Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | Apr. 28, 2017 | |
Entity Information [Line Items] | ||
Entity Registrant Name | Williams Partners L.P. | |
Entity Central Index Key | 1,483,096 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2017 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Partnership Units Outstanding | 955,457,613 | |
Common Class B [Member] | ||
Entity Information [Line Items] | ||
Entity Partnership Units Outstanding | 17,065,816 |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Income (Loss) (Unaudited) - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Revenues: | ||
Service revenues | $ 1,256 | $ 1,226 |
Product sales | 727 | 428 |
Total revenues | 1,983 | 1,654 |
Costs and expenses: | ||
Product costs | 579 | 317 |
Operating and maintenance expenses | 361 | 382 |
Depreciation and amortization expenses | 433 | 435 |
Selling, general, and administrative expenses | 156 | 181 |
Other (income) expense - net | 4 | 30 |
Total costs and expenses | 1,533 | 1,345 |
Operating income (loss) | 450 | 309 |
Equity earnings (losses) | 107 | 97 |
Impairment of equity-method investments (Note 8) | 0 | (112) |
Other investing income (loss) - net (Note 4) | 271 | 0 |
Interest incurred | (221) | (240) |
Interest capitalized | 7 | 11 |
Other income (expense) - net | 49 | 15 |
Income (loss) before income taxes | 663 | 80 |
Provision (benefit) for income taxes | 3 | 1 |
Net income (loss) | 660 | 79 |
Less: Net income attributable to noncontrolling interests | 26 | 29 |
Net Income (loss) attributable to controlling interests | 634 | 50 |
Allocation of net income (loss) for calculation of earnings per common unit: | ||
Net Income (loss) attributable to controlling interests | 634 | 50 |
Allocation of net income (loss) to general partner | 0 | 202 |
Allocation of net income (loss) to Class B units | 11 | (4) |
Allocation of net income (loss) to common units | $ 623 | $ (148) |
Basic earnings per common unit: | ||
Basic net income (loss) per common unit | $ 0.68 | $ (0.25) |
Basic weighted-average number of common units outstanding (thousands) | 919,944 | 588,562 |
Diluted earnings per common unit: | ||
Diluted net income (loss) per common unit | $ 0.68 | $ (0.25) |
Diluted weighted-average number of common units outstanding (thousands) | 920,250 | 588,562 |
Cash distributions per common unit | $ 0.60 | $ 0.85 |
Other Comprehensive Income (Loss): | ||
Net unrealized gain (loss) from derivative instruments | $ 4 | $ 0 |
Reclassifications into earnings of net derivative instruments (gain) loss | (1) | 0 |
Foreign currency translation adjustments | 0 | 72 |
Other comprehensive income (loss) | 3 | 72 |
Comprehensive income (loss) | 663 | 151 |
Less: Comprehensive income attributable to noncontrolling interests | 26 | 29 |
Comprehensive income (loss) attributable to controlling interests | $ 637 | $ 122 |
Consolidated Balance Sheet (Una
Consolidated Balance Sheet (Unaudited) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 625 | $ 145 |
Trade accounts and other receivables (net of allowance of $6 at March 31, 2017 and $6 at December 31, 2016) | 861 | 926 |
Inventories | 148 | 138 |
Assets held for sale (Note 1) | 1,023 | 24 |
Other current assets and deferred charges | 157 | 181 |
Total current assets | 2,814 | 1,414 |
Investments | 6,738 | 6,701 |
Property, plant, and equipment, at cost | 37,677 | 38,247 |
Accumulated depreciation and amortization | (10,313) | (10,226) |
Property, plant, and equipment – net | 27,364 | 28,021 |
Intangible assets – net of accumulated amortization | 9,569 | 9,662 |
Regulatory assets, deferred charges, and other | 453 | 467 |
Total assets | 46,938 | 46,265 |
Accounts payable: | ||
Trade | 656 | 589 |
Affiliate | 76 | 109 |
Accrued interest | 170 | 258 |
Asset retirement obligations | 48 | 61 |
Liabilities held for sale (Note 1) | 43 | 0 |
Other accrued liabilities | 881 | 804 |
Commercial paper | 0 | 93 |
Long-term debt due within one year | 0 | 785 |
Total current liabilities | 1,874 | 2,699 |
Long-term debt | 17,065 | 17,685 |
Asset retirement obligations | 830 | 798 |
Deferred income tax liabilities | 19 | 20 |
Regulatory liabilities, deferred income, and other | 1,951 | 1,860 |
Contingent liabilities (Note 9) | ||
Partners’ equity: | ||
Common units (955,455,083 and 607,064,550 units outstanding at March 31, 2017 and December 31, 2016, respectively) | 22,680 | 18,300 |
Class B units (17,065,816 and 16,690,016 units outstanding at March 31, 2017 and December 31, 2016, respectively) | 780 | 769 |
General partner | 0 | 2,385 |
Accumulated other comprehensive income (loss) | 2 | (1) |
Total partners’ equity | 23,462 | 21,453 |
Noncontrolling interests in consolidated subsidiaries | 1,737 | 1,750 |
Total equity | 25,199 | 23,203 |
Total liabilities and equity | $ 46,938 | $ 46,265 |
Consolidated Balance Sheet (Un4
Consolidated Balance Sheet (Unaudited) (Parenthetical) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Allowance for trade accounts and other receivables | $ 6 | $ 6 |
Equity: | ||
Common units outstanding | 955,455,083 | 607,064,550 |
Class B units outstanding | 17,065,816 | 16,690,016 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Equity (Unaudited) - 3 months ended Mar. 31, 2017 - USD ($) $ in Millions | Total | General Partner [Member] | Common UnitsLimited Partners | Class B UnitsLimited Partners | Total Partners' Equity | AOCI Attributable to Parent [Member] | Noncontrolling Interest [Member] |
Beginning balance at Dec. 31, 2016 | $ 23,203 | $ 2,385 | $ 18,300 | $ 769 | $ 21,453 | $ (1) | $ 1,750 |
Net income (loss) | 660 | 0 | 623 | 11 | 634 | 0 | 26 |
Other comprehensive income (loss) | 3 | 0 | 0 | 0 | 3 | 3 | 0 |
Conversion to non-economic general partner interest (Note 1) | 0 | (2,385) | 2,385 | 0 | 0 | 0 | 0 |
Distributions to The Williams Companies, Inc. - net | (11) | 0 | (11) | 0 | (11) | 0 | 0 |
Sale of common units (Note 1) | 2,194 | 0 | 2,194 | 0 | 2,194 | 0 | 0 |
Distributions to limited partners | (812) | 0 | (812) | 0 | (812) | 0 | 0 |
Contributions from noncontrolling interests | 4 | 0 | 0 | 0 | 0 | 0 | 4 |
Distributions to noncontrolling interests | (43) | 0 | 0 | 0 | 0 | 0 | (43) |
Other | 1 | 0 | 1 | 0 | 1 | 0 | 0 |
Net increase (decrease) in equity | 1,996 | (2,385) | 4,380 | 11 | 2,009 | 3 | (13) |
Ending balance at Mar. 31, 2017 | $ 25,199 | $ 0 | $ 22,680 | $ 780 | $ 23,462 | $ 2 | $ 1,737 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
OPERATING ACTIVITIES: | ||
Net income (loss) | $ 660 | $ 79 |
Adjustments to reconcile to net cash provided (used) by operating activities: | ||
Depreciation and amortization | 433 | 435 |
Provision (benefit) for deferred income taxes | (1) | 0 |
Net (gain) loss on disposition of equity-method investments | (269) | 0 |
Impairment of equity-method investments | 0 | 112 |
Impairment of and net (gain) loss on sale of assets and businesses | 0 | 8 |
Amortization of stock-based awards | 2 | 9 |
Cash provided (used) by changes in current assets and liabilities: | ||
Accounts and notes receivable | 22 | 298 |
Inventories | (30) | (15) |
Other current assets and deferred charges | 19 | 23 |
Accounts payable | 38 | (19) |
Accrued liabilities | (28) | (70) |
Affiliate accounts receivable and payable – net | (32) | (15) |
Other, including changes in noncurrent assets and liabilities | (83) | 79 |
Net cash provided (used) by operating activities | 731 | 924 |
FINANCING ACTIVITIES: | ||
Proceeds from (payments of) commercial paper – net | (93) | (365) |
Proceeds from long-term debt | 0 | 1,838 |
Payments of long-term debt | (1,350) | (1,526) |
Proceeds from sales of common units | 2,178 | 0 |
Contributions from general partner | 0 | 3 |
Distributions paid | (796) | (516) |
Distributions to noncontrolling interests | (43) | (19) |
Contributions from noncontrolling interests | 4 | 16 |
Distributions to The Williams Companies, Inc. – net | (11) | 0 |
Payments for debt issuance costs | 0 | (8) |
Other – net | (23) | 1 |
Net cash provided (used) by financing activities | (134) | (576) |
INVESTING ACTIVITIES: | ||
Capital expenditures (1) | (509) | (463) |
Net proceeds from dispositions | (2) | 0 |
Proceeds from dispositions of equity-method investments | 200 | 0 |
Purchases of and contributions to equity-method investments | (52) | (63) |
Distributions from unconsolidated affiliates in excess of cumulative earnings | 121 | 109 |
Other – net | 125 | 98 |
Net cash provided (used) by investing activities | (117) | (319) |
Increase (decrease) in cash and cash equivalents | 480 | 29 |
Cash and cash equivalents at beginning of year | 145 | 96 |
Cash and cash equivalents at end of period | 625 | 125 |
(1) Increases to property, plant, and equipment | (569) | (498) |
Changes in related accounts payable and accrued liabilities | 60 | 35 |
Capital expenditures | $ (509) | $ (463) |
General, Description of Busines
General, Description of Business, and Basis of Presentation | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General, Description of Business, and Basis of Presentation [Text Block] | Note 1 – General, Description of Business, and Basis of Presentation General Our accompanying interim consolidated financial statements do not include all the notes in our annual financial statements and, therefore, should be read in conjunction with the consolidated financial statements and notes thereto for the year ended December 31, 2016, in our Annual Report on Form 10-K. The accompanying unaudited financial statements include all normal recurring adjustments and others that, in the opinion of management, are necessary to present fairly our interim financial statements. The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Unless the context clearly indicates otherwise, references in this report to “we,” “our,” “us,” or like terms refer to Williams Partners L.P. and its subsidiaries. Unless the context clearly indicates otherwise, references to “we,” “our,” and “us” include the operations in which we own interests accounted for as equity-method investments that are not consolidated in our financial statements. When we refer to our equity investees by name, we are referring exclusively to their businesses and operations. We are a Delaware limited partnership whose common units are listed and traded on the New York Stock Exchange. WPZ GP LLC, a Delaware limited liability company wholly owned by The Williams Companies, Inc. (Williams), serves as our general partner. Our operations are located in the United States. Financial Repositioning In January 2017, we announced agreements with Williams, wherein Williams permanently waived the general partner’s incentive distribution rights ( IDRs) and converted its 2 percent general partner interest in us to a non-economic interest in exchange for 289 million newly issued common units. Pursuant to this agreement, Williams also purchased approximately 277 thousand common units for $10 million . Additionally, Williams purchased approximately 59 million common units at a price of $36.08586 per unit in a private placement transaction. According to the terms of this agreement, following our quarterly distribution in February 2017, Williams paid additional consideration of approximately $50 million to us for these units. Following these transactions and as of March 31, 2017, Williams owns a 74 percent limited partner interest in us. Geismar Olefins Facility Assets Held For Sale On April 17, 2017, we announced that we agreed to sell Williams Olefins, L.L.C., a wholly owned subsidiary which owns an interest in the Geismar, Louisiana, olefins plant (Geismar Interest) for $2.1 billion in cash, subject to customary closing conditions and regulatory approvals. Upon closing of the sale, we will enter into a long-term supply and transportation agreement with the purchaser to provide feedstock to the plant via our Bayou Ethane pipeline system. We expect that the sale will close during the summer of 2017. The assets and liabilities of the Geismar olefins plant are presented as held for sale as of March 31, 2017. The following table presents the carrying amounts of the major classes of assets and liabilities included as part of the Geismar disposal group, which are presented within Assets held for sale and Liabilities held for sale in the Consolidated Balance Sheet. Also included in Assets held for sale in the Consolidated Balance Sheet are $24 million of assets held for sale within the West segment unrelated to the Geismar Interest and at December 31, 2016, were previously included in Other current assets and deferred charges . Carrying Amount March 31, 2017 (Millions) Assets: Current assets $ 71 Property, plant, and equipment – net 901 Other noncurrent assets 27 $ 999 Liabilities: Current liabilities $ 42 Noncurrent liabilities 1 $ 43 The following table presents the results of operations for the Geismar disposal group. Three Months Ended 2017 2016 (Millions) Income (loss) before income taxes of disposal group $ 23 $ 18 Description of Business Effective January 1, 2017, we implemented organizational changes, consistent with the manner in which our chief operating decision maker evaluates performance and allocates resources. Operations previously reported within the Central segment are now generally managed and presented within the West segment. Certain businesses previously within our NGL & Petchem Services segment are now managed and presented within the West, Atlantic-Gulf, and Northeast G&P segments. As a result, beginning with the reporting of first quarter 2017, our operations are organized into the following reportable segments: Northeast G&P, Atlantic-Gulf, West, and NGL & Petchem Services. Certain other corporate activities are included in Other. Prior period segment disclosures have been recast for these segment changes. Northeast G&P is comprised of our midstream gathering and processing businesses in the Marcellus Shale region primarily in Pennsylvania, New York, and West Virginia and the Utica Shale region of eastern Ohio, as well as a 66 percent interest in Cardinal Gas Services, L.L.C. (Cardinal) (a consolidated entity), a 62 percent equity-method investment in Utica East Ohio Midstream, LLC (UEOM), a 69 percent equity-method investment in Laurel Mountain Midstream, LLC (Laurel Mountain), a 58 percent equity-method investment in Caiman Energy II, LLC (Caiman II), and Appalachia Midstream Services, LLC, which owns equity-method investments with an approximate average 66 percent interest in multiple gathering systems in the Marcellus Shale (Appalachia Midstream Investments). Atlantic-Gulf is comprised of our interstate natural gas pipeline, Transcontinental Gas Pipe Line Company, LLC (Transco), and significant natural gas gathering and processing and crude oil production handling and transportation assets in the Gulf Coast region, including a 51 percent interest in Gulfstar One LLC (Gulfstar One) (a consolidated entity), which is a proprietary floating production system, and various petrochemical and feedstock pipelines in the Gulf Coast region, as well as a 50 percent equity-method investment in Gulfstream Natural Gas System, L.L.C. (Gulfstream), a 41 percent interest in Constitution Pipeline Company, LLC (Constitution) (a consolidated entity), which is under development, and a 60 percent equity-method investment in Discovery Producer Services LLC (Discovery). West is comprised of our interstate natural gas pipeline, Northwest Pipeline LLC (Northwest Pipeline), and our gathering, processing, and treating operations in New Mexico, Colorado, and Wyoming, as well as the Barnett Shale region of north-central Texas, the Eagle Ford Shale region of south Texas, the Haynesville Shale region of northwest Louisiana, and the Mid-Continent region which includes the Anadarko, Arkoma, Delaware, and Permian basins. This segment also includes our NGL and natural gas marketing business, storage facilities, an undivided 50 percent interest in an NGL fractionator near Conway, Kansas, and a 50 percent equity-method investment in Overland Pass Pipeline, LLC (OPPL), as well as our previously owned 50 percent equity-method investment in the Delaware basin gas gathering system (DBJV) in the Mid-Continent region (see Note 4 – Investing Activities ). NGL & Petchem Services is comprised of our 88.5 percent undivided interest in an olefins production facility in Geismar, Louisiana (see Geismar Olefins Facility Assets Held For Sale), along with a refinery grade propylene splitter in the Gulf region, as well as the previously owned Canadian assets which included an oil sands offgas processing plant located near Fort McMurray, Alberta, and a natural gas liquid (NGL)/olefin fractionation facility at Redwater, Alberta. In September 2016, we completed the sale of our Canadian operations. Basis of Presentation Significant risks and uncertainties We have announced plans to monetize assets that are not core to our strategy. As we pursue these asset monetizations, it is possible that we may incur impairments of certain equity-method investments, property, plant, and equipment, and intangible assets. Such impairments could potentially be caused by indications of fair value implied through the monetization process or, in the case of asset dispositions that are part of a broader asset group, the impact of the loss of future estimated cash flows. Accounting standards issued but not yet adopted In January 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2017-04 “Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment” (ASU 2017-04). ASU 2017-04 modifies the concept of goodwill impairment to represent the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. Under ASU 2017-04, entities will no longer be required to determine the implied fair value of goodwill by assigning the fair value of a reporting unit to its individual assets and liabilities as if that reporting unit had been acquired in a business combination. ASU 2017-04 is effective for goodwill impairment testing for interim and annual periods beginning after December 15, 2019, and requires a prospective transition. Early adoption is permitted for interim and annual goodwill impairment tests performed after January 1, 2017, and we plan to adopt this standard in 2017. Our West reportable segment has $47 million of goodwill included in Intangible assets - net of accumulated amortization in the Consolidated Balance Sheet . In August 2016, the FASB issued ASU 2016-15 “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments” (ASU 2016-15). ASU 2016-15 provides specific guidance on eight cash flow classification issues, including debt prepayment or debt extinguishment costs and distributions received from equity method investees, to reduce diversity in practice. ASU 2016-15 is effective for interim and annual periods beginning after December 15, 2017. Early adoption is permitted. The new standard requires a retrospective transition. We are evaluating the impact of the new standard on our consolidated financial statements. In June 2016, the FASB issued ASU 2016-13 “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (ASU 2016-13). ASU 2016-13 changes the impairment model for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans, and other instruments, entities will be required to use a new forward-looking “expected loss” model that generally will result in the earlier recognition of allowances for losses. The guidance also requires increased disclosures. ASU 2016-13 is effective for interim and annual periods beginning after December 15, 2019. Early adoption is permitted. The new standard requires varying transition methods for the different categories of amendments. We are evaluating the impact of the new standard on our consolidated financial statements. Although we do not expect this new standard to have a significant impact, it will impact our trade receivables as the related allowance for credit losses will be recognized earlier under the expected loss model. In February 2016, the FASB issued ASU 2016-02 “Leases (Topic 842)” (ASU 2016-02). ASU 2016-02 establishes a comprehensive new lease accounting model. The new standard clarifies the definition of a lease, requires a dual approach to lease classification similar to current lease classifications, and causes lessees to recognize leases on the balance sheet as a lease liability with a corresponding right-of-use asset. ASU 2016-02 is effective for interim and annual periods beginning after December 15, 2018. Early adoption is permitted. The new standard requires a modified retrospective transition for capital or operating leases existing at or entered into after the beginning of the earliest comparative period presented in the financial statements. We are reviewing contracts to identify leases, particularly reviewing the applicability of this new standard to contracts involving easements/rights-of-way. In May 2014, the FASB issued ASU 2014-09 establishing Accounting Standards Codification (ASC) Topic 606, “Revenue from Contracts with Customers” (ASC 606). ASC 606 establishes a comprehensive new revenue recognition model designed to depict the transfer of goods or services to a customer in an amount that reflects the consideration the entity expects to be entitled to receive in exchange for those goods or services and requires significantly enhanced revenue disclosures. In August 2015, the FASB issued ASU 2015-14 “Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date” (ASU 2015-14). Per ASU 2015-14, the standard is effective for interim and annual reporting periods beginning after December 15, 2017. ASC 606 allows either full retrospective or modified retrospective transition and early adoption is permitted for annual periods beginning after December 15, 2016. We continue to evaluate the impact the standard may have on our financial statements. For each revenue contract type, we are conducting a formal contract review process to evaluate the impact, if any, that the new revenue standard may have. We have substantially completed that process, but continue to evaluate our accounting for noncash consideration, which exists in contracts where we receive commodities as full or partial consideration and contracts with a significant financing component, which may exist in situations where the timing of the consideration we received varies significantly from the timing of when we provide the service. As such, we are unable to determine the potential impact upon the amount and timing of revenue recognition and related disclosures. Additionally, we have identified possible financial system and internal control changes necessary for adoption. We currently anticipate utilizing a modified retrospective transition upon the adoption of ASC 606 as of January 1, 2018. Public Unit Exchange On May 12, 2015, we entered into an agreement for a unit-for-stock transaction whereby Williams would have acquired all of our publicly held outstanding common units in exchange for shares of Williams’ common stock (WPZ Public Unit Exchange). On September 28, 2015, we entered into a Termination Agreement and Release (Termination Agreement), terminating the WPZ Public Unit Exchange. Under the terms of the Termination Agreement, Williams was required to pay us a $428 million termination fee, which settled through a reduction of quarterly incentive distributions payable to Williams (such reduction not to exceed $209 million per quarter). Our November 2015, February 2016, and May 2016 distributions to Williams were reduced by $209 million , $209 million , and $10 million , respectively, related to this termination fee. |
Variable Interest Entities
Variable Interest Entities | 3 Months Ended |
Mar. 31, 2017 | |
Variable Interest Entity Disclosures [Abstract] | |
Variable Interest Entities [Textblock] | Note 2 – Variable Interest Entities As of March 31, 2017 , we consolidate the following variable interest entities (VIEs): Gulfstar One We own a 51 percent interest in Gulfstar One, a subsidiary that, due to certain risk-sharing provisions in its customer contracts, is a VIE. Gulfstar One includes a proprietary floating-production system, Gulfstar FPS, and associated pipelines which provide production handling and gathering services in the eastern deepwater Gulf of Mexico. We are the primary beneficiary because we have the power to direct the activities that most significantly impact Gulfstar One’s economic performance. Constitution We own a 41 percent interest in Constitution, a subsidiary that, due to shipper fixed-payment commitments under its long-term firm transportation contracts, is a VIE. We are the primary beneficiary because we have the power to direct the activities that most significantly impact Constitution’s economic performance. We, as construction manager for Constitution, are responsible for constructing the proposed pipeline connecting our gathering system in Susquehanna County, Pennsylvania, to the Iroquois Gas Transmission and the Tennessee Gas Pipeline systems. The total remaining cost of the project is estimated to be approximately $691 million , which we expect will be funded with capital contributions from us and the other equity partners on a proportional basis. In December 2014, Constitution received approval from the Federal Energy Regulatory Commission (FERC) to construct and operate its proposed pipeline. However, in April 2016, the New York State Department of Environmental Conservation (NYSDEC) denied a necessary water quality certification for the New York portion of the pipeline. We remain steadfastly committed to the project, and in May 2016, Constitution appealed the NYSDEC's denial of the water quality certification. The oral argument before the Second Circuit Court of Appeals regarding the NYSDEC’s denial of Constitution’s application for water quality certification under Section 401 of the Clean Water Act was held on November 16, 2016. We anticipate a decision from the Second Circuit Court of Appeals as early as the second quarter of 2017. In light of the NYSDEC's denial of the water quality certification and the actions taken to challenge the decision, the project in-service date is targeted as early as the second half of 2018, which assumes that the legal challenge process is satisfactorily and promptly concluded. An unfavorable resolution could result in the impairment of a significant portion of the capitalized project costs, which total $381 million on a consolidated basis at March 31, 2017, and are included within Property, plant, and equipment, at cost in the Consolidated Balance Sheet . Beginning in April 2016, we discontinued capitalization of development costs related to this project. It is also possible that we could incur certain supplier-related costs in the event of a prolonged delay or termination of the project. Cardinal We own a 66 percent interest in Cardinal, a subsidiary that provides gathering services for the Utica Shale region and is a VIE due to certain risks shared with customers. We are the primary beneficiary because we have the power to direct the activities that most significantly impact Cardinal’s economic performance. We expect to fund future expansion activity with capital contributions from us and the other equity partner on a proportional basis. Jackalope We own a 50 percent interest in Jackalope Gas Gathering Services, L.L.C. (Jackalope), a subsidiary that provides gathering and processing services for the Powder River basin and is a VIE due to certain risks shared with customers. We are the primary beneficiary because we have the power to direct the activities that most significantly impact Jackalope’s economic performance. We expect to fund future expansion activity with capital contributions from us and the other equity partner on a proportional basis. The following table presents amounts included in our Consolidated Balance Sheet that are for the use or obligation of our consolidated VIEs: March 31, December 31, Classification (Millions) Assets (liabilities): Cash and cash equivalents $ 101 $ 82 Cash and cash equivalents Accounts receivable 73 91 Trade accounts and other receivables Prepaid assets 2 3 Other current assets and deferred charges Property, plant, and equipment - net 2,990 3,024 Property, plant, and equipment - net Intangible assets – net 1,419 1,431 Intangible assets – net of accumulated amortization Accounts payable (31 ) (44 ) Accounts payable – trade Accrued liabilities (3 ) (3 ) Other accrued liabilities Current deferred revenue (63 ) (63 ) Other accrued liabilities Noncurrent asset retirement obligations (101 ) (99 ) Asset retirement obligations Noncurrent deferred revenue associated with customer advance payments (320 ) (324 ) Regulatory liabilities, deferred income, and other |
Allocation of Net Income (Loss)
Allocation of Net Income (Loss) and Distributions | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Allocation of Net Income (Loss) and Distributions | Note 3 – Allocation of Net Income (Loss) and Distributions The allocation of net income (loss) among our general partner, limited partners, and noncontrolling interests within Equity is as follows: Three Months Ended 2017 2016 (Millions) Net income (loss) allocated to common limited partners’ equity (1) $ 623 $ 43 Net income (loss) allocated to Class B limited partners’ equity 11 1 Net income (loss) allocated to general partner’s equity (1) (2) — 6 Net income (loss) allocated to noncontrolling interests 26 29 Net income (loss) $ 660 $ 79 (1) Net income (loss) allocated to equity accounts above considers distributions paid to partners during the current reporting period, while Net income (loss) allocated within the Consolidated Statement of Comprehensive Income (Loss) considers distributions declared for the current reporting period, but paid in the subsequent period. The 2016 differences between Net income (loss) allocated to equity accounts and Net income (loss) allocated within the Consolidated Statement of Comprehensive Income (Loss) are primarily due to the timing of the waiver of IDRs associated with the Termination Agreement. (See Note 1 – General, Description of Business, and Basis of Presentation .) (2) As part of the first quarter 2017 Financial Repositioning (see Note 1 – General, Description of Business, and Basis of Presentation ), our general partner interest in us was converted to a non-economic interest and therefore no longer receives an allocation of net income. Common Units The Board of Directors of our general partner declared a cash distribution of $0.60 per common unit on April 24, 2017, to be paid on May 12, 2017, to unitholders of record at the close of business on May 5, 2017. Class B Units The Class B units are not entitled to cash distributions. Instead, prior to conversion into common units, the Class B units receive quarterly distributions of additional paid-in-kind Class B units. Effective February 10, 2015, each Class B unit became convertible at the election of either us or the holders of such Class B unit into a common unit on a one-for-one basis. The Board of Directors of our general partner has authorized the issuance of 251,859 Class B units associated with the first-quarter distribution, to be issued on May 12, 2017. |
Investing Activities
Investing Activities | 3 Months Ended |
Mar. 31, 2017 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investing Activities [Text Block] | Note 4 – Investing Activities Acquisition of Additional Interests in Appalachia Midstream Investments During the first quarter of 2017, we exchanged all of our 50 percent interest in DBJV for an increased interest in two natural gas gathering systems that are part of the Appalachia Midstream Investments and $155 million in cash. This transaction was recorded based on our estimate of the fair value of the interests received as we have more insight to this value as we operate the underlying assets. Following this exchange, we have an approximate average 66 percent interest in the Appalachia Midstream Investments. We continue to account for this investment under the equity-method due to the significant participatory rights of our partners such that we do not exercise control. We also sold all of our interest in Ranch Westex JV LLC for $45 million . These transactions resulted in a total gain of $269 million reflected in Other investing income (loss) – net in the Consolidated Statement of Comprehensive Income (Loss). The fair value of the increased interests in the Appalachia Midstream Investments received as consideration was estimated to be $1.1 billion using an income approach based on expected cash flows and an appropriate discount rate (a Level 3 measurement within the fair value hierarchy). The determination of estimated future cash flows involved significant assumptions regarding gathering volumes, rates, and related capital spending. A 9.5 percent discount rate was utilized and reflected our estimate of the cost of capital as impacted by market conditions and risks associated with the underlying business. Impairments The three months ended March 31, 2016, includes other-than-temporary impairment charges of $59 million and $50 million related to certain equity-method investments in DBJV and Laurel Mountain, respectively (see Note 8 – Fair Value Measurements and Guarantees ). |
Other Income and Expenses
Other Income and Expenses | 3 Months Ended |
Mar. 31, 2017 | |
Other Income and Expenses [Abstract] | |
Other income and expenses [Textblock] | Note 5 – Other Income and Expenses The following table presents certain gains or losses reflected in Other (income) expense – net within Costs and expenses in our Consolidated Statement of Comprehensive Income (Loss) : Three Months Ended 2017 2016 (Millions) West Gains on contract settlements and terminations $ (13 ) $ — NGL & Petchem Services Net foreign currency exchange (gains) losses (1) — 11 (1) Primarily relates to gains and losses incurred on foreign currency transactions and the remeasurement of U.S. dollar denominated current assets and liabilities within our former Canadian operations. Additional Items Certain additional items included in the Consolidated Statement of Comprehensive Income (Loss) are as follows: • Service revenues were reduced by $15 million for the three months ended March 31, 2016 , related to potential refunds associated with a ruling received in certain rate case litigation within the Atlantic-Gulf segment. • Selling, general, and administrative expenses and Operating and maintenance expenses include $9 million in severance and other related costs for the three months ended March 31, 2017. The three months ended March 31, 2016 includes $25 million in severance and other related costs associated with an approximate 10 percent reduction in workforce in the first quarter of 2016. The amounts by segment are as follows: Three Months Ended 2017 2016 (Millions) Northeast G&P $ — $ 3 Atlantic-Gulf — 8 West — 10 NGL & Petchem Services — 4 Other 9 — • Other income (expense) – net below Operating income (loss) includes $18 million and $17 million for the three months ended March 31, 2017 and 2016, respectively, for allowance for equity funds used during construction within the Atlantic-Gulf segment. • Other income (expense) – net below Operating income (loss) includes a net gain of $30 million associated with the February 2017, early retirement of $750 million of 6.125 percent senior unsecured notes that were due in 2022. (See Note 6 – Debt and Banking Arrangements .) The net gain within the Other segment reflects $53 million of unamortized premium, partially offset by $23 million in premiums paid. |
Debt and Banking Arrangements
Debt and Banking Arrangements | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | Note 6 – Debt and Banking Arrangements Long-Term Debt Issuances and retirements On April 3, 2017, Northwest Pipeline issued $250 million of 4.0 percent senior unsecured notes due 2027 to investors in a private debt placement. Northwest Pipeline used the net proceeds to retire $185 million of 5.95 percent senior unsecured notes that matured on April 15, 2017, which are classified as long-term in the accompanying Consolidated Balance Sheet due to Northwest Pipeline’s intent and ability to refinance, and for general corporate purposes. As part of the new issuance, Northwest Pipeline entered into a registration rights agreement with the initial purchasers of the unsecured notes. Northwest Pipeline is obligated to file and consummate a registration statement for an offer to exchange the notes for a new issue of substantially identical notes registered under the Securities Act of 1933, as amended, within 365 days from closing and to use commercially reasonable efforts to complete the exchange offer. Northwest Pipeline is required to provide a shelf registration statement to cover resales of the notes under certain circumstances. If Northwest Pipeline fails to fulfill these obligations, additional interest will accrue on the affected securities. The rate of additional interest will be 0.25 percent per annum on the principal amount of the affected securities for the first 90-day period immediately following the occurrence of a registration default, increasing by an additional 0.25 percent per annum with respect to each subsequent 90-day period thereafter, up to a maximum amount for all such registration defaults of 0.5 percent annually. Following the cure of any registration defaults, the accrual of additional interest will cease. On February 23, 2017, utilizing proceeds received from the Financial Repositioning (see Note 1 – General, Description of Business, and Basis of Presentation ), we early retired $750 million of 6.125 percent senior unsecured notes that were due in 2022. We retired $600 million of 7.25 percent senior unsecured notes that matured on February 1, 2017. Commercial Paper Program As of March 31, 2017, no Commercial paper was outstanding under our $3 billion commercial paper program. Credit Facilities March 31, 2017 Stated Capacity Outstanding (Millions) Long-term credit facility (1) $ 3,500 $ — Letters of credit under certain bilateral bank agreements 1 (1) In managing our available liquidity, we do not expect a maximum outstanding amount in excess of the capacity of our credit facility inclusive of any outstanding amounts under our commercial paper program. |
Partners' Capital
Partners' Capital | 3 Months Ended |
Mar. 31, 2017 | |
Partners' Capital [Abstract] | |
Partners' Capital | Note 7 – Partners’ Capital Financial Repositioning See Note 1 – General, Description of Business, and Basis of Presentation for information regarding units that were issued during the first quarter of 2017 related to the Financial Repositioning. Distribution Reinvestment Program The February 2017 distribution resulted in 395,395 common units issued to the public at a discounted average price of $39.76 per unit associated with the reinvested distributions of $16 million . |
Fair Value Measurements and Gua
Fair Value Measurements and Guarantees | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements and Guarantees [Text Block] | Note 8 – Fair Value Measurements and Guarantees The following table presents, by level within the fair value hierarchy, certain of our financial assets and liabilities. The carrying values of cash and cash equivalents, accounts receivable, commercial paper, and accounts payable approximate fair value because of the short-term nature of these instruments. Therefore, these assets and liabilities are not presented in the following table. Fair Value Measurements Using Carrying Amount Fair Value Quoted Prices In Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (Millions) Assets (liabilities) at March 31, 2017: Measured on a recurring basis: ARO Trust investments $ 112 $ 112 $ 112 $ — $ — Energy derivatives assets designated as hedging instruments 5 5 5 — — Energy derivatives assets not designated as hedging instruments 2 2 1 — 1 Energy derivatives liabilities not designated as hedging instruments (4 ) (4 ) — — (4 ) Additional disclosures: Other receivables 5 5 5 — — Long-term debt (17,065 ) (17,944 ) — (17,944 ) — Assets (liabilities) at December 31, 2016: Measured on a recurring basis: ARO Trust investments $ 96 $ 96 $ 96 $ — $ — Energy derivatives assets designated as hedging instruments 2 2 — 2 — Energy derivatives assets not designated as hedging instruments 1 1 — — 1 Energy derivatives liabilities not designated as hedging instruments (6 ) (6 ) — — (6 ) Additional disclosures: Other receivables 15 15 15 — — Long-term debt, including current portion (18,470 ) (18,907 ) — (18,907 ) — Fair Value Methods We use the following methods and assumptions in estimating the fair value of our financial instruments: Assets and liabilities measured at fair value on a recurring basis ARO Trust investments : Transco deposits a portion of its collected rates, pursuant to its rate case settlement, into an external trust (ARO Trust) that is specifically designated to fund future asset retirement obligations (ARO). The ARO Trust invests in a portfolio of actively traded mutual funds that are measured at fair value on a recurring basis based on quoted prices in an active market, is classified as available-for-sale, and is reported in Regulatory assets, deferred charges, and other in the Consolidated Balance Sheet. Both realized and unrealized gains and losses are ultimately recorded as regulatory assets or liabilities. Energy derivatives : Energy derivatives include commodity based exchange-traded contracts and over-the-counter contracts, which consist of physical forwards, futures, and swaps that are measured at fair value on a recurring basis. The fair value amounts are presented on a gross basis and do not reflect the netting of asset and liability positions permitted under the terms of our master netting arrangements. Further, the amounts do not include cash held on deposit in margin accounts that we have received or remitted to collateralize certain derivative positions. Energy derivatives assets are reported in Other current assets and deferred charges and Regulatory assets, deferred charges, and other in the Consolidated Balance Sheet. Energy derivatives liabilities are reported in Other accrued liabilities and Regulatory liabilities, deferred income, and other in the Consolidated Balance Sheet. Reclassifications of fair value between Level 1, Level 2, and Level 3 of the fair value hierarchy, if applicable, are made at the end of each quarter. No transfers between Level 1 and Level 2 occurred during the three months ended March 31, 2017 or 2016 . Additional fair value disclosures Other receivables: Other receivables consist of margin deposits, which are reported in Other current assets and deferred charges in the Consolidated Balance Sheet. The disclosed fair value of our margin deposits is considered to approximate the carrying value generally due to the short-term nature of these items. Long-term debt : The disclosed fair value of our long-term debt is determined by a market approach using broker quoted indicative period-end bond prices. The quoted prices are based on observable transactions in less active markets for our debt or similar instruments. Nonrecurring fair value measurements The following table presents impairments of investments associated with certain nonrecurring fair value measurements within Level 3 of the fair value hierarchy. Impairments Three Months Ended March 31, Classification Segment Date of Measurement Fair Value 2017 2016 (Millions) Equity-method investments (1) Investments West and Northeast G&P March 31, 2016 $ 1,294 $ — $ 109 Other equity-method investment Investments West March 31, 2016 — — 3 Impairment of equity-method investments $ — $ 112 _________________ (1) Relates to West’s equity-method investment in DBJV and Northeast G&P’s equity-method investment in Laurel Mountain. Our carrying values in these equity-method investments had been written down to fair value at December 31, 2015. Our first-quarter 2016 analysis reflected higher discount rates for both of these investments, along with lower natural gas prices for Laurel Mountain. We estimated the fair value of these investments using an income approach based on expected future cash flows and appropriate discount rates. The determination of estimated future cash flows involved significant assumptions regarding gathering volumes and related capital spending. Discount rates utilized ranged from 13.0 percent to 13.3 percent and reflected increases in our estimated cost of capital, revised estimates of expected future cash flows, and risks associated with the underlying businesses. Guarantees We are required by our revolving credit agreements to indemnify lenders for certain taxes required to be withheld from payments due to the lenders and for certain tax payments made by the lenders. The maximum potential amount of future payments under these indemnifications is based on the related borrowings and such future payments cannot currently be determined. These indemnifications generally continue indefinitely unless limited by the underlying tax regulations and have no carrying value. We have never been called upon to perform under these indemnifications and have no current expectation of a future claim. |
Contingent Liabilities
Contingent Liabilities | 3 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingent Liabilities | Note 9 – Contingent Liabilities Environmental Matters We are a participant in certain environmental activities in various stages including assessment studies, cleanup operations, and remedial processes at certain sites, some of which we currently do not own. We are monitoring these sites in a coordinated effort with other potentially responsible parties, the U.S. Environmental Protection Agency (EPA), and other governmental authorities. We are jointly and severally liable along with unrelated third parties in some of these activities and solely responsible in others. Certain of our subsidiaries have been identified as potentially responsible parties at various Superfund and state waste disposal sites. In addition, these subsidiaries have incurred, or are alleged to have incurred, various other hazardous materials removal or remediation obligations under environmental laws. As of March 31, 2017 , we have accrued liabilities totaling $17 million for these matters, as discussed below. Our accrual reflects the most likely costs of cleanup, which are generally based on completed assessment studies, preliminary results of studies, or our experience with other similar cleanup operations. Certain assessment studies are still in process for which the ultimate outcome may yield significantly different estimates of most likely costs. Any incremental amount in excess of amounts currently accrued cannot be reasonably estimated at this time due to uncertainty about the actual number of contaminated sites ultimately identified, the actual amount and extent of contamination discovered, and the final cleanup standards mandated by the EPA and other governmental authorities. The EPA and various state regulatory agencies routinely promulgate and propose new rules, and issue updated guidance to existing rules. More recent rules and rulemakings include, but are not limited to, rules for reciprocating internal combustion engine maximum achievable control technology, new air quality standards for one hour nitrogen dioxide emissions, and volatile organic compound and methane new source performance standards impacting design and operation of storage vessels, pressure valves, and compressors. On October 1, 2015, the EPA issued its new rule regarding National Ambient Air Quality Standards for ground-level ozone, setting a new standard of 70 parts per billion . We are monitoring the rule’s implementation and evaluating potential impacts to our operations. For these and other new regulations, we are unable to estimate the costs of asset additions or modifications necessary to comply due to uncertainty created by the various legal challenges to these regulations and the need for further specific regulatory guidance. Our interstate gas pipelines are involved in remediation activities related to certain facilities and locations for polychlorinated biphenyls, mercury, and other hazardous substances. These activities have involved the EPA and various state environmental authorities, resulting in our identification as a potentially responsible party at various Superfund waste sites. At March 31, 2017 , we have accrued liabilities of $9 million for these costs. We expect that these costs will be recoverable through rates. We also accrue environmental remediation costs for natural gas underground storage facilities, primarily related to soil and groundwater contamination. At March 31, 2017 , we have accrued liabilities totaling $8 million for these costs. Geismar Incident On June 13, 2013, an explosion and fire occurred at our Geismar olefins plant and rendered the facility temporarily inoperable (Geismar Incident). As a result, there were two fatalities and numerous individuals (including employees and contractors) reported injuries. We are addressing the following contingent liabilities in connection with the Geismar Incident. On October 21, 2013, the EPA issued an Inspection Report pursuant to the Clean Air Act’s Risk Management Program following its inspection of the facility on June 24 through June 28, 2013. The report notes the EPA’s preliminary determinations about the facility’s documentation regarding process safety, process hazard analysis, as well as operating procedures, employee training, and other matters. On June 16, 2014, we received a request for information related to the Geismar Incident from the EPA under Section 114 of the Clean Air Act to which we responded on August 13, 2014. The EPA could issue penalties pertaining to final determinations. Multiple lawsuits, including class actions for alleged offsite impacts, property damage, customer claims, and personal injury, have been filed against us. The first two trials, for nine plaintiffs claiming personal injury, were held in Louisiana state court in Iberville Parish, Louisiana in September and November 2016. The juries returned adverse verdicts against Williams, our subsidiary Williams Olefins, LLC, and other defendants. To date, we have settled those cases as well as settled or agreed in principle to settle numerous other personal injury claims, and such aggregate amount greater than our $2 million retention (deductible) value has been or will be recovered from our insurers. We believe these settlements to date substantially resolve any material exposure to such claims arising from the Geismar Incident. We believe that any additional losses arising from our alleged liability will be immaterial to our expected future annual results of operations, liquidity, and financial position and will be substantially covered by our general liability insurance policy, which has an aggregate limit of $610 million applicable to this event. Royalty Matters Certain of our customers, including one major customer, have been named in various lawsuits alleging underpayment of royalties and claiming, among other things, violations of anti-trust laws and the Racketeer Influenced and Corrupt Organizations Act. We have also been named as a defendant in certain of these cases in Pennsylvania based on allegations that we improperly participated with that major customer in causing the alleged royalty underpayments. We believe that the claims asserted are subject to indemnity obligations owed to us by that major customer. Due to the preliminary status of the cases, we are unable to estimate a range of potential loss at this time. Unitholder Litigation On March 7, 2016, a purported unitholder of us filed a putative class action on behalf of certain purchasers of our units in U.S. District Court in Oklahoma. The action names as defendants, us, Williams, Williams Partners GP LLC, Alan S. Armstrong, and Donald R. Chappel and alleges violations of certain federal securities laws for failure to disclose Energy Transfer Equity, L.P.’s intention to pursue a purchase of Williams conditioned on Williams not closing the WPZ Public Unit Exchange when announcing the WPZ Public Unit Exchange. The complaint seeks, among other things, damages and an award of costs and attorneys’ fees. The plaintiff filed an amended complaint on August 31, 2016. On October 17, 2016, we requested the court dismiss the action, and on March 8, 2017, the court dismissed the complaint with prejudice. On April 7, 2017, the plaintiff filed a notice of appeal. We cannot reasonably estimate a range of potential loss at this time. Other In addition to the foregoing, various other proceedings are pending against us which are incidental to our operations. Summary We have disclosed all significant matters for which we are unable to reasonably estimate a range of possible loss. We estimate that for all other matters for which we are able to reasonably estimate a range of loss, our aggregate reasonably possible losses beyond amounts accrued are immaterial to our expected future annual results of operations, liquidity, and financial position. These calculations have been made without consideration of any potential recovery from third parties. |
Segment Disclosures
Segment Disclosures | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Disclosures [Text Block] | Note 10 – Segment Disclosures Our reportable segments are Northeast G&P, Atlantic-Gulf, West, and NGL & Petchem Services. (See Note 1 – General, Description of Business, and Basis of Presentation .) Certain other corporate activities are included in Other. Performance Measurement We evaluate segment operating performance based upon Modified EBITDA (earnings before interest, taxes, depreciation, and amortization). This measure represents the basis of our internal financial reporting and is the primary performance measure used by our chief operating decision maker in measuring performance and allocating resources among our reportable segments. Intersegment revenues primarily represent the sale of NGLs from our natural gas processing plants to our marketing business. We define Modified EBITDA as follows: • Net income (loss) before: ◦ Provision (benefit) for income taxes; ◦ Interest incurred, net of interest capitalized; ◦ Equity earnings (losses); ◦ Impairment of equity-method investments; ◦ Other investing income (loss) – net; ◦ Impairment of goodwill; ◦ Depreciation and amortization expenses; ◦ Accretion expense associated with asset retirement obligations for nonregulated operations. • This measure is further adjusted to include our proportionate share (based on ownership interest) of Modified EBITDA from our equity-method investments calculated consistently with the definition described above. The following table reflects the reconciliation of Segment revenues to Total revenues as reported in the Consolidated Statement of Comprehensive Income (Loss) . Northeast Atlantic- West NGL & Eliminations Total (Millions) Three Months Ended March 31, 2017 Segment revenues: Service revenues External $ 208 $ 527 $ 518 $ 3 $ — $ 1,256 Internal 9 9 — — (18 ) — Total service revenues 217 536 518 3 (18 ) 1,256 Product sales External 60 69 405 193 — 727 Internal 8 65 51 6 (130 ) — Total product sales 68 134 456 199 (130 ) 727 Total revenues $ 285 $ 670 $ 974 $ 202 $ (148 ) $ 1,983 Three Months Ended March 31, 2016 Segment revenues: Service revenues External $ 216 $ 471 $ 531 $ 8 $ — $ 1,226 Internal 3 7 — — (10 ) — Total service revenues 219 478 531 8 (10 ) 1,226 Product sales External 18 36 211 163 — 428 Internal 5 33 31 5 (74 ) — Total product sales 23 69 242 168 (74 ) 428 Total revenues $ 242 $ 547 $ 773 $ 176 $ (84 ) $ 1,654 The following table reflects the reconciliation of Modified EBITDA to Net income (loss) as reported in the Consolidated Statement of Comprehensive Income (Loss) . Three Months Ended 2017 2016 (Millions) Modified EBITDA by segment: Northeast G&P 226 220 Atlantic-Gulf 450 382 West 385 327 NGL & Petchem Services 51 26 Other 20 — 1,132 955 Accretion expense associated with asset retirement obligations for nonregulated operations (6 ) (7 ) Depreciation and amortization expenses (433 ) (435 ) Equity earnings (losses) 107 97 Impairment of equity-method investments — (112 ) Other investing income (loss) – net 271 — Proportional Modified EBITDA of equity-method investments (194 ) (189 ) Interest expense (214 ) (229 ) (Provision) benefit for income taxes (3 ) (1 ) Net income (loss) $ 660 $ 79 The following table reflects Total assets by reportable segment. Total Assets March 31, December 31, (Millions) Northeast G&P 14,531 13,436 Atlantic-Gulf 14,402 14,176 West 17,171 18,479 NGL & Petchem Services 1,196 1,112 Other 243 161 Eliminations (1) (605 ) (1,099 ) Total $ 46,938 $ 46,265 (1) Eliminations primarily relate to the intercompany accounts and notes receivable generated by our cash management program. |
General, Description of Busin17
General, Description of Business, and Basis of Presentation Assets and Liabilities Held For Sale (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | The assets and liabilities of the Geismar olefins plant are presented as held for sale as of March 31, 2017. The following table presents the carrying amounts of the major classes of assets and liabilities included as part of the Geismar disposal group, which are presented within Assets held for sale and Liabilities held for sale in the Consolidated Balance Sheet. Also included in Assets held for sale in the Consolidated Balance Sheet are $24 million of assets held for sale within the West segment unrelated to the Geismar Interest and at December 31, 2016, were previously included in Other current assets and deferred charges . Carrying Amount March 31, 2017 (Millions) Assets: Current assets $ 71 Property, plant, and equipment – net 901 Other noncurrent assets 27 $ 999 Liabilities: Current liabilities $ 42 Noncurrent liabilities 1 $ 43 The following table presents the results of operations for the Geismar disposal group. Three Months Ended 2017 2016 (Millions) Income (loss) before income taxes of disposal group $ 23 $ 18 |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Variable Interest Entity Disclosures [Abstract] | |
Schedule of Variable Interest Entities [Table Text Block] | The following table presents amounts included in our Consolidated Balance Sheet that are for the use or obligation of our consolidated VIEs: March 31, December 31, Classification (Millions) Assets (liabilities): Cash and cash equivalents $ 101 $ 82 Cash and cash equivalents Accounts receivable 73 91 Trade accounts and other receivables Prepaid assets 2 3 Other current assets and deferred charges Property, plant, and equipment - net 2,990 3,024 Property, plant, and equipment - net Intangible assets – net 1,419 1,431 Intangible assets – net of accumulated amortization Accounts payable (31 ) (44 ) Accounts payable – trade Accrued liabilities (3 ) (3 ) Other accrued liabilities Current deferred revenue (63 ) (63 ) Other accrued liabilities Noncurrent asset retirement obligations (101 ) (99 ) Asset retirement obligations Noncurrent deferred revenue associated with customer advance payments (320 ) (324 ) Regulatory liabilities, deferred income, and other |
Allocation of Net Income (Los19
Allocation of Net Income (Loss) and Distributions (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Allocation of net income (loss) among our general partner, limited partners, and noncontrolling interests | The allocation of net income (loss) among our general partner, limited partners, and noncontrolling interests within Equity is as follows: Three Months Ended 2017 2016 (Millions) Net income (loss) allocated to common limited partners’ equity (1) $ 623 $ 43 Net income (loss) allocated to Class B limited partners’ equity 11 1 Net income (loss) allocated to general partner’s equity (1) (2) — 6 Net income (loss) allocated to noncontrolling interests 26 29 Net income (loss) $ 660 $ 79 (1) Net income (loss) allocated to equity accounts above considers distributions paid to partners during the current reporting period, while Net income (loss) allocated within the Consolidated Statement of Comprehensive Income (Loss) considers distributions declared for the current reporting period, but paid in the subsequent period. The 2016 differences between Net income (loss) allocated to equity accounts and Net income (loss) allocated within the Consolidated Statement of Comprehensive Income (Loss) are primarily due to the timing of the waiver of IDRs associated with the Termination Agreement. (See Note 1 – General, Description of Business, and Basis of Presentation .) (2) As part of the first quarter 2017 Financial Repositioning (see Note 1 – General, Description of Business, and Basis of Presentation ), our general partner interest in us was converted to a non-economic interest and therefore no longer receives an allocation of net income. |
Other Income and Expenses (Tabl
Other Income and Expenses (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Other Income and Expenses [Abstract] | |
Other Income and Expenses [Table Text Block] | The following table presents certain gains or losses reflected in Other (income) expense – net within Costs and expenses in our Consolidated Statement of Comprehensive Income (Loss) : Three Months Ended 2017 2016 (Millions) West Gains on contract settlements and terminations $ (13 ) $ — NGL & Petchem Services Net foreign currency exchange (gains) losses (1) — 11 (1) Primarily relates to gains and losses incurred on foreign currency transactions and the remeasurement of U.S. dollar denominated current assets and liabilities within our former Canadian operations. |
Severance and Other Related Costs [Table Text Block] | mounts by segment are as follows: Three Months Ended 2017 2016 (Millions) Northeast G&P $ — $ 3 Atlantic-Gulf — 8 West — 10 NGL & Petchem Services — 4 Other 9 — |
Debt and Banking Arrangements (
Debt and Banking Arrangements (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Line of Credit Facilities [Table Text Block] | Credit Facilities March 31, 2017 Stated Capacity Outstanding (Millions) Long-term credit facility (1) $ 3,500 $ — Letters of credit under certain bilateral bank agreements 1 (1) In managing our available liquidity, we do not expect a maximum outstanding amount in excess of the capacity of our credit facility inclusive of any outstanding amounts under our commercial paper program. |
Fair Value Measurements and G22
Fair Value Measurements and Guarantees (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | The following table presents, by level within the fair value hierarchy, certain of our financial assets and liabilities. The carrying values of cash and cash equivalents, accounts receivable, commercial paper, and accounts payable approximate fair value because of the short-term nature of these instruments. Therefore, these assets and liabilities are not presented in the following table. Fair Value Measurements Using Carrying Amount Fair Value Quoted Prices In Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (Millions) Assets (liabilities) at March 31, 2017: Measured on a recurring basis: ARO Trust investments $ 112 $ 112 $ 112 $ — $ — Energy derivatives assets designated as hedging instruments 5 5 5 — — Energy derivatives assets not designated as hedging instruments 2 2 1 — 1 Energy derivatives liabilities not designated as hedging instruments (4 ) (4 ) — — (4 ) Additional disclosures: Other receivables 5 5 5 — — Long-term debt (17,065 ) (17,944 ) — (17,944 ) — Assets (liabilities) at December 31, 2016: Measured on a recurring basis: ARO Trust investments $ 96 $ 96 $ 96 $ — $ — Energy derivatives assets designated as hedging instruments 2 2 — 2 — Energy derivatives assets not designated as hedging instruments 1 1 — — 1 Energy derivatives liabilities not designated as hedging instruments (6 ) (6 ) — — (6 ) Additional disclosures: Other receivables 15 15 15 — — Long-term debt, including current portion (18,470 ) (18,907 ) — (18,907 ) — |
Fair Value Measurements, Nonrecurring [Table Text Block] | Nonrecurring fair value measurements The following table presents impairments of investments associated with certain nonrecurring fair value measurements within Level 3 of the fair value hierarchy. Impairments Three Months Ended March 31, Classification Segment Date of Measurement Fair Value 2017 2016 (Millions) Equity-method investments (1) Investments West and Northeast G&P March 31, 2016 $ 1,294 $ — $ 109 Other equity-method investment Investments West March 31, 2016 — — 3 Impairment of equity-method investments $ — $ 112 _________________ (1) Relates to West’s equity-method investment in DBJV and Northeast G&P’s equity-method investment in Laurel Mountain. Our carrying values in these equity-method investments had been written down to fair value at December 31, 2015. Our first-quarter 2016 analysis reflected higher discount rates for both of these investments, along with lower natural gas prices for Laurel Mountain. We estimated the fair value of these investments using an income approach based on expected future cash flows and appropriate discount rates. The determination of estimated future cash flows involved significant assumptions regarding gathering volumes and related capital spending. Discount rates utilized ranged from 13.0 percent to 13.3 percent and reflected increases in our estimated cost of capital, revised estimates of expected future cash flows, and risks associated with the underlying businesses. |
Segment Disclosures (Tables)
Segment Disclosures (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Reconciliation of revenues from segment to consolidated [Table Text Block] | The following table reflects the reconciliation of Segment revenues to Total revenues as reported in the Consolidated Statement of Comprehensive Income (Loss) . Northeast Atlantic- West NGL & Eliminations Total (Millions) Three Months Ended March 31, 2017 Segment revenues: Service revenues External $ 208 $ 527 $ 518 $ 3 $ — $ 1,256 Internal 9 9 — — (18 ) — Total service revenues 217 536 518 3 (18 ) 1,256 Product sales External 60 69 405 193 — 727 Internal 8 65 51 6 (130 ) — Total product sales 68 134 456 199 (130 ) 727 Total revenues $ 285 $ 670 $ 974 $ 202 $ (148 ) $ 1,983 Three Months Ended March 31, 2016 Segment revenues: Service revenues External $ 216 $ 471 $ 531 $ 8 $ — $ 1,226 Internal 3 7 — — (10 ) — Total service revenues 219 478 531 8 (10 ) 1,226 Product sales External 18 36 211 163 — 428 Internal 5 33 31 5 (74 ) — Total product sales 23 69 242 168 (74 ) 428 Total revenues $ 242 $ 547 $ 773 $ 176 $ (84 ) $ 1,654 |
Reconciliation of Modified EBITDA to Net Income (Loss) [Table Text Block] | The following table reflects the reconciliation of Modified EBITDA to Net income (loss) as reported in the Consolidated Statement of Comprehensive Income (Loss) . Three Months Ended 2017 2016 (Millions) Modified EBITDA by segment: Northeast G&P 226 220 Atlantic-Gulf 450 382 West 385 327 NGL & Petchem Services 51 26 Other 20 — 1,132 955 Accretion expense associated with asset retirement obligations for nonregulated operations (6 ) (7 ) Depreciation and amortization expenses (433 ) (435 ) Equity earnings (losses) 107 97 Impairment of equity-method investments — (112 ) Other investing income (loss) – net 271 — Proportional Modified EBITDA of equity-method investments (194 ) (189 ) Interest expense (214 ) (229 ) (Provision) benefit for income taxes (3 ) (1 ) Net income (loss) $ 660 $ 79 |
Reconciliation of Assets from Segment to Consolidated [Table Text Block] | The following table reflects Total assets by reportable segment. Total Assets March 31, December 31, (Millions) Northeast G&P 14,531 13,436 Atlantic-Gulf 14,402 14,176 West 17,171 18,479 NGL & Petchem Services 1,196 1,112 Other 243 161 Eliminations (1) (605 ) (1,099 ) Total $ 46,938 $ 46,265 (1) Eliminations primarily relate to the intercompany accounts and notes receivable generated by our cash management program. |
General, Description of Busin24
General, Description of Business, and Basis of Presentation (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | Feb. 10, 2017 | Jan. 09, 2017 | Sep. 28, 2015 | Feb. 03, 2017 | Jan. 31, 2017 | May 31, 2016 | Feb. 29, 2016 | Nov. 30, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 |
Schedule of Equity Method Investments [Line Items] | |||||||||||
Equity Method Investments | $ 6,738 | $ 6,701 | |||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Proceeds from sales of common units | $ 2,178 | $ 0 | |||||||||
WPZ Merger Public Unit Exchange [Member] | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Termination Fee | $ 428 | ||||||||||
Maximum Reduction Of Quarterly Incentive Distributions | $ 209 | ||||||||||
Reduction in incentive distribution rights payment | $ 10 | $ 209 | $ 209 | ||||||||
Financial Repositioning [Member] | The Williams Companies, Inc. [Member] | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Parent, general partner ownership percentage | 2.00% | ||||||||||
Partners' Capital Account, Units, Sale of Units | 277 | 289,000 | |||||||||
Proceeds from sales of common units | $ 50 | $ 10 | |||||||||
Partners' Capital Account, Units, Sold in Private Placement | 59,000 | ||||||||||
Shares Issued, Price Per Share | $ 36.08586 | ||||||||||
Parent, limited partner ownership percentage | 74.00% | ||||||||||
Delaware Basin Gas Gathering System [Member] | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Equity Method Investment, Ownership Percentage | 50.00% | ||||||||||
Variable Interest Entity, Primary Beneficiary [Member] | Cardinal Gas Services LLC [Member] | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Variable Interest Entity Ownership Percentage | 66.00% | ||||||||||
Variable Interest Entity, Primary Beneficiary [Member] | Gulfstar One [Member] | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Variable Interest Entity Ownership Percentage | 51.00% | ||||||||||
Variable Interest Entity, Primary Beneficiary [Member] | Constitution Pipeline Company LLC [Member] | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Variable Interest Entity Ownership Percentage | 41.00% | ||||||||||
Northeast G And P [Member] | Appalachia Midstream Services, LLC [Member] | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Subsidiary, ownership percentage | 66.00% | ||||||||||
Northeast G And P [Member] | Utica East Ohio Midstream, LLC [Member] | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Equity Method Investment, Ownership Percentage | 62.00% | ||||||||||
Northeast G And P [Member] | Laurel Mountain Midstream, LLC [Member] | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Equity Method Investment, Ownership Percentage | 69.00% | ||||||||||
Northeast G And P [Member] | Caiman Energy II, LLC [Member] | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Equity Method Investment, Ownership Percentage | 58.00% | ||||||||||
Atlantic Gulf [Member] | Gulfstar One [Member] | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Variable Interest Entity Ownership Percentage | 51.00% | ||||||||||
Atlantic Gulf [Member] | Constitution Pipeline Company LLC [Member] | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Variable Interest Entity Ownership Percentage | 41.00% | ||||||||||
Atlantic Gulf [Member] | Gulfstream Natural Gas System, L.L.C. [Member] | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Equity Method Investment, Ownership Percentage | 50.00% | ||||||||||
Atlantic Gulf [Member] | Discovery Producer Services LLC [Member] | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Equity Method Investment, Ownership Percentage | 60.00% | ||||||||||
NGL And Petchem Services [Member] | Geismar [Member] | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Subsidiary, ownership percentage | 88.50% | ||||||||||
NGL And Petchem Services [Member] | Conway Fractionator [Member] | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Subsidiary, ownership percentage | 50.00% | ||||||||||
NGL And Petchem Services [Member] | Overland Pass Pipeline Company LLC [Member] | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Equity Method Investment, Ownership Percentage | 50.00% | ||||||||||
West [Member] | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Goodwill | $ 47 | ||||||||||
Central [Member] | Delaware Basin Gas Gathering System [Member] | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Equity Method Investment, Ownership Percentage | 50.00% |
General, Description of Busin25
General, Description of Business, and Basis of Presentation Assets and Liabilities Held For Sale (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Disposal Group, Including Discontinued Operation, Liabilities, Current | $ 43 | $ 0 |
Williams Olefins, L.L.C. [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Disposal Group, Including Discontinued Operation, Other Assets, Current | 71 | |
Disposal Group, Including Discontinued Operation, Property, Plant and Equipment | 901 | |
Disposal Group, Including Discontinued Operation, Other Assets, Noncurrent | 27 | |
Disposal Group, Including Discontinued Operation, Assets, Current | 999 | |
Disposal Group, Including Discontinued Operation, Other Liabilities, Current | 42 | |
Disposal Group, Including Discontinued Operation, Liabilities, Noncurrent | 1 | |
Disposal Group, Including Discontinued Operation, Liabilities, Current | 43 | |
West [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Assets Held-for-sale, Not Part of Disposal Group | $ 24 |
General, Description of Busin26
General, Description of Business, and Basis of Presentation Results of Operations For the Disposal Group (Details) - Williams Olefins, L.L.C. [Member] - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Apr. 17, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Income (Loss) from Individually Significant Component Disposed of or Held-for-sale, Excluding Discontinued Operations, before Income Tax | $ 23 | $ 18 | |
Subsequent Event [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Disposal Group, Including Discontinued Operation, Consideration | $ 2,100 |
Variable Interest Entities (Det
Variable Interest Entities (Details) - Variable Interest Entity, Primary Beneficiary [Member] - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Dec. 31, 2016 | |
Cash and Cash Equivalents [Member] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Assets and Liabilities, Net [Abstract] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Assets | $ 101 | $ 82 |
Accounts Receivable [Member] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Assets and Liabilities, Net [Abstract] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Assets | 73 | 91 |
Prepaid Assets [Member] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Assets and Liabilities, Net [Abstract] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Assets | 2 | 3 |
Property Plant And Equipment, net [Member] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Assets and Liabilities, Net [Abstract] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Assets | 2,990 | 3,024 |
Intangible assets, net [Member] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Assets and Liabilities, Net [Abstract] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Assets | 1,419 | 1,431 |
Accounts payable [Member] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Assets and Liabilities, Net [Abstract] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Liabilities | (31) | (44) |
Accrued liabilities [Member] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Assets and Liabilities, Net [Abstract] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Liabilities | (3) | (3) |
Current deferred revenue [Member] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Assets and Liabilities, Net [Abstract] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Liabilities | (63) | (63) |
Noncurrent Asset Retirement Obligation Costs [Member] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Assets and Liabilities, Net [Abstract] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Liabilities | (101) | (99) |
Noncurrent deferred revenue associated with customer advance payments [Member] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Assets and Liabilities, Net [Abstract] | ||
Variable Interest Entity, Consolidated, Carrying Amount, Liabilities | $ (320) | $ (324) |
Gulfstar One [Member] | ||
Variable Interest Entity [Line Items] | ||
Variable Interest Entity Ownership Percentage | 51.00% | |
Constitution Pipeline Company LLC [Member] | ||
Variable Interest Entity [Line Items] | ||
Variable Interest Entity Ownership Percentage | 41.00% | |
Constitution Pipeline Company LLC [Member] | Estimated Remaining Construction Costs For Variable Interest Entity [Member] | ||
Variable Interest Entity [Line Items] | ||
Other commitment | $ 691 | |
Constitution Pipeline Company LLC [Member] | Property Plant And Equipment, net [Member] | ||
Variable Interest Entity [Line Items] | ||
Capitalized Project Development Costs | $ 381 | |
Cardinal Gas Services LLC [Member] | ||
Variable Interest Entity [Line Items] | ||
Variable Interest Entity Ownership Percentage | 66.00% | |
Jackalope Gas Gathering Services LLC [Member] | ||
Variable Interest Entity [Line Items] | ||
Variable Interest Entity Ownership Percentage | 50.00% |
Allocation of Net Income (Los28
Allocation of Net Income (Loss) and Distributions (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 4 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Apr. 24, 2017 | |||
Allocation of net income: | |||||
Net income (loss) allocated to common limited partners' equity | $ 623 | $ 43 | [1] | ||
Net income (loss) allocated to Class B limited partners' equity | 11 | 1 | |||
Net income (loss) allocated to general partner's equity | 0 | [2] | 6 | [1] | |
Net income (loss) allocated to noncontrolling interests | 26 | 29 | |||
Net income (loss) | $ 660 | $ 79 | |||
Distributions Made to Members or Limited Partners [Abstract] | |||||
Per Unit Distribution (Declared) | $ 0.60 | $ 0.85 | |||
Subsequent Event [Member] | |||||
Distributions Made to Members or Limited Partners [Abstract] | |||||
Payment Date | May 12, 2017 | ||||
Per Unit Distribution (Declared) | $ 0.60 | ||||
Class B Units Issued In Lieu Of Cash Distributions | 251,859 | ||||
[1] | Net income (loss) allocated to equity accounts above considers distributions paid to partners during the current reporting period, while Net income (loss) allocated within the Consolidated Statement of Comprehensive Income (Loss) considers distributions declared for the current reporting period, but paid in the subsequent period. The 2016 differences between Net income (loss) allocated to equity accounts and Net income (loss) allocated within the Consolidated Statement of Comprehensive Income (Loss) are primarily due to the timing of the waiver of IDRs associated with the Termination Agreement. (See Note 1 – General, Description of Business, and Basis of Presentation.) | ||||
[2] | As part of the first quarter 2017 Financial Repositioning (see Note 1 – General, Description of Business, and Basis of Presentation), our general partner interest in us was converted to a non-economic interest and therefore no longer receives an allocation of net income. |
Investing Activities (Details)
Investing Activities (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Schedule of Equity Method Investments [Line Items] | ||
Proceeds from Sale of Equity Method Investments | $ 200 | $ 0 |
Gain on sale of an equity-method investment interest | 269 | 0 |
Impairment of equity-method investments | 0 | 112 |
Delaware Basin Gas Gathering System [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Gain on sale of an equity-method investment interest | $ 269 | |
Impairment of equity-method investments | 59 | |
Equity Method Investment, Ownership Percentage | 50.00% | |
Appalachia Midstream Services, LLC [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity Method Investment, Ownership Percentage | 66.00% | |
Ranch Westex JV LLC [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Proceeds from Sale of Equity Method Investments | $ 45 | |
Laurel Mountain Midstream, LLC [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Impairment of equity-method investments | $ 50 | |
Northeast G And P [Member] | Laurel Mountain Midstream, LLC [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity Method Investment, Ownership Percentage | 69.00% | |
West [Member] | Delaware Basin Gas Gathering System [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Proceeds from Sale of Equity Method Investments | $ 155 | |
Appalachia Midstream Services, LLC [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Investments, Fair Value Disclosure | $ 1,100 | |
Fair Value Inputs, Discount Rate | 9.50% |
Other Income and Expenses (Deta
Other Income and Expenses (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | ||
Segment Reporting Information [Line Items] | |||
Debt Instrument, Unamortized Discount (Premium), Net | $ 30 | ||
Unamortized Loan Commitment and Origination Fees and Unamortized Discounts or Premiums | 53 | ||
Debt Instrument, Unamortized Premium | 23 | ||
Other income (expense) - net [Member] | West [Member] | |||
Segment Reporting Information [Line Items] | |||
Gain (Loss) on Contract Termination | (13) | $ 0 | |
Other income (expense) - net [Member] | NGL & Petchem Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Net foreign currency exchange (gains) losses (1) | [1] | 0 | $ 11 |
Selling, general, and administrative expenses and Operating and maintenance expenses [Member] | |||
Segment Reporting Information [Line Items] | |||
Approximate percentage of workforce reductions | 10.00% | ||
Severance and other related costs | 9 | $ 25 | |
Selling, general, and administrative expenses and Operating and maintenance expenses [Member] | Northeast G&P [Member] | |||
Segment Reporting Information [Line Items] | |||
Severance and other related costs | 0 | 3 | |
Selling, general, and administrative expenses and Operating and maintenance expenses [Member] | Atlantic-Gulf [Member] | |||
Segment Reporting Information [Line Items] | |||
Severance and other related costs | 0 | 8 | |
Selling, general, and administrative expenses and Operating and maintenance expenses [Member] | West [Member] | |||
Segment Reporting Information [Line Items] | |||
Severance and other related costs | 0 | 10 | |
Selling, general, and administrative expenses and Operating and maintenance expenses [Member] | NGL & Petchem Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Severance and other related costs | 0 | 4 | |
Selling, general, and administrative expenses and Operating and maintenance expenses [Member] | Other [Member] | |||
Segment Reporting Information [Line Items] | |||
Severance and other related costs | 9 | 0 | |
Service revenues [Member] | Atlantic-Gulf [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue adjustment associated with litigation | 15 | ||
Other income (expense) - net [Member] | Atlantic-Gulf [Member] | |||
Segment Reporting Information [Line Items] | |||
Allowance for funds used during construction, capitalized cost of equity | 18 | $ 17 | |
6.125% Senior Unsecured Notes due 2022 [Member] | Williams Partners L.P. [Member] | |||
Segment Reporting Information [Line Items] | |||
Long-term debt retired | $ 750 | ||
Long-term debt interest rate | 6.125% | ||
[1] | Primarily relates to gains and losses incurred on foreign currency transactions and the remeasurement of U.S. dollar denominated current assets and liabilities within our former Canadian operations. |
Debt and Banking Arrangements L
Debt and Banking Arrangements Long-term Debt Issuances and Retirements (Details 1) - USD ($) $ in Millions | Apr. 15, 2017 | Feb. 01, 2017 | Mar. 31, 2017 | Apr. 03, 2017 |
Williams Partners L.P. [Member] | 6.125% Senior Unsecured Notes due 2022 [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term debt interest rate | 6.125% | |||
Long-term debt retired | $ 750 | |||
Williams Partners L.P. [Member] | 7.25% Senior Unsecured Notes due 2017 [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term debt interest rate | 7.25% | |||
Long-term debt retired | $ 600 | |||
Subsequent Event [Member] | Northwest Pipeline LLC [Member] | 4% Senior Unsecured Notes Due 2027 [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term debt face amount | $ 250 | |||
Long-term debt interest rate | 4.00% | |||
Additional interest rate accrued for default of registration rights agreements first period | 0.25% | |||
Additional interest rate accrued for default of registration rights agreements each subsequent period | 0.25% | |||
Maximum additional interest rate accrued for default of registration rights agreements all periods | 0.50% | |||
Subsequent Event [Member] | Northwest Pipeline LLC [Member] | 5.95% Senior Unsecured Notes due 2017 [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term debt interest rate | 5.95% | |||
Long-term debt retired | $ 185 |
Debt and Banking Arrangements C
Debt and Banking Arrangements Credit Facilities and Commercial Paper (Details 2) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 | |
Credit Facility and Commercial Paper [Line Items] | |||
Commercial paper, outstanding | $ 0 | $ 93 | |
Williams Partners L.P. [Member] | |||
Credit Facility and Commercial Paper [Line Items] | |||
Credit facility, capacity | [1] | 3,500 | |
Credit facility, loans outstanding | [1] | 0 | |
Williams Partners L.P. [Member] | Commercial Paper [Member] | |||
Credit Facility and Commercial Paper [Line Items] | |||
Commercial paper, outstanding | 0 | ||
Credit facility, capacity | 3,000 | ||
Williams Partners L.P. [Member] | Letters Of Credit Under Certain Bilateral Bank Agreements [Member] | |||
Credit Facility and Commercial Paper [Line Items] | |||
Credit facility, letters of credit outstanding | $ 1 | ||
[1] | In managing our available liquidity, we do not expect a maximum outstanding amount in excess of the capacity of our credit facility inclusive of any outstanding amounts under our commercial paper program. |
Partners' Capital (Details)
Partners' Capital (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | |
Feb. 28, 2017 | Mar. 31, 2017 | Mar. 31, 2016 | |
Business Acquisition [Line Items] | |||
Proceeds from sales of common units | $ 2,178 | $ 0 | |
Dividend Reinvestment Program [Member] | |||
Business Acquisition [Line Items] | |||
Shares Issued, Price Per Share | $ 39.76 | ||
Partners' Capital Account, Units, Sold in Private Placement | 395,395 | ||
Proceeds from sales of common units | $ 16 |
Fair Value Measurements Recurri
Fair Value Measurements Recurring Measurements and Additional (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 |
Additional disclosures: | |||
Fair Value, Level 1 to Level 2 Transfers, Amount | $ 0 | $ 0 | |
Fair Value, Level 2 to Level 1 Transfers, Amount | 0 | $ 0 | |
Carrying Amount [Member] | |||
Additional disclosures: | |||
Other receivables | 5 | $ 15 | |
Long-term debt | (17,065) | (18,470) | |
Fair Value [Member] | |||
Additional disclosures: | |||
Other receivables | 5 | 15 | |
Long-term debt | (17,944) | (18,907) | |
Level 1 [Member] | |||
Additional disclosures: | |||
Other receivables | 5 | 15 | |
Long-term debt | 0 | 0 | |
Level 2 [Member] | |||
Additional disclosures: | |||
Other receivables | 0 | 0 | |
Long-term debt | (17,944) | (18,907) | |
Level 3 [Member] | |||
Additional disclosures: | |||
Other receivables | 0 | 0 | |
Long-term debt | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Carrying Amount [Member] | |||
Measured on a recurring basis: | |||
ARO Trust investments | 112 | 96 | |
Fair Value, Measurements, Recurring [Member] | Carrying Amount [Member] | Designated as Hedging Instrument [Member] | |||
Measured on a recurring basis: | |||
Energy derivatives assets | 5 | 2 | |
Fair Value, Measurements, Recurring [Member] | Carrying Amount [Member] | Not Designated as Hedging Instrument [Member] | |||
Measured on a recurring basis: | |||
Energy derivatives assets | 2 | 1 | |
Energy derivatives liabilities | (4) | (6) | |
Fair Value, Measurements, Recurring [Member] | Fair Value [Member] | |||
Measured on a recurring basis: | |||
ARO Trust investments | 112 | 96 | |
Fair Value, Measurements, Recurring [Member] | Fair Value [Member] | Designated as Hedging Instrument [Member] | |||
Measured on a recurring basis: | |||
Energy derivatives assets | 5 | 2 | |
Fair Value, Measurements, Recurring [Member] | Fair Value [Member] | Not Designated as Hedging Instrument [Member] | |||
Measured on a recurring basis: | |||
Energy derivatives assets | 2 | 1 | |
Energy derivatives liabilities | (4) | (6) | |
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | |||
Measured on a recurring basis: | |||
ARO Trust investments | 112 | 96 | |
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | Designated as Hedging Instrument [Member] | |||
Measured on a recurring basis: | |||
Energy derivatives assets | 5 | 0 | |
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | Not Designated as Hedging Instrument [Member] | |||
Measured on a recurring basis: | |||
Energy derivatives assets | 1 | 0 | |
Energy derivatives liabilities | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | |||
Measured on a recurring basis: | |||
ARO Trust investments | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | Designated as Hedging Instrument [Member] | |||
Measured on a recurring basis: | |||
Energy derivatives assets | 0 | 2 | |
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | Not Designated as Hedging Instrument [Member] | |||
Measured on a recurring basis: | |||
Energy derivatives assets | 0 | 0 | |
Energy derivatives liabilities | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | |||
Measured on a recurring basis: | |||
ARO Trust investments | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | Designated as Hedging Instrument [Member] | |||
Measured on a recurring basis: | |||
Energy derivatives assets | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | Not Designated as Hedging Instrument [Member] | |||
Measured on a recurring basis: | |||
Energy derivatives assets | 1 | 1 | |
Energy derivatives liabilities | $ (4) | $ (6) |
Fair Value Measurements Nonrecu
Fair Value Measurements Nonrecurring Measurements (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | ||
Fair Value Assets Measured On Nonrecurring Basis [Abstract] | |||
Impairment of equity-method investments | $ 0 | $ 112 | |
Delaware Basin Gas Gathering System [Member] | |||
Fair Value Assets Measured On Nonrecurring Basis [Abstract] | |||
Impairment of equity-method investments | 59 | ||
Fair Value, Measurements, Nonrecurring [Member] | Impairment Of Equity-Method Investments [Member] | |||
Fair Value Assets Measured On Nonrecurring Basis [Abstract] | |||
Impairment of equity-method investments | 0 | 112 | |
Fair Value, Measurements, Nonrecurring [Member] | Level 3 [Member] | Investments [Member] | WestAndNortheastGP [Member] | |||
Fair Value Assets Measured On Nonrecurring Basis [Abstract] | |||
Fair value of investment | [1] | $ 1,294 | |
Fair Value, Measurements, Nonrecurring [Member] | Level 3 [Member] | Investments [Member] | WestAndNortheastGP [Member] | Minimum [Member] | |||
Fair Value Assets Measured On Nonrecurring Basis [Abstract] | |||
Discount rate | 13.00% | ||
Fair Value, Measurements, Nonrecurring [Member] | Level 3 [Member] | Investments [Member] | WestAndNortheastGP [Member] | Maximum [Member] | |||
Fair Value Assets Measured On Nonrecurring Basis [Abstract] | |||
Discount rate | 13.30% | ||
Fair Value, Measurements, Nonrecurring [Member] | Level 3 [Member] | Investments [Member] | West [Member] | |||
Fair Value Assets Measured On Nonrecurring Basis [Abstract] | |||
Fair value of investment | $ 0 | ||
Fair Value, Measurements, Nonrecurring [Member] | Level 3 [Member] | Impairment Of Equity-Method Investments [Member] | WestAndNortheastGP [Member] | |||
Fair Value Assets Measured On Nonrecurring Basis [Abstract] | |||
Impairment of equity-method investments | [1] | 0 | 109 |
Fair Value, Measurements, Nonrecurring [Member] | Level 3 [Member] | Impairment Of Equity-Method Investments [Member] | West [Member] | |||
Fair Value Assets Measured On Nonrecurring Basis [Abstract] | |||
Impairment of equity-method investments | $ 0 | $ 3 | |
[1] | Relates to West’s equity-method investment in DBJV and Northeast G&P’s equity-method investment in Laurel Mountain. Our carrying values in these equity-method investments had been written down to fair value at December 31, 2015. Our first-quarter 2016 analysis reflected higher discount rates for both of these investments, along with lower natural gas prices for Laurel Mountain. We estimated the fair value of these investments using an income approach based on expected future cash flows and appropriate discount rates. The determination of estimated future cash flows involved significant assumptions regarding gathering volumes and related capital spending. Discount rates utilized ranged from 13.0 percent to 13.3 percent and reflected increases in our estimated cost of capital, revised estimates of expected future cash flows, and risks associated with the underlying businesses. |
Contingent Liabilities (Details
Contingent Liabilities (Details) $ in Millions | Mar. 31, 2017USD ($) |
Contingent Liabilities [Line Items] | |
Accrued environmental loss liabilities | $ 17 |
Gas Pipeline [Member] | |
Contingent Liabilities [Line Items] | |
Accrued environmental loss liabilities | 9 |
Natural Gas Underground Storage Facilities [Member] | |
Contingent Liabilities [Line Items] | |
Accrued environmental loss liabilities | 8 |
NGL And Petchem Services [Member] | General Liability Coverage [Member] | Geismar Incident [Member] | |
Contingent Liabilities [Line Items] | |
Insurance deductibles | 2 |
Aggregate limit of insurance | $ 610 |
Segment Disclosures Reconciliat
Segment Disclosures Reconciliation of Segment Revenues to Consolidated (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Segment revenues [Line Items] | ||
Service revenues | $ 1,256 | $ 1,226 |
Product sales | 727 | 428 |
Total revenues | 1,983 | 1,654 |
Northeast G&P [Member] | ||
Segment revenues [Line Items] | ||
Service revenues | 208 | 216 |
Product sales | 60 | 18 |
Atlantic-Gulf [Member] | ||
Segment revenues [Line Items] | ||
Service revenues | 527 | 471 |
Product sales | 69 | 36 |
West [Member] | ||
Segment revenues [Line Items] | ||
Service revenues | 518 | 531 |
Product sales | 405 | 211 |
NGL & Petchem Services [Member] | ||
Segment revenues [Line Items] | ||
Service revenues | 3 | 8 |
Product sales | 193 | 163 |
Intersegment Eliminations [Member] | ||
Segment revenues [Line Items] | ||
Service revenues | (18) | (10) |
Product sales | (130) | (74) |
Total revenues | (148) | (84) |
Intersegment Eliminations [Member] | Northeast G&P [Member] | ||
Segment revenues [Line Items] | ||
Service revenues | (9) | (3) |
Product sales | (8) | (5) |
Intersegment Eliminations [Member] | Atlantic-Gulf [Member] | ||
Segment revenues [Line Items] | ||
Service revenues | (9) | (7) |
Product sales | (65) | (33) |
Intersegment Eliminations [Member] | West [Member] | ||
Segment revenues [Line Items] | ||
Service revenues | 0 | 0 |
Product sales | (51) | (31) |
Intersegment Eliminations [Member] | NGL & Petchem Services [Member] | ||
Segment revenues [Line Items] | ||
Service revenues | 0 | 0 |
Product sales | (6) | (5) |
Operating Segments [Member] | Northeast G&P [Member] | ||
Segment revenues [Line Items] | ||
Service revenues | 217 | 219 |
Product sales | 68 | 23 |
Total revenues | 285 | 242 |
Operating Segments [Member] | Atlantic-Gulf [Member] | ||
Segment revenues [Line Items] | ||
Service revenues | 536 | 478 |
Product sales | 134 | 69 |
Total revenues | 670 | 547 |
Operating Segments [Member] | West [Member] | ||
Segment revenues [Line Items] | ||
Service revenues | 518 | 531 |
Product sales | 456 | 242 |
Total revenues | 974 | 773 |
Operating Segments [Member] | NGL & Petchem Services [Member] | ||
Segment revenues [Line Items] | ||
Service revenues | 3 | 8 |
Product sales | 199 | 168 |
Total revenues | $ 202 | $ 176 |
Segment Disclosures Reconcili38
Segment Disclosures Reconciliation of Segment Modified EBITDA to Consolidated Net Income (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Reconciliation of Modified EBITDA to net income (loss): | ||
Modified EBITDA Earnings (Loss) | $ 1,132 | $ 955 |
Asset Retirement Obligation Accretion Expense For Nonregulated Operations | (6) | (7) |
Depreciation and amortization expenses | (433) | (435) |
Equity earnings (losses) | 107 | 97 |
Impairment of equity-method investments | 0 | (112) |
Other investing income (loss) - net | 271 | 0 |
Proportional Modified EBITDA of Equity-Method Investments | (194) | (189) |
Interest Expense | (214) | (229) |
(Provision) benefit for income taxes | (3) | (1) |
Net income (loss) | 660 | 79 |
Operating Segments [Member] | Northeast G&P [Member] | ||
Reconciliation of Modified EBITDA to net income (loss): | ||
Modified EBITDA Earnings (Loss) | 226 | 220 |
Operating Segments [Member] | Atlantic Gulf [Member] | ||
Reconciliation of Modified EBITDA to net income (loss): | ||
Modified EBITDA Earnings (Loss) | 450 | 382 |
Operating Segments [Member] | West [Member] | ||
Reconciliation of Modified EBITDA to net income (loss): | ||
Modified EBITDA Earnings (Loss) | 385 | 327 |
Operating Segments [Member] | NGL And Petchem Services [Member] | ||
Reconciliation of Modified EBITDA to net income (loss): | ||
Modified EBITDA Earnings (Loss) | 51 | 26 |
Other [Member] | Other [Member] | ||
Reconciliation of Modified EBITDA to net income (loss): | ||
Modified EBITDA Earnings (Loss) | $ 20 | $ 0 |
Segment Disclosures Reconcili39
Segment Disclosures Reconciliation of Segment Assets to Consolidated (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 | |
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Total assets | $ 46,938 | $ 46,265 | |
Northeast G&P [Member] | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Total assets | 14,531 | 13,436 | |
Atlantic-Gulf [Member] | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Total assets | 14,402 | 14,176 | |
West [Member] | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Total assets | 17,171 | 18,479 | |
NGL & Petchem Services [Member] | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Total assets | 1,196 | 1,112 | |
Other corporate assets [Member] | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Total assets | 243 | 161 | |
Eliminations [Member] | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Total assets | [1] | $ (605) | $ (1,099) |
[1] | Eliminations primarily relate to the intercompany accounts and notes receivable generated by our cash management program. |