UNCONSOLIDATED AFFILIATES

12 Months Ended

Dec. 31, 2023

Equity Method Investments and Joint Ventures [Abstract]

Magellan Acquisition - As a result of the Magellan Acquisition, we acquired ownership interests in Magellan’s eight unconsolidated affiliates. These investments include a 30% ownership interest in BridgeTex, which owns an approximately 400-mile crude oil pipeline that connects Permian Basin crude oil to our East Houston terminal; a 30% ownership interest in Saddlehorn, which owns an undivided joint interest in an approximately 600-mile pipeline that transports crude oil from the DJ Basin and Rocky Mountain region to storage facilities in Cushing, including our Cushing terminal; and a 25% ownership in MVP, which owns a Refined Products marine storage terminal along the Houston Ship Channel in Pasadena, Texas. The other unconsolidated affiliates acquired are not material.

Investments in Unconsolidated Affiliates - The following table sets forth our investments in unconsolidated affiliates as of the dates indicated:


	Net Ownership Interest	December 31, 2023		December 31, 2022
		(Millions of dollars)
Overland Pass	50%	$	402	$	401
Northern Border	50%	338		265
Saddlehorn	30%	288		—
MVP	25%	241		—
Roadrunner	50%	188		94
BridgeTex	30%	193		—
Other	Various	224		42
Investments in unconsolidated affiliates (a)		$	1,874	$	802

(a) - Includes basis differences of $148 million and $17 million at December 31, 2023 and 2022, respectively, related primarily to equity-method goodwill (Note A).

Equity in Net Earnings from Investments - The following table sets forth our equity in net earnings from investments for the periods indicated:


	Years Ended December 31,
	2023		2022		2021
	(Millions of dollars)
Northern Border	$	75	$	71	$	64
Overland Pass	56		33		19
Roadrunner	43		37		33
Saddlehorn (a)	10		—		—


MVP (a)	4		—		—
BridgeTex (a)	(1)		—		—
Other (a)	15		7		6
Equity in net earnings from investments	$	202	$	148	$	122

(a) - Includes equity in net earnings from the period September 25, 2023 through December 31, 2023.

We incurred expenses in transactions with unconsolidated affiliates of $132 million, $83 million and $63 million for 2023, 2022 and 2021, respectively, primarily related to Overland Pass and Northern Border. Revenue earned and accounts receivable from, and accounts payable to, our equity-method investees were not material.

We have agreements with our unconsolidated affiliates that provide that distributions to members are made, primarily, on a pro rata basis according to each member’s ownership interest.

We are the operator of Roadrunner, and as a result of the Magellan Acquisition, we are also the operator of BridgeTex, MVP and Saddlehorn. In each case, we have operating agreements that provide for reimbursement or payment to us for management services and certain operating costs. Reimbursements and payments included in operating income in our Consolidated Statements of Income for all periods presented were not material.

In 2023, we made an equity contribution of $105 million to Roadrunner, which in combination with an equal contribution from our joint venture partner, was used to repay Roadrunner’s outstanding debt. In 2022 and 2021, our contributions to Roadrunner

were not material. In November 2023, we made an equity contribution of $91 million to Northern Border, which in combination with an equal contribution from our joint venture partner, was used to partially repay the outstanding balance of its revolving credit facility and fund capital projects.