Sunoco 2015 Annual Report Download - page 87

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85
(2) Represents fair value adjustments on senior notes resulting from the application of push-down accounting in connection with the
acquisition of the Partnership's general partner by ETP on October 5, 2012.
(3) In the fourth quarter 2015, the Partnership adopted accounting guidance which requires certain debt issuance costs to be reflected as
a reduction in the total long-term debt liability for all periods presented. The net long-term debt balance now includes $32 and $26
million of debt issuance costs at December 31, 2015 and 2014, respectively. Refer to Note 2 for additional information.
The aggregate amount of long-term debt instrument maturities are as follows:
Year Ended December 31, (in millions)
2016 $ 175
2017 —
2018 —
2019 —
2020 812
Thereafter 4,550
Total $ 5,537
Cash payments for interest related to long-term debt instruments, net of capitalized interest (Note 2), were $137, $64, and
$83 million for the years ended December 31, 2015, 2014 and 2013, respectively.
Credit Facilities
In March 2015, the Operating Partnership amended and restated its $1.50 billion Credit Facility, which was scheduled to
mature in November 2018. The amended and restated credit facility is a $2.50 billion unsecured revolving credit agreement (the
"$2.50 billion Credit Facility"), which matures in March 2020, will continue to fund the Partnership's working capital
requirements, finance acquisitions and capital projects, and be used for general partnership purposes. The $2.50 billion Credit
Facility contains an "accordion" feature, under which the total aggregate commitment may be extended to $3.25 billion under
certain conditions. In June 2015, the $2.50 billion Credit Facility was amended to create a segregated tranche of borrowings
that will be guaranteed by ETP in connection with the Partnership's investment in the Bakken pipeline project. The amendment
did not modify the outstanding borrowings, total capacity or terms of the facility. In September 2015, the Operating Partnership
initiated a commercial paper program under the borrowing limits established by its $2.50 billion Credit Facility. As of
December 31, 2015, there were no outstanding borrowings related to the commercial paper program. The facility bears interest
at LIBOR or the Base Rate (as defined in the facility), each plus an applicable margin. The credit facility may be repaid at any
time. Outstanding borrowings under this credit facility were $562 and $150 million at December 31, 2015 and 2014,
respectively.
The $2.50 billion Credit Facility contains various covenants including limitations on the creation of indebtedness and
liens, and related to the operation and conduct of the business of the Partnership and its subsidiaries. The credit facility also
limits the Partnership, 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. The Partnership's 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 agreement.
The West Texas Gulf $35 million revolving credit facility matured in April 2015 and was repaid with borrowings from the
$2.50 billion Credit Facility.
Senior Notes
The Operating Partnership had $175 million of 8.75 percent senior notes which matured and were repaid in February
2014 with borrowings under the revolving $1.50 billion Credit Facility.
In November 2015, the Partnership issued $600 million of 4.40 percent senior notes and $400 million of 5.95 percent
senior notes (the "2021 and 2025 Senior Notes"), due April 2021 and December 2025, respectively.
In November 2014, the Partnership issued $200 million of 4.25 percent senior notes and $800 million of 5.35 percent
senior notes (the "2024 and 2045 Senior Notes"), due April 2024 and May 2045, respectively.
In April 2014, the Partnership issued $300 million of 4.25 percent senior notes and $700 million of 5.30 percent senior
notes (the "2024 and 2044 Senior Notes"), due April 2024 and April 2044, respectively.
The net proceeds of $991 million and $1.98 billion from the 2015 and 2014 senior notes offerings, respectively, were used
to repay outstanding borrowings on the $2.50 billion Credit Facility and for general partnership purposes. The terms and
conditions of these senior notes offerings are comparable to those under other outstanding senior notes.