Document and Entity Information
Document and Entity Information | 6 Months Ended |
Jun. 30, 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 | Jun. 30, 2016 |
Document Fiscal Year Focus | 2,016 |
Document Fiscal Period Focus | Q2 |
Amendment Flag | false |
Entity Common Stock, Shares Outstanding | 97,214,395 |
Consolidated Statement of Incom
Consolidated Statement of Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | ||||
Revenues and Other Income | |||||||
Operating revenues—related parties | $ 108.1 | $ 66.3 | [1] | $ 207.3 | $ 132.9 | [1] | |
Operating revenues—third parties | 2.1 | 0.9 | [1] | 4.1 | 2 | [1] | |
Equity in earnings of affiliates | 29.9 | 20.6 | [1] | 54.7 | 26.7 | [1] | |
Other income | 0.3 | 0 | 0.5 | 0.1 | [1] | ||
Total revenues and other income | 140.4 | 87.8 | [1] | 266.6 | 161.7 | [1] | |
Costs and Expenses | |||||||
Operating and maintenance expenses | 27.9 | 19.6 | [1] | 50.9 | 36 | [1] | |
Depreciation | 14.5 | 5.4 | [1] | 28.4 | 10.7 | [1] | |
General and administrative expenses | 7.8 | 7.5 | [1] | 16.8 | 15.8 | [1] | |
Taxes other than income taxes | 5.6 | 3.8 | [1] | 11.1 | 5.8 | [1] | |
Interest and debt expense | 11 | 9.5 | [1] | 20.9 | 15.4 | [1] | |
Other expenses | 0 | 0.1 | [1] | 0 | 0.1 | [1] | |
Total costs and expenses | 66.8 | 45.9 | [1] | 128.1 | 83.8 | [1] | |
Income before income taxes | 73.6 | 41.9 | [1] | 138.5 | 77.9 | [1] | |
Provision for (benefit from) income taxes | 0.4 | (0.1) | 0.6 | 0.1 | |||
Net Income | 73.2 | 42 | [1] | 137.9 | 77.8 | [1] | |
Less: Net income attributable to Predecessors | 5.7 | 0 | [1] | 18.1 | 0.4 | [1] | |
Net income attributable to the Partnership | 67.5 | 42 | [1] | 119.8 | 77.4 | [1] | |
Less: General partner’s interest in net income attributable to the Partnership | 21.1 | 9 | [1] | 36.9 | 15.4 | [1] | |
Limited partners’ interest in net income attributable to the Partnership | $ 46.4 | $ 33 | [1] | $ 82.9 | $ 62 | [1] | |
Net Income Attributable to the Partnership Per Limited Partner Unit—Basic and Diluted (dollars) | |||||||
Cash Distributions Paid Per Limited Partner Unit (dollars) | $ 0.481 | $ 0.37 | [1] | $ 0.939 | $ 0.71 | [1] | |
Common Units [Member] | |||||||
Net Income Attributable to the Partnership Per Limited Partner Unit—Basic and Diluted (dollars) | |||||||
Basic, per unit (dollars) | 0.51 | 0.50 | [1] | 0.96 | 0.91 | [1] | |
Diluted, per unit (dollars) | $ 0.51 | $ 0.50 | [1] | $ 0.96 | $ 0.91 | [1] | |
Average Limited Partner Units Outstanding—Basic and Diluted (thousands) | |||||||
Basic, units | 90,959,226 | 65,627,684 | 86,793,825 | 54,135,043 | |||
Diluted, units | 90,959,226 | 65,627,684 | 86,793,825 | 54,135,043 | |||
Common Units [Member] | Public [Member] | |||||||
Costs and Expenses | |||||||
Net income attributable to the Partnership | $ 28.4 | $ 18.3 | |||||
Average Limited Partner Units Outstanding—Basic and Diluted (thousands) | |||||||
Basic, units | 31,397,000 | 24,139,000 | [1] | 27,768,000 | 22,601,000 | [1] | |
Diluted, units | 31,397,000 | 24,139,000 | 27,768,000 | 22,601,000 | |||
Common Units [Member] | Non-public [Member] | Phillips 66 [Member] | |||||||
Costs and Expenses | |||||||
Net income attributable to the Partnership | $ 54.5 | $ 31 | |||||
Average Limited Partner Units Outstanding—Basic and Diluted (thousands) | |||||||
Basic, units | 59,562,000 | 41,489,000 | [1] | 59,026,000 | 31,534,000 | [1] | |
Diluted, units | 59,562,000 | 41,489,000 | 59,026,000 | 31,534,000 | |||
Subordinated Units [Member] | |||||||
Net Income Attributable to the Partnership Per Limited Partner Unit—Basic and Diluted (dollars) | |||||||
Basic, per unit (dollars) | $ 0 | $ 0 | $ 0.49 | ||||
Diluted, per unit (dollars) | $ 0 | $ 0 | $ 0.49 | ||||
Average Limited Partner Units Outstanding—Basic and Diluted (thousands) | |||||||
Basic, units | 16,254,052 | 0 | 25,683,198 | ||||
Diluted, units | 16,254,052 | 0 | 25,683,198 | ||||
Subordinated Units [Member] | Non-public [Member] | Phillips 66 [Member] | |||||||
Costs and Expenses | |||||||
Net income attributable to the Partnership | $ 12.7 | ||||||
Net Income Attributable to the Partnership Per Limited Partner Unit—Basic and Diluted (dollars) | |||||||
Basic, per unit (dollars) | [1] | $ 0 | $ 0.49 | ||||
Diluted, per unit (dollars) | $ 0 | [1] | $ 0 | $ 0.49 | [1] | ||
Average Limited Partner Units Outstanding—Basic and Diluted (thousands) | |||||||
Basic, units | [1] | 16,254,000 | 25,683,000 | ||||
Diluted, units | 0 | 16,254,000 | 25,683,000 | ||||
[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 | 6 Months Ended | ||||
Jun. 30, 2016 | Jun. 30, 2015 | [1] | Jun. 30, 2016 | Jun. 30, 2015 | [1] | |
Statement of Comprehensive Income [Abstract] | ||||||
Net Income | $ 73.2 | $ 42 | $ 137.9 | $ 77.8 | ||
Defined benefit plans | ||||||
Plan sponsored by equity affiliate, net of tax | 0 | 0.7 | ||||
Other Comprehensive Income | 0.7 | |||||
Comprehensive Income | $ 73.2 | $ 42 | $ 138.6 | $ 77.8 | ||
[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 | Jun. 30, 2016 | Dec. 31, 2015 | Jun. 30, 2015 | [2] | Dec. 31, 2014 | ||
Assets | |||||||
Cash and cash equivalents | $ 35.7 | $ 50.3 | [1] | $ 114.2 | $ 17.4 | [2] | |
Accounts receivable—related parties | 37.3 | 21.4 | [1] | ||||
Accounts receivable—third parties | 1.7 | 3.3 | [1] | ||||
Materials and supplies | 5.5 | 4.5 | [1] | ||||
Other current assets | 3.4 | 4.2 | [1] | ||||
Total Current Assets | 83.6 | 83.7 | [1] | ||||
Equity investments | 1,007.8 | 944.9 | [1] | ||||
Net properties, plants and equipment | 1,672.8 | 1,644.1 | [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 | 0.6 | 0.7 | [1] | ||||
Total Assets | 2,772.7 | 2,681.6 | [1] | ||||
Liabilities | |||||||
Accounts payable—related parties | 5.7 | 3.9 | [1] | ||||
Accounts payable—third parties | 20.1 | 66.9 | [1] | ||||
Payroll and benefits payable | 0 | 0.7 | [1] | ||||
Accrued property and other taxes | 11.7 | 7.7 | [1] | ||||
Accrued interest | 16.7 | 22.2 | [1] | ||||
Current portion of accrued environmental costs | 0.8 | 0.8 | [1] | ||||
Deferred revenues—related parties | 6.4 | 4.6 | [1] | ||||
Other current liabilities | 0.2 | 0.1 | [1] | ||||
Total Current Liabilities | 61.6 | 106.9 | [1] | ||||
Notes payable—related party | 212 | 964 | [1] | ||||
Long-term debt | 1,131.1 | 1,090.7 | [1] | ||||
Asset retirement obligations | 4 | 3.9 | [1] | ||||
Accrued environmental costs | 0.7 | 0.8 | [1] | ||||
Deferred income taxes | 0.8 | 0.3 | [1] | ||||
Deferred revenues—related parties—long-term | 19.7 | 11 | [2] | ||||
Total Liabilities | 1,429.9 | 2,177.6 | [1] | ||||
Equity | |||||||
General partner—Phillips 66 (2016—1,978,603 units issued and outstanding; 2015—1,683,425 units issued and outstanding) | (605.1) | (650.3) | [1] | ||||
Accumulated other comprehensive loss | (0.8) | (1.5) | [1] | ||||
Total Equity | 1,342.8 | 504 | [1] | 444.5 | 163.9 | ||
Total Liabilities and Equity | 2,772.7 | 2,681.6 | [1] | ||||
Phillips 66 [Member] | |||||||
Equity | |||||||
Net investment—Predecessors | 0 | 113.9 | [1] | ||||
Public [Member] | Common Units [Member] | |||||||
Equity | |||||||
Unitholders | 1,483.7 | 808.9 | [1] | ||||
Total Equity | 1,483.7 | 808.9 | 802.2 | 415.3 | |||
Non-public [Member] | Common Units [Member] | Phillips 66 [Member] | |||||||
Equity | |||||||
Unitholders | 465 | 233 | [1] | ||||
Total Equity | $ 465 | $ 233 | $ 177.1 | $ 57.1 | |||
[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 Balance Sheet (Par
Consolidated Balance Sheet (Parenthetical) - shares | Jun. 30, 2016 | Dec. 31, 2015 |
General partner—Phillips 66 units issued | 1,978,603 | 1,683,425 |
General partner—Phillips 66 units outstanding | 1,978,603 | 1,683,425 |
Common Units [Member] | Public [Member] | ||
Units issued | 37,051,608 | 24,138,750 |
Units outstanding | 37,051,608 | 24,138,750 |
Common Units [Member] | Non-public [Member] | Phillips 66 [Member] | ||
Units issued | 60,162,787 | 58,349,042 |
Units outstanding | 60,162,787 | 58,349,042 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows - USD ($) $ in Millions | 6 Months Ended | ||||
Jun. 30, 2016 | Jun. 30, 2015 | ||||
Cash Flows From Operating Activities | |||||
Net Income | $ 137.9 | $ 77.8 | [1] | ||
Adjustments to reconcile net income to net cash provided by operating activities | |||||
Depreciation | 28.4 | 10.7 | [1] | ||
Deferred taxes | 0.3 | ||||
Deferred rentals—related parties | 0.2 | 0.2 | [1] | ||
Accrued environmental costs | (0.1) | 0.1 | [1] | ||
Undistributed equity earnings | (1.1) | (3.6) | [1] | ||
Deferred revenues—related parties—long-term | 8.8 | ||||
Other | 4.2 | 0.5 | [1] | ||
Working capital adjustments | |||||
Decrease (increase) in accounts receivable | (14.3) | (0.9) | [1] | ||
Decrease (increase) in materials and supplies | (1) | (0.6) | [1] | ||
Decrease (increase) in other current assets | (1.2) | (1.8) | [1] | ||
Increase (decrease) in accounts payable | 4.2 | (4.2) | [1] | ||
Increase (decrease) in accrued interest | (5.4) | 12.3 | [1] | ||
Increase (decrease) in deferred revenues | 1.8 | 3.3 | [1] | ||
Increase (decrease) in environmental accruals | 0.1 | ||||
Increase (decrease) in other accruals | 3.2 | 3.7 | [1] | ||
Net Cash Provided by Operating Activities | 166 | 97.5 | [1] | ||
Cash Flows From Investing Activities | |||||
Cash capital expenditures and investments | (127.7) | (484.3) | [1] | ||
Return of investment from equity affiliates | 7.4 | 4.5 | [1] | ||
Net Cash Used in Investing Activities | (120.3) | (1,214.1) | [1] | ||
Cash Flows From Financing Activities | |||||
Net contributions from Phillips 66 to Predecessors | 89.2 | 28 | [1] | ||
Acquisition of noncontrolling interest in Sweeny Frac LLC | (655.6) | ||||
Issuance of debt | 177.6 | 1,521.7 | [1] | ||
Repayment of debt | (234) | (498.6) | [1] | ||
Issuance of common units | 677.2 | 396.4 | [1] | ||
Offering costs | (7.8) | (12.5) | [1] | ||
Debt issuance costs | [1] | (9.9) | |||
Distributions to General Partner associated with acquisitions | [1] | (145.7) | |||
Other | 0.1 | (0.2) | [1] | ||
Net Cash Provided by (Used in) Financing Activities | (60.3) | 1,213.4 | [1] | ||
Net Change in Cash and Cash Equivalents | (14.6) | 96.8 | [1] | ||
Cash and cash equivalents at beginning of period | 50.3 | [2] | 17.4 | [1] | |
Cash and Cash Equivalents at End of Period | 35.7 | 114.2 | [1] | ||
Public [Member] | Common Units [Member] | |||||
Cash Flows From Financing Activities | |||||
Quarterly distributions to unitholders | (22.7) | (15.3) | [1] | ||
Phillips 66 [Member] | Non-public [Member] | Common Units [Member] | |||||
Cash Flows From Financing Activities | |||||
Quarterly distributions to unitholders | (55) | (15.5) | [1] | ||
Phillips 66 [Member] | Non-public [Member] | Subordinated Units [Member] | |||||
Cash Flows From Financing Activities | |||||
Quarterly distributions to unitholders | [1] | (25) | |||
Explorer Pipeline Company, DCP Sand Hills Pipeline LLC, DCP Southern Hills Pipeline LLC [Member] | |||||
Cash Flows From Investing Activities | |||||
Acquisition | [1] | (734.3) | |||
General Partner [Member] | |||||
Cash Flows From Financing Activities | |||||
Quarterly distributions to unitholders | $ (29.3) | $ (10) | [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] | Subsequent Fractionator Acquisition [Member] | Explorer Pipeline Company, DCP Sand Hills Pipeline LLC, DCP Southern Hills Pipeline LLC [Member] | Net Investment [Member] | General Partner [Member] | General Partner [Member]Sweeny Fractionator Acquisition [Member] | General Partner [Member]Subsequent 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]Subsequent 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 | $ 163.9 | $ 91.7 | [1] | $ (517) | $ 415.3 | $ 57.1 | $ 116.8 | ||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Less: Net income attributable to Predecessors | [1] | 0.4 | 0.4 | ||||||||||||||||
Net contributions from Phillips 66—Predecessors | 28 | 28 | [1] | ||||||||||||||||
Issuance of common units | 383.9 | 383.9 | |||||||||||||||||
Conversion of subordinated units | 104.5 | (104.5) | |||||||||||||||||
Deemed net distributions to General Partner associated with acquisitions | (144.9) | (144.9) | |||||||||||||||||
Net income attributable to the Partnership | 77.4 | [1] | 15.4 | 18.3 | 31 | 12.7 | |||||||||||||
Other comprehensive loss | (1.5) | $ (1.5) | |||||||||||||||||
Quarterly cash distributions to unitholders and General Partner | (65.8) | (10) | (15.3) | (15.5) | $ (25) | ||||||||||||||
Other contributions from Phillips 66 | 3.1 | 3.1 | |||||||||||||||||
Ending Balance at Jun. 30, 2015 | [1] | $ 444.5 | 120.1 | $ (653.4) | (1.5) | $ 802.2 | $ 177.1 | ||||||||||||
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 in public equity offerings | 5,250,000 | 5,250,000 | |||||||||||||||||
Units issued associated with acquisition | 1,726,914 | 139,538 | 1,587,376 | ||||||||||||||||
Subordinated unit conversion | 35,217,112 | (35,217,112) | |||||||||||||||||
Units at Jun. 30, 2015 | 83,552,792 | 1,671,056 | 24,138,750 | 57,742,986 | |||||||||||||||
Beginning Balance at Dec. 31, 2015 | $ 504 | [2] | 113.9 | [1] | $ (650.3) | (1.5) | $ 808.9 | $ 233 | $ 0 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Less: Net income attributable to Predecessors | 18.1 | 18.1 | [1] | ||||||||||||||||
Net contributions from Phillips 66—Predecessors | 134.5 | 134.5 | [1] | ||||||||||||||||
Issuance of common units | 669.1 | 669.1 | |||||||||||||||||
Allocation of net investment to unitholders and noncontrolling interests | $ (266.5) | [1] | 34 | 232.5 | |||||||||||||||
Net income attributable to the Partnership | 119.8 | 36.9 | 28.4 | 54.5 | |||||||||||||||
Net income attributable to noncontrolling interest | 0 | ||||||||||||||||||
Other comprehensive loss | 0.7 | 0.7 | |||||||||||||||||
Quarterly cash distributions to unitholders and General Partner | (107) | (29.3) | (22.7) | (55) | $ 0 | ||||||||||||||
Other contributions from Phillips 66 | 3.6 | 3.6 | |||||||||||||||||
Ending Balance at Jun. 30, 2016 | $ 1,342.8 | $ (605.1) | $ (0.8) | $ 1,483.7 | $ 465 | ||||||||||||||
Units at Dec. 31, 2015 | 84,171,217 | 1,683,425 | 24,138,750 | 58,349,042 | |||||||||||||||
Units Outstanding [Roll Forward] | |||||||||||||||||||
Units issued in public equity offerings | 12,912,858 | 12,912,858 | |||||||||||||||||
Units issued associated with acquisition | [3] | 421,248 | 1,687,675 | 8,425 | 286,753 | 412,823 | 1,400,922 | ||||||||||||
Units at Jun. 30, 2016 | 99,192,998 | 1,978,603 | 37,051,608 | 60,162,787 | |||||||||||||||
[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. | ||||||||||||||||||
[3] | See Note 4—Acquisitions, in the Notes to Consolidated Financial Statements. |
Business and Basis of Presentat
Business and Basis of Presentation | 6 Months Ended |
Jun. 30, 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. Business Description 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. Our assets consist of crude oil, refined petroleum products and NGL transportation, terminaling and storage systems, as well as an NGL fractionation facility. We conduct our operations through both wholly owned and joint venture operations. The majority of our wholly owned assets are connected to, and integral to the operation of, seven of Phillips 66’s owned or joint-venture refineries. We generate revenue primarily by providing fee-based transportation, terminaling, storage and NGL fractionation services to Phillips 66 and other customers. Our equity affiliates generate revenue primarily from transporting and terminaling NGL, refined petroleum products and crude oil. 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. In March and May of 2016, in two separate transactions, we acquired an NGL fractionator and associated storage caverns from Phillips 66, along with a refined petroleum products pipeline system. See Note 4— Acquisitions for additional information. On May 10, 2016, we completed the public offering of 12,650,000 common units for total proceeds (net of underwriting discounts and commissions) of approximately $655.6 million (the 2016 Unit Offering). The net proceeds from the 2016 Unit Offering were used to repay a portion of the notes assumed as part of the consideration paid for the May acquisition described above. See Note 4— Acquisitions , Note 7— Debt , and Note 8— Equity for additional information. Basis of Presentation We have 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 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, 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 are 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 | 6 Months Ended |
Jun. 30, 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 Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (SEC) on May 3, 2016. The results of operations for the three and six months ended June 30, 2016 , are not necessarily indicative of the results to be expected for the full year. |
Changes in Accounting Principle
Changes in Accounting Principles | 6 Months Ended |
Jun. 30, 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 (ASC) 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 the provisions of this ASU related to the financial reporting requirements other than the VIE guidance effective January 1, 2015. We adopted the remaining provisions effective January 1, 2016, and updated our disclosures about the risks and uncertainties related to our joint venture entities that have not commenced their principal operations. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2016 | |
Retrospective Adjustments For Common Control Transactions [Abstract] | |
Acquisitions | Acquisitions During the first six months of 2016, in two separate transactions, we acquired an NGL fractionator and associated storage caverns from Phillips 66, along with a refined petroleum products pipeline system. Details on each of these transactions follow. Initial 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 Phillips 66 Sweeny Frac LLC (Sweeny Frac LLC) for a total consideration of $236 million (the Initial Fractionator Acquisition). Total consideration consisted 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. (P66 PDI) and 8,425 general partner units to Phillips 66 Partners GP LLC (our General Partner) to maintain its 2 percent general partner interest. The Initial Fractionator Acquisition closed on March 1, 2016. Total transaction costs of $0.9 million were expensed as incurred. Because this acquisition was a transfer of businesses between entities under common control, we filed a Form 8-K on May 3, 2016, containing recasted financial statements and related notes, along with management’s discussion and analysis of financial condition and results of operations, with retrospective adjustments to include the results of operations and financial position of the assets acquired for all periods presented in our 2015 Form 10-K. Subsequent Fractionator Acquisition On May 4, 2016, we entered into a CCAA with subsidiaries of Phillips 66 to acquire the remaining 75 percent interest in Sweeny Frac LLC and 100 percent of the Standish Pipeline for total consideration of $775 million (the Subsequent Fractionator Acquisition). Total consideration consisted of the assumption of $675 million of notes payable to a subsidiary of Phillips 66 and the issuance of 1,400,922 newly issued common units to P66 PDI and 286,753 general partner units to our General Partner to maintain its 2 percent general partner interest in us after also taking into account the 2016 Unit Offering. The Subsequent Fractionator Acquisition closed on May 10, 2016. Total transaction costs of $0.7 million were expensed as incurred. Acquired Assets Through the Initial Fractionator Acquisition and Subsequent Fractionator Acquisition (collectively, the Acquisitions), we acquired the following assets (the Acquired Assets): • Sweeny NGL Fractionator. The newly constructed NGL fractionator is located within Phillips 66's Sweeny refinery complex in Old Ocean, Texas, and 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. The newly constructed underground salt dome NGL storage facility is 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. • Standish Pipeline . This 92 -mile refined petroleum product pipeline extends from Phillips 66’s refinery in Ponca City, Oklahoma, to our terminal in Wichita, Kansas. 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. Commercial Agreements with Phillips 66 In connection with the Acquisitions, we entered into the following arrangements: • A fractionation agreement under which Sweeny Frac LLC charges fees to Phillips 66 for the fractionation of Y-grade NGL into its purity components. Phillips 66 pays a monthly fee based on the volume of NGL fractionated, with minimum volume commitments. • An NGL storage agreement under which Sweeny Frac LLC charges fees to Phillips 66 for storing Y-grade and purity NGL in the Clemens Caverns. Phillips 66 pays a monthly fee based on minimum storage commitments, a deficiency payment if the actual volume stored is less than the minimum storage volume, and excess fees if the stored volume exceeds specified limits. • A fourth amendment to the Omnibus Agreement with Phillips 66 to, among other things, provide for additional services to be provided to us by Phillips 66 in connection with the Acquired Assets and increase the monthly operational and administrative support fee to $3.0 million . • Third and fourth amendments to the Operational Services Agreement with Phillips 66 to, among other things, provide for additional services to be provided to us by Phillips 66 in support of the Acquired Assets. See Note 12— Related Party Transactions for additional information on our commercial and support agreements with Phillips 66. Common Control Transactions The Acquisitions were considered transfers of businesses between entities under common control, and therefore the Acquired Assets were transferred at historical carrying value. The aggregated net book value of the Acquired Assets, at the time of acquisition, was $1,154 million . Because the Acquisitions were common control transactions in which we acquired businesses, our historical financial statements have been retrospectively adjusted to reflect the results of operations, financial position, and cash flows of the Acquired Assets as if we owned the Acquired Assets for all periods presented. The following tables present our results of operations and financial position giving effect to the Acquisitions. The first column presents our historical financial information prior to the retrospective adjustments, the second column presents the retrospective adjustments, and the third column presents our financial information as retrospectively adjusted. Results of the Acquired Assets after the effective date of each acquisition are presented in the first column. Three Months Ended June 30, 2016 Millions of Dollars Consolidated Statement of Income Phillips 66 Acquired Assets Predecessor Consolidated Revenues Operating revenues—related parties $ 106.5 1.6 108.1 Operating revenues—third parties 2.1 — 2.1 Equity in earnings of affiliates 29.9 — 29.9 Other income 0.3 — 0.3 Total revenues and other income 138.8 1.6 140.4 Costs and Expenses Operating and maintenance expenses 27.9 — 27.9 Depreciation 14.4 0.1 14.5 General and administrative expenses 7.8 — 7.8 Taxes other than income taxes 5.5 0.1 5.6 Interest and debt expense 11.0 — 11.0 Other expenses — — — Total costs and expenses 66.6 0.2 66.8 Income before income taxes 72.2 1.4 73.6 Provision for income taxes 0.4 — 0.4 Net Income 71.8 1.4 73.2 Less: Net income attributable to noncontrolling interests 4.3 (4.3 ) — Less: Net income attributable to Predecessors — 5.7 5.7 Net Income Attributable to the Partnership $ 67.5 — 67.5 Three Months Ended June 30, 2015 Millions of Dollars Consolidated Statement of Income Phillips 66 Acquired Assets Predecessor Phillips 66 Revenues Operating revenues—related parties $ 62.3 4.0 66.3 Operating revenues—third parties 0.9 — 0.9 Equity in earnings of affiliates 20.6 — 20.6 Other income — — — Total revenues and other income 83.8 4.0 87.8 Costs and Expenses Operating and maintenance expenses 17.5 2.1 19.6 Depreciation 5.3 0.1 5.4 General and administrative expenses 6.4 1.1 7.5 Taxes other than income taxes 3.1 0.7 3.8 Interest and debt expense 9.5 — 9.5 Other expenses 0.1 — 0.1 Total costs and expenses 41.9 4.0 45.9 Income before income taxes 41.9 — 41.9 Benefit from income taxes (0.1 ) — (0.1 ) Net Income 42.0 — 42.0 Less: Net income attributable to Predecessors — — — Net Income Attributable to the Partnership $ 42.0 — 42.0 Six Months Ended June 30, 2016 Millions of Dollars Consolidated Statement of Income Phillips 66 Partners LP Acquired Assets Predecessor Consolidated Results Revenues Operating revenues—related parties $ 183.0 24.3 207.3 Operating revenues—third parties 4.1 — 4.1 Equity in earnings of affiliates 54.7 — 54.7 Other income 0.3 0.2 0.5 Total revenues and other income 242.1 24.5 266.6 Costs and Expenses Operating and maintenance expenses 45.5 5.4 50.9 Depreciation 22.8 5.6 28.4 General and administrative expenses 15.9 0.9 16.8 Taxes other than income taxes 9.3 1.8 11.1 Interest and debt expense 20.9 — 20.9 Other expenses — — — Total costs and expenses 114.4 13.7 128.1 Income before income taxes 127.7 10.8 138.5 Provision for income taxes 0.6 — 0.6 Net Income 127.1 10.8 137.9 Less: Net income attributable to noncontrolling interests 7.3 (7.3 ) — Less: Net income attributable to Predecessors — 18.1 18.1 Net Income Attributable to the Partnership $ 119.8 — 119.8 Six Months Ended June 30, 2015 Millions of Dollars Consolidated Statement of Income Phillips 66 Acquired Assets Predecessor Phillips 66 Revenues Operating revenues—related parties $ 125.1 7.8 132.9 Operating revenues—third parties 2.0 — 2.0 Equity in earnings of affiliates 26.7 — 26.7 Other income 0.1 — 0.1 Total revenues and other income 153.9 7.8 161.7 Costs and Expenses Operating and maintenance expenses 32.3 3.7 36.0 Depreciation 10.4 0.3 10.7 General and administrative expenses 13.8 2.0 15.8 Taxes other than income taxes 4.4 1.4 5.8 Interest and debt expense 15.4 — 15.4 Other expenses 0.1 — 0.1 Total costs and expenses 76.4 7.4 83.8 Income before income taxes 77.5 0.4 77.9 Provision for income taxes 0.1 — 0.1 Net Income 77.4 0.4 77.8 Less: Net income attributable to Predecessors — 0.4 0.4 Net Income Attributable to the Partnership $ 77.4 — 77.4 Millions of Dollars December 31, 2015 Consolidated Balance Sheet Phillips 66 Partners LP Acquired Assets Predecessor Phillips 66 Partners LP 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 1,151.7 1,644.1 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 1,158.1 2,681.6 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 2.6 7.7 Accrued interest 15.1 7.1 22.2 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 69.2 106.9 Notes payable—related party — 964.0 964.0 Long-term debt 1,090.7 — 1,090.7 Asset retirement obligations 3.4 0.5 3.9 Accrued environmental costs 0.8 — 0.8 Deferred income taxes 0.3 — 0.3 Deferred revenues—related parties—long-term 0.5 10.5 11.0 Other liabilities — — — Total Liabilities 1,133.4 1,044.2 2,177.6 Equity Net investment—Predecessors — 113.9 113.9 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 390.1 113.9 504.0 Total Liabilities and Equity $ 1,523.5 1,158.1 2,681.6 |
Equity Investments
Equity Investments | 6 Months Ended |
Jun. 30, 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 June 30, 2016, the planned principal operations of Paradigm Pipeline had 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 $82.8 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 its 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 in part 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 P66 PDI 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 began operations on the segment of its pipeline from Nederland, Texas, to Lake Charles, Louisiana, in April. Development continues on the section from Lake Charles 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 P66 PDI; and the issuance of 12,369 general partner units of the Partnership to our General Partner to maintain its 2 percent general partner interest. 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 June 30 December 31 Sand Hills 33.34 % $ 438.2 430.5 Southern Hills 33.34 213.5 212.9 Explorer 19.46 101.4 102.4 Phillips 66 Partners Terminal 70.00 74.5 77.0 Paradigm Pipeline 50.00 82.8 52.5 Bayou Bridge Pipeline 40.00 97.4 69.6 Total equity investments $ 1,007.8 944.9 Earnings (losses) from our equity investments were as follows: Millions of Dollars Three Months Ended Six Months Ended 2016 2015 2016 2015 Sand Hills $ 16.4 14.5 31.3 18.8 Southern Hills 7.4 3.7 14.1 5.2 Explorer 5.6 2.4 9.1 2.7 Phillips 66 Partners Terminal 0.4 — 0.3 — Paradigm Pipeline (0.1 ) — (0.2 ) — Bayou Bridge Pipeline 0.2 — 0.1 — Total equity in earnings of affiliates $ 29.9 20.6 54.7 26.7 Summarized 100 percent financial information for Sand Hills follows. Although the acquisition of Sand Hills closed on March 2, 2015, the entire six-month period ended June 30, 2015, is presented in the table below, for enhanced comparability. Millions of Dollars Three Months Ended Six Months Ended 2016 2015 2016 2015 Revenues $ 68.6 60.5 128.9 111.5 Income before income taxes 49.6 43.5 92.1 76.3 Net income 49.3 43.5 91.6 75.9 |
Properties, Plants and Equipmen
Properties, Plants and Equipment | 6 Months Ended |
Jun. 30, 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 June 30 December 31 2015 Land $ 14.1 13.8 Buildings and improvements 57.4 30.0 Pipelines and related assets* † 263.4 259.1 Terminals and related assets † 348.4 345.9 Rail racks and related assets † 136.4 136.3 Fractionator and related assets † 615.4 626.2 Caverns and related assets † 428.5 277.5 Construction-in-progress 119.9 237.7 Gross PP&E 1,983.5 1,926.5 Less: Accumulated depreciation* (310.7 ) (282.4 ) Net PP&E $ 1,672.8 1,644.1 *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 . |
Debt
Debt | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt at June 30, 2016 , and December 31, 2015 , was: Millions of Dollars June 30, 2016 Fair Value Hierarchy Total Fair Value Difference in Fair Value and Carrying Value Net Carrying Value Presented on the Balance Sheet Level 1 Level 2* Level 3 Fixed-rate debt 2.646% Senior Notes due 2020 $ — 301.9 — 301.9 (1.9 ) 300.0 3.605% Senior Notes due 2025 — 489.8 — 489.8 10.2 500.0 4.680% Senior Notes due 2045 — 281.9 — 281.9 18.1 300.0 Note payable to Phillips 66 due 2020 at 3.0% — 219.4 — 219.4 (7.4 ) 212.0 Revolving credit facility 40.0 — — 40.0 — 40.0 Debt at face value 40.0 1,293.0 — 1,333.0 19.0 1,352.0 Net unamortized discounts and debt issuance costs — — — — — (8.9 ) Total debt $ 40.0 1,293.0 — 1,333.0 19.0 1,343.1 *The fair value was estimated using quoted market prices of comparable instruments (Level 2 inputs). Millions of Dollars December 31, 2015 Fair Value Hierarchy Total Fair Value Difference in Fair Value and Carrying Value Net Carrying Value Presented on the Balance Sheet Level 1 Level 2* Level 3 Fixed-rate debt 2.646% Senior Notes due 2020 $ — 282.0 — 282.0 18.0 300.0 3.605% Senior Notes due 2025 — 431.9 — 431.9 68.1 500.0 4.680% Senior Notes due 2045 — 225.2 — 225.2 74.8 300.0 Notes payable to Phillips 66 due 2020 at 3.0%** — 961.1 — 961.1 2.9 964.0 Revolving credit facility — — — — — — Debt at face value — 1,900.2 — 1,900.2 163.8 2,064.0 Net unamortized discounts and debt issuance costs — — — — — (9.3 ) Total debt $ — 1,900.2 — 1,900.2 163.8 2,054.7 *The fair value was estimated using quoted market prices of comparable instruments (Level 2 inputs). **Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. Revolving Credit Facility At June 30, 2016, we had an aggregate of $40 million borrowed and outstanding under our $500 million revolving credit facility. No amounts were outstanding as of December 31, 2015. Notes Payable On March 1, 2016, in connection with the Initial Fractionator Acquisition, we entered into an Assignment and Assumption of Note agreement with subsidiaries of Phillips 66, pursuant to which we assumed the obligations under a term promissory note (the Initial Note) with a $212 million principal balance. On May 10, 2016, in connection with the Subsequent Fractionator Acquisition, we entered into three separate Assignment and Assumption of Note agreements with subsidiaries of Phillips 66, pursuant to which we assumed the obligations under three term promissory notes (the Subsequent Notes), each with a $225 million principal balance. Also on May 10, 2016, using proceeds from the 2016 Unit Offering, we repaid two of the Subsequent Notes in their entirety, and reduced the outstanding balance on the remaining Subsequent Note to $19.4 million , which was repaid on June 30, 2016. The Initial 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 is due and payable at maturity. The note may be paid in whole or in part prior to that date, with no penalty, and it contains customary default provisions for failure to pay principal or interest. Because the Initial Note and Subsequent Notes were held by entities we acquired in common control transactions, prior period debt balances have been recast as if we had held the notes since their inception in January 2014. |
Equity
Equity | 6 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
Equity | Equity ATM Program On June 6, 2016, we filed a prospectus supplement to the shelf registration statement for our continuous offering program that became effective with the SEC on May 13, 2016, related to the continuous issuance of up to an aggregate of $250 million of common units, in amounts, at prices and on terms to be determined by market conditions and other factors at the time of our offerings (such continuous offering program, or at-the-market program, referred to as our ATM Program). During the three months ended June 30, 2016, on a settlement-date basis, we issued an aggregate of 262,858 common units under our ATM Program, generating net proceeds of approximately $14.2 million , after broker commissions of $0.2 million . The net proceeds from sales under the ATM Program are used for general partnership purposes, which may include debt repayment, future acquisitions, capital expenditures and additions to working capital. Common Unit Offerings On May 10, 2016, we completed the 2016 Unit Offering, consisting of an aggregate of 12,650,000 common units representing limited partner interests at a price of $52.40 per common unit. We received proceeds (net of underwriting discounts) of $655.6 million from the 2016 Unit Offering. We utilized the net proceeds to partially repay debt assumed as part of the Subsequent Fractionator Acquisition. See Note 7— Debt and Note 4— Acquisitions for additional information on the debt assumed and the acquisition transaction, respectively. 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 (the 2015 Unit Offering). We received proceeds (net of underwriting discounts) of $384.5 million from the 2015 Unit Offering. We utilized a portion of the net proceeds 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. See Note 5— Equity Investments for additional information on the Sand Hills, Southern Hills and Explorer acquisition. |
Net Income Per Limited Partner
Net Income Per Limited Partner Unit | 6 Months Ended |
Jun. 30, 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 (for the period subordinated units were outstanding) 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 June 30, 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. 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 June 30 Six Months Ended June 30 2016 2015 2016 2015 Net income attributable to the Partnership $ 67.5 42.0 119.8 77.4 Less: General partner’s distribution declared (including IDRs)* 20.7 8.8 36.4 15.2 Limited partners’ distribution declared on common units* 49.1 32.7 89.0 50.0 Limited partner’s distribution declared on subordinated units* — — — 13.0 Distributions less than (in excess of) net income attributable to the Partnership $ (2.3 ) 0.5 (5.6 ) (0.8 ) *Distribution declared attributable to the indicated periods. General Partner (including IDRs) Limited Partners’ Common Units Limited Partner’s Subordinated Units Total Three Months Ended June 30, 2016 Net income attributable to the Partnership (millions): Distribution declared $ 20.7 49.1 — 69.8 Distribution less than (in excess of) net income attributable to the Partnership 0.4 (2.7 ) — (2.3 ) Net income attributable to the Partnership $ 21.1 46.4 — 67.5 Weighted average units outstanding: Basic 1,855,709 90,959,226 — 92,814,935 Diluted 1,855,709 90,959,226 — 92,814,935 Net income per limited partner unit (dollars): Basic $ 0.51 — Diluted 0.51 — Three Months Ended June 30, 2015 Net income attributable to the Partnership (millions): Distribution declared $ 8.8 32.7 — 41.5 Distribution less than net income attributable to the Partnership 0.2 0.3 — 0.5 Net income attributable to the Partnership $ 9.0 33.0 — 42.0 Weighted average units outstanding: Basic 1,671,056 65,627,684 16,254,052 83,552,792 Diluted 1,671,056 65,627,684 16,254,052 83,552,792 Net income per limited partner unit (dollars): Basic $ 0.50 — Diluted 0.50 — General Partner (including IDRs) Limited Partners’ Common Units Limited Partner’s Subordinated Units Total Six Months Ended June 30, 2016 Net income attributable to the Partnership (millions): Distribution declared $ 36.4 89.0 — 125.4 Distribution less than (in excess of) net income attributable to the Partnership 0.5 (6.1 ) — (5.6 ) Net income attributable to the Partnership $ 36.9 82.9 — 119.8 Weighted average units outstanding: Basic 1,771,002 86,793,825 — 88,564,827 Diluted 1,771,002 86,793,825 — 88,564,827 Net income per limited partner unit (dollars): Basic $ 0.96 — Diluted 0.96 — Six Months Ended June 30, 2015 Net income attributable to the Partnership (millions): Distribution declared $ 15.2 50.0 13.0 78.2 Distribution less than (in excess of) net income attributable to the Partnership 0.2 (0.7 ) (0.3 ) (0.8 ) Net income attributable to the Partnership $ 15.4 49.3 12.7 77.4 Weighted average units outstanding: Basic 1,624,800 54,135,043 25,683,198 81,443,041 Diluted 1,624,800 54,135,043 25,683,198 81,443,041 Net income per limited partner unit (dollars): Basic $ 0.91 0.49 Diluted 0.91 0.49 On July 20, 2016 , the Board of Directors of our General Partner declared a quarterly cash distribution of $0.505 per common unit which, when combined with distributions to our General Partner, will result in total distributions of $69.8 million attributable to the second quarter of 2016. This distribution is payable August 12, 2016 , to unitholders of record as of August 3, 2016 . |
Contingencies
Contingencies | 6 Months Ended |
Jun. 30, 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 contingent 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 June 30, 2016 , we had $1.5 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 June 30, 2016 , and December 31, 2015 , we did not have any material accrued contingent liabilities associated with litigation matters. Indemnification and Excluded Liabilities Under our amended omnibus agreement and pursuant to the terms of various agreements under which we acquired assets from Phillips 66, Phillips 66 will indemnify us, or assume responsibility, for certain environmental liabilities, tax liabilities, litigation and any other liabilities attributable to the ownership or operation of the assets contributed to us and that arose prior to the effective date of each acquisition. These indemnifications and exclusions from liability have, in some cases, time limits and deductibles. When Phillips 66 performs under any of these indemnifications or exclusions from liability, we recognize a non-cash expense and an associated non-cash capital contribution from our General Partner, as these are considered liabilities paid for by a principal unitholder. 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 | 6 Months Ended |
Jun. 30, 2016 | |
Supplemental Cash Flow Information [Abstract] | |
Cash Flow Information | Cash Flow Information Subsequent Fractionator Acquisition The Subsequent Fractionator Acquisition had both cash and noncash elements. The historical book value of the net assets acquired was $871 million . Of this amount, $656 million was a financing cash outflow, representing the acquisition of the noncontrolling interest in Sweeny Frac LLC, through the repayment of a portion of the debt assumed in the transaction. The remaining debt financing balance of $19 million represents a noncash investing and financing activity. The remaining $196 million of book value was attributed to the common and general partner units issued (a noncash investing and financing activity). Initial Fractionator Acquisition The Initial 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 million of the total $880 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 $146 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 Six Months Ended 2016 2015 Capital Expenditures and Investments Capital expenditures attributable to Predecessors* $ 22.5 414.1 Capital expenditures and investments attributable to the Partnership 93.7 97.4 Total capital expenditures and investments* $ 116.2 511.5 *Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. Millions of Dollars Six Months Ended 2016 2015* Capital Expenditures and Investments Cash capital expenditures and investments $ 127.7 484.3 Change in capital expenditure accruals (11.5 ) 27.2 Total capital expenditures and investments $ 116.2 511.5 *Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. Millions of Dollars Six Months Ended 2016 2015 Other Noncash Investing and Financing Activities Contributions of net assets into joint ventures $ — 43.3 Transfer of net liabilities to Phillips 66—Acquisitions 45.3 — |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Commercial Agreements In connection with our Initial Public Offering (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 the assets we acquired in connection with the Offering, 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 due to 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 entered into in connection with the Subsequent Fractionator Transaction, see our Current Report on Form 8-K filed with the SEC on May 3, 2016 . 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 Six Months Ended 2016 2015* 2016 2015* Operating and maintenance expenses $ 11.0 9.4 23.0 18.4 General and administrative expenses 6.3 6.7 13.6 13.1 Interest and debt expense 1.7 — 2.2 1.9 Total $ 19.0 16.1 38.8 33.4 *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, fractionator, 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 | 6 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Our effective tax rates were 0.5 percent and 0.4 percent for the three- and six-month periods ended June 30, 2016 , respectively, compared with (0.2) percent and 0.1 percent for the corresponding periods of 2015. 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 the laws of states, primarily Texas, that apply to entities organized as partnerships. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2016 | |
Leases [Abstract] | |
Leases | Leases We are the lessor under transportation service agreements, terminal services agreements, storage services agreements and a fractionation service agreement, in each case, 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 June 30, 2016 , future minimum payments to be received related to these agreements were estimated to be: Millions of Dollars Remainder of 2016 $ 195.6 2017 363.5 2018 344.6 2019 314.0 2020 310.4 2021 302.1 2022 and thereafter 933.4 Total $ 2,763.6 |
New Accounting Standards
New Accounting Standards | 6 Months Ended |
Jun. 30, 2016 | |
New Accounting Standards [Abstract] | |
New Accounting Standards | New Accounting Standards In June 2016, the FASB issued ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” The new standard amends the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in the more timely recognition of losses. Public business entities should apply the guidance in ASU 2016-13 for annual periods beginning after December 15, 2019, including interim periods within those annual periods. Early adoption will be permitted for annual periods beginning after December 15, 2018. We are currently evaluating the provisions of ASU 2016-13 and assessing the impact on our financial statements. 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, but do not expect any significant 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. Our initial review indicates that ASU 2016-01 will have a limited 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 are continuing our contract review and documentation. |
Subsequent Events (Notes)
Subsequent Events (Notes) | 6 Months Ended |
Jun. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On July 25, 2016, we announced that we have agreed to acquire an additional 2.5 percent equity interest in Explorer Pipeline Company. This acquisition will increase our ownership interest from 19.46 percent to approximately 22 percent. The acquisition is expected to close in August 2016, subject to normal regulatory review. |
Business and Basis of Present24
Business and Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Business and Basis of Presentation [Abstract] | |
Basis of Presentation | Basis of Presentation We have 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 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, 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 are 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 | Net income per unit applicable to common and subordinated units (for the period subordinated units were outstanding) 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 June 30, 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. 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. |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 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 Acquisitions. The first column presents our historical financial information prior to the retrospective adjustments, the second column presents the retrospective adjustments, and the third column presents our financial information as retrospectively adjusted. Results of the Acquired Assets after the effective date of each acquisition are presented in the first column. Three Months Ended June 30, 2016 Millions of Dollars Consolidated Statement of Income Phillips 66 Acquired Assets Predecessor Consolidated Revenues Operating revenues—related parties $ 106.5 1.6 108.1 Operating revenues—third parties 2.1 — 2.1 Equity in earnings of affiliates 29.9 — 29.9 Other income 0.3 — 0.3 Total revenues and other income 138.8 1.6 140.4 Costs and Expenses Operating and maintenance expenses 27.9 — 27.9 Depreciation 14.4 0.1 14.5 General and administrative expenses 7.8 — 7.8 Taxes other than income taxes 5.5 0.1 5.6 Interest and debt expense 11.0 — 11.0 Other expenses — — — Total costs and expenses 66.6 0.2 66.8 Income before income taxes 72.2 1.4 73.6 Provision for income taxes 0.4 — 0.4 Net Income 71.8 1.4 73.2 Less: Net income attributable to noncontrolling interests 4.3 (4.3 ) — Less: Net income attributable to Predecessors — 5.7 5.7 Net Income Attributable to the Partnership $ 67.5 — 67.5 Three Months Ended June 30, 2015 Millions of Dollars Consolidated Statement of Income Phillips 66 Acquired Assets Predecessor Phillips 66 Revenues Operating revenues—related parties $ 62.3 4.0 66.3 Operating revenues—third parties 0.9 — 0.9 Equity in earnings of affiliates 20.6 — 20.6 Other income — — — Total revenues and other income 83.8 4.0 87.8 Costs and Expenses Operating and maintenance expenses 17.5 2.1 19.6 Depreciation 5.3 0.1 5.4 General and administrative expenses 6.4 1.1 7.5 Taxes other than income taxes 3.1 0.7 3.8 Interest and debt expense 9.5 — 9.5 Other expenses 0.1 — 0.1 Total costs and expenses 41.9 4.0 45.9 Income before income taxes 41.9 — 41.9 Benefit from income taxes (0.1 ) — (0.1 ) Net Income 42.0 — 42.0 Less: Net income attributable to Predecessors — — — Net Income Attributable to the Partnership $ 42.0 — 42.0 Six Months Ended June 30, 2016 Millions of Dollars Consolidated Statement of Income Phillips 66 Partners LP Acquired Assets Predecessor Consolidated Results Revenues Operating revenues—related parties $ 183.0 24.3 207.3 Operating revenues—third parties 4.1 — 4.1 Equity in earnings of affiliates 54.7 — 54.7 Other income 0.3 0.2 0.5 Total revenues and other income 242.1 24.5 266.6 Costs and Expenses Operating and maintenance expenses 45.5 5.4 50.9 Depreciation 22.8 5.6 28.4 General and administrative expenses 15.9 0.9 16.8 Taxes other than income taxes 9.3 1.8 11.1 Interest and debt expense 20.9 — 20.9 Other expenses — — — Total costs and expenses 114.4 13.7 128.1 Income before income taxes 127.7 10.8 138.5 Provision for income taxes 0.6 — 0.6 Net Income 127.1 10.8 137.9 Less: Net income attributable to noncontrolling interests 7.3 (7.3 ) — Less: Net income attributable to Predecessors — 18.1 18.1 Net Income Attributable to the Partnership $ 119.8 — 119.8 Six Months Ended June 30, 2015 Millions of Dollars Consolidated Statement of Income Phillips 66 Acquired Assets Predecessor Phillips 66 Revenues Operating revenues—related parties $ 125.1 7.8 132.9 Operating revenues—third parties 2.0 — 2.0 Equity in earnings of affiliates 26.7 — 26.7 Other income 0.1 — 0.1 Total revenues and other income 153.9 7.8 161.7 Costs and Expenses Operating and maintenance expenses 32.3 3.7 36.0 Depreciation 10.4 0.3 10.7 General and administrative expenses 13.8 2.0 15.8 Taxes other than income taxes 4.4 1.4 5.8 Interest and debt expense 15.4 — 15.4 Other expenses 0.1 — 0.1 Total costs and expenses 76.4 7.4 83.8 Income before income taxes 77.5 0.4 77.9 Provision for income taxes 0.1 — 0.1 Net Income 77.4 0.4 77.8 Less: Net income attributable to Predecessors — 0.4 0.4 Net Income Attributable to the Partnership $ 77.4 — 77.4 Millions of Dollars December 31, 2015 Consolidated Balance Sheet Phillips 66 Partners LP Acquired Assets Predecessor Phillips 66 Partners LP 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 1,151.7 1,644.1 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 1,158.1 2,681.6 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 2.6 7.7 Accrued interest 15.1 7.1 22.2 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 69.2 106.9 Notes payable—related party — 964.0 964.0 Long-term debt 1,090.7 — 1,090.7 Asset retirement obligations 3.4 0.5 3.9 Accrued environmental costs 0.8 — 0.8 Deferred income taxes 0.3 — 0.3 Deferred revenues—related parties—long-term 0.5 10.5 11.0 Other liabilities — — — Total Liabilities 1,133.4 1,044.2 2,177.6 Equity Net investment—Predecessors — 113.9 113.9 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 390.1 113.9 504.0 Total Liabilities and Equity $ 1,523.5 1,158.1 2,681.6 |
Equity Investments (Tables)
Equity Investments (Tables) | 6 Months Ended |
Jun. 30, 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 June 30 December 31 Sand Hills 33.34 % $ 438.2 430.5 Southern Hills 33.34 213.5 212.9 Explorer 19.46 101.4 102.4 Phillips 66 Partners Terminal 70.00 74.5 77.0 Paradigm Pipeline 50.00 82.8 52.5 Bayou Bridge Pipeline 40.00 97.4 69.6 Total equity investments $ 1,007.8 944.9 Earnings (losses) from our equity investments were as follows: Millions of Dollars Three Months Ended Six Months Ended 2016 2015 2016 2015 Sand Hills $ 16.4 14.5 31.3 18.8 Southern Hills 7.4 3.7 14.1 5.2 Explorer 5.6 2.4 9.1 2.7 Phillips 66 Partners Terminal 0.4 — 0.3 — Paradigm Pipeline (0.1 ) — (0.2 ) — Bayou Bridge Pipeline 0.2 — 0.1 — Total equity in earnings of affiliates $ 29.9 20.6 54.7 26.7 |
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 six-month period ended June 30, 2015, is presented in the table below, for enhanced comparability. Millions of Dollars Three Months Ended Six Months Ended 2016 2015 2016 2015 Revenues $ 68.6 60.5 128.9 111.5 Income before income taxes 49.6 43.5 92.1 76.3 Net income 49.3 43.5 91.6 75.9 |
Properties, Plants and Equipm27
Properties, Plants and Equipment (Tables) | 6 Months Ended |
Jun. 30, 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 June 30 December 31 2015 Land $ 14.1 13.8 Buildings and improvements 57.4 30.0 Pipelines and related assets* † 263.4 259.1 Terminals and related assets † 348.4 345.9 Rail racks and related assets † 136.4 136.3 Fractionator and related assets † 615.4 626.2 Caverns and related assets † 428.5 277.5 Construction-in-progress 119.9 237.7 Gross PP&E 1,983.5 1,926.5 Less: Accumulated depreciation* (310.7 ) (282.4 ) Net PP&E $ 1,672.8 1,644.1 *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 . |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Debt at June 30, 2016 , and December 31, 2015 , was: Millions of Dollars June 30, 2016 Fair Value Hierarchy Total Fair Value Difference in Fair Value and Carrying Value Net Carrying Value Presented on the Balance Sheet Level 1 Level 2* Level 3 Fixed-rate debt 2.646% Senior Notes due 2020 $ — 301.9 — 301.9 (1.9 ) 300.0 3.605% Senior Notes due 2025 — 489.8 — 489.8 10.2 500.0 4.680% Senior Notes due 2045 — 281.9 — 281.9 18.1 300.0 Note payable to Phillips 66 due 2020 at 3.0% — 219.4 — 219.4 (7.4 ) 212.0 Revolving credit facility 40.0 — — 40.0 — 40.0 Debt at face value 40.0 1,293.0 — 1,333.0 19.0 1,352.0 Net unamortized discounts and debt issuance costs — — — — — (8.9 ) Total debt $ 40.0 1,293.0 — 1,333.0 19.0 1,343.1 *The fair value was estimated using quoted market prices of comparable instruments (Level 2 inputs). Millions of Dollars December 31, 2015 Fair Value Hierarchy Total Fair Value Difference in Fair Value and Carrying Value Net Carrying Value Presented on the Balance Sheet Level 1 Level 2* Level 3 Fixed-rate debt 2.646% Senior Notes due 2020 $ — 282.0 — 282.0 18.0 300.0 3.605% Senior Notes due 2025 — 431.9 — 431.9 68.1 500.0 4.680% Senior Notes due 2045 — 225.2 — 225.2 74.8 300.0 Notes payable to Phillips 66 due 2020 at 3.0%** — 961.1 — 961.1 2.9 964.0 Revolving credit facility — — — — — — Debt at face value — 1,900.2 — 1,900.2 163.8 2,064.0 Net unamortized discounts and debt issuance costs — — — — — (9.3 ) Total debt $ — 1,900.2 — 1,900.2 163.8 2,054.7 *The fair value was estimated using quoted market prices of comparable instruments (Level 2 inputs). **Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. |
Net Income Per Limited Partne29
Net Income Per Limited Partner Unit (Tables) | 6 Months Ended |
Jun. 30, 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 June 30 Six Months Ended June 30 2016 2015 2016 2015 Net income attributable to the Partnership $ 67.5 42.0 119.8 77.4 Less: General partner’s distribution declared (including IDRs)* 20.7 8.8 36.4 15.2 Limited partners’ distribution declared on common units* 49.1 32.7 89.0 50.0 Limited partner’s distribution declared on subordinated units* — — — 13.0 Distributions less than (in excess of) net income attributable to the Partnership $ (2.3 ) 0.5 (5.6 ) (0.8 ) *Distribution declared attributable to the indicated periods. General Partner (including IDRs) Limited Partners’ Common Units Limited Partner’s Subordinated Units Total Three Months Ended June 30, 2016 Net income attributable to the Partnership (millions): Distribution declared $ 20.7 49.1 — 69.8 Distribution less than (in excess of) net income attributable to the Partnership 0.4 (2.7 ) — (2.3 ) Net income attributable to the Partnership $ 21.1 46.4 — 67.5 Weighted average units outstanding: Basic 1,855,709 90,959,226 — 92,814,935 Diluted 1,855,709 90,959,226 — 92,814,935 Net income per limited partner unit (dollars): Basic $ 0.51 — Diluted 0.51 — Three Months Ended June 30, 2015 Net income attributable to the Partnership (millions): Distribution declared $ 8.8 32.7 — 41.5 Distribution less than net income attributable to the Partnership 0.2 0.3 — 0.5 Net income attributable to the Partnership $ 9.0 33.0 — 42.0 Weighted average units outstanding: Basic 1,671,056 65,627,684 16,254,052 83,552,792 Diluted 1,671,056 65,627,684 16,254,052 83,552,792 Net income per limited partner unit (dollars): Basic $ 0.50 — Diluted 0.50 — General Partner (including IDRs) Limited Partners’ Common Units Limited Partner’s Subordinated Units Total Six Months Ended June 30, 2016 Net income attributable to the Partnership (millions): Distribution declared $ 36.4 89.0 — 125.4 Distribution less than (in excess of) net income attributable to the Partnership 0.5 (6.1 ) — (5.6 ) Net income attributable to the Partnership $ 36.9 82.9 — 119.8 Weighted average units outstanding: Basic 1,771,002 86,793,825 — 88,564,827 Diluted 1,771,002 86,793,825 — 88,564,827 Net income per limited partner unit (dollars): Basic $ 0.96 — Diluted 0.96 — Six Months Ended June 30, 2015 Net income attributable to the Partnership (millions): Distribution declared $ 15.2 50.0 13.0 78.2 Distribution less than (in excess of) net income attributable to the Partnership 0.2 (0.7 ) (0.3 ) (0.8 ) Net income attributable to the Partnership $ 15.4 49.3 12.7 77.4 Weighted average units outstanding: Basic 1,624,800 54,135,043 25,683,198 81,443,041 Diluted 1,624,800 54,135,043 25,683,198 81,443,041 Net income per limited partner unit (dollars): Basic $ 0.91 0.49 Diluted 0.91 0.49 |
Cash Flow Information (Tables)
Cash Flow Information (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Supplemental Cash Flow Information [Abstract] | |
Summary of Capital Expenditures and Noncash Investing and Financing Activities | Our capital expenditures and investments consisted of: Millions of Dollars Six Months Ended 2016 2015 Capital Expenditures and Investments Capital expenditures attributable to Predecessors* $ 22.5 414.1 Capital expenditures and investments attributable to the Partnership 93.7 97.4 Total capital expenditures and investments* $ 116.2 511.5 *Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. Millions of Dollars Six Months Ended 2016 2015* Capital Expenditures and Investments Cash capital expenditures and investments $ 127.7 484.3 Change in capital expenditure accruals (11.5 ) 27.2 Total capital expenditures and investments $ 116.2 511.5 *Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. Millions of Dollars Six Months Ended 2016 2015 Other Noncash Investing and Financing Activities Contributions of net assets into joint ventures $ — 43.3 Transfer of net liabilities to Phillips 66—Acquisitions 45.3 — |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 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 Six Months Ended 2016 2015* 2016 2015* Operating and maintenance expenses $ 11.0 9.4 23.0 18.4 General and administrative expenses 6.3 6.7 13.6 13.1 Interest and debt expense 1.7 — 2.2 1.9 Total $ 19.0 16.1 38.8 33.4 *Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Leases [Abstract] | |
Schedule of Future Minimum Payments Receivable for Operating Leases | As of June 30, 2016 , future minimum payments to be received related to these agreements were estimated to be: Millions of Dollars Remainder of 2016 $ 195.6 2017 363.5 2018 344.6 2019 314.0 2020 310.4 2021 302.1 2022 and thereafter 933.4 Total $ 2,763.6 |
Business and Basis of Present33
Business and Basis of Presentation (Narrative) (Details) $ in Millions | May 10, 2016USD ($)shares | Feb. 28, 2015USD ($)shares | Jun. 30, 2016transactionrefineryshares | Jun. 30, 2015shares |
Limited Liability Company or Limited Partnership, Business Organization and Operations [Abstract] | ||||
Number of separate transactions | transaction | 2 | |||
Units issued in public equity offerings | 12,912,858 | 5,250,000 | ||
Common Units [Member] | ||||
Limited Liability Company or Limited Partnership, Business Organization and Operations [Abstract] | ||||
Units issued in public equity offerings | 12,650,000 | 5,250,000 | ||
Proceeds from public offering, net of underwriting discounts | $ | $ 655.6 | $ 384.5 | ||
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 | refinery | 7 |
Acquisitions (Schedule of Resul
Acquisitions (Schedule of Results of Operations Giving Effect to Acquisitions) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |||||
Revenues | ||||||||||
Operating revenues—related parties | $ 108.1 | $ 66.3 | [1] | $ 207.3 | $ 132.9 | [1] | ||||
Operating revenues—third parties | 2.1 | 0.9 | [1] | 4.1 | 2 | [1] | ||||
Equity in earnings of affiliates | 29.9 | 20.6 | [1] | 54.7 | 26.7 | [1] | ||||
Other income | 0.3 | 0 | 0.5 | 0.1 | [1] | |||||
Total revenues and other income | 140.4 | 87.8 | [1] | 266.6 | 161.7 | [1] | ||||
Costs and Expenses | ||||||||||
Operating and maintenance expenses | 27.9 | 19.6 | [1] | 50.9 | 36 | [1] | ||||
Depreciation | 14.5 | 5.4 | [1] | 28.4 | 10.7 | [1] | ||||
General and administrative expenses | 7.8 | 7.5 | [1] | 16.8 | 15.8 | [1] | ||||
Taxes other than income taxes | 5.6 | 3.8 | [1] | 11.1 | 5.8 | [1] | ||||
Interest and debt expense | 11 | 9.5 | [1] | 20.9 | 15.4 | [1] | ||||
Other expenses | 0 | 0.1 | [1] | 0 | 0.1 | [1] | ||||
Total costs and expenses | 66.8 | 45.9 | [1] | 128.1 | 83.8 | [1] | ||||
Income before income taxes | 73.6 | 41.9 | [1] | 138.5 | 77.9 | [1] | ||||
Provision for (benefit from) income taxes | 0.4 | (0.1) | 0.6 | 0.1 | ||||||
Net Income | 73.2 | 42 | [1] | 137.9 | 77.8 | [1] | ||||
Less: Net income attributable to noncontrolling interests | 0 | |||||||||
Less: Net income attributable to Predecessors | 5.7 | 0 | [1] | 18.1 | 0.4 | [1] | ||||
Net income attributable to the Partnership | 67.5 | 42 | [1] | 119.8 | 77.4 | [1] | ||||
Assets, Current [Abstract] | ||||||||||
Cash and cash equivalents | 35.7 | 114.2 | [1] | 35.7 | 114.2 | [1] | $ 50.3 | [2] | $ 17.4 | [1] |
Accounts receivable—related parties | 37.3 | 37.3 | 21.4 | [2] | ||||||
Accounts receivable—third parties | 1.7 | 1.7 | 3.3 | [2] | ||||||
Materials and supplies | 5.5 | 5.5 | 4.5 | [2] | ||||||
Other current assets | 3.4 | 3.4 | 4.2 | [2] | ||||||
Total Current Assets | 83.6 | 83.6 | 83.7 | [2] | ||||||
Equity investments | 1,007.8 | 1,007.8 | 944.9 | [2] | ||||||
Net properties, plants and equipment | 1,672.8 | 1,672.8 | 1,644.1 | [2] | ||||||
Goodwill | 2.5 | 2.5 | 2.5 | [2] | ||||||
Deferred rentals—related parties | 5.4 | 5.4 | 5.6 | [2] | ||||||
Deferred tax assets | 0 | 0 | 0.1 | [2] | ||||||
Other assets | 0.6 | 0.6 | 0.7 | [2] | ||||||
Total Assets | 2,772.7 | 2,772.7 | 2,681.6 | [2] | ||||||
Liabilities, Current [Abstract] | ||||||||||
Accounts payable—related parties | 5.7 | 5.7 | 3.9 | [2] | ||||||
Accounts payable—third parties | 20.1 | 20.1 | 66.9 | [2] | ||||||
Payroll and benefits payable | 0 | 0 | 0.7 | [2] | ||||||
Accrued property and other taxes | 11.7 | 11.7 | 7.7 | [2] | ||||||
Accrued interest | 16.7 | 16.7 | 22.2 | [2] | ||||||
Current portion of accrued environmental costs | 0.8 | 0.8 | 0.8 | [2] | ||||||
Deferred revenues—related parties | 6.4 | 6.4 | 4.6 | [2] | ||||||
Other current liabilities | 0.2 | 0.2 | 0.1 | [2] | ||||||
Total Current Liabilities | 61.6 | 61.6 | 106.9 | [2] | ||||||
Notes payable—related party | 212 | 212 | 964 | [2] | ||||||
Long-term debt | 1,131.1 | 1,131.1 | 1,090.7 | [2] | ||||||
Asset retirement obligations | 4 | 4 | 3.9 | [2] | ||||||
Accrued environmental costs | 0.7 | 0.7 | 0.8 | [2] | ||||||
Deferred income taxes | 0.8 | 0.8 | 0.3 | [2] | ||||||
Deferred revenues—related parties—long-term | 19.7 | 19.7 | 11 | [1] | ||||||
Other liabilities | 0 | |||||||||
Total Liabilities | 1,429.9 | 1,429.9 | 2,177.6 | [2] | ||||||
Equity | ||||||||||
General partner—Phillips 66 | (605.1) | (605.1) | (650.3) | [2] | ||||||
Accumulated other comprehensive loss | (0.8) | (0.8) | (1.5) | [2] | ||||||
Total Equity | 1,342.8 | 444.5 | [1] | 1,342.8 | 444.5 | [1] | 504 | [2] | 163.9 | |
Total Liabilities and Equity | 2,772.7 | 2,772.7 | 2,681.6 | [2] | ||||||
Phillips 66 [Member] | ||||||||||
Equity | ||||||||||
Net investment—Predecessors | 0 | 0 | 113.9 | [2] | ||||||
Public [Member] | Common Units [Member] | ||||||||||
Costs and Expenses | ||||||||||
Net income attributable to the Partnership | 28.4 | 18.3 | ||||||||
Equity | ||||||||||
Unitholders | 1,483.7 | 1,483.7 | 808.9 | [2] | ||||||
Total Equity | 1,483.7 | 802.2 | [1] | 1,483.7 | 802.2 | [1] | 808.9 | 415.3 | ||
Non-public [Member] | Common Units [Member] | Phillips 66 [Member] | ||||||||||
Costs and Expenses | ||||||||||
Net income attributable to the Partnership | 54.5 | 31 | ||||||||
Equity | ||||||||||
Unitholders | 465 | 465 | 233 | [2] | ||||||
Total Equity | 465 | 177.1 | [1] | 465 | 177.1 | [1] | 233 | $ 57.1 | ||
Phillips 66 Partners LP (As Previously Reported) [Member] | ||||||||||
Revenues | ||||||||||
Operating revenues—related parties | 106.5 | 62.3 | 183 | 125.1 | ||||||
Operating revenues—third parties | 2.1 | 0.9 | 4.1 | 2 | ||||||
Equity in earnings of affiliates | 29.9 | 20.6 | 54.7 | 26.7 | ||||||
Other income | 0.3 | 0 | 0.3 | 0.1 | ||||||
Total revenues and other income | 138.8 | 83.8 | 242.1 | 153.9 | ||||||
Costs and Expenses | ||||||||||
Operating and maintenance expenses | 27.9 | 17.5 | 45.5 | 32.3 | ||||||
Depreciation | 14.4 | 5.3 | 22.8 | 10.4 | ||||||
General and administrative expenses | 7.8 | 6.4 | 15.9 | 13.8 | ||||||
Taxes other than income taxes | 5.5 | 3.1 | 9.3 | 4.4 | ||||||
Interest and debt expense | 11 | 9.5 | 20.9 | 15.4 | ||||||
Other expenses | 0.1 | 0 | 0.1 | |||||||
Total costs and expenses | 66.6 | 41.9 | 114.4 | 76.4 | ||||||
Income before income taxes | 72.2 | 41.9 | 127.7 | 77.5 | ||||||
Provision for (benefit from) income taxes | 0.4 | (0.1) | 0.6 | 0.1 | ||||||
Net Income | 127.1 | |||||||||
Net Income | 71.8 | 42 | 77.4 | |||||||
Less: Net income attributable to noncontrolling interests | 4.3 | 7.3 | ||||||||
Less: Net income attributable to Predecessors | 0 | 0 | 0 | |||||||
Net income attributable to the Partnership | 67.5 | 42 | 119.8 | 77.4 | ||||||
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 parties—long-term | 0.5 | |||||||||
Other liabilities | 0 | |||||||||
Total Liabilities | 1,133.4 | |||||||||
Equity | ||||||||||
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 | ||||||||||
Unitholders | 808.9 | |||||||||
Phillips 66 Partners LP (As Previously Reported) [Member] | Non-public [Member] | Common Units [Member] | Phillips 66 [Member] | ||||||||||
Equity | ||||||||||
Unitholders | 233 | |||||||||
Acquired Assets Predecessor [Member] | Standish And Sweeny Fractionator Acquisition [Member] | Phillips 66 [Member] | Phillips 66 [Member] | ||||||||||
Revenues | ||||||||||
Operating revenues—related parties | 1.6 | 4 | 24.3 | 7.8 | ||||||
Operating revenues—third parties | 0 | 0 | 0 | |||||||
Equity in earnings of affiliates | 0 | 0 | 0 | |||||||
Other income | 0 | 0 | 0.2 | 0 | ||||||
Total revenues and other income | 1.6 | 4 | 24.5 | 7.8 | ||||||
Costs and Expenses | ||||||||||
Operating and maintenance expenses | 0 | 2.1 | 5.4 | 3.7 | ||||||
Depreciation | 0.1 | 0.1 | 5.6 | 0.3 | ||||||
General and administrative expenses | 0 | 1.1 | 0.9 | 2 | ||||||
Taxes other than income taxes | 0.1 | 0.7 | 1.8 | 1.4 | ||||||
Interest and debt expense | 0 | 0 | 0 | |||||||
Other expenses | 0 | 0 | 0 | 0 | ||||||
Total costs and expenses | 0.2 | 4 | 13.7 | 7.4 | ||||||
Income before income taxes | 1.4 | 0 | 10.8 | 0.4 | ||||||
Provision for (benefit from) income taxes | 0 | 0 | 0 | |||||||
Net Income | 10.8 | |||||||||
Net Income | 1.4 | 0 | 0.4 | |||||||
Less: Net income attributable to noncontrolling interests | (4.3) | (7.3) | ||||||||
Less: Net income attributable to Predecessors | $ 5.7 | 0 | 18.1 | 0.4 | ||||||
Net income attributable to the Partnership | $ 0 | $ 0 | $ 0 | |||||||
Assets, Current [Abstract] | ||||||||||
Cash and cash equivalents | 2.3 | |||||||||
Accounts receivable—related parties | 0 | |||||||||
Accounts receivable—third parties | 0 | |||||||||
Materials and supplies | 2 | |||||||||
Other current assets | 2 | |||||||||
Total Current Assets | 6.3 | |||||||||
Equity investments | 0 | |||||||||
Net properties, plants and equipment | 1,151.7 | |||||||||
Goodwill | 0 | |||||||||
Deferred rentals—related parties | 0 | |||||||||
Deferred tax assets | 0.1 | |||||||||
Other assets | 0 | |||||||||
Total Assets | 1,158.1 | |||||||||
Liabilities, Current [Abstract] | ||||||||||
Accounts payable—related parties | 0 | |||||||||
Accounts payable—third parties | 58.6 | |||||||||
Payroll and benefits payable | 0.7 | |||||||||
Accrued property and other taxes | 2.6 | |||||||||
Accrued interest | 7.1 | |||||||||
Current portion of accrued environmental costs | 0 | |||||||||
Deferred revenues—related parties | 0.2 | |||||||||
Other current liabilities | 0 | |||||||||
Total Current Liabilities | 69.2 | |||||||||
Notes payable—related party | 964 | |||||||||
Long-term debt | 0 | |||||||||
Asset retirement obligations | 0.5 | |||||||||
Accrued environmental costs | 0 | |||||||||
Deferred income taxes | 0 | |||||||||
Deferred revenues—related parties—long-term | 10.5 | |||||||||
Other liabilities | 0 | |||||||||
Total Liabilities | 1,044.2 | |||||||||
Equity | ||||||||||
Net investment—Predecessors | 113.9 | |||||||||
Total Equity | 113.9 | |||||||||
Total Liabilities and Equity | $ 1,158.1 | |||||||||
[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. |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) $ in Millions | May 10, 2016USD ($)bbl / dmishares | Mar. 01, 2016USD ($)shares | Dec. 31, 2015 | Mar. 31, 2015 | May 10, 2016USD ($)bbl / dmi | May 10, 2016USD ($)bbl / dmi | Jun. 30, 2016transactionshares | |
Business Acquisition [Line Items] | ||||||||
Number of separate transactions | transaction | 2 | |||||||
General partner interest, percent | 2.00% | 2.00% | 2.00% | 2.00% | ||||
Processing capacity, in barrels per day | bbl / d | 100,000 | 100,000 | 100,000 | |||||
Fourth Amendment To Omnibus Agreement [Member] | Phillips 66 [Member] | Phillips 66 [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Monthly operational and administrative support fee | $ 3 | |||||||
Standish Pipeline [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Pipeline System, Length | mi | 92 | 92 | 92 | |||||
Sweeny Fractionator Acquisition [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Units issued associated with acquisition | shares | [1] | 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 | |||||||
Subsequent Fractionator Acquisition [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Units issued associated with acquisition | shares | [1] | 1,687,675 | ||||||
Subsequent Fractionator Acquisition [Member] | Phillips 66 [Member] | General Partner Units [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Units issued associated with acquisition | shares | 286,753 | |||||||
Subsequent Fractionator Acquisition [Member] | Phillips 66 [Member] | Phillips 66 [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Total consideration | $ 775 | |||||||
Assumption of a note payable to a subsidiary of Phillips 66 | 675 | |||||||
Transaction costs | 0.7 | |||||||
Net book value of interest acquired | $ 871 | |||||||
Subsequent Fractionator Acquisition [Member] | Phillips 66 [Member] | Phillips 66 [Member] | Common Units [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Units issued associated with acquisition | shares | 1,400,922 | |||||||
Subsequent Fractionator Acquisition [Member] | Phillips 66 Sweeny Frac LLC [Member] | Phillips 66 [Member] | Phillips 66 [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Controlling interest acquired, percentage | 75.00% | 75.00% | 75.00% | |||||
Subsequent Fractionator Acquisition [Member] | Standish Pipeline [Member] | Phillips 66 [Member] | Phillips 66 [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Controlling interest acquired, percentage | 100.00% | 100.00% | 100.00% | |||||
Standish And Sweeny Fractionator Acquisition [Member] | Phillips 66 [Member] | Phillips 66 [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Net book value of interest acquired | $ 1,154 | |||||||
[1] | See Note 4—Acquisitions, in the Notes to Consolidated Financial Statements. |
Equity Investments (Schedule of
Equity Investments (Schedule of Equity Investments) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | ||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Carrying Value | $ 1,007.8 | $ 1,007.8 | $ 944.9 | [1] | ||||
Equity in earnings of affiliates | $ 29.9 | $ 20.6 | [2] | $ 54.7 | $ 26.7 | [2] | ||
DCP Sand Hills Pipeline, LLC [Member] | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Ownership interest, percentage | 33.34% | 33.34% | ||||||
Carrying Value | $ 438.2 | $ 438.2 | 430.5 | |||||
Equity in earnings of affiliates | $ 16.4 | 14.5 | $ 31.3 | 18.8 | ||||
DCP Southern Hills Pipeline, LLC [Member] | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Ownership interest, percentage | 33.34% | 33.34% | ||||||
Carrying Value | $ 213.5 | $ 213.5 | 212.9 | |||||
Equity in earnings of affiliates | $ 7.4 | 3.7 | $ 14.1 | 5.2 | ||||
Explorer Pipeline Company [Member] | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Ownership interest, percentage | 19.46% | 19.46% | ||||||
Carrying Value | $ 101.4 | $ 101.4 | 102.4 | |||||
Equity in earnings of affiliates | $ 5.6 | $ 2.4 | $ 9.1 | 2.7 | ||||
Phillips 66 Partners Terminal LLC [Member] | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Ownership interest, percentage | 70.00% | 70.00% | ||||||
Carrying Value | $ 74.5 | $ 74.5 | 77 | |||||
Equity in earnings of affiliates | $ 0.4 | $ 0.3 | ||||||
Paradigm Pipeline LLC [Member] | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Ownership interest, percentage | 50.00% | 50.00% | ||||||
Carrying Value | $ 82.8 | $ 82.8 | 52.5 | |||||
Equity in earnings of affiliates | $ (0.1) | $ (0.2) | ||||||
Bayou Bridge Pipeline LLC [Member] | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Ownership interest, percentage | 40.00% | 40.00% | ||||||
Carrying Value | $ 97.4 | $ 97.4 | $ 69.6 | |||||
Equity in earnings of affiliates | $ 0.2 | $ 0.1 | $ 0 | |||||
[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 | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Schedule of Equity Method Investments [Line Items] | ||||
Revenues | $ 68.6 | $ 60.5 | $ 128.9 | $ 111.5 |
Income before income taxes | 49.6 | 43.5 | 92.1 | 76.3 |
Net income | $ 49.3 | $ 43.5 | $ 91.6 | $ 75.9 |
Equity Investments (Narrative)
Equity Investments (Narrative) (Details) $ in Millions | May 10, 2016 | Mar. 01, 2016 | Dec. 31, 2015USD ($)shares | Mar. 31, 2015USD ($)shares | Jan. 31, 2015USD ($)agreement | Jun. 30, 2015shares | Jun. 30, 2016USD ($) | Dec. 01, 2015 |
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 | $ 82.8 | |||||||
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% | |||||||
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 Equipm39
Properties, Plants and Equipment (Summary of Properties, Plants and Equipment)(Details) - USD ($) $ in Millions | Jun. 30, 2016 | Dec. 31, 2015 | ||
Property, Plant and Equipment [Line Items] | ||||
Gross PP&E | $ 1,983.5 | $ 1,926.5 | ||
Less: Accumulated depreciation | [1] | (310.7) | (282.4) | |
Net PP&E | 1,672.8 | 1,644.1 | [2] | |
Land [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross PP&E | 14.1 | 13.8 | ||
Building and Improvements [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross PP&E | 57.4 | 30 | ||
Pipelines and Related Assets [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross PP&E | [1],[3] | 263.4 | 259.1 | |
Terminals and Related Assets [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross PP&E | [3] | 348.4 | 345.9 | |
Rail Racks And Related Assets [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross PP&E | [3] | 136.4 | 136.3 | |
Fractionator And Related Assets [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross PP&E | [3] | 615.4 | 626.2 | |
Caverns And Related Assets [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross PP&E | [3] | 428.5 | 277.5 | |
Construction in Progress [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross PP&E | $ 119.9 | $ 237.7 | ||
[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. | |||
[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 | Jun. 30, 2016 | Mar. 01, 2016 | Dec. 31, 2015 | ||
Debt Instrument [Line Items] | |||||
Difference in Fair Value and Carrying Value | $ 19 | $ 163.8 | |||
Note payable to Phillips 66 due 2020 at 3.0% | 212 | 964 | [1] | ||
Long-term line of credit | 40 | 0 | |||
Long-term Debt, Including Related Party Debt, Gross, Fair Value | 1,333 | 1,900.2 | |||
Debt at face value | 1,352 | 2,064 | |||
Unamortized discounts and debt issuance costs | (8.9) | (9.3) | |||
Long Debt And Note Payable Related Parties, Fair Value | 1,333 | 1,900.2 | |||
Total debt | 1,343.1 | 2,054.7 | |||
2.646% Senior Notes due 2020 [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, fair value | 301.9 | 282 | |||
Difference in Fair Value and Carrying Value | (1.9) | 18 | |||
Senior Notes | $ 300 | 300 | |||
Interest rate, stated percentage | 2.646% | ||||
3.605% Senior Notes due 2025 [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, fair value | $ 489.8 | 431.9 | |||
Difference in Fair Value and Carrying Value | 10.2 | 68.1 | |||
Senior Notes | $ 500 | 500 | |||
Interest rate, stated percentage | 3.605% | ||||
4.680% Senior Notes due 2045 [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, fair value | $ 281.9 | 225.2 | |||
Difference in Fair Value and Carrying Value | 18.1 | 74.8 | |||
Senior Notes | $ 300 | 300 | |||
Interest rate, stated percentage | 4.68% | ||||
Note Payable To Phillips 66, Due 2020, 3.0 percent [Member] | Phillips 66 [Member] | |||||
Debt Instrument [Line Items] | |||||
Difference in Fair Value and Carrying Value | $ (7.4) | 2.9 | [2] | ||
Notes Payable, Related Parties, Noncurrent, Fair Value | 219.4 | 961.1 | [2] | ||
Note payable to Phillips 66 due 2020 at 3.0% | $ 212 | 964 | [2] | ||
Interest rate, stated percentage | 3.00% | 3.00% | |||
Fair Value, Inputs, Level 1 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term line of credit | $ 40 | ||||
Long-term Debt, Including Related Party Debt, Gross, Fair Value | 40 | ||||
Long Debt And Note Payable Related Parties, Fair Value | 40 | ||||
Fair Value, Inputs, Level 2 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term line of credit | [3] | 0 | 0 | ||
Long-term Debt, Including Related Party Debt, Gross, Fair Value | [3] | 1,293 | 1,900.2 | ||
Long Debt And Note Payable Related Parties, Fair Value | [3] | 1,293 | 1,900.2 | ||
Fair Value, Inputs, Level 2 [Member] | 2.646% Senior Notes due 2020 [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, fair value | [3] | 301.9 | 282 | ||
Fair Value, Inputs, Level 2 [Member] | 3.605% Senior Notes due 2025 [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, fair value | [3] | 489.8 | 431.9 | ||
Fair Value, Inputs, Level 2 [Member] | 4.680% Senior Notes due 2045 [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, fair value | [3] | 281.9 | 225.2 | ||
Fair Value, Inputs, Level 2 [Member] | Note Payable To Phillips 66, Due 2020, 3.0 percent [Member] | Phillips 66 [Member] | |||||
Debt Instrument [Line Items] | |||||
Notes Payable, Related Parties, Noncurrent, Fair Value | [3] | $ 219.4 | $ 961.1 | [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 business under common control | ||||
[3] | The fair value was estimated using quoted market prices of comparable instruments (Level 2 inputs). |
Debt (Narrative) (Details)
Debt (Narrative) (Details) | May 10, 2016USD ($)note_payableagreement | Mar. 01, 2016USD ($) | Jun. 30, 2016USD ($) | Dec. 31, 2015USD ($) | Jun. 30, 2015USD ($) | |
Debt Instrument [Line Items] | ||||||
Long-term line of credit | $ 40,000,000 | $ 0 | ||||
Notes payable—related party | 212,000,000 | 964,000,000 | [1] | |||
Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term line of credit | 40,000,000 | 0 | ||||
Line of credit facility, maximum borrowing capacity | $ 500,000,000 | |||||
Note Payable To Phillips 66, Due 2020, 3.0 percent [Member] | Phillips 66 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Notes payable—related party | $ 212,000,000 | $ 964,000,000 | [2] | |||
Interest rate, stated percentage | 3.00% | 3.00% | ||||
Phillips 66 [Member] | Phillips 66 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Number of agreements | agreement | 2 | |||||
Sweeny Fractionator Acquisition [Member] | Phillips 66 [Member] | Phillips 66 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Entities under common control note payble issued or assumed in exchange for assets transfered | $ 212,000,000 | |||||
Subsequent Fractionator Acquisition [Member] | Phillips 66 [Member] | Phillips 66 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Entities under common control note payble issued or assumed in exchange for assets transfered | $ 225,000,000 | |||||
Number of agreements | agreement | 3 | |||||
Number of notes payable | note_payable | 3 | |||||
Notes payable—related party | $ 19,400,000 | |||||
[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 business under common control |
Equity (Narrative) (Details)
Equity (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | May 13, 2016 | May 10, 2016 | Feb. 28, 2015 | Jun. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | |
Limited Partners' Capital Account [Line Items] | |||||||
Number of common units issued in public offering | 12,912,858 | 5,250,000 | |||||
Broker commission paid | $ 7.8 | $ 12.5 | [1] | ||||
Common Units [Member] | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Number of common units issued in public offering | 12,650,000 | 5,250,000 | |||||
Proceeds from public offering, net of underwriting discounts | $ 655.6 | $ 384.5 | |||||
Price per common limited partner unit | $ 52.40 | $ 75.50 | |||||
AtTheMarketProgram [Member] | Common Units [Member] | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Number of common units issued in public offering | 262,858 | ||||||
Proceeds from public offering, net of underwriting discounts | $ 14.2 | ||||||
Broker commission paid | $ 0.2 | ||||||
Maximum [Member] | AtTheMarketProgram [Member] | Common Units [Member] | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Maximum aggregate amount of continuous units issuance authorized | $ 250 | ||||||
[1] | Prior-period financial information has been retrospectively adjusted for acquisitions of businesses under common control. |
Net Income Per Limited Partne43
Net Income Per Limited Partner Unit Net Income Per Limited Partner Unit (Schedule of Earnings Per unit of our Limited Partners) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | ||||
Limited Partners' Capital Account [Line Items] | |||||||
Net income attributable to the Partnership | $ 67.5 | $ 42 | [1] | $ 119.8 | $ 77.4 | [1] | |
Distribution declared | 69.8 | 41.5 | 125.4 | 78.2 | |||
Distributions less than (in excess of) net income attributable to the Partnership | 2.3 | (0.5) | 5.6 | 0.8 | |||
General Partner [Member] | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Net income attributable to the Partnership | 21.1 | 9 | 36.9 | 15.4 | |||
Distribution declared | [2] | 20.7 | 8.8 | 36.4 | 15.2 | ||
Distributions less than (in excess of) net income attributable to the Partnership | (0.4) | (0.2) | (0.5) | (0.2) | |||
Common Units [Member] | Limited Partner [Member] | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Net income attributable to the Partnership | 46.4 | 33 | 82.9 | 49.3 | |||
Distribution declared | [2] | 49.1 | 32.7 | 89 | 50 | ||
Distributions less than (in excess of) net income attributable to the Partnership | $ 2.7 | (0.3) | 6.1 | 0.7 | |||
Subordinated Units [Member] | Limited Partner [Member] | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Net income attributable to the Partnership | 0 | 12.7 | |||||
Distribution declared | [2] | $ 0 | 0 | 13 | |||
Distributions less than (in excess of) net income attributable to the Partnership | $ 0 | $ 0.3 | |||||
[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 Partne44
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 | 6 Months Ended | |||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | ||||
Partners' Capital [Abstract] | |||||||
Distribution declared | $ 69.8 | $ 41.5 | $ 125.4 | $ 78.2 | |||
Distribution in excess of (less than) net income attributable to the Partnership | (2.3) | 0.5 | (5.6) | (0.8) | |||
Net income attributable to the Partnership | $ 67.5 | $ 42 | [1] | $ 119.8 | $ 77.4 | [1] | |
Weighted average units outstanding, general partner, basic (in shares) | 1,855,709 | 1,671,056 | 1,771,002 | 1,624,800 | |||
Weighted average units outstanding, basic | 92,814,935 | 83,552,792 | 88,564,827 | 81,443,041 | |||
Weighted average units outstanding, general partner, diluted | 1,855,709 | 1,671,056 | 1,771,002 | 1,624,800 | |||
Weighted average units outstanding, diluted | 92,814,935 | 83,552,792 | 88,564,827 | 81,443,041 | |||
Common Units [Member] | |||||||
Partners' Capital [Abstract] | |||||||
Weighted average units outstanding, limited partner, basic (in shares) | 90,959,226 | 65,627,684 | 86,793,825 | 54,135,043 | |||
Weighted average units outstanding, limited partner, diluted | 90,959,226 | 65,627,684 | 86,793,825 | 54,135,043 | |||
Net income per limited partner unit, basic (dollars) (in usd per share) | $ 0.51 | $ 0.50 | [1] | $ 0.96 | $ 0.91 | [1] | |
Net income per limited partner unit, diluted (dollars) (in usd per share) | $ 0.51 | $ 0.50 | [1] | $ 0.96 | $ 0.91 | [1] | |
Subordinated Units [Member] | |||||||
Partners' Capital [Abstract] | |||||||
Weighted average units outstanding, limited partner, basic (in shares) | 16,254,052 | 0 | 25,683,198 | ||||
Weighted average units outstanding, limited partner, diluted | 16,254,052 | 0 | 25,683,198 | ||||
Net income per limited partner unit, basic (dollars) (in usd per share) | $ 0 | $ 0 | $ 0.49 | ||||
Net income per limited partner unit, diluted (dollars) (in usd per share) | $ 0 | $ 0 | $ 0.49 | ||||
General Partner [Member] | |||||||
Partners' Capital [Abstract] | |||||||
Distribution declared | [2] | $ 20.7 | $ 8.8 | $ 36.4 | $ 15.2 | ||
Distribution in excess of (less than) net income attributable to the Partnership | 0.4 | 0.2 | 0.5 | 0.2 | |||
Net income attributable to the Partnership | 21.1 | 9 | 36.9 | 15.4 | |||
Limited Partner [Member] | Common Units [Member] | |||||||
Partners' Capital [Abstract] | |||||||
Distribution declared | [2] | 49.1 | 32.7 | 89 | 50 | ||
Distribution in excess of (less than) net income attributable to the Partnership | (2.7) | 0.3 | (6.1) | (0.7) | |||
Net income attributable to the Partnership | $ 46.4 | 33 | 82.9 | 49.3 | |||
Limited Partner [Member] | Subordinated Units [Member] | |||||||
Partners' Capital [Abstract] | |||||||
Distribution declared | [2] | 0 | 0 | 13 | |||
Distribution in excess of (less than) net income attributable to the Partnership | $ 0 | (0.3) | |||||
Net income attributable to the Partnership | $ 0 | $ 12.7 | |||||
[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 Partne45
Net Income Per Limited Partner Unit (Narrative) (Details) $ / shares in Units, $ in Millions | Jul. 20, 2016USD ($)$ / shares | Jun. 30, 2016USD ($)class | Jun. 30, 2015USD ($) |
Number of classes of participating securities | class | 1 | ||
Subsequent Events [Abstract] | |||
Total distributions attributable to the first quarter of 2016 | $ 107 | $ 65.8 | |
Cash Distribution [Member] | Subsequent Event [Member] | |||
Subsequent Events [Abstract] | |||
Total distributions attributable to the first quarter of 2016 | $ 69.8 | ||
Common Units [Member] | Cash Distribution [Member] | Subsequent Event [Member] | |||
Subsequent Events [Abstract] | |||
Quarterly cash distribution declared per limited partner unit | $ / shares | $ 0.505 |
Contingencies (Narrative) (Deta
Contingencies (Narrative) (Details) $ in Millions | Jun. 30, 2016USD ($) |
Accrual for Environmental Loss Contingencies Disclosure [Abstract] | |
Environmental accruals | $ 1.5 |
Cash Flow Information (Summary
Cash Flow Information (Summary of Cash Flow Information) (Details) - USD ($) $ in Millions | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | |||
Capital Expenditures And Investments [Abstract] | ||||
Capital expenditures attributable to Predecessors | [1] | $ 22.5 | $ 414.1 | |
Capital expenditures and investments attributable to the Partnership | 93.7 | 97.4 | ||
Cash capital expenditures and investments | 127.7 | 484.3 | [1] | |
Change in capital expenditure accruals | (11.5) | 27.2 | [1] | |
Total capital expenditures and investments | [1] | 116.2 | 511.5 | |
Other Noncash Investing and Financing Activities | ||||
Contributions of net assets into joint ventures | $ 43.3 | |||
Transfer of net liabilities to Phillips 66—Acquisitions | $ 45.3 | |||
[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 ($) | May 10, 2016 | Mar. 01, 2016 | Mar. 31, 2015 | Jun. 30, 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] | |||||
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] | 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 | 146,000,000 | ||||
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 | 734,000,000 | ||||
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 | ||||
Subsequent Fractionator Acquisition [Member] | Phillips 66 [Member] | Phillips 66 [Member] | |||||
Business Acquisition [Line Items] | |||||
Historical carrying value of assets transferred | $ 871,000,000 | ||||
Portion of historical book value of net assets acquired attributable to the note payable assumed | 656,000,000 | ||||
Entities under common control, assumption Of debt balance assigned to assets received | 19,000,000 | ||||
Subsequent 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 | $ 196,000,000 | ||||
Sweeny Fractionator Acquisition [Member] | Phillips 66 [Member] | Phillips 66 [Member] | |||||
Business Acquisition [Line Items] | |||||
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 | ||||
Controlling interest acquired, percentage | 25.00% | ||||
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 | 6 Months Ended | ||||
Jun. 30, 2016 | Jun. 30, 2015 | [1] | Jun. 30, 2016 | Jun. 30, 2015 | [1] | |
Related Party Transactions [Abstract] | ||||||
Operating and maintenance expenses | $ 11 | $ 9.4 | $ 23 | $ 18.4 | ||
General and administrative expenses | 6.3 | 6.7 | 13.6 | 13.1 | ||
Interest and debt expense | 1.7 | 2.2 | 1.9 | |||
Total | $ 19 | $ 16.1 | $ 38.8 | $ 33.4 | ||
[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 | 6 Months Ended |
Jun. 30, 2016USD ($) | |
Phillips 66 [Member] | Amended Omnibus Agreement [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 | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate, percentage | 0.50% | (0.20%) | 0.40% | 0.10% |
Leases (Schedule of Future Mini
Leases (Schedule of Future Minimum Operating Lease Income) (Details) - Phillips 66 [Member] $ in Millions | Jun. 30, 2016USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
Remainder of 2016 | $ 195.6 |
2,017 | 363.5 |
2,018 | 344.6 |
2,019 | 314 |
2,020 | 310.4 |
2,021 | 302.1 |
2022 and thereafter | 933.4 |
Total | $ 2,763.6 |
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 |
Subsequent Events (Details)
Subsequent Events (Details) - Explorer Pipeline Company [Member] | Jul. 25, 2016 | Aug. 31, 2016 | Jun. 30, 2016 |
Subsequent Event [Line Items] | |||
Ownership interest, percentage | 19.46% | ||
Scenario, Forecast [Member] | |||
Subsequent Event [Line Items] | |||
Ownership interest, percentage | 22.00% | ||
Scenario, Forecast [Member] | Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Ownership interest acquired, percentage | 2.50% |