Washington, D.C.  20549

 

FORM 10-Q

 

 

ENBRIDGE ENERGY PARTNERS, L.P.

(Exact name of registrant as specified in its charter)

 

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ý    No o

 

Indicate by checkmark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act)

Yes ý    No o

 

The Registrant had 35,166,134 Class A Common Units outstanding as of November 13, 2003.

 

 

TABLE OF CONTENTS

 

PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements
	Consolidated Statements of Income for the three and nine month periods ended September 30, 2003 and 2002
	Consolidated Statements of Comprehensive Income for the three and nine month periods ended September 30, 2003 and 2002
	Consolidated Statements of Cash Flows for the nine month periods ended September 30, 2003 and 2002
	Consolidated Statements of Financial Position as of September 30, 2003 and December 31, 2002
	Notes to Consolidated Financial Statements
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 3.	Quantitative and Qualitative Disclosures About Market Risk
Item 4.	Controls and Procedures
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings
Item 6.	Exhibits and Reports on Form 8-K
Signature
Exhibits

 

This Quarterly Report on Form 10-Q contains forward-looking statements. These forward-looking statements are identified as any statement that does not relate strictly to historical or current facts. They use words such as “anticipate,” “believe,” “continue,” “estimate,” “expect,” “forecast,” “intend,” “may,” “plan,” “position,” “projection,” “strategy” or “will” or the negative of those terms or other variations of them or by comparable terminology. In particular, statements, expressed or implied, concerning future actions, conditions or events or future operating results or the ability to generate sales, income or cash flow or to make distributions are forward-looking statements. Forward-looking statements are not guarantees of performance. They involve risks, uncertainties and assumptions. Future actions, conditions or events and future results of operations may differ materially from those expressed in these forward-looking statements. Many of the factors that will determine these results are beyond the ability of Enbridge Energy Partners, L.P. (the “Partnership”) to control or predict.  For additional discussion of risks, uncertainties and assumptions, see the Partnership’s Annual Report on Form 10-K for the fiscal year ended December 31, 2002.

 

2

 

PART I - FINANCIAL INFORMATION

 

ITEM 1.  FINANCIAL STATEMENTS

 

ENBRIDGE ENERGY PARTNERS, L.P.
CONSOLIDATED STATEMENTS OF INCOME

 

		Three months ended September 30,						Nine months ended September 30,
(unaudited; dollars in millions, except per unit amounts)		2003			2002			2003			2002
Operating revenue		$	760.5		$	237.6		$	2,411.9		$	642.5
Operating expenses
Cost of natural gas		625.3			141.7			2,002.2			362.1
Operating and administrative		52.6			32.4			157.5			91.1
Power		14.2			13.3			39.9			39.3
Depreciation and amortization (Note 8)		23.4			18.5			70.3			55.4
		715.5			205.9			2,269.9			547.9
Operating income		45.0			31.7			142.0			94.6
Other income (expense)		(0.1		)	(0.5		)	1.7			(0.3		)
Interest expense		(21.4		)	(13.5		)	(64.3		)	(41.7		)
Minority interest		—			(0.1		)	—			(0.5		)
Net income		$	23.5		$	17.6		$	79.4		$	52.1
Net income per unit (Note 2)		$	0.38		$	0.42		$	1.39		$	1.24
Weighted average units outstanding (millions)		48.9			35.2			46.8			34.7

 

The accompanying notes to the Consolidated Financial Statements are an integral part of these statements.

 

3

 

ENBRIDGE ENERGY PARTNERS, L.P.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

 

		Three months ended September 30,						Nine months ended September 30,
(unaudited; dollars in millions)		2003			2002			2003			2002
Net income		$	23.5		$	17.6		$	79.4		$	52.1
Unrealized gain (loss) on derivative financial instruments (Note 7)		20.2			4.3			(42.9		)	(13.8		)
Comprehensive income		$	43.7		$	21.9		$	36.5		$	38.3

 

The accompanying notes to the Consolidated Financial Statements are an integral part of these statements.

 

4

 

ENBRIDGE ENERGY PARTNERS, L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS

 

		Nine months ended September 30,
(unaudited; dollars in millions)		2003			2002
Cash provided by operating activities
Net income		$	79.4		$	52.1
Adjustments to reconcile net income to cash provided by operating activities
Depreciation and amortization		70.3			55.4
Payments made upon settlement of derivative (Note 7)		(6.1		)	—
Other		(0.2		)	(6.1		)
Changes in operating assets and liabilities, Receivables, trade and other		(2.0		)	(33.8		)
Accrued gas sales		(62.9		)	—
Other current assets		(15.4