Item 1. Financial Statements
ITEM 1. FINANCIAL STATEMENTS.
EN TERPRISE PRODUCTS PARTNERS L.P.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in millions)
March 31,
2022
December 31,
2021
ASSETS
Current assets:
Cash and cash equivalents
$
231
$
2,820
Restricted cash
222
145
Accounts receivable – trade, net of allowance for credit losses
of $ 55 at March 31, 2022 and $ 53 at December 31, 2021
8,995
6,967
Accounts receivable – related parties
23
21
Inventories (see Note 3)
2,652
2,681
Derivative assets (see Note 14)
443
237
Prepaid and other current assets
412
399
Total current assets
12,978
13,270
Property, plant and equipment, net (see Note 4)
44,033
42,088
Investments in unconsolidated affiliates (see Note 5)
2,426
2,428
Intangible assets, net (see Note 6)
4,101
3,151
Goodwill (see Note 6)
5,608
5,449
Other assets
1,173
1,140
Total assets
$
70,319
$
67,526
LIABILITIES AND EQUITY
Current liabilities:
Current maturities of debt (see Note 7)
$
2,629
$
1,400
Accounts payable – trade
868
632
Accounts payable – related parties
62
167
Accrued product payables
10,578
8,093
Accrued interest
220
453
Derivative liabilities (see Note 14)
460
254
Other current liabilities
557
626
Total current liabilities
15,374
11,625
Long-term debt (see Note 7)
26,889
28,135
Deferred tax liabilities (see Note 16)
549
518
Other long-term liabilities
801
760
Commitments and contingent liabilities (see Note 17)
Redeemable preferred limited partner interests: (see Note 8)
Series A cumulative convertible preferred units (“preferred units”)
( 50,412 units outstanding at March 31, 2022 and December 31, 2021 )
49
49
Equity: (see Note 8)
Partners’ equity:
Common limited partner interests ( 2,180,453,144 units issued and outstanding at
March 31, 2022 , 2,176,379,587 units issued and outstanding at December 31, 2021 )
26,610
26,340
Treasury units, at cost
( 1,297
)
( 1,297
)
Accumulated other comprehensive income
240
286
Total partners’ equity
25,553
25,329
Noncontrolling interests in consolidated subsidiaries
1,104
1,110
Total equity
26,657
26,439
Total liabilities, preferred units, and equity
$
70,319
$
67,526
See Notes to Unaudited Condensed Consolidated Financial Statements.
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ENTERPRISE PRODUCTS PARTNERS L.P.
UNAUDITED CONDENSED STATEMENTS OF CONSOLIDATED OPERATIONS
(Dollars in millions, except per unit amounts)
For the Three Months
Ended March 31,
2022
2021
Revenues:
Third parties
$
12,992
$
9,141
Related parties
16
14
Total revenues (see Note 9)
13,008
9,155
Costs and expenses:
Operating costs and expenses:
Third party and other costs
11,082
7,229
Related parties
315
324
Total operating costs and expenses
11,397
7,553
General and administrative costs:
Third party and other costs
25
21
Related parties
37
35
Total general and administrative costs
62
56
Total costs and expenses (see Note 10)
11,459
7,609
Equity in income of unconsolidated affiliates
117
149
Operating income
1,666
1,695
Other income (expense):
Interest expense
( 319
)
( 323
)
Interest income
1
1
Other, net
2
–
Total other expense, net
( 316
)
( 322
)
Income before income taxes
1,350
1,373
Provision for income taxes (see Note 16)
( 19
)
( 10
)
Net income
1,331
1,363
Net income attributable to noncontrolling interests
( 34
)
( 21
)
Net income attributable to preferred units
( 1
)
( 1
)
Net income attributable to common unitholders
$
1,296
$
1,341
Earnings per unit: (see Note 11)
Basic and diluted earnings per common unit
$
0.59
$
0.61
See Notes to Unaudited Condensed Consolidated Financial Statements.
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ENTERPRISE PRODUCTS PARTNERS L.P.
UNAUDITED CONDENSED STATEMENTS OF CONSOLIDATED
COMPREHENSIVE INCOME
(Dollars in millions)
For the Three Months
Ended March 31,
2022
2021
Net income
$
1,331
$
1,363
Other comprehensive income (loss):
Cash flow hedges: (see Note 14)
Commodity hedging derivative instruments:
Changes in fair value of cash flow hedges
( 99
)
( 461
)
Reclassificati on of losses to ne t income
45
616
Interest rate hedging derivative instruments:
Changes in fair value of cash flow hedges
–
183
Reclassification of losses to net income
8
8
Total cash flow hedges
( 46
)
346
Total other comprehens ive income (loss)
( 46
)
346
Comprehensive income
1,285
1,709
Comprehensive income attributable to noncontrolling interests
( 34
)
( 21
)
Comprehensive income attributable to preferred units
( 1
)
( 1
)
Comprehensive income attributable to common unitholders
$
1,250
$
1,687
See Notes to Unaudited Condensed Consolidated Financial Statements.
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ENTERPRISE PRODUCT S PARTNERS L.P.
UNAUDITED CONDENSED STATEMENTS OF CONSOLIDATED CASH FLOWS
(Dollars in millions)
For the Three Months
Ended March 31,
2022
2021
Operating activities:
Net income
$
1,331
$
1,363
Reconciliation of net income to net cash flows provided by operating activities:
Depreciation and accretion
440
426
Amortization of intangible assets
41
36
Amortization of major maintenance costs for reaction-based plants
12
3
Other amortization expense
58
60
Impairment of assets other than goodwill (see Note 4)
14
66
Equity in income of unconsolidated affiliates
( 117
)
( 149
)
Distributions received from unconsolidated affiliates attributable to earnings
109
112
Net losses attributable to asset sales and related matters
2
11
Deferred income tax expense
9
5
Change in fair market value of derivative instruments
42
( 16
)
Non-cash expense related to long-term operating leases (see Note 17)
13
9
Net effect of changes in operating accounts (see Note 18)
191
99
Other operating activities
–
( 2
)
Net cash flows provided by operating activities
2,145
2,023
Investing activities:
Capital expenditures
( 349
)
( 679
)
Cash used for business combinations, net of cash received (See Note 12)
( 3,204
)
–
Investments in unconsolidated affiliates
–
( 1
)
Distributions received from unconsolidated affiliates attributable to the return of capital
11
19
Proceeds from asset sales
11
6
Other investing activities
( 1
)
( 2
)
Cash used in investing activities
( 3,532
)
( 657
)
Financing activities:
Borrowings under debt agreements
13,444
7,532
Repayments of debt
( 13,464
)
( 8,742
)
Monetization of interest rate derivative instruments
–
75
Cash distributions paid to common unitholders (see Note 8)
( 1,012
)
( 982
)
Cash payments made in connection with distribution equivalent rights
( 8
)
( 7
)
Cash distributions paid to noncontrolling interests
( 42
)
( 30
)
Cash contributions from noncontrolling interests
2
13
Repurchase of common units under 2019 Buyback Program
–
( 14
)
Other financing activities
( 45
)
( 35
)
Cas h used in financing ac tivities
( 1,125
)
( 2,190
)
Net change in cash and cash equivalents, including restricted cash
( 2,512
)
( 824
)
Cash and cash equivalents, including restricted cash, at beginning of period
2,965
1,158
Cash and cash equivalents, including restricted cash, at end of period
$
453
$
334
See Notes to Unaudited Condensed Consolidated Financial Statements.
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ENTERPRISE PRODUCTS PARTNERS L.P.
UNAUDITED CONDENSED STATEMENTS OF CONSOLIDATED EQUITY
(Dollars in millions)
Partners’ Equity
Common
Limited
Partner
Interests
Treasury
Units
Accumulated
Other
Comprehensive
Income (Loss)
Noncontrolling
Interests in
Consolidated
Subsidiaries
Total
Balance, December 31, 2021
$
26,340
$
( 1,297
)
$
286
$
1,110
$
26,439
Net income
1,296
–
–
34
1,330
Cash distributions paid to common unitholders
( 1,012
)
–
–
–
( 1,012
)
Cash payments made in connection with distribution equivalent rights
( 8
)
–
–
–
( 8
)
Cash distributions paid to noncontrolling interests
–
–
–
( 42
)
( 42
)
Cash contributions from noncontrolling interests
–
–
–
2
2
Amortization of fair value of equity-based awards
38
–
–
–
38
Cash flow hedges
–
–
( 46
)
–
( 46
)
Other, net
( 44
)
–
–
–
( 44
)
Balance, March 31, 2022
$
26,610
$
( 1,297
)
$
240
$
1,104
$
26,657
Partners’ Equity
Common
Limited
Partner
Interests
Treasury
Units
Accumulated
Other
Comprehensive
Income (Loss)
Noncontrolling
Interests in
Consolidated
Subsidiaries
Total
Balance, December 31, 2020
$
25,767
$
( 1,297
)
$
( 165
)
$
1,073
$
25,378
Net income
1,341
–
–
21
1,362
Cash distributions paid to common unitholders
( 982
)
–
–
–
( 982
)
Cash payments made in connection with distribution equivalent rights
( 7
)
–
–
–
( 7
)
Cash distributions paid to noncontrolling interests
–
–
–
( 30
)
( 30
)
Cash contributions from noncontrolling interests
–
–
–
13
13
Amortization of fair value of equity-based awards
38
–
–
–
38
Repurchase and cancellation of common units under
2019 Buyback Program
( 14
)
–
–
–
( 14
)
Cash flow hedges
–
–
346
–
346
Other, net
( 34
)
–
–
1
( 33
)
Balance, March 31, 2021
$
26,109
$
( 1,297
)
$
181
$
1,078
$
26,071
See Notes to Unaudited Condensed Consolidated Financial Statements. For information regarding Unit History,
Accumulated Other Comprehensive Income (Loss), see Note 8.
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
KEY REFERENCES USED IN THESE
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Unless the context requires otherwise, references to “we,” “us” or “our” within these Notes to Unaudited Condensed Consolidated Financial Statements are intended to mean the business and operations of Enterprise Products Partners L.P. and its consolidated subsidiaries.
References to the “Partnership” or “Enterprise” mean Enterprise Products Partners L.P. on a standalone basis.
References to “EPO” mean Enterprise Products Operating LLC, which is an indirect wholly owned subsidiary of the Partnership, and its consolidated subsidiaries, through which the Partnership conducts its business. We are managed by our general partner, Enterprise Products Holdings LLC (“Enterprise GP”), which is a wholly owned subsidiary of Dan Duncan LLC, a privately held Texas limited liability company.
The membership interests of Dan Duncan LLC are owned by a voting trust, the current trustees (“DD LLC Trustees”) of which are: (i) Randa Duncan Williams, who is also a director and Chairman of the Board of Directors (the “Board”) of Enterprise GP; (ii) Richard H. Bachmann, who is also a director and Vice Chairman of the Board of Enterprise GP; and (iii) W. Randall Fowler, who is also a director and the Co-Chief Executive Officer and Chief Financial Officer of Enterprise GP. Ms. Duncan Williams and Messrs. Bachmann and Fowler also currently serve as managers of Dan Duncan LLC.
References to “EPCO” mean Enterprise Products Company, a privately held Texas corporation, and its privately held affiliates. The outstanding voting capital stock of EPCO is owned by a voting trust, the current trustees (“EPCO Trustees”) of which are: (i) Ms. Duncan Williams, who serves as Chairman of EPCO; (ii) Mr. Bachmann, who serves as the President and Chief Executive Officer of EPCO; and (iii) Mr. Fowler, who serves as an Executive Vice President and the Chief Financial Officer of EPCO. Ms. Duncan Williams and Messrs. Bachmann and Fowler also currently serve as directors of EPCO.
We, Enterprise GP, EPCO and Dan Duncan LLC are affiliates under the collective common control of the DD LLC Trustees and the EPCO Trustees. EPCO, together with its privately held affiliates, owned approximately 32.2 % of the Partnership’s common units outstanding at March 31, 2022.
With the exception of per unit amounts, or as noted within the context of each disclosure,
the dollar amounts presented in the tabular data within these disclosures are
stated in millions of dollars.
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Note 1. Partnership Organization and Operations
We are a publicly traded Delaware limited partnership, the common units of which are listed on the New York Stock Exchange (“NYSE”) under the ticker symbol “EPD.” Our preferred units are not publicly traded. We were formed in April 1998 to own and operate certain natural gas liquids (“NGLs”) related businesses of EPCO and are a leading North American provider of midstream energy services to producers and consumers of natural gas, NGLs, crude oil, petrochemicals and refined products. We are owned by our limited partners (preferred and common unitholders) from an economic perspective. Enterprise GP, which owns a non-economic general partner interest in us, manages our Partnership. We conduct substantially all of our business operations through EPO and its consolidated subsidiaries.
Our fully integrated, midstream energy asset network (or “value chain”) links producers of natural gas, NGLs and crude oil from some of the largest supply basins in the United States (“U.S.”), Canada and the Gulf of Mexico with domestic consumers and international markets. Our midstream energy operations include:
•
natural gas gathering, treating, processing, transportation and storage;
•
NGL transportation, fractionation, storage, and marine terminals (including those used to export liquefied petroleum gases, or “LPG,” and ethane);
•
crude oil gathering, transportation, storage, and marine terminals;
•
propylene production facilities (including propane dehydrogenation (“PDH”) facilities), butane isomerization, octane enhancement, isobutane dehydrogenation (“iBDH”) and high purity isobutylene (“HPIB”) production facilities;
•
petrochemical and refined products transportation, storage, and marine terminals (including those used to export ethylene and polymer grade propylene (“PGP”)); and
•
a marine transportation business that operates on key U.S. inland and intracoastal waterway systems.
Like many publicly traded partnerships, we have no employees. All of our management, administrative and operating functions are performed by employees of EPCO pursuant to an administrative services agreement (the “ASA”) or by other service providers. See Note 15 for information regarding related party matters.
Our results of operations for the three months ended March 31, 2022 are not necessarily indicative of results expected for the full year of 2022. In our opinion, the accompanying Unaudited Condensed Consolidated Financial Statements include all adjustments consisting of normal recurring accruals necessary for fair presentation. Although we believe the disclosures in these financial statements are adequate and make the information presented not misleading, certain information and footnote disclosures normally included in annual financial statements prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”).
These Unaudited Condensed Consolidated Financial Statements and Notes thereto should be read in conjunction with the Audited Consolidated Financial Statements and Notes thereto included in our annual report on Form 10-K for the year ended December 31, 2021 (the “2021 Form 10-K”) filed with the SEC on February 28, 2022.
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Note 2. Summary of Significant Accounting Policies
Apart from those matters described in this footnote, there have been no updates to our significant accounting policies since those reported under Note 2 of the 2021 Form 10-K.
Allowance for Credit Losses
We estimate our allowance for credit losses at each reporting date using a current expected credit loss model, which requires the measurement of expected credit losses for financial assets (e.g., accounts receivable) based on historical experience with customers, current economic conditions, and reasonable and supportable forecasts. We may also increase the allowance for credit losses in response to the specific identification of customers involved in bankruptcy proceedings and similar financial difficulties.
The following table presents our allowance for credit losses activity since December 31, 2021:
Allowance for credit losses, December 31, 2021
$
53
Charged to costs and expenses
2
Allowance for credit losses, March 31, 2022
$
55
Cash, Cash Equivalents and Restricted Cash
The following table provides a reconciliation of cash and cash equivalents, and restricted cash reported within the Unaudited Condensed Consolidated Balance Sheets that sum to the total of the amounts shown in the Unaudited Condensed Statements of Consolidated Cash Flows.
March 31,
2022
December 31,
2021
Cash and cash equivalents
$
231
$
2,820
Restricted cash
222
145
Total cash, cash equivalents and restricted cash shown in the
Unaudited Condensed Statements of Consolidated Cash Flows
$
453
$
2,965
Restricted cash primarily represents amounts held in segregated bank accounts by our clearing brokers as margin in support of our commodity derivative instruments portfolio and related physical purchases and sales of natural gas, NGLs, crude oil, refined products and power. Additional cash may be restricted to maintain our commodity derivative instruments portfolio as prices fluctuate or margin requirements change. See Note 14 for information regarding our derivative instruments and hedging activities.
Note 3. Inventories
Our inventory amounts by product type were as follows at the dates indicated:
March 31,
2022
December 31,
2021
NGLs
$
2,107
$
2,027
Petrochemicals and refined products
328
343
Crude oil
196
285
Natural gas
21
26
Total
$
2,652
$
2,681
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Due to fluctuating commodity prices, we recognize lower of cost or net realizable value adjustments when the carrying value of our available-for-sale inventories exceeds their net realizable value. The following table presents our total cost of sales amounts and lower of cost or net realizable value adjustments for the periods indicated:
For the Three Months
Ended March 31,
2022
2021
Cost of sales (1)
$
10,098
$
6,263
Lower of cost or net realizable value adjustments recognized in cost of sales
4
10
(1)
Cost of sales is a component of “Operating costs and expenses” as presented on our Unaudited Condensed Statements of Consolidated Operations. Fluctuations in these amounts are primarily due to changes in energy commodity prices and sales volumes associated with our marketing activities.
Note 4. Property, Plant and Equipment
The historical costs of our property, plant and equipment and related balances were as follows at the dates indicated:
Estimated
Useful Life
in Years
March 31,
2022
December 31,
2021
Plants, pipelines and facilities (1)
3 - 45
(5)
$
53,769
$
51,636
Underground and other storage facilities (2)
5 - 40
(6)
4,331
4,327
Transportation equipment (3)
3 - 10
216
209
Marine vessels (4)
15 - 30
919
918
Land
387
379
Construction in progress
1,830
1,616
Subtotal
61,452
59,085
Less accumulated depreciation
17,504
17,083
Subtotal property, plant and equipment, net
43,948
42,002
Capitalized major maintenance costs for reaction-based
plants, net of accumulated amortization (7)
85
86
Property, plant and equipment, net
$
44,033
$
42,088
(1)
Plants, pipelines and facilities include processing plants; NGL, natural gas, crude oil and petrochemical and refined products pipelines; terminal loading and unloading facilities; buildings; office furniture and equipment; laboratory and shop equipment and related assets.
(2)
Underground and other storage facilities include underground product storage caverns; above ground storage tanks; water wells and related assets.
(3)
Transportation equipment includes tractor-trailer tank trucks and other vehicles and similar assets used in our operations.
(4)
Marine vessels include tow boats, barges and related equipment used in our marine transportation business.
(5)
In general, the estimated useful lives of major assets within this category are: processing plants, 20 - 35 years; pipelines and related equipment, 5 - 45 years; terminal facilities, 10 - 35 years; buildings, 20 - 40 years; office furniture and equipment, 3 - 20 years; and laboratory and shop equipment, 5 - 35 years.
(6)
In general, the estimated useful lives of assets within this category are: underground storage facilities, 5 - 35 years; storage tanks, 10 - 40 years; and water wells, 5 - 35 years.
(7)
For reaction-based plants, we use the deferral method when accounting for major maintenance activities. Under the deferral method, major maintenance costs are capitalized and amortized over the period until the next major overhaul project. On a weighted-average basis, the expected amortization period for these costs is 2.1 years.
Property, plant and equipment at March 31, 2022 and December 31, 2021 includes $ 92 million and $ 81 million, respectively, of asset retirement costs capitalized as an increase in the associated long-lived asset.
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
The following table presents information regarding our asset retirement obligations, or AROs, since December 31, 2021:
ARO liability balance, December 31, 2021
$
176
Liabilities incurred (1)
14
Revisions in estimated cash flows (2)
–
Liabilities settled (3)
–
Accretion expense (4)
2
ARO liability balance, March 31, 2022
$
192
(1)
Represents the initial recognition of estimated ARO liabilities during period.
(2)
Represents subsequent adjustments to estimated ARO liabilities during period.
(3)
Represents cash payments to settle ARO liabilities during period.
(4)
Represents net change in ARO liability balance attributable to the passage of time and other adjustments, including true-up amounts associated with revised closure estimates.
Of the $ 192 million total ARO liability recorded at March 31, 2022 , $ 17 million was reflected as a current liability and $ 175 million as a long-term liability.
The following table summarizes our depreciation and accretion expense and capitalized interest amounts for the periods indicated:
For the Three Months
Ended March 31,
2022
2021
Depreciation expense (1)
$
438
$
424
Accretion expense (1)
2
2
Capitalized interest (2)
17
20
(1)
Depreciation and accretion expense is a component of “Costs and expenses” as presented on our Unaudited Condensed Statements of Consolidated Operations.
(2)
We capitalize interest costs incurred on funds used to construct property, plant and equipment while the asset is in its construction phase. The capitalized interest is recorded as part of the asset to which it relates and is amortized over the asset’s estimated useful life as a component of depreciation expense. When capitalized interest is recorded, it reduces interest expense from what it would be otherwise.
Note 5. Investments in Unconsolidated Affiliates
The following table presents our investments in unconsolidated affiliates by business segment at the dates indicated. We account for these investments using the equity method.
March 31,
2022
December 31,
2021
NGL Pipelines & Services
$
654
$
656
Crude Oil Pipelines & Services
1,737
1,738
Natural Gas Pipelines & Services
32
31
Petrochemical & Refined Products Services
3
3
Total
$
2,426
$
2,428
The following table presents our equity in inc ome of u nconsolidated affiliates by business segment for the periods indicated:
For the Three Months
Ended March 31,
2022
2021
NGL Pipelines & Services
$
34
$
28
Crude Oil Pipelines & Services
81
119
Natural Gas Pipelines & Services
2
1
Petrochemical & Refined Products Services
–
1
Total
$
117
$
149
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Note 6. Intangible Assets and Goodwill
Identifiable Intangible Assets
The following table summarizes our intangible assets by business segment at the dates indicated:
March 31, 2022
December 31, 2021
Gross
Value
Accumulated
Amortization
Carrying
Value
Gross
Value
Accumulated
Amortization
Carrying
Value
NGL Pipelines & Services:
Customer relationship intangibles
$
449
$
( 238
)
$
211
$
449
$
( 236
)
$
213
Contract-based intangibles
749
( 67
)
682
165
( 61
)
104
Segment total
1,198
( 305
)
893
614
( 297
)
317
Crude Oil Pipelines & Services:
Customer relationship intangibles
2,195
( 373
)
1,822
2,195
( 355
)
1,840
Contract-based intangibles
283
( 265
)
18
283
( 263
)
20
Segment total
2,478
( 638
)
1,840
2,478
( 618
)
1,860
Natural Gas Pipelines & Services:
Customer relationship intangibles
1,350
( 559
)
791
1,350
( 550
)
800
Contract-based intangibles
639
( 185
)
454
232
( 183
)
49
Segment total
1,989
( 744
)
1,245
1,582
( 733
)
849
Petrochemical & Refined Products Services:
Customer relationship intangibles
181
( 77
)
104
181
( 75
)
106
Contract-based intangibles
45
( 26
)
19
45
( 26
)
19
Segment total
226
( 103
)
123
226
( 101
)
125
Total intangible assets
$
5,891
$
( 1,790
)
$
4,101
$
4,900
$
( 1,749
)
$
3,151
The following table presents the amortization expense of our intangible assets by business segment for the periods indicated:
For the Three Months
Ended March 31,
2022
2021
NGL Pipelines & Services
$
8
$
6
Crude Oil Pipelines & Services
20
18
Natural Gas Pipelines & Services
11
10
Petrochemical & Refined Products Services
2
2
Total
$
41
$
36
The following table presents our forecast of amortization expense associated with existing intangible assets for the periods indicated:
Remainder
of 2022
2023
2024
2025
2026
$
148
$
204
$
212
$
211
$
206
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Goodwill
Goodwill represents the excess of the purchase price of an acquired business over the amounts assigned to assets acquired and liabilities assumed in the transaction. The following table presents changes in the carrying amount of goodwill for the period presented:
NGL
Pipelines
& Services
Crude Oil
Pipelines
& Services
Natural Gas
Pipelines
& Services
Petrochemical
& Refined
Products
Services
Consolidated
Total
Balance at December 31, 2021
$
2,652
$
1,841
$
–
$
956
$
5,449
Goodwill related to acquisition (1)
159
–
–
–
159
Balance at March 31, 2022
$
2,811
$
1,841
$
–
$
956
$
5,608
(1)
This amount represents the goodwill recognized in connection with our acquisition of Navitas Midstream in February 2022. See Note 12 for additional information regarding this acquisition.
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Note 7. Debt Obligations
The following table presents our consolidated debt obligations (arranged by company and maturity date) at the dates indicated:
March 31,
2022
December 31,
2021
EPO senior debt obligations:
Commercial Paper Notes, variable-rates
$
1,380
$
–
Senior Notes VV, 3.50 % fixed-rate, due February 2022
–
750
Senior Notes CC, 4.05 % fixed-rate, due February 2022
–
650
September 2021 364-Day Revolving Credit Agreement, variable-rate, due September 2022
–
–
Senior Notes HH, 3.35 % fixed-rate, due March 2023
1,250
1,250
Senior Notes JJ, 3.90 % fixed-rate, due February 2024
850
850
Senior Notes MM, 3.75 % fixed-rate, due February 2025
1,150
1,150
Senior Notes PP, 3.70 % fixed-rate, due February 2026
875
875
September 2021 Multi-Year Revolving Credit Agreement, variable-rate, due September 2026
–
–
Senior Notes SS, 3.95 % fixed-rate, due February 2027
575
575
Senior Notes WW, 4.15 % fixed-rate, due October 2028
1,000
1,000
Senior Notes YY, 3.125 % fixed-rate, due July 2029
1,250
1,250
Senior Notes AAA, 2.80 % fixed-rate, due January 2030
1,250
1,250
Senior Notes D, 6.875 % fixed-rate, due March 2033
500
500
Senior Notes H, 6.65 % fixed-rate, due October 2034
350
350
Senior Notes J, 5.75 % fixed-rate, due March 2035
250
250
Senior Notes W, 7.55 % fixed-rate, due April 2038
400
400
Senior Notes R, 6.125 % fixed-rate, due October 2039
600
600
Senior Notes Z, 6.45 % fixed-rate, due September 2040
600
600
Senior Notes BB, 5.95 % fixed-rate, due February 2041
750
750
Senior Notes DD, 5.70 % fixed-rate, due February 2042
600
600
Senior Notes EE, 4.85 % fixed-rate, due August 2042
750
750
Senior Notes GG, 4.45 % fixed-rate, due February 2043
1,100
1,100
Senior Notes II, 4.85 % fixed-rate, due March 2044
1,400
1,400
Senior Notes KK, 5.10 % fixed-rate, due February 2045
1,150
1,150
Senior Notes QQ, 4.90 % fixed-rate, due May 2046
975
975
Senior Notes UU, 4.25 % fixed-rate, due February 2048
1,250
1,250
Senior Notes XX, 4.80 % fixed-rate, due February 2049
1,250
1,250
Senior Notes ZZ, 4.20 % fixed-rate, due January 2050
1,250
1,250
Senior Notes BBB, 3.70 % fixed-rate, due January 2051
1,000
1,000
Senior Notes DDD, 3.20 % fixed-rate, due February 2052
1,000
1,000
Senior Notes EEE, 3.30 % fixed-rate, due February 2053
1,000
1,000
Senior Notes NN, 4.95 % fixed-rate, due October 2054
400
400
Senior Notes CCC, 3.95 % fixed rate, due January 2060
1,000
1,000
Total principal amount of senior debt obligations
27,155
27,175
EPO Junior Subordinated Notes C, variable-rate, due June 2067 (1)
232
232
EPO Junior Subordinated Notes D, fixed/variable-rate, due August 2077 (2)
700
700
EPO Junior Subordinated Notes E, fixed/variable-rate, due August 2077 (3)
1,000
1,000
EPO Junior Subordinated Notes F, fixed/variable-rate, due February 2078 (4)
700
700
TEPPCO Junior Subordinated Notes, variable-rate, due June 2067 (1)
14
14
Total principal amount of senior and junior debt obligations
29,801
29,821
Other, non-principal amounts
( 283
)
( 286
)
Less current maturities of debt
( 2,629
)
( 1,400
)
Total long-term debt
$
26,889
$
28,135
(1)
Variable rate is reset quarterly and based on 3-month London Interbank Offered Rate ("LIBOR") , plus 2.778 %.
(2)
Fixed rate of 4.875 % through August 15, 2022; thereafter, a variable rate reset quarterly and based on 3-month LIBOR plus 2.986 %.
(3)
Fixed rate of 5.250 % through August 15, 2027; thereafter, a variable rate reset quarterly and based on 3-month LIBOR plus 3.033 %.
(4)
Fixed rate of 5.375 % through February 14, 2028; thereafter, a variable rate reset quarterly and based on 3-month LIBOR plus 2.57 %.
References to “TEPPCO” mean TEPPCO Partners, L.P. prior to its merger with one of our wholly owned subsidiaries in October 2009.
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Variable Interest Rates
The following table presents the range of interest rates and weighted-average interest rates paid on our consolidated variable-rate debt during the three months ended March 31, 2022:
Range of Interest
Rates Paid
Weighted-Average
Interest Rate Paid
Commercial Paper Notes
0.20 % to 0.98 %
0.50 %
EPO Junior Subordinated Notes C and TEPPCO Junior Subordinated Notes
2.95 % to 3.30 %
3.07 %
Amounts borrowed under EPO’s September 2021 364-Day Revolving Credit Agreement and September 2021 Multi-Year Revolving Credit Agreement bear interest, at EPO’s election, equal to: (i) LIBOR, plus an additional variable spread; or (ii) an alternate base rate, which is the greatest of (a) the Prime Rate in effect on such day, (b) the Federal Funds Effective Rate in effect on such day plus 0.5%, or (c) LIBOR for an interest period of one month in effect on such day plus 1%, and a variable spread. The applicable spreads are determined based on EPO's debt ratings.
In July 2017, the Financial Conduct Authority in the U.K. announced a desire to phase out LIBOR as a benchmark by the end of June 2023. Financial industry working groups are developing replacement rates and methodologies to transition existing agreements that depend on LIBOR as a reference rate. We currently do not expect the transition from LIBOR to have a material financial impact on us.
Scheduled Maturities of Debt
The following table presents the scheduled maturities of principal amounts of EPO’s consolidated debt obligations at March 31, 2022 for the next five years, and in total thereafter:
Scheduled Maturities of Debt
Total
Remainder
of 2022
2023
2024
2025
2026
Thereafter
Commercial Paper Notes
$
1,380
$
1,380
$
–
$
–
$
–
$
–
$
–
Senior Notes
25,775
–
1,250
850
1,150
875
21,650
Junior Subordinated Notes
2,646
–
–
–
–
–
2,646
Total
$
29,801
$
1,380
$
1,250
$
850
$
1,150
$
875
$
24,296
In February 2022, EPO repaid all of the $ 750 million and $ 650 million in principal amount of its Senior Notes VV and CC, respectively, using remaining cash on hand attributable to its September 2021 senior notes offering and proceeds from the issuance of short-term notes under its commercial paper program.
March 2022 Delayed Draw Term Loan Agreement
On March 1, 2022, EPO entered into a delayed draw term loan agreement (the “March 2022 Delayed Draw Term Loan Agreement”). Under the terms of the March 2022 Delayed Draw Term Loan Agreement, EPO could have borrowed up to an aggregate of $ 500 million by April 30, 2022 at a variable interest rate based on EPO’s senior debt credit rating. However, because EPO elected not to borrow under the facility by April 30, 2022, the March 2022 Delayed Draw Term Loan Agreement automatically terminated at that date in accordance with its terms.
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Letters of Credit
At March 31, 2022, EPO had $ 100 million of letters of credit outstanding primarily related to our commodity hedging activities.
Lender Financial Covenants
We were in compliance with the financial covenants of our consolidated debt agreements at March 31, 2022.
Parent-Subsidiary Guarantor Relationships
The Partnership acts as guarantor of the consolidated debt obligations of EPO, with the exception of the remaining debt obligations of TEPPCO. If EPO were to default on any of its guaranteed debt, the Partnership would be responsible for full and unconditional repayment of such obligations.
Note 8. Capital Accounts
Common Limited Partner Interests
The following table summarizes changes in the number of our common units outstanding since December 31, 2021:
Common units outstanding at December 31, 2021
2,176,379,587
Common units issued in connection with the vesting of phantom unit awards, net
4,051,207
Other
22,350
Common units outstanding at March 31, 2022
2,180,453,144
Registration Statements
We have a universal shelf registration statement on file with the SEC which allows the Partnership and EPO (each on a standalone basis) to issue an unlimited amount of equity and debt securities, respectively.
In addition, the Partnership has a registration statement on file with the SEC covering the issuance of up to $ 2.5 billion of its common units in amounts, at prices and on terms based on market conditions and other factors at the time of such offerings (referred to as the Partnership’s at-the-market (“ATM”) program). The Partnership did not issue any common units under its ATM program during the three months ended March 31, 2022 . The Partnership’s capacity to issue additional common units under the ATM program remains at $ 2.5 billion as of March 31, 2022.
We may issue additional equity and debt securities to assist us in meeting our future liquidity requirements, including those related to capital investments.
Common Unit Repurchases Under 2019 Buyback Program
In January 2019, we announced that the Board of Enterprise GP had approved a $ 2.0 billion multi-year unit buyback program (the “2019 Buyback Program”), which provides the Partnership with an additional method to return capital to investors. The 2019 Buyback Program authorizes the Partnership to repurchase its common units from time to time, including through open market purchases and negotiated transactions. No time limit has been set for completion of the program, and it may be suspended or discontinued at any time.
The Partnership did not repurchase any common units during the three months ended March 31, 2022 . During the three months ended March 31, 2021 , the Partnership repurchased 709,816 common units under the 2019 Buyback Program. The total cost of these repurchases, including commissions and fees, was $ 14 million. Common units repurchased under the 2019 Buyback Program are immediately cancelled upon acquisition. At March 31, 2022, the remaining available capacity under the 2019 Buyback Program was $ 1.5 billion.
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Common Units Issued in Connection With the Vesting of Phantom Unit Awards
After taking into account tax withholding requirements, the Partnership issued 4,051,207 new common units to employees in connection with the vesting of phantom unit awards during the three months ended March 31, 2022. See Note 13 for information regarding our phantom unit awards.
Common Units Delivered Under DRIP and EUPP
The Partnership has registration statements on file with the SEC in connection with its distribution reinvestment plan (“DRIP”) and employee unit purchase plan (“EUPP”). In July 2019, the Partnership announced that, beginning with the quarterly distribution payment paid in August 2019, it would use common units purchased on the open market, rather than issuing new common units, to satisfy its delivery obligations under the DRIP and EUPP. This election is subject to change in future quarters depending on the Partnership’s need for equity capital.
During the three months ended March 31, 2022 , agents of the Partnership purchased 1,574,806 common units on the open market and delivered them to participants in the DRIP and EUPP. Apart from $ 1 million attributable to the plan discount available to all participants in the EUPP, the funds used to effect these purchases were sourced from the DRIP and EUPP participants. No other Partnership funds were used to satisfy these obligations. We plan to use open market purchases to satisfy DRIP and EUPP reinvestments in connection with the distribution expected to be paid on May 12, 2022.
Preferred Units
There were 50,412 of our Series A Cumulative Convertible Preferred Units (“preferred units”) outstanding at March 31, 2022.
We present the capital accounts attributable to our preferred unitholders as mezzanine equity on our consolidated balance sheets since the terms of the preferred units allow for cash redemption by such unitholders in the event of a Change of Control (as defined in our partnership agreement), without regard to the likelihood of such an event.
During the three months ended March 31, 2022, the Partnership made quarterly cash distributions to its preferred unitholders of $ 1 million.
Accumulated Other Comprehensive Income (Loss)
The following tables present the components of accumulated other comprehensive income (loss) as reported on our Unaudited Condensed Consolidated Balance Sheets at the dates indicated:
Cash Flow Hedges
Commodity
Derivative
Instruments
Interest Rate
Derivative
Instruments
Other
Total
Accumulated Other Comprehensive Income (Loss), December 31, 2021
$
137
$
147
$
2
$
286
Other comprehensive income (loss) for period, before reclassifications
( 99
)
–
–
( 99
)
Reclassification of losses (gains) to net income during period
45
8
–
53
Total other comprehensive income (loss) for period
( 54
)
8
–
( 46
)
Accumulated Other Comprehensive Income (Loss), March 31, 2022
$
83
$
155
$
2
$
240
Cash Flow Hedges
Commodity
Derivative
Instruments
Interest Rate
Derivative
Instruments
Other
Total
Accumulated Other Comprehensive Income (Loss), December 31, 2020
$
( 93
)
$
( 74
)
$
2
$
( 165
)
Other comprehensive income (loss) for period, before reclassifications
( 461
)
183
–
( 278
)
Reclassification of losses (gains) to net income during period
616
8
–
624
Total other comprehensive income (loss) for period
155
191
–
346
Accumulated Other Comprehensive Income (Loss), March 31, 2021
$
62
$
117
$
2
$
181
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
The following table presents reclassifications of (income) loss out of accumulated other comprehensive income (loss) into net income during the periods indicated:
For the Three Months
Ended March 31,
Losses (gains) on cash flow hedges:
Location
2022
2021
Interest rate derivatives
Interest expense
$
8
$
8
Commodity derivatives
Revenue
39
597
Commodity derivatives
Operating costs and expenses
6
19
Total
$
53
$
624
For information regarding our interest rate and commodity derivative instruments, see Note 14.
Cash Distributions
On April 7, 2022, we announced that the Board declared a quarterly cash distribution of $ 0.4650 per common unit, or $ 1.86 per common unit on an annualized basis, to be paid to the Partnership’s common unitholders with respect to the first quarter of 2022. The quarterly distribution is payable on May 12, 2022 to unitholders of record as of the close of business on April 29, 2022. The total amount to be paid is $ 1.0 billion, which includes $ 9 million for distribution equivalent rights (“DERs”) on phantom unit awards.
The payment of quarterly cash distributions is subject to management’s evaluation of our financial condition, results of operations and cash flows in connection with such payments and Board approval. Management will evaluate any future increases in cash distributions on a quarterly basis.
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Note 9. Revenues
We classify our revenues into sales of products and midstream services. Product sales relate primarily to our various marketing activities whereas midstream services represent our other integrated businesses (i.e., gathering, processing, transportation, fractionation, storage and terminaling). The following table presents our revenues by business segment, and further by revenue type, for the periods indicated:
For the Three Months
Ended March 31,
2022
2021
NGL Pipelines & Services:
Sales of NGLs and related products
$
5,040
$
3,006
Segment midstream services:
Natural gas processing and fractionation
340
183
Transportation
229
275
Storage and terminals
145
120
Total segment midstream services
714
578
Total NGL Pipelines & Services
5,754
3,584
Crude Oil Pipelines & Services:
Sales of crude oil
3,716
1,839
Segment midstream services:
Transportation
239
209
Storage and terminals
117
117
Total segment midstream services
356
326
Total Crude Oil Pipelines & Services
4,072
2,165
Natural Gas Pipelines & Services:
Sales of natural gas
880
1,335
Segment midstream services:
Transportation
269
252
Total segment midstream services
269
252
Total Natural Gas Pipelines & Services
1,149
1,587
Petrochemical & Refined Products Services:
Sales of petrochemicals and refined products
1,754
1,599
Segment midstream services:
Fractionation and isomerization
69
53
Transportation, including marine logistics
138
117
Storage and terminals
72
50
Total segment midstream services
279
220
Total Petrochemical & Refined Products Services
2,033
1,819
Total consolidated revenues
$
13,008
$
9,155
Substantially all of our revenues are derived from contracts with customers as defined within Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers .
Unbilled Revenue and Deferred Revenue
The following table provides information regarding our contract assets and contract liabilities at March 31, 2022:
Contract Asset
Location
Balance
Unbilled revenue (current amount)
Prepaid and other current assets
$
56
Total
$
56
Contract Liability
Location
Balance
Deferred revenue (current amount)
Other current liabilities
$
179
Deferred revenue (noncurrent)
Other long-term liabilities
252
Total
$
431
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
The following table presents significant changes in our unbilled revenue and deferred revenue balances for the three months ended March 31, 2022:
Unbilled
Revenue
Deferred
Revenue
Balance at December 31, 2021
$
15
$
446
Amount included in opening balance transferred to other accounts during period (1)
( 2
)
( 136
)
Amount recorded during period (2)
49
237
Amounts recorded during period transferred to other accounts (1)
( 6
)
( 112
)
Other changes
–
( 4
)
Balance at March 31, 2022
$
56
$
431
(1)
Unbilled revenues are transferred to accounts receivable once we have an unconditional right to consideration from the customer. Deferred revenues are recognized as revenue upon satisfaction of our performance obligation to the customer.
(2)
Unbilled revenue represents revenue that has been recognized upon satisfaction of a performance obligation, but cannot be contractually invoiced (or billed) to the customer at the balance sheet date until a future period. Deferred revenue is recorded when payment is received from a customer prior to our satisfaction of the associated performance obligation.
Remaining Performance Obligations
The following table presents estimated fixed future consideration from revenue contracts that contain minimum volume commitments, deficiency and similar fees and the term of the contracts exceeds one year. These amounts represent the revenues we expect to recognize in future periods from these contracts as of March 31, 2022.
Period
Fixed
Consideration
Nine Months Ended December 31, 2022
$
2,781
One Year Ended December 31, 2023
3,172
One Year Ended December 31, 2024
2,925
One Year Ended December 31, 2025
2,563
One Year Ended December 31, 2026
2,403
Thereafter
9,825
Total
$
23,669
Note 10. Business Segments and Related Information
Our operations are reported under four business segments: (i) NGL Pipelines & Services, (ii) Crude Oil Pipelines & Services, (iii) Natural Gas Pipelines & Services and (iv) Petrochemical & Refined Products Services. Our business segments are generally organized and managed according to the types of services rendered (or technologies employed) and products produced and/or sold.
Financial information regarding these segments is evaluated regularly by our co-chief operating decision makers in deciding how to allocate resources and in assessing our operating and financial performance. The co-principal executive officers of our general partner have been identified as our co-chief operating decision makers. While these two officers evaluate results in a number of different ways, the business segment structure is the primary basis for which the allocation of resources and financial results are assessed.
The following information summarizes the assets and operations of each business segment:
•
Our NGL Pipelines & Services business segment includes our natural gas processing and related NGL marketing activities, NGL pipelines, NGL fractionation facilities, NGL and related product storage facilities, and NGL marine terminals .
•
Our Crude Oil Pipelines & Services business segment includes our crude oil pipelines, crude oil storage and marine terminals, and related crude oil marketing activities.
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
•
Our Natural Gas Pipelines & Services business segment includes our natural gas pipeline systems that provide for the gathering, treating and transportation of natural gas. This segment also includes our natural gas marketing activities.
•
Our Petrochemical & Refined Products Services business segment includes our (i) propylene production facilities, which include propylene fractionation units and a PDH facility, and related pipelines and marketing activities, (ii) butane isomerization complex and related deisobutanizer operations, (iii) octane enhancement, iBDH and HPIB production facilities, (iv) refined products pipelines, terminals and related marketing activities, (v) ethylene export terminal and related operations; and (vi) marine transportation business .
Segment Gross Operating Margin
We evaluate segment performance based on our financial measure of gross operating margin. Gross operating margin is an important performance measure of the core profitability of our operations and forms the basis of our internal financial reporting. We believe that investors benefit from having access to the same financial measures that our management uses in evaluating segment results. Gross operating margin is exclusive of other income and expense transactions, income taxes, the cumulative effect of changes in accounting principles and extraordinary charges. Gross operating margin is presented on a 100% basis before any allocation of earnings to noncontrolling interests. Our calculation of gross operating margin may or may not be comparable to similarly titled measures used by other companies.
The following table presents our measurement of total segment gross operating margin for the periods presented. The GAAP financial measure most directly comparable to total segment gross operating margin is operating income.
For the Three Months
Ended March 31,
2022
2021
Operating income
$
1,666
$
1,695
Adjustments to reconcile operating income to total segment gross operating margin
(addition or subtraction indicated by sign):
Depreciation, amortization and accretion expense in operating costs and expenses (1)
514
495
Asset impairment charges in operating costs and expenses
14
66
Net losses attributable to asset sales and related matters in operating costs
and expenses
2
11
General and administrative costs
62
56
N on-refundable payments received from shippers attributable to make-up rights (2)
34
19
Subsequent recognition of revenues attributable to make-up rights (3)
( 28
)
( 39
)
Total segment gross operating margin
$
2,264
$
2,303
(1)
Excludes amortization of major maintenance costs for reaction-based plants, which are a component of gross operating margin.
(2)
Since make-up rights entail a future performance obligation by the pipeline to the shipper, these receipts are recorded as deferred revenue for GAAP purposes; however, these receipts are included in gross operating margin in the period of receipt since they are nonrefundable to the shipper.
(3)
As deferred revenues attributable to make-up rights are subsequently recognized as revenue under GAAP, gross operating margin must be adjusted to remove such amounts to prevent duplication since the associated non-refundable payments were previously included in gross operating margin.
Gross operating margin by segment is calculated by subtracting segment operating costs and expenses from segment revenues, with both segment totals reflecting the adjustments noted in the preceding table, as applicable, and before the elimination of intercompany transactions. The following table presents gross operating margin by segment for the periods indicated:
For the Three Months
Ended March 31,
2022
2021
Gross operating margin by segment:
NGL Pipelines & Services
$
1,225
$
1,086
Crude Oil Pipelines & Services
415
400
Natural Gas Pipelines & Services
220
535
Petrochemical & Refined Products Services
404
282
Total segment gross operating margin
$
2,264
$
2,303
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Summarized Segment Financial Information
Information by business segment, together with reconciliations to amounts presented on, or included in, our Unaudited Condensed Statements of Consolidated Operations, is presented in the following table:
Reportable Business Segments
NGL
Pipelines
& Services
Crude Oil
Pipelines
& Services
Natural Gas
Pipelines
& Services
Petrochemical
& Refined
Products
Services
Adjustments
and
Eliminations
Consolidated
Total
Revenues from third parties:
Three months ended March 31, 2022
$
5,752
$
4,063
$
1,144
$
2,033
$
–
$
12,992
Three months ended March 31, 2021
3,581
2,157
1,584
1,819
–
9,141
Revenues from related parties:
Three months ended March 31, 2022
2
9
5
–
–
16
Three months ended March 31, 2021
3
8
3
–
–
14
Intersegment and intrasegment revenues:
Three months ended March 31, 2022
18,315
9,914
203
3,222
( 31,654
)
–
Three months ended March 31, 2021
13,089
7,420
146
6,234
( 26,889
)
–
Total revenues:
Three months ended March 31, 2022
24,069
13,986
1,352
5,255
( 31,654
)
13,008
Three months ended March 31, 2021
16,673
9,585
1,733
8,053
( 26,889
)
9,155
Equity in income of unconsolidated affiliates:
Three months ended March 31, 2022
34
81
2
–
–
117
Three months ended March 31, 2021
28
119
1
1
–
149
Segment revenues include intersegment and intrasegment transactions, which are generally based on transactions made at market-based rates. Our consolidated revenues reflect the elimination of intercompany transactions. Substantially all of our consolidated revenues are earned in the U.S. and derived from a wide customer base.
Information by business segment, together with reconciliations to our Unaudited Condensed Consolidated Balance Sheet totals, is presented in the following table:
Reportable Business Segments
NGL
Pipelines
& Services
Crude Oil
Pipelines
& Services
Natural Gas
Pipelines
& Services
Petrochemical
& Refined
Products
Services
Adjustments
and
Eliminations
Consolidated
Total
Property, plant and equipment, net:
(see Note 4)
At March 31, 2022
$
17,730
$
6,917
$
9,832
$
7,724
$
1,830
$
44,033
At December 31, 2021
17,202
6,974
8,560
7,736
1,616
42,088
Investments in unconsolidated affiliates:
(see Note 5)
At March 31, 2022
654
1,737
32
3
–
2,426
At December 31, 2021
656
1,738
31
3
–
2,428
Intangible assets, net: (see Note 6)
At March 31, 2022
893
1,840
1,245
123
–
4,101
At December 31, 2021
317
1,860
849
125
–
3,151
Goodwill: (see Note 6)
At March 31, 2022
2,811
1,841
–
956
–
5,608
At December 31, 2021
2,652
1,841
–
956
–
5,449
Segment assets:
At March 31, 2022
22,088
12,335
11,109
8,806
1,830
56,168
At December 31, 2021
20,827
12,413
9,440
8,820
1,616
53,116
22
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Supplemental Revenue and Expense Information
The following table presents additional information regarding our consolidated revenues and costs and expenses for the periods indicated:
For the Three Months
Ended March 31,
2022
2021
Consolidated revenues:
NGL Pipelines & Services
$
5,754
$
3,584
Crude Oil Pipelines & Services
4,072
2,165
Natural Gas Pipelines & Services
1,149
1,587
Petrochemical & Refined Products Services
2,033
1,819
Total consolidated revenues
$
13,008
$
9,155
Consolidated costs and expenses
Operating costs and expenses:
Cost of sales
$
10,098
$
6,263
Other operating costs and expenses (1)
757
715
Depreciation, amortization and accretion
526
498
Asset impairment charges
14
66
Net losses attributable to asset sales and related matters
2
11
General and administrative costs
62
56
Total consolidated costs and expenses
$
11,459
$
7,609
(1)
Represents the cost of operating our plants, pipelines and other fixed assets excluding depreciation, amortization and accretion charges; asset impairment charges; and net losses (or gains) attributable to asset sales and related matters.
Fluctuations in our product sales revenues and cost of sales amounts are explained in large part by changes in energy commodity prices. In general, higher energy commodity prices result in an increase in our revenues attributable to product sales; however, these higher commodity prices would also be expected to increase the associated cost of sales as purchase costs are higher. The same type of relationship would be true in the case of lower energy commodity sales prices and purchase costs.
23
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Note 11. Earnings Per Unit
The following table presents our calculation of basic and diluted earnings per common unit for the periods indicated:
For the Three Months
Ended March 31,
2022
2021
BASIC EARNINGS PER COMMON UNIT
Net income attributable to common unitholders
$
1,296
$
1,341
Earnings allocated to phantom unit awards (1)
( 11
)
( 11
)
Net income allocated to common unitholders
$
1,285
$
1,330
Basic weighted-average number of common units outstanding
2,178
2,183
Basic earnings per common unit
$
0.59
$
0.61
DILUTED EARNINGS PER COMMON UNIT
Net income attributable to common unitholders
$
1,296
$
1,341
Net income attributable to preferred units
1
1
Net income attributable to limited partners
$
1,297
$
1,342
Diluted weighted-average number of units outstanding:
Distribution-bearing common units
2,178
2,183
Phantom units (2)
19
17
Preferred units (2)
2
3
Total
2,199
2,203
Diluted earnings per common unit
$
0.59
$
0.61
(1)
Phantom units are considered participating securities for purposes of computing basic earnings per unit. See Note 13 for information regarding our phantom units.
(2)
We use the “if-converted method” to determine the potential dilutive effect of the vesting of phantom unit awards and the conversion of preferred units outstanding. See Note 13 for information regarding phantom unit awards. See Note 8 for information regarding preferred units.
Note 12. Business Combinations
On February 17, 2022, an affiliate of Enterprise acquired all of the member interests in Navitas Midstream Partners, LLC ("Navitas Midstream") for $ 3.2 billion in cash. We funded the cash consideration using proceeds from the issuance of short-term notes under our commercial paper program and cash on hand.
Navitas Midstream's assets (the “Midland Basin System”) include approximately 1,750 miles of pipelines and over 1.0 Bcf/d of cryogenic natural gas processing capacity. The acquired business expands our natural gas processing and NGL businesses to the Midland Basin in West Texas.
The acquisition of Navitas Midstream was accounted for under the acquisition method in accordance with ASC 805, Business Combinations . The preliminary allocation of purchase consideration was based upon the estimated fair value of the tangible and identifiable intangible assets acquired and liabilities assumed in the acquisition. The preliminary allocation was made to major categories of assets and liabilities based on management’s best estimates and supported by an independent third-party analysis.
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
The following table presents the preliminary fair value allocation of assets acquired and liabilities assumed in the acquisition at February 17, 2022 (the effective date of the acquisition). The allocation is provisional and subject to ongoing efforts to clarify the values assigned to tangible and identifiable intangible assets.
Purchase price for 100% interest in Navitas Midstream
$
3,231
Recognized amounts of identifiable assets acquired and liabilities assumed:
Assets acquired in business combination:
Current assets, including cash of $ 27 million
$
127
Property, plant and equipment
2,076
Contract-based intangible asset
989
Other assets
34
Total assets acquired
$
3,226
Liabilities assumed in business combination:
Current liabilities
$
( 114
)
Long-term liabilities
( 40
)
Total liabilities assumed
$
( 154
)
Total identifiable net assets
$
3,072
Goodwill
$
159
The estimated fair value of the acquired property, plant and equipment was determined using the cost approach. The fair value of property, plant and equipment primarily consisted of personal property of $ 1.6 billion, real property of $ 250 million and construction in progress of $ 171 million. See Note 4 for additional information regarding our property, plant and equipment.
The contract-based intangible asset represents the estimated value we assigned to the acquired long-term contracts with customers that dedicate future lease production to our system. The estimated fair value of the acquired contract-based intangible assets was determined using an income approach, specifically a discounted cash flow analysis. The fair value estimate incorporates Level 3 inputs including: (i) management’s long-term forecast of cash flows generated by the Midland Basin System based on the estimated economic life of the hydrocarbon resource basin served and resource depletion rates; and (ii) a discount rate of 15.5 % , which is based on a benchmarking analysis with reference to the implied rate of return on the Navitas Midstream acquisition and a market participant weighted average cost of capital. We will amortize the value assigned to this intangible asset using a units-of-production method. The estimated useful life of the acquired contract-based intangible asset is 30 years.
We recorded $ 159 million of goodwill in connection with this transaction. In general, we attribute this goodwill to our ability to leverage the acquired business with our existing NGL asset base to create future business opportunities.
The financial results for the processing activities of the acquired business will be reported under the NGL Pipelines & Services business segment and the gathering activities will be reported under the Natural Gas Pipelines & Services business segment.
The contribution of this newly acquired business to our consolidated revenues and net income was not material during the three months ended March 31, 2022. Additionally, acquisition related costs were not material during the three months ended March 31, 2022.
On a historical pro forma basis, our revenues, costs and expenses, operating income, net income attributable to common unitholders and earnings per unit for the three months ended March 31, 2022 and 2021 would not have differed materially from those we actually reported had the acquisition been completed on January 1, 2021 rather than February 17, 2022.
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Note 13. Equity-Based Awards
An allocated portion of the fair value of EPCO’s equity-based awards is charged to us under the ASA. The following table summarizes compensation expense we recognized in connection with equity-based awards for the periods indicated:
For the Three Months
Ended March 31,
2022
2021
Equity-classified awards:
Phantom unit awards
$
38
$
38
Profits interest awards
1
1
Total
$
39
$
39
The fair value of equity-classified awards is amortized to earnings over the requisite service or vesting period. Equity-classified awards are expected to result in the issuance of the Partnership’s common units upon vesting.
Phantom Unit Awards
Subject to customary forfeiture provisions, phantom unit awards allow recipients to acquire the Partnership’s common units once a defined vesting period expires (at no cost to the recipient apart from fulfilling required service and other conditions). The following table presents phantom unit award activity for the period indicated:
Number of
Units
Weighted-
Average Grant
Date Fair Value
per Unit (1)
Phantom unit awards at December 31, 2021
17,170,919
$
24.31
Granted (2)
7,948,380
$
24.10
Vested
( 5,891,941
)
$
25.20
Forfeited
( 181,820
)
$
23.95
Phantom unit awards at March 31, 2022
19,045,538
$
23.95
(1)
Determined by dividing the aggregate grant date fair value of awards (before an allowance for forfeitures) by the number of awards issued.
(2)
The aggregate grant date fair value of phantom unit awards issued during 2022 was $ 192 million based on a grant date market price of the Partnership’s common units ranging from $ 24.10 to $ 24.42 per unit. An estimated annual forfeiture rate of 2.0 % was applied to these awards.
Each phantom unit award includes a DER, which entitles the participant to nonforfeitable cash payments equal to the product of the number of phantom unit awards outstanding for the participant and the cash distribution per common unit paid by the Partnership to its common unitholders. Cash payments made in connection with DERs are charged to partners’ equity when the phantom unit award is expected to result in the issuance of common units; otherwise, such amounts are expensed.
The following table presents supplemental information regarding phantom unit awards for the periods indicated:
For the Three Months
Ended March 31,
2022
2021
Cash payments made in connection with DERs
$
8
$
7
Total intrinsic value of phantom unit awards that vested during period
141
113
For the EPCO group of companies, the unrecognized compensation cost associated with phantom unit awards was $ 284 million at March 31, 2022, of which our share of such cost is currently estimated to be $ 238 million. Due to the graded vesting provisions of these awards, we expect to recognize our share of the unrecognized compensation cost for these awards over a weighted-average period of 2.3 years.
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Profits Interest Awards
EPCO has two limited partnerships (referred to as “Employee Partnerships”) that serve as long-term incentive arrangements for key employees of EPCO by providing them a profits interest in one or more of the Employee Partnerships. At March 31, 2022 , our share of the total unrecognized compensation cost related to the Employee Partnerships was $ 8 million , which we expect to recognize over a weighted-average period of 1.7 years.
Note 14. Hedging Activities and Fair Value Measurements
In the normal course of our business operations, we are exposed to certain risks, including changes in interest rates and commodity prices. In order to manage risks associated with assets, liabilities and certain anticipated future transactions, we use derivative instruments such as futures, forward contracts, swaps, options and other instruments with similar characteristics. Substantially all of our derivatives are used for non-trading activities.
Interest Rate Hedging Activities
We may utilize interest rate swaps, forward-starting swaps, options to enter into forward-starting swaps (“swaptions”), and similar derivative instruments to manage our exposure to changes in interest rates charged on borrowings under certain consolidated debt agreements. This strategy may be used in controlling our overall cost of capital associated with such borrowings.
We do not have any interest rate derivative instruments outstanding at March 31, 2022.
Commodity Hedging Activities
The prices of natural gas, NGLs, crude oil, petrochemicals and refined products are subject to fluctuations in response to changes in supply and demand, market conditions and a variety of additional factors that are beyond our control. In order to manage such price risks, we enter into commodity derivative instruments such as physical forward contracts, futures contracts, fixed-for-float swaps and basis swaps.
At March 31, 2022, our predominant commodity hedging strategies consisted of (i) hedging anticipated future purchases and sales of commodity products associated with transportation, storage and blending activities, (ii) hedging natural gas processing margins and (iii) hedging the fair value of commodity products held in inventory.
27
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
The following table summarizes our portfolio of commodity derivative instruments outstanding at March 31, 2022 (volume measures as noted):
Volume (1)
Accounting
Derivative Purpose
Current (2)
Long-Term (2)
Treatment
Derivatives designated as hedging instruments:
Natural gas processing:
Forecasted natural gas purchases for plant thermal reduction (billion cubic feet (“Bcf”))
14.5
0.1
Cash flow hedge
Forecasted sales of NGLs (MMBbls)
1.1
n/a
Cash flow hedge
Octane enhancement:
Forecasted sales of octane enhancement products (MMBbls)
21.9
0.6
Cash flow hedge
Natural gas marketing:
Natural gas storage inventory management activities (Bcf)
1.4
n/a
Fair value hedge
NGL marketing:
Forecasted purchases of NGLs and related hydrocarbon products (MMBbls)
116.6
9.1
Cash flow hedge
Forecasted sales of NGLs and related hydrocarbon products (MMBbls)
117.2
2.6
Cash flow hedge
NGLs inventory management activities (MMBbls)
0.9
n/a
Fair value hedge
Crude oil marketing:
Forecasted purchases of crude oil (MMBbls)
3.9
n/a
Cash flow hedge
Forecasted sales of crude oil (MMBbls)
2.7
n/a
Cash flow hedge
Petrochemical marketing:
Forecasted purchases of petrochemical products (MMBbls)
0.1
n/a
Cash flow hedge
Forecasted sales of petrochemical products (MMBbls)
0.6
n/a
Cash flow hedge
Commercial energy:
Forecasted purchases of power related to asset operations (terawatt hours (“TWh”))
1.2
n/a
Cash flow hedge
Derivatives not designated as hedging instruments:
Natural gas risk management activities (Bcf) (3)
18.1
0.1
Mark-to-market
NGL risk management activities (MMBbls) (3)
46.4
8.7
Mark-to-market
Refined products risk management activities (MMBbls) (3)
3.4
n/a
Mark-to-market
Crude oil risk management activities (MMBbls) (3)
32.0
0.3
Mark-to-market
(1)
Volume for derivatives designated as hedging instruments reflects the total amount of volumes hedged whereas volume for derivatives not designated as hedging instruments reflects the absolute value of derivative notional volumes.
(2)
The maximum term for derivatives designated as cash flow hedges, derivatives designated as fair value hedges and derivatives not designated as hedging instruments is December 2023, May 2022 and December 2023, respectively.
(3)
Reflects the use of derivative instruments to manage risks associated with our transportation, processing and storage assets.
The carrying amount of our inventories subject to fair value hedges was $ 98 million and $ 102 million at March 31, 2022 and December 31, 2021, respectively.
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Tabular Presentation of Fair Value Amounts, and Gains and Losses on
Derivative Instruments and Related Hedged Items
The following table provides a balance sheet overview of our derivative assets and liabilities at the dates indicated:
Asset Derivatives
Liability Derivatives
March 31, 2022
December 31, 2021
March 31, 2022
December 31, 2021
Balance
Sheet
Location
Fair
Value
Balance
Sheet
Location
Fair
Value
Balance
Sheet
Location
Fair
Value
Balance
Sheet
Location
Fair
Value
Derivatives designated as hedging instruments
Commodity derivatives
Current assets
$
334
Current assets
$
195
Current
liabilities
$
349
Current
liabilities
$
212
Commodity derivatives
Other assets
5
Other assets
–
Other liabilities
3
Other liabilities
1
Total commodity derivatives
339
195
352
213
Total derivatives designated as hedging instruments
$
339
$
195
$
352
$
213
Derivatives not designated as hedging instruments
Commodity derivatives
Current assets
$
109
Current assets
$
42
Current
liabilities
$
111
Current
liabilities
$
42
Commodity derivatives
Other assets
3
Other assets
2
Other liabilities
8
Other liabilities
1
Total commodity derivatives
112
44
119
43
Total derivatives not designated as hedging instruments
$
112
$
44
$
119
$
43
Certain of our commodity derivative instruments are subject to master netting arrangements or similar agreements. The following tables present our derivative instruments subject to such arrangements at the dates indicated:
Offsetting of Financial Assets and Derivative Assets
Gross
Amounts of
Recognized
Assets
Gross
Amounts
Offset in the
Balance Sheet
Amounts
of Assets
Presented
in the
Balance Sheet
Gross Amounts Not Offset
in the Balance Sheet
Amounts That
Would Have
Been Presented
On Net Basis
Financial
Instruments
Cash
Collateral
Received
Cash
Collateral
Paid
(i)
(ii)
(iii) = (i) – (ii)
(iv)
(v) = (iii) + (iv)
As of March 31, 2022:
Commodity derivatives
$
451
$
–
$
451
$
( 449
)
$
–
$
–
$
2
As of December 31, 2021:
Commodity derivatives
$
239
$
–
$
239
$
( 233
)
$
–
$
–
$
6
Offsetting of Financial Liabilities and Derivative Liabilities
Gross
Amounts of
Recognized
Liabilities
Gross
Amounts
Offset in the
Balance Sheet
Amounts
of Liabilities
Presented
in the
Balance Sheet
Gross Amounts Not Offset
in the Balance Sheet
Amounts That
Would Have
Been Presented
On Net Basis
Financial
Instruments
Cash
Collateral
Received
Cash
Collateral
Paid
(i)
(ii)
(iii) = (i) – (ii)
(iv)
(v) = (iii) + (iv)
As of March 31, 2022:
Commodity derivatives
$
471
$
–
$
471
$
( 449
)
$
–
$
( 15
)
$
7
As of December 31, 2021:
Commodity derivatives
$
256
$
–
$
256
$
( 233
)
$
–
$
( 17
)
$
6
29
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Derivative assets and liabilities recorded on our Unaudited Condensed Consolidated Balance Sheets are presented on a gross-basis and determined at the individual transaction level. The tabular presentation above provides a means for comparing the gross amount of derivative assets and liabilities, excluding associated accounts payable and receivable, to the net amount that would likely be receivable or payable under a default scenario based on the existence of rights of offset in the respective derivative agreements. Any cash collateral paid or received is reflected in these tables, but only to the extent that it represents variation margins. Any amounts associated with derivative prepayments or initial margins that are not influenced by the derivative asset or liability amounts or those that are determined solely on their volumetric notional amounts are excluded from these tables.
The following tables present the effect of our derivative instruments designated as fair value hedges on our Unaudited Condensed Statements of Consolidated Operations for the periods indicated:
Derivatives in Fair Value
Hedging Relationships
Location
Gain (Loss) Recognized in
Income on Derivative
For the Three Months
Ended March 31,
2022
2021
Commodity derivatives
Revenue
$
( 65
)
$
( 120
)
Total
$
( 65
)
$
( 120
)
Derivatives in Fair Value
Hedging Relationships
Location
Gain (Loss) Recognized in
Income on Hedged Item
For the Three Months
Ended March 31,
2022
2021
Commodity derivatives
Revenue
$
21
$
170
Total
$
21
$
170
The gain (loss) corresponding to the hedge ineffectiveness on the fair value hedges was negligible for all periods presented. The remaining gain (loss) for each period presented is primarily attributable to prompt-to-forward month price differentials that were excluded from the assessment of hedge effectiveness.
The following tables present the effect of our derivative instruments designated as cash flow hedges on our Unaudited Condensed Statements of Consolidated Operations and Unaudited Condensed Statements of Consolidated Comprehensive Income for the periods indicated:
Derivatives in Cash Flow
Hedging Relationships
Change in Value Recognized in
Other Comprehensive Income (Loss)
on Derivative
For the Three Months
Ended March 31,
2022
2021
Interest rate derivatives
$
–
$
183
Commodity derivatives – Revenue (1)
( 121
)
( 442
)
Commodity derivatives – Operating costs and expenses (1)
22
( 19
)
Total
$
( 99
)
$
( 278
)
(1)
The fair value of these derivative instruments will be reclassified to their respective locations on the Unaudited Condensed Statement of Consolidated Operations when the forecasted transactions affect earnings.
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Derivatives in Cash Flow
Hedging Relationships
Location
Gain (Loss) Reclassified from
Accumulated Other
Comprehensive Income (Loss)
to Income
For the Three Months
Ended March 31,
2022
2021
Interest rate derivatives
Interest expense
$
( 8
)
$
( 8
)
Commodity derivatives
Revenue
( 39
)
( 597
)
Commodity derivatives
Operating costs and expenses
( 6
)
( 19
)
Total
$
( 53
)
$
( 624
)
Over the next twelve months, we expect to reclassify $ 16 million of losses attributable to interest rate derivative instruments from accumulated other comprehensive loss to earnings as an increase in interest expense. Likewise, we expect to reclassify $ 80 million of gains attributable to commodity derivative instruments from accumulated other comprehensive income to earnings, with $ 56 million as an increase in revenue and $ 24 million as a decrease in operating costs and expenses.
The following table presents the effect of our derivative instruments not designated as hedging instruments on our Unaudited Condensed Statements of Consolidated Operations for the periods indicated:
Derivatives Not Designated
as Hedging Instruments
Location
Gain (Loss) Recognized in
Income on Derivative
For the Three Months
Ended March 31,
2022
2021
Commodity derivatives
Revenue
$
43
$
( 43
)
Commodity derivatives
Operating costs and expenses
4
1
Total
$
47
$
( 42
)
The $ 47 million gain recognized for the three months ended March 31, 2022 (as noted in the preceding table) from derivatives not designated as hedging instruments consists of $ 57 million of realized gains and $ 10 million of net unrealized mark-to-market losses attributable to commodity derivatives.
Fair Value Measurements
The following tables set forth, by level within the Level 1, 2 and 3 fair value hierarchy, the carrying values of our financial assets and liabilities at the dates indicated. These assets and liabilities are measured on a recurring basis and are classified based on the lowest level of input used to estimate their fair value. Our assessment of the relative significance of such inputs requires judgment.
The values for commodity derivatives are presented before and after the application of Chicago Mercantile Exchange (“CME”) Rule 814, which deems that financial instruments cleared by the CME are settled daily in connection with variation margin payments. As a result of this exchange rule, CME-related derivatives are considered to have no fair value at the balance sheet date for financial reporting purposes; however, the derivatives remain outstanding and subject to future commodity price fluctuations until they are settled in accordance with their contractual terms. Derivative transactions cleared on exchanges other than the CME (e.g., the Intercontinental Exchange or ICE) continue to be reported on a gross basis.
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
At March 31, 2022
Fair Value Measurements Using
Quoted Prices
in Active
Markets for
Identical Assets
and Liabilities
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Total
Financial assets:
Commodity derivatives:
Value before application of CME Rule 814
$
357
$
2,076
$
1
$
2,434
Impact of CME Rule 814
( 327
)
( 1,656
)
–
( 1,983
)
Total commodity derivatives
30
420
1
451
Total
$
30
$
420
$
1
$
451
Financial liabilities:
Commodity derivatives:
Value before application of CME Rule 814
$
578
$
1,746
$
1
$
2,325
Impact of CME Rule 814
( 546
)
( 1,308
)
–
( 1,854
)
Total commodity derivatives
32
438
1
471
Total
$
32
$
438
$
1
$
471
At December 31, 2021
Fair Value Measurements Using
Quoted Prices
in Active
Markets for
Identical Assets
and Liabilities
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Total
Financial assets:
Commodity derivatives:
Value before application of CME Rule 814
$
122
$
1,110
$
–
$
1,232
Impact of CME Rule 814
( 122
)
( 871
)
–
( 993
)
Total commodity derivatives
–
239
–
239
Total
$
–
$
239
$
–
$
239
Financial liabilities:
Commodity derivatives:
Value before application of CME Rule 814
$
199
$
1,001
$
–
$
1,200
Impact of CME Rule 814
( 199
)
( 745
)
–
( 944
)
Total commodity derivatives
–
256
–
256
Total
$
–
$
256
$
–
$
256
In the aggregate, the fair value of our commodity hedging portfolios at March 31, 2022 was a net derivative asset of $ 109 million prior to the impact of CME Rule 814.
Financial assets and liabilities recorded on the balance sheet at March 31, 2022 using significant unobservable inputs (Level 3) are not material to the Unaudited Condensed Consolidated Financial Statements.
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Other Fair Value Information
The carrying amounts of cash and cash equivalents (including restricted cash balances), accounts receivable, commercial paper notes and accounts payable approximate their fair values based on their short-term nature. The estimated total fair value of our fixed-rate debt obligations was $ 28.9 billion and $ 33.5 billion at March 31, 2022 and December 31, 2021, respectively. The aggregate carrying value of these debt obligations was $ 28.2 billion and $ 29.6 billion at March 31, 2022 and December 31, 2021, respectively. These values are primarily based on quoted market prices for such debt or debt of similar terms and maturities (Level 2) and our credit standing. Changes in market rates of interest affect the fair value of our fixed-rate debt. The carrying values of our variable-rate long-term debt obligations approximate their fair values since the associated interest rates are market-based. We do not have any long-term investments in debt or equity securities recorded at fair value.
Note 15. Related Party Transactions
The following table summarizes our related party transactions for the periods indicated:
For the Three Months
Ended March 31,
2022
2021
Revenues – related parties:
Unconsolidated affiliates
$
16
$
14
Costs and expenses – related parties:
EPCO and its privately held affiliates
$
291
$
292
Unconsolidated affiliates
61
67
Total
$
352
$
359
The following table summarizes our related party accounts receivable and accounts payable balances at the dates indicated:
March 31,
2022
December 31,
2021
Accounts receivable - related parties:
EPCO and its privately held affiliates
$
1
$
1
Unconsolidated affiliates
22
20
Total
$
23
$
21
Accounts payable - related parties:
EPCO and its privately held affiliates
$
42
$
151
Unconsolidated affiliates
20
16
Total
$
62
$
167
We believe that the terms and provisions of our related party agreements are fair to us; however, such agreements and transactions may not be as favorable to us as we could have obtained from unaffiliated third parties.
Relationship with EPCO and Affiliates
We have an extensive and ongoing relationship with EPCO and its privately held affiliates (including Enterprise GP, our general partner), which are not a part of our consolidated group of companies.
At March 31, 2022, EPCO and its privately held affiliates (including Dan Duncan LLC and certain Duncan family trusts) beneficially owned the following limited partner interests in us:
Total Number of Limited Partner Interests Held
Percentage of
Common Units
Outstanding
702,377,022 common units
32.2 %
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Of the total number of Partnership common units held by EPCO and its privately held affiliates, 92,976,464 have been pledged as security under the separate credit facilities of EPCO and its privately held affiliates at March 31, 2022. These credit facilities contain customary and other events of default, including defaults by us and other affiliates of EPCO. An event of default, followed by a foreclosure on the pledged collateral, could ultimately result in a change in ownership of these units and affect the market price of the Partnership’s common units.
The Partnership and Enterprise GP are both separate legal entities apart from each other and apart from EPCO and its other affiliates, with assets and liabilities that are also separate from those of EPCO and its other affiliates. EPCO and its privately held affiliates depend on the cash distributions they receive from us and other investments to fund their other activities and to meet their respective debt obligations. During the three months ended March 31, 2022 and 2021, we paid EPCO and its privately held affiliates cash distributions totaling $ 316 million and $ 306 million, respectively.
We have no employees. All of our administrative and operating functions are provided either by employees of EPCO (pursuant to the ASA) or by other service providers. We and our general partner are parties to the ASA. The following table presents our related party costs and expenses attributable to the ASA with EPCO for the periods indicated:
For the Three Months
Ended March 31,
2022
2021
Operating costs and expenses
$
251
$
255
General and administrative expenses
36
33
Total costs and expenses
$
287
$
288
We lease office space from privately held affiliates of EPCO at rental rates that approximate market rates. For each of the three months ended March 31, 2022 and 2021 , we recognized $ 3 million of related party operating lease expense in connection with these office space leases.
Note 16. Income Taxes
The following table presents the components of our consolidated provision for income taxes for the periods indicated (dollars in millions):
For the Three Months
Ended March 31,
2022
2021
Deferred tax expense attributable to
OTA Holdings, Inc. (“OTA”)
$
( 7
)
$
( 6
)
Revised Texas Franchise Tax (“Texas Margin Tax”)
( 12
)
( 3
)
Other
–
( 1
)
Provision for income taxes
$
( 19
)
$
( 10
)
Our federal, state and foreign income tax benefit (provision) is summarized below:
For the Three Months
Ended March 31,
2022
2021
Current portion of income tax benefit (provision):
Federal
$
–
$
1
State
( 10
)
( 5
)
Foreign
–
( 1
)
Total current portion
( 10
)
( 5
)
Deferred portion of income tax benefit (provision):
Federal
( 7
)
( 6
)
State
( 2
)
1
Total deferred portion
( 9
)
( 5
)
Total provision for income taxes
$
( 19
)
$
( 10
)
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
A reconciliation of the provision for income taxes with amounts determined by applying the statutory U.S. federal income tax rate to income before income taxes is as follows:
For the Three Months
Ended March 31,
2022
2021
Pre-Tax Net Book Income (“NBI”)
$
1,350
$
1,373
Texas Margin Tax (1)
( 12
)
( 3
)
State income tax provision, net of federal benefit
–
( 1
)
Federal income tax provision computed by applying the federal
statutory rate to NBI of corporate entities
( 3
)
( 3
)
Valuation allowance (2)
( 4
)
( 3
)
Provision for income taxes
$
( 19
)
$
( 10
)
Effective income tax rate
( 1.4
)%
( 0.7
)%
(1)
Although the Texas Margin Tax is not considered a state income tax, it has the characteristics of an income tax since it is determined by applying a tax rate to a base that considers our Texas-sourced revenues and expenses.
(2)
Management believes that it is more likely than not that the net deferred tax assets attributable to OTA will not be fully realizable. Accordingly, we provided for a valuation allowance against OTA’s net deferred tax assets.
The following table presents the significant components of deferred tax assets and deferred tax liabilities at the dates indicated:
March 31,
December 31,
2022
2021
Deferred tax liabilities:
Attributable to investment in OTA
$
391
$
384
Attributable to property, plant and equipment
120
118
Attributable to investments in other entities
5
5
Other
36
14
Total deferred tax liabilities
552
521
Deferred tax assets:
Net operating loss carryovers (1)
4
14
Temporary differences related to Texas Margin Tax
3
3
Total deferred tax assets
7
17
Valuation allowance
4
14
Total deferred tax assets, net of valuation allowance
3
3
Total net deferred tax liabilities
$
549
$
518
(1)
The loss amount presented as of March 31, 2022 has an indefinite carryover period. All losses are subject to limitations on their utilization.
Note 17. Commitments and Contingent Liabilities
Litigation
As part of our normal business activities, we may be named as defendants in legal proceedings, including those arising from regulatory and environmental matters. Although we are insured against various risks to the extent we believe it is prudent, there is no assurance that the nature and amount of such insurance will be adequate, in every case, to fully indemnify us against losses arising from future legal proceedings. We will vigorously defend the Partnership in litigation matters.
There were no accruals for litigation contingencies at March 31, 2022. Our accruals for litigation contingencies were immaterial at December 31, 2021. We have classified our accruals for litigation contingencies in our Unaudited Condensed Consolidated Balance Sheets as a component of “Other current liabilities” or “Other long-term liabilities” based on management’s estimate regarding the timing of settlement.
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
PDH 1 Litigation
In July 2013, we executed a contract with Foster Wheeler USA Corporation (“Foster Wheeler”) pursuant to which Foster Wheeler was to serve as the general contractor responsible for the engineering, procurement, construction and installation of our first propane dehydrogenation facility (“PDH 1”). In November 2014, Foster Wheeler was acquired by an affiliate of AMEC plc to form Amec Foster Wheeler plc, and Foster Wheeler is now known as Amec Foster Wheeler USA Corporation (“AFW”). In December 2015, Enterprise and AFW entered into a transition services agreement under which AFW was partially terminated from the PDH 1 project. In December 2015, Enterprise engaged a second contractor, Optimized Process Designs LLC, to complete the construction and installation of PDH 1.
On September 2, 2016, we terminated AFW for cause and filed a lawsuit in the 151st Judicial Civil District Court of Harris County, Texas against AFW and its parent company, Amec Foster Wheeler plc, asserting claims for breach of contract, breach of warranty, fraudulent inducement, string-along fraud, gross negligence, professional negligence, negligent misrepresentation and attorneys’ fees. Trial for the case began on April 19, 2022. We intend to diligently prosecute these claims and seek all direct, consequential, and exemplary damages to which we may be entitled.
Contractual Obligations
Scheduled Maturities of Debt
We have long-term and short-term payment obligations under debt agreements. In total, the principal amount of our consolidated debt obligations were $ 29.8 billion at March 31, 2022 and December 31, 2021. See Note 7 for additional information regarding our scheduled future maturities of debt principal.
Lease Accounting Matters
There has been no significant change in our operating lease obligations since those disclosed in the 2021 Form 10-K.
The following table presents information regarding operating leases where we are the lessee at March 31, 2022:
Asset Category
ROU
Asset
Carrying
Value (1)
Lease
Liability
Carrying
Value (2)
Weighted-
Average
Remaining
Term
Weighted-
Average
Discount
Rate (3)
Storage and pipeline facilities
$
184
$
184
11 years
3.5 %
Transportation equipment
20
22
3 years
2.7 %
Office and warehouse space
164
195
15 years
2.9 %
Total
$
368
$
401
(1)
Right-of-use (“ROU”) asset amounts are a component of “Other assets” on our Unaudited Condensed Consolidated Balance Sheet.
(2)
At March 31, 2022, lease liabilities of $ 51 million and $ 350 million were included within “Other current liabilities” and “Other long-term liabilities,” respectively.
(3)
The discount rate for each category of assets represents the weighted average of either (i) the implicit rate applicable to the underlying leases (where determinable) or (ii) our incremental borrowing rate adjusted for collateralization (if the implicit rate is not determinable). In general, the discount rates are based on either information available at the lease commencement date or January 1, 2019 for leases existing at the adoption date for ASC 842, Leases .
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ENTERPRISE PRODUCTS PARTNERS L.P.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
The following table disaggregates our total operating lease expense for the periods indicated :
For the Three Months
Ended March 31,
2022
2021
Long-term operating leases:
Fixed lease expense:
Non-cash lease expense (amortization of ROU assets)
$
13
$
9
Related accretion expense on lease liability balances
3
3
Total fixed lease expense
16
12
Variable lease expense
–
1
Subtotal operating lease expense
16
13
Short-term operating leases
17
13
Total operating lease expense
$
33
$
26
Cash payments attributable to operating lease liabilities were $ 12 million and $ 9 million for the three months ended March 31, 2022 and 2021, respectively.
Operating lease income for each of the three months ended March 31, 2022 and 2021 was $ 3 million.
Purchase Obligations
We have contractual future product purchase commitments for natural gas, NGLs, crude oil, petrochemicals and refined products representing enforceable and legally binding agreements as of the reporting date. Our product purchase commitments increased from $ 18.8 billion at December 31, 2021 to $ 25.9 billion at March 31, 2022 primarily due to an increase in crude oil and NGL prices between the two reporting dates.
Note 18. Supplemental Cash Flow Information
The following table provides information regarding the net effect of changes in our operating accounts and cash payments for interest and income taxes for the periods indicated:
For the Three Months
Ended March 31,
2022
2021
Decrease (increase) in:
Accounts receivable – trade
$
( 1,934
)
$
( 1,215
)
Accounts receivable – related parties
( 3
)
( 2
)
Inventories
65
( 96
)
Prepaid and other current assets
948
158
Other assets
29
2
Increase (decrease) in:
Accounts payable – trade
216
84
Accounts payable – related parties
( 105
)
( 64
)
Accrued product payables
2,371
1,592
Accrued interest
( 232
)
( 231
)
Other current liabilities
( 1,132
)
( 160
)
Other long-term liabilities
( 32
)
31
Net effect of changes in operating accounts
$
191
$
99
Cash payments for interest, net of $ 17 and $ 20 capitalized during the
three months ended March 31, 2022 and 2021 , respectively
$
540
$
541
Cash refunds for federal and state income taxes
$
( 14
)
$
( 5
)
We incurred liabilities for construction in progress that had not been paid at March 31, 2022 and December 31, 2021 of $ 138 million and $ 183 million, respectively. Such amounts are not included under the caption “Capital expenditures” on the Unaudited Condensed Statements of Consolidated Cash Flows.
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.