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Debt Obligations | 9 Months Ended
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Sep. 30, 2024
Debt Obligations [Abstract] |
Debt Obligations | DEBT OBLIGATIONS Recent Transactions Energy Transfer Senior Notes Redemptions During the first quarter of 2024, the Partnership redeemed its $1.15 billion aggregate principal amount of 5.875% senior notes due January 2024, $350 million aggregate principal amount of 4.90% senior notes due February 2024 and $82 million aggregate principal amount of 7.60% senior notes due February 2024 using proceeds from its January 2024 notes issuance described below. During the second quarter of 2024, the Partnership redeemed its $500 million aggregate principal amount of 4.25% senior notes due April 2024, $750 million aggregate principal amount of 4.50% senior notes due April 2024, $450 million aggregate principal amount of 8.00% senior notes due April 2029 and $600 million aggregate principal amount of 3.90% senior notes due May 2024 using cash on hand and proceeds from its Five-Year Credit Facility (defined below). Bakken Project Debt Redemption In April 2024, the Bakken Pipeline entities redeemed $1.00 billion aggregate principal amount of 3.90% senior notes due April 2024 using proceeds from member contributions, which included $637 million reflected as capital contributions from noncontrolling interests recorded in the Partnership’s consolidated financial statements. Energy Transfer January 2024 Notes Issuance In January 2024, the Partnership issued $1.25 billion aggregate principal amount of 5.55% senior notes due 2034, $1.75 billion aggregate principal amount of 5.95% senior notes due 2054 and $800 million aggregate principal amount of 8.00% fixed-to-fixed reset rate junior subordinated notes due 2054. The Partnership used the net proceeds to refinance existing indebtedness, including borrowings under its Five-Year Credit Facility, redeem its outstanding Series C Preferred Units, Series D Preferred Units and Series E Preferred Units and for general partnership purposes. Energy Transfer June 2024 Notes Issuance In June 2024, the Partnership issued $1.00 billion aggregate principal amount of 5.25% senior notes due 2029, $1.25 billion aggregate principal amount of 5.60% senior notes due 2034, $1.25 billion aggregate principal amount of 6.05% senior notes due 2054 and $400 million aggregate principal amount of 7.125% fixed-to-fixed reset rate junior subordinated notes due 2054. The Partnership used part of the net proceeds to redeem its outstanding Series A Preferred Units. It also used the net proceeds to fund a portion of its previously announced acquisition of WTG Midstream, refinance existing indebtedness, including borrowings under its Five-Year Credit Facility, and for general partnership purposes. Sunoco LP April 2024 Notes Issuance On April 30, 2024, Sunoco LP issued $750 million of 7.000% senior notes due 2029 and $750 million of 7.250% senior notes due 2032 in a private offering. Sunoco LP used the net proceeds from the offering to repay certain outstanding indebtedness of NuStar in connection with the merger between Sunoco LP and NuStar, to fund the redemption of NuStar's preferred units in connection with the merger and to pay offering fees and expenses. NuStar Subordinated Note Redemption and Credit Facility Termination During the second quarter of 2024, subsequent to the closing of the NuStar acquisition, Sunoco LP redeemed NuStar's subordinated notes totaling $403 million and repaid and terminated NuStar's credit facility totaling $455 million. USAC March 2024 Notes Issuance In March 2024, USAC issued $1.00 billion aggregate principal amount of 7.125% senior notes due 2029. The net proceeds from this issuance were used to repay a portion of existing borrowings under USAC’s revolving credit facility, to redeem its $725 million aggregate principal amount of 6.875% senior notes due 2026, which constituted a legal defeasance under GAAP (the “Defeasance”), and for general partnership purposes. The Defeasance required a cash outlay in the net amount of $749 million, which was used to purchase U.S. government securities. These securities generated sufficient cash upon maturity to fund interest payments on the senior notes due 2026 occurring between the effective date of the Defeasance through April 4, 2024, when the senior notes due 2026 were redeemed at par, as well as fund the redemption of the senior notes due 2026 in full. As a result of the Defeasance, USAC recognized a loss on early extinguishment of debt of $5 million for the three months ended March 31, 2024. Current Maturities of Long-Term Debt As of September 30, 2024, current maturities of long-term debt reflected on the Partnership’s consolidated balance sheet included $175 million aggregate principal amount of Transwestern’s 5.66% senior notes due December 2024 and Sunoco LP’s $75 million aggregate principal amount of Series 2011 GoZone Bonds with a mandatory purchase date of June 1, 2025. Credit Facilities and Commercial Paper Five-Year Credit Facility The Partnership’s revolving credit facility (the “Five-Year Credit Facility”) allows for unsecured borrowings up to $5.00 billion and matures in April 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 September 30, 2024, the Five-Year Credit Facility had $1.63 billion of outstanding borrowings, $1.58 billion of which consisted of commercial paper. The amount available for future borrowings was $3.34 billion, after accounting for outstanding letters of credit in the amount of $31 million. The weighted average interest rate on the total amount outstanding as of September 30, 2024 was 5.04%. Sunoco LP Facilities As of September 30, 2024, Sunoco LP’s credit facility had $50 million of outstanding borrowings and $28 million in standby letters of credit and matures in May 2029 (as amended in May 2024). The amount available for future borrowings at September 30, 2024 was $1.42 billion. The weighted average interest rate on the total amount outstanding as of September 30, 2024 was 7.30%. Upon the closing of the NuStar acquisition, the commitments under NuStar’s receivables financing agreement were reduced to zero during a suspension period, for which the period end has not been determined. As of September 30, 2024, this facility had no outstanding borrowings. USAC Credit Facility As of September 30, 2024, USAC’s credit facility, which matures in December 2026, had $803 million of outstanding borrowings and $1 million outstanding letters of credit. As of September 30, 2024, USAC’s credit facility had $796 million of remaining unused availability of which, due to restrictions related to compliance with the applicable financial covenants, $642 million was available to be drawn. The weighted average interest rate on the total amount outstanding as of September 30, 2024 was 7.50%. Compliance with our Covenants We and our subsidiaries were in compliance with all requirements, tests, limitations and covenants related to our debt agreements as of September 30, 2024. For the quarter ended September 30, 2024, our leverage ratio, as calculated pursuant to the covenant related to our Five-Year Credit Facility, was 3.21x.

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- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org/1943274/2147481544/470-10-50-6 Reference 2: 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