Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | ||
Mar. 31, 2014 | Apr. 25, 2014 | Apr. 25, 2014 | |
Common Units [Member] | Subordinated Units [Member] | ||
Document Information [Line Items] | ' | ' | ' |
Entity Registrant Name | 'Phillips 66 Partners LP | ' | ' |
Entity Central Index Key | '0001572910 | ' | ' |
Trading Symbol | 'PSXP | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Filer Category | 'Non-accelerated Filer | ' | ' |
Document Type | '10-Q | ' | ' |
Document Period End Date | 31-Mar-14 | ' | ' |
Document Fiscal Year Focus | '2014 | ' | ' |
Document Fiscal Period Focus | 'Q1 | ' | ' |
Amendment Flag | 'false | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 38,747,707 | 35,217,112 |
Consolidated_Statement_of_Inco
Consolidated Statement of Income (USD $) | 3 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | |
Revenues | ' | ' | |
Transportation and terminaling servicesbrelated parties | $50.50 | ' | |
Transportation and terminaling servicesbthird parties | 1.3 | ' | |
Other income | 0.1 | ' | |
Total revenues | 51.9 | ' | |
Costs and Expenses | ' | ' | |
Operating and maintenance expenses | 11.6 | ' | |
Depreciation | 3.6 | ' | |
General and administrative expenses | 6.7 | ' | |
Taxes other than income taxes | 1.2 | ' | |
Interest and debt expense | 0.5 | ' | |
Total costs and expenses | 23.6 | ' | |
Income before income taxes | 28.3 | ' | |
Provision for income taxes | 0.3 | ' | |
Net Income | 28 | ' | |
Less: Net income attributable to predecessors | 9.7 | ' | |
Net income attributable to the Partnership | 18.3 | ' | [1] |
Less: General partner's interest in net income attributable to the Partnership | 0.8 | ' | |
Limited partners' interest in net income attributable to the Partnership | 17.5 | ' | |
Common Units [Member] | ' | ' | |
Costs and Expenses | ' | ' | |
Net income attributable to the Partnership | 9.2 | ' | |
Net Income Attributable to the Partnership Per Limited Partner UnitbBasic and Diluted (dollars) | ' | ' | |
Basic, per unit | $0.25 | ' | |
Diluted, per unit | $0.25 | ' | |
Average Limited Partner Units OutstandingbBasis and Diluted (thousands) | ' | ' | |
Basic, units | 36,433,206 | ' | |
Diluted, units | 36,433,206 | ' | |
Common Units [Member] | Public [Member] | ' | ' | |
Costs and Expenses | ' | ' | |
Net income attributable to the Partnership | 4.4 | ' | |
Average Limited Partner Units OutstandingbBasis and Diluted (thousands) | ' | ' | |
Basic, units | 18,889,000 | ' | |
Diluted, units | 18,889,000 | ' | |
Common Units [Member] | Non-public [Member] | Majority Shareholder [Member] | ' | ' | |
Costs and Expenses | ' | ' | |
Net income attributable to the Partnership | 4.8 | ' | |
Average Limited Partner Units OutstandingbBasis and Diluted (thousands) | ' | ' | |
Basic, units | 17,544,000 | ' | |
Diluted, units | 17,544,000 | ' | |
Subordinated Units [Member] | Non-public [Member] | Majority Shareholder [Member] | ' | ' | |
Costs and Expenses | ' | ' | |
Net income attributable to the Partnership | 8.3 | ' | |
Net Income Attributable to the Partnership Per Limited Partner UnitbBasic and Diluted (dollars) | ' | ' | |
Basic, per unit | $0.24 | ' | |
Diluted, per unit | $0.24 | ' | |
Average Limited Partner Units OutstandingbBasis and Diluted (thousands) | ' | ' | |
Basic, units | 35,217,112 | ' | |
Diluted, units | 35,217,112 | ' | |
Predecessor [Member] | ' | ' | |
Revenues | ' | ' | |
Transportation and terminaling servicesbrelated parties | ' | 41.2 | [1] |
Transportation and terminaling servicesbthird parties | ' | 1.1 | [1] |
Other income | ' | ' | [1] |
Total revenues | ' | 42.3 | [1] |
Costs and Expenses | ' | ' | |
Operating and maintenance expenses | ' | 11.4 | [1] |
Depreciation | ' | 3.4 | [1] |
General and administrative expenses | ' | 3.2 | [1] |
Taxes other than income taxes | ' | 1.3 | [1] |
Interest and debt expense | ' | ' | [1] |
Total costs and expenses | ' | 19.3 | [1] |
Income before income taxes | ' | 23 | [1] |
Provision for income taxes | ' | 0.1 | [1] |
Net Income | ' | 22.9 | [1] |
Less: Net income attributable to predecessors | ' | 22.9 | [1] |
Net income attributable to the Partnership | ' | ' | |
Cash Distribution [Member] | ' | ' | |
Net Income Attributable to the Partnership Per Limited Partner UnitbBasic and Diluted (dollars) | ' | ' | |
Partners' Capital, Distribution Amount Per Share | $0.22 | ' | |
[1] | Prior-period financial information has been retrospectively adjusted for the Gold Line/Medford Acquisition. |
Consolidated_Balance_Sheet
Consolidated Balance Sheet (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | |
In Millions, unless otherwise specified | Predecessor [Member] | ||
Assets | ' | ' | |
Cash and cash equivalents | $21.10 | $425.10 | [1] |
Accounts receivablebrelated parties | 24.5 | 11.3 | [1] |
Accounts receivablebthird parties | 0.2 | 0.6 | [1] |
Materials and supplies | 2 | 2 | [1] |
Other current assets | 1 | 2.3 | [1] |
Total Current Assets | 48.8 | 441.3 | [1] |
Net properties, plants and equipment | 273.9 | 271.2 | [1] |
Goodwill | 2.5 | 2.5 | [1] |
Deferred rentalsbrelated parties | 6.3 | 6.4 | [1] |
Deferred tax assets | 0.8 | ' | [1] |
Other assets | 0.1 | ' | [1] |
Total Assets | 332.4 | 721.4 | [1] |
Liabilities | ' | ' | |
Accounts payablebrelated parties | 2.6 | 5.2 | [1] |
Accounts payablebthird parties | 6.7 | 8 | [1] |
Payroll and benefits payable | ' | 0.1 | [1] |
Accrued property and other taxes | 2.9 | 2.3 | [1] |
Accrued interestbrelated parties | 0.4 | ' | [1] |
Current portion of accrued environmental costs | ' | 2 | [1] |
Deferred revenues | 2.3 | ' | [1] |
Other current liabilities | 0.3 | 0.4 | [1] |
Total Current Liabilities | 15.2 | 18 | [1] |
Note payablebrelated parties | 160 | ' | [1] |
Asset retirement obligations | 2.4 | 2.4 | [1] |
Accrued environmental costs | ' | 1.4 | [1] |
Deferred income taxes | ' | 0.1 | [1] |
Total Liabilities | 177.6 | 21.9 | [1] |
Equity | ' | ' | |
Net investmentbpredecessors | ' | 125.4 | |
General partnerbPhillips 66 (2014b1,509,486 units issued and outstanding; 2013b1,437,433 units issued and outstanding) | -409.4 | 11.5 | [1] |
Total Equity | 154.8 | 699.5 | [1] |
Total Liabilities and Equity | $332.40 | $721.40 | [1] |
[1] | Prior-period financial information has been retrospectively adjusted for the Gold Line/Medford Acquisition. |
Consolidated_Balance_Sheet_Par
Consolidated Balance Sheet (Parenthetical) | Mar. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 |
Phillips 66 [Member] | Non-public [Member] | Non-public [Member] | Common Units [Member] | Common Units [Member] | Common Units [Member] | Common Units [Member] | Subordinated Units [Member] | Subordinated Units [Member] | |
Public [Member] | Public [Member] | Non-public [Member] | Non-public [Member] | Non-public [Member] | Non-public [Member] | ||||
Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | ||||||
Units issued | ' | ' | ' | 18,888,750 | 18,888,750 | 19,858,957 | 16,328,362 | 35,217,112 | 35,217,112 |
Units outstanding | ' | ' | ' | 18,888,750 | 18,888,750 | 19,858,957 | 16,328,362 | 35,217,112 | 35,217,112 |
General partner units issued | ' | 1,509,486 | 1,437,433 | ' | ' | ' | ' | ' | ' |
General partner units outstanding | 1,509,486 | 1,509,486 | 1,437,433 | ' | ' | ' | ' | ' | ' |
Consolidated_Statement_of_Cash
Consolidated Statement of Cash Flows (USD $) | 3 Months Ended | ||||||
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | ||
Predecessor [Member] | Public [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | ||||
Common Units [Member] | Non-public [Member] | Non-public [Member] | |||||
Subordinated Units [Member] | Common Units [Member] | ||||||
Cash Flows From Operating Activities | ' | ' | ' | ' | ' | ||
Net income | $28 | $22.90 | [1] | ' | ' | ' | |
Adjustments to reconcile net income to net cash provided by operating activities | ' | ' | ' | ' | ' | ||
Depreciation | 3.6 | 3.4 | [1] | ' | ' | ' | |
Deferred rentalsbrelated parties | 0.1 | -0.4 | [1] | ' | ' | ' | |
Accrued environmental costs | ' | -1.2 | [1] | ' | ' | ' | |
Deferred rentalsbrelated parties | 0.1 | ' | [1] | ' | ' | ' | |
Working capital adjustments | ' | ' | ' | ' | ' | ||
Decrease (increase) in accounts receivable | -9.6 | -0.2 | [1] | ' | ' | ' | |
Decrease (increase) in materials and supplies | 0.1 | -0.1 | [1] | ' | ' | ' | |
Decrease (increase) in other current assets | 1.2 | ' | [1] | ' | ' | ' | |
Increase (decrease) in accounts payable | -1.2 | 0.4 | [1] | ' | ' | ' | |
Increase (decrease) in accrued interest | 0.4 | ' | [1] | ' | ' | ' | |
Increase (decrease) in deferred revenues | 2.3 | ' | [1] | ' | ' | ' | |
Increase (decrease) in environmental accruals | ' | 0.1 | [1] | ' | ' | ' | |
Increase (decrease) in other accruals | 0.4 | 0.3 | [1] | ' | ' | ' | |
Net Cash Provided by Operating Activities | 25.4 | 25.2 | [1] | ' | ' | ' | |
Cash Flows From Investing Activities | ' | ' | ' | ' | ' | ||
Gold Line/Medford Acquisition | -138 | [2] | ' | ' | ' | ' | |
Capital expenditures | -6.1 | -5.5 | [1] | ' | ' | ' | |
Other | -0.7 | -0.9 | [1] | ' | ' | ' | |
Net Cash Used in Investing Activities | -144.8 | -6.4 | [1] | ' | ' | ' | |
Cash Flows From Financing Activities | ' | ' | ' | ' | ' | ||
Net distributions to Phillips 66 from predecessors | -8.7 | -18.8 | [1] | ' | ' | ' | |
Project prefunding from Phillips 66 | 2.2 | ' | ' | ' | ' | ||
Distributions to general partner associated with the Gold Line/Medford Acquisition | -262 | [2] | ' | ' | ' | ' | |
Quarterly distributions to unitholders | ' | ' | -4.3 | -7.9 | -3.7 | ||
Quarterly distributions to general partnerbPhillips 66 | -0.3 | ' | ' | ' | ' | ||
Other cash contributions from Phillips 66 | 0.1 | ' | ' | ' | ' | ||
Net Cash Used in Financing Activities | -284.6 | -18.8 | [1] | ' | ' | ' | |
Net Change in Cash and Cash Equivalents | -404 | ' | [1] | ' | ' | ' | |
Cash and cash equivalents at beginning of period | 425.1 | ' | [1] | ' | ' | ' | |
Cash and Cash Equivalents at End of Period | $21.10 | ' | [1] | ' | ' | ' | |
[1] | Prior-period financial information has been retrospectively adjusted for the Gold Line/Medford Acquisition. | ||||||
[2] | See Note 11bCash Flow Information, for additional information. |
Consolidated_Statement_of_Chan
Consolidated Statement of Changes in Equity (USD $) | Total | Non-public [Member] | Common Units [Member] | Common Units [Member] | Common Units [Member] | Subordinated Units [Member] | Net Investment [Member] | Predecessor [Member] | Predecessor [Member] | ||
In Millions | General Partner [Member] | Public [Member] | Non-public [Member] | Non-public [Member] | Net Investment [Member] | ||||||
Majority Shareholder [Member] | Majority Shareholder [Member] | ||||||||||
Begining Balance at Dec. 31, 2012 | [1] | ' | ' | ' | ' | ' | ' | ' | $241.10 | $241.10 | |
Net income | [1] | ' | ' | ' | ' | ' | ' | ' | 22.9 | 22.9 | |
Net transfers to Phillips 66 from predecessors | [1] | ' | ' | ' | ' | ' | ' | ' | -18.8 | -18.8 | |
Less: Net income attributable to predecessors | [1] | ' | ' | ' | ' | ' | ' | ' | 22.9 | ' | |
Net income attributable to the Partnership | ' | [1] | ' | ' | ' | ' | ' | ' | ' | ' | |
Ending Balance at Mar. 31, 2013 | [1] | ' | ' | ' | ' | ' | ' | ' | 245.2 | 245.2 | |
Begining Balance at Dec. 31, 2013 | [1] | 699.5 | 11.5 | ' | 409.1 | 48.6 | 104.9 | 125.4 | 699.5 | ' | |
Net income | 28 | ' | ' | ' | ' | ' | ' | ' | ' | ||
Net transfers to Phillips 66 from predecessors | -3.3 | ' | ' | ' | ' | ' | -3.3 | ' | ' | ||
Less: Net income attributable to predecessors | 9.7 | ' | ' | ' | ' | ' | 9.7 | ' | ' | ||
Contributions from Phillips 66 prior to the Gold Line/Medford Acquisition | 4 | ' | ' | ' | ' | ' | 4 | ' | ' | ||
Project prefunding from Phillips 66 | 2.2 | ' | ' | ' | ' | ' | 2.2 | ' | ' | ||
Allocation of net investment of the Acquired Assets | ' | ' | ' | ' | ' | ' | -138 | ' | ' | ||
Consideration paid for the Gold Line/Medford Acquisition | -560 | -560 | ' | ' | ' | ' | ' | ' | ' | ||
Net income attributable to the Partnership | 18.3 | 0.8 | 9.2 | 4.4 | 4.8 | 8.3 | 0 | ' | ' | ||
Quarterly cash distributions to unitholders and general partner | -16.2 | -0.3 | ' | -4.3 | -3.7 | -7.9 | ' | ' | ' | ||
Other contributions from Phillips 66 | 0.6 | 0.6 | ' | ' | ' | ' | ' | ' | ' | ||
Ending Balance at Mar. 31, 2014 | 154.8 | -409.4 | ' | 409.2 | 49.7 | 105.3 | ' | ' | ' | ||
Begining Balance at Mar. 01, 2014 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Allocation of net investment of the Acquired Assets | ' | 138 | ' | ' | ' | ' | ' | ' | ' | ||
Ending Balance at Mar. 31, 2014 | ' | ($409.40) | ' | ' | ' | ' | ' | ' | ' | ||
[1] | Prior-period financial information has been retrospectively adjusted for the Gold Line/Medford Acquisition. |
Business_and_Basis_of_Presenta
Business and Basis of Presentation | 3 Months Ended | |
Mar. 31, 2014 | ||
Business and Basis of Presentation [Abstract] | ' | |
Business and Basis of Presentation | ' | |
Business and Basis of Presentation | ||
Unless otherwise stated or the context otherwise indicates, all references to “Phillips 66 Partners,” “the Partnership,” “us,” “our,” “we,” or similar expressions refer to Phillips 66 Partners LP, including its consolidated subsidiaries. | ||
Description of the Business | ||
We are a Delaware limited partnership formed on February 20, 2013, by Phillips 66 Company and Phillips 66 Partners GP LLC (our General Partner), both wholly owned subsidiaries of Phillips 66. On July 23, 2013, our common units began trading on the New York Stock Exchange under the symbol “PSXP,” and on July 26, 2013, we completed our initial public offering (the Offering) of 18,888,750 common units representing limited partner interests. On February 13, 2014, the Partnership entered into a Contribution, Conveyance and Assumption Agreement (the Contribution Agreement) with certain subsidiaries of Phillips 66 to acquire the Gold Line products system and the Medford spheres (collectively, the Acquired Assets) from Phillips 66 (the Gold Line/Medford Acquisition). The transaction closed on February 28, 2014, with an effective date of March 1, 2014 (the Effective Date). | ||
Our assets consist of: | ||
• | Clifton Ridge crude system. A crude oil pipeline, terminal and storage system located in Sulphur, Louisiana, that is a primary source for delivery of crude oil to Phillips 66’s Lake Charles Refinery. | |
• | Sweeny to Pasadena products system. A refined petroleum product pipeline, terminal and storage system extending from Phillips 66’s Sweeny Refinery in Old Ocean, Texas, to our refined petroleum product terminal in Pasadena, Texas, and ultimately connecting to the Explorer and Colonial refined petroleum product pipeline systems and other third-party pipeline and terminal systems. This system is the primary distribution outlet for diesel and gasoline produced at Phillips 66’s Sweeny Refinery. | |
• | Hartford Connector products system. A refined petroleum product pipeline, terminal and storage system located in Hartford, Illinois, that distributes diesel and gasoline produced at the Wood River Refinery (a refinery owned by a joint venture between Phillips 66 and Cenovus Energy Inc.) to third-party pipeline and terminal systems, including the Explorer pipeline system. | |
• | Gold Line products system. A 681-mile refined products pipeline system that runs from the Phillips 66-operated refinery in Borger, Texas, to Cahokia, Illinois, with access to Phillips 66’s Ponca City Refinery, as well as two parallel 54-mile lateral lines that run from Paola, Kansas, to Kansas City, Kansas. The system has a maximum throughput capacity of 132,000 barrels per day, and includes four terminals located at Wichita, Kansas; Kansas City, Kansas; Jefferson City, Missouri; and Cahokia, Illinois, with an aggregate throughput capacity of 172,000 barrels per day and aggregate storage capacity of 4.3 million barrels. | |
• | Medford spheres. Two newly-constructed refinery-grade propylene storage spheres located in Medford, Oklahoma, with a total working capacity of 70,000 barrels that commenced operations in March 2014. The Medford spheres provide an outlet for delivery of refinery-grade propylene from Phillips 66’s Ponca City Refinery, through interconnections with third-party pipelines, to Mont Belvieu, Texas. | |
We generate revenue primarily by charging tariffs and fees for transporting crude oil and refined petroleum products through our pipelines, and terminaling and storing crude oil and refined petroleum products at our terminals. Since we do not own any of the crude oil and refined petroleum products that we handle and do not engage in the trading of crude oil and refined petroleum products, we have limited direct exposure to risks associated with fluctuating commodity prices, although these risks indirectly influence our activities and results of operations over the long term. Our operations consist of one reportable segment. | ||
Basis of Presentation | ||
The Gold Line/Medford Acquisition was a transfer of businesses between entities under common control, which requires it to be accounted for as if the transfer occurred at the beginning of the period of transfer, with prior periods retrospectively adjusted to furnish comparative information. Accordingly, the accompanying financial statements and related notes have been retrospectively adjusted to include the historical results and financial position of the Acquired Assets prior to the Effective Date. See Note 3—Gold Line/Medford Acquisition, for additional information. | ||
For periods prior to the Offering, the historical results of operations include our predecessor for accounting purposes. We refer to our pre-Offering predecessor and the operations of the Acquired Assets prior to their acquisition collectively as “our Predecessors.” The combined financial statements of our Predecessors were derived from the accounting records of Phillips 66, and reflect the combined historical results of operations, financial position and cash flows of our Predecessors as if such businesses had been combined for all periods presented. | ||
All intercompany transactions and accounts within our Predecessors have been eliminated. The assets and liabilities in these financial statements have been reflected on a historical cost basis because, immediately prior to the Offering or the Gold Line/Medford Acquisition, all of the assets and liabilities presented were wholly owned by Phillips 66 and were transferred within the Phillips 66 consolidated group. The consolidated statement of income also includes expense allocations for certain functions historically performed by Phillips 66 and not allocated to the Partnership, including allocations of general corporate expenses related to executive oversight, accounting, treasury, tax, legal, information technology and procurement; and operational support services such as engineering and logistics. These allocations were based primarily on relative values of net properties, plants and equipment (PP&E) and equity method investments, or pipeline miles. Our management believes the assumptions underlying the allocation of expenses from Phillips 66 were reasonable. Nevertheless, the financial statements of our Predecessors may not include all of the actual expenses that would have been incurred had we been a stand-alone publicly traded partnership during the periods presented and may not reflect our actual results of operations, financial position and cash flows had we been a stand-alone publicly traded partnership during the periods prior to the Offering or the Gold Line/Medford Acquisition. | ||
All financial information presented for the periods after the Offering represents the consolidated results of operations, financial position and cash flows of the Partnership with retroactive adjustments of the combined results of operations, financial position and cash flows of the Acquired Assets. Accordingly: | ||
• | Our consolidated statements of income and cash flows for the three months ended March 31, 2014, consist of the combined results of the Acquired Assets and the consolidated results of the Partnership for the first two months of 2014, and the consolidated results of the Partnership for the third month of 2014. Our consolidated statements of income and cash flows for the three months ended March 31, 2013, consist entirely of the combined results of our Predecessors. | |
• | Our consolidated balance sheet at March 31, 2014, consists of the consolidated balances of the Partnership, while at December 31, 2013, it consists of the consolidated balances of the Partnership and the combined balances of the Acquired Assets. | |
• | Our consolidated statement of changes in equity for the three months ended March 31, 2014, consists of both the combined activity for the Acquired Assets and the consolidated activity for the Partnership prior to March 1, 2014, and the consolidated activity for the Partnership completed at and after March 1, 2014. Our consolidated statement of changes in equity for the three months ended March 31, 2013, consists entirely of the combined activity of our Predecessors. |
Interim_Financial_Information
Interim Financial Information | 3 Months Ended |
Mar. 31, 2014 | |
Interim Financial Information [Abstract] | ' |
Interim Financial Information | ' |
Interim Financial Information | |
The interim financial information presented in the financial statements included in this report is unaudited and includes all known accruals and adjustments necessary, in the opinion of management, for a fair presentation of our financial position, results of operations and cash flows for the periods presented. Unless otherwise specified, all such adjustments are of a normal and recurring nature. Certain notes and other information have been condensed or omitted from the interim financial statements included in this report. Therefore, these interim financial statements should be read in conjunction with the audited consolidated financial statements and notes included in our 2013 Annual Report on Form 10-K. The results of operations for the three months ended March 31, 2014, are not necessarily indicative of the results to be expected for the full year. |
Gold_LineMedford_Acquisition
Gold Line/Medford Acquisition | 3 Months Ended | |||||||||
Mar. 31, 2014 | ||||||||||
Business Combinations [Abstract] | ' | |||||||||
Business Combination Disclosure [Text Block] | ' | |||||||||
Gold Line/Medford Acquisition | ||||||||||
On February 13, 2014, we entered into the Contribution Agreement with certain subsidiaries of Phillips 66 to acquire the Gold Line/Medford Assets from Phillips 66 for a total consideration of $700 million, consisting of $400 million in cash; the issuance of 3,530,595 common units of the Partnership to Phillips 66 Company and the issuance of 72,053 general partner units of the Partnership to our General Partner to maintain its 2 percent general partner interest in the Partnership, with an aggregate fair value of $140 million at February 13, 2014; and the assumption by the Partnership of a 5-year, $160 million note payable to a subsidiary of Phillips 66. The Gold Line/Medford Acquisition closed on February 28, 2014, with an effective date of March 1, 2014. See Note 11—Cash Flow Information, for additional information on the accounting treatment of the Gold Line/Medford Acquisition. Total transaction costs of $1.8 million associated with the Gold Line/Medford Acquisition were expensed as incurred. In connection with the Gold Line/Medford Acquisition, we entered into various commercial agreements with Phillips 66 and amended the omnibus agreement and the operational services agreement with Phillips 66. See Note 12—Related Party Transactions, for a summary of the terms of these agreements. | ||||||||||
After this acquisition, Phillips 66 owns: | ||||||||||
• | 19,858,957 common units and 35,217,112 subordinated units, representing an aggregate 73.0 percent limited partner interest. | |||||||||
• | All of the incentive distribution rights (IDRs). | |||||||||
• | 1,509,486 general partner units, representing a 2.0 percent general partner interest. | |||||||||
Because the Gold Line/Medford Acquisition was considered a transfer of businesses between entities under common control, the Acquired Assets were transferred at historical carrying value, which was $138 million as of February 28, 2014. Our historical financial statements have been retrospectively adjusted to reflect the results of operations, financial position, and cash flows of the Acquired Assets as if we owned the Acquired Assets for all periods presented. | ||||||||||
The following tables present our results of operations giving effect to the Gold Line/Medford Acquisition. For the three months ended March 31, 2014, the combined results of the Acquired Assets prior to the Gold Line/Medford Acquisition are included in “Acquired Assets Predecessor.” The consolidated results of the Acquired Assets after the Gold Line/Medford Acquisition are included in “Phillips 66 Partners LP.” | ||||||||||
Millions of Dollars | ||||||||||
Three Months Ended March 31, 2014 | ||||||||||
Phillips 66 Partners LP | Acquired Assets Predecessor | Consolidated Results | ||||||||
Revenues | ||||||||||
Transportation and terminaling services—related parties | $ | 35.3 | 15.2 | 50.5 | ||||||
Transportation and terminaling services—third parties | 0.6 | 0.7 | 1.3 | |||||||
Other income | 0.1 | — | 0.1 | |||||||
Total revenues | 36 | 15.9 | 51.9 | |||||||
Costs and Expenses | ||||||||||
Operating and maintenance expenses | 8.3 | 3.3 | 11.6 | |||||||
Depreciation | 2.4 | 1.2 | 3.6 | |||||||
General and administrative expenses | 5.6 | 1.1 | 6.7 | |||||||
Taxes other than income taxes | 0.6 | 0.6 | 1.2 | |||||||
Interest and debt expense | 0.5 | — | 0.5 | |||||||
Total costs and expenses | 17.4 | 6.2 | 23.6 | |||||||
Income before income taxes | 18.6 | 9.7 | 28.3 | |||||||
Provision for income taxes | 0.3 | — | 0.3 | |||||||
Net Income | 18.3 | 9.7 | 28 | |||||||
Less: Net income attributable to predecessors | — | 9.7 | 9.7 | |||||||
Net Income Attributable to the Partnership | $ | 18.3 | — | 18.3 | ||||||
Millions of Dollars | ||||||||||
Three Months Ended March 31, 2013 | ||||||||||
Pre-Offering Predecessor | Acquired Assets Predecessor | Combined Results | ||||||||
Revenues | ||||||||||
Transportation and terminaling services—related parties | $ | 20.9 | 20.3 | 41.2 | ||||||
Transportation and terminaling services—third parties | 0.1 | 1 | 1.1 | |||||||
Total revenues | 21 | 21.3 | 42.3 | |||||||
Costs and Expenses | ||||||||||
Operating and maintenance expenses | 6.2 | 5.2 | 11.4 | |||||||
Depreciation | 1.6 | 1.8 | 3.4 | |||||||
General and administrative expenses | 1.9 | 1.3 | 3.2 | |||||||
Taxes other than income taxes | 0.5 | 0.8 | 1.3 | |||||||
Total costs and expenses | 10.2 | 9.1 | 19.3 | |||||||
Income before income taxes | 10.8 | 12.2 | 23 | |||||||
Provision for income taxes | 0.1 | — | 0.1 | |||||||
Net Income | 10.7 | 12.2 | 22.9 | |||||||
Less: Net income attributable to predecessors | 10.7 | 12.2 | 22.9 | |||||||
Net Income Attributable to the Partnership | $ | — | — | — | ||||||
Millions of Dollars | ||||||||||
As of December 31, 2013 | ||||||||||
Phillips 66 Partners LP | Acquired Assets Predecessor | Consolidated Results | ||||||||
Assets | ||||||||||
Cash and cash equivalents | $ | 425.1 | — | 425.1 | ||||||
Accounts receivable—related parties | 11.3 | — | 11.3 | |||||||
Accounts receivable—third parties | 0.1 | 0.5 | 0.6 | |||||||
Materials and supplies | 0.6 | 1.4 | 2 | |||||||
Other current assets | 2.3 | — | 2.3 | |||||||
Total Current Assets | 439.4 | 1.9 | 441.3 | |||||||
Net properties, plants and equipment | 135.9 | 135.3 | 271.2 | |||||||
Goodwill | 2.5 | — | 2.5 | |||||||
Deferred rentals—related parties | 6.4 | — | 6.4 | |||||||
Total Assets | $ | 584.2 | 137.2 | 721.4 | ||||||
Liabilities | ||||||||||
Accounts payable—related parties | $ | 5.2 | — | 5.2 | ||||||
Accounts payable—third parties | 3 | 5 | 8 | |||||||
Payroll and benefits payable | — | 0.1 | 0.1 | |||||||
Accrued property and other taxes | 1 | 1.3 | 2.3 | |||||||
Current portion of accrued environmental costs | — | 2 | 2 | |||||||
Other current liabilities | 0.4 | — | 0.4 | |||||||
Total Current Liabilities | 9.6 | 8.4 | 18 | |||||||
Asset retirement obligations | 0.4 | 2 | 2.4 | |||||||
Accrued environmental costs | — | 1.4 | 1.4 | |||||||
Deferred income taxes | 0.1 | — | 0.1 | |||||||
Total Liabilities | 10.1 | 11.8 | 21.9 | |||||||
Equity | ||||||||||
Net investment | — | 125.4 | 125.4 | |||||||
Common unitholders—public | 409.1 | — | 409.1 | |||||||
Common unitholder—Phillips 66 | 48.6 | — | 48.6 | |||||||
Subordinated unitholder—Phillips 66 | 104.9 | — | 104.9 | |||||||
General partner—Phillips 66 | 11.5 | — | 11.5 | |||||||
Total Equity | 574.1 | 125.4 | 699.5 | |||||||
Total Liabilities and Equity | $ | 584.2 | 137.2 | 721.4 | ||||||
Properties_Plants_and_Equipmen
Properties, Plants and Equipment | 3 Months Ended | |||||
Mar. 31, 2014 | ||||||
Property, Plant and Equipment [Abstract] | ' | |||||
Properties, Plants and Equipment | ' | |||||
Properties, Plants and Equipment | ||||||
Our investment in PP&E, with the associated accumulated depreciation, was: | ||||||
Millions of Dollars | ||||||
March 31 | 31-Dec | |||||
2014 | 2013* | |||||
Cost: | ||||||
Land | $ | 5 | 5 | |||
Buildings and improvements | 15.9 | 15.6 | ||||
Pipelines and related assets | 150.8 | 150.7 | ||||
Terminals and related assets | 328.8 | 286.5 | ||||
Construction-in-progress | 6.4 | 43 | ||||
Gross PP&E | 506.9 | 500.8 | ||||
Less: accumulated depreciation | (233.0 | ) | (229.6 | ) | ||
Net PP&E | $ | 273.9 | 271.2 | |||
* Prior-period financial information has been retrospectively adjusted for the Gold Line/Medford Acquisition. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2014 | |
Debt Disclosure [Abstract] | ' |
Debt | ' |
Debt | |
On March 1, 2014, we entered into an Assignment, Assumption and Modification of Note (the Assumption Agreement) with certain subsidiaries of Phillips 66. Pursuant to the Assumption Agreement, we assumed a 5-year, $160 million note payable to a subsidiary of Phillips 66 that bears interest at a fixed rate of 3 percent per annum. Interest on the note is payable quarterly, and all principal and accrued interest is due and payable at maturity on February 28, 2019. At March 31, 2014, the carrying value and fair value of this note payable were $160.0 million and $159.7 million, respectively. We calculated fair value using a discounted cash flow model, with a discount rate comparable to the rates we observed in the market for similar entities with debt of the same duration as our note payable. In addition, we increased this discount rate by 20 basis points to reflect a structuring fee. Given the methodology employed, we classified the quality of this fair value as Level 2. |
Net_Income_Per_Limited_Partner
Net Income Per Limited Partner Unit | 3 Months Ended | ||||||||||
Mar. 31, 2014 | |||||||||||
Partners' Capital Notes [Abstract] | ' | ||||||||||
Net Income Per Limited Partner Unit | ' | ||||||||||
Net Income Per Limited Partner Unit | |||||||||||
Net income per unit applicable to common units and to subordinated units is computed by dividing the respective limited partners’ interest in net income attributable to the Partnership by the weighted average number of common units and subordinated units, respectively, outstanding for the period. Because we have more than one class of participating securities, we use the two-class method when calculating the net income per unit applicable to limited partners. The classes of participating securities include common units, subordinated units, general partner units, and IDRs. Basic and diluted net income per unit are the same because we do not have any potentially dilutive units outstanding for the period presented. | |||||||||||
Millions of Dollars | |||||||||||
Three Months Ended | |||||||||||
31-Mar-14 | |||||||||||
Net income attributable to the Partnership | $ | 18.3 | |||||||||
Less: General partner’s distribution declared (including IDRs) | 0.8 | ||||||||||
Limited partners’ distribution declared on common units | 10.6 | ||||||||||
Limited partner’s distribution declared on subordinated units | 9.7 | ||||||||||
Distribution less than (in excess of) net income attributable to the Partnership | $ | (2.8 | ) | ||||||||
General Partner (including IDRs) | Limited Partners’ Common Units | Limited Partner’s Subordinated Units | Total | ||||||||
Three Months Ended March 31, 2014 | |||||||||||
Net income attributable to the Partnership (millions): | |||||||||||
Distribution declared | $ | 0.8 | 10.6 | 9.7 | 21.1 | ||||||
Distribution less than (in excess of) net income attributable to the Partnership | — | (1.4 | ) | (1.4 | ) | (2.8 | ) | ||||
Net income attributable to the Partnership | $ | 0.8 | 9.2 | 8.3 | 18.3 | ||||||
Weighted average units outstanding: | |||||||||||
Basic | 1,462,251 | 36,433,206 | 35,217,112 | 73,112,569 | |||||||
Diluted | 1,462,251 | 36,433,206 | 35,217,112 | 73,112,569 | |||||||
Net income per limited partner unit (dollars): | |||||||||||
Basic | $ | 0.25 | 0.24 | ||||||||
Diluted | 0.25 | 0.24 | |||||||||
On April 23, 2014, the Board of Directors of our General Partner declared a quarterly cash distribution of $0.2743 per limited partner unit which, combined with distributions to our General Partner, resulted in total distributions of $21.1 million for the first quarter of 2014. This distribution is payable May 13, 2014, to unitholders of record as of May 5, 2014. | |||||||||||
Cash distributions will be made to our General Partner in respect of the 2 percent general partner interest and its IDRs, which entitle our General Partner to receive increasing percentages, up to 50 percent, of quarterly cash distributions in excess of $0.244375 per unit. Accordingly, through owning all IDRs, our General Partner will receive more than 2 percent of the total cash distributions. Therefore, cash distributions to common units, subordinated units and our General Partner will be disproportionate with their respective ownership percentage. |
Contingencies
Contingencies | 3 Months Ended |
Mar. 31, 2014 | |
Contingencies [Abstract] | ' |
Contingencies | ' |
From time to time, lawsuits involving a variety of claims that arise in the ordinary course of business may be filed against us. We also may be required to remove or mitigate the effects on the environment of the placement, storage, disposal or release of certain chemical, mineral and petroleum substances at various sites. We regularly assess the need for accounting recognition or disclosure of these contingencies. In the case of all known contingencies (other than those related to income taxes), we accrue a liability when the loss is probable and the amount is reasonably estimable. If a range of amounts can be reasonably estimated and no amount within the range is a better estimate than any other amount, then the minimum of the range is accrued. We do not reduce these liabilities for potential insurance or third-party recoveries. If applicable, we accrue receivables for probable insurance or other third-party recoveries. In the case of income-tax-related contingencies, we use a cumulative probability-weighted loss accrual in cases where sustaining a tax position is less than certain. | |
As we learn new facts concerning contingencies, we reassess our position both with respect to accrued liabilities and other potential exposures. Estimates particularly sensitive to future changes include any contingent liabilities recorded for environmental remediation, tax and legal matters. Estimated future environmental remediation costs are subject to change due to such factors as the uncertain magnitude of cleanup costs, the unknown time and extent of such remedial actions that may be required, and the determination of our liability in proportion to that of other responsible parties. Estimated future costs related to tax and legal matters are subject to change as events evolve and as additional information becomes available during the administrative and litigation processes. | |
Environmental | |
We are subject to federal, state and local environmental laws and regulations. When we prepare our consolidated financial statements, we record accruals for environmental liabilities based on management’s best estimates, using all information that is available at the time. We measure estimates and base liabilities on currently available facts, existing technology, and presently enacted laws and regulations, taking into account stakeholder and business considerations. When measuring environmental liabilities, we also consider our prior experience in remediation of contaminated sites, other companies’ cleanup experience, and data released by the U.S. Environmental Protection Agency or other organizations. We consider unasserted claims in our determination of environmental liabilities, and we accrue them in the period they are both probable and reasonably estimable. At December 31, 2013, our Predecessors recorded a total environmental accrual of $3.4 million associated with the Acquired Assets. Pursuant to the terms of the Contribution Agreement, Phillips 66 assumed the responsibility for these accrued environmental liabilities associated with the Acquired Assets arising prior to their contribution to us; therefore we reflected no liabilities associated with them as of March 31, 2014. In the future, we may be involved in environmental assessments, cleanups and proceedings. | |
Legal Proceedings | |
Under the amended omnibus agreement, Phillips 66 provides certain services for our benefit, including legal support services, and we pay an operational and administrative support fee for these services. Phillips 66’s legal organization applies its knowledge, experience and professional judgment to the specific characteristics of our cases, employing a litigation management process to manage and monitor the legal proceedings against us. The process facilitates the early evaluation and quantification of potential exposures in individual cases and enables tracking of those cases that have been scheduled for trial and/or mediation. Based on professional judgment and experience in using these litigation management tools and available information about current developments in all our cases, Phillips 66’s legal organization regularly assesses the adequacy of current accruals and determines if adjustment of existing accruals, or establishment of new accruals, is required. As of March 31, 2014, and December 31, 2013, we did not have any material accrued contingent liabilities associated with litigation matters. | |
Indemnification | |
Under the amended omnibus agreement, Phillips 66 will indemnify us for certain environmental liabilities, tax liabilities, and litigation and other matters attributable to the ownership or operation of the assets contributed to us in connection with the Offering (the Initial Assets) and which arose prior to the closing of the Offering. Indemnification for any unknown environmental liabilities provided therein is limited to liabilities due to occurrences prior to the closing of the Offering and that are identified before the fifth anniversary of the closing of the Offering, subject to an aggregate deductible of $0.1 million before we are entitled to indemnification. Indemnification for litigation matters provided therein (other than currently pending legal actions) is subject to an aggregate deductible of $0.2 million before we are entitled to indemnification. Phillips 66 will also indemnify us under the amended omnibus agreement for failure to obtain certain consents, licenses and permits necessary to conduct our business, including the cost of curing any such condition, in each case that is identified prior to the fifth anniversary of the closing of the Offering, subject to an aggregate deductible of $0.2 million before we are entitled to indemnification. We have agreed to indemnify Phillips 66 for events and conditions associated with the ownership or operation of the Initial Assets that occur on or after the closing of the Offering and for certain environmental liabilities related to the Initial Assets to the extent Phillips 66 is not required to indemnify us. | |
Excluded Liabilities of the Acquired Assets | |
Pursuant to the terms of the Contribution Agreement, Phillips 66 assumed the responsibility for any liabilities arising out of or attributable to the ownership or operation of the Acquired Assets, or other activities occurring in connection with and attributable to the ownership or operation of the Acquired Assets, prior to the Effective Date, including the liabilities associated with the construction costs of the Medford spheres. We have assumed, and have agreed to pay, discharge and perform as and when due, all liabilities arising out of or attributable to the ownership or operation of the Acquired Assets, or other activities occurring in connection with and attributable to the ownership or operation of the Acquired Assets, from and after the Effective Date. |
Leases
Leases | 3 Months Ended | |||
Mar. 31, 2014 | ||||
Leases [Abstract] | ' | |||
Leases | ' | |||
Leases | ||||
In connection with the Offering and the Gold Line/Medford Acquisition, we entered into certain transportation services agreements, terminal services agreements and storage services agreements with Phillips 66 that are considered operating leases under U.S. generally accepted accounting principles. See Note 12—Related Party Transactions, for additional information on these agreements. These agreements include escalation clauses to adjust transportation tariffs and terminaling and storage fees to reflect changes in price indices. Revenues from these agreements are recorded within “Transportation and terminaling services—related parties” on our consolidated statement of income. | ||||
As of March 31, 2014, future minimum payments to be received related to these agreements were estimated to be: | ||||
Millions of Dollars | ||||
Remainder of 2014 | $ | 131.2 | ||
2015 | 174.2 | |||
2016 | 174.6 | |||
2017 | 174.2 | |||
2018 | 155.4 | |||
2019 | 125.7 | |||
2020 and thereafter | 564 | |||
Total | $ | 1,499.30 | ||
Employee_Benefit_Plans
Employee Benefit Plans | 3 Months Ended |
Mar. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | ' |
Employee Benefit Plans | ' |
Employee Benefit Plans | |
Employees of Phillips 66 who directly or indirectly support our operations participate in the pension, postretirement health insurance, and defined contribution benefit plans sponsored by Phillips 66, which includes other subsidiaries of Phillips 66. For the first quarter of 2014, the pension, postretirement health insurance and defined contribution benefit plan costs of $0.3 million consisted of the costs allocated to the Acquired Assets from Phillips 66’s transportation organization prior to March 1, 2014, and the costs of Phillips 66’s employees who are fully dedicated to supporting our business for the first quarter of 2014. For the first quarter of 2013, these costs, totaling $0.8 million, consisted entirely of the costs allocated to our Predecessors from Phillips 66’s transportation organization. These costs are included in either “General and administrative expenses” or “Operating and maintenance expenses” on our consolidated statement of income, depending on the nature of the employee’s role in our operations. |
UnitBased_Compensation
Unit-Based Compensation | 3 Months Ended |
Mar. 31, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' |
Unit-Based Compensation | ' |
Unit-Based Compensation | |
The Board of Directors of our General Partner adopted the Phillips 66 Partners LP 2013 Incentive Compensation Plan (the ICP) in the third quarter of 2013. Awards under the ICP are available for officers, directors and employees of our General Partner or its affiliates, and any consultants or other individuals who perform services for the Partnership. The ICP allows for the grant of unit awards, restricted units, phantom units, unit options, unit appreciation rights, distribution equivalent rights, profits interest units and other unit-based awards. The ICP limits the number of common units that may be delivered pursuant to awards to 2,500,000, subject to proportionate adjustment in the event of unit splits and similar events. | |
From the closing of the Offering through March 31, 2014, we have only issued phantom units to non-employee directors under the ICP. A phantom unit entitles the recipient to receive cash equal to the fair market value of a common unit on the settlement date, and to also receive a distribution equivalent each quarter between the grant date and the settlement date in an amount of cash equal to any cash distributions paid on a common unit during that time. In the first quarter of 2014, we granted 4,161 phantom units to three non-employee directors of our General Partner. Phantom units granted to non-employee directors vest immediately, are non-forfeitable, and are therefore completely expensed on the grant date. These phantom units do not convey voting rights. |
Cash_Flow_Information
Cash Flow Information | 3 Months Ended | |||||
Mar. 31, 2014 | ||||||
Cash Flow Information [Abstract] | ' | |||||
Cash Flow Information | ' | |||||
Cash Flow Information | ||||||
The Gold Line/Medford Acquisition had both cash and noncash elements. We attributed $138 million of the total $400 million cash consideration paid to the historical book value of the net assets acquired (an investing cash outflow). The remaining $262 million of cash consideration was deemed a distribution to our General Partner (a financing cash outflow). The assumption of the $160 million note payable was deemed a noncash distribution to our General Partner (noncash financing activity). Together, the cash consideration and the assumption of the note payable resulted in a $560 million reduction in our General Partner’s capital balance. The common and general partner units issued to Phillips 66 in the transaction were assigned no value, because the cash consideration and note payable assumption exceeded the historical book value of the Acquired Assets. Accordingly, the units issued had no impact on partner capital balances. | ||||||
Millions of Dollars | ||||||
Three Months Ended | ||||||
31-Mar | ||||||
2014 | 2013 | |||||
Noncash Investing and Financing Activities | ||||||
Certain liabilities of the Acquired Assets retained by Phillips 66* | $ | 5.4 | — | |||
Note payable—related parties associated with the Gold Line/Medford Acquisition | 160 | — | ||||
The issuance of common and general partner units to Phillips 66 | — | — | ||||
Cash Payments | ||||||
Interest | $ | 0.1 | — | |||
Income taxes** | — | — | ||||
* Certain liabilities of the Acquired Assets were retained by Phillips 66, pursuant to the terms of the Contribution Agreement. See Note 7—Contingencies, for additional information on these excluded liabilities associated with the Acquired Assets. | ||||||
** Excludes our share of cash tax payments made directly by Phillips 66 prior to the Offering on July 26, 2013, and the Gold Line/Medford Acquisition on February 28, 2014, associated with the Acquired Assets. |
Related_Party_Transactions
Related Party Transactions | 3 Months Ended | |||||
Mar. 31, 2014 | ||||||
Related Party Transactions [Abstract] | ' | |||||
Related Party Transactions | ' | |||||
Related Party Transactions | ||||||
Commercial Agreements | ||||||
In connection with the Offering and the Gold Line/Medford Acquisition, we entered into multiple transportation services agreements and terminal services agreements with Phillips 66 and amended an existing transportation services agreement with Phillips 66. Under these long-term, fee-based agreements, we provide transportation, terminaling and storage services to Phillips 66, and Phillips 66 commits to provide us with minimum quarterly throughput volumes of crude oil and refined petroleum products. | ||||||
These agreements with Phillips 66 include: | ||||||
• | A 10-year transportation services agreement under which we charge Phillips 66 for transporting crude oil on our Clifton Ridge to Lake Charles Refinery pipeline, our Pecan Grove to Clifton Ridge pipeline and our Shell to Clifton Ridge pipeline. | |||||
• | A 10-year transportation services agreement under which we charge Phillips 66 for transporting diesel, gasoline and other refined petroleum products on our two 60-mile Sweeny to Pasadena pipelines. | |||||
• | A 23-year throughput and deficiency agreement under which we charge Phillips 66 for transporting gasoline, diesel, jet fuel and other refined petroleum products on our Wood River to Hartford pipeline and our Hartford to Explorer pipeline. | |||||
• | A 10-year transportation services agreement under which we charge Phillips 66 for transporting refined petroleum products along four routes on the Gold Line products system. | |||||
• | A 5-year terminal services agreement under which we charge Phillips 66 for offloading ships and barges at our Clifton Ridge ship dock and Pecan Grove barge dock and for unloading trucks and storing crude oil at our Clifton Ridge terminal. | |||||
• | A 5-year terminal services agreement under which we charge Phillips 66 for providing terminaling services at our Pasadena and Hartford terminals and at our Hartford barge dock. | |||||
• | A 5-year terminal services agreement under which we charge Phillips 66 for receiving refined petroleum products, handling and storing such refined petroleum products, and delivering such refined petroleum products into pipelines and transport trucks at our terminals located in Wichita, Kansas; Kansas City, Kansas; Paola, Kansas; Jefferson City, Missouri; and Cahokia, Illinois. | |||||
Other than our Hartford Connector throughput and deficiency agreement (Hartford Connector T&D), each of our transportation services agreements includes a 10-year initial term, and Phillips 66 has the option to renew each agreement for up to one or two additional 5-year terms. Our Hartford Connector T&D, which was amended in connection with the Offering, has a 23-year term that began in January 2008 and will expire on December 31, 2030. Each of our terminal services agreements includes a 5-year initial term, and Phillips 66 has the option to renew each agreement for up to two or three additional 5-year terms. | ||||||
Under each of our transportation services agreements, if Phillips 66 fails to transport its minimum throughput volume during any quarter, then Phillips 66 will pay us a deficiency payment based on the calculation described in the agreement. If the minimum capacity of the pipeline(s) falls below the level of Phillips 66’s commitment at any time (other than outages caused by our planned maintenance) or if capacity on the pipeline(s) is required to be allocated among shippers as a result of volume nominations exceeding available capacity, Phillips 66’s minimum throughput commitment may be proportionately reduced until such time that the available capacity is sufficient to fulfill Phillips 66’s minimum volume commitments. We may elect to adjust our tariffs on an annual basis and the new tariffs become effective on July 1 of each year. For the transportation services agreement for the Gold Line products system, we may elect to adjust our tariff beginning July 1, 2015. Under each of our transportation services agreements other than our Hartford Connector T&D, if we agree to make any expenditures at Phillips 66’s request, Phillips 66 will reimburse us for, or we will have the right under certain circumstances to file for an increased tariff rate to recover, the actual amount we incur for such expenditures. | ||||||
Under our terminal services agreements, Phillips 66 is obligated to throughput or store minimum volumes of crude oil and refined petroleum products and pay us terminaling fees, as well as fees for providing related ancillary services (such as ethanol and biodiesel blending and additive injection) at our terminals. If Phillips 66 fails to meet its minimum volume commitments on certain terminaling services during any quarter, then Phillips 66 will pay us a deficiency payment based on the calculation described in each agreement. We may adjust our per-barrel fees annually on January 1 of each year. | ||||||
These transportation services and terminal services agreements include provisions that permit Phillips 66 to suspend, reduce or terminate its obligations under the applicable agreement if certain events occur. Under all of our commercial agreements other than our Hartford Connector T&D, these events include Phillips 66 deciding to completely suspend refining operations at a refinery that is supported by our assets for at least twelve consecutive months, unless it publicly announces its intent to resume those operations prior to the expiration of the 12-month notice period. Under all of our commercial agreements, these events also include certain force majeure events that would prevent us or Phillips 66 from performing our respective obligations under the applicable agreement. | ||||||
In connection with the Offering, we entered into two storage and stevedoring services agreements with Phillips 66. Under these agreements, we provide Phillips 66 certain storage, stevedoring, sampling and testing services and such other services as we and Phillips 66 may mutually agree upon from time to time, and Phillips 66 commits to provide us with minimum storage volumes of lubricant base stocks at our Hartford and Pecan Grove terminals. | ||||||
We also entered into a naphtha storage services agreement with Phillips 66. Under this agreement, we will provide certain storage, sampling and testing services and such other services as we and Phillips 66 may mutually agree upon from time to time. Phillips 66 commits to provide us with minimum storage volumes of naphtha at our Hartford terminal. | ||||||
In connection with the Gold Line/Medford Acquisition, we entered into several storage services agreements and one origination services agreement with Phillips 66, including: | ||||||
• | A storage services agreement (storage on the Gold Line products system) with Phillips 66. Pursuant to this agreement, we charge fees to Phillips 66 for storing certain identified petroleum products in storage tanks located in Wichita, Kansas; Kansas City, Kansas; and Cahokia, Illinois. The fees payable by Phillips 66 to us are subject to adjustment each year beginning on January 1, 2015, based on the Producer Price Index (PPI) for finished goods. This agreement has a primary term of 5 years and automatically extends for up to two additional 5-year periods, unless terminated by either party. | |||||
• | A storage services agreement (storage at Medford spheres) with Phillips 66. Pursuant to this agreement, we charge fees to Phillips 66 for receiving and storing natural gas liquids (NGL) and refinery-grade propylene in the Medford spheres. The fees payable by Phillips 66 to us are subject to adjustment each year beginning January 1, 2015, based on the PPI for finished goods. This agreement has a primary term of 10 years and automatically extends for up to two additional 5-year periods unless terminated by either party. | |||||
• | An origination services agreement with Phillips 66. Pursuant to this agreement, Phillips 66 charges fees to us for the provision of certain operational services by Phillips 66 to us in connection with the origination of petroleum products movements on the Gold Line products system. The monthly fee payable by us to Phillips 66 is $110,000 and is subject to adjustment each year beginning in 2016 based on the PPI for finished goods. This agreement has a primary term of 10 years and automatically extends for successive 5-year renewal terms, unless terminated by either party. | |||||
With respect to periods prior to the Offering or the Gold Line/Medford Acquisition for the Acquired Assets, our Predecessors were part of the consolidated operations of Phillips 66, and substantially all of our Predecessors’ revenues were derived from transactions with Phillips 66 and its affiliates. The contractual rates used for these revenue transactions may be materially different than rates we might have received had they been transacted with third parties. | ||||||
Amended Operational Services Agreement | ||||||
In connection with the Offering, we entered into an operational services agreement with Phillips 66. Under this agreement, we reimburse Phillips 66 for providing certain operational services to us in support of our pipelines, terminaling and storage facilities. These services include routine and emergency maintenance and repair services, routine operational activities, routine administrative services, construction and related services and such other services as we and Phillips 66 may mutually agree upon from time to time. The agreement has an initial term of five years and will continue in full force and effect thereafter unless terminated by either party. In connection with the Gold Line/Medford Acquisition, we entered into the first amendment to the operational services agreement with Phillips 66. Pursuant to this amendment, the services provided to us by Phillips 66 under the operational services agreement are also provided in support of the Acquired Assets. | ||||||
Amended Omnibus Agreement | ||||||
In connection with the Offering, we entered into an omnibus agreement with Phillips 66, certain of its subsidiaries and our General Partner. This agreement addresses our payment of an annual operating and administrative support fee and our obligation to reimburse Phillips 66 for all other direct or allocated costs and expenses incurred by Phillips 66 in providing general and administrative services. It also addresses our right of first offer to acquire Phillips 66’s direct one-third equity interest in each of DCP Sand Hills Pipeline, LLC and DCP Southern Hills Pipeline, LLC. Additionally, the omnibus agreement addresses Phillips 66’s indemnification to us and our indemnification to Phillips 66 for certain environmental and other liabilities related to our assets, and the prefunding of certain projects by Phillips 66. Further, it addresses the granting of a license from Phillips 66 to us with respect to the use of certain Phillips 66 trademarks. In connection with the Gold Line/Medford Acquisition, we entered into the first amendment to the omnibus agreement with Phillips 66. Pursuant to this amendment, Phillips 66 provides for additional services to us in connection with the Acquired Assets, and the monthly operational and administrative support fee payable by us to Phillips 66 increased from $1,144,000 to $2,302,300, as of the Effective Date. | ||||||
Tax Sharing Agreement | ||||||
In connection with the Offering, we entered into a tax sharing agreement with Phillips 66 pursuant to which we will reimburse Phillips 66 for our share of state and local income and other taxes incurred by Phillips 66 as a result of our results of operations being included in a combined or consolidated tax return filed by Phillips 66 with respect to taxable periods including or beginning on the closing date of the Offering. The amount of any such reimbursement will be limited to the tax that we (and our subsidiaries) would have paid had we not been included in a combined group with Phillips 66. Phillips 66 may use its tax attributes to cause its combined or consolidated group, of which we may be a member for this purpose, to owe no tax. However, we would nevertheless reimburse Phillips 66 for the tax we would have owed had the attributes not been available or used for our benefit, even though Phillips 66 had no cash expense for that period. | ||||||
Related Party Transactions | ||||||
Significant related-party transactions included in operating and maintenance expenses and general and administrative expenses were: | ||||||
Millions of Dollars | ||||||
Three Months Ended | ||||||
31-Mar | ||||||
2014 | 2013* | |||||
Operating and maintenance expenses | $ | 8.2 | 5.9 | |||
General and administrative expenses | 4.5 | 3.2 | ||||
Total | $ | 12.7 | 9.1 | |||
* Prior-period financial information has been retrospectively adjusted for the Gold Line/Medford Acquisition. | ||||||
Our management believes the charges allocated to our Predecessors were a reasonable reflection of the utilization of services provided. However, those allocations may not have fully reflected the expenses that would have been incurred had we been a stand-alone publicly traded partnership for the periods prior to the Offering or the Gold Line/Medford Acquisition. | ||||||
Subsequent to the Offering, we pay Phillips 66 a monthly operational and administrative support fee under the terms of our amended omnibus agreement, initially in the amount of $1.1 million from July 26, 2013, through February 28, 2014, and $2.3 million beginning March 1, 2014. The operational and administrative support fee is for the provision of certain services, including: executive services; financial and administrative services (including treasury and accounting); information technology; legal services; corporate health, safety and environmental services; facility services; human resources services; procurement services; corporate engineering services, including asset integrity and regulatory services; logistical services; asset oversight, such as operational management and supervision; business development services; investor relations; tax matters; and public company reporting services. We also reimburse Phillips 66 for all other direct or allocated costs incurred on behalf of us, pursuant to the terms in our amended omnibus agreement. Under our amended operational services agreement, we reimburse Phillips 66 for the provision of certain operational services to us in support of our pipelines and terminaling and storage facilities. Additionally, we pay Phillips 66 for insurance services provided to us. Operating and maintenance expenses also included volumetric gain/loss associated with volumes transported by Phillips 66. The classification of these charges between operating and maintenance expenses and general and administrative expenses is based on the functional nature of the services being performed for our operations. | ||||||
In connection with the Gold Line/Medford Acquisition, we assumed a 5-year, $160 million note payable to a subsidiary of Phillips 66. See Note 5—Debt, for additional information. |
Income_Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
Income Taxes | |
We are not a taxable entity for U.S. federal income tax purposes or for the majority of states that impose an income tax. Taxes on our net income generally are borne by our partners through the allocation of taxable income. Our income tax provision results from state laws that apply to entities organized as partnerships, primarily Texas and Illinois. | |
Our provision for income taxes was $0.3 million for the three-month period ended March 31, 2014, compared with $0.1 million for the corresponding period of 2013. Our effective tax rate was 1.1 percent and 0.4 percent for the three-month periods ended March 31, 2014 and 2013, respectively. The increase in the effective tax rate during the first quarter of 2014 resulted from the deferred tax impact of a change in methodology used to calculate the Texas margin tax associated with the Gold Line/Medford Acquisition. |
New_Accounting_Standards_New_A
New Accounting Standards New Accounting Standards | 3 Months Ended |
Mar. 31, 2014 | |
New Accounting Standards [Abstract] | ' |
New Accounting Standards | ' |
New Accounting Standards | |
In April 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-08 “Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.” This ASU amends the definition of discontinued operations so that only disposals of components of an entity representing major strategic shifts that have a major effect on an entity’s operations and financial results will qualify for discontinued operations reporting. The ASU also requires additional disclosures about discontinued operations and individually material disposals that do not meet the definition of a discontinued operation. ASU 2014-08 is effective January 1, 2015, and earlier application is permitted, but only for disposals not previously reported in the financial statements. We are currently evaluating the provisions of ASU 2014-08 and assessing the impact, if any, it may have on our financial position and results of operations. Our initial assessment is that this ASU will result in fewer dispositions qualifying for discontinued operations reporting. |
Business_and_Basis_of_Presenta1
Business and Basis of Presentation (Policies) | 3 Months Ended | |
Mar. 31, 2014 | ||
Business and Basis of Presentation [Abstract] | ' | |
Basis of Presentation | ' | |
Basis of Presentation | ||
The Gold Line/Medford Acquisition was a transfer of businesses between entities under common control, which requires it to be accounted for as if the transfer occurred at the beginning of the period of transfer, with prior periods retrospectively adjusted to furnish comparative information. Accordingly, the accompanying financial statements and related notes have been retrospectively adjusted to include the historical results and financial position of the Acquired Assets prior to the Effective Date. See Note 3—Gold Line/Medford Acquisition, for additional information. | ||
For periods prior to the Offering, the historical results of operations include our predecessor for accounting purposes. We refer to our pre-Offering predecessor and the operations of the Acquired Assets prior to their acquisition collectively as “our Predecessors.” The combined financial statements of our Predecessors were derived from the accounting records of Phillips 66, and reflect the combined historical results of operations, financial position and cash flows of our Predecessors as if such businesses had been combined for all periods presented. | ||
All intercompany transactions and accounts within our Predecessors have been eliminated. The assets and liabilities in these financial statements have been reflected on a historical cost basis because, immediately prior to the Offering or the Gold Line/Medford Acquisition, all of the assets and liabilities presented were wholly owned by Phillips 66 and were transferred within the Phillips 66 consolidated group. The consolidated statement of income also includes expense allocations for certain functions historically performed by Phillips 66 and not allocated to the Partnership, including allocations of general corporate expenses related to executive oversight, accounting, treasury, tax, legal, information technology and procurement; and operational support services such as engineering and logistics. These allocations were based primarily on relative values of net properties, plants and equipment (PP&E) and equity method investments, or pipeline miles. Our management believes the assumptions underlying the allocation of expenses from Phillips 66 were reasonable. Nevertheless, the financial statements of our Predecessors may not include all of the actual expenses that would have been incurred had we been a stand-alone publicly traded partnership during the periods presented and may not reflect our actual results of operations, financial position and cash flows had we been a stand-alone publicly traded partnership during the periods prior to the Offering or the Gold Line/Medford Acquisition. | ||
All financial information presented for the periods after the Offering represents the consolidated results of operations, financial position and cash flows of the Partnership with retroactive adjustments of the combined results of operations, financial position and cash flows of the Acquired Assets. Accordingly: | ||
• | Our consolidated statements of income and cash flows for the three months ended March 31, 2014, consist of the combined results of the Acquired Assets and the consolidated results of the Partnership for the first two months of 2014, and the consolidated results of the Partnership for the third month of 2014. Our consolidated statements of income and cash flows for the three months ended March 31, 2013, consist entirely of the combined results of our Predecessors. | |
• | Our consolidated balance sheet at March 31, 2014, consists of the consolidated balances of the Partnership, while at December 31, 2013, it consists of the consolidated balances of the Partnership and the combined balances of the Acquired Assets. | |
• | Our consolidated statement of changes in equity for the three months ended March 31, 2014, consists of both the combined activity for the Acquired Assets and the consolidated activity for the Partnership prior to March 1, 2014, and the consolidated activity for the Partnership completed at and after March 1, 2014. Our consolidated statement of changes in equity for the three months ended March 31, 2013, consists entirely of the combined activity of our Predecessors. | |
Earnings Per Share, Policy [Policy Text Block] | ' | |
Net income per unit applicable to common units and to subordinated units is computed by dividing the respective limited partners’ interest in net income attributable to the Partnership by the weighted average number of common units and subordinated units, respectively, outstanding for the period. Because we have more than one class of participating securities, we use the two-class method when calculating the net income per unit applicable to limited partners. The classes of participating securities include common units, subordinated units, general partner units, and IDRs. Basic and diluted net income per unit are the same because we do not have any potentially dilutive units outstanding for the period presented. |
Gold_LineMedford_Acquisition_T
Gold Line/Medford Acquisition (Tables) | 3 Months Ended | |||||||||
Mar. 31, 2014 | ||||||||||
Business Combinations [Abstract] | ' | |||||||||
Schedule of Results of Operations Giving Effect to the Gold Line/Medford Acquisition | ' | |||||||||
The following tables present our results of operations giving effect to the Gold Line/Medford Acquisition. For the three months ended March 31, 2014, the combined results of the Acquired Assets prior to the Gold Line/Medford Acquisition are included in “Acquired Assets Predecessor.” The consolidated results of the Acquired Assets after the Gold Line/Medford Acquisition are included in “Phillips 66 Partners LP.” | ||||||||||
Millions of Dollars | ||||||||||
Three Months Ended March 31, 2014 | ||||||||||
Phillips 66 Partners LP | Acquired Assets Predecessor | Consolidated Results | ||||||||
Revenues | ||||||||||
Transportation and terminaling services—related parties | $ | 35.3 | 15.2 | 50.5 | ||||||
Transportation and terminaling services—third parties | 0.6 | 0.7 | 1.3 | |||||||
Other income | 0.1 | — | 0.1 | |||||||
Total revenues | 36 | 15.9 | 51.9 | |||||||
Costs and Expenses | ||||||||||
Operating and maintenance expenses | 8.3 | 3.3 | 11.6 | |||||||
Depreciation | 2.4 | 1.2 | 3.6 | |||||||
General and administrative expenses | 5.6 | 1.1 | 6.7 | |||||||
Taxes other than income taxes | 0.6 | 0.6 | 1.2 | |||||||
Interest and debt expense | 0.5 | — | 0.5 | |||||||
Total costs and expenses | 17.4 | 6.2 | 23.6 | |||||||
Income before income taxes | 18.6 | 9.7 | 28.3 | |||||||
Provision for income taxes | 0.3 | — | 0.3 | |||||||
Net Income | 18.3 | 9.7 | 28 | |||||||
Less: Net income attributable to predecessors | — | 9.7 | 9.7 | |||||||
Net Income Attributable to the Partnership | $ | 18.3 | — | 18.3 | ||||||
Millions of Dollars | ||||||||||
Three Months Ended March 31, 2013 | ||||||||||
Pre-Offering Predecessor | Acquired Assets Predecessor | Combined Results | ||||||||
Revenues | ||||||||||
Transportation and terminaling services—related parties | $ | 20.9 | 20.3 | 41.2 | ||||||
Transportation and terminaling services—third parties | 0.1 | 1 | 1.1 | |||||||
Total revenues | 21 | 21.3 | 42.3 | |||||||
Costs and Expenses | ||||||||||
Operating and maintenance expenses | 6.2 | 5.2 | 11.4 | |||||||
Depreciation | 1.6 | 1.8 | 3.4 | |||||||
General and administrative expenses | 1.9 | 1.3 | 3.2 | |||||||
Taxes other than income taxes | 0.5 | 0.8 | 1.3 | |||||||
Total costs and expenses | 10.2 | 9.1 | 19.3 | |||||||
Income before income taxes | 10.8 | 12.2 | 23 | |||||||
Provision for income taxes | 0.1 | — | 0.1 | |||||||
Net Income | 10.7 | 12.2 | 22.9 | |||||||
Less: Net income attributable to predecessors | 10.7 | 12.2 | 22.9 | |||||||
Net Income Attributable to the Partnership | $ | — | — | — | ||||||
Millions of Dollars | ||||||||||
As of December 31, 2013 | ||||||||||
Phillips 66 Partners LP | Acquired Assets Predecessor | Consolidated Results | ||||||||
Assets | ||||||||||
Cash and cash equivalents | $ | 425.1 | — | 425.1 | ||||||
Accounts receivable—related parties | 11.3 | — | 11.3 | |||||||
Accounts receivable—third parties | 0.1 | 0.5 | 0.6 | |||||||
Materials and supplies | 0.6 | 1.4 | 2 | |||||||
Other current assets | 2.3 | — | 2.3 | |||||||
Total Current Assets | 439.4 | 1.9 | 441.3 | |||||||
Net properties, plants and equipment | 135.9 | 135.3 | 271.2 | |||||||
Goodwill | 2.5 | — | 2.5 | |||||||
Deferred rentals—related parties | 6.4 | — | 6.4 | |||||||
Total Assets | $ | 584.2 | 137.2 | 721.4 | ||||||
Liabilities | ||||||||||
Accounts payable—related parties | $ | 5.2 | — | 5.2 | ||||||
Accounts payable—third parties | 3 | 5 | 8 | |||||||
Payroll and benefits payable | — | 0.1 | 0.1 | |||||||
Accrued property and other taxes | 1 | 1.3 | 2.3 | |||||||
Current portion of accrued environmental costs | — | 2 | 2 | |||||||
Other current liabilities | 0.4 | — | 0.4 | |||||||
Total Current Liabilities | 9.6 | 8.4 | 18 | |||||||
Asset retirement obligations | 0.4 | 2 | 2.4 | |||||||
Accrued environmental costs | — | 1.4 | 1.4 | |||||||
Deferred income taxes | 0.1 | — | 0.1 | |||||||
Total Liabilities | 10.1 | 11.8 | 21.9 | |||||||
Equity | ||||||||||
Net investment | — | 125.4 | 125.4 | |||||||
Common unitholders—public | 409.1 | — | 409.1 | |||||||
Common unitholder—Phillips 66 | 48.6 | — | 48.6 | |||||||
Subordinated unitholder—Phillips 66 | 104.9 | — | 104.9 | |||||||
General partner—Phillips 66 | 11.5 | — | 11.5 | |||||||
Total Equity | 574.1 | 125.4 | 699.5 | |||||||
Total Liabilities and Equity | $ | 584.2 | 137.2 | 721.4 | ||||||
Properties_Plants_and_Equipmen1
Properties, Plants and Equipment (Tables) | 3 Months Ended | |||||
Mar. 31, 2014 | ||||||
Property, Plant and Equipment [Abstract] | ' | |||||
Summary of Property, Plant and Equipment | ' | |||||
Our investment in PP&E, with the associated accumulated depreciation, was: | ||||||
Millions of Dollars | ||||||
March 31 | 31-Dec | |||||
2014 | 2013* | |||||
Cost: | ||||||
Land | $ | 5 | 5 | |||
Buildings and improvements | 15.9 | 15.6 | ||||
Pipelines and related assets | 150.8 | 150.7 | ||||
Terminals and related assets | 328.8 | 286.5 | ||||
Construction-in-progress | 6.4 | 43 | ||||
Gross PP&E | 506.9 | 500.8 | ||||
Less: accumulated depreciation | (233.0 | ) | (229.6 | ) | ||
Net PP&E | $ | 273.9 | 271.2 | |||
Net_Income_Per_Limited_Partner1
Net Income Per Limited Partner Unit (Tables) | 3 Months Ended | ||||||||||
Mar. 31, 2014 | |||||||||||
Partners' Capital Notes [Abstract] | ' | ||||||||||
Schedule of Distributions Declared, Partners Interest in Partnership Net Income and Net Income per Unit by Class | ' | ||||||||||
Millions of Dollars | |||||||||||
Three Months Ended | |||||||||||
31-Mar-14 | |||||||||||
Net income attributable to the Partnership | $ | 18.3 | |||||||||
Less: General partner’s distribution declared (including IDRs) | 0.8 | ||||||||||
Limited partners’ distribution declared on common units | 10.6 | ||||||||||
Limited partner’s distribution declared on subordinated units | 9.7 | ||||||||||
Distribution less than (in excess of) net income attributable to the Partnership | $ | (2.8 | ) | ||||||||
General Partner (including IDRs) | Limited Partners’ Common Units | Limited Partner’s Subordinated Units | Total | ||||||||
Three Months Ended March 31, 2014 | |||||||||||
Net income attributable to the Partnership (millions): | |||||||||||
Distribution declared | $ | 0.8 | 10.6 | 9.7 | 21.1 | ||||||
Distribution less than (in excess of) net income attributable to the Partnership | — | (1.4 | ) | (1.4 | ) | (2.8 | ) | ||||
Net income attributable to the Partnership | $ | 0.8 | 9.2 | 8.3 | 18.3 | ||||||
Weighted average units outstanding: | |||||||||||
Basic | 1,462,251 | 36,433,206 | 35,217,112 | 73,112,569 | |||||||
Diluted | 1,462,251 | 36,433,206 | 35,217,112 | 73,112,569 | |||||||
Net income per limited partner unit (dollars): | |||||||||||
Basic | $ | 0.25 | 0.24 | ||||||||
Diluted | 0.25 | 0.24 | |||||||||
On April 23, 2014, the Board of Directors of our General Partner declared a quarterly cash distribution of $0.2743 per limited partner unit which, combined with distributions to our General Partner, resulted in total distributions of $21.1 million for the first quarter of 2014. This distribution is payable May 13, 2014, to unitholders of record as of May 5, 2014. | |||||||||||
Cash distributions will be made to our General Partner in respect of the 2 percent general partner interest and its IDRs, which entitle our General Partner to receive increasing percentages, up to 50 percent, of quarterly cash distributions in excess of $0.244375 per unit. Accordingly, through owning all IDRs, our General Partner will receive more than 2 percent of the total cash distributions. Therefore, cash distributions to common units, subordinated units and our General Partner will be disproportionate with their respective ownership percentage. |
Leases_Tables
Leases (Tables) | 3 Months Ended | |||
Mar. 31, 2014 | ||||
Leases [Abstract] | ' | |||
Schedule of Esimated Future Minimum Rental Income | ' | |||
As of March 31, 2014, future minimum payments to be received related to these agreements were estimated to be: | ||||
Millions of Dollars | ||||
Remainder of 2014 | $ | 131.2 | ||
2015 | 174.2 | |||
2016 | 174.6 | |||
2017 | 174.2 | |||
2018 | 155.4 | |||
2019 | 125.7 | |||
2020 and thereafter | 564 | |||
Total | $ | 1,499.30 | ||
Cash_Flow_Information_Cash_Flo
Cash Flow Information Cash Flow Information (Tables) | 3 Months Ended | |||||
Mar. 31, 2014 | ||||||
Cash Flow Information [Abstract] | ' | |||||
Cash Flow Information (Summary of Cash Flow Information) | ' | |||||
Millions of Dollars | ||||||
Three Months Ended | ||||||
31-Mar | ||||||
2014 | 2013 | |||||
Noncash Investing and Financing Activities | ||||||
Certain liabilities of the Acquired Assets retained by Phillips 66* | $ | 5.4 | — | |||
Note payable—related parties associated with the Gold Line/Medford Acquisition | 160 | — | ||||
The issuance of common and general partner units to Phillips 66 | — | — | ||||
Cash Payments | ||||||
Interest | $ | 0.1 | — | |||
Income taxes** | — | — | ||||
* Certain liabilities of the Acquired Assets were retained by Phillips 66, pursuant to the terms of the Contribution Agreement. See Note 7—Contingencies, for additional information on these excluded liabilities associated with the Acquired Assets. | ||||||
** Excludes our share of cash tax payments made directly by Phillips 66 prior to the Offering on July 26, 2013, and the Gold Line/Medford Acquisition on February 28, 2014, associated with the Acquired Assets. |
Related_Party_Transactions_Tab
Related Party Transactions (Tables) | 3 Months Ended | |||||
Mar. 31, 2014 | ||||||
Related Party Transactions [Abstract] | ' | |||||
Summary of Related Party Charges | ' | |||||
Significant related-party transactions included in operating and maintenance expenses and general and administrative expenses were: | ||||||
Millions of Dollars | ||||||
Three Months Ended | ||||||
31-Mar | ||||||
2014 | 2013* | |||||
Operating and maintenance expenses | $ | 8.2 | 5.9 | |||
General and administrative expenses | 4.5 | 3.2 | ||||
Total | $ | 12.7 | 9.1 | |||
Business_and_Basis_of_Presenta2
Business and Basis of Presentation (Narrative) (Details) | 3 Months Ended | 1 Months Ended | ||||||
Mar. 31, 2014 | Jul. 27, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 01, 2014 | Mar. 31, 2014 | |
segment | Common Units [Member] | Gold Line Products System, Pipeline, Borger, Texas to Cahokia, Illinois [Member] | Gold Line Products System, Parallel Lateral Lines, Paola,Kansas to Kansas City, Kansas [Member] | Gold Line products system, terminals, Wichita, Kansas; Kansas City, Kansas; Jefferson City, Missouri; and Cahokia, Illinois [Member] | Medford Spheres, Medford, Oklahoma [Member] | Medford Spheres, Medford, Oklahoma [Member] | Maximum [Member] | |
Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Gold Line Products System [Member] | |||
Phillips 66 [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Majority Shareholder [Member] | |||
Gold Line Products System and Medford Spheres [Member] | Gold Line Products System and Medford Spheres [Member] | Gold Line Products System and Medford Spheres [Member] | Gold Line Products System and Medford Spheres [Member] | Gold Line Products System and Medford Spheres [Member] | Phillips 66 [Member] | |||
mi | mi | MBbls | MBbls | Item | Gold Line Products System and Medford Spheres [Member] | |||
Item | Item | |||||||
Limited Liability Company or Limited Partnership, Business Organization and Operations [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' |
Initial public offering of common units, number of units | ' | 18,888,750 | ' | ' | ' | ' | ' | ' |
Pipeline length in miles | ' | ' | 681 | 54 | ' | ' | ' | ' |
Number of parallel lateral lines | ' | ' | ' | 2 | ' | ' | ' | ' |
Throughput capacity per day, barrels | ' | ' | ' | ' | ' | ' | ' | 132,000 |
Number of terminals | ' | ' | ' | ' | 4 | ' | ' | ' |
Pipeline, System Throughput Capacity | ' | ' | ' | ' | 172,000 | ' | ' | ' |
Number of newly-constructed refinery-grade propylene storage spheres | ' | ' | ' | ' | ' | ' | 2 | ' |
Capacity, barrels | ' | ' | ' | ' | 4,300,000 | 70,000 | ' | ' |
Number of reportable segments | 1 | ' | ' | ' | ' | ' | ' | ' |
Gold_LineMedford_Acquisition_S
Gold Line/Medford Acquisition (Schedule of Results of Operations Giving Effect to the Gold Line/Medford Acquisition) (Details) (USD $) | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | ||||||||||||||||||||||||||||||||
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | Mar. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | ||||||||||||
Phillips 66 [Member] | Common Units [Member] | Public [Member] | Public [Member] | Non-public [Member] | Non-public [Member] | Non-public [Member] | Non-public [Member] | Scenario, Previously Reported [Member] | Scenario, Previously Reported [Member] | Scenario, Previously Reported [Member] | Scenario, Previously Reported [Member] | Scenario, Previously Reported [Member] | Scenario, Previously Reported [Member] | Scenario, Adjustment [Member] | Scenario, Adjustment [Member] | Scenario, Adjustment [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | ||||||||||||||||
Common Units [Member] | Common Units [Member] | Common Units [Member] | Common Units [Member] | Subordinated Units [Member] | Subordinated Units [Member] | Public [Member] | Non-public [Member] | Non-public [Member] | Gold Line Products System and Medford Spheres [Member] | Gold Line Products System and Medford Spheres [Member] | Gold Line Products System and Medford Spheres [Member] | Phillips 66 [Member] | Public [Member] | Non-public [Member] | Non-public [Member] | ||||||||||||||||||||||||
Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Common Units [Member] | Common Units [Member] | Subordinated Units [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Common Units [Member] | Common Units [Member] | Subordinated Units [Member] | |||||||||||||||||||||||||||
Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | |||||||||||||||||||||||||||||||||
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Transportation and terminaling servicesbrelated parties | $50.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $35.30 | $20.90 | ' | ' | ' | ' | $15.20 | $20.30 | ' | $41.20 | [1] | ' | ' | ' | ' | ' | ' | |||||||||||
Transportation and terminaling servicesbthird parties | 1.3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.6 | 0.1 | ' | ' | ' | ' | 0.7 | 1 | ' | 1.1 | [1] | ' | ' | ' | ' | ' | ' | |||||||||||
Other income | 0.1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | [1] | ' | ' | ' | ' | ' | ' | |||||||||||
Total revenues | 51.9 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 36 | 21 | ' | ' | ' | ' | 15.9 | 21.3 | ' | 42.3 | [1] | ' | ' | ' | ' | ' | ' | |||||||||||
Costs and Expenses | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Operating and maintenance expenses | 11.6 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8.3 | 6.2 | ' | ' | ' | ' | 3.3 | 5.2 | ' | 11.4 | [1] | ' | ' | ' | ' | ' | ' | |||||||||||
Depreciation | 3.6 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.4 | 1.6 | ' | ' | ' | ' | 1.2 | 1.8 | ' | 3.4 | [1] | ' | ' | ' | ' | ' | ' | |||||||||||
General and administrative expenses | 6.7 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.6 | 1.9 | ' | ' | ' | ' | 1.1 | 1.3 | ' | 3.2 | [1] | ' | ' | ' | ' | ' | ' | |||||||||||
Taxes other than income taxes | 1.2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.6 | 0.5 | ' | ' | ' | ' | 0.6 | 0.8 | ' | 1.3 | [1] | ' | ' | ' | ' | ' | ' | |||||||||||
Interest and debt expense | 0.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | [1] | ' | ' | ' | ' | ' | ' | |||||||||||
Total costs and expenses | 23.6 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17.4 | 10.2 | ' | ' | ' | ' | 6.2 | 9.1 | ' | 19.3 | [1] | ' | ' | ' | ' | ' | ' | |||||||||||
Income before income taxes | 28.3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18.6 | 10.8 | ' | ' | ' | ' | 9.7 | 12.2 | ' | 23 | [1] | ' | ' | ' | ' | ' | ' | |||||||||||
Provision for income taxes | 0.3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.3 | 0.1 | ' | ' | ' | ' | ' | ' | ' | 0.1 | [1] | ' | ' | ' | ' | ' | ' | |||||||||||
Net Income | 28 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18.3 | 10.7 | ' | ' | ' | ' | 9.7 | 12.2 | ' | 22.9 | [1] | ' | ' | ' | ' | ' | ' | |||||||||||
Less: Net income attributable to predecessors | 9.7 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.7 | ' | ' | ' | ' | 9.7 | 12.2 | ' | 22.9 | [1] | ' | ' | ' | ' | ' | ' | |||||||||||
Net income attributable to the Partnership | 18.3 | ' | [1] | ' | ' | 9.2 | 4.4 | ' | 4.8 | ' | 8.3 | ' | 18.3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Assets, Current [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Cash and cash equivalents | 21.1 | ' | 425.1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 425.1 | ' | ' | ' | ' | ' | ' | ' | [1] | 425.1 | [1] | ' | [1] | ' | ' | ' | ' | |||||||||
Accounts receivablebrelated parties | 24.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11.3 | ' | ' | ' | ' | ' | ' | ' | 11.3 | [1] | ' | ' | ' | ' | ' | |||||||||||
Accounts receivablebthird parties | 0.2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.1 | ' | ' | ' | ' | ' | 0.5 | ' | 0.6 | [1] | ' | ' | ' | ' | ' | |||||||||||
Materials and supplies | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.6 | ' | ' | ' | ' | ' | 1.4 | ' | 2 | [1] | ' | ' | ' | ' | ' | |||||||||||
Other current assets | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.3 | ' | ' | ' | ' | ' | ' | ' | 2.3 | [1] | ' | ' | ' | ' | ' | |||||||||||
Total Current Assets | 48.8 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 439.4 | ' | ' | ' | ' | ' | 1.9 | ' | 441.3 | [1] | ' | ' | ' | ' | ' | |||||||||||
Net properties, plants and equipment | 273.9 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 135.9 | ' | ' | ' | ' | ' | 135.3 | ' | 271.2 | [1] | ' | ' | ' | ' | ' | |||||||||||
Goodwill | 2.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.5 | ' | ' | ' | ' | ' | ' | ' | 2.5 | [1] | ' | ' | ' | ' | ' | |||||||||||
Deferred rentalsbrelated parties | 6.3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6.4 | ' | ' | ' | ' | ' | ' | ' | 6.4 | [1] | ' | ' | ' | ' | ' | |||||||||||
Total Assets | 332.4 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 584.2 | ' | ' | ' | ' | ' | 137.2 | ' | 721.4 | [1] | ' | ' | ' | ' | ' | |||||||||||
Liabilities, Current [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Accounts payablebrelated parties | 2.6 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.2 | ' | ' | ' | ' | ' | ' | ' | 5.2 | [1] | ' | ' | ' | ' | ' | |||||||||||
Accounts payablebthird parties | 6.7 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3 | ' | ' | ' | ' | ' | 5 | ' | 8 | [1] | ' | ' | ' | ' | ' | |||||||||||
Payroll and benefits payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.1 | ' | 0.1 | [1] | ' | ' | ' | ' | ' | |||||||||||
Accrued property and other taxes | 2.9 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | 1.3 | ' | 2.3 | [1] | ' | ' | ' | ' | ' | |||||||||||
Current portion of accrued environmental costs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | 2 | ' | 2 | [1] | ' | ' | ' | ' | ' | |||||||||||
Other current liabilities | 0.3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.4 | ' | ' | ' | ' | ' | 0 | ' | 0.4 | [1] | ' | ' | ' | ' | ' | |||||||||||
Total Current Liabilities | 15.2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9.6 | ' | ' | ' | ' | ' | 8.4 | ' | 18 | [1] | ' | ' | ' | ' | ' | |||||||||||
Asset retirement obligations | 2.4 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.4 | ' | ' | ' | ' | ' | 2 | ' | 2.4 | [1] | ' | ' | ' | ' | ' | |||||||||||
Accrued environmental costs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.4 | ' | 1.4 | [1] | ' | ' | ' | ' | ' | |||||||||||
Deferred income taxes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.1 | ' | ' | ' | ' | ' | ' | ' | 0.1 | [1] | ' | ' | ' | ' | ' | |||||||||||
Total Liabilities | 177.6 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.1 | ' | ' | ' | ' | ' | 11.8 | ' | 21.9 | [1] | ' | ' | ' | ' | ' | |||||||||||
Equity [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||||
Net investmentbpredecessors | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 125.4 | ' | 125.4 | ' | 125.4 | [1] | ' | ' | ' | |||||||||||
Limited Partners' Capital Account | ' | ' | ' | ' | ' | 409.2 | ' | 49.7 | ' | 105.3 | ' | ' | ' | ' | 409.1 | 48.6 | 104.9 | ' | ' | ' | ' | ' | ' | ' | 409.1 | [1] | 48.6 | [1] | 104.9 | [1] | |||||||||
General partnerbPhillips 66 (2014b1,509,486 units issued and outstanding; 2013b1,437,433 units issued and outstanding) | -409.4 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11.5 | ' | ' | ' | ' | ' | ' | ' | 11.5 | [1] | ' | ' | ' | ' | ' | |||||||||||
Total Equity | 154.8 | ' | 699.5 | [1] | ' | ' | 409.2 | 409.1 | [1] | 49.7 | 48.6 | [1] | 105.3 | 104.9 | [1] | ' | ' | 574.1 | ' | ' | ' | ' | ' | 125.4 | 245.2 | [1] | 699.5 | [1] | 241.1 | [1] | ' | ' | ' | ' | |||||
Liabilities and Equity | $332.40 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $584.20 | ' | ' | ' | ' | ' | $137.20 | ' | $721.40 | [1] | ' | ' | ' | ' | ' | |||||||||||
[1] | Prior-period financial information has been retrospectively adjusted for the Gold Line/Medford Acquisition. |
Gold_LineMedford_Acquisition_N
Gold Line/Medford Acquisition (Narrative) (Details) (Phillips 66 [Member], USD $) | 1 Months Ended | 2 Months Ended | |
In Millions, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 01, 2014 | Mar. 31, 2013 |
Statement [Line Items] | ' | ' | ' |
General partner interest, percent | 2.00% | 2.00% | ' |
Number of general partner units owned | ' | ' | 1,509,486 |
Majority Shareholder [Member] | ' | ' | ' |
Statement [Line Items] | ' | ' | ' |
Limited partner ownership interest, percent | 73.00% | ' | ' |
Common Units [Member] | Majority Shareholder [Member] | ' | ' | ' |
Statement [Line Items] | ' | ' | ' |
Number of units owned | ' | ' | 19,858,957 |
Subordinated Units [Member] | Majority Shareholder [Member] | ' | ' | ' |
Statement [Line Items] | ' | ' | ' |
Number of units owned | ' | ' | 35,217,112 |
Gold Line Products System and Medford Spheres [Member] | Majority Shareholder [Member] | ' | ' | ' |
Statement [Line Items] | ' | ' | ' |
Total consideration | 700 | ' | ' |
Cash consideration | ' | 400 | ' |
Aggregate fair value of units issued | 140 | ' | ' |
Note payable | 160 | ' | ' |
Transaction costs | 1.8 | ' | ' |
Historical carrying value of assets transferred | 138 | ' | ' |
Gold Line Products System and Medford Spheres [Member] | Common Units [Member] | Majority Shareholder [Member] | ' | ' | ' |
Statement [Line Items] | ' | ' | ' |
Units issued | 3,530,595 | ' | ' |
Gold Line Products System and Medford Spheres [Member] | General Partner Units [Member] | ' | ' | ' |
Statement [Line Items] | ' | ' | ' |
Units issued | 72,053 | ' | ' |
Properties_Plants_and_Equipmen2
Properties, Plants and Equipment (Summary of Properties, Plants and Equipment)(Details) (USD $) | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | ||||||
In Millions, unless otherwise specified | Land [Member] | Building and Improvements [Member] | Pipelines and Related Assets [Member] | Terminals and Related Assets [Member] | Construction in Progress [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | |||||||
Land [Member] | Building and Improvements [Member] | Pipelines and Related Assets [Member] | Terminals and Related Assets [Member] | Construction in Progress [Member] | ||||||||||||||
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Gross PP&E | $506.90 | $5 | $15.90 | $150.80 | $328.80 | $6.40 | $500.80 | [1] | $5 | [1] | $15.60 | [1] | $150.70 | [1] | $286.50 | [1] | $43 | [1] |
Less: accumulated depreciation | -233 | ' | ' | ' | ' | ' | -229.6 | [1] | ' | ' | ' | ' | ' | |||||
Net PP&E | $273.90 | ' | ' | ' | ' | ' | $271.20 | [1] | ' | ' | ' | ' | ' | |||||
[1] | Prior-period financial information has been retrospectively adjusted for the Gold Line/Medford Acquisition. |
Debt_Narrative_Details
Debt (Narrative) (Details) (USD $) | 1 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 01, 2014 |
Note payable to a subsidiary of Phillips 66 | $160 | ' |
Majority Shareholder [Member] | Gold Line Products System and Medford Spheres [Member] | Phillips 66 [Member] | ' | ' |
Note payable to a subsidiary of Phillips 66 | ' | 160 |
Note Payable, 160 million US, 5-year, 3 percent [Member] | Majority Shareholder [Member] | Gold Line Products System and Medford Spheres [Member] | Phillips 66 [Member] | Assignment, Assumption and Modification of Note (the Assumption Agreement) [Member] | ' | ' |
Note payable assumed | 160 | ' |
Per annum interest rate of note payable, percent | ' | 3.00% |
Note payable to a subsidiary of Phillips 66 | 160 | ' |
Discount rate adjustment in basis points | ' | 0.20% |
Note Payable, 160 million US, 5-year, 3 percent [Member] | Estimate of Fair Value Measurement [Member] | Majority Shareholder [Member] | Gold Line Products System and Medford Spheres [Member] | Phillips 66 [Member] | Assignment, Assumption and Modification of Note (the Assumption Agreement) [Member] | ' | ' |
Fair value of note payable assumed pursuant to Assumption Agreement | $159.70 | ' |
Net_Income_Per_Limited_Partner2
Net Income Per Limited Partner Unit (Schedule of Net Income By Class of Participating Securities) (Details) (USD $) | 3 Months Ended | 4 Months Ended | 3 Months Ended | ||||||||||||||
In Millions, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Apr. 23, 2014 | Apr. 23, 2014 | Apr. 23, 2014 | Apr. 23, 2014 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | |
Common Units [Member] | Common Units [Member] | General Partner [Member] | Limited Partner [Member] | Limited Partner [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Non-public [Member] | Non-public [Member] | Non-public [Member] | Non-public [Member] | Non-public [Member] | ||||
Common Units [Member] | Subordinated Units [Member] | General Partner [Member] | Limited Partner [Member] | Limited Partner [Member] | Common Units [Member] | Common Units [Member] | Subordinated Units [Member] | Subordinated Units [Member] | General Partner [Member] | ||||||||
Common Units [Member] | Subordinated Units [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | ||||||||||||
Partners' Capital [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Net income attributable to the Partnership | $18.30 | ' | [1] | $9.20 | ' | ' | ' | ' | ' | ' | ' | ' | $4.80 | ' | $8.30 | ' | $0.80 |
Partners' Capital Account, Distributions | 16.2 | ' | ' | ' | ' | ' | ' | 21.1 | 0.8 | 10.6 | 9.7 | 3.7 | ' | 7.9 | ' | 0.3 | |
Distributions less than (in excess of) net income subsequent to the Offering | ($2.80) | ' | ' | ' | ' | ($1.40) | ($1.40) | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Weighted average units outstanding, general partner, basic | 1,462,251 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Weighted average units outstanding, limited partner, basic | ' | ' | 36,433,206 | ' | ' | ' | ' | ' | ' | ' | ' | 17,544,000 | ' | 35,217,112 | ' | ' | |
Weighted average units outstanding, basic | 73,112,569 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Weighted average units outstanding, general partner, diluted | 1,462,251 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Weighted average units outstanding, limited partner, diluted | ' | ' | 36,433,206 | ' | ' | ' | ' | ' | ' | ' | ' | 17,544,000 | ' | 35,217,112 | ' | ' | |
Weighted average units outstanding, diluted | 73,112,569 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Net income per limited partner unit, basic | ' | ' | $0.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.24 | ' | ' | |
Net income per limited partner unit, diluted | ' | ' | $0.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.24 | ' | ' | |
[1] | Prior-period financial information has been retrospectively adjusted for the Gold Line/Medford Acquisition. |
Net_Income_Per_Limited_Partner3
Net Income Per Limited Partner Unit (Narrative) (Details) (USD $) | 3 Months Ended | 4 Months Ended | 3 Months Ended | 1 Months Ended | 2 Months Ended | |
In Millions, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Apr. 23, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 01, 2014 |
Subsequent Event [Member] | Maximum [Member] | Cash Distribution [Member] | Phillips 66 [Member] | Phillips 66 [Member] | ||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' |
Quarterly cash distribution declared, per unit | ' | $0.27 | ' | $0.22 | ' | ' |
Total quarterly cash distribution declared | $16.20 | $21.10 | ' | ' | ' | ' |
General partner interest, percent | ' | ' | ' | ' | 2.00% | 2.00% |
General partner incentive distribution right percentage | ' | ' | 50.00% | ' | ' | ' |
Distribution base threshold | ' | ' | ' | $0.24 | ' | ' |
Contingencies_Narrative_Detail
Contingencies (Narrative) (Details) (USD $) | Jul. 24, 2013 | Jul. 24, 2013 | Jul. 24, 2013 | Mar. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | Losses Related To Contributed Assets Subject to a Deductible before Eligibility For Indemnification Under the Omnibus Agreement[Member] | Litigation Matters [Member] | Environmental Liabilities [Member] | Gold Line Products System and Medford Spheres [Member] | Gold Line Products System and Medford Spheres [Member] |
Losses Related To Contributed Assets Subject to a Deductible before Eligibility For Indemnification Under the Omnibus Agreement[Member] | Losses Related To Contributed Assets Subject to a Deductible before Eligibility For Indemnification Under the Omnibus Agreement[Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | ||
Phillips 66 [Member] | Phillips 66 [Member] | ||||
Predecessor [Member] | |||||
Environmental | ' | ' | ' | ' | ' |
Accrued environmental liabilities | ' | ' | ' | $0 | $3.40 |
Indemnification | ' | ' | ' | ' | ' |
Aggregate deductible before entitled to indemnification by Phillips 66 | ' | 0.2 | 0.1 | ' | ' |
Aggregate deductible before entitled to indemnification by Phillips 66 for litigation matters provided therein | $0.20 | ' | ' | ' | ' |
Leases_Schedule_of_Future_Mini
Leases (Schedule of Future Minimum Operating Lease Income) (Details) (Majority Shareholder [Member], Phillips 66 [Member], USD $) | Mar. 31, 2014 |
In Millions, unless otherwise specified | |
Majority Shareholder [Member] | Phillips 66 [Member] | ' |
Esimated Future Minimum Rental Income Under Operating Lease Agreements With Phillips 66 | ' |
Remainder of 2014 | $131.20 |
2015 | 174.2 |
2016 | 174.6 |
2017 | 174.2 |
2018 | 155.4 |
2019 | 125.7 |
2020 and thereafter | 564 |
Total minimum operating lease rental income | $1,499.30 |
Employee_Benefit_Plans_Narrati
Employee Benefit Plans (Narrative) (Details) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Predecessor [Member] | ||
Pension and postretirement costs | $0.30 | $0.80 |
UnitBased_Compensation_Narrati
Unit-Based Compensation (Narrative) (Details) | 3 Months Ended |
Mar. 31, 2014 | |
director | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Number of non-employee directors | 3 |
Phillips 66 Partners LP 2013 Incentive Compensation Plan [Member] | Phantom Units [Member] | Non Employee Directors [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Number of phantom units granted | 4,161 |
Phillips 66 Partners LP 2013 Incentive Compensation Plan [Member] | Common Units [Member] | Maximum [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Number of common units that may be delivered under the ICP | 2,500,000 |
Cash_Flow_Information_Cash_Flo1
Cash Flow Information Cash Flow Information (Summary of Cash Flow Information) (Details) (USD $) | 3 Months Ended | 1 Months Ended | |||||
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | |||
Gold Line Products System and Medford Spheres [Member] | Assignment, Assumption and Modification of Note (the Assumption Agreement) [Member] | ||||||
Phillips 66 [Member] | Gold Line Products System and Medford Spheres [Member] | ||||||
Majority Shareholder [Member] | Note Payable, 160 million US, 5-year, 3 percent [Member] | ||||||
Phillips 66 [Member] | |||||||
Majority Shareholder [Member] | |||||||
Noncash Investing and Financing Items [Abstract] | ' | ' | ' | ' | |||
Certain liabilities of the Acquired Assets retained by Phillips 66 | ' | ' | $5.40 | [1] | ' | ||
Notes payablebrelated parties associated with the Gold LIne/Medford Acquisition | ' | ' | ' | 160 | |||
Income Taxes Paid, Net [Abstract] | ' | ' | ' | ' | |||
Interest | 0.1 | ' | ' | ' | |||
Income Taxes Paid, Net [Abstract] | ' | ' | ' | ' | |||
Income taxes | $0 | [2] | $0 | [2] | ' | ' | |
[1] | Certain liabilities of the Acquired Assets were retained by Phillips 66, pursuant to the terms of the Contribution Agreement. See Note 7bContingencies, for additional information on these excluded liabilities associated with the Acquired Assets. | ||||||
[2] | Excludes our share of cash tax payments made directly by Phillips 66 prior to the Offering on July 26, 2013, and the Gold Line/Medford Acquisition on February 28, 2014, associated with the Acquired Assets. |
Cash_Flow_Information_Cash_Flo2
Cash Flow Information Cash Flow Information (Narrative) (Details) (USD $) | 3 Months Ended | 2 Months Ended | 1 Months Ended | 2 Months Ended | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 01, 2014 | Mar. 31, 2014 | Mar. 01, 2014 | Mar. 31, 2014 | |
Phillips 66 [Member] | Assignment, Assumption and Modification of Note (the Assumption Agreement) [Member] | General Partner [Member] | General Partner [Member] | |||
Majority Shareholder [Member] | Note Payable, 160 million US, 5-year, 3 percent [Member] | Phillips 66 [Member] | Non-public [Member] | |||
Gold Line Products System and Medford Spheres [Member] | Phillips 66 [Member] | Gold Line Products System and Medford Spheres [Member] | ||||
Majority Shareholder [Member] | ||||||
Gold Line Products System and Medford Spheres [Member] | ||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | |
Historical book value of the net assets acquired | ($138) | [1] | ($138) | ' | ' | ' |
Cash consideration | ' | 400 | ' | ' | ' | |
Cash consideration deemed a distribution to our General Partner | -262 | [1] | ' | ' | -262 | ' |
Note payable assumed | ' | ' | 160 | ' | ' | |
Reduction in our General Partnerbs capital balance | $560 | ' | ' | ' | $560 | |
[1] | See Note 11bCash Flow Information, for additional information. |
Related_Parties_Transactions_S
Related Parties Transactions (Summary of Related Party Charges) (Details) (Majority Shareholder [Member], Phillips 66 [Member], USD $) | 3 Months Ended | ||
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | |
Majority Shareholder [Member] | Phillips 66 [Member] | ' | ' | |
Related Party Transaction [Line Items] | ' | ' | |
Operating and maintenance expenses | $8.20 | $5.90 | [1] |
General and administrative expenses | 4.5 | 3.2 | [1] |
Total | $12.70 | $9.10 | [1] |
[1] | Prior-period financial information has been retrospectively adjusted for the Gold Line/Medford Acquisition. |
Related_Party_Transactions_Nar
Related Party Transactions (Narrative) (Details) (USD $) | Mar. 31, 2014 | Jul. 24, 2013 | Mar. 31, 2014 | Feb. 28, 2014 | Jul. 24, 2013 | Jul. 24, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Jul. 24, 2013 | Jul. 24, 2013 | Jul. 24, 2013 | Jul. 24, 2013 | Mar. 01, 2014 | Mar. 01, 2014 | Jul. 24, 2013 | Mar. 01, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 |
Phillips 66 [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Phillips 66 [Member] | DCP Sand Hills Pipeline, LLC [Member] | DCP Southern Hills Pipeline, LLC [Member] | Gold Line Products System and Medford Spheres [Member] | Gold Line Products System and Medford Spheres [Member] | Sweeny to Pasadena Pipelines [Member] | Gold Line Products System and Medford Spheres [Member] | Gold Line Products System and Medford Spheres [Member] | Gold Line Products System and Medford Spheres [Member] | Gold Line Products System and Medford Spheres [Member] | ||
Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Gold Line Products System [Member] | Gold Line Products System [Member] | Gold Line Products System [Member] | Medford Spheres, Medford, Oklahoma [Member] | ||
Storage and Stevedoring Services [Member] | Amended Omnibus Agreement [Member] | Amended Omnibus Agreement [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Phillips 66 [Member] | ||
agreement | Transportation Services [Member] | Terminal Services [Member] | Commercial Excluding Throughput And Deficiency [Member] | Operational Services Agreement [Member] | Transportation Services [Member] | Terminal Services [Member] | OriginationServicesAgreement [Member] | mi | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | Majority Shareholder [Member] | |||||||
renewal | renewal | renewal | renewal | agreement | pipeline | route | Storage Services Agreement [Member] | Maximum [Member] | Maximum [Member] | ||||||||||
Storage Services Agreement [Member] | Storage Services Agreement [Member] | ||||||||||||||||||
renewal | renewal | ||||||||||||||||||
Related party agreements and fees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of pipelines | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' |
Pipeline length in miles | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 60 | ' | ' | ' | ' |
Number of routes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4 | ' | ' | ' |
Number of renewal options | ' | ' | ' | ' | 1 | 2 | ' | ' | 2 | 3 | ' | ' | ' | ' | ' | ' | ' | 2 | 2 |
Monthly operational services fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $110,000,000 | ' | ' |
Number of minimum consecutive months Phillips 66 decides to suspend refining operations | ' | ' | ' | ' | ' | ' | '12 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of agreements | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' |
Term of agreement | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percent of equity interest right of first offer to acquire Phillips 66's interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 33.30% | 33.30% | ' | ' | ' | ' | ' | ' | ' |
Monthly operational and administrative support fee | ' | ' | 2,302,300 | 1,144,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Note payable to a subsidiary of Phillips 66 | $160,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $160,000,000 | ' | ' | ' | ' | ' | ' |
Income_Taxes_Narrative_Details
Income Taxes (Narrative) (Details) (USD $) | 3 Months Ended | ||
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | |
Predecessor [Member] | |||
Provision for income taxes | $0.30 | $0.10 | [1] |
Effective tax rate, percentage | 1.10% | 0.40% | |
[1] | Prior-period financial information has been retrospectively adjusted for the Gold Line/Medford Acquisition. |