ONEOK INC /NEW/
For the period ended Sep 30, 2026. Filed Oct 28, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Oct 28, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-04.
0001039684-26-000029
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-10-28.
0001039684-26-000039
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
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Tables are not compared: 13 previous and 15 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (50)
Current report
ONEOK Holdings Transaction - On September 10, 2026, we announced the closing of the ONEOK Holdings Transaction. Subsequent to the Reorganization and pursuant to the Contribution Agreement, (i) Apollo made a $9 billion cash contribution to ONEOK Holdings in exchange for Class B Units and became the sole Class B Member of ONEOK Holdings and (ii) ONEOK contributed the equity interests in ONEOK, L.L.C., which holds all of ONEOK’s operating entities, to ONEOK Holdings in exchange for Class A Units and became the sole Class A Member of ONEOK Holdings. All debt is held at ONEOK, L.L.C. and the Class B investment is structurally subordinated to the debt. The capped return on Class B Units is 7.01% for the first nine years of the investment, which is lower than our cost of publicly traded equity. Distributions to the Class B Member in excess of the Base Return will reduce the Class B investment balance outstanding over time. We used $5 billion of proceeds from this transaction to fund the repayment of existing indebtedness outlined below, which accelerated our deleveraging timeline and further enhanced our balance sheet. The remaining cash proceeds on hand funded the Brazos Midland Acquisition, which closed in early October.
Current report
Following the closing of the ONEOK Holdings Transactions and planned debt repayments, S&P and Fitch upgraded our long-term credit ratings to BBB+ from BBB with stable outlooks.
Current report
For additional information on the ONEOK Holdings Transaction, see Note F of the Notes to Consolidated Financial Statements in this Quarterly Report.
Current report
(a) - In September 2026, pursuant to cash tender offers in connection with the ONEOK Holdings Transaction, we repurchased certain of our senior notes with an aggregate principal amount of $2.5 billion for total consideration of $2.0 billion, including accrued and unpaid interest. Many of the tendered notes were previously recorded at fair value upon acquisition. Therefore, net gains on debt extinguishment were not material.
Current report
Brazos Midland Acquisition - On August 18, 2026, we entered into the Brazos Midland Purchase Agreement with Brazos Midstream to acquire Brazos Midstream’s Permian Midland Basin natural gas gathering and processing assets. On October 6, 2026, we completed the Brazos Midland Acquisition and acquired 100% of the issued and outstanding membership interests of Brazos Midland for total cash consideration of approximately $4.6 billion, which includes the $4.425 billion announced purchase price and approximately $135 million of closing adjustments related primarily to Brazos Midstream capital spend. We funded the acquisition with proceeds received from the ONEOK Holdings Transaction and short-term borrowings.
Current report
For additional information on the Brazos Midland Acquisition, see Note B of the Notes to Consolidated Financial Statements in this Quarterly Report.
Current report
(d) - Represents our incremental portion subsequent to the Brazos Midland Acquisition.
Current report
Goodwill Impairment Review - We assess our goodwill for impairment at least annually as of July 1, unless events or changes in circumstances indicate an impairment may have occurred before that time. At July 1, 2026, we assessed qualitative factors to determine whether it was more likely than not that the fair value of each of our reporting units with goodwill was less than its carrying amount. After assessing qualitative factors (including macroeconomic conditions, industry and market considerations, costs and overall financial performance), we determined that it was more likely than not that the fair value of each of our reporting units was not less than their respective carrying value, that no further testing was necessary, and that goodwill was not considered impaired.
Current report
Operating income increased $10 million for the three months ended September 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Current report
•Natural Gas Liquids -$36 million decreasedue primarily to higher inventory of unfractionated NGLs and higher operating costs, offset partially by higher optimization and marketing and higher volumes in the Gulf Coast/Permian region.
Current report
•Natural Gas Pipelines-$28 million increasedue primarily to higher optimization and marketing and higher firm transportation revenue, offset partially by higher operating costs.
Current report
•Refined Products and Crude -$87 million increasedue primarily to higher optimization and marketing and higher transportation and storage, offset partially by higher operating costs.
Current report
Operating income increased $380 million for the nine months ended September 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Current report
•Natural Gas Liquids - $22 million increasedue primarily to higher optimization and marketing and higher volumes across our system, offset partially by lower average fee rates, higher inventory of unfractionated NGLs and higher operating costs.
Current report
•Natural Gas Pipelines- $227 million increasedue primarily to higher optimization and marketing and higher firm transportation revenue, offset partially by higher operating costs.
Current report
•Refined Products and Crude - $190 million increasedue primarily to higher optimization and marketing and higher transportation and storage, offset partially by higher operating costs.
Current report
Adjusted EBITDA decreased $3 million for the three months ended September 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Current report
•$19 million decrease from higher operating costs due primarily to $11 million of higher outside services related to the timing of projects and $7 million of higher employee-related costs associated with the growth of our operations.
Current report
Adjusted EBITDA decreased $21 million for the nine months ended September 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Current report
•$27 million decrease from higher operating costs due primarily to $19 million of higher outside services related to the timing of projects and $11 million of higher employee-related costs associated with the growth of our operations.
Current report
Adjusted EBITDA decreased $30 million for the three months ended September 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Current report
◦$45 million decrease from higher inventory of unfractionated NGLs.
Current report
◦$5 million decrease primarily from narrower product price differentials.
Current report
◦$28 million increase from higher volumes, primarily in the Gulf Coast/Permian region.
Current report
•$27 million decrease from higher operating costs due primarily to $20 million of higher outside services and $7 million of higher employee-related costs associated with the growth of our operations.
Current report
Adjusted EBITDA increased $27 million for the nine months ended September 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Current report
•$14 million decrease in transportation and storage due primarily to higher costs and lower volumes.
Current report
◦$36 million decrease from higher inventory of unfractionated NGLs.
Current report
◦$146 million increase from higher volumes across our system.
Current report
Adjusted EBITDA increased $31 million for the three months ended September 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Current report
•$10 million decrease from higher operating costs due primarily to the timing of projects and the growth of our operations.
Current report
Adjusted EBITDA increased $267 million for the nine months ended September 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Current report
Capital expenditures increased for the three months ended September 30, 2026, and decreased for the nine months ended September 30, 2026, compared with the same periods in 2025, due primarily to the timing of growth and maintenance projects.
Current report
Adjusted EBITDA increased $103 million for the three months ended September 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Current report
•$36 million increase in transportation and storage due primarily to:
Current report
◦$35 million increase primarily related to favorable margin sharing components within certain crude contracts.
Current report
◦$23 million increase primarily from higher Refined Products volumes.
Current report
◦$17 million decrease related to the timing of operational gains and losses.
Current report
Adjusted EBITDA increased $194 million for the nine months ended September 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Current report
•$145 million increase in transportation and storage due primarily to $105 million primarily from higher Refined Products volumes and $42 million primarily related to favorable margin sharing components within certain crude contracts.
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Removed paragraphs (29)
Previous report
Operating income increased $162 million for the three months ended June 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Previous report
•Natural Gas Liquids -a decrease of$16 million due primarily to higher operating costs and lower transportation and storage volumes, offset partially by higher optimization and marketing and higher exchange services.
Previous report
•Natural Gas Pipelines-an increase of$94 million due primarily to higher optimization and marketing and higher firm transportation revenue.
Previous report
•Refined Products and Crude -an increase of $77 million due primarily to higher Refined Products volumes and rates, and higher crude marketing earnings, offset partially by higher operating costs.
Previous report
Operating income increased $370 million for the six months ended June 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Previous report
•Natural Gas Liquids -an increase of $58 million due primarily to higher optimization and marketing and higher exchange services, offset partially by higher operating costs.
Previous report
•Natural Gas Pipelines-an increase of $199 million due primarily to higher optimization and marketing and higher firm transportation revenue.
Previous report
•Refined Products and Crude -an increaseof $103 million due primarily to higher Refined Products volumes and rates, and higher crude marketing earnings, offset partially by higher operating costs.
Previous report
•Consolidated Transaction Costs -a decrease of $53 million due primarily to higher transaction costs in 2025 related to the EnLink Acquisition.
Previous report
Adjusted EBITDA increased $6 million for the three months ended June 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Previous report
•an increase of $22 million in operating costs due primarily to a $13 million methane fee accrual reversed in 2025 due to regulatory changes and $11 million of higher outside services related to the timing of projects.
Previous report
Adjusted EBITDA decreased $18 million for the six months ended June 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Previous report
•an increase of $8 million in operating costs due primarily to the growth of our operations; offset by
Previous report
Adjusted EBITDA decreased $14 million for the three months ended June 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Previous report
•a decrease of $6 million in transportation and storage due primarily to lower volumes; offset by
Previous report
◦$28 million of higher volumes across our system;
Previous report
◦$11 million due primarily to fewer product price differentials captured.
Previous report
Adjusted EBITDA increased $57 million for the six months ended June 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Previous report
◦$119 million of higher volumes across our system;
Previous report
•an increase of $14 million in operating costs due primarily to the growth of our operations; and
Previous report
•a decrease of $6 million in transportation and storage due primarily to lower volumes.
Previous report
Adjusted EBITDA increased $109 million for the three months ended June 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Previous report
Adjusted EBITDA increased $236 million for the six months ended June 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Previous report
Capital expenditures decreased for the three and six months ended June 30, 2026, compared with the same periods in 2025, due primarily to the timing of growth projects.
Previous report
Adjusted EBITDA increased $70 million for the three months ended June 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Previous report
•an increase of $79 million in transportation and storage due primarily to higher Refined Products volumes and rates; and
Previous report
Adjusted EBITDA increased $91 million for the six months ended June 30, 2026, compared with the same period in 2025, primarily as a result of the following:
Previous report
•an increase of $108 million in transportation and storage due primarily to higher Refined Products volumes and rates; and
Previous report
•our ability to pay dividends;
Reworded paragraphs (63)
Previous wording
Business Update and Market Conditions - Earnings increased in the second quarter of 2026, compared with the second quarter of 2025, due primarily to higher NGL, Refined Products and natural gas volumes and higher optimization and marketing activity.
Current wording
Business Update and Market Conditions - Earnings increased in the third quarter of 2026, compared with the third quarter of 2025, due primarily to higher NGL, Refined Products and natural gas volumes and higher optimization and marketing activity.
Previous wording
Geopolitical conditions in the Middle East continue to impact our industry and contributed to a volatile commodity price environment for the six months ended June 30, 2026. These conditions highlight the importance of a reliable energy supply and infrastructure that support the United States economy and national security. We operate an integrated, reliable, resilient and regionally diversified network of gathering, processing, fractionation, transportation, storage and marine export assets connecting supply in the Rocky Mountain, Mid-Continent, Permian and Gulf Coast regions with key market centers. Our assets are well positioned to provide midstream services to producers and end-use markets to help meet domestic and international energy demand.
Current wording
Geopolitical conditions in the Middle East continue to impact our industry and contributed to a volatile commodity price environment for the nine months ended September 30, 2026. These conditions have also contributed to historically wide crack spreads and high refinery utilization rates resulting in higher Refined Products volumes on our system. The current market environment highlights the importance of a reliable energy supply and infrastructure that support the United States economy and national security. We operate an integrated, reliable, resilient and regionally diversified network of gathering, processing, fractionation, transportation, storage and marine export assets connecting supply in the Rocky Mountain, Mid-Continent, Permian and Gulf Coast regions with key market centers. Our assets are well positioned to provide midstream services to producers and end-use markets to help meet domestic and international energy demand.
Previous wording
(a) - Excludes capitalized interest/AFUDC. For our Texas City Logistics, MBTC Pipeline and Eiger joint venture projects, the amounts presented exclude capital contributions from the other joint venture members.
Current wording
(a) - Excludes capitalized interest/AFUDC. For our Texas City Logistics, MBTC Pipeline, Cutter I plant, Cutter II plant and Eiger joint venture projects, the amounts presented exclude capital contributions from the other joint venture members.
Previous wording
In our Natural Gas Gathering and Processing segment, we completed the relocation of a 150 MMcf/d processing plant to the Permian Basin from North Texas, which went into service in the first quarter of 2026.
Current wording
In our Natural Gas Gathering and Processing segment, we completed the relocation of a 150 MMcf/d processing plant to the Permian Basin from North Texas, which went into service in the first quarter of 2026. In addition, we expect to place Cassidy I, a 330 MMcf/d processing plant in the Permian Basin, into service in the fourth quarter of 2026.
Previous wording
Dividends - In February and May 2026, we paid a quarterly common stock dividend of $1.07 per share ($4.28 per share on an annualized basis), an increase of 4% compared with the same quarters in the prior year. Our dividend growth is due primarily to the increase in cash flows resulting from the growth of our operations. We declared a quarterly common stock dividend of $1.07 per share in July 2026. The quarterly common stock dividend will be paid on August 14, 2026, to shareholders of record at the close of business on August 3, 2026.
Current wording
Common Dividends - In February, May and August 2026, we paid a quarterly common stock dividend of $1.07 per share ($4.28 per share on an annualized basis), an increase of 4% compared with the same quarters in the prior year. Our dividend growth is due primarily to the increase in cash flows resulting from the growth of our operations. We declared a quarterly common stock dividend of $1.07 per share in October 2026. The quarterly common stock dividend will be paid on November 16, 2026, to shareholders of record at the close of business on November 2, 2026.
Previous wording
•Natural Gas Gathering and Processing -an increase of$2 million due primarily to higher volumes across all regions and higher realized condensate prices, net of hedging, offset partially by higher operating costs.
Current wording
•Natural Gas Gathering and Processing -$18 million decreasedue primarily to higher operating costs, offset partially by higher volumes across all regions and higher realized condensate and natural gasprices, net of hedging.
Previous wording
•Natural Gas Gathering and Processing -a decrease of $37 million due primarily to lower realized NGL and natural gas prices, net of hedging, offset partially by higher volumes across all regions.
Current wording
•Natural Gas Gathering and Processing - $55 million decreasedue primarily to lower realized NGL and natural gas prices, net of hedging and higher operating costs, offset partially by higher volumes across all regions.
Previous wording
Net income and diluted EPS increased for the three months ended June 30, 2026, compared with the same period in 2025, due primarily to the items discussed above and higher equity in net earnings from investments, offset partially by higher income taxes.
Current wording
Net income and diluted EPS increased for the three months ended September 30, 2026, compared with the same period in 2025, due primarily to the items discussed above and a one-time noncash income tax benefit recorded following the ONEOK Holdings Transaction in September 2026.
Previous wording
Net income and diluted EPS increased for the six months ended June 30, 2026, compared with the same period in 2025, due primarily to the items discussed above, offset partially by a noncash impairment charge related to our 50% investment in Powder Springs in our Refined Products and Crude segment during the first quarter of 2026, and higher income taxes.
Current wording
Net income and diluted EPS increased for the nine months ended September 30, 2026, compared with the same period in 2025, due primarily to the items discussed above and a one-time noncash income tax benefit recorded following the ONEOK Holdings Transaction in September 2026, offset partially by a noncash impairment charge related to our 50% investment in Powder Springs in our Refined Products and Crude segment during the first quarter of 2026.
Previous wording
Capital expenditures decreased for the three months ended June 30, 2026, and increased for the six months ended June 30, 2026, compared with the same periods in 2025, due primarily to the timing of payments on our large capital projects. Please refer to the “Recent Developments” section of Management’s Discussion and Analysis of Financial Condition and Results of Operations in this Quarterly Report for additional information on our capital projects.
Current wording
Capital expenditures increased for the three and nine months ended September 30, 2026, compared with the same periods in 2025, due primarily to the timing of payments on our large capital projects. Please refer to the “Recent Developments” section of Management’s Discussion and Analysis of Financial Condition and Results of Operations in this Quarterly Report for additional information on our capital projects.
Previous wording
•an increase of $49 million from higher volumes due to increased production in all regions.
Current wording
•$11 million increase from higher volumes due to increased production in all regions.
Previous wording
•an increase of $13 million due primarily to higher realized condensate prices, net of hedging, offset partially by lower realized NGL prices, net of hedging; offset by
Current wording
•$6 million increase due primarily to higher realized condensate and natural gas prices, net of hedging, offset partially by lower realized NGL prices, net of hedging.
Previous wording
•a decrease of $53 million due primarily to lower realized NGL and natural gas prices, net of hedging, offset partially by higher realized condensate prices, net of hedging; and
Current wording
•$37 million decrease due primarily to lower realized NGL and natural gas prices, net of hedging, offset partially by higher realized condensate prices, net of hedging.
Previous wording
•an increase of $20 million from higher volumes due to increased production in all regions; and
Current wording
•$50 million increase from higher volumes due to increased production in all regions.
Previous wording
Capital expenditures decreased for the three and six months ended June 30, 2026, compared with the same periods in 2025, due primarily to the timing of payments on capital projects and the completion of the Permian Basin plant relocation project that was placed in service during the first quarter of 2026.
Current wording
Capital expenditures increased for the three and nine months ended September 30, 2026, compared with the same periods in 2025, due primarily to increased expenditures on large capital projects including our Bighorn plant in the Permian Basin and the processing plants in the Powder River Basin, offset partially by the timing of expenditures on routine projects and the completion of the Permian Basin plant relocation project that was placed in service during the first quarter of 2026.
Previous wording
Our natural gas processed volumes increased for the three and six months ended June 30, 2026, compared with the same periods in 2025, due to increased production in all regions.
Current wording
Our natural gas processed volumes increased for the three and nine months ended September 30, 2026, compared with the same periods in 2025, due to increased production.
Previous wording
•an increase of $26 million in exchange services due primarily to:
Current wording
•$27 million decrease in exchange services due primarily to:
Previous wording
•an increase of $11 million in optimization and marketing due primarily to higher earnings on sales of Purity NGLs held in inventory; and
Current wording
•$29 million increase in optimization and marketing due primarily to $14 million of higher earnings on sales of Purity NGLs held in inventory and $11 million of wider commodity price differentials.
Previous wording
•an increase of $53 million in optimization and marketing due primarily to higher earnings on sales of Purity NGLs held in inventory; and
Current wording
•$82 million increase in optimization and marketing due primarily to $60 million of higher earnings on sales of Purity NGLs held in inventory and $23 million of wider commodity price differentials.
Previous wording
•an increase of $18 million in operating costs due primarily to $9 million of higher employee-related costs and $8 million of higher outside services associated with the growth of our operations; and
Current wording
•$41 million decrease from higher operating costs due primarily to $19 million of higher employee-related costs, $14 million of higher outside services and $8 million of higher property taxes associated with the growth of our operations.
Previous wording
•an increase of $2 million in exchange services due primarily to:
Current wording
•$2 million decrease in exchange services due primarily to:
Previous wording
◦$71 million of lower average fee rates and narrower product price differentials in the Gulf Coast/Permian and Mid-Continent regions;
Current wording
◦$76 million decrease from lower average fee rates and narrower product price differentials in the Gulf Coast/Permian and Mid-Continent regions.
Previous wording
◦$12 million of higher transportation and fractionation costs;
Current wording
◦$35 million decrease from higher transportation and fractionation costs and timing of operational gains and losses.
Previous wording
Capital expenditures increased for the three and six months ended June 30, 2026, compared with the same periods in 2025, due primarily to the Medford fractionator rebuild project and the MBTC Pipeline.
Current wording
Capital expenditures increased for the three and nine months ended September 30, 2026, compared with the same periods in 2025, due primarily to the Medford fractionator rebuild project and the MBTC Pipeline.
Previous wording
Volumes increased for the three and six months ended June 30, 2026, compared with the same periods in 2025, due primarily to higher production in all regions across our system. The three months ended June 30, 2026, also benefited from higher ethane recovery in the Rocky Mountain and Mid-Continent regions.
Current wording
Volumes increased for the three months ended September 30, 2026, compared with the same period in 2025, due primarily to higher volumes in the Gulf Coast/Permian and Mid-Continent regions, offset partially by lower ethane volumes in the Rocky Mountain region. Volumes increased for the nine months ended September 30, 2026, compared with the same period in 2025, due primarily to higher production in all regions across our system.
Previous wording
•an increase of $77 million in optimization and marketing activity due primarily to favorable price differentials between the Waha Hub and Katy, Texas, markets;
Current wording
•$22 million increase in optimization and marketing activity due primarily to favorable price differentials between the Waha Hub and Katy, Texas, markets.
Previous wording
•an increase of $19 million in transportation services due primarily to higher firm transportation revenue; and
Current wording
•$18 million increase in transportation services due primarily to higher firm transportation revenue.
Previous wording
•an increase of $17 million in adjusted EBITDA from unconsolidated affiliates due primarily to higher earnings on Northern Border and Matterhorn.
Current wording
•$4 million increase in adjusted EBITDA from unconsolidated affiliates due primarily to higher earnings on Northern Border and Matterhorn.
Previous wording
•an increase of $169 million in optimization and marketing activity due primarily to favorable price differentials between the Waha Hub and Katy, Texas, markets;
Current wording
•$191 million increase in optimization and marketing activity due primarily to favorable price differentials between the Waha Hub and Katy, Texas, markets.
Previous wording
•an increase of $42 million in transportation services due primarily to higher firm transportation revenue; and
Current wording
•$60 million increase in transportation services due primarily to higher firm transportation revenue.
Previous wording
•an increase of $34 million in adjusted EBITDA from unconsolidated affiliates due primarily to higher earnings on Northern Border and Matterhorn.
Current wording
•$38 million increase in adjusted EBITDA from unconsolidated affiliates due primarily to higher earnings on Northern Border and Matterhorn.
Previous wording
•an increase of $48 million in operating costs due primarily to $14 million of higher outside services related to the timing of projects, $13 million of higher employee-related costs and $9 million of higher property taxes associated with the growth of our operations.
Current wording
•$25 million decrease from higher operating costs due primarily to $12 million of higher employee-related costs associated with the growth of our operations and $9 million of higher outside services related to the timing of projects.
Previous wording
Our natural gas transportation capacity contracted increased for the three and six months ended June 30, 2026, compared with the same periods in 2025, due primarily to expansion projects and increased volumes contracted.
Current wording
Our natural gas transportation capacity contracted increased for the three and nine months ended September 30, 2026, compared with the same periods in 2025, due primarily to expansion projects and increased volumes contracted.
Previous wording
•an increase of $40 million in optimization and marketing due primarily to $48 million of higher crude marketing earnings, offset partially by $8 million due to lower liquids blending earnings; offset by
Current wording
•$87 million increase in optimization and marketing due primarily to $67 million of higher liquids blending earnings and $20 million of higher crude marketing earnings.
Previous wording
•an increase of $51 million in operating costs due primarily to $17 million of higher employee-related costs associated with the growth of our operations, $16 million of higher outside services related to the timing of projects and $10 million of higher property taxes associated with the growth of our operations; and
Current wording
•$18 million decrease from higher operating costs due primarily to $20 million of higher outside services related to the timing of projects and $10 million of higher employee-related costs associated with the growth of our operations, offset partially by $7 million of lower property taxes due primarily to timing.
Previous wording
•an increase of $64 million in optimization and marketing due primarily to $81 million of higher crude marketing earnings, offset partially by $17 million due to lower liquids blending earnings; offset by
Current wording
•$151 million increase in optimization and marketing due primarily to $102 million of higher crude marketing earnings and $49 million of higher liquids blending earnings.
Previous wording
•a decrease of $23 million in adjusted EBITDA from unconsolidated affiliates due primarily to losses on Powder Springs.
Current wording
•$14 million decrease in adjusted EBITDA from unconsolidated affiliates due primarily to losses on Powder Springs.
Previous wording
Capital expenditures increased for the three and six months ended June 30, 2026, compared with the same periods in 2025, due primarily to our routine and large capital projects, including our greater Denver pipeline expansion project.
Current wording
Capital expenditures decreased for the three months ended September 30, 2026, compared with the same period in 2025, due primarily to the completion of our greater Denver pipeline expansion project in the third quarter of 2026. Capital expenditures increased for the nine months ended September 30, 2026, compared with the same period in 2025, due primarily to our routine and large capital projects, including our greater Denver pipeline expansion project that was completed during the third quarter of 2026.
Previous wording
Refined Products volumes shipped increased for the three and six months ended June 30, 2026, compared with the same periods in 2025, due primarily to increased marketing affiliate volumes and regional market dynamics that impact demand on our system including timing of refinery disruptions.
Current wording
Refined Products volumes shipped increased for the three and nine months ended September 30, 2026, compared with the same periods in 2025, due primarily to increased marketing affiliate volumes and regional market dynamics that impact demand on our system including timing and location of refinery disruptions.
Previous wording
Crude oil volumes shipped decreased for the three and six months ended June 30, 2026, compared with the same periods in 2025, due primarily to lower volumes associated with low-margin, short-haul movements and further integration of our assets.
Current wording
Crude oil volumes shipped decreased for the three and nine months ended September 30, 2026, compared with the same periods in 2025, due primarily to lower volumes associated with low-margin, short-haul movements and further integration of our assets.
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Previous report — wording carried elsewhere
◦$23 million of higher transportation and fractionation costs;
Previous report — wording carried elsewhere
In April 2026, we entered into a $1.2 Billion Term Loan Agreement, which was available to be drawn in up to two borrowings within 90 days of the closing date. Borrowings under the $1.2 Billion Term Loan Agreement bear interest at Term SOFR plus an applicable margin of 95 basis points. The $1.2 Billion Term Loan Agreement matures 364 days after June 23, 2026, the date of the initial borrowing, and may be used for working capital, capital expenditures, acquisitions, mergers and for other general corporate purposes. The $1.2 Billion Term Loan Agreement allows prepayment of all or any portion outstanding, without penalty or premium, and contains substantially the same covenants as those contained in our $3.5 Billion Credit Agreement. In July 2026, the remaining borrowings available under the $1.2 Billion Term Loan Agreement were fully drawn and no additional amounts may be borrowed.