DELAWARE
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001-32678
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03-0567133
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(State
or other jurisdiction of
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(Commission
File Number)
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(IRS
Employer
|
incorporation)
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Identification
No.)
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£
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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£
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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£
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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£
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Three
Months Ended
March
31,
|
||||||||
2009
|
2008
|
|||||||
(Millions)
|
||||||||
Natural
Gas Services Segment:
|
||||||||
Segment
net income (loss) attributable to partners
|
$ | 11.3 | $ | (1.8 | ) | |||
Wholesale
Propane Logistics Segment:
|
||||||||
Segment
net income attributable to partners
|
$ | 22.8 | $ | 5.6 | ||||
NGL
Logistics Segment:
|
||||||||
Segment
net income attributable to partners
|
$ | 1.0 | $ | 1.7 |
(d)
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Exhibits.
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Exhibit
Number
|
Description
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Exhibit
99.1
|
Press
Release dated May 7, 2009
|
DCP MIDSTREAM PARTNERS, LP | |||
By: | DCP MIDSTREAM GP, LP | ||
its General Partner | |||
By: | DCP MIDSTREAM GP, LLC | ||
its General Partner | |||
|
By:
|
/s/ Michael S. Richards | |
Name: Michael S. Richards | |||
Title: Vice President, General Counsel and Secretary | |||
Exhibit
Number
|
Description
|
Exhibit
99.1
|
Press
Release dated May 7, 2009
|
May
7, 2009
|
MEDIA
AND INVESTOR RELATIONS CONTACT:
|
Karen
L. Taylor
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Phone:
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303/633-2913
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|
24-Hour:
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303/809-9160
|
|
·
|
Diversified asset base delivers
1.4x distribution coverage
|
|
·
|
Record results for wholesale
propane business
|
Three
Months Ended
March
31,
|
||||||||
2009
|
2008
|
|||||||
(Unaudited)
(Millions,
except per unit amounts)
|
||||||||
Net
income (loss) attributable to partners
|
$ | 22.1 | $ | (6.5 | ) | |||
Net
income (loss) per unit
|
$ | 0.67 | $ | (0.36 | ) | |||
Adjusted
EBITDA
|
$ | 39.4 | $ | 36.8 | ||||
Adjusted
net income attributable to partners
|
$ | 21.9 | $ | 22.1 | ||||
Adjusted
net income per unit
|
$ | 0.66 | $ | 0.77 | ||||
Distributable
cash flow
|
$ | 27.6 | $ | 31.9 |
|
·
|
the
ability of our assets to generate cash sufficient to pay interest costs,
support our indebtedness, make cash distributions to our unitholders and
general partner, and finance maintenance
expenditures;
|
|
·
|
financial
performance of our assets without regard to financing methods, capital
structure or historical cost basis;
|
|
·
|
our
operating performance and return on capital as compared to those of other
companies in the midstream energy industry, without regard to financing
methods or capital structure; and
|
|
·
|
viability
of acquisitions and capital expenditure projects and the overall rates of
return on alternative investment
opportunities.
|
|
·
|
the extent of changes in
commodity prices, our ability to effectively limit a portion of the
adverse impact of potential changes in prices through derivative financial
instruments, and the potential impact of price on natural gas drilling,
demand for our services, and the volume of NGLs and condensate
extracted;
|
|
·
|
general economic, market and
business conditions;
|
|
·
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the level and success of
natural gas drilling around our assets, and our ability to connect
supplies to our gathering and processing systems in light of
competition;
|
|
·
|
our ability to grow through
acquisitions, contributions from affiliates, or organic growth projects,
and the successful integration and future performance of such
assets;
|
|
·
|
our ability to access the debt
and equity markets, which will depend on general market conditions,
interest rates and our ability to effectively limit a portion of the
adverse effects of potential changes in interest rates by entering into
derivative financial instruments, and our ability to comply with the
covenants to our credit
agreement;
|
|
·
|
our ability to purchase
propane from our principal suppliers for our wholesale propane logistics
business;
|
|
·
|
our ability to construct
facilities in a timely fashion, which is partially dependent on obtaining
required building, environmental and other permits issued by federal,
state and municipal governments, or agencies thereof, the availability of
specialized contractors and laborers, and the price of and demand for
supplies;
|
|
·
|
the creditworthiness of
counterparties to our
transactions;
|
|
·
|
weather and other natural
phenomena, including their potential impact on demand for the commodities
we sell and our third-party-owned
infrastructure;
|
|
·
|
changes in laws and
regulations, particularly with regard to taxes, safety and protection of
the environment or the increased regulation of our
industry;
|
|
·
|
our ability to obtain
insurance on commercially reasonable terms, if at all, as well as the
adequacy of the insurance to cover our
losses;
|
|
·
|
industry changes, including
the impact of consolidations, increased delivery of liquefied natural gas
to the United States, alternative energy sources, technological advances
and changes in competition;
and
|
|
·
|
the amount of collateral we
may be required to post from time to time in our
transactions.
|
Three
Months Ended
March
31,
|
||||||||
2009
|
2008
|
|||||||
(Millions,
except per unit amounts)
|
||||||||
Sales
of natural gas, propane, NGLs and condensate
|
$ | 217.7 | $ | 362.7 | ||||
Transportation,
processing and other
|
15.9 | 12.1 | ||||||
Gains
(losses) from commodity derivative activity, net
|
7.0 | (37.1 | ) | |||||
Total
operating revenues
|
240.6 | 337.7 | ||||||
Purchases
of natural gas, propane and NGLs
|
182.8 | 329.7 | ||||||
Gross
margin
|
57.8 | 8.0 | ||||||
Operating
and maintenance expense
|
(9.2 | ) | (10.6 | ) | ||||
General
and administrative expense
|
(5.8 | ) | (5.5 | ) | ||||
(Losses)
earnings from equity method investments
|
(2.2 | ) | 17.2 | |||||
Net
income attributable to noncontrolling interests
|
(0.9 | ) | (0.6 | ) | ||||
EBITDA
|
39.7 | 8.5 | ||||||
Depreciation
and amortization expense
|
(10.4 | ) | (8.5 | ) | ||||
Interest
expense, net
|
(7.1 | ) | (6.5 | ) | ||||
Income
tax expense
|
(0.1 | ) | — | |||||
Net
income (loss) attributable to partners
|
$ | 22.1 | $ | (6.5 | ) | |||
General
partner interest in net income or net loss
|
(3.2 | ) | (2.6 | ) | ||||
Net
income (loss) allocable to limited partners
|
$ | 18.9 | $ | (9.1 | ) | |||
Net
income (loss) per limited partner unit—basic and diluted
|
$ | 0.67 | $ | (0.36 | ) | |||
Weighted-average
limited partner units outstanding—basic and diluted
|
28.2 | 24.9 |
March
31,
2009
|
December
31,
2008
|
|||||||
(Millions)
|
||||||||
Cash
and cash equivalents
|
$
|
12.0
|
$
|
48.0
|
||||
Other
current assets
|
106.3
|
117.2
|
||||||
Restricted
investments (a)
|
60.2
|
60.2
|
||||||
Property,
plant and equipment, net
|
646.5
|
629.3
|
||||||
Other
long-term assets
|
324.5
|
325.3
|
||||||
Total
assets
|
$
|
1,149.5
|
$
|
1,180.0
|
||||
Current
liabilities
|
$
|
105.8
|
$
|
124.8
|
||||
Long-term
debt (a)
|
645.0
|
656.5
|
||||||
Other
long-term liabilities
|
35.0
|
34.9
|
||||||
Partners’
equity
|
331.1
|
329.1
|
||||||
Noncontrolling
interests
|
32.6
|
34.7
|
||||||
Total
liabilities and equity
|
$
|
1,149.5
|
$
|
1,180.0
|
||||
(a) Long-term debt includes $60.0 million outstanding on the term loan portion of our credit facility as of March 31, 2009 and December 31, 2008. These amounts are fully secured by restricted investments. |
Three
Months Ended
March
31,
|
||||||||
2009
|
2008
|
|||||||
(Millions,
except per unit amounts)
|
||||||||
Reconciliation
of Non-GAAP Measures:
|
||||||||
Net
income (loss) attributable to partners
|
$ | 22.1 | $ | (6.5 | ) | |||
Interest
expense, net
|
7.1 | 6.5 | ||||||
Depreciation
and amortization expense
|
10.4 | 8.5 | ||||||
Income
tax expense
|
0.1 | — | ||||||
EBITDA
|
39.7 | 8.5 | ||||||
Non-cash
commodity derivative mark-to-market
|
(0.3 | ) | 28.3 | |||||
Adjusted
EBITDA
|
39.4 | 36.8 | ||||||
Interest
expense, net
|
(7.1 | ) | (6.5 | ) | ||||
Depreciation
and amortization expense
|
(10.4 | ) | (8.5 | ) | ||||
Income
tax expense
|
(0.1 | ) | — | |||||
Non-cash
interest rate derivative mark-to-market
|
0.1 | 0.3 | ||||||
Adjusted
net income attributable to partners
|
21.9 | 22.1 | ||||||
Maintenance
capital expenditures, net of reimbursable projects
|
(7.2 | ) | (0.5 | ) | ||||
Distributions
from equity method investments, net of losses and earnings,
respectively
|
2.7 | 2.0 | ||||||
Depreciation
and amortization expense
|
10.4 | 8.5 | ||||||
Noncontrolling
interest on depreciation
|
(0.2 | ) | (0.2 | ) | ||||
Distributable
cash flow
|
$ | 27.6 | $ | 31.9 | ||||
Adjusted
net income attributable to partners
|
$ | 21.9 | $ | 22.1 | ||||
General
partner interest in net income
|
(3.2 | ) | (2.9 | ) | ||||
Adjusted
net income allocable to limited partners
|
$ | 18.7 | $ | 19.2 | ||||
Adjusted
net income per unit
|
$ | 0.66 | $ | 0.77 | ||||
Net
cash provided by operating activities
|
$ | 26.6 | $ | 25.1 | ||||
Interest
expense, net
|
7.1 | 6.5 | ||||||
Income
tax expense
|
0.1 | — | ||||||
Distributions
from equity method investments, net of losses and earnings,
respectively
|
(2.7 | ) | (2.0 | ) | ||||
Net
changes in operating assets and liabilities
|
9.6 | (21.0 | ) | |||||
Other,
net
|
(1.0 | ) | (0.1 | ) | ||||
EBITDA
|
39.7 | 8.5 | ||||||
Non-cash
commodity derivative mark-to-market
|
(0.3 | ) | 28.3 | |||||
Adjusted
EBITDA
|
39.4 | 36.8 | ||||||
Interest
expense, net
|
(7.1 | ) | (6.5 | ) | ||||
Income
tax expense
|
(0.1 | ) | — | |||||
Maintenance
capital expenditures, net of reimbursable projects
|
(7.2 | ) | (0.5 | ) | ||||
Distributions
from equity method investments, net of losses and earnings,
respectively
|
2.7 | 2.0 | ||||||
Non-cash
interest rate derivative mark-to-market
|
0.1 | 0.3 | ||||||
Noncontrolling
interest on depreciation
|
(0.2 | ) | (0.2 | ) | ||||
Distributable
cash flow
|
$ | 27.6 | $ | 31.9 |
Three
Months Ended
March
31,
|
||||||||
2009
|
2008
|
|||||||
(Millions,
except as indicated)
|
||||||||
Natural
Gas Services Segment:
|
||||||||
Financial
results:
|
||||||||
Segment
net income (loss) attributable to partners
|
$ | 11.3 | $ | (1.8 | ) | |||
Operating
and maintenance expense
|
6.2 | 7.7 | ||||||
Depreciation
and amortization expense
|
9.7 | 7.8 | ||||||
Losses
(earnings) from equity method investments
|
2.6 | (16.8 | ) | |||||
Net
income attributable to noncontrolling interests
|
0.9 | 0.6 | ||||||
Segment
gross margin
|
30.7 | (2.5 | ) | |||||
Non-cash
commodity derivative mark-to-market
|
(0.1 | ) | 31.0 | |||||
Adjusted
segment gross margin
|
$ | 30.6 | $ | 28.5 | ||||
Operating
data:
|
||||||||
Natural
gas throughput (MMcf/d)
|
930 | 829 | ||||||
NGL
gross production (Bbls/d)
|
16,374 | 25,191 | ||||||
Wholesale
Propane Logistics Segment:
|
||||||||
Financial
results:
|
||||||||
Segment
net income attributable to partners
|
$ | 22.8 | $ | 5.6 | ||||
Operating
and maintenance expense
|
2.7 | 2.7 | ||||||
Depreciation
and amortization expense
|
0.3 | 0.3 | ||||||
Segment
gross margin
|
25.8 | 8.6 | ||||||
Non-cash
commodity derivative mark-to-market
|
(0.2 | ) | (2.7 | ) | ||||
Adjusted
segment gross margin
|
$ | 25.6 | $ | 5.9 | ||||
Operating
data:
|
||||||||
Propane
sales volume (Bbls/d)
|
37,092 | 33,914 | ||||||
NGL
Logistics Segment:
|
||||||||
Financial
results:
|
||||||||
Segment
net income attributable to partners
|
$ | 1.0 | $ | 1.7 | ||||
Operating
and maintenance expense
|
0.3 | 0.2 | ||||||
Depreciation
and amortization expense
|
0.4 | 0.4 | ||||||
Earnings
from equity method investments
|
(0.4 | ) | (0.4 | ) | ||||
Segment
gross margin
|
$ | 1.3 | $ | 1.9 | ||||
Operating
data:
|
||||||||
NGL
pipelines throughput (Bbls/d)
|
23,969 | 31,876 |