Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2017shares | |
Document And Entity Information [Abstract] | |
Document Type | 10-Q |
Amendment Flag | false |
Document Period End Date | Sep. 30, 2017 |
Document Fiscal Year Focus | 2,017 |
Document Fiscal Period Focus | Q3 |
Entity Registrant Name | NEXTERA ENERGY PARTNERS, LP |
Entity Central Index Key | 1,603,145 |
Current Fiscal Year End Date | --12-31 |
Entity Filer Category | Large Accelerated Filer |
Entity Common Stock, Shares Outstanding | 54,250,995 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2017 | Sep. 30, 2016 | [1] | Sep. 30, 2017 | Sep. 30, 2016 | [1] | |||
OPERATING REVENUES | ||||||||
Renewable energy sales | $ 127 | $ 144 | $ 419 | $ 418 | ||||
Texas pipelines service revenues | 50 | 47 | 144 | 138 | ||||
Total operating revenues | [2] | 177 | 191 | 563 | 556 | |||
OPERATING EXPENSES | ||||||||
Operations and maintenance | [3] | 56 | 52 | 170 | 146 | |||
Depreciation and amortization | 50 | 54 | 149 | 161 | [4] | |||
Taxes other than income taxes and other | 5 | 5 | 14 | 14 | ||||
Total operating expenses | 111 | 111 | 333 | 321 | ||||
OPERATING INCOME | 66 | 80 | 230 | 235 | ||||
OTHER INCOME (DEDUCTIONS) | ||||||||
Interest expense | (50) | (41) | (154) | (203) | ||||
Benefits associated with differential membership interests - net | 15 | 14 | 60 | 45 | [4] | |||
Equity in earnings of equity method investee | 11 | 11 | 18 | 19 | ||||
Equity in earnings (losses) of non-economic ownership interests | 9 | 0 | 12 | (20) | [4] | |||
Revaluation of contingent consideration | 0 | 101 | 0 | 118 | ||||
Other - net | 0 | 0 | (2) | (4) | ||||
Total other income (deductions) - net | (15) | 85 | (66) | (45) | ||||
INCOME BEFORE INCOME TAXES | 51 | 165 | 164 | 190 | ||||
INCOME TAX EXPENSE | 13 | 30 | 32 | 23 | ||||
NET INCOME | 38 | 135 | 132 | [5] | 167 | [4],[5] | ||
Less net income (loss) attributable to noncontrolling interest | [6] | 37 | 108 | 106 | 127 | |||
NET INCOME ATTRIBUTABLE TO NEXTERA ENERGY PARTNERS, LP | $ 1 | $ 27 | $ 26 | $ 40 | ||||
Weighted average number of common units outstanding - basic and assuming dilution (in shares) | 54.3 | 44.3 | 54.2 | 40.3 | ||||
Earnings per common unit attributable to NextEra Energy Partners, LP - basic and assuming dilution (in dollars per share) | $ 0.01 | $ 0.62 | $ 0.47 | $ 0.99 | ||||
Distributions per common unit (in dollars per unit) | $ 0.3800 | $ 0.3300 | $ 1.0975 | $ 0.9563 | ||||
[1] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. | |||||||
[2] | Includes related party revenues of approximately $2 million for each of the three months ended September 30, 2017 and 2016, and $8 million and $9 million for the nine months ended September 30, 2017 and 2016, respectively. | |||||||
[3] | Includes O&M expenses related to renewable energy projects of $25 million and $26 million for the three months ended September 30, 2017 and 2016, respectively, and $80 million and $78 million for the nine months ended September 30, 2017 and 2016, respectively. Includes O&M expenses related to the Texas pipelines of $11 million and $13 million for the three months ended September 30, 2017 and 2016, respectively, and $33 million and $32 million for the nine months ended September 30, 2017 and 2016, respectively. Total O&M expenses presented include related party amounts of approximately $22 million and $16 million for the three months ended September 30, 2017 and 2016, respectively, and $64 million and $42 million for the nine months ended September 30, 2017 and 2016, respectively. | |||||||
[4] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. | |||||||
[5] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. | |||||||
[6] | Net income attributable to noncontrolling interest includes the pre-acquisition net income of the common control acquisitions. See Note 1. |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Income (Unaudited) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Statement [Abstract] | ||||
Related party revenues | $ 2 | $ 2 | $ 8 | $ 9 |
Operations and maintenance related to renewable energy projects | 25 | 26 | 80 | 78 |
Operations and maintenance related to Texas pipelines | 11 | 13 | 33 | 32 |
Operations and maintenance related party | $ 22 | $ 16 | $ 64 | $ 42 |
Condensed Consolidated Stateme4
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |||||
Statement of Comprehensive Income [Abstract] | ||||||||
NET INCOME | $ 38 | $ 135 | [1] | $ 132 | [2] | $ 167 | [1],[2],[3] | |
OTHER COMPREHENSIVE INCOME, NET OF TAX | ||||||||
Reclassification of unrealized losses on cash flow hedges from accumulated other comprehensive loss to net income (net of approximately $0, $0, $2 and $1 tax expense, respectively) | 1 | 2 | [4] | 4 | 5 | [4] | ||
Net unrealized gains (losses) on foreign currency translation (net of approximately $1, $0, $1 and $1 tax expense, respectively) | 5 | (1) | [4] | 8 | 6 | [4] | ||
Other comprehensive income (loss) related to equity method investee (net of approximately $0, $1 and $0 tax expense and $1 tax benefit, respectively) | 0 | 1 | [4] | 1 | (1) | [4] | ||
Total other comprehensive income, net of tax | 6 | 2 | [4] | 13 | [2] | 10 | [2],[4] | |
COMPREHENSIVE INCOME | 44 | 137 | [4] | 145 | 177 | [4] | ||
Less comprehensive income (loss) attributable to noncontrolling interest | [5] | 42 | 109 | [4] | 116 | 135 | [4] | |
COMPREHENSIVE INCOME ATTRIBUTABLE TO NEXTERA ENERGY PARTNERS, LP | $ 2 | $ 28 | [4] | $ 29 | $ 42 | [4] | ||
[1] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. | |||||||
[2] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. | |||||||
[3] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. | |||||||
[4] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. | |||||||
[5] | Comprehensive income attributable to noncontrolling interest includes the pre-acquisition comprehensive income (loss) of the common control acquisitions. See Note 1. |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Unaudited) (Parentheticals) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2017 | Sep. 30, 2016 | [1] | Sep. 30, 2017 | Sep. 30, 2016 | [1] | |
Statement of Comprehensive Income [Abstract] | ||||||
Reclassification of unrealized losses on cash flow hedges from accumulated other comprehensive income to net income, tax expense | $ 0 | $ 0 | $ 2 | $ 1 | ||
Unrealized gains (losses) on foreign currency translation, tax expense | 1 | 0 | 1 | 1 | ||
Other comprehensive income (loss) related to equity method investee, tax (benefit) expense | $ 0 | $ 1 | $ 0 | $ (1) | ||
[1] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 | [1] | |
Current assets: | ||||
Cash and cash equivalents | $ 135 | $ 147 | ||
Accounts receivable | 83 | 83 | ||
Due from related parties | 370 | 67 | ||
Restricted cash | 32 | 33 | ||
Other current assets | 42 | 29 | ||
Total current assets | 662 | 359 | ||
Non-current assets: | ||||
Property, plant and equipment - net | 5,393 | 5,424 | ||
Deferred income taxes | 242 | 255 | ||
Intangible assets - customer relationships | 665 | 678 | ||
Goodwill | 628 | 628 | ||
Investment in equity method investee | 98 | 93 | ||
Investments in non-economic ownership interests | 21 | 12 | ||
Other non-current assets | 73 | 83 | ||
Total non-current assets | 7,120 | 7,173 | ||
TOTAL ASSETS | 7,782 | 7,532 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 19 | 19 | ||
Due to related parties | 13 | 20 | ||
Current maturities of long-term debt | 98 | 78 | ||
Acquisition holdback | 0 | 199 | ||
Accrued interest | 16 | 25 | ||
Derivatives | 15 | 18 | ||
Other current liabilities | 46 | 39 | ||
Total current liabilities | 207 | 398 | ||
Non-current liabilities: | ||||
Long-term debt | 4,237 | 3,508 | ||
Deferral related to differential membership interests | 1,017 | 1,064 | ||
Deferred income taxes | 65 | 47 | ||
Asset retirement obligation | 73 | 69 | ||
Non-current due to related party | 22 | 22 | ||
Other non-current liabilities | 85 | 67 | ||
Total non-current liabilities | 5,499 | 4,777 | ||
TOTAL LIABILITIES | 5,706 | 5,175 | ||
COMMITMENTS AND CONTINGENCIES | ||||
EQUITY | ||||
Limited partners (common units issued and outstanding - 54.3 and 54.2, respectively) | 1,707 | 1,746 | ||
Accumulated other comprehensive loss | 0 | (3) | ||
Noncontrolling interest | 369 | 614 | ||
TOTAL EQUITY | [2] | 2,076 | 2,357 | |
TOTAL LIABILITIES AND EQUITY | $ 7,782 | $ 7,532 | ||
[1] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. | |||
[2] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. |
Condensed Consolidated Balance7
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - shares shares in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Common units outstanding | 54.3 | 54.2 |
Common units issued | 54.3 | 54.2 |
Condensed Consolidated Stateme8
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 9 Months Ended | ||||
Sep. 30, 2017 | Sep. 30, 2016 | [3] | |||
CASH FLOWS FROM OPERATING ACTIVITIES | |||||
Net income | [1] | $ 132 | $ 167 | [2] | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||||
Depreciation and amortization | 149 | 161 | [2] | ||
Change in value of derivative contracts | 18 | 75 | |||
Deferred income taxes | 34 | 23 | |||
Benefits associated with differential membership interests - net | (60) | (45) | [2] | ||
Equity in earnings of equity method investee, net of distributions received | (4) | (19) | |||
Equity in losses (earnings) of non-economic ownership interests | (12) | 20 | [2] | ||
Change in fair value of contingent consideration for pipeline acquisition | 0 | (118) | |||
Other - net | 9 | 16 | |||
Changes in operating assets and liabilities: | |||||
Accounts receivable | (1) | (10) | |||
Other current assets | (12) | 1 | |||
Other non-current assets | 0 | (1) | |||
Accounts payable and accrued expenses | (3) | 0 | |||
Due to related parties | (3) | (5) | |||
Other current liabilities | (1) | (8) | |||
Payment of acquisition holdback | (14) | 0 | |||
Other non-current liabilities | 5 | 3 | |||
Net cash provided by operating activities | 237 | 260 | |||
CASH FLOWS FROM INVESTING ACTIVITIES | |||||
Acquisition of membership interests in subsidiaries | (242) | (641) | |||
Capital expenditures | (32) | (535) | |||
Changes in restricted cash | 6 | (23) | |||
Payments to related parties under CSCS agreement - net | (301) | (280) | |||
Net cash used in investing activities | (569) | (1,479) | |||
CASH FLOWS FROM FINANCING ACTIVITIES | |||||
Proceeds from issuance of common units - net | 0 | 645 | |||
Issuances of long-term debt | 1,880 | 671 | |||
Retirements of long-term debt | (1,171) | (477) | |||
Deferred financing costs | (21) | (10) | |||
Capped call transaction | (12) | 0 | |||
Partners/Members' contributions | 2 | 510 | |||
Partners/Members' distributions | (185) | (166) | |||
Proceeds from differential membership investors | 28 | 18 | |||
Payments to differential membership investors | (15) | (10) | |||
Repayments of short-term debt | 0 | (12) | |||
Change in amounts due to related parties | (1) | 17 | |||
Payment of acquisition holdback | (186) | 0 | |||
Net cash provided by financing activities | 319 | 1,186 | |||
Effect of exchange rate changes on cash | 1 | 2 | |||
NET DECREASE IN CASH AND CASH EQUIVALENTS | (12) | (31) | |||
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD | 147 | [4] | 165 | ||
CASH AND CASH EQUIVALENTS - END OF PERIOD | 135 | 134 | |||
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | |||||
Partners/Members' noncash distributions | 0 | 31 | |||
Members’ noncash contributions for construction costs and other | 3 | 91 | |||
Change in noncash investments in equity method investees - net | 2 | 7 | |||
Asset retirement obligation additions | 0 | 7 | |||
Accrued but not paid for capital and other expenditures | 6 | 3 | |||
Noncash member contribution upon transition from predecessor method | 5 | 3 | |||
Change in goodwill related to change in purchase accounting valuation | $ 0 | $ 6 | |||
[1] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. | ||||
[2] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. | ||||
[3] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. | ||||
[4] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. |
Condensed Consolidated Stateme9
Condensed Consolidated Statements of Changes in Equity (Unaudited) - USD ($) shares in Millions, $ in Millions | Total | Units [Member] | Limited Partners [Member] | Accumulated Other Comprehensive Loss [Member] | Noncontrolling Interest [Member] | ||||
Beginning balance, units at Dec. 31, 2015 | 30.6 | ||||||||
Beginning balance at Dec. 31, 2015 | $ 1,826 | [1] | $ 935 | $ (6) | $ 897 | [1] | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Acquisition of membership interests in subsidiaries | [1] | (641) | (641) | ||||||
Limited partners/related party contribution and transition | 120 | [1] | 123 | [2] | (3) | [1],[3] | |||
Issuance of common units, units | 23.6 | ||||||||
Issuance of common units | 645 | [1] | 645 | ||||||
Related party note receivable | [1] | (24) | (24) | ||||||
Net income | 167 | [1],[4],[5] | 40 | 127 | [1],[6] | ||||
Other comprehensive income (loss) | 10 | [1],[7] | 2 | 8 | [1] | ||||
Related party contributions | [1] | 603 | 603 | ||||||
Related party distributions | [1] | (134) | (134) | ||||||
Changes in non-economic ownership interests and equity method investee | [1] | (6) | (6) | ||||||
Distributions to unitholders | (37) | [1] | (37) | ||||||
Ending balance, units at Sep. 30, 2016 | 54.2 | ||||||||
Ending balance at Sep. 30, 2016 | $ 2,529 | [1] | 1,706 | (4) | 827 | [1] | |||
Beginning balance, units at Dec. 31, 2016 | 54.2 | 54.2 | |||||||
Beginning balance at Dec. 31, 2016 | $ 2,357 | [1],[8] | 1,746 | (3) | 614 | [1] | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Acquisition of membership interests in subsidiaries | [1] | (242) | (242) | ||||||
Limited partners/related party contribution and transition | 11 | [1] | 6 | [2] | 5 | [1],[3] | |||
Issuance of common units, units | 0.1 | ||||||||
Issuance of common units | 1 | [1] | 1 | ||||||
Related party note receivable | [1] | 1 | 1 | ||||||
Capped call transaction | (12) | [1] | (12) | ||||||
Net income | 132 | [1] | 26 | 106 | [1],[6] | ||||
Other comprehensive income (loss) | 13 | [1] | 3 | 10 | [1] | ||||
Related party contributions | [1] | 4 | 4 | ||||||
Related party distributions | [1] | (126) | (126) | ||||||
Changes in non-economic ownership interests and equity method investee | [1] | (3) | (3) | ||||||
Distributions to unitholders | $ (60) | [1] | (60) | ||||||
Ending balance, units at Sep. 30, 2017 | 54.3 | 54.3 | |||||||
Ending balance at Sep. 30, 2017 | $ 2,076 | [1] | $ 1,707 | $ 0 | $ 369 | [1] | |||
[1] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. | ||||||||
[2] | Deferred tax asset recognized by NEP related to NEP equity issuances and acquisition of subsidiary membership interests. | ||||||||
[3] | Related party noncash contribution (distribution), net, upon transition from predecessor accounting method. | ||||||||
[4] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. | ||||||||
[5] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. | ||||||||
[6] | Net income attributable to noncontrolling interest includes the pre-acquisition net income of the common control acquisitions. See Note 1. | ||||||||
[7] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. | ||||||||
[8] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions On May 1, 2017, an indirect subsidiary of NEP completed the acquisition from NEER of Golden West Wind Holdings, LLC for approximately $238 million , plus working capital of $4 million and the assumption of $184 million in existing liabilities related to differential membership interests. Golden West Wind Holdings, LLC indirectly owns an approximately 249 MW wind generation facility located in El Paso County, Colorado. The 2017 acquisition discussed above and the acquisitions from NEER completed by a subsidiary of NEP in 2016 (collectively, the common control acquisitions) were transfers of assets between entities under common control and required them to be accounted for as if the transfers occurred since the inception of common control, with prior periods retrospectively adjusted to furnish comparative information. Accordingly, the accompanying condensed consolidated financial statements have been retrospectively adjusted to include the historical results and financial position of the common control acquisitions prior to their respective acquisition dates. In August 2017, NEP and NEP GP implemented governance changes that, among other things, enhanced NEP unitholder governance rights. The new governance structure established a NEP board of directors where NEP unitholders will have the ability to nominate and elect board members, subject to certain limitations and requirements. As a result of these governance changes, beginning in January 2018, acquisitions from NEER will no longer be treated as common control acquisitions. In October 2017, an indirect subsidiary of NEP entered into an agreement with an indirect subsidiary of NEER to acquire interests in four wind and solar generation facilities with contracted generating capacity totaling approximately 691 MW. NEP expects to complete the acquisition before December 31, 2017 for a total consideration of approximately $812 million , plus the assumption of approximately $459 million in existing liabilities related to differential membership interests. See Part II - Item 5 for further discussion. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For periods prior to the date a NEER project is acquired by NEP (NEP acquisition date), income taxes are calculated on the predecessor method using the separate return method applied to the group of renewable energy projects acquired. For periods after the NEP acquisition date, income taxes are calculated on the successor method where taxes are calculated for NEP as a single taxpaying corporation for U.S. federal and state income taxes (based on its election to be taxed as a corporation). Because NEP OpCo is a limited partnership, NEP only recognizes in income its applicable ownership share of U.S. income taxes related to the U.S. and Canadian projects, allocated by NEP OpCo. The Canadian subsidiaries are all Canadian taxpayers, and therefore NEP recognizes in income all of the Canadian taxes. For periods after the NEP acquisition date, income taxes include NEP's applicable ownership share of U.S. taxes and 100% of Canadian taxes. Net income or loss attributable to noncontrolling interest includes no U.S. taxes and NEER's applicable ownership share of Canadian taxes. Net income attributable to NEP includes NEP's applicable ownership share of U.S. and Canadian taxes. The effective tax rates for the three months ended September 30, 2017 and 2016 were approximately 25% and 18% , respectively, and for the nine months ended September 30, 2017 and 2016 were approximately 20% and 12% , respectively. The effective tax rate is affected by recurring items, such as the relative amount of income earned in jurisdictions (earnings mix), valuation allowances on deferred tax assets, taxes attributable to the noncontrolling interest and the taxation of Canadian income in both Canada and the U.S. Additionally, for the nine months ended September 30, 2016, the effective tax rate was affected by an April 2016 court decision approving a reorganization of certain of NEP's Canadian assets that provided for tax bases in certain of these assets. NEP recorded approximately $12 million of the associated income tax benefit during the nine months ended September 30, 2016. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The fair value of assets and liabilities are determined using either unadjusted quoted prices in active markets (Level 1) or pricing inputs that are observable (Level 2) whenever that information is available and using unobservable inputs (Level 3) to estimate fair value only when relevant observable inputs are not available. NEP uses several different valuation techniques to measure the fair value of assets and liabilities relying primarily on the market approach of using prices and other market information for identical and/or comparable assets and liabilities for those assets and liabilities that are measured at fair value on a recurring basis. Certain financial instruments may be valued using multiple inputs including discount rates, counterparty credit ratings and credit enhancements. NEP’s assessment of the significance of any particular input to the fair value measurement requires judgment and may affect the placement of those assets and liabilities within the fair value hierarchy levels. Non-performance risk, including the consideration of a credit valuation adjustment, is also considered in the determination of fair value for all assets and liabilities measured at fair value. Transfers between fair value hierarchy levels occur at the beginning of the period in which the transfer occurred. Cash Equivalents and Restricted Cash Equivalents - The fair value of money market funds that are included in cash and cash equivalents, restricted cash and other non-current assets on the condensed consolidated balance sheets is estimated using a market approach based on current observable market prices. Interest Rate and Foreign Currency Contracts - NEP estimates the fair value of its derivatives using an income approach based on a discounted cash flows valuation technique utilizing the net amount of estimated future cash inflows and outflows related to the agreements. The primary inputs used in the fair value measurements include the contractual terms of the derivative agreements, current interest rates, foreign currency exchange rates and credit profiles. The significant inputs for the resulting fair value measurement are market-observable inputs and the measurements are reported as Level 2 in the fair value hierarchy. NEP’s financial assets and liabilities and other fair value measurements made on a recurring basis by fair value hierarchy level are as follows: September 30, 2017 December 31, 2016 Level 1 Level 2 Total Level 1 Level 2 Total (millions) Assets: Cash equivalents $ 47 $ — $ 47 $ 66 $ — $ 66 Restricted cash equivalents 30 — 30 29 — 29 Interest rate contracts — 3 3 — 15 15 Foreign currency contracts — — — — 1 1 Total assets $ 77 $ 3 $ 80 $ 95 $ 16 $ 111 Liabilities: Interest rate contracts $ — $ 40 $ 40 $ — $ 44 $ 44 Foreign currency contracts — 3 3 — — — Total liabilities $ — $ 43 $ 43 $ — $ 44 $ 44 Financial Instruments Recorded at Other than Fair Value - The carrying amount of short-term debt approximates its fair value. The carrying amounts and estimated fair values of other financial instruments recorded at other than fair value are as follows: September 30, 2017 December 31, 2016 Carrying Value Fair Value Carrying Value Fair Value (millions) Long-term debt, including current maturities (a) $ 4,335 $ 4,482 $ 3,586 $ 3,680 ____________________ (a) As of September 30, 2017 and December 31, 2016, approximately $3,585 million and $2,808 million , respectively, of the fair value is estimated using a market approach based on quoted market prices for the same or similar issues (Level 2); the balance is estimated using an income approach utilizing a discounted cash flow valuation technique, considering the current credit profile of the debtor (Level 3). Contingent Consideration - NEP recorded a liability related to a contingent holdback as part of the Texas pipelines acquisition. The contingent holdback was payable if the Texas pipelines entered into one or more written contracts by December 31, 2016 related to certain financial performance and capital expenditure thresholds. Contingent consideration is required to be reported at fair value at each reporting date. NEP determined this fair value measurement based on management's probability assessment. The significant inputs and assumptions used in the fair value measurement included the estimated probability of executing contracts related to financial performance and capital expenditure thresholds as well as the appropriate discount rate. During the three and nine months ended September 30, 2016, NEP recorded approximately $101 million and $118 million , respectively, in fair value adjustments to decrease the contingent consideration based on updated estimates associated with management's probability assessment as of September 30, 2016. The fair value adjustments are reflected as revaluation of contingent consideration in NEP's condensed consolidated statements of income. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activity | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activity | Derivative Instruments and Hedging Activity NEP uses derivative instruments (primarily interest rate swaps) to manage the interest rate cash flow risk associated primarily with outstanding and expected future debt issuances and borrowings. NEP records all derivative instruments that are required to be marked to market as either assets or liabilities in its condensed consolidated balance sheets and measures them at fair value each reporting period. NEP does not utilize hedge accounting for its derivative instruments. All changes in the derivatives' fair value are recognized in interest expense in the condensed consolidated statements of income. In general, the commencement and termination dates of the interest rate swap agreements and the related hedging relationship coincide with the corresponding dates of the underlying variable-rate debt instruments. As of September 30, 2017 and December 31, 2016 , the combined notional amounts of the interest rate contracts were approximately $3,419 million and $2,119 million , respectively. At September 30, 2017 , NEP's AOCI included amounts related to discontinued cash flow hedges, which have expiration dates through 2033. At September 30, 2017 , approximately $6 million of net unrealized losses are expected to be reclassified into interest expense within the next 12 months as interest payments are made. Such amount assumes no change in scheduled principal payments. Cash flows from these interest rate swap contracts are reported in cash flows from operating activities in the condensed consolidated statements of cash flows. NEP enters into certain foreign currency exchange contracts to economically hedge its cash flows from foreign currency rate fluctuations. As of September 30, 2017 and December 31, 2016 , the notional amount of the foreign currency contracts was approximately $58 million and $46 million , respectively. During the three months ended September 30, 2017 and 2016 , NEP recorded approximately $2 million of losses and less than $1 million of gains, respectively, related to the foreign currency contracts in other - net in the condensed consolidated statements of income. During the nine months ended September 30, 2017 and 2016 , NEP recorded approximately $5 million and $2 million of losses, respectively, related to the foreign currency contracts in other - net in the condensed consolidated statements of income. Fair Value of Derivative Instruments - The tables below present NEP's gross derivative positions, based on the total fair value of each derivative instrument, at September 30, 2017 and December 31, 2016 , as required by disclosure rules, as well as the location of the net derivative positions, based on the expected timing of future payments, on the condensed consolidated balance sheets. September 30, 2017 Gross Basis Net Basis Assets Liabilities Assets Liabilities (millions) Interest rate contracts $ 3 $ 40 $ 16 $ 53 Foreign currency contracts — 3 — 3 Total fair values $ 3 $ 43 $ 16 $ 56 Net fair value by balance sheet line item: Other current assets $ 10 Other non-current assets 6 Current derivative liabilities $ 15 Other non-current liabilities 41 Total derivatives $ 16 $ 56 December 31, 2016 Gross Basis Net Basis Assets Liabilities Assets Liabilities (millions) Interest rate contracts $ 15 $ 44 $ 17 $ 46 Foreign currency contracts 1 — 1 — Total fair values $ 16 $ 44 $ 18 $ 46 Net fair value by balance sheet line item: Other current assets $ 1 Other non-current assets 17 Current derivative liabilities $ 18 Other non-current liabilities 28 Total derivatives $ 18 $ 46 Financial Statement Impact of Derivative Instruments - Gains (losses) related to NEP's interest rate contracts are recorded in the condensed consolidated financial statements as follows: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (millions) Interest rate contracts: Losses reclassified from AOCI to interest expense $ (1 ) $ (2 ) $ (6 ) $ (6 ) Gains (losses) recognized in interest expense $ (1 ) $ 1 $ (21 ) $ (83 ) Credit-Risk-Related Contingent Features - Certain of NEP's derivative instruments contain credit-related cross-default and material adverse change triggers, none of which contain requirements to maintain certain credit ratings or financial ratios. At September 30, 2017, the aggregate fair value of NEP's derivative instruments with contingent risk features that were in a liability position was approximately $7 million . |
Variable Interest Entities
Variable Interest Entities | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entities | Variable Interest Entities NEP has identified NEP OpCo as a VIE. NEP OpCo is a limited partnership with a general partner and limited partners. NEP has consolidated the results of NEP OpCo and its subsidiaries because of its controlling interest in the general partner of NEP OpCo. At September 30, 2017 , NEP owned an approximately 34.9% limited partner interest in NEP OpCo and NEE Equity owned a noncontrolling 65.1% limited partner interest in NEP OpCo. The assets and liabilities of NEP OpCo as well as the operations of NEP OpCo represent substantially all of NEP's assets and liabilities and its operations. In addition, at September 30, 2017 , NEP consolidated five VIEs related to certain subsidiaries that have sold differential membership interests in entities which own and operate seven wind electric generation facilities. Certain investors that have no equity at risk in the VIEs hold differential membership interests, which give them the right to receive a portion of the economic attributes of these wind electric generation facilities, including certain tax attributes. The assets and liabilities of the VIEs, consisting primarily of property, plant and equipment - net and deferral related to differential membership interests, totaled approximately $1,993 million and $1,073 million at September 30, 2017 , respectively, and $2,032 million and $1,123 million at December 31, 2016 , respectively. In October 2016, a subsidiary of NEP completed the acquisition from NEER of an indirect 24% interest in Desert Sunlight Investment Holdings, LLC (Desert Sunlight) which is reflected as investment in equity method investee on the condensed consolidated balance sheets. Desert Sunlight owns two project entities, which together make up the Desert Sunlight Solar Energy Center, a 550 MW solar generation plant located in Riverside County, California. NEER retained an interest in Desert Sunlight and remains the managing member. NEP is not the primary beneficiary and therefore does not consolidate this entity because it does not control any of the ongoing activities of this entity, was not involved in the initial design of this entity and does not have a controlling interest in this entity. In April 2015, a subsidiary of NEP made an equity method investment in three NEER solar projects. Through a series of transactions, a subsidiary of NEP issued 1,000,000 NEP OpCo Class B Units, Series 1 and 1,000,000 NEP OpCo Class B Units, Series 2, to NEER for approximately 50% of the ownership interests in the three solar projects (non-economic ownership interests). NEER, as holder of the Class B Units, will retain 100% of the economic rights in the projects to which the respective Class B Units relate, including the right to all distributions paid by the project subsidiaries. NEER has agreed to indemnify NEP against all risks relating to NEP’s ownership of the projects until NEER offers to sell economic interests to NEP and NEP accepts such offer, if NEP chooses to do so. NEER has also agreed to continue to manage the operation of the projects at its own cost, and to contribute to the projects any capital necessary for the operation of the projects, until NEER offers to sell economic interests to NEP and NEP accepts such offer. At September 30, 2017 and December 31, 2016 , NEP's equity method investment related to the non-economic ownership interests is reflected as investments in non-economic ownership interests on the condensed consolidated balance sheets. All equity in earnings of the non-economic ownership interests is allocated to net income attributable to noncontrolling interest. NEP is not the primary beneficiary and therefore does not consolidate these entities because it does not control any of the ongoing activities of these entities, was not involved in the initial design of these entities and does not have a controlling interest in these entities. |
Capitalization
Capitalization | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Capitalization | Capitalization Debt - Significant long-term debt issuances and borrowings by NEP and its subsidiaries during the nine months ended September 30, 2017 were as follows: Date Issued Debt Issuances/Borrowings Interest Rate Principal Amount Maturity Date (millions) February 2017 - August 2017 Senior secured revolving credit facility Variable (a) $ 130 (b) 2019 March 2017 Senior secured term loans Variable (a) $ 200 (c) 2018 - 2019 April 2017 Senior secured term loans Variable (a) $ 150 (c) 2019 September 2017 Senior unsecured convertible notes 1.50% $ 300 (d) 2020 September 2017 Senior unsecured notes 4.25% - 4.50% $ 1,100 (e) 2024 - 2027 ———————————— (a) Variable rate is based on an underlying index plus a margin. (b) In September 2017, all borrowings under this credit facility were repaid and, as of September 30, 2017, no amounts are outstanding under this revolving credit facility. (c) In September 2017, these term loans were repaid in full. (d) See additional discussion below. (e) A portion of the proceeds from these senior unsecured notes were used to repay the $950 million principal outstanding under existing variable rate term loans and the $130 million outstanding balance under a revolving credit facility. See additional discussion below. The secured long-term debt agreements listed above are secured by liens on certain assets and contain provisions which, under certain conditions, could restrict the payment of distributions or related party fee payments. At September 30, 2017 , NEP and its subsidiaries were in compliance with all financial debt covenants under their financings. In September 2017, NEP issued $300 million in aggregate principal amount of its 1.50% senior unsecured convertible notes (the convertible notes). The convertible notes are unsecured obligations of NEP and are absolutely and unconditionally guaranteed, on a senior unsecured basis, by NEP OpCo. A holder may convert all or a portion of its notes into NEP common units and cash in lieu of any fractional common unit at the conversion rate. At September 30, 2017, the conversion rate, subject to certain adjustments, was 18.9170 NEP common units per $1,000 principal amount of the convertible notes, which rate is equivalent to a conversion price of approximately $52.8625 per NEP common unit. Upon the occurrence of a fundamental change (as defined in the related indenture) holders of the convertible notes may require NEP to repurchase all or a portion of their convertible notes for cash in an amount equal to the principal amount of the convertible notes to be repurchased, plus accrued and unpaid interest, if any. The convertible notes are not redeemable at NEP’s option prior to maturity. In connection with the issuance of the convertible notes, NEP entered into a registration rights agreement pursuant to which, among other things, NEP has agreed to file a shelf registration statement with the SEC and use its commercially reasonable efforts to cause such registration statement to become effective on or prior to September 7, 2018, covering resales of NEP common units, if any, issuable upon a conversion of the convertible notes. NEP entered into a capped call transaction (capped call) in connection with the issuance of the convertible notes. Under the capped call, NEP purchased capped call options with a strike price of $52.8625 and a cap price of $63.4350 . The capped call was purchased for approximately $12 million , which was recorded as a reduction to limited partners equity on NEP's condensed consolidated balance sheets. If, upon conversion of the convertible notes, the price per NEP common unit during the relevant settlement period is above the strike price, there would generally be a payment to NEP (if NEP elects to cash settle) or an offset of potential dilution to NEP's common units (if NEP elects to settle in NEP common units). Additionally, in September 2017, NEP OpCo issued $550 million in aggregate principal amount of 4.25% senior unsecured notes due 2024 (the 2024 notes) and $550 million in aggregate principal amount of 4.50% senior unsecured notes due 2027 (the 2027 notes, and together with the 2024 notes, the notes). The notes are unsecured obligations of NEP OpCo and are absolutely and unconditionally guaranteed, on a senior unsecured basis, by NEP and a subsidiary of NEP OpCo. At any time prior to July 15, 2024, in the case of the 2024 notes, and at any time prior to June 15, 2027, in the case of the 2027 notes, NEP OpCo may redeem some or all of the notes of such series at a redemption price equal to 100% of the principal amount of the notes redeemed plus a make-whole premium and accrued and unpaid interest. On or after July 15, 2024, in the case of the 2024 notes, and on or after June 15, 2027, in the case of the 2027 notes, NEP OpCo may redeem some or all of the notes of such series at a redemption price equal to 100% of the principal amount of the notes redeemed plus accrued and unpaid interest. In October 2017, NEP OpCo and its direct subsidiaries entered into an amendment of the senior secured revolving credit facility. See Part II - Item 5 for further discussion. Equity - In June 2017, NEP entered into a Series A Preferred Unit Purchase Agreement, as amended (the purchase agreement), to issue and sell in a private placement in one or more tranches on or before December 31, 2017, as determined by NEP, $550 million of Series A convertible preferred units representing limited partner interests in NEP (preferred units) at a purchase price of $39.2253 per preferred unit. NEP will contribute the proceeds from each closing to NEP OpCo in exchange for an equivalent number of a new series of NEP OpCo preferred units with economically equivalent rights to the preferred units. Pursuant to the purchase agreement, the NEP partnership agreement was amended and restated to establish the rights and preferences of the preferred units. The preferred units will be a new class of securities that will rank senior to the common units representing limited partner interests in NEP (common units). The preferred units will vote on an as-converted basis with the common units and will have certain class voting rights with respect to amendments that adversely affect their distribution, liquidation or conversion rights, their ranking or certain other protections under the NEP partnership agreement. Holders of the preferred units will receive cumulative quarterly distributions equal to $0.4413 per unit for quarters ending on or before the third anniversary of the issuance date of the preferred units, which will be prorated for the quarter during which the preferred units are issued and which may be paid, at NEP’s election, in cash, in kind or a combination thereof. For quarters ending after the third anniversary of the issuance date, holders will receive cumulative quarterly distributions equal to the greater of $0.4413 per unit and the amount that the preferred units would have received if they had converted into common units at the then-applicable conversion rate (defined below), and NEP may elect to pay up to 1/9th of the subsequent distribution period amounts in kind. The quarterly distribution amount and portion of the distribution that may be paid in kind will be prorated for the quarter that includes the third anniversary of the issuance date. If NEP fails to pay a distribution during a subsequent distribution period, NEP would be unable to pay any distributions on or redeem or repurchase any junior securities, including the common units, prior to paying the unpaid cash component of the quarterly distribution, including any previously accrued and unpaid cash distributions. Each holder of preferred units (together with its affiliates) may elect to convert all or any portion of its preferred units into common units initially on a one-for-one basis, subject to customary adjustments and an adjustment for any distributions that have accrued but have not been paid when due (the conversion rate), at any time after June 20, 2019, subject to certain conditions. NEP may elect to convert all or a portion of the preferred units into common units based on the conversion rate at any time after the first anniversary of the date of issuance of the preferred units being converted if certain conditions, including specific common unit price and trading volume conditions, are met and subject to certain maximum conversion amounts prior to the third anniversary of the final closing date under the purchase agreement. In addition, certain change of control events, as specified in the NEP partnership agreement, will result in, or provide holders of the preferred units with the right to elect, conversion of preferred units to common units (or substantially equivalent securities of a surviving entity) or redemption of the preferred units, with such redemption to be paid in cash or common units at NEP's discretion. Beginning January 1, 2021, NEP will give the purchasers certain rights to require NEP, under certain circumstances, to initiate underwritten offerings for the common units that are issuable upon conversion of the preferred units. On October 25, 2017, the board of directors of NEP authorized a distribution of $ 0.3925 per common unit payable on November 14, 2017 to its common unitholders of record on November 6, 2017. Earnings Per Unit - Diluted earnings per unit are based on the weighted-average number of common units and potential common units outstanding during the period, including the dilutive effect of the convertible notes. The dilutive effect of the convertible notes is computed using the if-converted method. Common units issuable pursuant to the convertible notes which were not included in the calculation of diluted earnings per unit due to their antidilutive effect were approximately 1.4 million and 0.5 million for the three and nine months ended September 30, 2017, respectively. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Accumulated Other Comprehensive (Income) Loss | Accumulated Other Comprehensive Income (Loss) Accumulated Other Comprehensive Income (Loss) Net Unrealized Net Unrealized Other Comprehensive Income (Loss) Related to Equity Method Investee Total (millions) Three months ended September 30, 2017 Balances, June 30, 2017 $ (1 ) $ (102 ) $ (15 ) $ (118 ) Amounts reclassified from AOCI to interest expense 1 — — 1 Net unrealized gains on foreign currency translation — 5 — 5 Net other comprehensive income 1 5 — 6 Balances, September 30, 2017 $ — $ (97 ) $ (15 ) $ (112 ) AOCI attributable to noncontrolling interest $ (1 ) $ (95 ) $ (16 ) $ (112 ) AOCI attributable to NEP $ 1 $ (2 ) $ 1 $ — Accumulated Other Comprehensive Income (Loss) Net Unrealized Net Unrealized Other Comprehensive Income (Loss) Related to Equity Method Investee Total (millions) Nine months ended September 30, 2017 Balances, December 31, 2016 $ (4 ) $ (105 ) $ (16 ) $ (125 ) Amounts reclassified from AOCI to interest expense 4 — — 4 Net unrealized gains on foreign currency translation — 8 — 8 Other comprehensive income related to equity method investee — — 1 1 Net other comprehensive income 4 8 1 13 Balances, September 30, 2017 $ — $ (97 ) $ (15 ) $ (112 ) AOCI attributable to noncontrolling interest $ (1 ) $ (95 ) $ (16 ) $ (112 ) AOCI attributable to NEP $ 1 $ (2 ) $ 1 $ — Accumulated Other Comprehensive Loss Net Unrealized Net Unrealized Other Comprehensive Income (Loss) Related to Equity Method Investee Total (millions) Three months ended September 30, 2016 Balances, June 30, 2016 $ (8 ) $ (101 ) $ (20 ) $ (129 ) Amounts reclassified from AOCI to interest expense 2 — — 2 Net unrealized losses on foreign currency translation — (1 ) — (1 ) Other comprehensive income related to equity method investee — — 1 1 Net other comprehensive income (loss) 2 (1 ) 1 2 Balances, September 30, 2016 $ (6 ) $ (102 ) $ (19 ) $ (127 ) AOCI attributable to noncontrolling interest $ (6 ) $ (98 ) $ (19 ) $ (123 ) AOCI attributable to NEP $ — $ (4 ) $ — $ (4 ) Accumulated Other Comprehensive Loss Net Unrealized Net Unrealized Other Comprehensive Loss Related to Equity Method Investee Total (millions) Nine months ended September 30, 2016 Balances, December 31, 2015 $ (11 ) $ (108 ) $ (18 ) $ (137 ) Amounts reclassified from AOCI to interest expense 5 — — 5 Net unrealized gains on foreign currency translation — 6 — 6 Other comprehensive loss related to equity method investee — — (1 ) (1 ) Net other comprehensive income (loss) 5 6 (1 ) 10 Balances, September 30, 2016 $ (6 ) $ (102 ) $ (19 ) $ (127 ) AOCI attributable to noncontrolling interest $ (6 ) $ (98 ) $ (19 ) $ (123 ) AOCI attributable to NEP $ — $ (4 ) $ — $ (4 ) |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Each project entered into O&M agreements and ASAs with subsidiaries of NEER whereby the projects pay a certain annual fee plus actual costs incurred in connection with certain O&M and administrative services performed under these agreements. These services are reflected as operations and maintenance in the condensed consolidated statements of income. Additionally, a NEP subsidiary pays an affiliate for transmission services which are reflected as operations and maintenance in the condensed consolidated statements of income. Certain projects have also entered into various types of agreements including those related to shared facilities and transmission lines, transmission line easements, technical support and construction coordination with subsidiaries of NEER whereby certain fees or cost reimbursements are paid to, or received by, certain subsidiaries of NEER. Management Services Agreement - Under the MSA, an indirect wholly owned subsidiary of NEE provides operational, management and administrative services to NEP, including managing NEP’s day to day affairs and providing individuals to act as NEP’s executive officers and directors, in addition to those services that are provided under the existing O&M agreements and ASAs described above between NEER subsidiaries and NEP subsidiaries. NEP OpCo pays NEE an annual management fee equal to the greater of 1% of the sum of NEP OpCo’s net income plus interest expense, income tax expense and depreciation and amortization expense less certain non-cash, non-recurring items for the most recently ended fiscal year and $4 million (as adjusted for inflation beginning in 2016), which is paid in quarterly installments with an additional payment each January to the extent 1% of the sum of NEP OpCo’s net income plus interest expense, income tax expense and depreciation and amortization expense less certain non-cash, non-recurring items for the preceding fiscal year exceeds $4 million (as adjusted for inflation beginning in 2016). NEP OpCo also makes certain payments to NEE based on the achievement by NEP OpCo of certain target quarterly distribution levels to its unitholders. NEP’s O&M expenses for the three and nine months ended September 30, 2017 include approximately $17 million and $49 million , respectively, and for the three and nine months ended September 30, 2016 include $12 million and $28 million , respectively, related to the MSA. Cash Sweep and Credit Support Agreement - NEP OpCo is a party to a CSCS agreement with NEER under which NEER and certain of its subsidiaries may provide credit support in the form of letters of credit and guarantees to satisfy NEP’s subsidiaries’ contractual obligations. NEP OpCo will pay NEER an annual credit support fee based on the level and cost of the credit support provided, payable in quarterly installments. NEP’s O&M expenses for the three and nine months ended September 30, 2017 include approximately $1 million and $3 million , respectively, and for the three and nine months ended September 30, 2016 include $1 million and $2 million, respectively, related to the CSCS agreement. NEER and certain of its subsidiaries may withdraw funds (Project Sweeps) received by NEP OpCo under the CSCS agreement, or its subsidiaries in connection with certain long-term debt agreements, and hold those funds in accounts belonging to NEER or its subsidiaries to the extent the funds are not required to pay project costs or otherwise required to be maintained by NEP's subsidiaries. NEER and its subsidiaries may keep the funds until the financing agreements permit distributions to be made, or, in the case of NEP OpCo, until such funds are required to make distributions or to pay expenses or other operating costs or NEP OpCo otherwise demands the return of such funds. If NEER fails to return withdrawn funds when required by NEP's subsidiaries’ financing agreements, the lenders will be entitled to draw on any credit support provided by NEER in the amount of such withdrawn funds. If NEER or one of its affiliates realizes any earnings on the withdrawn funds prior to the return of such funds, it will be permitted to retain those earnings. As of September 30, 2017 and December 31, 2016 , the cash sweep amounts held in accounts belonging to NEER or its subsidiaries were approximately $366 million and $65 million, respectively, and are included in due from related parties on the condensed consolidated balance sheets. Guarantees and Letters of Credit Entered into by Related Parties - Certain PPAs include requirements of the project entities to meet certain performance obligations. NEECH or NEER has provided letters of credit or guarantees for certain of these performance obligations and payment of any obligations from the transactions contemplated by the PPAs . In addition, certain financing agreements require cash and cash equivalents to be reserved for various purposes . In accordance with the terms of these financing agreements, guarantees from NEECH have been substituted in place of these cash and cash equivalents reserve requirements. Also, under certain financing agreements, indemnifications have been provided by NEECH. In addition, certain interconnection agreements and site certificates require letters of credit or a bond to secure certain payment or restoration obligations related to those agreements. NEECH also guarantees the Project Sweep amounts held in accounts belonging to NEER, as described above. As of September 30, 2017 , NEECH or NEER guaranteed or provided indemnifications, letters of credit or bonds totaling approximately $657 million related to these obligations. Agreements related to the sale of differential membership interests require NEER to guarantee payments due by the VIEs and the indemnifications to the VIEs' respective investors. As of September 30, 2017 , NEER guaranteed a total of approximately $86 million related to these obligations. Due to Related Party - Non-current amounts due to related party on the condensed consolidated balance sheets primarily represent amounts owed by certain of NEP's wind projects to NEER to refund NEER for certain transmission costs paid on behalf of the wind projects. Amounts will be paid to NEER as the wind projects receive payments from third parties for related notes receivable recorded in other non-current assets on the condensed consolidated balance sheets. Transportation and Fuel Management Agreements - In connection with the Texas pipelines acquisition, a subsidiary of NEP assigned to a subsidiary of NEER certain gas commodity agreements in exchange for entering into transportation agreements and a fuel management agreement whereby the benefits of the gas commodity agreements (net of transportation paid to the NEP subsidiary) are passed back to the NEP subsidiary. During the three and nine months ended September 30, 2017 , NEP recognized approximately $2 million and $7 million , respectively, and for the three and nine months ended September 30, 2016 recognized approximately $2 million and $8 million , respectively, in revenues related to the transportation and fuel management agreements. |
Summary of Significant Accounti
Summary of Significant Accounting and Reporting Policies | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting and Reporting Policies | Summary of Significant Accounting and Reporting Policies Revenue Recognition - In May 2014, the Financial Accounting Standards Board (FASB) issued an accounting standards update, which was subsequently amended, that provides guidance on the recognition of revenue from contracts with customers and requires additional disclosures regarding such contracts. NEP's operating revenues are derived primarily from the sale of energy and performance of natural gas transportation services. NEP continues to evaluate its individual contracts in order to determine the impact, if any, this standards update will have on its consolidated financial statements. NEP intends to apply this standards update using the modified retrospective approach with the cumulative effect, if any, recognized as an adjustment to retained earnings as of January 1, 2018. Accounting for Partial Sales of Nonfinancial Assets - In February 2017, the FASB issued an accounting standards update regarding the accounting for partial sales of nonfinancial assets. NEP intends to apply this standards update retrospectively with the cumulative effect recognized as an adjustment to retained earnings as of January 1, 2018, concurrent with the FASB's revenue recognition standards update. Based on NEP's current analysis, this standards update is expected to affect the accounting and related financial statement presentation for the sales of differential membership interests to third-party investors. NEP anticipates the liability reflected as deferral related to differential membership interests on NEP's consolidated balance sheets will be reclassified to noncontrolling interests and the amount currently being recognized in benefits associated with differential membership interests - net in NEP's consolidated statements of income will be reflected as a reduction to net income attributable to noncontrolling interests. Additionally, NEP continues to evaluate the sales of differential membership interests to third-party investors to determine if the amount or timing of income attributed to differential membership interests could change materially from amounts recorded under its current accounting method. Property, Plant and Equipment - net - NEP reviews the estimated useful lives of its fixed assets on an ongoing basis. NEP's most recent review indicated that the actual lives of certain equipment at its wind plants are expected to be longer than those previously estimated for depreciation purposes. As a result, effective January 1, 2017, NEP changed the estimated useful lives of certain wind plant equipment from 30 years to 35 years to better reflect the period during which these assets are expected to remain in service. This change increased net income attributable to NEP by approximately $1 million and $3 million and basic and diluted earnings per unit attributable to NEP by approximately $0.02 and $0.06 for the three and nine months ended September 30, 2017 , respectively. For the year ended December 31, 2017, the change is expected to increase net income attributable to NEP by approximately $5 million . |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Land Use Commitments - The project owners are parties to various agreements that provide for payments to landowners for the right to use the land upon which the projects are located. These leases and easements can typically be renewed by the project owners for various periods. The annual fees range from minimum rent payments varying by lease to maximum rent payments of a certain percentage of gross revenues, varying by lease. Total lease expense was approximately $5 million and $17 million for the three and nine months ended September 30, 2017 , respectively, and $5 million and $16 million for the three and nine months ended September 30, 2016 , respectively, and is included in operations and maintenance expenses in the condensed consolidated statements of income. The total minimum non-cancelable rental commitments at September 30, 2017 under these land use agreements are as follows: Land Use (millions) Remainder of 2017 $ 2 2018 11 2019 11 2020 11 2021 11 Thereafter 360 Total minimum land use payments $ 406 One of NEP’s solar project's land leases includes a right-of-way lease/grant that provides for payments to the BLM for the right to use the public lands upon which the project is located. The lease may be renewed at expiration at the solar project's option and will be subject to the regulations existing at the time of renewal. In connection with the terms of the lease, the solar project obtained a surety bond from a non-affiliated party in favor of the BLM for approximately $23 million . The surety bond remains in effect until the BLM is satisfied that there is no outstanding liability on the bond or satisfactory replacement bond coverage is furnished. Certain varying lease payments are considered contingent rent and, therefore, expense is recognized as incurred. Development, Engineering and Construction Commitments - At September 30, 2017 , the Texas pipelines had several open engineering, procurement and construction contracts related to the procurement of materials and services. As of September 30, 2017 , the Texas pipelines have remaining commitments under these contracts of approximately $4 million . Letter of Credit Facilities - Two of NEP’s projects entered into letter of credit (LOC) facilities under which the LOC lenders may issue standby letters of credit not to exceed approximately $107 million in the aggregate. These LOC facilities have maturity dates of June 2022 and July 2022. As of September 30, 2017 , approximately $93 million of LOCs was outstanding primarily related to debt service reserves and as security for certain of the projects' agreements, including a PPA. Canadian FIT Contracts -The FIT contracts relating to NEP's wind projects located in Canada (Canadian projects) require suppliers to source a minimum percentage of their equipment and services from Ontario resident suppliers to meet the minimum required domestic content level (MRDCL). The MRDCL for two projects is 25% and the MRDCL for the other two projects is 50% . Following their respective CODs, the Canadian projects submitted reports to the Independent Electricity System Operator (IESO) summarizing how they achieved the MRDCL for their respective projects (domestic content reports) and the IESO issued letters to the Canadian projects acknowledging the completeness of their domestic content reports. The IESO has the right to audit the Canadian projects for a period of up to 7 years post-COD to confirm that they complied with the domestic content requirements under their respective FIT contracts and achieved their respective MRDCLs. The failure by any of these projects to achieve its MRDCL could result in a default by such project under its FIT contract, which default may not be possible to cure and could result in a termination of its FIT contract, without compensation, by the IESO. A termination of the FIT contract for any of these Canadian projects could negatively affect revenues generated by such project and have a material adverse effect on NEP's business, financial condition, results of operations and ability to make cash distributions to its unitholders. Acquisition Holdback - At December 31, 2016 , the condensed consolidated balance sheets included an acquisition holdback related to the satisfaction of any indemnification obligations of the Texas pipelines sellers through April 2017 (indemnity holdback). During the nine months ended September 30, 2017 the indemnity holdback was released under the terms of the Texas pipelines acquisition agreement and approximately $200 million was paid to the sellers. |
Summary of Significant Accoun20
Summary of Significant Accounting and Reporting Policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Recently Issued Accounting Guidance | Summary of Significant Accounting and Reporting Policies Revenue Recognition - In May 2014, the Financial Accounting Standards Board (FASB) issued an accounting standards update, which was subsequently amended, that provides guidance on the recognition of revenue from contracts with customers and requires additional disclosures regarding such contracts. NEP's operating revenues are derived primarily from the sale of energy and performance of natural gas transportation services. NEP continues to evaluate its individual contracts in order to determine the impact, if any, this standards update will have on its consolidated financial statements. NEP intends to apply this standards update using the modified retrospective approach with the cumulative effect, if any, recognized as an adjustment to retained earnings as of January 1, 2018. Accounting for Partial Sales of Nonfinancial Assets - In February 2017, the FASB issued an accounting standards update regarding the accounting for partial sales of nonfinancial assets. NEP intends to apply this standards update retrospectively with the cumulative effect recognized as an adjustment to retained earnings as of January 1, 2018, concurrent with the FASB's revenue recognition standards update. Based on NEP's current analysis, this standards update is expected to affect the accounting and related financial statement presentation for the sales of differential membership interests to third-party investors. NEP anticipates the liability reflected as deferral related to differential membership interests on NEP's consolidated balance sheets will be reclassified to noncontrolling interests and the amount currently being recognized in benefits associated with differential membership interests - net in NEP's consolidated statements of income will be reflected as a reduction to net income attributable to noncontrolling interests. Additionally, NEP continues to evaluate the sales of differential membership interests to third-party investors to determine if the amount or timing of income attributed to differential membership interests could change materially from amounts recorded under its current accounting method. Property, Plant and Equipment - net - NEP reviews the estimated useful lives of its fixed assets on an ongoing basis. NEP's most recent review indicated that the actual lives of certain equipment at its wind plants are expected to be longer than those previously estimated for depreciation purposes. As a result, effective January 1, 2017, NEP changed the estimated useful lives of certain wind plant equipment from 30 years to 35 years to better reflect the period during which these assets are expected to remain in service. This change increased net income attributable to NEP by approximately $1 million and $3 million and basic and diluted earnings per unit attributable to NEP by approximately $0.02 and $0.06 for the three and nine months ended September 30, 2017 , respectively. For the year ended December 31, 2017, the change is expected to increase net income attributable to NEP by approximately $5 million . |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of financial assets and liabilities and other fair value measurements on a recurring basis | NEP’s financial assets and liabilities and other fair value measurements made on a recurring basis by fair value hierarchy level are as follows: September 30, 2017 December 31, 2016 Level 1 Level 2 Total Level 1 Level 2 Total (millions) Assets: Cash equivalents $ 47 $ — $ 47 $ 66 $ — $ 66 Restricted cash equivalents 30 — 30 29 — 29 Interest rate contracts — 3 3 — 15 15 Foreign currency contracts — — — — 1 1 Total assets $ 77 $ 3 $ 80 $ 95 $ 16 $ 111 Liabilities: Interest rate contracts $ — $ 40 $ 40 $ — $ 44 $ 44 Foreign currency contracts — 3 3 — — — Total liabilities $ — $ 43 $ 43 $ — $ 44 $ 44 |
Schedule of other financial instrument, carrying amounts and estimated fair values | The carrying amounts and estimated fair values of other financial instruments recorded at other than fair value are as follows: September 30, 2017 December 31, 2016 Carrying Value Fair Value Carrying Value Fair Value (millions) Long-term debt, including current maturities (a) $ 4,335 $ 4,482 $ 3,586 $ 3,680 ____________________ (a) As of September 30, 2017 and December 31, 2016, approximately $3,585 million and $2,808 million , respectively, of the fair value is estimated using a market approach based on quoted market prices for the same or similar issues (Level 2); the balance is estimated using an income approach utilizing a discounted cash flow valuation technique, considering the current credit profile of the debtor (Level 3). |
Derivative Instruments and He22
Derivative Instruments and Hedging Activity (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of the fair values of derivative instruments designated as cash flow hedging instruments included in balance sheets | Fair Value of Derivative Instruments - The tables below present NEP's gross derivative positions, based on the total fair value of each derivative instrument, at September 30, 2017 and December 31, 2016 , as required by disclosure rules, as well as the location of the net derivative positions, based on the expected timing of future payments, on the condensed consolidated balance sheets. September 30, 2017 Gross Basis Net Basis Assets Liabilities Assets Liabilities (millions) Interest rate contracts $ 3 $ 40 $ 16 $ 53 Foreign currency contracts — 3 — 3 Total fair values $ 3 $ 43 $ 16 $ 56 Net fair value by balance sheet line item: Other current assets $ 10 Other non-current assets 6 Current derivative liabilities $ 15 Other non-current liabilities 41 Total derivatives $ 16 $ 56 December 31, 2016 Gross Basis Net Basis Assets Liabilities Assets Liabilities (millions) Interest rate contracts $ 15 $ 44 $ 17 $ 46 Foreign currency contracts 1 — 1 — Total fair values $ 16 $ 44 $ 18 $ 46 Net fair value by balance sheet line item: Other current assets $ 1 Other non-current assets 17 Current derivative liabilities $ 18 Other non-current liabilities 28 Total derivatives $ 18 $ 46 |
Schedule of gains (losses) related to interest rate contracts | Gains (losses) related to NEP's interest rate contracts are recorded in the condensed consolidated financial statements as follows: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (millions) Interest rate contracts: Losses reclassified from AOCI to interest expense $ (1 ) $ (2 ) $ (6 ) $ (6 ) Gains (losses) recognized in interest expense $ (1 ) $ 1 $ (21 ) $ (83 ) |
Capitalization (Tables)
Capitalization (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Long Term Debt | Significant long-term debt issuances and borrowings by NEP and its subsidiaries during the nine months ended September 30, 2017 were as follows: Date Issued Debt Issuances/Borrowings Interest Rate Principal Amount Maturity Date (millions) February 2017 - August 2017 Senior secured revolving credit facility Variable (a) $ 130 (b) 2019 March 2017 Senior secured term loans Variable (a) $ 200 (c) 2018 - 2019 April 2017 Senior secured term loans Variable (a) $ 150 (c) 2019 September 2017 Senior unsecured convertible notes 1.50% $ 300 (d) 2020 September 2017 Senior unsecured notes 4.25% - 4.50% $ 1,100 (e) 2024 - 2027 ———————————— (a) Variable rate is based on an underlying index plus a margin. (b) In September 2017, all borrowings under this credit facility were repaid and, as of September 30, 2017, no amounts are outstanding under this revolving credit facility. (c) In September 2017, these term loans were repaid in full. (d) See additional discussion below. (e) A portion of the proceeds from these senior unsecured notes were used to repay the $950 million principal outstanding under existing variable rate term loans and the $130 million outstanding balance under a revolving credit facility. See additional discussion below. |
Accumulated Other Comprehensi24
Accumulated Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Schedule of accumulated other comprehensive income (loss) | Accumulated Other Comprehensive Income (Loss) Net Unrealized Net Unrealized Other Comprehensive Income (Loss) Related to Equity Method Investee Total (millions) Three months ended September 30, 2017 Balances, June 30, 2017 $ (1 ) $ (102 ) $ (15 ) $ (118 ) Amounts reclassified from AOCI to interest expense 1 — — 1 Net unrealized gains on foreign currency translation — 5 — 5 Net other comprehensive income 1 5 — 6 Balances, September 30, 2017 $ — $ (97 ) $ (15 ) $ (112 ) AOCI attributable to noncontrolling interest $ (1 ) $ (95 ) $ (16 ) $ (112 ) AOCI attributable to NEP $ 1 $ (2 ) $ 1 $ — Accumulated Other Comprehensive Income (Loss) Net Unrealized Net Unrealized Other Comprehensive Income (Loss) Related to Equity Method Investee Total (millions) Nine months ended September 30, 2017 Balances, December 31, 2016 $ (4 ) $ (105 ) $ (16 ) $ (125 ) Amounts reclassified from AOCI to interest expense 4 — — 4 Net unrealized gains on foreign currency translation — 8 — 8 Other comprehensive income related to equity method investee — — 1 1 Net other comprehensive income 4 8 1 13 Balances, September 30, 2017 $ — $ (97 ) $ (15 ) $ (112 ) AOCI attributable to noncontrolling interest $ (1 ) $ (95 ) $ (16 ) $ (112 ) AOCI attributable to NEP $ 1 $ (2 ) $ 1 $ — Accumulated Other Comprehensive Loss Net Unrealized Net Unrealized Other Comprehensive Income (Loss) Related to Equity Method Investee Total (millions) Three months ended September 30, 2016 Balances, June 30, 2016 $ (8 ) $ (101 ) $ (20 ) $ (129 ) Amounts reclassified from AOCI to interest expense 2 — — 2 Net unrealized losses on foreign currency translation — (1 ) — (1 ) Other comprehensive income related to equity method investee — — 1 1 Net other comprehensive income (loss) 2 (1 ) 1 2 Balances, September 30, 2016 $ (6 ) $ (102 ) $ (19 ) $ (127 ) AOCI attributable to noncontrolling interest $ (6 ) $ (98 ) $ (19 ) $ (123 ) AOCI attributable to NEP $ — $ (4 ) $ — $ (4 ) Accumulated Other Comprehensive Loss Net Unrealized Net Unrealized Other Comprehensive Loss Related to Equity Method Investee Total (millions) Nine months ended September 30, 2016 Balances, December 31, 2015 $ (11 ) $ (108 ) $ (18 ) $ (137 ) Amounts reclassified from AOCI to interest expense 5 — — 5 Net unrealized gains on foreign currency translation — 6 — 6 Other comprehensive loss related to equity method investee — — (1 ) (1 ) Net other comprehensive income (loss) 5 6 (1 ) 10 Balances, September 30, 2016 $ (6 ) $ (102 ) $ (19 ) $ (127 ) AOCI attributable to noncontrolling interest $ (6 ) $ (98 ) $ (19 ) $ (123 ) AOCI attributable to NEP $ — $ (4 ) $ — $ (4 ) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Minimum rental commitments under land use agreements | The total minimum non-cancelable rental commitments at September 30, 2017 under these land use agreements are as follows: Land Use (millions) Remainder of 2017 $ 2 2018 11 2019 11 2020 11 2021 11 Thereafter 360 Total minimum land use payments $ 406 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - Subsidiaries of NEER [Member] $ in Millions | May 01, 2017USD ($)MW | Dec. 31, 2017USD ($)electric_generation_facilityMW |
Golden West Wind Holdings, LLC [Member] | ||
Business Acquisition [Line Items] | ||
Consideration transferred | $ 238 | |
Working capital | 4 | |
Liabilities assumed in consideration transfer | $ 184 | |
Renewable energy assets, power capacity (megawatts) | MW | 249 | |
Scenario, Forecast [Member] | ||
Business Acquisition [Line Items] | ||
Consideration transferred | $ 812 | |
Renewable energy assets, power capacity (megawatts) | MW | 691 | |
Number of wind and solar generation facilities | electric_generation_facility | 4 | |
Differential membership interests assumed | $ 459 |
Income Taxes - Additional Discl
Income Taxes - Additional Disclosures (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate (as a percent) | 25.00% | 18.00% | 20.00% | 12.00% |
Income tax benefit from reorganization of certain assets | $ 12 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured on a Recurring Basis (Details) - Recurring Basis [Member] - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Assets: | ||
Cash equivalents | $ 47 | $ 66 |
Restricted cash equivalents | 30 | 29 |
Interest rate contracts | 3 | 15 |
Foreign currency contracts | 0 | 1 |
Total assets | 80 | 111 |
Liabilities: | ||
Interest rate contracts | 40 | 44 |
Foreign currency contracts | 3 | 0 |
Total liabilities | 43 | 44 |
Level 1 [Member] | ||
Assets: | ||
Cash equivalents | 47 | 66 |
Restricted cash equivalents | 30 | 29 |
Interest rate contracts | 0 | 0 |
Foreign currency contracts | 0 | 0 |
Total assets | 77 | 95 |
Liabilities: | ||
Interest rate contracts | 0 | 0 |
Foreign currency contracts | 0 | 0 |
Total liabilities | 0 | 0 |
Level 2 [Member] | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Restricted cash equivalents | 0 | 0 |
Interest rate contracts | 3 | 15 |
Foreign currency contracts | 0 | 1 |
Total assets | 3 | 16 |
Liabilities: | ||
Interest rate contracts | 40 | 44 |
Foreign currency contracts | 3 | 0 |
Total liabilities | $ 43 | $ 44 |
Fair Value Measurements - Carry
Fair Value Measurements - Carrying Value and Fair Value of Other Financial Instruments (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Carrying Value [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, including current maturities | $ 4,335 | $ 3,586 |
Level 2 [Member] | Fair Value [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, including current maturities | $ 4,482 | $ 3,680 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2017 | Dec. 31, 2016 | |
Fair Value [Member] | Level 2 [Member] | ||||
Business Acquisition [Line Items] | ||||
Long-term debt, including current maturities | $ 4,482 | $ 3,680 | ||
Fair Value [Member] | Market Approach [Member] | Level 2 [Member] | ||||
Business Acquisition [Line Items] | ||||
Long-term debt, including current maturities | $ 3,585 | $ 2,808 | ||
NET Holdings Management, LLC [Member] | ||||
Business Acquisition [Line Items] | ||||
Decrease in contingent consideration | $ 101 | $ 118 |
Derivative Instruments and He31
Derivative Instruments and Hedging Activity - Additional Disclosures (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Interest Rate Swap [Member] | |||||
Derivative [Line Items] | |||||
Notional amount | $ 3,419 | $ 3,419 | $ 2,119 | ||
Net losses included in AOCI expected to be reclassified into interest expense within the next 12 months | 6 | 6 | |||
Foreign Currency Contract [Member] | Not Designated as Hedging Instrument [Member] | |||||
Derivative [Line Items] | |||||
Notional amount | 58 | 58 | $ 46 | ||
Losses related to foreign currency contract | 2 | $ 1 | 5 | $ 2 | |
Credit Risk Related Contingent Contracts [Member] | |||||
Derivative [Line Items] | |||||
Fair value of derivative instruments, liabilities | $ 7 | $ 7 |
Derivative Instruments and He32
Derivative Instruments and Hedging Activity - Fair Value of Derivative Instruments Included in Balance Sheets (Details) - Cash Flow Hedges [Member] - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative instruments, assets | $ 16 | $ 18 |
Fair value of derivative instruments, liabilities | 56 | 46 |
Other Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative instruments, assets | 10 | 1 |
Other Noncurrent Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative instruments, assets | 6 | 17 |
Current Derivative Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative instruments, liabilities | 15 | 18 |
Other Noncurrent Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative instruments, liabilities | 41 | 28 |
Interest Rate Contract [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative instruments, assets | 16 | 17 |
Fair value of derivative instruments, liabilities | 53 | 46 |
Foreign Currency Contract [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative instruments, assets | 0 | 1 |
Fair value of derivative instruments, liabilities | 3 | 0 |
Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative instruments, assets | 3 | 16 |
Fair value of derivative instruments, liabilities | 43 | 44 |
Not Designated as Hedging Instrument [Member] | Interest Rate Contract [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative instruments, assets | 3 | 15 |
Fair value of derivative instruments, liabilities | 40 | 44 |
Not Designated as Hedging Instrument [Member] | Foreign Currency Contract [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative instruments, assets | 0 | 1 |
Fair value of derivative instruments, liabilities | $ 3 | $ 0 |
Derivative Instruments and He33
Derivative Instruments and Hedging Activity - Gains (Losses) Related to Cash Flow Hedges (Details) - Interest Rate Contract [Member] - Designated as Hedging Instrument [Member] - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Losses reclassified from AOCI to interest expense | $ (1) | $ (2) | $ (6) | $ (6) |
Interest Expense [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gains (losses) recognized in interest expense | $ (1) | $ 1 | $ (21) | $ (83) |
Variable Interest Entities (Det
Variable Interest Entities (Details) $ in Millions | Apr. 30, 2015equity_investmentshares | Sep. 30, 2017USD ($)electric_generation_facilityvariable_interest_entity | Dec. 31, 2016USD ($) | Oct. 28, 2016projectMW | |
Variable Interest Entity [Line Items] | |||||
Number of entities consolidated | variable_interest_entity | 5 | ||||
Number of wind electric generation facilities owned and operated | electric_generation_facility | 7 | ||||
Property, plant and equipment - net | $ 5,393 | $ 5,424 | [1] | ||
Deferral related to differential membership interests | $ 1,017 | 1,064 | [1] | ||
NEP OpCo [Member] | |||||
Variable Interest Entity [Line Items] | |||||
Limited partner interest percentage | 34.90% | ||||
Noncontrolling limited partner interest percentage | 65.10% | ||||
NextEra Energy Operating Partners, LP [Member] | |||||
Variable Interest Entity [Line Items] | |||||
Ownership interests percentage | 50.00% | ||||
Class B Units, Series 1 [Member] | NextEra Energy Partners, LP [Member] | NextEra Energy Operating Partners, LP [Member] | |||||
Variable Interest Entity [Line Items] | |||||
Number of units issued (in units) | shares | 1,000,000 | ||||
Class B Units, Series 2 [Member] | NextEra Energy Partners, LP [Member] | NextEra Energy Operating Partners, LP [Member] | |||||
Variable Interest Entity [Line Items] | |||||
Number of units issued (in units) | shares | 1,000,000 | ||||
Palo Duro WInd Project Holdings, LLC [Member] | Variable Interest Entity, Primary Beneficiary [Member] | |||||
Variable Interest Entity [Line Items] | |||||
Property, plant and equipment - net | $ 1,993 | 2,032 | |||
Deferral related to differential membership interests | $ 1,073 | $ 1,123 | |||
Desert Sunlight Investment Holdings, LLC [Member] | Subsidiaries [Member] | |||||
Variable Interest Entity [Line Items] | |||||
Ownership interests percentage | 24.00% | ||||
Number of projects | project | 2 | ||||
Renewable energy assets, power capacity (megawatts) | MW | 550 | ||||
Adelanto I, Adelanto II and McCoy [Member] | Subsidiaries [Member] | |||||
Variable Interest Entity [Line Items] | |||||
Number of investments | equity_investment | 3 | ||||
Economic rights percentage | 100.00% | ||||
[1] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. |
Capitalization (Details)
Capitalization (Details) | Sep. 30, 2017USD ($) |
Revolving Credit Facility [Member] | Senior Secured Revolving Credit Facility Due 2019 [Member] | |
Line of Credit Facility [Line Items] | |
Principal Amount | $ 130,000,000 |
Senior Secured Term Loan Due 2018-2019 [Member] | Term Loan [Member] | |
Line of Credit Facility [Line Items] | |
Principal Amount | 200,000,000 |
Senior Secured Term Loan Due 2019 [Member] | Term Loan [Member] | |
Line of Credit Facility [Line Items] | |
Principal Amount | 150,000,000 |
Senior Unsecured Convertible Notes Due 2020 [Member] | Unsecured Notes [Member] | |
Line of Credit Facility [Line Items] | |
Principal Amount | $ 300,000,000 |
Interest rate (as a percent) | 1.50% |
Senior Unsecured Notes Due 2024-2027 [Member] | Unsecured Notes [Member] | |
Line of Credit Facility [Line Items] | |
Principal Amount | $ 1,100,000,000 |
Minimum [Member] | Senior Unsecured Notes Due 2024-2027 [Member] | Unsecured Notes [Member] | |
Line of Credit Facility [Line Items] | |
Interest rate (as a percent) | 4.25% |
Maximum [Member] | Senior Unsecured Notes Due 2024-2027 [Member] | Unsecured Notes [Member] | |
Line of Credit Facility [Line Items] | |
Interest rate (as a percent) | 4.50% |
Capitalization - Additional Inf
Capitalization - Additional Information (Details) $ / shares in Units, $ in Thousands, shares in Millions | Oct. 25, 2017$ / shares | Sep. 30, 2017USD ($)$ / shares$ / option | Sep. 30, 2017USD ($)$ / shares$ / optionshares | Sep. 30, 2017USD ($)$ / shares$ / optionshares | Sep. 30, 2016USD ($) | [1] |
Schedule of Capitalization, Long-term Debt [Line Items] | ||||||
Capped call transaction | $ 12,000 | $ 0 | ||||
Subsequent Event [Member] | ||||||
Schedule of Capitalization, Long-term Debt [Line Items] | ||||||
Distribution per common unit payable (in dollars per share) | $ / shares | $ 0.3925 | |||||
Series A Convertible Preferred Units [Member] | ||||||
Schedule of Capitalization, Long-term Debt [Line Items] | ||||||
Preferred units, purchase agreement, percentage of units that may be paid in-kind | 11.11% | 11.11% | 11.11% | |||
Preferred unit purchase agreement, amount authorized | $ 550,000 | $ 550,000 | $ 550,000 | |||
Sale price per unit (in dollars per share) | $ / shares | $ 39.2253 | $ 39.2253 | $ 39.2253 | |||
Periodic distributions per unit (in dollars per share) | $ / shares | $ 0.4413 | $ 0.4413 | $ 0.4413 | |||
Convertible Debt Securities [Member] | ||||||
Schedule of Capitalization, Long-term Debt [Line Items] | ||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | shares | 1.4 | 0.5 | ||||
Term Loan [Member] | ||||||
Schedule of Capitalization, Long-term Debt [Line Items] | ||||||
Repayments of variable rate term loans | $ 950,000 | |||||
Revolving Credit Facility [Member] | ||||||
Schedule of Capitalization, Long-term Debt [Line Items] | ||||||
Repayments of revolving credit facility | 130,000 | |||||
Senior Unsecured Convertible Notes Due 2020 [Member] | Unsecured Notes [Member] | ||||||
Schedule of Capitalization, Long-term Debt [Line Items] | ||||||
Principal Amount | $ 300,000 | $ 300,000 | $ 300,000 | |||
Interest rate (as a percent) | 1.50% | 1.50% | 1.50% | |||
Convertible notes, conversion rate (in units per par value) | 18.9170 | |||||
Convertible notes, conversion price (in dollars per par value) | $ / shares | $ 52.8625 | $ 52.8625 | $ 52.8625 | |||
Senior Unsecured Convertible Notes Due 2020 [Member] | Equity Option [Member] | Unsecured Notes [Member] | ||||||
Schedule of Capitalization, Long-term Debt [Line Items] | ||||||
Call options strike price (in dollars per option) | $ / option | 52.8625 | 52.8625 | 52.8625 | |||
Cap price (in dollars per option) | $ / option | 63.4350 | 63.4350 | 63.4350 | |||
Capped call transaction | $ 12,000 | |||||
Senior Unsecured Notes Due 2024 [Member] | Unsecured Notes [Member] | ||||||
Schedule of Capitalization, Long-term Debt [Line Items] | ||||||
Principal Amount | $ 550,000 | $ 550,000 | $ 550,000 | |||
Interest rate (as a percent) | 4.25% | 4.25% | 4.25% | |||
Senior Unsecured Notes Due 2027 [Member] | Unsecured Notes [Member] | ||||||
Schedule of Capitalization, Long-term Debt [Line Items] | ||||||
Principal Amount | $ 550,000 | $ 550,000 | $ 550,000 | |||
Interest rate (as a percent) | 4.50% | 4.50% | 4.50% | |||
Senior Unsecured Notes Due 2024-2027 [Member] | Unsecured Notes [Member] | ||||||
Schedule of Capitalization, Long-term Debt [Line Items] | ||||||
Principal Amount | $ 1,100,000 | $ 1,100,000 | $ 1,100,000 | |||
Redemption price (as a percent) | 100.00% | |||||
[1] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. |
Accumulated Other Comprehensi37
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | [3] | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||||||
Balance, beginning of period | $ (118) | $ (129) | $ (125) | $ (137) | |||||
Amounts reclassified from AOCI to interest expense | 1 | 2 | 4 | 5 | |||||
Net unrealized gains on foreign currency translation | 5 | (1) | 8 | 6 | |||||
Other comprehensive income (loss) related to equity method investee | 0 | 1 | [1] | 1 | (1) | [1] | |||
Total other comprehensive income, net of tax | 6 | 2 | [1] | 13 | [2] | 10 | [1],[2] | ||
Balance, end of period | (112) | (127) | (112) | (127) | |||||
AOCI attributable to noncontrolling interest | (112) | (123) | (112) | (123) | |||||
AOCI attributable to NextEra Energy Partners | 0 | (4) | 0 | (4) | $ (3) | ||||
Net Unrealized Gains (Losses) on Cash Flow Hedges [Member] | |||||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||||||
Balance, beginning of period | (1) | (8) | (4) | (11) | |||||
Amounts reclassified from AOCI to interest expense | 1 | 2 | 4 | 5 | |||||
Net unrealized gains on foreign currency translation | 0 | 0 | 0 | 0 | |||||
Other comprehensive income (loss) related to equity method investee | 0 | 0 | 0 | ||||||
Total other comprehensive income, net of tax | 1 | 2 | 4 | 5 | |||||
Balance, end of period | 0 | (6) | 0 | (6) | |||||
AOCI attributable to noncontrolling interest | (1) | (6) | (1) | (6) | |||||
AOCI attributable to NextEra Energy Partners | 1 | 0 | 1 | 0 | |||||
Net Unrealized Gains (Losses) on Foreign Currency Translation [Member] | |||||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||||||
Balance, beginning of period | (102) | (101) | (105) | (108) | |||||
Amounts reclassified from AOCI to interest expense | 0 | 0 | 0 | 0 | |||||
Net unrealized gains on foreign currency translation | 5 | (1) | 8 | 6 | |||||
Other comprehensive income (loss) related to equity method investee | 0 | 0 | 0 | ||||||
Total other comprehensive income, net of tax | 5 | (1) | 8 | 6 | |||||
Balance, end of period | (97) | (102) | (97) | (102) | |||||
AOCI attributable to noncontrolling interest | (95) | (98) | (95) | (98) | |||||
AOCI attributable to NextEra Energy Partners | (2) | (4) | (2) | (4) | |||||
Other Comprehensive Income (Loss) Related to Equity Method Investee [Member] | |||||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||||||
Balance, beginning of period | (15) | (20) | (16) | (18) | |||||
Amounts reclassified from AOCI to interest expense | 0 | 0 | 0 | 0 | |||||
Net unrealized gains on foreign currency translation | 0 | 0 | 0 | 0 | |||||
Other comprehensive income (loss) related to equity method investee | 1 | 1 | (1) | ||||||
Total other comprehensive income, net of tax | 0 | 1 | 1 | (1) | |||||
Balance, end of period | (15) | (19) | (15) | (19) | |||||
AOCI attributable to noncontrolling interest | (16) | (19) | (16) | (19) | |||||
AOCI attributable to NextEra Energy Partners | $ 1 | $ 0 | $ 1 | $ 0 | |||||
[1] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. | ||||||||
[2] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. | ||||||||
[3] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | ||
Related Party Transaction [Line Items] | ||||||
Due from related parties | $ 370 | $ 370 | $ 67 | [1] | ||
Revenue from related parties | 2 | $ 2 | 8 | $ 9 | ||
Transportation and Fuel Management Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue from related parties | 2 | |||||
NextEra Energy, Inc. [Member] | Management Services Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Expenses from transactions with related party | 17 | 12 | 49 | 28 | ||
NEER [Member] | Cash Sweep and Credit Support Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Interest expense | 1 | 1 | 3 | |||
Due from related parties | $ 366 | 366 | $ 65 | |||
Subsidiaries of NEER [Member] | Transportation and Fuel Management Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue from related parties | $ 2 | 7 | $ 8 | |||
NEP OpCo [Member] | NextEra Energy, Inc. [Member] | Management Services Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Management fee, percent of EBITDA | 1.00% | |||||
Annual management fee | $ 4 | |||||
Management fee, additional payment threshold, minimum EBITDA | 4 | |||||
NEER [Member] | Guarantees [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Related party obligations | 86 | 86 | ||||
NextEra Energy Capital Holdings [Member] | Guarantees and Letters of Credit [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Total amount of letters of credit | $ 657 | $ 657 | ||||
[1] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. |
Summary of Significant Accoun39
Summary of Significant Accounting and Reporting Policies - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2017 | Sep. 30, 2016 | [1] | Sep. 30, 2017 | Sep. 30, 2016 | [1] | Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | ||||||||
Net income attributable to NEP | $ 1 | $ 27 | $ 26 | $ 40 | ||||
Earnings per common unit attributable to NextEra Energy Partners, LP - basic and assuming dilution (in dollars per share) | $ 0.01 | $ 0.62 | $ 0.47 | $ 0.99 | ||||
Service Life [Member] | ||||||||
Property, Plant and Equipment [Line Items] | ||||||||
Useful life | 35 years | 30 years | ||||||
Net income attributable to NEP | $ 1 | $ 3 | ||||||
Earnings per common unit attributable to NextEra Energy Partners, LP - basic and assuming dilution (in dollars per share) | $ 0.02 | $ 0.06 | ||||||
Scenario, Forecast [Member] | Service Life [Member] | ||||||||
Property, Plant and Equipment [Line Items] | ||||||||
Net income attributable to NEP | $ 5 | |||||||
[1] | Prior-period financial information has been retrospectively adjusted as discussed in Note 1. |
Commitments and Contingencies -
Commitments and Contingencies - Commitments (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)project | Sep. 30, 2016USD ($) | |
Operating Leased Assets [Line Items] | ||||
Lease expense | $ 5 | $ 5 | $ 17 | $ 16 |
Payments for acquisition holdback | 200 | |||
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||||
Remainder of 2017 | 2 | 2 | ||
2,018 | 11 | 11 | ||
2,019 | 11 | 11 | ||
2,020 | 11 | 11 | ||
2,021 | 11 | 11 | ||
Thereafter | 360 | 360 | ||
Total minimum land use payments | 406 | 406 | ||
Genesis [Member] | Surety Bond [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Surety bond | 23 | 23 | ||
Development, Engineering and Construction Commitments [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Remaining commitments under contracts | $ 4 | $ 4 | ||
Minimum Required Domestic Content Level [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Number of projects | project | 2 | |||
Minimum MRDCL for two projects (as a percent) | 25.00% | |||
Minimum MRDCL for two Canadian FIT contracts (as a percent) | 50.00% | |||
MRDCL supply period | 7 years |
Commitments and Contingencies41
Commitments and Contingencies - Letters of Credit (Details) - Letters of Credit Due June and July 2022 [Member] - Standby Letters of Credit [Member] $ in Millions | Sep. 30, 2017USD ($) |
Line of Credit Facility [Line Items] | |
Credit facility, maximum borrowing capacity | $ 107 |
Credit facility, amount outstanding | $ 93 |