Divestiture

9 Months Ended

Sep. 30, 2016

Discontinued Operations and Disposal Groups [Abstract]

Divestiture [Text Block]

Note 2 – Divestiture

In September 2016, we completed the sale of subsidiaries conducting Canadian operations (such subsidiaries, the disposal group) for total consideration of $839 million, including $510 million of cash proceeds, net of $13 million of cash divested and subject to customary working capital adjustments. The total consideration also includes $171 million of escrowed proceeds expected to be fully received in late 2016 or early 2017 pending clearance by the Canadian Revenue Agency and $8 million of other contingent consideration, both reflected in Other current assets and deferred charges in the Consolidated Balance Sheet. Consideration also includes $150 million in the form of a waiver of incentive distributions otherwise payable to Williams in the fourth quarter of 2016. The waiver recognizes certain affiliate contracts wherein our Canadian operations provided services to Williams. This noncash transaction is reflected as a decrease in General partner equity. We used the cash proceeds from the transactions to reduce borrowings on credit facilities.

During the second quarter of 2016, we designated these operations as held for sale. As a result, we measured the fair value of the disposal group as of June 30, 2016, resulting in an impairment charge of $341 million, reflected in Impairment of long-lived assets in the Consolidated Statement of Comprehensive Income (Loss). (See Note 10 – Fair Value Measurements and Guarantees.) We recorded an additional loss of $32 million at NGL & Petchem Services upon completion of the sale, primarily reflecting revisions to the sales price and including an $11 million benefit related to transactions to hedge our foreign currency exchange risk on the Canadian proceeds, reflected in Other (income) expense – net within Costs and expenses in the Consolidated Statement of Comprehensive Income (Loss).

The following table presents the results of operations for the disposal group, excluding the impairment and loss noted above.

	Three Months Ended   September 30,				Nine Months Ended   September 30,
	2016		2015		2016			2015
	(Millions)
Income (loss) before income taxes of disposal group	$	16	$	3	$	(9	)	$	6