Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 30, 2015 | |
Document Information [Line Items] | ||
Entity Registrant Name | TALLGRASS ENERGY PARTNERS, LP | |
Entity Central Index Key | 1,569,134 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus (Q1,Q2,Q3,FY) | Q2 | |
Trading Symbol | TEP | |
Amendment Flag | false | |
Common Units [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 60,576,357 | |
General Partner Units [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 834,391 |
CONDENSED BALANCE SHEETS (UNAUD
CONDENSED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Current Assets: | ||
Cash and cash equivalents | $ 1,778 | $ 867 |
Accounts receivable, net | 51,521 | 39,768 |
Receivable from related party | 0 | 73,393 |
Gas imbalances | 1,017 | 2,442 |
Inventories | 15,162 | 13,045 |
Prepayments and other current assets | 3,768 | 2,766 |
Total Current Assets | 73,246 | 132,281 |
Property, plant and equipment, net | 1,943,016 | 1,853,081 |
Goodwill | 343,288 | 343,288 |
Intangible asset, net | 100,506 | 104,538 |
Deferred financing costs, net | 4,735 | 5,528 |
Deferred charges and other assets | 16,651 | 18,481 |
Total Assets | 2,481,442 | 2,457,197 |
Current Liabilities: | ||
Accounts payable (including $15,945 and $45,534, respectively, related to variable interest entities) | 28,583 | 62,329 |
Accounts payable to related parties | 3,772 | 3,915 |
Gas imbalances | 2,812 | 3,611 |
Derivative liabilities at fair value | 41 | 0 |
Accrued taxes | 12,206 | 3,989 |
Accrued liabilities | 6,710 | 9,384 |
Deferred revenue | 9,882 | 5,468 |
Other current liabilities | 4,247 | 7,872 |
Total Current Liabilities | 68,253 | 96,568 |
Long-term debt | 706,000 | 559,000 |
Other long-term liabilities and deferred credits | 6,342 | 6,478 |
Total Long-term Liabilities | $ 712,342 | $ 565,478 |
Commitments and Contingencies | ||
Equity: | ||
General partner (834,391 units issued and outstanding at June 30, 2015 and December 31, 2014) | $ (353,579) | $ (35,743) |
Total Partners’ Equity | 1,275,644 | 1,038,723 |
Noncontrolling interests | 425,203 | 756,428 |
Total Equity | 1,700,847 | 1,795,151 |
Total Liabilities and Equity | 2,481,442 | 2,457,197 |
Common unitholders | ||
Equity: | ||
Unitholders | 1,629,223 | 800,333 |
Subordinated unitholder | ||
Equity: | ||
Unitholders | $ 0 | $ 274,133 |
CONDENSED BALANCE SHEETS (UNAU3
CONDENSED BALANCE SHEETS (UNAUDITED) (Parenthetical) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Accounts payable (including $15,945 and $45,534, respectively, related to variable interest entities) | $ 28,583,000 | $ 62,329,000 |
General Partner units issued (in shares) | 834,391 | 834,391 |
General partner units outstanding (in shares) | 834,391 | 834,391 |
Limited Partner Common Units | 60,576,357 | |
Common unitholders | ||
Unitholders units issued (in shares) | 60,576,357 | 32,834,105 |
Limited Partner Common Units | 60,576,357 | 32,834,105 |
Subordinated unitholder | ||
Unitholders units issued (in shares) | 0 | 16,200,000 |
Limited Partner Common Units | 0 | 16,200,000 |
Variable Interest Entity, Primary Beneficiary [Member] | ||
Accounts payable (including $15,945 and $45,534, respectively, related to variable interest entities) | $ 15,945 | $ 45,534 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenues: | ||||
Sales of natural gas, NGLs, and crude oil | $ 20,011 | $ 39,042 | $ 41,880 | $ 92,757 |
Natural gas transportation services | 29,041 | 30,569 | 61,189 | 64,673 |
Crude oil transportation services | 74,022 | 0 | 124,403 | 0 |
Processing and other revenues | 9,896 | 7,709 | 20,173 | 14,669 |
Total Revenues | 132,970 | 77,320 | 247,645 | 172,099 |
Operating Costs and Expenses: | ||||
Cost of sales (exclusive of depreciation and amortization shown below) | 17,180 | 37,214 | 36,773 | 85,420 |
Cost of transportation services (exclusive of depreciation and amortization shown below) | 13,492 | 5,288 | 24,207 | 10,405 |
Operations and maintenance | 12,408 | 10,055 | 21,983 | 18,068 |
Depreciation and amortization | 20,355 | 9,525 | 40,960 | 17,834 |
General and administrative | 13,451 | 7,124 | 26,140 | 13,773 |
Taxes, other than income taxes | (271) | 1,639 | 11,026 | 3,595 |
Loss on sale of assets | 0 | 0 | 4,483 | 0 |
Total Operating Costs and Expenses | 76,615 | 70,845 | 165,572 | 149,095 |
Operating Income | 56,355 | 6,475 | 82,073 | 23,004 |
Other (Expense) Income: | ||||
Interest expense, net | (3,893) | (2,137) | (7,333) | (3,433) |
Gain on remeasurement of unconsolidated investment | 0 | 9,388 | 0 | 9,388 |
Equity in earnings of unconsolidated investment | 0 | 273 | 0 | 717 |
Other income, net | 769 | 729 | 1,481 | 1,669 |
Total Other (Expense) Income | (3,124) | 8,253 | (5,852) | 8,341 |
Net income | 53,231 | 14,728 | 76,221 | 31,345 |
Net (income) loss attributable to noncontrolling interests | 8,332 | (558) | (997) | (1,065) |
Net income attributable to partners | 44,899 | 15,286 | 77,218 | 32,410 |
Net (income) loss attributable to noncontrolling interests | ||||
Predecessor operations interest in net loss (income) | 0 | 1,581 | 0 | (2,643) |
General partner interest in net income | (11,030) | (1,096) | (18,468) | (1,477) |
Common and subordinated unitholders' interest in net income | $ 33,869 | $ 15,771 | $ 58,750 | $ 28,290 |
Basic net income per common and subordinated unit | $ 0.56 | $ 0.39 | $ 1.04 | $ 0.70 |
Diluted net income per common and subordinated unit | $ 0.55 | $ 0.38 | $ 1.02 | $ 0.68 |
Basic average number of common and subordinated units outstanding | 60,362 | 40,885 | 56,566 | 40,694 |
Diluted average number of common and subordinated units outstanding | 61,225 | 41,905 | 57,404 | 41,624 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash Flows from Operating Activities: | ||
Net income | $ 76,221 | $ 31,345 |
Adjustments to reconcile net income to net cash flows from operating activities: | ||
Depreciation and amortization | 42,867 | 18,470 |
Gain on remeasurement of unconsolidated investment | 0 | 9,388 |
Noncash compensation expense | 3,254 | 2,249 |
Loss on sale of assets | 4,483 | 0 |
Changes in components of working capital: | ||
Accounts receivable and other | (10,215) | 4,142 |
Gas imbalances | 189 | 831 |
Inventories | (6,068) | (867) |
Accounts payable and accrued liabilities | 2,183 | (17,077) |
Deferred revenue | 4,198 | 1,673 |
Other operating, net | (4,894) | (253) |
Net Cash Provided by Operating Activities | (112,218) | (31,125) |
Cash Flows from Investing Activities: | ||
Capital expenditures | (49,544) | (479,309) |
Acquisition of additional 33.3% membership interest in Pony Express | (700,000) | 0 |
Acquisition of Trailblazer | 0 | 150,000 |
Payments to Acquire Interest in Subsidiaries and Affiliates | 0 | 7,600 |
Other investing, net | (4,648) | (1,638) |
Net Cash Used in Investing Activities | 754,192 | 638,547 |
Net Cash Provided by Financing Activities | ||
Proceeds from public offering, net of offering costs | 551,673 | 0 |
Proceeds from (Repayments of) Other Debt | 147,000 | 146,000 |
Contributions from Predecessor Member, net | 0 | 460,400 |
Distributions to unitholders | (67,080) | (26,770) |
Contribution from TD | 0 | 27,488 |
Contributions from noncontrolling interest | 16,294 | 0 |
Other financing, net | (5,002) | 330 |
Net Cash Provided by Financing Activities | 642,885 | 607,448 |
Net Change in Cash and Cash Equivalents | ||
Net Change in Cash and Cash Equivalents | 911 | 26 |
Cash and Cash Equivalents, beginning of period | 867 | 0 |
Cash and Cash Equivalents, end of period | 1,778 | 26 |
Supplemental Disclosures: | ||
Property, plant and equipment acquired via the cash management agreement with TD | 103,239 | 0 |
Contribution from Noncontrolling Interest via cash management agreement | 21,525 | 0 |
Noncash Distribution to Noncontrolling Interest | 22,266 | 0 |
Increase in accrual for payment of property, plant and equipment | $ 0 | $ 10,148 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF PARTNERS' CAPITAL (UNAUDITED) - USD ($) $ in Thousands | Total | TEP Predecessor Post-IPO [Member] | General Partner | Common unitholdersLimited Partner [Member] | Subordinated Units [Member]Limited Partner [Member] | Total Partner Equity Excluding Portion Attributable to Noncontrolling Interest [Member] | Noncontrolling Interest [Member] | Total Partner Equity Including Portion Attributable to Noncontrolling Interest [Member] | Pony Express PipelineTEP Predecessor Post-IPO [Member] | Pony Express PipelineGeneral Partner | Pony Express PipelineCommon unitholdersLimited Partner [Member] | Pony Express PipelineSubordinated Units [Member]Limited Partner [Member] | Pony Express PipelineTotal Partner Equity Excluding Portion Attributable to Noncontrolling Interest [Member] | Pony Express PipelineNoncontrolling Interest [Member] | Pony Express PipelineTotal Partner Equity Including Portion Attributable to Noncontrolling Interest [Member] | Trailblazer [Member]TEP Predecessor Post-IPO [Member] | Trailblazer [Member]General Partner | Trailblazer [Member]Common unitholdersLimited Partner [Member] | Trailblazer [Member]Subordinated Units [Member]Limited Partner [Member] | Trailblazer [Member]Total Partner Equity Excluding Portion Attributable to Noncontrolling Interest [Member] | Trailblazer [Member]Noncontrolling Interest [Member] | Trailblazer [Member]Total Partner Equity Including Portion Attributable to Noncontrolling Interest [Member] | Water Solutions [Member]TEP Predecessor Post-IPO [Member] | Water Solutions [Member]General Partner | Water Solutions [Member]Common unitholdersLimited Partner [Member] | Water Solutions [Member]Subordinated Units [Member]Limited Partner [Member] | Water Solutions [Member]Total Partner Equity Excluding Portion Attributable to Noncontrolling Interest [Member] | Water Solutions [Member]Noncontrolling Interest [Member] | Water Solutions [Member]Total Partner Equity Including Portion Attributable to Noncontrolling Interest [Member] |
Partners' Capital | $ 991,162 | $ 247,221 | $ 14,078 | $ 455,197 | $ 274,666 | $ 317,939 | |||||||||||||||||||||||
Partners' Capital, Including Portion Attributable to Noncontrolling Interest | 1,309,101 | ||||||||||||||||||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||||||||||||||||
Net income (loss) | 31,345 | 2,643 | 1,477 | 17,034 | 11,256 | $ 32,410 | (1,065) | $ 31,345 | |||||||||||||||||||||
Distributions to unitholders | 0 | (725) | (15,677) | (10,368) | (26,770) | 0 | (26,770) | ||||||||||||||||||||||
Noncash compensation expense | 0 | 0 | 4,650 | 0 | 4,650 | 0 | 4,650 | ||||||||||||||||||||||
Partners' Capital Account, Contributions | 0 | 27,488 | 0 | 0 | 27,488 | 0 | 27,488 | ||||||||||||||||||||||
Contributions from Predecessor Member, net | 151,537 | 0 | 0 | 0 | 151,537 | 308,863 | 460,400 | ||||||||||||||||||||||
General Partners' contributed capital | 0 | 263 | 0 | 0 | 263 | 0 | 263 | ||||||||||||||||||||||
Acquisitions | $ (91,090) | $ (72,933) | $ 14,023 | $ 0 | $ (150,000) | $ 0 | $ (150,000) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 1,400 | $ 1,400 | |||||||||||||||
Partners' Capital | 1,030,740 | 310,311 | (30,352) | 475,227 | 275,554 | 627,137 | |||||||||||||||||||||||
Partners' Capital, Including Portion Attributable to Noncontrolling Interest | 1,657,877 | ||||||||||||||||||||||||||||
Partners' Capital | 1,038,723 | 0 | (35,743) | 800,333 | 274,133 | 756,428 | |||||||||||||||||||||||
Partners' Capital, Including Portion Attributable to Noncontrolling Interest | 1,795,151 | ||||||||||||||||||||||||||||
Net income (loss) | 76,221 | 0 | 18,468 | 53,570 | 5,180 | 77,218 | (997) | 76,221 | |||||||||||||||||||||
Issuance of units to public, net of offering costs | 0 | 0 | 551,673 | 0 | 551,673 | 0 | 551,673 | ||||||||||||||||||||||
Distributions to unitholders | 0 | (11,976) | (47,247) | (7,857) | (67,080) | 0 | (67,080) | ||||||||||||||||||||||
Noncash compensation expense | 0 | 0 | (6,000) | 0 | 6,000 | 0 | 6,000 | ||||||||||||||||||||||
LTIP units tendered by employees to satisfy tax withholding obligations | 0 | 0 | (6,562) | 0 | (6,562) | 0 | (6,562) | ||||||||||||||||||||||
Contributions from noncontrolling interest | 0 | 0 | 0 | 0 | 0 | 68,651 | 68,651 | ||||||||||||||||||||||
Distributions to noncontrolling interest | 0 | 0 | 0 | 0 | 0 | (22,607) | (22,607) | ||||||||||||||||||||||
Acquisitions | $ 0 | $ (324,328) | $ 0 | $ 0 | $ (324,328) | $ (375,672) | $ (700,000) | ||||||||||||||||||||||
Acquisition of noncontrolling interests | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ (600) | $ (600) | ||||||||||||||||||||||
Conversion of subordinated units | 0 | 0 | (271,456) | (271,456) | $ 0 | 0 | $ 0 | ||||||||||||||||||||||
Partners' Capital | 1,275,644 | $ 0 | $ (353,579) | $ 1,629,223 | $ 0 | $ 425,203 | |||||||||||||||||||||||
Partners' Capital, Including Portion Attributable to Noncontrolling Interest | $ 1,700,847 |
Description of Business
Description of Business | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Tallgrass Energy Partners, LP ("TEP" or the "Partnership") is a publicly traded, growth-oriented Delaware limited partnership formed in 2013 to own, operate, acquire and develop midstream energy assets in North America. "We," "us," "our" and similar terms refer to TEP together with its consolidated subsidiaries. We currently provide natural gas transportation and storage services for customers in the Rocky Mountain and Midwest regions of the United States through the Tallgrass Interstate Gas Transmission system, a FERC-regulated natural gas transportation and storage system located in Colorado, Kansas, Missouri, Nebraska and Wyoming (the “TIGT System”), and a FERC-regulated natural gas pipeline system extending from the Colorado and Wyoming border to Beatrice, Nebraska (the “Trailblazer Pipeline”). We provide crude oil transportation to customers in Wyoming, Colorado, and the surrounding regions through our membership interest in Tallgrass Pony Express Pipeline, LLC ("Pony Express"), which owns a crude oil pipeline commencing in Guernsey, Wyoming and terminating in Cushing, Oklahoma (the “Pony Express System”). We also provide services for customers in Wyoming at the Casper and Douglas natural gas processing facilities and the West Frenchie Draw natural gas treating facility, or, collectively, the Midstream Facilities, and we provide water business services to customers in Colorado and Texas through BNN Water Solutions, LLC ("Water Solutions"). Our operations are strategically located in and provide services to certain key United States hydrocarbon basins, including the Denver-Julesburg, Powder River, Wind River, Permian and Hugoton-Anadarko Basins and the Niobrara, Mississippi Lime, Eagle Ford and Bakken shale formations. Our reportable business segments are: • Natural Gas Transportation & Logistics—the ownership and operation of FERC-regulated interstate natural gas pipelines and integrated natural gas storage facilities; • Crude Oil Transportation & Logistics—the ownership and operation of a crude oil pipeline system; and • Processing & Logistics—the ownership and operation of natural gas processing, treating and fractionation facilities, as well as water business services provided primarily to the oil and gas exploration and production industry. The table below summarizes our equity ownership as of June 30, 2015 : Unit Holder Limited Partner Common Units General Partner Units Percentage of Outstanding Limited Partner Common Units Percentage of Outstanding Common and General Partner Units Public Unitholders 34,220,877 — 56.49 % 55.72 % Tallgrass Equity, LLC 20,000,000 — 33.02 % 32.57 % Tallgrass Development, LP 6,355,480 — 10.49 % 10.35 % Tallgrass MLP GP, LLC (1) — 834,391 — 1.36 % Total 60,576,357 834,391 100.00 % 100.00 % (1) Tallgrass MLP GP, LLC (the "general partner") also holds all of TEP's incentive distribution rights ("IDRs"). The term "Trailblazer Predecessor" refers to Trailblazer Pipeline Company LLC ("Trailblazer") for the period from November 13, 2012 to its acquisition by TEP on April 1, 2014, and the term "Pony Express Predecessor" refers to Pony Express for the period from November 13, 2012 to September 1, 2014, the date on which TEP acquired a controlling 33.3% membership interest. Trailblazer Predecessor and Pony Express Predecessor are collectively referred to as the Predecessor Entities, as further discussed in Note 2 – Summary of Significant Accounting Policies . Financial results for all prior periods have been recast to reflect the operations of the Predecessor Entities. Predecessor Equity as presented in the condensed consolidated financial statements represents the capital account activity of Trailblazer Predecessor prior to April 1, 2014 and of Pony Express Predecessor prior to September 1, 2014. For additional information regarding these acquisitions, see Note 4 – Acquisitions . |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Basis of Presentation These unaudited condensed consolidated financial statements and related notes for the three and six months ended June 30, 2015 and 2014 were prepared in accordance with the accounting principles contained in the Financial Accounting Standards Board’s Accounting Standards Codification, the single source of generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The year-end balance sheet data was derived from audited financial statements but does not include disclosures required by GAAP for annual periods. The unaudited condensed consolidated financial statements for the three and six months ended June 30, 2015 and 2014 include all normal, recurring adjustments and disclosures that we believe are necessary for a fair presentation of the results for the interim periods. In this report, the Financial Accounting Standards Board is referred to as the FASB and the FASB Accounting Standards Codification is referred to as the Codification or ASC. Certain prior period amounts have been reclassified to conform to the current presentation. Our financial results for the three and six months ended June 30, 2015 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2015. The accompanying unaudited condensed consolidated interim financial statements should be read in conjunction with our audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K/A for the year ended December 31, 2014 (“2014 Form 10-K/A”) filed with the United States Securities and Exchange Commission (the “SEC”) on June 4, 2015. The condensed consolidated financial statements of TEP include historical cost basis accounts of the assets of Trailblazer for the periods prior to April 1, 2014, the date TEP acquired Trailblazer from Tallgrass Development, LP ("TD"), and Pony Express for the periods prior to September 1, 2014, the date TEP acquired a controlling 33.3% membership interest in Pony Express, and include charges from TD for direct costs and allocations of indirect corporate overhead. Management believes that the allocation methods are reasonable, and that the allocations are representative of costs that would have been incurred on a stand-alone basis. As further discussed in Note 4 – Acquisitions , TEP closed the acquisition of Trailblazer on April 1, 2014 and the acquisition of a 33.3% membership interest in Pony Express effective September 1, 2014. As the acquisitions of Trailblazer and the initial 33.3% membership interest in Pony Express are considered transactions between entities under common control, and a change in reporting entity, the financial information presented for prior periods has been recast to include Trailblazer and the initial 33.3% membership interest in Pony Express for all periods presented. The acquisition of the additional 33.3% membership interest in Pony Express represents a transaction between entities under common control and an acquisition of noncontrolling interests. As a result, financial information for periods prior to March 1, 2015 have not been recast to reflect the additional 33.3% membership interest. The condensed consolidated financial statements include the accounts of TEP and its subsidiaries and controlled affiliates. Significant intra-entity items have been eliminated in the presentation. Net equity contributions of the Predecessor Entities included in the condensed consolidated statements of cash flows represent transfers of cash as a result of TD’s centralized cash management systems prior to April 1, 2014 for Trailblazer and September 1, 2014 for Pony Express, under which cash balances were swept daily and recorded as loans from the subsidiaries to TD. These loans were then periodically recorded as equity distributions. Pony Express participates in a cash management agreement with TD, which holds a 33.3% common membership interest in Pony Express, under which cash balances are swept daily and recorded as loans from Pony Express to TD. Net income or loss from consolidated subsidiaries that are not wholly-owned by TEP is attributed to TEP and noncontrolling interests. This is done in accordance with substantive profit sharing arrangements, which generally follow the allocation of cash distributions and may not follow the respective ownership percentages held by TEP. Concurrent with TEP's acquisition of an initial 33.3% membership interest in Pony Express effective September 1, 2014, TEP, TD, and Pony Express entered into the Second Amended and Restated Limited Liability Agreement of Tallgrass Pony Express Pipeline, LLC ("the Second Amended Pony Express LLC Agreement"), which provided TEP a minimum quarterly preference payment of $16.65 million (prorated to approximately $5.4 million for the quarter ended September 30, 2014) through the quarter ending September 30, 2015. Effective March 1, 2015 with TEP's acquisition of an additional 33.3% membership interest in Pony Express, the Second Amended Pony Express LLC Agreement was further amended (as amended, "the Pony Express LLC Agreement") to increase the minimum quarterly preference payment to $36.65 million (prorated to approximately $23.5 million for the quarter ended March 31, 2015) and extend the term of the preference period through the quarter ending December 31, 2015. The Pony Express LLC Agreement provides that the net income or loss of Pony Express be allocated, to the extent possible, consistent with the allocation of Pony Express cash distributions. Under the terms of the Pony Express LLC Agreement, Pony Express distributions and net income for periods beginning after December 31, 2015 will be attributed to TEP and its noncontrolling interests in accordance with the respective ownership interests. A variable interest entity ("VIE") is a legal entity that possesses any of the following characteristics: an insufficient amount of equity at risk to finance its activities, equity owners who do not have the power to direct the significant activities of the entity (or have voting rights that are disproportionate to their ownership interest), or equity owners who do not have the obligation to absorb expected losses or the right to receive the expected residual returns of the entity. Companies are required to consolidate a VIE if they are its primary beneficiary, which is the enterprise that has a variable interest that could be significant to the VIE and the power to direct the activities that most significantly impact the entity’s economic performance. We have presented separately in our condensed consolidated balance sheets, to the extent material, the assets of our consolidated VIE that can only be used to settle specific obligations of the consolidated VIE, and the liabilities of our consolidated VIE for which creditors do not have recourse to our general credit. Pony Express is considered to be a VIE under the applicable authoritative guidance. Based on a qualitative analysis in accordance with the applicable authoritative guidance, we have determined that we are the primary beneficiary as we have the power to direct matters that most significantly impact the activities of Pony Express and have the right to receive benefits of Pony Express that could potentially be significant to Pony Express. We have consolidated Pony Express accordingly. For additional information see Note 3 – Variable Interest Entities . Use of Estimates Certain amounts included in or affecting these condensed consolidated financial statements and related disclosures must be estimated, requiring management to make certain assumptions with respect to values or conditions which cannot be known with certainty at the time the financial statements are prepared. These estimates and assumptions affect the amounts reported for assets, liabilities, revenues, and expenses during the reporting period, and the disclosure of contingent assets and liabilities at the date of the financial statements. Management evaluates these estimates on an ongoing basis, utilizing historical experience, consultation with experts and other methods it considers reasonable in the particular circumstances. Nevertheless, actual results may differ significantly from these estimates. Any effects on our business, financial position or results of operations resulting from revisions to these estimates are recorded in the period in which the facts that give rise to the revision become known. During the second quarter of 2015, we recorded a reduction in our property tax accrual for the first quarter of 2015 of $5.7 million as a result of revised property tax estimates due to successful appeals with state taxing authorities on the assessed value of property, which resulted in a net credit of $0.3 million in taxes, other than income taxes for the three months ended June 30, 2015. Accounting Pronouncements Issued But Not Yet Effective Accounting Standards Update ("ASU") No. 2014-09, "Revenue from Contracts with Customers (Topic 606)" In May 2014, the Financial Accounting Standards Board ("FASB") issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). ASU 2014-09 provides a comprehensive and converged set of principles-based revenue recognition guidelines which supersede the existing industry and transaction-specific standards. The core principle of the new guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this core principle, entities must apply a five step process to (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. ASU 2014-09 also mandates disclosure of sufficient information to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The disclosure requirements include qualitative and quantitative information about contracts with customers, significant judgments and changes in judgments, and assets recognized from the costs to obtain or fulfill a contract. The amendments in ASU 2014-09 are effective for public entities for annual reporting periods beginning after December 15, 2017, and for interim periods within that reporting period. Early application is permitted for annual reporting periods beginning after December 15, 2016. We are currently evaluating the impact of ASU 2014-09. ASU No. 2014-12, "Compensation - Stock Compensation (Topic 718), Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period" In June 2014, the FASB issued ASU No. 2014-12, Compensation - Stock Compensation (Topic 718), Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. ASU 2014-12 provides explicit guidance on accounting for share-based payments requiring a specific performance target to be achieved in order for employees to become eligible to vest in the awards when that performance target may be achieved after the requisite service period for the award. The ASU requires that such performance targets be treated as a performance condition, and should not be reflected in the estimate of the grant-date fair value of the award. Instead, compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved. ASU 2014-12 is effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Early adoption is permitted. The adoption of ASU 2014-12 is not expected to have a material impact on our financial position and results of operations. ASU No. 2015-02, "Consolidation (Topic 810): Amendments to the Consolidation Analysis" In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810) - Amendments to the Consolidation Analysis. ASU 2015-02 will change the analysis that a reporting entity must perform to determine whether it should consolidate certain types of legal entities. ASU 2015-02 will modify the evaluation of whether limited partnerships and other similar legal entities are considered VIEs or voting interest entities, eliminate the presumption that a general partner should consolidate a limited partnership, and change certain aspects of the consolidation analysis for reporting entities that are involved with VIEs, particularly for those with fee arrangements and related party relationships. The amendments in ASU 2015-02 are effective for public entities for annual periods and interim periods within those annual periods beginning after December 15, 2015. Early application is permitted, including adoption in an interim period. We are currently evaluating the impact of ASU 2015-02. ASU No. 2015-11, "Inventory (Topic 330): Simplifying the Measurement of Inventory" In July 2015, the FASB issued ASU No. 2015-11, Inventory (Topic 330), Simplifying the Measurement of Inventory. ASU 2015-11 establishes a "lower of cost and net realizable value" model for the measurement of most inventory balances. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The amendments in ASU 2015-11 are effective for public entities for annual periods and interim periods within those annual periods beginning after December 15, 2016. Early adoption is permitted. We are currently evaluating the impact of ASU 2015-11. |
Variable Interest Entity (Notes
Variable Interest Entity (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entity Disclosure [Text Block] | TEP does not have the obligation to absorb losses from Pony Express during the preference period as a result of the minimum quarterly preference payments as discussed in Note 4 – Acquisitions . In addition, for the period from the acquisition of the initial 33.3% membership interest effective September 1, 2014 to the acquisition of an additional 33.3% membership interest effective March 1, 2015, TEP, as the managing member of Pony Express, had voting rights disproportionate to its ownership interest. As a result, we determined that Pony Express is a VIE of which TEP is the primary beneficiary and consolidate Pony Express accordingly. We have not provided any additional financial support to Pony Express other than our initial capital contribution of $570 million and have no contractual commitments or obligations to provide additional financial support. In the event that the costs of construction of the crude oil pipeline system owned and operated by Pony Express, which we refer to as the Pony Express System, including the lateral on the Pony Express System in Northeast Colorado, exceed the $270 million retained by Pony Express as discussed in Note 4 – Acquisitions , TD is obligated to fund the remaining costs. The carrying amounts and classifications of the Pony Express assets and liabilities included in our condensed consolidated balance sheets at June 30, 2015 and December 31, 2014 are as follows: June 30, 2015 December 31, 2014 (in thousands) Current assets $ 39,090 $ 93,019 Noncurrent assets 1,381,735 1,300,816 Total assets $ 1,420,825 $ 1,393,835 Current liabilities $ 34,970 $ 52,547 Total liabilities $ 34,970 $ 52,547 |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | TEP Acquisition of Trailblazer On April 1, 2014 , TEP closed the acquisition of Trailblazer from a wholly owned subsidiary of TD for total consideration valued at approximately $164 million , consisting of $150 million in cash and the issuance of 385,140 common units (valued at approximately $14 million based on the March 31, 2014 closing price of TEP’s common units). On that same date, the general partner contributed additional capital in the amount of approximately $263,000 in exchange for the issuance of 7,860 general partner units in order to maintain its 2% general partner interest. The acquisition of Trailblazer represents a change in reporting entity and a transaction between entities under common control. The excess purchase price over the net book value of Trailblazer's assets and liabilities was accounted for as a deemed distribution as discussed further in Note 10 – Partnership Equity and Distributions . TEP Acquisitions of 66.7% of Pony Express Effective September 1, 2014 , TEP acquired a controlling 33.3% membership interest in Pony Express for total consideration of approximately $600 million . At closing, Pony Express, TD, and TEP entered into the Second Amended Pony Express LLC Agreement, which sets forth the relative rights of TD and TEP as the owners of Pony Express. Of the total consideration of $600 million , TEP directly paid TD $30 million , consisting of $27 million in cash and 70,340 TEP common units with an aggregate fair value of approximately $3 million , in exchange for the transfer by TD to TEP of a 1.9585% membership interest in Pony Express (computed before giving effect to the issuance of the new membership interest by Pony Express to TEP). TEP also contributed cash of $570 million to Pony Express in exchange for a newly issued membership interest which, when combined with the membership interest transferred from TD and the parties' entry at closing into the Second Amended Pony Express LLC Agreement, constituted TEP's 33.3% membership interest in Pony Express, which represented 100% of the preferred membership units issued by Pony Express. Of the $570 million cash consideration received by Pony Express, $300 million was immediately distributed to TD at closing and $270 million was retained by Pony Express to fund the estimated remaining costs of construction for the Pony Express System and the lateral in Northeast Colorado. The $270 million cash balance was subsequently swept to TD under a cash management agreement between Pony Express and TD and was recorded as a related party loan which bears interest at TD's incremental borrowing rate. There was no remaining balance outstanding on the related party loan at June 30, 2015 . The terms of TEP's first acquisition of a 33.3% membership interest in Pony Express provided TEP a minimum quarterly preference payment of $16.65 million through the quarter ending September 30, 2015 (prorated to approximately $5.4 million for the quarter ended September 30, 2014) with distributions thereafter shared in accordance with the terms of the Second Amended Pony Express LLC Agreement. At the effective date of that transaction, TEP determined that Pony Express was a VIE of which TEP was the primary beneficiary, and consolidated Pony Express accordingly. For additional discussion and disclosure, see Note 3 – Variable Interest Entities . The acquisition of the initial 33.3% membership interest in Pony Express represented a transaction between entities under common control and a change in reporting entity. Effective March 1, 2015 , TEP acquired an additional 33.3% membership interest in Pony Express for cash consideration of $700 million . At closing, Pony Express, TD, and TEP entered into the Pony Express LLC Agreement effective March 1, 2015, which sets forth the relative rights of TD and TEP as the owners of Pony Express. The terms of the transaction increased the minimum quarterly preference payment provided to TEP to $36.65 million through the quarter ending December 31, 2015 (prorated to approximately $23.5 million for the quarter ended March 31, 2015) with distributions thereafter shared in accordance with the terms of the Pony Express LLC Agreement. Upon the effective date of the transaction, TEP reevaluated its VIE assessment and determined that Pony Express continues to be considered a VIE of which TEP is the primary beneficiary. The acquisition of the additional 33.3% membership interest in Pony Express represents a transaction between entities under common control and an acquisition of noncontrolling interests. As a result, financial information for periods prior to the transaction have not been recast to reflect the additional 33.3% membership interest. Historical Financial Information The results of our acquisitions of Trailblazer and a 66.7% membership interest in Pony Express are included in the condensed consolidated balance sheet as of June 30, 2015 . The results of our acquisitions of Trailblazer and the initial 33.3% membership interest in Pony Express are included in the condensed consolidated balance sheet as of December 31, 2014 . The results of our acquisitions of Trailblazer and the initial 33.3% membership interest in Pony Express are included in the condensed consolidated statements of income for the three and six months ended June 30, 2015 and 2014 . The results of our acquisition of an additional 33.3% membership interest in Pony Express are included in the condensed consolidated statements of income prospectively beginning March 1, 2015. The following tables present the previously reported condensed consolidated statements of income for the three and six months ended June 30, 2014 adjusted for the acquisition of the initial 33.3% membership interest in Pony Express: Three Months Ended June 30, 2014 TEP Consolidate Tallgrass Pony Express Pipeline, LLC Eliminations TEP (As currently reported) (in thousands) Revenues: Sales of natural gas, NGLs, and crude oil $ 39,042 $ — $ — $ 39,042 Transportation services 30,569 — — 30,569 Processing and other revenues 7,709 — — 7,709 Total Revenues 77,320 — — 77,320 Operating Costs and Expenses: Cost of sales (exclusive of depreciation and amortization shown below) 37,214 — — 37,214 Cost of transportation services (exclusive of depreciation and amortization shown below) 3,958 — 1,330 5,288 Operations and maintenance 10,055 — — 10,055 Depreciation and amortization 8,768 757 — 9,525 General and administrative 7,124 — — 7,124 Taxes, other than income taxes 1,639 — — 1,639 Total Operating Costs and Expenses 68,758 757 1,330 70,845 Operating Income (Loss) 8,562 (757 ) (1,330 ) 6,475 Other (Expense) Income: Interest (expense) income, net (2,140 ) 3 — (2,137 ) Gain on remeasurement of unconsolidated investment 9,388 — — 9,388 Equity in earnings of unconsolidated investment 273 — — 273 Other income, net 729 — — 729 Total Other Income 8,250 3 — 8,253 Net Income (Loss) 16,812 (754 ) (1,330 ) 14,728 Net loss attributable to noncontrolling interests 55 503 — 558 Net income (loss) attributable to partners $ 16,867 $ (251 ) $ (1,330 ) $ 15,286 Six Months Ended June 30, 2014 TEP Consolidate Tallgrass Pony Express Pipeline, LLC Eliminations TEP (As currently reported) (in thousands) Revenues: Sales of natural gas, NGLs, and crude oil $ 92,757 $ — $ — $ 92,757 Transportation services 64,673 — — 64,673 Processing and other revenues 14,669 — — 14,669 Total Revenues 172,099 — — 172,099 Operating Costs and Expenses: Cost of sales (exclusive of depreciation and amortization shown below) 85,420 — — 85,420 Cost of transportation services (exclusive of depreciation and amortization shown below) 7,820 — 2,585 10,405 Operations and maintenance 18,068 — — 18,068 Depreciation and amortization 16,320 1,514 — 17,834 General and administrative 13,773 — — 13,773 Taxes, other than income taxes 3,595 — — 3,595 Total Operating Costs and Expenses 144,996 1,514 2,585 149,095 Operating Income (Loss) 27,103 (1,514 ) (2,585 ) 23,004 Other (Expense) Income: Interest (expense) income, net (3,433 ) — — (3,433 ) Gain on remeasurement of unconsolidated investment 9,388 — — 9,388 Equity in earnings of unconsolidated investment 717 — — 717 Other income, net 1,669 — — 1,669 Total Other Income 8,341 — — 8,341 Net Income (Loss) 35,444 (1,514 ) (2,585 ) 31,345 Net loss attributable to noncontrolling interests 55 1,010 — 1,065 Net income (loss) attributable to partners $ 35,499 $ (504 ) $ (2,585 ) $ 32,410 Formation of BNN Water Solutions, LLC On November 26, 2013, TEP, through its wholly-owned subsidiary Tallgrass Energy Investments, LLC ("TEI"), entered into a joint venture agreement with BNN Energy LLC ("BNN") to form Grasslands Water Services I, LLC ("GWSI"), which subsequently built and began operating an intrastate water pipeline in Colorado. TEP accounted for its 50% equity interest in GWSI as an equity method investment. On May 13, 2014, TEI entered into a contribution agreement with BNN and several other parties to form a new entity known as Water Solutions. Under the terms of the contribution agreement, TEI agreed to contribute its existing 50% interest in GWSI, along with $7.6 million cash, in exchange for an 80% membership interest in Water Solutions. As part of the transaction, GWSI was renamed BNN Redtail, LLC ("Redtail"), became a subsidiary of Water Solutions, and issued preferred equity interests to TEI. Among the assets contributed by BNN and the other parties to the transaction were the other 50% interest in Redtail and a 100% equity interest in Alpha Reclaim Technology, LLC ("Alpha"), a company which sources treated wastewater from municipalities in Texas. Alpha is wholly-owned by Redtail. Upon closing of the transaction, TEP obtained a controlling financial interest in Water Solutions and accordingly has accounted for the transaction as a step acquisition under ASC 805. On the acquisition date, TEP remeasured its previously held 50% equity interest in Redtail to its fair value of $11.9 million , recognized a gain of $9.4 million , and consolidated Water Solutions. The 20% equity interest in Water Solutions held by noncontrolling interests was recorded at its acquisition date fair value of $1.4 million . The fair values of the previously held equity interest and the noncontrolling interest were determined using a discounted cash flow analysis. These fair value measurements are based on significant inputs that are not observable in the market and thus represent fair value measurements categorized within Level 3 of the fair value hierarchy under ASC 820. At December 31, 2014, the assets acquired and liabilities assumed in the acquisition were recorded at provisional amounts based on the preliminary purchase price allocation. During the three months ended June 30, 2015, the preliminary purchase price allocation with respect to Water Solutions was finalized with no material adjustments. On May 20, 2015, TEP acquired an additional 12% equity interest in Water Solutions from NR2, LLC for cash consideration of $600,000 , which was accounted for as an acquisition of noncontrolling interest. As of June 30, 2015 , TEP's aggregate membership interest in Water Solutions was 92% . |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | We have no employees. TD, through its wholly-owned subsidiary Tallgrass Operations, LLC ("Tallgrass Operations"), provided and charged us for direct and indirect costs of services provided to us or incurred on our behalf including employee labor costs, information technology services, employee health and retirement benefits, and all other expenses necessary or appropriate to the conduct of our business. We recorded these costs on the accrual basis in the period in which TD incurred them. On May 17, 2013, in connection with the closing of TEP’s initial public offering, TEP and its general partner entered into an Omnibus Agreement with TD and certain of its affiliates, including Tallgrass Operations (the "Omnibus Agreement"). The Omnibus Agreement provides that, among other things, TEP will reimburse TD and its affiliates for all expenses they incur and payments they make on TEP’s behalf, including the costs of employee and director compensation and benefits as well as the cost of the provision of certain centralized corporate functions performed by TD, including legal, accounting, cash management, insurance administration and claims processing, risk management, health, safety and environmental, information technology and human resources in each case to the extent reasonably allocable to TEP. TEP’s general and administrative costs under the Omnibus Agreement were $5.5 million and $10.9 million for the three and six months ended June 30, 2015 , respectively, excluding costs attributable to Pony Express. Pony Express had general and administrative costs of $5.2 million and $10.3 million for the three and six months ended June 30, 2015 , respectively. TEP also pays a quarterly reimbursement to TD for costs associated with being a public company. The quarterly public company reimbursement was $635,000 for the second quarter of 2015 . These amounts will be periodically reviewed and adjusted as necessary to continue to reflect reasonable allocation of costs to TEP. Due to the cash management agreement discussed in Note 2 – Summary of Significant Accounting Policies , intercompany balances at the Predecessor Entities were periodically settled and treated as equity distributions prior to April 1, 2014 for Trailblazer and prior to September 1, 2014 for Pony Express. Balances lent to TD under the Pony Express cash management agreement effective September 1, 2014 are classified as related party receivables in the condensed consolidated balance sheets. We recognized interest income from TD of $0.4 million during the three and six months ended June 30, 2015 on the receivable balance under the Pony Express cash management agreement. Totals of transactions with affiliated companies are as follows: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (in thousands) Cost of transportation services $ 6,233 $ — $ 10,591 $ — Charges to TEP: (1) Property, plant and equipment, net $ 1,594 $ 3,186 $ 2,901 $ 6,586 Operation and maintenance $ 5,825 $ 4,608 $ 11,248 $ 8,956 General and administrative $ 9,315 $ 4,676 $ 18,571 $ 9,603 (1) Charges to TEP, inclusive of Pony Express, include directly charged wages and salaries, other compensation and benefits, and shared services. Details of balances with affiliates included in "Receivable from related party" and "Accounts payable to related parties" in the condensed consolidated balance sheets are as follows: June 30, 2015 December 31, 2014 (in thousands) Receivable from related party: Tallgrass Operations, LLC $ — $ 73,393 Total receivable from related party $ — $ 73,393 Accounts payable to related parties: Tallgrass Operations, LLC $ 3,688 $ 3,894 Rockies Express Pipeline LLC 84 21 Total accounts payable to related parties $ 3,772 $ 3,915 Balances of gas imbalances with affiliated shippers are as follows: June 30, 2015 December 31, 2014 (in thousands) Affiliate gas balance receivables $ 11 $ 275 Affiliate gas balance payables $ 405 $ 455 |
Inventory
Inventory | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventory | The components of inventory at June 30, 2015 and December 31, 2014 consisted of the following: June 30, 2015 December 31, 2014 (in thousands) Crude oil $ 2,855 $ 581 Materials and supplies 5,415 3,049 Natural gas liquids 386 519 Gas in underground storage 6,506 8,896 Total inventory $ 15,162 $ 13,045 |
Property, Plant and Equipment
Property, Plant and Equipment | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | A summary of net property, plant and equipment by classification is as follows: June 30, 2015 December 31, 2014 (in thousands) Crude oil pipelines $ 1,154,685 $ 939,536 Natural gas pipelines 553,595 548,482 Processing and treating assets 237,045 241,671 General and other 63,530 42,719 Construction work in progress 28,615 139,873 Accumulated depreciation and amortization (94,454 ) (59,200 ) Total property, plant and equipment, net $ 1,943,016 $ 1,853,081 |
Risk Management
Risk Management | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Risk Management | We occasionally enter into derivative contracts with third parties for the purpose of hedging exposures that accompany our normal business activities. Our normal business activities directly and indirectly expose us to risks associated with changes in the market price of crude oil and natural gas, among other commodities. Specifically, the risks associated with changes in the market price of natural gas include, among others (i) pre-existing or anticipated physical natural gas sales, (ii) natural gas purchases and (iii) natural gas system use and storage. We have elected not to apply hedge accounting and changes in the fair value of all derivative contracts are recorded in earnings in the period in which the change occurs. Fair Value of Derivative Contracts The following table summarizes the fair values of our derivative contracts included in the condensed consolidated balance sheets: Balance Sheet June 30, 2015 December 31, 2014 (in thousands) Energy commodity derivative contracts Current liabilities $ 41 $ — As of June 30, 2015 , the fair value shown for commodity contracts was comprised of derivative volumes for short natural gas fixed-price swaps totaling 0.9 Bcf. As of December 31, 2014 there were no derivative contracts outstanding. Effect of Derivative Contracts in the Statements of Income The following table summarizes the impact of derivative contracts for the three and six months ended June 30, 2015 and 2014 : Amount of Gain (Loss) Recognized in Income on Derivatives Location of gain (loss) recognized Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (in thousands) Derivatives not designated as hedging contracts: Energy commodity derivative contracts Sales of natural gas, NGLs, and crude oil $ (131 ) $ (106 ) $ (41 ) $ (458 ) Credit Risk We have counterparty credit risk as a result of our use of derivative contracts. Our counterparties consist of major financial institutions. This concentration of counterparties may impact our overall exposure to credit risk, either positively or negatively, in that the counterparties may be similarly affected by changes in economic, regulatory or other conditions. We maintain credit policies that we believe minimize our overall credit risk. These policies include (i) evaluation of potential counterparties’ financial condition (including credit ratings), (ii) collateral requirements under certain circumstances and (iii) the use of standardized agreements which allow for netting of positive and negative exposure associated with a single counterparty. Based on our policies and exposure, our management does not currently anticipate a material adverse effect on our financial position, results of operations, or cash flows as a result of counterparty performance. Our over-the-counter swaps are entered into with counterparties outside central trading organizations such as a futures, options or stock exchanges. These contracts are with financial institutions with investment grade credit ratings. While we enter into derivative transactions principally with investment grade counterparties and actively monitor their credit ratings, it is nevertheless possible that from time to time losses will result from counterparty credit risk in the future. As of June 30, 2015 , the fair value of TEP’s derivative contracts was a liability, resulting in no credit exposure from TEP’s counterparties as of that date. In addition, when the market value of our derivative contracts with specific counterparties exceeds established limits, we are required to provide collateral to our counterparties, which may include posting letters of credit or placing cash in margin accounts. Accordingly, entity valuation adjustments are necessary to reflect the effect of our own credit quality on the fair value of our net liability position with each counterparty. The methodology to determine this adjustment is consistent with how we evaluate counterparty credit risk, taking into account current credit spreads for its comparative industry sector, as well as any change in such spreads since the last measurement date. As of June 30, 2015 and December 31, 2014 , we did not have any outstanding letters of credit or cash in margin accounts in support of our hedging of commodity price risks associated with the sale of natural gas nor did we have margin deposits with counterparties associated with energy commodity contract positions. Fair Value Derivative assets and liabilities are measured and reported at fair value. Derivative contracts can be exchange-traded or over-the-counter ("OTC"). Exchange-traded derivative contracts typically fall within Level 1 of the fair value hierarchy if they are traded in an active market. We value exchange-traded derivative contracts using quoted market prices for identical securities. OTC derivatives are valued using models utilizing a variety of inputs including contractual terms and commodity and interest rate curves. The selection of a particular model and particular inputs to value an OTC derivative contract depends upon the contractual terms of the instrument as well as the availability of pricing information in the market. We use similar models to value similar instruments. For OTC derivative contracts that trade in liquid markets, such as generic forwards and swaps, model inputs can generally be verified and model selection does not involve significant management judgment. Such contracts are typically classified within Level 2 of the fair value hierarchy. Certain OTC derivative contracts trade in less liquid markets with limited pricing information; as such, the determination of fair value for these derivative contracts is inherently more difficult. Such contracts are classified within Level 3 of the fair value hierarchy. The valuations of these less liquid OTC derivatives are typically impacted by Level 1 and/or Level 2 inputs that can be observed in the market, as well as unobservable Level 3 inputs. Use of a different valuation model or different valuation input values could produce a significantly different estimate of fair value. However, derivative contracts valued using inputs unobservable in active markets are generally not material to our financial statements. When appropriate, valuations are adjusted for various factors including credit considerations. Such adjustments are generally based on available market evidence. In the absence of such evidence, management’s best estimate is used. The following table summarizes the fair value measurements of our energy commodity derivative contracts as of June 30, 2015 based on the fair value hierarchy established by the Codification: Liability fair value measurements using Total Quoted prices in Significant Significant (in thousands) TEP as of June 30, 2015 Energy commodity derivative contracts $ 41 $ — $ 41 $ — |
Long-term Debt
Long-term Debt | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-term Debt | The following table sets forth the outstanding borrowings, letters of credit issued, and available borrowing capacity under our revolving credit facility as of June 30, 2015 and December 31, 2014 : June 30, 2015 December 31, 2014 (in thousands) Total capacity under the revolving credit facility $ 850,000 $ 850,000 Less: Outstanding borrowings under the revolving credit facility (706,000 ) (559,000 ) Available capacity under the revolving credit facility $ 144,000 $ 291,000 The revolving credit facility contains various covenants and restrictive provisions that, among other things, limit or restrict our ability (as well as the ability of our restricted subsidiaries) to incur or guarantee additional debt, incur certain liens on assets, dispose of assets, make certain distributions (including distributions of available cash, if a default or event of default under the credit agreement then exists or would result from making such a distribution), change the nature of our business, engage in certain mergers or make certain investments and acquisitions, enter into non-arms-length transactions with affiliates and designate certain subsidiaries as "Unrestricted Subsidiaries." In addition, we are required to maintain a consolidated leverage ratio of not more than 4.75 to 1.00 (which will be increased to 5.25 to 1.00 for certain measurement periods following the consummation of certain acquisitions) and a consolidated interest coverage ratio of not less than 2.50 to 1.00. As of June 30, 2015 , we are in compliance with the covenants required under the revolving credit facility. The unused portion of the revolving credit facility is subject to a commitment fee, which ranges from 0.300% to 0.500% , based on our total leverage ratio. As of June 30, 2015 , the weighted average interest rate on outstanding borrowings was 1.94% . Fair Value The following table sets forth the carrying amount and fair value of our long-term debt, which is not measured at fair value in the condensed consolidated balance sheets as of June 30, 2015 and December 31, 2014 , but for which fair value is disclosed: Fair Value Quoted prices Significant Significant Total Carrying (in thousands) June 30, 2015 $ — $ 706,000 $ — $ 706,000 $ 706,000 December 31, 2014 $ — $ 559,000 $ — $ 559,000 $ 559,000 The long-term debt borrowed under the revolving credit facility is carried at amortized cost. As of June 30, 2015 and December 31, 2014 , the fair value approximates the carrying amount for the borrowings under the revolving credit facility using a discounted cash flow analysis. We are not aware of any factors that would significantly affect the estimated fair value subsequent to June 30, 2015 . |
Partnership Equity and Distribu
Partnership Equity and Distributions | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Partnership Equity and Distributions | February Public Offering On February 27, 2015, we sold 10,000,000 common units representing limited partner interests in an underwritten public offering at a price of $50.82 per unit, or $49.29 per unit net of the underwriter's discount, for net proceeds of approximately $492.4 million after deducting the underwriter's discount and offering expenses paid by TEP. TEP used the net proceeds from the offering to fund a portion of the consideration for the acquisition of an additional 33.3% membership interest in Pony Express as discussed in Note 4 – Acquisitions . Pursuant to the underwriters' option to purchase additional units, TEP sold an additional 1,200,000 common units representing limited partner interests to the underwriters at a price of $50.82 per unit, or $49.29 per unit net of the underwriter’s discount, for net proceeds of approximately $59.3 million after deducting the underwriter’s discount and offering expenses paid by TEP. TEP used the net proceeds from this additional purchase of common units to reduce borrowings under its revolving credit facility, a portion of which were used to fund the March 2015 acquisition of an additional 33.3% membership interest in Pony Express as discussed in Note 4 – Acquisitions . Distributions to Holders of Common Units, Subordinated Units, General Partner Units and Incentive Distribution Rights Our partnership agreement requires us to distribute our available cash, as defined below, to unitholders of record on the applicable record date within 45 days after the end of each quarter, beginning with the quarter ended June 30, 2013. Our partnership agreement provides that available cash, each quarter, is first distributed to the common unitholders and the general partner on a pro rata basis until each common unitholder has received $0.2875 per unit, which amount is defined in our partnership agreement as the minimum quarterly distribution ("MQD"). The following table shows the distributions for the periods indicated: Distributions Limited Partners General Partner Distributions Three Months Ended Date Paid Incentive Distribution Rights General Partner Units Total (in thousands, except per unit amounts) June 30, 2015 August 14, 2015 (1) $ 35,135 $ 10,418 $ 627 $ 46,180 $ 0.5800 March 31, 2015 May 14, 2015 31,322 6,934 530 38,786 0.5200 December 31, 2014 February 13, 2015 23,782 4,039 473 28,294 0.4850 September 30, 2014 November 14, 2014 20,092 1,208 363 21,663 0.4100 June 30, 2014 August 14, 2014 18,596 758 330 19,684 0.3800 March 31, 2014 May 14, 2014 13,288 126 274 13,688 0.3250 (1) The distribution declared on July 15, 2015 for the second quarter of 2015 will be paid on August 14, 2015 subsequent to the date of this Quarterly Report on 60,576,357 common units of record at the close of business on July 31, 2015. Subordinated Units Under the terms of TEP's partnership agreement and upon the payment of the quarterly cash distribution to unitholders on February 13, 2015, the subordination period ended. As a result, the 16,200,000 subordinated units held by TD converted into common units on a one for one basis on February 17, 2015. General Partner Units As of June 30, 2015 , the general partner owns an approximate 1.4% general partner interest in TEP, represented by 834,391 general partner units. Under TEP’s partnership agreement, the general partner may at any time (but is under no obligation to) contribute additional capital to TEP in order to maintain or attain a 2% general partner interest. Incentive Distribution Rights The general partner also owns all of the IDRs. IDRs represent the right to receive an increasing percentage ( 13% , 23% and 48% ) of quarterly distributions of available cash from operating surplus after the MQD and each target distribution level has been achieved. The general partner may transfer these rights separately from its general partner interest, subject to restrictions in TEP’s partnership agreement. The following discussion related to incentive distributions assumes that TEP’s general partner holds a 2% general partner interest and continues to own all of the IDRs. If for any quarter: • TEP has distributed available cash from operating surplus to all of the common unitholders (and during the subordination period, to the subordinated unitholders) in an amount equal to the MQD for each outstanding unit for such quarter; and • TEP has distributed available cash from operating surplus on outstanding common units in an amount necessary to eliminate any cumulative arrearages in the payment of the MQD to common unitholders; then, TEP will distribute additional available cash from operating surplus for that quarter among the unitholders and the general partner in the following manner: • first , 98% to all unitholders, pro rata, and 2% to TEP’s general partner, until each unitholder receives a total of $0.3048 per unit for that quarter (the "first target distribution"); • second , 85% to all unitholders, pro rata, and 15% to TEP’s general partner, until each unitholder receives a total of $0.3536 per unit for that quarter (the "second target distribution"); • third , 75% to all unitholders, pro rata, and 25% to TEP’s general partner, until each unitholder receives a total of $0.4313 per unit for that quarter (the "third target distribution"); and • thereafter , 50% to all unitholders, pro rata, and 50% to TEP’s general partner. Definition of Available Cash Available cash generally means, for any quarter, all cash and cash equivalents on hand at the end of that quarter: • less, the amount of cash reserves established by TEP’s general partner to: ▪ provide for the proper conduct of TEP’s business (including reserves for future capital expenditures, for anticipated future credit needs subsequent to that quarter, for legal matters and for refunds of collected rates reasonably likely to be refunded as a result of a settlement or hearing related to FERC rate proceedings); ▪ comply with applicable law or regulation, or any of TEP’s debt instruments or other agreements; or ▪ provide funds for distributions to unitholders and to TEP’s general partner for any one or more of the next four quarters (provided that TEP’s general partner may not establish cash reserves for distributions if the effect of the establishment of such reserves will prevent TEP from distributing the MQD on all common units and any cumulative arrearages on such common units for the current quarter); • plus , if TEP’s general partner so determines, all or any portion of the cash on hand on the date of distribution of available cash for the quarter, including cash on hand resulting from working capital borrowings made subsequent to the end of such quarter. Other Contributions and Distributions During the six months ended June 30, 2015 , TEP was deemed to have made a noncash capital distribution of $324.3 million to the general partner, which represents the excess purchase price over the carrying value of the additional 33.3% membership interest in Pony Express acquired effective March 1, 2015. See Note 4 - Acquisitions for additional information regarding the transaction. TEP also recognized contributions from noncontrolling interests of $68.7 million , which consisted primarily of contributions from TD to Pony Express to fund construction of the lateral in Northeast Colorado, and distributions to noncontrolling interests of $22.6 million . During the six months ended June 30, 2014 , the Trailblazer Predecessor and Pony Express Predecessor recognized net contributions from TD of $460.4 million . TEP also recognized a $27.5 million contribution from TD representing the difference between the carrying amount of the Replacement Gas Facilities, as discussed in Note 13 – Regulatory Matters , and the proceeds received from TD. |
Net Income per Limited Partner
Net Income per Limited Partner Unit | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Net Income per Limited Partner Unit | The Partnership’s net income is allocated to the general partner and the limited partners, including the holders of the subordinated units, in accordance with their respective ownership percentages, after giving effect to incentive distributions paid to the general partner. Basic and diluted net income per limited partner unit is calculated by dividing limited partners’ interest in net income, less general partner incentive distributions, by the weighted average number of outstanding limited partner units during the period. We compute earnings per unit using the two-class method for Master Limited Partnerships as prescribed in the FASB guidance. The two-class method requires that securities that meet the definition of a participating security be considered for inclusion in the computation of basic earnings per unit. Under the two-class method, earnings per unit is calculated as if all of the earnings for the period were distributed under the terms of the partnership agreement, regardless of whether the general partner has discretion over the amount of distributions to be made in any particular period, whether those earnings would actually be distributed during a particular period from an economic or practical perspective, or whether the general partner has other legal or contractual limitations on its ability to pay distributions that would prevent it from distributing all of the earnings for a particular period. We calculate net income available to limited partners based on the distributions pertaining to the current period’s net income. After adjusting for the appropriate period’s distributions, the remaining undistributed earnings or excess distributions over earnings, if any, are allocated to the general partner and limited partners in accordance with the contractual terms of the partnership agreement and as further prescribed in the FASB guidance under the two-class method. The two-class method does not impact our overall net income or other financial results; however, in periods in which aggregate net income exceeds our aggregate distributions for such period, it will have the impact of reducing net income per limited partner unit. This result occurs as a larger portion of our aggregate earnings, as if distributed, is allocated to the incentive distribution rights (which are currently held by our general partner), even though we make distributions on the basis of available cash and not earnings. In periods in which our aggregate net income does not exceed our aggregate distributions for such period, the two-class method does not have any impact on our calculation of earnings per limited partner unit. Basic earnings per unit is computed by dividing net earnings attributable to unitholders by the weighted average number of units outstanding during each period. Diluted earnings per unit reflects the potential dilution of common equivalent units that could occur if equity participation units are converted into common units. All net income or loss from Trailblazer prior to its acquisition on April 1, 2014 and Pony Express prior to its acquisition effective September 1, 2014 is allocated to predecessor operations in the table below. Historical earnings of transferred businesses for periods prior to the date of those common control drop-down transactions are solely those of the general partner and, therefore we have appropriately excluded any allocation to the limited partner units when determining net income available to common and subordinated unitholders. We present the financial results of any transferred business prior to the drop down transaction date in the line item "Predecessor operations interest in net (income) loss" in the table below. The following table illustrates the Partnership’s calculation of net income per common and subordinated unit for the three and six months ended June 30, 2015 and 2014 : Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (in thousands, except per unit amounts) Net income $ 53,231 $ 14,728 $ 76,221 $ 31,345 Net (income) loss attributable to noncontrolling interests (8,332 ) 558 997 1,065 Net income attributable to partners 44,899 15,286 77,218 32,410 Predecessor operations interest in net loss (income) — 1,581 — (2,643 ) General partner interest in net income (11,030 ) (1,096 ) (18,468 ) (1,477 ) Common and subordinated unitholders' interest in net income $ 33,869 $ 15,771 $ 58,750 $ 28,290 Basic net income per common and subordinated unit $ 0.56 $ 0.39 $ 1.04 $ 0.70 Diluted net income per common and subordinated unit $ 0.55 $ 0.38 $ 1.02 $ 0.68 Basic average number of common and subordinated units outstanding 60,362 40,885 56,566 40,694 Equity Participation Unit equivalent units 863 1,020 838 930 Diluted average number of common and subordinated units outstanding 61,225 41,905 57,404 41,624 |
Equity-Based Compensation Equit
Equity-Based Compensation Equity-Based Compensation | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | For additional information regarding our Long-term Incentive Plan ("LTIP"), see Note 15 – Equity-Based Compensation to our Consolidated Financial Statements included in Part II of the 2014 Form 10-K/A. The following table summarizes the changes in the equity participation units ("EPUs") outstanding for the six months ended June 30, 2015 : Six Months Ended June 30, 2015 Equity Participation Units Weighted Average Beginning of period 1,525,750 $ 18.75 Granted 109,333 41.75 Vested (1) (477,387 ) (19.30 ) Forfeited (35,496 ) (17.06 ) End of period 1,122,200 $ 20.90 (1) During the six months ended June 30, 2015 , approximately 342,252 common units (net of tax withholding of approximately 135,135 common units) were issued in connection with the settlement of vested awards. |
Regulatory Matters
Regulatory Matters | 6 Months Ended |
Jun. 30, 2015 | |
Regulatory Matters [Abstract] | |
Regulatory Matters | There are currently no proceedings challenging the rates of Pony Express, Tallgrass Interstate Gas Transmission, LLC ("TIGT"), or Trailblazer. Regulators, as well as shippers, do have rights, under circumstances prescribed by applicable regulations, to challenge the rates that we charge at our regulated entities. Further, the statute governing service by Pony Express allows parties having standing to file complaints in regard to existing tariff rates and provisions. If the complaint is not resolved, the FERC may conduct a hearing and order a crude oil pipeline to make reparations going back for up to two years prior to the date on which a complaint was filed if a rate is found to be unjust and unreasonable. We can provide no assurance that current rates will remain unchallenged. Any successful challenge could have a material, adverse effect on our future earnings and cash flows. TIGT Pony Express Abandonment – FERC Docket CP12-495 On August 6, 2012, TIGT filed an application to: (1) abandon for FERC purposes approximately 433 miles of mainline natural gas pipeline facilities, along with associated rights of way and other related equipment (collectively, the "Pony Express Assets"), and the natural gas service therefrom, by transferring those assets to Pony Express, which subsequently converted the Pony Express Assets into crude oil pipeline facilities; and (2) construct and operate certain replacement-type facilities necessary to continue service to existing natural gas firm transportation customers following the conversion, which we refer to as the Replacement Gas Facilities. This project is referred to as the "Pony Express Abandonment." The FERC abandonment does not constitute an abandonment for accounting purposes. Pursuant to the terms of the Purchase and Sale Agreement filed with the FERC and cited by the FERC in approving the Pony Express Abandonment, Pony Express is required to reimburse TIGT for the net book value of the Pony Express Assets plus other TIGT incurred costs required to construct the Replacement Gas Facilities and to arrange substitute gas transportation services to certain TIGT shippers. The Pony Express Abandonment and completion of the Pony Express Project by Pony Express re-deployed existing pipeline assets to meet the growing market need to transport oil supplies while at the same time continuing to operate TIGT’s natural gas transportation facilities to meet all current and expected needs of its natural gas customers. By a FERC order issued September 12, 2013, TIGT was granted authorization to abandon the Pony Express Assets and construct the Replacement Gas Facilities. On October 7, 2013 TIGT commenced the mobilization of personnel and equipment for the construction of the Replacement Gas Facilities necessary to complete the Pony Express Abandonment to continue service to existing TIGT customers. In December 2013, TIGT removed the Pony Express Assets from gas service and sold those assets to Pony Express. On May 1, 2014, TIGT commenced commercial service through all of the Replacement Gas Facilities, with the exception of Units 3 and 4 at the Tescott Compressor Station. Service through Units 3 and 4 at the Tescott Compressor Station commenced on May 30, 2014. Trailblazer 2013 Rate Case Filing - Docket No. RP13-1031 On January 22, 2014, Trailblazer, the FERC’s Trial Staff, and the active parties in the pipeline’s general rate case finalized a settlement in principle resolving the pending rate issues, including: (i) establishing transportation rates, as well as fuel and lost and unaccounted for charges; (ii) providing a limited profit sharing arrangement for certain revenues earned from interruptible and short-term firm transport; and (iii) setting the minimum and maximum time that can elapse before Trailblazer’s next rate case at the FERC. Trailblazer filed a motion with the FERC’s Chief Administrative Law Judge to accept the settlement rates on an interim basis ("Interim Rates") while the participants finalized a definitive settlement. The Chief Administrative Law Judge accepted the Interim Rates effective February 1, 2014. On February 24, 2014, Trailblazer filed an uncontested offer of settlement ("Stipulation and Agreement") among active party shippers. The Stipulation and Agreement established the Interim Rates as final settlement rates effective February 1, 2014, subject to the issuance of refunds to certain shippers for January 2014 transportation services and revised fuel and lost and unaccounted for rates, effective July 1, 2014. On March 11, 2014, the Presiding Administrative Law Judge certified the Stipulation and Agreement. On May 29, 2014, the FERC approved the Stipulation and Agreement. On June 30, 2014, Trailblazer filed tariff sheets to implement the Stipulation and Agreement effective July 1, 2014. Estimated refunds were reserved from revenues recorded in January 2014. On July 1, 2014, Trailblazer submitted refunds to its customers for amounts collected in excess of amounts that would have been collected under the Settlement Rates, with interest, and on July 18, 2014, filed a report of refunds with the FERC. The FERC issued orders accepting the tariff sheets with the requested effective date of July 1, 2014 and accepting the refund report filing on July 25, 2014 and August 7, 2014, respectively. 2015 Annual Fuel Tracker Filing - Docket No. RP15-841-000 On April 1, 2015, Trailblazer made its annual fuel tracker filing with a proposed effective date of May 1, 2015 in Docket No. RP15-841-000. This filing incorporates the revised fuel tracker and power cost tracker mechanisms agreed to in the 2013 Rate Case Filing settlement, which resolves all outstanding issues related to Trailblazer fuel recoveries. The FERC approved this filing on April 23, 2015. Pony Express On September 19, 2014, Pony Express filed with the FERC to adopt a tariff for initial local non-contract rates as well as initial Rules and Regulations in accordance with the Interstate Commerce Act to be effective starting on October 1, 2014. Local Contract Tariff rates were filed with the FERC on October 29, 2014 to be effective starting November 1, 2014. Joint Contract Tariff rates for oil received into the Pony Express System from the Belle Fourche Pipeline were filed on October 16, 2014 to be effective starting November 1, 2014. Joint Contract Tariff rates for oil received into the Pony Express pipeline system from Hiland Pipeline Company were filed on February 27, 2015 and effective April 1, 2015. On May 18, 2015, Pony Express filed with the FERC to implement tariff contract rates for Pony Express’ newly constructed lateral in Northeast Colorado effective June 1, 2015. On May 29, 2015, tariff filings were made with the FERC in Docket No. IS15-492-000 to increase the Pony Express local contract rates for service from the Guernsey origin, and for local non-contract rates from all origins, by amounts reflecting the FERC annual index adjustment of approximately 4.6% effective July 1, 2015. A tariff filing was also made in Docket No. IS15-493-000 on that date to increase joint tariff contract rates for service on Pony Express, Belle Fourche Pipeline Company, and Bridger Pipeline, LLC by approximately 4.6% effective July 1, 2015. |
Legal and Environmental Matters
Legal and Environmental Matters | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal and Environmental Matters | Legal In addition to the matters discussed below, we are a defendant in various lawsuits arising from the day-to-day operations of our business. Although no assurance can be given, we believe, based on our experiences to date, that the ultimate resolution of such routine items will not have a material adverse impact on our business, financial position, results of operations or cash flows. We have evaluated claims in accordance with the accounting guidance for contingencies that we deem both probable and reasonably estimable and, accordingly, had reserves for legal claims of approximately $0.6 million as of June 30, 2015 and December 31, 2014 . Prairie Horizon On July 3, 2014, Prairie Horizon Agri-Energy LLC ("Prairie Horizon") filed an action in the District Court of Phillips County, Kansas against TIGT seeking damages from an alleged intrusion of foreign material and oil from TIGT into Prairie Horizon's ethanol plant. The matter was removed to the US District Court for the District of Kansas. Prairie Horizon asserts that this intrusion caused substantial damage to Prairie Horizon's ethanol production facilities and resulted in corresponding business income losses. Prairie Horizon also claims that the intrusion was a violation of TIGT's FERC gas tariff. Prairie Horizon alleges that it has suffered damages in the amount of approximately $2.0 million . TIGT believes Prairie Horizon's claims are without merit and plans to vigorously contest all of the claims in this matter. Environmental, Health and Safety We are subject to a variety of federal, state and local laws that regulate permitted activities relating to air and water quality, waste disposal, and other environmental matters. We believe that compliance with these laws will not have a material adverse impact on our business, cash flows, financial position or results of operations. However, there can be no assurances that future events, such as changes in existing laws, the promulgation of new laws, or the development of new facts or conditions will not cause us to incur significant costs. We had environmental reserves of $5.1 million and $5.3 million at June 30, 2015 and December 31, 2014 , respectively. TMID Casper Plant, U.S. EPA Notice of Violation In August 2011, the U.S. EPA and the Wyoming Department of Environmental Quality ("WDEQ") conducted an inspection of the Leak Detection and Repair ("LDAR") Program at the Casper Gas Plant in Wyoming. In September 2011, Tallgrass Midstream, LLC ("TMID") received a letter from the U.S. EPA alleging violations of the Standards of Performance of Equipment Leaks for Onshore Natural Gas Processing Plant requirements under the Clean Air Act. TMID received a letter from the U.S. EPA concerning settlement of this matter in April 2013 and received additional settlement communications from the U.S. EPA and Department of Justice beginning in July 2014. Settlement negotiations are continuing, including attempted resolution of more recently identified LDAR issues and the possible inclusion of TIGT as a party to any possible settlement as a result of TIGT owning a compressor that is located adjacent to the Casper Gas Plant site. Casper Mystery Bridge Superfund Site The Casper Gas Plant is part of the Mystery Bridge Road/U.S. Highway 20 Superfund Site also known as Casper Mystery Bridge Superfund Site. Remediation work at the Casper Gas Plant has been completed and we have requested that the portion of the site attributable to us be delisted from the National Priorities List. Casper Gas Plant On November 25, 2014, WDEQ issued a Notice of Violation for violations of Part 60 Subpart OOOO related to the Depropanizer project (wv-14388, issued 7/9/13) in Docket No. 5506-14. TMID had discussed the issues in a meeting with WDEQ in Cheyenne on November 17, 2014, and submitted a disclosure on November 20, 2014 detailing the regulatory issues and potential violations. The project triggered a modification of Subpart OOOO for the entire plant. The project equipment as well as plant equipment subjected to Subpart OOOO was not monitored timely, and initial notification was not made timely. Settlement negotiations with WDEQ are currently ongoing. TIGT System Failure On June 13, 2013, a failure occurred on a segment of the TIGT pipeline system in Goshen County, Wyoming, resulting in the release of natural gas. The line was promptly brought back into service and the failure did not cause any known injuries, fatalities, fires or evacuations. We are currently working with PHMSA to develop a plan to close the Corrective Action Order received from PHMSA regarding the Goshen County failure and do not believe the cost of anticipated remediation activities will be material. Trailblazer Pipeline Integrity Management Program Trailblazer recently completed smart tool surveys and preliminary analysis on segments of its natural gas pipeline to evaluate the growth rate of corrosion downstream of compressor stations. Trailblazer currently believes that approximately 25 - 35 miles of pipe will likely need to be repaired or replaced in order for the pipeline to operate at its maximum allowable operating pressure of 1,000 pounds per square inch, or psig. Such repair or replacement may occur over a period of years, depending upon final assessment of corrosion growth rates and the remediation and repair plan adopted by Trailblazer. Until then, Trailblazer is operating at a reduced pressure, public notice of which was first provided in June 2014. The current pressure reduction is not expected to prevent Trailblazer from fulfilling its firm service obligations at existing subscription levels and to date it has not had a material adverse financial impact on TEP. During 2015, Trailblazer is scheduled to complete approximately 25 excavation digs at an aggregate cost of approximately $850,000 (all of which is included in Trailblazer’s 2015 budget) to confirm the corrosion growth rates suggested by the smart tool surveys and preliminary analysis. Segments of the Trailblazer Pipeline that require full replacement are currently expected to cost in the range of approximately $2.2 million to $2.7 million per mile. Repair costs on sections of the pipeline that do not require full replacement are expected to be less on a per mile basis. Trailblazer is currently devising a remediation and repair plan, which involves, among other things, finalizing cost recovery options, establishing project scope and timing and setting an overall project budget. Trailblazer is currently exploring all possible cost recovery options. It may not ultimately be able to recover any or all of such out of pocket costs unless and until Trailblazer recovers them through a general rate increase or other FERC-approved recovery mechanism, or through negotiated rate agreements with its customers. In connection with TEP’s acquisition of the Trailblazer Pipeline, TD agreed to contractually indemnify TEP for any out of pocket costs TEP incurs between April 1, 2014 and April 1, 2017 related to repairing or remediating the Trailblazer Pipeline, to the extent that such actions are necessitated by external corrosion caused by the pipeline’s disbonded Hi-Melt CTE coating. The contractual indemnity provided to TEP by TD is currently capped at $20 million and is subject to TEP’s first paying an annual $1.5 million deductible. Pony Express System Failures On August 31, 2014, a leak occurred at the Sterling Pump Station on the Pony Express System in Logan County, Colorado, which resulted in a release of approximately 200 bbls of crude oil. The spill was entirely contained on our property and the costs to remediate were not material. In April 2015, PHSMA granted our request to consider the Sterling Pump Station incident closed with no further action. On March 12, 2015, an event occurred at the Yoder Pump Station in Goshen County, Wyoming, related to repair and replacement activities resulting in a spill of approximately 300 bbls of crude oil. We have presented our incident investigation findings to PHMSA and are currently working with PHMSA to resolve the matter. We do not believe the cost of anticipated remediation activities will be material. |
Reporting Segments
Reporting Segments | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Reporting Segments | Our operations are located in the United States. We are organized into three reporting segments: (1) Natural Gas Transportation & Logistics, (2) Crude Oil Transportation & Logistics, and (3) Processing & Logistics. Natural Gas Transportation & Logistics The Natural Gas Transportation & Logistics segment is engaged in ownership and operation of FERC-regulated interstate natural gas pipelines and integrated natural gas storage facilities that provide services to on-system customers (such as third-party LDCs), industrial users and other shippers. As discussed in Note 2 – Summary of Significant Accounting Policies , results for prior periods have been recast to reflect the operations of Trailblazer. Crude Oil Transportation & Logistics The Crude Oil Transportation & Logistics segment is engaged in ownership, construction, and operation of the Pony Express System, which is a FERC-regulated crude oil pipeline serving the Bakken Shale and other nearby oil producing basins. The mainline portion of the Pony Express System was placed in service in October 2014. The Pony Express System also includes a lateral pipeline in Northeast Colorado, which interconnects with the Pony Express System just east of Sterling, Colorado and was placed in service in April 2015. As discussed in Note 2 – Summary of Significant Accounting Policies , results for prior periods have been recast to reflect the operations of Pony Express. Processing & Logistics The Processing & Logistics segment is engaged in ownership and operation of natural gas processing, treating and fractionation facilities that produce NGLs and residue gas that is sold in local wholesale markets or delivered into pipelines for transportation to additional end markets, as well as water business services provided primarily to the oil and gas exploration and production industry. Corporate and Other Corporate and Other includes corporate overhead costs that are not directly associated with the operations of our reportable segments, such as interest and fees associated with TEP’s revolving credit facility, public company costs reimbursed to TD, and equity-based compensation expense. These segments are monitored separately by management for performance and are consistent with internal financial reporting. These segments have been identified based on the differing products and services, regulatory environment and the expertise required for their respective operations. We consider Adjusted EBITDA our primary segment performance measure as we believe it is the most meaningful measure to assess our financial condition and results of operations as a public entity. We define Adjusted EBITDA, a non-GAAP measure, as net income excluding the impact of interest, income taxes, depreciation and amortization, non-cash income or loss related to derivative instruments, non-cash long-term compensation expense, impairment losses, gains or losses on asset or business disposals or acquisitions, gains or losses on the repurchase, redemption or early retirement of debt, and earnings from unconsolidated investments, but including the impact of distributions from unconsolidated investments. The following tables set forth our segment information for the periods indicated: Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Revenue: Total Inter- External Total Inter- External (in thousands) (in thousands) Natural Gas Transportation & Logistics $ 30,969 $ (1,344 ) $ 29,625 $ 33,940 $ (1,330 ) $ 32,610 Crude Oil Transportation & Logistics 75,219 — 75,219 — — — Processing & Logistics 28,126 — 28,126 44,710 — 44,710 Corporate and Other — — — — — — Total Revenue $ 134,314 $ (1,344 ) $ 132,970 $ 78,650 $ (1,330 ) $ 77,320 Six Months Ended June 30, 2015 Six Months Ended June 30, 2014 Revenue: Total Inter- External Total Inter- External (in thousands) (in thousands) Natural Gas Transportation & Logistics $ 64,579 $ (2,690 ) $ 61,889 $ 73,571 $ (2,585 ) $ 70,986 Crude Oil Transportation & Logistics 125,600 — 125,600 — — — Processing & Logistics 60,156 — 60,156 101,113 — 101,113 Corporate and Other — — — — — — Total Revenue $ 250,335 $ (2,690 ) $ 247,645 $ 174,684 $ (2,585 ) $ 172,099 Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Adjusted EBITDA: Total Inter- External Total Inter- External (in thousands) (in thousands) Natural Gas Transportation & Logistics $ 16,591 $ (1,344 ) $ 15,247 $ 15,066 $ (1,330 ) $ 13,736 Crude Oil Transportation & Logistics 46,320 1,344 47,664 — — — Processing & Logistics 7,077 — 7,077 5,511 — 5,511 Corporate and Other (1,036 ) — (1,036 ) (625 ) — (625 ) Reconciliation to Net Income: Interest expense, net 3,893 2,139 Depreciation and amortization expense, net of noncontrolling interest 18,302 8,874 Non-cash loss (gain) related to derivative instruments 131 (96 ) Non-cash compensation expense 1,727 1,308 Distributions from unconsolidated investment — 772 Equity in earnings of unconsolidated investment — (273 ) Gain on remeasurement of unconsolidated investment — (9,388 ) Net income attributable to partners $ 44,899 $ 15,286 Six Months Ended June 30, 2015 Six Months Ended June 30, 2014 Adjusted EBITDA: Total Inter- External Total Inter- External (in thousands) (in thousands) Natural Gas Transportation & Logistics $ 35,837 $ (2,690 ) $ 33,147 $ 34,928 $ (2,585 ) $ 32,343 Crude Oil Transportation & Logistics 71,826 2,690 74,516 — — — Processing & Logistics 15,795 — 15,795 15,107 — 15,107 Corporate and Other (1,671 ) — (1,671 ) (1,250 ) — (1,250 ) Reconciliation to Net Income: Interest expense, net 7,333 3,433 Depreciation and amortization expense, net of noncontrolling interest 38,835 16,678 Non-cash loss from asset sales 4,483 — Non-cash loss related to derivative instruments 41 255 Non-cash compensation expense 3,254 2,249 Distributions from unconsolidated investment — 1,280 Equity in earnings of unconsolidated investment — (717 ) Non-cash loss allocated to noncontrolling interest (9,377 ) — Gain on remeasurement of unconsolidated investment — (9,388 ) Net income attributable to partners $ 77,218 $ 32,410 Six Months Ended June 30, Capital Expenditures: 2015 2014 (in thousands) Natural Gas Transportation & Logistics $ 7,061 $ 13,956 Crude Oil Transportation & Logistics 32,501 459,457 Processing & Logistics 9,982 5,896 Corporate and Other — — Total capital expenditures $ 49,544 $ 479,309 Assets: June 30, 2015 December 31, 2014 (in thousands) Natural Gas Transportation & Logistics $ 716,147 $ 716,106 Crude Oil Transportation & Logistics 1,423,163 1,394,793 Processing & Logistics 336,818 340,620 Corporate and Other 5,314 5,678 Total assets $ 2,481,442 $ 2,457,197 |
Summary of Significant Accoun22
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation These unaudited condensed consolidated financial statements and related notes for the three and six months ended June 30, 2015 and 2014 were prepared in accordance with the accounting principles contained in the Financial Accounting Standards Board’s Accounting Standards Codification, the single source of generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The year-end balance sheet data was derived from audited financial statements but does not include disclosures required by GAAP for annual periods. The unaudited condensed consolidated financial statements for the three and six months ended June 30, 2015 and 2014 include all normal, recurring adjustments and disclosures that we believe are necessary for a fair presentation of the results for the interim periods. In this report, the Financial Accounting Standards Board is referred to as the FASB and the FASB Accounting Standards Codification is referred to as the Codification or ASC. Certain prior period amounts have been reclassified to conform to the current presentation. Our financial results for the three and six months ended June 30, 2015 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2015. The accompanying unaudited condensed consolidated interim financial statements should be read in conjunction with our audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K/A for the year ended December 31, 2014 (“2014 Form 10-K/A”) filed with the United States Securities and Exchange Commission (the “SEC”) on June 4, 2015. The condensed consolidated financial statements of TEP include historical cost basis accounts of the assets of Trailblazer for the periods prior to April 1, 2014, the date TEP acquired Trailblazer from Tallgrass Development, LP ("TD"), and Pony Express for the periods prior to September 1, 2014, the date TEP acquired a controlling 33.3% membership interest in Pony Express, and include charges from TD for direct costs and allocations of indirect corporate overhead. Management believes that the allocation methods are reasonable, and that the allocations are representative of costs that would have been incurred on a stand-alone basis. |
Consolidation | As further discussed in Note 4 – Acquisitions , TEP closed the acquisition of Trailblazer on April 1, 2014 and the acquisition of a 33.3% membership interest in Pony Express effective September 1, 2014. As the acquisitions of Trailblazer and the initial 33.3% membership interest in Pony Express are considered transactions between entities under common control, and a change in reporting entity, the financial information presented for prior periods has been recast to include Trailblazer and the initial 33.3% membership interest in Pony Express for all periods presented. The acquisition of the additional 33.3% membership interest in Pony Express represents a transaction between entities under common control and an acquisition of noncontrolling interests. As a result, financial information for periods prior to March 1, 2015 have not been recast to reflect the additional 33.3% membership interest. The condensed consolidated financial statements include the accounts of TEP and its subsidiaries and controlled affiliates. Significant intra-entity items have been eliminated in the presentation. Net equity contributions of the Predecessor Entities included in the condensed consolidated statements of cash flows represent transfers of cash as a result of TD’s centralized cash management systems prior to April 1, 2014 for Trailblazer and September 1, 2014 for Pony Express, under which cash balances were swept daily and recorded as loans from the subsidiaries to TD. These loans were then periodically recorded as equity distributions. Pony Express participates in a cash management agreement with TD, which holds a 33.3% common membership interest in Pony Express, under which cash balances are swept daily and recorded as loans from Pony Express to TD. Net income or loss from consolidated subsidiaries that are not wholly-owned by TEP is attributed to TEP and noncontrolling interests. This is done in accordance with substantive profit sharing arrangements, which generally follow the allocation of cash distributions and may not follow the respective ownership percentages held by TEP. Concurrent with TEP's acquisition of an initial 33.3% membership interest in Pony Express effective September 1, 2014, TEP, TD, and Pony Express entered into the Second Amended and Restated Limited Liability Agreement of Tallgrass Pony Express Pipeline, LLC ("the Second Amended Pony Express LLC Agreement"), which provided TEP a minimum quarterly preference payment of $16.65 million (prorated to approximately $5.4 million for the quarter ended September 30, 2014) through the quarter ending September 30, 2015. Effective March 1, 2015 with TEP's acquisition of an additional 33.3% membership interest in Pony Express, the Second Amended Pony Express LLC Agreement was further amended (as amended, "the Pony Express LLC Agreement") to increase the minimum quarterly preference payment to $36.65 million (prorated to approximately $23.5 million for the quarter ended March 31, 2015) and extend the term of the preference period through the quarter ending December 31, 2015. The Pony Express LLC Agreement provides that the net income or loss of Pony Express be allocated, to the extent possible, consistent with the allocation of Pony Express cash distributions. Under the terms of the Pony Express LLC Agreement, Pony Express distributions and net income for periods beginning after December 31, 2015 will be attributed to TEP and its noncontrolling interests in accordance with the respective ownership interests. A variable interest entity ("VIE") is a legal entity that possesses any of the following characteristics: an insufficient amount of equity at risk to finance its activities, equity owners who do not have the power to direct the significant activities of the entity (or have voting rights that are disproportionate to their ownership interest), or equity owners who do not have the obligation to absorb expected losses or the right to receive the expected residual returns of the entity. Companies are required to consolidate a VIE if they are its primary beneficiary, which is the enterprise that has a variable interest that could be significant to the VIE and the power to direct the activities that most significantly impact the entity’s economic performance. We have presented separately in our condensed consolidated balance sheets, to the extent material, the assets of our consolidated VIE that can only be used to settle specific obligations of the consolidated VIE, and the liabilities of our consolidated VIE for which creditors do not have recourse to our general credit. Pony Express is considered to be a VIE under the applicable authoritative guidance. Based on a qualitative analysis in accordance with the applicable authoritative guidance, we have determined that we are the primary beneficiary as we have the power to direct matters that most significantly impact the activities of Pony Express and have the right to receive benefits of Pony Express that could potentially be significant to Pony Express. We have consolidated Pony Express accordingly. For additional information see Note 3 – Variable Interest Entities . |
Use of Estimates | Use of Estimates Certain amounts included in or affecting these condensed consolidated financial statements and related disclosures must be estimated, requiring management to make certain assumptions with respect to values or conditions which cannot be known with certainty at the time the financial statements are prepared. These estimates and assumptions affect the amounts reported for assets, liabilities, revenues, and expenses during the reporting period, and the disclosure of contingent assets and liabilities at the date of the financial statements. Management evaluates these estimates on an ongoing basis, utilizing historical experience, consultation with experts and other methods it considers reasonable in the particular circumstances. Nevertheless, actual results may differ significantly from these estimates. Any effects on our business, financial position or results of operations resulting from revisions to these estimates are recorded in the period in which the facts that give rise to the revision become known. During the second quarter of 2015, we recorded a reduction in our property tax accrual for the first quarter of 2015 of $5.7 million as a result of revised property tax estimates due to successful appeals with state taxing authorities on the assessed value of property, which resulted in a net credit of $0.3 million in taxes, other than income taxes for the three months ended June 30, 2015. |
Accounting Pronouncements Issued But Not Yet Effective | Accounting Pronouncements Issued But Not Yet Effective Accounting Standards Update ("ASU") No. 2014-09, "Revenue from Contracts with Customers (Topic 606)" In May 2014, the Financial Accounting Standards Board ("FASB") issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). ASU 2014-09 provides a comprehensive and converged set of principles-based revenue recognition guidelines which supersede the existing industry and transaction-specific standards. The core principle of the new guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this core principle, entities must apply a five step process to (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. ASU 2014-09 also mandates disclosure of sufficient information to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The disclosure requirements include qualitative and quantitative information about contracts with customers, significant judgments and changes in judgments, and assets recognized from the costs to obtain or fulfill a contract. The amendments in ASU 2014-09 are effective for public entities for annual reporting periods beginning after December 15, 2017, and for interim periods within that reporting period. Early application is permitted for annual reporting periods beginning after December 15, 2016. We are currently evaluating the impact of ASU 2014-09. ASU No. 2014-12, "Compensation - Stock Compensation (Topic 718), Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period" In June 2014, the FASB issued ASU No. 2014-12, Compensation - Stock Compensation (Topic 718), Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. ASU 2014-12 provides explicit guidance on accounting for share-based payments requiring a specific performance target to be achieved in order for employees to become eligible to vest in the awards when that performance target may be achieved after the requisite service period for the award. The ASU requires that such performance targets be treated as a performance condition, and should not be reflected in the estimate of the grant-date fair value of the award. Instead, compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved. ASU 2014-12 is effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Early adoption is permitted. The adoption of ASU 2014-12 is not expected to have a material impact on our financial position and results of operations. ASU No. 2015-02, "Consolidation (Topic 810): Amendments to the Consolidation Analysis" In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810) - Amendments to the Consolidation Analysis. ASU 2015-02 will change the analysis that a reporting entity must perform to determine whether it should consolidate certain types of legal entities. ASU 2015-02 will modify the evaluation of whether limited partnerships and other similar legal entities are considered VIEs or voting interest entities, eliminate the presumption that a general partner should consolidate a limited partnership, and change certain aspects of the consolidation analysis for reporting entities that are involved with VIEs, particularly for those with fee arrangements and related party relationships. The amendments in ASU 2015-02 are effective for public entities for annual periods and interim periods within those annual periods beginning after December 15, 2015. Early application is permitted, including adoption in an interim period. We are currently evaluating the impact of ASU 2015-02. ASU No. 2015-11, "Inventory (Topic 330): Simplifying the Measurement of Inventory" In July 2015, the FASB issued ASU No. 2015-11, Inventory (Topic 330), Simplifying the Measurement of Inventory. ASU 2015-11 establishes a "lower of cost and net realizable value" model for the measurement of most inventory balances. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The amendments in ASU 2015-11 are effective for public entities for annual periods and interim periods within those annual periods beginning after December 15, 2016. Early adoption is permitted. We are currently evaluating the impact of ASU 2015-11. |
Description of Business Schedul
Description of Business Schedule of Other Ownership Interests (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Schedule of Other Ownership Interests [Abstract] | |
Schedule of Other Ownership Interests [Table Text Block] | Unit Holder Limited Partner Common Units General Partner Units Percentage of Outstanding Limited Partner Common Units Percentage of Outstanding Common and General Partner Units Public Unitholders 34,220,877 — 56.49 % 55.72 % Tallgrass Equity, LLC 20,000,000 — 33.02 % 32.57 % Tallgrass Development, LP 6,355,480 — 10.49 % 10.35 % Tallgrass MLP GP, LLC (1) — 834,391 — 1.36 % Total 60,576,357 834,391 100.00 % 100.00 % |
Variable Interest Entity (Table
Variable Interest Entity (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Variable Interest Entities [Table Text Block] | The carrying amounts and classifications of the Pony Express assets and liabilities included in our condensed consolidated balance sheets at June 30, 2015 and December 31, 2014 are as follows: June 30, 2015 December 31, 2014 (in thousands) Current assets $ 39,090 $ 93,019 Noncurrent assets 1,381,735 1,300,816 Total assets $ 1,420,825 $ 1,393,835 Current liabilities $ 34,970 $ 52,547 Total liabilities $ 34,970 $ 52,547 |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2014 | |
Business Combinations [Abstract] | |
Impact of Adjustments Related to Transaction Among Entities Under Common Control, Income Statement | The following tables present the previously reported condensed consolidated statements of income for the three and six months ended June 30, 2014 adjusted for the acquisition of the initial 33.3% membership interest in Pony Express: Three Months Ended June 30, 2014 TEP Consolidate Tallgrass Pony Express Pipeline, LLC Eliminations TEP (As currently reported) (in thousands) Revenues: Sales of natural gas, NGLs, and crude oil $ 39,042 $ — $ — $ 39,042 Transportation services 30,569 — — 30,569 Processing and other revenues 7,709 — — 7,709 Total Revenues 77,320 — — 77,320 Operating Costs and Expenses: Cost of sales (exclusive of depreciation and amortization shown below) 37,214 — — 37,214 Cost of transportation services (exclusive of depreciation and amortization shown below) 3,958 — 1,330 5,288 Operations and maintenance 10,055 — — 10,055 Depreciation and amortization 8,768 757 — 9,525 General and administrative 7,124 — — 7,124 Taxes, other than income taxes 1,639 — — 1,639 Total Operating Costs and Expenses 68,758 757 1,330 70,845 Operating Income (Loss) 8,562 (757 ) (1,330 ) 6,475 Other (Expense) Income: Interest (expense) income, net (2,140 ) 3 — (2,137 ) Gain on remeasurement of unconsolidated investment 9,388 — — 9,388 Equity in earnings of unconsolidated investment 273 — — 273 Other income, net 729 — — 729 Total Other Income 8,250 3 — 8,253 Net Income (Loss) 16,812 (754 ) (1,330 ) 14,728 Net loss attributable to noncontrolling interests 55 503 — 558 Net income (loss) attributable to partners $ 16,867 $ (251 ) $ (1,330 ) $ 15,286 Six Months Ended June 30, 2014 TEP Consolidate Tallgrass Pony Express Pipeline, LLC Eliminations TEP (As currently reported) (in thousands) Revenues: Sales of natural gas, NGLs, and crude oil $ 92,757 $ — $ — $ 92,757 Transportation services 64,673 — — 64,673 Processing and other revenues 14,669 — — 14,669 Total Revenues 172,099 — — 172,099 Operating Costs and Expenses: Cost of sales (exclusive of depreciation and amortization shown below) 85,420 — — 85,420 Cost of transportation services (exclusive of depreciation and amortization shown below) 7,820 — 2,585 10,405 Operations and maintenance 18,068 — — 18,068 Depreciation and amortization 16,320 1,514 — 17,834 General and administrative 13,773 — — 13,773 Taxes, other than income taxes 3,595 — — 3,595 Total Operating Costs and Expenses 144,996 1,514 2,585 149,095 Operating Income (Loss) 27,103 (1,514 ) (2,585 ) 23,004 Other (Expense) Income: Interest (expense) income, net (3,433 ) — — (3,433 ) Gain on remeasurement of unconsolidated investment 9,388 — — 9,388 Equity in earnings of unconsolidated investment 717 — — 717 Other income, net 1,669 — — 1,669 Total Other Income 8,341 — — 8,341 Net Income (Loss) 35,444 (1,514 ) (2,585 ) 31,345 Net loss attributable to noncontrolling interests 55 1,010 — 1,065 Net income (loss) attributable to partners $ 35,499 $ (504 ) $ (2,585 ) $ 32,410 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Schedule of Transactions with Affiliated Companies | Totals of transactions with affiliated companies are as follows: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (in thousands) Cost of transportation services $ 6,233 $ — $ 10,591 $ — Charges to TEP: (1) Property, plant and equipment, net $ 1,594 $ 3,186 $ 2,901 $ 6,586 Operation and maintenance $ 5,825 $ 4,608 $ 11,248 $ 8,956 General and administrative $ 9,315 $ 4,676 $ 18,571 $ 9,603 (1) Charges to TEP, inclusive of Pony Express, include directly charged wages and salaries, other compensation and benefits, and shared services. |
Schedule of Balances with Affiliates Included in Accounts Receivables and Accounts Payable in Consolidated Balance Sheets | Details of balances with affiliates included in "Receivable from related party" and "Accounts payable to related parties" in the condensed consolidated balance sheets are as follows: June 30, 2015 December 31, 2014 (in thousands) Receivable from related party: Tallgrass Operations, LLC $ — $ 73,393 Total receivable from related party $ — $ 73,393 Accounts payable to related parties: Tallgrass Operations, LLC $ 3,688 $ 3,894 Rockies Express Pipeline LLC 84 21 Total accounts payable to related parties $ 3,772 $ 3,915 |
Schedule of Balances of Gas Imbalance with Affiliated Shippers | Balances of gas imbalances with affiliated shippers are as follows: June 30, 2015 December 31, 2014 (in thousands) Affiliate gas balance receivables $ 11 $ 275 Affiliate gas balance payables $ 405 $ 455 |
Inventory (Tables)
Inventory (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of Components of Inventory | The components of inventory at June 30, 2015 and December 31, 2014 consisted of the following: June 30, 2015 December 31, 2014 (in thousands) Crude oil $ 2,855 $ 581 Materials and supplies 5,415 3,049 Natural gas liquids 386 519 Gas in underground storage 6,506 8,896 Total inventory $ 15,162 $ 13,045 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Components of Property Plant and Equipment | A summary of net property, plant and equipment by classification is as follows: June 30, 2015 December 31, 2014 (in thousands) Crude oil pipelines $ 1,154,685 $ 939,536 Natural gas pipelines 553,595 548,482 Processing and treating assets 237,045 241,671 General and other 63,530 42,719 Construction work in progress 28,615 139,873 Accumulated depreciation and amortization (94,454 ) (59,200 ) Total property, plant and equipment, net $ 1,943,016 $ 1,853,081 |
Risk Management (Tables)
Risk Management (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Fair Value of Derivative Contracts | The following table summarizes the fair values of our derivative contracts included in the condensed consolidated balance sheets: Balance Sheet June 30, 2015 December 31, 2014 (in thousands) Energy commodity derivative contracts Current liabilities $ 41 $ — |
Derivative Contracts Included in Consolidated Statements of Income | The following table summarizes the impact of derivative contracts for the three and six months ended June 30, 2015 and 2014 : Amount of Gain (Loss) Recognized in Income on Derivatives Location of gain (loss) recognized Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (in thousands) Derivatives not designated as hedging contracts: Energy commodity derivative contracts Sales of natural gas, NGLs, and crude oil $ (131 ) $ (106 ) $ (41 ) $ (458 ) |
Schedule of Energy Commodity Derivative Contracts Based on Fair Value Hierarchy Established by Codification | The following table summarizes the fair value measurements of our energy commodity derivative contracts as of June 30, 2015 based on the fair value hierarchy established by the Codification: Liability fair value measurements using Total Quoted prices in Significant Significant (in thousands) TEP as of June 30, 2015 Energy commodity derivative contracts $ 41 $ — $ 41 $ — |
Long-term Debt (Tables)
Long-term Debt (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Line of Credit Facilities | The following table sets forth the outstanding borrowings, letters of credit issued, and available borrowing capacity under our revolving credit facility as of June 30, 2015 and December 31, 2014 : June 30, 2015 December 31, 2014 (in thousands) Total capacity under the revolving credit facility $ 850,000 $ 850,000 Less: Outstanding borrowings under the revolving credit facility (706,000 ) (559,000 ) Available capacity under the revolving credit facility $ 144,000 $ 291,000 |
Carrying Amount and Fair value of TEP's Long-term Debt | The following table sets forth the carrying amount and fair value of our long-term debt, which is not measured at fair value in the condensed consolidated balance sheets as of June 30, 2015 and December 31, 2014 , but for which fair value is disclosed: Fair Value Quoted prices Significant Significant Total Carrying (in thousands) June 30, 2015 $ — $ 706,000 $ — $ 706,000 $ 706,000 December 31, 2014 $ — $ 559,000 $ — $ 559,000 $ 559,000 |
Partnership Equity and Distri31
Partnership Equity and Distributions (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Summary of Distributions | The following table shows the distributions for the periods indicated: Distributions Limited Partners General Partner Distributions Three Months Ended Date Paid Incentive Distribution Rights General Partner Units Total (in thousands, except per unit amounts) June 30, 2015 August 14, 2015 (1) $ 35,135 $ 10,418 $ 627 $ 46,180 $ 0.5800 March 31, 2015 May 14, 2015 31,322 6,934 530 38,786 0.5200 December 31, 2014 February 13, 2015 23,782 4,039 473 28,294 0.4850 September 30, 2014 November 14, 2014 20,092 1,208 363 21,663 0.4100 June 30, 2014 August 14, 2014 18,596 758 330 19,684 0.3800 March 31, 2014 May 14, 2014 13,288 126 274 13,688 0.3250 |
Net Income per Limited Partne32
Net Income per Limited Partner Unit (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Summary of Net Income Per Limited Partner Unit | The following table illustrates the Partnership’s calculation of net income per common and subordinated unit for the three and six months ended June 30, 2015 and 2014 : Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (in thousands, except per unit amounts) Net income $ 53,231 $ 14,728 $ 76,221 $ 31,345 Net (income) loss attributable to noncontrolling interests (8,332 ) 558 997 1,065 Net income attributable to partners 44,899 15,286 77,218 32,410 Predecessor operations interest in net loss (income) — 1,581 — (2,643 ) General partner interest in net income (11,030 ) (1,096 ) (18,468 ) (1,477 ) Common and subordinated unitholders' interest in net income $ 33,869 $ 15,771 $ 58,750 $ 28,290 Basic net income per common and subordinated unit $ 0.56 $ 0.39 $ 1.04 $ 0.70 Diluted net income per common and subordinated unit $ 0.55 $ 0.38 $ 1.02 $ 0.68 Basic average number of common and subordinated units outstanding 60,362 40,885 56,566 40,694 Equity Participation Unit equivalent units 863 1,020 838 930 Diluted average number of common and subordinated units outstanding 61,225 41,905 57,404 41,624 |
Equity-Based Compensation Equ33
Equity-Based Compensation Equity-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Activity [Table Text Block] | The following table summarizes the changes in the equity participation units ("EPUs") outstanding for the six months ended June 30, 2015 : Six Months Ended June 30, 2015 Equity Participation Units Weighted Average Beginning of period 1,525,750 $ 18.75 Granted 109,333 41.75 Vested (1) (477,387 ) (19.30 ) Forfeited (35,496 ) (17.06 ) End of period 1,122,200 $ 20.90 (1) During the six months ended June 30, 2015 , approximately 342,252 common units (net of tax withholding of approximately 135,135 common units) were issued in connection with the settlement of vested awards. |
Reporting Segments (Tables)
Reporting Segments (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Summary of TEP's Segment Information of Revenue | The following tables set forth our segment information for the periods indicated: Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Revenue: Total Inter- External Total Inter- External (in thousands) (in thousands) Natural Gas Transportation & Logistics $ 30,969 $ (1,344 ) $ 29,625 $ 33,940 $ (1,330 ) $ 32,610 Crude Oil Transportation & Logistics 75,219 — 75,219 — — — Processing & Logistics 28,126 — 28,126 44,710 — 44,710 Corporate and Other — — — — — — Total Revenue $ 134,314 $ (1,344 ) $ 132,970 $ 78,650 $ (1,330 ) $ 77,320 Six Months Ended June 30, 2015 Six Months Ended June 30, 2014 Revenue: Total Inter- External Total Inter- External (in thousands) (in thousands) Natural Gas Transportation & Logistics $ 64,579 $ (2,690 ) $ 61,889 $ 73,571 $ (2,585 ) $ 70,986 Crude Oil Transportation & Logistics 125,600 — 125,600 — — — Processing & Logistics 60,156 — 60,156 101,113 — 101,113 Corporate and Other — — — — — — Total Revenue $ 250,335 $ (2,690 ) $ 247,645 $ 174,684 $ (2,585 ) $ 172,099 |
Summary of TEP's Segment Information of Earnings | Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Adjusted EBITDA: Total Inter- External Total Inter- External (in thousands) (in thousands) Natural Gas Transportation & Logistics $ 16,591 $ (1,344 ) $ 15,247 $ 15,066 $ (1,330 ) $ 13,736 Crude Oil Transportation & Logistics 46,320 1,344 47,664 — — — Processing & Logistics 7,077 — 7,077 5,511 — 5,511 Corporate and Other (1,036 ) — (1,036 ) (625 ) — (625 ) Reconciliation to Net Income: Interest expense, net 3,893 2,139 Depreciation and amortization expense, net of noncontrolling interest 18,302 8,874 Non-cash loss (gain) related to derivative instruments 131 (96 ) Non-cash compensation expense 1,727 1,308 Distributions from unconsolidated investment — 772 Equity in earnings of unconsolidated investment — (273 ) Gain on remeasurement of unconsolidated investment — (9,388 ) Net income attributable to partners $ 44,899 $ 15,286 Six Months Ended June 30, 2015 Six Months Ended June 30, 2014 Adjusted EBITDA: Total Inter- External Total Inter- External (in thousands) (in thousands) Natural Gas Transportation & Logistics $ 35,837 $ (2,690 ) $ 33,147 $ 34,928 $ (2,585 ) $ 32,343 Crude Oil Transportation & Logistics 71,826 2,690 74,516 — — — Processing & Logistics 15,795 — 15,795 15,107 — 15,107 Corporate and Other (1,671 ) — (1,671 ) (1,250 ) — (1,250 ) Reconciliation to Net Income: Interest expense, net 7,333 3,433 Depreciation and amortization expense, net of noncontrolling interest 38,835 16,678 Non-cash loss from asset sales 4,483 — Non-cash loss related to derivative instruments 41 255 Non-cash compensation expense 3,254 2,249 Distributions from unconsolidated investment — 1,280 Equity in earnings of unconsolidated investment — (717 ) Non-cash loss allocated to noncontrolling interest (9,377 ) — Gain on remeasurement of unconsolidated investment — (9,388 ) Net income attributable to partners $ 77,218 $ 32,410 |
Summary of TEP's Segment Information of Assets | Six Months Ended June 30, Capital Expenditures: 2015 2014 (in thousands) Natural Gas Transportation & Logistics $ 7,061 $ 13,956 Crude Oil Transportation & Logistics 32,501 459,457 Processing & Logistics 9,982 5,896 Corporate and Other — — Total capital expenditures $ 49,544 $ 479,309 Assets: June 30, 2015 December 31, 2014 (in thousands) Natural Gas Transportation & Logistics $ 716,147 $ 716,106 Crude Oil Transportation & Logistics 1,423,163 1,394,793 Processing & Logistics 336,818 340,620 Corporate and Other 5,314 5,678 Total assets $ 2,481,442 $ 2,457,197 |
Description of Business - Addit
Description of Business - Additional Information (Detail) - shares | Mar. 01, 2015 | Sep. 01, 2014 | Jun. 30, 2015 | Dec. 31, 2014 |
Organization [Line Items] | ||||
Limited Partner Common Units | 60,576,357 | |||
General Partner Units | 834,391 | 834,391 | ||
Percentage of Outstanding Limited Partner Common Units | 100.00% | |||
Percentage of Outstanding Common and General Partner Units | 100.00% | |||
Pony Express Pipeline | ||||
Organization [Line Items] | ||||
Variable Interest Entity, Ownership Percentage | 33.30% | 33.30% | 66.70% | |
Ownership Interests Held By Public [Member] | ||||
Organization [Line Items] | ||||
Limited Partner Common Units | 34,220,877 | |||
General Partner Units | 0 | |||
Percentage of Outstanding Limited Partner Common Units | 56.49% | |||
Percentage of Outstanding Common and General Partner Units | 55.70% | |||
Ownership Interests Held By Tallgrass Equity, LLC [Member] | ||||
Organization [Line Items] | ||||
Limited Partner Common Units | 20,000,000 | |||
General Partner Units | 0 | |||
Percentage of Outstanding Limited Partner Common Units | 33.02% | |||
Percentage of Outstanding Common and General Partner Units | 32.60% | |||
Ownership Interests Held By TD | ||||
Organization [Line Items] | ||||
Limited Partner Common Units | 6,355,480 | |||
General Partner Units | 0 | |||
Percentage of Outstanding Limited Partner Common Units | 10.49% | |||
Percentage of Outstanding Common and General Partner Units | 10.30% | |||
Ownership Interests Held By Tallgrass MLP GP, LLC [Member] | ||||
Organization [Line Items] | ||||
Limited Partner Common Units | 0 | |||
Percentage of Outstanding Limited Partner Common Units | 0.00% | |||
Percentage of Outstanding Common and General Partner Units | 1.40% |
Summary of Significant Accoun36
Summary of Significant Accounting Policies Accounting Policies (Details) - USD ($) $ in Thousands | Mar. 01, 2015 | Sep. 01, 2014 | Sep. 30, 2014 | Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 |
Business Acquisition [Line Items] | |||||||||||
Change in Accounting Estimate, Financial Effect | $ 5,700 | ||||||||||
Taxes, other than income taxes | $ (271) | $ 1,639 | $ 11,026 | $ 3,595 | |||||||
Pony Express Pipeline | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Variable Interest Entity, Ownership Percentage | 33.30% | 33.30% | |||||||||
Equity interest held by noncontrolling interests | 33.30% | 33.30% | |||||||||
Pony Express Pipeline | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Variable Interest Entity, Ownership Percentage | 33.30% | 33.30% | 66.70% | ||||||||
Preferred Membership, Percentage Acquired | 33.30% | 100.00% | |||||||||
Minimum Quarterly Distribution Required by Partnership Agreement | $ 36,650 | $ 16,650 | |||||||||
Prorated Minimum Quarterly Distribution Required by Partnership Agreement | $ 5,400 | $ 23,500 | |||||||||
Taxes, other than income taxes | $ 0 | $ 0 |
Variable Interest Entity Pony A
Variable Interest Entity Pony Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Variable Interest Entity [Line Items] | ||
Assets, Current | $ 73,246 | $ 132,281 |
Total Assets | 2,481,442 | 2,457,197 |
Liabilities, Current | 68,253 | 96,568 |
Pony Express Pipeline | ||
Variable Interest Entity [Line Items] | ||
Assets, Current | 39,090 | 93,019 |
Assets, Noncurrent | 1,381,735 | 1,300,816 |
Total Assets | 1,420,825 | 1,393,835 |
Liabilities, Current | 34,970 | 52,547 |
Liabilities | $ 34,970 | $ 52,547 |
Variable Interest Entity (Detai
Variable Interest Entity (Details) - USD ($) $ in Millions | Mar. 01, 2015 | Sep. 01, 2014 | Jun. 30, 2015 | Dec. 31, 2014 |
Pony Express Pipeline | ||||
Business Acquisition [Line Items] | ||||
Variable Interest Entity, Ownership Percentage | 33.30% | 33.30% | ||
Business Combination, Cash Contributed to Variable Interest Entity | $ 570 | |||
Funds Maintained By Variable Interest Entity To Fund Construction | $ 270 | |||
Pony Express Pipeline | ||||
Business Acquisition [Line Items] | ||||
Variable Interest Entity, Ownership Percentage | 33.30% | 33.30% | 66.70% | |
Preferred Membership, Percentage Acquired | 33.30% | 100.00% | ||
Business Combination, Cash Contributed to Variable Interest Entity | $ 570 | |||
Funds Maintained By Variable Interest Entity To Fund Construction | $ 270 |
Acquisitions Impact of Acquisit
Acquisitions Impact of Acquisition, Income Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Business Acquisition [Line Items] | ||||
Sales of natural gas, NGLs, and crude oil | $ 20,011 | $ 39,042 | $ 41,880 | $ 92,757 |
Natural gas transportation services | 29,041 | 30,569 | 61,189 | 64,673 |
Processing and other revenues | 9,896 | 7,709 | 20,173 | 14,669 |
Total Revenues | 132,970 | 77,320 | 247,645 | 172,099 |
Cost of sales (exclusive of depreciation and amortization shown below) | 17,180 | 37,214 | 36,773 | 85,420 |
Cost of transportation services (exclusive of depreciation and amortization shown below) | 5,288 | 10,405 | ||
Operations and maintenance | 12,408 | 10,055 | 21,983 | 18,068 |
Depreciation and amortization | 20,355 | 9,525 | 40,960 | 17,834 |
General and administrative | 13,451 | 7,124 | 26,140 | 13,773 |
Taxes, other than income taxes | (271) | 1,639 | 11,026 | 3,595 |
Total Operating Costs and Expenses | 76,615 | 70,845 | 165,572 | 149,095 |
Operating Income | 56,355 | 6,475 | 82,073 | 23,004 |
Interest expense, net | 3,893 | 2,137 | 7,333 | 3,433 |
Gain on remeasurement of unconsolidated investment | 0 | 9,388 | 0 | 9,388 |
Equity in earnings of unconsolidated investment | 0 | 273 | 0 | 717 |
Other Nonoperating Income (Expense) | 769 | 729 | 1,481 | 1,669 |
Other Income | 8,253 | 8,341 | ||
Net income | 14,728 | 76,221 | 31,345 | |
Net (income) loss attributable to noncontrolling interests | (8,332) | 558 | 997 | 1,065 |
Net income attributable to partners | $ 44,899 | 15,286 | $ 77,218 | 32,410 |
Tallgrass Energy Partners [Member] | ||||
Business Acquisition [Line Items] | ||||
Sales of natural gas, NGLs, and crude oil | 39,042 | 92,757 | ||
Natural gas transportation services | 30,569 | 64,673 | ||
Processing and other revenues | 7,709 | 14,669 | ||
Total Revenues | 77,320 | 172,099 | ||
Cost of sales (exclusive of depreciation and amortization shown below) | 37,214 | 85,420 | ||
Cost of transportation services (exclusive of depreciation and amortization shown below) | 3,958 | 7,820 | ||
Operations and maintenance | 10,055 | 18,068 | ||
Depreciation and amortization | 8,768 | 16,320 | ||
General and administrative | 7,124 | 13,773 | ||
Taxes, other than income taxes | 1,639 | 3,595 | ||
Total Operating Costs and Expenses | 68,758 | 144,996 | ||
Operating Income | 8,562 | 27,103 | ||
Interest expense, net | (2,140) | 3,433 | ||
Gain on remeasurement of unconsolidated investment | 9,388 | 9,388 | ||
Equity in earnings of unconsolidated investment | 273 | 717 | ||
Other Nonoperating Income (Expense) | 729 | 1,669 | ||
Other Income | 8,250 | 8,341 | ||
Net income | 16,812 | 35,444 | ||
Net (income) loss attributable to noncontrolling interests | 55 | 55 | ||
Net income attributable to partners | 16,867 | 35,499 | ||
Pony Express Pipeline | ||||
Business Acquisition [Line Items] | ||||
Sales of natural gas, NGLs, and crude oil | 0 | 0 | ||
Natural gas transportation services | 0 | 0 | ||
Processing and other revenues | 0 | 0 | ||
Total Revenues | 0 | 0 | ||
Cost of sales (exclusive of depreciation and amortization shown below) | 0 | 0 | ||
Cost of transportation services (exclusive of depreciation and amortization shown below) | 0 | 0 | ||
Operations and maintenance | 0 | 0 | ||
Depreciation and amortization | 757 | 1,514 | ||
General and administrative | 0 | 0 | ||
Taxes, other than income taxes | 0 | 0 | ||
Total Operating Costs and Expenses | 757 | 1,514 | ||
Operating Income | (757) | (1,514) | ||
Interest expense, net | (3) | 0 | ||
Gain on remeasurement of unconsolidated investment | 0 | 0 | ||
Equity in earnings of unconsolidated investment | 0 | 0 | ||
Other Nonoperating Income (Expense) | 0 | 0 | ||
Other Income | 3 | 0 | ||
Net income | (754) | (1,514) | ||
Net (income) loss attributable to noncontrolling interests | 503 | 1,010 | ||
Net income attributable to partners | (251) | (504) | ||
Elimination [Member] | ||||
Business Acquisition [Line Items] | ||||
Sales of natural gas, NGLs, and crude oil | 0 | 0 | ||
Natural gas transportation services | 0 | 0 | ||
Processing and other revenues | 0 | 0 | ||
Total Revenues | 0 | 0 | ||
Cost of sales (exclusive of depreciation and amortization shown below) | 0 | 0 | ||
Cost of transportation services (exclusive of depreciation and amortization shown below) | 1,330 | 2,585 | ||
Operations and maintenance | 0 | 0 | ||
Depreciation and amortization | 0 | 0 | ||
General and administrative | 0 | 0 | ||
Taxes, other than income taxes | 0 | 0 | ||
Total Operating Costs and Expenses | 1,330 | 2,585 | ||
Operating Income | (1,330) | (2,585) | ||
Interest expense, net | 0 | 0 | ||
Gain on remeasurement of unconsolidated investment | 0 | 0 | ||
Equity in earnings of unconsolidated investment | 0 | 0 | ||
Other Nonoperating Income (Expense) | 0 | 0 | ||
Other Income | 0 | 0 | ||
Net income | (1,330) | (2,585) | ||
Net (income) loss attributable to noncontrolling interests | 0 | 0 | ||
Net income attributable to partners | $ (1,330) | $ (2,585) |
Acquisitions (Details)
Acquisitions (Details) - USD ($) | May. 20, 2015 | Mar. 01, 2015 | Sep. 01, 2014 | May. 13, 2014 | Apr. 01, 2014 | Sep. 30, 2014 | Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||||||||||||||
General Partner Units | 834,391 | 834,391 | 834,391 | |||||||||||
Payments to Noncontrolling Interests | $ 700,000,000 | $ 0 | ||||||||||||
Acquisition of Water Solutions | 0 | 150,000,000 | ||||||||||||
Gain on remeasurement of unconsolidated investment | $ 0 | $ 9,388,000 | $ 0 | 9,388,000 | ||||||||||
Trailblazer [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Date of acquisition | Apr. 1, 2014 | |||||||||||||
Total consideration | $ 164,000,000 | |||||||||||||
Acquisitions | $ 150,000,000 | |||||||||||||
Common and subordinated units issued, units | 385,140 | |||||||||||||
Common unit, issuance value | $ 14,000,000 | |||||||||||||
General Partner Units | 7,860 | |||||||||||||
General Partners capital account partnership interest percentage | 2.00% | |||||||||||||
Pony Express Pipeline | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Date of acquisition | Mar. 1, 2015 | Sep. 1, 2014 | ||||||||||||
Total consideration | $ 600,000,000 | |||||||||||||
Acquisitions | $ (3,000,000) | |||||||||||||
Common and subordinated units issued, units | 70,340 | |||||||||||||
Variable Interest Entity, Ownership Percentage | 33.30% | 33.30% | 66.70% | |||||||||||
Total Consideration Transferred Directly | $ 30,000,000 | |||||||||||||
Cash Contributed | $ 27,000,000 | |||||||||||||
Percentage of Membership Interest before Effect of New Membership | 1.9585% | |||||||||||||
Business Combination, Cash Contributed to Variable Interest Entity | $ 570,000,000 | |||||||||||||
Preferred Membership, Percentage Acquired | 33.30% | 100.00% | ||||||||||||
Cash Contributed as Part of Acquisition | $ 300,000,000 | |||||||||||||
Funds Maintained By Variable Interest Entity To Fund Construction | $ 270,000,000 | |||||||||||||
Minimum Quarterly Distribution Required by Partnership Agreement | $ 36,650,000 | $ 16,650,000 | ||||||||||||
Prorated Minimum Quarterly Distribution Required by Partnership Agreement | $ 5,400,000 | $ 23,500,000 | ||||||||||||
Payments to Noncontrolling Interests | $ 700,000,000 | |||||||||||||
Gain on remeasurement of unconsolidated investment | $ 0 | 0 | ||||||||||||
Water Solutions [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Equity interest acquired | 92.00% | 80.00% | ||||||||||||
Acquisition of Water Solutions | $ 7,600,000 | |||||||||||||
Equity interest held by noncontrolling interests | 20.00% | |||||||||||||
Acquisition, noncontrolling interest, fair value | $ 1,400,000 | |||||||||||||
Additional Equity Interest Acquired | 12.00% | |||||||||||||
Acquisition of additional equity interests in Water Solutions | $ 600,000 | |||||||||||||
Grasslands Water Services I, LLC [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Equity interest ownership percentage | 50.00% | |||||||||||||
Equity interest transferred as part of acquisition | 50.00% | |||||||||||||
Acquisition fair value | $ 11,900,000 | |||||||||||||
Gain on remeasurement of unconsolidated investment | $ 9,400,000 | |||||||||||||
General Partner | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
General Partners' contributed capital | $ 263,000 | 263,000 | ||||||||||||
General Partner | Trailblazer [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Acquisitions | 72,933,000 | |||||||||||||
General Partner | Pony Express Pipeline | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Acquisitions | $ 324,328,000 | |||||||||||||
General Partner | Water Solutions [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Acquisitions | 0 | |||||||||||||
Acquisition of additional equity interests in Water Solutions | 0 | |||||||||||||
Grasslands Water Services I, LLC [Member] | BNN Energy LLC [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Equity interest transferred as part of acquisition | 50.00% | |||||||||||||
Alpha Reclaim Technology, LLC [Member] | BNN Energy LLC [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Equity interest transferred as part of acquisition | 100.00% | |||||||||||||
Noncontrolling Interest [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
General Partners' contributed capital | 0 | |||||||||||||
Noncontrolling Interest [Member] | Trailblazer [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Acquisitions | 0 | |||||||||||||
Noncontrolling Interest [Member] | Pony Express Pipeline | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Acquisitions | 375,672,000 | |||||||||||||
Noncontrolling Interest [Member] | Water Solutions [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Acquisitions | $ (1,400,000) | |||||||||||||
Acquisition of additional equity interests in Water Solutions | $ 600,000 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Transactions with Affiliated Companies (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |||
Related Party Transaction [Line Items] | ||||||
Related Party Transactions, Cost of Sales and Transportation Services | $ 6,233 | $ 0 | $ 10,591 | $ 0 | ||
Operation and maintenance [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Expenses related to transactions with affiliated companies | 5,825 | [1] | 4,608 | [1] | 11,248 | 8,956 |
General and Administrative Expense [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Expenses related to transactions with affiliated companies | 9,315 | [1] | 4,676 | [1] | 18,571 | 9,603 |
Property, Plant and Equipment [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Related Party Transaction Costs Capitalized From Transactions With Related Party | $ 1,594 | $ 3,186 | $ 2,901 | $ 6,586 | ||
[1] | Charges to TEP, inclusive of Pony Express, include directly charged wages and salaries, other compensation and benefits, and shared services. |
Related Party Transactions - 42
Related Party Transactions - Schedule of Balances with Affiliates Included in Accounts Receivables and Accounts Payable in Consolidated Balance Sheets (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Related Party Transaction [Line Items] | ||
Accounts Receivable, Related Parties, Current | $ 0 | $ 73,393 |
Accounts Payable, Related Parties, Current | 3,772 | 3,915 |
Total payables to affiliated companies | 3,772 | 3,915 |
Tallgrass Operations, LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Accounts Receivable, Related Parties, Current | 0 | 73,393 |
Accounts Payable, Related Parties, Current | 3,688 | 3,894 |
Rockies Express Pipeline LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Accounts Payable, Related Parties, Current | $ 84 | $ 21 |
Related Party Transactions - 43
Related Party Transactions - Schedule of Balances of Gas Imbalance with Affiliated Shippers (Detail) - Affiliated Shippers [Member] - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Related Party Transaction [Line Items] | ||
Affiliate gas balance receivables | $ 11 | $ 275 |
Affiliate gas balance payables | $ 405 | $ 455 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - Jun. 30, 2015 - USD ($) $ in Thousands | Total | Total |
Related Party Transaction [Line Items] | ||
Interest Income, Related Party | $ 400 | |
TEP | ||
Related Party Transaction [Line Items] | ||
General and Administrative Expense Reimbursement | $ 5,500 | 10,900 |
Pony Express Pipeline | ||
Related Party Transaction [Line Items] | ||
General and Administrative Expense Reimbursement | 5,200 | $ 10,300 |
Public Company Expense [Member] | ||
Related Party Transaction [Line Items] | ||
Public Company Cost Reimbursement | $ 635 |
Inventory Inventory (Details)
Inventory Inventory (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||
Crude oil | $ 2,855 | $ 581 |
Materials and supplies | 5,415 | 3,049 |
Natural gas liquids | 386 | 519 |
Gas in underground storage | 6,506 | 8,896 |
Inventory, Net | $ 15,162 | $ 13,045 |
Property Plant and Equipment -
Property Plant and Equipment - Components of Property Plant and Equipment (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Accumulated depreciation and amortization | $ (94,454) | $ (59,200) |
Property, plant and equipment | 1,943,016 | 1,853,081 |
Crude oil pipelines | ||
Property, Plant and Equipment [Line Items] | ||
Property , plant and equipment | 1,154,685 | 939,536 |
Natural gas pipelines | ||
Property, Plant and Equipment [Line Items] | ||
Property , plant and equipment | 553,595 | 548,482 |
Processing and treating assets | ||
Property, Plant and Equipment [Line Items] | ||
Property , plant and equipment | 237,045 | 241,671 |
General and other | ||
Property, Plant and Equipment [Line Items] | ||
Property , plant and equipment | 63,530 | 42,719 |
Construction work in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property , plant and equipment | $ 28,615 | $ 139,873 |
Risk Management - Schedule of F
Risk Management - Schedule of Fair Value of Derivative Contracts (Detail) $ in Thousands | Jun. 30, 2015USD ($)Bcf | Dec. 31, 2014USD ($) |
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities at fair value | $ | $ 41 | $ 0 |
Commodity [Member] | Current Portion of Derivative Notional Amount [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative, Nonmonetary Notional Amount | 0.9 |
Risk Management - Derivative Co
Risk Management - Derivative Contracts Included in Consolidated Statement of Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Derivatives not designated as hedging contracts [Member] | Energy commodity derivative contracts [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Recognized in Income on Derivatives | $ (131) | $ (106) | $ (41) | $ (458) |
Risk Management - Schedule of E
Risk Management - Schedule of Energy Commodity Derivative Contracts Based on Fair Value Hierarchy Established by Codification (Detail) - Commodity Contract [Member] $ in Thousands | Jun. 30, 2015USD ($) |
Derivatives, Fair Value [Line Items] | |
Energy commodity derivative contracts | $ 41 |
Quoted prices in active markets for identical assets (Level 1) [Member] | |
Derivatives, Fair Value [Line Items] | |
Energy commodity derivative contracts | 0 |
Significant other observable inputs (Level 2) [Member] | |
Derivatives, Fair Value [Line Items] | |
Energy commodity derivative contracts | 41 |
Significant unobservable inputs (Level 3) [Member] | |
Derivatives, Fair Value [Line Items] | |
Energy commodity derivative contracts | $ 0 |
Long-term Debt Capacity under R
Long-term Debt Capacity under Revolving Credit Facility (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Amount Outstanding | $ (706,000) | $ (559,000) |
Tallgrass Energy Partners [Member] | Senior Revolving Credit Facility [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Amount Outstanding | (706,000) | (559,000) |
Line of Credit Facility, Remaining Borrowing Capacity | 144,000 | 291,000 |
Tallgrass Energy Partners [Member] | Barclays Bank [Member] | Senior Revolving Credit Facility [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 850,000 | $ 850,000 |
Long-term Debt - Carrying Amoun
Long-term Debt - Carrying Amount and Fair Value of TEP's Long-term Debt (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Fair Value | $ 706,000 | $ 559,000 |
Carrying Amount | 706,000 | 559,000 |
Quoted prices in active markets for identical assets (Level 1) [Member] | ||
Debt Instrument [Line Items] | ||
Fair Value | 0 | 0 |
Significant other observable inputs (Level 2) [Member] | ||
Debt Instrument [Line Items] | ||
Fair Value | 706,000 | 559,000 |
Significant unobservable inputs (Level 3) [Member] | ||
Debt Instrument [Line Items] | ||
Fair Value | $ 0 | $ 0 |
Long-term Debt - Additional Inf
Long-term Debt - Additional Information (Detail) - Jun. 30, 2015 | Total |
Debt Instrument [Line Items] | |
Weighted average interest rate on outstanding borrowings | 1.94% |
Maximum [Member] | |
Debt Instrument [Line Items] | |
Consolidated leverage ratio | 4.75 |
Contingent Consolidated Leverage Ratio | 5.25 |
Credit facility commitment fee | 0.50% |
Minimum [Member] | |
Debt Instrument [Line Items] | |
Consolidated interest coverage ratio | 2.50 |
Credit facility commitment fee | 0.30% |
Partnership Equity and Distri53
Partnership Equity and Distributions - Summary of Distributions (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||||
Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jul. 31, 2015 | ||
General Partner | ||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||
Distributions declared | $ 11,976 | $ 725 | ||||||||
Common unitholders | ||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||
Unitholders units issued (in shares) | 60,576,357 | 32,834,105 | 60,576,357 | |||||||
Common unitholders | Subsequent Event | ||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||
Unitholders units issued (in shares) | 60,576,357 | |||||||||
Tallgrass Energy Partners [Member] | ||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||
Distribution Made to Limited Partner, Distribution Date | Aug. 14, 2015 | [1] | May 14, 2015 | Feb. 13, 2015 | Nov. 14, 2014 | Aug. 14, 2014 | May 14, 2014 | |||
Distributions Limited Partners Common | $ 35,135 | $ 31,322 | $ 23,782 | $ 20,092 | $ 18,596 | $ 13,288 | ||||
Distributions General Partner Incentive | 10,418 | 6,934 | 4,039 | 1,208 | 758 | 126 | ||||
General Partner Distributions | 627 | 530 | 473 | 363 | 330 | 274 | ||||
Distributions declared | $ 46,180 | $ 38,786 | $ 28,294 | $ 21,663 | $ 19,684 | $ 13,688 | ||||
Distributions per Limited Partner unit | $ 0.5800 | $ 0.5200 | $ 0.4850 | $ 0.4100 | $ 0.3800 | $ 0.3250 | ||||
[1] | (1) The distribution declared on July 15, 2015 for the second quarter of 2015 will be paid on August 14, 2015 subsequent to the date of this Quarterly Report on 60,576,357 common units of record at the close of business on |
Partnership Equity and Distri54
Partnership Equity and Distributions - Additional Information (Detail) $ / shares in Units, $ in Thousands | Mar. 30, 2015USD ($)shares | Mar. 01, 2015 | Feb. 27, 2015USD ($)$ / sharesshares | Sep. 01, 2014USD ($) | Jun. 30, 2015USD ($)$ / sharesshares | Jun. 30, 2014USD ($) | Dec. 31, 2014shares | Feb. 17, 2015shares |
Limited Partners' Capital Account [Line Items] | ||||||||
Initial public offering of common units | shares | 1,200,000 | 10,000,000 | ||||||
Shares Issued, Price Per Share | $ / shares | $ 50.82 | |||||||
Shares Issued, Price Per Share, Net of Underwriters Discount | $ / shares | $ 49.29 | |||||||
Proceeds from public offering, net of offering costs | $ 59,300 | $ 492,400 | $ 551,673 | $ 0 | ||||
General partner interest in TEP | 0.00% | |||||||
General Partner Units | shares | 834,391 | 834,391 | ||||||
Contributions from noncontrolling interest | $ 16,294 | 0 | ||||||
Pony Express Pipeline | ||||||||
Limited Partners' Capital Account [Line Items] | ||||||||
Variable Interest Entity, Ownership Percentage | 33.30% | 33.30% | ||||||
Ownership Interests Held By TD | ||||||||
Limited Partners' Capital Account [Line Items] | ||||||||
Limited Partners Subordinated Units Converted | shares | 16,200,000 | |||||||
Common Units, Conversion Ratio | 1 | |||||||
General Partner Units | shares | 0 | |||||||
Minimum Quarterly Distribution [Member] | ||||||||
Limited Partners' Capital Account [Line Items] | ||||||||
Distributions per Limited Partner unit | $ / shares | $ 0.2875 | |||||||
Second Target Distribution [Member] | ||||||||
Limited Partners' Capital Account [Line Items] | ||||||||
Increasing incentive distribution right | 13.00% | |||||||
Incentive distribution per unit | $ / shares | $ 0.3536 | |||||||
Percentage of unit holders | 85.00% | |||||||
Percentage of general partner | 15.00% | |||||||
Third Target Distribution [Member] | ||||||||
Limited Partners' Capital Account [Line Items] | ||||||||
Increasing incentive distribution right | 23.00% | |||||||
Incentive distribution per unit | $ / shares | $ 0.4313 | |||||||
Percentage of unit holders | 75.00% | |||||||
Percentage of general partner | 25.00% | |||||||
First Target Distribution [Member] | ||||||||
Limited Partners' Capital Account [Line Items] | ||||||||
General partner interest in TEP | 2.00% | |||||||
Incentive distribution per unit | $ / shares | $ 0.3048 | |||||||
Percentage of unit holders | 98.00% | |||||||
Percentage of general partner | 2.00% | |||||||
Thereafter [Member] | ||||||||
Limited Partners' Capital Account [Line Items] | ||||||||
Increasing incentive distribution right | 48.00% | |||||||
General Partner | ||||||||
Limited Partners' Capital Account [Line Items] | ||||||||
Distributions to noncontrolling interest | $ 0 | |||||||
Contributions from Predecessor Member, net | 0 | |||||||
Partners' Capital Account, Contributions | 27,488 | |||||||
Total Partner Equity Including Portion Attributable to Noncontrolling Interest [Member] | ||||||||
Limited Partners' Capital Account [Line Items] | ||||||||
Distributions to noncontrolling interest | $ 22,607 | |||||||
Contributions from Predecessor Member, net | 460,400 | |||||||
Partners' Capital Account, Contributions | $ 27,488 | |||||||
Thereafter [Member] | ||||||||
Limited Partners' Capital Account [Line Items] | ||||||||
Percentage of unit holders | 50.00% | |||||||
Percentage of general partner | 50.00% | |||||||
Pony Express Pipeline | ||||||||
Limited Partners' Capital Account [Line Items] | ||||||||
Variable Interest Entity, Ownership Percentage | 33.30% | 33.30% | 66.70% | |||||
Partners' Capital Account, Acquisitions | $ 3,000 | |||||||
Pony Express Pipeline | General Partner | ||||||||
Limited Partners' Capital Account [Line Items] | ||||||||
Partners' Capital Account, Acquisitions | $ (324,328) | |||||||
Pony Express Pipeline | Total Partner Equity Including Portion Attributable to Noncontrolling Interest [Member] | ||||||||
Limited Partners' Capital Account [Line Items] | ||||||||
Partners' Capital Account, Acquisitions | $ (700,000) |
Net Income per Limited Partne55
Net Income per Limited Partner Unit - Summary of Net Income Per Limited Partner Unit (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Earnings Per Share [Abstract] | ||||
Net income (loss) | $ 53,231 | $ 14,728 | $ 76,221 | $ 31,345 |
Net (income) loss attributable to noncontrolling interests | (8,332) | 558 | 997 | 1,065 |
Net income attributable to partners | 44,899 | 15,286 | 77,218 | 32,410 |
Predecessor operations interest in net loss (income) | 0 | 1,581 | 0 | (2,643) |
General partner interest in net income | (11,030) | (1,096) | (18,468) | (1,477) |
Common and subordinated unitholders' interest in net income | $ 33,869 | $ 15,771 | $ 58,750 | $ 28,290 |
Basic net income per common and subordinated unit | $ 0.56 | $ 0.39 | $ 1.04 | $ 0.70 |
Diluted net income per common and subordinated units outstanding | $ 0.55 | $ 0.38 | $ 1.02 | $ 0.68 |
Basic average number of common and subordinated units outstanding | 60,362 | 40,885 | 56,566 | 40,694 |
Equity Participation Unit equivalent units | 863 | 1,020 | 838 | 930 |
Diluted average number of common and subordinated units outstanding | 61,225 | 41,905 | 57,404 | 41,624 |
Equity-Based Compensation Equ56
Equity-Based Compensation Equity-Based Compenation - Summarized Changes in EPUs Outstanding (Details) - Equity Participation Unit [Member] - $ / shares | 6 Months Ended | ||
Jun. 30, 2015 | Dec. 31, 2014 | ||
Shares | |||
Beginning of period, Shares | 1,122,200 | 1,525,750 | |
Granted, Shares | 109,333 | ||
Vested, Shares | [1] | (477,387) | |
Forfeited, Shares | 35,496 | ||
Weighted Average Grant Date Fair Value | |||
Beginning of period, Weighted Average Grant Date Fair Value | $ 20.90 | $ 18.75 | |
Granted, Weighted Average Grant Date Fair Value | 41.75 | ||
Vested, Weighted Average Grant Date Fair Value | (19.30) | ||
Forfeited, Weighted Average Grant Date Fair Value | $ (17.06) | ||
[1] | (1) During the six months ended June 30, 2015, approximately 342,252 common units (net of tax withholding of approximately 135,135 common units) were issued in connection with the settlement of vested awards. |
Equity-Based Compensation Equ57
Equity-Based Compensation Equity Based Compensation - Additional Information (Detail) - Equity Participation Unit [Member] shares in Millions | 6 Months Ended |
Jun. 30, 2015shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Units issued in connection with the settlement of vested awards, net of tax withholdings (in units) | 0.3 |
Units withheld for taxes (in units) | 0.1 |
Regulatory Matters Regulatory D
Regulatory Matters Regulatory Details (Details) - mi | Jul. 01, 2015 | Aug. 06, 2012 |
Tallgrass Interstate Gas Transmission, LLC (TIGT) [Member] | ||
Entity Information [Line Items] | ||
Gas transmission lines owned | 433 | |
Local Non-Contract Rates [Member] | Subsequent Event | Pony Express Pipeline | ||
Entity Information [Line Items] | ||
FERC Annual Index Adjustment | 4.60% | |
Joint Tariff Contract Rates [Member] | Subsequent Event | Pony Express Pipeline | ||
Entity Information [Line Items] | ||
FERC Annual Index Adjustment | 4.60% |
Legal and Environmental Matte59
Legal and Environmental Matters - Additional Information (Detail) | Mar. 12, 2015bbl | Aug. 31, 2014bbl | Jun. 30, 2015USD ($)ft-lbmi | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Loss Contingencies [Line Items] | |||||
Aggregate reserves for all claims | $ 600,000 | $ 600,000 | |||
Environmental accruals | 5,100,000 | $ 5,300,000 | |||
Crude Oil Spilled or Leaked | bbl | 300 | 200 | |||
Tallgrass Interstate Gas Transmission, LLC (TIGT) [Member] | |||||
Loss Contingencies [Line Items] | |||||
Loss Contingency, Damages Sought, Value | $ 2,000,000 | ||||
Trailblazer [Member] | |||||
Loss Contingencies [Line Items] | |||||
Excavation Digs | 25 | ||||
Aggregate Cost of Excavation Digs | $ 850,000 | ||||
Maximum Allowable Operating Pressure | ft-lb | 144,000 | ||||
Tallgrass Development Lp [Member] | |||||
Loss Contingencies [Line Items] | |||||
Contractual indemnity provided to TEP by TD | $ 20,000,000 | ||||
Annual deductible | $ 1,500,000 | ||||
Minimum [Member] | Trailblazer [Member] | |||||
Loss Contingencies [Line Items] | |||||
Miles of Natural Gas Pipeline Needing Repair or Replacement | mi | 25 | ||||
Pipeline replacement costs | 2,200,000 | ||||
Maximum [Member] | Trailblazer [Member] | |||||
Loss Contingencies [Line Items] | |||||
Miles of Natural Gas Pipeline Needing Repair or Replacement | mi | 35 | ||||
Pipeline replacement costs | $ 2,700,000 |
Reporting Segments - Summary of
Reporting Segments - Summary of TEP's Segment Information of Revenue (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 132,970 | $ 77,320 | $ 247,645 | $ 172,099 |
TEP | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 132,970 | 77,320 | 247,645 | 172,099 |
TEP | Natural Gas Transportation & Logistics | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 29,625 | 32,610 | 61,889 | 70,986 |
TEP | Crude Oil Transportation & Logistics | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 75,219 | 0 | 125,600 | 0 |
TEP | Processing & Logistics | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 28,126 | 44,710 | 60,156 | 101,113 |
TEP | Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
TEP | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 134,314 | 78,650 | 250,335 | 174,684 |
TEP | Operating Segments [Member] | Natural Gas Transportation & Logistics | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 30,969 | 33,940 | 64,579 | 73,571 |
TEP | Operating Segments [Member] | Crude Oil Transportation & Logistics | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 75,219 | 0 | 125,600 | 0 |
TEP | Operating Segments [Member] | Processing & Logistics | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 28,126 | 44,710 | 60,156 | 101,113 |
TEP | Operating Segments [Member] | Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
TEP | Intersegment Eliminations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | (1,344) | (1,330) | (2,690) | (2,585) |
TEP | Intersegment Eliminations [Member] | Natural Gas Transportation & Logistics | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | (1,344) | (1,330) | (2,690) | (2,585) |
TEP | Intersegment Eliminations [Member] | Crude Oil Transportation & Logistics | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
TEP | Intersegment Eliminations [Member] | Processing & Logistics | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
TEP | Intersegment Eliminations [Member] | Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | $ 0 | $ 0 | $ 0 | $ 0 |
Reporting Segments - Summary 61
Reporting Segments - Summary of TEP's Segment Information of Earnings (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Reconciliation to Net Income: | ||||
Interest expense, net | $ 3,893 | $ 2,137 | $ 7,333 | $ 3,433 |
Depreciation and amortization expense, net of noncontrolling interest | 20,355 | 9,525 | 40,960 | 17,834 |
Noncash compensation expense | 3,254 | 2,249 | ||
Equity in earnings of unconsolidated investment | 0 | (273) | 0 | (717) |
Gain on remeasurement of unconsolidated investment | 0 | 9,388 | 0 | 9,388 |
Net income (loss) | 44,899 | 15,286 | 77,218 | 32,410 |
TEP | ||||
Reconciliation to Net Income: | ||||
Net income (loss) | 44,899 | 15,286 | 77,218 | 32,410 |
TEP | Natural Gas Transportation & Logistics | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 15,247 | 13,736 | 33,147 | 32,343 |
TEP | Crude Oil Transportation & Logistics | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 47,664 | 0 | 74,516 | 0 |
TEP | Processing & Logistics | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 7,077 | 5,511 | 15,795 | 15,107 |
TEP | Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | (1,036) | (625) | (1,671) | (1,250) |
TEP | Operating Segments [Member] | Natural Gas Transportation & Logistics | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 16,591 | 15,066 | 35,837 | 34,928 |
TEP | Operating Segments [Member] | Crude Oil Transportation & Logistics | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 46,320 | 0 | 71,826 | 0 |
TEP | Operating Segments [Member] | Processing & Logistics | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 7,077 | 5,511 | 15,795 | 15,107 |
TEP | Operating Segments [Member] | Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | (1,036) | (625) | (1,671) | (1,250) |
TEP | Intersegment Eliminations [Member] | Natural Gas Transportation & Logistics | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | (1,344) | (1,330) | (2,690) | (2,585) |
TEP | Intersegment Eliminations [Member] | Crude Oil Transportation & Logistics | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 1,344 | 0 | 2,690 | 0 |
TEP | Intersegment Eliminations [Member] | Processing & Logistics | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 0 | 0 | 0 | 0 |
TEP | Intersegment Eliminations [Member] | Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 0 | 0 | 0 | 0 |
TEP | Segment Reconciling Items [Member] | ||||
Reconciliation to Net Income: | ||||
Interest expense, net | 3,893 | 2,139 | 7,333 | 3,433 |
Depreciation and amortization expense, net of noncontrolling interest | 18,302 | 8,874 | 38,835 | 16,678 |
Non-cash loss from asset sales | (4,483) | 0 | ||
Non-cash (gain) loss related to derivative instruments | 131 | (96) | 41 | 255 |
Noncash compensation expense | 1,727 | 1,308 | 3,254 | 2,249 |
Distributions from unconsolidated investment | 0 | 772 | 0 | 1,280 |
Equity in earnings of unconsolidated investment | 0 | (273) | 0 | (717) |
Non-cash loss allocated to noncontrolling interest | (9,377) | 0 | ||
Gain on remeasurement of unconsolidated investment | $ 0 | $ (9,388) | $ 0 | $ (9,388) |
Reporting Segments - Summary 62
Reporting Segments - Summary of TEP's Segment Information of Assets (Detail) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | |||
Payments to Acquire Property, Plant, and Equipment | $ 49,544 | $ 479,309 | |
Segment assets | 2,481,442 | $ 2,457,197 | |
TEP | |||
Segment Reporting Information [Line Items] | |||
Payments to Acquire Property, Plant, and Equipment | 49,544 | 479,309 | |
TEP | Natural Gas Transportation & Logistics | |||
Segment Reporting Information [Line Items] | |||
Payments to Acquire Property, Plant, and Equipment | 7,061 | 13,956 | |
Segment assets | 716,147 | 716,106 | |
TEP | Crude Oil Transportation & Logistics | |||
Segment Reporting Information [Line Items] | |||
Payments to Acquire Property, Plant, and Equipment | 32,501 | 459,457 | |
Segment assets | 1,423,163 | 1,394,793 | |
TEP | Processing & Logistics | |||
Segment Reporting Information [Line Items] | |||
Payments to Acquire Property, Plant, and Equipment | 9,982 | 5,896 | |
Segment assets | 336,818 | 340,620 | |
TEP | Corporate and Other | |||
Segment Reporting Information [Line Items] | |||
Payments to Acquire Property, Plant, and Equipment | 0 | $ 0 | |
Segment assets | $ 5,314 | $ 5,678 |
Reporting Segments - Additional
Reporting Segments - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Number of Reportable Segments | 3 |