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Investments in Unconsolidated Affiliates
9 Months Ended
Sep. 30, 2021
Equity Method Investments and Joint Ventures [Abstract]  
Investments in Unconsolidated Affiliates Investments in Unconsolidated Affiliates
Stagecoach Gas Divestiture

In July 2021, Stagecoach Gas sold certain of its wholly-owned subsidiaries to a subsidiary of Kinder Morgan, Inc. (Kinder Morgan) for approximately $1.195 billion plus certain purchase price adjustments (Initial Closing) pursuant to a purchase and sale agreement dated as of May 31, 2021 between our wholly-owned subsidiary, Crestwood Pipeline and Storage Northeast LLC (Crestwood Northeast), Con Edison Gas Pipeline and Storage Northeast, LLC (CEGP), a wholly-owned subsidiary of Consolidated Edison, Inc., Stagecoach Gas and Kinder Morgan. Following the Initial Closing and subject to certain customary closing conditions, Crestwood Northeast and CEGP will sell each of their equity interests in Stagecoach Gas and its wholly-owned subsidiary, Twin Tier Pipeline LLC, (Second Closing) to Kinder Morgan for approximately $30 million, subject to certain closing adjustments.

In conjunction with the Initial Closing, we recorded our share of a loss on long-lived assets (including goodwill) recorded by our Stagecoach Gas equity investment associated with the sale. This eliminated our $51.3 million historical basis difference between our investment balance and the equity in the underlying net assets of Stagecoach Gas, and also resulted in a $155.4 million reduction in our earnings from unconsolidated affiliates during the nine months ended September 30, 2021. In addition, our earnings from unconsolidated affiliates during the nine months ended September 30, 2021 were also reduced by our proportionate share of transaction costs of approximately $3.0 million related to the Initial Closing, which were paid by us in July 2021 on behalf of Stagecoach Gas. Our Stagecoach Gas investment is included in our storage and transportation segment.
Net Investments and Earnings (Loss) of Unconsolidated Affiliates

Our net investments in and earnings (loss) from our unconsolidated affiliates are as follows (in millions):
InvestmentEarnings (Loss) from
Unconsolidated Affiliates
Earnings (Loss) from
Unconsolidated Affiliates
Three Months EndedNine Months Ended
September 30,December 31,September 30,September 30,
202120202021202020212020
Stagecoach Gas Services LLC(1)
$15.2 $792.5 $0.9 $9.9 $(139.4)$28.3 
Tres Palacios Holdings LLC(2)
38.4 35.5 (0.1)0.1 9.1 0.2 
Powder River Basin Industrial Complex, LLC(3)
3.5 3.6 (0.1)— — (4.4)
Crestwood Permian Basin Holdings LLC(4)
110.9 112.1 4.2 0.5 4.4 0.3 
Total$168.0 $943.7 $4.9 $10.5 $(125.9)$24.4 

(1)As of September 30, 2021, our equity in the underlying net assets of Stagecoach Gas approximates the carrying value of our investment.
(2)As of September 30, 2021, our equity in the underlying net assets of Tres Palacios Holdings LLC (Tres Holdings) exceeded the carrying value of our investment balance by approximately $21.8 million. During both the three and nine months ended September 30, 2021 and 2020, we recorded amortization of approximately $0.3 million and $0.9 million, respectively, related to this excess basis, which is reflected as an increase in our earnings from unconsolidated affiliates in our consolidated statements of operations. Our Tres Holdings investment is included in our storage and transportation segment.
(3)As of September 30, 2021, our equity in the underlying net assets of Powder River Basin Industrial Complex, LLC (PRBIC) approximates the carrying value of our investment balance. During the first quarter of 2020, we recorded our share of a long-lived asset impairment recorded by our PRBIC equity investment, which eliminated our $5.5 million historical basis difference between our investment balance and the equity in the underlying net assets of PRBIC, and also resulted in a $4.5 million reduction in our earnings from unconsolidated affiliates during the nine months ended September 30, 2020. Our PRBIC investment is included in our storage and transportation segment.
(4)As of September 30, 2021, our equity in the underlying net assets of Crestwood Permian exceeded our investment balance by $7.5 million, and this excess amount is not subject to amortization. Our Crestwood Permian investment is included in our gathering and processing segment and is no longer considered a variable interest entity.

Summarized Financial Information of Unconsolidated Affiliates

Below is the summarized operating results for our significant unconsolidated affiliates (in millions; amounts represent 100% of unconsolidated affiliate information):
Nine Months Ended September 30,
20212020
Operating RevenuesOperating ExpensesNet Income (Loss)Operating RevenuesOperating ExpensesNet Income (Loss)
Stagecoach Gas$81.4 $456.9 $(375.5)$115.3 $58.9 $56.5 
Other(1)
232.4 208.2 24.9 91.2 113.0 (21.0)
Total$313.8 $665.1 $(350.6)$206.5 $171.9 $35.5 

(1)Includes our Tres Holdings, PRBIC and Crestwood Permian equity investments.

Distributions and Contributions

The following table summarizes our distributions from and contributions to our unconsolidated affiliates (in millions):
Distributions(1)
Contributions
Nine Months EndedNine Months Ended
September 30,September 30,
2021202020212020
Stagecoach Gas$640.9 $44.5 $— $— 
Tres Holdings13.1 4.4 6.9 6.0 
PRBIC0.1 0.2 — — 
Crestwood Permian8.9 8.5 3.3 — 
Total$663.0 $57.6 $10.2 $6.0 
(1)    In July 2021, Stagecoach Gas closed on the sale of certain of its wholly-owned subsidiaries to a subsidiary of Kinder Morgan and distributed to us approximately $613.9 million as our proportionate share of the gross proceeds received from the sale. We utilized approximately $3 million of these proceeds to pay transaction costs related to the sale described above, $40 million of these proceeds to pay our remaining contingent consideration obligation and related accrued interest described below, and the remaining proceeds to repay a portion of the amounts outstanding under the Crestwood Midstream credit facility. In October 2021, we received cash distributions from Tres Holdings and Crestwood Permian of approximately $2.4 million and $7.4 million, respectively.
Other

Contingent Consideration. Pursuant to the Stagecoach Gas limited liability company agreement, we were required to make payments to CEGP because certain performance targets on growth capital projects were not achieved by December 31, 2020. During the nine months ended September 30, 2021, we fully satisfied this obligation by paying $57 million plus accrued interest of $2.1 million to CEGP.
Guarantee. CEQP issued a guarantee under which CEQP would be required to pay up to $10 million if Crestwood Permian fails to honor its obligations to Crestwood Permian Basin LLC, a 50% equity investment of Crestwood Permian, in the event Crestwood Permian Basin LLC fails to satisfy its obligations under its gas gathering agreement with a third party. We do not believe that it is probable that this guarantee will result in future losses based on our assessment of the nature of the guarantee, the financial condition of the guaranteed party and the period of time that the guarantee has been outstanding, and as a result, we have not recorded a liability related to this guarantee on our consolidated balance sheets at September 30, 2021 and December 31, 2020.