Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 17, 2015 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | Enable Midstream Partners, LP | |
Entity Central Index Key | 1,591,763 | |
Entity Filer Category | Non-accelerated Filer | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 214,728,887 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||||
Revenues (including revenues from affiliates (Note 11)) | $ 590 | $ 827 | $ 1,206 | $ 1,829 | |||
Cost of Goods Sold, excluding depreciation and amortization (including expenses from affiliates (Note 11)) | 277 | 478 | 569 | 1,111 | |||
Operating Expenses: | |||||||
Operation and maintenance (including expenses from affiliates (Note 11)) | 131 | 129 | 261 | 255 | |||
Depreciation and amortization | 76 | 69 | 149 | 136 | |||
Taxes other than income taxes | 13 | 13 | 30 | 27 | |||
Total Operating Expenses | 220 | 211 | 440 | 418 | |||
Operating Income | 93 | 138 | 197 | 300 | |||
Other Income (Expense): | |||||||
Interest expense (including expenses from affiliates (Note 11)) | (23) | (16) | (43) | (30) | |||
Equity in earnings of equity method affiliates | 7 | 4 | 14 | 7 | |||
Other, net | 1 | (5) | 2 | (5) | |||
Total Other Income (Expense) | (15) | (17) | (27) | (28) | |||
Income Before Income Taxes | 78 | 121 | 170 | 272 | |||
Income tax expense | 1 | 0 | 2 | 1 | |||
Net Income | 77 | 121 | 168 | 271 | |||
Less: Net income attributable to noncontrolling interest | 0 | 1 | 0 | 2 | |||
Net Income attributable to Enable Midstream Partners, LP | 77 | 120 | 168 | 269 | |||
Net Income (Loss) Allocated to Limited Partners | $ 77 | $ 120 | $ 168 | $ 269 | |||
Basic and diluted weighted average number of outstanding limited partner units (in units) | 414 | 422 | 402 | ||||
Common Units | |||||||
Other Income (Expense): | |||||||
Net Income (Loss) Allocated to Limited Partners | $ 70 | $ 85 | $ 211 | ||||
Basic and diluted earnings per unit (Note 4) (in dollars per unit) | $ 0.18 | $ 0.29 | $ 0.40 | $ 0.67 | |||
Basic and diluted weighted average number of outstanding limited partner units (in units) | 214 | 240 | 214 | 315 | |||
Subordinated Units | |||||||
Other Income (Expense): | |||||||
Net Income (Loss) Allocated to Limited Partners | $ 50 | $ 83 | $ 58 | ||||
Basic and diluted earnings per unit (Note 4) (in dollars per unit) | $ 0.18 | $ 0.29 | [1] | $ 0.40 | [1] | $ 0.67 | [1] |
Basic and diluted weighted average number of outstanding limited partner units (in units) | 208 | 174 | [1] | 208 | [1] | 87 | [1] |
[1] | Basic and diluted earnings per subordinated unit reflect net income attributable to the Partnership for periods subsequent to its Offering, as no subordinated units were outstanding prior to this date. |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 77 | $ 121 | $ 168 | $ 271 |
Comprehensive income | 77 | 121 | 168 | 271 |
Less: Comprehensive income attributable to noncontrolling interest | 0 | 1 | 0 | 2 |
Comprehensive income attributable to Enable Midstream Partners, LP | $ 77 | $ 120 | $ 168 | $ 269 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Current Assets: | ||
Cash and cash equivalents | $ 8 | $ 12 |
Accounts receivable | 257 | 254 |
Accounts receivable—affiliated companies | 22 | 27 |
Inventory | 53 | 63 |
Gas imbalances | 39 | 45 |
Other current assets | 35 | 37 |
Total current assets | 414 | 438 |
Property, Plant and Equipment: | ||
Property, plant and equipment | 10,933 | 10,464 |
Less accumulated depreciation and amortization | 1,011 | 882 |
Property, plant and equipment, net | 9,922 | 9,582 |
Other Assets: | ||
Intangible assets, net | 383 | 357 |
Goodwill | 1,068 | 1,068 |
Investment in equity method affiliates | 343 | 348 |
Other | 50 | 44 |
Total other assets | 1,844 | 1,817 |
Total Assets | 12,180 | 11,837 |
Current Liabilities: | ||
Accounts payable | 212 | 275 |
Accounts payable—affiliated companies | 13 | 38 |
Short-term debt | 488 | 253 |
Taxes accrued | 37 | 23 |
Gas imbalances | 16 | 13 |
Other | 68 | 69 |
Total current liabilities | 834 | 671 |
Other Liabilities: | ||
Accumulated deferred income taxes, net | 10 | 9 |
Notes payable—affiliated companies | 363 | 363 |
Regulatory liabilities | 17 | 16 |
Other | 21 | 27 |
Total other liabilities | 411 | 415 |
Long-Term Debt | $ 2,200 | $ 1,928 |
Commitments and Contingencies (Note 12) | ||
Common units | $ 4,315 | $ 4,353 |
Subordinated units | 4,389 | 4,439 |
Partners’ Capital: | ||
Total partners' capital attributable to Enable Midstream Partners, LP Partners’ Capital | 8,704 | 8,792 |
Noncontrolling interest | 31 | 31 |
Total Partners’ Capital | 8,735 | 8,823 |
Total Liabilities and Partners’ Capital | $ 12,180 | $ 11,837 |
Condensed Consolidated Balance5
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - shares | Jun. 30, 2015 | Dec. 31, 2014 |
Common Units | ||
Common and Subordinated units issued | 214,728,887 | 214,417,908 |
Common units and Subordinated units outstanding | 214,728,887 | 214,417,908 |
Subordinated Units | ||
Common and Subordinated units issued | 207,855,430 | 207,855,430 |
Common units and Subordinated units outstanding | 207,855,430 | 207,855,430 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash Flows from Operating Activities: | ||
Net income | $ 168 | $ 271 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 149 | 136 |
Deferred income taxes | 1 | (1) |
Gain on sale/retirement of assets | 2 | 0 |
Equity in earnings of equity method affiliates, net of distributions | 5 | (1) |
Equity based compensation | 6 | 6 |
Amortization of debt costs and discount (premium) | (1) | 0 |
Changes in other assets and liabilities: | ||
Accounts receivable, net | (3) | (40) |
Accounts receivable—affiliated companies | 5 | 9 |
Inventory | 10 | 7 |
Gas imbalance assets | 6 | (6) |
Other current assets | 2 | (8) |
Other assets | (6) | (6) |
Accounts payable | (45) | (95) |
Accounts payable—affiliated companies | (25) | (6) |
Gas imbalance liabilities | 3 | 7 |
Other current liabilities | 13 | 20 |
Other liabilities | (6) | (1) |
Net cash provided by operating activities | 284 | 292 |
Cash Flows from Investing Activities: | ||
Capital expenditures | (456) | (338) |
Acquisitions, net of cash acquired | (80) | 0 |
Return of investment in equity method affiliates | 8 | 198 |
Investment in equity method affiliates | (7) | 0 |
Net cash used in investing activities | (535) | (140) |
Cash Flows from Financing Activities: | ||
Repayment of long term debt | 0 | (1,300) |
Proceeds from long term debt, net of issuance costs | 0 | 1,635 |
Proceeds from revolving credit facility | 425 | 115 |
Repayment of revolving credit facility | (150) | (487) |
Increase in short term debt | 235 | 0 |
Capital contributions from partners | 0 | 464 |
Distributions to partners | (263) | (272) |
Net cash provided by financing activities | 247 | 155 |
Net Increase (Decrease) in Cash and Cash Equivalents | (4) | 307 |
Cash and Cash Equivalents at Beginning of Period | 12 | 108 |
Cash and Cash Equivalents at End of Period | $ 8 | $ 415 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Enable Midstream Partners, LP Partners' Capital (Unaudited) - USD ($) shares in Millions, $ in Millions | Total | Partners' Capital | Total Enable Midstream Partners, LP Partners’ Capital | Noncontrolling Interest | Common UnitsPartners' Capital | Subordinated UnitsPartners' Capital |
Balance, beginning of period at Dec. 31, 2013 | $ 8,181 | $ 8,148 | $ 33 | $ 8,148 | $ 0 | |
Balance, beginning of period, units at Dec. 31, 2013 | 390 | 0 | ||||
Changes in Partners' Capital | ||||||
Net income | 271 | 269 | 2 | $ 219 | $ 50 | |
Issuance of IPO common units, units | 25 | |||||
Issuance of IPO common units | 464 | 464 | $ 464 | |||
Conversion to subordinated units, units | (208) | (208) | ||||
Conversion to subordinated units | $ (4,372) | $ 4,372 | ||||
Issuance of common units upon interest acquisition of SESH | 6 | |||||
Issuance of common units upon interest acquisition of SESH | 161 | 161 | $ 161 | |||
Distributions to partners | (272) | (269) | (3) | $ (269) | ||
Equity based compensation, units | 1 | |||||
Equity based compensation | 6 | 6 | $ 6 | |||
Balance, end of period, units at Jun. 30, 2014 | 214 | 208 | ||||
Balance, end of period at Jun. 30, 2014 | 8,811 | 8,779 | 32 | $ 4,357 | $ 4,422 | |
Balance, beginning of period at Dec. 31, 2014 | 8,823 | 8,792 | 31 | $ 4,353 | $ 4,439 | |
Balance, beginning of period, units at Dec. 31, 2014 | 214 | 208 | ||||
Changes in Partners' Capital | ||||||
Net income | 168 | 168 | $ 88 | $ 80 | ||
Issuance of common units upon interest acquisition of SESH | 1 | $ 1 | 1 | |||
Distributions to partners | (263) | (263) | (133) | $ (130) | ||
Equity based compensation | 6 | 6 | $ 6 | |||
Balance, end of period, units at Jun. 30, 2015 | 214 | 208 | ||||
Balance, end of period at Jun. 30, 2015 | $ 8,735 | $ 8,704 | $ 31 | $ 4,315 | $ 4,389 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Organization Enable Midstream Partners, LP (Partnership) is a Delaware limited partnership formed on May 1, 2013 by CenterPoint Energy, Inc. (CenterPoint Energy), OGE Energy Corp. (OGE Energy) and affiliates of ArcLight Capital Partners, LLC (ArcLight), pursuant to the terms of the MFA. The Partnership is a large-scale, growth-oriented limited partnership formed to own, operate and develop strategically located natural gas and crude oil infrastructure assets. The Partnership’s assets and operations are organized into two reportable segments: (i) Gathering and Processing, which primarily provides natural gas gathering, processing and fractionation services and crude oil gathering for our producer customers, and (ii) Transportation and Storage, which provides interstate and intrastate natural gas pipeline transportation and storage service primarily to natural gas producers, utilities and industrial customers. The natural gas gathering and processing assets are located in five states and serve natural gas production in the Anadarko, Arkoma and Ark-La-Tex basins. This segment also includes a crude oil gathering business in the Bakken Shale formation, principally located in the Williston basin. The natural gas transportation and storage assets extend from western Oklahoma and the Texas Panhandle to Alabama and from Louisiana to Illinois. The Partnership is controlled equally by CenterPoint Energy and OGE Energy, who each have 50% of the management rights of Enable GP. Enable GP was established by CenterPoint Energy and OGE Energy to govern the Partnership and has no other operating activities. Enable GP is governed by a board made up of an equal number of representatives designated by each of CenterPoint Energy and OGE Energy, along with the independent board members CenterPoint Energy and OGE Energy mutually agreed to appoint. Based on the 50 / 50 management ownership, with neither company having control, CenterPoint Energy and OGE Energy do not consolidate their interests in the Partnership. CenterPoint Energy and OGE Energy also own a 40% and 60% interest, respectively, in the incentive distribution rights held by Enable GP. As of June 30, 2015 , CenterPoint Energy held approximately 55.4% of the limited partner interests in the Partnership, or 94,151,707 common units and 139,704,916 subordinated units, and OGE Energy held approximately 26.3% of the limited partner interests in the Partnership, or 42,832,291 common units and 68,150,514 subordinated units. For the period from December 31, 2013 through May 29, 2014, the financial statements reflect a 24.95% interest in SESH. For the period of May 30, 2014 through June 29, 2015, the financial statements reflect a 49.90% interest in SESH. On June 12, 2015, CenterPoint Energy exercised its put right with respect to a 0.1% interest in SESH. Pursuant to the put right, on June 30, 2015 , CenterPoint Energy contributed its remaining 0.1% interest in SESH to the Partnership in exchange for 25,341 common units representing limited partner interests in the Partnership. As of June 30, 2015 , the Partnership owned a 50% interest in SESH. See Note 6 for further discussion of SESH. On April 16, 2014 , the Partnership completed the Offering of 25,000,000 common units, representing limited partner interests in the Partnership, at a price to the public of $20.00 per common unit. The Partnership received net proceeds of $464 million from the sale of the common units, after deducting underwriting discounts and commissions, the structuring fee and offering expenses. In connection with the Offering, 139,704,916 of CenterPoint Energy's common units and 68,150,514 of OGE Energy's common units were converted into subordinated units. Basis of Presentation The accompanying condensed consolidated financial statements and related notes of the Partnership have been prepared pursuant to the rules and regulations of the SEC and GAAP. Pursuant to such rules and regulations, certain disclosures normally included in financial statements prepared in accordance with GAAP have been omitted. The accompanying condensed consolidated financial statements and related notes should be read in conjunction with the combined and consolidated financial statements and related notes included in our Annual Report. These condensed consolidated financial statements and the related financial statement disclosures reflect all normal recurring adjustments that are, in the opinion of management, necessary to present fairly the financial position and results of operations for the respective periods. Amounts reported in the Partnership’s Condensed Consolidated Statements of Income are not necessarily indicative of amounts expected for a full-year period due to the effects of, among other things, (a) seasonal fluctuations in demand for energy and energy services, (b) changes in energy commodity prices, (c) timing of maintenance and other expenditures and (d) acquisitions and dispositions of businesses, assets and other interests. For a description of the Partnership’s reportable business segments, see Note 14. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Income Taxes As a limited partnership, the Partnership’s earnings are not subject to income tax (other than Texas state margin taxes and taxes associated with the Partnership's corporate subsidiary) and are taxable at the individual partner level, with the exception of Enable Midstream Services, LLC, a wholly owned subsidiary (Enable Midstream Services). The Partnership and its subsidiaries are pass-through entities for federal income tax purposes. For these entities, all income, expenses, gains, losses and tax credits generated flow through to their owners and, accordingly, do not result in a provision for income taxes in the consolidated financial statements. Reverse Unit Split On March 25, 2014, the Partnership effected a 1 for 1.279082616 reverse unit split. All unit and per unit amounts presented within the condensed consolidated financial statements reflect the effects of the reverse unit split. Fair Value - Monarch Acquisition On April 22, 2015, Enable entered into an agreement with Monarch Natural Gas, LLC, pursuant to which Enable agreed to acquire approximately 106 miles of gathering pipeline, approximately 5,000 horsepower of associated compression, right-of-ways and certain other midstream assets that provide natural gas gathering services in the Greater Granite Wash area of Texas. The transaction closed on May 1, 2015. The aggregate purchase price for this transaction was approximately $80 million , which was funded from cash generated from operations and borrowings under our Revolving Credit Facility. The acquisition was accounted for as a business combination. The purchase price allocation is preliminary and has been allocated between property, plant and equipment and intangible assets based on the estimated fair values at the acquisition date. The Partnership, with the assistance of a third-party valuation expert, is currently evaluating the preliminary purchase price allocation. The current allocation may be adjusted in subsequent financial statements as additional information relating to the fair value of assets becomes available. The Partnership expects the purchase price allocations to be completed by the end of the third quarter of 2015. |
New Accounting Pronouncements
New Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements Revenue from Contracts with Customers In May 2014, FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers," which supersedes the revenue recognition requirements in "Revenue Recognition (Topic 605)," and requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. ASU 2014-09 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016, and is to be applied retrospectively, with early application not permitted. On July 9, 2015, FASB deferred the effective date of ASU 2014-09 by one year to December 15, 2017 for annual reporting periods beginning after that date. The FASB also proposed permitting early adoption of the standard, but not before the original effective date of December 15, 2016. The Partnership is currently evaluating the impact, if any, the adoption of this standard will have on our Consolidated Financial Statements and related disclosures. Consolidation In February 2015, FASB issued ASU No. 2015-02, “Consolidation,” to improve consolidation guidance for certain types of legal entities. The guidance modifies the evaluation of whether limited partnerships and similar legal entities are variable interest entities (VIEs) or voting interest entities, eliminates the presumption that a general partner should consolidate a limited partnership, affects the consolidation analysis of reporting entities that are involved with VIEs, particularly those that have fee arrangements and related party relationships, and provides a scope exception from consolidation guidance for certain money market funds. These provisions are effective for annual reporting periods beginning after December 15, 2015, and interim periods within those annual periods, with early adoption permitted. These provisions may also be adopted retrospectively in previously issued financial statements for one or more years with a cumulative-effect adjustment to partners’ capital as of the beginning of the first year restated. The Partnership is currently evaluating the effect that adopting this new accounting standard will have on our Consolidated Financial Statements and related disclosures. Presentation of Debt Issuance Costs In April 2015, FASB issued ASU No. 2015-03, "Simplifying the Presentation of Debt Issuance Costs." This standard amends existing guidance to require the presentation of debt issuance costs in the balance sheet as a deduction from the carrying amount of the related debt liability instead of a deferred charge. It is effective for annual reporting periods beginning after December 15, 2015, but early adoption is permitted. The Partnership is currently evaluating the impact the adoption of this standard will have on our Consolidated Financial Statements and related disclosures. As of June 30, 2015 and December 31, 2014 , the Partnership had unamortized debt expense of $19 million and $17 million , respectively, which would have been classified as a reduction of long-term debt in our condensed consolidated balance sheets had we adopted this standard in the second quarter of 2015. The Partnership does not expect a material impact on its results of operations upon adoption of ASU 2015-03. Customer's Accounting for Fees Paid in a Cloud Computing Arrangement In April 2015, the FASB issued ASU No. 2015-05, "Customer's Accounting for Fees Paid in a Cloud Computing Arrangement." This standard provides guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The new guidance does not change the accounting for a customer's accounting for service contracts. ASU No. 2015-05 is effective for interim and annual reporting periods beginning after December 15, 2015. The Partnership is currently evaluating the impact, if any, of the adoption of this standard will have on our Consolidated Financial Statements and related disclosures. Simplifying the Measurement of Inventory In July 2015, the FASB issued ASU No. 2015-11, "Simplifying the Measurement of Inventory." Under this ASU, inventory will be measured at the “lower of cost and net realizable value,” and options that currently exist for “market value” will be eliminated. The ASU defines net realizable value as the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.” No other changes were made to the current guidance on inventory measurement. ASU 2015-11 is effective for interim and annual periods beginning after December 15, 2016. Early application is permitted and should be applied prospectively. The Partnership is evaluating the provisions of this statement, including in which period to adopt this statement, and has not determined what impact the adoption of ASU 2015-11 will have on the Partnership's Consolidated Financial Statements and related disclosures. |
Earnings Per Limited Partner Un
Earnings Per Limited Partner Unit | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Limited Partner Unit | Earnings Per Limited Partner Unit The following table illustrates the Partnership’s calculation of earnings per unit for common and subordinated limited partner units: Three Months Ended Six Months Ended 2015 2014 2015 2014 (In millions, except per unit data) Net income attributable to Enable Midstream Partners, LP $ 77 $ 120 $ 168 $ 269 Less general partner interest in net income — — — — Limited partner interest in net income attributable to Enable Midstream Partners, LP $ 77 $ 120 $ 168 $ 269 Net income allocable to common units $ 39 $ 70 $ 85 $ 211 Net income allocable to subordinated units 38 50 83 58 Limited partner interest in net income attributable to Enable Midstream Partners, LP $ 77 $ 120 $ 168 $ 269 Basic and diluted weighted average number of outstanding limited partner units Common units 214 240 214 315 Subordinated units (1) 208 174 208 87 Total 422 414 422 402 Basic and diluted earnings per limited partner unit Common units $ 0.18 $ 0.29 $ 0.40 $ 0.67 Subordinated units (1) $ 0.18 $ 0.29 $ 0.40 $ 0.67 ____________________ (1) Basic and diluted earnings per subordinated unit reflect net income attributable to the Partnership for periods subsequent to its Offering, as no subordinated units were outstanding prior to this date. There was no dilutive effect of unit-based awards during the three or six months ended June 30, 2015 and 2014 . |
Partners' Capital
Partners' Capital | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Partners' Capital | Partners’ Capital In accordance with the Partnership’s First Amended and Restated Agreement of Limited Partnership, on February 14, 2014, May 14, 2014 and August 14, 2014, the Partnership distributed $114 million , $155 million and $22 million to the unitholders of record as of January 1, 2014, April 1, 2014, and April 1, 2014, respectively. The Partnership's Second Amended and Restated Agreement of Limited Partnership requires that, within 45 days subsequent to the end of each quarter, the Partnership distribute all of its available cash (as defined in the Second Amended and Restated Agreement of Limited Partnership) to unitholders of record on the applicable record date. The Partnership did not make distributions for the period that began on April 1, 2014 and ended on April 15, 2014, the day prior to the closing of the Offering, other than the required distributions to CenterPoint Energy, OGE Energy, and ArcLight under the First Amended and Restated Agreement of Limited Partnership. The Partnership paid or has authorized payment of the following cash distributions under the Second Amended and Restated Agreement of Limited Partnership during 2014 and 2015 (in millions, except for per unit amounts): Quarter Ended Record Date Payment Date Per Unit Distribution Total Cash Distribution June 30, 2015 (1) August 3, 2015 August 13, 2015 $ 0.316 $ 134 March 31, 2015 May 5, 2015 May 15, 2015 $ 0.3125 $ 132 December 31, 2014 February 4, 2015 February 13, 2015 $ 0.30875 $ 130 September 30, 2014 November 4, 2014 November 14, 2014 $ 0.3025 $ 128 June 30, 2014 (2) August 4, 2014 August 14, 2014 $ 0.2464 $ 104 _____________________ (1) The board of directors of Enable GP declared this $0.316 per common unit cash distribution on July 22, 2015 , to be paid on August 13, 2015 , to unitholders of record at the close of business on August 3, 2015 . (2) The quarterly distribution for three months ended June 30, 2014 was prorated for the period beginning immediately after the closing of the Partnership's Offering, April 16, 2014 through June 30, 2014. General Partner Interest and Incentive Distribution Rights Enable GP owns a non-economic general partner interest in the Partnership and thus will not be entitled to distributions that the Partnership makes prior to the liquidation of the Partnership in respect of such general partner interest. Enable GP currently holds incentive distribution rights that entitle it to receive increasing percentages, up to a maximum of 50.0% , of the cash the Partnership distributes from operating surplus (as defined in our partnership agreement) in excess of $0.330625 per unit per quarter. The maximum distribution of 50.0% does not include any distributions that Enable GP or its affiliates may receive on common units or subordinated units that they own. Subordinated Units All subordinated units are held by CenterPoint Energy and OGE Energy. These units are considered subordinated because during the subordination period (as defined in our partnership agreement), the common units will have the right to receive distributions of available cash from operating surplus each quarter in an amount equal to $0.2875 per common unit, which amount is defined in the partnership agreement as the minimum quarterly distribution, plus any arrearages in the payment of the minimum quarterly distribution on the common units from prior quarters, before any distributions of available cash from operating surplus may be made on the subordinated units. These units are deemed “subordinated” because for a period of time, referred to as the subordination period, the subordinated units will not be entitled to receive any distributions until the common units have received the minimum quarterly distribution plus any arrearages from prior quarters. Furthermore, no arrearages will be paid on the subordinated units. Subordination Period The subordination period began on the closing date of the Offering and will extend until the first business day following the distributions of available cash from operating surplus (as defined in the partnership agreement) on each of the outstanding common units and subordinated units equal to or exceeding $1.15 per unit (the annualized minimum quarterly distribution) for each of the three consecutive, non-overlapping four-quarter periods immediately preceding June 30, 2017. Also, if the Partnership has paid distributions of available cash from operating surplus on each of the outstanding common units and subordinated units equal to or exceeding $1.725 per unit ( 150% of the annualized minimum quarterly distribution) and the related distribution on the incentive distribution rights, for any four-consecutive-quarter period ending on or after June 30, 2015, the subordination period will terminate. |
Intangible Assets, Net
Intangible Assets, Net | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net | Intangible Assets, Net The Partnership has $441 million in intangible assets associated with customer relationships due to the acquisition of Enogex and assets acquired from Monarch Natural Gas, LLC. The Partnership determined that intangible assets related to customer relationships have a weighted average useful life of 15 years. Intangible assets do not have any significant residual value or renewal options of existing terms. There are no intangible assets with indefinite useful lives. Intangible assets consist of the following: June 30, December 31, 2014 (In millions) Customer relationships: Total intangible assets $ 441 $ 401 Accumulated amortization 58 45 Net intangible assets $ 383 $ 356 The Partnership recorded amortization expense of $7 million and $6 million during the three months ended June 30, 2015 and 2014 , respectively, and $13 million during each of the six months ended June 30, 2015 and 2014 , respectively. As discussed in Note 1, the Partnership acquired a gas gathering system from Monarch Natural Gas, LLC on May 1, 2015 and has allocated $40 million to intangible assets based upon the preliminary purchase price allocation. |
Investment in Equity Method Aff
Investment in Equity Method Affiliates | 6 Months Ended |
Jun. 30, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Equity Method Affiliates | Investments in Equity Method Affiliates The Partnership uses the equity method of accounting for investments in entities in which it has an ownership interest between 20% and 50% and exercises significant influence. For the period from May 1, 2013 through May 29, 2014, the Partnership held a 24.95% interest in SESH, which is accounted for as an investment in equity method affiliates, and CenterPoint Energy indirectly owned a 25.05% interest in SESH. Pursuant to the MFA, that interest could be contributed to the Partnership upon exercise of certain put or call rights, under which CenterPoint Energy would contribute to the Partnership CenterPoint Energy’s retained interest in SESH at a price equal to the fair market value of such interest at the time the put right or call right is exercised. On May 13, 2014, CenterPoint Energy exercised its put right with respect to a 24.95% interest in SESH. Pursuant to the put right, on May 30, 2014, CenterPoint Energy contributed a 24.95% interest in SESH to the Partnership in exchange for 6,322,457 common units representing limited partner interests in the Partnership, which had a fair value of $161 million based upon the closing market price of the Partnership's common units. For the period from May 30, 2014 through June 29, 2015, the Partnership held a 49.90% interest in SESH. On June 12, 2015, CenterPoint Energy exercised its put right with respect to its remaining 0.1% interest in SESH. Pursuant to the put right, on June 30, 2015, CenterPoint Energy contributed a 0.1% interest in SESH to the Partnership in exchange for 25,341 common units representing limited partner interests in the Partnership, which had a fair value of $1 million based upon the closing market price of the Partnership's common units. Affiliates of Spectra Energy Corp own the remaining 50% interest in SESH. Pursuant to the terms of the SESH LLC Agreement, if, at any time, CenterPoint Energy has a right to receive less than 50% of our distributions through its limited partner interest in the Partnership and its economic interest in Enable GP, affiliates of Spectra Energy Corp will have the right to purchase our interest in SESH at fair market value. As of June 30, 2015 , the Partnership owned a 50% interest in SESH. In connection with CenterPoint Energy's exercise of its put right with respect to its 24.95% interest in SESH, the parties agreed to allocate the distributions for the quarter ended June 30, 2014 on (i) the SESH interest acquired by Enable and (ii) the Enable units issued to CenterPoint Energy for the SESH interest pro rata based on the time each party held the relevant interest. On July 25, 2014, the Partnership received a $7 million distribution from SESH for the three month period ended June 30, 2014, representing the Partnership's 49.90% interest in SESH. Under the terms of the agreement, the Partnership made a payment of approximately $1 million to CenterPoint Energy related to the additional 24.95% interest during the quarter ending September 30, 2014. Investment in Equity Method Affiliates: Six Months Ended 2015 2014 (In millions) Balance as of December 31 $ 348 $ 198 Interest acquisition of SESH 1 161 Return of investment from SESH refinancing — (198 ) Equity in earnings of equity method affiliate 14 7 Contributions to equity method affiliate 7 — Distributions from equity method affiliate (27 ) (6 ) Balance as of June 30 $ 343 $ 162 Equity in Earnings of Equity Method Affiliates: Three Months Ended Six Months Ended 2015 2014 2015 2014 (In millions) SESH $ 7 $ 4 $ 14 $ 7 Distributions from Equity Method Affiliates: Three Months Ended Six Months Ended 2015 2014 2015 2014 (In millions) SESH $ 15 $ 4 $ 27 $ 6 Summarized financial information of SESH is presented below: Three Months Ended Six Months Ended 2015 2014 2015 2014 (In millions) Income Statements: Revenues $ 28 $ 26 $ 57 $ 53 Operating income 18 16 36 33 Net income 14 10 28 22 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table presents the Partnership's outstanding debt as of June 30, 2015 and December 31, 2014 . June 30, December 31, (In millions) Commercial Paper $ 488 $ 253 Revolving Credit Facility 275 — Notes payable — affiliated companies 363 363 2019 Notes 500 500 2024 Notes 600 600 2044 Notes 550 550 Enable Oklahoma Senior Notes 250 250 Premium (Discount) on long-term debt 25 28 Total debt 3,051 2,544 Less amount classified as short-term debt (1) 488 253 Less Notes payable—affiliated companies 363 363 Total long-term debt $ 2,200 $ 1,928 ___________________ (1) Short-term debt includes $488 million and $253 million of commercial paper as of June 30, 2015 and December 31, 2014 , respectively. Revolving Credit Facility On June 18, 2015, the Partnership amended and restated its Revolving Credit Facility to, among other things, increase the borrowing capacity thereunder to $1.75 billion and extend its maturity date to June 18, 2020. As of June 30, 2015 , there were $275 million in principal advances and $2 million in letters of credit outstanding under the Revolving Credit Facility. However, as discussed below, commercial paper borrowings effectively reduce our borrowing capacity under this Revolving Credit Facility. The Revolving Credit Facility provides that outstanding borrowings bear interest at the LIBOR and/or an alternate base rate, at the Partnership’s election, plus an applicable margin. The applicable margin is based on the Partnership’s applicable credit ratings. As of June 30, 2015 , the applicable margin for LIBOR-based borrowings under the Revolving Credit Facility was 1.50% based on the Partnership’s credit ratings. In addition, the Revolving Credit Facility requires the Partnership to pay a fee on unused commitments. The commitment fee is based on the Partnership’s applicable credit rating from the rating agencies. As of June 30, 2015 , the commitment fee under the Revolving Credit Facility was 0.20% per annum based on the Partnership’s credit ratings. The commitment fee is recorded as interest expense in the Partnership's Condensed Consolidated Statements of Income. Commercial Paper The Partnership has a commercial paper program, pursuant to which the Partnership is authorized to issue up to $1.4 billion of commercial paper. The commercial paper program is supported by our Revolving Credit Facility, and outstanding commercial paper effectively reduces our borrowing capacity thereunder. There were $488 million and $253 million outstanding under our commercial paper program as of June 30, 2015 and December 31, 2014 , respectively. Any reduction in our credit ratings could prevent us from accessing the commercial paper markets. Financing Costs Unamortized debt expense of $19 million and $17 million as of June 30, 2015 and December 31, 2014 , respectively, is classified in Other Assets in the Condensed Consolidated Balance Sheets and is being amortized over the life of the respective debt. Unamortized premium on long-term debt of $25 million and $28 million at June 30, 2015 and December 31, 2014 , respectively, is classified as either Long-Term Debt or Current Portion of Long-Term Debt, consistent with the underlying debt instrument, in the Condensed Consolidated Balance Sheets and is being amortized over the life of the respective debt. As of June 30, 2015 , the Partnership and Enable Oklahoma were in compliance with all of their debt agreements, including financial covenants. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Certain assets and liabilities are recorded at fair value in the Condensed Consolidated Balance Sheets and are categorized based upon the level of judgment associated with the inputs used to measure their value. Hierarchical levels, as defined below and directly related to the amount of subjectivity associated with the inputs to fair valuations of these assets and liabilities are as follows: Level 1: Inputs are unadjusted quoted prices in active markets for identical assets or liabilities at the measurement date. Instruments classified as Level 1 include natural gas futures, swaps and options transactions for contracts traded on the NYMEX and settled through a NYMEX clearing broker. Level 2: Inputs, other than quoted prices included in Level 1, are observable for the asset or liability, either directly or indirectly. Level 2 inputs include quoted prices for similar instruments in active markets, and inputs other than quoted prices that are observable for the asset or liability. Fair value assets and liabilities that are generally included in this category are derivatives with fair values based on inputs from actively quoted markets. Instruments classified as Level 2 include over-the-counter NYMEX natural gas swaps, natural gas basis swaps and natural gas purchase and sales transactions in markets such that the pricing is closely related to the NYMEX pricing, and over-the-counter WTI crude swaps for condensate sales. Level 3: Inputs are unobservable for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability. Unobservable inputs reflect the Partnership’s judgments about the assumptions market participants would use in pricing the asset or liability since limited market data exists. The Partnership develops these inputs based on the best information available, including the Partnership’s own data. The Partnership utilizes the market approach in determining the fair value of its derivative positions by using either NYMEX or WTI published market prices, independent broker pricing data or broker/dealer valuations. The valuations of derivatives with pricing based on NYMEX published market prices may be considered Level 1 if they are settled through a NYMEX clearing broker account with daily margining. Over-the-counter derivatives with NYMEX or WTI based prices are considered Level 2 due to the impact of counterparty credit risk. Valuations based on independent broker pricing or broker/dealer valuations may be classified as Level 2 only to the extent they may be validated by an additional source of independent market data for an identical or closely related active market. In certain less liquid markets or for longer-term contracts, forward prices are not as readily available. In these circumstances, contracts are valued using internally developed methodologies that consider historical relationships among various quoted prices in active markets that result in management’s best estimate of fair value. These contracts are classified as Level 3. The Partnership determines the appropriate level for each financial asset and liability on a quarterly basis and recognizes transfers between levels at the end of the reporting period. For the period ended June 30, 2015 , there were no transfers between Level 1, 2, and 3 investments. The impact to the fair value of derivatives due to credit risk is calculated using the probability of default based on Standard & Poor’s Ratings Services and/or internally generated ratings. The fair value of derivative assets is adjusted for credit risk. The fair value of derivative liabilities is adjusted for credit risk only if the impact is deemed material. Contracts with Master Netting Arrangements Fair value amounts recognized for forward, interest rate swap, option and other conditional or exchange contracts executed with the same counterparty under a master netting arrangement may be offset. The reporting entity’s choice to offset or not must be applied consistently. A master netting arrangement exists if the reporting entity has multiple contracts, whether for the same type of conditional or exchange contract or for different types of contracts, with a single counterparty that are subject to a contractual agreement that provides for the net settlement of all contracts through a single payment in a single currency in the event of default on or termination of any one contract. Offsetting the fair values recognized for forward, interest rate swap, option and other conditional or exchange contracts outstanding with a single counterparty results in the net fair value of the transactions being reported as an asset or a liability in the Condensed Consolidated Balance Sheets. The Partnership has presented the fair values of its derivative contracts under master netting agreements using a net fair value presentation. The following tables summarize the Partnership’s assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2015 and December 31, 2014 : June 30, 2015 Commodity Contracts Gas Imbalances (1) Assets Liabilities Assets (2) Liabilities (3) (In millions) Quoted market prices in active market for identical assets (Level 1) $ 17 $ 2 $ — $ — Significant other observable inputs (Level 2) 2 1 32 $ 13 Unobservable inputs (Level 3) 6 3 — $ — Total fair value 25 6 32 $ 13 Netting adjustments (5 ) (5 ) — $ — Total $ 20 $ 1 $ 32 $ 13 December 31, 2014 Commodity Contracts Gas Imbalances (1) Assets Liabilities Assets (2) Liabilities (3) (In millions) Quoted market prices in active market for identical assets (Level 1) $ 33 $ 4 $ — $ — Significant other observable inputs (Level 2) 2 — 40 12 Unobservable inputs (Level 3) 5 — — — Total fair value 40 4 40 12 Netting adjustments (4 ) (4 ) — — Total $ 36 $ — $ 40 $ 12 ______________________ (1) The Partnership uses the market approach to fair value its gas imbalance assets and liabilities at individual, or where appropriate an average of, current market indices applicable to the Partnership’s operations, not to exceed net realizable value. Gas imbalances held by Enable Oklahoma are valued using an average of the Inside FERC Gas Market Report for Panhandle Eastern Pipe Line Co. (Texas, Oklahoma Mainline), ONEOK (Oklahoma) and ANR Pipeline (Oklahoma) indices. There were no netting adjustments as of June 30, 2015 and December 31, 2014 . (2) Gas imbalance assets exclude fuel reserves for under retained fuel due from shippers of $7 million and $4 million at June 30, 2015 and December 31, 2014 , respectively, which fuel reserves are based on the value of natural gas at the time the imbalance was created and which are not subject to revaluation at fair market value. (3) Gas imbalance liabilities exclude fuel reserves for over retained fuel due to shippers of $3 million and $1 million at June 30, 2015 and December 31, 2014 , respectively, which fuel reserves are based on the value of natural gas at the time the imbalance was created and which are not subject to revaluation at fair market value. Estimated Fair Value of Financial Instruments The fair values of all accounts receivable, notes receivable, accounts payable, commercial paper, and other such financial instruments on the Condensed Consolidated Balance Sheets are estimated to be approximately equivalent to their carrying amounts and have been excluded from the table below. The following table summarizes the fair value and carrying amount of the Partnership’s financial instruments at June 30, 2015 and December 31, 2014 . June 30, 2015 December 31, 2014 Carrying Amount Fair Value Carrying Amount Fair Value (In millions) Long-Term Debt Long-term notes payable - affiliated companies (Level 2) $ 363 $ 364 $ 363 $ 362 Revolving Credit Facility (Level 2) (1) 275 275 — — Enable Oklahoma Senior Notes (Level 2) 276 276 279 282 Enable Midstream Partners, LP 2019, 2024 and 2044 Notes (Level 2) 1,649 1,501 1,649 1,592 ___________________ (1) Borrowing capacity is reduced by our borrowings outstanding under the commercial paper program. $488 million and $253 million of commercial paper was outstanding as of June 30, 2015 and December 31, 2014 , respectively. The fair value of the Partnership’s Long-term notes payable—affiliated companies, along with the Enable Oklahoma Senior Notes and Enable Midstream Partners, LP 2019, 2024 and 2044 Notes, is based on quoted market prices and estimates of current rates available for similar issues with similar maturities and is classified as Level 2 in the fair value hierarchy. Non-Financial Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis Certain assets and liabilities are measured at fair value on a nonrecurring basis; that is, the assets and liabilities are not measured at fair value on an ongoing basis, but are subject to fair value adjustments in certain circumstances (e.g., when there is evidence of impairment). As of June 30, 2015 and December 31, 2014 , no material fair value adjustments or fair value measurements were required for these non-financial assets or liabilities. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | Derivative Instruments and Hedging Activities The Partnership is exposed to certain risks relating to its ongoing business operations. The primary risk managed using derivative instruments is commodity price risk. The Partnership is also exposed to credit risk in its business operations. Commodity Price Risk The Partnership has used forward physical contracts, commodity price swap contracts and commodity price option features to manage the Partnership’s commodity price risk exposures in the past. Commodity derivative instruments used by the Partnership are as follows: • NGL put options, NGL futures and swaps, and WTI crude futures and swaps for condensate sales are used to manage the Partnership’s NGL and condensate exposure associated with its processing agreements; • natural gas futures and swaps are used to manage the Partnership’s keep-whole natural gas exposure associated with its processing operations and the Partnership’s natural gas exposure associated with operating its gathering, transportation and storage assets; and • natural gas futures and swaps, natural gas options and natural gas commodity purchases and sales are used to manage the Partnership’s natural gas exposure associated with its storage and transportation contracts and asset management activities. Normal purchases and normal sales contracts are not recorded in Other Assets or Liabilities in the Condensed Consolidated Balance Sheets and earnings are recognized and recorded in the period in which physical delivery of the commodity occurs. Management applies normal purchases and normal sales treatment to: (i) commodity contracts for the purchase and sale of natural gas used in or produced by the Partnership’s operations and (ii) commodity contracts for the purchase and sale of NGLs produced by the Partnership’s gathering and processing business. The Partnership recognizes its non-exchange traded derivative instruments as Other Assets or Liabilities in the Condensed Consolidated Balance Sheets at fair value with such amounts classified as current or long-term based on their anticipated settlement. Exchange traded transactions are settled on a net basis daily through margin accounts with a clearing broker and, therefore, are recorded at fair value on a net basis in Other Current Assets in the Condensed Consolidated Balance Sheets. As of June 30, 2015 and December 31, 2014 , the Partnership had no derivative instruments that were designated as cash flow or fair value hedges for accounting purposes. Credit Risk The Partnership is exposed to certain credit risks relating to its ongoing business operations. Credit risk includes the risk that counterparties that owe the Partnership money or energy will breach their obligations. If the counterparties to these arrangements fail to perform, the Partnership may be forced to enter into alternative arrangements. In that event, the Partnership’s financial results could be adversely affected, and the Partnership could incur losses. Derivatives Not Designated As Hedging Instruments Derivative instruments not designated as hedging instruments for accounting purposes are utilized in the Partnership’s asset management activities. For derivative instruments not designated as hedging instruments, the gain or loss on the derivative is recognized currently in earnings. Quantitative Disclosures Related to Derivative Instruments The majority of natural gas physical purchases and sales not designated as hedges for accounting purposes are priced based on a monthly or daily index, and the fair value is subject to little or no market price risk. Natural gas physical sales volumes exceed natural gas physical purchase volumes due to the marketing of natural gas volumes purchased via the Partnership’s processing contracts, which are not derivative instruments. As of June 30, 2015 and December 31, 2014 , the Partnership had the following derivative instruments that were not designated as hedging instruments for accounting purposes: June 30, 2015 December 31, 2014 Gross Notional Volume Purchases Sales Purchases Sales Natural gas— TBtu (1) Physical purchases/sales 5 77 4 32 Financial fixed futures/swaps 2 39 5 35 Financial basis futures/swaps 4 41 7 54 Condensate— MBbl (2) Financial Futures/swaps — 852 — 12 Natural gas liquids— MBbl (3) Financial Futures/swaps 178 1,044 — — ____________________ (1) As of June 30, 2015 , 90.1% of the natural gas contracts had durations of one year or less, 9.2% had durations of more than one year and less than two years and 0.7% had durations of more than two years. As of December 31, 2014 , 91.2% of the natural gas contracts had durations of one year or less, 6.5% had durations of more than one year and less than two years and 2.2% had durations of more than two years. (2) As of June 30, 2015 , 80.2% of the condensate contracts had durations of one year or less and 19.8% had durations of more than one year and less than two years. As of December 31, 2014 , 100.0% of the condensate contracts had durations of one year or less. (3) As of June 30, 2015 , 84.8% of the natural gas liquids contracts had durations of one year or less and 15.2% had durations of more than one year and less than two years. Balance Sheet Presentation Related to Derivative Instruments The fair value of the derivative instruments that are presented in the Partnership’s Condensed Consolidated Balance Sheet as of June 30, 2015 and December 31, 2014 that were not designated as hedging instruments for accounting purposes are as follows: June 30, 2015 December 31, 2014 Fair Value Instrument Balance Sheet Location Assets Liabilities Assets Liabilities (In millions) Natural gas Financial futures/swaps Other Current $ 17 $ 3 $ 34 $ 4 Physical purchases/sales Other Current 2 — 1 — Condensate Financial futures/swaps Other Current 5 2 5 — Natural gas liquids Financial Futures/swaps Other Current 1 1 — — Total gross derivatives (1) $ 25 $ 6 $ 40 $ 4 _____________________ (1) See Note 8 for a reconciliation of the Partnership’s total derivatives fair value to the Partnership’s Condensed Consolidated Balance Sheet as of June 30, 2015 and December 31, 2014 . Income Statement Presentation Related to Derivative Instruments The following tables present the effect of derivative instruments on the Partnership’s Condensed Consolidated Statement of Income for the three and six months ended June 30, 2015 . Amounts Recognized in Income Three Months Ended Six Months Ended 2015 2014 2015 2014 (In millions) Natural gas financial futures/swaps gains (losses) $ (2 ) $ 1 $ 5 $ 3 Natural gas physical purchases/sales gains (losses) — — (4 ) 1 Condensate financial futures/swaps losses (7 ) (1 ) (3 ) (1 ) Natural gas liquids financial futures/swaps gains 6 — 6 — Total $ (3 ) $ — $ 4 $ 3 For derivatives not designated as hedges in the tables above, amounts recognized in income for the periods ended June 30, 2015 and 2014 , if any, are reported in Revenues. Credit-Risk Related Contingent Features in Derivative Instruments In the event Moody’s Investors Services or Standard & Poor’s Ratings Services were to lower the Partnership’s senior unsecured debt rating to a below investment grade rating, at June 30, 2015 , the Partnership would have been required to post no cash collateral to satisfy its obligation under its financial and physical contracts relating to derivative instruments that are in a net liability position at June 30, 2015 . In addition, the Partnership could be required to provide additional credit assurances in future dealings with third parties, which could include letters of credit or cash collateral. |
Supplemental Disclosure of Cash
Supplemental Disclosure of Cash Flow Information | 6 Months Ended |
Jun. 30, 2015 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental Disclosure of Cash Flow Information | Supplemental Disclosure of Cash Flow Information The following table provides information regarding supplemental cash flow information: Six Months Ended 2015 2014 (In millions) Supplemental Disclosure of Cash Flow Information: Cash Payments: Interest, net of capitalized interest $ 44 $ 38 Income taxes, net of refunds 2 3 Non-cash transactions: Accounts payable related to capital expenditures 62 19 Issuance of common units upon interest acquisition of SESH (Note 6) 1 161 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The material related party transactions with CenterPoint Energy, OGE Energy and their respective subsidiaries are summarized below. There were no material related party transactions with other affiliates. The Partnership’s revenues from affiliated companies accounted for 6% and 5% of revenues during the three months ended June 30, 2015 and 2014 , respectively, and 7% and 6% of revenues during the six months ended June 30, 2015 and 2014 , respectively. Amounts of revenues from affiliated companies included in the Partnership’s Condensed Consolidated Statements of Income are summarized as follows: Three Months Ended Six Months Ended 2015 2014 2015 2014 (In millions) Gas transportation and storage - CenterPoint Energy $ 23 $ 27 $ 56 $ 60 Gas sales - CenterPoint Energy 1 1 7 16 Gas transportation and storage - OGE Energy (1) 9 10 18 22 Gas sales - OGE Energy (1) 1 — 4 5 Total revenues - affiliated companies $ 34 $ 38 $ 85 $ 103 ____________________ (1) The Partnership's contracts with OGE Energy to transport and sell natural gas to OGE Energy’s natural gas-fired generation facilities and store natural gas are reflected in Partnership’s Condensed Consolidated Statement of Income beginning on May 1, 2013. On March 17, 2014, the Partnership and the electric utility subsidiary of OGE Energy signed a new transportation agreement effective May 1, 2014 with a primary term through April 30, 2019. Following the primary term, the agreement will remain in effect from year to year thereafter unless either party provides notice of termination to the other party at least 180 days prior to the commencement of the succeeding annual period. Amounts of natural gas purchased from affiliated companies included in the Partnership’s Condensed Consolidated Statements of Income are summarized as follows: Three Months Ended Six Months Ended 2015 2014 2015 2014 (In millions) Cost of goods sold - CenterPoint Energy $ — $ 1 $ 1 $ 2 Cost of goods sold - OGE Energy 4 3 7 6 Total cost of goods sold - affiliated companies $ 4 $ 4 $ 8 $ 8 Prior to May 1, 2013, the Partnership had employees and reflected the associated benefit costs directly and not as corporate services. Under the terms of the MFA, effective May 1, 2013 the Partnership’s employees were seconded by CenterPoint Energy and OGE Energy, and the Partnership began reimbursing each of CenterPoint Energy and OGE Energy for all employee costs under the seconding agreements until the seconded employees transition from CenterPoint Energy and OGE Energy to the Partnership. The Partnership transitioned seconded employees from CenterPoint Energy and OGE Energy to the Partnership effective January 1, 2015, except for certain employees who are participants under OGE Energy’s defined benefit and retiree medical plans, who will remain seconded to the Partnership, subject to certain termination rights of the Partnership and OGE Energy. The Partnership’s reimbursement of OGE Energy for employee costs arising out of OGE Energy’s defined benefit and retiree medical plans is fixed at $6 million in each of 2015 and 2016, $5 million in 2017, and at actual cost subject to a cap of $5 million in 2018 and thereafter, in the event of continued secondment. Prior to May 1, 2013, the Partnership received certain services and support functions from CenterPoint Energy described below. Under the terms of the MFA, effective May 1, 2013, the Partnership receives services and support functions from each of CenterPoint Energy and OGE Energy under service agreements for an initial term ending on April 30, 2016. The service agreements automatically extend year-to-year at the end of the initial term, unless terminated by the Partnership with at least 90 days’ notice. Additionally, the Partnership may terminate these service agreements at any time with 180 days’ notice, if approved by the Board of Enable GP. The Partnership reimburses CenterPoint Energy and OGE Energy for these services up to annual caps, which for 2015 are $10 million and $11 million , respectively. Amounts charged to the Partnership by affiliates for seconded employees and corporate services, included primarily in operating and maintenance expenses in Partnership’s Condensed Consolidated Statements of Income are as follows: Three Months Ended Six Months Ended 2015 2014 2015 2014 (In millions) Seconded Employee Costs - CenterPoint Energy $ — $ 31 $ — $ 69 Corporate Services - CenterPoint Energy 4 6 8 17 Seconded Employee Costs - OGE Energy 8 22 17 53 Corporate Services - OGE Energy 3 4 6 10 Total corporate services and seconded employees expense $ 15 $ 63 $ 31 $ 149 The Partnership has outstanding long-term notes payable—affiliated companies to CenterPoint Energy at both June 30, 2015 and December 31, 2014 of $363 million which mature in 2017 . Notes having an aggregate principal amount of approximately $273 million bear a fixed interest rate of 2.10% and notes having an aggregate principal amount of approximately $ 90 million bear a fixed interest rate of 2.45% . The Partnership recorded affiliated interest expense to CenterPoint Energy on note payable—affiliated companies of $2 million during each of the three months ended June 30, 2015 and 2014 , respectively, and $4 million during each of the six months ended June 30, 2015 and 2014 , respectively. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Partnership is involved in legal, environmental, tax and regulatory proceedings before various courts, regulatory commissions and governmental agencies regarding matters arising in the ordinary course of business. Some of these proceedings involve substantial amounts. The Partnership regularly analyzes current information and, as necessary, provides accruals for probable liabilities on the eventual disposition of these matters. The Partnership does not expect the disposition of these matters to have a material adverse effect on its financial condition, results of operations or cash flows. |
Equity Based Compensation
Equity Based Compensation | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity Based Compensation | Equity Based Compensation The following table summarizes the Partnership’s compensation expense for the three and six months ended June 30, 2015 and 2014 related to performance units, restricted units, and phantom units for the Partnership's employees. Three Months Ended Six Months Ended 2015 2014 2015 2014 (In millions) Performance units $ 1 $ — $ 2 $ — Restricted units 1 6 3 6 Phantom units 1 — 1 — Total compensation expense $ 3 $ 6 $ 6 $ 6 Units Outstanding Under the Enable Midstream Partners, LP Long Term Incentive Plan, the Partnership granted performance units and restricted units to certain employees in the second quarter of 2015. A summary of the activity for the Partnership's performance units, restricted units, and phantom units applicable to the Partnership’s employees at June 30, 2015 and changes during 2015 are shown in the following table. Performance Units Restricted Units Phantom Units Number of Units Aggregate Intrinsic Value Number of Units Aggregate Intrinsic Value Number of Units Aggregate Intrinsic Value (In millions, except unit data) Units Outstanding at December 31, 2014 552,581 838,068 98,718 Granted (1) 501,474 279,677 — Vested (1,254 ) (138,504 ) (90,000 ) Forfeited (64,613 ) (30,073 ) (2,000 ) Units Outstanding at June 30, 2015 988,188 $ 15 949,168 $ 15 6,718 $ — Units Fully Vested at June 30, 2015 2,799 90,500 _____________________ (1) For performance units, this represents the target number of performance units granted. The actual number of performance units earned, if any, is dependent upon performance and may range from 0 percent to 200 percent of the target. Unrecognized Compensation Cost A summary of the Partnership's unrecognized compensation cost for its non-vested performance units, restricted units, and phantom units, and the weighted-average periods over which the compensation cost is expected to be recognized are shown in the following table. June 30, 2015 Unrecognized Compensation Cost (In millions) Weighted Average to be Recognized (In years) Performance Units $ 16 2.55 Restricted Units 14 1.95 Phantom Units — 0.33 Total $ 30 As of June 30, 2015 , there were 10,802,939 units available for issuance under the long term incentive plan. |
Reportable Segments
Reportable Segments | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Reportable Segments | Reportable Segments The Partnership’s determination of reportable segments considers the strategic operating units under which it manages sales, allocates resources and assesses performance of various products and services to wholesale or retail customers in differing regulatory environments. The accounting policies of the reportable segments are the same as those described in the summary of significant accounting policies excerpt in the Partnership’s audited 2014 combined and consolidated financial statements included in the Annual Report. The Partnership uses operating income as the measure of profit or loss for its reportable segments. The Partnership’s assets and operations are organized into two reportable segments: (i) Gathering and Processing, which primarily provides natural gas gathering, processing and fractionation services and crude oil gathering for our producer customers, and (ii) Transportation and Storage, which provides interstate and intrastate natural gas pipeline transportation and storage service primarily to natural gas producers, utilities and industrial customers. Financial data for reportable segments and services are as follows: Three Months Ended June 30, 2015 Gathering and Processing Transportation and Storage (1) Eliminations Total (In millions) Revenues $ 422 $ 268 $ (100 ) $ 590 Cost of goods sold, excluding depreciation and amortization 241 135 (99 ) 277 Operation and maintenance 78 54 (1 ) 131 Depreciation and amortization 45 31 — 76 Taxes other than income tax 7 6 — 13 Operating income $ 51 $ 42 $ — $ 93 Total assets $ 7,790 $ 5,436 $ (1,046 ) $ 12,180 Capital expenditures (2) $ 275 $ 22 $ — $ 297 Three Months Ended June 30, 2014 Gathering and Processing Transportation and Storage (1) Eliminations Total (In millions) Revenues $ 607 $ 350 $ (130 ) $ 827 Cost of goods sold, excluding depreciation and amortization 404 204 (130 ) 478 Operation and maintenance 74 55 — 129 Depreciation and amortization 39 30 — 69 Taxes other than income tax 6 7 — 13 Operating income $ 84 $ 54 $ — $ 138 Total assets as of December 31, 2014 $ 8,356 $ 5,493 $ (2,012 ) $ 11,837 Capital expenditures $ 166 $ 23 $ — $ 189 _____________________ (1) Transportation and Storage recorded equity income of $7 million and $4 million for the three months ended June 30, 2015 and 2014 , respectively, from its interest in SESH, a jointly-owned pipeline. These amounts are included in Equity in earnings of equity method affiliates under the Other Income (Expense) caption. Transportation and Storage’s investment in SESH was $343 million and $348 million as of June 30, 2015 and December 31, 2014 , respectively, and is included in Investments in equity method affiliates. The Partnership reflected a 24.95% interest in SESH for the period of December 31, 2013 until May 29, 2014. On May 30, 2014, CenterPoint Energy contributed its 24.95% interest in SESH to the Partnership. On June 30, 2015, CenterPoint Energy contributed its remaining 0.1% interest in SESH to the Partnership. As of June 30, 2015 , the Partnership owns 50% interest in SESH. See Note 6 for further discussion regarding SESH. (2) As discussed in Note 1, the Partnership acquired a gas gathering system from Monarch Natural Gas, LLC on May 1, 2015 and has allocated $40 million to intangible assets based upon the preliminary purchase price allocation. Six Months Ended June 30, 2015 Gathering and Processing Transportation and Storage (1) Eliminations Total (In millions) Revenues $ 823 $ 576 $ (193 ) $ 1,206 Cost of goods sold, excluding depreciation and amortization 463 298 (192 ) 569 Operation and maintenance 154 108 (1 ) 261 Depreciation and amortization 88 61 — 149 Taxes other than income tax 15 15 — 30 Operating income $ 103 $ 94 $ — $ 197 Total assets $ 7,790 $ 5,436 $ (1,046 ) $ 12,180 Capital expenditures (2) $ 490 $ 46 $ — $ 536 Six Months Ended June 30, 2014 Gathering and Processing Transportation and Storage (1) Eliminations Total (In millions) Revenues $ 1,278 $ 878 $ (327 ) $ 1,829 Cost of goods sold, excluding depreciation and amortization 868 570 (327 ) 1,111 Operation and maintenance 143 112 — 255 Depreciation and amortization 77 59 — 136 Taxes other than income tax 10 17 — 27 Operating income $ 180 $ 120 $ — $ 300 Total assets as of December 31, 2014 $ 8,356 $ 5,493 $ (2,012 ) $ 11,837 Capital expenditures $ 295 $ 44 $ (1 ) $ 338 _____________________ (1) Transportation and Storage recorded equity income of $14 million and $7 million for the six months ended June 30, 2015 and 2014 , respectively, from its interest in SESH, a jointly-owned pipeline. These amounts are included in Equity in earnings of equity method affiliates under the Other Income (Expense) caption. Transportation and Storage’s investment in SESH was $343 million and $348 million as of June 30, 2015 and December 31, 2014 , respectively, and is included in Investments in equity method affiliates. The Partnership reflected a 24.95% interest in SESH for the period of December 31, 2013 until May 29, 2014. On May 30, 2014, CenterPoint Energy contributed its 24.95% interest in SESH to the Partnership. On June 30, 2015, CenterPoint Energy contributed its remaining 0.1% interest in SESH to the Partnership. As of June 30, 2015 , the Partnership owns 50% interest in SESH. See Note 6 for further discussion regarding SESH. (2) As discussed in Note 1, the Partnership acquired a gas gathering system from Monarch Natural Gas, LLC on May 1, 2015 and has allocated $40 million to intangible assets based upon the preliminary purchase price allocation. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On July 31, 2015, the Partnership entered into a Term Loan Agreement dated as of July 31, 2015, providing for a three -year $450 million unsecured term loan facility (Term Loan Facility). The entire $450 million principal amount of the Term Loan Facility was borrowed by Enable on July 31, 2015. The Term Loan Facility contains an option, which may be exercised up to two times, to extend the term of the Term Loan Facility, in each case, for an additional one -year term. The Term Loan Facility provides an option to prepay, without penalty or premium, the amount outstanding, or any portion thereof, in a minimum amount of $1 million , or any multiple of $0.5 million in excess thereof. The Term Loan Facility provides that outstanding borrowings bear interest at the LIBOR and/or an alternate base rate, at the Partnership’s election, plus an applicable margin. The proceeds of the Term Loan Facility may be used to refinance indebtedness outstanding from time to time and for other general corporate purposes, including to fund acquisitions, investments and capital expenditures. |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization Enable Midstream Partners, LP (Partnership) is a Delaware limited partnership formed on May 1, 2013 by CenterPoint Energy, Inc. (CenterPoint Energy), OGE Energy Corp. (OGE Energy) and affiliates of ArcLight Capital Partners, LLC (ArcLight), pursuant to the terms of the MFA. The Partnership is a large-scale, growth-oriented limited partnership formed to own, operate and develop strategically located natural gas and crude oil infrastructure assets. The Partnership’s assets and operations are organized into two reportable segments: (i) Gathering and Processing, which primarily provides natural gas gathering, processing and fractionation services and crude oil gathering for our producer customers, and (ii) Transportation and Storage, which provides interstate and intrastate natural gas pipeline transportation and storage service primarily to natural gas producers, utilities and industrial customers. The natural gas gathering and processing assets are located in five states and serve natural gas production in the Anadarko, Arkoma and Ark-La-Tex basins. This segment also includes a crude oil gathering business in the Bakken Shale formation, principally located in the Williston basin. The natural gas transportation and storage assets extend from western Oklahoma and the Texas Panhandle to Alabama and from Louisiana to Illinois. The Partnership is controlled equally by CenterPoint Energy and OGE Energy, who each have 50% of the management rights of Enable GP. Enable GP was established by CenterPoint Energy and OGE Energy to govern the Partnership and has no other operating activities. Enable GP is governed by a board made up of an equal number of representatives designated by each of CenterPoint Energy and OGE Energy, along with the independent board members CenterPoint Energy and OGE Energy mutually agreed to appoint. Based on the 50 / 50 management ownership, with neither company having control, CenterPoint Energy and OGE Energy do not consolidate their interests in the Partnership. CenterPoint Energy and OGE Energy also own a 40% and 60% interest, respectively, in the incentive distribution rights held by Enable GP. As of June 30, 2015 , CenterPoint Energy held approximately 55.4% of the limited partner interests in the Partnership, or 94,151,707 common units and 139,704,916 subordinated units, and OGE Energy held approximately 26.3% of the limited partner interests in the Partnership, or 42,832,291 common units and 68,150,514 subordinated units. For the period from December 31, 2013 through May 29, 2014, the financial statements reflect a 24.95% interest in SESH. For the period of May 30, 2014 through June 29, 2015, the financial statements reflect a 49.90% interest in SESH. On June 12, 2015, CenterPoint Energy exercised its put right with respect to a 0.1% interest in SESH. Pursuant to the put right, on June 30, 2015 , CenterPoint Energy contributed its remaining 0.1% interest in SESH to the Partnership in exchange for 25,341 common units representing limited partner interests in the Partnership. As of June 30, 2015 , the Partnership owned a 50% interest in SESH. See Note 6 for further discussion of SESH. On April 16, 2014 , the Partnership completed the Offering of 25,000,000 common units, representing limited partner interests in the Partnership, at a price to the public of $20.00 per common unit. The Partnership received net proceeds of $464 million from the sale of the common units, after deducting underwriting discounts and commissions, the structuring fee and offering expenses. In connection with the Offering, 139,704,916 of CenterPoint Energy's common units and 68,150,514 of OGE Energy's common units were converted into subordinated units. |
Basis of Presentation | Basis of Presentation The accompanying condensed consolidated financial statements and related notes of the Partnership have been prepared pursuant to the rules and regulations of the SEC and GAAP. Pursuant to such rules and regulations, certain disclosures normally included in financial statements prepared in accordance with GAAP have been omitted. The accompanying condensed consolidated financial statements and related notes should be read in conjunction with the combined and consolidated financial statements and related notes included in our Annual Report. These condensed consolidated financial statements and the related financial statement disclosures reflect all normal recurring adjustments that are, in the opinion of management, necessary to present fairly the financial position and results of operations for the respective periods. Amounts reported in the Partnership’s Condensed Consolidated Statements of Income are not necessarily indicative of amounts expected for a full-year period due to the effects of, among other things, (a) seasonal fluctuations in demand for energy and energy services, (b) changes in energy commodity prices, (c) timing of maintenance and other expenditures and (d) acquisitions and dispositions of businesses, assets and other interests. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Income Taxes | Income Taxes As a limited partnership, the Partnership’s earnings are not subject to income tax (other than Texas state margin taxes and taxes associated with the Partnership's corporate subsidiary) and are taxable at the individual partner level, with the exception of Enable Midstream Services, LLC, a wholly owned subsidiary (Enable Midstream Services). The Partnership and its subsidiaries are pass-through entities for federal income tax purposes. For these entities, all income, expenses, gains, losses and tax credits generated flow through to their owners and, accordingly, do not result in a provision for income taxes in the consolidated financial statements. |
Fair Value - Monarch Acquisition | The acquisition was accounted for as a business combination. The purchase price allocation is preliminary and has been allocated between property, plant and equipment and intangible assets based on the estimated fair values at the acquisition date. The Partnership, with the assistance of a third-party valuation expert, is currently evaluating the preliminary purchase price allocation. The current allocation may be adjusted in subsequent financial statements as additional information relating to the fair value of assets becomes available. The Partnership expects the purchase price allocations to be completed by the end of the third quarter of 2015. |
Earnings Per Limited Partner 24
Earnings Per Limited Partner Unit (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule Of Earnings Per Unit For Common And Subordinated Limited Partner Units | The following table illustrates the Partnership’s calculation of earnings per unit for common and subordinated limited partner units: Three Months Ended Six Months Ended 2015 2014 2015 2014 (In millions, except per unit data) Net income attributable to Enable Midstream Partners, LP $ 77 $ 120 $ 168 $ 269 Less general partner interest in net income — — — — Limited partner interest in net income attributable to Enable Midstream Partners, LP $ 77 $ 120 $ 168 $ 269 Net income allocable to common units $ 39 $ 70 $ 85 $ 211 Net income allocable to subordinated units 38 50 83 58 Limited partner interest in net income attributable to Enable Midstream Partners, LP $ 77 $ 120 $ 168 $ 269 Basic and diluted weighted average number of outstanding limited partner units Common units 214 240 214 315 Subordinated units (1) 208 174 208 87 Total 422 414 422 402 Basic and diluted earnings per limited partner unit Common units $ 0.18 $ 0.29 $ 0.40 $ 0.67 Subordinated units (1) $ 0.18 $ 0.29 $ 0.40 $ 0.67 ____________________ (1) Basic and diluted earnings per subordinated unit reflect net income attributable to the Partnership for periods subsequent to its Offering, as no subordinated units were outstanding prior to this date. |
Partners' Capital (Tables)
Partners' Capital (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Schedule Of Equity Transactions With Limited Partner | The Partnership paid or has authorized payment of the following cash distributions under the Second Amended and Restated Agreement of Limited Partnership during 2014 and 2015 (in millions, except for per unit amounts): Quarter Ended Record Date Payment Date Per Unit Distribution Total Cash Distribution June 30, 2015 (1) August 3, 2015 August 13, 2015 $ 0.316 $ 134 March 31, 2015 May 5, 2015 May 15, 2015 $ 0.3125 $ 132 December 31, 2014 February 4, 2015 February 13, 2015 $ 0.30875 $ 130 September 30, 2014 November 4, 2014 November 14, 2014 $ 0.3025 $ 128 June 30, 2014 (2) August 4, 2014 August 14, 2014 $ 0.2464 $ 104 _____________________ (1) The board of directors of Enable GP declared this $0.316 per common unit cash distribution on July 22, 2015 , to be paid on August 13, 2015 , to unitholders of record at the close of business on August 3, 2015 . (2) The quarterly distribution for three months ended June 30, 2014 was prorated for the period beginning immediately after the closing of the Partnership's Offering, April 16, 2014 through June 30, 2014. |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | Intangible assets consist of the following: June 30, December 31, 2014 (In millions) Customer relationships: Total intangible assets $ 441 $ 401 Accumulated amortization 58 45 Net intangible assets $ 383 $ 356 |
Investment in Unconsolidated Af
Investment in Unconsolidated Affiliates (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Investments Detail | Investment in Equity Method Affiliates: Six Months Ended 2015 2014 (In millions) Balance as of December 31 $ 348 $ 198 Interest acquisition of SESH 1 161 Return of investment from SESH refinancing — (198 ) Equity in earnings of equity method affiliate 14 7 Contributions to equity method affiliate 7 — Distributions from equity method affiliate (27 ) (6 ) Balance as of June 30 $ 343 $ 162 Equity in Earnings of Equity Method Affiliates: Three Months Ended Six Months Ended 2015 2014 2015 2014 (In millions) SESH $ 7 $ 4 $ 14 $ 7 Distributions from Equity Method Affiliates: Three Months Ended Six Months Ended 2015 2014 2015 2014 (In millions) SESH $ 15 $ 4 $ 27 $ 6 Summarized financial information of SESH is presented below: Three Months Ended Six Months Ended 2015 2014 2015 2014 (In millions) Income Statements: Revenues $ 28 $ 26 $ 57 $ 53 Operating income 18 16 36 33 Net income 14 10 28 22 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The following table presents the Partnership's outstanding debt as of June 30, 2015 and December 31, 2014 . June 30, December 31, (In millions) Commercial Paper $ 488 $ 253 Revolving Credit Facility 275 — Notes payable — affiliated companies 363 363 2019 Notes 500 500 2024 Notes 600 600 2044 Notes 550 550 Enable Oklahoma Senior Notes 250 250 Premium (Discount) on long-term debt 25 28 Total debt 3,051 2,544 Less amount classified as short-term debt (1) 488 253 Less Notes payable—affiliated companies 363 363 Total long-term debt $ 2,200 $ 1,928 ___________________ (1) Short-term debt includes $488 million and $253 million of commercial paper as of June 30, 2015 and December 31, 2014 , respectively. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following tables summarize the Partnership’s assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2015 and December 31, 2014 : June 30, 2015 Commodity Contracts Gas Imbalances (1) Assets Liabilities Assets (2) Liabilities (3) (In millions) Quoted market prices in active market for identical assets (Level 1) $ 17 $ 2 $ — $ — Significant other observable inputs (Level 2) 2 1 32 $ 13 Unobservable inputs (Level 3) 6 3 — $ — Total fair value 25 6 32 $ 13 Netting adjustments (5 ) (5 ) — $ — Total $ 20 $ 1 $ 32 $ 13 December 31, 2014 Commodity Contracts Gas Imbalances (1) Assets Liabilities Assets (2) Liabilities (3) (In millions) Quoted market prices in active market for identical assets (Level 1) $ 33 $ 4 $ — $ — Significant other observable inputs (Level 2) 2 — 40 12 Unobservable inputs (Level 3) 5 — — — Total fair value 40 4 40 12 Netting adjustments (4 ) (4 ) — — Total $ 36 $ — $ 40 $ 12 ______________________ (1) The Partnership uses the market approach to fair value its gas imbalance assets and liabilities at individual, or where appropriate an average of, current market indices applicable to the Partnership’s operations, not to exceed net realizable value. Gas imbalances held by Enable Oklahoma are valued using an average of the Inside FERC Gas Market Report for Panhandle Eastern Pipe Line Co. (Texas, Oklahoma Mainline), ONEOK (Oklahoma) and ANR Pipeline (Oklahoma) indices. There were no netting adjustments as of June 30, 2015 and December 31, 2014 . (2) Gas imbalance assets exclude fuel reserves for under retained fuel due from shippers of $7 million and $4 million at June 30, 2015 and December 31, 2014 , respectively, which fuel reserves are based on the value of natural gas at the time the imbalance was created and which are not subject to revaluation at fair market value. (3) Gas imbalance liabilities exclude fuel reserves for over retained fuel due to shippers of $3 million and $1 million at June 30, 2015 and December 31, 2014 , respectively, which fuel reserves are based on the value of natural gas at the time the imbalance was created and which are not subject to revaluation at fair market value. |
Schedule of Fair Value and Carrying Amount of Financial Instruments | The following table summarizes the fair value and carrying amount of the Partnership’s financial instruments at June 30, 2015 and December 31, 2014 . June 30, 2015 December 31, 2014 Carrying Amount Fair Value Carrying Amount Fair Value (In millions) Long-Term Debt Long-term notes payable - affiliated companies (Level 2) $ 363 $ 364 $ 363 $ 362 Revolving Credit Facility (Level 2) (1) 275 275 — — Enable Oklahoma Senior Notes (Level 2) 276 276 279 282 Enable Midstream Partners, LP 2019, 2024 and 2044 Notes (Level 2) 1,649 1,501 1,649 1,592 ___________________ (1) Borrowing capacity is reduced by our borrowings outstanding under the commercial paper program. $488 million and $253 million of commercial paper was outstanding as of June 30, 2015 and December 31, 2014 , respectively. |
Derivative Instruments and He30
Derivative Instruments and Hedging Activities (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | As of June 30, 2015 and December 31, 2014 , the Partnership had the following derivative instruments that were not designated as hedging instruments for accounting purposes: June 30, 2015 December 31, 2014 Gross Notional Volume Purchases Sales Purchases Sales Natural gas— TBtu (1) Physical purchases/sales 5 77 4 32 Financial fixed futures/swaps 2 39 5 35 Financial basis futures/swaps 4 41 7 54 Condensate— MBbl (2) Financial Futures/swaps — 852 — 12 Natural gas liquids— MBbl (3) Financial Futures/swaps 178 1,044 — — ____________________ (1) As of June 30, 2015 , 90.1% of the natural gas contracts had durations of one year or less, 9.2% had durations of more than one year and less than two years and 0.7% had durations of more than two years. As of December 31, 2014 , 91.2% of the natural gas contracts had durations of one year or less, 6.5% had durations of more than one year and less than two years and 2.2% had durations of more than two years. (2) As of June 30, 2015 , 80.2% of the condensate contracts had durations of one year or less and 19.8% had durations of more than one year and less than two years. As of December 31, 2014 , 100.0% of the condensate contracts had durations of one year or less. (3) As of June 30, 2015 , 84.8% of the natural gas liquids contracts had durations of one year or less and 15.2% had durations of more than one year and less than two years. |
Schedule of Derivative Assets at Fair Value | The fair value of the derivative instruments that are presented in the Partnership’s Condensed Consolidated Balance Sheet as of June 30, 2015 and December 31, 2014 that were not designated as hedging instruments for accounting purposes are as follows: June 30, 2015 December 31, 2014 Fair Value Instrument Balance Sheet Location Assets Liabilities Assets Liabilities (In millions) Natural gas Financial futures/swaps Other Current $ 17 $ 3 $ 34 $ 4 Physical purchases/sales Other Current 2 — 1 — Condensate Financial futures/swaps Other Current 5 2 5 — Natural gas liquids Financial Futures/swaps Other Current 1 1 — — Total gross derivatives (1) $ 25 $ 6 $ 40 $ 4 _____________________ (1) See Note 8 for a reconciliation of the Partnership’s total derivatives fair value to the Partnership’s Condensed Consolidated Balance Sheet as of June 30, 2015 and December 31, 2014 . |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following tables present the effect of derivative instruments on the Partnership’s Condensed Consolidated Statement of Income for the three and six months ended June 30, 2015 . Amounts Recognized in Income Three Months Ended Six Months Ended 2015 2014 2015 2014 (In millions) Natural gas financial futures/swaps gains (losses) $ (2 ) $ 1 $ 5 $ 3 Natural gas physical purchases/sales gains (losses) — — (4 ) 1 Condensate financial futures/swaps losses (7 ) (1 ) (3 ) (1 ) Natural gas liquids financial futures/swaps gains 6 — 6 — Total $ (3 ) $ — $ 4 $ 3 |
Supplemental Disclosure of Ca31
Supplemental Disclosure of Cash Flow Information Supplemental Disclosure of Cash Flow Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Supplemental Cash Flow Information [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures | The following table provides information regarding supplemental cash flow information: Six Months Ended 2015 2014 (In millions) Supplemental Disclosure of Cash Flow Information: Cash Payments: Interest, net of capitalized interest $ 44 $ 38 Income taxes, net of refunds 2 3 Non-cash transactions: Accounts payable related to capital expenditures 62 19 Issuance of common units upon interest acquisition of SESH (Note 6) 1 161 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Schedule of Revenues from Related Parties | Amounts of revenues from affiliated companies included in the Partnership’s Condensed Consolidated Statements of Income are summarized as follows: Three Months Ended Six Months Ended 2015 2014 2015 2014 (In millions) Gas transportation and storage - CenterPoint Energy $ 23 $ 27 $ 56 $ 60 Gas sales - CenterPoint Energy 1 1 7 16 Gas transportation and storage - OGE Energy (1) 9 10 18 22 Gas sales - OGE Energy (1) 1 — 4 5 Total revenues - affiliated companies $ 34 $ 38 $ 85 $ 103 ____________________ (1) The Partnership's contracts with OGE Energy to transport and sell natural gas to OGE Energy’s natural gas-fired generation facilities and store natural gas are reflected in Partnership’s Condensed Consolidated Statement of Income beginning on May 1, 2013. On March 17, 2014, the Partnership and the electric utility subsidiary of OGE Energy signed a new transportation agreement effective May 1, 2014 with a primary term through April 30, 2019. Following the primary term, the agreement will remain in effect from year to year thereafter unless either party provides notice of termination to the other party at least 180 days prior to the commencement of the succeeding annual period. |
Schedule of Natural Gas Purchased From Related Parties | Amounts of natural gas purchased from affiliated companies included in the Partnership’s Condensed Consolidated Statements of Income are summarized as follows: Three Months Ended Six Months Ended 2015 2014 2015 2014 (In millions) Cost of goods sold - CenterPoint Energy $ — $ 1 $ 1 $ 2 Cost of goods sold - OGE Energy 4 3 7 6 Total cost of goods sold - affiliated companies $ 4 $ 4 $ 8 $ 8 |
Schedule of Amounts Charged to Partnership by Related Parties | Amounts charged to the Partnership by affiliates for seconded employees and corporate services, included primarily in operating and maintenance expenses in Partnership’s Condensed Consolidated Statements of Income are as follows: Three Months Ended Six Months Ended 2015 2014 2015 2014 (In millions) Seconded Employee Costs - CenterPoint Energy $ — $ 31 $ — $ 69 Corporate Services - CenterPoint Energy 4 6 8 17 Seconded Employee Costs - OGE Energy 8 22 17 53 Corporate Services - OGE Energy 3 4 6 10 Total corporate services and seconded employees expense $ 15 $ 63 $ 31 $ 149 |
Equity Based Compensation (Tabl
Equity Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award | The following table summarizes the Partnership’s compensation expense for the three and six months ended June 30, 2015 and 2014 related to performance units, restricted units, and phantom units for the Partnership's employees. Three Months Ended Six Months Ended 2015 2014 2015 2014 (In millions) Performance units $ 1 $ — $ 2 $ — Restricted units 1 6 3 6 Phantom units 1 — 1 — Total compensation expense $ 3 $ 6 $ 6 $ 6 |
Schedule of Share-based Compensation, Activity | A summary of the activity for the Partnership's performance units, restricted units, and phantom units applicable to the Partnership’s employees at June 30, 2015 and changes during 2015 are shown in the following table. Performance Units Restricted Units Phantom Units Number of Units Aggregate Intrinsic Value Number of Units Aggregate Intrinsic Value Number of Units Aggregate Intrinsic Value (In millions, except unit data) Units Outstanding at December 31, 2014 552,581 838,068 98,718 Granted (1) 501,474 279,677 — Vested (1,254 ) (138,504 ) (90,000 ) Forfeited (64,613 ) (30,073 ) (2,000 ) Units Outstanding at June 30, 2015 988,188 $ 15 949,168 $ 15 6,718 $ — Units Fully Vested at June 30, 2015 2,799 90,500 _____________________ (1) For performance units, this represents the target number of performance units granted. The actual number of performance units earned, if any, is dependent upon performance and may range from 0 percent to 200 percent of the target. |
Schedule of Unrecognized Compensation Cost, Nonvested Awards | A summary of the Partnership's unrecognized compensation cost for its non-vested performance units, restricted units, and phantom units, and the weighted-average periods over which the compensation cost is expected to be recognized are shown in the following table. June 30, 2015 Unrecognized Compensation Cost (In millions) Weighted Average to be Recognized (In years) Performance Units $ 16 2.55 Restricted Units 14 1.95 Phantom Units — 0.33 Total $ 30 |
Reportable Segments (Tables)
Reportable Segments (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Financial Data for Business Segments and Services | Financial data for reportable segments and services are as follows: Three Months Ended June 30, 2015 Gathering and Processing Transportation and Storage (1) Eliminations Total (In millions) Revenues $ 422 $ 268 $ (100 ) $ 590 Cost of goods sold, excluding depreciation and amortization 241 135 (99 ) 277 Operation and maintenance 78 54 (1 ) 131 Depreciation and amortization 45 31 — 76 Taxes other than income tax 7 6 — 13 Operating income $ 51 $ 42 $ — $ 93 Total assets $ 7,790 $ 5,436 $ (1,046 ) $ 12,180 Capital expenditures (2) $ 275 $ 22 $ — $ 297 Three Months Ended June 30, 2014 Gathering and Processing Transportation and Storage (1) Eliminations Total (In millions) Revenues $ 607 $ 350 $ (130 ) $ 827 Cost of goods sold, excluding depreciation and amortization 404 204 (130 ) 478 Operation and maintenance 74 55 — 129 Depreciation and amortization 39 30 — 69 Taxes other than income tax 6 7 — 13 Operating income $ 84 $ 54 $ — $ 138 Total assets as of December 31, 2014 $ 8,356 $ 5,493 $ (2,012 ) $ 11,837 Capital expenditures $ 166 $ 23 $ — $ 189 _____________________ (1) Transportation and Storage recorded equity income of $7 million and $4 million for the three months ended June 30, 2015 and 2014 , respectively, from its interest in SESH, a jointly-owned pipeline. These amounts are included in Equity in earnings of equity method affiliates under the Other Income (Expense) caption. Transportation and Storage’s investment in SESH was $343 million and $348 million as of June 30, 2015 and December 31, 2014 , respectively, and is included in Investments in equity method affiliates. The Partnership reflected a 24.95% interest in SESH for the period of December 31, 2013 until May 29, 2014. On May 30, 2014, CenterPoint Energy contributed its 24.95% interest in SESH to the Partnership. On June 30, 2015, CenterPoint Energy contributed its remaining 0.1% interest in SESH to the Partnership. As of June 30, 2015 , the Partnership owns 50% interest in SESH. See Note 6 for further discussion regarding SESH. (2) As discussed in Note 1, the Partnership acquired a gas gathering system from Monarch Natural Gas, LLC on May 1, 2015 and has allocated $40 million to intangible assets based upon the preliminary purchase price allocation. Six Months Ended June 30, 2015 Gathering and Processing Transportation and Storage (1) Eliminations Total (In millions) Revenues $ 823 $ 576 $ (193 ) $ 1,206 Cost of goods sold, excluding depreciation and amortization 463 298 (192 ) 569 Operation and maintenance 154 108 (1 ) 261 Depreciation and amortization 88 61 — 149 Taxes other than income tax 15 15 — 30 Operating income $ 103 $ 94 $ — $ 197 Total assets $ 7,790 $ 5,436 $ (1,046 ) $ 12,180 Capital expenditures (2) $ 490 $ 46 $ — $ 536 Six Months Ended June 30, 2014 Gathering and Processing Transportation and Storage (1) Eliminations Total (In millions) Revenues $ 1,278 $ 878 $ (327 ) $ 1,829 Cost of goods sold, excluding depreciation and amortization 868 570 (327 ) 1,111 Operation and maintenance 143 112 — 255 Depreciation and amortization 77 59 — 136 Taxes other than income tax 10 17 — 27 Operating income $ 180 $ 120 $ — $ 300 Total assets as of December 31, 2014 $ 8,356 $ 5,493 $ (2,012 ) $ 11,837 Capital expenditures $ 295 $ 44 $ (1 ) $ 338 _____________________ (1) Transportation and Storage recorded equity income of $14 million and $7 million for the six months ended June 30, 2015 and 2014 , respectively, from its interest in SESH, a jointly-owned pipeline. These amounts are included in Equity in earnings of equity method affiliates under the Other Income (Expense) caption. Transportation and Storage’s investment in SESH was $343 million and $348 million as of June 30, 2015 and December 31, 2014 , respectively, and is included in Investments in equity method affiliates. The Partnership reflected a 24.95% interest in SESH for the period of December 31, 2013 until May 29, 2014. On May 30, 2014, CenterPoint Energy contributed its 24.95% interest in SESH to the Partnership. On June 30, 2015, CenterPoint Energy contributed its remaining 0.1% interest in SESH to the Partnership. As of June 30, 2015 , the Partnership owns 50% interest in SESH. See Note 6 for further discussion regarding SESH. (2) As discussed in Note 1, the Partnership acquired a gas gathering system from Monarch Natural Gas, LLC on May 1, 2015 and has allocated $40 million to intangible assets based upon the preliminary purchase price allocation. |
Summary of Significant Accoun35
Summary of Significant Accounting Policies - Narrative (Details) $ / shares in Units, hp in Thousands, $ in Millions | Jun. 12, 2015 | May. 01, 2015USD ($) | Jul. 25, 2014 | Apr. 16, 2014USD ($)$ / sharesshares | Mar. 25, 2014 | Sep. 30, 2014 | May. 29, 2014 | Jun. 30, 2015shares | Jun. 29, 2015 | Apr. 22, 2015mihp |
Conversion ratio | 1.279082616 | |||||||||
Gas Gathering and Processing Equipment | ||||||||||
Number of miles of gathering pipeline | mi | 106 | |||||||||
Compression Horsepower | hp | 5 | |||||||||
Acquisition | $ | $ 80 | |||||||||
SESH | ||||||||||
Limited partner ownership interest, exercisable as early as May 2014 | 24.95% | 24.95% | ||||||||
Ownership percentage | 50.00% | |||||||||
SESH | Put Option | ||||||||||
Limited partner ownership interest | 49.90% | 49.90% | ||||||||
CenterPoint | ||||||||||
Percentage share of management rights | 50.00% | |||||||||
Percentage share of incentive distribution rights | 40.00% | |||||||||
Limited partner ownership interest | 55.40% | |||||||||
OGE Energy | ||||||||||
Percentage share of management rights | 50.00% | |||||||||
Percentage share of incentive distribution rights | 60.00% | |||||||||
Limited partner ownership interest | 26.30% | |||||||||
SESH | SESH | Put Option | ||||||||||
Limited partner ownership interest, exercisable as early as May 2015 | 0.10% | |||||||||
Limited partner units that may be issued, exercisable as early as May 2015 | 25,341 | |||||||||
Common Units | CenterPoint | ||||||||||
Units outstanding | 94,151,707 | |||||||||
Common Units | OGE Energy | ||||||||||
Units outstanding | 42,832,291 | |||||||||
Common Units | IPO | ||||||||||
Common units issued during period (in shares) | 25,000,000 | |||||||||
Net proceeds from sale of common units, net of underwriting discounts, commissions, and other related expenses | $ | $ 464 | |||||||||
Initial public offering price (in dollars per share) | $ / shares | $ 20 | |||||||||
Common Units | IPO | CenterPoint | ||||||||||
Conversion of stock, common units converted (in shares) | 139,704,916 | |||||||||
Common Units | IPO | OGE Energy | ||||||||||
Conversion of stock, common units converted (in shares) | 68,150,514 | |||||||||
Subordinated Units | CenterPoint | ||||||||||
Units outstanding | 139,704,916 | |||||||||
Subordinated Units | OGE Energy | ||||||||||
Units outstanding | 68,150,514 |
New Accounting Pronouncements (
New Accounting Pronouncements (Narrative) (Details) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Other Assets | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Unamortized debt expense | $ 19 | $ 17 |
Earnings Per Limited Partner 37
Earnings Per Limited Partner Unit (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | |||||||
Jun. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||||||
Net income attributable to Enable Midstream Partners, LP | $ 77 | $ 77 | $ 120 | $ 168 | $ 269 | ||||
Less general partner interest in net income | 0 | 0 | 0 | 0 | |||||
Net income attributable to Enable Midstream Partners, LP | $ 77 | $ 77 | $ 120 | $ 168 | $ 269 | ||||
Basic and diluted weighted average number of outstanding limited partner units | |||||||||
Basic and diluted weighted average number of outstanding limited partner units (in units) | 422 | 414 | 422 | 402 | |||||
Basic and diluted earnings per limited partner unit | |||||||||
Dilutive effect of unit-based awards | $ 0 | $ 0 | |||||||
Common Units | |||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||||||
Net income attributable to Enable Midstream Partners, LP | $ 39 | $ 70 | $ 85 | $ 211 | |||||
Basic and diluted weighted average number of outstanding limited partner units | |||||||||
Basic and diluted weighted average number of outstanding limited partner units (in units) | 214 | 214 | 240 | 214 | 315 | ||||
Basic and diluted earnings per limited partner unit | |||||||||
Basic and diluted earnings per unit (in dollars per unit) | $ 0.18 | $ 0.18 | $ 0.29 | $ 0.40 | $ 0.67 | ||||
Subordinated Units | |||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||||||
Net income attributable to Enable Midstream Partners, LP | $ 38 | $ 50 | $ 83 | $ 58 | |||||
Basic and diluted weighted average number of outstanding limited partner units | |||||||||
Basic and diluted weighted average number of outstanding limited partner units (in units) | 208 | 208 | [1] | 174 | [1] | 208 | [1] | 87 | [1] |
Basic and diluted earnings per limited partner unit | |||||||||
Basic and diluted earnings per unit (in dollars per unit) | $ 0.18 | $ 0.18 | [1] | $ 0.29 | [1] | $ 0.40 | [1] | $ 0.67 | [1] |
[1] | Basic and diluted earnings per subordinated unit reflect net income attributable to the Partnership for periods subsequent to its Offering, as no subordinated units were outstanding prior to this date. |
Partners' Capital (Details)
Partners' Capital (Details) - USD ($) $ in Millions | Aug. 14, 2014 | May. 14, 2014 | Feb. 14, 2014 |
Equity [Abstract] | |||
Net distributions to CenterPoint Energy prior to formation | $ 22 | $ 155 | $ 114 |
Partners' Capital Cash Distribu
Partners' Capital Cash Distribution post IPO (Details) - USD ($) $ / shares in Units, $ in Millions | Aug. 13, 2015 | Aug. 03, 2015 | Jul. 22, 2015 | May. 15, 2015 | May. 05, 2015 | Feb. 13, 2015 | Feb. 04, 2015 | Nov. 14, 2014 | Nov. 04, 2014 | Aug. 14, 2014 | Aug. 05, 2014 | [1] | ||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||
Record Date | May 5, 2015 | Feb. 4, 2015 | Nov. 4, 2014 | Aug. 4, 2014 | ||||||||||
Payment Date | May 15, 2015 | Feb. 13, 2015 | Nov. 14, 2014 | Aug. 14, 2014 | [1] | |||||||||
Cash Distribution | ||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||
Per unit distribution, paid (per common unit) | [1] | $ 0.2464 | ||||||||||||
Distribution made to unitholders | [1] | $ 104 | ||||||||||||
Quarterly cash distribution declared (per common unit) | $ 0.3125 | $ 0.30875 | $ 0.30250 | |||||||||||
Cash distributions declared | $ 132 | $ 130 | $ 128 | |||||||||||
Subsequent Event | ||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||
Record Date | [2] | Aug. 3, 2015 | ||||||||||||
Subsequent Event | Cash Distribution | ||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||
Quarterly cash distribution declared (per common unit) | $ 0.316 | |||||||||||||
Subsequent Event | Scenario, Forecast | ||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||
Payment Date | [2] | Aug. 13, 2015 | ||||||||||||
Subsequent Event | Scenario, Forecast | Cash Distribution | ||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||
Quarterly cash distribution declared (per common unit) | [2] | $ 0.316 | ||||||||||||
Cash distributions declared | [2] | $ 134 | ||||||||||||
[1] | The quarterly distribution for three months ended June 30, 2014 was prorated for the period beginning immediately after the closing of the Partnership's Offering, April 16, 2014 through June 30, 2014. | |||||||||||||
[2] | The board of directors of Enable GP declared this $0.316 per common unit cash distribution on July 22, 2015, to be paid on August 13, 2015, to unitholders of record at the close of business on August 3, 2015. |
Partners' Capital Textual (Deta
Partners' Capital Textual (Details) - USD ($) $ / shares in Units, $ in Millions | Aug. 14, 2014 | May. 14, 2014 | Feb. 14, 2014 | Jun. 30, 2015 |
Distribution Made to Limited Partner [Line Items] | ||||
Limited partners' capital account, distribution amount | $ 22 | $ 155 | $ 114 | |
Limited partners' capital account, required quarterly distribution period | 45 days | |||
Incentive distribution, distribution per unit | $ 0.330625 | |||
Limited partners capital account, minimum quarterly distribution, annualized | 150.00% | |||
Subordinated Units | ||||
Distribution Made to Limited Partner [Line Items] | ||||
Minimum quarterly distribution per common unit | $ 0.2875 | |||
Distribution Subordination Period 1 | ||||
Distribution Made to Limited Partner [Line Items] | ||||
Limited partners' capital account, minimum annualized quarterly distribution per unit | 1.15 | |||
Distribution Subordination Period 2 | ||||
Distribution Made to Limited Partner [Line Items] | ||||
Limited partners' capital account, maximum annualized quarterly distribution per unit | $ 1.725 | |||
Maximum | ||||
Distribution Made to Limited Partner [Line Items] | ||||
Limited partners' capital account, incentive distribution rights, percentage | 50.00% |
Intangible Assets, Net - Narrat
Intangible Assets, Net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | May. 01, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | ||||||
Amortization of intangible assets | $ 7 | $ 6 | $ 13 | $ 13 | ||
Monarch Natural Gas, LLC | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Amount allocated to intangible assets based on preliminary purchase price allocation | $ 40 | |||||
Customer Relationships | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Intangible assets | 441 | $ 441 | $ 401 | |||
Weighted average useful life | 15 years | |||||
Finite-Lived Intangible Assets, Accumulated Amortization | 58 | $ 58 | 45 | |||
Finite-Lived Intangible Assets, Net | $ 383 | $ 383 | $ 356 |
Investment in Equity Method A42
Investment in Equity Method Affiliates - Narrative (Details) - USD ($) $ in Millions | Jun. 12, 2015 | Jul. 25, 2014 | Jun. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2014 | May. 29, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 29, 2015 | May. 29, 2014 | May. 30, 2014 | May. 01, 2013 |
CenterPoint | ||||||||||||
Distribution to limited partner in third quarter, ended September 30, 2014 | $ 1 | |||||||||||
SESH | ||||||||||||
Limited partner units that may be issued, exercisable as early as May 2014 | 6,322,457 | |||||||||||
Fair value of limited partner interests | $ 161 | |||||||||||
CenterPoint | ||||||||||||
Limited partner ownership interest | 55.40% | |||||||||||
SESH | ||||||||||||
Limited partner ownership interest, exercisable as early as May 2014 | 24.95% | 24.95% | ||||||||||
Percentage interest | 24.95% | |||||||||||
Fair value of limited partner interests | $ 1 | $ 1 | ||||||||||
Ownership percentage | 50.00% | 50.00% | ||||||||||
Percentage of distributions through limited partner interest | 50.00% | |||||||||||
Distributions from unconsolidated affiliates | $ 15 | $ 4 | $ 27 | $ 6 | ||||||||
SESH | Investments in Equity Method Affiliates | ||||||||||||
Distributions from unconsolidated affiliates | $ 7 | $ 27 | $ 6 | |||||||||
SESH | Put Option | ||||||||||||
Limited partner ownership interest | 49.90% | 49.90% | ||||||||||
SESH | CenterPoint | ||||||||||||
Distributed ownership percentage | 25.05% | |||||||||||
SESH | SESH | Put Option | ||||||||||||
Limited partner ownership interest, exercisable as early as May 2015 | 0.10% | |||||||||||
Limited partner units that may be issued, exercisable as early as May 2015 | 25,341 | 25,341 |
Investment in Equity Method A43
Investment in Equity Method Affiliates - Schedule of Investments (Details) - USD ($) $ in Millions | Jul. 25, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 |
Investments in and Advances to Affiliates, at Fair Value [Roll Forward] | |||||
Balance as of December 31 | $ 348 | ||||
Equity in earnings of equity method affiliates | $ 7 | $ 4 | 14 | $ 7 | |
Capital contributions from partners | 0 | 464 | |||
Balance as of June 30 | 343 | 343 | |||
Equity in Earnings of Equity Method Affiliates: | |||||
Equity in earnings of equity method affiliates | 7 | 4 | 14 | 7 | |
SESH | |||||
Investments in and Advances to Affiliates, at Fair Value [Roll Forward] | |||||
Distributions from equity method affiliate | (15) | (4) | (27) | (6) | |
Distributions from Equity Method Affiliates: | |||||
Distributions from unconsolidated affiliates | (15) | (4) | (27) | (6) | |
Operating revenues | 28 | 26 | 57 | 53 | |
Operating income | 18 | 16 | 36 | 33 | |
Net income | 14 | 10 | 28 | 22 | |
Other Income (Expense) | SESH | |||||
Investments in and Advances to Affiliates, at Fair Value [Roll Forward] | |||||
Equity in earnings of equity method affiliates | 7 | 4 | 14 | 7 | |
Equity in Earnings of Equity Method Affiliates: | |||||
Equity in earnings of equity method affiliates | 7 | 4 | 14 | 7 | |
Investments in Equity Method Affiliates | SESH | |||||
Investments in and Advances to Affiliates, at Fair Value [Roll Forward] | |||||
Balance as of December 31 | 348 | 198 | |||
Interest acquisition of SESH | 1 | 161 | |||
Distributions from equity method affiliate | $ (7) | (27) | (6) | ||
Equity in earnings of equity method affiliates | 14 | 7 | |||
Capital contributions from partners | 7 | 0 | |||
Balance as of June 30 | $ 343 | $ 162 | 343 | 162 | |
Equity in Earnings of Equity Method Affiliates: | |||||
Equity in earnings of equity method affiliates | 14 | 7 | |||
Distributions from Equity Method Affiliates: | |||||
Distributions from unconsolidated affiliates | $ (7) | (27) | (6) | ||
Investments in Equity Method Affiliates | Special Distribution | SESH | |||||
Investments in and Advances to Affiliates, at Fair Value [Roll Forward] | |||||
Distributions from equity method affiliate | 0 | (198) | |||
Distributions from Equity Method Affiliates: | |||||
Distributions from unconsolidated affiliates | $ 0 | $ (198) |
- Narrative (Details)
- Narrative (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | ||
Total debt | $ 3,051,000,000 | $ 2,544,000,000 |
Notes payable — affiliated companies | 363,000,000 | 363,000,000 |
Short-term debt | 488,000,000 | 253,000,000 |
Long-Term Debt | 2,200,000,000 | 1,928,000,000 |
Commercial paper, authorized | 1,400,000,000 | |
Other Assets | ||
Debt Instrument [Line Items] | ||
Unamortized debt expense | 19,000,000 | 17,000,000 |
Commercial Paper | ||
Debt Instrument [Line Items] | ||
Total debt | 488,000,000 | 253,000,000 |
Senior Notes | ||
Debt Instrument [Line Items] | ||
Unamortized premium | 25,000,000 | 28,000,000 |
Senior Notes | 2.400% Senior Notes | ||
Debt Instrument [Line Items] | ||
Total debt | 500,000,000 | 500,000,000 |
Senior Notes | 3.900% Senior Notes | ||
Debt Instrument [Line Items] | ||
Total debt | 600,000,000 | 600,000,000 |
Senior Notes | 5.000% Senior Notes | ||
Debt Instrument [Line Items] | ||
Total debt | 550,000,000 | 550,000,000 |
Senior Notes | 6.25% Senior Notes | ||
Debt Instrument [Line Items] | ||
Total debt | 250,000,000 | 250,000,000 |
Unamortized premium | 25,000,000 | 28,000,000 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Total debt | 275,000,000 | $ 0 |
Maximum borrowing capacity | 1,750,000,000 | |
Letters of credit principal advances | 275,000,000 | |
Letters of credit outstanding amount | $ 2,000,000 | |
Commitment fee percentage | 0.20% | |
Revolving Credit Facility | LIBOR | ||
Debt Instrument [Line Items] | ||
Applicable margin percentage for eurodollar-based borrowings | 1.50% |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value Hierarchy (Details) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Retained fuel due from shippers | $ 7 | $ 4 | |
Over retained fuel due from shippers | 3 | 1 | |
Commodity Contracts | Recurring Measurement | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets, total fair value | 25 | 40 | |
Liabilities, total fair value | 6 | 4 | |
Assets | (5) | (4) | |
Liabilities | (5) | (4) | |
Assets | 20 | 36 | |
Liabilities | 1 | 0 | |
Commodity Contracts | Recurring Measurement | Quoted market prices in active market for identical assets (Level 1) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | 17 | 33 | |
Liabilities | 2 | 4 | |
Commodity Contracts | Recurring Measurement | Significant other observable inputs (Level 2) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | 2 | 2 | |
Liabilities | 1 | 0 | |
Commodity Contracts | Recurring Measurement | Unobservable inputs (Level 3) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | 6 | 5 | |
Liabilities | 3 | 0 | |
Gas Imbalances | Recurring Measurement | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets, total fair value | [1],[2] | 32 | 40 |
Liabilities, total fair value | [2],[3] | 13 | 12 |
Assets | [1],[2] | 0 | 0 |
Liabilities | [2],[3] | 0 | 0 |
Assets | [1],[2] | 32 | 40 |
Liabilities | [2],[3] | 13 | 12 |
Gas Imbalances | Recurring Measurement | Quoted market prices in active market for identical assets (Level 1) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | [1],[2] | 0 | 0 |
Liabilities | [2],[3] | 0 | 0 |
Gas Imbalances | Recurring Measurement | Significant other observable inputs (Level 2) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | [1],[2] | 32 | 40 |
Liabilities | [2],[3] | 13 | 12 |
Gas Imbalances | Recurring Measurement | Unobservable inputs (Level 3) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | [1],[2] | 0 | 0 |
Liabilities | [2],[3] | $ 0 | $ 0 |
[1] | Gas imbalance assets exclude fuel reserves for under retained fuel due from shippers of $7 million and $4 million at June 30, 2015 and December 31, 2014, respectively, which fuel reserves are based on the value of natural gas at the time the imbalance was created and which are not subject to revaluation at fair market value. | ||
[2] | The Partnership uses the market approach to fair value its gas imbalance assets and liabilities at individual, or where appropriate an average of, current market indices applicable to the Partnership’s operations, not to exceed net realizable value. Gas imbalances held by Enable Oklahoma are valued using an average of the Inside FERC Gas Market Report for Panhandle Eastern Pipe Line Co. (Texas, Oklahoma Mainline), ONEOK (Oklahoma) and ANR Pipeline (Oklahoma) indices. There were no netting adjustments as of June 30, 2015 and December 31, 2014. | ||
[3] | Gas imbalance liabilities exclude fuel reserves for over retained fuel due to shippers of $3 million and $1 million at June 30, 2015 and December 31, 2014, respectively, which fuel reserves are based on the value of natural gas at the time the imbalance was created and which are not subject to revaluation at fair market value. |
Fair Value Measurements - Carry
Fair Value Measurements - Carrying and Fair Value Amounts (Details) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Carrying Amount | $ 3,051,000,000 | $ 2,544,000,000 | |
Carrying value | 488,000,000 | 253,000,000 | |
Carrying Amount | Significant other observable inputs (Level 2) | Long-term notes payable - affiliated companies (Level 2) | Affiliated Companies | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Carrying Amount | 363,000,000 | 363,000,000 | |
Carrying Amount | Significant other observable inputs (Level 2) | Revolving Credit Facility (Level 2) | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Carrying Amount | [1] | 275,000,000 | 0 |
Carrying Amount | Significant other observable inputs (Level 2) | Enable Oklahoma Senior Notes (Level 2) | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Carrying Amount | 276,000,000 | 279,000,000 | |
Carrying Amount | Significant other observable inputs (Level 2) | Enable Midstream Partners, LP 2019, 2024 and 2044 Notes (Level 2) | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Carrying Amount | 1,649,000,000 | 1,649,000,000 | |
Fair Value | Significant other observable inputs (Level 2) | Long-term notes payable - affiliated companies (Level 2) | Affiliated Companies | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Fair Value | 364,000,000 | 362,000,000 | |
Fair Value | Significant other observable inputs (Level 2) | Revolving Credit Facility (Level 2) | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Fair Value | [1] | 275,000,000 | 0 |
Fair Value | Significant other observable inputs (Level 2) | Enable Oklahoma Senior Notes (Level 2) | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Fair Value | 276,000,000 | 282,000,000 | |
Fair Value | Significant other observable inputs (Level 2) | Enable Midstream Partners, LP 2019, 2024 and 2044 Notes (Level 2) | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Fair Value | $ 1,501,000,000 | $ 1,592,000,000 | |
[1] | Borrowing capacity is reduced by our borrowings outstanding under the commercial paper program. $488 million and $253 million of commercial paper was outstanding as of June 30, 2015 and December 31, 2014, respectively. |
Derivative Instruments and He47
Derivative Instruments and Hedging Activities (Details) - Not Designated as Hedging Instrument | 6 Months Ended | |||
Jun. 30, 2015MMBTUMBbls | Jun. 30, 2014MMBTUMBbls | Dec. 31, 2014 | ||
Natural gas | ||||
Derivative [Line Items] | ||||
Percent of contract with durations of one year or less | 90.10% | 91.20% | ||
Percent of contracts with durations of more than one year and less than two years | 9.20% | 6.50% | ||
Percent of contracts having a duration of more than two years | 0.70% | 2.20% | ||
Natural gas | Physical | Purchases | ||||
Derivative [Line Items] | ||||
Derivative, gross notional volume (TBtu) | 5 | 4 | ||
Natural gas | Physical | Sales | ||||
Derivative [Line Items] | ||||
Derivative, gross notional volume (TBtu) | 77 | 32 | ||
Natural gas | Financial fixed futures/swaps | Purchases | ||||
Derivative [Line Items] | ||||
Derivative, gross notional volume (TBtu) | 2 | 5 | ||
Natural gas | Financial fixed futures/swaps | Sales | ||||
Derivative [Line Items] | ||||
Derivative, gross notional volume (TBtu) | 39 | 35 | ||
Natural gas | Financial basis futures/swaps | Purchases | ||||
Derivative [Line Items] | ||||
Derivative, gross notional volume (TBtu) | 4 | 7 | ||
Natural gas | Financial basis futures/swaps | Sales | ||||
Derivative [Line Items] | ||||
Derivative, gross notional volume (TBtu) | 41 | 54 | ||
Condensate | ||||
Derivative [Line Items] | ||||
Percent of contract with durations of one year or less | 80.20% | 100.00% | ||
Percent of contracts with durations of more than one year and less than two years | 19.80% | |||
Condensate | Financial Futures/swaps | Purchases | ||||
Derivative [Line Items] | ||||
Derivative, gross notional volume (MMbl) | MBbls | 0 | 0 | ||
Condensate | Financial Futures/swaps | Sales | ||||
Derivative [Line Items] | ||||
Derivative, gross notional volume (MMbl) | MBbls | 852 | 12 | ||
Natural gas liquids | ||||
Derivative [Line Items] | ||||
Percent of contract with durations of one year or less | 84.80% | |||
Percent of contracts with durations of more than one year and less than two years | 15.20% | |||
Natural gas liquids | Financial Futures/swaps | Purchases | ||||
Derivative [Line Items] | ||||
Derivative, gross notional volume (MMbl) | MBbls | [1] | 178 | 0 | |
Natural gas liquids | Financial Futures/swaps | Sales | ||||
Derivative [Line Items] | ||||
Derivative, gross notional volume (MMbl) | MBbls | [1] | 1,044 | 0 | |
[1] | As of June 30, 2015, 84.8% of the natural gas liquids contracts had durations of one year or less and 15.2% had durations of more than one year and less than two years. |
Derivative Instruments and He48
Derivative Instruments and Hedging Activities - Balance Sheet Location (Details) - Not Designated as Hedging Instrument - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 | |
Derivatives, Fair Value [Line Items] | |||
Derivative Instruments | $ 0 | $ 0 | |
Assets, Fair Value | [1] | 25,000,000 | 40,000,000 |
Liabilities, Fair Value | [1] | 6,000,000 | 4,000,000 |
Natural gas | Financial futures/swaps | Other Current, Assets | |||
Derivatives, Fair Value [Line Items] | |||
Assets, Fair Value | 17,000,000 | 34,000,000 | |
Natural gas | Financial futures/swaps | Other Current Liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Liabilities, Fair Value | 3,000,000 | 4,000,000 | |
Natural gas | Physical purchases/sales | Other Current, Assets | |||
Derivatives, Fair Value [Line Items] | |||
Assets, Fair Value | 2,000,000 | 1,000,000 | |
Natural gas | Physical purchases/sales | Other Current Liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Liabilities, Fair Value | 0 | 0 | |
Condensate | Financial futures/swaps | Other Current, Assets | |||
Derivatives, Fair Value [Line Items] | |||
Assets, Fair Value | 5,000,000 | 5,000,000 | |
Condensate | Financial futures/swaps | Other Current Liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Liabilities, Fair Value | 2,000,000 | 0 | |
Natural gas liquids | Financial futures/swaps | Other Current, Assets | |||
Derivatives, Fair Value [Line Items] | |||
Assets, Fair Value | 1,000,000 | 0 | |
Natural gas liquids | Financial futures/swaps | Other Current Liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Liabilities, Fair Value | $ 1,000,000 | $ 0 | |
[1] | See Note 8 for a reconciliation of the Partnership’s total derivatives fair value to the Partnership’s Condensed Consolidated Balance Sheet as of June 30, 2015 and December 31, 2014. |
Derivative Instruments and He49
Derivative Instruments and Hedging Activities - Amounts Recognized in Income (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (Loss) on derivative, net | $ (3,000,000) | $ 0 | $ 4,000,000 | $ 3,000,000 |
Cash collateral required if ratings are lowered | 0 | 0 | ||
Natural gas | Financial futures/swaps | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (Loss) on derivative, net | (2,000,000) | 1,000,000 | 5,000,000 | 3,000,000 |
Natural gas | Physical purchases/sales | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (Loss) on derivative, net | 0 | 0 | (4,000,000) | 1,000,000 |
Condensate | Financial futures/swaps | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (Loss) on derivative, net | (7,000,000) | (1,000,000) | (3,000,000) | (1,000,000) |
Natural gas liquids | Financial futures/swaps | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (Loss) on derivative, net | $ 6,000,000 | $ 0 | $ 6,000,000 | $ 0 |
Supplemental Disclosure of Ca50
Supplemental Disclosure of Cash Flow Information - (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Supplemental Cash Flow Information [Abstract] | ||
Interest, net of capitalized interest | $ 44 | $ 38 |
Income taxes, net of refunds | 2 | 3 |
Accounts payable related to capital expenditures | 62 | 19 |
Issuance of common units upon interest acquisition of SESH (Note 6) | $ 1 | $ 161 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Related Party Transaction [Line Items] | |||||
Partnership's revenues from affiliated companies as a percent of total revenues | 6.00% | 5.00% | 7.00% | 6.00% | |
Notes payable — affiliated companies | $ 363 | $ 363 | $ 363 | ||
Notes payable—affiliated companies | 363 | $ 363 | 363 | ||
OGE Energy | |||||
Related Party Transaction [Line Items] | |||||
Period notice of termination prior to commencement of succeeding annual period | 180 days | ||||
OGE Energy | Defined Benefit and Retiree Medical Plans | |||||
Related Party Transaction [Line Items] | |||||
Expense reimbursement, remainder of fiscal year | $ 6 | ||||
Expense reimbursement, second year | 6 | ||||
Expense reimbursement, third year | 5 | ||||
Expense reimbursement, fourth year | 5 | ||||
Expense reimbursement, thereafter | 5 | ||||
OGE Energy | Certain Services and Support Functions | |||||
Related Party Transaction [Line Items] | |||||
Expense reimbursement annual caps | $ 11 | ||||
CenterPoint and OGE Energy | |||||
Related Party Transaction [Line Items] | |||||
Period notice of termination for reimbursements for all employee costs | 90 days | ||||
CenterPoint | |||||
Related Party Transaction [Line Items] | |||||
Notes payable — affiliated companies | 363 | $ 363 | |||
Affiliate interest expense | 2 | $ 4 | 2 | $ 4 | |
CenterPoint | 2.10% Note Payable | |||||
Related Party Transaction [Line Items] | |||||
Notes payable—affiliated companies | $ 273 | $ 273 | $ 273 | ||
CenterPoint | 2.10% Note Payable | Long-term notes payable - affiliated companies (Level 2) | |||||
Related Party Transaction [Line Items] | |||||
Fixed interest rate | 2.10% | 2.10% | 2.10% | ||
CenterPoint | 2.45% Note Payable | |||||
Related Party Transaction [Line Items] | |||||
Notes payable—affiliated companies | $ 90 | $ 90 | $ 90 | ||
CenterPoint | 2.45% Note Payable | Long-term notes payable - affiliated companies (Level 2) | |||||
Related Party Transaction [Line Items] | |||||
Fixed interest rate | 2.45% | 2.45% | 2.45% | ||
CenterPoint | Certain Services and Support Functions | |||||
Related Party Transaction [Line Items] | |||||
Expense reimbursement annual caps | $ 10 |
Related Party Activity (Details
Related Party Activity (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
Related Party Transaction [Line Items] | |||||
Revenues from affiliated companies | $ 34 | $ 38 | $ 85 | $ 103 | |
Cost of goods sold from affiliate | 4 | 4 | 8 | 8 | |
Charges to the Partnership by affiliates | 15 | 63 | 31 | 149 | |
CenterPoint | |||||
Related Party Transaction [Line Items] | |||||
Cost of goods sold from affiliate | 0 | 1 | 1 | 2 | |
CenterPoint | Gas Transportation and Storage | |||||
Related Party Transaction [Line Items] | |||||
Revenues from affiliated companies | 23 | 27 | 56 | 60 | |
CenterPoint | Gas Sales | |||||
Related Party Transaction [Line Items] | |||||
Revenues from affiliated companies | 1 | 1 | 7 | 16 | |
CenterPoint | Seconded Employee Costs | |||||
Related Party Transaction [Line Items] | |||||
Charges to the Partnership by affiliates | 0 | 31 | 0 | 69 | |
CenterPoint | Corporate Services | |||||
Related Party Transaction [Line Items] | |||||
Charges to the Partnership by affiliates | 4 | 6 | 8 | 17 | |
OGE Energy | |||||
Related Party Transaction [Line Items] | |||||
Cost of goods sold from affiliate | 4 | 3 | 7 | 6 | |
OGE Energy | Gas Transportation and Storage | |||||
Related Party Transaction [Line Items] | |||||
Revenues from affiliated companies | [1] | 9 | 10 | 18 | 22 |
OGE Energy | Gas Sales | |||||
Related Party Transaction [Line Items] | |||||
Revenues from affiliated companies | [1] | 1 | 0 | 4 | 5 |
OGE Energy | Seconded Employee Costs | |||||
Related Party Transaction [Line Items] | |||||
Charges to the Partnership by affiliates | 8 | 22 | 17 | 53 | |
OGE Energy | Corporate Services | |||||
Related Party Transaction [Line Items] | |||||
Charges to the Partnership by affiliates | $ 3 | $ 4 | $ 6 | $ 10 | |
[1] | The Partnership's contracts with OGE Energy to transport and sell natural gas to OGE Energy’s natural gas-fired generation facilities and store natural gas are reflected in Partnership’s Condensed Consolidated Statement of Income beginning on May 1, 2013. On March 17, 2014, the Partnership and the electric utility subsidiary of OGE Energy signed a new transportation agreement effective May 1, 2014 with a primary term through April 30, 2019. Following the primary term, the agreement will remain in effect from year to year thereafter unless either party provides notice of termination to the other party at least 180 days prior to the commencement of the succeeding annual period. |
Equity Based Compensation (Deta
Equity Based Compensation (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total compensation expense | $ 3 | $ 6 | $ 6 | $ 6 |
Performance units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total compensation expense | 1 | 0 | 2 | 0 |
Restricted units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total compensation expense | 1 | 6 | 3 | 6 |
Phantom units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total compensation expense | $ 1 | $ 0 | $ 1 | $ 0 |
Equity Based Compensation - Equ
Equity Based Compensation - Equity Units Activity (Details) - Jun. 30, 2015 - USD ($) $ in Millions | Total | |
Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Percentage of performance target | 0.00% | |
Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Percentage of performance target | 200.00% | |
Performance units | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Number of Units Outstanding at 12/31/2013 | 552,581 | |
Units granted | [1] | 501,474 |
Vested | (1,254) | |
Forfeited | (64,613) | |
Number of Units Outstanding at 06/30/2014 | 988,188 | |
Aggregate Intrinsic Value, Units Outstanding at 6/30/2014 | $ 15 | |
Number of Units Fully Vested at 6/30/2014 | 2,799 | |
Restricted units | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Number of Units Outstanding at 12/31/2013 | 838,068 | |
Units granted | [1] | 279,677 |
Vested | (138,504) | |
Forfeited | (30,073) | |
Number of Units Outstanding at 06/30/2014 | 949,168 | |
Aggregate Intrinsic Value, Units Outstanding at 6/30/2014 | $ 15 | |
Phantom units | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Number of Units Outstanding at 12/31/2013 | 98,718 | |
Units granted | [1] | 0 |
Vested | (90,000) | |
Forfeited | (2,000) | |
Number of Units Outstanding at 06/30/2014 | 6,718 | |
Aggregate Intrinsic Value, Units Outstanding at 6/30/2014 | $ 0 | |
Number of Units Fully Vested at 6/30/2014 | 90,500 | |
[1] | For performance units, this represents the target number of performance units granted. The actual number of performance units earned, if any, is dependent upon performance and may range from 0 percent to 200 percent of the target. |
Equity Based Compensation - Unr
Equity Based Compensation - Unrecognized Compensation Cost (Details) - Jun. 30, 2015 - USD ($) $ in Millions | Total |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Compensation Cost (In millions) | $ 30 |
Performance units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Compensation Cost (In millions) | $ 16 |
Weighted Average to be Recognized (In years) | 2 years 6 months 18 days |
Restricted units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Compensation Cost (In millions) | $ 14 |
Weighted Average to be Recognized (In years) | 1 year 11 months 12 days |
Phantom units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Compensation Cost (In millions) | $ 0 |
Weighted Average to be Recognized (In years) | 3 months 29 days |
Long Term Incentive Plan | Common Units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares available for issuance | 10,802,939 |
- Schedule of Financial Data fo
- Schedule of Financial Data for Business Segments and Services (Details) $ in Millions | Jun. 12, 2015 | Jun. 30, 2015USD ($) | Sep. 30, 2014 | Jun. 30, 2014USD ($) | May. 29, 2014 | Jun. 30, 2015USD ($)segment | Jun. 30, 2014USD ($) | May. 01, 2015USD ($) | Dec. 31, 2014USD ($) | May. 30, 2014 | Dec. 31, 2013USD ($) | |||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Number of reportable segments | segment | 2 | |||||||||||||||
Revenues | $ 590 | $ 827 | $ 1,206 | $ 1,829 | ||||||||||||
Cost of goods sold, excluding depreciation and amortization | 277 | 478 | 569 | 1,111 | ||||||||||||
Operation and maintenance | 131 | 129 | 261 | 255 | ||||||||||||
Depreciation and amortization | 76 | 69 | 149 | 136 | ||||||||||||
Taxes other than income tax | 13 | 13 | 30 | 27 | ||||||||||||
Operating Income | 93 | 138 | 197 | 300 | ||||||||||||
Total assets | 12,180 | 12,180 | $ 11,837 | |||||||||||||
Capital expenditures | 297 | [1] | 536 | [2] | ||||||||||||
Capital expenditures | 189 | 456 | 338 | |||||||||||||
Equity in earnings of equity method affiliates | 7 | 4 | 14 | 7 | ||||||||||||
Investment in equity method affiliates | $ 343 | $ 343 | 348 | |||||||||||||
Monarch Natural Gas, LLC | ||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Amount allocated to intangible assets based on preliminary purchase price allocation | $ 40 | |||||||||||||||
SESH | ||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Limited partner ownership interest, exercisable as early as May 2014 | 24.95% | 24.95% | ||||||||||||||
Percentage interest | 24.95% | |||||||||||||||
Ownership percentage | 50.00% | 50.00% | ||||||||||||||
SESH | SESH | Put Option | ||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Limited partner ownership interest, exercisable as early as May 2015 | 0.10% | |||||||||||||||
Gathering and Processing | ||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Revenues | $ 422 | 607 | $ 823 | 1,278 | ||||||||||||
Cost of goods sold, excluding depreciation and amortization | 241 | 404 | 463 | 868 | ||||||||||||
Operation and maintenance | 78 | 74 | 154 | 143 | ||||||||||||
Depreciation and amortization | 45 | 39 | 88 | 77 | ||||||||||||
Taxes other than income tax | 7 | 6 | 15 | 10 | ||||||||||||
Operating Income | 51 | 84 | 103 | 180 | ||||||||||||
Total assets | 7,790 | 7,790 | 8,356 | |||||||||||||
Capital expenditures | 275 | [1] | 490 | [2] | ||||||||||||
Capital expenditures | 166 | 295 | ||||||||||||||
Transportation and Storage | ||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Revenues | 268 | [3] | 350 | [3] | 576 | [4] | 878 | [4] | ||||||||
Cost of goods sold, excluding depreciation and amortization | 135 | [3] | 204 | [3] | 298 | [4] | 570 | [4] | ||||||||
Operation and maintenance | 54 | [3] | 55 | [3] | 108 | [4] | 112 | [4] | ||||||||
Depreciation and amortization | 31 | [3] | 30 | [3] | 61 | [4] | 59 | [4] | ||||||||
Taxes other than income tax | 6 | [3] | 7 | [3] | 15 | [4] | 17 | [4] | ||||||||
Operating Income | 42 | [3] | 54 | [3] | 94 | [4] | 120 | [4] | ||||||||
Total assets | [3],[4] | 5,436 | 5,436 | 5,493 | ||||||||||||
Capital expenditures | 22 | [1],[3] | 46 | [2],[4] | ||||||||||||
Capital expenditures | 23 | [3] | 44 | [4] | ||||||||||||
Eliminations | ||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Revenues | (100) | (130) | (193) | (327) | ||||||||||||
Cost of goods sold, excluding depreciation and amortization | (99) | (130) | (192) | (327) | ||||||||||||
Operation and maintenance | (1) | 0 | (1) | 0 | ||||||||||||
Depreciation and amortization | 0 | 0 | 0 | 0 | ||||||||||||
Taxes other than income tax | 0 | 0 | 0 | 0 | ||||||||||||
Operating Income | 0 | 0 | 0 | 0 | ||||||||||||
Total assets | (1,046) | (1,046) | (2,012) | |||||||||||||
Capital expenditures | 0 | [1] | 0 | [2] | ||||||||||||
Capital expenditures | 0 | (1) | ||||||||||||||
Investments in Equity Method Affiliates | SESH | ||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Equity in earnings of equity method affiliates | 14 | 7 | ||||||||||||||
Investment in equity method affiliates | 343 | 162 | 343 | 162 | $ 348 | $ 198 | ||||||||||
Other Income (Expense) | SESH | ||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Equity in earnings of equity method affiliates | $ 7 | $ 4 | $ 14 | $ 7 | ||||||||||||
[1] | As discussed in Note 1, the Partnership acquired a gas gathering system from Monarch Natural Gas, LLC on May 1, 2015 and has allocated $40 million to intangible assets based upon the preliminary purchase price allocation. | |||||||||||||||
[2] | As discussed in Note 1, the Partnership acquired a gas gathering system from Monarch Natural Gas, LLC on May 1, 2015 and has allocated $40 million to intangible assets based upon the preliminary purchase price allocation. | |||||||||||||||
[3] | Transportation and Storage recorded equity income of $7 million and $4 million for the three months ended June 30, 2015 and 2014, respectively, from its interest in SESH, a jointly-owned pipeline. These amounts are included in Equity in earnings of equity method affiliates under the Other Income (Expense) caption. Transportation and Storage’s investment in SESH was $343 million and $348 million as of June 30, 2015 and December 31, 2014, respectively, and is included in Investments in equity method affiliates. The Partnership reflected a 24.95% interest in SESH for the period of December 31, 2013 until May 29, 2014. On May 30, 2014, CenterPoint Energy contributed its 24.95% interest in SESH to the Partnership. On June 30, 2015, CenterPoint Energy contributed its remaining 0.1% interest in SESH to the Partnership. As of June 30, 2015, the Partnership owns 50% interest in SESH. See Note 6 for further discussion regarding SESH. | |||||||||||||||
[4] | Transportation and Storage recorded equity income of $14 million and $7 million for the six months ended June 30, 2015 and 2014, respectively, from its interest in SESH, a jointly-owned pipeline. These amounts are included in Equity in earnings of equity method affiliates under the Other Income (Expense) caption. Transportation and Storage’s investment in SESH was $343 million and $348 million as of June 30, 2015 and December 31, 2014, respectively, and is included in Investments in equity method affiliates. The Partnership reflected a 24.95% interest in SESH for the period of December 31, 2013 until May 29, 2014. On May 30, 2014, CenterPoint Energy contributed its 24.95% interest in SESH to the Partnership. On June 30, 2015, CenterPoint Energy contributed its remaining 0.1% interest in SESH to the Partnership. As of June 30, 2015, the Partnership owns 50% interest in SESH. See Note 6 for further discussion regarding SESH. |
Subsequent Events (Details)
Subsequent Events (Details) - Jul. 31, 2015 - Term Loan Facility - Unsecured term loan facility - Subsequent Event | USD ($)time |
Subsequent Event [Line Items] | |
Duration of term loan facility | 3 years |
Principal amount of term loan facility | $ 450,000,000 |
Amount borrowed on the closing date | $ 450,000,000 |
Number of times option maybe exercised to extend term of Term Loan Facility | time | 2 |
Extension period | 1 year |
Minimum prepayment amount of option to prepay without penalty or premium (minimum amount of $1 million) | $ 1,000,000 |
Multiple amount of prepayment in excess of minimum prepayment | $ 500,000 |