Redeemable Noncontrolling Interest

9 Months Ended

Sep. 30, 2025

Temporary Equity Disclosure [Abstract]

Redeemable Noncontrolling Interest [Text Block]

REDEEMABLE NONCONTROLLING INTERESTS

Certain redeemable noncontrolling interests in the Partnership’s subsidiaries were reflected as mezzanine equity on the consolidated balance sheets.

Redeemable noncontrolling interests consisted of the following:


	September 30, 2025		December 31, 2024
Crestwood Niobrara LLC preferred units	$	225	$	225
USAC Series A preferred units	73		169
Sunoco LP Series A preferred units	1,477		—
Other (1)	25		23
Total redeemable noncontrolling interests	$	1,800	$	417

(1) Relates to noncontrolling interest holders in one of the Partnership’s consolidated subsidiaries that have the option to sell their interests to the Partnership.

Sunoco LP Series A Preferred Units

In September 2025, Sunoco LP closed a private offering of 1.5 million of its 7.875% Series A Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Units (the “Sunoco LP Series A Preferred Units”) at an offering price of $1,000 per unit. Sunoco LP received net proceeds of approximately $1.47 billion from the sale of the Sunoco LP Series A Preferred Units after deducting the initial purchasers' discount and other estimated offering expenses. Sunoco LP used the net proceeds from this private offering (i) on the closing date of the Parkland acquisition, to fund a portion of the cash consideration for the Parkland acquisition, and (ii) prior to the closing date of the Parkland acquisition, to temporarily reduce the borrowings outstanding under Sunoco LP’s revolving credit facility and to pay interest and fees in connection therewith.

Distributions on the Sunoco LP Series A Preferred Units will be cumulative from the date of original issuance and will be payable semi-annually in arrears commencing on March 18, 2026, when, as, and if declared by Sunoco LP’s general partner out of legally available funds for such purpose. An initial distribution on the Sunoco LP Series A Preferred Units will be paid on March 18, 2026 in an amount equal to approximately $39.38 per Sunoco LP Series A Preferred Unit.

The Sunoco LP Series A Preferred Units were originally subject to a special mandatory redemption, which was eliminated upon closing of the Parkland acquisition. Prior to the closing, the special mandatory redemption was contingent on conditions that were not entirely within the control of the Partnership; therefore, the Series A Preferred Units were reflected as redeemable noncontrolling interest on the Partnership’s consolidated balance sheet as of September 30, 2025.

Subsequent to the closing of the Parkland acquisition, the Sunoco LP Series A Preferred Units will be reflected as noncontrolling interest within equity on the Partnership's consolidated balance sheet.

USAC Preferred Unit Conversion

On June 3, 2025, the holders of USAC preferred units elected to convert 100,000 preferred units into 4,997,126 common units.