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8-K - 8-K - MPLX LPmplxform8-kq42015earningsr.htm
MPLX LP Reports Fourth-Quarter and Full-Year 2015 Financial Results

Completed strategic combination with MarkWest on Dec. 4
Reported fourth-quarter 2015 adjusted EBITDA of $286 million and distributable cash flow of $227 million
Delivered 29.1 percent distribution growth in 2015 with a 1.27 coverage ratio
MPC offered to contribute its inland marine business to the partnership in exchange for MPLX equity
Commenced operation of three major facilities in the Marcellus shale

FINDLAY, Ohio, Feb. 3, 2016 - MPLX LP (NYSE: MPLX) today reported fourth-quarter and full-year 2015 financial results. Effective Dec. 4, 2015, MPLX and MarkWest Energy Partners (MarkWest) completed the previously announced merger by which MarkWest became a wholly-owned subsidiary of MPLX and together formed one of the largest master limited partnerships (MLPs) in the U.S. The financial and operational results of MarkWest are included in MPLX’s results from the date of the merger, unless otherwise noted.
 
 
Three Months Ended 
 December 31
 
 
Year Ended 
 December 31
(In millions, except per unit)
 
2015
 
 
2014
 
 
2015
 
 
2014
Net income attributable to MPLX(a)
$
18

 
$
29

 
$
156

 
$
121

Adjusted EBITDA attributable to MPLX(b)
 
286

 
 
42

 
 
486

 
 
166

Distributable cash flow attributable to MPLX(b)
 
227

 
 
32

 
 
399

 
 
137

Distribution per unit
 
0.5000

 
 
0.3825

 
 
1.8200

 
 
1.4100

Growth capital expenditures(a)(c)(d) 
 
145

 
 
21

 
 
249

 
 
51

(a) Reflects the results of MarkWest from the date of the merger, Dec. 4, 2015.
(b) Non-GAAP measure including MarkWest from Oct. 1, 2015. See reconciliation below.
(c) Excludes non-affiliated joint-venture (JV) members' share of capital expenditures.
(d) See reconciliation below.

"MPLX’s successful combination with MarkWest creates a diversified, large-cap MLP with compelling long-term growth opportunities," said Gary R. Heminger, MPLX chairman and chief executive officer. "The combination expands our asset base and positions us to continue supporting natural gas liquids development in North America, which provides significant future earnings potential. Our commitment to a strong balance sheet, fee-based cash flows, and supportive sponsor position us for sustainable growth."

Heminger noted that, in addition to this substantial diversification, MarkWest also adds scale to the partnership. "MarkWest has long-term relationships with many producers who operate in the most economic shale plays in the country. The MarkWest leadership team has a demonstrated record of successfully executing midstream organic capital programs to meet producers' needs," Heminger said. "Together with MPLX's existing crude oil and refined products logistics and storage network, we have the ability to pursue projects along the entire hydrocarbon value chain. These opportunities, combined with prospective drop-downs from our sponsor Marathon Petroleum Corporation [NYSE: MPC], are expected to contribute to the partnership's long-term growth profile."


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Heminger highlighted the partnership’s strategic advantages in its newly-acquired, full-service midstream assets, saying, "MarkWest has the right assets in the right locations. Even in the current market conditions, we continue to see increased volumes in the Marcellus and Utica shales. We believe the partnership is well-positioned to execute its future growth strategy."

During the fourth quarter of 2015, Heminger indicated that in light of the higher MLP yield environment, drop-down transactions could be expected as early as 2016. Consistent with this guidance, MPC recently offered to contribute its inland marine business to MPLX, with funding anticipated to consist entirely of MPLX equity issued to MPC. The transaction is expected to close in the second quarter, pending requisite approvals. Heminger noted that an all-unit transaction and a supportive valuation demonstrate MPC’s support and provide MPLX a more attractive alternative than accessing the public capital markets. He stressed that MPLX remains committed to maintaining an investment-grade credit profile, which is supported by the anticipated issuance of equity to MPC. MPLX is targeting a leverage ratio of approximately 4.0 times by the end of the year.

"The inland marine business has high-quality assets and is strategically located in key markets. Essentially all of its operations support the movement of crude oil and refined products for MPC," said Heminger. "The cash flows generated from the marine business will further diversify the partnership's earnings stream." Heminger emphasized the fee-for-capacity arrangement associated with these assets and the highly predictable earnings they are expected to generate for the partnership.

As announced on Jan. 25, the board of directors of MPLX’s general partner declared a distribution of $0.50 per common unit, resulting in a 1.20 times distribution coverage ratio for the fourth quarter. Since the partnership’s initial public offering in October 2012, the MPLX board has authorized distribution increases for 12 consecutive quarters, representing a compound annual growth rate of 24 percent over its minimum quarterly distribution. The partnership achieved its forecasted increase to distributions of 29 percent in 2015.
"The continued decline in commodity prices, and the market's increasing belief that these conditions will persist for some period of time, has resulted in a challenging valuation and a higher yield environment within the MLP space," said Heminger, also noting that many MLPs have taken steps to address the deteriorating market conditions with significant reductions to either distributions or distribution growth rates. "Given current market conditions, more modest growth in volumes of natural gas and natural gas liquids, the increase in our yield and the impacts to our valuation, we are now forecasting distribution growth of 12 to 15 percent for 2016, which is among the highest for large-cap, diversified MLPs." He said this guidance considers the continuing supportive measures expected from MPC, which include those in connection with the anticipated marine transaction, the expected placement of additional equity with MPC, incubating projects for future acquisition by MPLX, and the ability to borrow from MPC via an inter-company loan agreement. As MPC continues to evaluate the support options available, it is expected to consider the capital allocation needs of both companies.
"We will assess the distribution growth rate for 2017 later this year and provide guidance around the partnership’s growth expectations at that time," Heminger said. "We are continuing to build our financial strength and preserve capital to achieve sustainable long-term growth." He reiterated that continuing support anticipated from its sponsor and maintaining an investment-grade credit profile should allow the partnership to manage the near-term challenges and provide long-term growth. "As we continue to optimize our growth capital investments to support our producer customers and diversify our asset base through acquisitions and drop-downs from our


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sponsor, we look forward to increasing our steady earnings streams and capitalizing on the opportunities available to us."

Operational Highlights
Commenced operation of one processing plant and two fractionation facilities in the Marcellus shale, increasing the partnership’s total processing capacity by 200 million cubic feet per day and fractionation capacity by 73,000 barrels per day
Completed 1.24 million barrel expansion at the Patoka tank farm to support the startup of the Southern Access Extension pipeline, which commenced operations in December 2015
10 major processing and fractionation projects currently under construction on a just-in-time basis; five expected to be completed in 2016 to meet forecasted growth in producer volumes

Segment Results

MPLX has two reportable segments: Logistics and Storage, and Gathering and Processing. Each of these segments is organized and managed based upon the nature of the products and services it offers. Segment results represent income from operations attributable to the reportable segments, including partially-owned entities operated by the partnership that are accounted for as equity method investments. Segment results are also adjusted to exclude the portion of income from operations attributable to the noncontrolling interests related to partially-owned entities that are either consolidated or recorded based upon the equity method investment.

Logistics and Storage - transports and stores crude oil, refined products and other hydrocarbon-based products. This segment generally corresponds to the MPLX business prior to the MarkWest acquisition.
Gathering and Processing - gathers, processes and transports natural gas; gathers, transports, fractionates, stores and markets natural gas liquids (NGLs). This segment generally corresponds to the MarkWest business, which was acquired on Dec. 4, 2015.

 
 
Three Months Ended 
 December 31
 
 
Year Ended 
 December 31
(In millions)
 
2015
 
 
2014
 
 
2015
 
 
2014
 
 
 
 
 
 
 
 
 
 
 
 
Logistics and Storage
$
71

 
$
57

 
$
322

 
$
213

Gathering and Processing
 
76

 
 

 
 
76

 
 

Segment operating income attributable to MPLX LP(a)
$
147

 
$
57

 
$
398

 
$
213

 
 
 
 
 
 
 
 
 
 
 
 
(a) See reconciliation below for details.

Logistics and Storage segment operating income for the fourth quarter of 2015 was $71 million, compared with $57 million over the same period in 2014. For the full-year 2015, Logistics and Storage segment operating income was $322 million, compared with $213 million for the full-year 2014. The increase in the fourth quarter and full year was primarily due to the acquisition of the remaining interest in MPLX Pipe Line Holdings LP and higher average tariff rates. The fourth quarter increase was partially offset by a reduction in transported volumes and the full year increase was partially offset by a reduction in the amount of deferred revenue recognized from volume deficiency credits.



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Gathering and Processing segment operating income increased for the three and twelve months ended Dec. 31, 2015, compared to the same periods in 2014. This increase is due to the acquisition of MarkWest.

Corporate general and administrative expenses, unrealized derivative gains and depreciation and amortization are not allocated to the reportable segments. MPLX management does not consider these items allocable to or controllable by any individual segment, and therefore, excludes these items when evaluating segment performance.

Financial Position and Liquidity

In connection with the combination, we assumed an aggregate principal amount of $4.1 billion in senior notes issued by MarkWest and MarkWest Energy Finance Corporation. On Dec. 22, 2015, we completed offers to exchange any and all outstanding MarkWest senior notes for up to $4.1 billion aggregate principal amount of new notes issued by MPLX having the same maturity and interest rates as the MarkWest senior notes. The exchange was completed for 98.4 percent, or $4.0 billion, of MarkWest senior notes.

On Dec. 4, 2015, our existing credit agreement was amended to, among other things, increase the aggregate amount of our bank revolving credit capacity from $1.0 billion to $2.0 billion.

On Dec. 4, 2015, MPLX entered into a loan agreement with MPC Investment LLC, a wholly-owned subsidiary of MPC, providing for a $500 million revolving credit facility which is scheduled to mature on Dec. 4, 2020. As of Dec. 31, 2015, there was $8 million in borrowings outstanding under this facility.

As of Dec. 31, 2015, MPLX had $43 million in cash. In addition, MPLX had $1.12 billion of remaining capacity under its $2 billion bank revolving credit facility, as well as $492 million available under the facility with MPC. MPLX reported a leverage ratio of 4.7 times on a covenant basis. MPLX remains committed to maintaining an investment grade credit profile and is targeting a leverage ratio of 4.0 times by the end of 2016.

2016 Forecast

For 2016, MPLX forecasts net income in a range of $325 million to $485 million, adjusted earnings before interest, taxes, depreciation and amortization (EBITDA) in a range of $1.25 billion to $1.40 billion and distributable cash flow (DCF) in a range of $970 million to $1.10 billion based on its current forecast of operational volumes, commodity prices, and derivative instruments currently outstanding. A $0.05 per gallon change in NGL prices is forecasted to result in an approximate $18 million change to DCF.

MPLX is forecasting distribution growth of 12 to 15 percent for 2016.

MPLX’s portion of growth capital expenditures for 2016 is forecasted in a range of $1.0 billion to $1.5 billion. Maintenance capital for 2016 is forecasted at approximately $61 million.

Conference Call

At 2 p.m. EST today, MPLX will hold a conference call and webcast to discuss the reported results and provide an update on operations. Interested parties may listen to the conference call by dialing 1-800-447-0521 (confirmation #41539371) or by visiting MPLX's website at http://www.mplx.com and clicking on the "2015 Fourth-Quarter Financial Results" link in the "News &


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Headlines" section. Replays of the conference call will be available on MPLX's website through Wednesday, Feb. 17. Investor-related material will also be available online prior to the conference call and webcast at http://ir.mplx.com.

###

About MPLX LP

MPLX is a diversified, growth-oriented master limited partnership formed in 2012 by Marathon Petroleum Corporation to own, operate, develop and acquire midstream energy infrastructure assets. We are engaged in the gathering, processing and transportation of natural gas; the gathering, transportation, fractionation, storage and marketing of NGLs; and the transportation and storage of crude oil and refined petroleum products. Headquartered in Findlay, Ohio, MPLX's assets consist of a network of common carrier crude oil and products pipeline assets located in the Midwest and Gulf Coast regions of the United States, a butane storage cavern located in West Virginia with approximately 1 million barrels of natural gas liquids storage capacity, crude oil and product storage facilities (tank farms) with approximately 4.5 million barrels of available storage capacity, a barge dock facility with approximately 78,000 barrels per day of crude oil and product throughput capacity and gathering and processing assets which includes more than 5,000 miles of gas gathering and NGL pipelines, over 50 gas processing plants, more than 10 NGL fractionation facilities and one condensate stabilization facility.

Investor Relations Contacts:
Lisa Wilson (419) 421-2071
Kevin Hawkins (866) 858-0482

Media Contacts:
Chuck Rice (419) 421-2521
Brandon Daniels (419) 421-3127

In addition to our financial information presented in accordance with U.S. generally accepted accounting principles (GAAP), management utilizes additional non-GAAP measures to facilitate comparisons of past performance and future periods. This press release and supporting schedules include the non-GAAP measures adjusted EBITDA and distributable cash flow (DCF). DCF and adjusted EBITDA should not be considered separately from or as a substitute for net income, income from operations, or cash flow as reflected in our financial statements. The GAAP measure most directly comparable to adjusted EBITDA and DCF is net income and net cash provided by operating activities. We define adjusted EBITDA as net income adjusted for (i) depreciation and amortization; (ii) provision for income taxes; (iii) non-cash equity-based compensation; (iv) net interest and other financial costs; (v) equity investment income; (vi) equity method distributions; and (vii) acquisition costs. In general, we define DCF as adjusted EBITDA plus (i) the current period cash received/deferred revenue for committed volume deficiencies less (ii) net interest and other financial costs; (iii) unrealized gain on commodity hedges; (iv) equity investment capital expenditures paid out; (v) equity investment cash contributions; (vi) maintenance capital expenditures paid; (vii) volume deficiency credits recognized; and (viii) other non-cash items.

Adjusted EBITDA is a financial performance measure used by management, industry analysts, investors, lenders, and rating agencies to assess the financial performance and operating results of our ongoing business operations. Additionally, we believe adjusted EBITDA provides useful information to investors for trending, analyzing and benchmarking our operating results from


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period to period as compared to other companies that may have different financing and capital structures.

DCF is a financial performance measure used by management as a key component in the determination of cash distributions paid to unitholders. We believe DCF is an important financial measure for unitholders as an indicator of cash return on investment and to evaluate whether the partnership is generating sufficient cash flow to support quarterly distributions. In addition, DCF is commonly used by the investment community because the market value of publicly traded partnerships is based, in part, on DCF and cash distributions paid to unitholders.
 
This press release contains forward-looking statements within the meaning of federal securities laws regarding MPLX LP ("MPLX"), Marathon Petroleum Corporation ("MPC"), and MarkWest Energy Partners, L.P. ("MarkWest"). These forward-looking statements relate to, among other things, expectations, estimates and projections concerning the business and operations of MPLX, MPC, and MarkWest. You can identify forward-looking statements by words such as "anticipate," "believe," "estimate," "expect," "forecast", "goal," "guidance," "imply," "objective," "opportunity,” "outlook," "plan," "project," "prospective," "position," "potential," "pursue," "seek," "target," "could," "may," "should," "would," "will" or other similar expressions that convey the uncertainty of future events or outcomes. Such forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond the companies' control and are difficult to predict. In addition to other factors described herein that could cause MPLX's actual results to differ materially from those implied in these forward-looking statements, negative capital market conditions, including a persistence or increase of the current yield on common units, which is higher than historical yields, could adversely affect MPLX's ability to meet its distribution growth guidance. Factors that could cause MPLX's or MarkWest's actual results to differ materially from those implied in the forward-looking statements include: risk that the synergies from the MPLX/MarkWest merger transaction may not be fully realized or may take longer to realize than expected; disruption from the MPLX/MarkWest merger transaction making it more difficult to maintain relationships with customers, employees or suppliers; risks relating to any unforeseen liabilities of MarkWest; the adequacy of MPLX's capital resources and liquidity, including, but not limited to, availability of sufficient cash flow to pay MPLX’s distributions, and the ability to successfully execute both companies' business plans and growth strategies; the timing and extent of changes in commodity prices and demand for crude oil, refined products, feedstocks or other hydrocarbon-based products; volatility in and/or degradation of market and industry conditions; completion of midstream infrastructure by competitors; disruptions due to equipment interruption or failure, including electrical shortages and power grid failures; the suspension, reduction or termination of MPC's obligations under MPLX's commercial agreements; modifications to earnings and distribution growth objectives; the level of support from MPC, including dropdowns, alternative financing arrangements, taking equity units, and other methods of sponsor support, as a result of the capital allocation needs of the enterprise as a whole and its ability to provide support on commercially reasonable terms; federal and state environmental, economic, health and safety, energy and other policies and regulations; changes to MPLX's capital budget; other risk factors inherent to MPLX or MarkWest's industry; and the factors set forth under the heading "Risk Factors" in MPLX's Annual Report on Form 10-K for the year ended Dec. 31, 2014, filed with the SEC; and the factors set forth under the heading "Risk Factors" in MarkWest's Annual Report on Form 10-K for the year ended Dec. 31, 2014, and Quarterly Report on Form 10-Q for the quarter ended Sept. 30, 2015, filed with the SEC (former ticker symbol: MWE). These risks, as well as other risks associated with MPLX, MarkWest and the merger transaction, are also more fully discussed in the joint proxy statement and prospectus included in the registration statement on Form S-4 filed by MPLX and declared effective by the SEC on Oct. 29, 2015, as supplemented. Factors that could cause MPC's actual results to differ materially from those implied in the forward-looking statements include: risks described above


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relating to MPLX, MarkWest and the MPLX/MarkWest merger transaction; changes to the expected construction costs and timing of pipeline projects; continued/further volatility in and/or degradation of market and industry conditions; the availability and pricing of crude oil and other feedstocks; slower growth in domestic and Canadian crude supply; the effects of the lifting of the U.S. crude oil export ban; completion of pipeline capacity to areas outside the U.S. Midwest; consumer demand for refined products; transportation logistics; the reliability of processing units and other equipment; MPC's ability to successfully implement growth opportunities; modifications to MPLX earnings and distribution growth objectives; federal and state environmental, economic, health and safety, energy and other policies and regulations; including the cost of compliance with the Renewable Fuel Standard; MPC’s ability to successfully integrate the acquired Hess retail operations and achieve the strategic and other expected objectives relating to the acquisition; changes to MPC’s capital budget; other risk factors inherent to MPC’s industry; and the factors set forth under the heading "Risk Factors" in MPC's Annual Report on Form 10-K for the year ended Dec. 31, 2014, filed with Securities and Exchange Commission (SEC). In addition, the forward-looking statements included herein could be affected by general domestic and international economic and political conditions. Unpredictable or unknown factors not discussed here, in MPLX's Form 10-K, in MPC's Form 10-K, or in MarkWest's Form 10-K and Form 10-Qs could also have material adverse effects on forward-looking statements. Copies of MPLX's Form 10-K are available on the SEC website, MPLX's website at http://ir.mplx.com or by contacting MPLX's Investor Relations office. Copies of MPC's Form 10-K are available on the SEC website, MPC's website at http://ir.marathonpetroleum.com or by contacting MPC's Investor Relations office. Copies of MarkWest's Form 10-K and Form 10-Qs are available on the SEC website (former ticker symbol: MWE), MarkWest's website at http://investor.markwest.com or by contacting MPLX's Investor Relations office.





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Results of Operations (unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended 
 December 31
 
 
Year Ended 
 December 31
(In millions, except per unit data)
 
2015
 
 
2014
 
 
2015
 
 
2014
Revenues and other income:
 
 
 
 
 
 
 
 
 
 
 
Service revenue
$
100

 
$
17

 
$
150

 
$
69

Service revenue to related parties
 
120

 
 
115

 
 
481

 
 
451

Product sales
 
36

 
 

 
 
36

 
 

Product sales to related parties
 
1

 
 

 
 
1

 
 

Other income
 
4

 
 
1

 
 
8

 
 
5

Other income - related parties
 
8

 
 
6

 
 
27

 
 
23

Total revenues and other income
 
269

 
 
139

 
 
703

 
 
548

Costs and expenses:
 
 
 
 
 
 
 
 
 
 
 
Cost of revenues (excludes items below)
 
71

 
 
42

 
 
172

 
 
145

Purchased product costs
 
20

 
 

 
 
20

 
 

Purchases from related parties
 
27

 
 
26

 
 
102

 
 
98

Depreciation and amortization
 
51

 
 
12

 
 
89

 
 
50

General and administrative expenses
 
46

 
 
18

 
 
104

 
 
65

Other taxes
 
4

 
 
2

 
 
10

 
 
7

Total costs and expenses
 
219

 
 
100

 
 
497

 
 
365

Income from operations
 
50

 
 
39

 
 
206

 
 
183

Interest expense, net of amounts capitalized
 
20

 
 
2

 
 
35

 
 
4

Other financial costs
 
10

 
 

 
 
12

 
 
1

Income before income taxes
 
20

 
 
37

 
 
159

 
 
178

Provision for income taxes
 
2

 
 

 
 
2

 
 

Net income
 
18

 
 
37

 
 
157

 
 
178

Less: Net income attributable to noncontrolling interests
 

 
 
8

 
 
1

 
 
57

Net income attributable to MPLX LP
 
18

 
 
29

 
 
156

 
 
121

Less: General partner’s interest in net income attributable to MPLX LP
 
38

 
 
2

 
 
57

 
 
6

Limited partners’ interest in net (loss) income attributable to MPLX LP
$
(20
)
 
$
27

 
$
99

 
$
115

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Per Unit Data
 
 
 
 
 
 
 
 
 
 
 
Net (loss) income attributable to MPLX LP per limited partner unit:
 
 
 
 
 
 
 
 
 
 
 
Common - basic
$
(0.14
)
 
$
0.38

 
$
1.23

 
$
1.55

Common - diluted
 
(0.14
)
 
 
0.38

 
 
1.22

 
 
1.55

Subordinated - basic and diluted
 

 
 
0.33

 
 
0.11

 
 
1.50

 
 
 
 
 
 
 
 
 
 
 
 
Weighted average limited partner units outstanding:
 
 
 
 
 
 
 
 
 
 
 
Common units – basic
 
146

 
 
39

 
 
79

 
 
37

Common units – diluted
 
146

 
 
39

 
 
80

 
 
37

Subordinated units – basic and diluted
 

 
 
37

 
 
18

 
 
37

 
 
 
 
 
 
 
 
 
 
 
 



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Select Financial Statistics (unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended 
 December 31
 
 
Year Ended 
 December 31
(In millions, except ratio data)
 
2015
 
 
2014
 
 
2015
 
 
2014
Distribution declared
 
 
 
 
 
 
 
 
 
 
 
Limited partner units - public
$
120

 
$
9

 
$
151

 
$
29

Limited partner units - MPC
 
29

 
 
21

 
 
104

 
 
77

General partner units - MPC
 
3

 
 
1

 
 
6

 
 
2

Incentive distribution rights - MPC
 
37

 
 
2

 
 
54

 
 
4

Total distribution declared
$
189

 
$
33

 
$
315

 
$
112

 
 
 
 
 
 
 
 
 
 
 
 
Coverage ratio
 
1.20x

 
 
0.97x

 
 
1.27x

 
 
1.23x

 
 
 
 
 
 
 
 
 
 
 
 
Cash Flow Data
 
 
 
 
 
 
 
 
 
 
 
Net cash flow provided by (used in):
 
 
 
 
 
 
 
 
 
 
 
Operating activities
$
54

 
$
57

 
$
239

 
$
247

Investing activities
$
(1,379
)
 
$
(32
)
 
$
(1,498
)
 
$
(75
)
Financing activities
$
1,278

 
$
(30
)
 
$
1,275

 
$
(199
)
 
 
 
 
 
 
 
 
 
 
 
 
Other Financial Data
 
 
 
 
 
 
 
 
 
 
 
Adjusted EBITDA attributable to MPLX LP(a)
$
286

 
$
42

 
$
486

 
$
166

Distributable cash flow attributable to MPLX LP(a)
$
227

 
$
32

 
$
399

 
$
137

 
 
 
 
 
 
 
 
 
 
 
 
(a) Non-GAAP measure. See reconciliation below.

Select Balance Sheet Data (unaudited)
 
 
 
 
 
(In millions, except ratio data)
 
December 31
 2015
 
 
September 30
 2015
Cash and cash equivalents
$
43

 
$
90

Total assets
 
15,662

 
 
1,391

Long term debt
 
5,255

 
 
753

Total equity
 
9,256

 
 
493

Consolidated total debt to consolidated EBITDA (covenant basis)
 
4.7x

 
 
3.1x

 
 
 
 
 
 
Partnership units outstanding:
 
 
 
 
 
     General partner units
 
7

 
 
2

     Class B units(a)
 
8

 
 

     MPC-held LP units
 
57

 
 
57

Public LP units
 
240

 
 
23


(a) Class B units were issued to and are held by M&R MWE Liberty LLC and certain of its affiliates, an affiliate of The Energy & Minerals Group. The Class B units will convert into common units at a rate of 1.09 common units and will receive $6.20 in cash for each Class B unit in two equal installments on July 1, 2016, and July 1, 2017. Class B units do not receive distributions.


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Operating Statistics (unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended 
 December 31
 
 
Year Ended 
 December 31
 
 
2015
 
 
2014
 
% Change
 
 
2015
 
 
2014
 
% Change
Logistics and Storage
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Pipeline throughput (mbpd):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   Crude oil pipelines
 
972

 
 
1,065

 
(9
)%
 
 
1,061

 
 
1,041

 
2
%
   Product pipelines
 
934

 
 
979

 
(5
)%
 
 
914

 
 
878

 
4
%
     Total
 
1,906

 
 
2,044

 
(7
)%
 
 
1,975

 
 
1,919

 
3
%
Average tariff rates ($ per barrel):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   Crude oil pipelines
$
0.65

 
$
0.62

 
5
 %
 
$
0.66

 
$
0.64

 
3
%
   Product pipelines
 
0.68

 
 
0.61

 
11
 %
 
 
0.65

 
 
0.61

 
7
%
   Total pipelines
 
0.66

 
 
0.61

 
8
 %
 
 
0.65

 
 
0.63

 
3
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gathering and Processing (a)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gathering throughput (mmcf/d)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Marcellus operations
 
889

 
 
 
 


 
 
889

 
 
 
 


Utica operations
 
745

 
 
 
 


 
 
745

 
 
 
 


Southwest operations
 
1,441

 
 
 
 


 
 
1,441

 
 
 
 


Total gathering throughput
 
3,075

 
 


 


 
 
3,075

 
 


 


 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Natural gas processed (mmcf/d)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Marcellus operations
 
2,964

 
 
 
 


 
 
2,964

 
 
 
 


Utica operations
 
1,136

 
 
 
 


 
 
1,136

 
 
 
 


Southwest operations
 
1,125

 
 
 
 


 
 
1,125

 
 
 
 


Southern Appalachian operations
 
243

 
 
 
 


 
 
243

 
 
 
 


Total natural gas processed
 
5,468

 
 


 


 
 
5,468

 
 


 


 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
C2 + NGLs fractionated (mbpd)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Marcellus operations
 
220

 
 
 
 


 
 
220

 
 
 
 


Utica operations
 
51

 
 
 
 


 
 
51

 
 
 
 


Southwest operations
 
24

 
 
 
 


 
 
24

 
 
 
 


Southern Appalachian operations
 
12

 
 
 
 


 
 
12

 
 
 
 


Total C2 + NGLs fractionated
 
307

 
 


 


 
 
307

 
 


 


 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

(a) The three months and year ended Dec. 31, 2015, Gathering and Processing segment operating statistics are for the period of Dec. 4, 2015, through Dec. 31, 2015. The Gathering and Processing segment volumes reported are the average daily rate for the days of operation.









10



The table below presents pro forma operating statistics, as evaluated by management, for the reported Gathering and Processing segment for the years ended Dec. 31, 2015, and 2014. We believe this pro forma full-year data provides a more meaningful discussion of trends. The pro forma operating information below might not necessarily be indicative of future results. In addition, all partnership-operated, non-wholly-owned subsidiaries are included in the statistics below.
Pro Forma Operating Statistics (unaudited)
 
 
 
 
 
 
 
 
 
 
 
Year Ended 
 December 31
 
 
 
2015
 
 
2014
 
% Change
Gathering and Processing(a)
 
 
 
 
 
 
 
 
Gathering Throughput (mmcf/d)
 
 
 
 
 
 
 
 
Marcellus operations
 
 
858

 
 
668

 
28
 %
Utica operations
 
 
673

 
 
289

 
133
 %
Southwest operations
 
 
1,413

 
 
1,336

 
6
 %
Total gathering throughput
 
 
2,944

 
 
2,293

 
28
 %
 
 
 
 
 
 
 
 
 
Natural Gas Processed (mmcf/d)
 
 
 
 
 
 
 
 
Marcellus operations
 
 
2,861

 
 
2,064

 
39
 %
Utica operations
 
 
883

 
 
416

 
112
 %
Southwest operations
 
 
1,077

 
 
991

 
9
 %
Southern Appalachian operations
 
 
267

 
 
280

 
(5
)%
Total natural gas processed
 
 
5,088

 
 
3,751

 
36
 %
 
 
 
 
 
 
 
 
 
C2 + NGLs Fractionated (mbpd)
 
 
 
 
 
 
 
 
Marcellus operations
 
 
194

 
 
147

 
32
 %
Utica operations
 
 
40

 
 
19

 
111
 %
Southwest operations
 
 
18

 
 
21

 
(14
)%
Southern Appalachian operations
 
 
15

 
 
19

 
(21
)%
Total C2 + NGLs fractionated
 
 
267

 
 
206

 
30
 %
 
 
 
 
 
 
 
 
 

(a) The Gathering and Processing segment volumes reported are the average daily rate for the days of operation.



11


Reconciliation of Segment Operating Income Attributable to MPLX LP to Income From Operations (unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended 
 December 31
 
 
Year Ended 
 December 31
(In millions)
 
2015
 
 
2014
 
 
2015
 
 
2014
Segment operating income attributable to MPLX LP
$
147

 
$
57

 
$
398

 
$
213

Segment portion attributable to unconsolidated affiliates
 
(21
)
 
 

 
 
(21
)
 
 

Segment portion attributable to NCI
 
12

 
 
12

 
 
13

 
 
85

Income from equity method investments
 
3

 
 

 
 
3

 
 

Other income - related parties from unconsolidated affiliates
 
2

 
 

 
 
2

 
 

Unrealized derivative gains
 
4

 
 

 
 
4

 
 

Depreciation and amortization
 
(51
)
 
 
(12
)
 
 
(89
)
 
 
(50
)
General and administrative expenses
 
(46
)
 
 
(18
)
 
 
(104
)
 
 
(65
)
Income from operations
$
50

 
$
39

 
$
206

 
$
183

 
 
 
 
 
 
 
 
 
 
 
 



12


Reconciliation of Adjusted EBITDA Attributable to MPLX LP and Distributable Cash Flow Attributable to MPLX LP to Net Income (unaudited)
 
 
 
 
 
 
 
Three Months Ended 
 December 31
 
 
Year Ended 
 December 31
(In millions)
 
2015
 
 
2014
 
 
2015
 
 
2014
Net income
$
18

 
$
37

 
$
157

 
$
178

Plus: Depreciation and amortization
 
51

 
 
12

 
 
89

 
 
50

Provision for income taxes
 
2

 
 

 
 
2

 
 

Non-cash equity-based compensation
 
1

 
 
1

 
 
4

 
 
2

Net interest and other financial costs
 
30

 
 
2

 
 
47

 
 
5

Equity investment income
 
(3
)
 
 

 
 
(3
)
 
 

Equity method distributions
 
15

 
 

 
 
15

 
 

Acquisition costs
 
26

 
 

 
 
30

 
 

Adjusted EBITDA
 
140

 
 
52

 
 
341

 
 
235

Less: Adjusted EBITDA attributable to noncontrolling
          interests
 

 
 
10

 
 
1

 
 
69

MarkWest's pre-merger EBITDA(a)
 
146

 
 

 
 
146

 
 

Adjusted EBITDA attributable to MPLX LP
 
286

 
 
42

 
 
486

 
 
166

Plus: Current period cash received/deferred revenue
          for committed volume deficiencies
 
11

 
 
9

 
 
44

 
 
31

Less: Net interest and other financial costs
 
20

 
 
2

 
 
36

 
 
6

Unrealized gain on commodity hedges
 
4

 
 

 
 
4

 
 

Equity investment capital expenditures paid out
 
(14
)
 
 

 
 
(14
)
 
 

Equity investment cash contributions
 
14

 
 

 
 
14

 
 

Maintenance capital expenditures paid
 
14

 
 
9

 
 
30

 
 
20

Volume deficiency credits recognized
 
9

 
 
8

 
 
38

 
 
34

Other
 
7

 
 

 
 
7

 
 

Distributable cash flow pre-MarkWest undistributed
 
243

 
 
32

 
 
415

 
 
137

MarkWest undistributed DCF(a)
 
(16
)
 
 

 
 
(16
)
 
 

Distributable cash flow attributable to MPLX LP
$
227

 
$
32

 
$
399

 
$
137

 
 
 
 
 
 
 
 
 
 
 
 
(a) MarkWest pre-merger EBITDA and undistributed distributable cash flow relates to MarkWest's EBITDA and distributable cash flow from Oct. 1, 2015, through Dec. 3, 2015.


13


Reconciliation of Adjusted EBITDA Attributable to MPLX LP and Distributable Cash Flow Attributable to MPLX LP to Net Cash Provided by Operating Activities (unaudited)
 
 
 
 
Year Ended 
 December 31
(In millions)
 
2015
 
 
2014
Net cash provided by operating activities
$
239

 
$
247

Less: Changes in working capital items
 
(38
)
 
 
19

          All other, net
 
17

 
 
2

Plus: Non-cash equity-based compensation
 
4

 
 
2

 Net loss on disposal of assets
 
(1
)
 
 

         Net interest and other financial costs
 
47

 
 
5

         Asset retirement expenditures
 
1

 
 
2

 Acquisition costs
 
30

 
 

Adjusted EBITDA
 
341

 
 
235

Less: Adjusted EBITDA attributable to non-controlling interests
 
1

 
 
69

MarkWest's pre-merger EBITDA(a)
 
146

 
 

Adjusted EBITDA attributable to MPLX LP
 
486

 
 
166

Plus: Current period cash received/deferred revenue for committed volume
          deficiencies
 
44

 
 
31

Less: Net interest and other financial costs
 
36

 
 
6

Unrealized gain on commodity hedges
 
4

 
 

Equity investment capital expenditures paid out
 
(14
)
 
 

Equity investment cash contributions
 
14

 
 

          Maintenance capital expenditures paid
 
30

 
 
20

Volume deficiency credits recognized
 
38

 
 
34

Other
 
7

 
 

Distributable cash flow pre-MarkWest undistributed
 
415

 
 
137

MarkWest's undistributed DCF adjustment(a) 
 
(16
)
 
 

Distributable cash flow attributable to MPLX LP
$
399

 
$
137

 
 
 
 
 
 
(a) MarkWest pre-merger EBITDA and undistributed distributable cash flow relates to MarkWest's EBITDA and distributable cash flow from Oct. 1, 2015, through Dec. 3, 2015, which create a total $130 million adjustment to DCF.



14


Reconciliation of Forecast Distributable cash Flow attributable to MPLX LP and Forecast Adjusted EBITDA attributable to MPLX LP to Net Income (unaudited)
 
 
 
 
 
 
 
 
 
Low
 
 
High
 
 
 
Year Ended
 
 
Year Ended
(In millions)
 
 
12/31/2016
 
 
12/31/2016
Net income
 
$
325

 
$
485

Plus: Depreciation and amortization
 
 
582

 
 
582

Net interest and other financial costs
 
 
223

 
 
223

Adjustment for Equity investment earnings and distributions
 
 
107

 
 
107

Other
 
 
16

 
 
6

Adjusted EBITDA
 
 
1,253

 
 
1,403

Less: Adjusted EBITDA attributable to NCI
 
 
3

 
 
3

Adjusted EBITDA attributable to MPLX LP
 
 
1,250

 
 
1,400

Less: Maintenance Capital
 
 
61

 
 
61

Net interest and other financial costs
 
 
223

 
 
223

Other
 
 
(4
)
 
 
16

Distributable cash flow attributable to MPLX LP
 
$
970

 
$
1,100


Reconciliation of Capital Expenditures (unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended 
 December 31
 
 
Year Ended 
 December 31
(In millions)
 
2015
 
 
2014
 
 
2015
 
 
2014
Capital Expenditures(a):
 
 
 
 
 
 
 
 
 
 
 
   Maintenance
$
14

 
$
11

 
$
31

 
$
28

   Growth
 
137

 
 
29

 
 
259

 
 
65

Total capital expenditures
 
151

 
 
40

 
 
290

 
 
93

     Less: Increase in capital accruals
 
7

 
 
7

 
 
25

 
 
12

              Asset retirement expenditures
 
1

 
 
1

 
 
1

 
 
2

Additions to property, plant and equipment
 
143

 
 
32

 
 
264

 
 
79

   Capital expenditures of unconsolidated subsidiaries(b)
 
24

 
 

 
 
24

 
 

Total gross capital expenditures
 
167

 
 
32

 
 
288

 
 
79

Joint venture partner contributions
 
(8
)
 
 

 
 
(8
)
 
 

Total gross capital expenditures, net
 
159

 
 
32

 
 
280

 
 
79

Less: Maintenance capital
 
14

 
 
11

 
 
31

 
 
28

Total growth capital expenditures
 
145

 
 
21

 
 
249

 
 
51

Acquisition, net of cash acquired
 
1,218

 
 

 
 
1,218

 
 

Total growth capital and acquisition
$
1,363

 
$
21

 
$
1,467

 
$
51

 
 
 
 
 
 
 
 
 
 
 
 
(a) Excludes acquisition of an additional interest in MPLX Pipe Line Holdings LP.
(b) Capital expenditures includes amounts related to unconsolidated, partnership operated subsidiaries.





15