Energy Transfer Equity, L.P. (NYSE:ETE) (“ETE” or the
“Partnership”) today reported financial results for the quarter ended
June 30, 2014.
Distributable Cash Flow, as adjusted, for the three months ended
June 30, 2014 was $218 million compared to $180 million for the three
months ended June 30, 2013, an increase of $38 million. ETE’s net income
attributable to partners was $164 million for the three months ended
June 30, 2014 compared to $127 million for the three months ended
June 30, 2013, an increase of $37 million.
Distributable Cash Flow, as adjusted, for the six months ended June 30,
2014 was $417 million compared to $358 million for the six months ended
June 30, 2013, an increase of $59 million. ETE’s net income attributable
to partners was $332 million for the six months ended June 30, 2014
compared to $217 million for the six months ended June 30, 2013, an
increase of $115 million.
The Partnership’s key accomplishments during or subsequent to the second
quarter include the following:
-
In April, ETE amended its Senior Secured Term Loan Agreement to
increase the aggregate principal amount to $1.4 billion and used the
proceeds from this $400 million increase to repay borrowings under our
revolving credit facility and for general partnership purposes.
-
From January through May, ETE completed its repurchase of ETE common
units under its $1 billion common unit buyback program.
-
In May, ETE issued $700 million aggregate principal amount of its
5.875% senior notes due 2024 in a private placement.
-
In June, a wholly-owned subsidiary of ETE purchased 14.4 million
Regency Energy Partners LP (“Regency”) common units for approximately
$400 million. In July, a wholly-owned subsidiary of ETE purchased an
additional 16.5 million Regency common units for approximately $400
million. Subsequent to these purchases, ETE and ETP together own
approximately 24% of the limited partner interest in Regency.
-
In July, ETE’s Board of Directors approved its seventh consecutive
increase in its quarterly distribution to $0.38 per unit ($1.52
annualized) on ETE common units for the quarter ended June 30, 2014.
Based on the increased distribution rate, ETE’s distribution coverage
ratio was 1.06x for the quarter.
The Partnership has scheduled a conference call for 8:30 a.m. Central
Time, Thursday, August 7, 2014 to discuss its second quarter 2014
results. The conference call will be broadcast live via an internet web
cast, which can be accessed through www.energytransfer.com
and will also be available for replay on the Partnership’s website for a
limited time.
The Partnership’s principal sources of cash flow are the distributions
it receives related to its direct and indirect investments in Energy
Transfer Partners, L.P. (“ETP”) and Regency, including 100% of ETP’s and
Regency’s general partner interest and incentive distribution rights,
ETP common units, Regency common units, ETP Class H Units, and the
Partnership’s ownership of Trunkline LNG Company, LLC (“Trunkline LNG”).
The Partnership’s primary cash requirements are for general and
administrative expenses, debt service requirements and distributions to
its partners.
Energy Transfer Equity, L.P. (NYSE:ETE) is a master
limited partnership which owns the general partner and 100% of the
incentive distribution rights (IDRs) of Energy Transfer Partners, L.P.
(NYSE: ETP), approximately 30.8 million ETP common units, and
approximately 50.2 million ETP Class H Units, which track 50% of the
underlying economics of the general partner interest and IDRs of Sunoco
Logistics Partners L.P. (NYSE: SXL). ETE also owns the general partner
and 100% of the IDRs of Regency Energy Partners LP (NYSE: RGP) and
approximately 57.2 million RGP common units. On a consolidated basis,
ETE’s family of companies owns and operates approximately 71,000 miles
of natural gas, natural gas liquids, refined products, and crude oil
pipelines. For more information, visit the Energy Transfer Equity, L.P.
web site at www.energytransfer.com.
Energy Transfer Partners, L.P. (NYSE:ETP) is a master
limited partnership owning and operating one of the largest and most
diversified portfolios of energy assets in the United States. ETP
currently owns and operates approximately 35,000 miles of natural gas
and natural gas liquids pipelines. ETP owns 100% of Panhandle Eastern
Pipe Line Company, LP (the successor of Southern Union Company) and
Sunoco, Inc., and a 70% interest in Lone Star NGL LLC, a joint venture
that owns and operates natural gas liquids storage, fractionation and
transportation assets. ETP also owns the general partner, 100% of the
incentive distribution rights, and approximately 67.1 million common
units in Sunoco Logistics Partners L.P. (NYSE: SXL), which operates a
geographically diverse portfolio of crude oil and refined products
pipelines, terminalling and crude oil acquisition and marketing assets.
ETP’s general partner is owned by ETE. For more information, visit the
Energy Transfer Partners, L.P. web site at www.energytransfer.com.
Regency Energy Partners LP (NYSE: RGP) is a
growth-oriented, midstream energy partnership engaged in the gathering
and processing, contract compression, treating and transportation of
natural gas and the transportation, fractionation and storage of natural
gas liquids. RGP also holds a 30% interest in Lone Star NGL LLC, a joint
venture that owns and operates natural gas liquids storage,
fractionation, and transportation assets in Texas, Louisiana and
Mississippi. Regency’s general partner is owned by Energy Transfer
Equity, L.P. (NYSE: ETE). For more information, visit the Regency Energy
Partners LP web site at www.regencyenergy.com.
Sunoco Logistics Partners L.P. (NYSE:SXL), headquartered in
Philadelphia, is a master limited partnership that owns and operates a
logistics business consisting of a geographically diverse portfolio of
complementary crude oil and refined product pipeline, terminalling, and
acquisition and marketing assets. SXL’s general partner is owned by
Energy Transfer Partners, L.P. (NYSE: ETP). For more information, visit
the Sunoco Logistics Partners, L.P. web site at www.sunocologistics.com.
Forward-Looking Statements
This press release may include certain statements concerning
expectations for the future that are forward-looking statements as
defined by federal law. Such forward-looking statements are subject to a
variety of known and unknown risks, uncertainties, and other factors
that are difficult to predict and many of which are beyond management’s
control. An extensive list of factors that can affect future results are
discussed in the Partnership’s Annual Reports on Form 10-K and other
documents filed from time to time with the Securities and Exchange
Commission. The Partnership undertakes no obligation to update or revise
any forward-looking statement to reflect new information or events.
The information contained in this press release is available on our web
site at www.energytransfer.com.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ENERGY TRANSFER EQUITY, L.P. AND
SUBSIDIARIES
|
CONDENSED CONSOLIDATED BALANCE SHEETS
|
(In millions)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
June 30, 2014
|
|
|
December 31, 2013
|
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CURRENT ASSETS
|
|
|
$
|
7,652
|
|
|
$
|
6,536
|
|
|
|
|
|
|
|
PROPERTY, PLANT AND EQUIPMENT, net
|
|
|
|
35,118
|
|
|
|
30,682
|
|
|
|
|
|
|
|
ADVANCES TO AND INVESTMENTS IN UNCONSOLIDATED AFFILIATES
|
|
|
|
3,686
|
|
|
|
4,014
|
NON-CURRENT PRICE RISK MANAGEMENT ASSETS
|
|
|
|
—
|
|
|
|
18
|
GOODWILL
|
|
|
|
6,230
|
|
|
|
5,894
|
INTANGIBLE ASSETS, net
|
|
|
|
5,072
|
|
|
|
2,264
|
OTHER NON-CURRENT ASSETS, net
|
|
|
|
857
|
|
|
|
922
|
Total assets
|
|
|
$
|
58,615
|
|
|
$
|
50,330
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CURRENT LIABILITIES
|
|
|
$
|
8,222
|
|
|
$
|
6,500
|
|
|
|
|
|
|
|
LONG-TERM DEBT, less current maturities
|
|
|
|
25,851
|
|
|
|
22,562
|
DEFERRED INCOME TAXES
|
|
|
|
3,712
|
|
|
|
3,865
|
NON-CURRENT PRICE RISK MANAGEMENT LIABILITIES
|
|
|
|
97
|
|
|
|
73
|
OTHER NON-CURRENT LIABILITIES
|
|
|
|
1,018
|
|
|
|
1,019
|
|
|
|
|
|
|
|
COMMITMENTS AND CONTINGENCIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PREFERRED UNITS OF SUBSIDIARY
|
|
|
|
32
|
|
|
|
32
|
REDEEMABLE NONCONTROLLING INTEREST
|
|
|
|
15
|
|
|
|
—
|
|
|
|
|
|
|
|
EQUITY:
|
|
|
|
|
|
|
Total partners’ capital
|
|
|
|
582
|
|
|
|
1,078
|
Noncontrolling interest
|
|
|
|
19,086
|
|
|
|
15,201
|
Total equity
|
|
|
|
19,668
|
|
|
|
16,279
|
Total liabilities and equity
|
|
|
$
|
58,615
|
|
|
$
|
50,330
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ENERGY TRANSFER EQUITY, L.P. AND
SUBSIDIARIES
|
CONDENSED CONSOLIDATED STATEMENTS OF
OPERATIONS
|
(In millions, except per unit data)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30,
|
|
|
Six Months Ended June 30,
|
|
|
|
2014
|
|
|
2013
|
|
|
2014
|
|
|
2013
|
REVENUES
|
|
|
$
|
14,143
|
|
|
|
$
|
12,063
|
|
|
|
$
|
27,223
|
|
|
|
$
|
23,242
|
|
COSTS AND EXPENSES:
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of products sold
|
|
|
|
12,351
|
|
|
|
|
10,565
|
|
|
|
|
23,793
|
|
|
|
|
20,372
|
|
Operating expenses
|
|
|
|
412
|
|
|
|
|
387
|
|
|
|
|
819
|
|
|
|
|
759
|
|
Depreciation, depletion and amortization
|
|
|
|
450
|
|
|
|
|
318
|
|
|
|
|
823
|
|
|
|
|
630
|
|
Selling, general and administrative
|
|
|
|
157
|
|
|
|
|
149
|
|
|
|
|
305
|
|
|
|
|
306
|
|
Total costs and expenses
|
|
|
|
13,370
|
|
|
|
|
11,419
|
|
|
|
|
25,740
|
|
|
|
|
22,067
|
|
OPERATING INCOME
|
|
|
|
773
|
|
|
|
|
644
|
|
|
|
|
1,483
|
|
|
|
|
1,175
|
|
OTHER INCOME (EXPENSE):
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense, net of interest capitalized
|
|
|
|
(344
|
)
|
|
|
|
(305
|
)
|
|
|
|
(659
|
)
|
|
|
|
(615
|
)
|
Equity in earnings of unconsolidated affiliates
|
|
|
|
77
|
|
|
|
|
54
|
|
|
|
|
181
|
|
|
|
|
144
|
|
Losses on extinguishments of debt
|
|
|
|
—
|
|
|
|
|
(7
|
)
|
|
|
|
—
|
|
|
|
|
(7
|
)
|
Gains (losses) on interest rate derivatives
|
|
|
|
(46
|
)
|
|
|
|
46
|
|
|
|
|
(48
|
)
|
|
|
|
52
|
|
Gain on sale of AmeriGas common units
|
|
|
|
93
|
|
|
|
|
—
|
|
|
|
|
163
|
|
|
|
|
—
|
|
Other, net
|
|
|
|
(25
|
)
|
|
|
|
(14
|
)
|
|
|
|
(23
|
)
|
|
|
|
(33
|
)
|
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAX EXPENSE
|
|
|
|
528
|
|
|
|
|
418
|
|
|
|
|
1,097
|
|
|
|
|
716
|
|
Income tax expense (benefit) from continuing operations
|
|
|
|
70
|
|
|
|
|
89
|
|
|
|
|
215
|
|
|
|
|
87
|
|
INCOME FROM CONTINUING OPERATIONS
|
|
|
|
458
|
|
|
|
|
329
|
|
|
|
|
882
|
|
|
|
|
629
|
|
Income from discontinued operations
|
|
|
|
42
|
|
|
|
|
9
|
|
|
|
|
66
|
|
|
|
|
31
|
|
NET INCOME
|
|
|
|
500
|
|
|
|
|
338
|
|
|
|
|
948
|
|
|
|
|
660
|
|
LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTEREST
|
|
|
|
336
|
|
|
|
|
211
|
|
|
|
|
616
|
|
|
|
|
443
|
|
NET INCOME ATTRIBUTABLE TO PARTNERS
|
|
|
|
164
|
|
|
|
|
127
|
|
|
|
|
332
|
|
|
|
|
217
|
|
GENERAL PARTNER’S INTEREST IN NET INCOME
|
|
|
|
1
|
|
|
|
|
—
|
|
|
|
|
1
|
|
|
|
|
—
|
|
CLASS D UNITHOLDER INTEREST IN NET INCOME
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
1
|
|
|
|
|
—
|
|
LIMITED PARTNERS’ INTEREST IN NET INCOME
|
|
|
$
|
163
|
|
|
|
$
|
127
|
|
|
|
$
|
330
|
|
|
|
$
|
217
|
|
INCOME FROM CONTINUING OPERATIONS PER LIMITED PARTNER UNIT:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
$
|
0.29
|
|
|
|
$
|
0.22
|
|
|
|
$
|
0.59
|
|
|
|
$
|
0.36
|
|
Diluted
|
|
|
$
|
0.29
|
|
|
|
$
|
0.22
|
|
|
|
$
|
0.59
|
|
|
|
$
|
0.36
|
|
NET INCOME PER LIMITED PARTNER UNIT:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
$
|
0.30
|
|
|
|
$
|
0.23
|
|
|
|
$
|
0.60
|
|
|
|
$
|
0.39
|
|
Diluted
|
|
|
$
|
0.30
|
|
|
|
$
|
0.23
|
|
|
|
$
|
0.60
|
|
|
|
$
|
0.39
|
|
WEIGHTED AVERAGE NUMBER OF UNITS OUTSTANDING:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
|
543.6
|
|
|
|
|
560.9
|
|
|
|
|
550.6
|
|
|
|
|
560.4
|
|
Diluted
|
|
|
|
544.5
|
|
|
|
|
560.9
|
|
|
|
|
551.5
|
|
|
|
|
560.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ENERGY TRANSFER EQUITY, L.P.
|
DISTRIBUTABLE CASH FLOW
|
(Tabular dollar amounts in millions)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30,
|
|
|
Six Months Ended June 30,
|
|
|
|
2014
|
|
|
2013
|
|
|
2014
|
|
|
2013
|
“Distributable Cash Flow,” “Distributable Cash Flow, as
adjusted,” and “Distribution Coverage Ratio” (1):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash distributions from ETP associated with:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Limited partner interest
|
|
|
$
|
29
|
|
|
|
$
|
89
|
|
|
|
$
|
58
|
|
|
|
$
|
178
|
|
General partner interest
|
|
|
|
5
|
|
|
|
|
5
|
|
|
|
|
10
|
|
|
|
|
10
|
|
Incentive distribution rights
|
|
|
|
178
|
|
|
|
|
183
|
|
|
|
|
346
|
|
|
|
|
363
|
|
IDR relinquishments
|
|
|
|
(58
|
)
|
|
|
|
(55
|
)
|
|
|
|
(115
|
)
|
|
|
|
(86
|
)
|
Class H Units (50.05% general partner interest and incentive
distribution rights distributions from SXL)
|
|
|
|
53
|
|
|
|
|
—
|
|
|
|
|
103
|
|
|
|
|
—
|
|
Distributions credited to Holdco consideration (2)
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
(68
|
)
|
Total cash distributions from ETP
|
|
|
|
207
|
|
|
|
|
222
|
|
|
|
|
402
|
|
|
|
|
397
|
|
Cash distributions from Regency associated with:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Limited partner interest
|
|
|
|
28
|
|
|
|
|
12
|
|
|
|
|
41
|
|
|
|
|
24
|
|
General partner interest
|
|
|
|
1
|
|
|
|
|
1
|
|
|
|
|
2
|
|
|
|
|
2
|
|
Incentive distribution rights
|
|
|
|
8
|
|
|
|
|
3
|
|
|
|
|
15
|
|
|
|
|
5
|
|
IDR relinquishment
|
|
|
|
—
|
|
|
|
|
(1
|
)
|
|
|
|
(1
|
)
|
|
|
|
(1
|
)
|
Total cash distributions from Regency
|
|
|
|
37
|
|
|
|
|
15
|
|
|
|
|
57
|
|
|
|
|
30
|
|
Cash dividends from Holdco
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
50
|
|
Total cash distributions and dividends from ETP, Regency and Holdco
|
|
|
|
244
|
|
|
|
|
237
|
|
|
|
|
459
|
|
|
|
|
477
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributable cash flow attributable to Trunkline LNG (3)
|
|
|
|
47
|
|
|
|
|
—
|
|
|
|
|
95
|
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deduct expenses of the Parent Company on a stand-alone basis:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative expenses, excluding non-cash
compensation expense
|
|
|
|
(5
|
)
|
|
|
|
(24
|
)
|
|
|
|
(7
|
)
|
|
|
|
(30
|
)
|
Management fee to ETP (4)
|
|
|
|
(24
|
)
|
|
|
|
—
|
|
|
|
|
(48
|
)
|
|
|
|
—
|
|
Interest expense, net of amortization of financing costs, interest
income, and realized gains and losses on interest rate swaps
|
|
|
|
(47
|
)
|
|
|
|
(48
|
)
|
|
|
|
(86
|
)
|
|
|
|
(106
|
)
|
Distributable Cash Flow
|
|
|
|
215
|
|
|
|
|
165
|
|
|
|
|
413
|
|
|
|
|
341
|
|
Transaction-related expenses
|
|
|
|
3
|
|
|
|
|
15
|
|
|
|
|
4
|
|
|
|
|
17
|
|
Distributable Cash Flow, as adjusted
|
|
|
$
|
218
|
|
|
|
$
|
180
|
|
|
|
$
|
417
|
|
|
|
$
|
358
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash distributions to be paid to the partners of ETE:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributions to be paid to limited partners
|
|
|
$
|
205
|
|
|
|
$
|
184
|
|
|
|
$
|
400
|
|
|
|
$
|
365
|
|
Distributions to be paid to general partner
|
|
|
|
1
|
|
|
|
|
—
|
|
|
|
|
1
|
|
|
|
|
1
|
|
Distributions to be paid to Class D unitholder
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
1
|
|
|
|
|
—
|
|
Total cash distributions to be paid to the partners of ETE
|
|
|
$
|
206
|
|
|
|
$
|
184
|
|
|
|
$
|
402
|
|
|
|
$
|
366
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distribution coverage ratio (5)
|
|
|
1.06
|
x
|
|
|
0.98
|
x
|
|
|
1.04
|
x
|
|
|
0.98
|
x
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of Non-GAAP “Distributable Cash Flow” and
“Distributable Cash Flow, as adjusted” to GAAP “Net income” (1):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income attributable to partners
|
|
|
$
|
164
|
|
|
|
$
|
127
|
|
|
|
$
|
332
|
|
|
|
$
|
217
|
|
Equity in income related to investments in ETP, Regency and Holdco
|
|
|
|
(209
|
)
|
|
|
|
(198
|
)
|
|
|
|
(410
|
)
|
|
|
|
(366
|
)
|
Total cash distributions and dividends from ETP, Regency and Holdco
|
|
|
|
244
|
|
|
|
|
237
|
|
|
|
|
459
|
|
|
|
|
477
|
|
Amortization included in interest expense (excluding ETP and Regency)
|
|
|
|
2
|
|
|
|
|
4
|
|
|
|
|
4
|
|
|
|
|
9
|
|
Fair value adjustment of ETE Preferred Units
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
9
|
|
Other non-cash (excluding ETP, Regency and Holdco)
|
|
|
|
14
|
|
|
|
|
(5
|
)
|
|
|
|
28
|
|
|
|
|
(5
|
)
|
Distributable Cash Flow
|
|
|
|
215
|
|
|
|
|
165
|
|
|
|
|
413
|
|
|
|
|
341
|
|
Transaction-related expenses
|
|
|
|
3
|
|
|
|
|
15
|
|
|
|
|
4
|
|
|
|
|
17
|
|
Distributable Cash Flow, as adjusted
|
|
|
$
|
218
|
|
|
|
$
|
180
|
|
|
|
$
|
417
|
|
|
|
$
|
358
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
|
This press release and accompanying schedules include the
non-generally accepted accounting principle (“non-GAAP”) financial
measure of Distributable Cash Flow. The schedule above provides a
reconciliation of this non-GAAP financial measure to its most
directly comparable financial measure calculated and presented in
accordance with GAAP. The Partnership’s Distributable Cash Flow
should not be considered as an alternative to GAAP financial
measures such as net income, cash flow from operating activities or
any other GAAP measure of liquidity or financial performance.
|
|
|
|
|
|
|
|
Distributable Cash Flow. The
Partnership defines Distributable Cash Flow for a period as cash
distributions expected to be received from ETP and Regency in
respect of such period in connection with the Partnership’s
investments in limited and general partner interests of ETP and
Regency, net of the Partnership’s cash expenditures for general
and administrative costs and interest expense. The Partnership’s
definition of Distributable Cash Flow also includes distributable
cash flow from Trunkline LNG to the Partnership beginning January
1, 2014. Distributable Cash Flow for the three and six months
ended June 30, 2013 also included Holdco until ETE’s 60% interest
in Holdco was contributed to ETP on April 30, 2013.
|
|
|
|
|
|
|
|
Distributable Cash Flow is a significant liquidity measure used by
the Partnership’s senior management to compare net cash flows
generated by the Partnership to the distributions the Partnership
expects to pay its unitholders. Using this measure, the
Partnership’s management can compute the coverage ratio of estimated
cash flows for a period to planned cash distributions for such
period.
|
|
|
|
|
|
|
|
Distributable Cash Flow is also an important non-GAAP financial
measure for our limited partners since it indicates to investors
whether the Partnership’s investments are generating cash flows at a
level that can sustain or support an increase in quarterly cash
distribution levels. Financial measures such as Distributable Cash
Flow are quantitative standards used by the investment community
with respect to publicly traded partnerships because the value of a
partnership unit is in part measured by its yield (which in turn is
based on the amount of cash distributions a partnership can pay to a
unitholder). The GAAP measure most directly comparable to
Distributable Cash Flow is net income for ETE on a stand-alone basis
(“Parent Company”). The accompanying analysis of Distributable Cash
Flow is presented for the three and six months ended June 30, 2014
and 2013 for comparative purposes.
|
|
|
|
|
|
|
|
Distributable Cash Flow, as adjusted.
The Partnership defines Distributable Cash Flow, as adjusted, for
a period as cash distributions expected to be received from ETP
and Regency in respect of such period in connection with the
Partnership’s investments in limited and general partner interests
of ETP and Regency, plus distributable cash flow from Trunkline
LNG and dividends from Holdco (as described in the definition of
Distributable Cash Flow above), net of the Partnership’s cash
expenditures for general and administrative costs and interest
expense, excluding certain items, such as transaction-related
expenses. Due to the cash expenses incurred from time to time in
connection with the Partnership’s merger and acquisition
activities and other transactions, Distributable Cash Flow, as
adjusted, for the three and six months ended June 30, 2014 and
2013 is a significant liquidity measure used by the Partnership’s
senior management to compare net cash flows generated by the
Partnership to the distributions the Partnership expects to pay
its unitholders. Using this measure, the Partnership’s management
can compute the coverage ratio of estimated cash flows for a
period to planned cash distributions for such period. The GAAP
measure most directly comparable to Distributable Cash Flow, as
adjusted, is net income for the Parent Company on a stand-alone
basis. The accompanying analysis of Distributable Cash Flow, as
adjusted, is presented for the three and six months ended June 30,
2014 and 2013 for comparative purposes.
|
|
|
|
|
(2)
|
|
|
For the six months ended June 30, 2013, cash distributions paid by
ETP exclude distributions on 49.5 million ETP common units issued to
ETE as a portion of the considerations for ETP’s acquisition of
ETE’s interest in Holdco on April 30, 2013. These ETP common units
received cash distributions on May 15, 2013; however, such
distributions were reduced from the total cash portion of the
consideration paid to ETE in connection with the April 30, 2013
Holdco transaction pursuant to the contribution agreement.
|
|
|
|
|
(3)
|
|
|
Distributable cash flow attributable to Trunkline LNG was calculated
as follows (unaudited):
|
|
|
|
Three Months Ended June 30, 2014
|
|
|
Six Months Ended June 30, 2014
|
Revenues
|
|
|
$
|
53
|
|
|
|
$
|
107
|
|
Operating expenses
|
|
|
|
(4
|
)
|
|
|
|
(8
|
)
|
Selling, general and administrative expenses
|
|
|
|
(2
|
)
|
|
|
|
(3
|
)
|
Other, net
|
|
|
|
—
|
|
|
|
|
(1
|
)
|
Distributable cash flow attributable to Trunkline LNG
|
|
|
$
|
47
|
|
|
|
$
|
95
|
|
|
|
|
|
|
|
|
(4)
|
|
In exchange for management services, ETE has agreed to pay to ETP
fees totaling $95 million, $95 million and $5 million for the years
ending December 31, 2014, 2015 and 2016, respectively.
|
|
|
|
(5)
|
|
Distribution coverage ratio for a period is calculated as
Distributable Cash Flow, as adjusted, divided by total cash
distributions expected to be paid to the partners of ETE in respect
of such period.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL INFORMATION
|
FINANCIAL STATEMENTS FOR PARENT COMPANY
|
|
Following are condensed balance sheets and statements of
operations of the Parent Company on a stand-alone basis.
|
|
BALANCE SHEETS
|
(In millions)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
June 30, 2014
|
|
|
December 31, 2013
|
ASSETS
|
|
|
|
|
|
|
CURRENT ASSETS
|
|
|
$
|
39
|
|
|
|
$
|
13
|
|
ADVANCES TO AND INVESTMENTS IN UNCONSOLIDATED AFFILIATES
|
|
|
|
4,768
|
|
|
|
|
3,841
|
|
INTANGIBLE ASSETS, net
|
|
|
|
12
|
|
|
|
|
14
|
|
GOODWILL
|
|
|
|
9
|
|
|
|
|
9
|
|
OTHER NON-CURRENT ASSETS, net
|
|
|
|
50
|
|
|
|
|
41
|
|
Total assets
|
|
|
$
|
4,878
|
|
|
|
$
|
3,918
|
|
LIABILITIES AND PARTNERS’ CAPITAL
|
|
|
|
|
|
|
CURRENT LIABILITIES
|
|
|
$
|
155
|
|
|
|
$
|
38
|
|
LONG-TERM DEBT, less current maturities
|
|
|
|
4,140
|
|
|
|
|
2,801
|
|
OTHER NON-CURRENT LIABILITIES
|
|
|
|
1
|
|
|
|
|
1
|
|
COMMITMENTS AND CONTINGENCIES
|
|
|
|
|
|
|
PARTNERS’ CAPITAL:
|
|
|
|
|
|
|
General Partner
|
|
|
|
(1
|
)
|
|
|
|
(3
|
)
|
Limited Partners:
|
|
|
|
|
|
|
Common Unitholders
|
|
|
|
563
|
|
|
|
|
1,066
|
|
Class D Units
|
|
|
|
14
|
|
|
|
|
6
|
|
Accumulated other comprehensive income
|
|
|
|
6
|
|
|
|
|
9
|
|
Total partners’ capital
|
|
|
|
582
|
|
|
|
|
1,078
|
|
Total liabilities and partners’ capital
|
|
|
$
|
4,878
|
|
|
|
$
|
3,918
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
STATEMENTS OF OPERATIONS
|
(Amounts in millions)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30,
|
|
|
Six Months Ended June 30,
|
|
|
|
2014
|
|
|
2013
|
|
|
2014
|
|
|
2013
|
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
|
|
|
$
|
(8
|
)
|
|
|
$
|
(23
|
)
|
|
|
$
|
(15
|
)
|
|
|
$
|
(29
|
)
|
MANAGEMENT FEE TO ETP
|
|
|
|
(24
|
)
|
|
|
|
—
|
|
|
|
|
(48
|
)
|
|
|
|
—
|
|
OTHER INCOME (EXPENSE):
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense, net of interest capitalized
|
|
|
|
(50
|
)
|
|
|
|
(53
|
)
|
|
|
|
(90
|
)
|
|
|
|
(117
|
)
|
Gains (losses) on interest rate derivatives
|
|
|
|
—
|
|
|
|
|
6
|
|
|
|
|
—
|
|
|
|
|
6
|
|
Equity in earnings of unconsolidated affiliates
|
|
|
|
248
|
|
|
|
|
198
|
|
|
|
|
487
|
|
|
|
|
366
|
|
Other, net
|
|
|
|
(2
|
)
|
|
|
|
(2
|
)
|
|
|
|
(2
|
)
|
|
|
|
(10
|
)
|
INCOME BEFORE INCOME TAXES
|
|
|
|
164
|
|
|
|
|
126
|
|
|
|
|
332
|
|
|
|
|
216
|
|
Income tax benefit
|
|
|
|
—
|
|
|
|
|
(1
|
)
|
|
|
|
—
|
|
|
|
|
(1
|
)
|
NET INCOME
|
|
|
|
164
|
|
|
|
|
127
|
|
|
|
|
332
|
|
|
|
|
217
|
|
GENERAL PARTNER’S INTEREST IN NET INCOME
|
|
|
|
1
|
|
|
|
|
—
|
|
|
|
|
1
|
|
|
|
|
—
|
|
CLASS D UNITHOLDER’S INTEREST IN NET INCOME
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
1
|
|
|
|
|
—
|
|
LIMITED PARTNERS’ INTEREST IN NET INCOME
|
|
|
$
|
163
|
|
|
|
$
|
127
|
|
|
|
$
|
330
|
|
|
|
$
|
217
|
|
Copyright Business Wire 2014