MPLX LP

14. Goodwill and Intangibles

Goodwill

MPLX annually evaluates goodwill for impairment as of November 30, as well as whenever events or changes in circumstances indicate it is more likely than not that the fair value of a reporting unit with goodwill is less than its carrying amount.

Our reporting units are one level below our operating segments and are determined based on the way in which segment management operates and reviews each operating segment. We have five reporting units, three of which have goodwill allocated to them. For the annual impairment assessment as of November 30, 2024, management performed only a qualitative assessment for two reporting units as we determined it was more likely than not that the fair values of the reporting units exceeded their carrying values. The fair value of the crude gathering reporting unit for which a quantitative assessment was performed was determined based on applying both a discounted cash flow, or income approach, as well as a market approach which resulted in the fair value of the reporting unit exceeding its carrying value by greater than 10 percent.

The significant assumptions used to develop the estimate of the fair value under the discounted cash flow method included management’s best estimates of the discount rate of 8.5 percent as well as estimates of future cash flows, which are impacted primarily by producers’ development plans, which impact future volumes and capital requirements. Fair value determinations require considerable judgment and are sensitive to changes in underlying assumptions and factors. As a result, there can be no assurance that the estimates and assumptions made for purposes of the annual goodwill impairment test will prove to be an accurate prediction of the future. The fair value measurements for the individual reporting units represent Level 3 measurements. Total goodwill at December 31, 2024 was $7,645 million andno impairment was recorded as a result of our November 30, 2024 annual goodwill impairment analysis.

The changes in carrying amount of goodwill were as follows for the periods presented:

Intangible Assets

MPLX’s intangible assets are comprised of customer contracts and relationships. Gross intangible assets with accumulated amortization as of December 31, 2024 and 2023 is shown below:

(1)Amortization expense attributable to the Crude Oil and Products Logistics segment for the years ended December 31, 2024 and 2023 was $35 million and $36 million, respectively. Amortization expense attributable to the Natural Gas and NGL Services segment for the years ended December 31, 2024 and 2023 was $99 million and $92 million, respectively.

Estimated future amortization expense related to the intangible assets at December 31, 2024 is as follows: