Attached files

file filename
8-K - FORM 8-K - Energy Transfer, LPetpearningsrelease8k-6x30x.htm




ENERGY TRANSFER PARTNERS
REPORTS SECOND QUARTER RESULTS


Dallas - August 7, 2012 - Energy Transfer Partners, L.P. (NYSE:ETP) today reported its financial results for the quarter ended June 30, 2012.

Adjusted EBITDA for the three months ended June 30, 2012 totaled $466.4 million, an increase of $78.2 million over the three months ended June 30, 2011. Distributable Cash Flow for the three months ended June 30, 2012 totaled $275.2 million, an increase of $51.9 million over the three months ended June 30, 2011. Net income for the three months ended June 30, 2012 totaled $123.8 million, a decrease of $32.8 million from the three months ended June 30, 2011.

Adjusted EBITDA for the six months ended June 30, 2012 totaled $1.0 billion, an increase of $143.0 million over the six months ended June 30, 2011. Distributable Cash Flow for the six months ended June 30, 2012 totaled $595.7 million, an increase of $35.3 million from the six months ended June 30, 2011. Net income for the six months ended June 30, 2012 totaled $1.25 billion, an increase of $846.1 million over the six months ended June 30, 2011. ETP's net income for the six months ended June 30, 2012 included a gain on deconsolidation and a loss on debt extinguishment which had a net favorable impact of $941.7 million on net income; neither of these were reflected in ETP's Adjusted EBITDA and Distributable Cash Flow for the period.
As of and during the six months ended June 30, 2012, ETP's financial position and operating results were impacted by the following transactions:
Citrus Dropdown. ETP acquired a 50% interest in Citrus Corp. (“Citrus”) in exchange for approximately $1.9 billion in cash and $105.0 million of ETP common units. Citrus was reflected as an equity method investment in ETP's consolidated financial statements from the date of acquisition, March 26, 2012. In connection with this transaction, ETE also relinquished its rights to $220.0 million of the incentive distributions from ETP that it would otherwise be entitled to receive over 16 consecutive quarters.
Propane Contribution. On January 12, 2012, ETP completed the contribution of its retail propane operations to AmeriGas Partners, L.P. (“AmeriGas”) in exchange for approximately $2.7 billion, consisting of cash and AmeriGas common units, which resulted in the recognition of a $1.1 billion gain on deconsolidation in ETP's consolidated financial statements during the six months ended June 30, 2012, and ETP's consolidated financial statements now reflect ETP's equity method investment in AmeriGas.





Tender Offer. ETP used the cash proceeds from the Propane Contribution discussed above to repay borrowings under its existing revolving credit facility and to extinguish approximately $750.0 million in senior notes outstanding through a tender offer. As a result of the tender offer, a loss on extinguishment of debt of $115.0 million was recorded during the three months ended March 31, 2012.

An analysis of the Partnership's segment results and other supplementary data is provided after the financial tables shown below. The Partnership has scheduled a conference call for 8:30 a.m. Central Time, Wednesday August 8, 2012 to discuss the second quarter 2012 results. The conference call will be broadcast live via an internet web cast which can be accessed through www.energytransfer.com and will also be available for replay on the Partnership's website for a limited time.

Adjusted EBITDA and Distributable Cash Flow are non-GAAP financial measures used by industry analysts, investors, lenders, and rating agencies to assess the financial performance and the operating results of the Partnership's fundamental business activities and should not be considered in isolation or as a substitute for net income, income from operations, cash flows from operating activities, or other GAAP measures. A table reconciling Adjusted EBITDA and Distributable Cash Flow with appropriate GAAP financial measures is included in the summarized financial information included in this release.

Energy Transfer Partners, L.P. (NYSE:ETP) is a publicly traded partnership owning and operating a diversified portfolio of energy assets. ETP has pipeline operations in Alabama, Arizona, Arkansas, Colorado, Florida, Louisiana, Mississippi, New Mexico, Utah and West Virginia and owns the largest intrastate pipeline system in Texas. ETP currently has natural gas operations that include approximately 23,500 miles of gathering and transportation pipelines, treating and processing assets, and three storage facilities located in Texas. ETP also holds a 70 percent interest in Lone Star NGL, a joint venture that owns and operates NGL storage, fractionation and transportation assets in Texas, Louisiana and Mississippi. ETP's general partner is owned by Energy Transfer Equity, L.P. (NYSE:ETE). For more information, visit the Energy Transfer Partners, L.P. website at www.energytransfer.com.

Energy Transfer Equity, L.P. (NYSE:ETE) is a publicly traded partnership, which owns the general partner and 100 percent of the incentive distribution rights (IDRs) of Energy Transfer Partners, L.P. (NYSE:ETP) and approximately 52.5 million ETP limited partner units; and owns the general partner and 100 percent of the IDRs of Regency Energy Partners LP (NYSE:RGP) and approximately 26.3 million RGP limited partner units. ETE is also the parent of Southern Union Company. The ETE family of companies owns approximately 45,000 miles of natural gas and natural gas liquids pipelines. For more information, visit the Energy Transfer Equity, L.P. web site at www.energytransfer.com.
The information contained in this press release is available on our website at www.energytransfer.com.

Contacts
Investor Relations:
Energy Transfer
Brent Ratliff
214-981-0700 (office)

Media Relations:
Vicki Granado
Granado Communications Group
214-599-8785 (office)
214-498-9272 (cell)







ENERGY TRANSFER PARTNERS, L.P. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
(unaudited)

 
June 30,
2012
 
December 31,
2011
ASSETS
 
 
 
 
 
 
 
CURRENT ASSETS
$
1,037,561

 
$
1,275,494

 
 
 
 
PROPERTY, PLANT AND EQUIPMENT, net
12,593,701

 
12,306,366

 
 
 
 
ADVANCES TO AND INVESTMENTS IN AFFILIATES
3,259,129

 
200,612

LONG-TERM PRICE RISK MANAGEMENT ASSETS
38,974

 
25,537

GOODWILL
600,152

 
1,219,597

INTANGIBLE ASSETS, net
170,062

 
331,409

OTHER NON-CURRENT ASSETS, net
159,840

 
159,601

Total assets
$
17,859,419

 
$
15,518,616

 
 
 
 
LIABILITIES AND EQUITY
 
 
 
 
 
 
 
CURRENT LIABILITIES
$
1,176,741

 
$
1,585,169

 
 
 
 
LONG-TERM DEBT, less current maturities
9,043,393

 
7,388,170

LONG-TERM PRICE RISK MANAGEMENT LIABILITIES
140,554

 
42,303

OTHER NON-CURRENT LIABILITIES
167,208

 
152,550

 
 
 
 
COMMITMENTS AND CONTINGENCIES
 
 
 
 
 
 
 
EQUITY:
 
 
 
Total partners' capital
6,521,565

 
5,721,707

Noncontrolling interest
809,958

 
628,717

Total equity
7,331,523

 
6,350,424

Total liabilities and equity
$
17,859,419

 
$
15,518,616







ENERGY TRANSFER PARTNERS, L.P. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(dollars in thousands, except per unit data)
(unaudited)
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2012
 
2011
 
2012
 
2011
REVENUES:
 
 
 
 
 
 
 
Natural gas sales
$
456,792

 
$
684,686

 
$
878,208

 
$
1,284,154

NGL sales
334,200

 
274,785

 
695,777

 
431,686

Gathering, transportation and other fees
386,500

 
379,714

 
775,244

 
715,813

Retail propane sales
11,637

 
220,296

 
87,082

 
748,762

Other
51,185

 
68,614

 
109,863

 
135,257

Total revenues
1,240,314

 
1,628,095

 
2,546,174

 
3,315,672

COSTS AND EXPENSES:
 
 
 
 
 
 
 
Cost of products sold
667,434

 
1,008,628

 
1,440,919

 
2,003,085

Operating expenses
128,839

 
189,302

 
256,829

 
377,791

Depreciation and amortization
99,102

 
104,972

 
201,019

 
200,936

Selling, general and administrative
55,500

 
54,774

 
104,023

 
100,306

Total costs and expenses
950,875

 
1,357,676

 
2,002,790

 
2,682,118

OPERATING INCOME
289,439

 
270,419

 
543,384

 
633,554

OTHER INCOME (EXPENSE):
 
 
 
 
 
 
 
Interest expense, net of interest capitalized
(134,310
)
 
(116,466
)
 
(271,130
)
 
(223,706
)
Equity in earnings of affiliates
466

 
5,040

 
55,091

 
6,673

Gain on deconsolidation of Propane Business
765

 

 
1,056,709

 

Gains (losses) on disposal of assets
146

 
(528
)
 
(878
)
 
(2,254
)
Loss on extinguishment of debt

 

 
(115,023
)
 

Gains (losses) on non-hedged interest rate derivatives
(35,917
)
 
2,111

 
(8,022
)
 
3,890

Allowance for equity funds used during construction
123

 
1,201

 
227

 
69

Other, net
3,099

 
622

 
3,673

 
1,972

INCOME BEFORE INCOME TAX EXPENSE
123,811

 
162,399

 
1,264,031

 
420,198

Income tax expense
24

 
5,783

 
14,147

 
16,380

NET INCOME
123,787

 
156,616

 
1,249,884

 
403,818

LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTEREST
12,366

 
8,388

 
23,730

 
8,388

NET INCOME ATTRIBUTABLE TO PARTNERS
111,421

 
148,228

 
1,226,154

 
395,430

GENERAL PARTNER’S INTEREST IN NET INCOME
108,806

 
105,892

 
225,343

 
213,431

LIMITED PARTNERS’ INTEREST IN NET INCOME
$
2,615

 
$
42,336

 
$
1,000,811

 
$
181,999

BASIC NET INCOME PER LIMITED PARTNER UNIT
$
0.00

 
$
0.19

 
$
4.35

 
$
0.89

BASIC AVERAGE NUMBER OF UNITS OUTSTANDING
229,663,164

 
208,615,415

 
228,097,706

 
201,259,140

DILUTED NET INCOME PER LIMITED PARTNER UNIT
$
0.00

 
$
0.19

 
$
4.33

 
$
0.88

DILUTED AVERAGE NUMBER OF UNITS OUTSTANDING
230,680,644

 
209,675,032

 
229,141,002

 
202,364,488







SUPPLEMENTAL INFORMATION
(Dollars in thousands)
(unaudited)

 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2012
 
2011
 
2012
 
2011
Reconciliation of net income to Adjusted EBITDA (a):
 
 
 
 
 
 
 
Net income
$
123,787

 
$
156,616

 
$
1,249,884

 
$
403,818

Interest expense, net of interest capitalized
134,310

 
116,466

 
271,130

 
223,706

Income tax expense
24

 
5,783

 
14,147

 
16,380

Depreciation and amortization
99,102

 
104,972

 
201,019

 
200,936

Gain on deconsolidation of Propane Business
(765
)
 

 
(1,056,709
)
 

Loss on extinguishment of debt

 

 
115,023

 

Non-cash compensation expense
10,283

 
10,600

 
20,992

 
20,789

(Gains) losses on disposal of assets
(146
)
 
528

 
878

 
2,254

(Gains) losses on non-hedged interest rate derivatives
35,917

 
(2,111
)
 
8,022

 
(3,890
)
Allowance for equity funds used during construction
(123
)
 
(1,201
)
 
(227
)
 
(69
)
Unrealized (gains) losses on commodity risk management activities
(14,652
)
 
(562
)
 
70,974

 
(7,654
)
Proportionate share of unconsolidated affiliates' interest, depreciation, amortization, non-cash compensation expense, loss on extinguishment of debt and taxes
96,623

 
8,251

 
141,110

 
15,721

Adjusted EBITDA attributable to noncontrolling interest
(15,810
)
 
(10,585
)
 
(31,057
)
 
(10,585
)
Other, net
(2,200
)
 
(622
)
 
(2,774
)
 
(1,972
)
Adjusted EBITDA
$
466,350

 
$
388,135

 
$
1,002,412

 
$
859,434

 
 
 
 
 
 
 
 
Reconciliation of net income to Distributable Cash Flow (a):
 
 
 
 
 
 
 
Net income
$
123,787

 
$
156,616

 
$
1,249,884

 
$
403,818

Amortization of finance costs charged to interest
2,408

 
2,365

 
5,392

 
4,663

Deferred income taxes
(3,379
)
 
(43
)
 
7,265

 
1,592

Depreciation and amortization
99,102

 
104,972

 
201,019

 
200,936

Gain on deconsolidation of Propane Business
(765
)
 

 
(1,056,709
)
 

Loss on extinguishment of debt

 

 
115,023

 

Non-cash compensation expense
10,283

 
10,600

 
20,992

 
20,789

(Gains) losses on disposal of assets
(146
)
 
528

 
878

 
2,254

Unrealized (gains) losses on non-hedged interest rate derivatives
35,917

 
(7,529
)
 
9,292

 
(8,501
)
Allowance for equity funds used during construction
(123
)
 
(1,201
)
 
(227
)
 
(69
)
Unrealized (gains) losses on commodity risk management activities
(14,652
)
 
(562
)
 
70,974

 
(7,654
)
Distributions (less than) in excess of equity in earnings of unconsolidated affiliates, net
65,997

 
(2,802
)
 
53,323

 
1,885

Distributable Cash Flow attributable to noncontrolling interest
(15,037
)
 
(10,146
)
 
(29,389
)
 
(10,146
)
Maintenance capital expenditures
(30,402
)
 
(29,493
)
 
(54,254
)
 
(49,130
)
Other, net
2,258

 

 
2,258

 

Distributable Cash Flow
$
275,248

 
$
223,305

 
$
595,721

 
$
560,437








(a) The Partnership has disclosed in this press release Adjusted EBITDA and Distributable Cash Flow, which are non-GAAP financial measures. Management believes Adjusted EBITDA and Distributable Cash Flow provide useful information to investors as measures of comparison with peer companies, including companies that may have different financing and capital structures. The presentation of Adjusted EBITDA and Distributable Cash Flow also allows investors to view our performance in a manner similar to the methods used by management and provides additional insight into our operating results.

There are material limitations to using measures such as Adjusted EBITDA and Distributable Cash Flow, including the difficulty associated with using either as the sole measure to compare the results of one company to another, and the inability to analyze certain significant items that directly affect a company's net income or loss or cash flows. In addition, our calculations of Adjusted EBITDA and Distributable Cash Flow may not be consistent with similarly titled measures of other companies and should be viewed in conjunction with measurements that are computed in accordance with GAAP, such as gross margin, operating income, net income, and cash flow from operating activities.

Definition of Adjusted EBITDA
The Partnership defines Adjusted EBITDA as total partnership earnings before interest, taxes, depreciation, amortization and other non-cash items, such as non-cash compensation expense, gains and losses on disposals of assets, the allowance for equity funds used during construction, unrealized gains and losses on commodity risk management activities, non-cash impairment charges, loss on extinguishment of debt, gain on deconsolidation of our Propane Business and other non-operating income or expense items. Unrealized gains and losses on commodity risk management activities include unrealized gains and losses on commodity derivatives and inventory fair value adjustments (excluding lower of cost or market adjustments). Adjusted EBITDA reflects amounts for less than wholly owned subsidiaries and unconsolidated affiliates based on the Partnership's proportionate ownership.

Adjusted EBITDA is used by management to determine our operating performance and, along with other financial and volumetric data, as internal measures for setting annual operating budgets, assessing financial performance of our numerous business locations, as a measure for evaluating targeted businesses for acquisition and as a measurement component of incentive compensation.

Definition of Distributable Cash Flow
The Partnership defines Distributable Cash Flow as net income, adjusted for certain non-cash items, less maintenance capital expenditures. Non-cash items include depreciation and amortization, deferred income taxes, non-cash compensation expense, gains and losses on disposals of assets, the allowance for equity funds used during construction, unrealized gains and losses on commodity risk management activities, and non-cash impairment charges. Unrealized gains and losses on commodity risk management activities includes unrealized gains and losses on commodity derivatives and inventory fair value adjustments (excluding lower of cost or market adjustments). Distributable Cash Flow reflects amounts for less than wholly owned subsidiaries based on the Partnership's proportionate ownership and also reflects earnings from unconsolidated affiliates on a cash basis.

Distributable Cash Flow is used by management to evaluate our overall performance. Our partnership agreement requires us to distribute all available cash, and Distributable Cash Flow is calculated to evaluate our ability to fund distributions through cash generated by our operations.








Summary Analysis of Results by Segment
(tabular dollar amounts in thousands)

Following is a summary of ETP's results by segment:
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2012
 
2011
 
2012
 
2011
Segment Adjusted EBITDA:
 
 
 
 
 
 
 
Intrastate transportation and storage
$
156,948

 
$
171,549

 
$
349,217

 
$
344,364

Interstate transportation
184,419

 
83,498

 
297,399

 
163,608

Midstream
93,375

 
95,220

 
193,663

 
170,596

NGL transportation and services
38,963

 
24,696

 
74,180

 
24,696

Retail propane and other retail propane related
1,704

 
12,236

 
90,499

 
154,591

All other
(9,059
)
 
936

 
(2,546
)
 
1,579

 
$
466,350

 
$
388,135

 
$
1,002,412

 
$
859,434


Our segment results are presented based on the measure of Segment Adjusted EBITDA. We previously reported segment operating income as a measure of segment performance. We have revised certain reports provided to our chief operating decision maker to assess the performance of our business to reflect Segment Adjusted EBITDA. Segment Adjusted EBITDA reflects amounts for less than wholly owned subsidiaries and unconsolidated affiliates based on our proportionate ownership. We have recast the presentation of our segment results for the prior years to be consistent with the current year presentation. The tables below identify the components of Segment Adjusted EBITDA, which is calculated as follows:
Gross margin, operating expenses, and selling, general and administrative. These amounts represent the amounts included in our consolidated financial statements that are attributable to each segment.

Unrealized gains or losses on commodity risk management activities. These are the unrealized amounts that are included in gross margin. These amounts are not included in Segment Adjusted EBITDA; therefore, the unrealized losses are added back and the unrealized gains are subtracted to calculate the segment measure.

Non-cash compensation expense. These amounts represent the total non-cash compensation recorded in operating expenses and selling, general and administrative. These amounts are not included in Segment Adjusted EBITDA and therefore are added back to calculated the segment measure.

Adjusted EBITDA related to unconsolidated affiliates. These amounts represent our proportionate share of the Adjusted EBITDA of our unconsolidated affiliates. Amounts reflected are calculated consistently with our definition of Adjusted EBITDA above.

Adjusted EBITDA attributable to noncontrolling interest. These amounts represent the portion of Segment Adjusted EBITDA attributable to noncontrolling interest. Currently, the only noncontrolling interest in ETP is the 30% interest in Lone Star that is held by Regency. We reflect this amount as noncontrolling interest because we consolidate 100% of Lone Star on our consolidated financial statements.







Intrastate Transportation and Storage

 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2012
 
2011
 
2012
 
2011
Natural gas transported (MMBtu/d)
9,928,726

 
11,322,195

 
10,021,540

 
11,477,624

Revenues
$
494,481

 
$
672,494

 
$
976,534

 
$
1,444,253

Cost of products sold
272,897

 
440,570

 
587,068

 
973,200

Gross margin
221,584

 
231,924

 
389,466

 
471,053

Unrealized (gains) losses on commodity risk management activities
(15,034
)
 
121

 
66,653

 
(6,710
)
Operating expenses, excluding non-cash compensation expense
(46,961
)
 
(49,496
)
 
(85,864
)
 
(95,295
)
Selling, general and administrative expenses, excluding non-cash compensation expense
(2,827
)
 
(10,930
)
 
(21,629
)
 
(25,430
)
Adjusted EBITDA related to unconsolidated affiliates
186

 
(70
)
 
591

 
746

Segment Adjusted EBITDA
$
156,948

 
$
171,549

 
$
349,217

 
$
344,364

 
 
 
 
 
 
 
 
Distributions from unconsolidated affiliates
$
1,009

 
$
1,203

 
$
1,915

 
$
2,472

Maintenance capital expenditures
7,359

 
10,219

 
13,586

 
18,136


Volumes.  Transported volumes decreased due to a less favorable natural gas price environment, during the three and six months ended June 30, 2012 compared to the same periods in 2011.

Segment Adjusted EBITDA. Segment Adjusted EBITDA for the intrastate transportation and storage segment decreased for the three months ended June 30, 2012 compared to the same period in 2011 primarily due to the impacts of lower transported and retained volumes and natural gas prices, as well as lower demand fees of $17.4 million primarily due to a change in a customer contract that impacted the timing of the recording of demand fees. For the six months ended June 30, 2012 compared to the same period in 2011, the impact in Adjusted EBITDA from lower transported and retained volumes and natural gas prices was offset by realized gains on the settlement of financial derivatives used to hedge natural gas in our storage facility that was not withdrawn due to the warmer than normal winter during the first three months of 2012.
The components of our intrastate transportation and storage segment gross margin were as follows:

 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2012
 
2011
 
2012
 
2011
Transportation fees
$
137,356

 
$
157,672

 
$
281,205

 
$
300,338

Natural gas sales and other
32,693

 
18,390

 
46,507

 
63,589

Retained fuel revenues
16,395

 
36,680

 
33,367

 
71,662

Storage margin, including fees
35,140

 
19,182

 
28,387

 
35,464

Total gross margin
$
221,584

 
$
231,924

 
$
389,466

 
$
471,053








Storage margin was comprised of the following:

 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2012
 
2011
 
2012
 
2011
Withdrawals from storage natural gas inventory (MMBtu)
3,893,660

 
647,373

 
4,440,394

 
15,772,126

Realized margin (loss) on natural gas inventory transactions
$
18,827

 
$
(5,020
)
 
$
79,511

 
$
11,262

Fair value inventory adjustments
48,229

 
3,309

 
(2,072
)
 
4,831

Unrealized gains (losses) on derivatives
(39,270
)
 
12,750

 
(64,667
)
 
1,793

Margin recognized on natural gas inventory and related derivatives
27,786

 
11,039

 
12,772

 
17,886

Revenues from fee-based storage
7,411

 
8,218

 
15,890

 
17,819

Other
(57
)
 
(75
)
 
(275
)
 
(241
)
Total storage margin
$
35,140

 
$
19,182

 
$
28,387

 
$
35,464

The increase in our storage margin for the three months ended June 30, 2012 compared to the three months ended June 30, 2011 was principally driven by an increase in inventory valuation and derivatives settled during the period due to a recent increase in prices and a larger inventory balance at June 30, 2012. The decrease in margin for the six months ended June 30, 2012 compared to the six months ended June 30, 2012 was due to fewer withdrawals given the price environment and a decline in fee-based revenue resulting from the cessation of 4.5 Bcf in fixed fee contracts in 2011.

Interstate Transportation

 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2012
 
2011
 
2012
 
2011
Natural gas transported (MMBtu/d)
2,832,897

 
2,712,947

 
2,992,985

 
2,482,807

Natural gas sold (MMBtu/d)
17,770

 
22,158

 
19,144

 
22,868

Revenues
$
126,900

 
$
104,850

 
$
255,176

 
$
209,951

Operating expenses, excluding non-cash compensation, amortization and accretion expenses
(29,220
)
 
(25,550
)
 
(57,141
)
 
(52,175
)
Selling, general and administrative expenses, excluding non-cash compensation, amortization and accretion expenses
(8,719
)
 
(9,276
)
 
(18,862
)
 
(15,929
)
Adjusted EBITDA related to unconsolidated affiliates
95,458

 
13,474

 
118,226

 
21,761

Segment Adjusted EBITDA
$
184,419

 
$
83,498

 
$
297,399

 
$
163,608

 
 
 
 
 
 
 
 
Distributions from unconsolidated affiliates
$
41,800

 
$
1,036

 
$
60,300

 
$
6,087

Maintenance capital expenditures
8,683

 
7,614

 
16,185

 
9,426

Volumes. Transported volumes increased for the three and six months ended June 30, 2012 compared to the same periods in the prior year primarily due to additional transported volumes related to the expansion of the Tiger pipeline which went in service in August 2011. Operational sales volumes decreased in the Transwestern pipeline principally as a result of unfavorable market conditions.

Segment Adjusted EBITDA. We experienced an increase in our interstate transportation segment's Segment Adjusted EBITDA for the three and six months ended June 30, 2012 compared to the same periods in 2011 due to the acquisition of a 50% interest in Citrus on March 26, 2012. Adjusted EBITDA attributable to our investment in Citrus for the three and six months ended June 30, 2012 was $77.0 million and $81.3 million, respectively. The remainder of the increase in Segment Adjusted EBITDA resulted from incremental reservation fees from increased contractual commitments related to the Tiger pipeline expansion and from increased Adjusted EBITDA attributable to our 50% interest in the Fayetteville Express Pipeline.





Midstream

 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2012
 
2011
 
2012
 
2011
Gathered volumes (MMBtu/d)
2,450,673

 
2,080,027

 
2,424,862

 
2,003,745

NGLs produced (Bbls/d)
82,807

 
50,728

 
74,474

 
50,243

Equity NGLs produced (Bbls/d)
22,744

 
17,137

 
20,413

 
16,519

Revenues
$
556,654

 
$
617,935

 
$
1,111,212

 
$
1,269,191

Cost of products sold
421,578

 
490,854

 
846,606

 
1,039,197

Gross margin
135,076

 
127,081

 
264,606

 
229,994

Unrealized (gains) losses on commodity risk management activities
(245
)
 
(673
)
 
2,167

 
(1,172
)
Operating expenses, excluding non-cash compensation expense
(28,656
)
 
(24,696
)
 
(56,867
)
 
(49,103
)
Selling, general and administrative expenses, excluding non-cash compensation expense
(12,800
)
 
(6,492
)
 
(16,243
)
 
(9,123
)
Segment Adjusted EBITDA
$
93,375

 
$
95,220

 
$
193,663

 
$
170,596

 
 
 
 
 
 
 
 
Maintenance capital expenditures
$
8,228

 
$
5,303

 
$
13,411

 
$
10,157


Volumes. The increases in gathered volumes and equity NGL production reflected higher overall production during the three and six months ended June 30, 2012 compared to the same periods in 2011 primarily due to increased inlet volumes at our La Grange and Chisholm plants as a result of increased capacity and more production in the Eagle Ford Shale.

Segment Adjusted EBITDA. Segment Adjusted EBITDA for the midstream segment reflected increases in gross margin as follows:

 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2012
 
2011
 
2012
 
2011
Gathering and processing fee-based revenues
$
82,048

 
$
65,989

 
$
157,949

 
$
125,596

Non-fee-based contracts and processing
58,679

 
64,579

 
119,185

 
110,949

Other
(5,651
)
 
(3,487
)
 
(12,528
)
 
(6,551
)
Total gross margin
$
135,076

 
$
127,081

 
$
264,606

 
$
229,994


The increase in our fee-based revenues reflected higher overall production during the three and six months ended June 30, 2012 compared to the same periods in 2011 primarily due to increased inlet volumes at our La Grange and Chisholm plants as a result of increased capacity and more production in the Eagle Ford Shale. In addition, for the six months ended June 30, 2012 increased volumes resulting from assets located in West Virginia provided an increase in our fee-based margin. For the three months ended June 30, 2012, our non-fee-based contracts and processing margin decreased primarily due to lower NGL prices offset by higher equity NGL volumes resulting from increased capacity from growth projects in the Eagle Ford Shale. For the six months ended June 30, 2012, our non-fee-based contracts and processing margin increased primarily due to higher equity NGL volumes.

For the three and six months ended June 30, 2012, the increases in midstream gross margin were offset by incremental operating expenses from new assets placed in service in the Eagle Ford Shale and by increased selling, general and administrative expenses due to higher employee-related costs.






NGL Transportation and Services

 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2012
 
2011
 
2012
 
2011
NGL transportation volumes (Bbls/d)
175,591

 
128,127

 
163,531

 
128,127

NGL fractionation volumes (Bbls/d)
21,204

 
15,658

 
20,606

 
15,658

Revenues
$
160,477

 
$
98,820

 
$
328,028

 
$
98,820

Cost of products sold
85,341

 
52,404

 
183,988

 
52,404

Gross margin
75,136

 
46,416

 
144,040

 
46,416

Operating expenses, excluding non-cash compensation expense
(16,334
)
 
(6,487
)
 
(29,970
)
 
(6,487
)
Selling, general and administrative expenses, excluding non-cash compensation expense
(5,126
)
 
(4,648
)
 
(10,191
)
 
(4,648
)
Adjusted EBITDA related to unconsolidated affiliates
1,097

 

 
1,358

 

Adjusted EBITDA attributable to noncontrolling interest
(15,810
)
 
(10,585
)
 
(31,057
)
 
(10,585
)
 Segment Adjusted EBITDA
$
38,963

 
$
24,696

 
$
74,180

 
$
24,696

 
 
 
 
 
 
 
 
Distributable cash flow attributable to noncontrolling interest
$
15,037

 
$
10,585

 
$
29,389

 
$
10,585

Maintenance capital expenditures
3,846

 
1,259

 
6,272

 
1,259

Our NGL Transportation and Services segment primarily reflects the results from Lone Star, which was formed in 2011 and acquired all of the membership interests in LDH on May 2, 2011, as well as multiple other wholly-owned or joint venture pipelines that were recently placed in service.
Volumes. The volumes reflected above for the three and six months ended June 30, 2011 represent average daily volumes for the period from May 2, 2011 to June 30, 2011. NGL transportation volumes for the three and six month ended June 30, 2012 as compared to the three and six month ended June 30, 2011 increased primarily due to an increase in volumes transported on our wholly-owned NGL pipelines originating from our La Grange and Chisholm plants as a result of more production in the Eagle Ford Shale. Additionally, fractionation volumes for the three and six months ended June 30, 2012 as compared to the same periods in 2011 increased principally due to increased production at our Geismar, Louisiana fractionation complex as a result of less refinery downtime for turnarounds.
Segment Adjusted EBITDA. For the three and six months ended June 30, 2012 compared to the same periods in 2011, the increases in NGL Transportation and Services Segment Adjusted EBITDA were attributable to the full-period impacts from the formation of Lone Star in May 2011 as well as the impacts from multiple other wholly-owned or joint venture pipelines that have recently become operational. Lone Star is a consolidated joint venture; therefore, 100% of Lone Star's revenues, operating expenses, and selling, general and adminstrative expenses are included in the NGL Transportation and Services segment data above, and the Adjusted EBITDA attributable to the 30% noncontrolling interest is reflected separately.
The components of our NGL transportation and services segment gross margin were as follows:

 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2012
 
2011
 
2012
 
2011
Storage margin
$
30,560

 
$
23,414

 
$
62,192

 
$
23,414

Transportation fees
17,677

 
7,051

 
30,749

 
7,051

Processing and fractionation margin
26,904

 
16,722

 
51,105

 
16,722

Other margin
(5
)
 
(771
)
 
(6
)
 
(771
)
Total gross margin
$
75,136

 
$
46,416

 
$
144,040

 
$
46,416







Retail Propane and Other Retail Propane Related

 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2012
 
2011
 
2012
 
2011
Retail propane gallons (in thousands)
3,328

 
84,161

 
29,720

 
288,301

Revenues
$
11,637

 
$
220,296

 
$
87,082

 
$
748,762

Other retail propane related revenues
$
1,329

 
$
23,677

 
$
5,890

 
$
52,426

Cost of products sold
7,325

 
139,472

 
56,027

 
454,892

Gross margin
5,641

 
104,501

 
36,945

 
346,296

Unrealized (gains) losses on commodity risk management activities
1,320

 
(10
)
 
3,318

 
228

Operating expenses, excluding non-cash compensation expense
(5,615
)
 
(79,134
)
 
(23,604
)
 
(166,726
)
Selling, general and administrative expenses, excluding non-cash compensation expense
198

 
(13,121
)
 
(1,256
)
 
(25,207
)
Adjusted EBITDA related to unconsolidated affiliates
160

 

 
75,096

 

Segment Adjusted EBITDA
$
1,704

 
$
12,236

 
$
90,499

 
$
154,591

 
 
 
 
 
 
 
 
Distributions from unconsolidated affiliates
$
23,654

 
$

 
$
46,199

 
$

Maintenance capital expenditures
$
435

 
$
3,430

 
$
1,590

 
$
7,524

On January 12, 2012, we received an equity investment in AmeriGas as partial consideration for the contribution of our Propane Business to AmeriGas. As a result, the retail propane and other retail propane related segment data presented above only included eleven days of consolidated activity related to our Propane Business for the six months ended June 30, 2012. For the three and six months ended June 30, 2012, the retail propane and other retail propane related segment data presented above also included our equity investment in AmeriGas. We recorded equity in losses related to AmeriGas of $36.4 million and equity in earnings of $3.1 million for the three and six months ended June 30, 2012, respectively.