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Derivatives and Risk Management Activities | 6 Months Ended
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Jun. 30, 2014
Derivatives and Risk Management Activities |
Derivatives and Risk Management Activities | Note 10—Derivatives and Risk Management Activities We identify the risks that underlie our core business activities and use risk management strategies to mitigate those risks when we determine that there is value in doing so. Our policy is to use derivative instruments for risk management purposes and not for the purpose of speculating on hydrocarbon commodity (referred to herein as “commodity”) price changes. We use various derivative instruments to (i) manage our exposure to commodity price risk as well as to optimize our profits, (ii) manage our exposure to interest rate risk and (iii) manage our exposure to currency exchange rate risk. Our commodity risk management policies and procedures are designed to help ensure that our hedging activities address our risks by monitoring our derivative positions, as well as physical volumes, grades, locations, delivery schedules and storage capacity. Our interest rate and currency exchange rate risk management policies and procedures are designed to monitor our derivative positions and ensure that those positions are consistent with our objectives and approved strategies. When we apply hedge accounting, our policy is to formally document all relationships between hedging instruments and hedged items, as well as our risk management objectives for undertaking the hedge. This process includes specific identification of the hedging instrument and the hedged transaction, the nature of the risk being hedged and how the hedging instrument’s effectiveness will be assessed. Both at the inception of the hedge and on an ongoing basis, we assess whether the derivatives used in a transaction are highly effective in offsetting changes in cash flows or the fair value of hedged items. Commodity Price Risk Hedging Our core business activities involve certain commodity price-related risks that we manage in various ways, including through the use of derivative instruments. Our policy is to (i) only purchase inventory for which we have a market, (ii) structure our sales contracts so that price fluctuations do not materially affect our operating income and (iii) not acquire and hold physical inventory or derivatives for the purpose of speculating on commodity price changes. The material commodity-related risks inherent in our business activities can be divided into the following general categories: Commodity Purchases and Sales — In the normal course of our operations, we purchase and sell commodities. We use derivatives to manage the associated risks and to optimize profits. As of June 30, 2014, net derivative positions related to these activities included: · An average of 210,100 barrels per day net long position (total of 6.5 million barrels) associated with our crude oil purchases, which was unwound ratably during July 2014 to match monthly average pricing. · A net short spread position averaging approximately 21,300 barrels per day (total of 14.3 million barrels), which hedges a portion of our anticipated crude oil lease gathering purchases through June 2016. These derivatives are time spreads consisting of offsetting purchases and sales between two different months. Our use of these derivatives does not expose us to outright price risk. · An average of 2,800 barrels per day (total of 0.8 million barrels) of butane/WTI spread positions, which hedge specific butane sales contracts that are priced as a percentage of WTI through March 2015. · An average of 19,300 barrels per day (total of 1.8 million barrels) of WTI/Brent crude oil grade spread positions through September 2014. These derivatives allow us to lock in grade basis differentials where we are hedging anticipated purchases of crude oil based on a WTI index and hedging anticipated sales of crude oil based on a Brent index. Our use of these derivatives does not expose us to outright price risk. · A long position of approximately 4.1 Bcf through April 2016 related to anticipated base gas requirements. · A short position of approximately 10.7 Bcf through February 2015 related to anticipated sales of natural gas inventory. · A net short position of approximately 7.6 million barrels through December 2015 related to the anticipated sales of our crude oil, NGL and refined products inventory. Pipeline Loss Allowance Oil — As is common in the pipeline transportation industry, our tariffs incorporate a loss allowance factor that is intended to offset losses due to evaporation, measurement and other losses in transit. We utilize derivative instruments to hedge a portion of the anticipated sales of the allowance oil that is to be collected under our tariffs. As of June 30, 2014, our PLA hedges included a net short position for an average of approximately 1,600 barrels per day (total of 1.5 million barrels) through December 2016 and a long call option position of approximately 0.7 million barrels through December 2016. Natural Gas Processing/NGL Fractionation — As part of our supply and logistics activities, we purchase natural gas for processing and NGL mix for fractionation, and we sell the resulting individual specification products (including ethane, propane, butane and condensate). In conjunction with these activities, we hedge the price risk associated with the purchase of the natural gas and the subsequent sale of the individual specification products. As of June 30, 2014, we had a long natural gas position of approximately 31.3 Bcf through December 2016, a short propane position of approximately 5.2 million barrels through December 2016, a short butane position of approximately 1.5 million barrels through December 2016 and a short WTI position of approximately 0.6 million barrels through December 2016. In addition, we had a long power position of 0.6 million megawatt hours which hedges a portion of our power supply requirements at our natural gas processing and fractionation plants through December 2016. To the extent they qualify and we decide to make the election, all of our commodity derivatives where we elect hedge accounting are designated as cash flow hedges. We have determined that substantially all of our physical purchase and sale agreements qualify for the normal purchase normal sale scope exception. Physical commodity contracts that meet the definition of a derivative but are ineligible, or not designated, for the normal purchase normal sale scope exception are recorded on the balance sheet at fair value, with changes in fair value recognized in earnings. Interest Rate Risk Hedging We use interest rate derivatives to hedge interest rate risk associated with anticipated debt issuances and outstanding debt instruments. The derivative instruments we use to manage this risk consist primarily of interest rate swaps and treasury locks. As of June 30, 2014, AOCI includes deferred losses of approximately $101 million that relate to open and terminated interest rate derivatives that were designated for hedge accounting. The terminated interest rate derivatives were cash-settled in connection with the issuance or refinancing of debt agreements. The deferred loss related to these instruments is being amortized to interest expense over the terms of the hedged debt instruments. We have entered into forward starting interest rate swaps to hedge the underlying benchmark interest rate related to forecasted debt issuances through 2015. The following table summarizes the terms of our forward starting interest rate swaps as of June 30, 2014 (notional amounts in millions):
Hedged Transaction |  | Number and Types of Derivatives Employed |  | Notional Amount |  | Expected Termination Date |  | Average Rate Locked |  | Accounting Treatment |
Anticipated debt offering |  | 10 forward starting swaps (30-year) |  | $ | 250 |  | 6/15/2015 |  | 3.60% |  | Cash flow hedge |
In anticipation of our April 2014 issuance of senior notes, we entered into an aggregate of five treasury lock agreements in March and April 2014 for a combined notional amount of $250 million at a locked in rate of 3.64%. The treasury locks were designated as cash flow hedges, thus, changes in fair value are deferred in AOCI. In connection with our April 2014 senior notes issuance, these treasury locks were terminated prior to maturity for an aggregate cash payment of approximately $7 million. The effective portion of the treasury locks was deferred in AOCI and amortized to interest expense over the life of the senior notes. Currency Exchange Rate Risk Hedging Because a significant portion of our Canadian business is conducted in CAD and, at times, a portion of our debt is denominated in CAD, we use foreign currency derivatives to minimize the risks of unfavorable changes in exchange rates. These instruments include foreign currency exchange contracts and forwards. As of June 30, 2014, our outstanding foreign currency derivatives include derivatives we use to (i) hedge currency exchange risk associated with USD-denominated commodity purchases and sales in Canada and (ii) hedge currency exchange risk created by the use of USD-denominated commodity derivatives to hedge commodity price risk associated with CAD-denominated commodity purchases and sales. The following table summarizes our open forward exchange contracts as of June 30, 2014 (in millions):
|  |  |  | USD |  | CAD |  | Average Exchange Rate USD to CAD |
Forward exchange contracts that exchange CAD for USD: |  |  |  |  |  |  |  |  |
|  | 2014 |  | $ | 273 |  | $ | 292 |  | $1.00 - $1.07 |
|  | 2015 |  | 77 |  | 82 |  | $1.00 - $1.07 |
|  |  |  | $ | 350 |  | $ | 374 |  | $1.00 - $1.07 |
Forward exchange contracts that exchange USD for CAD: |  |  |  |  |  |  |  |  |
|  | 2014 |  | $ | 273 |  | $ | 297 |  | $1.00 - $1.09 |
|  | 2015 |  | 77 |  | 84 |  | $1.00 - $1.09 |
|  |  |  | $ | 350 |  | $ | 381 |  | $1.00 - $1.09 |
Net position by currency: |  |  |  |  |  |  |  |  |
|  | 2014 |  | $ | — |  | $ | (5 | ) |  |
|  | 2015 |  | — |  | (2 | ) |  |
|  |  |  | $ | — |  | $ | (7 | ) |  |
Summary of Financial Impact We record all open derivatives on the balance sheet as either assets or liabilities measured at fair value. Changes in the fair value of derivatives are recognized currently in earnings unless specific hedge accounting criteria are met. For derivatives that qualify as cash flow hedges, changes in fair value of the effective portion of the hedges are deferred in AOCI and recognized in earnings in the periods during which the underlying physical transactions are recognized in earnings. Derivatives that do not qualify for hedge accounting and the portion of cash flow hedges that are not highly effective in offsetting changes in cash flows of the hedged items are recognized in earnings each period. Cash settlements associated with our derivative activities are reflected as cash flows from operating activities in our condensed consolidated statements of cash flows. A summary of the impact of our derivative activities recognized in earnings for the three and six months ended June 30, 2014 and 2013 is as follows (in millions):
|  | Three Months Ended June 30, 2014 |  | Three Months Ended June 30, 2013 |
|  | Derivatives in Hedging Relationships |  |  |  |  |  | Derivatives in Hedging Relationships |  |  |  |  |
Location of gain/(loss) |  | Gain/(loss) reclassified from AOCI into income |  | Other gain/(loss) recognized in income |  | Derivatives Not Designated as a Hedge |  | Total |  | Gain/(loss) reclassified from AOCI into income (1) |  | Other gain/(loss) recognized in income |  | Derivatives Not Designated as a Hedge |  | Total |
Commodity Derivatives |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Supply and Logistics segment revenues |  | $ | 12 |  | $ | — |  | $ | — |  | $ | 12 |  |  | $ | 21 |  | $ | — |  | $ | 21 |  | $ | 42 |
Facilities segment revenues |  | — |  | — |  | — |  | — |  |  | (9 | ) | — |  | — |  | (9 | )
Field operating costs |  | — |  | — |  | — |  | — |  |  | — |  | — |  | 4 |  | 4 |
Interest Rate Derivatives |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Interest expense |  | (1 | ) | — |  | — |  | (1 | ) |  | (2 | ) | — |  | — |  | (2 | )
Foreign Currency Derivatives |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Supply and Logistics segment revenues |  | — |  | — |  | 9 |  | 9 |  |  | — |  | — |  | — |  | — |
Other income/(expense), net |  | — |  | — |  | — |  | — |  |  | 1 |  | — |  | — |  | 1 |
Total Gain/(Loss) on Derivatives Recognized in Net Income |  | $ | 11 |  | $ | — |  | $ | 9 |  | $ | 20 |  |  | $ | 11 |  | $ | — |  | $ | 25 |  | $ | 36 |
|  | Six Months Ended June 30, 2014 |  | Six Months Ended June 30, 2013 |
|  | Derivatives in Hedging Relationships |  |  |  |  |  | Derivatives in Hedging Relationships |  |  |  |  |
Location of gain/(loss) |  | Gain/(loss) reclassified from AOCI into income |  | Other gain/(loss) recognized in income |  | Derivatives Not Designated as a Hedge |  | Total |  | Gain/(loss) reclassified from AOCI into income (1) |  | Other gain/(loss) recognized in income |  | Derivatives Not Designated as a Hedge |  | Total |
Commodity Derivatives |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Supply and Logistics segment revenues |  | $ | (8 | ) | $ | — |  | $ | — |  | $ | (8 | ) |  | $ | 29 |  | $ | — |  | $ | 59 |  | $ | 88 |
Facilities segment revenues |  | — |  | — |  | — |  | — |  |  | (12 | ) | — |  | — |  | (12 | )
Field operating costs |  | — |  | — |  | (1 | ) | (1 | ) |  | — |  | — |  | 5 |  | 5 |
Interest Rate Derivatives |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Interest expense |  | (2 | ) | — |  | — |  | (2 | ) |  | (3 | ) | — |  | — |  | (3 | )
Foreign Currency Derivatives |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Other income/(expense), net |  | — |  | — |  | — |  | — |  |  | 2 |  | — |  | — |  | 2 |
Total Gain/(Loss) on Derivatives Recognized in Net Income |  | $ | (10 | ) | $ | — |  | $ | (1 | ) | $ | (11 | ) |  | $ | 16 |  | $ | — |  | $ | 64 |  | $ | 80 |
(1) During the three months ended June 30, 2013 we reclassified gains of approximately $1 million and $1 million from AOCI to Supply and Logistics segment revenues and Facilities segment revenues, respectively, as a result of anticipated hedged transactions that are probable of not occurring. During the six months ended June 30, 2013, we reclassified gains of approximately $3 million and $1 million from AOCI to Supply and Logistics segment revenues and Facilities segment revenues, respectively, as a result of anticipated hedged transactions that are probable of not occurring. During the three and six months ended June 30, 2014, all of our hedged transactions were probable of occurring. The following table summarizes the derivative assets and liabilities on our condensed consolidated balance sheet on a gross basis as of June 30, 2014 (in millions):
|  | Asset Derivatives |  | Liability Derivatives |
|  | Balance Sheet |  |  |  | Balance Sheet |  |  |
|  | Location |  | Fair Value |  | Location |  | Fair Value |
Derivatives designated as hedging instruments: |  |  |  |  |  |  |  |  |  |
Commodity derivatives |  | Other current assets |  | $ | 7 |  |  | Other current assets |  | $ | (4 | )
|  | Other long-term assets |  | 1 |  |  |  |  |  |
Interest rate derivatives |  | Other current assets |  | 1 |  |  | Other current liabilities |  | (8 | )
Total derivatives designated as hedging instruments |  |  |  | $ | 9 |  |  |  |  | $ | (12 | )
Derivatives not designated as hedging instruments: |  |  |  |  |  |  |  |  |  |
Commodity derivatives |  | Other current assets |  | $ | 76 |  |  | Other current assets |  | $ | (56 | )
|  | Other long-term assets |  | 2 |  |  | Other long-term assets |  | (1 | )
|  | Other long-term liabilities |  | 1 |  |  | Other current liabilities |  | (1 | )
|  |  |  |  |  |  | Other long-term liabilities |  | (5 | )
Foreign currency derivatives |  | Other current assets |  | 6 |  |  |  |  |  |
Total derivatives not designated as hedging instruments |  |  |  | $ | 85 |  |  |  |  | $ | (63 | )
Total derivatives |  |  |  | $ | 94 |  |  |  |  | $ | (75 | )
The following table summarizes the derivative assets and liabilities on our condensed consolidated balance sheet on a gross basis as of December 31, 2013 (in millions):
|  | Asset Derivatives |  | Liability Derivatives |
|  | Balance Sheet |  |  |  | Balance Sheet |  |  |
|  | Location |  | Fair Value |  | Location |  | Fair Value |
Derivatives designated as hedging instruments: |  |  |  |  |  |  |  |  |  |
Commodity derivatives |  | Other current assets |  | $ | 36 |  |  | Other current assets |  | $ | (24 | )
|  | Other long-term assets |  | 5 |  |  |  |  |  |
Interest rate derivatives |  | Other long-term assets |  | 26 |  |  |  |  |  |
Total derivatives designated as hedging instruments |  |  |  | $ | 67 |  |  |  |  | $ | (24 | )
Derivatives not designated as hedging instruments: |  |  |  |  |  |  |  |  |  |
Commodity derivatives |  | Other current assets |  | $ | 60 |  |  | Other current assets |  | $ | (117 | )
|  | Other long-term assets |  | 5 |  |  | Other long-term assets |  | (6 | )
|  | Other current liabilities |  | 1 |  |  | Other current liabilities |  | (5 | )
|  |  |  |  |  |  | Other long-term liabilities |  | (1 | )
Foreign currency derivatives |  |  |  |  |  |  | Other current liabilities |  | (4 | )
Total derivatives not designated as hedging instruments |  |  |  | $ | 66 |  |  |  |  | $ | (133 | )
Total derivatives |  |  |  | $ | 133 |  |  |  |  | $ | (157 | )
Our derivative transactions are governed through ISDA (International Swaps and Derivatives Association) master agreements and clearing brokerage agreements. These agreements include stipulations regarding the right of set off in the event that we or our counterparty default on our performance obligations. If a default were to occur, both parties have the right to net amounts payable and receivable into a single net settlement between parties. Our accounting policy is to offset derivative assets and liabilities executed with the same counterparty when a master netting arrangement exists. Accordingly, we also offset derivative assets and liabilities with amounts associated with cash margin. Our exchange-traded derivatives are transacted through clearing brokerage accounts and are subject to margin requirements as established by the respective exchange. On a daily basis, our account equity (consisting of the sum of our cash balance and the fair value of our open derivatives) is compared to our initial margin requirement resulting in the payment or return of variation margin. As of June 30, 2014, we had a net broker receivable of approximately $66 million (consisting of initial margin of $54 million increased by $12 million of variation margin that had been posted by us). As of December 31, 2013, we had a net broker receivable of approximately $161 million (consisting of initial margin of $85 million increased by $76 million of variation margin that had been posted by us). The following tables present information about derivatives and financial assets and liabilities that are subject to offsetting, including enforceable master netting arrangements at June 30, 2014 and December 31, 2013 (in millions):
|  | June 30, 2014 |  | December 31, 2013 |
|  | Derivative |  | Derivative |  | Derivative |  | Derivative |
|  | Asset Positions |  | Liability Positions |  | Asset Positions |  | Liability Positions |
Netting Adjustments: |  |  |  |  |  |  |  |  |  |
Gross position - asset/(liability) |  | $ | 94 |  | $ | (75 | ) |  | $ | 133 |  | $ | (157 | )
Netting adjustment |  | (62 | ) | 62 |  |  | (148 | ) | 148 |
Cash collateral paid/(received) |  | 66 |  | — |  |  | 161 |  | — |
Net position - asset/(liability) |  | $ | 98 |  | $ | (13 | ) |  | $ | 146 |  | $ | (9 | )
Balance Sheet Location After Netting Adjustments: |  |  |  |  |  |  |  |  |  |
Other current assets |  | $ | 96 |  | $ | — |  |  | $ | 116 |  | $ | — |
Other long-term assets |  | 2 |  | — |  |  | 30 |  | — |
Other current liabilities |  | — |  | (9 | ) |  | — |  | (8 | )
Other long-term liabilities |  | — |  | (4 | ) |  | — |  | (1 | )
|  | $ | 98 |  | $ | (13 | ) |  | $ | 146 |  | $ | (9 | )
As of June 30, 2014, there was a net loss of approximately $118 million deferred in AOCI including tax effects. The deferred net loss recorded in AOCI is expected to be reclassified to future earnings contemporaneously with (i) the earnings recognition of the underlying hedged commodity transaction or (ii) interest expense accruals associated with underlying debt instruments. Of the total net loss deferred in AOCI at June 30, 2014, we expect to reclassify a net loss of approximately $4 million to earnings in the next twelve months. The remaining deferred loss of approximately $114 million is expected to be reclassified to earnings through 2045. A portion of these amounts are based on market prices as of June 30, 2014; thus, actual amounts to be reclassified will differ and could vary materially as a result of changes in market conditions. The net deferred gain/(loss), including tax effects, recognized in AOCI for derivatives for the three and six months ended June 30, 2014 and 2013 are as follows (in millions):
|  | Three Months Ended |  | Six Months Ended |
|  | June 30, |  | June 30, |
|  | 2014 |  | 2013 |  | 2014 |  | 2013 |
Commodity derivatives, net |  | $ | — |  | $ | 3 |  | $ | (12 | ) | $ | 11 |
Interest rate derivatives, net |  | (19 | ) | 32 |  | (39 | ) | 51 |
Total |  | $ | (19 | ) | $ | 35 |  | $ | (51 | ) | $ | 62 |
At June 30, 2014 and December 31, 2013, none of our outstanding derivatives contained credit-risk related contingent features that would result in a material adverse impact to us upon any change in our credit ratings. Although we may be required to post margin on our cleared derivatives as described above, we do not require our non-cleared derivative counterparties to post collateral with us. Recurring Fair Value Measurements Derivative Financial Assets and Liabilities The following table sets forth by level within the fair value hierarchy our financial assets and liabilities that were accounted for at fair value on a recurring basis as of June 30, 2014 and December 31, 2013 (in millions):
|  | Fair Value as of June 30, 2014 |  | Fair Value as of December 31, 2013 |
Recurring Fair Value Measures (1) |  | Level 1 |  | Level 2 |  | Level 3 |  | Total |  | Level 1 |  | Level 2 |  | Level 3 |  | Total |
Commodity derivatives |  | $ | 28 |  | $ | (9 | ) | $ | 1 |  | $ | 20 |  | $ | 16 |  | $ | (59 | ) | $ | (3 | ) | $ | (46 | )
Interest rate derivatives |  | — |  | (7 | ) | — |  | (7 | ) | — |  | 26 |  | — |  | 26 |
Foreign currency derivatives |  | — |  | 6 |  | — |  | 6 |  | — |  | (4 | ) | — |  | (4 | )
Total net derivative asset/(liability) |  | $ | 28 |  | $ | (10 | ) | $ | 1 |  | $ | 19 |  | $ | 16 |  | $ | (37 | ) | $ | (3 | ) | $ | (24 | )
(1) Derivative assets and liabilities are presented above on a net basis but do not include related cash margin deposits. Level 1 Level 1 of the fair value hierarchy includes exchange-traded commodity derivatives such as futures and options. The fair value of exchange-traded commodity derivatives is based on unadjusted quoted prices in active markets. Level 2 Level 2 of the fair value hierarchy includes exchange-cleared commodity derivatives and over-the-counter commodity, interest rate and foreign currency derivatives that are traded in active markets. In addition, it includes certain physical commodity contracts. The fair value of these derivatives is based on broker price quotations which are corroborated with market observable inputs. Level 3 Level 3 of the fair value hierarchy includes certain physical commodity contracts. The fair value of our level 3 physical commodity contracts is based on a valuation model utilizing broker-quoted forward commodity prices, and timing estimates, which involve management judgment. The significant unobservable inputs used in the fair value measurement of our level 3 derivatives are forward prices obtained from brokers. A significant increase or decrease in these forward prices could result in a material change in fair value to our level 3 derivatives. Rollforward of Level 3 Net Asset The following table provides a reconciliation of changes in fair value of the beginning and ending balances for our derivatives classified as level 3 (in millions):
|  | Three Months Ended |  | Six Months Ended |
|  | June 30, |  | June 30, |
|  | 2014 |  | 2013 |  | 2014 |  | 2013 |
Beginning Balance |  | $ | 1 |  | $ | 1 |  | $ | (3 | ) | $ | 4 |
Unrealized gains/(losses): |  |  |  |  |  |  |  |  |
Included in earnings (1) |  | — |  | 1 |  | — |  | 1 |
Included in other comprehensive income |  | — |  | — |  | — |  | — |
Settlements |  | — |  | — |  | 3 |  | (3 | )
Derivatives entered into during the period |  | — |  | 2 |  | 1 |  | 2 |
Transfers out of level 3 |  | — |  | — |  | — |  | — |
Ending Balance |  | $ | 1 |  | $ | 4 |  | $ | 1 |  | $ | 4 |
Change in unrealized gains/(losses) included in earnings relating to level 3 derivatives still held at the end of the periods |  | $ | 1 |  | $ | 3 |  | $ | 1 |  | $ | 3 |
(1) We reported unrealized gains and losses associated with level 3 commodity derivatives in our condensed consolidated statements of operations as Supply and Logistics segment revenues.

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