Derivatives and Fair Value | 11. Fair Value Measurement Valuation Hierarchy Our fair value measurements are grouped into a three-level valuation hierarchy and are categorized in their entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The three levels are defined as follows. • Level 1 — inputs are unadjusted quoted prices for identical assets or liabilities in active markets. • Level 2 — inputs include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. • Level 3 — inputs are unobservable and considered significant to the fair value measurement. A financial instrument’s categorization within the hierarchy is based upon the level of judgment involved in the most significant input in the determination of the instrument’s fair value. Following is a description of the valuation methodologies used as well as the general classification of such instruments pursuant to the hierarchy. Commodity Derivative Assets and Liabilities We enter into a variety of derivative financial instruments, which may include exchange traded instruments (such as New York Mercantile Exchange, or NYMEX, crude oil or natural gas futures) or over-the-counter, or OTC, instruments (such as natural gas contracts, crude oil or NGL swaps). The exchange traded instruments are generally executed with a highly rated broker dealer serving as the clearinghouse for individual transactions. Our activities expose us to varying degrees of commodity price risk. To mitigate a portion of this risk and to manage commodity price risk related primarily to owned natural gas storage and pipeline assets, we engage in natural gas asset based trading and marketing, and we may enter into natural gas and crude oil derivatives to lock in a specific margin when market conditions are favorable. A portion of this may be accomplished through the use of exchange traded derivative contracts. Such instruments are generally classified as Level 1 since the value is equal to the quoted market price of the exchange traded instrument as of our balance sheet date, and no adjustments are required. Depending upon market conditions and our strategy we may enter into exchange traded derivative positions with a significant time horizon to maturity. Although such instruments are exchange traded, market prices may only be readily observable for a portion of the duration of the instrument. In order to calculate the fair value of these instruments, readily observable market information is utilized to the extent it is available; however, in the event that readily observable market data is not available, we may interpolate or extrapolate based upon observable data. In instances where we utilize an interpolated or extrapolated value, and it is considered significant to the valuation of the contract as a whole, we would classify the instrument within Level 3. We also engage in the business of trading energy related products and services, which exposes us to market variables and commodity price risk. We may enter into physical contracts or financial instruments with the objective of realizing a positive margin from the purchase and sale of these commodity-based instruments. We may enter into derivative instruments for NGLs or other energy related products, primarily using the OTC derivative instrument markets, which are not as active and liquid as exchange traded instruments. Market quotes for such contracts may only be available for short dated positions (up to six months), and an active market itself may not exist beyond such time horizon. Contracts entered into with a relatively short time horizon for which prices are readily observable in the OTC market are generally classified within Level 2. Contracts with a longer time horizon, for which we internally generate a forward curve to value such instruments, are generally classified within Level 3. The internally generated curve may utilize a variety of assumptions including, but not limited to, data obtained from third-party pricing services, historical and future expected relationship of NGL prices to crude oil prices, the knowledge of expected supply sources coming online, expected weather trends within certain regions of the United States, and the future expected demand for NGLs. Each instrument is assigned to a level within the hierarchy at the end of each financial quarter depending upon the extent to which the valuation inputs are observable. Generally, an instrument will move toward a level within the hierarchy that requires a lower degree of judgment as the time to maturity approaches, and as the markets in which the asset trades will likely become more liquid and prices more readily available in the market, thus reducing the need to rely upon our internally developed assumptions. However, the level of a given instrument may change, in either direction, depending upon market conditions and the availability of market observable data. Nonfinancial Assets and Liabilities We utilize fair value to perform impairment tests as required on our property, plant and equipment, goodwill, equity investments in unconsolidated affiliates, and intangible assets. The inputs used to determine such fair value are primarily based upon internally developed cash flow models and would generally be classified within Level 3 in the event that we were required to measure and record such assets at fair value within our condensed consolidated financial statements. Additionally, we use fair value to determine the inception value of our asset retirement obligations. The inputs used to determine such fair value are primarily based upon costs incurred historically for similar work, as well as estimates from independent third parties for costs that would be incurred to restore leased property to the contractually stipulated condition, and would generally be classified within Level 3. During the three months ended March 31, 2020, it was determined that triggering events had occurred with respect to specific asset groups as a result of the impact of commodity prices on the respective recently prepared budget forecasts, coupled with a negative outlook for long-term production volume forecasts for these asset groups. As a result, we recognized a $587 million impairment loss associated with certain asset groups in the Permian and South regions of our Gathering and Processing segment and an impairment of $61 million of our equity investment in Discovery Producer Services LLC (“Discovery”). The $461 million impairment of certain gathering and processing assets in the Permian region was driven by the impact of the decrease of gas, NGL and condensate prices at March 31, 2020 on our forecasts for the assets. This assessment triggered an impairment analysis, and based on forecasted future undiscounted cash flows, management determined the carrying value of these asset groups were not fully recoverable. We used the income approach to calculate the fair value of the asset groups and compared it to the carrying value. The primary inputs were the forecasted future commodity pricing and the discount rate. The impairment amount recorded represented the difference between the fair and carrying values. The $126 million impairment of certain gathering and processing assets in the South region was driven by a negative outlook for long-term gathering and processing volumes at more price sensitive assets as a result of decreased production forecasts. This revised outlook triggered an impairment analysis, and based on forecasted future undiscounted cash flows, management determined that the carrying value of these asset groups were not fully recoverable. We used the income approach to calculate the fair value of the asset group and compared it to the carrying value. The primary inputs to our calculation were forecasted future commodity pricing and the discount rate. The impairment amount recorded represented the difference between the fair and carrying values. The $61 million impairment of Discovery was driven by market conditions that existed at March 31, 2020, which given the nature of the overall commodity price environment, the diminished probability of new well connects and projected volume decline, resulted in our determination that the decline in fair value was other than temporary. The estimate of fair value, which was based on an income approach, included assumptions such as future commodity prices from a combination of market pricing, investment bank research, ratings agencies, and industry outlooks, future cash flows based on our price and volume assumptions, terminal year multiple and discount rate. The impairment loss is included in earnings from unconsolidated affiliates in our condensed consolidated statement of operations. We may identify additional triggering events requiring future evaluations of the recoverability of the carrying value of our long-lived assets and investments that could result in future impairments. Such impairments could have a significant effect on our results of operations, which would be recognized in the period in which the carrying value is determined to be not fully recoverable. The following table presents the carrying value of certain assets and asset groups measured at fair value on a non-recurring basis, by condensed consolidated balance sheet caption as of and for the three months ended March 31, 2020. Fair Value Measurements Using Inputs Considered as Net Carrying Value Level 1 Level 2 Level 3 Asset Impairments (millions) Long-lived assets $ 96 $ — $ — $ 96 $ 587 Goodwill — — — — 159 Direct investment in unconsolidated affiliate 256 — — 256 61 Total impairments $ 352 $ — $ — $ 352 $ 807 The following table summarizes the significant unobservable inputs used in the valuation of certain assets and asset groups measured at fair value on a non-recurring basis as of March 31, 2020. March 31, 2020 Asset Groups Valuation Techniques Unobservable Inputs Range (low-high) (a) Average (b) Long-lived assets, investment in unconsolidated affiliate, goodwill Discounted cash flow Oil prices $34.52 - $67.61 $ 55.98 Per barrel Natural gas prices $2.28 - $4.12 $ 3.35 Per MMBtu NGL prices $0.30 - $0.62 $ 0.52 Per gallon Discount rate 14% 14% Terminal value multiple 8x 8x Goodwill Market comparable companies EBITDA multiple 5.2x - 16.5x 8x (a) Commodity prices represent an average per year (b) Represents the arithmetic average of the inputs and is not weighted by the relative fair value or volumetric amount. The following table presents the financial instruments carried at fair value on a recurring basis as of March 31, 2020 and December 31, 2019, by condensed consolidated balance sheet caption and by valuation hierarchy, as described above: March 31, 2020 December 31, 2019 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total (millions) Current assets: Commodity derivatives $ 233 $ 11 $ 8 $ 252 $ 13 $ 15 $ 4 $ 32 Long-term assets: Commodity derivatives $ 47 $ 5 $ 1 $ 53 $ 1 $ 1 $ — $ 2 Current liabilities: Commodity derivatives $ (169) $ (20) $ (3) $ (192) $ (15) $ (42) $ (1) $ (58) Long-term liabilities: Commodity derivatives $ (34) $ (11) $ (1) $ (46) $ (2) $ (15) $ (3) $ (20) Changes in Levels 1 and 2 Fair Value Measurements The determination to classify a financial instrument within Level 1 or Level 2 is based upon the availability of quoted prices for identical or similar assets and liabilities in active markets. Depending upon the information readily observable in the market, and/or the use of identical or similar quoted prices, which are significant to the overall valuation, the classification of any individual financial instrument may differ from one measurement date to the next. Changes in Level 3 Fair Value Measurements The tables below illustrate a rollforward of the amounts included in our condensed consolidated balance sheets for derivative financial instruments that we have classified within Level 3. Since financial instruments classified as Level 3 typically include a combination of observable components (that is, components that are actively quoted and can be validated to external sources) and unobservable components, the gains and losses in the table below may include changes in fair value due in part to observable market factors, or changes to our assumptions on the unobservable components. Depending upon the information readily observable in the market, and/or the use of unobservable inputs, which are significant to the overall valuation, the classification of any individual financial instrument may differ from one measurement date to the next. The significant unobservable inputs used in determining fair value include adjustments by other market-based or independently sourced market data such as historical commodity volatilities, crude oil future yield curves, and/or counterparty specific considerations. In the event that there is a movement to/from the classification of an instrument as Level 3, we would reflect such items in the table below within the “Transfers into/out of Level 3” captions. We manage our overall risk at the portfolio level and in the execution of our strategy, we may use a combination of financial instruments, which may be classified within any level. Since Level 1 and Level 2 risk management instruments are not included in the rollforward below, the gains or losses in the table do not reflect the effect of our total risk management activities. Commodity Derivative Instruments Current Long-Term Current Long-Term (millions) Three months ended March 31, 2020 (a): Beginning balance $ 4 $ — $ (1) $ (3) Net unrealized gains included in earnings 8 1 5 2 Settlements (4) — (7) — Ending balance $ 8 $ 1 $ (3) $ (1) Three months ended March 31, 2019 (a): Beginning balance $ 14 $ 2 $ — $ (2) Net unrealized (losses) gains included in earnings (4) (1) (2) 1 Transfers out of Level 3 (2) — — — Settlements (3) — 1 — Ending balance $ 5 $ 1 $ (1) $ (1) (a) There were no purchases, issuances or sales of derivatives or transfers into Level 3 for the three months ended March 31, 2020 and 2019. Quantitative Inform ation and Fair Value Sensitivities Related to Level 3 Unobservable Inputs We utilize the market approach to measure the fair value of our commodity contracts. The significant unobservable inputs used in this approach to fair value are longer dated price quotes. Our sensitivity to these longer dated forward curve prices are presented in the table below. Significant changes in any of those inputs in isolation would result in significantly different fair value measurements, depending on our short or long position in contracts. March 31, 2020 Product Group Fair Value Valuation Techniques Unobservable Input Forward Weighted Average (a) (millions) Assets NGLs $ 9 Market approach Longer dated forward curve prices $0.11-$0.47 $0.33 Per gallon Liabilities NGLs $ (3) Market approach Longer dated forward curve prices $0.10-$0.53 $0.27 Per gallon Natural gas $ (1) Market approach Longer dated forward curve prices $1.63-$2.50 $1.99 Per MMBtu (a) Unobservable inputs were weighted by the instrument's notional amounts. Estimated Fair Value of Financial Instruments Valuation of a contract’s fair value is validated by an internal group independent of the marketing group. While common industry practices are used to develop valuation techniques, changes in pricing methodologies or the underlying assumptions could result in significantly different fair values and income recognition. When available, quoted market prices or prices obtained through external sources are used to determine a contract’s fair value. For contracts with a delivery location or duration for which quoted market prices are not available, fair value is determined based on pricing models developed primarily from historical and expected relationships with quoted market prices. The fair value of accounts receivable and accounts payable are not materially different from their carrying amounts because of the short-term nature of these instruments or the stated rates approximating market rates. Derivative instruments are carried at fair value. We determine the fair value of our fixed-rate senior notes and junior subordinated notes based on quotes obtained from bond dealers. The carrying value of borrowings under the Credit Agreement and the Securitization Facility approximate fair value as their interest rates are based on prevailing market interest rates. We classify the fair values of our outstanding debt balances within Level 2 of the valuation hierarchy. As of March 31, 2020 and December 31, 2019, the carrying value and fair value of our total debt, including current maturities, were as follows: March 31, 2020 December 31, 2019 Carrying Value (a) Fair Value Carrying Value (a) Fair Value (millions) Total debt $ 5,936 $ 4,252 $ 5,936 $ 6,130 |