Cover
Cover | 9 Months Ended |
Sep. 30, 2023 shares | |
Cover [Abstract] | |
Document Type | 10-Q |
Document Quarterly Report | true |
Document Period End Date | Sep. 30, 2023 |
Document Transition Report | false |
Entity File Number | 001-35349 |
Entity Registrant Name | Phillips 66 |
Entity Incorporation, State or Country Code | DE |
Entity Tax Identification Number | 45-3779385 |
Entity Address, Address Line One | 2331 CityWest Blvd |
Entity Address, City or Town | Houston |
Entity Address, State or Province | TX |
Entity Address, Postal Zip Code | 77042 |
City Area Code | 832 |
Local Phone Number | 765-3010 |
Title of 12(b) Security | Common Stock, $0.01 Par Value |
Trading Symbol | PSX |
Security Exchange Name | NYSE |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Entity Shell Company | false |
Entity Common Stock, Shares Outstanding | 439,955,575 |
Entity Central Index Key | 0001534701 |
Current Fiscal Year End Date | --12-31 |
Document Fiscal Year Focus | 2023 |
Document Fiscal Period Focus | Q3 |
Amendment Flag | false |
Consolidated Statement of Incom
Consolidated Statement of Income - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenues and Other Income | ||||
Sales and other operating revenues | $ 39,643 | $ 44,955 | $ 109,129 | $ 129,711 |
Equity in earnings of affiliates | 562 | 782 | 1,736 | 2,384 |
Net gain on dispositions | 102 | 1 | 124 | 2 |
Other income | 15 | 3,026 | 162 | 2,698 |
Total Revenues and Other Income | 40,322 | 48,764 | 111,151 | 134,795 |
Costs and Expenses | ||||
Purchased crude oil and products | 34,330 | 38,646 | 94,242 | 114,786 |
Operating expenses | 1,633 | 1,612 | 4,595 | 4,383 |
Selling, general and administrative expenses | 669 | 617 | 1,867 | 1,538 |
Depreciation and amortization | 488 | 430 | 1,459 | 1,127 |
Impairments | 3 | 0 | 15 | 2 |
Taxes other than income taxes | 171 | 133 | 552 | 400 |
Accretion on discounted liabilities | 6 | 5 | 19 | 17 |
Interest and debt expense | 221 | 158 | 679 | 426 |
Foreign currency transaction (gains) losses | (12) | 5 | 15 | 24 |
Total Costs and Expenses | 37,509 | 41,606 | 103,443 | 122,703 |
Income before income taxes | 2,813 | 7,158 | 7,708 | 12,092 |
Income tax expense | 670 | 1,618 | 1,754 | 2,713 |
Net Income | 2,143 | 5,540 | 5,954 | 9,379 |
Less: net income attributable to noncontrolling interests | 46 | 149 | 199 | 239 |
Net Income Attributable to Phillips 66 | $ 2,097 | $ 5,391 | $ 5,755 | $ 9,140 |
Net Income Attributable to Phillips 66 Per Share of Common Stock (dollars) | ||||
Basic (in usd per share) | $ 4.72 | $ 11.19 | $ 12.65 | $ 19.37 |
Diluted (in usd per share) | $ 4.69 | $ 11.16 | $ 12.59 | $ 19.31 |
Weighted-Average Common Shares Outstanding (thousands) | ||||
Basic (in shares) | 444,283 | 481,388 | 454,440 | 471,375 |
Diluted (in shares) | 447,258 | 483,036 | 457,205 | 473,452 |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net Income | $ 2,143 | $ 5,540 | $ 5,954 | $ 9,379 |
Defined benefit plans | ||||
Net actuarial loss arising during the period | 0 | (4) | 0 | (17) |
Amortization of net actuarial loss, prior service credit and settlements | 2 | 42 | 17 | 93 |
Plans sponsored by equity affiliates | 0 | 9 | 3 | 15 |
Income taxes on defined benefit plans | (1) | (7) | (5) | (15) |
Defined benefit plans, net of income taxes | 1 | 40 | 15 | 76 |
Foreign currency translation adjustments | (112) | (305) | 62 | (632) |
Income taxes on foreign currency translation adjustments | (2) | 4 | (2) | 7 |
Foreign currency translation adjustments, net of income taxes | (114) | (301) | 60 | (625) |
Other Comprehensive Income (Loss), Net of Income Taxes | (113) | (261) | 75 | (549) |
Comprehensive Income | 2,030 | 5,279 | 6,029 | 8,830 |
Less: comprehensive income attributable to noncontrolling interests | 46 | 149 | 199 | 239 |
Comprehensive Income Attributable to Phillips 66 | $ 1,984 | $ 5,130 | $ 5,830 | $ 8,591 |
Consolidated Balance Sheet
Consolidated Balance Sheet - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Assets | ||
Cash and cash equivalents | $ 3,539 | $ 6,133 |
Inventories | 5,732 | 3,276 |
Prepaid expenses and other current assets | 1,249 | 1,528 |
Total Current Assets | 22,496 | 21,922 |
Investments and long-term receivables | 15,316 | 14,950 |
Net properties, plants and equipment | 35,533 | 35,163 |
Goodwill | 1,555 | 1,486 |
Intangibles | 926 | 831 |
Other assets | 1,960 | 2,090 |
Total Assets | 77,786 | 76,442 |
Liabilities | ||
Short-term debt | 913 | 529 |
Accrued income and other taxes | 1,345 | 1,397 |
Employee benefit obligations | 777 | 764 |
Other accruals | 1,671 | 1,876 |
Total Current Liabilities | 17,416 | 15,889 |
Long-term debt | 18,531 | 16,661 |
Asset retirement obligations and accrued environmental costs | 869 | 879 |
Deferred income taxes | 7,234 | 6,671 |
Employee benefit obligations | 581 | 937 |
Other liabilities and deferred credits | 1,166 | 1,299 |
Total Liabilities | 45,797 | 42,336 |
Equity | ||
Common stock, value | 7 | 7 |
Capital in excess of par | 19,603 | 19,791 |
Treasury stock (at cost: 2023—214,596,472 shares; 2022—186,529,667 shares) | (18,155) | (15,276) |
Retained earnings | 29,751 | 25,432 |
Accumulated other comprehensive loss | (385) | (460) |
Total Stockholders’ Equity | 30,821 | 29,494 |
Noncontrolling interests | 1,168 | 4,612 |
Total Equity | 31,989 | 34,106 |
Total Liabilities and Equity | 77,786 | 76,442 |
Nonrelated Party | ||
Assets | ||
Accounts and notes receivable (net of allowances of $71 million in 2023 and $67 million in 2022) | 10,530 | 9,497 |
Liabilities | ||
Accounts payable | 12,043 | 10,748 |
Related Party | ||
Assets | ||
Accounts and notes receivable (net of allowances of $71 million in 2023 and $67 million in 2022) | 1,446 | 1,488 |
Liabilities | ||
Accounts payable | $ 667 | $ 575 |
Consolidated Balance Sheet (Par
Consolidated Balance Sheet (Parenthetical) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Allowance for credit losses | $ 71 | $ 67 |
Common stock authorized (in shares) | 2,500,000,000 | 2,500,000,000 |
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock issued (in shares) | 654,552,047 | 652,373,645 |
Treasury stock (in shares) | 214,596,472 | 186,529,667 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash Flows From Operating Activities | ||
Net income | $ 5,954 | $ 9,379 |
Adjustments to reconcile net income to net cash provided by operating activities | ||
Depreciation and amortization | 1,459 | 1,127 |
Impairments | 15 | 2 |
Accretion on discounted liabilities | 19 | 17 |
Deferred income taxes | 673 | 1,146 |
Undistributed equity earnings | (767) | (985) |
Loss on early redemption of debt | 53 | 0 |
Net gain on dispositions | (124) | (2) |
Gain related to merger of businesses | 0 | (3,013) |
Unrealized investment loss | 34 | 418 |
Other | (455) | 15 |
Working capital adjustments | ||
Accounts and notes receivable | (1,025) | (4,430) |
Inventories | (2,262) | (970) |
Prepaid expenses and other current assets | 162 | (462) |
Accounts payable | 1,344 | 2,656 |
Taxes and other accruals | (241) | 1,165 |
Net Cash Provided by Operating Activities | 4,839 | 6,063 |
Cash Flows From Investing Activities | ||
Capital expenditures and investments | (1,784) | (1,481) |
Return of investments in equity affiliates | 159 | 78 |
Proceeds from asset dispositions | 370 | 3 |
Advances/loans—related parties | 0 | (75) |
Collection of advances/loans—related parties | 1 | 236 |
Other | 72 | (17) |
Net Cash Used in Investing Activities | (1,182) | (1,256) |
Cash Flows From Financing Activities | ||
Issuance of debt | 5,725 | 0 |
Repayment of debt | (3,625) | (1,957) |
Issuance of common stock | 103 | 67 |
Repurchase of common stock | (2,861) | (760) |
Dividends paid on common stock | (1,425) | (1,337) |
Distributions to noncontrolling interests | (140) | (104) |
Repurchase of noncontrolling interests | (3,957) | 0 |
Other | (87) | (55) |
Net Cash Used in Financing Activities | (6,267) | (4,146) |
Effect of Exchange Rate Changes on Cash and Cash Equivalents | 16 | (64) |
Net Change in Cash and Cash Equivalents | (2,594) | 597 |
Cash and cash equivalents at beginning of period | 6,133 | 3,147 |
Cash and Cash Equivalents at End of Period | $ 3,539 | $ 3,744 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Equity - USD ($) $ in Millions | Total | Par Value | Capital in Excess of Par | Treasury Stock | Retained Earnings | Accum. Other Comprehensive Loss | Noncontrolling Interests |
Beginning balance at Dec. 31, 2021 | $ 21,637 | $ 7 | $ 20,504 | $ (17,116) | $ 16,216 | $ (445) | $ 2,471 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 9,379 | 9,140 | 239 | ||||
Other comprehensive income (loss) | (549) | (549) | |||||
Dividends paid on common stock | (1,337) | (1,337) | |||||
Repurchase of common stock | (790) | (790) | |||||
Benefit plan activity | 124 | 135 | (11) | ||||
Distributions to noncontrolling interests | (104) | (104) | |||||
Acquisition of noncontrolling interests | 316 | (901) | 3,380 | (2,163) | |||
Merger of DCP Midstream, LLC and Gray Oak Holdings LLC | 4,633 | 4,633 | |||||
Ending balance at Sep. 30, 2022 | $ 33,309 | 7 | 19,738 | (14,526) | 24,008 | (994) | 5,076 |
Beginning balance, common stock issued (in shares) at Dec. 31, 2021 | 650,026,318 | ||||||
Beginning balance, treasury stock (in shares) at Dec. 31, 2021 | 211,771,827 | ||||||
Stockholders' Equity, Shares [Roll Forward] | |||||||
Repurchase of common stock (in shares) | 9,265,969 | ||||||
Shares issued - share-based compensation (in shares) | 1,818,455 | ||||||
Shares issued—acquisition of noncontrolling interest in Phillips 66 Partners LP (in shares) | (41,825,236) | ||||||
Ending balance, common stock issued (in shares) at Sep. 30, 2022 | 651,844,773 | ||||||
Ending balance, treasury stock (in shares) at Sep. 30, 2022 | 179,212,560 | ||||||
Beginning balance at Jun. 30, 2022 | $ 24,573 | 7 | 19,717 | (13,802) | 19,087 | (733) | 297 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 5,540 | 5,391 | 149 | ||||
Other comprehensive income (loss) | (261) | (261) | |||||
Dividends paid on common stock | (466) | (466) | |||||
Repurchase of common stock | (724) | (724) | |||||
Benefit plan activity | 17 | 21 | (4) | ||||
Distributions to noncontrolling interests | (3) | (3) | |||||
Merger of DCP Midstream, LLC and Gray Oak Holdings LLC | 4,633 | 4,633 | |||||
Ending balance at Sep. 30, 2022 | $ 33,309 | 7 | 19,738 | (14,526) | 24,008 | (994) | 5,076 |
Beginning balance, common stock issued (in shares) at Jun. 30, 2022 | 651,697,833 | ||||||
Beginning balance, treasury stock (in shares) at Jun. 30, 2022 | 170,646,736 | ||||||
Stockholders' Equity, Shares [Roll Forward] | |||||||
Repurchase of common stock (in shares) | 8,565,824 | ||||||
Shares issued - share-based compensation (in shares) | 146,940 | ||||||
Ending balance, common stock issued (in shares) at Sep. 30, 2022 | 651,844,773 | ||||||
Ending balance, treasury stock (in shares) at Sep. 30, 2022 | 179,212,560 | ||||||
Beginning balance at Dec. 31, 2022 | $ 34,106 | 7 | 19,791 | (15,276) | 25,432 | (460) | 4,612 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 5,954 | 5,755 | 199 | ||||
Other comprehensive income (loss) | 75 | 75 | |||||
Dividends paid on common stock | (1,425) | (1,425) | |||||
Repurchase of common stock | (2,879) | (2,879) | |||||
Benefit plan activity | 163 | 173 | (11) | 1 | |||
Distributions to noncontrolling interests | (140) | (140) | |||||
Acquisition of noncontrolling interests | (3,865) | (361) | (3,504) | ||||
Ending balance at Sep. 30, 2023 | $ 31,989 | 7 | 19,603 | (18,155) | 29,751 | (385) | 1,168 |
Beginning balance, common stock issued (in shares) at Dec. 31, 2022 | 652,373,645 | ||||||
Beginning balance, treasury stock (in shares) at Dec. 31, 2022 | 186,529,667 | ||||||
Stockholders' Equity, Shares [Roll Forward] | |||||||
Repurchase of common stock (in shares) | 28,066,805 | ||||||
Shares issued - share-based compensation (in shares) | 2,178,402 | ||||||
Ending balance, common stock issued (in shares) at Sep. 30, 2023 | 654,552,047 | ||||||
Ending balance, treasury stock (in shares) at Sep. 30, 2023 | 214,596,472 | ||||||
Beginning balance at Jun. 30, 2023 | $ 31,060 | 7 | 19,463 | (17,422) | 28,122 | (272) | 1,162 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 2,143 | 2,097 | 46 | ||||
Other comprehensive income (loss) | (113) | (113) | |||||
Dividends paid on common stock | (465) | (465) | |||||
Repurchase of common stock | (733) | (733) | |||||
Benefit plan activity | 120 | 123 | (3) | ||||
Distributions to noncontrolling interests | (15) | (15) | |||||
Acquisition of noncontrolling interests | (8) | 17 | (25) | ||||
Ending balance at Sep. 30, 2023 | $ 31,989 | $ 7 | $ 19,603 | $ (18,155) | $ 29,751 | $ (385) | $ 1,168 |
Beginning balance, common stock issued (in shares) at Jun. 30, 2023 | 653,361,255 | ||||||
Beginning balance, treasury stock (in shares) at Jun. 30, 2023 | 208,073,327 | ||||||
Stockholders' Equity, Shares [Roll Forward] | |||||||
Repurchase of common stock (in shares) | 6,523,145 | ||||||
Shares issued - share-based compensation (in shares) | 1,190,792 | ||||||
Ending balance, common stock issued (in shares) at Sep. 30, 2023 | 654,552,047 | ||||||
Ending balance, treasury stock (in shares) at Sep. 30, 2023 | 214,596,472 |
Consolidated Statement of Cha_2
Consolidated Statement of Changes in Equity (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Statement of Stockholders' Equity [Abstract] | ||||
Dividends paid per common stock (in usd per share) | $ 1.05 | $ 0.97 | $ 3.15 | $ 2.86 |
Interim Financial Information
Interim Financial Information | 9 Months Ended |
Sep. 30, 2023 | |
Interim Financial Information [Abstract] | |
Interim Financial Information | Interim Financial InformationThe unaudited interim financial information presented in the financial statements included in this report is prepared in accordance with generally accepted accounting principles in the United States (GAAP) and includes all known accruals and adjustments necessary, in the opinion of management, for a fair presentation of the consolidated financial position of Phillips 66 and its results of operations and cash flows for the periods presented. Unless otherwise specified, all such adjustments are of a normal and recurring nature. Certain notes and other information have been condensed or omitted from the interim financial statements included in this report. Therefore, these interim financial statements should be read in conjunction with the consolidated financial statements and notes included in our 2022 Annual Report on Form 10-K. The results of operations for the three and nine months ended September 30, 2023, are not necessarily indicative of the results expected for the full year. |
Change in Accounting Principle
Change in Accounting Principle | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
Change in Accounting Principle | Change in Accounting PrincipleEffective January 1, 2023, we adopted ASU 2022-04, “Liabilities—Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations.” This ASU requires the buyer in a supplier finance program to disclose qualitative and quantitative information about the program. At the time of adoption, this ASU did not have a material impact on our consolidated financial statements. |
DCP Midstream, LLC and DCP Mids
DCP Midstream, LLC and DCP Midstream, LP Mergers | 9 Months Ended |
Sep. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
DCP Midstream, LLC and DCP Midstream, LP Mergers | DCP Midstream, LLC and DCP Midstream, LP Mergers DCP Midstream, LLC and Gray Oak Holdings LLC Merger (DCP Midstream Merger) On August 17, 2022, we and our co-venturer, Enbridge Inc. (Enbridge), agreed to merge DCP Midstream, LLC (DCP Midstream) and Gray Oak Holdings LLC (Gray Oak Holdings), with DCP Midstream as the surviving entity. Prior to the DCP Midstream Merger, we and Enbridge each held a 50% interest and jointly governed DCP Midstream, whose primary assets are its general partner and limited partner interests in DCP Midstream, LP (DCP LP), and we each held indirect economic interests in DCP LP of 28.26%. DCP LP is a variable interest entity (VIE) because its limited partners do not have the ability to remove its general partner with a simple majority vote, nor do its limited partners have substantive participating rights in the significant decisions made in the ordinary course of business. DCP Midstream ultimately consolidates DCP LP because one of its wholly owned subsidiaries is the primary beneficiary of DCP LP. We and Enbridge also held 65% and 35% interests, respectively, in Gray Oak Holdings, whose primary asset was a 65% noncontrolling interest in Gray Oak Pipeline, LLC (Gray Oak Pipeline). Our and Enbridge’s indirect economic interests in Gray Oak Pipeline were 42.25% and 22.75%, respectively. We had voting control over and consolidated Gray Oak Holdings and reported Gray Oak Holdings’ 65% interest in Gray Oak Pipeline as an equity investment and Enbridge’s interest in Gray Oak Holdings as a noncontrolling interest. In connection with the DCP Midstream Merger, we and Enbridge entered into a Third Amended and Restated Limited Liability Company Agreement of DCP Midstream (Amended and Restated LLC Agreement), which realigned the members’ economic interests and governance responsibilities. Under the Amended and Restated LLC Agreement, two classes of membership interests in DCP Midstream were created, Class A and Class B, that are intended to track the assets, liabilities, revenues and expenses of the following operating segments of DCP Midstream: • Class A Segment comprised of the businesses, activities, assets and liabilities of DCP LP and its subsidiaries and its general partner entities (DCP Midstream Class A Segment). • Class B Segment comprised of the business, activities, assets and liabilities of Gray Oak Pipeline (DCP Midstream Class B Segment). We hold a 76.64% Class A membership interest, which represents an indirect economic interest in DCP LP of 43.3%, and a 10% Class B membership interest, which represents an indirect economic interest in Gray Oak Pipeline of 6.5%. Enbridge holds the remaining Class A and Class B membership interests. We have been designated as the managing member of DCP Midstream Class A Segment and are responsible for conducting, directing and managing all activities associated with this segment, except as limited in certain instances. Enbridge has been designated as the managing member of DCP Midstream Class B Segment. Earnings and distributions from each segment are allocated to the members based on their membership interest in each membership class, except as otherwise provided. DCP Midstream Class A Segment and DCP Midstream Class B Segment were determined to be silos under the variable interest consolidation model. As a result, DCP Midstream was also determined to be a VIE. We determined that we are the primary beneficiary of DCP Midstream Class A Segment because of the governance rights granted to us under the Amended and Restated LLC Agreement as managing member of the segment. We hold a 33.33% direct ownership interest in DCP Sand Hills Pipeline, LLC (DCP Sand Hills) and DCP Southern Hills Pipeline, LLC (DCP Southern Hills). DCP LP holds the remaining 66.67% ownership interest in these entities. As a result of the governance rights granted to us over DCP Midstream Class A Segment and the governance rights we hold through our direct ownership interests, we obtained controlling financial interests in these entities in connection with the DCP Midstream Merger. As a result of the DCP Midstream Merger, our aggregate direct and indirect economic interests in DCP Sand Hills and DCP Southern Hills increased from 52.2% to 62.2%. Starting on August 18, 2022, we began consolidating the financial results of DCP Midstream Class A Segment, DCP Sand Hills and DCP Southern Hills and reporting the direct and indirect economic interests held by others in these entities as noncontrolling interests on our financial statements. We account for our remaining indirect economic interest in Gray Oak Pipeline, now held through DCP Midstream Class B Segment, using the equity method of accounting. As a result of the DCP Midstream Merger, we derecognized Enbridge’s noncontrolling interest in Gray Oak Holdings. We accounted for our consolidation of DCP Midstream Class A Segment, DCP Sand Hills and DCP Southern Hills as a business combination using the acquisition method of accounting. See Note 4—Business Combinations, for additional information regarding our accounting for this transaction. See Note 21—DCP Midstream Class A Segment, for additional information regarding our variable interest in DCP Midstream Class A Segment. DCP Midstream, LP Merger (DCP LP Merger) On June 15, 2023, we completed the acquisition of all publicly held common units of DCP LP pursuant to the terms of the Agreement and Plan of Merger, dated as of January 5, 2023 (DCP LP Merger Agreement). The DCP LP Merger Agreement was entered into with DCP LP, its subsidiaries and its general partner entities, pursuant to which one of our wholly owned subsidiaries merged with and into DCP LP, with DCP LP surviving as a Delaware limited partnership. Under the terms of the DCP LP Merger Agreement, at the effective time of the DCP LP Merger, each publicly held common unit representing a limited partner interest in DCP LP (other than the common units owned by DCP Midstream and its subsidiaries) issued and outstanding as of immediately prior to the effective time was converted into the right to receive $41.75 per common unit in cash, without interest. We accounted for the DCP LP Merger as an equity transaction. The DCP LP Merger increased our aggregate direct and indirect economic interest in DCP LP from 43.3% to 86.8% and our aggregate direct and indirect economic interests in DCP Sand Hills and DCP Southern Hills increased from 62.2% to 91.2%. See Note 21—DCP Midstream Class A Segment, for additional information regarding the equity transaction. Marketing and Specialties Acquisition On August 1, 2023, our M&S segment acquired a marketing business on the U.S. West Coast for total consideration of $269 million. These operations were acquired to support the placement of renewable diesel that will be produced by our Rodeo renewable fuels facility. At September 30, 2023, we provisionally recorded $143 million of amortizable intangible assets, primarily customer relationships; $77 million of PP&E, including finance lease right of use assets; $42 million of net working capital; $63 million of finance lease liabilities and $70 million of goodwill for this acquisition. The fair values of the assets acquired and liabilities assumed are preliminary and subject to change until we finalize our accounting for this acquisition. DCP Midstream Merger On August 17, 2022, we realigned our economic interest in, and governance rights over, DCP Midstream and Gray Oak Holdings through the DCP Midstream Merger, with DCP Midstream as the surviving entity. As part of the DCP Midstream Merger, we transferred a 35.75% indirect economic interest in Gray Oak Pipeline and contributed $404 million of cash to DCP Midstream, which was then paid to Enbridge, in return for a 15.05% incremental indirect economic ownership interest in DCP LP. As noted above, the additional governance rights we were granted as part of this transaction resulted in us consolidating the DCP Midstream Class A Segment, as well as DCP Sand Hills and DCP Southern Hills. Given the nature of this transaction, we have accounted for the consolidation of these entities using the acquisition method of accounting. The components of the fair value of the DCP Midstream Merger consideration are: Millions of Dollars Cash contributed $ 404 Fair value of transferred equity interest 634 Fair value of previously held equity interests 3,853 Total merger consideration $ 4,891 The aggregate purchase consideration noted above was allocated to the assets acquired and liabilities assumed of the entities consolidated based upon their estimated fair values as of the DCP Midstream Merger on August 17, 2022. We finalized the valuation of the assets acquired and liabilities assumed during the three months ended September 30, 2023, prior to the end of the one-year measurement period on August 16, 2023. The following table shows the purchase price allocation as of the date of the DCP Midstream Merger, and cumulative adjustments we have made through the end of the measurement period: Millions of Dollars As Originally Reported Adjustments As Adjusted Fair value of assets acquired: Cash and cash equivalents $ 98 — 98 Accounts and notes receivable 1,003 — 1,003 Inventories 74 238 312 Prepaid expenses and other current assets 439 13 452 Investments and long-term receivables 2,192 (125) 2,067 Properties, plants and equipment 12,837 193 13,030 Intangibles 36 (36) — Other assets 343 (158) 185 Total assets acquired 17,022 125 17,147 Fair value of liabilities assumed: Accounts payable 912 3 915 Short-term debt 625 (2) 623 Accrued income and other taxes 107 13 120 Employee benefit obligation—current 50 22 72 Other accruals 497 (6) 491 Long-term debt 4,541 40 4,581 Asset retirement obligations and accrued environmental costs 168 16 184 Deferred income taxes 40 14 54 Employee benefit obligations 54 — 54 Other liabilities and deferred credits 227 36 263 Total liabilities assumed 7,221 136 7,357 Fair value of net assets 9,801 (11) 9,790 Less: Fair value of noncontrolling interests 4,910 (11) 4,899 Total merger consideration $ 4,891 — 4,891 The adjustments reflected in the table above include reclassification adjustments we made to the purchase price allocation to conform with our historical presentation and adjustments we have made to the estimated fair value of certain assets acquired and liabilities assumed during the measurement period. The adjustments to our purchase price allocation recorded in the nine months ended September 30, 2023, were not material. See Note 15—Fair Value Measurements, for additional information on the determination of the fair value of the DCP Midstream Merger. In connection with the DCP Midstream Merger, we recognized before-tax gains totaling $2,831 million from remeasuring our previously held equity investments in DCP Midstream, DCP Sand Hills and DCP Southern Hills to their fair values and a before-tax gain of $182 million related to the transfer of a 35.75% indirect economic interest in Gray Oak Pipeline to our co-venturer. These before-tax gains are included in the “Other income” line item on our consolidated statement of income for the three and nine months ended September 30, 2022, and are reported in the Midstream segment. See Note 15—Fair Value Measurements, for additional information on the determination of the fair value of DCP Midstream Class A Segment, DCP Sand Hills and DCP Southern Hills. Pro Forma Financial Information The following unaudited pro forma financial information presents consolidated results for the three and nine months ended September 30, 2022, as if assuming the DCP Midstream Merger occurred on January 1, 2021. The unaudited pro forma information includes adjustments based on available information, and we believe the estimates and assumptions used are reasonable and that the significant effects of the transactions are properly reflected in the unaudited pro forma information. An aggregate before-tax gain of $2,831 million was included in the pro forma financial information for the nine months ended September 30, 2021, which is related to the remeasurement of the previously held equity investments in DCP Midstream, DCP Sand Hills and DCP Southern Hills to their fair values in connection with the DCP Midstream Merger. Adjustments related to the economic interest change in our equity investment in Gray Oak Pipeline were excluded from the pro forma financial information. The unaudited pro forma financial information presented is for comparative purposes only and does not give effect to any potential synergies that could be achieved and is not necessarily indicative of the results of future operations. Three Months Ended September 30, 2022 Nine Months Ended September 30, 2022 Sales and other operating revenues ( millions ) $ 46,892 136,848 Net Income Attributable to Phillips 66 ( millions ) 3,129 6,963 Net Income Attributable to Phillips 66 per share—basic ( dollars ) 6.50 14.76 Net Income Attributable to Phillips 66 per share—diluted ( dollars ) 6.48 14.71 |
Business Combinations
Business Combinations | 9 Months Ended |
Sep. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations | DCP Midstream, LLC and DCP Midstream, LP Mergers DCP Midstream, LLC and Gray Oak Holdings LLC Merger (DCP Midstream Merger) On August 17, 2022, we and our co-venturer, Enbridge Inc. (Enbridge), agreed to merge DCP Midstream, LLC (DCP Midstream) and Gray Oak Holdings LLC (Gray Oak Holdings), with DCP Midstream as the surviving entity. Prior to the DCP Midstream Merger, we and Enbridge each held a 50% interest and jointly governed DCP Midstream, whose primary assets are its general partner and limited partner interests in DCP Midstream, LP (DCP LP), and we each held indirect economic interests in DCP LP of 28.26%. DCP LP is a variable interest entity (VIE) because its limited partners do not have the ability to remove its general partner with a simple majority vote, nor do its limited partners have substantive participating rights in the significant decisions made in the ordinary course of business. DCP Midstream ultimately consolidates DCP LP because one of its wholly owned subsidiaries is the primary beneficiary of DCP LP. We and Enbridge also held 65% and 35% interests, respectively, in Gray Oak Holdings, whose primary asset was a 65% noncontrolling interest in Gray Oak Pipeline, LLC (Gray Oak Pipeline). Our and Enbridge’s indirect economic interests in Gray Oak Pipeline were 42.25% and 22.75%, respectively. We had voting control over and consolidated Gray Oak Holdings and reported Gray Oak Holdings’ 65% interest in Gray Oak Pipeline as an equity investment and Enbridge’s interest in Gray Oak Holdings as a noncontrolling interest. In connection with the DCP Midstream Merger, we and Enbridge entered into a Third Amended and Restated Limited Liability Company Agreement of DCP Midstream (Amended and Restated LLC Agreement), which realigned the members’ economic interests and governance responsibilities. Under the Amended and Restated LLC Agreement, two classes of membership interests in DCP Midstream were created, Class A and Class B, that are intended to track the assets, liabilities, revenues and expenses of the following operating segments of DCP Midstream: • Class A Segment comprised of the businesses, activities, assets and liabilities of DCP LP and its subsidiaries and its general partner entities (DCP Midstream Class A Segment). • Class B Segment comprised of the business, activities, assets and liabilities of Gray Oak Pipeline (DCP Midstream Class B Segment). We hold a 76.64% Class A membership interest, which represents an indirect economic interest in DCP LP of 43.3%, and a 10% Class B membership interest, which represents an indirect economic interest in Gray Oak Pipeline of 6.5%. Enbridge holds the remaining Class A and Class B membership interests. We have been designated as the managing member of DCP Midstream Class A Segment and are responsible for conducting, directing and managing all activities associated with this segment, except as limited in certain instances. Enbridge has been designated as the managing member of DCP Midstream Class B Segment. Earnings and distributions from each segment are allocated to the members based on their membership interest in each membership class, except as otherwise provided. DCP Midstream Class A Segment and DCP Midstream Class B Segment were determined to be silos under the variable interest consolidation model. As a result, DCP Midstream was also determined to be a VIE. We determined that we are the primary beneficiary of DCP Midstream Class A Segment because of the governance rights granted to us under the Amended and Restated LLC Agreement as managing member of the segment. We hold a 33.33% direct ownership interest in DCP Sand Hills Pipeline, LLC (DCP Sand Hills) and DCP Southern Hills Pipeline, LLC (DCP Southern Hills). DCP LP holds the remaining 66.67% ownership interest in these entities. As a result of the governance rights granted to us over DCP Midstream Class A Segment and the governance rights we hold through our direct ownership interests, we obtained controlling financial interests in these entities in connection with the DCP Midstream Merger. As a result of the DCP Midstream Merger, our aggregate direct and indirect economic interests in DCP Sand Hills and DCP Southern Hills increased from 52.2% to 62.2%. Starting on August 18, 2022, we began consolidating the financial results of DCP Midstream Class A Segment, DCP Sand Hills and DCP Southern Hills and reporting the direct and indirect economic interests held by others in these entities as noncontrolling interests on our financial statements. We account for our remaining indirect economic interest in Gray Oak Pipeline, now held through DCP Midstream Class B Segment, using the equity method of accounting. As a result of the DCP Midstream Merger, we derecognized Enbridge’s noncontrolling interest in Gray Oak Holdings. We accounted for our consolidation of DCP Midstream Class A Segment, DCP Sand Hills and DCP Southern Hills as a business combination using the acquisition method of accounting. See Note 4—Business Combinations, for additional information regarding our accounting for this transaction. See Note 21—DCP Midstream Class A Segment, for additional information regarding our variable interest in DCP Midstream Class A Segment. DCP Midstream, LP Merger (DCP LP Merger) On June 15, 2023, we completed the acquisition of all publicly held common units of DCP LP pursuant to the terms of the Agreement and Plan of Merger, dated as of January 5, 2023 (DCP LP Merger Agreement). The DCP LP Merger Agreement was entered into with DCP LP, its subsidiaries and its general partner entities, pursuant to which one of our wholly owned subsidiaries merged with and into DCP LP, with DCP LP surviving as a Delaware limited partnership. Under the terms of the DCP LP Merger Agreement, at the effective time of the DCP LP Merger, each publicly held common unit representing a limited partner interest in DCP LP (other than the common units owned by DCP Midstream and its subsidiaries) issued and outstanding as of immediately prior to the effective time was converted into the right to receive $41.75 per common unit in cash, without interest. We accounted for the DCP LP Merger as an equity transaction. The DCP LP Merger increased our aggregate direct and indirect economic interest in DCP LP from 43.3% to 86.8% and our aggregate direct and indirect economic interests in DCP Sand Hills and DCP Southern Hills increased from 62.2% to 91.2%. See Note 21—DCP Midstream Class A Segment, for additional information regarding the equity transaction. Marketing and Specialties Acquisition On August 1, 2023, our M&S segment acquired a marketing business on the U.S. West Coast for total consideration of $269 million. These operations were acquired to support the placement of renewable diesel that will be produced by our Rodeo renewable fuels facility. At September 30, 2023, we provisionally recorded $143 million of amortizable intangible assets, primarily customer relationships; $77 million of PP&E, including finance lease right of use assets; $42 million of net working capital; $63 million of finance lease liabilities and $70 million of goodwill for this acquisition. The fair values of the assets acquired and liabilities assumed are preliminary and subject to change until we finalize our accounting for this acquisition. DCP Midstream Merger On August 17, 2022, we realigned our economic interest in, and governance rights over, DCP Midstream and Gray Oak Holdings through the DCP Midstream Merger, with DCP Midstream as the surviving entity. As part of the DCP Midstream Merger, we transferred a 35.75% indirect economic interest in Gray Oak Pipeline and contributed $404 million of cash to DCP Midstream, which was then paid to Enbridge, in return for a 15.05% incremental indirect economic ownership interest in DCP LP. As noted above, the additional governance rights we were granted as part of this transaction resulted in us consolidating the DCP Midstream Class A Segment, as well as DCP Sand Hills and DCP Southern Hills. Given the nature of this transaction, we have accounted for the consolidation of these entities using the acquisition method of accounting. The components of the fair value of the DCP Midstream Merger consideration are: Millions of Dollars Cash contributed $ 404 Fair value of transferred equity interest 634 Fair value of previously held equity interests 3,853 Total merger consideration $ 4,891 The aggregate purchase consideration noted above was allocated to the assets acquired and liabilities assumed of the entities consolidated based upon their estimated fair values as of the DCP Midstream Merger on August 17, 2022. We finalized the valuation of the assets acquired and liabilities assumed during the three months ended September 30, 2023, prior to the end of the one-year measurement period on August 16, 2023. The following table shows the purchase price allocation as of the date of the DCP Midstream Merger, and cumulative adjustments we have made through the end of the measurement period: Millions of Dollars As Originally Reported Adjustments As Adjusted Fair value of assets acquired: Cash and cash equivalents $ 98 — 98 Accounts and notes receivable 1,003 — 1,003 Inventories 74 238 312 Prepaid expenses and other current assets 439 13 452 Investments and long-term receivables 2,192 (125) 2,067 Properties, plants and equipment 12,837 193 13,030 Intangibles 36 (36) — Other assets 343 (158) 185 Total assets acquired 17,022 125 17,147 Fair value of liabilities assumed: Accounts payable 912 3 915 Short-term debt 625 (2) 623 Accrued income and other taxes 107 13 120 Employee benefit obligation—current 50 22 72 Other accruals 497 (6) 491 Long-term debt 4,541 40 4,581 Asset retirement obligations and accrued environmental costs 168 16 184 Deferred income taxes 40 14 54 Employee benefit obligations 54 — 54 Other liabilities and deferred credits 227 36 263 Total liabilities assumed 7,221 136 7,357 Fair value of net assets 9,801 (11) 9,790 Less: Fair value of noncontrolling interests 4,910 (11) 4,899 Total merger consideration $ 4,891 — 4,891 The adjustments reflected in the table above include reclassification adjustments we made to the purchase price allocation to conform with our historical presentation and adjustments we have made to the estimated fair value of certain assets acquired and liabilities assumed during the measurement period. The adjustments to our purchase price allocation recorded in the nine months ended September 30, 2023, were not material. See Note 15—Fair Value Measurements, for additional information on the determination of the fair value of the DCP Midstream Merger. In connection with the DCP Midstream Merger, we recognized before-tax gains totaling $2,831 million from remeasuring our previously held equity investments in DCP Midstream, DCP Sand Hills and DCP Southern Hills to their fair values and a before-tax gain of $182 million related to the transfer of a 35.75% indirect economic interest in Gray Oak Pipeline to our co-venturer. These before-tax gains are included in the “Other income” line item on our consolidated statement of income for the three and nine months ended September 30, 2022, and are reported in the Midstream segment. See Note 15—Fair Value Measurements, for additional information on the determination of the fair value of DCP Midstream Class A Segment, DCP Sand Hills and DCP Southern Hills. Pro Forma Financial Information The following unaudited pro forma financial information presents consolidated results for the three and nine months ended September 30, 2022, as if assuming the DCP Midstream Merger occurred on January 1, 2021. The unaudited pro forma information includes adjustments based on available information, and we believe the estimates and assumptions used are reasonable and that the significant effects of the transactions are properly reflected in the unaudited pro forma information. An aggregate before-tax gain of $2,831 million was included in the pro forma financial information for the nine months ended September 30, 2021, which is related to the remeasurement of the previously held equity investments in DCP Midstream, DCP Sand Hills and DCP Southern Hills to their fair values in connection with the DCP Midstream Merger. Adjustments related to the economic interest change in our equity investment in Gray Oak Pipeline were excluded from the pro forma financial information. The unaudited pro forma financial information presented is for comparative purposes only and does not give effect to any potential synergies that could be achieved and is not necessarily indicative of the results of future operations. Three Months Ended September 30, 2022 Nine Months Ended September 30, 2022 Sales and other operating revenues ( millions ) $ 46,892 136,848 Net Income Attributable to Phillips 66 ( millions ) 3,129 6,963 Net Income Attributable to Phillips 66 per share—basic ( dollars ) 6.50 14.76 Net Income Attributable to Phillips 66 per share—diluted ( dollars ) 6.48 14.71 |
Sales and Other Operating Reven
Sales and Other Operating Revenues | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Sales and Other Operating Revenues | Sales and Other Operating Revenues Disaggregated Revenues The following tables present our disaggregated sales and other operating revenues: Millions of Dollars Three Months Ended Nine Months Ended 2023 2022 2023 2022 Product Line and Services Refined petroleum products $ 29,974 33,690 81,209 102,482 Crude oil resales 5,391 6,146 14,606 15,694 Natural gas liquids (NGL) and natural gas 3,886 4,217 11,564 10,702 Services and other * 392 902 1,750 833 Consolidated sales and other operating revenues $ 39,643 44,955 109,129 129,711 Geographic Location** United States $ 32,468 36,126 87,523 103,910 United Kingdom 3,708 4,485 10,889 13,168 Germany 1,477 1,769 4,155 4,944 Other countries 1,990 2,575 6,562 7,689 Consolidated sales and other operating revenues $ 39,643 44,955 109,129 129,711 * Includes derivatives-related activities. See Note 14—Derivatives and Financial Instruments, for additional information. ** Sales and other operating revenues are attributable to countries based on the location of the operations generating the revenues. Contract-Related Assets and Liabilities At September 30, 2023, and December 31, 2022, receivables from contracts with customers were $10,137 million and $8,749 million, respectively. Significant noncustomer balances, such as buy/sell receivables and excise tax receivables, were excluded from these amounts. Our contract-related assets also include payments we make to our marketing customers related to incentive programs. An incentive payment is initially recognized as an asset and subsequently amortized as a reduction to revenue over the contract term, which generally ranges from 5 to 15 years. At September 30, 2023, and December 31, 2022, our asset balances related to such payments were $527 million and $505 million, respectively. Our contract liabilities represent advances from our customers prior to product or service delivery. At September 30, 2023, and December 31, 2022, contract liabilities were $228 million and $156 million, respectively. Remaining Performance Obligations |
Credit Losses
Credit Losses | 9 Months Ended |
Sep. 30, 2023 | |
Credit Loss [Abstract] | |
Credit Losses | Credit Losses We are exposed to credit losses primarily through our sales of refined petroleum products, crude oil, NGL and natural gas. We assess each counterparty’s ability to pay for the products we sell by conducting a credit review. The credit review considers our expected billing exposure and timing for payment and the counterparty’s established credit rating or our assessment of the counterparty’s creditworthiness based on our analysis of their financial statements when a credit rating is not available. We also consider contract terms and conditions, country and political risk, and business strategy in our evaluation. A credit limit is established for each counterparty based on the outcome of this review. We may require collateralized asset support or a prepayment to mitigate credit risk. We monitor our ongoing credit exposure through active review of counterparty balances against contract terms and due dates. Our activities include timely account reconciliations, dispute resolution and payment confirmations. We may employ collection agencies and legal counsel to pursue recovery of defaulted receivables. In addition, when events and circumstances arise that may affect certain counterparties’ abilities to fulfill their obligations, we enhance our credit monitoring, and we may seek collateral to support some transactions or require prepayments from higher-risk counterparties. At September 30, 2023, and December 31, 2022, we reported $11,976 million and $10,985 million of accounts and notes receivable, respectively, net of allowances of $71 million and $67 million, respectively. Based on an aging analysis at September 30, 2023, more than 95% of our accounts receivable were outstanding less than 60 days. We are also exposed to credit losses from off-balance sheet exposures, such as guarantees of joint venture debt and standby letters of credit. See Note 12—Guarantees, and Note 13—Contingencies and Commitments, for more information regarding these off-balance sheet exposures. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2023 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following: Millions of Dollars September 30 December 31 Crude oil and petroleum products $ 5,326 2,914 Materials and supplies 406 362 $ 5,732 3,276 Inventories valued on the last-in, first-out (LIFO) basis totaled $5,140 million and $2,635 million at September 30, 2023, and December 31, 2022, respectively. The estimated excess of current replacement cost over LIFO cost of inventories amounted to approximately $7.7 billion and $6.3 billion at September 30, 2023, and December 31, 2022, respectively. |
Investments, Loans and Long-Ter
Investments, Loans and Long-Term Receivables | 9 Months Ended |
Sep. 30, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments, Loans and Long-Term Receivables | Investments, Loans and Long-Term Receivables Equity Investments Dakota Access, LLC (Dakota Access) and Energy Transfer Crude Oil Company, LLC (ETCO) In 2020, the trial court presiding over litigation brought by the Standing Rock Sioux Tribe (the Tribe) ordered the U.S. Army Corps of Engineers (USACE) to prepare an Environmental Impact Statement (EIS) addressing an easement under Lake Oahe in North Dakota. The trial court later vacated the easement. Although the easement is vacated, the USACE has no plans to stop pipeline operations while it proceeds with the EIS, and the Tribe’s request for a shutdown was denied in May 2021. In June 2021, the trial court dismissed the litigation entirely. Once the EIS is completed, new litigation or challenges may be filed. In February 2022, the U.S. Supreme Court (the Court) denied Dakota Access’ writ of certiorari requesting the Court to review the trial court’s decision to order the EIS and vacate the easement. Therefore, the requirement to prepare the EIS stood. Also in February 2022, the Tribe withdrew as a cooperating agency, causing the USACE to halt the EIS process while the USACE engaged with the Tribe on their reasons for withdrawing. The draft EIS process resumed in August 2022, and in September 2023 the USACE published its draft EIS for public comment. The USACE identified five potential outcomes, but did not indicate which one it preferred. The options comprise two “no action” alternatives where the USACE would deny an easement to Dakota Access and require it to shut down the pipeline and either remove the pipe from under Lake Oahe, or allow the pipeline to be abandoned-in-place under the lake. The USACE also identified three “action” alternatives; two of them contemplate that the USACE would reissue the easement to Dakota Access under essentially the same terms as 2017 with either the same or a larger volume of oil allowed through the pipeline, while the third option would decommission the current pipeline and require construction of a new line 39 miles upstream from the current location. Although the USACE has not indicated when it will issue its final decision, no decision is expected until 2024. Dakota Access and ETCO have guaranteed repayment of senior unsecured notes issued by a wholly owned subsidiary of Dakota Access in March 2019. On April 1, 2022, Dakota Access’ wholly owned subsidiary repaid $650 million aggregate principal amount of its outstanding senior notes upon maturity. We funded our 25% share, or $163 million, with a capital contribution of $89 million in March 2022 and $74 million of distributions we elected not to receive from Dakota Access in the first quarter of 2022. At September 30, 2023, the aggregate principal amount outstanding of Dakota Access’ senior unsecured notes was $1.85 billion. In conjunction with the notes offering, Phillips 66 Partners LP (Phillips 66 Partners), now a wholly owned subsidiary of Phillips 66, and its co-venturers in Dakota Access also provided a Contingent Equity Contribution Undertaking (CECU). Under the CECU, the co-venturers may be severally required to make proportionate equity contributions to Dakota Access if there is an unfavorable final judgment in the above-mentioned ongoing litigation. At September 30, 2023, our 25% share of the maximum potential equity contributions under the CECU was approximately $467 million. If the pipeline is required to cease operations, it may have a material adverse effect on our results of operations and cash flows. Should operations cease and Dakota Access and ETCO not have sufficient funds to pay its expenses, we also could be required to support our 25% share of the ongoing expenses, including scheduled interest payments on the notes of approximately $20 million annually, in addition to the potential obligations under the CECU at September 30, 2023. At September 30, 2023, the aggregate book value of our investments in Dakota Access and ETCO was $644 million. CF United LLC (CF United) We own a 50% voting interest and a 48% economic interest in CF United, a retail marketing joint venture with operations primarily on the U.S. West Coast. CF United is considered a VIE because our co-venturer has an option to require us to purchase its interest based on a fixed multiple. The put option became effective July 1, 2023, and expires on March 31, 2024. Based on current conditions, we do not believe the put option will be exercised during the option period. However, the put option is viewed as a variable interest as the purchase price on the exercise date may not represent the then-current fair value of CF United. We have determined that we are not the primary beneficiary because we and our co-venturer jointly direct the activities of CF United that most significantly impact economic performance. At September 30, 2023, our maximum exposure to loss was comprised of our $282 million investment in CF United, and any potential future loss resulting from the put option should the purchase price based on a fixed multiple exceed the then-current fair value of CF United. OnCue Holdings, LLC (OnCue) We hold a 50% interest in OnCue, a joint venture that owns and operates retail convenience stores. We fully guaranteed various debt agreements of OnCue and our co-venturer did not participate in the guarantees. This entity is considered a VIE because our debt guarantees resulted in OnCue not being exposed to all potential losses. We have determined we are not the primary beneficiary because we do not have the power to direct the activities that most significantly impact economic performance. At September 30, 2023, our maximum exposure to loss was $228 million, which represented the book value of our investment in OnCue of $162 million and guaranteed debt obligations of $66 million. DCP Midstream, DCP Sand Hills, DCP Southern Hills, and Gray Oak Pipeline —Prior to the DCP Midstream Merger on August 17, 2022, we held: • A 50% interest in DCP Midstream a joint venture that owns and operates NGL and gas pipelines, gas plants, gathering systems, storage facilities and fractionation plants, through its subsidiary DCP LP. • A 33.33% direct ownership interest in DCP Sand Hills a joint venture that owns a NGL pipeline system that extends from the Permian Basin and Eagle Ford to facilities on the Texas Gulf Coast and to the Mont Belvieu, Texas, market hub. • A 33.33% direct ownership interest in DCP Southern Hills a joint venture that owns a NGL pipeline system that extends from the Midcontinent region to the Mont Belvieu, Texas, market hub. • A 65% interest in Gray Oak Pipeline, which was held through a consolidated holding company, Gray Oak Holdings. Our indirect interest in Gray Oak Pipeline was 42.25%, after considering a co-venturer’s 35% interest in Gray Oak Holdings. Gray Oak Pipeline is a crude oil pipeline that extends from the Permian and Eagle Ford to Texas Gulf Coast destinations that include Corpus Christi, Texas, and the Sweeny area, including our Sweeny Refinery. See Note 3—DCP Midstream, LLC and DCP Midstream, LP Mergers, for additional information about the DCP Midstream Merger. Midstream Investment Disposition On August 1, 2023, we sold our 25% ownership interest in the South Texas Gateway Terminal for $275 million and recognized a before-tax gain of $101 million. The before-tax gain is included in the “Net gain on dispositions” line item on our consolidated statement of income for the three and nine months ended September 30, 2023, and is reported in the Midstream segment. Other Investments In September 2021, we acquired 78 million ordinary shares, representing a 16% ownership interest, in NOVONIX Limited (NOVONIX), which are traded on the Australian Securities Exchange. NOVONIX is a Brisbane, Australia-based company that develops technology and supplies materials for lithium-ion batteries. Since we do not have significant influence over the operating and financial policies of NOVONIX and the shares we own have a readily determinable fair value, our investment is recorded at fair value at the end of each reporting period. The fair value of our investment is recorded in the “Investments and long-term receivables” line item on our consolidated balance sheet. The change in the fair value of our investment due to fluctuations in NOVONIX’s stock price, or unrealized investment losses, is recorded in the “Other income” line item of our consolidated statement of income, while changes due to foreign currency fluctuations are recorded in the “Foreign currency transaction (gains) losses” line item on our consolidated statement of income. The fair value of our investment in NOVONIX was $42 million at September 30, 2023. The fair value of our investment in NOVONIX declined by $9 million and $36 million during the three and nine months ended September 30, 2023, respectively, reflecting unrealized investment losses of $8 million and $34 million and immaterial unrealized foreign currency losses in both periods. The fair value of our investment in NOVONIX declined by $33 million and $431 million during the three and nine months ended September 30, 2022, respectively, reflecting unrealized investment losses of $28 million and $418 million and unrealized foreign currency losses of $5 million and $13 million, respectively. See Note 15—Fair Value Measurements, for additional information regarding the recurring fair value measurement of our investment in NOVONIX. |
Properties, Plants and Equipmen
Properties, Plants and Equipment | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Properties, Plants and Equipment | Properties, Plants and Equipment Our gross investment in PP&E and the associated accumulated depreciation and amortization (Accum. D&A) balances were as follows: Millions of Dollars September 30, 2023 December 31, 2022 Gross Accum. Net Gross Accum. Net Midstream $ 26,016 4,169 21,847 25,422 3,524 21,898 Chemicals — — — — — — Refining 24,944 12,888 12,056 24,200 12,523 11,677 Marketing and Specialties 1,902 1,113 789 1,800 1,058 742 Corporate and Other 1,629 788 841 1,568 722 846 $ 54,491 18,958 35,533 52,990 17,827 35,163 |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The numerator of basic earnings per share (EPS) is net income attributable to Phillips 66, adjusted for noncancelable dividends paid on unvested share-based employee awards during the vesting period (participating securities). The denominator of basic EPS is the sum of the daily weighted-average number of common shares outstanding during the periods presented and fully vested stock and unit awards that have not yet been issued as common stock. The numerator of diluted EPS is also based on net income attributable to Phillips 66, which is reduced by dividend equivalents paid on participating securities for which the dividends are more dilutive than the participation of the awards in the earnings of the periods presented. To the extent unvested stock, unit or option awards and vested unexercised stock options are dilutive, they are included with the weighted-average common shares outstanding in the denominator. Treasury stock is excluded from the denominator in both basic and diluted EPS. Three Months Ended Nine Months Ended 2023 2022 2023 2022 Basic Diluted Basic Diluted Basic Diluted Basic Diluted Amounts Attributed to Phillips 66 Common Stockholders (millions) : Net Income Attributable to Phillips 66 $ 2,097 2,097 5,391 5,391 5,755 5,755 9,140 9,140 Income allocated to participating securities (2) — (3) — (8) — (8) — Net income available to common stockholders $ 2,095 2,097 5,388 5,391 5,747 5,755 9,132 9,140 Weighted-average common shares outstanding (thousands) : 442,599 444,283 479,355 481,388 452,666 454,440 469,339 471,375 Effect of share-based compensation 1,684 2,975 2,033 1,648 1,774 2,765 2,036 2,077 Weighted-average common shares outstanding—EPS 444,283 447,258 481,388 483,036 454,440 457,205 471,375 473,452 Earnings Per Share of Common Stock (dollars) $ 4.72 4.69 11.19 11.16 12.65 12.59 19.37 19.31 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt Issuances and Repayments On May 19, 2023, DCP LP redeemed its 5.850% junior subordinated notes due May 2043 with an aggregate principal amount outstanding of $550 million using borrowings under its revolving credit and accounts receivable securitization facilities. On the date of redemption, our carrying value of DCP LP’s junior subordinated notes was $497 million, which resulted in a $53 million before-tax loss. DCP LP’s junior subordinated notes were adjusted to fair value on August 17, 2022, in connection with the consolidation of DCP LP. See Note 15—Fair Value Measurements, for additional information regarding the fair value of DCP LP’s junior subordinated notes. On March 29, 2023, Phillips 66 Company, a wholly owned subsidiary of Phillips 66, issued $1.25 billion aggregate principal amount of senior unsecured notes consisting of: • $750 million aggregate principal amount of 4.950% Senior Notes due December 2027 (2027 Notes). • $500 million aggregate principal amount of 5.300% Senior Notes due June 2033 (2033 Notes). The 2027 Notes and 2033 Notes (collectively, the Notes) are fully and unconditionally guaranteed by Phillips 66. Interest on the 2027 Notes is payable semi-annually on June 1 and December 1 of each year, commencing on December 1, 2023. Interest on the 2033 Notes is payable semi-annually on June 30 and December 30 of each year, commencing on December 30, 2023. On March 15, 2023, DCP LP repaid its 3.875% senior unsecured notes due March 2023 with an aggregate principal amount of $500 million using borrowings under its revolving credit and accounts receivable securitization facilities. In April 2022, upon maturity, Phillips 66 repaid its 4.300% senior notes with an aggregate principal amount of $1.0 billion and Phillips 66 Partners repaid its $450 million term loan. Related Party Advance Term Loan Agreements At September 30, 2023, and December 31, 2022, borrowings outstanding under Advance Term Loan agreements with WRB Refining LP (WRB) totaled $290 million and $25 million, respectively. Borrowings under these agreements are due between 2035 and 2038 and bear interest at a floating rate based on Adjusted Term SOFR plus an applicable margin, payable on the last day of each month. Term Loan Agreement On March 27, 2023, Phillips 66 Company, a wholly owned subsidiary of Phillips 66, entered into a $1.5 billion delayed draw term loan agreement guaranteed by Phillips 66 (the Term Loan Agreement). The Term Loan Agreement provides for a single borrowing during a 90-day period commencing on the closing date, which borrowing was contingent upon the completion of the DCP LP Merger. The Term Loan Agreement contains customary covenants similar to those contained in our revolving credit agreement, including a maximum consolidated net debt-to-capitalization ratio of 65% as of the last day of each fiscal quarter. The Term Loan Agreement has customary events of default, such as nonpayment of principal when due; nonpayment of interest, fees or other amounts after grace periods; and violation of covenants. We may at any time prepay outstanding borrowings under the Term Loan Agreement, in whole or in part, without premium or penalty. Outstanding borrowings under the Term Loan Agreement bear interest at either: (a) Adjusted Term SOFR in effect from time to time plus the applicable margin; or (b) the reference rate plus the applicable margin, as defined in the Term Loan Agreement. At September 30, 2023, $1.25 billion was borrowed under the Term Loan Agreement, which matures in June 2026. See Note 3—DCP Midstream, LLC and DCP Midstream, LP Mergers, for additional information regarding the DCP LP Merger. Credit Facilities and Commercial Paper Phillips 66 and Phillips 66 Company We have a $5 billion revolving credit facility with Phillips 66 Company as the borrower and Phillips 66 as the guarantor and a $5 billion commercial paper program with Phillips 66 as the borrower that is supported by the revolving credit facility. At both September 30, 2023, and December 31, 2022, no amount had been drawn under the $5 billion revolving credit facility or $5 billion uncommitted commercial paper program. DCP Midstream Class A Segment At September 30, 2023, DCP LP had $110 million of borrowings outstanding under its $1.4 billion credit facility and $2 million of letters of credit had been issued that are supported by the credit facility. At December 31, 2022, DCP LP had no borrowings outstanding under its $1.4 billion credit facility, and $10 million in letters of credit had been issued that are supported by the credit facility. |
Guarantees
Guarantees | 9 Months Ended |
Sep. 30, 2023 | |
Guarantees [Abstract] | |
Guarantees | Guarantees At September 30, 2023, we were liable for certain contingent obligations under various contractual arrangements as described below. We recognize a liability for the fair value of our obligation as a guarantor for newly issued or modified guarantees. Unless the carrying amount of the liability is noted below, we have not recognized a liability either because the guarantees were issued prior to December 31, 2002, or because the fair value of the obligation is immaterial. In addition, unless otherwise stated, we are not currently performing with any significance under the guarantees and expect future performance to be either immaterial or have only a remote chance of occurrence. Lease Residual Value Guarantees Under the operating lease agreement for our headquarters facility in Houston, Texas, we have the option, at the end of the lease term in September 2025, to request to renew the lease, purchase the facility or assist the lessor in marketing it for resale. We have a residual value guarantee associated with the operating lease agreement with a maximum potential future exposure of $514 million at September 30, 2023. We also have residual value guarantees associated with railcar, airplane and truck leases with maximum potential future exposures totaling $164 million. These leases have remaining terms of one Guarantees of Joint Venture Obligations In March 2019, Phillips 66 Partners and its co-venturers in Dakota Access provided a CECU in conjunction with a senior unsecured notes offering. See Note 8—Investments, Loans and Long-Term Receivables, for additional information regarding Dakota Access and the CECU. At September 30, 2023, we also had other guarantees outstanding primarily for our portion of certain joint venture debt, which have remaining terms of up to two years. The maximum potential future exposures under these guarantees were approximately $90 million. Payment would be required if a joint venture defaults on its obligations. Indemnifications Over the years, we have entered into various agreements to sell ownership interests in certain corporations, joint ventures and assets that gave rise to indemnifications. Agreements associated with these sales include indemnifications for taxes, litigation, environmental liabilities, permits and licenses, employee claims, and real estate tenant defaults. The provisions of these indemnifications vary greatly. The majority of these indemnifications are related to environmental issues, which generally have indefinite terms and potentially unlimited exposure. At September 30, 2023, and December 31, 2022, the carrying amount of recorded indemnifications was $143 million and $137 million, respectively. We amortize the indemnification liability over the relevant time period, if one exists, based on the facts and circumstances surrounding each type of indemnity. In cases where the indemnification term is indefinite, we will reverse the liability when we have information to support the reversal. Although it is reasonably possible future payments may exceed amounts recorded, due to the nature of the indemnifications, it is not possible to make a reasonable estimate of the maximum potential amount of future payments. At September 30, 2023, and December 31, 2022, environmental accruals for known contamination of $115 million and $108 million, respectively, were included in the carrying amount of the recorded indemnifications noted above. These environmental accruals were primarily included in the “Asset retirement obligations and accrued environmental costs” line item on our consolidated balance sheet. For additional information about environmental liabilities, see Note 13—Contingencies and Commitments. Indemnification and Release Agreement In 2012, in connection with our separation from ConocoPhillips, we entered into an Indemnification and Release Agreement. This agreement governs the treatment between ConocoPhillips and us of matters relating to indemnification, insurance, litigation responsibility and management, and litigation document sharing and cooperation arising in connection with the separation. Generally, the agreement provides for cross indemnities principally designed to place financial responsibility for the obligations and liabilities of our business with us and financial responsibility for the obligations and liabilities of ConocoPhillips’ business with ConocoPhillips. The agreement also establishes procedures for handling claims subject to indemnification and related matters. |
Contingencies and Commitments
Contingencies and Commitments | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies and Commitments | Contingencies and Commitments A number of lawsuits involving a variety of claims that arose in the ordinary course of business have been filed against us or are subject to indemnifications provided by us. We also may be required to remove or mitigate the effects on the environment of the placement, storage, disposal or release of certain chemical, mineral and petroleum substances at various active and inactive sites. We regularly assess the need for financial recognition or disclosure of these contingencies. In the case of all known contingencies (other than those related to income taxes), we accrue a liability when the loss is probable and the amount is reasonably estimable. If a range of amounts can be reasonably estimated and no amount within the range is a better estimate than any other amount, then the minimum of the range is accrued. We do not reduce these liabilities for potential insurance or third-party recoveries. If applicable, we accrue receivables for probable insurance or other third-party recoveries. In the case of income tax-related contingencies, we use a cumulative probability-weighted loss accrual in cases where sustaining a tax position is uncertain. Based on currently available information, we believe it is remote that future costs related to known contingent liability exposures will exceed current accruals by an amount that would have a material adverse impact on our consolidated financial statements. As we learn new facts concerning contingencies, we reassess our position both with respect to accrued liabilities and other potential exposures. Estimates particularly sensitive to future changes include contingent liabilities recorded for environmental remediation, tax and legal matters. Estimated future environmental remediation costs are subject to change due to such factors as the uncertain magnitude of cleanup costs, the unknown time and extent of such remedial actions that may be required, and the determination of our liability in proportion to that of other potentially responsible parties. Estimated future costs related to tax and legal matters are subject to change as events evolve and as additional information becomes available during the administrative and litigation processes. Environmental We are subject to international, federal, state and local environmental laws and regulations. When we prepare our consolidated financial statements, we record accruals for environmental liabilities based on management’s best estimates, using information available at the time. We measure estimates and base contingent liabilities on currently available facts, existing technology and presently enacted laws and regulations, taking into account stakeholder and business considerations. When measuring contingent environmental liabilities, we also consider our prior experience in remediation of contaminated sites, other companies’ cleanup experience, and data released by the Environmental Protection Agency (EPA) or other organizations. We consider unasserted claims in our determination of environmental liabilities, and we accrue them in the period they are both probable and reasonably estimable. Although liability for environmental remediation costs is generally joint and several for federal sites and frequently so for state sites, we are usually only one of many companies alleged to have liability at a particular site. Due to such joint and several liabilities, we could be responsible for all cleanup costs related to any site at which we have been designated as a potentially responsible party. We have been successful to date in sharing cleanup costs with other financially sound companies. Many of the sites for which we are potentially responsible are still under investigation by the EPA or the state agencies concerned. Prior to actual cleanup, those potentially responsible normally assess the site conditions, apportion responsibility and determine the appropriate remediation. In some instances, we may have no liability or may attain a settlement of liability. Where it appears that other potentially responsible parties may be financially unable to bear their proportional share, we consider this inability in estimating our potential liability, and we adjust our accruals accordingly. As a result of various acquisitions in the past, we assumed certain environmental obligations. Some of these environmental obligations are mitigated by indemnifications made by others for our benefit, although some of the indemnifications are subject to dollar and time limits. We are currently participating in environmental assessments and cleanups at numerous federal Superfund and comparable state sites. After an assessment of environmental exposures for cleanup and other costs, we make accruals on an undiscounted basis (except those pertaining to sites acquired in a business combination, which we record on a discounted basis) for planned investigation and remediation activities for sites where it is probable future costs will be incurred and these costs can be reasonably estimated. At September 30, 2023, our total environmental accruals were $453 million, compared with $434 million at December 31, 2022. We expect to incur a substantial amount of these expenditures within the next 30 years. We have not reduced these accruals for possible insurance recoveries. In the future, we may be involved in additional environmental assessments, cleanups and proceedings. Legal Proceedings Our legal organization applies its knowledge, experience and professional judgment to the specific characteristics of our cases, employing a litigation management process to manage and monitor the legal proceedings against us. Our process facilitates the early evaluation and quantification of potential exposures in individual cases and enables the tracking of those cases that have been scheduled for trial and/or mediation. Based on professional judgment and experience in using these litigation management tools and available information about current developments in all our cases, our legal organization regularly assesses the adequacy of current accruals and determines if adjustment of existing accruals, or establishment of new accruals, is required. Other Contingencies We have contingent liabilities resulting from throughput agreements with pipeline and processing companies not associated with financing arrangements. Under these agreements, we may be required to provide any such company with additional funds through advances and penalties for fees related to throughput capacity not utilized. At September 30, 2023, we had performance obligations secured by letters of credit and bank guarantees of $1.1 billion related to various purchase and other commitments incident to the ordinary conduct of business. |
Derivatives and Financial Instr
Derivatives and Financial Instruments | 9 Months Ended |
Sep. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Financial Instruments | Derivatives and Financial Instruments Derivative Instruments We use financial and commodity-based derivative contracts to manage exposures to fluctuations in commodity prices, interest rates and foreign currency exchange rates, or to capture market opportunities. Because we do not apply hedge accounting for commodity derivative contracts, all realized and unrealized gains and losses from commodity derivative contracts are recognized in our consolidated statement of income. Gains and losses from derivative contracts held for trading not directly related to our physical business are reported net in the “Other income (loss)” line item on our consolidated statement of income. Cash flows from all our derivative activity for the periods presented appear in the operating section on our consolidated statement of cash flows. Purchase and sales contracts with firm minimum notional volumes for commodities that are readily convertible to cash are recorded on our consolidated balance sheet as derivatives unless the contracts are eligible for, and we elect, the normal purchases and normal sales exception, whereby the contracts are recorded on an accrual basis. We generally apply the normal purchases and normal sales exception to eligible crude oil, refined petroleum product, NGL, natural gas, renewable feedstock, and power commodity contracts to purchase or sell quantities we expect to use or sell in the normal course of business. All other derivative instruments are recorded at fair value on our consolidated balance sheet. For further information regarding the fair value of derivatives, see Note 15—Fair Value Measurements. Commodity Derivative Contracts —We sell into or receive supply from the worldwide crude oil, refined petroleum product, NGL, natural gas, renewable feedstock, and electric power markets, exposing our revenues, purchases, cost of operating activities and cash flows to fluctuations in the prices for these commodities. Generally, our policy is to remain exposed to the market prices of commodities; however, we use futures, forwards, swaps and options in various markets to balance physical systems, meet customer needs, manage price exposures on specific transactions, and do a limited amount of trading not directly related to our physical business, all of which may reduce our exposure to fluctuations in market prices. We also use the market knowledge gained from these activities to capture market opportunities such as moving physical commodities to more profitable locations, storing commodities to capture seasonal or time premiums, and blending commodities to capture quality upgrades. DCP Midstream Class A Segment Through DCP LP’s operations, DCP Midstream Class A Segment is exposed to a variety of risks including but not limited to changes in the prices of commodities that DCP LP buys or sells. Effective from the date of the DCP Midstream Merger, we include DCP LP’s financial instruments in our financial statements. See Note 3—DCP Midstream, LLC and DCP Midstream, LP Mergers, for additional information regarding the DCP Midstream Merger and the associated accounting treatment. The following table indicates the consolidated balance sheet line items that include the fair values of commodity derivative assets and liabilities. The balances in the following table are presented on a gross basis, before the effects of counterparty and collateral netting. However, we have elected to present our commodity derivative assets and liabilities with the same counterparty on a net basis on our consolidated balance sheet when the legal right of offset exists. Millions of Dollars September 30, 2023 December 31, 2022 Commodity Derivatives Effect of Collateral Netting Net Carrying Value Presented on the Balance Sheet Commodity Derivatives Effect of Collateral Netting Net Carrying Value Presented on the Balance Sheet Assets Liabilities Assets Liabilities Assets Prepaid expenses and other current assets $ 4,722 (4,418) (25) 279 1,331 (1,110) — 221 Other assets 49 (25) — 24 46 (1) — 45 Liabilities Other accruals 1,773 (1,959) 85 (101) 471 (750) 90 (189) Other liabilities and deferred credits — (13) 1 (12) 12 (35) — (23) Total $ 6,544 (6,415) 61 190 1,860 (1,896) 90 54 At September 30, 2023, and December 31, 2022, there was $2 million and $93 million, respectively, of cash collateral paid that was not offset on our consolidated balance sheet. The realized and unrealized gains (losses) incurred from commodity derivatives, and the line items where they appear on our consolidated statement of income, were: Millions of Dollars Three Months Ended Nine Months Ended 2023 2022 2023 2022 Sales and other operating revenues $ (339) 432 (79) (123) Other income (38) 22 (28) 84 Purchased crude oil and products (495) 166 (392) (315) Net gain (loss) from commodity derivative activity $ (872) 620 (499) (354) The following table summarizes our material net exposures resulting from outstanding commodity derivative contracts. These financial and physical derivative contracts are primarily used to manage price exposure on our underlying operations. The underlying exposures may be from nonderivative positions such as inventory volumes. Financial derivative contracts may also offset physical derivative contracts, such as forward purchase and sales contracts. The percentage of our derivative contract volumes expiring within the next 12 months was more than 90% at September 30, 2023, and December 31, 2022. Open Position September 30 December 31 Commodity Crude oil, refined petroleum products, NGL and renewable feedstocks (millions of barrels) (36) (25) Natural gas (billions of cubic feet) (29) (77) Credit Risk from Derivative and Financial Instruments Financial instruments potentially exposed to concentrations of credit risk consist primarily of trade receivables and derivative contracts. Our trade receivables result primarily from the sale of products from, or related to, our refinery operations and reflect a broad national and international customer base, which limits our exposure to concentrations of credit risk. The majority of these receivables have payment terms of 30 days or less. We continually monitor this exposure and the creditworthiness of the counterparties and recognize bad debt expense based on a probability assessment of credit loss. Generally, we do not require collateral to limit the exposure to loss; however, we will sometimes use letters of credit, prepayments or master netting arrangements to mitigate credit risk with counterparties that both buy from and sell to us, as these agreements permit the amounts owed by us to others to be offset against amounts owed to us. The credit risk from our derivative contracts, such as forwards and swaps, derives from the counterparty to the transaction. Individual counterparty exposure is managed within predetermined credit limits and includes the use of cash-call margins when appropriate, thereby reducing the risk of significant nonperformance. We also use futures, swaps and option contracts that have a negligible credit risk because these trades are cleared with an exchange clearinghouse and subject to mandatory margin requirements, typically on a daily basis, until settled. Certain of our derivative instruments contain provisions that require us to post collateral if the derivative exposure exceeds a threshold amount. We have contracts with fixed threshold amounts and other contracts with variable threshold amounts that are contingent on our credit ratings. The variable threshold amounts typically decline for lower credit ratings, while both the variable and fixed threshold amounts typically revert to zero if our credit ratings fall below investment grade. Cash is the primary collateral in all contracts; however, many contracts also permit us to post letters of credit as collateral. The aggregate fair values of all derivative instruments with such credit-risk-related contingent features that were in a liability position were immaterial at September 30, 2023, and December 31, 2022. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Recurring Fair Value Measurements We carry certain assets and liabilities at fair value, which we measure at the reporting date using the price that would be received to sell an asset or paid to transfer a liability (i.e., an exit price), and disclose the quality of these fair values based on the valuation inputs used in these measurements under the following hierarchy: • Level 1: Fair value measured with unadjusted quoted prices from an active market for identical assets or liabilities. • Level 2: Fair value measured either with: (1) adjusted quoted prices from an active market for similar assets or liabilities; or (2) other valuation inputs that are directly or indirectly observable. • Level 3: Fair value measured with unobservable inputs that are significant to the measurement. We classify the fair value of an asset or liability based on the significance of its observable or unobservable inputs to the measurement. However, the fair value of an asset or liability initially reported as Level 3 will be subsequently reported as Level 2 if the unobservable inputs become inconsequential to its measurement or corroborating market data becomes available. Conversely, an asset or liability initially reported as Level 2 will be subsequently reported as Level 3 if corroborating market data becomes unavailable. We used the following methods and assumptions to estimate the fair value of financial instruments: • Cash and cash equivalents —The carrying amount reported on our consolidated balance sheet approximates fair value. • Accounts and notes receivable —The carrying amount reported on our consolidated balance sheet approximates fair value. • Derivative instruments —The fair value of our exchange-traded contracts is based on quoted market prices obtained from the New York Mercantile Exchange, the Intercontinental Exchange or other exchanges, and is reported as Level 1 in the fair value hierarchy. When exchange-cleared contracts lack sufficient liquidity, or are valued using either adjusted exchange-provided prices or nonexchange quotes, we classify those contracts as Level 2 or Level 3 based on the degree to which inputs are observable. Physical commodity forward purchase and sales contracts and over-the-counter (OTC) financial swaps are generally valued using forward quotes provided by brokers and price index developers, such as Platts and Oil Price Information Service. We corroborate these quotes with market data and classify the resulting fair values as Level 2. When forward market prices are not available, we estimate fair value using the forward price of a similar commodity, adjusted for the difference in quality or location. In certain less liquid markets or for longer-term contracts, forward prices are not as readily available. In these circumstances, physical commodity purchase and sales contracts and OTC swaps are valued using internally developed methodologies that consider historical relationships among various commodities that result in management’s best estimate of fair value. We classify these contracts as Level 3. Physical and OTC commodity options are valued using industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors and contractual prices for the underlying instruments, as well as other relevant economic measures. The degree to which these inputs are observable in the forward markets determines whether the options are classified as Level 2 or 3. We use a midmarket pricing convention (the midpoint between bid and ask prices). When appropriate, valuations are adjusted to reflect credit considerations, generally based on available market evidence. When applicable, we determine the fair value of interest rate swaps based on observable market valuations for interest rate swaps that have notional amounts, terms and pay and reset frequencies similar to ours. • Rabbi trust assets —These deferred compensation investments are measured at fair value using unadjusted quoted prices available from national securities exchanges and are therefore categorized as Level 1 in the fair value hierarchy. • Investment in NOVONIX —Our investment in NOVONIX is measured at fair value using unadjusted quoted prices available from the Australian Securities Exchange and is therefore categorized as Level 1 in the fair value hierarchy. • Other investments —Includes other marketable securities with observable market prices. • Debt —The carrying amount of our floating-rate debt approximates fair value. The fair value of our fixed-rate debt is estimated primarily based on observable market prices. The following tables display the fair value hierarchy for our financial assets and liabilities either accounted for or disclosed at fair value on a recurring basis. These values are determined by treating each contract as the fundamental unit of account; therefore, derivative assets and liabilities with the same counterparty are shown on a gross basis in the hierarchy sections of these tables, before the effects of counterparty and collateral netting. The following tables also reflect the effect of netting derivative assets and liabilities with the same counterparty for which we have the legal right of offset and collateral netting. The carrying values and fair values by hierarchy of our financial assets and liabilities, either carried or disclosed at fair value, including any effects of counterparty and collateral netting, were: Millions of Dollars September 30, 2023 Fair Value Hierarchy Total Fair Value of Gross Assets & Liabilities Effect of Counterparty Netting Effect of Collateral Netting Difference in Carrying Value and Fair Value Net Carrying Value Presented on the Balance Sheet Level 1 Level 2 Level 3 Commodity Derivative Assets Exchange-cleared instruments $ 6,381 44 1 6,426 (6,216) (25) — 185 Physical forward contracts — 117 1 118 — — — 118 Rabbi trust assets 144 — — 144 N/A N/A — 144 Investment in NOVONIX 42 — — 42 N/A N/A — 42 $ 6,567 161 2 6,730 (6,216) (25) — 489 Commodity Derivative Liabilities Exchange-cleared instruments $ 6,303 39 1 6,343 (6,216) (86) — 41 Physical forward contracts — 72 — 72 — — — 72 Floating-rate debt — 2,000 — 2,000 N/A N/A — 2,000 Fixed-rate debt, excluding finance leases and software obligations — 15,635 — 15,635 N/A N/A 1,489 17,124 $ 6,303 17,746 1 24,050 (6,216) (86) 1,489 19,237 Millions of Dollars December 31, 2022 Fair Value Hierarchy Total Fair Value of Gross Assets & Liabilities Effect of Counterparty Netting Effect of Collateral Netting Difference in Carrying Value and Fair Value Net Carrying Value Presented on the Balance Sheet Level 1 Level 2 Level 3 Commodity Derivative Assets Exchange-cleared instruments $ 1,615 130 3 1,748 (1,582) — — 166 OTC instruments — 7 16 23 — — — 23 Physical forward contracts — 86 3 89 (12) — — 77 Rabbi trust assets 126 — — 126 N/A N/A — 126 Investment in NOVONIX 78 — — 78 N/A N/A — 78 Other investments 42 1 — 43 N/A N/A — 43 $ 1,861 224 22 2,107 (1,594) — — 513 Commodity Derivative Liabilities Exchange-cleared instruments $ 1,676 164 5 1,845 (1,582) (90) — 173 OTC instruments — 9 — 9 — — — 9 Physical forward contracts — 42 — 42 (12) — — 30 Floating-rate debt — 65 — 65 N/A N/A — 65 Fixed-rate debt, excluding finance leases and software obligations — 15,871 — 15,871 N/A N/A 977 16,848 $ 1,676 16,151 5 17,832 (1,594) (90) 977 17,125 The rabbi trust assets and investment in NOVONIX are recorded in the “Investments and long-term receivables” line item, and floating-rate and fixed-rate debt are recorded in the “Short-term debt” and “Long-term debt” line items on our consolidated balance sheet. See Note 14—Derivatives and Financial Instruments, for information regarding where the assets and liabilities related to our commodity derivatives are recorded on our consolidated balance sheet. Nonrecurring Fair Value Measurements DCP Midstream Merger On August 17, 2022, we and Enbridge agreed to merge DCP Midstream and Gray Oak Holdings with DCP Midstream as the surviving entity. As a result, we began consolidating the financial results of DCP Midstream Class A Segment, DCP Sand Hills and DCP Southern Hills, and accordingly, accounted for the business combination using the acquisition method of accounting, which requires DCP Midstream Class A Segment’s, DCP Sand Hills’ and DCP Southern Hills’, assets and liabilities to be recorded at fair value as of the acquisition date on our consolidated balance sheet. See Note 4—Business Combinations, for additional information regarding the DCP Midstream Merger. Equity Method Investments The fair value of the investments we acquired that are accounted for under the equity method was $2,034 million. The fair value of these assets was determined using the income approach. The income approach used discounted cash flow models that require various observable and non-observable inputs, such as margins, tariffs and rates, utilization, volumes, product costs, operating expenses, capital expenditures, terminal-year values and risk-adjusted discount rates. These valuations resulted in Level 3 nonrecurring fair value measurements. PP&E The fair value of PP&E was $13,030 million. The fair value of these assets was determined primarily using the cost approach. The cost approach used assumptions for the current replacement costs of similar plant and equipment assets adjusted for estimated physical deterioration, functional obsolescence and economic obsolescence. The fair value of properties was determined using a sales comparison approach. These valuations resulted in Level 3 nonrecurring fair value measurements. Debt The fair value of DCP LP’s senior and junior subordinated notes was measured using a market approach, based on the average of quotes for the acquired debt from major financial institutions. These valuations resulted in Level 2 nonrecurring fair value measurements. Noncontrolling Interests As a result of our consolidation of the DCP Midstream Class A Segment, the noncontrolling interests held in the DCP Midstream Class A Segment were recorded at their fair values on the DCP Midstream Merger date. These noncontrolling interests on the DCP Midstream Merger date primarily included Enbridge’s indirect economic interest in DCP LP, the public holders of DCP LP’s common units and the public holders of DCP LP’s preferred units. The fair value of the noncontrolling interests in DCP LP’s common units was based on their unit market price as of the date of the DCP Midstream Merger, August 17, 2022. The fair value of the noncontrolling interests in DCP LP’s publicly traded preferred units was based on their respective market price as of the date of the DCP Midstream Merger, August 17, 2022. These valuations resulted in Level 1 nonrecurring fair value measurements. The fair value of the noncontrolling interests in DCP LP’s other preferred units was based on an income approach that used projected distributions that were discounted using an average implied yield of DCP LP’s publicly traded preferred units and expected redemption dates. This valuation resulted in a Level 2 nonrecurring fair value measurement. |
Pension and Postretirement Plan
Pension and Postretirement Plans | 9 Months Ended |
Sep. 30, 2023 | |
Retirement Benefits [Abstract] | |
Pension and Postretirement Plans | Pension and Postretirement Plans The components of net periodic benefit (credit) cost for the three and nine months ended September 30, 2023 and 2022, were as follows: Millions of Dollars Pension Benefits Other Benefits 2023 2022 2023 2022 U.S. Int’l. U.S. Int’l. Components of Net Periodic Benefit Cost Three Months Ended September 30 Service cost $ 27 3 28 6 1 1 Interest cost 29 8 28 5 2 1 Expected return on plan assets (31) (11) (31) (13) — — Amortization of prior service credit — — — — — — Amortization of net actuarial loss (gain) 3 — 6 3 (2) (1) Settlements 1 — 20 9 — — Net periodic benefit cost* $ 29 — 51 10 1 1 Nine Months Ended September 30 Service cost $ 81 9 98 21 3 3 Interest cost 88 24 70 16 6 4 Expected return on plan assets (94) (32) (109) (44) — — Amortization of prior service credit — — — — — (1) Amortization of net actuarial loss (gain) 9 (2) 18 9 (5) (2) Settlements 15 — 45 9 — — Net periodic benefit (credit) cost* $ 99 (1) 122 11 4 4 * Included in the “Operating expenses” and “Selling, general and administrative expenses” line items on our consolidated statement of income. During the nine months ended September 30, 2023, we contributed $401 million to our U.S. pension and other postretirement benefit plans and $15 million to our international pension plans. We currently expect to make additional contributions of approximately $10 million to our U.S. pension and other postretirement benefit plans and approximately $5 million to our international pension plans during the remainder of 2023. Cash contributions are included in the “Other” line item of the “Cash Flows From Operating Activities” section of our consolidated statement of cash flows. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Changes in the balances of each component of accumulated other comprehensive loss were as follows: Millions of Dollars Defined Benefit Plans Foreign Currency Translation Hedging Accumulated Other Comprehensive Loss December 31, 2022 $ (122) (336) (2) (460) Other comprehensive income before reclassifications 2 60 — 62 Amounts reclassified from accumulated other Defined benefit plans* Amortization of net actuarial loss and settlements 13 — — 13 Foreign currency translation — — — — Hedging — — — — Net current period other comprehensive income 15 60 — 75 September 30, 2023 $ (107) (276) (2) (385) December 31, 2021 $ (398) (45) (2) (445) Other comprehensive loss before reclassifications (1) (625) — (626) Amounts reclassified from accumulated other comprehensive loss Defined benefit plans* Amortization of net actuarial loss, prior service credit and settlements 77 — — 77 Foreign currency translation — — — — Hedging — — — — Net current period other comprehensive income (loss) 76 (625) — (549) September 30, 2022 $ (322) (670) (2) (994) * Included in the computation of net periodic benefit cost. See Note 16—Pension and Postretirement Plans, for additional information. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Significant transactions with related parties were: Millions of Dollars Three Months Ended Nine Months Ended 2023 2022 2023 2022 Operating revenues and other income (a)(d) $ 1,126 1,599 3,489 4,914 Purchases (b)(d) 5,006 5,705 12,662 16,589 Operating expenses and selling, general and administrative expenses (c) 77 69 225 209 (a) We sold NGL, other petrochemical feedstocks and solvents to Chevron Phillips Chemical Company LLC (CPChem), NGL and certain feedstocks to DCP Midstream, gas oil and hydrogen feedstocks to Excel Paralubes LLC (Excel Paralubes), and refined petroleum products to several of our equity affiliates in the Marketing and Specialties (M&S) segment, including OnCue and CF United. We also sold certain feedstocks and intermediate products to WRB and acted as an agent for WRB in supplying crude oil and other feedstocks for a fee. In addition, we charged several of our equity affiliates, including CPChem, for the use of common facilities, such as steam generators, waste and water treaters and warehouse facilities. (b) We purchased crude oil, refined petroleum products, NGL and solvents from WRB. We also purchased natural gas and NGL from DCP Midstream and CPChem, as well as other feedstocks from various equity affiliates, for use in our refinery and fractionation processes. In addition, we purchased base oils and fuel products from Excel Paralubes for use in our specialty and refining businesses. We paid NGL fractionation fees to CPChem. We also paid fees to various pipeline equity affiliates for transporting crude oil, refined petroleum products and NGL. (c) We paid consignment fees to CF United, and utility and processing fees to various equity affiliates. |
Segment Disclosures and Related
Segment Disclosures and Related Information | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Segment Disclosures and Related Information | Segment Disclosures and Related Information Effective October 1, 2022, we changed the organizational structure of the internal financial information reviewed by our President and Chief Executive Officer, and determined this resulted in a change in the composition of our operating segments. As part of the realignment, we moved the results and net assets of our Merey Sweeny vacuum distillation and delayed coker units at our Sweeny Refinery and the isomerization unit at our Lake Charles Refinery from our Midstream segment to our Refining segment. Additionally, commissions charged to the Refining segment by the M&S segment related to sales of specialty products were eliminated and the costs of the sales organization were reclassified from the M&S segment to the Refining segment. The segment realignment is presented for the three and nine months ended September 30, 2023, with prior periods recast for comparability. Our operating segments are: 1) Midstream— Provides natural gas and NGL transportation, storage, fractionation, gathering, processing and marketing services, as well as crude oil and refined petroleum product transportation, terminaling and processing services, mainly in the United States. As a result of the DCP Midstream Merger on August 17, 2022, we began consolidating DCP Midstream Class A Segment, as well as DCP Sand Hills and DCP Southern Hills. See Note 3—DCP Midstream, LLC and DCP Midstream, LP Mergers. This segment also includes our 16% investment in NOVONIX. 2) Chemicals— Consists of our 50% equity investment in CPChem, which manufactures and markets petrochemicals and plastics on a worldwide basis. 3) Refining— Refines crude oil and other feedstocks into petroleum products, such as gasoline, distillates and aviation fuels, as well as renewable fuels, at 12 refineries in the United States and Europe. 4) Marketing and Specialties— Purchases for resale and markets refined petroleum products and renewable fuels, mainly in the United States and Europe. In addition, this segment includes the manufacturing and marketing of base oils and lubricants. Corporate and Other includes general corporate overhead, interest expense, our investment in research of new technologies and various other corporate activities. Corporate assets include all cash, cash equivalents and income tax-related assets. Corporate and Other also includes restructuring costs related to our business transformation. See Note 23—Restructuring for additional information regarding restructuring costs. Intersegment sales are at prices that we believe approximate market. Analysis of Results by Operating Segment Millions of Dollars Three Months Ended Nine Months Ended 2023 2022 2023 2022 Sales and Other Operating Revenues * Midstream Total sales $ 4,581 4,966 13,997 12,743 Intersegment eliminations (645) (708) (2,016) (2,184) Total Midstream 3,936 4,258 11,981 10,559 Chemicals — — — — Refining Total sales 25,743 29,966 71,090 87,067 Intersegment eliminations (16,556) (18,230) (45,101) (54,684) Total Refining 9,187 11,736 25,989 32,383 Marketing and Specialties Total sales 27,347 29,763 73,719 89,313 Intersegment eliminations (835) (816) (2,587) (2,570) Total Marketing and Specialties 26,512 28,947 71,132 86,743 Corporate and Other 8 14 27 26 Consolidated sales and other operating revenues $ 39,643 44,955 109,129 129,711 * See Note 5—Sales and Other Operating Revenues, for further details on our disaggregated sales and other operating revenues. Income (Loss) Before Income Taxes Midstream $ 712 3,608 2,018 4,078 Chemicals 104 135 494 804 Refining 1,710 2,907 4,452 6,176 Marketing and Specialties 633 828 1,703 1,863 Corporate and Other (346) (320) (959) (829) Consolidated income before income taxes $ 2,813 7,158 7,708 12,092 Millions of Dollars September 30 December 31 Total Assets Midstream $ 29,514 30,273 Chemicals 7,260 6,785 Refining 23,322 21,581 Marketing and Specialties 12,467 9,939 Corporate and Other 5,223 7,864 Consolidated total assets $ 77,786 76,442 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Our effective income tax rates for the three and nine months ended September 30, 2023 were 24% and 23%, compared to 23% and 22%, respectively, for the corresponding periods of 2022. The slight increase in our effective rate for the three and nine months ended September 30, 2023, was primarily attributable to non-taxable foreign earnings of our chemical joint venture and an increase in our foreign tax rate, partially offset by a decrease in our state tax rate. In the third quarter of 2022, the tax consequences of the DCP Midstream Merger were not included in our estimated annual effective tax rate but instead were reported as a discrete item. Refer to Note 3—DCP Midstream, LLC and DCP Midstream, LP Mergers, for additional information. The effective tax rate for the three and nine months ended September 30, 2023, varied from the U.S. federal statutory income tax rate primarily due to state income taxes and the impact of foreign operations, partially offset by the impact of noncontrolling interest. |
DCP Midstream Class A Segment
DCP Midstream Class A Segment | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DCP Midstream Class A Segment | Note 21—DCP Midstream Class A Segment DCP Midstream Class A Segment is a VIE and we are the primary beneficiary. DCP Midstream Class A Segment is comprised of the businesses, activities, assets and liabilities of DCP LP and its subsidiaries and its general partner entities. Refer to Note 3—DCP Midstream, LLC and DCP Midstream, LP Mergers and Note 4—Business Combinations, for more details regarding the DCP Midstream Merger and related accounting. DCP LP is a master limited partnership whose operations currently include producing and fractionating NGL, gathering, compressing, treating and processing natural gas; recovering condensate; and transporting, trading, marketing and storing natural gas and NGL. As a result of the DCP Midstream Merger, we began consolidating the DCP Midstream Class A Segment from the merger date forward, and we reflected the interests held by DCP LP’s public common and preferred unitholders’ and Enbridge’s indirect economic interest in DCP LP at the time of the merger as noncontrolling interests in our consolidated financial statements. On June 15, 2023, as part of the DCP LP Merger, we acquired all publicly held common units of DCP LP and eliminated the public common unit noncontrolling interest in our consolidated financial statements from the DCP LP Merger date, forward. The DCP LP Merger increased our aggregate direct and indirect economic interest in DCP LP from 43.3% to 86.8%. See below and Note 3—DCP Midstream, LLC and DCP Midstream, LP Mergers, for additional information about the DCP Midstream and DCP LP Mergers, as well as information on preferred unit redemptions that also decreased the “Noncontrolling interests” balance on our consolidated balance sheet since December 31, 2022. The most significant assets of DCP Midstream Class A Segment that are available to settle only its obligations, along with its most significant liabilities for which its creditors do not have recourse to Phillips 66’s general credit, were: Millions of Dollars September 30 December 31 Accounts receivable, trade* $ 643 988 Net properties, plants and equipment 9,385 9,297 Investments in unconsolidated affiliates** 1,923 2,161 Accounts payable 848 1,239 Short-term debt 86 504 Long-term debt 4,113 4,248 * Included in the “Accounts and notes receivable” line item on the Phillips 66 consolidated balance sheet. ** Included in the “Investments and long-term receivables” line item on the Phillips 66 consolidated balance sheet. DCP LP Merger On June 15, 2023, we completed the acquisition of approximately 91 million publicly held common units of DCP LP pursuant to the terms of the DCP LP Merger Agreement. The DCP LP Merger Agreement was entered into with DCP LP, its subsidiaries and its general partner entities, pursuant to which one of our wholly owned subsidiaries merged with and into DCP LP, with DCP LP surviving as a Delaware limited partnership. Under the terms of the DCP LP Merger Agreement, at the effective time of the DCP LP Merger, each publicly held common unit representing a limited partner interest in DCP LP (other than the common units owned by DCP Midstream and its subsidiaries) issued and outstanding as of immediately prior to the effective time was converted into the right to receive $41.75 per common unit in cash, without interest. We paid $3,796 million in cash consideration to common unitholders, funded through a combination of cash generated from operating activities and proceeds from the offering of the Notes and borrowings under the Term Loan Agreement. See Note 11—Debt, for additional information. The DCP LP Merger was accounted for as an equity transaction and resulted in decreases to “Cash and cash equivalents” of $3,814 million, which includes cash consideration paid to common unitholders of $3,796 million plus fees paid of $18 million, “Noncontrolling interests” of $3,343 million, “Capital in excess of par” of $361 million and “Deferred income taxes” of $110 million on our consolidated balance sheet. Preferred Units In June 2023, DCP LP redeemed its Series B preferred units at the aggregated liquidation preference of $161 million, which approximated the book value of the preferred units. At September 30, 2023, DCP LP had 4,400,000 Series C preferred units outstanding with an aggregate liquidation preference of $110 million. On October 16, 2023, DCP LP redeemed its Series C preferred units at the aggregated liquidation preference of $110 million, which approximated the book value of the preferred units. The New York Stock Exchange suspended trading of the Series B preferred units and Series C preferred units in connection with the redemptions described herein, and DCP LP filed with the Securities and Exchange Commission a certification and notice of termination on Form 15 deregistering each series of preferred units under the Exchange Act and suspending its reporting obligations under Sections 13 and 15(d) of the Exchange Act. Distributions During the three and nine months ended September 30, 2023, DCP LP made cash distributions of $2 million and $12 million, respectively, to preferred unitholders and cash distributions of $12 million and $113 million, respectively, to common unit holders other than Phillips 66 and its subsidiaries. |
Phillips 66 Partners LP
Phillips 66 Partners LP | 9 Months Ended |
Sep. 30, 2023 | |
Limited Liability Company or Limited Partnership, Business Organization and Operations [Abstract] | |
Phillips 66 Partners LP | Phillips 66 Partners LPOn March 9, 2022, we completed a merger between us and Phillips 66 Partners. The merger resulted in the acquisition of all limited partnership interests in Phillips 66 Partners not already owned by us in exchange for 41.8 million shares of Phillips 66 common stock issued from treasury stock. Phillips 66 Partners common unitholders received 0.50 shares of Phillips 66 common stock for each outstanding Phillips 66 Partners common unit. Phillips 66 Partners’ perpetual convertible preferred units were converted into common units at a premium to the original issuance price prior to being exchanged for Phillips 66 common stock. The merger was accounted for as an equity transaction. Upon closing, Phillips 66 Partners became a wholly owned subsidiary of Phillips 66 and its common units are no longer publicly traded. |
Restructuring
Restructuring | 9 Months Ended |
Sep. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | RestructuringIn April 2022, we announced that we are progressing a multi-year business transformation focused on enterprise-wide opportunities to improve our cost structure. For the three and nine months ended September 30, 2023, we recorded restructuring costs totaling $51 million and $127 million, respectively, primarily related to consulting fees and severance costs. For the three and nine months ended September 30, 2022, we recorded restructuring costs totaling $74 million and $99 million, respectively, primarily related to consulting fees and severance costs. These costs are primarily recorded in the “Selling, general and administrative expenses” line item on our consolidated statement of income and are reported in our Corporate segment. In addition, in the three and nine months ended September 30, 2023, we recorded restructuring costs of $4 million and $38 million, respectively, associated with the integration of DCP Midstream Class A Segment primarily related to severance and contract exit costs. These costs are primarily recorded in the “Selling, general and administrative expenses” line item on our consolidated statement of income and are reported in our Midstream segment. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) | $ 2,097 | $ 5,391 | $ 5,755 | $ 9,140 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | 9 Months Ended |
Sep. 30, 2023 shares | Sep. 30, 2023 shares | |
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On September 28, 2023, Zhanna Golodryga, Executive Vice President, Emerging Energy, adopted a trading plan intended to satisfy Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended, providing for the potential exercise of vested stock options and the associated sale of up to 29,800 shares of our common stock between January 2, 2024 and June 28, 2024. | |
Zhanna Golodryga [Member] | ||
Trading Arrangements, by Individual | ||
Name | Zhanna Golodryga | |
Title | Executive Vice President | |
Rule 10b5-1 Arrangement Adopted | true | |
Non-Rule 10b5-1 Arrangement Adopted | false | |
Adoption Date | September 28, 2023 | |
Rule 10b5-1 Arrangement Terminated | false | |
Non-Rule 10b5-1 Arrangement Terminated | false | |
Arrangement Duration | 178 days | |
Aggregate Available | 29,800 | 29,800 |
Change in Accounting Principle
Change in Accounting Principle (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
Change in Accounting Principle | Change in Accounting PrincipleEffective January 1, 2023, we adopted ASU 2022-04, “Liabilities—Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations.” This ASU requires the buyer in a supplier finance program to disclose qualitative and quantitative information about the program. At the time of adoption, this ASU did not have a material impact on our consolidated financial statements. |
Earnings Per Share | Earnings Per Share The numerator of basic earnings per share (EPS) is net income attributable to Phillips 66, adjusted for noncancelable dividends paid on unvested share-based employee awards during the vesting period (participating securities). The denominator of basic EPS is the sum of the daily weighted-average number of common shares outstanding during the periods presented and fully vested stock and unit awards that have not yet been issued as common stock. The numerator of diluted EPS is also based on net income attributable to Phillips 66, which is reduced by dividend equivalents paid on participating securities for which the dividends are more dilutive than the participation of the awards in the earnings of the periods presented. To the extent unvested stock, unit or option awards and vested unexercised stock options are dilutive, they are included with the weighted-average common shares outstanding in the denominator. Treasury stock is excluded from the denominator in both basic and diluted EPS. |
Contingencies and Commitments | A number of lawsuits involving a variety of claims that arose in the ordinary course of business have been filed against us or are subject to indemnifications provided by us. We also may be required to remove or mitigate the effects on the environment of the placement, storage, disposal or release of certain chemical, mineral and petroleum substances at various active and inactive sites. We regularly assess the need for financial recognition or disclosure of these contingencies. In the case of all known contingencies (other than those related to income taxes), we accrue a liability when the loss is probable and the amount is reasonably estimable. If a range of amounts can be reasonably estimated and no amount within the range is a better estimate than any other amount, then the minimum of the range is accrued. We do not reduce these liabilities for potential insurance or third-party recoveries. If applicable, we accrue receivables for probable insurance or other third-party recoveries. In the case of income tax-related contingencies, we use a cumulative probability-weighted loss accrual in cases where sustaining a tax position is uncertain. Based on currently available information, we believe it is remote that future costs related to known contingent liability exposures will exceed current accruals by an amount that would have a material adverse impact on our consolidated financial statements. As we learn new facts concerning contingencies, we reassess our position both with respect to accrued liabilities and other potential exposures. Estimates particularly sensitive to future changes include contingent liabilities recorded for environmental remediation, tax and legal matters. Estimated future environmental remediation costs are subject to change due to such factors as the uncertain magnitude of cleanup costs, the unknown time and extent of such remedial actions that may be required, and the determination of our liability in proportion to that of other potentially responsible parties. Estimated future costs related to tax and legal matters are subject to change as events evolve and as additional information becomes available during the administrative and litigation processes. |
Recurring Fair Value Measurements | Recurring Fair Value Measurements We carry certain assets and liabilities at fair value, which we measure at the reporting date using the price that would be received to sell an asset or paid to transfer a liability (i.e., an exit price), and disclose the quality of these fair values based on the valuation inputs used in these measurements under the following hierarchy: • Level 1: Fair value measured with unadjusted quoted prices from an active market for identical assets or liabilities. • Level 2: Fair value measured either with: (1) adjusted quoted prices from an active market for similar assets or liabilities; or (2) other valuation inputs that are directly or indirectly observable. • Level 3: Fair value measured with unobservable inputs that are significant to the measurement. We classify the fair value of an asset or liability based on the significance of its observable or unobservable inputs to the measurement. However, the fair value of an asset or liability initially reported as Level 3 will be subsequently reported as Level 2 if the unobservable inputs become inconsequential to its measurement or corroborating market data becomes available. Conversely, an asset or liability initially reported as Level 2 will be subsequently reported as Level 3 if corroborating market data becomes unavailable. We used the following methods and assumptions to estimate the fair value of financial instruments: • Cash and cash equivalents —The carrying amount reported on our consolidated balance sheet approximates fair value. • Accounts and notes receivable —The carrying amount reported on our consolidated balance sheet approximates fair value. • Derivative instruments —The fair value of our exchange-traded contracts is based on quoted market prices obtained from the New York Mercantile Exchange, the Intercontinental Exchange or other exchanges, and is reported as Level 1 in the fair value hierarchy. When exchange-cleared contracts lack sufficient liquidity, or are valued using either adjusted exchange-provided prices or nonexchange quotes, we classify those contracts as Level 2 or Level 3 based on the degree to which inputs are observable. Physical commodity forward purchase and sales contracts and over-the-counter (OTC) financial swaps are generally valued using forward quotes provided by brokers and price index developers, such as Platts and Oil Price Information Service. We corroborate these quotes with market data and classify the resulting fair values as Level 2. When forward market prices are not available, we estimate fair value using the forward price of a similar commodity, adjusted for the difference in quality or location. In certain less liquid markets or for longer-term contracts, forward prices are not as readily available. In these circumstances, physical commodity purchase and sales contracts and OTC swaps are valued using internally developed methodologies that consider historical relationships among various commodities that result in management’s best estimate of fair value. We classify these contracts as Level 3. Physical and OTC commodity options are valued using industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors and contractual prices for the underlying instruments, as well as other relevant economic measures. The degree to which these inputs are observable in the forward markets determines whether the options are classified as Level 2 or 3. We use a midmarket pricing convention (the midpoint between bid and ask prices). When appropriate, valuations are adjusted to reflect credit considerations, generally based on available market evidence. When applicable, we determine the fair value of interest rate swaps based on observable market valuations for interest rate swaps that have notional amounts, terms and pay and reset frequencies similar to ours. • Rabbi trust assets —These deferred compensation investments are measured at fair value using unadjusted quoted prices available from national securities exchanges and are therefore categorized as Level 1 in the fair value hierarchy. • Investment in NOVONIX —Our investment in NOVONIX is measured at fair value using unadjusted quoted prices available from the Australian Securities Exchange and is therefore categorized as Level 1 in the fair value hierarchy. • Other investments —Includes other marketable securities with observable market prices. • Debt —The carrying amount of our floating-rate debt approximates fair value. The fair value of our fixed-rate debt is estimated primarily based on observable market prices. |
Business Combinations (Tables)
Business Combinations (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Fair Value of Consideration Transferred and Amounts Included in Operations | The components of the fair value of the DCP Midstream Merger consideration are: Millions of Dollars Cash contributed $ 404 Fair value of transferred equity interest 634 Fair value of previously held equity interests 3,853 Total merger consideration $ 4,891 |
Schedule of Purchase Price Allocation | The following table shows the purchase price allocation as of the date of the DCP Midstream Merger, and cumulative adjustments we have made through the end of the measurement period: Millions of Dollars As Originally Reported Adjustments As Adjusted Fair value of assets acquired: Cash and cash equivalents $ 98 — 98 Accounts and notes receivable 1,003 — 1,003 Inventories 74 238 312 Prepaid expenses and other current assets 439 13 452 Investments and long-term receivables 2,192 (125) 2,067 Properties, plants and equipment 12,837 193 13,030 Intangibles 36 (36) — Other assets 343 (158) 185 Total assets acquired 17,022 125 17,147 Fair value of liabilities assumed: Accounts payable 912 3 915 Short-term debt 625 (2) 623 Accrued income and other taxes 107 13 120 Employee benefit obligation—current 50 22 72 Other accruals 497 (6) 491 Long-term debt 4,541 40 4,581 Asset retirement obligations and accrued environmental costs 168 16 184 Deferred income taxes 40 14 54 Employee benefit obligations 54 — 54 Other liabilities and deferred credits 227 36 263 Total liabilities assumed 7,221 136 7,357 Fair value of net assets 9,801 (11) 9,790 Less: Fair value of noncontrolling interests 4,910 (11) 4,899 Total merger consideration $ 4,891 — 4,891 |
Schedule of Pro Forma Financial Information | Pro Forma Financial Information The following unaudited pro forma financial information presents consolidated results for the three and nine months ended September 30, 2022, as if assuming the DCP Midstream Merger occurred on January 1, 2021. The unaudited pro forma information includes adjustments based on available information, and we believe the estimates and assumptions used are reasonable and that the significant effects of the transactions are properly reflected in the unaudited pro forma information. An aggregate before-tax gain of $2,831 million was included in the pro forma financial information for the nine months ended September 30, 2021, which is related to the remeasurement of the previously held equity investments in DCP Midstream, DCP Sand Hills and DCP Southern Hills to their fair values in connection with the DCP Midstream Merger. Adjustments related to the economic interest change in our equity investment in Gray Oak Pipeline were excluded from the pro forma financial information. The unaudited pro forma financial information presented is for comparative purposes only and does not give effect to any potential synergies that could be achieved and is not necessarily indicative of the results of future operations. Three Months Ended September 30, 2022 Nine Months Ended September 30, 2022 Sales and other operating revenues ( millions ) $ 46,892 136,848 Net Income Attributable to Phillips 66 ( millions ) 3,129 6,963 Net Income Attributable to Phillips 66 per share—basic ( dollars ) 6.50 14.76 Net Income Attributable to Phillips 66 per share—diluted ( dollars ) 6.48 14.71 |
Sales and Other Operating Rev_2
Sales and Other Operating Revenues (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following tables present our disaggregated sales and other operating revenues: Millions of Dollars Three Months Ended Nine Months Ended 2023 2022 2023 2022 Product Line and Services Refined petroleum products $ 29,974 33,690 81,209 102,482 Crude oil resales 5,391 6,146 14,606 15,694 Natural gas liquids (NGL) and natural gas 3,886 4,217 11,564 10,702 Services and other * 392 902 1,750 833 Consolidated sales and other operating revenues $ 39,643 44,955 109,129 129,711 Geographic Location** United States $ 32,468 36,126 87,523 103,910 United Kingdom 3,708 4,485 10,889 13,168 Germany 1,477 1,769 4,155 4,944 Other countries 1,990 2,575 6,562 7,689 Consolidated sales and other operating revenues $ 39,643 44,955 109,129 129,711 * Includes derivatives-related activities. See Note 14—Derivatives and Financial Instruments, for additional information. ** Sales and other operating revenues are attributable to countries based on the location of the operations generating the revenues. |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consisted of the following: Millions of Dollars September 30 December 31 Crude oil and petroleum products $ 5,326 2,914 Materials and supplies 406 362 $ 5,732 3,276 |
Properties, Plants and Equipm_2
Properties, Plants and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Properties, Plants and Equipment with Associated Accumulated Depreciation and Amortization | Our gross investment in PP&E and the associated accumulated depreciation and amortization (Accum. D&A) balances were as follows: Millions of Dollars September 30, 2023 December 31, 2022 Gross Accum. Net Gross Accum. Net Midstream $ 26,016 4,169 21,847 25,422 3,524 21,898 Chemicals — — — — — — Refining 24,944 12,888 12,056 24,200 12,523 11,677 Marketing and Specialties 1,902 1,113 789 1,800 1,058 742 Corporate and Other 1,629 788 841 1,568 722 846 $ 54,491 18,958 35,533 52,990 17,827 35,163 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Reconciliation of Basic and Diluted Earnings Per Share | Three Months Ended Nine Months Ended 2023 2022 2023 2022 Basic Diluted Basic Diluted Basic Diluted Basic Diluted Amounts Attributed to Phillips 66 Common Stockholders (millions) : Net Income Attributable to Phillips 66 $ 2,097 2,097 5,391 5,391 5,755 5,755 9,140 9,140 Income allocated to participating securities (2) — (3) — (8) — (8) — Net income available to common stockholders $ 2,095 2,097 5,388 5,391 5,747 5,755 9,132 9,140 Weighted-average common shares outstanding (thousands) : 442,599 444,283 479,355 481,388 452,666 454,440 469,339 471,375 Effect of share-based compensation 1,684 2,975 2,033 1,648 1,774 2,765 2,036 2,077 Weighted-average common shares outstanding—EPS 444,283 447,258 481,388 483,036 454,440 457,205 471,375 473,452 Earnings Per Share of Common Stock (dollars) $ 4.72 4.69 11.19 11.16 12.65 12.59 19.37 19.31 |
Derivatives and Financial Ins_2
Derivatives and Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Offsetting Assets | The following table indicates the consolidated balance sheet line items that include the fair values of commodity derivative assets and liabilities. The balances in the following table are presented on a gross basis, before the effects of counterparty and collateral netting. However, we have elected to present our commodity derivative assets and liabilities with the same counterparty on a net basis on our consolidated balance sheet when the legal right of offset exists. Millions of Dollars September 30, 2023 December 31, 2022 Commodity Derivatives Effect of Collateral Netting Net Carrying Value Presented on the Balance Sheet Commodity Derivatives Effect of Collateral Netting Net Carrying Value Presented on the Balance Sheet Assets Liabilities Assets Liabilities Assets Prepaid expenses and other current assets $ 4,722 (4,418) (25) 279 1,331 (1,110) — 221 Other assets 49 (25) — 24 46 (1) — 45 Liabilities Other accruals 1,773 (1,959) 85 (101) 471 (750) 90 (189) Other liabilities and deferred credits — (13) 1 (12) 12 (35) — (23) Total $ 6,544 (6,415) 61 190 1,860 (1,896) 90 54 |
Schedule of Offsetting Liabilities | The following table indicates the consolidated balance sheet line items that include the fair values of commodity derivative assets and liabilities. The balances in the following table are presented on a gross basis, before the effects of counterparty and collateral netting. However, we have elected to present our commodity derivative assets and liabilities with the same counterparty on a net basis on our consolidated balance sheet when the legal right of offset exists. Millions of Dollars September 30, 2023 December 31, 2022 Commodity Derivatives Effect of Collateral Netting Net Carrying Value Presented on the Balance Sheet Commodity Derivatives Effect of Collateral Netting Net Carrying Value Presented on the Balance Sheet Assets Liabilities Assets Liabilities Assets Prepaid expenses and other current assets $ 4,722 (4,418) (25) 279 1,331 (1,110) — 221 Other assets 49 (25) — 24 46 (1) — 45 Liabilities Other accruals 1,773 (1,959) 85 (101) 471 (750) 90 (189) Other liabilities and deferred credits — (13) 1 (12) 12 (35) — (23) Total $ 6,544 (6,415) 61 190 1,860 (1,896) 90 54 |
Schedule of Fair Value of Commodity Derivative Assets and Liabilities and Gains (Losses) from Derivative Contracts | The realized and unrealized gains (losses) incurred from commodity derivatives, and the line items where they appear on our consolidated statement of income, were: Millions of Dollars Three Months Ended Nine Months Ended 2023 2022 2023 2022 Sales and other operating revenues $ (339) 432 (79) (123) Other income (38) 22 (28) 84 Purchased crude oil and products (495) 166 (392) (315) Net gain (loss) from commodity derivative activity $ (872) 620 (499) (354) |
Schedule of Material Net Exposures and Notional Amount of Derivative Contracts | The following table summarizes our material net exposures resulting from outstanding commodity derivative contracts. These financial and physical derivative contracts are primarily used to manage price exposure on our underlying operations. The underlying exposures may be from nonderivative positions such as inventory volumes. Financial derivative contracts may also offset physical derivative contracts, such as forward purchase and sales contracts. The percentage of our derivative contract volumes expiring within the next 12 months was more than 90% at September 30, 2023, and December 31, 2022. Open Position September 30 December 31 Commodity Crude oil, refined petroleum products, NGL and renewable feedstocks (millions of barrels) (36) (25) Natural gas (billions of cubic feet) (29) (77) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value Hierarchy for Material Financial Instruments and Derivative Assets and Liabilities, Including the Effect of Counterparty Netting | The carrying values and fair values by hierarchy of our financial assets and liabilities, either carried or disclosed at fair value, including any effects of counterparty and collateral netting, were: Millions of Dollars September 30, 2023 Fair Value Hierarchy Total Fair Value of Gross Assets & Liabilities Effect of Counterparty Netting Effect of Collateral Netting Difference in Carrying Value and Fair Value Net Carrying Value Presented on the Balance Sheet Level 1 Level 2 Level 3 Commodity Derivative Assets Exchange-cleared instruments $ 6,381 44 1 6,426 (6,216) (25) — 185 Physical forward contracts — 117 1 118 — — — 118 Rabbi trust assets 144 — — 144 N/A N/A — 144 Investment in NOVONIX 42 — — 42 N/A N/A — 42 $ 6,567 161 2 6,730 (6,216) (25) — 489 Commodity Derivative Liabilities Exchange-cleared instruments $ 6,303 39 1 6,343 (6,216) (86) — 41 Physical forward contracts — 72 — 72 — — — 72 Floating-rate debt — 2,000 — 2,000 N/A N/A — 2,000 Fixed-rate debt, excluding finance leases and software obligations — 15,635 — 15,635 N/A N/A 1,489 17,124 $ 6,303 17,746 1 24,050 (6,216) (86) 1,489 19,237 Millions of Dollars December 31, 2022 Fair Value Hierarchy Total Fair Value of Gross Assets & Liabilities Effect of Counterparty Netting Effect of Collateral Netting Difference in Carrying Value and Fair Value Net Carrying Value Presented on the Balance Sheet Level 1 Level 2 Level 3 Commodity Derivative Assets Exchange-cleared instruments $ 1,615 130 3 1,748 (1,582) — — 166 OTC instruments — 7 16 23 — — — 23 Physical forward contracts — 86 3 89 (12) — — 77 Rabbi trust assets 126 — — 126 N/A N/A — 126 Investment in NOVONIX 78 — — 78 N/A N/A — 78 Other investments 42 1 — 43 N/A N/A — 43 $ 1,861 224 22 2,107 (1,594) — — 513 Commodity Derivative Liabilities Exchange-cleared instruments $ 1,676 164 5 1,845 (1,582) (90) — 173 OTC instruments — 9 — 9 — — — 9 Physical forward contracts — 42 — 42 (12) — — 30 Floating-rate debt — 65 — 65 N/A N/A — 65 Fixed-rate debt, excluding finance leases and software obligations — 15,871 — 15,871 N/A N/A 977 16,848 $ 1,676 16,151 5 17,832 (1,594) (90) 977 17,125 |
Pension and Postretirement Pl_2
Pension and Postretirement Plans (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Retirement Benefits [Abstract] | |
Schedule of Components of Net Periodic Benefit Cost | The components of net periodic benefit (credit) cost for the three and nine months ended September 30, 2023 and 2022, were as follows: Millions of Dollars Pension Benefits Other Benefits 2023 2022 2023 2022 U.S. Int’l. U.S. Int’l. Components of Net Periodic Benefit Cost Three Months Ended September 30 Service cost $ 27 3 28 6 1 1 Interest cost 29 8 28 5 2 1 Expected return on plan assets (31) (11) (31) (13) — — Amortization of prior service credit — — — — — — Amortization of net actuarial loss (gain) 3 — 6 3 (2) (1) Settlements 1 — 20 9 — — Net periodic benefit cost* $ 29 — 51 10 1 1 Nine Months Ended September 30 Service cost $ 81 9 98 21 3 3 Interest cost 88 24 70 16 6 4 Expected return on plan assets (94) (32) (109) (44) — — Amortization of prior service credit — — — — — (1) Amortization of net actuarial loss (gain) 9 (2) 18 9 (5) (2) Settlements 15 — 45 9 — — Net periodic benefit (credit) cost* $ 99 (1) 122 11 4 4 * Included in the “Operating expenses” and “Selling, general and administrative expenses” line items on our consolidated statement of income. |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | Changes in the balances of each component of accumulated other comprehensive loss were as follows: Millions of Dollars Defined Benefit Plans Foreign Currency Translation Hedging Accumulated Other Comprehensive Loss December 31, 2022 $ (122) (336) (2) (460) Other comprehensive income before reclassifications 2 60 — 62 Amounts reclassified from accumulated other Defined benefit plans* Amortization of net actuarial loss and settlements 13 — — 13 Foreign currency translation — — — — Hedging — — — — Net current period other comprehensive income 15 60 — 75 September 30, 2023 $ (107) (276) (2) (385) December 31, 2021 $ (398) (45) (2) (445) Other comprehensive loss before reclassifications (1) (625) — (626) Amounts reclassified from accumulated other comprehensive loss Defined benefit plans* Amortization of net actuarial loss, prior service credit and settlements 77 — — 77 Foreign currency translation — — — — Hedging — — — — Net current period other comprehensive income (loss) 76 (625) — (549) September 30, 2022 $ (322) (670) (2) (994) * Included in the computation of net periodic benefit cost. See Note 16—Pension and Postretirement Plans, for additional information. |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Related Party Transactions [Abstract] | |
Schedule of Significant Transactions with Related Parties | Significant transactions with related parties were: Millions of Dollars Three Months Ended Nine Months Ended 2023 2022 2023 2022 Operating revenues and other income (a)(d) $ 1,126 1,599 3,489 4,914 Purchases (b)(d) 5,006 5,705 12,662 16,589 Operating expenses and selling, general and administrative expenses (c) 77 69 225 209 (a) We sold NGL, other petrochemical feedstocks and solvents to Chevron Phillips Chemical Company LLC (CPChem), NGL and certain feedstocks to DCP Midstream, gas oil and hydrogen feedstocks to Excel Paralubes LLC (Excel Paralubes), and refined petroleum products to several of our equity affiliates in the Marketing and Specialties (M&S) segment, including OnCue and CF United. We also sold certain feedstocks and intermediate products to WRB and acted as an agent for WRB in supplying crude oil and other feedstocks for a fee. In addition, we charged several of our equity affiliates, including CPChem, for the use of common facilities, such as steam generators, waste and water treaters and warehouse facilities. (b) We purchased crude oil, refined petroleum products, NGL and solvents from WRB. We also purchased natural gas and NGL from DCP Midstream and CPChem, as well as other feedstocks from various equity affiliates, for use in our refinery and fractionation processes. In addition, we purchased base oils and fuel products from Excel Paralubes for use in our specialty and refining businesses. We paid NGL fractionation fees to CPChem. We also paid fees to various pipeline equity affiliates for transporting crude oil, refined petroleum products and NGL. (c) We paid consignment fees to CF United, and utility and processing fees to various equity affiliates. |
Segment Disclosures and Relat_2
Segment Disclosures and Related Information (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Analysis of Results by Operating Segment | Analysis of Results by Operating Segment Millions of Dollars Three Months Ended Nine Months Ended 2023 2022 2023 2022 Sales and Other Operating Revenues * Midstream Total sales $ 4,581 4,966 13,997 12,743 Intersegment eliminations (645) (708) (2,016) (2,184) Total Midstream 3,936 4,258 11,981 10,559 Chemicals — — — — Refining Total sales 25,743 29,966 71,090 87,067 Intersegment eliminations (16,556) (18,230) (45,101) (54,684) Total Refining 9,187 11,736 25,989 32,383 Marketing and Specialties Total sales 27,347 29,763 73,719 89,313 Intersegment eliminations (835) (816) (2,587) (2,570) Total Marketing and Specialties 26,512 28,947 71,132 86,743 Corporate and Other 8 14 27 26 Consolidated sales and other operating revenues $ 39,643 44,955 109,129 129,711 * See Note 5—Sales and Other Operating Revenues, for further details on our disaggregated sales and other operating revenues. Income (Loss) Before Income Taxes Midstream $ 712 3,608 2,018 4,078 Chemicals 104 135 494 804 Refining 1,710 2,907 4,452 6,176 Marketing and Specialties 633 828 1,703 1,863 Corporate and Other (346) (320) (959) (829) Consolidated income before income taxes $ 2,813 7,158 7,708 12,092 |
Schedule of Reconciliation of Assets from Segment to Consolidated | Millions of Dollars September 30 December 31 Total Assets Midstream $ 29,514 30,273 Chemicals 7,260 6,785 Refining 23,322 21,581 Marketing and Specialties 12,467 9,939 Corporate and Other 5,223 7,864 Consolidated total assets $ 77,786 76,442 |
DCP Midstream Class A Segment (
DCP Midstream Class A Segment (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Variable Interest Entities | The most significant assets of DCP Midstream Class A Segment that are available to settle only its obligations, along with its most significant liabilities for which its creditors do not have recourse to Phillips 66’s general credit, were: Millions of Dollars September 30 December 31 Accounts receivable, trade* $ 643 988 Net properties, plants and equipment 9,385 9,297 Investments in unconsolidated affiliates** 1,923 2,161 Accounts payable 848 1,239 Short-term debt 86 504 Long-term debt 4,113 4,248 * Included in the “Accounts and notes receivable” line item on the Phillips 66 consolidated balance sheet. |
DCP Midstream, LLC and DCP Mi_2
DCP Midstream, LLC and DCP Midstream, LP Mergers (Details) | Aug. 17, 2022 class | Jun. 15, 2023 $ / shares | Jun. 14, 2023 | Aug. 16, 2022 |
Merger of DCP Midstream, LLC and Gray Oak Holdings LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Number of classes of membership created | class | 2 | |||
Acquisition Of DCP LP Common Units Held By Public | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Cash consideration (in dollars per share) | $ / shares | $ 41.75 | |||
Gray Oak Holdings LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Percentage of ownership | 65% | |||
DCP LP | Variable Interest Entity, Primary Beneficiary | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Indirect economic interests | 43.30% | |||
DCP Midstream Class A Segment | DCP LP | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Percentage of ownership | 76.64% | |||
DCP Sand Hills And DCP Southern Hills | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Percentage of ownership | 62.20% | |||
Direct and indirect economic interest | 33.33% | |||
DCP Sand Hills And DCP Southern Hills | Merger With DCP LP | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Economic interest percent after merger | 91.20% | |||
DCP LP | Variable Interest Entity, Primary Beneficiary | Merger With DCP LP | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Economic interest percent after merger | 86.80% | 43.30% | ||
DCP Midstream, LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Percentage of ownership interest | 50% | |||
DCP Midstream, LLC | Enbridge Inc | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Percentage of ownership interest | 50% | |||
DCP LP | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Indirect economic interest | 28.26% | |||
Gray Oak Holdings LLC | Enbridge Inc | Gray Oak Holdings LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Percentage of ownership interest | 35% | |||
Gray Oak Pipeline LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Indirect economic interest | 42.25% | |||
Gray Oak Pipeline LLC | Class B Membership | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Indirect economic interest | 6.50% | |||
Gray Oak Pipeline LLC | Gray Oak Holdings LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Percentage of ownership interest | 65% | |||
Gray Oak Pipeline LLC | Enbridge Inc | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Indirect economic interest | 22.75% | |||
Gray Oak Pipeline LLC | Enbridge Inc | Gray Oak Holdings LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Percentage of ownership interest | 35% | |||
Gray Oak Pipeline LLC | DCP Midstream Class B Segment | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Percentage of ownership | 10% | |||
DCP Sand Hills and Southern Hills | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Direct and indirect economic interest | 52.20% | |||
DCP Sand Hills and Southern Hills | DCP LP | Variable Interest Entity, Primary Beneficiary | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Percentage of ownership | 66.67% |
Business Combinations - Narrati
Business Combinations - Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | ||||
Aug. 01, 2023 | Aug. 17, 2022 | Sep. 30, 2021 | Sep. 30, 2023 | Dec. 31, 2022 | |
Schedule of Equity Method Investments [Line Items] | |||||
Goodwill | $ 1,555 | $ 1,486 | |||
Marketing and Specialties Acquisition | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Total consideration | $ 269 | ||||
PP&E, including finance lease right of use assets | 77 | ||||
Net working capital | 42 | ||||
Finance lease, liability | 63 | ||||
Goodwill | 70 | ||||
Marketing and Specialties Acquisition | Customer-Related Intangible Assets | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Amortization of intangible assets | 143 | ||||
Merger of DCP Midstream, LLC and Gray Oak Holdings LLC | |||||
Schedule of Equity Method Investments [Line Items] | |||||
PP&E, including finance lease right of use assets | $ 12,837 | $ 13,030 | |||
Cash contributed | 404 | ||||
Gain from remeasuring previously held equity investments to fair value | $ 2,831 | $ 2,831 | |||
Merger of DCP Midstream, LLC and Gray Oak Holdings LLC | Variable Interest Entity, Primary Beneficiary | DCP LP | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership interest acquired | 15.05% | ||||
Merger of DCP Midstream, LLC and Gray Oak Holdings LLC | Gray Oak Pipeline LLC | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Gain from remeasuring previously held equity investments to fair value | $ 182 | ||||
Merger of DCP Midstream, LLC and Gray Oak Holdings LLC | Gray Oak Pipeline LLC | Enbridge Inc | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity method investment, transferred indirect economic | 35.75% |
Business Combinations - Schedul
Business Combinations - Schedule of Fair Value of Consideration Transferred (Details) - Merger of DCP Midstream, LLC and Gray Oak Holdings LLC $ in Millions | Aug. 17, 2022 USD ($) |
Business Acquisition [Line Items] | |
Cash contributed | $ 404 |
Fair value of transferred equity interest | 634 |
Fair value of previously held equity interests | 3,853 |
Total merger consideration | $ 4,891 |
Business Combinations - Sched_2
Business Combinations - Schedule of Purchase Price Allocation (Details) - Merger of DCP Midstream, LLC and Gray Oak Holdings LLC - USD ($) $ in Millions | 13 Months Ended | |
Sep. 30, 2023 | Aug. 17, 2022 | |
Fair value of assets acquired: | ||
Cash and cash equivalents | $ 98 | $ 98 |
Accounts and notes receivable | 1,003 | 1,003 |
Inventories | 312 | 74 |
Inventories, Adjustments | 238 | |
Prepaid expenses and other current assets | 452 | 439 |
Prepaid expenses and other current assets, Adjustments | 13 | |
Investments and long-term receivables | 2,067 | 2,192 |
Investments and long-term receivables, Adjustments | (125) | |
Properties, plants and equipment | 13,030 | 12,837 |
Properties, plants and equipment, Adjustments | 193 | |
Intangibles | 0 | 36 |
Intangibles, Adjustments | (36) | |
Other assets | 185 | 343 |
Other assets, Adjustments | (158) | |
Total assets acquired | 17,147 | 17,022 |
Total assets acquired, Adjustments | 125 | |
Fair value of liabilities assumed: | ||
Accounts payable | 915 | 912 |
Accounts payable, Adjustments | 3 | |
Short-term debt | 623 | 625 |
Short-term debt, Adjustments | (2) | |
Accrued income and other taxes | 120 | 107 |
Accrued income and other taxes, Adjustments | 13 | |
Employee benefit obligation—current | 72 | 50 |
Employee benefit obligation—current, Adjustments | 22 | |
Other accruals | 491 | 497 |
Other accruals, Adjustments | (6) | |
Long-term debt | 4,581 | 4,541 |
Long-term debt, Adjustments | 40 | |
Asset retirement obligations and accrued environmental costs | 184 | 168 |
Asset retirement obligations and accrued environmental costs, Adjustments | 16 | |
Deferred income taxes | 54 | 40 |
Deferred income taxes, Adjustments | 14 | |
Employee benefit obligations | 54 | 54 |
Other liabilities and deferred credits | 263 | 227 |
Other liabilities and deferred credits, Adjustments | 36 | |
Total liabilities assumed | 7,357 | 7,221 |
Total liabilities assumed, Adjustments | 136 | |
Fair value of net assets | 9,790 | 9,801 |
Fair value of net assets, Adjustments | (11) | |
Less: Fair value of noncontrolling interests | 4,899 | 4,910 |
Less: Fair value of noncontrolling interests, Adjustments | (11) | |
Total merger consideration | $ 4,891 | $ 4,891 |
Business Combinations - Sched_3
Business Combinations - Schedule of Pro Forma Financial Information (Details) - Merger of DCP Midstream, LLC and Gray Oak Holdings LLC - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2022 | Sep. 30, 2022 | |
Business Acquisition [Line Items] | ||
Sales and other operating revenues (millions) | $ 46,892 | $ 136,848 |
Net Income Attributable to Phillips 66 (millions) | $ 3,129 | $ 6,963 |
Net Income Attributable to Phillips 66 per share—basic (in dollars per share) | $ 6.50 | $ 14.76 |
Net Income Attributable to Phillips 66 per share—diluted (in dollars per share) | $ 6.48 | $ 14.71 |
Sales and Other Operating Rev_3
Sales and Other Operating Revenues - Disaggregated (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Sales and other operating revenues | $ 39,643 | $ 44,955 | $ 109,129 | $ 129,711 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Sales and other operating revenues | 32,468 | 36,126 | 87,523 | 103,910 |
United Kingdom | ||||
Disaggregation of Revenue [Line Items] | ||||
Sales and other operating revenues | 3,708 | 4,485 | 10,889 | 13,168 |
Germany | ||||
Disaggregation of Revenue [Line Items] | ||||
Sales and other operating revenues | 1,477 | 1,769 | 4,155 | 4,944 |
Other countries | ||||
Disaggregation of Revenue [Line Items] | ||||
Sales and other operating revenues | 1,990 | 2,575 | 6,562 | 7,689 |
Refined petroleum products | ||||
Disaggregation of Revenue [Line Items] | ||||
Sales and other operating revenues | 29,974 | 33,690 | 81,209 | 102,482 |
Crude oil resales | ||||
Disaggregation of Revenue [Line Items] | ||||
Sales and other operating revenues | 5,391 | 6,146 | 14,606 | 15,694 |
Natural gas liquids (NGL) and natural gas | ||||
Disaggregation of Revenue [Line Items] | ||||
Sales and other operating revenues | 3,886 | 4,217 | 11,564 | 10,702 |
Services and other | ||||
Disaggregation of Revenue [Line Items] | ||||
Sales and other operating revenues | $ 392 | $ 902 | $ 1,750 | $ 833 |
Sales and Other Operating Rev_4
Sales and Other Operating Revenues - Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2022 | |
Revenue from External Customer [Line Items] | ||
Accounts receivable, before allowance for credit loss | $ 10,137 | $ 8,749 |
Contract with customer, asset | 527 | 505 |
Contract with customer, liability | 228 | $ 156 |
Remaining performance obligations | $ 391 | |
Minimum | ||
Revenue from External Customer [Line Items] | ||
Customer contracts, term | 5 years | |
Maximum | ||
Revenue from External Customer [Line Items] | ||
Customer contracts, term | 15 years | |
Weighted Average | ||
Revenue from External Customer [Line Items] | ||
Remaining performance obligation life | 3 years |
Credit Losses (Details)
Credit Losses (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Credit Loss [Abstract] | ||
Accounts and notes receivable | $ 11,976 | $ 10,985 |
Allowance for credit losses | $ 71 | $ 67 |
Accounts and notes receivable, percent outstanding less than 60 days | 95% |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Crude oil and petroleum products | $ 5,326 | $ 2,914 |
Materials and supplies | 406 | 362 |
Inventories | $ 5,732 | $ 3,276 |
Inventories - Narrative (Detail
Inventories - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | ||||
LIFO inventory amount | $ 5,140 | $ 5,140 | $ 2,635 | |
Estimated excess of current replacement cost over LIFO cost of inventories | 7,700 | 7,700 | $ 6,300 | |
Increase (decrease) on net income (loss) from LIFO inventory liquidations | $ 11 | $ 16 | $ 43 |
Investments, Loans and Long-T_2
Investments, Loans and Long-Term Receivables - Dakota Access, LLC and Energy Transfer Crude Oil, Company, LLC (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | |
Apr. 01, 2022 | Mar. 31, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | |
Dakota Access and ETCO | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Percentage of ownership interest | 25% | 25% | 25% | |
Capital contribution | $ 89 | |||
Deferred distributions | $ 74 | |||
Maximum exposure, undiscounted | $ 467 | |||
Equity investments | 644 | |||
Dakota Access, LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Scheduled interest payments annually | 20 | |||
Senior Notes | Dakota Access and ETCO | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Share of debt repayment | $ 163 | |||
Senior Notes | Dakota Access, LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Repayments of debt | $ 650 | |||
Debt issued and guaranteed | $ 1,850 |
Investments, Loans and Long-T_3
Investments, Loans and Long-Term Receivables - CF United LLC (Details) - CF United LLC $ in Millions | Sep. 30, 2023 USD ($) |
Schedule of Equity Method Investments [Line Items] | |
Voting interest acquired | 50% |
Economic interest acquired | 48% |
Equity investments | $ 282 |
Investments, Loans and Long-T_4
Investments, Loans and Long-Term Receivables - OnCue Holdings, LLC (Details) - OnCue Holdings, LLC $ in Millions | Sep. 30, 2023 USD ($) |
Schedule of Equity Method Investments [Line Items] | |
Percentage of ownership interest | 50% |
Maximum loss exposure | $ 228 |
Equity investments | 162 |
Maximum potential amount of future payments under the guarantees | $ 66 |
Investments, Loans and Long-T_5
Investments, Loans and Long-Term Receivables - DCP Midstream and Gray Oak Holdings Merger (Details) | Aug. 16, 2022 |
Gray Oak Holdings LLC | |
Schedule of Equity Method Investments [Line Items] | |
Percentage of ownership | 65% |
DCP Sand Hills Pipeline, LLC | |
Schedule of Equity Method Investments [Line Items] | |
Direct and indirect economic interest | 33.33% |
DCP Midstream, LLC | |
Schedule of Equity Method Investments [Line Items] | |
Percentage of ownership interest | 50% |
DCP Midstream, LLC | Enbridge Inc | |
Schedule of Equity Method Investments [Line Items] | |
Percentage of ownership interest | 50% |
Gray Oak Pipeline LLC | |
Schedule of Equity Method Investments [Line Items] | |
Indirect economic interest | 42.25% |
Gray Oak Pipeline LLC | Gray Oak Holdings LLC | |
Schedule of Equity Method Investments [Line Items] | |
Percentage of ownership interest | 65% |
Gray Oak Pipeline LLC | Enbridge Inc | |
Schedule of Equity Method Investments [Line Items] | |
Indirect economic interest | 22.75% |
Gray Oak Pipeline LLC | Enbridge Inc | Gray Oak Holdings LLC | |
Schedule of Equity Method Investments [Line Items] | |
Percentage of ownership interest | 35% |
Investments, Loans and Long-T_6
Investments, Loans and Long-Term Receivables - Midstream Investment Disposition and Other Investments (Details) - USD ($) shares in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Aug. 01, 2023 | Sep. 30, 2021 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Debt and Equity Securities, FV-NI [Line Items] | ||||||
Unrealized investment loss | $ 34 | $ 418 | ||||
South Texas Gateway Terminal | ||||||
Debt and Equity Securities, FV-NI [Line Items] | ||||||
Percentage of ownership interest | 25% | |||||
Proceeds from sale of ownership interests | $ 275 | |||||
Before-tax gain | $ 101 | |||||
NOVONIX Limited | ||||||
Debt and Equity Securities, FV-NI [Line Items] | ||||||
Shares acquired (in shares) | 78 | |||||
Percent ownership of equity securities investment | 16% | |||||
Equity securities | $ 42 | 42 | ||||
Unrealized investment loss | 9 | $ 33 | 36 | 431 | ||
Equity securities, FV-NI, unrealized loss | $ 8 | 28 | $ 34 | 418 | ||
Unrealized foreign currency gain | $ 5 | $ 13 |
Properties, Plants and Equipm_3
Properties, Plants and Equipment (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Gross PP&E | $ 54,491 | $ 52,990 |
Accum. D&A | 18,958 | 17,827 |
Net PP&E | 35,533 | 35,163 |
Corporate and Other | ||
Property, Plant and Equipment [Line Items] | ||
Gross PP&E | 1,629 | 1,568 |
Accum. D&A | 788 | 722 |
Net PP&E | 841 | 846 |
Midstream | Operating Segments | ||
Property, Plant and Equipment [Line Items] | ||
Gross PP&E | 26,016 | 25,422 |
Accum. D&A | 4,169 | 3,524 |
Net PP&E | 21,847 | 21,898 |
Chemicals | Operating Segments | ||
Property, Plant and Equipment [Line Items] | ||
Gross PP&E | 0 | 0 |
Accum. D&A | 0 | 0 |
Net PP&E | 0 | 0 |
Refining | Operating Segments | ||
Property, Plant and Equipment [Line Items] | ||
Gross PP&E | 24,944 | 24,200 |
Accum. D&A | 12,888 | 12,523 |
Net PP&E | 12,056 | 11,677 |
Marketing and Specialties | Operating Segments | ||
Property, Plant and Equipment [Line Items] | ||
Gross PP&E | 1,902 | 1,800 |
Accum. D&A | 1,113 | 1,058 |
Net PP&E | $ 789 | $ 742 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Earnings Per Share Calculation (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Basic | ||||
Net Income Attributable to Phillips 66 | $ 2,097 | $ 5,391 | $ 5,755 | $ 9,140 |
Income allocated to participating securities | (2) | (3) | (8) | (8) |
Net income available to common stockholders | $ 2,095 | $ 5,388 | $ 5,747 | $ 9,132 |
Weighted-average common shares outstanding (in shares) | 442,599 | 479,355 | 452,666 | 469,339 |
Effect of share-based compensation (in shares) | 1,684 | 2,033 | 1,774 | 2,036 |
Weighted-average commons shares outstanding - EPS (in shares) | 444,283 | 481,388 | 454,440 | 471,375 |
Earnings Per Share of Common Stock (in usd per share) | $ 4.72 | $ 11.19 | $ 12.65 | $ 19.37 |
Diluted | ||||
Net Income Attributable to Phillips 66 | $ 2,097 | $ 5,391 | $ 5,755 | $ 9,140 |
Income allocated to participating securities | 0 | 0 | 0 | 0 |
Net income available to common stockholders | $ 2,097 | $ 5,391 | $ 5,755 | $ 9,140 |
Weighted-average common shares outstanding (in shares) | 444,283 | 481,388 | 454,440 | 471,375 |
Effect of share-based compensation (in shares) | 2,975 | 1,648 | 2,765 | 2,077 |
Weighted-average commons shares outstanding - EPS (in shares) | 447,258 | 483,036 | 457,205 | 473,452 |
Earnings Per Share of Common Stock (in usd per share) | $ 4.69 | $ 11.16 | $ 12.59 | $ 19.31 |
Debt - Debt Issuances And Repay
Debt - Debt Issuances And Repayments (Details) - USD ($) $ in Millions | 1 Months Ended | 9 Months Ended | ||||
May 19, 2023 | Mar. 29, 2023 | Mar. 15, 2023 | Apr. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Debt Instrument [Line Items] | ||||||
Loss before income taxes | $ 53 | $ 0 | ||||
Issuance of debt | $ 5,725 | $ 0 | ||||
Senior Notes Due December 2027 And June 2033 | Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Issuance of debt | $ 1,250 | |||||
4.950% Senior Notes Due December 2027 | Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Debt interest rate | 4.95% | |||||
Issuance of debt | $ 750 | |||||
5.300% Senior Notes Due June 2033 | Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Debt interest rate | 5.30% | |||||
Issuance of debt | $ 500 | |||||
3.875% Senior Unsecured Notes Due March 2023 | Senior Notes | DCP LP | ||||||
Debt Instrument [Line Items] | ||||||
Debt interest rate | 3.875% | |||||
Repayments of debt | $ 500 | |||||
5.850% Junior Subordinated Notes due May 2043 | Junior Subordinated Notes | DCP LP | ||||||
Debt Instrument [Line Items] | ||||||
Debt interest rate | 5.85% | |||||
Aggregate principal amount intended to be redeemed | $ 550 | |||||
Carrying value | 497 | |||||
Loss before income taxes | $ 53 | |||||
4.300% Senior Notes due April 2022 | Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Debt interest rate | 4.30% | |||||
Repayments of debt | $ 1,000 | |||||
Term Loan Due April 2022 | Loans Payable | ||||||
Debt Instrument [Line Items] | ||||||
Repayments of debt | $ 450 |
Debt - Related Party Advanced T
Debt - Related Party Advanced Term Loan Agreement (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Secured Debt | Advanced Term Loan Agreement | Line of Credit | ||
Debt Instrument [Line Items] | ||
Borrowings outstanding | $ 290 | $ 25 |
Debt - Term Loan Agreement (Det
Debt - Term Loan Agreement (Details) - Secured Debt - Term Loan Agreement - Line of Credit - USD ($) $ in Millions | Mar. 27, 2023 | Sep. 30, 2023 |
Debt Instrument [Line Items] | ||
Line of credit facility, maximum borrowing capacity | $ 1,500 | |
Funding period | 90 days | |
Debt to capitalization ratio | 65% | |
Borrowings outstanding | $ 1,250 |
Debt - Credit Facilities and Co
Debt - Credit Facilities and Commercial Paper (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 | Jun. 23, 2022 |
Commercial Paper | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 5,000 | $ 5,000 | |
Revolving Credit Facility | The Facility | Line of Credit | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | 5,000 | 5,000 | $ 5,000 |
Amount borrowed | 0 | 0 | |
Secured Debt | The Credit Agreement | Line of Credit | DCP LP | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | 1,400 | 1,400 | |
Amount borrowed | 110 | 0 | |
Performance obligations secured by letters of credit and bank guarantees | 2 | 10 | |
Secured Debt | Securitization Facility | Line of Credit | DCP LP | |||
Debt Instrument [Line Items] | |||
Borrowings outstanding | $ 350 | $ 40 |
Guarantees (Details)
Guarantees (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2022 | |
Guarantor Obligations [Line Items] | ||
Environmental accruals for known contaminations | $ 453 | $ 434 |
Joint Venture Debt Obligation Guarantees | Other joint ventures and entities | ||
Guarantor Obligations [Line Items] | ||
Maximum potential amount of future payments under the guarantees | $ 90 | |
Joint venture debt obligations, period (up to) | 2 years | |
Indemnifications | ||
Guarantor Obligations [Line Items] | ||
Carrying amount of indemnifications | $ 143 | 137 |
Environmental accruals for known contaminations | 115 | $ 108 |
Facilities | Residual Value Guarantees | ||
Guarantor Obligations [Line Items] | ||
Maximum potential amount of future payments under the guarantees | 514 | |
Railcar and Airplane | Residual Value Guarantees | ||
Guarantor Obligations [Line Items] | ||
Maximum potential amount of future payments under the guarantees | $ 164 | |
Railcar and Airplane | Residual Value Guarantees | Minimum | ||
Guarantor Obligations [Line Items] | ||
Lessee operating lease remaining lease term (up to) | 1 year | |
Railcar and Airplane | Residual Value Guarantees | Maximum | ||
Guarantor Obligations [Line Items] | ||
Lessee operating lease remaining lease term (up to) | 10 years |
Contingencies and Commitments (
Contingencies and Commitments (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||
Total environmental accrual | $ 453 | $ 434 |
Expected period to incur a substantial amount of expenditures | 30 years | |
Performance Guarantee | ||
Debt Instrument [Line Items] | ||
Performance obligations secured by letters of credit and bank guarantees | $ 1,100 |
Derivatives and Financial Ins_3
Derivatives and Financial Instruments - Summary of Commodity Derivative Assets and Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Assets | ||
Liabilities | $ (6,216) | $ (1,594) |
Effect of Collateral Netting | (25) | 0 |
Liabilities | ||
Assets | 6,216 | 1,594 |
Effect of Collateral Netting | 86 | 90 |
Not Designated as Hedging Instrument | Commodity Derivatives | ||
Liabilities | ||
Effect of Collateral Netting | 61 | 90 |
Total | ||
Assets | 6,544 | 1,860 |
Liabilities | (6,415) | (1,896) |
Net Carrying Value Presented on the Balance Sheet | 190 | 54 |
Not Designated as Hedging Instrument | Commodity Derivatives | Prepaid expenses and other current assets | ||
Assets | ||
Assets | 4,722 | 1,331 |
Liabilities | (4,418) | (1,110) |
Effect of Collateral Netting | (25) | 0 |
Net Carrying Value Presented on the Balance Sheet | 279 | 221 |
Not Designated as Hedging Instrument | Commodity Derivatives | Other assets | ||
Assets | ||
Assets | 49 | 46 |
Liabilities | (25) | (1) |
Effect of Collateral Netting | 0 | 0 |
Net Carrying Value Presented on the Balance Sheet | 24 | 45 |
Not Designated as Hedging Instrument | Commodity Derivatives | Other accruals | ||
Liabilities | ||
Assets | 1,773 | 471 |
Liabilities | (1,959) | (750) |
Effect of Collateral Netting | 85 | 90 |
Net Carrying Value Presented on the Balance Sheet | (101) | (189) |
Not Designated as Hedging Instrument | Commodity Derivatives | Other liabilities and deferred credits | ||
Liabilities | ||
Assets | 0 | 12 |
Liabilities | (13) | (35) |
Effect of Collateral Netting | 1 | 0 |
Net Carrying Value Presented on the Balance Sheet | $ (12) | $ (23) |
Derivatives and Financial Ins_4
Derivatives and Financial Instruments - Summary of Gains/(Losses) From Commodity Derivatives (Details) - Commodity derivatives - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Net gain (loss) from commodity derivative activity | $ (872) | $ 620 | $ (499) | $ (354) |
Sales and other operating revenues | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Net gain (loss) from commodity derivative activity | (339) | 432 | (79) | (123) |
Other income | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Net gain (loss) from commodity derivative activity | (38) | 22 | (28) | 84 |
Purchased crude oil and products | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Net gain (loss) from commodity derivative activity | $ (495) | $ 166 | $ (392) | $ (315) |
Derivatives and Financial Ins_5
Derivatives and Financial Instruments - Narrative (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Cash collateral paid | $ 2 | $ 93 |
Percentage of derivative contract volume expiring within twelve months | 90% | 90% |
Derivatives and Financial Ins_6
Derivatives and Financial Instruments - Summary of Outstanding Commodity Derivative Contracts (Details) - Short - Commodity Derivative Assets bbl in Millions, Bcf in Millions | Sep. 30, 2023 bbl Bcf | Dec. 31, 2022 Bcf bbl |
Crude oil, refined petroleum products, NGL and renewable feedstocks (millions of barrels) | ||
Derivative [Line Items] | ||
Commodity | bbl | (36) | (25) |
Natural gas (billions of cubic feet) | ||
Derivative [Line Items] | ||
Commodity | Bcf | (29,000) | (77,000) |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Fair Value of Derivative Assets and Liabilities and Effect of Counterparty Netting (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Assets | ||
Total Fair Value of Gross Assets & Liabilities | $ 6,730 | $ 2,107 |
Effect of Counterparty Netting | (6,216) | (1,594) |
Effect of Collateral Netting | (25) | 0 |
Difference in Carrying Value and Fair Value | 0 | 0 |
Net Carrying Value Presented on the Balance Sheet | 489 | 513 |
Liabilities | ||
Total fair value gross liabilities | 24,050 | 17,832 |
Effect of Counterparty Netting | (6,216) | (1,594) |
Effect of Collateral Netting | (86) | (90) |
Difference in Carrying Value and Fair Value | 1,489 | 977 |
Net Carrying Value Presented on the Balance Sheet | 19,237 | 17,125 |
Level 1 | ||
Assets | ||
Total Fair Value of Gross Assets & Liabilities | 6,567 | 1,861 |
Liabilities | ||
Total fair value gross liabilities | 6,303 | 1,676 |
Level 2 | ||
Assets | ||
Total Fair Value of Gross Assets & Liabilities | 161 | 224 |
Liabilities | ||
Total fair value gross liabilities | 17,746 | 16,151 |
Level 3 | ||
Assets | ||
Total Fair Value of Gross Assets & Liabilities | 2 | 22 |
Liabilities | ||
Total fair value gross liabilities | 1 | 5 |
Commodity Derivative Assets | Exchange-cleared instruments | ||
Assets | ||
Commodity Derivative Assets | 6,426 | 1,748 |
Effect of Counterparty Netting | (6,216) | (1,582) |
Effect of Collateral Netting | (25) | 0 |
Difference in Carrying Value and Fair Value | 0 | 0 |
Net Carrying Value Presented on the Balance Sheet | 185 | 166 |
Liabilities | ||
Commodity Derivative Liabilities | 6,343 | 1,845 |
Effect of Counterparty Netting | (6,216) | (1,582) |
Effect of Collateral Netting | (86) | (90) |
Difference in Carrying Value and Fair Value | 0 | 0 |
Net Carrying Value Presented on the Balance Sheet | 41 | 173 |
Commodity Derivative Assets | OTC instruments | ||
Assets | ||
Commodity Derivative Assets | 23 | |
Effect of Counterparty Netting | 0 | |
Effect of Collateral Netting | 0 | |
Difference in Carrying Value and Fair Value | 0 | |
Net Carrying Value Presented on the Balance Sheet | 23 | |
Liabilities | ||
Commodity Derivative Liabilities | 9 | |
Effect of Counterparty Netting | 0 | |
Effect of Collateral Netting | 0 | |
Difference in Carrying Value and Fair Value | 0 | |
Net Carrying Value Presented on the Balance Sheet | 9 | |
Commodity Derivative Assets | Physical forward contracts | ||
Assets | ||
Commodity Derivative Assets | 118 | 89 |
Effect of Counterparty Netting | 0 | (12) |
Effect of Collateral Netting | 0 | 0 |
Difference in Carrying Value and Fair Value | 0 | 0 |
Net Carrying Value Presented on the Balance Sheet | 118 | 77 |
Liabilities | ||
Commodity Derivative Liabilities | 72 | 42 |
Effect of Counterparty Netting | 0 | (12) |
Effect of Collateral Netting | 0 | 0 |
Difference in Carrying Value and Fair Value | 0 | 0 |
Net Carrying Value Presented on the Balance Sheet | 72 | 30 |
Commodity Derivative Assets | Level 1 | Exchange-cleared instruments | ||
Assets | ||
Commodity Derivative Assets | 6,381 | 1,615 |
Liabilities | ||
Commodity Derivative Liabilities | 6,303 | 1,676 |
Commodity Derivative Assets | Level 1 | OTC instruments | ||
Assets | ||
Commodity Derivative Assets | 0 | |
Liabilities | ||
Commodity Derivative Liabilities | 0 | |
Commodity Derivative Assets | Level 1 | Physical forward contracts | ||
Assets | ||
Commodity Derivative Assets | 0 | 0 |
Liabilities | ||
Commodity Derivative Liabilities | 0 | 0 |
Commodity Derivative Assets | Level 2 | Exchange-cleared instruments | ||
Assets | ||
Commodity Derivative Assets | 44 | 130 |
Liabilities | ||
Commodity Derivative Liabilities | 39 | 164 |
Commodity Derivative Assets | Level 2 | OTC instruments | ||
Assets | ||
Commodity Derivative Assets | 7 | |
Liabilities | ||
Commodity Derivative Liabilities | 9 | |
Commodity Derivative Assets | Level 2 | Physical forward contracts | ||
Assets | ||
Commodity Derivative Assets | 117 | 86 |
Liabilities | ||
Commodity Derivative Liabilities | 72 | 42 |
Commodity Derivative Assets | Level 3 | Exchange-cleared instruments | ||
Assets | ||
Commodity Derivative Assets | 1 | 3 |
Liabilities | ||
Commodity Derivative Liabilities | 1 | 5 |
Commodity Derivative Assets | Level 3 | OTC instruments | ||
Assets | ||
Commodity Derivative Assets | 16 | |
Liabilities | ||
Commodity Derivative Liabilities | 0 | |
Commodity Derivative Assets | Level 3 | Physical forward contracts | ||
Assets | ||
Commodity Derivative Assets | 1 | 3 |
Liabilities | ||
Commodity Derivative Liabilities | 0 | 0 |
Rabbi trust assets | ||
Assets | ||
Rabbi trust assets | 144 | 126 |
Difference in Carrying Value and Fair Value | 0 | 0 |
Rabbi trust assets | Level 1 | ||
Assets | ||
Rabbi trust assets | 144 | 126 |
Rabbi trust assets | Level 2 | ||
Assets | ||
Rabbi trust assets | 0 | 0 |
Rabbi trust assets | Level 3 | ||
Assets | ||
Rabbi trust assets | 0 | 0 |
Investment in NOVONIX | ||
Assets | ||
Rabbi trust assets | 42 | 78 |
Difference in Carrying Value and Fair Value | 0 | 0 |
Investment in NOVONIX | Level 1 | ||
Assets | ||
Rabbi trust assets | 42 | 78 |
Investment in NOVONIX | Level 2 | ||
Assets | ||
Rabbi trust assets | 0 | 0 |
Investment in NOVONIX | Level 3 | ||
Assets | ||
Rabbi trust assets | 0 | 0 |
Other investments | ||
Assets | ||
Rabbi trust assets | 43 | |
Difference in Carrying Value and Fair Value | 0 | |
Other investments | Level 1 | ||
Assets | ||
Rabbi trust assets | 42 | |
Other investments | Level 2 | ||
Assets | ||
Rabbi trust assets | 1 | |
Other investments | Level 3 | ||
Assets | ||
Rabbi trust assets | 0 | |
Floating-rate debt | ||
Liabilities | ||
Debt | 2,000 | 65 |
Difference in Carrying Value and Fair Value | 0 | 0 |
Floating-rate debt | Net Carrying Value Presented on the Balance Sheet | ||
Liabilities | ||
Debt | 2,000 | 65 |
Floating-rate debt | Level 1 | ||
Liabilities | ||
Debt | 0 | 0 |
Floating-rate debt | Level 2 | ||
Liabilities | ||
Debt | 2,000 | 65 |
Floating-rate debt | Level 3 | ||
Liabilities | ||
Debt | 0 | 0 |
Fixed-rate debt, excluding finance leases and software obligations | ||
Liabilities | ||
Debt | 15,635 | 15,871 |
Difference in Carrying Value and Fair Value | 1,489 | 977 |
Fixed-rate debt, excluding finance leases and software obligations | Net Carrying Value Presented on the Balance Sheet | ||
Liabilities | ||
Debt | 17,124 | 16,848 |
Fixed-rate debt, excluding finance leases and software obligations | Level 1 | ||
Liabilities | ||
Debt | 0 | 0 |
Fixed-rate debt, excluding finance leases and software obligations | Level 2 | ||
Liabilities | ||
Debt | 15,635 | 15,871 |
Fixed-rate debt, excluding finance leases and software obligations | Level 3 | ||
Liabilities | ||
Debt | $ 0 | $ 0 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - Merger of DCP Midstream, LLC and Gray Oak Holdings LLC - USD ($) $ in Millions | 9 Months Ended | ||
Aug. 17, 2022 | Sep. 30, 2021 | Sep. 30, 2023 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Equity investments | $ 2,034 | ||
Properties, plants and equipment | $ 12,837 | $ 13,030 | |
Gain from remeasuring previously held equity investments to fair value | 2,831 | $ 2,831 | |
Gray Oak Pipeline LLC | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Gain from remeasuring previously held equity investments to fair value | $ 182 | ||
Gray Oak Pipeline LLC | Enbridge Inc | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Equity method investment, transferred indirect economic | 35.75% |
Pension and Postretirement Pl_3
Pension and Postretirement Plans - Summary of Components of Net Periodic Benefit Cost (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Pension Benefits | U.S. | ||||
Components of Net Periodic Benefit Cost | ||||
Service cost | $ 27 | $ 28 | $ 81 | $ 98 |
Interest cost | 29 | 28 | 88 | 70 |
Expected return on plan assets | (31) | (31) | (94) | (109) |
Amortization of prior service credit | 0 | 0 | 0 | 0 |
Amortization of net actuarial loss (gain) | 3 | 6 | 9 | 18 |
Settlements | 1 | 20 | 15 | 45 |
Net periodic benefit (credit) cost | 29 | 51 | 99 | 122 |
Pension Benefits | Int’l. | ||||
Components of Net Periodic Benefit Cost | ||||
Service cost | 3 | 6 | 9 | 21 |
Interest cost | 8 | 5 | 24 | 16 |
Expected return on plan assets | (11) | (13) | (32) | (44) |
Amortization of prior service credit | 0 | 0 | 0 | 0 |
Amortization of net actuarial loss (gain) | 0 | 3 | (2) | 9 |
Settlements | 0 | 9 | 0 | 9 |
Net periodic benefit (credit) cost | 0 | 10 | (1) | 11 |
Other Benefits | ||||
Components of Net Periodic Benefit Cost | ||||
Service cost | 1 | 1 | 3 | 3 |
Interest cost | 2 | 1 | 6 | 4 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Amortization of prior service credit | 0 | 0 | 0 | (1) |
Amortization of net actuarial loss (gain) | (2) | (1) | (5) | (2) |
Settlements | 0 | 0 | 0 | 0 |
Net periodic benefit (credit) cost | $ 1 | $ 1 | $ 4 | $ 4 |
Pension and Postretirement Pl_4
Pension and Postretirement Plans - Narrative (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
U.S. | |
Defined Benefit Plan Disclosure [Line Items] | |
Company contributions to plans | $ 401 |
Additional contributions expected to be made during remainder of fiscal year | 10 |
Int’l. | Pension Benefits | |
Defined Benefit Plan Disclosure [Line Items] | |
Company contributions to plans | 15 |
Additional contributions expected to be made during remainder of fiscal year | $ 5 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Accumulated other comprehensive income (loss) | ||||
Beginning balance | $ 31,060 | $ 24,573 | $ 34,106 | $ 21,637 |
Other comprehensive income (loss) before reclassifications | 62 | (626) | ||
Other Comprehensive Income (Loss), Net of Income Taxes | (113) | (261) | 75 | (549) |
Ending balance | 31,989 | 33,309 | 31,989 | 33,309 |
Defined Benefit Plans | ||||
Accumulated other comprehensive income (loss) | ||||
Beginning balance | (122) | (398) | ||
Other comprehensive income (loss) before reclassifications | 2 | (1) | ||
Amounts reclassified from accumulated other comprehensive loss | 13 | 77 | ||
Other Comprehensive Income (Loss), Net of Income Taxes | 15 | 76 | ||
Ending balance | (107) | (322) | (107) | (322) |
Foreign Currency Translation | ||||
Accumulated other comprehensive income (loss) | ||||
Beginning balance | (336) | (45) | ||
Other comprehensive income (loss) before reclassifications | 60 | (625) | ||
Other Comprehensive Income (Loss), Net of Income Taxes | 60 | (625) | ||
Ending balance | (276) | (670) | (276) | (670) |
Hedging | ||||
Accumulated other comprehensive income (loss) | ||||
Beginning balance | (2) | (2) | ||
Other comprehensive income (loss) before reclassifications | 0 | 0 | ||
Other Comprehensive Income (Loss), Net of Income Taxes | 0 | 0 | ||
Ending balance | (2) | (2) | (2) | (2) |
Accumulated Other Comprehensive Loss | ||||
Accumulated other comprehensive income (loss) | ||||
Beginning balance | (272) | (733) | (460) | (445) |
Other Comprehensive Income (Loss), Net of Income Taxes | (113) | (261) | 75 | (549) |
Ending balance | $ (385) | $ (994) | $ (385) | $ (994) |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Operating revenues and other income | ||||
Related Party Transaction [Line Items] | ||||
Significant transactions with related parties | $ 1,126 | $ 1,599 | $ 3,489 | $ 4,914 |
Purchases | ||||
Related Party Transaction [Line Items] | ||||
Significant transactions with related parties | 5,006 | 5,705 | 12,662 | 16,589 |
Operating expenses and selling, general and administrative expenses | ||||
Related Party Transaction [Line Items] | ||||
Significant transactions with related parties | $ 77 | $ 69 | $ 225 | $ 209 |
Segment Disclosures and Relat_3
Segment Disclosures and Related Information - Narrative (Details) | 9 Months Ended |
Sep. 30, 2023 refinery | |
Midstream | NOVONIX Limited | |
Segment Reporting Information [Line Items] | |
Percent ownership of equity securities investment (as a percent) | 16% |
Chemicals | CPChem | |
Segment Reporting Information [Line Items] | |
Equity investment (as a percent) | 50% |
Refining | Mainly United States And Europe | |
Segment Reporting Information [Line Items] | |
Number of refineries | 12 |
Segment Disclosures and Relat_4
Segment Disclosures and Related Information - Analysis by Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Segment Reporting Information [Line Items] | |||||
Sales and other operating revenues | $ 39,643 | $ 44,955 | $ 109,129 | $ 129,711 | |
Income (Loss) Before Income Taxes | 2,813 | 7,158 | 7,708 | 12,092 | |
Total Assets | 77,786 | 77,786 | $ 76,442 | ||
Midstream | |||||
Segment Reporting Information [Line Items] | |||||
Sales and other operating revenues | 3,936 | 4,258 | 11,981 | 10,559 | |
Refining | |||||
Segment Reporting Information [Line Items] | |||||
Sales and other operating revenues | 9,187 | 11,736 | 25,989 | 32,383 | |
Marketing and Specialties | |||||
Segment Reporting Information [Line Items] | |||||
Sales and other operating revenues | 26,512 | 28,947 | 71,132 | 86,743 | |
Operating Segments | Midstream | |||||
Segment Reporting Information [Line Items] | |||||
Sales and other operating revenues | 4,581 | 4,966 | 13,997 | 12,743 | |
Income (Loss) Before Income Taxes | 712 | 3,608 | 2,018 | 4,078 | |
Total Assets | 29,514 | 29,514 | 30,273 | ||
Operating Segments | Chemicals | |||||
Segment Reporting Information [Line Items] | |||||
Sales and other operating revenues | 0 | 0 | 0 | 0 | |
Income (Loss) Before Income Taxes | 104 | 135 | 494 | 804 | |
Total Assets | 7,260 | 7,260 | 6,785 | ||
Operating Segments | Refining | |||||
Segment Reporting Information [Line Items] | |||||
Sales and other operating revenues | 25,743 | 29,966 | 71,090 | 87,067 | |
Income (Loss) Before Income Taxes | 1,710 | 2,907 | 4,452 | 6,176 | |
Total Assets | 23,322 | 23,322 | 21,581 | ||
Operating Segments | Marketing and Specialties | |||||
Segment Reporting Information [Line Items] | |||||
Sales and other operating revenues | 27,347 | 29,763 | 73,719 | 89,313 | |
Income (Loss) Before Income Taxes | 633 | 828 | 1,703 | 1,863 | |
Total Assets | 12,467 | 12,467 | 9,939 | ||
Intersegment eliminations | Midstream | |||||
Segment Reporting Information [Line Items] | |||||
Sales and other operating revenues | (645) | (708) | (2,016) | (2,184) | |
Intersegment eliminations | Refining | |||||
Segment Reporting Information [Line Items] | |||||
Sales and other operating revenues | (16,556) | (18,230) | (45,101) | (54,684) | |
Intersegment eliminations | Marketing and Specialties | |||||
Segment Reporting Information [Line Items] | |||||
Sales and other operating revenues | (835) | (816) | (2,587) | (2,570) | |
Corporate and Other | |||||
Segment Reporting Information [Line Items] | |||||
Sales and other operating revenues | 8 | 14 | 27 | 26 | |
Income (Loss) Before Income Taxes | (346) | $ (320) | (959) | $ (829) | |
Total Assets | $ 5,223 | $ 5,223 | $ 7,864 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate, percent | 24% | 23% | 23% | 22% |
DCP Midstream Class A Segment -
DCP Midstream Class A Segment - Narrative (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Jun. 15, 2023 | Sep. 30, 2023 | Sep. 30, 2023 | Oct. 16, 2023 | Jun. 30, 2023 | Jun. 14, 2023 | |
Merger With DCP LP | ||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||
Cash consideration paid | $ 3,796 | |||||
Fees paid | $ 18 | |||||
Acquisition Of DCP LP Common Units Held By Public | ||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||
Acquisition of publicly held common units (in shares) | 91,000 | |||||
Cash consideration (in dollars per share) | $ 41.75 | |||||
Decrease of cash and cash equivalents | $ 3,814 | |||||
Decrease of noncontrolling interests | 3,343 | |||||
Decrease of capital in excess of par | 361 | |||||
Decrease of deferred income taxes | $ 110 | |||||
DCP LP | Variable Interest Entity, Primary Beneficiary | ||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||
Common units, distribution | 12 | $ 113 | ||||
DCP LP | Variable Interest Entity, Primary Beneficiary | Merger With DCP LP | ||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||
Economic interest percent after merger | 86.80% | 43.30% | ||||
DCP LP | Series B Preferred Stock | Variable Interest Entity, Primary Beneficiary | ||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||
Preferred units, liquidation preference | $ 161 | |||||
DCP LP | Series C Preferred Stock | Variable Interest Entity, Primary Beneficiary | ||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||
Preferred units, liquidation preference | $ 110 | $ 110 | ||||
Preferred units, outstanding (in shares) | 4,400 | 4,400 | ||||
Preferred units, distribution | $ 2 | $ 12 | ||||
DCP LP | Series C Preferred Stock | Variable Interest Entity, Primary Beneficiary | Subsequent Event | ||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||
Preferred units, liquidation preference | $ 110 |
DCP Midstream Class A Segment_2
DCP Midstream Class A Segment - Schedule of Assets and Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||
Accounts receivable, trade | $ 11,976 | $ 10,985 |
DCP LP | Variable Interest Entity, Primary Beneficiary | ||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||
Accounts receivable, trade | 643 | 988 |
Net properties, plants and equipment | 9,385 | 9,297 |
Investments in unconsolidated affiliates | 1,923 | 2,161 |
Accounts payable | 848 | 1,239 |
Short-term debt | 86 | 504 |
Long-term debt | $ 4,113 | $ 4,248 |
Phillips 66 Partners LP (Detail
Phillips 66 Partners LP (Details) - Acquisition Of Phillips 66 Partners Common Units Held By Public | Mar. 09, 2022 shares |
Subsidiary or Equity Method Investee [Line Items] | |
Number of shares to be issued (in shares) | 41,800,000 |
Number of shares issued per acquiree share (in shares) | 0.50 |
Restructuring (Details)
Restructuring (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | $ 51 | $ 74 | $ 127 | $ 99 |
Variable Interest Entity, Not Primary Beneficiary | DCP LP | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | $ 4 | $ 38 |