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The following information provides a historical look at Williams Partners L.P. news releases.

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Williams Partners L.P. Reports Third-Quarter 2009 Financial Results

TULSA, Okla., Oct. 29 /PRNewswire-FirstCall/ -- Williams Partners L.P. (NYSE: WPZ) today announced unaudited third-quarter 2009 net income of $55.9 million, compared with third-quarter 2008 net income of $60.8 million. Net income per limited-partner unit for third-quarter 2009 was $1.04, compared with $1.00 per limited-partner unit, as revised, for third-quarter 2008.

Lower natural gas liquid (NGL) margins, driven by much lower NGL prices, were the primary reason for the decline in net income in the third quarter. The lower prices were significantly offset by sharply lower natural gas prices. Gathering volumes at Wamsutter and Four Corners remained steady. Lower operating and maintenance expenses at Four Corners and higher volumes at Discovery partially offset the lower NGL margins.

Year-to-date through Sept. 30, Williams Partners' net income was $100.0 million, compared with $176.3 million for the same period in 2008. Net income per limited-partner unit for the first nine months of 2009 was $1.88, compared with $2.92, as revised, for the first nine months of 2008.

Lower NGL margins, due to much lower NGL prices, were also the primary reason for the decline in net income in the year-to-date period. These lower prices were significantly offset by the benefit of sharply lower natural gas prices. Lower operating and maintenance expenses at Four Corners also helped partially offset the lower NGL margins.

Third-quarter and year-to-date 2008 net income per limited-partner unit have been revised pursuant to the adoption of an accounting rule change in 2009, which changed the method the partnership previously used to allocate undistributed earnings between the limited partners and the general partner.

Distributable Cash Flow Significantly Improved Versus 2Q '09

For third-quarter 2009, the key measure of distributable cash flow per weighted-average limited partner unit was $1.15, compared with $0.96 for third-quarter 2008. Distributable cash flow for limited-partner unitholders was $60.5 million for third-quarter 2009, compared with $50.5 million for third-quarter 2008.

Distributable cash flow per weighted-average limited partner unit was $2.29 for the first nine months of 2009, compared with $2.65 for the first nine months of 2008. Distributable cash flow for limited-partner unitholders was $120.6 million for the first nine months of 2009, compared with $139.3 million for the same period in 2008.

The 2009 amounts were significantly, favorably impacted by Williams' (NYSE: WMB) waiver of its incentive distribution rights for 2009. The waiver, which was detailed in the partnership's April 15, 2009, press release, decreases the amount of distributable cash flow allocated to the general partner.

Although distributable cash flow is down compared to 2008 for the year-to-date period, it has significantly improved throughout 2009, and is up 97 percent over second-quarter 2009. The partnership's cash distribution coverage ratio was 1.80x for third-quarter 2009, which included the benefit of Williams' IDR waiver. Without that benefit, the partnership's cash distribution coverage ratio would have been 1.48x for third-quarter 2009.

The year-over-year declines in distributable cash flow in the 2009 periods are due to lower cash distributions from the Discovery and Wamsutter investments, as well as lower results from Four Corners. Lower NGL margins drove the decline in results at Four Corners and Wamsutter.

As a result of 2008 hurricane impacts and sharply lower NGL margins, Discovery did not make cash distributions to the partnership earlier in the year. However, Discovery was fully operational for third-quarter 2009 and paid the partnership an $11.1 million cash distribution in September.

Partnership Strengthens Outlook for 2009 DCF, Distribution Coverage

Williams Partners' management is updating its outlook for full-year 2009 commodity price assumptions and the corresponding effect on select partnership results to reflect year-to-date results and the outlook for the fourth quarter.

The partnership's outlook for 2009 distributable cash flow and cash distribution coverage ratio have both been increased compared with previous guidance, which was issued on Aug. 6. The full commodity price outlook and guidance are presented in the following chart.

Management is also providing its initial outlook for 2010 distributable cash flow and cash distribution coverage, as well as NGL margins at Four Corners and Wamsutter, based on current forward market commodity prices for 2010. This information is presented in the following chart. The cash distribution coverage ratio range shown below is based on current annual cash distribution per limited-partner unit of $2.54 and includes full payment of incentive distribution rights to Williams in 2010.

Chief Operating Officer Perspective

"The partnership turned in a very strong performance in the third quarter, as NGL margins have continued to improve and gathering and equity sales volumes were strong across all of our gathering and processing businesses," said Alan Armstrong, chief operating officer of the general partner of Williams Partners.

"Our well connect program in the West helped drive a 7 percent increase in gathered volumes at Wamsutter during the quarter; and the new Tahiti volumes, as well as full recovery from the '08 hurricane effects, led to a 51 percent increase in plant inlet volumes at Discovery," Armstrong said.

"Our strong performance in the second half of the year will also enable us to pursue some small organic growth opportunities and small bolt-on acquisitions," Armstrong said.

Business Segment Performance

Business segment performance includes results for the partnership's three business segments: Gathering and Processing - West, which includes Four Corners and the Wamsutter investment; Gathering and Processing - Gulf, which includes the Discovery investment; and NGL Services, which includes the Conway fractionation and storage complex.

Lower per-unit NGL margins at Four Corners drove the lower results for the Gathering & Processing - West segment during the third quarter. Lower operating and maintenance expenses at Four Corners, as well as higher equity earnings from Wamsutter partially offset the lower NGL margins. The lower operating and maintenance expenses at Four Corners were primarily due to lower system losses.

The higher third-quarter equity earnings from Wamsutter were due to a higher allocation of Wamsutter's net income to the partnership in 2009 compared with 2008. Based on the provisions of Wamsutter's LLC agreement, Williams Partners' share of Wamsutter's net income varies depending on its year-to-date net income for a given period and the partnership's overall level of ownership. This higher allocation offset the decrease in Wamsutter's total net income.

Higher third-quarter equity earnings from the Discovery investment drove the higher segment profit in the Gathering and Processing -- Gulf segment for the third-quarter of 2009. Discovery's third-quarter 2008 equity earnings were reduced by approximately $5.0 million as a result of hurricane-related damages and downtime.

Lower per-unit NGL margins at Four Corners and lower equity earnings from Wamsutter were the key drivers of the lower year-to-date results in the Gathering and Processing - West segment. Lower per-unit NGL margins led to the lower equity earnings at Wamsutter.

Downtime at Ignacio due to the June 2009 pipeline rupture also negatively affected the year-to-date results. Lower operating and maintenance expenses at Four Corners, as well as higher fee-based revenues at Wamsutter on higher gathering volumes partially offset the lower NGL margins. The lower operating and maintenance expenses at Four Corners were primarily due to lower system losses.

Lower equity earnings from the Discovery investment drove the lower segment profit results in the Gathering and Processing - Gulf segment for the year-to-date 2009 period. The reduced equity earnings were due primarily to lower per-unit NGL margins and lower plant inlet volumes as both Discovery and its producers worked to recover from the 2008 hurricane damage. These negative impacts were partially offset in the year-to-date period by the receipt of $4.2 million in business interruption insurance proceeds on the Discovery investment during the first quarter.

Reconciliations of the partnership's distributable cash flow for limited-partner unitholders to net income, cash distribution coverage ratio, as well as recurring segment profit to reported segment profit, are available on Williams Partners' web site at www.williamslp.com and as an attachment to this document.

Definitions of Non-GAAP Financial Measures

Williams Partners defines recurring segment profit as segment profit excluding items of income or loss that the partnership characterizes as unrepresentative of its ongoing operations.

Williams Partners defines distributable cash flow attributable to partnership operations as net income (loss) plus depreciation, amortization and accretion, less earnings from equity investments, as well as adjustments for certain non-cash, non-recurring items, plus reimbursements from Williams under an omnibus agreement and less maintenance capital expenditures, plus the actual cash distributed by Wamsutter and Discovery.

Distributable cash flow per weighted average limited-partner unit is a key measure of the partnership's financial performance and available cash flows to unitholders. Williams Partners defines distributable cash flow per limited-partner unit as distributable cash flow attributable to partnership operations allocable to limited partners divided by the weighted average limited partner-units outstanding. Distributable cash flow attributable to partnership operations allocable to limited partners is calculated by allocating the distributable cash flow attributable to partnership operations, as defined in the preceding paragraph, between the general partner and the limited partners in accordance with the cash-distribution provisions of our partnership agreement.

Williams Partners calculates the ratio of distributable cash flow per limited partner unit to the actual cash distribution per unit paid and the ratio of distributable cash flow attributable to partnership operations to the total cash distributed (cash distribution coverage ratio). These two measures reflect the amount of distributable cash flow relative to the partnership's actual cash distribution on both a per limited partner unit and total distribution basis.

Today's Analyst Call

Williams Partners' management will discuss the partnership's third-quarter 2009 financial results during a live webcast today beginning at 11 a.m. EDT. Participants are encouraged to access the webcast and slides for viewing, downloading and printing at www.williamslp.com.

A limited number of phone lines also will be available at (888) 208-1812. International callers should dial (719) 325-2327. Replays of the third-quarter webcast, in both streaming and downloadable podcast formats, will be available for two weeks at www.williamslp.com following the event.

Form 10-Q

The partnership plans to file its Form 10-Q with the Securities and Exchange Commission today. The document will be available on both the SEC and Williams Partners web sites.

About Williams Partners L.P. (NYSE: WPZ)

Williams Partners L.P. is a publicly traded master limited partnership that owns natural gas gathering, transportation, processing and treating assets serving regions where producers require large scale and highly reliable services, including the Gulf of Mexico, the San Juan Basin in New Mexico and Colorado, and the Washakie Basin in Wyoming. The partnership also serves the natural gas liquids (NGL) market through its NGL fractionating and storage assets. The general partner is Williams Partners GP LLC. More information about the partnership is available at www.williamslp.com. Go to http://www.b2i.us/irpass.asp?BzID=1296&to=ea&s=0 to join our e-mail list.

Contact:      Jeff Pounds
Williams (media relations)
(918) 573-3332
Sharna Reingold
Williams (investor relations)
(918) 573-2078

Williams Partners L.P. is a limited partnership formed by The Williams Companies, Inc. (Williams). Our reports, filings, and other public announcements may contain or incorporate by reference statements that do not directly or exclusively relate to historical facts. Such statements are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. You typically can identify forward-looking statements by the use of forward-looking words, such as "anticipates," believes," "could," "may," "should," "continues," "estimates," "expects," "forecasts," "intends," "might," "objectives," "planned," "potential," "projects," "scheduled," "will," and other similar expressions. These statements are based on our present intentions and our assumptions about future events and are subject to risks, uncertainties, and other factors. In addition to any assumptions, risks, uncertainties or other factors referred to specifically in connection with such statements, other factors not specifically referenced could cause our actual results to differ materially from the results expressed or implied in any forward-looking statements. Those factors include, among others:

    --  whether we have sufficient cash from operations to enable us to maintain
current levels of cash distributions or to pay the minimum quarterly
distribution following establishment of cash reserves and payment of
fees and expenses, including payments to our general partner;
--  availability of supplies (including the uncertainties inherent in
assessing and estimating future natural gas reserves), market demand,
volatility of prices, and the availability and cost of capital;
--  inflation, interest rates and general economic conditions (including the
current economic slowdown and the disruption of global credit markets
and the impact of these events on our customers and suppliers);
--  the strength and financial resources of our competitors;
--  development of alternative energy sources;
--  the impact of operational and development hazards;
--  costs of, changes in, or the results of laws, government regulations
(including proposed climate change legislation), environmental
liabilities, litigation, and rate proceedings;
--  changes in maintenance and construction costs;
--  changes in the current geopolitical situation;
--  our exposure to the credit risks of our customers;
--  risks related to strategy and financing, including restrictions stemming
from our debt agreements, future changes in our credit ratings, and the
availability and cost of credit;
--  risks associated with future weather conditions;
--  acts of terrorism; and
--  additional risks described in our filings with the Securities and
Exchange Commission.

Given the uncertainties and risk factors that could cause our actual results to differ materially from those contained in any forward-looking statement, we caution investors not to unduly rely on our forward-looking statements. In addition to causing our actual results to differ, the factors listed above may cause our intentions to change. Such changes in our intentions may also cause our results to differ. We disclaim any obligation to and do not intend to publicly update or revise any forward-looking statements or changes to our intentions, whether as a result of new information, future events or otherwise.

Limited partner interests are inherently different from the capital stock of a corporation, although many of the business risks to which we are subject are similar to those that would be faced by a corporation engaged in a similar business. Investors are urged to closely consider the disclosures and risk factors in our annual report on Forms 10-K filed with the Securities and Exchange Commission on February 26, 2009, and our quarterly reports on Form 10-Q available from our offices or from our website at www.williamslp.com.

Reconciliation of Non-GAAP Measures
(UNAUDITED)
This press release includes certain financial measures, Recurring
Segment Profit, Distributable Cash Flow and Distributable Cash Flow per
Limited Partner Unit that are non-GAAP financial measures as defined
under the rules of the Securities and Exchange Commission.
For Williams Partners L.P., Recurring Segment Profit excludes items of
income or loss that we characterize as unrepresentative of our ongoing
operations.  Management believes Recurring Segment Profit provides
investors meaningful insight into Williams Partners L.P.'s results from
ongoing operations.
For Williams Partners L.P. we define Distributable Cash Flow
attributable to partnership operations as net income (loss) plus
depreciation, amortization and accretion, less our earnings from equity
investments, as well as adjustments for certain non-cash, non-recurring
items, plus reimbursements from Williams under an omnibus agreement and
less maintenance capital expenditures, plus the actual cash distributed by
Wamsutter and Discovery.  For our equity investments, Wamsutter and
Discovery, we define Distributable Cash Flow as net income (loss) plus
depreciation, amortization and accretion and less maintenance capital
expenditures.  We also adjust for certain non-cash, non-recurring items.
Our equity share of Wamsutter's Distributable Cash Flow is based on the
distribution provisions of the Wamsutter LLC Agreement.  Our equity share
of Discovery's Distributable Cash Flow is 60%.
For Williams Partners L.P. we define Distributable Cash Flow per
Limited Partner Unit as Distributable Cash Flow attributable to
partnership operations allocable to limited partners divided by the
weighted average limited partner units outstanding.  Distributable Cash
Flow attributable to partnership operations allocable to limited partners
is calculated by allocating the distributable cash flow attributable to
partnership operations, as defined in the preceding paragraph,  between
the general partner and the limited partners in accordance with the cash
distribution provisions of our partnership agreement.
For Williams Partners L.P. we also calculate the ratio of
Distributable Cash Flow per Limited Partner Unit to the actual cash
distribution per unit paid and the ratio of Distributable Cash Flow
attributable to partnership operations to the total cash distributed (cash
distribution coverage ratio).  These measures reflect the amount of
Distributable Cash Flow relative to our cash distribution on both a per
Limited Partner Unit and  total distribution basis.  We have also provided
these ratios calculated using the most directly comparable GAAP measures,
net income per unit and net income.
This press release is accompanied by a reconciliation of these non-
GAAP financial measures to their nearest GAAP financial measures.
Management uses these financial measures because they are accepted
financial indicators used by investors to compare company performance.
In addition, management believes that these measures provide investors an
enhanced perspective of the operating performance of the Partnership's
assets and the cash that the business is generating.  Neither Recurring
Segment Profit nor Distributable Cash Flow are intended to represent cash
flows for the period, nor are they presented as an alternative to net
income (loss) or cash flow from operations.  Distributable Cash Flow per
Limited Partner is not presented as an alternative to net income per unit.
They should not be considered in isolation or as substitutes for a measure
of performance prepared in accordance with United States generally
accepted accounting principles.

 

2008
----
(Thousands,
except per-
unit amounts)  1st Qtr  2nd Qtr  3rd Qtr    Y-T-D   4th Qtr  Full Year
--------------  -------  -------  -------    -----   -------  ---------
Williams Partners L.P.
Reconciliation of Non-GAAP "Recurring Segment
Profit" to GAAP "Segment Profit"
Gathering and
Processing -
West           $50,405  $86,778  $70,691  $207,874  $46,288   $254,162
Gathering and
Processing -
Gulf            13,511    8,446    8,480    30,437  (14,590)    15,847
NGL Services      5,541    3,414    6,315    15,270    8,768     24,038
-----    -----    -----    ------    -----     ------
Segment Profit   69,457   98,638   85,486   253,581   40,466    294,047
Non-recurring
Items:
Gathering and
Processing - West
Involuntary
conversion
gain
resulting from
Ignacio fire         -   (3,266)  (6,010)   (9,276)  (2,328)   (11,604)
Wamsutter
customer
contract
adjustment
included in
equity
earnings        (3,065)       -        -    (3,065)       -     (3,065)
Gathering and
Processing - Gulf
Discovery
hurricane
repair
expenses up to
insurance
deductible
(60%)                -        -      890       890    2,935      3,825
Hurricane-
related
survey
costs (60%)          -        -        -         -    1,188      1,188
NGL Services
Product
imbalance
valuation
adjustment           -        -        -         -   (1,437)    (1,437)
Other items:
Gathering and
Processing - Gulf
Impairment of
Carbonate
Trend
gathering
pipeline             -        -        -         -    6,187      6,187
-------  -------  ------   --------    -----      -----
Recurring
Segment Profit $66,392  $95,372  $80,366  $242,130  $47,011   $289,141
=======  =======  =======  ========  =======   ========
2009
----
(Thousands,
except per-
unit amounts)         1st Qtr    2nd Qtr    3rd Qtr    Y-T-D
--------------         -------    -------    -------    -----
Williams Partners L.P.
Reconciliation of Non-GAAP "Recurring Segment
Profit" to GAAP "Segment Profit"
Gathering and
Processing -
West                  $38,310    $40,850    $63,482    $142,642
Gathering and
Processing -
Gulf                      691      3,975     10,925      15,591
NGL Services             4,316      5,174      5,796      15,286
-----      -----      -----      ------
Segment Profit          43,317     49,999     80,203     173,519
Non-recurring Items:
Gathering and
Processing - West
Involuntary
conversion
gain resulting
from Ignacio
fire                      966          -     (5,000)     (4,034)
Wamsutter
customer
contract
adjustment
included in
equity
earnings                    -          -          -           -
Gathering and Processing
- Gulf
Discovery
hurricane
repair
expenses up to
insurance
deductible
(60%)                       -          -          -           -
Hurricane-
related survey
costs (60%)                 -          -          -           -
NGL Services
Product
imbalance
valuation
adjustment                  -          -          -           -
Other items:
Gathering and Processing
- Gulf
Impairment of
Carbonate
Trend
gathering
pipeline                    -          -          -           -
-------    -------    -------    --------
Recurring
Segment Profit        $44,283    $49,999    $75,203    $169,485
=======    =======    =======    ========

 

 

2008
----
(Thousands,
except
per-
unit
amounts)    1st       2nd          3rd                   4th       Full
Qtr        Qtr         Qtr       Y-T-D       Qtr       Year
------    -------    -------     -------     -----     -------     ----
Williams Partners L.P.
Reconciliation of Non-GAAP "Distributable Cash Flow
per Limited Partner Unit" to GAAP "Net income"
Net
income    $43,629    $71,822    $60,833   $176,284     $15,105   $191,389
Depreciation,
amort-
ization and
accretion  11,226     11,002     11,735     33,963      11,066     45,029
Non-cash
amortization
of debt
issuance costs
included in
interest
expense       489        459        459      1,407         461      1,868
Involuntary
conversion
gain resulting
from Ignacio
fire            -    (3,266)    (6,010)    (9,276)     (2,328)   (11,604)
Equity
earnings (34,815)   (46,050)   (29,045)  (109,910)         731  (109,179)
Reimburse-
ments from
Williams
under
omnibus
agreement     771        865        692      2,328         653      2,981
Impairment of
Carbonate
Trend
gathering
pipeline        -          -          -          -       6,187      6,187
Maintenance
capital
expendi-
tures(a) (8,534)    (2,497)    (5,309)   (16,340)     (5,420)   (21,760)
-----      -----      -----     ------       -----     ------
Distributable
Cash Flow
Excluding
Equity
Invest-
ments      12,766     32,335     33,355     78,456      26,455    104,911
------     ------     ------     ------      ------    -------
Plus:
Wamsutter
cash
distributions
to Williams
Partners
L.P.       22,704     26,603     28,989     78,296      20,843     99,139
Plus:
Discovery's
cash
distributions
to Williams
Partners
L.P. (b)   16,800     15,600     13,200     45,600      10,800     56,400
------     ------     ------     ------      ------     ------
Distributable
cash flow
attributable
to partner-
ship
operations 52,270     74,538     75,544    202,352      58,098    260,450
Distributable
Cash Flow
attributable
to partnership
operations
allocable to
general
partner    13,431     24,565     25,067     63,063      16,344     79,407
------     ------     ------     ------      ------     ------
Distributable
Cash Flow
attributable
to limited
partnership
operations
allocable to
limited
partners  $38,839    $49,973    $50,477   $139,289     $41,754   $181,043
=======    =======    =======   ========     =======   ========
Weighted
average
number
of units out-
stand-
ing:   52,774,728 52,774,728 52,775,912 52,775,126  52,777,452 52,775,710
========== ========== ========== ==========  ========== ==========
Distributable
Cash Flow
attributable
to partnership
operations
per
limited
partner
unit:       $0.74      $0.95      $0.96      $2.65       $0.79      $3.44
=====      =====      =====      =====       =====      =====
Actual cash
distribution
per unit:  $0.600     $0.625     $0.635     $1.860      $0.635     $2.495
Total cash
distrib-
uted:     $37,922    $40,560    $41,617   $120,099     $41,617   $161,716
Coverage ratios:
Distributable
Cash Flow
attributable
to partnership
operations
per limited
partner unit
divided by
Actual cash
distribution
per unit:    1.23       1.52       1.51       1.42        1.25       1.38
====       ====       ====       ====        ====       ====
Distributable
cash flow
attributable
to partnership
operations
divided by
Total cash
distributed  1.38       1.84       1.82       1.68        1.40       1.61
====       ====       ====       ====        ====       ====
Distributable
cash flow
attributable
to partnership
operations
divided by
total cash
distribution
excluding
Williams' IDR
Support (c)   N/A        N/A        N/A        N/A         N/A        N/A
=======    =======    =======    =======     =======  =======
Net income,
per common and
subordinated
unit divided
by Actual cash
distribution
per unit     1.18       1.94       1.57       1.57        0.24       1.23
====       ====       ====       ====        ====       ====
Net income
divided by
Total cash
distributed  1.15       1.77       1.46       1.47        0.36       1.18
====       ====       ====       ====        ====       ====
(a) Maintenance capital expenditures includes certain well connection
capital.
(b) Discovery's LLC agreement was amended in the second quarter 2009 so
that it would make its cash distribution for a given quarter in that
same quarter.
(c) Williams' IDR support is a reduction of total cash distributed of
approximately $7.4 million.
Wamsutter
Reconciliation of Non-GAAP
"Distributable Cash Flow" to GAAP "Net income"
Net income $21,194    $37,480    $32,007    $90,681     $13,083   $103,764
Depreciation
and
accretion   5,228      5,213      5,295     15,736       5,446     21,182
Maintenance
capital
expendi-
tures     (3,245)    (6,258)    (5,867)   (15,370)     (6,070)   (21,440)
-----      -----      -----     ------       -----     ------
Distributable
Cash Flow -
100%      $23,177    $36,435    $31,435    $91,047     $12,459   $103,506
=======    =======    =======    =======     =======   ========
Discovery
Producer Services
Reconciliation of Non-GAAP
"Distributable Cash Flow" to GAAP "Net income"
Net income
(loss)    $22,701    $14,282    $13,740    $50,723   ($16,323)    $34,400
Depreciation
and
accretion   6,983      6,802      3,726     17,511       3,813     21,324
Maintenance
capital
expendi-
tures       (187)      (285)      (680)    (1,152)        (19)    (1,171)
---        ---        ---      -----          ---     -----
Distributable
Cash Flow -
100%      $29,497    $20,799    $16,786    $67,082   ($12,529)    $54,553
=======    =======    =======    =======   ========     =======
Distributable
Cash Flow -
our 60%
interest  $17,698    $12,479    $10,072    $40,249    ($7,517)    $32,732
=======    =======    =======    =======    =======     =======

 

 

 

 

2009
----
(Thousands, except
per-unit amounts)      1st Qtr     2nd Qtr     3rd Qtr      Y-T-D
------------------      -------     -------     -------      -----
Williams Partners L.P.
Reconciliation of Non-GAAP "Distributable Cash Flow per Limited
Partner Unit" to GAAP "Net income"
Net income               $18,672     $25,368     $55,947     $99,987
Depreciation,
amortization and
accretion                11,184      11,164      11,288      33,636
Non-cash
amortization of debt
issuance costs
included in interest
expense                     460         462         461       1,383
Involuntary
conversion gain
resulting from
Ignacio fire                966           -      (5,000)     (4,034)
Equity earnings          (12,110)    (22,962)    (34,700)    (69,772)
Reimbursements from
Williams under
omnibus agreement           327         914         760       2,001
Impairment of
Carbonate Trend
gathering pipeline            -           -           -           -
Maintenance capital
expenditures (a)         (5,142)     (7,176)     (3,780)    (16,098)
------      ------      ------     -------
Distributable Cash
Flow Excluding
Equity Investments       14,357       7,770      24,976      47,103
------       -----      ------      ------
Plus: Wamsutter cash
distributions to
Williams Partners
L.P.                     15,643      20,045      25,634      61,322
Plus: Discovery's
cash distributions
to Williams Partners
L.P. (b)                      -       3,540      11,100      14,640
------       -----      ------      ------
Distributable cash
flow attributable to
partnership
operations               30,000      31,355      61,710     123,065
Distributable Cash
Flow attributable to
partnership
operations allocable
to general partner          600         627       1,234       2,461
---         ---       -----       -----
Distributable Cash
Flow attributable to
limited partnership
operations allocable
to limited partners     $29,400     $30,728     $60,476    $120,604
=======     =======     =======    ========
Weighted average
number of units
outstanding:         52,777,452  52,777,452  52,777,452  52,777,452
==========  ==========  ==========  ==========
Distributable Cash
Flow attributable to
partnership
operations per
limited partner
unit:                     $0.56       $0.58       $1.15       $2.29
=====       =====       =====       =====
Actual cash
distribution per
unit:                    $0.635      $0.635      $0.635      $1.905
Total cash
distributed:            $34,197     $34,197     $34,197    $102,591
Coverage ratios:
Distributable Cash
Flow attributable to
partnership
operations per
limited partner unit
divided by Actual
cash distribution
per unit:                  0.88        0.92        1.80        1.20
====        ====        ====        ====
Distributable cash
flow attributable to
partnership
operations divided
by Total cash
distributed                0.88        0.92        1.80        1.20
====        ====        ====        ====
Distributable cash
flow attributable to
partnership
operations divided
by total cash
distribution
excluding Williams'
IDR Support (c)            0.72        0.75        1.48        0.99
====        ====        ====        ====
Net income, per
common and
subordinated unit
divided by Actual
cash distribution
per unit                   0.57        0.76        1.64        0.99
====        ====        ====        ====
Net income divided
by Total cash
distributed                0.55        0.74        1.64        0.97
====        ====        ====        ====
(a) Maintenance capital expenditures includes certain well
connection capital.
(b) Discovery's LLC agreement was amended in the second quarter 2009
so that it would make its cash distribution for a given quarter in
that same quarter.
(c) Williams' IDR support is a reduction of total cash distributed
of approximately $7.4 million.
Wamsutter
Reconciliation of Non-GAAP "Distributable Cash Flow" to GAAP "Net
income"
Net income               $15,321     $18,975     $23,642     $57,938
Depreciation and
accretion                 5,447       5,556       5,684      16,687
Maintenance capital
expenditures             (5,437)     (6,080)     (2,787)    (14,304)
------      ------      ------     -------
Distributable Cash
Flow - 100%             $15,331     $18,451     $26,539     $60,321
=======     =======     =======     =======
Discovery Producer Services
Reconciliation of Non-GAAP
"Distributable Cash Flow" to GAAP
"Net income"
Net income (loss)        ($5,352)     $6,646     $18,430     $19,724
Depreciation and
accretion                 3,929       4,765       5,005      13,699
Maintenance capital
expenditures                (70)     (1,037)       (518)     (1,625)
---      ------        ----      ------
Distributable Cash
Flow - 100%             ($1,493)    $10,374     $22,917     $31,798
=======     =======     =======     =======
Distributable Cash
Flow - our 60%
interest                  ($896)     $6,224     $13,750     $19,079
=====      ======     =======     =======

 

 

 

 

Williams Partners L.P.
Reconciliation of Non-GAAP "Distributable Cash Flow attributable to
partnership operations" and coverage ratio outlook for 2009 and
2010
(Dollars in millions)
Full Year 2009          Full Year 2010
--------------         --------------
Total Year  Total Year    Total Year  Total Year
Low        High         Low        High
---        ----         ---        ----
Net income                 $130        $151        $144        $178
Depreciation,
amortization and
accretion                   45          45          46          46
Certain non-cash,
non-recurring items         (3)         (2)         (7)         (5)
Reimbursements from
Williams under
omnibus agreement            4           4           1           1
Equity earnings             (94)        (99)       (107)       (123)
Maintenance capital
expenditures               (21)        (21)        (32)        (32)
---         ---         ---         ---
Distributable cash
flow excluding
equity investments         $61         $78         $45         $65
---         ---         ---         ---
Plus: Wamsutter
cash distributions
to Williams
Partners L.P.               86          87          99         107
Plus: Discovery's
cash distributions
to Williams
Partners L.P.               23          25          31          38
--          --          --          --
Distributable cash
flow attributable
to partnership
operations                $170        $190        $175        $210
====        ====        ====        ====
Total cash to be
distributed               $137        $137        $166        $166
Coverage Ratios:
Distributable cash
flow attributable
to partnership
operations divided
by total cash
distributed                1.2         1.4         1.1         1.3
===         ===         ===         ===
Net income divided
by total cash
distributed                1.0         1.1         0.9         1.1
===         ===         ===         ===

 

 

 

 

 

Consolidated Statements of Income
(UNAUDITED)
2008*
----
(Thousands,
except per-unit
amounts)
----------------
1st Qtr   2nd Qtr    3rd Qtr   Y-T-D      4th Qtr    Full Year
-------   -------    -------   -----      -------    ---------
---------
Revenues:
---------
Product sales:
Affiliate $78,122    $94,134    $92,421   $264,677    $49,622   $314,299
Third-
party       4,221      9,741      6,430     20,392      4,589     24,981
Gathering
and processing:
Affiliate   8,790      9,847      9,480     28,117      9,776     37,893
Third-
party      46,210     49,548     50,721    146,479     48,577    195,056
Storage      7,333      7,102      8,264     22,699      8,730     31,429
Fractiona-
tion         3,292      4,804      5,484     13,580      3,861      17,441
Other        2,394      3,069      2,913      8,376      7,585      15,961
-----      -----      -----      -----      -----      ------
Total
revenues  150,362    178,245    175,713    504,320    132,740     637,060
Cost and expenses:
Product cost
and shrink
replacement:
Affiliate  22,033     27,686     22,358     72,077     13,295     85,372
Third-
party      30,065     38,323     35,391    103,779     16,927    120,706
Operating
and maintenance
expense:
Affiliate  23,133     16,548     21,220     60,901     15,834     76,735
Third-
party      23,951     29,984     29,257     83,192     25,974    109,166
Depreciation,
amortization
and
accretion  11,226     11,002     11,735     33,963     11,066     45,029
General and
administrative
expense:
Affiliate   9,876     12,385     10,620     32,881     11,184     44,065
Third-
party         928        749        664      2,341        653      2,994
Taxes other
than income 2,505      2,167      2,314      6,986      2,522      9,508
Other, net     333     (2,811)    (5,822)    (8,300)     4,777     (3,523)
---     ------     ------     ------      -----     ------
Total costs
and
expenses   124,050    136,033    127,737    387,820    102,232    490,052
-------    -------    -------    -------    -------    -------
Operating
income     26,312     42,212     47,976    116,500     30,508    147,008
Equity earnings -
Wamsutter  21,194     37,480     20,801     79,475      9,063     88,538
Discovery
investment
income
(loss)     13,621      8,570      8,244     30,435     (8,078)    22,357
Interest
expense   (17,673)   (16,683)   (16,437)   (50,793)   (16,427)   (67,220)
Interest
income        175        243        249        667         39        706
---        ---        ---        ---         --        ---
Net income $43,629    $71,822    $60,833   $176,284    $15,105   $191,389
=======    =======    =======   ========    =======   ========
Allocation
of net income *
Net
income    $43,629    $71,822    $60,833   $176,284    $15,105   $191,389
Allocation
of net
income (loss)
to general
partner*    5,981      7,811      7,985     21,777      7,180     28,957
-----      -----      -----      ------     -----     ------
Allocation
of net
income to
limited
partners* $37,648    $64,011    $52,848   $154,507     $7,925   $162,432
Net income,
per
common and
subordinated
unit*       $0.71      $1.21      $1.00      $2.92      $0.15      $3.07
Weighted average
number of
units
out-
stand-
ing    52,774,728 52,774,728 52,775,912 52,775,126 52,777,452 52,775,710

 

 

2009
----
(Thousands, except per-
unit amounts)            1st Qtr     2nd Qtr     3rd Qtr      Y-T-D
-----------------------   -------     -------     -------      -----
---------
Revenues:
---------
Product sales:
Affiliate        $30,872     $32,886     $48,977    $112,735
Third-party        2,291       5,178       3,285      10,754
Gathering and processing:
Affiliate         10,610      10,826      10,990      32,426
Third-party       47,255      44,462      48,425     140,142
Storage                 8,361       8,101       8,531      24,993
Fractionation           2,557       2,619       2,396       7,572
Other                   3,522       2,255       2,549       8,326
-----       -----       -----       -----
Total revenues             105,468     106,327     125,153     336,948
Cost and expenses:
Product cost and shrink replacement:
Affiliate          8,866       7,446       9,066      25,378
Third-party       11,296      13,092      20,937      45,325
Operating and maintenance expense:
Affiliate         11,759      10,615      10,352      32,726
Third-party       28,147      31,766      27,232      87,145
Depreciation,
amortization and
accretion             11,184      11,164      11,288      33,636
General and administrative expense:
Affiliate         11,587      11,879      11,551      35,017
Third-party          893         643         646       2,182
Taxes other than
income                 2,436       2,325       2,586       7,347
Other, net              1,679         (18)     (5,019)     (3,358)
-----         ---      ------      ------
Total costs and
expenses                   87,847      88,912      88,639     265,398
------      ------      ------     -------
Operating income            17,621      17,415      36,514      71,550
Equity earnings -
Wamsutter                  15,321      18,975      23,642      57,938
Discovery investment
income (loss)                 812       4,151      11,058      16,021
Interest expense           (15,116)    (15,200)    (15,281)    (45,597)
Interest income                 34          27          14          75
--          --          --          --
Net income                 $18,672     $25,368     $55,947     $99,987
=======     =======     =======     =======
Allocation of net income *
Net income               $18,672     $25,368     $55,947     $99,987
Allocation of net
income (loss) to
general partner*           (372)       (137)        921         412
----        ----         ---         ---
Allocation of net
income to limited
partners*               $19,044     $25,505     $55,026     $99,575
Net income, per
common and
subordinated unit*        $0.36       $0.48       $1.04       $1.88
Weighted average
number of units
outstanding          52,777,452  52,777,452  52,777,452  52,777,452
*The Net income, per common and subordinated unit for 2008 amounts have
been retrospectively adjusted for new guidance regarding the
application of the two-class method to calculate earnings per unit for
Master Limited Partnerships, which states, among other things, that
the calculation of earnings per unit should not reflect an allocation
of undistributed earnings to the incentive distribution right (IDR)
holders beyond amounts distributable to IDR holders under the terms of
the partnership agreement.  Previously, under generally accepted
accounting principles, we calculated earnings per unit as if all the
earnings for the period had been distributed, which resulted in an
additional allocation of income to the general partner (the IDR
holder) in quarterly periods where an assumed incentive distribution
exceeded the actual incentive distribution.  Following the adoption of
this guidance, we no longer calculate assumed incentive distributions.
We adopted this guidance in January 2009, and have retrospectively

 

Segment Profit & Operating Statistics
(UNAUDITED)
2008
----
1st Qtr  2nd Qtr  3rd Qtr     Y-T-D    4th Qtr     Full
(Thousands)                                                        Year
-----------     -------  -------  -------     -----    -------     ----
Gathering and
Processing
- West
Segment
revenues      $132,333  $158,563  $155,217  $446,113  $114,025  $560,138
Cost and
expenses:
Product cost
and shrink
replacement    47,446    61,144    53,902   162,492    26,700   189,192
Operating and
maintenance
expense        40,893    36,677    42,129   119,699    37,014   156,713
Depreciation,
amortization and
accretion      10,299    10,136    10,811    31,246     9,969    41,215
Direct general
and
administrative
expenses        1,930     2,058     2,188     6,176     2,157     8,333
Other, net       2,554      (750)   (3,703)   (1,899)      960      (939)
-----      ----    ------    ------       ---      ----
Segment operating
income          29,211    49,298    49,890   128,399    37,225   165,624
Equity
earnings        21,194    37,480    20,801    79,475     9,063    88,538
------    ------    ------    ------     -----    ------
Segment profit  $50,405   $86,778   $70,691  $207,874   $46,288  $254,162
=======   =======   =======  ========   =======  ========
-----------------
Gathering and
Processing - Gulf
Segment revenues   $567      $546      $537    $1,650      $446    $2,096
Cost and expenses:
Operating and
maintenance
expense          524       519       148     1,191       477     1,668
Depreciation
and
accretion        153       151       153       457       294       751
Other, net          -         -         -         -     6,187     6,187
---       ---       ---       ---     -----     -----
Segment
operating income
(loss)            (110)     (124)      236         2    (6,512)   (6,510)
Discovery
investment
income
(loss)          13,621     8,570     8,244    30,435    (8,078)   22,357
------     -----     -----    ------    ------    ------
Segment profit
(loss)         $13,511    $8,446    $8,480   $30,437  ($14,590)  $15,847
=======    ======    ======   =======  ========   =======
------------
NGL Services
Segment
revenues       $17,462   $19,136   $19,959   $56,557   $18,269   $74,826
Cost and
expenses:
Product cost     4,652     4,865     3,847    13,364     3,522    16,886
Operating and
maintenance
expense        5,667     9,336     8,200    23,203     4,317    27,520
Depreciation
and accretion    774       715       771     2,260       803     3,063
Direct general
and
administrative
expenses         544       700       631     1,875       707     2,582
Other, net        284       106       195       585       152       737
---       ---       ---       ---       ---       ---
Segment profit   $5,541    $3,414    $6,315   $15,270    $8,768   $24,038
======    ======    ======   =======    ======   =======
------------------
Williams Partners:
Conway storage
revenues   $7,333    $7,102    $8,264   $22,699    $8,730   $31,429
Conway
fractionation
volumes
(bpd) -
our 50%    33,103    38,173    43,829    38,388    40,898    39,019
Carbonate
Trend
gathering
volumes
(BBtu/d)          24        23        21        23        19        22
Williams
Four Corners:
Gathering
volumes
(BBtu/d)     1,316     1,410     1,406     1,377     1,388     1,380
Plant inlet
natural gas
volumes
(BBtu/d)       547       680       681       636       673       646
NGL equity
sales (million
gallons)        36        43        43       122        40       162
NGL margin
($/gallon)    $0.74     $0.78     $0.88     $0.80     $0.57     $0.75
NGL production
(million
gallons)       112       140       134       386       132       518
Wamsutter - 100%:
Gathering  volumes
(BBtu/d)       434       521       506       487       534       499
Plant inlet
natural gas
volumes
(BBtu/d)       404       427       393       408       413       409
NGL equity sales
(million
gallons)       41        36        30       107        32       139
NGL margin
($/gallon)  $0.58     $0.63     $0.77     $0.65     $0.40     $0.59
NGL production
(million
gallons)      106       114        97       317        98       415
Discovery Producer
Services - 100%
Plant inlet
natural gas
volumes
(BBtu/d)       627       614       378       539       211       457
Gross processing
margin
($/MMBtu)    $0.45     $0.36     $0.48     $0.42        $-     $0.37
NGL equity sales
(million
gallons)       37        23        21        81         4        85
NGL production
(million
gallons)       70        58        43       171        10       181

 

2009
----
(Thousands)                  1st Qtr  2nd Qtr   3rd Qtr    Y-T-D
-----------                  -------  -------   -------    -----
Gathering and Processing - West
Segment revenues             $90,778  $91,664  $109,843  $292,285
Cost and expenses:
Product cost and shrink
replacement             18,461   19,054    28,059    65,574
Operating and maintenance
expense                 33,014   35,963    32,189   101,166
Depreciation, amortization
and accretion           10,344   10,278    10,375    30,997
Direct general and
administrative
expenses                 2,161    2,300     2,348     6,809
Other, net                3,809    2,194    (2,968)    3,035
-----    -----    ------     -----
Segment operating income      22,989   21,875    39,840    84,704
Equity earnings               15,321   18,975    23,642    57,938
------   ------    ------    ------
Segment profit               $38,310  $40,850   $63,482  $142,642
=======  =======   =======  ========
----------------------------
Gathering and Processing - Gulf
Segment revenues                $486     $459      $350    $1,295
Cost and expenses:
Operating and maintenance
expense                    575      575       124     1,274
Depreciation and
accretion                   32       60        33       125
Other, net                    -        -       326       326
-        -       ---       ---
Segment operating income
(loss)                         (121)    (176)     (133)     (430)
Discovery investment income
(loss)                          812    4,151    11,058    16,021
---    -----    ------    ------
Segment profit (loss)           $691   $3,975   $10,925   $15,591
====   ======   =======   =======
------------
NGL Services
Segment revenues             $14,204  $14,204   $14,960   $43,368
Cost and expenses:
Product cost                  1,701    1,484     1,944     5,129
Operating and maintenance
expense                  6,317    5,843     5,271    17,431
Depreciation and
accretion                  808      826       880     2,514
Direct general and
administrative
expenses                   756      764       860     2,380
Other, net                  306      113       209       628
---      ---       ---       ---
Segment profit                $4,316   $5,174    $5,796   $15,286
======   ======    ======   =======
------------------
Williams Partners:
Conway storage
revenues                $8,361   $8,101    $8,531   $24,993
Conway fractionation
volumes (bpd) - our
50%                     36,721   40,688    36,916    38,109
Carbonate Trend gathering
volumes (BBtu/d)            20       19        15        18
Williams Four Corners:
Gathering  volumes (BBtu/
d)                        1,355    1,321     1,377     1,351
Plant inlet natural gas
volumes (BBtu/d)            653      554       653       620
NGL equity sales (million
gallons)                     39       39        44       122
NGL margin ($/gallon)      $0.32    $0.40     $0.46     $0.39
NGL production (million
gallons)                    123      123       143       389
Wamsutter - 100%:
Gathering  volumes (BBtu/
d)                         534      545       543       541
Plant inlet natural gas
volumes (BBtu/d)           437      419       412       423
NGL equity sales (million
gallons)                    36       35        37       108
NGL margin ($/gallon)     $0.25    $0.39     $0.43     $0.36
NGL production (million
gallons)                   105      109       114       328
Discovery Producer Services - 100%
Plant inlet natural gas
volumes (BBtu/d)           324      470       569       455
Gross processing margin
($/ MMBtu)               $0.10    $0.20     $0.30     $0.22
NGL equity sales (million
gallons)                    12       25        30        67
NGL production (million
gallons)                    30       56        79       165

 

 

 

 

SOURCE Williams Partners L.P.

Oct 29, 2009


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