Transactions with Affiliates | Transactions with Affiliates In the normal course of business, CPG engages in transactions with subsidiaries of NiSource, which prior to the Separation were deemed to be affiliates of CPG. These affiliate transactions are summarized in the tables below: Statement of Operations. Three Months Ended Six Months Ended (in millions) 2015 2014 2015 2014 Predecessor Predecessor Transportation revenues $ 18.5 $ 18.8 $ 47.5 $ 47.4 Storage revenues 12.9 13.2 26.2 26.9 Other revenues 0.1 0.1 0.2 0.2 Operation and maintenance expense 24.9 29.3 52.9 57.8 Interest expense 11.0 12.6 29.3 24.7 Interest income 3.4 0.2 4.4 0.3 Balance Sheet. (in millions) June 30, 2015 December 31, 2014 Accounts receivable $ 678.8 $ 180.0 Current portion of long-term debt — 115.9 Short-term borrowings 718.9 252.5 Accounts payable 29.6 53.6 Long-term debt — 1,472.8 Transportation, Storage and Other Revenues . CPG provides natural gas transportation, storage and other services to subsidiaries of NiSource. Operation and Maintenance Expense . CPG receives executive, financial, legal, information technology and other administrative and general services from an affiliate, NiSource Corporate Services. Expenses incurred as a result of these services consist of employee compensation and benefits, outside services and other expenses. CPG is charged directly or allocated using various allocation methodologies based on a combination of gross fixed assets, total operating expense, number of employees and other measures. Management believes the allocation methodologies are reasonable. However, these allocations and estimates may not represent the amounts that would have been incurred had the services been provided by an outside entity. Interest Expense and Income . For the three months ended June 30, 2015 and 2014 , CPG was charged interest for long-term debt of $12.0 million and $13.9 million , respectively, offset by associated AFUDC of $1.4 million and $2.0 million , respectively. For the six months ended June 30, 2015 and 2014 , CPG was charged interest for long-term debt of $31.0 million and $26.1 million , respectively, offset by associated AFUDC of $2.4 million and $3.2 million , respectively. Columbia OpCo and its subsidiaries entered into an intercompany money pool agreement with NiSource Finance, which became effective on the closing date of CPPL’s IPO. The money pool is available for Columbia OpCo and its subsidiaries’ general purposes, including capital expenditures and working capital. This intercompany money pool agreement is discussed in connection with Short-term Borrowings below. Prior to CPPL’s IPO, the subsidiaries of CPG participated in a similar money pool agreement with NiSource Finance. NiSource Corporate Services administers the money pools. The cash accounts maintained by the subsidiaries of Columbia OpCo and CPG are swept into a NiSource corporate account on a daily basis, creating an affiliated receivable or decreasing an affiliated payable, as appropriate, between NiSource and the subsidiary. The amount of interest expense and income for short-term borrowings is determined by the net position of each subsidiary in the money pool. The money pool weighted-average interest rate at June 30, 2015 and 2014 was 1.21% and 0.64% , respectively. For the three months ended June 30, 2015 and 2014 , the interest expense for short-term borrowings charged was $0.4 million and $0.7 million , respectively. For the six months ended June 30, 2015 and 2014 , the interest expense for short-term borrowings charged was $0.7 million and $1.8 million , respectively. Accounts Receivable . CPG includes in accounts receivable amounts due from the money pool discussed above of $645.9 million and $125.0 million at June 30, 2015 and December 31, 2014 , respectively, for subsidiaries in a net deposit position. Also included in the balance at June 30, 2015 and December 31, 2014 are amounts due from subsidiaries of NiSource for transportation and storage services of $32.9 million and $28.8 million , respectively. Net cash flows related to the money pool receivables are included as Investing Activities on the Condensed Statements of Consolidated and Combined Statements of Cash Flows (unaudited). All other affiliated receivables are included as Operating Activities. Short-term Borrowings . The subsidiaries of CPG entered into an intercompany money pool agreement with NiSource Finance with $750.0 million of reserved borrowing capacity. Following the Separation, the agreement is with CPG. In furtherance of the money pool agreement, CPG entered into a $1,500.0 million revolving credit agreement on December 5, 2014. The CPG revolving credit agreement became effective at the completion of the Separation. Each of CEG, OpCo GP and Columbia OpCo is a guarantor of CPG’s revolving credit facility. As guarantors and restricted subsidiaries, CEG, OpCo GP and Columbia OpCo are subject to various customary covenants and restrictive provisions which, among other things, limit CPG’s and its restricted subsidiaries’ ability to incur additional indebtedness, guarantees and/or liens, consolidate, merge or transfer all or substantially all of their assets, make certain investments or restricted payments, modify certain material agreements, engage in certain types of transactions with affiliates, dispose of assets, and prepay certain indebtedness, each of which is subject to customary and usual exceptions and baskets, including an exception to the limitation on restricted payments for distributions of available cash, as permitted by their organizational documents. The restricted payment provision does not prohibit CPG or any of its restricted subsidiaries from making distributions in accordance with their respective organizational documents unless there has been an event of default (as defined in the revolving credit agreement), and neither CPG nor any of its restricted subsidiaries has any restrictions on its ability to make distributions under its organizational documents. Under Columbia OpCo’s partnership agreement, it is required to distribute all of its available cash each quarter, less the amounts of cash reserves that OpCo GP determines are necessary or appropriate in its reasonable discretion to provide for the proper conduct of Columbia OpCo’s business. In addition, subject to Delaware law, the board of CPG may similarly determine whether to declare dividends at CPG without restriction under its revolving credit agreement. At June 30, 2015 , neither CPG nor its consolidated subsidiaries had any restricted net assets. If Columbia OpCo and the other loan parties fail to perform their obligations under these and other covenants, it could adversely affect Columbia OpCo’s ability to finance future business opportunities and make cash distributions to CPG. CPG’s revolving credit agreement also contains customary events of default, including cross default provisions that apply to any other indebtedness CPG may have with an outstanding principal amount in excess of $50.0 million . If a default occurred, the relevant lenders could elect to declare the debt, together with accrued interest and other fees, to be immediately due and payable and proceed against Columbia OpCo as a guarantor. The balance of Short-term Borrowings at June 30, 2015 and December 31, 2014 of $718.9 million and $252.5 million , respectively, includes those subsidiaries of CPG in a net borrower position of the NiSource Finance money pool discussed above. Net cash flows related to Short-term Borrowings are included as Financing Activities on the Condensed Statements of Consolidated and Combined Cash Flows (Unaudited). Accounts Payable . The affiliated accounts payable primarily includes amounts due for services received from NiSource Corporate Services and interest payable to NiSource Finance. Long-term Debt . CPG’s long-term financing requirements prior to the private placement of senior notes on May 22, 2015 were satisfied through borrowings from NiSource Finance. CPG used a portion of net proceeds from the senior notes to repay approximately $1,087.3 million of intercompany debt and short-term borrowings, net of amounts due from the money pool, between CPG and NiSource Finance. Details of the affiliated long-term debt balance are summarized in the table below: Origination Date Interest Rate Maturity Date June 30, 2015 December 31, 2014 (in millions) Predecessor November 28, 2005 (1) 5.41 % November 30, 2015 $ — $ 115.9 November 28, 2005 5.45 % November 28, 2016 — 45.3 November 28, 2005 5.92 % November 28, 2025 — 133.5 November 28, 2012 4.63 % November 28, 2032 — 45.0 November 28, 2012 4.94 % November 30, 2037 — 95.0 December 19, 2012 5.16 % December 21, 2037 — 55.0 November 28, 2012 5.26 % November 28, 2042 — 170.0 December 19, 2012 5.49 % December 18, 2042 — 95.0 December 9, 2013 (2) 4.75 % December 31, 2016 — 834.0 Total Long-term Debt $ — $ 1,588.7 (1) The debt balance for the note originating on November 28, 2005 and maturing on November 30, 2015 is included in "Current portion of long-term debt-affiliated" on the Condensed Consolidated Balance Sheets as of December 31, 2014. (2) CPG may borrow at any time from the origination date to the maturity date not to exceed $2.6 billion . The note carries a variable interest rate of prime plus 150 basis points. All funds borrowed on the note are due December 31, 2016 . Dividends . During the six months ended June 30, 2015 , CPG distributed $500.0 million of the proceeds from CPPL’s IPO to NiSource as a reimbursement of preformation capital expenditures with respect to the assets contributed to Columbia OpCo and $1,450.0 million of proceeds related to the issuance of senior notes in May 2015. CPG paid no dividends to NiSource in the six months ended June 30, 2014 . There were no restrictions on the payment by CPG of dividends to NiSource. |