XML 36 R13.htm IDEA: XBRL DOCUMENT v3.22.4
Debt Obligations
 12 Months Ended
Dec. 31, 2022
Debt Obligations [Abstract]  
Debt Disclosure [Text Block] DEBT OBLIGATIONS:
In connection with the Rollup Mergers on April 1, 2021, as discussed in Note 1, Energy Transfer entered into various supplemental indentures and assumed all the obligations of ETO under the respective indentures and credit agreements.
In November 2022, Energy Transfer and Panhandle completed an internal reorganization which resulted in Energy Transfer assuming all of Panhandle’s notes and debentures.
Our debt obligations consist of the following:
December 31,
20222021
Energy Transfer Indebtedness
4.65% Senior Notes due February 15, 2022(1)
$— $300 
5.00% Senior Notes due October 1, 2022(1)
— 700 
3.45% Senior Notes due January 15, 2023(2)(3)
350 350 
3.60% Senior Notes due February 1, 2023(2)(3)
800 800 
4.25% Senior Notes due March 15, 2023(3)
5 5 
4.25% Senior Notes due March 15, 2023(3)
995 995 
4.20% Senior Notes due September 15, 2023(3)
500 500 
4.50% Senior Notes due November 1, 2023(3)
600 600 
5.875% Senior Notes due January 15, 202423 23 
7.60% Senior Notes due February 1, 2024(4)
82 — 
5.875% Senior Notes due January 15, 20241,127 1,127 
4.90% Senior Notes due February 1, 2024350 350 
7.60% Senior Notes due February 1, 2024277 277 
4.25% Senior Notes due April 1, 2024500 500 
4.50% Senior Notes due April 15, 2024750 750 
3.90% Senior Notes due May 15, 2024600 600 
9.00% Debentures due November 1, 202465 65 
4.05% Senior Notes due March 15, 20251,000 1,000 
2.90% Senior Notes due May 15, 2025
1,000 1,000 
5.95% Senior Notes due December 1, 2025
400 400 
4.75% Senior Notes due January 15, 2026
1,000 1,000 
3.90% Senior Notes due July 15, 2026
550 550 
4.40% Senior Notes due March 15, 2027700 700 
4.20% Senior Notes due April 15, 2027
600 600 
5.50% Senior Notes due June 1, 202744 44 
5.50% Senior Notes due June 1, 2027
956 956 
4.00% Senior Notes due October 1, 2027
750 750 
5.55% Senior Notes due February 15, 20281,000 — 
4.95% Senior Notes due May 15, 2028800 800 
4.95% Senior Notes due June 15, 2028
1,000 1,000 
5.25% Senior Notes due April 15, 2029
1,500 1,500 
7.00% Senior Notes due July 15, 2029(4)
66 — 
4.15% Senior Notes due September 15, 2029547 547 
8.25% Senior Notes due November 15, 2029(4)
33 — 
8.25% Senior Notes due November 15, 2029
267 267 
3.75% Senior Note due May 15, 20301,500 1,500 
5.75% Senior Notes due February 15, 20331,500 — 
4.90% Senior Notes due March 15, 2035
500 500 
6.625% Senior Notes due October 15, 2036
400 400 
5.80% Senior Notes due June 15, 2038
500 500 
7.50% Senior Notes due July 1, 2038550 550 
6.85% Senior Notes due February 15, 2040250 250 
6.05% Senior Notes due June 1, 2041700 700 
6.50% Senior Notes due February 1, 2042 1,000 1,000 
6.10% Senior Notes due February 15, 2042300 300 
4.95% Senior Notes due January 15, 2043350 350 
5.15% Senior Notes due February 1, 2043450 450 
5.95% Senior Notes due October 1, 2043 450 450 
5.30% Senior Notes due April 1, 2044700 700 
5.00% Senior Notes due May 15, 2044531 531 
5.15% Senior Notes due March 15, 20451,000 1,000 
5.35% Senior Notes due May 15, 2045800 800 
6.125% Senior Notes due December 15, 20451,000 1,000 
5.30% Senior Notes due April 15, 2047900 900 
5.40% Senior Notes due October 1, 20471,500 1,500 
6.00% Senior Notes due June 15, 20481,000 1,000 
6.25% Senior Notes due April 15, 20491,750 1,750 
5.00% Senior Notes due May 15, 2050
2,000 2,000 
Floating Rate Junior Subordinated Notes due November 1, 2066
600 546 
Five-Year Credit Facility793 2,937 
Unamortized premiums, discounts and fair value adjustments, net184 233 
Deferred debt issuance costs(181)(186)
40,264 40,717 
Subsidiary Indebtedness
Transwestern Debt
5.89% Senior Notes due May 24, 2022(1)
— 150 
5.66% Senior Notes due December 9, 2024175 175 
6.16% Senior Notes due May 24, 203775 75 
250 400 
Panhandle Debt
7.60% Senior Notes due February 1, 2024(4)
— 82 
7.00% Senior Notes due July 15, 2029(4)
— 66 
8.25% Senior Notes due November 15, 2029(4)
— 33 
Floating Rate Junior Subordinated Notes due November 1, 2066(4)
— 54 
Unamortized premiums, discounts and fair value adjustments, net(4)
— 8 
— 243 
Bakken Project Debt
3.625% Senior Notes due April 1, 2022(1)
— 650 
3.90% Senior Notes due April 1, 20241,000 1,000 
4.625% Senior Notes due April 1, 2029850 850 
Unamortized premiums, discounts and fair value adjustments, net(1)(2)
Deferred debt issuance costs(7)(9)
1,842 2,489 
Sunoco LP Debt
6.00% Senior Notes Due April 15, 2027600 600 
5.875% Senior Notes Due March 15, 2028400 400 
4.50% Senior Notes due May 15, 2029800 800 
4.50% Senior Notes due April 30, 2030800 800 
Sunoco LP $1.50 billion Revolving Credit Facility due July 2023900 581 
Lease-related obligations94 100 
Deferred debt issuance costs(23)(26)
3,571 3,255 
USAC Debt
6.875% Senior Notes due April 1, 2026725 725 
6.875% Senior Notes due September 1, 2027750 750 
USAC $1.60 billion Revolving Credit Facility due December 2026(5)
646 516 
Deferred debt issuance costs(14)(18)
2,107 1,973 
HFOTCO Debt
HFOTCO Tax Exempt Notes due 2050225 225 
Unamortized premiums, discounts and fair value adjustments, net— (1)
225 224 
Energy Transfer Canada Debt
Energy Transfer Canada facilities(6)
— 398 
— 398 
Other3 3 
Total debt48,262 49,702 
Less: Current maturities of long-term debt2 680 
Long-term debt, less current maturities$48,260 $49,022 
(1)These notes were redeemed in 2022.
(2)These notes were redeemed in the first quarter of 2023.
(3)As of December 31, 2022, these notes were classified as long-term as management had the intent and ability to refinance the borrowings on a long-term basis.
(4)As discussed previously, Panhandle’s debt was assumed by Energy Transfer during 2022 as a result of an internal reorganization.
(5)The USAC Credit Facility matures in December 2026, except that if any portion of the 6.875% Senior Notes due 2026 are outstanding on December 31, 2025, the USAC Credit Facility will mature on December 31, 2025.
(6)These facilities were included in the August 2022 Energy Transfer Canada divestiture as discussed in Note 3.
The following table reflects future maturities of long-term debt for each of the next five years and thereafter. These amounts exclude $42 million in unamortized premiums, fair value adjustments and deferred debt issuance costs, net:
2023$3,250 
20245,175 
20252,400 
20262,921 
20276,093 
Thereafter28,465 
Total$48,304 
Long-term debt reflected on our consolidated balance sheets includes fair value adjustments related to interest rate swaps, which represent fair value adjustments that had been recorded in connection with fair value hedge accounting prior to the termination of the interest rate swap.
Notes and Debentures
Senior Notes
The Energy Transfer Senior Notes are the Partnership’s senior obligations, ranking equally in right of payment with our other existing and future unsubordinated debt and senior to any of its future subordinated debt. Energy Transfer’s obligations under the Energy Transfer Senior Notes previously were secured on a first-priority basis with its obligations under the Revolver Credit Agreement and the Energy Transfer Term Loan Facility, by a lien on substantially all of Energy Transfer’s and certain of its subsidiaries’ tangible and intangible assets, subject to certain exceptions and permitted liens. Subsequent to the termination of the Revolver Credit Agreement and the Energy Transfer Term Loan Facility, the collateral securing the Energy Transfer Senior Notes was released. The Energy Transfer Senior Notes are not guaranteed by any of its subsidiaries.
The covenants related to the Energy Transfer Senior Notes include a limitation on liens, a limitation on transactions with affiliates, a restriction on sale-leaseback transactions and limitations on mergers and sales of all or substantially all of the Partnership’s assets.
Credit Facilities and Commercial Paper
Five-Year Credit Facility
The Partnership’s Five-Year Credit Facility allows for unsecured borrowings up to $5.00 billion and matures on April 11, 2027. The Five-Year Credit Facility contains an accordion feature, under which the total aggregate commitment may be increased up to $7.00 billion under certain conditions.
As of December 31, 2022, the Five-Year Credit Facility had $793 million of outstanding borrowings, of which $750 million consisted of commercial paper. The amount available for future borrowings was $4.18 billion, after accounting for outstanding letters of credit in the amount of $32 million. The weighted average interest rate on the total amount outstanding as of December 31, 2022 was 5.12%.
Sunoco LP Credit Facility
Sunoco LP maintains a $1.50 billion revolving credit facility (the “Sunoco LP Credit Facility”). As of December 31, 2022, the Sunoco LP Credit Facility had $900 million of outstanding borrowings and $7 million in standby letters of credit and matures in July 2023. The amount available for future borrowings was $593 million at December 31, 2022. The weighted average interest rate on the total amount outstanding as of December 31, 2022 was 6.17%.
USAC Credit Facility
USAC maintains a $1.60 billion revolving credit facility (the “USAC Credit Facility”) which matures on December 8, 2026, except that if any portion of USAC’s senior notes due 2026 are outstanding on December 31, 2025, the USAC Credit Facility will mature on December 31, 2025. The USAC Credit Facility also permits up to $200 million of future increases in borrowing capacity. As of December 31, 2022, USAC had $646 million of outstanding borrowings and no outstanding letters of credit under the credit agreement. As of December 31, 2022, USAC had $954 million of availability under its credit facility, and subject to compliance with applicable financial covenants, available borrowing capacity of $333 million.
The weighted average interest rate on the total amount outstanding as of December 31, 2022 was 6.84%.
Covenants Related to Our Credit Agreements
The agreements relating to the Senior Notes contain restrictive covenants customary for an issuer with an investment-grade rating from the rating agencies, which covenants include limitations on liens and a restriction on sale-leaseback transactions.
The Five-Year Credit Facility contains covenants that limit (subject to certain exceptions) the Partnership’s and certain of the Partnership’s subsidiaries’ ability to, among other things:
•incur indebtedness;
•grant liens;
•enter into mergers;
•dispose of assets;
•make certain investments;
•make Distributions (as defined in the Five-Year Credit Facility) during certain Defaults (as defined in the Five-Year Credit Facility) and during any Event of Default (as defined in the Five-Year Credit Facility);
•engage in business substantially different in nature than the business currently conducted by the Partnership and its subsidiaries;
•engage in transactions with affiliates; and
•enter into restrictive agreements.
The applicable margin and rate used in connection with the interest rates and commitment fees, respectively, are based on the credit ratings assigned to our senior, unsecured, non-credit enhanced long-term debt. The applicable margin for eurodollar rate loans under the Five-Year Credit Facility ranges from 1.125% to 2.000% and the applicable margin for base rate loans ranges from 0.125% to 1.000%. The applicable rate for commitment fees under the Five-Year Credit Facility ranges from 0.125% to 0.300%. 
The Five-Year Credit Facility contains various covenants including limitations on the creation of indebtedness and liens and related to the operation and conduct of our business. The Five-Year Credit Facility also limits us, on a rolling four quarter basis, to a maximum Consolidated Funded Indebtedness to Consolidated EBITDA ratio, as defined in the underlying credit agreement, of 5.00 to 1.00, which can generally be increased to 5.50 to 1.00 during a Specified Acquisition Period. Our Leverage Ratio was 3.32 to 1.00 at December 31, 2022, as calculated in accordance with the credit agreement.
Failure to comply with the various restrictive and affirmative covenants of our revolving credit facilities could require us to pay debt balances prior to scheduled maturity and could negatively impact the Partnership’s or our subsidiaries’ ability to incur additional debt and/or our ability to pay distributions to Unitholders.
Covenants Related to Transwestern
The agreements relating to the Transwestern senior notes contain certain restrictions that, among other things, limit the incurrence of additional debt, the sale of assets and the payment of dividends and specify a maximum debt to capitalization ratio.
Covenants Related to Panhandle
Panhandle is not party to any lending agreement that would accelerate the maturity date of any obligation due to a failure to maintain any specific credit rating, nor would a reduction in any credit rating, by itself, cause an event of default under any of Panhandle’s lending agreements.
Panhandle’s restrictive covenants include restrictions on liens securing debt and guarantees and restrictions on mergers and on the sales of assets. A breach of any of these covenants could result in acceleration of Panhandle’s debt.
Covenants Related to Sunoco LP
The Sunoco LP Credit Facility contains various customary representations, warranties, covenants and events of default, including a change of control event of default, as defined therein. Sunoco LP’s Credit Facility requires Sunoco LP to maintain a specified net leverage ratio and interest coverage ratio.
Covenants Related to USAC
The USAC Credit Facility contains covenants that limit (subject to certain exceptions) USAC’s ability to, among other things:
•grant liens;
•make certain loans or investments;
•incur additional indebtedness or guarantee other indebtedness;
•enter into transactions with affiliates;
•merge or consolidate;
•sell our assets; and
•make certain acquisitions.
The USAC Credit Facility is also subject to the following financial covenants, including covenants requiring USAC to maintain:
•a minimum EBITDA to interest coverage ratio;
•a ratio of total secured indebtedness to EBITDA within a specified range; and
•a maximum funded debt to EBITDA ratio.
Covenants Related to the HFOTCO Tax Exempt Notes
The indentures covering HFOTCO’s tax exempt notes due 2050 (“IKE Bonds”) include customary representations and warranties and affirmative and negative covenants. Such covenants include limitations on the creation of new liens, indebtedness, making of certain restricted payments and payments on indebtedness, making certain dispositions, making material changes in business activities, making fundamental changes including liquidations, mergers or consolidations, making certain investments, entering into certain transactions with affiliates, making amendments to certain credit or organizational agreements, modifying the fiscal year, creating or dealing with hazardous materials in certain ways, entering into certain hedging arrangements, entering into certain restrictive agreements, funding or engaging in sanctioned activities, taking actions or causing the trustee to take actions that materially adversely affect the rights, interests, remedies or security of the bondholders, taking actions to remove the trustee, making certain amendments to the bond documents, and taking actions or omitting to take actions that adversely impact the tax exempt status of the IKE Bonds.
Compliance with our Covenants
Failure to comply with the various restrictive and affirmative covenants of our revolving credit facilities and note agreements could require us or our subsidiaries to pay debt balances prior to scheduled maturity and could negatively impact the subsidiaries ability to incur additional debt and/or our ability to pay distributions.
We and our subsidiaries were in compliance with all requirements, tests, limitations, and covenants related to our debt agreements as of December 31, 2022.