2. ACQUISITIONS

The following table presents the acquisitions completed by WES during 2014 and 2013, and identifies the funding sources for such acquisitions:



thousands except unit and percent amounts	Acquisition Date	Percentage Acquired		Borrowings		Cash On Hand		WES Common Units Issued
Non-Operated Marcellus Interest ⁽¹⁾	03/01/2013	33.75	%	$	250,000	$	215,500	449,129
Anadarko-Operated Marcellus Interest ⁽²⁾	03/08/2013	33.75	%	133,500		—		—
Mont Belvieu JV ⁽³⁾	06/05/2013	25	%	—		78,129		—
OTTCO ⁽⁴⁾	09/03/2013	100	%	27,500		—		—
TEFR Interests ⁽⁵⁾	03/03/2014	Various ⁽⁵⁾		350,000		6,250		308,490

⁽¹⁾

WES acquired Anadarko’s 33.75% interest (non-operated) in the Liberty and Rome gas gathering systems, serving production from the Marcellus shale in north-central Pennsylvania. The interest acquired is referred to as the “Non-Operated Marcellus Interest.” In connection with the issuance of WES common units, WES GP purchased 9,166 general partner units for consideration of $0.5 million to maintain its 2.0% general partner interest in WES.

⁽²⁾

WES acquired a 33.75% interest in each of the Larry’s Creek, Seely and Warrensville gas gathering systems, which are operated by Anadarko and serve production from the Marcellus shale in north-central Pennsylvania, from a third party. The interest acquired is referred to as the “Anadarko-Operated Marcellus Interest.” During the third quarter of 2013, WES recorded a $1.1 million decrease in the assets acquired and liabilities assumed in the acquisition, representing the final purchase price allocation.


⁽³⁾	WES acquired a 25% interest in the Mont Belvieu JV, an entity formed to design, construct, and own two fractionation trains located in Mont Belvieu, Texas, from a third party. The interest acquired is accounted for under the equity method of accounting.


⁽⁴⁾	WES acquired Overland Trail Transmission, LLC (“OTTCO”), a Delaware limited liability company, from a third party. OTTCO owns and operates an intrastate pipeline that connects WES’s Red Desert and Granger complexes in southwestern Wyoming.

⁽⁵⁾

WES acquired a 20% interest in each of TEG and TEP and a 33.33% interest in FRP from Anadarko. These assets gather and transport NGLs primarily from the Anadarko and Denver-Julesburg Basins. The interests in these entities are accounted for under the equity method of accounting. In connection with the issuance of WES common units, WES GP purchased 6,296 general partner units for consideration of $0.4 million to maintain its 2.0% general partner interest in WES.

2. ACQUISITIONS (CONTINUED)

TEFR Interests acquisition. Because the acquisition of the TEFR Interests was a transfer of net assets between entities under common control, WGP’s historical financial statements previously filed with the SEC have been recast in this Form 10-Q to include the results attributable to the TEFR Interests as if WES owned the TEFR Interests for all periods presented. The consolidated financial statements for periods prior to WES’s acquisition of the TEFR Interests have been prepared from Anadarko’s historical cost-basis accounts and may not necessarily be indicative of the actual results of operations that would have occurred if WES had owned the TEFR Interests during the periods reported.

The following table presents the impact of the TEFR Interests on revenue, equity income (loss), net and net income as presented in WGP’s historical consolidated statements of income:



	Three Months Ended June 30, 2013
thousands	WGP Historical		TEFR Interests			Combined
Revenues	$	251,402	$	—		$	251,402
Equity income (loss), net	3,724		(268		)	3,456
Net income (loss)	$	61,133	$	(184	)	$	60,949



	Six Months Ended June 30, 2013
thousands	WGP Historical		TEFR Interests			Combined
Revenues	$	477,168	$	—		$	477,168
Equity income (loss), net	7,705		(281		)	7,424
Net income (loss)	$	112,809	$	(127	)	$	112,682