Energy Transfer 2015 Annual Report Download - page 107

Table of Contents
Covenants Related to Sunoco Logistics
Sunoco Logistics’ $2.50 billion credit facility contains various covenants, including limitations on the creation of indebtedness and liens, and other
covenants related to the operation and conduct of the business of Sunoco Logistics and its subsidiaries. The credit facility also limits Sunoco Logistics, on a
rolling four-quarter basis, to a maximum total consolidated debt to consolidated Adjusted EBITDA ratio, as defined in the underlying credit agreement, of 5.0
to 1, which can generally be increased to 5.5 to 1 during an acquisition period. Sunoco Logistics’ ratio of total consolidated debt, excluding net unamortized
fair value adjustments, to consolidated Adjusted EBITDA was 3.6 to 1 at December 31, 2015, as calculated in accordance with the credit agreements.
Compliance with our Covenants
We were in compliance with all requirements, tests, limitations, and covenants related to our debt agreements as of December 31, 2015.
Off-Balance Sheet Arrangements
Contingent Residual Support Agreement – AmeriGas
In connection with the closing of the contribution of its propane operations in January 2012, ETP agreed to provide contingent, residual support of $1.55
billion of intercompany borrowings made by AmeriGas and certain of its affiliates with maturities through 2022 from a finance subsidiary of AmeriGas that
have maturity dates and repayment terms that mirror those of an equal principal amount of senior notes issued by this finance company subsidiary to third
party purchases.
PEPL Holdings Guarantee of Collection
Panhandle previously agreed to fully and unconditionally guarantee (the “Panhandle Guarantee”) all of the payment obligations of Regency and Regency
Energy Finance Corp. under their $600 million in aggregate principal amount of 4.50% senior notes due November 2023. On May 28, 2015, ETP entered
into a supplemental indenture relating to the senior notes pursuant to which it became a co-obligor with respect to such payment obligations thereunder.
Accordingly, pursuant to the terms of such supplemental indentures the Panhandle Guarantee was terminated.
ETP Retail Holdings Guarantee of Sunoco LP Notes
In April 2015, Sunoco LP acquired a 31.58% equity interest in Sunoco, LLC from Retail Holdings for $775 million of cash and $41 million of Sunoco LP
common units. The cash portion of the consideration was financed through Sunoco LP’s issuance of $800 million principal amount of 6.375% senior notes
due 2023. Retail Holdings entered into a guarantee of collection with Sunoco LP and Sunoco Finance Corp., a wholly owned subsidiary of Sunoco LP,
pursuant to which Retail Holdings has agreed to provide a guarantee of collection, but not of payment, to Sunoco LP with respect to the principal amount of
the senior notes issued by Sunoco LP.
Contractual Obligations
The following table summarizes our long-term debt and other contractual obligations as of December 31, 2015:
Payments Due by Period
Contractual Obligations
Total
Less Than 1 Year
1-3 Years
3-5 Years
More Than 5 Years
Long-term debt
$ 28,702
$ 301
$ 2,832
$ 5,299
$ 20,270
Interest on long-term debt(1)
28,111
2,837
5,490
5,107
14,677
Payments on derivatives
136
5
115
16
—
Purchase commitments(2)
8,863
5,066
2,273
639
885
Transportation, natural gas storage and
fractionation contracts
69
26
39
4
—
Operating lease obligations
485
57
97
79
252
Distributions and redemption of preferred
units of a subsidiary(3)
93
3
7
7
76
Other(4)
148
43
48
45
12
Total(5)
$ 66,607
$ 8,338
$ 10,901
$ 11,196
$ 36,172
101