income taxes | (0.1) | 0 | 0.4 | 0.8 |
Depreciation, amortization and accretion | 70 | 63.9 | 208.3 | 186 |
EBITDA | $ (505.9) | $ 118.8 | $ (331.2) | $ 335.6 |
Segments (Schedule of Reportabl
Segments (Schedule of Reportable Segment Data) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015 | Jun. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | ||||||
Revenues | $ 630.7 | $ 1,033.8 | $ 2,003.7 | $ 2,922.6 | ||
Costs of product/services sold | 449.2 | 840.2 | 1,438.4 | 2,366.8 | ||
Operations and maintenance | 48.8 | 53.7 | 143.3 | 141.9 | ||
General and administrative expense | 29.2 | 20.5 | 82.1 | 69.2 | ||
Gain (loss) on long-lived assets, net | (2.3) | (0.9) | (3.8) | 0.8 | ||
Loss on contingent consideration | 0 | 0 | (8.6) | |||
Earnings from unconsolidated affiliates, net | 2.8 | 0.3 | 11.2 | (1.3) | ||
EBITDA | (505.9) | 118.8 | (331.2) | 335.6 | ||
Goodwill | 1,556.1 | 2,283.4 | 1,556.1 | 2,283.4 | $ 2,234.6 | |
Total assets | 6,877.8 | 7,634.1 | 6,877.8 | 7,634.1 | $ 7,785.2 | |
Purchases of property, plant and equipment | 39.3 | 100.3 | 122.8 | 283.8 | ||
Goodwill impairment | (609.9) | $ (68.6) | 0 | (678.5) | 0 | |
Intersegment Eliminations [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | (10.6) | (30.8) | (54.5) | (30.8) | ||
Costs of product/services sold | (10.6) | (30.8) | (54.5) | (30.8) | ||
Operations and maintenance | 0 | 0 | 0 | 0 | ||
General and administrative expense | 0 | 0 | 0 | 0 | ||
Gain (loss) on long-lived assets, net | 0 | 0 | 0 | 0 | ||
Loss on contingent consideration | 0 | 0 | ||||
Earnings from unconsolidated affiliates, net | 0 | 0 | 0 | 0 | ||
EBITDA | 0 | 0 | 0 | 0 | ||
Goodwill | 0 | 0 | 0 | 0 | ||
Total assets | 0 | 0 | 0 | 0 | ||
Purchases of property, plant and equipment | 0 | 0 | 0 | 0 | ||
Goodwill impairment | 0 | 0 | ||||
Gathering and Processing | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 366.2 | 648.7 | 1,107.2 | 1,701.4 | ||
Costs of product/services sold | 282.8 | 554 | 842.6 | 1,440.9 | ||
Operations and maintenance | 20.6 | 29.6 | 67 | 74.5 | ||
General and administrative expense | 0 | 0 | 0 | 0 | ||
Gain (loss) on long-lived assets, net | (0.3) | (0.9) | (1.2) | 0.1 | ||
Loss on contingent consideration | 0 | (8.6) | ||||
Earnings from unconsolidated affiliates, net | 2 | 0.4 | 5.6 | 0.1 | ||
EBITDA | 25.4 | 64.6 | 154.6 | 177.6 | ||
Goodwill | 79.6 | 145.5 | 79.6 | 145.5 | ||
Total assets | 2,867.5 | 3,037.9 | 2,867.5 | 3,037.9 | ||
Purchases of property, plant and equipment | 15.9 | 81.4 | 80.5 | 238 | ||
Goodwill impairment | (39.1) | (47.4) | ||||
Storage and Transportation | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 65 | 63.4 | 201.1 | 186.1 | ||
Costs of product/services sold | 5.2 | 6.6 | 15.8 | 17.8 | ||
Operations and maintenance | 10.2 | 5.5 | 22.5 | 16.6 | ||
General and administrative expense | 0 | 0 | 0 | 0 | ||
Gain (loss) on long-lived assets, net | (0.9) | 0 | (1.5) | 0.6 | ||
Loss on contingent consideration | 0 | 0 | ||||
Earnings from unconsolidated affiliates, net | 0.8 | (0.1) | 5.6 | (1.4) | ||
EBITDA | (298.5) | 51.2 | (181.1) | 150.9 | ||
Goodwill | 1,046.6 | 1,394.6 | 1,046.6 | 1,394.6 | ||
Total assets | 2,540.7 | 2,391 | 2,540.7 | 2,391 | ||
Purchases of property, plant and equipment | 8.2 | 10.7 | 16.2 | 22.1 | ||
Goodwill impairment | (348) | (348) | ||||
Marketing, Supply and Logistics | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 210.1 | 352.5 | 749.9 | 1,065.9 | ||
Costs of product/services sold | 171.8 | 310.4 | 634.5 | 938.9 | ||
Operations and maintenance | 18 | 18.6 | 53.8 | 50.8 | ||
General and administrative expense | 0 | 0 | 0 | 0 | ||
Gain (loss) on long-lived assets, net | (1.1) | 0 | (1.1) | 0.1 | ||
Loss on contingent consideration | 0 | 0 | ||||
Earnings from unconsolidated affiliates, net | 0 | 0 | 0 | 0 | ||
EBITDA | (203.6) | 23.5 | (222.6) | 76.3 | ||
Goodwill | 429.9 | 743.3 | 429.9 | 743.3 | ||
Total assets | 1,296.8 | 2,032.5 | 1,296.8 | 2,032.5 | ||
Purchases of property, plant and equipment | 14.6 | 6.8 | 25.1 | 18.4 | ||
Goodwill impairment | (222.8) | (283.1) | ||||
Corporate | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 0 | 0 | 0 | 0 | ||
Costs of product/services sold | 0 | 0 | 0 | 0 | ||
Operations and maintenance | 0 | 0 | 0 | 0 | ||
General and administrative expense | 29.2 | 20.5 | 82.1 | 69.2 | ||
Gain (loss) on long-lived assets, net | 0 | 0 | 0 | 0 | ||
Loss on contingent consideration | 0 | 0 | ||||
Earnings from unconsolidated affiliates, net | 0 | 0 | 0 | 0 | ||
EBITDA | (29.2) | (20.5) | (82.1) | (69.2) | ||
Goodwill | 0 | 0 | 0 | 0 | ||
Total assets | 172.8 | 172.7 | 172.8 | 172.7 | ||
Purchases of property, plant and equipment | 0.6 | $ 1.4 | 1 | $ 5.3 | ||
Goodwill impairment | $ 0 | $ 0 |
Condensed Consolidating Finan57
Condensed Consolidating Financial Information (Narrative) (Details) | 9 Months Ended |
Sep. 30, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Ownership interest | 100.00% |
Condensed Consolidating Finan58
Condensed Consolidating Financial Information (Statement of Operations Adjustments to Prior Periods) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Condensed Financial Statements, Captions [Line Items] | ||||
General and administrative expense | $ 29.2 | $ 20.5 | $ 82.1 | $ 69.2 |
Operating income | (578.7) | 54.6 | (550.7) | 150.9 |
Interest and debt expense, net | (32.6) | (27.8) | (95.1) | (84.9) |
Equity in net income (loss) of subsidiary | 0 | 0 | 0 | 0 |
Income (loss) before income taxes | (610.3) | 27.1 | (653.5) | 64.7 |
Net income (loss) | (610.2) | 27.1 | (653.9) | 63.9 |
Net income (loss) attributable to CMLP | (616.1) | 22.6 | (671.1) | 52.6 |
Net income (loss) attributable to partners | (622.5) | 13.5 | (694.2) | 42.4 |
Parent | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
General and administrative expense | 21.2 | 9.7 | 51 | 36.6 |
Operating income | (21.7) | (10.4) | (52.6) | (37.7) |
Interest and debt expense, net | (32.6) | (27.8) | (95.1) | (84.9) |
Equity in net income (loss) of subsidiary | (554.1) | 65.3 | (487.3) | 186.5 |
Income (loss) before income taxes | (610.2) | 27.1 | (653.9) | 63.9 |
Net income (loss) | (610.2) | 27.1 | (653.9) | 63.9 |
Net income (loss) attributable to CMLP | (610.2) | 27.1 | (653.9) | 63.9 |
Net income (loss) attributable to partners | (616.6) | 18 | (677) | 53.7 |
Guarantor Subsidiaries | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
General and administrative expense | 8 | 10.8 | 31.1 | 32.6 |
Operating income | (557) | 65 | (498.1) | 188.6 |
Interest and debt expense, net | 0 | 0 | 0 | 0 |
Equity in net income (loss) of subsidiary | 0 | 0 | 0 | 0 |
Income (loss) before income taxes | (557) | 65 | (498.1) | 188.6 |
Net income (loss) | (556.9) | 65 | (498.5) | 187.8 |
Net income (loss) attributable to CMLP | (556.9) | 65 | (498.5) | 187.8 |
Net income (loss) attributable to partners | (556.9) | 65 | (498.5) | 187.8 |
Consolidation, Eliminations | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
General and administrative expense | 0 | 0 | 0 | 0 |
Operating income | 0 | 0 | 0 | 0 |
Interest and debt expense, net | 0 | 0 | 0 | 0 |
Equity in net income (loss) of subsidiary | 554.1 | (65.3) | 487.3 | (186.5) |
Income (loss) before income taxes | 554.1 | (65.3) | 487.3 | (186.5) |
Net income (loss) | 554.1 | (65.3) | 487.3 | (186.5) |
Net income (loss) attributable to CMLP | 554.1 | (65.3) | 487.3 | (186.5) |
Net income (loss) attributable to partners | $ 554.1 | $ (65.3) | $ 487.3 | $ (186.5) |
Condensed Consolidating Finan59
Condensed Consolidating Financial Information (Cash Flow Adjustments to Prior Periods) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2012 | |
Condensed Financial Statements, Captions [Line Items] | ||||||
Net cash provided by operating activities | $ 330.6 | $ 274.6 | ||||
Payments to Acquire Businesses, Net of Cash Acquired | 0 | 19.5 | ||||
Purchases of property, plant and equipment | $ (39.3) | $ (100.3) | (122.8) | (283.8) | ||
Investment in unconsolidated affiliates | (39.8) | (81.8) | ||||
Proceeds from sale of assets | 2.9 | 0.3 | ||||
Capital contribution from consolidated affiliate | 0 | 0 | ||||
Net Cash Provided by (Used in) Investing Activities | (155.3) | (384.8) | ||||
Proceeds from the issuance of long-term debt | 2,698.8 | 1,410.9 | ||||
Principal payments on long-term debt | (2,187.9) | (1,390.9) | ||||
Repayments of Long-term Capital Lease Obligations | 1.6 | 2.6 | ||||
Distributions paid | (717.6) | (330.7) | ||||
Contributions from general partner | 0 | 0 | ||||
Net proceeds from issuance of preferred equity of subsidiary | 0 | 53.9 | ||||
Taxes paid for unit-based compensation vesting | (2.1) | (1.5) | ||||
Net change in payables to affiliate | 0 | 0 | ||||
Other | (0.2) | (0.6) | ||||
Net cash provided by (used in) financing activities | (182.7) | 105.2 | ||||
Net change in cash | (7.4) | (5) | ||||
Cash | 0.2 | 0.1 | 0.2 | 0.1 | $ 7.6 | $ 5.1 |
Parent | ||||||
Condensed Financial Statements, Captions [Line Items] | ||||||
Net cash provided by operating activities | (133.3) | (116) | ||||
Payments to Acquire Businesses, Net of Cash Acquired | 0 | |||||
Purchases of property, plant and equipment | (1) | (3.7) | ||||
Investment in unconsolidated affiliates | 0 | 0 | ||||
Proceeds from sale of assets | 0 | 0 | ||||
Capital contribution from consolidated affiliate | (33.7) | (26.9) | ||||
Net Cash Provided by (Used in) Investing Activities | (34.7) | (30.6) | ||||
Proceeds from the issuance of long-term debt | 2,698.8 | 1,410.9 | ||||
Principal payments on long-term debt | (2,187.9) | (1,390.9) | ||||
Repayments of Long-term Capital Lease Obligations | 1.2 | 0.9 | ||||
Distributions paid | (710) | (330.7) | ||||
Contributions from general partner | $ 0 | 0 | ||||
Net proceeds from issuance of preferred equity of subsidiary | 0 | |||||
Taxes paid for unit-based compensation vesting | 0 | |||||
Net change in payables to affiliate | $ 340.6 | 91.4 | ||||
Other | (0.2) | 0 | ||||
Net cash provided by (used in) financing activities | 168 | 146.5 | ||||
Net change in cash | 0 | (0.1) | ||||
Cash | 0 | 0 | 0 | 0 | 0 | 0.1 |
Guarantor Subsidiaries | ||||||
Condensed Financial Statements, Captions [Line Items] | ||||||
Net cash provided by operating activities | 454.6 | 390.6 | ||||
Payments to Acquire Businesses, Net of Cash Acquired | 19.5 | |||||
Purchases of property, plant and equipment | (121.8) | (280.1) | ||||
Investment in unconsolidated affiliates | 0 | 0 | ||||
Proceeds from sale of assets | 2.9 | 0.3 | ||||
Capital contribution from consolidated affiliate | 0 | 0 | ||||
Net Cash Provided by (Used in) Investing Activities | (118.9) | (299.3) | ||||
Proceeds from the issuance of long-term debt | 0 | 0 | ||||
Principal payments on long-term debt | 0 | 0 | ||||
Repayments of Long-term Capital Lease Obligations | 0.4 | 1.7 | ||||
Distributions paid | 0 | 0 | ||||
Contributions from general partner | 0 | 0 | ||||
Net proceeds from issuance of preferred equity of subsidiary | 0 | |||||
Taxes paid for unit-based compensation vesting | (2.1) | (1.5) | ||||
Net change in payables to affiliate | (340.6) | (91.4) | ||||
Other | 0 | (0.6) | ||||
Net cash provided by (used in) financing activities | (343.1) | (95.2) | ||||
Net change in cash | (7.4) | (3.9) | ||||
Cash | 0.2 | 0.1 | 0.2 | 0.1 | 7.6 | 4 |
Non-Guarantor Subsidiaries | ||||||
Condensed Financial Statements, Captions [Line Items] | ||||||
Net cash provided by operating activities | 9.3 | 0 | ||||
Payments to Acquire Businesses, Net of Cash Acquired | 0 | |||||
Purchases of property, plant and equipment | 0 | 0 | ||||
Investment in unconsolidated affiliates | (39.8) | (81.8) | ||||
Proceeds from sale of assets | 0 | 0 | ||||
Capital contribution from consolidated affiliate | 0 | 0 | ||||
Net Cash Provided by (Used in) Investing Activities | (35.4) | (81.8) | ||||
Proceeds from the issuance of long-term debt | 0 | 0 | ||||
Principal payments on long-term debt | 0 | 0 | ||||
Repayments of Long-term Capital Lease Obligations | 0 | 0 | ||||
Distributions paid | (7.6) | 0 | ||||
Contributions from general partner | 33.7 | 26.9 | ||||
Net proceeds from issuance of preferred equity of subsidiary | 53.9 | |||||
Taxes paid for unit-based compensation vesting | 0 | 0 | ||||
Net change in payables to affiliate | 0 | 0 | ||||
Other | 0 | 0 | ||||
Net cash provided by (used in) financing activities | 26.1 | 80.8 | ||||
Net change in cash | 0 | (1) | ||||
Cash | 0 | 0 | 0 | 0 | 0 | 1 |
Consolidation, Eliminations | ||||||
Condensed Financial Statements, Captions [Line Items] | ||||||
Net cash provided by operating activities | 0 | 0 | ||||
Payments to Acquire Businesses, Net of Cash Acquired | 0 | |||||
Purchases of property, plant and equipment | 0 | 0 | ||||
Investment in unconsolidated affiliates | 0 | 0 | ||||
Proceeds from sale of assets | 0 | 0 | ||||
Capital contribution from consolidated affiliate | 33.7 | 26.9 | ||||
Net Cash Provided by (Used in) Investing Activities | 33.7 | 26.9 | ||||
Proceeds from the issuance of long-term debt | 0 | 0 | ||||
Principal payments on long-term debt | 0 | 0 | ||||
Repayments of Long-term Capital Lease Obligations | 0 | 0 | ||||
Distributions paid | 0 | 0 | ||||
Contributions from general partner | (33.7) | (26.9) | ||||
Net proceeds from issuance of preferred equity of subsidiary | 0 | |||||
Taxes paid for unit-based compensation vesting | 0 | 0 | ||||
Net change in payables to affiliate | 0 | 0 | ||||
Other | 0 | 0 | ||||
Net cash provided by (used in) financing activities | (33.7) | (26.9) | ||||
Net change in cash | 0 | 0 | ||||
Cash | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Condensed Consolidating Finan60
Condensed Consolidating Financial Information (Condensed Consolidating Balance Sheet) (Details) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2012 |
Condensed Financial Statements, Captions [Line Items] | ||||
Cash | $ 0.2 | $ 7.6 | $ 0.1 | $ 5.1 |
Accounts receivable | 302.5 | 379.3 | ||
Inventory | 49.9 | 46.6 | ||
Other current assets | 54.2 | 103.1 | ||
Total current assets | 406.8 | 536.6 | ||
Property, plant and equipment, net | 3,675.6 | 3,746 | ||
Goodwill and intangible assets, net | 2,460.1 | 3,204.2 | ||
Investment in Consolidated Subsidiaries | 0 | 0 | ||
Investment in unconsolidated affiliates (Note 5) | 332.4 | 295.1 | ||
Other assets | 2.9 | 3.3 | ||
Total assets | 6,877.8 | 7,785.2 | 7,634.1 | |
Accounts payable | 163.9 | 235 | ||
Other current liabilities | 133.5 | 176.3 | ||
Total current liabilities | 297.4 | 411.3 | ||
Long-term debt, less current portion (Note 6) | 2,517.9 | 2,014.5 | ||
Other long-term liabilities | 42.9 | 39 | ||
Partners' Capital | 3,838.3 | 5,148.7 | ||
Interest of non-controlling partners in subsidiary | 181.3 | 171.7 | ||
Total partners’ capital | 4,019.6 | 5,320.4 | ||
Total liabilities and partners’ capital | 6,877.8 | 7,785.2 | ||
Parent | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cash | 0 | 0 | 0 | 0.1 |
Accounts receivable | 1 | 1.2 | ||
Inventory | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Total current assets | 1 | 1.2 | ||
Property, plant and equipment, net | 6.6 | 7.9 | ||
Goodwill and intangible assets, net | 44.2 | 38 | ||
Investment in Consolidated Subsidiaries | 6,532 | 7,319.7 | ||
Investment in unconsolidated affiliates (Note 5) | 0 | 0 | ||
Other assets | 0 | 0 | ||
Total assets | 6,583.8 | 7,366.8 | ||
Accounts payable | 3.3 | 9 | ||
Other current liabilities | 42.3 | 23 | ||
Total current liabilities | 45.6 | 32 | ||
Long-term debt, less current portion (Note 6) | 2,517.9 | 2,012.8 | ||
Other long-term liabilities | 0.7 | 1.6 | ||
Partners' Capital | 3,838.3 | 5,148.7 | ||
Interest of non-controlling partners in subsidiary | 181.3 | 171.7 | ||
Total partners’ capital | 4,019.6 | 5,320.4 | ||
Total liabilities and partners’ capital | 6,583.8 | 7,366.8 | ||
Guarantor Subsidiaries | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cash | 0.2 | 7.6 | 0.1 | 4 |
Accounts receivable | 301 | 377.8 | ||
Inventory | 49.9 | 46.6 | ||
Other current assets | 54.2 | 103.1 | ||
Total current assets | 405.3 | 535.1 | ||
Property, plant and equipment, net | 3,669 | 3,738.1 | ||
Goodwill and intangible assets, net | 2,415.9 | 3,166.2 | ||
Investment in Consolidated Subsidiaries | 0 | 0 | ||
Investment in unconsolidated affiliates (Note 5) | 0 | 0 | ||
Other assets | 2.9 | 3.3 | ||
Total assets | 6,493.1 | 7,442.7 | ||
Accounts payable | 160.3 | 225.8 | ||
Other current liabilities | 91.2 | 153.3 | ||
Total current liabilities | 251.5 | 379.1 | ||
Long-term debt, less current portion (Note 6) | 0 | 1.7 | ||
Other long-term liabilities | 42.2 | 37.4 | ||
Partners' Capital | 6,199.4 | 7,024.5 | ||
Interest of non-controlling partners in subsidiary | 0 | 0 | ||
Total partners’ capital | 6,199.4 | 7,024.5 | ||
Total liabilities and partners’ capital | 6,493.1 | 7,442.7 | ||
Non-Guarantor Subsidiaries | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cash | 0 | 0 | 0 | 1 |
Accounts receivable | 0.5 | 0.3 | ||
Inventory | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Total current assets | 0.5 | 0.3 | ||
Property, plant and equipment, net | 0 | 0 | ||
Goodwill and intangible assets, net | 0 | 0 | ||
Investment in Consolidated Subsidiaries | 0 | 0 | ||
Investment in unconsolidated affiliates (Note 5) | 332.4 | 295.1 | ||
Other assets | 0 | 0 | ||
Total assets | 332.9 | 295.4 | ||
Accounts payable | 0.3 | 0.2 | ||
Other current liabilities | 0 | 0 | ||
Total current liabilities | 0.3 | 0.2 | ||
Long-term debt, less current portion (Note 6) | 0 | 0 | ||
Other long-term liabilities | 0 | 0 | ||
Partners' Capital | 151.3 | 123.5 | ||
Interest of non-controlling partners in subsidiary | 181.3 | 171.7 | ||
Total partners’ capital | 332.6 | 295.2 | ||
Total liabilities and partners’ capital | 332.9 | 295.4 | ||
Consolidation, Eliminations | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cash | 0 | 0 | $ 0 | $ 0 |
Accounts receivable | 0 | 0 | ||
Inventory | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Total current assets | 0 | 0 | ||
Property, plant and equipment, net | 0 | 0 | ||
Goodwill and intangible assets, net | 0 | 0 | ||
Investment in Consolidated Subsidiaries | (6,532) | (7,319.7) | ||
Investment in unconsolidated affiliates (Note 5) | 0 | 0 | ||
Other assets | 0 | 0 | ||
Total assets | (6,532) | (7,319.7) | ||
Accounts payable | 0 | 0 | ||
Other current liabilities | 0 | 0 | ||
Total current liabilities | 0 | 0 | ||
Long-term debt, less current portion (Note 6) | 0 | 0 | ||
Other long-term liabilities | 0 | 0 | ||
Partners' Capital | (6,350.7) | (7,148) | ||
Interest of non-controlling partners in subsidiary | (181.3) | (171.7) | ||
Total partners’ capital | (6,532) | (7,319.7) | ||
Total liabilities and partners’ capital | $ (6,532) | $ (7,319.7) |
Condensed Consolidating Finan61
Condensed Consolidating Financial Information (Condensed Consolidating Statement of Operations) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Jun. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Condensed Financial Statements, Captions [Line Items] | |||||
Revenues | $ 630.7 | $ 1,033.8 | $ 2,003.7 | $ 2,922.6 | |
Costs of product/services sold | 449.2 | 840.2 | 1,438.4 | 2,366.8 | |
Operations and maintenance | 48.8 | 53.7 | 143.3 | 141.9 | |
General and administrative expense | 29.2 | 20.5 | 82.1 | 69.2 | |
Depreciation, amortization and accretion | 70 | 63.9 | 208.3 | 186 | |
Total Expenses | 148 | 138.1 | 433.7 | 397.1 | |
Loss on long-lived assets, net | (2.3) | (0.9) | (3.8) | 0.8 | |
Goodwill impairment | (609.9) | $ (68.6) | 0 | (678.5) | 0 |
Loss on contingent consideration | 0 | 0 | 0 | (8.6) | |
Operating income | (578.7) | 54.6 | (550.7) | 150.9 | |
Earnings from unconsolidated affiliates, net | 2.8 | 0.3 | 11.2 | (1.3) | |
Interest and debt expense, net | (32.6) | (27.8) | (95.1) | (84.9) | |
Loss on modification/extinguishment of debt | (1.8) | 0 | (18.9) | 0 | |
Equity in net income (loss) of subsidiary | 0 | 0 | 0 | 0 | |
Income (loss) before income taxes | (610.3) | 27.1 | (653.5) | 64.7 | |
Provision (benefit) for income taxes | (0.1) | 0 | 0.4 | 0.8 | |
Net income (loss) | (610.2) | 27.1 | (653.9) | 63.9 | |
Net income attributable to non-controlling partners | (5.9) | (4.5) | (17.2) | (11.3) | |
Net income (loss) attributable to CMLP | (616.1) | 22.6 | (671.1) | 52.6 | |
Net income attributable to Class A preferred units | (6.4) | (9.1) | (23.1) | (10.2) | |
Net income (loss) attributable to partners | (622.5) | 13.5 | (694.2) | 42.4 | |
Parent | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Revenues | 0 | 0 | 0 | 0 | |
Costs of product/services sold | 0 | 0 | 0 | 0 | |
Operations and maintenance | 0 | 0 | 0 | 0 | |
General and administrative expense | 21.2 | 9.7 | 51 | 36.6 | |
Depreciation, amortization and accretion | 0.5 | 0.7 | 1.6 | 1.1 | |
Total Expenses | 21.7 | 10.4 | 52.6 | 37.7 | |
Loss on long-lived assets, net | 0 | 0 | 0 | 0 | |
Goodwill impairment | 0 | 0 | |||
Loss on contingent consideration | 0 | ||||
Operating income | (21.7) | (10.4) | (52.6) | (37.7) | |
Earnings from unconsolidated affiliates, net | 0 | 0 | 0 | 0 | |
Interest and debt expense, net | (32.6) | (27.8) | (95.1) | (84.9) | |
Loss on modification/extinguishment of debt | (1.8) | (18.9) | |||
Equity in net income (loss) of subsidiary | (554.1) | 65.3 | (487.3) | 186.5 | |
Income (loss) before income taxes | (610.2) | 27.1 | (653.9) | 63.9 | |
Provision (benefit) for income taxes | 0 | 0 | 0 | 0 | |
Net income (loss) | (610.2) | 27.1 | (653.9) | 63.9 | |
Net income attributable to non-controlling partners | 0 | 0 | 0 | 0 | |
Net income (loss) attributable to CMLP | (610.2) | 27.1 | (653.9) | 63.9 | |
Net income attributable to Class A preferred units | (6.4) | (9.1) | (23.1) | (10.2) | |
Net income (loss) attributable to partners | (616.6) | 18 | (677) | 53.7 | |
Guarantor Subsidiaries | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Revenues | 630.7 | 1,033.8 | 2,003.7 | 2,922.6 | |
Costs of product/services sold | 449.2 | 840.2 | 1,438.4 | 2,366.8 | |
Operations and maintenance | 48.8 | 53.7 | 143.3 | 141.9 | |
General and administrative expense | 8 | 10.8 | 31.1 | 32.6 | |
Depreciation, amortization and accretion | 69.5 | 63.2 | 206.7 | 184.9 | |
Total Expenses | 126.3 | 127.7 | 381.1 | 359.4 | |
Loss on long-lived assets, net | (2.3) | (0.9) | (3.8) | 0.8 | |
Goodwill impairment | (609.9) | (678.5) | |||
Loss on contingent consideration | (8.6) | ||||
Operating income | (557) | 65 | (498.1) | 188.6 | |
Earnings from unconsolidated affiliates, net | 0 | 0 | 0 | 0 | |
Interest and debt expense, net | 0 | 0 | 0 | 0 | |
Loss on modification/extinguishment of debt | 0 | 0 | |||
Equity in net income (loss) of subsidiary | 0 | 0 | 0 | 0 | |
Income (loss) before income taxes | (557) | 65 | (498.1) | 188.6 | |
Provision (benefit) for income taxes | (0.1) | 0 | 0.4 | 0.8 | |
Net income (loss) | (556.9) | 65 | (498.5) | 187.8 | |
Net income attributable to non-controlling partners | 0 | 0 | 0 | 0 | |
Net income (loss) attributable to CMLP | (556.9) | 65 | (498.5) | 187.8 | |
Net income attributable to Class A preferred units | 0 | 0 | 0 | 0 | |
Net income (loss) attributable to partners | (556.9) | 65 | (498.5) | 187.8 | |
Non-Guarantor Subsidiaries | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Revenues | 0 | 0 | 0 | 0 | |
Costs of product/services sold | 0 | 0 | 0 | 0 | |
Operations and maintenance | 0 | 0 | 0 | 0 | |
General and administrative expense | 0 | 0 | 0 | 0 | |
Depreciation, amortization and accretion | 0 | 0 | 0 | 0 | |
Total Expenses | 0 | 0 | 0 | 0 | |
Loss on long-lived assets, net | 0 | 0 | 0 | 0 | |
Goodwill impairment | 0 | 0 | |||
Loss on contingent consideration | 0 | ||||
Operating income | 0 | 0 | 0 | 0 | |
Earnings from unconsolidated affiliates, net | 2.8 | 0.3 | 11.2 | (1.3) | |
Interest and debt expense, net | 0 | 0 | 0 | 0 | |
Loss on modification/extinguishment of debt | 0 | 0 | |||
Equity in net income (loss) of subsidiary | 0 | 0 | 0 | 0 | |
Income (loss) before income taxes | 2.8 | 0.3 | 11.2 | (1.3) | |
Provision (benefit) for income taxes | 0 | 0 | 0 | 0 | |
Net income (loss) | 2.8 | 0.3 | 11.2 | (1.3) | |
Net income attributable to non-controlling partners | (5.9) | (4.5) | (17.2) | (11.3) | |
Net income (loss) attributable to CMLP | (3.1) | (4.2) | (6) | (12.6) | |
Net income attributable to Class A preferred units | 0 | 0 | 0 | 0 | |
Net income (loss) attributable to partners | (3.1) | (4.2) | (6) | (12.6) | |
Consolidation, Eliminations | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Revenues | 0 | 0 | 0 | 0 | |
Costs of product/services sold | 0 | 0 | 0 | 0 | |
Operations and maintenance | 0 | 0 | 0 | 0 | |
General and administrative expense | 0 | 0 | 0 | 0 | |
Depreciation, amortization and accretion | 0 | 0 | 0 | 0 | |
Total Expenses | 0 | 0 | 0 | 0 | |
Loss on contingent consideration | 0 | ||||
Operating income | 0 | 0 | 0 | 0 | |
Earnings from unconsolidated affiliates, net | 0 | 0 | 0 | 0 | |
Interest and debt expense, net | 0 | 0 | 0 | 0 | |
Loss on modification/extinguishment of debt | 0 | 0 | |||
Equity in net income (loss) of subsidiary | 554.1 | (65.3) | 487.3 | (186.5) | |
Income (loss) before income taxes | 554.1 | (65.3) | 487.3 | (186.5) | |
Provision (benefit) for income taxes | 0 | 0 | 0 | 0 | |
Net income (loss) | 554.1 | (65.3) | 487.3 | (186.5) | |
Net income attributable to non-controlling partners | 0 | 0 | 0 | 0 | |
Net income (loss) attributable to CMLP | 554.1 | (65.3) | 487.3 | (186.5) | |
Net income attributable to Class A preferred units | 0 | 0 | 0 | 0 | |
Net income (loss) attributable to partners | $ 554.1 | $ (65.3) | $ 487.3 | $ (186.5) |
Condensed Consolidating Finan62
Condensed Consolidating Financial Information (Condensed Consolidating Statements of Cash Flows) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Condensed Financial Statements, Captions [Line Items] | |||||
Net cash provided by operating activities | $ 330.6 | $ 274.6 | |||
Acquisitions, net of cash acquired | 0 | (19.5) | |||
Purchases of property, plant and equipment | $ (39.3) | $ (100.3) | (122.8) | (283.8) | |
Investment in unconsolidated affiliates | (39.8) | (81.8) | |||
Proceeds from Equity Method Investment, Dividends or Distributions, Return of Capital | 4.4 | 0 | |||
Proceeds from sale of assets | 2.9 | 0.3 | |||
Capital contribution from consolidated affiliate | 0 | 0 | |||
Net cash used in investing activities | (155.3) | (384.8) | |||
Proceeds from the issuance of long-term debt | 2,698.8 | 1,410.9 | |||
Principal payments on long-term debt | (2,187.9) | (1,390.9) | |||
Payments on capital leases | (1.6) | (2.6) | |||
Payments of Financing Costs | 0.1 | ||||
Payments for debt-related deferred costs | (17.3) | (0.1) | |||
Financing fees paid for early debt redemption | (13.6) | 0 | |||
Distributions paid | (717.6) | (330.7) | |||
Contributions from parent | 0 | 0 | |||
Net proceeds from issuance of preferred equity of subsidiary | 0 | 53.9 | |||
Proceeds from Issuance of Preferred Limited Partners Units | 58.8 | 366.8 | $ 430.5 | ||
Taxes paid for unit-based compensation vesting | (2.1) | (1.5) | |||
Net change in payables to affiliate | 0 | 0 | |||
Other | (0.2) | (0.6) | |||
Net cash provided by (used in) financing activities | (182.7) | 105.2 | |||
Net change in cash | (7.4) | (5) | |||
Cash at beginning of period | 7.6 | ||||
Cash at end of period | 0.2 | 0.1 | 0.2 | 0.1 | 7.6 |
Parent | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Net cash provided by operating activities | (133.3) | (116) | |||
Acquisitions, net of cash acquired | 0 | ||||
Purchases of property, plant and equipment | (1) | (3.7) | |||
Investment in unconsolidated affiliates | 0 | 0 | |||
Proceeds from Equity Method Investment, Dividends or Distributions, Return of Capital | 0 | ||||
Proceeds from sale of assets | 0 | 0 | |||
Capital contribution from consolidated affiliate | (33.7) | (26.9) | |||
Net cash used in investing activities | (34.7) | (30.6) | |||
Proceeds from the issuance of long-term debt | 2,698.8 | 1,410.9 | |||
Principal payments on long-term debt | (2,187.9) | (1,390.9) | |||
Payments on capital leases | (1.2) | (0.9) | |||
Payments of Financing Costs | 0.1 | ||||
Payments for debt-related deferred costs | (17.3) | ||||
Financing fees paid for early debt redemption | (13.6) | ||||
Distributions paid | (710) | (330.7) | |||
Contributions from parent | 0 | 0 | |||
Net proceeds from issuance of preferred equity of subsidiary | 0 | ||||
Proceeds from Issuance of Preferred Limited Partners Units | $ 58.8 | 366.8 | |||
Taxes paid for unit-based compensation vesting | 0 | ||||
Net change in payables to affiliate | $ 340.6 | 91.4 | |||
Other | (0.2) | 0 | |||
Net cash provided by (used in) financing activities | 168 | 146.5 | |||
Net change in cash | 0 | (0.1) | |||
Cash at beginning of period | 0 | ||||
Cash at end of period | 0 | 0 | 0 | 0 | 0 |
Guarantor Subsidiaries | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Net cash provided by operating activities | 454.6 | 390.6 | |||
Acquisitions, net of cash acquired | (19.5) | ||||
Purchases of property, plant and equipment | (121.8) | (280.1) | |||
Investment in unconsolidated affiliates | 0 | 0 | |||
Proceeds from Equity Method Investment, Dividends or Distributions, Return of Capital | 0 | ||||
Proceeds from sale of assets | 2.9 | 0.3 | |||
Capital contribution from consolidated affiliate | 0 | 0 | |||
Net cash used in investing activities | (118.9) | (299.3) | |||
Proceeds from the issuance of long-term debt | 0 | 0 | |||
Principal payments on long-term debt | 0 | 0 | |||
Payments on capital leases | (0.4) | (1.7) | |||
Payments of Financing Costs | 0 | ||||
Payments for debt-related deferred costs | 0 | ||||
Financing fees paid for early debt redemption | 0 | ||||
Distributions paid | 0 | 0 | |||
Contributions from parent | 0 | 0 | |||
Net proceeds from issuance of preferred equity of subsidiary | 0 | ||||
Proceeds from Issuance of Preferred Limited Partners Units | 0 | 0 | |||
Taxes paid for unit-based compensation vesting | (2.1) | (1.5) | |||
Net change in payables to affiliate | (340.6) | (91.4) | |||
Other | 0 | (0.6) | |||
Net cash provided by (used in) financing activities | (343.1) | (95.2) | |||
Net change in cash | (7.4) | (3.9) | |||
Cash at beginning of period | 7.6 | ||||
Cash at end of period | 0.2 | 0.1 | 0.2 | 0.1 | 7.6 |
Non-Guarantor Subsidiaries | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Net cash provided by operating activities | 9.3 | 0 | |||
Acquisitions, net of cash acquired | 0 | ||||
Purchases of property, plant and equipment | 0 | 0 | |||
Investment in unconsolidated affiliates | (39.8) | (81.8) | |||
Proceeds from Equity Method Investment, Dividends or Distributions, Return of Capital | 4.4 | ||||
Proceeds from sale of assets | 0 | 0 | |||
Capital contribution from consolidated affiliate | 0 | 0 | |||
Net cash used in investing activities | (35.4) | (81.8) | |||
Proceeds from the issuance of long-term debt | 0 | 0 | |||
Principal payments on long-term debt | 0 | 0 | |||
Payments on capital leases | 0 | 0 | |||
Payments of Financing Costs | 0 | ||||
Payments for debt-related deferred costs | 0 | ||||
Financing fees paid for early debt redemption | 0 | ||||
Distributions paid | (7.6) | 0 | |||
Contributions from parent | 33.7 | 26.9 | |||
Net proceeds from issuance of preferred equity of subsidiary | 53.9 | ||||
Proceeds from Issuance of Preferred Limited Partners Units | 0 | 0 | |||
Taxes paid for unit-based compensation vesting | 0 | 0 | |||
Net change in payables to affiliate | 0 | 0 | |||
Other | 0 | 0 | |||
Net cash provided by (used in) financing activities | 26.1 | 80.8 | |||
Net change in cash | 0 | (1) | |||
Cash at beginning of period | 0 | ||||
Cash at end of period | 0 | 0 | 0 | 0 | 0 |
Consolidation, Eliminations | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Net cash provided by operating activities | 0 | 0 | |||
Acquisitions, net of cash acquired | 0 | ||||
Purchases of property, plant and equipment | 0 | 0 | |||
Investment in unconsolidated affiliates | 0 | 0 | |||
Proceeds from Equity Method Investment, Dividends or Distributions, Return of Capital | 0 | ||||
Proceeds from sale of assets | 0 | 0 | |||
Capital contribution from consolidated affiliate | 33.7 | 26.9 | |||
Net cash used in investing activities | 33.7 | 26.9 | |||
Proceeds from the issuance of long-term debt | 0 | 0 | |||
Principal payments on long-term debt | 0 | 0 | |||
Payments on capital leases | 0 | 0 | |||
Payments of Financing Costs | 0 | ||||
Payments for debt-related deferred costs | 0 | ||||
Financing fees paid for early debt redemption | 0 | ||||
Distributions paid | 0 | 0 | |||
Contributions from parent | (33.7) | (26.9) | |||
Net proceeds from issuance of preferred equity of subsidiary | 0 | ||||
Proceeds from Issuance of Preferred Limited Partners Units | 0 | 0 | |||
Taxes paid for unit-based compensation vesting | 0 | 0 | |||
Net change in payables to affiliate | 0 | 0 | |||
Other | 0 | 0 | |||
Net cash provided by (used in) financing activities | (33.7) | (26.9) | |||
Net change in cash | 0 | 0 | |||
Cash at beginning of period | 0 | ||||
Cash at end of period | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |