Consolidating Guarantor and Non-Guarantor Financial Information | Consolidating Guarantor and Non-Guarantor Financial Information Certain of our wholly owned subsidiaries have, jointly and severally, fully and unconditionally guaranteed the Senior Unsecured Notes (see Note 8 ). Pursuant to Rule 3-10 of Regulation S-X, we have presented in columnar format the consolidating financial information for NGL Energy Partners LP (Parent), NGL Energy Finance Corp., the guarantor subsidiaries on a combined basis, and the non-guarantor subsidiaries on a combined basis in the tables below. NGL Energy Partners LP and NGL Energy Finance Corp. are co-issuers of the Senior Unsecured Notes. Since NGL Energy Partners LP received the proceeds from the issuance of the Senior Unsecured Notes, all activity has been reflected in the NGL Energy Partners LP (Parent) column in the tables below. During the periods presented in the tables below, the status of certain subsidiaries changed, in that they either became guarantors of or ceased to be guarantors of the Senior Unsecured Notes. For purposes of the tables below, when the status of a subsidiary changes, all subsidiary activity is included in either the guarantor subsidiaries column or non-guarantor subsidiaries column based on the status of the subsidiary at the balance sheet date regardless of activity during the year. There are no significant restrictions that prevent the parent or any of the guarantor subsidiaries from obtaining funds from their respective subsidiaries by dividend or loan. None of the assets of the guarantor subsidiaries (other than the investments in non-guarantor subsidiaries) are restricted net assets pursuant to Rule 4-08(e)(3) of Regulation S-X under the Securities Act of 1933, as amended. For purposes of the tables below, (i) the consolidating financial information is presented on a legal entity basis, (ii) investments in consolidated subsidiaries are accounted for as equity method investments, and (iii) contributions, distributions, and advances to (from) consolidated entities are reported on a net basis within net changes in advances with consolidated entities in the consolidating statement of cash flow tables below. As discussed further in Note 1 and Note 17 , certain assets and liabilities related to Mid-Con and Gas Blending and the assets and liabilities related to TPSL have been classified as held for sale within our March 31, 2019 and 2018 consolidated balance sheets. In addition, the assets and liabilities related to our former Retail Propane segment have been classified as held for sale within our March 31, 2018 consolidated balance sheet. The results of operations and cash flows related to Mid-Con, Gas Blending, TPSL and our former Retail Propane segment (including equity in earnings of Victory Propane) have been classified as discontinued operations for all periods presented and prior periods have been retrospectively adjusted in the consolidated statements of operations and consolidated statements of cash flows. Consolidating Balance Sheet (in Thousands) March 31, 2019 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 12,798 $ ā $ 3,728 $ 2,046 $ ā $ 18,572 Accounts receivable-trade, net of allowance for doubtful accounts ā ā 996,192 2,011 ā 998,203 Accounts receivable-affiliates ā ā 12,867 ā ā 12,867 Inventories ā ā 135,094 1,034 ā 136,128 Prepaid expenses and other current assets ā ā 65,443 475 ā 65,918 Assets held for sale ā ā 580,985 ā ā 580,985 Total current assets 12,798 ā 1,794,309 5,566 ā 1,812,673 PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation ā ā 1,620,084 208,856 ā 1,828,940 GOODWILL ā ā 1,105,281 5,175 ā 1,110,456 INTANGIBLE ASSETS, net of accumulated amortization ā ā 725,542 75,347 ā 800,889 INVESTMENTS IN UNCONSOLIDATED ENTITIES ā ā 1,127 ā ā 1,127 NET INTERCOMPANY RECEIVABLES (PAYABLES) 862,186 ā (808,610 ) (53,576 ) ā ā INVESTMENTS IN CONSOLIDATED SUBSIDIARIES 2,503,848 ā 170,690 ā (2,674,538 ) ā OTHER NONCURRENT ASSETS ā ā 113,857 ā ā 113,857 ASSETS HELD FOR SALE ā ā 234,551 ā ā 234,551 Total assets $ 3,378,832 $ ā $ 4,956,831 $ 241,368 $ (2,674,538 ) $ 5,902,493 LIABILITIES AND EQUITY CURRENT LIABILITIES: Accounts payable-trade $ ā $ ā $ 872,122 $ 6,941 $ ā $ 879,063 Accounts payable-affiliates 1 ā 28,468 ā ā 28,469 Accrued expenses and other payables 25,497 ā 80,765 1,497 ā 107,759 Advance payments received from customers ā ā 7,550 911 ā 8,461 Current maturities of long-term debt ā ā 648 ā ā 648 Liabilities held for sale ā ā 226,753 ā ā 226,753 Total current liabilities 25,498 ā 1,216,306 9,349 ā 1,251,153 LONG-TERM DEBT, net of debt issuance costs and current maturities 984,450 ā 1,175,683 ā ā 2,160,133 OTHER NONCURRENT LIABILITIES ā ā 60,961 2,581 ā 63,542 NONCURRENT LIABILITIES HELD FOR SALE ā ā 33 ā ā 33 CLASS A 10.75% CONVERTIBLE PREFERRED UNITS 149,814 ā ā ā ā 149,814 EQUITY: Partnersā equity 2,219,070 ā 2,503,848 229,693 (2,733,286 ) 2,219,325 Accumulated other comprehensive loss ā ā ā (255 ) ā (255 ) Noncontrolling interests ā ā ā ā 58,748 58,748 Total equity 2,219,070 ā 2,503,848 229,438 (2,674,538 ) 2,277,818 Total liabilities and equity $ 3,378,832 $ ā $ 4,956,831 $ 241,368 $ (2,674,538 ) $ 5,902,493 Consolidating Balance Sheet (in Thousands) March 31, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 16,915 $ ā $ 3,329 $ 1,850 $ ā $ 22,094 Accounts receivable-trade, net of allowance for doubtful accounts ā ā 815,404 5,148 ā 820,552 Accounts receivable-affiliates ā ā 4,772 ā ā 4,772 Inventories ā ā 161,324 325 ā 161,649 Prepaid expenses and other current assets ā ā 81,589 431 ā 82,020 Assets held for sale ā ā 681,867 26,804 ā 708,671 Total current assets 16,915 ā 1,748,285 34,558 ā 1,799,758 PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation ā ā 1,365,174 147,112 ā 1,512,286 GOODWILL ā ā 1,093,270 77,260 ā 1,170,530 INTANGIBLE ASSETS, net of accumulated amortization ā ā 691,382 83,705 ā 775,087 INVESTMENTS IN UNCONSOLIDATED ENTITIES ā ā 17,236 ā ā 17,236 NET INTERCOMPANY RECEIVABLES (PAYABLES) 2,110,940 ā (2,121,741 ) 10,801 ā ā INVESTMENTS IN CONSOLIDATED SUBSIDIARIES 1,703,327 ā 244,109 ā (1,947,436 ) ā LOAN RECEIVABLE-AFFILIATE ā ā 1,200 ā ā 1,200 OTHER NONCURRENT ASSETS ā ā 202,954 ā ā 202,954 ASSETS HELD FOR SALE ā ā 672,071 ā ā 672,071 Total assets $ 3,831,182 $ ā $ 3,913,940 $ 353,436 $ (1,947,436 ) $ 6,151,122 LIABILITIES AND EQUITY CURRENT LIABILITIES: Accounts payable-trade $ ā $ ā $ 778,965 $ 2,232 $ ā $ 781,197 Accounts payable-affiliates 1 ā 1,253 ā ā 1,254 Accrued expenses and other payables 41,104 ā 94,853 1,285 ā 137,242 Advance payments received from customers ā ā 4,022 3,867 ā 7,889 Current maturities of long-term debt ā ā 646 ā ā 646 Liabilities held for sale ā ā 175,640 12,514 ā 188,154 Total current liabilities 41,105 ā 1,055,379 19,898 ā 1,116,382 LONG-TERM DEBT, net of debt issuance costs and current maturities 1,704,909 ā 974,831 ā ā 2,679,740 OTHER NONCURRENT LIABILITIES ā ā 167,398 5,926 ā 173,324 NONCURRENT LIABILITIES HELD FOR SALE ā ā 3,078 ā ā 3,078 CLASS A 10.75% CONVERTIBLE PREFERRED UNITS 82,576 ā ā ā ā 82,576 REDEEMABLE NONCONTROLLING INTEREST HELD FOR SALE ā ā 9,927 ā ā 9,927 EQUITY: Partnersā equity 2,002,592 ā 1,704,896 327,858 (2,030,939 ) 2,004,407 Accumulated other comprehensive loss ā ā (1,569 ) (246 ) ā (1,815 ) Noncontrolling interests ā ā ā ā 83,503 83,503 Total equity 2,002,592 ā 1,703,327 327,612 (1,947,436 ) 2,086,095 Total liabilities and equity $ 3,831,182 $ ā $ 3,913,940 $ 353,436 $ (1,947,436 ) $ 6,151,122 Consolidating Statement of Operations (in Thousands) Year Ended March 31, 2019 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ ā $ ā $ 8,665,597 $ 27,542 $ (3,982 ) $ 8,689,157 COST OF SALES ā ā 7,986,019 1,024 (3,982 ) 7,983,061 OPERATING COSTS AND EXPENSES: Operating ā ā 217,597 13,468 ā 231,065 General and administrative ā ā 106,595 812 ā 107,407 Depreciation and amortization ā ā 201,513 10,460 ā 211,973 (Gain) loss on disposal or impairment of assets, net ā ā (31,924 ) 66,220 ā 34,296 Revaluation of liabilities ā ā (5,373 ) ā ā (5,373 ) Operating Income (Loss) ā ā 191,170 (64,442 ) ā 126,728 OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities ā ā 2,533 ā ā 2,533 Interest expense (104,716 ) ā (60,008 ) (46 ) 45 (164,725 ) Loss on early extinguishment of liabilities, net (12,340 ) ā ā ā ā (12,340 ) Other expense, net ā ā (30,187 ) ā (231 ) (30,418 ) (Loss) Income From Continuing Operations Before Income Taxes (117,056 ) ā 103,508 (64,488 ) (186 ) (78,222 ) INCOME TAX EXPENSE ā ā (1,233 ) ā ā (1,233 ) EQUITY IN NET INCOME (LOSS) FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES 477,103 ā (44,865 ) ā (432,238 ) ā Income (Loss) From Continuing Operations 360,047 ā 57,410 (64,488 ) (432,424 ) (79,455 ) Income (Loss) From Discontinued Operations, Net of Tax ā ā 419,693 (1,029 ) 186 418,850 Net Income (Loss) 360,047 ā 477,103 (65,517 ) (432,238 ) 339,395 LESS: NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS 20,206 20,206 LESS: NET LOSS ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS 446 446 NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNER LP $ 360,047 $ ā $ 477,103 $ (65,517 ) $ (411,586 ) $ 360,047 Consolidating Statement of Operations (in Thousands) Year Ended March 31, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ ā $ ā $ 6,935,485 $ 19,954 $ (1,492 ) $ 6,953,947 COST OF SALES ā ā 6,263,562 1,491 (1,492 ) 6,263,561 OPERATING COSTS AND EXPENSES: Operating ā ā 186,056 7,020 ā 193,076 General and administrative ā ā 97,402 577 ā 97,979 Depreciation and amortization ā ā 197,497 10,901 ā 208,398 (Gain) loss on disposal or impairment of assets, net ā ā (133,993 ) 116,875 ā (17,118 ) Revaluation of liabilities ā ā 20,124 592 ā 20,716 Operating Income (Loss) ā ā 304,837 (117,502 ) ā 187,335 OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities ā ā 7,539 ā ā 7,539 Interest expense (142,159 ) ā (56,989 ) (46 ) 45 (199,149 ) Loss on early extinguishment of liabilities, net (23,201 ) ā ā ā ā (23,201 ) Other income, net ā ā 7,152 19 (819 ) 6,352 (Loss) Income From Continuing Operations Before Income Taxes (165,360 ) ā 262,539 (117,529 ) (774 ) (21,124 ) INCOME TAX EXPENSE ā ā (1,353 ) ā ā (1,353 ) EQUITY IN NET INCOME (LOSS) FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES 94,485 ā (116,224 ) ā 21,739 ā (Loss) Income From Continuing Operations (70,875 ) ā 144,962 (117,529 ) 20,965 (22,477 ) (Loss) Income From Discontinued Operations, Net of Tax ā ā (50,477 ) 2,575 774 (47,128 ) Net (Loss) Income (70,875 ) ā 94,485 (114,954 ) 21,739 (69,605 ) LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS (240 ) (240 ) LESS: NET INCOME ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS (1,030 ) (1,030 ) NET (LOSS) INCOME ATTRIBUTABLE TO NGL ENERGY PARTNER LP $ (70,875 ) $ ā $ 94,485 $ (114,954 ) $ 20,469 $ (70,875 ) Consolidating Statement of Operations (in Thousands) Year Ended March 31, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ ā $ ā $ 5,197,416 $ 19,639 $ (790 ) $ 5,216,265 COST OF SALES ā ā 4,738,820 533 (790 ) 4,738,563 OPERATING COSTS AND EXPENSES: Operating ā ā 166,519 6,527 ā 173,046 General and administrative ā ā 100,436 403 ā 100,839 Depreciation and amortization ā ā 172,172 7,441 ā 179,613 Gain on disposal or impairment of assets, net ā ā (208,982 ) ā ā (208,982 ) Revaluation of liabilities ā ā 6,305 412 ā 6,717 Operating Income ā ā 222,146 4,323 ā 226,469 OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities ā ā 3,830 ā ā 3,830 Revaluation of investments ā ā (14,365 ) ā ā (14,365 ) Interest expense (91,259 ) ā (58,214 ) (174 ) 46 (149,601 ) Gain on early extinguishment of liabilities, net 8,507 ā 16,220 ā ā 24,727 Other income, net ā ā 27,013 ā (593 ) 26,420 (Loss) Income From Continuing Operations Before Income Taxes (82,752 ) ā 196,630 4,149 (547 ) 117,480 INCOME TAX EXPENSE ā ā (1,933 ) ā ā (1,933 ) EQUITY IN NET INCOME (LOSS) FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES 219,794 ā (1,336 ) ā (218,458 ) ā Income From Continuing Operations 137,042 ā 193,361 4,149 (219,005 ) 115,547 Income From Discontinued Operations, Net of Tax ā ā 26,433 1,347 547 28,327 Net Income 137,042 ā 219,794 5,496 (218,458 ) 143,874 LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS (6,832 ) (6,832 ) NET INCOME ATTRIBUTABLE TO NGL ENERGY PARTNER LP $ 137,042 $ ā $ 219,794 $ 5,496 $ (225,290 ) $ 137,042 Consolidating Statements of Comprehensive Income (Loss) (in Thousands) Year Ended March 31, 2019 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net income (loss) $ 360,047 $ ā $ 477,103 $ (65,517 ) $ (432,238 ) $ 339,395 Other comprehensive (los s) income ā ā (18 ) 9 ā (9 ) Comprehensive income (loss) $ 360,047 $ ā $ 477,085 $ (65,508 ) $ (432,238 ) $ 339,386 Year Ended March 31, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net (loss) income $ (70,875 ) $ ā $ 94,485 $ (114,954 ) $ 21,739 $ (69,605 ) Other comprehensive income (loss) ā ā 58 (45 ) ā 13 Comprehensive (loss) income $ (70,875 ) $ ā $ 94,543 $ (114,999 ) $ 21,739 $ (69,592 ) Year Ended March 31, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net income $ 137,042 $ ā $ 219,794 $ 5,496 $ (218,458 ) $ 143,874 Other comprehensive loss ā ā (1,626 ) (45 ) ā (1,671 ) Comprehensive income $ 137,042 $ ā $ 218,168 $ 5,451 $ (218,458 ) $ 142,203 Consolidating Statement of Cash Flows (in Thousands) Year Ended March 31, 2019 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Adjustments Consolidated OPERATING ACTIVITIES: Net cash (used in) provided by operating activities-continuing operations $ (116,033 ) $ ā $ 295,293 $ (27,551 ) $ (186 ) $ 151,523 Net cash provided by operating activities-discontinued operations ā ā 182,506 3,221 ā 185,727 Net cash (used in) provided by operating activities (116,033 ) ā 477,799 (24,330 ) (186 ) 337,250 INVESTING ACTIVITIES: Capital expenditures ā ā (414,522 ) (41,064 ) ā (455,586 ) Acquisitions, net of cash acquired ā ā (296,687 ) (3,927 ) ā (300,614 ) Net settlements of commodity derivatives ā ā (10,173 ) ā ā (10,173 ) Proceeds from sales of assets ā ā 16,177 ā ā 16,177 Proceeds from divestitures of businesses and investments, net ā ā 335,809 ā ā 335,809 Investments in unconsolidated entities ā ā (389 ) ā ā (389 ) Distributions of capital from unconsolidated entities ā ā 1,440 ā ā 1,440 Repayments on loan for natural gas liquids facility ā ā 10,336 ā ā 10,336 Loan to affiliate ā ā (1,515 ) ā ā (1,515 ) Net cash used in investing activities-continuing operations ā ā (359,524 ) (44,991 ) ā (404,515 ) Net cash provided by investing activities-discontinued operations ā ā 851,006 6,982 ā 857,988 Net cash provided by (used in) investing activities ā ā 491,482 (38,009 ) ā 453,473 FINANCING ACTIVITIES: Proceeds from borrowings under revolving credit facilities ā ā 4,098,500 ā ā 4,098,500 Payments on revolving credit facilities ā ā (3,897,000 ) ā ā (3,897,000 ) Repayment and repurchase of senior secured and senior unsecured notes (737,058 ) ā ā ā ā (737,058 ) Payments on other long-term debt ā ā (653 ) ā ā (653 ) Debt issuance costs (30 ) ā (1,353 ) ā ā (1,383 ) Contributions from noncontrolling interest owners, net ā ā ā 169 ā 169 Distributions to general and common unit partners and preferred unitholders (236,633 ) ā ā ā ā (236,633 ) Repurchase of warrants (14,988 ) ā ā ā ā (14,988 ) Common unit repurchases and cancellations (297 ) ā ā ā ā (297 ) Payments for settlement and early extinguishment of liabilities ā ā (4,577 ) ā ā (4,577 ) Net changes in advances with consolidated entities 1,100,922 ā (1,163,504 ) 62,396 186 ā Net cash provided by (used in) financing activities-continuing operations 111,916 ā (968,587 ) 62,565 186 (793,920 ) Net cash used in financing activities-discontinued operations ā ā (295 ) (30 ) ā (325 ) Net cash provided by (used in) financing activities 111,916 ā (968,882 ) 62,535 186 (794,245 ) Net (decrease) increase in cash and cash equivalents (4,117 ) ā 399 196 ā (3,522 ) Cash and cash equivalents, beginning of period 16,915 ā 3,329 1,850 ā 22,094 Cash and cash equivalents, end of period $ 12,798 $ ā $ 3,728 $ 2,046 $ ā $ 18,572 Consolidating Statement of Cash Flows (in Thousands) Year Ended March 31, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Adjustments Consolidated OPERATING ACTIVITIES: Net cash (used in) provided by operating activities-continuing operations $ (141,967 ) $ ā $ 433,678 $ 9,411 $ (774 ) $ 300,348 Net cash (used in) provided by operating activities-discontinued operations ā ā (165,862 ) 3,481 ā (162,381 ) Net cash (used in) provided by operating activities (141,967 ) ā 267,816 12,892 (774 ) 137,967 INVESTING ACTIVITIES: Capital expenditures ā ā (130,760 ) (3,001 ) ā (133,761 ) Acquisitions, net of cash acquired ā ā 3,100 (22,997 ) ā (19,897 ) Net settlements of commodity derivatives ā ā (39,113 ) ā ā (39,113 ) Proceeds from sales of assets ā ā 33,844 ā ā 33,844 Proceeds from divestitures of businesses and investments, net ā ā 292,112 37,668 ā 329,780 Transaction with Victory Propane (Note 13) ā ā (6,424 ) ā ā (6,424 ) Investments in unconsolidated entities ā ā (21,465 ) ā ā (21,465 ) Distributions of capital from unconsolidated entities ā ā 11,969 ā ā 11,969 Repayments on loan for natural gas liquids facility ā ā 10,052 ā ā 10,052 Loan to affiliate ā ā (2,510 ) ā ā (2,510 ) Repayments on loan to affiliate ā ā 4,160 ā ā 4,160 Net cash provided by investing activities-continuing operations ā ā 154,965 11,670 ā 166,635 Net cash provided by (used in) investing activities-discontinued operations ā ā 104,666 (719 ) ā 103,947 Net cash provided by investing activities ā ā 259,631 10,951 ā 270,582 FINANCING ACTIVITIES: Proceeds from borrowings under revolving credit facilities ā ā 2,434,500 ā ā 2,434,500 Payments on revolving credit facilities ā ā (2,279,500 ) ā ā (2,279,500 ) Repayment and repurchase of senior secured and senior unsecured notes (486,699 ) ā ā ā ā (486,699 ) Payments on other long-term debt ā ā (877 ) ā ā (877 ) Debt issuance costs (692 ) ā (2,008 ) ā ā (2,700 ) Contributions from noncontrolling interest owners, net ā ā ā 23 ā 23 Distributions to general and common unit partners and preferred unitholders (225,067 ) ā ā ā ā (225,067 ) Distributions to noncontrolling interest owners ā ā ā (3,082 ) ā (3,082 ) Proceeds from sale of preferred units, net of offering costs 202,731 ā ā ā ā 202,731 Repurchase of warrants (10,549 ) ā ā ā ā (10,549 ) Common unit repurchases and cancellations (15,817 ) ā ā ā ā (15,817 ) Payments for settlement and early extinguishment of liabilities ā ā (3,408 ) ā ā (3,408 ) Net changes in advances with consolidated entities 688,718 ā (669,452 ) (20,040 ) 774 ā Net cash provided by (used in) financing activities-continuing operations 152,625 ā (520,745 ) (23,099 ) 774 (390,445 ) Net cash used in financing activities-discontinued operations ā ā (3,446 ) (390 ) ā (3,836 ) Net cash provided by (used in) financing activities 152,625 ā (524,191 ) (23,489 ) 774 (394,281 ) Net increase in cash and cash equivalents 10,658 ā 3,256 354 ā 14,268 Cash and cash equivalents, beginning of period 6,257 ā 73 1,496 ā 7,826 Cash and cash equivalents, end of period $ 16,915 $ ā $ 3,329 $ 1,850 $ ā $ 22,094 Consolidating Statement of Cash Flows (in Thousands) Year Ended March 31, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Adjustments Consolidated OPERATING ACTIVITIES: Net cash (used in) provided by operating activities-continuing operations $ (749,250 ) $ ā $ 750,978 $ 16,675 $ (547 ) $ 17,856 Net cash (used in) provided by operating activities-discontinued operations ā ā (47,923 ) 5,029 ā (42,894 ) Net cash (used in) provided by operating activities (749,250 ) ā 703,055 21,704 (547 ) (25,038 ) INVESTING ACTIVITIES: Capital expenditures ā ā (296,395 ) (6,367 ) ā (302,762 ) Acquisitions, net of cash acquired ā ā (41,928 ) ā ā (41,928 ) Net settlements of commodity derivatives ā ā 9,648 ā ā 9,648 Proceeds from sales of assets ā ā 28,232 ā ā 28,232 Proceeds from divestitures of businesses and investments, net ā ā 112,370 22,000 ā 134,370 Investments in unconsolidated entities ā ā (2,105 ) ā ā (2,105 ) Distributions of capital from unconsolidated entities ā ā 9,692 ā ā 9,692 Repayments on loan for natural gas liquids facility ā ā 8,916 ā ā 8,916 Loan to affiliate ā ā (3,200 ) ā ā (3,200 ) Repayments on loan to affiliate ā ā 655 ā ā 655 Payment to terminate development agreement ā ā (16,875 ) ā ā (16,875 ) Net cash (used in) provided by investing activities-continuing operations ā ā (190,990 ) 15,633 ā (175,357 ) Net cash used in investing activities-discontinued operations ā ā (175,371 ) (12,398 ) ā (187,769 ) Net cash (used in) provided by investing activities ā ā (366,361 ) 3,235 ā (363,126 ) FINANCING ACTIVITIES: Proceeds from borrowings under revolving credit facilities ā ā 1,700,000 ā ā 1,700,000 Payments on revolving credit facilities ā ā (2,733,500 ) ā ā (2,733,500 ) Issuance of senior unsecured notes 1,200,000 ā ā ā ā 1,200,000 Repayment and repurchase of senior secured and senior unsecured notes (21,193 ) ā ā ā ā (21,193 ) Payments on other long-term debt ā ā (46,153 ) ā ā (46,153 ) Debt issuance costs (21,868 ) ā (11,690 ) ā ā (33,558 ) Contributions from general partner 49 ā ā ā ā 49 Contributions from noncontrolling interest owners, net ā ā ā 672 ā 672 Distributions to general and common unit partners and preferred unitholders (181,581 ) ā ā ā ā (181,581 ) Distributions to noncontrolling interest owners ā ā ā (3,292 ) ā (3,292 ) Proceeds from sale of preferred units, net of offering costs 234,975 ā ā ā ā 234,975 Proceeds from sale of common units, net of offering costs 287,136 ā ā ā ā 287,136 Payments for settlement and early extinguishment of liabilities ā ā (28,468 ) ā ā (28,468 ) Net changes in advances with consolidated entities (767,760 ) ā 788,334 (21,121 ) 547 ā Net cash provided by (used in) financing activities-continuing operations 729,758 ā (331,477 ) (23,741 ) 547 375,087 Net cash used in financing activities-discontinued operations ā ā (3,443 ) (190 ) ā (3,633 ) Net cash provided by (used in) financing activities 729,758 ā (334,920 ) (23,931 ) 547 371,454 Net (decrease) increase in cash and cash equivalents (19,492 ) ā 1,774 1,008 ā (16,710 ) Cash and cash equivalents, beginning of period 25,749 ā (1,701 ) 488 ā 24,536 Cash and cash equivalents, end of period $ 6,257 $ ā $ 73 $ 1,496 $ ā $ 7,826 |