access midstream partners investor presentation - july 2013
DESCRIPTION
Headquartered in Oklahoma City, Access Midstream Partners is one of the largest midstream gathering companies in the U.S. with a diverse mix of gathering pipelines and facilities in the most attractive producing regions in North America. Access Midstream has established a large-scale position in all of the key unconventional basins in the U.S. and has broad exposure to gathering opportunities in liquids-rich regions with extended access to the processing and fractionation segments of the midstream value chain. Access's diverse portfolio of assets are strategically located in 12 states that encompass the prolific Barnett, Eagle Ford, Haynesville, Marcellus, Niobrara and Utica shales, and Mid-Continent areas. Access Midstream's gathering systems are comprised of more than 6,000 miles of active gathering and transmission lines and treating facilities that provide services to approximately 7,900 wells. Our assets gather approximately 3.5 billion cubic feet (Bcf) of natural gas per day, which we believe ranks us as the largest gathering and processing master limited partnership in the U.S.TRANSCRIPT
MIDSTREAM
ACCESS MIDSTREAM PARTNERS
INVESTOR PRESENTATION
JULY 2013
FORWARD-LOOKING STATEMENTS
Certain statements and information in this presentation may constitute forward-looking statements. The words “believe,” “expect,” “anticipate,” “plan,” “intend,” foresee,” “should,”
“would,” “could,” or similar expressions are intended to identify forward-looking statements, which are generally not historical in nature. These forward-looking statements are based
on current expectations and beliefs concerning future developments and their potential effect on us. While management believes that these forward-looking statements are
reasonable as and when made, there can be no assurance that future developments affecting us will be those that we anticipate. All comments concerning our expectations for future
revenues and operating results are based on our forecasts for our existing operations and do not include the potential impact of any future acquisitions. Our forward-looking
statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions that could cause actual results to differ materially from our historical
experience and our present expectations or projections. Important factors that could cause actual results to differ materially from those in the forward-looking statements include, but
are not limited to, those summarized below:
• dependence on Chesapeake Energy Corporation, Total E&P USA, Inc., Mitsui & Co., Anadarko Petroleum Corporation and Statoil for a majority of our revenues;
• the impact on our growth strategy and ability to increase cash distributions if producers do not increase the volume of natural gas they provide to our gathering systems;
• oil and natural gas realized prices;
• the termination of our gas gathering agreements;
• our potential inability to maintain existing distribution amounts or pay the minimum quarterly distribution to our unitholders;
• the limitations that Chesapeake’s and our own level of indebtedness may have on our financial flexibility;
• our ability to obtain new sources of natural gas, which is dependent on factors largely beyond our control;
• the availability of capital resources to fund capital expenditures and other contractual obligations, and our ability to access those resources through the debt or equity
capital markets;
• competitive conditions;
• the unavailability of third-party pipelines interconnected to our gathering systems or the potential that the volumes we gather do not meet the quality requirement of such
pipelines;
• new asset construction may not result in revenue increases and will be subject to regulatory, environmental, political, legal and economic risks;
• our exposure to direct commodity price risk may increase in the future;
• our ability to maintain and/or obtain rights to operate our assets on land owned by third parties;
• hazards and operational risks that may not be fully covered by insurance;
• our dependence on Chesapeake for substantially all of our compression capacity;
• our lack of industry diversification; and
• legislative or regulatory changes, including changes in environmental regulations, environmental risks, regulations by FERC and liability under federal and state
environmental laws and regulations.
Other factors that could cause our actual results to differ from our projected results are described in our 2011 Form 10-K and our other SEC filings. Individuals are cautioned not to
place undue reliance on forward-looking statements, which speak only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statements
after the date they are made, whether as a result of new information, future events or otherwise.
2
PARTNERSHIP OVERVIEW
Provides midstream gathering and processing services in leading unconventional
plays including the Barnett, Eagle Ford, Haynesville, Marcellus, Niobrara and Utica
Shales and Mid-Continent region
As of December 2012, Global Infrastructure Partners and Williams each own 50%
of the GP
Customers include Chesapeake, Total, Statoil, Anadarko Petroleum, Mitsui, Shell
and other producers
The Partnership went public in July 2010 with a ~$513 million IPO; current public
float is ~36% of outstanding units
4
BEST IN CLASS MLP
Best in Class
Midstream Business Model
Industry Leading Organic
Growth Platform
Key Investment
Highlights
Protected Distributions
Strategically Located Assets
Substantial Growth Potential
Operational Excellence
World-Class Sponsorship
Experienced Management Team
5
ACMP INVESTMENT HIGHLIGHTS
Low Risk
Business Model
Fixed fee revenue model with no direct commodity price exposure
Contractual structure creates cash flow stability and visibility
Industry Leading
Growth
~$3.5B of CAPEX in 2013 - 2015 generating contractual mid-teens return
Enhanced strategic emphasis on third party opportunities
Conservative
Financial Strategy
Maintain strong liquidity and a conservative balance sheet
Target investment grade financial metrics to optimize cost of capital
Experienced
Management
Team
Same team that has delivered industry leading performance since IPO
Dedicated and experienced with a proven midstream track record
Stable Ownership
Structure
GIP provides strong M&A and financial capabilities
Williams brings expertise across the midstream value chain
6
BUSINESS MODEL COMPARISON
Comparative Assessment
Risk Factors
ACMP Typical Long Haul
Pipeline MLPs
Typical G&P MLPs
Commodity Price Minimal exposure
(fixed fee)
Indirect
Direct & Indirect
Re-Contracting
Long-term acreage dedication
Medium term
Short term
Volume
Contractual protections
‘Firm’ transport revenues
None
Inflation
Contractual protections
Depreciated rate base
None
Capital
Contractual protections
Rate review
None
Cost
Contractual protections
Cost of service
Varies
Overall Business Model
Best in Class
Low Risk
Moderate Risk
Business Model Provides Protected and Visible Distributions
7
LEADING CONTRACT STRUCTURE
STRUCTURE CREATES CASH FLOW STABILITY ACROSS ALL BASINS
Barnett Marcellus Mid-Continent Haynesville Eagle Ford Utica Niobrara
Direct
Commodity
Price Exposure
Contract
Structure
Re-Contracting
Volume
Protection
Inflation
Protection
Capital
Protection
100% Fixed Fee 100% Fixed Fee 100% Fixed Fee 100% Fixed Fee 100% Fixed Fee 100% Fixed Fee 100% Fixed Fee
Annual Fee Cost of Service Cost of Service and
MVC and Fee EBITDA
Annual Fee Redetermination / Cost of Service and (gathering) Cost of Service
Redetermination Commitment
Redetermination Fixed Fee with MVC Fee Tiers / Fixed Fee and Fee Tiers (processing)
20 Year Acreage 15 Year Acreage 20 Year Acreage 10-20 Year 20 Year Acreage 15-20 Year 20 Year Acreage
Dedication Dedication Dedication Acreage Dedication Dedication Acreage Dedication Dedication
10 Year MVC Two Year EBITDA
Annual Fee and Fee
Commitment Annual Fee Redetermination / Two Year Fee Tiers Cost of Service
Cost of Service Redetermination in
and Cost of Service Redetermination 5 Year MVC and and Cost of Service (gathering only)
2012 and 2014 Fee Tiers Cost of Service
2.0% Fee Cost of Service
2.5% Fee 2.5% Fee Cost of Service
(gathering) / 1.5% Cost of Service
Escalation Escalation Escalation Fee Escalation
(processing)
Fee
Annual Fee Annual Fee
Cost of Service Redetermination in Cost of Service
Redetermination Redetermination Cost of Service
(gathering only) Cost of Service
2012 and 2014 (Springridge only)
8
LOW RISK BUSINESS MODEL
Considerations Mitigants
Volume &
Capital
MVC and long-term acreage dedications
Rate redetermination, cost of service and fee tiers
Conservative maintenance capital
Re-Contracting
Arms-length, 10-20 year contracts at market rates
Critical infrastructure providing access to market
Dedicated acreage
Commodity &
Basin
100% fixed fee revenues
Commitment to maintain contract structure / business model as business grows
Concentrated in low cost basins
Counterparty
Gathering and processing services located in the core of leading U.S. basins
Producer required to transfer ACMP contracts in the event of an upstream property sale
All gathering fees are based on market, mid-teen return economics
9
EXPANDING ASSET BASE
High quality, scalable asset base
High growth unconventional plays
Key Operating Data(1)
ACMP Assets
Total Assets: ~$6.9 billion
Dedicated Areas:
~8.7 million acres
Miles of Pipe:
6,101
Volume:
3,550 mmcf/d
Direct Employees:
1,279
1) Data as of quarter ended March 31, 2013. Volume is net to Partnership.
ACMP IS THE LARGEST G&P MLP
1Q 2013 Average Daily Throughput of Gathering Assets(1)
Mmcfe/d
4,000
3,500
3,000
2,500
2,000
1,500
1,000
500
0
ACMP DPM NGLS MWE WES RGP XTEX APL CMLP
(1) Data for 3 months ending 3/31/13 from quarterly filings.
10
11
LEADING GROWTH PLATFORM
Contractual growth
Organic Growth CAPEX
• Escalating MVC and EBITDA
Commitment
• Fee redeterminations, cost of
service and fee tiers
• Annual fee escalations
Organic growth CAPEX
• $345 million in 2011
$ in millions
$345
$660
$1,600-$1,700
$1,000-$1,100
$800-$900
• $660 million in 2012
• $1.6-$1.7 billion in 2013
• $1.0-$1.1 billion in 2014
• $800-900 million in 2015
Business development growth
• New producer opportunities
• Bolt-on M&A focus
2011A 2012A 2013E 2014E 2015E
Organic EBITDA Growth $ in millions
$1,200-$1,300
$1,000-$1,100
$800-$850
$478
$349
2011A 2012 2013E 2014E 2015E
RECENT TRANSACTION OVERVIEW
ACMP Acquisition of
CHK Midstream
Assets (CMD)
WMB Strategic
Investment in ACMP
ACMP acquires a substantial majority of Chesapeake
Energy’s remaining midstream assets (“CMD”) for $2.16
billion
Unique opportunity to accelerate ACMP’s drop down story Partnership establishes a significant footprint in leading unconventional basins
Enhances strategic scale and diversity
The Williams Companies, Inc. (“WMB”) partners with GIP,
enhancing sponsorship of ACMP WMB acquires 50% of ACMP GP and ~23% of LP Units; an endorsement of ACMP’s
strategic platform and potential
Leading midstream operational and development capabilities complement ACMP’s
already strong position
Substantial GIP and
WMB Equity
Investment
Sponsors invest $700 million in new long-term equity in
support of the transaction Equity structured with PIK and subordinated features to support near-term build out
of gathering and processing platform
Demonstrates investment to ACMP’s long term success
12
13
creased Diversification Enhanced exposure to oil/liquids focused drilling and entry into gas processing
segment of the value chain
Low Risk
Low-risk gathering and processing contracts with appropriate downside protection that provide stable cash flow profile
Contract Structure No direct commodity exposure in all basins with contractual features supporting cash
flow generation
TRANSACTION HIGHLIGHTS
EXPANDS SCALE AND DIVERSITY WITH STRATEGIC SPONSOR SUPPORT
Expanding
Footprint and Scale
Creates the largest gathering and processing MLP measured by volume
Addition of CMD midstream assets positions ACMP among largest midstream MLPs
Adds significant acreage dedications in key unconventional basins
In
Predictable
Cash Flow Growth
Contractual features deliver predictable, growing cash flows
Near-term contractual downside protection provides near-term revenue risk mitigation
High Quality
Organic Growth Platform
Leading long-term organic growth project pipeline
Substantial growth capex expected to be deployed in the next five years, earning a
contractual mid-teens return
Strong Sponsorship
from GIP / WMB
Significant incremental equity investment from strong sponsors in GIP and WMB
Williams adds vast expertise across the midstream value chain for natural gas and
NGLs with its significant strategic investment and endorsement of ACMP
14
WORLD-CLASS SPONSORSHIP
Global Infrastructure Partners (“GIP”) is a leading global infrastructure investor
Proven reputation as an infrastructure industry leader
Deep energy sector expertise combined with industrial best practice operational management
Energy investments include Access Midstream Partners, Ruby Pipeline, Transitgas Pipeline, Terra-Gen Power and Channelview Cogeneration
GIP manages in excess of $15 billion within its two funds
Williams provides an established history of managing, developing and completing large scale organic projects within the midstream sector
Williams’ management team adds further operational and development experience
Potential to expand services to new customer base
Ability to take advantage of shared services
Benefit from best practices from industry leader
15
WORLD-CLASS MANAGEMENT TEAM
Name / Title Current / Prior Experience Yrs Experience
ACMP Management Team
J. Mike Stice President and COO – Chesapeake Midstream Development, LLC 30
Chief Executive Officer Various senior management roles – ConocoPhillips
Robert S. Purgason COO – Crosstex Energy Services, LP 35
Chief Operating Officer Various senior management roles – The Williams Companies
David C. Shiels CFO – GE Security Americas 25
Chief Financial Officer Various finance and operations roles – Conoco, Inc.
Board of Directors
David A. Daberko
Chairman, Independent Director Retired Chairman and CEO – National City Corp 35
Alan S. Armstrong President and CEO – Williams 25
William B. Berry
Independent Director Retired EVP of ConocoPhillips 35
William J. Brilliant Principal – Global Infrastructure Partners 15
Donald R. Chappel SVP and CFO – Williams 35
Domenic J. Dell’Osso, Jr. EVP and CFO – Chesapeake Energy 15
Philip L. Frederickson Retired EVP of Planning, Strategy and Corporate Affairs – 35 Independent Director ConocoPhillips
Matthew C. Harris Founding Partner – Global Infrastructure Partners 25
Suedeen G. Kelly Co-Chair – Akin Gump Strauss Hauer & Feld, LLP 30
Independent Director Former FERC Commissioner (2003 – 2009)
Robert S. Purgason COO – Access Midstream Partners 35
James E. Scheel SVP – Williams 25
J. Mike Stice CEO – Access Midstream Partners 30
William A. Woodburn Founding Partner – Global Infrastructure Partners 35
ASSET OVERVIEW
17
Asset Summary
Resource Dry Gas
Services Gathering, Compression,
Treating
Gas Gathering Systems 34
Miles of Pipeline 854
Gas Gathered 1,066 mmcf/d
Gas Compression (horsepower) 153,115
Dedicated Area 930,987 acres
Contract Structure MVC and Fee Redetermination
BARNETT OVERVIEW
MATURE ASSET WITH 10-YEAR MVC PROTECTION
Barnett Shale Assets
18
Asset Summary
Resource Associated Gas (Oil), Wet Gas
Services Gathering, Compression,
Treating
Gas Gathering Systems 13
Miles of Pipeline 687
Gas Gathered 228 mmcf/d
Gas Compression (horsepower) 58,667
Dedicated Area 1,382,000 acres
Contract Structure Cost of Service,
Fee Tiers in 2013, 2014
EAGLE FORD OVERVIEW
KEY ASSETS IN LEADING LIQUIDS RICH BASIN
Eagle Ford Shale Assets
19
Asset Summary
Resource
Services
Gas Gathering Systems
Miles of Pipeline
Gas Gathered
Gas Compression (horsepower)
Dedicated Area
Contract Structure
Dry Gas
Gathering, Compression, Treating
17
581
770 mmcf/d
20,195
546,739 acres
Fixed fee with MVC, fee
redetermination and fee tiers
HAYNESVILLE OVERVIEW
MATURE ASSET WITH CONTRACTUAL PROTECTIONS
Haynesville Shale Assets
20
Asset Summary
Resource
Services
Gas Gathering Systems
Miles of Pipeline
Gas Gathered (net)
Gas Compression (horsepower)
Dedicated Area
Contract Structure
Ownership
Accounting Treatment
Dry and Wet Gas
Gathering, Compression
50
1,204
863 mmcf/d
94,975
1,739,640 acres
Cost of Service and EBITDA
Commitment
~ 48% ACMP owned and operated
Equity Investment
MARCELLUS OVERVIEW
STRATEGICALLY POSITIONED IN LEADING SHALE BASIN
Marcellus Shale Assets
21
Asset Summary
Resource Associated Gas (Oil), Dry and
Wet Gas
Services Gathering, Compression,
Treating
Gas Gathering Systems 178
Miles of Pipeline 2,603
Gas Gathered 559 mmcf/d
Gas Compression (horsepower) 107,356
Dedicated Area 1,964,245 acres
Contract Structure Annual Fee Redetermination
MID-CONTINENT OVERVIEW
LIQUIDS RICH GATHERING DEDICATION WITH RATE REDETERMINATION
CONTRACT STRUCTURE
Mid-Continent Assets
22
Asset Summary
Resource Associated Gas (Oil), Wet Gas
Services Gathering, Compression, Processing
Gas Gathering Systems 3
Miles of Pipeline 100
Gas Gathered 19 mmcf/d
Gas Compression
(horsepower) 9,455
Dedicated Area 311,000 acres
Contract Structure Cost of Service
Ownership 50% ACMP owned and operated
Accounting Treatment Consolidated
NIOBRARA OVERVIEW
LIQUIDS-RICH GATHERING & PROCESSING DEDICATION WITH COST OF
SERVICE CONTRACT STRUCTURE
Niobrara Shale Assets
23
Asset Summary
Asset
Resource
Services
Gas Gathering Systems
Miles of Pipeline
Gas Gathered
Gas Compression
(horsepower)
Dedicated Area
Contract Structure
Ownership
Accounting Treatment
Cardinal Gas Services Utica Gas Services (“UGS”)
(“CGS”)
Associated Gas (Oil), Wet Dry Gas
Gas
Gathering, Compression, Gathering, Compression,
Dehydration Dehydration
3 4
67 5
47 mmcf/d 7 mmcf/d
11,555 0
1,453,000 acres 393,000 acres
Cost of Service Cost of Service
ACMP – 66%, Operator 100% ACMP owned and
TOTAL – 25% operated
EnerVest – 9%
Consolidated N/A
UTICA GATHERING SYSTEM OVERVIEW
WET GAS, DRY GAS AND NGL SERVICES
Utica Shale Assets
24
Project Summary
Current Status
Processing Plants
Fractionation
NGL Storage
Processing Spine Pipeline
NGL Pipeline
Residue Gas Delivery
Points
NGL Delivery Points
Contract Structure
Ownership
Accounting Treatment
Under Construction
4 (200 mmcf/d each)
135,000 Bbl/d (C2+)
870,000 Bbls Propane –
450,000 Bbls Butane –
300,000 Bbls
Natural Gasoline – 120,000 Bbls
24” processing spine pipeline
12” NGL pipeline
2
2
Fixed Fee with capex protection
ACMP – 49%
Momentum – 30%
EnerVest – 21%
Equity Investment
UTICA EAST OHIO PROCESSING OVERVIEW
PROCESSING DEDICATION IN WET GAS WINDOW
Utica Shale Assets
FINANCIAL OVERVIEW
26
FINANCIAL POLICIES
CONSISTENT, CONSERVATIVE FINANCIAL STRATEGY
ACMP Commentary
Maintain
Stable
Cash Flows
Capitalize on the value of key contractual commitments
Continue to seek long-term, fee-based revenues
Preserve revenue model with no direct commodity exposure
Capitalize on
Financial
Flexibility
Strong sponsorship in both GIP and WMB
Maintain conservative and flexible capital structure with ample liquidity and target investment grade metrics
Use strong balance sheet to pursue broad range of growth opportunities
Deliver
Consistent
Performance
Right business model for consistent, predictable cash flow generation
Strong portfolio of assets with growing EBITDA profile
Attractive distribution coverage; excess cash flow reduces equity need
27
FINANCIAL PERFORMANCE
FINANCIAL PERFORMANCE HIGHLIGHTS STRENGTH OF ACMP MODEL
Adjusted EBITDA(1)
$ in millions $ in billions
$184
$118 $121 $120 $119
Enterprise Value
$9.0
$10.6
$73 $76 $84 $92 $97
$2.6
$5.0 $4.3
4Q'10 1Q'11 2Q'11 3Q'11 4Q'11 1Q'12 2Q'12 3Q'12 4Q'12 1Q'13 IPO July 2010 2010 2011 2012 1Q 2013
Distribution / Unit Distribution Coverage Ratio
$ / unit basis
$0.350 $0.3625 $0.375 $0.390
$0.3375
$0.405 $0.420 $0.435
$0.450 $0.4675
1.15x
1.23x 1.23x
1.40x
4Q'10 1Q'11 2Q'11 3Q'11 4Q'11 1Q'12 2Q'12 3Q'12 4Q'12 1Q'13 2010 2011 2012 1Q 2013
(1) Includes quarterly allocation of MVC payments in 2010, 2011 and 2013.
28
HIGHLY VISIBLE GROWTH
ACMP FINANCIAL OUTLOOK UPDATED WITH 2015
2013 - 2015 ACMP Financial Outlook
($ million)
2013
2014
2015
EBITDA
800 – 850
1,000 – 1,100
1,200 – 1,300
Growth Capital
1,600 – 1,700
1,000 – 1,100
800 - 900
Maintenance
Capital
~110
~110
~110
Capable of delivering sustained ~15% annual distribution growth
Continent
PARTNERSHIP STRUCTURE
STRATEGIC GENERAL PARTNERS; STRONG GOVERNANCE
Global Infrastructure
Partners II The Williams
Companies, Inc
39.4%
Limited
Partner
Interest
50%
50%
22.8%
Limited
Partner
Interest Access Midstream Partners GP, LLC
Public Common
Unit Holders 100% of 2% GP interest
+ IDRs
Access Midstream Partners, LP
(NYSE:ACMP)
35.8%
Limited
Partner
Interest
Barnett
Eagle Ford Haynesville Marcellus Mid-
Niobrara Utica
29
30
OUR COMMITMENT TO SAFETY & ENVIRONMENTAL EXCELLENCE
Every day, across every part of our business, Access is committed to
safety and environmental excellence
Every day, we commit to:
• Excellence
• Safety
• Environment
• Community Focus
• Continuous Improvement
Through:
• Continuous Training
• Screening Contractors
• Implementing Safety Programs
• Stewardship Projects
• Minimizing our Environmental Footprint
CORPORATE INFORMATION
ACMP Headquarters 525 Central Park Dr. Oklahoma City, OK 73105 (877) 413-1023 Web site: www.accessmidstream.com
Contact: Dave Shiels Chief Financial Officer [email protected] (405) 727-1740
Common units ............................................................................... 98,421 79,276 Subordinated units ........................................................................ 69,076 69,076
FINANCIAL STATEMENTS
Three Months Ended
March 31,
2013 2012 Revenues
(1) ........................................................................................ $ 236,959 $ 154,674
Operating Expenses Operating expenses ............................................................................ 82,763 48,682 Depreciation and amortization expense .............................................. 66,650 38,438 General and administrative expense ................................................... 23,734 11,478 Other operating (income) expense ...................................................... 91 (45)
Total operating expenses............................................................
173,238
98,553 Operating income ................................................................................
63,721
56,121
Other income (expense) Income from unconsolidated affiliates ................................................ 25,008 12,987 Interest expense .................................................................................. (27,062) (15,958) Other income ....................................................................................... 269 55
Income before income tax expense.....................................................
61,936
53,205 Income tax expense ............................................................................ 1,240 839
Net income..................................................................................
60,696
52,366 Net income attributable to noncontrolling interests ..................... 1,158 —
Net income attributable to Access Midstream Partners, L.P. ......
$ 59,538
$ 52,366 Limited partner interest in net income
Net income attributable to Access Midstream Partners, L.P................ 59,538 52,366 Less general partner interest in net income......................................... (4,792) (1,429)
Limited partner interest in net income .................................................
54,746
50,937 Net income per limited partner unit – basic and diluted
Common units ...............................................................................
0.14
0.34
Subordinated units ........................................................................ 0.29 0.34
Weighted average limited partner units outstanding used for net income per unit calculation – basic and diluted (in thousands)
(1) Excludes revenue from equity investments of $47.1 million and $29.3 million for the three months ended March 31, 2013 and 2012, respectively that is included in Income
from Unconsolidated Affiliates. 32
FINANCIAL STATEMENTS
As of
March 31, 2013
As of December 31,
2012 Assets
Total current assets ............................................................................. $ 179,945 $ 219,766
Property, plant and equipment Gathering systems............................................................................
5,365,728
5,125,746
Other fixed assets............................................................................. 109,824 96,916 Less: Accumulated depreciation ....................................................... (650,849) (590,614)
Total property, plant and equipment, net .................................
4,824,703
4,632,048
Investment in unconsolidated affiliates .............................................
1,443,033
1,297,811 Intangible customer relationships, net .............................................. 349,339 355,217 Deferred loan costs, net ................................................................... 54,394 56,258
Total assets..............................................................................
$ 6,851,414
$ 6,561,100
Liabilities and Partners’ Capital
Total current liabilities.......................................................................... $ 274,541 $ 259,261
Long-term liabilities Long-term debt .................................................................................
2,777,000
2,500,000
Other liabilities .................................................................................. 5,501 5,333
Total long-term liabilities ..........................................................
2,782,501
2,505,333
Total partners’ capital ..........................................................................
3,794,372
3,796,506
Total liabilities and partners’ capital .........................................
$ 6,851,414
$ 6,561,100
33
Depreciation and amortization ..................................................... 66,650 38,438 Income from unconsolidated affiliates.......................................... (25,008) (12,987) Other non-cash items .................................................................. 4,135 1,932 Changes in assets and liabilities
Increase in accounts receivable ............................................. (29,774) (33,058) Increase in other assets ......................................................... (4,054) (1,694) Decrease in accounts payable ............................................... (11,743) (7,832) Increase in accrued liabilities ................................................. 19,228 30,050
Net cash provided by operating activities ............................
80,130
67,215
FINANCIAL STATEMENTS
Cash flows from operating activities
Three Months Ended March 31,
2013 2012
Net income ........................................................................................ $ 60,696 $ 52,366 Adjustments to reconcile net income to net cash provided by operating activities:
Cash flows from investing activities
Additions to property, plant and equipment ....................................... (270,954) (80,593) Investments in unconsolidated affiliates ............................................ (86,981) (45,276) Proceeds from sale of assets ............................................................ 1,307 421
Net cash used in investing activities....................................
(356,628)
(125,448)
Cash flows from financing activities
Proceeds from long-term borrowings................................................. 715,900 245,600 Payments on long-term borrowings ................................................... (438,900) (870,500) Issuance of senior notes.................................................................... — 750,000 Distribution to unitholders .................................................................. (84,073) (58,932) Proceeds from noncontrolling interests ............................................. Debt issuance costs ..........................................................................
18,980 —
— (13,653)
Other adjustments ............................................................................. (91) 5,721
Net cash provided by (used in) financing activities..............
211,816
58,236
Net increase (decrease) in cash and cash equivalents ......................................................................
(64,682)
3
Cash and cash equivalents
Beginning of period ........................................................................... 64,994 22
End of period ..................................................................................... $ 312 $ 25
34