Supplemental Financial Statement Information

9 Months Ended

Sep. 30, 2016

Supplemental Financial Statement Information

Supplemental Financial Statement Information

SUPPLEMENTAL FINANCIAL STATEMENT INFORMATION

Following are the financial statements of the Parent Company, which are included to provide additional information with respect to the Parent Company’s financial position, results of operations and cash flows on a stand-alone basis:

BALANCE SHEETS

(unaudited)

	September 30, 2016			December 31, 2015
ASSETS
Current assets:
Cash and cash equivalents	$	8		$	1
Accounts receivable from related companies	49			34
Other current assets	1			—
Total current assets	58			35
Property, plant and equipment, net	36			20
Advances to and investments in unconsolidated affiliates	5,069			5,764
Intangible assets, net	2			6
Goodwill	9			9
Other non-current assets, net	9			10
Total assets	$	5,183		$	5,844
LIABILITIES AND PARTNERS’ CAPITAL
Current liabilities:
Accounts payable to related companies	$	31		$	111
Interest payable	85			66
Accrued and other current liabilities	6			1
Total current liabilities	122			178
Long-term debt, less current maturities	6,365			6,332
Note payable to related company	396			265
Other non-current liabilities	3			1
Commitments and contingencies
Partners’ capital:
General Partner	(3		)	(2		)
Limited Partners:
Common Unitholders	(1,818		)	(952		)
Class D Units	—			22
Series A Convertible Preferred Units	118			—
Total partners’ deficit	(1,703		)	(932		)
Total liabilities and partners’ deficit	$	5,183		$	5,844

STATEMENTS OF OPERATIONS

(unaudited)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2016			2015			2016			2015
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES(1)	$	(75	)	$	(24	)	$	(156	)	$	(81	)
OTHER INCOME (EXPENSE):
Interest expense, net	(81		)	(81		)	(244		)	(214		)
Equity in earnings of unconsolidated affiliates	367			403			1,166			1,174
Other, net	(2		)	(4		)	(4		)	(3		)
INCOME BEFORE INCOME TAXES	209			294			762			876
Income tax benefit	—			1			—			1
NET INCOME	209			293			762			875
General Partner’s interest in net income	—			1			2			2
Convertible Unitholders’ interest in income	2			—			3			—
Class D Unitholder’s interest in net income	—			1			—			2
Limited Partners’ interest in net income	$	207		$	291		$	757		$	871

⁽¹⁾  Includes management fees paid by ETE to ETP.

STATEMENTS OF CASH FLOWS

(unaudited)

	Nine Months Ended September 30,
	2016			2015
NET CASH FLOWS PROVIDED BY OPERATING ACTIVITIES	$	718		$	874
CASH FLOWS FROM INVESTING ACTIVITIES:
Cash paid for Bakken Pipeline Transaction	—			(817		)
Distributions from unconsolidated affiliates	—			4
Contributions to unconsolidated affiliate	(70		)	—
Capital expenditures	(15		)	(15		)
Net cash used in investing activities	(85		)	(828		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from borrowings	180			3,672
Principal payments on debt	(155		)	(1,915		)
Proceeds from affiliate	129			129
Distributions to partners	(780		)	(790		)
Units repurchased under buyback program	—			(1,064		)
Debt issuance costs	—			(11		)
Net cash provided by (used in) financing activities	(626		)	21
INCREASE IN CASH AND CASH EQUIVALENTS	7			67
CASH AND CASH EQUIVALENTS, beginning of period	1			2
CASH AND CASH EQUIVALENTS, end of period	$	8		$	69