Crestwood Equity Partners LP [CEQP-P] Filings

10-Q 1 ceqp-20230630.htm 10-Q ceqp-20230630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2023


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the transition period from to .


(Exact name of registrant as specified in its charter)	Commission file number	State or other jurisdiction of incorporation or organization	(I.R.S. Employer Identification No.)
Crestwood Equity Partners LP	001-34664	Delaware	43-1918951
Crestwood Midstream Partners LP	001-35377	Delaware	20-1647837

811 Main Street

Suite 3400

Houston

Texas

77002

(Address of principal executive offices)

(Zip code)

(832) 519-2200

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


	Title of each class	Trading Symbol	Name of each exchange on which registered
Crestwood Equity Partners LP	Common Units representing limited partnership interests	CEQP	New York Stock Exchange
Crestwood Equity Partners LP	Preferred Units representing limited partnership interests	CEQP-P	New York Stock Exchange
Crestwood Midstream Partners LP	None	None	None

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Crestwood Equity Partners LP

Yes

☒

☐

Crestwood Midstream Partners LP

Yes

☒

☐

(Explanatory Note: Crestwood Midstream Partners LP is currently a voluntary filer and is not subject to the filing requirements of the Securities Exchange Act of 1934. Although not subject to these filing requirements, Crestwood Midstream Partners LP has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months.)

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Crestwood Equity Partners LP

Yes

☒

☐

Crestwood Midstream Partners LP

Yes

☒

☐

Table of Contents

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Crestwood Equity Partners LP

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

Crestwood Midstream Partners LP

Large accelerated filer

☐

Accelerated filer

☐

Non-accelerated filer

☒

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.


Crestwood Equity Partners LP						☐
Crestwood Midstream Partners LP						☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Crestwood Equity Partners LP

Yes

☐

☒

Crestwood Midstream Partners LP

Yes

☐

☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date (July 28, 2023).



Crestwood Equity Partners LP						105,242,300
Crestwood Midstream Partners LP						None

Crestwood Midstream Partners LP, as a wholly-owned subsidiary of a reporting company, meets the conditions set forth in General Instruction H(1)(a) and (b) of Form 10-Q and is therefore filing this report with the reduced disclosure format as permitted by such instruction.

Table of Contents

CRESTWOOD EQUITY PARTNERS LP

CRESTWOOD MIDSTREAM PARTNERS LP

INDEX TO FORM 10-Q


			Page
Part I – Financial Information

Item 1. Financial Statements (Unaudited):

Crestwood Equity Partners LP

Consolidated Balance Sheets			4

Consolidated Statements of Operations			5

Consolidated Statements of Partners’ Capital			6

Consolidated Statements of Cash Flows			7

Crestwood Midstream Partners LP

Consolidated Balance Sheets			8

Consolidated Statements of Operations			9

Consolidated Statements of Partners’ Capital			10

Consolidated Statements of Cash Flows			11

Notes to Consolidated Financial Statements			12

Note 1. Organization and Business Description			12

Note 2. Basis of Presentation and Summary of Significant Accounting Policies			12

Note 3. Acquisition and Divestitures			13

Note 4. Certain Balance Sheet Information			14

Note 5. Investments in Unconsolidated Affiliates			14

Note 6. Risk Management			15

Note 7. Fair Value Measurements			17

Note 8. Long-Term Debt			19

Note 9. Commitments and Contingencies			20

Note 10. Leases			21

Note 11. Partners’ Capital and Non-Controlling Partner			22

Note 12. Earnings Per Limited Partner Unit			23

Note 13. Segments			24

Note 14. Revenues			27

Note 15. Related Party Transactions			32



Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			34

Item 3. Quantitative and Qualitative Disclosures About Market Risk			44

Item 4. Controls and Procedures			44

Part II – Other Information

Item 1. Legal Proceedings			45

Item 1A. Risk Factors			45

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			45

Item 3. Defaults Upon Senior Securities			45

Item 4. Mine Safety Disclosures			45

Item 5. Other Information			45

Item 6. Exhibits			46

Signature			48

Table of Contents

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

CRESTWOOD EQUITY PARTNERS LP

CONSOLIDATED BALANCE SHEETS

(in millions, except unit information)


	June 30, 2023		December 31, 2022
	(unaudited)
Assets
Current assets:
Cash	$	7.7	$	7.5

Accounts receivable, less allowance for doubtful accounts of $0.3 and $0.5 at June 30, 2023 and December 31, 2022	297.1		432.2
Inventory	98.3		122.6
Assets from price risk management activities	84.7		72.8

Prepaid expenses and other current assets	11.1		18.7
Total current assets	498.9		653.8
Property, plant and equipment	5,444.7		5,353.2
Less: accumulated depreciation	948.4		822.8
Property, plant and equipment, net	4,496.3		4,530.4
Intangible assets	1,306.3		1,306.3
Less: accumulated amortization	334.6		300.7
Intangible assets, net	971.7		1,005.6
Goodwill	223.0		223.0
Operating lease right-of-use assets, net	28.3		24.4
Investments in unconsolidated affiliates	77.8		119.5
Other non-current assets	10.5		10.3
Total assets	$	6,306.5	$	6,567.0

Liabilities and capital
Current liabilities:
Accounts payable	$	197.6	$	305.5
Accrued expenses and other liabilities	157.3		180.8
Liabilities from price risk management activities	9.2		23.9


Total current liabilities	364.1		510.2
Long-term debt, less current portion	3,259.1		3,378.3

Other long-term liabilities	326.5		333.4
Deferred income taxes	3.4		3.5
Total liabilities	3,953.1		4,225.4
Commitments and contingencies (Note 9)
Interest of non-controlling partner in subsidiary	434.2		434.4
Partners’ capital:
Crestwood Equity Partners LP partners’ capital (105,240,138 and 104,646,374 common units issued and outstanding at June 30, 2023 and December 31, 2022)	1,307.2		1,295.2
Preferred units (71,257,445 units issued and outstanding at both June 30, 2023 and December 31, 2022)	612.0		612.0
Total partners’ capital	1,919.2		1,907.2
Total liabilities and capital	$	6,306.5	$	6,567.0

See accompanying notes.

Table of Contents


CRESTWOOD EQUITY PARTNERS LP CONSOLIDATED STATEMENTS OF OPERATIONS (in millions, except per unit data) (unaudited)
	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2023		2022		2023		2022
Revenues:
Product revenues	$	880.0	$	1,215.0	$	2,002.3	$	2,605.5
Product revenues - related party (Note 15)	—		78.9		—		139.5
Service revenues	141.2		98.8		282.0		194.4
Service revenues - related party (Note 15)	—		55.3		—		92.4
Total revenues	1,021.2		1,448.0		2,284.3		3,031.8

Costs of product/services sold (exclusive of items shown separately below):
Product costs	779.0		1,094.0		1,770.0		2,384.8
Product costs - related party (Note 15)	0.1		113.1		0.5		181.6
Service costs	5.5		6.1		11.5		11.2
Total costs of products/services sold	784.6		1,213.2		1,782.0		2,577.6

Operating expenses and other:
Operations and maintenance	53.2		46.6		109.8		89.0
General and administrative	25.0		26.5		56.6		69.9
Depreciation, amortization and accretion	81.1		80.6		162.5		155.4
Loss on long-lived assets, net	1.8		7.2		2.2		11.0


	161.1		160.9		331.1		325.3
Operating income	75.5		73.9		171.2		128.9
Earnings from unconsolidated affiliates, net	132.4		6.0		134.1		9.0
Interest and debt expense, net	(55.4)		(40.1)		(111.0)		(76.2)

Other income (expense), net	—		(0.1)		0.1		0.2
Income before income taxes	152.5		39.7		194.4		61.9
Provision for income taxes	(0.6)		(0.3)		(0.9)		(0.3)
Net income	151.9		39.4		193.5		61.6
Net income attributable to non-controlling partner	10.3		10.3		20.5		20.5
Net income attributable to Crestwood Equity Partners LP	141.6		29.1		173.0		41.1
Net income attributable to preferred units	15.0		15.0		30.0		30.0
Net income attributable to partners	$	126.6	$	14.1	$	143.0	$	11.1

Net income per limited partner unit: (Note 12)
Basic	$	1.20	$	0.14	$	1.36	$	0.12
Diluted	$	1.16	$	0.14	$	1.31	$	0.11
Weighted-average limited partners’ units outstanding:
Basic	105.3		98.0		105.2		92.0
Dilutive	4.1		4.6		4.2		4.7
Diluted	109.4		102.6		109.4		96.7

See accompanying notes.

Table of Contents

CRESTWOOD EQUITY PARTNERS LP

CONSOLIDATED STATEMENTS OF PARTNERS’ CAPITAL

(in millions)

(unaudited)


	Preferred			Common
	Units	Capital		Units	Capital		Total Partners’ Capital
Balance at December 31, 2022	71.3	$	612.0	104.6	$	1,295.2	$	1,907.2
Distributions to partners	—	(15.0)		—	(68.9)		(83.9)

Unit-based compensation	—	—		1.1	11.8		11.8
Taxes paid for unit-based compensation vesting	—	—		(0.5)	(14.8)		(14.8)
Other	—	—		0.1	1.6		1.6
Net income	—	15.0		—	16.4		31.4
Balance at March 31, 2023	71.3	$	612.0	105.3	$	1,241.3	$	1,853.3
Distributions to partners	—	(15.0)		—	(68.9)		(83.9)
Unit-based compensation	—	—		—	9.2		9.2
Taxes paid for unit-based compensation vesting	—	—		(0.1)	(0.8)		(0.8)
Other	—	—		—	(0.2)		(0.2)
Net income	—	15.0		—	126.6		141.6
Balance at June 30, 2023	71.3	$	612.0	105.2	$	1,307.2	$	1,919.2


	Preferred			Common
	Units	Capital		Units	Capital		Total Partners’ Capital
Balance at December 31, 2021	71.3	$	612.0	63.0	$	487.6	$	1,099.6
Distributions to partners	—	(15.0)		—	(60.9)		(75.9)
Issuance of common units (Note 3)	—	—		33.8	930.0		930.0
Unit-based compensation	—	—		1.6	13.0		13.0
Taxes paid for unit-based compensation vesting	—	—		(0.5)	(14.9)		(14.9)
Other	—	—		0.1	2.2		2.2
Net income (loss)	—	15.0		—	(3.0)		12.0
Balance at March 31, 2022	71.3	$	612.0	98.0	$	1,354.0	$	1,966.0
Distributions to partners	—	(15.0)		—	(64.2)		(79.2)
Unit-based compensation	—	—		—	8.6		8.6
Taxes paid for unit-based compensation vesting	—	—		—	(0.7)		(0.7)
Other	—	—		—	(0.4)		(0.4)
Net income	—	15.0		—	14.1		29.1
Balance at June 30, 2022	71.3	$	612.0	98.0	$	1,311.4	$	1,923.4

See accompanying notes.

Table of Contents


CRESTWOOD EQUITY PARTNERS LP CONSOLIDATED STATEMENTS OF CASH FLOWS (in millions) (unaudited)
	Six Months Ended
	June 30,
	2023		2022
Operating activities
Net income	$	193.5	$	61.6
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, amortization and accretion	162.5		155.4
Amortization of debt-related deferred costs and fair value adjustment	1.6		1.2
Unit-based compensation	19.2		17.2
Loss on long-lived assets, net	2.2		11.0



Earnings from unconsolidated affiliates, net, adjusted for cash distributions received	(133.2)		(0.2)
Deferred income taxes	—		(0.1)
Other	(0.1)		(0.1)
Changes in operating assets and liabilities	21.4		6.0
Net cash provided by operating activities	267.1		252.0
Investing activities
Acquisition, net of cash acquired (Note 3)	—		(145.1)
Purchases of property, plant and equipment	(115.7)		(78.2)
Investments in unconsolidated affiliates	(6.6)		(15.0)
Capital distributions from unconsolidated affiliates	3.1		6.2
Net proceeds from sale of assets, including equity investments	178.7		25.7

Net cash provided by (used in) investing activities	59.5		(206.4)
Financing activities
Proceeds from the issuance of long-term debt	1,606.2		1,649.8
Payments on long-term debt	(1,717.9)		(1,470.8)
Payments on finance leases	(1.4)		(30.4)
Payments for deferred financing costs	(9.2)		(1.7)


Distributions to partners	(137.8)		(125.1)
Distributions to non-controlling partner	(20.7)		(20.7)
Distributions to preferred unitholders	(30.0)		(30.0)
Taxes paid for unit-based compensation vesting	(15.6)		(15.6)
Other	—		(0.6)
Net cash used in financing activities	(326.4)		(45.1)
Net change in cash	0.2		0.5
Cash at beginning of period	7.5		13.3
Cash at end of period	$	7.7	$	13.8
Supplemental schedule of noncash investing activities
Net change to property, plant and equipment through accounts payable and accrued expenses	$	(17.2)	$	14.5

See accompanying notes.

Table of Contents

CRESTWOOD MIDSTREAM PARTNERS LP

CONSOLIDATED BALANCE SHEETS

(in millions)


	June 30, 2023		December 31, 2022
	(unaudited)
Assets
Current assets:
Cash	$	7.3	$	7.1

Accounts receivable, less allowance for doubtful accounts of $0.3 and $0.5 at June 30, 2023 and December 31, 2022	297.0		432.2
Inventory	98.3		122.6
Assets from price risk management activities	84.7		72.8

Prepaid expenses and other current assets	11.1		18.7
Total current assets	498.4		653.4
Property, plant and equipment	5,441.5		5,350.0
Less: accumulated depreciation	948.1		822.6
Property, plant and equipment, net	4,493.4		4,527.4
Intangible assets	1,306.3		1,306.3
Less: accumulated amortization	334.6		300.7
Intangible assets, net	971.7		1,005.6
Goodwill	223.0		223.0
Operating lease right-of-use assets, net	28.3		24.4
Investments in unconsolidated affiliates	77.8		119.5
Other non-current assets	8.5		8.1
Total assets	$	6,301.1	$	6,561.4
Liabilities and capital
Current liabilities:
Accounts payable	$	197.6	$	305.4
Accrued expenses and other liabilities	156.5		179.5
Liabilities from price risk management activities	9.2		23.9


Total current liabilities	363.3		508.8
Long-term debt, less current portion	3,259.1		3,378.3

Other long-term liabilities	324.8		330.3
Deferred income taxes	2.4		2.3
Total liabilities	3,949.6		4,219.7
Commitments and contingencies (Note 9)
Interest of non-controlling partner in subsidiary	434.2		434.4
Partners’ capital	1,917.3		1,907.3



Total liabilities and capital	$	6,301.1	$	6,561.4

See accompanying notes.

Table of Contents

CRESTWOOD MIDSTREAM PARTNERS LP

CONSOLIDATED STATEMENTS OF OPERATIONS

(in millions)

(unaudited)


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2023		2022		2023		2022
Revenues:
Product revenues	$	880.0	$	1,215.0	$	2,002.3	$	2,605.5
Product revenues - related party (Note 15)	—		78.9		—		139.5
Service revenues	141.2		98.8		282.0		194.4
Service revenues - related party (Note 15)	—		55.3		—		92.4
Total revenues	1,021.2		1,448.0		2,284.3		3,031.8

Costs of product/services sold (exclusive of items shown separately below):
Product costs	779.0		1,094.0		1,770.0		2,384.8
Product costs - related party (Note 15)	0.1		113.1		0.5		181.6
Service costs	5.5		6.1		11.5		11.2
Total costs of product/services sold	784.6		1,213.2		1,782.0		2,577.6

Operating expenses and other:
Operations and maintenance	53.2		46.6		109.8		89.0
General and administrative	23.6		25.0		53.8		66.7
Depreciation, amortization and accretion	81.1		83.0		162.4		161.2
Loss on long-lived assets, net	1.8		60.5		2.2		64.3


	159.7		215.1		328.2		381.2
Operating income	76.9		19.7		174.1		73.0
Earnings from unconsolidated affiliates, net	132.4		6.0		134.1		9.0
Interest and debt expense, net	(55.4)		(40.1)		(111.0)		(76.2)

Income (loss) before income taxes	153.9		(14.4)		197.2		5.8
Provision for income taxes	(0.5)		(0.2)		(0.8)		(0.2)
Net income (loss)	153.4		(14.6)		196.4		5.6
Net income attributable to non-controlling partner	10.3		10.3		20.5		20.5
Net income (loss) attributable to Crestwood Midstream Partners LP	$	143.1	$	(24.9)	$	175.9	$	(14.9)

See accompanying notes.

Table of Contents

CRESTWOOD MIDSTREAM PARTNERS LP

CONSOLIDATED STATEMENTS OF PARTNERS’ CAPITAL

(in millions)

(unaudited)


	Total Partners’ Capital
Balance at December 31, 2022	$	1,907.3
Distributions to partners	(85.9)
Unit-based compensation	11.8
Taxes paid for unit-based compensation vesting	(14.8)

Net income	32.8
Balance at March 31, 2023	$	1,851.2
Distributions to partners	(85.4)
Unit-based compensation	9.2
Taxes paid for unit-based compensation vesting	(0.8)

Net income	143.1
Balance at June 30, 2023	$	1,917.3


	Total Partners’ Capital
Balance at December 31, 2021	$	1,232.3
Non-cash contribution from partner (Note 11)	1,075.1
Cash contribution from partner (Note 11)	14.9
Distributions to partners	(238.1)
Unit-based compensation	13.0
Taxes paid for unit-based compensation vesting	(14.9)
Other	0.1
Net income	10.0
Balance at March 31, 2022	$	2,092.4
Distributions to partners	(81.6)
Unit-based compensation	8.6
Taxes paid for unit-based compensation vesting	(0.7)

Net loss	(24.9)
Balance at June 30, 2022	$	1,993.8

See accompanying notes.

Table of Contents

CRESTWOOD MIDSTREAM PARTNERS LP

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions)

(unaudited)


	Six Months Ended
	June 30,
	2023		2022
Operating activities
Net income	$	196.4	$	5.6
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, amortization and accretion	162.4		161.2
Amortization of debt-related deferred costs and fair value adjustment	1.6		1.2
Unit-based compensation	19.2		17.2
Loss on long-lived assets, net	2.2		64.3



Earnings from unconsolidated affiliates, net, adjusted for cash distributions received	(133.2)		(0.2)
Deferred income taxes	0.1		0.1
Other	(0.1)		(0.1)
Changes in operating assets and liabilities	22.0		5.9
Net cash provided by operating activities	270.6		255.2
Investing activities

Purchases of property, plant and equipment	(115.7)		(77.5)
Investments in unconsolidated affiliates	(6.6)		(15.0)
Capital distributions from unconsolidated affiliates	3.1		6.2
Net proceeds from sale of assets, including equity investments	178.7		25.7

Net cash provided by (used in) investing activities	59.5		(60.6)
Financing activities
Proceeds from the issuance of long-term debt	1,606.2		1,649.8
Payments on long-term debt	(1,717.9)		(1,470.8)
Payments on finance leases	(1.4)		(30.4)
Payments for deferred financing costs	(9.2)		(1.7)

Contributions from partner	—		14.9
Distributions to partners	(171.3)		(319.7)
Distributions to non-controlling partner	(20.7)		(20.7)
Taxes paid for unit-based compensation vesting	(15.6)		(15.6)

Net cash used in financing activities	(329.9)		(194.2)
Net change in cash	0.2		0.4
Cash at beginning of period	7.1		12.9
Cash at end of period	$	7.3	$	13.3
Supplemental schedule of non-cash investing activities
Net change to property, plant and equipment through accounts payable and accrued expenses	$	(17.2)	$	14.5

See accompanying notes.

Table of Contents

CRESTWOOD EQUITY PARTNERS LP

CRESTWOOD MIDSTREAM PARTNERS LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

Note 1 – Organization and Business Description

The accompanying notes to the consolidated financial statements apply to Crestwood Equity Partners LP (Crestwood Equity or CEQP) and Crestwood Midstream Partners LP (Crestwood Midstream or CMLP).

The accompanying consolidated financial statements and related notes should be read in conjunction with our 2022 Annual Report on Form 10-K filed with the Securities and Exchange Commission (SEC) on February 27, 2023. The financial information as of June 30, 2023 and for the three and six months ended June 30, 2023 and 2022, is unaudited. The consolidated balance sheets as of December 31, 2022 were derived from the audited balance sheets filed in our 2022 Annual Report on Form 10-K.

Unless otherwise indicated, references in this report to “we,” “us,” “our,” “ours,” “our company,” the “Partnership,” the “Company,” “Crestwood Equity,” “CEQP,” and similar terms refer to either Crestwood Equity Partners LP itself or Crestwood Equity Partners LP and its consolidated subsidiaries, as the context requires. Unless otherwise indicated, references to “Crestwood Midstream” and “CMLP” refer to Crestwood Midstream Partners LP and its consolidated subsidiaries, as the context requires.

Organization

Crestwood Equity Partners LP. CEQP is a publicly-traded (NYSE: CEQP) Delaware limited partnership formed in March 2001. Crestwood Equity GP LLC, our wholly-owned subsidiary, owns our non-economic general partnership interest.

Crestwood Midstream Partners LP. Crestwood Equity owns a 99.9% limited partnership interest in Crestwood Midstream and Crestwood Gas Services GP LLC, a wholly-owned subsidiary of Crestwood Equity, owns a 0.1% limited partnership interest in Crestwood Midstream. Crestwood Midstream GP LLC, a wholly-owned subsidiary of Crestwood Equity, owns the non-economic general partnership interest of Crestwood Midstream.

Business Description

Crestwood Equity develops, acquires, owns or controls, and operates primarily fee-based assets and operations within the energy midstream sector. We provide broad-ranging infrastructure solutions across the value chain to service premier liquids-rich natural gas and crude oil shale plays across North America. We own and operate a diversified portfolio of natural gas liquids (NGLs), crude oil, natural gas and produced water gathering, processing, storage, disposal and transportation assets that connect fundamental energy supply with energy demand across the United States. Crestwood Equity is a holding company and all of its consolidated operating assets are owned by or through its wholly-owned subsidiary, Crestwood Midstream.

See Note 13 for information regarding our operating and reporting segments.

Note 2 – Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation

Our consolidated financial statements are prepared in accordance with Generally Accepted Accounting Principles in the United States (U.S. GAAP) and include the accounts of all consolidated subsidiaries after the elimination of all intercompany accounts and transactions. In management’s opinion, all necessary adjustments to fairly present our results of operations, financial position and cash flows for the periods presented have been made and all such adjustments are of a normal and recurring nature. Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been omitted pursuant to the rules and regulations of the SEC.

Table of Contents

Significant Accounting Policies

There were no material changes in our significant accounting policies from those described in our 2022 Annual Report on Form 10-K.

Note 3 – Acquisition and Divestitures

Oasis Merger

On February 1, 2022, we completed the merger with Oasis Midstream Partners LP (Oasis Midstream), in an equity and cash transaction which was valued at approximately $1.8 billion (the Oasis Merger). Pursuant to the merger agreement, Oasis Petroleum Inc., now known as Chord Energy Corporation (Chord), received $150 million in cash plus approximately 20.9 million newly issued CEQP common units in exchange for its 33.8 million common units held in Oasis Midstream. In addition, Oasis Midstream’s public unitholders received approximately 12.9 million newly issued CEQP common units in exchange for the approximately 14.8 million Oasis Midstream common units held by them. Additionally, under the merger agreement, Chord received a $10 million cash payment in exchange for its ownership of the general partner of Oasis Midstream.

Divestitures

In July 2022, we sold our assets in the Barnett Shale to EnLink Midstream, LLC for approximately $290 million, and during the three months ended June 30, 2022, Crestwood Midstream recognized a loss on long-lived assets of approximately $53.3 million, for the difference between the historical carrying value of the net assets and liabilities to be sold and the proceeds received from the sale. Crestwood Equity’s historical carrying value of the property, plant and equipment related to our Barnett Shale assets was less than the anticipated sales proceeds due to historical impairments previously recorded on the property, plant and equipment by Crestwood Equity and as a result, Crestwood Equity did not record a loss on long-lived assets during the three and six month ended June 30, 2022 related to the sale of the Barnett Shale assets.

During the three months ended June 30, 2022, we recorded a loss on long-lived assets of approximately $7.0 million related to the sale of parts inventory related to our legacy Granite Wash operations.

Table of Contents

Note 4 – Certain Balance Sheet Information

Accrued Expenses and Other Liabilities

Accrued expenses and other liabilities consisted of the following (in millions):


	June 30,		December 31,
	2023		2022
CMLP
Accrued expenses	$	38.8

Crestwood Equity Partners LP [CEQP-P] Filings

Crestwood Equity Partners LP [CEQP] Filings