Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Feb. 19, 2014 | Jun. 30, 2013 | |
Document Information [Line Items] | ' | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Trading Symbol | 'ACMP | ' | ' |
Entity Registrant Name | 'ACCESS MIDSTREAM PARTNERS LP | ' | ' |
Entity Central Index Key | '0001483096 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'Yes | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Filer Category | 'Large Accelerated Filer | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 189,131,773 | ' |
Entity Public Float | ' | ' | $5,133,723,566 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $17,229 | $64,994 |
Accounts receivable | 222,409 | 133,543 |
Prepaid expenses | 10,182 | 13,978 |
Other current assets | 8,111 | 7,251 |
Total current assets | 257,931 | 219,766 |
Property, plant and equipment: | ' | ' |
Gathering systems | 5,974,940 | 5,125,746 |
Other fixed assets | 175,411 | 96,916 |
Less: Accumulated depreciation | -859,551 | -590,614 |
Total property, plant and equipment, net | 5,290,800 | 4,632,048 |
Investments in unconsolidated affiliates | 1,936,603 | 1,297,811 |
Intangible customer relationships, net | 372,391 | 355,217 |
Deferred loan costs, net | 59,721 | 56,258 |
Total assets | 7,917,446 | 6,561,100 |
Current liabilities: | ' | ' |
Accounts payable | 37,520 | 47,987 |
Accrued liabilities | 268,952 | 211,274 |
Total current liabilities | 306,472 | 259,261 |
Long-term liabilities: | ' | ' |
Long-term debt | 3,249,230 | 2,500,000 |
Other liabilities | 8,954 | 5,333 |
Total long-term liabilities | 3,258,184 | 2,505,333 |
Commitments and contingencies (Note 12) | ' | ' |
Partners’ capital: | ' | ' |
General partner interest | 114,393 | 93,182 |
Total partners’ capital attributable to Access Midstream Partners, L.P. | 4,098,906 | 3,684,833 |
Noncontrolling interest | 253,884 | 111,673 |
Total partners’ capital | 4,352,790 | 3,796,506 |
Total liabilities and partners’ capital | 7,917,446 | 6,561,100 |
Common Units | ' | ' |
Partners’ capital: | ' | ' |
Limited partner units | 3,343,145 | 2,188,241 |
Subordinated Units | ' | ' |
Partners’ capital: | ' | ' |
Limited partner units | ' | 834,001 |
Convertible Class B Units | ' | ' |
Partners’ capital: | ' | ' |
Limited partner units | 318,472 | 273,858 |
Subordinated Class C Units | ' | ' |
Partners’ capital: | ' | ' |
Limited partner units | $322,896 | $295,551 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) | Dec. 31, 2013 | Dec. 31, 2012 |
Common Units | ' | ' |
Units issued | 177,801,147 | 97,324,453 |
Units outstanding | 177,801,147 | 97,324,453 |
Subordinated Units | ' | ' |
Units issued | 0 | 69,076,122 |
Units outstanding | 0 | 69,076,122 |
Convertible Class B Units | ' | ' |
Units issued | 12,424,358 | 11,858,050 |
Units outstanding | 12,424,358 | 11,858,050 |
Subordinated Class C Units | ' | ' |
Units issued | 11,199,268 | 11,199,268 |
Units outstanding | 11,199,268 | 11,199,268 |
Consolidated_Statements_Of_Ope
Consolidated Statements Of Operations (USD $) | 12 Months Ended | |||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |||
Revenues | $1,073,222 | $608,447 | $565,929 | |||
Operating expenses | ' | ' | ' | |||
Operating expenses | 338,716 | 197,639 | 176,851 | |||
Depreciation and amortization expense | 296,179 | 165,517 | 136,169 | |||
General and administrative expense | 104,332 | 67,579 | 40,380 | |||
Other operating (income) expense | 2,092 | -766 | 739 | |||
Total operating expenses | 741,319 | 429,969 | 354,139 | |||
Operating income | 331,903 | 178,478 | 211,790 | |||
Other income (expense) | ' | ' | ' | |||
Income from unconsolidated affiliates | 130,420 | 67,542 | 433 | |||
Interest expense (Note 11) | -116,778 | -64,739 | -14,884 | |||
Other income | 827 | 320 | 287 | |||
Income before income tax expense | 346,372 | 181,601 | 197,626 | |||
Income tax expense | 5,223 | 3,214 | 3,289 | |||
Net income | 341,149 | 178,387 | 194,337 | |||
Net income (loss) attributable to noncontrolling interests | 5,124 | -68 | ' | |||
Net income attributable to Access Midstream Partners, L.P. | 336,025 | 178,455 | 194,337 | |||
Limited partner interest in net income | ' | ' | ' | |||
Net income attributable to Access Midstream Partners, L.P. | 336,025 | 178,455 | 194,337 | |||
Less general partner interest in net income | -40,681 | -8,481 | -5,070 | |||
Limited partner interest in net income | $295,344 | $169,974 | $189,267 | |||
Common Units | Limited Partners Common | ' | ' | ' | |||
Limited partner interest in net income | ' | ' | ' | |||
Net income per unit - basic and diluted | $1.01 | $1.11 | $1.37 | |||
Subordinated Unit | Limited Partners Common | ' | ' | ' | |||
Limited partner interest in net income | ' | ' | ' | |||
Net income per unit - basic and diluted | $0.93 | [1] | $1.14 | [1] | $1.37 | [1] |
[1] | All outstanding subordinated units were converted into common on a one-for-one basis on August 15, 2013. For purposes of calculating net income per subordinated unit, 227 days of activity are reflected in the year ended December 31, 2013. See Note 3 to the consolidated financial statements. |
Consolidated_Statements_Of_Cas
Consolidated Statements Of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Cash flows from operating activities: | ' | ' | ' |
Net income | $341,149 | $178,387 | $194,337 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' | ' |
Depreciation and amortization expense | 296,179 | 165,517 | 136,169 |
Income from unconsolidated affiliates | -130,420 | -67,542 | -433 |
Other non-cash items | 20,577 | 8,296 | 6,486 |
Distribution of earnings received from unconsolidated affiliates | 82,871 | ' | ' |
Changes in assets and liabilities: | ' | ' | ' |
(Increase) decrease in accounts receivable | -97,507 | 18,484 | 31,501 |
(Increase) decrease in other assets | 2,244 | -9,925 | -292 |
Increase (decrease) in accounts payable | -10,492 | 8,800 | 11,258 |
Increase in accrued liabilities | 59,361 | 16,113 | 19,990 |
Net cash provided by operating activities | 563,962 | 318,130 | 399,016 |
Cash flows from investing activities: | ' | ' | ' |
Additions to property, plant and equipment | -1,058,599 | -350,500 | -418,834 |
Acquisition of gathering system assets | ' | -2,160,000 | ' |
Investment in unconsolidated affiliates | -572,370 | -185,039 | -600,000 |
Proceeds from sale of assets | 74,551 | 9,574 | 1,730 |
Net cash used in investing activities | -1,556,418 | -2,685,965 | -1,017,104 |
Cash flows from financing activities: | ' | ' | ' |
Proceeds from long-term debt borrowings | 2,015,700 | 1,387,800 | 1,576,700 |
Payments on long-term debt borrowings | -1,672,200 | -2,100,700 | -1,112,900 |
Proceeds from issuance of common units | 449,312 | 569,255 | ' |
Proceeds from issuance of senior notes | 414,094 | 2,150,000 | 350,000 |
Distributions to unit holders | -389,128 | -251,720 | -200,897 |
Capital contributions from noncontrolling interests | 151,976 | ' | ' |
Payments on capital lease obligations | -3,552 | ' | ' |
Payments on leasehold improvement financing | -17,798 | ' | ' |
Debt issuance costs | -12,414 | -39,626 | -11,332 |
Initial public offering costs | ' | ' | -1,280 |
Other adjustments | 8,701 | 31,798 | 3 |
Net cash provided by financing activities | 944,691 | 2,432,807 | 600,294 |
Net increase (decrease) in cash and cash equivalents | -47,765 | 64,972 | -17,794 |
Cash and cash equivalents, beginning of period | 64,994 | 22 | 17,816 |
Cash and cash equivalents, end of period | 17,229 | 64,994 | 22 |
Supplemental disclosure of non-cash investing activities: | ' | ' | ' |
Changes in accounts payable and other liabilities related to purchases of property, plant and equipment | 7,434 | 60,427 | 8,589 |
Changes in other liabilities related to asset retirement obligations | -1,314 | -133 | 324 |
Property, plant and equipment acquired under capital lease | -9,370 | ' | ' |
Property, plant and equipment acquired through leasehold improvement financing | -17,798 | ' | ' |
Supplemental disclosure of non-cash financing activities: | ' | ' | ' |
Issuance of 9,791,605 units to Chesapeake for acquisition of Appalachia Midstream | ' | ' | 279,257 |
Issuance of general partner interests | ' | ' | 5,702 |
Supplemental disclosure of cash payments for interest, net of capitalized interest | 39,939 | 30,292 | 16,957 |
Supplemental disclosure of cash payments for taxes | 3,300 | 2,900 | 2,830 |
Convertible Class B Units | ' | ' | ' |
Cash flows from financing activities: | ' | ' | ' |
Proceeds from issuance of common units | ' | 343,000 | ' |
Subordinated Class C Units | ' | ' | ' |
Cash flows from financing activities: | ' | ' | ' |
Proceeds from issuance of common units | ' | $343,000 | ' |
Consolidated_Statements_Of_Cas1
Consolidated Statements Of Cash Flows (Parenthetical) | 12 Months Ended |
Dec. 31, 2011 | |
Units issued for acquisition of Appalachia Midstream | 9,791,605 |
Consolidated_Statements_Of_Cha
Consolidated Statements Of Changes In Partners' Capital (USD $) | Total | Common Units | Convertible Class B Units | Subordinated Class C Units | Limited Partners Common | Limited Partners Common | Limited Partners Subordinated | Limited Partners Class B | Limited Partners Class B | Limited Partners Class C | Limited Partners Class C | General Partner | Noncontrolling Interest |
In Thousands | Common Units | Convertible Class B Units | Subordinated Class C Units | ||||||||||
Beginning Balance at Dec. 31, 2010 | $2,194,568 | ' | ' | ' | $1,285,619 | ' | $873,304 | ' | ' | ' | ' | $35,645 | ' |
Net income | 194,337 | ' | ' | ' | 94,896 | ' | 94,371 | ' | ' | ' | ' | 5,070 | ' |
Distribution to unitholders | -200,897 | ' | ' | ' | -98,446 | ' | -98,434 | ' | ' | ' | ' | -4,017 | ' |
Initial public offering costs | -1,280 | ' | ' | ' | -1,280 | ' | ' | ' | ' | ' | ' | ' | ' |
Non-cash equity based compensation | 1,458 | ' | ' | ' | 1,458 | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of common units | 279,257 | ' | ' | ' | 279,257 | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of general partner interests | 5,702 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,702 | ' |
Ending Balance at Dec. 31, 2011 | 2,473,145 | ' | ' | ' | 1,561,504 | ' | 869,241 | ' | ' | ' | ' | 42,400 | ' |
Net income | 178,387 | ' | ' | ' | 90,822 | ' | 78,736 | 214 | ' | 202 | ' | 8,481 | -68 |
Distribution to unitholders | -251,720 | ' | ' | ' | -130,204 | ' | -113,976 | ' | ' | ' | ' | -7,540 | ' |
Contributions from noncontrolling interest owners | 111,741 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 111,741 |
Non-cash equity based compensation | 3,695 | ' | ' | ' | 3,695 | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of common units | ' | 569,255 | 331,148 | 331,115 | ' | 569,255 | ' | ' | 331,148 | ' | 331,115 | ' | ' |
Issuance of general partner interests | 49,841 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 49,841 | ' |
Beneficial conversion feature of Class B and Class C units | ' | ' | 58,300 | ' | 95,073 | ' | ' | -58,328 | ' | -36,745 | ' | ' | ' |
Amortization of beneficial conversion feature of Class B and Class C units | ' | ' | ' | ' | -1,803 | ' | ' | 824 | ' | 979 | ' | ' | ' |
Other adjustments | -101 | ' | ' | ' | -101 | ' | ' | ' | ' | ' | ' | ' | ' |
Ending Balance at Dec. 31, 2012 | 3,796,506 | ' | ' | ' | 2,188,241 | ' | 834,001 | 273,858 | ' | 295,551 | ' | 93,182 | 111,673 |
Net income | 341,149 | ' | ' | ' | 206,236 | ' | 54,479 | 18,055 | ' | 16,574 | ' | 40,681 | 5,124 |
Distribution to unitholders | -389,128 | ' | ' | ' | -241,080 | ' | -96,879 | ' | ' | -21,699 | ' | -29,470 | ' |
Conversion of subordinated units to common units | ' | ' | ' | ' | 791,601 | ' | -791,601 | ' | ' | ' | ' | ' | ' |
Contributions from noncontrolling interest owners | 137,087 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 137,087 |
Non-cash equity based compensation | 7,864 | ' | ' | ' | 7,864 | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of common units | 449,312 | ' | ' | ' | 449,312 | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of general partner interests | 10,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000 | ' |
Beneficial conversion feature of Class B and Class C units | ' | ' | ' | ' | 1,317 | ' | ' | -1,317 | ' | ' | ' | ' | ' |
Amortization of beneficial conversion feature of Class B and Class C units | ' | ' | ' | ' | -60,346 | ' | ' | 27,876 | ' | 32,470 | ' | ' | ' |
Ending Balance at Dec. 31, 2013 | $4,352,790 | ' | ' | ' | $3,343,145 | ' | ' | $318,472 | ' | $322,896 | ' | $114,393 | $253,884 |
Description_of_Business_and_Ba
Description of Business and Basis of Presentation | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||||
Description of Business and Basis of Presentation | ' | |||||||||||||||||||||||
1 | Description of Business and Basis of Presentation | |||||||||||||||||||||||
Basis of presentation. Access Midstream Partners, L.P. (the “Partnership”), a Delaware limited partnership formed in January 2010, is principally focused on natural gas gathering, the first segment of midstream energy infrastructure that connects natural gas produced at the wellhead to third-party takeaway pipelines. The Partnership is the industry’s largest gathering and processing master limited partnership as measured by throughput volume. The Partnership’s assets are located in Arkansas, Kansas, Louisiana, Ohio, Oklahoma, Pennsylvania, Texas, West Virginia and Wyoming. The Partnership provides gathering, treating and compression services to Chesapeake Energy Corporation (“Chesapeake”), Total Gas and Power North America, Inc. (“Total”), Statoil ASA (“Statoil”), Anadarko Petroleum Corporation (“Anadarko”), Mitsui & Co., Ltd. (“Mitsui”) and other producers under long-term, fixed-fee contracts. | ||||||||||||||||||||||||
For purposes of these financial statements, the “GIP I Entities” refers to, collectively, GIP-A Holding (CHK), L.P., GIP-B Holding (CHK), L.P. and GIP-C Holding (CHK), L.P., the “GIP II Entities” refers to certain entities affiliated with Global Infrastructure Investors II, LLC, and “GIP” refers to the GIP I Entities and their affiliates and the GIP II Entities, collectively. “Williams” refers to The Williams Companies, Inc. (NYSE: WMB). | ||||||||||||||||||||||||
The accompanying consolidated financial statements of the Partnership have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). To conform to these accounting principles, management makes estimates and assumptions that affect the amounts reported in the consolidated financial statements and the notes thereto. These estimates are evaluated on an ongoing basis, utilizing historical experience and other methods considered reasonable under the particular circumstances. Although these estimates are based on management’s best available knowledge at the time, changes in facts and circumstances or discovery of new facts or circumstances may result in revised estimates and actual results may differ from these estimates. Effects on the Partnership’s business, financial position and results of operations resulting from revisions to estimates are recognized when the facts that give rise to the revision become known. | ||||||||||||||||||||||||
Certain reclassifications have been made to prior period amounts to conform to the current period financial statement presentation. | ||||||||||||||||||||||||
Offerings and acquisitions. | ||||||||||||||||||||||||
GIP II Entities acquisition. During the second quarter of 2012, the GIP II Entities acquired Chesapeake’s 50 percent interest in the Partnership’s general partner and all of the common units and subordinated units in the Partnership that were previously held by Chesapeake. The remaining 50 percent interest in the Partnership’s general partner continued to be owned by the GIP I Entities. | ||||||||||||||||||||||||
Marcellus acquisition. On December 29, 2011, the Partnership acquired from CMD, all of the issued and outstanding equity interests in Appalachia Midstream Services, L.L.C. (“Appalachia Midstream”) for total consideration of $879.3 million, consisting of 9,791,605 common units and $600.0 million in cash that was financed with a draw on the Partnership’s revolving credit facility. Through the acquisition of Appalachia Midstream, the Partnership operates 100 percent of and owns an approximate average 47 percent interest in 10 gas gathering systems that consist of approximately 549 miles of gas gathering pipeline in the Marcellus Shale. The remaining 53 percent interest in these assets is owned primarily by Statoil ASA (“Statoil”), Anadarko Petroleum Corporation (“Anadarko”), Epsilon Energy Ltd. (“Epsilon”), Mitsui & Co., Ltd. (“Mitsui”). Appalachia Midstream operates the assets under 15-year fixed fee gathering agreements. The gathering agreements include significant acreage dedications and cost of service mechanisms. EBITDA exceeded the $100 million and $150 million targets in 2012 and 2013 and no additional revenue related to the commitment was recognized. | ||||||||||||||||||||||||
CMO acquisition. On December 20, 2012, the Partnership acquired from Chesapeake Midstream Development, L.P. (“CMD”), a wholly owned subsidiary of Chesapeake, and certain of CMD’s affiliates, 100 percent of the issued and outstanding equity interests in Chesapeake Midstream Operating, L.L.C. (“CMO”) for total consideration of $2.16 billion (the “CMO Acquisition”). As a result of the CMO Acquisition, the Partnership owns certain midstream assets in the Eagle Ford, Utica and Niobrara regions. The CMO Acquisition also extended the Partnership’s existing assets and operations in the Haynesville, Marcellus and Mid-Continent regions. The acquired assets included, in the aggregate, approximately 1,675 miles of pipeline and 4.3 million (gross) dedicated acres as of the date of the acquisition. The Partnership also assumed various gas gathering and processing agreements associated with the assets that have terms ranging from 10 to 20 years and that, in certain cases, include cost of service or fee redetermination mechanisms. | ||||||||||||||||||||||||
Equity Issuance. On August 2, 2013, the Partnership entered into an Equity Distribution Agreement (“ATM”) under which it may offer and sell common units, in amounts, at prices and on terms to be determined by market conditions and other factors, having an aggregate market value of up to $300 million. The Partnership is under no obligation to issue equity under the ATM. For the year ended December 31, 2013, the Partnership sold an aggregate of 0.9 million common units under the ATM for aggregate gross proceeds of approximately $50.1 million and an approximate $1.0 million capital contribution from the Partnership’s general partner to maintain its two percent general partner interest. The Partnership used the proceeds for general partnership purposes. | ||||||||||||||||||||||||
On April 2, 2013, the Partnership completed an equity offering of 10.35 million common units, including 1.35 million common units issued pursuant to the underwriters’ exercise of their option to purchase additional common units, at a price of $39.86 per common unit. | ||||||||||||||||||||||||
The Partnership received offering proceeds (net of underwriting discounts and commissions) of $399.8 million from the equity offering, including proceeds from the underwriters’ exercise of their option to purchase additional common units, plus an approximate $8.4 million capital contribution from the Partnership’s general partner to maintain its two percent general partner interest. The proceeds were used for general partnership purposes, including repayment of amounts outstanding under the Partnership’s revolving credit facility. | ||||||||||||||||||||||||
On December 18, 2012, the Partnership completed an equity offering of 18.4 million common units (such amount includes 2.4 million common units issued pursuant to the exercise of the underwriters’ over-allotment option) representing limited partner interest in the Partnership, at a price of $32.15 per common unit. | ||||||||||||||||||||||||
The Partnership received gross offering proceeds (net of underwriting discounts, commissions and offering expenses) from the equity offering of approximately $569.3 million, including the exercise of the option to purchase additional units. The Partnership used the net proceeds to pay a portion of the purchase price for the CMO Acquisition. | ||||||||||||||||||||||||
Subscription Agreement. On December 20, 2012, the Partnership sold 5.9 million Class B units to each of the GIP II Entities and Williams and 5.6 million Class C units to each of the GIP II Entities and Williams, in each case pursuant to the subscription agreement. The Partnership received aggregate proceeds of approximately $712.1 million in exchange for the sale of Class B units and Class C units, inclusive of the capital contribution made by its general partner to maintain its 2.0 percent interest in the Partnership following the issuance of common, Class B and Class C units. | ||||||||||||||||||||||||
The results of operations presented and discussed in this annual report include results of operations from CMO for the twelve-day period from closing of the CMO Acquisition on December 20, 2012 through December 31, 2012. | ||||||||||||||||||||||||
Williams Acquisition. Concurrently with the CMO Acquisition, the GIP I Entities sold to Williams 34,538,061 of the Partnership’s subordinated units and 50% of the outstanding equity interests in Access Midstream Ventures, L.L.C., the sole member of the Partnership’s general partner (“Access Midstream Ventures”), for cash consideration of approximately $1.8 billion (the “Williams Acquisition”). The Partnership did not receive any cash proceeds from the Williams Acquisition. As a result of the closing of the Williams Acquisition, the GIP II Entities and Williams together own and control the Partnership’s general partner and the GIP I Entities no longer have any ownership interest in the Partnership or its general partner. | ||||||||||||||||||||||||
Limited partner and general partner units. | ||||||||||||||||||||||||
The following table summarizes common, subordinated, Class B, Class C and general partner units issued during the years ended December 31, 2013, 2012 and 2011: | ||||||||||||||||||||||||
Limited Partner Units | ||||||||||||||||||||||||
Common | Subordinated | General | Total | |||||||||||||||||||||
Class B | Class C | Partner | ||||||||||||||||||||||
Interests | ||||||||||||||||||||||||
Balance at December 31, 2010 | 69,083,265 | 69,076,122 | — | — | 2,819,434 | 140,978,821 | ||||||||||||||||||
Long-term incentive plan awards | 1,773 | — | — | — | 172 | 1,945 | ||||||||||||||||||
December 2011 equity issuance | 9,791,605 | — | — | — | 199,838 | 9,991,443 | ||||||||||||||||||
Balance at December 31, 2011 | 78,876,643 | 69,076,122 | — | — | 3,019,444 | 150,972,209 | ||||||||||||||||||
Long-term incentive plan awards | 47,810 | — | — | — | 976 | 48,786 | ||||||||||||||||||
December 2012 equity issuance | 18,400,000 | — | 11,858,050 | 11,199,268 | 846,068 | 42,303,386 | ||||||||||||||||||
Balance at December 31, 2012 | 97,324,453 | 69,076,122 | 11,858,050 | 11,199,268 | 3,866,488 | 193,324,381 | ||||||||||||||||||
Long-term incentive plan awards | 98,242 | — | — | — | 2,006 | 100,248 | ||||||||||||||||||
April 2013 equity issuance | 10,350,000 | — | — | — | 211,224 | 10,561,224 | ||||||||||||||||||
Conversion of subordinated units to common units | 69,076,122 | (69,076,122 | ) | — | — | — | — | |||||||||||||||||
ATM equity issuance | 952,330 | — | — | — | 19,435 | 971,765 | ||||||||||||||||||
Paid-in-kind Class B unit distributions | — | — | 566,308 | — | 11,557 | 577,865 | ||||||||||||||||||
Balance at December 31, 2013 | 177,801,147 | — | 12,424,358 | 11,199,268 | 4,110,710 | 205,535,483 | ||||||||||||||||||
Holdings of partnership equity. At December 31, 2013, the GIP II Entities held 2,055,355 notional general partner units representing a 1.0 percent general partner interest in the Partnership, 50 percent of the Partnership’s incentive distribution rights, 52,342,727 common units, 6,212,179 Class B units and 5,599,634 Class C units. The GIP II Entities’ ownership represents an aggregate 31.2 percent limited partner interest in the Partnership. Williams held 2,055,355 notional general partner units representing a 1.0 percent general partner interest in the Partnership, 50.0 percent of the Partnership’s incentive distribution rights, 34,538,061 common units, 6,212,179 Class B units and 5,599,634 Class C units. Williams ownership represents an aggregate 22.6 percent limited partner interest in the Partnership. The public held 90,920,359 common units, representing a 44.2 percent limited partner interest in the Partnership. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Summary of Significant Accounting Policies | ' | |||||||||||||||
2 | Summary of Significant Accounting Policies | |||||||||||||||
Use of estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts and disclosure of contingencies. Significant estimates include: (1) estimated useful lives of assets, which impacts depreciation and amortization; (2) accruals related to revenues, expenses and capital costs; (3) liability and contingency accruals; and (4) cost allocations. Although management believes these estimates are reasonable, actual results could differ from the Partnership’s estimates. | ||||||||||||||||
Cash and cash equivalents. For purposes of the consolidated financial statements, investments in all highly liquid instruments with original maturities of three months or less at date of purchase are considered to be cash equivalents. The Partnership had approximately $17.2 million and $65.0 million of cash and cash equivalents as of December 31, 2013 and 2012, respectively. Book overdrafts are checks that have been issued before the end of the period, but not presented to the bank for payment before the end of the period. At December 31, 2013 and 2012, book overdrafts of $25.1 million and $30.0 million, respectively, were included in accounts payable. | ||||||||||||||||
Accounts receivable. The majority of accounts receivable relate to gathering and treating activities. Accounts receivable included in the balance sheets are reflected net of an allowance for doubtful accounts, if warranted. At December 31, 2013 and 2012, the Partnership had no allowance for doubtful accounts. | ||||||||||||||||
Property, plant and equipment. Property, plant and equipment are recorded at cost. Expenditures for maintenance and repairs that do not add capacity or extend the useful life of an asset are expensed as incurred. The carrying value of the assets is based on estimates, assumptions and judgments relative to useful lives and salvage values. As assets are disposed of, the cost and related accumulated depreciation are removed from the accounts, and any resulting gain or loss is included in operating expenses in the statements of operations. | ||||||||||||||||
Depreciation. Depreciation is calculated using the straight-line method, based on the assets’ estimated useful lives. These estimates are based on various factors including age (in the case of acquired assets), manufacturing specifications, technological advances and historical data concerning useful lives of similar assets. Amortization of assets recorded under capital leases is included in depreciation expense. | ||||||||||||||||
Impairment of long-lived assets. Long-lived assets with recorded values that are not expected to be recovered through future cash flows are written down to estimated fair value. Assets are tested for impairment when events or circumstances indicate that the carrying value may not be recoverable. The carrying value of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If the carrying value exceeds the sum of the undiscounted cash flows, an impairment loss equal to the amount that the carrying value exceeds the fair value of the asset is recognized. Fair value is determined using an income approach whereby the expected future cash flows are discounted using a rate management believes a market participant would assume is reflective of the risks associated with achieving the underlying cash flows. | ||||||||||||||||
Equity Method Investments. The equity method of accounting is used to account for the Partnership’s interest in Utica East Ohio Midstream LLC and Ranch Westex JV, LLC, which the Partnership acquired as part of the CMO Acquisition. The equity method is also used to account for the Partnership’s various ownership interests in 10 gas gathering systems in the Marcellus Shale. See Note 1 – Description of Business and Basis of Presentation for more information on the acquisitions. | ||||||||||||||||
Asset retirement obligations. Management recognizes a liability based on the estimated costs of retiring tangible long-lived assets. The liability is recognized at the Partnership’s fair value measured using expected discounted future cash outflows of the asset retirement obligation when the obligation originates, which generally is when an asset is acquired or constructed. The carrying amount of the associated asset is increased commensurate with the liability recognized. Accretion expense is recognized over time as the discounted liability is accreted to the Partnership’s expected settlement value. Subsequent to the initial recognition, the liability is adjusted for any changes in the expected value of the retirement obligation (with a corresponding adjustment to property, plant and equipment) and for accretion of the liability due to the passage of time, until the obligation is settled. If the fair value of the estimated asset retirement obligation changes, an adjustment is recorded for both the asset retirement obligation and the associated asset carrying amount. Revisions in estimated asset retirement obligations may result from changes in estimated inflation rates, discount rates, retirement costs and the estimated timing of settling asset retirement obligations. | ||||||||||||||||
Fair value. The fair-value-measurement standard defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The standard characterizes inputs used in determining fair value according to a hierarchy that prioritizes those inputs based upon the degree to which they are observable. The three levels of the fair value hierarchy are as follows: | ||||||||||||||||
Level 1 — inputs represent quoted prices in active markets for identical assets or liabilities. | ||||||||||||||||
Level 2 — inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly (for example, quoted market prices for similar assets or liabilities in active markets or quoted market prices for identical assets or liabilities in markets not considered to be active, inputs other than quoted prices that are observable for the asset or liability, or market-corroborated inputs). | ||||||||||||||||
Level 3 — inputs that are not observable from objective sources, such as management’s internally developed assumptions used in pricing an asset or liability (for example, an estimate of future cash flows used in management’s internally developed present value of future cash flows model that underlies the fair value measurement). | ||||||||||||||||
Nonfinancial assets and liabilities initially measured at fair value include third-party business combinations, impaired long-lived assets (asset groups), and initial recognition of asset retirement obligations. | ||||||||||||||||
The fair value of debt is the estimated amount the Partnership would have to pay to repurchase its debt, including any premium or discount attributable to the difference between the stated interest rate and market rate of interest at the balance sheet date. Fair values are based on quoted market prices or average valuations of similar debt instruments at the balance sheet date for those debt instruments for which quoted market prices are not available. See Note 11 — Debt and Interest Expense for disclosures regarding the fair value of debt. | ||||||||||||||||
December 31, 2013 | December 31, 2012 | |||||||||||||||
Carrying | Fair Value | Carrying | Fair Value | |||||||||||||
amount | (Level 2) | amount | (Level 2) | |||||||||||||
($ in thousands) | ||||||||||||||||
Financial liabilities | ||||||||||||||||
Revolving credit facility | $ | 343,500 | $ | 343,500 | $ | — | $ | — | ||||||||
Premium on 2021 Notes | 5,730 | 5,730 | — | — | ||||||||||||
2021 Notes | 750,000 | 801,098 | 350,000 | 370,125 | ||||||||||||
2022 Notes | 750,000 | 804,848 | 750,000 | 810,000 | ||||||||||||
2023 Notes | 1,400,000 | 1,355,382 | 1,400,000 | 1,428,882 | ||||||||||||
The carrying amount of cash and cash equivalents, accounts receivable and accounts payable reported on the balance sheet approximates fair value. | ||||||||||||||||
Segments. Prior to the CMO Acquisition, the Partnership’s operations were organized into a single business segment. As a result of the CMO Acquisition, the Partnership added in three new operating regions. Effective January 1, 2013, the Partnership’s chief operating decision maker began to measure performance and allocate resources based on geographic segments. The Partnership’s operations are divided into eight operating segments: Barnett Shale, Eagle Ford Shale, Haynesville Shale, Marcellus Shale, Niobrara Shale, Utica Shale, Mid-Continent region and Corporate. | ||||||||||||||||
Revenue Recognition. In 2013, the Partnership derived the majority of its revenues through gas gathering agreements with Chesapeake and Total. Pursuant to their respective applicable gas gathering agreements, Chesapeake and Total have agreed to minimum volume commitments covering production in the Barnett Shale region for each year through December 31, 2018 and for the six month period ending June 30, 2019, and, solely with respect to Chesapeake, in the Haynesville Shale region for each year through December 31, 2013 and December 31, 2017 for the Springridge and Mansfield systems, respectively. In the event either Chesapeake or Total does not meet its minimum volume commitment to the Partnership in the Barnett Shale region or Chesapeake does not meet its minimum volume commitment to the Partnership in the Haynesville Shale region, for any annual period (or six month period with respect to the six months ending June 30, 2019 in the Barnett Shale region) during the minimum volume commitment period, Chesapeake and Total will be obligated to pay a fee equal to the applicable fee for each Mcf by which the applicable party’s minimum volume commitment for such year (or six month period with respect to the six months ending June 30, 2019) exceeds the actual volumes gathered from such party’s production. The revenue associated with such shortfall fees is recognized in the fourth quarter of each year. | ||||||||||||||||
Revenues consist of fees recognized for the gathering, treating, compression and processing of natural gas. Revenues are recognized when the service is performed and is based upon non-regulated rates and the related gathering, treating, compression and processing volumes. | ||||||||||||||||
Deferred Loan Costs. External costs incurred in connection with closing the revolving bank credit facilities are capitalized as deferred loan costs and amortized over the life of the related agreement. Amortization is included in interest expense in the statement of operations. | ||||||||||||||||
Environmental Expenditures. Liabilities for loss contingencies, including environmental remediation costs, arising from claims, assessments, litigation, fines, and penalties and other sources are charged to expense when it is probable that a liability has been incurred and the amount of the assessment and/or remediation can be reasonably estimated. There are no liabilities reflected in the accompanying financial statements at December 31, 2013 and 2012. | ||||||||||||||||
Equity Based Compensation. Certain employees of the Partnership’s general partner receive equity-based compensation through the Partnership’s equity-based compensation programs. The fair value of the awards issued is determined based on the fair market value of the shares on the date of grant. This value is amortized over the vesting period, which is generally four years from the date of grant. | ||||||||||||||||
Certain key members of management have been designated as participants in the Management Incentive Compensation Plan which is made up of two components. The first component is an annual cash bonus based on “excess” cash distributions made by the Partnership above a specified target amount with respect to each fiscal quarter during which the award is outstanding. The second component is based on an increase in value of the Partnership’s common units at the end of a specified five-year period beginning on the award commencement date. | ||||||||||||||||
Included in operating expense, general and administrative expense, and income from unconsolidated affiliates is total equity-based compensation of $35.0 million, $9.0 million and $3.8 million for the Partnership during the years ended December 31, 2013, 2012 and 2011, respectively. | ||||||||||||||||
The LTIP provides for an aggregate of 3.5 million common units to be awarded to employees, directors and consultants of the Partnership’s general partner and its affiliates through various award types, including unit awards, restricted units, phantom units, unit options, unit appreciation rights and other unit-based awards. The LTIP has been designed to promote the interests of the Partnership and its unitholders by strengthening its ability to attract, retain and motivate qualified individuals to serve as employees, directors and consultants. As of December 31, 2013, there was $33.5 million of unrecognized compensation expense attributable to the LTIP, of which $29.7 million is expected to be recognized over a four year period. | ||||||||||||||||
The following table summarizes LTIP award activity for the year ended December 31, 2013: | ||||||||||||||||
Units | Value | |||||||||||||||
per Unit | ||||||||||||||||
Restricted units unvested at beginning of period | 511,177 | $ | 28.55 | |||||||||||||
Granted | 971,667 | 38.4 | ||||||||||||||
Vested | (101,023 | ) | 27.4 | |||||||||||||
Forfeited | (199,533 | ) | 32.29 | |||||||||||||
Restricted units unvested at end of period | 1,182,288 | $ | 36.11 | |||||||||||||
Intangible Assets. Intangible assets are generally amortized on a straight-line basis over their estimated useful lives, unless the assets economic benefits are consumed on an other than straight-line basis. The estimated useful life is the period over which the assets are expected to contribute directly or indirectly to the Partnership’s future cash flows. The estimated useful life of the customer relationship acquired with the Springridge gathering system and Appalachia Midstream is 15 years and 20 years for the CMO Acquisition. As of December 31, 2013, the carrying value of the Partnership’s intangible assets was $418.4 million, net of $46.0 of accumulated amortization. The Partnership estimates that it will record $22.8 million of intangible asset amortization for each of the next five years. As of December 31, 2012, the carrying value of the Partnership’s intangible assets was $377.8 million, net of $22.6 million of accumulated amortization. Amortization expense was $24.0 milllion, $11.3 million and $11.3 million for the years ended December 31, 2013, 2012 and 2011, respectively, for the Partnership. | ||||||||||||||||
The Partnership assesses long-lived assets, including property, plant and equipment and intangible assets, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability is assessed by comparing the carrying amount of an asset to undiscounted future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amounts exceed the fair value of the assets. | ||||||||||||||||
Business Combinations. The Partnership makes various assumptions in developing models for determining the fair values of assets and liabilities associated with business acquisitions. These fair value models, developed with the assistance of outside consultants, apply discounted cash flow approaches to expected future operating results, considering expected growth rates, development opportunities, and future pricing assumptions to arrive at an economic value for the business acquired. The Partnership then determines the fair value of the tangible assets based on estimates of replacement costs less obsolescence. Identifiable intangible assets acquired consist primarily of customer contracts, customer relationships, trade names, and licenses and permits. The Partnership values customer relationships using a discounted cash flow model. | ||||||||||||||||
Income taxes. As a master limited partnership, the Partnership is a pass-through entity and also not subject to federal income taxes and most state income taxes with the exception of Texas Franchise Tax. For federal and state income tax purposes, all income, expenses, gains, losses and tax credits generate flow through to the owners, and accordingly, do not result in a provision for income taxes. | ||||||||||||||||
Variable Interest Entities (VIEs). An entity is referred to as a VIE pursuant to accounting guidance for consolidation if it possesses one of the following criteria: (i) it is thinly capitalized, (ii) the residual equity holders do not control the entity, (iii) the equity holders are shielded from the economic losses, (iv) the equity holders do not participate fully in the entity’s residual economics, or (v) the entity was established with non-substantive voting interests. We consolidate a VIE when we have both the power to direct the activities that most significantly impact the activities of the VIE and the right to receive benefits or the obligation to absorb losses of the entity that could be potentially significant to the VIE. We continually monitor both consolidated and unconsolidated VIEs to determine if any events have occurred that could cause the primary beneficiary to change. |
Partnership_Distributions
Partnership Distributions | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Partnership Distributions | ' | ||||||||||
3 | Partnership Distributions | ||||||||||
The partnership agreement requires that, within 45 days subsequent to the end of each quarter, the Partnership distributes all of its available cash (as defined in the partnership agreement) to unitholders of record on the applicable record date. During the years ended December 31, 2013, 2012 and 2011, the Partnership paid cash distributions to its unitholders of approximately $389.1 million, $251.7 million and $200.9 million, respectively, representing the four quarterly distributions in 2013, 2012 and 2011. See also Note 14 — Subsequent Events concerning distributions approved in January 2014 for the quarter ended December 31, 2013. | |||||||||||
Available cash. The amount of available cash (as defined in the partnership agreement) generally is all cash on hand at the end of the quarter less the amount of cash reserves established by the Partnership’s general partner to provide for the proper conduct of its business, including reserves to fund future capital expenditures, to comply with applicable laws, or its debt instruments and other agreements, or to provide funds for distributions to its unitholders and to its general partner for any one or more of the next four quarters. Working capital borrowings generally include borrowings made under a credit facility or similar financing arrangement. | |||||||||||
Conversion of Subordinated Units. Upon payment of the cash distribution for the second quarter of 2013, the subordination period with respect to the Partnership’s 69,076,122 subordinated units expired and all outstanding subordinated units converted into common units on a one-for-one basis on August 15, 2013. The conversion did not impact the amount of the cash distribution paid or the total number of the Partnership’s outstanding units representing limited partner interests. | |||||||||||
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. The amount of each quarterly distribution per Class B unit is the quotient of the quarterly distribution paid to the Partnership’s common units by the volume-weighted average price of the common units for the 30-day period prior to the declaration of the quarterly distribution to common units. Effective on the business day after the record date for the distribution on common units for the fiscal quarter ending December 31, 2014, each Class B unit will become convertible at the election of either the Partnership or the holders of such Class B unit into a common unit on a one-for-one basis. In the event of the Partnership’s liquidation, the holders of Class B units will be entitled to receive out of the Partnership’s assets available for distribution to the partners the positive balance in each such holder’s capital account in respect of such Class B units, determined after allocating the Partnership’s net income or net loss among the partners. All Class B units are held indirectly by affiliates of the Partnership’s general partner. The Class B units were issued at a discount to the market price of the common units which they are convertible. This discount totaling $58.3 million represents a beneficial conversion feature and is reflected as an increase in common unitholders’ capital and a decrease in Class B units capital to reflect the fair value of the Class B units at issuance on the Partnership’s consolidated statement of changes in partners’ capital for the twelve months ended December 31, 2012. The beneficial conversion feature is considered a non-cash distribution recognized ratably from the issuance date of December 20, 2012, through the conversion date, resulting in an increase in Class B units capital and a decrease in common unitholders’ capital. | |||||||||||
Class C Units. The Class C units were entitled to quarterly cash distributions after the common units received the minimum quarterly distribution, plus any arrearages from prior quarters. The Class C units participated pro rata thereafter and received the minimum quarterly distribution, after which the Class C units participated in further cash distributions pro rata with the Partnership’s common units. Effective on the business day after the record date for the distribution on common units for the fiscal quarter ending December 31, 2013, each Class C unit became convertible at the election of either the Partnership or the holders of such Class C unit into a common unit on a one-for-one basis. In the event of the Partnership’s liquidation, the holders of Class C units were entitled to receive out of the Partnership’s assets available for distribution to its partners the positive balance in each such holder’s capital account in respect of such Class C units, determined after allocating the Partnership’s net income or net loss among the Partners. All Class C units were held indirectly by affiliates of the Partnership’s general partner. The Class C units were issued at a discount to the market price of the common units which they are convertible. This discount totaling $36.7 million represents a beneficial conversion feature and is reflected as an increase in common unitholders’ capital and a decrease in Class C units capital to reflect the fair value of the Class C units at issuance on the Partnership’s consolidated statement of changes in partners’ capital for the twelve months ended December 31, 2012. The beneficial conversion feature is considered a non-cash distribution recognized ratably from the issuance date of December 20, 2012, through the conversion date, resulting in an increase in Class C units capital and a decrease in common unitholders’ capital. Effective February 19, 2014, all of the Class C units converted into common units on a one-for-one basis. Please read Note 14 (Subsequent Events). | |||||||||||
General Partner Interest and Incentive Distribution Rights. The Partnership’s general partner is entitled to two percent of all quarterly distributions that the Partnership makes prior to its liquidation. The general partner has the right, but not the obligation, to contribute a proportionate amount of capital to the Partnership to maintain its current general partner interest. The general partner’s initial two percent interest in the Partnership’s distributions may be reduced if the Partnership issues additional limited partner units in the future (other than the issuance of common units upon conversion of outstanding Class B or the issuance of common units upon a reset of the incentive distribution rights) and its general partner does not contribute a proportionate amount of capital to the Partnership to maintain its two percent general partner interest. After distributing amounts equal to the minimum quarterly distribution to common unitholders (and Class B unitholders, upon conversion of Class B units to common units) and distributing amounts to eliminate any arrearages to common unitholders, the Partnership’s general partner is entitled to incentive distributions if the amount the Partnership distributes with respect to any quarter exceeds specified target levels shown below: | |||||||||||
Total quarterly distribution per unit | Unitholders | General partner | |||||||||
Minimum Quarterly Distribution | $0.34 | 98 | % | 2 | % | ||||||
First Target Distribution | up to $0.388125 | 98 | % | 2 | % | ||||||
Second Target Distribution | above $0.388125 up to $0.421875 | 85 | % | 15 | % | ||||||
Third Target Distribution | above $0.421875 up to $0.50625 | 75 | % | 25 | % | ||||||
Thereafter | above $0.50625 | 50 | % | 50 | % | ||||||
The table above assumes that the Partnership’s general partner maintains its two percent general partner interest, that there are no arrearages on common units and the general partner continues to own the incentive distribution rights. The maximum distribution sharing percentage of 50.0 percent includes distributions paid to the general partner on its two percent general partner interest and does not include any distributions that the general partner may receive on limited partner units that it owns or may acquire. |
Net_Income_per_Limited_Partner
Net Income per Limited Partner Unit | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Net Income per Limited Partner Unit | ' | |||||||||||
4 | Net Income per Limited Partner Unit | |||||||||||
The Partnership’s net income attributable to the Partnership’s assets for periods including and subsequent to the Partnership’s acquisitions of the Partnership’s assets is allocated to the general partner and the limited partners, including any subordinated, Class B and Class C unitholders, in accordance with their respective ownership percentages, and when applicable, giving effect to unvested units granted under the LTIP and incentive distributions allocable to the general partner. The allocation of undistributed earnings, or net income in excess of distributions, to the incentive distribution rights is limited to available cash (as defined by the partnership agreement) for the period. The Partnership’s net income allocable to the limited partners is allocated between the common, subordinated, Class B and Class C unitholders by applying the provisions of the partnership agreement that govern actual cash distributions as if all earnings for the period had been distributed. Accordingly, if current net income allocable to the limited partners is less than the minimum quarterly distribution, or if cumulative net income allocable to the limited partners since August 3, 2010 is less than the cumulative minimum quarterly distributions, more income is allocated to the common unitholders than the subordinated, Class B and Class C unitholders for that quarterly period. | ||||||||||||
Basic and diluted net income per limited partner unit is calculated by dividing the limited partners’ interest in net income by the weighted average number of limited partner units outstanding during the period. The common units issued during the period are included on a weighted-average basis for the days in which they were outstanding. | ||||||||||||
The following table illustrates the Partnership’s calculation of net income per unit for common and subordinated limited partner units (in thousands, except per-unit information): | ||||||||||||
Years Ended | ||||||||||||
December 31, | December 31, | December 31, | ||||||||||
2013 | 2012 | 2011 | ||||||||||
Net income attributable to Access Midstream Partners, L.P. | $ | 336,025 | $ | 178,455 | $ | 194,337 | ||||||
Less general partner interest in net income | (40,681 | ) | (8,481 | ) | (5,070 | ) | ||||||
Limited partner interest in net income | $ | 295,344 | $ | 169,974 | $ | 189,267 | ||||||
Net income allocable to common units(1) | 147,706 | 89,019 | 94,896 | |||||||||
Net income allocable to subordinated units | 52,564 | 78,736 | 94,371 | |||||||||
Net income allocable to Class B units(1) | 45,987 | 1,038 | — | |||||||||
Net income allocable to Class C units(1) | 49,087 | 1,181 | — | |||||||||
Limited partner interest in net income | $ | 295,344 | $ | 169,974 | $ | 189,267 | ||||||
Net income per limited partner unit – basic and diluted | ||||||||||||
Common units | $ | 1.01 | $ | 1.11 | $ | 1.37 | ||||||
Subordinated units | $ | 0.93 | $ | 1.14 | $ | 1.37 | ||||||
Weighted average limited partner units outstanding – basic and diluted | ||||||||||||
Common units | 132,708,675 | 80,058,682 | 69,371,194 | |||||||||
Subordinated units | 42,770,421 | 69,076,122 | 69,076,122 | |||||||||
Total | 175,479,096 | 149,134,804 | 138,447,316 | |||||||||
(1) | Adjusted to reflect amortization for the beneficial conversion feature |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended | |
Dec. 31, 2013 | ||
Related Party Transactions | ' | |
5 | Related Party Transactions | |
In June 2012, Chesapeake sold all of its ownership interests in the Partnership and its general partner; however, Mr. Dell’Osso, Executive Vice President and Chief Financial Officer of Chesapeake, remained on the Partnership’s board of directors. The Partnership does not expect to complete additional significant transactions with Chesapeake. While Mr. Dell’Osso remains on the Partnership’s board, the Partnership no longer considers Chesapeake to be an affiliate of Access Midstream Partners. Because Chesapeake was the Partnership’s affiliate for a portion of 2012, set forth below is a description of the Partnership’s transactions with Chesapeake prior to 2013. | ||
Affiliate transactions. In the normal course of business, natural gas gathering, treating and other midstream services were provided to Chesapeake and its affiliates. Revenues were derived primarily from Chesapeake, which included volumes attributable to third-party interest owners that participated in Chesapeake’s operated wells. | ||
Omnibus Agreement. The Partnership entered into an omnibus agreement with Access Midstream Ventures and Chesapeake Midstream Holdings that addressed the Partnership’s right to indemnification for certain liabilities and its obligation to indemnify Access Midstream Ventures and affiliated parties for certain liabilities. | ||
General and Administrative Services and Reimbursement. Pursuant to a services agreement, Chesapeake and its affiliates provided certain services including legal, accounting, treasury, human resources, information technology and administration. The employees supporting these operations were employees of Chesapeake Energy Marketing Inc. (“CEMI”) or Chesapeake. The consolidated financial statements for the Partnership and the predecessor included costs allocated from Chesapeake and CEMI for centralized general and administrative services, as well as depreciation of assets utilized by Chesapeake’s centralized general and administrative functions. Effective October 1, 2009, the Partnership was charged a general and administrative fee from Chesapeake based on the terms of the joint venture agreement. The established terms indicated corporate overhead costs were charged to the Partnership based on actual cost of the services provided, subject to a fee per Mcf cap based on volumes of natural gas gathered. The fee was calculated as the lesser of $0.0310/Mcf gathered or actual corporate overhead costs. General and administrative charges were $22.3 million and $23.7 million for the years ended December 31, 2012 and 2011 for the Partnership. | ||
Additional Services and Reimbursement. At the Partnership’s request, Chesapeake also provided the Partnership with certain additional services under the services agreement, including engineering, construction, procurement, business analysis, commercial, cartographic and other similar services to the extent they were not already provided by the seconded employees. In return for such additional services, the general partner reimbursed Chesapeake on a monthly basis an amount equal to the time and materials actually spent in performing the additional services. The reimbursement for additional services was not subject to the general and administrative services reimbursement cap. | ||
Chesapeake agreed to perform all services under the relevant provisions of the services agreement using at least the same level of care, quality, timeliness and skill as it did for itself and its affiliates and with no less than the same degree of care, quality, timeliness and skill as its past practice in performing the services for itself and the Partnership’s business during the one year period prior to September 30, 2009. In any event, Chesapeake agreed to perform such services using no less than a reasonable level of care in accordance with industry standards. | ||
In connection with the services arrangement, the Partnership reimburses GIP for certain costs incurred by GIP in connection with assisting the Partnership in the operation of its business. The cost for these support services was $0.4 million, $1.7 million, and $0.6 million for the years ended December 31, 2013, 2012 and 2011, respectively. | ||
Employee Secondment Agreement. Chesapeake, certain of its affiliates and the Partnership’s general partner entered into an amended and restated employee secondment agreement pursuant to which specified employees of Chesapeake were seconded to the general partner and provided operating, routine maintenance and other services with respect to the Partnership’s business under the direction, supervision and control of the general partner. Additionally, all of the Partnership’s executive officers other than its chief executive officer, Mr. Stice, were seconded to the general partner pursuant to this agreement. The general partner, subject to specified exceptions and limitations, reimbursed Chesapeake on a monthly basis for substantially all costs and expenses Chesapeake incurred relating to such seconded employees, including the cost of their salaries, bonuses and employee benefits, including 401(k), restricted stock grants and health insurance and certain severance benefits. Charges to the Partnership for the services rendered by such seconded employees were $49.4 million and $42.1 million for the years ended December 31, 2012 and 2011, respectively. These charges included $37.7 million and $37.7 million in operating expenses and $11.7 million and $4.4 million in general and administrative expenses for the years end December 31, 2012 and 2011, respectively, in the accompanying consolidated statements of operations. | ||
Shared Services Agreement. In return for the services of Mr. Stice as the chief executive officer of the Partnership’s general partner during the years ended December 2012 and 2011, its general partner entered into a shared services agreement with Chesapeake pursuant to which its general partner reimbursed certain of the costs and expenses incurred by Chesapeake in connection with Mr. Stice’s employment. The general partner was generally expected, subject to certain exceptions, to reimburse Chesapeake for 50 percent of the costs and expenses of the amounts provided to Mr. Stice in his employment agreement; however, the ultimate reimbursement obligation was determined based on the amount of time Mr. Stice actually spent working for the Partnership. | ||
Gas Compressor Master Rental and Servicing Agreement. The Partnership has entered into a gas compressor master rental and servicing agreement with MidCon Compression, L.L.C., (“MidCon Compression”) a wholly owned indirect subsidiary of Chesapeake, pursuant to which MidCon Compression agreed to provide the Partnership certain compression equipment that the Partnership uses to compress gas gathered on its gathering systems outside the Marcellus Shale and provide certain related services. In return for providing such equipment, the Partnership pays specified monthly rates per specified compression units, subject to an annual escalator to be applied on October 1st of each year and a redetermination of such specified monthly rates to market rates effective no later than October 1, 2016. Under the compression agreement, the Partnership granted MidCon Compression the exclusive right to provide compression equipment to the Partnership in the acreage dedications through September 30, 2016. Thereafter, the Partnership will have the right to continue receiving such equipment through September 30, 2019 at market rates to be agreed upon between the parties or to receive compression equipment from unaffiliated third parties. MidCon Compression guarantees to the Partnership that the compressors will meet specified run time and throughput performance guarantees. The monthly rates are reduced for any equipment that does not meet these guarantees. The compression agreement expires on September 30, 2019 but will continue from year to year thereafter, unless terminated by the Partnership no less than 60 days prior to the end of the term or any year thereafter. The Partnership receives substantially all of the compression capacity for its existing gathering systems in the Marcellus Shale from MidCon Compression under a long-term contract expiring on January 31, 2021 pursuant to which the Partnership has agreed to pay specified monthly rates under a fixed-fee structure subject to an annual escalator. This agreement is not subject to an exclusivity provision. Compressor charges from affiliates were $65.3 million and $57.6 million for the years ended December 31, 2012 and 2011, respectively. These charges are included in operating expenses in the accompanying consolidated statements of operations. | ||
The Partnership is obligated to maintain general liability and property insurance, including machinery breakdown insurance with respect to the equipment. In addition, MidCon Compression has agreed to provide the Partnership with emission testing and other related services at monthly rates. The Partnership or MidCon Compression may terminate these services upon not less than six months notice. | ||
Concentration_of_Credit_Risk
Concentration of Credit Risk | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Concentration of Credit Risk | ' | |||||||||||
6 | Concentration of Credit Risk | |||||||||||
Chesapeake is the only customer from whom revenues exceeded 10 percent of consolidated revenues for the year ended December 31, 2013 for the Partnership. Chesapeake and Total are the only customers from whom revenues exceeded 10 percent of consolidated revenues for the years ended December 31, 2012 and 2011 for the Partnership. The percentage of revenues from Chesapeake, Total and other customers are as follows: | ||||||||||||
Years Ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Chesapeake | 84.4 | % | 80.7 | % | 82.9 | % | ||||||
Total | 9.6 | 14.1 | 14 | |||||||||
Other | 6 | 5.2 | 3.1 | |||||||||
Total(a) | 100 | % | 100 | % | 100 | % | ||||||
(a) | Revenues from Appalachia Midstream are accounted for as part of the Partnership’s equity method investment. | |||||||||||
Financial instruments that potentially subject the Partnership to concentrations of credit risk consist principally of cash and cash equivalents and trade receivables. On December 31, 2013 and 2012, respectively, cash and cash equivalents were invested in a non-interest bearing account and money market funds with investment grade ratings. On December 31, 2013 and 2012, respectively, Chesapeake accounted for $176.5 million and $80.0 million of the Partnership’s accounts receivable balance. | ||||||||||||
Property_Plant_and_Equipment
Property, Plant and Equipment | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Property, Plant and Equipment | ' | |||||||||||
7 | Property, Plant and Equipment | |||||||||||
A summary of the historical cost of the Partnership’s property, plant and equipment is as follows: | ||||||||||||
Estimated | December 31, | December 31, | ||||||||||
Useful Lives | 2013 | 2012 | ||||||||||
(Years) | ||||||||||||
($ in thousands) | ||||||||||||
Gathering systems | 20 | $ | 5,974,940 | $ | 5,125,746 | |||||||
Other fixed assets | 2 through 39 | 175,411 | 96,916 | |||||||||
Total property, plant and equipment | 6,150,351 | 5,222,662 | ||||||||||
Accumulated depreciation | (859,551 | ) | (590,614 | ) | ||||||||
Total net, property, plant and equipment | $ | 5,290,800 | $ | 4,632,048 | ||||||||
Included in gathering systems is $620.5 million and $455.4 million at December 31, 2013 and 2012, respectively, that is not subject to depreciation as the systems were under construction and had not been put into service. | ||||||||||||
Depreciation expense, including capital lease amortization, was $271.7 million, $153.8 million and $124.7 million for the years ended December 31, 2013, 2012 and 2011, respectively, for the Partnership. |
Acquisitions_and_Divestitures
Acquisitions and Divestitures | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Acquisitions and Divestitures | ' | |||||||
8 | Acquisitions and Divestitures | |||||||
Acquisitions | ||||||||
CMO. On December 20, 2012, the Partnership acquired from CMD 100 percent of the issued and outstanding equity interests in Chesapeake Midstream Operating, L.L.C. (“CMO”) for total consideration of $2.16 billion. Through the acquisition of CMO, the Partnership owns certain midstream assets in the Eagle Ford, Utica, Niobrara, Haynesville, Marcellus and Mid-Continent regions. These assets include, in aggregate, approximately 1,675 miles of pipeline and 4.3 million dedicated acres as of the date of the acquisition. See Note 1 to the consolidated financial statements for additional information. | ||||||||
The results of operations presented and discussed in this annual report include results of operations from the CMO acquisition for the twelve-day period from closing of the acquisition on December 20, 2012 through December 31, 2012. For this period, income attributable to CMO operations was $3.0 million. The purchase price in excess of the value underlying the gas gathering system assets and working capital is approximately $263.3 million and is attributable to customer relationships acquired. This intangible asset is being amortized over a 20 year period on a straight-line basis. | ||||||||
The table below reflects the final allocation of the purchase price to the assets acquired and the liabilities assumed in the CMO Acquisition (in thousands). | ||||||||
Property, plant and equipment | $ | 1,890,036 | ||||||
Intangible asset | 263,262 | |||||||
Other | 6,702 | |||||||
Total purchase price | $ | 2,160,000 | ||||||
The initial purchase price allocation was based on an assessment of the fair value of the assets acquired and liabilities assumed in the CMO Acquisition. The fair values of the gathering assets, related equipment, and intangible assets acquired were based on the market, cost and income approaches. All fair-value measurements of assets acquired and liabilities assumed are based on inputs that are not observable in the market and thus represent Level 3 inputs. Upon completion of the initial purchase price allocation, the Partnership reviewed its assessment, including the identification and fair valuation of assets acquired and liabilities assumed. During the third quarter 2013, the Partnership finalized certain of the estimates used in the initial purchase price allocation, primarily with respect to the valuation of assets and liabilities assumed in the Marcellus region. The balance sheet has been prospectively adjusted to reflect these changes, the most significant of which included a decrease to property, plant and equipment of $70.8 million, an increase to intangible assets of $55.4 million and an increase to other net assets of $15.4 million. None of the adjustments impacted the partnership’s statements of operations. | ||||||||
Marcellus. On December 29, 2011, the Partnership acquired from CMD all of the issued and outstanding common units of Appalachia Midstream for total consideration of $879.3 million, consisting of 9,791,605 common units and $600.0 million in cash that was financed with a draw on the Partnership’s revolving credit facility. The base purchase price of $879.3 million was increased by $7.3 million due to initial working capital adjustments through December 31, 2011. Through the acquisition of Appalachia Midstream, the Partnership operates 100 percent of and owns an approximate average 47 percent interest in 10 gas gathering systems that consist of approximately 549 miles of gas gathering pipeline in the Marcellus Shale. | ||||||||
The results of operations presented and discussed in this annual report include results of operations from the Appalachia Midstream for the full year of operations in 2012 and the three-day period from closing of the acquisition on December 29, 2011, through December 31, 2011. The Partnership’s interest in the gas gathering systems is accounted for as an equity investment and is included in income from unconsolidated affiliate. For the three-day period ended December 31, 2011, income from unconsolidated affiliate attributable to Marcellus operations was $0.4 million. The purchase price in excess of the value underlying the gas gathering system assets and working capital is approximately $461.2 million and is attributable to customer relationships acquired. This intangible asset is being amortized over a 15 year period on a straight-line basis. | ||||||||
The following table presents the pro forma condensed financial information of the Partnership as if the CMO Acquisition and our acquisition of Appalachia Midstream each occurred on January 1, 2011. The pro forma adjustments reflected in the pro forma condensed consolidated financial statements are based upon currently available information and certain assumptions and estimates; therefore, the actual effects of these transactions will differ from the pro forma adjustments. However, the Partnership’s management considers the applied estimates and assumptions to provide a reasonable basis for the presentation of the significant effects of certain transactions that are expected to have a continuing impact on the Partnership. In addition, the Partnership’s management considers the pro forma adjustments to be factually supportable and to appropriately represent the expected impact of items that are directly attributable to the transfer of CMO and Appalachia Midstream to the Partnership. | ||||||||
Year Ended | Year Ended | |||||||
December 31, | December 31, | |||||||
2012 | 2011 | |||||||
(in thousands) | ||||||||
Revenues, including revenue from affiliates | $ | 670,702 | $ | 689,840 | ||||
Net income | $ | 117,334 | $ | 69,390 | ||||
Net income attributable to Access Midstream Partners, L.P. | $ | 117,861 | $ | 69,390 | ||||
Net income per common unit – basic and diluted | $ | 0.72 | $ | 0.49 | ||||
Net income per subordinated unit – basic and diluted | $ | 0.74 | $ | 0.49 | ||||
Divestitures | ||||||||
On September 4, 2013, the Partnership sold Mid-Atlantic Gas Services, L.L.C. (“Mid-Atlantic”) to Chesapeake for net proceeds of $32.9 million. Mid-Atlantic was acquired by the Partnership in December 2012 as part of the CMO Acquisition and consisted of midstream assets in the Marcellus Shale region. These assets were not part of the Partnership’s equity investment in Appalachia Midstream. The net proceeds equaled the Partnership’s basis in the assets. Consequently, the Partnership did not recognize any gain or loss as a result of the sale. |
Unconsolidated_Affiliates
Unconsolidated Affiliates | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Unconsolidated Affiliates | ' | ||||||||||||
9 | Unconsolidated Affiliates | ||||||||||||
At December 31, 2013 and 2012, the Partnership had the following investments: | |||||||||||||
Net | December 31, | December 31, | |||||||||||
Ownership | 2013 | 2012 | |||||||||||
Interest | |||||||||||||
($ in thousands) | |||||||||||||
Utica East Ohio Midstream LLC | 49 | % | $ | 471,891 | $ | 125,416 | |||||||
Liberty gas gathering system | 33.75 | % | 354,316 | 264,625 | |||||||||
Panhandle gas gathering system | 67.5 | 237,656 | 149,654 | ||||||||||
Victory gas gathering system | 67.5 | 190,353 | 178,011 | ||||||||||
Rome gas gathering system | 33.75 | 181,147 | 160,087 | ||||||||||
Overfield gas gathering system | 67.5 | 125,959 | 101,339 | ||||||||||
Smithfield gas gathering system | 67.5 | 107,009 | 82,347 | ||||||||||
Selbyville gas gathering system | 67.5 | 73,463 | 65,354 | ||||||||||
Ranch Westex JV, LLC | 33.33 | 36,060 | 35,012 | ||||||||||
Other gas gathering systems | various | 158,749 | 135,966 | ||||||||||
Total investments in unconsolidated affiliates | $ | 1,936,603 | $ | 1,297,811 | |||||||||
Marcellus. On December 29, 2011, the Partnership acquired from CMD, a wholly owned subsidiary of Chesapeake, and certain of its affiliates, all of the issued and outstanding common units of Appalachia Midstream for approximately $879.3 million. Through the acquisition of Appalachia Midstream, the Partnership operates 100 percent of and owns an approximate average 47 percent interest in 10 gas gathering systems that consist of approximately 549 miles of gas gathering pipeline in the Marcellus Shale in Pennsylvania and West Virginia. These 10 gathering systems consist of the Liberty, Victory, Rome and Selbyville gas gathering systems and six other smaller gas gathering systems. The remaining 53 percent interest in these assets is owned primarily by Statoil, Anadarko, Epsilon and Mitsui. Appalachia Midstream operates the assets under 15-year fixed fee gathering agreements. The 10 gathering systems are separate investments with varying ownership percentages and each gathering system is accounted for as an equity investment because all capital expenditures and other operating decisions must be approved by a supermajority vote of the gathering system’s owners. | |||||||||||||
Utica East Ohio Midstream, LLC. The Partnership acquired UEOM as part of the CMO Acquisition in December 2012. In March 2012, CMO entered into an agreement to form Utica East Ohio Midstream LLC (“UEOM”) with M3 Midstream, L.L.C. and EV Energy Partners, L.P. to develop necessary infrastructure for the gathering, processing and fractionation of natural gas and NGLs in the Utica Shale play in Eastern Ohio. The infrastructure complex, which is currently under construction, consists of natural gas gathering and compression facilities constructed and operated by the Partnership, as well as processing, NGL fractionation, loading and terminal facilities constructed and operated by M3 Midstream, L.L.C. The Partnership owns a 49 percent interest and UEOM is accounted for as an equity investment because the power to direct the activities which are most significant to UEOM’s economic performance is shared between the Partnership and the other equity holders. | |||||||||||||
Ranch Westex JV, LLC. The Partnership acquired Ranch Westex as part of the CMO Acquisition in December 2012. On December 1, 2011, CMO entered into a joint venture to form Ranch Westex JV, LLC. (“Ranch Westex”) with Regency Energy Partners, LP and Anadarko Pecos Midstream LLC to build a processing facility in Ward County, Texas, to process natural gas delivered from the liquids-rich Bone Springs and Avalon Shale formations. The Partnership owns a 33.33 percent interest and Ranch Westex is accounted for as an equity method investment because the power to direct the activities that are most significant to Ranch Westex’s economic performance is shared among the three equity holders. The project consists of two plants, a refrigeration plant and a cryogenic processing plant. | |||||||||||||
Unconsolidated Affiliates Financial Information. | |||||||||||||
The following tables sets forth summarized financial information of the investments in which the Partnership acquired an interest in December 2013 and 2012, as follows: | |||||||||||||
December 31, | December 31, | ||||||||||||
2013 | 2012 | ||||||||||||
($ in thousands) | |||||||||||||
Balance Sheet | |||||||||||||
Current assets | $ | 196,567 | $ | 70,234 | |||||||||
Property, plant, and equipment | 3,249,371 | 1,528,894 | |||||||||||
Other assets | 6,166 | 301 | |||||||||||
Total assets | $ | 3,452,104 | $ | 1,599,429 | |||||||||
Current liabilities | $ | 96,275 | $ | 23,424 | |||||||||
Other liabilities | 87,886 | 111,718 | |||||||||||
Partner’s capital | 3,267,943 | 1,464,287 | |||||||||||
Total liabilities and partner’s capital | $ | 3,452,104 | $ | 1,599,429 | |||||||||
Years Ended | |||||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
($ in thousands) | |||||||||||||
Income Statement | |||||||||||||
Revenue | $ | 520,388 | $ | 308,845 | $ | 1,150 | |||||||
Operating expenses | $ | 230,974 | $ | 97,594 | $ | 195 | |||||||
Net income | $ | 289,441 | $ | 211,361 | $ | 955 | |||||||
Asset_Retirement_Obligations
Asset Retirement Obligations | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Asset Retirement Obligations | ' | |||||||||||
10 | Asset Retirement Obligations | |||||||||||
The following table provides a summary of changes in asset retirement obligations, which are included in other liabilities in the accompanying consolidated balance sheets. Revisions in estimates for the periods presented relate primarily to revisions of current cost estimates, inflation rates and/or discount rates. | ||||||||||||
Years Ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
(in thousands) | ||||||||||||
Asset retirement obligations, beginning of period | $ | 5,335 | $ | 3,409 | $ | 2,878 | ||||||
Additions | — | 1,816 | 131 | |||||||||
Revisions | (1,314 | ) | (133 | ) | 193 | |||||||
Accretion expense | 500 | 243 | 207 | |||||||||
Deletions | — | — | — | |||||||||
Asset retirement obligations, end of period | $ | 4,521 | $ | 5,335 | $ | 3,409 | ||||||
LongTerm_Debt_and_Interest_Exp
Long-Term Debt and Interest Expense | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Long-Term Debt and Interest Expense | ' | |||||||
11 | Long-Term Debt and Interest Expense | |||||||
The following table presents the Partnership’s outstanding debt as of December 31, 2013 and 2012 (in thousands): | ||||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
Revolving credit facility | $ | 343,500 | $ | — | ||||
5.875 percent senior notes due April 2021 | 750,000 | 350,000 | ||||||
6.125 percent senior notes due July 2022 | 750,000 | 750,000 | ||||||
4.875 percent senior notes due May 2023 | 1,400,000 | 1,400,000 | ||||||
Premium on 5.875 percent senior notes due April 2021 | 5,730 | — | ||||||
Total long-term debt | $ | 3,249,230 | $ | 2,500,000 | ||||
Revolving Credit Facility. On May 13, 2013, the Partnership amended its existing senior secured revolving credit facility. The amended and restated revolving credit facility matures in May 2018 and includes revolving commitments of $1.75 billion, including a sub-limit of $100 million for same-day swing line advances and a sublimit of $200 million for letters of credit. In addition, the revolving credit facility’s accordion feature allows the Partnership to increase the available borrowing capacity under the facility up to $2.0 billion, subject to the satisfaction of certain conditions, including the identification of lenders or proposed lenders that agree to satisfy the increased commitment amounts under the revolving credit facility. | ||||||||
Borrowings under the revolving credit facility are available to fund working capital, finance capital expenditures and acquisitions, provide for the issuance of letters of credit and for general partnership purposes. The revolving credit facility is secured by all of the Partnership’s assets, and loans thereunder (other than swing line loans) bear interest at the Partnership’s option at either (i) the greater of (a) the reference rate of Wells Fargo Bank, NA, (b) the federal funds effective rate plus 0.50 percent or (c) the Eurodollar rate which is based on the London Interbank Offered Rate (LIBOR), plus 1.00 percent, each of which is subject to a margin that varies from 0.50 percent to 1.50 percent per annum, according to the Partnership’s leverage ratio (as defined in the agreement), or (ii) the Eurodollar rate plus a margin that varies from 1.50 percent to 2.50 percent per annum, according to the Partnership’s leverage ratio. If the Partnership reaches investment grade status, the Partnership will have the option to release the security under the credit facility and amounts borrowed will bear interest under a specified ratings-based pricing grid. The unused portion of the credit facility is subject to commitment fees of (a) 0.25 percent to 0.375 percent per annum while the Partnership is subject to the leverage-based pricing grid, according to the Partnership’s leverage ratio and (b) 0.15 percent to 0.30 percent per annum while the Partnership is subject to the ratings-based pricing grid, according to its senior unsecured long-term debt ratings. | ||||||||
Additionally, the revolving credit facility contains various covenants and restrictive provisions which limit the Partnership and its subsidiaries’ ability to incur additional indebtedness, guarantees and/or liens; consolidate, merge or transfer all or substantially all of the Partnership’s assets; make certain investments or restricted payments; modify certain material agreements; engage in certain types of transactions with affiliates; dispose of assets; and prepay certain indebtedness. If the Partnership fails to perform its obligations under these and other covenants, the revolving credit commitment could be terminated and any outstanding borrowings, together with accrued interest, under the revolving credit facility could be declared immediately due and payable. The revolving credit facility also has cross default provisions that apply to any other indebtedness the Partnership may have with an outstanding principal amount in excess of $15 million. | ||||||||
The revolving credit facility agreement contains certain negative covenants that (i) limit the Partnership’s ability, as well as the ability of certain of its subsidiaries, among other things, to enter into hedging arrangements and create liens and (ii) require the Partnership to maintain a consolidated leverage ratio, and an EBITDA to interest expense ratio, in each case as described in the credit facility agreement. The revolving credit facility agreement also provides for the discontinuance of the requirement for the Partnership to maintain the EBITDA to interest expense ratio and allows for the Partnership to release all collateral securing the revolving credit facility if the Partnership reaches investment grade status. The revolving credit facility agreement also requires the Partnership to maintain a consolidated leverage ratio of 5.5 to 1.0 (or 5.0 to 1.0 after the Partnership has released all collateral upon achieving investment grade status). The Partnership was in compliance with all covenants under the agreement at December 31, 2013. | ||||||||
Senior Notes. On December 19, 2012, the Partnership and ACMP Finance Corp., a wholly owned subsidiary of Access MLP Operating, L.L.C., completed a public offering of $1.4 billion in aggregate principal amount of 4.875 percent senior notes due 2023 (the “2023 Notes”). The Partnership used a portion of the net proceeds to fund a portion of the purchase price for the CMO Acquisition, and the balance to repay borrowings outstanding under the Partnership’s revolving credit facility. Debt issuance costs of $25.9 million are being amortized over the life of the 2023 Notes. | ||||||||
On January 11, 2012, the Partnership and ACMP Finance Corp. completed a private placement of $750.0 million in aggregate principal amount of 6.125 percent senior notes due 2022 (the “2022 Notes”). The Partnership used a portion of the net proceeds to repay all borrowings outstanding under its revolving credit facility and used the balance for general partnership purposes. Debt issuance costs of $13.8 million are being amortized over the life of the 2022 Notes. | ||||||||
On April 19, 2011, the Partnership and ACMP Finance Corp. completed a private placement of $350.0 million in aggregate principal amount of 5.875 percent senior notes due 2021 ( the “2021 Notes”). The Partnership used a portion of the net proceeds to repay borrowings outstanding under its revolving credit facility and used the balance for general partnership purposes. Debt issuance costs of $8.2 million are being amortized over the life of the 2021 Notes. | ||||||||
On August 14, 2013, the Partnership issued $400 million in aggregate principal amount of additional 5.875 percent senior notes due 2021 (the “Additional Notes”). The Additional Notes are additional to the $350 million of 2021 Notes initially issued on April 19, 2011 and are fully fungible with, rank equally with and form a single series with the 2021 Notes. The Additional Notes were issued at a price of 101.5 percent of the principal amount plus accrued interest from April 15, 2013, resulting in net proceeds of $400.8 million, which was used for general partnership purposes, including funding working capital, repayment of indebtedness and funding the Partnership’s capital expenditure program. Debt issuance costs of $5.8 million are being amortized over the life of the Additional Notes. | ||||||||
The 2023 Notes will mature on May 15, 2023, and interest is payable on May 15 and November 15 of each year. The Partnership has the option to redeem all or a portion of the 2023 Notes at any time on or after December 15, 2017, at the redemption price specified in the indenture relating to the 2023 Notes, plus accrued and unpaid interest. The Partnership may also redeem the 2023 Notes, in whole or in part, at a “make-whole” redemption price specified in the indenture, plus accrued and unpaid interest, at any time prior to December 15, 2017. In addition, the Partnership may redeem up to 35 percent of the 2023 Notes prior to December 15, 2015 under certain circumstances with the net cash proceeds from certain equity offerings. | ||||||||
The 2022 Notes will mature on July 15, 2022 and interest is payable on January 15 and July 15 of each year. The Partnership has the option to redeem all or a portion of the 2022 Notes at any time on or after January 15, 2017, at the redemption price specified in the indenture relating to the 2022 Notes, plus accrued and unpaid interest. The Partnership may also redeem the 2022 Notes, in whole or in part, at a “make-whole” redemption price specified in the indenture, plus accrued and unpaid interest, at any time prior to January 15, 2017. In addition, the Partnership may redeem up to 35 percent of the 2022 Notes prior to January 15, 2015 under certain circumstances with the net cash proceeds from certain equity offerings. | ||||||||
The 2021 Notes will mature on April 15, 2021 and interest is payable on the 2021 Notes on April 15 and October 15 of each year, beginning on October 15, 2011. The Partnership has the option to redeem all or a portion of the 2021 Notes at any time on or after April 15, 2015, at the redemption price specified in the indenture, plus accrued and unpaid interest. The Partnership may also redeem the 2021 Notes, in whole or in part, at a “make-whole” redemption price specified in the indenture, plus accrued and unpaid interest, at any time prior to April 15, 2015. In addition, the Partnership may redeem up to 35 percent of the 2021 Notes prior to April 15, 2014 under certain circumstances with the net cash proceeds from certain equity offerings. | ||||||||
The 2023 Notes, 2022 Notes and the 2021 Notes indentures contain covenants that, among other things, limit the Partnership’s ability and the ability of certain of the Partnership’s subsidiaries to: (1) sell assets including equity interests in its subsidiaries; (2) pay distributions on, redeem or purchase the Partnership’s units, or redeem or purchase the Partnership’s subordinated debt; (3) make investments; (4) incur or guarantee additional indebtedness or issue preferred units; (5) create or incur certain liens; (6) enter into agreements that restrict distributions or other payments from certain subsidiaries to the Partnership; (7) consolidate, merge or transfer all or substantially all of the Partnership’s or certain of the Partnership’s subsidiaries’ assets; (8) engage in transactions with affiliates; and (9) create unrestricted subsidiaries. These covenants are subject to important exceptions and qualifications. If the 2023 Notes, 2022 Notes or the 2021 Notes achieve an investment grade rating from either of Moody’s Investors Service, Inc. or Standard & Poor’s Ratings Services and no default, as defined in the indentures, has occurred or is continuing, many of these covenants will terminate. | ||||||||
The Partnership, as the parent company, has no independent assets or operations. The Partnership’s operations are conducted by its subsidiaries through its primary operating company subsidiary, Access MLP Operating, L.L.C., a direct 100 percent owned subsidiary of the Partnership. Access MLP Operating, L.L.C. and each of the Partnership’s other direct and indirect 100 percent owned subsidiaries is a guarantor, other than ACMP Finance Corp., an indirect 100 percent owned subsidiary of the Partnership whose sole purpose is to act as co-issuer of any debt securities. The guarantees are full and unconditional and joint and several, subject to certain automatic customary releases, including sale, disposition, or transfer of the capital stock or substantially all of the assets of a subsidiary guarantor, exercise of legal defeasance option or covenant defeasance option, and designation of a subsidiary guarantor as unrestricted in accordance with the applicable indenture. There are no significant restrictions on the ability of the Partnership or any guarantor to obtain funds from its subsidiaries by dividend or loan. None of the assets of the Partnership or a guarantor represent restricted net assets pursuant to Rule 4-08(e)(3) of Regulation S-X under the Securities Act. | ||||||||
Capitalized Interest. Interest expense was net of capitalized interest of $43.9 million, $14.6 million, and $9.5 million for the years ended December 31, 2013, 2012 and 2011, respectively, for the Partnership. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments and Contingencies | ' | ||||
12 | Commitments and Contingencies | ||||
Environmental obligations. The Partnership is subject to various environmental-remediation and reclamation obligations arising from federal, state and local regulations regarding air and water quality, hazardous and solid waste disposal and other environmental matters. Management believes there are currently no such matters that will have a material effect on the Partnership’s results of operations, cash flows or financial position and has not recorded any liability in these financial statements. | |||||
Litigation and legal proceedings. From time to time, the Partnership is involved in legal, tax, regulatory and other proceedings in various forums regarding performance, contracts and other matters that arise in the ordinary course of business. Management is not aware of any such proceedings for which a final disposition could have a material effect on the Partnership’s results of operations, cash flows or financial position. There was not an accrual for legal contingencies as of December 31, 2013 or 2012. | |||||
Operating lease commitments. Certain property, equipment and operating facilities are leased under various operating leases. Costs are also incurred associated with leased land, rights-of-way, permits and regulatory fees, the contracts for which generally extend beyond one year but can be cancelled at any time should they not be required for operations. | |||||
Rental expense related to leases was $104.5 million, $81.1 million, $60.7 million for the years ended December 31, 2013, 2012 and 2011, respectively, for the Partnership. The Partnership’s remaining contractual lease obligations as of December 31, 2013 include obligations with an affiliate of Chesapeake for compression equipment as compression services are needed to support pipeline that is being placed in service in future periods. Contractual lease obligations also include remaining payments for the Partnership’s headquarter buildings and other lease agreements. | |||||
Future minimum rental payments due under operating leases as of December 31, 2013 are as follows: | |||||
(in thousands) | |||||
2014 | $ | 69,774 | |||
2015 | 54,058 | ||||
2016 | 42,044 | ||||
2017 | 26,274 | ||||
2018 | 8,931 | ||||
Thereafter | 18,685 | ||||
Future minimum lease payments | $ | 219,766 | |||
Capital lease commitments. The Partnership entered into one and three year capital leases for certain computer equipment. | |||||
Assets under capital leases are summarized as follows (in thousands): | |||||
December 31, | |||||
2013 | |||||
Computer software | $ | 9,370 | |||
Less: Accumulated amortization | (2,063 | ) | |||
Net assets under capital lease | $ | 7,307 | |||
The following are the minimum lease payments to be made in each of the following years indicated for the capital lease in effect as of December 31, 2013 (in thousands): | |||||
Fiscal Year | (in thousands) | ||||
2014 | $ | 3,667 | |||
2015 | 3,667 | ||||
2016 | 969 | ||||
Less: Interest | (582 | ) | |||
Net minimum lease payments under capital leases | 7,721 | ||||
Less: Current portion of net minimum lease payments | (3,287 | ) | |||
Long-term portion of net minimum lease payments | $ | 4,434 | |||
Segment_Information
Segment Information | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||
Segment Information | ' | |||||||||||||||||||
13 | Segment Information | |||||||||||||||||||
Prior to the CMO Acquisition, the Partnership’s operations were organized into a single business segment. As a result of the CMO Acquisition, the Partnership added assets in three new operating regions. Effective January 1, 2013, the Partnership’s chief operating decision maker began to measure performance and allocate resources based on geographic segments. The Partnership’s operations are divided into eight operating segments: Barnett Shale, Eagle Ford Shale, Haynesville Shale, Marcellus Shale, Niobrara Shale, Utica Shale, Mid-Continent and Corporate. Summarized financial information for the reportable segments is shown in the following tables, presented in thousands. | ||||||||||||||||||||
For the year ended December 31, 2013 | ||||||||||||||||||||
Barnett | Eagle Ford | Haynesville | Marcellus | Niobrara | ||||||||||||||||
Revenues | $ | 433,709 | $ | 278,282 | $ | 119,209 | $ | 10,989 | $ | 15,095 | ||||||||||
Operating expenses | 96,926 | 59,059 | 41,176 | 4,834 | 9,090 | |||||||||||||||
Depreciation and amortization expense | 97,941 | 51,433 | 80,770 | 1,381 | 4,284 | |||||||||||||||
General and administrative expense | — | — | — | — | — | |||||||||||||||
Other operating expense | — | — | — | — | — | |||||||||||||||
Operating income (loss) | $ | 238,842 | $ | 167,790 | $ | (2,737 | ) | $ | 4,774 | $ | 1,721 | |||||||||
Income (loss) from unconsolidated | $ | — | $ | — | $ | — | $ | 133,036 | $ | — | ||||||||||
affiliates | ||||||||||||||||||||
Capital expenditures | $ | 50,627 | $ | 316,002 | $ | 17,186 | $ | 2,590 | -1 | $ | 59,115 | -2 | ||||||||
Total assets | $ | 1,511,405 | $ | 1,172,022 | $ | 1,276,795 | $ | 1,452,797 | $ | 137,319 | ||||||||||
Utica | Mid-Continent | Corporate | Consolidated | |||||||||||||||||
Revenues | $ | 44,063 | $ | 171,875 | $ | — | $ | 1,073,222 | ||||||||||||
Operating expenses | 19,065 | 70,609 | 37,957 | 338,716 | ||||||||||||||||
Depreciation and amortization expense | 9,451 | 36,435 | 14,484 | 296,179 | ||||||||||||||||
General and administrative expense | — | — | 104,332 | 104,332 | ||||||||||||||||
Other operating expense | — | — | 2,092 | 2,092 | ||||||||||||||||
Operating income (loss) | $ | 15,547 | $ | 64,831 | $ | (158,865 | ) | $ | 331,903 | |||||||||||
Income (loss) from unconsolidated | $ | (3,842 | ) | $ | 1,226 | $ | — | $ | 130,420 | |||||||||||
affiliates | ||||||||||||||||||||
Capital expenditures | $ | 342,839 | -3 | $ | 106,718 | -4 | $ | 163,522 | $ | 1,058,599 | ||||||||||
Total assets | $ | 1,040,199 | $ | 773,104 | $ | 553,805 | $ | 7,917,446 | ||||||||||||
(1) | Amount excludes $289.7 million for the Partnership’s share of capital expenditures included in investments in unconsolidated affiliates. | |||||||||||||||||||
(2) | Amount includes $29.6 million of capital expenditures attributable to noncontrolling interest owners. | |||||||||||||||||||
(3) | Amount excludes $376.8 million for the Partnership’s share of capital expenditures included in investments in unconsolidated affiliates and includes $122.0 million of capital expenditures attributable to noncontrolling interest owners. | |||||||||||||||||||
(4) | Amount excludes $4.9 million for the Partnership’s share of capital expenditures included in investments in unconsolidated affiliates. | |||||||||||||||||||
For the year ended December 31, 2012 | ||||||||||||||||||||
Barnett | Eagle Ford | Haynesville | Marcellus | Niobrara | ||||||||||||||||
Revenues | $ | 395,467 | $ | 7,232 | $ | 68,184 | $ | 783 | $ | 116 | ||||||||||
Operating expenses | 101,703 | 1,604 | 15,642 | 188 | 85 | |||||||||||||||
Depreciation and amortization expense | 93,343 | 968 | 33,210 | 6 | 79 | |||||||||||||||
General and administrative expense | — | — | — | — | — | |||||||||||||||
Other operating expense | — | — | — | — | — | |||||||||||||||
Operating income (loss) | $ | 200,421 | $ | 4,660 | $ | 19,332 | $ | 589 | $ | (48 | ) | |||||||||
Income (loss) from unconsolidated affiliates | $ | — | $ | — | $ | — | $ | 67,592 | $ | — | ||||||||||
Capital expenditures | $ | 98,507 | $ | 11,796 | $ | 23,578 | $ | — | -1 | $ | 1,967 | |||||||||
Total assets | $ | 1,573,789 | $ | 925,694 | $ | 1,324,599 | $ | 1,142,550 | $ | 91,236 | ||||||||||
Utica | Mid-Continent | Corporate | Consolidated | |||||||||||||||||
Revenues | $ | 353 | $ | 136,312 | $ | — | $ | 608,447 | ||||||||||||
Operating expenses | 159 | 52,979 | 25,279 | 197,639 | ||||||||||||||||
Depreciation and amortization expense | 48 | 32,042 | 5,821 | 165,517 | ||||||||||||||||
General and administrative expense | — | — | 67,579 | 67,579 | ||||||||||||||||
Other operating expense | — | — | (766 | ) | (766 | ) | ||||||||||||||
Operating income (loss) | $ | 146 | $ | 51,291 | $ | (97,913 | ) | $ | 178,478 | |||||||||||
Income (loss) from unconsolidated affiliates | $ | (38 | ) | $ | (12 | ) | $ | — | $ | 67,542 | ||||||||||
Capital expenditures | $ | 126 | $ | 184,285 | $ | 30,241 | $ | 350,500 | ||||||||||||
Total assets | $ | 356,662 | $ | 714,510 | $ | 432,060 | $ | 6,561,100 | ||||||||||||
(1) | Amount excludes $384.4 million for the Partnership’s share of capital expenditures included in investments in unconsolidated affiliates. | |||||||||||||||||||
For the year ended December 31, 2011 | ||||||||||||||||||||
Barnett | Eagle Ford | Haynesville | Marcellus | Niobrara | ||||||||||||||||
Revenues | $ | 361,843 | $ | — | $ | 93,107 | $ | — | — | |||||||||||
Operating expenses | 94,009 | — | 18,057 | — | — | |||||||||||||||
Depreciation and amortization expense | 76,979 | — | 29,051 | — | — | |||||||||||||||
General and administrative expense | — | — | — | — | — | |||||||||||||||
Other operating expense | — | — | — | — | — | |||||||||||||||
Operating income | $ | 190,855 | $ | — | $ | 45,999 | $ | — | $ | — | ||||||||||
Income from unconsolidated affiliates | $ | — | $ | — | $ | — | $ | 433 | $ | — | ||||||||||
Capital expenditures | $ | 253,126 | $ | — | $ | 56,087 | $ | — | $ | — | ||||||||||
Total Assets | $ | 1,584,207 | $ | — | $ | 527,527 | $ | 886,558 | $ | — | ||||||||||
Utica | Mid-Continent | Corporate | Consolidated | |||||||||||||||||
Revenues | $ | — | $ | 110,979 | $ | — | $ | 565,929 | ||||||||||||
Operating expenses | — | 47,749 | 17,036 | 176,851 | ||||||||||||||||
Depreciation and amortization expense | — | 28,014 | 2,125 | 136,169 | ||||||||||||||||
General and administrative expense | — | — | 40,380 | 40,380 | ||||||||||||||||
Other operating expense | — | — | 739 | 739 | ||||||||||||||||
Operating income | $ | — | $ | 35,216 | $ | (60,280 | ) | $ | 211,790 | |||||||||||
Income from unconsolidated affiliates | $ | — | $ | — | $ | — | $ | 433 | ||||||||||||
Capital expenditures | $ | — | $ | 88,259 | $ | 21,362 | $ | 418,834 | ||||||||||||
Total Assets | $ | — | $ | 531,410 | $ | 153,536 | $ | 3,683,238 | ||||||||||||
Subsequent_Events
Subsequent Events | 12 Months Ended | |
Dec. 31, 2013 | ||
Subsequent Events | ' | |
14 | Subsequent Events | |
On January 24, 2014, the board of directors of the Partnership’s general partner declared a cash distribution to the Partnership’s unitholders of $0.555 per unit, or $122.1 million in aggregate. The cash distribution was paid on February 14, 2014 to unitholders of record at the close of business on February 7, 2014. | ||
Under the partnership agreement, the Class C units became convertible into common units on a one-for-one basis at the election of either the Partnership or the holders of the Class C units on February 10, 2014 (the first business day following the record date for the Partnership’s 2013 fourth quarter cash distribution). After February 10, 2014, the Partnership received notice from certain of the GIP II Entities and Williams, as holders of the Class C units, of their election to convert all of the Class C units. All of the outstanding Class C units were converted into common units on a one-for-one basis effective February 19, 2014. The common units resulting from this conversion will participate pro rata with the other common units in quarterly distributions. The conversion did not impact the total number of the Partnership’s outstanding units representing limited partner interests. | ||
Quarterly_Financial_Data_Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Quarterly Financial Data (Unaudited) | ' | |||||||||||||||
15 | Quarterly Financial Data (Unaudited) | |||||||||||||||
Summarized unaudited quarterly financial data for 2013 and 2012 are as follows ($ in thousands except per share data): | ||||||||||||||||
Quarters Ended | ||||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||||
2013 | 2013 | 2013 | 2013 | |||||||||||||
Total revenues | $ | 236,959 | $ | 247,242 | $ | 260,943 | $ | 328,078 | ||||||||
Gross profit(a) | 154,196 | 164,398 | 177,410 | 238,502 | ||||||||||||
Net income | 60,696 | 70,427 | 79,211 | 130,815 | ||||||||||||
Net income attributable to Access Midstream Partners, L.P. | 59,538 | 69,213 | 78,217 | 129,057 | ||||||||||||
Net income per common units | $ | 0.14 | $ | 0.18 | $ | 0.22 | $ | 0.47 | ||||||||
Net income per subordinated units | $ | 0.29 | $ | 0.31 | $ | 0.33 | $ | — | ||||||||
Quarters Ended | ||||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||||
2012 | 2012 | 2012 | 2012 | |||||||||||||
Total revenues | $ | 154,674 | $ | 149,332 | $ | 156,092 | $ | 148,349 | ||||||||
Gross profit(a) | 105,992 | 104,601 | 106,287 | 93,928 | ||||||||||||
Net income | 52,366 | 51,606 | 50,228 | 24,187 | ||||||||||||
Net income attributable to Access Midstream Partners, L.P. | 52,366 | 51,606 | 50,228 | 24,255 | ||||||||||||
Net income per common units | $ | 0.34 | $ | 0.34 | $ | 0.32 | $ | 0.11 | ||||||||
Net income per subordinated units | $ | 0.34 | $ | 0.34 | $ | 0.32 | $ | 0.14 | ||||||||
(a) | Total revenue less operating costs. |
Description_of_Business_and_Ba1
Description of Business and Basis of Presentation (Policies) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||||
Basis of Presentation | ' | |||||||||||||||||||||||
Basis of presentation. Access Midstream Partners, L.P. (the “Partnership”), a Delaware limited partnership formed in January 2010, is principally focused on natural gas gathering, the first segment of midstream energy infrastructure that connects natural gas produced at the wellhead to third-party takeaway pipelines. The Partnership is the industry’s largest gathering and processing master limited partnership as measured by throughput volume. The Partnership’s assets are located in Arkansas, Kansas, Louisiana, Ohio, Oklahoma, Pennsylvania, Texas, West Virginia and Wyoming. The Partnership provides gathering, treating and compression services to Chesapeake Energy Corporation (“Chesapeake”), Total Gas and Power North America, Inc. (“Total”), Statoil ASA (“Statoil”), Anadarko Petroleum Corporation (“Anadarko”), Mitsui & Co., Ltd. (“Mitsui”) and other producers under long-term, fixed-fee contracts. | ||||||||||||||||||||||||
For purposes of these financial statements, the “GIP I Entities” refers to, collectively, GIP-A Holding (CHK), L.P., GIP-B Holding (CHK), L.P. and GIP-C Holding (CHK), L.P., the “GIP II Entities” refers to certain entities affiliated with Global Infrastructure Investors II, LLC, and “GIP” refers to the GIP I Entities and their affiliates and the GIP II Entities, collectively. “Williams” refers to The Williams Companies, Inc. (NYSE: WMB). | ||||||||||||||||||||||||
The accompanying consolidated financial statements of the Partnership have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). To conform to these accounting principles, management makes estimates and assumptions that affect the amounts reported in the consolidated financial statements and the notes thereto. These estimates are evaluated on an ongoing basis, utilizing historical experience and other methods considered reasonable under the particular circumstances. Although these estimates are based on management’s best available knowledge at the time, changes in facts and circumstances or discovery of new facts or circumstances may result in revised estimates and actual results may differ from these estimates. Effects on the Partnership’s business, financial position and results of operations resulting from revisions to estimates are recognized when the facts that give rise to the revision become known. | ||||||||||||||||||||||||
Certain reclassifications have been made to prior period amounts to conform to the current period financial statement presentation. | ||||||||||||||||||||||||
Offerings and Acquisitions | ' | |||||||||||||||||||||||
Offerings and acquisitions. | ||||||||||||||||||||||||
GIP II Entities acquisition. During the second quarter of 2012, the GIP II Entities acquired Chesapeake’s 50 percent interest in the Partnership’s general partner and all of the common units and subordinated units in the Partnership that were previously held by Chesapeake. The remaining 50 percent interest in the Partnership’s general partner continued to be owned by the GIP I Entities. | ||||||||||||||||||||||||
Marcellus acquisition. On December 29, 2011, the Partnership acquired from CMD, all of the issued and outstanding equity interests in Appalachia Midstream Services, L.L.C. (“Appalachia Midstream”) for total consideration of $879.3 million, consisting of 9,791,605 common units and $600.0 million in cash that was financed with a draw on the Partnership’s revolving credit facility. Through the acquisition of Appalachia Midstream, the Partnership operates 100 percent of and owns an approximate average 47 percent interest in 10 gas gathering systems that consist of approximately 549 miles of gas gathering pipeline in the Marcellus Shale. The remaining 53 percent interest in these assets is owned primarily by Statoil ASA (“Statoil”), Anadarko Petroleum Corporation (“Anadarko”), Epsilon Energy Ltd. (“Epsilon”), Mitsui & Co., Ltd. (“Mitsui”). Appalachia Midstream operates the assets under 15-year fixed fee gathering agreements. The gathering agreements include significant acreage dedications and cost of service mechanisms. EBITDA exceeded the $100 million and $150 million targets in 2012 and 2013 and no additional revenue related to the commitment was recognized. | ||||||||||||||||||||||||
CMO acquisition. On December 20, 2012, the Partnership acquired from Chesapeake Midstream Development, L.P. (“CMD”), a wholly owned subsidiary of Chesapeake, and certain of CMD’s affiliates, 100 percent of the issued and outstanding equity interests in Chesapeake Midstream Operating, L.L.C. (“CMO”) for total consideration of $2.16 billion (the “CMO Acquisition”). As a result of the CMO Acquisition, the Partnership owns certain midstream assets in the Eagle Ford, Utica and Niobrara regions. The CMO Acquisition also extended the Partnership’s existing assets and operations in the Haynesville, Marcellus and Mid-Continent regions. The acquired assets included, in the aggregate, approximately 1,675 miles of pipeline and 4.3 million (gross) dedicated acres as of the date of the acquisition. The Partnership also assumed various gas gathering and processing agreements associated with the assets that have terms ranging from 10 to 20 years and that, in certain cases, include cost of service or fee redetermination mechanisms. | ||||||||||||||||||||||||
Equity Issuance. On August 2, 2013, the Partnership entered into an Equity Distribution Agreement (“ATM”) under which it may offer and sell common units, in amounts, at prices and on terms to be determined by market conditions and other factors, having an aggregate market value of up to $300 million. The Partnership is under no obligation to issue equity under the ATM. For the year ended December 31, 2013, the Partnership sold an aggregate of 0.9 million common units under the ATM for aggregate gross proceeds of approximately $50.1 million and an approximate $1.0 million capital contribution from the Partnership’s general partner to maintain its two percent general partner interest. The Partnership used the proceeds for general partnership purposes. | ||||||||||||||||||||||||
On April 2, 2013, the Partnership completed an equity offering of 10.35 million common units, including 1.35 million common units issued pursuant to the underwriters’ exercise of their option to purchase additional common units, at a price of $39.86 per common unit. | ||||||||||||||||||||||||
The Partnership received offering proceeds (net of underwriting discounts and commissions) of $399.8 million from the equity offering, including proceeds from the underwriters’ exercise of their option to purchase additional common units, plus an approximate $8.4 million capital contribution from the Partnership’s general partner to maintain its two percent general partner interest. The proceeds were used for general partnership purposes, including repayment of amounts outstanding under the Partnership’s revolving credit facility. | ||||||||||||||||||||||||
On December 18, 2012, the Partnership completed an equity offering of 18.4 million common units (such amount includes 2.4 million common units issued pursuant to the exercise of the underwriters’ over-allotment option) representing limited partner interest in the Partnership, at a price of $32.15 per common unit. | ||||||||||||||||||||||||
The Partnership received gross offering proceeds (net of underwriting discounts, commissions and offering expenses) from the equity offering of approximately $569.3 million, including the exercise of the option to purchase additional units. The Partnership used the net proceeds to pay a portion of the purchase price for the CMO Acquisition. | ||||||||||||||||||||||||
Subscription Agreement. On December 20, 2012, the Partnership sold 5.9 million Class B units to each of the GIP II Entities and Williams and 5.6 million Class C units to each of the GIP II Entities and Williams, in each case pursuant to the subscription agreement. The Partnership received aggregate proceeds of approximately $712.1 million in exchange for the sale of Class B units and Class C units, inclusive of the capital contribution made by its general partner to maintain its 2.0 percent interest in the Partnership following the issuance of common, Class B and Class C units. | ||||||||||||||||||||||||
The results of operations presented and discussed in this annual report include results of operations from CMO for the twelve-day period from closing of the CMO Acquisition on December 20, 2012 through December 31, 2012. | ||||||||||||||||||||||||
Williams Acquisition. Concurrently with the CMO Acquisition, the GIP I Entities sold to Williams 34,538,061 of the Partnership’s subordinated units and 50% of the outstanding equity interests in Access Midstream Ventures, L.L.C., the sole member of the Partnership’s general partner (“Access Midstream Ventures”), for cash consideration of approximately $1.8 billion (the “Williams Acquisition”). The Partnership did not receive any cash proceeds from the Williams Acquisition. As a result of the closing of the Williams Acquisition, the GIP II Entities and Williams together own and control the Partnership’s general partner and the GIP I Entities no longer have any ownership interest in the Partnership or its general partner. | ||||||||||||||||||||||||
Limited partner and general partner units. | ||||||||||||||||||||||||
The following table summarizes common, subordinated, Class B, Class C and general partner units issued during the years ended December 31, 2013, 2012 and 2011: | ||||||||||||||||||||||||
Limited Partner Units | ||||||||||||||||||||||||
Common | Subordinated | General | Total | |||||||||||||||||||||
Class B | Class C | Partner | ||||||||||||||||||||||
Interests | ||||||||||||||||||||||||
Balance at December 31, 2010 | 69,083,265 | 69,076,122 | — | — | 2,819,434 | 140,978,821 | ||||||||||||||||||
Long-term incentive plan awards | 1,773 | — | — | — | 172 | 1,945 | ||||||||||||||||||
December 2011 equity issuance | 9,791,605 | — | — | — | 199,838 | 9,991,443 | ||||||||||||||||||
Balance at December 31, 2011 | 78,876,643 | 69,076,122 | — | — | 3,019,444 | 150,972,209 | ||||||||||||||||||
Long-term incentive plan awards | 47,810 | — | — | — | 976 | 48,786 | ||||||||||||||||||
December 2012 equity issuance | 18,400,000 | — | 11,858,050 | 11,199,268 | 846,068 | 42,303,386 | ||||||||||||||||||
Balance at December 31, 2012 | 97,324,453 | 69,076,122 | 11,858,050 | 11,199,268 | 3,866,488 | 193,324,381 | ||||||||||||||||||
Long-term incentive plan awards | 98,242 | — | — | — | 2,006 | 100,248 | ||||||||||||||||||
April 2013 equity issuance | 10,350,000 | — | — | — | 211,224 | 10,561,224 | ||||||||||||||||||
Conversion of subordinated units to common units | 69,076,122 | (69,076,122 | ) | — | — | — | — | |||||||||||||||||
ATM equity issuance | 952,330 | — | — | — | 19,435 | 971,765 | ||||||||||||||||||
Paid-in-kind Class B unit distributions | — | — | 566,308 | — | 11,557 | 577,865 | ||||||||||||||||||
Balance at December 31, 2013 | 177,801,147 | — | 12,424,358 | 11,199,268 | 4,110,710 | 205,535,483 | ||||||||||||||||||
Holdings of Partnership Equity | ' | |||||||||||||||||||||||
Holdings of partnership equity. At December 31, 2013, the GIP II Entities held 2,055,355 notional general partner units representing a 1.0 percent general partner interest in the Partnership, 50 percent of the Partnership’s incentive distribution rights, 52,342,727 common units, 6,212,179 Class B units and 5,599,634 Class C units. The GIP II Entities’ ownership represents an aggregate 31.2 percent limited partner interest in the Partnership. Williams held 2,055,355 notional general partner units representing a 1.0 percent general partner interest in the Partnership, 50.0 percent of the Partnership’s incentive distribution rights, 34,538,061 common units, 6,212,179 Class B units and 5,599,634 Class C units. Williams ownership represents an aggregate 22.6 percent limited partner interest in the Partnership. The public held 90,920,359 common units, representing a 44.2 percent limited partner interest in the Partnership. | ||||||||||||||||||||||||
Use of Estimates | ' | |||||||||||||||||||||||
Use of estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts and disclosure of contingencies. Significant estimates include: (1) estimated useful lives of assets, which impacts depreciation and amortization; (2) accruals related to revenues, expenses and capital costs; (3) liability and contingency accruals; and (4) cost allocations. Although management believes these estimates are reasonable, actual results could differ from the Partnership’s estimates. | ||||||||||||||||||||||||
Cash and Cash Equivalents | ' | |||||||||||||||||||||||
Cash and cash equivalents. For purposes of the consolidated financial statements, investments in all highly liquid instruments with original maturities of three months or less at date of purchase are considered to be cash equivalents. The Partnership had approximately $17.2 million and $65.0 million of cash and cash equivalents as of December 31, 2013 and 2012, respectively. Book overdrafts are checks that have been issued before the end of the period, but not presented to the bank for payment before the end of the period. At December 31, 2013 and 2012, book overdrafts of $25.1 million and $30.0 million, respectively, were included in accounts payable | ||||||||||||||||||||||||
Accounts Receivable | ' | |||||||||||||||||||||||
Accounts receivable. The majority of accounts receivable relate to gathering and treating activities. Accounts receivable included in the balance sheets are reflected net of an allowance for doubtful accounts, if warranted. At December 31, 2013 and 2012, the Partnership had no allowance for doubtful accounts | ||||||||||||||||||||||||
Property, Plant and Equipment | ' | |||||||||||||||||||||||
Property, plant and equipment. Property, plant and equipment are recorded at cost. Expenditures for maintenance and repairs that do not add capacity or extend the useful life of an asset are expensed as incurred. The carrying value of the assets is based on estimates, assumptions and judgments relative to useful lives and salvage values. As assets are disposed of, the cost and related accumulated depreciation are removed from the accounts, and any resulting gain or loss is included in operating expenses in the statements of operations. | ||||||||||||||||||||||||
Depreciation. Depreciation is calculated using the straight-line method, based on the assets’ estimated useful lives. These estimates are based on various factors including age (in the case of acquired assets), manufacturing specifications, technological advances and historical data concerning useful lives of similar assets. Amortization of assets recorded under capital leases is included in depreciation expense. | ||||||||||||||||||||||||
Impairment of Long-Lived Assets | ' | |||||||||||||||||||||||
Impairment of long-lived assets. Long-lived assets with recorded values that are not expected to be recovered through future cash flows are written down to estimated fair value. Assets are tested for impairment when events or circumstances indicate that the carrying value may not be recoverable. The carrying value of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If the carrying value exceeds the sum of the undiscounted cash flows, an impairment loss equal to the amount that the carrying value exceeds the fair value of the asset is recognized. Fair value is determined using an income approach whereby the expected future cash flows are discounted using a rate management believes a market participant would assume is reflective of the risks associated with achieving the underlying cash flows. | ||||||||||||||||||||||||
Equity Method Investments | ' | |||||||||||||||||||||||
Equity Method Investments. The equity method of accounting is used to account for the Partnership’s interest in Utica East Ohio Midstream LLC and Ranch Westex JV, LLC, which the Partnership acquired as part of the CMO Acquisition. The equity method is also used to account for the Partnership’s various ownership interests in 10 gas gathering systems in the Marcellus Shale. See Note 1 – Description of Business and Basis of Presentation for more information on the acquisitions. | ||||||||||||||||||||||||
Asset Retirement Obligations | ' | |||||||||||||||||||||||
Asset retirement obligations. Management recognizes a liability based on the estimated costs of retiring tangible long-lived assets. The liability is recognized at the Partnership’s fair value measured using expected discounted future cash outflows of the asset retirement obligation when the obligation originates, which generally is when an asset is acquired or constructed. The carrying amount of the associated asset is increased commensurate with the liability recognized. Accretion expense is recognized over time as the discounted liability is accreted to the Partnership’s expected settlement value. Subsequent to the initial recognition, the liability is adjusted for any changes in the expected value of the retirement obligation (with a corresponding adjustment to property, plant and equipment) and for accretion of the liability due to the passage of time, until the obligation is settled. If the fair value of the estimated asset retirement obligation changes, an adjustment is recorded for both the asset retirement obligation and the associated asset carrying amount. Revisions in estimated asset retirement obligations may result from changes in estimated inflation rates, discount rates, retirement costs and the estimated timing of settling asset retirement obligations. | ||||||||||||||||||||||||
Fair Value | ' | |||||||||||||||||||||||
Fair value. The fair-value-measurement standard defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The standard characterizes inputs used in determining fair value according to a hierarchy that prioritizes those inputs based upon the degree to which they are observable. The three levels of the fair value hierarchy are as follows: | ||||||||||||||||||||||||
Level 1 — inputs represent quoted prices in active markets for identical assets or liabilities. | ||||||||||||||||||||||||
Level 2 — inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly (for example, quoted market prices for similar assets or liabilities in active markets or quoted market prices for identical assets or liabilities in markets not considered to be active, inputs other than quoted prices that are observable for the asset or liability, or market-corroborated inputs). | ||||||||||||||||||||||||
Level 3 — inputs that are not observable from objective sources, such as management’s internally developed assumptions used in pricing an asset or liability (for example, an estimate of future cash flows used in management’s internally developed present value of future cash flows model that underlies the fair value measurement). | ||||||||||||||||||||||||
Nonfinancial assets and liabilities initially measured at fair value include third-party business combinations, impaired long-lived assets (asset groups), and initial recognition of asset retirement obligations. | ||||||||||||||||||||||||
The fair value of debt is the estimated amount the Partnership would have to pay to repurchase its debt, including any premium or discount attributable to the difference between the stated interest rate and market rate of interest at the balance sheet date. Fair values are based on quoted market prices or average valuations of similar debt instruments at the balance sheet date for those debt instruments for which quoted market prices are not available. See Note 11 — Debt and Interest Expense for disclosures regarding the fair value of debt. | ||||||||||||||||||||||||
December 31, 2013 | December 31, 2012 | |||||||||||||||||||||||
Carrying | Fair Value | Carrying | Fair Value | |||||||||||||||||||||
amount | (Level 2) | amount | (Level 2) | |||||||||||||||||||||
($ in thousands) | ||||||||||||||||||||||||
Financial liabilities | ||||||||||||||||||||||||
Revolving credit facility | $ | 343,500 | $ | 343,500 | $ | — | $ | — | ||||||||||||||||
Premium on 2021 Notes | 5,730 | 5,730 | — | — | ||||||||||||||||||||
2021 Notes | 750,000 | 801,098 | 350,000 | 370,125 | ||||||||||||||||||||
2022 Notes | 750,000 | 804,848 | 750,000 | 810,000 | ||||||||||||||||||||
2023 Notes | 1,400,000 | 1,355,382 | 1,400,000 | 1,428,882 | ||||||||||||||||||||
The carrying amount of cash and cash equivalents, accounts receivable and accounts payable reported on the balance sheet approximates fair value. | ||||||||||||||||||||||||
Segments | ' | |||||||||||||||||||||||
Segments. Prior to the CMO Acquisition, the Partnership’s operations were organized into a single business segment. As a result of the CMO Acquisition, the Partnership added in three new operating regions. Effective January 1, 2013, the Partnership’s chief operating decision maker began to measure performance and allocate resources based on geographic segments. The Partnership’s operations are divided into eight operating segments: Barnett Shale, Eagle Ford Shale, Haynesville Shale, Marcellus Shale, Niobrara Shale, Utica Shale, Mid-Continent region and Corporate. | ||||||||||||||||||||||||
Revenue Recognition | ' | |||||||||||||||||||||||
Revenue Recognition. In 2013, the Partnership derived the majority of its revenues through gas gathering agreements with Chesapeake and Total. Pursuant to their respective applicable gas gathering agreements, Chesapeake and Total have agreed to minimum volume commitments covering production in the Barnett Shale region for each year through December 31, 2018 and for the six month period ending June 30, 2019, and, solely with respect to Chesapeake, in the Haynesville Shale region for each year through December 31, 2013 and December 31, 2017 for the Springridge and Mansfield systems, respectively. In the event either Chesapeake or Total does not meet its minimum volume commitment to the Partnership in the Barnett Shale region or Chesapeake does not meet its minimum volume commitment to the Partnership in the Haynesville Shale region, for any annual period (or six month period with respect to the six months ending June 30, 2019 in the Barnett Shale region) during the minimum volume commitment period, Chesapeake and Total will be obligated to pay a fee equal to the applicable fee for each Mcf by which the applicable party’s minimum volume commitment for such year (or six month period with respect to the six months ending June 30, 2019) exceeds the actual volumes gathered from such party’s production. The revenue associated with such shortfall fees is recognized in the fourth quarter of each year. | ||||||||||||||||||||||||
Revenues consist of fees recognized for the gathering, treating, compression and processing of natural gas. Revenues are recognized when the service is performed and is based upon non-regulated rates and the related gathering, treating, compression and processing volumes. | ||||||||||||||||||||||||
Deferred Loan Costs | ' | |||||||||||||||||||||||
Deferred Loan Costs. External costs incurred in connection with closing the revolving bank credit facilities are capitalized as deferred loan costs and amortized over the life of the related agreement. Amortization is included in interest expense in the statement of operations. | ||||||||||||||||||||||||
Environmental Expenditures | ' | |||||||||||||||||||||||
Environmental Expenditures. Liabilities for loss contingencies, including environmental remediation costs, arising from claims, assessments, litigation, fines, and penalties and other sources are charged to expense when it is probable that a liability has been incurred and the amount of the assessment and/or remediation can be reasonably estimated. There are no liabilities reflected in the accompanying financial statements at December 31, 2013 and 2012. | ||||||||||||||||||||||||
Equity Based Compensation | ' | |||||||||||||||||||||||
Equity Based Compensation. Certain employees of the Partnership’s general partner receive equity-based compensation through the Partnership’s equity-based compensation programs. The fair value of the awards issued is determined based on the fair market value of the shares on the date of grant. This value is amortized over the vesting period, which is generally four years from the date of grant. | ||||||||||||||||||||||||
Certain key members of management have been designated as participants in the Management Incentive Compensation Plan which is made up of two components. The first component is an annual cash bonus based on “excess” cash distributions made by the Partnership above a specified target amount with respect to each fiscal quarter during which the award is outstanding. The second component is based on an increase in value of the Partnership’s common units at the end of a specified five-year period beginning on the award commencement date. | ||||||||||||||||||||||||
Included in operating expense, general and administrative expense, and income from unconsolidated affiliates is total equity-based compensation of $35.0 million, $9.0 million and $3.8 million for the Partnership during the years ended December 31, 2013, 2012 and 2011, respectively. | ||||||||||||||||||||||||
The LTIP provides for an aggregate of 3.5 million common units to be awarded to employees, directors and consultants of the Partnership’s general partner and its affiliates through various award types, including unit awards, restricted units, phantom units, unit options, unit appreciation rights and other unit-based awards. The LTIP has been designed to promote the interests of the Partnership and its unitholders by strengthening its ability to attract, retain and motivate qualified individuals to serve as employees, directors and consultants. As of December 31, 2013, there was $33.5 million of unrecognized compensation expense attributable to the LTIP, of which $29.7 million is expected to be recognized over a four year period. | ||||||||||||||||||||||||
The following table summarizes LTIP award activity for the year ended December 31, 2013: | ||||||||||||||||||||||||
Units | Value | |||||||||||||||||||||||
per Unit | ||||||||||||||||||||||||
Restricted units unvested at beginning of period | 511,177 | $ | 28.55 | |||||||||||||||||||||
Granted | 971,667 | 38.4 | ||||||||||||||||||||||
Vested | (101,023 | ) | 27.4 | |||||||||||||||||||||
Forfeited | (199,533 | ) | 32.29 | |||||||||||||||||||||
Restricted units unvested at end of period | 1,182,288 | $ | 36.11 | |||||||||||||||||||||
Intangible Assets | ' | |||||||||||||||||||||||
Intangible Assets. Intangible assets are generally amortized on a straight-line basis over their estimated useful lives, unless the assets economic benefits are consumed on an other than straight-line basis. The estimated useful life is the period over which the assets are expected to contribute directly or indirectly to the Partnership’s future cash flows. The estimated useful life of the customer relationship acquired with the Springridge gathering system and Appalachia Midstream is 15 years and 20 years for the CMO Acquisition. As of December 31, 2013, the carrying value of the Partnership’s intangible assets was $418.4 million, net of $46.0 of accumulated amortization. The Partnership estimates that it will record $22.8 million of intangible asset amortization for each of the next five years. As of December 31, 2012, the carrying value of the Partnership’s intangible assets was $377.8 million, net of $22.6 million of accumulated amortization. Amortization expense was $24.0 milllion, $11.3 million and $11.3 million for the years ended December 31, 2013, 2012 and 2011, respectively, for the Partnership. | ||||||||||||||||||||||||
The Partnership assesses long-lived assets, including property, plant and equipment and intangible assets, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability is assessed by comparing the carrying amount of an asset to undiscounted future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amounts exceed the fair value of the assets. | ||||||||||||||||||||||||
Business Combinations | ' | |||||||||||||||||||||||
Business Combinations. The Partnership makes various assumptions in developing models for determining the fair values of assets and liabilities associated with business acquisitions. These fair value models, developed with the assistance of outside consultants, apply discounted cash flow approaches to expected future operating results, considering expected growth rates, development opportunities, and future pricing assumptions to arrive at an economic value for the business acquired. The Partnership then determines the fair value of the tangible assets based on estimates of replacement costs less obsolescence. Identifiable intangible assets acquired consist primarily of customer contracts, customer relationships, trade names, and licenses and permits. The Partnership values customer relationships using a discounted cash flow model. | ||||||||||||||||||||||||
Income Taxes | ' | |||||||||||||||||||||||
Income taxes. As a master limited partnership, the Partnership is a pass-through entity and also not subject to federal income taxes and most state income taxes with the exception of Texas Franchise Tax. For federal and state income tax purposes, all income, expenses, gains, losses and tax credits generate flow through to the owners, and accordingly, do not result in a provision for income taxes. | ||||||||||||||||||||||||
Variable Interest Entities | ' | |||||||||||||||||||||||
Variable Interest Entities (VIEs). An entity is referred to as a VIE pursuant to accounting guidance for consolidation if it possesses one of the following criteria: (i) it is thinly capitalized, (ii) the residual equity holders do not control the entity, (iii) the equity holders are shielded from the economic losses, (iv) the equity holders do not participate fully in the entity’s residual economics, or (v) the entity was established with non-substantive voting interests. We consolidate a VIE when we have both the power to direct the activities that most significantly impact the activities of the VIE and the right to receive benefits or the obligation to absorb losses of the entity that could be potentially significant to the VIE. We continually monitor both consolidated and unconsolidated VIEs to determine if any events have occurred that could cause the primary beneficiary to change. |
Description_of_Business_and_Ba2
Description of Business and Basis of Presentation (Tables) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||||
Common, Subordinated and General Partner Units Issued | ' | |||||||||||||||||||||||
The following table summarizes common, subordinated, Class B, Class C and general partner units issued during the years ended December 31, 2013, 2012 and 2011: | ||||||||||||||||||||||||
Limited Partner Units | ||||||||||||||||||||||||
Common | Subordinated | General | Total | |||||||||||||||||||||
Class B | Class C | Partner | ||||||||||||||||||||||
Interests | ||||||||||||||||||||||||
Balance at December 31, 2010 | 69,083,265 | 69,076,122 | — | — | 2,819,434 | 140,978,821 | ||||||||||||||||||
Long-term incentive plan awards | 1,773 | — | — | — | 172 | 1,945 | ||||||||||||||||||
December 2011 equity issuance | 9,791,605 | — | — | — | 199,838 | 9,991,443 | ||||||||||||||||||
Balance at December 31, 2011 | 78,876,643 | 69,076,122 | — | — | 3,019,444 | 150,972,209 | ||||||||||||||||||
Long-term incentive plan awards | 47,810 | — | — | — | 976 | 48,786 | ||||||||||||||||||
December 2012 equity issuance | 18,400,000 | — | 11,858,050 | 11,199,268 | 846,068 | 42,303,386 | ||||||||||||||||||
Balance at December 31, 2012 | 97,324,453 | 69,076,122 | 11,858,050 | 11,199,268 | 3,866,488 | 193,324,381 | ||||||||||||||||||
Long-term incentive plan awards | 98,242 | — | — | — | 2,006 | 100,248 | ||||||||||||||||||
April 2013 equity issuance | 10,350,000 | — | — | — | 211,224 | 10,561,224 | ||||||||||||||||||
Conversion of subordinated units to common units | 69,076,122 | (69,076,122 | ) | — | — | — | — | |||||||||||||||||
ATM equity issuance | 952,330 | — | — | — | 19,435 | 971,765 | ||||||||||||||||||
Paid-in-kind Class B unit distributions | — | — | 566,308 | — | 11,557 | 577,865 | ||||||||||||||||||
Balance at December 31, 2013 | 177,801,147 | — | 12,424,358 | 11,199,268 | 4,110,710 | 205,535,483 | ||||||||||||||||||
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Schedule of Financial Liabilities | ' | |||||||||||||||
The fair value of debt is the estimated amount the Partnership would have to pay to repurchase its debt, including any premium or discount attributable to the difference between the stated interest rate and market rate of interest at the balance sheet date. Fair values are based on quoted market prices or average valuations of similar debt instruments at the balance sheet date for those debt instruments for which quoted market prices are not available. See Note 11 — Debt and Interest Expense for disclosures regarding the fair value of debt. | ||||||||||||||||
December 31, 2013 | December 31, 2012 | |||||||||||||||
Carrying | Fair Value | Carrying | Fair Value | |||||||||||||
amount | (Level 2) | amount | (Level 2) | |||||||||||||
($ in thousands) | ||||||||||||||||
Financial liabilities | ||||||||||||||||
Revolving credit facility | $ | 343,500 | $ | 343,500 | $ | — | $ | — | ||||||||
Premium on 2021 Notes | 5,730 | 5,730 | — | — | ||||||||||||
2021 Notes | 750,000 | 801,098 | 350,000 | 370,125 | ||||||||||||
2022 Notes | 750,000 | 804,848 | 750,000 | 810,000 | ||||||||||||
2023 Notes | 1,400,000 | 1,355,382 | 1,400,000 | 1,428,882 | ||||||||||||
LTIP Award Activity | ' | |||||||||||||||
The following table summarizes LTIP award activity for the year ended December 31, 2013: | ||||||||||||||||
Units | Value | |||||||||||||||
per Unit | ||||||||||||||||
Restricted units unvested at beginning of period | 511,177 | $ | 28.55 | |||||||||||||
Granted | 971,667 | 38.4 | ||||||||||||||
Vested | (101,023 | ) | 27.4 | |||||||||||||
Forfeited | (199,533 | ) | 32.29 | |||||||||||||
Restricted units unvested at end of period | 1,182,288 | $ | 36.11 | |||||||||||||
Partnership_Distributions_Tabl
Partnership Distributions (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Incentive Distributions Specified Target Levels | ' | ||||||||||
General Partner Interest and Incentive Distribution Rights. The Partnership’s general partner is entitled to two percent of all quarterly distributions that the Partnership makes prior to its liquidation. The general partner has the right, but not the obligation, to contribute a proportionate amount of capital to the Partnership to maintain its current general partner interest. The general partner’s initial two percent interest in the Partnership’s distributions may be reduced if the Partnership issues additional limited partner units in the future (other than the issuance of common units upon conversion of outstanding Class B or the issuance of common units upon a reset of the incentive distribution rights) and its general partner does not contribute a proportionate amount of capital to the Partnership to maintain its two percent general partner interest. After distributing amounts equal to the minimum quarterly distribution to common unitholders (and Class B unitholders, upon conversion of Class B units to common units) and distributing amounts to eliminate any arrearages to common unitholders, the Partnership’s general partner is entitled to incentive distributions if the amount the Partnership distributes with respect to any quarter exceeds specified target levels shown below: | |||||||||||
Total quarterly distribution per unit | Unitholders | General partner | |||||||||
Minimum Quarterly Distribution | $0.34 | 98 | % | 2 | % | ||||||
First Target Distribution | up to $0.388125 | 98 | % | 2 | % | ||||||
Second Target Distribution | above $0.388125 up to $0.421875 | 85 | % | 15 | % | ||||||
Third Target Distribution | above $0.421875 up to $0.50625 | 75 | % | 25 | % | ||||||
Thereafter | above $0.50625 | 50 | % | 50 | % | ||||||
Net_Income_per_Limited_Partner1
Net Income per Limited Partner Unit (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Partnership's Calculation of Net Income Per Unit for Common and Subordinated Limited Partner Units | ' | |||||||||||
The following table illustrates the Partnership’s calculation of net income per unit for common and subordinated limited partner units (in thousands, except per-unit information): | ||||||||||||
Years Ended | ||||||||||||
December 31, | December 31, | December 31, | ||||||||||
2013 | 2012 | 2011 | ||||||||||
Net income attributable to Access Midstream Partners, L.P. | $ | 336,025 | $ | 178,455 | $ | 194,337 | ||||||
Less general partner interest in net income | (40,681 | ) | (8,481 | ) | (5,070 | ) | ||||||
Limited partner interest in net income | $ | 295,344 | $ | 169,974 | $ | 189,267 | ||||||
Net income allocable to common units(1) | 147,706 | 89,019 | 94,896 | |||||||||
Net income allocable to subordinated units | 52,564 | 78,736 | 94,371 | |||||||||
Net income allocable to Class B units(1) | 45,987 | 1,038 | — | |||||||||
Net income allocable to Class C units(1) | 49,087 | 1,181 | — | |||||||||
Limited partner interest in net income | $ | 295,344 | $ | 169,974 | $ | 189,267 | ||||||
Net income per limited partner unit – basic and diluted | ||||||||||||
Common units | $ | 1.01 | $ | 1.11 | $ | 1.37 | ||||||
Subordinated units | $ | 0.93 | $ | 1.14 | $ | 1.37 | ||||||
Weighted average limited partner units outstanding – basic and diluted | ||||||||||||
Common units | 132,708,675 | 80,058,682 | 69,371,194 | |||||||||
Subordinated units | 42,770,421 | 69,076,122 | 69,076,122 | |||||||||
Total | 175,479,096 | 149,134,804 | 138,447,316 | |||||||||
Concentration_of_Credit_Risk_T
Concentration of Credit Risk (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Percentage of Revenues | ' | |||||||||||
Chesapeake is the only customer from whom revenues exceeded 10 percent of consolidated revenues for the year ended December 31, 2013 for the Partnership. Chesapeake and Total are the only customers from whom revenues exceeded 10 percent of consolidated revenues for the years ended December 31, 2012 and 2011 for the Partnership. The percentage of revenues from Chesapeake, Total and other customers are as follows: | ||||||||||||
Years Ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Chesapeake | 84.4 | % | 80.7 | % | 82.9 | % | ||||||
Total | 9.6 | 14.1 | 14 | |||||||||
Other | 6 | 5.2 | 3.1 | |||||||||
Total(a) | 100 | % | 100 | % | 100 | % | ||||||
(a) | Revenues from Appalachia Midstream are accounted for as part of the Partnership’s equity method investment. |
Property_Plant_and_Equipment_T
Property, Plant and Equipment (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Summary of Historical Cost of Partnership's Property, Plant and Equipment | ' | |||||||||||
A summary of the historical cost of the Partnership’s property, plant and equipment is as follows: | ||||||||||||
Estimated | December 31, | December 31, | ||||||||||
Useful Lives | 2013 | 2012 | ||||||||||
(Years) | ||||||||||||
($ in thousands) | ||||||||||||
Gathering systems | 20 | $ | 5,974,940 | $ | 5,125,746 | |||||||
Other fixed assets | 2 through 39 | 175,411 | 96,916 | |||||||||
Total property, plant and equipment | 6,150,351 | 5,222,662 | ||||||||||
Accumulated depreciation | (859,551 | ) | (590,614 | ) | ||||||||
Total net, property, plant and equipment | $ | 5,290,800 | $ | 4,632,048 | ||||||||
Acquisitions_and_Divestitures_
Acquisitions and Divestitures (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Purchase Price Allocation Assets Acquired Liabilities Assumed | ' | |||||||
The table below reflects the final allocation of the purchase price to the assets acquired and the liabilities assumed in the CMO Acquisition (in thousands). | ||||||||
Property, plant and equipment | $ | 1,890,036 | ||||||
Intangible asset | 263,262 | |||||||
Other | 6,702 | |||||||
Total purchase price | $ | 2,160,000 | ||||||
Condensed Consolidated Financial Statements | ' | |||||||
The following table presents the pro forma condensed financial information of the Partnership as if the CMO Acquisition and our acquisition of Appalachia Midstream each occurred on January 1, 2011. The pro forma adjustments reflected in the pro forma condensed consolidated financial statements are based upon currently available information and certain assumptions and estimates; therefore, the actual effects of these transactions will differ from the pro forma adjustments. However, the Partnership’s management considers the applied estimates and assumptions to provide a reasonable basis for the presentation of the significant effects of certain transactions that are expected to have a continuing impact on the Partnership. In addition, the Partnership’s management considers the pro forma adjustments to be factually supportable and to appropriately represent the expected impact of items that are directly attributable to the transfer of CMO and Appalachia Midstream to the Partnership. | ||||||||
Year Ended | Year Ended | |||||||
December 31, | December 31, | |||||||
2012 | 2011 | |||||||
(in thousands) | ||||||||
Revenues, including revenue from affiliates | $ | 670,702 | $ | 689,840 | ||||
Net income | $ | 117,334 | $ | 69,390 | ||||
Net income attributable to Access Midstream Partners, L.P. | $ | 117,861 | $ | 69,390 | ||||
Net income per common unit – basic and diluted | $ | 0.72 | $ | 0.49 | ||||
Net income per subordinated unit – basic and diluted | $ | 0.74 | $ | 0.49 | ||||
Unconsolidated_Affiliates_Tabl
Unconsolidated Affiliates (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Investments in Unconsolidated Affiliates | ' | ||||||||||||
At December 31, 2013 and 2012, the Partnership had the following investments: | |||||||||||||
Net | December 31, | December 31, | |||||||||||
Ownership | 2013 | 2012 | |||||||||||
Interest | |||||||||||||
($ in thousands) | |||||||||||||
Utica East Ohio Midstream LLC | 49 | % | $ | 471,891 | $ | 125,416 | |||||||
Liberty gas gathering system | 33.75 | % | 354,316 | 264,625 | |||||||||
Panhandle gas gathering system | 67.5 | 237,656 | 149,654 | ||||||||||
Victory gas gathering system | 67.5 | 190,353 | 178,011 | ||||||||||
Rome gas gathering system | 33.75 | 181,147 | 160,087 | ||||||||||
Overfield gas gathering system | 67.5 | 125,959 | 101,339 | ||||||||||
Smithfield gas gathering system | 67.5 | 107,009 | 82,347 | ||||||||||
Selbyville gas gathering system | 67.5 | 73,463 | 65,354 | ||||||||||
Ranch Westex JV, LLC | 33.33 | 36,060 | 35,012 | ||||||||||
Other gas gathering systems | various | 158,749 | 135,966 | ||||||||||
Total investments in unconsolidated affiliates | $ | 1,936,603 | $ | 1,297,811 | |||||||||
Summarized Financial Information | ' | ||||||||||||
The following tables sets forth summarized financial information of the investments in which the Partnership acquired an interest in December 2013 and 2012, as follows: | |||||||||||||
December 31, | December 31, | ||||||||||||
2013 | 2012 | ||||||||||||
($ in thousands) | |||||||||||||
Balance Sheet | |||||||||||||
Current assets | $ | 196,567 | $ | 70,234 | |||||||||
Property, plant, and equipment | 3,249,371 | 1,528,894 | |||||||||||
Other assets | 6,166 | 301 | |||||||||||
Total assets | $ | 3,452,104 | $ | 1,599,429 | |||||||||
Current liabilities | $ | 96,275 | $ | 23,424 | |||||||||
Other liabilities | 87,886 | 111,718 | |||||||||||
Partner’s capital | 3,267,943 | 1,464,287 | |||||||||||
Total liabilities and partner’s capital | $ | 3,452,104 | $ | 1,599,429 | |||||||||
Years Ended | |||||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
($ in thousands) | |||||||||||||
Income Statement | |||||||||||||
Revenue | $ | 520,388 | $ | 308,845 | $ | 1,150 | |||||||
Operating expenses | $ | 230,974 | $ | 97,594 | $ | 195 | |||||||
Net income | $ | 289,441 | $ | 211,361 | $ | 955 | |||||||
Asset_Retirement_Obligations_T
Asset Retirement Obligations (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Changes in Asset Retirement Obligations | ' | |||||||||||
The following table provides a summary of changes in asset retirement obligations, which are included in other liabilities in the accompanying consolidated balance sheets. Revisions in estimates for the periods presented relate primarily to revisions of current cost estimates, inflation rates and/or discount rates. | ||||||||||||
Years Ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
(in thousands) | ||||||||||||
Asset retirement obligations, beginning of period | $ | 5,335 | $ | 3,409 | $ | 2,878 | ||||||
Additions | — | 1,816 | 131 | |||||||||
Revisions | (1,314 | ) | (133 | ) | 193 | |||||||
Accretion expense | 500 | 243 | 207 | |||||||||
Deletions | — | — | — | |||||||||
Asset retirement obligations, end of period | $ | 4,521 | $ | 5,335 | $ | 3,409 | ||||||
LongTerm_Debt_and_Interest_Exp1
Long-Term Debt and Interest Expense (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Partnership's Outstanding Debt | ' | |||||||
The following table presents the Partnership’s outstanding debt as of December 31, 2013 and 2012 (in thousands): | ||||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
Revolving credit facility | $ | 343,500 | $ | — | ||||
5.875 percent senior notes due April 2021 | 750,000 | 350,000 | ||||||
6.125 percent senior notes due July 2022 | 750,000 | 750,000 | ||||||
4.875 percent senior notes due May 2023 | 1,400,000 | 1,400,000 | ||||||
Premium on 5.875 percent senior notes due April 2021 | 5,730 | — | ||||||
Total long-term debt | $ | 3,249,230 | $ | 2,500,000 | ||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Future Minimum Rental Payments Due Under Operating Leases | ' | ||||
Future minimum rental payments due under operating leases as of December 31, 2013 are as follows: | |||||
(in thousands) | |||||
2014 | $ | 69,774 | |||
2015 | 54,058 | ||||
2016 | 42,044 | ||||
2017 | 26,274 | ||||
2018 | 8,931 | ||||
Thereafter | 18,685 | ||||
Future minimum lease payments | $ | 219,766 | |||
Summary of Assets Under Capital Leases | ' | ||||
Capital lease commitments. The Partnership entered into one and three year capital leases for certain computer equipment. | |||||
Assets under capital leases are summarized as follows (in thousands): | |||||
December 31, | |||||
2013 | |||||
Computer software | $ | 9,370 | |||
Less: Accumulated amortization | (2,063 | ) | |||
Net assets under capital lease | $ | 7,307 | |||
Minimum Lease Payments for Capital Lease | ' | ||||
The following are the minimum lease payments to be made in each of the following years indicated for the capital lease in effect as of December 31, 2013 (in thousands): | |||||
Fiscal Year | (in thousands) | ||||
2014 | $ | 3,667 | |||
2015 | 3,667 | ||||
2016 | 969 | ||||
Less: Interest | (582 | ) | |||
Net minimum lease payments under capital leases | 7,721 | ||||
Less: Current portion of net minimum lease payments | (3,287 | ) | |||
Long-term portion of net minimum lease payments | $ | 4,434 | |||
Segment_Information_Tables
Segment Information (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||
Summarized Financial Information for Reportable Segments | ' | |||||||||||||||||||
Prior to the CMO Acquisition, the Partnership’s operations were organized into a single business segment. As a result of the CMO Acquisition, the Partnership added assets in three new operating regions. Effective January 1, 2013, the Partnership’s chief operating decision maker began to measure performance and allocate resources based on geographic segments. The Partnership’s operations are divided into eight operating segments: Barnett Shale, Eagle Ford Shale, Haynesville Shale, Marcellus Shale, Niobrara Shale, Utica Shale, Mid-Continent and Corporate. Summarized financial information for the reportable segments is shown in the following tables, presented in thousands. | ||||||||||||||||||||
For the year ended December 31, 2013 | ||||||||||||||||||||
Barnett | Eagle Ford | Haynesville | Marcellus | Niobrara | ||||||||||||||||
Revenues | $ | 433,709 | $ | 278,282 | $ | 119,209 | $ | 10,989 | $ | 15,095 | ||||||||||
Operating expenses | 96,926 | 59,059 | 41,176 | 4,834 | 9,090 | |||||||||||||||
Depreciation and amortization expense | 97,941 | 51,433 | 80,770 | 1,381 | 4,284 | |||||||||||||||
General and administrative expense | — | — | — | — | — | |||||||||||||||
Other operating expense | — | — | — | — | — | |||||||||||||||
Operating income (loss) | $ | 238,842 | $ | 167,790 | $ | (2,737 | ) | $ | 4,774 | $ | 1,721 | |||||||||
Income (loss) from unconsolidated | $ | — | $ | — | $ | — | $ | 133,036 | $ | — | ||||||||||
affiliates | ||||||||||||||||||||
Capital expenditures | $ | 50,627 | $ | 316,002 | $ | 17,186 | $ | 2,590 | -1 | $ | 59,115 | -2 | ||||||||
Total assets | $ | 1,511,405 | $ | 1,172,022 | $ | 1,276,795 | $ | 1,452,797 | $ | 137,319 | ||||||||||
Utica | Mid-Continent | Corporate | Consolidated | |||||||||||||||||
Revenues | $ | 44,063 | $ | 171,875 | $ | — | $ | 1,073,222 | ||||||||||||
Operating expenses | 19,065 | 70,609 | 37,957 | 338,716 | ||||||||||||||||
Depreciation and amortization expense | 9,451 | 36,435 | 14,484 | 296,179 | ||||||||||||||||
General and administrative expense | — | — | 104,332 | 104,332 | ||||||||||||||||
Other operating expense | — | — | 2,092 | 2,092 | ||||||||||||||||
Operating income (loss) | $ | 15,547 | $ | 64,831 | $ | (158,865 | ) | $ | 331,903 | |||||||||||
Income (loss) from unconsolidated | $ | (3,842 | ) | $ | 1,226 | $ | — | $ | 130,420 | |||||||||||
affiliates | ||||||||||||||||||||
Capital expenditures | $ | 342,839 | -3 | $ | 106,718 | -4 | $ | 163,522 | $ | 1,058,599 | ||||||||||
Total assets | $ | 1,040,199 | $ | 773,104 | $ | 553,805 | $ | 7,917,446 | ||||||||||||
(1) | Amount excludes $289.7 million for the Partnership’s share of capital expenditures included in investments in unconsolidated affiliates. | |||||||||||||||||||
(2) | Amount includes $29.6 million of capital expenditures attributable to noncontrolling interest owners. | |||||||||||||||||||
(3) | Amount excludes $376.8 million for the Partnership’s share of capital expenditures included in investments in unconsolidated affiliates and includes $122.0 million of capital expenditures attributable to noncontrolling interest owners. | |||||||||||||||||||
(4) | Amount excludes $4.9 million for the Partnership’s share of capital expenditures included in investments in unconsolidated affiliates. | |||||||||||||||||||
For the year ended December 31, 2012 | ||||||||||||||||||||
Barnett | Eagle Ford | Haynesville | Marcellus | Niobrara | ||||||||||||||||
Revenues | $ | 395,467 | $ | 7,232 | $ | 68,184 | $ | 783 | $ | 116 | ||||||||||
Operating expenses | 101,703 | 1,604 | 15,642 | 188 | 85 | |||||||||||||||
Depreciation and amortization expense | 93,343 | 968 | 33,210 | 6 | 79 | |||||||||||||||
General and administrative expense | — | — | — | — | — | |||||||||||||||
Other operating expense | — | — | — | — | — | |||||||||||||||
Operating income (loss) | $ | 200,421 | $ | 4,660 | $ | 19,332 | $ | 589 | $ | (48 | ) | |||||||||
Income (loss) from unconsolidated affiliates | $ | — | $ | — | $ | — | $ | 67,592 | $ | — | ||||||||||
Capital expenditures | $ | 98,507 | $ | 11,796 | $ | 23,578 | $ | — | -1 | $ | 1,967 | |||||||||
Total assets | $ | 1,573,789 | $ | 925,694 | $ | 1,324,599 | $ | 1,142,550 | $ | 91,236 | ||||||||||
Utica | Mid-Continent | Corporate | Consolidated | |||||||||||||||||
Revenues | $ | 353 | $ | 136,312 | $ | — | $ | 608,447 | ||||||||||||
Operating expenses | 159 | 52,979 | 25,279 | 197,639 | ||||||||||||||||
Depreciation and amortization expense | 48 | 32,042 | 5,821 | 165,517 | ||||||||||||||||
General and administrative expense | — | — | 67,579 | 67,579 | ||||||||||||||||
Other operating expense | — | — | (766 | ) | (766 | ) | ||||||||||||||
Operating income (loss) | $ | 146 | $ | 51,291 | $ | (97,913 | ) | $ | 178,478 | |||||||||||
Income (loss) from unconsolidated affiliates | $ | (38 | ) | $ | (12 | ) | $ | — | $ | 67,542 | ||||||||||
Capital expenditures | $ | 126 | $ | 184,285 | $ | 30,241 | $ | 350,500 | ||||||||||||
Total assets | $ | 356,662 | $ | 714,510 | $ | 432,060 | $ | 6,561,100 | ||||||||||||
(1) | Amount excludes $384.4 million for the Partnership’s share of capital expenditures included in investments in unconsolidated affiliates. | |||||||||||||||||||
For the year ended December 31, 2011 | ||||||||||||||||||||
Barnett | Eagle Ford | Haynesville | Marcellus | Niobrara | ||||||||||||||||
Revenues | $ | 361,843 | $ | — | $ | 93,107 | $ | — | — | |||||||||||
Operating expenses | 94,009 | — | 18,057 | — | — | |||||||||||||||
Depreciation and amortization expense | 76,979 | — | 29,051 | — | — | |||||||||||||||
General and administrative expense | — | — | — | — | — | |||||||||||||||
Other operating expense | — | — | — | — | — | |||||||||||||||
Operating income | $ | 190,855 | $ | — | $ | 45,999 | $ | — | $ | — | ||||||||||
Income from unconsolidated affiliates | $ | — | $ | — | $ | — | $ | 433 | $ | — | ||||||||||
Capital expenditures | $ | 253,126 | $ | — | $ | 56,087 | $ | — | $ | — | ||||||||||
Total Assets | $ | 1,584,207 | $ | — | $ | 527,527 | $ | 886,558 | $ | — | ||||||||||
Utica | Mid-Continent | Corporate | Consolidated | |||||||||||||||||
Revenues | $ | — | $ | 110,979 | $ | — | $ | 565,929 | ||||||||||||
Operating expenses | — | 47,749 | 17,036 | 176,851 | ||||||||||||||||
Depreciation and amortization expense | — | 28,014 | 2,125 | 136,169 | ||||||||||||||||
General and administrative expense | — | — | 40,380 | 40,380 | ||||||||||||||||
Other operating expense | — | — | 739 | 739 | ||||||||||||||||
Operating income | $ | — | $ | 35,216 | $ | (60,280 | ) | $ | 211,790 | |||||||||||
Income from unconsolidated affiliates | $ | — | $ | — | $ | — | $ | 433 | ||||||||||||
Capital expenditures | $ | — | $ | 88,259 | $ | 21,362 | $ | 418,834 | ||||||||||||
Total Assets | $ | — | $ | 531,410 | $ | 153,536 | $ | 3,683,238 | ||||||||||||
Quarterly_Financial_Data_Unaud1
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Quarterly Financial Data (Unaudited) | ' | |||||||||||||||
Summarized unaudited quarterly financial data for 2013 and 2012 are as follows ($ in thousands except per share data): | ||||||||||||||||
Quarters Ended | ||||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||||
2013 | 2013 | 2013 | 2013 | |||||||||||||
Total revenues | $ | 236,959 | $ | 247,242 | $ | 260,943 | $ | 328,078 | ||||||||
Gross profit(a) | 154,196 | 164,398 | 177,410 | 238,502 | ||||||||||||
Net income | 60,696 | 70,427 | 79,211 | 130,815 | ||||||||||||
Net income attributable to Access Midstream Partners, L.P. | 59,538 | 69,213 | 78,217 | 129,057 | ||||||||||||
Net income per common units | $ | 0.14 | $ | 0.18 | $ | 0.22 | $ | 0.47 | ||||||||
Net income per subordinated units | $ | 0.29 | $ | 0.31 | $ | 0.33 | $ | — | ||||||||
Quarters Ended | ||||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||||
2012 | 2012 | 2012 | 2012 | |||||||||||||
Total revenues | $ | 154,674 | $ | 149,332 | $ | 156,092 | $ | 148,349 | ||||||||
Gross profit(a) | 105,992 | 104,601 | 106,287 | 93,928 | ||||||||||||
Net income | 52,366 | 51,606 | 50,228 | 24,187 | ||||||||||||
Net income attributable to Access Midstream Partners, L.P. | 52,366 | 51,606 | 50,228 | 24,255 | ||||||||||||
Net income per common units | $ | 0.34 | $ | 0.34 | $ | 0.32 | $ | 0.11 | ||||||||
Net income per subordinated units | $ | 0.34 | $ | 0.34 | $ | 0.32 | $ | 0.14 | ||||||||
• | Total revenue less operating costs. |
Description_of_Business_and_Ba3
Description of Business and Basis of Presentation - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||
Apr. 02, 2013 | Dec. 18, 2012 | Dec. 20, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Aug. 02, 2013 | Dec. 29, 2011 | Dec. 31, 2013 | Apr. 02, 2013 | Dec. 18, 2012 | Apr. 02, 2013 | Dec. 18, 2012 | Dec. 20, 2012 | Dec. 20, 2012 | Dec. 31, 2013 | Dec. 29, 2011 | Dec. 29, 2011 | Jun. 30, 2012 | Jun. 30, 2012 | Dec. 29, 2011 | Dec. 31, 2013 | Dec. 29, 2011 | Dec. 31, 2013 | Dec. 20, 2012 | Dec. 20, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | |
Common Units | Common Units | Common Units | Underwriters Overallotment Option | Underwriters Overallotment Option | Convertible Class B Units | Subordinated Class C Units | General Partner | Fiscal Year 2012 | Fiscal Year 2013 | Chesapeake and Total | Global Infrastructure Partners | Appalachia Midstream | Appalachia Midstream | Marcellus | Chesapeake Midstream Operating, L.L.C. | Chesapeake Midstream Operating, L.L.C. | Chesapeake Midstream Operating, L.L.C. | Chesapeake Midstream Operating, L.L.C. | Chesapeake Midstream Operating, L.L.C. | Chesapeake Midstream Operating, L.L.C. | Williams Acquisition | Williams Acquisition | Williams Acquisition | Williams Acquisition | Williams Acquisition | GIP I Entities and GIP II | GIP I Entities and GIP II | GIP I Entities and GIP II | GIP I Entities and GIP II | GIP I Entities and GIP II | Aggregate | Publicly Owned | Publicly Owned | |||||||||
mi | Gas Gathering Agreement | Gas Gathering Agreement | Gas Gathering Agreement | Gas Gathering Agreement | Convertible Class B Units | Subordinated Class C Units | Subordinated Units | General Partner | Common Units | Convertible Class B Units | Subordinated Class C Units | General Partner | Common Units | |||||||||||||||||||||||||||||
mi | acre | Minimum | Maximum | |||||||||||||||||||||||||||||||||||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
General partnership interest | 2.00% | ' | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | 50.00% | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | 50.00% | ' | 50.00% | ' | ' | ' | 1.00% | ' | ' | ' |
Consideration paid for acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $879,300,000 | ' | ' | $2,160,000,000 | $2,160,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | $1,800,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Common units issued for acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,791,605 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consideration paid In cash | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600,000,000 | 600,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of Operation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of Limited Partnership Interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 47.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of gas gathering system | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Pipeline | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 549 | ' | ' | 1,675 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of ownership interest | ' | ' | ' | ' | ' | ' | ' | 53.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Intangible assets amortization period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '15 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum Estimated Operating Income | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000,000 | 150,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of equity interest acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Pipeline area covered | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Term of agreements associated with assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | '20 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Market value of common units | ' | ' | ' | ' | ' | ' | 300,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares issued | ' | ' | ' | 900,000 | ' | ' | ' | ' | ' | 10,350,000 | 18,400,000 | 1,350,000 | 2,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross offering proceeds | 399,800,000 | 569,300,000 | ' | 50,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Manager fees | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, par value | $39.86 | $32.15 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Capital contribution from Partnerships' general partner | 8,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Partners' capital account units, sale of units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,900,000 | 5,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of general partner interests | ' | ' | $712,100,000 | $10,000,000 | $49,841,000 | $5,702,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Partnership units outstanding | ' | ' | ' | ' | ' | ' | ' | ' | 34,538,061 | ' | ' | ' | ' | ' | ' | 2,055,355 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,212,179 | 5,599,634 | 34,538,061 | ' | 2,055,355 | 52,342,727 | 6,212,179 | 5,599,634 | ' | ' | ' | 90,920,359 |
Limited partnership interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 31.20% | ' | ' | ' | ' | 22.60% | 22.60% | ' |
Common_Subordinated_Convertibl
Common, Subordinated, Convertible Class B, Subordinated Class C and General Partner Units Issued (Detail) | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Common Units | Common Units | Subordinated Units | Subordinated Units | Convertible Class B Units | Convertible Class B Units | Subordinated Class C Units | Subordinated Class C Units | Limited Partners Common | Limited Partners Common | Limited Partners Common | Limited Partners Common | Limited Partners Common | Limited Partners Common | Limited Partners Common | Limited Partners Common | Limited Partners Common | Limited Partners Common | General Partner | General Partner | General Partner | ||||
Common Units | Common Units | Common Units | Subordinated Units | Subordinated Units | Subordinated Units | Convertible Class B Units | Convertible Class B Units | Subordinated Class C Units | Subordinated Class C Units | |||||||||||||||
Limited Partners Capital Account [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Limited partner units issued at beginning period | ' | ' | ' | 177,801,147 | 97,324,453 | 0 | 69,076,122 | 12,424,358 | 11,858,050 | 11,199,268 | 11,199,268 | 97,324,453 | 78,876,643 | 69,083,265 | 69,076,122 | 69,076,122 | 69,076,122 | 11,858,050 | ' | ' | 11,199,268 | ' | ' | ' |
Long-term incentive plan awards | 100,248 | 48,786 | 1,945 | ' | ' | ' | ' | ' | ' | ' | ' | 98,242 | 47,810 | 1,773 | ' | ' | ' | ' | ' | ' | ' | 2,006 | 976 | 172 |
Equity issuance | 10,561,224 | 42,303,386 | 9,991,443 | ' | ' | ' | ' | ' | ' | ' | ' | 10,350,000 | 18,400,000 | 9,791,605 | ' | ' | ' | ' | 11,858,050 | 11,199,268 | ' | 211,224 | 846,068 | 199,838 |
Limited partner units issued at ending period | ' | ' | ' | 177,801,147 | 97,324,453 | 0 | 69,076,122 | 12,424,358 | 11,858,050 | 11,199,268 | 11,199,268 | 177,801,147 | 97,324,453 | 78,876,643 | ' | 69,076,122 | 69,076,122 | 12,424,358 | 11,858,050 | 11,199,268 | 11,199,268 | ' | ' | ' |
Conversion of subordinated units to common units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 69,076,122 | ' | ' | -69,076,122 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
ATM equity issuance | 971,765 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 952,330 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 19,435 | ' | ' |
Paid-in-kind Class B unit distributions | 577,865 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 566,308 | ' | ' | ' | 11,557 | ' | ' |
General partner unites issued at beginning period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,866,488 | 3,019,444 | 2,819,434 |
General partner unites issued at ending period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,110,710 | 3,866,488 | 3,019,444 |
Unites issued at beginning period | 193,324,381 | 150,972,209 | 140,978,821 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unites issued at ending period | 205,535,483 | 193,324,381 | 150,972,209 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 12 Months Ended | |||
Share data in Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' |
Cash and cash equivalents | $17,229,000 | $64,994,000 | $22,000 | $17,816,000 |
Book overdrafts | 37,520,000 | 47,987,000 | ' | ' |
Allowance for doubtful accounts | 0 | 0 | ' | ' |
Stock-based compensation expense | 35,000,000 | 9,000,000 | 3,800,000 | ' |
Amortization expense | 24,000,000 | 11,300,000 | 11,300,000 | ' |
Carrying value of the Partnership’s intangible assets | 418,400,000 | 377,800,000 | ' | ' |
Accumulated amortization, net | 46,000,000 | 22,600,000 | ' | ' |
Intangible asset amortization for each of the next five years | 22,800,000 | ' | ' | ' |
Access Midstream Long-Term Incentive Plan | ' | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | 29,700,000 | ' | ' | ' |
Common units to be awarded | 3.5 | ' | ' | ' |
Unrecognized compensation expense attributable to LTIP | 33,500,000 | ' | ' | ' |
Unrecognized share-based compensation expense, weighted average period recognized | '4 years | ' | ' | ' |
Minimum | ' | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' |
Award vesting period | '4 years | ' | ' | ' |
Maximum | ' | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' |
Award vesting period | '5 years | ' | ' | ' |
Chesapeake Midstream Operating, L.L.C. | Customer Relationships | ' | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' |
Estimated useful life of customer relationship | '20 years | '20 years | ' | ' |
Appalachia Midstream | Customer Relationships | ' | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' |
Estimated useful life of customer relationship | '15 years | ' | ' | ' |
Gas Gathering System | Chesapeake Midstream Operating, L.L.C. | ' | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' |
Number of gas gathering system | 10 | ' | ' | ' |
Bank Overdrafts | ' | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' |
Book overdrafts | $25,100,000 | $30,000,000 | ' | ' |
Schedule_of_Financial_Liabilit
Schedule of Financial Liabilities (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Revolving Credit Facility | ' | ' |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ' | ' |
Debt Instrument, Carrying Amount | $343,500 | ' |
Revolving Credit Facility | Fair Value, Inputs, Level 2 | ' | ' |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ' | ' |
Long-term debt, Fair Value | 343,500 | ' |
Premium on 2021 Notes | ' | ' |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ' | ' |
Debt Instrument, Carrying Amount | 5,730 | ' |
Premium on 2021 Notes | Fair Value, Inputs, Level 2 | ' | ' |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ' | ' |
Long-term debt, Fair Value | 5,730 | ' |
5.875 Percent Senior Notes due April 2021 | ' | ' |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ' | ' |
Debt Instrument, Carrying Amount | 750,000 | 350,000 |
5.875 Percent Senior Notes due April 2021 | Fair Value, Inputs, Level 2 | ' | ' |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ' | ' |
Long-term debt, Fair Value | 801,098 | 370,125 |
6.125 Percent Senior Notes due July 2022 | ' | ' |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ' | ' |
Debt Instrument, Carrying Amount | 750,000 | 750,000 |
6.125 Percent Senior Notes due July 2022 | Fair Value, Inputs, Level 2 | ' | ' |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ' | ' |
Long-term debt, Fair Value | 804,848 | 810,000 |
4.875 Percent Senior Notes due May 2023 | ' | ' |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ' | ' |
Debt Instrument, Carrying Amount | 1,400,000 | 1,400,000 |
4.875 Percent Senior Notes due May 2023 | Fair Value, Inputs, Level 2 | ' | ' |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ' | ' |
Long-term debt, Fair Value | $1,355,382 | $1,428,882 |
LTIP_Award_Activity_Detail
LTIP Award Activity (Detail) (USD $) | 12 Months Ended |
Dec. 31, 2012 | |
Units | ' |
Restricted units unvested at beginning of period | 511,177 |
Granted | 971,667 |
Vested | -101,023 |
Forfeited | -199,533 |
Restricted units unvested at end of period | 1,182,288 |
Value per Unit | ' |
Restricted units unvested at beginning of period | $28.55 |
Granted | $38.40 |
Vested | $27.40 |
Forfeited | $32.29 |
Restricted units unvested at end of period | $36.11 |
Partnership_Distributions_Addi
Partnership Distributions - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | |||||
Aug. 15, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Aug. 15, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
Maximum | Convertible Class B Units | Cash Distributions for Limited and General Partner | Cash Distributions for Limited and General Partner | Cash Distributions for Limited and General Partner | Subordinated Units | Subordinated Class C Units | Subordinated Class C Units | |||
Limited Partners Capital Account [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash distribution period | ' | ' | ' | ' | '45 days | ' | ' | ' | ' | ' |
Cash distribution paid | ' | ' | ' | ' | $389,100,000 | $251,700,000 | $200,900,000 | ' | ' | ' |
Subordinated units converted into common units | 69,076,122 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Units converted into common units, basis description | ' | ' | ' | ' | ' | ' | ' | 'one-for-one | 'one-for-one | ' |
Beneficial conversion feature | ' | ' | ' | $58,300,000 | ' | ' | ' | ' | ' | $36,700,000 |
Maximum percentage of cash that can be distributed for general partner | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' |
General partnership interest and distribution right | ' | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Incentive_Distributions_Specif
Incentive Distributions Specified Target Levels (Detail) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Incentive Distribution Made To Managing Member Or General Partner [Line Items] | ' |
General partner | 2.00% |
Minimum Quarterly Distribution | ' |
Incentive Distribution Made To Managing Member Or General Partner [Line Items] | ' |
Total quarterly distribution per unit | 0.3375 |
Unitholders | 98.00% |
General partner | 2.00% |
First Target Distribution | Maximum | ' |
Incentive Distribution Made To Managing Member Or General Partner [Line Items] | ' |
Total quarterly distribution per unit | 0.388125 |
Unitholders | 98.00% |
General partner | 2.00% |
Second Target Distribution | Minimum | ' |
Incentive Distribution Made To Managing Member Or General Partner [Line Items] | ' |
Total quarterly distribution per unit | 0.388125 |
Unitholders | 85.00% |
General partner | 15.00% |
Second Target Distribution | Maximum | ' |
Incentive Distribution Made To Managing Member Or General Partner [Line Items] | ' |
Total quarterly distribution per unit | 0.421875 |
Third Target Distribution | Minimum | ' |
Incentive Distribution Made To Managing Member Or General Partner [Line Items] | ' |
Total quarterly distribution per unit | 0.421875 |
Unitholders | 75.00% |
General partner | 25.00% |
Third Target Distribution | Maximum | ' |
Incentive Distribution Made To Managing Member Or General Partner [Line Items] | ' |
Total quarterly distribution per unit | 0.50625 |
Thereafter | Minimum | ' |
Incentive Distribution Made To Managing Member Or General Partner [Line Items] | ' |
Total quarterly distribution per unit | 0.50625 |
Unitholders | 50.00% |
General partner | 50.00% |
Partnerships_Calculation_of_Ne
Partnership's Calculation of Net Income Per Unit for Common and Subordinated Limited Partner Units (Detail) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |||
Earnings Per Unit [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Net income attributable to Access Midstream Partners, L.P. | $130,815 | $79,211 | $70,427 | $60,696 | $24,187 | $50,228 | $51,606 | $52,366 | $336,025 | $178,455 | $194,337 | |||
Less general partner interest in net income | ' | ' | ' | ' | ' | ' | ' | ' | -40,681 | -8,481 | -5,070 | |||
Limited partner interest in net income | ' | ' | ' | ' | ' | ' | ' | ' | 295,344 | 169,974 | 189,267 | |||
Weighted average limited partner units outstanding – basic and diluted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Weighted average limited partner units outstanding basic and diluted | ' | ' | ' | ' | ' | ' | ' | ' | 175,479,096 | 149,134,804 | 138,447,316 | |||
Common Units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Earnings Per Unit [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Limited partner interest in net income | ' | ' | ' | ' | ' | ' | ' | ' | 147,706 | [1] | 89,019 | [1] | 94,896 | [1] |
Net income per limited partner unit – basic and diluted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Net income per unit - basic and diluted | ' | ' | ' | ' | ' | ' | ' | ' | $1.01 | $1.11 | $1.37 | |||
Weighted average limited partner units outstanding – basic and diluted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Weighted average limited partner units outstanding basic and diluted | ' | ' | ' | ' | ' | ' | ' | ' | 132,708,675 | 80,058,682 | 69,371,194 | |||
Subordinated Units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Earnings Per Unit [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Limited partner interest in net income | ' | ' | ' | ' | ' | ' | ' | ' | 52,564 | 78,736 | 94,371 | |||
Net income per limited partner unit – basic and diluted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Net income per unit - basic and diluted | ' | ' | ' | ' | ' | ' | ' | ' | $0.93 | $1.14 | $1.37 | |||
Weighted average limited partner units outstanding – basic and diluted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Weighted average limited partner units outstanding basic and diluted | ' | ' | ' | ' | ' | ' | ' | ' | 42,770,421 | 69,076,122 | 69,076,122 | |||
Convertible Class B Units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Earnings Per Unit [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Limited partner interest in net income | ' | ' | ' | ' | ' | ' | ' | ' | 45,987 | [1] | 1,038 | [1] | ' | |
Subordinated Class C Units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Earnings Per Unit [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Limited partner interest in net income | ' | ' | ' | ' | ' | ' | ' | ' | $49,087 | [1] | $1,181 | [1] | ' | |
[1] | Adjusted to reflect amortization for the beneficial conversion feature |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Related Party Transaction [Line Items] | ' | ' | ' |
General and administrative expense | $104,332,000 | $67,579,000 | $40,380,000 |
Reimbursement of service cost to GIP | 400,000 | 1,700,000 | 600,000 |
Minimum | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Termination notice period | '6 months | ' | ' |
Employee Secondment Agreement | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
General and administrative expense | ' | 11,700,000 | 4,400,000 |
Service costs | ' | 49,400,000 | 42,100,000 |
Operating expenses | ' | 37,700,000 | 37,700,000 |
Compressor Agreement | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Agreement expiration date | 30-Sep-19 | ' | ' |
Compressor Agreement | Minimum | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Termination notice period | '60 days | ' | ' |
Related Party Transactions | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
General and administrative expense | ' | 22,300,000 | 23,700,000 |
Related party transaction | 'The fee was calculated as the lesser of $0.0310/Mcf gathered or actual corporate overhead costs. | ' | ' |
Compressor rental charges | ' | $65,300,000 | $57,600,000 |
Chief Executive Officer | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Reimbursement of service cost to Chesapeake | 50.00% | ' | ' |
Percentage_of_Revenues_from_Ch
Percentage of Revenues from Chesapeake, Total and Other Customers (Detail) | 12 Months Ended | |||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||||
Concentration Risk [Line Items] | ' | ' | ' | |||
Percentage of revenues | 100.00% | [1] | 100.00% | [1] | 100.00% | [1] |
Chesapeake | ' | ' | ' | |||
Concentration Risk [Line Items] | ' | ' | ' | |||
Percentage of revenues | 84.40% | 80.70% | 82.90% | |||
Total | ' | ' | ' | |||
Concentration Risk [Line Items] | ' | ' | ' | |||
Percentage of revenues | 9.60% | 14.10% | 14.00% | |||
Other | ' | ' | ' | |||
Concentration Risk [Line Items] | ' | ' | ' | |||
Percentage of revenues | 6.00% | 5.20% | 3.10% | |||
[1] | Revenues from Appalachia Midstream are accounted for as part of the Partnership’s equity method investment. |
Concentration_of_Credit_Risk_A
Concentration of Credit Risk - Additional Information (Detail) (USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |||
Customer | Customer | |||||
Concentration Risk [Line Items] | ' | ' | ' | |||
Number of customers from whom revenues exceed 10 percent of consolidated revenue | ' | 2 | 2 | |||
Sales to the Company's largest customer on total net sales, percentage | 100.00% | [1] | 100.00% | [1] | 100.00% | [1] |
Accounts receivable | $222,409 | $133,543 | ' | |||
Chesapeake | ' | ' | ' | |||
Concentration Risk [Line Items] | ' | ' | ' | |||
Number of customers from whom revenues exceed 10 percent of consolidated revenue | 1 | ' | ' | |||
Sales to the Company's largest customer on total net sales, percentage | 10.00% | 10.00% | 10.00% | |||
Accounts receivable | $176,500 | $80,000 | ' | |||
Total | ' | ' | ' | |||
Concentration Risk [Line Items] | ' | ' | ' | |||
Sales to the Company's largest customer on total net sales, percentage | ' | 10.00% | 10.00% | |||
[1] | Revenues from Appalachia Midstream are accounted for as part of the Partnership’s equity method investment. |
Summary_of_Historical_Cost_of_
Summary of Historical Cost of Partnership's Property, Plant and Equipment (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Property Plant And Equipment [Line Items] | ' | ' |
Property Plant And Equipment Gross | $5,974,940 | $5,125,746 |
Less: Accumulated depreciation | -859,551 | -590,614 |
Total net, property, plant and equipment | 5,290,800 | 4,632,048 |
Cash Distributions for Limited and General Partner | ' | ' |
Property Plant And Equipment [Line Items] | ' | ' |
Property Plant And Equipment Gross | 6,150,351 | 5,222,662 |
Less: Accumulated depreciation | -859,551 | -590,614 |
Total net, property, plant and equipment | 5,290,800 | 4,632,048 |
Cash Distributions for Limited and General Partner | Gas Gathering System | ' | ' |
Property Plant And Equipment [Line Items] | ' | ' |
Property Plant And Equipment Gross | 5,974,940 | 5,125,746 |
Property, plant and equipment useful life | '20 years | ' |
Cash Distributions for Limited and General Partner | Other Long Lived Assets | ' | ' |
Property Plant And Equipment [Line Items] | ' | ' |
Property Plant And Equipment Gross | $175,411 | $96,916 |
Cash Distributions for Limited and General Partner | Other Fixed Assets | Minimum | ' | ' |
Property Plant And Equipment [Line Items] | ' | ' |
Property, plant and equipment useful life | '2 years | ' |
Cash Distributions for Limited and General Partner | Other Fixed Assets | Maximum | ' | ' |
Property Plant And Equipment [Line Items] | ' | ' |
Property, plant and equipment useful life | '39 years | ' |
Property_Plant_and_Equipment_A
Property, Plant and Equipment - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Property Plant And Equipment [Line Items] | ' | ' | ' |
Gathering system under construction | $620.50 | $455.40 | ' |
Depreciation expense | $271.70 | $153.80 | $124.70 |
Allocation_of_Purchase_Price_T
Allocation of Purchase Price To Acquired Assets and Liabilities Assumed (Detail) (Chesapeake Midstream Operating, L.L.C., USD $) | Dec. 31, 2013 | Dec. 20, 2012 |
In Thousands, unless otherwise specified | ||
Chesapeake Midstream Operating, L.L.C. | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Property, plant and equipment | $1,890,036 | ' |
Intangible asset | 263,262 | ' |
Other | 6,702 | ' |
Total purchase price | $2,160,000 | $2,160,000 |
Acquisitions_and_Divestitures_1
Acquisitions and Divestitures (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Business Acquisition Pro Forma Information Nonrecurring Adjustment [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues, including revenue from affiliates | $328,078 | $260,943 | $247,242 | $236,959 | $148,349 | $156,092 | $149,332 | $154,674 | $1,073,222 | $608,447 | $565,929 |
Net income | ' | ' | ' | ' | ' | ' | ' | ' | 341,149 | 178,387 | 194,337 |
Net income attributable to Access Midstream Partners, L.P. | 130,815 | 79,211 | 70,427 | 60,696 | 24,187 | 50,228 | 51,606 | 52,366 | 336,025 | 178,455 | 194,337 |
Partnership Interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition Pro Forma Information Nonrecurring Adjustment [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues, including revenue from affiliates | ' | ' | ' | ' | ' | ' | ' | ' | ' | 670,702 | 689,840 |
Net income | ' | ' | ' | ' | ' | ' | ' | ' | ' | 117,334 | 69,390 |
Net income attributable to Access Midstream Partners, L.P. | ' | ' | ' | ' | ' | ' | ' | ' | ' | $117,861 | $69,390 |
Partnership Interest | Common Units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition Pro Forma Information Nonrecurring Adjustment [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income per unit - basic and diluted | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.72 | $0.49 |
Partnership Interest | Subordinated Units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition Pro Forma Information Nonrecurring Adjustment [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income per unit - basic and diluted | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.74 | $0.49 |
Acquisitions_and_Divestitures_2
Acquisitions and Divestitures - Additional Information (Detail) (USD $) | 9 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | |||||||||||
Sep. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 29, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 20, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 20, 2012 | Dec. 31, 2013 | Dec. 29, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 29, 2011 | Dec. 29, 2011 | |
Decrease to Property, Plant and Equipment | Increase to Intangible Assets | Increase to Other Net Assets | Working Capital Adjustments | Chesapeake Midstream Operating, L.L.C. | Chesapeake Midstream Operating, L.L.C. | Chesapeake Midstream Operating, L.L.C. | Chesapeake Midstream Operating, L.L.C. | Chesapeake Midstream Operating, L.L.C. | Chesapeake Midstream Operating, L.L.C. | Chesapeake Midstream Operating, L.L.C. | Appalachia Midstream | Appalachia Midstream | Appalachia Midstream | Marcellus | Marcellus | |||||
Customer Relationships | Customer Relationships | Gas Gathering Systems | Gas Gathering Systems | Customer Relationships | mi | Customer Relationships | ||||||||||||||
mi | ||||||||||||||||||||
acre | ||||||||||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition, effective date of acquisition | ' | ' | ' | ' | ' | ' | ' | ' | 20-Dec-12 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of equity interest acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consideration paid for acquisition | ' | ' | ' | ' | ' | ' | ' | $7,300,000 | $2,160,000,000 | ' | $2,160,000,000 | ' | ' | ' | ' | $879,300,000 | ' | ' | ' | ' |
Pipeline | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,675 | ' | ' | ' | ' | 549 | ' |
Pipeline area covered | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,300,000 | ' | ' | ' | ' | ' | ' |
Income from unconsolidated affiliates | ' | 130,420,000 | 67,542,000 | 433,000 | ' | ' | ' | ' | ' | 3,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | 400,000 | ' |
Purchase price attributable to customer relationships acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 263,300,000 | ' | ' | ' | ' | ' | ' | 461,200,000 |
Customer relationship useful life | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '20 years | '20 years | ' | ' | ' | ' | '15 years | ' | '15 years |
Common units issued for acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,791,605 | ' | ' | ' | ' |
Consideration paid In cash | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600,000,000 | 600,000,000 | ' | ' | ' |
Percentage of Operation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' |
Percentage of Limited Partnership Interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 47.00% | ' |
Number of gas gathering system | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10 | ' | ' | ' | 10 | ' |
Proceeds from Divestiture of Businesses | 32,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Combination Separately Recognized Transactions [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Separately recognized transactions, assets recognized | ' | ' | ' | ' | $70,800,000 | $55,400,000 | $15,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Partnership_Investment_Detail
Partnership Investment (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 29, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 01, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | Utica East Ohio Midstream LLC | Utica East Ohio Midstream LLC | Liberty Gas | Liberty Gas | Panhandle Gas Gathering System | Panhandle Gas Gathering System | Victory Gas | Victory Gas | Rome Gas | Rome Gas | Overfield Gas Gathering System Gas | Overfield Gas Gathering System Gas | Smithfield Gas Gathering Gas | Smithfield Gas Gathering Gas | Selbyville Gas | Selbyville Gas | Ranch Westex JV, LLC | Ranch Westex JV, LLC | Ranch Westex JV, LLC | Other Affiliates Gas | Other Affiliates Gas | |||
Gas Gathering System | Gas Gathering System | Gas Gathering System | Gas Gathering System | Gas Gathering System | Gas Gathering System | Gas Gathering System | Gas Gathering System | Gas Gathering System | Gas Gathering System | Gas Gathering System | Gas Gathering System | Gas Gathering System | Gas Gathering System | Gas Gathering System | Gas Gathering System | Gas Gathering System | Gas Gathering System | Gas Gathering System | Gas Gathering System | |||||
Schedule Of Investments [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of ownership interest | ' | ' | 53.00% | 49.00% | ' | 33.75% | ' | 67.50% | ' | 67.50% | ' | 33.75% | ' | 67.50% | ' | 67.50% | ' | 67.50% | ' | 33.33% | 33.33% | ' | ' | ' |
Other gas gathering systems | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'various | ' |
Investments | $1,936,603 | $1,297,811 | ' | $471,891 | $125,416 | $354,316 | $264,625 | $237,656 | $149,654 | $190,353 | $178,011 | $181,147 | $160,087 | $125,959 | $101,339 | $107,009 | $82,347 | $73,463 | $65,354 | ' | $36,060 | $35,012 | $158,749 | $135,966 |
Unconsolidated_Affiliates_Addi
Unconsolidated Affiliates - Additional Information (Detail) (USD $) | Dec. 29, 2011 | Dec. 01, 2011 | Dec. 29, 2011 | Dec. 29, 2011 | Dec. 29, 2011 |
In Thousands, unless otherwise specified | Ranch Westex JV, LLC | Appalachia Midstream | Appalachia Midstream | Marcellus | |
Property | Maximum | mi | |||
PartnershipUnit | |||||
Investments In And Advances To Affiliates [Line Items] | ' | ' | ' | ' | ' |
Consideration paid for acquisition | ' | ' | $879,300 | ' | ' |
Percentage of Operation | ' | ' | ' | ' | 100.00% |
Percentage of Limited Partnership Interest | ' | ' | ' | ' | 47.00% |
Number of gas gathering system | ' | ' | ' | ' | 10 |
Pipeline | ' | ' | ' | ' | 549 |
Percentage of ownership interest | 53.00% | 33.33% | ' | ' | ' |
Gas gathering agreement term | ' | ' | ' | '15 years | ' |
Number of equity holders among which performance will be shared | ' | 3 | ' | ' | ' |
Number of plants | ' | 2 | ' | ' | ' |
Unconsolidated_Affiliates_Fina
Unconsolidated Affiliates Financial Information Balance Sheet (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | |||
Schedule Of Investments [Line Items] | ' | ' | ' |
Current assets | $257,931 | $219,766 | ' |
Property, plant, and equipment | 5,290,800 | 4,632,048 | ' |
Total assets | 7,917,446 | 6,561,100 | 3,683,238 |
Current liabilities | 306,472 | 259,261 | ' |
Partner’s capital | 4,098,906 | 3,684,833 | ' |
Unconsolidated Affiliates | ' | ' | ' |
Schedule Of Investments [Line Items] | ' | ' | ' |
Current assets | 196,567 | 70,234 | ' |
Property, plant, and equipment | 3,249,371 | 1,528,894 | ' |
Other assets | 6,166 | 301 | ' |
Total assets | 3,452,104 | 1,599,429 | ' |
Current liabilities | 96,275 | 23,424 | ' |
Other liabilities | 87,886 | 111,718 | ' |
Partner’s capital | 3,267,943 | 1,464,287 | ' |
Total liabilities and partner’s capital | $3,452,104 | $1,599,429 | ' |
Unconsolidated_Affiliates_Fina1
Unconsolidated Affiliates Financial Information Income statement (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Schedule Of Investments [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues, including revenue from affiliates | $328,078 | $260,943 | $247,242 | $236,959 | $148,349 | $156,092 | $149,332 | $154,674 | $1,073,222 | $608,447 | $565,929 |
Net income | 130,815 | 79,211 | 70,427 | 60,696 | 24,187 | 50,228 | 51,606 | 52,366 | 336,025 | 178,455 | 194,337 |
Unconsolidated Affiliates | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule Of Investments [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues, including revenue from affiliates | ' | ' | ' | ' | ' | ' | ' | ' | 520,388 | 308,845 | 1,150 |
Operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 230,974 | 97,594 | 195 |
Net income | ' | ' | ' | ' | ' | ' | ' | ' | $289,441 | $211,361 | $955 |
Summary_Of_Changes_In_Asset_Re
Summary Of Changes In Asset Retirement Obligations (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Recorded Unconditional Purchase Obligation [Line Items] | ' | ' | ' |
Asset retirement obligations, beginning of period | $5,335 | $3,409 | $2,878 |
Additions | ' | 1,816 | 131 |
Revisions | -1,314 | -133 | 193 |
Accretion expense | 500 | 243 | 207 |
Deletions | ' | ' | ' |
Asset retirement obligations, end of period | $4,521 | $5,335 | $3,409 |
Partnerships_Outstanding_Debt_
Partnership's Outstanding Debt (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Long-term debt | $3,249,230 | $2,500,000 |
Revolving Credit Facility | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | 343,500 | ' |
5.875 Percent Senior Notes due April 2021 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | 750,000 | 350,000 |
Premium on Long-term Debt | 5,730 | ' |
6.125 Percent Senior Notes due July 2022 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | 750,000 | 750,000 |
4.875 Percent Senior Notes due May 2023 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | $1,400,000 | $1,400,000 |
Partnerships_Outstanding_Debt_1
Partnership's Outstanding Debt (Parenthetical) (Detail) | 12 Months Ended | 12 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2013 | Dec. 31, 2012 | Aug. 14, 2013 | Apr. 19, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 11, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 19, 2012 | |
5.875 Percent Senior Notes due April 2021 | 5.875 Percent Senior Notes due April 2021 | 5.875 Percent Senior Notes due April 2021 | 5.875 Percent Senior Notes due April 2021 | 6.125 Percent Senior Notes due July 2022 | 6.125 Percent Senior Notes due July 2022 | 6.125 Percent Senior Notes due July 2022 | 4.875 Percent Senior Notes due May 2023 | 4.875 Percent Senior Notes due May 2023 | 4.875 Percent Senior Notes due May 2023 | |
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, interest rate | 5.88% | 5.88% | 5.88% | 5.88% | 6.13% | 6.13% | 6.13% | 4.88% | 4.88% | 4.88% |
Debt, maturity date | '2021-04 | '2021-04 | ' | ' | '2022-07 | '2022-07 | ' | '2023-05 | '2023-05 | ' |
LongTerm_Debt_and_Interest_Exp2
Long-Term Debt and Interest Expense - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Aug. 14, 2013 | Dec. 29, 2011 | Aug. 14, 2013 | Apr. 19, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 11, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 19, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 19, 2011 | Jan. 11, 2012 | Dec. 19, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | |
5.875 Percent Senior Notes due April 2021 | 5.875 Percent Senior Notes due April 2021 | 5.875 Percent Senior Notes due April 2021 | 5.875 Percent Senior Notes due April 2021 | 6.125 Percent Senior Notes due July 2022 | 6.125 Percent Senior Notes due July 2022 | 6.125 Percent Senior Notes due July 2022 | 4.875 Percent Senior Notes due May 2023 | 4.875 Percent Senior Notes due May 2023 | 4.875 Percent Senior Notes due May 2023 | Senior Notes | Maximum | Maximum | Maximum | Maximum | Maximum | Maximum | Maximum | Maximum | Maximum | Maximum | Maximum | Minimum | Minimum | Minimum | Minimum | Minimum | Minimum | Minimum | Minimum | Amended Revolving Credit Facility | Amended Revolving Credit Facility | Swing Line Loan | Letter of Credit | ACMP Finance Corp. | Access Midstream Long-Term Incentive Plan | Guarantors | ||||||
5.875 Percent Senior Notes due April 2021 | 6.125 Percent Senior Notes due July 2022 | 4.875 Percent Senior Notes due May 2023 | Achieving Investment Grade Status | Libor Plus Rate | London Inter Bank Offered Rate Plus | Eurodollar rate plus a margin | Leverage Based Pricing Grid | Ratings Based Pricing Grid | Achieving Investment Grade Status | Revolving Credit Facilities | Federal Funds Effective Rate Plus | London Inter Bank Offered Rate Plus | Eurodollar rate plus a margin | Leverage Based Pricing Grid | Ratings Based Pricing Grid | |||||||||||||||||||||||||||
Line Of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maturity date Of revolving credit facility outstanding amount | ' | '2016-06 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2018-05 | ' | ' | ' | ' | ' | ' |
Revolving credit facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,750,000,000 | $100,000,000 | $200,000,000 | ' | ' | ' |
Additional borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Borrowing capacity description | 'The revolving credit facility is secured by all of the Partnership’s assets, and loans thereunder (other than swing line loans) bear interest at the Partnership’s option at either (i) the greater of (a) the reference rate of Wells Fargo Bank, NA, (b) the federal funds effective rate plus 0.50 percent or (c) the Eurodollar rate which is based on the London Interbank Offered Rate (LIBOR), plus 1.00 percent, each of which is subject to a margin that varies from 0.50 percent to 1.50 percent per annum, according to the Partnership’s leverage ratio (as defined in the agreement), or (ii) the Eurodollar rate plus a margin that varies from 1.50 percent to 2.50 percent per annum, according to the Partnership’s leverage ratio. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitment fee description | 'The unused portion of the credit facility is subject to commitment fees of (a) 0.25 percent to 0.375 percent per annum while the Partnership is subject to the leverage-based pricing grid, according to the Partnership’s leverage ratio and (b) 0.15 percent to 0.30 percent per annum while the Partnership is subject to the ratings-based pricing grid, according to its senior unsecured long-term debt ratings. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument variable rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | 1.50% | 2.50% | ' | ' | ' | ' | ' | 0.50% | 0.50% | 1.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unused credit facility commitment fees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.38% | 0.30% | ' | ' | ' | ' | ' | ' | 0.25% | 0.15% | ' | ' | ' | ' | ' | ' | ' |
Outstanding principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Leverage ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.5 | ' | ' | ' | ' | 5 | ' | ' | ' | ' | ' | 1 | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from issuance of private placement | ' | ' | ' | ' | ' | ' | 350,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, interest rate | ' | ' | ' | ' | ' | 5.88% | 5.88% | 5.88% | 5.88% | 6.13% | 6.13% | 6.13% | 4.88% | 4.88% | 4.88% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt issuance cost | ' | ' | ' | ' | ' | 5,800,000 | 8,200,000 | ' | ' | 13,800,000 | ' | ' | 25,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Senior Notes issued through private placement | ' | ' | ' | ' | ' | 400,000,000 | ' | ' | ' | 750,000,000 | ' | ' | 1,400,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net proceeds of additional notes issued | ' | ' | ' | ' | ' | 400,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notes Issued At Price Of Percent Of Principal Amount | ' | ' | ' | 101.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notes maturity date | ' | ' | ' | ' | ' | ' | 15-Apr-21 | ' | ' | 15-Jul-22 | ' | ' | 15-May-23 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest payable on Senior Notes | ' | ' | ' | ' | ' | ' | 'April 15, 2021 | ' | ' | 'May 15 and November 15 | ' | ' | 'May 15, 2023 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt redemption date | ' | ' | ' | ' | ' | ' | 15-Apr-15 | ' | ' | 15-Jan-17 | ' | ' | 15-Dec-17 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt redemption percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 35.00% | 35.00% | 35.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt redemption description | ' | ' | ' | ' | ' | ' | 'In addition, the Partnership may redeem up to 35 percent of the 2021 Notes prior to April 15, 2014 under certain circumstances with the net cash proceeds from certain equity offerings. | ' | ' | 'In addition, the Partnership may redeem up to 35 percent of the 2022 Notes prior to January 15, 2015 under certain circumstances with the net cash proceeds from certain equity offerings. | ' | ' | 'In addition, we may redeem up to 35 percent of the 2023 Notes prior to December 15, 2015 under certain circumstances with the net cash proceeds from certain equity offerings. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Senior notes covenants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The 2023 Notes, 2022 Notes and the 2021 Notes indentures contain covenants that, among other things, limit the Partnership’s ability and the ability of certain of the Partnership’s subsidiaries to: (1) sell assets including equity interests in its subsidiaries; (2) pay distributions on, redeem or purchase the Partnership’s units, or redeem or purchase the Partnership’s subordinated debt; (3) make investments; (4) incur or guarantee additional indebtedness or issue preferred units; (5) create or incur certain liens; (6) enter into agreements that restrict distributions or other payments from certain subsidiaries to the Partnership; (7) consolidate, merge or transfer all or substantially all of the Partnership’s or certain of the Partnership’s subsidiaries’ assets; (8) engage in transactions with affiliates; and (9) create unrestricted subsidiaries. These covenants are subject to important exceptions and qualifications. If the 2023 Notes, 2022 Notes or the 2021 Notes achieve an investment grade rating from either of Moody’s Investors Service, Inc. or Standard & Poor’s Ratings Services and no default, as defined in the indentures, has occurred or is continuing, many of these covenants will terminate. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of ownership interest | ' | ' | ' | ' | 53.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | 100.00% | 100.00% |
Capitalized interest | $43,900,000 | $14,600,000 | $9,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Long Term Purchase Commitment [Line Items] | ' | ' | ' |
Rental expense related to leases | $104.50 | $81.10 | $60.70 |
Future_Minimum_Rental_Payments
Future Minimum Rental Payments Due Under Operating Leases (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Leases Future Minimum Payments [Line Items] | ' |
2014 | $69,774 |
2015 | 54,058 |
2016 | 42,044 |
2017 | 26,274 |
2018 | 8,931 |
Thereafter | 18,685 |
Future minimum lease payments | $219,766 |
Summary_of_Assets_Under_Capita
Summary of Assets Under Capital Leases (Detail) (USD $) | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |
Disclosure - Summary of Assets Under Capital Leases (Detail) [Line Items] | ' |
Computer software | $9,370 |
Less: Accumulated amortization | -2,063 |
Net assets under capital lease | $7,307 |
Minimum_Lease_Payment_Under_Ca
Minimum Lease Payment Under Capital Leases (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Disclosure - Minimum Lease Payment Under Capital Leases (Detail) [Line Items] | ' |
2014 | $3,667 |
2015 | 3,667 |
2016 | 969 |
Less: Interest | -582 |
Net minimum lease payments under capital leases | 7,721 |
Less: Current portion of net minimum lease payments | -3,287 |
Long-term portion of net minimum lease payments | $4,434 |
Segment_Information_Additional
Segment Information - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Segment | |
Segment Reporting Information [Line Items] | ' |
Operating segments | 8 |
Summarized_Financial_Informati
Summarized Financial Information for Reportable Segments (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Revenues, including revenue from affiliates | $328,078 | $260,943 | $247,242 | $236,959 | $148,349 | $156,092 | $149,332 | $154,674 | $1,073,222 | $608,447 | $565,929 | ||
Operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 338,716 | 197,639 | 176,851 | ||
Depreciation and amortization expense | ' | ' | ' | ' | ' | ' | ' | ' | 296,179 | 165,517 | 136,169 | ||
General and administrative expense | ' | ' | ' | ' | ' | ' | ' | ' | 104,332 | 67,579 | 40,380 | ||
Other operating (income) expense | ' | ' | ' | ' | ' | ' | ' | ' | 2,092 | -766 | 739 | ||
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 331,903 | 178,478 | 211,790 | ||
Income (loss) from unconsolidated affiliates | ' | ' | ' | ' | ' | ' | ' | ' | 130,420 | 67,542 | 433 | ||
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 1,058,599 | 350,500 | 418,834 | ||
Total assets | 7,917,446 | ' | ' | ' | 6,561,100 | ' | ' | ' | 7,917,446 | 6,561,100 | 3,683,238 | ||
Barnett | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Revenues, including revenue from affiliates | ' | ' | ' | ' | ' | ' | ' | ' | 433,709 | 395,467 | 361,843 | ||
Operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 96,926 | 101,703 | 94,009 | ||
Depreciation and amortization expense | ' | ' | ' | ' | ' | ' | ' | ' | 97,941 | 93,343 | 76,979 | ||
General and administrative expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Other operating (income) expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 238,842 | 200,421 | 190,855 | ||
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 50,627 | 98,507 | 253,126 | ||
Total assets | 1,511,405 | ' | ' | ' | 1,573,789 | ' | ' | ' | 1,511,405 | 1,573,789 | 1,584,207 | ||
Eagle Ford | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Revenues, including revenue from affiliates | ' | ' | ' | ' | ' | ' | ' | ' | 278,282 | 7,232 | ' | ||
Operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 59,059 | 1,604 | ' | ||
Depreciation and amortization expense | ' | ' | ' | ' | ' | ' | ' | ' | 51,433 | 968 | ' | ||
General and administrative expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Other operating (income) expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 167,790 | 4,660 | ' | ||
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 316,002 | 11,796 | ' | ||
Total assets | 1,172,022 | ' | ' | ' | 925,694 | ' | ' | ' | 1,172,022 | 925,694 | ' | ||
Haynesville | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Revenues, including revenue from affiliates | ' | ' | ' | ' | ' | ' | ' | ' | 119,209 | 68,184 | 93,107 | ||
Operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 41,176 | 15,642 | 18,057 | ||
Depreciation and amortization expense | ' | ' | ' | ' | ' | ' | ' | ' | 80,770 | 33,210 | 29,051 | ||
General and administrative expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Other operating (income) expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | -2,737 | 19,332 | 45,999 | ||
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 17,186 | 23,578 | 56,087 | ||
Total assets | 1,276,795 | ' | ' | ' | 1,324,599 | ' | ' | ' | 1,276,795 | 1,324,599 | 527,527 | ||
Marcellus | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Revenues, including revenue from affiliates | ' | ' | ' | ' | ' | ' | ' | ' | 10,989 | 783 | ' | ||
Operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 4,834 | 188 | ' | ||
Depreciation and amortization expense | ' | ' | ' | ' | ' | ' | ' | ' | 1,381 | 6 | ' | ||
General and administrative expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Other operating (income) expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 4,774 | 589 | ' | ||
Income (loss) from unconsolidated affiliates | ' | ' | ' | ' | ' | ' | ' | ' | 133,036 | 67,592 | 433 | ||
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 2,590 | [1] | ' | [2] | ' |
Total assets | 1,452,797 | ' | ' | ' | 1,142,550 | ' | ' | ' | 1,452,797 | 1,142,550 | 886,558 | ||
Niobrara | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Revenues, including revenue from affiliates | ' | ' | ' | ' | ' | ' | ' | ' | 15,095 | 116 | ' | ||
Operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 9,090 | 85 | ' | ||
Depreciation and amortization expense | ' | ' | ' | ' | ' | ' | ' | ' | 4,284 | 79 | ' | ||
General and administrative expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Other operating (income) expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 1,721 | -48 | ' | ||
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 59,115 | [3] | 1,967 | ' | |
Total assets | 137,319 | ' | ' | ' | 91,236 | ' | ' | ' | 137,319 | 91,236 | ' | ||
Utica | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Revenues, including revenue from affiliates | ' | ' | ' | ' | ' | ' | ' | ' | 44,063 | 353 | ' | ||
Operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 19,065 | 159 | ' | ||
Depreciation and amortization expense | ' | ' | ' | ' | ' | ' | ' | ' | 9,451 | 48 | ' | ||
General and administrative expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Other operating (income) expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 15,547 | 146 | ' | ||
Income (loss) from unconsolidated affiliates | ' | ' | ' | ' | ' | ' | ' | ' | -3,842 | -38 | ' | ||
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 342,839 | [4] | 126 | ' | |
Total assets | 1,040,199 | ' | ' | ' | 356,662 | ' | ' | ' | 1,040,199 | 356,662 | ' | ||
Mid-Continent | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Revenues, including revenue from affiliates | ' | ' | ' | ' | ' | ' | ' | ' | 171,875 | 136,312 | 110,979 | ||
Operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 70,609 | 52,979 | 47,749 | ||
Depreciation and amortization expense | ' | ' | ' | ' | ' | ' | ' | ' | 36,435 | 32,042 | 28,014 | ||
General and administrative expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Other operating (income) expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 64,831 | 51,291 | 35,216 | ||
Income (loss) from unconsolidated affiliates | ' | ' | ' | ' | ' | ' | ' | ' | 1,226 | -12 | ' | ||
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 106,718 | [5] | 184,285 | 88,259 | |
Total assets | 773,104 | ' | ' | ' | 714,510 | ' | ' | ' | 773,104 | 714,510 | 531,410 | ||
Corporate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 37,957 | 25,279 | 17,036 | ||
Depreciation and amortization expense | ' | ' | ' | ' | ' | ' | ' | ' | 14,484 | 5,821 | 2,125 | ||
General and administrative expense | ' | ' | ' | ' | ' | ' | ' | ' | 104,332 | 67,579 | 40,380 | ||
Other operating (income) expense | ' | ' | ' | ' | ' | ' | ' | ' | 2,092 | -766 | 739 | ||
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | -158,865 | -97,913 | -60,280 | ||
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 163,522 | 30,241 | 21,362 | ||
Total assets | $553,805 | ' | ' | ' | $432,060 | ' | ' | ' | $553,805 | $432,060 | $153,536 | ||
[1] | Amount excludes $289.7 million for the Partnership’s share of capital expenditures included in investments in unconsolidated affiliates. | ||||||||||||
[2] | Amount excludes $384.4 million for the Partnership’s share of capital expenditures included in investments in unconsolidated affiliates. | ||||||||||||
[3] | Amount includes $29.6 million of capital expenditures attributable to noncontrolling interest owners. | ||||||||||||
[4] | Amount excludes $376.8 million for the Partnership’s share of capital expenditures included in investments in unconsolidated affiliates and includes $122.0 million of capital expenditures attributable to noncontrolling interest owners. | ||||||||||||
[5] | Amount excludes $4.9 million for the Partnership’s share of capital expenditures included in investments in unconsolidated affiliates. |
Summarized_Financial_Informati1
Summarized Financial Information for Reportable Segments (Parenthetical) (Detail) (USD $) | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ||
Capital expenditures | $1,058,599 | $350,500 | $418,834 | ||
Marcellus | ' | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ||
Capital expenditures | 2,590 | [1] | ' | [2] | ' |
Marcellus | Investments In Unconsolidated Affiliates | ' | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ||
Capital expenditures | 289,700 | 384,400 | ' | ||
Niobrara | ' | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ||
Capital expenditures | 59,115 | [3] | 1,967 | ' | |
Niobrara | Attributable To Noncontrolling Interest Owners | ' | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ||
Capital expenditures | 29,600 | ' | ' | ||
Utica | ' | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ||
Capital expenditures | 342,839 | [4] | 126 | ' | |
Utica | Investments In Unconsolidated Affiliates | ' | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ||
Capital expenditures | 376,800 | ' | ' | ||
Utica | Attributable To Noncontrolling Interest Owners | ' | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ||
Capital expenditures | 122,000 | ' | ' | ||
Mid-Continent | ' | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ||
Capital expenditures | 106,718 | [5] | 184,285 | 88,259 | |
Mid-Continent | Investments In Unconsolidated Affiliates | ' | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ' | ||
Capital expenditures | $4,900 | ' | ' | ||
[1] | Amount excludes $289.7 million for the Partnership’s share of capital expenditures included in investments in unconsolidated affiliates. | ||||
[2] | Amount excludes $384.4 million for the Partnership’s share of capital expenditures included in investments in unconsolidated affiliates. | ||||
[3] | Amount includes $29.6 million of capital expenditures attributable to noncontrolling interest owners. | ||||
[4] | Amount excludes $376.8 million for the Partnership’s share of capital expenditures included in investments in unconsolidated affiliates and includes $122.0 million of capital expenditures attributable to noncontrolling interest owners. | ||||
[5] | Amount excludes $4.9 million for the Partnership’s share of capital expenditures included in investments in unconsolidated affiliates. |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) (USD $) | 1 Months Ended | 0 Months Ended | 12 Months Ended | |
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Jan. 31, 2014 | Feb. 10, 2014 | Dec. 31, 2013 |
Class C Units | Subsequent Event | Subsequent Event | Subsequent Event | |
Cash Distribution | Class C Units | Class C Units | ||
Subsequent Event [Line Items] | ' | ' | ' | ' |
Declaration of cash distribution | ' | $0.56 | ' | ' |
Distribution declaration date | ' | 24-Jan-14 | ' | ' |
Distribution payment date | ' | 14-Feb-14 | ' | ' |
Distribution record date | ' | 7-Feb-14 | ' | ' |
Cash distribution declared to partnership unitholders | ' | $122.10 | ' | ' |
Units converted into common units, basis description | 'one-for-one | ' | 'one-for-one | ' |
Convertible common units effective date | ' | ' | ' | 19-Feb-14 |
Quarterly_Financial_Data_Unaud2
Quarterly Financial Data (Unaudited) (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||||
Effect Of Fourth Quarter Events [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Total revenues | $328,078 | $260,943 | $247,242 | $236,959 | $148,349 | $156,092 | $149,332 | $154,674 | $1,073,222 | $608,447 | $565,929 | ||||
Gross profit | 238,502 | [1] | 177,410 | [1] | 164,398 | [1] | 154,196 | [1] | 93,928 | 106,287 | 104,601 | 105,992 | ' | ' | ' |
Net income | 130,815 | 79,211 | 70,427 | 60,696 | 24,187 | 50,228 | 51,606 | 52,366 | 336,025 | 178,455 | 194,337 | ||||
Common Units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Effect Of Fourth Quarter Events [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Net income per common units | $0.47 | $0.22 | $0.18 | $0.14 | $0.11 | $0.32 | $0.34 | $0.34 | ' | ' | ' | ||||
Subordinated Units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Effect Of Fourth Quarter Events [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Net income per common units | ' | $0.33 | $0.31 | $0.29 | $0.14 | $0.32 | $0.34 | $0.34 | ' | ' | ' | ||||
Access Midstream Partners, L.P. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Effect Of Fourth Quarter Events [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Net income | $129,057 | $78,217 | $69,213 | $59,538 | $24,255 | $50,228 | $51,606 | $52,366 | ' | ' | ' | ||||
[1] | Total revenue less operating costs. |