8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (date of earliest event reported): May 4, 2022

DCP MIDSTREAM, LP

(Exact name of registrant as specified in its charter)  

Delaware	001-32678	03-0567133
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification No.)

6900 E. Layton Ave, Suite 900

Denver, Colorado 80237

(Address of principal executive offices) (Zip Code)

(303) 595-3331

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

¨    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨    Pre-commencement communications pursuant to Rule 14d-2(b) under Exchange Act (17 CFR 240.14d-2(b))

¨    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common units representing limited partnership interests	DCP	New York Stock Exchange
7.875% Series B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units	DCP PRB	New York Stock Exchange
7.95% Series C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units	DCP PRC	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 2.02 Results of Operations and Financial Condition.

On May 4, 2022, DCP Midstream, LP issued a press release announcing its financial results for the three months ended March 31, 2022. A copy of the press release is furnished as Exhibit 99.1 hereto, and is incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the press release furnished as Exhibit 99.1 to this current report on Form 8-K shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information or exhibit be deemed incorporated by reference into any filing under the Securities Act of 1933 or Securities Exchange Act of 1934, each as amended, except as shall be expressly set forth by specific reference in any such filing.

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Item 9.01 Financial Statements and Exhibits.

(d)    Exhibits.

Exhibit No.	Description
99.1	Press Release dated May 4, 2022
101	Cover Page formatted as Inline XBRL.
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: May 4, 2022

 

DCP MIDSTREAM, LP
By:	DCP MIDSTREAM GP, LP,
	its General Partner
	By:	DCP MIDSTREAM GP, LLC,
		its General Partner
		By:	/s/ Sean P. O'Brien
		Name:	Sean P. O'Brien
		Title:	Group Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

DCP MIDSTREAM REPORTS RECORD FIRST QUARTER RESULTS

DENVER, May 4, 2022 (GLOBE NEWSWIRE) - Today, DCP Midstream, LP (NYSE: DCP) reported its financial results for the three months ended March 31, 2022.

HIGHLIGHTS

•For the three months ended March 31, 2022, DCP had net income attributable to partners of $80 million, net cash provided by operating activities of $189 million, adjusted EBITDA of $436 million, and distributable cash flow of $337 million.

•Generated $247 million of excess free cash flow for the three months ended March 31, 2022, after fully funding distributions and growth capital.

•Record financial performance with increases in adjusted EBITDA of 32%, distributable cash flow of 54%, and excess free cash flow of 102% quarter over quarter.

•Closed the quarter with 3.3 times leverage.

•Renewed $1.4 billion credit facility, now linked to sustainability KPIs.

•Amended an existing offload agreement with Western Midstream in the DJ Basin to immediately add 60MMcf/d of incremental processing capacity, with DCP’s option to expand by an incremental 40MMcf/d.

•Strong commodity pricing environment positions DCP to exceed the high end of 2022 financial guidance for adjusted EBITDA, distributable cash flow, and excess free cash flow; current forward curve projects over $200 million of upside to our original midpoint full-year financial guidance.

FIRST QUARTER 2022 SUMMARY FINANCIAL RESULTS

	Three Months Ended
	March 31,
	2022		2021
	(Unaudited)
	(Millions, except per unit amounts)
Net income attributable to partners	$	80	$	53
Net income per limited partner unit - basic and diluted	$	0.32	$	0.19
Net cash provided by (used in) operating activities	$	189	$	(4)
Adjusted EBITDA(1)	$	436	$	275
Distributable cash flow(1)	$	337	$	175
Excess free cash flow(1)	$	247	$	89

(1)This press release includes the following financial measures not presented in accordance with U.S. generally accepted accounting principles, or GAAP: adjusted EBITDA, distributable cash flow, excess free cash flow, and adjusted segment EBITDA. Each such non-GAAP financial measure is defined below under “Non-GAAP Financial Information”, and each is reconciled to its most directly comparable GAAP financial measure under “Reconciliation of Non-GAAP Financial Measures” in schedules at the end of this press release.

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CEO'S PERSPECTIVE

"The DCP Team has started the year very strong, reporting record results for adjusted EBITDA, DCF, and excess free cash flow. This performance has allowed us to further strengthen our balance sheet and achieve investment grade metrics," said Wouter van Kempen, chairman, president, and CEO. "This great quarter has us well-positioned to exceed the high end of our 2022 financial guidance."

COMMON UNIT DISTRIBUTIONS

On April 19, 2022, DCP announced a quarterly common unit distribution of $0.39 per limited partner unit.

DCP generated distributable cash flow of $337 million for the three months ended March 31, 2022. Distributions declared were $81 million for the three months ended March 31, 2022.

FIRST QUARTER 2022 OPERATING RESULTS BY BUSINESS SEGMENT

Logisticsand Marketing

Logistics and Marketing segment net income attributable to partners for the three months ended March 31, 2022 and 2021 was $141 million and $146 million, respectively.

Adjusted segment EBITDA increased to $212 million for the three months ended March 31, 2022, from $155 million for the three months ended March 31, 2021, reflecting higher volumes and distributions on Sand Hills and Southern Hills, and favorable gas marketing results, partially offset by lower NGL marketing margins.

The following table represents volumes for the Logistics and Marketing segment:

				Three Months Ended March 31, 2022	Three Months Ended December 31, 2021	Three Months Ended March 31, 2021
NGL Pipeline	% Owned		Net Pipeline Capacity (MBbls/d)	Average NGL Throughput (MBpd)	Average NGL Throughput (MBpd)	Average NGL Throughput (MBpd)
Sand Hills	67	%	333	288	289	228
Southern Hills	67	%	128	118	122	105
Front Range	33	%	87	73	71	56
Texas Express	10	%	37	21	21	19
Other	Various		310	182	189	170
Total			895	682	692	578

Gathering and Processing

Gathering and Processing segment net income attributable to partners for the three months ended March 31, 2022 and 2021 was $71 million and $27 million, respectively.

Adjusted segment EBITDA increased to $278 million for the three months ended March 31, 2022, from $156 million for the three months ended March 31, 2021, reflecting higher commodity prices, a negative impact of Winter Storm

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Uri in the first quarter of 2021, higher gathering and processing margins, and higher wellhead volumes in the DJ Basin and Permian, partially offset by lower volumes in the South.

The following table represents volumes for the Gathering and Processing segment:

	Three Months Ended March 31, 2022	Three Months Ended March 31, 2022	Three Months Ended December 31, 2021	Three Months Ended March 31, 2021
System	Net Plant/Treater Capacity (MMcf/d)	Average Wellhead Volumes (MMcf/d)	Average Wellhead Volumes (MMcf/d)	Average Wellhead Volumes (MMcf/d)
North	1,580	1,567	1,556	1,520
Midcontinent	1,110	797	852	799
Permian	1,100	966	1,003	858
South	1,630	780	740	900
Total	5,420	4,110	4,151	4,077

CREDIT FACILITIES AND DEBT

DCP has two credit facilities with up to $1.75 billion of total capacity. Proceeds from these facilities can be used for working capital requirements and other general partnership purposes including growth and acquisitions.

•DCP has a $1.4 billion senior unsecured revolving credit agreement, or the Credit Agreement, that matures on March 18, 2027. As of March 31, 2022, total unused borrowing capacity under the Credit Agreement was $1,211 million net of $172 million of outstanding borrowings and $17 million of letters of credit.

•DCP has an accounts receivable securitization facility that provides up to $350 million of borrowing capacity that matures August 12, 2024. As of March 31, 2022, DCP had $350 million of outstanding borrowings under the accounts receivable securitization facility.

As of March 31, 2022, DCP had $5.3 billion of total consolidated principal debt outstanding. The total debt outstanding includes $550 million of junior subordinated notes which are excluded from debt pursuant to DCP's Credit Agreement leverage ratio calculation. For the twelve months ended March 31, 2022, DCP's leverage ratio was 3.3 times. The effective interest rate on DCP's overall debt position, as of March 31, 2022, was 5.09%.

CAPITAL EXPENDITURES AND INVESTMENTS

During the three months ended March 31, 2022, DCP had expansion capital expenditures and equity investments totaling $9 million, and sustaining capital expenditures totaling $13 million.

FIRST QUARTER 2022 EARNINGS CALL

DCP will host a conference call webcast tomorrow, May 5, 2022, at 10:00 a.m. ET, to discuss its first quarter earnings. The live audio webcast of the conference call and presentation slides can be accessed through the Investors section on the DCP website at www.dcpmidstream.com, and the conference call can be accessed by dialing (844) 233-0113 in the United States or (574) 990-1008 outside the United States. The conference ID number is 6996372. An audio webcast replay, presentation slides, and transcript will also be available by accessing the Investors section on the DCP website.

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NON-GAAP FINANCIAL INFORMATION

This press release and the accompanying financial schedules include the following non-GAAP financial measures: adjusted EBITDA, distributable cash flow, excess free cash flow, and adjusted segment EBITDA. The accompanying schedules provide reconciliations of these non-GAAP financial measures to their most directly comparable GAAP financial measures. DCP's non-GAAP financial measures should not be considered in isolation or as an alternative to its financial measures presented in accordance with GAAP, including operating revenues, net income or loss attributable to partners, net cash provided by or used in operating activities or any other measure of liquidity or financial performance presented in accordance with GAAP as a measure of operating performance, liquidity or ability to service debt obligations and make cash distributions to unitholders. The non-GAAP financial measures presented by DCP may not be comparable to similarly titled measures of other companies because they may not calculate their measures in the same manner.

DCP defines adjusted EBITDA as net income or loss attributable to partners adjusted for (i) distributions from unconsolidated affiliates, net of earnings, (ii) depreciation and amortization expense, (iii) net interest expense, (iv) noncontrolling interest in depreciation and income tax expense, (v) unrealized gains and losses from commodity derivatives, (vi) income tax expense or benefit, (vii) impairment expense and (viii) certain other non-cash items. Adjusted EBITDA further excludes items of income or loss that we characterize as unrepresentative of our ongoing operations. Management believes these measures provide investors meaningful insight into results from ongoing operations.

The commodity derivative non-cash losses and gains result from the marking to market of certain financial derivatives used by us for risk management purposes that we do not account for under the hedge method of accounting. These non-cash losses or gains may or may not be realized in future periods when the derivative contracts are settled, due to fluctuating commodity prices.

Adjusted EBITDA is used as a supplemental liquidity and performance measure and adjusted segment EBITDA is used as a supplemental performance measure by DCP's management and by external users of its financial statements, such as investors, commercial banks, research analysts and others to assess:

•financial performance of DCP's assets without regard to financing methods, capital structure or historical cost basis;

•DCP's operating performance and return on capital as compared to those of other companies in the midstream energy industry, without regard to financing methods or capital structure;

•viability and performance of acquisitions and capital expenditure projects and the overall rates of return on investment opportunities;

•performance of DCP's business excluding non-cash commodity derivative gains or losses; and

•in the case of adjusted EBITDA, the ability of DCP's assets to generate cash sufficient to pay interest costs, support its indebtedness, make cash distributions to its unitholders and pay capital expenditures.

DCP defines adjusted segment EBITDA for each segment as segment net income or loss attributable to partners adjusted for (i) distributions from unconsolidated affiliates, net of earnings, (ii) depreciation and amortization expense, (iii) net interest expense, (iv) noncontrolling interest in depreciation and income tax expense, (v) unrealized gains and losses from commodity derivatives, (vi) income tax expense or benefit, (vii) impairment

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expense and (viii) certain other non-cash items. Adjusted segment EBITDA further excludes items of income or loss that we characterize as unrepresentative of our ongoing operations for that segment.

DCP defines distributable cash flow as adjusted EBITDA less sustaining capital expenditures, net of reimbursable projects, interest expense, cumulative cash distributions earned by the Series A, Series B and Series C Preferred Units (collectively the "Preferred Limited Partnership Units") and certain other items.

DCP defines excess free cash flow as distributable cash flow, as defined above, less distributions to limited partners, less expansion capital expenditures, net of reimbursable projects, and contributions to equity method investments, and less certain other items. Expansion capital expenditures are cash expenditures to increase DCP's cash flows, operating or earnings capacity. Expansion capital expenditures add on to or improve the capital assets owned, or acquire or construct new gathering lines and well connects, treating facilities, processing plants, fractionation facilities, pipelines, terminals, docks, truck racks, tankage and other storage, distribution or transportation facilities and related or similar midstream assets.

Sustaining capital expenditures are cash expenditures made to maintain DCP's cash flows, operating capacity or earnings capacity. These expenditures add on to or improve capital assets owned, including certain system integrity, compliance and safety improvements. Sustaining capital expenditures also include certain well connects, and may include the acquisition or construction of new capital assets. Income attributable to preferred units represent cash distributions earned by the Preferred Limited Partnership Units. Cash distributions to be paid to the holders of the Preferred Limited Partnership Units, assuming a distribution is declared by DCP's board of directors, are not available to common unit holders. Non-cash mark-to-market of derivative instruments is considered to be non-cash for the purpose of computing distributable cash flow because settlement will not occur until future periods, and will be impacted by future changes in commodity prices and interest rates. Distributable cash flow is used as a supplemental liquidity and performance measure by DCP's management and by external users of its financial statements, such as investors, commercial banks, research analysts and others, to assess DCP's ability to make cash distributions to its unitholders. Excess free cash flow is used as a supplemental liquidity and performance measure by our management and by external users of our financial statements, such as investors, commercial banks, research analysts and others, and is useful to investors and management as a measure of our ability to generate cash. Once business needs and obligations are met, including cash reserves to provide funds for distribution payments on our units and the proper conduct of our business, which includes cash reserves for future capital expenditures and anticipated credit needs, this cash can be used to reduce debt, reinvest in the company for future growth, or return to unitholders.

ABOUT DCP MIDSTREAM, LP

DCP Midstream, LP (NYSE: DCP) is a Fortune 500 midstream master limited partnership headquartered in Denver, Colorado, with a diversified portfolio of gathering, processing, logistics and marketing assets. DCP is one of the largest natural gas liquids producers and marketers, and one of the largest natural gas processors in the U.S. The owner of DCP’s general partner is a joint venture between Enbridge and Phillips 66. For more information, visit the DCP Midstream, LP website at www.dcpmidstream.com.

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CAUTIONARY STATEMENTS

This press release may contain or incorporate by reference forward-looking statements as defined under the federal securities laws regarding DCP Midstream, LP, including projections, estimates, forecasts, plans and objectives. Although management believes that expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to be correct. In addition, these statements are subject to certain risks, uncertainties and other assumptions that are difficult to predict and may be beyond DCP's control. If any of these risks or uncertainties materialize, or if underlying assumptions prove incorrect, DCP's actual results may vary materially from what management forecasted, anticipated, estimated, projected or expected.

The key risk factors that may have a direct bearing on DCP's results of operations and financial condition are described in detail in the "Risk Factors" section of DCP's most recently filed annual report and subsequently filed quarterly reports with the Securities and Exchange Commission. Investors are encouraged to closely consider the disclosures and risk factors contained in DCP's annual and quarterly reports filed from time to time with the Securities and Exchange Commission. The forward looking statements contained herein speak as of the date of this announcement. DCP undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Information contained in this press release is unaudited and subject to change.

Investors or Analysts:

Mike Fullman

mfullman@dcpmidstream.com

303-605-1628

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DCP MIDSTREAM, LP

FINANCIAL RESULTS AND

SUMMARY FINANCIAL DATA

(Unaudited)

	Three Months Ended March 31,
	2022		2021
	(Millions, except per unit amounts)
Sales of natural gas, NGLs and condensate	$	3,455	$	2,569
Transportation, processing and other	155		118
Trading and marketing losses, net	(235)		(369)
Total operating revenues	3,375		2,318
Purchases and related costs	(3,075)		(2,037)
Operating and maintenance expense	(152)		(149)
Depreciation and amortization expense	(90)		(91)
General and administrative expense	(55)		(38)
Gain on sale of assets, net	7		—
Total operating costs and expenses	(3,365)		(2,315)
Operating income	10		3
Interest expense, net	(71)		(77)
Earnings from unconsolidated affiliates	143		128
Income tax expense	(1)		—
Net income attributable to noncontrolling interests	(1)		(1)
Net income attributable to partners	80		53
Series A preferred partner's interest in net income	(9)		(9)
Series B preferred partner's interest in net income	(3)		(3)
Series C preferred partner's interest in net income	(2)		(2)
Net income allocable to limited partners	$	66	$	39
Net income per limited partner unit — basic and diluted	$	0.32	$	0.19
Weighted-average limited partner units outstanding — basic	208.4		208.4
Weighted-average limited partner units outstanding — diluted	208.8		208.5

	March 31,		December 31,
	2022		2021
	(Millions)
Cash and cash equivalents	$	1	$	1
Other current assets	2,179		1,748
Property, plant and equipment, net	7,632		7,701
Other long-term assets	3,939		3,930
Total assets	$	13,751	$	13,380
Current liabilities	$	2,075	$	1,655
Current debt	505		355
Long-term debt	4,838		5,078
Other long-term liabilities	462		416
Partners' equity	5,846		5,851
Noncontrolling interests	25		25
Total liabilities and equity	$	13,751	$	13,380

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DCP MIDSTREAM, LP

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

(Unaudited)

	Three Months Ended March 31,
	2022		2021
	(Millions)
Reconciliation of Non-GAAP Financial Measures:
Net income attributable to partners	$	80	$	53
Interest expense, net	71		77
Depreciation, amortization and income tax expense, net of noncontrolling interests	91		91
Distributions from unconsolidated affiliates, net of earnings	25		1
Gain on sale of assets	(7)		—
Non-cash commodity derivative mark-to-market	176		53
Adjusted EBITDA	436		275
Interest expense, net	(71)		(77)
Sustaining capital expenditures, net of noncontrolling interest portion and reimbursable projects (a)	(13)		(10)
Distributions to preferred limited partners (b)	(14)		(14)
Other, net	(1)		1
Distributable cash flow	337		175
Distributions to limited partners	(81)		(81)
Expansion capital expenditures and equity investments, net of reimbursable projects	(9)		(4)
Other, net	—		(1)
Excess free cash flow	$	247	$	89
Net cash provided by operating activities	$	189	$	(4)
Interest expense, net	71		77
Net changes in operating assets and liabilities	2		152
Non-cash commodity derivative mark-to-market	176		53
Other, net	(2)		(3)
Adjusted EBITDA	436		275
Interest expense, net	(71)		(77)
Sustaining capital expenditures, net of noncontrolling interest portion and reimbursable projects (a)	(13)		(10)
Distributions to preferred limited partners (b)	(14)		(14)
Other, net	(1)		1
Distributable cash flow	337		175
Distributions to limited partners	(81)		(81)
Expansion capital expenditures and equity investments, net of reimbursable projects	(9)		(4)
Other, net	—		(1)
Excess free cash flow	$	247	$	89

(a) Excludes reimbursements for leasehold improvements

(b) Represents cumulative cash distributions earned by the Series A, B and C Preferred Units, assuming distributions are declared by DCP's board of directors.

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DCP MIDSTREAM, LP

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

SEGMENT FINANCIAL RESULTS AND OPERATING DATA

(Unaudited)

	Three Months Ended March 31,
	2022		2021
	(Millions, except as indicated)
Logistics and Marketing Segment:
Financial results:
Segment net income attributable to partners	$	141	$	146
Non-cash commodity derivative mark-to-market	45		5
Depreciation and amortization expense	3		3
Distributions from unconsolidated affiliates, net of earnings	23		1
Adjusted segment EBITDA	$	212	$	155
Operating and financial data:
NGL pipelines throughput (MBbls/d)	682		578
NGL fractionator throughput (MBbls/d)	53		43
Operating and maintenance expense	$	8	$	6
Gathering and Processing Segment:
Financial results:
Segment net income attributable to partners	$	71	$	27
Non-cash commodity derivative mark-to-market	131		48
Depreciation and amortization expense, net of noncontrolling interest	81		81
Distributions from unconsolidated affiliates, net of earnings	2		—
Gain on sale of assets	(7)		—
Adjusted segment EBITDA	$	278	$	156
Operating and financial data:
Natural gas wellhead (MMcf/d)	4,110		4,077
NGL gross production (MBbls/d)	402		361
Operating and maintenance expense	$	140	$	140

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XML

Document and Entity Information	May 04, 2022
Cover [Abstract]
Document Type	8-K
Document Period End Date	May 04, 2022
Entity Registrant Name	DCP MIDSTREAM, LP
Entity Incorporation, State or Country Code	DE
Entity File Number	001-32678
Entity Tax Identification Number	03-0567133
City Area Code	(303)
Local Phone Number	595-3331
Entity Address, Address Line One	6900 E. Layton Ave
Entity Address, Address Line Two	Suite 900
Entity Address, City or Town	Denver
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80237
Entity Central Index Key	0001338065
Amendment Flag	false
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Series B Preferred Limited Partners [Member]
Trading Symbol	DCP PRB
Title of 12(b) Security	7.875% Series B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units
Security Exchange Name	NYSE
Series C Preferred Limited Partners [Member]
Trading Symbol	DCP PRC
Title of 12(b) Security	7.95% Series C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units
Security Exchange Name	NYSE
Limited Partner [Member]
Trading Symbol	DCP
Title of 12(b) Security	Common units representing limited partnership interests
Security Exchange Name	NYSE