SEMGROUP CORP, 10-K filed on 2/24/2017
Annual Report
Document and Entity Information (USD $)
12 Months Ended
Dec. 31, 2016
Jun. 30, 2016
Jan. 31, 2017
Class A [Member]
Jan. 31, 2017
Class B
Document Type
10-K 
 
 
 
Amendment Flag
false 
 
 
 
Document Period End Date
Dec. 31, 2016 
 
 
 
Document Fiscal Period Focus
FY 
 
 
 
Document Fiscal Year Focus
2016 
 
 
 
Entity Registrant Name
SemGroup Corporation 
 
 
 
Entity Central Index Key
0001489136 
 
 
 
Current Fiscal Year End Date
--12-31 
 
 
 
Entity Filer Category
Large Accelerated Filer 
 
 
 
Entity Common Stock, Shares Outstanding
 
 
66,099,848 
Entity Well-known Seasoned Issuer
Yes 
 
 
 
Entity Public Float
 
$ 1,710,681,855 
 
 
Entity Current Reporting Status
Yes 
 
 
 
Entity Voluntary Filers
No 
 
 
 
Consolidated Balance Sheets (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Current assets:
 
 
Cash and cash equivalents
$ 74,216 
$ 58,096 
Accounts receivable (net of allowance of $2,322 and $3,019, respectively)
418,339 
326,713 
Receivable from affiliates
25,455 
5,914 
Inventories
99,234 
70,239 
Other current assets
18,630 
19,419 
Total current assets
635,874 
480,381 
Property, plant and equipment (net of accumulated depreciation of $393,635 and $319,769, respectively)
1,762,072 
1,566,821 
Equity method investments
434,289 
551,078 
Goodwill
34,230 
48,032 
Other intangible assets (net of accumulated amortization of $39,018 and $29,515, respectively)
150,978 
162,223 
Other noncurrent assets, net
57,529 
45,374 
Total assets
3,074,972 
2,853,909 
Current liabilities:
 
 
Accounts payable
367,307 
273,666 
Payable to affiliates
26,508 
5,033 
Accrued liabilities
81,104 
85,047 
Deferred revenue
10,571 
11,349 
Other current liabilities
2,839 
1,901 
Current portion of long-term debt
26 
31 
Total current liabilities
488,355 
377,027 
Long-term debt
1,050,918 
1,057,816 
Deferred income taxes
64,501 
200,953 
Other noncurrent liabilities
25,233 
21,757 
Commitments and contingencies (Note 16)
   
   
SemGroup Corporation owners’ equity:
 
 
Common stock, $0.01 par value (authorized - 100,000 shares; issued - 67,079 and 44,863 shares, respectively)
659 
439 
Additional paid-in capital
1,561,695 
1,217,255 
Treasury stock, at cost (980 and 931 shares, respectively)
6,558 
5,593 
Accumulated deficit
(35,917)
(38,012)
Accumulated other comprehensive loss
(73,914)
(58,562)
Total SemGroup Corporation owners’ equity
1,445,965 
1,115,527 
Noncontrolling interests in consolidated subsidiaries
80,829 
Total owners’ equity
1,445,965 
1,196,356 
Total liabilities and owners’ equity
$ 3,074,972 
$ 2,853,909 
Consolidated Balance Sheets (Parenthetical) (USD $)
In Thousands, except Per Share data, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Allowance for Doubtful Accounts Receivable, Current
$ 2,322 
$ 3,019 
Accumulated depreciation
393,635 
319,769 
Accumulated amortization on other intangible assets
$ 39,018 
$ 29,515 
Par value per share
$ 0.01 
$ 0.01 
Common stock shares authorized
100,000 
100,000 
Common stock shares issued
67,079 
44,863 
Treasury Stock, Common, Shares
980 
931 
Consolidated Statements of Operations and Comprehensive Income (Loss) (USD $)
In Thousands, except Per Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Income Statement [Abstract]
 
 
 
Product
$ 1,009,409 
$ 1,118,886 
$ 1,780,314 
Product
265,030 
259,542 
233,239 
Other
57,725 
76,666 
109,026 
Revenue, Net
1,332,164 
1,455,094 
2,122,579 
Costs of products sold, exclusive of depreciation and amortization shown below
873,431 
979,549 
1,623,358 
Expenses:
 
 
 
Operating
212,099 
224,443 
246,613 
General and administrative
83,908 
97,366 
87,845 
Depreciation and amortization
98,804 
100,882 
98,397 
Loss on disposal or impairment, net
16,048 
11,472 
32,592 
Total expenses
1,284,290 
1,413,712 
2,088,805 
Earnings from equity method investments
73,757 
81,386 
64,199 
Gain (loss) on issuance of common units by equity method investee
(41)
6,385 
29,020 
Operating income (loss)
121,590 
129,153 
126,993 
Other expenses (income):
 
 
 
Interest expense
62,650 
69,675 
49,044 
Foreign currency transaction loss (gain)
4,759 
(1,067)
(86)
Loss (gain) on sale or impairment of equity method investment
30,644 
(14,517)
(34,211)
Other expense (income), net
(994)
(1,284)
13,675 
Total other expenses, net
97,059 
52,807 
28,422 
Income from continuing operations before income taxes
24,531 
76,346 
98,571 
Income tax expense (benefit)
11,268 
33,530 
46,513 
Income from continuing operations
13,263 
42,816 
52,058 
Income (loss) from discontinued operations, net of income taxes
(1)
(4)
(1)
Net income
13,262 
42,812 
52,057 
Less: net income attributable to noncontrolling interests
11,167 
12,492 
22,817 
Net income (loss) attributable to SemGroup
2,095 
30,320 
29,240 
Other comprehensive income (loss):
 
 
 
Currency translation adjustments
(14,224)
(32,142)
(20,551)
Other, net of income taxes
(1,128)
721 
(3,736)
Total other comprehensive income (loss)
(15,352)
(31,421)
(24,287)
Comprehensive income (loss)
(2,090)
11,391 
27,770 
Less: comprehensive income attributable to noncontrolling interests
11,167 
12,492 
22,817 
Comprehensive income (loss) attributable to SemGroup
$ (13,257)
$ (1,101)
$ 4,953 
Net income attributable to SemGroup per common share (Note 18):
 
 
 
Basic
$ 0.04 
$ 0.69 
$ 0.69 
Diluted
$ 0.04 
$ 0.69 
$ 0.68 
Consolidated Statements of Changes in Owners' Equity (USD $)
In Thousands
Total
Common Stock [Member]
Additional Paid-in Capital [Member]
Treasury Stock [Member]
Accumulated Deficit [Member]
Accumulated Other Comprehensive Income (Loss) [Member]
Noncontrolling Interest [Member]
Beginning Balance at Dec. 31, 2013
$ 1,213,863 
$ 425 
$ 1,154,516 
$ (613)
$ (97,572)
$ (2,854)
$ 159,961 
Net income (loss)
52,057 
 
 
 
29,240 
 
22,817 
Other comprehensive income (loss), net of income taxes
(24,287)
 
 
 
 
(24,287)
 
Distributions to noncontrolling interests
(28,494)
 
 
 
 
 
(28,494)
Non-cash equity compensation
8,262 
 
7,319 
 
 
 
943 
Issuance of common stock under compensation plans
2,172 
2,170 
 
 
 
 
Treasury Stock, Value, Acquired, Cost Method
(719)
 
 
(719)
 
 
 
Transfer to subsidiary in common control transaction
(31,930)
 
53,200 
 
 
 
(85,200)
Stock Issued During Period, Value, Conversion of Convertible Securities
73,017 
73,008 
 
 
 
 
Dividends paid
(44,206)
 
(44,206)
 
 
 
 
Unvested dividend equivalent rights
(298)
 
(173)
 
 
 
(125)
Ending Balance at Dec. 31, 2014
1,219,437 
436 
1,245,877 
(1,332)
(68,332)
(27,141)
69,929 
Net income (loss)
42,812 
 
 
 
30,320 
 
12,492 
Other comprehensive income (loss), net of income taxes
(31,421)
 
 
 
 
(31,421)
 
Distributions to noncontrolling interests
(40,410)
 
 
 
 
 
(40,410)
Non-cash equity compensation
10,405 
 
9,051 
 
 
 
1,354 
Issuance of common stock under compensation plans
1,515 
1,512 
 
 
 
 
Treasury Stock, Value, Acquired, Cost Method
(4,261)
 
 
(4,261)
 
 
 
Rose Rock equity issuance
89,119 
 
 
 
 
 
89,119 
Transfer to subsidiary in common control transaction
(20,772)
 
30,700 
 
 
 
(51,500)
Dividends paid
(69,514)
 
(69,514)
 
 
 
 
Unvested dividend equivalent rights
(554)
 
(351)
 
 
 
(203)
Ending Balance at Dec. 31, 2015
1,196,356 
439 
1,217,255 
(5,593)
(38,012)
(58,562)
80,829 
Net income (loss)
13,262 
 
 
 
2,095 
 
11,167 
Other comprehensive income (loss), net of income taxes
(15,352)
 
 
 
 
(15,352)
 
Distributions to noncontrolling interests
(32,133)
 
 
 
 
 
(32,133)
Non-cash equity compensation
9,945 
 
8,752 
 
 
 
1,193 
Issuance of common stock under compensation plans
1,237 
1,236 
 
 
 
 
Treasury Stock, Value, Acquired, Cost Method
(965)
 
 
(965)
 
 
 
Dividends paid
(92,910)
 
(92,910)
 
 
 
 
Unvested dividend equivalent rights
587 
 
521 
 
 
 
66 
Issuance of common shares
228,546 
86 
228,460 
 
 
 
 
Acquisition of Rose Rock's noncontrolling interest
137,392 
133 
198,381 
 
 
 
(61,122)
Ending Balance at Dec. 31, 2016
$ 1,445,965 
$ 659 
$ 1,561,695 
$ (6,558)
$ (35,917)
$ (73,914)
$ 0 
Consolidated Statements of Cash Flows (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Cash flows from operating activities:
 
 
 
Net income (loss)
$ 13,262 
$ 42,812 
$ 52,057 
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
 
 
 
Net unrealized (gain) loss related to derivative instruments
989 
2,014 
(1,734)
Depreciation and amortization
98,804 
100,882 
98,397 
Loss on disposal or impairment, net
16,048 
11,472 
32,592 
Equity earnings from investments
(73,757)
(81,386)
(64,199)
Loss (gain) on issuance of common units by equity method investee
41 
(6,385)
(29,020)
Loss (gain) on sale or impairment of equity method investment
30,644 
(14,517)
(34,211)
Distributions from equity investments
76,442 
95,429 
85,261 
Amortization and write down of debt issuance costs
7,561 
5,102 
3,632 
Deferred Income Taxes and Tax Credits
8,447 
29,197 
36,148 
Non-cash compensation expense
10,216 
10,617 
8,386 
Excess tax benefit from equity-based awards
(1,650)
(Gain) loss on fair value of warrants
13,423 
Provision for uncollectible accounts receivable, net of recoveries
(527)
208 
360 
Inventory valuation adjustment
2,590 
5,667 
Foreign currency transaction loss (gain)
4,759 
(1,067)
(86)
Changes in operating assets and liabilities (Note 22)
(22,955)
(15,206)
(23,365)
Net cash provided by operating activities
169,974 
181,762 
181,658 
Cash flows from investing activities:
 
 
 
Capital expenditures
(312,456)
(479,530)
(270,506)
Proceeds from sale of property, plant and equipment
151 
3,688 
4,445 
Investments in non-consolidated subsidiaries
(4,188)
(46,730)
(71,131)
Payments to acquire businesses
44,508 
Proceeds from sale of common units of equity method investee
60,483 
56,318 
79,741 
Distributions from equity method investments in excess of equity in earnings
27,726 
24,113 
11,734 
Net cash provided by (used in) investing activities
(228,284)
(442,141)
(290,225)
Cash flows from financing activities:
 
 
 
Debt issuance costs
(7,728)
(6,289)
(8,686)
Proceeds from Issuance of Long-term Debt
382,500 
867,208 
1,254,244 
Principal payments on debt and other obligations
(396,890)
(560,049)
(1,102,272)
Distributions to noncontrolling interests
(32,133)
(40,410)
(28,494)
Proceeds from warrant exercises
1,451 
Payments Related to Tax Withholding for Share-based Compensation
(965)
(4,261)
(719)
Dividends paid
(92,910)
(69,514)
(44,206)
Proceeds from issuance of common stock under employee stock purchase plan
1,010 
1,223 
340 
Excess tax benefit from equity-based awards
1,650 
Proceeds from Issuance of Common Stock
223,025 
Proceeds from Issuance of Common Limited Partners Units
89,119 
Net cash provided by (used in) financing activities
75,909 
277,027 
73,308 
Effect of exchange rate changes on cash and cash equivalents
(1,479)
850 
(3,494)
Change in cash and cash equivalents
16,120 
17,498 
(38,753)
Cash and cash equivalents at beginning of period
58,096 
40,598 
79,351 
Cash and cash equivalents at end of period
$ 74,216 
$ 58,096 
$ 40,598 
Overview
Overview
OVERVIEW
SemGroup Corporation is a Delaware corporation headquartered in Tulsa, Oklahoma that provides diversified services for end-users and consumers of crude oil, natural gas, natural gas liquids, refined products and asphalt.
The accompanying consolidated financial statements include the activities of SemGroup Corporation and its subsidiaries. The terms “we,” “our,” “us,” “the Company” and similar language used in these notes to consolidated financial statements refer to SemGroup Corporation and its subsidiaries.
At December 31, 2016, our reportable segments include the following:
Crude Transportation, which operates crude oil pipelines and truck transportation businesses in the United States. Crude Transportation’s assets include:
a crude oil gathering and transportation pipeline system in Kansas and northern Oklahoma that is connected to several third-party pipelines and refineries;
the Wattenberg Oil Trunkline ("WOT"), a crude oil gathering pipeline system that transports crude oil from production facilities in the DJ Basin to the pipeline owned by White Cliffs Pipeline, L.L.C. ("White Cliffs");
a crude oil trucking fleet of over 225 transport trucks and 235 trailers;
Maurepas Pipeline, a project underway to build three pipelines to service refineries in the Gulf Coast region, which is expected to be completed in late second quarter 2017;
a 51% ownership interest in White Cliffs, which owns crude oil pipelines that transport crude oil from Platteville, Colorado to Cushing, Oklahoma (the "White Cliffs Pipeline"); and
a 50% ownership interest in Glass Mountain Pipeline, LLC ("Glass Mountain"), which owns a crude oil pipeline in western and north central Oklahoma (the "Glass Mountain Pipeline").
Crude Facilities, which operates crude oil storage and terminal businesses in Cushing, Oklahoma and a crude oil truck unloading facility in Platteville, Colorado that connects to the origination point of the White Cliffs Pipeline.
Crude Supply and Logistics, which operates a crude oil marketing business utilizing our Crude Transportation and Crude Facilities assets for marketing purposes.
SemGas, which provides natural gas gathering and processing services in the United States. SemGas operates gathering pipelines in Oklahoma and Texas and processing plants in northern Oklahoma and Texas.
SemCAMS, which provides natural gas gathering and processing services in Alberta, Canada. SemCAMS owns working interests in, and operates, a network of natural gas gathering and transportation pipelines and natural gas processing plants.
SemLogistics, which provides refined product and crude oil storage services in the United Kingdom.
SemMexico, which purchases, produces, stores, and distributes liquid asphalt cement products in Mexico.
Additionally, we own an 11.78% interest in the general partner of NGL Energy Partners LP ("NGL Energy") (NYSE: NGL) which is reported within Corporate and Other.
Consolidation And Basis Of Presentation
Consolidation and Basis of Presentation
CONSOLIDATION AND BASIS OF PRESENTATION
The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States.
Consolidated subsidiaries
Our consolidated financial statements include the accounts of our controlled subsidiaries, including Rose Rock Midstream, L.P. ("Rose Rock"). All significant transactions between our consolidated subsidiaries have been eliminated. Outside ownership interests in consolidated subsidiaries are reported as noncontrolling interests in the consolidated financial statements.
As of September 30, 2016, Rose Rock became a wholly-owned subsidiary and we no longer reflect a noncontrolling interest (Note 4).
Proportionally consolidated assets
Our SemCAMS segment owns undivided interests in certain natural gas gathering and processing assets, for which we record only our proportionate share of the assets on the consolidated balance sheets. The net book value of the property, plant and equipment recorded by us associated with these undivided interests is approximately $299.3 million at December 31, 2016. We serve as operator of these facilities and incur the costs of operating the facilities (recorded as operating expenses in the consolidated statements of operations) and charge the other owners for their proportionate share of the costs (recorded as other revenue in the consolidated statements of operations).
Equity method investments
We own a 51% interest in White Cliffs. The other owners have substantive rights to participate in the management of White Cliffs. Because of this, we account for it under the equity method.
We own a 50% interest in Glass Mountain which we account for under the equity method.
We own an 11.78% interest in the general partner of NGL Energy which we account for under the equity method.
Summary of Significant Accounting Policies
Summary of Signifcant Accounting Policies
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
USE OF ESTIMATES—The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts and disclosures in the financial statements. Our significant estimates include, but are not limited to: (1) allowances for doubtful accounts receivable; (2) estimated useful lives of assets, which impact depreciation; (3) estimated fair values used in impairment tests; (4) fair values of derivative instruments; (5) valuation allowances for deferred tax assets; and (6) accrual and disclosure of contingent losses. Although management believes these estimates are reasonable, actual results could differ materially from these estimates.
CASH AND CASH EQUIVALENTS—Cash includes currency on hand and demand and time deposits with banks or other financial institutions. Cash equivalents include highly liquid investments with maturities of three months or less at the date of purchase. Balances at financial institutions may exceed federally insured limits.
ACCOUNTS RECEIVABLE—Accounts receivable are reported net of the allowance for doubtful accounts. Our assessment of the allowance for doubtful accounts is based on several factors, including the overall creditworthiness of our customers, existing economic conditions, and the amount and age of past due accounts. We enter into netting arrangements with certain counterparties to help mitigate credit risk. Receivables subject to netting are presented as gross receivables (with the related accounts payable also presented gross) until such time as the balances are settled. Receivables are considered past due if full payment is not received by the contractual due date. Past due accounts are written off against the allowance for doubtful accounts only after all collection attempts have been exhausted.
In June 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-13, "Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments", which introduces new guidance for estimating credit losses on certain types of financial instruments based on expected losses and the timing of the recognition of such losses. For public entities, this ASU is effective for annual periods beginning after December 15, 2019, and interim periods within those years and early adoption is permitted in the year prior to the effective date. We will adopt this guidance in the first quarter of 2020. The impact is not expected to be material.
INVENTORIES—Inventories primarily consist of crude oil and asphalt. Inventories are valued at the lower of cost or market, with cost generally determined using the weighted-average method. The cost of inventory includes applicable transportation costs.
We enter into exchanges with third parties whereby we acquire products that differ in location, grade, or delivery date from products we have available for sale. These exchanges are valued at cost, and although a transportation, location or product differential may be recorded, generally no gain or loss is recognized.
In July 2015, the FASB issued ASU 2015-11, "Inventory (Topic 330): Simplifying the Measurement of Inventory", which requires that inventory within the scope of the guidance be measured at the lower of cost and net realizable value rather than the lower of cost or market. The standard will be effective for public business entities for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The new guidance shall be applied prospectively and early adoption is permitted. The Company will adopt this guidance in the first quarter of 2017. The impact is not expected to be material.
PROPERTY, PLANT AND EQUIPMENT—Property, plant and equipment is recorded at cost. We capitalize costs that extend or increase the future economic benefits of property, plant and equipment, and expense maintenance costs that do not. When assets are disposed of, their cost and related accumulated depreciation are removed from the balance sheet, and any resulting gain or loss is recorded as a gain or loss on disposal or impairment in the consolidated statements of operations and comprehensive income (loss).
Our SemCAMS segment operates plants which periodically undergo planned major maintenance activities, typically occurring every four to five years.  Planned major maintenance projects that do not increase the overall life or capacity of the related assets are recorded in operating expense as incurred, whereas major maintenance activity costs that materially increase the life or capacity of the underlying assets are capitalized. When maintenance expenses are recoverable from the producers who use the plants, they are recorded as revenue, and typically include a 10% overhead fee. 
Depreciation is calculated primarily using the straight-line method over the following estimated useful lives:
Pipelines and related facilities
10 – 31 years
Storage and terminal facilities
10 – 25 years
Natural gas gathering and processing facilities
10 – 31 years
Trucking equipment and other
3 – 7 years
Office property and equipment
3 – 31 years


Construction in process is reclassified to the fixed asset categories above and depreciation commences once the asset has been placed in-service.
LINEFILL—Pipelines and storage facilities generally require a minimum volume of product in the system to enable the system to operate. Such product, known as linefill, is generally not available to be withdrawn from the system. Linefill owned by us in facilities operated by us is recorded at historical cost, is included in property, plant and equipment in the consolidated balance sheets, and is not depreciated. We also own linefill in third-party facilities, which is included in inventory on the consolidated balance sheets.
IMPAIRMENT OF LONG-LIVED ASSETS—We test long-lived asset groups for impairment when events or circumstances indicate that the net book value of the asset group may not be recoverable. We test an asset group for impairment by estimating the undiscounted cash flows expected to result from its use and eventual disposition. If the estimated undiscounted cash flows are lower than the net book value of the asset group, we then estimate the fair value of the asset group and record a reduction to the net book value of the assets and a corresponding impairment loss.
GOODWILL—We test goodwill for impairment on an annual basis, or more often if circumstances warrant, by estimating the fair value of the reporting unit to which the goodwill relates and comparing this fair value to the net book value of the reporting unit. If fair value is less than net book value, we estimate the implied fair value of goodwill, reduce the book value of the goodwill to the implied fair value, and record a corresponding impairment loss. Our policy is to test goodwill for impairment on October 1 of each year.
INTANGIBLE ASSETS—Intangible assets are stated at cost, net of accumulated amortization, which is recorded on a straight-line or accelerated basis over the life of the asset. We review amortizable intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. If such a review should indicate that the carrying amount of amortizable intangible assets is not recoverable, we reduce the carrying amount of such assets to fair value.
EQUITY METHOD INVESTMENTS—We account for an investment under the equity method when we have significant influence over, but not control of, the significant operating decisions of the investee. Under the equity method, we record in the consolidated statements of operations our share of the earnings or losses of the investee, with a corresponding adjustment to the investment balance on our consolidated balance sheet. When we receive a distribution from an equity method investee, we record a corresponding reduction to the investment balance. When an equity method investee issues additional ownership interests which dilute our ownership interest, we recognize a gain or loss in our consolidated statements of operations.
We assess our equity method investments for impairment when circumstances indicate that the carrying value may not be recoverable and record an impairment when a decline in value is considered to be other than temporary.
For equity method investments for which we do not expect financial information to be consistently available on a timely basis to apply the equity method currently, our policy is to apply the equity method consistently on a one-quarter lag.
DEBT ISSUANCE COSTS—Costs incurred in connection with the issuance of long-term debt are reported as a reduction to the carrying value of the associated debt instrument and are amortized to interest expense using the straight-line method over the term of the related debt. Use of the straight-line method of amortization does not differ materially from the “effective interest” method.
In April 2015, the FASB issued ASU 2015-03, “Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs”, which is designed to simplify presentation of debt issuance costs. The standard requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. In August 2015, the FASB issued ASU 2015-15, “Interest - Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements - Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting”, which amended the SEC paragraphs of ASC Subtopic 835-30 to include the language from the SEC Staff Announcement indicating that the SEC would not object to presenting deferred debt issuance costs related to line-of-credit agreements as assets and subsequently amortizing the deferred debt issuance costs ratably over the term of the agreement. The standards are effective for U.S. public companies for annual reporting periods beginning after December 15, 2015. The new guidance has been applied on a retrospective basis for all periods presented. We adopted this guidance in the first quarter of 2016. The impact was not material. For presentation purposes, $16.8 million of debt issuance costs which had previously been reported as other noncurrent assets were reclassified as a reduction of long-term debt on the December 31, 2015 balance sheet. Capitalized loan fees related to our revolving credit facility continue to be presented as other noncurrent assets.
COMMODITY DERIVATIVE INSTRUMENTS—We generally record the fair value of commodity derivative instruments on the consolidated balance sheets and the change in fair value as an increase or decrease to product revenue.
As shown in Note 13, the fair value of commodity derivatives at December 31, 2016 and 2015 are recorded to other current assets or other current liabilities on the consolidated balance sheets. Related margin deposits are recorded to other current assets or other current liabilities on the consolidated balance sheets. Margin deposits are not generally netted against derivative assets or liabilities.
The fair value of a derivative contract is determined based on the nature of the transaction and the market in which the transaction was executed. Quoted market prices, when available, are used to value derivative transactions. In situations where quoted market prices are not readily available, we estimate the fair value using other valuation techniques that reflect the best information available under the circumstances. Fair value measurements of derivative assets include consideration of counterparty credit risk. Fair value measurements of derivative liabilities include consideration of our creditworthiness.
We have elected “normal purchase” and “normal sale” treatment for certain commitments to purchase or sell petroleum products at future dates. This election is only available when a transaction that would ordinarily meet the definition of a derivative but instead is expected to result in physical delivery of product over a reasonable period in the normal course of business and is not expected to be net settled. Agreements accounted for under this election are not recorded at fair value; instead, the transaction is recorded when the product is delivered.
CONTINGENT LOSSES—We record a liability for a contingent loss when it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. We record attorneys’ fees incurred in connection with a contingent loss at the time the fees are incurred. We do not record liabilities for attorneys’ fees that are expected to be incurred in the future.
ASSET RETIREMENT OBLIGATIONS—Asset retirement obligations include legal or contractual obligations associated with the retirement of long-lived assets, such as requirements to incur costs to dispose of equipment or to remediate the environmental impacts of the normal operation of the assets. We record liabilities for asset retirement obligations when a known obligation exists under current law or contract and when a reasonable estimate of the value of the liability can be made.
REVENUE RECOGNITION—Sales of product, as well as gathering and marketing revenues, are recognized at the time title to the product transfers to the purchaser, which typically occurs upon receipt of the product by the purchaser. Terminal and storage revenues are recognized at the time the service is performed. Revenue for the transportation of product is recognized upon delivery of the product to its destination. Certain revenue transactions are reported on a net basis, including certain buy/sell transactions (see “Purchases and Sales of Inventory with the Same Counterparty”). Other revenue primarily represents operating cost recovery from working interest owners in certain processing plants and is recorded when earned in accordance with the terms of related agreements. Taxes collected from customers and remitted to governmental authorities are recorded on a net basis (excluded from revenue).
In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers", as amended, which supersedes nearly all existing revenue recognition guidance under U.S. GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing U.S. GAAP. The standard permits using either of the following transition methods: (i) a full retrospective approach reflecting the application of the standard in each prior reporting period with the option to elect certain practical expedients, or (ii) a retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures). We are currently evaluating the impact of our pending adoption of ASU 2014-09 on our consolidated financial statements. We have completed the first phase of our implementation process which included a review of contracts and transaction types from each significant revenue stream across all of our business segments. In addition, we are currently evaluating the methods of adoption and analyzing the impact of the standard on our internal controls, accounting policies and financial statements and disclosures.
Based on the initial phase of our implementation process, we have identified certain potential areas of impact, such as non-cash consideration and "take-or-pay" arrangements.
We have certain contractual arrangements where we retain commodities as consideration for processing of customer product. These arrangements could be impacted by the non-cash consideration guidance under ASU 2014-09. Currently revenue related to non-cash consideration is recognized when we sell the commodity. Under ASU 2014-09, we could recognize revenue when the commodity is received, rather than when it is sold.
In addition, certain contractual arrangements include "take-or-pay" provisions. The fixed fees to which we have an unconditional right under these contracts could be subject to certain recognition changes and additional disclosure under ASU 2014-09.
As we are in the process of evaluating the impact of the standard, we have not yet quantified the impact of adoption or determined the method of adoption. During 2017, we will perform the remainder of our implementation process, which will include quantification of impact, selection of adoption method and development of policies. We will adopt this guidance in the first quarter of 2018.
COSTS OF PRODUCTS SOLD—Costs of products sold consists of the cost to purchase the product, the cost to transport the product to the point of sale, and the cost to store the product until it is sold.
PURCHASES AND SALES OF INVENTORY WITH THE SAME COUNTERPARTY—We routinely enter into transactions to purchase inventory from, and sell inventory to, the same counterparty. Such transactions that are entered into in contemplation of one another are recorded on a net basis.
CURRENCY TRANSLATION—The consolidated financial statements are presented in U.S. dollars. Our segments operate in four countries, and each segment has identified a “functional currency,” which is the primary currency in the environment in which the segment operates. The functional currencies include the U.S. dollar, the Canadian dollar, the British pound sterling, and the Mexican peso.
At the end of each reporting period, the assets and liabilities of each segment are translated from its functional currency to U.S. dollars using the exchange rate at the end of the month. The monthly results of operations of each segment are generally translated from its functional currency to U.S. dollars using the average exchange rate during the month. Changes in exchange rates result in currency translation gains and losses, which are recorded within other comprehensive income (loss).
Certain segments also enter into transactions in currencies other than their functional currencies. At the end of each reporting period, each segment re-measures the related receivables, payables, and cash to its functional currency using the exchange rate at the end of the period. Changes in exchange rates between the time the transactions were entered into and the end of the reporting period result in currency transaction gains or losses, which are recorded in the consolidated statements of operations.
INCOME TAXES—Deferred income taxes are accounted for under the liability method, which takes into account the differences between the basis of the assets and liabilities for financial reporting purposes and amounts recognized for income tax purposes. We record valuation allowances on deferred tax assets when, in the opinion of management, it is more likely than not that the asset will not be recovered.
We monitor uncertain tax positions and we recognize tax benefits only when management believes the relevant tax positions would more likely than not be sustained upon examination. We record any interest and any penalties related to income taxes within income tax expense in the consolidated statements of operations.
In November 2015, the FASB issues ASU 2015-17, "Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes", which requires all deferred tax assets and liabilities to be classified as noncurrent in the statement of financial position. For public entities, this ASU is effective for annual periods beginning after December 15, 2016, and interim periods within those years. The new guidance may be applied prospectively or retrospectively and early adoption is permitted. The Company has not determined which method we will apply when we adopt the standard. The Company intends to adopt this guidance in the first quarter of 2017. The impact is not expected to be material.
RECLASSIFICATIONS—Certain reclassifications have been made to conform prior year balances to the current year presentation.
PENSION BENEFITS—Pension cost and obligations are actuarially determined and are affected by assumptions including expected return on plan assets, discount rates, compensation increases, and employee turnover rates. We evaluate our assumptions periodically and make adjustments to these assumptions and the recorded liability as necessary. Actuarial gains or losses are amortized on a straight-line basis over the expected remaining service life of employees in the pension plan.
EQUITY-BASED COMPENSATION—We grant certain of our employees and non-managerial directors equity-based compensation awards which vest contingent on continued service of the recipient and, in some cases, on their achievement of specific performance targets or market conditions. We record compensation expense for these outstanding awards over applicable service or performance periods based on their grant date fair value with a corresponding increase to additional paid-in capital. The expense to be recorded over the life of the awards is discounted for expected forfeitures during the vesting period.
In March 2016, the FASB issued ASU 2016-09, "Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting'', which simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows. For public entities, this ASU is effective for annual periods beginning after December 15, 2016, and interim periods within those years and early adoption is permitted. We will adopt this guidance in the first quarter of 2017. The impact is not expected to be material.
NONCONTROLLING INTERESTS IN CONSOLIDATED SUBSIDIARIES—Noncontrolling interests represents third-party limited partner unitholders' interests in our consolidated subsidiary, Rose Rock, prior to our purchase of the noncontrolling interests on September 30, 2016. Rose Rock allocated net income to its limited partners based on the distributions pertaining to the period's available cash as defined by Rose Rock's partnership agreement. After adjusting for the appropriate period's distributions, the remaining undistributed earnings or excess distributions over earnings, if any, were allocated to Rose Rock's general partner, limited partners and participating securities in accordance with the contractual terms of Rose Rock's partnership agreement and as further prescribed under the two-class method. Incentive distribution rights did not participate in undistributed earnings.
COMPREHENSIVE INCOME (LOSS) AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)—Comprehensive income (loss) is defined as a change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources and includes all changes in equity during a period except those resulting from investments by owners and distributions to owners. Our comprehensive income (loss) includes currency translation adjustments and changes in the funded status of pension benefit plans.
OTHER RECENT ACCOUNTING PRONOUNCEMENTS—In October 2016, the FASB issued ASU 2016-16, "Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory", which requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. For public entities, this ASU is effective for annual periods beginning after December 15, 2017, and interim periods within those years and early adoption is permitted in the year prior to the effective date. We will adopt this guidance in the first quarter of 2018. The impact is not expected to be material.
In August 2016, the FASB issued ASU 2016-15, "Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force)", to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. The update addresses eight different transaction types and clarifies how to classify each in the statement of cash flows, where previously there was unclear or no specific guidance. For public entities, this ASU is effective for annual periods beginning after December 15, 2017, and interim periods within those years and early adoption is permitted in the year prior to the effective date. We will adopt this guidance in the first quarter of 2018. The impact is not expected to be material.
In February 2016, the FASB issued ASU 2016-02, "Leases (Topic 842)", which amends the existing lease guidance to require lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by operating and finance leases and to disclose additional quantitative and qualitative information about leasing arrangements. This ASU also provides clarifications surrounding the presentation of the effects of leases in the income statement and statement of cash flows. For public entities, this ASU will be effective for annual periods beginning after December 15, 2018, and interim periods within those years. The new guidance will be applied using a modified retrospective approach and early adoption is permitted. We are currently evaluating the impact of the adoption of ASU 2016-02 on our consolidated financial statements, but are not yet able to quantify the impact. We continue to monitor FASB activity related to this ASU and have engaged with various peer groups to assess certain interpretive issues related to this ASU. We will adopt this guidance in the first quarter of 2019.
In February 2015, the FASB issued ASU 2015-02, “Consolidation (Topic 810): Amendments to the Consolidation Analysis”, which adds requirements that limited partnerships must meet to qualify as voting interest entities and modifies the evaluation of whether limited partnerships are variable interest entities or voting interest entities. It also eliminates the presumption that a general partner should consolidate a limited partnership. This guidance is effective for public companies for fiscal years beginning after December 15, 2015. We adopted this guidance in the first quarter of 2016. The impact was not material.
Rose Rock Midstream, L.P.
Rose Rock Midstream, L.P.
ROSE ROCK MIDSTREAM, L.P.
On September 30, 2016, we completed the acquisition of the outstanding common limited partner interests of Rose Rock which we did not already own (the "Merger"). We issued 13.1 million common shares as consideration and recorded a reduction to equity for $5.3 million of fees associated with the issuance. In addition, we recorded a reduction to our deferred tax liabilities and offsetting increase to additional paid-in capital of $143.3 million associated with the transaction. This non-cash adjustment represents the deferred tax impact of the difference between the book value of the noncontrolling interests acquired and the tax basis which is stepped-up to the fair market value of the consideration which includes the common shares issued and the assumption of liabilities associated with the noncontrolling interests.
We accounted for the Merger in accordance with FASB Accounting Standards Codification 810, Consolidation — Overall — Changes in a Parent’s Ownership Interest in a Subsidiary. As SemGroup controlled Rose Rock both before and after the Merger, the changes in SemGroup’s ownership interest in Rose Rock were accounted for as an equity transaction and no gain or loss was recognized in SemGroup’s consolidated statements of operations and comprehensive income (loss) as a result of the Merger. Subsequent to the Merger, Rose Rock was a wholly owned subsidiary of SemGroup.
Substantially all of Rose Rock's assets were pledged as collateral under its senior secured revolving credit facility agreement which was terminated following the Merger. Substantially all of Rose Rock's assets are now pledged as collateral under SemGroup's senior secured revolving credit facility. Rose Rock's senior unsecured notes were assumed by SemGroup. See Note 15 for additional information related to changes in long-term debt and Note 25 for changes related to the Guarantor financial information.
The following table shows the distributions paid related to the earnings for each of the following periods (in thousands, except for per unit amounts):
 
Distribution
Per Unit
 
Distributions Paid
Quarter Ended
SemGroup
Noncontrolling
Interest
Common Units
Total
Distributions
General
Partner
Incentive
Distributions
Common
Units
Subordinated
Units
December 31, 2013
$
0.4650

 
$
257

$
244

$
2,041

$
3,901

$
6,398

$
12,841

 
 
 
 
 
 
 
 
 
March 31, 2014
$
0.4950

 
$
278

$
488

$
2,173

$
4,153

$
6,811

$
13,903

June 30, 2014
$
0.5350

 
$
334

$
888

$
3,646

$
4,488

$
7,362

$
16,718

September 30, 2014
$
0.5750

 
$
377

$
1,835

$
3,918

$
4,824

$
7,912

$
18,866

December 31, 2014
$
0.6200

 
$
485

$
3,487

$
6,551

$
5,202

$
8,544

$
24,269

 
 
 
 
 
 
 
 
 
March 31, 2015
$
0.6350

 
$
568

$
4,450

$
13,148

$

$
10,213

$
28,379

June 30, 2015
$
0.6500

 
$
590

$
4,979

$
13,458

$

$
10,456

$
29,483

September 30, 2015
$
0.6600

 
$
604

$
5,333

$
13,665

$

$
10,619

$
30,221

December 31, 2015
$
0.6600

 
$
604

$
5,333

$
13,665

$

$
10,622

$
30,224

 
 
 
 
 
 
 
 
 
March 31, 2016
$
0.6600

 
$
605

$
5,338

$
13,665

$

$
10,643

$
30,251

June 30, 2016
$
0.6600

 
$
605

$
5,339

$
13,665

$

$
10,648

$
30,257


Drop-down Transactions with Rose Rock
2015 drop-down transaction
On February 13, 2015, we contributed WOT and Glass Mountain Holding, LLC, which holds our 50% interest in Glass Mountain, to Rose Rock in exchange for (i) cash of approximately $251.2 million, (ii) the issuance of 1.75 million common units and (iii) an increase of the capital account of the general partner of Rose Rock and a related issuance of general partner interest, to allow the general partner of Rose Rock to maintain its 2% general partner interest. The cash consideration was funded through a borrowing under Rose Rock's credit facility and the issuance and sale of 2.3 million common units in an underwritten public offering for net proceeds of $89.1 million. SemGroup used the proceeds from these transactions to pay amounts owed under its revolving credit facility.
As the acquisition was between parties under common control, Rose Rock recorded its interest in acquired assets and liabilities at SemGroup's historical value and SemGroup did not recognize a gain on the transaction. Proceeds in excess of the historical value were accounted for as a dividend from Rose Rock to SemGroup and resulted in a $51.5 million reduction to noncontrolling interests in consolidated subsidiaries and an offsetting increase to additional paid-in capital of $30.7 million (net of tax impact of $20.8 million). This non-cash entry represents the portion of the proceeds in excess of historical cost which were attributed to Rose Rock's third-party unitholders.
2014 drop-down transaction
On June 23, 2014, we contributed the remaining 33% interest in SemCrude Pipeline, L.L.C. ("SCPL") to Rose Rock in exchange for (i) cash of approximately $114.4 million, (ii) the issuance of 2.425 million common units, (iii) the issuance of 1.25 million Class A units, and (iv) an increase of the capital account of the general partner and a related issuance of general partner interest, to allow the general partner to maintain its 2% general partner interest. Subsequent to this transaction, Rose Rock owned 100% of SCPL, which owns a 51% membership interest in White Cliffs. SemGroup used the proceeds from these transactions to pay amounts owed under its revolving credit facility.
As this transaction was between parties under common control, Rose Rock recorded its interest in SCPL at SemGroup's historical value and as such no gain on the sale was recognized by SemGroup. Proceeds in excess of the historical value were accounted for as a dividend from Rose Rock to SemGroup and resulted in an $85.2 million reduction to noncontrolling interests in consolidated subsidiaries and an offsetting increase to additional paid-in capital of $53.2 million (net of tax impact of $31.9 million). This non-cash entry represents the portion of the proceeds in excess of historical cost which were attributed to Rose Rock's third-party unitholders.
SemGroup incurred approximately $0.9 million of expense associated with this transaction, including $0.4 million of costs incurred by Rose Rock.
Equity Method Investments
Equity Method Investments
EQUITY METHOD INVESTMENTS
Our equity method investments consist of the following (in thousands):
 
December 31,
 
2016
 
2015
White Cliffs
$
281,734

 
$
297,109

NGL Energy
18,933

 
112,787

Glass Mountain
133,622

 
141,182

Total equity method investments
$
434,289

 
$
551,078


Our earnings from equity method investments consist of the following (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
White Cliffs
$
69,007

 
$
70,238

 
$
57,378

NGL Energy(1)
2,188

 
5,031

 
2,343

Glass Mountain
2,562

 
6,117

 
4,478

Total earnings from equity method investments
$
73,757

 
$
81,386

 
$
64,199

(1) Excluding loss on issuance of common units of $41.0 thousand for the year ended December 31, 2016, and gains on the issuance of common units of $6.4 million and $29.0 million for the years ended December 31, 2015 and 2014, respectively.
Cash distributions received from equity method investments consist of the following (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
White Cliffs
$
88,839

 
$
86,845

 
$
66,768

NGL Energy
4,873

 
19,074

 
23,404

Glass Mountain
10,456

 
13,623

 
6,823

Total cash distributions received from equity method investments
$
104,168

 
$
119,542

 
$
96,995


White Cliffs
Certain summarized balance sheet information of White Cliffs is shown below (in thousands):
 
December 31,
 
2016
 
2015
Current assets
$
34,721

 
$
54,091

Property, plant and equipment, net
508,043

 
509,068

Goodwill
17,000

 
17,000

Other intangible assets, net
8,509

 
11,974

Total assets
$
568,273

 
$
592,133

 
 
 
 
Current liabilities
$
15,812

 
$
9,491

Members’ equity
552,461

 
582,642

Total liabilities and members’ equity
$
568,273

 
$
592,133


Certain summarized income statement information of White Cliffs for the years ended December 31, 2016, 2015 and 2014 is shown below (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
Revenue
$
212,359

 
$
206,395

 
$
160,369

Cost of products sold
$
3,223

 
$
2,914

 
$
3,635

Operating, general and administrative expenses
$
35,672

 
$
30,370

 
$
19,431

Depreciation and amortization expense
$
35,439

 
$
34,105

 
$
23,257

Net income
$
138,032

 
$
139,000

 
$
114,045


The equity in earnings of White Cliffs for the years ended December 31, 2016, 2015 and 2014 reported in our consolidated statements of operations and comprehensive income (loss) is less than 51% of the net income of White Cliffs for the same period. This is primarily due to certain general and administrative expenses we incur in managing the operations of White Cliffs that the other members are not obligated to share. Such expenses are recorded by White Cliffs, and are allocated to our membership interests. White Cliffs recorded $1.6 million, $1.3 million and $1.6 million of such general and administrative expense for the years ended December 31, 2016, 2015 and 2014, respectively. In addition, our equity in earnings is also impacted by the elimination of revenue on the sale of inventory to White Cliffs. Revenue related to inventory transactions with White Cliffs is deferred until a sale of the inventory has been made with a third party.
The members of White Cliffs are required to contribute capital to White Cliffs to fund various projects. For the years ended December 31, 2016, 2015 and 2014, we contributed $2.2 million, $42.8 million and $53.3 million to White Cliffs capital projects.
Our membership interest in White Cliffs is significant as defined by Securities and Exchange Commission’s Regulation S-X Rule 1-02(w). Accordingly, as required by Regulation S-X Rule 3-09, we have included the audited financial statements of White Cliffs as of December 31, 2016 and 2015 and for each of the three years in the period ended December 31, 2016 as an exhibit to this Form 10-K.
NGL Energy
At December 31, 2016, we no longer own common units representing limited partner interests in NGL Energy. We continue to hold an 11.78% interest in the general partner of NGL Energy which is being accounted for under the equity method in accordance with ASC 323-30-S99-1, as our ownership is in excess of the 3 to 5 percent interest which is generally considered to be more than minor.
The general partner of NGL Energy is not a publicly traded company. The information below pertains to our general partner interest, and previously held limited partner interest, in NGL Energy.
Our policy is to record our equity in earnings of NGL Energy on a one-quarter lag, as we do not expect information on the earnings of NGL Energy to always be available in time to consistently record the earnings in the quarter in which they are generated. Accordingly, the equity in earnings from NGL Energy, which is reflected in our consolidated statements of operations and comprehensive income (loss) for the years ended December 31, 2016, 2015 and 2014 relates to the earnings of NGL Energy for the twelve months ended September 30, 2016, 2015 and 2014, respectively. NGL Energy's 10-K for its fiscal year ended March 31, 2016, restated prior periods to correct an error in those prior periods. The impact of NGL Energy's restatement was not material to SemGroup. The summarized financial statement information of NGL Energy below has been updated to reflect the impact of the restatement on their prior period financial information.
Certain unaudited summarized balance sheet information of NGL Energy is shown below (in thousands):
 
(Unaudited)
 September 30,
 
2016
 
2015
Current assets
$
1,250,299

 
$
1,276,919

Property plant and equipment, net
1,755,416

 
1,845,112

Goodwill
1,467,955

 
1,658,237

Intangible and other assets, net
1,600,248

 
1,820,788

Total assets
$
6,073,918

 
$
6,601,056

 
 
 
 
Current liabilities
$
798,853

 
$
857,639

Long-term debt
3,063,008

 
3,077,604

Other noncurrent liabilities
256,743

 
127,639

Equity
1,955,314

 
2,538,174

Total liabilities and equity
$
6,073,918

 
$
6,601,056


Certain unaudited summarized income statement information of NGL Energy for the twelve months ended September 30, 2016, 2015 and 2014 is shown below (in thousands):
 
(Unaudited)
Twelve Months Ended September 30,
 
2016
 
2015
 
2014
Revenue
$
10,777,954

 
$
14,504,581

 
$
15,748,520

Costs of products sold
$
10,005,830

 
$
13,573,066

 
$
15,054,291

Operating, general and administrative expenses
$
523,902

 
$
576,805

 
$
436,959

Depreciation and amortization expense
$
211,841

 
$
221,067

 
$
162,443

Net income (loss)
$
(39,895
)
 
$
71,225

 
$
15,059


Other-than-temporary impairment of equity method investment in NGL Energy
During the fourth quarter of 2015, the market price of NGL Energy common units fell below our carrying value per unit and remained below our carrying value as of March 31, 2016. At December 31, 2015, in accordance with ASC 320-10-S99 “Investments - Debt and Equity Securities”, we assessed whether such decline in value was other-than-temporary. During this initial assessment, the decrease in value was determined not to be other-than-temporary. The evidence management considered in such assessment included the nature and volatility of such decline, as well as the latest public financial guidance, condition, and results of NGL Energy. Subsequently, we continued to monitor events and developments and, based on NGL Energy's April 21, 2016, announcement of a reduction in its quarterly distribution and lowering of financial performance guidance, we concluded that the decline in the value of our investment was other-than-temporary as of March 31, 2016. As such, we recorded an impairment of $39.8 million to our investment in the limited partner units of NGL Energy for the year ended December 31, 2016. The value of our limited partner investment in NGL Energy was written-down to the market price of $11.04 per share on December 31, 2015, the date through which we had recorded our equity in earnings. These units were subsequently sold in the second quarter of 2016, as detailed below.
Our investment in the general partner of NGL Energy is not considered to be impaired. There is no readily available market price for our general partner investment as these units are not publicly traded. Based on the relatively low book value of our general partner investment, the value of incentive distribution rights and comparable general partner transactions, we do not believe our investment in the general partner of NGL Energy is impaired.
NGL Energy unit issuances and sales of NGL Energy units
During the years ended December 31, 2015, 2014 and 2013, our limited partnership interest was diluted in connection with NGL Energy common unit issuances. Accordingly, we recorded a non-cash loss of $41.0 thousand for the year ended December 31, 2016, and non-cash gains of $6.4 million and $29.0 million for the years ended December 31, 2015 and 2014, respectively, related to these transactions, which are included in "gain (loss) on issuance of common units by equity method investee" in our consolidated statements of operations and comprehensive income (loss).
During the year ended December 31, 2016, we sold our remaining 4,652,568 NGL Energy limited partner units for $13.00 per unit, or $60.5 million, and recorded a $9.1 million gain on disposal. During the year ended December 31, 2015, we sold 1,999,533 of our NGL Energy common units for $56.3 million, net of related costs of $0.5 million. We recorded a net gain of $14.5 million. During the year ended December 31, 2014, we sold 2,481,308 of our NGL Energy common units for $88.8 million, net of related costs of $3.1 million. We recorded a net gain of $34.2 million. Gains on disposal of NGL Energy limited partner units are included in "loss (gain) on sale or impairment of equity method investment" in our consolidated statement of operations and comprehensive income (loss).
Subsequent to the sale of our limited partner interest, our ownership interest in NGL Energy is not significant as defined by Securities and Exchange Commission’s Regulation S-X Rule 1-02(w). Accordingly, no audited financial statements of NGL Energy pursuant to Regulation S-X 3-09 will be included as an exhibit to this Form 10-K.
Glass Mountain
We hold a 50% interest in Glass Mountain which we account for under the equity method.
The excess of the recorded amount of our investment over the book value of our share of the underlying net assets represents equity method goodwill and capitalized interest of $31.0 million and $3.6 million, respectively, at December 31, 2016. Capitalized interest is amortized as a reduction of earnings from equity method investments.
The equity in earnings of Glass Mountain for the years ended December 31, 2016, 2015 and 2014 reported in our consolidated statement of operations and comprehensive income (loss) is less than 50% of the net income of Glass Mountain for the same period due to amortization of capitalized interest for the period.
Certain summarized balance sheet information of Glass Mountain is shown below (in thousands):
 
December 31,
 
2016
 
2015
Current assets
$
6,136

 
$
7,856

Property, plant and equipment, net
193,179

 
205,920

Total assets
$
199,315

 
$
213,776

 
 
 
 
Current liabilities
$
1,286

 
$
1,036

Other liabilities
13

 
28

Members’ equity
198,016

 
212,712

Total liabilities and members’ equity
$
199,315

 
$
213,776


Certain summarized income statement information of Glass Mountain for the year ended December 31, 2016, 2015 and 2014 is shown below (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
Revenue
$
29,502

 
$
38,526

 
$
30,398

Cost of Sales
$
463

 
$
3,392

 
$
757

Operating, general and administrative expenses
$
7,570

 
$
6,643

 
$
6,419

Depreciation and amortization expense
$
15,914

 
$
15,828

 
$
13,872

Net income
$
5,548

 
$
12,657

 
$
9,344


We invested $0.3 million, $2.7 million and $16.2 million in Glass Mountain for the years ended December 31, 2016, 2015 and 2014, respectively.
Our ownership interest in Glass Mountain is not significant as defined by Securities and Exchange Commission's Regulation S-X Rule 1-02(w). Accordingly, no audited financial statements of Glass Mountain pursuant to Regulation S-X 3-09 have been included as an exhibit to this Form 10-K.
Acquisitions
Business Combination Disclosure [Text Block]
ACQUISITIONS
During the year ended December 31, 2014, we completed the following acquisition:
Crude oil trucking assets
On June 24, 2014, our Crude Transportation segment acquired crude oil trucking assets from a subsidiary of Chesapeake Energy Corporation ("Chesapeake") (NYSE: CHK) for $44.0 million in cash. Highlights of the transaction include:
124 trucks, 122 trailers and miscellaneous equipment; and
a long-term transportation agreement with Chesapeake Energy Marketing, Inc.
Disposals of Long-Lived Assets
Disposals of Long-Lived Assets
DISPOSALS OR IMPAIRMENTS OF LONG-LIVED ASSETS
Year ended December 31, 2016
There were no significant disposals or impairments of long-lived assets during the year ended December 31, 2016. See Note 12 for discussion of SemGas' goodwill impairment.
Year ended December 31, 2015
During the year ended December 31, 2015, our SemGas segment sold certain non-core Kansas based gas gathering and compression assets for approximately $1.0 million, resulting in a pre-tax loss of approximately $1.7 million which is reported in "loss on disposal or impairment, net" in the consolidated statement of operations and comprehensive income (loss). See Note 12 for discussion of the goodwill impairment recorded by our Crude Transportation segment.
Year ended December 31, 2014
On June 1, 2014, our SemGas segment sold certain natural gas gathering assets in Eastern Oklahoma resulting in a $20.1 million pre-tax loss on a cash sales price of $2.4 million. The assets sold were made up of property, plant and equipment with a net book value of $22.5 million. The loss on the sale was reported in "loss on disposal or impairment, net" in the consolidated statement of operations and comprehensive income (loss). The operations of the gas gathering assets were not material to SemGroup.
During the year ended December 31, 2014, we recorded an impairment charge of $11.9 million related to leaseholds of unproved oil and gas properties located in Kansas. These assets were written off when, due to the downturn in crude oil prices and the remaining life of the leaseholds, it became apparent that these properties would not be developed. These assets were held by a subsidiary included in Corporate and Other in our segment disclosures (Note 8).

Segments
Segments
SEGMENTS
As described in Note 1, our businesses are organized based on the nature and location of the services they provide. Certain summarized information related to our reportable segments is shown in the tables below. None of the operating segments have been aggregated. Although Corporate and Other does not represent an operating segment, it is included in the tables below to reconcile segment information to that of the consolidated Company. Eliminations of transactions between segments are also included within Corporate and Other in the tables below.
The accounting policies of each segment are the same as the accounting policies of the consolidated Company. Transactions between segments are generally recorded based on prices negotiated between the segments. Certain general and administrative expenses incurred at the corporate level were allocated to the segments based on our allocation policies in effect at the time.
Our equity investment in NGL Energy was previously included within the SemStream segment. However, in the second quarter of 2016, we disposed of our limited partner interest in NGL Energy. Subsequent to this disposal, amounts related to our remaining general partner investment in NGL Energy are not material and are not expected to be material for the foreseeable future. As our investment in NGL Energy is the only asset of SemStream, we have ceased to report SemStream as a segment. Prior period amounts have been recast to include the former SemStream balances as part of Corporate and Other.
During the year ended December 31, 2015, management made the decision to disaggregate certain activities and functions within the domestic crude oil business to provide additional granularity, both internally and externally, to our operating results. As such, the prior period results of the former Crude segment have been recast to reflect the resulting reportable segments: Crude Transportation, Crude Facilities and Crude Supply and Logistics. Certain amounts formerly included in the Crude segment have been included in Corporate and Other in the current presentation. No other segments were impacted. Additionally, current year activity includes intersegment revenues generated by our Crude Transportation and Crude Facilities segments for services provided to our Crude Supply and Logistics segment. With the exception of intersegment trucking revenues of our Crude Transportation segment, these intersegment charges did not exist in the prior year.
Our results by segment are presented in the tables below (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
Revenues:
 
 
 
 
 
   Crude Transportation
 
 
 
 
 
External
$
64,853

 
$
81,991

 
$
84,718

Intersegment
26,878

 
15,021

 
10,840

   Crude Facilities
 
 
 
 
 
External
45,956

 
45,936

 
44,007

Intersegment
10,674

 

 

   Crude Supply and Logistics
 
 
 
 
 
External
716,570

 
716,784

 
1,169,372

   SemGas
 
 
 
 
 
External
208,042

 
231,569

 
342,286

Intersegment
10,928

 
20,605

 
37,897

   SemCAMS
 
 
 
 
 
External
133,216

 
136,197

 
176,724

   SemLogistics
 
 
 
 
 
External
24,725

 
24,351

 
12,650

   SemMexico
 
 
 
 
 
External
138,802

 
211,291

 
290,869

   Corporate and Other
 
 
 
 
 
External

 
6,975

 
1,953

Intersegment
(48,480
)
 
(35,626
)
 
(48,737
)
Total Revenues
$
1,332,164


$
1,455,094

 
$
2,122,579

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year Ended December 31,
 
2016
 
2015
 
2014
Earnings from equity method investments:
 
 
 
 
 
   Crude Transportation
$
71,569

 
$
76,355

 
$
61,856

   Corporate and Other (1)
2,147

 
11,416

 
31,363

Total earnings from equity method investments
$
73,716


$
87,771

 
$
93,219

(1) Including gain (loss) on issuance of common units by equity method investee.
 
 
 
 
 
 
 
Year Ended December 31,
 
2016
 
2015
 
2014
Depreciation and amortization:
 
 
 
 
 
   Crude Transportation
$
24,483

 
$
35,500

 
$
33,679

   Crude Facilities
7,781

 
5,829

 
5,365

   Crude Supply and Logistics
185

 
159

 
549

   SemGas
36,170

 
31,803

 
26,353

   SemCAMS
16,867

 
12,940

 
14,295

   SemLogistics
7,676

 
8,543

 
10,005

   SemMexico
3,752

 
4,076

 
6,031

   Corporate and Other
1,890

 
2,032

 
2,120

Total depreciation and amortization
$
98,804

 
$
100,882

 
$
98,397

 
 
 
 
 
 
 
 
 
 
 
 
 
Year Ended December 31,
 
2016
 
2015
 
2014
Income tax expense (benefit):
 
 
 
 
 
SemCAMS
$
3,667

 
$
4,847

 
$
3,135

SemLogistics
(724
)
 
(2,195
)
 
(2,231
)
SemMexico
1,684

 
2,611

 
4,053

Corporate and other
6,641

 
28,267

 
41,556

Total income tax expense
$
11,268

 
$
33,530

 
$
46,513

 
 
 
 
 
 
 
Year Ended December 31,
 
2016
 
2015
 
2014
Segment profit (1):
 
 
 
 
 
   Crude Transportation
$
83,942

 
$
81,028

 
$
76,705

   Crude Facilities
42,517

 
33,757

 
32,286

   Crude Supply and Logistics
20,420

 
30,088

 
24,021

   SemGas
44,142

 
61,669

 
41,715

   SemCAMS
38,901

 
36,013

 
45,326

   SemLogistics
11,175

 
7,249

 
25

   SemMexico
10,072

 
15,614

 
16,139

   Corporate and Other
(29,786
)
 
(33,369
)
 
(12,561
)
Total segment profit
$
221,383


$
232,049

 
$
223,656

(1) Segment profit represents revenues excluding unrealized gains (losses) related to derivative instruments plus earnings from equity method investments less cost of sales excluding depreciation and amortization and less operating and general and administrative expenses.
 
 
 
 
 
 
 
Year Ended December 31,
 
2016
 
2015
 
2014
Reconciliation of segment profit to net income:
 
 
 
 
 
   Total segment profit
$
221,383


$
232,049

 
$
223,656

     Less:
 
 
 
 
 
Net unrealized loss (gain) related to derivative instruments
989

 
2,014

 
(1,734
)
Depreciation and amortization
98,804

 
100,882

 
98,397

Interest expense
62,650

 
69,675

 
49,044

Foreign currency transaction loss (gain)
4,759

 
(1,067
)
 
(86
)
Loss (gain) on sale or impairment of equity method investment
30,644

 
(14,517
)
 
(34,212
)
Other expense (income), net
(994
)
 
(1,284
)
 
13,676

Income tax expense
11,268

 
33,530

 
46,513

Loss from discontinued operations
1

 
4

 
1

   Net income
$
13,262


$
42,812

 
$
52,057

 
 
 
 
 
 
 
 
 
 
 
 
 
Year Ended December 31,
 
2016
 
2015
 
2014
Additions to long-lived assets, including acquisitions and contributions to equity method investments:
 
 
 
 
 
   Crude Transportation
$
230,139

 
$
219,227

 
$
160,471

   Crude Facilities
6,439

 
30,118

 
8,207

   Crude Supply and Logistics
3,664

 
2,564

 
11,662

   SemGas
21,913

 
110,908

 
153,088

   SemCAMS
34,506

 
142,368

 
35,286

   SemLogistics
16,402

 
12,289

 
2,974

   SemMexico
8,690

 
7,051

 
9,690

   Corporate and Other
2,928

 
1,919

 
1,906

Total additions to long-lived assets
$
324,681


$
526,444

 
$
383,284

 
 
 
 
 
 
 
 
 
December 31,
 
 
 
2016
 
2015
Total assets (excluding intersegment receivables):
 
 
 
 
 
   Crude Transportation
 
 
$
1,042,327

 
$
877,017

   Crude Facilities
 
 
156,907

 
155,186

   Crude Supply and Logistics
 
 
484,475

 
328,419

   SemGas
 
 
683,952

 
719,789

   SemCAMS
 
 
379,785

 
331,749

   SemLogistics
 
 
135,387

 
155,794

   SemMexico
 
 
75,440

 
89,608

   Corporate and Other
 
 
116,699

 
196,347

Total
 
 
$
3,074,972

 
$
2,853,909

 
 
 
 
 
 
 
 
 
December 31,
 
 
 
2016
 
2015
Equity investments:
 
 
 
 
 
   Crude Transportation
 
 
$
415,356

 
$
438,291

   Corporate and Other
 
 
18,933

 
112,787

Total equity investments
 
 
$
434,289


$
551,078

Inventories
Inventories
INVENTORIES
Inventories consist of the following (in thousands):
 
December 31,
 
2016
 
2015
Crude oil
$
89,683

 
$
59,121

Asphalt and other
9,551

 
11,118

Total inventories
$
99,234

 
$
70,239



During the year ended December 31, 2015, our Crude Supply and Logistics segment recorded non-cash charges of $2.6 million to write-down crude oil inventory to the lower of cost or market. There were no inventory write-downs during the year ended December 31, 2016.
Other Assets
Other Assets
OTHER ASSETS
Other current assets consist of the following (in thousands):
 
December 31,
 
2016
 
2015
Prepaid expenses
$
6,801


$
6,252

Deferred tax asset
2,244

 
2,321

Other
9,585


10,846

Total other current assets
$
18,630


$
19,419



Other noncurrent assets consist of the following (in thousands):
 
December 31,
 
2016
 
2015
Capitalized loan fees
$
10,242

 
$
6,947

Deferred tax asset
43,431

 
34,848

Other
3,856

 
3,579

Total other noncurrent assets, net
$
57,529

  
$
45,374

Property, Plant and Equipment
Property, Plant and Equipment
PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment consists of the following (in thousands):
 
December 31,
 
2016
 
2015
Land
$
90,337

 
$
89,815

Pipelines and related facilities
398,053

 
338,789

Storage and terminal facilities
279,506

 
283,608

Natural gas gathering and processing facilities
874,704

 
810,358

Linefill
25,804

 
26,900

Trucking equipment and other
45,417

 
43,157

Office property and equipment
61,146

 
45,818

Construction-in-progress
380,740

 
248,145

Property, plant and equipment, gross
2,155,707

 
1,886,590

Accumulated depreciation
(393,635
)
 
(319,769
)
Property, plant and equipment, net
$
1,762,072

 
$
1,566,821



We recorded depreciation expense of $87.9 million, $90.5 million and $82.5 million for the years ended December 31, 2016, 2015 and 2014, respectively.
We include within the cost of property, plant and equipment interest costs incurred while an asset is being constructed. We capitalized $17.0 million, $1.0 million and $1.5 million of interest costs during the years ended December 31, 2016, 2015 and 2014, respectively.
Goodwill and Other Intangible Assets
Goodwill and Other Intangible Assets
GOODWILL AND OTHER INTANGIBLE ASSETS
Goodwill
Goodwill relates to the following segments (in thousands):
 
December 31,
 
2016
 
2015
Crude Transportation
$
26,628

 
$
26,628

SemGas

 
13,052

SemMexico
7,602

 
8,352

Total Goodwill
$
34,230

 
$
48,032


In addition to the amounts in the table above, approximately $31.0 million of our investment in Glass Mountain represents equity method goodwill. Equity method goodwill is not amortized and is tested for impairment with the equity method investment in accordance with ASC 323.
Changes in goodwill balances during the period from December 31, 2013 to December 31, 2016 are shown below (in thousands):
Balance, December 31, 2013
$
62,021

Crude oil trucking asset acquisition (Note 6)
7,892

Mid-America Midstream Gas Services ("MMGS") purchase price allocation adjustment
(10,787
)
Barcas purchase price allocation adjustment
(98
)
Currency translation adjustments
(702
)
Balance, December 31, 2014
58,326

Crude oil trucking impairment loss
(9,488
)
Currency translation adjustments
(806
)
Balance, December 31, 2015
48,032

SemGas impairment loss
(13,052
)
Currency translation adjustments
(750
)
Balance, December 31, 2016
$
34,230


For U.S. federal income tax purposes, goodwill is amortized on a straight-line basis over 15 years.
We assess our goodwill for impairment at least annually as of October 1. No impairments were indicated as of October 1, 2016.
SemGas goodwill impairment - 2016
In March 2016, our SemGas segment revised the volume forecast for its northern Oklahoma system based on revised volume forecasts provided by certain producers who have chosen to adjust plans for production following release of the Oklahoma Corporation Commission’s Regional Earthquake Response Plan that curtails the amount of volume that can be injected into disposal wells.  
Based on the reduction to our forecast, we tested our SemGas segment's long-lived assets, finite-lived intangible assets and goodwill for impairment at March 31, 2016. No impairment was indicated for SemGas' long-lived assets and finite-lived intangible assets based on an undiscounted cash flow analysis. However, we did record an impairment of SemGas' goodwill for the entire balance of $13.1 million.
To test the goodwill for impairment, we used an income approach, supplemented by a market approach to calculate the fair value of the reporting unit. Under the income approach, we utilized a discounted cash flow model to determine the fair value of our SemGas operations. Significant judgments and assumptions included the discount rate, anticipated revenue and volume growth rates, estimated operating expenses and capital expenditures, which were based on our operating and capital budgets as well as our strategic plans. A significant underlying assumption is that commodity prices will eventually improve, water disposal issues will be resolved and production volumes will begin to increase. If production does not increase in the future or the production takes longer than anticipated to return, this would negatively affect our key assumptions and potentially lead to finite-lived intangible and long-lived asset impairments in the future. We considered the market approach by comparing the revenue and earnings multiples implied by our income approach to those of comparable companies for reasonableness.
Crude oil trucking goodwill impairment - 2015
As a result of the continued decline in oil prices and lower forecast volumes from declining drilling activity, along with lower than expected results during the fourth quarter of 2015, we performed an interim goodwill impairment analysis as of December 31, 2015 which resulted in an impairment charge of $9.5 million related to our crude oil trucking operation which was identified as the reporting unit for purposes of the impairment test.
We used an income approach, supplemented by a market approach to calculate the fair value of the reporting unit. Under the income approach, we utilized a discounted cash flow model to determine the fair value of our crude oil trucking operations. Significant judgments and assumptions included the discount rate, anticipated revenue and volume growth rates, estimated operating expenses and capital expenditures, which were based on our operating and capital budgets as well as our strategic plans. A significant underlying assumption is that crude oil prices will eventually improve and production volumes will begin to increase. If crude oil production does not increase in the future or the production takes longer than anticipated to return, this would negatively affect our key assumptions and potentially lead to additional impairments in the future. We considered the market approach by comparing the revenue and earnings multiples implied by our income approach to those of comparable companies for reasonableness.
Other intangible assets
The gross carrying amount and accumulated amortization of intangible assets are shown below (in thousands):
 
December 31, 2016
 
December 31, 2015
 
Gross Carrying Amount
 
Accumulated Amortization
 
Net Carrying Amount
 
Gross Carrying Amount
 
Accumulated Amortization
 
Net Carrying Amount
Customer Relationships
$
187,114

 
$
(36,601
)
 
$
150,513

 
$
188,304

 
$
(26,975
)
 
$
161,329

Trade Names
421

 
(366
)
 
55

 
493

 
(378
)
 
115

Unpatented Technology
2,461

 
(2,051
)
 
410

 
2,941

 
(2,162
)
 
779

Total other intangible assets
$
189,996

 
$
(39,018
)
 
$
150,978

 
$
191,738

 
$
(29,515
)
 
$
162,223


Changes in other intangible asset balances during the period from December 31, 2013 to December 31, 2016 are shown below (in thousands):
Balance, December 31, 2013
$
174,838

Amortization
(15,875
)
Crude oil trucking asset acquisition (Note 6)
17,010

MMGS purchase price allocation adjustment
(2,313
)
Barcas purchase price allocation adjustment
(50
)
Currency translation adjustments
(545
)
Balance, December 31, 2014
173,065

Amortization
(10,334
)
Currency translation adjustments
(508
)
Balance, December 31, 2015
162,223

Amortization
(10,928
)
Currency translation adjustments
(317
)
Balance, December 31, 2016
$
150,978


Our other intangible assets consist primarily of customer relationships at our Crude Transportation, SemGas and SemMexico segments. These assets may be subject to impairments in the future if we are unable to maintain the relationships with the customers to which the assets relate.
We estimate that future amortization of other intangible assets will be as follows (in thousands):
For the year ending:
 
December 31, 2017
$
11,011

December 31, 2018
10,918

December 31, 2019
10,316

December 31, 2020
9,649

December 31, 2021
9,483

Thereafter
99,601

Total estimated amortization expense
$
150,978

Financial Instruments and Concentrations of Risk
Financial Instruments and Concentrations of Risk
FINANCIAL INSTRUMENTS AND CONCENTRATIONS OF RISK
Fair value of financial instruments
We record certain financial assets and liabilities at fair value at each balance sheet date. The table below summarizes the balances of commodity derivative assets and liabilities at December 31, 2016 and 2015 (in thousands):
 
December 31, 2016
 
December 31, 2015
Derivatives subject to netting arrangements:
Level 1
 
Netting(1)
 
Total
 
Level 1
 
Netting(1)
 
Total
Commodity derivatives:
 
 
 
 
 
 
 
 
 
 
 
Assets
$
68

 
$
(68
)
 
$

 
$
131

 
$
(131
)
 
$

Liabilities
$
1,396

 
$
(68
)
 
$
1,328

 
$
470

 
$
(131
)
 
$
339

(1)
Relates primarily to exchange traded futures. Gain and loss positions on multiple contracts are settled net on a daily basis with the exchange.

“Level 1” measurements are based on inputs consisting of unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. These include commodity futures contracts that are traded on an exchange. The valuation of our common stock warrants which were traded on the New York Stock Exchange was also classified as Level 1.
“Level 2” measurements are based on inputs consisting of market observable and corroborated prices for similar commodity derivative contracts. Assets and liabilities classified as Level 2 include over-the-counter ("OTC") traded forwards contracts and swaps.
“Level 3” measurements are obtained using information from a pricing service and internal valuation models incorporating observable and unobservable market data. These include commodity derivatives, such as forwards and swaps for which there is not a highly liquid market, and therefore are not included in Level 2 above.
Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the measurement requires judgment, and may affect the valuation of assets and liabilities and their placement within the fair value levels.
There were no financial assets or liabilities classified as Level 2 or Level 3 during the years ended December 31, 2016, 2015 and 2014, as such no rollforward of Level 3 activity has been presented. 
See Note 15 for fair value of debt instruments and Note 20 for fair value of benefit plan assets. The approximate fair value of cash and cash equivalents, accounts receivable and accounts payable is equal to book value due to the short-term nature of these items.
Commodity derivative contracts
Our consolidated results of operations and cash flows are impacted by changes in market prices for petroleum products. This exposure to commodity price risk is managed, in part, by entering into various commodity derivatives.
We seek to manage the price risk associated with our marketing operations by limiting our net open positions through (i) the concurrent purchase and sale of like quantities of petroleum products to create back-to-back transactions that are intended to lock in positive margins based on the timing, location or quality of the petroleum products purchased and delivered or (ii) derivative contracts. Our storage and transportation assets can also be used to mitigate location and time basis risk. All marketing activities are subject to our Comprehensive Risk Management Policy, a Delegation of Authority policy and their supporting policies and procedures (collectively, the "Risk Governance Policies"), which establish limits in order to manage risk and mitigate financial exposure.
Our commodity derivatives can be comprised of swaps, futures contracts and forward contracts of crude oil and natural gas liquids. These are defined as follows:
Swaps – OTC transactions where a floating price, basis or index is exchanged for a fixed (or a different floating) price, basis or index at a preset schedule in the future, according to an agreed-upon formula.
Futures contracts – Exchange traded contracts to buy or sell a commodity. These contracts are standardized by the exchange in terms of quality, quantity, delivery period and location for each commodity.
Forward contracts – OTC contracts to buy or sell a commodity at an agreed upon future date. The buyer and seller agree on specific terms (price, quantity, delivery period and location) and conditions at the inception of the contract.
The following table sets forth the notional quantities for derivative instruments entered into (in thousands of barrels):
 
Year Ended December 31,
 
2016
 
2015
 
2014
Sales
33,694

 
23,228

 
6,773

Purchases
33,819

 
22,946

 
6,477


We have not designated any of our commodity derivative instruments as accounting hedges. We have recorded the fair value of our commodity derivative instruments on our consolidated balance sheets in "other current assets" and "other current liabilities" in the following amounts (in thousands):
December 31, 2016
 
December 31, 2015
Other Current Assets
 
Other Current Liabilities
 
Other Current Assets
 
Other Current Liabilities
$

 
$
1,328

 
$

 
$
339

 
We have posted margin deposits as collateral with brokers who have the right of set off associated with these funds. Our margin deposit balances were $3.6 million and $2.9 million at December 31, 2016 and 2015, respectively. These margin account balances have not been offset against our net commodity derivative instrument (contract) positions. Had these margin account balances been netted against our net commodity derivative instrument (contract) positions as of December 31, 2016 and 2015, we would have had net asset positions of $2.3 million and $2.6 million, respectively.
Realized and unrealized gains (losses) from our commodity derivatives were recorded to product revenue in the following amounts (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
Realized and unrealized gain (loss)
$
(4,485
)
 
$
8,146

 
$
19,305


Warrants
For the year ended December 31, 2014, we recorded expense related to the change in fair value of warrants of $13.4 million to "other expense (income), net" in our consolidated statements operations and comprehensive income (loss). The warrants expired on November 30, 2014. See Note 17 for additional information.
Concentrations of risk
During the year ended December 31, 2016, one customer primarily of our Crude Supply and Logistics segment accounted for more than 10% of our consolidated revenue with revenues of $313.8 million. No suppliers accounted for more than 10% of our costs of products sold. At December 31, 2016, one customer, primarily of our Crude Supply and Logistics segment, accounted for approximately 20% of our consolidated accounts receivable.
Our SemGas segment has a significant concentration of producers which account for a large portion of our SemGas segment's volumes. During the year ended December 31, 2016, three producers accounted for approximately 92% of our total processed volumes. During the year ended December 31, 2016, three producers accounted for 95% of our total gathered volumes. Additionally, all of the processing and gathering volumes from these customers are produced in the Northern Oklahoma region.
Our SemCAMS processing plants require a minimum rate of sulfur tonnage to operate, and to comply with the regulatory requirements for air emissions.  We have several large producers that provide significant sour gas to our plants.  If these producers shut in their sour gas production due to low commodity prices, it could result in regulatory non-compliance, as well as operating and financial impacts to SemCAMS.

Assets and liabilities of subsidiaries outside the United States
The following table summarizes the assets and liabilities (excluding affiliate balances) at December 31, 2016 of our subsidiaries outside the United States (in thousands):
 
Canada
 
United
Kingdom
 
Mexico
 
Total
Cash and cash equivalents
$
44,180

 
$
5,234

 
$
9,858

 
$
59,272

Other current assets
42,390

 
2,055

 
26,214

 
70,659

Noncurrent assets
300,399

 
128,098

 
39,368

 
467,865

Total assets
$
386,969

 
$
135,387

 
$
75,440

 
$
597,796

 
 
 
 
 
 
 
 
Current liabilities
$
33,228

 
$
4,630

 
$
16,088

 
$
53,946

Noncurrent liabilities
57,907

 
12,368

 
1,034

 
71,309

Total liabilities
91,135

 
16,998

 
17,122

 
125,255

Net assets
$
295,834

 
$
118,389

 
$
58,318

 
$
472,541


Employees
At December 31, 2016, we had approximately 1,140 employees, including approximately 550 employees outside the U.S. Approximately 130 of the employees in Canada and Mexico are represented by labor unions and are subject to collective bargaining agreements governing their employment with us. Of that number, approximately 70 employees have collective bargaining agreements that renew annually and 60 have collective bargaining agreements that expire in January 2019. We have never had a labor related work stoppage and believe our employee relations are good.
Income Taxes
Income Taxes
INCOME TAXES
Income tax expense (benefit)
Our consolidated income from continuing operations before income taxes was generated in the following jurisdictions (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
U.S.
$
(766
)
 
$
46,728

 
$
39,231

Foreign
25,297

 
29,618

 
59,340

Consolidated
$
24,531

 
$
76,346

 
$
98,571


The following table summarizes income tax provision (benefit) from continuing operations by jurisdiction (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
Current income tax provision:
 
 
 
 
 
Foreign
$
2,821

 
$
4,301

 
$
10,430

U.S. federal

 

 
(195
)
U.S. state

 
32

 
132

 
2,821

 
4,333

 
10,367

Deferred income tax provision (benefit):
 
 
 
 
 
Foreign
4,071

 
4,747

 
2,024

U.S. federal
5,142

 
21,865

 
30,074

U.S. state
(766
)
 
2,585

 
4,048

 
8,447

 
29,197

 
36,146

Provision (benefit) for income taxes
$
11,268

 
$
33,530

 
$
46,513


The following table reconciles income tax provision at the U.S. federal statutory rate to the consolidated provision (benefit) for income taxes (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
Income from continuing operations before income taxes
$
24,531

 
$
76,346

 
$
98,571

U.S. federal statutory rate
35
%
 
35
%
 
35
%
Provision at statutory rate
8,586

 
26,721

 
34,500

State income taxes—net of federal benefit
(498
)
 
1,701

 
3,197

Effect of rates other than statutory
(1,966
)
 
(2,306
)
 
(1,925
)
Effect of U.S. taxation on foreign branches
8,854

 
10,366

 
20,769

Foreign tax adjustment, prior years

 
7

 
(3,669
)
Warrants

 

 
4,698

Noncontrolling interest
(3,908
)
 
(4,373
)
 
(7,986
)
Foreign tax credit and offset to branch deferreds
(6,026
)
 
(1,740
)
 
6,851

Impact of valuation allowance on deferred tax assets
6,026

 
1,740

 
(7,331
)
Foreign net gain on subsidiary dissolution and debt waivers

 

 
(13,620
)
Foreign withholding taxes
18

 
6

 
5,054

Other, net
182

 
1,408

 
5,975

Provision (benefit) for income taxes
$
11,268

 
$
33,530

 
$
46,513


For the years ended December 31, 2016, 2015 and 2014, the foreign subsidiaries are disregarded entities for U.S. federal income tax purposes. The foreign earnings are taxed in foreign jurisdictions as well as in the U.S. Foreign tax credits, subject to limitations, are available to reduce U.S. taxes.
Deferred tax positions
Deferred income taxes reflect the effects of temporary differences between the amounts of assets and liabilities recognized for financial reporting purposes and the amounts recognized for income tax purposes. Significant components of deferred tax assets and liabilities are as follows at December 31, 2016 and 2015 (in thousands):
 
December 31,
 
2016
 
2015
Deferred tax assets:
 
 
 
Net operating loss and other credit carryforwards
$
58,129

 
$
55,100

Compensation and benefits
9,411

 
8,178

Inventories
231

 
213

Intangible assets
34,573

 
35,152

Pension plan
4,811

 
4,643

Allowance for doubtful accounts
971

 
1,552

Deferred revenue
4,451

 
4,619

Equity investment in partnerships
54,686

 

Foreign tax credit and offset to branch deferreds
110,052

 
104,026

Other
46,601

 
41,318

less: valuation allowance
(110,243
)
 
(104,509
)
Net deferred tax assets
213,673

 
150,292

Deferred tax liabilities:
 
 
 
Intangible assets
(4,709
)
 
(4,638
)
Prepaid expenses
(136
)
 
(142
)
Property, plant and equipment
(223,325
)
 
(219,247
)
Equity investment in partnerships

 
(85,385
)
Other
(4,411
)
 
(4,107
)
Total deferred tax liabilities
(232,581
)
 
(313,519
)
Net deferred tax liabilities
$
(18,908
)
 
$
(163,227
)

At December 31, 2016, we had a cumulative U.S. federal net operating loss of approximately $146.6 million that can be carried forward to apply against taxable income generated in future years. This carry forward begins to expire in 2031. We had cumulative U.S. state net operating losses of approximately $94.8 million available for carryforward, which begin to expire in 2017. We had foreign net operating losses of $19.5 million available for indefinite carryforward and $7.8 million that will expire in 2036. We had foreign tax credits of approximately $62.1 million available for carry forward, which begin to expire in 2020.
The valuation allowance increased by $5.7 million during 2016. The change related to a net increase of $6.0 million for foreign tax credits and offset to branch deferreds and a decrease of $0.3 million related to state net operating losses.
We have a valuation allowance on a small portion of our state net operating loss carryovers with shorter carryover periods and our foreign tax credit carryover. We have not released the valuation allowance on the foreign tax credits due to the foreign tax credit limitation and the relative subjectivity of forecasts of the relational magnitude of U.S. and foreign taxable income in future periods, as well as the shorter carryover period available for the credits. Deferred tax assets are reduced by a valuation allowance when a determination is made that it is more likely than not that some, or all, of the deferred tax assets will not be realized based on the weight of all available evidence. Evidence which is objectively verifiable carries a higher weight in the analysis. The ultimate realization of deferred tax assets is dependent upon the existence of sufficient taxable income of the appropriate character within the carryback and carryforward period available under the tax law. Sources of taxable income include future reversals of existing taxable temporary differences, future earnings and available tax planning strategies.
We have analyzed filing positions in all of the federal, state and foreign jurisdictions where we are required to file income tax returns and determined that no accruals related to uncertainty in tax positions are required. All income tax years of the Company ending after the emergence from bankruptcy remain open for examination in U.S. jurisdictions under general operation of the statute of limitations, including special provisions with regard to net operating loss carryovers. In foreign jurisdictions, all tax periods prior to the emergence from bankruptcy are closed. The statute of limitations has not been waived with respect to any foreign jurisdictions post emergence and tax periods are open for examination in accordance with the general statutes of each foreign jurisdiction. Currently, there are no examinations in progress for our federal and state jurisdictions. Canada Revenue Agency has initiated an income tax audit of SemCAMS ULC for the tax years 2013 and 2014. No other foreign jurisdictions are currently under audit.
Long-Term Debt
Long-Term Debt
LONG-TERM DEBT
Our long-term debt consisted of the following (in thousands):
 
December 31,
2016
 
December 31,
2015
7.50% senior unsecured notes due 2021
$
300,000

 
$
300,000

Unamortized debt issuance costs on 2021 notes
(3,708
)
 
(4,540
)
7.50% senior unsecured notes due 2021, net
296,292

 
295,460

 
 
 
 
5.625% senior unsecured notes due 2022
400,000

 
400,000

Unamortized debt issuance costs on 2022 notes
(5,909
)
 
(6,975
)
5.625% senior unsecured notes due 2022, net
394,091

 
393,025

 
 
 
 
5.625% senior unsecured notes due 2023
350,000

 
350,000

Unamortized discount on 2023 notes
(4,894
)
 
(5,455
)
Unamortized debt issuance costs on 2023 notes
(4,596
)
 
(5,266
)
5.625% senior unsecured notes due 2023, net
340,510

 
339,279

 
 
 
 
SemGroup corporate revolving credit facility
20,000

 
30,000

SemMexico revolving credit facility

 

Capital leases
51

 
83

Total long-term debt, net
1,050,944

 
1,057,847

Less: current portion of long-term debt
26

 
31

Noncurrent portion of long-term debt, net
$
1,050,918

 
$
1,057,816


Senior unsecured notes
At December 31, 2016, we had outstanding $300 million of 7.50% senior unsecured notes due 2021 (the “2021 Notes”), $400 million of 5.625% senior unsecured notes due 2022 (the “2022 Notes”) and $350 million of 5.625% senior unsecured notes due 2023 (the "2023 Notes") (collectively, the "Notes"). The Notes are guaranteed by certain of our subsidiaries: Rose Rock Finance Corporation, Rose Rock Midstream Operating, LLC, Rose Rock Midstream Energy GP, LLC, Rose Rock Midstream Crude, L.P., Rose Rock Midstream Field Services, LLC, SemGas, L.P., SemMaterials, L.P., SemGroup Europe Holding, L.L.C., SemOperating G.P., L.L.C., SemMexico, L.L.C., SemDevelopment, L.L.C., Mid-America Midstream Gas Services, L.L.C., SemCrude Pipeline, L.L.C., Wattenberg Holding, LLC and Glass Mountain Holding, LLC (collectively, the "Guarantors"). The guarantees of the Notes are full and unconditional and constitute the joint and several obligations of the Guarantors.
The Notes are governed by indentures, as supplemented, between the Company and its subsidiary Guarantors and Wilmington Trust, N.A., as trustee (the “Indentures”). The Indentures include customary covenants, including limitations on our ability to incur additional indebtedness or issue certain preferred shares; pay dividends and make certain distributions, investments and other restricted payments; create certain liens; sell assets; enter into transactions with affiliates; enter into sale and lease-back transactions; merge, consolidate, sell or otherwise dispose of all or substantially all of our assets; and designate our subsidiaries as unrestricted under the Indentures.
The Indentures include customary events of default, including events of default relating to non-payment of principal and other amounts owing from time to time, failure to provide required reports, failure to comply with agreements in the Indentures, cross payment-defaults to any material indebtedness, bankruptcy and insolvency events, certain unsatisfied judgments, and invalidation or cessation of the subsidiary guarantee of a significant subsidiary. A default would permit holders to declare the Notes and accrued interest due and payable.
The Notes are effectively subordinated in right of payment to any of our, and the Guarantors', existing and future secured indebtedness to the extent of the value of the collateral securing such indebtedness and are structurally subordinated to the obligations of any subsidiary that is not a guarantor of the Notes.
The Company may issue additional Notes under the Indentures from time to time, subject to the terms of the Indentures.
Except as described below, the Company may redeem the Notes, in whole or in part, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if redeemed during the twelve-month period beginning with each period as indicated below:
2021 Notes
From and after June 15, 2016
 
105.625%
From and after June 15, 2017
 
103.750%
From and after June 15, 2018
 
101.875%
From and after June 15, 2019
 
100.000%

2022 Notes
Not redeemable before July 15, 2017
From and after July 15, 2017
 
104.219%
From and after July 15, 2018
 
102.813%
From and after July 15, 2019
 
101.406%
From and after July 15, 2020
 
100.000%
2023 Notes
Not redeemable before May 15, 2019
From and after May 15, 2019
 
102.813%
From and after May 15, 2020
 
101.406%
From and after May 15, 2021
 
100.000%


Prior to the redemption dates set forth above, the Company may, at its option, on one or more occasions, redeem up to 35% of the sum of the original aggregate principal amount of the Notes at a redemption price equal to aggregate principal amount thereof plus a premium equal to stated interest rate of the Notes, plus accrued and unpaid interest, with the net cash proceeds of one or more equity offerings of the Company, subject to certain conditions.
Prior to the redemption dates set forth above, the Company may also redeem all or part of the Notes at a price equal to the principal plus a premium equal to the greater of 1% of the principal or the excess of the present value of the first redemption price from the table above plus all required interest payments due through the first redemption date in the table above, computed using a discount rate based on a published United States Treasury Rate plus 50 basis points, over the principal value of such Note.
In the event of a change of control, the Company is required to offer to repurchase the Notes at an amount equal to 101% of the principal plus accrued and unpaid interest.
Interest on the 2021 Notes is payable in arrears on June 15th and December 15th to holders of record on June 1st and December 1st each year until maturity. Interest on the 2022 Notes is payable in arrears on January 15th and July 15th to holders of record on January 1st and July 1st each year until maturity. Interest on the 2023 Notes is payable in arrears on May 15th and November 15th to holders of record on May 1st and November 1st each year until maturity. For the years ended December 31, 2016, 2015 and 2014, we incurred $67.6 million, $60.0 million and $35.0 million, respectively, of interest expense related to the Notes including the amortization of debt issuance costs and amortization of discount on the 2023 Notes.
At December 31, 2016, we were in compliance with the terms of the Notes.
SemGroup corporate credit agreement
Our revolving credit facility has a capacity of $1.0 billion at December 31, 2016. This capacity may be used either for cash borrowings or letters of credit, although the maximum letter of credit capacity is $250 million. The credit agreement allows for the increase of the revolving commitments under the credit agreement by an aggregate amount of $300 million subject to the satisfaction of certain conditions. The agreement matures on March 15, 2021. Earlier principal payments may be required if we enter into certain transactions to sell assets or obtain new borrowings. We have the right to make additional principal payments without incurring any penalties for early repayment.
Interest on revolving credit cash borrowings is charged at either a Eurodollar rate or an alternate base rate ("ABR"), at our election, plus, in each case an applicable margin. The applicable margin will range from 2.0% to 3.0% in the case of a Eurodollar loan, and from 1.0% to 2.0% in the case of an ABR loan, in each case, based on a leverage ratio specified in the agreement.
At December 31, 2016, there were $20.0 million of outstanding borrowings which incurred interest at the ABR. The interest rate in effect at December 31, 2016 on ABR borrowings was 4.75%.
Fees are charged on any outstanding letters of credit at a rate that ranges from 2.0% to 3.0%, depending on a leverage ratio specified in the credit agreement. At December 31, 2016, we had $41.4 million of outstanding letters of credit for which the rate in effect was 2.0%. In addition, a fronting fee of 0.25% is charged on outstanding letters of credit. The credit facility also allows for the use of secured bilateral letters of credit, which are issued external to the credit facility and do not reduce revolver availability. At December 31, 2016, we had $26.8 million of secured bilateral letters of credit outstanding and the interest rate in effect was 1.75%.
A commitment fee that ranges from 0.375% to 0.5%, depending on a leverage ratio defined in the credit agreement, is charged on any unused capacity on the revolving credit facility.
We recorded interest expense related to the revolving credit facility of $4.6 million, $3.8 million and $6.3 million for the years ended December 31, 2016, 2015 and 2014, respectively, including amortization of capitalized loan fees.
The credit agreement includes customary affirmative and negative covenants, including limitations on the creation of new indebtedness, liens, sale and lease-back transactions, new investments, making fundamental changes including mergers and consolidations, making of dividends and other distributions, making material changes in our business, modifying certain documents and maintenance of a consolidated leverage ratio and an interest coverage ratio. In addition, the credit agreement prohibits any commodity transactions that are not permitted by our Risk Governance Policies.
The terms of our credit facility restrict, to some extent, the payment of cash dividends on our common stock. The credit agreement is guaranteed by all of our material domestic subsidiaries and secured by a lien on substantially all of our property and assets, subject to customary exceptions.
At December 31, 2016, we were in compliance with the terms of the credit agreement.
Rose Rock credit facility
Subsequent to the Merger, Rose Rock's revolving credit facility was terminated and $2.0 million of associated unamortized capitalized loan fees were written off to interest expense.
We recorded interest expense related to this facility of $7.1 million, $6.9 million and $9.0 million for the years ended December 31, 2016, 2015 and 2014, respectively, including amortization of debt issuance costs and interest on bilateral letters of credit.
SemMexico facilities
At December 31, 2016, SemMexico had a $70 million Mexican pesos (U.S. $3.4 million at the December 31, 2016 exchange rate) revolving credit facility, which matures in May 2018. There were no outstanding borrowings on the facility at December 31, 2016. Borrowings are unsecured and bear interest at the bank prime rate in Mexico plus 1.50%.
At December 31, 2016, SemMexico had outstanding letters of credit of $292.8 million Mexican pesos (U.S. $14.1 million). Fees charged on outstanding letters of credit were 0.28%.
At December 31, 2016, we were in compliance with the terms of this facility.
Scheduled principal payments
The following table summarizes the scheduled principal payments as of December 31, 2016 (in thousands). As described above, our debt agreements require accelerated principal payments under certain circumstances. As a result, principal payments may occur earlier than shown in the table below.
 
Notes
 
SemGroup
Facility
 
SemMexico
Facility
 
Capital
Leases
 
Total
For the year ended:
 
 
 
 
 
 
 
 
 
December 31, 2017
$

 
$

 
$

 
$
26

 
$
26

December 31, 2018

 

 

 
25

 
25

December 31, 2019

 

 

 

 

December 31, 2020

 

 

 

 

December 31, 2021
300,000

 
20,000

 

 

 
320,000

Thereafter
750,000

 

 

 

 
750,000

Total
$
1,050,000

 
$
20,000

 
$

 
$
51

 
$
1,070,051


Fair value
We estimate the fair value of the 2021 Notes, the 2022 Notes and the 2023 Notes to be $304 million, $394 million and $344 million, respectively, at December 31, 2016, based on unadjusted, transacted market prices near the measurement date, which is categorized as a Level 2 measurement. We estimate that the fair value of our other long-term debt was not materially different than the recorded values at December 31, 2016. It is our belief that neither the market interest rates nor our credit profile have changed significantly enough to have had a material impact on the fair value of our other debt outstanding at December 31, 2016. This estimate is categorized as a Level 2 measurement.
Commitments and Contingencies
Commitments and Contingencies
COMMITMENTS AND CONTINGENCIES
Dimmit County, TX claims
An employee of Rose Rock Midstream Field Services, LLC was involved in a tractor trailer accident on January 15, 2015, in Dimmit County, Texas.  A second accident followed resulting in six fatalities and multiple injuries.  Multiple lawsuits involving claims of wrongful death and personal injury were filed in Zavala County and Dimmit County, Texas.  These lawsuits have been consolidated in the District Court, 293rd Judicial District, Zavala County, Texas, as cause number 15-01-13356-ZCV, Maribel Rodriguez and the Estate of David Rodriguez, et al., vs. Rose Rock Midstream Field Services, LLC, SemGroup Corporation, Rose Rock Midstream, L.P. and SemManagement, L.L.C., et al. The judgments previously entered on the confidential settlement agreements have become final, the matter settled within the limits covered by our insurance and the matter is now concluded.
Environmental
We may, from time to time, experience leaks of petroleum products from our facilities and, as a result of which, we may incur remediation obligations or property damage claims. In addition, we are subject to numerous environmental regulations. Failure to comply with these regulations could result in the assessment of fines or penalties by regulatory authorities.
The Kansas Department of Health and Environment ("the KDHE") initiated discussions during our bankruptcy proceeding regarding six of our sites in Kansas (five owned by Crude Transportation and one owned by SemGas) that KDHE believed, based on their historical use, may have had soil or groundwater contamination in excess of state standards. KDHE sought our agreement to undertake assessments of these sites to determine whether they are contaminated. We reached an agreement with KDHE on this matter and entered into a Consent Agreement and Final Order with KDHE to conduct environmental assessments on the sites and to pay KDHE’s costs associated with their oversight of this matter. We have conducted Phase II investigations at all sites. Four sites are in various stages of follow up investigation, remediation, monitoring, or closure under KDHE oversight.  The environmental work at these sites is being completed under consent orders between Rose Rock Midstream Crude, L.P. and the KDHE. Two of the remaining sites have limited impacts to shallow soil and groundwater and the groundwater is currently being monitored on a semi-annual basis until such time that closure can be granted by the KDHE.  No active remediation is anticipated for these two sites.  The final two sites have required additional investigation and soil and groundwater remediation may be necessary to achieve KDHE closure. We do not anticipate any penalties or fines for these historical sites.
We received a Notice of Probable Violation and Civil Penalty dated March 29, 2016, from the U.S. Department of Transportation (the “Notice”) for alleged violations of pipeline operation and maintenance regulations related to a 2014 crude oil release that occurred on our Blackwell to See pipeline segment located in Oklahoma.  This pipeline segment was displaced with nitrogen and abandoned in March 2016 when we initiated service on our new pipeline segment that transports Kansas crude volumes to our Cushing, Oklahoma terminal.  The Notice proposes a penalty of $600,200. We responded to the Notice in April 2016 with information that we believe warrants reduction of the amount of the proposed penalty.
Other matters
We are party to various other claims, legal actions, and complaints arising in the ordinary course of business. In the opinion of our management, the ultimate resolution of these claims, legal actions, and complaints, after consideration of amounts accrued, insurance coverage, and other arrangements, will not have a material adverse effect on our consolidated financial position, results of operations or cash flows. However, the outcome of such matters is inherently uncertain, and estimates of our consolidated liabilities may change materially as circumstances develop.
Asset retirement obligations
We will be required to incur significant removal and restoration costs when we retire our natural gas gathering and processing facilities in Canada. We have recorded a liability associated with these obligations, which is reported within other noncurrent liabilities on the consolidated balance sheets. The following table summarizes the changes in this liability from December 31, 2013 through December 31, 2016 (in thousands):
 
Balance, December 31, 2013
$
41,185

Accretion
4,807

Payments made
(514
)
Currency translation adjustments
(3,524
)
Balance, December 31, 2014
41,954

Accretion
4,748

Payments made
(511
)
Revaluation
(26,000
)
Currency translation adjustments
(4,245
)
Balance, December 31, 2015
15,946

Accretion
2,292

Payments made
(159
)
Currency translation adjustments
469

Balance, December 31, 2016
$
18,548


The December 31, 2016 liability was calculated using the $122.0 million cost we estimate we would incur to retire these facilities, discounted based on our risk-adjusted cost of borrowing and the estimated timing of remediation. An additional $20.0 million of estimated costs are attributable to third-party owners’ proportionate share of the obligations. If an owner fails to perform on its obligations, the other owners (including SemGroup) could be obligated to bear that party’s share of the remediation costs.
The calculation of the liability for an asset retirement obligation requires the use of significant estimates, including those related to the length of time before the assets will be retired, cost inflation over the assumed life of the assets, actual remediation activities to be required and the rate at which such obligations should be discounted. Future changes in these estimates could result in material changes in the value of the recorded liability. In addition, future changes in laws or regulations could require us to record additional asset retirement obligations. During the year ended December 31, 2015, we completed a reevaluation of our asset retirement obligations and recorded reductions to the liability and offsetting asset of $26.0 million. The reduction was largely due to a change in the estimated timing of the retirement of these facilities.
Our other segments may also be subject to removal and restoration costs upon retirement of their facilities. However, we are unable to predict when, or if, our pipelines, storage tanks and other facilities would become completely obsolete and require decommissioning. Accordingly, we have not recorded a liability or corresponding asset, as both the amount and timing of such potential future costs are indeterminable.
Operating leases
We have entered into operating lease agreements for office space, office equipment, land and vehicles. Future minimum payments required under operating leases that have initial or remaining non-cancellable lease terms in excess of one year at December 31, 2016, are as follows (in thousands): 
For year ending:
 
December 31, 2017
$
4,516

December 31, 2018
4,218

December 31, 2019
3,871

December 31, 2020
3,517

December 31, 2021
3,545

Thereafter
10,018

Total future minimum lease payments
$
29,685


We recorded lease and rental expenses of $15.0 million, $15.5 million and $16.2 million for the years ended December 31, 2016, 2015 and 2014, respectively.
Purchase and sale commitments
We routinely enter into agreements to purchase and sell petroleum products at specified future dates. We account for these commitments as normal purchases and sales, therefore, we do not record assets or liabilities related to these agreements until the product is purchased or sold. At December 31, 2016, such commitments included the following (in thousands):
 
Volume
(barrels)
 
Value
Fixed price purchases
2,359

 
$
120,064

Fixed price sales
8,670

 
$
453,647

Floating price purchases
3,577

 
$
179,237

Floating price sales
13,573

 
$
738,245


Certain of the commitments shown in the table above relate to agreements to purchase product from a counterparty and to sell a similar amount of product (in a different location) to the same counterparty. Many of the commitments shown in the table above are cancellable by either party, as long as notice is given within the time frame specified in the agreement (generally 30 to 120 days).
Our SemGas segment has a take or pay contractual obligation related to the fractionation of natural gas liquids through June 2023. The approximate amount of future obligation is as follows (in thousands):
For year ending:
 
December 31, 2017
$
11,938

December 31, 2018
10,060

December 31, 2019
9,121

December 31, 2020
8,451

December 31, 2021
6,841

Thereafter
9,099

Total expected future payments
$
55,510


SemGas also enters into contracts under which we are responsible for marketing the majority of the gas and natural gas liquids produced by the counterparties to the agreements. The majority of SemGas’ revenues were generated from such contracts.
We have a throughput commitment with our equity method investee, White Cliffs, for approximately 5,000 barrels per day of space on White Cliffs' pipeline which became effective in October 2015 and has a term of five years. Annual payments to White Cliffs under the agreement are expected to be $9.4 million. In addition, we have a throughput commitment for 5,000 barrels per day on a third-party pipeline currently under construction. The agreement will become effective when the pipeline is completed and the agreement will have a seven year term from that date. Annual payments are expected to be $11.9 million.
Capital expenditures
We expect to spend approximately $180 million to complete construction of the Maurepas Pipeline in 2017. We expect to spend approximately $80 million and $155 million in 2017 and 2018, respectively, related to construction of the Wapiti Sour Gas Plant.
Equity
Equity
EQUITY
Common stock
The par value of common stock reflected on the consolidated balance sheet at December 31, 2016 is summarized below:
 
Class A
 
Class B
Shares accounted for at December 31, 2013
42,504,656

 
28,235

Conversion of Class B shares
28,235

 
(28,235
)
Issuance of shares under employee and director compensation programs(1)
169,933

 

Shares issued under employee stock purchase plan
6,999

 

Shares issued upon exercise of warrants
904,231

 

Shares accounted for at December 31, 2014
43,614,054

 

Issuance of shares under employee and director compensation programs(1)
184,803

 

Shares issued under employee stock purchase plan
24,882

 

Shares accounted for at December 31, 2015
43,823,739

 

Issuance of common shares in public offering
8,625,000

 

Shares issued for Merger
13,140,020

 

Issuance of shares under employee and director compensation programs(1)
170,772

 

Shares issued under employee stock purchase plan
46,836

 

Shares accounted for at December 31, 2016(2)
65,806,367

 

(1) Of these vested shares, recipients sold back to the Company 46,941, 62,291 and 11,120 shares during the years ended December 31, 2016, 2015 and 2014, respectively, to satisfy tax withholding obligations. These repurchased shares are being recognized at cost as treasury stock on the consolidated balance sheet.
(2) In addition to the shares in the table above, there are shares of unvested restricted stock outstanding which are considered legally issued and outstanding and have been included in the number of shares presented on the consolidated balance sheets. The par value of unvested restricted stock has not yet been reflected in common stock on the consolidated balance sheet, as these shares have not yet vested and could be forfeited. There are also shares of restricted stock that were returned to treasury upon forfeiture. The par value of these shares is not reflected in the consolidated balance sheet, as no accounting recognition is given to forfeited shares.
The common stock includes Class A and Class B stock. Class A stock is eligible to be listed on an exchange, whereas Class B stock is not. Any share of Class B stock may be converted to Class A at the election of the holder. Both classes of stock have full voting rights. Both classes of stock have a par value of $0.01 per share. All Class B stock has been converted to Class A stock. The total number of shares authorized for issuance is 90,000,000 shares of Class A stock and 10,000,000 shares of Class B stock.
Equity issuances
On June 22, 2016, we issued and sold 8,625,000 shares of our Class A common stock, valued at $27.00 per share, to the public for proceeds of $228.6 million, net of underwriting fees and other offering costs of $4.3 million. Proceeds were used to repay borrowings on our revolving credit facility and will be used for future capital expenditures and general corporate purposes.
On September 30, 2016, we completed the Merger with Rose Rock. We issued 13.1 million common shares in exchange for the outstanding common limited partner units of Rose Rock which we did not already own. Issuance costs of $5.3 million were recorded as a reduction to additional paid in capital. In addition, we recorded a reduction to our deferred tax liabilities and offsetting increase to additional paid-in capital of $143.3 million associated with the transaction. This non-cash adjustment represents the deferred tax impact of the difference between the book value of the noncontrolling interests acquired and the tax basis which is stepped-up to the fair market value of the consideration which includes the common shares issued and the assumption of liabilities associated with the noncontrolling interests. See Note 4 for further information on the Merger.
Warrants
Prior to November 30, 2014, we had outstanding common stock warrants which entitled the holder to purchase one share of common stock for $25. Upon exercise, a holder could elect a cashless exercise, whereby the number of shares to be issued to the holder was reduced, in lieu of a cash payment. Changes in the fair value of warrants were recorded in "other expense (income), net" in the consolidated statements of operations and comprehensive income (loss). The warrants expired on November 30, 2014.
Dividends
The following table sets forth the quarterly dividends per share declared and paid to shareholders for the periods indicated:
Quarter Ending
 
Dividend Per Share
 
Date of Record
 
Date Paid
March 31, 2014
 
$
0.22

 
March 10, 2014
 
March 20, 2014
June 30, 2014
 
$
0.24

 
May 19, 2014
 
May 29, 2014
September 30, 2014
 
$
0.27

 
August 18, 2014
 
August 28, 2014
December 31, 2014
 
$
0.30

 
November 17, 2014
 
November 28, 2014
 
 
 
 
 
 
 
March 31, 2015
 
$
0.34

 
March 9, 2015
 
March 20, 2015
June 30, 2015
 
$
0.38

 
May 18, 2015
 
May 29, 2015
September 30, 2015
 
$
0.42

 
August 17, 2015
 
August 25, 2015
December 31, 2015
 
$
0.45

 
November 16, 2015
 
November 24, 2015
 
 
 
 
 
 
 
March 31, 2016
 
$
0.45

 
March 7, 2016
 
March 17, 2016
June 30, 2016
 
$
0.45

 
May 16, 2016
 
May 26, 2016
September 30, 2016
 
$
0.45

 
August 15, 2016
 
August 25, 2016
December 31, 2016
 
$
0.45

 
November 18, 2016
 
November 28, 2016
 
 
 
 
 
 
 
March 31, 2017
 
$
0.45

 
March 7, 2017
 
March 17, 2017
Earnings Per Share
Earnings Per Share
EARNINGS PER SHARE
Earnings per share is calculated based on income from continuing and discontinued operations less any income attributable to noncontrolling interests. Income attributable to noncontrolling interests represented third-party limited partner unitholders' interests in the earnings of our consolidated subsidiary, Rose Rock, prior to completion of the Merger.  Rose Rock allocated net income to its limited partners based on the distributions pertaining to the current period's available cash as defined by Rose Rock's partnership agreement. After adjusting for the appropriate period's distributions, the remaining undistributed earnings or excess distributions over earnings, if any, were allocated to Rose Rock's general partner, limited partners and participating securities in accordance with the contractual terms of Rose Rock's partnership agreement and as further prescribed under the two-class method. Incentive distribution rights did not participate in undistributed earnings. Subsequent to the Merger, there is no longer a noncontrolling interest.
Basic earnings (loss) per share is calculated based on the weighted average shares outstanding during the period. Diluted earnings (loss) per share includes the dilutive effect of warrants and unvested equity compensation awards.
The following summarizes the calculation of basic earnings per share for the years ended December 31, 2016, 2015 and 2014 (in thousands, except per share amounts):
 
Year Ended December 31, 2016
 
Continuing
Operations
 
Discontinued
Operations
 
Net
Income
$
13,263

 
$
(1
)
 
$
13,262

less: Income attributable to noncontrolling interest
11,167

 

 
11,167

Income attributable to SemGroup
$
2,096

 
$
(1
)
 
$
2,095

Weighted average common stock outstanding
51,889

 
51,889

 
51,889

Basic earnings per share
$
0.04

 
$
0.00

 
$
0.04

 
 
 
 
 
 
 
Year Ended December 31, 2015
 
Continuing
Operations
 
Discontinued
Operations
 
Net
Income
$
42,816

 
$
(4
)
 
$
42,812

less: Income attributable to noncontrolling interest
12,492

 

 
12,492

Income attributable to SemGroup
$
30,324

 
$
(4
)
 
$
30,320

Weighted average common stock outstanding
43,787

 
43,787

 
43,787

Basic earnings per share
$
0.69

 
$
0.00

 
$
0.69

 
 
 
 
 
 
 
Year Ended December 31, 2014
 
Continuing
Operations
 
Discontinued
Operations
 
Net
Income
$
52,058

 
$
(1
)
 
$
52,057

less: Income attributable to noncontrolling interest
22,817

 

 
22,817

Income attributable to SemGroup
$
29,241

 
$
(1
)
 
$
29,240

Weighted average common stock outstanding
42,665

 
42,665

 
42,665

Basic earnings per share
$
0.69

 
$
0.00

 
$
0.69

 
 
 
 
 
 

The following summarizes the calculation of diluted earnings per share for the years ended December 31, 2016, 2015 and 2014 (in thousands, except per share amounts):
 
Year Ended December 31, 2016
 
Continuing
Operations
 
Discontinued
Operations
 
Net
Income
$
13,263

 
$
(1
)
 
$
13,262

less: Income attributable to noncontrolling interest
11,167

 

 
11,167

Income attributable to SemGroup
$
2,096

 
$
(1
)
 
$
2,095

Weighted average common stock outstanding
51,889

 
51,889

 
51,889

Effect of dilutive securities
392

 
392

 
392

Diluted weighted average common stock outstanding
52,281

 
52,281

 
52,281

Diluted earnings per share
$
0.04

 
$
0.00

 
$
0.04

 
 
 
 
 
 
 
Year Ended December 31, 2015
 
Continuing
Operations
 
Discontinued
Operations
 
Net
Income
$
42,816

 
$
(4
)
 
$
42,812

less: Income attributable to noncontrolling interest
12,492

 

 
12,492

Income attributable to SemGroup
$
30,324

 
$
(4
)
 
$
30,320

Weighted average common stock outstanding
43,787

 
43,787

 
43,787

Effect of dilutive securities
183

 
183

 
183

Diluted weighted average common stock outstanding
43,970

 
43,970

 
43,970

Diluted earnings per share
$
0.69

 
$
0.00

 
$
0.69

 
 
 
 
 
 
 
Year Ended December 31, 2014
 
Continuing
Operations
 
Discontinued
Operations
 
Net
Income
$
52,058

 
$
(1
)
 
$
52,057

less: Income attributable to noncontrolling interest
22,817

 

 
22,817

Income attributable to SemGroup
$
29,241

 
$
(1
)
 
$
29,240

Weighted average common stock outstanding
42,665

 
42,665

 
42,665

Effect of dilutive securities
302

 
302

 
302

Diluted weighted average common stock outstanding
42,967

 
42,967

 
42,967

Diluted earnings per share
$
0.68

 
$
0.00

 
$
0.68

Equity-Based Compensation
Equity-Based Compensation
EQUITY-BASED COMPENSATION
SemGroup Corporation equity awards
We have reserved a total of 3,710,220 shares of common stock for issuance pursuant to employee and director compensation programs. Awards under these programs give the recipients the right to receive shares of common stock, once specified service, performance or market related vesting conditions are met. The awards typically have a one year vesting period for non-management directors and three years for employees. The awards may be subject to accelerated vesting in the event of involuntary terminations. We record expense for these awards (and corresponding increases to additional paid-in capital) based on the grant date fair value of the awards over the vesting period. We use authorized but unissued shares to satisfy our equity-based payment obligations. Although these awards are to be settled in shares, we may elect to give participants the option of surrendering a portion of the awards, to meet statutory minimum tax withholding requirements. The activity related to these awards during the period from December 31, 2013 to December 31, 2016 is summarized below:
 
Unvested
Shares
 
Average
Grant Date
Fair Value
 
Aggregate Fair Value of Shares (in thousands)
Outstanding at December 31, 2013
530,603

 
$
36.80

 
 
Awards granted - 2014
207,786

 
$
77.14

 


Awards vested - 2014
(169,340
)
 
$
33.07

 
$
5,600

Awards forfeited - 2014
(119,130
)
 
$
42.16

 
 
Outstanding at December 31, 2014
449,919

 
$
70.69

 
 
Awards granted - 2015
151,789

 
$
77.93

 


Awards vested - 2015
(181,906
)
 
$
35.18

 
$
6,399

Awards forfeited - 2015
(8,494
)
 
$
42.05

 
 
Outstanding at December 31, 2015
411,308

 
$
75.25

 
 
Awards granted - 2016
702,309

 
$
19.18

 
 
Awards vested - 2016
(168,096
)
 
$
20.38

 
$
3,426

Awards forfeited - 2016
(34,255
)
 
$
42.42

 
 
Outstanding at December 31, 2016
911,266

 
$
31.09

 
 

Of the awards vested during the years ended December 31, 2016, 2015 and 2014, 46,941, 62,291 and 11,120 shares were withheld to satisfy minimum tax requirements, respectively.
Included in the awards granted for the year ended December 31, 2016, is 128,585 restricted stock awards granted in exchange for Rose Rock equity based awards which were canceled as part of the Merger transaction described in Note 4. Incremental compensation expense was not significant. Accrued unvested unit distribution rights associated with unvested Rose Rock restricted unit awards carried over to the restricted stock awards issued in the exchange.
For certain of the awards granted in 2016, 2015, and 2014, the number of shares that will vest is contingent upon our achievement of certain specified targets. Awards with performance conditions are valued based on the grant date closing price on the New York Stock Exchange based on the number of awards expected to vest. Awards with market conditions are valued using Monte Carlo simulations. The following table sets forth the assumptions used in the valuations of these awards granted in 2016, 2015 and 2014:
 
2016
 
2015
 
2014
Volatility
51.9%
 
26.8%
 
29.3%
Risk-free interest rate
0.98%
 
1.06%
 
0.66%

Volatility assumptions were based on historical volatility using a simple average calculation of volatility over a period equal to the vesting period of the awards.  We do not expect future volatility over the term of the awards to be significantly different from historical volatility. 
If we meet the specified maximum targets, approximately 404 thousand additional shares could vest.
The holders of certain restricted stock awards are entitled to equivalent dividends (“UDs”) to be received upon vesting of the restricted stock awards. The UDs are subject to the same forfeiture and acceleration conditions as the associated restricted stock awards. For awards granted prior to 2013, the dividends were settled in common shares based on the market price of our Class A shares as of the close of business on the vesting date. For the years ended December 31, 2015 and December 31, 2014, 1,793 and 593 shares were issued upon the vesting of these restricted stock awards, respectively. As of December 31, 2015, all awards granted prior to 2013 had vested. UDs related to restricted stock awards granted after 2013 will be settled in cash upon vesting. At December 31, 2016, the value of UDs to be settled in cash related to unvested restricted stock awards was approximately $914 thousand.
Compensation costs expensed for the years ended December 31, 2016, 2015 and 2014 were $8.8 million, $9.1 million and $7.3 million, respectively. As of December 31, 2016, there was $11.5 million of total unrecognized compensation cost related to our non-vested awards, which is expected to be recognized over a weighted-average period of 21 months.
Director retainer
During the years ended December 31, 2016 and 2015, we issued 2,676 and 1,104 shares of common stock, respectively, to a director in lieu of an annual cash retainer.
Employee stock purchase plan
Our employee stock purchase plan ("ESPP") allows eligible employees to contribute up to 10% of their base earnings toward the semi-annual purchase of our common stock, subject to an annual maximum dollar amount. The purchase price is 85% of the closing price on the last business day of the offering period. We have reserved a total of 1,000,000 shares of common stock for issuance under the ESPP. During the years ended December 31, 2016, 2015 and 2014, we issued 46,836, 24,882 and 6,999 shares, respectively, under our ESPP.
Rose Rock equity-based compensation
Prior to the Merger, certain of our employees who support Rose Rock participated in Rose Rock's equity-based compensation program. Awards under this program generally represented awards of restricted common units representing limited partner interests of Rose Rock. Generally, the awards vested three years after the date of grant for employees and one year after the date of grant for non-management directors, contingent upon the continued service of the recipients and may have been subject to accelerated vesting in the event of involuntary terminations. Awards were valued based on the grant date closing price listed on the New York Stock Exchange. Compensation expense was recognized over the vesting period and was discounted for estimated forfeitures. Vesting of these awards diluted our ownership interest. The activity related to these awards is summarized below:
 
Unvested Units
 
Average Grant Date Fair Value
 
Aggregate Fair Value of Units (in thousands)
Outstanding at December 31, 2013
82,948

 
$
28.59

 
 
Awards granted - 2014
46,536

 
$
41.35

 
 
Awards vested - 2014
(5,712
)
 
$
35.87

 
$
205

Awards forfeited - 2014
(21,432
)
 
$
29.82

 
 
Outstanding at December 31, 2014
102,340

 
$
33.79

 
 
Awards granted - 2015
36,527

 
$
39.03

 
 
Awards vested - 2015
(38,366
)
 
$
27.54

 
$
1,057

Awards forfeited - 2015
(310
)
 
$
42.80

 
 
Outstanding at December 31, 2015
100,191

 
$
38.70

 
 
Awards granted - 2016
117,204

 
$
9.62

 
 
Awards vested - 2016
(57,458
)
 
$
11.58

 
$
665

Awards forfeited - 2016
(1,846
)
 
$
26.55

 
 
Awards converted to SemGroup awards
(158,091
)
 
$
19.57

 
 
Outstanding at December 31, 2016

 
$

 
 
Of the awards vested during the years ended December 31, 2016 and 2015, 254 and 12,892 units, respectively, were withheld to satisfy minimum tax requirements. No units were withheld to satisfy minimum tax requirements for the year ended December 31, 2014.
Compensation cost expensed for the years ended December 31, 2016, 2015 and 2014 was $1.2 million, $1.4 million and $0.9 million, respectively, and represents an increase in noncontrolling interests in consolidated subsidiaries.
The holders of certain of these restricted unit awards were entitled to equivalent distributions (“UUDs”) to be received upon vesting of the restricted unit awards. For awards granted prior to 2013, the UUDs were settled in common units based on the market price of our limited partner common units as of the close of business on the vesting date. For the year ended December 31, 2015, 3,335 UUDs were issued upon the vesting of these restricted units. No UUD units were issued upon vesting of restricted units for the year ended December 31, 2014. As of December 31, 2015, all awards granted prior to 2013 had vested. UUDs related to the restricted unit awards granted subsequent to 2013 will be settled in cash upon vesting. As part of the Merger transaction, the value of these cash settled UUDs related to unvested restricted units was transferred to SemGroup and is now included in the balance for SemGroup UD's noted above.
Employee Benefit Plans
Employee Benefit Plans
EMPLOYEE BENEFIT PLANS
Defined contribution plans
We sponsor defined contribution retirement plans in which the majority of employees are eligible to participate. Our contributions to the defined contribution plans were $2.7 million, $2.4 million, and $1.9 million for the years ended December 31, 2016, 2015 and 2014, respectively.

Pension plans
We sponsor a defined benefit pension plan and a supplemental defined benefit pension plan (collectively, the “Pension Plans”) for certain employees of the SemCAMS segment hired before June 30, 2001. These plans are closed to new participants and do not accrue any additional benefits.
We recognize the funded status of the Pension Plans, measured as the difference between the fair value of the plan assets and the projected benefit obligation, in the consolidated balance sheets. The table below summarizes the balances of the projected benefit obligation and fair value of the plan assets at December 31, 2016 and 2015 (in thousands):
 
December 31,
 
2016
 
2015
Projected benefit obligation
$
25,675

 
$
23,865

Fair value of plan assets
22,961

 
22,204

Funded status:
$
(2,714
)
 
$
(1,661
)

All of the plan's assets are invested in pooled funds that hold highly-liquid securities and are classified as Level 2 within the fair value hierarchy. We recorded other noncurrent liabilities of $2.7 million and $1.7 million at December 31, 2016 and 2015, respectively, to reflect the funded status of the Pension Plans.
We record changes in the funded status of the Pension Plans to other comprehensive income (loss), net of income taxes. These amounts were a loss of $1.1 million, a gain of $0.7 million and a loss of $3.7 million for the years ended December 31, 2016, 2015 and 2014, respectively.
Retiree medical plan
We sponsor an unfunded, post-employment health benefit plan (the “Health Plan”) for certain employees of the SemCAMS segment. The projected benefit obligation related to the Health Plan was $1.5 million at December 31, 2016 and $1.4 million at December 31, 2015, and is reported within other noncurrent liabilities on the consolidated balance sheets.
Accumulated Other Comprehensive Income (Loss)
Accumulated Other Comprehensive Income (Loss)
ACCUMULATED OTHER COMPREHENSIVE LOSS
The following table presents changes in the components of accumulated other comprehensive loss (in thousands):
 
Currency
Translation
 
Employee
Benefit
Plans
 
Total
Balance, December 31, 2013
$
(4,508
)
 
$
1,654

 
$
(2,854
)
Currency translation adjustment, net of income tax benefit of $11,102
(20,551
)
 

 
(20,551
)
Changes related to benefit plans, net of income tax benefit of $1,245

 
(3,736
)
 
(3,736
)
Balance, December 31, 2014
(25,059
)
 
(2,082
)
 
(27,141
)
Currency translation adjustment, net of income tax benefit of $19,593
(32,142
)
 

 
(32,142
)
Changes related to benefit plans, net of income tax expense of $240

 
721

 
721

Balance, December 31, 2015
(57,201
)
 
(1,361
)
 
(58,562
)
Currency translation adjustment, net of income tax benefit of $8,672
(14,224
)
 

 
(14,224
)
Changes related to benefit plans, net of income tax benefit of $417

 
(1,128
)
 
(1,128
)
Balance, December 31, 2016
$
(71,425
)
 
$
(2,489
)
 
$
(73,914
)
Supplemental Cash Flow Information
Supplemental Cash Flow Information
SUPPLEMENTAL CASH FLOW INFORMATION
Operating assets and liabilities
The following table summarizes the changes in the components of operating assets and liabilities, net of the effects of acquisitions (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
Decrease (increase) in restricted cash
$
(1
)
 
$
6,764

 
$
(2,045
)
Decrease (increase) in accounts receivable
(90,810
)
 
9,051

 
(32,602
)
Decrease (increase) in receivable from affiliates
(19,541
)
 
10,905

 
50,454

Decrease (increase) in inventories
(30,686
)
 
(31,043
)
 
(6,243
)
Decrease (increase) in margin deposits
(711
)
 
(2,109
)
 
28

Decrease (increase) in other current assets
356

 
(413
)
 
(614
)
Decrease (increase) in other assets
(297
)
 
4,015

 
2

Increase (decrease) in accounts payable and accrued liabilities
94,687

 
2,513

 
11,461

Increase (decrease) in payable to affiliates
21,475

 
(8,427
)
 
(48,819
)
Increase (decrease) in payables to pre-petition creditors

 
(3,837
)
 
(54
)
Increase (decrease) in other noncurrent liabilities
2,573

 
(2,625
)
 
5,067

 
$
(22,955
)
 
$
(15,206
)
 
$
(23,365
)

Non-cash transactions
During the years ended December 31, 2015 and 2014, we recorded reductions of $51.5 million and $85.2 million, respectively, to noncontrolling interests in consolidated subsidiaries and offsetting increases to additional paid-in capital of $30.7 million and $53.2 million, respectively, (net of tax impacts of $20.8 million and $31.9 million, respectively). These non-cash entries represent the portion of proceeds in excess of historical cost which were attributed to Rose Rock's third-party unitholders related to Rose Rock's common control acquisitions from SemGroup (Note 4).
During the year ended December 31, 2014, we issued 904,231 shares of Class A common stock related to the exercise of warrants. These issuances resulted in the non-cash reclassification of $73.0 million from other noncurrent liabilities to common stock and additional paid-in capital for the year ended December 31, 2014. Cash proceeds of $1.5 million were received in connection with the warrant exercises for the year ended December 31, 2014. Outstanding warrants expired in 2014.
See Note 16 for discussion of non-cash change to our asset retirement obligation liability for the years ended December 31, 2016, 2015 and 2014.
In connection with our acquisition of the noncontrolling interest in Rose Rock, as discussed in Note 4, we recorded a reduction to our deferred tax liabilities and offsetting increase to additional paid-in capital of $143.3 million associated with the transaction. This non-cash adjustment represents the deferred tax impact of the difference between the book value of the noncontrolling interest acquired and the tax basis which is stepped-up to the fair market value of the consideration which included the common shares issued and the assumption of liabilities associated with the noncontrolling interest.
Other supplemental disclosures
We paid cash for interest totaling $71.3 million, $64.9 million and $36.7 million for the years ended December 31, 2016, 2015 and 2014, respectively.
We paid cash for income taxes (net of refunds received) in the amount of $0.7 million, $7.3 million and $23.5 million during the years ended December 31, 2016, 2015 and 2014, respectively.
We accrued $1.4 million, $11.8 million and $7.0 million at December 31, 2016, 2015 and 2014, respectively, for purchases of property, plant and equipment.
We financed prepayments of insurance premiums of $4.7 million, $4.6 million and $4.4 million for the years ended December 31, 2016, 2015 and 2014, respectively.
We sold common units of NGL Energy for proceeds of $88.8 million during the year ended December 31, 2014 (Note 5), of which only $79.7 million of proceeds from the sales had been received at December 31, 2014. We recorded an accrual for the proceeds that had not been received at December 31, 2014.
Quarterly Financial Data
Quarterly Financial Data (Unaudited)
QUARTERLY FINANCIAL DATA (UNAUDITED)
Summarized information on our consolidated results of operations for the quarters during the year ended December 31, 2016 is shown below (in thousands, except per share amounts):
 
 
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
 
Total
Total revenues
$
314,851

 
$
287,377

 
$
327,764

 
$
402,172

 
$
1,332,164

Loss on disposal or impairment, net
13,307

 
1,685

 
1,018

 
38

 
16,048

Other operating costs and expenses
292,250

 
277,379

 
316,644

 
381,969

 
1,268,242

Total expenses
305,557

 
279,064

 
317,662

 
382,007

 
1,284,290

Earnings from equity method investments
23,071

 
17,078

 
15,845

 
17,763

 
73,757

Loss on issuance of common units by equity method investee
(41
)
 

 

 

 
(41
)
Operating income
32,324

 
25,391

 
25,947

 
37,928

 
121,590

Other expenses, net
58,622

 
9,944

 
18,684

 
9,809

 
97,059

Income (loss) from continuing operations before income taxes
(26,298
)
 
15,447

 
7,263

 
28,119

 
24,531

Income tax expense (benefit)
(21,407
)
 
4,658

 
11,898

 
16,119

 
11,268

Income (loss) from continuing operations
(4,891
)
 
10,789

 
(4,635
)
 
12,000

 
13,263

Income (loss) from discontinued operations, net of income taxes
(2
)
 
(2
)
 
3

 

 
(1
)
Net income (loss)
(4,893
)
 
10,787

 
(4,632
)
 
12,000

 
13,262

Less: net income attributable to noncontrolling interests
9,020

 
1,922

 
225

 

 
11,167

Net income (loss) attributable to SemGroup
$
(13,913
)
 
$
8,865

 
$
(4,857
)
 
$
12,000

 
$
2,095

Earnings (loss) per share—basic
$
(0.32
)
 
$
0.20

 
$
(0.09
)
 
$
0.18

 
$
0.04

Earnings (loss) per share—diluted
$
(0.32
)
 
$
0.19

 
$
(0.09
)
 
$
0.18

 
$
0.04


Prior quarter amounts above have been restated from the amounts originally reported to correct for an immaterial error identified by management in the fourth quarter related to an under capitalization of interest on certain capital projects. Previously reported interest expense, included in "other expense, net" above, has been decreased by $1.4 million, $0.9 million and $2.5 million for the quarters ended March 31, June 30 and September 30, 2016, respectively, with a corresponding increase to net income. Earnings per basic share was increased by $0.03, $0.02 and $0.05 per share for the quarters ended March 31, June 30 and September 30, 2016, respectively.
Summarized information on our consolidated results of operations for the quarters during the year ended December 31, 2015 is shown below (in thousands, except per share amounts):

 
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
 
Total
Total revenues
$
298,310

 
$
377,226

 
$
397,065

 
$
382,493

 
$
1,455,094

Loss (gain) on disposal or impairment, net
1,058

 
1,372

 
(951
)
 
9,993

 
11,472

Other operating costs and expenses
301,206

 
352,549

 
376,973

 
371,512

 
1,402,240

Total expenses
302,264

 
353,921

 
376,022

 
381,505

 
1,413,712

Earnings from equity method investments
20,559

 
23,903

 
16,237

 
20,687

 
81,386

Gain on issuance of common units by equity method investee

 
5,897

 
136

 
352

 
6,385

Operating income
16,605

 
53,105

 
37,416

 
22,027

 
129,153

Other expenses, net
6,087

 
9,809

 
17,829

 
19,082

 
52,807

Income from continuing operations before income taxes
10,518

 
43,296

 
19,587

 
2,945

 
76,346

Income tax expense
4,742

 
14,861

 
10,006

 
3,921

 
33,530

Income (loss) from continuing operations
5,776

 
28,435

 
9,581

 
(976
)
 
42,816

Loss from discontinued operations, net of income taxes

 
(2
)
 
(1
)
 
(1
)
 
(4
)
Net income (loss)
5,776

 
28,433

 
9,580

 
(977
)
 
42,812

Less: net income (loss) attributable to noncontrolling interests
4,310

 
5,136

 
4,707

 
(1,661
)
 
12,492

Net income attributable to SemGroup
$
1,466

 
$
23,297

 
$
4,873

 
$
684

 
$
30,320

Earnings per share—basic
$
0.03

 
$
0.53

 
$
0.11

 
$
0.02

 
$
0.69

Earnings per share—diluted
$
0.03

 
$
0.53

 
$
0.11

 
$
0.02

 
$
0.69

Related Party Transactions
Related Party Transactions
RELATED PARTY TRANSACTIONS
As described in Note 5, we own interests in the general partner of NGL Energy, a 51% ownership interest in White Cliffs and a 50% interest in Glass Mountain, which we account for under the equity method.
Transactions with NGL Energy and its subsidiaries primarily relate to marketing, leased storage and transportation services of crude oil, including buy/sell transactions. Transactions with White Cliffs primarily relate to leased storage, purchases and sales of crude oil, transportation fees for shipments on the White Cliffs Pipeline, and management fees. Transactions with Glass Mountain primarily relate to transportation fees for shipments on the Glass Mountain Pipeline, fees for support and administrative services associated with pipeline operations and purchases of crude oil.
In accordance with ASC 845-10-15, the buy/sell transactions with NGL Energy and White Cliffs were reported as revenue on a net basis in our consolidated statements of operations and comprehensive income (loss) because the purchases of inventory and subsequent sales of the inventory were with the same counterparty.
During the years ended December 31, 2016, 2015 and 2014, we generated the following transactions with related parties (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
NGL Energy
 
 
 
 
 
   Revenues
$
61,639

 
$
157,732

 
$
456,987

   Purchases
$
57,739

 
$
138,095

 
$
437,015

   Reimbursements from NGL Energy for services
$

 
$
56

 
$
168

 
 
 
 
 
 
White Cliffs
 
 
 
 
 
   Crude oil revenues
$
4,973

 
$

 
$

   Storage revenues
$
4,350

 
$
4,300

 
$
2,888

   Transportation fees
$
10,797

 
$
5,253

 
$
3,972

   Management fees
$
494

 
$
471

 
$
449

   Crude oil purchases
$
4,758

 
$

 
$

 
 
 
 
 
 
Glass Mountain
 
 
 
 
 
   Transportation fees
$
7,479

 
$
2,997

 
$
845

   Management fees
$
793

 
$
770

 
$
727

   Crude oil purchases
$
385

 
$
2,087

 
$


Legal services
The law firm of Conner & Winters, LLP, of which Mark D. Berman is a partner, performs legal services for us. Mr. Berman is the spouse of Candice L. Cheeseman, General Counsel. Mr. Berman does not perform any legal services for us. SemGroup paid $1.0 million, $1.3 million and $1.3 million in legal fees and related expenses to this law firm during the years ended December 31, 2016, 2015 and 2014, respectively (of which $1.6 thousand, $3.4 thousand and $0.1 million was paid by White Cliffs, respectively).
Condensed Consolidating Guarantor Financial Statements
Condensed Financial Information of Parent Company Only Disclosure [Text Block]
CONDENSED CONSOLIDATING GUARANTOR FINANCIAL STATEMENTS
Our senior unsecured notes are guaranteed by certain of our subsidiaries as follows: Rose Rock Finance Corporation, Rose Rock Midstream Operating, LLC, Rose Rock Midstream Energy GP, LLC, Rose Rock Midstream Crude, L.P., Rose Rock Midstream Field Services, LLC, SemGas, L.P., SemMaterials, L.P., SemGroup Europe Holding, L.L.C., SemOperating G.P., L.L.C., SemMexico, L.L.C., SemDevelopment, L.L.C., Mid-America Midstream Gas Services, L.L.C., SemCrude Pipeline, L.L.C., Wattenberg Holding, LLC and Glass Mountain Holding, LLC (collectively, the "Guarantors").
Each of the Guarantors is 100% owned by SemGroup Corporation (the "Parent"). Such guarantees of the Notes are full and unconditional and constitute the joint and several obligations of the Guarantors. There are no significant restrictions upon the ability of the Parent or any of the Guarantors to obtain funds from its respective subsidiaries by dividend or loan. None of the assets of the Guarantors represent restricted net assets pursuant to Rule 4-08(e)(3) of Regulation S-X under the Securities Act.
Subsequent to the Merger as described in Note 4, SemGroup assumed the obligations of Rose Rock under Rose Rock's senior unsecured notes. Supplemental indentures were entered into with respect to the previously existing SemGroup senior unsecured notes and the senior unsecured notes assumed from Rose Rock to include the Guarantors as listed above to the extent the entity was not already a Guarantor. Prior period comparative information has been recast to reflect the addition of Rose Rock subsidiaries as Guarantors.
Condensed consolidating financial statements for the Parent, the Guarantors and non-guarantors as of December 31, 2016 and 2015 and for the years ended December 31, 2016, 2015 and 2014 are presented on an equity method basis in the tables below (in thousands).
Intercompany receivable and payable balances, including notes receivable and payable, are capital transactions primarily to facilitate the capital needs of our subsidiaries. As such, subsidiary intercompany balances have been reported as a reduction to equity on the condensed consolidating Guarantor balance sheets. The Parent's net intercompany balance, including note receivable, and investments in subsidiaries have been reported in equity method investments on the condensed consolidating Guarantor balance sheets. Intercompany transactions, such as daily cash management activities, have been reported as financing activities within the condensed consolidating Guarantor statements of cash flows. The Parent's investing activities with subsidiaries, such as the drop down of Wattenberg Holding, LLC and Glass Mountain to Rose Rock in the first quarter of 2015, have been reflected as cash flows from investing activities. Quarterly cash distributions from Rose Rock representing a return on capital have been included in the Parent's cash flows from operations. These balances are eliminated through consolidating adjustments below.






Condensed Consolidating Guarantor Balance Sheets
 
 
December 31, 2016
 
 
Parent
 
Guarantors
 
Non-guarantors
 
Consolidating Adjustments
 
Consolidated
ASSETS
 
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$
19,002

 
$

 
$
59,796

 
$
(4,582
)
 
$
74,216

Accounts receivable
 

 
361,160

 
57,179

 

 
418,339

Receivable from affiliates
 
27

 
25,244

 
184

 

 
25,455

Inventories
 

 
89,638

 
9,596

 

 
99,234

Other current assets
 
8,986

 
5,760

 
3,887

 
(3
)
 
18,630

Total current assets
 
28,015

 
481,802

 
130,642

 
(4,585
)
 
635,874

Property, plant and equipment
 
5,621

 
970,079

 
786,372

 

 
1,762,072

Equity method investments
 
2,454,118

 
940,696

 

 
(2,960,525
)
 
434,289

Goodwill
 

 
26,628

 
7,602

 

 
34,230

Other intangible assets
 
15

 
149,669

 
1,294

 

 
150,978

Other noncurrent assets, net
 
54,155

 
2,080

 
1,294

 

 
57,529

Total assets
 
$
2,541,924

 
$
2,570,954

 
$
927,204

 
$
(2,965,110
)
 
$
3,074,972

LIABILITIES AND OWNERS’ EQUITY
 
 
 
 
 
 
 
 
 


Current liabilities:
 
 
 
 
 
 
 
 
 


Accounts payable
 
$
674

 
$
348,297

 
$
18,336

 
$

 
$
367,307

Payable to affiliates
 

 
26,508

 

 

 
26,508

Accrued liabilities
 
25,078

 
23,423

 
32,603

 

 
81,104

Other current liabilities
 
889

 
5,108

 
7,439

 

 
13,436

Total current liabilities
 
26,641

 
403,336

 
58,378

 

 
488,355

Long-term debt
 
1,050,893

 
6,142

 
16,500

 
(22,617
)
 
1,050,918

Deferred income taxes
 
16,119

 

 
48,382

 

 
64,501

Other noncurrent liabilities
 
2,306

 

 
22,927

 

 
25,233

Commitments and contingencies
 


 


 


 


 


Owners’ equity excluding noncontrolling interests in consolidated subsidiaries
 
1,445,965

 
2,161,476

 
781,017

 
(2,942,493
)
 
1,445,965

Total owners’ equity
 
1,445,965

 
2,161,476

 
781,017

 
(2,942,493
)
 
1,445,965

Total liabilities and owners’ equity
 
$
2,541,924

 
$
2,570,954

 
$
927,204

 
$
(2,965,110
)
 
$
3,074,972

 
 
December 31, 2015
 
 
Parent
 
Guarantors
 
Non-guarantors
 
Consolidating Adjustments
 
Consolidated
ASSETS
 
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$
4,559

 
$
9,058

 
$
46,043

 
$
(1,564
)
 
$
58,096

Accounts receivable
 
640

 
260,621

 
65,452

 

 
326,713

Receivable from affiliates
 
1,616

 
7,063

 
5,430

 
(8,195
)
 
5,914

Inventories
 

 
59,073

 
11,166

 

 
70,239

Other current assets
 
8,477

 
5,243

 
5,699

 

 
19,419

Total current assets
 
15,292

 
341,058

 
133,790

 
(9,759
)
 
480,381

Property, plant and equipment
 
4,335

 
978,224

 
584,262

 

 
1,566,821

Equity method investments
 
1,546,853

 
770,742

 

 
(1,766,517
)
 
551,078

Goodwill
 

 
39,680

 
8,352

 

 
48,032

Other intangible assets
 
20

 
159,750

 
2,453

 

 
162,223

Other noncurrent assets, net
 
39,358

 
4,775

 
1,241

 

 
45,374

Total assets
 
$
1,605,858

 
$
2,294,229

 
$
730,098

 
$
(1,776,276
)
 
$
2,853,909

LIABILITIES AND OWNERS’ EQUITY
 
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
 
Accounts payable
 
$
734

 
$
254,785

 
$
18,147

 
$

 
$
273,666

Payable to affiliates
 
78

 
13,151

 

 
(8,196
)
 
5,033

Accrued liabilities
 
5,551

 
33,199

 
46,293

 
4

 
85,047

Other current liabilities
 
569

 
4,246

 
8,466

 

 
13,281

Total current liabilities
 
6,932

 
305,381

 
72,906

 
(8,192
)
 
377,027

Long-term debt
 
325,460

 
739,696

 
16,500

 
(23,840
)
 
1,057,816

Deferred income taxes
 
155,411

 

 
45,542

 

 
200,953

Other noncurrent liabilities
 
2,528

 

 
19,229

 

 
21,757

Commitments and contingencies
 


 


 


 


 


Owners’ equity excluding noncontrolling interests in consolidated subsidiaries
 
1,115,527

 
1,168,323

 
575,921

 
(1,744,244
)
 
1,115,527

Noncontrolling interests in consolidated subsidiaries
 

 
80,829

 

 

 
80,829

Total owners’ equity
 
1,115,527

 
1,249,152

 
575,921

 
(1,744,244
)
 
1,196,356

Total liabilities and owners’ equity
 
$
1,605,858

 
$
2,294,229

 
$
730,098

 
$
(1,776,276
)
 
$
2,853,909





Condensed Consolidating Guarantor Statements of Operations
 
 
Year Ended December 31, 2016
 
 
Parent
 
Guarantors
 
Non-guarantors
 
Consolidating Adjustments
 
Consolidated
Revenues:
 
 
 
 
 
 
 
 
 
 
Product
 
$

 
$
872,961

 
$
136,448

 
$

 
$
1,009,409

Service
 

 
162,460

 
102,570

 

 
265,030

Other
 

 

 
57,725

 

 
57,725

Total revenues
 

 
1,035,421


296,743




1,332,164

Expenses:
 
 
 
 
 
 
 
 
 

Costs of products sold, exclusive of depreciation and amortization shown below
 

 
761,971

 
111,460

 

 
873,431

Operating
 

 
115,431

 
96,668

 

 
212,099

General and administrative
 
22,349

 
31,196

 
30,363

 

 
83,908

Depreciation and amortization
 
1,647

 
68,669

 
28,488

 

 
98,804

Loss (gain) on disposal or impairment, net
 

 
16,115

 
(67
)
 

 
16,048

Total expenses
 
23,996

 
993,382


266,912




1,284,290

Earnings from equity method investments
 
56,815

 
81,366

 

 
(64,424
)
 
73,757

Loss on issuance of common units by equity method investee
 
(41
)
 

 

 

 
(41
)
Operating income
 
32,778

 
123,405


29,831


(64,424
)

121,590

Other expenses (income):
 
 
 
 
 
 
 
 
 

Interest expense (income)
 
(4,002
)
 
72,277

 
(4,819
)
 
(806
)
 
62,650

Foreign currency transaction loss
 

 

 
4,759

 

 
4,759

Loss on sale or impairment of equity method investment, net
 
30,644

 

 

 

 
30,644

Other expense (income), net
 
(339
)
 
63

 
(1,524
)
 
806

 
(994
)
Total other expenses (income), net
 
26,303

 
72,340


(1,584
)



97,059

Income from continuing operations before income taxes
 
6,475

 
51,065


31,415


(64,424
)

24,531

Income tax expense
 
4,380

 

 
6,888

 

 
11,268

Income from continuing operations
 
2,095

 
51,065


24,527


(64,424
)

13,263

Loss from discontinued operations, net of income taxes
 

 

 
(1
)
 

 
(1
)
Net income
 
2,095

 
51,065


24,526


(64,424
)

13,262

Less: net income attributable to noncontrolling interests
 

 
11,167

 

 

 
11,167

Net income attributable to SemGroup
 
$
2,095

 
$
39,898


$
24,526


$
(64,424
)

$
2,095

Net income
 
$
2,095

 
$
51,065


$
24,526


$
(64,424
)

$
13,262

Other comprehensive income (loss), net of income taxes
 
7,360

 
1,223

 
(23,935
)
 

 
(15,352
)
Comprehensive income (loss)
 
9,455

 
52,288


591


(64,424
)

(2,090
)
Less: comprehensive income attributable to noncontrolling interests
 


11,167





 
11,167

Comprehensive income (loss) attributable to SemGroup
 
$
9,455

 
$
41,121


$
591


$
(64,424
)

$
(13,257
)
 
 
Year Ended December 31, 2015
 
 
Parent
 
Guarantors
 
Non-guarantors
 
Consolidating Adjustments
 
Consolidated
Revenues:
 
 
 
 
 
 
 
 
 
 
Product
 
$

 
$
900,303

 
$
218,583

 
$

 
$
1,118,886

Service
 

 
188,429

 
71,113

 

 
259,542

Other
 

 

 
76,666

 

 
76,666

Total revenues
 

 
1,088,732

 
366,362

 

 
1,455,094

Expenses:
 
 
 
 
 
 
 
 
 

Costs of products sold, exclusive of depreciation and amortization shown below
 

 
808,776

 
170,773

 

 
979,549

Operating
 

 
117,541

 
106,902

 

 
224,443

General and administrative
 
29,914

 
31,021

 
36,431

 

 
97,366

Depreciation and amortization
 
1,522

 
73,393

 
25,967

 

 
100,882

Loss on disposal or impairment, net
 

 
10,399

 
1,073

 

 
11,472

Total expenses
 
31,436

 
1,041,130

 
341,146

 

 
1,413,712

Earnings from equity method investments
 
65,512

 
86,518

 

 
(70,644
)
 
81,386

Gain on issuance of common units by equity method investee
 
6,385

 

 

 

 
6,385

Operating income
 
40,461

 
134,120

 
25,216

 
(70,644
)
 
129,153

Other expenses (income):
 
 
 
 
 
 
 
 
 

Interest expense (income)
 
2,230

 
69,664

 
(262
)
 
(1,957
)
 
69,675

Foreign currency transaction gain
 
(5
)
 

 
(1,062
)
 

 
(1,067
)
Gain on sale of equity method investment
 
(14,517
)
 

 

 

 
(14,517
)
Other income, net
 
(2,048
)
 
(38
)
 
(1,155
)
 
1,957

 
(1,284
)
Total other expenses (income), net
 
(14,340
)
 
69,626

 
(2,479
)
 

 
52,807

Income from continuing operations before income taxes
 
54,801

 
64,494

 
27,695

 
(70,644
)
 
76,346

Income tax expense
 
24,482

 

 
9,048

 

 
33,530

Income from continuing operations
 
30,319

 
64,494

 
18,647

 
(70,644
)
 
42,816

Loss from discontinued operations, net of income taxes
 

 
(3
)
 
(1
)
 

 
(4
)
Net income
 
30,319

 
64,491

 
18,646

 
(70,644
)
 
42,812

Less: net income attributable to noncontrolling interests
 

 
12,492

 

 

 
12,492

Net income attributable to SemGroup
 
$
30,319

 
$
51,999

 
$
18,646

 
$
(70,644
)
 
$
30,320

Net income
 
$
30,319

 
$
64,491

 
$
18,646

 
$
(70,644
)
 
$
42,812

Other comprehensive income (loss), net of income taxes
 
17,420

 
430

 
(49,271
)
 

 
(31,421
)
Comprehensive income (loss)
 
47,739

 
64,921

 
(30,625
)
 
(70,644
)
 
11,391

Less: comprehensive income attributable to noncontrolling interests
 

 
12,492

 

 

 
12,492

Comprehensive income (loss) attributable to SemGroup
 
$
47,739

 
$
52,429

 
$
(30,625
)
 
$
(70,644
)
 
$
(1,101
)

 
 
Year Ended December 31, 2014
 
 
Parent
 
Guarantors
 
Non-guarantors
 
Consolidating Adjustments
 
Consolidated
Revenues:
 
 
 
 
 
 
 
 
 
 
Product
 
$

 
$
1,486,227

 
$
294,087

 
$

 
$
1,780,314

Service
 

 
160,620

 
72,619

 

 
233,239

Other
 

 

 
109,026

 

 
109,026

Total revenues
 

 
1,646,847

 
475,732

 

 
2,122,579

Expenses:
 
 
 
 
 
 
 
 
 
 
Costs of products sold, exclusive of depreciation and amortization shown below
 

 
1,377,661

 
245,697

 

 
1,623,358

Operating
 

 
112,063

 
134,550

 

 
246,613

General and administrative
 
22,394

 
29,579

 
35,872

 

 
87,845

Depreciation and amortization
 
1,678

 
65,749

 
30,970

 

 
98,397

Loss (gain) on disposal or impairment, net
 
5,945

 
55,017

 
(28,370
)
 

 
32,592

Total expenses
 
30,017

 
1,640,069

 
418,719

 

 
2,088,805

Earnings from equity method investments
 
48,760

 
98,760

 

 
(83,321
)
 
64,199

Gain on issuance of common units by equity method investee
 
29,020

 

 

 

 
29,020

Operating income
 
47,763


105,538


57,013


(83,321
)

126,993

Other expenses (income):
 
 
 
 
 
 
 
 
 
 
Interest expense
 
8,423

 
39,642

 
4,284

 
(3,305
)
 
49,044

Foreign currency transaction gain
 

 

 
(86
)
 

 
(86
)
Gain on sale of equity method investment
 
(34,211
)
 

 

 

 
(34,211
)
Other expense (income), net
 
10,119

 
479

 
(228
)
 
3,305

 
13,675

Total other expenses (income), net
 
(15,669
)
 
40,121

 
3,970

 

 
28,422

Income from continuing operations before income taxes
 
63,432

 
65,417

 
53,043

 
(83,321
)
 
98,571

Income tax expense
 
34,192

 

 
12,321

 

 
46,513

Income from continuing operations
 
29,240

 
65,417

 
40,722

 
(83,321
)
 
52,058

Loss from discontinued operations, net of income taxes
 

 

 
(1
)
 

 
(1
)
Net income
 
29,240

 
65,417

 
40,721

 
(83,321
)
 
52,057

Less: net income attributable to noncontrolling interests
 

 
22,817

 

 

 
22,817

Net income attributable to SemGroup
 
$
29,240

 
$
42,600

 
$
40,721

 
$
(83,321
)
 
$
29,240

Net income
 
$
29,240

 
$
65,417

 
$
40,721

 
$
(83,321
)
 
$
52,057

Other comprehensive income (loss), net of income taxes
 
5,159

 

 
(29,446
)
 

 
(24,287
)
Comprehensive income
 
34,399

 
65,417

 
11,275

 
(83,321
)
 
27,770

Less: comprehensive income attributable to noncontrolling interests
 

 
22,817

 

 

 
22,817

Comprehensive income attributable to SemGroup
 
$
34,399

 
$
42,600

 
$
11,275

 
$
(83,321
)
 
$
4,953





Condensed Consolidating Guarantor Statements of Cash Flows
 
 
Year Ended December 31, 2016
 
 
Parent
 
Guarantors
 
Non-guarantors
 
Consolidating Adjustments
 
Consolidated
Net cash provided by operating activities
 
$
84,460

 
$
79,054

 
$
65,282

 
$
(58,822
)
 
$
169,974

Cash flows from investing activities:
 
 
 
 
 
 
 
 
 
 
Capital expenditures
 
(2,928
)
 
(56,102
)
 
(253,426
)
 

 
(312,456
)
Proceeds from sale of long-lived assets
 

 
53

 
98

 

 
151

Contributions to equity method investments
 

 
(4,188
)
 

 

 
(4,188
)
Proceeds from sale of common units of equity method investee
 
60,483

 

 

 

 
60,483

Distributions from equity method investees in excess of equity in earnings
 

 
27,726

 

 

 
27,726

Net cash provided by (used in) investing activities
 
57,555

 
(32,511
)
 
(253,328
)
 

 
(228,284
)
Cash flows from financing activities:
 
 
 
 
 
 
 
 
 
 
Debt issuance costs
 
(7,728
)
 

 

 

 
(7,728
)
Borrowings on credit facilities
 
382,500

 

 

 

 
382,500

Principal payments on credit facilities and other obligations
 
(396,859
)
 
(31
)
 

 

 
(396,890
)
Distributions to noncontrolling interests
 

 
(32,133
)
 

 

 
(32,133
)
Proceeds from issuance of common shares, net of offering costs

 
223,025

 

 

 

 
223,025

Repurchase of common stock for payment of statutory taxes due on equity-based compensation
 
(965
)
 

 

 

 
(965
)
Dividends paid
 
(92,910
)
 

 

 

 
(92,910
)
Proceeds from issuance of common stock under employee stock purchase plan
 
1,010

 

 

 

 
1,010

Intercompany borrowings (advances), net
 
(235,645
)
 
(23,437
)
 
203,278

 
55,804

 

Net cash provided by (used in) financing activities
 
(127,572
)
 
(55,601
)
 
203,278

 
55,804

 
75,909

Effect of exchange rate changes on cash and cash equivalents
 

 

 
(1,479
)
 

 
(1,479
)
Change in cash and cash equivalents
 
14,443

 
(9,058
)
 
13,753

 
(3,018
)
 
16,120

Cash and cash equivalents at beginning of period
 
4,559

 
9,058

 
46,043

 
(1,564
)
 
58,096

Cash and cash equivalents at end of period
 
$
19,002

 
$

 
$
59,796

 
$
(4,582
)
 
$
74,216

 
 
Year Ended December 31, 2015
 
 
Parent
 
Guarantors
 
Non-guarantors
 
Consolidating Adjustments
 
Consolidated
Net cash provided by operating activities
 
$
37,259

 
$
122,838

 
$
58,845

 
$
(37,180
)
 
$
181,762

Cash flows from investing activities:
 
 
 
 
 
 
 
 
 
 
Capital expenditures
 
(1,740
)
 
(197,074
)
 
(280,716
)


 
(479,530
)
Proceeds from sale of long-lived assets
 

 
257

 
3,431

 

 
3,688

Contributions to equity method investments
 

 
(46,730
)
 

 

 
(46,730
)
Proceeds from sale of common units of equity method investee
 
56,318

 

 

 

 
56,318

Proceeds from the sale of interest in SemCrude Pipeline, L.L.C. to Rose Rock Midstream, L.P.
 
251,181

 

 

 
(251,181
)
 

Distributions from equity method investments in excess of equity in earnings
 
35,340

 
24,113

 

 
(35,340
)
 
24,113

Net cash provided by (used in) investing activities
 
341,099


(219,434
)
 
(277,285
)
 
(286,521
)
 
(442,141
)
Cash flows from financing activities:
 
 
 
 
 
 
 
 
 
 
Debt issuance costs
 
(601
)
 
(5,688
)
 

 

 
(6,289
)
Borrowings on credit facilities and issuance of senior unsecured notes
 
181,000

 
686,208

 

 

 
867,208

Principal payments on debt and other obligations
 
(186,000
)
 
(374,049
)
 

 

 
(560,049
)
Proceeds from issuance of Rose Rock Midstream, L.P. common units, net of offering costs
 

 
89,119

 

 

 
89,119

Distributions to noncontrolling interests
 

 
(40,410
)
 

 

 
(40,410
)
Repurchase of common stock
 
(4,261
)
 

 

 

 
(4,261
)
Dividends paid
 
(69,514
)
 

 

 

 
(69,514
)
Proceeds from issuance of common stock under employee stock purchase plan
 
1,223

 

 

 

 
1,223

Intercompany borrowings (advances), net
 
(304,900
)
 
(253,150
)
 
231,812

 
326,238

 

Net cash provided by (used in) financing activities
 
(383,053
)
 
102,030

 
231,812

 
326,238

 
277,027

Effect of exchange rate changes on cash and cash equivalents
 

 

 
850

 

 
850

Change in cash and cash equivalents
 
(4,695
)
 
5,434

 
14,222

 
2,537

 
17,498

Cash and cash equivalents at beginning of period
 
9,254

 
3,624

 
31,821

 
(4,101
)
 
40,598

Cash and cash equivalents at end of period
 
$
4,559

 
$
9,058

 
$
46,043

 
$
(1,564
)
 
$
58,096

 
 
Year Ended December 31, 2014
 
 
Parent
 
Guarantors
 
Non-guarantors
 
Consolidating Adjustments
 
Consolidated
Net cash provided by operating activities
 
$
27,393

 
$
151,834

 
$
23,281

 
$
(20,850
)
 
$
181,658

Cash flows from investing activities:
 
 
 
 
 
 
 
 
 
 
Capital expenditures
 
(1,672
)
 
(216,711
)
 
(52,123
)
 

 
(270,506
)
Proceeds from sale of long-lived assets
 

 
3,442

 
1,003

 

 
4,445

Contributions to equity method investments
 

 
(71,131
)
 

 

 
(71,131
)
Proceeds from the sale of interest in SemCrude Pipeline, L.L.C. to Rose Rock Midstream, L.P.
 
114,412

 

 

 
(114,412
)
 

Payments to acquire businesses
 

 
(44,508
)
 

 

 
(44,508
)
Proceeds from sale of common units of equity method investee
 
79,741

 

 

 

 
79,741

Distributions from equity method investments in excess of equity in earnings
 
1,843

 
11,734

 

 
(1,843
)
 
11,734

Net cash provided by (used in) investing activities
 
194,324

 
(317,174
)
 
(51,120
)
 
(116,255
)
 
(290,225
)
Cash flows from financing activities:
 
 
 
 
 
 
 
 
 
 
Debt issuance costs
 
(93
)
 
(8,593
)
 

 

 
(8,686
)
Borrowings on credit facilities and issuance of senior unsecured notes
 
405,500

 
844,415

 
4,329

 

 
1,254,244

Principal payments on credit facilities and other obligations
 
(440,500
)
 
(657,454
)
 
(4,318
)
 

 
(1,102,272
)
Distributions to noncontrolling interests
 

 
(28,494
)
 

 

 
(28,494
)
Proceeds from warrant exercises
 
1,451

 

 

 

 
1,451

Repurchase of common stock
 
(719
)
 

 

 

 
(719
)
Dividends paid
 
(44,206
)
 

 

 

 
(44,206
)
Proceeds from issuance of common stock under employee stock purchase plan
 
340

 

 

 

 
340

Excess tax benefit from equity-based awards
 
1,650

 

 

 

 
1,650

Intercompany borrowings (advances), net
 
(138,431
)
 
3,654

 
237

 
134,540

 

Net cash provided by (used in) financing activities
 
(215,008
)
 
153,528

 
248

 
134,540

 
73,308

Effect of exchange rate changes on cash and cash equivalents
 

 

 
(3,494
)
 

 
(3,494
)
Change in cash and cash equivalents
 
6,709

 
(11,812
)
 
(31,085
)
 
(2,565
)
 
(38,753
)
Cash and cash equivalents at beginning of period
 
2,545

 
15,436

 
62,906

 
(1,536
)
 
79,351

Cash and cash equivalents at end of period
 
$
9,254

 
$
3,624

 
$
31,821

 
$
(4,101
)
 
$
40,598

Consolidation and Basis of Presentation (Policies)
Consolidation, Policy [Policy Text Block]
Consolidated subsidiaries
Our consolidated financial statements include the accounts of our controlled subsidiaries, including Rose Rock Midstream, L.P. ("Rose Rock"). All significant transactions between our consolidated subsidiaries have been eliminated. Outside ownership interests in consolidated subsidiaries are reported as noncontrolling interests in the consolidated financial statements.
As of September 30, 2016, Rose Rock became a wholly-owned subsidiary and we no longer reflect a noncontrolling interest (Note 4).
Proportionally consolidated assets
Our SemCAMS segment owns undivided interests in certain natural gas gathering and processing assets, for which we record only our proportionate share of the assets on the consolidated balance sheets. The net book value of the property, plant and equipment recorded by us associated with these undivided interests is approximately $299.3 million at December 31, 2016. We serve as operator of these facilities and incur the costs of operating the facilities (recorded as operating expenses in the consolidated statements of operations) and charge the other owners for their proportionate share of the costs (recorded as other revenue in the consolidated statements of operations).
Equity method investments
We own a 51% interest in White Cliffs. The other owners have substantive rights to participate in the management of White Cliffs. Because of this, we account for it under the equity method.
We own a 50% interest in Glass Mountain which we account for under the equity method.
We own an 11.78% interest in the general partner of NGL Energy which we account for under the equity method.
Summary of Significant Accounting Policies (Policies)
USE OF ESTIMATES—The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts and disclosures in the financial statements. Our significant estimates include, but are not limited to: (1) allowances for doubtful accounts receivable; (2) estimated useful lives of assets, which impact depreciation; (3) estimated fair values used in impairment tests; (4) fair values of derivative instruments; (5) valuation allowances for deferred tax assets; and (6) accrual and disclosure of contingent losses. Although management believes these estimates are reasonable, actual results could differ materially from these estimates.
CASH AND CASH EQUIVALENTS—Cash includes currency on hand and demand and time deposits with banks or other financial institutions. Cash equivalents include highly liquid investments with maturities of three months or less at the date of purchase. Balances at financial institutions may exceed federally insured limits.
ACCOUNTS RECEIVABLE—Accounts receivable are reported net of the allowance for doubtful accounts. Our assessment of the allowance for doubtful accounts is based on several factors, including the overall creditworthiness of our customers, existing economic conditions, and the amount and age of past due accounts. We enter into netting arrangements with certain counterparties to help mitigate credit risk. Receivables subject to netting are presented as gross receivables (with the related accounts payable also presented gross) until such time as the balances are settled. Receivables are considered past due if full payment is not received by the contractual due date. Past due accounts are written off against the allowance for doubtful accounts only after all collection attempts have been exhausted.
In June 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-13, "Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments", which introduces new guidance for estimating credit losses on certain types of financial instruments based on expected losses and the timing of the recognition of such losses. For public entities, this ASU is effective for annual periods beginning after December 15, 2019, and interim periods within those years and early adoption is permitted in the year prior to the effective date. We will adopt this guidance in the first quarter of 2020. The impact is not expected to be material.
INVENTORIES—Inventories primarily consist of crude oil and asphalt. Inventories are valued at the lower of cost or market, with cost generally determined using the weighted-average method. The cost of inventory includes applicable transportation costs.
We enter into exchanges with third parties whereby we acquire products that differ in location, grade, or delivery date from products we have available for sale. These exchanges are valued at cost, and although a transportation, location or product differential may be recorded, generally no gain or loss is recognized.
In July 2015, the FASB issued ASU 2015-11, "Inventory (Topic 330): Simplifying the Measurement of Inventory", which requires that inventory within the scope of the guidance be measured at the lower of cost and net realizable value rather than the lower of cost or market. The standard will be effective for public business entities for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The new guidance shall be applied prospectively and early adoption is permitted. The Company will adopt this guidance in the first quarter of 2017. The impact is not expected to be material.
PROPERTY, PLANT AND EQUIPMENT—Property, plant and equipment is recorded at cost. We capitalize costs that extend or increase the future economic benefits of property, plant and equipment, and expense maintenance costs that do not. When assets are disposed of, their cost and related accumulated depreciation are removed from the balance sheet, and any resulting gain or loss is recorded as a gain or loss on disposal or impairment in the consolidated statements of operations and comprehensive income (loss).
Our SemCAMS segment operates plants which periodically undergo planned major maintenance activities, typically occurring every four to five years.  Planned major maintenance projects that do not increase the overall life or capacity of the related assets are recorded in operating expense as incurred, whereas major maintenance activity costs that materially increase the life or capacity of the underlying assets are capitalized. When maintenance expenses are recoverable from the producers who use the plants, they are recorded as revenue, and typically include a 10% overhead fee. 
Depreciation is calculated primarily using the straight-line method over the following estimated useful lives:
Pipelines and related facilities
10 – 31 years
Storage and terminal facilities
10 – 25 years
Natural gas gathering and processing facilities
10 – 31 years
Trucking equipment and other
3 – 7 years
Office property and equipment
3 – 31 years


Construction in process is reclassified to the fixed asset categories above and depreciation commences once the asset has been placed in-service.
LINEFILL—Pipelines and storage facilities generally require a minimum volume of product in the system to enable the system to operate. Such product, known as linefill, is generally not available to be withdrawn from the system. Linefill owned by us in facilities operated by us is recorded at historical cost, is included in property, plant and equipment in the consolidated balance sheets, and is not depreciated. We also own linefill in third-party facilities, which is included in inventory on the consolidated balance sheets.
IMPAIRMENT OF LONG-LIVED ASSETS—We test long-lived asset groups for impairment when events or circumstances indicate that the net book value of the asset group may not be recoverable. We test an asset group for impairment by estimating the undiscounted cash flows expected to result from its use and eventual disposition. If the estimated undiscounted cash flows are lower than the net book value of the asset group, we then estimate the fair value of the asset group and record a reduction to the net book value of the assets and a corresponding impairment loss.
GOODWILL—We test goodwill for impairment on an annual basis, or more often if circumstances warrant, by estimating the fair value of the reporting unit to which the goodwill relates and comparing this fair value to the net book value of the reporting unit. If fair value is less than net book value, we estimate the implied fair value of goodwill, reduce the book value of the goodwill to the implied fair value, and record a corresponding impairment loss. Our policy is to test goodwill for impairment on October 1 of each year.
INTANGIBLE ASSETS—Intangible assets are stated at cost, net of accumulated amortization, which is recorded on a straight-line or accelerated basis over the life of the asset. We review amortizable intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. If such a review should indicate that the carrying amount of amortizable intangible assets is not recoverable, we reduce the carrying amount of such assets to fair value.
EQUITY METHOD INVESTMENTS—We account for an investment under the equity method when we have significant influence over, but not control of, the significant operating decisions of the investee. Under the equity method, we record in the consolidated statements of operations our share of the earnings or losses of the investee, with a corresponding adjustment to the investment balance on our consolidated balance sheet. When we receive a distribution from an equity method investee, we record a corresponding reduction to the investment balance. When an equity method investee issues additional ownership interests which dilute our ownership interest, we recognize a gain or loss in our consolidated statements of operations.
We assess our equity method investments for impairment when circumstances indicate that the carrying value may not be recoverable and record an impairment when a decline in value is considered to be other than temporary.
For equity method investments for which we do not expect financial information to be consistently available on a timely basis to apply the equity method currently, our policy is to apply the equity method consistently on a one-quarter lag.
DEBT ISSUANCE COSTS—Costs incurred in connection with the issuance of long-term debt are reported as a reduction to the carrying value of the associated debt instrument and are amortized to interest expense using the straight-line method over the term of the related debt. Use of the straight-line method of amortization does not differ materially from the “effective interest” method.
In April 2015, the FASB issued ASU 2015-03, “Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs”, which is designed to simplify presentation of debt issuance costs. The standard requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. In August 2015, the FASB issued ASU 2015-15, “Interest - Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements - Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting”, which amended the SEC paragraphs of ASC Subtopic 835-30 to include the language from the SEC Staff Announcement indicating that the SEC would not object to presenting deferred debt issuance costs related to line-of-credit agreements as assets and subsequently amortizing the deferred debt issuance costs ratably over the term of the agreement. The standards are effective for U.S. public companies for annual reporting periods beginning after December 15, 2015. The new guidance has been applied on a retrospective basis for all periods presented. We adopted this guidance in the first quarter of 2016. The impact was not material. For presentation purposes, $16.8 million of debt issuance costs which had previously been reported as other noncurrent assets were reclassified as a reduction of long-term debt on the December 31, 2015 balance sheet. Capitalized loan fees related to our revolving credit facility continue to be presented as other noncurrent assets.
COMMODITY DERIVATIVE INSTRUMENTS—We generally record the fair value of commodity derivative instruments on the consolidated balance sheets and the change in fair value as an increase or decrease to product revenue.
As shown in Note 13, the fair value of commodity derivatives at December 31, 2016 and 2015 are recorded to other current assets or other current liabilities on the consolidated balance sheets. Related margin deposits are recorded to other current assets or other current liabilities on the consolidated balance sheets. Margin deposits are not generally netted against derivative assets or liabilities.
The fair value of a derivative contract is determined based on the nature of the transaction and the market in which the transaction was executed. Quoted market prices, when available, are used to value derivative transactions. In situations where quoted market prices are not readily available, we estimate the fair value using other valuation techniques that reflect the best information available under the circumstances. Fair value measurements of derivative assets include consideration of counterparty credit risk. Fair value measurements of derivative liabilities include consideration of our creditworthiness.
We have elected “normal purchase” and “normal sale” treatment for certain commitments to purchase or sell petroleum products at future dates. This election is only available when a transaction that would ordinarily meet the definition of a derivative but instead is expected to result in physical delivery of product over a reasonable period in the normal course of business and is not expected to be net settled. Agreements accounted for under this election are not recorded at fair value; instead, the transaction is recorded when the product is delivered.
CONTINGENT LOSSES—We record a liability for a contingent loss when it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. We record attorneys’ fees incurred in connection with a contingent loss at the time the fees are incurred. We do not record liabilities for attorneys’ fees that are expected to be incurred in the future.
ASSET RETIREMENT OBLIGATIONS—Asset retirement obligations include legal or contractual obligations associated with the retirement of long-lived assets, such as requirements to incur costs to dispose of equipment or to remediate the environmental impacts of the normal operation of the assets. We record liabilities for asset retirement obligations when a known obligation exists under current law or contract and when a reasonable estimate of the value of the liability can be made.
REVENUE RECOGNITION—Sales of product, as well as gathering and marketing revenues, are recognized at the time title to the product transfers to the purchaser, which typically occurs upon receipt of the product by the purchaser. Terminal and storage revenues are recognized at the time the service is performed. Revenue for the transportation of product is recognized upon delivery of the product to its destination. Certain revenue transactions are reported on a net basis, including certain buy/sell transactions (see “Purchases and Sales of Inventory with the Same Counterparty”). Other revenue primarily represents operating cost recovery from working interest owners in certain processing plants and is recorded when earned in accordance with the terms of related agreements. Taxes collected from customers and remitted to governmental authorities are recorded on a net basis (excluded from revenue).
In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers", as amended, which supersedes nearly all existing revenue recognition guidance under U.S. GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing U.S. GAAP. The standard permits using either of the following transition methods: (i) a full retrospective approach reflecting the application of the standard in each prior reporting period with the option to elect certain practical expedients, or (ii) a retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures). We are currently evaluating the impact of our pending adoption of ASU 2014-09 on our consolidated financial statements. We have completed the first phase of our implementation process which included a review of contracts and transaction types from each significant revenue stream across all of our business segments. In addition, we are currently evaluating the methods of adoption and analyzing the impact of the standard on our internal controls, accounting policies and financial statements and disclosures.
Based on the initial phase of our implementation process, we have identified certain potential areas of impact, such as non-cash consideration and "take-or-pay" arrangements.
We have certain contractual arrangements where we retain commodities as consideration for processing of customer product. These arrangements could be impacted by the non-cash consideration guidance under ASU 2014-09. Currently revenue related to non-cash consideration is recognized when we sell the commodity. Under ASU 2014-09, we could recognize revenue when the commodity is received, rather than when it is sold.
In addition, certain contractual arrangements include "take-or-pay" provisions. The fixed fees to which we have an unconditional right under these contracts could be subject to certain recognition changes and additional disclosure under ASU 2014-09.
As we are in the process of evaluating the impact of the standard, we have not yet quantified the impact of adoption or determined the method of adoption. During 2017, we will perform the remainder of our implementation process, which will include quantification of impact, selection of adoption method and development of policies. We will adopt this guidance in the first quarter of 2018.
COSTS OF PRODUCTS SOLD—Costs of products sold consists of the cost to purchase the product, the cost to transport the product to the point of sale, and the cost to store the product until it is sold.
PURCHASES AND SALES OF INVENTORY WITH THE SAME COUNTERPARTY—We routinely enter into transactions to purchase inventory from, and sell inventory to, the same counterparty. Such transactions that are entered into in contemplation of one another are recorded on a net basis.
CURRENCY TRANSLATION—The consolidated financial statements are presented in U.S. dollars. Our segments operate in four countries, and each segment has identified a “functional currency,” which is the primary currency in the environment in which the segment operates. The functional currencies include the U.S. dollar, the Canadian dollar, the British pound sterling, and the Mexican peso.
At the end of each reporting period, the assets and liabilities of each segment are translated from its functional currency to U.S. dollars using the exchange rate at the end of the month. The monthly results of operations of each segment are generally translated from its functional currency to U.S. dollars using the average exchange rate during the month. Changes in exchange rates result in currency translation gains and losses, which are recorded within other comprehensive income (loss).
Certain segments also enter into transactions in currencies other than their functional currencies. At the end of each reporting period, each segment re-measures the related receivables, payables, and cash to its functional currency using the exchange rate at the end of the period. Changes in exchange rates between the time the transactions were entered into and the end of the reporting period result in currency transaction gains or losses, which are recorded in the consolidated statements of operations.
INCOME TAXES—Deferred income taxes are accounted for under the liability method, which takes into account the differences between the basis of the assets and liabilities for financial reporting purposes and amounts recognized for income tax purposes. We record valuation allowances on deferred tax assets when, in the opinion of management, it is more likely than not that the asset will not be recovered.
We monitor uncertain tax positions and we recognize tax benefits only when management believes the relevant tax positions would more likely than not be sustained upon examination. We record any interest and any penalties related to income taxes within income tax expense in the consolidated statements of operations.
In November 2015, the FASB issues ASU 2015-17, "Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes", which requires all deferred tax assets and liabilities to be classified as noncurrent in the statement of financial position. For public entities, this ASU is effective for annual periods beginning after December 15, 2016, and interim periods within those years. The new guidance may be applied prospectively or retrospectively and early adoption is permitted. The Company has not determined which method we will apply when we adopt the standard. The Company intends to adopt this guidance in the first quarter of 2017. The impact is not expected to be material.
RECLASSIFICATIONS—Certain reclassifications have been made to conform prior year balances to the current year presentation.
PENSION BENEFITS—Pension cost and obligations are actuarially determined and are affected by assumptions including expected return on plan assets, discount rates, compensation increases, and employee turnover rates. We evaluate our assumptions periodically and make adjustments to these assumptions and the recorded liability as necessary. Actuarial gains or losses are amortized on a straight-line basis over the expected remaining service life of employees in the pension plan.
EQUITY-BASED COMPENSATION—We grant certain of our employees and non-managerial directors equity-based compensation awards which vest contingent on continued service of the recipient and, in some cases, on their achievement of specific performance targets or market conditions. We record compensation expense for these outstanding awards over applicable service or performance periods based on their grant date fair value with a corresponding increase to additional paid-in capital. The expense to be recorded over the life of the awards is discounted for expected forfeitures during the vesting period.
In March 2016, the FASB issued ASU 2016-09, "Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting'', which simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows. For public entities, this ASU is effective for annual periods beginning after December 15, 2016, and interim periods within those years and early adoption is permitted. We will adopt this guidance in the first quarter of 2017. The impact is not expected to be material.
NONCONTROLLING INTERESTS IN CONSOLIDATED SUBSIDIARIES—Noncontrolling interests represents third-party limited partner unitholders' interests in our consolidated subsidiary, Rose Rock, prior to our purchase of the noncontrolling interests on September 30, 2016. Rose Rock allocated net income to its limited partners based on the distributions pertaining to the period's available cash as defined by Rose Rock's partnership agreement. After adjusting for the appropriate period's distributions, the remaining undistributed earnings or excess distributions over earnings, if any, were allocated to Rose Rock's general partner, limited partners and participating securities in accordance with the contractual terms of Rose Rock's partnership agreement and as further prescribed under the two-class method. Incentive distribution rights did not participate in undistributed earnings.
COMPREHENSIVE INCOME (LOSS) AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)—Comprehensive income (loss) is defined as a change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources and includes all changes in equity during a period except those resulting from investments by owners and distributions to owners. Our comprehensive income (loss) includes currency translation adjustments and changes in the funded status of pension benefit plans.
Summary of Significant Accounting Policies (Tables)
Property, Plant and Equipment [Table Text Block]
Depreciation is calculated primarily using the straight-line method over the following estimated useful lives:
Pipelines and related facilities
10 – 31 years
Storage and terminal facilities
10 – 25 years
Natural gas gathering and processing facilities
10 – 31 years
Trucking equipment and other
3 – 7 years
Office property and equipment
3 – 31 years
Property, plant and equipment consists of the following (in thousands):
 
December 31,
 
2016
 
2015
Land
$
90,337

 
$
89,815

Pipelines and related facilities
398,053

 
338,789

Storage and terminal facilities
279,506

 
283,608

Natural gas gathering and processing facilities
874,704

 
810,358

Linefill
25,804

 
26,900

Trucking equipment and other
45,417

 
43,157

Office property and equipment
61,146

 
45,818

Construction-in-progress
380,740

 
248,145

Property, plant and equipment, gross
2,155,707

 
1,886,590

Accumulated depreciation
(393,635
)
 
(319,769
)
Property, plant and equipment, net
$
1,762,072

 
$
1,566,821

Rose Rock Midstream, L.P. (Tables)
Distributions Paid
The following table shows the distributions paid related to the earnings for each of the following periods (in thousands, except for per unit amounts):
 
Distribution
Per Unit
 
Distributions Paid
Quarter Ended
SemGroup
Noncontrolling
Interest
Common Units
Total
Distributions
General
Partner
Incentive
Distributions
Common
Units
Subordinated
Units
December 31, 2013
$
0.4650

 
$
257

$
244

$
2,041

$
3,901

$
6,398

$
12,841

 
 
 
 
 
 
 
 
 
March 31, 2014
$
0.4950

 
$
278

$
488

$
2,173

$
4,153

$
6,811

$
13,903

June 30, 2014
$
0.5350

 
$
334

$
888

$
3,646

$
4,488

$
7,362

$
16,718

September 30, 2014
$
0.5750

 
$
377

$
1,835

$
3,918

$
4,824

$
7,912

$
18,866

December 31, 2014
$
0.6200

 
$
485

$
3,487

$
6,551

$
5,202

$
8,544

$
24,269

 
 
 
 
 
 
 
 
 
March 31, 2015
$
0.6350

 
$
568

$
4,450

$
13,148

$

$
10,213

$
28,379

June 30, 2015
$
0.6500

 
$
590

$
4,979

$
13,458

$

$
10,456

$
29,483

September 30, 2015
$
0.6600

 
$
604

$
5,333

$
13,665

$

$
10,619

$
30,221

December 31, 2015
$
0.6600

 
$
604

$
5,333

$
13,665

$

$
10,622

$
30,224

 
 
 
 
 
 
 
 
 
March 31, 2016
$
0.6600

 
$
605

$
5,338

$
13,665

$

$
10,643

$
30,251

June 30, 2016
$
0.6600

 
$
605

$
5,339

$
13,665

$

$
10,648

$
30,257


Equity Method Investments (Tables)
Cash distributions received from equity method investments consist of the following (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
White Cliffs
$
88,839

 
$
86,845

 
$
66,768

NGL Energy
4,873

 
19,074

 
23,404

Glass Mountain
10,456

 
13,623

 
6,823

Total cash distributions received from equity method investments
$
104,168

 
$
119,542

 
$
96,995

Our earnings from equity method investments consist of the following (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
White Cliffs
$
69,007

 
$
70,238

 
$
57,378

NGL Energy(1)
2,188

 
5,031

 
2,343

Glass Mountain
2,562

 
6,117

 
4,478

Total earnings from equity method investments
$
73,757

 
$
81,386

 
$
64,199

(1) Excluding loss on issuance of common units of $41.0 thousand for the year ended December 31, 2016, and gains on the issuance of common units of $6.4 million and $29.0 million for the years ended December 31, 2015 and 2014, respectively.
Our equity method investments consist of the following (in thousands):
 
December 31,
 
2016
 
2015
White Cliffs
$
281,734

 
$
297,109

NGL Energy
18,933

 
112,787

Glass Mountain
133,622

 
141,182

Total equity method investments
$
434,289

 
$
551,078

Certain summarized income statement information of Glass Mountain for the year ended December 31, 2016, 2015 and 2014 is shown below (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
Revenue
$
29,502

 
$
38,526

 
$
30,398

Cost of Sales
$
463

 
$
3,392

 
$
757

Operating, general and administrative expenses
$
7,570

 
$
6,643

 
$
6,419

Depreciation and amortization expense
$
15,914

 
$
15,828

 
$
13,872

Net income
$
5,548

 
$
12,657

 
$
9,344

Certain summarized balance sheet information of Glass Mountain is shown below (in thousands):
 
December 31,
 
2016
 
2015
Current assets
$
6,136

 
$
7,856

Property, plant and equipment, net
193,179

 
205,920

Total assets
$
199,315

 
$
213,776

 
 
 
 
Current liabilities
$
1,286

 
$
1,036

Other liabilities
13

 
28

Members’ equity
198,016

 
212,712

Total liabilities and members’ equity
$
199,315

 
$
213,776

Certain unaudited summarized balance sheet information of NGL Energy is shown below (in thousands):
 
(Unaudited)
 September 30,
 
2016
 
2015
Current assets
$
1,250,299

 
$
1,276,919

Property plant and equipment, net
1,755,416

 
1,845,112

Goodwill
1,467,955

 
1,658,237

Intangible and other assets, net
1,600,248

 
1,820,788

Total assets
$
6,073,918

 
$
6,601,056

 
 
 
 
Current liabilities
$
798,853

 
$
857,639

Long-term debt
3,063,008

 
3,077,604

Other noncurrent liabilities
256,743

 
127,639

Equity
1,955,314

 
2,538,174

Total liabilities and equity
$
6,073,918

 
$
6,601,056

Certain unaudited summarized income statement information of NGL Energy for the twelve months ended September 30, 2016, 2015 and 2014 is shown below (in thousands):
 
(Unaudited)
Twelve Months Ended September 30,
 
2016
 
2015
 
2014
Revenue
$
10,777,954

 
$
14,504,581

 
$
15,748,520

Costs of products sold
$
10,005,830

 
$
13,573,066

 
$
15,054,291

Operating, general and administrative expenses
$
523,902

 
$
576,805

 
$
436,959

Depreciation and amortization expense
$
211,841

 
$
221,067

 
$
162,443

Net income (loss)
$
(39,895
)
 
$
71,225

 
$
15,059

Certain summarized income statement information of White Cliffs for the years ended December 31, 2016, 2015 and 2014 is shown below (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
Revenue
$
212,359

 
$
206,395

 
$
160,369

Cost of products sold
$
3,223

 
$
2,914

 
$
3,635

Operating, general and administrative expenses
$
35,672

 
$
30,370

 
$
19,431

Depreciation and amortization expense
$
35,439

 
$
34,105

 
$
23,257

Net income
$
138,032

 
$
139,000

 
$
114,045

Certain summarized balance sheet information of White Cliffs is shown below (in thousands):
 
December 31,
 
2016
 
2015
Current assets
$
34,721

 
$
54,091

Property, plant and equipment, net
508,043

 
509,068

Goodwill
17,000

 
17,000

Other intangible assets, net
8,509

 
11,974

Total assets
$
568,273

 
$
592,133

 
 
 
 
Current liabilities
$
15,812

 
$
9,491

Members’ equity
552,461

 
582,642

Total liabilities and members’ equity
$
568,273

 
$
592,133

Segments (Tables)
Schedule of Segment Reporting Information
Our results by segment are presented in the tables below (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
Revenues:
 
 
 
 
 
   Crude Transportation
 
 
 
 
 
External
$
64,853

 
$
81,991

 
$
84,718

Intersegment
26,878

 
15,021

 
10,840

   Crude Facilities
 
 
 
 
 
External
45,956

 
45,936

 
44,007

Intersegment
10,674

 

 

   Crude Supply and Logistics
 
 
 
 
 
External
716,570

 
716,784

 
1,169,372

   SemGas
 
 
 
 
 
External
208,042

 
231,569

 
342,286

Intersegment
10,928

 
20,605

 
37,897

   SemCAMS
 
 
 
 
 
External
133,216

 
136,197

 
176,724

   SemLogistics
 
 
 
 
 
External
24,725

 
24,351

 
12,650

   SemMexico
 
 
 
 
 
External
138,802

 
211,291

 
290,869

   Corporate and Other
 
 
 
 
 
External

 
6,975

 
1,953

Intersegment
(48,480
)
 
(35,626
)
 
(48,737
)
Total Revenues
$
1,332,164


$
1,455,094

 
$
2,122,579

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year Ended December 31,
 
2016
 
2015
 
2014
Earnings from equity method investments:
 
 
 
 
 
   Crude Transportation
$
71,569

 
$
76,355

 
$
61,856

   Corporate and Other (1)
2,147

 
11,416

 
31,363

Total earnings from equity method investments
$
73,716


$
87,771

 
$
93,219

(1) Including gain (loss) on issuance of common units by equity method investee.
 
 
 
 
 
 
 
Year Ended December 31,
 
2016
 
2015
 
2014
Depreciation and amortization:
 
 
 
 
 
   Crude Transportation
$
24,483

 
$
35,500

 
$
33,679

   Crude Facilities
7,781

 
5,829

 
5,365

   Crude Supply and Logistics
185

 
159

 
549

   SemGas
36,170

 
31,803

 
26,353

   SemCAMS
16,867

 
12,940

 
14,295

   SemLogistics
7,676

 
8,543

 
10,005

   SemMexico
3,752

 
4,076

 
6,031

   Corporate and Other
1,890

 
2,032

 
2,120

Total depreciation and amortization
$
98,804

 
$
100,882

 
$
98,397

 
 
 
 
 
 
 
 
 
 
 
 
 
Year Ended December 31,
 
2016
 
2015
 
2014
Income tax expense (benefit):
 
 
 
 
 
SemCAMS
$
3,667

 
$
4,847

 
$
3,135

SemLogistics
(724
)
 
(2,195
)
 
(2,231
)
SemMexico
1,684

 
2,611

 
4,053

Corporate and other
6,641

 
28,267

 
41,556

Total income tax expense
$
11,268

 
$
33,530

 
$
46,513

 
 
 
 
 
 
 
Year Ended December 31,
 
2016
 
2015
 
2014
Segment profit (1):
 
 
 
 
 
   Crude Transportation
$
83,942

 
$
81,028

 
$
76,705

   Crude Facilities
42,517

 
33,757

 
32,286

   Crude Supply and Logistics
20,420

 
30,088

 
24,021

   SemGas
44,142

 
61,669

 
41,715

   SemCAMS
38,901

 
36,013

 
45,326

   SemLogistics
11,175

 
7,249

 
25

   SemMexico
10,072

 
15,614

 
16,139

   Corporate and Other
(29,786
)
 
(33,369
)
 
(12,561
)
Total segment profit
$
221,383


$
232,049

 
$
223,656

(1) Segment profit represents revenues excluding unrealized gains (losses) related to derivative instruments plus earnings from equity method investments less cost of sales excluding depreciation and amortization and less operating and general and administrative expenses.
 
 
 
 
 
 
 
Year Ended December 31,
 
2016
 
2015
 
2014
Reconciliation of segment profit to net income:
 
 
 
 
 
   Total segment profit
$
221,383


$
232,049

 
$
223,656

     Less:
 
 
 
 
 
Net unrealized loss (gain) related to derivative instruments
989

 
2,014

 
(1,734
)
Depreciation and amortization
98,804

 
100,882

 
98,397

Interest expense
62,650

 
69,675

 
49,044

Foreign currency transaction loss (gain)
4,759

 
(1,067
)
 
(86
)
Loss (gain) on sale or impairment of equity method investment
30,644

 
(14,517
)
 
(34,212
)
Other expense (income), net
(994
)
 
(1,284
)
 
13,676

Income tax expense
11,268

 
33,530

 
46,513

Loss from discontinued operations
1

 
4

 
1

   Net income
$
13,262


$
42,812

 
$
52,057

 
 
 
 
 
 
 
 
 
 
 
 
 
Year Ended December 31,
 
2016
 
2015
 
2014
Additions to long-lived assets, including acquisitions and contributions to equity method investments:
 
 
 
 
 
   Crude Transportation
$
230,139

 
$
219,227

 
$
160,471

   Crude Facilities
6,439

 
30,118

 
8,207

   Crude Supply and Logistics
3,664

 
2,564

 
11,662

   SemGas
21,913

 
110,908

 
153,088

   SemCAMS
34,506

 
142,368

 
35,286

   SemLogistics
16,402

 
12,289

 
2,974

   SemMexico
8,690

 
7,051

 
9,690

   Corporate and Other
2,928

 
1,919

 
1,906

Total additions to long-lived assets
$
324,681


$
526,444

 
$
383,284

 
 
 
 
 
 
 
 
 
December 31,
 
 
 
2016
 
2015
Total assets (excluding intersegment receivables):
 
 
 
 
 
   Crude Transportation
 
 
$
1,042,327

 
$
877,017

   Crude Facilities
 
 
156,907

 
155,186

   Crude Supply and Logistics
 
 
484,475

 
328,419

   SemGas
 
 
683,952

 
719,789

   SemCAMS
 
 
379,785

 
331,749

   SemLogistics
 
 
135,387

 
155,794

   SemMexico
 
 
75,440

 
89,608

   Corporate and Other
 
 
116,699

 
196,347

Total
 
 
$
3,074,972

 
$
2,853,909

 
 
 
 
 
 
 
 
 
December 31,
 
 
 
2016
 
2015
Equity investments:
 
 
 
 
 
   Crude Transportation
 
 
$
415,356

 
$
438,291

   Corporate and Other
 
 
18,933

 
112,787

Total equity investments
 
 
$
434,289


$
551,078

Inventories (Tables)
Components Of Inventories
Inventories consist of the following (in thousands):
 
December 31,
 
2016
 
2015
Crude oil
$
89,683

 
$
59,121

Asphalt and other
9,551

 
11,118

Total inventories
$
99,234

 
$
70,239



Other Assets (Tables)
Other current assets consist of the following (in thousands):
 
December 31,
 
2016
 
2015
Prepaid expenses
$
6,801


$
6,252

Deferred tax asset
2,244

 
2,321

Other
9,585


10,846

Total other current assets
$
18,630


$
19,419


Other noncurrent assets consist of the following (in thousands):
 
December 31,
 
2016
 
2015
Capitalized loan fees
$
10,242

 
$
6,947

Deferred tax asset
43,431

 
34,848

Other
3,856

 
3,579

Total other noncurrent assets, net
$
57,529

  
$
45,374

Property, Plant and Equipment (Tables)
Property, Plant and Equipment [Table Text Block]
Depreciation is calculated primarily using the straight-line method over the following estimated useful lives:
Pipelines and related facilities
10 – 31 years
Storage and terminal facilities
10 – 25 years
Natural gas gathering and processing facilities
10 – 31 years
Trucking equipment and other
3 – 7 years
Office property and equipment
3 – 31 years
Property, plant and equipment consists of the following (in thousands):
 
December 31,
 
2016
 
2015
Land
$
90,337

 
$
89,815

Pipelines and related facilities
398,053

 
338,789

Storage and terminal facilities
279,506

 
283,608

Natural gas gathering and processing facilities
874,704

 
810,358

Linefill
25,804

 
26,900

Trucking equipment and other
45,417

 
43,157

Office property and equipment
61,146

 
45,818

Construction-in-progress
380,740

 
248,145

Property, plant and equipment, gross
2,155,707

 
1,886,590

Accumulated depreciation
(393,635
)
 
(319,769
)
Property, plant and equipment, net
$
1,762,072

 
$
1,566,821

Goodwill and Other Intangible Assets (Tables)
Changes in goodwill balances during the period from December 31, 2013 to December 31, 2016 are shown below (in thousands):
Balance, December 31, 2013
$
62,021

Crude oil trucking asset acquisition (Note 6)
7,892

Mid-America Midstream Gas Services ("MMGS") purchase price allocation adjustment
(10,787
)
Barcas purchase price allocation adjustment
(98
)
Currency translation adjustments
(702
)
Balance, December 31, 2014
58,326

Crude oil trucking impairment loss
(9,488
)
Currency translation adjustments
(806
)
Balance, December 31, 2015
48,032

SemGas impairment loss
(13,052
)
Currency translation adjustments
(750
)
Balance, December 31, 2016
$
34,230

Goodwill relates to the following segments (in thousands):
 
December 31,
 
2016
 
2015
Crude Transportation
$
26,628

 
$
26,628

SemGas

 
13,052

SemMexico
7,602

 
8,352

Total Goodwill
$
34,230

 
$
48,032

Changes in other intangible asset balances during the period from December 31, 2013 to December 31, 2016 are shown below (in thousands):
Balance, December 31, 2013
$
174,838

Amortization
(15,875
)
Crude oil trucking asset acquisition (Note 6)
17,010

MMGS purchase price allocation adjustment
(2,313
)
Barcas purchase price allocation adjustment
(50
)
Currency translation adjustments
(545
)
Balance, December 31, 2014
173,065

Amortization
(10,334
)
Currency translation adjustments
(508
)
Balance, December 31, 2015
162,223

Amortization
(10,928
)
Currency translation adjustments
(317
)
Balance, December 31, 2016
$
150,978

The gross carrying amount and accumulated amortization of intangible assets are shown below (in thousands):
 
December 31, 2016
 
December 31, 2015
 
Gross Carrying Amount
 
Accumulated Amortization
 
Net Carrying Amount
 
Gross Carrying Amount
 
Accumulated Amortization
 
Net Carrying Amount
Customer Relationships
$
187,114

 
$
(36,601
)
 
$
150,513

 
$
188,304

 
$
(26,975
)
 
$
161,329

Trade Names
421

 
(366
)
 
55

 
493

 
(378
)
 
115

Unpatented Technology
2,461

 
(2,051
)
 
410

 
2,941

 
(2,162
)
 
779

Total other intangible assets
$
189,996

 
$
(39,018
)
 
$
150,978

 
$
191,738

 
$
(29,515
)
 
$
162,223

We estimate that future amortization of other intangible assets will be as follows (in thousands):
For the year ending:
 
December 31, 2017
$
11,011

December 31, 2018
10,918

December 31, 2019
10,316

December 31, 2020
9,649

December 31, 2021
9,483

Thereafter
99,601

Total estimated amortization expense
$
150,978

Financial Instruments and Concentrations of Risk (Tables)
The table below summarizes the balances of commodity derivative assets and liabilities at December 31, 2016 and 2015 (in thousands):
 
December 31, 2016
 
December 31, 2015
Derivatives subject to netting arrangements:
Level 1
 
Netting(1)
 
Total
 
Level 1
 
Netting(1)
 
Total
Commodity derivatives:
 
 
 
 
 
 
 
 
 
 
 
Assets
$
68

 
$
(68
)
 
$

 
$
131

 
$
(131
)
 
$

Liabilities
$
1,396

 
$
(68
)
 
$
1,328

 
$
470

 
$
(131
)
 
$
339

(1)
Relates primarily to exchange traded futures. Gain and loss positions on multiple contracts are settled net on a daily basis with the exchange.
The following table sets forth the notional quantities for derivative instruments entered into (in thousands of barrels):
 
Year Ended December 31,
 
2016
 
2015
 
2014
Sales
33,694

 
23,228

 
6,773

Purchases
33,819

 
22,946

 
6,477

We have recorded the fair value of our commodity derivative instruments on our consolidated balance sheets in "other current assets" and "other current liabilities" in the following amounts (in thousands):
December 31, 2016
 
December 31, 2015
Other Current Assets
 
Other Current Liabilities
 
Other Current Assets
 
Other Current Liabilities
$

 
$
1,328

 
$

 
$
339

 
Realized and unrealized gains (losses) from our commodity derivatives were recorded to product revenue in the following amounts (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
Realized and unrealized gain (loss)
$
(4,485
)
 
$
8,146

 
$
19,305

The following table summarizes the assets and liabilities (excluding affiliate balances) at December 31, 2016 of our subsidiaries outside the United States (in thousands):
 
Canada
 
United
Kingdom
 
Mexico
 
Total
Cash and cash equivalents
$
44,180

 
$
5,234

 
$
9,858

 
$
59,272

Other current assets
42,390

 
2,055

 
26,214

 
70,659

Noncurrent assets
300,399

 
128,098

 
39,368

 
467,865

Total assets
$
386,969

 
$
135,387

 
$
75,440

 
$
597,796

 
 
 
 
 
 
 
 
Current liabilities
$
33,228

 
$
4,630

 
$
16,088

 
$
53,946

Noncurrent liabilities
57,907

 
12,368

 
1,034

 
71,309

Total liabilities
91,135

 
16,998

 
17,122

 
125,255

Net assets
$
295,834

 
$
118,389

 
$
58,318

 
$
472,541

Income Taxes (Tables)
Our consolidated income from continuing operations before income taxes was generated in the following jurisdictions (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
U.S.
$
(766
)
 
$
46,728

 
$
39,231

Foreign
25,297

 
29,618

 
59,340

Consolidated
$
24,531

 
$
76,346

 
$
98,571

The following table summarizes income tax provision (benefit) from continuing operations by jurisdiction (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
Current income tax provision:
 
 
 
 
 
Foreign
$
2,821

 
$
4,301

 
$
10,430

U.S. federal

 

 
(195
)
U.S. state

 
32

 
132

 
2,821

 
4,333

 
10,367

Deferred income tax provision (benefit):
 
 
 
 
 
Foreign
4,071

 
4,747

 
2,024

U.S. federal
5,142

 
21,865

 
30,074

U.S. state
(766
)
 
2,585

 
4,048

 
8,447

 
29,197

 
36,146

Provision (benefit) for income taxes
$
11,268

 
$
33,530

 
$
46,513

The following table reconciles income tax provision at the U.S. federal statutory rate to the consolidated provision (benefit) for income taxes (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
Income from continuing operations before income taxes
$
24,531

 
$
76,346

 
$
98,571

U.S. federal statutory rate
35
%
 
35
%
 
35
%
Provision at statutory rate
8,586

 
26,721

 
34,500

State income taxes—net of federal benefit
(498
)
 
1,701

 
3,197

Effect of rates other than statutory
(1,966
)
 
(2,306
)
 
(1,925
)
Effect of U.S. taxation on foreign branches
8,854

 
10,366

 
20,769

Foreign tax adjustment, prior years

 
7

 
(3,669
)
Warrants

 

 
4,698

Noncontrolling interest
(3,908
)
 
(4,373
)
 
(7,986
)
Foreign tax credit and offset to branch deferreds
(6,026
)
 
(1,740
)
 
6,851

Impact of valuation allowance on deferred tax assets
6,026

 
1,740

 
(7,331
)
Foreign net gain on subsidiary dissolution and debt waivers

 

 
(13,620
)
Foreign withholding taxes
18

 
6

 
5,054

Other, net
182

 
1,408

 
5,975

Provision (benefit) for income taxes
$
11,268

 
$
33,530

 
$
46,513

Significant components of deferred tax assets and liabilities are as follows at December 31, 2016 and 2015 (in thousands):
 
December 31,
 
2016
 
2015
Deferred tax assets:
 
 
 
Net operating loss and other credit carryforwards
$
58,129

 
$
55,100

Compensation and benefits
9,411

 
8,178

Inventories
231

 
213

Intangible assets
34,573

 
35,152

Pension plan
4,811

 
4,643

Allowance for doubtful accounts
971

 
1,552

Deferred revenue
4,451

 
4,619

Equity investment in partnerships
54,686

 

Foreign tax credit and offset to branch deferreds
110,052

 
104,026

Other
46,601

 
41,318

less: valuation allowance
(110,243
)
 
(104,509
)
Net deferred tax assets
213,673

 
150,292

Deferred tax liabilities:
 
 
 
Intangible assets
(4,709
)
 
(4,638
)
Prepaid expenses
(136
)
 
(142
)
Property, plant and equipment
(223,325
)
 
(219,247
)
Equity investment in partnerships

 
(85,385
)
Other
(4,411
)
 
(4,107
)
Total deferred tax liabilities
(232,581
)
 
(313,519
)
Net deferred tax liabilities
$
(18,908
)
 
$
(163,227
)
Long-Term Debt (Tables)
Our long-term debt consisted of the following (in thousands):
 
December 31,
2016
 
December 31,
2015
7.50% senior unsecured notes due 2021
$
300,000

 
$
300,000

Unamortized debt issuance costs on 2021 notes
(3,708
)
 
(4,540
)
7.50% senior unsecured notes due 2021, net
296,292

 
295,460

 
 
 
 
5.625% senior unsecured notes due 2022
400,000

 
400,000

Unamortized debt issuance costs on 2022 notes
(5,909
)
 
(6,975
)
5.625% senior unsecured notes due 2022, net
394,091

 
393,025

 
 
 
 
5.625% senior unsecured notes due 2023
350,000

 
350,000

Unamortized discount on 2023 notes
(4,894
)
 
(5,455
)
Unamortized debt issuance costs on 2023 notes
(4,596
)
 
(5,266
)
5.625% senior unsecured notes due 2023, net
340,510

 
339,279

 
 
 
 
SemGroup corporate revolving credit facility
20,000

 
30,000

SemMexico revolving credit facility

 

Capital leases
51

 
83

Total long-term debt, net
1,050,944

 
1,057,847

Less: current portion of long-term debt
26

 
31

Noncurrent portion of long-term debt, net
$
1,050,918

 
$
1,057,816

the Company may redeem the Notes, in whole or in part, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if redeemed during the twelve-month period beginning with each period as indicated below:
2021 Notes
From and after June 15, 2016
 
105.625%
From and after June 15, 2017
 
103.750%
From and after June 15, 2018
 
101.875%
From and after June 15, 2019
 
100.000%

2022 Notes
Not redeemable before July 15, 2017
From and after July 15, 2017
 
104.219%
From and after July 15, 2018
 
102.813%
From and after July 15, 2019
 
101.406%
From and after July 15, 2020
 
100.000%
2023 Notes
Not redeemable before May 15, 2019
From and after May 15, 2019
 
102.813%
From and after May 15, 2020
 
101.406%
From and after May 15, 2021
 
100.000%
The following table summarizes the scheduled principal payments as of December 31, 2016 (in thousands). As described above, our debt agreements require accelerated principal payments under certain circumstances. As a result, principal payments may occur earlier than shown in the table below.
 
Notes
 
SemGroup
Facility
 
SemMexico
Facility
 
Capital
Leases
 
Total
For the year ended:
 
 
 
 
 
 
 
 
 
December 31, 2017
$

 
$

 
$

 
$
26

 
$
26

December 31, 2018

 

 

 
25

 
25

December 31, 2019

 

 

 

 

December 31, 2020

 

 

 

 

December 31, 2021
300,000

 
20,000

 

 

 
320,000

Thereafter
750,000

 

 

 

 
750,000

Total
$
1,050,000

 
$
20,000

 
$

 
$
51

 
$
1,070,051

Commitments and Contingencies (Tables)
At December 31, 2016, such commitments included the following (in thousands):
 
Volume
(barrels)
 
Value
Fixed price purchases
2,359

 
$
120,064

Fixed price sales
8,670

 
$
453,647

Floating price purchases
3,577

 
$
179,237

Floating price sales
13,573

 
$
738,245

The following table summarizes the changes in this liability from December 31, 2013 through December 31, 2016 (in thousands):
 
Balance, December 31, 2013
$
41,185

Accretion
4,807

Payments made
(514
)
Currency translation adjustments
(3,524
)
Balance, December 31, 2014
41,954

Accretion
4,748

Payments made
(511
)
Revaluation
(26,000
)
Currency translation adjustments
(4,245
)
Balance, December 31, 2015
15,946

Accretion
2,292

Payments made
(159
)
Currency translation adjustments
469

Balance, December 31, 2016
$
18,548

Future minimum payments required under operating leases that have initial or remaining non-cancellable lease terms in excess of one year at December 31, 2016, are as follows (in thousands): 
For year ending:
 
December 31, 2017
$
4,516

December 31, 2018
4,218

December 31, 2019
3,871

December 31, 2020
3,517

December 31, 2021
3,545

Thereafter
10,018

Total future minimum lease payments
$
29,685

At December 31, 2016, such commitments included the following (in thousands):
 
Volume
(barrels)
 
Value
Fixed price purchases
2,359

 
$
120,064

Fixed price sales
8,670

 
$
453,647

Floating price purchases
3,577

 
$
179,237

Floating price sales
13,573

 
$
738,245

The approximate amount of future obligation is as follows (in thousands):
For year ending:
 
December 31, 2017
$
11,938

December 31, 2018
10,060

December 31, 2019
9,121

December 31, 2020
8,451

December 31, 2021
6,841

Thereafter
9,099

Total expected future payments
$
55,510

Equity (Tables)
The par value of common stock reflected on the consolidated balance sheet at December 31, 2016 is summarized below:
 
Class A
 
Class B
Shares accounted for at December 31, 2013
42,504,656

 
28,235

Conversion of Class B shares
28,235

 
(28,235
)
Issuance of shares under employee and director compensation programs(1)
169,933

 

Shares issued under employee stock purchase plan
6,999

 

Shares issued upon exercise of warrants
904,231

 

Shares accounted for at December 31, 2014
43,614,054

 

Issuance of shares under employee and director compensation programs(1)
184,803

 

Shares issued under employee stock purchase plan
24,882

 

Shares accounted for at December 31, 2015
43,823,739

 

Issuance of common shares in public offering
8,625,000

 

Shares issued for Merger
13,140,020

 

Issuance of shares under employee and director compensation programs(1)
170,772

 

Shares issued under employee stock purchase plan
46,836

 

Shares accounted for at December 31, 2016(2)
65,806,367

 

(1) Of these vested shares, recipients sold back to the Company 46,941, 62,291 and 11,120 shares during the years ended December 31, 2016, 2015 and 2014, respectively, to satisfy tax withholding obligations. These repurchased shares are being recognized at cost as treasury stock on the consolidated balance sheet.
(2) In addition to the shares in the table above, there are shares of unvested restricted stock outstanding which are considered legally issued and outstanding and have been included in the number of shares presented on the consolidated balance sheets. The par value of unvested restricted stock has not yet been reflected in common stock on the consolidated balance sheet, as these shares have not yet vested and could be forfeited. There are also shares of restricted stock that were returned to treasury upon forfeiture. The par value of these shares is not reflected in the consolidated balance sheet, as no accounting recognition is given to forfeited shares.
The following table sets forth the quarterly dividends per share declared and paid to shareholders for the periods indicated:
Quarter Ending
 
Dividend Per Share
 
Date of Record
 
Date Paid
March 31, 2014
 
$
0.22

 
March 10, 2014
 
March 20, 2014
June 30, 2014
 
$
0.24

 
May 19, 2014
 
May 29, 2014
September 30, 2014
 
$
0.27

 
August 18, 2014
 
August 28, 2014
December 31, 2014
 
$
0.30

 
November 17, 2014
 
November 28, 2014
 
 
 
 
 
 
 
March 31, 2015
 
$
0.34

 
March 9, 2015
 
March 20, 2015
June 30, 2015
 
$
0.38

 
May 18, 2015
 
May 29, 2015
September 30, 2015
 
$
0.42

 
August 17, 2015
 
August 25, 2015
December 31, 2015
 
$
0.45

 
November 16, 2015
 
November 24, 2015
 
 
 
 
 
 
 
March 31, 2016
 
$
0.45

 
March 7, 2016
 
March 17, 2016
June 30, 2016
 
$
0.45

 
May 16, 2016
 
May 26, 2016
September 30, 2016
 
$
0.45

 
August 15, 2016
 
August 25, 2016
December 31, 2016
 
$
0.45

 
November 18, 2016
 
November 28, 2016
 
 
 
 
 
 
 
March 31, 2017
 
$
0.45

 
March 7, 2017
 
March 17, 2017
Earnings Per Share (Tables)
Schedule of Earnings Per Share, Basic, by Common Class, Including Two Class Method [Table Text Block]
The following summarizes the calculation of basic earnings per share for the years ended December 31, 2016, 2015 and 2014 (in thousands, except per share amounts):
 
Year Ended December 31, 2016
 
Continuing
Operations
 
Discontinued
Operations
 
Net
Income
$
13,263

 
$
(1
)
 
$
13,262

less: Income attributable to noncontrolling interest
11,167

 

 
11,167

Income attributable to SemGroup
$
2,096

 
$
(1
)
 
$
2,095

Weighted average common stock outstanding
51,889

 
51,889

 
51,889

Basic earnings per share
$
0.04

 
$
0.00

 
$
0.04

 
 
 
 
 
 
 
Year Ended December 31, 2015
 
Continuing
Operations
 
Discontinued
Operations
 
Net
Income
$
42,816

 
$
(4
)
 
$
42,812

less: Income attributable to noncontrolling interest
12,492

 

 
12,492

Income attributable to SemGroup
$
30,324

 
$
(4
)
 
$
30,320

Weighted average common stock outstanding
43,787

 
43,787

 
43,787

Basic earnings per share
$
0.69

 
$
0.00

 
$
0.69

 
 
 
 
 
 
 
Year Ended December 31, 2014
 
Continuing
Operations
 
Discontinued
Operations
 
Net
Income
$
52,058

 
$
(1
)
 
$
52,057

less: Income attributable to noncontrolling interest
22,817

 

 
22,817

Income attributable to SemGroup
$
29,241

 
$
(1
)
 
$
29,240

Weighted average common stock outstanding
42,665

 
42,665

 
42,665

Basic earnings per share
$
0.69

 
$
0.00

 
$
0.69

 
 
 
 
 
 
The following summarizes the calculation of diluted earnings per share for the years ended December 31, 2016, 2015 and 2014 (in thousands, except per share amounts):
 
Year Ended December 31, 2016
 
Continuing
Operations
 
Discontinued
Operations
 
Net
Income
$
13,263

 
$
(1
)
 
$
13,262

less: Income attributable to noncontrolling interest
11,167

 

 
11,167

Income attributable to SemGroup
$
2,096

 
$
(1
)
 
$
2,095

Weighted average common stock outstanding
51,889

 
51,889

 
51,889

Effect of dilutive securities
392

 
392

 
392

Diluted weighted average common stock outstanding
52,281

 
52,281

 
52,281

Diluted earnings per share
$
0.04

 
$
0.00

 
$
0.04

 
 
 
 
 
 
 
Year Ended December 31, 2015
 
Continuing
Operations
 
Discontinued
Operations
 
Net
Income
$
42,816

 
$
(4
)
 
$
42,812

less: Income attributable to noncontrolling interest
12,492

 

 
12,492

Income attributable to SemGroup
$
30,324

 
$
(4
)
 
$
30,320

Weighted average common stock outstanding
43,787

 
43,787

 
43,787

Effect of dilutive securities
183

 
183

 
183

Diluted weighted average common stock outstanding
43,970

 
43,970

 
43,970

Diluted earnings per share
$
0.69

 
$
0.00

 
$
0.69

 
 
 
 
 
 
 
Year Ended December 31, 2014
 
Continuing
Operations
 
Discontinued
Operations
 
Net
Income
$
52,058

 
$
(1
)
 
$
52,057

less: Income attributable to noncontrolling interest
22,817

 

 
22,817

Income attributable to SemGroup
$
29,241

 
$
(1
)
 
$
29,240

Weighted average common stock outstanding
42,665

 
42,665

 
42,665

Effect of dilutive securities
302

 
302

 
302

Diluted weighted average common stock outstanding
42,967

 
42,967

 
42,967

Diluted earnings per share
$
0.68

 
$
0.00

 
$
0.68



Equity-Based Compensation (Tables)
The activity related to these awards during the period from December 31, 2013 to December 31, 2016 is summarized below:
 
Unvested
Shares
 
Average
Grant Date
Fair Value
 
Aggregate Fair Value of Shares (in thousands)
Outstanding at December 31, 2013
530,603

 
$
36.80

 
 
Awards granted - 2014
207,786

 
$
77.14

 


Awards vested - 2014
(169,340
)
 
$
33.07

 
$
5,600

Awards forfeited - 2014
(119,130
)
 
$
42.16

 
 
Outstanding at December 31, 2014
449,919

 
$
70.69

 
 
Awards granted - 2015
151,789

 
$
77.93

 


Awards vested - 2015
(181,906
)
 
$
35.18

 
$
6,399

Awards forfeited - 2015
(8,494
)
 
$
42.05

 
 
Outstanding at December 31, 2015
411,308

 
$
75.25

 
 
Awards granted - 2016
702,309

 
$
19.18

 
 
Awards vested - 2016
(168,096
)
 
$
20.38

 
$
3,426

Awards forfeited - 2016
(34,255
)
 
$
42.42

 
 
Outstanding at December 31, 2016
911,266

 
$
31.09

 
 

The following table sets forth the assumptions used in the valuations of these awards granted in 2016, 2015 and 2014:
 
2016
 
2015
 
2014
Volatility
51.9%
 
26.8%
 
29.3%
Risk-free interest rate
0.98%
 
1.06%
 
0.66%
The activity related to these awards is summarized below:
 
Unvested Units
 
Average Grant Date Fair Value
 
Aggregate Fair Value of Units (in thousands)
Outstanding at December 31, 2013
82,948

 
$
28.59

 
 
Awards granted - 2014
46,536

 
$
41.35

 
 
Awards vested - 2014
(5,712
)
 
$
35.87

 
$
205

Awards forfeited - 2014
(21,432
)
 
$
29.82

 
 
Outstanding at December 31, 2014
102,340

 
$
33.79

 
 
Awards granted - 2015
36,527

 
$
39.03

 
 
Awards vested - 2015
(38,366
)
 
$
27.54

 
$
1,057

Awards forfeited - 2015
(310
)
 
$
42.80

 
 
Outstanding at December 31, 2015
100,191

 
$
38.70

 
 
Awards granted - 2016
117,204

 
$
9.62

 
 
Awards vested - 2016
(57,458
)
 
$
11.58

 
$
665

Awards forfeited - 2016
(1,846
)
 
$
26.55

 
 
Awards converted to SemGroup awards
(158,091
)
 
$
19.57

 
 
Outstanding at December 31, 2016

 
$

 
 
Employee Benefit Plans (Tables)
Projected benefit obligations and plan assets of the pension plans
The table below summarizes the balances of the projected benefit obligation and fair value of the plan assets at December 31, 2016 and 2015 (in thousands):
 
December 31,
 
2016
 
2015
Projected benefit obligation
$
25,675

 
$
23,865

Fair value of plan assets
22,961

 
22,204

Funded status:
$
(2,714
)
 
$
(1,661
)
Accumulated Other Comprehensive Income (Loss) (Tables)
Components of accumulated other comprehensive income (loss)
The following table presents changes in the components of accumulated other comprehensive loss (in thousands):
 
Currency
Translation
 
Employee
Benefit
Plans
 
Total
Balance, December 31, 2013
$
(4,508
)
 
$
1,654

 
$
(2,854
)
Currency translation adjustment, net of income tax benefit of $11,102
(20,551
)
 

 
(20,551
)
Changes related to benefit plans, net of income tax benefit of $1,245

 
(3,736
)
 
(3,736
)
Balance, December 31, 2014
(25,059
)
 
(2,082
)
 
(27,141
)
Currency translation adjustment, net of income tax benefit of $19,593
(32,142
)
 

 
(32,142
)
Changes related to benefit plans, net of income tax expense of $240

 
721

 
721

Balance, December 31, 2015
(57,201
)
 
(1,361
)
 
(58,562
)
Currency translation adjustment, net of income tax benefit of $8,672
(14,224
)
 

 
(14,224
)
Changes related to benefit plans, net of income tax benefit of $417

 
(1,128
)
 
(1,128
)
Balance, December 31, 2016
$
(71,425
)
 
$
(2,489
)
 
$
(73,914
)
Supplemental Cash Flow Information (Tables)
Schedule of Changes in Operating Assets and Liabilities
The following table summarizes the changes in the components of operating assets and liabilities, net of the effects of acquisitions (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
Decrease (increase) in restricted cash
$
(1
)
 
$
6,764

 
$
(2,045
)
Decrease (increase) in accounts receivable
(90,810
)
 
9,051

 
(32,602
)
Decrease (increase) in receivable from affiliates
(19,541
)
 
10,905

 
50,454

Decrease (increase) in inventories
(30,686
)
 
(31,043
)
 
(6,243
)
Decrease (increase) in margin deposits
(711
)
 
(2,109
)
 
28

Decrease (increase) in other current assets
356

 
(413
)
 
(614
)
Decrease (increase) in other assets
(297
)
 
4,015

 
2

Increase (decrease) in accounts payable and accrued liabilities
94,687

 
2,513

 
11,461

Increase (decrease) in payable to affiliates
21,475

 
(8,427
)
 
(48,819
)
Increase (decrease) in payables to pre-petition creditors

 
(3,837
)
 
(54
)
Increase (decrease) in other noncurrent liabilities
2,573

 
(2,625
)
 
5,067

 
$
(22,955
)
 
$
(15,206
)
 
$
(23,365
)
Quarterly Financial Data (Tables)
Summarized Information on the Consolidated Results of Operations
Summarized information on our consolidated results of operations for the quarters during the year ended December 31, 2016 is shown below (in thousands, except per share amounts):
 
 
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
 
Total
Total revenues
$
314,851

 
$
287,377

 
$
327,764

 
$
402,172

 
$
1,332,164

Loss on disposal or impairment, net
13,307

 
1,685

 
1,018

 
38

 
16,048

Other operating costs and expenses
292,250

 
277,379

 
316,644

 
381,969

 
1,268,242

Total expenses
305,557

 
279,064

 
317,662

 
382,007

 
1,284,290

Earnings from equity method investments
23,071

 
17,078

 
15,845

 
17,763

 
73,757

Loss on issuance of common units by equity method investee
(41
)
 

 

 

 
(41
)
Operating income
32,324

 
25,391

 
25,947

 
37,928

 
121,590

Other expenses, net
58,622

 
9,944

 
18,684

 
9,809

 
97,059

Income (loss) from continuing operations before income taxes
(26,298
)
 
15,447

 
7,263

 
28,119

 
24,531

Income tax expense (benefit)
(21,407
)
 
4,658

 
11,898

 
16,119

 
11,268

Income (loss) from continuing operations
(4,891
)
 
10,789

 
(4,635
)
 
12,000

 
13,263

Income (loss) from discontinued operations, net of income taxes
(2
)
 
(2
)
 
3

 

 
(1
)
Net income (loss)
(4,893
)
 
10,787

 
(4,632
)
 
12,000

 
13,262

Less: net income attributable to noncontrolling interests
9,020

 
1,922

 
225

 

 
11,167

Net income (loss) attributable to SemGroup
$
(13,913
)
 
$
8,865

 
$
(4,857
)
 
$
12,000

 
$
2,095

Earnings (loss) per share—basic
$
(0.32
)
 
$
0.20

 
$
(0.09
)
 
$
0.18

 
$
0.04

Earnings (loss) per share—diluted
$
(0.32
)
 
$
0.19

 
$
(0.09
)
 
$
0.18

 
$
0.04

Summarized information on our consolidated results of operations for the quarters during the year ended December 31, 2015 is shown below (in thousands, except per share amounts):

 
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
 
Total
Total revenues
$
298,310

 
$
377,226

 
$
397,065

 
$
382,493

 
$
1,455,094

Loss (gain) on disposal or impairment, net
1,058

 
1,372

 
(951
)
 
9,993

 
11,472

Other operating costs and expenses
301,206

 
352,549

 
376,973

 
371,512

 
1,402,240

Total expenses
302,264

 
353,921

 
376,022

 
381,505

 
1,413,712

Earnings from equity method investments
20,559

 
23,903

 
16,237

 
20,687

 
81,386

Gain on issuance of common units by equity method investee

 
5,897

 
136

 
352

 
6,385

Operating income
16,605

 
53,105

 
37,416

 
22,027

 
129,153

Other expenses, net
6,087

 
9,809

 
17,829

 
19,082

 
52,807

Income from continuing operations before income taxes
10,518

 
43,296

 
19,587

 
2,945

 
76,346

Income tax expense
4,742

 
14,861

 
10,006

 
3,921

 
33,530

Income (loss) from continuing operations
5,776

 
28,435

 
9,581

 
(976
)
 
42,816

Loss from discontinued operations, net of income taxes

 
(2
)
 
(1
)
 
(1
)
 
(4
)
Net income (loss)
5,776

 
28,433

 
9,580

 
(977
)
 
42,812

Less: net income (loss) attributable to noncontrolling interests
4,310

 
5,136

 
4,707

 
(1,661
)
 
12,492

Net income attributable to SemGroup
$
1,466

 
$
23,297

 
$
4,873

 
$
684

 
$
30,320

Earnings per share—basic
$
0.03

 
$
0.53

 
$
0.11

 
$
0.02

 
$
0.69

Earnings per share—diluted
$
0.03

 
$
0.53

 
$
0.11

 
$
0.02

 
$
0.69

Related Party Transactions (Tables)
Related Party Transactions
During the years ended December 31, 2016, 2015 and 2014, we generated the following transactions with related parties (in thousands):
 
Year Ended December 31,
 
2016
 
2015
 
2014
NGL Energy
 
 
 
 
 
   Revenues
$
61,639

 
$
157,732

 
$
456,987

   Purchases
$
57,739

 
$
138,095

 
$
437,015

   Reimbursements from NGL Energy for services
$

 
$
56

 
$
168

 
 
 
 
 
 
White Cliffs
 
 
 
 
 
   Crude oil revenues
$
4,973

 
$

 
$

   Storage revenues
$
4,350

 
$
4,300

 
$
2,888

   Transportation fees
$
10,797

 
$
5,253

 
$
3,972

   Management fees
$
494

 
$
471

 
$
449

   Crude oil purchases
$
4,758

 
$

 
$

 
 
 
 
 
 
Glass Mountain
 
 
 
 
 
   Transportation fees
$
7,479

 
$
2,997

 
$
845

   Management fees
$
793

 
$
770

 
$
727

   Crude oil purchases
$
385

 
$
2,087

 
$

Condensed Consolidating Guarantor Financial Statements (Tables)
Condensed Consolidating Guarantor Balance Sheets
 
 
December 31, 2016
 
 
Parent
 
Guarantors
 
Non-guarantors
 
Consolidating Adjustments
 
Consolidated
ASSETS
 
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$
19,002

 
$

 
$
59,796

 
$
(4,582
)
 
$
74,216

Accounts receivable
 

 
361,160

 
57,179

 

 
418,339

Receivable from affiliates
 
27

 
25,244

 
184

 

 
25,455

Inventories
 

 
89,638

 
9,596

 

 
99,234

Other current assets
 
8,986

 
5,760

 
3,887

 
(3
)
 
18,630

Total current assets
 
28,015

 
481,802

 
130,642

 
(4,585
)
 
635,874

Property, plant and equipment
 
5,621

 
970,079

 
786,372

 

 
1,762,072

Equity method investments
 
2,454,118

 
940,696

 

 
(2,960,525
)
 
434,289

Goodwill
 

 
26,628

 
7,602

 

 
34,230

Other intangible assets
 
15

 
149,669

 
1,294

 

 
150,978

Other noncurrent assets, net
 
54,155

 
2,080

 
1,294

 

 
57,529

Total assets
 
$
2,541,924

 
$
2,570,954

 
$
927,204

 
$
(2,965,110
)
 
$
3,074,972

LIABILITIES AND OWNERS’ EQUITY
 
 
 
 
 
 
 
 
 


Current liabilities:
 
 
 
 
 
 
 
 
 


Accounts payable
 
$
674

 
$
348,297

 
$
18,336

 
$

 
$
367,307

Payable to affiliates
 

 
26,508

 

 

 
26,508

Accrued liabilities
 
25,078

 
23,423

 
32,603

 

 
81,104

Other current liabilities
 
889

 
5,108

 
7,439

 

 
13,436

Total current liabilities
 
26,641

 
403,336

 
58,378

 

 
488,355

Long-term debt
 
1,050,893

 
6,142

 
16,500

 
(22,617
)
 
1,050,918

Deferred income taxes
 
16,119

 

 
48,382

 

 
64,501

Other noncurrent liabilities
 
2,306

 

 
22,927

 

 
25,233

Commitments and contingencies
 


 


 


 


 


Owners’ equity excluding noncontrolling interests in consolidated subsidiaries
 
1,445,965

 
2,161,476

 
781,017

 
(2,942,493
)
 
1,445,965

Total owners’ equity
 
1,445,965

 
2,161,476

 
781,017

 
(2,942,493
)
 
1,445,965

Total liabilities and owners’ equity
 
$
2,541,924

 
$
2,570,954

 
$
927,204

 
$
(2,965,110
)
 
$
3,074,972

 
 
December 31, 2015
 
 
Parent
 
Guarantors
 
Non-guarantors
 
Consolidating Adjustments
 
Consolidated
ASSETS
 
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$
4,559

 
$
9,058

 
$
46,043

 
$
(1,564
)
 
$
58,096

Accounts receivable
 
640

 
260,621

 
65,452

 

 
326,713

Receivable from affiliates
 
1,616

 
7,063

 
5,430

 
(8,195
)
 
5,914

Inventories
 

 
59,073

 
11,166

 

 
70,239

Other current assets
 
8,477

 
5,243

 
5,699

 

 
19,419

Total current assets
 
15,292

 
341,058

 
133,790

 
(9,759
)
 
480,381

Property, plant and equipment
 
4,335

 
978,224

 
584,262

 

 
1,566,821

Equity method investments
 
1,546,853

 
770,742

 

 
(1,766,517
)
 
551,078

Goodwill
 

 
39,680

 
8,352

 

 
48,032

Other intangible assets
 
20

 
159,750

 
2,453

 

 
162,223

Other noncurrent assets, net
 
39,358

 
4,775

 
1,241

 

 
45,374

Total assets
 
$
1,605,858

 
$
2,294,229

 
$
730,098

 
$
(1,776,276
)
 
$
2,853,909

LIABILITIES AND OWNERS’ EQUITY
 
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
 
Accounts payable
 
$
734

 
$
254,785

 
$
18,147

 
$

 
$
273,666

Payable to affiliates
 
78

 
13,151

 

 
(8,196
)
 
5,033

Accrued liabilities
 
5,551

 
33,199

 
46,293

 
4

 
85,047

Other current liabilities
 
569

 
4,246

 
8,466

 

 
13,281

Total current liabilities
 
6,932

 
305,381

 
72,906

 
(8,192
)
 
377,027

Long-term debt
 
325,460

 
739,696

 
16,500

 
(23,840
)
 
1,057,816

Deferred income taxes
 
155,411

 

 
45,542

 

 
200,953

Other noncurrent liabilities
 
2,528

 

 
19,229

 

 
21,757

Commitments and contingencies
 


 


 


 


 


Owners’ equity excluding noncontrolling interests in consolidated subsidiaries
 
1,115,527

 
1,168,323

 
575,921

 
(1,744,244
)
 
1,115,527

Noncontrolling interests in consolidated subsidiaries
 

 
80,829

 

 

 
80,829

Total owners’ equity
 
1,115,527

 
1,249,152

 
575,921

 
(1,744,244
)
 
1,196,356

Total liabilities and owners’ equity
 
$
1,605,858

 
$
2,294,229

 
$
730,098

 
$
(1,776,276
)
 
$
2,853,909

Condensed Consolidating Guarantor Statements of Operations
 
 
Year Ended December 31, 2016
 
 
Parent
 
Guarantors
 
Non-guarantors
 
Consolidating Adjustments
 
Consolidated
Revenues:
 
 
 
 
 
 
 
 
 
 
Product
 
$

 
$
872,961

 
$
136,448

 
$

 
$
1,009,409

Service
 

 
162,460

 
102,570

 

 
265,030

Other
 

 

 
57,725

 

 
57,725

Total revenues
 

 
1,035,421


296,743




1,332,164

Expenses:
 
 
 
 
 
 
 
 
 

Costs of products sold, exclusive of depreciation and amortization shown below
 

 
761,971

 
111,460

 

 
873,431

Operating
 

 
115,431

 
96,668

 

 
212,099

General and administrative
 
22,349

 
31,196

 
30,363

 

 
83,908

Depreciation and amortization
 
1,647

 
68,669

 
28,488

 

 
98,804

Loss (gain) on disposal or impairment, net
 

 
16,115

 
(67
)
 

 
16,048

Total expenses
 
23,996

 
993,382


266,912




1,284,290

Earnings from equity method investments
 
56,815

 
81,366

 

 
(64,424
)
 
73,757

Loss on issuance of common units by equity method investee
 
(41
)
 

 

 

 
(41
)
Operating income
 
32,778

 
123,405


29,831


(64,424
)

121,590

Other expenses (income):
 
 
 
 
 
 
 
 
 

Interest expense (income)
 
(4,002
)
 
72,277

 
(4,819
)
 
(806
)
 
62,650

Foreign currency transaction loss
 

 

 
4,759

 

 
4,759

Loss on sale or impairment of equity method investment, net
 
30,644

 

 

 

 
30,644

Other expense (income), net
 
(339
)
 
63

 
(1,524
)
 
806

 
(994
)
Total other expenses (income), net
 
26,303

 
72,340


(1,584
)



97,059

Income from continuing operations before income taxes
 
6,475

 
51,065


31,415


(64,424
)

24,531

Income tax expense
 
4,380

 

 
6,888

 

 
11,268

Income from continuing operations
 
2,095

 
51,065


24,527


(64,424
)

13,263

Loss from discontinued operations, net of income taxes
 

 

 
(1
)
 

 
(1
)
Net income
 
2,095

 
51,065


24,526


(64,424
)

13,262

Less: net income attributable to noncontrolling interests
 

 
11,167

 

 

 
11,167

Net income attributable to SemGroup
 
$
2,095

 
$
39,898


$
24,526


$
(64,424
)

$
2,095

Net income
 
$
2,095

 
$
51,065


$
24,526


$
(64,424
)

$
13,262

Other comprehensive income (loss), net of income taxes
 
7,360

 
1,223

 
(23,935
)
 

 
(15,352
)
Comprehensive income (loss)
 
9,455

 
52,288


591


(64,424
)

(2,090
)
Less: comprehensive income attributable to noncontrolling interests
 


11,167





 
11,167

Comprehensive income (loss) attributable to SemGroup
 
$
9,455

 
$
41,121


$
591


$
(64,424
)

$
(13,257
)
 
 
Year Ended December 31, 2015
 
 
Parent
 
Guarantors
 
Non-guarantors
 
Consolidating Adjustments
 
Consolidated
Revenues:
 
 
 
 
 
 
 
 
 
 
Product
 
$

 
$
900,303

 
$
218,583

 
$

 
$
1,118,886

Service
 

 
188,429

 
71,113

 

 
259,542

Other
 

 

 
76,666

 

 
76,666

Total revenues
 

 
1,088,732

 
366,362

 

 
1,455,094

Expenses:
 
 
 
 
 
 
 
 
 

Costs of products sold, exclusive of depreciation and amortization shown below
 

 
808,776

 
170,773

 

 
979,549

Operating
 

 
117,541

 
106,902

 

 
224,443

General and administrative
 
29,914

 
31,021

 
36,431

 

 
97,366

Depreciation and amortization
 
1,522

 
73,393

 
25,967

 

 
100,882

Loss on disposal or impairment, net
 

 
10,399

 
1,073

 

 
11,472

Total expenses
 
31,436

 
1,041,130

 
341,146

 

 
1,413,712

Earnings from equity method investments
 
65,512

 
86,518

 

 
(70,644
)
 
81,386

Gain on issuance of common units by equity method investee
 
6,385

 

 

 

 
6,385

Operating income
 
40,461

 
134,120

 
25,216

 
(70,644
)
 
129,153

Other expenses (income):
 
 
 
 
 
 
 
 
 

Interest expense (income)
 
2,230

 
69,664

 
(262
)
 
(1,957
)
 
69,675

Foreign currency transaction gain
 
(5
)
 

 
(1,062
)
 

 
(1,067
)
Gain on sale of equity method investment
 
(14,517
)
 

 

 

 
(14,517
)
Other income, net
 
(2,048
)
 
(38
)
 
(1,155
)
 
1,957

 
(1,284
)
Total other expenses (income), net
 
(14,340
)
 
69,626

 
(2,479
)
 

 
52,807

Income from continuing operations before income taxes
 
54,801

 
64,494

 
27,695

 
(70,644
)
 
76,346

Income tax expense
 
24,482

 

 
9,048

 

 
33,530

Income from continuing operations
 
30,319

 
64,494

 
18,647

 
(70,644
)
 
42,816

Loss from discontinued operations, net of income taxes
 

 
(3
)
 
(1
)
 

 
(4
)
Net income
 
30,319

 
64,491

 
18,646

 
(70,644
)
 
42,812

Less: net income attributable to noncontrolling interests
 

 
12,492

 

 

 
12,492

Net income attributable to SemGroup
 
$
30,319

 
$
51,999

 
$
18,646

 
$
(70,644
)
 
$
30,320

Net income
 
$
30,319

 
$
64,491

 
$
18,646

 
$
(70,644
)
 
$
42,812

Other comprehensive income (loss), net of income taxes
 
17,420

 
430

 
(49,271
)
 

 
(31,421
)
Comprehensive income (loss)
 
47,739

 
64,921

 
(30,625
)
 
(70,644
)
 
11,391

Less: comprehensive income attributable to noncontrolling interests
 

 
12,492

 

 

 
12,492

Comprehensive income (loss) attributable to SemGroup
 
$
47,739

 
$
52,429

 
$
(30,625
)
 
$
(70,644
)
 
$
(1,101
)

 
 
Year Ended December 31, 2014
 
 
Parent
 
Guarantors
 
Non-guarantors
 
Consolidating Adjustments
 
Consolidated
Revenues:
 
 
 
 
 
 
 
 
 
 
Product
 
$

 
$
1,486,227

 
$
294,087

 
$

 
$
1,780,314

Service
 

 
160,620

 
72,619

 

 
233,239

Other
 

 

 
109,026

 

 
109,026

Total revenues
 

 
1,646,847

 
475,732

 

 
2,122,579

Expenses:
 
 
 
 
 
 
 
 
 
 
Costs of products sold, exclusive of depreciation and amortization shown below
 

 
1,377,661

 
245,697

 

 
1,623,358

Operating
 

 
112,063

 
134,550

 

 
246,613

General and administrative
 
22,394

 
29,579

 
35,872

 

 
87,845

Depreciation and amortization
 
1,678

 
65,749

 
30,970

 

 
98,397

Loss (gain) on disposal or impairment, net
 
5,945

 
55,017

 
(28,370
)
 

 
32,592

Total expenses
 
30,017

 
1,640,069

 
418,719

 

 
2,088,805

Earnings from equity method investments
 
48,760

 
98,760

 

 
(83,321
)
 
64,199

Gain on issuance of common units by equity method investee
 
29,020

 

 

 

 
29,020

Operating income
 
47,763


105,538


57,013


(83,321
)

126,993

Other expenses (income):
 
 
 
 
 
 
 
 
 
 
Interest expense
 
8,423

 
39,642

 
4,284

 
(3,305
)
 
49,044

Foreign currency transaction gain
 

 

 
(86
)
 

 
(86
)
Gain on sale of equity method investment
 
(34,211
)
 

 

 

 
(34,211
)
Other expense (income), net
 
10,119

 
479

 
(228
)
 
3,305

 
13,675

Total other expenses (income), net
 
(15,669
)
 
40,121

 
3,970

 

 
28,422

Income from continuing operations before income taxes
 
63,432

 
65,417

 
53,043

 
(83,321
)
 
98,571

Income tax expense
 
34,192

 

 
12,321

 

 
46,513

Income from continuing operations
 
29,240

 
65,417

 
40,722

 
(83,321
)
 
52,058

Loss from discontinued operations, net of income taxes
 

 

 
(1
)
 

 
(1
)
Net income
 
29,240

 
65,417

 
40,721

 
(83,321
)
 
52,057

Less: net income attributable to noncontrolling interests
 

 
22,817

 

 

 
22,817

Net income attributable to SemGroup
 
$
29,240

 
$
42,600

 
$
40,721

 
$
(83,321
)
 
$
29,240

Net income
 
$
29,240

 
$
65,417

 
$
40,721

 
$
(83,321
)
 
$
52,057

Other comprehensive income (loss), net of income taxes
 
5,159

 

 
(29,446
)
 

 
(24,287
)
Comprehensive income
 
34,399

 
65,417

 
11,275

 
(83,321
)
 
27,770

Less: comprehensive income attributable to noncontrolling interests
 

 
22,817

 

 

 
22,817

Comprehensive income attributable to SemGroup
 
$
34,399

 
$
42,600

 
$
11,275

 
$
(83,321
)
 
$
4,953

Condensed Consolidating Guarantor Statements of Cash Flows
 
 
Year Ended December 31, 2016
 
 
Parent
 
Guarantors
 
Non-guarantors
 
Consolidating Adjustments
 
Consolidated
Net cash provided by operating activities
 
$
84,460

 
$
79,054

 
$
65,282

 
$
(58,822
)
 
$
169,974

Cash flows from investing activities:
 
 
 
 
 
 
 
 
 
 
Capital expenditures
 
(2,928
)
 
(56,102
)
 
(253,426
)
 

 
(312,456
)
Proceeds from sale of long-lived assets
 

 
53

 
98

 

 
151

Contributions to equity method investments
 

 
(4,188
)
 

 

 
(4,188
)
Proceeds from sale of common units of equity method investee
 
60,483

 

 

 

 
60,483

Distributions from equity method investees in excess of equity in earnings
 

 
27,726

 

 

 
27,726

Net cash provided by (used in) investing activities
 
57,555

 
(32,511
)
 
(253,328
)
 

 
(228,284
)
Cash flows from financing activities:
 
 
 
 
 
 
 
 
 
 
Debt issuance costs
 
(7,728
)
 

 

 

 
(7,728
)
Borrowings on credit facilities
 
382,500

 

 

 

 
382,500

Principal payments on credit facilities and other obligations
 
(396,859
)
 
(31
)
 

 

 
(396,890
)
Distributions to noncontrolling interests
 

 
(32,133
)
 

 

 
(32,133
)
Proceeds from issuance of common shares, net of offering costs

 
223,025

 

 

 

 
223,025

Repurchase of common stock for payment of statutory taxes due on equity-based compensation
 
(965
)
 

 

 

 
(965
)
Dividends paid
 
(92,910
)
 

 

 

 
(92,910
)
Proceeds from issuance of common stock under employee stock purchase plan
 
1,010

 

 

 

 
1,010

Intercompany borrowings (advances), net
 
(235,645
)
 
(23,437
)
 
203,278

 
55,804

 

Net cash provided by (used in) financing activities
 
(127,572
)
 
(55,601
)
 
203,278

 
55,804

 
75,909

Effect of exchange rate changes on cash and cash equivalents
 

 

 
(1,479
)
 

 
(1,479
)
Change in cash and cash equivalents
 
14,443

 
(9,058
)
 
13,753

 
(3,018
)
 
16,120

Cash and cash equivalents at beginning of period
 
4,559

 
9,058

 
46,043

 
(1,564
)
 
58,096

Cash and cash equivalents at end of period
 
$
19,002

 
$

 
$
59,796

 
$
(4,582
)
 
$
74,216

 
 
Year Ended December 31, 2015
 
 
Parent
 
Guarantors
 
Non-guarantors
 
Consolidating Adjustments
 
Consolidated
Net cash provided by operating activities
 
$
37,259

 
$
122,838

 
$
58,845

 
$
(37,180
)
 
$
181,762

Cash flows from investing activities:
 
 
 
 
 
 
 
 
 
 
Capital expenditures
 
(1,740
)
 
(197,074
)
 
(280,716
)


 
(479,530
)
Proceeds from sale of long-lived assets
 

 
257

 
3,431

 

 
3,688

Contributions to equity method investments
 

 
(46,730
)
 

 

 
(46,730
)
Proceeds from sale of common units of equity method investee
 
56,318

 

 

 

 
56,318

Proceeds from the sale of interest in SemCrude Pipeline, L.L.C. to Rose Rock Midstream, L.P.
 
251,181

 

 

 
(251,181
)
 

Distributions from equity method investments in excess of equity in earnings
 
35,340

 
24,113

 

 
(35,340
)
 
24,113

Net cash provided by (used in) investing activities
 
341,099


(219,434
)
 
(277,285
)
 
(286,521
)
 
(442,141
)
Cash flows from financing activities:
 
 
 
 
 
 
 
 
 
 
Debt issuance costs
 
(601
)
 
(5,688
)
 

 

 
(6,289
)
Borrowings on credit facilities and issuance of senior unsecured notes
 
181,000

 
686,208

 

 

 
867,208

Principal payments on debt and other obligations
 
(186,000
)
 
(374,049
)
 

 

 
(560,049
)
Proceeds from issuance of Rose Rock Midstream, L.P. common units, net of offering costs
 

 
89,119

 

 

 
89,119

Distributions to noncontrolling interests
 

 
(40,410
)
 

 

 
(40,410
)
Repurchase of common stock
 
(4,261
)
 

 

 

 
(4,261
)
Dividends paid
 
(69,514
)
 

 

 

 
(69,514
)
Proceeds from issuance of common stock under employee stock purchase plan
 
1,223

 

 

 

 
1,223

Intercompany borrowings (advances), net
 
(304,900
)
 
(253,150
)
 
231,812

 
326,238

 

Net cash provided by (used in) financing activities
 
(383,053
)
 
102,030

 
231,812

 
326,238

 
277,027

Effect of exchange rate changes on cash and cash equivalents
 

 

 
850

 

 
850

Change in cash and cash equivalents
 
(4,695
)
 
5,434

 
14,222

 
2,537

 
17,498

Cash and cash equivalents at beginning of period
 
9,254

 
3,624

 
31,821

 
(4,101
)
 
40,598

Cash and cash equivalents at end of period
 
$
4,559

 
$
9,058

 
$
46,043

 
$
(1,564
)
 
$
58,096

 
 
Year Ended December 31, 2014
 
 
Parent
 
Guarantors
 
Non-guarantors
 
Consolidating Adjustments
 
Consolidated
Net cash provided by operating activities
 
$
27,393

 
$
151,834

 
$
23,281

 
$
(20,850
)
 
$
181,658

Cash flows from investing activities:
 
 
 
 
 
 
 
 
 
 
Capital expenditures
 
(1,672
)
 
(216,711
)
 
(52,123
)
 

 
(270,506
)
Proceeds from sale of long-lived assets
 

 
3,442

 
1,003

 

 
4,445

Contributions to equity method investments
 

 
(71,131
)
 

 

 
(71,131
)
Proceeds from the sale of interest in SemCrude Pipeline, L.L.C. to Rose Rock Midstream, L.P.
 
114,412

 

 

 
(114,412
)
 

Payments to acquire businesses
 

 
(44,508
)
 

 

 
(44,508
)
Proceeds from sale of common units of equity method investee
 
79,741

 

 

 

 
79,741

Distributions from equity method investments in excess of equity in earnings
 
1,843

 
11,734

 

 
(1,843
)
 
11,734

Net cash provided by (used in) investing activities
 
194,324

 
(317,174
)
 
(51,120
)
 
(116,255
)
 
(290,225
)
Cash flows from financing activities:
 
 
 
 
 
 
 
 
 
 
Debt issuance costs
 
(93
)
 
(8,593
)
 

 

 
(8,686
)
Borrowings on credit facilities and issuance of senior unsecured notes
 
405,500

 
844,415

 
4,329

 

 
1,254,244

Principal payments on credit facilities and other obligations
 
(440,500
)
 
(657,454
)
 
(4,318
)
 

 
(1,102,272
)
Distributions to noncontrolling interests
 

 
(28,494
)
 

 

 
(28,494
)
Proceeds from warrant exercises
 
1,451

 

 

 

 
1,451

Repurchase of common stock
 
(719
)
 

 

 

 
(719
)
Dividends paid
 
(44,206
)
 

 

 

 
(44,206
)
Proceeds from issuance of common stock under employee stock purchase plan
 
340

 

 

 

 
340

Excess tax benefit from equity-based awards
 
1,650

 

 

 

 
1,650

Intercompany borrowings (advances), net
 
(138,431
)
 
3,654

 
237

 
134,540

 

Net cash provided by (used in) financing activities
 
(215,008
)
 
153,528

 
248

 
134,540

 
73,308

Effect of exchange rate changes on cash and cash equivalents
 

 

 
(3,494
)
 

 
(3,494
)
Change in cash and cash equivalents
 
6,709

 
(11,812
)
 
(31,085
)
 
(2,565
)
 
(38,753
)
Cash and cash equivalents at beginning of period
 
2,545

 
15,436

 
62,906

 
(1,536
)
 
79,351

Cash and cash equivalents at end of period
 
$
9,254

 
$
3,624

 
$
31,821

 
$
(4,101
)
 
$
40,598

Overview (Details)
12 Months Ended
Dec. 31, 2016
pipeline
Crude Transportation [Member]
 
Schedule Of Overview [Line Items]
 
Number of Trucks
225 
Number of Trailers
235 
White Cliffs Pipeline, LLC [Member]
 
Schedule Of Overview [Line Items]
 
Equity method investment, ownership percentage
51.00% 
White Cliffs Pipeline, LLC [Member] |
Crude Transportation [Member]
 
Schedule Of Overview [Line Items]
 
Equity method investment, ownership percentage
51.00% 
Glass Mountain Pipeline LLC [Member]
 
Schedule Of Overview [Line Items]
 
Equity method investment, ownership percentage
50.00% 
Glass Mountain Pipeline LLC [Member] |
Crude Transportation [Member]
 
Schedule Of Overview [Line Items]
 
Equity method investment, ownership percentage
50.00% 
Ngl Energy Partners Lp [Member] |
General Partner [Member]
 
Schedule Of Overview [Line Items]
 
Equity method investment, ownership percentage
11.78% 
Gulf Coast [Member] |
Crude Transportation [Member]
 
Schedule Of Overview [Line Items]
 
Number of Pipelines
Consolidation And Basis Of Presentation (Details Textual) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Consolidation And Basis Of Presentation [Line Items]
 
 
Property, plant and equipment
$ 1,762,072 
$ 1,566,821 
SemCAMS [Member] |
Operating Segments [Member]
 
 
Consolidation And Basis Of Presentation [Line Items]
 
 
Property, plant and equipment
$ 299,300 
 
White Cliffs Pipeline, LLC [Member]
 
 
Consolidation And Basis Of Presentation [Line Items]
 
 
Equity method investment, ownership percentage
51.00% 
 
Glass Mountain Pipeline LLC [Member]
 
 
Consolidation And Basis Of Presentation [Line Items]
 
 
Equity method investment, ownership percentage
50.00% 
 
General Partner [Member] |
Ngl Energy Partners Lp [Member]
 
 
Consolidation And Basis Of Presentation [Line Items]
 
 
Equity method investment, ownership percentage
11.78% 
 
Summary of Significant Accounting Policies (Details)
12 Months Ended
Dec. 31, 2016
Pipelines and related facilities [Member] |
Minimum [Member]
 
Property, Plant and Equipment [Line Items]
 
Useful life property, plant and equipment (in years)
10 years 
Pipelines and related facilities [Member] |
Maximum [Member]
 
Property, Plant and Equipment [Line Items]
 
Useful life property, plant and equipment (in years)
31 years 
Storage and terminal facilities [Member] |
Minimum [Member]
 
Property, Plant and Equipment [Line Items]
 
Useful life property, plant and equipment (in years)
10 years 
Storage and terminal facilities [Member] |
Maximum [Member]
 
Property, Plant and Equipment [Line Items]
 
Useful life property, plant and equipment (in years)
25 years 
Natural gas gathering and processing facilities [Member] |
Minimum [Member]
 
Property, Plant and Equipment [Line Items]
 
Useful life property, plant and equipment (in years)
10 years 
Natural gas gathering and processing facilities [Member] |
Maximum [Member]
 
Property, Plant and Equipment [Line Items]
 
Useful life property, plant and equipment (in years)
31 years 
Trucking equipment [Member] |
Minimum [Member]
 
Property, Plant and Equipment [Line Items]
 
Useful life property, plant and equipment (in years)
3 years 
Trucking equipment [Member] |
Maximum [Member]
 
Property, Plant and Equipment [Line Items]
 
Useful life property, plant and equipment (in years)
7 years 
Office and other property and equipment [Member] |
Minimum [Member]
 
Property, Plant and Equipment [Line Items]
 
Useful life property, plant and equipment (in years)
3 years 
Office and other property and equipment [Member] |
Maximum [Member]
 
Property, Plant and Equipment [Line Items]
 
Useful life property, plant and equipment (in years)
31 years 
Summary of Significant Accounting Policies (Details Textual) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Country
Dec. 31, 2016
SemCAMS [Member]
Dec. 31, 2016
Minimum [Member]
SemCAMS [Member]
Dec. 31, 2016
Maximum [Member]
SemCAMS [Member]
Dec. 31, 2015
Accounting Standards Update 2015-03 [Member]
Other Current Assets [Member]
Dec. 31, 2015
Accounting Standards Update 2015-03 [Member]
Long-term Debt [Member]
Summary Of Significant Accounting Policies [Line Items]
 
 
 
 
 
 
Debt Issuance Costs, Net
 
 
 
 
$ (16,800)
$ 16,800 
Maintenance period
 
 
4 years 
5 years 
 
 
Number of countries in which segments operate
 
 
 
 
 
Percentage mark-up on pass-through of recoverable maintenance costs
 
10.00% 
 
 
 
 
Rose Rock Midstream, L.P. (Details 1) (Rose Rock Midstream L P [Member], USD $)
In Thousands, except Per Share data, unless otherwise specified
0 Months Ended
Feb. 14, 2014
Distribution of Q4 2013 earnings [Member]
May 15, 2014
Distribution of Q1 2014 earnings [Member]
Aug. 14, 2014
Distribution of Q2 2014 earnings [Member]
Nov. 14, 2014
Distribution of Q3 2014 earnings [Member]
Feb. 13, 2015
Distribution of Q4 2014 earnings [Member]
May 15, 2015
Distribution of Q1 2015 earnings [Member]
Aug. 14, 2015
Distribution of Q2 2015 earnings [Member]
Nov. 13, 2015
Distribution of Q3 2015 Earnings [Member]
Feb. 12, 2016
Distribution of Q4 2015 Earnings [Member]
May 13, 2016
Distribution of Q1 2016 Earnings [Member]
Aug. 12, 2016
Distribution of Q2 2016 Earnings [Member]
Feb. 14, 2014
Limited Partner [Member]
Noncontrolling Interest [Member]
Distribution of Q4 2013 earnings [Member]
Common Unit [Member]
May 15, 2014
Limited Partner [Member]
Noncontrolling Interest [Member]
Distribution of Q1 2014 earnings [Member]
Common Unit [Member]
Aug. 14, 2014
Limited Partner [Member]
Noncontrolling Interest [Member]
Distribution of Q2 2014 earnings [Member]
Common Unit [Member]
Nov. 14, 2014
Limited Partner [Member]
Noncontrolling Interest [Member]
Distribution of Q3 2014 earnings [Member]
Common Unit [Member]
Feb. 13, 2015
Limited Partner [Member]
Noncontrolling Interest [Member]
Distribution of Q4 2014 earnings [Member]
Common Unit [Member]
May 15, 2015
Limited Partner [Member]
Noncontrolling Interest [Member]
Distribution of Q1 2015 earnings [Member]
Common Unit [Member]
Aug. 14, 2015
Limited Partner [Member]
Noncontrolling Interest [Member]
Distribution of Q2 2015 earnings [Member]
Common Unit [Member]
Nov. 13, 2015
Limited Partner [Member]
Noncontrolling Interest [Member]
Distribution of Q3 2015 Earnings [Member]
Common Unit [Member]
Feb. 12, 2016
Limited Partner [Member]
Noncontrolling Interest [Member]
Distribution of Q4 2015 Earnings [Member]
Common Unit [Member]
May 13, 2016
Limited Partner [Member]
Noncontrolling Interest [Member]
Distribution of Q1 2016 Earnings [Member]
Common Unit [Member]
Aug. 12, 2016
Limited Partner [Member]
Noncontrolling Interest [Member]
Distribution of Q2 2016 Earnings [Member]
Common Unit [Member]
Feb. 14, 2014
Limited Partner [Member]
Parent [Member]
Distribution of Q4 2013 earnings [Member]
Common Unit [Member]
Feb. 14, 2014
Limited Partner [Member]
Parent [Member]
Distribution of Q4 2013 earnings [Member]
Subordinated Units [Member]
May 15, 2014
Limited Partner [Member]
Parent [Member]
Distribution of Q1 2014 earnings [Member]
Common Unit [Member]
May 15, 2014
Limited Partner [Member]
Parent [Member]
Distribution of Q1 2014 earnings [Member]
Subordinated Units [Member]
Aug. 14, 2014
Limited Partner [Member]
Parent [Member]
Distribution of Q2 2014 earnings [Member]
Common Unit [Member]
Aug. 14, 2014
Limited Partner [Member]
Parent [Member]
Distribution of Q2 2014 earnings [Member]
Subordinated Units [Member]
Nov. 14, 2014
Limited Partner [Member]
Parent [Member]
Distribution of Q3 2014 earnings [Member]
Common Unit [Member]
Nov. 14, 2014
Limited Partner [Member]
Parent [Member]
Distribution of Q3 2014 earnings [Member]
Subordinated Units [Member]
Feb. 13, 2015
Limited Partner [Member]
Parent [Member]
Distribution of Q4 2014 earnings [Member]
Common Unit [Member]
Feb. 13, 2015
Limited Partner [Member]
Parent [Member]
Distribution of Q4 2014 earnings [Member]
Subordinated Units [Member]
May 15, 2015
Limited Partner [Member]
Parent [Member]
Distribution of Q1 2015 earnings [Member]
Common Unit [Member]
May 15, 2015
Limited Partner [Member]
Parent [Member]
Distribution of Q1 2015 earnings [Member]
Subordinated Units [Member]
Aug. 14, 2015
Limited Partner [Member]
Parent [Member]
Distribution of Q2 2015 earnings [Member]
Common Unit [Member]
Aug. 14, 2015
Limited Partner [Member]
Parent [Member]
Distribution of Q2 2015 earnings [Member]
Subordinated Units [Member]
Nov. 13, 2015
Limited Partner [Member]
Parent [Member]
Distribution of Q3 2015 Earnings [Member]
Common Unit [Member]
Nov. 13, 2015
Limited Partner [Member]
Parent [Member]
Distribution of Q3 2015 Earnings [Member]
Subordinated Units [Member]
Feb. 12, 2016
Limited Partner [Member]
Parent [Member]
Distribution of Q4 2015 Earnings [Member]
Common Unit [Member]
Feb. 12, 2016
Limited Partner [Member]
Parent [Member]
Distribution of Q4 2015 Earnings [Member]
Subordinated Units [Member]
May 13, 2016
Limited Partner [Member]
Parent [Member]
Distribution of Q1 2016 Earnings [Member]
Common Unit [Member]
May 13, 2016
Limited Partner [Member]
Parent [Member]
Distribution of Q1 2016 Earnings [Member]
Subordinated Units [Member]
Aug. 12, 2016
Limited Partner [Member]
Parent [Member]
Distribution of Q2 2016 Earnings [Member]
Common Unit [Member]
Aug. 12, 2016
Limited Partner [Member]
Parent [Member]
Distribution of Q2 2016 Earnings [Member]
Subordinated Units [Member]
Feb. 14, 2014
General Partner [Member]
Parent [Member]
Distribution of Q4 2013 earnings [Member]
May 15, 2014
General Partner [Member]
Parent [Member]
Distribution of Q1 2014 earnings [Member]
Aug. 14, 2014
General Partner [Member]
Parent [Member]
Distribution of Q2 2014 earnings [Member]
Nov. 14, 2014
General Partner [Member]
Parent [Member]
Distribution of Q3 2014 earnings [Member]
Feb. 13, 2015
General Partner [Member]
Parent [Member]
Distribution of Q4 2014 earnings [Member]
May 15, 2015
General Partner [Member]
Parent [Member]
Distribution of Q1 2015 earnings [Member]
Aug. 14, 2015
General Partner [Member]
Parent [Member]
Distribution of Q2 2015 earnings [Member]
Nov. 13, 2015
General Partner [Member]
Parent [Member]
Distribution of Q3 2015 Earnings [Member]
Feb. 12, 2016
General Partner [Member]
Parent [Member]
Distribution of Q4 2015 Earnings [Member]
May 13, 2016
General Partner [Member]
Parent [Member]
Distribution of Q1 2016 Earnings [Member]
Aug. 12, 2016
General Partner [Member]
Parent [Member]
Distribution of Q2 2016 Earnings [Member]
Distributions Paid
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Distribution per unit
$ 0.4650 
$ 0.4950 
$ 0.5350 
$ 0.5750 
$ 0.6200 
$ 0.6350 
$ 0.6500 
$ 0.6600 
$ 0.6600 
$ 0.6600 
$ 0.6600 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
General Partners' Capital Account, Period Distribution Amount
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 257 
$ 278 
$ 334 
$ 377 
$ 485 
$ 568 
$ 590 
$ 604 
$ 604 
$ 605 
$ 605 
Incentive distributions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
244 
488 
888 
1,835 
3,487 
4,450 
4,979 
5,333 
5,333 
5,338 
5,339 
Limited partner distributions
 
 
 
 
 
 
 
 
 
 
 
6,398 
6,811 
7,362 
7,912 
8,544 
10,213 
10,456 
10,619 
10,622 
10,643 
10,648 
2,041 
3,901 
2,173 
4,153 
3,646 
4,488 
3,918 
4,824 
6,551 
5,202 
13,148 
13,458 
13,665 
13,665 
13,665 
13,665 
 
 
 
 
 
 
 
 
 
 
 
Total distributions
$ 12,841 
$ 13,903 
$ 16,718 
$ 18,866 
$ 24,269 
$ 28,379 
$ 29,483 
$ 30,221 
$ 30,224 
$ 30,251 
$ 30,257 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Rose Rock Midstream, L.P. (Details Textual) (USD $)
0 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended 0 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended
Jun. 23, 2014
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Feb. 13, 2015
Rose Rock Midstream L P [Member]
Jun. 23, 2014
Rose Rock Midstream L P [Member]
Dec. 31, 2016
Class A [Member]
Jun. 23, 2014
Semcrude Pipeline LLC [Member]
Dec. 31, 2016
Glass Mountain Pipeline Llc [Member]
Jun. 23, 2014
Semcrude Pipeline [Member]
Jun. 23, 2014
Semcrude Pipeline [Member]
Rose Rock Midstream L P [Member]
Dec. 31, 2016
White Cliffs Pipeline, LLC [Member]
Jun. 23, 2014
White Cliffs Pipeline, LLC [Member]
Semcrude Pipeline [Member]
Feb. 13, 2015
Common Units [Member]
Rose Rock Midstream L P [Member]
Feb. 13, 2015
Noncontrolling Interest [Member]
Jun. 23, 2014
Noncontrolling Interest [Member]
Dec. 31, 2015
Noncontrolling Interest [Member]
Dec. 31, 2014
Noncontrolling Interest [Member]
Feb. 13, 2015
Additional Paid-in Capital [Member]
Jun. 23, 2014
Additional Paid-in Capital [Member]
Dec. 31, 2015
Additional Paid-in Capital [Member]
Dec. 31, 2014
Additional Paid-in Capital [Member]
Feb. 13, 2015
Wattenberg Oil Trunkline and Glass Mountain Holding LLC [Member]
Rose Rock Midstream L P [Member]
Feb. 13, 2015
Wattenberg Oil Trunkline and Glass Mountain Holding LLC [Member]
Common Units [Member]
Rose Rock Midstream L P [Member]
Sep. 30, 2016
Rose Rock Midstream L P [Member]
Dec. 31, 2016
Rose Rock Midstream L P [Member]
Sep. 30, 2016
Rose Rock Midstream L P [Member]
Class A [Member]
Jun. 23, 2014
Third contribution of 33% Interest in SemCrude Pipeline [Domain]
Rose Rock Midstream L P [Member]
Jun. 23, 2014
Third contribution of 33% Interest in SemCrude Pipeline [Domain]
Common Class A [Member]
Rose Rock Midstream L P [Member]
Jun. 23, 2014
Third contribution of 33% Interest in SemCrude Pipeline [Domain]
Common Units [Member]
Rose Rock Midstream L P [Member]
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares
 
 
 
 
 
 
13,140,020 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
13,100,000 
 
 
 
General partner ownership interest
 
 
 
 
2.00% 
2.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Limited partner ownership interest
 
 
 
 
 
 
 
 
 
 
100.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equity method investment, ownership percentage
 
 
 
 
 
 
 
 
50.00% 
33.00% 
 
51.00% 
51.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gain on sale of interests in SemCrude Pipeline
 
 
 
 
 
 
 
$ 0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Sale of interest in equity investment to related party
 
 
(20,772,000)
(31,930,000)
 
 
 
 
 
 
 
 
 
 
(51,500,000)
(85,173,000)
(51,500,000)
(85,200,000)
30,700,000 
53,243,000 
30,700,000 
53,200,000 
 
 
 
 
 
 
 
 
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
5,300,000 
 
 
 
 
 
Limited Partners' Capital Account, Units Issued
 
 
 
 
 
 
 
 
 
 
 
 
 
2,300,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Proceeds from Issuance of Common Limited Partners Units
 
89,119,000 
 
 
 
 
 
 
 
 
 
89,100,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash paid by subsidiary for acquisition in common control transaction
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
251,200,000 
 
 
 
 
114,400,000 
 
 
Partners' Capital Account, Units, Acquisitions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1,750,000 
 
 
 
 
1,250,000 
2,425,000 
Tax effect of adjustment to APIC from sale of assets to less than wholly owned subsidiary
 
 
(20,800,000)
(31,900,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
20,800,000 
31,900,000 
 
 
 
 
 
 
 
 
 
 
Costs incurred in common control transaction
900,000 
 
 
 
 
400,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income Tax Effects Allocated Directly to Equity, Equity Transactions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ (143,300,000)
$ (143,300,000)
 
 
 
 
Equity Method Investments (Investment Summary) (Details) (USD $)
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Schedule of Equity Method Investments [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Gain (loss) on issuance of common units by equity method investee
$ 0 
$ 0 
$ 0 
$ (41,000)
$ 352,000 
$ 136,000 
$ 5,897,000 
$ 0 
$ (41,000)
$ 6,385,000 
$ 29,020,000 
Equity method investments
434,289,000 
 
 
 
551,078,000 
 
 
 
434,289,000 
551,078,000 
 
Earnings from equity method investments
17,763,000 
15,845,000 
17,078,000 
23,071,000 
20,687,000 
16,237,000 
23,903,000 
20,559,000 
73,757,000 
81,386,000 
64,199,000 
Proceeds from Equity Method Investment, Dividends or Distributions, Return of and Return on Capital
 
 
 
 
 
 
 
 
104,168,000 
119,542,000 
96,995,000 
White Cliffs Pipeline, LLC [Member]
 
 
 
 
 
 
 
 
 
 
 
Schedule of Equity Method Investments [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Equity method investments
281,734,000 
 
 
 
297,109,000 
 
 
 
281,734,000 
297,109,000 
 
Earnings from equity method investments
 
 
 
 
 
 
 
 
69,007,000 
70,238,000 
57,378,000 
Proceeds from Equity Method Investment, Dividends or Distributions, Return of and Return on Capital
 
 
 
 
 
 
 
 
88,839,000 
86,845,000 
66,768,000 
Ngl Energy Partners Lp [Member]
 
 
 
 
 
 
 
 
 
 
 
Schedule of Equity Method Investments [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Gain (loss) on issuance of common units by equity method investee
 
 
 
 
 
 
 
 
(41,000)
6,400,000 
29,000,000 
Equity method investments
18,933,000 
 
 
 
112,787,000 
 
 
 
18,933,000 
112,787,000 
 
Earnings from equity method investments
 
 
 
 
 
 
 
 
2,188,000 1
5,031,000 1
2,343,000 1
Proceeds from Equity Method Investment, Dividends or Distributions, Return of and Return on Capital
 
 
 
 
 
 
 
 
4,873,000 
19,074,000 
23,404,000 
Glass Mountain Pipeline LLC [Member]
 
 
 
 
 
 
 
 
 
 
 
Schedule of Equity Method Investments [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Equity method investments
133,622,000 
 
 
 
141,182,000 
 
 
 
133,622,000 
141,182,000 
 
Earnings from equity method investments
 
 
 
 
 
 
 
 
2,562,000 
6,117,000 
4,478,000 
Proceeds from Equity Method Investment, Dividends or Distributions, Return of and Return on Capital
 
 
 
 
 
 
 
 
$ 10,456,000 
$ 13,623,000 
$ 6,823,000 
Equity Method Invesments (Summarized Balance Sheet Information) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
White Cliffs Pipeline, LLC [Member]
Dec. 31, 2015
White Cliffs Pipeline, LLC [Member]
Sep. 30, 2016
Ngl Energy Partners Lp [Member]
Sep. 30, 2015
Ngl Energy Partners Lp [Member]
Dec. 31, 2016
Glass Mountain Pipeline Llc [Member]
Dec. 31, 2015
Glass Mountain Pipeline Llc [Member]
Current assets
$ 34,721 
$ 54,091 
$ 1,250,299 
$ 1,276,919 
$ 6,136 
$ 7,856 
Property, plant and equipment, net
508,043 
509,068 
1,755,416 
1,845,112 
193,179 
205,920 
Goodwill
17,000 
17,000 
1,467,955 
1,658,237 
 
 
Other intangible assets, net
8,509 
11,974 
1,600,248 
1,820,788 
 
 
Total assets
568,273 
592,133 
6,073,918 
6,601,056 
199,315 
213,776 
Current liabilities
15,812 
9,491 
798,853 
857,639 
1,286 
1,036 
Long-term debt
 
 
256,743 
127,639 
13 
28 
Other liabilities
 
 
3,063,008 
3,077,604 
 
 
Members’ equity
552,461 
582,642 
1,955,314 
2,538,174 
198,016 
212,712 
Total liabilities and members’ equity
$ 568,273 
$ 592,133 
$ 6,073,918 
$ 6,601,056 
$ 199,315 
$ 213,776 
Equity Method Investments (Summarized Income Statement Information) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
White Cliffs Pipeline, LLC [Member]
Dec. 31, 2015
White Cliffs Pipeline, LLC [Member]
Dec. 31, 2014
White Cliffs Pipeline, LLC [Member]
Sep. 30, 2016
Ngl Energy Partners Lp [Member]
Sep. 30, 2015
Ngl Energy Partners Lp [Member]
Sep. 30, 2014
Ngl Energy Partners Lp [Member]
Dec. 31, 2016
Glass Mountain Pipeline Llc [Member]
Dec. 31, 2015
Glass Mountain Pipeline Llc [Member]
Dec. 31, 2014
Glass Mountain Pipeline Llc [Member]
Summarized income statement information
 
 
 
 
 
 
 
 
 
Revenue
$ 212,359 
$ 206,395 
$ 160,369 
$ 10,777,954 
$ 14,504,581 
$ 15,748,520 
$ 29,502 
$ 38,526 
$ 30,398 
Costs of products sold
3,223 
2,914 
3,635 
10,005,830 
13,573,066 
15,054,291 
463 
3,392 
757 
Operating, general and administrative expenses
35,672 
30,370 
19,431 
523,902 
576,805 
436,959 
7,570 
6,643 
6,419 
Depreciation and amortization expense
35,439 
34,105 
23,257 
211,841 
221,067 
162,443 
15,914 
15,828 
13,872 
Net income
$ 138,032 
$ 139,000 
$ 114,045 
$ (39,895)
$ 71,225 
$ 15,059 
$ 5,548 
$ 12,657 
$ 9,344 
Equity Method Investments (Details Textual) (USD $)
3 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2016
White Cliffs Pipeline, LLC [Member]
Dec. 31, 2015
White Cliffs Pipeline, LLC [Member]
Dec. 31, 2014
White Cliffs Pipeline, LLC [Member]
Dec. 31, 2016
Ngl Energy Partners Lp [Member]
Dec. 31, 2015
Ngl Energy Partners Lp [Member]
Dec. 31, 2014
Ngl Energy Partners Lp [Member]
Apr. 27, 2016
Ngl Energy Partners Lp [Member]
Dec. 31, 2016
Glass Mountain Pipeline LLC [Member]
Dec. 31, 2015
Glass Mountain Pipeline LLC [Member]
Dec. 31, 2014
Glass Mountain Pipeline LLC [Member]
Dec. 31, 2016
General Partner [Member]
Ngl Energy Partners Lp [Member]
Dec. 31, 2016
General Partner [Member]
Ngl Energy Partners Lp [Member]
SemStream [Member]
Dec. 31, 2016
Limited Partner [Member]
Ngl Energy Partners Lp [Member]
Dec. 31, 2015
Limited Partner [Member]
Ngl Energy Partners Lp [Member]
Business Acquisition, Equity Interests Issued or Issuable [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equity Method Investment, Other than Temporary Impairment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 39,800,000 
 
Investment in Non Consolidated Subsidiaries (Textual) [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gain (loss) on issuance of common units by equity method investee
(41,000)
352,000 
136,000 
5,897,000 
(41,000)
6,385,000 
29,020,000 
 
 
 
(41,000)
6,400,000 
29,000,000 
 
 
 
 
 
 
 
 
Equity Method Investment Units Sold
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4,652,568 
1,999,533 
2,481,308 
 
 
 
 
 
 
 
 
Percentage of ownership interest
 
 
 
 
 
 
 
 
 
 
 
51.00% 
 
 
 
 
 
 
50.00% 
 
 
11.78% 
11.78% 
 
 
Equity Method Investment Management Services Provided General and Administrative Expenses
 
 
 
 
 
 
 
 
 
 
 
1,600,000 
1,300,000 
1,600,000 
 
 
 
 
 
 
 
 
 
 
 
Payments to Acquire Equity Method Investments
 
 
 
 
 
 
 
 
4,188,000 
46,730,000 
71,131,000 
2,200,000 
42,800,000 
53,300,000 
 
 
 
 
300,000 
2,700,000 
16,200,000 
 
 
 
 
Share price
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 11.04 
Equity Method Investment Units Sold Price Per Share
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 13.00 
 
 
 
 
 
 
 
Proceeds from sale of common units of equity method investee
 
 
 
 
 
 
 
 
60,483,000 
56,318,000 
79,741,000 
 
 
 
60,500,000 
56,300,000 
88,800,000 
 
 
 
 
 
 
 
 
Proceeds from Sale of Equity Method Investments
 
 
 
 
 
 
 
 
60,483,000 
56,318,000 
79,741,000 
 
 
 
60,500,000 
56,300,000 
88,800,000 
 
 
 
 
 
 
 
 
Transaction related costs
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
500,000 
3,100,000 
 
 
 
 
 
 
 
 
Gain on sale of interests in SemCrude Pipeline
 
 
 
 
 
 
 
 
 
 
 
 
 
 
9,100,000 
14,500,000 
34,200,000 
 
 
 
 
 
 
 
 
Equity Method Goodwill
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
31,000,000 
 
 
 
 
 
 
Accumulated Capitalized Interest Costs
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 3,600,000 
 
 
 
 
 
 
Acquisitions (Details Textual) (USD $)
In Thousands, unless otherwise specified
12 Months Ended 0 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Jun. 24, 2014
Crude Transportation [Member]
Chesapeake crude oil trucking assets [Member]
trailer
truck
Business Acquisition [Line Items]
 
 
 
 
Payments to acquire businesses
$ 0 
$ 0 
$ 44,508 
$ 44,000 
Trucks purchased
 
 
 
124 
Trailers purchased
 
 
 
122 
Disposals of Long-Lived Assets (Details Textual) (USD $)
12 Months Ended 0 Months Ended 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2014
Corporate and other [Member]
Jun. 1, 2014
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member]
Eastern Oklahoma gas gathering assets [Member]
SemGas [Member]
Jun. 1, 2014
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member]
Eastern Oklahoma gas gathering assets [Member]
SemGas [Member]
Dec. 31, 2015
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member]
Kansas gas gathering and compression assets [Member]
SemGas [Member]
Gain (loss) on disposal
 
 
 
 
$ (20,100,000)
 
$ (1,700,000)
Proceeds from sale of property, plant and equipment
151,000 
3,688,000 
4,445,000 
 
2,400,000 
 
1,000,000 
Disposal group, including discontinued operation, property, plant and equipment
 
 
 
 
 
22,500,000 
 
Impairment of Leasehold
 
 
 
$ 11,900,000 
 
 
 
Segments (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Revenue
$ 402,172 
$ 327,764 
$ 287,377 
$ 314,851 
$ 382,493 
$ 397,065 
$ 377,226 
$ 298,310 
$ 1,332,164 
$ 1,455,094 
$ 2,122,579 
Earnings from equity method investments
 
 
 
 
 
 
 
 
73,716 
87,771 
93,219 
Depreciation and amortization expense
 
 
 
 
 
 
 
 
98,804 
100,882 
98,397 
Income tax expense (benefit)
16,119 
11,898 
4,658 
(21,407)
3,921 
10,006 
14,861 
4,742 
11,268 
33,530 
46,513 
Additions to long-lived assets
 
 
 
 
 
 
 
 
324,681 
526,444 
383,284 
Total assets
3,074,972 
 
 
 
2,853,909 
 
 
 
3,074,972 
2,853,909 
 
Equity method investments
434,289 
 
 
 
551,078 
 
 
 
434,289 
551,078 
 
Net unrealized (gain) loss related to derivative instruments
 
 
 
 
 
 
 
 
989 
2,014 
(1,734)
Interest expense
 
 
 
 
 
 
 
 
62,650 
69,675 
49,044 
Foreign currency transaction loss (gain)
 
 
 
 
 
 
 
 
4,759 
(1,067)
(86)
Loss (gain) on sale or impairment of equity method investment
 
 
 
 
 
 
 
 
30,644 
(14,517)
(34,211)
Other Nonoperating Income (Expense)
 
 
 
 
 
 
 
 
(994)
(1,284)
13,675 
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest
(3)
Net income (loss)
12,000 
(4,632)
10,787 
(4,893)
(977)
9,580 
28,433 
5,776 
13,262 
42,812 
52,057 
Crude Transportation [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
64,853 
81,991 
84,718 
Crude Facilities [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
45,956 
45,936 
44,007 
Crude Supply and Logistics [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
716,570 
716,784 
1,169,372 
SemGas [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
208,042 
231,569 
342,286 
SemCAMS [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
133,216 
136,197 
176,724 
SemLogistics [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
24,725 
24,351 
12,650 
SemMexico [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
138,802 
211,291 
290,869 
Corporate and reconciling items [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
6,975 
1,953 
Earnings from equity method investments
 
 
 
 
 
 
 
 
2,147 
11,416 
31,363 
Depreciation and amortization expense
 
 
 
 
 
 
 
 
1,890 
2,032 
2,120 
Income tax expense (benefit)
 
 
 
 
 
 
 
 
6,641 
28,267 
41,556 
Segment profit
 
 
 
 
 
 
 
 
(29,786)1
(33,369)1
(12,561)1
Additions to long-lived assets
 
 
 
 
 
 
 
 
2,928 
1,919 
1,906 
Total assets
116,699 
 
 
 
196,347 
 
 
 
116,699 
196,347 
 
Equity method investments
18,933 
 
 
 
112,787 
 
 
 
18,933 
112,787 
 
Operating segments and corporate nonsegment [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Segment profit
 
 
 
 
 
 
 
 
221,383 1
232,049 1
223,656 1
Segment Reconciling Items [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization expense
 
 
 
 
 
 
 
 
98,804 
100,882 
98,397 
Income tax expense (benefit)
 
 
 
 
 
 
 
 
11,268 
33,530 
46,513 
Net unrealized (gain) loss related to derivative instruments
 
 
 
 
 
 
 
 
989 
2,014 
(1,734)
Interest expense
 
 
 
 
 
 
 
 
62,650 
69,675 
49,044 
Foreign currency transaction loss (gain)
 
 
 
 
 
 
 
 
4,759 
(1,067)
(86)
Loss (gain) on sale or impairment of equity method investment
 
 
 
 
 
 
 
 
30,644 
(14,517)
(34,212)
Other Nonoperating Income (Expense)
 
 
 
 
 
 
 
 
(994)
(1,284)
13,676 
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
Operating Segments [Member] |
Crude Transportation [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Earnings from equity method investments
 
 
 
 
 
 
 
 
71,569 
76,355 
61,856 
Depreciation and amortization expense
 
 
 
 
 
 
 
 
24,483 
35,500 
33,679 
Segment profit
 
 
 
 
 
 
 
 
83,942 1
81,028 1
76,705 1
Additions to long-lived assets
 
 
 
 
 
 
 
 
230,139 
219,227 
160,471 
Total assets
1,042,327 
 
 
 
877,017 
 
 
 
1,042,327 
877,017 
 
Equity method investments
415,356 
 
 
 
438,291 
 
 
 
415,356 
438,291 
 
Operating Segments [Member] |
Crude Facilities [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization expense
 
 
 
 
 
 
 
 
7,781 
5,829 
5,365 
Segment profit
 
 
 
 
 
 
 
 
42,517 1
33,757 1
32,286 1
Additions to long-lived assets
 
 
 
 
 
 
 
 
6,439 
30,118 
8,207 
Total assets
156,907 
 
 
 
155,186 
 
 
 
156,907 
155,186 
 
Operating Segments [Member] |
Crude Supply and Logistics [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization expense
 
 
 
 
 
 
 
 
185 
159 
549 
Segment profit
 
 
 
 
 
 
 
 
20,420 1
30,088 1
24,021 1
Additions to long-lived assets
 
 
 
 
 
 
 
 
3,664 
2,564 
11,662 
Total assets
484,475 
 
 
 
328,419 
 
 
 
484,475 
328,419 
 
Operating Segments [Member] |
SemGas [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization expense
 
 
 
 
 
 
 
 
36,170 
31,803 
26,353 
Segment profit
 
 
 
 
 
 
 
 
44,142 1
61,669 1
41,715 1
Additions to long-lived assets
 
 
 
 
 
 
 
 
21,913 
110,908 
153,088 
Total assets
683,952 
 
 
 
719,789 
 
 
 
683,952 
719,789 
 
Operating Segments [Member] |
SemCAMS [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization expense
 
 
 
 
 
 
 
 
16,867 
12,940 
14,295 
Income tax expense (benefit)
 
 
 
 
 
 
 
 
3,667 
4,847 
3,135 
Segment profit
 
 
 
 
 
 
 
 
38,901 1
36,013 1
45,326 1
Additions to long-lived assets
 
 
 
 
 
 
 
 
34,506 
142,368 
35,286 
Total assets
379,785 
 
 
 
331,749 
 
 
 
379,785 
331,749 
 
Operating Segments [Member] |
SemLogistics [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization expense
 
 
 
 
 
 
 
 
7,676 
8,543 
10,005 
Income tax expense (benefit)
 
 
 
 
 
 
 
 
(724)
(2,195)
(2,231)
Segment profit
 
 
 
 
 
 
 
 
11,175 1
7,249 1
25 1
Additions to long-lived assets
 
 
 
 
 
 
 
 
16,402 
12,289 
2,974 
Total assets
135,387 
 
 
 
155,794 
 
 
 
135,387 
155,794 
 
Operating Segments [Member] |
SemMexico [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization expense
 
 
 
 
 
 
 
 
3,752 
4,076 
6,031 
Income tax expense (benefit)
 
 
 
 
 
 
 
 
1,684 
2,611 
4,053 
Segment profit
 
 
 
 
 
 
 
 
10,072 1
15,614 1
16,139 1
Additions to long-lived assets
 
 
 
 
 
 
 
 
8,690 
7,051 
9,690 
Total assets
75,440 
 
 
 
89,608 
 
 
 
75,440 
89,608 
 
Intersegment Eliminations [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
(48,480)
(35,626)
(48,737)
Intersegment Eliminations [Member] |
Crude Transportation [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
26,878 
15,021 
10,840 
Intersegment Eliminations [Member] |
Crude Facilities [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
10,674 
Intersegment Eliminations [Member] |
SemGas [Member]
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
$ 10,928 
$ 20,605 
$ 37,897 
Inventories (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Crude oil
$ 89,683 
$ 59,121 
Asphalt and other
9,551 
11,118 
Inventories
$ 99,234 
$ 70,239 
Inventories (Details Textual) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Inventory [Line Items]
 
 
 
Inventory valuation adjustment
$ 0 
$ 2,590 
$ 5,667 
Crude Supply and Logistics [Member] |
Crude Oil [Member]
 
 
 
Inventory [Line Items]
 
 
 
Inventory valuation adjustment
 
$ 2,600 
 
Other Assets (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Prepaid Expense
$ 6,801 
$ 6,252 
Deferred Tax Assets, Net, Current
2,244 
2,321 
Other Assets, Miscellaneous, Current
9,585 
10,846 
Other Assets, Current
$ 18,630 
$ 19,419 
Other Assets (Details 1) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Debt Issuance Costs, Line of Credit Arrangements, Net
$ 10,242 
$ 6,947 
Deferred Tax Assets, Net, Noncurrent
43,431 
34,848 
Other Assets, Miscellaneous, Noncurrent
3,856 
3,579 
Other Assets, Noncurrent
$ 57,529 
$ 45,374 
Property, Plant and Equipment (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Property, Plant and Equipment [Line Items]
 
 
Property, plant and equipment, gross
$ 2,155,707 
$ 1,886,590 
Accumulated depreciation
(393,635)
(319,769)
Property, plant and equipment, net
1,762,072 
1,566,821 
Land [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, plant and equipment, gross
90,337 
89,815 
Pipelines and related facilities [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, plant and equipment, gross
398,053 
338,789 
Storage and terminal facilities [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, plant and equipment, gross
279,506 
283,608 
Natural gas gathering and processing facilities [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, plant and equipment, gross
874,704 
810,358 
Linefill [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, plant and equipment, gross
25,804 
26,900 
Trucking equipment [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, plant and equipment, gross
45,417 
43,157 
Office and other property and equipment [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, plant and equipment, gross
61,146 
45,818 
Construction-in-progress [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, plant and equipment, gross
$ 380,740 
$ 248,145 
Property, Plant and Equipment (Details Textual) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Property, Plant and Equipment [Line Items]
 
 
 
Depreciation
$ 87.9 
$ 90.5 
$ 82.5 
Capitalized interest costs
$ 17.0 
$ 1.0 
$ 1.5 
Goodwill and Other Intangible Assets (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Goodwill [Line Items]
 
 
 
 
Goodwill
$ 34,230 
$ 48,032 
$ 58,326 
$ 62,021 
Crude Transportation [Member]
 
 
 
 
Goodwill [Line Items]
 
 
 
 
Goodwill
26,628 
26,628 
 
 
SemGas [Member]
 
 
 
 
Goodwill [Line Items]
 
 
 
 
Goodwill
13,052 
 
 
SemMexico [Member]
 
 
 
 
Goodwill [Line Items]
 
 
 
 
Goodwill
$ 7,602 
$ 8,352 
 
 
Goodwill and Other Intangible Assets (Details 1) (USD $)
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Goodwill [Line Items]
 
 
 
Goodwill, Beginning Balance
$ 48,032,000 
$ 58,326,000 
$ 62,021,000 
Currency translation adjustments
(750,000)
(806,000)
(702,000)
Goodwill, Ending Balance
34,230,000 
48,032,000 
58,326,000 
SemGas [Member]
 
 
 
Goodwill [Line Items]
 
 
 
Goodwill, Beginning Balance
13,052,000 
 
 
Goodwill, Impairment Loss
(13,100,000)
 
 
Goodwill, Ending Balance
 
 
Crude Transportation [Member]
 
 
 
Goodwill [Line Items]
 
 
 
Goodwill, Impairment Loss
 
(9,500,000)
 
Goodwill, Ending Balance
26,628,000 
26,628,000 
 
Barcas Field Services, LLC [Member]
 
 
 
Goodwill [Line Items]
 
 
 
Goodwill, Purchase Accounting Adjustments
 
 
(98,000)
Mid-America Midstream Gas Services, LLC [Member]
 
 
 
Goodwill [Line Items]
 
 
 
Goodwill, Purchase Accounting Adjustments
 
 
(10,787,000)
Chesapeake crude oil trucking assets [Member]
 
 
 
Goodwill [Line Items]
 
 
 
Goodwill, Acquired During Period
 
 
$ 7,892,000 
Goodwill and Other Intangible Assets (Details 2) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Acquired Finite-Lived Intangible Assets [Line Items]
 
 
 
 
Finite-Lived Intangible Assets, Gross
$ 189,996 
$ 191,738 
 
 
Finite-Lived Intangible Assets, Accumulated Amortization
(39,018)
(29,515)
 
 
Finite-lived intangible assets, net
150,978 
162,223 
173,065 
174,838 
Customer Relationships [Member]
 
 
 
 
Acquired Finite-Lived Intangible Assets [Line Items]
 
 
 
 
Finite-Lived Intangible Assets, Gross
187,114 
188,304 
 
 
Finite-Lived Intangible Assets, Accumulated Amortization
(36,601)
(26,975)
 
 
Finite-lived intangible assets, net
150,513 
161,329 
 
 
Trade Names [Member]
 
 
 
 
Acquired Finite-Lived Intangible Assets [Line Items]
 
 
 
 
Finite-Lived Intangible Assets, Gross
421 
493 
 
 
Finite-Lived Intangible Assets, Accumulated Amortization
(366)
(378)
 
 
Finite-lived intangible assets, net
55 
115 
 
 
Unpatented Technology [Member]
 
 
 
 
Acquired Finite-Lived Intangible Assets [Line Items]
 
 
 
 
Finite-Lived Intangible Assets, Gross
2,461 
2,941 
 
 
Finite-Lived Intangible Assets, Accumulated Amortization
(2,051)
(2,162)
 
 
Finite-lived intangible assets, net
$ 410 
$ 779 
 
 
Goodwill and Other Intangible Assets (Details 3) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Finite-Lived Intangible Assets [Line Items]
 
 
 
Finite-Lived Intangible Assets, Net, beginning balance
$ 162,223 
$ 173,065 
$ 174,838 
Amortization
(10,928)
(10,334)
(15,875)
Currency translation adjustments
(317)
(508)
(545)
Finite-Lived Intangible Assets, Net, ending balance
150,978 
162,223 
173,065 
Barcas Field Services, LLC [Member]
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Finite-Lived Intangible Assets, Purchase Accounting Adjustments
 
 
(50)
Mid-America Midstream Gas Services, LLC [Member]
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Finite-Lived Intangible Assets, Purchase Accounting Adjustments
 
 
(2,313)
Chesapeake crude oil trucking assets [Member]
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Customer contract intangible asset acquired
 
 
$ 17,010 
Goodwill and Other Intangible Assets (Details 4) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Goodwill And Other Intangible Assets [Abstract]
 
 
 
 
For year ending, December 31, 2015
$ 11,011 
 
 
 
For year ending, December 31, 2016
10,918 
 
 
 
For year ending, December 31, 2017
10,316 
 
 
 
For year ending, December 31, 2018
9,649 
 
 
 
For year ending, December 31, 2019
9,483 
 
 
 
Thereafter
99,601 
 
 
 
Total estimated amortization expense
$ 150,978 
$ 162,223 
$ 173,065 
$ 174,838 
Goodwill and Other Intangible Assets (Details Textual) (USD $)
In Millions, unless otherwise specified
12 Months Ended 12 Months Ended
Dec. 31, 2016
Dec. 31, 2016
Glass Mountain Pipeline LLC [Member]
Dec. 31, 2016
SemGas [Member]
Dec. 31, 2015
Crude Transportation [Member]
Goodwill [Line Items]
 
 
 
 
Equity Method Investment, Difference Between Carrying Amount and Underlying Equity
 
$ 31.0 
 
 
Goodwill, Amortization Period for Income Taxes
15 years 
 
 
 
Goodwill, Impairment Loss
 
 
$ 13.1 
$ 9.5 
Financial Instruments and Concentrations of Risk (Details) (Not Designated as Hedging Instrument [Member], Fair Value, Measurements, Recurring [Member], Commodity Contract [Member], USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Derivative Asset
$ 0 
$ 0 
Derivative Liability
1,328 
339 
Level 1 [Member]
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Derivative Asset, Fair Value, Gross Asset
68 
131 
Derivative Asset, Fair Value, Gross Liability
(68)
(131)
Derivative Liability, Fair Value, Gross Liability
1,396 
470 
Derivative Liability, Fair Value, Gross Asset
$ (68)
$ (131)
Financial Instruments and Concentrations of Risk (Details 2) (Not Designated as Hedging Instrument [Member], Commodity Contract [Member])
12 Months Ended
Dec. 31, 2016
bbl
Dec. 31, 2015
bbl
Dec. 31, 2014
bbl
Short [Member]
 
 
 
Derivative, Nonmonetary Notional Amount, Volume
33,694,000 
23,228,000 
6,773,000 
Long [Member]
 
 
 
Derivative, Nonmonetary Notional Amount, Volume
33,819,000 
22,946,000 
6,477,000 
Financial Instruments and Concentrations of Risk (Details 3) (Not Designated as Hedging Instrument [Member], Commodity Contract [Member], USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Other Current Assets [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Derivative Asset
$ 0 
$ 0 
Other Current Liabilities [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Derivative Liability
$ 1,328 
$ 339 
Financial Instruments and Concentrations of Risk (Details 4) (Not Designated as Hedging Instrument [Member], Commodity Contract [Member], USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Not Designated as Hedging Instrument [Member] |
Commodity Contract [Member]
 
 
 
Derivative Instruments, Gain (Loss) [Line Items]
 
 
 
Realized and unrealized gains (losses) from commodity derivatives
$ (4,485)
$ 8,146 
$ 19,305 
Financial Instruments and Concentrations of Risk (Details 5) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Concentration of net assets outside of the U.S.
 
 
 
 
Cash and cash equivalents
$ 74,216 
$ 58,096 
$ 40,598 
$ 79,351 
Other current assets
18,630 
19,419 
 
 
Total assets
3,074,972 
2,853,909 
 
 
Current liabilities
488,355 
377,027 
 
 
Subsidiaries [Member] |
CANADA
 
 
 
 
Concentration of net assets outside of the U.S.
 
 
 
 
Cash and cash equivalents
44,180 
 
 
 
Other current assets
42,390 
 
 
 
Noncurrent assets
300,399 
 
 
 
Total assets
386,969 
 
 
 
Current liabilities
33,228 
 
 
 
Noncurrent liabilities
57,907 
 
 
 
Total liabilities
91,135 
 
 
 
Net assets
295,834 
 
 
 
Subsidiaries [Member] |
UNITED KINGDOM
 
 
 
 
Concentration of net assets outside of the U.S.
 
 
 
 
Cash and cash equivalents
5,234 
 
 
 
Other current assets
2,055 
 
 
 
Noncurrent assets
128,098 
 
 
 
Total assets
135,387 
 
 
 
Current liabilities
4,630 
 
 
 
Noncurrent liabilities
12,368 
 
 
 
Total liabilities
16,998 
 
 
 
Net assets
118,389 
 
 
 
Subsidiaries [Member] |
MEXICO
 
 
 
 
Concentration of net assets outside of the U.S.
 
 
 
 
Cash and cash equivalents
9,858 
 
 
 
Other current assets
26,214 
 
 
 
Noncurrent assets
39,368 
 
 
 
Total assets
75,440 
 
 
 
Current liabilities
16,088 
 
 
 
Noncurrent liabilities
1,034 
 
 
 
Total liabilities
17,122 
 
 
 
Net assets
58,318 
 
 
 
Subsidiaries [Member] |
Non-US [Member]
 
 
 
 
Concentration of net assets outside of the U.S.
 
 
 
 
Cash and cash equivalents
59,272 
 
 
 
Other current assets
70,659 
 
 
 
Noncurrent assets
467,865 
 
 
 
Total assets
597,796 
 
 
 
Current liabilities
53,946 
 
 
 
Noncurrent liabilities
71,309 
 
 
 
Total liabilities
125,255 
 
 
 
Net assets
$ 472,541 
 
 
 
Financial Instruments and Concentrations of Risk (Details Textual) (USD $)
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Margin deposits
$ 3,600,000 
 
 
 
$ 2,900,000 
 
 
 
$ 3,600,000 
$ 2,900,000 
 
Derivative Asset, Fair Value, Amount Offset Against Collateral
2,300,000 
 
 
 
2,600,000 
 
 
 
2,300,000 
2,600,000 
 
Fair Value Adjustment of Warrants
 
 
 
 
 
 
 
 
13,423,000 
Revenue, Net
402,172,000 
327,764,000 
287,377,000 
314,851,000 
382,493,000 
397,065,000 
377,226,000 
298,310,000 
1,332,164,000 
1,455,094,000 
2,122,579,000 
SemGas [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
208,042,000 
231,569,000 
342,286,000 
Number of Employees, Geographic Area [Member] |
Geographic Concentration Risk [Member]
 
 
 
 
 
 
 
 
 
 
 
Number of employees
1,140 
 
 
 
 
 
 
 
1,140 
 
 
Non-US [Member] |
Number of Employees, Geographic Area [Member] |
Geographic Concentration Risk [Member]
 
 
 
 
 
 
 
 
 
 
 
Number of employees
550 
 
 
 
 
 
 
 
550 
 
 
Mexico and Canada [Member] |
Workforce Subject to Collective Bargaining Arrangements [Member] |
Unionized Employees Concentration Risk [Member]
 
 
 
 
 
 
 
 
 
 
 
Number of employees
130 
 
 
 
 
 
 
 
130 
 
 
Largest Customer [Member] |
Sales Revenue, Net [Member] |
Customer Concentration Risk [Member]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
$ 313,800,000 
 
 
Largest Customer [Member] |
Accounts Receivable [Member] |
Customer Concentration Risk [Member]
 
 
 
 
 
 
 
 
 
 
 
Concentration of risk, percentage
 
 
 
 
 
 
 
 
20.00% 
 
 
Three Largest Producers [Member] |
Processing volumes [Member] |
Product Concentration Risk [Member] |
SemGas [Member]
 
 
 
 
 
 
 
 
 
 
 
Concentration of risk, percentage
 
 
 
 
 
 
 
 
92.00% 
 
 
Three Largest Producers [Member] |
Gathering volumes [Member] |
Product Concentration Risk [Member] |
SemGas [Member]
 
 
 
 
 
 
 
 
 
 
 
Concentration of risk, percentage
 
 
 
 
 
 
 
 
95.00% 
 
 
Agreements With Annual Renewals [Member] |
Mexico and Canada [Member] |
Workforce Subject to Collective Bargaining Arrangements [Member] |
Unionized Employees Concentration Risk [Member]
 
 
 
 
 
 
 
 
 
 
 
Number of employees
70 
 
 
 
 
 
 
 
70 
 
 
Expired Agreements Being Renegotiated [Member] |
Mexico and Canada [Member] |
Workforce Subject to Collective Bargaining Arrangements [Member] |
Unionized Employees Concentration Risk [Member]
 
 
 
 
 
 
 
 
 
 
 
Number of employees
60 
 
 
 
 
 
 
 
60 
 
 
Income Taxes (Details 1) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Income Tax Disclosure [Abstract]
 
 
 
 
 
 
 
 
 
 
 
U.S.
 
 
 
 
 
 
 
 
$ (766)
$ 46,728 
$ 39,231 
Foreign
 
 
 
 
 
 
 
 
25,297 
29,618 
59,340 
Income (loss) from continuing operations before income taxes
$ 28,119 
$ 7,263 
$ 15,447 
$ (26,298)
$ 2,945 
$ 19,587 
$ 43,296 
$ 10,518 
$ 24,531 
$ 76,346 
$ 98,571 
Income Taxes (Details 2) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Income Tax Expense (Benefit), Continuing Operations, by Jurisdiction [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Foreign
 
 
 
 
 
 
 
 
$ 2,821 
$ 4,301 
$ 10,430 
U.S. federal
 
 
 
 
 
 
 
 
(195)
U.S. state
 
 
 
 
 
 
 
 
32 
132 
Current income tax provision (benefit)
 
 
 
 
 
 
 
 
2,821 
4,333 
10,367 
Foreign
 
 
 
 
 
 
 
 
4,071 
4,747 
2,024 
U.S. federal
 
 
 
 
 
 
 
 
5,142 
21,865 
30,074 
U.S. state
 
 
 
 
 
 
 
 
(766)
2,585 
4,048 
Deferred income tax provision (benefit)
 
 
 
 
 
 
 
 
8,447 
29,197 
36,146 
Provision (benefit) for income taxes
$ 16,119 
$ 11,898 
$ 4,658 
$ (21,407)
$ 3,921 
$ 10,006 
$ 14,861 
$ 4,742 
$ 11,268 
$ 33,530 
$ 46,513 
Income Taxes (Details 3) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Income Tax Disclosure [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Income (loss) from continuing operations before income taxes
$ 28,119 
$ 7,263 
$ 15,447 
$ (26,298)
$ 2,945 
$ 19,587 
$ 43,296 
$ 10,518 
$ 24,531 
$ 76,346 
$ 98,571 
U.S. federal statutory rate
 
 
 
 
 
 
 
 
35.00% 
35.00% 
35.00% 
Provision at statutory rate
 
 
 
 
 
 
 
 
8,586 
26,721 
34,500 
State income taxes—net of federal benefit
 
 
 
 
 
 
 
 
(498)
1,701 
3,197 
Effect of rates other than statutory
 
 
 
 
 
 
 
 
(1,966)
(2,306)
(1,925)
Effect of U.S. taxation on foreign branches
 
 
 
 
 
 
 
 
8,854 
10,366 
20,769 
Foreign tax adjustment, prior years
 
 
 
 
 
 
 
 
(3,669)
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Other, Amount
 
 
 
 
 
 
 
 
4,698 
Noncontrolling interest
 
 
 
 
 
 
 
 
3,908 
4,373 
7,986 
Foreign tax credit and offset to branch deferreds
 
 
 
 
 
 
 
 
(6,026)
(1,740)
6,851 
Impact of valuation allowance on deferred tax assets
 
 
 
 
 
 
 
 
6,026 
1,740 
(7,331)
Foreign net gain on subsidiary dissolution and intercompany debt waivers
 
 
 
 
 
 
 
 
(13,620)
Foreign withholding taxes
 
 
 
 
 
 
 
 
18 
5,054 
Other, net
 
 
 
 
 
 
 
 
182 
1,408 
5,975 
Provision (benefit) for income taxes
$ 16,119 
$ 11,898 
$ 4,658 
$ (21,407)
$ 3,921 
$ 10,006 
$ 14,861 
$ 4,742 
$ 11,268 
$ 33,530 
$ 46,513 
Income Taxes (Details 4) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Components of Deferred Tax Assets [Abstract]
 
 
Net operating loss and other credit carryforwards
$ 58,129 
$ 55,100 
Compensation and benefits
9,411 
8,178 
Inventories
231 
213 
Intangible assets
34,573 
35,152 
Pension plan
4,811 
4,643 
Allowance for doubtful accounts
971 
1,552 
Deferred revenue
4,451 
4,619 
Deferred Tax Assets, Equity Method Investments
54,686 
Foreign tax credit and offset to branch deferreds
110,052 
104,026 
Other
46,601 
41,318 
less: valuation allowance
(110,243)
(104,509)
Deferred Tax Assets, Net of Valuation Allowance
213,673 
150,292 
Components of Deferred Tax Liabilities [Abstract]
 
 
Intangible assets
(4,709)
(4,638)
Prepaid expenses
(136)
(142)
Property, plant and equipment
(223,325)
(219,247)
Equity Investment in partnerships
(85,385)
Other
(4,411)
(4,107)
Total deferred tax liabilities
(232,581)
(313,519)
Net deferred tax liabilities
$ (18,908)
$ (163,227)
Income Taxes (Details Textual) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Operating Loss Carryforwards [Line Items]
 
Change in valuation allowance
$ 5.7 
Domestic Tax Authority [Member]
 
Operating Loss Carryforwards [Line Items]
 
Federal net operating loss
146.6 
State and Local Jurisdiction [Member]
 
Operating Loss Carryforwards [Line Items]
 
Federal net operating loss
94.8 
Foreign Tax Authority [Member]
 
Operating Loss Carryforwards [Line Items]
 
Deferred Tax Assets, Operating Loss Carryforwards, Subject to Expiration
19.5 
Deferred Tax Assets, Operating Loss Carryforwards, Subject to Expiration
7.8 
Forgein income tax credits
62.1 
Foreign tax credits and offset to branch deferreds [Member]
 
Operating Loss Carryforwards [Line Items]
 
Change in valuation allowance
6.0 
State Net Operating Losses [Member]
 
Operating Loss Carryforwards [Line Items]
 
Change in valuation allowance
$ (0.3)
Long-Term Debt (Details 1) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Debt Instrument [Line Items]
 
 
Capital leases
$ 51 
$ 83 
Total long-term debt
1,050,944 
1,057,847 
less: current portion of long-term debt
26 
31 
Noncurrent portion of long-term debt
1,050,918 
1,057,816 
Senior Notes [Member]
 
 
Debt Instrument [Line Items]
 
 
Long-term Debt, Gross
1,050,000 
 
Senior Notes [Member] |
Senior Unsecured Notes due 2021 [Member]
 
 
Debt Instrument [Line Items]
 
 
Long-term Debt, Gross
300,000 
300,000 
Debt Issuance Costs, Net
3,708 
4,540 
Long-term Debt
296,292 
295,460 
Senior Notes [Member] |
Senior unsecured notes due 2022 [Member]
 
 
Debt Instrument [Line Items]
 
 
Long-term Debt, Gross
400,000 
400,000 
Debt Issuance Costs, Net
5,909 
6,975 
Long-term Debt
394,091 
393,025 
Senior Notes [Member] |
Senior unsecured notes due 2023 [Member]
 
 
Debt Instrument [Line Items]
 
 
Long-term Debt, Gross
350,000 
350,000 
Debt Issuance Costs, Net
4,596 
5,266 
Long-term Debt
340,510 
339,279 
Debt Instrument, Unamortized Discount
(4,894)
(5,455)
Line of Credit [Member] |
Revolving Credit Facility [Member] |
Corporate Credit Facility [Member]
 
 
Debt Instrument [Line Items]
 
 
Long-term Debt, Gross
20,000 
30,000 
Line of Credit [Member] |
Revolving Credit Facility [Member] |
SemMexico Credit Facility [Member]
 
 
Debt Instrument [Line Items]
 
 
Long-term Debt, Gross
$ 0 
$ 0 
Long-Term Debt (Details 2) (Senior Notes [Member])
12 Months Ended
Dec. 31, 2016
Senior unsecured notes due 2023 [Member] |
Debt Instrument, Redemption, Period One [Member]
 
Debt Instrument, Redemption [Line Items]
 
Early redemption premium
102.813% 
Senior unsecured notes due 2023 [Member] |
Debt Instrument, Redemption, Period Two [Member]
 
Debt Instrument, Redemption [Line Items]
 
Early redemption premium
101.406% 
Senior unsecured notes due 2023 [Member] |
Debt Instrument, Redemption, Period Three [Member]
 
Debt Instrument, Redemption [Line Items]
 
Early redemption premium
100.00% 
Senior unsecured notes due 2022 [Member] |
Debt Instrument, Redemption, Period One [Member]
 
Debt Instrument, Redemption [Line Items]
 
Early redemption premium
104.219% 
Senior unsecured notes due 2022 [Member] |
Debt Instrument, Redemption, Period Two [Member]
 
Debt Instrument, Redemption [Line Items]
 
Early redemption premium
102.813% 
Senior unsecured notes due 2022 [Member] |
Debt Instrument, Redemption, Period Three [Member]
 
Debt Instrument, Redemption [Line Items]
 
Early redemption premium
101.406% 
Senior unsecured notes due 2022 [Member] |
Debt Instrument, Redemption, Period Four [Member]
 
Debt Instrument, Redemption [Line Items]
 
Early redemption premium
100.00% 
Senior Unsecured Notes due 2021 [Member] |
Debt Instrument, Redemption, Period One [Member]
 
Debt Instrument, Redemption [Line Items]
 
Early redemption premium
105.625% 
Senior Unsecured Notes due 2021 [Member] |
Debt Instrument, Redemption, Period Two [Member]
 
Debt Instrument, Redemption [Line Items]
 
Early redemption premium
103.75% 
Senior Unsecured Notes due 2021 [Member] |
Debt Instrument, Redemption, Period Three [Member]
 
Debt Instrument, Redemption [Line Items]
 
Early redemption premium
101.875% 
Senior Unsecured Notes due 2021 [Member] |
Debt Instrument, Redemption, Period Four [Member]
 
Debt Instrument, Redemption [Line Items]
 
Early redemption premium
100.00% 
Long-Term Debt (Details 3) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Debt Instrument [Line Items]
 
 
Scheduled principal payments in the next twelve months
$ 26 
 
Scheduled principal payments, year two
25 
 
Scheduled principal payments, year three
 
Scheduled principal payments, year four
 
Scheduled principal payments, year five
320,000 
 
Long-term Debt and Capital Lease Obligations, Maturities, Repayments of Principal after Year Five
750,000 
 
Capital Lease Obligations
51 
83 
Long term debt and capital lease obligations excluding discount and deferred costs
1,070,051 
 
Senior Notes [Member]
 
 
Debt Instrument [Line Items]
 
 
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months
 
Long-term Debt, Maturities, Repayments of Principal in Year Two
 
Long-term Debt, Maturities, Repayments of Principal in Year Three
 
Long-term Debt, Maturities, Repayments of Principal in Year Four
 
Long-term Debt, Maturities, Repayments of Principal in Year Five
300,000 
 
Scheduled principal payments, thereafter
750,000 
 
Long-term Debt, Gross
1,050,000 
 
Capital Lease Obligations [Member]
 
 
Debt Instrument [Line Items]
 
 
Capital Lease Obligations, Current
26 
 
Capital Leases, Future Minimum Payments Due in Two Years
25 
 
Capital Leases, Future Minimum Payments Due in Three Years
 
Capital Leases, Future Minimum Payments Due in Four Years
 
Capital Leases, Future Minimum Payments Due in Five Years
 
Capital Leases, Future Minimum Payments Due Thereafter
 
Capital Lease Obligations
51 
 
Revolving Credit Facility [Member] |
Line of Credit [Member] |
Corporate Credit Facility [Member]
 
 
Debt Instrument [Line Items]
 
 
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months
 
Long-term Debt, Maturities, Repayments of Principal in Year Two
 
Long-term Debt, Maturities, Repayments of Principal in Year Three
 
Long-term Debt, Maturities, Repayments of Principal in Year Four
 
Long-term Debt, Maturities, Repayments of Principal in Year Five
20,000 
 
Scheduled principal payments, thereafter
 
Long-term Debt, Gross
20,000 
30,000 
Revolving Credit Facility [Member] |
Line of Credit [Member] |
SemMexico Credit Facility [Member]
 
 
Debt Instrument [Line Items]
 
 
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months
 
Long-term Debt, Maturities, Repayments of Principal in Year Two
 
Long-term Debt, Maturities, Repayments of Principal in Year Three
 
Long-term Debt, Maturities, Repayments of Principal in Year Four
 
Long-term Debt, Maturities, Repayments of Principal in Year Five
 
Scheduled principal payments, thereafter
 
Long-term Debt, Gross
$ 0 
$ 0 
Long-Term Debt (Details Textual)
12 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended
Dec. 31, 2016
USD ($)
Dec. 31, 2015
USD ($)
Dec. 31, 2014
USD ($)
Dec. 31, 2016
Senior Notes [Member]
Dec. 31, 2016
Corporate Credit Facility [Member]
Bilateral Letter of Credit [Member]
Line of Credit [Member]
USD ($)
Dec. 31, 2016
Corporate Credit Facility [Member]
Revolving Credit Facility [Member]
Line of Credit [Member]
USD ($)
Dec. 31, 2015
Corporate Credit Facility [Member]
Revolving Credit Facility [Member]
Line of Credit [Member]
USD ($)
Dec. 31, 2014
Corporate Credit Facility [Member]
Revolving Credit Facility [Member]
Line of Credit [Member]
USD ($)
Dec. 31, 2016
Corporate Credit Facility [Member]
Revolving Credit Facility [Member]
Minimum [Member]
Line of Credit [Member]
Dec. 31, 2016
Corporate Credit Facility [Member]
Revolving Credit Facility [Member]
Maximum [Member]
Line of Credit [Member]
Dec. 31, 2016
Corporate Credit Facility [Member]
Letter of Credit [Member]
Line of Credit [Member]
USD ($)
Dec. 31, 2016
Corporate Credit Facility [Member]
Letter of Credit [Member]
Minimum [Member]
Line of Credit [Member]
Dec. 31, 2016
Corporate Credit Facility [Member]
Letter of Credit [Member]
Maximum [Member]
Line of Credit [Member]
Dec. 31, 2016
Rose Rock Credit Facility [Member]
Revolving Credit Facility [Member]
Line of Credit [Member]
USD ($)
Dec. 31, 2015
Rose Rock Credit Facility [Member]
Revolving Credit Facility [Member]
Line of Credit [Member]
USD ($)
Dec. 31, 2014
Rose Rock Credit Facility [Member]
Revolving Credit Facility [Member]
Line of Credit [Member]
USD ($)
Dec. 31, 2016
Rose Rock Credit Facility [Member]
Rose Rock Midstream L P [Member]
USD ($)
Dec. 31, 2016
SemMexico Credit Facility [Member]
Revolving Credit Facility [Member]
Line of Credit [Member]
USD ($)
Dec. 31, 2016
SemMexico Credit Facility [Member]
Revolving Credit Facility [Member]
Line of Credit [Member]
MXN ($)
Dec. 31, 2016
SemMexico Credit Facility [Member]
Line of Credit [Member]
Letter of Credit [Member]
Dec. 31, 2016
SemMexico Credit Facility [Member]
Letter of Credit [Member]
Line of Credit [Member]
USD ($)
Dec. 31, 2016
SemMexico Credit Facility [Member]
Letter of Credit [Member]
Line of Credit [Member]
MXN ($)
Dec. 31, 2016
Senior Unsecured Notes due 2021 [Member]
Senior Notes [Member]
USD ($)
Dec. 31, 2016
Senior Notes [Member]
USD ($)
Dec. 31, 2015
Senior Notes [Member]
USD ($)
Dec. 31, 2014
Senior Notes [Member]
USD ($)
Dec. 31, 2016
Senior unsecured notes due 2022 [Member]
Senior Notes [Member]
USD ($)
Dec. 31, 2016
Senior unsecured notes due 2023 [Member]
Senior Notes [Member]
USD ($)
Dec. 31, 2015
Senior unsecured notes due 2023 [Member]
Senior Notes [Member]
USD ($)
Dec. 31, 2016
Fair Value, Inputs, Level 2 [Member]
Senior Unsecured Notes due 2021 [Member]
Senior Notes [Member]
USD ($)
Dec. 31, 2016
Fair Value, Inputs, Level 2 [Member]
Senior unsecured notes due 2022 [Member]
Senior Notes [Member]
USD ($)
Dec. 31, 2016
Fair Value, Inputs, Level 2 [Member]
Senior unsecured notes due 2023 [Member]
Senior Notes [Member]
USD ($)
Dec. 31, 2016
Alternate Base Rate [Member]
Corporate Credit Facility [Member]
Revolving Credit Facility [Member]
Minimum [Member]
Line of Credit [Member]
Dec. 31, 2016
Alternate Base Rate [Member]
Corporate Credit Facility [Member]
Revolving Credit Facility [Member]
Maximum [Member]
Line of Credit [Member]
Dec. 31, 2016
US Treasury Rate [Member]
Dec. 31, 2016
Eurodollar [Member]
Corporate Credit Facility [Member]
Revolving Credit Facility [Member]
Minimum [Member]
Line of Credit [Member]
Dec. 31, 2016
Eurodollar [Member]
Corporate Credit Facility [Member]
Revolving Credit Facility [Member]
Maximum [Member]
Line of Credit [Member]
Dec. 31, 2016
Mexican bank prime rate [Member]
SemMexico Credit Facility [Member]
Revolving Credit Facility [Member]
Line of Credit [Member]
Long Term Debt (Textual) [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt instrument, interest rate stated percentage
 
 
 
 
 
 
 
 
 
 
 
2.00% 
3.00% 
 
 
 
 
 
 
 
 
 
7.50% 
 
 
 
5.625% 
5.625% 
 
 
 
 
 
 
 
 
 
 
Debt Instrument, Face Amount
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 300,000,000 
 
 
 
$ 400,000,000 
$ 350,000,000 
 
 
 
 
 
 
 
 
 
 
Senior Notes Redemable Prior to June 15, 2016
 
 
 
35.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Instrument Redemption Price, Prior to Redemption Dates, Premium, Percentage
 
 
 
1.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Instrument Redemption Price, Prior to Redemption Dates, Basis Spread on Variable Discount Rate
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
5,000.00% 
 
 
 
Early redemption premium
 
 
 
101.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest expense
62,650,000 
69,675,000 
49,044,000 
 
 
4,600,000 
3,800,000 
6,300,000 
 
 
 
 
 
7,100,000 
6,900,000 
9,000,000 
 
 
 
 
 
 
 
67,600,000 
60,000,000 
35,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
Write off of Deferred Debt Issuance Cost
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Maximum borrowing capacity
 
 
 
 
 
1,000,000,000.0 
 
 
 
 
250,000,000 
 
 
 
 
 
 
3,400,000 
70,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Borrowings outstanding
 
 
 
 
 
20,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Letters of credit outstanding
 
 
 
 
26,800,000 
 
 
 
 
 
41,400,000 
 
 
 
 
 
 
 
 
 
14,100,000 
292,800,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Line of Credit Facility, Maximum Borrowing Incremental Increases
 
 
 
 
 
300,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Instrument, Basis Spread on Variable Rate
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1.00% 
2.00% 
 
2.00% 
3.00% 
1.50% 
Interest rate in effect
 
 
 
 
1.75% 
4.75% 
 
 
 
 
2.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percentage of line of credit facility fronting fee
 
 
 
 
 
 
 
 
 
 
0.25% 
 
 
 
 
 
 
 
 
0.28% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commitment fee on unused capacity
 
 
 
 
 
 
 
 
0.375% 
0.50% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term Debt, Fair Value
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
304,000,000 
394,000,000 
344,000,000 
 
 
 
 
 
 
Debt Instrument, Unamortized Discount
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 4,894,000 
$ 5,455,000 
 
 
 
 
 
 
 
 
 
Commitments and Contingencies (Details) (USD $)
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward]
 
 
 
Beginning Balance
$ 15,946,000 
$ 41,954,000 
$ 41,185,000 
Accretion
2,292,000 
4,748,000 
4,807,000 
Payments made
(159,000)
(511,000)
(514,000)
Asset Retirement Obligation, Revision of Estimate
 
(26,000,000)
 
Currency translation adjustments
469,000 
(4,245,000)
(3,524,000)
Ending Balance
$ 18,548,000 
$ 15,946,000 
$ 41,954,000 
Commitments and Contingencies (Details 1) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Commitments and Contingencies Disclosure [Abstract]
 
Operating Leases, Due next twelve months
$ 4,516 
Operating Leases, Due in Two Years
4,218 
Operating Leases, Due in Three Years
3,871 
Operating Leases, Due in Four Years
3,517 
Operating Leases, Due in Five Years
3,545 
Operating Leases, Thereafter
10,018 
Operating Leases, Total future minimum lease payments
$ 29,685 
Commitments and Contingencies (Details 2) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
bbl
Fixed Price Sales [Member]
 
Summary Of Purchase And Sale Commitments
 
Sale commitments, Volume (barrels)
8,670,000 
Sale commitments, Value
$ 453,647 
Floating Price Sales [Member]
 
Summary Of Purchase And Sale Commitments
 
Sale commitments, Volume (barrels)
13,573,000 
Sale commitments, Value
738,245 
Fixed Price Purchases [Member]
 
Summary Of Purchase And Sale Commitments
 
Purchase commitments, Volume (barrels)
2,359,000 
Purchase commitments, Value
120,064 
Floating Price Purchases [Member]
 
Summary Of Purchase And Sale Commitments
 
Purchase commitments, Volume (barrels)
3,577,000 
Purchase commitments, Value
$ 179,237 
Commitments and Contingencies (Details 3) (SemGas [Member], Fractionation capacity [Member], USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
SemGas [Member] |
Fractionation capacity [Member]
 
Long-term Purchase Commitment [Line Items]
 
Purchase Obligation, Due in Next Twelve Months
$ 11,938 
Purchase Obligation, Due in Second Year
10,060 
Purchase Obligation, Due in Third Year
9,121 
Purchase Obligation, Due in Fourth Year
8,451 
Purchase Obligation, Due in Fifth Year
6,841 
Purchase Obligation, Due after Fifth Year
9,099 
Purchase Obligation
$ 55,510 
Commitments and Contingencies (Details Textual) (USD $)
12 Months Ended 1 Months Ended 12 Months Ended 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2016
Minimum [Member]
Dec. 31, 2016
Maximum [Member]
Oct. 31, 2015
White Cliffs Pipeline Transportation Capacity [Member]
White Cliffs Pipeline, LLC [Member]
Dec. 31, 2016
White Cliffs Pipeline Transportation Capacity [Member]
White Cliffs Pipeline, LLC [Member]
bbl
Dec. 31, 2016
Third-party pipeline [Member]
bbl
Dec. 31, 2016
Capital Addition Purchase Commitments [Member]
Maurepas Pipeline, LLC [Member]
Dec. 31, 2016
Kansas sites [Member]
Number_Of_Sites
Dec. 31, 2016
Kansas sites [Member]
Crude Transportation [Member]
Number_Of_Sites
Dec. 31, 2016
Kansas sites [Member]
SemGas [Member]
Number_Of_Sites
Dec. 31, 2016
Proposed Department of Transportation penalty [Member]
Dec. 31, 2016
Wapiti Sour Gas Plant [Member] [Member]
Capital Addition Purchase Commitments [Member]
Oil and Gas Delivery Commitments and Contracts [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unrecorded Unconditional Purchase Obligation, Minimum Volume Per Day
 
 
 
 
 
 
5,000 
5,000 
 
 
 
 
 
 
Unrecorded Unconditional Purchase Obligation, Term
 
 
 
 
 
5 years 
 
7 years 
 
 
 
 
 
 
Commitments and Contingencies (Textual) [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Site contingency number of sites checked
 
 
 
 
 
 
 
 
 
 
 
Estimated cost to retire facilities
$ 122,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
Asset Retirement Obligation, Revision of Estimate
 
(26,000,000)
 
 
 
 
 
 
 
 
 
 
 
 
Operating leases, rent expense
15,000,000 
15,500,000 
16,200,000 
 
 
 
 
 
 
 
 
 
 
 
Notice required to cancel purchase agreements, days
 
 
 
30 days 
120 days 
 
 
 
 
 
 
 
 
 
Sites completing assessment
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of Sites With Limited Soil and Groundwater Impact
 
 
 
 
 
 
 
 
 
 
 
 
 
Unrecorded unconditional purchase obligation, annual amount
 
 
 
 
 
 
9,400,000 
11,900,000 
 
 
 
 
 
 
Purchase Obligation, Due in Next Twelve Months
 
 
 
 
 
 
 
 
180,000,000 
 
 
 
 
80,000,000 
Number of Sites Requiring Additional Investigation
 
 
 
 
 
 
 
 
 
 
 
 
 
Accrued Liabilities
 
 
 
 
 
 
 
 
 
 
 
 
600,200 
 
Purchase Obligation, Due in Second Year
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 155,000,000 
Equity (Details 1)
0 Months Ended 12 Months Ended
Jun. 22, 2016
Dec. 31, 2016
Common Class A [Member]
Dec. 31, 2015
Common Class A [Member]
Dec. 31, 2014
Common Class A [Member]
Dec. 31, 2016
Class B
Dec. 31, 2015
Class B
Dec. 31, 2014
Class B
Schedule of Common Stock
 
 
 
 
 
 
 
Common Stock, Shares, Outstanding
 
43,823,739 
43,614,054 
42,504,656 
28,235 
Stock Issued During Period, Shares, Conversion of Convertible Securities
 
 
 
28,235 
 
 
(28,235)
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures
 
170,772 1
184,803 1
169,933 1
1
1
1
Stock Issued During Period, Shares, Employee Stock Purchase Plans
 
46,836 
24,882 
6,999 
Stock issued from warrant exercises, shares
 
 
 
904,231 
 
 
Stock Issued During Period, Shares, New Issues
8,625,000 
8,625,000 
 
 
 
 
Stock Issued During Period, Shares, Acquisitions
 
13,140,020 
 
 
 
 
Shares paid for tax withholding
 
46,941 
62,291 
11,120 
 
 
 
Common Stock, Shares, Outstanding
 
65,806,367 2
43,823,739 
43,614,054 
Equity Equity (Details 2)
0 Months Ended 1 Months Ended 0 Months Ended
Nov. 28, 2016
Aug. 25, 2016
May 26, 2016
Mar. 17, 2016
Nov. 24, 2015
Aug. 25, 2015
May 29, 2015
Mar. 20, 2015
Nov. 28, 2014
Aug. 29, 2014
May 19, 2014
Mar. 10, 2014
Mar. 16, 2017
Subsequent Event [Member]
Dividends paid
$ 0.45 
$ 0.45 
$ 0.45 
$ 0.45 
$ 0.45 
$ 0.42 
$ 0.38 
$ 0.34 
$ 0.3 
$ 0.27 
$ 0.24 
$ 0.22 
 
Common Stock, Dividends, Per Share, Declared
 
 
 
 
 
 
 
 
 
 
 
 
$ 0.45 
Equity (Details Textual) (USD $)
0 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended
Jun. 22, 2016
Dec. 31, 2016
Dec. 31, 2015
Nov. 30, 2014
Dec. 31, 2016
Common Class A [Member]
Jun. 22, 2016
Common Class A [Member]
Dec. 31, 2016
Class B [Member]
Sep. 30, 2016
Rose Rock Midstream L P [Member]
Dec. 31, 2016
Rose Rock Midstream L P [Member]
Sep. 30, 2016
Rose Rock Midstream L P [Member]
Common Class A [Member]
Equity [Line Items]
 
 
 
 
 
 
 
 
 
 
Par value per share
 
$ 0.01 
$ 0.01 
 
$ 0.01 
 
 
 
 
 
Common stock shares authorized
 
100,000,000 
100,000,000 
 
90,000,000 
 
10,000,000 
 
 
 
Stock Issued During Period, Shares, New Issues
8,625,000 
 
 
 
8,625,000 
 
 
 
 
Shares Issued, Price Per Share
 
 
 
 
 
$ 27.00 
 
 
 
 
Issuance of common shares
$ 228,600,000 
$ 228,546,000 
 
 
 
 
 
 
 
 
Payments of Stock Issuance Costs
 
4,300,000 
 
 
 
 
 
 
 
 
Stock Issued During Period, Shares, Acquisitions
 
 
 
 
13,140,020 
 
 
 
13,100,000 
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs
 
 
 
 
 
 
 
5,300,000 
 
 
Income Tax Effects Allocated Directly to Equity, Equity Transactions
 
 
 
 
 
 
 
$ (143,300,000)
$ (143,300,000)
 
Price of purchase of one share of common stock against warrant
 
 
 
$ 25 
 
 
 
 
 
 
Earnings Per Share (Details) (USD $)
Share data in Thousands, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Basic earnings per share
 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
$ 12,000,000 
$ (4,632,000)
$ 10,787,000 
$ (4,893,000)
$ (977,000)
$ 9,580,000 
$ 28,433,000 
$ 5,776,000 
$ 13,262,000 
$ 42,812,000 
$ 52,057,000 
less: Income attributable to noncontrolling interest
225,000 
1,922,000 
9,020,000 
(1,661,000)
4,707,000 
5,136,000 
4,310,000 
11,167,000 
12,492,000 
22,817,000 
Net income (loss) attributable to SemGroup
12,000,000 
(4,857,000)
8,865,000 
(13,913,000)
684,000 
4,873,000 
23,297,000 
1,466,000 
2,095,000 
30,320,000 
29,240,000 
Weighted average common stock outstanding
 
 
 
 
 
 
 
 
51,889 
43,787 
42,665 
Basic earnings (loss) per share, net
$ 0.18 
$ (0.09)
$ 0.20 
$ (0.32)
$ 0.02 
$ 0.11 
$ 0.53 
$ 0.03 
$ 0.04 
$ 0.69 
$ 0.69 
Continuing Operations [Member]
 
 
 
 
 
 
 
 
 
 
 
Basic earnings per share
 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
 
 
 
 
 
 
 
 
13,263,000 
42,816,000 
52,058,000 
less: Income attributable to noncontrolling interest
 
 
 
 
 
 
 
 
11,167,000 
12,492,000 
22,817,000 
Net income (loss) attributable to SemGroup
 
 
 
 
 
 
 
 
2,096,000 
30,324,000 
29,241,000 
Weighted average common stock outstanding
 
 
 
 
 
 
 
 
51,889 
43,787 
42,665 
Basic earnings (loss) per share, net
 
 
 
 
 
 
 
 
$ 0.04 
$ 0.69 
$ 0.69 
Discontinued Operations [Member]
 
 
 
 
 
 
 
 
 
 
 
Basic earnings per share
 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
 
 
 
 
 
 
 
 
(1,000)
(4,000)
(1,000)
less: Income attributable to noncontrolling interest
 
 
 
 
 
 
 
 
Net income (loss) attributable to SemGroup
 
 
 
 
 
 
 
 
$ (1,000)
$ (4,000)
$ (1,000)
Weighted average common stock outstanding
 
 
 
 
 
 
 
 
51,889 
43,787 
42,665 
Basic earnings (loss) per share, net
 
 
 
 
 
 
 
 
$ 0.00 
$ 0.00 
$ 0.00 
Earnings Per Share (Details 1) (USD $)
Share data in Thousands, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Diluted earnings per share
 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
$ 12,000,000 
$ (4,632,000)
$ 10,787,000 
$ (4,893,000)
$ (977,000)
$ 9,580,000 
$ 28,433,000 
$ 5,776,000 
$ 13,262,000 
$ 42,812,000 
$ 52,057,000 
Less: net income attributable to noncontrolling interests
225,000 
1,922,000 
9,020,000 
(1,661,000)
4,707,000 
5,136,000 
4,310,000 
11,167,000 
12,492,000 
22,817,000 
Net income (loss) attributable to SemGroup
12,000,000 
(4,857,000)
8,865,000 
(13,913,000)
684,000 
4,873,000 
23,297,000 
1,466,000 
2,095,000 
30,320,000 
29,240,000 
Weighted average common stock outstanding
 
 
 
 
 
 
 
 
51,889 
43,787 
42,665 
Weighted Average Number Diluted Shares Outstanding Adjustment
 
 
 
 
 
 
 
 
392 
183 
302 
Diluted weighted average common stock outstanding
 
 
 
 
 
 
 
 
52,281 
43,970 
42,967 
Earnings Per Share, Diluted
$ 0.18 
$ (0.09)
$ 0.19 
$ (0.32)
$ 0.02 
$ 0.11 
$ 0.53 
$ 0.03 
$ 0.04 
$ 0.69 
$ 0.68 
Continuing Operations [Member]
 
 
 
 
 
 
 
 
 
 
 
Diluted earnings per share
 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
 
 
 
 
 
 
 
 
13,263,000 
42,816,000 
52,058,000 
Less: net income attributable to noncontrolling interests
 
 
 
 
 
 
 
 
11,167,000 
12,492,000 
22,817,000 
Net income (loss) attributable to SemGroup
 
 
 
 
 
 
 
 
2,096,000 
30,324,000 
29,241,000 
Weighted average common stock outstanding
 
 
 
 
 
 
 
 
51,889 
43,787 
42,665 
Weighted Average Number Diluted Shares Outstanding Adjustment
 
 
 
 
 
 
 
 
392 
183 
302 
Diluted weighted average common stock outstanding
 
 
 
 
 
 
 
 
52,281 
43,970 
42,967 
Earnings Per Share, Diluted
 
 
 
 
 
 
 
 
$ 0.04 
$ 0.69 
$ 0.68 
Discontinued Operations [Member]
 
 
 
 
 
 
 
 
 
 
 
Diluted earnings per share
 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
 
 
 
 
 
 
 
 
(1,000)
(4,000)
(1,000)
Less: net income attributable to noncontrolling interests
 
 
 
 
 
 
 
 
Net income (loss) attributable to SemGroup
 
 
 
 
 
 
 
 
$ (1,000)
$ (4,000)
$ (1,000)
Weighted average common stock outstanding
 
 
 
 
 
 
 
 
51,889 
43,787 
42,665 
Weighted Average Number Diluted Shares Outstanding Adjustment
 
 
 
 
 
 
 
 
392 
183 
302 
Diluted weighted average common stock outstanding
 
 
 
 
 
 
 
 
52,281 
43,970 
42,967 
Earnings Per Share, Diluted
 
 
 
 
 
 
 
 
$ 0.00 
$ 0.00 
$ 0.00 
Equity-Based Compensation (Details) (Restricted Stock [Member], USD $)
In Thousands, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Restricted Stock [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award
 
 
 
Outstanding, shares
411,308 
449,919 
530,603 
Awards granted, shares
702,309 
151,789 
207,786 
Awards vested, shares
(168,096)
(181,906)
(169,340)
Awards forfeited, shares
(34,255)
(8,494)
(119,130)
Outstanding, shares
911,266 
411,308 
449,919 
Awards outstanding, average grant date fair value
$ 75.25 
$ 70.69 
$ 36.80 
Awards granted, average grant date fair value per share
$ 19.18 
$ 77.93 
$ 77.14 
Awards vested, average grant date fair value per share
$ 20.38 
$ 35.18 
$ 33.07 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value
$ 3,426 
$ 6,399 
$ 5,600 
Awards forfeited, average grant date fair value per share
$ 42.42 
$ 42.05 
$ 42.16 
Awards outstanding, average grant date fair value
$ 31.09 
$ 75.25 
$ 70.69 
Equity-Based Compensation (Details 1) (Rose Rock Midstream L P [Member], Restricted Stock Units (RSUs) [Member], USD $)
In Thousands, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Outstanding, shares
100,191 
102,340 
82,948 
Awards granted, shares
117,204 
36,527 
46,536 
Awards vested, shares
(57,458)
(38,366)
(5,712)
Awards forfeited, shares
(1,846)
(310)
(21,432)
Outstanding, shares
100,191 
102,340 
Awards outstanding, average grant date fair value
$ 38.70 
$ 33.79 
$ 28.59 
Awards granted, average grant date fair value per share
$ 9.62 
$ 39.03 
$ 41.35 
Awards vested, average grant date fair value per share
$ 11.58 
$ 27.54 
$ 35.87 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value
$ 665 
$ 1,057 
$ 205 
Awards forfeited, average grant date fair value per share
$ 26.55 
$ 42.80 
$ 29.82 
Awards outstanding, average grant date fair value
$ 0.00 
$ 38.70 
$ 33.79 
Rose Rock merger agreement [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Conversion of Stock, Shares Converted
158,091 
 
 
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Conversions Weighted Average Grant Date Fair Value
$ 19.57 
 
 
Equity-Based Compensation (Details 2) (USD $)
In Thousands, except Per Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Restricted Stock [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value
$ 3,426 
$ 6,399 
$ 5,600 
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate
51.90% 
26.80% 
29.30% 
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate
0.98% 
1.06% 
0.66% 
Rose Rock Midstream L P [Member] |
Restricted Stock Units (RSUs) [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value
$ 665 
$ 1,057 
$ 205 
Rose Rock merger agreement [Member] |
Rose Rock Midstream L P [Member] |
Restricted Stock Units (RSUs) [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Conversions Weighted Average Grant Date Fair Value
$ 19.57 
 
 
Equity-Based Compensation (Details Textual) (USD $)
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Equity-based compensation expense recognized
$ 8,800,000 
$ 9,100,000 
$ 7,300,000 
Unrecognized compensation expense for nonvested awards
11,500,000 
 
 
Weighted average vesting period
21 months 
 
 
Restricted Stock [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Common stock reserved for issuance pursuant to employee and director compensation programs
3,710,220 
 
 
Shares paid for tax withholding
46,941 
62,291 
11,120 
Unvested Dividend Equivalent Value
914,000 
 
 
Equity-based compensation awards which could vest if certain targets are met
404,000 
 
 
Share based Compensation Arrangement by Share based Payment Award Number of Equivalent Dividends Issued
 
1,793 
593 
Awards granted, shares
702,309 
151,789 
207,786 
Employee Stock [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Common stock reserved for issuance pursuant to employee and director compensation programs
1,000,000 
 
 
Employee stock purchase plan maximum contribution
10.00% 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Purchase Price of Common Stock, Percent
85.00% 
 
 
Stock Issued During Period, Shares, Employee Stock Purchase Plans
46,836 
24,882 
6,999 
Rose Rock Midstream L P [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Equity-based compensation expense recognized
$ 1,200,000 
$ 1,400,000 
$ 900,000 
Share based Compensation Arrangement by Share based Payment Award Number of Equivalent Distributions Issued
 
3,335 
Rose Rock Midstream L P [Member] |
Restricted Stock [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Shares paid for tax withholding
254 
12,892 
Director [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Share-based Goods and Nonemployee Services Transaction, Securities Issued
2,676 
1,104 
 
Rose Rock merger agreement [Member]
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Awards granted, shares
128,585 
 
 
Employee Benefit Plans (Details) (Pension Plan [Member], USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Pension Plan [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Projected benefit obligation
$ 25,675 
$ 23,865 
Fair value of plan assets
22,961 
22,204 
Funded status:
$ (2,714)
$ (1,661)
Employee Benefit Plans (Details Textual) (USD $)
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Postretirement Benefits [Line Items]
 
 
 
Contributions to the defined contribution plans
$ 2,700,000 
$ 2,400,000 
$ 1,900,000 
Other, net of income taxes
(1,128,000)
721,000 
(3,736,000)
Pension Plan [Member]
 
 
 
Postretirement Benefits [Line Items]
 
 
 
Funded status of the Pension Plans
2,700,000 
1,700,000 
 
Other, net of income taxes
1,100,000 
(700,000)
3,700,000 
Projected benefit obligation
25,675,000 
23,865,000 
 
Postretirement Health Coverage [Member]
 
 
 
Postretirement Benefits [Line Items]
 
 
 
Projected benefit obligation
$ 1,500,000 
$ 1,400,000 
 
Accumulated Other Comprehensive Income (Loss) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Total SemGroup Corporation owners’ equity
$ 1,445,965 
$ 1,115,527 
 
 
Other Comprehensive Income (Loss), Net of Tax
(15,352)
(31,421)
(24,287)
 
Currency Translation [Member]
 
 
 
 
Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent
(8,672)
(19,593)
(11,102)
 
Total SemGroup Corporation owners’ equity
(71,425)
(57,201)
(25,059)
(4,508)
Other Comprehensive Income (Loss), Net of Tax
(14,224)
(32,142)
(20,551)
 
Employee Benefit Plans [Member]
 
 
 
 
Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent
(417)
240 
(1,245)
 
Total SemGroup Corporation owners’ equity
(2,489)
(1,361)
(2,082)
1,654 
Other Comprehensive Income (Loss), Net of Tax
(1,128)
721 
(3,736)
 
Accumulated Other Comprehensive Income (Loss) [Member]
 
 
 
 
Total SemGroup Corporation owners’ equity
(73,914)
(58,562)
(27,141)
(2,854)
Other Comprehensive Income (Loss), Net of Tax
$ (15,352)
$ (31,421)
$ (24,287)
 
Supplemental Cash Flow Information (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Components of operating assets and liabilities
 
 
 
Decrease (increase) in restricted cash
$ (1)
$ 6,764 
$ (2,045)
Decrease (increase) in accounts receivable
(90,810)
9,051 
(32,602)
Decrease (increase) in receivable from affiliates
(19,541)
10,905 
50,454 
Decrease (increase) in inventories
(30,686)
(31,043)
(6,243)
Decrease (increase) in derivatives and margin deposits
(711)
(2,109)
28 
Decrease (increase) in other current assets
356 
(413)
(614)
Increase (decrease) in other noncurrent assets
297 
(4,015)
(2)
Increase (decrease) in accounts payable and accrued liabilities
94,687 
2,513 
11,461 
Increase (decrease) in payable to affiliates
21,475 
(8,427)
(48,819)
Increase (decrease) in payables to pre-petition creditors
(3,837)
(54)
Increase (decrease) in other noncurrent liabilities
2,573 
(2,625)
5,067 
Total changes in operating assets and liabilities
$ (22,955)
$ (15,206)
$ (23,365)
Supplemental Cash Flow Information (Details Textual) (USD $)
12 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Feb. 13, 2015
Noncontrolling Interest [Member]
Jun. 23, 2014
Noncontrolling Interest [Member]
Dec. 31, 2015
Noncontrolling Interest [Member]
Dec. 31, 2014
Noncontrolling Interest [Member]
Feb. 13, 2015
Additional Paid-in Capital [Member]
Jun. 23, 2014
Additional Paid-in Capital [Member]
Dec. 31, 2015
Additional Paid-in Capital [Member]
Dec. 31, 2014
Additional Paid-in Capital [Member]
Dec. 31, 2016
Ngl Energy Partners Lp [Member]
Dec. 31, 2015
Ngl Energy Partners Lp [Member]
Dec. 31, 2014
Ngl Energy Partners Lp [Member]
Dec. 31, 2014
Common Class A [Member]
Other Significant Noncash Transactions [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Proceeds from the sale of equity method investments 2
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 79,700,000 
 
Proceeds from sale of common units of equity method investee
60,483,000 
56,318,000 
79,741,000 
 
 
 
 
 
 
 
 
60,500,000 
56,300,000 
88,800,000 
 
Sale of interest in equity investment to related party
 
20,772,000 
31,930,000 
51,500,000 
85,173,000 
51,500,000 
85,200,000 
(30,700,000)
(53,243,000)
(30,700,000)
(53,200,000)
 
 
 
 
Stockholders' equity effect of dropdown transaction, tax
 
20,800,000 
31,900,000 
 
 
 
 
(20,800,000)
(31,900,000)
 
 
 
 
 
 
Stock issued from warrant exercises, shares
 
 
 
 
 
 
 
 
 
 
 
 
 
 
904,231 
Increase in additional paid in capital due to warrant exercises
 
 
 
 
 
 
 
 
 
 
 
 
 
 
73,000,000 
Proceeds from warrant exercises
1,451,000 
 
 
 
 
 
 
 
 
 
 
 
 
Interest Paid
71,300,000 
64,900,000 
36,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
Income taxes (net of refunds received)
700,000 
7,300,000 
23,500,000 
 
 
 
 
 
 
 
 
 
 
 
 
Capital Expenditures Incurred but Not yet Paid
1,400,000 
11,800,000 
7,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
Notes Issued
4,700,000 
4,600,000 
4,400,000 
 
 
 
 
 
 
 
 
 
 
 
 
Proceeds from Sale of Equity Method Investments
$ 60,483,000 
$ 56,318,000 
$ 79,741,000 
 
 
 
 
 
 
 
 
$ 60,500,000 
$ 56,300,000 
$ 88,800,000 
 
Quarterly Financial Data (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Quarterly Financial Data [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Revenue, Net
$ 402,172 
$ 327,764 
$ 287,377 
$ 314,851 
$ 382,493 
$ 397,065 
$ 377,226 
$ 298,310 
$ 1,332,164 
$ 1,455,094 
$ 2,122,579 
Loss (gain) on disposal or impairment
38 
1,018 
1,685 
13,307 
9,993 
(951)
1,372 
1,058 
16,048 
11,472 
32,592 
Costs and expenses excluding gains and losses on disposal or impairment
381,969 
316,644 
277,379 
292,250 
371,512 
376,973 
352,549 
301,206 
1,268,242 
1,402,240 
 
Total expenses
382,007 
317,662 
279,064 
305,557 
381,505 
376,022 
353,921 
302,264 
1,284,290 
1,413,712 
2,088,805 
Earnings from equity method investments
17,763 
15,845 
17,078 
23,071 
20,687 
16,237 
23,903 
20,559 
73,757 
81,386 
64,199 
Gain (loss) on issuance of common units by equity method investee
(41)
352 
136 
5,897 
(41)
6,385 
29,020 
Operating income
37,928 
25,947 
25,391 
32,324 
22,027 
37,416 
53,105 
16,605 
121,590 
129,153 
126,993 
Interest and non-operating income (expense)
9,809 
18,684 
9,944 
58,622 
19,082 
17,829 
9,809 
6,087 
97,059 
52,807 
28,422 
Income (loss) from continuing operations before income taxes
28,119 
7,263 
15,447 
(26,298)
2,945 
19,587 
43,296 
10,518 
24,531 
76,346 
98,571 
Income tax expense (benefit)
16,119 
11,898 
4,658 
(21,407)
3,921 
10,006 
14,861 
4,742 
11,268 
33,530 
46,513 
Income (loss) from continuing operations
12,000 
(4,635)
10,789 
(4,891)
(976)
9,581 
28,435 
5,776 
13,263 
42,816 
52,058 
Income (loss) from discontinued operations, net of income taxes
(2)
(2)
(1)
(1)
(2)
(1)
(4)
(1)
Net income (loss)
12,000 
(4,632)
10,787 
(4,893)
(977)
9,580 
28,433 
5,776 
13,262 
42,812 
52,057 
Less: net income attributable to noncontrolling interests
225 
1,922 
9,020 
(1,661)
4,707 
5,136 
4,310 
11,167 
12,492 
22,817 
Net income (loss) attributable to SemGroup
$ 12,000 
$ (4,857)
$ 8,865 
$ (13,913)
$ 684 
$ 4,873 
$ 23,297 
$ 1,466 
$ 2,095 
$ 30,320 
$ 29,240 
Basic earnings (loss) per share, net
$ 0.18 
$ (0.09)
$ 0.20 
$ (0.32)
$ 0.02 
$ 0.11 
$ 0.53 
$ 0.03 
$ 0.04 
$ 0.69 
$ 0.69 
Earnings Per Share, Diluted
$ 0.18 
$ (0.09)
$ 0.19 
$ (0.32)
$ 0.02 
$ 0.11 
$ 0.53 
$ 0.03 
$ 0.04 
$ 0.69 
$ 0.68 
Quarterly Financial Data Quarterly Financial Data (Details Textual) (USD $)
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Costs and expenses excluding gains and losses on disposal or impairment
$ 381,969,000 
$ 316,644,000 
$ 277,379,000 
$ 292,250,000 
$ 371,512,000 
$ 376,973,000 
$ 352,549,000 
$ 301,206,000 
$ 1,268,242,000 
$ 1,402,240,000 
 
Net income (loss) attributable to SemGroup
12,000,000 
(4,857,000)
8,865,000 
(13,913,000)
684,000 
4,873,000 
23,297,000 
1,466,000 
2,095,000 
30,320,000 
29,240,000 
Basic
$ 0.18 
$ (0.09)
$ 0.20 
$ (0.32)
$ 0.02 
$ 0.11 
$ 0.53 
$ 0.03 
$ 0.04 
$ 0.69 
$ 0.69 
Restatement Adjustment [Member]
 
 
 
 
 
 
 
 
 
 
 
Costs and expenses excluding gains and losses on disposal or impairment
 
(2,500,000)
(900,000)
(1,400,000)
 
 
 
 
 
 
 
Net income (loss) attributable to SemGroup
 
$ 2,500,000 
$ 900,000 
$ 1,400,000 
 
 
 
 
 
 
 
Basic
 
$ 0.05 
$ 0.02 
$ 0.03 
 
 
 
 
 
 
 
Related Party Transactions (Details) (Equity Method Investee [Member], USD $)
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
NGL Energy [Member]
 
 
 
Related Party Transaction
 
 
 
Revenues from related party
$ 61,639,000 
$ 157,732,000 
$ 456,987,000 
Purchases from related party
57,739,000 
138,095,000 
437,015,000 
Reimbursements from NGL Energy for transition services
56,000 
168,000 
White Cliffs Pipeline, LLC [Member]
 
 
 
Related Party Transaction
 
 
 
Purchases from related party
4,758,000 
White Cliffs Pipeline, LLC [Member] |
Crude Oil Revenue [Member]
 
 
 
Related Party Transaction
 
 
 
Revenues from related party
4,973,000 
White Cliffs Pipeline, LLC [Member] |
Storage Revenue [Member]
 
 
 
Related Party Transaction
 
 
 
Revenues from related party
4,350,000 
4,300,000 
2,888,000 
White Cliffs Pipeline, LLC [Member] |
Transportation Fees [Member]
 
 
 
Related Party Transaction
 
 
 
Related Party Transaction, Expenses from Transactions with Related Party
10,797,000 
5,253,000 
3,972,000 
White Cliffs Pipeline, LLC [Member] |
Management Fees [Member]
 
 
 
Related Party Transaction
 
 
 
Related Party Transaction, Expenses from Transactions with Related Party
494,000 
471,000 
449,000 
Glass Mountain Pipeline Llc [Member]
 
 
 
Related Party Transaction
 
 
 
Purchases from related party
385,000 
2,087,000 
Glass Mountain Pipeline Llc [Member] |
Transportation Fees [Member]
 
 
 
Related Party Transaction
 
 
 
Related Party Transaction, Expenses from Transactions with Related Party
7,479,000 
2,997,000 
845,000 
Glass Mountain Pipeline Llc [Member] |
Management Fees [Member]
 
 
 
Related Party Transaction
 
 
 
Related Party Transaction, Expenses from Transactions with Related Party
$ 793,000 
$ 770,000 
$ 727,000 
Related Party Transactions (Details Textual) (USD $)
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
White Cliffs Pipeline, LLC [Member]
 
 
 
Related Party Transaction [Line Items]
 
 
 
Equity method investment, ownership percentage
51.00% 
 
 
Glass Mountain Pipeline LLC [Member]
 
 
 
Related Party Transaction [Line Items]
 
 
 
Equity method investment, ownership percentage
50.00% 
 
 
Immediate Family Member of Management or Principal Owner [Member] |
Legal Fees [Member]
 
 
 
Related Party Transaction [Line Items]
 
 
 
Related Party Transaction, Expenses from Transactions with Related Party
$ 1,000,000 
$ 1,300,000 
$ 1,300,000 
Immediate Family Member of Management or Principal Owner [Member] |
Legal Fees [Member] |
White Cliffs Pipeline, LLC [Member]
 
 
 
Related Party Transaction [Line Items]
 
 
 
Related Party Transaction, Expenses from Transactions with Related Party
$ 1,600 
$ 3,400 
$ 100,000 
Condensed Consolidating Guarantor Financial Statements (Details) (USD $)
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Product
 
 
 
 
 
 
 
 
$ 1,009,409,000 
$ 1,118,886,000 
$ 1,780,314,000 
 
Product
 
 
 
 
 
 
 
 
265,030,000 
259,542,000 
233,239,000 
 
Cash and cash equivalents
74,216,000 
 
 
 
58,096,000 
 
 
 
74,216,000 
58,096,000 
40,598,000 
79,351,000 
Accounts Receivable, net
418,339,000 
 
 
 
326,713,000 
 
 
 
418,339,000 
326,713,000 
 
 
Receivable from affiliates
25,455,000 
 
 
 
5,914,000 
 
 
 
25,455,000 
5,914,000 
 
 
Inventories
99,234,000 
 
 
 
70,239,000 
 
 
 
99,234,000 
70,239,000 
 
 
Other current assets
18,630,000 
 
 
 
19,419,000 
 
 
 
18,630,000 
19,419,000 
 
 
Total current assets
635,874,000 
 
 
 
480,381,000 
 
 
 
635,874,000 
480,381,000 
 
 
Property, plant and equipment
1,762,072,000 
 
 
 
1,566,821,000 
 
 
 
1,762,072,000 
1,566,821,000 
 
 
Equity method investments
434,289,000 
 
 
 
551,078,000 
 
 
 
434,289,000 
551,078,000 
 
 
Goodwill
34,230,000 
 
 
 
48,032,000 
 
 
 
34,230,000 
48,032,000 
58,326,000 
62,021,000 
Other intangible assets (net of accumulated amortization of $39,018 and $29,515, respectively)
150,978,000 
 
 
 
162,223,000 
 
 
 
150,978,000 
162,223,000 
173,065,000 
174,838,000 
Other noncurrent assets
57,529,000 
 
 
 
45,374,000 
 
 
 
57,529,000 
45,374,000 
 
 
Total assets
3,074,972,000 
 
 
 
2,853,909,000 
 
 
 
3,074,972,000 
2,853,909,000 
 
 
Accounts payable
367,307,000 
 
 
 
273,666,000 
 
 
 
367,307,000 
273,666,000 
 
 
Payable to affiliates
26,508,000 
 
 
 
5,033,000 
 
 
 
26,508,000 
5,033,000 
 
 
Accrued liabilities
81,104,000 
 
 
 
85,047,000 
 
 
 
81,104,000 
85,047,000 
 
 
Other Liabilities, Current
13,436,000 
 
 
 
13,281,000 
 
 
 
13,436,000 
13,281,000 
 
 
Total current liabilities
488,355,000 
 
 
 
377,027,000 
 
 
 
488,355,000 
377,027,000 
 
 
Long-term debt
1,050,918,000 
 
 
 
1,057,816,000 
 
 
 
1,050,918,000 
1,057,816,000 
 
 
Deferred income taxes
64,501,000 
 
 
 
200,953,000 
 
 
 
64,501,000 
200,953,000 
 
 
Other noncurrent liabilities
25,233,000 
 
 
 
21,757,000 
 
 
 
25,233,000 
21,757,000 
 
 
Commitments and contingencies
   
 
 
 
   
 
 
 
   
   
 
 
Total SemGroup Corporation owners’ equity
1,445,965,000 
 
 
 
1,115,527,000 
 
 
 
1,445,965,000 
1,115,527,000 
 
 
Noncontrolling interests in consolidated subsidiaries
 
 
 
80,829,000 
 
 
 
80,829,000 
 
 
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest
1,445,965,000 
 
 
 
1,196,356,000 
 
 
 
1,445,965,000 
1,196,356,000 
1,219,437,000 
1,213,863,000 
Liabilities and Equity
3,074,972,000 
 
 
 
2,853,909,000 
 
 
 
3,074,972,000 
2,853,909,000 
 
 
Other Revenue, Net
 
 
 
 
 
 
 
 
57,725,000 
76,666,000 
109,026,000 
 
Revenue, Net
402,172,000 
327,764,000 
287,377,000 
314,851,000 
382,493,000 
397,065,000 
377,226,000 
298,310,000 
1,332,164,000 
1,455,094,000 
2,122,579,000 
 
Costs of products sold, exclusive of depreciation and amortization shown below
 
 
 
 
 
 
 
 
873,431,000 
979,549,000 
1,623,358,000 
 
Operating Costs and Expenses
 
 
 
 
 
 
 
 
212,099,000 
224,443,000 
246,613,000 
 
General and administrative
 
 
 
 
 
 
 
 
83,908,000 
97,366,000 
87,845,000 
 
Depreciation and amortization
 
 
 
 
 
 
 
 
98,804,000 
100,882,000 
98,397,000 
 
Loss (gain) on disposal or impairment
(38,000)
(1,018,000)
(1,685,000)
(13,307,000)
(9,993,000)
951,000 
(1,372,000)
(1,058,000)
(16,048,000)
(11,472,000)
(32,592,000)
 
Costs and Expenses
382,007,000 
317,662,000 
279,064,000 
305,557,000 
381,505,000 
376,022,000 
353,921,000 
302,264,000 
1,284,290,000 
1,413,712,000 
2,088,805,000 
 
Earnings from equity method investments
17,763,000 
15,845,000 
17,078,000 
23,071,000 
20,687,000 
16,237,000 
23,903,000 
20,559,000 
73,757,000 
81,386,000 
64,199,000 
 
Gain (loss) on issuance of common units by equity method investee
(41,000)
352,000 
136,000 
5,897,000 
(41,000)
6,385,000 
29,020,000 
 
Operating income (loss)
37,928,000 
25,947,000 
25,391,000 
32,324,000 
22,027,000 
37,416,000 
53,105,000 
16,605,000 
121,590,000 
129,153,000 
126,993,000 
 
Interest expense
 
 
 
 
 
 
 
 
62,650,000 
69,675,000 
49,044,000 
 
Foreign Currency Transaction Gain (Loss), before Tax
 
 
 
 
 
 
 
 
4,759,000 
(1,067,000)
(86,000)
 
Loss (gain) on sale or impairment of equity method investment
 
 
 
 
 
 
 
 
30,644,000 
(14,517,000)
(34,211,000)
 
Other expense (income), net
 
 
 
 
 
 
 
 
(994,000)
(1,284,000)
13,675,000 
 
Interest and non-operating income (expense)
9,809,000 
18,684,000 
9,944,000 
58,622,000 
19,082,000 
17,829,000 
9,809,000 
6,087,000 
97,059,000 
52,807,000 
28,422,000 
 
Income (loss) from continuing operations before income taxes
28,119,000 
7,263,000 
15,447,000 
(26,298,000)
2,945,000 
19,587,000 
43,296,000 
10,518,000 
24,531,000 
76,346,000 
98,571,000 
 
Income tax expense (benefit)
16,119,000 
11,898,000 
4,658,000 
(21,407,000)
3,921,000 
10,006,000 
14,861,000 
4,742,000 
11,268,000 
33,530,000 
46,513,000 
 
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest
12,000,000 
(4,635,000)
10,789,000 
(4,891,000)
(976,000)
9,581,000 
28,435,000 
5,776,000 
13,263,000 
42,816,000 
52,058,000 
 
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest
3,000 
(2,000)
(2,000)
(1,000)
(1,000)
(2,000)
(1,000)
(4,000)
(1,000)
 
Net income (loss)
12,000,000 
(4,632,000)
10,787,000 
(4,893,000)
(977,000)
9,580,000 
28,433,000 
5,776,000 
13,262,000 
42,812,000 
52,057,000 
 
Less: net income attributable to noncontrolling interests
225,000 
1,922,000 
9,020,000 
(1,661,000)
4,707,000 
5,136,000 
4,310,000 
11,167,000 
12,492,000 
22,817,000 
 
Net income (loss) attributable to SemGroup
12,000,000 
(4,857,000)
8,865,000 
(13,913,000)
684,000 
4,873,000 
23,297,000 
1,466,000 
2,095,000 
30,320,000 
29,240,000 
 
Other Comprehensive Income (Loss), Net of Tax
 
 
 
 
 
 
 
 
(15,352,000)
(31,421,000)
(24,287,000)
 
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
(2,090,000)
11,391,000 
27,770,000 
 
Comprehensive (Income) Loss, Net of Tax, Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
11,167,000 
12,492,000 
22,817,000 
 
Comprehensive Income (Loss), Net of Tax, Attributable to Parent
 
 
 
 
 
 
 
 
(13,257,000)
(1,101,000)
4,953,000 
 
Net Cash Provided by (Used in) Operating Activities
 
 
 
 
 
 
 
 
169,974,000 
181,762,000 
181,658,000 
 
Capital expenditures
 
 
 
 
 
 
 
 
(312,456,000)
(479,530,000)
(270,506,000)
 
Proceeds from sale of property, plant and equipment
 
 
 
 
 
 
 
 
151,000 
3,688,000 
4,445,000 
 
Investments in non-consolidated subsidiaries
 
 
 
 
 
 
 
 
(4,188,000)
(46,730,000)
(71,131,000)
 
Proceeds from Sales of Business, Affiliate and Productive Assets
 
 
 
 
 
 
 
 
 
 
Payments to acquire businesses
 
 
 
 
 
 
 
 
44,508,000 
 
Proceeds from Sale of Equity Method Investments
 
 
 
 
 
 
 
 
60,483,000 
56,318,000 
79,741,000 
 
Distributions from equity method investments in excess of equity in earnings
 
 
 
 
 
 
 
 
27,726,000 
24,113,000 
11,734,000 
 
Net cash provided by (used in) investing activities
 
 
 
 
 
 
 
 
(228,284,000)
(442,141,000)
(290,225,000)
 
Payments of Debt Issuance Costs
 
 
 
 
 
 
 
 
(7,728,000)
(6,289,000)
(8,686,000)
 
Proceeds from Issuance of Long-term Debt
 
 
 
 
 
 
 
 
382,500,000 
867,208,000 
1,254,244,000 
 
Repayments of Long-term Debt, Long-term Capital Lease Obligations, and Capital Securities
 
 
 
 
 
 
 
 
(396,890,000)
(560,049,000)
(1,102,272,000)
 
Proceeds from Issuance of Common Limited Partners Units
 
 
 
 
 
 
 
 
89,119,000 
 
Distributions to noncontrolling interests
 
 
 
 
 
 
 
 
(32,133,000)
(40,410,000)
(28,494,000)
 
Proceeds from warrant exercises
 
 
 
 
 
 
 
 
1,451,000 
 
Proceeds from Issuance of Common Stock
 
 
 
 
 
 
 
 
223,025,000 
 
Payments Related to Tax Withholding for Share-based Compensation
 
 
 
 
 
 
 
 
(965,000)
(4,261,000)
(719,000)
 
Dividends paid
 
 
 
 
 
 
 
 
(92,910,000)
(69,514,000)
(44,206,000)
 
Proceeds from issuance of common stock under employee stock purchase plan
 
 
 
 
 
 
 
 
1,010,000 
1,223,000 
340,000 
 
Excess tax benefit from equity-based awards
 
 
 
 
 
 
 
 
1,650,000 
 
Intercompany payments and receipts
 
 
 
 
 
 
 
 
 
Net cash provided by (used in) financing activities
 
 
 
 
 
 
 
 
75,909,000 
277,027,000 
73,308,000 
 
Effect of exchange rate changes on cash and cash equivalents
 
 
 
 
 
 
 
 
(1,479,000)
850,000 
(3,494,000)
 
Cash and Cash Equivalents, Period Increase (Decrease)
 
 
 
 
 
 
 
 
16,120,000 
17,498,000 
(38,753,000)
 
Reportable Legal Entities [Member] |
Parent Company [Member]
 
 
 
 
 
 
 
 
 
 
 
 
Product
 
 
 
 
 
 
 
 
 
Product
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
19,002,000 
 
 
 
4,559,000 
 
 
 
19,002,000 
4,559,000 
9,254,000 
2,545,000 
Accounts Receivable, net
 
 
 
640,000 
 
 
 
640,000 
 
 
Receivable from affiliates
27,000 
 
 
 
1,616,000 
 
 
 
27,000 
1,616,000 
 
 
Inventories
 
 
 
 
 
 
 
 
Other current assets
8,986,000 
 
 
 
8,477,000 
 
 
 
8,986,000 
8,477,000 
 
 
Total current assets
28,015,000 
 
 
 
15,292,000 
 
 
 
28,015,000 
15,292,000 
 
 
Property, plant and equipment
5,621,000 
 
 
 
4,335,000 
 
 
 
5,621,000 
4,335,000 
 
 
Equity method investments
2,454,118,000 
 
 
 
1,546,853,000 
 
 
 
2,454,118,000 
1,546,853,000 
 
 
Goodwill
 
 
 
 
 
 
 
 
Other intangible assets (net of accumulated amortization of $39,018 and $29,515, respectively)
15,000 
 
 
 
20,000 
 
 
 
15,000 
20,000 
 
 
Other noncurrent assets
54,155,000 
 
 
 
39,358,000 
 
 
 
54,155,000 
39,358,000 
 
 
Total assets
2,541,924,000 
 
 
 
1,605,858,000 
 
 
 
2,541,924,000 
1,605,858,000 
 
 
Accounts payable
674,000 
 
 
 
734,000 
 
 
 
674,000 
734,000 
 
 
Payable to affiliates
 
 
 
78,000 
 
 
 
78,000 
 
 
Accrued liabilities
25,078,000 
 
 
 
5,551,000 
 
 
 
25,078,000 
5,551,000 
 
 
Other Liabilities, Current
889,000 
 
 
 
569,000 
 
 
 
889,000 
569,000 
 
 
Total current liabilities
26,641,000 
 
 
 
6,932,000 
 
 
 
26,641,000 
6,932,000 
 
 
Long-term debt
1,050,893,000 
 
 
 
325,460,000 
 
 
 
1,050,893,000 
325,460,000 
 
 
Deferred income taxes
16,119,000 
 
 
 
155,411,000 
 
 
 
16,119,000 
155,411,000 
 
 
Other noncurrent liabilities
2,306,000 
 
 
 
2,528,000 
 
 
 
2,306,000 
2,528,000 
 
 
Commitments and contingencies
   
 
 
 
   
 
 
 
   
   
 
 
Total SemGroup Corporation owners’ equity
1,445,965,000 
 
 
 
1,115,527,000 
 
 
 
1,445,965,000 
1,115,527,000 
 
 
Noncontrolling interests in consolidated subsidiaries
 
 
 
 
 
 
 
 
 
 
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest
1,445,965,000 
 
 
 
1,115,527,000 
 
 
 
1,445,965,000 
1,115,527,000 
 
 
Liabilities and Equity
2,541,924,000 
 
 
 
1,605,858,000 
 
 
 
2,541,924,000 
1,605,858,000 
 
 
Other Revenue, Net
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
 
Costs of products sold, exclusive of depreciation and amortization shown below
 
 
 
 
 
 
 
 
 
Operating Costs and Expenses
 
 
 
 
 
 
 
 
 
General and administrative
 
 
 
 
 
 
 
 
22,349,000 
29,914,000 
22,394,000 
 
Depreciation and amortization
 
 
 
 
 
 
 
 
1,647,000 
1,522,000 
1,678,000 
 
Loss (gain) on disposal or impairment
 
 
 
 
 
 
 
 
(5,945,000)
 
Costs and Expenses
 
 
 
 
 
 
 
 
23,996,000 
31,436,000 
30,017,000 
 
Earnings from equity method investments
 
 
 
 
 
 
 
 
56,815,000 
65,512,000 
48,760,000 
 
Gain (loss) on issuance of common units by equity method investee
 
 
 
 
 
 
 
 
(41,000)
6,385,000 
29,020,000 
 
Operating income (loss)
 
 
 
 
 
 
 
 
32,778,000 
40,461,000 
47,763,000 
 
Interest expense
 
 
 
 
 
 
 
 
(4,002,000)
2,230,000 
8,423,000 
 
Foreign Currency Transaction Gain (Loss), before Tax
 
 
 
 
 
 
 
 
(5,000)
 
Loss (gain) on sale or impairment of equity method investment
 
 
 
 
 
 
 
 
30,644,000 
(14,517,000)
(34,211,000)
 
Other expense (income), net
 
 
 
 
 
 
 
 
(339,000)
(2,048,000)
10,119,000 
 
Interest and non-operating income (expense)
 
 
 
 
 
 
 
 
26,303,000 
(14,340,000)
(15,669,000)
 
Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
 
 
6,475,000 
54,801,000 
63,432,000 
 
Income tax expense (benefit)
 
 
 
 
 
 
 
 
4,380,000 
24,482,000 
34,192,000 
 
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
2,095,000 
30,319,000 
29,240,000 
 
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
 
Net income (loss)
 
 
 
 
 
 
 
 
2,095,000 
30,319,000 
29,240,000 
 
Net income (loss) attributable to SemGroup
 
 
 
 
 
 
 
 
2,095,000 
30,319,000 
29,240,000 
 
Other Comprehensive Income (Loss), Net of Tax
 
 
 
 
 
 
 
 
7,360,000 
17,420,000 
5,159,000 
 
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
9,455,000 
47,739,000 
34,399,000 
 
Comprehensive (Income) Loss, Net of Tax, Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
 
Comprehensive Income (Loss), Net of Tax, Attributable to Parent
 
 
 
 
 
 
 
 
9,455,000 
47,739,000 
34,399,000 
 
Net Cash Provided by (Used in) Operating Activities
 
 
 
 
 
 
 
 
84,460,000 
37,259,000 
27,393,000 
 
Capital expenditures
 
 
 
 
 
 
 
 
(2,928,000)
(1,740,000)
(1,672,000)
 
Proceeds from sale of property, plant and equipment
 
 
 
 
 
 
 
 
 
Investments in non-consolidated subsidiaries
 
 
 
 
 
 
 
 
 
Proceeds from Sales of Business, Affiliate and Productive Assets
 
 
 
 
 
 
 
 
 
251,181,000 
114,412,000 
 
Payments to acquire businesses
 
 
 
 
 
 
 
 
 
 
 
Proceeds from Sale of Equity Method Investments
 
 
 
 
 
 
 
 
60,483,000 
56,318,000 
79,741,000 
 
Distributions from equity method investments in excess of equity in earnings
 
 
 
 
 
 
 
 
35,340,000 
1,843,000 
 
Net cash provided by (used in) investing activities
 
 
 
 
 
 
 
 
57,555,000 
341,099,000 
194,324,000 
 
Payments of Debt Issuance Costs
 
 
 
 
 
 
 
 
(7,728,000)
(601,000)
(93,000)
 
Proceeds from Issuance of Long-term Debt
 
 
 
 
 
 
 
 
382,500,000 
181,000,000 
405,500,000 
 
Repayments of Long-term Debt, Long-term Capital Lease Obligations, and Capital Securities
 
 
 
 
 
 
 
 
(396,859,000)
(186,000,000)
(440,500,000)
 
Proceeds from Issuance of Common Limited Partners Units
 
 
 
 
 
 
 
 
 
 
 
Distributions to noncontrolling interests
 
 
 
 
 
 
 
 
 
Proceeds from warrant exercises
 
 
 
 
 
 
 
 
 
 
1,451,000 
 
Proceeds from Issuance of Common Stock
 
 
 
 
 
 
 
 
223,025,000 
 
 
 
Payments Related to Tax Withholding for Share-based Compensation
 
 
 
 
 
 
 
 
(965,000)
(4,261,000)
(719,000)
 
Dividends paid
 
 
 
 
 
 
 
 
(92,910,000)
(69,514,000)
(44,206,000)
 
Proceeds from issuance of common stock under employee stock purchase plan
 
 
 
 
 
 
 
 
1,010,000 
1,223,000 
340,000 
 
Excess tax benefit from equity-based awards
 
 
 
 
 
 
 
 
 
 
1,650,000 
 
Intercompany payments and receipts
 
 
 
 
 
 
 
 
(235,645,000)
(304,900,000)
(138,431,000)
 
Net cash provided by (used in) financing activities
 
 
 
 
 
 
 
 
(127,572,000)
(383,053,000)
(215,008,000)
 
Effect of exchange rate changes on cash and cash equivalents
 
 
 
 
 
 
 
 
 
Cash and Cash Equivalents, Period Increase (Decrease)
 
 
 
 
 
 
 
 
14,443,000 
(4,695,000)
6,709,000 
 
Reportable Legal Entities [Member] |
Guarantor Subsidiaries [Member]
 
 
 
 
 
 
 
 
 
 
 
 
Product
 
 
 
 
 
 
 
 
872,961,000 
900,303,000 
1,486,227,000 
 
Product
 
 
 
 
 
 
 
 
162,460,000 
188,429,000 
160,620,000 
 
Cash and cash equivalents
 
 
 
9,058,000 
 
 
 
9,058,000 
3,624,000 
15,436,000 
Accounts Receivable, net
361,160,000 
 
 
 
260,621,000 
 
 
 
361,160,000 
260,621,000 
 
 
Receivable from affiliates
25,244,000 
 
 
 
7,063,000 
 
 
 
25,244,000 
7,063,000 
 
 
Inventories
89,638,000 
 
 
 
59,073,000 
 
 
 
89,638,000 
59,073,000 
 
 
Other current assets
5,760,000 
 
 
 
5,243,000 
 
 
 
5,760,000 
5,243,000 
 
 
Total current assets
481,802,000 
 
 
 
341,058,000 
 
 
 
481,802,000 
341,058,000 
 
 
Property, plant and equipment
970,079,000 
 
 
 
978,224,000 
 
 
 
970,079,000 
978,224,000 
 
 
Equity method investments
940,696,000 
 
 
 
770,742,000 
 
 
 
940,696,000 
770,742,000 
 
 
Goodwill
26,628,000 
 
 
 
39,680,000 
 
 
 
26,628,000 
39,680,000 
 
 
Other intangible assets (net of accumulated amortization of $39,018 and $29,515, respectively)
149,669,000 
 
 
 
159,750,000 
 
 
 
149,669,000 
159,750,000 
 
 
Other noncurrent assets
2,080,000 
 
 
 
4,775,000 
 
 
 
2,080,000 
4,775,000 
 
 
Total assets
2,570,954,000 
 
 
 
2,294,229,000 
 
 
 
2,570,954,000 
2,294,229,000 
 
 
Accounts payable
348,297,000 
 
 
 
254,785,000 
 
 
 
348,297,000 
254,785,000 
 
 
Payable to affiliates
26,508,000 
 
 
 
13,151,000 
 
 
 
26,508,000 
13,151,000 
 
 
Accrued liabilities
23,423,000 
 
 
 
33,199,000 
 
 
 
23,423,000 
33,199,000 
 
 
Other Liabilities, Current
5,108,000 
 
 
 
4,246,000 
 
 
 
5,108,000 
4,246,000 
 
 
Total current liabilities
403,336,000 
 
 
 
305,381,000 
 
 
 
403,336,000 
305,381,000 
 
 
Long-term debt
6,142,000 
 
 
 
739,696,000 
 
 
 
6,142,000 
739,696,000 
 
 
Deferred income taxes
 
 
 
 
 
 
 
 
Other noncurrent liabilities
 
 
 
 
 
 
 
 
Commitments and contingencies
   
 
 
 
   
 
 
 
   
   
 
 
Total SemGroup Corporation owners’ equity
2,161,476,000 
 
 
 
1,168,323,000 
 
 
 
2,161,476,000 
1,168,323,000 
 
 
Noncontrolling interests in consolidated subsidiaries
 
 
 
 
80,829,000 
 
 
 
 
80,829,000 
 
 
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest
2,161,476,000 
 
 
 
1,249,152,000 
 
 
 
2,161,476,000 
1,249,152,000 
 
 
Liabilities and Equity
2,570,954,000 
 
 
 
2,294,229,000 
 
 
 
2,570,954,000 
2,294,229,000 
 
 
Other Revenue, Net
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
1,035,421,000 
1,088,732,000 
1,646,847,000 
 
Costs of products sold, exclusive of depreciation and amortization shown below
 
 
 
 
 
 
 
 
761,971,000 
808,776,000 
1,377,661,000 
 
Operating Costs and Expenses
 
 
 
 
 
 
 
 
115,431,000 
117,541,000 
112,063,000 
 
General and administrative
 
 
 
 
 
 
 
 
31,196,000 
31,021,000 
29,579,000 
 
Depreciation and amortization
 
 
 
 
 
 
 
 
68,669,000 
73,393,000 
65,749,000 
 
Loss (gain) on disposal or impairment
 
 
 
 
 
 
 
 
(16,115,000)
(10,399,000)
(55,017,000)
 
Costs and Expenses
 
 
 
 
 
 
 
 
993,382,000 
1,041,130,000 
1,640,069,000 
 
Earnings from equity method investments
 
 
 
 
 
 
 
 
81,366,000 
86,518,000 
98,760,000 
 
Gain (loss) on issuance of common units by equity method investee
 
 
 
 
 
 
 
 
 
Operating income (loss)
 
 
 
 
 
 
 
 
123,405,000 
134,120,000 
105,538,000 
 
Interest expense
 
 
 
 
 
 
 
 
72,277,000 
69,664,000 
39,642,000 
 
Foreign Currency Transaction Gain (Loss), before Tax
 
 
 
 
 
 
 
 
 
Loss (gain) on sale or impairment of equity method investment
 
 
 
 
 
 
 
 
 
Other expense (income), net
 
 
 
 
 
 
 
 
63,000 
(38,000)
479,000 
 
Interest and non-operating income (expense)
 
 
 
 
 
 
 
 
72,340,000 
69,626,000 
40,121,000 
 
Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
 
 
51,065,000 
64,494,000 
65,417,000 
 
Income tax expense (benefit)
 
 
 
 
 
 
 
 
 
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
51,065,000 
64,494,000 
65,417,000 
 
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
(3,000)
 
Net income (loss)
 
 
 
 
 
 
 
 
51,065,000 
64,491,000 
65,417,000 
 
Less: net income attributable to noncontrolling interests
 
 
 
 
 
 
 
 
11,167,000 
12,492,000 
22,817,000 
 
Net income (loss) attributable to SemGroup
 
 
 
 
 
 
 
 
39,898,000 
51,999,000 
42,600,000 
 
Other Comprehensive Income (Loss), Net of Tax
 
 
 
 
 
 
 
 
1,223,000 
430,000 
 
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
52,288,000 
64,921,000 
65,417,000 
 
Comprehensive (Income) Loss, Net of Tax, Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
11,167,000 
12,492,000 
22,817,000 
 
Comprehensive Income (Loss), Net of Tax, Attributable to Parent
 
 
 
 
 
 
 
 
41,121,000 
52,429,000 
42,600,000 
 
Net Cash Provided by (Used in) Operating Activities
 
 
 
 
 
 
 
 
79,054,000 
122,838,000 
151,834,000 
 
Capital expenditures
 
 
 
 
 
 
 
 
(56,102,000)
(197,074,000)
(216,711,000)
 
Proceeds from sale of property, plant and equipment
 
 
 
 
 
 
 
 
53,000 
257,000 
3,442,000 
 
Investments in non-consolidated subsidiaries
 
 
 
 
 
 
 
 
(4,188,000)
(46,730,000)
(71,131,000)
 
Proceeds from Sales of Business, Affiliate and Productive Assets
 
 
 
 
 
 
 
 
 
 
Payments to acquire businesses
 
 
 
 
 
 
 
 
 
 
44,508,000 
 
Proceeds from Sale of Equity Method Investments
 
 
 
 
 
 
 
 
 
Distributions from equity method investments in excess of equity in earnings
 
 
 
 
 
 
 
 
27,726,000 
24,113,000 
11,734,000 
 
Net cash provided by (used in) investing activities
 
 
 
 
 
 
 
 
(32,511,000)
(219,434,000)
(317,174,000)
 
Payments of Debt Issuance Costs
 
 
 
 
 
 
 
 
(5,688,000)
(8,593,000)
 
Proceeds from Issuance of Long-term Debt
 
 
 
 
 
 
 
 
686,208,000 
844,415,000 
 
Repayments of Long-term Debt, Long-term Capital Lease Obligations, and Capital Securities
 
 
 
 
 
 
 
 
(31,000)
(374,049,000)
(657,454,000)
 
Proceeds from Issuance of Common Limited Partners Units
 
 
 
 
 
 
 
 
 
89,119,000 
 
 
Distributions to noncontrolling interests
 
 
 
 
 
 
 
 
(32,133,000)
(40,410,000)
(28,494,000)
 
Proceeds from warrant exercises
 
 
 
 
 
 
 
 
 
 
 
Proceeds from Issuance of Common Stock
 
 
 
 
 
 
 
 
 
 
 
Payments Related to Tax Withholding for Share-based Compensation
 
 
 
 
 
 
 
 
 
Dividends paid
 
 
 
 
 
 
 
 
 
Proceeds from issuance of common stock under employee stock purchase plan
 
 
 
 
 
 
 
 
 
Excess tax benefit from equity-based awards
 
 
 
 
 
 
 
 
 
 
 
Intercompany payments and receipts
 
 
 
 
 
 
 
 
(23,437,000)
(253,150,000)
3,654,000 
 
Net cash provided by (used in) financing activities
 
 
 
 
 
 
 
 
(55,601,000)
102,030,000 
153,528,000 
 
Effect of exchange rate changes on cash and cash equivalents
 
 
 
 
 
 
 
 
 
Cash and Cash Equivalents, Period Increase (Decrease)
 
 
 
 
 
 
 
 
(9,058,000)
5,434,000 
(11,812,000)
 
Reportable Legal Entities [Member] |
Non-Guarantor Subsidiaries [Member]
 
 
 
 
 
 
 
 
 
 
 
 
Product
 
 
 
 
 
 
 
 
136,448,000 
218,583,000 
294,087,000 
 
Product
 
 
 
 
 
 
 
 
102,570,000 
71,113,000 
72,619,000 
 
Cash and cash equivalents
59,796,000 
 
 
 
46,043,000 
 
 
 
59,796,000 
46,043,000 
31,821,000 
62,906,000 
Accounts Receivable, net
57,179,000 
 
 
 
65,452,000 
 
 
 
57,179,000 
65,452,000 
 
 
Receivable from affiliates
184,000 
 
 
 
5,430,000 
 
 
 
184,000 
5,430,000 
 
 
Inventories
9,596,000 
 
 
 
11,166,000 
 
 
 
9,596,000 
11,166,000 
 
 
Other current assets
3,887,000 
 
 
 
5,699,000 
 
 
 
3,887,000 
5,699,000 
 
 
Total current assets
130,642,000 
 
 
 
133,790,000 
 
 
 
130,642,000 
133,790,000 
 
 
Property, plant and equipment
786,372,000 
 
 
 
584,262,000 
 
 
 
786,372,000 
584,262,000 
 
 
Equity method investments
 
 
 
 
 
 
 
 
Goodwill
7,602,000 
 
 
 
8,352,000 
 
 
 
7,602,000 
8,352,000 
 
 
Other intangible assets (net of accumulated amortization of $39,018 and $29,515, respectively)
1,294,000 
 
 
 
2,453,000 
 
 
 
1,294,000 
2,453,000 
 
 
Other noncurrent assets
1,294,000 
 
 
 
1,241,000 
 
 
 
1,294,000 
1,241,000 
 
 
Total assets
927,204,000 
 
 
 
730,098,000 
 
 
 
927,204,000 
730,098,000 
 
 
Accounts payable
18,336,000 
 
 
 
18,147,000 
 
 
 
18,336,000 
18,147,000 
 
 
Payable to affiliates
 
 
 
 
 
 
 
 
Accrued liabilities
32,603,000 
 
 
 
46,293,000 
 
 
 
32,603,000 
46,293,000 
 
 
Other Liabilities, Current
7,439,000 
 
 
 
8,466,000 
 
 
 
7,439,000 
8,466,000 
 
 
Total current liabilities
58,378,000 
 
 
 
72,906,000 
 
 
 
58,378,000 
72,906,000 
 
 
Long-term debt
16,500,000 
 
 
 
16,500,000 
 
 
 
16,500,000 
16,500,000 
 
 
Deferred income taxes
48,382,000 
 
 
 
45,542,000 
 
 
 
48,382,000 
45,542,000 
 
 
Other noncurrent liabilities
22,927,000 
 
 
 
19,229,000 
 
 
 
22,927,000 
19,229,000 
 
 
Commitments and contingencies
   
 
 
 
   
 
 
 
   
   
 
 
Total SemGroup Corporation owners’ equity
781,017,000 
 
 
 
575,921,000 
 
 
 
781,017,000 
575,921,000 
 
 
Noncontrolling interests in consolidated subsidiaries
 
 
 
 
 
 
 
 
 
 
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest
781,017,000 
 
 
 
575,921,000 
 
 
 
781,017,000 
575,921,000 
 
 
Liabilities and Equity
927,204,000 
 
 
 
730,098,000 
 
 
 
927,204,000 
730,098,000 
 
 
Other Revenue, Net
 
 
 
 
 
 
 
 
57,725,000 
76,666,000 
109,026,000 
 
Revenue, Net
 
 
 
 
 
 
 
 
296,743,000 
366,362,000 
475,732,000 
 
Costs of products sold, exclusive of depreciation and amortization shown below
 
 
 
 
 
 
 
 
111,460,000 
170,773,000 
245,697,000 
 
Operating Costs and Expenses
 
 
 
 
 
 
 
 
96,668,000 
106,902,000 
134,550,000 
 
General and administrative
 
 
 
 
 
 
 
 
30,363,000 
36,431,000 
35,872,000 
 
Depreciation and amortization
 
 
 
 
 
 
 
 
28,488,000 
25,967,000 
30,970,000 
 
Loss (gain) on disposal or impairment
 
 
 
 
 
 
 
 
67,000 
(1,073,000)
28,370,000 
 
Costs and Expenses
 
 
 
 
 
 
 
 
266,912,000 
341,146,000 
418,719,000 
 
Earnings from equity method investments
 
 
 
 
 
 
 
 
 
Gain (loss) on issuance of common units by equity method investee
 
 
 
 
 
 
 
 
 
Operating income (loss)
 
 
 
 
 
 
 
 
29,831,000 
25,216,000 
57,013,000 
 
Interest expense
 
 
 
 
 
 
 
 
(4,819,000)
(262,000)
4,284,000 
 
Foreign Currency Transaction Gain (Loss), before Tax
 
 
 
 
 
 
 
 
4,759,000 
(1,062,000)
(86,000)
 
Loss (gain) on sale or impairment of equity method investment
 
 
 
 
 
 
 
 
 
Other expense (income), net
 
 
 
 
 
 
 
 
(1,524,000)
(1,155,000)
(228,000)
 
Interest and non-operating income (expense)
 
 
 
 
 
 
 
 
(1,584,000)
(2,479,000)
3,970,000 
 
Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
 
 
31,415,000 
27,695,000 
53,043,000 
 
Income tax expense (benefit)
 
 
 
 
 
 
 
 
6,888,000 
9,048,000 
12,321,000 
 
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
24,527,000 
18,647,000 
40,722,000 
 
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
(1,000)
(1,000)
(1,000)
 
Net income (loss)
 
 
 
 
 
 
 
 
24,526,000 
18,646,000 
40,721,000 
 
Net income (loss) attributable to SemGroup
 
 
 
 
 
 
 
 
24,526,000 
18,646,000 
40,721,000 
 
Other Comprehensive Income (Loss), Net of Tax
 
 
 
 
 
 
 
 
(23,935,000)
(49,271,000)
(29,446,000)
 
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
591,000 
(30,625,000)
11,275,000 
 
Comprehensive (Income) Loss, Net of Tax, Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
 
Comprehensive Income (Loss), Net of Tax, Attributable to Parent
 
 
 
 
 
 
 
 
591,000 
(30,625,000)
11,275,000 
 
Net Cash Provided by (Used in) Operating Activities
 
 
 
 
 
 
 
 
65,282,000 
58,845,000 
23,281,000 
 
Capital expenditures
 
 
 
 
 
 
 
 
(253,426,000)
(280,716,000)
(52,123,000)
 
Proceeds from sale of property, plant and equipment
 
 
 
 
 
 
 
 
98,000 
3,431,000 
1,003,000 
 
Investments in non-consolidated subsidiaries
 
 
 
 
 
 
 
 
 
Proceeds from Sales of Business, Affiliate and Productive Assets
 
 
 
 
 
 
 
 
 
 
Payments to acquire businesses
 
 
 
 
 
 
 
 
 
 
 
Proceeds from Sale of Equity Method Investments
 
 
 
 
 
 
 
 
 
Distributions from equity method investments in excess of equity in earnings
 
 
 
 
 
 
 
 
 
Net cash provided by (used in) investing activities
 
 
 
 
 
 
 
 
(253,328,000)
(277,285,000)
(51,120,000)
 
Payments of Debt Issuance Costs
 
 
 
 
 
 
 
 
 
Proceeds from Issuance of Long-term Debt
 
 
 
 
 
 
 
 
4,329,000 
 
Repayments of Long-term Debt, Long-term Capital Lease Obligations, and Capital Securities
 
 
 
 
 
 
 
 
(4,318,000)
 
Proceeds from Issuance of Common Limited Partners Units
 
 
 
 
 
 
 
 
 
 
 
Distributions to noncontrolling interests
 
 
 
 
 
 
 
 
 
Proceeds from warrant exercises
 
 
 
 
 
 
 
 
 
 
 
Proceeds from Issuance of Common Stock
 
 
 
 
 
 
 
 
 
 
 
Payments Related to Tax Withholding for Share-based Compensation
 
 
 
 
 
 
 
 
 
Dividends paid
 
 
 
 
 
 
 
 
 
Proceeds from issuance of common stock under employee stock purchase plan
 
 
 
 
 
 
 
 
 
Excess tax benefit from equity-based awards
 
 
 
 
 
 
 
 
 
 
 
Intercompany payments and receipts
 
 
 
 
 
 
 
 
203,278,000 
231,812,000 
237,000 
 
Net cash provided by (used in) financing activities
 
 
 
 
 
 
 
 
203,278,000 
231,812,000 
248,000 
 
Effect of exchange rate changes on cash and cash equivalents
 
 
 
 
 
 
 
 
(1,479,000)
850,000 
(3,494,000)
 
Cash and Cash Equivalents, Period Increase (Decrease)
 
 
 
 
 
 
 
 
13,753,000 
14,222,000 
(31,085,000)
 
Consolidation, Eliminations [Member]
 
 
 
 
 
 
 
 
 
 
 
 
Product
 
 
 
 
 
 
 
 
 
Product
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
(4,582,000)
 
 
 
(1,564,000)
 
 
 
(4,582,000)
(1,564,000)
(4,101,000)
(1,536,000)
Accounts Receivable, net
 
 
 
 
 
 
 
 
Receivable from affiliates
 
 
 
(8,195,000)
 
 
 
(8,195,000)
 
 
Inventories
 
 
 
 
 
 
 
 
Other current assets
(3,000)
 
 
 
 
 
 
(3,000)
 
 
Total current assets
(4,585,000)
 
 
 
(9,759,000)
 
 
 
(4,585,000)
(9,759,000)
 
 
Property, plant and equipment
 
 
 
 
 
 
 
 
Equity method investments
(2,960,525,000)
 
 
 
(1,766,517,000)
 
 
 
(2,960,525,000)
(1,766,517,000)
 
 
Goodwill
 
 
 
 
 
 
 
 
Other intangible assets (net of accumulated amortization of $39,018 and $29,515, respectively)
 
 
 
 
 
 
 
 
Other noncurrent assets
 
 
 
 
 
 
 
 
Total assets
(2,965,110,000)
 
 
 
(1,776,276,000)
 
 
 
(2,965,110,000)
(1,776,276,000)
 
 
Accounts payable
 
 
 
 
 
 
 
 
Payable to affiliates
 
 
 
(8,196,000)
 
 
 
(8,196,000)
 
 
Accrued liabilities
 
 
 
4,000 
 
 
 
4,000 
 
 
Other Liabilities, Current
 
 
 
 
 
 
 
 
Total current liabilities
 
 
 
(8,192,000)
 
 
 
(8,192,000)
 
 
Long-term debt
(22,617,000)
 
 
 
(23,840,000)
 
 
 
(22,617,000)
(23,840,000)
 
 
Deferred income taxes
 
 
 
 
 
 
 
 
Other noncurrent liabilities
 
 
 
 
 
 
 
 
Commitments and contingencies
   
 
 
 
   
 
 
 
   
   
 
 
Total SemGroup Corporation owners’ equity
(2,942,493,000)
 
 
 
(1,744,244,000)
 
 
 
(2,942,493,000)
(1,744,244,000)
 
 
Noncontrolling interests in consolidated subsidiaries
 
 
 
 
 
 
 
 
 
 
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest
(2,942,493,000)
 
 
 
(1,744,244,000)
 
 
 
(2,942,493,000)
(1,744,244,000)
 
 
Liabilities and Equity
(2,965,110,000)
 
 
 
(1,776,276,000)
 
 
 
(2,965,110,000)
(1,776,276,000)
 
 
Other Revenue, Net
 
 
 
 
 
 
 
 
 
Revenue, Net
 
 
 
 
 
 
 
 
 
Costs of products sold, exclusive of depreciation and amortization shown below
 
 
 
 
 
 
 
 
 
Operating Costs and Expenses
 
 
 
 
 
 
 
 
 
General and administrative
 
 
 
 
 
 
 
 
 
Depreciation and amortization
 
 
 
 
 
 
 
 
 
Loss (gain) on disposal or impairment
 
 
 
 
 
 
 
 
 
Costs and Expenses
 
 
 
 
 
 
 
 
 
Earnings from equity method investments
 
 
 
 
 
 
 
 
(64,424,000)
(70,644,000)
(83,321,000)
 
Gain (loss) on issuance of common units by equity method investee
 
 
 
 
 
 
 
 
 
Operating income (loss)
 
 
 
 
 
 
 
 
(64,424,000)
(70,644,000)
(83,321,000)
 
Interest expense
 
 
 
 
 
 
 
 
(806,000)
(1,957,000)
(3,305,000)
 
Foreign Currency Transaction Gain (Loss), before Tax
 
 
 
 
 
 
 
 
 
Loss (gain) on sale or impairment of equity method investment
 
 
 
 
 
 
 
 
 
Other expense (income), net
 
 
 
 
 
 
 
 
806,000 
1,957,000 
3,305,000 
 
Interest and non-operating income (expense)
 
 
 
 
 
 
 
 
 
Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
 
 
(64,424,000)
(70,644,000)
(83,321,000)
 
Income tax expense (benefit)
 
 
 
 
 
 
 
 
 
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
(64,424,000)
(70,644,000)
(83,321,000)
 
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
 
Net income (loss)
 
 
 
 
 
 
 
 
(64,424,000)
(70,644,000)
(83,321,000)
 
Net income (loss) attributable to SemGroup
 
 
 
 
 
 
 
 
(64,424,000)
(70,644,000)
(83,321,000)
 
Other Comprehensive Income (Loss), Net of Tax
 
 
 
 
 
 
 
 
 
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
(64,424,000)
(70,644,000)
(83,321,000)
 
Comprehensive (Income) Loss, Net of Tax, Attributable to Noncontrolling Interest
 
 
 
 
 
 
 
 
 
Comprehensive Income (Loss), Net of Tax, Attributable to Parent
 
 
 
 
 
 
 
 
(64,424,000)
(70,644,000)
(83,321,000)
 
Net Cash Provided by (Used in) Operating Activities
 
 
 
 
 
 
 
 
(58,822,000)
(37,180,000)
(20,850,000)
 
Capital expenditures
 
 
 
 
 
 
 
 
 
Proceeds from sale of property, plant and equipment
 
 
 
 
 
 
 
 
 
Investments in non-consolidated subsidiaries
 
 
 
 
 
 
 
 
 
Proceeds from Sales of Business, Affiliate and Productive Assets
 
 
 
 
 
 
 
 
 
(251,181,000)
(114,412,000)
 
Payments to acquire businesses
 
 
 
 
 
 
 
 
 
 
 
Proceeds from Sale of Equity Method Investments
 
 
 
 
 
 
 
 
 
Distributions from equity method investments in excess of equity in earnings
 
 
 
 
 
 
 
 
(35,340,000)
(1,843,000)
 
Net cash provided by (used in) investing activities
 
 
 
 
 
 
 
 
(286,521,000)
(116,255,000)
 
Payments of Debt Issuance Costs
 
 
 
 
 
 
 
 
 
Proceeds from Issuance of Long-term Debt
 
 
 
 
 
 
 
 
 
Repayments of Long-term Debt, Long-term Capital Lease Obligations, and Capital Securities
 
 
 
 
 
 
 
 
 
Proceeds from Issuance of Common Limited Partners Units
 
 
 
 
 
 
 
 
 
 
 
Distributions to noncontrolling interests
 
 
 
 
 
 
 
 
 
Proceeds from warrant exercises
 
 
 
 
 
 
 
 
 
 
 
Proceeds from Issuance of Common Stock
 
 
 
 
 
 
 
 
 
 
 
Payments Related to Tax Withholding for Share-based Compensation
 
 
 
 
 
 
 
 
 
Dividends paid
 
 
 
 
 
 
 
 
 
Proceeds from issuance of common stock under employee stock purchase plan
 
 
 
 
 
 
 
 
 
Excess tax benefit from equity-based awards
 
 
 
 
 
 
 
 
 
 
 
Intercompany payments and receipts
 
 
 
 
 
 
 
 
55,804,000 
326,238,000 
134,540,000 
 
Net cash provided by (used in) financing activities
 
 
 
 
 
 
 
 
55,804,000 
326,238,000 
134,540,000 
 
Effect of exchange rate changes on cash and cash equivalents
 
 
 
 
 
 
 
 
 
Cash and Cash Equivalents, Period Increase (Decrease)
 
 
 
 
 
 
 
 
$ (3,018,000)
$ 2,537,000 
$ (2,565,000)