Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Nov. 02, 2017 | |
Document Information [Line Items] | ||
Entity Registrant Name | TALLGRASS ENERGY GP, LP | |
Entity Central Index Key | 1,633,651 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus (Q1,Q2,Q3,FY) | Q3 | |
Trading Symbol | TEGP | |
Amendment Flag | false | |
Capital Unit, Class A | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 58,075,000 | |
Capital Unit, Class B | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 99,154,440 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Current Assets: | ||
Cash and cash equivalents | $ 3,279 | $ 2,459 |
Accounts receivable, net | 95,629 | 59,536 |
Gas imbalances | 1,020 | 1,597 |
Inventories | 10,173 | 13,093 |
Derivative assets | 0 | 10,967 |
Prepayments and other current assets | 3,407 | 7,628 |
Total Current Assets | 113,508 | 95,280 |
Property, plant and equipment, net | 2,350,830 | 2,079,232 |
Goodwill | 404,838 | 343,288 |
Intangible assets, net | 98,876 | 93,522 |
Unconsolidated investments | 922,280 | 475,625 |
Deferred tax asset | 496,472 | 521,454 |
Deferred financing costs, net | 13,326 | 6,042 |
Deferred charges and other assets | 3,016 | 11,037 |
Total Assets | 4,403,146 | 3,625,480 |
Current Liabilities: | ||
Accounts payable | 69,620 | 24,449 |
Accounts payable to related parties | 5,955 | 5,824 |
Gas imbalances | 1,119 | 1,239 |
Derivative liabilities | 473 | 556 |
Accrued taxes | 22,890 | 16,996 |
Accrued liabilities | 11,183 | 16,755 |
Deferred revenue | 87,979 | 60,757 |
Other current liabilities | 6,690 | 6,446 |
Total Current Liabilities | 205,909 | 133,022 |
Long-term debt, net | 2,261,086 | 1,555,981 |
Other long-term liabilities and deferred credits | 18,396 | 7,063 |
Total Long-term Liabilities | 2,279,482 | 1,563,044 |
Commitments and Contingencies | ||
Equity [Abstract] | ||
Total Partners' Equity | 234,241 | 333,262 |
Noncontrolling interests | 1,683,514 | 1,596,152 |
Total Equity | 1,917,755 | 1,929,414 |
Total Liabilities and Equity | 4,403,146 | 3,625,480 |
Common Class A | ||
Equity [Abstract] | ||
Total Partners' Equity | 234,241 | 250,967 |
Common Class B | ||
Equity [Abstract] | ||
Total Partners' Equity | 0 | 0 |
Predecessor | ||
Equity [Abstract] | ||
Total Partners' Equity | $ 0 | $ 82,295 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - shares | Sep. 30, 2017 | Dec. 31, 2016 |
Common Class A | ||
Limited Partners' Capital Account, Units Issued | 58,075,000 | 58,075,000 |
Shares Outstanding | 58,075,000 | 58,075,000 |
Common Class B | ||
Limited Partners' Capital Account, Units Issued | 99,154,440 | 99,154,440 |
Shares Outstanding | 99,154,440 | 99,154,440 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Revenues: | ||||
Crude oil transportation services | $ 86,180 | $ 91,387 | $ 260,366 | $ 279,281 |
Natural gas transportation services | 30,256 | 31,444 | 91,370 | 89,406 |
Sales of natural gas, NGLs, and crude oil | 32,215 | 20,487 | 70,514 | 51,243 |
Processing and other revenues | 27,218 | 9,950 | 58,882 | 29,521 |
Total Revenues | 175,869 | 153,268 | 481,132 | 449,451 |
Operating Costs and Expenses: | ||||
Cost of sales (exclusive of depreciation and amortization shown below) | 26,984 | 18,319 | 58,740 | 47,845 |
Cost of transportation services (exclusive of depreciation and amortization shown below) | 10,538 | 10,842 | 38,799 | 35,946 |
Operations and maintenance | 17,412 | 15,146 | 45,569 | 42,374 |
Depreciation and amortization | 23,782 | 21,177 | 67,276 | 65,074 |
General and administrative | 16,489 | 13,981 | 46,040 | 42,863 |
Taxes, other than income taxes | 6,661 | 6,860 | 21,799 | 20,293 |
Contract termination | 0 | 0 | 0 | 8,061 |
(Gain) loss on disposal of assets | 0 | 0 | (1,264) | 1,849 |
Total Operating Costs and Expenses | 101,866 | 86,325 | 276,959 | 264,305 |
Operating Income | 74,003 | 66,943 | 204,173 | 185,146 |
Other Income (Expense): | ||||
Interest expense, net | (24,408) | (12,157) | (61,539) | (31,275) |
Unrealized (loss) gain on derivative instrument | 0 | (4,419) | 1,885 | 5,588 |
Equity in earnings of unconsolidated investments | 123,642 | 12,764 | 187,121 | 37,495 |
Gain on remeasurement of unconsolidated investment | 9,728 | 0 | 9,728 | 0 |
Other income, net | 454 | 480 | 796 | 1,267 |
Total Other Income (Expense) | 109,416 | (3,332) | 137,991 | 13,075 |
Net income before tax | 183,419 | 63,611 | 342,164 | 198,221 |
Deferred income tax expense | (12,642) | (3,209) | (24,982) | (12,792) |
Net income | 170,777 | 60,402 | 317,182 | 185,429 |
Net income attributable to noncontrolling interests | (154,911) | (49,750) | (280,534) | (163,943) |
Net income attributable to TEGP | 15,866 | 10,652 | 36,648 | 21,486 |
Predecessor operations interest in net income | 0 | (3,611) | 0 | (3,408) |
Net income attributable to TEGP, excluding predecessor operations interest | $ 15,866 | $ 7,041 | $ 36,648 | $ 18,078 |
Earnings Per Share, Basic and Diluted [Abstract] | ||||
Basic net income per Class A share | $ (0.27) | $ (0.15) | $ (0.63) | $ (0.38) |
Diluted net income per Class A share | $ 0.27 | $ 0.15 | $ 0.63 | $ 0.38 |
Basic average number of Class A shares outstanding | 58,075 | 47,725 | 58,075 | 47,725 |
Diluted average number of Class A shares outstanding | 58,192 | 47,775 | 58,193 | 47,740 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (UNAUDITED) - USD ($) $ in Thousands | Total | Pony Express Pipeline | Noncontrolling Interest | Noncontrolling InterestTallgrass Energy Partners | Noncontrolling InterestTerminals and NatGas | Noncontrolling InterestRockies Express Pipeline LLC | Noncontrolling InterestDeeprock Development, LLC | Noncontrolling InterestPony Express Pipeline | Noncontrolling InterestWater Solutions | Total Partner Equity Including Portion Attributable to Noncontrolling Interest | Total Partner Equity Including Portion Attributable to Noncontrolling InterestTallgrass Energy Partners | Total Partner Equity Including Portion Attributable to Noncontrolling InterestTerminals and NatGas | Total Partner Equity Including Portion Attributable to Noncontrolling InterestRockies Express Pipeline LLC | Total Partner Equity Including Portion Attributable to Noncontrolling InterestDeeprock Development, LLC | Total Partner Equity Including Portion Attributable to Noncontrolling InterestPony Express Pipeline | Total Partner Equity Including Portion Attributable to Noncontrolling InterestWater Solutions | Common Class A | Common Class ATallgrass Energy Partners | Common Class ATerminals and NatGas | Common Class ARockies Express Pipeline LLC | Common Class ADeeprock Development, LLC | Common Class APony Express Pipeline | Common Class AWater Solutions | Common Class B | Common Class BTallgrass Energy Partners | Common Class BTerminals and NatGas | Common Class BRockies Express Pipeline LLC | Common Class BDeeprock Development, LLC | Common Class BPony Express Pipeline | Common Class BWater Solutions | Predecessor Equity | Predecessor EquityTallgrass Energy Partners | Predecessor EquityTerminals and NatGas | Predecessor EquityRockies Express Pipeline LLC | Predecessor EquityDeeprock Development, LLC | Predecessor EquityPony Express Pipeline | Predecessor EquityWater Solutions |
Partners' Capital, Including Portion Attributable to Noncontrolling Interest | $ 1,599,188 | $ 2,093,062 | $ 422,310 | $ 0 | $ 71,564 | ||||||||||||||||||||||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||||||||||||||||||||||||
Acquisitions | $ (173,422) | $ (429,039) | $ (255,617) | $ 0 | $ 0 | ||||||||||||||||||||||||||||||||
Net income | $ 185,429 | 163,943 | 185,429 | 18,078 | 0 | 3,408 | |||||||||||||||||||||||||||||||
Issuance of TEP units to the public, net of offering costs | $ 265,931 | $ 290,474 | $ 24,543 | $ 0 | $ 0 | ||||||||||||||||||||||||||||||||
Proceeds from private placement of TEP common units, net of offering costs | 90,009 | 82,417 | 90,009 | 7,592 | 0 | 0 | |||||||||||||||||||||||||||||||
TEGP distributions to Class A shareholders | (29,971) | 0 | (29,971) | (29,971) | 0 | 0 | |||||||||||||||||||||||||||||||
Noncash compensation expense | 5,931 | 6,991 | 1,060 | 0 | 0 | ||||||||||||||||||||||||||||||||
Partial exercise of call option | (156,865) | (177,292) | (20,427) | 0 | 0 | ||||||||||||||||||||||||||||||||
Payments for Repurchase of Common Stock | 0 | ||||||||||||||||||||||||||||||||||||
Contributions from TD | 3,697 | 5,308 | 1,611 | 0 | 0 | ||||||||||||||||||||||||||||||||
Contributions from noncontrolling interest | (8,700) | (8,700) | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||
Distributions to noncontrolling interest | (177,449) | $ (425,882) | (177,400) | (177,449) | 0 | 0 | 0 | ||||||||||||||||||||||||||||||
Contribution from Predecessor Entities, net | 0 | 5,116 | 0 | 0 | 5,116 | ||||||||||||||||||||||||||||||||
Acquisition of noncontrolling interests | 49,118 | $ 5,536 | $ 6,000 | $ 464 | $ 0 | $ 0 | |||||||||||||||||||||||||||||||
Cost associated with equity issuance | 0 | (657) | (657) | 0 | 0 | ||||||||||||||||||||||||||||||||
Partners' Capital, Including Portion Attributable to Noncontrolling Interest | 1,616,535 | 1,864,681 | 168,058 | 0 | 80,088 | ||||||||||||||||||||||||||||||||
Partners' Capital, Including Portion Attributable to Noncontrolling Interest | 1,929,414 | 1,596,152 | 1,929,414 | 250,967 | 0 | 82,295 | |||||||||||||||||||||||||||||||
Acquisitions | $ (36,391) | $ 40,159 | $ 45,869 | $ (140,000) | $ 63,681 | $ 45,869 | $ (21,314) | $ 23,522 | $ 0 | $ 0 | $ 0 | $ 0 | $ (82,295) | $ 0 | $ 0 | ||||||||||||||||||||||
Net income | 317,182 | 280,534 | 317,182 | 36,648 | 0 | 0 | |||||||||||||||||||||||||||||||
Issuance of TEP units to the public, net of offering costs | 112,400 | 101,043 | 112,393 | 11,350 | 0 | 0 | |||||||||||||||||||||||||||||||
Proceeds from private placement of TEP common units, net of offering costs | 0 | ||||||||||||||||||||||||||||||||||||
TEGP distributions to Class A shareholders | (52,704) | 0 | (52,704) | 52,704 | 0 | 0 | |||||||||||||||||||||||||||||||
Noncash compensation expense | 6,169 | 7,355 | 1,186 | 0 | 0 | ||||||||||||||||||||||||||||||||
TEP LTIP units tendered by employees to satisfy tax withholding obligations | $ 11,139 | $ (12,402) | $ 1,263 | $ 0 | $ 0 | ||||||||||||||||||||||||||||||||
Partial exercise of call option | (72,890) | (84,942) | (12,052) | 0 | 0 | ||||||||||||||||||||||||||||||||
Payments for Repurchase of Common Stock | (35,335) | 31,717 | 35,335 | 3,618 | 0 | 0 | |||||||||||||||||||||||||||||||
Contributions from TD | 1,451 | 2,301 | 850 | 0 | 0 | ||||||||||||||||||||||||||||||||
Contributions from noncontrolling interest | (1,100) | (1,093) | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||
Distributions to noncontrolling interest | (229,710) | $ 0 | 229,700 | (229,710) | 0 | 0 | 0 | ||||||||||||||||||||||||||||||
Acquisition of noncontrolling interests | 0 | $ (7,109) | $ (6,440) | $ 669 | $ 0 | $ 0 | |||||||||||||||||||||||||||||||
Partners' Capital, Including Portion Attributable to Noncontrolling Interest | $ 1,917,755 | $ 1,683,514 | $ 1,917,755 | $ 234,241 | $ 0 | $ 0 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash Flows from Operating Activities: | ||
Net income | $ 317,182 | $ 185,429 |
Adjustments to reconcile net income to net cash flows provided by operating activities: | ||
Depreciation and amortization | 73,087 | 70,583 |
Equity in earnings of unconsolidated investments | (187,121) | (37,495) |
Distributions from unconsolidated investments | 187,624 | 37,361 |
Deferred income tax expense | 24,982 | 12,792 |
Gain on remeasurement of unconsolidated investment | (9,728) | 0 |
Noncash change in the fair value of derivative financial instruments | ||
Accounts receivable and other | (34,189) | 8,220 |
Accounts payable and accrued liabilities | 42,680 | 4,916 |
Deferred revenue | 26,898 | 25,303 |
Other current assets and liabilities | 5,032 | (1,032) |
Other operating, net | 3,930 | (14) |
Net Cash Provided by Operating Activities | 450,377 | 306,063 |
Cash Flows from Investing Activities: | ||
Acquisition of Rockies Express membership interest | (400,000) | (436,022) |
Acquisition of Douglas Gathering System | 128,526 | 0 |
Capital expenditures | (88,050) | (55,397) |
Distributions from unconsolidated investments in excess of cumulative earnings | 41,886 | 16,073 |
Contributions to unconsolidated investments | (31,570) | (35,515) |
Acquisition of noncontrolling interests | 0 | 49,118 |
Other investing, net | (13,449) | 205 |
Net Cash Used in Investing Activities | (852,941) | (559,774) |
Net Cash Provided by Financing Activities | ||
Proceeds from issuance of long-term debt | 850,000 | 400,000 |
Distributions to noncontrolling interests | (229,710) | (177,449) |
Borrowings under revolving credit facilities, net | (136,000) | 252,000 |
Proceeds from public offering of TEP common units, net of offering costs | 112,393 | 290,474 |
Payments for Repurchase of Common Stock | (35,335) | 0 |
TEGP distributions to Class A shareholders | (52,704) | (29,971) |
Proceeds from private placement of TEP common units, net of offering costs | 0 | 90,009 |
Other financing, net | (32,879) | 5,089 |
Net Cash Provided by Financing Activities | 403,384 | 252,836 |
Net Change in Cash and Cash Equivalents | ||
Net Change in Cash and Cash Equivalents | 820 | (875) |
Cash and Cash Equivalents, beginning of period | 2,459 | 2,234 |
Cash and Cash Equivalents, end of period | 3,279 | 1,359 |
Schedule of Noncash Investing and Financing Activities | ||
TEP common units issued as partial consideration to acquire additional 9% membership interest in Deeprock Development | 6,617 | 0 |
Increase in accrual for payment of property, plant and equipment | 1,342 | 0 |
Pony Express Pipeline | ||
Net Cash Provided by Financing Activities | ||
Distributions to noncontrolling interests | 0 | (425,882) |
Terminals and NatGas | ||
Cash Flows from Investing Activities: | ||
Payments to Acquire Businesses, Gross | 140,000 | 0 |
Deeprock Development, LLC | ||
Cash Flows from Investing Activities: | ||
Acquisition of Deeprock Development | 57,202 | 0 |
Tallgrass Crude Gathering, LLC | ||
Cash Flows from Investing Activities: | ||
Payments to Acquire Businesses, Gross | 36,030 | 0 |
Equity Option | ||
Net Cash Provided by Financing Activities | ||
Payments for Repurchase of Common Stock | $ (72,381) | $ (151,434) |
Description of Business
Description of Business | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Tallgrass Energy GP, LP ("TEGP" or the "Partnership") is a limited partnership that has elected to be treated as a corporation for U.S. federal income tax purposes. "We," "us," "our" and similar terms refer to TEGP together with its consolidated subsidiaries. TEGP's sole cash-generating asset as of September 30, 2017 is an approximate 36.94% controlling membership interest in Tallgrass Equity. Tallgrass Equity's sole cash-generating assets consist of direct and indirect partnership interests in Tallgrass Energy Partners, LP ("TEP"), as described below, that were historically owned by entities controlled by Tallgrass Equity, including Tallgrass Development, LP ("TD"): • 100% of the outstanding membership interests in Tallgrass MLP GP, LLC ("TEP GP"), which owns the general partner interest in TEP as well as all of the TEP incentive distribution rights ("IDRs"). The general partner interest in TEP is represented by 834,391 general partner units, representing an approximate 1.13% general partner interest in TEP at September 30, 2017 . • 20,000,000 TEP common units, representing an approximate 27.02% limited partner interest in TEP at September 30, 2017 . TEP is a publicly traded, growth-oriented limited partnership formed to own, operate, acquire and develop midstream energy assets in North America. TEP's operations are located in and provide services to certain key United States hydrocarbon basins, including the Denver-Julesburg, Powder River, Wind River, Permian and Hugoton-Anadarko Basins and the Niobrara, Mississippi Lime, Eagle Ford, Bakken, Marcellus, and Utica shale formations. Our reportable business segments are: • Natural Gas Transportation—the ownership and operation of FERC-regulated interstate natural gas pipelines and integrated natural gas storage facilities; • Crude Oil Transportation—the ownership and operation of a FERC-regulated crude oil pipeline system; and • Gathering, Processing & Terminalling—the ownership and operation of natural gas gathering, processing, treating and fractionation facilities; crude oil gathering, storage and terminalling facilities; the provision of water business services primarily to the oil and gas exploration and production industry; and the transportation of NGLs. Natural Gas Transportation. TEP provides natural gas transportation and storage services for customers in the Rocky Mountain, Midwest and Appalachian regions of the United States through: (1) its 49.99% membership interest in Rockies Express Pipeline LLC ("Rockies Express"), which owns the Rockies Express Pipeline, a FERC-regulated natural gas pipeline system extending from Opal, Wyoming and Meeker, Colorado to Clarington, Ohio (the "Rockies Express Pipeline"), inclusive of the additional 24.99% membership interest acquired from TD effective March 31, 2017 as discussed in Note 4 – Acquisitions , and TEP's 100% membership interest in Tallgrass NatGas Operator, LLC ("NatGas") acquired effective January 1, 2017, which operates the Rockies Express Pipeline, (2) the Tallgrass Interstate Gas Transmission system, a FERC-regulated natural gas transportation and storage system located in Colorado, Kansas, Missouri, Nebraska and Wyoming (the "TIGT System"), and (3) the Trailblazer Pipeline system, a FERC-regulated natural gas pipeline system extending from the Colorado and Wyoming border to Beatrice, Nebraska (the "Trailblazer Pipeline"). Crude Oil Transportation. TEP currently provides crude oil transportation to customers in Wyoming, Colorado, and the surrounding regions through Tallgrass Pony Express Pipeline, LLC ("Pony Express"), which owns a FERC-regulated crude oil pipeline commencing in Guernsey, Wyoming and terminating in Cushing, Oklahoma, and includes a lateral in Northeast Colorado commencing in Weld County, Colorado that interconnects with the pipeline just east of Sterling, Colorado (the "Pony Express System"). Gathering, Processing & Terminalling. TEP provides natural gas gathering and processing services for customers in Wyoming through: (1) a natural gas gathering system in the Powder River Basin (the "Douglas Gathering System") that was acquired on June 5, 2017, as discussed in Note 4 – Acquisitions , (2) the Casper and Douglas natural gas processing facilities, and (3) the West Frenchie Draw natural gas treating facility. TEP also provides crude oil gathering services for customers in Wyoming through a crude oil gathering system in the Powder River Basin (the "PRB Crude System") that was acquired on August 3, 2017, as discussed in Note 4 – Acquisitions ; and NGL transportation services in Northeast Colorado and Wyoming. TEP performs water business services, including freshwater transportation and produced water gathering and disposal, in Colorado, Texas, and Wyoming through BNN Water Solutions, LLC ("Water Solutions"), and crude oil storage and terminalling services through TEP's 100% membership interest in Tallgrass Terminals, LLC ("Terminals") acquired effective January 1, 2017, which owns and operates crude oil terminals near Sterling, Colorado (the "Sterling Terminal") and in Weld County, Colorado (the "Buckingham Terminal"). Terminals also owns a 69% membership interest in Deeprock Development, LLC ("Deeprock Development"), which owns a crude oil terminal in Cushing, Oklahoma (the "Cushing Terminal"), inclusive of an additional 49% membership interest in Deeprock Development acquired in July 2017 as discussed in Note 4 – Acquisitions . The Gathering, Processing & Terminalling segment also includes newly formed Stanchion Energy, LLC ("Stanchion"), which transacts in crude oil. The term "Terminals Predecessor" refers to Terminals and the term "NatGas Predecessor" refers to NatGas prior to their acquisition by TEP on January 1, 2017. Terminals Predecessor and NatGas Predecessor are collectively referred to as the Predecessor Entities, as further discussed in Note 2 – Summary of Significant Accounting Policies . Financial results for all prior periods have been recast to reflect the operations of the Predecessor Entities. Predecessor Equity as presented in the condensed consolidated financial statements represents the capital account activity of Terminals Predecessor and NatGas Predecessor prior to January 1, 2017. For additional information regarding these acquisitions, see Note 4 – Acquisitions . |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Basis of Presentation These condensed consolidated financial statements and related notes for the three and nine months ended September 30, 2017 and 2016 were prepared in accordance with the accounting principles contained in the Financial Accounting Standards Board's Accounting Standards Codification, the single source of generally accepted accounting principles in the United States of America ("GAAP") for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The year-end balance sheet data was derived from audited financial statements but does not include all disclosures required by GAAP for annual periods. The condensed consolidated financial statements for the three and nine months ended September 30, 2017 and 2016 include all normal, recurring adjustments and disclosures that we believe are necessary for a fair statement of the results for the interim periods. In this report, the Financial Accounting Standards Board is referred to as the FASB and the FASB Accounting Standards Codification is referred to as the Codification or ASC. Certain prior period amounts have been reclassified to conform to the current presentation. Our financial results for the three and nine months ended September 30, 2017 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2017 . The accompanying condensed consolidated interim financial statements should be read in conjunction with our audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2016 ("2016 Form 10-K") filed with the United States Securities and Exchange Commission (the "SEC") on February 15, 2017. The condensed consolidated financial statements include the accounts of TEGP and its subsidiaries and controlled affiliates. Significant intra-entity items have been eliminated in the presentation. Net income or loss from consolidated subsidiaries that are not wholly-owned by TEGP is attributed to TEGP and noncontrolling interests in accordance with the respective ownership interests. As further discussed in Note 4 – Acquisitions , TEP closed the acquisition of Terminals and NatGas effective January 1, 2017. As the acquisitions of Terminals and NatGas are considered transactions between entities under common control, and a change in reporting entity, the financial information presented has been recast to include Terminals and NatGas for all periods presented. Net equity distributions of the Predecessor Entities included in the condensed consolidated financial statements represent transfers of cash as a result of TD's centralized cash management system prior to January 1, 2017 for Terminals and NatGas, under which cash balances were swept daily and recorded as loans from the subsidiaries of TD. These loans were then periodically recorded as equity distributions. The accompanying condensed consolidated financial statements of TEGP include historical cost-basis accounts of the assets and liabilities of the Predecessor Entities for the periods prior to January 1, 2017, the date TEP acquired Terminals and NatGas from TD, and include charges from TD for direct costs and allocations of indirect corporate overhead. Management believes that the allocation methods are reasonable, and that the allocations are representative of costs that would have been incurred on a stand-alone basis. TEGP, TEP, and the Predecessor Entities are all considered "entities under common control" as defined under GAAP and, as such, the transfers between the entities of the assets and liabilities have been recorded by TEGP at historical cost. A variable interest entity ("VIE") is a legal entity that possesses any of the following characteristics: an insufficient amount of equity at risk to finance its activities, equity owners who do not have the power to direct the significant activities of the entity (or have voting rights that are disproportionate to their ownership interest), or equity owners who do not have the obligation to absorb expected losses or the right to receive the expected residual returns of the entity. Companies are required to consolidate a VIE if they are its primary beneficiary, which is the enterprise that has a variable interest that could be significant to the VIE and the power to direct the activities that most significantly impact the entity's economic performance. We have presented separately in our condensed consolidated balance sheets, to the extent material, the liabilities of our consolidated VIEs for which creditors do not have recourse to our general credit. Our consolidated VIEs do not have material assets that can only be used to settle specific obligations of the consolidated VIEs. Tallgrass Equity is considered to be a VIE under the applicable authoritative guidance. Based on a qualitative analysis in accordance with the applicable authoritative guidance, we have determined that we are the primary beneficiary as we have the right to receive benefits of Tallgrass Equity that could potentially be significant to Tallgrass Equity. TEP is also considered to be a VIE under the applicable authoritative guidance. Based on a qualitative analysis, we have determined that TEP GP is the primary beneficiary of TEP and we continue to consolidate TEP accordingly. Use of Estimates Certain amounts included in or affecting these condensed consolidated financial statements and related disclosures must be estimated, requiring management to make certain assumptions with respect to values or conditions which cannot be known with certainty at the time the financial statements are prepared. These estimates and assumptions affect the amounts reported for assets, liabilities, revenues, and expenses during the reporting period, and the disclosure of contingent assets and liabilities at the date of the financial statements. Management evaluates these estimates on an ongoing basis, utilizing historical experience, consultation with experts and other methods it considers reasonable in the particular circumstances. Nevertheless, actual results may differ significantly from these estimates. Any effects on our business, financial position or results of operations resulting from revisions to these estimates are recorded in the period in which the facts that give rise to the revision become known. Accounting Pronouncement Recently Adopted ASU No. 2017-01, "Business Combinations (Topic 805): Clarifying the Definition of a Business" In January 2017, the FASB issued Accounting Standards Update ("ASU") No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. ASU 2017-01 clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses by providing a screen to determine when an integrated set of assets and activities is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This screen reduces the number of transactions that need to be further evaluated. The ASU also narrows the definition of the term "output" so that the term is consistent with how outputs are described under the revenue recognition guidance in Topic 606. The amendments in ASU 2017-01 are effective for public entities for annual periods and interim periods within those annual periods beginning after December 15, 2017. Early adoption is permitted in certain circumstances. We elected to adopt the guidance in ASU 2017-01 effective April 1, 2017. ASU No. 2017-04, "Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment" In January 2017, the FASB issued ASU No. 2017-04, which simplifies the subsequent measurement of goodwill by eliminating "Step 2" from the goodwill impairment test, which involved calculating the implied fair value of goodwill by determining the fair value at the impairment testing date of a reporting unit's assets and liabilities. Instead, under the simplified test approach, an entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The amendments in ASU 2017-04 are effective for public entities for annual periods and interim periods within those annual periods beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. We elected to adopt the guidance in ASU 2017-04 effective April 1, 2017, and as a result applied the new guidance to our annual goodwill impairment tests performed as of August 31, 2017. ASU No. 2016-09, "Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting" In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. ASU 2016-09 simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. Among other changes, ASU 2016-09 allows an entity to make an entity-wide accounting policy election to either estimate the number of awards expected to vest (consistent with current GAAP) or account for forfeitures when they occur. The amendments in ASU 2016-09 are effective for public entities for annual periods and interim periods within those annual periods beginning after December 15, 2016. Early adoption is permitted. We adopted the guidance in ASU 2016-09 effective January 1, 2017 and made a policy election to account for forfeitures when they occur. The adoption of ASU 2016-09 did not have a material impact on our consolidated financial statements. Accounting Pronouncements Not Yet Adopted Revenue Recognition In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). ASU 2014-09 provides a comprehensive and converged set of principles-based revenue recognition guidelines which supersede the existing industry and transaction-specific standards. The core principle of the new guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this core principle, entities must apply a five-step process to (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. ASU 2014-09 also mandates disclosure of sufficient information to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The disclosure requirements include qualitative and quantitative information about contracts with customers, significant judgments and changes in judgments, and assets recognized from the costs to obtain or fulfill a contract. Throughout 2015 and 2016, the FASB has issued a series of subsequent updates to the revenue recognition guidance in Topic 606, including ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net), ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing, ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients, and ASU No. 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers. The amendments in ASU 2014-09, ASU 2016-08, ASU 2016-10, ASU 2016-12, and ASU 2016-20 are effective for public entities for annual reporting periods beginning after December 15, 2017, and for interim periods within that reporting period. Early application is permitted for annual reporting periods beginning after December 15, 2016. We are currently evaluating the impact of our pending adoption of the revised guidance. The status of our implementation is as follows: • We have formed an implementation team that meets to discuss implementation challenges, technical interpretations, industry-specific treatment of certain revenue contract types, and project status. • We have reviewed contracts for each revenue stream identified within each of our business segments and we are currently determining and documenting expected changes in revenue recognition upon adoption of the revised guidance. • We are evaluating the potential information technology and internal control changes that will be required for adoption based on the findings from our contract review process. • We plan to provide internal training and awareness related to the revised guidance to the key stakeholders throughout our organization. While we have tentatively concluded that the implementation of ASU 2014-09 will not have a material impact on our revenue recognition policies for a substantial number of our contracts, management has identified several areas of potential impact through the contract review process currently underway, including the accounting for non-cash consideration, particularly in our Crude Oil Transportation and Gathering, Processing & Terminalling segments, and the timing of revenue recognition with respect to deficiency payments received in our Crude Oil Transportation segment. We are currently working with an industry group to develop positions regarding these outstanding items. We are in the process of quantifying the impact of adoption, but we cannot reasonably estimate the full impact of the standard until the industry reaches consensus on these issues. We do anticipate significant changes to our disclosures based on the additional requirements prescribed by the standard. These new disclosures include information regarding the significant judgments used in evaluating when and how revenue is (or will be) recognized and data related to contract assets and liabilities. Additionally, we are currently evaluating our business processes, systems and controls to ensure the accuracy and timeliness of the recognition and disclosure requirements under the new revenue guidance. We will continue to conduct our contract review process throughout 2017 and, as a result, additional areas of impact may be identified. We expect to adopt the new standard on January 1, 2018 using the modified retrospective approach. This approach allows us to apply the new standard to (i) all new contracts entered into after January 1, 2018 and (ii) all existing contracts for which all (or substantially all) of the revenue has not been recognized under legacy revenue guidance as of January 1, 2018 through a cumulative adjustment to equity. Consolidated revenues presented in our comparative financial statements for periods prior to January 1, 2018 would not be revised. ASU No. 2016-02, "Leases (Topic 842)" In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). ASU 2016-02 provides a comprehensive update to the lease accounting topic in the Codification intended to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The amendments in ASU 2016-02 include a revised definition of a lease as well as certain scope exceptions. The changes primarily impact lessee accounting, while lessor accounting is largely unchanged from previous GAAP. The amendments in ASU 2016-02 are effective for public entities for annual reporting periods beginning after December 15, 2018, and for interim periods within that reporting period. Early application is permitted. We are currently evaluating the impact of ASU 2016-02. |
Variable Interest Entity Variab
Variable Interest Entity Variable Interest Entity | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entity | TEP is a VIE of which TEP GP, our consolidated subsidiary, is the primary beneficiary. We continue to consolidate TEP accordingly. We have not provided any additional financial support other than TEP GP's initial capital contribution to acquire the general partner interest in TEP and have no contractual commitments or obligations to provide additional financial support to TEP. TEGP, as the managing member of Tallgrass Equity, has voting rights disproportionate to its ownership interest. As a result, we have determined that Tallgrass Equity is a VIE of which we are the primary beneficiary and we consolidate Tallgrass Equity accordingly. We have not provided any additional financial support to Tallgrass Equity other than our initial capital contribution to acquire a portion of our controlling interest in Tallgrass Equity and have no contractual commitments or obligations to provide additional financial support to Tallgrass Equity. Other than TEGP's deferred tax asset of approximately $496.5 million and $521.5 million at September 30, 2017 and December 31, 2016 , respectively, the assets and liabilities included in our condensed consolidated balance sheets at September 30, 2017 and December 31, 2016 represent the consolidated assets and liabilities of Tallgrass Equity, including the assets and liabilities of TEP. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | TEP Acquisition of Outrigger Powder River Operating, LLC On August 3, 2017, TEP acquired 100% of the membership interests of Outrigger Powder River Operating, LLC (subsequently renamed as Tallgrass Crude Gathering, LLC, "TCG"), which owns the PRB Crude System, a crude oil gathering system in the Powder River Basin with approximately 34 miles of gathering lines and approximately 150,000 acres dedicated on a long-term fee-based contract, for approximately $36 million , subject to working capital adjustments. The transaction qualifies as an acquisition of a business and is accounted for as a business combination under ASC 805. The following represents the fair value of assets acquired and liabilities assumed at August 3, 2017 (in thousands): Accounts receivable $ 117 Property, plant and equipment 29,306 Intangible asset 6,694 (1) Accounts payable and accrued liabilities (87 ) Net identifiable assets acquired $ 36,030 (1) The $6.7 million intangible asset acquired represents a major customer contract. This intangible asset is amortized on a straight-line basis over a period of 8 years , the remaining term of the contract at the time of acquisition. At September 30, 2017, the assets acquired and liabilities assumed in the acquisition were recorded at provisional amounts based on the preliminary purchase price allocation. TEP is in the process of obtaining additional information to identify and measure all assets acquired and liabilities assumed in the acquisition within the measurement period. Such provisional amounts will be adjusted if necessary to reflect any new information about facts and circumstances that existed at the acquisition date that, if known, would have affected the measurement of these amounts. Actual revenue and net loss attributable to TEP from TCG of less than $1 million was recognized in the accompanying condensed consolidated statements of income for the period from August 3, 2017 to September 30, 2017. Acquisitions of Additional Interests in Deeprock Development On July 20, 2017, TEP acquired an additional 40% membership interest in Deeprock Development from Kinder Morgan Cushing, LLC for cash consideration of approximately $57.2 million , net of cash acquired. TEP subsequently acquired an additional 9% membership interest in Deeprock Development from Deeprock Energy Resources LLC ("DER") on July 21, 2017, as discussed further below. Upon closing of the acquisition of the 40% membership interest on July 20, 2017, TEP obtained a controlling financial interest in Deeprock Development and accordingly has accounted for the transaction as a step acquisition under ASC 805. On the acquisition date, TEP remeasured its previously held 20% equity interest in Deeprock Development to its fair value of $22.9 million , recognized a gain of $9.7 million in "Gain on remeasurement of unconsolidated investment" in the condensed consolidated statements of income, and consolidated Deeprock Development in its condensed consolidated financial statements. The 40% equity interest in Deeprock Development held by noncontrolling interests was recorded at its acquisition date fair value of $45.9 million . The fair values of the previously held equity interest and the noncontrolling interest were determined using a discounted cash flow analysis and adjusted for lack of control. These fair value measurements are based on significant inputs, such as forecasted cash flows and discount rates, that are not observable in the market and thus represent fair value measurements categorized within Level 3 of the fair value hierarchy under ASC 820. The following represents the fair value of assets acquired and liabilities assumed at July 20, 2017 (in thousands): Accounts receivable $ 968 Other current assets 598 Property, plant and equipment 70,148 Accounts payable (712 ) Deferred revenue (6,546 ) Net identifiable assets acquired 64,456 Goodwill 61,550 Net assets acquired (excluding cash) $ 126,006 At September 30, 2017, the assets acquired and liabilities assumed in the acquisition were recorded at provisional amounts based on the preliminary purchase price allocation. TEP is in the process of obtaining additional information to identify and measure all assets acquired and liabilities assumed in the acquisition within the measurement period. Such provisional amounts will be adjusted if necessary to reflect any new information about facts and circumstances that existed at the acquisition date that, if known, would have affected the measurement of these amounts. The goodwill recognized of $61.6 million is primarily attributed to synergies expected from combining the operations of TEP and Deeprock Development. All of the goodwill was assigned to our Gathering, Processing & Terminalling segment. Actual revenue and net income attributable to TEP from Deeprock Development of $2.4 million and $1.1 million , respectively, was recognized in the accompanying condensed consolidated statements of income for the period from July 20, 2017 to September 30, 2017. On July 21, 2017, subsequent to the acquisition of an additional 40% membership interest discussed above, TEP acquired an additional 9% membership interest in Deeprock Development from DER for total consideration valued at approximately $13.1 million , consisting of approximately $6.4 million in cash and the issuance of 128,790 TEP common units (valued at approximately $6.7 million based on the July 20, 2017 closing price of TEP's common units), which was accounted for as an acquisition of noncontrolling interest. Subsequent to the closing of the transaction, our aggregate membership interest in Deeprock Development is 69% . Pro Forma Financial Information Unaudited pro forma revenue and net income attributable to TEGP for the three and nine months ended September 30, 2017 and 2016 is presented below as if the acquisitions of TCG and Deeprock Development had been completed on January 1, 2016. Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (in thousands) Revenue $ 177,022 $ 158,642 $ 492,625 $ 465,232 Net income attributable to partners $ 6,083 $ 10,787 $ 25,951 $ 21,896 The pro forma financial information is not necessarily indicative of what the actual results of operations or financial position of TEGP would have been if the transactions had in fact occurred on the date or for the period indicated, nor do they purport to project the results of operations or financial position of TEGP for any future periods or as of any date. The pro forma financial information does not give effect to any cost savings, operating synergies, or revenue enhancements expected to result from the transactions or the costs to achieve these cost savings, operating synergies, and revenue enhancements. The pro forma revenue and net income includes adjustments to give effect to the estimated results of operations of TCG and Deeprock Development for the periods presented, as well as to eliminate the equity in earnings and gain on remeasurement of unconsolidated investment associated with our previously held 20% membership interest in Deeprock Development. TEP Acquisition of DCP Douglas, LLC On June 5, 2017, TEP acquired 100% of the membership interests in DCP Douglas, LLC (subsequently renamed as Tallgrass Midstream Gathering, LLC), which owns the Douglas Gathering System, a natural gas gathering system in the Powder River Basin with approximately 1,500 miles of gathering pipeline connected to the Douglas processing plant, for approximately $128.5 million , subject to working capital adjustments. The acquisition has been accounted for as an asset acquisition, with substantially all of the fair value allocated to the long-lived assets acquired based on their relative fair values. TEP Acquisition of an Additional 24.99% Membership Interest in Rockies Express On March 31, 2017, TEP, TD, and Rockies Express Holdings, LLC, entered into a definitive Purchase and Sale Agreement, pursuant to which TEP acquired an additional 24.99% membership interest in Rockies Express from TD in exchange for cash consideration of $400 million . Together with the 25% membership interest in Rockies Express that TEP acquired from a unit of Sempra U.S. Gas and Power on May 6, 2016, this transaction increases TEP’s aggregate membership interest in Rockies Express to 49.99% . The transfer of the Rockies Express membership interest between TD and TEP is considered a transaction between entities under common control, but does not represent a change in reporting entity. TEP's investment in Rockies Express is recorded under the equity method of accounting and is reported as "Unconsolidated investments" on our condensed consolidated balance sheets. As a result of the common control nature of the transaction, the 24.99% membership interest in Rockies Express was transferred to TEP at TD's historical carrying amount, including the remaining unamortized basis difference driven by the difference between the fair value of the investment and the book value of the underlying assets and liabilities on November 13, 2012, the date of acquisition by TD. For additional information, see Note 8 – Investments in Unconsolidated Affiliates . As of March 31, 2017, the negative basis difference carried over from TD was approximately $386.8 million . The amount of the basis difference allocated to property, plant and equipment is accreted over 35 years , which equates to the 2.86% composite depreciation rate utilized by Rockies Express to depreciate the underlying property, plant and equipment. The amount allocated to long-term debt is amortized over the remaining life of the various debt facilities. The basis difference associated with the recently acquired 24.99% membership interest in Rockies Express at September 30, 2017 was allocated as follows: Basis Difference Amortization Period (in thousands) Long-term debt $ 19,078 2 - 25 years Property, plant and equipment (399,667 ) 35 years Total basis difference $ (380,589 ) TEP Acquisition of Tallgrass Terminals, LLC and Tallgrass NatGas Operator, LLC Effective January 1, 2017, TEP acquired 100% of the issued and outstanding membership interests in Terminals and 100% of the issued and outstanding membership interests in NatGas from TD for total cash consideration of $140 million . These acquisitions are considered transactions between entities under common control, and a change in reporting entity. Terminals owns several fully operational assets providing storage capacity and additional injection points for the Pony Express System, including the Sterling Terminal near Sterling, Colorado, the Buckingham Terminal in northeast Colorado, and a 69% interest in the Deeprock Development Terminal in Cushing, Oklahoma following the acquisition of an aggregate additional 49% membership interest in Deeprock Development in July 2017 discussed above. Terminals also owns acreage in Cushing, Oklahoma and Guernsey, Wyoming, which is under development to provide additional storage capacity and other potential opportunities. NatGas is the operator of the Rockies Express Pipeline and receives a fee from Rockies Express as compensation for its services. Historical Financial Information The results of our acquisitions of Terminals and NatGas are included in the condensed consolidated balance sheets as of September 30, 2017 and December 31, 2016 . The following table presents our previously reported December 31, 2016 condensed consolidated balance sheet, adjusted for the acquisitions of Terminals and NatGas: December 31, 2016 TEGP (As previously reported) Consolidate Terminals Consolidate NatGas TEGP (As currently reported) (in thousands) ASSETS Current Assets: Cash and cash equivalents $ 2,459 $ — $ — $ 2,459 Accounts receivable, net 59,469 38 29 59,536 Gas imbalances 1,597 — — 1,597 Inventories 12,805 288 — 13,093 Derivative assets 10,967 — — 10,967 Prepayments and other current assets 6,820 808 — 7,628 Total Current Assets 94,117 1,134 29 95,280 Property, plant and equipment, net 2,012,263 66,969 — 2,079,232 Goodwill 343,288 — — 343,288 Intangible assets, net 93,522 — — 93,522 Unconsolidated investments 461,915 13,710 — 475,625 Deferred tax asset 521,454 — — 521,454 Deferred financing costs, net 6,042 — — 6,042 Deferred charges and other assets 9,637 1,400 — 11,037 Total Assets $ 3,542,238 $ 83,213 $ 29 $ 3,625,480 LIABILITIES AND EQUITY Current Liabilities: Accounts payable $ 24,403 $ 46 $ — $ 24,449 Accounts payable to related parties 5,768 56 — 5,824 Gas imbalances 1,239 — — 1,239 Derivative liabilities 556 — — 556 Accrued taxes 16,328 668 — 16,996 Accrued liabilities 16,578 177 — 16,755 Deferred revenue 60,757 — — 60,757 Other current liabilities 6,446 — — 6,446 Total Current Liabilities 132,075 947 — 133,022 Long-term debt, net 1,555,981 — — 1,555,981 Other long-term liabilities and deferred credits 7,063 — — 7,063 Total Long-term Liabilities 1,563,044 — — 1,563,044 Equity: Net Equity 1,847,119 82,266 29 1,929,414 Total Equity 1,847,119 82,266 29 1,929,414 Total Liabilities and Equity $ 3,542,238 $ 83,213 $ 29 $ 3,625,480 The results of our acquisitions of Terminals and NatGas are included in the condensed consolidated statements of income for the three and nine months ended September 30, 2017 and 2016 . The following tables present the previously reported condensed consolidated statements of income for the three and nine months ended September 30, 2016 , adjusted for the acquisitions of Terminals and NatGas: Three Months Ended September 30, 2016 TEGP (As previously reported) Consolidate Terminals Consolidate NatGas Elimination TEGP (As currently reported) (in thousands) Revenues: Crude oil transportation services $ 91,387 $ — $ — $ — $ 91,387 Natural gas transportation services 31,444 — — — 31,444 Sales of natural gas, NGLs, and crude oil 20,758 — — (271 ) (1) 20,487 Processing and other revenues 8,536 3,116 1,182 (2,884 ) (2) 9,950 Total Revenues 152,125 3,116 1,182 (3,155 ) 153,268 Operating Costs and Expenses: Cost of sales (exclusive of depreciation and amortization shown below) 18,590 — — (271 ) (1) 18,319 Cost of transportation services (exclusive of depreciation and amortization shown below) 13,528 198 — (2,884 ) (2) 10,842 Operations and maintenance 14,714 432 — — 15,146 Depreciation and amortization 20,831 346 — — 21,177 General and administrative 13,715 266 — — 13,981 Taxes, other than income taxes 6,717 143 — — 6,860 Total Operating Costs and Expenses 88,095 1,385 — (3,155 ) 86,325 Operating Income (Loss) 64,030 1,731 1,182 — 66,943 Other Income (Expense): Interest expense, net (12,157 ) — — — (12,157 ) Unrealized loss on derivative instrument (4,419 ) — — — (4,419 ) Equity in earnings of unconsolidated investments 12,066 698 — — 12,764 Other income, net 480 — — — 480 Total Other (Expense) Income (4,030 ) 698 — — (3,332 ) Net income before tax 60,000 2,429 1,182 — 63,611 Deferred income tax expense (3,209 ) — — — (3,209 ) Net income 56,791 2,429 1,182 — 60,402 Net income attributable to noncontrolling interests (49,750 ) — — — (49,750 ) Net income attributable to TEGP $ 7,041 $ 2,429 $ 1,182 $ — $ 10,652 Nine Months Ended September 30, 2016 TEGP (As previously reported) Consolidate Terminals Consolidate NatGas Elimination TEGP (As currently reported) (in thousands) Revenues: Crude oil transportation services $ 279,281 $ — $ — $ — $ 279,281 Natural gas transportation services 89,406 — — — 89,406 Sales of natural gas, NGLs, and crude oil 51,514 — — (271 ) (1) 51,243 Processing and other revenues 24,260 8,982 4,855 (8,576 ) (2) 29,521 Total Revenues 444,461 8,982 4,855 (8,847 ) 449,451 Operating Costs and Expenses: Cost of sales (exclusive of depreciation and amortization shown below) 48,116 — — (271 ) (1) 47,845 Cost of transportation services (exclusive of depreciation and amortization shown below) 43,924 598 — (8,576 ) (2) 35,946 Operations and maintenance 41,055 1,319 — — 42,374 Depreciation and amortization 64,099 975 — — 65,074 General and administrative 41,710 1,153 — — 42,863 Taxes, other than income taxes 19,862 431 — — 20,293 Contract termination — 8,061 (3) — — 8,061 Loss on disposal of assets 1,849 — — — 1,849 Total Operating Costs and Expenses 260,615 12,537 — (8,847 ) 264,305 Operating Income 183,846 (3,555 ) 4,855 — 185,146 Other Income (Expense): Interest expense, net (31,275 ) — — — (31,275 ) Unrealized gain on derivative instrument 5,588 — — — 5,588 Equity in earnings of unconsolidated investments 35,387 2,108 — — 37,495 Other income, net 1,267 — — — 1,267 Total Other Income 10,967 2,108 — — 13,075 Net income (loss) before tax 194,813 (1,447 ) 4,855 — 198,221 Deferred income tax expense (12,792 ) — — — (12,792 ) Net income (loss) 182,021 (1,447 ) 4,855 — 185,429 Net income attributable to noncontrolling interests (163,943 ) — — — (163,943 ) Net income (loss) attributable to TEGP $ 18,078 $ (1,447 ) $ 4,855 $ — $ 21,486 (1) Represents the elimination of revenue and cost of sales associated with the purchase of crude oil from Pony Express by Terminals. (2) Represents the elimination of revenue and cost of transportation services associated with the lease of the Sterling Terminal facilities by Pony Express. (3) Represents a one-time charge related to the termination of an operating agreement at the Sterling Terminal. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | As a result of our relationship with TD and its affiliates, we have entered into a number of related party transactions. The following disclosure includes those related party transactions which are not otherwise disclosed in these notes to our condensed consolidated financial statements. We have no employees. In connection with the closing of the TEP initial public offering on May 17, 2013, TEP and its general partner entered into an Omnibus Agreement with TD and certain of its affiliates, including Tallgrass Operations, LLC (the "TEP Omnibus Agreement"). The TEP Omnibus Agreement provides that, among other things, TEP will reimburse TD and its affiliates for all expenses they incur and payments they make on TEP's behalf, including the costs of employee and director compensation and benefits as well as the cost of the provision of certain centralized corporate functions performed by TD, including legal, accounting, cash management, insurance administration and claims processing, risk management, health, safety and environmental, information technology and human resources in each case to the extent reasonably allocable to TEP. In addition, in connection with the closing of our initial public offering on May 12, 2015 (the "TEGP IPO"), TEGP entered into an Omnibus Agreement (the "TEGP Omnibus Agreement") with TEGP Management, LLC, Tallgrass Equity and Tallgrass Energy Holdings, LLC (which is the general partner of TD). Pursuant to the TEGP Omnibus Agreement, Tallgrass Equity pays a reimbursement to TD for costs associated with TEGP being a public company beginning in the second quarter of 2015, which was $500,000 for the third quarter of 2017 . This amount is periodically reviewed and adjusted as necessary to continue to reflect reasonable allocation of costs to TEGP. Totals of transactions with affiliated companies, excluding transactions disclosed elsewhere in these notes, are as follows: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (in thousands) Processing and other revenues (1) $ 3,338 $ 1,182 $ 6,662 $ 4,855 Cost of transportation services (2) $ 1,062 $ 4,630 $ 10,476 $ 13,888 Charges to TEGP: (3) Property, plant and equipment, net $ 765 $ 688 $ 1,568 $ 2,255 Operations and maintenance $ 7,973 $ 6,560 $ 21,680 $ 19,117 General and administrative $ 11,960 $ 10,423 $ 32,628 $ 30,066 (1) Reflects the fee that NatGas receives as the operator of the Rockies Express Pipeline. (2) Reflects rent expense for the crude oil storage at the Deeprock Terminal prior to our consolidation of Deeprock Development during the third quarter of 2017, as discussed in Note 4 – Acquisitions . (3) Charges to TEGP, inclusive of Tallgrass Equity and TEP, include directly charged wages and salaries, other compensation and benefits, and shared services. Details of balances with affiliates included in "Accounts receivable, net" and "Accounts payable to related parties" in the condensed consolidated balance sheets are as follows: September 30, 2017 December 31, 2016 (in thousands) Receivable from related parties: Rockies Express Pipeline LLC $ 1,052 $ 590 Total receivable from related parties $ 1,052 $ 590 Accounts payable to related parties: Tallgrass Operations, LLC $ 5,955 $ 5,811 Deeprock Development, LLC — 13 Total accounts payable to related parties $ 5,955 $ 5,824 Gas imbalances with affiliated shippers are as follows: September 30, 2017 December 31, 2016 (in thousands) Affiliate gas imbalance receivables $ 17 $ 177 Affiliate gas imbalance payables $ 43 $ — |
Inventory
Inventory | 9 Months Ended |
Sep. 30, 2017 | |
Inventory Disclosure [Abstract] | |
Inventory | The components of inventory at September 30, 2017 and December 31, 2016 consisted of the following: September 30, 2017 December 31, 2016 (in thousands) Crude oil $ 2,115 $ 5,462 Materials and supplies 5,993 6,383 Natural gas liquids 543 265 Gas in underground storage 1,522 983 Total inventory $ 10,173 $ 13,093 |
Property, Plant and Equipment
Property, Plant and Equipment | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | A summary of net property, plant and equipment by classification is as follows: September 30, 2017 December 31, 2016 (in thousands) Crude oil pipelines $ 1,219,913 $ 1,202,125 Gathering, processing and terminalling assets (1) 667,379 397,701 Natural gas pipelines 577,343 572,150 General and other 98,860 82,510 Construction work in progress 45,223 20,606 Accumulated depreciation and amortization (257,888 ) (195,860 ) Total property, plant and equipment, net $ 2,350,830 $ 2,079,232 (1) Includes approximately $138.2 million of assets associated with the Douglas Gathering System acquired in June 2017, approximately $68.4 million of assets associated with the acquisition of the aggregate additional 49% membership interest in Deeprock Development in July 2017, and approximately $29.3 million of assets associated with the PRB Crude System acquired in August 2017. |
Investments in Unconsolidated A
Investments in Unconsolidated Affiliates (Notes) | 9 Months Ended |
Sep. 30, 2017 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments and Joint Ventures Disclosure | Rockies Express Our investment in Rockies Express is recorded under the equity method of accounting and is reported as "Unconsolidated investments" on our condensed consolidated balance sheets. During the nine months ended September 30, 2017 , we recognized equity in earnings associated with our 49.99% membership interest in Rockies Express of $185.7 million , inclusive of the amortization of the negative basis difference, and received distributions from and made contributions to Rockies Express of $227.5 million and $29.5 million , respectively. As discussed in Note 4 – Acquisitions , we acquired an additional 24.99% membership interest in Rockies Express from TD on March 31, 2017. Summarized financial information for Rockies Express is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (in thousands) Revenue $ 216,756 $ 159,421 $ 625,243 $ 551,323 Operating income $ 123,965 $ 66,436 $ 344,037 $ 267,847 Net income to Members $ 233,990 $ 34,184 $ 371,185 $ 226,847 Deeprock Development As discussed in Note 4 – Acquisitions , on July 20, 2017, TEP acquired an additional 40% membership interest in Deeprock Development. As a result of the acquisition, TEP consolidated Deeprock Development and effective July 20, 2017 will no longer account for its investment in Deeprock Development under the equity method of accounting. |
Goodwill (Notes)
Goodwill (Notes) | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill Disclosure | Reconciliation of Goodwill The following table presents a reconciliation of the carrying amount of goodwill by reportable segment for the reporting period: Three and Nine Months Ended September 30, 2017 2016 Natural Gas Transportation Gathering, Processing & Terminalling Total Natural Gas Transportation Gathering, Processing & Terminalling Total (in thousands) Balance at beginning of period $ 255,558 $ 87,730 $ 343,288 $ 255,558 $ 87,730 $ 343,288 Goodwill acquired — 61,550 (1) 61,550 — — — Balance at end of period $ 255,558 $ 149,280 $ 404,838 $ 255,558 $ 87,730 $ 343,288 (1) The $61.6 million of goodwill was recorded in connection with the acquisition of a controlling interest in Deeprock Development on July 20, 2017 as discussed further in Note 4 – Acquisitions . Annual Goodwill Impairment Analysis We evaluate goodwill for impairment on an annual basis and whenever events or changes in circumstances necessitate an evaluation for impairment. Examples of such facts and circumstances include changes in the magnitude of the excess of fair value over carrying amount in the last valuation or changes in the business environment. Our annual impairment testing date is August 31. We evaluate goodwill for impairment at the reporting unit level, which is the same as, or one level below, an operating segment as defined in the segment reporting guidance of the Codification, using either the qualitative assessment option or proceeding directly to the quantitative impairment test depending on facts and circumstances of the reporting unit. If we, after performing the qualitative assessment, determine it is “more likely than not” that the fair value of a reporting unit is greater than its carrying amount, then goodwill is not considered impaired. When goodwill is evaluated for impairment using the quantitative impairment test, the carrying amount of the reporting unit is compared to its fair value. If the fair value exceeds the carrying amount, goodwill is not considered impaired. If the carrying amount exceeds the reporting unit's fair value, then the reporting unit should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. We did not elect to apply the qualitative assessment option during our 2017 annual goodwill impairment testing; instead we proceeded directly to the quantitative impairment test. We compared the fair value of each reporting unit with its respective book value, including goodwill, by using an income approach based on a discounted cash flow analysis. For the purpose of goodwill impairment testing, goodwill was allocated to our reporting units based on the enterprise value of each reporting unit at the date of acquisition. The fair value of each reporting unit was determined on a stand-alone basis from the perspective of a market participant and included a sensitivity analysis of the impact of changes in various assumptions. This approach required us to make long-term forecasts of future operating results and various other assumptions and estimates, the most significant of which are gross margin, operating expenses, general and administrative expenses, long-term growth rates and the weighted average cost of capital. The fair value of the reporting units was determined using significant unobservable inputs, considered Level 3 under the fair value hierarchy in the Codification. For each reporting unit, the results of the quantitative impairment test indicated no impairment as the fair value of the reporting units was greater than their respective book values. As a result, in accordance with the Codification guidance, we did not record a goodwill impairment during the nine months ended September 30, 2017 . Unpredictable events or deteriorating market or operating conditions could result in a future change to the discounted cash flow models and cause impairments in the future. We continue to monitor potential impairment indicators to determine if a triggering event occurs and will perform additional goodwill impairment analyses as necessary. |
Risk Management
Risk Management | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Risk Management | We enter into derivative contracts with third parties for the purpose of hedging exposures that accompany our normal business activities. Our normal business activities directly and indirectly expose us to risks associated with changes in the market price of crude oil and natural gas, among other commodities. For example, the risks associated with changes in the market price of crude oil and natural gas include, among others (i) pre-existing or anticipated physical crude oil and natural gas sales, (ii) natural gas purchases and (iii) natural gas system use and storage. We have elected not to apply hedge accounting and changes in the fair value of all derivative contracts are recorded in earnings in the period in which the change occurs. Fair Value of Derivative Contracts The following table summarizes the fair values of our derivative contracts included in the condensed consolidated balance sheets: Balance Sheet September 30, 2017 December 31, 2016 (in thousands) Natural gas derivative contracts (1) Current assets $ — $ 291 Call option derivative (2) Current assets $ — $ 10,676 Crude oil derivative contracts (3) Current liabilities $ 472 $ 440 Natural gas derivative contracts (1) Current liabilities $ 1 $ 116 (1) As of September 30, 2017 , the fair value shown for natural gas derivative contracts was comprised of derivative volumes for long natural gas fixed-price swaps totaling 0.1 Bcf. As of December 31, 2016 , the fair value shown for natural gas derivative contracts was comprised of derivative volumes for short and long natural gas fixed-price swaps totaling 0.3 Bcf and 0.4 Bcf, respectively. (2) As discussed below, in conjunction with TEP's acquisition of an additional 31.3% membership interest in Pony Express effective January 1, 2016, TD granted TEP an 18 month call option covering the 6,518,000 TEP common units issued to TD. As of February 1, 2017, no common units remained subject to the call option. (3) As of September 30, 2017 , the fair value shown for crude oil derivative contracts represents the purchase and sale of 323,620 barrels which will settle throughout 2017 and the first quarter of 2018. As of December 31, 2016 , the fair value shown for crude oil derivative contracts represents the sale of 125,000 barrels of crude oil which settled throughout 2017. Effect of Derivative Contracts in the Statements of Income The following table summarizes the impact of derivative contracts not designated as hedging contracts for the three and nine months ended September 30, 2017 and 2016 : Contract Type Location of gain (loss) recognized Amount of gain (loss) recognized in income on derivatives Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (in thousands) Crude oil derivative contracts Sales of natural gas, NGLs, and crude oil $ 175 $ 318 $ 1,065 $ 466 Natural gas derivative contracts Sales of natural gas, NGLs, and crude oil $ (22 ) $ 161 $ 84 $ (190 ) Call option derivative Unrealized (loss) gain on derivative instrument $ — $ (4,419 ) $ 1,885 $ 5,588 Call Option Derivative As part of TEP's acquisition of an additional 31.3% membership interest in Pony Express effective January 1, 2016, TD granted TEP an 18 month call option at an exercise price of $42.50 per TEP common unit covering the 6,518,000 TEP common units issued to TD as a portion of the consideration. In July 2016 and October 2016, TEP partially exercised the call option covering 3,563,146 and 1,251,760 common units, respectively, for cash payments of $151.4 million and $53.2 million , respectively. On February 1, 2017 , TEP exercised the remainder of the call option covering an additional 1,703,094 common units for a cash payment of $72.4 million . These common units were deemed canceled upon the exercise of the call option and as of the applicable exercise date were no longer issued and outstanding. Credit Risk We have counterparty credit risk as a result of our use of derivative contracts. Counterparties to our crude oil and natural gas derivatives consist of major financial institutions. This concentration of counterparties may impact our overall exposure to credit risk, either positively or negatively, in that the counterparties may be similarly affected by changes in economic, regulatory or other conditions. The counterparty to our call option derivative was TD. Our over-the-counter swaps are entered into with counterparties outside central trading organizations such as futures, options or stock exchanges. These contracts are with financial institutions with investment grade credit ratings. While we enter into derivative transactions principally with investment grade counterparties and actively monitor their credit ratings, it is nevertheless possible that from time to time losses will result from counterparty credit risk in the future. As of September 30, 2017 , the fair value of our crude oil and natural gas derivative contracts were a liability position, resulting in no credit exposure from TEP's counterparties as of that date. As of September 30, 2017 we had $0.8 million and $3.0 million of cash in margin accounts and outstanding letters of credit, respectively, in support of our commodity derivative contracts. As of December 31, 2016 , we did not have any outstanding letters of credit or cash in margin accounts in support of our hedging of commodity price risks associated with our commodity derivative contracts. Fair Value Derivative assets and liabilities are measured and reported at fair value. Derivative contracts can be exchange-traded or over-the-counter ("OTC"). OTC commodity derivatives are valued using models utilizing a variety of inputs including contractual terms and commodity and interest rate curves. The selection of a particular model and particular inputs to value an OTC derivative contract depends upon the contractual terms of the instrument as well as the availability of pricing information in the market. We use similar models to value similar instruments. For OTC derivative contracts that trade in liquid markets, such as generic forwards and swaps, model inputs can generally be verified and model selection does not involve significant management judgment. Such contracts are typically classified within Level 2 of the fair value hierarchy. The call option granted by TD was valued using a Black-Scholes option pricing model. Key inputs to the valuation model included the term of the option, risk free rate, the exercise price and current market price, expected volatility and expected distribution yield of the underlying units. The call option valuation was classified within Level 2 of the fair value hierarchy as the value was based on significant observable inputs. The following table summarizes the fair value measurements of our derivative contracts as of September 30, 2017 and December 31, 2016 based on the fair value hierarchy: Asset Fair Value Measurements Using Total Quoted prices in Significant Significant (in thousands) As of December 31, 2016: Call option derivative $ 10,676 $ — $ 10,676 $ — Natural gas derivative contracts $ 291 $ — $ 291 $ — Liability Fair Value Measurements Using Total Quoted prices in Significant Significant (in thousands) As of September 30, 2017: Crude oil derivative contracts $ 472 $ — $ 472 $ — Natural gas derivative contracts $ 1 $ — $ 1 $ — As of December 31, 2016: Crude oil derivative contracts $ 440 $ — $ 440 $ — Natural gas derivative contracts $ 116 $ — $ 116 $ — |
Long-term Debt
Long-term Debt | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term debt consisted of the following at September 30, 2017 and December 31, 2016 : September 30, 2017 December 31, 2016 (in thousands) Tallgrass Equity revolving credit facility $ 146,000 $ 148,000 TEP revolving credit facility 881,000 1,015,000 TEP 5.50% senior notes due September 15, 2024 750,000 400,000 TEP 5.50% senior notes due January 15, 2028 500,000 — Less: Deferred financing costs, net (1) (15,914 ) (7,019 ) Total long-term debt, net $ 2,261,086 $ 1,555,981 (1) Deferred financing costs, net as presented above relate solely to the 2024 and 2028 Notes. Deferred financing costs associated with our revolving credit facilities are presented in noncurrent assets on our condensed consolidated balance sheets. TEP Senior Unsecured Notes On September 15, 2017, TEP and Tallgrass Energy Finance Corp. (the "Co-Issuer" and together with TEP, the "Issuers"), the Guarantors named therein and U.S. Bank, National Association, as trustee, entered into an Indenture dated September 15, 2017 (the "2028 Indenture") pursuant to which the Issuers issued $500 million in aggregate principal amount of 5.50% senior notes due 2028 (the "2028 Notes"). The 2028 Indenture contains covenants that, among other things, limit TEP's ability and the ability of its restricted subsidiaries to: (i) create liens to secure indebtedness; (ii) enter into sale-leaseback transactions; and (iii) consolidate with or merge with or into, or sell substantially all of TEP’s properties to, another person. As of September 30, 2017 , TEP is in compliance with the covenants required under the 2028 Notes. On September 1, 2016, the Issuers, the Guarantors named therein and U.S. Bank, National Association, as trustee, entered into an Indenture dated September 1, 2016 (the "2024 Indenture"), pursuant to which the Issuers issued $400 million in aggregate principal amount of 5.50% senior notes due 2024 (the "2024 Notes"). On May 16, 2017, the Issuers issued an additional $350 million in aggregate principal amount of the 2024 Notes which are also governed by the 2024 Indenture. The notes issued on September 1, 2016 and May 16, 2017 are treated as a single class of debt securities and have identical terms, other than the issue date, offering price and first interest payment date. The 2024 Indenture contains covenants that, among other things, limit TEP's ability and the ability of its restricted subsidiaries to: (i) incur, assume or guarantee additional indebtedness or issue preferred units; (ii) create liens to secure indebtedness; (iii) pay distributions on equity interests in the event of default or noncompliance with the covenants required, repurchase equity securities or redeem subordinated securities; (iv) make investments; (v) restrict distributions, loans or other asset transfers from TEP's restricted subsidiaries; (vi) consolidate with or merge with or into, or sell substantially all of TEP's properties to, another person; (vii) sell or otherwise dispose of assets, including equity interests in subsidiaries; and (viii) enter into transactions with affiliates. As of September 30, 2017 , TEP is in compliance with the covenants required under the 2024 Notes. Tallgrass Equity Revolving Credit Facility The following table sets forth the available borrowing capacity under the Tallgrass Equity revolving credit facility as of September 30, 2017 and December 31, 2016 : September 30, 2017 December 31, 2016 (in thousands) Total capacity under Tallgrass Equity revolving credit facility $ 150,000 $ 150,000 Less: Outstanding borrowings under the Tallgrass Equity revolving credit facility (146,000 ) (148,000 ) Available capacity under the Tallgrass Equity revolving credit facility $ 4,000 $ 2,000 In connection with the TEGP IPO, Tallgrass Equity entered into a $150 million senior secured revolving credit facility with Barclays Bank PLC, as administrative agent, and a syndicate of lenders, which will mature on May 12, 2020. Among various other covenants and restrictive provisions, Tallgrass Equity is required to maintain a total leverage ratio of not more than 3.00 to 1.00. As of September 30, 2017 , Tallgrass Equity is in compliance with the covenants required under the revolving credit facility. The unused portion of the revolving credit facility is subject to a commitment fee of 0.50% . As of September 30, 2017 , the weighted average interest rate on outstanding borrowings under the Tallgrass Equity revolving credit facility was 3.74% . During the nine months ended September 30, 2017 , Tallgrass Equity's weighted average effective interest rate, including the interest on outstanding borrowings, commitment fees, and amortization of deferred financing costs, was 3.88% . TEP Revolving Credit Facility On June 2, 2017, TEP entered into a $1.75 billion Second Amended and Restated Credit Agreement with Wells Fargo Bank, National Association, as administrative agent and collateral agent, and a syndicate of lenders (the "Amended Credit Agreement"). The Amended Credit Agreement amends and restates TEP's existing revolving credit facility. The Amended Credit Agreement, among other things, extends the maturity date of TEP's existing revolving credit facility from May 13, 2018 to June 2, 2022, and provides for an uncommitted accordion in an amount up to an additional $250 million , subject to the satisfaction of certain other conditions. In addition, the revolving credit facility includes a $60 million sublimit for swing line loans and a $75 million sublimit for letters of credit. The following table sets forth the available borrowing capacity under the TEP revolving credit facility as of September 30, 2017 and December 31, 2016 : September 30, 2017 December 31, 2016 (in thousands) Total capacity under the TEP revolving credit facility $ 1,750,000 $ 1,750,000 Less: Outstanding borrowings under the TEP revolving credit facility (881,000 ) (1,015,000 ) Less: Letters of credit issued under the TEP revolving credit facility (3,094 ) — Available capacity under the TEP revolving credit facility $ 865,906 $ 735,000 TEP's revolving credit facility contains various covenants and restrictive provisions that, among other things, limit or restrict TEP's ability (as well as the ability of its restricted subsidiaries) to incur or guarantee additional debt, incur certain liens on assets, dispose of assets, make certain distributions, including distributions from available cash, if a default or event of default under the credit agreement then exists or would result, therefrom, change the nature of its business, engage in certain mergers or make certain investments and acquisitions, enter into non-arms-length transactions with affiliates and designate certain subsidiaries as "Unrestricted Subsidiaries." In addition, TEP is required to maintain a consolidated leverage ratio of not more than 5.00 to 1.00 (which will be increased to 5.50 to 1.00 for certain measurement periods following the consummation of certain acquisitions), a consolidated senior secured leverage ratio of not more than 3.75 to 1.00 and a consolidated interest coverage ratio of not less than 2.50 to 1.00. As of September 30, 2017 , TEP is in compliance with the covenants required under its revolving credit facility. The unused portion of TEP's revolving credit facility is subject to a commitment fee, which ranges from 0.250% to 0.500% , based on TEP's total leverage ratio. As of September 30, 2017 , the weighted average interest rate on outstanding borrowings under the TEP revolving credit facility was 3.24% . During the nine months ended September 30, 2017 , the weighted average effective interest rate under the TEP revolving credit facility, including the interest on outstanding borrowings under TEP's revolving credit facility, commitment fees, and amortization of deferred financing costs, was 3.25% . Fair Value The following table sets forth the carrying amount and fair value of our long-term debt, which is not measured at fair value in the condensed consolidated balance sheets as of September 30, 2017 and December 31, 2016 , but for which fair value is disclosed: Fair Value Quoted prices Significant Significant Total Carrying (in thousands) As of September 30, 2017: Revolving credit facilities $ — $ 1,027,000 $ — $ 1,027,000 $ 1,027,000 2024 Notes $ — $ 772,028 $ — $ 772,028 $ 739,444 2028 Notes $ — $ 508,660 $ — $ 508,660 $ 494,642 As of December 31, 2016: Revolving credit facilities $ — $ 1,163,000 $ — $ 1,163,000 $ 1,163,000 2024 Notes $ — $ 398,000 $ — $ 398,000 $ 392,981 The long-term debt borrowed under the revolving credit facilities is carried at amortized cost. As of September 30, 2017 and December 31, 2016 , the fair value of borrowings under the revolving credit facilities approximates the carrying amount of the borrowings using a discounted cash flow analysis. The 2024 and 2028 Notes are carried at amortized cost, net of deferred financing costs. The estimated fair value of the 2024 and 2028 Notes is based upon quoted market prices adjusted for illiquid markets. We are not aware of any factors that would significantly affect the estimated fair value subsequent to September 30, 2017 . |
Partnership Equity and Distribu
Partnership Equity and Distributions | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Partnership Equity and Distributions | TEGP Distributions to Holders of Class A Shares The following table details the distributions for the periods indicated: Three Months Ended Date Paid Distributions to Class A Shareholders Distributions per Class A Share (in thousands) September 30, 2017 November 14, 2017 (1) $ 20,617 $ 0.3550 June 30, 2017 August 14, 2017 19,891 0.3425 March 31, 2017 May 15, 2017 16,697 0.2875 December 31, 2016 February 14, 2017 16,116 0.2775 September 30, 2016 November 14, 2016 12,528 0.2625 June 30, 2016 August 12, 2016 11,693 0.2450 March 31, 2016 May 13, 2016 10,022 0.2100 (1) The distribution announced on October 10, 2017 for the third quarter of 2017 will be paid on November 14, 2017 to Class A shareholders of record at the close of business on October 31, 2017 . Subsidiary Distributions TEP Distributions . The following table shows the distributions for the periods indicated: Distributions Limited Partner General Partner Distributions Three Months Ended Date Paid Incentive Distribution Rights General Partner Units Total (in thousands, except per unit amounts) September 30, 2017 November 14, 2017 (1) $ 69,174 $ 37,744 $ 1,219 $ 108,137 $ 0.9450 June 30, 2017 August 14, 2017 67,671 36,342 1,186 105,199 0.9250 March 31, 2017 May 15, 2017 60,486 29,840 1,040 91,366 0.8350 December 31, 2016 February 14, 2017 58,793 28,358 1,008 88,159 0.8150 September 30, 2016 November 14, 2016 57,332 26,987 976 85,295 0.7950 June 30, 2016 August 12, 2016 54,442 24,262 911 79,615 0.7550 March 31, 2016 May 13, 2016 48,238 19,816 830 68,884 0.7050 (1) The distribution announced on October 10, 2017 for the third quarter of 2017 will be paid on November 14, 2017 to unitholders of record at the close of business on October 31, 2017 . Repurchase of TEP Common Units Owned by TD Following an offer received from TD with respect to TEP common units owned by TD not subject to the call option, TEP repurchased 736,262 TEP common units from TD at an aggregate price of approximately $35.3 million , or $47.99 per common unit, on February 1, 2017 , which was approved by the conflicts committee of the board of directors of TEP's general partner. These common units were deemed canceled upon TEP's purchase and as of such transaction date were no longer issued and outstanding. TEP Equity Distribution Agreements As of September 30, 2017 , TEP had active equity distribution agreements pursuant to which it may sell from time to time through a group of managers, as its sales agents, TEP common units representing limited partner interests having an aggregate offering price of up to $100.2 million and $657.5 million . Net cash proceeds from any sale of the TEP common units may be used for general partnership purposes, which includes, among other things, TEP's exercise of the call option with respect to the 6,518,000 common units issued to TD in connection with TEP's acquisition of an additional 31.3% of Pony Express in January 2016, repayment or refinancing of debt, funding for acquisitions, capital expenditures and additions to working capital. TEP did not issue common units under the equity distribution agreements during the three months ended September 30, 2017 . During the nine months ended September 30, 2017 , TEP issued and sold 2,341,061 common units with a weighted average sales price of $48.82 per unit under its equity distribution agreements for net cash proceeds of approximately $112.4 million (net of approximately $1.9 million in commissions and professional service expenses). TEP used the net cash proceeds for general partnership purposes as described above. Noncontrolling Interests As of September 30, 2017 , noncontrolling interests in our subsidiaries consisted of a 63.06% interest in Tallgrass Equity held by the Exchange Right Holders, as defined in Note 13 – Net Income per Class A Share , the 72.67% limited partner interest in TEP held by TD and the public TEP unitholders and, a 31% membership interest in Deeprock Development, and the 2.0% membership interest in Pony Express held by TD. During the nine months ended September 30, 2017 , we recognized contributions from and distributions to noncontrolling interests of $1.1 million and $229.7 million , respectively. Contributions from noncontrolling interests consisted primarily of contributions from TD to Pony Express. Distributions to noncontrolling interests consisted of distributions to TEP unitholders of $135.4 million , Tallgrass Equity distributions to the Exchange Right Holders of $90.0 million , and distributions to Pony Express noncontrolling interests of $4.3 million . During the nine months ended September 30, 2016 , we received contributions from and made distributions to noncontrolling interests of $8.7 million and $177.4 million , respectively. Contributions from noncontrolling interests primarily consisted of contributions from TD to Pony Express. Distributions to noncontrolling interests consisted of distributions to TEP unitholders of $103.7 million , Tallgrass Equity distributions to Exchange Right Holders of $68.7 million and distributions to Pony Express noncontrolling interests in the aggregate of $5.0 million . Other Contributions and Distributions During the nine months ended September 30, 2017 and 2016 , TEP received contributions from TD of $2.3 million and $5.3 million , respectively, primarily to indemnify TEP for costs associated with Trailblazer's Pipeline Integrity Management Program, as discussed in Note 15 – Legal and Environmental Matters . |
Net Income per Class A Share Ne
Net Income per Class A Share Net Income per Class A Share | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Net Income per Class A Share | Basic net income per Class A share is determined by dividing net income attributable to TEGP by the weighted average number of outstanding Class A shares during the period. Class B shares do not share in the earnings of the Partnership. Accordingly, basic and diluted net income per Class B share has not been presented. Diluted net income per Class A share is determined by dividing net income attributable to TEGP by the weighted average number of outstanding diluted Class A shares during the period. For purposes of calculating diluted net income per Class A share, we considered the impact of possible future exercises of the Exchange Right by the Exchange Right Holders on both net income attributable to TEGP and the diluted weighted average number of Class A shares outstanding. The Exchange Right Holders refers to the group of persons who collectively own all of TEGP's outstanding Class B shares and an equivalent number of Tallgrass Equity units. The Exchange Right Holders are entitled to exercise the right to exchange their Tallgrass Equity units (together with an equivalent number of TEGP Class B shares) for TEGP Class A shares at an exchange ratio of one TEGP Class A share for each Tallgrass Equity unit exchanged, which we refer to as the Exchange Right. The Exchange Right Holders primarily consist of Kelso & Company and its affiliated investment funds, The Energy & Minerals Group and its affiliated investment funds, and Tallgrass KC, LLC, which is an entity owned by certain members of TEGP's and TEP's management. Pursuant to the TEGP partnership agreement and the Tallgrass Equity limited liability company agreement, our capital structure and the capital structure of Tallgrass Equity will generally replicate one another in order to maintain the one-for-one exchange ratio between the Tallgrass Equity units and Class B shares, on the one hand, and our Class A shares, on the other hand. As a result, the exchange of any Class B shares for Class A shares does not have a dilutive effect on basic net income per Class A share. However, for the nine months ended September 30, 2017 and 2016 , the potential issuance of TEGP Equity Participation Shares would have had a dilutive effect on basic net income per Class A share. All net income or loss from Terminals and NatGas prior to TEP's acquisition on January 1, 2017 is allocated to predecessor operations in the condensed consolidated statements of income. Accordingly, no net income or loss from Terminals and NatGas is allocated to our Class A shareholders. We present the financial results of any transferred business prior to the transaction date in the line item "Predecessor operations interest in net income" in the condensed consolidated statements of income. The following table illustrates the calculation of net income per Class A share for the three and nine months ended September 30, 2017 and 2016 : Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (in thousands, except per share data) Basic Net Income per Class A Share Net income attributable to TEGP, excluding predecessor operations interest $ 15,866 $ 7,041 $ 36,648 $ 18,078 Basic weighted average Class A Shares outstanding 58,075 47,725 58,075 47,725 Basic net income per Class A share $ 0.27 $ 0.15 $ 0.63 $ 0.38 Diluted Net Income per Class A Share Net income attributable to TEGP, excluding predecessor operations interest $ 15,866 $ 7,041 $ 36,648 $ 18,078 Incremental net income attributable to TEGP including the effect of the assumed issuance of Equity Participation Shares 64 3 132 3 Net income attributable to TEGP including incremental net income from assumed issuance of Equity Participation Shares $ 15,930 $ 7,044 $ 36,780 $ 18,081 Basic weighted average Class A Shares outstanding 58,075 47,725 58,075 47,725 Equity Participation Shares equivalent shares 117 50 118 15 Diluted weighted average Class A Shares outstanding 58,192 47,775 58,193 47,740 Diluted net income per Class A Share $ 0.27 $ 0.15 $ 0.63 $ 0.38 |
Regulatory Matters
Regulatory Matters | 9 Months Ended |
Sep. 30, 2017 | |
Regulatory Matters [Abstract] | |
Regulatory Matters | There are no regulatory proceedings challenging the rates of Pony Express, Rockies Express, Tallgrass Interstate Gas Transmission, LLC ("TIGT") or Trailblazer Pipeline Company LLC ("Trailblazer"). We have made certain regulatory filings with the FERC, including the following: Pony Express On May 22, 2017 and May 31, 2017, Pony Express made tariff filings with the FERC in Docket Nos. IS17-263-000, IS17-464-00, and IS17-465-000 to increase the contract and non-contract rates by an amount reflecting the most recent FERC annual index adjustment of approximately 0.2% , which became effective July 1, 2017. Rockies Express Rockies Express Zone 3 Capacity Enhancement Project – FERC Docket No. CP15-137-000 On March 31, 2015 in Docket No. CP15-137-000, Rockies Express filed with the FERC an application for authorization to construct and operate (1) three new mainline compressor stations located in Pickaway and Fayette Counties, Ohio and Decatur County, Indiana; (2) additional compressors at an existing compressor station in Muskingum County, Ohio; and (3) certain ancillary facilities. The facilities increased the Rockies Express Zone 3 east-to-west mainline capacity by 0.8 Bcf/d. Pursuant to the FERC's obligations under the National Environmental Policy Act, FERC staff issued an Environmental Assessment for the project on August 31, 2015. On February 25, 2016, the FERC issued a Certificate of Public Convenience and Necessity authorizing Rockies Express to proceed with the project. On March 14, 2016, Rockies Express commenced construction of the project facilities. The project was placed in-service for the full 0.8 Bcf/d on January 6, 2017. 2016 Annual and Interim FERC Fuel Tracking Filings - FERC Docket Nos. RP16-702 and RP17-240 On March 1, 2016, Rockies Express made its annual fuel tracker filing with a proposed effective date of April 1, 2016 in Docket No. RP16-702. The FERC issued an order accepting the filing on March 25, 2016. On December 1, 2016, Rockies Express made an interim fuel tracker filing with a proposed effective date of January 1, 2017 in Docket No. RP17-240. The FERC issued an order accepting the filing on December 29, 2016. Electric Power Charge Clarification - FERC Docket No. RP17-285 On December 21, 2016, in Docket No. RP17-285, Rockies Express proposed certain revisions to the General Terms and Conditions of its tariff to clarify that the electric power costs associated with the operation of gas coolers installed in association with the Zone 3 Capacity Enhancement Project, at both electric and gas powered stations, will be included in the Power Cost Tracker. Several shippers submitted comments on the proposal. The FERC issued an order on January 19, 2017 accepting the proposed revisions permitting the recovery of electric power costs from the operation of both gas and electric powered compressor stations, subject to certain clarifications. 2017 Annual and Interim FERC Fuel Tracking Filings - FERC Docket Nos. RP17-401 and RP17-1064 On February 13, 2017, in Docket No. RP17-401, Rockies Express made its annual fuel and power cost tracker filing with a proposed effective date of April 1, 2017. The FERC issued an order accepting the filing, including certain requested waivers, on March 21, 2017. On September 20, 2017, Rockies Express made its interim fuel tracker filing in Docket No. RP17-1064 with a proposed effective date of November 1, 2017. The FERC issued an order accepting the filing on October 18, 2017. TIGT General Rate Case Filing - FERC Docket No. RP16-137-000, et seq. On October 30, 2015, TIGT filed a general rate case with the FERC pursuant to Section 4 of the National Gas Act ("NGA"). The rate case proposed, among other things, a general system-wide increase in the maximum tariff rates for all firm and interruptible services offered by TIGT, certain changes to the transportation rate design of its system, a fixed fuel and lost and unaccounted for ("FL&U") and power cost tracker, and certain pro forma tariff records reflecting revisions to TIGT's Tariff. On June 8, 2016, TIGT filed an Offer of Settlement (the "TIGT Rate Case Settlement") with the FERC, which resolved all issues the FERC had set for hearing. Following certification by the Administrative Law Judge and approval by the FERC, TIGT filed revised tariff records to implement the TIGT Rate Case Settlement, which the FERC subsequently approved on December 23, 2016. Per the terms of the TIGT Rate Case Settlement, TIGT is required to file a new general rate case on May 1, 2019 (provided that such rate case is not pre-empted by a pre-filing settlement). On February 3, 2017, the FERC accepted TIGT’s pro forma tariff records, subject to conditions, and directed TIGT to file the actual tariff records within 30 days. TIGT subsequently submitted a compliance filing to implement the actual tariff records and restate its tariff to be effective April 1, 2017 and also filed to cancel its existing tariff (which was ultimately superseded by the new tariff). On March 16, 2017, the FERC accepted both filings. 2017 Annual Fuel Tracker Filing - FERC Docket No. RP17-428-000 On February 27, 2017, in Docket No. RP17-428-000, TIGT made its annual fuel tracker filing with a proposed effective date of April 1, 2017. The filing incorporated the FL&U tracker and power cost tracker mechanisms agreed to in the TIGT Rate Case Settlement. The FERC accepted the filing on March 21, 2017. Electric Power Charge Clarification - FERC Docket No. RP17-1051 On September 15, 2017, in Docket No. RP17-1051, TIGT proposed certain revisions to the General Terms and Conditions of its tariff to clarify, amongst other things, that the electric power costs associated with the operation of gas coolers at both electric and gas powered stations are properly included in the Power Cost Tracker. The FERC issued an order on October 3, 2017 accepting the proposed revisions. Trailblazer 2017 Annual and Interim Fuel Tracker Filings - FERC Docket Nos. RP17-549 and RP17-1052 On March 22, 2017, in Docket No. RP17-549, Trailblazer made its annual fuel tracker filing with a proposed effective date of May 1, 2017. The FERC accepted the filing on April 19, 2017. On September 15, 2017, Trailblazer made its interim fuel tracker filing in Docket No. RP17-1052 with a proposed effective date of November 1, 2017. The FERC accepted the filing on October 13, 2017. |
Legal and Environmental Matters
Legal and Environmental Matters | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal and Environmental Matters | Legal In addition to the matters discussed below, we are a defendant in various lawsuits arising from the day-to-day operations of our business. Although no assurance can be given, we believe, based on our experiences to date, that the ultimate resolution of such routine items will not have a material adverse impact on our business, financial position, results of operations, or cash flows. We have evaluated claims in accordance with the accounting guidance for contingencies that we deem both probable and reasonably estimable and, accordingly, have recorded no reserve for legal claims as of September 30, 2017 or December 31, 2016 . Rockies Express Ultra Resources In early 2016, Ultra Resources, Inc. ("Ultra") defaulted on its firm transportation service agreement for approximately 0.2 Bcf/d through November 11, 2019. In late March 2016, Rockies Express terminated Ultra's service agreement. On April 14, 2016, Rockies Express filed a lawsuit against Ultra for breach of contract and damages in Harris County, Texas, seeking approximately $303 million in damages and other relief. On April 29, 2016, Ultra and certain of its debtor affiliates filed for protection under Chapter 11 of the United States Bankruptcy Code in United States Bankruptcy Court for the Southern District of Texas, which operated as a stay of the Harris County state court proceeding. On January 12, 2017, Rockies Express and Ultra entered into an agreement to settle Rockies Express' approximately $303 million claim against Ultra. In accordance with the settlement agreement, Ultra made a cash payment to Rockies Express of $150 million on July 12, 2017, and entered into a new, seven-year firm transportation agreement with Rockies Express commencing December 1, 2019, for west-to-east service of 0.2 Bcf/d at a rate of approximately $0.37 per dth/d, or approximately $26.8 million annually. TEP received its proportionate distribution from the cash settlement payment in July 2017. Michels Corporation On June 17, 2014, Michels Corporation ("Michels") filed a complaint and request for relief against Rockies Express in the Court of Common Pleas, Monroe County, Ohio, as a result of work performed by Michels to construct the Seneca Lateral Pipeline in Ohio. Michels sought unspecified damages from Rockies Express and asserted claims of breach of contract, negligent misrepresentation, unjust enrichment and quantum meruit. Michels also filed notices of Mechanic's Liens in Monroe and Noble Counties, asserting $24.2 million as the amount due. On February 2, 2017, Rockies Express and Michels agreed to resolve Michels' claims for a $10 million cash payment by Rockies Express. The cash payment was inclusive of approximately $5.9 million that Rockies Express had been withholding from Michels. Subsequently, Rockies Express and Michels entered into a definitive agreement with respect to the settlement and Rockies Express made the $10 million cash payment to Michels on February 16, 2017. Environmental, Health and Safety We are subject to a variety of federal, state and local laws that regulate permitted activities relating to air and water quality, waste disposal, and other environmental matters. We believe that compliance with these laws will not have a material adverse impact on our business, cash flows, financial position or results of operations. However, there can be no assurances that future events, such as changes in existing laws, the promulgation of new laws, or the development of new facts or conditions will not cause us to incur significant costs. We had environmental reserves of $7.7 million and $4.0 million at September 30, 2017 and December 31, 2016 , respectively. TMID Casper Plant, EPA Notice of Violation In August 2011, the EPA and the Wyoming Department of Environmental Quality ("WDEQ") conducted an inspection of the Leak Detection and Repair ("LDAR") Program at the Casper Gas Plant in Wyoming. In September 2011, Tallgrass Midstream, LLC ("TMID") received a letter from the EPA alleging violations of the Standards of Performance of Equipment Leaks for Onshore Natural Gas Processing Plant requirements under the Clean Air Act. TMID received a letter from the EPA concerning settlement of this matter in April 2013 and received additional settlement communications from the EPA and Department of Justice beginning in July 2014. Settlement negotiations are continuing, including the expected inclusion of TIGT as a party to any possible settlement as a result of TIGT owning a compressor that is located adjacent to the Casper Gas Plant site. Casper Mystery Bridge Superfund Site The Casper Gas Plant is part of the Mystery Bridge Road/U.S. Highway 20 Superfund Site also known as Casper Mystery Bridge Superfund Site. Remediation work at the Casper Gas Plant has been completed and we have requested that the portion of the site attributable to us be delisted from the National Priorities List. On July 3, 2017, our partial delisting request was published by the EPA in the Federal Register. On August 3, 2017, there were no adverse public comments, therefore on August 29, 2017, the Casper Gas Plant portion of the Casper Mystery Bridge Superfund Site was delisted from the National Priorities List. A work plan has been developed to permanently close the associated monitoring wells, which is scheduled to be completed during the fourth quarter of 2017. Casper Gas Plant On November 25, 2014, WDEQ issued a Notice of Violation for violations of Part 60 Subpart OOOO related to the Depropanizer project (wv-14388, issued 7/9/13) in Docket No. 5506-14. TMID had discussed the issues in a meeting with WDEQ in Cheyenne on November 17, 2014, and submitted a disclosure on November 20, 2014 detailing the regulatory issues and potential violations. The project triggered a modification of Subpart OOOO for the entire plant. The project equipment as well as plant equipment subjected to Subpart OOOO was not monitored timely, and initial notification was not made timely. Settlement negotiations with WDEQ are currently ongoing. Trailblazer Pipeline Integrity Management Program Trailblazer is currently operating at less than its current maximum allowable operating pressure ("MAOP"), public notice of which was first provided in June 2014. As a result of smart tool surveys conducted in 2014, Trailblazer identified approximately 25 - 35 miles of pipe that will likely need to be repaired or replaced in order for the pipeline to operate at its MAOP of 1,000 pounds per square inch across all segments of the Trailblazer Pipeline. Such repair or replacement will likely occur over a period of years, depending upon the remediation and repair plan implemented by Trailblazer. Segments of the Trailblazer Pipeline that require full replacement could cost as much as $2.7 million per mile and repair costs on sections of the pipeline that do not require full replacement are expected to be less on a per mile basis. The current pressure reduction is not expected to prevent Trailblazer from fulfilling its firm service obligations at existing subscription levels and to date it has not had a material adverse financial impact on us. With respect to the approximately 25 - 35 miles of pipe that has been identified, Trailblazer completed 32 excavation digs in 2015 at an aggregate cost of approximately $1.3 million . Trailblazer completed additional excavation digs and replaced approximately 8 miles of pipe at an aggregate cost of approximately $19.0 million during 2016, and intends to complete the pipe replacement project in 2017 at an estimated cost of $2.5 million . Trailblazer is currently exploring all possible cost recovery options to recover such out of pocket costs, including recovery through a general rate increase, negotiated rate agreements with its customers, or other FERC-approved recovery mechanisms. In connection with our acquisition of the Trailblazer Pipeline, TD agreed to contractually indemnify TEP for certain out of pocket costs related to repairing or remediating the Trailblazer Pipeline, to the extent that such actions were necessitated by external corrosion caused by the pipeline's disbonded Hi-Melt CTE coating. The contractual indemnity provided by TD was capped at $20 million and was subject to a $1.5 million deductible. TEP has received $20 million from TD pursuant to the contractual indemnity as of September 30, 2017 . Pony Express Pipeline Integrity In connection with certain crack tool runs on the Pony Express System completed in 2015 and 2016, Pony Express completed approximately $9.8 million of remediation for anomalies identified on the Pony Express System associated with the initial conversion and commissioning of portions of the pipeline converted from natural gas to crude oil service, and has substantially completed additional remediation on the Pony Express System of approximately $9 million during the nine months ended September 30, 2017 . Terminals System Failures In January 2017, approximately 10,000 bbls of crude oil were released at the Sterling Terminal as the result of a defective roof drain system on a storage tank. The release was restricted to the containment area designed for such purpose and approximately 9,000 bbls were recovered. Remediation was complete as of June 30, 2017. The total cost to remediate the release was approximately $600,000 . |
Reporting Segments
Reporting Segments | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Reporting Segments | Our operations are located in the United States. During the third quarter of 2017, management revised the operational reporting used by the chief operating decision maker in light of recent acquisitions and commercial management reorganization. As a result of this internal change, our reportable segments were updated to ensure that segment classification remains aligned with operational reporting. We are organized into three reportable segments: (1) Natural Gas Transportation, (2) Crude Oil Transportation, and (3) Gathering, Processing & Terminalling. Natural Gas Transportation The Natural Gas Transportation segment is engaged in the ownership and operation of FERC-regulated interstate natural gas pipelines and an integrated natural gas storage facility that provide services to on-system customers (such as third-party LDCs), industrial users and other shippers. The Natural Gas Transportation segment includes our 100% membership interest in NatGas acquired effective January 1, 2017 and our 49.99% membership interest in Rockies Express, including the additional 24.99% membership interest acquired effective March 31, 2017 . Crude Oil Transportation The Crude Oil Transportation segment is engaged in the ownership and operation of the Pony Express System, which is a FERC-regulated crude oil pipeline serving the Bakken Shale, Denver-Julesburg and Powder River Basins, and other nearby oil producing basins. The mainline portion of the Pony Express System was placed in service in October 2014. The Pony Express System also includes a lateral pipeline in Northeast Colorado, which interconnects with the Pony Express System just east of Sterling, Colorado and was placed in service in the second quarter of 2015. Gathering, Processing & Terminalling The Gathering, Processing & Terminalling segment is engaged in the ownership and operation of natural gas gathering, processing, treating and fractionation facilities that produce NGLs and residue gas that is sold in local wholesale markets or delivered into pipelines for transportation to additional end markets, including the Douglas Gathering System acquired on June 5, 2017, as well as water business services provided primarily to the oil and gas exploration and production industry and the transportation of NGLs. The Gathering, Processing & Terminalling segment also includes Stanchion as well as our 100% membership interest in Terminals acquired effective January 1, 2017 and the PRB Crude System acquired on August 3, 2017. Corporate and Other Corporate and Other includes corporate overhead costs that are not directly associated with the operations of our reportable segments, such as interest and fees associated with our revolving credit facilities and the 2024 and 2028 Notes, public company costs, and equity-based compensation expense. These segments are monitored separately by management for performance and are consistent with internal financial reporting. These segments have been identified based on the differing products and services, regulatory environment and the expertise required for their respective operations. The following tables set forth our segment information for the periods indicated: Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Revenue: Total Inter- External Total Inter- External (in thousands) Natural Gas Transportation $ 36,084 $ (1,883 ) $ 34,201 $ 34,994 $ (1,427 ) $ 33,567 Crude Oil Transportation 93,029 (6,947 ) 86,082 95,826 (271 ) 95,555 Gathering, Processing & Terminalling 57,736 (2,150 ) 55,586 27,030 (2,884 ) 24,146 Corporate and Other — — — — — — Total revenue $ 186,849 $ (10,980 ) $ 175,869 $ 157,850 $ (4,582 ) $ 153,268 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Revenue: Total Inter- External Total Inter- External (in thousands) Natural Gas Transportation $ 105,622 $ (4,770 ) $ 100,852 $ 99,804 $ (4,192 ) $ 95,612 Crude Oil Transportation 273,768 (6,947 ) 266,821 283,868 (271 ) 283,597 Gathering, Processing & Terminalling 121,415 (7,956 ) 113,459 78,818 (8,576 ) 70,242 Corporate and Other — — — — — — Total revenue $ 500,805 $ (19,673 ) $ 481,132 $ 462,490 $ (13,039 ) $ 449,451 Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Operating Income: Total Inter- External Total Inter- External (in thousands) Natural Gas Transportation $ 17,016 $ (1,883 ) $ 15,133 $ 15,436 $ (1,427 ) $ 14,009 Crude Oil Transportation 51,478 (441 ) 51,037 53,227 4,230 57,457 Gathering, Processing & Terminalling 9,045 2,324 11,369 1,851 (2,803 ) (952 ) Corporate and Other (3,536 ) — (3,536 ) (3,571 ) — (3,571 ) Total Operating Income $ 74,003 $ — $ 74,003 $ 66,943 $ — $ 66,943 Reconciliation to Net Income: Interest expense, net (24,408 ) (12,157 ) Unrealized loss on derivative instruments — (4,419 ) Equity in earnings of unconsolidated investments 123,642 12,764 Gain on remeasurement of unconsolidated investment 9,728 — Other income, net 454 480 Net income before tax $ 183,419 $ 63,611 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Operating Income: Total Inter- External Total Inter- External (in thousands) Natural Gas Transportation $ 49,910 $ (4,770 ) $ 45,140 $ 39,873 $ (4,192 ) $ 35,681 Crude Oil Transportation 145,462 8,054 153,516 159,619 12,613 172,232 Gathering, Processing & Terminalling 20,928 (3,284 ) 17,644 (4,629 ) (8,421 ) (13,050 ) Corporate and Other (12,127 ) — (12,127 ) (9,717 ) — (9,717 ) Total Operating Income $ 204,173 $ — $ 204,173 $ 185,146 $ — $ 185,146 Reconciliation to Net Income: Interest expense, net (61,539 ) (31,275 ) Unrealized gain on derivative instruments 1,885 5,588 Equity in earnings of unconsolidated investments 187,121 37,495 Gain on remeasurement of unconsolidated investment 9,728 — Other income, net 796 1,267 Net income before tax $ 342,164 $ 198,221 Nine Months Ended September 30, Capital Expenditures: 2017 2016 (in thousands) Natural Gas Transportation $ 9,829 $ 11,146 Crude Oil Transportation 28,785 25,985 Gathering, Processing & Terminalling 49,436 18,266 Corporate and Other — — Total capital expenditures $ 88,050 $ 55,397 Assets: September 30, 2017 December 31, 2016 (in thousands) Natural Gas Transportation $ 1,618,828 $ 1,176,147 Crude Oil Transportation 1,384,981 1,410,695 Gathering, Processing & Terminalling 887,089 495,170 Corporate and Other 512,248 543,468 Total assets $ 4,403,146 $ 3,625,480 |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation These condensed consolidated financial statements and related notes for the three and nine months ended September 30, 2017 and 2016 were prepared in accordance with the accounting principles contained in the Financial Accounting Standards Board's Accounting Standards Codification, the single source of generally accepted accounting principles in the United States of America ("GAAP") for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The year-end balance sheet data was derived from audited financial statements but does not include all disclosures required by GAAP for annual periods. The condensed consolidated financial statements for the three and nine months ended September 30, 2017 and 2016 include all normal, recurring adjustments and disclosures that we believe are necessary for a fair statement of the results for the interim periods. In this report, the Financial Accounting Standards Board is referred to as the FASB and the FASB Accounting Standards Codification is referred to as the Codification or ASC. Certain prior period amounts have been reclassified to conform to the current presentation. Our financial results for the three and nine months ended September 30, 2017 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2017 . The accompanying condensed consolidated interim financial statements should be read in conjunction with our audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2016 ("2016 Form 10-K") filed with the United States Securities and Exchange Commission (the "SEC") on February 15, 2017. |
Consolidation | The condensed consolidated financial statements include the accounts of TEGP and its subsidiaries and controlled affiliates. Significant intra-entity items have been eliminated in the presentation. Net income or loss from consolidated subsidiaries that are not wholly-owned by TEGP is attributed to TEGP and noncontrolling interests in accordance with the respective ownership interests. As further discussed in Note 4 – Acquisitions , TEP closed the acquisition of Terminals and NatGas effective January 1, 2017. As the acquisitions of Terminals and NatGas are considered transactions between entities under common control, and a change in reporting entity, the financial information presented has been recast to include Terminals and NatGas for all periods presented. Net equity distributions of the Predecessor Entities included in the condensed consolidated financial statements represent transfers of cash as a result of TD's centralized cash management system prior to January 1, 2017 for Terminals and NatGas, under which cash balances were swept daily and recorded as loans from the subsidiaries of TD. These loans were then periodically recorded as equity distributions. The accompanying condensed consolidated financial statements of TEGP include historical cost-basis accounts of the assets and liabilities of the Predecessor Entities for the periods prior to January 1, 2017, the date TEP acquired Terminals and NatGas from TD, and include charges from TD for direct costs and allocations of indirect corporate overhead. Management believes that the allocation methods are reasonable, and that the allocations are representative of costs that would have been incurred on a stand-alone basis. TEGP, TEP, and the Predecessor Entities are all considered "entities under common control" as defined under GAAP and, as such, the transfers between the entities of the assets and liabilities have been recorded by TEGP at historical cost. A variable interest entity ("VIE") is a legal entity that possesses any of the following characteristics: an insufficient amount of equity at risk to finance its activities, equity owners who do not have the power to direct the significant activities of the entity (or have voting rights that are disproportionate to their ownership interest), or equity owners who do not have the obligation to absorb expected losses or the right to receive the expected residual returns of the entity. Companies are required to consolidate a VIE if they are its primary beneficiary, which is the enterprise that has a variable interest that could be significant to the VIE and the power to direct the activities that most significantly impact the entity's economic performance. We have presented separately in our condensed consolidated balance sheets, to the extent material, the liabilities of our consolidated VIEs for which creditors do not have recourse to our general credit. Our consolidated VIEs do not have material assets that can only be used to settle specific obligations of the consolidated VIEs. Tallgrass Equity is considered to be a VIE under the applicable authoritative guidance. Based on a qualitative analysis in accordance with the applicable authoritative guidance, we have determined that we are the primary beneficiary as we have the right to receive benefits of Tallgrass Equity that could potentially be significant to Tallgrass Equity. TEP is also considered to be a VIE under the applicable authoritative guidance. Based on a qualitative analysis, we have determined that TEP GP is the primary beneficiary of TEP and we continue to consolidate TEP accordingly. |
Use of Estimates | Use of Estimates Certain amounts included in or affecting these condensed consolidated financial statements and related disclosures must be estimated, requiring management to make certain assumptions with respect to values or conditions which cannot be known with certainty at the time the financial statements are prepared. These estimates and assumptions affect the amounts reported for assets, liabilities, revenues, and expenses during the reporting period, and the disclosure of contingent assets and liabilities at the date of the financial statements. Management evaluates these estimates on an ongoing basis, utilizing historical experience, consultation with experts and other methods it considers reasonable in the particular circumstances. Nevertheless, actual results may differ significantly from these estimates. Any effects on our business, financial position or results of operations resulting from revisions to these estimates are recorded in the period in which the facts that give rise to the revision become known. |
Accounting Pronouncements | Accounting Pronouncement Recently Adopted ASU No. 2017-01, "Business Combinations (Topic 805): Clarifying the Definition of a Business" In January 2017, the FASB issued Accounting Standards Update ("ASU") No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. ASU 2017-01 clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses by providing a screen to determine when an integrated set of assets and activities is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This screen reduces the number of transactions that need to be further evaluated. The ASU also narrows the definition of the term "output" so that the term is consistent with how outputs are described under the revenue recognition guidance in Topic 606. The amendments in ASU 2017-01 are effective for public entities for annual periods and interim periods within those annual periods beginning after December 15, 2017. Early adoption is permitted in certain circumstances. We elected to adopt the guidance in ASU 2017-01 effective April 1, 2017. ASU No. 2017-04, "Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment" In January 2017, the FASB issued ASU No. 2017-04, which simplifies the subsequent measurement of goodwill by eliminating "Step 2" from the goodwill impairment test, which involved calculating the implied fair value of goodwill by determining the fair value at the impairment testing date of a reporting unit's assets and liabilities. Instead, under the simplified test approach, an entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The amendments in ASU 2017-04 are effective for public entities for annual periods and interim periods within those annual periods beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. We elected to adopt the guidance in ASU 2017-04 effective April 1, 2017, and as a result applied the new guidance to our annual goodwill impairment tests performed as of August 31, 2017. ASU No. 2016-09, "Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting" In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. ASU 2016-09 simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. Among other changes, ASU 2016-09 allows an entity to make an entity-wide accounting policy election to either estimate the number of awards expected to vest (consistent with current GAAP) or account for forfeitures when they occur. The amendments in ASU 2016-09 are effective for public entities for annual periods and interim periods within those annual periods beginning after December 15, 2016. Early adoption is permitted. We adopted the guidance in ASU 2016-09 effective January 1, 2017 and made a policy election to account for forfeitures when they occur. The adoption of ASU 2016-09 did not have a material impact on our consolidated financial statements. Accounting Pronouncements Not Yet Adopted Revenue Recognition In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). ASU 2014-09 provides a comprehensive and converged set of principles-based revenue recognition guidelines which supersede the existing industry and transaction-specific standards. The core principle of the new guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this core principle, entities must apply a five-step process to (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. ASU 2014-09 also mandates disclosure of sufficient information to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The disclosure requirements include qualitative and quantitative information about contracts with customers, significant judgments and changes in judgments, and assets recognized from the costs to obtain or fulfill a contract. Throughout 2015 and 2016, the FASB has issued a series of subsequent updates to the revenue recognition guidance in Topic 606, including ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net), ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing, ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients, and ASU No. 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers. The amendments in ASU 2014-09, ASU 2016-08, ASU 2016-10, ASU 2016-12, and ASU 2016-20 are effective for public entities for annual reporting periods beginning after December 15, 2017, and for interim periods within that reporting period. Early application is permitted for annual reporting periods beginning after December 15, 2016. We are currently evaluating the impact of our pending adoption of the revised guidance. The status of our implementation is as follows: • We have formed an implementation team that meets to discuss implementation challenges, technical interpretations, industry-specific treatment of certain revenue contract types, and project status. • We have reviewed contracts for each revenue stream identified within each of our business segments and we are currently determining and documenting expected changes in revenue recognition upon adoption of the revised guidance. • We are evaluating the potential information technology and internal control changes that will be required for adoption based on the findings from our contract review process. • We plan to provide internal training and awareness related to the revised guidance to the key stakeholders throughout our organization. While we have tentatively concluded that the implementation of ASU 2014-09 will not have a material impact on our revenue recognition policies for a substantial number of our contracts, management has identified several areas of potential impact through the contract review process currently underway, including the accounting for non-cash consideration, particularly in our Crude Oil Transportation and Gathering, Processing & Terminalling segments, and the timing of revenue recognition with respect to deficiency payments received in our Crude Oil Transportation segment. We are currently working with an industry group to develop positions regarding these outstanding items. We are in the process of quantifying the impact of adoption, but we cannot reasonably estimate the full impact of the standard until the industry reaches consensus on these issues. We do anticipate significant changes to our disclosures based on the additional requirements prescribed by the standard. These new disclosures include information regarding the significant judgments used in evaluating when and how revenue is (or will be) recognized and data related to contract assets and liabilities. Additionally, we are currently evaluating our business processes, systems and controls to ensure the accuracy and timeliness of the recognition and disclosure requirements under the new revenue guidance. We will continue to conduct our contract review process throughout 2017 and, as a result, additional areas of impact may be identified. We expect to adopt the new standard on January 1, 2018 using the modified retrospective approach. This approach allows us to apply the new standard to (i) all new contracts entered into after January 1, 2018 and (ii) all existing contracts for which all (or substantially all) of the revenue has not been recognized under legacy revenue guidance as of January 1, 2018 through a cumulative adjustment to equity. Consolidated revenues presented in our comparative financial statements for periods prior to January 1, 2018 would not be revised. ASU No. 2016-02, "Leases (Topic 842)" In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). ASU 2016-02 provides a comprehensive update to the lease accounting topic in the Codification intended to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The amendments in ASU 2016-02 include a revised definition of a lease as well as certain scope exceptions. The changes primarily impact lessee accounting, while lessor accounting is largely unchanged from previous GAAP. The amendments in ASU 2016-02 are effective for public entities for annual reporting periods beginning after December 15, 2018, and for interim periods within that reporting period. Early application is permitted. We are currently evaluating the impact of ASU 2016-02. |
Acquisitions Equity Method Inve
Acquisitions Equity Method Investments (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments, Policy | TEP's investment in Rockies Express is recorded under the equity method of accounting and is reported as "Unconsolidated investments" on our condensed consolidated balance sheets. As a result of the common control nature of the transaction, the 24.99% membership interest in Rockies Express was transferred to TEP at TD's historical carrying amount, including the remaining unamortized basis difference driven by the difference between the fair value of the investment and the book value of the underlying assets and liabilities on November 13, 2012, the date of acquisition by TD. For additional information, see Note 8 – Investments in Unconsolidated Affiliates . As of March 31, 2017, the negative basis difference carried over from TD was approximately $386.8 million . The amount of the basis difference allocated to property, plant and equipment is accreted over 35 years , which equates to the 2.86% composite depreciation rate utilized by Rockies Express to depreciate the underlying property, plant and equipment. The amount allocated to long-term debt is amortized over the remaining life of the various debt facilities. |
Goodwill (Policies)
Goodwill (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Goodwill, Policy | Annual Goodwill Impairment Analysis We evaluate goodwill for impairment on an annual basis and whenever events or changes in circumstances necessitate an evaluation for impairment. Examples of such facts and circumstances include changes in the magnitude of the excess of fair value over carrying amount in the last valuation or changes in the business environment. Our annual impairment testing date is August 31. We evaluate goodwill for impairment at the reporting unit level, which is the same as, or one level below, an operating segment as defined in the segment reporting guidance of the Codification, using either the qualitative assessment option or proceeding directly to the quantitative impairment test depending on facts and circumstances of the reporting unit. If we, after performing the qualitative assessment, determine it is “more likely than not” that the fair value of a reporting unit is greater than its carrying amount, then goodwill is not considered impaired. When goodwill is evaluated for impairment using the quantitative impairment test, the carrying amount of the reporting unit is compared to its fair value. If the fair value exceeds the carrying amount, goodwill is not considered impaired. If the carrying amount exceeds the reporting unit's fair value, then the reporting unit should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. We did not elect to apply the qualitative assessment option during our 2017 annual goodwill impairment testing; instead we proceeded directly to the quantitative impairment test. We compared the fair value of each reporting unit with its respective book value, including goodwill, by using an income approach based on a discounted cash flow analysis. For the purpose of goodwill impairment testing, goodwill was allocated to our reporting units based on the enterprise value of each reporting unit at the date of acquisition. The fair value of each reporting unit was determined on a stand-alone basis from the perspective of a market participant and included a sensitivity analysis of the impact of changes in various assumptions. This approach required us to make long-term forecasts of future operating results and various other assumptions and estimates, the most significant of which are gross margin, operating expenses, general and administrative expenses, long-term growth rates and the weighted average cost of capital. The fair value of the reporting units was determined using significant unobservable inputs, considered Level 3 under the fair value hierarchy in the Codification. For each reporting unit, the results of the quantitative impairment test indicated no impairment as the fair value of the reporting units was greater than their respective book values. As a result, in accordance with the Codification guidance, we did not record a goodwill impairment during the nine months ended September 30, 2017 . Unpredictable events or deteriorating market or operating conditions could result in a future change to the discounted cash flow models and cause impairments in the future. We continue to monitor potential impairment indicators to determine if a triggering event occurs and will perform additional goodwill impairment analyses as necessary. |
Acquisitions Business Combinati
Acquisitions Business Combinations (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Business Acquisition [Line Items] | |
Business Acquisition, Pro Forma Information | Unaudited pro forma revenue and net income attributable to TEGP for the three and nine months ended September 30, 2017 and 2016 is presented below as if the acquisitions of TCG and Deeprock Development had been completed on January 1, 2016. Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (in thousands) Revenue $ 177,022 $ 158,642 $ 492,625 $ 465,232 Net income attributable to partners $ 6,083 $ 10,787 $ 25,951 $ 21,896 |
Equity Method Investments | The basis difference associated with the recently acquired 24.99% membership interest in Rockies Express at September 30, 2017 was allocated as follows: Basis Difference Amortization Period (in thousands) Long-term debt $ 19,078 2 - 25 years Property, plant and equipment (399,667 ) 35 years Total basis difference $ (380,589 ) Summarized financial information for Rockies Express is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (in thousands) Revenue $ 216,756 $ 159,421 $ 625,243 $ 551,323 Operating income $ 123,965 $ 66,436 $ 344,037 $ 267,847 Net income to Members $ 233,990 $ 34,184 $ 371,185 $ 226,847 |
Impact of Adjustments Related to Transaction Among Entities Under Common Control, Balance Sheet | The results of our acquisitions of Terminals and NatGas are included in the condensed consolidated balance sheets as of September 30, 2017 and December 31, 2016 . The following table presents our previously reported December 31, 2016 condensed consolidated balance sheet, adjusted for the acquisitions of Terminals and NatGas: December 31, 2016 TEGP (As previously reported) Consolidate Terminals Consolidate NatGas TEGP (As currently reported) (in thousands) ASSETS Current Assets: Cash and cash equivalents $ 2,459 $ — $ — $ 2,459 Accounts receivable, net 59,469 38 29 59,536 Gas imbalances 1,597 — — 1,597 Inventories 12,805 288 — 13,093 Derivative assets 10,967 — — 10,967 Prepayments and other current assets 6,820 808 — 7,628 Total Current Assets 94,117 1,134 29 95,280 Property, plant and equipment, net 2,012,263 66,969 — 2,079,232 Goodwill 343,288 — — 343,288 Intangible assets, net 93,522 — — 93,522 Unconsolidated investments 461,915 13,710 — 475,625 Deferred tax asset 521,454 — — 521,454 Deferred financing costs, net 6,042 — — 6,042 Deferred charges and other assets 9,637 1,400 — 11,037 Total Assets $ 3,542,238 $ 83,213 $ 29 $ 3,625,480 LIABILITIES AND EQUITY Current Liabilities: Accounts payable $ 24,403 $ 46 $ — $ 24,449 Accounts payable to related parties 5,768 56 — 5,824 Gas imbalances 1,239 — — 1,239 Derivative liabilities 556 — — 556 Accrued taxes 16,328 668 — 16,996 Accrued liabilities 16,578 177 — 16,755 Deferred revenue 60,757 — — 60,757 Other current liabilities 6,446 — — 6,446 Total Current Liabilities 132,075 947 — 133,022 Long-term debt, net 1,555,981 — — 1,555,981 Other long-term liabilities and deferred credits 7,063 — — 7,063 Total Long-term Liabilities 1,563,044 — — 1,563,044 Equity: Net Equity 1,847,119 82,266 29 1,929,414 Total Equity 1,847,119 82,266 29 1,929,414 Total Liabilities and Equity $ 3,542,238 $ 83,213 $ 29 $ 3,625,480 |
Impact of Adjustments Related to Transaction Among Entities Under Common Control, Income Statement | The results of our acquisitions of Terminals and NatGas are included in the condensed consolidated statements of income for the three and nine months ended September 30, 2017 and 2016 . The following tables present the previously reported condensed consolidated statements of income for the three and nine months ended September 30, 2016 , adjusted for the acquisitions of Terminals and NatGas: Three Months Ended September 30, 2016 TEGP (As previously reported) Consolidate Terminals Consolidate NatGas Elimination TEGP (As currently reported) (in thousands) Revenues: Crude oil transportation services $ 91,387 $ — $ — $ — $ 91,387 Natural gas transportation services 31,444 — — — 31,444 Sales of natural gas, NGLs, and crude oil 20,758 — — (271 ) (1) 20,487 Processing and other revenues 8,536 3,116 1,182 (2,884 ) (2) 9,950 Total Revenues 152,125 3,116 1,182 (3,155 ) 153,268 Operating Costs and Expenses: Cost of sales (exclusive of depreciation and amortization shown below) 18,590 — — (271 ) (1) 18,319 Cost of transportation services (exclusive of depreciation and amortization shown below) 13,528 198 — (2,884 ) (2) 10,842 Operations and maintenance 14,714 432 — — 15,146 Depreciation and amortization 20,831 346 — — 21,177 General and administrative 13,715 266 — — 13,981 Taxes, other than income taxes 6,717 143 — — 6,860 Total Operating Costs and Expenses 88,095 1,385 — (3,155 ) 86,325 Operating Income (Loss) 64,030 1,731 1,182 — 66,943 Other Income (Expense): Interest expense, net (12,157 ) — — — (12,157 ) Unrealized loss on derivative instrument (4,419 ) — — — (4,419 ) Equity in earnings of unconsolidated investments 12,066 698 — — 12,764 Other income, net 480 — — — 480 Total Other (Expense) Income (4,030 ) 698 — — (3,332 ) Net income before tax 60,000 2,429 1,182 — 63,611 Deferred income tax expense (3,209 ) — — — (3,209 ) Net income 56,791 2,429 1,182 — 60,402 Net income attributable to noncontrolling interests (49,750 ) — — — (49,750 ) Net income attributable to TEGP $ 7,041 $ 2,429 $ 1,182 $ — $ 10,652 Nine Months Ended September 30, 2016 TEGP (As previously reported) Consolidate Terminals Consolidate NatGas Elimination TEGP (As currently reported) (in thousands) Revenues: Crude oil transportation services $ 279,281 $ — $ — $ — $ 279,281 Natural gas transportation services 89,406 — — — 89,406 Sales of natural gas, NGLs, and crude oil 51,514 — — (271 ) (1) 51,243 Processing and other revenues 24,260 8,982 4,855 (8,576 ) (2) 29,521 Total Revenues 444,461 8,982 4,855 (8,847 ) 449,451 Operating Costs and Expenses: Cost of sales (exclusive of depreciation and amortization shown below) 48,116 — — (271 ) (1) 47,845 Cost of transportation services (exclusive of depreciation and amortization shown below) 43,924 598 — (8,576 ) (2) 35,946 Operations and maintenance 41,055 1,319 — — 42,374 Depreciation and amortization 64,099 975 — — 65,074 General and administrative 41,710 1,153 — — 42,863 Taxes, other than income taxes 19,862 431 — — 20,293 Contract termination — 8,061 (3) — — 8,061 Loss on disposal of assets 1,849 — — — 1,849 Total Operating Costs and Expenses 260,615 12,537 — (8,847 ) 264,305 Operating Income 183,846 (3,555 ) 4,855 — 185,146 Other Income (Expense): Interest expense, net (31,275 ) — — — (31,275 ) Unrealized gain on derivative instrument 5,588 — — — 5,588 Equity in earnings of unconsolidated investments 35,387 2,108 — — 37,495 Other income, net 1,267 — — — 1,267 Total Other Income 10,967 2,108 — — 13,075 Net income (loss) before tax 194,813 (1,447 ) 4,855 — 198,221 Deferred income tax expense (12,792 ) — — — (12,792 ) Net income (loss) 182,021 (1,447 ) 4,855 — 185,429 Net income attributable to noncontrolling interests (163,943 ) — — — (163,943 ) Net income (loss) attributable to TEGP $ 18,078 $ (1,447 ) $ 4,855 $ — $ 21,486 (1) Represents the elimination of revenue and cost of sales associated with the purchase of crude oil from Pony Express by Terminals. (2) Represents the elimination of revenue and cost of transportation services associated with the lease of the Sterling Terminal facilities by Pony Express. (3) Represents a one-time charge related to the termination of an operating agreement at the Sterling Terminal. |
Deeprock Development, LLC | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following represents the fair value of assets acquired and liabilities assumed at July 20, 2017 (in thousands): Accounts receivable $ 968 Other current assets 598 Property, plant and equipment 70,148 Accounts payable (712 ) Deferred revenue (6,546 ) Net identifiable assets acquired 64,456 Goodwill 61,550 Net assets acquired (excluding cash) $ 126,006 |
Tallgrass Crude Gathering, LLC | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following represents the fair value of assets acquired and liabilities assumed at August 3, 2017 (in thousands): Accounts receivable $ 117 Property, plant and equipment 29,306 Intangible asset 6,694 (1) Accounts payable and accrued liabilities (87 ) Net identifiable assets acquired $ 36,030 (1) The $6.7 million intangible asset acquired represents a major customer contract. This intangible asset is amortized on a straight-line basis over a period of 8 years , the remaining term of the contract at the time of acquisition. |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |
Schedule of Transactions with Affiliated Companies | Totals of transactions with affiliated companies, excluding transactions disclosed elsewhere in these notes, are as follows: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (in thousands) Processing and other revenues (1) $ 3,338 $ 1,182 $ 6,662 $ 4,855 Cost of transportation services (2) $ 1,062 $ 4,630 $ 10,476 $ 13,888 Charges to TEGP: (3) Property, plant and equipment, net $ 765 $ 688 $ 1,568 $ 2,255 Operations and maintenance $ 7,973 $ 6,560 $ 21,680 $ 19,117 General and administrative $ 11,960 $ 10,423 $ 32,628 $ 30,066 (1) Reflects the fee that NatGas receives as the operator of the Rockies Express Pipeline. (2) Reflects rent expense for the crude oil storage at the Deeprock Terminal prior to our consolidation of Deeprock Development during the third quarter of 2017, as discussed in Note 4 – Acquisitions . (3) Charges to TEGP, inclusive of Tallgrass Equity and TEP, include directly charged wages and salaries, other compensation and benefits, and shared services. |
Schedule of Balances with Affiliates Included in Accounts Receivables and Accounts Payable in Consolidated Balance Sheets | Details of balances with affiliates included in "Accounts receivable, net" and "Accounts payable to related parties" in the condensed consolidated balance sheets are as follows: September 30, 2017 December 31, 2016 (in thousands) Receivable from related parties: Rockies Express Pipeline LLC $ 1,052 $ 590 Total receivable from related parties $ 1,052 $ 590 Accounts payable to related parties: Tallgrass Operations, LLC $ 5,955 $ 5,811 Deeprock Development, LLC — 13 Total accounts payable to related parties $ 5,955 $ 5,824 |
Schedule of Balances of Gas Imbalance with Affiliated Shippers | Gas imbalances with affiliated shippers are as follows: September 30, 2017 December 31, 2016 (in thousands) Affiliate gas imbalance receivables $ 17 $ 177 Affiliate gas imbalance payables $ 43 $ — |
Inventory (Tables)
Inventory (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of Components of Inventory | The components of inventory at September 30, 2017 and December 31, 2016 consisted of the following: September 30, 2017 December 31, 2016 (in thousands) Crude oil $ 2,115 $ 5,462 Materials and supplies 5,993 6,383 Natural gas liquids 543 265 Gas in underground storage 1,522 983 Total inventory $ 10,173 $ 13,093 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Components of Property Plant and Equipment | A summary of net property, plant and equipment by classification is as follows: September 30, 2017 December 31, 2016 (in thousands) Crude oil pipelines $ 1,219,913 $ 1,202,125 Gathering, processing and terminalling assets (1) 667,379 397,701 Natural gas pipelines 577,343 572,150 General and other 98,860 82,510 Construction work in progress 45,223 20,606 Accumulated depreciation and amortization (257,888 ) (195,860 ) Total property, plant and equipment, net $ 2,350,830 $ 2,079,232 (1) Includes approximately $138.2 million of assets associated with the Douglas Gathering System acquired in June 2017, approximately $68.4 million of assets associated with the acquisition of the aggregate additional 49% membership interest in Deeprock Development in July 2017, and approximately $29.3 million of assets associated with the PRB Crude System acquired in August 2017. |
Investments in Unconsolidated30
Investments in Unconsolidated Affiliates (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | The basis difference associated with the recently acquired 24.99% membership interest in Rockies Express at September 30, 2017 was allocated as follows: Basis Difference Amortization Period (in thousands) Long-term debt $ 19,078 2 - 25 years Property, plant and equipment (399,667 ) 35 years Total basis difference $ (380,589 ) Summarized financial information for Rockies Express is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (in thousands) Revenue $ 216,756 $ 159,421 $ 625,243 $ 551,323 Operating income $ 123,965 $ 66,436 $ 344,037 $ 267,847 Net income to Members $ 233,990 $ 34,184 $ 371,185 $ 226,847 |
Goodwill (Tables)
Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Reconciliation of Goodwill The following table presents a reconciliation of the carrying amount of goodwill by reportable segment for the reporting period: Three and Nine Months Ended September 30, 2017 2016 Natural Gas Transportation Gathering, Processing & Terminalling Total Natural Gas Transportation Gathering, Processing & Terminalling Total (in thousands) Balance at beginning of period $ 255,558 $ 87,730 $ 343,288 $ 255,558 $ 87,730 $ 343,288 Goodwill acquired — 61,550 (1) 61,550 — — — Balance at end of period $ 255,558 $ 149,280 $ 404,838 $ 255,558 $ 87,730 $ 343,288 (1) The $61.6 million of goodwill was recorded in connection with the acquisition of a controlling interest in Deeprock Development on July 20, 2017 as discussed further in Note 4 – Acquisitions . |
Risk Management (Tables)
Risk Management (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Fair Value of Derivative Contracts | The following table summarizes the fair values of our derivative contracts included in the condensed consolidated balance sheets: Balance Sheet September 30, 2017 December 31, 2016 (in thousands) Natural gas derivative contracts (1) Current assets $ — $ 291 Call option derivative (2) Current assets $ — $ 10,676 Crude oil derivative contracts (3) Current liabilities $ 472 $ 440 Natural gas derivative contracts (1) Current liabilities $ 1 $ 116 (1) As of September 30, 2017 , the fair value shown for natural gas derivative contracts was comprised of derivative volumes for long natural gas fixed-price swaps totaling 0.1 Bcf. As of December 31, 2016 , the fair value shown for natural gas derivative contracts was comprised of derivative volumes for short and long natural gas fixed-price swaps totaling 0.3 Bcf and 0.4 Bcf, respectively. (2) As discussed below, in conjunction with TEP's acquisition of an additional 31.3% membership interest in Pony Express effective January 1, 2016, TD granted TEP an 18 month call option covering the 6,518,000 TEP common units issued to TD. As of February 1, 2017, no common units remained subject to the call option. (3) As of September 30, 2017 , the fair value shown for crude oil derivative contracts represents the purchase and sale of 323,620 barrels which will settle throughout 2017 and the first quarter of 2018. As of December 31, 2016 , the fair value shown for crude oil derivative contracts represents the sale of 125,000 barrels of crude oil which settled throughout 2017. |
Derivative Contracts Included in Consolidated Statements of Income | The following table summarizes the impact of derivative contracts not designated as hedging contracts for the three and nine months ended September 30, 2017 and 2016 : Contract Type Location of gain (loss) recognized Amount of gain (loss) recognized in income on derivatives Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (in thousands) Crude oil derivative contracts Sales of natural gas, NGLs, and crude oil $ 175 $ 318 $ 1,065 $ 466 Natural gas derivative contracts Sales of natural gas, NGLs, and crude oil $ (22 ) $ 161 $ 84 $ (190 ) Call option derivative Unrealized (loss) gain on derivative instrument $ — $ (4,419 ) $ 1,885 $ 5,588 |
Schedule of Energy Commodity Derivative Contracts Based on Fair Value Hierarchy Established by Codification | The following table summarizes the fair value measurements of our derivative contracts as of September 30, 2017 and December 31, 2016 based on the fair value hierarchy: Asset Fair Value Measurements Using Total Quoted prices in Significant Significant (in thousands) As of December 31, 2016: Call option derivative $ 10,676 $ — $ 10,676 $ — Natural gas derivative contracts $ 291 $ — $ 291 $ — Liability Fair Value Measurements Using Total Quoted prices in Significant Significant (in thousands) As of September 30, 2017: Crude oil derivative contracts $ 472 $ — $ 472 $ — Natural gas derivative contracts $ 1 $ — $ 1 $ — As of December 31, 2016: Crude oil derivative contracts $ 440 $ — $ 440 $ — Natural gas derivative contracts $ 116 $ — $ 116 $ — |
Long-term Debt (Tables)
Long-term Debt (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Line of Credit Facility [Line Items] | |
Schedule of Debt | Long-term debt consisted of the following at September 30, 2017 and December 31, 2016 : September 30, 2017 December 31, 2016 (in thousands) Tallgrass Equity revolving credit facility $ 146,000 $ 148,000 TEP revolving credit facility 881,000 1,015,000 TEP 5.50% senior notes due September 15, 2024 750,000 400,000 TEP 5.50% senior notes due January 15, 2028 500,000 — Less: Deferred financing costs, net (1) (15,914 ) (7,019 ) Total long-term debt, net $ 2,261,086 $ 1,555,981 (1) Deferred financing costs, net as presented above relate solely to the 2024 and 2028 Notes. Deferred financing costs associated with our revolving credit facilities are presented in noncurrent assets on our condensed consolidated balance sheets. |
Carrying Amount and Fair value of Long-term Debt | The following table sets forth the carrying amount and fair value of our long-term debt, which is not measured at fair value in the condensed consolidated balance sheets as of September 30, 2017 and December 31, 2016 , but for which fair value is disclosed: Fair Value Quoted prices Significant Significant Total Carrying (in thousands) As of September 30, 2017: Revolving credit facilities $ — $ 1,027,000 $ — $ 1,027,000 $ 1,027,000 2024 Notes $ — $ 772,028 $ — $ 772,028 $ 739,444 2028 Notes $ — $ 508,660 $ — $ 508,660 $ 494,642 As of December 31, 2016: Revolving credit facilities $ — $ 1,163,000 $ — $ 1,163,000 $ 1,163,000 2024 Notes $ — $ 398,000 $ — $ 398,000 $ 392,981 |
Tallgrass Equity, LLC | |
Line of Credit Facility [Line Items] | |
Schedule of Line of Credit Facilities | The following table sets forth the available borrowing capacity under the Tallgrass Equity revolving credit facility as of September 30, 2017 and December 31, 2016 : September 30, 2017 December 31, 2016 (in thousands) Total capacity under Tallgrass Equity revolving credit facility $ 150,000 $ 150,000 Less: Outstanding borrowings under the Tallgrass Equity revolving credit facility (146,000 ) (148,000 ) Available capacity under the Tallgrass Equity revolving credit facility $ 4,000 $ 2,000 |
Tallgrass Energy Partners | |
Line of Credit Facility [Line Items] | |
Schedule of Line of Credit Facilities | The following table sets forth the available borrowing capacity under the TEP revolving credit facility as of September 30, 2017 and December 31, 2016 : September 30, 2017 December 31, 2016 (in thousands) Total capacity under the TEP revolving credit facility $ 1,750,000 $ 1,750,000 Less: Outstanding borrowings under the TEP revolving credit facility (881,000 ) (1,015,000 ) Less: Letters of credit issued under the TEP revolving credit facility (3,094 ) — Available capacity under the TEP revolving credit facility $ 865,906 $ 735,000 |
Partnership Equity and Distri34
Partnership Equity and Distributions Partnership and Equity and Distributions (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Tallgrass Energy GP, LP | |
Summary of Distributions | The following table details the distributions for the periods indicated: Three Months Ended Date Paid Distributions to Class A Shareholders Distributions per Class A Share (in thousands) September 30, 2017 November 14, 2017 (1) $ 20,617 $ 0.3550 June 30, 2017 August 14, 2017 19,891 0.3425 March 31, 2017 May 15, 2017 16,697 0.2875 December 31, 2016 February 14, 2017 16,116 0.2775 September 30, 2016 November 14, 2016 12,528 0.2625 June 30, 2016 August 12, 2016 11,693 0.2450 March 31, 2016 May 13, 2016 10,022 0.2100 (1) The distribution announced on October 10, 2017 for the third quarter of 2017 will be paid on November 14, 2017 to Class A shareholders of record at the close of business on October 31, 2017 . |
Tallgrass Energy Partners | |
Summary of Distributions | TEP Distributions . The following table shows the distributions for the periods indicated: Distributions Limited Partner General Partner Distributions Three Months Ended Date Paid Incentive Distribution Rights General Partner Units Total (in thousands, except per unit amounts) September 30, 2017 November 14, 2017 (1) $ 69,174 $ 37,744 $ 1,219 $ 108,137 $ 0.9450 June 30, 2017 August 14, 2017 67,671 36,342 1,186 105,199 0.9250 March 31, 2017 May 15, 2017 60,486 29,840 1,040 91,366 0.8350 December 31, 2016 February 14, 2017 58,793 28,358 1,008 88,159 0.8150 September 30, 2016 November 14, 2016 57,332 26,987 976 85,295 0.7950 June 30, 2016 August 12, 2016 54,442 24,262 911 79,615 0.7550 March 31, 2016 May 13, 2016 48,238 19,816 830 68,884 0.7050 (1) The distribution announced on October 10, 2017 for the third quarter of 2017 will be paid on November 14, 2017 to unitholders of record at the close of business on October 31, 2017 . |
Net Income per Class A Share 35
Net Income per Class A Share Net Income per Class A Share (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Summary of Net Income per Class A Share | The following table illustrates the calculation of net income per Class A share for the three and nine months ended September 30, 2017 and 2016 : Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (in thousands, except per share data) Basic Net Income per Class A Share Net income attributable to TEGP, excluding predecessor operations interest $ 15,866 $ 7,041 $ 36,648 $ 18,078 Basic weighted average Class A Shares outstanding 58,075 47,725 58,075 47,725 Basic net income per Class A share $ 0.27 $ 0.15 $ 0.63 $ 0.38 Diluted Net Income per Class A Share Net income attributable to TEGP, excluding predecessor operations interest $ 15,866 $ 7,041 $ 36,648 $ 18,078 Incremental net income attributable to TEGP including the effect of the assumed issuance of Equity Participation Shares 64 3 132 3 Net income attributable to TEGP including incremental net income from assumed issuance of Equity Participation Shares $ 15,930 $ 7,044 $ 36,780 $ 18,081 Basic weighted average Class A Shares outstanding 58,075 47,725 58,075 47,725 Equity Participation Shares equivalent shares 117 50 118 15 Diluted weighted average Class A Shares outstanding 58,192 47,775 58,193 47,740 Diluted net income per Class A Share $ 0.27 $ 0.15 $ 0.63 $ 0.38 |
Reporting Segments (Tables)
Reporting Segments (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Summary of TEGP's Segment Information of Revenue | The following tables set forth our segment information for the periods indicated: Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Revenue: Total Inter- External Total Inter- External (in thousands) Natural Gas Transportation $ 36,084 $ (1,883 ) $ 34,201 $ 34,994 $ (1,427 ) $ 33,567 Crude Oil Transportation 93,029 (6,947 ) 86,082 95,826 (271 ) 95,555 Gathering, Processing & Terminalling 57,736 (2,150 ) 55,586 27,030 (2,884 ) 24,146 Corporate and Other — — — — — — Total revenue $ 186,849 $ (10,980 ) $ 175,869 $ 157,850 $ (4,582 ) $ 153,268 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Revenue: Total Inter- External Total Inter- External (in thousands) Natural Gas Transportation $ 105,622 $ (4,770 ) $ 100,852 $ 99,804 $ (4,192 ) $ 95,612 Crude Oil Transportation 273,768 (6,947 ) 266,821 283,868 (271 ) 283,597 Gathering, Processing & Terminalling 121,415 (7,956 ) 113,459 78,818 (8,576 ) 70,242 Corporate and Other — — — — — — Total revenue $ 500,805 $ (19,673 ) $ 481,132 $ 462,490 $ (13,039 ) $ 449,451 |
Summary of TEGP's Segment Information of Earnings | Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Operating Income: Total Inter- External Total Inter- External (in thousands) Natural Gas Transportation $ 17,016 $ (1,883 ) $ 15,133 $ 15,436 $ (1,427 ) $ 14,009 Crude Oil Transportation 51,478 (441 ) 51,037 53,227 4,230 57,457 Gathering, Processing & Terminalling 9,045 2,324 11,369 1,851 (2,803 ) (952 ) Corporate and Other (3,536 ) — (3,536 ) (3,571 ) — (3,571 ) Total Operating Income $ 74,003 $ — $ 74,003 $ 66,943 $ — $ 66,943 Reconciliation to Net Income: Interest expense, net (24,408 ) (12,157 ) Unrealized loss on derivative instruments — (4,419 ) Equity in earnings of unconsolidated investments 123,642 12,764 Gain on remeasurement of unconsolidated investment 9,728 — Other income, net 454 480 Net income before tax $ 183,419 $ 63,611 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Operating Income: Total Inter- External Total Inter- External (in thousands) Natural Gas Transportation $ 49,910 $ (4,770 ) $ 45,140 $ 39,873 $ (4,192 ) $ 35,681 Crude Oil Transportation 145,462 8,054 153,516 159,619 12,613 172,232 Gathering, Processing & Terminalling 20,928 (3,284 ) 17,644 (4,629 ) (8,421 ) (13,050 ) Corporate and Other (12,127 ) — (12,127 ) (9,717 ) — (9,717 ) Total Operating Income $ 204,173 $ — $ 204,173 $ 185,146 $ — $ 185,146 Reconciliation to Net Income: Interest expense, net (61,539 ) (31,275 ) Unrealized gain on derivative instruments 1,885 5,588 Equity in earnings of unconsolidated investments 187,121 37,495 Gain on remeasurement of unconsolidated investment 9,728 — Other income, net 796 1,267 Net income before tax $ 342,164 $ 198,221 |
Summary of TEGP's Segment Capital Expenditures | Nine Months Ended September 30, Capital Expenditures: 2017 2016 (in thousands) Natural Gas Transportation $ 9,829 $ 11,146 Crude Oil Transportation 28,785 25,985 Gathering, Processing & Terminalling 49,436 18,266 Corporate and Other — — Total capital expenditures $ 88,050 $ 55,397 |
Summary of TEGP's Segment Information of Assets | Assets: September 30, 2017 December 31, 2016 (in thousands) Natural Gas Transportation $ 1,618,828 $ 1,176,147 Crude Oil Transportation 1,384,981 1,410,695 Gathering, Processing & Terminalling 887,089 495,170 Corporate and Other 512,248 543,468 Total assets $ 4,403,146 $ 3,625,480 |
Description of Business - Addit
Description of Business - Additional Information (Detail) - shares | 9 Months Ended | |||
Sep. 30, 2017 | Jul. 21, 2017 | Mar. 31, 2017 | Jan. 01, 2017 | |
Rockies Express Pipeline LLC | ||||
Organization [Line Items] | ||||
Equity Method Investment, Ownership Percentage | 49.99% | |||
Rockies Express Pipeline LLC | Tallgrass Development LP | ||||
Organization [Line Items] | ||||
Business Acquisition, Percentage of Voting Interests Acquired | 24.99% | |||
Tallgrass NatGas Operator, LLC | ||||
Organization [Line Items] | ||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | |||
Tallgrass Terminals, LLC | ||||
Organization [Line Items] | ||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | |||
Deeprock Development, LLC | ||||
Organization [Line Items] | ||||
Ownership Percentage in Subsidiary | 69.00% | |||
Business Acquisition, Percentage of Voting Interests Acquired | 49.00% | |||
Tallgrass Equity, LLC | ||||
Organization [Line Items] | ||||
Variable Interest Entity, Ownership Percentage | 36.94% | |||
Tallgrass MLP GP, LLC | ||||
Organization [Line Items] | ||||
Limited Liability Company (LLC) or General Partner, Ownership Interest | 100.00% | |||
Tallgrass Energy Partners | ||||
Organization [Line Items] | ||||
Limited Liability Company (LLC) or General Partner, Ownership Interest | 1.13% | |||
General partner units issued | 834,391 | |||
Subsidiary Of Limited Liability Company Or Limited Partnership Ownership Interest Units | 20,000,000 | |||
Ownership Percentage in Subsidiary | 27.02% |
Variable Interest Entity VIE As
Variable Interest Entity VIE Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Deferred tax asset | $ 496,472 | $ 521,454 |
Acquisitions Outrigger Acquisit
Acquisitions Outrigger Acquisition, Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Aug. 03, 2017 | Sep. 30, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | |||
Property, plant and equipment, net | $ 2,350,830 | $ 2,079,232 | |
Intangible assets, net | $ 98,876 | $ 93,522 | |
Net identifiable assets acquired | $ 36,030 | ||
Finite-Lived Intangible Assets, Remaining Amortization Period | 8 years | ||
Tallgrass Crude Gathering, LLC | |||
Business Acquisition [Line Items] | |||
Accounts receivable | $ 117 | ||
Property, plant and equipment, net | 29,306 | ||
Intangible assets, net | 6,694 | ||
Accounts payable and accrued liabilities | $ 87 |
Acquisitions DRD Acquisition, A
Acquisitions DRD Acquisition, Assets Acquired & Liabilities Assumed (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Aug. 03, 2017 | Jul. 20, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||||||
Property, plant and equipment, net | $ 2,350,830 | $ 2,079,232 | ||||
Net identifiable assets acquired | $ 36,030 | |||||
Goodwill | $ 404,838 | $ 343,288 | $ 343,288 | $ 343,288 | ||
Deeprock Development, LLC | ||||||
Business Acquisition [Line Items] | ||||||
Accounts receivable | $ 968 | |||||
Other current assets | 598 | |||||
Property, plant and equipment, net | 70,148 | |||||
Accounts payable | (712) | |||||
Deferred Revenue | (6,546) | |||||
Net identifiable assets acquired | 64,456 | |||||
Goodwill | 61,550 | |||||
Net assets acquired (excluding cash) | $ 126,006 |
Acquisitions Pro Forma Revenue
Acquisitions Pro Forma Revenue & Net Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Business Combinations [Abstract] | ||||
Revenue | $ 177,022 | $ 158,642 | $ 492,625 | $ 465,232 |
Net income attributable to partners | $ 6,083 | $ 10,787 | $ 25,951 | $ 21,896 |
Acquisitions Equity Method In42
Acquisitions Equity Method Investments (Details) - Rockies Express Pipeline LLC $ in Thousands | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Schedule of Equity Method Investments [Line Items] | |
Equity Method Investment, Difference Between Carrying Amount and Underlying Equity | $ (380,589) |
Basis Difference, Amortization Period | 35 years |
Long-term Debt | |
Schedule of Equity Method Investments [Line Items] | |
Equity Method Investment, Difference Between Carrying Amount and Underlying Equity | $ 19,078 |
Property, Plant and Equipment | |
Schedule of Equity Method Investments [Line Items] | |
Equity Method Investment, Difference Between Carrying Amount and Underlying Equity | $ (399,667) |
Basis Difference, Amortization Period | 35 years |
Minimum | Long-term Debt | |
Schedule of Equity Method Investments [Line Items] | |
Basis Difference, Amortization Period | 2 years |
Maximum | Long-term Debt | |
Schedule of Equity Method Investments [Line Items] | |
Basis Difference, Amortization Period | 25 years |
Acquisitions Impact of Acquisit
Acquisitions Impact of Acquisition, Balance Sheet (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 3,279 | $ 2,459 | $ 1,359 | $ 2,234 |
Accounts receivable, net | 95,629 | 59,536 | ||
Gas imbalances | 1,020 | 1,597 | ||
Inventories | 10,173 | 13,093 | ||
Derivative assets | 0 | 10,967 | ||
Prepayments and other current assets | 3,407 | 7,628 | ||
Total Current Assets | 113,508 | 95,280 | ||
Property, plant and equipment, net | 2,350,830 | 2,079,232 | ||
Goodwill | 404,838 | 343,288 | $ 343,288 | $ 343,288 |
Intangible assets, net | 98,876 | 93,522 | ||
Unconsolidated investments | 922,280 | 475,625 | ||
Deferred tax asset | 496,472 | 521,454 | ||
Deferred financing costs, net | 13,326 | 6,042 | ||
Deferred charges and other assets | 3,016 | 11,037 | ||
Total Assets | 4,403,146 | 3,625,480 | ||
Accounts payable | 69,620 | 24,449 | ||
Accounts payable to related parties | 5,955 | 5,824 | ||
Gas imbalances | 1,119 | 1,239 | ||
Derivative liabilities | 473 | 556 | ||
Accrued taxes | 22,890 | 16,996 | ||
Accrued liabilities | 11,183 | 16,755 | ||
Deferred revenue | 87,979 | 60,757 | ||
Other current liabilities | 6,690 | 6,446 | ||
Total Current Liabilities | 205,909 | 133,022 | ||
Long-term debt, net | 2,261,086 | 1,555,981 | ||
Other long-term liabilities and deferred credits | 18,396 | 7,063 | ||
Total Long-term Liabilities | 2,279,482 | 1,563,044 | ||
Partners' Capital, Including Portion Attributable to Noncontrolling Interest | 1,917,755 | 1,929,414 | ||
Total Liabilities and Equity | $ 4,403,146 | 3,625,480 | ||
Tallgrass Energy GP, LP | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | 2,459 | |||
Accounts receivable, net | 59,469 | |||
Gas imbalances | 1,597 | |||
Inventories | 12,805 | |||
Derivative assets | 10,967 | |||
Prepayments and other current assets | 6,820 | |||
Total Current Assets | 94,117 | |||
Property, plant and equipment, net | 2,012,263 | |||
Goodwill | 343,288 | |||
Intangible assets, net | 93,522 | |||
Unconsolidated investments | 461,915 | |||
Deferred tax asset | 521,454 | |||
Deferred financing costs, net | 6,042 | |||
Deferred charges and other assets | 9,637 | |||
Total Assets | 3,542,238 | |||
Accounts payable | 24,403 | |||
Accounts payable to related parties | 5,768 | |||
Gas imbalances | 1,239 | |||
Derivative liabilities | 556 | |||
Accrued taxes | 16,328 | |||
Accrued liabilities | 16,578 | |||
Deferred revenue | 60,757 | |||
Other current liabilities | 6,446 | |||
Total Current Liabilities | 132,075 | |||
Long-term debt, net | 1,555,981 | |||
Other long-term liabilities and deferred credits | 7,063 | |||
Total Long-term Liabilities | 1,563,044 | |||
Partners' Capital, Including Portion Attributable to Noncontrolling Interest | 1,847,119 | |||
Total Liabilities and Equity | 3,542,238 | |||
Tallgrass Terminals, LLC | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | 0 | |||
Accounts receivable, net | 38 | |||
Gas imbalances | 0 | |||
Inventories | 288 | |||
Derivative assets | 0 | |||
Prepayments and other current assets | 808 | |||
Total Current Assets | 1,134 | |||
Property, plant and equipment, net | 66,969 | |||
Goodwill | 0 | |||
Intangible assets, net | 0 | |||
Unconsolidated investments | 13,710 | |||
Deferred tax asset | 0 | |||
Deferred financing costs, net | 0 | |||
Deferred charges and other assets | 1,400 | |||
Total Assets | 83,213 | |||
Accounts payable | 46 | |||
Accounts payable to related parties | 56 | |||
Gas imbalances | 0 | |||
Derivative liabilities | 0 | |||
Accrued taxes | 668 | |||
Accrued liabilities | 177 | |||
Deferred revenue | 0 | |||
Other current liabilities | 0 | |||
Total Current Liabilities | 947 | |||
Long-term debt, net | 0 | |||
Other long-term liabilities and deferred credits | 0 | |||
Total Long-term Liabilities | 0 | |||
Partners' Capital, Including Portion Attributable to Noncontrolling Interest | 82,266 | |||
Total Liabilities and Equity | 83,213 | |||
Tallgrass NatGas Operator, LLC | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | 0 | |||
Accounts receivable, net | 29 | |||
Gas imbalances | 0 | |||
Inventories | 0 | |||
Derivative assets | 0 | |||
Prepayments and other current assets | 0 | |||
Total Current Assets | 29 | |||
Property, plant and equipment, net | 0 | |||
Goodwill | 0 | |||
Intangible assets, net | 0 | |||
Unconsolidated investments | 0 | |||
Deferred tax asset | 0 | |||
Deferred financing costs, net | 0 | |||
Deferred charges and other assets | 0 | |||
Total Assets | 29 | |||
Accounts payable | 0 | |||
Accounts payable to related parties | 0 | |||
Gas imbalances | 0 | |||
Derivative liabilities | 0 | |||
Accrued taxes | 0 | |||
Accrued liabilities | 0 | |||
Deferred revenue | 0 | |||
Other current liabilities | 0 | |||
Total Current Liabilities | 0 | |||
Long-term debt, net | 0 | |||
Other long-term liabilities and deferred credits | 0 | |||
Total Long-term Liabilities | 0 | |||
Partners' Capital, Including Portion Attributable to Noncontrolling Interest | 29 | |||
Total Liabilities and Equity | $ 29 |
Acquisitions Impact of Acquis44
Acquisitions Impact of Acquisition, Income Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Business Acquisition [Line Items] | ||||
Crude oil transportation services | $ 86,180 | $ 91,387 | $ 260,366 | $ 279,281 |
Natural gas transportation services | 30,256 | 31,444 | 91,370 | 89,406 |
Sales of natural gas, NGLs, and crude oil | 32,215 | 20,487 | 70,514 | 51,243 |
Processing and other revenues | 27,218 | 9,950 | 58,882 | 29,521 |
Total Revenues | 175,869 | 153,268 | 481,132 | 449,451 |
Cost of sales (exclusive of depreciation and amortization shown below) | 26,984 | 18,319 | 58,740 | 47,845 |
Cost of transportation services (exclusive of depreciation and amortization shown below) | 10,538 | 10,842 | 38,799 | 35,946 |
Operations and maintenance | 17,412 | 15,146 | 45,569 | 42,374 |
Depreciation and amortization | 23,782 | 21,177 | 67,276 | 65,074 |
General and administrative | 16,489 | 13,981 | 46,040 | 42,863 |
Taxes, other than income taxes | 6,661 | 6,860 | 21,799 | 20,293 |
Contract termination | 0 | 0 | 0 | 8,061 |
(Gain) loss on disposal of assets | 0 | 0 | (1,264) | 1,849 |
Total Operating Costs and Expenses | 101,866 | 86,325 | 276,959 | 264,305 |
Operating Income | 74,003 | 66,943 | 204,173 | 185,146 |
Interest expense, net | (24,408) | (12,157) | (61,539) | (31,275) |
Unrealized (loss) gain on derivative instrument | 0 | (4,419) | 1,885 | 5,588 |
Equity in earnings of unconsolidated investments | 123,642 | 12,764 | 187,121 | 37,495 |
Other income, net | 454 | 480 | 796 | 1,267 |
Total Other Income (Expense) | 109,416 | (3,332) | 137,991 | 13,075 |
Net income before tax | 183,419 | 63,611 | 342,164 | 198,221 |
Deferred income tax expense | (3,209) | (12,792) | ||
Net income | 170,777 | 60,402 | 317,182 | 185,429 |
Net income attributable to noncontrolling interests | (154,911) | (49,750) | (280,534) | (163,943) |
Net Income (Loss) Attributable to Parent | $ 15,866 | 10,652 | $ 36,648 | 21,486 |
Consolidation, Eliminations | ||||
Business Acquisition [Line Items] | ||||
Crude oil transportation services | 0 | 0 | ||
Natural gas transportation services | 0 | 0 | ||
Sales of natural gas, NGLs, and crude oil | (271) | (271) | ||
Processing and other revenues | (2,884) | (8,576) | ||
Total Revenues | (3,155) | (8,847) | ||
Cost of sales (exclusive of depreciation and amortization shown below) | (271) | (271) | ||
Cost of transportation services (exclusive of depreciation and amortization shown below) | (2,884) | (8,576) | ||
Operations and maintenance | 0 | 0 | ||
Depreciation and amortization | 0 | 0 | ||
General and administrative | 0 | 0 | ||
Taxes, other than income taxes | 0 | 0 | ||
Contract termination | 0 | |||
(Gain) loss on disposal of assets | 0 | |||
Total Operating Costs and Expenses | (3,155) | (8,847) | ||
Operating Income | 0 | 0 | ||
Interest expense, net | 0 | 0 | ||
Unrealized (loss) gain on derivative instrument | 0 | 0 | ||
Equity in earnings of unconsolidated investments | 0 | 0 | ||
Other income, net | 0 | 0 | ||
Total Other Income (Expense) | 0 | 0 | ||
Net income before tax | 0 | 0 | ||
Deferred income tax expense | 0 | 0 | ||
Net income | 0 | 0 | ||
Net income attributable to noncontrolling interests | 0 | 0 | ||
Net Income (Loss) Attributable to Parent | 0 | 0 | ||
Tallgrass Energy GP, LP | ||||
Business Acquisition [Line Items] | ||||
Crude oil transportation services | 91,387 | 279,281 | ||
Natural gas transportation services | 31,444 | 89,406 | ||
Sales of natural gas, NGLs, and crude oil | 20,758 | 51,514 | ||
Processing and other revenues | 8,536 | 24,260 | ||
Total Revenues | 152,125 | 444,461 | ||
Cost of sales (exclusive of depreciation and amortization shown below) | 18,590 | 48,116 | ||
Cost of transportation services (exclusive of depreciation and amortization shown below) | 13,528 | 43,924 | ||
Operations and maintenance | 14,714 | 41,055 | ||
Depreciation and amortization | 20,831 | 64,099 | ||
General and administrative | 13,715 | 41,710 | ||
Taxes, other than income taxes | 6,717 | 19,862 | ||
Contract termination | 0 | |||
(Gain) loss on disposal of assets | 1,849 | |||
Total Operating Costs and Expenses | 88,095 | 260,615 | ||
Operating Income | 64,030 | 183,846 | ||
Interest expense, net | (12,157) | (31,275) | ||
Unrealized (loss) gain on derivative instrument | (4,419) | 5,588 | ||
Equity in earnings of unconsolidated investments | 12,066 | 35,387 | ||
Other income, net | 480 | 1,267 | ||
Total Other Income (Expense) | (4,030) | 10,967 | ||
Net income before tax | 60,000 | 194,813 | ||
Deferred income tax expense | (3,209) | (12,792) | ||
Net income | 56,791 | 182,021 | ||
Net income attributable to noncontrolling interests | (49,750) | (163,943) | ||
Net Income (Loss) Attributable to Parent | 7,041 | 18,078 | ||
Tallgrass Terminals, LLC | ||||
Business Acquisition [Line Items] | ||||
Crude oil transportation services | 0 | 0 | ||
Natural gas transportation services | 0 | 0 | ||
Sales of natural gas, NGLs, and crude oil | 0 | 0 | ||
Processing and other revenues | 3,116 | 8,982 | ||
Total Revenues | 3,116 | 8,982 | ||
Cost of sales (exclusive of depreciation and amortization shown below) | 0 | 0 | ||
Cost of transportation services (exclusive of depreciation and amortization shown below) | 198 | 598 | ||
Operations and maintenance | 432 | 1,319 | ||
Depreciation and amortization | 346 | 975 | ||
General and administrative | 266 | 1,153 | ||
Taxes, other than income taxes | 143 | 431 | ||
Contract termination | 8,061 | |||
(Gain) loss on disposal of assets | 0 | |||
Total Operating Costs and Expenses | 1,385 | 12,537 | ||
Operating Income | 1,731 | (3,555) | ||
Interest expense, net | 0 | 0 | ||
Unrealized (loss) gain on derivative instrument | 0 | 0 | ||
Equity in earnings of unconsolidated investments | 698 | 2,108 | ||
Other income, net | 0 | 0 | ||
Total Other Income (Expense) | 698 | 2,108 | ||
Net income before tax | 2,429 | (1,447) | ||
Deferred income tax expense | 0 | 0 | ||
Net income | 2,429 | (1,447) | ||
Net income attributable to noncontrolling interests | 0 | 0 | ||
Net Income (Loss) Attributable to Parent | 2,429 | (1,447) | ||
Tallgrass NatGas Operator, LLC | ||||
Business Acquisition [Line Items] | ||||
Crude oil transportation services | 0 | 0 | ||
Natural gas transportation services | 0 | 0 | ||
Sales of natural gas, NGLs, and crude oil | 0 | 0 | ||
Processing and other revenues | 1,182 | 4,855 | ||
Total Revenues | 1,182 | 4,855 | ||
Cost of sales (exclusive of depreciation and amortization shown below) | 0 | 0 | ||
Cost of transportation services (exclusive of depreciation and amortization shown below) | 0 | 0 | ||
Operations and maintenance | 0 | 0 | ||
Depreciation and amortization | 0 | 0 | ||
General and administrative | 0 | 0 | ||
Taxes, other than income taxes | 0 | 0 | ||
Contract termination | 0 | |||
(Gain) loss on disposal of assets | 0 | |||
Total Operating Costs and Expenses | 0 | 0 | ||
Operating Income | 1,182 | 4,855 | ||
Interest expense, net | 0 | 0 | ||
Unrealized (loss) gain on derivative instrument | 0 | 0 | ||
Equity in earnings of unconsolidated investments | 0 | 0 | ||
Other income, net | 0 | 0 | ||
Total Other Income (Expense) | 0 | 0 | ||
Net income before tax | 1,182 | 4,855 | ||
Deferred income tax expense | 0 | 0 | ||
Net income | 1,182 | 4,855 | ||
Net income attributable to noncontrolling interests | 0 | 0 | ||
Net Income (Loss) Attributable to Parent | $ 1,182 | $ 4,855 |
Acquisitions Additional Informa
Acquisitions Additional Information (Details) $ in Thousands | Aug. 03, 2017USD ($)ami | Jul. 21, 2017USD ($)shares | Jul. 20, 2017USD ($) | Jun. 05, 2017USD ($)mi | Mar. 31, 2017USD ($) | Jan. 01, 2017USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Jul. 19, 2017 | Dec. 31, 2016USD ($) | May 06, 2016 | Dec. 31, 2015USD ($) |
Business Acquisition [Line Items] | ||||||||||||||||
Gain on remeasurement of unconsolidated investment | $ 9,728 | $ 0 | $ 9,728 | $ 0 | ||||||||||||
Goodwill | $ 404,838 | $ 404,838 | $ 404,838 | $ 343,288 | 404,838 | 343,288 | $ 343,288 | $ 343,288 | ||||||||
Acquisition of Douglas Gathering System | 128,526 | 0 | ||||||||||||||
Payments to Acquire Interest in Subsidiaries and Affiliates | $ 400,000 | 436,022 | ||||||||||||||
Tallgrass Energy Partners | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Equity interest held by noncontrolling interests | 72.67% | 72.67% | 72.67% | 72.67% | ||||||||||||
Ownership Percentage in Subsidiary | 27.02% | |||||||||||||||
Tallgrass Crude Gathering, LLC | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | $ 1,000 | |||||||||||||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | $ 1,000 | |||||||||||||||
Deeprock Development, LLC | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | $ 2,400 | |||||||||||||||
Equity interest held by noncontrolling interests | 31.00% | 31.00% | 31.00% | 31.00% | ||||||||||||
Goodwill | $ 61,550 | |||||||||||||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | $ 1,100 | |||||||||||||||
Tallgrass Midstream Gathering LLC | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Miles of gathering pipeline | mi | 1,500 | |||||||||||||||
Tallgrass Midstream Gathering LLC | Tallgrass Energy Partners | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Acquisition of Douglas Gathering System | $ 128,500 | |||||||||||||||
Tallgrass Crude Gathering, LLC | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | |||||||||||||||
Miles of gathering pipeline | mi | 34 | |||||||||||||||
Acres for Crude Oil gathering system | a | 150,000 | |||||||||||||||
Payments to Acquire Businesses, Gross | $ 36,030 | 0 | ||||||||||||||
Tallgrass Crude Gathering, LLC | Tallgrass Energy Partners | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Payments to Acquire Businesses, Gross | $ 36,000 | |||||||||||||||
Rockies Express Pipeline LLC | Tallgrass Energy Partners | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Payments to Acquire Interest in Subsidiaries and Affiliates | $ 400,000 | |||||||||||||||
Tallgrass Terminals, LLC | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | |||||||||||||||
Tallgrass NatGas Operator, LLC | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | |||||||||||||||
Terminals and NatGas | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Payments to Acquire Businesses, Gross | 140,000 | 0 | ||||||||||||||
Terminals and NatGas | Tallgrass Energy Partners | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Payments to Acquire Businesses, Gross | $ 140,000 | |||||||||||||||
Deeprock Development, LLC | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 49.00% | |||||||||||||||
Acquisition of Deeprock Development | $ 57,202 | $ 0 | ||||||||||||||
Fair Value of Previously Held Equity Interest | 22,900 | |||||||||||||||
Gain on remeasurement of unconsolidated investment | $ 9,700 | |||||||||||||||
Equity interest held by noncontrolling interests | 40.00% | |||||||||||||||
Business Combination, Acquisition of Less than 100 Percent, Noncontrolling Interest, Fair Value | $ 45,900 | |||||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 128,790 | |||||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned | $ 6,700 | |||||||||||||||
Ownership Percentage in Subsidiary | 69.00% | |||||||||||||||
Deeprock Development, LLC | Tallgrass Energy Partners | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Payments to Acquire Businesses, Gross | 6,400 | |||||||||||||||
Acquisition of Deeprock Development | $ 57,200 | |||||||||||||||
Business Combination, Consideration Transferred | $ 13,100 | |||||||||||||||
Kinder Morgan Cushing, LLC | Deeprock Development, LLC | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 40.00% | |||||||||||||||
Deeprock Energy Resources, LLC | Deeprock Development, LLC | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 9.00% | |||||||||||||||
DCP Assets Holding, LP | Tallgrass Midstream Gathering LLC | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | |||||||||||||||
Tallgrass Development LP | Rockies Express Pipeline LLC | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 24.99% | |||||||||||||||
Sempra U.S. Gas and Power | Rockies Express Pipeline LLC | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 25.00% | |||||||||||||||
Deeprock Development, LLC | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Equity Method Investment, Ownership Percentage | 20.00% | |||||||||||||||
Rockies Express Pipeline LLC | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Equity Method Investment, Ownership Percentage | 49.99% | 49.99% | 49.99% | 49.99% | ||||||||||||
Equity Method Investment, Difference Between Carrying Amount and Underlying Equity | $ (380,589) | $ (380,589) | $ (380,589) | $ (380,589) | ||||||||||||
Basis Difference, Amortization Period | 35 years | |||||||||||||||
Public Utilities, Property, Plant and Equipment, Disclosure of Composite Depreciation Rate for Plants in Service | 2.86% | |||||||||||||||
Rockies Express Pipeline LLC | Tallgrass Energy Partners | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Equity Method Investment, Difference Between Carrying Amount and Underlying Equity | $ 386,800 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Transactions with Affiliated Companies (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Related Party Transaction [Line Items] | ||||
Revenue from related parties | $ 3,338 | $ 1,182 | $ 6,662 | $ 4,855 |
Cost of transportation services from related parties | 1,062 | 4,630 | 10,476 | 13,888 |
Operations and maintenance | ||||
Related Party Transaction [Line Items] | ||||
Expenses related to transactions with related companies | 7,973 | 6,560 | 21,680 | 19,117 |
General and administrative expense | ||||
Related Party Transaction [Line Items] | ||||
Expenses related to transactions with related companies | 11,960 | 10,423 | 32,628 | 30,066 |
Property, Plant and Equipment | ||||
Related Party Transaction [Line Items] | ||||
Costs capitalized from transactions with related parties | $ 765 | $ 688 | $ 1,568 | $ 2,255 |
Related Party Transactions - 47
Related Party Transactions - Schedule of Balances with Affiliates Included in Accounts Receivables and Accounts Payable in Consolidated Balance Sheets (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Related Party Transaction [Line Items] | ||
Receivable from related parties | $ 1,052 | $ 590 |
Accounts payable to related parties | 5,955 | 5,824 |
Rockies Express Pipeline LLC | ||
Related Party Transaction [Line Items] | ||
Receivable from related parties | 1,052 | 590 |
Tallgrass Operations, LLC | ||
Related Party Transaction [Line Items] | ||
Accounts payable to related parties | 5,955 | 5,811 |
Deeprock Development, LLC | ||
Related Party Transaction [Line Items] | ||
Accounts payable to related parties | $ 0 | $ 13 |
Related Party Transactions - 48
Related Party Transactions - Schedule of Balances of Gas Imbalance with Affiliated Shippers (Detail) - Affiliated Shippers - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Related Party Transaction [Line Items] | ||
Affiliate gas imbalance receivables | $ 17 | $ 177 |
Affiliate gas imbalance payables | $ 43 | $ 0 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) | 3 Months Ended |
Sep. 30, 2017USD ($) | |
Public Company Expense | Tallgrass Development LP | |
Related Party Transaction [Line Items] | |
Public company cost reimbursement | $ 500,000 |
Inventory Inventory (Details)
Inventory Inventory (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Crude oil | $ 2,115 | $ 5,462 |
Materials and supplies | 5,993 | 6,383 |
Natural gas liquids | 543 | 265 |
Gas in underground storage | 1,522 | 983 |
Inventory, Net | $ 10,173 | $ 13,093 |
Property Plant and Equipment -
Property Plant and Equipment - Components of Property Plant and Equipment (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Jul. 21, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | |||
Accumulated depreciation and amortization | $ (257,888) | $ (195,860) | |
Property, plant and equipment | 2,350,830 | 2,079,232 | |
Crude oil pipelines | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 1,219,913 | 1,202,125 | |
Gathering, Processing & Terminalling Assets | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 667,379 | 397,701 | |
Natural gas pipelines | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 577,343 | 572,150 | |
General and other | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 98,860 | 82,510 | |
Construction work in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 45,223 | $ 20,606 | |
Tallgrass Midstream Gathering LLC | Gathering, Processing & Terminalling Assets | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 138,200 | ||
Deeprock Development, LLC | |||
Property, Plant and Equipment [Line Items] | |||
Business Acquisition, Percentage of Voting Interests Acquired | 49.00% | ||
Deeprock Development, LLC | Gathering, Processing & Terminalling Assets | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 68,400 | ||
Outrigger Energy, LLC | Gathering, Processing & Terminalling Assets | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | $ 29,300 |
Investments in Unconsolidated52
Investments in Unconsolidated Affiliates Equity Method Investments (Details) - Rockies Express Pipeline LLC - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Schedule of Equity Method Investments [Line Items] | ||||
Equity Method Investment, Summarized Financial Information, Revenue | $ 216,756 | $ 159,421 | $ 625,243 | $ 551,323 |
Equity Method Investment Summarized Financial Information Operating Income | 123,965 | 66,436 | 344,037 | 267,847 |
Equity Method Investment, Summarized Financial Information, Net Income (Loss) | $ 233,990 | $ 34,184 | $ 371,185 | $ 226,847 |
Investments in Unconsolidated53
Investments in Unconsolidated Affiliates Investments in Unconsolidated Affiliates (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Jul. 21, 2017 | Jul. 20, 2017 | Mar. 31, 2017 | |
Schedule of Equity Method Investments [Line Items] | |||||||
Equity in earnings of unconsolidated investments | $ 123,642 | $ 12,764 | $ 187,121 | $ 37,495 | |||
Payments to Acquire Equity Method Investments | $ 31,570 | $ 35,515 | |||||
Rockies Express Pipeline LLC | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Equity Method Investment, Ownership Percentage | 49.99% | 49.99% | |||||
Equity in earnings of unconsolidated investments | $ 185,660 | ||||||
Cash Dividends Paid to Parent Company by Unconsolidated Subsidiaries | 227,500 | ||||||
Payments to Acquire Equity Method Investments | $ 29,500 | ||||||
Deeprock Development, LLC | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Business Acquisition, Percentage of Voting Interests Acquired | 49.00% | ||||||
Deeprock Development, LLC | Kinder Morgan Cushing, LLC | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Business Acquisition, Percentage of Voting Interests Acquired | 40.00% | ||||||
Rockies Express Pipeline LLC | Tallgrass Development LP | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Business Acquisition, Percentage of Voting Interests Acquired | 24.99% |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Thousands | Jul. 20, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 |
Goodwill [Line Items] | |||||
Goodwill | $ 404,838 | $ 343,288 | $ 343,288 | $ 343,288 | |
Goodwill, Acquired During Period | 61,550 | 0 | |||
Natural Gas Transportation | |||||
Goodwill [Line Items] | |||||
Goodwill | 255,558 | 255,558 | 255,558 | 255,558 | |
Goodwill, Acquired During Period | 0 | 0 | |||
Gathering, Processing & Terminalling | |||||
Goodwill [Line Items] | |||||
Goodwill | 149,280 | 87,730 | $ 87,730 | $ 87,730 | |
Goodwill, Acquired During Period | $ 61,550 | $ 0 | |||
Deeprock Development, LLC | |||||
Goodwill [Line Items] | |||||
Goodwill, Acquired During Period | $ 61,600 |
Risk Management - Schedule of F
Risk Management - Schedule of Fair Value of Derivative Contracts (Detail) $ in Thousands | Jan. 01, 2016shares | Sep. 30, 2017USD ($)Bcfbbl | Dec. 31, 2016USD ($)Bcfbbl |
Energy commodity derivative contracts | |||
Derivatives, Fair Value [Line Items] | |||
Derivative asset at fair value | $ 291 | ||
Derivative liability at fair value | $ 1 | 116 | |
Equity Option | |||
Derivatives, Fair Value [Line Items] | |||
Derivative asset at fair value | 10,676 | ||
Energy Related Derivative | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liability at fair value | 472 | 440 | |
Other Current Assets | Energy commodity derivative contracts | |||
Derivatives, Fair Value [Line Items] | |||
Derivative asset at fair value | 0 | 291 | |
Other Current Assets | Equity Option | |||
Derivatives, Fair Value [Line Items] | |||
Derivative asset at fair value | 0 | 10,676 | |
Other Current Liabilities | Energy commodity derivative contracts | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liability at fair value | 1 | 116 | |
Other Current Liabilities | Energy Related Derivative | |||
Derivatives, Fair Value [Line Items] | |||
Derivative liability at fair value | $ 472 | $ 440 | |
Commodity | Energy Related Derivative | |||
Derivatives, Fair Value [Line Items] | |||
Derivative, Nonmonetary Notional Amount | bbl | 323,620 | 125,000 | |
Pony Express Pipeline | |||
Derivatives, Fair Value [Line Items] | |||
Business Acquisition, Percentage of Voting Interests Acquired | 31.30% | ||
Pony Express Pipeline | Equity Option | |||
Derivatives, Fair Value [Line Items] | |||
Derivative, Term of Contract | 18 months | ||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 6,518,000 | ||
Long | Commodity | Energy commodity derivative contracts | |||
Derivatives, Fair Value [Line Items] | |||
Derivative, Nonmonetary Notional Amount | Bcf | 0.1 | 0.4 | |
Short | Commodity | Energy commodity derivative contracts | |||
Derivatives, Fair Value [Line Items] | |||
Derivative, Nonmonetary Notional Amount | Bcf | 0.3 |
Risk Management - Derivative Co
Risk Management - Derivative Contracts Included in Consolidated Statement of Income (Detail) - Derivatives not designated as hedging contracts - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Energy Related Derivative | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of gain (loss) recognized in income on derivatives | $ 175 | $ 318 | $ 1,065 | $ 466 |
Energy commodity derivative contracts | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of gain (loss) recognized in income on derivatives | (22) | 161 | 84 | (190) |
Equity Option | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of gain (loss) recognized in income on derivatives | $ 0 | $ (4,419) | $ 1,885 | $ 5,588 |
Risk Management - Schedule of E
Risk Management - Schedule of Energy Commodity Derivative Contracts Based on Fair Value Hierarchy Established by Codification (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Energy Related Derivative | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability at fair value | $ 472 | $ 440 |
Energy Related Derivative | Quoted prices in active markets for identical assets (Level 1) | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability at fair value | 0 | 0 |
Energy Related Derivative | Significant other observable inputs (Level 2) | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability at fair value | 472 | 440 |
Energy Related Derivative | Significant unobservable inputs (Level 3) | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability at fair value | 0 | 0 |
Energy commodity derivative contracts | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset at fair value | 291 | |
Derivative liability at fair value | 1 | 116 |
Energy commodity derivative contracts | Quoted prices in active markets for identical assets (Level 1) | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset at fair value | 0 | |
Derivative liability at fair value | 0 | 0 |
Energy commodity derivative contracts | Significant other observable inputs (Level 2) | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset at fair value | 291 | |
Derivative liability at fair value | 1 | 116 |
Energy commodity derivative contracts | Significant unobservable inputs (Level 3) | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset at fair value | 0 | |
Derivative liability at fair value | $ 0 | 0 |
Equity Option | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset at fair value | 10,676 | |
Equity Option | Quoted prices in active markets for identical assets (Level 1) | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset at fair value | 0 | |
Equity Option | Significant other observable inputs (Level 2) | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset at fair value | 10,676 | |
Equity Option | Significant unobservable inputs (Level 3) | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset at fair value | $ 0 |
Risk Management Risk Management
Risk Management Risk Management - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 01, 2017 | Oct. 31, 2016 | Jul. 21, 2016 | Jan. 01, 2016 | Sep. 30, 2017 | Sep. 30, 2016 |
Derivative [Line Items] | ||||||
Partners' Capital Account, Units, Treasury Units Purchased | 736,262 | |||||
Partial exercise of call option | $ 35,300 | $ 35,335 | $ 0 | |||
Margin Deposit Assets | 800 | |||||
Letters of Credit Outstanding, Amount | 3,000 | |||||
Pony Express Pipeline | ||||||
Derivative [Line Items] | ||||||
Business Acquisition, Percentage of Voting Interests Acquired | 31.30% | |||||
Equity Option | ||||||
Derivative [Line Items] | ||||||
Partners' Capital Account, Units, Treasury Units Purchased | 1,703,094 | 1,251,760 | 3,563,146 | |||
Partial exercise of call option | $ 72,400 | $ 53,200 | $ 151,400 | $ 72,381 | $ 151,434 | |
Equity Option | Pony Express Pipeline | ||||||
Derivative [Line Items] | ||||||
Derivative, Term of Contract | 18 months | |||||
Option Indexed to Issuer's Equity, Strike Price | $ 42.50 | |||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 6,518,000 |
Long-term Debt Schedule of Debt
Long-term Debt Schedule of Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Total long-term debt, net | $ 2,261,086 | $ 1,555,981 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Total long-term debt, net | 1,027,000 | 1,163,000 |
Tallgrass Equity, LLC | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | 146,000 | 148,000 |
Total long-term debt, net | 146,000 | 148,000 |
Tallgrass Energy Partners | ||
Debt Instrument [Line Items] | ||
Less: Deferred financing costs, net | (15,914) | (7,019) |
Tallgrass Energy Partners | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | 881,000 | 1,015,000 |
Total long-term debt, net | 881,000 | 1,015,000 |
2024 Senior Notes | ||
Debt Instrument [Line Items] | ||
Total long-term debt, net | 739,444 | 392,981 |
2024 Senior Notes | Tallgrass Energy Partners | Senior Notes | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | 750,000 | 400,000 |
2028 Senior Notes | ||
Debt Instrument [Line Items] | ||
Total long-term debt, net | 494,642 | |
2028 Senior Notes | Tallgrass Energy Partners | Senior Notes | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 500,000 | $ 0 |
Long-term Debt Capacity under R
Long-term Debt Capacity under Revolving Credit Facility - Tallgrass Equity (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Line of Credit Facility [Line Items] | ||
Long-term Debt | $ (2,261,086) | $ (1,555,981) |
Letters of Credit Outstanding, Amount | (3,000) | |
Revolving Credit Facility | ||
Line of Credit Facility [Line Items] | ||
Long-term Debt | (1,027,000) | (1,163,000) |
Tallgrass Equity, LLC | Revolving Credit Facility | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Maximum Borrowing Capacity | 150,000 | 150,000 |
Long-term Debt | (146,000) | (148,000) |
Line of Credit Facility, Remaining Borrowing Capacity | 4,000 | 2,000 |
Tallgrass Energy Partners | Revolving Credit Facility | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Maximum Borrowing Capacity | 1,750,000 | 1,750,000 |
Long-term Debt | (881,000) | (1,015,000) |
Letters of Credit Outstanding, Amount | (3,094) | 0 |
Line of Credit Facility, Remaining Borrowing Capacity | $ 865,906 | $ 735,000 |
Long-term Debt - Carrying Amoun
Long-term Debt - Carrying Amount and Fair Value of Long-term Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Long-term Debt | $ 2,261,086 | $ 1,555,981 |
2024 Senior Notes | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Fair Value | 772,028 | 398,000 |
Long-term Debt | 739,444 | 392,981 |
2024 Senior Notes | Quoted prices in active markets for identical assets (Level 1) | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Fair Value | 0 | 0 |
2024 Senior Notes | Significant other observable inputs (Level 2) | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Fair Value | 772,028 | 398,000 |
2024 Senior Notes | Significant unobservable inputs (Level 3) | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Fair Value | 0 | 0 |
2028 Senior Notes | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Fair Value | 508,660 | |
Long-term Debt | 494,642 | |
2028 Senior Notes | Quoted prices in active markets for identical assets (Level 1) | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Fair Value | 0 | |
2028 Senior Notes | Significant other observable inputs (Level 2) | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Fair Value | 508,660 | |
2028 Senior Notes | Significant unobservable inputs (Level 3) | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Fair Value | 0 | |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Fair Value | 1,027,000 | 1,163,000 |
Long-term Debt | 1,027,000 | 1,163,000 |
Revolving Credit Facility | Quoted prices in active markets for identical assets (Level 1) | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Fair Value | 0 | 0 |
Revolving Credit Facility | Significant other observable inputs (Level 2) | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Fair Value | 1,027,000 | 1,163,000 |
Revolving Credit Facility | Significant unobservable inputs (Level 3) | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Fair Value | $ 0 | $ 0 |
Long-term Debt - Additional Inf
Long-term Debt - Additional Information (Detail) | Sep. 15, 2017USD ($) | May 16, 2017USD ($) | Sep. 01, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Jun. 02, 2017USD ($) | Dec. 31, 2016USD ($) | May 12, 2015USD ($) |
Debt Instrument [Line Items] | ||||||||
Proceeds from issuance of long-term debt | $ 850,000,000 | $ 400,000,000 | ||||||
Tallgrass Energy Partners | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt, Weighted Average Interest Rate | 3.24% | |||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.25% | |||||||
Line of Credit Facility, Maximum Potential Accordion Feature | $ 250,000,000 | |||||||
Sublimit for Swing Line Loans | 60,000,000 | |||||||
Sublimit for Letters of Credit | 75,000,000 | |||||||
Tallgrass Energy Partners | Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,750,000,000 | $ 1,750,000,000 | ||||||
Tallgrass Energy Partners | Revolving Credit Facility | Wells Fargo Bank, National Association | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,750,000,000 | |||||||
Tallgrass Energy Partners | Maximum | Revolving Credit Facility | Wells Fargo Bank, National Association | ||||||||
Debt Instrument [Line Items] | ||||||||
Consolidated leverage ratio | 5 | |||||||
Credit facility commitment fee | 0.50% | |||||||
Contingent Consolidated Leverage Ratio | 5.50 | |||||||
Consolidated Senior Secured Leverage Ratio One | 3.75 | |||||||
Tallgrass Energy Partners | Minimum | Revolving Credit Facility | Wells Fargo Bank, National Association | ||||||||
Debt Instrument [Line Items] | ||||||||
Credit facility commitment fee | 0.25% | |||||||
Consolidated Interest Coverage Ratio One | 2.50 | |||||||
Tallgrass Equity, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt, Weighted Average Interest Rate | 3.74% | |||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.88% | |||||||
Tallgrass Equity, LLC | Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 150,000,000 | $ 150,000,000 | ||||||
Tallgrass Equity, LLC | Revolving Credit Facility | Barclays Bank | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 150,000,000 | |||||||
Credit facility commitment fee | 0.50% | |||||||
Tallgrass Equity, LLC | Maximum | Revolving Credit Facility | Barclays Bank | ||||||||
Debt Instrument [Line Items] | ||||||||
Consolidated leverage ratio | 3 | |||||||
2028 Senior Notes | Senior Notes | Tallgrass Energy Partners | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from issuance of long-term debt | $ 500,000,000 | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.50% | |||||||
2024 Senior Notes | Senior Notes | Tallgrass Energy Partners | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from issuance of long-term debt | $ 350,000,000 | $ 400,000,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.50% |
Partnership Equity and Distri63
Partnership Equity and Distributions Partnership and Equity Distributions - TEGP Summary of Distributions (Details) - Tallgrass Energy GP, LP - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||||||
Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | |
Distribution Made to Limited Partner [Line Items] | |||||||
Partners' Capital Account, Distributions | $ 20,617 | $ 19,891 | $ 16,697 | $ 16,116 | $ 12,528 | $ 11,693 | $ 10,022 |
Distribution Made to Limited Partner, Distributions Paid, Per Unit | $ 0.3550 | $ 0.3425 | $ 0.2875 | $ 0.2775 | $ 0.2625 | $ 0.2450 | $ 0.2100 |
Partnership Equity and Distri64
Partnership Equity and Distributions Partnership Equity and Distributions - TEP Summary of Distributions (Details) - Tallgrass Energy Partners - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||||||
Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | |
Distribution Made to Limited Partner [Line Items] | |||||||
Limited Partner Common Units | $ 69,174 | $ 67,671 | $ 60,486 | $ 58,793 | $ 57,332 | $ 54,442 | $ 48,238 |
Incentive Distribution Rights | 37,744 | 36,342 | 29,840 | 28,358 | 26,987 | 24,262 | 19,816 |
General Partner Units | 1,219 | 1,186 | 1,040 | 1,008 | 976 | 911 | 830 |
Partners' Capital Account, Distributions | $ 108,137 | $ 105,199 | $ 91,366 | $ 88,159 | $ 85,295 | $ 79,615 | $ 68,884 |
Distribution Made to Limited Partner, Distributions Paid, Per Unit | $ 0.9450 | $ 0.9250 | $ 0.8350 | $ 0.8150 | $ 0.7950 | $ 0.7550 | $ 0.7050 |
Partnership Equity and Distri65
Partnership Equity and Distributions - Additional Information (Detail) - USD ($) | Feb. 01, 2017 | Oct. 31, 2016 | Jul. 21, 2016 | Jan. 01, 2016 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | May 17, 2016 | May 13, 2015 |
Limited Partners' Capital Account [Line Items] | |||||||||||||||
Partners' Capital Account, Units, Treasury Units Purchased | 736,262 | ||||||||||||||
Payments for Repurchase of Common Stock | $ (35,300,000) | $ (35,335,000) | $ 0 | ||||||||||||
Treasury Stock Acquired, Average Cost Per Share | $ 47.99 | ||||||||||||||
Partners' Capital Account, Authorized Amount | $ 657,500,000 | $ 100,200,000 | |||||||||||||
Partners' Capital Account, Units, Sold in Public Offering | 2,341,061 | ||||||||||||||
SharesIssuedPricePerShareQTD | $ 48.82 | ||||||||||||||
Issuance of TEP units to the public, net of offering costs | $ 112,400,000 | ||||||||||||||
LimitedPartnerOfferingCosts | 1,900,000 | ||||||||||||||
Distributions to noncontrolling interests | $ 229,710,000 | 177,449,000 | |||||||||||||
Pony Express Pipeline | |||||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||||
Equity interest held by noncontrolling interests | 2.00% | 2.00% | |||||||||||||
Distributions to noncontrolling interests | $ 0 | 425,882,000 | |||||||||||||
Tallgrass Energy Partners | |||||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||||
Equity interest held by noncontrolling interests | 72.67% | 72.67% | |||||||||||||
Partners' Capital Account, Distributions | $ (108,137,000) | $ (105,199,000) | $ (91,366,000) | $ (88,159,000) | $ (85,295,000) | $ (79,615,000) | $ (68,884,000) | ||||||||
Tallgrass Equity, LLC | |||||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||||
Equity interest held by noncontrolling interests | 63.06% | 63.06% | |||||||||||||
Deeprock Development, LLC | |||||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||||
Equity interest held by noncontrolling interests | 31.00% | 31.00% | |||||||||||||
Noncontrolling Interest | |||||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||||
Payments for Repurchase of Common Stock | $ 31,717,000 | ||||||||||||||
Contributions from noncontrolling interest | 1,100,000 | 8,700,000 | |||||||||||||
Distributions to noncontrolling interests | (229,700,000) | 177,400,000 | |||||||||||||
Tallgrass Equity distributions to noncontrolling interests | 90,000,000 | 68,700,000 | |||||||||||||
Noncontrolling Interest, Decrease from Distributions to Noncontrolling Interest Holders | 4,300,000 | 5,000,000 | |||||||||||||
Contributions from TD | 1,451,000 | 3,697,000 | |||||||||||||
Noncontrolling Interest | Tallgrass Energy Partners | |||||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||||
Issuance of TEP units to the public, net of offering costs | 101,043,000 | 265,931,000 | |||||||||||||
Partners' Capital Account, Distributions | 135,400,000 | 103,700,000 | |||||||||||||
Total Partner Equity Including Portion Attributable to Noncontrolling Interest | |||||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||||
Payments for Repurchase of Common Stock | 35,335,000 | ||||||||||||||
Contributions from noncontrolling interest | 1,093,000 | 8,700,000 | |||||||||||||
Distributions to noncontrolling interests | 229,710,000 | 177,449,000 | |||||||||||||
Contributions from TD | 2,301,000 | 5,308,000 | |||||||||||||
Total Partner Equity Including Portion Attributable to Noncontrolling Interest | Tallgrass Energy Partners | |||||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||||
Issuance of TEP units to the public, net of offering costs | 112,393,000 | 290,474,000 | |||||||||||||
Pony Express Pipeline | |||||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 31.30% | ||||||||||||||
Equity Option | |||||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||||
Partners' Capital Account, Units, Treasury Units Purchased | 1,703,094 | 1,251,760 | 3,563,146 | ||||||||||||
Payments for Repurchase of Common Stock | $ (72,400,000) | $ (53,200,000) | $ (151,400,000) | $ (72,381,000) | $ (151,434,000) | ||||||||||
Equity Option | Pony Express Pipeline | |||||||||||||||
Limited Partners' Capital Account [Line Items] | |||||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 6,518,000 |
Net Income per Class A Share 66
Net Income per Class A Share Net Income per Class A Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Net income attributable to TEGP, excluding predecessor operations interest | $ 15,866 | $ 7,041 | $ 36,648 | $ 18,078 |
Basic average number of Class A shares outstanding | 58,075 | 47,725 | 58,075 | 47,725 |
Basic net income per Class A share | $ 0.27 | $ 0.15 | $ 0.63 | $ 0.38 |
Incremental net income attributable to TEGP including the effect of the assumed issuance of Equity Participation Shares | $ 64 | $ 3 | $ 132 | $ 3 |
Net income attributable to TEGP including incremental net income from assumed issuance of Equity Participation Shares | $ 15,930 | $ 7,044 | $ 36,780 | $ 18,081 |
Equity Participation Shares equivalent shares | 117 | 50 | 118 | 15 |
Diluted weighted average Class A Shares outstanding | 58,192 | 47,775 | 58,193 | 47,740 |
Diluted net income per Class A Share | $ 0.27 | $ 0.15 | $ 0.63 | $ 0.38 |
Regulatory Matters Regulatory M
Regulatory Matters Regulatory Matters (Details) - MMBTU / d MMBTU / d in Thousands | Jan. 06, 2017 | Jul. 01, 2017 |
Public Utilities, General Disclosures [Line Items] | ||
Capacity Enhancement | 0 | |
Pony Express Pipeline | ||
Public Utilities, General Disclosures [Line Items] | ||
FERC Annual Index Adjustment | 0.20% |
Legal and Environmental Matte68
Legal and Environmental Matters - Additional Information (Detail) | Jul. 12, 2017USD ($) | Feb. 16, 2017USD ($) | Feb. 02, 2017USD ($) | Jan. 12, 2017USD ($)Bcf / d | Jun. 17, 2014USD ($) | Jan. 31, 2017bbl | Jun. 30, 2017USD ($) | Sep. 30, 2017USD ($)ft-lb | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($)Bcf / dmi | Dec. 31, 2015USD ($)mi | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Apr. 14, 2016USD ($) |
Loss Contingencies [Line Items] | ||||||||||||||
Environmental accruals | $ 7,700,000 | $ 4,000,000 | $ 4,000,000 | |||||||||||
Aggregate cost of crack tool runs | $ 9,000,000 | $ 9,800,000 | ||||||||||||
Crude Oil Spilled or Leaked | bbl | 10,000 | |||||||||||||
Crude oil recovered | bbl | 9,000 | |||||||||||||
Total Remediation costs | $ 600,000 | |||||||||||||
General Partner | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Contributions from TD | $ 20,000,000 | |||||||||||||
Trailblazer | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Miles of Natural Gas Pipeline Needing Repair or Replacement | mi | 8 | |||||||||||||
Maximum Allowable Operating Pressure | ft-lb | 144,000 | |||||||||||||
Excavation Digs | 32 | |||||||||||||
Aggregate Cost of Excavation Digs | $ 1,300,000 | |||||||||||||
Estimated pipeline replacement costs | $ 19,000,000 | |||||||||||||
Trailblazer | Subsequent Event | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Estimated remediation and cleanup costs | $ 2,500,000 | |||||||||||||
Trailblazer | Minimum | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Miles of Natural Gas Pipeline Needing Repair or Replacement | mi | 25 | |||||||||||||
Trailblazer | Maximum | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Miles of Natural Gas Pipeline Needing Repair or Replacement | mi | 35 | |||||||||||||
Pipeline replacement costs | $ 2,700,000 | |||||||||||||
Tallgrass Development LP | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Contractual indemnity provided to TEP by TD | 20,000,000 | |||||||||||||
Annual deductible | $ 1,500,000 | |||||||||||||
Ultra Resources Complaint | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Firm transportation service agreement | Bcf / d | 0.2 | 0.2 | ||||||||||||
Gain Contingency, Unrecorded Amount | $ 303,000,000 | |||||||||||||
Litigation Settlement, Amount | $ 150,000,000 | |||||||||||||
Firm Transportation Rate | $ 0.37 | |||||||||||||
Anticipated Annual Revenue | $ 26,800,000 | |||||||||||||
Michels Corporation Complaint | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Litigation Settlement, Amount | $ 10,000,000 | $ 10,000,000 | ||||||||||||
Loss Contingency, Damages Sought, Value | $ 24,200,000 | |||||||||||||
Withholding for Liquidated Delay Damages and Excess Completion Costs | $ 5,900,000 |
Reporting Segments - Summary of
Reporting Segments - Summary of TEGP's Segment Information of Revenue (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Segment Reporting Information [Line Items] | ||||
Total Revenues | $ 175,869 | $ 153,268 | $ 481,132 | $ 449,451 |
TEGP | ||||
Segment Reporting Information [Line Items] | ||||
Total Revenues | 175,869 | 153,268 | 481,132 | 449,451 |
TEGP | Natural Gas Transportation | ||||
Segment Reporting Information [Line Items] | ||||
Total Revenues | 34,201 | 33,567 | 100,852 | 95,612 |
TEGP | Crude Oil Transportation | ||||
Segment Reporting Information [Line Items] | ||||
Total Revenues | 86,082 | 95,555 | 266,821 | 283,597 |
TEGP | Gathering, Processing & Terminalling | ||||
Segment Reporting Information [Line Items] | ||||
Total Revenues | 55,586 | 24,146 | 113,459 | 70,242 |
TEGP | Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Total Revenues | 0 | 0 | 0 | 0 |
TEGP | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Total Revenues | 186,849 | 157,850 | 500,805 | 462,490 |
TEGP | Operating Segments | Natural Gas Transportation | ||||
Segment Reporting Information [Line Items] | ||||
Total Revenues | 36,084 | 34,994 | 105,622 | 99,804 |
TEGP | Operating Segments | Crude Oil Transportation | ||||
Segment Reporting Information [Line Items] | ||||
Total Revenues | 93,029 | 95,826 | 273,768 | 283,868 |
TEGP | Operating Segments | Gathering, Processing & Terminalling | ||||
Segment Reporting Information [Line Items] | ||||
Total Revenues | 57,736 | 27,030 | 121,415 | 78,818 |
TEGP | Operating Segments | Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Total Revenues | 0 | 0 | 0 | 0 |
TEGP | Inter-Segment | ||||
Segment Reporting Information [Line Items] | ||||
Total Revenues | (10,980) | (4,582) | (19,673) | (13,039) |
TEGP | Inter-Segment | Natural Gas Transportation | ||||
Segment Reporting Information [Line Items] | ||||
Total Revenues | (1,883) | (1,427) | (4,770) | (4,192) |
TEGP | Inter-Segment | Crude Oil Transportation | ||||
Segment Reporting Information [Line Items] | ||||
Total Revenues | (6,947) | (271) | (6,947) | (271) |
TEGP | Inter-Segment | Gathering, Processing & Terminalling | ||||
Segment Reporting Information [Line Items] | ||||
Total Revenues | (2,150) | (2,884) | (7,956) | (8,576) |
TEGP | Inter-Segment | Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Total Revenues | $ 0 | $ 0 | $ 0 | $ 0 |
Reporting Segments - Summary 70
Reporting Segments - Summary of TEGP's Segment Information of Earnings (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Segment Reporting Information [Line Items] | ||||
Operating Income | $ 74,003 | $ 66,943 | $ 204,173 | $ 185,146 |
Reconciliation to Net Income: | ||||
Interest expense, net | 24,408 | 12,157 | 61,539 | 31,275 |
Unrealized (loss) gain on derivative instrument | 0 | (4,419) | 1,885 | 5,588 |
Equity in earnings of unconsolidated investments | 123,642 | 12,764 | 187,121 | 37,495 |
Gain on remeasurement of unconsolidated investment | 9,728 | 0 | 9,728 | 0 |
Other income, net | 454 | 480 | 796 | 1,267 |
Net income before tax | 183,419 | 63,611 | 342,164 | 198,221 |
TEGP | ||||
Segment Reporting Information [Line Items] | ||||
Operating Income | 74,003 | 66,943 | 204,173 | 185,146 |
Reconciliation to Net Income: | ||||
Net income before tax | 183,419 | 63,611 | 342,164 | 198,221 |
TEGP | Natural Gas Transportation | ||||
Segment Reporting Information [Line Items] | ||||
Operating Income | 15,133 | 14,009 | 45,140 | 35,681 |
TEGP | Crude Oil Transportation | ||||
Segment Reporting Information [Line Items] | ||||
Operating Income | 51,037 | 57,457 | 153,516 | 172,232 |
TEGP | Gathering, Processing & Terminalling | ||||
Segment Reporting Information [Line Items] | ||||
Operating Income | 11,369 | (952) | 17,644 | (13,050) |
TEGP | Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Operating Income | (3,536) | (3,571) | (12,127) | (9,717) |
TEGP | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Operating Income | 74,003 | 66,943 | 204,173 | 185,146 |
TEGP | Operating Segments | Natural Gas Transportation | ||||
Segment Reporting Information [Line Items] | ||||
Operating Income | 17,016 | 15,436 | 49,910 | 39,873 |
TEGP | Operating Segments | Crude Oil Transportation | ||||
Segment Reporting Information [Line Items] | ||||
Operating Income | 51,478 | 53,227 | 145,462 | 159,619 |
TEGP | Operating Segments | Gathering, Processing & Terminalling | ||||
Segment Reporting Information [Line Items] | ||||
Operating Income | 9,045 | 1,851 | 20,928 | (4,629) |
TEGP | Operating Segments | Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Operating Income | (3,536) | (3,571) | (12,127) | (9,717) |
TEGP | Inter-Segment | ||||
Segment Reporting Information [Line Items] | ||||
Operating Income | 0 | 0 | 0 | 0 |
TEGP | Inter-Segment | Natural Gas Transportation | ||||
Segment Reporting Information [Line Items] | ||||
Operating Income | (1,883) | (1,427) | (4,770) | (4,192) |
TEGP | Inter-Segment | Crude Oil Transportation | ||||
Segment Reporting Information [Line Items] | ||||
Operating Income | (441) | 4,230 | 8,054 | 12,613 |
TEGP | Inter-Segment | Gathering, Processing & Terminalling | ||||
Segment Reporting Information [Line Items] | ||||
Operating Income | 2,324 | (2,803) | (3,284) | (8,421) |
TEGP | Inter-Segment | Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Operating Income | 0 | 0 | 0 | 0 |
TEGP | Segment Reconciling Items | ||||
Reconciliation to Net Income: | ||||
Interest expense, net | 24,408 | 12,157 | 61,539 | 31,275 |
Unrealized (loss) gain on derivative instrument | 0 | (4,419) | 1,885 | 5,588 |
Equity in earnings of unconsolidated investments | 123,642 | 12,764 | 187,121 | 37,495 |
Gain on remeasurement of unconsolidated investment | 9,728 | 0 | 9,728 | 0 |
Other income, net | $ 454 | $ 480 | $ 796 | $ 1,267 |
Reporting Segments Reporting Se
Reporting Segments Reporting Segments - Summary of TEP's Segment Information for Payments to Acquire Plant, Property and Equipment (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Segment Reporting Information [Line Items] | ||
Capital expenditures | $ 88,050 | $ 55,397 |
TEGP | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 88,050 | 55,397 |
TEGP | Natural Gas Transportation | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 9,829 | 11,146 |
TEGP | Crude Oil Transportation | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 28,785 | 25,985 |
TEGP | Gathering, Processing & Terminalling | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 49,436 | 18,266 |
TEGP | Corporate and Other | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | $ 0 | $ 0 |
Reporting Segments - Summary 72
Reporting Segments - Summary of TEGP's Segment Information of Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Segment Reporting Information [Line Items] | ||
Segment assets | $ 4,403,146 | $ 3,625,480 |
TEGP | ||
Segment Reporting Information [Line Items] | ||
Segment assets | 4,403,146 | 3,625,480 |
TEGP | Natural Gas Transportation | ||
Segment Reporting Information [Line Items] | ||
Segment assets | 1,618,828 | 1,176,147 |
TEGP | Crude Oil Transportation | ||
Segment Reporting Information [Line Items] | ||
Segment assets | 1,384,981 | 1,410,695 |
TEGP | Gathering, Processing & Terminalling | ||
Segment Reporting Information [Line Items] | ||
Segment assets | 887,089 | 495,170 |
TEGP | Corporate and Other | ||
Segment Reporting Information [Line Items] | ||
Segment assets | $ 512,248 | $ 543,468 |
Reporting Segments - Additional
Reporting Segments - Additional Information (Detail) - Segment | 9 Months Ended | ||
Sep. 30, 2017 | Mar. 31, 2017 | Jan. 01, 2017 | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | 3 | ||
Tallgrass Terminals, LLC | |||
Segment Reporting Information [Line Items] | |||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||
Tallgrass NatGas Operator, LLC | |||
Segment Reporting Information [Line Items] | |||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||
Rockies Express Pipeline LLC | Tallgrass Development LP | |||
Segment Reporting Information [Line Items] | |||
Business Acquisition, Percentage of Voting Interests Acquired | 24.99% | ||
Rockies Express Pipeline LLC | |||
Segment Reporting Information [Line Items] | |||
Equity Method Investment, Ownership Percentage | 49.99% |