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Energy Transfer LP

For the period ended Jun 30, 2025. Filed Aug 7, 2025.

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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.

Jun 30, 2025 · Filed Aug 7, 2025

ET$19.09+0.9%Stored close · as of Nov 9, 2026

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Item 2. Results of Operations

RESULTS OF OPERATIONS

We report Segment Adjusted EBITDA and consolidated Adjusted EBITDA as measures of segment performance. We define Segment Adjusted EBITDA and consolidated Adjusted EBITDA as total partnership earnings before interest, taxes, depreciation, depletion, 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, inventory valuation adjustments, non-cash impairment charges, losses on extinguishments of debt and other non-operating income or expense items, as well as certain non-recurring gains and losses. Inventory valuation adjustments that are excluded from the calculation of Adjusted EBITDA represent only the changes in lower of cost or market reserves on inventory that is carried at LIFO. These amounts are unrealized valuation adjustments applied to Sunoco LP’s fuel volumes remaining in inventory at the end of the period.

Segment Adjusted EBITDA and consolidated Adjusted EBITDA reflect amounts for unconsolidated affiliates based on the same recognition and measurement methods used to record equity in earnings of unconsolidated affiliates. Adjusted EBITDA related to unconsolidated affiliates excludes the same items with respect to the unconsolidated affiliate as those excluded from the calculation of Segment Adjusted EBITDA and consolidated Adjusted EBITDA, such as interest, taxes, depreciation, depletion, amortization and other non-cash items. Although these amounts are excluded from Adjusted EBITDA related to unconsolidated affiliates, such exclusion should not be understood to imply that we have control over the operations and resulting revenues and expenses of such affiliates. We do not control our unconsolidated affiliates; therefore, we do not control the earnings or cash flows of such affiliates. The use of Segment Adjusted EBITDA or Adjusted EBITDA related to unconsolidated affiliates as an analytical tool should be limited accordingly.

Segment Adjusted EBITDA, as reported for each segment in the following table, is analyzed for each segment in the section titled “Segment Operating Results.” Adjusted EBITDA is a non-GAAP measure 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 substitution for net income, income from operations, cash flows from operating activities or other GAAP measures.

Consolidated Results

Three Months EndedJune 30,Six Months EndedJune 30,
20252024Change20252024Change
Segment Adjusted EBITDA:
Intrastate transportation and storage$284$328$(44)$628$766$(138)
Interstate transportation and storage47039278982875107
Midstream768693751,6931,389304
NGL and refined products transportation and services1,0331,070(37)2,0112,059(48)
Crude oil transportation and services732801(69)1,4741,649(175)
Investment in Sunoco LP454320134912562350
Investment in USAC149144529928316
All other(24)12(36)(35)57(92)
Adjusted EBITDA (consolidated)$3,866$3,760$106$7,964$7,640$324
Three Months EndedJune 30,Six Months EndedJune 30,
20252024Change20252024Change
Reconciliation of net income to Adjusted EBITDA:
Net income$1,458$1,992$(534)$3,178$3,684$(506)
Depreciation, depletion and amortization1,3841,2131712,7512,467284
Interest expense, net of interest capitalized8657621031,6741,490184
Income tax expense79227(148)120316(196)
Impairment losses350(47)750(43)
Gain on interest rate derivative—(3)3—(12)12
Non-cash compensation expense333037076(6)
Unrealized (gains) losses on commodity risk management activities(100)(38)(62)(31)103(134)
Inventory valuation adjustments (Sunoco LP)40328(21)(98)77
Losses on extinguishments of debt1761119118
Adjusted EBITDA related to unconsolidated affiliates182170123493418
Equity in earnings of unconsolidated affiliates(105)(85)(20)(197)(183)(14)
Gain on sale of West Texas assets (Sunoco LP)—(598)598—(598)598
Other, net102845(7)52
Adjusted EBITDA (consolidated)$3,866$3,760$106$7,964$7,640$324

Net Income. For the three and six months ended June 30, 2025 compared to the same periods last year, net income decreased $534 million and $506 million, respectively, primarily due to the recognition of a $598 million gain in the prior periods on Sunoco LP’s sale of its West Texas assets, as well as increases in operating expenses of $116 million and $277 million, respectively, increases in depreciation, depletion and amortization of $171 million and $284 million, respectively, and increases in interest expense of $103 million and $184 million, respectively. These decreases in net income were partially offset by higher volumes in certain segments resulting from recent acquisitions and assets placed in service, decreases in income tax expense of $148 million and $196 million, respectively, decreases in impairment losses of $47 million and $43 million, respectively, and increases in equity in earnings of unconsolidated affiliates of $20 million and $14 million, respectively. In addition, for the six month ended June 30, 2025, net income included the non-recurring recognition of $160 million associated with Winter Storm Uri in 2021.

These changes are discussed in more detail below and in “Segment Operating Results.”

Adjusted EBITDA (consolidated). For the three and six months ended June 30, 2025 compared to the same periods last year, Adjusted EBITDA increased $106 million and $324 million, respectively, primarily driven by higher segment margin in our midstream segment and in our investment in Sunoco LP segment.

Additional discussion on the changes impacting Adjusted EBITDA is available in “Segment Operating Results.”

Depreciation, Depletion and Amortization. Depreciation, depletion and amortization increased for the three and six months ended June 30, 2025 compared to the same period last year primarily due to additional depreciation and amortization from assets recently placed in service and recent acquisitions.

Interest Expense, Net of Interest Capitalized. Interest expense, net of interest capitalized, increased for the three and six months ended June 30, 2025 compared to the same period last year primarily due to an increase in aggregate debt balances following the acquisitions of NuStar and WTG Midstream Holdings LLC and the refinancing of certain preferred units with long-term debt.

Income Tax Expense. For the three and six months ended June 30, 2025 compared to the same periods last year, income tax expense decreased primarily due to a taxable gain recognized by a corporate subsidiary of Sunoco LP upon its completion of the sale of convenience stores to 7-Eleven, Inc. in April 2024.

Impairment Losses. For the six months ended June 30, 2025, impairment losses were primarily related to USAC’s evaluation of the future deployment of its idle fleet under current market conditions. For the three and six months ended June 30, 2024, impairment losses were primarily related to Sunoco LP’s termination of a lease in June 2024.

Gain on Interest Rate Derivative. For the three and six months ended June 30, 2024, the gain on interest rate derivative resulted from changes in forward interest rates, which caused USAC’s interest rate swap to change in value. This interest rate derivative was terminated by USAC in August 2024.

Unrealized (Gains) Losses on Commodity Risk Management Activities. The unrealized gains and losses on our commodity risk management activities include changes in fair value of commodity derivatives and the hedged inventory included in designated fair value hedging relationships. Information on unrealized gains and losses within each segment is included in “Segment Operating Results,” and additional information on the commodity-related derivatives, including notional volumes, maturities and fair values, is available in “Item 3. Quantitative and Qualitative Disclosures About Market Risk” and in Note 12 to our consolidated financial statements included in “Item 1. Financial Statements.”

Inventory Valuation Adjustments. Inventory valuation adjustments represent changes in lower of cost or market reserves using the LIFO method on Sunoco LP’s inventory. These amounts are unrealized valuation adjustments applied to fuel volumes remaining in inventory at the end of the period. For the three months ended June 30, 2025 and 2024, the Partnership’s cost of products sold included Sunoco LP’s unfavorable inventory valuation adjustments of $40 million and $32 million, respectively, which decreased net income. For the six months ended June 30, 2025 and 2024, the Partnership’s cost of products sold included Sunoco LP’s favorable inventory valuation adjustments of $21 million and $98 million, respectively, which increased net income.

Losses on Extinguishments of Debt. For the three and six months ended June 30, 2025, loss on extinguishment of debt was primarily related to Sunoco LP's termination of bridge financing related to the pending Parkland acquisition. For the three and six months ended June 30, 2024, the loss on extinguishment of debt included amounts recognized upon debt redemptions by Energy Transfer, Sunoco LP and USAC.

Adjusted EBITDA Related to Unconsolidated Affiliatesand Equity in Earnings of Unconsolidated Affiliates. See additional information in “Supplemental Information on Unconsolidated Affiliates” and “Segment Operating Results.”

Gain on Sale of West Texas Assets. The gain on sale of West Texas assets was recognized by Sunoco LP in April 2024 on its sale of 204 convenience stores located in West Texas, New Mexico and Oklahoma to 7-Eleven Inc.

Other, Net. Other, net primarily includes the amortization of regulatory assets and other income and expense amounts.

Supplemental Information on Unconsolidated Affiliates

The following table presents financial information related to unconsolidated affiliates:

Three Months EndedJune 30,Six Months EndedJune 30,
20252024Change20252024Change
Equity in earnings of unconsolidated affiliates:
Citrus$40$27$13$73$64$9
MEP1814435314
White Cliffs541810(2)
Explorer79(2)1415(1)
SESH1410428208
Other2121—3943(4)
Total equity in earnings of unconsolidated affiliates$105$85$20$197$183$14
Adjusted EBITDA related to unconsolidated affiliates(1):
Citrus$88$82$6$167$163$4
MEP2622452484
White Cliffs10821819(1)
Explorer1214(2)2324(1)
SESH1513230264
Other3131—5961(2)
Total Adjusted EBITDA related to unconsolidated affiliates$182$170$12$349$341$8
Distributions received from unconsolidated affiliates:
Citrus$36$61$(25)$66$94$(28)
MEP2924555478
White Cliffs910(1)1821(3)
Explorer1010—1518(3)
SESH151412332(9)
Other2526(1)44404
Total distributions received from unconsolidated affiliates$124$145$(21)$221$252$(31)

(1)These amounts represent our proportionate share of the Adjusted EBITDA of our unconsolidated affiliates and are based on our equity in earnings or losses of our unconsolidated affiliates adjusted for our proportionate share of the unconsolidated affiliates’ interest, depreciation, depletion, amortization, non-cash items and taxes.

Segment Operating Results

We evaluate segment performance based on Segment Adjusted EBITDA, which we believe is an important performance measure of the core profitability of our operations. This measure represents the basis of our internal financial reporting and is one of the performance measures used by senior management in deciding how to allocate capital resources among business segments.

The following tables identify the components of Segment Adjusted EBITDA, which is calculated as follows:

Segment margin, operating expensesand selling, general and administrative expenses. These amounts represent the amounts included in our consolidated financial statements that are attributable to each segment.

Unrealized gains and losses on commodity risk management activities and inventory valuation adjustments. These are the unrealized amounts that are included in cost of products sold to calculate segment 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 expenses. This expense is not included in Segment Adjusted EBITDA and therefore is added back to calculate the segment measure.

Adjusted EBITDA related to unconsolidated affiliates. Adjusted EBITDA related to unconsolidated affiliates excludes the same items with respect to the unconsolidated affiliate as those excluded from the calculation of Segment Adjusted EBITDA, such as interest, taxes, depreciation, depletion, amortization and other non-cash items. Although these amounts are excluded from Adjusted EBITDA related to unconsolidated affiliates, such exclusion should not be understood to imply that we have control over the operations and resulting revenues and expenses of such affiliates. We do not control our unconsolidated affiliates; therefore, we do not control the earnings or cash flows of such affiliates.

The following analysis of segment operating results includes a measure of segment margin. Segment margin is a non-GAAP financial measure and is presented herein to assist in the analysis of segment operating results and particularly to facilitate an understanding of the impacts that changes in sales revenues have on the segment performance measure of Segment Adjusted EBITDA. Segment margin is similar to the GAAP measure of gross margin, except that segment margin excludes charges for depreciation, depletion and amortization. Among the GAAP measures reported by the Partnership, the most directly comparable measure to segment margin is Segment Adjusted EBITDA; a reconciliation of segment margin to Segment Adjusted EBITDA is included in the following tables for each segment where segment margin is presented.

In addition, for certain segments, the following sections include information on the components of segment margin by sales type, which components are included in order to provide additional disaggregated information to facilitate the analysis of segment margin and Segment Adjusted EBITDA. For example, these components include transportation margin, storage margin and other margin. These components of segment margin are calculated consistent with the calculation of segment margin; therefore, these components also exclude charges for depreciation, depletion and amortization.

Intrastate Transportation and Storage

Three Months EndedJune 30,Six Months EndedJune 30,
20252024Change20252024Change
Natural gas transported (BBtu/d)14,22913,1431,08614,22413,660564
Withdrawals from storage natural gas inventory (BBtu)———8,2258,230(5)
Revenues$931$637$294$2,225$1,555$670
Cost of products sold5612053561,525692833
Segment margin370432(62)700863(163)
Unrealized (gains) losses on commodity risk management activities(21)(29)8553520
Operating expenses, excluding non-cash compensation expense(61)(66)5(118)(119)1
Selling, general and administrative expenses, excluding non-cash compensation expense(10)(14)4(24)(26)2
Adjusted EBITDA related to unconsolidated affiliates55—1112(1)
Other1—1413
Segment Adjusted EBITDA$284$328$(44)$628$766$(138)

Volumes. For the three and six months ended June 30, 2025 compared to the same periods last year, transported volumes of gas on our Texas intrastate pipelines increased primarily due to more third-party transportation. For the six months ended June 30, 2025 compared to the same period last year, the increase is partially offset by lower gas production from the Haynesville area. Transported volumes reported above exclude volumes attributable to purchases and sales of gas for our pipelines’ own accounts and the optimization of any unused capacity.

Segment Margin. The components of our intrastate transportation and storage segment margin were as follows:

Three Months EndedJune 30,Six Months EndedJune 30,
20252024Change20252024Change
Transportation fees$211$222$(11)$432$444$(12)
Natural gas sales and other (excluding unrealized gains and losses)102147(45)231398(167)
Retained fuel (excluding unrealized gains and losses)1394291712
Storage margin (excluding unrealized gains and losses and fair value inventory adjustments)2325(2)633924
Unrealized gains (losses) on commodity risk management activities and fair value inventory adjustments2129(8)(55)(35)(20)
Total segment margin$370$432$(62)$700$863$(163)

Segment Adjusted EBITDA. For the three months ended June 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our intrastate transportation and storage segment decreased due to the net impact of the following:

a decrease of $45 million in realized natural gas sales and other primarily due to lower optimization volumes with shifts to long-term third-party contracts from the Permian and narrower price spreads;

a decrease of $11 million in transportation fees primarily due to the recovery in the prior period of certain disputed fees on our Texas system; and

a decrease of $2 million in storage margin primarily due to lower storage optimization; partially offset by

a decrease of $5 million in operating expenses primarily due to a decrease in maintenance projects costs; and

an increase of $4 million in retained fuel margin primarily due to higher gas prices.

For the six months ended June 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our intrastate transportation and storage segment decreased due to the net impact of the following:

a decrease of $167 million in realized natural gas sales and other primarily due to lower pipeline optimization as a result of lower volatility in natural gas prices, lower optimization volumes with shifts to long-term third-party contracts from the Permian and narrower price spreads; and

a decrease of $12 million in transportation fees primarily due to the recovery in the prior period of certain disputed fees on our Texas system; partially offset by

an increase of $24 million in storage margin primarily due to higher storage optimization;

an increase of $12 million in retained fuel margin primarily due to higher gas prices;

a decrease of $2 million in selling, general and administrative expenses primarily due to lower legal fees; and

a decrease of $1 million in operating expenses primarily due to a decrease in maintenance project costs.

Interstate Transportation and Storage

Three Months EndedJune 30,Six Months EndedJune 30,
20252024Change20252024Change
Natural gas transported (BBtu/d)18,15316,3371,81618,17816,9321,246
Natural gas sold (BBtu/d)302010322210
Revenues$590$519$71$1,211$1,121$90
Cost of products sold321532
Segment margin587517701,2061,11888
Operating expenses, excluding non-cash compensation, amortization and accretion expenses(221)(210)(11)(410)(413)3
Selling, general and administrative expenses, excluding non-cash compensation, amortization and accretion expenses(26)(32)6(63)(65)2
Adjusted EBITDA related to unconsolidated affiliates1301181224923613
Other—(1)1—(1)1
Segment Adjusted EBITDA$470$392$78$982$875$107

Volumes. For the three and six months ended June 30, 2025 compared to the same periods last year, transported volumes increased primarily due to more capacity sold and higher utilization on several of our major pipeline systems due to increased demand.

Segment Adjusted EBITDA. For the three months ended June 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our interstate transportation and storage segment increased due to the net impact of the following:

an increase of $70 million in segment margin primarily due to a $35 million negative impact in the prior period related to the conclusion of a rate case on our Panhandle system, a $33 million increase in transportation revenue from several of our interstate pipeline systems due to higher contracted volumes and a $4 million increase due to higher storage and liquids revenue; and

an increase of $12 million in Adjusted EBITDA related to unconsolidated affiliates due to a $6 million increase from our Citrus joint venture, a $4 million increase from our Midcontinent Express Pipeline joint venture and a $2 million increase from our Southeast Supply Header pipeline joint venture; partially offset by

an increase of $11 million in operating expenses primarily due to an increase in volume-driven expenses.

For the six months ended June 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our interstate transportation and storage segment increased due to the net impact of the following:

an increase of $88 million in segment margin primarily due to a $37 million increase in transportation revenue from several of our interstate pipeline systems due to higher contracted volumes, a $35 million negative impact in the prior period related to the conclusion of a rate case on our Panhandle system, an $11 million increase in operational gas sales and an $8 million increase from storage revenue; and

an increase of $13 million in Adjusted EBITDA related to unconsolidated affiliates primarily due to a $4 million increase from our Citrus joint venture, a $4 million increase from our Midcontinent Express Pipeline joint venture and a $4 million increase from our Southeast Supply Header pipeline joint venture.

Midstream

Three Months EndedJune 30,Six Months EndedJune 30,
20252024Change20252024Change
Gathered volumes (BBtu/d)21,32919,4371,89220,87219,6801,192
NGLs produced (MBbls/d)1,1819552261,135922213
Equity NGLs (MBbls/d)6456862548
Revenues$3,135$2,507$628$6,791$5,281$1,510
Cost of products sold1,9111,4574544,1713,176995
Segment margin1,2241,0501742,6202,105515
Operating expenses, excluding non-cash compensation expense(416)(321)(95)(837)(644)(193)
Selling, general and administrative expenses, excluding non-cash compensation expense(47)(43)(4)(103)(87)(16)
Adjusted EBITDA related to unconsolidated affiliates66—1112(1)
Other11—23(1)
Segment Adjusted EBITDA$768$693$75$1,693$1,389$304

Volumes. For the three and six months ended June 30, 2025 compared to the same periods last year, gathered volumes increased primarily due to newly acquired assets, as well as additional and upgraded plants in the Permian region, partially offset by lower dry gas gathering in the Northeast and Ark-La-Tex regions. NGL production increased primarily due to recently acquired assets and increased Permian plant utilization.

Segment Adjusted EBITDA. For the three months ended June 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our midstream segment increased due to the net impact of the following:

an increase of $176 million in segment margin primarily due to recently acquired assets and higher volumes in the Permian region; and

an increase of $11 million in segment margin due to higher natural gas prices of $38 million, partially offset by lower NGL prices of $27 million; partially offset by

a decrease of $13 million in segment margin due to lower dry gas volumes in the Northeast and Ark-La-Tex regions;

an increase of $95 million in operating expenses primarily due to recently acquired assets and assets placed in service as well as higher employee costs; and

an increase of $4 million in selling, general and administrative expenses due to an adjustment to the workers’ compensation reserve in the prior period and higher corporate allocations.

For the six months ended June 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our midstream segment increased due to the net impact of the following:

an increase of $359 million in segment margin primarily due to recently acquired assets and higher volumes in the Permian region;

an increase of $160 million in segment margin due to the non-recurring recognition of certain amounts associated with Winter Storm Uri in 2021, which represents the remainder of midstream segment margin from Winter Storm Uri that had not already been recognized; and

an increase of $39 million in segment margin due to higher natural gas prices of $73 million, partially offset by lower NGL prices of $34 million; partially offset by

a decrease of $43 million in segment margin due to lower dry gas volumes in the Northeast and Ark-La-Tex regions;

an increase of $193 million in operating expenses due to recently acquired assets and assets placed in service as well as higher employee costs; and

an increase of $16 million in selling, general and administrative expenses due to higher corporate allocations and an adjustment to the workers’ compensation reserve in the prior period.

NGL and Refined Products Transportation and Services

Three Months EndedJune 30,Six Months EndedJune 30,
20252024Change20252024Change
NGL transportation volumes (MBbls/d)2,3312,235962,2542,16193
Refined products transportation volumes (MBbls/d)599602(3)587587—
NGL and refined products terminal volumes (MBbls/d)1,5531,506471,5031,45152
NGL fractionation volumes (MBbls/d)1,1501,093571,1201,07347
Revenues$5,941$5,795$146$12,850$12,321$529
Cost of products sold4,6354,51212310,2769,831445
Segment margin1,3061,283232,5742,49084
Unrealized (gains) losses on commodity risk management activities(34)20(54)(60)42(102)
Operating expenses, excluding non-cash compensation expense(230)(232)2(477)(460)(17)
Selling, general and administrative expenses, excluding non-cash compensation expense(41)(34)(7)(89)(76)(13)
Adjusted EBITDA related to unconsolidated affiliates3233(1)6363—
Segment Adjusted EBITDA$1,033$1,070$(37)$2,011$2,059$(48)

Volumes. For the three and six months ended June 30, 2025 compared to the same periods last year, NGL transportation volumes increased primarily due to higher volumes from the Permian region. The increase in transportation volumes also led to higher fractionated volumes at our Mont Belvieu NGL Complex.

Segment Margin. The components of our NGL and refined products transportation and services segment margin were as follows:

Three Months EndedJune 30,Six Months EndedJune 30,
20252024Change20252024Change
Transportation margin$687$654$33$1,303$1,269$34
Fractionators and refinery services margin24423212462465(3)
Terminal services margin251249248445826
Storage margin7575—1561542
Marketing margin1593(78)109186(77)
Unrealized gains (losses) on commodity risk management activities34(20)5460(42)102
Total segment margin$1,306$1,283$23$2,574$2,490$84

Segment Adjusted EBITDA. For the three months ended June 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our NGL and refined products transportation and services segment decreased due to the net impact of the following:

a decrease of $78 million in marketing margin (excluding unrealized gains and losses on commodity risk management activities) primarily due to lower gains from the optimization of hedged NGL and refined product inventories; and

an increase of $7 million in selling, general and administrative expenses primarily due to increased costs from recently acquired assets; partially offset by

an increase of $33 million in transportation margin primarily due to higher throughput and contractual rate escalations on our Mariner East and our Gulf Coast pipeline systems; and

an increase of $12 million in fractionators and refinery services margin primarily due to higher throughput.

For the six months ended June 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our NGL and refined products transportation and services segment decreased due to the net impact of the following:

a decrease of $77 million in marketing margin (excluding unrealized gains and losses on commodity risk management activities) primarily due to lower gains from the optimization of hedged NGL and refined product inventories;

an increase of $17 million in operating expenses primarily due to a $12 million increase in employee costs, a $6 million increase resulting from the timing of project related expenses, a $3 million increase in ad valorem taxes and increases totaling $4 million from various other operating expenses. These increases were partially offset by a $7 million decrease in gas and power utility costs; and

an increase of $13 million in selling, general and administrative expenses primarily due to increased costs from recently acquired assets; partially offset by

an increase of $34 million in transportation margin primarily due to higher throughput and contractual rate escalations on our Mariner East and our Gulf Coast pipeline systems; and

an increase of $26 million in terminal services margin primarily due to a $23 million increase in fees from loading volumes for export at our Nederland and Marcus Hook terminals and a $3 million increase from higher throughput and storage at our refined product terminals.

Crude Oil Transportation and Services

Three Months EndedJune 30,Six Months EndedJune 30,
20252024Change20252024Change
Crude oil transportation volumes (MBbls/d)7,0496,4905596,8856,297588
Crude oil terminal volumes (MBbls/d)3,2163,291(75)3,2673,2661
Revenues$5,748$7,372$(1,624)$11,956$15,010$(3,054)
Cost of products sold4,7256,309(1,584)9,93912,903(2,964)
Segment margin1,0231,063(40)2,0172,107(90)
Unrealized gains on commodity risk management activities(25)(19)(6)(25)—(25)
Operating expenses, excluding non-cash compensation expense(237)(216)(21)(450)(404)(46)
Selling, general and administrative expenses, excluding non-cash compensation expense(38)(36)(2)(82)(72)(10)
Adjusted EBITDA related to unconsolidated affiliates8711416(2)
Other12(1)—2(2)
Segment Adjusted EBITDA$732$801$(69)$1,474$1,649$(175)

Volumes. For the three and six months ended June 30, 2025 compared to the same periods last year, crude oil transportation volumes were higher due to continued growth on our gathering systems and from assets contributed upon the recent formation of the ET-S Permian joint venture with Sunoco LP, partially offset by lower volumes on our Bakken Pipeline. For the three months ended June 30, 2025 compared to the same period last year, crude terminal volumes were lower primarily due to lower volumes received from our Bakken Pipeline system.

Segment Adjusted EBITDA. For the three months ended June 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our crude oil transportation and services segment decreased due to the net impact of the following:

a decrease of $46 million in segment margin (excluding unrealized gains and losses on commodity risk management activities) due to decreased transportation revenue, primarily from our Bakken Pipeline system, partially offset by increases from assets contributed upon the formation of the ET-S Permian joint venture;

an increase of $21 million in operating expenses primarily due to a $10 million increase from assets contributed upon the formation of the ET-S Permian joint venture, a $6 million increase in employee costs and a $5 million increase in expense projects; and

an increase of $2 million in selling, general and administrative expenses primarily due to costs associated with the ET-S Permian joint venture.

For the six months ended June 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our crude oil transportation and services segment decreased due to the net impact of the following:

a decrease of $115 million in segment margin (excluding unrealized gains and losses on commodity risk management activities) due to decreased transportation revenue, primarily from our Bakken Pipeline system, and optimization revenues from existing assets, partially offset by increases from assets contributed upon the formation of the ET-S Permian joint venture;

an increase of $46 million in operating expenses primarily due to a $19 million increase from assets contributed upon the formation of the ET-S Permian joint venture, a $10 million increase in employee costs, a $7 million increase in right of way lease expenses and a $5 million increase in maintenance project costs; and

an increase of $10 million in selling, general and administrative expenses primarily due to costs associated with the ET-S Permian joint venture.

Investment in Sunoco LP

Three Months EndedJune 30,Six Months EndedJune 30,
20252024Change20252024Change
Revenues$5,390$6,173$(783)$10,569$11,672$(1,103)
Cost of products sold4,8215,609(788)9,34710,624(1,277)
Segment margin56956451,2221,048174
Unrealized (gains) losses on commodity risk management activities(7)(6)(1)(8)7(15)
Operating expenses, excluding non-cash compensation expense(162)(149)(13)(320)(254)(66)
Selling, general and administrative expenses, excluding non-cash compensation expense(47)(132)85(83)(164)81
Adjusted EBITDA related to unconsolidated affiliates51348101695
Inventory valuation adjustments40328(21)(98)77
Other108221174
Segment Adjusted EBITDA$454$320$134$912$562$350

The investment in Sunoco LP segment reflects the consolidated results of Sunoco LP.

Segment Adjusted EBITDA. For the three months ended June 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our investment in Sunoco LP segment increased due to the net impact of the following:

an increase of $12 million in segment margin (excluding unrealized gains and losses on commodity risk management activities and inventory valuation adjustments) primarily due to the acquisition of NuStar, which was acquired in May 2024 and therefore is only reflected for two months in the prior period. This increase was partially offset by a decrease of $50 million from Sunoco LP’s deconsolidation of certain of NuStar’s assets in connection with the formation of ET-S Permian effective July 1, 2024, as well as a $29 million decrease in fuel profit due to lower profit per gallon;

an increase of $48 million in Adjusted EBITDA related to unconsolidated affiliates due to the formation of ET-S Permian; and

a decrease of $85 million in selling, general and administrative expenses, excluding non-cash compensation expense, primarily related to one-time NuStar acquisition costs in 2024; partially offset by

an increase of $13 million in operating expenses due to increased costs from the acquisition of NuStar, which was acquired in May 2024 and therefore is only reflected for two months in the prior period. This increase was partially offset by a decrease of $6 million from Sunoco LP’s deconsolidation of certain of NuStar’s assets in connection with the formation of ET-S Permian effective July 1, 2024.

For the six months ended June 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our investment in Sunoco LP segment increased due to the net impact of the following:

an increase of $236 million in segment margin (excluding unrealized gains and losses on commodity risk management activities and inventory valuation adjustments) primarily due to the acquisitions of NuStar and Zenith European terminals. NuStar was acquired in May 2024, and the prior period only reflected two months of results. This increase was partially offset by a decrease of $50 million from Sunoco LP’s deconsolidation of certain of NuStar’s assets in connection with the formation of ET-S Permian effective July 1, 2024, as well as a $32 million decrease in fuel profit due to lower profit per gallon; and

an increase of $95 million in Adjusted EBITDA related to unconsolidated affiliates due to the formation of ET-S Permian; and

a decrease of $81 million in selling, general and administrative expenses, excluding non-cash compensation expense, related to one-time NuStar acquisition costs in 2024; partially offset by

an increase of $66 million in operating expenses due to increased costs from the acquisition of NuStar, which was acquired in May 2024 and therefore is only reflected for two months in the prior period. This increase was partially offset by a decrease of $6 million from Sunoco LP’s deconsolidation of certain of NuStar’s assets in connection with the formation of ET-S Permian effective July 1, 2024.

Investment in USAC

Three Months EndedJune 30,Six Months EndedJune 30,
20252024Change20252024Change
Revenues$250$236$14$495$465$30
Cost of products sold4036478726
Segment margin2102001041739324
Operating expenses, excluding non-cash compensation expense(47)(43)(4)(90)(82)(8)
Selling, general and administrative expenses, excluding non-cash compensation expense(14)(14)—(28)(29)1
Other—1(1)—1(1)
Segment Adjusted EBITDA$149$144$5$299$283$16

The investment in USAC segment reflects the consolidated results of USAC.

Segment Adjusted EBITDA. For the three months ended June 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our investment in USAC segment increased due to the net impact of the following:

an increase of $10 million in segment margin primarily due to higher revenue-generating horsepower as a result of increased demand for compression services and higher market-based rates on newly deployed and redeployed compression units; partially offset by

an increase of $4 million in operating expenses primarily due to an increase in employee costs associated with increased revenue-generating horsepower.

For the six months ended June 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our investment in USAC segment increased due to the net impact of the following:

an increase of $24 million in segment margin primarily due to higher revenue-generating horsepower as a result of increased demand for compression services and higher market-based rates on newly deployed and redeployed compression units; partially offset by

an increase of $8 million in operating expenses primarily due to an increase in employee costs associated with increased revenue-generating horsepower.

All Other

Three Months EndedJune 30,Six Months EndedJune 30,
20252024Change20252024Change
Revenues$936$296$640$1,931$762$1,169
Cost of products sold9092876221,9047381,166
Segment margin2791827243
Unrealized (gains) losses on commodity risk management activities(14)(4)(10)619(13)
Operating expenses, excluding non-cash compensation expense—(3)3(1)(9)8
Selling, general and administrative expenses, excluding non-cash compensation expense(13)(8)(5)(26)(20)(6)
Adjusted EBITDA related to unconsolidated affiliates21122—
Other and eliminations(26)17(43)(43)41(84)
Segment Adjusted EBITDA$(24)$12$(36)$(35)$57$(92)

Amounts reflected in our all other segment primarily include:

our natural gas marketing operations;

our wholly owned natural gas compression operations; and

our natural resources business.

Segment Adjusted EBITDA. For the three months ended June 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our all other segment decreased due to the net impact of the following:

a decrease of $48 million due to the intersegment elimination of Sunoco LP’s 32.5% share of ET-S Permian, which is consolidated in our crude oil transportation and services segment and also reflected as an unconsolidated affiliate in our investment in Sunoco LP segment; partially offset by

an increase of $9 million in our natural gas marketing business; and

an increase of $4 million from our compressor packaging business.

For the six months ended June 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our all other segment decreased due to the net impact of the following:

a decrease of $95 million due to the intersegment elimination of Sunoco LP’s 32.5% share of ET-S Permian, which is consolidated in our crude oil transportation and services segment and also reflected as an unconsolidated affiliate in our investment in Sunoco LP segment;

a decrease of $5 million from our natural resources business; and

a decrease of $4 million in our natural gas marketing business; partially offset by

an increase of $6 million from our compressor packaging business; and

an increase of $6 million in lease income on recently acquired real estate.

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