9 unchanged sentences
Unregistered sales of equity securities and use of proceeds.
−Removed: Under the Exchange Agreement, WES issued 9,060,641 general partner units to the general partner.
−Removed: See Note 1—Summary of Significant Accounting Policies in the Notes to Consolidated Financial Statements under Part II , Item 8 of this Form 10-K .
+Added: Under the Exchange Agreement, WES issued 9,060,641 general partner units to the general partner in 2019.
+Added: See Note 1—Summary of Significant Accounting Policies and Basis of Presentation in the Notes to Consolidated Financial Statements under Part II, Item 8 of this Form 10-K.
Securities authorized for issuance under equity compensation plans.
−Removed: Our general partner has the authority to grant equity compensation awards under the Western Gas Partners, LP 2017 Long-Term Incentive Plan (assumed by us in connection with the Merger) and the Western Gas Equity Partners, LP 2012 Long-Term Incentive Plan (collectively referred to as the “LTIPs”) to our independent directors, executive officers, and Occidental employees performing services for us from time to time.
+Added: Our general partner has the authority to grant equity compensation awards under the Western Gas Equity Partners, LP 2012 Long-Term Incentive Plan (“WES LTIP”) and the Western Gas Partners, LP 2017 Long-Term Incentive Plan (assumed by us in connection with the Merger) to our independent directors, executive officers, and employees.
+Added: The WES LTIP permits the issuance of up to 3,000,000 units, of which 2,823,967 units remained available for future issuance as of December 31, 2020.
The Western Gas Partners, LP 2017 Long-Term Incentive Plan permits the issuance of up to 3,431,251 units, of which 3,431,251 units remained available for future issuance as of December 31, 2020.
−Removed: The Western Gas Equity Partners, LP 2012 Long-Term Incentive Plan permits the issuance of up to 3,000,000 units, of which 2,911,985 units remained available for future issuance as of December 31, 2019 .
−Removed: Phantom unit grants under the LTIPs have been made to each of the independent directors of our general partner.
Read the information under Part III, Item 12 of this Form 10-K, which is incorporated by reference into this Item 5.
+Added: See Note 15—Equity-Based Compensation in the Notes to Consolidated Financial Statements under Part II, Item 8 of this Form 10-K.
+Added: Purchases of equity securities by the issuer and affiliated persons.
+Added: The following table sets forth information with respect to repurchases made by WES of its common units in the open market under the Purchase Program during the fourth quarter of 2020:
+Added: Period Total number of units purchased Average price paid per unit Total number of units purchased as part of publicly announced plans or programs (1)
+Added: Approximate dollar value of units that may yet be purchased under the plans or programs (1)
+Added: October 1-31, 2020 — $ — — $ 250,000,000
+Added: November 1-30, 2020 870,369 13.28 870,369 238,445,000
+Added: December 1-31, 2020 1,498,342 14.00 1,498,342 217,466,000
+Added: Total 2,368,711 13.73 2,368,711
+Added: ______________________________________________________________________________________
+Added: (1) In November 2020, WES announced the $250.0 million Purchase Program that will extend through December 31, 2021.
+Added: See Note 5—Equity and Partners’ Capital in the Notes to Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for additional details.
SELECTED INFORMATION FROM OUR PARTNERSHIP AGREEMENT
1 unchanged sentence
Available cash.
−Removed: Our partnership agreement requires us to distribute all of our available cash (as defined in our partnership agreement) to unitholders of record on the applicable record date within 55 days following each quarter’s end.
−Removed: The amount of available cash (as defined in the partnership agreement) generally is all cash on hand at the end of the quarter, plus, at the discretion of the general partner, working capital borrowings made subsequent to the end of such quarter, less the amount of cash reserves established by the general partner to provide for the proper conduct of our business, including reserves to fund future capital expenditures;
+Added: Under our partnership agreement, we distribute all of our available cash (beyond proper reserves as defined in our partnership agreement) to unitholders of record on the applicable record date within 55 days following each quarter’s end.
+Added: The amount of available cash generally is all cash on hand at the end of the quarter, plus, at the discretion of the general partner, working capital borrowings made subsequent to the end of such quarter, less the amount of cash reserves established by the general partner to provide for the proper conduct of our business, including reserves to fund future capital expenditures;
to comply with applicable laws, debt instruments, or other agreements;
3 unchanged sentences
General partner interest.
−Removed: Our general partner owns a 2.0% general partner interest in us, which entitles it to receive cash distributions.
+Added: As of December 31, 2020, our general partner owned a 2.1% general partner interest in us, which entitles it to receive cash distributions.
Our general partner may own our common units or other equity securities and would be entitled to receive cash distributions on any such interests.
−Removed: Selected Financial and Operating Data
−Removed: The following Summary Financial Information tables show the selected financial and operating data of WES and WES Operating, which are derived from the respective consolidated financial statements for the periods and as of the dates indicated.
−Removed: Our consolidated financial statements include the consolidated financial results of WES Operating.
−Removed: The Partnership’s assets include assets owned and ownership interests accounted for by us under the equity method of accounting, through our 98% partnership interest in WES Operating, as of December 31, 2019 (see Note 10—Equity Investments in the Notes to Consolidated Financial Statements under Part II , Item 8 of this Form 10-K ).
−Removed: We also own and control the entire non-economic general partner interest in WES Operating GP, and our general partner is owned by Occidental;
−Removed: therefore, prior asset acquisitions from Anadarko were classified as transfers of net assets between entities under common control.
−Removed: As such, assets acquired from Anadarko initially were recorded at Anadarko’s historic carrying value, which did not equate to the total acquisition price paid by us.
−Removed: Further, subsequent to asset acquisitions from Anadarko, we were required to recast our financial statements to include the activities of acquired assets from the date of common control.
−Removed: For reporting periods that required recast, the consolidated financial statements for periods prior to the acquisition of assets from Anadarko were prepared from Anadarko’s historical cost-basis accounts and may not be necessarily indicative of the actual results of operations that would have occurred if we had owned the assets during the periods reported.
−Removed: For ease of reference, we refer to the historical financial results of the Partnership’s assets prior to the acquisitions from Anadarko as being “our” historical financial results.
−Removed: Occidental Merger.
−Removed: On August 8, 2019, Anadarko, the indirect general partner and majority unitholder of WES, was acquired by Occidental pursuant to the Occidental Merger.
−Removed: Acquisitions.
−Removed: The following table presents the acquisitions completed by us for the periods presented in the Summary Financial Information table below.
−Removed: Our consolidated financial statements include the combined financial results and operations for:
−Removed: (i) affiliate acquisitions for all periods presented and (ii) third-party acquisitions since the acquisition date.
−Removed: Acquisition Date
−Removed: Percentage Acquired
−Removed: Affiliate or Third-party Acquisition
−Removed: Springfield system
−Removed: DBJV system (1)
−Removed: Whitethorn LLC (2)
−Removed: Cactus II (2)
−Removed: Red Bluff Express (2)
−Removed: See Property exchange below.
−Removed: See Note 3—Acquisitions and Divestitures in the Notes to Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for additional details.
−Removed: Acquisition of AMA.
−Removed: In February 2019, WES Operating acquired AMA from Anadarko.
−Removed: See Note 3—Acquisitions and Divestitures under Part II , Item 8 of this Form 10-K for further information.
−Removed: Property exchange.
−Removed: In March 2017, we acquired the Additional DBJV System Interest from a third party in exchange for the Non-Operated Marcellus Interest and $155.0 million of cash consideration.
−Removed: We previously held a 50% interest in, and operated, the DBJV system.
−Removed: Divestitures.
−Removed: In December 2018, the Newcastle system in Northeast Wyoming was sold to a third party.
−Removed: In June 2017, the Helper and Clawson systems, located in Utah, were sold to a third party.
−Removed: In October 2016, the Hugoton system, located in Southwest Kansas and Oklahoma, was sold to a third party.
−Removed: In July 2015, the Dew and Pinnacle systems in East Texas were sold to a third party.
−Removed: The information in the following tables should be read in conjunction with the Consolidated Financial Statements and Notes to Consolidated Financial Statements , which are included under Part II, Item 8 of this Form 10-K, and with the information under the captions Items Affecting the Comparability of Our Financial Results , How We Evaluate Our Operations , and Results of Operations under Part II, Item 7 of this Form 10-K.
−Removed: The following table presents selected financial and operating data for WES:
−Removed: Summary Financial Information
−Removed: thousands except per-unit data, throughput, per-Mcf Adjusted gross margin, and per-Bbl Adjusted gross margin
−Removed: Statement of Operations Data (for the year ended):
−Removed: Total revenues and other
−Removed: Cost of product
−Removed: Operating income (loss)
−Removed: Net income (loss)
−Removed: Net income (loss) attributable to noncontrolling interests
−Removed: Net income (loss) attributable to Western Midstream Partners, LP
−Removed: Net income (loss) per common unit – basic and diluted
−Removed: Distributions per unit
−Removed: Balance Sheet Data (at year end):
−Removed: Total long-term liabilities
−Removed: Total equity and partners’ capital
−Removed: Cash Flow Data (for the year ended):
−Removed: Net cash flows provided by (used in):
−Removed: Operating activities
−Removed: Investing activities
−Removed: Financing activities
−Removed: Capital expenditures
−Removed: Throughput for natural-gas assets (MMcf/d):
−Removed: Total throughput
−Removed: Throughput attributable to noncontrolling interests (1)
−Removed: Total throughput attributable to WES for natural-gas assets
−Removed: Throughput for crude-oil, NGLs, and produced-water assets (MBbls/d)
−Removed: Total throughput
−Removed: Throughput attributable to noncontrolling interests (1)
−Removed: Total throughput attributable to WES for crude-oil, NGLs, and produced-water assets
−Removed: Key Performance Metrics (for the year ended):
−Removed: Adjusted gross margin for natural-gas assets
−Removed: Adjusted gross margin for crude-oil, NGLs, and produced-water assets
−Removed: Per-Mcf Adjusted gross margin for natural-gas assets
−Removed: Per-Bbl Adjusted gross margin for crude-oil, NGLs, and produced-water assets
−Removed: Adjusted EBITDA
−Removed: Distributable cash flow
−Removed: For all periods presented, includes (i) the 25% third-party interest in Chipeta and (ii) the 2.0% Occidental subsidiary-owned limited partner interest in WES Operating, which collectively represent WES’s noncontrolling interests as of December 31, 2019 .
−Removed: For a discussion of the impact to noncontrolling interests as a result of the Merger closing, see Noncontrolling interests within Note 1—Summary of Significant Accounting Policies in the Notes to Consolidated Financial Statements under Part II , Item 8 of this Form 10-K .
−Removed: Adjusted gross margin, Adjusted EBITDA, and Distributable cash flow are not defined in GAAP.
−Removed: For definitions and reconciliations of these non-GAAP financial measures to their most directly comparable financial measure calculated and presented in accordance with GAAP, see How We Evaluate Our Operations under Part II, Item 7 of this Form 10-K.
−Removed: The following table presents selected financial data for WES Operating:
−Removed: Summary Financial Information
−Removed: thousands except per-unit data
−Removed: Statement of Operations Data (for the year ended):
−Removed: Total revenues and other
−Removed: Cost of product
−Removed: Operating income (loss)
−Removed: Net income (loss)
−Removed: Net income (loss) attributable to noncontrolling interest
−Removed: Net income (loss) attributable to Western Midstream Operating, LP
−Removed: Net income (loss) per common unit – basic and diluted
−Removed: Distributions per unit
−Removed: Balance Sheet Data (at year end):
−Removed: Total long-term liabilities
−Removed: Total equity and partners’ capital
−Removed: Cash Flow Data (for the year ended):
−Removed: Net cash flows provided by (used in):
−Removed: Operating activities
−Removed: Investing activities
−Removed: Financing activities
−Removed: Capital expenditures
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.