Energy Transfer LP
For the period ended Sep 30, 2025. Filed Nov 6, 2025.
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Sep 30, 2025 · Filed Nov 6, 2025
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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 affiliates 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 EndedSeptember 30, | Nine Months EndedSeptember 30, | |||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | Change | 2025 | 2024 | Change | |
| Segment Adjusted EBITDA: | ||||||
| Intrastate transportation and storage | $230 | $329 | $(99) | $858 | $1,095 | $(237) |
| Interstate transportation and storage | 431 | 460 | (29) | 1,413 | 1,335 | 78 |
| Midstream | 751 | 816 | (65) | 2,444 | 2,205 | 239 |
| NGL and refined products transportation and services | 1,054 | 1,012 | 42 | 3,065 | 3,071 | (6) |
| Crude oil transportation and services | 746 | 768 | (22) | 2,220 | 2,417 | (197) |
| Investment in Sunoco LP | 489 | 456 | 33 | 1,401 | 1,018 | 383 |
| Investment in USAC | 160 | 146 | 14 | 459 | 429 | 30 |
| All other | (23) | (28) | 5 | (58) | 29 | (87) |
| Adjusted EBITDA (consolidated) | $3,838 | $3,959 | $(121) | $11,802 | $11,599 | $203 |
| Three Months EndedSeptember 30, | Nine Months EndedSeptember 30, | |||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | Change | 2025 | 2024 | Change | |
| Reconciliation of net income to Adjusted EBITDA: | ||||||
| Net income | $1,292 | $1,434 | $(142) | $4,470 | $5,118 | $(648) |
| Depreciation, depletion and amortization | 1,440 | 1,324 | 116 | 4,191 | 3,791 | 400 |
| Interest expense, net of interest capitalized | 890 | 828 | 62 | 2,564 | 2,318 | 246 |
| Income tax expense | 87 | 89 | (2) | 207 | 405 | (198) |
| Impairment losses | 1 | — | 1 | 8 | 50 | (42) |
| (Gain) loss on interest rate derivative | — | 6 | (6) | — | (6) | 6 |
| Non-cash compensation expense | 40 | 37 | 3 | 110 | 113 | (3) |
| Unrealized (gains) losses on commodity risk management activities | (1) | (53) | 52 | (32) | 50 | (82) |
| Inventory valuation adjustments (Sunoco LP) | (10) | 197 | (207) | (31) | 99 | (130) |
| Losses on extinguishments of debt | 12 | — | 12 | 31 | 11 | 20 |
| Adjusted EBITDA related to unconsolidated affiliates | 193 | 181 | 12 | 542 | 522 | 20 |
| Equity in earnings of unconsolidated affiliates | (116) | (102) | (14) | (313) | (285) | (28) |
| Gain on sale of West Texas assets (Sunoco LP) | — | — | — | — | (598) | 598 |
| Other, net | 10 | 18 | (8) | 55 | 11 | 44 |
| Adjusted EBITDA (consolidated) | $3,838 | $3,959 | $(121) | $11,802 | $11,599 | $203 |
Net Income. For the three months ended September 30, 2025 compared to the same period last year, net income decreased $142 million, or 10%, primarily due to a $121 million decrease in Adjusted EBITDA, a $116 million increase in depreciation, depletion and amortization, a $62 million increase in interest expense, net of interest capitalized, and a $52 million unfavorable impact from unrealized gains and losses on commodity risk management activities, partially offset by a $207 million favorable impact from inventory valuation adjustments.
For the nine months ended September 30, 2025 compared to the same period last year, net income decreased $648 million, or 13%, primarily due to a $598 million gain recognized by Sunoco LP on its sale of West Texas assets in the prior period, a $400 million increase in depreciation, depletion and amortization and a $246 million increase in interest expense, net of interest capitalized, partially offset by a $203 million increase in Adjusted EBITDA, a $198 million decrease in income tax expense and a $130 million favorable impact from inventory valuation adjustments.
These changes are discussed in more detail below and in “Segment Operating Results.”
Adjusted EBITDA (consolidated). For the three months ended September 30, 2025 compared to the same period last year, Adjusted EBITDA decreased $121 million, or 3%, primarily due to lower segment margin and higher operating expenses in multiple reportable segments.
For the nine months ended September 30, 2025 compared to the same period last year, Adjusted EBITDA increased $203 million, or 2%, primarily due to higher segment margin in our midstream segment and in our investment in Sunoco LP segment, partially offset by decreases in our intrastate transportation and storage segment and our crude oil transportation and services 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 nine months ended September 30, 2025 compared to the same periods 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 nine months ended September 30, 2025 compared to the same periods 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 nine months ended September 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 2024.
Impairment Losses. For the three and nine months ended September 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 nine months ended September 30, 2024, impairment losses were primarily related to Sunoco LP’s termination of a lease in June 2024.
(Gain) Loss on Interest Rate Derivative. For the three and nine months ended September 30, 2024, the gain and loss 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 and nine months ended September 30, 2025, the Partnership’s cost of products sold included favorable inventory valuation adjustments of $10 million and $31 million, respectively, which increased net income. For the three and nine months ended September 30, 2024, the Partnership’s cost of products sold included unfavorable inventory adjustments of $197 million and $99 million, respectively, which decreased net income.
Losses on Extinguishments of Debt. For the three and nine months ended September 30, 2025, the loss on extinguishment of debt was primarily related to Sunoco LP's termination of bridge financing related to the Parkland acquisition. For the nine months ended September 30, 2024, losses 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 EndedSeptember 30, | Nine Months EndedSeptember 30, | |||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | Change | 2025 | 2024 | Change | |
| Equity in earnings of unconsolidated affiliates: | ||||||
| Citrus | $41 | $41 | $— | $114 | $105 | $9 |
| MEP | 19 | 16 | 3 | 54 | 47 | 7 |
| White Cliffs | 5 | 4 | 1 | 13 | 14 | (1) |
| Explorer | 8 | 11 | (3) | 22 | 26 | (4) |
| SESH | 14 | 12 | 2 | 42 | 32 | 10 |
| Other | 29 | 18 | 11 | 68 | 61 | 7 |
| Total equity in earnings of unconsolidated affiliates | $116 | $102 | $14 | $313 | $285 | $28 |
| Adjusted EBITDA related to unconsolidated affiliates(1): | ||||||
| Citrus | $88 | $89 | $(1) | $255 | $252 | $3 |
| MEP | 28 | 25 | 3 | 80 | 73 | 7 |
| White Cliffs | 10 | 9 | 1 | 28 | 28 | — |
| Explorer | 12 | 17 | (5) | 35 | 41 | (6) |
| SESH | 15 | 13 | 2 | 45 | 39 | 6 |
| Other | 40 | 28 | 12 | 99 | 89 | 10 |
| Total Adjusted EBITDA related to unconsolidated affiliates | $193 | $181 | $12 | $542 | $522 | $20 |
| Distributions received from unconsolidated affiliates: | ||||||
| Citrus | $10 | $— | $10 | $76 | $94 | $(18) |
| MEP | 26 | 16 | 10 | 81 | 63 | 18 |
| White Cliffs | 9 | 9 | — | 27 | 30 | (3) |
| Explorer | 8 | 11 | (3) | 23 | 29 | (6) |
| SESH | 15 | 15 | — | 38 | 47 | (9) |
| Other | 24 | 20 | 4 | 68 | 60 | 8 |
| Total distributions received from unconsolidated affiliates | $92 | $71 | $21 | $313 | $323 | $(10) |
(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 EndedSeptember 30, | Nine Months EndedSeptember 30, | |||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | Change | 2025 | 2024 | Change | |
| Natural gas transported (BBtu/d) | 13,861 | 13,214 | 647 | 14,102 | 13,510 | 592 |
| Withdrawals from storage natural gas inventory (BBtu) | — | 2,325 | (2,325) | 8,225 | 10,555 | (2,330) |
| Revenues | $869 | $678 | $191 | $3,094 | $2,233 | $861 |
| Cost of products sold | 546 | 272 | 274 | 2,071 | 964 | 1,107 |
| Segment margin | 323 | 406 | (83) | 1,023 | 1,269 | (246) |
| Unrealized (gains) losses on commodity risk management activities | (16) | (11) | (5) | 39 | 24 | 15 |
| Operating expenses, excluding non-cash compensation expense | (72) | (61) | (11) | (190) | (180) | (10) |
| Selling, general and administrative expenses, excluding non-cash compensation expense | (12) | (11) | (1) | (36) | (37) | 1 |
| Adjusted EBITDA related to unconsolidated affiliates | 6 | 6 | — | 17 | 18 | (1) |
| Other | 1 | — | 1 | 5 | 1 | 4 |
| Segment Adjusted EBITDA | $230 | $329 | $(99) | $858 | $1,095 | $(237) |
Volumes. For the three and nine months ended September 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 nine months ended September 30, 2025 compared to the same period last year, the increase was 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 table below represents the components of our intrastate transportation and storage segment margin. Amounts previously reported for transportation fees, natural gas sales and other, and retained fuel revenues have been adjusted to reflect the reclassification of certain amounts to conform to the current period presentation; these changes did not impact total segment margin.
| Three Months EndedSeptember 30, | Nine Months EndedSeptember 30, | |||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | Change | 2025 | 2024 | Change | |
| Transportation fees | $218 | $208 | $10 | $659 | $655 | $4 |
| Natural gas sales and other (excluding unrealized gains and losses) | 67 | 168 | (101) | 300 | 567 | (267) |
| Retained fuel (excluding unrealized gains and losses) | 8 | 4 | 4 | 26 | 17 | 9 |
| Storage margin (excluding unrealized gains and losses and fair value inventory adjustments) | 14 | 15 | (1) | 77 | 54 | 23 |
| Unrealized gains (losses) on commodity risk management activities and fair value inventory adjustments | 16 | 11 | 5 | (39) | (24) | (15) |
| Total segment margin | $323 | $406 | $(83) | $1,023 | $1,269 | $(246) |
Segment Adjusted EBITDA. For the three months ended September 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 $101 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; and
an increase of $11 million in operating expenses primarily due to increases in ad valorem taxes and maintenance project costs; partially offset by
an increase of $10 million in transportation fees primarily due to the volume shift to long-term third party contracts from our optimization group on our Texas system; and
an increase of $4 million in retained fuel margin primarily due to higher gas prices.
For the nine months ended September 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 $267 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
an increase of $10 million in operating expenses primarily due to increases in ad valorem taxes and employee costs; partially offset by
an increase of $23 million in storage margin primarily due to higher storage optimization;
an increase of $9 million in retained fuel margin primarily due to higher gas prices;
an increase of $4 million in transportation fees primarily due to the volume shift to long-term third-party contracts from our optimization group on our Texas system, partially offset by the recovery in the prior period of certain disputed fees on our Texas system; and
a decrease of $1 million in selling, general and administrative expenses primarily due to lower legal fees.
Interstate Transportation and Storage
| Three Months EndedSeptember 30, | Nine Months EndedSeptember 30, | |||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | Change | 2025 | 2024 | Change | |
| Natural gas transported (BBtu/d) | 18,013 | 16,616 | 1,397 | 18,123 | 16,826 | 1,297 |
| Natural gas sold (BBtu/d) | 43 | 39 | 4 | 35 | 27 | 8 |
| Revenues | $603 | $575 | $28 | $1,814 | $1,696 | $118 |
| Cost of products sold | 3 | 3 | — | 8 | 6 | 2 |
| Segment margin | 600 | 572 | 28 | 1,806 | 1,690 | 116 |
| Operating expenses, excluding non-cash compensation, amortization and accretion expenses | (271) | (203) | (68) | (681) | (616) | (65) |
| Selling, general and administrative expenses, excluding non-cash compensation, amortization and accretion expenses | (29) | (34) | 5 | (92) | (99) | 7 |
| Adjusted EBITDA related to unconsolidated affiliates | 129 | 125 | 4 | 378 | 361 | 17 |
| Other | 2 | — | 2 | 2 | (1) | 3 |
| Segment Adjusted EBITDA | $431 | $460 | $(29) | $1,413 | $1,335 | $78 |
Volumes. For the three and nine months ended September 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 systems due to increased demand.
Segment Adjusted EBITDA. For the three months ended September 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our interstate transportation and storage segment decreased due to the net impact of the following:
an increase of $68 million in operating expenses primarily due to a $43 million increase related to the resolution of a prior period ad valorem tax obligation on our Rover system, an $11 million increase in transportation expense and an aggregate $15 million increase in other items, primarily including ad valorem taxes, maintenance projects and revaluation of system gas; partially offset by
an increase of $28 million in segment margin primarily due to a $25 million increase in transportation revenue from several of our interstate pipeline systems due to higher contracted volumes and a $6 million increase in operational gas sales. These increases were partially offset by a $4 million decrease in interruptible usage and parking revenue.
For the nine months ended September 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 $116 million in segment margin primarily due to a $63 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 and a $19 million increase in operational gas sales; and
an increase of $17 million in Adjusted EBITDA related to unconsolidated affiliates primarily due to a $7 million increase from our Midcontinent Express Pipeline joint venture, a $6 million increase from our Southeast Supply Header pipeline joint venture and a $3 million increase from our Citrus joint venture; partially offset by
an increase of $65 million in operating expenses primarily due to a $43 million increase from the resolution of a prior period ad valorem tax obligation on our Rover system, a $26 million increase in transportation expense and a $17 million increase in direct costs, primarily including ad valorem taxes, employee costs and electricity costs, partially offset by a $15 million decrease in maintenance projects and a $6 million decrease in revaluation of system gas and storage expense.
Midstream
| Three Months EndedSeptember 30, | Nine Months EndedSeptember 30, | |||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | Change | 2025 | 2024 | Change | |
| Gathered volumes (BBtu/d) | 21,581 | 21,027 | 554 | 21,111 | 20,132 | 979 |
| NGLs produced (MBbls/d) | 1,149 | 1,094 | 55 | 1,140 | 980 | 160 |
| Equity NGLs (MBbls/d) | 67 | 65 | 2 | 64 | 58 | 6 |
| Revenues | $2,992 | $2,758 | $234 | $9,783 | $8,039 | $1,744 |
| Cost of products sold | 1,746 | 1,551 | 195 | 5,917 | 4,727 | 1,190 |
| Segment margin | 1,246 | 1,207 | 39 | 3,866 | 3,312 | 554 |
| Operating expenses, excluding non-cash compensation expense | (459) | (411) | (48) | (1,296) | (1,055) | (241) |
| Selling, general and administrative expenses, excluding non-cash compensation expense | (48) | (57) | 9 | (151) | (144) | (7) |
| Adjusted EBITDA related to unconsolidated affiliates | 11 | 6 | 5 | 22 | 18 | 4 |
| Other | 1 | 71 | (70) | 3 | 74 | (71) |
| Segment Adjusted EBITDA | $751 | $816 | $(65) | $2,444 | $2,205 | $239 |
Volumes. For the three and nine months ended September 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 September 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our midstream segment decreased due to the net impact of the following:
a decrease of $70 million in other income due to the recognition of proceeds from a business interruption claim in September 2024;
an increase of $48 million in operating expenses primarily due to recently acquired assets and assets placed in service, as well as the impact of certain estimates recorded in the prior period which were subsequently adjusted. The increase also included a $9 million increase in ad valorem taxes and a $6 million increase related to increased volumes and repairs in the Permian region; and
a decrease of $2 million in segment margin due to lower dry gas volumes in the Northeast and Ark-La-Tex regions; partially offset by
an increase of $34 million in segment margin primarily due to recently acquired assets and higher volumes in the Permian region;
an increase of $7 million in segment margin due to higher natural gas prices of $32 million, partially offset by lower NGL prices of $25 million;
a decrease of $9 million in selling, general and administrative expenses due to a $3 million decrease resulting from one-time expenses in the prior period, as well as a $3 million decrease in legal fees and a $2 million decrease in insurance expenses; and
an increase of $5 million in Adjusted EBITDA related to unconsolidated affiliates due to the one-time recognition of fee credits associated with a contract restructuring.
For the nine months ended September 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 $393 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;
an increase of $46 million in segment margin due to higher natural gas prices of $105 million, partially offset by lower NGL prices of $59 million; and
an increase of $4 million in Adjusted EBITDA related to unconsolidated affiliates due to the one-time recognition of fee credits associated with a contract restructuring; partially offset by
an increase of $241 million in operating expenses primarily due to recently acquired assets and assets placed in service, as well as the impact of certain estimates recorded in the prior period which were subsequently adjusted. The increase also included a $22 million increase in employee costs and a $6 million increase related to increased volumes and repairs in the Permian region;
a decrease of $71 million in other income due to the recognition of proceeds from a business interruption claim in September 2024;
a decrease of $45 million in segment margin due to lower dry gas volumes in the Northeast and Ark-La-Tex regions; and
an increase of $7 million in selling, general, and administrative expenses primarily due to higher corporate allocations.
NGL and Refined Products Transportation and Services
| Three Months EndedSeptember 30, | Nine Months EndedSeptember 30, | |||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | Change | 2025 | 2024 | Change | |
| NGL transportation volumes (MBbls/d) | 2,487 | 2,237 | 250 | 2,333 | 2,187 | 146 |
| Refined products transportation volumes (MBbls/d) | 601 | 574 | 27 | 591 | 583 | 8 |
| NGL and refined products terminal volumes (MBbls/d) | 1,660 | 1,505 | 155 | 1,556 | 1,470 | 86 |
| NGL fractionation volumes (MBbls/d) | 1,123 | 1,152 | (29) | 1,121 | 1,099 | 22 |
| Revenues | $5,853 | $5,853 | $— | $18,703 | $18,174 | $529 |
| Cost of products sold | 4,493 | 4,527 | (34) | 14,769 | 14,358 | 411 |
| Segment margin | 1,360 | 1,326 | 34 | 3,934 | 3,816 | 118 |
| Unrealized gains on commodity risk management activities | (4) | (64) | 60 | (64) | (22) | (42) |
| Operating expenses, excluding non-cash compensation expense | (294) | (243) | (51) | (771) | (703) | (68) |
| Selling, general and administrative expenses, excluding non-cash compensation expense | (41) | (42) | 1 | (130) | (118) | (12) |
| Adjusted EBITDA related to unconsolidated affiliates | 33 | 35 | (2) | 96 | 98 | (2) |
| Segment Adjusted EBITDA | $1,054 | $1,012 | $42 | $3,065 | $3,071 | $(6) |
Volumes. For the three and nine months ended September 30, 2025 compared to the same periods last year, NGL transportation volumes increased primarily due to higher volumes from the Permian region.
For the three months ended September 30, 2025 compared to the same period last year, fractionated volumes were slightly lower due to maintenance at our Mont Belvieu fractionation complex in the current period. For the nine months ended September 30, 2025 compared to the same period last year, the increase in transportation volumes discussed above also led to higher fractionated volumes.
Segment Margin. The table below presents the components of our NGL and refined products transportation and services segment margin. Certain transportation fees previously reported within marketing margin have been reclassified to transportation margin to conform to the current period presentation; these changes did not impact total segment margin.
| Three Months EndedSeptember 30, | Nine Months EndedSeptember 30, | |||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | Change | 2025 | 2024 | Change | |
| Transportation margin | $743 | $651 | $92 | $2,062 | $1,930 | $132 |
| Fractionators and refinery services margin | 230 | 239 | (9) | 692 | 704 | (12) |
| Terminal services margin | 271 | 260 | 11 | 755 | 718 | 37 |
| Storage margin | 81 | 79 | 2 | 237 | 233 | 4 |
| Marketing margin | 30 | 33 | (3) | 123 | 209 | (86) |
| Unrealized gains on commodity risk management activities | 5 | 64 | (59) | 65 | 22 | 43 |
| Total segment margin | $1,360 | $1,326 | $34 | $3,934 | $3,816 | $118 |
Segment Adjusted EBITDA. For the three months ended September 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our NGL and refined products transportation and services segment increased due to the net impact of the following:
an increase of $92 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 $11 million in terminal services margin primarily due to a $6 million increase in fees from loading volumes for export at our Nederland and Marcus Hook terminals and a $5 million increase from higher throughput and storage at our refined product terminals; partially offset by
an increase of $51 million in operating expenses primarily due to $17 million in one-time investigation and remediation costs, a $19 million increase in costs driven by higher volumes across our NGL system, a $6 million increase from the timing of project related expenses, a $4 million increase in ad valorem taxes on assets placed in service and a $4 million increase in employee costs;
a decrease of $9 million in fractionators and refinery services margin primarily due to lower throughput due to more downtime; and
a decrease of $3 million in marketing margin (excluding unrealized gains and losses on commodity risk management activities) primarily due to the timing of the gains from the optimization of hedged NGL and refined product inventories.
For the nine months ended September 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 $86 million in marketing margin (excluding unrealized gains and losses on commodity risk management activities) primarily due to lower gains from gasoline blending activities due to less favorable market conditions, and lower gains from the optimization of hedged NGL and refined product inventories;
an increase of $68 million in operating expenses primarily due to $30 million in one-time investigation and remediation costs, a $19 million increase in costs driven by higher volumes across our system, a $15 million increase in employee costs and increases totaling $4 million from various other operating expenses;
an increase of $12 million in selling, general and administrative expenses primarily due to increased costs from recently acquired assets; and
a decrease of $12 million in fractionators and refinery services margin, despite higher throughput, due to lower fees for fractionation services and more downtime for certain fractionation assets during the 2025 period; partially offset by
an increase of $132 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 $37 million in terminal services margin primarily due to a $29 million increase in fees from loading volumes for export at our Nederland and Marcus Hook terminals and an $8 million increase from higher throughput and storage at our refined product terminals.
Crude Oil Transportation and Services
| Three Months EndedSeptember 30, | Nine Months EndedSeptember 30, | |||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | Change | 2025 | 2024 | Change | |
| Crude oil transportation volumes (MBbls/d) | 7,023 | 7,025 | (2) | 6,932 | 6,540 | 392 |
| Crude oil terminal volumes (MBbls/d) | 3,195 | 3,533 | (338) | 3,245 | 3,356 | (111) |
| Revenues | $6,043 | $7,309 | $(1,266) | $17,999 | $22,319 | $(4,320) |
| Cost of products sold | 5,047 | 6,297 | (1,250) | 14,986 | 19,200 | (4,214) |
| Segment margin | 996 | 1,012 | (16) | 3,013 | 3,119 | (106) |
| Unrealized (gains) losses on commodity risk management activities | 18 | 20 | (2) | (7) | 20 | (27) |
| Operating expenses, excluding non-cash compensation expense | (243) | (231) | (12) | (693) | (635) | (58) |
| Selling, general and administrative expenses, excluding non-cash compensation expense | (36) | (39) | 3 | (118) | (111) | (7) |
| Adjusted EBITDA related to unconsolidated affiliates | 11 | 6 | 5 | 25 | 22 | 3 |
| Other | — | — | — | — | 2 | (2) |
| Segment Adjusted EBITDA | $746 | $768 | $(22) | $2,220 | $2,417 | $(197) |
Volumes. For the nine months ended September 30, 2025 compared to the same period last year, crude oil transportation volumes were higher due to continued growth on our Texas pipeline system, gathering systems and from the ET-S Permian joint venture with Sunoco LP, partially offset by lower volumes on our Bakken Pipeline. Volumes on our Bayou Bridge system were also lower for the three months ended September 30, 2025 due to higher Gulf Coast refinery maintenance. For the three and nine months ended September 30, 2025 compared to the same periods last year, crude terminal volumes were lower primarily due to Gulf Coast refinery maintenance and lower volumes received from our Bakken Pipeline system.
Segment Adjusted EBITDA. For the three months ended September 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 $18 million in segment margin (excluding unrealized gains and losses on commodity risk management activities) due to decreased transportation revenue, primarily from our Bakken Pipeline and Bayou Bridge systems; and
an increase of $12 million in operating expenses primarily due to a $4 million increase in maintenance project costs, a $4 million increase in materials costs, a $3 million increase in ad valorem taxes and a $3 million increase in employee costs due to higher headcount; partially offset by
a decrease of $3 million in selling, general and administrative expenses primarily due to lower insurance expenses.
For the nine months ended September 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 $133 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 a $90 million increase from gathering fees from assets related to our ET-S Permian joint venture;
an increase of $58 million in operating expenses primarily due to a $20 million increase from assets contributed upon the formation of ET-S Permian, a $14 million increase in employee costs due to higher headcount, a $7 million increase in materials costs, a $9 million increase in maintenance project costs, a $7 million increase in right-of-way lease and maintenance expenses and a $3 million increase in utilities; and
an increase of $7 million in selling, general and administrative expenses primarily due to costs associated with ET-S Permian.
Investment in Sunoco LP
| Three Months EndedSeptember 30, | Nine Months EndedSeptember 30, | |||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | Change | 2025 | 2024 | Change | |
| Revenues | $6,032 | $5,751 | $281 | $16,601 | $17,424 | $(823) |
| Cost of products sold | 5,386 | 5,327 | 59 | 14,733 | 15,951 | (1,218) |
| Segment margin | 646 | 424 | 222 | 1,868 | 1,473 | 395 |
| Unrealized losses on commodity risk management activities | 15 | 1 | 14 | 7 | 8 | (1) |
| Operating expenses, excluding non-cash compensation expense | (180) | (168) | (12) | (500) | (423) | (77) |
| Selling, general and administrative expenses, excluding non-cash compensation expense | (47) | (52) | 5 | (130) | (216) | 86 |
| Adjusted EBITDA related to unconsolidated affiliates | 58 | 47 | 11 | 159 | 53 | 106 |
| Inventory valuation adjustments | (10) | 197 | (207) | (31) | 99 | (130) |
| Other | 7 | 7 | — | 28 | 24 | 4 |
| Segment Adjusted EBITDA | $489 | $456 | $33 | $1,401 | $1,018 | $383 |
The investment in Sunoco LP segment reflects the consolidated results of Sunoco LP.
Segment Adjusted EBITDA. For the three months ended September 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 $29 million in segment margin (excluding unrealized gains and losses on commodity risk management activities and inventory valuation adjustments) primarily due to increased fuel volumes and increased margin from transmix and blending activities;
an increase of $11 million in Adjusted EBITDA related to unconsolidated affiliates related to ET-S Permian; and
a decrease of $5 million in selling, general and administrative expenses, excluding non-cash compensation expense, primarily due to one-time NuStar acquisition costs incurred in 2024; partially offset by
an increase of $12 million in operating expenses, excluding non-cash compensation expenses, due to an increase in operating expenses from the timing of the acquisitions of NuStar and Zenith European terminals.
For the nine months ended September 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 $264 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 five months of results as well as an increase in fuel volumes and increased volume from transmix and blending activities. These increases were 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.
an increase of $106 million in Adjusted EBITDA related to unconsolidated affiliates related to ET-S Permian; and
a decrease of $86 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 $77 million in operating expenses due to increased costs from the acquisition of NuStar acquisition, which was acquired in May 2024 and therefore is only reflected for five 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 EndedSeptember 30, | Nine Months EndedSeptember 30, | |||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | Change | 2025 | 2024 | Change | |
| Revenues | $251 | $240 | $11 | $746 | $705 | $41 |
| Cost of products sold | 34 | 38 | (4) | 112 | 110 | 2 |
| Segment margin | 217 | 202 | 15 | 634 | 595 | 39 |
| Operating expenses, excluding non-cash compensation expense | (43) | (43) | — | (133) | (125) | (8) |
| Selling, general and administrative expenses, excluding non-cash compensation expense | (14) | (13) | (1) | (42) | (42) | — |
| Other | — | — | — | — | 1 | (1) |
| Segment Adjusted EBITDA | $160 | $146 | $14 | $459 | $429 | $30 |
The investment in USAC segment reflects the consolidated results of USAC.
Segment Adjusted EBITDA. For the three months ended September 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our investment in USAC segment increased due to an increase in segment margin primarily due to higher market-based and CPI-based rates.
For the nine months ended September 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 $39 million in segment margin primarily due to higher market-based and CPI-based rates; 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 EndedSeptember 30, | Nine Months EndedSeptember 30, | |||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | Change | 2025 | 2024 | Change | |
| Revenues | $923 | $379 | $544 | $2,854 | $1,140 | $1,714 |
| Cost of products sold | 895 | 369 | 526 | 2,799 | 1,107 | 1,692 |
| Segment margin | 28 | 10 | 18 | 55 | 33 | 22 |
| Unrealized (gains) losses on commodity risk management activities | (13) | 1 | (14) | (7) | 20 | (27) |
| Operating expenses, excluding non-cash compensation expense | (17) | (20) | 3 | (18) | (28) | 10 |
| Selling, general and administrative expenses, excluding non-cash compensation expense | (11) | (23) | 12 | (37) | (43) | 6 |
| Adjusted EBITDA related to unconsolidated affiliates | 2 | 2 | — | 4 | 4 | — |
| Other and eliminations | (12) | 2 | (14) | (55) | 43 | (98) |
| Segment Adjusted EBITDA | $(23) | $(28) | $5 | $(58) | $29 | $(87) |
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 September 30, 2025 compared to the same period last year, Segment Adjusted EBITDA related to our all other segment increased due to the net impact of the following:
an increase of $8 million due to lower acquisition-related expenses;
an increase of $7 million in lease income on recently acquired assets; and
an increase of $5 million in our dual drive compression business due to higher service fee revenue; partially offset by
a decrease of $11 million due to an increase in the intersegment elimination from increased earnings of Sunoco LP’s 32.5% share of ET-S Permian, which is consolidated in our crude oil transportation and services segment and reflected as an unconsolidated affiliate in our investment in Sunoco LP segment; and
a decrease of $4 million from our compressor packaging business.
For the nine months ended September 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 $106 million due to an increase in the intersegment elimination from increased earnings of Sunoco LP’s 32.5% share of ET-S Permian, which is consolidated in our crude oil transportation and services segment and reflected as an unconsolidated affiliate in our investment in Sunoco LP segment; and
a decrease of $7 million from our natural resources business; partially offset by
an increase of $9 million in lease income from recently acquired real estate;
an increase of $8 million in our dual drive compression business due to higher service fees and gas revenue; and
an increase in $4 million due to higher acquisition-related expenses in the prior period.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.