UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event
reported): July 30, 2015
ENBRIDGE ENERGY PARTNERS, L.P.
(Exact Name of Registrant as Specified
in Charter)
| DELAWARE |
1-10934 |
39-1715850 |
|
(State or Other Jurisdiction
of Incorporation) |
(Commission
File Number) |
(IRS Employer
Identification No.) |
1100 LOUISIANA, SUITE 3300, HOUSTON,
TEXAS 77002
(Address of Principal Executive Offices)
(Zip Code)
(713) 821-2000
(Registrant’s telephone number,
including area code)
Not Applicable
(Former Name or Former Address, if Changed
Since Last Report)
Check the appropriate box below if the
Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02. Results of Operations and Financial
Condition.
We issued a press release on July 30, 2015
announcing our financial results for the three and six month periods ended June 30, 2015, which is attached hereto as Exhibit 99.1.
As noted in the press release, a copy of our unaudited condensed consolidated financial statements for the three and six month
periods ended June 30, 2015 is available on our website at www.enbridgepartners.com and is attached hereto as Exhibit 99.2. This
information is not deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended, and is not incorporated by reference into any registration statements filed under the Securities Act of 1933, as amended.
Item 5.03. Amendment to Articles of Incorporation or Bylaws.
On July 30, 2015, Enbridge Energy Company,
Inc., the general partner of Enbridge Energy Partners, L.P., referred to herein as the “Partnership”, “we”
or “our,” entered into Amendment No. 1 to Seventh Amended and Restated Agreement of Limited Partnership (the
“Amendment”) of the Partnership. The Amendment modifies certain terms related to our Series 1 Preferred Units. These
changes include extending the payment deferral for distributions accruing for the Series 1 Preferred Units through June 30, 2018
and altering the repayment schedule of those deferrals to allow repayment of the accumulated deferral amount in equal amounts over
a twelve quarter period beginning the calendar quarter ending March 31, 2019. Additionally, the amendment extends the current preferred
distribution accrual rate until June 30, 2020 and extends the date upon which the Series 1 Preferred Units become convertible into
Class A Common Units to June 30, 2018.
The above description of the Amendment is
qualified in its entirety by reference to the complete text of such Amendment filed as Exhibit 3.1 hereto, which is hereby incorporated
herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Reference is made to the “Index of
Exhibits” following the signature page, which is hereby incorporated into this Item.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
| |
ENBRIDGE
ENERGY PARTNERS, L.P.
(Registrant) |
| |
|
| |
By: |
Enbridge Energy Management, L.L.C. |
| |
|
as delegate of Enbridge Energy Company, Inc.,
its General Partner |
| |
|
|
| Date: July 30, 2015 |
By: |
/s/ Noor Kaissi |
| |
|
Noor Kaissi
Controller
(Duly Authorized Officer) |
Index of Exhibits
Exhibit
Number |
|
Description |
| |
|
|
| 3.1 |
|
Amendment No. 1 to Seventh Amended and Restated Agreement of Limited Partnership of Enbridge Energy Partners, L.P., dated July 30, 2015 |
| |
|
|
| 99.1 |
|
Press release of Enbridge Energy Partners, L.P., dated July 30, 2015 reporting financial results for the three and six month periods ended June 30, 2015 |
| |
|
|
| 99.2 |
|
Unaudited condensed consolidated financial statements of Enbridge Energy Partners, L.P. for the three and six month periods ended June 30, 2015 |
Exhibit 3.1
AMENDMENT NO. 1
TO
SEVENTH AMENDED AND RESTATED AGREEMENT
OF LIMITED PARTNERSHIP
OF
ENBRIDGE ENERGY PARTNERS, L.P.
July 30, 2015
This Amendment No.
1 (this “Amendment No. 1”) to the Seventh Amended and Restated Agreement of Limited Partnership (as amended,
the “Partnership Agreement”) of Enbridge Energy Partners, L.P. (the “Partnership”)
is entered into by and among Enbridge Energy Company, Inc., a Delaware corporation (the “General Partner”),
as general partner of the Partnership, and the Limited Partners, together with any other Persons who become Partners in the Partnership.
Capitalized terms used but not defined herein are used as defined in the Partnership Agreement.
RECITALS
WHEREAS, Section 15.1(d)(i) of the Partnership
Agreement provides that each Limited Partner agrees that the General Partner (pursuant to its powers of attorney from the Limited
Partners and Assignees), without the approval of any Limited Partner or Assignee, may amend any provision of the Partnership Agreement
and execute, swear to, acknowledge, deliver, file and record whatever documents may be required in connection therewith, to reflect,
a change that, in the sole discretion of the General Partner, does not adversely affect the Limited Partners in any material respect;
WHEREAS, the holder of all of the outstanding
Series 1 Preferred Units has approved this Amendment No. 1 through the execution and delivery of a written consent with respect
thereto, and has agreed that this Amendment No. 1 does not adversely affect the holder of the Series 1 Preferred Units in any material
respect; and
WHEREAS, acting pursuant
to the power and authority granted to it under Section 15.1(d)(i) of the Partnership Agreement, the General Partner has determined
that the following amendments to the Partnership Agreement do not require the approval of any Limited Partner under such section.
NOW THEREFORE, the General Partner does
hereby amend the Partnership Agreement as follows:
| (a) | The definition of “Payment Deferral Scrip” in Article II of the Partnership Agreement
is hereby deleted in its entirety. |
| (b) | The definition of “Rate Re-Set Pricing Date” in Article II of the Partnership Agreement
is hereby amended and restated to read in its entirety: |
“ “Rate Re-Set Pricing
Date” means June 30, 2020 and each subsequent five year anniversary of such date thereafter.”
(c) Article
II of the Partnership Agreement is hereby amended by adding thereto in the appropriate place alphabetically the following new definitions:
“ “Conversion Payment
Deferral Scrip” has the meaning assigned to such term in Section 4.13(c)(vii).”
“ “Redemption Payment
Deferral Scrip” has the meaning assigned to such term in Section 4.13(j)(vi).”
| (d) | Section 4.13(c)(i) of the Partnership Agreement is hereby amended to replace “June 1, 2016” with “June 30,
2018.” |
| (e) | Section 4.13(c)(vii) of the Partnership Agreement is hereby amended and restated to read in its entirety: |
“Upon conversion, the rights of a holder
of converted Series 1 Preferred Units as holder of Series 1 Preferred Units shall cease with respect to such converted Series 1
Preferred Units, including any rights under this Agreement with respect to holders of Series 1 Preferred Units, and such Person
shall continue to be a Limited Partner and have the rights of a holder of Class A Common Units under this Agreement with respect
to the Class A Common Units received in such conversion. Each Series 1 Preferred Unit shall, upon its conversion into a Class A
Common Unit, be deemed to be transferred to, and cancelled by, the Partnership in exchange for the issuance of the Class A Common
Unit into which such Series 1 Preferred Unit converted. Notwithstanding the foregoing, however, in the event that a Series 1 Preferred
Unit is converted prior to the payment in full of the Payment Deferral by the Partnership pursuant to Section 4.13(g)(ii), the
Record Holder of such Series 1 Preferred Unit immediately prior to its conversion shall be issued certificates (each, a “Conversion
Payment Deferral Scrip”), in such form as shall from time to time be determined by the Board of Directors of the
General Partner, which shall entitle such Record Holder to such Series 1 Preferred Unit’s Pro Rata portion of the Payment
Deferral (when and as due pursuant to Section 4.13(g)(ii)) upon surrender thereof to the Partnership on or promptly following each
Payment Deferral Due Date. Such Conversion Payment Deferral Scrips shall not be Partnership Securities or Partnership Interests,
entitle any holder thereof to voting rights, or any other rights of a Unitholder or any rights other than the rights therein set
forth, and no interest or distributions shall be payable or shall accrue with respect to Conversion Payment Deferral Scrips or
the right to payment represented thereby other than as set forth in Section 4.13(g)(ii).”
| (f) | Section 4.13(g)(ii) of the Partnership Agreement is hereby amended and restated to read in its entirety: |
“Notwithstanding anything in this
Agreement to the contrary, the Series 1 Preferred Unit Distribution for the Series 1 Preferred Units for each fiscal quarter through
and including the fiscal quarter ending June 30, 2018 will be accrued and accumulated but not paid by the Partnership to the holders
of the Series 1 Preferred Units (such accrued, accumulated and unpaid distribution, the “Payment Deferral”),
and such Payment Deferral shall be paid quarterly on a date within 45 days following the end of each calendar quarter (each such
date, a “Payment Deferral Due Date”), beginning with and including the calendar quarter ending March
31, 2019 until the earlier of (A) the date the Payment Deferral has been paid in full and (B) February 15, 2022, in an amount for
any such quarter not less than the amount equal to the quotient of: (x) the then unpaid Payment Deferral amount and (y) the number
equal to 12 minus the number of Payment Deferral Due Dates that have already occurred; provided, that any unpaid
Payment Deferral as of December 31, 2021 shall be paid on or before February 15, 2022; and, provided further, that,
the Partnership, at the General Partner’s sole discretion, may from time to time pay all or any portion of the Payment Deferral
prior to a Payment Deferral Due Date. Except as provided in the following sentence, no interest or distributions shall be payable
or shall accrue with respect to the Payment Deferral. If the Partnership does not pay the minimum amount of the Payment Deferral
then due on a Payment Deferral Due Date, the unpaid portion of the Payment Deferral then due shall bear interest thereafter at
the Prime Rate annually (the “Payment Deferral Interest”) until such time as such amount, together with
any Payment Deferral Interest, is paid in full.”
| (g) | Clause (z) of Section 4.13(j)(i) of the Partnership Agreement is hereby amended to replace the words “and the Payment
Deferral” with “, but excluding the Payment Deferral”. |
| (h) | Clause (z) of Section 4.13(j)(ii) of the Partnership Agreement is hereby amended to replace the words “and the Payment
Deferral” with “, but excluding the Payment Deferral”. |
| (i) | Section 4.13(j) of the Partnership Agreement is hereby amended to add a new Section 4.13(j)(vi), which is inserted immediately
preceding the final paragraph of Section 4.13, as follows: |
“(vi) Notwithstanding
anything in Section 4.13(j) to the contrary, if a Series 1 Preferred Unit is redeemed prior to the payment of the Payment Deferral
by the Partnership pursuant to Section 4.13(g)(ii), the Record Holder of such Series 1 Preferred Unit immediately prior to its
redemption shall be issued certificates (each, a “Redemption Payment Deferral Scrip”), in such form as
shall from time to time be determined by the Board of Directors of the General Partner, which shall entitle such Record Holder
to such Series 1 Preferred Unit’s Pro Rata portion of the Payment Deferral (when and as due in accordance with Section 4.13(g)(ii))
upon surrender thereof to the Partnership on or promptly following each Payment Deferral Due Date. Such Redemption Payment Deferral
Scrips shall not be Partnership Securities or Partnership Interests, entitle any holder thereof to voting rights, or any other
rights of a Unitholder or any rights other than the rights therein set forth, and no interest or distributions shall be payable
or shall accrue with respect to Redemption Payment Deferral Scrips or the right to payment represented thereby other than as set
forth in Section 4.13(g)(ii).”
Section 2. General
Authority. The appropriate officers of the General Partner are hereby authorized to make such further clarifying and conforming
changes to the Partnership Agreement as they deem necessary or appropriate, and to interpret the Partnership Agreement, to give
effect to the intent and purpose of this Amendment No. 1.
Section 3. Ratification
of Partnership Agreement. Except as expressly modified and amended herein, all of the terms and conditions of the Partnership
Agreement shall remain in full force and effect.
Section 4. Governing
Law. This Amendment No. 1 will be governed by and construed in accordance with the laws of the State of Delaware.
[Signature page follows]
IN WITNESS WHEREOF, the General Partner and the Limited Partners
have executed this Amendment No. 1 as of July 30, 2015.
| |
GENERAL PARTNER: |
| |
|
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ENBRIDGE ENERGY COMPANY, INC. |
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|
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|
| |
|
|
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By: |
/s/Mark A. Maki |
| |
Name: Mark A. Maki |
| |
Title: President and Principal Executive Officer |
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|
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LIMITED PARTNERS: |
| |
|
| |
All Limited Partners now and hereafter admitted as limited partners of the Partnership, pursuant to Powers of Attorney now and hereafter executed in favor of, and granted and delivered to, the General Partner. |
| |
|
| |
By: |
Enbridge Energy Company, Inc., General Partner, as attorney-in-fact for all Limited Partners pursuant to the Powers of Attorney granted pursuant to Section 1.4. |
| |
|
|
| |
|
|
| |
|
|
| |
By: |
/s/Mark A. Maki |
| |
Name: Mark A. Maki |
| |
Title: President and Principal Executive Officer |
[Signature page to Amendment No. 1 to EEP
Seventh A&R Partnership Agreement]
Exhibit 99.1
News Release
Enbridge Energy Partners,
L.P. Declares Distribution Increase and Reports Earnings for Second Quarter 2015
HOUSTON — (July 30, 2015) -
Enbridge Energy Partners, L.P. (NYSE:EEP) ("Enbridge Partners" or "the Partnership") announced today that
the board of directors of the delegate of its general partner has declared a cash distribution of $0.583 per unit, or $2.332 per
unit on an annualized basis, representing a 2.3 percent increase over the previous quarter’s distribution and a 5 percent
increase compared to the second quarter of 2014. The distribution will be paid on August 14, 2015 to unitholders of record as
of the close of business on August 7, 2015.
SECOND QUARTER HIGHLIGHTS
| · | Announced
2.3 percent quarterly distribution increase, representing a 5 percent increase compared
to the second quarter of 2014. |
| · | Additional
pipeline expansion projects placed into service: Line 61 to 800,000 barrels per day (bpd)
and Line 67 to 800,000 bpd. |
| · | Strong
liquids pipeline system deliveries: approximately 8 percent higher than the second quarter
2014. |
| · | Reported
second quarter adjusted EBITDA and distributable cash flow of $422.4 and $231.6 million,
respectively. |
| · | Announced
actions to strengthen Midcoast Energy Partners, L.P. (“MEP”) and provided
update on timing of next drop-down proposal to MEP. |
| · | Minnesota
Public Utility Commission (PUC) approved Certificate of Need for the Partnership’s
proposed Sandpiper Pipeline Project. |
| · | Update
on potential transfer of U.S. liquids pipeline assets from Enbridge Inc. (“Enbridge”)
to the Partnership. |
“We are pleased with the Partnership’s
financial performance through the first half of 2015, supported by continued strong deliveries on our liquids pipeline systems
and complemented by the cash flow contributions from the completion of portions of our multi-billion dollar organic growth program. We
expect deliveries on our liquids pipeline systems to remain strong as we progress our market access programs, providing our customers
with expanded pipeline connectivity to premium North American crude oil markets,” said Mark Maki, president for the Partnership.
“Turning to project execution, we
recently completed two key components of our Mainline Expansions. Our Line 61 Southern Access expansion to 800,000 barrels per
day (bpd) between Superior, WI to Flanagan, IL entered service in May, and in July we completed the second phase of expansion
of our Line 67 Alberta Clipper pipeline, increasing the line’s capacity to 800,000 bpd. Looking forward, we are on track
to complete our Line 78 Chicago Connectivity project which will add an incremental 570,000 bpd of capacity between Flanagan, IL
and Griffith, IN later this year. These expansion projects are underpinned by long-term, low-risk cost of service structures that
will deliver highly certain earnings and cash flow growth. In June, we reached an important milestone on the Sandpiper Pipeline
Project with approval of the Certificate of Need by the Minnesota PUC. The Partnership continues to work cooperatively with the
regulatory and permitting authorities, state agencies, elected officials and the public as we proceed with the route permitting
process.”
“Next,
we recently announced actions that we expect will continue to strengthen MEP and enhance its ability to deliver distribution growth
through 2017. MEP is strategic to EEP and these actions are geared
to provide value to EEP unitholders through improved performance in the natural gas business and lowering external financing needs
of EEP by re-establishing MEP as a drop-down MLP.”
“The
review of a potential transfer of Enbridge’s U.S. liquids pipelines assets to EEP is ongoing. However, at this time
market conditions do not support a large scale drop-down. The longer-term outlook for the Partnership remains strong,
with over $5 billion of low-risk secured growth projects coming into service through 2018 and options to increase our
economic interest in jointly funded projects with Enbridge. EEP remains important to Enbridge’s overall strategy and
Enbridge is continuing certain actions to support EEP during this time of significant organic growth. Enbridge has a large
inventory of U.S. liquids pipeline assets which are well suited to EEP and Enbridge continues to evaluate opportunities to
generate value through selective drop-downs as market conditions improve.
The Partnership’s current organic growth projects, together with the asset drop-down potential from our general
partner and future low cost system expansion opportunities support our confidence in the Partnership’s long-term growth
outlook,” noted Maki.
The Partnership’s key financial
results for the three and six months ended June 30, 2015, compared to the same periods in 2014, were as follows:
| | |
Three months ended | | |
Six months ended | |
| | |
June 30, | | |
June 30, | |
| (unaudited; dollars in millions, except per unit amounts) | |
2015 | | |
2014 | | |
2015 | | |
2014 | |
| Net income (loss) (1) | |
$ | (97.1 | ) | |
$ | 43.9 | | |
$ | 43.0 | | |
$ | 137.2 | |
| Net income (loss) per unit | |
| (0.44 | ) | |
| 0.02 | | |
| (0.18 | ) | |
| 0.19 | |
| Adjusted EBITDA(2) | |
| 422.4 | | |
| 362.3 | | |
| 854.6 | | |
| 701.0 | |
| Adjusted net income(1) | |
| 120.5 | | |
| 107.1 | | |
| 263.3 | | |
| 210.0 | |
| Adjusted net income per unit | |
| 0.18 | | |
| 0.21 | | |
| 0.46 | | |
| 0.41 | |
| (1) | Net income and adjusted net income attributable to general
and limited partner ownership interests in Enbridge Partners. |
| (2) | Includes non-controlling interest. |
Adjusted net income for the three month
period ended June 30, 2015, as reported above, eliminates the effect of: a) non-cash, mark-to-market net gains and losses; b)
non-cash goodwill impairment; c) environmental costs, net of insurance recoveries, associated with the Line 6B incident, and
other adjustments. Refer to the Non-GAAP Reconciliations section below for additional details.
Adjusted net income of $120.5 million
for the second quarter of 2015 was $13.4 million higher than the same period from the prior year. Higher earnings were primarily
attributable to additional assets placed into service, the Partnership’s drop down acquisition of the 66.7 percent interest
in the U.S. segment of the Alberta Clipper pipeline from Enbridge and higher revenues attributable to an increase in deliveries
on our liquids pipeline systems.
During the second quarter, the Partnership
attributed approximately $22.5 million of earnings to its outstanding Series 1 Preferred units. This amount is deducted from net
income to arrive at the amount of net income attributable to the general and limited partners. Preferred distributions are accrued
at an annual rate of 7.5 percent.
In a key recent development, our limited
partnership agreement has been amended to restructure the terms of the Series 1 Preferred Units to strengthen the Partnership’s
near to medium term distributable cash flow outlook. The amendment extends the payment deferral for distributions accruing
for the Series 1 Preferred Units through June 30, 2018 and alters the repayment schedule of those deferrals to allow repayment
of the accumulated deferral amount in equal amounts over a twelve quarter period beginning in early 2019. Additionally, the
amendment extends the current preferred distribution accrual rate until June 30, 2020.
Management
expects the Partnership’s previously communicated full year 2015 distributable cash flow and coverage outlook to remain
intact at between $900 to $960 million, with 2015 full year coverage to be between 0.90-0.96 times.
COMPARATIVE EARNINGS STATEMENT
| | |
Three months ended | | |
Six months ended | |
| | |
June 30, | | |
June 30, | |
| (unaudited; dollars in millions except per unit amounts) | |
2015 | | |
2014 | | |
2015 | | |
2014 | |
| Operating revenue | |
$ | 1,313.1 | | |
$ | 1,871.1 | | |
$ | 2,741.7 | | |
$ | 3,950.7 | |
| Operating expenses: | |
| | | |
| | | |
| | | |
| | |
| Commodity cost | |
| 670.6 | | |
| 1,259.8 | | |
| 1,449.7 | | |
| 2,748.5 | |
| Environmental costs, net of recoveries | |
| (0.8 | ) | |
| 38.2 | | |
| - | | |
| 43.2 | |
| Operating and administrative | |
| 207.2 | | |
| 224.6 | | |
| 424.3 | | |
| 441.6 | |
| Power | |
| 57.2 | | |
| 54.2 | | |
| 120.8 | | |
| 104.6 | |
| Depreciation and amortization | |
| 129.5 | | |
| 113.4 | | |
| 257.9 | | |
| 217.2 | |
| Goodwill impairment | |
| 246.7 | | |
| - | | |
| 246.7 | | |
| - | |
| Asset impairment | |
| 12.3 | | |
| - | | |
| 12.3 | | |
| - | |
| Operating income (loss) | |
| (9.6 | ) | |
| 180.9 | | |
| 230.0 | | |
| 395.6 | |
| Interest expense | |
| 78.0 | | |
| 80.2 | | |
| 126.3 | | |
| 157.1 | |
| Allowance for equity used during construction | |
| 17.3 | | |
| 12.6 | | |
| 40.3 | | |
| 33.3 | |
| Other income | |
| 6.0 | | |
| 1.2 | | |
| 11.9 | | |
| 0.4 | |
| Income (loss) before income tax expense | |
| (64.3 | ) | |
| 114.5 | | |
| 155.9 | | |
| 272.2 | |
| Income tax expense (benefit) | |
| (3.8 | ) | |
| 2.0 | | |
| (1.4 | ) | |
| 4.0 | |
| Net income (loss) | |
| (60.5 | ) | |
| 112.5 | | |
| 157.3 | | |
| 268.2 | |
| Less: Net income attributable to: | |
| | | |
| | | |
| | | |
| | |
| Noncontrolling interest | |
| 10.0 | | |
| 42.4 | | |
| 61.3 | | |
| 78.7 | |
| Series 1 preferred unit distributions | |
| 22.5 | | |
| 22.5 | | |
| 45.0 | | |
| 45.0 | |
| Accretion of discount on Series 1 preferred units | |
| 4.1 | | |
| 3.7 | | |
| 8.0 | | |
| 7.3 | |
| Net income (loss) attributable to general and limited partner | |
| | | |
| | | |
| | | |
| | |
| ownership interests in Enbridge Energy Partners, L.P. | |
$ | (97.1 | ) | |
$ | 43.9 | | |
$ | 43.0 | | |
$ | 137.2 | |
| Less: Allocations to general partner | |
| 52.3 | | |
| 38.9 | | |
| 106.5 | | |
| 73.3 | |
| Net income (loss) allocable to common units and i-units | |
$ | (149.4 | ) | |
$ | 5.0 | | |
$ | (63.5 | ) | |
$ | 63.9 | |
| Weighted average common units and i-units (basic) | |
| 339.9 | | |
| 327.6 | | |
| 336.3 | | |
| 327.0 | |
| Net income (loss) per limited partner unit (basic) | |
$ | (0.44 | ) | |
$ | 0.02 | | |
$ | (0.18 | ) | |
$ | 0.19 | |
| Weighted average common units and i-units outstanding (diluted) | |
| 339.9 | | |
| 327.6 | | |
| 336.3 | | |
| 327.0 | |
| Net income (loss) per common unit and i-unit (diluted) | |
$ | (0.44 | ) | |
$ | 0.02 | | |
$ | (0.18 | ) | |
$ | 0.19 | |
Goodwill Impairment - During
the three month period ended June 30, 2015, an analysis for impairment was performed for our natural gas business
after we learned from customers that reductions in drilling will be prolonged in the producing basins in which we operate
due to the continued low-price commodity environment. As a result of this analysis, it was concluded that $246.7 million of goodwill
was impaired.
COMPARISON OF QUARTERLY RESULTS
Following are explanations for significant
changes in the Partnership’s financial results, comparing the three and six month periods ended June 30, 2015 with the same
periods of 2014. The comparison refers to adjusted operating income, which excludes the effect of non-cash and other items that
are not indicative of our core operating results (see Non-GAAP Reconciliations section below).
| | |
Three months ended | | |
Six months ended | |
| Adjusted Operating Income | |
June 30, | | |
June 30, | |
| (unaudited; dollars in millions) | |
2015 | | |
2014 | | |
2015 | | |
2014 | |
| Liquids | |
$ | 270.6 | | |
$ | 232.8 | | |
$ | 543.0 | | |
$ | 438.0 | |
| Natural Gas | |
| 2.7 | | |
| 6.6 | | |
| 9.8 | | |
| 13.4 | |
| Corporate | |
| (3.6 | ) | |
| (3.4 | ) | |
| (7.6 | ) | |
| (3.1 | ) |
| Adjusted operating income | |
$ | 269.7 | | |
$ | 236.0 | | |
$ | 545.2 | | |
$ | 448.3 | |
Liquids – Second quarter
adjusted operating income for the Liquids segment increased $37.8 million to $270.6 million over the comparable period in 2014.
Higher revenues in the second quarter were attributable to an increase in transportation rates and higher deliveries on our liquids
pipeline systems, in addition to meaningful contributions from growth projects placed into service in 2014. Total liquids system
deliveries increased approximately 8 percent over the same period from the prior year. The Partnership placed approximately $2.5
billion of growth projects into service in 2014 through the completion of a large component of its Eastern Access Program, specifically
the Line 6B Replacement project from Griffith, Indiana to the International Border, and the first phase of our Mainline Expansions.
Collectively, these growth projects were the main drivers for the increase in revenues and system deliveries during the second
quarter of 2015 over the comparable period in 2014.
| | |
Three months ended | | |
Six months ended | |
| Liquids Systems Volumes | |
June 30, | | |
June 30, | |
| (thousand barrels per day) | |
2015 | | |
2014 | | |
2015 | | |
2014 | |
| Lakehead | |
| 2,208 | | |
| 2,088 | | |
| 2,269 | | |
| 2,045 | |
| Mid-Continent | |
| 221 | | |
| 176 | | |
| 210 | | |
| 194 | |
| North Dakota | |
| 365 | | |
| 314 | | |
| 353 | | |
| 280 | |
| Total | |
| 2,794 | | |
| 2,578 | | |
| 2,832 | | |
| 2,519 | |
Natural Gas – Second
quarter adjusted operating income for the Natural Gas segment was $3.9 million lower compared to the same period of 2014. The
decrease in adjusted operating income was predominantly attributable to lower natural gas throughput and NGL production volumes
on our major systems. The decrease in natural gas and NGL volumes was primarily attributable to the continued low commodity price
environment for natural gas, NGLs, condensate and crude oil, which has resulted in reductions in drilling activity from producers
in the areas we operate.
| | |
Three months ended | | |
Six months ended | |
| Natural Gas Throughput | |
June 30, | | |
June 30, | |
| (MMBtu per day) | |
2015 | | |
2014 | | |
2015 | | |
2014 | |
| East Texas | |
| 968,000 | | |
| 1,029,000 | | |
| 988,000 | | |
| 1,000,000 | |
| Anadarko | |
| 794,000 | | |
| 819,000 | | |
| 811,000 | | |
| 822,000 | |
| North Texas | |
| 274,000 | | |
| 300,000 | | |
| 281,000 | | |
| 286,000 | |
| Total | |
| 2,036,000 | | |
| 2,148,000 | | |
| 2,080,000 | | |
| 2,108,000 | |
| | |
Three months ended | | |
Six months ended | |
| NGL Production | |
June 30, | | |
June 30, | |
| (Barrels per day) | |
2015 | | |
2014 | | |
2015 | | |
2014 | |
| Total System Production | |
| 81,056 | | |
| 83,480 | | |
| 81,051 | | |
| 82,196 | |
ENBRIDGE ENERGY MANAGEMENT DISTRIBUTION
Enbridge Energy Management, L.L.C. (NYSE:
EEQ) ("Enbridge Management") today declared a distribution of $0.583 per share payable on August 14, 2015 to shareholders
of record on August 7, 2015. The distribution will be paid in the form of additional shares of Enbridge Management valued at the
average closing price of the shares for the 10 trading days prior to the ex-dividend date on August 5, 2015. Enbridge Management's
sole asset is its approximate 14.7 percent limited partner interest in Enbridge Partners. Enbridge Management's results of operations,
financial condition and cash flows depend on the results of operations, financial condition and cash flows of Enbridge Partners,
which are summarized herein for the second quarter of 2015.
MANAGEMENT REVIEW OF QUARTERLY RESULTS
Enbridge Partners will host a conference
call at 5 p.m. Eastern Time on Thursday, July 30, 2015 to review its second quarter 2015 financial results. The call will be webcast
live over the internet and may be accessed on Enbridge Partners’ website under “Events and Presentations” or
directly at
http://edge.media-server.com/m/p/mjj6jriq
A replay will be available shortly afterward.
Presentation slides and condensed financial statements will also be available at the link below.
EEP Events and Presentations:
www.enbridgepartners.com/Investor-Relations/EEP/Events-and-Presentations
Webcast link: http://edge.media-server.com/m/p/mjj6jriq
The audio portion of the live presentation
will be accessible by telephone at (844) 298-9821 (Passcode: 83942472) and can be replayed for 14 days after the call by calling
(855) 859-2056 (Passcode: 83942472). An audio replay will also be available for download in MP3 format from either of the website
addresses above.
NON-GAAP RECONCILIATIONS
Adjusted net income and adjusted operating
income for the principal business segments are provided to illustrate trends in income excluding non-cash unrealized derivative
fair value losses and gains and other items that are not indicative of our core operating results and business outlook. The derivative
non-cash losses and gains result from marking to market certain financial derivatives used by the Partnership for hedging purposes
that do not qualify for hedge accounting treatment in accordance with the authoritative accounting guidance as prescribed under
generally accepted accounting principles in the United States.
| | |
Three months ended | | |
Six months ended | |
| Adjusted Earnings | |
June 30, | | |
June 30, | |
| (unaudited; dollars in millions except per unit amounts) | |
2015 | | |
2014 | | |
2015 | | |
2014 | |
| Net income (loss) attributable to general and limited partner ownership interests in Enbridge Energy Partners, L.P. | |
$ | (97.1 | ) | |
$ | 43.9 | | |
$ | 43.0 | | |
$ | 137.2 | |
| Noncash derivative fair value (gains) losses | |
| | | |
| | | |
| | | |
| | |
| -Liquids | |
| 8.3 | | |
| 5.3 | | |
| 12.2 | | |
| 7.5 | |
| -Natural Gas | |
| 18.7 | | |
| 8.9 | | |
| 45.4 | | |
| 5.1 | |
| -Corporate | |
| (3.8 | ) | |
| 5.3 | | |
| (32.4 | ) | |
| 11.0 | |
| Option premium amortization | |
| (2.6 | ) | |
| (0.7 | ) | |
| (3.6 | ) | |
| (1.4 | ) |
| Make-up rights adjustment | |
| (3.2 | ) | |
| 4.7 | | |
| (5.8 | ) | |
| 7.3 | |
| Line 6B incident expenses, net of recoveries | |
| - | | |
| 36.0 | | |
| - | | |
| 36.0 | |
| Line 2 hydrotest expenses, net of recoveries | |
| (6.1 | ) | |
| - | | |
| (5.7 | ) | |
| - | |
| Accretion of discount on Series 1 preferred units | |
| 4.1 | | |
| 3.7 | | |
| 8.0 | | |
| 7.3 | |
| Asset impairment | |
| 9.4 | | |
| - | | |
| 9.4 | | |
| - | |
| Goodwill impairment | |
| 192.8 | | |
| - | | |
| 192.8 | | |
| - | |
| Adjusted net income | |
| 120.5 | | |
| 107.1 | | |
| 263.3 | | |
| 210.0 | |
| Less: Allocations to general partner | |
| 56.7 | | |
| 40.1 | | |
| 110.9 | | |
| 74.7 | |
| Adjusted net income allocable to common units and i-units | |
$ | 63.8 | | |
$ | 67.0 | | |
$ | 152.4 | | |
$ | 135.3 | |
| Weighted average common units and i-units outstanding (millions) | |
| 339.9 | | |
| 327.6 | | |
| 336.3 | | |
| 327.0 | |
| Adjusted net income per common unit and i-unit (dollars) | |
$ | 0.18 | | |
$ | 0.21 | | |
$ | 0.46 | | |
$ | 0.41 | |
| | |
Three months ended | | |
Six months ended | |
| Liquids | |
June 30, | | |
June 30, | |
| (unaudited; dollars in millions) | |
2015 | | |
2014 | | |
2015 | | |
2014 | |
| Operating income | |
$ | 271.6 | | |
$ | 187.7 | | |
$ | 541.8 | | |
$ | 389.8 | |
| Line 6B incident expenses, net of recoveries | |
| - | | |
| 36.0 | | |
| - | | |
| 36.0 | |
| Noncash derivative fair value losses | |
| 8.3 | | |
| 5.3 | | |
| 12.2 | | |
| 7.5 | |
| Make-up rights adjustment | |
| (3.2 | ) | |
| 3.8 | | |
| (5.3 | ) | |
| 4.7 | |
| Line 2 hydrotest expenses, net of recoveries | |
| (6.1 | ) | |
| - | | |
| (5.7 | ) | |
| - | |
| Adjusted operating income | |
$ | 270.6 | | |
$ | 232.8 | | |
$ | 543.0 | | |
$ | 438.0 | |
| | |
Three months ended | | |
Six months ended | |
| Natural Gas | |
June 30, | | |
June 30, | |
| (unaudited; dollars in millions) | |
2015 | | |
2014 (1) | | |
2015 | | |
2014 (1) | |
| Operating income (loss) | |
$ | (277.6 | ) | |
$ | (3.4 | ) | |
$ | (304.2 | ) | |
$ | 8.9 | |
| Noncash derivative fair value losses | |
| 24.6 | | |
| 10.8 | | |
| 59.7 | | |
| 6.2 | |
| Option premium amortization | |
| (3.3 | ) | |
| (0.8 | ) | |
| (4.7 | ) | |
| (1.7 | ) |
| Asset impairment | |
| 12.3 | | |
| - | | |
| 12.3 | | |
| - | |
| Goodwill impairment | |
| 246.7 | | |
| - | | |
| 246.7 | | |
| - | |
| Adjusted operating income | |
$ | 2.7 | | |
$ | 6.6 | | |
$ | 9.8 | | |
$ | 13.4 | |
| (1) | Prior
year adjusted operating income was revised to reclassify make-up rights adjustment to other income. |
Adjusted EBITDA (earnings before interest,
taxes, depreciation and amortization) is used as a supplemental financial measurement to assess liquidity and the ability to generate
cash sufficient to pay interest costs and make cash distributions to unitholders. The following reconciliation of net cash provided
by operating activities to adjusted EBITDA is provided because EBITDA is not a financial measure recognized under generally accepted
accounting principles.
| | |
Three months ended | | |
Six months ended | |
| Adjusted EBITDA | |
June 30, | | |
June 30, | |
| (unaudited; dollars in millions) | |
2015 | | |
2014 | | |
2015 | | |
2014 | |
| Net cash provided by operating activities | |
$ | 266.4 | | |
$ | 148.8 | | |
$ | 646.9 | | |
$ | 359.6 | |
| Changes in operating assets and liabilities, | |
| | | |
| | | |
| | | |
| | |
| net of cash acquired | |
| 71.1 | | |
| 119.9 | | |
| 28.5 | | |
| 156.8 | |
| Interest expense(1) | |
| 81.8 | | |
| 74.9 | | |
| 158.7 | | |
| 146.1 | |
| Income tax expense (benefit) | |
| (3.8 | ) | |
| 2.0 | | |
| (1.4 | ) | |
| 4.0 | |
| Allowance for equity used during construction | |
| 17.3 | | |
| 12.6 | | |
| 40.3 | | |
| 33.3 | |
| Option premium amortization | |
| (3.3 | ) | |
| (0.7 | ) | |
| (4.7 | ) | |
| (1.7 | ) |
| Other | |
| (7.1 | ) | |
| 4.8 | | |
| (13.7 | ) | |
| 2.9 | |
| Adjusted EBITDA | |
$ | 422.4 | | |
$ | 362.3 | | |
$ | 854.6 | | |
$ | 701.0 | |
| (1) | Interest expense excludes unrealized mark-to-market net
gains of $3.8 million and $32.4 million for the three and six month periods ended June 30, 2015, respectively. Interest
expense excludes unrealized mark-to-market net losses of $5.3 million and $11.0 million for the three and six month periods ended
June 30, 2014, respectively. |
About Enbridge Energy Partners, L.P.
Enbridge Energy Partners, L.P. owns and
operates a diversified portfolio of crude oil and, through its interests in Midcoast Energy Partners, L.P. (“Midcoast Partners”),
natural gas transportation systems in the United States. Its principal crude oil system is the largest pipeline transporter of
growing oil production from western Canada and the North Dakota Bakken formation. The system's deliveries to refining centers
and connected carriers in the United States account for approximately 17 percent of total U.S. oil imports. Midcoast Partners’
natural gas gathering, treating, processing and transmission assets, which are principally located onshore in the active U.S.
Mid-Continent and Gulf Coast areas, deliver approximately 2.2 billion cubic feet of natural gas daily. Enbridge Partners
is recognized by Forbes as one of the 100 Most Trustworthy Companies in America.
About Enbridge Energy Management, L.L.C.
Enbridge Management manages the business
and affairs of Enbridge Partners, and its sole asset is an approximate 14.7 percent limited partner interest in Enbridge Partners.
Enbridge Energy Company, Inc., an indirect wholly owned subsidiary of Enbridge Inc. of Calgary, Alberta, Canada (NYSE: ENB) (TSX:
ENB) is the general partner of Enbridge Partners and holds an approximate 42 percent interest in Enbridge Partners together with
all of the outstanding preferred units and Class B, D and E units in Enbridge Partners. Enbridge Management is the delegate of
the general partner of Enbridge Partners.
Forward Looking Statements
This news release includes forward-looking
statements and projections, which are statements that do not relate strictly to historical or current facts. These statements
frequently use the following words, variations thereon or comparable terminology: “anticipate,” “believe,”
“continue,” “could,” “estimate,” “expect,” “forecast,” “intend,”
“may,” “plan,” “position,” “projection,” “should,” “strategy,”
“target,” “will” and similar words. Although the Partnership believes that such forward-looking statements
are reasonable based on currently available information, such statements involve risks, uncertainties and assumptions and are
not guarantees of performance. Future actions, conditions or events and future results of operations may differ materially from
those expressed in these forward-looking statements. Many of the factors that will determine these results are beyond the Partnership’s
ability to control or predict. Specific factors that could cause actual results to differ from those in the forward-looking statements
include: (1) changes in the demand for or the supply of, forecast data for, and price trends related to crude oil, liquid petroleum,
natural gas and NGLs, including the rate of development of the Alberta Oil Sands; (2) the Partnership’s ability to successfully
complete and finance expansion projects or drop-down opportunities; (3) the effects of competition, in particular, by other pipeline
systems; (4) shut-downs or cutbacks at the Partnership’s facilities or refineries, petrochemical plants, utilities or other
businesses for which the Partnership transports products or to whom the Partnership sells products; (5) hazards and operating
risks that may not be covered fully by insurance, including those related to Line 6B and any additional fines and penalties assessed
in connection with the crude oil release on that line; (6) changes in or challenges to the Partnership’s tariff rates; (7)
changes in laws or regulations to which the Partnership is subject, including compliance with environmental and operational safety
regulations that may increase costs of system integrity testing and maintenance; and (8) permitting at federal, state and local
levels in regards to the construction of new assets.
“Enbridge” refers collectively
to Enbridge Inc. and its subsidiaries other than us and our subsidiaries.
Forward-looking statements regarding
“drop-down” growth opportunities from Enbridge are further qualified by the fact that Enbridge is under no obligation
to offer to sell us interests in its U.S. projects, and we are under no obligation to buy any such interests. Similarly,
any forward-looking statements regarding potential “drop-down” transactions of interests in Midcoast Operating to
Midcoast Energy Partners are further qualified by the fact that we are under no obligation to sell to Midcoast Energy Partners,
L.P. any such interests, and Midcoast Energy Partners, L.P. is under no obligation to buy any such interests. As a result,
we do not know when or if any such transactions will occur.
Except to the extent required by law,
we assume no obligation to publicly update or revise any forward looking statements, whether as a result of new information, future
events or otherwise. Reference should also be made to the Partnership’s filings with the U.S. Securities and Exchange Commission
(the “SEC”), including its Annual Report on Form 10-K for the year ended December 31, 2014 and any subsequently filed
Quarterly Report on Form 10-Q for additional factors that may affect results. These filings are available to the public over the
Internet at the SEC’s web site (www.sec.gov) and at the Partnership’s web site.
FOR FURTHER INFORMATION PLEASE CONTACT
| Investor Relations Contact: |
Media Contact: |
| |
|
| Sanjay Lad, CFA |
Terri Larson, APR |
| |
|
| Toll-free: (866) EEP INFO or (866) 337-4636 |
Telephone: (877) 496-8142 |
| |
|
| E-mail: eep@enbridge.com |
E-mail: usmedia@enbridge.com |
| |
|
| Website: www.enbridgepartners.com |
|
# # #
Exhibit 99.2
| ENBRIDGE ENERGY PARTNERS, L.P. |
| CONSOLIDATED STATEMENTS OF INCOME |
| | |
For the three months | |
For the six months |
| | |
ended
June 30, | |
ended
June 30, |
| | |
2015 | |
2014 | |
2015 | |
2014 |
| | |
(unaudited; in millions,
except per unit amounts) |
| | |
| |
| |
| |
|
| Operating revenues: | |
| | | |
| | | |
| | | |
| | |
| Commodity sales | |
$ | 702.7 | | |
$ | 1,275.5 | | |
$ | 1,503.6 | | |
$ | 2,817.8 | |
| Commodity sales - affiliate | |
| 28.4 | | |
| 66.9 | | |
| 50.2 | | |
| 124.1 | |
| Transportation and other services | |
| 548.5 | | |
| 509.6 | | |
| 1,123.2 | | |
| 971.8 | |
| Transportation and other
services - affiliate | |
| 33.5 | | |
| 19.1 | | |
| 64.7 | | |
| 37.0 | |
| | |
| 1,313.1 | | |
| 1,871.1 | | |
| 2,741.7 | | |
| 3,950.7 | |
| Operating expenses: | |
| | | |
| | | |
| | | |
| | |
| Commodity costs | |
| 647.5 | | |
| 1,221.4 | | |
| 1,408.7 | | |
| 2,679.9 | |
| Commodity costs - affiliate | |
| 23.1 | | |
| 38.4 | | |
| 41.0 | | |
| 68.6 | |
| Environmental costs, net of recoveries | |
| (0.8 | ) | |
| 38.2 | | |
| - | | |
| 43.2 | |
| Operating and administrative | |
| 91.5 | | |
| 107.3 | | |
| 189.7 | | |
| 203.9 | |
| Operating and administrative - affiliate | |
| 115.7 | | |
| 117.3 | | |
| 234.6 | | |
| 237.7 | |
| Power | |
| 57.2 | | |
| 54.2 | | |
| 120.8 | | |
| 104.6 | |
| Depreciation and amortization | |
| 129.5 | | |
| 113.4 | | |
| 257.9 | | |
| 217.2 | |
| Goodwill impairment | |
| 246.7 | | |
| - | | |
| 246.7 | | |
| - | |
| Asset impairment | |
| 12.3 | | |
| - | | |
| 12.3 | | |
| - | |
| | |
| 1,322.7 | | |
| 1,690.2 | | |
| 2,511.7 | | |
| 3,555.1 | |
| Operating income (loss) | |
| (9.6 | ) | |
| 180.9 | | |
| 230.0 | | |
| 395.6 | |
| Interest expense, net | |
| 78.0 | | |
| 80.2 | | |
| 126.3 | | |
| 157.1 | |
| Allowance for equity used during construction | |
| 17.3 | | |
| 12.6 | | |
| 40.3 | | |
| 33.3 | |
| Other income | |
| 6.0 | | |
| 1.2 | | |
| 11.9 | | |
| 0.4 | |
| Income (loss) before income tax expense (benefit) | |
| (64.3 | ) | |
| 114.5 | | |
| 155.9 | | |
| 272.2 | |
| Income tax expense (benefit) | |
| (3.8 | ) | |
| 2.0 | | |
| (1.4 | ) | |
| 4.0 | |
| Net income (loss) | |
| (60.5 | ) | |
| 112.5 | | |
| 157.3 | | |
| 268.2 | |
| Less: Net income attributable to: | |
| | | |
| | | |
| | | |
| | |
| Noncontrolling interest | |
| 10.0 | | |
| 42.4 | | |
| 61.3 | | |
| 78.7 | |
| Series 1 preferred unit distributions | |
| 22.5 | | |
| 22.5 | | |
| 45.0 | | |
| 45.0 | |
| Accretion of discount
on Series 1 preferred units | |
| 4.1 | | |
| 3.7 | | |
| 8.0 | | |
| 7.3 | |
| Net
income (loss) attributable to general and limited partner ownership interests in Enbridge Energy Partners, L.P. | |
$ | (97.1 | ) | |
$ | 43.9 | | |
$ | 43.0 | | |
$ | 137.2 | |
| Net
income (loss) allocable to common units and i-units | |
$ | (149.4 | ) | |
$ | 5.0 | | |
$ | (63.5 | ) | |
$ | 63.9 | |
| Net
income (loss) per common unit and i-unit (basic) | |
$ | (0.44 | ) | |
$ | 0.02 | | |
$ | (0.18 | ) | |
$ | 0.19 | |
| Weighted
average common units and i-units outstanding (basic) | |
| 339.9 | | |
| 327.6 | | |
| 336.3 | | |
| 327.0 | |
| Net
income (loss) per common unit and i-unit (diluted) | |
$ | (0.44 | ) | |
$ | 0.02 | | |
$ | (0.18 | ) | |
$ | 0.19 | |
| Weighted
average common units and i-units outstanding (diluted) | |
| 339.9 | | |
| 327.6 | | |
| 336.3 | | |
| 327.0 | |
| ENBRIDGE ENERGY PARTNERS, L.P. |
| CONSOLIDATED STATEMENTS OF CASH FLOWS |
| | |
For the six months |
| | |
ended
June 30, |
| | |
2015 | |
2014 |
| | |
(unaudited; in millions) |
| Cash provided by operating activities: | |
| | | |
| | |
| Net income | |
$ | 157.3 | | |
$ | 268.2 | |
| Adjustments to reconcile net income to net cash
provided by operating activities: | |
| | | |
| | |
| Depreciation and amortization | |
| 257.9 | | |
| 217.2 | |
| Derivative fair value net losses | |
| 39.5 | | |
| 24.7 | |
| Inventory market price adjustments | |
| 5.3 | | |
| 3.3 | |
| Goodwill impairment | |
| 246.7 | | |
| - | |
| Environmental costs, net of recoveries | |
| (1.0 | ) | |
| 38.0 | |
| Distributions from investments in joint ventures | |
| 11.6 | | |
| 1.0 | |
| Equity earnings from investments in joint
ventures | |
| (11.6 | ) | |
| (1.0 | ) |
| Deferred income taxes | |
| (3.7 | ) | |
| 1.3 | |
| State income taxes | |
| 1.7 | | |
| 1.8 | |
| Allowance for equity used during construction | |
| (40.3 | ) | |
| (33.3 | ) |
| Asset impairment | |
| 12.3 | | |
| - | |
| Other | |
| 4.1 | | |
| 0.5 | |
| Changes in operating assets and liabilities,
net of acquisitions: | |
| | | |
| | |
| Receivables, trade and other | |
| 45.7 | | |
| 9.1 | |
| Due from General Partner and affiliates | |
| (62.7 | ) | |
| 5.3 | |
| Accrued receivables | |
| 158.9 | | |
| 51.8 | |
| Inventory | |
| (1.3 | ) | |
| (75.7 | ) |
| Current and long-term other assets | |
| (33.0 | ) | |
| (16.5 | ) |
| Due to General Partner and affiliates | |
| 66.9 | | |
| (6.0 | ) |
| Accounts payable and other | |
| (56.6 | ) | |
| (63.8 | ) |
| Environmental liabilities | |
| (21.6 | ) | |
| (62.9 | ) |
| Accrued purchases | |
| (114.8 | ) | |
| (3.2 | ) |
| Interest payable | |
| 1.2 | | |
| 1.4 | |
| Property and other taxes
payable | |
| (15.6 | ) | |
| (1.6 | ) |
| Net cash provided by operating activities | |
| 646.9 | | |
| 359.6 | |
| | |
| | | |
| | |
| Cash used in investing activities: | |
| | | |
| | |
| Additions to property, plant and equipment | |
| (994.9 | ) | |
| (1,309.0 | ) |
| Acquisitions | |
| (85.0 | ) | |
| - | |
| Changes in restricted cash | |
| 78.6 | | |
| 36.1 | |
| Investments in joint ventures | |
| (2.5 | ) | |
| (28.1 | ) |
| Distributions from investments in joint ventures
in excess of cumulative earnings | |
| 6.7 | | |
| 17.7 | |
| Other | |
| 0.8 | | |
| (3.7 | ) |
| Net cash used in investing activities | |
| (996.3 | ) | |
| (1,287.0 | ) |
| | |
| | | |
| | |
| Cash provided by financing activities: | |
| | | |
| | |
| Net proceeds from unit issuances | |
| 294.8 | | |
| - | |
| Distributions to partners | |
| (403.8 | ) | |
| (356.9 | ) |
| Repayments to General Partner | |
| (306.0 | ) | |
| (6.0 | ) |
| Net borrowings (repayments) under credit facility | |
| (300.0 | ) | |
| 140.0 | |
| Net commercial paper borrowings | |
| 644.9 | | |
| 765.0 | |
| Contributions from noncontrolling interest | |
| 502.6 | | |
| 612.9 | |
| Distributions to noncontrolling
interest | |
| (171.2 | ) | |
| (42.5 | ) |
| Net cash provided by financing activities | |
| 261.3 | | |
| 1,112.5 | |
| | |
| | | |
| | |
| Net increase (decrease) in cash and cash equivalents | |
| (88.1 | ) | |
| 185.1 | |
| Cash and cash equivalents at beginning of year | |
| 197.9 | | |
| 164.8 | |
| Cash and cash equivalents at end of period | |
$ | 109.8 | | |
$ | 349.9 | |
ENBRIDGE ENERGY PARTNERS, L.P.
CONSOLIDATED STATEMENTS OF FINANCIAL
POSITION
| | |
June 30, | |
December 31, |
| | |
2015 | |
2014 |
| |
(unaudited; in millions) |
| ASSETS | |
|
| Current assets: | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 109.8 | | |
$ | 197.9 | |
| Restricted cash | |
| 34.4 | | |
| 97.0 | |
| Receivables, trade and
other, net of allowance for doubtful accounts of $1.5 million and $1.8 million at June 30, 2015 and December 31, 2014, respectively | |
| 0.2 | | |
| 46.2 | |
| Due from General Partner and affiliates | |
| 104.1 | | |
| 41.4 | |
| Accrued receivables | |
| 101.4 | | |
| 260.3 | |
| Inventory | |
| 90.2 | | |
| 94.2 | |
| Other current assets | |
| 190.7 | | |
| 218.4 | |
| | |
| 630.8 | | |
| 955.4 | |
| Property, plant and equipment, net | |
| 16,541.3 | | |
| 15,692.7 | |
| Goodwill | |
| - | | |
| 246.7 | |
| Intangible assets, net | |
| 288.9 | | |
| 254.8 | |
| Other assets, net | |
| 552.2 | | |
| 597.3 | |
| | |
$ | 18,013.2 | | |
$ | 17,746.9 | |
| LIABILITIES AND PARTNERS’ CAPITAL | |
| | | |
| | |
| Current liabilities: | |
| | | |
| | |
| Due to General Partner and affiliates | |
$ | 210.7 | | |
$ | 143.7 | |
| Accounts payable and other | |
| 769.5 | | |
| 777.7 | |
| Environmental liabilities | |
| 113.5 | | |
| 141.7 | |
| Accrued purchases | |
| 260.9 | | |
| 375.7 | |
| Interest payable | |
| 75.8 | | |
| 74.6 | |
| Property and other taxes payable | |
| 80.9 | | |
| 96.5 | |
| Note payable to General
Partner | |
| - | | |
| 306.0 | |
| | |
| 1,511.3 | | |
| 1,915.9 | |
| | |
| | | |
| | |
| Long-term debt | |
| 7,020.6 | | |
| 6,675.2 | |
| Due to General Partner and affiliates | |
| 193.3 | | |
| 148.3 | |
| Other long-term liabilities | |
| 274.1 | | |
| 278.1 | |
| | |
| 8,999.3 | | |
| 9,017.5 | |
| | |
| | | |
| | |
| Commitments and contingencies | |
| | | |
| | |
| Partners’ capital: | |
| | | |
| | |
| Series 1 preferred units
(48,000,000 authorized and issued at June 30, 2015 and December 31, 2014) | |
| 1,183.6 | | |
| 1,175.6 | |
| Class D units (66,100,000
authorized and issued at June 30, 2015 and December 31, 2014) | |
| 2,517.6 | | |
| 2,516.8 | |
| Class E units (18,114,975
authorized and issued at June 30, 2015) | |
| 778.3 | | |
| - | |
| Class A common units
(262,208,428 and 254,208,428 authorized and issued at June 30, 2015 and December 31, 2014) | |
| - | | |
| 235.5 | |
| Class B common units
(7,825,500 authorized and issued at June 30, 2015 and December 31, 2014) | |
| - | | |
| - | |
| i-units (70,404,588 and
68,305,187 authorized and issued at June 30, 2015 and December 31, 2014) | |
| 517.3 | | |
| 712.6 | |
| Incentive distribution
units (1,000 authorized and issued at June 30, 2015 and December 31, 2014) | |
| 495.0 | | |
| 493.0 | |
| General Partner | |
| 185.7 | | |
| 198.3 | |
| Accumulated other comprehensive
loss | |
| (259.0 | ) | |
| (211.4 | ) |
| Total Enbridge Energy Partners, L.P. partners’
capital | |
| 5,418.5 | | |
| 5,120.4 | |
| Noncontrolling interest | |
| 3,595.4 | | |
| 3,609.0 | |
| Total partners’
capital | |
| 9,013.9 | | |
| 8,729.4 | |
| | |
$ | 18,013.2 | | |
$ | 17,746.9 | |
NET INCOME PER LIMITED PARTNER UNIT
We allocate our net
income among our Series 1 Preferred Units, or Preferred Units, our General Partner interest and our limited partner units using
the two-class method in accordance with applicable authoritative accounting guidance. Under the two-class method, we allocate our
net income attributable to our General Partner and our limited partners according to the distribution formula for available cash
as set forth in our partnership agreement. We allocate our net income to our limited partners owning Class D units and Class E
units equal to the distributions that they receive. We also allocate any earnings in excess of distributions to our General Partner
and limited partners owning Class A and Class B common units and i-units utilizing the distribution formula for available cash
specified in our partnership agreement. We allocate any distributions in excess of earnings for the period to our General Partner
and limited partners owning Class A and B common units and i-units based on their sharing of losses of 2% and 98%, respectively,
as set forth in our partnership agreement. We calculate distributions to the General Partner and limited partners based upon the
distribution rates and percentages set forth in the following table:
| Distribution Targets |
|
Portion of Quarterly
Distribution Per Unit |
|
Percentage Distributed to
General Partner and IDUs (1) |
|
Percentage Distributed to
Limited partners |
| Minimum Quarterly Distribution |
|
Up to $0.5435 |
|
2% |
|
98% |
| First Target Distribution |
|
> $0.5435 |
|
25% |
|
75% |
| (1) | For distributions in excess of the Minimum Quarterly Distribution, this percentage includes both the General Partner's distributions
of 2% and the distribution to the Incentive Distribution Unit holder, a wholly-owned subsidiary of our General Partner. |
Equity Restructuring Transaction
On July 1, 2014, we
entered into an equity restructuring transaction, or Equity Restructuring, with the General Partner in which the General Partner
irrevocably waived its right to receive cash distributions and allocations of items of income, gain, deduction and loss in excess
of 2% in respect of its general partner interest in the incentive distribution rights, or Previous IDRs, in exchange for the issuance
to a wholly-owned subsidiary of the General Partner of (1) 66.1 million units of a new class of limited partner interests designated
as Class D units, and (2) 1,000 units of a new class of limited partner interests designated as Incentive Distribution Units, or
IDUs. Prior to this transaction, and for the three and six months ended June 30, 2014, we allocated distributions to the General
Partner and limited partners as follows:
| Distribution Targets |
|
Portion of Quarterly
Distribution Per Unit |
|
Percentage Distributed to
General Partner |
|
Percentage Distributed to
Limited partners |
| Minimum Quarterly Distribution |
|
Up to $0.295 |
|
2% |
|
98% |
| First Target Distribution |
|
> $0.295 to $0.35 |
|
15% |
|
85% |
| Second Target Distribution |
|
> $0.35 to $0.495 |
|
25% |
|
75% |
| Over Second Target Distribution |
|
In excess of $0.495 |
|
50% |
|
50% |
Alberta Clipper Drop Down
On January 2, 2015,
we completed a transaction to acquire from our General Partner the remaining 66.7% interest in the U.S. portion of the Alberta
Clipper Pipeline. The consideration consisted of issuance to the General Partner of 18,114,975 units of a new class of limited
partner interests designated as Class E units. For more information, please refer to Note 9. Partners' Capital of our consolidated
financial statements.
We determined basic and diluted net income per limited partner
unit as follows:
| | |
For the three months | | |
For the six months | |
| | |
ended June 30, | | |
ended June 30, | |
| | |
2015 | | |
2014 | | |
2015 | | |
2014 | |
| | |
(in millions, except per unit amounts) | |
| Net income (loss) | |
$ | (60.5 | ) | |
$ | 112.5 | | |
$ | 157.3 | | |
$ | 268.2 | |
| Less Net income (loss) attributable to: | |
| | | |
| | | |
| | | |
| | |
| Noncontrolling interest | |
| (10.0 | ) | |
| (42.4 | ) | |
| (61.3 | ) | |
| (78.7 | ) |
| Series 1 preferred unit distributions | |
| (22.5 | ) | |
| (22.5 | ) | |
| (45.0 | ) | |
| (45.0 | ) |
| Accretion of discount on Series 1 preferred units | |
| (4.1 | ) | |
| (3.7 | ) | |
| (8.0 | ) | |
| (7.3 | ) |
| Net income (loss) attributable to general and limited partner | |
| | | |
| | | |
| | | |
| | |
| interests in Enbridge Energy Partners, L.P. | |
| (97.1 | ) | |
| 43.9 | | |
| 43.0 | | |
| 137.2 | |
| Less distributions: | |
| | | |
| | | |
| | | |
| | |
| Incentive distributions | |
| (5.1 | ) | |
| (38.0 | ) | |
| (8.5 | ) | |
| (71.2 | ) |
| Distributed earnings attributed to our General Partner | |
| (5.2 | ) | |
| (4.5 | ) | |
| (10.2 | ) | |
| (8.1 | ) |
| Distributed earnings attributed to Class D and Class E units | |
| (49.1 | ) | |
| - | | |
| (97.1 | ) | |
| - | |
| Total distributed earnings to our General Partner, Class D and | |
| | | |
| | | |
| | | |
| | |
| Class E units and IDUs | |
| (59.4 | ) | |
| (42.5 | ) | |
| (115.8 | ) | |
| (79.3 | ) |
| Total distributed earnings attributed to our common units and | |
| | | |
| | | |
| | | |
| | |
| i-units | |
| (198.5 | ) | |
| (182.2 | ) | |
| (392.0 | ) | |
| (359.9 | ) |
| Total distributed earnings | |
| (257.9 | ) | |
| (224.7 | ) | |
| (507.8 | ) | |
| (439.2 | ) |
| Overdistributed earnings | |
$ | (355.0 | ) | |
$ | (180.8 | ) | |
$ | (464.8 | ) | |
$ | (302.0 | ) |
| Weighted average common units and i-units outstanding | |
| 339.9 | | |
| 327.6 | | |
| 336.3 | | |
| 327.0 | |
| | |
| | | |
| | | |
| | | |
| | |
| Basic and diluted earnings per unit: | |
| | | |
| | | |
| | | |
| | |
| Distributed earnings per common unit and i-unit (1) | |
$ | 0.58 | | |
$ | 0.56 | | |
$ | 1.17 | | |
$ | 1.10 | |
| Overdistributed earnings per common unit and i-unit (2) | |
| (1.02 | ) | |
| (0.54 | ) | |
| (1.35 | ) | |
| (0.91 | ) |
| Net income (loss) per common unit and i-unit (basic and diluted) (3) | |
$ | (0.44 | ) | |
$ | 0.02 | | |
$ | (0.18 | ) | |
$ | 0.19 | |
| (1) |
Represents the total
distributed earnings to common units and i-units divided by the weighted average number of common units and i-units outstanding
for the period. |
| (2) |
Represents the common
units' and i-units' share (98%) of distributions in excess of earnings divided by the weighted average number of common
units and i-units outstanding for the period and overdistributed earnings allocated to the common units and i-units based
on the distribution waterfall that is outlined in our partnership agreement. |
| (3) |
For the three and six
months ended June 30, 2015, 43,201,310 anti-dilutive Preferred units, 66,100,000 anti-dilutive Class D units and 18,114,975
anti-dilutive Class E units were excluded from the if-converted method of calculating diluted earnings per unit. For the three
and six months ended June 30, 2014, 43,201,310 anti-dilutive Preferred units were excluded from the if-converted method of
calculating diluted earnings per unit. |
SEGMENT INFORMATION
Our business is divided
into operating segments, defined as components of the enterprise, about which financial information is available and evaluated
regularly by our Chief Operating Decision Maker, collectively comprised of our senior management, in deciding how resources are
allocated and performance is assessed.
Each of our reportable
segments is a business unit that offers different services and products that are managed separately, because each business segment
requires different operating strategies. We have segregated our business activities into two distinct operating segments:
The following tables
present certain financial information relating to our business segments and corporate activities:
| | |
For the three months ended June 30, 2015 | |
| | |
Liquids | | |
Natural Gas | | |
Corporate (1) | | |
Total | |
| | |
(in millions) | |
| Operating Revenues: | |
| | | |
| | | |
| | | |
| | |
| Commodity Sales | |
$ | - | | |
$ | 731.1 | | |
$ | - | | |
$ | 731.1 | |
| Transportation and other services | |
| 533.0 | | |
| 49.0 | | |
| - | | |
| 582.0 | |
| | |
| 533.0 | | |
| 780.1 | | (2) |
| - | | |
| 1,313.1 | |
| Commodity costs | |
| - | | |
| 670.6 | | |
| - | | |
| 670.6 | |
| Environmental costs, net of recoveries | |
| (0.8 | ) | |
| - | | |
| - | | |
| (0.8 | ) |
| Operating and administrative | |
| 116.3 | | |
| 87.3 | | |
| 3.6 | | |
| 207.2 | |
| Power | |
| 57.2 | | |
| - | | |
| - | | |
| 57.2 | |
| Goodwill Impairment | |
| - | | |
| 246.7 | | |
| - | | |
| 246.7 | |
| Asset impairment | |
| - | | |
| 12.3 | | |
| - | | |
| 12.3 | |
| Depreciation and amortization | |
| 88.7 | | |
| 40.8 | | |
| - | | |
| 129.5 | |
| | |
| 261.4 | | |
| 1,057.7 | | |
| 3.6 | | |
| 1,322.7 | |
| Operating income (loss) | |
| 271.6 | | |
| (277.6 | ) | |
| (3.6 | ) | |
| (9.6 | ) |
| Interest expense, net | |
| - | | |
| - | | |
| 78.0 | | |
| 78.0 | |
| Allowance for equity used during construction | |
| - | | |
| - | | |
| 17.3 | | |
| 17.3 | |
| Other income | |
| - | | |
| 5.9 | | (3) |
| 0.1 | | |
| 6.0 | |
| | |
| | | |
| | | |
| | | |
| | |
| Income (loss) before income tax benefit | |
| 271.6 | | |
| (271.7 | ) | |
| (64.2 | ) | |
| (64.3 | ) |
| Income tax benefit | |
| - | | |
| - | | |
| (3.8 | ) | |
| (3.8 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Net income (loss) | |
| 271.6 | | |
| (271.7 | ) | |
| (60.4 | ) | |
| (60.5 | ) |
| Less: Net income attributable to: | |
| | | |
| | | |
| | | |
| | |
| Noncontrolling interest | |
| - | | |
| - | | |
| 10.0 | | |
| 10.0 | |
| Series 1 preferred unit distributions | |
| - | | |
| - | | |
| 22.5 | | |
| 22.5 | |
| Accretion of discount on Series 1 preferred units | |
| - | | |
| - | | |
| 4.1 | | |
| 4.1 | |
| Net income (loss) attributable to general and limited partner | |
| | | |
| | | |
| | | |
| | |
| ownership interests in Enbridge Energy Partners, L.P. | |
$ | 271.6 | | |
$ | (271.7 | ) | |
$ | (97.0 | ) | |
$ | (97.1 | ) |
| (1) |
Corporate consists of
interest expense, interest income, allowance for equity used during construction, noncontrolling interest and other costs
such as income taxes, which are not allocated to the business segments. |
| (2) |
There were no intersegment
revenues for the three months ended June 30, 2015. |
| (3) |
Other income (expense)
for our Natural Gas segment includes our equity investment in the Texas Express NGL system. |
| | |
For the three months ended June 30, 2014 | |
| | |
Liquids | | |
Natural Gas | | |
Corporate (1) | | |
Total | |
| | |
(in millions) | |
| Operating revenues: | |
| | | |
| | | |
| | | |
| | |
| Commodity sales | |
$ | - | | |
$ | 1,342.4 | | |
$ | - | | |
$ | 1,342.4 | |
| Transportation and other services | |
| 474.3 | | |
| 54.4 | | |
| - | | |
| 528.7 | |
| | |
| 474.3 | | |
| 1,396.8 | | |
| - | | |
| 1,871.1 | |
| Commodity costs | |
| - | | |
| 1,259.8 | | |
| - | | |
| 1,259.8 | |
| Environmental costs, net of recoveries | |
| 38.2 | | |
| - | | |
| - | | |
| 38.2 | |
| Operating and administrative | |
| 117.6 | | |
| 103.6 | | |
| 3.4 | | |
| 224.6 | |
| Power | |
| 54.2 | | |
| - | | |
| - | | |
| 54.2 | |
| Depreciation and amortization | |
| 76.6 | | |
| 36.8 | | |
| - | | |
| 113.4 | |
| | |
| 286.6 | | |
| 1,400.2 | | |
| 3.4 | | |
| 1,690.2 | |
| Operating income | |
| 187.7 | | |
| (3.4 | ) | |
| (3.4 | ) | |
| 180.9 | |
| Interest expense, net | |
| - | | |
| - | | |
| 80.2 | | |
| 80.2 | |
| Allowance for equity used during construction | |
| - | | |
| - | | |
| 12.6 | | |
| 12.6 | |
| Other income (expense) | |
| - | | |
| 2.3 | | (2) |
| (1.1 | ) | |
| 1.2 | |
| Income (loss) before income tax expense | |
| 187.7 | | |
| (1.1 | ) | |
| (72.1 | ) | |
| 114.5 | |
| Income tax expense | |
| - | | |
| - | | |
| 2.0 | | |
| 2.0 | |
| Net income (loss) | |
| 187.7 | | |
| (1.1 | ) | |
| (74.1 | ) | |
| 112.5 | |
| Less: Net income attributable to | |
| | | |
| | | |
| | | |
| | |
| Noncontrolling interest | |
| - | | |
| - | | |
| 42.4 | | |
| 42.4 | |
| Series 1 preferred unit distributions | |
| - | | |
| - | | |
| 22.5 | | |
| 22.5 | |
| Accretion of discount on Series 1 preferred units | |
| - | | |
| - | | |
| 3.7 | | |
| 3.7 | |
| Net income (loss) attributable to general and limited partner | |
| | | |
| | | |
| | | |
| | |
| ownership interests in Enbridge Energy Partners, L.P. | |
$ | 187.7 | | |
$ | (1.1 | ) | |
$ | (142.7 | ) | |
$ | 43.9 | |
| (1) |
Corporate
consists of interest expense, interest income, allowance for equity used during construction, noncontrolling interest and
other costs such as income taxes, which are not allocated to the business segments. |
| (2) |
Other income (expense)
for our Natural Gas segment includes our equity investment in the Texas Express NGL system. |
| | |
As of and for the six months ended June 30, 2015 | |
| | |
Liquids | | |
Natural Gas | | |
Corporate (1) | | |
Total | |
| | |
(in millions) | |
| Operating revenues: (2) | |
| | | |
| | | |
| | | |
| | |
| Commodity sales | |
$ | - | | |
$ | 1,553.8 | | |
$ | - | | |
$ | 1,553.8 | |
| Transportation and other services | |
| 1,088.1 | | |
| 99.8 | | |
| - | | |
| 1,187.9 | |
| | |
| 1,088.1 | | |
| 1,653.6 | | |
| - | | |
| 2,741.7 | |
| Commodity costs | |
| - | | |
| 1,449.7 | | |
| - | | |
| 1,449.7 | |
| Environmental costs, net of recoveries | |
| - | | |
| - | | |
| - | | |
| - | |
| Operating and administrative | |
| 246.7 | | |
| 170.0 | | |
| 7.6 | | |
| 424.3 | |
| Power | |
| 120.8 | | |
| - | | |
| - | | |
| 120.8 | |
| Goodwill impairment | |
| - | | |
| 246.7 | | |
| - | | |
| 246.7 | |
| Asset impairment | |
| - | | |
| 12.3 | | |
| - | | |
| 12.3 | |
| Depreciation and amortization | |
| 178.8 | | |
| 79.1 | | |
| - | | |
| 257.9 | |
| | |
| 546.3 | | |
| 1,957.8 | | |
| 7.6 | | |
| 2,511.7 | |
| Operating income (loss) | |
| 541.8 | | |
| (304.2 | ) | |
| (7.6 | ) | |
| 230.0 | |
| Interest expense, net | |
| - | | |
| - | | |
| 126.3 | | |
| 126.3 | |
| Allowance for equity used during construction | |
| - | | |
| - | | |
| 40.3 | | |
| 40.3 | |
| Other income | |
| - | | |
| 11.6 | | (3) |
| 0.3 | | |
| 11.9 | |
| Income (loss) before income tax benefit | |
| 541.8 | | |
| (292.6 | ) | |
| (93.3 | ) | |
| 155.9 | |
| Income tax benefit | |
| - | | |
| - | | |
| (1.4 | ) | |
| (1.4 | ) |
| Net income (loss) | |
| 541.8 | | |
| (292.6 | ) | |
| (91.9 | ) | |
| 157.3 | |
| Less: Net income attributable to: | |
| | | |
| | | |
| | | |
| | |
| Noncontrolling interest | |
| - | | |
| - | | |
| 61.3 | | |
| 61.3 | |
| Series 1 preferred unit distributions | |
| - | | |
| - | | |
| 45.0 | | |
| 45.0 | |
| Accretion of discount on Series 1 preferred units | |
| - | | |
| - | | |
| 8.0 | | |
| 8.0 | |
| Net income (loss) attributable to general and limited partner | |
| | | |
| | | |
| | | |
| | |
| ownership interests in Enbridge Energy Partners, L.P. | |
$ | 541.8 | | |
$ | (292.6 | ) | |
$ | (206.2 | ) | |
$ | 43.0 | |
| Total assets | |
$ | 12,564.1 | | |
$ | 5,256.5 | | (4) |
$ | 192.6 | | |
$ | 18,013.2 | |
| Capital expenditures (excluding acquisitions) | |
$ | 909.0 | | |
$ | 104.6 | | |
$ | 13.9 | | |
$ | 1,027.5 | |
| (1) |
Corporate consists of interest expense, interest income, allowance for equity used during construction, noncontrolling interest and other costs such as income taxes, which are not allocated to the business segments. |
| (2) |
There were no intersegment revenues for the six months ended June 30, 2015. |
| (3) |
Other income (expense) for our Natural Gas segment includes our equity investment in the Texas Express NGL system. |
| (4) |
Total assets for our Natural Gas segment include $376.2 million for our equity investment in the Texas Express NGL system. |
| | |
As of and for the six months ended June 30, 2014 | |
| | |
Liquids | | |
Natural Gas | | |
Corporate (1) | | |
Total | |
| | |
(in millions) | |
| Operating revenues: | |
| | | |
| | | |
| | | |
| | |
| Commodity sales | |
$ | - | | |
$ | 2,941.9 | | |
$ | - | | |
$ | 2,941.9 | |
| Transportation and other services | |
| 907.0 | | |
| 101.8 | | |
| - | | |
| 1,008.8 | |
| | |
| 907.0 | | |
| 3,043.7 | | |
| - | | |
| 3,950.7 | |
| Commodity costs | |
| - | | |
| 2,748.5 | | |
| - | | |
| 2,748.5 | |
| Environmental costs, net of recoveries | |
| 43.2 | | |
| - | | |
| - | | |
| 43.2 | |
| Operating and administrative | |
| 226.0 | | |
| 212.5 | | |
| 3.1 | | |
| 441.6 | |
| Power | |
| 104.6 | | |
| - | | |
| - | | |
| 104.6 | |
| Depreciation and amortization | |
| 143.4 | | |
| 73.8 | | |
| - | | |
| 217.2 | |
| | |
| 517.2 | | |
| 3,034.8 | | |
| 3.1 | | |
| 3,555.1 | |
| Operating income | |
| 389.8 | | |
| 8.9 | | |
| (3.1 | ) | |
| 395.6 | |
| Interest expense, net | |
| - | | |
| - | | |
| 157.1 | | |
| 157.1 | |
| Allowance for equity used during construction | |
| - | | |
| - | | |
| 33.3 | | |
| 33.3 | |
| Other income (expense) | |
| - | | |
| 1.0 | | (2) |
| (0.6 | ) | |
| 0.4 | |
| Income (loss) before income tax expense | |
| 389.8 | | |
| 9.9 | | |
| (127.5 | ) | |
| 272.2 | |
| Income tax expense | |
| - | | |
| - | | |
| 4.0 | | |
| 4.0 | |
| Net income (loss) | |
| 389.8 | | |
| 9.9 | | |
| (131.5 | ) | |
| 268.2 | |
| Less: Net income attributable to | |
| | | |
| | | |
| | | |
| | |
| Noncontrolling interest | |
| - | | |
| - | | |
| 78.7 | | |
| 78.7 | |
| Series 1 preferred unit distributions | |
| - | | |
| - | | |
| 45.0 | | |
| 45.0 | |
| Accretion of discount on Series 1 preferred units | |
| - | | |
| - | | |
| 7.3 | | |
| 7.3 | |
| Net income (loss) attributable to general and limited partner | |
| | | |
| | | |
| | | |
| | |
| ownership interests in Enbridge Energy Partners, L.P. | |
$ | 389.8 | | |
$ | 9.9 | | |
$ | (262.5 | ) | |
$ | 137.2 | |
| Total assets | |
$ | 10,335.9 | | |
$ | 5,301.3 | | (3) |
$ | 426.2 | | |
$ | 16,063.4 | |
| Capital expenditures (excluding acquisitions) | |
$ | 985.0 | | |
$ | 105.0 | | |
$ | 1.5 | | |
$ | 1,091.5 | |
| (1) |
Corporate consists of interest expense, interest income, allowance for equity used during construction, noncontrolling interest and other costs such as income taxes, which are not allocated to the business segments. |
| (2) |
Other income (expense) for our Natural Gas segment includes our equity investment in the Texas Express NGL system. |
| (3) |
Total assets for our Natural Gas segment include $381.6 million for our equity investment in the Texas Express NGL system. |
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