Document and Entity Information
Document and Entity Information | 3 Months Ended |
Mar. 31, 2016shares | |
Document and Entity Information [Abstract] | |
Entity Registrant Name | Phillips 66 Partners LP |
Entity Central Index Key | 1,572,910 |
Trading Symbol | PSXP |
Current Fiscal Year End Date | --12-31 |
Entity Filer Category | Large Accelerated Filer |
Document Type | 10-Q |
Document Period End Date | Mar. 31, 2016 |
Document Fiscal Year Focus | 2,016 |
Document Fiscal Period Focus | Q1 |
Amendment Flag | false |
Entity Common Stock, Shares Outstanding | 82,900,615 |
Consolidated Statement of Incom
Consolidated Statement of Income - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | ||
Revenues | |||
Operating revenues—related parties | $ 94.2 | $ 62.8 | [1] |
Operating revenues—third parties | 2 | 1.1 | [1] |
Equity in earnings of affiliates | 24.8 | 6.1 | [1] |
Other income | 0.2 | 0.1 | [1] |
Total revenues and other income | 121.2 | 70.1 | [1] |
Costs and Expenses | |||
Operating and maintenance expenses | 22.8 | 16 | [1] |
Depreciation | 13.8 | 5.1 | [1] |
General and administrative expenses | 8.9 | 8.2 | [1] |
Taxes other than income taxes | 5.4 | 1.9 | [1] |
Interest and debt expense | 9.9 | 5.9 | [1] |
Total costs and expenses | 60.8 | 37.1 | [1] |
Income before income taxes | 60.4 | 33 | [1] |
Provision for income taxes | 0.2 | 0.2 | [1] |
Net Income | 60.2 | 32.8 | [1] |
Less: Net income attributable to noncontrolling interests | 3 | ||
Less: Net income (loss) attributable to Predecessors | 4.9 | (2.6) | [1] |
Net income attributable to the Partnership | 52.3 | 35.4 | [1] |
Less: General partner’s interest in net income attributable to the Partnership | 15.8 | 6.4 | [1] |
Limited partners’ interest in net income attributable to the Partnership | $ 36.5 | $ 29 | [1] |
Net Income Attributable to the Partnership Per Limited Partner Unit—Basic and Diluted (dollars) | |||
Cash Distributions Paid Per Limited Partner Unit (dollars) | $ 0.4580 | $ 0.3400 | |
Common Units [Member] | |||
Net Income Attributable to the Partnership Per Limited Partner Unit—Basic and Diluted (dollars) | |||
Basic, per unit (dollars) | 0.44 | 0.39 | |
Diluted, per unit (dollars) | $ 0.44 | $ 0.39 | |
Average Limited Partner Units Outstanding—Basic and Diluted (thousands) | |||
Basic, units | 82,628,424 | 42,514,707 | |
Diluted, units | 82,628,424 | 42,514,707 | |
Common Units [Member] | Public [Member] | |||
Costs and Expenses | |||
Net income attributable to the Partnership | $ 10.7 | $ 8.6 | |
Average Limited Partner Units Outstanding—Basic and Diluted (thousands) | |||
Basic, units | 24,139,000 | 21,047,000 | |
Diluted, units | 24,139,000 | 21,047,000 | |
Common Units [Member] | Non-public [Member] | Phillips 66 [Member] | |||
Costs and Expenses | |||
Net income attributable to the Partnership | $ 25.8 | $ 8 | |
Average Limited Partner Units Outstanding—Basic and Diluted (thousands) | |||
Basic, units | 58,490,000 | 21,468,000 | |
Diluted, units | 58,490,000 | 21,468,000 | |
Subordinated Units [Member] | |||
Net Income Attributable to the Partnership Per Limited Partner Unit—Basic and Diluted (dollars) | |||
Basic, per unit (dollars) | $ 0.35 | ||
Diluted, per unit (dollars) | $ 0.35 | ||
Average Limited Partner Units Outstanding—Basic and Diluted (thousands) | |||
Basic, units | 35,217,112 | ||
Diluted, units | 35,217,112 | ||
Subordinated Units [Member] | Non-public [Member] | Phillips 66 [Member] | |||
Costs and Expenses | |||
Net income attributable to the Partnership | $ 12.4 | ||
Net Income Attributable to the Partnership Per Limited Partner Unit—Basic and Diluted (dollars) | |||
Basic, per unit (dollars) | $ 0.35 | ||
Diluted, per unit (dollars) | $ 0.35 | ||
Average Limited Partner Units Outstanding—Basic and Diluted (thousands) | |||
Basic, units | 35,217,000 | ||
Diluted, units | 35,217,000 | ||
[1] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | [1] | |
Statement of Comprehensive Income [Abstract] | |||
Net Income | $ 60.2 | $ 32.8 | |
Defined benefit plans | |||
Plan sponsored by equity affiliates, net of tax | 0.7 | ||
Other Comprehensive Income | 0.7 | ||
Comprehensive Income | 60.9 | 32.8 | |
Less: Comprehensive Income attributable to noncontrolling interests | 3 | ||
Comprehensive Income Attributable to the Partnership | $ 57.9 | $ 32.8 | |
[1] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. |
Consolidated Balance Sheet
Consolidated Balance Sheet - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 | |
Assets | |||
Cash and cash equivalents | $ 20.1 | $ 50.3 | [1] |
Accounts receivable—related parties | 36.4 | 21.4 | [1] |
Accounts receivable—third parties | 1.6 | 3.3 | [1] |
Materials and supplies | 5.2 | 4.5 | [1] |
Other current assets | 1.6 | 4.2 | [1] |
Total Current Assets | 64.9 | 83.7 | [1] |
Equity investments | 967.1 | 944.9 | [1] |
Net properties, plants and equipment | 1,641.5 | 1,625.2 | [1] |
Goodwill | 2.5 | 2.5 | [1] |
Deferred rentals—related parties | 5.4 | 5.6 | [1] |
Deferred tax assets | 0 | 0.1 | [1] |
Other assets | 0.7 | 0.7 | [1] |
Total Assets | 2,682.1 | 2,662.7 | [1] |
Liabilities | |||
Accounts payable—related parties | 5.6 | 3.9 | [1] |
Accounts payable—third parties | 15.6 | 66.9 | [1] |
Payroll and benefits payable | 0 | 0.7 | [1] |
Accrued property and other taxes | 9.5 | 7.5 | [1] |
Accrued interest | 5.7 | 16.9 | [1] |
Current portion of accrued environmental costs | 0.8 | 0.8 | [1] |
Deferred revenues—related parties | 5.8 | 4.6 | [1] |
Other current liabilities | 0.2 | 0.1 | [1] |
Total Current Liabilities | 43.2 | 101.4 | [1] |
Note payable—related party | 212 | 241 | [1] |
Long-term debt | 1,090.9 | 1,090.7 | [1] |
Asset retirement obligations | 3.4 | 3.4 | [1] |
Accrued environmental costs | 0.8 | 0.8 | [1] |
Deferred income taxes | 0.6 | 0.3 | [1] |
Deferred revenues—related parties—long-term | 17.1 | 10.9 | [2] |
Total Liabilities | 1,368 | 1,448.5 | [1] |
Equity | |||
General partner—Phillips 66 (2016—1,691,850 units issued and outstanding; 2015—1,683,425 units issued and outstanding) | (646.8) | (650.3) | [1] |
Noncontrolling interests | 851.7 | 0 | [2] |
Accumulated other comprehensive loss | (0.8) | (1.5) | [1] |
Total Equity | 1,314.1 | 1,214.2 | [1] |
Total Liabilities and Equity | 2,682.1 | 2,662.7 | [1] |
Phillips 66 [Member] | |||
Equity | |||
Net investment—Predecessors | 0 | 824.1 | [1] |
Public [Member] | Common Units [Member] | |||
Equity | |||
Unitholders | 808.5 | 808.9 | [1] |
Total Equity | 808.5 | 808.9 | |
Non-public [Member] | Common Units [Member] | Phillips 66 [Member] | |||
Equity | |||
Unitholders | 301.5 | 233 | [1] |
Total Equity | $ 301.5 | $ 233 | |
[1] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. | ||
[2] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. |
Consolidated Balance Sheet (Par
Consolidated Balance Sheet (Parenthetical) - shares | Mar. 31, 2016 | Dec. 31, 2015 |
General partner—Phillips 66 units issued | 1,691,850 | 1,683,425 |
General partner—Phillips 66 units outstanding | 1,691,850 | 1,683,425 |
Common Units [Member] | Public [Member] | ||
Units issued | 24,138,750 | 24,138,750 |
Units outstanding | 24,138,750 | 24,138,750 |
Common Units [Member] | Non-public [Member] | Phillips 66 [Member] | ||
Units issued | 58,761,865 | 58,349,042 |
Units outstanding | 58,761,865 | 58,349,042 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows - USD ($) $ in Millions | 3 Months Ended | ||||
Mar. 31, 2016 | Mar. 31, 2015 | ||||
Cash Flows From Operating Activities | |||||
Net income | $ 60.2 | $ 32.8 | [1] | ||
Adjustments to reconcile net income to net cash provided by operating activities | |||||
Depreciation | 13.8 | 5.1 | [1] | ||
Deferred taxes | 0.1 | 0.1 | [1] | ||
Deferred rentals—related parties | 0.1 | 0.1 | [1] | ||
Undistributed equity earnings | 0.6 | (5.8) | [1] | ||
Deferred revenues—related parties—long-term | 6.1 | ||||
Other | 0.3 | 0.6 | [1] | ||
Working capital adjustments | |||||
Decrease (increase) in accounts receivable | (11.9) | (4.5) | [1] | ||
Decrease (increase) in materials and supplies | (0.8) | (0.1) | [1] | ||
Decrease (increase) in other current assets | 0.7 | 1 | [1] | ||
Increase (decrease) in accounts payable | 5.9 | (2.9) | [1] | ||
Increase (decrease) in accrued interest | (11.2) | 2.3 | [1] | ||
Increase (decrease) in deferred revenues | 1.2 | 1.1 | [1] | ||
Increase (decrease) in environmental accruals | 0.1 | ||||
Increase (decrease) in other accruals | 1.5 | (0.1) | [1] | ||
Net Cash Provided by Operating Activities | 66.7 | 29.7 | [1] | ||
Cash Flows From Investing Activities | |||||
Cash capital expenditures and investments | (77) | (161.7) | [1] | ||
Return of investment from equity affiliates | 3.5 | 0.7 | [1] | ||
Net Cash Used in Investing Activities | (73.5) | (895.3) | [1] | ||
Cash Flows From Financing Activities | |||||
Net contributions from Phillips 66 to Predecessors | 56.9 | 98.2 | [1] | ||
Issuance of debt | 56.9 | 1,198.2 | [1] | ||
Repayment of debt | (85.9) | (498.6) | [1] | ||
Issuance of common units | [1] | 396.4 | |||
Offering costs | [1] | (12.1) | |||
Debt issuance costs | [1] | (8.9) | |||
Distributions to General Partner associated with acquisitions | [1] | (145.7) | |||
Other cash contributions from (to) Phillips 66 | 0.1 | (0.1) | [1] | ||
Net Cash Provided by (Used in) Financing Activities | (23.4) | 998.3 | [1] | ||
Net Change in Cash and Cash Equivalents | (30.2) | 132.7 | [1] | ||
Cash and cash equivalents at beginning of period | 50.3 | [2] | 15.9 | [1] | |
Cash and Cash Equivalents at End of Period | 20.1 | 148.6 | [1] | ||
Public [Member] | Common Units [Member] | |||||
Cash Flows From Financing Activities | |||||
Quarterly distributions to unitholders | (11.1) | (6.4) | [1] | ||
Phillips 66 [Member] | Non-public [Member] | Common Units [Member] | |||||
Cash Flows From Financing Activities | |||||
Quarterly distributions to unitholders | (26.7) | (7.1) | [1] | ||
Phillips 66 [Member] | Non-public [Member] | Subordinated Units [Member] | |||||
Cash Flows From Financing Activities | |||||
Quarterly distributions to unitholders | [1] | (12) | |||
Explorer Pipeline Company, DCP Sand Hills Pipeline LLC, DCP Southern Hills Pipeline LLC [Member] | Phillips 66 [Member] | |||||
Cash Flows From Investing Activities | |||||
Sand Hills/Southern Hills/Explorer equity investment acquisition | [1] | (734.3) | |||
General Partner [Member] | |||||
Cash Flows From Financing Activities | |||||
Quarterly distributions to unitholders | $ (13.6) | $ (3.6) | [1] | ||
[1] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. | ||||
[2] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. |
Consolidated Statement of Chang
Consolidated Statement of Changes in Equity - USD ($) $ in Millions | Total | Sweeny Fractionator Acquisition [Member] | Explorer Pipeline Company, DCP Sand Hills Pipeline LLC, DCP Southern Hills Pipeline LLC [Member] | Net Investment [Member] | Noncontrolling Interest [Member] | General Partner [Member] | General Partner [Member]Sweeny Fractionator Acquisition [Member] | General Partner [Member]Explorer Pipeline Company, DCP Sand Hills Pipeline LLC, DCP Southern Hills Pipeline LLC [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Common Units [Member]Public [Member] | Common Units [Member]Non-public [Member]Phillips 66 [Member] | Common Units [Member]Non-public [Member]Phillips 66 [Member]Sweeny Fractionator Acquisition [Member] | Common Units [Member]Non-public [Member]Phillips 66 [Member]Explorer Pipeline Company, DCP Sand Hills Pipeline LLC, DCP Southern Hills Pipeline LLC [Member] | Subordinated Units [Member]Non-public [Member]Phillips 66 [Member] | ||
Beginning Balance at Dec. 31, 2014 | $ 412.8 | $ 340.6 | $ (517) | $ 415.3 | $ 57.1 | $ 116.8 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||
Less: Net income (loss) attributable to Predecessors | (2.6) | [1] | (2.6) | |||||||||||||
Net contributions from Phillips 66—Predecessors | 98.2 | 98.2 | ||||||||||||||
Issuance of common units | 383.9 | 383.9 | ||||||||||||||
Deemed net distributions to General Partner associated with acquisitions | (144.9) | (144.9) | ||||||||||||||
Net income attributable to the Partnership | 35.4 | [1] | 6.4 | 8.6 | 8 | 12.4 | ||||||||||
Accumulated other comprehensive income (loss) | (1.5) | $ (1.5) | ||||||||||||||
Quarterly cash distributions to unitholders and General Partner | (29.1) | (3.6) | (6.4) | (7.1) | (12) | |||||||||||
Other contributions from Phillips 66 | 2.6 | 2.6 | ||||||||||||||
Ending Balance at Mar. 31, 2015 | [1] | $ 754.8 | 436.2 | $ (656.5) | (1.5) | $ 801.4 | $ 58 | $ 117.2 | ||||||||
Units at Dec. 31, 2014 | 76,575,878 | 1,531,518 | 18,888,750 | 20,938,498 | 35,217,112 | |||||||||||
Units Outstanding [Roll Forward] | ||||||||||||||||
Units issued associated with a public equity offering | 5,250,000 | 5,250,000 | ||||||||||||||
Units issued associated with acquisition | 1,726,914 | 139,538 | 1,587,376 | |||||||||||||
Units at Mar. 31, 2015 | 83,552,792 | 1,671,056 | 24,138,750 | 22,525,874 | 35,217,112 | |||||||||||
Beginning Balance at Dec. 31, 2015 | $ 1,214.2 | [2] | 824.1 | $ (650.3) | (1.5) | $ 808.9 | $ 233 | $ 0 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||
Less: Net income (loss) attributable to Predecessors | 4.9 | 4.9 | ||||||||||||||
Net contributions from Phillips 66—Predecessors | 90.4 | 90.4 | ||||||||||||||
Allocation of net investment to unitholders and noncontrolling interests | $ (919.4) | $ 848.7 | 1.3 | 69.4 | ||||||||||||
Net income attributable to the Partnership | 52.3 | 15.8 | 10.7 | 25.8 | ||||||||||||
Net income attributable to noncontrolling interest | 3 | 3 | ||||||||||||||
Accumulated other comprehensive income (loss) | 0.7 | 0.7 | ||||||||||||||
Quarterly cash distributions to unitholders and General Partner | (51.4) | (13.6) | (11.1) | (26.7) | $ 0 | |||||||||||
Ending Balance at Mar. 31, 2016 | $ 1,314.1 | $ 851.7 | $ (646.8) | $ (0.8) | $ 808.5 | $ 301.5 | ||||||||||
Units at Dec. 31, 2015 | 84,171,217 | 1,683,425 | 24,138,750 | 58,349,042 | ||||||||||||
Units Outstanding [Roll Forward] | ||||||||||||||||
Units issued associated with acquisition | 421,248 | 8,425 | 412,823 | |||||||||||||
Units at Mar. 31, 2016 | 84,592,465 | 1,691,850 | 24,138,750 | 58,761,865 | ||||||||||||
[1] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. | |||||||||||||||
[2] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. |
Business and Basis of Presentat
Business and Basis of Presentation | 3 Months Ended |
Mar. 31, 2016 | |
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. References to Phillips 66 may refer to Phillips 66 and/or its subsidiaries, depending on the context. Description of the Business We are a growth-oriented master limited partnership formed to own, operate, develop and acquire primarily fee-based crude oil, refined petroleum products and natural gas liquids (NGL) pipelines, terminals and other transportation and midstream assets. Our common units trade on the New York Stock Exchange under the symbol “PSXP.” Effective March 1, 2016 (the Effective Date), we acquired from Phillips 66 a 25 percent controlling interest in Phillips 66 Sweeny Frac LLC (Sweeny Frac LLC) for total consideration valued at $236 million (the Sweeny Fractionator Acquisition). Sweeny Frac LLC owns an NGL fractionator and an associated NGL salt dome storage facility, which are collectively referred to as the Acquired Assets. See Note 4— Sweeny Fractionator Acquisition for more information. Our assets consist of crude oil, refined petroleum products and NGL transportation, terminaling and storage systems, including an NGL fractionation facility. We conduct our operations through both wholly owned and joint venture operations. The majority of our assets are connected to, and integral to the operation of, seven of Phillips 66’s owned or operated refineries. We generate revenue primarily by charging tariffs and fees for transporting crude oil and refined petroleum products through our pipelines, and for terminaling and storing crude oil, refined petroleum products and NGL at our terminals, rail racks and storage facilities. In addition, we also generate revenue from the fractionation of NGL. Our equity affiliates generate revenue primarily from transporting NGL and refined petroleum products. Since we do not own any of the NGL, crude oil and refined petroleum products we handle and do not engage in the trading of NGL, 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. Basis of Presentation We acquired assets from Phillips 66 that were considered transfers of businesses between entities under common control. This required the transactions to be accounted for as if the transfers had occurred at the beginning of the transfer period, 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 these acquired businesses prior to the effective date of each acquisition. We refer to these pre-acquisition operations as those of our “Predecessors.” The combined financial statements of our Predecessors (inclusive of noncontrolling interests) 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 of our Predecessors in these financial statements have been reflected on a historical cost basis because the transfer of the Predecessors to us took place within the Phillips 66 consolidated group. The consolidated statement of income also includes expense allocations for certain functions performed by Phillips 66 and historically not allocated to the Predecessors’ operations, 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 properties, plants and equipment (PP&E) and equity investments, or number of terminals and pipeline miles, and secondarily on activity-based cost allocations. Our management believes the assumptions underlying the allocation of expenses from Phillips 66 were reasonable. Nevertheless, the financial results of our Predecessors may not include all of the actual expenses that would have been incurred had our Predecessors been a stand-alone publicly traded partnership during the periods presented. |
Interim Financial Information
Interim Financial Information | 3 Months Ended |
Mar. 31, 2016 | |
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 2015 Annual Report on Form 10-K. The results of operations for the three months ended March 31, 2016 , are not necessarily indicative of the results to be expected for the full year. |
Changes in Accounting Principle
Changes in Accounting Principles | 3 Months Ended |
Mar. 31, 2016 | |
Changes in Accounting Principles [Abstract] | |
Changes in Accounting Principles | Changes in Accounting Principles Effective January 1, 2016, we early adopted the Financial Accounting Standards Board (FASB) Accounting Standards Update (ASU) No. 2015-17, “Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes.” The new update simplified the presentation of deferred income taxes and required deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. The classification was made at the taxpaying component level of an entity, after reflecting any offset of deferred tax liabilities, deferred tax assets and any related valuation allowances. We applied the amendments prospectively to all deferred tax liabilities and assets. In June 2014, the FASB issued ASU 2014-10, “Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities (VIE) Guidance in Topic 810, Consolidation.” The new standard removes the definition of a development stage entity from the Master Glossary of the Accounting Standard Codification and the related financial reporting requirements specific to development stage entities. This ASU is intended to reduce cost and complexity of financial reporting for entities that have not commenced planned principal operations. For financial reporting requirements other than the VIE guidance in ASC Topic 810, “Consolidation,” ASU 2014-10 was effective for annual and quarterly reporting periods of public entities beginning after December 15, 2014. For the financial reporting requirements related to VIEs in ASC Topic 810, “Consolidation,” ASU 2014-10 was effective for annual and quarterly reporting periods of public entities beginning after December 15, 2015. We adopted this standard and updated our disclosures about the risks and uncertainties related to our joint venture entities that have not commenced their principal operations. |
Sweeny Fractionator Acquisition
Sweeny Fractionator Acquisition | 3 Months Ended |
Mar. 31, 2016 | |
Retrospective Adjustments For Common Control Transactions [Abstract] | |
Acquisitions | Sweeny Fractionator Acquisition On February 17, 2016, we entered into a Contribution, Conveyance and Assumption Agreement (CCAA) with subsidiaries of Phillips 66 to acquire a 25 percent controlling interest in Sweeny Frac LLC for a total consideration of $236 million , consisting of the assumption of a $212 million note payable to a subsidiary of Phillips 66 and the issuance of 412,823 newly issued common units to Phillips 66 Project Development Inc. and 8,425 general partner units to Phillips 66 Partners GP LLC (General Partner) to maintain its 2.0 percent general partner interest. The Sweeny Fractionator Acquisition closed on March 1, 2016, with total transaction costs of $0.9 million expensed as incurred. In connection with the Sweeny Fractionator Acquisition, we entered into various commercial agreements with Phillips 66 and amended the omnibus agreement and the operational services agreement with Phillips 66. Sweeny Frac LLC is engaged in the business of fractionating and storing NGL through an NGL fractionator and storage caverns: • Sweeny NGL Fractionator. A newly constructed NGL fractionator located within Phillips 66's Sweeny refinery complex in Old Ocean, Texas. The Sweeny NGL Fractionator has a processing capacity of 100,000 barrels per day. The NGL fractionator uses distillation to process a raw (Y-grade) NGL stream into its individual purity components, such as propane and butane. • Clemens Caverns. A newly constructed underground salt dome NGL storage facility located near Brazoria, Texas. The Clemens Caverns facilitate handling of Y-grade NGL for input into the Sweeny NGL Fractionator, as well as storage of purity NGL products produced by the fractionator. Construction activities on the Sweeny NGL Fractionator and Clemens Caverns began in 2013. Commercial operations at the Sweeny NGL Fractionator commenced in December 2015, and commercial operations at the Clemens Caverns commenced in September 2015. Operating revenues are generated by charging fees based on contracted throughput volumes in the Sweeny NGL Fractionator and storage of NGL at the Clemens Caverns. We do not own any of the NGL handled and do not engage in the trading of NGL. After the acquisition, Phillips 66 owns: • 58,761,865 common units representing an aggregate 69.5 percent limited partner interest. • 1,691,850 general partner units, representing a 2 percent general partner interest. • All of the incentive distribution rights (IDRs). Because the Sweeny Fractionator Acquisition was considered a transfer of businesses between entities under common control, the Acquired Assets were transferred at historical carrying value. The net book value of our 25 percent interest acquired was $283 million at March 1, 2016. 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. We consolidate Sweeny Frac LLC as we determined that it is a variable interest entity (VIE) and we are the primary beneficiary. As the general partner of the partnership that owns Sweeny Frac LLC, we have the ability to control its financial interests, as well as the ability to direct the activities of Sweeny Frac LLC that most significantly impact its economic performance. The most significant assets of Sweeny Frac LLC that are available to settle only its obligations are its net PP&E of $1,151.4 million at March 31, 2016. The following tables present our results of operations and financial position giving effect to the Sweeny Fractionator Acquisition. The combined results of the Acquired Assets prior to the Effective Date are included in “Acquired Assets Predecessor.” The consolidated results of the Acquired Assets after the Effective Date are included in “Phillips 66 Partners LP.” “Net income (loss) attributable to Predecessors” includes earnings of $3.7 million and a loss of $2.0 million attributable to noncontrolling interests in the first quarter of 2016 and 2015, respectively. “Net investment—Predecessors” at December 31, 2015, includes $800.2 million attributable to noncontrolling interests. Three Months Ended March 31, 2016 Millions of Dollars Consolidated Statement of Income Phillips 66 Partners LP Acquired Assets Predecessor Consolidated Revenues Operating revenues—related parties $ 76.5 17.7 94.2 Operating revenues—third parties 2.0 — 2.0 Equity in earnings of affiliates 24.8 — 24.8 Other income — 0.2 0.2 Total revenues and other income 103.3 17.9 121.2 Costs and Expenses Operating and maintenance expenses 17.6 5.2 22.8 Depreciation 8.4 5.4 13.8 General and administrative expenses 8.1 0.8 8.9 Taxes other than income taxes 3.8 1.6 5.4 Interest and debt expense 9.9 — 9.9 Total costs and expenses 47.8 13.0 60.8 Income before income taxes 55.5 4.9 60.4 Provision for income taxes 0.2 — 0.2 Net Income 55.3 4.9 60.2 Less: Net income attributable to noncontrolling interests 3.0 — 3.0 Less: Net income attributable to Predecessors — 4.9 4.9 Net Income Attributable to the Partnership $ 52.3 — 52.3 Three Months Ended March 31, 2015 Millions of Dollars Consolidated Statement of Income Phillips 66 Partners LP Acquired Assets Predecessor Phillips 66 Partners LP Revenues Operating revenues—related parties $ 62.8 — 62.8 Operating revenues—third parties 1.1 — 1.1 Equity in earnings of affiliates 6.1 — 6.1 Other income 0.1 — 0.1 Total revenues and other income 70.1 — 70.1 Costs and Expenses Operating and maintenance expenses 14.8 1.2 16.0 Depreciation 5.1 — 5.1 General and administrative expenses 7.4 0.8 8.2 Taxes other than income taxes 1.3 0.6 1.9 Interest and debt expense 5.9 — 5.9 Total costs and expenses 34.5 2.6 37.1 Income before income taxes 35.6 (2.6 ) 33.0 Provision for income taxes 0.2 — 0.2 Net Income (Loss) 35.4 (2.6 ) 32.8 Less: Net loss attributable to Predecessors — (2.6 ) (2.6 ) Net Income Attributable to the Partnership $ 35.4 — 35.4 Millions of Dollars December 31, 2015 Consolidated Balance Sheet Phillips 66 Partners LP (As Previously Reported) Acquired Assets Predecessor Consolidated Results (As Currently Reported) Assets Cash and cash equivalents $ 48.0 2.3 50.3 Accounts receivable—related parties 21.4 — 21.4 Accounts receivable—third parties 3.3 — 3.3 Materials and supplies 2.5 2.0 4.5 Other current assets 2.2 2.0 4.2 Total Current Assets 77.4 6.3 83.7 Equity investments 944.9 — 944.9 Net properties, plants and equipment 492.4 1,132.8 1,625.2 Goodwill 2.5 — 2.5 Deferred rentals—related parties 5.6 — 5.6 Deferred tax assets — 0.1 0.1 Other assets 0.7 — 0.7 Total Assets $ 1,523.5 1,139.2 2,662.7 Liabilities Accounts payable—related parties $ 3.9 — 3.9 Accounts payable—third parties 8.3 58.6 66.9 Payroll and benefits payable — 0.7 0.7 Accrued property and other taxes 5.1 2.4 7.5 Accrued interest 15.1 1.8 16.9 Current portion of accrued environmental costs 0.8 — 0.8 Deferred revenues—related parties 4.4 0.2 4.6 Other current liabilities 0.1 — 0.1 Total Current Liabilities 37.7 63.7 101.4 Note payable—related party — 241.0 241.0 Long-term debt 1,090.7 — 1,090.7 Asset retirement obligations 3.4 — 3.4 Accrued environmental costs 0.8 — 0.8 Deferred income taxes 0.3 — 0.3 Deferred revenues—related parties—long-term 0.5 10.4 10.9 Total Liabilities 1,133.4 315.1 1,448.5 Equity Net investment—Predecessors — 824.1 824.1 Common unitholders—public 808.9 — 808.9 Common unitholder—Phillips 66 233.0 — 233.0 General partner—Phillips 66 (650.3 ) — (650.3 ) Accumulated other comprehensive loss (1.5 ) — (1.5 ) Total Equity 390.1 824.1 1,214.2 Total Liabilities and Equity $ 1,523.5 1,139.2 2,662.7 |
Equity Investments
Equity Investments | 3 Months Ended |
Mar. 31, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Investments | Equity Investments Bakken Joint Ventures In January 2015, we closed on agreements with Paradigm Energy Partners, LLC (Paradigm) to form two joint ventures to develop midstream logistics infrastructure in North Dakota. At closing, we contributed our Palermo Rail Terminal project for a 70 percent ownership interest in Phillips 66 Partners Terminal LLC (Phillips 66 Partners Terminal), and $4.9 million in cash for a 50 percent ownership interest in Paradigm Pipeline, LLC (Paradigm Pipeline). We account for both joint ventures under the equity method of accounting due to governance provisions that require supermajority voting on all decisions that significantly impact the governance, management and economic performance of the joint ventures. As of March 31, 2016, the planned principal operations of Paradigm Pipeline have not commenced. Until the planned principal operations have commenced, Paradigm Pipeline does not have sufficient equity at risk to fully fund the construction of all assets required for principal operations, and thus represents a VIE in which we are not the primary beneficiary. Our maximum exposure to loss represented the carrying value of our investment of $53 million . Sand Hills/Southern Hills/Explorer Pipeline Joint Ventures In February 2015, we entered into a CCAA with subsidiaries of Phillips 66 to acquire 100 percent of Phillips 66’s one-third equity interests in DCP Sand Hills Pipeline LLC (Sand Hills) and DCP Southern Hills Pipeline, LLC (Southern Hills) and 19.46 percent equity interest in Explorer Pipeline Company (Explorer). The transaction closed in March 2015 . Total consideration for the transaction was $1.01 billion consisting of $880 million in cash, funded by a portion of the proceeds from a public offering of unsecured senior notes and a public offering of common units; in addition, the Partnership issued 1,587,376 common units to Phillips 66 and 139,538 general partner units to our General Partner to maintain its 2 percent interest. Total transaction costs of $0.9 million were expensed as incurred in general and administrative expenses. Bayou Bridge In October 2015, we entered into a CCAA with Phillips 66 to acquire its 40 percent interest in Bayou Bridge Pipeline, LLC (Bayou Bridge Pipeline), a joint venture in which Energy Transfer Partners, L.P. and Sunoco Logistics Partners L.P. (Sunoco Logistics) each hold a 30 percent interest, with Sunoco Logistics serving as the operator. Bayou Bridge Pipeline is developing a pipeline which will deliver crude oil from the Phillips 66 and Sunoco Logistics terminals in Nederland, Texas, to Lake Charles, Louisiana, and onward to St. James, Louisiana. Total consideration for the transaction, which closed in December 2015, was approximately $69.6 million , consisting of the assumption of a $34.8 million note payable to Phillips 66 that was immediately paid in full; the issuance of 606,056 common units to Phillips 66; and the issuance of 12,369 general partner units of the Partnership to our General Partner to maintain its 2 percent general partner interest. As of March 31, 2016, the planned principal operations of Bayou Bridge Pipeline had not commenced. Until the planned principal operations have commenced, Bayou Bridge Pipeline does not have sufficient equity at risk to fully fund the construction of all assets required for principal operation, and thus represents a VIE in which we are not the primary beneficiary. Our maximum exposure to loss represented the carrying value of our investment of $92 million . In April 2016, commercial operations commenced on the first segment of the pipeline from Nederland, Texas, to Lake Charles, Louisiana; we will reassess Bayou Bridge Pipeline’s VIE status in the second quarter. The acquisitions of interests in the Sand Hills, Southern Hills, Explorer and Bayou Bridge Pipeline joint ventures represented transfers of investments between entities under common control. Accordingly, these equity investments were transferred at historical carrying value, but are included in the financial statements prospectively from the effective date of each acquisition. The following table summarizes our equity investments: Millions of Dollars Percentage Ownership Carrying Value March 31 December 31 Sand Hills 33.34 % $ 433.2 430.5 Southern Hills 33.34 212.3 212.9 Explorer 19.46 101.1 102.4 Phillips 66 Partners Terminal 70.00 75.5 77.0 Paradigm Pipeline 50.00 53.0 52.5 Bayou Bridge Pipeline 40.00 92.0 69.6 Total equity investments $ 967.1 944.9 Earnings from our equity investments were as follows: Millions of Dollars Three Months Ended 2016 2015 Sand Hills $ 14.9 4.3 Southern Hills 6.7 1.5 Explorer 3.5 0.3 Phillips 66 Partners Terminal (0.1 ) — Paradigm Pipeline (0.1 ) — Bayou Bridge Pipeline (0.1 ) — Total equity in earnings of affiliates $ 24.8 6.1 Summarized 100 percent financial information for Sand Hills follows. Although the acquisition of Sand Hills closed on March 2, 2015, the entire three-month period ended March 31, 2015, is presented in the table below for enhanced comparability. Millions of Dollars Three Months Ended 2016 2015 Revenues $ 60.3 51.0 Income before income taxes 42.5 32.8 Net income 42.3 32.4 |
Properties, Plants and Equipmen
Properties, Plants and Equipment | 3 Months Ended |
Mar. 31, 2016 | |
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 December 31 2015 Land $ 14.1 6.0 Buildings and improvements 57.6 30.0 Pipelines and related assets † 230.3 229.5 Terminals and related assets † 347.8 345.9 Rail racks and related assets † 136.3 136.3 Fractionator and related assets* † 614.7 626.2 Caverns and related assets* † 345.2 285.3 Construction-in-progress* 180.9 237.7 Gross PP&E 1,926.9 1,896.9 Less: Accumulated depreciation* (285.4 ) (271.7 ) Net PP&E $ 1,641.5 1,625.2 *Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. †Assets for which we are the lessor. See Note 14—Leases . |
Debt
Debt | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt Long-term debt at March 31, 2016, and December 31, 2015, was: Millions of Dollars March 31 December 31 2.646% Senior Notes due 2020 $ 300.0 300.0 3.605% Senior Notes due 2025 500.0 500.0 4.680% Senior Notes due 2045 300.0 300.0 Note payable to Phillips 66 due 2020 at 3.0%* 212.0 241.0 Debt at face value 1,312.0 1,341.0 Unamortized discounts and debt issuance costs (9.1 ) (9.3 ) Total debt $ 1,302.9 1,331.7 *Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. As of March 31, 2016, the aggregate fair value of the fixed-rate debt in the preceding table was $1,215.8 million . The fair value was estimated using quoted market prices of comparable instruments (Level 2 inputs). At March 31, 2016, and December 31, 2015, no floating-rate debt was outstanding. Notes Payable On March 1, 2016, the Partnership entered into an Assignment and Assumption of Note with subsidiaries of Phillips 66, pursuant to which the Partnership assumed the obligations under the Note. The Note matures on October 1, 2020, and bears interest at the rate of 3.0 percent per annum. Interest on the Note is payable quarterly, and all principal and any accrued and unpaid interest on the Note is due and payable at maturity. The Note may be paid in whole or in part prior to that date with no penalty, and contains customary default provisions for failure to pay principal or interest. |
Equity
Equity | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Equity | Equity Common Units Offering In February 2015, we completed the public offering of an aggregate of 5,250,000 common units representing limited partner interests at a price of $75.50 per common unit (Units Offering). The Partnership received proceeds (net of underwriting discounts) of $384.5 million from the Units Offering. The Partnership utilized a portion of the net proceeds from the Units Offering to partially fund the acquisition of the Sand Hills, Southern Hills and Explorer equity investments and to repay amounts outstanding under our revolving credit facility. We used the remaining proceeds to fund expansion capital expenditures and for general partnership purposes. |
Net Income Per Limited Partner
Net Income Per Limited Partner Unit | 3 Months Ended |
Mar. 31, 2016 | |
Partners' Capital Notes [Abstract] | |
Net Income Per Limited Partner Unit | Net Income Per Limited Partner Unit Net income per unit applicable to common and subordinated units is computed by dividing these limited partners’ respective interests 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 to calculate the net income per unit applicable to the limited partners. The classes of participating securities as of March 31, 2016, included common units, general partner units and incentive distribution rights (IDRs). Basic and diluted net income per unit are the same because we do not have potentially dilutive instruments outstanding for the periods presented. Net income earned by the Partnership is allocated between the limited partners and the General Partner (including the General Partner’s IDRs) in accordance with our partnership agreement. First, earnings are allocated based on actual cash distributions made to our unitholders, including those attributable to the General Partner’s IDRs. To the extent net income attributable to the Partnership exceeds or is less than cash distributions, this difference is allocated based on the unitholders’ respective ownership percentages, after consideration of any priority allocations of earnings. When our financial statements are retrospectively adjusted after a dropdown transaction, the earnings of the acquired business or asset, prior to the closing of the transaction, are allocated entirely to our General Partner and presented as net income (loss) attributable to Predecessors. The earnings per unit of our limited partners prior to the close of the transaction do not change as a result of the dropdown. After the closing of a dropdown transaction, the earnings of the acquired business are allocated in accordance with our partnership agreement as previously described. Millions of Dollars Three Months Ended March 31 2016 2015 Net income attributable to the Partnership $ 52.3 35.4 Less: General partner’s distribution declared (including IDRs)* 15.6 6.4 Limited partners’ distribution declared on common units* 39.9 17.3 Limited partner’s distribution declared on subordinated units* — 13.0 Distributions in excess of net income attributable to the Partnership $ (3.2 ) (1.3 ) *Distribution declared attributable to the indicated periods. General Partner (including IDRs) Limited Partners’ Common Units Limited Partner’s Subordinated Units Total Three Months Ended March 31, 2016 Net income attributable to the Partnership (millions): Distribution declared $ 15.6 39.9 — 55.5 Distribution in excess of net income attributable to the Partnership 0.2 (3.4 ) — (3.2 ) Net income attributable to the Partnership $ 15.8 36.5 — 52.3 Weighted average units outstanding: Basic 1,686,295 82,628,424 — 84,314,719 Diluted 1,686,295 82,628,424 — 84,314,719 Net income per limited partner unit (dollars): Basic $ 0.44 — Diluted 0.44 — Three Months Ended March 31, 2015 Net income attributable to the Partnership (millions): Distribution declared $ 6.4 17.3 13.0 36.7 Distribution in excess of net income attributable to the Partnership — (0.7 ) (0.6 ) (1.3 ) Net income attributable to the Partnership $ 6.4 16.6 12.4 35.4 Weighted average units outstanding: Basic 1,578,031 42,514,707 35,217,112 79,309,850 Diluted 1,578,031 42,514,707 35,217,112 79,309,850 Net income per limited partner unit (dollars): Basic $ 0.39 0.35 Diluted 0.39 0.35 On April 20, 2016 , the Board of Directors of our General Partner declared a quarterly cash distribution of $0.481 per common unit which, when combined with distributions to our General Partner, will result in total distributions of $55.5 million attributable to the first quarter of 2016. This distribution is payable May 12, 2016 , to unitholders of record as of May 3, 2016 . |
Contingencies
Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Contingencies [Abstract] | |
Contingencies | Contingencies From time to time, lawsuits involving a variety of claims that arise in the ordinary course of business are 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. Based on currently available information, we believe it is remote that future costs related to known contingent liability exposures will exceed current accruals by an amount that would have a material adverse impact on our consolidated financial statements. As we learn new facts concerning contingencies, we reassess our position both with respect to accrued liabilities and other potential exposures. Estimates particularly sensitive to future changes include 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 potentially responsible parties. Estimated future costs related to tax and legal matters are subject to change as events evolve and as additional information becomes available during the administrative and litigation processes. Environmental We are subject to federal, state and local environmental laws and regulations. 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 March 31, 2016, we had $1.6 million of environmental accruals. In the future, we may be involved in additional environmental assessments, cleanups and proceedings. Legal Proceedings Under our 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, 2016 , and December 31, 2015, we did not have any material accrued contingent liabilities associated with litigation matters. Indemnification Under our 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 our Initial Public Offering (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 legal actions pending at the closing of the Offering) is subject to an aggregate deductible of $0.2 million before we are entitled to indemnification. Phillips 66 will also indemnify us under our 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 Acquired Assets Pursuant to the terms of the various agreements under which we acquired assets from Phillips 66 since the Offering, Phillips 66 assumed the responsibility for any liabilities arising out of or attributable to the ownership or operation of the assets, or other activities occurring in connection with and attributable to the ownership or operation of the assets, prior to the effective date of each acquisition. 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 assets, or other activities occurring in connection with and attributable to the ownership or operation of the assets, from and after the effective date of each acquisition. |
Cash Flow Information
Cash Flow Information | 3 Months Ended |
Mar. 31, 2016 | |
Cash Flow Information [Abstract] | |
Cash Flow Information | Cash Flow Information Sweeny Fractionator Acquisition The Sweeny Fractionator Acquisition was a noncash transaction. The historical book value of the net assets of our 25 percent interest acquired was $283 million . Of this amount, $212 million was attributed to the note payable assumed (a noncash investing and financing activity). The remaining $71 million was attributed to the common and general partner units issued (a noncash investing and financing activity). Sand Hills, Southern Hills and Explorer Acquisition Our acquisition of equity investments in Sand Hills, Southern Hills and Explorer had both cash and noncash elements. We attributed $734.3 million of the total $880.0 million cash consideration paid to the investment balance of the Sand Hills, Southern Hills and Explorer pipeline joint ventures acquired (an investing cash outflow). The remaining $145.7 million of excess cash consideration was deemed a distribution to our General Partner (a financing cash outflow). The common and general partner units issued to Phillips 66 in the transaction were assigned no value, because the cash consideration exceeded the historical net book value of the acquired assets in the transaction. Accordingly, the units issued for these acquisitions had no impact on partner capital balances, other than changing ownership percentages. Capital Expenditures Our capital expenditures and investments consisted of: Millions of Dollars Three Months Ended 2016 2015 Capital Expenditures and Investments Capital expenditures attributable to Predecessors* $ 19.0 180.1 Capital expenditures attributable to noncontrolling interest 5.2 — Capital expenditures and investments attributable to the Partnership 32.8 32.9 Total capital expenditures and investments* $ 57.0 213.0 *Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. Millions of Dollars Three Months Ended 2016 2015* Capital Expenditures and Investments Cash capital expenditures and investments $ 77.0 161.7 Change in capital expenditure accruals (20.0 ) 51.3 Total capital expenditures and investments $ 57.0 213.0 *Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. Millions of Dollars Three Months Ended 2016 2015 Noncash Investing and Financing Activities Contributions of net assets into joint ventures $ — 45.5 Transfer of net liabilities to Phillips 66—Sweeny Fractionator Acquisition 33.6 — |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Commercial Agreements In connection with the Offering and subsequent acquisitions from Phillips 66, we entered into multiple commercial agreements with Phillips 66, including transportation services agreements, terminal services agreements, storage services agreements, stevedoring services agreements, a fractionation service agreement and rail terminal services agreements. Under these long-term, fee-based agreements, we provide transportation, terminaling, storage, stevedoring, fractionation and rail terminal services to Phillips 66, and Phillips 66 commits to provide us with minimum quarterly throughput volumes of crude oil, NGL and refined petroleum products or minimum monthly service fees. Under our transportation and terminaling services agreements, if Phillips 66 fails to transport, throughput or store its minimum throughput volume during any quarter, then Phillips 66 will pay us a deficiency payment based on the calculation described in the agreement. Amended Operational Services Agreement Under our amended operational services 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. Amended Omnibus Agreement The amended omnibus 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. 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 Initial 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. 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 or after 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. For additional information on our commercial and other agreements with Phillips 66, see our 2015 Annual Report on Form 10-K. Related Party Transactions Significant related party transactions included in operating and maintenance expenses, general and administrative expenses and interest and debt expense were: Millions of Dollars Three Months Ended 2016 2015* Operating and maintenance expenses $ 12.0 8.8 General and administrative expenses 7.3 6.3 Interest and debt expense 0.6 1.9 Total $ 19.9 17.0 *Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. Currently, we pay Phillips 66 a monthly operational and administrative support fee under the terms of our amended omnibus agreement in the amount of $3.0 million . 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 of our amended omnibus agreement. 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. Under our amended operational services agreement, we reimburse Phillips 66 for the provision of certain operational services to us in support of our pipelines, rail racks and terminaling and storage facilities. Additionally, we pay Phillips 66 for insurance services provided to us. Operating and maintenance expenses also include volumetric gain/loss associated with volumes transported by Phillips 66. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2016 | |
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 laws of states that apply to entities organized as partnerships, primarily Texas. Our effective tax rate was 0.3 percent for the three-month period ended March 31, 2016 , compared with 0.6 percent for the corresponding period of 2015. The decrease in the 2016 three-month period was primarily attributable to a legislated reduction in the Texas margin tax rate. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2016 | |
Leases [Abstract] | |
Leases | Leases We are the lessor for transportation service agreements, terminal services agreements, storage services agreements and a fractionation service agreement with Phillips 66 as lessee that are considered operating leases under accounting principles generally accepted in the United States (GAAP). Certain of these agreements include escalation clauses to adjust transportation tariffs and terminaling and storage fees to reflect changes in price indices. Revenues from all of these agreements are recorded within “Operating revenues—related parties” on our consolidated statement of income. As of March 31, 2016 , future minimum payments to be received related to these agreements were estimated to be: Millions of Dollars Remainder of 2016 $ 277.3 2017 361.1 2018 342.2 2019 311.7 2020 308.1 2021 299.8 2022 and thereafter 929.3 Total $ 2,829.5 |
New Accounting Standards
New Accounting Standards | 3 Months Ended |
Mar. 31, 2016 | |
New Accounting Standards [Abstract] | |
New Accounting Standards | New Accounting Standards In March 2016, the FASB issued ASU No. 2016-07, “Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting.” The new standard eliminates the requirement that an investor retroactively apply equity method accounting when an investment that it had accounted for by another method initially qualifies for the equity method. Public business entities should apply the guidance in ASU 2016-07 for annual periods beginning after December 15, 2016, including interim periods within those annual periods, with early adoption permitted. We are currently evaluating the provisions of ASU 2016-07 and assessing the impact on our financial statements. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842).” In the new standard, the FASB modified its determination of whether a contract is a lease rather than whether a lease is a capital or operating lease under the previous GAAP. A contract represents a lease if a transfer of control occurs over an identified property, plant and equipment for a period of time in exchange for consideration. Control over the use of the identified asset includes the right to obtain substantially all of the economic benefits from the use of the asset and the right to direct its use. The FASB continued to maintain two classifications of leases - financing and operating - which are substantially similar to capital and operating leases in the previous lease guidance. Under the new standard, recognition of assets and liabilities arising from operating leases will require recognition on the balance sheet. The effect of all leases in the statement of comprehensive income and the statement of cash flows will be largely unchanged. Lessor accounting will also be largely unchanged. Additional disclosures will be required for financing and operating leases for both lessors and lessees. Public business entities should apply the guidance in ASU 2016-02 for annual periods beginning after December 15, 2018, including interim periods within those annual periods. Early adoption is permitted. We are currently evaluating the provisions of ASU 2016-02 and assessing its impact on our financial statements. In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities,” to meet its objective of providing more decision-useful information about financial instruments. The majority of this ASU’s provisions amend only the presentation or disclosures of financial instruments; however, one provision will also affect net income. Equity investments carried under the cost method or lower of cost or fair value method of accounting, in accordance with current GAAP, will have to be carried at fair value upon adoption of ASU 2016-01, with changes in fair value recorded in net income. For equity investments that do not have readily determinable fair values, a company may elect to carry such investments at cost less impairments, if any, adjusted up or down for price changes in similar financial instruments issued by the investee, when and if observed. Public business entities should apply the guidance in ASU 2016-01 for annual periods beginning after December 15, 2017, and interim periods within those annual periods, with early adoption prohibited. We are currently evaluating the provisions of ASU 2016-01 and assessing the impact on our financial statements. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606).” The new standard converged guidance on recognizing revenues in contracts with customers under GAAP and International Financial Reporting Standards. This ASU is intended to improve comparability of revenue recognition practices across entities, industries, jurisdictions and capital markets. In August 2015, the FASB issued ASU 2015-14, “Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date.” The amendment in this ASU defers the effective date of ASU 2014-09 for all entities for one year. Public business entities should apply the guidance in ASU 2014-09 to annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Earlier adoption is permitted only as of annual reporting periods beginning after December 31, 2016, including interim reporting periods within that reporting period. Retrospective or modified retrospective application of the accounting standard is required. We are currently evaluating the provisions of ASU 2014-09 and assessing the impact on our financial statements. As part of our assessment work to-date, we have formed an implementation work team, completed training on the new ASU’s revenue recognition model and begun contract review and documentation. |
Business and Basis of Present23
Business and Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Business and Basis of Presentation [Abstract] | |
Basis of Presentation | Basis of Presentation We acquired assets from Phillips 66 that were considered transfers of businesses between entities under common control. This required the transactions to be accounted for as if the transfers had occurred at the beginning of the transfer period, 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 these acquired businesses prior to the effective date of each acquisition. We refer to these pre-acquisition operations as those of our “Predecessors.” The combined financial statements of our Predecessors (inclusive of noncontrolling interests) 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 of our Predecessors in these financial statements have been reflected on a historical cost basis because the transfer of the Predecessors to us took place within the Phillips 66 consolidated group. The consolidated statement of income also includes expense allocations for certain functions performed by Phillips 66 and historically not allocated to the Predecessors’ operations, 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 properties, plants and equipment (PP&E) and equity investments, or number of terminals and pipeline miles, and secondarily on activity-based cost allocations. Our management believes the assumptions underlying the allocation of expenses from Phillips 66 were reasonable. Nevertheless, the financial results of our Predecessors may not include all of the actual expenses that would have been incurred had our Predecessors been a stand-alone publicly traded partnership during the periods presented. |
Earnings Per Share, Policy | Net income per unit applicable to common and subordinated units is computed by dividing these limited partners’ respective interests 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 to calculate the net income per unit applicable to the limited partners. The classes of participating securities as of March 31, 2016, included common units, general partner units and incentive distribution rights (IDRs). Basic and diluted net income per unit are the same because we do not have potentially dilutive instruments outstanding for the periods presented. Net income earned by the Partnership is allocated between the limited partners and the General Partner (including the General Partner’s IDRs) in accordance with our partnership agreement. First, earnings are allocated based on actual cash distributions made to our unitholders, including those attributable to the General Partner’s IDRs. To the extent net income attributable to the Partnership exceeds or is less than cash distributions, this difference is allocated based on the unitholders’ respective ownership percentages, after consideration of any priority allocations of earnings. |
Sweeny Fractionator Acquisiti24
Sweeny Fractionator Acquisition (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Retrospective Adjustments For Common Control Transactions [Abstract] | |
Schedule of Results of Operations Giving Effect to Acquisitions | The following tables present our results of operations and financial position giving effect to the Sweeny Fractionator Acquisition. The combined results of the Acquired Assets prior to the Effective Date are included in “Acquired Assets Predecessor.” The consolidated results of the Acquired Assets after the Effective Date are included in “Phillips 66 Partners LP.” “Net income (loss) attributable to Predecessors” includes earnings of $3.7 million and a loss of $2.0 million attributable to noncontrolling interests in the first quarter of 2016 and 2015, respectively. “Net investment—Predecessors” at December 31, 2015, includes $800.2 million attributable to noncontrolling interests. Three Months Ended March 31, 2016 Millions of Dollars Consolidated Statement of Income Phillips 66 Partners LP Acquired Assets Predecessor Consolidated Revenues Operating revenues—related parties $ 76.5 17.7 94.2 Operating revenues—third parties 2.0 — 2.0 Equity in earnings of affiliates 24.8 — 24.8 Other income — 0.2 0.2 Total revenues and other income 103.3 17.9 121.2 Costs and Expenses Operating and maintenance expenses 17.6 5.2 22.8 Depreciation 8.4 5.4 13.8 General and administrative expenses 8.1 0.8 8.9 Taxes other than income taxes 3.8 1.6 5.4 Interest and debt expense 9.9 — 9.9 Total costs and expenses 47.8 13.0 60.8 Income before income taxes 55.5 4.9 60.4 Provision for income taxes 0.2 — 0.2 Net Income 55.3 4.9 60.2 Less: Net income attributable to noncontrolling interests 3.0 — 3.0 Less: Net income attributable to Predecessors — 4.9 4.9 Net Income Attributable to the Partnership $ 52.3 — 52.3 Three Months Ended March 31, 2015 Millions of Dollars Consolidated Statement of Income Phillips 66 Partners LP Acquired Assets Predecessor Phillips 66 Partners LP Revenues Operating revenues—related parties $ 62.8 — 62.8 Operating revenues—third parties 1.1 — 1.1 Equity in earnings of affiliates 6.1 — 6.1 Other income 0.1 — 0.1 Total revenues and other income 70.1 — 70.1 Costs and Expenses Operating and maintenance expenses 14.8 1.2 16.0 Depreciation 5.1 — 5.1 General and administrative expenses 7.4 0.8 8.2 Taxes other than income taxes 1.3 0.6 1.9 Interest and debt expense 5.9 — 5.9 Total costs and expenses 34.5 2.6 37.1 Income before income taxes 35.6 (2.6 ) 33.0 Provision for income taxes 0.2 — 0.2 Net Income (Loss) 35.4 (2.6 ) 32.8 Less: Net loss attributable to Predecessors — (2.6 ) (2.6 ) Net Income Attributable to the Partnership $ 35.4 — 35.4 Millions of Dollars December 31, 2015 Consolidated Balance Sheet Phillips 66 Partners LP (As Previously Reported) Acquired Assets Predecessor Consolidated Results (As Currently Reported) Assets Cash and cash equivalents $ 48.0 2.3 50.3 Accounts receivable—related parties 21.4 — 21.4 Accounts receivable—third parties 3.3 — 3.3 Materials and supplies 2.5 2.0 4.5 Other current assets 2.2 2.0 4.2 Total Current Assets 77.4 6.3 83.7 Equity investments 944.9 — 944.9 Net properties, plants and equipment 492.4 1,132.8 1,625.2 Goodwill 2.5 — 2.5 Deferred rentals—related parties 5.6 — 5.6 Deferred tax assets — 0.1 0.1 Other assets 0.7 — 0.7 Total Assets $ 1,523.5 1,139.2 2,662.7 Liabilities Accounts payable—related parties $ 3.9 — 3.9 Accounts payable—third parties 8.3 58.6 66.9 Payroll and benefits payable — 0.7 0.7 Accrued property and other taxes 5.1 2.4 7.5 Accrued interest 15.1 1.8 16.9 Current portion of accrued environmental costs 0.8 — 0.8 Deferred revenues—related parties 4.4 0.2 4.6 Other current liabilities 0.1 — 0.1 Total Current Liabilities 37.7 63.7 101.4 Note payable—related party — 241.0 241.0 Long-term debt 1,090.7 — 1,090.7 Asset retirement obligations 3.4 — 3.4 Accrued environmental costs 0.8 — 0.8 Deferred income taxes 0.3 — 0.3 Deferred revenues—related parties—long-term 0.5 10.4 10.9 Total Liabilities 1,133.4 315.1 1,448.5 Equity Net investment—Predecessors — 824.1 824.1 Common unitholders—public 808.9 — 808.9 Common unitholder—Phillips 66 233.0 — 233.0 General partner—Phillips 66 (650.3 ) — (650.3 ) Accumulated other comprehensive loss (1.5 ) — (1.5 ) Total Equity 390.1 824.1 1,214.2 Total Liabilities and Equity $ 1,523.5 1,139.2 2,662.7 |
Equity Investments (Tables)
Equity Investments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Equity Investments | The following table summarizes our equity investments: Millions of Dollars Percentage Ownership Carrying Value March 31 December 31 Sand Hills 33.34 % $ 433.2 430.5 Southern Hills 33.34 212.3 212.9 Explorer 19.46 101.1 102.4 Phillips 66 Partners Terminal 70.00 75.5 77.0 Paradigm Pipeline 50.00 53.0 52.5 Bayou Bridge Pipeline 40.00 92.0 69.6 Total equity investments $ 967.1 944.9 Earnings from our equity investments were as follows: Millions of Dollars Three Months Ended 2016 2015 Sand Hills $ 14.9 4.3 Southern Hills 6.7 1.5 Explorer 3.5 0.3 Phillips 66 Partners Terminal (0.1 ) — Paradigm Pipeline (0.1 ) — Bayou Bridge Pipeline (0.1 ) — Total equity in earnings of affiliates $ 24.8 6.1 |
Summary of Financial Information | Summarized 100 percent financial information for Sand Hills follows. Although the acquisition of Sand Hills closed on March 2, 2015, the entire three-month period ended March 31, 2015, is presented in the table below for enhanced comparability. Millions of Dollars Three Months Ended 2016 2015 Revenues $ 60.3 51.0 Income before income taxes 42.5 32.8 Net income 42.3 32.4 |
Properties, Plants and Equipm26
Properties, Plants and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
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 December 31 2015 Land $ 14.1 6.0 Buildings and improvements 57.6 30.0 Pipelines and related assets † 230.3 229.5 Terminals and related assets † 347.8 345.9 Rail racks and related assets † 136.3 136.3 Fractionator and related assets* † 614.7 626.2 Caverns and related assets* † 345.2 285.3 Construction-in-progress* 180.9 237.7 Gross PP&E 1,926.9 1,896.9 Less: Accumulated depreciation* (285.4 ) (271.7 ) Net PP&E $ 1,641.5 1,625.2 *Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. †Assets for which we are the lessor. See Note 14—Leases . |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Long-term debt at March 31, 2016, and December 31, 2015, was: Millions of Dollars March 31 December 31 2.646% Senior Notes due 2020 $ 300.0 300.0 3.605% Senior Notes due 2025 500.0 500.0 4.680% Senior Notes due 2045 300.0 300.0 Note payable to Phillips 66 due 2020 at 3.0%* 212.0 241.0 Debt at face value 1,312.0 1,341.0 Unamortized discounts and debt issuance costs (9.1 ) (9.3 ) Total debt $ 1,302.9 1,331.7 *Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. |
Net Income Per Limited Partne28
Net Income Per Limited Partner Unit (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
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 March 31 2016 2015 Net income attributable to the Partnership $ 52.3 35.4 Less: General partner’s distribution declared (including IDRs)* 15.6 6.4 Limited partners’ distribution declared on common units* 39.9 17.3 Limited partner’s distribution declared on subordinated units* — 13.0 Distributions in excess of net income attributable to the Partnership $ (3.2 ) (1.3 ) *Distribution declared attributable to the indicated periods. General Partner (including IDRs) Limited Partners’ Common Units Limited Partner’s Subordinated Units Total Three Months Ended March 31, 2016 Net income attributable to the Partnership (millions): Distribution declared $ 15.6 39.9 — 55.5 Distribution in excess of net income attributable to the Partnership 0.2 (3.4 ) — (3.2 ) Net income attributable to the Partnership $ 15.8 36.5 — 52.3 Weighted average units outstanding: Basic 1,686,295 82,628,424 — 84,314,719 Diluted 1,686,295 82,628,424 — 84,314,719 Net income per limited partner unit (dollars): Basic $ 0.44 — Diluted 0.44 — Three Months Ended March 31, 2015 Net income attributable to the Partnership (millions): Distribution declared $ 6.4 17.3 13.0 36.7 Distribution in excess of net income attributable to the Partnership — (0.7 ) (0.6 ) (1.3 ) Net income attributable to the Partnership $ 6.4 16.6 12.4 35.4 Weighted average units outstanding: Basic 1,578,031 42,514,707 35,217,112 79,309,850 Diluted 1,578,031 42,514,707 35,217,112 79,309,850 Net income per limited partner unit (dollars): Basic $ 0.39 0.35 Diluted 0.39 0.35 |
Cash Flow Information (Tables)
Cash Flow Information (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Cash Flow Information [Abstract] | |
Summary of Capital Expenditures and Noncash Investing and Financing Activities | Our capital expenditures and investments consisted of: Millions of Dollars Three Months Ended 2016 2015 Capital Expenditures and Investments Capital expenditures attributable to Predecessors* $ 19.0 180.1 Capital expenditures attributable to noncontrolling interest 5.2 — Capital expenditures and investments attributable to the Partnership 32.8 32.9 Total capital expenditures and investments* $ 57.0 213.0 *Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. Millions of Dollars Three Months Ended 2016 2015* Capital Expenditures and Investments Cash capital expenditures and investments $ 77.0 161.7 Change in capital expenditure accruals (20.0 ) 51.3 Total capital expenditures and investments $ 57.0 213.0 *Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. Millions of Dollars Three Months Ended 2016 2015 Noncash Investing and Financing Activities Contributions of net assets into joint ventures $ — 45.5 Transfer of net liabilities to Phillips 66—Sweeny Fractionator Acquisition 33.6 — |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Summary of Related Party Transactions | Significant related party transactions included in operating and maintenance expenses, general and administrative expenses and interest and debt expense were: Millions of Dollars Three Months Ended 2016 2015* Operating and maintenance expenses $ 12.0 8.8 General and administrative expenses 7.3 6.3 Interest and debt expense 0.6 1.9 Total $ 19.9 17.0 *Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Leases [Abstract] | |
Schedule of Future Minimum Payments Receivable for Operating Leases | As of March 31, 2016 , future minimum payments to be received related to these agreements were estimated to be: Millions of Dollars Remainder of 2016 $ 277.3 2017 361.1 2018 342.2 2019 311.7 2020 308.1 2021 299.8 2022 and thereafter 929.3 Total $ 2,829.5 |
Business and Basis of Present32
Business and Basis of Presentation (Narrative) (Details) $ in Millions | Mar. 01, 2016USD ($) | Mar. 31, 2016 |
Sweeny Fractionator Acquisition [Member] | Phillips 66 [Member] | Phillips 66 [Member] | ||
Limited Liability Company or Limited Partnership, Business Organization and Operations [Abstract] | ||
Controlling interest acquired, percentage | 25.00% | |
Total consideration | $ 236 | |
Phillips 66 [Member] | ||
Limited Liability Company or Limited Partnership, Business Organization and Operations [Abstract] | ||
Number of refineries owned or operated by Philllips 66 to which our assets are connected | 7 |
Sweeny Fractionator Acquisiti33
Sweeny Fractionator Acquisition (Schedule of Results of Operations Giving Effect to Acquisitions) (Details) - USD ($) $ in Millions | 3 Months Ended | ||||||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | ||||
Revenues | |||||||
Operating revenues—related parties | $ 94.2 | $ 62.8 | [1] | ||||
Operating revenues—third parties | 2 | 1.1 | [1] | ||||
Equity in earnings of affiliates | 24.8 | 6.1 | [1] | ||||
Other income | 0.2 | 0.1 | [1] | ||||
Total revenues and other income | 121.2 | 70.1 | [1] | ||||
Costs and Expenses | |||||||
Operating and maintenance expenses | 22.8 | 16 | [1] | ||||
Depreciation | 13.8 | 5.1 | [1] | ||||
General and administrative expenses | 8.9 | 8.2 | [1] | ||||
Taxes other than income taxes | 5.4 | 1.9 | [1] | ||||
Interest and debt expense | 9.9 | 5.9 | [1] | ||||
Total costs and expenses | 60.8 | 37.1 | [1] | ||||
Income before income taxes | 60.4 | 33 | [1] | ||||
Provision for income taxes | 0.2 | 0.2 | [1] | ||||
Net Income | 60.2 | 32.8 | [1] | ||||
Less: Net income attributable to noncontrolling interests | 3 | ||||||
Net income attributable to Predecessors | 4.9 | (2.6) | [1] | ||||
Net income attributable to the Partnership | 52.3 | 35.4 | [1] | ||||
Assets, Current [Abstract] | |||||||
Cash and cash equivalents | 20.1 | 148.6 | [1] | $ 50.3 | [2] | $ 15.9 | [1] |
Accounts receivable—related parties | 36.4 | 21.4 | [2] | ||||
Accounts receivable—third parties | 1.6 | 3.3 | [2] | ||||
Materials and supplies | 5.2 | 4.5 | [2] | ||||
Other current assets | 1.6 | 4.2 | [2] | ||||
Total Current Assets | 64.9 | 83.7 | [2] | ||||
Equity investments | 967.1 | 944.9 | [2] | ||||
Net properties, plants and equipment | 1,641.5 | 1,625.2 | [2] | ||||
Goodwill | 2.5 | 2.5 | [2] | ||||
Deferred rentals—related parties | 5.4 | 5.6 | [2] | ||||
Deferred tax assets | 0 | 0.1 | [2] | ||||
Other assets | 0.7 | 0.7 | [2] | ||||
Total Assets | 2,682.1 | 2,662.7 | [2] | ||||
Liabilities, Current [Abstract] | |||||||
Accounts payable—related parties | 5.6 | 3.9 | [2] | ||||
Accounts payable—third parties | 15.6 | 66.9 | [2] | ||||
Payroll and benefits payable | 0 | 0.7 | [2] | ||||
Accrued property and other taxes | 9.5 | 7.5 | [2] | ||||
Accrued interest | 5.7 | 16.9 | [2] | ||||
Current portion of accrued environmental costs | 0.8 | 0.8 | [2] | ||||
Deferred revenues—related parties | 5.8 | 4.6 | [2] | ||||
Other current liabilities | 0.2 | 0.1 | [2] | ||||
Total Current Liabilities | 43.2 | 101.4 | [2] | ||||
Note payable—related party | 212 | 241 | [2] | ||||
Long-term debt | 1,090.9 | 1,090.7 | [2] | ||||
Asset retirement obligations | 3.4 | 3.4 | [2] | ||||
Accrued environmental costs | 0.8 | 0.8 | [2] | ||||
Deferred income taxes | 0.6 | 0.3 | [2] | ||||
Deferred revenues—related party—long-term | 17.1 | 10.9 | [1] | ||||
Total Liabilities | 1,368 | 1,448.5 | [2] | ||||
Equity [Abstract] | |||||||
General partner—Phillips 66 | (646.8) | (650.3) | [2] | ||||
Accumulated other comprehensive loss | (0.8) | (1.5) | [2] | ||||
Total Equity | 1,314.1 | 754.8 | [1] | 1,214.2 | [2] | 412.8 | |
Total Liabilities and Equity | 2,682.1 | 2,662.7 | [2] | ||||
Phillips 66 [Member] | |||||||
Equity [Abstract] | |||||||
Net investment-Predecessors | 0 | 824.1 | [2] | ||||
Public [Member] | Common Units [Member] | |||||||
Costs and Expenses | |||||||
Net income attributable to the Partnership | 10.7 | 8.6 | |||||
Equity [Abstract] | |||||||
Unitholders | 808.5 | 808.9 | [2] | ||||
Total Equity | 808.5 | 801.4 | [1] | 808.9 | 415.3 | ||
Non-public [Member] | Common Units [Member] | Phillips 66 [Member] | |||||||
Costs and Expenses | |||||||
Net income attributable to the Partnership | 25.8 | 8 | |||||
Equity [Abstract] | |||||||
Unitholders | 301.5 | 233 | [2] | ||||
Total Equity | 301.5 | 58 | [1] | 233 | $ 57.1 | ||
Phillips 66 Partners LP (As Previously Reported) [Member] | |||||||
Revenues | |||||||
Operating revenues—related parties | 76.5 | 62.8 | |||||
Operating revenues—third parties | 2 | 1.1 | |||||
Equity in earnings of affiliates | 24.8 | 6.1 | |||||
Other income | 0.1 | ||||||
Total revenues and other income | 103.3 | 70.1 | |||||
Costs and Expenses | |||||||
Operating and maintenance expenses | 17.6 | 14.8 | |||||
Depreciation | 8.4 | 5.1 | |||||
General and administrative expenses | 8.1 | 7.4 | |||||
Taxes other than income taxes | 3.8 | 1.3 | |||||
Interest and debt expense | 9.9 | 5.9 | |||||
Total costs and expenses | 47.8 | 34.5 | |||||
Income before income taxes | 55.5 | 35.6 | |||||
Provision for income taxes | 0.2 | 0.2 | |||||
Net Income | 55.3 | 35.4 | |||||
Less: Net income attributable to noncontrolling interests | 3 | ||||||
Net income attributable to the Partnership | 52.3 | 35.4 | |||||
Assets, Current [Abstract] | |||||||
Cash and cash equivalents | 48 | ||||||
Accounts receivable—related parties | 21.4 | ||||||
Accounts receivable—third parties | 3.3 | ||||||
Materials and supplies | 2.5 | ||||||
Other current assets | 2.2 | ||||||
Total Current Assets | 77.4 | ||||||
Equity investments | 944.9 | ||||||
Net properties, plants and equipment | 492.4 | ||||||
Goodwill | 2.5 | ||||||
Deferred rentals—related parties | 5.6 | ||||||
Other assets | 0.7 | ||||||
Total Assets | 1,523.5 | ||||||
Liabilities, Current [Abstract] | |||||||
Accounts payable—related parties | 3.9 | ||||||
Accounts payable—third parties | 8.3 | ||||||
Accrued property and other taxes | 5.1 | ||||||
Accrued interest | 15.1 | ||||||
Current portion of accrued environmental costs | 0.8 | ||||||
Deferred revenues—related parties | 4.4 | ||||||
Other current liabilities | 0.1 | ||||||
Total Current Liabilities | 37.7 | ||||||
Long-term debt | 1,090.7 | ||||||
Asset retirement obligations | 3.4 | ||||||
Accrued environmental costs | 0.8 | ||||||
Deferred income taxes | 0.3 | ||||||
Deferred revenues—related party—long-term | 0.5 | ||||||
Total Liabilities | 1,133.4 | ||||||
Equity [Abstract] | |||||||
General partner—Phillips 66 | (650.3) | ||||||
Accumulated other comprehensive loss | (1.5) | ||||||
Total Equity | 390.1 | ||||||
Total Liabilities and Equity | 1,523.5 | ||||||
Phillips 66 Partners LP (As Previously Reported) [Member] | Public [Member] | Common Units [Member] | |||||||
Equity [Abstract] | |||||||
Unitholders | 808.9 | ||||||
Phillips 66 Partners LP (As Previously Reported) [Member] | Non-public [Member] | Common Units [Member] | Phillips 66 [Member] | |||||||
Equity [Abstract] | |||||||
Unitholders | 233 | ||||||
Acquired Assets Predecessor [Member] | Sweeny Fractionator Acquisition [Member] | Phillips 66 [Member] | Phillips 66 [Member] | |||||||
Revenues | |||||||
Operating revenues—related parties | 17.7 | ||||||
Other income | 0.2 | ||||||
Total revenues and other income | 17.9 | ||||||
Costs and Expenses | |||||||
Operating and maintenance expenses | 5.2 | 1.2 | |||||
Depreciation | 5.4 | ||||||
General and administrative expenses | 0.8 | 0.8 | |||||
Taxes other than income taxes | 1.6 | 0.6 | |||||
Total costs and expenses | 13 | 2.6 | |||||
Income before income taxes | 4.9 | (2.6) | |||||
Net Income | 4.9 | (2.6) | |||||
Net income attributable to Predecessors | $ 4.9 | $ (2.6) | |||||
Assets, Current [Abstract] | |||||||
Cash and cash equivalents | 2.3 | ||||||
Materials and supplies | 2 | ||||||
Other current assets | 2 | ||||||
Total Current Assets | 6.3 | ||||||
Net properties, plants and equipment | 1,132.8 | ||||||
Deferred tax assets | 0.1 | ||||||
Total Assets | 1,139.2 | ||||||
Liabilities, Current [Abstract] | |||||||
Accounts payable—third parties | 58.6 | ||||||
Payroll and benefits payable | 0.7 | ||||||
Accrued property and other taxes | 2.4 | ||||||
Accrued interest | 1.8 | ||||||
Deferred revenues—related parties | 0.2 | ||||||
Total Current Liabilities | 63.7 | ||||||
Note payable—related party | 241 | ||||||
Deferred revenues—related party—long-term | 10.4 | ||||||
Total Liabilities | 315.1 | ||||||
Equity [Abstract] | |||||||
Net investment-Predecessors | 824.1 | ||||||
Total Equity | 824.1 | ||||||
Total Liabilities and Equity | $ 1,139.2 | ||||||
[1] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. | ||||||
[2] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. |
Sweeny Fractionator Acquisiti34
Sweeny Fractionator Acquisition (Narrative) (Details) $ in Millions | Mar. 01, 2016USD ($)shares | Dec. 01, 2015 | Mar. 31, 2016USD ($)bbl / dshares | Mar. 31, 2015 | Mar. 31, 2016USD ($)bbl / dshares | Mar. 31, 2015USD ($) | Dec. 31, 2015USD ($)shares | |
Business Acquisition [Line Items] | ||||||||
General partner interest, percent | 2.00% | 2.00% | 2.00% | 2.00% | ||||
Processing capacity, in barrels per day | bbl / d | 100,000 | 100,000 | ||||||
Number of general partner units owned by Phillips 66 | shares | 1,691,850 | 1,691,850 | 1,683,425 | |||||
Net properties, plants and equipment | $ 1,641.5 | $ 1,641.5 | $ 1,625.2 | [1] | ||||
Phillips 66 [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Number of general partner units owned by Phillips 66 | shares | 1,691,850 | 1,691,850 | ||||||
Phillips 66 [Member] | Phillips 66 [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Limited partner ownership interest, percent | 69.50% | |||||||
Phillips 66 [Member] | Phillips 66 [Member] | Common Units [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Number of units owned by Phillips 66 | shares | 58,761,865 | 58,761,865 | ||||||
Sweeny Fractionator Acquisition [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Units issued associated with acquisition | shares | 421,248 | |||||||
Sweeny Fractionator Acquisition [Member] | Phillips 66 [Member] | General Partner Units [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Units issued associated with acquisition | shares | 8,425 | |||||||
Sweeny Fractionator Acquisition [Member] | Phillips 66 [Member] | Phillips 66 [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Controlling interest acquired, percentage | 25.00% | |||||||
Total consideration | $ 236 | |||||||
Assumption of a note payable to a subsidiary of Phillips 66 | 212 | |||||||
Transaction costs | 0.9 | |||||||
Net book value of interest acquired | $ 283 | |||||||
Sweeny Fractionator Acquisition [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Common Units [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Units issued associated with acquisition | shares | 412,823 | |||||||
Phillips 66 Sweeny Frac LLC [Member] | Variable Interest Entity, Primary Beneficiary [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Net properties, plants and equipment | $ 1,151.4 | $ 1,151.4 | ||||||
Net Income (Loss) Attributable To Predecessors [Member] | Phillips 66 Sweeny Frac LLC [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Earnings (loss) attributable to noncontrolling interest | $ 3.7 | $ (2) | ||||||
Net investment Predecessors [Member] | Phillips 66 Sweeny Frac LLC [Member] | Variable Interest Entity, Primary Beneficiary [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Noncontrolling interests | $ 800.2 | |||||||
[1] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. |
Equity Investments (Schedule of
Equity Investments (Schedule of Equity Investments) (Details) - USD ($) $ in Millions | 3 Months Ended | ||||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |||
Schedule of Equity Method Investments [Line Items] | |||||
Carrying Value | $ 967.1 | $ 944.9 | [1] | ||
Equity in earnings of affiliates | $ 24.8 | $ 6.1 | [2] | ||
DCP Sand Hills Pipeline, LLC [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership interest, percentage | 33.34% | ||||
Carrying Value | $ 433.2 | 430.5 | |||
Equity in earnings of affiliates | $ 14.9 | 4.3 | |||
DCP Southern Hills Pipeline, LLC [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership interest, percentage | 33.34% | ||||
Carrying Value | $ 212.3 | 212.9 | |||
Equity in earnings of affiliates | $ 6.7 | 1.5 | |||
Explorer Pipeline Company [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership interest, percentage | 19.46% | ||||
Carrying Value | $ 101.1 | 102.4 | |||
Equity in earnings of affiliates | $ 3.5 | $ 0.3 | |||
Phillips 66 Partners Terminal LLC [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership interest, percentage | 70.00% | ||||
Carrying Value | $ 75.5 | 77 | |||
Equity in earnings of affiliates | $ (0.1) | ||||
Paradigm Pipeline LLC [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership interest, percentage | 50.00% | ||||
Carrying Value | $ 53 | 52.5 | |||
Equity in earnings of affiliates | $ (0.1) | ||||
Bayou Bridge Pipeline LLC [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership interest, percentage | 40.00% | ||||
Carrying Value | $ 92 | $ 69.6 | |||
Equity in earnings of affiliates | $ (0.1) | ||||
[1] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. | ||||
[2] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. |
Equity Investments (Summarized
Equity Investments (Summarized Financial Information) (Details) - DCP Sand Hills Pipeline, LLC [Member] - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Schedule of Equity Method Investments [Line Items] | ||
Revenues | $ 60.3 | $ 51 |
Income before income taxes | 42.5 | 32.8 |
Net income | $ 42.3 | $ 32.4 |
Equity Investments (Narrative)
Equity Investments (Narrative) (Details) $ in Millions | Mar. 01, 2016 | Dec. 01, 2015USD ($)shares | Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($)shares | Jan. 31, 2015USD ($)agreement | Mar. 31, 2015shares |
Schedule of Equity Method Investments [Line Items] | ||||||
General partner interest, percent | 2.00% | 2.00% | 2.00% | 2.00% | ||
Phillips 66 Partners Terminal LLC [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership interest, percentage | 70.00% | |||||
Paradigm Pipeline LLC [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership interest, percentage | 50.00% | |||||
Paradigm Energy Partners, LLC [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Variable Interest Entity, Nonconsolidated, Carrying Amount, Assets | $ 53 | |||||
Explorer Pipeline Company, DCP Sand Hills Pipeline LLC, DCP Southern Hills Pipeline LLC [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Number of units issued | shares | 1,726,914 | |||||
Explorer Pipeline Company, DCP Sand Hills Pipeline LLC, DCP Southern Hills Pipeline LLC [Member] | General Partner [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Number of units issued | shares | 139,538 | |||||
Explorer Pipeline Company, DCP Sand Hills Pipeline LLC, DCP Southern Hills Pipeline LLC [Member] | Phillips 66 [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
The percentage of Phillips 66's equity interest owned that was acquired, percentage | 100.00% | |||||
DCP Sand Hills Pipeline, LLC [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership interest, percentage | 33.34% | |||||
DCP Southern Hills Pipeline, LLC [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership interest, percentage | 33.34% | |||||
Explorer Pipeline Company [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership interest, percentage | 19.46% | |||||
Bayou Bridge Pipeline LLC [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership interest, percentage | 40.00% | |||||
Variable Interest Entity, Nonconsolidated, Carrying Amount, Assets | $ 92 | |||||
Bayou Bridge Pipeline LLC [Member] | Energy Transfer Partners [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Equity interest held by co-venturer, percentage | 30.00% | |||||
Bayou Bridge Pipeline LLC [Member] | Sunoco Logistics Partners [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Equity interest held by co-venturer, percentage | 30.00% | |||||
Paradigm Energy Partners, LLC [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Number of joint ventures formed to develop midstream logistics infrastructure in North Dakota | agreement | 2 | |||||
Paradigm Energy Partners, LLC [Member] | Phillips 66 Partners Terminal LLC [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership interest acquired, percentage | 70.00% | |||||
Paradigm Energy Partners, LLC [Member] | Paradigm Pipeline LLC [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership interest acquired, percentage | 50.00% | |||||
Cash paid for equity method investment interest acquired | $ 4.9 | |||||
Phillips 66 [Member] | Explorer Pipeline Company, DCP Sand Hills Pipeline LLC, DCP Southern Hills Pipeline LLC [Member] | General Partner [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Number of units issued | shares | 139,538 | |||||
Phillips 66 [Member] | Explorer Pipeline Company, DCP Sand Hills Pipeline LLC, DCP Southern Hills Pipeline LLC [Member] | Phillips 66 [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Total consideration | $ 1,010 | |||||
Cash consideration for the transaction partially funded by proceeds from debt and equity offerings | 880 | |||||
Transaction costs expensed | $ 0.9 | |||||
Phillips 66 [Member] | Explorer Pipeline Company, DCP Sand Hills Pipeline LLC, DCP Southern Hills Pipeline LLC [Member] | Phillips 66 [Member] | Common Units [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Number of units issued | shares | 1,587,376 | |||||
Phillips 66 [Member] | DCP Sand Hills Pipeline, LLC [Member] | Phillips 66 [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Percentage of ownership in equity method investment acquired | 33.34% | |||||
Phillips 66 [Member] | DCP Southern Hills Pipeline, LLC [Member] | Phillips 66 [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Percentage of ownership in equity method investment acquired | 33.34% | |||||
Phillips 66 [Member] | Explorer Pipeline Company [Member] | Phillips 66 [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Percentage of ownership in equity method investment acquired | 19.46% | |||||
Phillips 66 [Member] | Bayou Bridge Pipeline LLC [Member] | General Partner [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Number of units issued | shares | 12,369 | |||||
Phillips 66 [Member] | Bayou Bridge Pipeline LLC [Member] | Phillips 66 [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Percentage of ownership in equity method investment acquired | 40.00% | |||||
Total consideration | $ 69.6 | |||||
Cash consideration for the transaction partially funded by proceeds from debt and equity offerings | $ 34.8 | |||||
Phillips 66 [Member] | Bayou Bridge Pipeline LLC [Member] | Phillips 66 [Member] | Common Units [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Number of units issued | shares | 606,056 |
Properties, Plants and Equipm38
Properties, Plants and Equipment (Summary of Properties, Plants and Equipment)(Details) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 | ||
Property, Plant and Equipment [Line Items] | ||||
Gross PP&E | $ 1,926.9 | $ 1,896.9 | ||
Less: accumulated depreciation | [1] | (285.4) | (271.7) | |
Net PP&E | 1,641.5 | 1,625.2 | [2] | |
Land [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross PP&E | 14.1 | 6 | ||
Building and Improvements [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross PP&E | 57.6 | 30 | ||
Pipelines and Related Assets [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross PP&E | [3] | 230.3 | 229.5 | |
Terminals and Related Assets [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross PP&E | [3] | 347.8 | 345.9 | |
Rail Racks And Related Assets [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross PP&E | [3] | 136.3 | 136.3 | |
Fractionator And Related Assets [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross PP&E | [1],[3] | 614.7 | 626.2 | |
Caverns And Related Assets [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross PP&E | [1],[3] | 345.2 | 285.3 | |
Construction in Progress [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross PP&E | [1] | $ 180.9 | $ 237.7 | |
[1] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control.†Assets for which we are the lessor. See Note 14—Leases. | |||
[2] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. | |||
[3] | Assets for which we are the lessor. See Note 14—Leases. |
Debt (Summary of Long-Term Debt
Debt (Summary of Long-Term Debt) (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Mar. 01, 2016 | Dec. 31, 2015 | ||
Debt Instrument [Line Items] | |||||
Note payable to Phillips 66 due 2020 at 3.0% | $ 212 | $ 241 | [1] | ||
Debt at face value | 1,312 | 1,341 | |||
Unamortized discounts and debt issuance costs | (9.1) | (9.3) | |||
Total debt | 1,302.9 | 1,331.7 | |||
2.646% Senior Notes due 2020 [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Senior Notes | $ 300 | 300 | |||
Interest rate, stated percentage | 2.646% | ||||
3.605% Senior Notes due 2025 [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Senior Notes | $ 500 | 500 | |||
Interest rate, stated percentage | 3.605% | ||||
4.680% Senior Notes due 2045 [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Senior Notes | $ 300 | 300 | |||
Interest rate, stated percentage | 4.68% | ||||
Phillips 66 [Member] | Note Payable To Phillips 66, Due 2020, 3.0 percent [Member] | |||||
Debt Instrument [Line Items] | |||||
Note payable to Phillips 66 due 2020 at 3.0% | [2] | $ 212 | $ 241 | ||
Interest rate, stated percentage | 3.00% | 3.00% | |||
[1] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. | ||||
[2] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. |
Debt (Narrative) (Details)
Debt (Narrative) (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 01, 2016 | Dec. 31, 2015 | |
Floating-rate debt outstanding | $ 1,302,900,000 | $ 1,331,700,000 | |
Note Payable To Phillips 66, Due 2020, 3.0 percent [Member] | Phillips 66 [Member] | |||
Interest rate, stated percentage | 3.00% | 3.00% | |
Penalty for payment of note in whole or in part prior to maturity | $ 0 | ||
Fixed Rate Debt [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Aggregate fair value of fixed-rate debt | 1,215,800,000 | ||
Floating Rate Debt [Member] | |||
Floating-rate debt outstanding | $ 0 | $ 0 |
Equity (Narrative) (Details)
Equity (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended |
Feb. 28, 2015 | Mar. 31, 2015 | |
Limited Partners' Capital Account [Line Items] | ||
Number of common units issued in public offering | 5,250,000 | |
Common Units [Member] | ||
Limited Partners' Capital Account [Line Items] | ||
Number of common units issued in public offering | 5,250,000 | |
Price per common limited partner unit | $ 75.50 | |
Proceeds from public offering, net of underwriting discounts | $ 384.5 |
Net Income Per Limited Partne42
Net Income Per Limited Partner Unit (Schedule of Net Income By Class of Participating Securities) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |||
Mar. 31, 2016 | Mar. 31, 2015 | |||
Partners' Capital [Abstract] | ||||
Net income attributable to the Partnership | $ 52.3 | $ 35.4 | [1] | |
Distributions declared | 55.5 | 36.7 | ||
Distributions in excess of net income attributable to the Partnership | $ (3.2) | $ (1.3) | ||
Weighted average units outstanding, general partner, basic | 1,686,295 | 1,578,031 | ||
Weighted average units outstanding, basic | 84,314,719 | 79,309,850 | ||
Weighted average units outstanding, general partner, diluted | 1,686,295 | 1,578,031 | ||
Weighted average units outstanding, diluted | 84,314,719 | 79,309,850 | ||
Common Units [Member] | ||||
Partners' Capital [Abstract] | ||||
Weighted average units outstanding, limited partner, basic | 82,628,424 | 42,514,707 | ||
Weighted average units outstanding, limited partner, diluted | 82,628,424 | 42,514,707 | ||
Net income per limited partner unit, basic (dollars) | $ 0.44 | $ 0.39 | ||
Net income per limited partner unit, diluted (dollars) | $ 0.44 | $ 0.39 | ||
Subordinated Units [Member] | ||||
Partners' Capital [Abstract] | ||||
Weighted average units outstanding, limited partner, basic | 35,217,112 | |||
Weighted average units outstanding, limited partner, diluted | 35,217,112 | |||
Net income per limited partner unit, basic (dollars) | $ 0.35 | |||
Net income per limited partner unit, diluted (dollars) | $ 0.35 | |||
General Partner [Member] | ||||
Partners' Capital [Abstract] | ||||
Net income attributable to the Partnership | $ 15.8 | $ 6.4 | ||
Distributions declared | [2] | 15.6 | 6.4 | |
Distributions in excess of net income attributable to the Partnership | 0.2 | |||
Limited Partner [Member] | Common Units [Member] | ||||
Partners' Capital [Abstract] | ||||
Net income attributable to the Partnership | 36.5 | 16.6 | ||
Distributions declared | [2] | 39.9 | 17.3 | |
Distributions in excess of net income attributable to the Partnership | $ (3.4) | (0.7) | ||
Limited Partner [Member] | Subordinated Units [Member] | ||||
Partners' Capital [Abstract] | ||||
Net income attributable to the Partnership | 12.4 | |||
Distributions declared | [2] | 13 | ||
Distributions in excess of net income attributable to the Partnership | $ (0.6) | |||
[1] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. | |||
[2] | Distribution declared attributable to the indicated periods. |
Net Income Per Limited Partne43
Net Income Per Limited Partner Unit (Narrative) (Details) $ / shares in Units, $ in Millions | Apr. 20, 2016USD ($)$ / shares | Mar. 31, 2016USD ($)class | Mar. 31, 2015USD ($) |
Number of classes of participating securities | class | 1 | ||
Subsequent Events [Abstract] | |||
Total distributions attributable to the first quarter of 2016 | $ 51.4 | $ 29.1 | |
Cash Distribution [Member] | Subsequent Event [Member] | |||
Subsequent Events [Abstract] | |||
Total distributions attributable to the first quarter of 2016 | $ 55.5 | ||
Common Units [Member] | Cash Distribution [Member] | Subsequent Event [Member] | |||
Subsequent Events [Abstract] | |||
Quarterly cash distribution declared per limited partner unit | $ / shares | $ 0.4810 |
Contingencies (Narrative) (Deta
Contingencies (Narrative) (Details) $ in Millions | Mar. 31, 2016USD ($) |
Indemnification | |
Environmental accruals | $ 1.6 |
Losses Related To Contributed Assets Subject to a Deductible before Eligibility For Indemnification Under the Omnibus Agreement[Member] | |
Indemnification | |
Aggregate deductible before entitled to indemnification by Phillips 66 for failure to obtain certain consents, licenses and permits | 0.2 |
Litigation Matters [Member] | Losses Related To Contributed Assets Subject to a Deductible before Eligibility For Indemnification Under the Omnibus Agreement[Member] | |
Indemnification | |
Aggregate deductible | 0.2 |
Environmental Liabilities [Member] | Losses Related To Contributed Assets Subject to a Deductible before Eligibility For Indemnification Under the Omnibus Agreement[Member] | |
Indemnification | |
Aggregate deductible | $ 0.1 |
Cash Flow Information (Summary
Cash Flow Information (Summary of Cash Flow Information) (Details) - USD ($) $ in Millions | 3 Months Ended | |||
Mar. 31, 2016 | Mar. 31, 2015 | |||
Capital Expenditures And Investments [Abstract] | ||||
Capital expenditures attributable to Predecessors | [1] | $ 19 | $ 180.1 | |
Capital expenditures attributable to noncontrolling interest | 5.2 | |||
Capital expenditures and investments attributable to the Partnership | 32.8 | 32.9 | ||
Cash capital expenditures and investments | 77 | 161.7 | [1] | |
Change In capital expenditure accruals | (20) | |||
Change in capital expenditure accruals | [1] | 51.3 | ||
Total capital expenditures and investments | [1] | 57 | 213 | |
Noncash Investing and Financing Items [Abstract] | ||||
Contributions of net assets into joint ventures | $ 45.5 | |||
Phillips 66 [Member] | Sweeny Fractionator Acquisition [Member] | Phillips 66 [Member] | ||||
Noncash Investing and Financing Items [Abstract] | ||||
Transfer of net liabilities to Phillips 66—Sweeny Fractionator Acquisition | $ 33.6 | |||
[1] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. |
Cash Flow Information (Narrativ
Cash Flow Information (Narrative) (Details) - USD ($) | Mar. 01, 2016 | Mar. 31, 2015 | Mar. 31, 2015 | |
Business Acquisition [Line Items] | ||||
Cash consideration deemed a distribution to our General Partner | [1] | $ 145,700,000 | ||
Explorer Pipeline Company, DCP Sand Hills Pipeline LLC, DCP Southern Hills Pipeline LLC [Member] | General Partner [Member] | Phillips 66 [Member] | ||||
Business Acquisition [Line Items] | ||||
Portion of historical book value of net assets acquired attributed to units issued | $ 0 | |||
Cash consideration deemed a distribution to our General Partner | 145,700,000 | |||
Explorer Pipeline Company, DCP Sand Hills Pipeline LLC, DCP Southern Hills Pipeline LLC [Member] | Phillips 66 [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash consideration attributed to the investment balance acquired | [1] | $ 734,300,000 | ||
Explorer Pipeline Company, DCP Sand Hills Pipeline LLC, DCP Southern Hills Pipeline LLC [Member] | Phillips 66 [Member] | Phillips 66 [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash consideration attributed to the investment balance acquired | 734,300,000 | |||
Cash consideration paid | 880,000,000 | |||
Explorer Pipeline Company, DCP Sand Hills Pipeline LLC, DCP Southern Hills Pipeline LLC [Member] | Phillips 66 [Member] | Common Units [Member] | Phillips 66 [Member] | ||||
Business Acquisition [Line Items] | ||||
Portion of historical book value of net assets acquired attributed to units issued | $ 0 | |||
Sweeny Fractionator Acquisition [Member] | Phillips 66 [Member] | Phillips 66 [Member] | ||||
Business Acquisition [Line Items] | ||||
Controlling interest acquired, percentage | 25.00% | |||
Historical carrying value of assets transferred | $ 283,000,000 | |||
Portion of historical book value of net assets acquired attributable to the note payable assumed | 212,000,000 | |||
Sweeny Fractionator Acquisition [Member] | Phillips 66 [Member] | Common Partner And General Partner [Member] | Phillips 66 [Member] | ||||
Business Acquisition [Line Items] | ||||
Portion of historical book value of net assets acquired attributed to units issued | $ 71,000,000 | |||
[1] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. |
Related Parties Transactions (S
Related Parties Transactions (Summary of Related Party Transactions) (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | [1] | |
Related Party Transactions [Abstract] | |||
Operating and maintenance expenses | $ 12 | $ 8.8 | |
General and administrative expenses | 7.3 | 6.3 | |
Interest and debt expense | 0.6 | 1.9 | |
Total | $ 19.9 | $ 17 | |
[1] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Amended Omnibus Agreement [Member] | Phillips 66 [Member] | Phillips 66 [Member] | |
Related party agreements and fees | |
Monthly operational and administrative support fee | $ 3 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||
Effective tax rate, percentage | 0.30% | 0.60% |
Leases (Schedule of Future Mini
Leases (Schedule of Future Minimum Operating Lease Income) (Details) - Phillips 66 [Member] $ in Millions | Mar. 31, 2016USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
Remainder of 2016 | $ 277.3 |
2,017 | 361.1 |
2,018 | 342.2 |
2,019 | 311.7 |
2,020 | 308.1 |
2,021 | 299.8 |
2022 and thereafter | 929.3 |
Total minimum lease payments | $ 2,829.5 |
New Accounting Standards (Narra
New Accounting Standards (Narrative) (Details) | 1 Months Ended | ||
Aug. 31, 2015 | Feb. 29, 2016classification | Jan. 31, 2016provision | |
New Accounting Standards [Abstract] | |||
Number of classifications | classification | 2 | ||
Number of provisions | provision | 1 | ||
Period of deferral of effective date, in years | 1 year |