SUNOCO LP, 10-Q filed on 8/4/2022
Quarterly Report
v3.22.2
Document And Entity Information - shares
6 Months Ended
Jun. 30, 2022
Jul. 29, 2022
Document Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Jun. 30, 2022  
Document Transition Report false  
Entity File Number 001-35653  
Entity Registrant Name SUNOCO LP  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 30-0740483  
Entity Address, Address Line One 8111 Westchester Drive  
Entity Address, Address Line Two Suite 400  
Entity Address, City or Town Dallas  
Entity Address, State or Province TX  
Entity Address, Postal Zip Code 75225  
City Area Code 214  
Local Phone Number 981-0700  
Title of 12(b) Security Common Units Representing Limited Partner Interests  
Trading Symbol SUN  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Central Index Key 0001552275  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2022  
Document Fiscal Period Focus Q2  
Amendment Flag false  
Common Units [Member]    
Document Information [Line Items]    
Entity Partnership Units Outstanding   83,763,300
Common Class C [Member]    
Document Information [Line Items]    
Entity Partnership Units Outstanding   16,410,780
v3.22.2
Consolidated Balance Sheets - USD ($)
$ in Millions
Jun. 30, 2022
Dec. 31, 2021
Current assets:    
Cash and cash equivalents $ 168 $ 25
Accounts receivable, net 906 526
Receivables from affiliates 13 12
Inventories, net 757 534
Other current assets 334 95
Total current assets 2,178 1,192
Property and equipment 2,652 2,581
Accumulated depreciation (976) (914)
Property and equipment, net 1,676 1,667
Other assets:    
Finance lease right-of-use assets, net 9 9
Operating lease right-of-use assets, net 516 517
Goodwill 1,587 1,568
Intangible assets 997 902
Accumulated amortization (383) (360)
Intangible assets, net 614 542
Other noncurrent assets 212 188
Investment in unconsolidated affiliate 131 132
Total assets 6,923 5,815
Current liabilities:    
Accounts payable 995 515
Accounts payable to affiliates 171 59
Accrued expenses and other current liabilities 314 291
Operating lease current liabilities 19 19
Current maturities of long-term debt 0 6
Total current liabilities 1,499 890
Operating lease noncurrent liabilities 521 521
Revolving line of credit 869 581
Long-term debt, net 2,669 2,668
Advances from affiliates 118 126
Deferred tax liability 156 114
Other noncurrent liabilities 111 104
Total liabilities 5,943 5,004
Commitments and contingencies (Note 10)
Equity:    
Total equity 980 811
Total liabilities and equity $ 6,923 $ 5,815
Common Units [Member]    
Current liabilities:    
Limited Partners' Capital Account, Units Issued 83,762,266 83,670,950
Limited Partners' Capital Account, Units Outstanding 83,762,266 83,670,950
Equity:    
Total equity $ 980 $ 811
Class C Units [Member]    
Current liabilities:    
Limited Partners' Capital Account, Units Issued 16,410,780 16,410,780
Limited Partners' Capital Account, Units Outstanding 16,410,780 16,410,780
Equity:    
Total equity $ 0 $ 0
v3.22.2
Consolidated Statements of Operations and Comprehensive Income - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Revenues:        
Revenues $ 7,815 $ 4,392 $ 13,217 $ 7,863
Cost of sales and operating expenses:        
Cost of sales 7,470 4,039 12,442 7,159
General and administrative 30 27 57 51
Other operating 83 61 164 122
Lease expense 15 14 31 29
Gain on disposal of assets (5) (8) (5) (8)
Depreciation, amortization and accretion 49 43 96 90
Total cost of sales and operating expenses 7,642 4,176 12,785 7,443
Operating income 173 216 432 420
Interest expense, net (45) (43) (86) (84)
Equity in earnings of unconsolidated affiliate 1 1 2 2
Other income (expense), net 0 0 0 (7)
Income before income taxes 129 174 348 331
Income tax expense 8 8 11 11
Net income and comprehensive income $ 121 $ 166 $ 337 $ 320
Net income (loss) per common unit:        
Basic $ 1.22 $ 1.76 $ 3.56 $ 3.37
Diluted $ 1.20 $ 1.73 $ 3.52 $ 3.33
Weighted average common units outstanding:        
Basic 83,737,613 83,350,567 83,710,409 83,346,719
Diluted 84,767,972 84,402,867 84,749,895 84,276,640
Cash distributions per unit $ 0.8255 $ 0.8255 $ 1.6510 $ 1.6510
Common Units [Member]        
Weighted average common units outstanding:        
Basic 83,737,613 83,350,567 83,710,409 83,346,719
Diluted 84,767,972 84,402,867 84,749,895 84,276,640
Motor Fuel Sales [Member]        
Revenues:        
Revenues $ 7,678 $ 4,292 $ 12,955 $ 7,655
Non Motor Fuel Sales [Member]        
Revenues:        
Revenues 102 66 192 139
Lease Income [Member]        
Revenues:        
Revenues $ 35 $ 34 $ 70 $ 69
v3.22.2
Consolidated Statement of Equity
$ in Millions
USD ($)
Beginning balance at Dec. 31, 2020 $ 632
Cash distribution to unitholders (88)
Unit-based compensation 4
Partners' Capital, Other (4)
Partnership net income (loss) 154
Ending balance at Mar. 31, 2021 698
Beginning balance at Dec. 31, 2020 632
Partnership net income (loss) 320
Ending balance at Jun. 30, 2021 779
Beginning balance at Mar. 31, 2021 698
Cash distribution to unitholders (88)
Unit-based compensation 3
Partnership net income (loss) 166
Ending balance at Jun. 30, 2021 779
Beginning balance at Dec. 31, 2021 811
Cash distribution to unitholders (88)
Unit-based compensation 5
Partnership net income (loss) 216
Ending balance at Mar. 31, 2022 944
Beginning balance at Dec. 31, 2021 811
Partnership net income (loss) 337
Ending balance at Jun. 30, 2022 980
Beginning balance at Mar. 31, 2022 944
Cash distribution to unitholders (88)
Unit-based compensation 3
Partnership net income (loss) 121
Ending balance at Jun. 30, 2022 $ 980
v3.22.2
Consolidated Statements of Cash Flows - USD ($)
$ in Millions
6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Cash flows from operating activities:    
Net income and comprehensive income $ 337 $ 320
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation, amortization and accretion 96 90
Amortization of deferred financing fees 2 4
Gain on disposal of assets (5) (8)
Other income (expense), net 0 7
Non-cash unit-based compensation expense 8 7
Deferred income tax (42) 1
Inventory valuation adjustment (121) (159)
Equity in earnings of unconsolidated affiliate (2) (2)
Changes in operating assets and liabilities, net of acquisitions:    
Accounts receivable, net (341) (199)
Receivables from affiliates (1) 3
Inventories, net 6 53
Other assets (217) (56)
Accounts payable 414 263
Accounts payable to affiliates 112 (42)
Accrued expenses and other current liabilities 8 1
Other noncurrent liabilities (1) (6)
Net cash provided by operating activities 337 275
Cash flows from investing activities:    
Capital expenditures (55) (48)
Distributions from unconsolidated affiliate in excess of cumulative earnings 3 3
Cash Acquired from Acquisition (264) 0
Proceeds from disposal of property and equipment 11 14
Net cash used in investing activities (305) (31)
Cash flows from financing activities:    
Payments on long-term debt (1) (439)
Revolver borrowings 2,335 851
Distributions to unitholders (176) (176)
Net cash provided by (used in) financing activities 111 (254)
Net increase (decrease) in cash and cash equivalents 143 (10)
Cash and cash equivalents at beginning of period 25 97
Cash and cash equivalents at end of period 168 87
Supplemental disclosure of non-cash investing activities:    
Change in note payable to affiliate (6) 6
Repayments of Lines of Credit $ (2,047) $ (490)
v3.22.2
Organization and Principles of Consolidation
6 Months Ended
Jun. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization and Principles of Consolidation Organization and Principles of Consolidation
As used in this document, the terms “Partnership,” “SUN,” “we,” “us,” and “our” should be understood to refer to Sunoco LP and our consolidated subsidiaries, unless the context clearly indicates otherwise.
We are a Delaware master limited partnership. We are managed by our general partner, Sunoco GP LLC ( our “General Partner”), which is owned by Energy Transfer LP (“Energy Transfer”). As of June 30, 2022, Energy Transfer owned 100% of the limited liability company interests in our General Partner, 28,463,967 of our common units, which constitutes a 28.4% limited partner interest in us, and all of our incentive distribution rights ("IDRs").
The consolidated financial statements are composed of Sunoco LP, a publicly traded Delaware limited partnership, and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation.
On April 1, 2022, we completed the previously announced acquisition of a transmix processing and terminal facility in Huntington, Indiana from Gladieux Capital Partners, LLC for $264 million. The acquisition increased intangible assets and goodwill by $96 million and $19 million, respectively. The remaining $149 million consisted of fixed assets of $72 million and working capital of $77 million.
Management with the assistance of a third party valuation firm, determined the preliminary assessment of fair value of assets and liabilities at the date of the Gladieux Capital Partners, LLC acquisition. We determined the preliminary value of goodwill by giving consideration to various qualitative factors. Management is reviewing the valuation and confirming the results to determine the final purchase price allocation. As a result, adjustments to this preliminary allocation may occur in the future. Goodwill acquired in connection with the Gladieux Capital Partners, LLC acquisition is deductible for tax purposes.
Certain items have been reclassified for presentation purposes to conform to the accounting policies of the consolidated entity. These reclassifications had no material impact on operating income, net income and comprehensive income, the balance sheets or statements of cash flows.
v3.22.2
Summary of Significant Accounting Policies
6 Months Ended
Jun. 30, 2022
Accounting Policies [Abstract]  
Significant Accounting Policies [Text Block] Summary of Significant Accounting Policies
Interim Financial Statements
The accompanying interim consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). Pursuant to Regulation S-X, certain information and disclosures normally included in the annual financial statements have been condensed or omitted. The interim consolidated financial statements and notes included herein should be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission ("SEC") on February 18, 2022.
Significant Accounting Policies
As of June 30, 2022, there have been no changes in the Partnership's significant accounting policies from those described in the Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on February 18, 2022.
Motor Fuel and Sales Taxes
Certain motor fuel and sales taxes are collected from customers and remitted to governmental agencies either directly by the Partnership or through suppliers. The Partnership’s accounting policy for wholesale direct sales to dealers, distributors and commercial customers is to exclude the collected motor fuel tax from sales and cost of sales.
For retail locations where the Partnership holds inventory, including commission agent locations, motor fuel sales and motor fuel cost of sales include motor fuel taxes. Such amounts were $72 million and $87 million for the three months ended June 30, 2022 and 2021, respectively, and $143 million and $164 million for the six months ended June 30, 2022 and 2021, respectively. Merchandise sales and cost of merchandise sales are reported net of sales tax in the consolidated statements of operations and comprehensive income.
v3.22.2
Accounts Receivable, net
6 Months Ended
Jun. 30, 2022
Accounts Receivable, after Allowance for Credit Loss [Abstract]  
Accounts Receivable, net Accounts Receivable, net
Accounts receivable, net, consisted of the following:
June 30,
2022
December 31,
2021
(in millions)
Accounts receivable, trade$745 $428 
Credit card receivables59 37 
Vendor receivables for rebates and branding43 35 
Other receivables61 28 
Allowance for expected credit losses(2)(2)
Accounts receivable, net$906 $526 
v3.22.2
Inventories, net
6 Months Ended
Jun. 30, 2022
Inventory Disclosure [Abstract]  
Inventories, net Inventories, net 
Fuel inventories are stated at the lower of cost or market using the last-in-first-out (“LIFO”) method. As of June 30, 2022 and December 31, 2021, the Partnership’s fuel inventory balance included lower of cost or market reserves of zero and $121 million, respectively. The fuel inventory replacement cost was $253 million higher than the fuel inventory balance as of June 30, 2022. For the three and six months ended June 30, 2022 and 2021, the Partnership’s consolidated statements of operations and comprehensive income did not include any material amounts of income from the liquidation of LIFO fuel inventory. For the three months ended June 30, 2022 and 2021, the Partnership’s cost of sales included favorable inventory adjustments of $1 million and $59 million, respectively, and for the six months ended June 30, 2022 and 2021, the Partnership’s cost of sales included favorable inventory adjustments of $121 million and $159 million, respectively.
Inventories, net, consisted of the following:
June 30,
2022
December 31,
2021
(in millions)
Fuel$746 $526 
Other11 
Inventories, net$757 $534 
v3.22.2
Accrued Expenses and Other Current Liabilities
6 Months Ended
Jun. 30, 2022
Accrued Expenses And Other Current Liabilities [Abstract]  
Accrued Expenses and Other Current Liabilities Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities consisted of the following:
June 30,
2022
December 31,
2021
(in millions)
Wage and other employee-related accrued expenses$19 $23 
Accrued tax expense162 152 
Accrued insurance23 22 
Accrued interest expense30 31 
Dealer deposits22 21 
Accrued environmental expense
Other51 35 
Total$314 $291 
v3.22.2
Long-Term Debt
6 Months Ended
Jun. 30, 2022
Debt Disclosure [Abstract]  
Long-Term Debt Long-Term Debt 
Long-term debt consisted of the following:
June 30,
2022
December 31,
2021
(in millions)
Sale leaseback financing obligation $85 $91 
Credit Facility869 581 
6.000% Senior Notes Due 2027
600 600 
5.875% Senior Notes Due 2028
400 400 
4.500% Senior Notes Due 2029
800 800 
4.500% Senior Notes Due 2030
800 800 
Finance leases
Total debt3,563 3,281 
Less: current maturities— 
Less: debt issuance costs25 26 
Long-term debt, net$3,538 $3,249 
Revolving Credit Agreement
On April 7, 2022, we entered into a Second Amended and Restated Credit Agreement with Bank of America, N.A., as Administrative Agent, Collateral Agent, Swingline Lender and a letter of credit issuer (the “Credit Facility”). The Credit Facility amended and restated the former revolving credit facility entered into on July 27, 2018 (the "2018 Revolver"). The Credit Facility is a $1.50 billion revolving credit facility, expiring April 7, 2027 (which date may be extended in accordance with the terms of the Credit Facility). The Credit Facility can be increased from time to time upon our written request, subject to certain conditions, up to an additional $500 million.
As of June 30, 2022, the balance on the Credit Facility was $869 million, and $6 million in standby letters of credit were outstanding. The unused availability on the Credit Facility at June 30, 2022 was $0.6 billion. The weighted average interest rate on the total amount outstanding at June 30, 2022 was 3.48%. The Partnership was in compliance with all financial covenants at June 30, 2022.
Fair Value of Debt
The estimated fair value of debt is calculated using Level 2 inputs. The fair value of debt as of June 30, 2022 is estimated to be approximately $3.2 billion, based on outstanding balances as of the end of the period using current interest rates for similar securities.
v3.22.2
Other Noncurrent Liabilities (Notes)
6 Months Ended
Jun. 30, 2022
Other Liabilities Disclosure [Abstract]  
Other Liabilities Disclosure [Text Block] Other Noncurrent Liabilities
Other noncurrent liabilities consisted of the following:
June 30,
2022
December 31,
2021
 (in millions)
Asset retirement obligations$81 $79 
Accrued environmental expense, long-term12 12 
Other18 13 
Total$111 $104 
v3.22.2
Related-Party Transactions
6 Months Ended
Jun. 30, 2022
Related Party Transactions [Abstract]  
Related-Party Transactions Related-Party Transactions
We are party to fee-based commercial agreements with various affiliates of Energy Transfer for pipeline, terminalling and storage services. We also have agreements with subsidiaries of Energy Transfer for the purchase and sale of fuel.
Our investment in the J.C. Nolan pipeline (a joint venture with Energy Transfer) was $131 million and $132 million as of June 30, 2022 and December 31, 2021, respectively. In addition, we recorded income on the unconsolidated joint venture of $1 million for both the three months ended June 30, 2022 and 2021 and $2 million for both the six months ended June 30, 2022 and 2021.
Summary of Transactions
Related party transactions with affiliates for the three and six months ended June 30, 2022 and 2021 were as follows (in millions):
Three Months Ended June 30,Six Months Ended June 30,
2022202120222021
Motor fuel sales to affiliates$23 $$28 $
Bulk fuel purchases from affiliates$703 $419 $1,243 $752 
Significant affiliate balances and activity related to the consolidated balance sheets are as follows:
Net advances from affiliates were $118 million and $126 million as of June 30, 2022 and December 31, 2021, respectively, related to treasury services agreements with Energy Transfer.
Net accounts receivable from affiliates were $13 million and $12 million as of June 30, 2022 and December 31, 2021, respectively, which are primarily related to motor fuel sales to affiliates.
Net accounts payable to affiliates were $171 million and $59 million as of June 30, 2022 and December 31, 2021, respectively, attributable to operational expenses and bulk fuel purchases.
v3.22.2
Revenue (Notes)
6 Months Ended
Jun. 30, 2022
Revenue from Contract with Customer [Abstract]  
Revenue from Contract with Customer [Text Block] Revenue
Disaggregation of Revenue
We operate our business in two primary segments, Fuel Distribution and Marketing and All Other. We disaggregate revenue within the segments by channels.
The following table depicts the disaggregation of revenue by channel within each segment:
Three Months Ended June 30,Six Months Ended June 30,
2022202120222021
(in millions)
Fuel Distribution and Marketing Segment
Distributor$3,346 $2,123 $5,753 $3,738 
Dealer1,427 903 2,481 1,582 
Unbranded wholesale2,193 744 3,456 1,412 
Commission agent515 369 918 659 
Non motor fuel sales41 16 82 30 
Lease income32 32 64 65 
Total7,554 4,187 12,754 7,486 
All Other Segment
Motor fuel
197 153 347 264 
Non motor fuel sales61 50 110 109 
Lease income
Total261 205 463 377 
Total revenue$7,815 $4,392 $13,217 $7,863 
Contract Balances with Customers
The balances of the Partnership’s contract assets and contract liabilities as of June 30, 2022 and December 31, 2021 were as follows:
June 30, 2022 December 31, 2021
(in millions)
Contract balances
Contract asset$182 $157 
Accounts receivable from contracts with customers$802 $463 
Contract liability$— $— 
Costs to Obtain or Fulfill a ContractFor the three and six months ended June 30, 2022, the Partnership recognized $3 million and $10 million, respectively, and $5 million and $9 million for the three and six months ended June 30, 2021, respectively, of amortization on capitalized costs incurred to obtain contracts.
v3.22.2
Commitments And Contingencies
6 Months Ended
Jun. 30, 2022
Leases [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Litigation
We have at various points and may in the future become involved in various legal proceedings arising out of our operations in the normal course of business. These proceedings would be subject to the uncertainties inherent in any litigation, and we regularly assess the need for accounting recognition or disclosure of these contingencies. We would expect to defend ourselves vigorously in all such matters. Based on currently available information, we believe it is unlikely that the outcome of known matters would have a material adverse impact on our financial condition, results of operations or cash flows.
Lessee Accounting
The details of the Partnership's operating and finance lease liabilities are as follows:
June 30,
Lease Term and Discount Rate20222021
Weighted-average remaining lease term (years)
Operating leases2323
Finance leases2829
Weighted-average discount rate (%)
Operating leases%%
Finance leases%%
Six Months Ended June 30,
Other information20222021
(in millions)
Cash paid for amount included in the measurement of lease liabilities
Operating cash flows from operating leases$(24)$(25)
Operating cash flows from finance leases$— $(1)
Financing cash flows from finance leases$— $— 
Leased assets obtained in exchange for new finance lease liabilities$— $
Leased assets obtained in exchange for new operating lease liabilities$11 $
Maturity of lease liabilities (as of June 30, 2022)
Operating leasesFinance leasesTotal
(in millions)
2022 (remainder)$25 $— $25 
202348 — 48 
202447 — 47 
202547 — 47 
202646 — 46 
Thereafter783 15 798 
Total lease payment996 15 1,011 
Less: interest456 462 
Present value of lease liabilities$540 $$549 
Lessor Accounting
The Partnership leases or subleases a portion of its real estate portfolio to third party companies as a stable source of long-term revenue. Our lessor and sublease portfolio consists mainly of operating leases with convenience store operators. At this time, most
lessor agreements contain 5-year terms with renewal options to extend and early termination options based on established terms specific to the individual agreement.
v3.22.2
Income Tax Expense
6 Months Ended
Jun. 30, 2022
Income Tax Disclosure [Abstract]  
Income Tax Expense Income Tax Expense
As a partnership, we are generally not subject to federal income tax and most state income taxes. However, the Partnership conducts certain activities through corporate subsidiaries which are subject to federal and state income taxes.
Our effective tax rate differs from the statutory rate primarily due to Partnership earnings that are not subject to U.S. federal and most state income taxes at the Partnership level. A reconciliation of income tax expense from continuing operations at the U.S. federal statutory rate of 21% to net income tax expense is as follows:
Three Months Ended June 30,Six Months Ended June 30,
2022202120222021
(in millions)
Income tax expense at statutory federal rate$27 $37 $73 $69 
Partnership earnings not subject to tax(22)(30)(66)(61)
State and local tax, net of federal benefit
Other(1)— 
Net income tax expense$$$11 $11 
v3.22.2
Partners' Capital
6 Months Ended
Jun. 30, 2022
Partners' Capital [Abstract]  
Partners' Capital Equity
As of June 30, 2022, Energy Transfer and its subsidiaries owned 28,463,967 common units, which constitutes a 28.4% limited partner interest in the Partnership. As of June 30, 2022, our wholly-owned consolidated subsidiaries owned 16,410,780 Class C units representing limited partner interests in the Partnership (the “Class C Units”) and the public owned 55,298,299 common units.
Common Units
The change in our outstanding common units for the six months ended June 30, 2022 was as follows: 
Number of Units
Number of common units at December 31, 2021
83,670,950 
Vested phantom units exercised91,316 
Number of common units at June 30, 2022
83,762,266 
Allocation of Net Income
Our Partnership Agreement contains provisions for the allocation of net income and loss to the unitholders. For purposes of maintaining partner capital accounts, the Partnership Agreement specifies that items of income and loss shall be allocated among the partners in accordance with their respective percentage interest. Normal allocations according to percentage interests are made after giving effect to incentive cash distributions, which are allocated 100% to Energy Transfer.

The calculation of net income allocated to the partners was as follows (in millions):
Three Months Ended June 30,Six Months Ended June 30,
2022202120222021
Attributable to Common Units
Distributions $69 $69 $138 $138 
Distributions less than net income33 78 160 143 
Limited partners' interest in net income$102 $147 $298 $281 
Cash Distributions
Our Partnership Agreement sets forth the calculation used to determine the amount and priority of cash distributions that the common unitholders receive.
Cash distributions paid or declared during 2022 were as follows:
Limited Partners
Payment DatePer Unit DistributionTotal Cash DistributionDistribution to IDR Holders
(in millions, except per unit amounts)
August 19, 2022$0.8255 $69 $18 
May 19, 2022$0.8255 $69 $18 
February 18, 2022$0.8255 $69 $18 
v3.22.2
Segment Reporting
6 Months Ended
Jun. 30, 2022
Segment Reporting [Abstract]  
Segment Reporting Disclosure [Text Block] Segment Reporting
Our consolidated financial statements reflect two reportable segments, Fuel Distribution and Marketing and All Other.
We report Adjusted EBITDA by segment as a measure of segment performance. We define Adjusted EBITDA as earnings before net interest expense, income tax expense and depreciation, amortization and accretion expense, non-cash unit-based compensation expense, gains and losses on disposal of assets and non-cash impairment charges, unrealized gains and losses on commodity derivatives, inventory adjustments, and certain other operating expenses reflected in net income that we do not believe are indicative of ongoing core operations. Inventory adjustments that are excluded from the calculation of Adjusted EBITDA represent changes in lower of cost or market reserves on the Partnership's inventory. These amounts are unrealized valuation adjustments applied to fuel volumes remaining in inventory at the end of the period.
The following table presents financial information by segment for the three and six months ended June 30, 2022 and 2021: 
Three Months Ended June 30,
20222021
Fuel Distribution and MarketingAll OtherIntercompany EliminationsTotalsFuel Distribution and MarketingAll OtherIntercompany EliminationsTotals
(in millions)
Revenue
Motor fuel sales$7,481 $197 $7,678 $4,139 $153 $4,292 
Non motor fuel sales41 61 102 16 50 66 
Lease income32 35 32 34 
Intersegment sales161 — (161)— 107 — (107)— 
Total revenue$7,715 $261 $(161)$7,815 $4,294 $205 $(107)4,392 
Net income and comprehensive income$121 $166 
Depreciation, amortization and accretion49 43 
Interest expense, net45 43 
Income tax expense
Non-cash unit-based compensation expense
Gain on disposal of assets (5)(8)
Unrealized gain on commodity derivatives(11)(2)
Inventory adjustments(1)(59)
Equity in earnings of unconsolidated affiliate(1)(1)
Adjusted EBITDA related to unconsolidated affiliate
Other non-cash adjustments
Adjusted EBITDA$200 $14 $214 $191 $10 $201 
Capital expenditures$23 $$29 $28 $$30 
Total assets as of June 30, 2022 and
December 31, 2021, respectively
$5,833 $1,090 $6,923 $4,825 $990 $5,815 
________________________________
Six Months Ended June 30,
20222021
Fuel Distribution and MarketingAll OtherIntercompany EliminationsTotalsFuel Distribution and MarketingAll OtherIntercompany EliminationsTotals
(in millions)
Revenue
Motor fuel sales$12,608 $347 $12,955 $7,391 $264 $7,655 
Non motor fuel sales82 110 192 30 109 139 
Lease income64 70 65 69 
Intersegment sales277 — (277)— 182 — (182)— 
Total revenue$13,031 $463 $(277)$13,217 $7,668 $377 $(182)$7,863 
Net income and
comprehensive income
$337 $320 
Depreciation, amortization and accretion96 90 
Interest expense, net86 84 
Income tax expense11 11 
Non-cash unit-based compensation expense
Gain on disposal of assets and impairment charges(5)(8)
Loss on extinguishment of debt— 
Unrealized gain on commodity derivatives(20)(7)
Inventory adjustments(121)(159)
Equity in earnings of unconsolidated affiliate(2)(2)
Adjusted EBITDA related to unconsolidated affiliate
Other non-cash adjustments10 11 
Adjusted EBITDA$374 $31 $405 $344 $14 $358 
Capital expenditures$46 $$55 $45 $$48 
Total assets as of June 30, 2022 and
December 31, 2021, respectively
$5,833 $1,090 $6,923 $4,825 $990 $5,815 
________________________________
v3.22.2
Net Income per Unit
6 Months Ended
Jun. 30, 2022
Net Income Per Unit [Abstract]  
Net Income per Unit Net Income per Common Unit
A reconciliation of the numerators and denominators of the basic and diluted net income per common unit computations is as follows:
Three Months Ended June 30,Six Months Ended June 30,
2022202120222021
(in millions, except units and per unit amounts)
Net income and comprehensive income$121 $166 $337 $320 
Less:
Incentive distribution rights
18 18 36 36 
Distributions on nonvested phantom unit awards
Limited partners interest in net income
$102 $147 $298 $281 
Weighted average common units outstanding:
Basic
83,737,613 83,350,567 83,710,409 83,346,719 
Dilutive effect of nonvested phantom unit awards
1,030,359 1,052,300 1,039,486 929,921 
Diluted
84,767,972 84,402,867 84,749,895 84,276,640 
Net income per common unit:
Basic
$1.22 $1.76 $3.56 $3.37 
Diluted
$1.20 $1.73 $3.52 $3.33 
v3.22.2
Organization and Principles of Consolidation Organization and Principles of Consolidation (Policies)
6 Months Ended
Jun. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of Presentation and Significant Accounting Policies [Text Block]
On April 1, 2022, we completed the previously announced acquisition of a transmix processing and terminal facility in Huntington, Indiana from Gladieux Capital Partners, LLC for $264 million. The acquisition increased intangible assets and goodwill by $96 million and $19 million, respectively. The remaining $149 million consisted of fixed assets of $72 million and working capital of $77 million.
Management with the assistance of a third party valuation firm, determined the preliminary assessment of fair value of assets and liabilities at the date of the Gladieux Capital Partners, LLC acquisition. We determined the preliminary value of goodwill by giving consideration to various qualitative factors. Management is reviewing the valuation and confirming the results to determine the final purchase price allocation. As a result, adjustments to this preliminary allocation may occur in the future. Goodwill acquired in connection with the Gladieux Capital Partners, LLC acquisition is deductible for tax purposes.
Certain items have been reclassified for presentation purposes to conform to the accounting policies of the consolidated entity. These reclassifications had no material impact on operating income, net income and comprehensive income, the balance sheets or statements of cash flows.
v3.22.2
Summary of Significant Accounting Policies (Policies)
6 Months Ended
Jun. 30, 2022
Accounting Policies [Abstract]  
Basis of Accounting, Policy [Policy Text Block]
Interim Financial Statements
The accompanying interim consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). Pursuant to Regulation S-X, certain information and disclosures normally included in the annual financial statements have been condensed or omitted. The interim consolidated financial statements and notes included herein should be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission ("SEC") on February 18, 2022.
Recently Issued Accounting Pronouncements Significant Accounting PoliciesAs of June 30, 2022, there have been no changes in the Partnership's significant accounting policies from those described in the Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on February 18, 2022.
Motor Fuel and Sales Taxes
Motor Fuel and Sales Taxes
Certain motor fuel and sales taxes are collected from customers and remitted to governmental agencies either directly by the Partnership or through suppliers. The Partnership’s accounting policy for wholesale direct sales to dealers, distributors and commercial customers is to exclude the collected motor fuel tax from sales and cost of sales.
For retail locations where the Partnership holds inventory, including commission agent locations, motor fuel sales and motor fuel cost of sales include motor fuel taxes. Such amounts were $72 million and $87 million for the three months ended June 30, 2022 and 2021, respectively, and $143 million and $164 million for the six months ended June 30, 2022 and 2021, respectively. Merchandise sales and cost of merchandise sales are reported net of sales tax in the consolidated statements of operations and comprehensive income.
v3.22.2
Inventory (Policies)
6 Months Ended
Jun. 30, 2022
Inventory Disclosure [Abstract]  
Inventory, Policy Fuel inventories are stated at the lower of cost or market using the last-in-first-out (“LIFO”) method. As of June 30, 2022 and December 31, 2021, the Partnership’s fuel inventory balance included lower of cost or market reserves of zero and $121 million, respectively. The fuel inventory replacement cost was $253 million higher than the fuel inventory balance as of June 30, 2022. For the three and six months ended June 30, 2022 and 2021, the Partnership’s consolidated statements of operations and comprehensive income did not include any material amounts of income from the liquidation of LIFO fuel inventory. For the three months ended June 30, 2022 and 2021, the Partnership’s cost of sales included favorable inventory adjustments of $1 million and $59 million, respectively, and for the six months ended June 30, 2022 and 2021, the Partnership’s cost of sales included favorable inventory adjustments of $121 million and $159 million, respectively.
v3.22.2
Revenue from Contract with Customer (Policies)
6 Months Ended
Jun. 30, 2022
Revenue from Contract with Customer [Abstract]  
Revenue Contract Balances with CustomersCosts to Obtain or Fulfill a ContractFor the three and six months ended June 30, 2022, the Partnership recognized $3 million and $10 million, respectively, and $5 million and $9 million for the three and six months ended June 30, 2021, respectively, of amortization on capitalized costs incurred to obtain contracts.
v3.22.2
Partners' Capital Partners' Capital (Policies)
6 Months Ended
Jun. 30, 2022
Partners' Capital [Abstract]  
Allocation of net income [Policy Text Block]
Allocation of Net Income
Our Partnership Agreement contains provisions for the allocation of net income and loss to the unitholders. For purposes of maintaining partner capital accounts, the Partnership Agreement specifies that items of income and loss shall be allocated among the partners in accordance with their respective percentage interest. Normal allocations according to percentage interests are made after giving effect to incentive cash distributions, which are allocated 100% to Energy Transfer.
v3.22.2
Accounts Receivable, net (Tables)
6 Months Ended
Jun. 30, 2022
Accounts Receivable, after Allowance for Credit Loss [Abstract]  
Schedule of Accounts Receivable
Accounts receivable, net, consisted of the following:
June 30,
2022
December 31,
2021
(in millions)
Accounts receivable, trade$745 $428 
Credit card receivables59 37 
Vendor receivables for rebates and branding43 35 
Other receivables61 28 
Allowance for expected credit losses(2)(2)
Accounts receivable, net$906 $526 
v3.22.2
Inventories, net (Tables)
6 Months Ended
Jun. 30, 2022
Inventory Disclosure [Abstract]  
Schedule of Inventories
Inventories, net, consisted of the following:
June 30,
2022
December 31,
2021
(in millions)
Fuel$746 $526 
Other11 
Inventories, net$757 $534 
v3.22.2
Accrued Expenses and Other Current Liabilities (Tables)
6 Months Ended
Jun. 30, 2022
Accrued Expenses And Other Current Liabilities [Abstract]  
Schedule of Accrued Liabilities
Accrued expenses and other current liabilities consisted of the following:
June 30,
2022
December 31,
2021
(in millions)
Wage and other employee-related accrued expenses$19 $23 
Accrued tax expense162 152 
Accrued insurance23 22 
Accrued interest expense30 31 
Dealer deposits22 21 
Accrued environmental expense
Other51 35 
Total$314 $291 
v3.22.2
Long-Term Debt (Tables)
6 Months Ended
Jun. 30, 2022
Debt Disclosure [Abstract]  
Schedule of Long-term Debt
Long-term debt consisted of the following:
June 30,
2022
December 31,
2021
(in millions)
Sale leaseback financing obligation $85 $91 
Credit Facility869 581 
6.000% Senior Notes Due 2027
600 600 
5.875% Senior Notes Due 2028
400 400 
4.500% Senior Notes Due 2029
800 800 
4.500% Senior Notes Due 2030
800 800 
Finance leases
Total debt3,563 3,281 
Less: current maturities— 
Less: debt issuance costs25 26 
Long-term debt, net$3,538 $3,249 
v3.22.2
Other Noncurrent Liabilities (Tables)
6 Months Ended
Jun. 30, 2022
Other Liabilities Disclosure [Abstract]  
Other Noncurrent Liabilities [Table Text Block]
June 30,
2022
December 31,
2021
 (in millions)
Asset retirement obligations$81 $79 
Accrued environmental expense, long-term12 12 
Other18 13 
Total$111 $104 
v3.22.2
Related-Party Transactions (Tables)
6 Months Ended
Jun. 30, 2022
Related Party Transactions [Abstract]  
Schedule of Related Party Transactions [Table Text Block]
Related party transactions with affiliates for the three and six months ended June 30, 2022 and 2021 were as follows (in millions):
Three Months Ended June 30,Six Months Ended June 30,
2022202120222021
Motor fuel sales to affiliates$23 $$28 $
Bulk fuel purchases from affiliates$703 $419 $1,243 $752 
v3.22.2
Revenue (Tables)
6 Months Ended
Jun. 30, 2022
Revenue from Contract with Customer [Abstract]  
Disaggregation of Revenue [Table Text Block]
The following table depicts the disaggregation of revenue by channel within each segment:
Three Months Ended June 30,Six Months Ended June 30,
2022202120222021
(in millions)
Fuel Distribution and Marketing Segment
Distributor$3,346 $2,123 $5,753 $3,738 
Dealer1,427 903 2,481 1,582 
Unbranded wholesale2,193 744 3,456 1,412 
Commission agent515 369 918 659 
Non motor fuel sales41 16 82 30 
Lease income32 32 64 65 
Total7,554 4,187 12,754 7,486 
All Other Segment
Motor fuel
197 153 347 264 
Non motor fuel sales61 50 110 109 
Lease income
Total261 205 463 377 
Total revenue$7,815 $4,392 $13,217 $7,863 
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block]
The balances of the Partnership’s contract assets and contract liabilities as of June 30, 2022 and December 31, 2021 were as follows:
June 30, 2022 December 31, 2021
(in millions)
Contract balances
Contract asset$182 $157 
Accounts receivable from contracts with customers$802 $463 
Contract liability$— $— 
v3.22.2
Commitments And Contingencies (Tables)
6 Months Ended
Jun. 30, 2022
Leases [Abstract]  
Lease, Cost [Table Text Block]
The details of the Partnership's operating and finance lease liabilities are as follows:
June 30,
Lease Term and Discount Rate20222021
Weighted-average remaining lease term (years)
Operating leases2323
Finance leases2829
Weighted-average discount rate (%)
Operating leases%%
Finance leases%%
Six Months Ended June 30,
Other information20222021
(in millions)
Cash paid for amount included in the measurement of lease liabilities
Operating cash flows from operating leases$(24)$(25)
Operating cash flows from finance leases$— $(1)
Financing cash flows from finance leases$— $— 
Leased assets obtained in exchange for new finance lease liabilities$— $
Leased assets obtained in exchange for new operating lease liabilities$11 $
Lessee, Operating Lease, Liability, Maturity [Table Text Block]
Maturity of lease liabilities (as of June 30, 2022)
Operating leasesFinance leasesTotal
(in millions)
2022 (remainder)$25 $— $25 
202348 — 48 
202447 — 47 
202547 — 47 
202646 — 46 
Thereafter783 15 798 
Total lease payment996 15 1,011 
Less: interest456 462 
Present value of lease liabilities$540 $$549 
v3.22.2
Income Tax Expense (Tables)
6 Months Ended
Jun. 30, 2022
Income Tax Disclosure [Abstract]  
Schedule of Effective Income Tax Rate Reconciliation A reconciliation of income tax expense from continuing operations at the U.S. federal statutory rate of 21% to net income tax expense is as follows:
Three Months Ended June 30,Six Months Ended June 30,
2022202120222021
(in millions)
Income tax expense at statutory federal rate$27 $37 $73 $69 
Partnership earnings not subject to tax(22)(30)(66)(61)
State and local tax, net of federal benefit
Other(1)— 
Net income tax expense$$$11 $11 
v3.22.2
Partners' Capital (Tables)
6 Months Ended
Jun. 30, 2022
Partners' Capital [Abstract]  
Schedule of Common Units
The change in our outstanding common units for the six months ended June 30, 2022 was as follows: 
Number of Units
Number of common units at December 31, 2021
83,670,950 
Vested phantom units exercised91,316 
Number of common units at June 30, 2022
83,762,266 
Schedule of Net Income Allocation By Partners
The calculation of net income allocated to the partners was as follows (in millions):
Three Months Ended June 30,Six Months Ended June 30,
2022202120222021
Attributable to Common Units
Distributions $69 $69 $138 $138 
Distributions less than net income33 78 160 143 
Limited partners' interest in net income$102 $147 $298 $281 
Distributions Made to Limited Partner, by Distribution
Cash distributions paid or declared during 2022 were as follows:
Limited Partners
Payment DatePer Unit DistributionTotal Cash DistributionDistribution to IDR Holders
(in millions, except per unit amounts)
August 19, 2022$0.8255 $69 $18 
May 19, 2022$0.8255 $69 $18 
February 18, 2022$0.8255 $69 $18 
v3.22.2
Segment Reporting (Tables)
6 Months Ended
Jun. 30, 2022
Segment Reporting [Abstract]  
Schedule of Segment Reporting Information, by Segment [Table Text Block]
Three Months Ended June 30,
20222021
Fuel Distribution and MarketingAll OtherIntercompany EliminationsTotalsFuel Distribution and MarketingAll OtherIntercompany EliminationsTotals
(in millions)
Revenue
Motor fuel sales$7,481 $197 $7,678 $4,139 $153 $4,292 
Non motor fuel sales41 61 102 16 50 66 
Lease income32 35 32 34 
Intersegment sales161 — (161)— 107 — (107)— 
Total revenue$7,715 $261 $(161)$7,815 $4,294 $205 $(107)4,392 
Net income and comprehensive income$121 $166 
Depreciation, amortization and accretion49 43 
Interest expense, net45 43 
Income tax expense
Non-cash unit-based compensation expense
Gain on disposal of assets (5)(8)
Unrealized gain on commodity derivatives(11)(2)
Inventory adjustments(1)(59)
Equity in earnings of unconsolidated affiliate(1)(1)
Adjusted EBITDA related to unconsolidated affiliate
Other non-cash adjustments
Adjusted EBITDA$200 $14 $214 $191 $10 $201 
Capital expenditures$23 $$29 $28 $$30 
Total assets as of June 30, 2022 and
December 31, 2021, respectively
$5,833 $1,090 $6,923 $4,825 $990 $5,815 
________________________________
Six Months Ended June 30,
20222021
Fuel Distribution and MarketingAll OtherIntercompany EliminationsTotalsFuel Distribution and MarketingAll OtherIntercompany EliminationsTotals
(in millions)
Revenue
Motor fuel sales$12,608 $347 $12,955 $7,391 $264 $7,655 
Non motor fuel sales82 110 192 30 109 139 
Lease income64 70 65 69 
Intersegment sales277 — (277)— 182 — (182)— 
Total revenue$13,031 $463 $(277)$13,217 $7,668 $377 $(182)$7,863 
Net income and
comprehensive income
$337 $320 
Depreciation, amortization and accretion96 90 
Interest expense, net86 84 
Income tax expense11 11 
Non-cash unit-based compensation expense
Gain on disposal of assets and impairment charges(5)(8)
Loss on extinguishment of debt— 
Unrealized gain on commodity derivatives(20)(7)
Inventory adjustments(121)(159)
Equity in earnings of unconsolidated affiliate(2)(2)
Adjusted EBITDA related to unconsolidated affiliate
Other non-cash adjustments10 11 
Adjusted EBITDA$374 $31 $405 $344 $14 $358 
Capital expenditures$46 $$55 $45 $$48 
Total assets as of June 30, 2022 and
December 31, 2021, respectively
$5,833 $1,090 $6,923 $4,825 $990 $5,815 
________________________________
v3.22.2
Net Income per Unit (Tables)
6 Months Ended
Jun. 30, 2022
Net Income Per Unit [Abstract]  
Schedule of Net Income per Unit, Basic and Diluted
A reconciliation of the numerators and denominators of the basic and diluted net income per common unit computations is as follows:
Three Months Ended June 30,Six Months Ended June 30,
2022202120222021
(in millions, except units and per unit amounts)
Net income and comprehensive income$121 $166 $337 $320 
Less:
Incentive distribution rights
18 18 36 36 
Distributions on nonvested phantom unit awards
Limited partners interest in net income
$102 $147 $298 $281 
Weighted average common units outstanding:
Basic
83,737,613 83,350,567 83,710,409 83,346,719 
Dilutive effect of nonvested phantom unit awards
1,030,359 1,052,300 1,039,486 929,921 
Diluted
84,767,972 84,402,867 84,749,895 84,276,640 
Net income per common unit:
Basic
$1.22 $1.76 $3.56 $3.37 
Diluted
$1.20 $1.73 $3.52 $3.33 
v3.22.2
Organization and Principles of Consolidation - Additional Information (Details) - USD ($)
$ in Millions
3 Months Ended
Apr. 01, 2022
Jun. 30, 2022
Dec. 31, 2021
Common Units [Member]      
Organization Consolidation And Presentation Of Financial Statements [Line Items]      
Limited Partners' Capital Account, Units Outstanding   83,762,266 83,670,950
Gladieux Capital Partners, LLC      
Organization Consolidation And Presentation Of Financial Statements [Line Items]      
Other Payments to Acquire Businesses $ 264    
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill 96    
Goodwill, Acquired During Period 19    
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets 149    
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment 72    
Gladieux Capital Partners, LLC | Working Capital      
Organization Consolidation And Presentation Of Financial Statements [Line Items]      
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets $ 77    
Energy Transfer Operating, L.P. [Member]      
Organization Consolidation And Presentation Of Financial Statements [Line Items]      
Percentage of Common Units Owned   28.40%  
Energy Transfer Operating, L.P. [Member] | Common Units [Member]      
Organization Consolidation And Presentation Of Financial Statements [Line Items]      
Limited Partners' Capital Account, Units Outstanding   28,463,967  
v3.22.2
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Accounting Policies [Abstract]        
Motor fuel and sales taxes $ 72 $ 87 $ 143 $ 164
v3.22.2
Accounts Receivable, net (Details) - USD ($)
$ in Millions
Jun. 30, 2022
Dec. 31, 2021
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Allowance for expected credit losses $ (2) $ (2)
Accounts receivable, net 906 526
Trade Accounts Receivable [Member]    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Accounts receivable, gross, current 745 428
Credit Card Receivable [Member]    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Accounts receivable, gross, current 59 37
Vendor Receivables For Rebates Branding And Other [Member]    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Accounts receivable, gross, current 43 35
Other Receivables [Member]    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Accounts receivable, gross, current $ 61 $ 28
v3.22.2
Inventories, net - Additional Information (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Dec. 31, 2021
Inventory Disclosure [Abstract]          
Inventory Adjustments $ 0   $ 0   $ 121
Inventory valuation adjustment (1) $ (59) 121 $ 159  
Excess of Replacement or Current Costs over Stated LIFO Value $ 253   $ 253    
v3.22.2
Inventories, net (Details) - USD ($)
$ in Millions
Jun. 30, 2022
Dec. 31, 2021
Inventory Disclosure [Abstract]    
Fuel $ 746 $ 526
Other 11 8
Inventories, net $ 757 $ 534
v3.22.2
Accrued Expenses and Other Current Liabilities (Details) - USD ($)
$ in Millions
Jun. 30, 2022
Dec. 31, 2021
Accrued Expenses And Other Current Liabilities [Abstract]    
Wage and other employee-related accrued expenses $ 19 $ 23
Accrued tax expense 162 152
Accrued insurance 23 22
Accrued interest expense 30 31
Dealer deposits 22 21
Accrued environmental expense 7 7
Other 51 35
Total $ 314 $ 291
v3.22.2
Long-Term Debt (Details) - USD ($)
$ in Millions
Jun. 30, 2022
Dec. 31, 2021
Debt Instrument [Line Items]    
Credit Facility $ 869 $ 581
Finance leases 9 9
Total debt 3,563 3,281
Less: current maturities 0 6
Less: debt issuance costs 25 26
Long-term debt, net 3,538 3,249
Sales leaseback financial obligation    
Debt Instrument [Line Items]    
Sale leaseback financing obligation 85 91
Two Thousand Eighteen Revolver [Member] | Revolving Credit Agreement [Member]    
Debt Instrument [Line Items]    
Credit Facility $ 869 581
Four Point Eight Seven Five Percentage Senior Notes Due Two Thousand Twenty Three [Member] | Senior Notes [Member]    
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Stated Percentage 6.00%  
Senior Notes $ 600 600
Five Point Five Zero Zero Percentage Senior Notes Due Two Thousand Twenty Six [Member] | Senior Notes [Member]    
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Stated Percentage 5.875%  
Senior Notes $ 400 400
Six Percentage Senior Notes Due Two Thousand Twenty Seven [Member] | Senior Notes [Member]    
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Stated Percentage 4.50%  
Senior Notes $ 800 800
Five Point Eight Seven Five Percentage Senior Notes Due Two Thousand Twenty Eight [Member] | Senior Notes [Member]    
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Stated Percentage 4.50%  
Senior Notes $ 800 $ 800
v3.22.2
Long-Term Debt (Revolving Credit Agreement) (Details) - USD ($)
$ in Millions
Jun. 30, 2022
Dec. 31, 2021
Debt Instrument [Line Items]    
Revolving line of credit $ 869 $ 581
Line of Credit Facility, Maximum Borrowing Capacity 1,500  
Accordion feature of line of credit    
Debt Instrument [Line Items]    
Line of Credit Facility, Maximum Borrowing Capacity 500  
Revolving Credit Agreement [Member] | Two Thousand Eighteen Revolver [Member]    
Debt Instrument [Line Items]    
Revolving line of credit 869 $ 581
Letters of Credit Outstanding, Amount 6  
Debt Instrument, Unused Borrowing Capacity, Amount $ 600  
Debt, Weighted Average Interest Rate 3.48%  
v3.22.2
Long-Term Debt Fair Value Measurements (Details)
$ in Billions
Jun. 30, 2022
USD ($)
Fair Value Measurements [Abstract]  
Long-term Debt, Fair Value $ 3.2
v3.22.2
Other Noncurrent Liabilities (Details) - USD ($)
$ in Millions
Jun. 30, 2022
Dec. 31, 2021
Other Liabilities Disclosure [Abstract]    
Reserve for underground storage tank removal $ 81 $ 79
Accrued environmental expense, long-term 12 12
Other 18 13
Other noncurrent liabilities $ 111 $ 104
v3.22.2
Related-Party Transactions (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Dec. 31, 2021
Related Party Transaction [Line Items]          
Investment in unconsolidated affiliate $ 131   $ 131   $ 132
Equity in earnings of unconsolidated affiliate 1 $ 1 2 $ 2  
Advances from affiliates 118   118   126
Receivables from affiliates 13   13   12
Accounts payable to affiliates 171   171   $ 59
Wholesale motor fuel sales to affiliates [Member]          
Related Party Transaction [Line Items]          
Revenue from Related Parties 23 7 28 9  
Wholesale Motor Fuel [Member]          
Related Party Transaction [Line Items]          
Related Party Transaction, Purchases from Related Party $ 703 $ 419 $ 1,243 $ 752  
v3.22.2
Revenue (Disaggregation of Revenue) (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Disaggregation of Revenue [Line Items]        
Revenues $ 7,815 $ 4,392 $ 13,217 $ 7,863
Motor Fuel Sales [Member]        
Disaggregation of Revenue [Line Items]        
Revenues 7,678 4,292 12,955 7,655
Lease Income [Member]        
Disaggregation of Revenue [Line Items]        
Revenues 35 34 70 69
Fuel Distribution and Marketing [Member]        
Disaggregation of Revenue [Line Items]        
Revenues 7,554 4,187 12,754 7,486
Fuel Distribution and Marketing [Member] | Dealer Revenue [Member]        
Disaggregation of Revenue [Line Items]        
Revenues 3,346 2,123 5,753 3,738
Fuel Distribution and Marketing [Member] | Distributor Revenue [Member]        
Disaggregation of Revenue [Line Items]        
Revenues 1,427 903 2,481 1,582
Fuel Distribution and Marketing [Member] | Unbranded Wholesale Revenue [Member]        
Disaggregation of Revenue [Line Items]        
Revenues 2,193 744 3,456 1,412
Fuel Distribution and Marketing [Member] | Commission Agent Revenue [Member]        
Disaggregation of Revenue [Line Items]        
Revenues 515 369 918 659
Fuel Distribution and Marketing [Member] | Non Motor Fuel [Member]        
Disaggregation of Revenue [Line Items]        
Revenues 41 16 82 30
Fuel Distribution and Marketing [Member] | Lease Income [Member]        
Disaggregation of Revenue [Line Items]        
Revenues 32 32 64 65
All Other [Member]        
Disaggregation of Revenue [Line Items]        
Revenues 261 205 463 377
All Other [Member] | Motor Fuel Sales [Member]        
Disaggregation of Revenue [Line Items]        
Revenues 197 153 347 264
All Other [Member] | Non Motor Fuel [Member]        
Disaggregation of Revenue [Line Items]        
Revenues 61 50 110 109
All Other [Member] | Lease Income [Member]        
Disaggregation of Revenue [Line Items]        
Revenues $ 3 $ 2 $ 6 $ 4
v3.22.2
Revenue (Contract Balances with Customer) (Details) - USD ($)
$ in Millions
Jun. 30, 2022
Dec. 31, 2021
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Abstract]    
Contract asset $ 182 $ 157
Receivables from Customers 802 463
Contract with Customer, Liability $ 0 $ 0
v3.22.2
Revenue (Costs to Obtain or Fulfill a Contract) (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Revenue from Contract with Customer [Abstract]        
Capitalized Contract Cost, Amortization $ 3 $ 5 $ 10 $ 9
v3.22.2
Commitments And Contingencies (Lessee Disclosures) (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2021
Jun. 30, 2022
Dec. 31, 2021
Lease Term and Discount Rate [Abstract]      
Operating Lease, Weighted Average Remaining Lease Term 23 years 23 years  
Finance Lease, Weighted Average Remaining Lease Term 29 years 28 years  
Operating Lease, Weighted Average Discount Rate, Percent 6.00% 6.00%  
Finance Lease, Weighted Average Discount Rate, Percent 4.00% 4.00%  
Cash Flow, Operating Activities, Lessee [Abstract]      
Operating cash flows from operating leases $ (25) $ (24)  
Operating cash flows from finance leases (1) 0  
Financing cash flows from finance leases 0 0  
Leased assets obtained in exchange for new finance lease liabilities 9 0  
Leased assets obtained in exchange for new operating lease liabilities $ 1 11  
Lessee, Operating Lease, Liability, Payment, Due, Rolling Maturity [Abstract]      
Operating lease - 2022 (remainder)   25  
Operating lease - 2023   48  
Operating lease - 2024   47  
Operating lease - 2025   47  
Operating lease - 2026   46  
Operating lease - Thereafter   783  
Total lease payment   996  
Less: interest   (456)  
Present value of lease liabilities - operating leases   540  
Finance Lease, Liability, Payment, Due, Rolling Maturity [Abstract]      
Finance lease - 2022 (remainder)   0  
Finance lease - 2023   0  
Finance lease - 2024   0  
Finance lease - 2025   0  
Finance lease - 2026   0  
Finance lease - Thereafter   15  
Total lease payment   15  
Less: interest   (6)  
Present value of lease liabilities - finance leases   9 $ 9
Maturity of lease liabilities [Abstract]      
2022 (remainder)   25  
2023   48  
2024   47  
2025   47  
2026   46  
Thereafter   798  
Total lease payment   1,011  
Less: interest   (462)  
Present value of lease liabilities   $ 549  
v3.22.2
Commitments And Contingencies (Lessor Disclosures) (Details)
Jun. 30, 2022
Lessor Disclosure [Abstract]  
Lessor, Operating Lease, Term of Contract 5 years
v3.22.2
Income Tax Expense (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Income Tax Disclosure [Abstract]        
Income tax expense at statutory federal rate $ 27 $ 37 $ 73 $ 69
Partnership earnings not subject to tax (22) (30) (66) (61)
State and local tax, net of federal benefit 2 2 3 3
Other 1 (1) 1 0
Net income tax expense $ 8 $ 8 $ 11 $ 11
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent     21.00%  
v3.22.2
Partners' Capital Narrative (Details) - shares
3 Months Ended
Jun. 30, 2022
Dec. 31, 2021
Common Units    
Schedule of Partners' Capital [Line Items]    
Limited Partners' Capital Account, Units Outstanding 55,298,299  
Common Units [Member]    
Schedule of Partners' Capital [Line Items]    
Limited Partners' Capital Account, Units Outstanding 83,762,266 83,670,950
Class C Units [Member]    
Schedule of Partners' Capital [Line Items]    
Limited Partners' Capital Account, Units Outstanding 16,410,780 16,410,780
Subsidiaries [Member] | Class C Units [Member]    
Schedule of Partners' Capital [Line Items]    
Limited Partners' Capital Account, Units Outstanding 16,410,780  
Energy Transfer Operating, L.P. [Member]    
Schedule of Partners' Capital [Line Items]    
Percentage of Common Units Owned 28.40%  
Energy Transfer Operating, L.P. [Member] | Common Units [Member]    
Schedule of Partners' Capital [Line Items]    
Limited Partners' Capital Account, Units Outstanding 28,463,967  
v3.22.2
Partners' Capital (Schedule of Common Units) (Details) - Common Units [Member]
6 Months Ended
Jun. 30, 2022
shares
Class of Stock [Line Items]  
Number of common units at December 31, 2021 83,670,950
Vested phantom units exercised 91,316
Number of common units at June 30, 2022 83,762,266
v3.22.2
Partners' Capital (Allocations of Net Income) (Details) - Common Units [Member] - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Schedule of Partners' Capital [Line Items]        
Distributions $ 69 $ 69 $ 138 $ 138
Distributions in excess of income (33) (78) (160) (143)
Limited partners’ interest in net income $ 102 $ 147 $ 298 $ 281
v3.22.2
Partners' Capital (Cash Distributions) (Details) - USD ($)
$ / shares in Units, $ in Millions
6 Months Ended
Aug. 19, 2022
May 19, 2022
Feb. 18, 2022
Jun. 30, 2022
Jun. 30, 2021
Distribution Made To Managing Member Or General Partner [Line Items]          
Per Unit Distribution (in dollars per unit)   $ 0.8255 $ 0.8255    
Total Cash Distribution   $ 69 $ 69 $ 176 $ 176
General Partner          
Distribution Made To Managing Member Or General Partner [Line Items]          
Total Cash Distribution   $ 18 $ 18    
Subsequent Event [Member]          
Distribution Made To Managing Member Or General Partner [Line Items]          
Per Unit Distribution (in dollars per unit) $ 0.8255        
Total Cash Distribution $ 69        
Subsequent Event [Member] | General Partner          
Distribution Made To Managing Member Or General Partner [Line Items]          
Total Cash Distribution $ 18        
v3.22.2
Segment Reporting - Additional Information (Details)
6 Months Ended
Jun. 30, 2022
segment
Segment Reporting [Abstract]  
Number of Operating Segments 2
v3.22.2
Segment Reporting (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Dec. 31, 2021
Segment Reporting Information [Line Items]          
Revenues $ 7,815 $ 4,392 $ 13,217 $ 7,863  
Operating income 173 216 432 420  
Interest expense, net (45) (43) (86) (84)  
Other income (expense), net 0 0 0 7  
Income (loss) from operations before income taxes 129 174 348 331  
Net income and comprehensive income 121 166 337 320  
Depreciation, amortization and accretion 49 43 96 90  
Non-cash unit-based compensation expense 3 3 8 7  
Gain on disposal of assets (5) (8) (5) (8)  
Unrealized gain on commodity derivatives 11 2 20 7  
Inventory adjustments (1) (59) (121) (159)  
Equity in earnings of unconsolidated affiliate (1) (1) (2) (2)  
Adjusted EBITDA related to unconsolidated affiliate 3 2 5 4  
Other non-cash adjustments 3 6 10 11  
Income tax expense 8 8 11 11  
Adjusted EBITDA 214 201 405 358  
Capital expenditures 29 30 55 48  
Assets 6,923   6,923   $ 5,815
Gross Revenue          
Segment Reporting Information [Line Items]          
Revenues 7,815 4,392 13,217 7,863  
Intersegment Revenue Not Eliminated          
Segment Reporting Information [Line Items]          
Revenues 0 0 0 0  
Fuel Distribution and Marketing [Member]          
Segment Reporting Information [Line Items]          
Revenues 7,554 4,187 12,754 7,486  
Adjusted EBITDA 200 191 374 344  
Capital expenditures 23 28 46 45  
Assets 5,833   5,833   4,825
Fuel Distribution and Marketing [Member] | Gross Revenue          
Segment Reporting Information [Line Items]          
Revenues 7,715 4,294 13,031 7,668  
All Other [Member]          
Segment Reporting Information [Line Items]          
Revenues 261 205 463 377  
Adjusted EBITDA 14 10 31 14  
Capital expenditures 6 2 9 3  
Assets 1,090   1,090   $ 990
All Other [Member] | Gross Revenue          
Segment Reporting Information [Line Items]          
Revenues 261 205 463 377  
Motor Fuel Sales [Member]          
Segment Reporting Information [Line Items]          
Revenues 7,678 4,292 12,955 7,655  
Motor Fuel Sales [Member] | Gross Revenue          
Segment Reporting Information [Line Items]          
Revenues 7,678 4,292 12,955 7,655  
Motor Fuel Sales [Member] | Fuel Distribution and Marketing [Member] | Gross Revenue          
Segment Reporting Information [Line Items]          
Revenues 7,481 4,139 12,608 7,391  
Motor Fuel Sales [Member] | All Other [Member]          
Segment Reporting Information [Line Items]          
Revenues 197 153 347 264  
Motor Fuel Sales [Member] | All Other [Member] | Gross Revenue          
Segment Reporting Information [Line Items]          
Revenues 197 153 347 264  
Non Motor Fuel Sales [Member]          
Segment Reporting Information [Line Items]          
Revenues 102 66 192 139  
Non Motor Fuel Sales [Member] | Gross Revenue          
Segment Reporting Information [Line Items]          
Revenues 102 66 192 139  
Non Motor Fuel Sales [Member] | Fuel Distribution and Marketing [Member] | Gross Revenue          
Segment Reporting Information [Line Items]          
Revenues 41 16 82 30  
Non Motor Fuel Sales [Member] | All Other [Member] | Gross Revenue          
Segment Reporting Information [Line Items]          
Revenues 61 50 110 109  
Lease Income [Member]          
Segment Reporting Information [Line Items]          
Revenues 35 34 70 69  
Lease Income [Member] | Gross Revenue          
Segment Reporting Information [Line Items]          
Revenues 35 34 70 69  
Lease Income [Member] | Fuel Distribution and Marketing [Member]          
Segment Reporting Information [Line Items]          
Revenues 32 32 64 65  
Lease Income [Member] | Fuel Distribution and Marketing [Member] | Gross Revenue          
Segment Reporting Information [Line Items]          
Revenues 32 32 64 65  
Lease Income [Member] | All Other [Member]          
Segment Reporting Information [Line Items]          
Revenues 3 2 6 4  
Lease Income [Member] | All Other [Member] | Gross Revenue          
Segment Reporting Information [Line Items]          
Revenues 3 2 6 4  
Non Motor Fuel [Member] | Fuel Distribution and Marketing [Member]          
Segment Reporting Information [Line Items]          
Revenues 41 16 82 30  
Non Motor Fuel [Member] | All Other [Member]          
Segment Reporting Information [Line Items]          
Revenues 61 50 110 109  
Consolidation, Eliminations | Gross Revenue          
Segment Reporting Information [Line Items]          
Revenues (161) (107) (277) (182)  
Consolidation, Eliminations | Fuel Distribution and Marketing [Member] | Gross Revenue          
Segment Reporting Information [Line Items]          
Revenues 161 107 277 182  
Consolidation, Eliminations | All Other [Member] | Gross Revenue          
Segment Reporting Information [Line Items]          
Revenues $ 0 $ 0 $ 0 $ 0  
v3.22.2
Net Income per Unit (Details) - USD ($)
$ / shares in Units, $ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2022
Mar. 31, 2022
Jun. 30, 2021
Mar. 31, 2021
Jun. 30, 2022
Jun. 30, 2021
Earnings Per Share Basic [Line Items]            
Net Income (Loss) Attributable to Parent $ 121 $ 216 $ 166 $ 154 $ 337 $ 320
Incentive distribution rights 18   18   36 36
Distributions on nonvested phantom unit awards $ 1   $ 1   $ 3 $ 3
Weighted average common units outstanding:            
Common - basic (in shares) 83,737,613   83,350,567   83,710,409 83,346,719
Common - diluted (in shares) 84,767,972   84,402,867   84,749,895 84,276,640
Basic $ 1.22   $ 1.76   $ 3.56 $ 3.37
Diluted $ 1.20   $ 1.73   $ 3.52 $ 3.33
Common Units [Member]            
Earnings Per Share Basic [Line Items]            
Limited partners’ interest in net income $ 102   $ 147   $ 298 $ 281
Weighted average common units outstanding:            
Common - basic (in shares) 83,737,613   83,350,567   83,710,409 83,346,719
Common - equivalents (in shares) 1,030,359   1,052,300   1,039,486 929,921
Common - diluted (in shares) 84,767,972   84,402,867   84,749,895 84,276,640