XML 62 R13.htm IDEA: XBRL DOCUMENT v2.4.0.6
Acquisitions
3 Months Ended
Mar. 31, 2012
Acquisitions  
Acquisitions

Note 4—Acquisitions

 

The following acquisitions were accounted for using the purchase method of accounting and the purchase price of each acquisition was determined in accordance with such method.

 

Acquisition Closed Subsequent to March 31, 2012

 

BP NGL Acquisition. On April 1, 2012, we acquired all of the outstanding shares of BP Canada Energy Company, a wholly owned subsidiary of BP Corporation North America Inc. (“BP North America”).  Total consideration for the acquisition, which was based on an October 1, 2011 effective date, was approximately $1.67 billion, subject to working capital and other adjustments. A cash deposit of $50 million was paid upon signing, and the balance plus 2% interest from October 1, 2011 was paid in cash upon closing. As of March 31, 2012, we had approximately $1.63 billion in restricted cash held by an escrow agent in contemplation of closing this acquisition.

 

Upon completion of this acquisition, we became the indirect owner of all of BP North America’s Canadian-based NGL business and certain of BP North America’s NGL assets located in the upper-Midwest United States (collectively the “BP NGL Assets”). The BP NGL Assets acquired include varying ownership interests and contractual rights relating to approximately 2,600 miles of NGL pipelines; approximately 20 million barrels of NGL storage capacity; seven fractionation plants with an aggregate net capacity of approximately 232,000 barrels per day; four straddle plants and two field gas processing plants with an aggregate net capacity of approximately six Bcf per day; and long-term and seasonal NGL inventories of approximately 8 million barrels upon closing. Certain of these pipelines and storage assets are currently inactive. The acquired business also includes various third-party supply contracts at other field gas processing plants and a supply contract relating to a third-party owned straddle plant with throughput capacity of 2.5 Bcf per day, shipping arrangements on third-party NGL pipelines and long-term leases on 720 rail cars used to move product among various locations. We have also entered into an Integrated Supply and Trading Agreement, pursuant to which an affiliate of BP North America will, for a period of two years following the closing of the acquisition, continue to provide sourcing services for gas supply to feed certain of the straddle plants acquired as a result of the acquisition.

 

Other Acquisitions

 

During the three months ended March 31, 2012 we completed two acquisitions for an aggregate consideration of approximately $21 million. The assets acquired primarily included trailers that are utilized in our transportation segment, and terminal facilities included in our facilities segment. We recognized goodwill of approximately $10 million related to these acquisitions.