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Plains All American Pipeline, L.P. and Plains GP Holdings Report First-Quarter 2018 Results

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Plains All American Pipeline, L.P. (NYSE: PAA)
and Plains GP Holdings (NYSE: PAGP)
today reported first-quarter 2018 results.

First-Quarter Highlights

  • Delivered 1Q18 financial and operating results slightly ahead of
    expectations
  • Approximately $60 million year-over-year fee-based Segment Adjusted
    EBITDA growth ($80 million when taking into consideration impact of
    divested assets)
  • On target with leverage reduction plans and execution of expansion
    capital program
  • Reiterated 2018 guidance, expect full-year common unit distribution
    coverage of ~170%
  • Continue to expect 14-15% fee-based Segment Adjusted EBITDA growth in
    2019

"We are pleased to report first-quarter results that were slightly ahead
of our expectations," stated Willie Chiang, Executive Vice President and
Chief Operating Officer of Plains All American Pipeline. "These results
reflect year-over-year Adjusted EBITDA growth in our fee-based segments
of approximately 13%, or 18% when taking into consideration divested
assets."

"We continue to make progress towards the execution of our strategic
plans. We remain on track to achieve our deleveraging objectives and
targeted credit metrics by early 2019 while maintaining substantial
distribution coverage underpinned by predominantly fee-based cash flow.
Additionally, strong Permian fundamentals provide visibility for
continued momentum for PAA's fee-based growth, further complemented by
the execution of our capital program."

 
Plains All American Pipeline, L.P.
 

Summary Financial Information
(unaudited)

(in millions, except per unit data)

 

         
Three Months Ended
March 31,
%
GAAP Results 2018     2017 Change
Net income $ 288 $ 444 (35 )%
Diluted net income per common unit $ 0.33 $ 0.58 (43 )%
Diluted weighted average common units outstanding   727   758 (4 )%
Distribution per common unit declared for the period $ 0.30 $ 0.55 (45 )%
 
 
Three Months Ended
March 31,
%
Non-GAAP Results (1) 2018 2017 Change
Adjusted net income $ 310 $ 224 38 %
Diluted adjusted net income per common unit $ 0.36 $ 0.27 33 %
Adjusted EBITDA $ 593 $ 512 16 %
Implied DCF per Common Unit $ 0.61 $ 0.44 39 %
 
_____________________________
(1)     See the section of this release entitled "Non-GAAP Financial
Measures and Selected Items Impacting Comparability" and the tables
attached hereto for information regarding certain selected items
that PAA believes impact comparability of financial results between
reporting periods, as well as for information regarding non-GAAP
financial measures (such as Adjusted EBITDA) and their
reconciliation to the most directly comparable measures as reported
in accordance with GAAP.
 

Segment Adjusted EBITDA for the first quarter of 2018 and 2017 is
presented below:

 

Summary of Selected Financial Data by
Segment
(unaudited)

(in millions)

 
      Three Months Ended
March 31, 2018
    Three Months Ended
March 31, 2017
Transportation     Facilities    

Supply and
Logistics

Transportation     Facilities    

Supply and
Logistics

Segment Adjusted EBITDA $ 335   $ 185   $ 72   $ 273 $ 188 $ 51
Percentage change in Segment Adjusted EBITDA versus 2017 period   23 %   (2 )%   41 %
Percentage change in Segment Adjusted EBITDA versus 2017
further adjusted for impact of divested assets
  26 %   5 %   N/A  
 

First-quarter 2018 Transportation Segment Adjusted EBITDA increased 23%
versus comparable 2017 results. This increase was primarily driven by
increased volume on our Permian Basin systems, in addition to
contributions from our Eagle Ford JV system, which receives Permian
volumes from our Cactus pipeline. First-quarter 2018 also benefited from
Diamond pipeline being placed into service in late 2017. These increases
were partially offset by the sale of non-core assets in our Rocky
Mountain and Central regions.

First-quarter 2018 Facilities Segment Adjusted EBITDA decreased by 2%
versus comparable 2017 results. The impact of non-core asset sales was
partially offset by increased revenue from Canadian gas processing
activity, increased rail terminal activity at certain of our U.S. crude
oil terminals and at our Fort Saskatchewan NGL terminal, and capacity
expansions at Cushing.

First-quarter 2018 Supply and Logistics Segment Adjusted EBITDA
increased by 41% versus comparable 2017 results due to improved NGL and
crude oil margin and arbitrage opportunities.

2018 Full-Year Guidance

The table below presents our full-year 2018 financial and operating
guidance:

     

Financial and Operating Guidance
(unaudited)

(in millions, except per unit and barrel data)

 

Twelve Months Ended December 31,
2016     2017     2018 (G)
+ / -
Segment Adjusted EBITDA
Transportation $ 1,141 $ 1,287 $ 1,535
Facilities   667     734     665  
Fee-Based $ 1,808 $ 2,021 $ 2,200
Supply and Logistics 359 60 100
Other income/(expense), net   2     1      
Adjusted EBITDA (1) $ 2,169   $ 2,082   $ 2,300  
Interest expense, net (2) (451 ) (483 ) (425 )
Maintenance capital (186 ) (247 ) (215 )
Current income tax expense (85 ) (28 ) (30 )
Other   (33 )   (12 )   5  
Implied DCF (1) $ 1,414 $ 1,312 $ 1,635
Preferred unit distributions paid (3) (5 ) (160 )
General partner cash distributions   (565 )        
Implied DCF Available to Common Unitholders $ 849   $ 1,307   $ 1,475  
 
Implied DCF per Common Unit (1) $ 1.83 $ 1.82 $ 2.03
Implied DCF per Common Unit and Common Equivalent Unit (1) $ 1.63 $ 1.67 $ 1.99
 
Distributions per Common Unit (4) $ 2.65 $ 1.95 $ 1.20
Common Unit Distribution Coverage Ratio 0.87x 0.94x 1.70x
 
Operating Data
Transportation
Average daily volumes (MBbls/d) 4,637 5,186 5,925
Segment Adjusted EBITDA per barrel $ 0.67 $ 0.68 $ 0.71
 
Facilities
Average capacity (MMBbls/Mo) 127 130

125

Segment Adjusted EBITDA per barrel $ 0.44 $ 0.47 $

0.44

 
Supply and Logistics
Average daily volumes (MBbls/d) 1,153 1,219 1,275
Segment Adjusted EBITDA per barrel $ 0.85 $ 0.13 $ 0.21
 
Expansion Capital $ 1,405 $ 1,135 $ 1,400
 
Second-Quarter Adjusted EBITDA as Percentage of Full Year 22% 22% 19% - 20%
 
_____________________________
(G)     2018 Guidance forecasts are intended to be + / - amounts.
 
(1) See the section of this release entitled "Non-GAAP Financial
Measures and Selected Items Impacting Comparability" and the
Non-GAAP Reconciliation tables attached hereto for information
regarding non-GAAP financial measures and, for the historical 2016
and 2017 periods, their reconciliation to the most directly
comparable measures as reported in accordance with GAAP. We do not
provide a reconciliation of non-GAAP financial measures to the
equivalent GAAP financial measures on a forward-looking basis as it
is impractical to forecast certain items that we have defined as
"Selected Items Impacting Comparability" without unreasonable
effort, due to the uncertainty and inherent difficulty of predicting
the occurrence and financial impact of and the periods in which such
items may be recognized. Thus, a reconciliation of non-GAAP
financial measures to the equivalent GAAP financial measures could
result in disclosure that could be imprecise or potentially
misleading.
 
(2) Excludes certain non-cash items impacting interest expense such as
amortization of debt issuance costs and terminated interest rate
swaps.
 
(3) Cash distributions paid to our preferred unitholders during the year
presented. The distribution requirement of our Series A preferred
units was paid-in-kind for all 2016 and 2017 quarterly distributions
and for the February 2018 quarterly distribution. Distributions on
our Series A preferred units must be paid in cash beginning with the
May 2018 quarterly distribution. The distribution requirement of our
Series B preferred units, which were issued in October 2017, is
payable semi-annually in arrears on May 15 and November 15. A
pro-rated initial distribution on the Series B preferred units was
paid on November 15, 2017.
 
(4) Cash distributions per common unit paid during 2016 and 2017.
2018(G) reflects the current distribution rate held constant.
 

Plains GP Holdings

PAGP owns an indirect non-economic controlling interest in PAA's general
partner and an indirect limited partner interest in PAA. As the control
entity of PAA, PAGP consolidates PAA's results into its financial
statements, which is reflected in the condensed consolidating balance
sheet and income statement tables included at the end of this release.
Information regarding PAGP's distributions is reflected below:

             
Q1 2018 Q4 2017 Q1 2017
Distribution per Class A share declared for the period $ 0.30 $ 0.30   $ 0.55  
Q1 2018 distribution percentage change from prior periods   %   (45 )%
 

Conference Call

PAA and PAGP will hold a joint conference call at 4:00 p.m. CT on
Tuesday, May 8, 2018 to discuss the following items:

  1. PAA's first-quarter 2018 performance;
  2. Financial and operating guidance for the full year of 2018;
  3. Capitalization and liquidity; and
  4. PAA and PAGP's outlook for the future.

Conference Call Webcast Instructions

To access the internet webcast please go to https://event.webcasts.com/starthere.jsp?ei=1188859&tp_key=2db2d6dbfd

Alternatively, the webcast can be accessed at www.plainsallamerican.com,
under the Investor Relations section of the website (Navigate to:
Investor Relations / either "PAA" or "PAGP" / News & Events / Quarterly
Earnings). Following the live webcast, an audio replay in MP3 format
will be available on the website within two hours after the end of the
call and will be accessible for a period of 365 days. A transcript will
also be available after the call at the above referenced website.

Non-GAAP Financial Measures and Selected Items Impacting
Comparability

To supplement our financial information presented in accordance with
GAAP, management uses additional measures known as "non-GAAP financial
measures" in its evaluation of past performance and prospects for the
future. The primary additional measures used by management are earnings
before interest, taxes, depreciation and amortization (including our
proportionate share of depreciation and amortization and gains or losses
on significant asset sales of unconsolidated entities) and adjusted for
certain selected items impacting comparability ("Adjusted EBITDA") and
implied distributable cash flow ("DCF").

Management believes that the presentation of such additional financial
measures provides useful information to investors regarding our
performance and results of operations because these measures, when used
to supplement related GAAP financial measures, (i) provide additional
information about our core operating performance and ability to fund
distributions to our unitholders through cash generated by our
operations and (ii) provide investors with the same financial analytical
framework upon which management bases financial, operational,
compensation and planning/budgeting decisions. We also present these and
additional non-GAAP financial measures, including adjusted net income
attributable to PAA and basic and diluted adjusted net income per common
unit, as they are measurements that investors, rating agencies and debt
holders have indicated are useful in assessing us and our results of
operations. These non-GAAP measures may exclude, for example, (i)
charges for obligations that are expected to be settled with the
issuance of equity instruments, (ii) gains or losses on derivative
instruments that are related to underlying activities in another period
(or the reversal of such adjustments from a prior period), the
mark-to-market related to our Preferred Distribution Rate Reset Option,
gains and losses on derivatives that are related to investing activities
(such as the purchase of linefill) and inventory valuation adjustments,
as applicable, (iii) long-term inventory costing adjustments, (iv) items
that are not indicative of our core operating results and business
outlook and/or (v) other items that we believe should be excluded in
understanding our core operating performance. These measures may further
be adjusted to include amounts related to deficiencies associated with
minimum volume commitments whereby we have billed the counterparties for
their deficiency obligation and such amounts are recognized as deferred
revenue in "Accounts payable and accrued liabilities" on our Condensed
Consolidated Financial Statements. Such amounts are presented net of
applicable amounts subsequently recognized into revenue. Furthermore,
the calculation of these measures contemplates tax effects as a separate
reconciling item, where applicable. We have defined all such items as
"selected items impacting comparability." Due to the nature of the
selected items, certain selected items impacting comparability may
impact certain non-GAAP financial measures, referred to as adjusted
results, but not impact other non-GAAP financial measures. We do not
necessarily consider all of our selected items impacting comparability
to be non-recurring, infrequent or unusual, but we believe that an
understanding of these selected items impacting comparability is
material to the evaluation of our operating results and prospects.

Although we present selected items impacting comparability that
management considers in evaluating our performance, you should also be
aware that the items presented do not represent all items that affect
comparability between the periods presented. Variations in our operating
results are also caused by changes in volumes, prices, exchange rates,
mechanical interruptions, acquisitions, expansion projects and numerous
other factors. These types of variations are not separately identified
in this release, but will be discussed, as applicable, in management's
discussion and analysis of operating results in our Quarterly Report on
Form 10-Q.

Our definition and calculation of certain non-GAAP financial measures
may not be comparable to similarly-titled measures of other companies.
Adjusted EBITDA, Implied DCF and other non-GAAP financial performance
measures are reconciled to Net Income (the most directly comparable
measure as reported in accordance with GAAP) for the historical periods
presented in the tables attached to this release, and should be viewed
in addition to, and not in lieu of, our Condensed Consolidated Financial
Statements and notes thereto. In addition, we encourage you to visit our
website at www.plainsallamerican.com
(in particular the section under "Financial Information" entitled
"Non-GAAP Reconciliations" within the Investor Relations tab), which
presents a reconciliation of our commonly used non-GAAP and supplemental
financial measures.

Forward-Looking Statements

Except for the historical information contained herein, the matters
discussed in this release consist of forward-looking statements that
involve certain risks and uncertainties that could cause actual results
or outcomes to differ materially from results or outcomes anticipated in
the forward-looking statements. These risks and uncertainties include,
among other things, declines in the actual or expected volume of crude
oil and NGL shipped, processed, purchased, stored, fractionated and/or
gathered at or through the use of our assets, whether due to declines in
production from existing oil and gas reserves, reduced demand, failure
to develop or slowdown in the development of additional oil and gas
reserves, whether from reduced cash flow to fund drilling or the
inability to access capital, or other factors; the effects of
competition; market distortions caused by over-commitments to
infrastructure projects, which impacts volumes, margins, returns and
overall earnings; unanticipated changes in crude oil and NGL market
structure, grade differentials and volatility (or lack thereof);
maintenance of our credit rating and ability to receive open credit from
our suppliers and trade counterparties; environmental liabilities or
events that are not covered by an indemnity, insurance or existing
reserves; fluctuations in refinery capacity in areas supplied by our
mainlines and other factors affecting demand for various grades of crude
oil and natural gas and resulting changes in pricing conditions or
transportation throughput requirements; the occurrence of a natural
disaster, catastrophe, terrorist attack (including eco-terrorist
attacks) or other event, including attacks on our electronic and
computer systems; failure to implement or capitalize, or delays in
implementing or capitalizing, on expansion projects, whether due to
permitting delays, permitting withdrawals or other factors; tightened
capital markets or other factors that increase our cost of capital or
limit our ability to obtain debt or equity financing on satisfactory
terms to fund additional acquisitions, expansion projects, working
capital requirements and the repayment or refinancing of indebtedness;
the successful integration and future performance of acquired assets or
businesses and the risks associated with operating in lines of business
that are distinct and separate from our historical operations; the
failure to consummate, or significant delay in consummating, sales of
assets or interests as a part of our strategic divestiture program; the
impact of current and future laws, rulings, governmental regulations,
accounting standards and statements, and related interpretations; the
currency exchange rate of the Canadian dollar; continued
creditworthiness of, and performance by, our counterparties, including
financial institutions and trading companies with which we do business;
inability to recognize current revenue attributable to deficiency
payments received from customers who fail to ship or move more than
minimum contracted volumes until the related credits expire or are used;
non-utilization of our assets and facilities; increased costs, or lack
of availability, of insurance; weather interference with business
operations or project construction, including the impact of extreme
weather events or conditions; the availability of, and our ability to
consummate, acquisition or combination opportunities; the effectiveness
of our risk management activities; shortages or cost increases of
supplies, materials or labor; fluctuations in the debt and equity
markets, including the price of our units at the time of vesting under
our long-term incentive plans; risks related to the development and
operation of our assets, including our ability to satisfy our
contractual obligations to our customers; factors affecting demand for
natural gas and natural gas storage services and rates; general
economic, market or business conditions and the amplification of other
risks caused by volatile financial markets, capital constraints and
pervasive liquidity concerns; and other factors and uncertainties
inherent in the transportation, storage, terminalling and marketing of
crude oil, as well as in the storage of natural gas and the processing,
transportation, fractionation, storage and marketing of natural gas
liquids as discussed in the Partnerships' filings with the Securities
and Exchange Commission.

Plains All American Pipeline, L.P. is a publicly traded master limited
partnership that owns and operates midstream energy infrastructure and
provides logistics services for crude oil, NGLs and natural gas. PAA
owns an extensive network of pipeline transportation, terminalling,
storage and gathering assets in key crude oil and NGL producing basins
and transportation corridors and at major market hubs in the United
States and Canada. On average, PAA handles more than 5 million barrels
per day of crude oil and NGL in its Transportation segment. PAA is
headquartered in Houston, Texas. More information is available at www.plainsallamerican.com.

Plains GP Holdings is a publicly traded entity that owns an indirect,
non-economic controlling general partner interest in PAA and an indirect
limited partner interest in PAA, one of the largest energy
infrastructure and logistics companies in North America. PAGP is
headquartered in Houston, Texas. More information is available at www.plainsallamerican.com.

 
PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES

FINANCIAL SUMMARY (unaudited)

 
 

CONDENSED CONSOLIDATED STATEMENTS OF
OPERATIONS

(in millions, except per unit data)

 

     
Three Months Ended
March 31,
2018     2017
REVENUES $ 8,398 $ 6,667
 
COSTS AND EXPENSES
Purchases and related costs 7,519 5,593
Field operating costs 292 288
General and administrative expenses 79 74
Depreciation and amortization 127   121  
Total costs and expenses 8,017 6,076
 
OPERATING INCOME 381 591
 
OTHER INCOME/(EXPENSE)
Equity earnings in unconsolidated entities 75 53
Interest expense, net (106 ) (129 )
Other expense, net (1 ) (5 )
 
INCOME BEFORE TAX 349 510
Current income tax expense (13 ) (10 )
Deferred income tax expense (48 ) (56 )
   
NET INCOME $ 288   $ 444  
 
NET INCOME PER COMMON UNIT:
Net income allocated to common unitholders — Basic $ 237 $ 406
Basic weighted average common units outstanding 725 691
Basic net income per common unit $ 0.33   $ 0.59  
 
Net income allocated to common unitholders — Diluted $ 237 $ 443
Diluted weighted average common units outstanding 727 758
Diluted net income per common unit $ 0.33   $ 0.58  
 

NON-GAAP ADJUSTED RESULTS

(in millions, except per unit data)

 

Three Months Ended
March 31,

2018 2017
Adjusted net income $ 310   $ 224  
 
Diluted adjusted net income per common unit $ 0.36   $ 0.27  
 
Adjusted EBITDA $ 593   $ 512  
 
 
PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES

FINANCIAL SUMMARY (unaudited)

 
 

CONDENSED CONSOLIDATED BALANCE SHEET DATA

(in millions)

 

      March 31,
2018
    December 31,
2017
ASSETS
Current assets $ 3,962 $ 4,000
Property and equipment, net 14,114 14,089
Goodwill 2,543 2,566
Investments in unconsolidated entities 2,882 2,756
Linefill and base gas 870 872
Long-term inventory 159 164
Other long-term assets, net   893     904  
Total assets $ 25,423   $ 25,351  
 
LIABILITIES AND PARTNERS' CAPITAL
Current liabilities $ 4,601 $ 4,531
Senior notes, net of unamortized discounts and debt issuance costs 8,935 8,933
Other long-term debt 115 250
Other long-term liabilities and deferred credits   736     679  
Total liabilities 14,387 14,393
 
Partners' capital   11,036     10,958  
Total liabilities and partners' capital $ 25,423   $ 25,351  
 

DEBT CAPITALIZATION RATIOS

(in millions)

 
March 31,
2018
December 31,
2017
Short-term debt (1) $774 $ 737
Long-term debt 9,050     9,183  
Total debt $9,824   $ 9,920  
 
Long-term debt $9,050 $ 9,183
Partners' capital 11,036     10,958  
Total book capitalization $20,086   $ 20,141  
Total book capitalization, including short-term debt $20,860   $ 20,878  
 
Long-term debt-to-total book capitalization 45 % 46 %
Total debt-to-total book capitalization, including short-term debt 47 % 48 %
 
_____________________________
(1)     As of March 31, 2018 and December 31, 2017, short-term debt includes
borrowings of approximately $556 million and $523 million,
respectively, for short-term hedged inventory purchases and
borrowings of approximately $217 million and $212 million,
respectively, for cash margin deposits with our clearing brokers,
which are associated with financial derivatives used for hedging
purposes.
 
 
PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES

FINANCIAL SUMMARY (unaudited)

 
 

OPERATING DATA (1)

 

      Three Months Ended
March 31,
2018     2017
Transportation segment (average daily volumes in thousands of
barrels per day):
Tariff activities volumes
Crude oil pipelines (by region):
Permian Basin (2) 3,240 2,466
South Texas / Eagle Ford (2) 422 310
Central (2) 441 405
Gulf Coast 204 342
Rocky Mountain (2) 257 385
Western 174 189
Canada 318 363
Crude oil pipelines 5,056 4,460
NGL pipelines 173 180
Tariff activities total volumes 5,229 4,640
Trucking volumes 99 114
Transportation segment total volumes 5,328 4,754
 
Facilities segment (average monthly volumes):
Liquids storage (average monthly capacity in millions of barrels) 109 111
Natural gas storage (average monthly working capacity in billions of
cubic feet)
67 97
NGL fractionation (average volumes in thousands of barrels per day) 138 125
Facilities segment total volumes (average monthly volumes in
millions of barrels) (3)
124 131
 
Supply and Logistics segment (average daily volumes in thousands
of barrels per day):
Crude oil lease gathering purchases 1,031 916
NGL sales 361 351
Supply and Logistics segment total volumes 1,392 1,267
 
_____________________________
(1)     Average volumes are calculated as total volumes for the period
(attributable to our interest) divided by the number of days or
months in the period.
 
(2) Region includes volumes (attributable to our interest) from
pipelines owned by unconsolidated entities.
 
(3) Facilities segment total volumes is calculated as the sum of: (i)
liquids storage capacity; (ii) natural gas storage working capacity
divided by 6 to account for the 6:1 mcf of natural gas to crude Btu
equivalent ratio and further divided by 1,000 to convert to monthly
volumes in millions; and (iii) NGL fractionation volumes multiplied
by the number of days in the period and divided by the number of
months in the period.
 
 
PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES

FINANCIAL SUMMARY (unaudited)

 
 

COMPUTATION OF BASIC AND DILUTED NET
INCOME PER COMMON UNIT
(1)

(in millions, except per unit data)

 
      Three Months Ended
March 31,
2018     2017
Basic Net Income per Common Unit
Net income $ 288 $ 444
Distributions to Series A preferred unitholders (37 ) (34 )
Distributions to Series B preferred unitholders (12 )
Other (2 ) (4 )
Net income allocated to common unitholders $ 237   $ 406  
 
Basic weighted average common units outstanding 725 691
 
Basic net income per common unit $ 0.33   $ 0.59  
 
Diluted Net Income per Common Unit
Net income $ 288 $ 444
Distributions to Series A preferred unitholders (37 )
Distributions to Series B preferred unitholders (12 )
Other (2 ) (1 )
Net income allocated to common unitholders $ 237   $ 443  
 
Basic weighted average common units outstanding 725 691
Effect of dilutive securities:
Series A preferred units 65
Equity-indexed compensation plan awards (2) 2   2  
Diluted weighted average common units outstanding 727   758  
 
Diluted net income per common unit (3) $ 0.33   $ 0.58  
 
_____________________________
(1)     We calculate net income allocated to common unitholders based on the
distributions pertaining to the current period's net income (whether
paid in cash or in-kind). After adjusting for the appropriate
period's distributions, the remaining undistributed earnings or
excess distributions over earnings, if any, are allocated to common
unitholders and participating securities in accordance with the
contractual terms of our partnership agreement in effect for the
period and as further prescribed under the two-class method.
 
(2) Our Long-term Incentive Plan ("LTIP") awards that contemplate the
issuance of common units and certain AAP Management Units that
contemplate the issuance of common units to AAP when such AAP
Management Units become earned are considered dilutive unless (i)
vesting occurs only upon the satisfaction of a performance condition
and (ii) that performance condition has yet to be satisfied. LTIP
awards and AAP Management Units that are deemed to be dilutive are
reduced by a hypothetical unit repurchase based on the remaining
unamortized fair value, as prescribed by the treasury stock method
in guidance issued by the FASB.
 
(3) The possible conversion of our Series A preferred units was excluded
from the calculation of diluted net income per common unit for the
three months ended March 31, 2018 as the effect was antidilutive.
 
 
PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES

FINANCIAL SUMMARY (unaudited)

 

 

SELECTED FINANCIAL DATA BY SEGMENT

(in millions)

 
      Three Months Ended
March 31, 2018
      Three Months Ended
March 31, 2017
Transportation     Facilities    

Supply and
Logistics

Transportation     Facilities    

Supply and
Logistics

Revenues (1) $ 454 $ 292 $ 8,112 $ 389 $ 293 $ 6,400
Purchases and related costs (1) (46 ) (5 ) (7,925 ) (24 ) (11 ) (5,970 )
Field operating costs (1) (2) (147 ) (84 ) (64 ) (141 ) (83 ) (67 )
Segment general and administrative expenses (2) (3) (28 ) (21 ) (30 ) (29 ) (19 ) (26 )
Equity earnings in unconsolidated entities 75 53
 
Adjustments: (4)
Depreciation and amortization of unconsolidated entities 14 14
(Gains)/losses from derivative activities net of inventory valuation
adjustments
(1 ) (1 ) (21 ) 2 (291 )
Long-term inventory costing adjustments (13 ) 7
Deficiencies under minimum volume commitments, net 8 2 5 6
Equity-indexed compensation expense 6 2 3 1 2
Net (gain)/loss on foreign currency revaluation 10 (4 )
Significant acquisition-related expenses       5      
Segment adjusted EBITDA $ 335   $ 185   $ 72   $ 273   $ 188   $ 51  
 
Maintenance capital $ 29   $ 14   $ 2   $ 29   $ 27   $ 3  
 

_____________________________

(1)     Includes intersegment amounts.
 
(2) Field operating costs and Segment general and administrative
expenses include equity-indexed compensation expense.
 
(3) Segment general and administrative expenses reflect direct costs
attributable to each segment and an allocation of other expenses to
the segments. The proportional allocations by segment require
judgment by management and are based on the business activities that
exist during each period.
 
(4) Represents adjustments utilized by our Chief Operating Decision
Maker ("CODM") in the evaluation of segment results. Many of these
adjustments are also considered selected items impacting
comparability when calculating consolidated non-GAAP financial
measures such as Adjusted EBITDA. See the "Selected Items Impacting
Comparability" table for additional discussion.
 
 
PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES

FINANCIAL SUMMARY (unaudited)

 
 
SELECTED ITEMS IMPACTING COMPARABILITY

(in millions, except per unit data)

 
      Three Months Ended
March 31,
2018     2017
Selected Items Impacting Comparability: (1)
Gains from derivative activities net of inventory valuation
adjustments (2)
$ 19 $ 285
Long-term inventory costing adjustments (3) 13 (7 )
Deficiencies under minimum volume commitments, net (4) (10 ) (11 )
Equity-indexed compensation expense (5) (11 ) (3 )
Net gain/(loss) on foreign currency revaluation (6) (8 ) 3
Significant acquisition-related expenses (7)   (5 )
Selected items impacting comparability - Adjusted EBITDA $ 3 $ 262
Gains from derivative activities (2) 3
Tax effect on selected items impacting comparability (28 ) (42 )
Selected items impacting comparability - Adjusted net income $ (22 ) $ 220  
 
_____________________________
(1)     Certain of our non-GAAP financial measures may not be impacted by
each of the selected items impacting comparability.
 
(2) We use derivative instruments for risk management purposes and our
related processes include specific identification of hedging
instruments to an underlying hedged transaction. Although we
identify an underlying transaction for each derivative instrument we
enter into, there may not be an accounting hedge relationship
between the instrument and the underlying transaction. In the course
of evaluating our results of operations, we identify the earnings
that were recognized during the period related to derivative
instruments for which the identified underlying transaction does not
occur in the current period and exclude the related gains and losses
in determining adjusted results. In addition, we exclude gains and
losses on derivatives that are related to investing activities, such
as the purchase of linefill. We also exclude the impact of
corresponding inventory valuation adjustments, as applicable, as
well as the mark-to-market adjustment related to our Preferred
Distribution Rate Reset Option.
 
(3) We carry crude oil and NGL inventory comprised of minimum working
inventory requirements in third-party assets and other working
inventory that is needed for our commercial operations. We consider
this inventory necessary to conduct our operations and we intend to
carry this inventory for the foreseeable future. Therefore, we
classify this inventory as long-term on our balance sheet and do not
hedge the inventory with derivative instruments (similar to linefill
in our own assets). We treat the impact of changes in the average
cost of the long-term inventory (that result from fluctuations in
market prices) and writedowns of such inventory that result from
price declines as a selected item impacting comparability.
 
(4) We have certain agreements that require counterparties to deliver,
transport or throughput a minimum volume over an agreed upon period.
Substantially all of such agreements were entered into with
counterparties to economically support the return on our capital
expenditure necessary to construct the related asset. Some of these
agreements include make-up rights if the minimum volume is not met.
We record a receivable from the counterparty in the period that
services are provided or when the transaction occurs, including
amounts for deficiency obligations from counterparties associated
with minimum volume commitments. If a counterparty has a make-up
right associated with a deficiency, we defer the revenue
attributable to the counterparty's make-up right and subsequently
recognize the revenue at the earlier of when the deficiency volume
is delivered or shipped, when the make-up right expires or when it
is determined that the counterparty's ability to utilize the make-up
right is remote. We include the impact of amounts billed to
counterparties for their deficiency obligation, net of applicable
amounts subsequently recognized into revenue, as a selected item
impacting comparability. We believe the inclusion of the
contractually committed revenues associated with that period is
meaningful to investors as the related asset has been constructed,
is standing ready to provide the committed service and the fixed
operating costs are included in the current period results.
 
(5) Our total equity-indexed compensation expense includes expense
associated with awards that will or may be settled in units and
awards that will or may be settled in cash. The awards that will or
may be settled in units are included in our diluted net income per
unit calculation when the applicable performance criteria have been
met. We consider the compensation expense associated with these
awards as a selected item impacting comparability as the dilutive
impact of the outstanding awards is included in our diluted net
income per unit calculation and the majority of the awards are
expected to be settled in units. The portion of compensation expense
associated with awards that are certain to be settled in cash is not
considered a selected item impacting comparability.
 
(6) During the periods presented, there were fluctuations in the value
of the Canadian dollar to the U.S. dollar, resulting in gains and
losses that were not related to our core operating results for the
period and were thus classified as a selected item impacting
comparability.
 
(7) Includes acquisition-related expenses associated with the Alpha
Crude Connector acquisition.
 
 
PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES

FINANCIAL SUMMARY (unaudited)

 
 
NON-GAAP RECONCILIATIONS

(in millions, except per unit and ratio data)

 
      Three Months Ended
March 31,
2018     2017
Net Income to Adjusted EBITDA and Implied DCF Reconciliation
Net Income $ 288 $ 444
Interest expense, net 106 129
Income tax expense 61 66
Depreciation and amortization 127 121
Depreciation and amortization of unconsolidated entities (1) 14 14
Selected items impacting comparability - Adjusted EBITDA (2) (3 ) (262 )
Adjusted EBITDA $ 593 $ 512
Interest expense, net (3) (106 ) (125 )
Maintenance capital (45 ) (59 )
Current income tax expense (13 ) (10 )
Adjusted equity earnings in unconsolidated entities, net of
distributions (4)
14 (15 )
Distributions to noncontrolling interests (5)   (1 )
Implied DCF $ 443 $ 302
Preferred unit distributions (6)    
Implied DCF Available to Common Unitholders $ 443   $ 302  
 
Implied DCF per Common Unit (7) $ 0.61 $ 0.44
Implied DCF per Common Unit and Common Equivalent Unit (8) $ 0.56 $ 0.40
 
Cash Distribution Paid per Common Unit $ 0.30 $ 0.55
Common Unit Cash Distributions (5) $ 218 $ 371
Common Unit Distribution Coverage Ratio 2.03x 0.81x
 
Implied DCF Excess / (Shortage) $ 225 $ (69 )
 
_____________________________
(1)     Adjustment to add back our proportionate share of depreciation and
amortization expense and gains or losses on significant asset sales
of unconsolidated entities.
 
(2) Certain of our non-GAAP financial measures may not be impacted by
each of the selected items impacting comparability.
 
(3) Excludes certain non-cash items impacting interest expense such as
amortization of debt issuance costs and terminated interest rate
swaps.
 
(4) Represents the difference between non-cash equity earnings in
unconsolidated entities (adjusted for our proportionate share of
depreciation and amortization and gains or losses on significant
asset sales) and cash distributions received from such entities.
 
(5) Cash distributions paid during the period presented.
 
(6) No cash distributions were paid to our preferred unitholders during
the periods presented. The current $0.5250 quarterly ($2.10
annualized) per unit distribution requirement of our Series A
preferred units was paid-in-kind for each quarterly distribution
since their issuance through February 2018. Distributions on our
Series A preferred units will be paid in cash beginning with the May
2018 quarterly distribution. The current $61.25 per unit annual
distribution requirement of our Series B preferred units, which were
issued in October 2017, is payable semi-annually in arrears on May
15 and November 15.
 
(7) Implied DCF Available to Common Unitholders for the period divided
by the weighted average common units outstanding for the period of
725 million and 691 million, respectively.
 
(8) Implied DCF Available to Common Unitholders for the period, adjusted
for Series A preferred unit cash distributions paid (if any),
divided by the weighted average common units and common equivalent
units outstanding for the periods of 796 million and 756 million,
respectively. Our Series A preferred units are convertible into
common units, generally on a one-for-one basis and subject to
customary anti-dilution adjustments, at any time after January 28,
2018, in whole or in part, subject to certain minimum conversion
amounts.
 
 
PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES

FINANCIAL SUMMARY (unaudited)

 
 

NON-GAAP RECONCILIATIONS (continued)

(in millions, except per unit data)

 
      Three Months Ended
March 31,
2018     2017
Net Income Per Common Unit to Implied DCF Per Common Unit and
Common Equivalent Unit Reconciliation
Basic net income per common unit $ 0.33 $ 0.59
Reconciling items per common unit (1) (2) 0.28 (0.15 )
Implied DCF per common unit $ 0.61 $ 0.44  
 
Basic net income per common unit $ 0.33 $ 0.59
Reconciling items per common unit and common equivalent unit (1)
(3)
0.23 (0.19 )
Implied DCF per common unit and common equivalent unit $ 0.56 $ 0.40  
 
_____________________________
(1)     Represents adjustments to Net Income to calculate Implied DCF
Available to Common Unitholders. See the "Net Income to Adjusted
EBITDA and Implied DCF Reconciliation" table for additional
information.
 
(2) Based on weighted average common units outstanding for the period of
725 million and 691 million, respectively.
 
(3) Based on weighted average common units outstanding for the period,
as well as weighted average Series A preferred units outstanding for
the period of approximately 71 million and 65 million, respectively.
 
     
Three Months Ended
March 31,
2018     2017
Net Income Per Common Unit to Adjusted Net Income Per Common Unit
Reconciliation
Basic net income per common unit $ 0.33 $ 0.59
Selected items impacting comparability per common unit (1)   0.03   (0.32 )
Basic adjusted net income per common unit $ 0.36 $ 0.27  
 
Diluted net income per common unit $ 0.33 $ 0.58
Selected items impacting comparability per common unit (1)   0.03   (0.31 )
Diluted adjusted net income per common unit $ 0.36 $ 0.27  
 
_____________________________
(1)     See the "Selected Items Impacting Comparability" and the
"Computation of Basic and Diluted Adjusted Net Income Per Common
Unit" tables for additional information.
 
     
Three Months Ended
March 31,
2018     2017
Fee-based Segment Adjusted EBITDA to Adjusted EBITDA
Reconciliation
Transportation segment adjusted EBITDA

$

335 $ 273
Facilities segment adjusted EBITDA   185   188
Fee-based segment adjusted EBITDA

$

520

$

461
Supply and Logistics segment adjusted EBITDA 72 51
Adjusted other income/(expense), net (1)   1  
Adjusted EBITDA (2) $ 593 $ 512
 
_____________________________
(1)     Represents Other expense, net adjusted for selected items impacting
comparability of $2 million and $5 million for the three months
ended March 31, 2018 and 2017, respectively. See the "Selected Items
Impacting Comparability" table for additional information.
 
(2) See the "Net Income to Adjusted EBITDA and Implied DCF
Reconciliation" table for reconciliation to net income.
 
 
PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES

FINANCIAL SUMMARY (unaudited)

 
 

NON-GAAP RECONCILIATIONS (continued)

(in millions, except per unit and ratio data)

 
      Twelve Months Ended
December 31,
2017     2016
Net Income to Adjusted EBITDA and Implied DCF Reconciliation
Net Income $ 858 $ 730
Interest expense, net 510 467
Income tax expense 44 25
Depreciation and amortization 626 494
Depreciation and amortization of unconsolidated entities (1) 45 50
Selected items impacting comparability - Adjusted EBITDA   (1 )   403  
Adjusted EBITDA $ 2,082   $ 2,169  
Interest expense, net (2) (483 ) (451 )
Maintenance capital (247 ) (186 )
Current income tax expense (28 ) (85 )
Adjusted equity earnings in unconsolidated entities, net of
distributions (3)
(10 ) (29 )
Distributions to noncontrolling interests   (2 )   (4 )
Implied DCF $ 1,312 $ 1,414
Preferred unit distributions (4) (5 )
General partner cash distributions (5)       (565 )
Implied DCF Available to Common Unitholders $ 1,307   $ 849  
 
Implied DCF per Common Unit (6) $ 1.82 $ 1.83
Implied DCF per Common Unit and Common Equivalent Unit (7) $ 1.67 $ 1.63
 
Cash Distribution Paid per Common Unit $ 1.95 $ 2.65
Common Unit Cash Distributions (8) $ 1,386 $ 1,627
Common Unit Distribution Coverage Ratio 0.94x 0.87x
 
Implied DCF Excess / (Shortage) $ (79 ) $ (213 )
 
_____________________________
(1)     Adjustment to add back our proportionate share of depreciation and
amortization expense and gains or losses on significant asset sales
of unconsolidated entities.
 
(2) Excludes certain non-cash items impacting interest expense such as
amortization of debt issuance costs and terminated interest rate
swaps.
 
(3) Represents the difference between non-cash equity earnings in
unconsolidated entities (adjusted for our proportionate share of
depreciation and amortization and gains or losses on significant
asset sales) and cash distributions received from such entities.
 
(4) Cash distributions paid to our preferred unitholders during the
period presented. The $0.5250 quarterly ($2.10 annualized) per unit
distribution requirement of our Series A preferred units has been
paid-in-kind for each quarterly distribution since their issuance;
as such, no Series A preferred unit distributions are included for
any periods presented. Distributions on our Series A preferred units
must be paid in cash beginning with the May 2018 quarterly
distribution. The $61.25 per unit annual distribution requirement of
our Series B preferred units, which were issued in October 2017, is
payable semi-annually in arrears on May 15 and November 15. A
pro-rated initial distribution on the Series B preferred units was
paid on November 15, 2017.
 
(5) The Simplification Transactions, which closed on November 15, 2016,
simplified our governance structure and permanently eliminated our
incentive distribution rights (IDRs) and the economic rights
associated with our 2% general partner interest.
 
(6) Implied DCF Available to Common Unitholders for the period divided
by the weighted average common units outstanding for the periods of
717 million and 464 million, respectively.
 
(7) Implied DCF Available to Common Unitholders for the period, adjusted
for Series A preferred unit cash distributions paid (if any),
divided by the weighted average common units and common equivalent
units outstanding for the periods of 784 million and 522 million,
respectively. Our Series A preferred units are convertible into
common units, generally on a one-for-one basis and subject to
customary anti-dilution adjustments, at any time after January 28,
2018, in whole or in part, subject to certain minimum conversion
amounts.
 
(8) Cash distributions paid during the period presented. For the twelve
months ended December 31, 2016, includes $565 million of cash
distributions paid to the general partner during the period.
 
 
PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES

FINANCIAL SUMMARY (unaudited)

 
 

NON-GAAP RECONCILIATIONS (continued)

(in millions, except per unit data)

 
      Twelve Months Ended
December 31,
2017     2016
Net Income Per Common Unit to Implied DCF Per Common Unit and
Common Equivalent Unit Reconciliation
Basic net income per common unit $ 0.96 $ 0.43
Reconciling items per common unit (1) (2) 0.86 1.40
Implied DCF per common unit $ 1.82 $ 1.83
 
Basic net income per common unit $ 0.96 $ 0.43
Reconciling items per common unit and common equivalent unit (1)
(3)
0.71 1.20
Implied DCF per common unit and common equivalent unit $ 1.67 $ 1.63
 
_____________________________
(1)     Represents adjustments to Net Income to calculate Implied DCF
Available to Common Unitholders. See the "Net Income to Adjusted
EBITDA and Implied DCF Reconciliation" table for additional
information.
 
(2) Based on weighted average common units outstanding for the period of
717 million and 464 million, respectively.
 
(3) Based on weighted average common units outstanding for the period,
as well as weighted average Series A preferred units outstanding for
the period of 67 million and 58 million, respectively.
 
 
Reconciliation of Segment Adjusted EBITDA to Segment Adjusted
EBITDA further adjusted for impact of divested assets
 
      Three Months Ended
March 31, 2018
      Three Months Ended
March 31, 2017
Transportation     Facilities    

Supply and
Logistics

Transportation     Facilities    

Supply and
Logistics

Segment Adjusted EBITDA $ 335 $ 185 $ 72 $ 273   $ 188   $ 51
Impact of divested assets (1)         (8 )   (12 )  
Segment Adjusted EBITDA further adjusted for impact of divested
assets
$ 335 $ 185 $ 72 $ 265   $ 176   $ 51
 
_____________________________
(1)     Estimated impact of divestitures completed during 2017, assuming an
effective date of 1/1/17. Divested assets include certain non-core
pipelines in the Rocky Mountain and Central regions previously
reported in our Transportation segment, and certain Bay Area,
California terminal assets and the Bluewater natural gas storage
facility previously reported in our Facilities segment.
 
 
PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES

FINANCIAL SUMMARY (unaudited)

 
 

COMPUTATION OF BASIC AND DILUTED ADJUSTED
NET INCOME PER COMMON UNIT
(1)

(in millions, except per unit data)

 
      Three Months Ended
March 31,
2018     2017
Basic Adjusted Net Income per Common Unit
Net income $ 288 $ 444
Selected items impacting comparability - Adjusted net income (2)   22     (220 )
Adjusted net income $ 310 $ 224
Distributions to Series A preferred unitholders (37 ) (34 )
Distributions to Series B preferred unitholders (12 )
Other   (2 )   (4 )
Adjusted net income allocated to common unitholders $ 259   $ 186  
 
Basic weighted average common units outstanding 725 691
 
Basic adjusted net income per common unit $ 0.36   $ 0.27  
 
Diluted Adjusted Net Income per Common Unit
Net income $ 288 $ 444
Selected items impacting comparability - Adjusted net income (2)   22     (220 )
Adjusted net income $ 310 $ 224
Distributions to Series A preferred unitholders (37 ) (34 )
Distributions to Series B preferred unitholders (12 )
Other   (2 )   (4 )
Adjusted net income allocated to common unitholders $ 259   $ 186  
 
Basic weighted average common units outstanding 725 691
Effect of dilutive securities:
Equity-indexed compensation plan awards (3)   2     2  
Diluted weighted average common units outstanding   727     693  
 
Diluted adjusted net income per common unit (4) $ 0.36   $ 0.27  
 
_____________________________
(1)     We calculate adjusted net income allocated to common unitholders
based on the distributions pertaining to the current period's net
income. After adjusting for the appropriate period's distributions,
the remaining undistributed earnings or excess distributions over
earnings, if any, are allocated to the common unitholders and
participating securities in accordance with the contractual terms of
our partnership agreement in effect for the period and as further
prescribed under the two-class method.
 
(2) Certain of our non-GAAP financial measures may not be impacted by
each of the selected items impacting comparability.
 
(3) Our LTIP awards that contemplate the issuance of common units and
certain AAP Management Units that contemplate the issuance of common
units to AAP when such AAP Management Units become earned are
considered dilutive unless (i) vesting occurs only upon the
satisfaction of a performance condition and (ii) that performance
condition has yet to be satisfied. LTIP awards and AAP Management
Units that are deemed to be dilutive are reduced by a hypothetical
unit repurchase based on the remaining unamortized fair value, as
prescribed by the treasury stock method in guidance issued by the
FASB.
 
(4) The possible conversion of our Series A preferred units was excluded
from the calculation of diluted adjusted net income per common unit
for the three months ended March 31, 2018 and 2017 as the effect was
antidilutive.
 
 
PLAINS GP HOLDINGS AND SUBSIDIARIES

FINANCIAL SUMMARY (unaudited)

 
 

CONDENSED CONSOLIDATING STATEMENTS OF
OPERATIONS

(in millions, except per share data)

 
      Three Months Ended
March 31, 2018
      Three Months Ended
March 31, 2017
    Consolidating         Consolidating    
PAA Adjustments (1) PAGP PAA Adjustments (1) PAGP
REVENUES $ 8,398 $ $ 8,398 $ 6,667 $ $ 6,667
 
COSTS AND EXPENSES
Purchases and related costs 7,519 7,519 5,593 5,593
Field operating costs 292 292 288 288
General and administrative expenses 79 1 80 74 1 75
Depreciation and amortization 127     127   121   1   122  
Total costs and expenses 8,017 1 8,018 6,076 2 6,078
 
OPERATING INCOME 381 (1 ) 380 591 (2 ) 589
 
OTHER INCOME/(EXPENSE)
Equity earnings in unconsolidated entities 75 75 53 53
Interest expense, net (106 ) (106 ) (129 ) (129 )
Other expense, net (1 )   (1 ) (5 )   (5 )
 
INCOME BEFORE TAX 349 (1 ) 348 510 (2 ) 508
Current income tax expense (13 ) (13 ) (10 ) (10 )
Deferred income tax expense (48 ) (14 ) (62 ) (56 ) (40 ) (96 )
 
NET INCOME 288 (15 ) 273 444 (42 ) 402
Net income attributable to noncontrolling interests   (236 ) (236 )   (361 ) (361 )
NET INCOME ATTRIBUTABLE TO PAGP $ 288   $ (251 ) $ 37   $ 444   $ (403 ) $ 41  
 
BASIC AND DILUTED NET INCOME PER CLASS A SHARE $ 0.23   $ 0.34  
 
BASIC AND DILUTED WEIGHTED AVERAGE CLASS A SHARES OUTSTANDING 157   120  
 
_____________________________
(1)     Represents the aggregate consolidating adjustments necessary to
produce consolidated financial statements for PAGP.
 
 
PLAINS GP HOLDINGS AND SUBSIDIARIES

FINANCIAL SUMMARY (unaudited)

 
 

CONDENSED CONSOLIDATING BALANCE SHEET DATA

(in millions)

 
      March 31, 2018       December 31, 2017
    Consolidating         Consolidating    
PAA Adjustments (1) PAGP PAA Adjustments (1) PAGP
ASSETS
Current assets $ 3,962 $ 3 $ 3,965 $ 4,000 $ 3 $ 4,003
Property and equipment, net 14,114 15 14,129 14,089 16 14,105
Goodwill 2,543 2,543 2,566 2,566
Investments in unconsolidated entities 2,882 2,882 2,756 2,756
Deferred tax asset 1,373 1,373 1,386 1,386
Linefill and base gas 870 870 872 872
Long-term inventory 159 159 164 164
Other long-term assets, net 893 (2 ) 891 904 (3 ) 901
Total assets $ 25,423 $ 1,389   $ 26,812 $ 25,351 $ 1,402   $ 26,753
 
LIABILITIES AND PARTNERS' CAPITAL
Current liabilities $ 4,601 $ 1 $ 4,602 $ 4,531 $ 2 $ 4,533
Senior notes, net of unamortized discounts and debt issuance costs 8,935 8,935 8,933 8,933
Other long-term debt 115 115 250 250
Other long-term liabilities and deferred credits 736   736 679   679
Total liabilities $ 14,387 $ 1 $ 14,388 $ 14,393 $ 2 $ 14,395
 
Partners' capital excluding noncontrolling interests 11,036 (9,335 ) 1,701 10,958 (9,263 ) 1,695
Noncontrolling interests 10,723   10,723 10,663   10,663
Total partners' capital 11,036 1,388   12,424 10,958 1,400   12,358
Total liabilities and partners' capital $ 25,423 $ 1,389   $ 26,812 $ 25,351 $ 1,402   $ 26,753
 
_____________________________
(1)     Represents the aggregate consolidating adjustments necessary to
produce consolidated financial statements for PAGP.
 
 
PLAINS GP HOLDINGS AND SUBSIDIARIES

FINANCIAL SUMMARY (unaudited)

 
 

COMPUTATION OF BASIC AND DILUTED NET
INCOME PER CLASS A SHARE

(in millions, except per share data)

 
      Three Months Ended
March 31,
2018     2017
Basic and Diluted Net Income per Class A Share (1)
Net income attributable to PAGP $ 37 $ 41
Basic and diluted weighted average Class A shares outstanding 157 120
 
Basic and diluted net income per Class A share $ 0.23 $ 0.34
 
_____________________________
(1)     For the three months ended March 31, 2018 and 2017, the possible
exchange of any AAP units and certain AAP Management Units would not
have had a dilutive effect on basic net income per Class A share.
 

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