DT Midstream Inc
For the period ended Sep 30, 2024. Filed Oct 29, 2024.
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, 2024 · Filed Oct 29, 2024
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-06-30; filed 2024-07-30.
0001842022-24-000011
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2024-09-30; filed 2024-10-29.
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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.
Compared 79 previous paragraphs and 84 current paragraphs.
55 unchanged; 24 reworded; 4 added; 0 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 5 previous and 5 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 (4)
Current report
Loss from financing activities increased $2 million for the three and nine months ended September 30, 2024 due to the repayment of our Term Loan Facility that occurred during the current year. See Note 9, "Debt" to the Consolidated Financial Statements under Part I, Item 1. of this Form 10-Q.
Current report
Taxes other than income increased $5 million for the nine months ended September 30, 2024 primarily due to new Ohio Utica Gathering and Blue Union Gathering assets placed into service.
Current report
Loss from financing activities increased $2 million for the three and nine months ended September 30, 2024 due to the repayment of our Term Loan Facility that occurred during the current year. See Note 9, "Debt" to the Consolidated Financial Statements under Part I, Item 1. of this Form 10-Q.
Current report
During the three months ended September 30, 2024, we acquired the Clean Fuels Gathering assets and executed a concurrent gas supply agreement which requires contingent payments from DT Midstream of up to $34 million upon the completion of certain milestones and variable payments under a sharing mechanism that could be material. See Note 12, "Acquisition" to the Consolidated Financial Statements under Part I, Item 1. of this Form 10-Q.
Reworded paragraphs (24)
Previous wording
For purposes of the following discussion, any increases or decreases refer to the comparison of the three months ended June 30, 2024 to the three months ended March 31, 2024, and the six months ended June 30, 2024 to the six months ended June 30, 2023, as applicable. The following table summarizes our consolidated financial results:
Current wording
For purposes of the following discussion, any increases or decreases refer to the comparison of the three months ended September 30, 2024 to the three months ended June 30, 2024, and the nine months ended September 30, 2024 to the nine months ended September 30, 2023, as applicable. The following table summarizes our consolidated financial results:
Previous wording
Operating revenues increased $2 million for the three months ended June 30, 2024 primarily due to new contracts and expansion of the Haynesville System (LEAP) of $4 million and higher long-term storage contracting rates at Washington 10 Storage Complex of $2 million, partially offset by lower volumes on Stonewall and Bluestone. Operating revenues increased $41 million for the six months ended June 30, 2024 primarily due to new contracts and expansion of the Haynesville System (LEAP) of $30 million, higher Stonewall volumes of $6 million, and higher long-term storage contracting rates at Washington 10 Storage Complex of $5 million.
Current wording
Operating revenues increased $3 million for the three months ended September 30, 2024 primarily due to new contracts and expansion of the Haynesville System (LEAP) of $4 million, partially offset by lower volumes on Stonewall. Operating revenues increased $57 million for the nine months ended September 30, 2024 primarily due to new contracts and expansion of LEAP of $46 million, higher Stonewall volumes of $7 million, and higher long-term and short-term storage contracting rates at Washington 10 Storage Complex of $7 million, partially offset by lower Bluestone volumes of $4 million.
Previous wording
Operation and maintenance expense increased $6 million for the six months ended June 30, 2024 primarily due to operational flow order fee activity in the prior period and higher operation and maintenance expenses at LEAP in the current period.
Current wording
Operation and maintenance expense increased $10 million for the nine months ended September 30, 2024 primarily due to higher production-related operating expenses from the expansion of LEAP, operational flow order fee activity in the prior period and higher compressor maintenance at the Michigan System.
Previous wording
Depreciation and amortization expense increased $4 million for the six months ended June 30, 2024 primarily due to new Haynesville System (LEAP) assets placed into service.
Current wording
Depreciation and amortization expense increased $5 million for the nine months ended September 30, 2024 primarily due to new LEAP assets placed into service.
Previous wording
Taxes other than income increased $4 million for the six months ended June 30, 2024 primarily due to new Haynesville System (LEAP) assets placed into service resulting in higher property taxes.
Current wording
Taxes other than income increased $4 million for the nine months ended September 30, 2024 primarily due to new LEAP assets placed into service.
Previous wording
Asset (gains) losses and impairments, net decreased $3 million for the six months ended June 30, 2024 due to a one-time gain realized from an insurance settlement that occurred during the six months ended June 30, 2023.
Current wording
Asset (gains) losses and impairments, net decreased $4 million for the nine months ended September 30, 2024 due to a one-time gain realized from an insurance settlement that occurred in the prior period.
Previous wording
Interest expense decreased $4 million for the six months ended June 30, 2024 primarily due to lower outstanding borrowings under the Revolving Credit Facility, partially offset by lower capitalized interest due to lower construction in progress during 2024 and higher interest rates on the Term Loan Facility.
Current wording
Interest expense decreased $5 million for the nine months ended September 30, 2024 primarily due to lower outstanding borrowings under the Revolving Credit Facility, partially offset by lower capitalized interest driven by lower construction in progress during 2024.
Previous wording
Earnings from equity method investees decreased $7 million for the three months ended June 30, 2024 primarily due to lower seasonal short-term contracting revenues of $3 million each at Millennium and Vector. Earnings from equity method investees decreased $6 million for the six months ended June 30, 2024 primarily due to higher interest expense driven by timing of new senior unsecured notes at NEXUS of $5 million.
Current wording
Earnings from equity method investees decreased $7 million for the nine months ended September 30, 2024 primarily due to higher interest expense driven by timing of prior year senior unsecured notes at NEXUS of $5 million and lower contracted volumes at Millennium of $3 million.
Previous wording
Operating revenues increased $2 million for the three months ended June 30, 2024 primarily due to higher contract rates from Appalachia Gathering of $3 million and new assets placed into service on Ohio Utica Gathering of $2 million, partially offset by lower Susquehanna Gathering volumes of $2 million. Operating revenues decreased $1 million for the six months ended June 30, 2024 primarily due to lower volumes and recovery of production related operating expenses on Blue Union Gathering of $14 million and lower Susquehanna Gathering volumes of $4 million, partially offset by higher Appalachia Gathering rates and volumes of $11 million, net of lower MVC deficiency fee revenues, and a new customer contract on Ohio Utica Gathering of $7 million.
Current wording
Operating revenues increased $1 million for the three months ended September 30, 2024 primarily due to higher recovery of production-related operating expenses on Blue Union Gathering of $3 million, partially offset by lower volumes at Appalachia Gathering of $2 million. Operating revenues decreased $3 million for the nine months ended September 30, 2024 primarily due to lower volumes and recovery of production-related operating expenses on Blue Union Gathering of $19 million and lower Susquehanna Gathering volumes of $9 million. The decrease was partially offset by higher Appalachia Gathering rates and volumes of $13 million (net of lower MVC deficiency fee revenues) and new assets placed into service at Ohio Utica Gathering of $12 million.
Previous wording
Operation and maintenance expense decreased $1 million for the three months ended June 30, 2024 primarily due to a reduction in Appalachia Gathering environmental contingent liabilities of $9 million, partially offset by higher planned maintenance on Blue Union Gathering of $6 million. Operation and maintenance expense decreased $18 million for the six months ended June 30, 2024 primarily due to lower planned maintenance and production related operating expenses on Blue Union Gathering of $10 million and a reduction in Appalachia Gathering environmental contingent liabilities of $9 million.
Current wording
Operation and maintenance expense increased $9 million for the three months ended September 30, 2024 primarily due to a reduction in Appalachia Gathering environmental contingent liabilities of $9 million which occurred in the prior quarter. Operation and maintenance expense decreased $17 million for the nine months ended September 30, 2024 primarily due to lower planned maintenance and production-related operating expenses on Blue Union Gathering of $15 million and a higher reduction in environmental contingent liabilities at Appalachia Gathering.
Previous wording
Depreciation and amortization expense increased $12 million for the six months ended June 30, 2024 primarily due to assets placed into service at Blue Union Gathering and Ohio Utica Gathering.
Current wording
Depreciation and amortization expense increased $18 million for the nine months ended September 30, 2024 primarily due to assets placed into service at Ohio Utica Gathering and Blue Union Gathering.
Previous wording
Interest expense increased $10 million for the six months ended June 30, 2024 primarily due to lower capitalized interest due to lower construction in progress during 2024 and higher interest rates on the Term Loan Facility, partially offset by lower outstanding borrowings under the Revolving Credit Facility.
Current wording
Interest expense increased $11 million for the nine months ended September 30, 2024 primarily due to lower capitalized interest driven by lower construction in progress during 2024, partially offset by lower outstanding borrowings under the Revolving Credit Facility.
Previous wording
Income tax expense decreased $4 million for the six months ended June 30, 2024 primarily due to the remeasurement of state deferred taxes recognized in 2023 and a decrease in Income before income taxes. See Note 7, "Income Taxes" to the Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q.
Current wording
Income tax expense decreased $8 million for the nine months ended September 30, 2024 primarily due to lower Income before income taxes and the remeasurement of state deferred taxes recognized in 2023. See Note 7, "Income Taxes" to the Consolidated Financial Statements under Part I, Item 1. of this Form 10-Q.
Previous wording
We believe our long-term agreements with producers and the quality of the natural gas reserves in the Marcellus/Utica and Haynesville formations position the business for future growth. We will continue to pursue economically attractive expansion opportunities that leverage our current asset footprint and strategic relationships. These growth opportunities include further expansion at the Haynesville System (Blue Union Gathering), Appalachia Gathering, Ohio Utica Gathering and Tioga Gathering.
Current wording
We believe our long-term agreements with producers and the quality of the natural gas reserves in the Marcellus/Utica and Haynesville formations position the business for future growth. We will continue to pursue economically attractive expansion opportunities that leverage our current asset footprint and strategic relationships. These growth opportunities include further expansion at the Haynesville System (Blue Union Gathering), Appalachia Gathering, Ohio Utica Gathering, Tioga Gathering and Clean Fuels Gathering.
Previous wording
For purposes of the following discussion, any increases or decreases refer to the comparison of the six months ended June 30, 2024 to the six months ended June 30, 2023.
Current wording
For purposes of the following discussion, any increases or decreases refer to the comparison of the nine months ended September 30, 2024 to the nine months ended September 30, 2023.
Previous wording
Net cash and cash equivalents from operating activities increased $17 million for the six months ended June 30, 2024 primarily due to an increase in operating income after adjustment for non-cash items including depreciation and amortization expense, stock-based compensation, and amortization of operating lease right-of-use assets, partially offset by a decrease in dividends received from equity method investees and a decrease in interest expense.
Current wording
Net cash and cash equivalents from operating activities decreased $3 million for the nine months ended September 30, 2024 primarily due to a decrease in dividends received from equity method investees, a decrease in working capital changes, and a decrease in interest expense and income tax expense, partially offset by an increase in operating income after adjustment for non-cash items including depreciation and amortization expense, stock-based compensation, and amortization of operating lease right-of-use assets.
Previous wording
Cash outflows associated with our investing activities are primarily the result of plant and equipment expenditures, acquisitions, and contributions to equity method investees. Cash inflows from our investing activities are generated from proceeds from sale or collection of notes receivable, distributions received from equity method investees, and proceeds from asset sales.
Current wording
Cash outflows associated with our investing activities are primarily the result of plant and equipment expenditures, acquisitions, and contributions to equity method investees. Cash inflows from our investing activities are generated from proceeds from sale or collection of notes receivable, distributions received from equity method investees, and proceeds from asset sales. As a result of the sales of senior unsecured notes at our equity method investees, we received net distributions from Millennium of $416 million and NEXUS of $371 million during the nine months ended September 30, 2024 and 2023, respectively. For additional detail, see Note 1, "Description of the Business and Basis of Presentation" to the Consolidated Financial Statements under Part I, Item 1. of this Form 10-Q.
Previous wording
Net cash and cash equivalents used for investing activities increased $112 million for the six months ended June 30, 2024 primarily due to lower distributions received from equity method investees driven by the NEXUS distribution related to senior unsecured notes in 2023. This change was partially offset by a decrease in cash used for plant and equipment expenditures and lower contributions paid to equity method investees in 2024.
Current wording
Net cash and cash equivalents from investing activities of $203 million for the nine months ended September 30, 2024 increased as compared to net cash and cash equivalents used for investing activities of $223 million for the nine months ended September 30, 2023. The change was primarily due to a decrease in cash used for plant and equipment expenditures and higher distributions received from equity method investees including the Millennium distribution in 2024.
Previous wording
DT Midstream paid cash dividends on common stock of $138 million and $129 million during the six months ended June 30, 2024 and 2023, respectively. See Note 6, "Earnings Per Share and Dividends" to the Consolidated Financial Statements under Part I, Item 1. of this Form 10-Q.
Current wording
In September 2024, we repaid the remaining indebtedness under the Term Loan Facility of $399 million. See Note 9, "Debt" to the Consolidated Financial Statements under Part I, Item 1. of this Form 10-Q. DT Midstream paid cash dividends on common stock of $209 million and $196 million during the nine months ended September 30, 2024 and 2023, respectively. See Note 6, "Earnings Per Share and Dividends" to the Consolidated Financial Statements under Part I, Item 1. of this Form 10-Q.
Previous wording
Net cash and cash equivalents used for financing activities decreased $128 million for the six months ended June 30, 2024 primarily due to lower net repayments of borrowings under the Revolving Credit Facility, partially offset by higher dividends paid on common stock.
Current wording
Net cash and cash equivalents used for financing activities increased $371 million for the nine months ended September 30, 2024 primarily due to the repayment of the Term Loan Facility and higher dividends paid on common stock, partially offset by lower net repayments of borrowings under the Revolving Credit Facility.
Previous wording
Our sources of liquidity include cash and cash equivalents generated from operating activities and available borrowings under our Revolving Credit Facility. As of June 30, 2024, we had $16 million of letters of credit outstanding and $70 million of borrowings outstanding under our Revolving Credit Facility. We had approximately $987 million of available liquidity as of June 30, 2024, consisting of cash and cash equivalents and available borrowings under our Revolving Credit Facility.
Current wording
Our sources of liquidity include cash and cash equivalents generated from operating activities and available borrowings under our Revolving Credit Facility. As of September 30, 2024, we had $16 million of letters of credit outstanding and no borrowings outstanding under our Revolving Credit Facility. We had approximately $1.1 billion of available liquidity as of September 30, 2024, consisting of cash and cash equivalents and available borrowings under our Revolving Credit Facility.
Previous wording
The Credit Agreement covering the Term Loan Facility and Revolving Credit Facility includes financial covenants that DT Midstream must maintain. See Note 9, "Debt" to the Consolidated Financial Statements under Part I, Item 1. of this Form 10-Q.
Current wording
The Credit Agreement covering the Revolving Credit Facility includes financial covenants that DT Midstream must maintain. See Note 9, "Debt" to the Consolidated Financial Statements under Part I, Item 1. of this Form 10-Q.
Previous wording
See also Note 10, "Commitments and Contingencies" and Note 12, "Subsequent Events" to the Consolidated Financial Statements under Part I, Item 1. of this Form 10-Q.
Current wording
See also Note 10, "Commitments and Contingencies" to the Consolidated Financial Statements under Part I, Item 1. of this Form 10-Q.
Previous wording
Capital spending within our Company is primarily for ongoing maintenance and expansion of our existing assets, and if identified, attractive growth opportunities. We have been disciplined in our capital deployment and make growth investments that meet our criteria in terms of strategy, management skills, and identified risks and expected returns. All potential investments are analyzed for their rates of return and cash payback on a risk-adjusted basis. Our total capital expenditures, inclusive of $1 million in contributions to equity method investees, were $180 million for the six months ended June 30, 2024 primarily for expansions on Ohio Utica Gathering, Blue Union Gathering and LEAP. We anticipate total capital expenditures, inclusive of contributions to equity method investees, for the year ended December 31, 2024 of approximately $380 million to $435 million.
Current wording
Capital spending within our Company is primarily for ongoing maintenance and expansion of our existing assets, and if identified, attractive growth opportunities. We have been disciplined in our capital deployment and make growth investments that meet our criteria in terms of strategy, management skills, and identified risks and expected returns. All potential investments are analyzed for their rates of return and cash payback on a risk-adjusted basis. Our total capital expenditures, inclusive of $4 million in contributions to equity method investees, were $264 million for the nine months ended September 30, 2024 primarily for expansions on Ohio Utica Gathering, Blue Union Gathering, LEAP and Appalachia Gathering. We anticipate total capital expenditures, inclusive of contributions to equity method investees, for the year ended December 31, 2024 of approximately $380 million to $410 million.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
Income tax expense was unchanged for the nine months ended September 30, 2024 due to an increase in Income before income taxes, fully offset by the remeasurement of state deferred taxes recognized in 2023. See Note 7, "Income Taxes" to the Consolidated Financial Statements under Part I, Item 1. of this Form 10-Q.