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Delaware
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80-0682103
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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Page
Number
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KINDER MORGAN, INC. AND SUBSIDIARIES
GLOSSARY
Company Abbreviations
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|||||
APT
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=
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American Petroleum Tankers
|
KinderHawk
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=
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KinderHawk Field Services LLC
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BOSTCO
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=
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Battleground Oil Specialty Terminal Company LLC
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KMEP
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=
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Kinder Morgan Energy Partners, L.P.
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Calnev
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=
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Calnev Pipe Line LLC
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KMGP
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=
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Kinder Morgan G.P., Inc.
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Copano
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=
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Copano Energy, L.L.C.
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KMI
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=
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Kinder Morgan Inc. and its majority-owned and/or controlled subsidiaries, excluding KMP and EPB
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Eagle Ford Gathering
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=
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Eagle Ford Gathering LLC
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KMP
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=
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Kinder Morgan Energy Partners, L.P. and its majority-owned and controlled subsidiaries
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El Paso
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=
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El Paso Holdco LLC
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KMR
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=
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Kinder Morgan Management, LLC
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EP
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=
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El Paso Corporation and its its majority-owned and controlled subsidiaries
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SFPP
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=
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SFPP, L.P.
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EPB
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=
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El Paso Pipeline Partners, L.P. and its majority-owned and controlled subsidiaries
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SLNG
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=
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Southern LNG Company, L.L.C.
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EPNG
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=
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El Paso Natural Gas Company, L.L.C.
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SNG
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=
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Southern Natural Gas Company, L.L.C.
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EPPOC
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=
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El Paso Pipeline Partners Operating Company, L.L.C.
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TGP
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=
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Tennessee Gas Pipeline Company, L.L.C.
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Unless the context otherwise requires, references to “we,” “us,” or “our,” are intended to mean Kinder Morgan, Inc. and/or its majority-owned and controlled subsidiaries.
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|||||
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Common Industry and Other Terms
|
|||||
BBtu/d
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=
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billion British Thermal Units per day
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LIBOR
|
=
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London Interbank Offered Rate
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Bcf/d
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=
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billion cubic feet per day
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LLC
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=
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limited liability company
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CERCLA
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=
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Comprehensive Environmental Response, Compensation and Liability Act
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MBbl/d
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=
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thousands of barrels per day
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CO
2
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=
|
carbon dioxide
|
MMBbl/d
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=
|
millions barrels per day
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CPUC
|
=
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California Public Utilities Commission
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MLP
|
=
|
master limited partnership
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DD&A
|
=
|
depreciation, depletion and amortization
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NGL
|
=
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natural gas liquids
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EBDA
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=
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earnings before depreciation, depletion and amortization expenses
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NYSE
|
=
|
New York Stock Exchange
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EPA
|
=
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United States Environmental Protection Agency
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OTC
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=
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over-the-counter
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FASB
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=
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Financial Accounting Standards Board
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PHMSA
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=
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Pipeline and Hazardous Materials Safety Administration
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FERC
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=
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Federal Energy Regulatory Commission
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WTI
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=
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West Texas Intermediate
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GAAP
|
=
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United States Generally Accepted Accounting Principles
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When we refer to cubic feet measurements, all measurements are at a pressure of 14.73 pounds per square inch.
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Kinder Morgan, Inc. Form 10-Q
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Kinder Morgan, Inc. Form 10-Q
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KINDER MORGAN, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In Millions, Except Per Share Amounts)
(Unaudited)
|
|||||||||||||||
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Revenues
|
|
|
|
|
|
|
|
||||||||
Natural gas sales
|
$
|
1,014
|
|
|
$
|
944
|
|
|
$
|
2,111
|
|
|
$
|
1,681
|
|
Services
|
1,812
|
|
|
1,602
|
|
|
3,641
|
|
|
3,206
|
|
||||
Product sales and other
|
1,111
|
|
|
836
|
|
|
2,232
|
|
|
1,555
|
|
||||
Total Revenues
|
3,937
|
|
|
3,382
|
|
|
7,984
|
|
|
6,442
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Operating Costs, Expenses and Other
|
|
|
|
|
|
|
|
|
|
||||||
Costs of sales
|
1,610
|
|
|
1,254
|
|
|
3,253
|
|
|
2,224
|
|
||||
Operations and maintenance
|
540
|
|
|
643
|
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|
1,023
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|
|
1,062
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|
||||
Depreciation, depletion and amortization
|
502
|
|
|
445
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|
|
998
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|
|
860
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|
||||
General and administrative
|
154
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|
|
183
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|
|
326
|
|
|
323
|
|
||||
Taxes, other than income taxes
|
111
|
|
|
102
|
|
|
221
|
|
|
200
|
|
||||
Other expense (income), net
|
7
|
|
|
(17
|
)
|
|
3
|
|
|
(16
|
)
|
||||
Total Operating Costs, Expenses and Other
|
2,924
|
|
|
2,610
|
|
|
5,824
|
|
|
4,653
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Operating Income
|
1,013
|
|
|
772
|
|
|
2,160
|
|
|
1,789
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Other Income (Expense)
|
|
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|
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|
||||||
Earnings from equity investments
|
100
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|
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93
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|
|
199
|
|
|
194
|
|
||||
Amortization of excess cost of equity investments
|
(11
|
)
|
|
(9
|
)
|
|
(21
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)
|
|
(18
|
)
|
||||
Interest, net
|
(440
|
)
|
|
(427
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)
|
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(888
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)
|
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(829
|
)
|
||||
Gain on remeasurement of previously held equity interest in Eagle Ford Gathering to fair value (Note 2)
|
—
|
|
|
558
|
|
|
—
|
|
|
558
|
|
||||
Gain on sale of investments in Express pipeline system (Note 2)
|
—
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|
|
—
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|
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—
|
|
|
225
|
|
||||
Other, net
|
13
|
|
|
19
|
|
|
26
|
|
|
24
|
|
||||
Total Other (Expense) Income
|
(338
|
)
|
|
234
|
|
|
(684
|
)
|
|
154
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Income from Continuing Operations Before Income Taxes
|
675
|
|
|
1,006
|
|
|
1,476
|
|
|
1,943
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Income Tax Expense
|
(178
|
)
|
|
(225
|
)
|
|
(378
|
)
|
|
(504
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Income from Continuing Operations
|
497
|
|
|
781
|
|
|
1,098
|
|
|
1,439
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Loss from Discontinued Operations, Net of Tax
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Net Income
|
497
|
|
|
781
|
|
|
1,098
|
|
|
1,437
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Net Income Attributable to Noncontrolling Interests
|
(213
|
)
|
|
(504
|
)
|
|
(527
|
)
|
|
(868
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Net Income Attributable to Kinder Morgan, Inc.
|
$
|
284
|
|
|
$
|
277
|
|
|
$
|
571
|
|
|
$
|
569
|
|
|
|
|
|
|
|
|
|
||||||||
Basic and Diluted Earning Per Common Share
|
|
|
|
|
|
|
|
||||||||
From Continuing Operations
|
$
|
0.27
|
|
|
$
|
0.27
|
|
|
$
|
0.55
|
|
|
$
|
0.55
|
|
From Discontinued Operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Total Basic and Diluted Earnings Per Common Share
|
$
|
0.27
|
|
|
$
|
0.27
|
|
|
$
|
0.55
|
|
|
$
|
0.55
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Basic Weighted-Average Number of Shares Outstanding
|
1,028
|
|
|
1,036
|
|
|
1,028
|
|
|
1,036
|
|
||||
Diluted Weighted-Average Number of Shares Outstanding
|
1,028
|
|
|
1,038
|
|
|
1,028
|
|
|
1,038
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Dividends Per Common Share Declared for the Period
|
$
|
0.43
|
|
|
$
|
0.40
|
|
|
$
|
0.85
|
|
|
$
|
0.78
|
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Kinder Morgan, Inc.
|
|
|
|
|
|
|
|
||||||||
Net income
|
$
|
284
|
|
|
$
|
277
|
|
|
$
|
571
|
|
|
$
|
569
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
|
|
|
|
||||||
Change in fair value of derivatives utilized for hedging purposes (net of tax benefit (expense) of $21, $(16), $32 and $(10), respectively)
|
(37
|
)
|
|
36
|
|
|
(56
|
)
|
|
20
|
|
||||
Reclassification of change in fair value of derivatives to net income (net of tax (expense) benefit of $(4), $2, $(7) and $3, respectively)
|
6
|
|
|
(1
|
)
|
|
12
|
|
|
(5
|
)
|
||||
Foreign currency
translation
adjustments (net of tax (expense) benefit of $(13), $12, $1 and $19, respectively)
|
23
|
|
|
(28
|
)
|
|
(2
|
)
|
|
(45
|
)
|
||||
Adjustments to pension and other postretirement benefit plan liabilities (net of tax benefit (expense) of
$1, $(1), $1
and $(1), respectively)
|
2
|
|
|
1
|
|
|
2
|
|
|
—
|
|
||||
Total other comprehensive (loss) income
|
(6
|
)
|
|
8
|
|
|
(44
|
)
|
|
(30
|
)
|
||||
Total comprehensive income
|
278
|
|
|
285
|
|
|
527
|
|
|
539
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Noncontrolling Interests
|
|
|
|
|
|
|
|
|
|
||||||
Net income
|
213
|
|
|
504
|
|
|
527
|
|
|
868
|
|
||||
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
|
|
|
|
||||||
Change in fair value of derivatives utilized for hedging purposes (net of tax benefit (expense) of $6, $(5), $9, and $(2) respectively)
|
(59
|
)
|
|
26
|
|
|
(85
|
)
|
|
11
|
|
||||
Reclassification of change in fair value of derivatives to net income (net of tax (expense) benefit of $(1), $1, $(2) and $1, respectively)
|
10
|
|
|
(2
|
)
|
|
18
|
|
|
(4
|
)
|
||||
Foreign currency translation adjustments (net of tax (expense) benefit of $(4), $4, $- and $6, respectively)
|
33
|
|
|
(26
|
)
|
|
(4
|
)
|
|
(42
|
)
|
||||
Adjustments to pension and other postretirement benefit plan liabilities (net of tax benefit of $-, $-, $- and $-, respectively)
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
||||
Total other comprehensive loss
|
(16
|
)
|
|
(2
|
)
|
|
(72
|
)
|
|
(35
|
)
|
||||
Total comprehensive income
|
197
|
|
|
502
|
|
|
455
|
|
|
833
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Total
|
|
|
|
|
|
|
|
|
|
||||||
Net income
|
497
|
|
|
781
|
|
|
1,098
|
|
|
1,437
|
|
||||
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
|
|
|
|
||||||
Change in fair value of derivatives utilized for hedging purposes (net of tax benefit (expense) of $27, $(21), $41 and $(12), respectively)
|
(96
|
)
|
|
62
|
|
|
(141
|
)
|
|
31
|
|
||||
Reclassification of change in fair value of derivatives to net income (net of tax (expense) benefit of $(5), $3, $(9) and $4, respectively)
|
16
|
|
|
(3
|
)
|
|
30
|
|
|
(9
|
)
|
||||
Foreign currency translation adjustments (net of tax (expense) benefit of $(17), $16, $1 and $25, respectively)
|
56
|
|
|
(54
|
)
|
|
(6
|
)
|
|
(87
|
)
|
||||
Adjustments to pension and other postretirement benefit plan liabilities (net of tax benefit (expense) of $1, $(1), $1, and $(1), respectively)
|
2
|
|
|
1
|
|
|
1
|
|
|
—
|
|
||||
Total other comprehensive (loss) income
|
(22
|
)
|
|
6
|
|
|
(116
|
)
|
|
(65
|
)
|
||||
Total comprehensive income
|
$
|
475
|
|
|
$
|
787
|
|
|
$
|
982
|
|
|
$
|
1,372
|
|
|
Kinder Morgan, Inc. Form 10-Q
|
KINDER MORGAN, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In Millions, Except Share and Per Share Amounts)
|
|||||||
|
June 30, 2014
|
|
December 31, 2013
|
||||
|
(Unaudited)
|
|
|
||||
ASSETS
|
|
|
|
||||
Current Assets
|
|
|
|
||||
Cash and cash equivalents – KMI (Note 12)
|
$
|
50
|
|
|
$
|
116
|
|
Cash and cash equivalents – KMP and EPB (Note 12)
|
313
|
|
|
482
|
|
||
Accounts receivable, net
|
1,633
|
|
|
1,721
|
|
||
Inventories
|
460
|
|
|
430
|
|
||
Deferred income taxes
|
329
|
|
|
567
|
|
||
Other current assets
|
582
|
|
|
552
|
|
||
Total current assets
|
3,367
|
|
|
3,868
|
|
||
|
|
|
|
||||
Property, plant and equipment, net (Note 12)
|
37,607
|
|
|
35,847
|
|
||
Investments
|
5,862
|
|
|
5,951
|
|
||
Goodwill (Note 12)
|
24,653
|
|
|
24,504
|
|
||
Other intangibles, net
|
2,367
|
|
|
2,438
|
|
||
Deferred charges and other assets
|
2,508
|
|
|
2,577
|
|
||
Total Assets
|
$
|
76,364
|
|
|
$
|
75,185
|
|
|
|
|
|
||||
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
||
Current Liabilities
|
|
|
|
|
|
||
Current portion of debt – KMI (Note 12)
|
$
|
1,245
|
|
|
$
|
725
|
|
Current portion of debt – KMP and EPB (Note 12)
|
1,378
|
|
|
1,581
|
|
||
Accounts payable
|
1,501
|
|
|
1,676
|
|
||
Accrued interest
|
600
|
|
|
565
|
|
||
Accrued contingencies
|
652
|
|
|
584
|
|
||
Other current liabilities
|
1,111
|
|
|
944
|
|
||
Total current liabilities
|
6,487
|
|
|
6,075
|
|
||
|
|
|
|
||||
Long-term liabilities and deferred credits
|
|
|
|
|
|
||
Long-term debt
|
|
|
|
|
|
||
Outstanding – KMI (Note 12)
|
8,088
|
|
|
9,221
|
|
||
Outstanding – KMP and EPB (Note 12)
|
24,360
|
|
|
22,589
|
|
||
Preferred interest in general partner of KMP
|
100
|
|
|
100
|
|
||
Debt fair value adjustments
|
1,973
|
|
|
1,977
|
|
||
Total long-term debt
|
34,521
|
|
|
33,887
|
|
||
Deferred income taxes
|
4,554
|
|
|
4,651
|
|
||
Other long-term liabilities and deferred credits
|
2,147
|
|
|
2,287
|
|
||
Total long-term liabilities and deferred credits
|
41,222
|
|
|
40,825
|
|
||
Total Liabilities
|
47,709
|
|
|
46,900
|
|
||
|
|
|
|
||||
Commitments and contingencies (Notes 3 and 10)
|
|
|
|
||||
Stockholders’ Equity
|
|
|
|
|
|
||
Class P shares, $0.01 par value, 2,000,000,000 shares authorized, 1,027,909,704 and 1,030,677,076 shares, respectively, issued and outstanding
|
10
|
|
|
10
|
|
||
Preferred stock, $0.01 par value, 10,000,000 shares authorized, none outstanding
|
—
|
|
|
—
|
|
||
Additional paid-in capital
|
14,339
|
|
|
14,479
|
|
||
Retained deficit
|
(1,661
|
)
|
|
(1,372
|
)
|
||
Accumulated other comprehensive loss
|
(68
|
)
|
|
(24
|
)
|
||
Total Kinder Morgan, Inc.’s stockholders’ equity
|
12,620
|
|
|
13,093
|
|
||
Noncontrolling interests
|
16,035
|
|
|
15,192
|
|
||
Total Stockholders’ Equity
|
28,655
|
|
|
28,285
|
|
||
Total Liabilities and Stockholders’ Equity
|
$
|
76,364
|
|
|
$
|
75,185
|
|
|
Kinder Morgan, Inc. Form 10-Q
|
KINDER MORGAN, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Millions)
(Unaudited)
|
|||||||
|
Six Months Ended June 30,
|
||||||
|
2014
|
|
2013
|
||||
Cash Flows From Operating Activities
|
|
|
|
||||
Net income
|
$
|
1,098
|
|
|
$
|
1,437
|
|
Adjustments to reconcile net income to net cash provided by operating activities
|
|
|
|
|
|||
Depreciation, depletion and amortization
|
998
|
|
|
860
|
|
||
Deferred income taxes
|
208
|
|
|
378
|
|
||
Amortization of excess cost of equity investments
|
21
|
|
|
18
|
|
||
Gain on remeasurement of previously held equity interest in Eagle Ford Gathering to fair value (Note 2)
|
—
|
|
|
(558
|
)
|
||
Gain on sale of investments in Express pipeline system (Note 2)
|
—
|
|
|
(225
|
)
|
||
Earnings from equity investments
|
(199
|
)
|
|
(194
|
)
|
||
Distributions from equity investment earnings
|
184
|
|
|
199
|
|
||
Proceeds from termination of interest rate swap agreements
|
—
|
|
|
96
|
|
||
Pension contributions in excess of expense
|
(50
|
)
|
|
(59
|
)
|
||
Changes in components of working capital, net of the effects of acquisitions
|
|
|
|
||||
Accounts receivable
|
94
|
|
|
7
|
|
||
Inventories
|
(24
|
)
|
|
(50
|
)
|
||
Other current assets
|
(36
|
)
|
|
(37
|
)
|
||
Accounts payable
|
(117
|
)
|
|
(181
|
)
|
||
Accrued interest
|
34
|
|
|
14
|
|
||
Accrued contingencies and other current liabilities
|
101
|
|
|
(78
|
)
|
||
Rate reparations, refunds and other litigation reserve adjustments, net
|
36
|
|
|
177
|
|
||
Other, net
|
(145
|
)
|
|
(70
|
)
|
||
Net Cash Provided by Operating Activities
|
2,203
|
|
|
1,734
|
|
||
Cash Flows From Investing Activities
|
|
|
|
||||
Acquisitions of assets and investments, net of cash acquired
|
(993
|
)
|
|
(286
|
)
|
||
Capital expenditures
|
(1,717
|
)
|
|
(1,345
|
)
|
||
Proceeds from sales of investments
|
—
|
|
|
491
|
|
||
Contributions to investments
|
(103
|
)
|
|
(93
|
)
|
||
Distributions from equity investments in excess of cumulative earnings
|
90
|
|
|
78
|
|
||
Natural gas storage and natural gas and liquids line-fill
|
22
|
|
|
—
|
|
||
Sale or casualty of property, plant and equipment, investments and other net assets, net of removal costs
|
11
|
|
|
23
|
|
||
Other, net
|
(17
|
)
|
|
15
|
|
||
Net Cash Used in Investing Activities
|
(2,707
|
)
|
|
(1,117
|
)
|
||
Cash Flows From Financing Activities
|
|
|
|
||||
Issuance of debt – KMI
|
2,565
|
|
|
989
|
|
||
Payment of debt – KMI
|
(3,178
|
)
|
|
(1,673
|
)
|
||
Issuance of debt – KMP and EPB
|
6,883
|
|
|
4,858
|
|
||
Payment of debt – KMP and EPB
|
(5,334
|
)
|
|
(3,863
|
)
|
||
Debt issue costs
|
(29
|
)
|
|
(12
|
)
|
||
Cash dividends
|
(860
|
)
|
|
(779
|
)
|
||
Repurchases of shares and warrants
|
(192
|
)
|
|
(131
|
)
|
||
Contributions from noncontrolling interests
|
1,395
|
|
|
1,077
|
|
||
Distributions to noncontrolling interests
|
(976
|
)
|
|
(761
|
)
|
||
Other, net
|
(1
|
)
|
|
1
|
|
||
Net Cash Provided by (Used in) Financing Activities
|
273
|
|
|
(294
|
)
|
||
Effect of Exchange Rate Changes on Cash and Cash Equivalents
|
(4
|
)
|
|
(20
|
)
|
||
Net (decrease) increase in Cash and Cash Equivalents
|
(235
|
)
|
|
303
|
|
||
Cash and Cash Equivalents, beginning of period
|
598
|
|
|
714
|
|
||
Cash and Cash Equivalents, end of period
|
$
|
363
|
|
|
$
|
1,017
|
|
|
|||||||
Non-cash Investing and Financing Activities
|
|
|
|
||||
Assets acquired by the assumption or incurrence of liabilities
|
$
|
73
|
|
|
$
|
1,490
|
|
Assets acquired or liabilities settled by contributions from noncontrolling interests
|
$
|
—
|
|
|
$
|
3,733
|
|
|
|
|
|
||||
Supplemental Disclosures of Cash Flow Information
|
|
|
|
||||
Cash paid during the period for interest (net of capitalized interest)
|
$
|
855
|
|
|
$
|
812
|
|
Cash paid during the period for income taxes, net
|
$
|
163
|
|
|
$
|
71
|
|
|
Six Months Ended June 30, 2014
|
||||||||||||||||||||||||||
|
Par value of common shares
|
|
Additional
paid-in
capital
|
|
Retained
deficit
|
|
Accumulated
other
comprehensive
loss
|
|
Stockholders’
equity
attributable
to KMI
|
|
Non-controlling
interests
|
|
Total
|
||||||||||||||
Beginning Balance at December 31, 2013
|
$
|
10
|
|
|
$
|
14,479
|
|
|
$
|
(1,372
|
)
|
|
$
|
(24
|
)
|
|
$
|
13,093
|
|
|
$
|
15,192
|
|
|
$
|
28,285
|
|
Shares repurchased
|
|
|
(94
|
)
|
|
|
|
|
|
(94
|
)
|
|
|
|
(94
|
)
|
|||||||||||
Warrants repurchased
|
|
|
(98
|
)
|
|
|
|
|
|
(98
|
)
|
|
|
|
(98
|
)
|
|||||||||||
Amortization of restricted shares
|
|
|
27
|
|
|
|
|
|
|
27
|
|
|
|
|
27
|
|
|||||||||||
Impact from equity transactions of KMP, EPB and KMR
|
|
|
20
|
|
|
|
|
|
|
20
|
|
|
(31
|
)
|
|
(11
|
)
|
||||||||||
Windfall tax benefit
|
|
|
6
|
|
|
|
|
|
|
6
|
|
|
|
|
6
|
|
|||||||||||
Net income
|
|
|
|
|
571
|
|
|
|
|
571
|
|
|
527
|
|
|
1,098
|
|
||||||||||
Distributions
|
|
|
|
|
|
|
|
|
—
|
|
|
(976
|
)
|
|
(976
|
)
|
|||||||||||
Contributions
|
|
|
|
|
|
|
|
|
—
|
|
|
1,395
|
|
|
1,395
|
|
|||||||||||
Cash dividends
|
|
|
|
|
(860
|
)
|
|
|
|
(860
|
)
|
|
|
|
(860
|
)
|
|||||||||||
Other
|
|
|
(1
|
)
|
|
|
|
|
|
(1
|
)
|
|
|
|
(1
|
)
|
|||||||||||
Other comprehensive loss
|
|
|
|
|
|
|
(44
|
)
|
|
(44
|
)
|
|
(72
|
)
|
|
(116
|
)
|
||||||||||
Ending Balance at June 30, 2014
|
$
|
10
|
|
|
$
|
14,339
|
|
|
$
|
(1,661
|
)
|
|
$
|
(68
|
)
|
|
$
|
12,620
|
|
|
$
|
16,035
|
|
|
$
|
28,655
|
|
|
Six Months Ended June 30, 2013
|
||||||||||||||||||||||||||
|
Par value of common shares
|
|
Additional
paid-in
capital
|
|
Retained
deficit
|
|
Accumulated
other
comprehensive
loss
|
|
Stockholders’
equity
attributable
to KMI
|
|
Non-controlling
interests
|
|
Total
|
||||||||||||||
Beginning Balance at December 31, 2012
|
$
|
10
|
|
|
$
|
14,917
|
|
|
$
|
(943
|
)
|
|
$
|
(118
|
)
|
|
$
|
13,866
|
|
|
$
|
10,234
|
|
|
$
|
24,100
|
|
Warrants repurchased
|
|
|
(131
|
)
|
|
|
|
|
|
(131
|
)
|
|
|
|
(131
|
)
|
|||||||||||
Warrants exercised
|
|
|
1
|
|
|
|
|
|
|
1
|
|
|
|
|
1
|
|
|||||||||||
EP Trust I Preferred security conversions
|
|
|
2
|
|
|
|
|
|
|
2
|
|
|
|
|
2
|
|
|||||||||||
Amortization of restricted shares
|
|
|
10
|
|
|
|
|
|
|
10
|
|
|
|
|
10
|
|
|||||||||||
Impact from equity transactions of KMP, EPB and KMR
|
|
|
146
|
|
|
|
|
|
|
146
|
|
|
(231
|
)
|
|
(85
|
)
|
||||||||||
Net income
|
|
|
|
|
|
569
|
|
|
|
|
569
|
|
|
868
|
|
|
1,437
|
|
|||||||||
Distributions
|
|
|
|
|
|
|
|
|
|
—
|
|
|
(761
|
)
|
|
(761
|
)
|
||||||||||
Contributions
|
|
|
|
|
|
|
|
|
|
—
|
|
|
4,810
|
|
|
4,810
|
|
||||||||||
Cash dividends
|
|
|
|
|
(779
|
)
|
|
|
|
(779
|
)
|
|
|
|
(779
|
)
|
|||||||||||
Other comprehensive loss
|
|
|
|
|
|
|
(30
|
)
|
|
(30
|
)
|
|
(35
|
)
|
|
(65
|
)
|
||||||||||
Ending Balance at June 30, 2013
|
$
|
10
|
|
|
$
|
14,945
|
|
|
$
|
(1,153
|
)
|
|
$
|
(148
|
)
|
|
$
|
13,654
|
|
|
$
|
14,885
|
|
|
$
|
28,539
|
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Three Months Ended
June 30,
|
|
Six Months Ended
June 30, |
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Class P
|
$
|
281
|
|
|
$
|
276
|
|
|
$
|
565
|
|
|
$
|
567
|
|
Participating securities(a)
|
3
|
|
|
1
|
|
|
6
|
|
|
2
|
|
||||
Net Income Attributable to Kinder Morgan, Inc.
|
$
|
284
|
|
|
$
|
277
|
|
|
$
|
571
|
|
|
$
|
569
|
|
(a)
|
Participating securities are unvested restricted stock awards issued to management employees that contain non-forfeitable rights to dividend equivalent payments.
|
|
Three Months Ended
June 30,
|
|
Six Months Ended
June 30, |
||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||
Unvested restricted stock awards
|
7
|
|
|
2
|
|
|
7
|
|
|
2
|
|
Outstanding warrants to purchase our Class P shares
|
309
|
|
|
420
|
|
|
325
|
|
|
429
|
|
Convertible trust preferred securities
|
10
|
|
|
10
|
|
|
10
|
|
|
10
|
|
|
Kinder Morgan, Inc. Form 10-Q
|
Purchase Price Allocation:
|
|
||
Current assets
|
$
|
6
|
|
Property, plant and equipment
|
951
|
|
|
Goodwill
|
67
|
|
|
Other assets
|
3
|
|
|
Total assets acquired
|
1,027
|
|
|
Current liabilities
|
(5
|
)
|
|
Unfavorable customer contracts
|
(61
|
)
|
|
Cash consideration
|
$
|
961
|
|
|
Kinder Morgan, Inc. Form 10-Q
|
Purchase Price Allocation:
|
|
||
Current assets (including cash acquired of $30)
|
$
|
218
|
|
Property, plant and equipment
|
2,788
|
|
|
Investments
|
300
|
|
|
Goodwill
|
1,248
|
|
|
Other intangibles
|
1,375
|
|
|
Other assets
|
13
|
|
|
Total assets
|
5,942
|
|
|
Less: Fair value of previously held 50% interest in Eagle Ford Gathering
|
(704
|
)
|
|
Total assets acquired
|
5,238
|
|
|
Current liabilities
|
(208
|
)
|
|
Other liabilities
|
(28
|
)
|
|
Long-term debt
|
(1,252
|
)
|
|
Noncontrolling interests
|
(17
|
)
|
|
Common unit consideration
|
$
|
3,733
|
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
|
Pro Forma
|
||
|
|
Six Months Ended
|
||
|
|
June 30, 2013
|
||
|
|
(Unaudited)
|
||
Revenues
|
|
$
|
7,196
|
|
Income from Continuing Operations
|
|
1,401
|
|
|
Loss from Discontinued Operations, Net of Tax
|
|
(2
|
)
|
|
Net Income
|
|
1,399
|
|
|
Net Income Attributable to Noncontrolling Interests
|
|
(855
|
)
|
|
Net Income Attributable to Kinder Morgan, Inc.
|
|
544
|
|
|
|
|
|
||
Diluted Earnings per Class P Share
|
|
$
|
0.52
|
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
|
June 30, 2014
|
|
December 31, 2013
|
||||
KMI
|
|
|
|
|
||||
Senior term loan facilities, variable rate, due May 24, 2015 and May 6, 2017(a)
|
|
$
|
650
|
|
|
$
|
1,528
|
|
Senior notes and debentures, 5.00% through 7.45%, due 2015 through 2098
|
|
1,815
|
|
|
1,815
|
|
||
Senior notes, 6.50% through 8.25%, due 2014 through 2037(b)
|
|
3,623
|
|
|
3,830
|
|
||
Preferred securities, 4.75%, due March 31, 2028(b)
|
|
280
|
|
|
280
|
|
||
Credit facility due May 6, 2019(c)
|
|
820
|
|
|
175
|
|
||
Subsidiary borrowings (as obligor)
|
|
|
|
|
||||
Kinder Morgan Finance Company, LLC, senior notes, 5.70% through 6.40%, due 2016 through 2036
|
|
1,636
|
|
|
1,636
|
|
||
EPC Building, LLC, promissory note, 3.967%, due 2014 through 2035
|
|
457
|
|
|
461
|
|
||
Other miscellaneous debt
|
|
52
|
|
|
221
|
|
||
Total debt — KMI
|
|
9,333
|
|
|
9,946
|
|
||
Less: Current portion of debt — KMI
|
|
(1,245
|
)
|
|
(725
|
)
|
||
Total long-term debt outstanding — KMI
|
|
8,088
|
|
|
9,221
|
|
||
KMGP, $1,000 Liquidation Value Series A Fixed-to-Floating Rate Term Cumulative Preferred Stock
|
|
100
|
|
|
100
|
|
||
Total long-term debt — KMI(d)
|
|
$
|
8,188
|
|
|
$
|
9,321
|
|
|
|
|
|
|
||||
KMP and EPB
|
|
|
|
|
||||
KMP
|
|
|
|
|
||||
Senior notes, 2.65% through 9.00%, due 2014 through 2044
|
|
$
|
17,100
|
|
|
$
|
15,600
|
|
Commercial paper borrowings(e)
|
|
513
|
|
|
979
|
|
||
Credit facility due May 1, 2018
|
|
—
|
|
|
—
|
|
||
KMP subsidiary borrowings (as obligor)
|
|
|
|
|
||||
TGP senior notes, 7.00% through 8.375%, due 2016 through 2037
|
|
1,790
|
|
|
1,790
|
|
||
EPNG senior notes, 5.95% through 8.625%, due 2017 through 2032
|
|
1,115
|
|
|
1,115
|
|
||
Copano senior notes, 7.125%, due April 1, 2021
|
|
332
|
|
|
332
|
|
||
Other miscellaneous subsidiary debt
|
|
97
|
|
|
98
|
|
||
Total debt — KMP
|
|
20,947
|
|
|
19,914
|
|
||
Less: Current portion of debt — KMP(f)
|
|
(1,337
|
)
|
|
(1,504
|
)
|
||
Total long-term debt — KMP(d)
|
|
19,610
|
|
|
18,410
|
|
||
EPB
|
|
|
|
|
||||
EPPOC
|
|
|
|
|
||||
Senior notes, 4.10% through 7.50%, due 2015 through 2042
|
|
2,860
|
|
|
2,260
|
|
||
Credit facility due May 27, 2016(g)
|
|
—
|
|
|
—
|
|
||
EPB subsidiary borrowings (as obligor)
|
|
|
|
|
||||
Colorado Interstate Gas Company, L.L.C. (CIG), senior notes, 5.95% through 6.85%, due 2015 through 2037
|
|
475
|
|
|
475
|
|
||
SLNG senior notes, 9.50% through 9.75%, due 2014 through 2016
|
|
64
|
|
|
135
|
|
||
SNG notes, 4.40% through 8.00%, due 2017 through 2032
|
|
1,211
|
|
|
1,211
|
|
||
Other financing obligations
|
|
181
|
|
|
175
|
|
||
Total debt — EPB
|
|
4,791
|
|
|
4,256
|
|
||
Less: Current portion of debt — EPB
|
|
(41
|
)
|
|
(77
|
)
|
||
Total long-term debt — EPB(d)
|
|
4,750
|
|
|
4,179
|
|
||
Total long-term debt outstanding — KMP and EPB
|
|
$
|
24,360
|
|
|
$
|
22,589
|
|
|
Kinder Morgan, Inc. Form 10-Q
|
(a)
|
The senior secured term loan facility, due May 24, 2015, was repaid and replaced in May 2014 with a new unsecured senior term loan facility due May 6, 2017 (see “— Credit Facilities” below).
|
(b)
|
On June 30, 2014, El Paso Issuing Corporation, a wholly-owned subsidiary of El Paso Holdco LLC and the corporate co-issuer under certain guaranteed notes, merged with and into El Paso Holdco LLC, a wholly-owned subsidiary of KMI, and immediately thereafter, El Paso Holdco LLC merged with and into KMI pursuant to an internal restructuring transaction. KMI succeeded El Paso Holdco LLC as issuer with respect to these debt obligations. Consequently, El Paso Holdco LLC ceased to be an obligor with respect to approximately
$3.6 billion
of outstanding senior notes. Therefore, the condensed consolidating financial information that had previously been disclosed in the notes to our consolidated financial statements is no longer required as of June 30, 2014.
|
(c)
|
As of
June 30, 2014
and
December 31, 2013
, the weighted average interest rates on KMI’s credit facility borrowings were
2.16%
and
2.67%
, respectively.
|
(d)
|
As of
June 30, 2014
and
December 31, 2013
, our “Debt fair value adjustments” increased our combined debt balances by
$1,973 million
and
$1,977 million
, respectively. In addition to all unamortized debt discount/premium amounts and purchase accounting on our debt balances, our debt fair value adjustments also include (i) amounts associated with the offsetting entry for hedged debt; and (ii) any unamortized portion of proceeds received from the early termination of interest rate swap agreements. For further information about our debt fair value adjustments, see Note 5 “Risk Management—Debt Fair Value Adjustments.”
|
(e)
|
As of both
June 30, 2014
and
December 31, 2013
, the average interest rate on KMP’s outstanding commercial paper borrowings was
0.28%
. The borrowings under KMP’s commercial paper program were used principally to finance the acquisitions and capital expansions, and in the near term, KMP expects that its short-term liquidity and financing needs will be met primarily through borrowings made under its commercial paper program.
|
(f)
|
Amounts include outstanding commercial paper borrowings discussed above in footnote (e).
|
(g)
|
LIBOR plus
1.75%
.
|
•
|
the administrative agent’s base rate, plus a margin, which varies depending upon the credit rating of KMI’s long-term senior unsecured debt (the administrative agent’s base rate is a rate equal to the greatest of (i) the Federal Funds Rate, plus
0.50%
, (ii) the Prime Rate and (iii)
one
-month LIBOR plus
1.0%
, plus, in each case, an applicable margin between
0.25%
and
1.25%
per annum); or
|
•
|
LIBOR plus an applicable margin ranging from
1.25%
to
2.25%
per annum.
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
|
|
KMI
|
|
|
Issuances
|
|
$650 million senior term loan facility due 2017
|
|
|
|
Repayments
|
|
$1,528 million senior term loan facility due 2015
|
|
|
|
KMP
|
|
|
Issuances
|
|
$750 million 3.50% notes due 2021
|
|
|
$750 million 5.50% notes due 2044
|
|
|
|
EPB (through EPPOC)
|
|
|
Issuances
|
|
$600 million 4.30% notes due 2024
|
|
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Per share cash distribution declared for the period(a)
|
|
$
|
10.423
|
|
|
$
|
10.545
|
|
|
$
|
20.756
|
|
|
$
|
21.014
|
|
Per share cash distribution paid in the period
|
|
$
|
10.333
|
|
|
$
|
10.469
|
|
|
$
|
20.903
|
|
|
$
|
21.107
|
|
(a)
|
On July 16, 2014, KMGP declared a distribution for the three months ended
June 30, 2014
, of
$10.423
per share, which will be paid on August 18, 2014 to shareholders of record as of July 31, 2014.
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Six Months Ended June 30,
|
||||
|
2014
|
|
2013
|
||
Beginning balance
|
1,030,677,076
|
|
|
1,035,668,596
|
|
Shares repurchased and canceled
|
(2,780,337
|
)
|
|
—
|
|
Shares issued with conversions of EP Trust I Preferred securities
|
2,820
|
|
|
74,134
|
|
Shares issued for exercised warrants
|
—
|
|
|
16,886
|
|
Restricted shares vested
|
10,145
|
|
|
9,814
|
|
Ending balance
|
1,027,909,704
|
|
|
1,035,769,430
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Per common share cash dividend declared for the period
|
$
|
0.43
|
|
|
$
|
0.40
|
|
|
$
|
0.85
|
|
|
$
|
0.78
|
|
Per common share cash dividend paid in the period
|
$
|
0.42
|
|
|
$
|
0.38
|
|
|
$
|
0.83
|
|
|
$
|
0.75
|
|
|
Six Months Ended June 30,
|
||||
|
2014
|
|
2013
|
||
Beginning balance
|
347,933,107
|
|
|
439,809,442
|
|
Warrants repurchased and canceled
|
(49,783,406
|
)
|
|
(25,781,031
|
)
|
Warrants issued with conversions of EP Trust I Preferred securities
|
4,315
|
|
|
113,317
|
|
Warrants exercised
|
—
|
|
|
(21,208
|
)
|
Ending balance
|
298,154,016
|
|
|
414,120,520
|
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
June 30,
2014 |
|
December 31,
2013 |
||||
KMP
|
$
|
8,008
|
|
|
$
|
7,642
|
|
EPB
|
4,392
|
|
|
4,122
|
|
||
KMR
|
3,306
|
|
|
3,142
|
|
||
Other
|
329
|
|
|
286
|
|
||
|
$
|
16,035
|
|
|
$
|
15,192
|
|
|
Issuances
|
|
Common units/shares
|
|
Net proceeds
|
|
Use of proceeds
|
|||
|
|
|
(in thousands)
|
|
(in millions)
|
|
|
|||
KMP
|
|
|
|
|
|
|
|
|||
Issued under equity distribution agreement with UBS
|
||||||||||
|
2014
|
|
4,387
|
|
|
$
|
335
|
|
|
Reduced borrowings under KMP’s commercial paper program
|
Other issuances
|
|
|
|
|
|
|
||||
|
February 2014
|
|
7,935
|
|
|
$
|
603
|
|
|
Reduced borrowings under KMP’s commercial paper program that were used to fund KMP's APT acquisition in January 2014
|
EPB
|
|
|
|
|
|
|
|
|||
Issued under equity distribution agreement with Citigroup
|
||||||||||
|
2014
|
|
2,385
|
|
|
$
|
75
|
|
|
General partnership purposes
|
Other issuances
|
|
|
|
|
|
|
||||
|
May 2014
|
|
7,820
|
|
|
$
|
242
|
|
|
Issued to pay a portion of the purchase price for the May 2014 drop-down transaction
|
KMR
|
|
|
|
|
|
|
|
|||
Issued under equity distribution agreement with Credit Suisse
|
||||||||||
|
2014
|
|
1,334
|
|
|
$
|
97
|
|
|
Purchased additional KMP i-units; KMP then used proceeds to reduce borrowings under its commercial paper program
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
KMP
|
|
|
|
|
|
|
|
||||||||
Per unit cash distribution declared for the period
|
$
|
1.39
|
|
|
$
|
1.32
|
|
|
$
|
2.77
|
|
|
$
|
2.62
|
|
Per unit cash distribution paid in the period
|
$
|
1.38
|
|
|
$
|
1.30
|
|
|
$
|
2.74
|
|
|
$
|
2.59
|
|
Cash distributions paid in the period to the public
|
$
|
412
|
|
|
$
|
307
|
|
|
$
|
807
|
|
|
$
|
606
|
|
EPB
|
|
|
|
|
|
|
|
||||||||
Per unit cash distribution declared for the period
|
$
|
0.65
|
|
|
$
|
0.63
|
|
|
$
|
1.30
|
|
|
$
|
1.25
|
|
Per unit cash distribution paid in the period
|
$
|
0.65
|
|
|
$
|
0.62
|
|
|
$
|
1.30
|
|
|
$
|
1.23
|
|
Cash distributions paid in the period to the public
|
$
|
84
|
|
|
$
|
79
|
|
|
$
|
167
|
|
|
$
|
155
|
|
KMR(a)
|
|
|
|
|
|
|
|
||||||||
Share distributions paid in the period to the public
|
2,083,523
|
|
|
1,502,562
|
|
|
4,036,493
|
|
|
3,072,680
|
|
(a)
|
KMR’s distributions are paid in the form of additional shares or fractions thereof calculated by dividing the KMP cash distribution per common unit by the average of the market closing prices of a KMR share determined for a ten-trading day period ending on the trading day immediately prior to the ex-dividend date for the shares. Represents share distributions made in the period to noncontrolling
interests and excludes
303,291
and
587,579
of shares distributed for the three and six months ended
June 30, 2014
, respectively, and
224,390
and
458,868
of shares distributed in the three months and six months ended
June 30, 2013
, respectively, on KMR shares we directly and indirectly own. On
July 16, 2014
, KMR declared a share distribution of
0.017397
shares per outstanding share, or
2,283,909
shares (of which
1,996,474
shares will be payable to the public), on
August 14, 2014
to shareholders of record as of
July 31, 2014
, based on the
$1.39
per common unit distribution declared by KMP.
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Net open position long/(short)
|
|||
Derivatives designated as hedging contracts
|
|
|
|
|
Crude oil fixed price
|
(24.2
|
)
|
|
MMBbl
|
Natural gas fixed price
|
(26.1
|
)
|
|
Bcf
|
Natural gas basis
|
(26.7
|
)
|
|
Bcf
|
Derivatives not designated as hedging contracts
|
|
|
|
|
Crude oil fixed price
|
(0.4
|
)
|
|
MMBbl
|
Crude oil basis
|
(0.6
|
)
|
|
MMBbl
|
Natural gas fixed price
|
(7.7
|
)
|
|
Bcf
|
Natural gas basis
|
0.2
|
|
|
Bcf
|
NGL fixed price
|
(0.8
|
)
|
|
MMBbl
|
|
Kinder Morgan, Inc. Form 10-Q
|
Fair Value of Derivative Contracts
|
||||||||||||||||||
|
|
|
|
Asset derivatives
|
|
Liability derivatives
|
||||||||||||
|
|
|
|
June 30,
2014 |
|
December 31,
2013 |
|
June 30,
2014 |
|
December 31,
2013 |
||||||||
|
|
Balance sheet location
|
|
Fair value
|
|
Fair value
|
|
Fair value
|
|
Fair value
|
||||||||
Derivatives designated as hedging contracts
|
|
|
|
|
|
|
|
|
|
|
||||||||
Natural gas and crude derivative contracts
|
|
Other current assets/(Other current liabilities)
|
|
$
|
6
|
|
|
$
|
18
|
|
|
$
|
(97
|
)
|
|
$
|
(33
|
)
|
|
|
Deferred charges and other assets/(Other long-term liabilities and deferred credits)
|
|
4
|
|
|
58
|
|
|
(72
|
)
|
|
(30
|
)
|
||||
Subtotal
|
|
|
|
10
|
|
|
76
|
|
|
(169
|
)
|
|
(63
|
)
|
||||
Interest rate swap agreements
|
|
Other current assets/(Other current liabilities)
|
|
90
|
|
|
87
|
|
|
—
|
|
|
—
|
|
||||
|
|
Deferred charges and other assets/(Other long-term liabilities and deferred credits)
|
|
211
|
|
|
172
|
|
|
(46
|
)
|
|
(116
|
)
|
||||
Subtotal
|
|
|
|
301
|
|
|
259
|
|
|
(46
|
)
|
|
(116
|
)
|
||||
Total
|
|
|
|
311
|
|
|
335
|
|
|
(215
|
)
|
|
(179
|
)
|
||||
|
|
|
|
|
|
|
|
|
|
|
||||||||
Derivatives not designated as hedging contracts
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Natural gas, crude and NGL derivative contracts
|
|
Other current assets/(Other current liabilities)
|
|
4
|
|
|
4
|
|
|
(10
|
)
|
|
(5
|
)
|
||||
Subtotal
|
|
|
|
4
|
|
|
4
|
|
|
(10
|
)
|
|
(5
|
)
|
||||
Power derivative contracts
|
|
Other current assets/(Other current liabilities)
|
|
3
|
|
|
7
|
|
|
(49
|
)
|
|
(54
|
)
|
||||
|
|
Deferred charges and other assets/(Other long-term liabilities and deferred credits)
|
|
4
|
|
|
11
|
|
|
(43
|
)
|
|
(73
|
)
|
||||
Subtotal
|
|
|
|
7
|
|
|
18
|
|
|
(92
|
)
|
|
(127
|
)
|
||||
Total
|
|
|
|
11
|
|
|
22
|
|
|
(102
|
)
|
|
(132
|
)
|
||||
Total derivatives
|
|
|
|
$
|
322
|
|
|
$
|
357
|
|
|
$
|
(317
|
)
|
|
$
|
(311
|
)
|
|
Kinder Morgan, Inc. Form 10-Q
|
Derivatives in fair value hedging relationships
|
|
Location of gain/(loss) recognized in income on derivatives
|
|
Amount of gain/(loss) recognized in income
on derivatives and related hedged item(a)
|
||||||||||||||
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
|
|
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Interest rate swap agreements
|
|
Interest expense
|
|
$
|
57
|
|
|
$
|
(219
|
)
|
|
$
|
112
|
|
|
$
|
(307
|
)
|
Total
|
|
|
|
$
|
57
|
|
|
$
|
(219
|
)
|
|
$
|
112
|
|
|
$
|
(307
|
)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Fixed rate debt
|
|
Interest expense
|
|
$
|
(57
|
)
|
|
$
|
219
|
|
|
$
|
(112
|
)
|
|
$
|
307
|
|
Total
|
|
|
|
$
|
(57
|
)
|
|
$
|
219
|
|
|
$
|
(112
|
)
|
|
$
|
307
|
|
(a)
|
Amounts reflect the change in the fair value of interest rate swap agreements and the change in the fair value of the associated fixed rate debt, which exactly offset each other as a result of no hedge ineffectiveness.
|
Derivatives in cash flow hedging relationships
|
|
Amount of gain/(loss)
recognized in Other comprehensive income
on derivative (effective portion)(a)
|
|
Location of gain/(loss) reclassified from Accumulated other comprehensive income into income (effective portion)
|
|
Amount of gain/(loss) reclassified from Accumulated other comprehensive income
into income (effective portion)(b)
|
|
Location of gain/(loss) recognized in income on
derivative (ineffective portion and amount excluded from
effectiveness testing)
|
|
Amount of gain/(loss)
recognized in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
|
||||||||||||||||||
|
|
Three Months Ended June 30,
|
|
|
|
Three Months Ended June 30,
|
|
|
|
Three Months Ended June 30,
|
||||||||||||||||||
|
|
2014
|
|
2013
|
|
|
|
2014
|
|
2013
|
|
|
|
2014
|
|
2013
|
||||||||||||
Energy commodity
derivative contracts
|
|
$
|
(88
|
)
|
|
$
|
55
|
|
|
Revenues—Natural
gas sales
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Revenues—Natural
gas sales
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
Revenues—Product
sales and other
|
|
(19
|
)
|
|
8
|
|
|
Revenues—Product
sales and other
|
|
(27
|
)
|
|
9
|
|
||||||||
|
|
|
|
|
|
|
Costs of sales
|
|
5
|
|
|
(5
|
)
|
|
Costs of sales
|
|
—
|
|
|
—
|
|
|||||||
Interest rate swap
agreements
|
|
(8
|
)
|
|
7
|
|
|
Interest expense
|
|
(2
|
)
|
|
—
|
|
|
Interest expense
|
|
—
|
|
|
—
|
|
||||||
Total
|
|
$
|
(96
|
)
|
|
$
|
62
|
|
|
Total
|
|
$
|
(16
|
)
|
|
$
|
3
|
|
|
Total
|
|
$
|
(27
|
)
|
|
$
|
9
|
|
Derivatives in cash flow hedging relationships
|
|
Amount of gain/(loss)
recognized in Other comprehensive income
on derivative (effective portion)(a)
|
|
Location of gain/(loss) reclassified from Accumulated other comprehensive income into income (effective portion)
|
|
Amount of gain/(loss) reclassified from
Accumulated other comprehensive income
into income
(effective portion)(b)
|
|
Location of gain/(loss) recognized in income on derivative (ineffective portion and amount excluded from effectiveness testing)
|
|
Amount of gain/(loss) recognized in income on derivative (ineffective portion and amount
excluded from
effectiveness testing)
|
||||||||||||||||||
|
|
Six Months Ended June 30,
|
|
|
|
Six Months Ended June 30,
|
|
|
|
Six Months Ended June 30,
|
||||||||||||||||||
|
|
2014
|
|
2013
|
|
|
|
2014
|
|
2013
|
|
|
|
2014
|
|
2013
|
||||||||||||
Energy commodity
derivative contracts
|
|
$
|
(131
|
)
|
|
$
|
23
|
|
|
Revenues—Natural
gas sales
|
|
$
|
(9
|
)
|
|
$
|
—
|
|
|
Revenues—Natural
gas sales
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
Revenues—Product
sales and other
|
|
(25
|
)
|
|
13
|
|
|
Revenues—Product
sales and other
|
|
(32
|
)
|
|
6
|
|
||||||||
|
|
|
|
|
|
Costs of sales
|
|
6
|
|
|
(5
|
)
|
|
Costs of sales
|
|
—
|
|
|
—
|
|
||||||||
Interest rate swap
agreements
|
|
(10
|
)
|
|
8
|
|
|
Interest expense
|
|
(2
|
)
|
|
1
|
|
|
Interest expense
|
|
—
|
|
|
—
|
|
||||||
Total
|
|
$
|
(141
|
)
|
|
$
|
31
|
|
|
Total
|
|
$
|
(30
|
)
|
|
$
|
9
|
|
|
Total
|
|
$
|
(32
|
)
|
|
$
|
6
|
|
(a)
|
We expect to reclassify an approximate
$49 million
loss associated with energy commodity price risk management activities included in our accumulated other comprehensive loss and noncontrolling interest balances as of
June 30, 2014
into earnings during the next
twelve months
(when the associated forecasted sales and purchases are also expected to occur), however, actual amounts reclassified into earnings could vary materially as a result of changes in market prices.
|
|
Kinder Morgan, Inc. Form 10-Q
|
(b)
|
Amounts reclassified were the result of the hedged forecasted transactions actually affecting earnings (i.e., when the forecasted sales and purchases actually occurred).
|
Derivatives not designated as accounting hedges
|
|
Location of gain/(loss) recognized in income on derivatives
|
|
Amount of gain/(loss) recognized in income on derivatives
|
||||||||||||||
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
|
|
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Energy commodity derivative contracts
|
|
Revenues—Natural gas sales
|
|
$
|
(9
|
)
|
|
$
|
1
|
|
|
$
|
(16
|
)
|
|
$
|
2
|
|
|
|
Revenues—Product sales and other
|
|
2
|
|
|
(5
|
)
|
|
1
|
|
|
(3
|
)
|
||||
|
|
Costs of sales
|
|
(3
|
)
|
|
—
|
|
|
7
|
|
|
—
|
|
||||
|
|
Other expense(income)
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
||||
Total
|
|
|
|
$
|
(10
|
)
|
|
$
|
(4
|
)
|
|
$
|
(10
|
)
|
|
$
|
(1
|
)
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Net unrealized
gains/(losses)
on cash flow
hedge derivatives
|
|
Foreign
currency
translation
adjustments
|
|
Pension and
other
postretirement
liability adjustments
|
|
Total
accumulated other
comprehensive loss
|
||||||||
Balance as of December 31, 2013
|
$
|
(3
|
)
|
|
$
|
2
|
|
|
$
|
(23
|
)
|
|
$
|
(24
|
)
|
Other comprehensive loss before reclassifications
|
(56
|
)
|
|
(2
|
)
|
|
2
|
|
|
(56
|
)
|
||||
Amounts reclassified from accumulated other comprehensive loss
|
12
|
|
|
—
|
|
|
—
|
|
|
12
|
|
||||
Net current-period other comprehensive loss
|
(44
|
)
|
|
(2
|
)
|
|
2
|
|
|
(44
|
)
|
||||
Balance as of June 30, 2014
|
$
|
(47
|
)
|
|
$
|
—
|
|
|
$
|
(21
|
)
|
|
$
|
(68
|
)
|
|
Net unrealized
gains/(losses)
on cash flow
hedge derivatives
|
|
Foreign
currency
translation
adjustments
|
|
Pension and
other
postretirement
liability adjustments
|
|
Total
accumulated other
comprehensive loss
|
||||||||
Balance as of December 31, 2012
|
$
|
7
|
|
|
$
|
51
|
|
|
$
|
(176
|
)
|
|
$
|
(118
|
)
|
Other comprehensive loss before reclassifications
|
20
|
|
|
(45
|
)
|
|
—
|
|
|
(25
|
)
|
||||
Amounts reclassified from accumulated other comprehensive loss
|
(5
|
)
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
||||
Net current-period other comprehensive loss
|
15
|
|
|
(45
|
)
|
|
—
|
|
|
(30
|
)
|
||||
Balance as of June 30, 2013
|
$
|
22
|
|
|
$
|
6
|
|
|
$
|
(176
|
)
|
|
$
|
(148
|
)
|
•
|
Level 1 Inputs—quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date;
|
•
|
Level 2 Inputs—inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. If the asset or liability has a specified (contractual) term, a Level 2 input must be observable for substantially the full term of the asset or liability; and
|
•
|
Level 3 Inputs—unobservable inputs for the asset or liability. These unobservable inputs reflect the entity’s own assumptions about the assumptions that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances (which might include the reporting entity’s own data).
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Balance Sheet asset
fair value measurements using
|
|
Amounts not offset in the Balance Sheet
|
|
Net amount
|
||||||||||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Gross amount
|
|
Financial instruments
|
|
Cash collateral held(b)
|
||||||||||||||||
As of June 30, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Energy commodity derivative contracts(a)
|
$
|
3
|
|
|
$
|
7
|
|
|
$
|
11
|
|
|
$
|
21
|
|
|
$
|
(19
|
)
|
|
$
|
—
|
|
|
$
|
2
|
|
Interest rate swap agreements
|
$
|
—
|
|
|
$
|
301
|
|
|
$
|
—
|
|
|
$
|
301
|
|
|
$
|
(22
|
)
|
|
$
|
—
|
|
|
$
|
279
|
|
As of December 31, 2013
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Energy commodity derivative contracts(a)
|
$
|
4
|
|
|
$
|
46
|
|
|
$
|
48
|
|
|
$
|
98
|
|
|
$
|
(62
|
)
|
|
$
|
—
|
|
|
$
|
36
|
|
Interest rate swap agreements
|
$
|
—
|
|
|
$
|
259
|
|
|
$
|
—
|
|
|
$
|
259
|
|
|
$
|
(28
|
)
|
|
$
|
—
|
|
|
$
|
231
|
|
|
Balance Sheet liability
fair value measurements using
|
|
Amounts not offset in the Balance Sheet
|
|
Net amount
|
||||||||||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Gross amount
|
|
Financial instruments
|
|
Collateral posted(c)
|
||||||||||||||||
As of June 30, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Energy commodity derivative contracts(a)
|
$
|
(10
|
)
|
|
$
|
(134
|
)
|
|
$
|
(127
|
)
|
|
$
|
(271
|
)
|
|
$
|
19
|
|
|
$
|
17
|
|
|
$
|
(235
|
)
|
Interest rate swap agreements
|
$
|
—
|
|
|
$
|
(46
|
)
|
|
$
|
—
|
|
|
$
|
(46
|
)
|
|
$
|
22
|
|
|
$
|
—
|
|
|
$
|
(24
|
)
|
As of December 31, 2013
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Energy commodity derivative contracts(a)
|
$
|
(6
|
)
|
|
$
|
(31
|
)
|
|
$
|
(158
|
)
|
|
$
|
(195
|
)
|
|
$
|
62
|
|
|
$
|
17
|
|
|
$
|
(116
|
)
|
Interest rate swap agreements
|
$
|
—
|
|
|
$
|
(116
|
)
|
|
$
|
—
|
|
|
$
|
(116
|
)
|
|
$
|
28
|
|
|
$
|
—
|
|
|
$
|
(88
|
)
|
(a)
|
Level 1 consists primarily of New York Mercantile Exchange natural gas futures. Level 2 consists primarily of OTC WTI swaps. Level 3 consists primarily of WTI options, NGL options and power derivative contracts.
|
(b)
|
Cash margin deposits held by KMP associated with its energy commodity contract positions and OTC swap agreements and reported within “Other current liabilities” on our accompanying consolidated balance sheets.
|
(c)
|
Cash margin deposits posted by KMP associated with energy commodity contract positions and OTC swap agreements and reported within “Other current assets” on our accompanying consolidated balance sheets.
|
Significant unobservable inputs (Level 3)
|
|||||||||||||||
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Derivatives-net asset (liability)
|
|
|
|
|
|
|
|
||||||||
Beginning of Period
|
$
|
(100
|
)
|
|
$
|
(142
|
)
|
|
$
|
(110
|
)
|
|
$
|
(155
|
)
|
Total gains or (losses)
|
|
|
|
|
|
|
|
||||||||
Included in earnings
|
(21
|
)
|
|
(6
|
)
|
|
(14
|
)
|
|
(1
|
)
|
||||
Included in other comprehensive loss
|
(9
|
)
|
|
1
|
|
|
(10
|
)
|
|
—
|
|
||||
Purchases(a)
|
—
|
|
|
18
|
|
|
—
|
|
|
18
|
|
||||
Settlements
|
14
|
|
|
15
|
|
|
18
|
|
|
24
|
|
||||
End of Period
|
$
|
(116
|
)
|
|
$
|
(114
|
)
|
|
$
|
(116
|
)
|
|
$
|
(114
|
)
|
The amount of total gains or (losses) for the period included in earnings attributable to the change in unrealized gains or (losses) relating to assets held at the reporting date
|
$
|
(13
|
)
|
|
$
|
1
|
|
|
$
|
(16
|
)
|
|
$
|
4
|
|
(a)
|
Three and six month 2013 amounts represent the purchase of Level 3 energy commodity derivative contracts associated with KMP’s May 1, 2013 Copano acquisition.
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
June 30, 2014
|
|
December 31, 2013
|
||||||||||||
|
Carrying
value
|
|
Estimated
fair value
|
|
Carrying
value
|
|
Estimated
fair value
|
||||||||
Total debt
|
$
|
37,144
|
|
|
$
|
38,484
|
|
|
$
|
36,193
|
|
|
$
|
36,248
|
|
•
|
Natural Gas Pipelines—the sale, transport, processing, treating, fractionation, storage and gathering of natural gas and NGL;
|
•
|
CO
2
—KMP—the production, sale and transportation of crude oil from fields in the Permian Basin of West Texas and the production, transportation and marketing of CO
2
used as a flooding medium for recovering crude oil from mature oil fields;
|
•
|
Products Pipelines—KMP— the transportation and terminaling of refined petroleum products (including gasoline, diesel fuel and jet fuel), NGL, crude oil and condensate, and bio-fuels;
|
•
|
Terminals—KMP—the transportation, transloading and storing of refined petroleum products, crude oil, condensate, and bulk products, including coal, petroleum coke, cement, alumina, salt and other bulk chemicals;
|
•
|
Kinder Morgan Canada—KMP—the transportation of crude oil and refined products from Alberta, Canada to marketing terminals and refineries in British Columbia, and the state of Washington. As further described in Note 2, Kinder Morgan Canada divested its interest in the Express pipeline system effective March 14, 2013; and
|
•
|
Other—primarily includes other miscellaneous assets and liabilities purchased in our 2012 EP acquisition including (i) our corporate headquarters in Houston, Texas; (ii) several physical natural gas contracts with power plants associated with EP’s legacy trading activities; and (iii) other miscellaneous EP assets and liabilities.
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Revenues
|
|
|
|
|
|
|
|
||||||||
Natural Gas Pipelines
|
|
|
|
|
|
|
|
||||||||
Revenues from external customers
|
$
|
2,464
|
|
|
$
|
2,054
|
|
|
5,021
|
|
|
3,809
|
|
||
Intersegment revenues
|
1
|
|
|
—
|
|
|
5
|
|
|
1
|
|
||||
CO
2
–KMP
|
454
|
|
|
460
|
|
|
937
|
|
|
889
|
|
||||
Products Pipelines–KMP
|
524
|
|
|
443
|
|
|
1,058
|
|
|
897
|
|
||||
Terminals–KMP
|
|
|
|
|
|
|
|
||||||||
Revenues from external customers
|
420
|
|
|
343
|
|
|
811
|
|
|
680
|
|
||||
Intersegment revenues
|
1
|
|
|
1
|
|
|
1
|
|
|
1
|
|
||||
Kinder Morgan Canada–KMP
|
68
|
|
|
75
|
|
|
137
|
|
|
147
|
|
||||
Other
|
(2
|
)
|
|
(2
|
)
|
|
2
|
|
|
2
|
|
||||
Total segment revenues
|
3,930
|
|
|
3,374
|
|
|
7,972
|
|
|
6,426
|
|
||||
Other revenues
|
9
|
|
|
9
|
|
|
18
|
|
|
18
|
|
||||
Less: Total intersegment revenues
|
(2
|
)
|
|
(1
|
)
|
|
(6
|
)
|
|
(2
|
)
|
||||
Total consolidated revenues
|
$
|
3,937
|
|
|
$
|
3,382
|
|
|
$
|
7,984
|
|
|
$
|
6,442
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Segment EBDA(a)
|
|
|
|
|
|
|
|
||||||||
Natural Gas Pipelines(b)
|
$
|
955
|
|
|
$
|
1,424
|
|
|
$
|
2,026
|
|
|
$
|
2,323
|
|
CO
2
–KMP
|
332
|
|
|
358
|
|
|
695
|
|
|
700
|
|
||||
Products Pipelines–KMP(c)
|
202
|
|
|
12
|
|
|
410
|
|
|
197
|
|
||||
Terminals–KMP
|
233
|
|
|
206
|
|
|
447
|
|
|
392
|
|
||||
Kinder Morgan Canada–KMP(d)
|
40
|
|
|
50
|
|
|
88
|
|
|
243
|
|
||||
Other
|
—
|
|
|
(5)
|
|
|
7
|
|
|
(1
|
)
|
||||
Total segment EBDA
|
1,762
|
|
|
2,045
|
|
|
3,673
|
|
|
3,854
|
|
||||
Total segment DD&A expense
|
(502
|
)
|
|
(445
|
)
|
|
(998
|
)
|
|
(860
|
)
|
||||
Total segment amortization of excess cost of investments
|
(11
|
)
|
|
(9
|
)
|
|
(21
|
)
|
|
(18
|
)
|
||||
Other revenues
|
9
|
|
|
9
|
|
|
18
|
|
|
18
|
|
||||
General and administrative expense
|
(154
|
)
|
|
(183
|
)
|
|
(326
|
)
|
|
(323
|
)
|
||||
Interest expense, net of unallocable interest income
|
(444
|
)
|
|
(428
|
)
|
|
(894
|
)
|
|
(837
|
)
|
||||
Unallocable income tax expense
|
(163
|
)
|
|
(208
|
)
|
|
(354
|
)
|
|
(395
|
)
|
||||
Loss from discontinued operations, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
||||
Total consolidated net income
|
$
|
497
|
|
|
$
|
781
|
|
|
$
|
1,098
|
|
|
$
|
1,437
|
|
|
June 30,
2014 |
|
December 31,
2013 |
||||
Assets
|
|
|
|
||||
Natural Gas Pipelines
|
$
|
52,081
|
|
|
$
|
52,357
|
|
CO
2
–KMP
|
4,761
|
|
|
4,708
|
|
||
Products Pipelines–KMP
|
6,927
|
|
|
6,648
|
|
||
Terminals–KMP
|
8,340
|
|
|
6,888
|
|
||
Kinder Morgan Canada–KMP
|
1,690
|
|
|
1,677
|
|
||
Other
|
522
|
|
|
568
|
|
||
Total segment assets
|
74,321
|
|
|
72,846
|
|
||
Corporate assets(e)
|
2,043
|
|
|
2,339
|
|
||
Total consolidated assets
|
$
|
76,364
|
|
|
$
|
75,185
|
|
(a)
|
Includes revenues, earnings from equity investments, allocable interest income, and other, net, less operating expenses, allocable income taxes, and other income, net. Operating expenses include natural gas purchases and other costs of sales, operations and maintenance expenses, and taxes, other than income taxes.
|
(b)
|
Three and six month 2013 amounts include a
$558 million
non-cash gain from the remeasurement of KMP’s previously held equity interest in Eagle Ford Gathering to fair value. See Note 2 for further discussion.
|
|
Kinder Morgan, Inc. Form 10-Q
|
(c)
|
Three and six month 2013 amounts include increases in operating expense of
$162 million
and
$177 million
, respectively, associated with adjustments to legal liabilities related to both transportation rate case and environmental matters.
|
(d)
|
Six month 2013 amount includes a
$141 million
increase in earnings from the after-tax gain on the sale of KMP’s investments in the Express pipeline system.
|
(e)
|
Includes cash and cash equivalents, margin and restricted deposits, unallocable interest receivable, prepaid assets and deferred charges, risk management assets related to debt fair value adjustments and miscellaneous corporate assets (such as information technology and telecommunications equipment) not allocated to individual segments.
|
|
Pension Benefits
|
|
OPEB
|
|
Pension Benefits
|
|
OPEB
|
||||||||||||||||||||||||
|
Three Months Ended June 30,
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||||||||||
Service cost
|
$
|
6
|
|
|
$
|
6
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
13
|
|
|
$
|
12
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Interest cost
|
28
|
|
|
23
|
|
|
6
|
|
|
6
|
|
|
55
|
|
|
46
|
|
|
13
|
|
|
11
|
|
||||||||
Expected return on assets
|
(43
|
)
|
|
(44
|
)
|
|
(6
|
)
|
|
(5
|
)
|
|
(86
|
)
|
|
(88
|
)
|
|
(12
|
)
|
|
(10
|
)
|
||||||||
Amortization of prior service costs (credits)
|
—
|
|
|
1
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
1
|
|
|
(2
|
)
|
|
—
|
|
||||||||
Amortization of net actuarial loss
|
—
|
|
|
—
|
|
|
1
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
2
|
|
||||||||
Settlement gain(a)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
||||||||
Net benefit plan (credit) expense
|
$
|
(9
|
)
|
|
$
|
(14
|
)
|
|
$
|
—
|
|
|
$
|
2
|
|
|
$
|
(18
|
)
|
|
$
|
(32
|
)
|
|
$
|
—
|
|
|
$
|
3
|
|
(a)
|
Reflects the gain recognized upon the February 2013 settlement of our obligations under the El Paso Supplemental Executive Retirement Plan.
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Income tax expense
|
$
|
178
|
|
|
$
|
225
|
|
|
$
|
378
|
|
|
$
|
504
|
|
Effective tax rate
|
26
|
%
|
|
22
|
%
|
|
26
|
%
|
|
26
|
%
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
June 30,
2014 |
|
December 31, 2013
|
||||
Cash and cash equivalents - KMI(a)
|
$
|
50
|
|
|
$
|
116
|
|
Cash and cash equivalents - KMP
|
263
|
|
|
404
|
|
||
Cash and cash equivalents - EPB
|
50
|
|
|
78
|
|
||
Cash and cash equivalents
|
$
|
363
|
|
|
$
|
598
|
|
|
|
|
|
||||
Property, plant and equipment, net–KMI(a)
|
$
|
2,505
|
|
|
$
|
2,563
|
|
Property, plant and equipment, net–KMP
|
29,285
|
|
|
27,405
|
|
||
Property, plant and equipment, net–EPB
|
5,817
|
|
|
5,879
|
|
||
Property, plant and equipment, net
|
$
|
37,607
|
|
|
$
|
35,847
|
|
|
|
|
|
||||
Goodwill–KMI(a)
|
$
|
17,910
|
|
|
$
|
17,935
|
|
Goodwill–KMP
|
6,721
|
|
|
6,547
|
|
||
Goodwill–EPB
|
22
|
|
|
22
|
|
||
Goodwill
|
$
|
24,653
|
|
|
$
|
24,504
|
|
|
|
|
|
||||
Current portion of debt–KMI(a)
|
$
|
1,245
|
|
|
$
|
725
|
|
Current portion of debt–KMP
|
1,337
|
|
|
1,504
|
|
||
Current portion of debt–EPB
|
41
|
|
|
77
|
|
||
Current portion of debt
|
$
|
2,623
|
|
|
$
|
2,306
|
|
|
|
|
|
||||
Long-term debt outstanding–KMI(a)
|
$
|
8,088
|
|
|
$
|
9,221
|
|
Long-term debt outstanding–KMP
|
19,610
|
|
|
18,410
|
|
||
Long-term debt outstanding–EPB(b)
|
4,750
|
|
|
4,179
|
|
||
Long-term debt outstanding
|
$
|
32,448
|
|
|
$
|
31,810
|
|
(a)
|
Includes assets and liabilities of KMI’s consolidated subsidiaries, excluding KMP and EPB.
|
(b)
|
Excludes debt fair value adjustments. Decrease to long-term debt for debt fair value adjustments totaled
$8 million
as of both
June 30, 2014
and
December 31, 2013
.
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Kinder Morgan, Inc. Form 10-Q
|
Cash Available to Pay Dividends
(In Millions, Except Per Share Amounts)
|
||||||||||||||||
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
KMP distributions to us
|
|
|
|
|
||||||||||||
From ownership of general partner interest(a)
|
|
$
|
480
|
|
|
$
|
432
|
|
|
$
|
947
|
|
|
$
|
844
|
|
On KMP units owned by us(b)
|
|
38
|
|
|
36
|
|
|
76
|
|
|
72
|
|
||||
On KMR shares owned by us(c)
|
|
24
|
|
|
20
|
|
|
46
|
|
|
40
|
|
||||
Total KMP distributions to us
|
|
542
|
|
|
488
|
|
|
1,069
|
|
|
956
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
EPB distributions to us
|
|
|
|
|
|
|
|
|
||||||||
From ownership of general partner interest(d)
|
|
59
|
|
|
51
|
|
|
115
|
|
|
100
|
|
||||
On EPB units owned by us(e)
|
|
60
|
|
|
57
|
|
|
119
|
|
|
113
|
|
||||
Total EPB distributions to us
|
|
119
|
|
|
108
|
|
|
234
|
|
|
213
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Cash generated from KMP and EPB
|
|
661
|
|
|
596
|
|
|
1,303
|
|
|
1,169
|
|
||||
Cash generated from other assets(f)
|
|
58
|
|
|
76
|
|
|
158
|
|
|
187
|
|
||||
Total cash generated
|
|
719
|
|
|
672
|
|
|
1,461
|
|
|
1,356
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
General and administrative expenses and other(g)
|
|
(9
|
)
|
|
(18
|
)
|
|
(18
|
)
|
|
(29
|
)
|
||||
Interest expense
|
|
(105
|
)
|
|
(100
|
)
|
|
(265
|
)
|
|
(266
|
)
|
||||
Cash available to pay dividends before taxes
|
|
605
|
|
|
554
|
|
|
1,178
|
|
|
1,061
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Taxes(h)
|
|
(273
|
)
|
|
(260
|
)
|
|
(273
|
)
|
|
(254
|
)
|
||||
Cash available to pay dividends
|
|
$
|
332
|
|
|
$
|
294
|
|
|
$
|
905
|
|
|
$
|
807
|
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted Average Shares Outstanding for Dividends(i)
|
|
1,035
|
|
|
1,038
|
|
|
1,035
|
|
|
1,038
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Cash Available Per Average Share Outstanding
|
|
$
|
0.32
|
|
|
$
|
0.28
|
|
|
$
|
0.87
|
|
|
$
|
0.78
|
|
Declared Dividend
|
|
$
|
0.43
|
|
|
$
|
0.40
|
|
|
$
|
0.85
|
|
|
$
|
0.78
|
|
(a)
|
Based on (i) KMP distributions of $1.39 and $2.77 per common unit declared for the three and six months ended June 30, 2014, respectively, and $1.32 and $2.62 per common unit declared for the three and six months ended June 30, 2013, respectively; (ii) 454 million and 381 million aggregate common units, Class B units and i-units (collectively KMP units) outstanding as of April 30, 2014 and April 29, 2013, respectively; (iii) 462 million and 433 million aggregate KMP units estimated to be outstanding as of July 31, 2014 and outstanding as of July 31, 2013, respectively; (iv) waived incentive distributions of $33 million and $25 million for the three months ended June 30, 2014 and 2013, respectively, and $66 million and $29 million for the six months ended June 30, 2014 and 2013, respectively, related to certain KMP acquisitions. In addition, we as the general partner of KMP, agreed to waive a portion of our future incentive distribution amounts equal to $33 million and $34 million for our third and fourth quarters in 2014, respectively, $139 million for 2015, $116 million for 2016, $105 million for 2017, and annual amounts thereafter decreasing by $5 million per year from the 2017 level related to certain KMP acquisitions.
|
(b)
|
Based on 28 million KMP units estimated to be owned by us as of July 31, 2014 and owned by us as of April 30, 2014, July 31, 2013 and April 29, 2013, multiplied by the KMP per unit distribution declared, as outlined in footnote (a) above.
|
(c)
|
Assumes that we sold the KMR shares that we estimate to be received as distributions for the three and six months ended June 30, 2014 and received as distributions for the three and six months ended June 30, 2013, respectively. We did not sell any KMR shares in the first six months of 2014 or 2013. We intend periodically to sell the KMR shares we receive as distributions to generate cash.
|
(d)
|
Based on (i) EPB distributions of $0.65 and $1.30 per common unit declared for the three and six months ended June 30, 2014, respectively, and $0.63 and $1.25 per common unit declared for the three and six months ended June 30, 2013, respectively; (ii) 219 million and 216 million common units outstanding as of April 30, 2014 and April 29, 2013, respectively; and (iii) 231 million and 218 million common units estimated to be outstanding as of July 31, 2014 and outstanding as of July 31, 2013, respectively.
|
(e)
|
Based on 93 million EPB units estimated to be owned by us as of July 31, 2014 and 90 million EPB units owned by us as of April 30, 2014, July 31, 2013 and April 29, 2013, multiplied by the EPB per unit distribution declared, as outlined in footnote (d) above.
|
|
Kinder Morgan, Inc. Form 10-Q
|
(f)
|
Represents cash available from former EP assets that remain at KMI, including our investments in Gulf LNG, Ruby and Young Gas Storage Company, Ltd for the periods presented prior to their drop-down to EPB and EPNG and El Paso midstream assets for the periods presented prior to their drop-down to KMP, and our 20% interest in Natural Gas Pipeline Company of America LLC, net of general and administrative expenses related to KMI’s EP assets. Amounts include our share of pre-tax earnings, plus depreciation, depletion and amortization, and less cash taxes and sustaining capital expenditures from equity investees.
|
(g)
|
Represents corporate general and administrative expenses, corporate sustaining capital expenditures, and other income and expense.
|
(h)
|
Amounts were determined based on the income and expenses included in the table, other deductions related to the income included, and the effect of net operating loss carryforwards on cash available to pay dividends of $250 million for the three and six months ended June 30, 2014 and $150 million for the three and six months ended June 30, 2013.
|
(i)
|
Includes weighted average common stock outstanding and unvested restricted stock awards issued to management employees that contain rights to dividends.
|
Reconciliation of Cash Available to Pay Dividends to Income from Continuing Operations
(In millions)
|
|||||||||||||||
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Income from continuing operations(a)
|
$
|
497
|
|
|
$
|
781
|
|
|
$
|
1,098
|
|
|
$
|
1,439
|
|
Depreciation, depletion and amortization(a)
|
502
|
|
|
445
|
|
|
998
|
|
|
860
|
|
||||
Amortization of excess cost of equity investments(a)
|
11
|
|
|
9
|
|
|
21
|
|
|
18
|
|
||||
Earnings from equity investments(a)
|
(100
|
)
|
|
(93
|
)
|
|
(199
|
)
|
|
(194
|
)
|
||||
Distributions from equity investments
|
107
|
|
|
98
|
|
|
184
|
|
|
199
|
|
||||
Distributions from equity investments in excess of cumulative earnings
|
52
|
|
|
41
|
|
|
90
|
|
|
78
|
|
||||
Difference between equity investment distributable cash flow and distributions received(b)
|
37
|
|
|
32
|
|
|
114
|
|
|
82
|
|
||||
KMP certain items(c)
|
28
|
|
|
(383
|
)
|
|
63
|
|
|
(585
|
)
|
||||
KMI certain items(c)
|
11
|
|
|
17
|
|
|
2
|
|
|
1
|
|
||||
Difference between cash available and book taxes
|
(120
|
)
|
|
(60
|
)
|
|
80
|
|
|
220
|
|
||||
Difference between cash and book interest expense for KMI
|
30
|
|
|
35
|
|
|
10
|
|
|
10
|
|
||||
Sustaining capital expenditures(d)
|
(128
|
)
|
|
(92
|
)
|
|
(209
|
)
|
|
(152
|
)
|
||||
KMP declared distribution on its limited partner units owned by the public(e)
|
(580
|
)
|
|
(515
|
)
|
|
(1,146
|
)
|
|
(954
|
)
|
||||
EPB declared distribution on its limited partner units owned by the public(f)
|
(89
|
)
|
|
(80
|
)
|
|
(173
|
)
|
|
(158
|
)
|
||||
Other(g)
|
74
|
|
|
59
|
|
|
(28
|
)
|
|
(57
|
)
|
||||
Cash available to pay dividends
|
$
|
332
|
|
|
$
|
294
|
|
|
$
|
905
|
|
|
$
|
807
|
|
(a)
|
Consists of the corresponding line items in our unaudited consolidated statements of income included elsewhere in this report.
|
(b)
|
Consists of the difference between cash available for distributions and the distributions received from our equity investments.
|
(c)
|
Consists of certain items summarized in footnotes (b) through (h) to the “—Results of Operations” table included below and described in more detail in both our management’s discussion and analysis of segment results and “—General and Administrative, Interest, and Noncontrolling Interests,” which include the earnings impact of certain purchase accounting basis differences in instances where KMI’s carrying value may differ from that of its subsidiaries for the same asset or liability. Six month 2013 amount excludes an $84 million KMP certain item for book taxes on the gain on sale of investments in the Express pipeline system, which is reflected in this reconciliation in the line item “Difference between cash available and book taxes.”
|
(d)
|
We define sustaining capital expenditures as capital expenditures that do not expand the throughput or capacity of an asset.
|
(e)
|
Declared distribution multiplied by limited partner units estimated to be or actually outstanding on the applicable record date less units owned by us. Includes distributions on KMR shares. KMP must generate the cash to cover the distributions on the KMR shares, but those distributions are paid in additional shares and KMP retains the cash. We do not have access to that cash.
|
(f)
|
Declared distribution multiplied by EPB limited partner units outstanding on the applicable record date less units owned by us.
|
(g)
|
Consists of items such as timing and other differences between earnings and cash, KMP’s and EPB’s cash flow in excess of their distributions and non-cash amortization of debt fair value adjustments. Also, three and six month 2013 amounts each include certain items of $5 million related to EPB.
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Three Months Ended June 30,
|
|
|
|||||||||||
|
2014
|
|
2013
|
|
Earnings
increase/(decrease)
|
|||||||||
|
(In millions, except percentages)
|
|||||||||||||
Segment EBDA(a)
|
|
|
|
|
|
|
|
|||||||
Natural Gas Pipelines
|
$
|
955
|
|
|
$
|
1,424
|
|
|
$
|
(469
|
)
|
|
(33
|
)%
|
CO
2
–KMP
|
332
|
|
|
358
|
|
(26
|
)
|
|
(7
|
)%
|
||||
Products Pipelines–KMP
|
202
|
|
|
12
|
|
190
|
|
|
1,583
|
%
|
||||
Terminals
–
KMP
|
233
|
|
|
206
|
|
27
|
|
|
13
|
%
|
||||
Kinder Morgan Canada
–
KMP
|
40
|
|
|
50
|
|
(10
|
)
|
|
(20
|
)%
|
||||
Other
|
—
|
|
|
(5)
|
|
5
|
|
|
100
|
%
|
||||
Total Segment EBDA(b)
|
1,762
|
|
|
2,045
|
|
|
(283
|
)
|
|
(14
|
)%
|
|||
DD&A expense
|
(502
|
)
|
|
(445
|
)
|
|
(57
|
)
|
|
(13
|
)%
|
|||
Amortization of excess cost of equity investments
|
(11
|
)
|
|
(9
|
)
|
|
(2
|
)
|
|
(22
|
)%
|
|||
Other revenues
|
9
|
|
|
9
|
|
|
—
|
|
|
—
|
%
|
|||
General and administrative expense(c)
|
(154
|
)
|
|
(183
|
)
|
|
29
|
|
|
16
|
%
|
|||
Interest expense, net of unallocable interest income(d)
|
(444
|
)
|
|
(428
|
)
|
|
(16
|
)
|
|
(4
|
)%
|
|||
Income from continuing operations before unallocable income taxes
|
660
|
|
|
989
|
|
|
(329
|
)
|
|
(33
|
)%
|
|||
Unallocable income tax expense
|
(163
|
)
|
|
(208
|
)
|
|
45
|
|
|
22
|
%
|
|||
Net income
|
497
|
|
|
781
|
|
|
(284
|
)
|
|
(36
|
)%
|
|||
Net income attributable to noncontrolling interests
|
(213
|
)
|
|
(504
|
)
|
|
291
|
|
|
58
|
%
|
|||
Net income attributable to Kinder Morgan, Inc.
|
$
|
284
|
|
|
$
|
277
|
|
|
$
|
7
|
|
|
3
|
%
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Six Months Ended June 30,
|
|
|
|||||||||||
|
2014
|
|
2013
|
|
Earnings
increase/(decrease)
|
|||||||||
|
(In millions, except percentages)
|
|||||||||||||
Segment EBDA(a)
|
|
|
|
|
|
|
|
|||||||
Natural Gas Pipelines
|
$
|
2,026
|
|
|
$
|
2,323
|
|
|
$
|
(297
|
)
|
|
(13
|
)%
|
CO
2
–KMP
|
695
|
|
|
700
|
|
|
(5
|
)
|
|
(1
|
)%
|
|||
Products Pipelines–KMP
|
410
|
|
|
197
|
|
|
213
|
|
|
108
|
%
|
|||
Terminals
–
KMP
|
447
|
|
|
392
|
|
|
55
|
|
|
14
|
%
|
|||
Kinder Morgan Canada
–
KMP
|
88
|
|
|
243
|
|
|
(155
|
)
|
|
(64
|
)%
|
|||
Other
|
7
|
|
|
(1
|
)
|
|
8
|
|
|
800
|
%
|
|||
Total Segment EBDA(e)
|
3,673
|
|
|
3,854
|
|
|
(181
|
)
|
|
(5
|
)%
|
|||
DD&A expense
|
(998
|
)
|
|
(860
|
)
|
|
(138
|
)
|
|
(16
|
)%
|
|||
Amortization of excess cost of equity investments
|
(21
|
)
|
|
(18
|
)
|
|
(3
|
)
|
|
(17
|
)%
|
|||
Other revenues
|
18
|
|
|
18
|
|
|
—
|
|
|
—
|
%
|
|||
General and administrative expense(f)
|
(326
|
)
|
|
(323
|
)
|
|
(3
|
)
|
|
(1
|
)%
|
|||
Interest expense, net of unallocable interest income(g)
|
(894
|
)
|
|
(837
|
)
|
|
(57
|
)
|
|
(7
|
)%
|
|||
Income from continuing operations before unallocable income taxes
|
1,452
|
|
|
1,834
|
|
|
(382
|
)
|
|
(21
|
)%
|
|||
Unallocable income tax expense
|
(354
|
)
|
|
(395
|
)
|
|
41
|
|
|
10
|
%
|
|||
Income from continuing operations
|
1,098
|
|
|
1,439
|
|
|
(341
|
)
|
|
(24
|
)%
|
|||
Loss from discontinued operations, net of tax(h)
|
—
|
|
|
(2
|
)
|
|
2
|
|
|
100
|
%
|
|||
Net income
|
1,098
|
|
|
1,437
|
|
|
(339
|
)
|
|
(24
|
)%
|
|||
Net income attributable to noncontrolling interests
|
(527
|
)
|
|
(868
|
)
|
|
341
|
|
|
39
|
%
|
|||
Net income attributable to Kinder Morgan, Inc.
|
$
|
571
|
|
|
$
|
569
|
|
|
$
|
2
|
|
|
—
|
%
|
(a)
|
Includes revenues, earnings from equity investments, allocable interest income and other, net, less operating expenses, allocable income taxes, and other income, net. Operating expenses include natural gas purchases and other costs of sales, operations and maintenance expenses, and taxes, other than income taxes. Segment earnings include KMP’s allocable income tax expense of $15 million and $17 million for the three months ended June 30, 2014 and 2013, respectively, and $24 million and $109 million for the six months ended June 30, 2014 and 2013, respectively.
|
(b)
|
2014 and 2013 amounts include a decrease in earnings of $33 million and an increase in earnings of $401 million, respectively, related to the combined effect from all of the three month 2014 and 2013 certain items impacting continuing operations and disclosed below in our management discussion and analysis of each respective segment.
|
(c)
|
2014 and 2013 amounts include a decrease in expense of $3 million and an increase in expense of $24 million, respectively, related to the combined effect from all of the three month 2014 and 2013 certain items related to general and administrative expenses disclosed below in “—General and Administrative, Interest, and Noncontrolling Interests.”
|
(d)
|
2014 and 2013 amounts include increases in expense of $10 million and $16 million, respectively, related to the combined effect from all of the three month 2014 and 2013 certain items related to interest expense, net of unallocable interest income disclosed below in “—General and Administrative, Interest, and Noncontrolling Interests.”
|
(e)
|
2014 and 2013 amounts include a decrease in earnings of $39 million and an increase in earnings of $529 million, respectively, related to the combined effect from all of the six month 2014 and 2013 certain items impacting continuing operations and disclosed below in our management discussion and analysis of each respective segment.
|
(f)
|
2014 and 2013 amounts include decreases in expense of $3 million and increases in expense of $9 million, respectively, related to the combined effect from all of the six month 2014 and 2013 certain items related to general and administrative expenses disclosed below in “—General and Administrative, Interest, and Noncontrolling Interests.”
|
(g)
|
2014 and 2013 amounts include increases in expense of $29 million and $23 million, respectively, related to the combined effect from all of the six month 2014 and 2013 certain items related to interest expense, net of unallocable interest income disclosed below in “—General and Administrative, Interest, and Noncontrolling Interests.”
|
(h)
|
2013 amount represents an incremental loss related to the certain item sale of KMP’s FTC Natural Gas Pipelines disposal group effective November 1, 2012.
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
|
(In millions, except operating statistics)
|
||||||||||||||
Revenues(a)
|
$
|
2,465
|
|
|
$
|
2,054
|
|
|
$
|
5,026
|
|
|
$
|
3,810
|
|
Operating expenses(b)
|
(1,586
|
)
|
|
(1,255
|
)
|
|
(3,151
|
)
|
|
(2,183
|
)
|
||||
Other expense(c)
|
(3
|
)
|
|
(7
|
)
|
|
(2
|
)
|
|
(7
|
)
|
||||
Earnings from equity investments(d)
|
75
|
|
|
70
|
|
|
150
|
|
|
142
|
|
||||
Interest income and Other, net(e)
|
7
|
|
|
565
|
|
|
9
|
|
|
565
|
|
||||
Income tax expense
|
(3
|
)
|
|
(3
|
)
|
|
(6
|
)
|
|
(4
|
)
|
||||
EBDA
|
955
|
|
|
1,424
|
|
|
2,026
|
|
|
2,323
|
|
||||
Discontinued operations(f)
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
||||
Certain items, net (a)(b)(c)(d)(e)(f)
|
6
|
|
|
(547
|
)
|
|
9
|
|
|
(543
|
)
|
||||
EBDA before certain items
|
$
|
961
|
|
|
$
|
877
|
|
|
$
|
2,035
|
|
|
$
|
1,778
|
|
|
|
|
|
|
|
|
|
||||||||
Change from prior period
|
Increase/(Decrease)
|
||||||||||||||
Revenues before certain items(a)
|
$
|
413
|
|
|
20
|
%
|
|
$
|
1,222
|
|
|
32
|
%
|
||
EBDA before certain items
|
$
|
84
|
|
|
10
|
%
|
|
$
|
257
|
|
|
14
|
%
|
||
|
|
|
|
|
|
|
|
||||||||
Natural gas transport volumes (BBtu/d)(g)
|
27,838
|
|
|
25,871
|
|
|
28,349
|
|
|
27,058
|
|
||||
Natural gas sales volumes (BBtu/d)(h)
|
2,208
|
|
|
2,417
|
|
|
2,231
|
|
|
2,387
|
|
||||
Natural gas gathering volumes (BBtu/d)(i)
|
3,090
|
|
|
3,060
|
|
|
2,981
|
|
|
2,975
|
|
(a)
|
Three and six month 2014 amounts include decreases in revenues of $3 million and $7 million, respectively, and three and six month 2013 amounts each include a decrease in revenues of $1 million, all reflecting non-cash mark to market adjustments related to derivative contracts.
|
(b)
|
Three and six month 2013 amounts include (i) a $2 million increase in operating expenses related to SNG’s sales and use tax audit interest and penalties; and (ii) a $2 million increase in operating expenses related to hurricane repair costs for SNG’s offshore assets. Six month 2013 amount also includes a $2 million increase in operating expenses from other certain items.
|
(c)
|
Three and six month 2014 amounts include increases in expense of $3 million and $5 million, respectively, and three and six month 2013 amounts each include a $6 million loss reflecting the impact of our basis difference related to purchase accounting.
|
(d)
|
Six month 2014 amount includes $3 million increase in earnings related to a non-cash mark to market adjustment on an interest rate swap.
|
(e)
|
Three and six month 2013 amounts include a $558 million gain from the remeasurement of KMP’s previously held 50% equity interest in Eagle Ford Gathering to fair value.
|
(f)
|
Six month 2013 amount represents an incremental loss from the sale of KMP’s FTC Natural Gas Pipelines disposal group’s net assets.
|
(g)
|
Includes 100% of pipeline volumes for our and our subsidiaries’ wholly-owned assets as well as joint venture assets as if they were wholly-owned for all periods presented. Volumes for acquired pipelines are included for all periods.
|
(h)
|
Represents volumes for the Texas intrastate natural gas pipeline group.
|
(i)
|
Includes 100% of gas gathering volumes for KMP’s wholly-owned assets. Joint venture throughput is reported at KMP’s ownership share. Volumes for acquired pipelines are included for all periods.
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
EBDA
increase/(decrease)
|
|
Revenues
increase/(decrease)
|
||||||||||
|
(In millions, except percentages)
|
||||||||||||
TGP
|
$
|
41
|
|
|
22
|
%
|
|
$
|
44
|
|
|
18
|
%
|
Copano operations (excluding Eagle Ford)
|
31
|
|
|
n/a
|
|
|
279
|
|
|
n/a
|
|
||
Citrus
|
7
|
|
|
31
|
%
|
|
n/a
|
|
|
n/a
|
|
||
Eagle Ford Gathering(a)
|
6
|
|
|
n/a
|
|
|
91
|
|
|
n/a
|
|
||
Ruby
|
6
|
|
|
228
|
%
|
|
n/a
|
|
|
n/a
|
|
||
EP midstream asset operations
|
5
|
|
|
28
|
%
|
|
13
|
|
|
32
|
%
|
||
EPNG
|
2
|
|
|
2
|
%
|
|
10
|
|
|
7
|
%
|
||
Wyoming Interstate Company
|
(8
|
)
|
|
(23
|
)%
|
|
(7
|
)
|
|
(16
|
)%
|
||
SNG
|
(5
|
)
|
|
(4
|
)%
|
|
(2
|
)
|
|
(2
|
)%
|
||
Kinder Morgan treating operations
|
(5
|
)
|
|
(29
|
)%
|
|
(10
|
)
|
|
(35
|
)%
|
||
Texas Intrastate Natural Gas Pipeline Group
|
(1
|
)
|
|
(3
|
)%
|
|
29
|
|
|
3
|
%
|
||
All others (including eliminations)
|
5
|
|
|
2
|
%
|
|
(34
|
)
|
|
(20
|
)%
|
||
Total Natural Gas Pipelines
|
$
|
84
|
|
|
10
|
%
|
|
$
|
413
|
|
|
20
|
%
|
|
EBDA
increase/(decrease)
|
|
Revenues
increase/(decrease)
|
||||||||||
|
(In millions, except percentages)
|
||||||||||||
Copano operations (excluding Eagle Ford)
|
$
|
111
|
|
|
n/a
|
|
|
$
|
742
|
|
|
n/a
|
|
TGP
|
76
|
|
|
19
|
%
|
|
83
|
|
|
16
|
%
|
||
Eagle Ford Gathering(a)
|
30
|
|
|
n/a
|
|
|
236
|
|
|
n/a
|
|
||
Texas Intrastate Natural Gas Pipeline Group
|
18
|
|
|
11
|
%
|
|
302
|
|
|
17
|
%
|
||
Ruby
|
10
|
|
|
187
|
%
|
|
n/a
|
|
|
n/a
|
|
||
Citrus
|
10
|
|
|
28
|
%
|
|
n/a
|
|
|
n/a
|
|
||
EP midstream asset operations
|
8
|
|
|
20
|
%
|
|
25
|
|
|
30
|
%
|
||
EPNG
|
6
|
|
|
3
|
%
|
|
23
|
|
|
8
|
%
|
||
Wyoming Interstate Company
|
(14
|
)
|
|
(19
|
)%
|
|
(14
|
)
|
|
(16
|
)%
|
||
SNG
|
(11
|
)
|
|
(5
|
)%
|
|
(5
|
)
|
|
(2
|
)%
|
||
Kinder Morgan treating operations
|
(7
|
)
|
|
(25
|
)%
|
|
(24
|
)
|
|
(40
|
)%
|
||
All others (including eliminations)
|
20
|
|
|
4
|
%
|
|
(146
|
)
|
|
(33
|
)%
|
||
Total Natural Gas Pipelines
|
$
|
257
|
|
|
14
|
%
|
|
$
|
1,222
|
|
|
32
|
%
|
(a)
|
Equity investment until May 1, 2013. On that date, as part of KMP’s Copano acquisition, it acquired the remaining 50% ownership interest that it did not already own. Prior to that date, KMP recorded earnings under the equity method of accounting, but it received distributions in amounts essentially equal to equity earnings plus its share of depreciation and amortization expenses less its share of sustaining capital expenditures.
|
•
|
increases of $41 million (22%) and $76 million (19%), respectively, from TGP primarily due to higher revenues
|
|
Kinder Morgan, Inc. Form 10-Q
|
•
|
incremental earnings of $31 million and $111 million, respectively, from KMP’s Copano operations which it acquired
|
•
|
increases of $7 million (31%) and $10 million (28%), respectively, from Citrus assets, due largely to reduction of property tax expenses;
|
•
|
incremental earnings of $6 million and $30 million, respectively, from KMP’s total (100%) Eagle Ford natural gas
|
•
|
increases of $6 million (228%) and $10 million (187%), respectively, from Ruby, due largely to higher transport revenues and lower interest expense;
|
•
|
increases of $5 million (28%) and $8 million (20%), respectively, from KMP’s EP midstream assets, due largely to higher gathering revenues from increased drilling from both the Altamont gathering system in Utah and the Camino Real gathering system in South Texas;
|
•
|
increases of $2 million (2%) and $6 million (3%), respectively, from EPNG, due largely to higher transport revenues;
|
•
|
decreases of $5 million (29%) and $7 million (25%), respectively, from KMP’s Kinder Morgan treating operations, due largely to reduced activity at SouthTex Treaters (its manufacturing facility); and
|
•
|
a decrease of $1 million (3%) and an increase of $18 million (11%), respectively, from KMP’s Texas intrastate natural
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Three Months Ended
June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
|
(In millions, except operating statistics)
|
||||||||||||||
Revenues(a)
|
$
|
454
|
|
|
$
|
460
|
|
|
$
|
937
|
|
|
$
|
889
|
|
Operating expenses
|
(127
|
)
|
|
(107
|
)
|
|
(252
|
)
|
|
(199
|
)
|
||||
Earnings from equity investments
|
7
|
|
|
7
|
|
|
14
|
|
|
13
|
|
||||
Income tax expense
|
(2
|
)
|
|
(2
|
)
|
|
(4
|
)
|
|
(3
|
)
|
||||
EBDA
|
332
|
|
|
358
|
|
|
695
|
|
|
700
|
|
||||
Certain items(a)
|
28
|
|
|
(7
|
)
|
|
31
|
|
|
(9
|
)
|
||||
EBDA before certain items
|
$
|
360
|
|
|
$
|
351
|
|
|
$
|
726
|
|
|
$
|
691
|
|
|
|
|
|
|
|
|
|
||||||||
Change from prior period
|
Increase/(Decrease)
|
||||||||||||||
Revenues before certain items(a)
|
$
|
29
|
|
|
6
|
%
|
|
$
|
88
|
|
|
10
|
%
|
||
EBDA before certain items
|
$
|
9
|
|
|
3
|
%
|
|
$
|
35
|
|
|
5
|
%
|
||
|
|
|
|
|
|
|
|
||||||||
Southwest Colorado CO
2
production (gross)(Bcf/d)(b)
|
1.3
|
|
|
1.2
|
|
|
1.3
|
|
|
1.2
|
|
||||
Southwest Colorado CO
2
production (net)(Bcf/d)(b)
|
0.5
|
|
|
0.5
|
|
|
0.5
|
|
|
0.5
|
|
||||
SACROC oil production (gross)(MBbl/d)(c)
|
32.2
|
|
|
30.0
|
|
|
32.0
|
|
|
30.4
|
|
||||
SACROC oil production (net)(MBbl/d)(d)
|
26.8
|
|
|
25.0
|
|
|
26.6
|
|
|
25.3
|
|
||||
Yates oil production (gross)(MBbl/d)(c)
|
19.6
|
|
|
20.7
|
|
|
19.6
|
|
|
20.6
|
|
||||
Yates oil production (net)(MBbl/d)(d)
|
8.5
|
|
|
9.2
|
|
|
8.6
|
|
|
9.1
|
|
||||
Katz oil production (gross)(MBbl/d)(c)
|
3.8
|
|
|
2.5
|
|
|
3.7
|
|
|
2.3
|
|
||||
Katz oil production (net)(MBbl/d)(d)
|
3.2
|
|
|
2.1
|
|
|
3.0
|
|
|
1.9
|
|
||||
Goldsmith oil production (gross)(MBbl/d)(c)
|
1.3
|
|
|
0.4
|
|
|
1.2
|
|
|
0.2
|
|
||||
Goldsmith oil production (net)(MBbl/d)(d)
|
1.1
|
|
|
0.4
|
|
|
1.1
|
|
|
0.2
|
|
||||
NGL sales volumes (net)(MBbl/d)(d)
|
9.9
|
|
|
9.6
|
|
|
9.9
|
|
|
9.9
|
|
||||
Realized weighted-average oil price per Bbl(e)
|
$
|
88.83
|
|
|
$
|
94.20
|
|
|
$
|
90.35
|
|
|
$
|
90.55
|
|
Realized weighted-average NGL price per Bbl(f)
|
$
|
45.71
|
|
|
$
|
44.17
|
|
|
$
|
47.56
|
|
|
$
|
45.36
|
|
(a)
|
Three and six month 2014 amounts include unrealized losses of $28 million and $31 million, respectively, and three and six month 2013 amounts include unrealized gains of $7 million and $9 million, respectively, all relating to derivative contracts used to hedge forecasted crude oil sales.
|
(b)
|
Includes McElmo Dome and Doe Canyon sales volumes.
|
(c)
|
Represents 100% of the production from the field. KMP owns an approximately 97% working interest in the SACROC unit, an approximately 50% working interest in the Yates unit, an approximately 99% working interest in the Katz Strawn unit and a 100% working interest in the Goldsmith Landreth unit.
|
(d)
|
Net to KMP, after royalties and outside working interests.
|
(e)
|
Includes all of KMP’s crude oil production properties.
|
(f)
|
Includes production attributable to leasehold ownership and production attributable to KMP’s ownership in processing plants and third party processing agreements.
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
EBDA
increase/(decrease)
|
|
Revenues
increase/(decrease)
|
||||||||||
|
(In millions, except percentages)
|
||||||||||||
Source and Transportation Activities
|
$
|
21
|
|
|
23
|
%
|
|
$
|
23
|
|
|
22
|
%
|
Oil and Gas Producing Activities
|
(12
|
)
|
|
(4
|
)%
|
|
11
|
|
|
3
|
%
|
||
Intrasegment eliminations
|
—
|
|
|
—
|
%
|
|
(5
|
)
|
|
(30
|
)%
|
||
Total CO
2
–KMP
|
$
|
9
|
|
|
3
|
%
|
|
$
|
29
|
|
|
6
|
%
|
|
EBDA
increase/(decrease)
|
|
Revenues
increase/(decrease)
|
||||||||||
|
(In millions, except percentages)
|
||||||||||||
Source and Transportation Activities
|
$
|
41
|
|
|
22
|
%
|
|
$
|
49
|
|
|
24
|
%
|
Oil and Gas Producing Activities
|
(6
|
)
|
|
(1
|
)%
|
|
49
|
|
|
7
|
%
|
||
Intrasegment eliminations
|
—
|
|
|
—
|
%
|
|
(10
|
)
|
|
(30
|
)%
|
||
Total CO
2
–KMP
|
$
|
35
|
|
|
5
|
%
|
|
$
|
88
|
|
|
10
|
%
|
•
|
EBDA increases of $21 million (23%) and $41 million (22%), respectively, driven primarily by higher revenues (described following), somewhat offset by higher labor costs, power costs and property taxes; and
|
•
|
revenue increases of $23 million (22%) and $49 million (24%), respectively, driven primarily by increases of 14% and 16%, respectively, in average CO
2
sales prices. The increases in sales prices were due primarily to two factors: (i) a change in the mix of contracts resulting in more CO
2
being delivered under higher price contracts; and (ii) heavier weighting of new CO
2
contract prices to the price of crude oil. CO
2
sales volumes were also higher by 13% and 14%, respectively, when compared to the same two periods in 2013, primarily due to expansion projects at KMP’s Doe Canyon field which went in service in the fourth quarter of 2013.
|
•
|
EBDA decreases of $12 million (4%) and $6 million (1%), respectively, driven by higher operating expenses as a result of incremental well work over costs at KMP’s recently acquired Goldsmith Landreth unit. Power costs increased primarily due to increased production at SACROC and higher power prices along with the incremental power required at the Goldsmith Landreth unit. In addition, operating expenses increased due to higher property taxes and severance taxes related to the increases in revenue (described following); and
|
•
|
revenue increases of $11 million (3%) and $49 million (7%), respectively, driven primarily by an increase of 8% for both periods, in crude oil volumes. The increases in sales volumes were due primarily to higher production at the Katz field unit, incremental production from the Goldsmith Landreth unit (acquired effective June 1, 2013), and higher production at the SACROC unit (volumes presented in the results of operations table above). The increases in revenues from productions were offset somewhat in the second quarter by a decrease in weighted average prices of 5%.
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
|
(In millions, except operating statistics)
|
||||||||||||||
Revenues
|
$
|
524
|
|
|
$
|
443
|
|
|
$
|
1,058
|
|
|
$
|
897
|
|
Operating expenses(a)
|
(333
|
)
|
|
(439
|
)
|
|
(672
|
)
|
|
(720
|
)
|
||||
Other (expense) income(b)
|
(2
|
)
|
|
(5
|
)
|
|
1
|
|
|
(5
|
)
|
||||
Earnings from equity investments
|
13
|
|
|
11
|
|
|
25
|
|
|
23
|
|
||||
Interest income and Other, net
|
—
|
|
|
2
|
|
|
(1
|
)
|
|
2
|
|
||||
Income tax expense
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
||||
EBDA
|
202
|
|
|
12
|
|
|
410
|
|
|
197
|
|
||||
Certain items, net(a)(b)
|
7
|
|
|
167
|
|
|
3
|
|
|
182
|
|
||||
EBDA before certain items
|
$
|
209
|
|
|
$
|
179
|
|
|
$
|
413
|
|
|
$
|
379
|
|
|
|
|
|
|
|
|
|
||||||||
Change from prior period
|
Increase/(Decrease)
|
||||||||||||||
Revenues
|
$
|
81
|
|
|
18
|
%
|
|
$
|
161
|
|
|
18
|
%
|
||
EBDA before certain items
|
$
|
30
|
|
|
17
|
%
|
|
$
|
34
|
|
|
9
|
%
|
||
|
|
|
|
|
|
|
|
||||||||
Gasoline (MMBbl)(c)
|
112.8
|
|
|
105.6
|
|
|
215.7
|
|
|
203.4
|
|
||||
Diesel fuel (MMBbl)
|
38.8
|
|
|
36.8
|
|
|
74.6
|
|
|
69.6
|
|
||||
Jet fuel (MMBbl)
|
29.4
|
|
|
27.7
|
|
|
56.8
|
|
|
54.9
|
|
||||
Total refined product volumes (MMBbl)(d)
|
181.0
|
|
|
170.1
|
|
|
347.1
|
|
|
327.9
|
|
||||
NGL (MMBbl)(e)
|
6.2
|
|
|
8.0
|
|
|
14.9
|
|
|
17.8
|
|
||||
Condensate (MMBbl)(f)
|
7.8
|
|
|
2.6
|
|
|
12.4
|
|
|
4.6
|
|
||||
Total delivery volumes (MMBbl)
|
195.0
|
|
|
180.7
|
|
|
374.4
|
|
|
350.3
|
|
||||
Ethanol (MMBbl)(g)
|
10.4
|
|
|
9.7
|
|
|
20.1
|
|
|
18.4
|
|
(a)
|
Three and six month 2014 amounts include increases in expense of $5 million and $4 million, respectively, associated with a certain Pacific operations litigation matter. Three and six month 2013 amounts include a $162 million increase in operations and maintenance expense associated with certain rate case liability adjustments. Six month 2013 amount also includes a $15 million increase in expense associated with a legal liability adjustment related to a certain West Coast terminal.
|
(b)
|
Three and six month 2014 amounts include a loss of $1 million and a gain of $2 million, respectively, from the sale of propane pipeline line-fill. Three and six month 2013 amounts include $5 million increase in expense related to the loss from the write-off of assets at KMP’s Los Angeles Harbor West Coast terminal. Also, three and six month 2014 amounts each include an increase in expense of $1 million reflecting the impact of our basis difference related to purchase accounting.
|
(c)
|
Volumes include ethanol pipeline volumes.
|
(d)
|
Includes Pacific, Plantation Pipe Line Company, Calnev, Central Florida and Parkway pipeline volumes.
|
(e)
|
Includes Cochin and Cypress pipeline volumes.
|
(f)
|
Includes Kinder Morgan Crude & Condensate and Double Eagle pipeline volumes.
|
(g)
|
Represents total ethanol volumes, including ethanol pipeline volumes included in gasoline volumes above.
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
EBDA
increase/(decrease)
|
|
Revenues
increase/(decrease)
|
||||||||||
|
(In millions, except percentages)
|
||||||||||||
Crude & Condensate Pipeline
|
$
|
14
|
|
|
699
|
%
|
|
$
|
19
|
|
|
417
|
%
|
Pacific operations
|
13
|
|
|
20
|
%
|
|
12
|
|
|
12
|
%
|
||
Transmix operations
|
9
|
|
|
176
|
%
|
|
56
|
|
|
26
|
%
|
||
Southeast terminal operations
|
3
|
|
|
16
|
%
|
|
1
|
|
|
5
|
%
|
||
Cochin Pipeline
|
(9
|
)
|
|
(52
|
)%
|
|
(8
|
)
|
|
(38
|
)%
|
||
All others (including eliminations)
|
—
|
|
|
—
|
%
|
|
1
|
|
|
2
|
%
|
||
Total Products Pipelines–KMP
|
$
|
30
|
|
|
17
|
%
|
|
$
|
81
|
|
|
18
|
%
|
|
EBDA
increase/(decrease)
|
|
Revenues
increase/(decrease)
|
||||||||||
|
(In millions, except percentages)
|
||||||||||||
Crude & Condensate Pipeline
|
$
|
19
|
|
|
289
|
%
|
|
$
|
42
|
|
|
435
|
%
|
Transmix operations
|
12
|
|
|
64
|
%
|
|
107
|
|
|
24
|
%
|
||
Pacific operations
|
10
|
|
|
8
|
%
|
|
14
|
|
|
7
|
%
|
||
Southeast terminal operations
|
5
|
|
|
14
|
%
|
|
6
|
|
|
11
|
%
|
||
Cochin Pipeline
|
(14
|
)
|
|
(30
|
)%
|
|
(14
|
)
|
|
(26
|
)%
|
||
All others (including eliminations)
|
2
|
|
|
1
|
%
|
|
6
|
|
|
5
|
%
|
||
Total Products Pipelines–KMP
|
$
|
34
|
|
|
9
|
%
|
|
$
|
161
|
|
|
18
|
%
|
•
|
increases of $14 million (699%) and $19 million (289%), respectively, from KMP’s Kinder Morgan Crude Oil &
|
•
|
increases of $13 million (20%) and $10 million (8%), respectively, from KMP’s Pacific operations, due primarily to
|
•
|
increases of $9 million (176%) and $12 million (64%), respectively, from KMP’s transmix processing operations, due to
|
•
|
increases of $3 million (16%) and $5 million (14%), respectively, from KMP’s Southeast terminal operations, driven by
|
•
|
decreases of $9 million (52%) and $14 million (30%), respectively, from KMP’s Cochin Pipeline, primarily due to lower
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
|
(In millions, except operating statistics)
|
||||||||||||||
Revenues(a)
|
$
|
421
|
|
|
$
|
344
|
|
|
$
|
812
|
|
|
$
|
681
|
|
Operating expenses(b)
|
(190
|
)
|
|
(169
|
)
|
|
(373
|
)
|
|
(326
|
)
|
||||
Other (expense) income(c)
|
(1
|
)
|
|
28
|
|
|
(2
|
)
|
|
28
|
|
||||
Earnings from equity investments
|
6
|
|
|
5
|
|
|
11
|
|
|
12
|
|
||||
Interest income and Other, net(d)
|
4
|
|
|
1
|
|
|
5
|
|
|
2
|
|
||||
Income tax expense(e)
|
(7
|
)
|
|
(3
|
)
|
|
(6
|
)
|
|
(5
|
)
|
||||
EBDA
|
233
|
|
|
206
|
|
|
447
|
|
|
392
|
|
||||
Certain items, net(a)(b)(c)(d)(e)
|
(6
|
)
|
|
(15
|
)
|
|
8
|
|
|
(14
|
)
|
||||
EBDA before certain items
|
$
|
227
|
|
|
$
|
191
|
|
|
$
|
455
|
|
|
$
|
378
|
|
|
|
|
|
|
|
|
|
||||||||
Change from prior period
|
Increase/(Decrease)
|
||||||||||||||
Revenues before certain items
|
$
|
69
|
|
|
20
|
%
|
|
$
|
123
|
|
|
18
|
%
|
||
EBDA before certain items
|
$
|
36
|
|
|
19
|
%
|
|
$
|
77
|
|
|
20
|
%
|
||
|
|
|
|
|
|
|
|
||||||||
Bulk transload tonnage (MMtons)(f)
|
22.4
|
|
|
22.0
|
|
|
44.0
|
|
|
44.4
|
|
||||
Ethanol (MMBbl)
|
18.6
|
|
|
15.6
|
|
|
35.1
|
|
|
30.8
|
|
||||
Liquids leaseable capacity (MMBbl)
|
72.1
|
|
|
62.1
|
|
|
72.1
|
|
|
62.1
|
|
||||
Liquids utilization %(g)
|
94.8
|
%
|
|
94.5
|
%
|
|
94.8
|
%
|
|
94.5
|
%
|
(a)
|
Three and six month 2014 amounts include an $8 million increase in revenues from amortization of deferred credits from KMP’s APT acquisition. The amortization is related to the valuation of certain customer contracts at fair value in purchase accounting. KMP is amortizing these deferred credits as non-cash adjustments (increases) to revenue over the remaining contract period.
|
(b)
|
Three and six month 2014 amounts include increases in expense of $1 million and $8 million, respectively, and three and six month 2013 amounts include increases in expense of $13 million and $14 million, respectively, all related to hurricane clean-up and repair activities at KMP’s New York Harbor and Mid-Atlantic terminals. Three and six month 2014 amounts also include increases in expense of $2 million and $12 million, respectively, primarily associated with a legal liability adjustment related to a certain litigation matter.
|
(c)
|
Six month 2014 amount includes a $1 million casualty indemnification loss, and three and six month 2013 amounts include a $28 million casualty indemnification gain, all related to 2012 hurricane activity at KMP’s New York Harbor and Mid-Atlantic terminals. Also, three and six month 2013 amounts each include an increase in expense of $1 million reflecting the impact of our basis difference related to purchase accounting.
|
(d)
|
Three and six month 2013 amounts include a $1 million casualty indemnification gain related to 2012 hurricane activity at KMP’s New York Harbor and Mid-Atlantic terminals.
|
(e)
|
Three and six month 2014 amounts include decreases in expense (representing tax savings) of $1 million and $5 million, respectively, related to the pre-tax expense amount associated with the litigation matter described in footnote (b).
|
(f)
|
Volumes for acquired terminals are included for all periods and include KMP’s proportionate share of joint venture tonnage.
|
(g)
|
The ratio of KMP’s actual leased capacity (excluding the capacity of tanks out of service) to its estimated potential capacity.
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
EBDA
increase/(decrease)
|
|
Revenues
increase/(decrease)
|
||||||||||
|
(In millions, except percentages)
|
||||||||||||
Acquired assets and businesses
|
$
|
16
|
|
|
n/a
|
|
|
$
|
28
|
|
|
n/a
|
|
Gulf Central
|
7
|
|
|
210
|
%
|
|
12
|
|
|
997
|
%
|
||
West
|
6
|
|
|
42
|
%
|
|
10
|
|
|
33
|
%
|
||
Gulf Liquids
|
3
|
|
|
4
|
%
|
|
3
|
|
|
4
|
%
|
||
Gulf Bulk
|
1
|
|
|
4
|
%
|
|
3
|
|
|
9
|
%
|
||
All others (including intrasegment eliminations and unallocated income tax expenses)
|
3
|
|
|
3
|
%
|
|
13
|
|
|
6
|
%
|
||
Total Terminals–KMP
|
$
|
36
|
|
|
19
|
%
|
|
$
|
69
|
|
|
20
|
%
|
|
EBDA
increase/(decrease)
|
|
Revenues
increase/(decrease)
|
||||||||||
|
(In millions, except percentages)
|
||||||||||||
Acquired assets and businesses
|
$
|
29
|
|
|
n/a
|
|
|
$
|
50
|
|
|
n/a
|
|
West
|
13
|
|
|
39
|
%
|
|
20
|
|
|
32
|
%
|
||
Gulf Liquids
|
12
|
|
|
12
|
%
|
|
11
|
|
|
8
|
%
|
||
Gulf Central
|
11
|
|
|
162
|
%
|
|
21
|
|
|
994
|
%
|
||
Gulf Bulk
|
6
|
|
|
18
|
%
|
|
10
|
|
|
15
|
%
|
||
All others (including intrasegment eliminations and unallocated income tax expenses)
|
6
|
|
|
3
|
%
|
|
11
|
|
|
3
|
%
|
||
Total Terminals–KMP
|
$
|
77
|
|
|
20
|
%
|
|
$
|
123
|
|
|
18
|
%
|
•
|
increases of $16 million and $29 million, respectively, from acquired assets and businesses, primarily the marine
|
•
|
increases of $7 million (210%) and $11 million (162%), respectively, from KMP’s Gulf Central terminals, driven by
|
•
|
increases of $6 million (42%) and $13 million (39%), respectively, from KMP’s West region terminals, driven by the
|
•
|
increases of $3 million (4%) and $12 million (12%), respectively, from KMP’s Gulf Liquids terminals, due to higher liquids warehousing revenues from KMP’s Pasadena and Galena Park liquids facilities located along the
|
•
|
increases of $1 million (4%) and $6 million (18%), respectively, from KMP’s Gulf Bulk terminals, driven by higher
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Three Months Ended
June 30,
|
|
Six Months Ended
June 30,
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
|
(In millions, except operating statistics)
|
||||||||||||||
Revenues
|
$
|
68
|
|
|
$
|
75
|
|
|
$
|
137
|
|
|
$
|
147
|
|
Operating expenses
|
(24
|
)
|
|
(27
|
)
|
|
(48
|
)
|
|
(52
|
)
|
||||
Earnings from equity investments
|
—
|
|
|
—
|
|
|
—
|
|
|
4
|
|
||||
Interest income and Other, net(a)
|
(1
|
)
|
|
11
|
|
|
6
|
|
|
241
|
|
||||
Income tax expense(b)
|
(3
|
)
|
|
(9
|
)
|
|
(7
|
)
|
|
(97
|
)
|
||||
EBDA
|
40
|
|
|
50
|
|
|
88
|
|
|
243
|
|
||||
Certain items, net(a)(b)
|
—
|
|
|
—
|
|
|
—
|
|
|
(141
|
)
|
||||
EBDA before certain items
|
$
|
40
|
|
|
$
|
50
|
|
|
$
|
88
|
|
|
$
|
102
|
|
|
|
|
|
|
|
|
|
||||||||
Change from prior period
|
Increase/(Decrease)
|
||||||||||||||
Revenues
|
$
|
(7
|
)
|
|
(9
|
)%
|
|
$
|
(10
|
)
|
|
(7
|
)%
|
||
EBDA before certain items
|
$
|
(10
|
)
|
|
(20
|
)%
|
|
$
|
(14
|
)
|
|
(14
|
)%
|
||
|
|
|
|
|
|
|
|
||||||||
Transport volumes (MMBbl)(c)
|
27.0
|
|
|
26.8
|
|
|
51.9
|
|
|
53.6
|
|
(a)
|
Six month 2013 amount includes a gain of $225 million from the sale of KMP’s equity and debt investments in the Express pipeline system.
|
(b)
|
Six month 2013 amount includes an increase of $84 million related to the pre-tax gain amount associated with the sale of KMP’s equity and debt investments in the Express pipeline system described in footnote (a).
|
(c)
|
Represents Trans Mountain pipeline system volumes.
|
|
EBDA
increase/(decrease)
|
|
Revenues
increase/(decrease)
|
||||||||||
|
(In millions, except percentages)
|
||||||||||||
Express Pipeline(a)
|
$
|
(11
|
)
|
|
(194
|
)%
|
|
n/a
|
|
|
n/a
|
|
|
Trans Mountain Pipeline
|
1
|
|
|
1
|
%
|
|
$
|
(7
|
)
|
|
(9
|
)%
|
|
Total Kinder Morgan Canada–KMP
|
$
|
(10
|
)
|
|
(20
|
)%
|
|
$
|
(7
|
)
|
|
(9
|
)%
|
|
EBDA
increase/(decrease)
|
|
Revenues
increase/(decrease)
|
||||||||||
|
(In millions, except percentages)
|
||||||||||||
Express Pipeline(a)
|
$
|
(11
|
)
|
|
(103
|
)%
|
|
n/a
|
|
|
n/a
|
|
|
Trans Mountain Pipeline
|
(3
|
)
|
|
(4
|
)%
|
|
$
|
(10
|
)
|
|
(7
|
)%
|
|
Total Kinder Morgan Canada–KMP
|
$
|
(14
|
)
|
|
(14
|
)%
|
|
$
|
(10
|
)
|
|
(7
|
)%
|
(a)
|
Amount consists of unrealized foreign currency losses, net of tax, on outstanding, short-term intercompany borrowings.
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Three Months Ended June 30,
|
|
|
|||||||||||
|
2014
|
|
2013
|
|
Increase/(decrease)
|
|||||||||
|
(In millions, except percentages)
|
|||||||||||||
KMI general and administrative expense(a)(f)
|
$
|
3
|
|
|
$
|
(2
|
)
|
|
$
|
5
|
|
|
250
|
%
|
KMP general and administrative expense(b)
|
132
|
|
|
163
|
|
|
(31
|
)
|
|
(19
|
)%
|
|||
EPB general and administrative expense(c)
|
19
|
|
|
22
|
|
|
(3
|
)
|
|
(14
|
)%
|
|||
Consolidated general and administrative expense
|
$
|
154
|
|
|
$
|
183
|
|
|
$
|
(29
|
)
|
|
(16
|
)%
|
|
|
|
|
|
|
|
|
|||||||
KMI interest expense, net of unallocable interest income(d)
|
$
|
137
|
|
|
$
|
137
|
|
|
$
|
—
|
|
|
—
|
%
|
KMP interest expense, net of unallocable interest income(e)
|
231
|
|
|
215
|
|
|
16
|
|
|
7
|
%
|
|||
EPB interest expense, net of unallocable interest income
|
76
|
|
|
76
|
|
|
—
|
|
|
—
|
%
|
|||
Unallocable interest expense net of interest income and other, net
|
$
|
444
|
|
|
$
|
428
|
|
|
$
|
16
|
|
|
4
|
%
|
|
|
|
|
|
|
|
|
|||||||
KMR noncontrolling interests
|
$
|
34
|
|
|
$
|
67
|
|
|
$
|
(33
|
)
|
|
(49
|
)%
|
KMP noncontrolling interests
|
132
|
|
|
382
|
|
|
(250
|
)
|
|
(65
|
)%
|
|||
EPB noncontrolling interests
|
47
|
|
|
55
|
|
|
(8
|
)
|
|
(15
|
)%
|
|||
Net income attributable to noncontrolling interests
|
$
|
213
|
|
|
$
|
504
|
|
|
$
|
(291
|
)
|
|
(58
|
)%
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Six Months Ended June 30,
|
|
|
|||||||||||
|
2014
|
|
2013
|
|
Increase/(decrease)
|
|||||||||
|
(In millions, except percentages)
|
|||||||||||||
KMI general and administrative expense(a)(f)
|
$
|
2
|
|
|
$
|
(16
|
)
|
|
$
|
18
|
|
|
113
|
%
|
KMP general and administrative expense(b)
|
285
|
|
|
297
|
|
|
(12
|
)
|
|
(4
|
)%
|
|||
EPB general and administrative expense(c)
|
39
|
|
|
42
|
|
|
(3
|
)
|
|
(7
|
)%
|
|||
Consolidated general and administrative expense
|
$
|
326
|
|
|
$
|
323
|
|
|
$
|
3
|
|
|
1
|
%
|
|
|
|
|
|
|
|
|
|||||||
KMI interest expense, net of unallocable interest income(d)
|
$
|
275
|
|
|
$
|
269
|
|
|
$
|
6
|
|
|
2
|
%
|
KMP interest expense, net of unallocable interest income(e)
|
470
|
|
|
417
|
|
|
53
|
|
|
13
|
%
|
|||
EPB interest expense, net of unallocable interest income
|
149
|
|
|
151
|
|
|
(2
|
)
|
|
(1
|
)%
|
|||
Unallocable interest expense net of interest income and other, net
|
$
|
894
|
|
|
$
|
837
|
|
|
$
|
57
|
|
|
7
|
%
|
|
|
|
|
|
|
|
|
|||||||
KMR noncontrolling interests
|
$
|
80
|
|
|
$
|
127
|
|
|
$
|
(47
|
)
|
|
(37
|
)%
|
KMP noncontrolling interests
|
328
|
|
|
609
|
|
|
(281
|
)
|
|
(46
|
)%
|
|||
EPB noncontrolling interests
|
119
|
|
|
132
|
|
|
(13
|
)
|
|
(10
|
)%
|
|||
Net income attributable to noncontrolling interests
|
$
|
527
|
|
|
$
|
868
|
|
|
$
|
(341
|
)
|
|
(39
|
)%
|
(a)
|
Three and six month 2014 amounts include decreases in expense of $9 million and $18 million, respectively, related to pension credit income, as well as net increases in expense of $6 million and $9 million, respectively, for various other certain items. Three and six month 2013 amounts include decreases in expense of $14 million and $29 million, respectively, related to pension credit income, and three month 2013 amount also includes a net increase in other expense of $5 million for various other certain items.
|
(b)
|
The three month amount for 2013 includes certain items of $32 million. The six month amounts for 2014 and 2013 include certain items of $6 million and $37 million, respectively. These increases in expense from certain items are primarily related to severance expense allocated to KMP from us and business acquisition expenses.
|
(c)
|
2013 amounts include $1 million in severance expense allocated to EPB from us.
|
(d)
|
Three and six month 2014 amounts include (i) $8 million and $10 million, respectively, of amortization of capitalized financing fees which were associated with the EP acquisition; and (ii) $4 million and $10 million, respectively, of interest on margin for marketing contracts. Three and six month 2013 amounts include (i) $15 million and $18 million, respectively, of amortization of capitalized financing fees which were associated with the EP acquisition; and (ii) $3 million and $7 million, respectively, of interest on margin for marketing contracts.
|
(e)
|
The three month amounts for 2014 and 2013 each are decreased by certain items of $2 million associated with debt fair value adjustments recorded in purchase accounting for KMP’s Copano acquisition. The six month amounts for 2014 and 2013 include increases for certain items of $9 million and decreases for certain items of $2 million, respectively. The six month 2014 certain item amount primarily relates to interest expense associated with a certain Pacific operations litigation matter in 2014.
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
June 30, 2014
|
||||||
|
Debt
outstanding
|
|
Available
borrowing
capacity
|
||||
|
(In millions)
|
||||||
Credit Facilities
|
|
|
|
||||
KMI
|
|
|
|
||||
$1.75 billion, five-year unsecured revolver, due May 2019
|
$
|
820
|
|
|
$
|
872
|
|
KMP
|
|
|
|
||||
$2.7 billion, five-year unsecured revolver, due May 2018
|
$
|
513
|
|
|
$
|
1,807
|
|
EPB
|
|
|
|
||||
$1.0 billion, five-year secured revolver, due May 2016
|
$
|
—
|
|
|
$
|
1,000
|
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Six Months Ended June 30, 2014
|
|
2014 Remaining
|
|
Total
|
||||||
|
(In millions)
|
||||||||||
Sustaining capital expenditures(a)
|
|
|
|
|
|
||||||
KMP
|
$
|
171
|
|
|
$
|
271
|
|
|
$
|
442
|
|
EPB
|
16
|
|
|
31
|
|
|
47
|
|
|||
KMI
|
22
|
|
|
41
|
|
|
63
|
|
|||
Total sustaining capital expenditures
|
$
|
209
|
|
|
$
|
343
|
|
|
$
|
552
|
|
Discretionary capital expenditures(b)(c)
|
$
|
1,513
|
|
|
$
|
2,638
|
|
|
$
|
4,151
|
|
(a)
|
Six
-month 2014 amount, 2014 Remaining amount, and Total 2014 amount include $25 million, $42 million, and $67 million, respectively, for our proportionate share of sustaining capital expenditures of unconsolidated joint ventures.
|
(b)
|
Six-month 2014 amount (i) includes $130 million of discretionary capital expenditures of unconsolidated joint ventures and acquisitions; and (ii) excludes a combined $150 million net change from accrued capital expenditures, contractor retainage and amounts primarily related to contributions from KMP’s noncontrolling interests to fund a portion of certain capital projects.
|
(c)
|
2014 Remaining amount includes contributions to certain unconsolidated joint ventures and small acquisitions, net of contributions estimated from unaffiliated joint venture partners for consolidated investments.
|
|
Kinder Morgan, Inc. Form 10-Q
|
•
|
a $269 million increase in cash from overall higher net income after adjusting our period-to-period $339 million decrease in net income for non-cash items primarily consisting of the 2013 gain on the remeasurement of KMP’s previous 50% equity investment in Eagle Ford Gathering; the 2013 gain on sale of KMP’s investments in the Express pipeline system (see the discussion of these investments in Note 2 “Acquisition and Divestitures” to our consolidated financial statements); DD&A; deferred income taxes; and a decrease in transportation rate case and legal liabilities;
|
•
|
a $302 million increase in cash associated with net changes in working capital items and non-current assets and liabilities. The overall increase in cash was driven primarily by higher cash inflows from favorable changes in trade receivables and payables, favorable changes in previously deferred reimbursable costs and expenses, and changes related to commodity hedging activities. These increases in cash were partially offset by lower cash flows from both natural gas storage and pipeline transportation system balancing, and accrued tax liabilities; and
|
•
|
a $96 million decrease in cash from interest rate swap termination payments. In the first half of 2013, in separate transactions, KMP terminated three existing fixed-to-variable interest rate swap agreements prior to their contractual maturity dates.
|
•
|
a $707 million decrease in cash due to higher expenditures for the acquisition of assets and investments from unrelated parties. The overall increase was primarily related to the $961 million KMP paid in the first half of 2014 for the APT acquisition, versus the $280 million it paid in the first half of 2013 to acquire the Goldsmith Landreth San Andres oil field unit (both discussed in Note 2 “Acquisitions and Divestitures”);
|
•
|
a combined $491 million decrease in cash due to proceeds received in 2013 from both KMP’s sale of the investments in the Express pipeline system and our sale of BBPP Holding Ltds (both discussed in Note 2 “Acquisitions and Divestitures”); and
|
•
|
a $372 million decrease in cash in the first half of 2014 due to higher capital expenditures, as described above in “—Capital Expenditures.”
|
•
|
a $608 million net increase in cash from overall debt financing activities. The increase was driven by, among other things, a $308 million increase in cash due to a decrease in net repayments on the acquisition debt resulting from the $1,528 million of repayments made in the first half of 2014, of which $650 million was refinanced under a new three-year senior unsecured term loan facility, compared to the $1,186 million of repayments made in the first half of 2013. Further information regarding the acquisition debt is discussed in Note 3 “Debt” to our consolidated financial statements;
|
•
|
a $318 million increase in contributions provided by noncontrolling interests, primarily reflecting the following (i) the $236 million incremental proceeds EPB received from the issuance of its common units to the public in the first half of 2014 versus the respective 2013 period; and (ii) the $128 million incremental proceeds KMP received from the sales of additional KMP common units in the first half of 2014 versus the respective 2013 period. These increases were partially offset by a $42 million decrease in other noncontrolling interests contributions, mainly due to the contributions KMP received from its BOSTCO partners in the first half of 2013;
|
•
|
a $215 million decrease in cash associated with distributions to noncontrolling interests, primarily reflecting the increased distributions to common unit owners by KMP and EPB;
|
•
|
an $81 million decrease in cash due to higher dividend payments; and
|
•
|
a $61 million decrease in cash due to higher repurchases of shares offset partially by lower repurchases of warrants in the first half of 2014.
|
|
Kinder Morgan, Inc. Form 10-Q
|
Three months ended
|
|
Total quarterly dividend per share for the period
|
|
Date of declaration
|
|
Date of record
|
|
Date of dividend
|
||
December 31, 2013
|
|
$
|
0.41
|
|
|
January 15, 2014
|
|
January 31, 2014
|
|
February 18, 2014
|
March 31, 2014
|
|
$
|
0.42
|
|
|
April 16, 2014
|
|
April 30, 2014
|
|
May 16, 2014
|
June 30, 2014
|
|
$
|
0.43
|
|
|
July 16, 2014
|
|
July 31, 2014
|
|
August 15, 2014
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
Kinder Morgan, Inc. Form 10-Q
|
Our Purchases of Our Class P Shares and Warrants
|
||||||||||||||
Period
|
|
Total number of securities purchased(a)
|
|
Average price paid per security
|
|
Total number of securities purchased as part of publicly announced plans(a)
|
|
Maximum number (or approximate dollar value) of securities that may yet be purchased under the plans or programs
|
||||||
April 1 to April 30, 2014
|
|
|
|
|
|
|
|
|
||||||
Warrants
|
|
679,123
|
|
|
$
|
1.83
|
|
|
679,123
|
|
|
$
|
43,534,185
|
|
May 1 to May 31, 2014
|
|
|
|
|
|
|
|
|
||||||
Warrants
|
|
12,065,162
|
|
|
$
|
2.13
|
|
|
12,065,162
|
|
|
$
|
17,652,011
|
|
June 1 to June 30, 2014
|
|
|
|
|
|
|
|
|
||||||
Warrants
|
|
5,993,894
|
|
|
$
|
2.52
|
|
|
5,993,894
|
|
|
$
|
2,452,606
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Total Warrants
|
|
18,738,179
|
|
|
$
|
2.25
|
|
|
18,738,179
|
|
|
|
||
|
|
|
|
|
|
|
|
$
|
2,452,606
|
|
||||
|
|
|
|
|
|
|
|
|
(a)
|
Purchases during the second quarter of 2014 were made pursuant to a $100 million share and warrant repurchase program approved by our board of directors on March 4, 2014.
|
|
Kinder Morgan, Inc. Form 10-Q
|
4.1 *
|
|
|
Certain instruments with respect to the long-term debt of Kinder Morgan, Inc. and its consolidated subsidiaries which relate to debt that does not exceed 10% of the total assets of Kinder Morgan, Inc. and its consolidated subsidiaries are omitted pursuant to Item 601(b)(4)(iii)(A) of Regulation S-K, (17 C.F.R. sec.229.601). Kinder Morgan, Inc. hereby agrees to furnish supplementally to the Securities and Exchange Commission a copy of each such instrument upon request (filed as Exhibit 4.1 to Kinder Morgan, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2012 (File No. 1-35081)).
|
12.1
|
|
|
Statement re: computation of ratio of earnings to fixed charges.
|
31.1
|
|
|
Certification by Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
31.2
|
|
|
Certification by Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
32.1
|
|
|
Certification by Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
32.2
|
|
|
Certification by Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
95.1
|
|
|
Mine Safety Disclosures.
|
101
|
|
|
Interactive data files pursuant to Rule 405 of Regulation S-T: (i) our Consolidated Statements of Income for the three and six months ended June 30, 2014 and 2013; (ii) our Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2014 and 2013; (iii) our Consolidated Balance Sheets as of June 30, 2014 and December 31, 2013; (iv) our Consolidated Statements of Cash Flows for the six months ended June 30, 2014 and 2013; (v) our Consolidated Statements of Stockholders’ Equity for the six months ended June 30, 2014 and 2013; and (vi) the notes to our Consolidated Financial Statements.
|
|
Kinder Morgan, Inc. Form 10-Q
|
|
KINDER MORGAN, INC.
|
|
|
|
Registrant
|
Date:
|
July 30, 2014
|
|
By:
|
|
/s/ Kimberly A. Dang
|
|
|
|
|
|
Kimberly A. Dang
Vice President and Chief Financial Officer
(principal financial and accounting officer)
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
---|
DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
---|---|---|---|
Thomas E. Noonan Age: 64 Independent Director since: 2016 Lead Independent Director Committees: Nominating & Corporate Governance Committee (Chair) Risk Committee | |||
Hon. Sharon Y. Bowen Age : 68 Independent Director sincE: 2017 Committees : Risk Committee | |||
Martha A. Tirinnanzi Age : 64 Independent Director since: 2022 Committees: Audit Committee | |||
Mark F. Mulhern Age: 65 Independent Director since: 2020 Committees: Compensation Committee (Chair) Audit Committee | |||
Judith A. Sprieser Age: 71 Independent Director since: 2004 Committees: Audit Committee (Chair) Nominating & Corporate Governance Committee | |||
For Mr. Sprecher, our Chief Executive Officer, the Compensation Committee determines individual performance and conducts an annual review of his salary, bonuses and equity awards. For other NEOs, Mr. Sprecher provides input to the Compensation Committee regarding his views on the performance of these other officers during the Compensation Committee’s annual review of salary, bonuses and equity awards. | |||
Duriya M. Farooqui Age : 48 Independent Director since: 2017 Committees: Audit Committee | |||
Caroline L. Silver Age: 62 Independent Director since: 2020 Committees: Risk Committee |
Name and Principal Position |
|
Year |
|
Salary ($) |
|
Bonus
|
|
Stock
|
|
Stock
|
|
Non-Equity
|
|
All Other
|
|
Total ($) |
Jeffrey C. Sprecher |
|
2024 |
|
1,250,000 |
|
- |
|
11,899,890 |
|
2,974,999 |
|
3,375,000 |
|
20,700 |
|
19,520,589 |
Chairman and Chief Executive Officer |
|
2023 |
|
1,250,000 |
|
- |
|
19,899,842 |
|
2,974,980 |
|
3,406,250 |
|
19,800 |
|
27,550,872 |
|
|
2022 |
|
1,150,000 |
|
- |
|
9,999,825 |
|
2,499,972 |
|
3,031,250 |
|
22,933 |
|
16,703,980 |
A. Warren Gardiner |
|
2024 |
|
654,167 |
|
- |
|
1,799,992 |
|
449,989 |
|
1,458,000 |
|
20,700 |
|
4,382,848 |
Chief Financial Officer |
|
2023 |
|
614,583 |
|
- |
|
4,399,756 |
|
349,988 |
|
1,362,500 |
|
42,853 |
|
6,769,680 |
|
|
2022 |
|
575,000 |
|
- |
|
999,931 |
|
249,972 |
|
873,000 |
|
18,300 |
|
2,716,203 |
Benjamin R. Jackson |
|
2024 |
|
768,750 |
|
- |
|
3,999,863 |
|
999,968 |
|
1,728,000 |
|
102,636 |
|
7,599,217 |
President, Intercontinental Exchange |
|
2023 |
|
725,000 |
|
- |
|
11,599,902 |
|
899,973 |
|
1,580,500 |
|
101,736 |
|
14,907,111 |
|
|
2022 |
|
725,000 |
|
- |
|
2,999,792 |
|
749,972 |
|
1,406,500 |
|
69,726 |
|
5,950,990 |
Lynn C. Martin |
|
2024 |
|
725,000 |
|
- |
|
2,599,748 |
|
649,968 |
|
1,566,000 |
|
20,700 |
|
5,561,416 |
President, NYSE Group |
|
2023 |
|
714,583 |
|
- |
|
3,699,850 |
|
549,985 |
|
1,580,500 |
|
19,800 |
|
6,564,718 |
|
|
2022 |
|
700,000 |
|
- |
|
2,199,951 |
|
549,972 |
|
1,358,000 |
|
18,300 |
|
4,826,223 |
Christopher S. Edmonds |
|
2024 |
|
689,583 |
|
- |
|
1,999,796 |
|
499,984 |
|
1,512,000 |
|
69,306 |
|
4,770,669 |
President, Fixed Income & Data Services |
|
2023 |
|
664,583 |
|
- |
|
4,799,820 |
|
449,973 |
|
1,471,500 |
|
29,233 |
|
7,415,109 |
|
|
2022 |
|
650,000 |
|
- |
|
1,699,771 |
|
349,972 |
|
1,261,000 |
|
27,733 |
|
3,988,476 |
Customers
Customer name | Ticker |
---|---|
American Axle & Manufacturing Holdings, Inc. | AXL |
EQT Corporation | EQT |
Exxon Mobil Corporation | XOM |
Union Pacific Corporation | UNP |
Valero Energy Corporation | VLO |
No Suppliers Found
Price
Yield
Owner | Position | Direct Shares | Indirect Shares |
---|---|---|---|
Sprecher Jeffrey C | - | 1,169,960 | 81,570 |
Sprecher Jeffrey C | - | 1,162,910 | 81,570 |
Jackson Benjamin | - | 150,079 | 0 |
Jackson Benjamin | - | 125,184 | 0 |
Kapani Mayur | - | 74,213 | 0 |
Martin Lynn C | - | 59,489 | 0 |
Surdykowski Andrew J | - | 50,558 | 0 |
Surdykowski Andrew J | - | 43,493 | 0 |
Foley Douglas | - | 25,733 | 0 |
Gardiner Warren | - | 23,676 | 0 |
SPRIESER JUDITH A | - | 21,069 | 0 |
Hague William Jefferson | - | 19,219 | 0 |
Williams Stuart Glen | - | 18,515 | 0 |
Namkung James W | - | 17,599 | 0 |
Foley Douglas | - | 16,802 | 0 |
King Elizabeth Kathryn | - | 16,407 | 0 |
Edmonds Christopher Scott | - | 15,658 | 0 |
Gardiner Warren | - | 15,025 | 0 |
Farooqui Duriya M | - | 15,002 | 0 |
Bowen Sharon | - | 14,909 | 0 |
Namkung James W | - | 13,832 | 0 |
Edmonds Christopher Scott | - | 11,533 | 0 |
Williams Stuart Glen | - | 10,094 | 0 |
Tirinnanzi Martha A | - | 3,958 | 0 |
Intercontinental Exchange, Inc. | - | 0 | 649,934 |