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Debt Obligations
 12 Months Ended
Dec. 31, 2021
Debt Obligations [Abstract]  
Debt Disclosure [Text Block] DEBT OBLIGATIONS:
In connection with the Rollup Mergers on April 1, 2021, as discussed in Note 1, Energy Transfer entered into various supplemental indentures and assumed all the obligations of ETO under the respective indentures and credit agreements.
In connection with the Enable Acquisition on December 2, 2021, as discussed in Note 3, Energy Transfer repaid $800 million outstanding on the Enable 2019 Term Loan Agreement and $35 million outstanding on the Enable Five-Year Revolving Credit Facility, and both facilities were terminated. In addition, the Partnership assumed $3.18 billion aggregate principal amount of Enable senior notes.
Our debt obligations consist of the following:
December 31,
20212020
Energy Transfer Indebtedness
4.40% Senior Notes due April 1, 2021(1)
$— $600 
4.65% Senior Notes due June 1, 2021(1)
— 800 
5.20% Senior Notes due February 1, 2022(1)
— 1,000 
4.65% Senior Notes due February 15, 2022(2)
300 300 
5.875% Senior Notes due March 1, 2022(1)
— 900 
5.00% Senior Notes due October 1, 2022(2)
700 700 
3.45% Senior Notes due January 15, 2023350 350 
3.60% Senior Notes due February 1, 2023800 800 
4.25% Senior Notes due March 15, 20235 5 
4.25% Senior Notes due March 15, 2023995 995 
4.20% Senior Notes due September 15, 2023500 500 
4.50% Senior Notes due November 1, 2023600 600 
5.875% Senior Notes due January 15, 202423 23 
5.875% Senior Notes due January 15, 20241,127 1,127 
4.90% Senior Notes due February 1, 2024350 350 
7.60% Senior Notes due February 1, 2024277 277 
4.25% Senior Notes due April 1, 2024500 500 
4.50% Senior Notes due April 15, 2024750 750 
3.90% Senior Notes due May 15, 2024(3)
600 — 
9.00% Debentures due November 1, 202465 65 
4.05% Senior Notes due March 15, 20251,000 1,000 
2.90% Senior Notes due May 15, 2025
1,000 1,000 
5.95% Senior Notes due December 1, 2025
400 400 
4.75% Senior Notes due January 15, 2026
1,000 1,000 
3.90% Senior Notes due July 15, 2026
550 550 
4.40% Senior Notes due March 15, 2027(3)
700 — 
4.20% Senior Notes due April 15, 2027
600 600 
5.50% Senior Notes due June 1, 202744 44 
5.50% Senior Notes due June 1, 2027
956 956 
4.00% Senior Notes due October 1, 2027
750 750 
4.95% Senior Notes due May 15, 2028(3)
800 — 
4.95% Senior Notes due June 15, 2028
1,000 1,000 
5.25% Senior Notes due April 15, 2029
1,500 1,500 
4.15% Senior Notes due September 15, 2029(3)
547 — 
8.25% Senior Notes due November 15, 2029
267 267 
3.75% Senior Note due May 15, 20301,500 1,500 
4.90% Senior Notes due March 15, 2035
500 500 
6.625% Senior Notes due October 15, 2036
400 400 
5.80% Senior Notes due June 15, 2038
500 500 
7.50% Senior Notes due July 1, 2038550 550 
6.85% Senior Notes due February 15, 2040250 250 
6.05% Senior Notes due June 1, 2041700 700 
6.50% Senior Notes due February 1, 2042 1,000 1,000 
6.10% Senior Notes due February 15, 2042300 300 
4.95% Senior Notes due January 15, 2043350 350 
5.15% Senior Notes due February 1, 2043450 450 
5.95% Senior Notes due October 1, 2043 450 450 
5.30% Senior Notes due April 1, 2044700 700 
5.00% Senior Notes due May 15, 2044(3)
531 — 
5.15% Senior Notes due March 15, 20451,000 1,000 
5.35% Senior Notes due May 15, 2045800 800 
6.125% Senior Notes due December 15, 20451,000 1,000 
5.30% Senior Notes due April 15, 2047900 900 
5.40% Senior Notes due October 1, 20471,500 1,500 
6.00% Senior Notes due June 15, 20481,000 1,000 
6.25% Senior Notes due April 15, 20491,750 1,750 
5.00% Senior Notes due May 15, 2050
2,000 2,000 
Floating Rate Junior Subordinated Notes due November 1, 2066
546 546 
Term Loan— 2,000 
Five-Year Credit Facility2,937 3,103 
Unamortized premiums, discounts and fair value adjustments, net233 (17)
Deferred debt issuance costs(186)(215)
40,717 42,726 
Subsidiary Indebtedness
Transwestern Debt
5.89% Senior Notes due May 24, 2022(2)
150 150 
5.66% Senior Notes due December 9, 2024175 175 
6.16% Senior Notes due May 24, 203775 75 
400 400 
Panhandle Debt
7.60% Senior Notes due February 1, 202482 82 
7.00% Senior Notes due July 15, 202966 66 
8.25% Senior Notes due November 15, 202933 33 
Floating Rate Junior Subordinated Notes due November 1, 206654 54 
Unamortized premiums, discounts and fair value adjustments, net8 10 
243 245 
Bakken Project Debt
3.625% Senior Notes due April 1, 2022650 650 
3.90% Senior Notes due April 1, 20241,000 1,000 
4.625% Senior Notes due April 1, 2029850 850 
Unamortized premiums, discounts and fair value adjustments, net(2)(3)
Deferred debt issuance costs(9)(13)
2,489 2,484 
Sunoco LP Debt
4.875% Senior Notes Due January 15, 2023— 436 
5.50% Senior Notes Due February 15, 2026— 800 
6.00% Senior Notes Due April 15, 2027600 600 
5.875% Senior Notes Due March 15, 2028400 400 
4.50% Senior Notes due May 15, 2029800 800 
4.50% Senior Notes due April 30, 2030800 — 
Sunoco LP $1.50 billion Revolving Credit Facility due July 2023581 — 
Lease-related obligations100 103 
Deferred debt issuance costs(26)(27)
3,255 3,112 
USAC Debt
6.875% Senior Notes due April 1, 2026725 725 
6.875% Senior Notes due September 1, 2027750 750 
USAC $1.60 billion Revolving Credit Facility due December 2026516 474 
Deferred debt issuance costs(18)(22)
1,973 1,927 
HFOTCO Debt
HFOTCO Tax Exempt Notes due 2050225 225 
Unamortized premiums, discounts and fair value adjustments, net(1)(2)
224 223 
Energy Transfer Canada Debt
Energy Transfer Canada Revolving Credit Facility7 57 
Energy Transfer Canada Term Loan A249 261 
Energy Transfer Canada KAPS Facility142 — 
398 318 
Other3 3 
Total debt49,702 51,438 
Less: Current maturities of long-term debt680 21 
Long-term debt, less current maturities$49,022 $51,417 
(1)These notes were redeemed in 2021.
(2)As of December 31, 2021, these notes were classified as long-term as management had the intent and ability to refinance the borrowings on a long-term basis. The $300 million principal amount of 4.65% Senior Notes were redeemed in February 2022 using proceeds from Energy Transfer’s Five-Year Credit Facility.
(3)These notes were assumed by Energy Transfer in connection with the Enable Acquisition.
The following table reflects future maturities of long-term debt for each of the next five years and thereafter. These amounts exclude $1 million in unamortized premiums, fair value adjustments and deferred debt issuance costs, net:
2022$1,827 
20233,859 
20248,250 
20252,407 
20262,799 
Thereafter30,561 
Total$49,703 
Long-term debt reflected on our consolidated balance sheets includes fair value adjustments related to interest rate swaps, which represent fair value adjustments that had been recorded in connection with fair value hedge accounting prior to the termination of the interest rate swap.
Notes and Debentures
Senior Notes
As discussed in Note 1, beginning on April 1, 2021 as a result of the Rollup Mergers, Energy Transfer assumed the obligations of the ETO senior notes. The ETO senior notes were registered under the Securities Act of 1933 (as amended). The Partnership may redeem some or all of the ETO senior notes at any time, or from time to time, pursuant to the terms of the indenture and related indenture supplements related to the ETO senior notes. The balance is payable upon maturity. Interest on the ETO senior notes is paid semi-annually.
The Energy Transfer Senior Notes are the Partnership’s senior obligations, ranking equally in right of payment with our other existing and future unsubordinated debt and senior to any of its future subordinated debt. Energy Transfer’s obligations under the Energy Transfer Senior Notes previously were secured on a first-priority basis with its obligations under the Revolver Credit Agreement and the Energy Transfer Term Loan Facility, by a lien on substantially all of Energy Transfer’s and certain of its subsidiaries’ tangible and intangible assets, subject to certain exceptions and permitted liens. Subsequent to the termination of the Revolver Credit Agreement and the Energy Transfer Term Loan Facility, the collateral securing the Energy Transfer Senior Notes was released. The Energy Transfer Senior Notes are not guaranteed by any of its subsidiaries.
The covenants related to the Energy Transfer Senior Notes include a limitation on liens, a limitation on transactions with affiliates, a restriction on sale-leaseback transactions and limitations on mergers and sales of all or substantially all of the Partnership’s assets.
Transwestern Senior Notes
The Transwestern senior notes are redeemable at any time in whole or pro rata, subject to a premium or upon a change of control event or an event of default, as defined. The balance is payable upon maturity. Interest is paid semi-annually.
Sunoco LP Senior Notes
On October 20, 2021, Sunoco LP completed a private offering of $800 million in aggregate principal amount of 4.50% senior notes due 2030 (the “2030 Notes”). Sunoco LP used the proceeds from the private offering to fund a tender offer and repurchase all of its senior notes due 2026.
On November 9, 2020, Sunoco LP completed a private offering of $800 million in aggregate principal amount of 4.50% senior notes due 2029. Sunoco LP used the proceeds to fund the tender offer on its 4.875% $1 billion senior notes due 2023. Approximately 56% of the 2023 senior notes were tendered. On January 15, 2021, Sunoco LP repurchased the remaining outstanding portion of its 2023 senior notes.
Term Loans, Credit Facilities and Commercial Paper
Term Loan
As a result of the Rollup Mergers, on April 1, 2021, Energy Transfer assumed all of ETO’s obligations in respect of its term loan credit agreement, and the facility was subsequently repaid and terminated.
Five-Year Credit Facility
As a result of the Rollup Mergers, on April 1, 2021, Energy Transfer assumed all of ETO’s obligations in respect of its revolving credit facility (the “Five-Year Credit Facility”). The Partnership’s Five-Year Credit Facility allows for unsecured borrowings up to $5.00 billion and matures on December 1, 2024. The Five-Year Credit Facility contains an accordion feature, under which the total aggregate commitment may be increased up to $6.00 billion under certain conditions.
As of December 31, 2021, the Five-Year Credit Facility had $2.94 billion of outstanding borrowings, of which $1.19 billion consisted of commercial paper. The amount available for future borrowings was $2.03 billion, after accounting for outstanding letters of credit in the amount of $33 million. The weighted average interest rate on the total amount outstanding as of December 31, 2021 was 1.13%.
364-Day Facility
As a result of the Rollup Mergers, on April 1, 2021, Energy Transfer assumed all of ETO’s obligations in respect of its 364-day revolving credit facility, and the facility was subsequently terminated.
Sunoco LP Credit Facility
Sunoco LP maintains a $1.50 billion revolving credit facility (the “Sunoco LP Credit Facility”). As of December 31, 2021, the Sunoco LP Credit Facility had $581 million outstanding borrowings and $6 million in standby letters of credit and matures in July 2023. The amount available for future borrowings was $913 million at December 31, 2021. The weighted average interest rate on the total amount outstanding as of December 31, 2021 was 2.10%.
USAC Credit Facility
USAC maintains a $1.60 billion revolving credit facility (the “USAC Credit Facility”), which, as amended in December 2021, matures on December 8, 2026, except that if any portion of USAC’s senior notes due 2026 are outstanding on December 31, 2025, the USAC Credit Facility will mature on December 31, 2025. The USAC Credit Facility also permits up to $200 million of future increases in borrowing capacity. As of December 31, 2021, USAC had $516 million of outstanding borrowings and no outstanding letters of credit under the credit agreement. As of December 31, 2021, USAC had $1.1 billion of availability under its credit facility, and subject to compliance with applicable financial covenants, available borrowing capacity of $262 million. The weighted average interest rate on the total amount outstanding as of December 31, 2021 was 2.68%.
Energy Transfer Canada Credit Facilities
Energy Transfer Canada is party to a credit agreement providing for a C$350 million (US$276 million at the December 31, 2021 exchange rate) senior secured term loan facility (the “Energy Transfer Canada Term Loan A”), a C$525 million (US$414 million at the December 31, 2021 exchange rate) senior secured revolving credit facility (the “Energy Transfer Canada Revolving Credit Facility”), and a C$300 million (US$237 million at the December 31, 2021 exchange rate) senior secured construction loan facility (the “Energy Transfer Canada KAPS Facility”). The Energy Transfer Canada Term Loan A and the Energy Transfer Canada Revolving Credit Facility mature on February 25, 2024. The Energy Transfer Canada KAPS Facility matures on June 13, 2024. Energy Transfer Canada may incur additional term loans and revolving commitments in an aggregate amount not to exceed C$250 million (US$197 million at the December 31, 2021 exchange rate), subject to receiving commitments for such additional term loans or revolving commitments from either new lenders or increased commitments from existing lenders. As of December 31, 2021, the Energy Transfer Canada Term Loan A and the Energy Transfer Canada Revolving Credit Facility had outstanding borrowings of C$315 million and C$9 million, respectively (US$249 million and US$7 million, respectively, at the December 31, 2021 exchange rate). As of December 31, 2021, the KAPS Facility had outstanding borrowings of C$179 million (US$142 million at the December 31, 2021 exchange rate).
Covenants Related to Our Credit Agreements
The agreements relating to the Senior Notes contain restrictive covenants customary for an issuer with an investment-grade rating from the rating agencies, which covenants include limitations on liens and a restriction on sale-leaseback transactions.
The Five-Year Credit Facility contains covenants that limit (subject to certain exceptions) the Partnership’s and certain of the Partnership’s subsidiaries’ ability to, among other things:
•incur indebtedness;
•grant liens;
•enter into mergers;
•dispose of assets;
•make certain investments;
•make Distributions (as defined in the Five-Year Credit Facility) during certain Defaults (as defined in the Five-Year Credit Facility) and during any Event of Default (as defined in the Five-Year Credit Facility);
•engage in business substantially different in nature than the business currently conducted by the Partnership and its subsidiaries;
•engage in transactions with affiliates; and
•enter into restrictive agreements.
The applicable margin and rate used in connection with the interest rates and commitment fees, respectively, are based on the credit ratings assigned to our senior, unsecured, non-credit enhanced long-term debt. The applicable margin for eurodollar rate loans under the Five-Year Credit Facility ranges from 1.125% to 2.000% and the applicable margin for base rate loans ranges from 0.125% to 1.000%. The applicable rate for commitment fees under the Five-Year Credit Facility ranges from 0.125% to 0.300%. 
The Five-Year Credit Facility contains various covenants including limitations on the creation of indebtedness and liens and related to the operation and conduct of our business. The Five-Year Credit Facility also limits us, on a rolling four quarter basis, to a maximum Consolidated Funded Indebtedness to Consolidated EBITDA ratio, as defined in the underlying credit agreement, of 5.0 to 1, which can generally be increased to 5.5 to 1 during a Specified Acquisition Period. Our Leverage Ratio was 3.07 to 1 at December 31, 2021, as calculated in accordance with the credit agreement.
Failure to comply with the various restrictive and affirmative covenants of our revolving credit facilities could require us to pay debt balances prior to scheduled maturity and could negatively impact the Partnership’s or our subsidiaries’ ability to incur additional debt and/or our ability to pay distributions to Unitholders.
Covenants Related to Transwestern
The agreements relating to the Transwestern senior notes contain certain restrictions that, among other things, limit the incurrence of additional debt, the sale of assets and the payment of dividends and specify a maximum debt to capitalization ratio.
Covenants Related to Panhandle
Panhandle is not party to any lending agreement that would accelerate the maturity date of any obligation due to a failure to maintain any specific credit rating, nor would a reduction in any credit rating, by itself, cause an event of default under any of Panhandle’s lending agreements.
Panhandle’s restrictive covenants include restrictions on liens securing debt and guarantees and restrictions on mergers and on the sales of assets. A breach of any of these covenants could result in acceleration of Panhandle’s debt.
Covenants Related to Sunoco LP
The Sunoco LP Credit Facility contains various customary representations, warranties, covenants and events of default, including a change of control event of default, as defined therein. Sunoco LP’s Credit Facility requires Sunoco LP to maintain a Net Leverage Ratio of not more than 5.5 to 1. The maximum Net Leverage Ratio is subject to upwards adjustment of not more than 6.0 to 1 for a period not to exceed three fiscal quarters in the event Sunoco LP engages in certain specified acquisitions of not less than $50 million (as permitted under Sunoco LP’s Credit Facility agreement). The Sunoco LP Credit Facility also requires Sunoco LP to maintain an Interest Coverage Ratio (as defined in the Sunoco LP’s Credit Facility agreement) of not less than 2.25 to 1.
Covenants Related to USAC
The USAC Credit Facility contains covenants that limit (subject to certain exceptions) USAC’s ability to, among other things:
•grant liens;
•make certain loans or investments;
•incur additional indebtedness or guarantee other indebtedness;
•enter into transactions with affiliates;
•merge or consolidate;
•sell our assets; and
•make certain acquisitions.
The credit facility is also subject to the following financial covenants, including covenants requiring USAC to maintain:
•a minimum EBITDA to interest coverage ratio of 2.5 to 1.0, determined as of the last day of each fiscal quarter, with EBITDA and interest expense annualized for the fiscal quarter most recently ended;
•a ratio of total secured indebtedness to EBITDA not greater than 3.0 to 1.0 or less than 0.0 to 1.0, determined as of the last day of each fiscal quarter, with EBITDA annualized for the fiscal quarter most recently ended; and
•a maximum funded debt to EBITDA ratio, determined as of the last day of each fiscal quarter with EBITDA annualized for the fiscal quarter most recently ended, (i) 5.75 to 1 through the second fiscal quarter of 2022, (ii) 5.5 to 1 from the third quarter of 2022 through the third quarter of 2023, and (iii) 5.25 to 1 thereafter. In addition, USAC may increase the applicable ratio by 0.25 for any fiscal quarter during which a Specified Acquisition (as defined in the Credit Agreement) occurs and the following two fiscal quarters, but in no event shall the maximum ratio exceed 5.5 to 1.0 for any fiscal quarter as a result of such increase.
Covenants Related to the HFOTCO Tax Exempt Notes
The indentures covering HFOTCO’s tax exempt notes due 2050 (“IKE Bonds”) include customary representations and warranties and affirmative and negative covenants. Such covenants include limitations on the creation of new liens, indebtedness, making of certain restricted payments and payments on indebtedness, making certain dispositions, making material changes in business activities, making fundamental changes including liquidations, mergers or consolidations, making certain investments, entering into certain transactions with affiliates, making amendments to certain credit or organizational agreements, modifying the fiscal year, creating or dealing with hazardous materials in certain ways, entering into certain hedging arrangements, entering into certain restrictive agreements, funding or engaging in sanctioned activities, taking actions or causing the trustee to take actions that materially adversely affect the rights, interests, remedies or security of the bondholders, taking actions to remove the trustee, making certain amendments to the bond documents, and taking actions or omitting to take actions that adversely impact the tax exempt status of the IKE Bonds.
Compliance with our Covenants
Failure to comply with the various restrictive and affirmative covenants of our revolving credit facilities and note agreements could require us or our subsidiaries to pay debt balances prior to scheduled maturity and could negatively impact the subsidiaries ability to incur additional debt and/or our ability to pay distributions.
We and our subsidiaries were in compliance with all requirements, tests, limitations, and covenants related to our debt agreements as of December 31, 2021.