For the Three and Nine Months Ended
The following information should be read in conjunction with our Unaudited Condensed Consolidated Financial Statements and accompanying Notes included in this quarterly report on Form 10-Q and the Audited Consolidated Financial Statements and related Notes, together with our discussion and analysis of financial position and results of operations, included in our annual report on Form 10-K for the year endedDecember 31, 2019 (the "2019 Form 10-K"), as filed onFebruary 28, 2020 with theU.S. Securities and Exchange Commission ("SEC"). Our financial statements have been prepared in accordance with generally accepted accounting principles ("GAAP") inthe United States ("U.S.").
Key References Used in this Management's Discussion and Analysis
Unless the context requires otherwise, references to "we," "us," "our" or "Enterprise" are intended to mean the business and operations ofEnterprise Products Partners L.P. and its consolidated subsidiaries. References to "EPD" or the "Partnership" meanEnterprise Products Partners L.P. on a standalone basis. References to "EPO" meanEnterprise Products Operating LLC , which is an indirect wholly owned subsidiary of EPD, and its consolidated subsidiaries, through which EPD conducts its business. Enterprise is managed by its general partner,Enterprise Products Holdings LLC ("Enterprise GP"), which is a wholly owned subsidiary ofDan Duncan LLC , a privately heldTexas limited liability company. The membership interests ofDan Duncan LLC are owned by a voting trust, the current trustees ("DD LLC Trustees") of which are: (i)Randa Duncan Williams , who is also a director and Chairman of the Board of Directors (the "Board") of Enterprise GP; (ii)Richard H. Bachmann , who is also a director and Vice Chairman of theBoard of Enterprise GP ; and (iii) Dr.Ralph S. Cunningham , who is also an advisory director of Enterprise GP. Ms.Duncan Williams andMr. Bachmann also currently serve as managers ofDan Duncan LLC along withW. Randall Fowler , who is also a director and the Co-Chief Executive Officer and Chief Financial Officer of Enterprise GP. References to "EPCO" meanEnterprise Products Company , a privately heldTexas corporation, and its privately held affiliates. A majority of the outstanding voting capital stock of EPCO is owned by a voting trust, the current trustees ("EPCO Trustees") of which are: (i) Ms.Duncan Williams , who serves as Chairman of EPCO; (ii)Dr. Cunningham , who serves as Vice Chairman of EPCO; and (iii)Mr. Bachmann , who serves as the President and Chief Executive Officer of EPCO. Ms.Duncan Williams andMr. Bachmann also currently serve as directors of EPCO along withMr. Fowler , who is also the Executive Vice President and Chief Financial Officer of EPCO. EPCO, together with its privately held affiliates, owned approximately 32.2% of EPD's common units outstanding and 30% of its Series A Cumulative Convertible Preferred Units ("preferred units") outstanding atSeptember 30, 2020 .
As generally used in the energy industry and in this quarterly report, the acronyms below have the following meanings:
/d = per day MMBbls = million barrels
BBtus = billion British thermal units MMBPD = million barrels per day Bcf = billion cubic feet
MMBtus = million British thermal
units
BPD = barrels per day MMcf = million cubic feet
MBPD = thousand barrels per day TBtus = trillion British thermal units
As used in this quarterly report, the phrase "quarter-to-quarter" means the
third quarter of 2020 compared to the third quarter of 2019. Likewise, the
phrase "period-to-period" means the nine months ended
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Table of Contents CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION This quarterly report on Form 10-Q contains various forward-looking statements and information that are based on our beliefs and those of our general partner, as well as assumptions made by us and information currently available to us. When used in this document, words such as "anticipate," "project," "expect," "plan," "seek," "goal," "estimate," "forecast," "intend," "could," "should," "would," "will," "believe," "may," "potential" and similar expressions and statements regarding our plans and objectives for future operations are intended to identify forward-looking statements. Although we and our general partner believe that our expectations reflected in such forward-looking statements (including the forward-looking statements/expectations of third parties referenced in this quarterly report) are reasonable, neither we nor our general partner can give any assurances that such expectations will prove to be correct. Forward-looking statements are subject to a variety of risks, uncertainties and assumptions as described in more detail under Part I, Item 1A of our 2019 Form 10-K and within Part II, Item 1A of this quarterly report. These risks include recent impacts of the coronavirus disease 2019 ("COVID-19") and decreases in certain commodity prices resulting from demand weakness and oversupply, which are discussed in Part II, Item 1A "Risk Factors" of this quarterly report, and this Part I, Item 2. If one or more of these risks or uncertainties materialize, or if underlying assumptions prove incorrect, our actual results may vary materially from those anticipated, estimated, projected or expected. You should not put undue reliance on any forward-looking statements. The forward-looking statements in this quarterly report speak only as of the date hereof. Except as required by federal and state securities laws, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or any other reason. Overview of Business The Partnership is a publicly tradedDelaware limited partnership, the common units of which are listed on theNew York Stock Exchange ("NYSE") under the ticker symbol "EPD." The Partnership's preferred units are not publicly traded. We were formed inApril 1998 to own and operate certain natural gas liquids ("NGLs") related businesses of EPCO and are a leading North American provider of midstream energy services to producers and consumers of natural gas, NGLs, crude oil, petrochemicals and refined products. Our integrated midstream energy asset network links producers of natural gas, NGLs and crude oil from some of the largest supply basins in theU.S. ,Canada and theGulf of Mexico with domestic consumers and international markets. Our midstream energy operations currently include: natural gas gathering, treating, processing, transportation and storage; NGL transportation, fractionation, storage, and export and import terminals (including those used to export liquefied petroleum gases, or "LPG," and ethane); crude oil gathering, transportation, storage, and export and import terminals; petrochemical and refined products transportation, storage, export and import terminals, and related services; and a marine transportation business that operates primarily on theU.S. inland andIntracoastal Waterway systems. Our assets currently include approximately 50,000 miles of pipelines; 260 MMBbls of storage capacity for NGLs, crude oil, petrochemicals and refined products; and 14 Bcf of natural gas storage capacity. The Partnership is owned by its limited partners (preferred and common unitholders) from an economic perspective. Enterprise GP, which owns a non-economic general partner interest in the Partnership, manages our operations. The Partnership conducts substantially all of its business through EPO.We, Enterprise GP, EPCO and Dan Duncan LLC are affiliates under the collective common control of theDD LLC Trustees and the EPCO Trustees. Like many publicly traded partnerships, we have no employees. All of our management, administrative and operating functions are performed by employees of EPCO pursuant to an administrative services agreement (the "ASA") or by other service providers. Our operations are reported under four business segments: (i) NGL Pipelines & Services, (ii) Crude Oil Pipelines & Services, (iii) Natural Gas Pipelines & Services, and (iv) Petrochemical & Refined Products Services. Our business segments are generally organized and managed according to the types of services rendered (or technologies employed) and products produced and/or sold.
We provide investors access to additional information regarding the Partnership, including information relating to our governance procedures and principles, through our website, www.enterpriseproducts.com.
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Table of Contents Current Outlook As noted previously, this quarterly report on Form 10-Q, including this update to our outlook on business conditions, contains forward-looking statements that are based on our beliefs and those of our general partner, as well as assumptions made by us and information currently available to us, which includes forecast information published by third parties. See "Cautionary Statement Regarding Forward-Looking Information" within this Part I, Item 2 and "Risk Factors" in Part II, Item 1A, for additional information. The following update to our Current Outlook replaces the general outlook provided in our 2019 Form 10-K under Part II, Item 7 and presents our current views on key midstream energy supply and demand fundamentals for the remainder of 2020 and extending, where appropriate, into 2021. The third-party supply and demand forecasts cited in the following discussion, including our internal forecasts based on such information, remain subject to significant uncertainty because mitigation and reopening efforts related to COVID-19 and the introduction of approved vaccines or proven therapeutics continue to evolve. As described in our 2019 Form 10-K, changes in the supply of and demand for hydrocarbon products impacts both the volume of products that we sell and the level of services that we provide to customers, which in turn has a direct impact on our financial position, results of operations and cash flows. The global effects of the COVID-19 pandemic, which began in the first quarter of 2020 and include the consequences of international COVID-19 containment measures (e.g., quarantines, travel restrictions, temporary business closures and similar protective actions), reduced near-term demand for hydrocarbon products by record amounts and created a significant oversupply situation. Also, in the early stages of the pandemic, disputes between members of theOrganization of the Petroleum Exporting Countries ("OPEC") andRussia (collectively, the "OPEC+" group) over crude oil production levels led to unprecedented volatility in global energy markets and a historic collapse in crude oil prices inApril 2020 . Although the OPEC+ group and other producers subsequently reached agreements to gradually reduce the oversupply of crude oil through production cuts, the downturn in the energy industry caused by lower demand and prices negatively impacted us, the producers we work with and our other customers to varying degrees. Demand Side Observations Across the globe, downstream demand for petroleum products such as gasoline and jet fuel has recovered from the lows of the second quarter of 2020, but remains depressed due to the effects of the pandemic and refiners have reduced their utilization rates in response. Many countries have begun to ease their COVID-19 containment measures and central banks and governments have instituted fiscal measures in an effort to stimulate economic activity. As a result, hydrocarbon demand has started to recover; however, a continuation of this trend remains dependent on successful containment of the disease and the development of approved vaccines and proven therapeutics. In itsOctober 2020 Short-Term Energy Outlook datedOctober 6, 2020 (the "October 2020 STEO"), theU.S. Energy Information Administration ("EIA") forecast that global demand for petroleum and related liquids would average 92.8 MMBPD in 2020 and 99.1 MMBPD in 2021. By contrast, the EIA estimates that global crude oil demand for 2019 (pre-pandemic) averaged 101.5 MMBPD. The decrease in hydrocarbon demand attributable to COVID-19 and the resulting oversupply situation caused a significant decrease in crude oil prices. Prior to the pandemic, crude oil prices for West Texas Intermediate ("WTI") atCushing, Oklahoma (as reported by the NYMEX) closed at$61.06 per barrel onDecember 31, 2019 . ByMarch 31, 2020 , WTI prices closed at$20.48 per barrel and, notwithstanding the announced OPEC+ production cuts, closed at a record low of a negative$37.63 per barrel onApril 20, 2020 . As demand began to recover starting in the second quarter of 2020, WTI prices rebounded from the April lows and closed at$39.27 per barrel onJune 30, 2020 . AtSeptember 30, 2020 , WTI prices closed at$40.22 per barrel.
Supply Side Observations
Production cuts within the OPEC+ group, along with market-driven cuts inU.S. , Brazilian and Canadian supplies due to lower crude oil prices, continue to provide much-needed support for international energy markets in coping with the ongoing weakness in hydrocarbon demand attributable to the pandemic. The OPEC+ group resolved their production dispute by agreeing to reduce their combined crude oil production by 9.7 MMBPD in May andJune 2020 , 9.6 MMBPD inJuly 2020 , 7.7 MMBPD from August throughDecember 2020 and 5.8 MMBPD fromJanuary 2021 toApril 2022 . The OPEC+ agreement is scheduled to be reevaluated inDecember 2021 . In the meantime, global supply and demand fundamentals are continually evaluated by the OPEC+Joint Ministerial Monitoring Committee . The duration of market-driven production cuts by non-OPEC countries such asU.S. ,Brazil andCanada will depend on supply and demand fundamentals. According to theOctober 2020 STEO, the EIA expects global crude oil production to average 94.6 MMBPD in 2020, which represents a decline of 6.1 MMBPD when compared to 2019, and to average 98.8 MMBPD in 2021. 51
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As a result of the current business environment, most oil producers inNorth America have reduced their drilling and completion of new wells.Baker Hughes reported that the total number of drilling rigs working in the continentalU.S. (combined crude oil and natural gas rigs) declined from 805 atDecember 31, 2019 to 728 atMarch 31, 2020 and further to 265 atJune 30, 2020 . TheU.S. drilling rig count stood at 266 onOctober 2, 2020 . In itsOctober 2020 STEO, the EIA forecasts thatU.S. crude oil production will average 11.5 MMBPD in 2020, which is down from 12.3 MMBPD in 2019. Furthermore, the EIA expectsU.S. crude oil production to average 11.1 MMBPD in 2021. According to theOctober 2020 STEO, the EIA expectsU.S. crude oil production to decline to an average of 11.0 MMBPD in the second quarter of 2021 since near-term drilling and completion activity will not generate enough production to offset declines from existing wells. The EIA expects drilling activity to rise later in 2021, contributing toU.S. crude oil production returning to 11.2 MMBPD in the fourth quarter of 2021.
Enterprise Outlook
Given the combination of the record retrenchment in drilling and completion activities byU.S. producers in 2020, along with steep decline curves in shale basins that result in lower near-term production through mid-2021, and the expected continuing recovery of global hydrocarbon demand following the pandemic, we believe that crude oil prices could begin to increase as early as the second half of 2021. However, in the interim, we believe the midstream industry will be challenged in its producer-facing businesses and that the challenges and opportunities will be different for each producing basin.
Although the current industry and business outlooks remain challenging, we believe that our integrated, diversified and fee-based business model, will enable us to successfully traverse this difficult period. The Partnership and its consolidated operations remain in a strong position, with our financial strength and operational flexibility demonstrated by the following:
• At
was comprised of
revolving credit facilities and
Our liquidity is supported by investment grade credit ratings on EPO's
long-term senior unsecured debt of BBB+, Baa1 and BBB+ from Standard & Poors,
Moody's and Fitch, respectively.
• EPO successfully issued
the first nine months of 2020. Based on current conditions, we believe that we
will have sufficient liquidity and/or access to debt capital markets to fund
the remaining principal amount of senior notes maturing through 2021.
• In light of the current downturn in the domestic energy industry, we
reevaluated our planned capital investments. Based on information currently
available, we now expect our total capital investments for 2020, net of
contributions from joint venture partners, to approximate
(originally forecast in our 2019 Form 10-K at
which reflects growth capital investments of
expect our growth capital investments in 2021 and 2022 for sanctioned projects
to approximate
not include capital investments associated with our proposed deepwater offshore
crude oil terminal (the
to governmental approvals. We do not expect to receive the approvals for SPOT
in 2020.
• We continue to optimize our assets to provide incremental services to customers
and to respond to market opportunities. As prices for certain NGLs, crude oil
and refined products fell in 2020 due to collapsing demand for refined products
as a result of the pandemic, our storage services provided valuable flexibility
for our customers. In addition, our earnings from marketing activities for the
nine months ended
capacity to capture contango opportunities in NGLs, crude oil and refined products.
• Across all of our assets, we have contracted with a large number of quality
customers in order to achieve customer diversification. In 2019, our top 200
largest customers represented 96% of consolidated revenues. Based on their
respective year-end 2019 debt ratings, 81% of our top 200 customers were either
investment grade rated or backed by letters of credit. Additionally, only 6%
of our top 200 customer revenues were attributable to sub-investment grade or
non-rated upstream producers. Given the current market environment, the rating
agencies have taken numerous rating actions, including downgrades, across the
energy industry. After adjusting for all ratings actions through
2020, we estimate that 78% of our top 200 customers remain investment grade
rated or are backed by letters of credit. 52
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In light of current events, we are closely monitoring the recoverability of our long-lived assets for potential impairment. We recognized$77.0 million and$90.4 million of non-cash asset impairment charges during the three and nine months endedSeptember 30, 2020 , respectively. If the adverse economic impacts of the pandemic persist for longer periods than currently expected, these developments could result in our recognition of additional non-cash impairment charges in the future.
Significant Recent Commercial Developments
Expansion of
InJuly 2019 , we announced an expansion of ourMidland -to-ECHO System comprised of a 36-inch pipeline extending fromMidland, Texas to our Enterprise CrudeHouston ("ECHO") terminal, and further from ECHO to a third-party terminal inWebster, Texas (collectively, the "Midland -to-Webster pipeline"). InOctober 2020 , we announced that theMidland -to-ECHO segment was placed into service. We expect the ECHO-to-Webster segment to enter service in the fourth quarter of 2020. Once all facilities are placed into full commercial service, our transportation capacity on the pipeline is expected to be approximately 450 MBPD. We proportionately consolidate a 29% undivided interest in theMidland -to-Webster pipeline, which we refer to as the "Midland -to-ECHO 3" pipeline.
Amendments to Crude Oil Transportation Agreements; Cancellation of
InSeptember 2020 , we announced the amendment of certain crude oil transportation agreements and the related cancellation of theMidland -to-ECHO 4 pipeline. In general, the amendments provide for the reduction of near-term pipeline volume commitments in exchange for extending the term of the related transportation agreements and using existing pipeline infrastructure. Cancellation of theMidland -to-ECHO 4 pipeline reduced our growth capital investments by an aggregate$800 million over the years 2020 through 2022. As a result of the cancellation, we recorded an impairment charge of$42.0 million during the third quarter of 2020.
Enterprise Co-Loads Export Vessels at Houston Ship Channel Terminals
InJuly 2020 , we completed the simultaneous loading of propane and polymer grade propylene ("PGP") into separate compartments on a Very Large Gas Carrier at ourEnterprise Hydrocarbons Terminal ("EHT"), as well as the simultaneous loading of ethane and ethylene on a vessel at ourMorgan's Point Marine Terminal . Both vessels were the first export cargoes of their kind from theU.S.
Enterprise Enters Into Long-Term Sales Agreement in Support of PDH 2 Facility
InJune 2020 , we announced the execution of a long-term sales agreement with Marubeni Corporation to supply PGP from our second propane dehydrogenation plant ("PDH 2"), which is currently under construction at ourMont Belvieu complex. Marubeni Corporation is a major Japanese integrated trading and investment business conglomerate and the world's largest olefins trader. PGP is a primary petrochemical that has global demand growth as a feedstock to manufacture consumer, medical and industrial products that improve the daily lives and protect the health of people around the world. PDH 2 is expected to have the capacity to upgrade 35 MBPD of propane into 1.65 billion pounds per year (equivalent to 25 MBPD) of PGP and begin service in the second quarter of 2023. Upon completion of PDH 2, our total capacity to produce PGP is expected to be 11 billion pounds per year, representing the largest PGP production complex in the world.
Enterprise Ramps Up Ethylene Exports at its
InJune 2020 , we announced that the loading capacity of our jointly-owned ethylene export terminal located on the Houston Ship Channel atMorgan's Point, Texas was exceeding our interim design expectations and that ethylene exports for June would exceed 175 million pounds. In fact, the marine terminal loaded a record-sized ethylene cargo of 44 million pounds on the Navigator Eclipse. We expect to complete the construction of an ethylene storage tank at the terminal site by the end of 2020, which should increase the terminal's total loading capacity to 2.2 billion pounds per year. 53
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The marine terminal volumes are supported by our high-capacity ethylene storage hub and pipeline system, which is connected to four ethylene pipeline systems. We expect to complete three additional connections by the end of 2020, linking the system to a majority of ethylene production capacity inTexas . Our open access ethylene storage hub and pipeline system provides domestic ethylene producers access to both domestic and global markets.
Selected Energy Commodity Price Data
The following table presents selected average index prices for natural gas and selected NGL and petrochemical products for the periods indicated:
Polymer Refinery
Natural Normal Natural
Grade Grade Processing
Gas, Ethane, Propane, Butane, Isobutane, Gasoline,
Propylene, Propylene, Gross Spread
$/MMBtu $/gallon $/gallon $/gallon $/gallon $/gallon
$/pound $/pound $/gallon
(1) (2) (2) (2) (2) (2) (3) (3) (4) 2019 by quarter: 1st Quarter$3.15 $0.30 $0.67 $0.82 $0.85 $1.16 $0.38 $0.24 $0.31 2nd Quarter$2.64 $0.21 $0.55 $0.63 $0.65 $1.21 $0.37 $0.24 $0.25 3rd Quarter$2.23 $0.17 $0.44 $0.51 $0.66 $1.06 $0.38 $0.23 $0.21 4th Quarter$2.50 $0.19 $0.50 $0.68 $0.82 $1.20 $0.35 $0.21 $0.25 2019 Averages$2.63 $0.22 $0.54 $0.66 $0.75 $1.16
2020 by quarter: 1st Quarter$1.95 $0.14 $0.37 $0.57 $0.63 $0.93 $0.31 $0.18 $0.19 2nd Quarter$1.71 $0.19 $0.41 $0.43 $0.44 $0.41 $0.26 $0.11 $0.17 3rd Quarter$1.98 $0.22 $0.50 $0.58 $0.60 $0.80 $0.35 $0.17 $0.25 2020 Averages$1.88 $0.18 $0.43 $0.53 $0.56 $0.71
(1) Natural gas prices are based on Henry-Hub Inside FERC commercial index prices
as reported by Platts, which is a division of
are based on Mont Belvieu Non-TET commercial index prices as reported by Oil
product as reported by IHS Chemical, a division of
Chemical"). Refinery grade propylene ("RGP") prices represent
weighted-average spot prices for such product as reported by IHS Chemical. (4) The "Indicative Gas Processing Gross Spread" represents a generic estimate of
the gross economic benefit from extracting NGLs from natural gas production
based on certain pricing assumptions. Specifically, it is the amount by
which the assumed economic value of a composite gallon of NGLs at Mont
Belvieu,
natural gas at Henry Hub,
indicative spread does not consider the operating costs incurred by a natural
gas processing facility to extract the NGLs nor the transportation and
fractionation costs to deliver the NGLs to market. In addition, the actual
gas processing spread earned at each plant is determined by regional pricing
and extraction dynamics. As presented in the table above, the indicative
spread assumes that a gallon of NGLs is comprised of 47% ethane, 28% propane,
9% normal butane, 6% isobutane and 10% natural gasoline. The value of an
equivalent amount of energy in natural gas to one gallon of NGLs is assumed
to be 8.4% of the price of a MMBtu of natural gas at Henry Hub.
The weighted-average indicative market price for NGLs was$0.41 per gallon in the third quarter of 2020 versus$0.39 per gallon during the third quarter of 2019. Likewise, the weighted-average indicative market price for NGLs was$0.36 per gallon during the nine months endedSeptember 30, 2020 compared to$0.48 per gallon during the same period in 2019. 54
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The following table presents selected average index prices for crude oil for the periods indicated:
WTI Midland Houston LLS Crude Oil, Crude Oil, Crude Oil Crude Oil, $/barrel $/barrel $/barrel $/barrel (1) (2) (2) (3) 2019 by quarter: 1st Quarter$54.90 $53.70 $61.19 $62.35 2nd Quarter$59.81 $57.62 $66.47 $67.07 3rd Quarter$56.45 $56.12 $59.75 $60.64 4th Quarter$56.96 $57.80 $60.04 $60.76 2019 Averages$57.03 $56.31 $61.86 $62.71 2020 by quarter: 1st Quarter$46.17 $45.51 $47.81 $48.15 2nd Quarter$27.85 $28.22 $29.68 $30.12 3rd Quarter$40.93 $41.05 $41.77 $42.47 2020 Averages$38.32 $38.26 $39.75 $40.25
(1) WTI prices are based on commercial index prices at
measured by the NYMEX.
(2)
reported by Argus. (3) Light Louisiana Sweet ("LLS") prices are based on commercial index prices as
reported by Platts. The decline in commodity prices since the beginning of 2020 is attributable to the ongoing effects of the COVID-19 pandemic and, with respect to crude oil, the production dispute betweenSaudi Arabia andRussia . See "Current Outlook" within this Part I, Item 2 for information regarding these events. Fluctuations in our consolidated revenues and cost of sales amounts are explained in large part by changes in energy commodity prices. A decrease in our consolidated marketing revenues due to lower energy commodity sales prices may not result in a decrease in gross operating margin or cash available for distribution, since our consolidated cost of sales amounts would also decrease due to comparable decreases in the purchase prices of the underlying energy commodities. The same type of correlation would be true in the case of higher energy commodity sales prices and purchase costs. We attempt to mitigate commodity price exposure through our hedging activities and the use of fee-based arrangements. See Note 14 of the Notes to Unaudited Condensed Consolidated Financial Statements included under Part I, Item 1 of this quarterly report for information regarding our commodity hedging activities. 55
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