Oklahoma
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73-1520922
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer Identification No.)
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100 West Fifth Street,
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Tulsa,
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OK
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74103
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(Address of principal executive offices)
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(Zip Code)
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common stock, par value of $0.01
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OKE
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New York Stock Exchange
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$1.5 Billion Term Loan Agreement
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The senior unsecured delayed-draw three-year $1.5 billion term loan agreement dated November 19, 2018
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$2.5 Billion Credit Agreement
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ONEOK’s $2.5 billion revolving credit agreement, as amended
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AFUDC
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Allowance for funds used during construction
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Annual Report
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Annual Report on Form 10-K for the year ended December 31, 2019
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ASU
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Accounting Standards Update
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Bbl
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Barrels, 1 barrel is equivalent to 42 United States gallons
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BBtu/d
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Billion British thermal units per day
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Bcf
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Billion cubic feet
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Bcf/d
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Billion cubic feet per day
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Btu
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British thermal unit
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CFTC
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U.S. Commodity Futures Trading Commission
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Clean Air Act
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Federal Clean Air Act, as amended
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Clean Water Act
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Federal Water Pollution Control Act Amendments of 1972, as amended
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DJ
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Denver-Julesburg
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DOT
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United States Department of Transportation
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EBITDA
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Earnings before interest expense, income taxes, depreciation and amortization
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EPA
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United States Environmental Protection Agency
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Exchange Act
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Securities Exchange Act of 1934, as amended
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FERC
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Federal Energy Regulatory Commission
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Foundation
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ONEOK Foundation, Inc.
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GAAP
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Accounting principles generally accepted in the United States of America
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GHG
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Greenhouse gas
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Intermediate Partnership
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ONEOK Partners Intermediate Limited Partnership, a wholly owned subsidiary of ONEOK Partners, L.P.
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KCC
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Kansas Corporation Commission
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LIBOR
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London Interbank Offered Rate
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MBbl/d
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Thousand barrels per day
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MDth/d
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Thousand dekatherms per day
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Merger Transaction
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The transaction, effective June 30, 2017, in which ONEOK acquired all of ONEOK Partners’ outstanding common units not already directly or indirectly owned by ONEOK
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MMBbl
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Million barrels
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MMBbl/d
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Million barrels per day
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MMBtu
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Million British thermal units
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MMcf/d
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Million cubic feet per day
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Moody’s
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Moody’s Investors Service, Inc.
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Natural Gas Act
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Natural Gas Act of 1938, as amended
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Natural Gas Policy Act
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Natural Gas Policy Act of 1978, as amended
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NGL(s)
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Natural gas liquid(s)
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NGL products
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Marketable natural gas liquid purity products, such as ethane, ethane/propane mix, propane, iso-butane, normal butane and natural gasoline
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Northern Border Pipeline
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Northern Border Pipeline Company, a 50% owned joint venture
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NYMEX
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New York Mercantile Exchange
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NYSE
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New York Stock Exchange
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OCC
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Oklahoma Corporation Commission
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ONEOK
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ONEOK, Inc.
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ONEOK Partners
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ONEOK Partners, L.P.
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ONEOK Partners Term Loan Agreement
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The senior unsecured three-year $1.0 billion term loan agreement dated January 8, 2016, as amended
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OPIS
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Oil Price Information Service
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Overland Pass Pipeline
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Overland Pass Pipeline Company, LLC, a 50% owned joint venture
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PHMSA
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United States Department of Transportation Pipeline and Hazardous Materials Safety Administration
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POP
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Percent of Proceeds
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Quarterly Report(s)
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Quarterly Report(s) on Form 10-Q
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Roadrunner
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Roadrunner Gas Transmission, LLC, a 50% owned joint venture
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RRC
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Railroad Commission of Texas
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S&P
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S&P Global Ratings
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SCOOP
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South Central Oklahoma Oil Province, an area in the Anadarko Basin in Oklahoma
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SEC
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Securities and Exchange Commission
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Securities Act
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Securities Act of 1933, as amended
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Series E Preferred Stock
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Series E Non-Voting, Perpetual Preferred Stock, par value $0.01 per share
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STACK
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Sooner Trend Anadarko Canadian Kingfisher, an area in the Anadarko Basin in Oklahoma
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Tax Cuts and Jobs Act
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H.R. 1, the tax reform bill, signed into law on December 22, 2017
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Topic 606
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Accounting Standards Update 2014-09, “Revenue from Contracts with Customers”
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West Texas LPG
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West Texas LPG pipeline and Mesquite pipeline
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WTI
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West Texas Intermediate
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WTLPG
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West Texas LPG Pipeline Limited Partnership
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XBRL
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eXtensible Business Reporting Language
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Legend
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We are connected to supply in natural gas and NGL producing basins and have significant basin diversification, including the Williston, Permian, Powder River and DJ Basins and the STACK and SCOOP areas. In our Natural Gas Gathering and Processing segment, we have more than 3 million dedicated acres in the Williston Basin and approximately 300,000 dedicated acres in the STACK and SCOOP areas. In our Natural Gas Liquids segment, we are the largest NGL takeaway provider in the Williston Basin; Oklahoma, including the STACK and SCOOP areas; Kansas; and the Texas Panhandle. We also have a significant presence in the Permian Basin.
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Natural Gas Gathering & Processing
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Natural Gas Liquids
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Natural Gas Pipelines
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Raw natural gas is typically gathered at the wellhead, compressed and transported through pipelines to our processing facilities. Most raw natural gas produced at the wellhead contains a mixture of NGL components, such as ethane, propane, iso-butane, normal butane and natural gasoline, which remain in a mixed unfractionated form.
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Once processed, residue natural gas is recompressed and delivered to intrastate and interstate natural gas pipelines.
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Gathered wellhead natural gas is directed to our processing plants to remove NGLs, resulting in residue natural gas (primarily methane).
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NGLs extracted at processing plants, both third-party and our own, are then gathered by our NGL gathering pipelines.
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Gathered NGLs are directed to our downstream fractionators in the Mid-Continent region and Mont Belvieu, Texas, to be separated into purity products.
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Residue natural gas is transported to storage facilities and end-users, such as large industrial customers, natural gas and electric utilities serving commercial and residential consumers, and international markets through liquefied natural gas exports.
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Purity products are stored or distributed to our customers, such as petrochemical companies, propane distributors, heating fuel users, ethanol producers, refineries and exporters.
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•
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Operate in a safe, reliable, environmentally responsible and sustainable manner - environmental, safety and health continues to be a primary focus for us, and our emphasis on personal and process safety has produced improvements in the key indicators we track. We also continue to look for ways to reduce our environmental impact by conserving resources and utilizing more efficient technologies. In 2019, we were added to the Dow Jones Sustainability North America Index, which recognizes companies for industry-leading environmental, social and governance performance;
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Pursue organic investments in our existing operating regions to support earnings growth - we expect our investment in capital projects to create stable earnings growth that positions us to grow our dividend. In 2019, we paid dividends of $3.53 per share, an increase of 9% compared with the prior year. Our dividend increase and expected future dividend growth is due primarily to earnings growth from capital projects;
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Manage our balance sheet and maintain investment-grade credit ratings - we seek to maintain investment-grade credit ratings, fund capital-growth projects and begin to pay down debt. We expect to benefit from increasing cash flows from operations in 2020, which we expect to reduce leverage and fund capital-growth projects. At December 31, 2019, we had no borrowings outstanding under our $2.5 Billion Credit Agreement, $220 million of commercial paper outstanding and $21 million of cash and cash equivalents; and
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Attract, select, develop, motivate, challenge and retain a diverse group of employees to support strategy execution - we continue to execute on our recruiting strategy that targets professional and field personnel in our operating areas. We also continue to focus on employee development efforts with our current employees and monitor our benefits and compensation package to remain competitive.
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Natural Gas Gathering and Processing;
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Natural Gas Liquids; and
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Natural Gas Pipelines.
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18,900 miles of natural gas gathering pipelines;
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ten natural gas processing plants with 1.0 Bcf/d of processing capacity in the Mid-Continent region, and 12 natural gas processing plants with 1.5 Bcf/d of processing capacity in the Rocky Mountain region; and
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14 MBbl/d of NGL fractionation capacity at various natural gas processing plants.
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POP with fee contracts with no producer take-in-kind rights - We purchase raw natural gas and charge contractual fees for providing midstream services, which include gathering, treating, compressing and processing the producer’s natural gas. After performing these services, we sell the commodities and remit a portion of the commodity sales proceeds to the producer less our contractual fees. This type of contract represented 63% and 60% of supply volumes in this segment for 2019 and 2018, respectively.
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POP with fee contracts with producer take-in-kind rights - We purchase a portion of the raw natural gas stream, charge fees for providing the midstream services listed above, return primarily the residue natural gas to the producer, sell the remaining commodities and remit a portion of the commodity sales proceeds to the producer less our contractual fees. This type of contract represented 33% and 36% of supply volumes in this segment for 2019 and 2018, respectively.
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Fee-only - Under this type of contract, we charge a fee for the midstream services we provide, based on volumes gathered, processed, treated and/or compressed. Our fee-only contracts represented 4% of supply volumes in this segment in 2019 and 2018.
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49% ownership interest in Bighorn Gas Gathering, which gathers dry natural gas produced in the Powder River Basin;
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42.6% ownership interest in Fort Union Gas Gathering, which gathers dry natural gas produced in the Powder River Basin and delivers it to the interstate pipeline system;
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35% ownership interest in Lost Creek Gathering Company, which gathers natural gas produced from conventional dry natural gas wells in the Wind River Basin of central Wyoming and delivers it to the interstate pipeline system; and
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10.2% ownership interest in Venice Energy Services Co., a natural gas processing facility near Venice, Louisiana.
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8,380 miles of gathering pipelines with peak capacity of 1,820 MBbl/d, including 5,550 miles of FERC-regulated pipelines with peak capacity of 920 MBbl/d;
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4,490 miles of distribution pipelines with peak capacity of 1,400 MBbl/d, including 4,460 miles of FERC-regulated pipelines with peak capacity of 1,360 MBbl/d;
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eight NGL fractionators with combined operating capacity of 870 MBbl/d (includes interests in our proportional share of operating capacity), including 520 MBbl/d in the Mid-Continent region and 350 MBbl/d in the Gulf Coast region;
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one isomerization unit with operating capacity of 10 MBbl/d;
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one ethane/propane splitter with operating capacity of 40 MBbl/d;
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six NGL storage facilities with operating storage capacity of 20 MMBbl; and
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eight NGL product terminals.
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gathering pipelines, including expansions, with combined operating capacity of 880 MBbl/d;
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the MB-5 fractionator in the Gulf Coast with operating capacity of 125 MBbl/d;
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remaining fractionation capacity on the MB-4 fractionator in the Gulf Coast of 50 MBbl/d; and
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additional fractionation capacity in the Mid-Continent of 65 MBbl/d.
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Exchange services - We utilize our assets to gather, transport, treat and fractionate unfractionated NGLs, thereby converting them into marketable NGL products delivered to a market center or customer-designated location. Many of these exchange volumes are under contracts with minimum volume commitments that provide a minimum level of revenues regardless of volumetric throughput. Our exchange services activities are primarily fee-based and include some rate-regulated tariffs; however, we also capture certain product price differentials through the fractionation process.
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Transportation and storage services - We transport NGL products and refined petroleum products, primarily under FERC-regulated tariffs. Tariffs specify the maximum rates we may charge our customers and the general terms and conditions for transportation service on our pipelines. Our storage activities consist primarily of fee-based NGL storage services at our Mid-Continent and Gulf Coast storage facilities.
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Optimization and marketing - We utilize our assets, contract portfolio and market knowledge to capture location, product and seasonal price differentials through the purchase and sale of NGLs and NGL products. We primarily transport NGL products between Conway, Kansas, and Mont Belvieu, Texas, to capture the location price differentials between the two market centers. Our marketing activities also include utilizing our NGL storage facilities to capture seasonal price differentials. A growing portion of our marketing activities serves truck and rail markets. Our isomerization activities capture the price differential when normal butane is converted into the more valuable iso-butane at our isomerization unit in Conway, Kansas.
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our NGL gathering pipelines were 78% in both years;
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our NGL distribution pipelines were 63% and 59%; and
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our NGL fractionators were 84% and 85%.
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50% ownership interest in Overland Pass Pipeline Company, which operates an interstate NGL pipeline system extending 760 miles, originating in Wyoming and Colorado and terminating in Kansas;
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50% ownership interest in Chisholm Pipeline Company, which operates an interstate NGL pipeline system extending 185 miles from origin points in Oklahoma and terminating in Kansas; and
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50% ownership interest in Heartland Pipeline Company, which operates a terminal and pipeline system that transports refined petroleum products in Kansas, Nebraska and Iowa.
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Midwestern Gas Transmission, which is a bidirectional system that interconnects with Tennessee Gas Transmission Company’s pipeline near Portland, Tennessee, and with several interstate pipelines that have access to both the Utica Shale and the Marcellus Shale at the Chicago Hub near Joliet, Illinois;
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Viking Gas Transmission, which is a bidirectional system that interconnects with a TransCanada Corporation pipeline at the United States border near Emerson, Canada, and ANR Pipeline Company near Marshfield, Wisconsin;
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Guardian Pipeline, which interconnects with several pipelines at the Chicago Hub near Joliet, Illinois, and with local natural gas distribution companies in Wisconsin; and
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OkTex Pipeline, which has interconnections with several pipelines in Oklahoma, Texas and New Mexico.
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1,500 miles of FERC-regulated interstate natural gas pipelines with 3.5 Bcf/d of peak transportation capacity;
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5,100 miles of state-regulated intrastate transmission pipelines with peak transportation capacity of 4.3 Bcf/d; and
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six underground natural gas storage facilities with 52.2 Bcf of total active working natural gas storage capacity.
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Firm service - Customers reserve a fixed quantity of pipeline capacity for a specified period of time, which obligates the customer to pay regardless of usage. Under this type of contract, the customer pays a monthly fixed fee and incremental fees, known as commodity charges, which are based on the actual volumes of natural gas they transport or store. Under the firm service contract, the customer generally is guaranteed access to the capacity they reserve.
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Interruptible service - Under interruptible service transportation agreements, the customer may utilize available capacity after firm service requests are satisfied. The customer is not guaranteed use of our pipelines unless excess capacity is available.
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Firm service - Customers reserve a specific quantity of storage capacity, including injection and withdrawal rights, and generally pay fixed fees based on the quantity of capacity reserved plus an injection and withdrawal fee. Firm storage contracts typically have terms longer than one year.
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Park-and-loan service - An interruptible storage service offered to customers providing the ability to park (inject) or loan (withdraw) natural gas into or out of our storage, typically for monthly or seasonal terms. Customers reserve the
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50% ownership interest in Northern Border Pipeline, which owns a FERC-regulated interstate pipeline that transports natural gas from the Montana-Saskatchewan border near Port of Morgan, Montana, and the Williston Basin in North Dakota to a terminus near North Hayden, Indiana.
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50% ownership interest in Roadrunner, a bidirectional pipeline, which has the capacity to transport 570 MMcf/d of natural gas from the Permian Basin in West Texas to the Mexican border near El Paso, Texas, and has capacity to transport approximately 1.0 Bcf/d of natural gas from the Delaware Basin to the Waha area. We are the operator of Roadrunner.
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quality of services provided;
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producer drilling activity;
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proceeds remitted and/or fees charged under our contracts;
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proximity of our assets to natural gas and NGL supply areas and markets;
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location of our assets relative to those of our competitors;
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efficiency and reliability of our operations;
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receipt and delivery capabilities for natural gas and NGLs that exist in each pipeline system, plant, fractionator and storage location;
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the petrochemical industry’s level of capacity utilization and feedstock requirements;
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current and forward natural gas and NGL prices; and
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cost of and access to capital.
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Name and Position
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Age
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Business Experience in Past Five Years
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John W. Gibson
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67
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2011 to present
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Chairman of the Board, ONEOK
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Chairman of the Board
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2007 to 2017
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Chairman of the Board, ONEOK Partners
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Terry K. Spencer
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60
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2014 to present
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President and Chief Executive Officer, ONEOK
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President and Chief Executive Officer
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2014 to 2017
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President and Chief Executive Officer, ONEOK Partners
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2014 to present
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Member of the Board of Directors, ONEOK
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2014 to 2017
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Member of the Board of Directors, ONEOK Partners
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Robert F. Martinovich
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62
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2015 to present
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Executive Vice President and Chief Administrative Officer, ONEOK
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Executive Vice President and Chief Administrative Officer
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2015 to 2017
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Executive Vice President and Chief Administrative Officer, ONEOK Partners
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2014 to 2015
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Executive Vice President, Commercial, ONEOK and ONEOK Partners
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Walter S. Hulse III
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56
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2019 to present
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Chief Financial Officer, Treasurer and Executive Vice President, Strategic Planning and Corporate Affairs, ONEOK
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Chief Financial Officer, Treasurer and Executive Vice President, Strategic Planning and Corporate Affairs
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2017 to 2019
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Chief Financial Officer and Executive Vice President, Strategic Planning and Corporate Affairs, ONEOK
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2015 to 2017
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Executive Vice President, Strategic Planning and Corporate Affairs, ONEOK and ONEOK Partners
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2012 to 2015
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Managing Member, Spinnaker Strategic Advisory Services, LLC
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Kevin L. Burdick
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55
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2017 to present
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Executive Vice President and Chief Operating Officer, ONEOK
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Executive Vice President and Chief Operating Officer
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2017
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Executive Vice President and Chief Commercial Officer, ONEOK and ONEOK Partners
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2016 to 2017
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Senior Vice President, Natural Gas Gathering and Processing, ONEOK Partners
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2013 to 2016
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Vice President, Natural Gas Gathering and Processing, ONEOK Partners
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Charles M. Kelley
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61
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2018 to present
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Senior Vice President, Natural Gas, ONEOK
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Senior Vice President, Natural Gas
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2017 to 2018
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Senior Vice President, Natural Gas Gathering & Processing, ONEOK
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2015 to 2017
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Senior Vice President, Corporate Planning and Development, ONEOK and ONEOK Partners
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2014 to 2015
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Vice President, Corporate Development, ONEOK and ONEOK Partners
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Sheridan C. Swords
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50
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2017 to present
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Senior Vice President, Natural Gas Liquids, ONEOK
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Senior Vice President, Natural Gas Liquids
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2013 to 2017
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Senior Vice President, Natural Gas Liquids, ONEOK Partners
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Stephen B. Allen
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46
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2017 to present
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Senior Vice President, General Counsel and Assistant Secretary, ONEOK
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Senior Vice President, General Counsel
and Assistant Secretary
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2008 to 2017
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Vice President and Associate General Counsel, ONEOK and ONEOK Partners
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Mary M. Spears
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40
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2019 to present
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Vice President and Chief Accounting Officer, ONEOK
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Vice President and Chief Accounting Officer
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2015 to 2019
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Director, SEC Reporting, ONEOK
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2015 to 2017
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Director, SEC Reporting, ONEOK Partners
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2009 to 2015
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Director, Natural Gas Liquids Accounting, ONEOK Partners
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demand and prices for natural gas, NGLs and crude oil;
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producers’ access to capital;
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producers’ finding and development costs of reserves;
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producers’ ability to obtain necessary permits, drilling rights and surface access in a timely manner and on reasonable terms;
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natural gas field characteristics and production performance; and
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capacity constraints on natural gas, crude oil and NGL infrastructure from the producing areas and our facilities.
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projects may require significant capital expenditures, which may exceed our estimates, and involve numerous regulatory, environmental, political, legal and weather-related uncertainties;
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projects may increase demand for labor, materials and rights of way, which may, in turn, affect our costs and schedule;
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we may be unable to obtain new rights of way to connect new natural gas or NGL supplies to our existing gathering or transportation pipelines;
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if we undertake these projects, we may not be able to complete them on schedule or at the budgeted cost;
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our revenues may not increase immediately upon the expenditure of funds on a particular project. For instance, if we build a new pipeline, the construction will occur over an extended period of time, and we will not receive any material increases in revenues until after completion of the project;
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we may construct facilities to capture anticipated future growth in production in a region in which anticipated production growth does not materialize;
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opposition from environmental groups, landowners, tribal groups, local groups and other advocates could result in organized protests, attempts to block or sabotage our construction activities or operations, intervention in regulatory or administrative proceedings involving our assets, or lawsuits or other actions designed to prevent, disrupt or delay the construction or operation of our assets; and
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we may be required to rely on third parties downstream of our facilities to have available capacity for our delivered natural gas or NGLs, which may not yet be operational.
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overall domestic and global economic conditions;
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relatively minor changes in the supply of, and demand for, domestic and foreign energy;
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market uncertainty;
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the availability and cost of third-party transportation, natural gas processing and fractionation capacity;
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the level of consumer product demand and storage inventory levels;
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ethane rejection;
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geopolitical conditions impacting supply and demand for natural gas, NGLs and crude oil;
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weather conditions;
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domestic and foreign governmental regulations and taxes;
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the price and availability of alternative fuels;
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speculation in the commodity futures markets;
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the effects of imports and exports on the price of natural gas, crude oil, NGL and liquefied natural gas;
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the effect of worldwide energy-conservation measures;
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the impact of new supplies, new pipelines, processing and fractionation facilities on location price differentials; and
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technology and improved efficiency impacting supply and demand for natural gas, NGLs and crude oil.
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|
the value of the commodities sold under POP with fee contracts of which we retain a portion of the sales proceeds;
|
•
|
the price differentials between the individual NGL products with respect to our NGL transportation and fractionation agreements;
|
•
|
the location price differentials in the price of natural gas and NGLs;
|
•
|
the seasonal price differentials in natural gas and NGLs related to our storage operations;
|
•
|
the price risk related to electric costs to operate our facilities, primarily in Texas; and
|
•
|
the fuel costs and the value of the retained fuel in-kind in our natural gas pipelines and storage operations.
|
•
|
controlling our plants and pipelines with industrial control systems including Supervisory Control and Data Acquisition (SCADA);
|
•
|
collecting and storing customer, employee, investor and other stakeholder information and data;
|
•
|
processing transactions;
|
•
|
summarizing and reporting results of operations;
|
•
|
hosting, processing and sharing confidential and proprietary research, business plans and financial information;
|
•
|
complying with regulatory, legal, financial or tax requirements;
|
•
|
providing data security; and
|
•
|
other processes necessary to manage our business.
|
•
|
the Clean Air Act and analogous state laws that impose obligations related to air emissions;
|
•
|
the Clean Water Act and analogous state laws that regulate discharge of wastewater from our facilities to state and federal waters;
|
•
|
the federal Comprehensive Environmental Response, Compensation and Liability Act (CERCLA) and analogous state laws that regulate the cleanup of hazardous substances that may have been released at properties currently or previously owned or operated by us or locations to which we have sent waste for disposal; and
|
•
|
the federal Resource Conservation and Recovery Act and analogous state laws that impose requirements for the handling and discharge of solid and hazardous waste from our facilities.
|
•
|
regulatory approval and review of certain of our rates, operating terms and conditions of service;
|
•
|
the types of services we may offer our counterparties;
|
•
|
construction of new facilities;
|
•
|
the integrity, safety and security of facilities and operations;
|
•
|
acquisition, extension or abandonment of services or facilities;
|
•
|
reporting and information posting requirements;
|
•
|
maintenance of accounts and records; and
|
•
|
relationships with affiliate companies involved in all aspects of the natural gas and energy businesses.
|
•
|
inaccurate assumptions about volumes, revenues and costs, including potential synergies;
|
•
|
an inability to integrate successfully the businesses we acquire;
|
•
|
decrease in our liquidity as a result of our using a significant portion of our available cash or borrowing capacity to finance the acquisition;
|
•
|
a significant increase in our interest expense and/or financial leverage if we incur additional debt to finance the acquisition;
|
•
|
the assumption of unknown liabilities for which we are not indemnified, our indemnity is inadequate or our insurance policies may exclude from coverage;
|
•
|
an inability to hire, train or retain qualified personnel to manage and operate the acquired business and assets;
|
•
|
limitations on rights to indemnity from the seller;
|
•
|
inaccurate assumptions about the overall costs of equity or debt;
|
•
|
the diversion of management’s and employees’ attention from other business concerns;
|
•
|
unforeseen difficulties operating in new product areas or new geographic areas;
|
•
|
increased regulatory burdens;
|
•
|
customer or key employee losses at an acquired business; and
|
•
|
increased regulatory requirements.
|
•
|
make it more difficult for us to satisfy our obligations with respect to senior notes and other indebtedness due to the increased debt-service obligations, which could, in turn, result in an event of default on such other indebtedness or the senior notes;
|
•
|
impair our ability to obtain additional financing in the future for working capital, capital expenditures, acquisitions or general business purposes;
|
•
|
diminish our ability to withstand a downturn in our business or the economy;
|
•
|
require us to dedicate a substantial portion of our cash flows from operations to debt-service payments, reducing the availability of cash for working capital, capital expenditures, acquisitions, dividends or general corporate purposes;
|
•
|
limit our flexibility in planning for, or reacting to, changes in our business and the industry in which we operate; and
|
•
|
place us at a competitive disadvantage compared with our competitors that have proportionately less debt and fewer guarantee obligations.
|
•
|
the guarantor incurred the guarantee with the intent to hinder, delay or defraud any of its present or future creditors or the guarantor contemplated insolvency with a design to favor one or more creditors to the total or partial exclusion of others; or
|
•
|
the guarantor did not receive fair consideration or reasonable equivalent value for issuing the guarantee and, at the time it issued the guarantee, the guarantor:
|
–
|
was engaged or about to engage in a business or transaction for which its remaining assets constituted unreasonably small capital; or
|
•
|
the sum of its debts, including contingent liabilities, were greater than the fair saleable value of all of its assets at a fair valuation;
|
•
|
the present fair saleable value of its assets was less than the amount that would be required to pay its probable liability on its existing debts, including contingent liabilities, as they become absolute and mature; or
|
•
|
it could not pay its debts as they become due.
|
ITEM 5.
|
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
|
|
|
Cumulative Total Return
|
||||||||||||||||||
|
|
Years Ended December 31,
|
||||||||||||||||||
|
|
2015
|
|
2016
|
|
2017
|
|
2018
|
|
2019
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
ONEOK, Inc.
|
|
$
|
52.64
|
|
|
$
|
131.26
|
|
|
$
|
128.53
|
|
|
$
|
136.60
|
|
|
$
|
201.86
|
|
S&P 500 Index
|
|
$
|
101.37
|
|
|
$
|
113.49
|
|
|
$
|
138.26
|
|
|
$
|
132.19
|
|
|
$
|
173.80
|
|
ONEOK Peer Group (a)
|
|
$
|
55.66
|
|
|
$
|
78.90
|
|
|
$
|
73.65
|
|
|
$
|
63.01
|
|
|
$
|
68.41
|
|
Alerian Midstream Energy Select Index (b)
|
|
$
|
62.86
|
|
|
$
|
90.08
|
|
|
$
|
90.52
|
|
|
$
|
74.34
|
|
|
$
|
90.52
|
|
|
|
Years Ended December 31,
|
||||||||||||||||||
|
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
||||||||||
|
|
(Millions of dollars, except per share data)
|
||||||||||||||||||
Revenues
|
|
$
|
10,164.4
|
|
|
$
|
12,593.2
|
|
|
$
|
12,173.9
|
|
|
$
|
8,920.9
|
|
|
$
|
7,763.2
|
|
Net income
|
|
$
|
1,278.6
|
|
|
$
|
1,155.0
|
|
|
$
|
593.5
|
|
|
$
|
743.5
|
|
|
$
|
379.2
|
|
Total assets
|
|
$
|
21,812.1
|
|
|
$
|
18,231.7
|
|
|
$
|
16,845.9
|
|
|
$
|
16,138.8
|
|
|
$
|
15,446.1
|
|
Long-term debt, including current maturities
|
|
$
|
12,487.4
|
|
|
$
|
9,381.0
|
|
|
$
|
8,524.3
|
|
|
$
|
8,330.6
|
|
|
$
|
8,434.2
|
|
Earnings per share - total
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
$
|
3.09
|
|
|
$
|
2.80
|
|
|
$
|
1.30
|
|
|
$
|
1.67
|
|
|
$
|
1.17
|
|
Diluted
|
|
$
|
3.07
|
|
|
$
|
2.78
|
|
|
$
|
1.29
|
|
|
$
|
1.66
|
|
|
$
|
1.16
|
|
Dividends declared per share of common stock
|
|
$
|
3.53
|
|
|
$
|
3.245
|
|
|
$
|
2.72
|
|
|
$
|
2.46
|
|
|
$
|
2.43
|
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
Project
|
Scope
|
Approximate
Costs (a)
|
Expected
Completion
|
Natural Gas Liquids
|
|
|
|
Elk Creek pipeline and related infrastructure
|
900-mile NGL pipeline from the Williston Basin to the Mid-Continent region, with capacity of up to 240 MBbl/d, and related infrastructure
|
$1,400
|
Completed
December 2019 (b)
|
|
Anchored by long-term contracts
|
|
|
|
Expansion capability up to 400 MBbl/d with additional pump facilities
|
|
|
Arbuckle II pipeline and related infrastructure
|
530-mile NGL pipeline from the STACK area to Mont Belvieu, Texas, with initial capacity up to approximately 400 MBbl/d, and related infrastructure
|
$1,360
|
First Quarter 2020
|
|
Supported by long-term contracts
|
|
|
|
Expansion capability up to 1 MMBbl/d
|
|
|
West Texas LPG pipeline expansion and Arbuckle II connection
|
Increasing mainline capacity by 80 MBbl/d with additional pump facilities and pipeline looping
|
$295
|
First Quarter 2020
|
Connecting West Texas LPG pipeline system to the Arbuckle II pipeline
|
|
|
|
|
Supported by long-term dedicated production from six third-party processing plants expected to produce up to 60 MBbl/d
|
|
|
MB-4 fractionator and related infrastructure
|
125 MBbl/d NGL fractionator in Mont Belvieu, Texas, and related infrastructure, which includes additional NGL storage in Mont Belvieu
|
$575
|
First Quarter 2020 (c)
|
|
Fully contracted with long-term contracts
|
|
|
Bakken NGL pipeline extension
|
75-mile NGL pipeline in the Williston Basin connecting to a third-party processing plant
|
$100
|
Fourth Quarter 2020
|
|
Supported by a long-term contract with a minimum volume commitment
|
|
|
Arbuckle II extension project and additional gathering infrastructure
|
Provide additional takeaway capacity in the STACK area
|
$240
|
First Quarter 2021
|
Allow increasing volumes on the Elk Creek pipeline access to fractionation capacity at Mont Belvieu, Texas
|
|
|
|
Arbuckle II pipeline expansion
|
Increasing mainline capacity with additional pump facilities
|
$60
|
First Quarter 2021
|
|
Increases capacity to 500 MBbl/d
|
|
|
MB-5 fractionator and related infrastructure
|
125 MBbl/d NGL fractionator in Mont Belvieu, Texas, and related infrastructure, which includes additional NGL storage in Mont Belvieu
|
$750
|
First Quarter 2021
|
|
Fully contracted with long-term contracts
|
|
|
West Texas LPG pipeline expansion
|
Increasing mainline capacity by 40 MBbl/d
|
$145
|
First Quarter 2021
|
Supported by long-term dedicated production from third-party processing plants expected to produce up to 45 MBbl/d
|
|
|
|
Mid-Continent fractionation facility expansions
|
65 MBbl/d of expansions at our Mid-Continent NGL facilities
|
$150
|
First Quarter 2021 (d)
|
West Texas LPG pipeline expansion
|
Increasing mainline capacity by 100 MBbl/d
|
$310
|
Second Quarter 2021
|
Fully contracted with long-term dedicated production from third-party processing plants
|
|
|
|
Elk Creek pipeline expansion
|
Increasing mainline capacity to 400 MBbl/d with additional pump facilities
|
$305
|
Third Quarter 2021 (e)
|
Supported by long-term dedicated production from ONEOK and third-party processing plants
|
|
|
|
|
|
|
|
|
|
|
Variances
|
||||||||||||
|
|
Years Ended December 31,
|
|
2019 vs. 2018
|
|
2018 vs. 2017
|
||||||||||||||
Financial Results
|
|
2019
|
|
2018
|
|
2017
|
|
Increase (Decrease)
|
||||||||||||
|
|
(Millions of dollars)
|
||||||||||||||||||
Revenues
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Commodity sales
|
|
$
|
8,916.1
|
|
|
$
|
11,395.6
|
|
|
$
|
9,862.7
|
|
|
$
|
(2,479.5
|
)
|
|
$
|
1,532.9
|
|
Services
|
|
1,248.3
|
|
|
1,197.6
|
|
|
2,311.2
|
|
|
50.7
|
|
|
(1,113.6
|
)
|
|||||
Total revenues
|
|
10,164.4
|
|
|
12,593.2
|
|
|
12,173.9
|
|
|
(2,428.8
|
)
|
|
419.3
|
|
|||||
Cost of sales and fuel (exclusive of items shown separately below)
|
|
6,788.0
|
|
|
9,422.7
|
|
|
9,538.0
|
|
|
(2,634.7
|
)
|
|
(115.3
|
)
|
|||||
Operating costs
|
|
982.9
|
|
|
907.0
|
|
|
822.7
|
|
|
75.9
|
|
|
84.3
|
|
|||||
Depreciation and amortization
|
|
476.5
|
|
|
428.6
|
|
|
406.3
|
|
|
47.9
|
|
|
22.3
|
|
|||||
Impairment of long-lived assets
|
|
—
|
|
|
—
|
|
|
16.0
|
|
|
—
|
|
|
(16.0
|
)
|
|||||
(Gain) loss on sale of assets
|
|
2.6
|
|
|
(0.6
|
)
|
|
(0.9
|
)
|
|
(3.2
|
)
|
|
(0.3
|
)
|
|||||
Operating income
|
|
$
|
1,914.4
|
|
|
$
|
1,835.5
|
|
|
$
|
1,391.8
|
|
|
$
|
78.9
|
|
|
$
|
443.7
|
|
Equity in net earnings from investments
|
|
$
|
154.5
|
|
|
$
|
158.4
|
|
|
$
|
159.3
|
|
|
$
|
(3.9
|
)
|
|
$
|
(0.9
|
)
|
Impairment of equity investments
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(4.3
|
)
|
|
$
|
—
|
|
|
$
|
(4.3
|
)
|
Interest expense, net of capitalized interest
|
|
$
|
(491.8
|
)
|
|
$
|
(469.6
|
)
|
|
$
|
(485.7
|
)
|
|
$
|
22.2
|
|
|
$
|
(16.1
|
)
|
Net income
|
|
$
|
1,278.6
|
|
|
$
|
1,155.0
|
|
|
$
|
593.5
|
|
|
$
|
123.6
|
|
|
$
|
561.5
|
|
Adjusted EBITDA
|
|
$
|
2,580.2
|
|
|
$
|
2,447.5
|
|
|
$
|
1,986.9
|
|
|
$
|
132.7
|
|
|
$
|
460.6
|
|
Capital expenditures
|
|
$
|
3,848.3
|
|
|
$
|
2,141.5
|
|
|
$
|
512.4
|
|
|
$
|
1,706.8
|
|
|
$
|
1,629.1
|
|
•
|
Natural Gas Gathering and Processing - an increase of $95.5 million due primarily to natural gas volume growth, offset partially by a decrease of $20.9 million due primarily to lower realized NGL and natural gas prices, net of hedges;
|
•
|
Natural Gas Liquids - an increase of $148.1 million in exchange services due primarily to higher volumes and average fee rates, offset partially by a decrease of $60.2 million in optimization and marketing due primarily to wider location price differentials in the prior year; and
|
•
|
Natural Gas Pipelines - an increase of $56.5 million from higher transportation services, offset partially by a decrease of $9.1 million from lower net retained fuel and timing of equity gas sales; offset partially by
|
•
|
an increase of $75.9 million in operating costs due primarily to higher employee-related costs associated with labor and benefits, spending on routine maintenance projects and ad valorem taxes due to the growth of our operations; and
|
•
|
an increase of $47.9 million in depreciation expense due to capital projects placed in service.
|
|
|
|
|
|
|
|
|
Variances
|
||||||||||||
|
|
Years Ended December 31,
|
|
2019 vs. 2018
|
|
2018 vs. 2017
|
||||||||||||||
Financial Results
|
|
2019
|
|
2018
|
|
2017
|
|
Increase (Decrease)
|
||||||||||||
|
|
(Millions of dollars)
|
||||||||||||||||||
NGL sales
|
|
$
|
1,024.3
|
|
|
$
|
1,567.2
|
|
|
$
|
1,208.0
|
|
|
$
|
(542.9
|
)
|
|
$
|
359.2
|
|
Condensate sales
|
|
200.1
|
|
|
208.8
|
|
|
103.2
|
|
|
(8.7
|
)
|
|
105.6
|
|
|||||
Residue natural gas sales
|
|
966.1
|
|
|
1,084.2
|
|
|
856.3
|
|
|
(118.1
|
)
|
|
227.9
|
|
|||||
Gathering, compression, dehydration and processing fees and other revenue
|
|
178.1
|
|
|
174.4
|
|
|
859.1
|
|
|
3.7
|
|
|
(684.7
|
)
|
|||||
Cost of sales and fuel (exclusive of depreciation and operating costs)
|
|
(1,302.3
|
)
|
|
(2,041.4
|
)
|
|
(2,216.4
|
)
|
|
(739.1
|
)
|
|
(175.0
|
)
|
|||||
Operating costs, excluding noncash compensation adjustments
|
|
(352.8
|
)
|
|
(357.7
|
)
|
|
(302.6
|
)
|
|
(4.9
|
)
|
|
55.1
|
|
|||||
Equity in net earnings (loss) from investments, excluding noncash impairment charges
|
|
(6.3
|
)
|
|
0.4
|
|
|
12.1
|
|
|
(6.7
|
)
|
|
(11.7
|
)
|
|||||
Other
|
|
(4.5
|
)
|
|
(4.3
|
)
|
|
(1.2
|
)
|
|
(0.2
|
)
|
|
(3.1
|
)
|
|||||
Adjusted EBITDA
|
|
$
|
702.7
|
|
|
$
|
631.6
|
|
|
$
|
518.5
|
|
|
$
|
71.1
|
|
|
$
|
113.1
|
|
Impairment of equity investments
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(4.3
|
)
|
|
$
|
—
|
|
|
$
|
(4.3
|
)
|
Capital expenditures
|
|
$
|
926.5
|
|
|
$
|
694.6
|
|
|
$
|
284.2
|
|
|
$
|
231.9
|
|
|
$
|
410.4
|
|
•
|
an increase of $95.5 million due primarily to natural gas volume growth in the Williston Basin and STACK and SCOOP areas, offset partially by natural production declines; and
|
•
|
a decrease of $4.9 million in operating costs due primarily to lower outside services and materials and supplies, offset partially by higher employee-related costs and ad valorem taxes due primarily to the growth of our operations; offset partially by
|
•
|
a decrease of $20.9 million due primarily to lower realized NGL and natural gas prices, net of hedges; and
|
•
|
a decrease of $6.7 million due primarily to lower equity in net earnings from investments due to a decrease in supply volumes in the dry natural gas area of the Powder River Basin.
|
|
|
Years Ended December 31,
|
||||||||||
Operating Information (a)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Natural gas gathered (BBtu/d)
|
|
2,753
|
|
|
2,546
|
|
|
2,211
|
|
|||
Natural gas processed (BBtu/d) (b)
|
|
2,555
|
|
|
2,382
|
|
|
2,056
|
|
|||
NGL sales (MBbl/d)
|
|
224
|
|
|
198
|
|
|
187
|
|
|||
Residue natural gas sales (BBtu/d) (b)
|
|
1,201
|
|
|
1,088
|
|
|
896
|
|
|||
Average fee rate ($MMBtu)
|
|
$
|
0.92
|
|
|
$
|
0.90
|
|
|
$
|
0.86
|
|
|
|
|
|
|
|
|
|
Variances
|
||||||||||||
|
|
Years Ended December 31,
|
|
2019 vs. 2018
|
|
2018 vs. 2017
|
||||||||||||||
Financial Results
|
|
2019
|
|
2018
|
|
2017
|
|
Increase (Decrease)
|
||||||||||||
|
|
(Millions of dollars)
|
||||||||||||||||||
NGL and condensate sales
|
|
$
|
7,910.8
|
|
|
$
|
10,319.9
|
|
|
$
|
8,998.9
|
|
|
$
|
(2,409.1
|
)
|
|
$
|
1,321.0
|
|
Exchange service revenues and other
|
|
424.2
|
|
|
415.7
|
|
|
1,430.3
|
|
|
8.5
|
|
|
(1,014.6
|
)
|
|||||
Transportation and storage revenues
|
|
197.5
|
|
|
199.0
|
|
|
197.0
|
|
|
(1.5
|
)
|
|
2.0
|
|
|||||
Cost of sales and fuel (exclusive of depreciation and operating costs)
|
|
(6,690.9
|
)
|
|
(9,176.8
|
)
|
|
(9,176.5
|
)
|
|
(2,485.9
|
)
|
|
0.3
|
|
|||||
Operating costs, excluding noncash compensation adjustments
|
|
(434.4
|
)
|
|
(378.3
|
)
|
|
(351.3
|
)
|
|
56.1
|
|
|
27.0
|
|
|||||
Equity in net earnings from investments
|
|
65.1
|
|
|
67.1
|
|
|
59.9
|
|
|
(2.0
|
)
|
|
7.2
|
|
|||||
Other
|
|
(6.5
|
)
|
|
(6.0
|
)
|
|
(3.4
|
)
|
|
(0.5
|
)
|
|
(2.6
|
)
|
|||||
Adjusted EBITDA
|
|
$
|
1,465.8
|
|
|
$
|
1,440.6
|
|
|
$
|
1,154.9
|
|
|
$
|
25.2
|
|
|
$
|
285.7
|
|
Capital expenditures
|
|
$
|
2,796.6
|
|
|
$
|
1,306.3
|
|
|
$
|
114.3
|
|
|
$
|
1,490.3
|
|
|
$
|
1,192.0
|
|
•
|
an increase of $148.1 million in exchange services due to $150.2 million in higher volumes primarily in the Rocky Mountain region, the Permian Basin and the STACK and SCOOP areas, and $91.5 million in higher average fee rates primarily in the Permian Basin and the Rocky Mountain region, offset partially by $64.9 million due primarily to higher third-party transportation and fractionation costs, $25.0 million due primarily to narrower product price differentials and $5.8 million related to higher unfractionated NGLs in inventory; offset partially by
|
•
|
a decrease of $60.2 million in optimization and marketing due primarily to a decrease of $93.8 million related to wider location price differentials in the prior year, particularly in the third quarter 2018, and $5.1 million in lower earnings related primarily to product price differentials, offset partially by higher marketing earnings of $38.5 million related primarily to the sale of NGL products previously held in inventory; and
|
•
|
an increase of $56.1 million in operating costs due primarily to higher employee-related costs associated with labor and benefits due to the growth of our operations, and spending on routine maintenance projects.
|
|
|
Years Ended December 31,
|
||||||||||
Operating Information
|
|
2019
|
|
2018
|
|
2017
|
||||||
Raw feed throughput (MBbl/d) (a)
|
|
1,079
|
|
|
1,010
|
|
|
895
|
|
|||
NGLs transported - gathering lines (MBbl/d) (b)
|
|
988
|
|
|
912
|
|
|
812
|
|
|||
NGLs fractionated (MBbl/d) (c)
|
|
726
|
|
|
715
|
|
|
621
|
|
|||
Average Conway-to-Mont Belvieu OPIS price differential -
ethane in ethane/propane mix ($/gallon)
|
|
$
|
0.07
|
|
|
$
|
0.15
|
|
|
$
|
0.05
|
|
|
|
|
|
|
|
|
|
Variances
|
||||||||||||
|
|
Years Ended December 31,
|
|
2019 vs. 2018
|
|
2018 vs. 2017
|
||||||||||||||
Financial Results
|
|
2019
|
|
2018
|
|
2017
|
|
Increase (Decrease)
|
||||||||||||
|
|
(Millions of dollars)
|
||||||||||||||||||
Transportation revenues
|
|
$
|
393.7
|
|
|
$
|
343.0
|
|
|
$
|
327.9
|
|
|
$
|
50.7
|
|
|
$
|
15.1
|
|
Storage revenues
|
|
72.6
|
|
|
72.0
|
|
|
66.5
|
|
|
0.6
|
|
|
5.5
|
|
|||||
Natural gas sales and other revenues
|
|
5.7
|
|
|
16.7
|
|
|
25.5
|
|
|
(11.0
|
)
|
|
(8.8
|
)
|
|||||
Cost of sales and fuel (exclusive of depreciation and operating costs)
|
|
(4.6
|
)
|
|
(16.0
|
)
|
|
(43.4
|
)
|
|
(11.4
|
)
|
|
(27.4
|
)
|
|||||
Operating costs, excluding noncash compensation adjustments
|
|
(150.8
|
)
|
|
(139.2
|
)
|
|
(123.1
|
)
|
|
11.6
|
|
|
16.1
|
|
|||||
Equity in net earnings from investments
|
|
95.7
|
|
|
90.8
|
|
|
87.3
|
|
|
4.9
|
|
|
3.5
|
|
|||||
Other
|
|
(3.5
|
)
|
|
(1.0
|
)
|
|
(0.9
|
)
|
|
(2.5
|
)
|
|
(0.1
|
)
|
|||||
Adjusted EBITDA
|
|
$
|
408.8
|
|
|
$
|
366.3
|
|
|
$
|
339.8
|
|
|
$
|
42.5
|
|
|
$
|
26.5
|
|
Capital expenditures
|
|
$
|
99.2
|
|
|
$
|
119.2
|
|
|
$
|
95.6
|
|
|
$
|
(20.0
|
)
|
|
$
|
23.6
|
|
•
|
an increase of $56.5 million from higher transportation services due primarily to firm transportation capacity contracted due to our completed expansion projects; and
|
•
|
an increase of $4.9 million from higher equity in net earnings due primarily to firm transportation capacity contracted on Roadrunner; offset partially by
|
•
|
an increase of $11.6 million in operating costs due primarily to employee-related costs associated with labor and benefits and ad valorem taxes due to the growth of our operations; and
|
•
|
a decrease of $9.1 million from lower net retained fuel and timing of equity gas sales.
|
|
|
Years Ended December 31,
|
|||||||
Operating Information (a)
|
|
2019
|
|
2018
|
|
2017
|
|||
Natural gas transportation capacity contracted (MDth/d)
|
|
7,618
|
|
|
6,846
|
|
|
6,611
|
|
Transportation capacity contracted
|
|
98
|
%
|
|
96
|
%
|
|
94
|
%
|
|
|
Years Ended December 31,
|
||||||||||
(Unaudited)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Reconciliation of net income to adjusted EBITDA
|
|
(Thousands of dollars)
|
||||||||||
Net income
|
|
$
|
1,278,577
|
|
|
$
|
1,155,032
|
|
|
$
|
593,519
|
|
Add:
|
|
|
|
|
|
|
||||||
Interest expense, net of capitalized interest
|
|
491,773
|
|
|
469,620
|
|
|
485,658
|
|
|||
Depreciation and amortization
|
|
476,535
|
|
|
428,557
|
|
|
406,335
|
|
|||
Income taxes
|
|
372,414
|
|
|
362,903
|
|
|
447,282
|
|
|||
Impairment charges
|
|
—
|
|
|
—
|
|
|
20,240
|
|
|||
Noncash compensation expense
|
|
26,699
|
|
|
37,954
|
|
|
13,421
|
|
|||
Equity AFUDC and other noncash items (a)
|
|
(65,811
|
)
|
|
(6,545
|
)
|
|
20,398
|
|
|||
Adjusted EBITDA
|
|
$
|
2,580,187
|
|
|
$
|
2,447,521
|
|
|
$
|
1,986,853
|
|
Reconciliation of segment adjusted EBITDA to adjusted EBITDA
|
|
|
|
|
|
|
||||||
Segment adjusted EBITDA:
|
|
|
|
|
|
|
||||||
Natural Gas Gathering and Processing
|
|
$
|
702,650
|
|
|
$
|
631,607
|
|
|
$
|
518,472
|
|
Natural Gas Liquids
|
|
1,465,765
|
|
|
1,440,605
|
|
|
1,154,939
|
|
|||
Natural Gas Pipelines
|
|
408,816
|
|
|
366,251
|
|
|
339,818
|
|
|||
Other (b)
|
|
2,956
|
|
|
9,058
|
|
|
(26,376
|
)
|
|||
Adjusted EBITDA
|
|
$
|
2,580,187
|
|
|
$
|
2,447,521
|
|
|
$
|
1,986,853
|
|
Capital Expenditures
|
|
2019
|
|
2018
|
|
2017
|
||||||
|
|
(Millions of dollars)
|
||||||||||
Natural Gas Gathering and Processing
|
|
$
|
926.5
|
|
|
$
|
694.6
|
|
|
$
|
284.2
|
|
Natural Gas Liquids
|
|
2,796.6
|
|
|
1,306.3
|
|
|
114.3
|
|
|||
Natural Gas Pipelines
|
|
99.2
|
|
|
119.2
|
|
|
95.6
|
|
|||
Other
|
|
26.0
|
|
|
21.4
|
|
|
18.3
|
|
|||
Total capital expenditures
|
|
$
|
3,848.3
|
|
|
$
|
2,141.5
|
|
|
$
|
512.4
|
|
Rating Agency
|
Long-Term Rating
|
Short-Term Rating
|
Outlook
|
Moody’s
|
Baa3
|
Prime-3
|
Positive
|
S&P
|
BBB
|
A-2
|
Stable
|
|
|
Years Ended December 31,
|
||||||||||
|
|
2019
|
|
2018
|
|
2017
|
||||||
|
|
(Millions of dollars)
|
||||||||||
Total cash provided by (used in):
|
|
|
|
|
|
|
||||||
Operating activities
|
|
$
|
1,946.8
|
|
|
$
|
2,186.7
|
|
|
$
|
1,315.4
|
|
Investing activities
|
|
(3,768.8
|
)
|
|
(2,114.9
|
)
|
|
(567.6
|
)
|
|||
Financing activities
|
|
1,831.0
|
|
|
(97.0
|
)
|
|
(959.5
|
)
|
|||
Change in cash and cash equivalents
|
|
9.0
|
|
|
(25.2
|
)
|
|
(211.7
|
)
|
|||
Cash and cash equivalents at beginning of period
|
|
12.0
|
|
|
37.2
|
|
|
248.9
|
|
|||
Cash and cash equivalents at end of period
|
|
$
|
21.0
|
|
|
$
|
12.0
|
|
|
$
|
37.2
|
|
|
December 31,
2019 |
|
December 31,
2018 |
||||
|
(Thousands of dollars)
|
||||||
Natural Gas Gathering and Processing
|
$
|
153,404
|
|
|
$
|
153,404
|
|
Natural Gas Liquids
|
371,217
|
|
|
371,217
|
|
||
Natural Gas Pipelines
|
156,375
|
|
|
156,479
|
|
||
Total goodwill
|
$
|
680,996
|
|
|
$
|
681,100
|
|
|
|
Payments Due by Period
|
||||||||||||||||||||||||||
Contractual Obligations
|
|
Total
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
Thereafter
|
||||||||||||||
|
|
(Millions of dollars)
|
||||||||||||||||||||||||||
Senior notes
|
|
$
|
11,322.4
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,447.4
|
|
|
$
|
925.0
|
|
|
$
|
500.0
|
|
|
$
|
8,450.0
|
|
Commercial paper borrowings
|
|
220.0
|
|
|
220.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
$1.5 Billion Term Loan Agreement
|
|
1,250.0
|
|
|
—
|
|
|
1,250.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Guardian Pipeline senior notes
|
|
21.3
|
|
|
7.7
|
|
|
7.7
|
|
|
5.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Interest payments on debt
|
|
8,754.2
|
|
|
610.2
|
|
|
601.2
|
|
|
530.8
|
|
|
487.2
|
|
|
442.5
|
|
|
6,082.3
|
|
|||||||
Operating leases
|
|
19.6
|
|
|
2.5
|
|
|
2.1
|
|
|
2.0
|
|
|
1.9
|
|
|
1.9
|
|
|
9.2
|
|
|||||||
Finance lease
|
|
39.6
|
|
|
4.5
|
|
|
4.5
|
|
|
4.5
|
|
|
4.5
|
|
|
4.5
|
|
|
17.1
|
|
|||||||
Firm transportation and storage contracts
|
|
398.4
|
|
|
61.6
|
|
|
48.1
|
|
|
40.1
|
|
|
36.4
|
|
|
34.3
|
|
|
177.9
|
|
|||||||
Financial and physical derivatives
|
|
188.1
|
|
|
168.0
|
|
|
20.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Employee benefit plans
|
|
81.8
|
|
|
14.1
|
|
|
14.6
|
|
|
13.1
|
|
|
14.5
|
|
|
13.8
|
|
|
11.7
|
|
|||||||
Purchase commitments and other
|
|
312.7
|
|
|
54.1
|
|
|
53.9
|
|
|
53.2
|
|
|
50.8
|
|
|
37.8
|
|
|
62.9
|
|
|||||||
Total
|
|
$
|
22,608.1
|
|
|
$
|
1,142.7
|
|
|
$
|
2,002.2
|
|
|
$
|
2,097.0
|
|
|
$
|
1,520.3
|
|
|
$
|
1,034.8
|
|
|
$
|
14,811.1
|
|
•
|
the impact on drilling and production by factors beyond our control, including the demand for natural gas and crude oil; producers’ desire and ability to drill and obtain necessary permits; regulatory compliance; reserve performance; and capacity constraints on the pipelines that transport crude oil, natural gas and NGLs from producing areas and our facilities;
|
•
|
risks associated with adequate supply to our gathering, processing, fractionation and pipeline facilities, including production declines that outpace new drilling or extended periods of ethane rejection;
|
•
|
competition from other United States and foreign energy suppliers and transporters, as well as alternative forms of energy, including, but not limited to, solar power, wind power, geothermal energy and biofuels such as ethanol and biodiesel;
|
•
|
demand for our services and products in the proximity of our facilities;
|
•
|
the ability to market pipeline capacity on favorable terms, including the effects of:
|
–
|
future demand for and prices of natural gas, NGLs and crude oil;
|
–
|
competitive conditions in the overall energy market;
|
–
|
availability of supplies of United States natural gas and crude oil; and
|
–
|
availability of additional storage capacity;
|
•
|
the effects of weather and other natural phenomena, including climate change, on our operations, demand for our services and energy prices;
|
•
|
acts of nature, sabotage, terrorism or other similar acts that cause damage to our facilities or our suppliers’, customers’ or shippers’ facilities;
|
•
|
the possibility of future terrorist attacks or the possibility or occurrence of an outbreak of, or changes in, hostilities or changes in the political conditions throughout the world;
|
•
|
economic climate and growth in the geographic areas in which we do business;
|
•
|
the timing and extent of changes in energy commodity prices;
|
•
|
the timely receipt of approval by applicable governmental entities for construction and operation of our pipeline and other projects and required regulatory clearances;
|
•
|
our ability to acquire all necessary permits, consents or other approvals in a timely manner, to promptly obtain all necessary materials and supplies required for construction, and to construct gathering, processing, storage, fractionation and transportation facilities without labor or contractor problems;
|
•
|
the profitability of assets or businesses acquired or constructed by us;
|
•
|
the risk of a slowdown in growth or decline in the United States or international economies, including liquidity risks in United States or foreign credit markets;
|
•
|
risks of marketing, trading and hedging activities, including the risks of changes in energy prices or the financial condition of our counterparties;
|
•
|
the uncertainty of estimates, including accruals and costs of environmental remediation;
|
•
|
changes in demand for the use of natural gas, NGLs and crude oil because of market conditions caused by concerns about climate change;
|
•
|
the impact of uncontracted capacity in our assets being greater or less than expected;
|
•
|
the composition and quality of the natural gas and NGLs we gather and process in our plants and transport on our pipelines;
|
•
|
the efficiency of our plants in processing natural gas and extracting and fractionating NGLs;
|
•
|
our ability to control construction costs and completion schedules of our pipelines and other projects;
|
•
|
the effects of changes in governmental policies and regulatory actions, including changes with respect to income and other taxes, pipeline safety, environmental compliance, climate change initiatives and authorized rates of recovery of natural gas and natural gas transportation costs;
|
•
|
the ability to recover operating costs and amounts equivalent to income taxes, costs of property, plant and equipment and regulatory assets in our state and FERC-regulated rates;
|
•
|
the results of administrative proceedings and litigation, regulatory actions, executive orders, rule changes and receipt of expected clearances involving any local, state or federal regulatory body, including the FERC, the National Transportation Safety Board, the PHMSA, the EPA and the CFTC;
|
•
|
difficulties or delays experienced by trucks, railroads or pipelines in delivering products to or from our terminals or pipelines;
|
•
|
the capital-intensive nature of our businesses;
|
•
|
the mechanical integrity of facilities operated;
|
•
|
risks associated with pending or possible acquisitions and dispositions, including our ability to finance or integrate any such acquisitions and any regulatory delay or conditions imposed by regulatory bodies in connection with any such acquisitions and dispositions;
|
•
|
the risk that material weaknesses or significant deficiencies in our internal controls over financial reporting could emerge or that minor problems could become significant;
|
•
|
the impact of unforeseen changes in interest rates, debt and equity markets, inflation rates, economic recession and other external factors over which we have no control, including the effect on pension and postretirement expense and funding resulting from changes in equity and bond market returns;
|
•
|
our indebtedness and guarantee obligations could make us vulnerable to general adverse economic and industry conditions, limit our ability to borrow additional funds and/or place us at competitive disadvantages compared with our competitors that have less debt or have other adverse consequences;
|
•
|
actions by rating agencies concerning our credit;
|
•
|
our ability to access capital at competitive rates or on terms acceptable to us;
|
•
|
the impact and outcome of pending and future litigation;
|
•
|
performance of contractual obligations by our customers, service providers, contractors and shippers;
|
•
|
our ability to control operating costs and make cost-saving changes;
|
•
|
the impact of recently issued and future accounting updates and other changes in accounting policies;
|
•
|
the risk of increased costs for insurance premiums, security or other items as a consequence of terrorist attacks;
|
•
|
the risk inherent in the use of information systems in our respective businesses and those of our counterparties and service providers, implementation of new software and hardware, and the impact on the timeliness of information for financial reporting;
|
•
|
the impact of potential impairment charges; and
|
•
|
the risk factors listed in the reports we have filed and may file with the SEC, which are incorporated by reference.
|
|
|
Year Ending December 31, 2020
|
||||||||
|
|
Volumes
Hedged
|
|
Average Price
|
|
Percentage
Hedged
|
||||
NGLs - excluding ethane (MBbl/d) - Conway/Mont Belvieu
|
|
10.3
|
|
|
$
|
0.55
|
|
/ gallon
|
|
63%
|
Condensate (MBbl/d) - WTI-NYMEX
|
|
3.0
|
|
|
$
|
54.08
|
|
/ Bbl
|
|
62%
|
Natural gas (BBtu/d) - NYMEX and basis
|
|
125.0
|
|
|
$
|
2.39
|
|
/ MMBtu
|
|
76%
|
|
|
Year Ending December 31, 2021
|
||||||||
|
|
Volumes
Hedged
|
|
Average Price
|
|
Percentage
Hedged
|
||||
Natural gas (BBtu/d) - NYMEX and basis
|
|
36.4
|
|
|
$
|
2.43
|
|
/ MMBtu
|
|
19%
|
•
|
a $0.01 per gallon change in the composite price of NGLs, excluding ethane, would change adjusted EBITDA for the years ending December 31, 2020 and 2021, by $2.5 million and $3.0 million, respectively;
|
•
|
a $1.00 per barrel change in the price of crude oil would change adjusted EBITDA for the years ending December 31, 2020 and 2021, by $1.5 million and $1.8 million, respectively; and
|
•
|
a $0.10 per MMBtu change in the price of residue natural gas would change adjusted EBITDA for the years ending December 31, 2020 and 2021, by $6.1 million and $7.1 million, respectively.
|
ONEOK, Inc. and Subsidiaries
|
|
|
|
|
|
|
||||||
CONSOLIDATED STATEMENTS OF INCOME
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
||||||
|
|
Years Ended December 31,
|
||||||||||
|
|
2019
|
|
2018
|
|
2017
|
||||||
|
|
(Thousands of dollars, except per share amounts)
|
||||||||||
Revenues
|
|
|
|
|
|
|
||||||
Commodity sales
|
|
$
|
8,916,047
|
|
|
$
|
11,395,642
|
|
|
$
|
9,862,652
|
|
Services
|
|
1,248,320
|
|
|
1,197,554
|
|
|
2,311,255
|
|
|||
Total revenues (Note P)
|
|
10,164,367
|
|
|
12,593,196
|
|
|
12,173,907
|
|
|||
Cost of sales and fuel (exclusive of items shown separately below)
|
|
6,788,040
|
|
|
9,422,708
|
|
|
9,538,045
|
|
|||
Operations and maintenance
|
|
863,708
|
|
|
803,146
|
|
|
724,314
|
|
|||
Depreciation and amortization
|
|
476,535
|
|
|
428,557
|
|
|
406,335
|
|
|||
Impairment of long-lived assets (Note D)
|
|
—
|
|
|
—
|
|
|
15,970
|
|
|||
General taxes
|
|
119,156
|
|
|
103,922
|
|
|
98,396
|
|
|||
(Gain) loss on sale of assets
|
|
2,575
|
|
|
(601
|
)
|
|
(924
|
)
|
|||
Operating income
|
|
1,914,353
|
|
|
1,835,464
|
|
|
1,391,771
|
|
|||
Equity in net earnings from investments (Note M)
|
|
154,541
|
|
|
158,383
|
|
|
159,278
|
|
|||
Impairment of equity investments (Note M)
|
|
—
|
|
|
—
|
|
|
(4,270
|
)
|
|||
Allowance for equity funds used during construction
|
|
64,815
|
|
|
7,962
|
|
|
107
|
|
|||
Other income
|
|
27,058
|
|
|
674
|
|
|
15,385
|
|
|||
Other expense
|
|
(18,003
|
)
|
|
(14,928
|
)
|
|
(35,812
|
)
|
|||
Interest expense (net of capitalized interest of $107,275, $28,062 and $5,510, respectively)
|
|
(491,773
|
)
|
|
(469,620
|
)
|
|
(485,658
|
)
|
|||
Income before income taxes
|
|
1,650,991
|
|
|
1,517,935
|
|
|
1,040,801
|
|
|||
Income taxes (Note L)
|
|
(372,414
|
)
|
|
(362,903
|
)
|
|
(447,282
|
)
|
|||
Net income
|
|
1,278,577
|
|
|
1,155,032
|
|
|
593,519
|
|
|||
Less: Net income attributable to noncontrolling interests
|
|
—
|
|
|
3,329
|
|
|
205,678
|
|
|||
Net income attributable to ONEOK
|
|
1,278,577
|
|
|
1,151,703
|
|
|
387,841
|
|
|||
Less: Preferred stock dividends
|
|
1,100
|
|
|
1,100
|
|
|
767
|
|
|||
Net income available to common shareholders
|
|
$
|
1,277,477
|
|
|
$
|
1,150,603
|
|
|
$
|
387,074
|
|
|
|
|
|
|
|
|
||||||
Basic earnings per common share (Note I)
|
|
$
|
3.09
|
|
|
$
|
2.80
|
|
|
$
|
1.30
|
|
|
|
|
|
|
|
|
||||||
Diluted earnings per common share (Note I)
|
|
$
|
3.07
|
|
|
$
|
2.78
|
|
|
$
|
1.29
|
|
Average shares (thousands)
|
|
|
|
|
|
|
||||||
Basic
|
|
413,560
|
|
|
411,485
|
|
|
297,477
|
|
|||
Diluted
|
|
415,444
|
|
|
414,195
|
|
|
299,780
|
|
ONEOK, Inc. and Subsidiaries
|
|
|
|
|
|
|
||||||
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
|
|
|
|
|
||||||||
|
|
|
||||||||||
|
|
Years Ended December 31,
|
||||||||||
|
|
2019
|
|
2018
|
|
2017
|
||||||
|
|
(Thousands of dollars)
|
||||||||||
Net income
|
|
$
|
1,278,577
|
|
|
$
|
1,155,032
|
|
|
$
|
593,519
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
|
|
|
|
|||
Change in fair value of derivatives, net of tax of $44,149, $1,694 and $19,006, respectively
|
|
(147,803
|
)
|
|
(5,673
|
)
|
|
(21,408
|
)
|
|||
Derivative amounts reclassified to net income, net of tax of $6,058, $(11,013) and $(26,899), respectively
|
|
(21,057
|
)
|
|
36,870
|
|
|
63,687
|
|
|||
Change in retirement and other postretirement benefit plan obligations, net of tax of $2,910, $(1,425) and $(878), respectively
|
|
(9,696
|
)
|
|
4,771
|
|
|
(4,175
|
)
|
|||
Other comprehensive income (loss) of unconsolidated affiliates, net of tax of $2,152, $(724) and $145, respectively
|
|
(7,205
|
)
|
|
2,424
|
|
|
(970
|
)
|
|||
Total other comprehensive income (loss), net of tax
|
|
(185,761
|
)
|
|
38,392
|
|
|
37,134
|
|
|||
Comprehensive income
|
|
1,092,816
|
|
|
1,193,424
|
|
|
630,653
|
|
|||
Less: Comprehensive income attributable to noncontrolling interests
|
|
—
|
|
|
3,329
|
|
|
236,704
|
|
|||
Comprehensive income attributable to ONEOK
|
|
$
|
1,092,816
|
|
|
$
|
1,190,095
|
|
|
$
|
393,949
|
|
ONEOK, Inc. and Subsidiaries
|
|
|
|
|
||||
CONSOLIDATED BALANCE SHEETS
|
|
|
|
|
||||
|
|
|
|
|
||||
|
|
December 31,
|
|
December 31,
|
||||
|
|
2019
|
|
2018
|
||||
Assets
|
|
(Thousands of dollars)
|
||||||
Current assets
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
20,958
|
|
|
$
|
11,975
|
|
Accounts receivable, net
|
|
835,121
|
|
|
818,958
|
|
||
Materials and supplies
|
|
201,749
|
|
|
141,174
|
|
||
Natural gas and NGLs in storage
|
|
304,926
|
|
|
296,667
|
|
||
Commodity imbalances
|
|
25,267
|
|
|
29,050
|
|
||
Other current assets
|
|
82,313
|
|
|
100,808
|
|
||
Total current assets
|
|
1,470,334
|
|
|
1,398,632
|
|
||
Property, plant and equipment
|
|
|
|
|
|
|
||
Property, plant and equipment
|
|
22,051,492
|
|
|
18,030,963
|
|
||
Accumulated depreciation and amortization
|
|
3,702,807
|
|
|
3,264,312
|
|
||
Net property, plant and equipment (Note D)
|
|
18,348,685
|
|
|
14,766,651
|
|
||
Investments and other assets
|
|
|
|
|
|
|
||
Investments in unconsolidated affiliates (Note M)
|
|
861,844
|
|
|
969,150
|
|
||
Goodwill and intangible assets (Note E)
|
|
957,833
|
|
|
967,142
|
|
||
Other assets
|
|
173,425
|
|
|
130,096
|
|
||
Total investments and other assets
|
|
1,993,102
|
|
|
2,066,388
|
|
||
Total assets
|
|
$
|
21,812,121
|
|
|
$
|
18,231,671
|
|
ONEOK, Inc. and Subsidiaries
|
|
|
|
|
||||
CONSOLIDATED BALANCE SHEETS
|
|
|
|
|
||||
(Continued)
|
|
|
|
|
||||
|
|
December 31,
|
|
December 31,
|
||||
|
|
2019
|
|
2018
|
||||
Liabilities and equity
|
|
(Thousands of dollars)
|
||||||
Current liabilities
|
|
|
|
|
|
|
||
Current maturities of long-term debt (Note F)
|
|
$
|
7,650
|
|
|
$
|
507,650
|
|
Short-term borrowings (Note F)
|
|
220,000
|
|
|
—
|
|
||
Accounts payable
|
|
1,209,900
|
|
|
1,116,337
|
|
||
Commodity imbalances
|
|
104,480
|
|
|
110,197
|
|
||
Accrued interest
|
|
190,750
|
|
|
161,377
|
|
||
Finance lease liability (Note O)
|
|
1,949
|
|
|
1,765
|
|
||
Other current liabilities
|
|
285,569
|
|
|
211,110
|
|
||
Total current liabilities
|
|
2,020,298
|
|
|
2,108,436
|
|
||
Long-term debt, excluding current maturities (Note F)
|
|
12,479,757
|
|
|
8,873,334
|
|
||
Deferred credits and other liabilities
|
|
|
|
|
||||
Deferred income taxes (Note L)
|
|
536,063
|
|
|
219,731
|
|
||
Finance lease liability (Note O)
|
|
24,296
|
|
|
26,244
|
|
||
Other deferred credits
|
|
525,756
|
|
|
424,383
|
|
||
Total deferred credits and other liabilities
|
|
1,086,115
|
|
|
670,358
|
|
||
Commitments and contingencies (Note N)
|
|
|
|
|
||||
Equity (Note G)
|
|
|
|
|
||||
ONEOK shareholders’ equity:
|
|
|
|
|
||||
Preferred stock, $0.01 par value:
authorized and issued 20,000 shares at December 31, 2019, and at December 31, 2018 |
|
—
|
|
|
—
|
|
||
Common stock, $0.01 par value:
authorized 1,200,000,000 shares; issued 445,016,234 shares and outstanding
413,239,050 shares at December 31, 2019; issued 445,016,234 shares and outstanding 411,532,606 shares at December 31, 2018
|
|
4,450
|
|
|
4,450
|
|
||
Paid-in capital
|
|
7,403,895
|
|
|
7,615,138
|
|
||
Accumulated other comprehensive loss (Note H)
|
|
(374,000
|
)
|
|
(188,239
|
)
|
||
Retained earnings
|
|
—
|
|
|
—
|
|
||
Treasury stock, at cost: 31,777,184 shares at December 31, 2019, and 33,483,628 shares at December 31, 2018
|
|
(808,394
|
)
|
|
(851,806
|
)
|
||
Total equity
|
|
6,225,951
|
|
|
6,579,543
|
|
||
Total liabilities and equity
|
|
$
|
21,812,121
|
|
|
$
|
18,231,671
|
|
ONEOK, Inc. and Subsidiaries
|
|
|
|
|
|
|
||||||
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
|
|
|
||||||||
|
|
Years Ended December 31,
|
||||||||||
|
|
2019
|
|
2018
|
|
2017
|
||||||
|
|
(Thousands of dollars)
|
||||||||||
Operating activities
|
|
|
|
|
|
|
||||||
Net income
|
|
$
|
1,278,577
|
|
|
$
|
1,155,032
|
|
|
$
|
593,519
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
||||||
Depreciation and amortization
|
|
476,535
|
|
|
428,557
|
|
|
406,335
|
|
|||
Impairment charges
|
|
—
|
|
|
—
|
|
|
20,240
|
|
|||
Noncash contribution of preferred stock, net of tax
|
|
—
|
|
|
—
|
|
|
12,600
|
|
|||
Equity in net earnings from investments
|
|
(154,541
|
)
|
|
(158,383
|
)
|
|
(159,278
|
)
|
|||
Distributions received from unconsolidated affiliates
|
|
163,476
|
|
|
170,528
|
|
|
167,372
|
|
|||
Deferred income taxes
|
|
372,729
|
|
|
361,010
|
|
|
437,917
|
|
|||
Share-based compensation expense
|
|
37,147
|
|
|
31,664
|
|
|
26,262
|
|
|||
Allowance for equity funds used during construction
|
|
(64,815
|
)
|
|
(7,962
|
)
|
|
(107
|
)
|
|||
Other, net
|
|
1,567
|
|
|
(132
|
)
|
|
3,155
|
|
|||
Changes in assets and liabilities:
|
|
|
|
|
|
|
|
|
||||
Accounts receivable
|
|
(19,688
|
)
|
|
383,993
|
|
|
(330,521
|
)
|
|||
Natural gas and NGLs in storage
|
|
(8,259
|
)
|
|
38,456
|
|
|
(202,259
|
)
|
|||
Accounts payable
|
|
(62,946
|
)
|
|
(320,132
|
)
|
|
261,305
|
|
|||
Commodity imbalances, net
|
|
(1,934
|
)
|
|
(44,302
|
)
|
|
43,699
|
|
|||
Accrued interest
|
|
29,373
|
|
|
26,068
|
|
|
22,795
|
|
|||
Risk-management assets and liabilities
|
|
(86,268
|
)
|
|
117,717
|
|
|
37,617
|
|
|||
Other assets and liabilities, net
|
|
(14,174
|
)
|
|
4,605
|
|
|
(25,239
|
)
|
|||
Cash provided by operating activities
|
|
1,946,779
|
|
|
2,186,719
|
|
|
1,315,412
|
|
|||
Investing activities
|
|
|
|
|
|
|
|
|
|
|||
Capital expenditures (less allowance for equity funds used during construction)
|
|
(3,848,349
|
)
|
|
(2,141,475
|
)
|
|
(512,393
|
)
|
|||
Contributions to unconsolidated affiliates
|
|
(4,028
|
)
|
|
(1,748
|
)
|
|
(87,861
|
)
|
|||
Distributions received from unconsolidated affiliates in excess of cumulative earnings
|
|
94,168
|
|
|
26,757
|
|
|
28,742
|
|
|||
Other, net
|
|
(10,549
|
)
|
|
1,578
|
|
|
3,879
|
|
|||
Cash used in investing activities
|
|
(3,768,758
|
)
|
|
(2,114,888
|
)
|
|
(567,633
|
)
|
|||
Financing activities
|
|
|
|
|
|
|
|
|
|
|||
Dividends paid
|
|
(1,457,628
|
)
|
|
(1,335,058
|
)
|
|
(829,414
|
)
|
|||
Distributions to noncontrolling interests
|
|
—
|
|
|
(3,500
|
)
|
|
(276,260
|
)
|
|||
Borrowing (repayment) of short-term borrowings, net
|
|
220,000
|
|
|
(614,673
|
)
|
|
(495,604
|
)
|
|||
Issuance of long-term debt, net of discounts
|
|
4,185,435
|
|
|
1,795,773
|
|
|
1,190,496
|
|
|||
Debt financing costs
|
|
(29,747
|
)
|
|
(13,441
|
)
|
|
(11,425
|
)
|
|||
Repayment of long-term debt
|
|
(1,057,348
|
)
|
|
(932,650
|
)
|
|
(994,776
|
)
|
|||
Issuance of common stock
|
|
29,040
|
|
|
1,203,981
|
|
|
471,358
|
|
|||
Acquisition of noncontrolling interests
|
|
—
|
|
|
(195,000
|
)
|
|
—
|
|
|||
Other, net
|
|
(58,790
|
)
|
|
(2,481
|
)
|
|
(13,836
|
)
|
|||
Cash provided by (used in) financing activities
|
|
1,830,962
|
|
|
(97,049
|
)
|
|
(959,461
|
)
|
|||
Change in cash and cash equivalents
|
|
8,983
|
|
|
(25,218
|
)
|
|
(211,682
|
)
|
|||
Cash and cash equivalents at beginning of period
|
|
11,975
|
|
|
37,193
|
|
|
248,875
|
|
|||
Cash and cash equivalents at end of period
|
|
$
|
20,958
|
|
|
$
|
11,975
|
|
|
$
|
37,193
|
|
Supplemental cash flow information:
|
|
|
|
|
|
|
|
|
|
|||
Cash paid for interest, net of amounts capitalized
|
|
$
|
435,165
|
|
|
$
|
418,244
|
|
|
$
|
432,210
|
|
Cash paid for income taxes, net of refunds
|
|
$
|
2,690
|
|
|
$
|
2,225
|
|
|
$
|
6,633
|
|
ONEOK, Inc. and Subsidiaries
|
|
|
|
|
|
|
|
|
||||||||||
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
|
|
|
|
|
||||||||||||||
|
|
|
||||||||||||||||
|
|
ONEOK Shareholders’ Equity
|
||||||||||||||||
|
|
Common
Stock Issued
|
|
Preferred Stock Issued
|
|
Common
Stock
|
|
Preferred Stock
|
|
Paid-in
Capital
|
||||||||
|
|
(Shares)
|
|
(Thousands of dollars)
|
||||||||||||||
January 1, 2017
|
|
245,811,180
|
|
|
—
|
|
|
$
|
2,458
|
|
|
$
|
—
|
|
|
$
|
1,234,314
|
|
Cumulative effect adjustment for adoption of ASU 2016-09 (a)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Other comprehensive income (loss)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Preferred stock issued
|
|
—
|
|
|
20,000
|
|
|
—
|
|
|
—
|
|
|
20,000
|
|
|||
Preferred stock dividends - $38.35 per share (Note G)
|
|
—
|
|
|
|
|
—
|
|
|
—
|
|
|
(767
|
)
|
||||
Common stock issued
|
|
8,434,223
|
|
|
—
|
|
|
85
|
|
|
—
|
|
|
456,537
|
|
|||
Common stock dividends - $2.72 per share (Note G)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(367,578
|
)
|
|||
Distributions to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Acquisition of noncontrolling interests (Note G)
|
|
168,920,831
|
|
|
—
|
|
|
1,689
|
|
|
—
|
|
|
5,228,580
|
|
|||
Other, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17,792
|
|
|||
December 31, 2017
|
|
423,166,234
|
|
|
20,000
|
|
|
4,232
|
|
|
—
|
|
|
6,588,878
|
|
|||
Cumulative effect adjustment for adoption of ASUs (b)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Other comprehensive income (loss) (Note H)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Preferred stock dividends - $55.00 per share (Note G)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Common stock issued
|
|
21,850,000
|
|
|
—
|
|
|
218
|
|
|
—
|
|
|
1,183,321
|
|
|||
Common stock dividends - $3.245 per share (Note G)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(144,805
|
)
|
|||
Distributions to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Contributions from noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Acquisition of noncontrolling interests (Note G)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21,220
|
)
|
|||
Other, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,964
|
|
|||
December 31, 2018
|
|
445,016,234
|
|
|
20,000
|
|
|
4,450
|
|
|
—
|
|
|
7,615,138
|
|
|||
Cumulative effect adjustment for adoption of ASU 2016-02 (Note A)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Other comprehensive income (loss) (Note H)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Preferred stock dividends - $55.00 per share (Note G)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Common stock issued
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,667
|
)
|
|||
Common stock dividends - $3.53 per share (Note G)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(180,421
|
)
|
|||
Other, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(23,155
|
)
|
|||
December 31, 2019
|
|
445,016,234
|
|
|
20,000
|
|
|
$
|
4,450
|
|
|
$
|
—
|
|
|
$
|
7,403,895
|
|
ONEOK, Inc. and Subsidiaries
|
|
|
|
|
|
|
||||||||||||||
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
|
|
|
|
|
||||||||||||||||
(Continued)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
ONEOK Shareholders’ Equity
|
|
|
|
|
||||||||||||||
|
|
Accumulated
Other Comprehensive Loss |
|
Retained
Earnings
|
|
Treasury
Stock
|
|
Noncontrolling
Interests in
Consolidated
Subsidiaries
|
|
Total
Equity
|
||||||||||
|
|
(Thousands of dollars)
|
||||||||||||||||||
January 1, 2017
|
|
$
|
(154,350
|
)
|
|
$
|
—
|
|
|
$
|
(893,677
|
)
|
|
$
|
3,240,170
|
|
|
$
|
3,428,915
|
|
Cumulative effect adjustment for adoption of ASU 2016-09 (a)
|
|
—
|
|
|
73,368
|
|
|
—
|
|
|
—
|
|
|
73,368
|
|
|||||
Net income
|
|
—
|
|
|
387,841
|
|
|
—
|
|
|
205,678
|
|
|
593,519
|
|
|||||
Other comprehensive income (loss)
|
|
6,108
|
|
|
—
|
|
|
—
|
|
|
31,026
|
|
|
37,134
|
|
|||||
Preferred stock issued
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20,000
|
|
|||||
Preferred stock dividends - $38.35 per share (Note G)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(767
|
)
|
|||||
Common stock issued
|
|
—
|
|
|
—
|
|
|
16,964
|
|
|
—
|
|
|
473,586
|
|
|||||
Common stock dividends - $2.72 per share (Note G)
|
|
—
|
|
|
(461,209
|
)
|
|
—
|
|
|
—
|
|
|
(828,787
|
)
|
|||||
Distributions to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(276,260
|
)
|
|
(276,260
|
)
|
|||||
Acquisition of noncontrolling interests (Note G)
|
|
(40,288
|
)
|
|
—
|
|
|
—
|
|
|
(3,043,519
|
)
|
|
2,146,462
|
|
|||||
Other, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
390
|
|
|
18,182
|
|
|||||
December 31, 2017
|
|
(188,530
|
)
|
|
—
|
|
|
(876,713
|
)
|
|
157,485
|
|
|
5,685,352
|
|
|||||
Cumulative effect adjustment for adoption of ASUs (b)
|
|
(38,101
|
)
|
|
39,803
|
|
|
—
|
|
|
17
|
|
|
1,719
|
|
|||||
Net income
|
|
—
|
|
|
1,151,703
|
|
|
—
|
|
|
3,329
|
|
|
1,155,032
|
|
|||||
Other comprehensive income (loss) (Note H)
|
|
38,392
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
38,392
|
|
|||||
Preferred stock dividends - $55.00 per share (Note G)
|
|
—
|
|
|
(1,100
|
)
|
|
—
|
|
|
—
|
|
|
(1,100
|
)
|
|||||
Common stock issued
|
|
—
|
|
|
—
|
|
|
24,907
|
|
|
—
|
|
|
1,208,446
|
|
|||||
Common stock dividends - $3.245 per share (Note G)
|
|
—
|
|
|
(1,190,406
|
)
|
|
—
|
|
|
—
|
|
|
(1,335,211
|
)
|
|||||
Distributions to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,500
|
)
|
|
(3,500
|
)
|
|||||
Contributions from noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16,449
|
|
|
16,449
|
|
|||||
Acquisition of noncontrolling interests (Note G)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(173,780
|
)
|
|
(195,000
|
)
|
|||||
Other, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,964
|
|
|||||
December 31, 2018
|
|
(188,239
|
)
|
|
—
|
|
|
(851,806
|
)
|
|
—
|
|
|
6,579,543
|
|
|||||
Cumulative effect adjustment for adoption of ASU 2016-02 (Note A)
|
|
—
|
|
|
(67
|
)
|
|
—
|
|
|
—
|
|
|
(67
|
)
|
|||||
Net income
|
|
—
|
|
|
1,278,577
|
|
|
—
|
|
|
—
|
|
|
1,278,577
|
|
|||||
Other comprehensive income (loss) (Note H)
|
|
(185,761
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(185,761
|
)
|
|||||
Preferred stock dividends - $55.00 per share (Note G)
|
|
—
|
|
|
(1,100
|
)
|
|
—
|
|
|
—
|
|
|
(1,100
|
)
|
|||||
Common stock issued
|
|
—
|
|
|
—
|
|
|
43,412
|
|
|
—
|
|
|
35,745
|
|
|||||
Common stock dividends - $3.53 per share (Note G)
|
|
—
|
|
|
(1,277,410
|
)
|
|
—
|
|
|
—
|
|
|
(1,457,831
|
)
|
|||||
Other, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(23,155
|
)
|
|||||
December 31, 2019
|
|
$
|
(374,000
|
)
|
|
$
|
—
|
|
|
$
|
(808,394
|
)
|
|
$
|
—
|
|
|
$
|
6,225,951
|
|
A.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
•
|
Level 1 - fair value measurements are based on unadjusted quoted prices for identical securities in active markets. These balances are composed predominantly of exchange-traded derivative contracts for natural gas and crude oil.
|
•
|
Level 2 - fair value measurements are based on significant observable pricing inputs, including quoted prices for similar assets and liabilities in active markets and inputs from third-party pricing services supported with corroborative evidence. These balances are composed of over-the-counter interest-rate derivatives.
|
•
|
Level 3 - fair value measurements are based on inputs that may include one or more unobservable inputs, including internally developed commodity price curves that incorporate market data from broker quotes and third-party pricing services. These balances are composed predominantly of exchange-cleared and over-the-counter derivatives to hedge NGL price risk and natural gas basis risk between various transaction locations and the NYMEX Henry Hub. Our commodity derivatives are generally valued using forward quotes provided by third-party pricing services that are validated with other market data. We believe any measurement uncertainty at December 31, 2019, is immaterial as our Level 3 fair value measurements are based on unadjusted pricing information from broker quotes and third-party pricing services. We do not believe that our Level 3 fair value estimates have a material impact on our results of operations, as our derivatives are accounted for as hedges.
|
|
|
Recognition and Measurement
|
||
Accounting Treatment
|
Balance Sheet
|
|
Income Statement
|
|
Normal purchases and
normal sales
|
-
|
Fair value not recorded
|
-
|
Change in fair value not recognized in earnings
|
Mark-to-market
|
-
|
Recorded at fair value
|
-
|
Change in fair value recognized in earnings
|
Cash flow hedge
|
-
|
The gain or loss on the
derivative instrument is reported initially as a
component of accumulated other
comprehensive income (loss)
|
-
|
The gain or loss on the derivative instrument is reclassified out of accumulated other comprehensive income (loss) into earnings when the forecasted transaction affects earnings
|
Fair value hedge
|
-
|
Recorded at fair value
|
-
|
The gain or loss on the derivative instrument is
recognized in earnings
|
|
-
|
Change in fair value of the hedged item is
recorded as an adjustment to book value
|
-
|
Change in fair value of the hedged item is
recognized in earnings
|
Standard
|
|
Description
|
|
Date of Adoption
|
|
Effect on the Financial Statements or Other Significant Matters
|
Standards that were adopted as of December 31, 2019
|
|
|
|
|
||
ASU 2016-02, “Leases (Topic 842)”
|
|
The standard requires the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP. It also requires qualitative disclosures along with specific quantitative disclosures by lessees and lessors to meet the objective of enabling users of financial statements to assess the amount, timing and uncertainty of cash flows arising from leases.
|
|
First quarter 2019
|
|
We adopted this standard on January 1, 2019, using the modified retrospective method and the optional transition method to record the adoption impact through a cumulative adjustment to equity. On January 1, 2019, we recorded an immaterial cumulative effect for the adoption of the new standard and recorded $17.5 million of right-of-use assets and $17.4 million of lease liabilities related to operating leases that were not previously recorded on our Consolidated Balance Sheets. Our finance lease assets and liabilities at January 1, 2019, of $28.1 million and $28.0 million, respectively, did not change as a result of adopting this standard. See Note O for additional disclosures.
|
ASU 2018-07, “Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting”
|
|
The standard aligns the measurement and classification guidance for share-based payments to nonemployees with the guidance for share-based payments to employees, with certain exceptions.
|
|
First quarter 2019
|
|
The impact of adopting this standard was not material.
|
Standards that are not yet adopted as of December 31, 2019
|
|
|
||||
ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”
|
|
The standard requires a financial asset (or a group of financial assets) measured at amortized cost basis to be presented net of the allowance for credit losses to reflect the net carrying value at the amount expected to be collected on the financial asset; and the initial allowance for credit losses for purchased financial assets, including available-for-sale debt securities, to be added to the purchase price rather than being reported as a credit loss expense.
|
|
First quarter 2020
|
|
We adopted this standard in January 2020, and the impact of adopting this standard was not material.
|
ASU 2017-04, “Intangibles- Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment”
|
|
The standard simplifies the subsequent measurement of goodwill by eliminating the requirement to calculate the implied fair value of goodwill under step 2. Instead, an entity will recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. The standard does not change step zero or step 1 assessments.
|
|
First quarter 2020
|
|
We adopted this standard in January 2020, and the impact of adopting this standard was not material.
|
ASU 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes”
|
|
The standard simplifies certain concepts in Topic 740, Income Taxes.
|
|
First quarter 2021
|
|
We do not expect the adoption of this standard to materially impact us.
|
B.
|
FAIR VALUE MEASUREMENTS
|
|
|
December 31, 2019
|
||||||||||||||||||||||
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total - Gross
|
|
Netting (a)
|
|
Total - Net
|
||||||||||||
|
|
(Thousands of dollars)
|
||||||||||||||||||||||
Derivative assets
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commodity contracts
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Financial contracts
|
|
$
|
10,892
|
|
|
$
|
—
|
|
|
$
|
55,557
|
|
|
$
|
66,449
|
|
|
$
|
(28,588
|
)
|
|
$
|
37,861
|
|
Interest-rate contracts
|
|
—
|
|
|
581
|
|
|
—
|
|
|
581
|
|
|
—
|
|
|
581
|
|
||||||
Total derivative assets
|
|
$
|
10,892
|
|
|
$
|
581
|
|
|
$
|
55,557
|
|
|
$
|
67,030
|
|
|
$
|
(28,588
|
)
|
|
$
|
38,442
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Derivative liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commodity contracts
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Financial contracts
|
|
$
|
(4,811
|
)
|
|
$
|
—
|
|
|
$
|
(24,785
|
)
|
|
$
|
(29,596
|
)
|
|
$
|
28,588
|
|
|
$
|
(1,008
|
)
|
Interest-rate contracts
|
|
—
|
|
|
(201,941
|
)
|
|
—
|
|
|
(201,941
|
)
|
|
—
|
|
|
(201,941
|
)
|
||||||
Total derivative liabilities
|
|
$
|
(4,811
|
)
|
|
$
|
(201,941
|
)
|
|
$
|
(24,785
|
)
|
|
$
|
(231,537
|
)
|
|
$
|
28,588
|
|
|
$
|
(202,949
|
)
|
|
|
December 31, 2018
|
||||||||||||||||||||||
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total - Gross
|
|
Netting (a)
|
|
Total - Net
|
||||||||||||
|
|
(Thousands of dollars)
|
||||||||||||||||||||||
Derivative assets
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commodity contracts
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Financial contracts
|
|
$
|
10,812
|
|
|
$
|
—
|
|
|
$
|
69,165
|
|
|
$
|
79,977
|
|
|
$
|
(32,739
|
)
|
|
$
|
47,238
|
|
Physical contracts
|
|
—
|
|
|
—
|
|
|
1,142
|
|
|
1,142
|
|
|
—
|
|
|
1,142
|
|
||||||
Interest-rate contracts
|
|
—
|
|
|
19,005
|
|
|
—
|
|
|
19,005
|
|
|
—
|
|
|
19,005
|
|
||||||
Total derivative assets
|
|
$
|
10,812
|
|
|
$
|
19,005
|
|
|
$
|
70,307
|
|
|
$
|
100,124
|
|
|
$
|
(32,739
|
)
|
|
$
|
67,385
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Derivative liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Commodity contracts
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Financial contracts
|
|
$
|
(2,916
|
)
|
|
$
|
—
|
|
|
$
|
(29,823
|
)
|
|
$
|
(32,739
|
)
|
|
$
|
32,739
|
|
|
$
|
—
|
|
Interest-rate contracts
|
|
—
|
|
|
(99,260
|
)
|
|
—
|
|
|
(99,260
|
)
|
|
—
|
|
|
(99,260
|
)
|
||||||
Total derivative liabilities
|
|
$
|
(2,916
|
)
|
|
$
|
(99,260
|
)
|
|
$
|
(29,823
|
)
|
|
$
|
(131,999
|
)
|
|
$
|
32,739
|
|
|
$
|
(99,260
|
)
|
|
|
Years Ended
|
||||||
|
|
December 31,
|
||||||
Derivative Assets (Liabilities)
|
|
2019
|
|
2018
|
||||
|
|
(Thousands of dollars)
|
||||||
Net assets (liabilities) at beginning of period
|
|
$
|
40,484
|
|
|
$
|
(32,838
|
)
|
Total changes in fair value:
|
|
|
|
|
||||
Gains (losses) included in net income (a)
|
|
—
|
|
|
(140
|
)
|
||
Settlements included in net income (a)
|
|
(40,344
|
)
|
|
29,141
|
|
||
New Level 3 derivatives included in other comprehensive income (loss) (b)
|
|
30,627
|
|
|
37,106
|
|
||
Unrealized change included in other comprehensive income (loss) (b)
|
|
5
|
|
|
7,215
|
|
||
Net assets (liabilities) at end of period
|
|
$
|
30,772
|
|
|
$
|
40,484
|
|
C.
|
RISK-MANAGEMENT AND HEDGING ACTIVITIES USING DERIVATIVES
|
•
|
Futures contracts - Standardized contracts to purchase or sell natural gas and crude oil for future delivery or settlement under the provisions of exchange regulations;
|
•
|
Forward contracts - Nonstandardized commitments between two parties to purchase or sell natural gas, crude oil or NGLs for future physical delivery. These contracts are typically nontransferable and can only be canceled with the consent of both parties;
|
•
|
Swaps - Exchange of one or more payments based on the value of one or more commodities. These instruments transfer the financial risk associated with a future change in value between the counterparties of the transaction, without also conveying ownership interest in the asset or liability; and
|
•
|
Options - Contractual agreements that give the holder the right, but not the obligation, to buy or sell a fixed quantity of a commodity at a fixed price within a specified period of time. Options may either be standardized and exchange-traded or customized and nonexchange-traded.
|
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||
|
Contract
Type
|
Purchased/
Payor
|
|
Sold/
Receiver
|
|
Purchased/
Payor
|
|
Sold/
Receiver
|
||||||||
Derivatives designated as hedging instruments:
|
|
|
|
|
|
|
|
|||||||||
Cash flow hedges
|
|
|
|
|
|
|
|
|
||||||||
Fixed price
|
|
|
|
|
|
|
|
|
||||||||
-Natural gas (Bcf)
|
Futures and swaps
|
—
|
|
|
(59.0
|
)
|
|
—
|
|
|
(29.9
|
)
|
||||
-Crude oil and NGLs (MMBbl)
|
Futures, forwards and swaps
|
7.9
|
|
|
(17.4
|
)
|
|
6.5
|
|
|
(13.8
|
)
|
||||
Basis
|
|
|
|
|
|
|
|
|
||||||||
-Natural gas (Bcf)
|
Futures and swaps
|
—
|
|
|
(59.0
|
)
|
|
—
|
|
|
(29.9
|
)
|
||||
Interest-rate contracts (Billions of dollars)
|
Swaps
|
$
|
3.1
|
|
|
$
|
—
|
|
|
$
|
4.3
|
|
|
$
|
—
|
|
Derivatives in Cash Flow Hedging Relationships
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
|||||||
|
|
(Thousands of dollars)
|
||||||||||
Commodity contracts
|
|
$
|
38,819
|
|
|
$
|
53,217
|
|
|
$
|
(40,577
|
)
|
Interest-rate contracts
|
|
(230,771
|
)
|
|
(60,584
|
)
|
|
163
|
|
|||
Total unrealized change in fair value of cash flow hedges in other comprehensive income (loss)
|
|
$
|
(191,952
|
)
|
|
$
|
(7,367
|
)
|
|
$
|
(40,414
|
)
|
|
|
Estimated Useful
Lives (Years)
|
|
December 31,
2019 |
|
December 31,
2018 |
||||
|
|
|
|
(Thousands of dollars)
|
||||||
Nonregulated
|
|
|
|
|
|
|
||||
Gathering pipelines and related equipment
|
|
5 to 40
|
|
$
|
4,316,936
|
|
|
$
|
3,851,043
|
|
Processing and fractionation and related equipment
|
|
3 to 40
|
|
4,439,332
|
|
|
4,171,072
|
|
||
Storage and related equipment
|
|
3 to 54
|
|
684,635
|
|
|
656,455
|
|
||
Transmission pipelines and related equipment
|
|
5 to 54
|
|
797,678
|
|
|
782,258
|
|
||
General plant and other
|
|
2 to 60
|
|
610,013
|
|
|
547,424
|
|
||
Construction work in process
|
|
—
|
|
1,645,663
|
|
|
797,182
|
|
||
Regulated
|
|
|
|
|
|
|
|
|||
Storage and related equipment
|
|
5 to 25
|
|
9,180
|
|
|
8,987
|
|
||
Natural gas transmission pipelines and related equipment
|
|
5 to 77
|
|
1,552,546
|
|
|
1,475,789
|
|
||
NGL transmission pipelines and related equipment
|
|
5 to 88
|
|
6,126,056
|
|
|
4,677,599
|
|
||
General plant and other
|
|
2 to 50
|
|
66,507
|
|
|
61,136
|
|
||
Construction work in process
|
|
—
|
|
1,802,946
|
|
|
1,002,018
|
|
||
Property, plant and equipment
|
|
|
|
22,051,492
|
|
|
18,030,963
|
|
||
Accumulated depreciation and amortization - nonregulated
|
|
|
|
(2,471,649
|
)
|
|
(2,168,855
|
)
|
||
Accumulated depreciation and amortization - regulated
|
|
|
|
(1,231,158
|
)
|
|
(1,095,457
|
)
|
||
Net property, plant and equipment
|
|
|
|
$
|
18,348,685
|
|
|
$
|
14,766,651
|
|
|
|
Years Ended December 31,
|
||||
|
|
2019
|
|
2018
|
|
2017
|
Natural Gas Liquids
|
|
2.0%
|
|
1.9%
|
|
1.9%
|
Natural Gas Pipelines
|
|
2.1%
|
|
2.1%
|
|
2.1%
|
E.
|
GOODWILL AND INTANGIBLE ASSETS
|
|
|
December 31,
2019 |
|
December 31,
2018 |
||||
|
|
(Thousands of dollars)
|
||||||
Natural Gas Gathering and Processing
|
|
$
|
153,404
|
|
|
$
|
153,404
|
|
Natural Gas Liquids
|
|
371,217
|
|
|
371,217
|
|
||
Natural Gas Pipelines
|
|
156,375
|
|
|
156,479
|
|
||
Total goodwill
|
|
$
|
680,996
|
|
|
$
|
681,100
|
|
|
|
December 31,
2019 |
|
December 31,
2018 |
||||
|
|
(Thousands of dollars)
|
||||||
Gross intangible assets
|
|
$
|
414,345
|
|
|
$
|
411,650
|
|
Accumulated amortization
|
|
(137,508
|
)
|
|
(125,608
|
)
|
||
Net intangible assets
|
|
$
|
276,837
|
|
|
$
|
286,042
|
|
F.
|
DEBT
|
|
|
December 31,
2019 |
|
December 31,
2018 |
||||
|
|
(Thousands of dollars)
|
||||||
Commercial paper outstanding, bearing a weighted-average interest rate of 2.16% as of December 31, 2019
|
$
|
220,000
|
|
|
$
|
—
|
|
|
Senior unsecured obligations:
|
|
|
|
|
||||
$500,000 at 8.625% due March 2019
|
|
—
|
|
|
500,000
|
|
||
$300,000 at 3.8% due March 2020
|
|
—
|
|
|
300,000
|
|
||
$1,500,000 term loan, rate of 2.70% and 3.63% as of December 31, 2019 and 2018, respectively, due November 2021
|
|
1,250,000
|
|
|
550,000
|
|
||
$700,000 at 4.25% due February 2022
|
|
547,397
|
|
|
547,397
|
|
||
$900,000 at 3.375 % due October 2022
|
|
900,000
|
|
|
900,000
|
|
||
$425,000 at 5.0 % due September 2023
|
|
425,000
|
|
|
425,000
|
|
||
$500,000 at 7.5% due September 2023
|
|
500,000
|
|
|
500,000
|
|
||
$500,000 at 2.75% due September 2024
|
|
500,000
|
|
|
—
|
|
||
$500,000 at 4.9 % due March 2025
|
|
500,000
|
|
|
500,000
|
|
||
$500,000 at 4.0% due July 2027
|
|
500,000
|
|
|
500,000
|
|
||
$800,000 at 4.55% due July 2028
|
|
800,000
|
|
|
800,000
|
|
||
$100,000 at 6.875% due September 2028
|
|
100,000
|
|
|
100,000
|
|
||
$700,000 at 4.35% due March 2029
|
|
700,000
|
|
|
—
|
|
||
$750,000 at 3.4% due September 2029
|
|
750,000
|
|
|
—
|
|
||
$400,000 at 6.0% due June 2035
|
|
400,000
|
|
|
400,000
|
|
||
$600,000 at 6.65% due October 2036
|
|
600,000
|
|
|
600,000
|
|
||
$600,000 at 6.85% due October 2037
|
|
600,000
|
|
|
600,000
|
|
||
$650,000 at 6.125% due February 2041
|
|
650,000
|
|
|
650,000
|
|
||
$400,000 at 6.2% due September 2043
|
|
400,000
|
|
|
400,000
|
|
||
$700,000 at 4.95% due July 2047
|
|
700,000
|
|
|
700,000
|
|
||
$1,000,000 at 5.2% due July 2048
|
|
1,000,000
|
|
|
450,000
|
|
||
$750,000 at 4.45% due September 2049
|
|
750,000
|
|
|
—
|
|
||
Guardian Pipeline
|
|
|
|
|
||||
Weighted average 7.85% due December 2022
|
|
21,307
|
|
|
28,957
|
|
||
Total debt
|
|
12,813,704
|
|
|
9,451,354
|
|
||
Unamortized portion of terminated swaps
|
|
15,032
|
|
|
16,750
|
|
||
Unamortized debt issuance costs and discounts
|
|
(121,329
|
)
|
|
(87,120
|
)
|
||
Current maturities of long-term debt
|
|
(7,650
|
)
|
|
(507,650
|
)
|
||
Short-term borrowings (a)
|
|
(220,000
|
)
|
|
—
|
|
||
Long-term debt
|
|
$
|
12,479,757
|
|
|
$
|
8,873,334
|
|
|
|
Senior Unsecured
Obligations
|
|
Guardian
Pipeline
|
|
Total
|
||||||
|
|
(Millions of dollars)
|
||||||||||
2020
|
|
$
|
—
|
|
|
$
|
7.7
|
|
|
$
|
7.7
|
|
2021
|
|
$
|
1,250.0
|
|
|
$
|
7.7
|
|
|
$
|
1,257.7
|
|
2022
|
|
$
|
1,447.4
|
|
|
$
|
5.9
|
|
|
$
|
1,453.3
|
|
2023
|
|
$
|
925.0
|
|
|
$
|
—
|
|
|
$
|
925.0
|
|
2024
|
|
$
|
500.0
|
|
|
$
|
—
|
|
|
$
|
500.0
|
|
G.
|
EQUITY
|
H.
|
ACCUMULATED OTHER COMPREHENSIVE LOSS
|
|
|
Risk-
Management
Assets/Liabilities (a)
|
|
Retirement and Other
Postretirement
Benefit Plan
Obligations (a) (b)
|
|
Risk-
Management
Assets/Liabilities of
Unconsolidated
Affiliates (a)
|
|
Accumulated
Other
Comprehensive
Loss (a)
|
||||||||
|
|
(Thousands of dollars)
|
||||||||||||||
January 1, 2018
|
|
$
|
(81,915
|
)
|
|
$
|
(105,411
|
)
|
|
$
|
(1,204
|
)
|
|
$
|
(188,530
|
)
|
Beginning balance adjustments (c)
|
|
3,078
|
|
|
(805
|
)
|
|
(2,273
|
)
|
|
—
|
|
||||
Other comprehensive income (loss) before reclassifications
|
|
(5,673
|
)
|
|
(8,116
|
)
|
|
2,396
|
|
|
(11,393
|
)
|
||||
Amounts reclassified to net income
|
|
36,870
|
|
|
12,887
|
|
|
28
|
|
|
49,785
|
|
||||
Other comprehensive income (loss) attributable to ONEOK
|
|
31,197
|
|
|
4,771
|
|
|
2,424
|
|
|
38,392
|
|
||||
Impact of adoption of ASU 2018-02 (d)
|
|
(17,020
|
)
|
|
(20,340
|
)
|
|
(741
|
)
|
|
(38,101
|
)
|
||||
December 31, 2018
|
|
(64,660
|
)
|
|
(121,785
|
)
|
|
(1,794
|
)
|
|
(188,239
|
)
|
||||
Other comprehensive loss before reclassifications
|
|
(147,803
|
)
|
|
(19,490
|
)
|
|
(7,275
|
)
|
|
(174,568
|
)
|
||||
Amounts reclassified to net income
|
|
(21,057
|
)
|
|
9,794
|
|
|
70
|
|
|
(11,193
|
)
|
||||
Other comprehensive income (loss)
|
|
(168,860
|
)
|
|
(9,696
|
)
|
|
(7,205
|
)
|
|
(185,761
|
)
|
||||
December 31, 2019
|
|
$
|
(233,520
|
)
|
|
$
|
(131,481
|
)
|
|
$
|
(8,999
|
)
|
|
$
|
(374,000
|
)
|
|
|
Risk-
Management
Assets/Liabilities (a)
|
||
|
|
(Thousands of dollars)
|
||
Commodity derivative instruments expected to be realized within the next 24 months (b)
|
|
$
|
28,119
|
|
Settled interest-rate swaps to be recognized over the life of the long-term, fixed-rate debt (c)
|
|
(106,592
|
)
|
|
Interest-rate swaps with future settlement dates expected to be amortized over the life of long-term debt
|
|
(155,047
|
)
|
|
Accumulated other comprehensive loss at December 31, 2019
|
|
$
|
(233,520
|
)
|
Details about Accumulated Other
Comprehensive Loss Components
|
|
Years Ended December 31,
|
|
Affected Line Item in the
Consolidated Statements of Income
|
||||||||||
2019
|
|
2018
|
|
2017
|
||||||||||
|
|
(Thousands of dollars)
|
|
|
||||||||||
Risk-management assets/liabilities
|
|
|
|
|
|
|
|
|
||||||
Commodity contracts
|
|
$
|
50,345
|
|
|
$
|
(29,596
|
)
|
|
$
|
(69,561
|
)
|
|
Commodity sales revenues/ cost of sales and fuel
|
Interest-rate contracts
|
|
(23,230
|
)
|
|
(18,287
|
)
|
|
(21,025
|
)
|
|
Interest expense
|
|||
|
|
27,115
|
|
|
(47,883
|
)
|
|
(90,586
|
)
|
|
Income before income taxes
|
|||
|
|
(6,058
|
)
|
|
11,013
|
|
|
26,899
|
|
|
Income taxes
|
|||
|
|
21,057
|
|
|
(36,870
|
)
|
|
(63,687
|
)
|
|
Net income
|
|||
Noncontrolling interests
|
|
—
|
|
|
—
|
|
|
(18,146
|
)
|
|
Less: Net income attributable noncontrolling interests
|
|||
|
|
$
|
21,057
|
|
|
$
|
(36,870
|
)
|
|
$
|
(45,541
|
)
|
|
Net income attributable to ONEOK
|
|
|
|
|
|
|
|
|
|
||||||
Retirement and other postretirement benefit plan obligations (a)
|
|
|
|
|
|
|
|
|
||||||
Amortization of net loss
|
|
$
|
(12,946
|
)
|
|
$
|
(18,398
|
)
|
|
$
|
(15,265
|
)
|
|
Other income (expense)
|
Amortization of unrecognized prior service credit
|
|
227
|
|
|
1,662
|
|
|
1,662
|
|
|
Other income (expense)
|
|||
|
|
(12,719
|
)
|
|
(16,736
|
)
|
|
(13,603
|
)
|
|
Income before income taxes
|
|||
|
|
2,925
|
|
|
3,849
|
|
|
5,441
|
|
|
Income taxes
|
|||
|
|
$
|
(9,794
|
)
|
|
$
|
(12,887
|
)
|
|
$
|
(8,162
|
)
|
|
Net income attributable to ONEOK
|
|
|
|
|
|
|
|
|
|
||||||
Risk-management assets/liabilities of unconsolidated affiliates
|
|
|
|
|
|
|
|
|
|
|
||||
Interest-rate contracts
|
|
$
|
(91
|
)
|
|
$
|
(36
|
)
|
|
$
|
(367
|
)
|
|
Equity in net earnings from investments
|
|
|
21
|
|
|
8
|
|
|
97
|
|
|
Income taxes
|
|||
|
|
(70
|
)
|
|
(28
|
)
|
|
(270
|
)
|
|
Net income
|
|||
Noncontrolling interests
|
|
—
|
|
|
—
|
|
|
(106
|
)
|
|
Less: Net income attributable to noncontrolling interests
|
|||
|
|
$
|
(70
|
)
|
|
$
|
(28
|
)
|
|
$
|
(164
|
)
|
|
Net income attributable to ONEOK
|
|
|
|
|
|
|
|
|
|
||||||
Total reclassifications for the period attributable to ONEOK
|
|
$
|
11,193
|
|
|
$
|
(49,785
|
)
|
|
$
|
(53,867
|
)
|
|
Net income attributable to ONEOK
|
I.
|
EARNINGS PER SHARE
|
|
|
Year Ended December 31, 2019
|
|||||||||
|
|
Income
|
|
Shares
|
|
Per Share
Amount
|
|||||
|
|
(Thousands, except per share amounts)
|
|||||||||
Basic EPS
|
|
|
|
|
|
|
|||||
Net income available for common stock
|
|
$
|
1,277,477
|
|
|
413,560
|
|
|
$
|
3.09
|
|
Diluted EPS
|
|
|
|
|
|
|
|||||
Effect of dilutive securities
|
|
—
|
|
|
1,884
|
|
|
|
|||
Net income available for common stock and common stock equivalents
|
|
$
|
1,277,477
|
|
|
415,444
|
|
|
$
|
3.07
|
|
|
|
Year Ended December 31, 2018
|
|||||||||
|
|
Income
|
|
Shares
|
|
Per Share
Amount
|
|||||
|
|
(Thousands, except per share amounts)
|
|||||||||
Basic EPS
|
|
|
|
|
|
|
|||||
Net income attributable to ONEOK available for common stock
|
|
$
|
1,150,603
|
|
|
411,485
|
|
|
$
|
2.80
|
|
Diluted EPS
|
|
|
|
|
|
|
|||||
Effect of dilutive securities
|
|
—
|
|
|
2,710
|
|
|
|
|||
Net income attributable to ONEOK available for common stock and common stock equivalents
|
|
$
|
1,150,603
|
|
|
414,195
|
|
|
$
|
2.78
|
|
|
|
Year Ended December 31, 2017
|
|||||||||
|
|
Income
|
|
Shares
|
|
Per Share
Amount
|
|||||
|
|
(Thousands, except per share amounts)
|
|||||||||
Basic EPS
|
|
|
|
|
|
|
|||||
Net income attributable to ONEOK available for common stock
|
|
$
|
387,074
|
|
|
297,477
|
|
|
$
|
1.30
|
|
Diluted EPS
|
|
|
|
|
|
|
|||||
Effect of dilutive securities
|
|
—
|
|
|
2,303
|
|
|
|
|||
Net income attributable to ONEOK available for common stock and common stock equivalents
|
|
$
|
387,074
|
|
|
299,780
|
|
|
$
|
1.29
|
|
J.
|
SHARE-BASED PAYMENTS
|
|
|
Number of
Units
|
|
Weighted
Average Price
|
|||
Nonvested December 31, 2018
|
|
1,025,193
|
|
|
$
|
34.68
|
|
Granted
|
|
262,399
|
|
|
$
|
58.07
|
|
Released to participants
|
|
(541,871
|
)
|
|
$
|
19.73
|
|
Forfeited
|
|
(46,731
|
)
|
|
$
|
49.61
|
|
Nonvested December 31, 2019
|
|
698,990
|
|
|
$
|
54.05
|
|
|
|
2019
|
|
2018
|
|
2017
|
||||||
Weighted-average grant date fair value (per share)
|
|
$
|
58.07
|
|
|
$
|
46.94
|
|
|
$
|
45.11
|
|
Fair value of units granted (thousands of dollars)
|
|
$
|
15,238
|
|
|
$
|
13,907
|
|
|
$
|
12,685
|
|
Grant date fair value of units vested (thousands of dollars)
|
|
$
|
10,691
|
|
|
$
|
9,552
|
|
|
$
|
7,258
|
|
|
|
Number of
Units
|
|
Weighted
Average Price
|
|||
Nonvested December 31, 2018
|
|
1,243,643
|
|
|
$
|
44.08
|
|
Granted
|
|
338,427
|
|
|
$
|
68.02
|
|
Released to participants
|
|
(636,628
|
)
|
|
$
|
23.59
|
|
Forfeited
|
|
(7,621
|
)
|
|
$
|
39.54
|
|
Nonvested December 31, 2019
|
|
937,821
|
|
|
$
|
66.67
|
|
|
|
2019
|
|
2018
|
|
2017
|
Volatility (a)
|
|
27.10%
|
|
39.20%
|
|
40.59%
|
Dividend yield
|
|
5.05%
|
|
5.49%
|
|
4.68%
|
Risk-free interest rate
|
|
2.47%
|
|
2.44%
|
|
1.49%
|
|
|
2019
|
|
2018
|
|
2017
|
||||||
Weighted-average grant date fair value (per share)
|
|
$
|
68.02
|
|
|
$
|
59.57
|
|
|
$
|
56.65
|
|
Fair value of units granted (thousands of dollars)
|
|
$
|
23,020
|
|
|
$
|
22,081
|
|
|
$
|
17,621
|
|
Grant date fair value of units vested (thousands of dollars)
|
|
$
|
15,018
|
|
|
$
|
12,545
|
|
|
$
|
8,704
|
|
K.
|
EMPLOYEE BENEFIT PLANS
|
|
|
Retirement Benefits
|
|
Other Postretirement Benefits
|
||||||||||||
|
|
December 31,
|
|
December 31,
|
||||||||||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Change in benefit obligation
|
|
(Thousands of dollars)
|
||||||||||||||
Benefit obligation, beginning of period
|
|
$
|
466,994
|
|
|
$
|
481,615
|
|
|
$
|
46,840
|
|
|
$
|
57,938
|
|
Service cost
|
|
7,825
|
|
|
7,339
|
|
|
468
|
|
|
845
|
|
||||
Interest cost
|
|
20,528
|
|
|
17,659
|
|
|
2,038
|
|
|
2,108
|
|
||||
Plan participants’ contributions
|
|
—
|
|
|
—
|
|
|
1,142
|
|
|
1,050
|
|
||||
Actuarial loss (gain)
|
|
55,954
|
|
|
(24,345
|
)
|
|
5,101
|
|
|
(10,233
|
)
|
||||
Benefits paid
|
|
(16,452
|
)
|
|
(15,274
|
)
|
|
(3,280
|
)
|
|
(4,868
|
)
|
||||
Benefit obligation, end of period
|
|
534,849
|
|
|
466,994
|
|
|
52,309
|
|
|
46,840
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Change in plan assets
|
|
|
|
|
|
|
|
|
|
|
||||||
Fair value of plan assets, beginning of period
|
|
290,684
|
|
|
306,008
|
|
|
30,800
|
|
|
34,133
|
|
||||
Actual return on plan assets
|
|
58,060
|
|
|
(12,350
|
)
|
|
8,087
|
|
|
(998
|
)
|
||||
Employer contributions
|
|
14,500
|
|
|
12,300
|
|
|
2,000
|
|
|
1,100
|
|
||||
Plan participants’ contributions
|
|
—
|
|
|
—
|
|
|
1,142
|
|
|
1,050
|
|
||||
Benefits paid
|
|
(16,452
|
)
|
|
(15,274
|
)
|
|
(2,969
|
)
|
|
(4,485
|
)
|
||||
Fair value of plan assets, end of period
|
|
346,792
|
|
|
290,684
|
|
|
39,060
|
|
|
30,800
|
|
||||
Balance at December 31
|
|
$
|
(188,057
|
)
|
|
$
|
(176,310
|
)
|
|
$
|
(13,249
|
)
|
|
$
|
(16,040
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
Current liabilities
|
|
$
|
(4,616
|
)
|
|
$
|
(4,514
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Noncurrent liabilities
|
|
(183,441
|
)
|
|
(171,796
|
)
|
|
(13,249
|
)
|
|
(16,040
|
)
|
||||
Balance at December 31
|
|
$
|
(188,057
|
)
|
|
$
|
(176,310
|
)
|
|
$
|
(13,249
|
)
|
|
$
|
(16,040
|
)
|
|
|
Retirement Benefits
|
|
Other Postretirement Benefits
|
||||||||||||||||||||
|
|
Years Ended December 31,
|
|
Years Ended December 31,
|
||||||||||||||||||||
|
|
2019
|
|
2018
|
|
2017
|
|
2019
|
|
2018
|
|
2017
|
||||||||||||
|
|
(Thousands of dollars)
|
||||||||||||||||||||||
Components of net periodic benefit cost
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Service cost
|
|
$
|
7,825
|
|
|
$
|
7,339
|
|
|
$
|
6,896
|
|
|
$
|
468
|
|
|
$
|
845
|
|
|
$
|
662
|
|
Interest cost
|
|
20,528
|
|
|
17,659
|
|
|
18,645
|
|
|
2,038
|
|
|
2,108
|
|
|
2,261
|
|
||||||
Expected return on plan assets
|
|
(23,600
|
)
|
|
(23,917
|
)
|
|
(21,376
|
)
|
|
(2,285
|
)
|
|
(2,690
|
)
|
|
(2,257
|
)
|
||||||
Amortization of prior service credit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(227
|
)
|
|
(1,662
|
)
|
|
(1,662
|
)
|
||||||
Amortization of net loss
|
|
12,649
|
|
|
17,060
|
|
|
13,586
|
|
|
297
|
|
|
1,338
|
|
|
1,679
|
|
||||||
Net periodic benefit cost
|
|
$
|
17,402
|
|
|
$
|
18,141
|
|
|
$
|
17,751
|
|
|
$
|
291
|
|
|
$
|
(61
|
)
|
|
$
|
683
|
|
|
|
Retirement Benefits
|
|
Other Postretirement Benefits
|
||||||||||||||||||||
|
|
Years Ended December 31,
|
|
Years Ended December 31,
|
||||||||||||||||||||
|
|
2019
|
|
2018
|
|
2017
|
|
2019
|
|
2018
|
|
2017
|
||||||||||||
|
|
(Thousands of dollars)
|
||||||||||||||||||||||
Net gain (loss)
|
|
$
|
(25,389
|
)
|
|
$
|
(16,351
|
)
|
|
$
|
(16,572
|
)
|
|
$
|
700
|
|
|
$
|
6,545
|
|
|
$
|
(328
|
)
|
Prior service cost
|
|
(601
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Amortization of prior service credit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(227
|
)
|
|
(1,662
|
)
|
|
(1,662
|
)
|
||||||
Amortization of net loss
|
|
12,649
|
|
|
17,060
|
|
|
13,586
|
|
|
297
|
|
|
1,338
|
|
|
1,679
|
|
||||||
Deferred income taxes (a)
|
|
3,068
|
|
|
(18,928
|
)
|
|
(960
|
)
|
|
(177
|
)
|
|
(2,831
|
)
|
|
82
|
|
||||||
Total recognized in other comprehensive income (loss)
|
|
$
|
(10,273
|
)
|
|
$
|
(18,219
|
)
|
|
$
|
(3,946
|
)
|
|
$
|
593
|
|
|
$
|
3,390
|
|
|
$
|
(229
|
)
|
|
|
Retirement Benefits
|
|
Other Postretirement Benefits
|
||||||||||||
|
|
December 31,
|
|
December 31,
|
||||||||||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
|
(Thousands of dollars)
|
||||||||||||||
Prior service credit (cost)
|
|
$
|
(601
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
227
|
|
Accumulated loss
|
|
(172,952
|
)
|
|
(160,212
|
)
|
|
(4,110
|
)
|
|
(5,108
|
)
|
||||
Accumulated other comprehensive loss
|
|
(173,553
|
)
|
|
(160,212
|
)
|
|
(4,110
|
)
|
|
(4,881
|
)
|
||||
Deferred income taxes
|
|
46,354
|
|
|
43,286
|
|
|
1,389
|
|
|
1,567
|
|
||||
Accumulated other comprehensive loss, net of tax
|
|
$
|
(127,199
|
)
|
|
$
|
(116,926
|
)
|
|
$
|
(2,721
|
)
|
|
$
|
(3,314
|
)
|
|
|
Retirement Benefits
|
|
Other Postretirement Benefits
|
||||
|
|
December 31,
|
|
December 31,
|
||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
Discount rate
|
|
3.50%
|
|
4.50%
|
|
3.50%
|
|
4.50%
|
Compensation increase rate
|
|
3.70%
|
|
3.65%
|
|
NA
|
|
NA
|
|
|
Years Ended December 31,
|
||||
|
|
2019
|
|
2018
|
|
2017
|
Discount rate - retirement plans
|
|
4.50%
|
|
3.75%
|
|
4.50%
|
Discount rate - other postretirement plans
|
|
4.50%
|
|
3.75%
|
|
4.25%
|
Expected long-term return on plan assets
|
|
7.50%
|
|
8.00%
|
|
7.75%
|
Compensation increase rate
|
|
3.65%
|
|
3.00%
|
|
3.10%
|
|
|
2019
|
|
2018
|
Health care cost-trend rate assumed for next year
|
|
7.00%
|
|
6.50%
|
Rate to which the cost-trend rate is assumed to decline
(the ultimate trend rate)
|
|
5.00%
|
|
5.00%
|
Year that the rate reaches the ultimate trend rate
|
|
2024
|
|
2022
|
|
|
Pension Benefits
|
||||||||||||||||||||||
|
|
December 31, 2019
|
||||||||||||||||||||||
Asset Category
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Subtotal
|
|
Measured at NAV (d)
|
|
Total
|
||||||||||||
|
|
(Thousands of dollars)
|
||||||||||||||||||||||
Investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Equity securities (a)
|
|
$
|
47
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
47
|
|
|
$
|
149,985
|
|
|
$
|
150,032
|
|
Real estate funds
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
23,885
|
|
|
23,885
|
|
||||||
Government obligations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
50,708
|
|
|
50,708
|
|
||||||
Corporate obligations (b)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
85,898
|
|
|
85,898
|
|
||||||
Common/collective trusts
|
|
—
|
|
|
3,263
|
|
|
—
|
|
|
3,263
|
|
|
—
|
|
|
3,263
|
|
||||||
Cash
|
|
63
|
|
|
—
|
|
|
—
|
|
|
63
|
|
|
—
|
|
|
63
|
|
||||||
Other investments (c)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
32,943
|
|
|
32,943
|
|
||||||
Fair value of plan assets
|
|
$
|
110
|
|
|
$
|
3,263
|
|
|
$
|
—
|
|
|
$
|
3,373
|
|
|
$
|
343,419
|
|
|
$
|
346,792
|
|
|
|
Pension Benefits
|
||||||||||||||||||||||
|
|
December 31, 2018
|
||||||||||||||||||||||
Asset Category
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Subtotal
|
|
Measured at NAV (d)
|
|
Total
|
||||||||||||
|
|
(Thousands of dollars)
|
||||||||||||||||||||||
Investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Equity securities (a)
|
|
$
|
58
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
58
|
|
|
$
|
116,790
|
|
|
$
|
116,848
|
|
Real estate funds
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20,569
|
|
|
20,569
|
|
||||||
Government obligations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
48,913
|
|
|
48,913
|
|
||||||
Corporate obligations (b)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
69,377
|
|
|
69,377
|
|
||||||
Common/collective trusts
|
|
—
|
|
|
3,961
|
|
|
—
|
|
|
3,961
|
|
|
—
|
|
|
3,961
|
|
||||||
Cash
|
|
95
|
|
|
—
|
|
|
—
|
|
|
95
|
|
|
—
|
|
|
95
|
|
||||||
Other investments (c)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30,921
|
|
|
30,921
|
|
||||||
Fair value of plan assets
|
|
$
|
153
|
|
|
$
|
3,961
|
|
|
$
|
—
|
|
|
$
|
4,114
|
|
|
$
|
286,570
|
|
|
$
|
290,684
|
|
|
|
Other Postretirement Benefits
|
||||||||||||||
|
|
December 31, 2019
|
||||||||||||||
Asset Category
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
|
|
(Thousands of dollars)
|
||||||||||||||
Investments:
|
|
|
|
|
|
|
|
|
||||||||
Equity securities (a)
|
|
$
|
2,043
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,043
|
|
Money market funds
|
|
—
|
|
|
2,428
|
|
|
—
|
|
|
2,428
|
|
||||
Insurance and group annuity contracts
|
|
—
|
|
|
34,589
|
|
|
—
|
|
|
34,589
|
|
||||
Fair value of plan assets
|
|
$
|
2,043
|
|
|
$
|
37,017
|
|
|
$
|
—
|
|
|
$
|
39,060
|
|
|
|
Other Postretirement Benefits
|
||||||||||||||
|
|
December 31, 2018
|
||||||||||||||
Asset Category
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
|
|
(Thousands of dollars)
|
||||||||||||||
Investments:
|
|
|
|
|
|
|
|
|
||||||||
Equity securities (a)
|
|
$
|
1,792
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,792
|
|
Money market funds
|
|
1
|
|
|
413
|
|
|
—
|
|
|
414
|
|
||||
Insurance and group annuity contracts
|
|
—
|
|
|
28,594
|
|
|
—
|
|
|
28,594
|
|
||||
Fair value of plan assets
|
|
$
|
1,793
|
|
|
$
|
29,007
|
|
|
$
|
—
|
|
|
$
|
30,800
|
|
|
|
Pension
Benefits
|
|
Other Postretirement
Benefits
|
||||
Benefits to be paid in:
|
|
(Thousands of dollars)
|
||||||
2020
|
|
$
|
18,277
|
|
|
$
|
3,422
|
|
2021
|
|
$
|
19,252
|
|
|
$
|
3,399
|
|
2022
|
|
$
|
20,202
|
|
|
$
|
3,519
|
|
2023
|
|
$
|
21,170
|
|
|
$
|
3,454
|
|
2024
|
|
$
|
22,228
|
|
|
$
|
3,446
|
|
2025 through 2029
|
|
$
|
123,959
|
|
|
$
|
16,385
|
|
L.
|
INCOME TAXES
|
|
|
Years Ended December 31,
|
||||||||||
|
|
2019
|
|
2018
|
|
2017
|
||||||
|
|
(Thousands of dollars)
|
||||||||||
Current tax expense (benefit)
|
|
|
|
|
|
|
||||||
Federal
|
|
$
|
(1,278
|
)
|
|
$
|
260
|
|
|
$
|
295
|
|
State
|
|
963
|
|
|
1,633
|
|
|
1,670
|
|
|||
Total current tax expense (benefit)
|
|
(315
|
)
|
|
1,893
|
|
|
1,965
|
|
|||
Deferred tax expense
|
|
|
|
|
|
|
|
|||||
Federal
|
|
327,806
|
|
|
319,551
|
|
|
376,728
|
|
|||
State
|
|
44,923
|
|
|
41,459
|
|
|
68,589
|
|
|||
Total deferred tax expense
|
|
372,729
|
|
|
361,010
|
|
|
445,317
|
|
|||
Total provision for income taxes
|
|
$
|
372,414
|
|
|
$
|
362,903
|
|
|
$
|
447,282
|
|
|
|
Years Ended December 31,
|
||||||||||
|
|
2019
|
|
2018
|
|
2017
|
||||||
|
|
(Thousands of dollars)
|
||||||||||
Income before income taxes
|
|
$
|
1,650,991
|
|
|
$
|
1,517,935
|
|
|
$
|
1,040,801
|
|
Less: Net income attributable to noncontrolling interests
|
|
—
|
|
|
3,329
|
|
|
205,678
|
|
|||
Net income attributable to ONEOK before income taxes
|
|
1,650,991
|
|
|
1,514,606
|
|
|
835,123
|
|
|||
Federal statutory income tax rate
|
|
21.0
|
%
|
|
21.0
|
%
|
|
35.0
|
%
|
|||
Provision for federal income taxes
|
|
346,708
|
|
|
318,067
|
|
|
292,293
|
|
|||
State income taxes, net of federal benefit
|
|
34,545
|
|
|
38,668
|
|
|
16,197
|
|
|||
Deferred tax rate change, inclusive of valuation allowance
|
|
11,340
|
|
|
5,552
|
|
|
141,283
|
|
|||
Excess tax benefits from share-based compensation
|
|
(20,983
|
)
|
|
(4,644
|
)
|
|
—
|
|
|||
Other, net
|
|
804
|
|
|
5,260
|
|
|
(2,491
|
)
|
|||
Income tax provision
|
|
$
|
372,414
|
|
|
$
|
362,903
|
|
|
$
|
447,282
|
|
|
|
December 31,
2019 |
|
December 31,
2018 |
||||
Deferred tax assets
|
|
(Thousands of dollars)
|
||||||
Employee benefits and other accrued liabilities
|
|
$
|
99,510
|
|
|
$
|
91,587
|
|
Federal net operating loss
|
|
858,030
|
|
|
420,318
|
|
||
State net operating loss and benefits
|
|
171,779
|
|
|
108,004
|
|
||
Derivative instruments
|
|
83,710
|
|
|
22,108
|
|
||
Other
|
|
12,769
|
|
|
13,378
|
|
||
Total deferred tax assets
|
|
1,225,798
|
|
|
655,395
|
|
||
Valuation allowance for state net operating loss and tax credits
|
|
|
|
|
||||
Carryforward expected to expire prior to utilization
|
|
(94,794
|
)
|
|
(73,820
|
)
|
||
Net deferred tax assets
|
|
1,131,004
|
|
|
581,575
|
|
||
Deferred tax liabilities
|
|
|
|
|
||||
Excess of tax over book depreciation
|
|
84,631
|
|
|
73,113
|
|
||
Investment in partnerships (a)
|
|
1,582,436
|
|
|
728,193
|
|
||
Total deferred tax liabilities
|
|
1,667,067
|
|
|
801,306
|
|
||
Net deferred tax assets (liabilities)
|
|
$
|
(536,063
|
)
|
|
$
|
(219,731
|
)
|
M.
|
UNCONSOLIDATED AFFILIATES
|
|
|
Net
Ownership
Interest
|
|
December 31,
2019 |
|
December 31,
2018 |
||||
|
|
|
|
(Thousands of dollars)
|
||||||
Northern Border Pipeline
|
|
50%
|
|
$
|
307,209
|
|
|
$
|
381,623
|
|
Overland Pass Pipeline
|
|
50%
|
|
417,473
|
|
|
429,295
|
|
||
Roadrunner
|
|
50%
|
|
80,816
|
|
|
93,857
|
|
||
Other
|
|
Various
|
|
56,346
|
|
|
64,375
|
|
||
Investments in unconsolidated affiliates (a)
|
|
$
|
861,844
|
|
|
$
|
969,150
|
|
|
|
Years Ended December 31,
|
||||||||||
|
|
2019
|
|
2018
|
|
2017
|
||||||
|
|
(Thousands of dollars)
|
||||||||||
Northern Border Pipeline
|
|
$
|
68,871
|
|
|
$
|
67,854
|
|
|
$
|
68,153
|
|
Overland Pass Pipeline
|
|
63,698
|
|
|
65,887
|
|
|
60,067
|
|
|||
Roadrunner
|
|
26,839
|
|
|
22,993
|
|
|
19,150
|
|
|||
Other
|
|
(4,867
|
)
|
|
1,649
|
|
|
11,908
|
|
|||
Equity in net earnings from investments
|
|
$
|
154,541
|
|
|
$
|
158,383
|
|
|
$
|
159,278
|
|
Impairment of equity investments
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(4,270
|
)
|
|
|
December 31,
2019 |
|
December 31,
2018 |
||||
|
|
(Thousands of dollars)
|
||||||
Balance Sheet
|
|
|
|
|
||||
Current assets
|
|
$
|
149,564
|
|
|
$
|
158,723
|
|
Property, plant and equipment, net
|
|
$
|
2,314,631
|
|
|
$
|
2,413,662
|
|
Other noncurrent assets
|
|
$
|
13,252
|
|
|
$
|
16,273
|
|
Current liabilities
|
|
$
|
88,142
|
|
|
$
|
83,057
|
|
Long-term debt
|
|
$
|
581,327
|
|
|
$
|
480,731
|
|
Other noncurrent liabilities
|
|
$
|
76,685
|
|
|
$
|
47,826
|
|
Accumulated other comprehensive income (loss)
|
|
$
|
(28,373
|
)
|
|
$
|
2,053
|
|
Owners’ equity
|
|
$
|
1,759,666
|
|
|
$
|
1,974,991
|
|
|
|
Years Ended December 31,
|
||||||||||
|
|
2019
|
|
2018
|
|
2017
|
||||||
|
|
(Thousands of dollars)
|
||||||||||
Income Statement
|
|
|
|
|
|
|
||||||
Revenues
|
|
$
|
634,135
|
|
|
$
|
637,762
|
|
|
$
|
639,102
|
|
Operating expenses
|
|
$
|
291,210
|
|
|
$
|
276,373
|
|
|
$
|
277,121
|
|
Net income
|
|
$
|
315,274
|
|
|
$
|
337,694
|
|
|
$
|
347,692
|
|
|
|
|
|
|
|
|
||||||
Distributions paid to us (a)
|
|
$
|
257,644
|
|
|
$
|
197,285
|
|
|
$
|
196,114
|
|
N.
|
COMMITMENTS AND CONTINGENCIES
|
|
|
Firm
Transportation
and Storage
Contracts
|
||
|
|
(Millions of dollars)
|
||
2020
|
|
$
|
61.6
|
|
2021
|
|
48.1
|
|
|
2022
|
|
40.1
|
|
|
2023
|
|
36.4
|
|
|
2024
|
|
34.3
|
|
|
Thereafter
|
|
177.9
|
|
|
Total
|
|
$
|
398.4
|
|
O.
|
LEASES
|
|
|
Year Ended
|
||
|
|
December 31, 2019
|
||
|
|
(Thousands of dollars)
|
||
Cash paid for amounts included in the measurement of lease liabilities
|
|
|
||
Operating cash flows for operating leases
|
|
$
|
6,213
|
|
Financing cash flows for finance lease
|
|
$
|
1,764
|
|
Right-of-use assets obtained in exchange for operating lease liabilities (noncash)
|
|
$
|
4,097
|
|
Leases
|
Location in our Consolidated Balance Sheet
|
|
December 31, 2019
|
||
|
|
|
(Thousands of dollars)
|
||
Assets
|
|
|
|
||
Operating leases
|
Other assets
|
|
$
|
15,147
|
|
Finance lease
|
Property, plant and equipment
|
|
28,286
|
|
|
Finance lease
|
Accumulated depreciation
|
|
(1,320
|
)
|
|
Total leased assets
|
|
|
$
|
42,113
|
|
|
|
|
|
||
Liabilities
|
|
|
|
||
Current
|
|
|
|
||
Operating leases
|
Other current liabilities
|
|
$
|
1,883
|
|
Finance lease
|
Finance lease liability
|
|
1,949
|
|
|
Noncurrent
|
|
|
|
||
Operating leases
|
Other deferred credits
|
|
13,509
|
|
|
Finance lease
|
Finance lease liability
|
|
24,296
|
|
|
Total lease liabilities
|
|
|
$
|
41,637
|
|
|
|
|
Year Ended December 31, 2019
|
At December 31, 2019
|
||||
|
Location in our
Consolidated
Statement of Income
|
Lease Cost
|
Weighted-Average
Remaining
Lease Term
|
|
Weighted-Average
Discount
Rate (a)
|
|||
|
|
|
(Thousands of dollars)
|
(Years)
|
|
|
||
Operating leases
|
Operations and maintenance
|
|
$
|
6,803
|
|
10.4
|
|
4.58%
|
Finance lease
|
|
|
|
8.8
|
|
10.00%
|
||
Amortization of lease assets
|
Depreciation and amortization
|
|
1,131
|
|
|
|
|
|
Interest on lease liabilities
|
Interest expense
|
|
2,721
|
|
|
|
|
|
Total lease cost
|
|
|
$
|
10,655
|
|
|
|
|
|
|
Finance
Lease
|
|
Operating
Leases
|
||||
|
|
(Millions of dollars)
|
||||||
2020
|
|
$
|
4.5
|
|
|
$
|
2.5
|
|
2021
|
|
4.5
|
|
|
2.1
|
|
||
2022
|
|
4.5
|
|
|
2.0
|
|
||
2023
|
|
4.5
|
|
|
1.9
|
|
||
2024
|
|
4.5
|
|
|
1.9
|
|
||
2025 and beyond
|
|
17.1
|
|
|
9.2
|
|
||
Total lease payments
|
|
39.6
|
|
|
19.6
|
|
||
Less: Interest
|
|
13.4
|
|
|
4.2
|
|
||
Present value of lease liabilities
|
|
$
|
26.2
|
|
|
$
|
15.4
|
|
P.
|
REVENUES
|
Contract Assets
|
|
(Millions of dollars)
|
||
Balance at January 1, 2018 (a)
|
|
$
|
6.4
|
|
Amounts invoiced in excess of revenue recognized
|
|
(0.9
|
)
|
|
Net additions
|
|
0.7
|
|
|
Balance at December 31, 2018 (b)
|
|
6.2
|
|
|
Amounts invoiced in excess of revenue recognized
|
|
(1.7
|
)
|
|
Net additions
|
|
0.5
|
|
|
Balance at December 31, 2019 (c)
|
|
$
|
5.0
|
|
Contract Liabilities
|
|
(Millions of dollars)
|
||
Balance at January 1, 2018 (a)
|
|
$
|
33.3
|
|
Revenue recognized included in beginning balance
|
|
(19.5
|
)
|
|
Net additions
|
|
17.9
|
|
|
Balance at December 31, 2018 (b)
|
|
31.7
|
|
|
Revenue recognized included in beginning balance
|
|
(15.6
|
)
|
|
Net additions
|
|
41.0
|
|
|
Balance at December 31, 2019 (c)
|
|
$
|
57.1
|
|
Expected Period of Recognition in Revenue
|
|
(Millions of dollars)
|
||
2020
|
|
$
|
343.5
|
|
2021
|
|
290.4
|
|
|
2022
|
|
214.8
|
|
|
2023
|
|
166.4
|
|
|
2024 and beyond
|
|
807.2
|
|
|
Total estimated transaction price allocated to unsatisfied performance obligations
|
|
$
|
1,822.3
|
|
Q.
|
SEGMENTS
|
•
|
our Natural Gas Gathering and Processing segment gathers, treats and processes natural gas;
|
•
|
our Natural Gas Liquids segment gathers, treats, fractionates and transports NGLs and stores, markets and distributes NGL products; and
|
•
|
our Natural Gas Pipelines segment operates regulated interstate and intrastate natural gas transmission pipelines and natural gas storage facilities.
|
Year Ended December 31, 2019
|
|
Natural Gas
Gathering and
Processing
|
|
Natural Gas
Liquids (a)
|
|
Natural Gas
Pipelines (b)
|
|
Total
Segments
|
||||||||
|
|
(Thousands of dollars)
|
||||||||||||||
NGL and condensate sales
|
|
$
|
1,224,378
|
|
|
$
|
7,910,833
|
|
|
$
|
—
|
|
|
$
|
9,135,211
|
|
Residue natural gas sales
|
|
966,149
|
|
|
—
|
|
|
1,244
|
|
|
967,393
|
|
||||
Gathering, processing and exchange services revenue
|
|
164,299
|
|
|
414,238
|
|
|
—
|
|
|
578,537
|
|
||||
Transportation and storage revenue
|
|
—
|
|
|
197,483
|
|
|
466,266
|
|
|
663,749
|
|
||||
Other
|
|
13,813
|
|
|
9,962
|
|
|
4,477
|
|
|
28,252
|
|
||||
Total revenues (c)
|
|
2,368,639
|
|
|
8,532,516
|
|
|
471,987
|
|
|
11,373,142
|
|
||||
Cost of sales and fuel (exclusive of depreciation and operating costs)
|
|
(1,302,310
|
)
|
|
(6,690,918
|
)
|
|
(4,628
|
)
|
|
(7,997,856
|
)
|
||||
Operating costs
|
|
(368,352
|
)
|
|
(456,892
|
)
|
|
(157,230
|
)
|
|
(982,474
|
)
|
||||
Equity in net earnings from investments
|
|
(6,292
|
)
|
|
65,123
|
|
|
95,710
|
|
|
154,541
|
|
||||
Noncash compensation expense and other
|
|
10,965
|
|
|
15,936
|
|
|
2,977
|
|
|
29,878
|
|
||||
Segment adjusted EBITDA
|
|
$
|
702,650
|
|
|
$
|
1,465,765
|
|
|
$
|
408,816
|
|
|
$
|
2,577,231
|
|
|
|
|
|
|
|
|
|
|
||||||||
Depreciation and amortization
|
|
$
|
(219,519
|
)
|
|
$
|
(196,132
|
)
|
|
$
|
(57,250
|
)
|
|
$
|
(472,901
|
)
|
Investments in unconsolidated affiliates
|
|
$
|
34,426
|
|
|
$
|
439,393
|
|
|
$
|
388,025
|
|
|
$
|
861,844
|
|
Total assets
|
|
$
|
6,795,744
|
|
|
$
|
12,551,476
|
|
|
$
|
2,094,072
|
|
|
$
|
21,441,292
|
|
Capital expenditures
|
|
$
|
926,489
|
|
|
$
|
2,796,604
|
|
|
$
|
99,221
|
|
|
$
|
3,822,314
|
|
Year Ended December 31, 2019
|
|
Total
Segments
|
|
Other and
Eliminations
|
|
Total
|
||||||
|
|
(Thousands of dollars)
|
||||||||||
Reconciliations of total segments to consolidated
|
|
|
|
|
|
|
||||||
NGL and condensate sales
|
|
$
|
9,135,211
|
|
|
$
|
(1,190,424
|
)
|
|
$
|
7,944,787
|
|
Residue natural gas sales
|
|
967,393
|
|
|
(1,418
|
)
|
|
965,975
|
|
|||
Gathering, processing and exchange services revenue
|
|
578,537
|
|
|
—
|
|
|
578,537
|
|
|||
Transportation and storage revenue
|
|
663,749
|
|
|
(15,646
|
)
|
|
648,103
|
|
|||
Other
|
|
28,252
|
|
|
(1,287
|
)
|
|
26,965
|
|
|||
Total revenues (a)
|
|
$
|
11,373,142
|
|
|
$
|
(1,208,775
|
)
|
|
$
|
10,164,367
|
|
|
|
|
|
|
|
|
||||||
Cost of sales and fuel (exclusive of depreciation and operating costs)
|
|
$
|
(7,997,856
|
)
|
|
$
|
1,209,816
|
|
|
$
|
(6,788,040
|
)
|
Operating costs
|
|
$
|
(982,474
|
)
|
|
$
|
(390
|
)
|
|
$
|
(982,864
|
)
|
Depreciation and amortization
|
|
$
|
(472,901
|
)
|
|
$
|
(3,634
|
)
|
|
$
|
(476,535
|
)
|
Equity in net earnings from investments
|
|
$
|
154,541
|
|
|
$
|
—
|
|
|
$
|
154,541
|
|
Investments in unconsolidated affiliates
|
|
$
|
861,844
|
|
|
$
|
—
|
|
|
$
|
861,844
|
|
Total assets
|
|
$
|
21,441,292
|
|
|
$
|
370,829
|
|
|
$
|
21,812,121
|
|
Capital expenditures
|
|
$
|
3,822,314
|
|
|
$
|
26,035
|
|
|
$
|
3,848,349
|
|
Year Ended December 31, 2018
|
|
Natural Gas
Gathering and
Processing
|
|
Natural Gas
Liquids (a)
|
|
Natural Gas
Pipelines (b)
|
|
Total
Segments
|
||||||||
|
|
(Thousands of dollars)
|
||||||||||||||
NGL and condensate sales
|
|
$
|
1,775,991
|
|
|
$
|
10,319,847
|
|
|
$
|
—
|
|
|
$
|
12,095,838
|
|
Residue natural gas sales
|
|
1,084,162
|
|
|
—
|
|
|
9,772
|
|
|
1,093,934
|
|
||||
Gathering, processing and exchange services revenue
|
|
163,194
|
|
|
404,897
|
|
|
—
|
|
|
568,091
|
|
||||
Transportation and storage revenue
|
|
—
|
|
|
199,018
|
|
|
414,969
|
|
|
613,987
|
|
||||
Other
|
|
11,230
|
|
|
10,816
|
|
|
6,994
|
|
|
29,040
|
|
||||
Total revenues (c)
|
|
3,034,577
|
|
|
10,934,578
|
|
|
431,735
|
|
|
14,400,890
|
|
||||
Cost of sales and fuel (exclusive of depreciation and operating costs)
|
|
(2,041,448
|
)
|
|
(9,176,813
|
)
|
|
(15,984
|
)
|
|
(11,234,245
|
)
|
||||
Operating costs
|
|
(368,939
|
)
|
|
(394,115
|
)
|
|
(144,259
|
)
|
|
(907,313
|
)
|
||||
Equity in net earnings from investments
|
|
410
|
|
|
67,126
|
|
|
90,847
|
|
|
158,383
|
|
||||
Noncash compensation expense and other
|
|
7,007
|
|
|
9,829
|
|
|
3,912
|
|
|
20,748
|
|
||||
Segment adjusted EBITDA
|
|
$
|
631,607
|
|
|
$
|
1,440,605
|
|
|
$
|
366,251
|
|
|
$
|
2,438,463
|
|
|
|
|
|
|
|
|
|
|
||||||||
Depreciation and amortization
|
|
$
|
(196,090
|
)
|
|
$
|
(174,007
|
)
|
|
$
|
(55,118
|
)
|
|
$
|
(425,215
|
)
|
Investments in unconsolidated affiliates
|
|
$
|
42,630
|
|
|
$
|
451,040
|
|
|
$
|
475,480
|
|
|
$
|
969,150
|
|
Total assets
|
|
$
|
6,078,473
|
|
|
$
|
9,663,640
|
|
|
$
|
2,131,669
|
|
|
$
|
17,873,782
|
|
Capital expenditures
|
|
$
|
694,611
|
|
|
$
|
1,306,341
|
|
|
$
|
119,185
|
|
|
$
|
2,120,137
|
|
Year Ended December 31, 2018
|
|
Total
Segments
|
|
Other and
Eliminations
|
|
Total
|
||||||
|
|
(Thousands of dollars)
|
||||||||||
Reconciliations of total segments to consolidated
|
|
|
|
|
|
|
||||||
NGL and condensate sales
|
|
$
|
12,095,838
|
|
|
$
|
(1,794,342
|
)
|
|
$
|
10,301,496
|
|
Residue natural gas sales
|
|
1,093,934
|
|
|
(2,832
|
)
|
|
1,091,102
|
|
|||
Gathering, processing and exchange services revenue
|
|
568,091
|
|
|
(21
|
)
|
|
568,070
|
|
|||
Transportation and storage revenue
|
|
613,987
|
|
|
(10,550
|
)
|
|
603,437
|
|
|||
Other
|
|
29,040
|
|
|
51
|
|
|
29,091
|
|
|||
Total revenues (a)
|
|
$
|
14,400,890
|
|
|
$
|
(1,807,694
|
)
|
|
$
|
12,593,196
|
|
|
|
|
|
|
|
|
||||||
Cost of sales and fuel (exclusive of depreciation and operating costs)
|
|
$
|
(11,234,245
|
)
|
|
$
|
1,811,537
|
|
|
$
|
(9,422,708
|
)
|
Operating costs
|
|
$
|
(907,313
|
)
|
|
$
|
245
|
|
|
$
|
(907,068
|
)
|
Depreciation and amortization
|
|
$
|
(425,215
|
)
|
|
$
|
(3,342
|
)
|
|
$
|
(428,557
|
)
|
Equity in net earnings from investments
|
|
$
|
158,383
|
|
|
$
|
—
|
|
|
$
|
158,383
|
|
Investments in unconsolidated affiliates
|
|
$
|
969,150
|
|
|
$
|
—
|
|
|
$
|
969,150
|
|
Total assets
|
|
$
|
17,873,782
|
|
|
$
|
357,889
|
|
|
$
|
18,231,671
|
|
Capital expenditures
|
|
$
|
2,120,137
|
|
|
$
|
21,338
|
|
|
$
|
2,141,475
|
|
Year Ended December 31, 2017
|
|
Natural Gas
Gathering and
Processing
|
|
Natural Gas
Liquids (a)
|
|
Natural Gas
Pipelines (b)
|
|
Total
Segments
|
||||||||
|
|
(Thousands of dollars)
|
||||||||||||||
Sales to unaffiliated customers
|
|
$
|
1,750,655
|
|
|
$
|
10,009,576
|
|
|
$
|
411,490
|
|
|
$
|
12,171,721
|
|
Intersegment revenues
|
|
1,275,919
|
|
|
616,628
|
|
|
8,442
|
|
|
1,900,989
|
|
||||
Total revenues
|
|
3,026,574
|
|
|
10,626,204
|
|
|
419,932
|
|
|
14,072,710
|
|
||||
Cost of sales and fuel (exclusive of depreciation and operating costs)
|
|
(2,216,355
|
)
|
|
(9,176,494
|
)
|
|
(43,424
|
)
|
|
(11,436,273
|
)
|
||||
Operating costs
|
|
(307,376
|
)
|
|
(358,278
|
)
|
|
(125,308
|
)
|
|
(790,962
|
)
|
||||
Equity in net earnings from investments
|
|
12,098
|
|
|
59,876
|
|
|
87,304
|
|
|
159,278
|
|
||||
Other
|
|
3,531
|
|
|
3,631
|
|
|
1,314
|
|
|
8,476
|
|
||||
Segment adjusted EBITDA
|
|
$
|
518,472
|
|
|
$
|
1,154,939
|
|
|
$
|
339,818
|
|
|
$
|
2,013,229
|
|
|
|
|
|
|
|
|
|
|
||||||||
Depreciation and amortization
|
|
$
|
(184,923
|
)
|
|
$
|
(167,277
|
)
|
|
$
|
(51,025
|
)
|
|
$
|
(403,225
|
)
|
Impairment of long-lived assets and equity investments
|
|
$
|
(20,240
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(20,240
|
)
|
Investments in unconsolidated affiliates
|
|
$
|
55,841
|
|
|
$
|
457,467
|
|
|
$
|
489,848
|
|
|
$
|
1,003,156
|
|
Total assets
|
|
$
|
5,495,163
|
|
|
$
|
8,782,700
|
|
|
$
|
2,055,020
|
|
|
$
|
16,332,883
|
|
Capital expenditures
|
|
$
|
284,205
|
|
|
$
|
114,267
|
|
|
$
|
95,564
|
|
|
$
|
494,036
|
|
Year Ended December 31, 2017
|
|
Total
Segments
|
|
Other and
Eliminations
|
|
Total
|
||||||
|
|
(Thousands of dollars)
|
||||||||||
Reconciliations of total segments to consolidated
|
|
|
|
|
|
|
||||||
Sales to unaffiliated customers
|
|
$
|
12,171,721
|
|
|
$
|
2,186
|
|
|
$
|
12,173,907
|
|
Intersegment revenues
|
|
1,900,989
|
|
|
(1,900,989
|
)
|
|
—
|
|
|||
Total revenues
|
|
$
|
14,072,710
|
|
|
$
|
(1,898,803
|
)
|
|
$
|
12,173,907
|
|
|
|
|
|
|
|
|
||||||
Cost of sales and fuel (exclusive of depreciation and operating costs)
|
|
$
|
(11,436,273
|
)
|
|
$
|
1,898,228
|
|
|
$
|
(9,538,045
|
)
|
Operating costs
|
|
$
|
(790,962
|
)
|
|
$
|
(31,748
|
)
|
|
$
|
(822,710
|
)
|
Depreciation and amortization
|
|
$
|
(403,225
|
)
|
|
$
|
(3,110
|
)
|
|
$
|
(406,335
|
)
|
Impairment of long-lived assets and equity investments
|
|
$
|
(20,240
|
)
|
|
$
|
—
|
|
|
$
|
(20,240
|
)
|
Equity in net earnings from investments
|
|
$
|
159,278
|
|
|
$
|
—
|
|
|
$
|
159,278
|
|
Investments in unconsolidated affiliates
|
|
$
|
1,003,156
|
|
|
$
|
—
|
|
|
$
|
1,003,156
|
|
Total assets
|
|
$
|
16,332,883
|
|
|
$
|
513,054
|
|
|
$
|
16,845,937
|
|
Capital expenditures
|
|
$
|
494,036
|
|
|
$
|
18,357
|
|
|
$
|
512,393
|
|
|
|
Years Ended December 31,
|
||||||||||
|
|
2019
|
|
2018
|
|
2017
|
||||||
Reconciliation of net income to total segment adjusted EBITDA
|
|
(Thousands of dollars)
|
||||||||||
Net income
|
|
$
|
1,278,577
|
|
|
$
|
1,155,032
|
|
|
$
|
593,519
|
|
Add:
|
|
|
|
|
|
|
||||||
Interest expense, net of capitalized interest
|
|
491,773
|
|
|
469,620
|
|
|
485,658
|
|
|||
Depreciation and amortization
|
|
476,535
|
|
|
428,557
|
|
|
406,335
|
|
|||
Income taxes
|
|
372,414
|
|
|
362,903
|
|
|
447,282
|
|
|||
Impairment charges
|
|
—
|
|
|
—
|
|
|
20,240
|
|
|||
Noncash compensation expense
|
|
26,699
|
|
|
37,954
|
|
|
13,421
|
|
|||
Other corporate costs and noncash items (a)
|
|
(68,767
|
)
|
|
(15,603
|
)
|
|
46,774
|
|
|||
Total segment adjusted EBITDA
|
|
$
|
2,577,231
|
|
|
$
|
2,438,463
|
|
|
$
|
2,013,229
|
|
R.
|
QUARTERLY FINANCIAL DATA (UNAUDITED)
|
Year Ended December 31, 2019
|
|
First
Quarter
|
|
Second
Quarter
|
|
Third
Quarter
|
|
Fourth
Quarter
|
||||||||
|
|
(Thousands of dollars, except per share amounts)
|
||||||||||||||
Total revenues
|
|
$
|
2,779,958
|
|
|
$
|
2,457,575
|
|
|
$
|
2,263,228
|
|
|
$
|
2,663,606
|
|
Operating income
|
|
$
|
468,742
|
|
|
$
|
476,146
|
|
|
$
|
482,151
|
|
|
$
|
487,314
|
|
Net income
|
|
$
|
337,208
|
|
|
$
|
311,963
|
|
|
$
|
309,155
|
|
|
$
|
320,251
|
|
Net income available to common shareholders
|
|
$
|
336,933
|
|
|
$
|
311,688
|
|
|
$
|
308,880
|
|
|
$
|
319,976
|
|
Earnings per share total
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
$
|
0.82
|
|
|
$
|
0.75
|
|
|
$
|
0.75
|
|
|
$
|
0.77
|
|
Diluted
|
|
$
|
0.81
|
|
|
$
|
0.75
|
|
|
$
|
0.74
|
|
|
$
|
0.77
|
|
Year Ended December 31, 2018
|
|
First
Quarter
|
|
Second
Quarter
|
|
Third
Quarter
|
|
Fourth
Quarter
|
||||||||
|
|
|
|
|||||||||||||
|
|
(Thousands of dollars except per share amounts)
|
||||||||||||||
Total revenues
|
|
$
|
3,102,077
|
|
|
$
|
2,960,529
|
|
|
$
|
3,393,890
|
|
|
$
|
3,136,700
|
|
Operating income
|
|
$
|
419,699
|
|
|
$
|
448,366
|
|
|
$
|
495,534
|
|
|
$
|
471,865
|
|
Net income
|
|
$
|
266,049
|
|
|
$
|
282,179
|
|
|
$
|
313,916
|
|
|
$
|
292,888
|
|
Net income available to common shareholders
|
|
$
|
264,233
|
|
|
$
|
280,773
|
|
|
$
|
312,984
|
|
|
$
|
292,613
|
|
Earnings per share total
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
$
|
0.65
|
|
|
$
|
0.68
|
|
|
$
|
0.76
|
|
|
$
|
0.71
|
|
Diluted
|
|
$
|
0.64
|
|
|
$
|
0.68
|
|
|
$
|
0.75
|
|
|
$
|
0.70
|
|
S.
|
SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION
|
•
|
we are referred to as “Parent Issuer and Guarantor”;
|
•
|
ONEOK Partners is referred to as “Subsidiary Issuer and Guarantor”;
|
•
|
the Intermediate Partnership is referred to as “Guarantor Subsidiary”; and
|
•
|
the “Non-Guarantor Subsidiaries” are all subsidiaries other than the Guarantor Subsidiary and Subsidiary Issuer and Guarantor.
|
|
Year Ended December 31, 2019
|
||||||||||||||||||||||
|
Parent
Issuer &
Guarantor
|
|
Subsidiary
Issuer &
Guarantor
|
|
Guarantor
Subsidiary
|
|
Combined
Non-Guarantor
Subsidiaries
|
|
Consolidating
Entries and
Other
|
|
Total
|
||||||||||||
|
(Millions of dollars)
|
||||||||||||||||||||||
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commodity sales
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
8,916.1
|
|
|
$
|
—
|
|
|
$
|
8,916.1
|
|
Services
|
—
|
|
|
—
|
|
|
—
|
|
|
1,250.4
|
|
|
(2.1
|
)
|
|
1,248.3
|
|
||||||
Total revenues
|
—
|
|
|
—
|
|
|
—
|
|
|
10,166.5
|
|
|
(2.1
|
)
|
|
10,164.4
|
|
||||||
Cost of sales and fuel (exclusive of items shown separately below)
|
—
|
|
|
—
|
|
|
—
|
|
|
6,788.0
|
|
|
—
|
|
|
6,788.0
|
|
||||||
Operating expenses
|
—
|
|
|
—
|
|
|
—
|
|
|
1,461.5
|
|
|
(2.1
|
)
|
|
1,459.4
|
|
||||||
(Gain) loss on sale of assets
|
—
|
|
|
—
|
|
|
2.7
|
|
|
(0.1
|
)
|
|
—
|
|
|
2.6
|
|
||||||
Operating income
|
—
|
|
|
—
|
|
|
(2.7
|
)
|
|
1,917.1
|
|
|
—
|
|
|
1,914.4
|
|
||||||
Equity in net earnings from investments
|
1,898.7
|
|
|
1,906.2
|
|
|
1,908.9
|
|
|
116.3
|
|
|
(5,675.6
|
)
|
|
154.5
|
|
||||||
Other income (expense), net
|
34.4
|
|
|
305.7
|
|
|
308.3
|
|
|
42.1
|
|
|
(616.6
|
)
|
|
73.9
|
|
||||||
Interest expense, net
|
(287.4
|
)
|
|
(308.3
|
)
|
|
(308.3
|
)
|
|
(204.4
|
)
|
|
616.6
|
|
|
(491.8
|
)
|
||||||
Income before income taxes
|
1,645.7
|
|
|
1,903.6
|
|
|
1,906.2
|
|
|
1,871.1
|
|
|
(5,675.6
|
)
|
|
1,651.0
|
|
||||||
Income taxes
|
(367.1
|
)
|
|
—
|
|
|
—
|
|
|
(5.3
|
)
|
|
—
|
|
|
(372.4
|
)
|
||||||
Net income
|
1,278.6
|
|
|
1,903.6
|
|
|
1,906.2
|
|
|
1,865.8
|
|
|
(5,675.6
|
)
|
|
1,278.6
|
|
||||||
Less: Preferred stock dividends
|
1.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.1
|
|
||||||
Net income available to common shareholders
|
$
|
1,277.5
|
|
|
$
|
1,903.6
|
|
|
$
|
1,906.2
|
|
|
$
|
1,865.8
|
|
|
$
|
(5,675.6
|
)
|
|
$
|
1,277.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net income
|
$
|
1,278.6
|
|
|
$
|
1,903.6
|
|
|
$
|
1,906.2
|
|
|
$
|
1,865.8
|
|
|
$
|
(5,675.6
|
)
|
|
$
|
1,278.6
|
|
Other comprehensive income (loss), net of tax
|
(183.8
|
)
|
|
(2.6
|
)
|
|
(20.9
|
)
|
|
(20.5
|
)
|
|
42.0
|
|
|
(185.8
|
)
|
||||||
Comprehensive income
|
$
|
1,094.8
|
|
|
$
|
1,901.0
|
|
|
$
|
1,885.3
|
|
|
$
|
1,845.3
|
|
|
$
|
(5,633.6
|
)
|
|
$
|
1,092.8
|
|
|
Year Ended December 31, 2018
|
||||||||||||||||||||||
|
Parent
Issuer &
Guarantor
|
|
Subsidiary
Issuer &
Guarantor
|
|
Guarantor
Subsidiary
|
|
Combined
Non-Guarantor
Subsidiaries
|
|
Consolidating
Entries and
Other
|
|
Total
|
||||||||||||
|
(Millions of dollars)
|
||||||||||||||||||||||
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commodity sales
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
11,395.6
|
|
|
$
|
—
|
|
|
$
|
11,395.6
|
|
Services
|
—
|
|
|
—
|
|
|
—
|
|
|
1,199.7
|
|
|
(2.1
|
)
|
|
1,197.6
|
|
||||||
Total revenues
|
—
|
|
|
—
|
|
|
—
|
|
|
12,595.3
|
|
|
(2.1
|
)
|
|
12,593.2
|
|
||||||
Cost of sales and fuel (exclusive of items shown separately below)
|
—
|
|
|
—
|
|
|
—
|
|
|
9,422.7
|
|
|
—
|
|
|
9,422.7
|
|
||||||
Operating expenses
|
(0.6
|
)
|
|
—
|
|
|
—
|
|
|
1,338.3
|
|
|
(2.1
|
)
|
|
1,335.6
|
|
||||||
Gain on sale of assets
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.6
|
)
|
|
—
|
|
|
(0.6
|
)
|
||||||
Operating income
|
0.6
|
|
|
—
|
|
|
—
|
|
|
1,834.9
|
|
|
—
|
|
|
1,835.5
|
|
||||||
Equity in net earnings from investments
|
1,655.6
|
|
|
1,660.5
|
|
|
1,660.5
|
|
|
116.3
|
|
|
(4,934.5
|
)
|
|
158.4
|
|
||||||
Other income (expense), net
|
29.6
|
|
|
315.1
|
|
|
315.1
|
|
|
(36.0
|
)
|
|
(630.2
|
)
|
|
(6.4
|
)
|
||||||
Interest expense, net
|
(179.4
|
)
|
|
(315.1
|
)
|
|
(315.1
|
)
|
|
(290.2
|
)
|
|
630.2
|
|
|
(469.6
|
)
|
||||||
Income before income taxes
|
1,506.4
|
|
|
1,660.5
|
|
|
1,660.5
|
|
|
1,625.0
|
|
|
(4,934.5
|
)
|
|
1,517.9
|
|
||||||
Income taxes
|
(354.7
|
)
|
|
—
|
|
|
—
|
|
|
(8.2
|
)
|
|
—
|
|
|
(362.9
|
)
|
||||||
Net income
|
1,151.7
|
|
|
1,660.5
|
|
|
1,660.5
|
|
|
1,616.8
|
|
|
(4,934.5
|
)
|
|
1,155.0
|
|
||||||
Less: Net income attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
3.3
|
|
|
—
|
|
|
3.3
|
|
||||||
Net income attributable to ONEOK
|
1,151.7
|
|
|
1,660.5
|
|
|
1,660.5
|
|
|
1,613.5
|
|
|
(4,934.5
|
)
|
|
1,151.7
|
|
||||||
Less: Preferred stock dividends
|
1.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.1
|
|
||||||
Net income available to common shareholders
|
$
|
1,150.6
|
|
|
$
|
1,660.5
|
|
|
$
|
1,660.5
|
|
|
$
|
1,613.5
|
|
|
$
|
(4,934.5
|
)
|
|
$
|
1,150.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net income
|
$
|
1,151.7
|
|
|
$
|
1,660.5
|
|
|
$
|
1,660.5
|
|
|
$
|
1,616.8
|
|
|
$
|
(4,934.5
|
)
|
|
$
|
1,155.0
|
|
Other comprehensive income (loss), net of tax
|
(39.5
|
)
|
|
101.1
|
|
|
85.9
|
|
|
62.6
|
|
|
(171.7
|
)
|
|
38.4
|
|
||||||
Comprehensive income
|
1,112.2
|
|
|
1,761.6
|
|
|
1,746.4
|
|
|
1,679.4
|
|
|
(5,106.2
|
)
|
|
1,193.4
|
|
||||||
Less: Comprehensive income attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
3.3
|
|
|
—
|
|
|
3.3
|
|
||||||
Comprehensive income attributable to ONEOK
|
$
|
1,112.2
|
|
|
$
|
1,761.6
|
|
|
$
|
1,746.4
|
|
|
$
|
1,676.1
|
|
|
$
|
(5,106.2
|
)
|
|
$
|
1,190.1
|
|
|
Year Ended December 31, 2017
|
||||||||||||||||||||||
|
Parent
Issuer &
Guarantor
|
|
Subsidiary
Issuer &
Guarantor
|
|
Guarantor
Subsidiary
|
|
Combined
Non-Guarantor
Subsidiaries
|
|
Consolidating
Entries and
Other
|
|
Total
|
||||||||||||
|
(Millions of dollars)
|
||||||||||||||||||||||
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commodity sales
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
9,862.7
|
|
|
$
|
—
|
|
|
$
|
9,862.7
|
|
Services
|
—
|
|
|
—
|
|
|
—
|
|
|
2,313.2
|
|
|
(2.0
|
)
|
|
2,311.2
|
|
||||||
Total revenues
|
—
|
|
|
—
|
|
|
—
|
|
|
12,175.9
|
|
|
(2.0
|
)
|
|
12,173.9
|
|
||||||
Cost of sales and fuel (exclusive of items shown separately below)
|
—
|
|
|
—
|
|
|
—
|
|
|
9,538.0
|
|
|
—
|
|
|
9,538.0
|
|
||||||
Operating expenses
|
17.8
|
|
|
—
|
|
|
9.2
|
|
|
1,204.0
|
|
|
(2.0
|
)
|
|
1,229.0
|
|
||||||
Impairment of long-lived assets
|
—
|
|
|
—
|
|
|
—
|
|
|
16.0
|
|
|
—
|
|
|
16.0
|
|
||||||
Gain on sale of assets
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.9
|
)
|
|
—
|
|
|
(0.9
|
)
|
||||||
Operating income
|
(17.8
|
)
|
|
—
|
|
|
(9.2
|
)
|
|
1,418.8
|
|
|
—
|
|
|
1,391.8
|
|
||||||
Equity in net earnings from investments
|
1,236.6
|
|
|
1,215.7
|
|
|
1,224.9
|
|
|
100.7
|
|
|
(3,618.6
|
)
|
|
159.3
|
|
||||||
Impairment of equity investments
|
—
|
|
|
—
|
|
|
—
|
|
|
(4.3
|
)
|
|
—
|
|
|
(4.3
|
)
|
||||||
Other income (expense), net
|
(12.3
|
)
|
|
353.1
|
|
|
353.1
|
|
|
(8.0
|
)
|
|
(706.2
|
)
|
|
(20.3
|
)
|
||||||
Interest expense, net
|
(137.1
|
)
|
|
(353.1
|
)
|
|
(353.1
|
)
|
|
(348.6
|
)
|
|
706.2
|
|
|
(485.7
|
)
|
||||||
Income before income taxes
|
1,069.4
|
|
|
1,215.7
|
|
|
1,215.7
|
|
|
1,158.6
|
|
|
(3,618.6
|
)
|
|
1,040.8
|
|
||||||
Income taxes
|
(480.2
|
)
|
|
—
|
|
|
—
|
|
|
32.9
|
|
|
—
|
|
|
(447.3
|
)
|
||||||
Net income
|
589.2
|
|
|
1,215.7
|
|
|
1,215.7
|
|
|
1,191.5
|
|
|
(3,618.6
|
)
|
|
593.5
|
|
||||||
Less: Net income attributable to noncontrolling interests
|
201.4
|
|
|
—
|
|
|
—
|
|
|
4.3
|
|
|
—
|
|
|
205.7
|
|
||||||
Net income attributable to ONEOK
|
387.8
|
|
|
1,215.7
|
|
|
1,215.7
|
|
|
1,187.2
|
|
|
(3,618.6
|
)
|
|
387.8
|
|
||||||
Less: Preferred stock dividends
|
0.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.8
|
|
||||||
Net income available to common shareholders
|
$
|
387.0
|
|
|
$
|
1,215.7
|
|
|
$
|
1,215.7
|
|
|
$
|
1,187.2
|
|
|
$
|
(3,618.6
|
)
|
|
$
|
387.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net income
|
$
|
589.2
|
|
|
$
|
1,215.7
|
|
|
$
|
1,215.7
|
|
|
$
|
1,191.5
|
|
|
$
|
(3,618.6
|
)
|
|
$
|
593.5
|
|
Other comprehensive income (loss), net of tax
|
17.4
|
|
|
13.2
|
|
|
27.9
|
|
|
34.5
|
|
|
(55.9
|
)
|
|
37.1
|
|
||||||
Comprehensive income
|
606.6
|
|
|
1,228.9
|
|
|
1,243.6
|
|
|
1,226.0
|
|
|
(3,674.5
|
)
|
|
630.6
|
|
||||||
Less: Comprehensive income attributable to noncontrolling interests
|
232.4
|
|
|
—
|
|
|
—
|
|
|
4.3
|
|
|
—
|
|
|
236.7
|
|
||||||
Comprehensive income attributable to ONEOK
|
$
|
374.2
|
|
|
$
|
1,228.9
|
|
|
$
|
1,243.6
|
|
|
$
|
1,221.7
|
|
|
$
|
(3,674.5
|
)
|
|
$
|
393.9
|
|
|
December 31, 2019
|
||||||||||||||||||||||
|
Parent
Issuer &
Guarantor
|
|
Subsidiary
Issuer &
Guarantor
|
|
Guarantor
Subsidiary
|
|
Combined
Non-Guarantor
Subsidiaries
|
|
Consolidating
Entries and
Other
|
|
Total
|
||||||||||||
Assets
|
(Millions of dollars)
|
||||||||||||||||||||||
Current assets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash and cash equivalents
|
$
|
21.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
21.0
|
|
Accounts receivable, net
|
—
|
|
|
—
|
|
|
—
|
|
|
835.1
|
|
|
—
|
|
|
835.1
|
|
||||||
Materials and supplies
|
—
|
|
|
—
|
|
|
—
|
|
|
201.7
|
|
|
—
|
|
|
201.7
|
|
||||||
Natural gas and NGLs in storage
|
—
|
|
|
—
|
|
|
—
|
|
|
304.9
|
|
|
—
|
|
|
304.9
|
|
||||||
Other current assets
|
12.4
|
|
|
—
|
|
|
—
|
|
|
95.2
|
|
|
—
|
|
|
107.6
|
|
||||||
Total current assets
|
33.4
|
|
|
—
|
|
|
—
|
|
|
1,436.9
|
|
|
—
|
|
|
1,470.3
|
|
||||||
Property, plant and equipment
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Property, plant and equipment
|
166.6
|
|
|
—
|
|
|
—
|
|
|
21,884.9
|
|
|
—
|
|
|
22,051.5
|
|
||||||
Accumulated depreciation and amortization
|
99.5
|
|
|
—
|
|
|
—
|
|
|
3,603.3
|
|
|
—
|
|
|
3,702.8
|
|
||||||
Net property, plant and equipment
|
67.1
|
|
|
—
|
|
|
—
|
|
|
18,281.6
|
|
|
—
|
|
|
18,348.7
|
|
||||||
Investments and other assets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Investments
|
6,732.6
|
|
|
4,101.4
|
|
|
11,466.3
|
|
|
769.9
|
|
|
(22,208.4
|
)
|
|
861.8
|
|
||||||
Intercompany notes receivable
|
8,950.9
|
|
|
6,903.2
|
|
|
—
|
|
|
—
|
|
|
(15,854.1
|
)
|
|
—
|
|
||||||
Other assets
|
139.9
|
|
|
—
|
|
|
—
|
|
|
992.1
|
|
|
(0.7
|
)
|
|
1,131.3
|
|
||||||
Total investments and other assets
|
15,823.4
|
|
|
11,004.6
|
|
|
11,466.3
|
|
|
1,762.0
|
|
|
(38,063.2
|
)
|
|
1,993.1
|
|
||||||
Total assets
|
$
|
15,923.9
|
|
|
$
|
11,004.6
|
|
|
$
|
11,466.3
|
|
|
$
|
21,480.5
|
|
|
$
|
(38,063.2
|
)
|
|
$
|
21,812.1
|
|
Liabilities and equity
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current liabilities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current maturities of long-term debt
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
7.7
|
|
|
$
|
—
|
|
|
$
|
7.7
|
|
Short-term borrowings
|
220.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
220.0
|
|
||||||
Accounts payable
|
23.8
|
|
|
—
|
|
|
—
|
|
|
1,186.1
|
|
|
—
|
|
|
1,209.9
|
|
||||||
Other current liabilities
|
243.8
|
|
|
63.3
|
|
|
—
|
|
|
275.6
|
|
|
—
|
|
|
582.7
|
|
||||||
Total current liabilities
|
487.6
|
|
|
63.3
|
|
|
—
|
|
|
1,469.4
|
|
|
—
|
|
|
2,020.3
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Intercompany payables
|
—
|
|
|
—
|
|
|
7,364.9
|
|
|
8,489.2
|
|
|
(15,854.1
|
)
|
|
—
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Long-term debt, excluding current maturities
|
8,421.1
|
|
|
4,045.1
|
|
|
—
|
|
|
13.5
|
|
|
—
|
|
|
12,479.7
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Deferred credits and other liabilities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Deferred income taxes
|
417.1
|
|
|
—
|
|
|
—
|
|
|
119.7
|
|
|
(0.7
|
)
|
|
536.1
|
|
||||||
Other deferred credits
|
372.1
|
|
|
—
|
|
|
—
|
|
|
177.9
|
|
|
—
|
|
|
550.0
|
|
||||||
Total deferred credits and other liabilities
|
789.2
|
|
|
—
|
|
|
—
|
|
|
297.6
|
|
|
(0.7
|
)
|
|
1,086.1
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commitments and contingencies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Equity
|
6,226.0
|
|
|
6,896.2
|
|
|
4,101.4
|
|
|
11,210.8
|
|
|
(22,208.4
|
)
|
|
6,226.0
|
|
||||||
Total liabilities and equity
|
$
|
15,923.9
|
|
|
$
|
11,004.6
|
|
|
$
|
11,466.3
|
|
|
$
|
21,480.5
|
|
|
$
|
(38,063.2
|
)
|
|
$
|
21,812.1
|
|
|
December 31, 2018
|
||||||||||||||||||||||
|
Parent
Issuer &
Guarantor
|
|
Subsidiary
Issuer &
Guarantor
|
|
Guarantor
Subsidiary
|
|
Combined
Non-Guarantor
Subsidiaries
|
|
Consolidating
Entries and
Other
|
|
Total
|
||||||||||||
Assets
|
(Millions of dollars)
|
||||||||||||||||||||||
Current assets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash and cash equivalents
|
$
|
12.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
12.0
|
|
Accounts receivable, net
|
—
|
|
|
—
|
|
|
—
|
|
|
819.0
|
|
|
—
|
|
|
819.0
|
|
||||||
Materials and supplies
|
—
|
|
|
—
|
|
|
—
|
|
|
141.2
|
|
|
—
|
|
|
141.2
|
|
||||||
Natural gas and NGLs in storage
|
—
|
|
|
—
|
|
|
—
|
|
|
296.7
|
|
|
—
|
|
|
296.7
|
|
||||||
Other current assets
|
29.1
|
|
|
—
|
|
|
—
|
|
|
100.6
|
|
|
—
|
|
|
129.7
|
|
||||||
Total current assets
|
41.1
|
|
|
—
|
|
|
—
|
|
|
1,357.5
|
|
|
—
|
|
|
1,398.6
|
|
||||||
Property, plant and equipment
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Property, plant and equipment
|
145.5
|
|
|
—
|
|
|
—
|
|
|
17,885.5
|
|
|
—
|
|
|
18,031.0
|
|
||||||
Accumulated depreciation and amortization
|
92.0
|
|
|
—
|
|
|
—
|
|
|
3,172.3
|
|
|
—
|
|
|
3,264.3
|
|
||||||
Net property, plant and equipment
|
53.5
|
|
|
—
|
|
|
—
|
|
|
14,713.2
|
|
|
—
|
|
|
14,766.7
|
|
||||||
Investments and other assets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Investments
|
6,153.5
|
|
|
3,548.1
|
|
|
9,721.6
|
|
|
791.1
|
|
|
(19,245.1
|
)
|
|
969.2
|
|
||||||
Intercompany notes receivable
|
5,308.6
|
|
|
7,701.5
|
|
|
1,528.0
|
|
|
—
|
|
|
(14,538.1
|
)
|
|
—
|
|
||||||
Other assets
|
115.9
|
|
|
—
|
|
|
—
|
|
|
982.3
|
|
|
(1.0
|
)
|
|
1,097.2
|
|
||||||
Total investments and other assets
|
11,578.0
|
|
|
11,249.6
|
|
|
11,249.6
|
|
|
1,773.4
|
|
|
(33,784.2
|
)
|
|
2,066.4
|
|
||||||
Total assets
|
$
|
11,672.6
|
|
|
$
|
11,249.6
|
|
|
$
|
11,249.6
|
|
|
$
|
17,844.1
|
|
|
$
|
(33,784.2
|
)
|
|
$
|
18,231.7
|
|
Liabilities and equity
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current liabilities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current maturities of long-term debt
|
$
|
—
|
|
|
$
|
500.0
|
|
|
$
|
—
|
|
|
$
|
7.7
|
|
|
$
|
—
|
|
|
$
|
507.7
|
|
Accounts payable
|
31.3
|
|
|
—
|
|
|
—
|
|
|
1,085.0
|
|
|
—
|
|
|
1,116.3
|
|
||||||
Other current liabilities
|
123.2
|
|
|
81.0
|
|
|
—
|
|
|
280.2
|
|
|
—
|
|
|
484.4
|
|
||||||
Total current liabilities
|
154.5
|
|
|
581.0
|
|
|
—
|
|
|
1,372.9
|
|
|
—
|
|
|
2,108.4
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Intercompany payables
|
—
|
|
|
—
|
|
|
7,701.5
|
|
|
6,836.6
|
|
|
(14,538.1
|
)
|
|
—
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Long-term debt, excluding current maturities
|
4,510.7
|
|
|
4,341.4
|
|
|
—
|
|
|
21.2
|
|
|
—
|
|
|
8,873.3
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Deferred credits and other liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Deferred income taxes
|
112.3
|
|
|
—
|
|
|
—
|
|
|
108.4
|
|
|
(1.0
|
)
|
|
219.7
|
|
||||||
Other deferred credits
|
315.6
|
|
|
—
|
|
|
—
|
|
|
135.2
|
|
|
—
|
|
|
450.8
|
|
||||||
Total deferred credits and other liabilities
|
427.9
|
|
|
—
|
|
|
—
|
|
|
243.6
|
|
|
(1.0
|
)
|
|
670.5
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commitments and contingencies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Equity
|
6,579.5
|
|
|
6,327.2
|
|
|
3,548.1
|
|
|
9,369.8
|
|
|
(19,245.1
|
)
|
|
6,579.5
|
|
||||||
Total liabilities and equity
|
$
|
11,672.6
|
|
|
$
|
11,249.6
|
|
|
$
|
11,249.6
|
|
|
$
|
17,844.1
|
|
|
$
|
(33,784.2
|
)
|
|
$
|
18,231.7
|
|
|
Year Ended December 31, 2019
|
||||||||||||||||||||||
|
Parent
Issuer &
Guarantor
|
|
Subsidiary
Issuer &
Guarantor
|
|
Guarantor
Subsidiary
|
|
Combined
Non-Guarantor
Subsidiaries
|
|
Consolidating
Entries and
Other
|
|
Total
|
||||||||||||
|
(Millions of dollars)
|
||||||||||||||||||||||
Operating activities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash provided by operating activities
|
$
|
1,010.1
|
|
|
$
|
1,332.9
|
|
|
$
|
68.9
|
|
|
$
|
2,198.9
|
|
|
$
|
(2,664.0
|
)
|
|
$
|
1,946.8
|
|
Investing activities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Capital expenditures
|
(25.6
|
)
|
|
—
|
|
|
—
|
|
|
(3,822.7
|
)
|
|
—
|
|
|
(3,848.3
|
)
|
||||||
Other investing activities
|
—
|
|
|
—
|
|
|
74.6
|
|
|
4.9
|
|
|
—
|
|
|
79.5
|
|
||||||
Cash provided by (used in) investing activities
|
(25.6
|
)
|
|
—
|
|
|
74.6
|
|
|
(3,817.8
|
)
|
|
—
|
|
|
(3,768.8
|
)
|
||||||
Financing activities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Dividends paid
|
(1,457.6
|
)
|
|
(1,332.0
|
)
|
|
(1,332.0
|
)
|
|
—
|
|
|
2,664.0
|
|
|
(1,457.6
|
)
|
||||||
Intercompany borrowings (advances), net
|
(3,618.6
|
)
|
|
801.8
|
|
|
1,188.5
|
|
|
1,628.3
|
|
|
—
|
|
|
—
|
|
||||||
Short-term borrowings, net
|
220.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
220.0
|
|
||||||
Issuance of long-term debt, net of discounts
|
4,185.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,185.4
|
|
||||||
Repayment of long-term debt
|
(249.6
|
)
|
|
(800.0
|
)
|
|
—
|
|
|
(7.7
|
)
|
|
—
|
|
|
(1,057.3
|
)
|
||||||
Issuance of common stock
|
29.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
29.0
|
|
||||||
Other, net
|
(84.1
|
)
|
|
(2.7
|
)
|
|
—
|
|
|
(1.7
|
)
|
|
—
|
|
|
(88.5
|
)
|
||||||
Cash provided by (used in) financing activities
|
(975.5
|
)
|
|
(1,332.9
|
)
|
|
(143.5
|
)
|
|
1,618.9
|
|
|
2,664.0
|
|
|
1,831.0
|
|
||||||
Change in cash and cash equivalents
|
9.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9.0
|
|
||||||
Cash and cash equivalents at beginning of period
|
12.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12.0
|
|
||||||
Cash and cash equivalents at end of period
|
$
|
21.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
21.0
|
|
|
Year Ended December 31, 2018
|
||||||||||||||||||||||
|
Parent
Issuer &
Guarantor
|
|
Subsidiary
Issuer &
Guarantor
|
|
Guarantor
Subsidiary
|
|
Combined
Non-Guarantor
Subsidiaries
|
|
Consolidating
Entries and
Other
|
|
Total
|
||||||||||||
|
(Millions of dollars)
|
||||||||||||||||||||||
Operating activities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash provided by operating activities
|
$
|
1,325.1
|
|
|
$
|
1,344.7
|
|
|
$
|
67.9
|
|
|
$
|
2,113.0
|
|
|
$
|
(2,664.0
|
)
|
|
$
|
2,186.7
|
|
Investing activities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Capital expenditures
|
(18.8
|
)
|
|
—
|
|
|
—
|
|
|
(2,122.7
|
)
|
|
—
|
|
|
(2,141.5
|
)
|
||||||
Other investing activities
|
—
|
|
|
—
|
|
|
15.3
|
|
|
11.3
|
|
|
—
|
|
|
26.6
|
|
||||||
Cash provided by (used in) investing activities
|
(18.8
|
)
|
|
—
|
|
|
15.3
|
|
|
(2,111.4
|
)
|
|
—
|
|
|
(2,114.9
|
)
|
||||||
Financing activities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Dividends paid
|
(1,335.1
|
)
|
|
(1,332.0
|
)
|
|
(1,332.0
|
)
|
|
—
|
|
|
2,664.0
|
|
|
(1,335.1
|
)
|
||||||
Distributions to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
(3.5
|
)
|
|
—
|
|
|
(3.5
|
)
|
||||||
Intercompany borrowings (advances), net
|
(2,154.4
|
)
|
|
912.3
|
|
|
1,248.8
|
|
|
(6.7
|
)
|
|
—
|
|
|
—
|
|
||||||
Repayment of short-term borrowings, net
|
(614.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(614.7
|
)
|
||||||
Issuance of long-term debt, net of discounts
|
1,795.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,795.8
|
|
||||||
Repayment of long-term debt
|
—
|
|
|
(925.0
|
)
|
|
—
|
|
|
(7.7
|
)
|
|
—
|
|
|
(932.7
|
)
|
||||||
Issuance of common stock
|
1,204.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,204.0
|
|
||||||
Acquisition of noncontrolling interests
|
(195.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(195.0
|
)
|
||||||
Other, net
|
(32.1
|
)
|
|
—
|
|
|
—
|
|
|
16.3
|
|
|
—
|
|
|
(15.8
|
)
|
||||||
Cash used in financing activities
|
(1,331.5
|
)
|
|
(1,344.7
|
)
|
|
(83.2
|
)
|
|
(1.6
|
)
|
|
2,664.0
|
|
|
(97.0
|
)
|
||||||
Change in cash and cash equivalents
|
(25.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(25.2
|
)
|
||||||
Cash and cash equivalents at beginning of period
|
37.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
37.2
|
|
||||||
Cash and cash equivalents at end of period
|
$
|
12.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
12.0
|
|
|
Year Ended December 31, 2017
|
||||||||||||||||||||||
|
Parent
Issuer &
Guarantor
|
|
Subsidiary
Issuer &
Guarantor
|
|
Guarantor
Subsidiary
|
|
Combined
Non-Guarantor
Subsidiaries
|
|
Consolidating
Entries and
Other
|
|
Total
|
||||||||||||
|
(Millions of dollars)
|
||||||||||||||||||||||
Operating activities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash provided by operating activities
|
$
|
947.4
|
|
|
$
|
1,348.3
|
|
|
$
|
59.0
|
|
|
$
|
1,353.7
|
|
|
$
|
(2,393.0
|
)
|
|
$
|
1,315.4
|
|
Investing activities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Capital expenditures
|
—
|
|
|
—
|
|
|
—
|
|
|
(512.4
|
)
|
|
—
|
|
|
(512.4
|
)
|
||||||
Contributions to unconsolidated affiliates
|
—
|
|
|
—
|
|
|
(83.0
|
)
|
|
(4.9
|
)
|
|
—
|
|
|
(87.9
|
)
|
||||||
Other investing activities
|
—
|
|
|
—
|
|
|
14.8
|
|
|
17.9
|
|
|
—
|
|
|
32.7
|
|
||||||
Cash used in investing activities
|
—
|
|
|
—
|
|
|
(68.2
|
)
|
|
(499.4
|
)
|
|
—
|
|
|
(567.6
|
)
|
||||||
Financing activities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Dividends paid
|
(829.4
|
)
|
|
(1,332.0
|
)
|
|
(1,332.0
|
)
|
|
—
|
|
|
2,664.0
|
|
|
(829.4
|
)
|
||||||
Distributions to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
(5.3
|
)
|
|
(271.0
|
)
|
|
(276.3
|
)
|
||||||
Intercompany borrowings (advances), net
|
(2,500.7
|
)
|
|
2,001.2
|
|
|
1,340.8
|
|
|
(841.3
|
)
|
|
—
|
|
|
—
|
|
||||||
Borrowing (repayment) of short-term borrowings, net
|
614.7
|
|
|
(1,110.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(495.6
|
)
|
||||||
Issuance of long-term debt, net of discounts
|
1,190.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,190.5
|
|
||||||
Repayment of long-term debt
|
(87.1
|
)
|
|
(900.0
|
)
|
|
—
|
|
|
(7.7
|
)
|
|
—
|
|
|
(994.8
|
)
|
||||||
Issuance of common stock
|
471.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
471.4
|
|
||||||
Other, net
|
(18.1
|
)
|
|
(7.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(25.3
|
)
|
||||||
Cash provided by (used in) financing activities
|
(1,158.7
|
)
|
|
(1,348.3
|
)
|
|
8.8
|
|
|
(854.3
|
)
|
|
2,393.0
|
|
|
(959.5
|
)
|
||||||
Change in cash and cash equivalents
|
(211.3
|
)
|
|
—
|
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
(211.7
|
)
|
||||||
Cash and cash equivalents at beginning of period
|
248.5
|
|
|
—
|
|
|
0.4
|
|
|
—
|
|
|
—
|
|
|
248.9
|
|
||||||
Cash and cash equivalents at end of period
|
$
|
37.2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
37.2
|
|
ITEM 12.
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|
|
|
Number of Securities
to be Issued
Upon Exercise of
Outstanding Options,
Warrants and Rights
|
|
Weighted-Average
Exercise Price of
Outstanding Options,
Warrants and Rights
|
|
Number of Securities
Remaining Available For
Future Issuance Under
Equity Compensation
Plans (Excluding
Securities in Column (a))
|
|||||||
Plan Category
|
|
(a)
|
|
(b) (3)
|
|
(c)
|
|||||||
Equity compensation plans
approved by security holders (1)
|
|
2,076,295
|
|
|
|
$
|
64.33
|
|
|
|
8,960,329
|
|
|
Equity compensation plans
not approved by security holders (2)
|
|
350,029
|
|
|
|
$
|
75.67
|
|
|
|
—
|
|
|
Total
|
|
2,426,324
|
|
|
|
$
|
65.96
|
|
|
|
8,960,329
|
|
|
ITEM 13.
|
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
|
(1) Financial Statements
|
Page No.
|
||
|
|
|
|
|
(a)
|
Report of Independent Registered Public Accounting Firm
|
54-55
|
|
|
|
|
|
(b)
|
Consolidated Statements of Income for the years ended
December 31, 2019, 2018 and 2017
|
56
|
|
|
|
|
|
(c)
|
Consolidated Statements of Comprehensive Income for the years ended
December 31, 2019, 2018 and 2017
|
57
|
|
|
|
|
|
(d)
|
Consolidated Balance Sheets as of December 31, 2019 and 2018
|
58-59
|
|
|
|
|
|
(e)
|
Consolidated Statements of Cash Flows for the years ended
December 31, 2019, 2018 and 2017
|
61
|
|
|
|
|
|
(f)
|
Consolidated Statements of Changes in Equity for the years ended
December 31, 2019, 2018 and 2017
|
62-63
|
|
|
|
|
|
(g)
|
Notes to Consolidated Financial Statements
|
64-111
|
|
|
|
|
(2) Financial Statements Schedules
|
|
||
|
|
|
|
|
All schedules have been omitted because of the absence of conditions under which they are required.
|
|
4.2
|
|
|
|
|
|
4.3
|
|
4.4
|
|
|
|
|
|
4.5
|
|
|
|
|
|
4.6
|
|
|
|
|
|
4.7
|
|
|
|
|
|
4.8
|
|
|
|
|
|
4.9
|
|
|
|
|
|
4.10
|
|
|
|
|
|
4.11
|
|
|
|
|
|
4.12
|
|
|
|
|
|
4.13
|
|
|
|
|
4.14
|
|
|
|
|
|
4.15
|
|
|
|
|
|
4.16
|
|
|
|
|
|
4.17
|
|
|
|
|
|
4.18
|
|
|
|
|
|
4.19
|
|
|
|
|
|
4.20
|
|
|
|
|
|
4.21
|
|
|
|
|
|
4.22
|
|
|
|
|
|
4.23
|
|
|
|
|
|
4.24
|
|
|
|
|
|
4.25
|
|
|
|
|
|
4.26
|
|
|
|
|
|
4.27
|
|
|
|
|
|
4.28
|
|
|
|
|
|
4.29
|
|
|
|
|
|
4.30
|
|
|
|
|
|
4.31
|
|
|
|
|
|
4.32
|
|
|
|
|
|
4.33
|
|
|
|
|
|
4.34
|
|
|
|
|
|
4.35
|
|
|
|
|
|
4.36
|
|
|
|
|
4.37
|
|
|
|
|
|
4.38
|
|
|
|
|
|
10
|
|
|
|
|
|
10.1
|
|
|
|
|
|
10.2
|
|
|
|
|
|
10.3
|
|
|
|
|
|
10.4
|
|
|
|
|
|
10.5
|
|
|
|
|
|
10.6
|
|
|
|
|
|
10.7
|
|
|
|
|
|
10.8
|
|
|
|
|
|
10.9
|
|
|
|
|
|
10.10
|
|
|
|
|
10.11
|
|
|
|
|
|
10.12
|
|
|
|
|
|
10.13
|
|
|
|
|
|
10.14
|
|
|
|
|
|
10.15
|
|
|
|
|
|
10.16
|
|
|
|
|
|
10.17
|
|
|
|
|
|
10.18
|
|
|
|
|
|
10.19
|
|
|
|
|
|
10.20
|
|
|
|
|
|
10.21
|
|
|
|
|
|
10.22
|
|
|
|
|
|
10.23
|
|
|
|
|
|
10.24
|
|
|
|
|
|
10.25
|
|
|
|
|
|
10.26
|
|
|
|
|
|
10.27
|
|
|
|
|
|
10.28
|
|
|
|
|
|
10.29
|
|
|
|
|
|
10.30
|
|
|
|
|
|
10.31
|
|
|
|
|
|
10.32
|
|
|
|
|
|
10.33
|
|
|
|
|
|
10.34
|
|
|
|
|
|
10.35
|
|
|
|
|
10.36
|
|
|
|
|
|
10.37
|
|
|
|
|
|
10.38
|
|
|
|
|
|
10.39
|
|
|
|
|
|
21
|
|
|
|
|
|
23
|
|
|
|
|
|
31.1
|
|
|
|
|
|
31.2
|
|
|
|
|
|
32.1
|
|
|
|
|
|
32.2
|
|
|
|
|
|
101.INS
|
Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
|
|
|
|
|
101.SCH
|
Inline XBRL Taxonomy Extension Schema Document.
|
|
|
|
|
101.CAL
|
Inline XBRL Taxonomy Calculation Linkbase Document.
|
|
|
|
|
101.DEF
|
Inline XBRL Taxonomy Extension Definitions Document.
|
|
|
|
|
101.LAB
|
Inline XBRL Taxonomy Label Linkbase Document.
|
|
|
|
|
101.PRE
|
Inline XBRL Taxonomy Presentation Linkbase Document.
|
|
|
|
|
104
|
Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101).
|
|
ONEOK, Inc.
|
|
|
Registrant
|
|
|
|
|
|
|
|
Date: February 25, 2020
|
By:
|
/s/ Walter S. Hulse III
|
|
|
Walter S. Hulse III
|
|
|
Chief Financial Officer, Treasurer and
|
|
|
Executive Vice President, Strategic Planning
|
|
|
and Corporate Affairs
|
|
|
(Principal Financial Officer)
|
|
/s/ John W. Gibson
|
|
/s/ Terry K. Spencer
|
|
John W. Gibson
|
|
Terry K. Spencer
|
|
Chairman of the Board
|
|
President, Chief Executive Officer and
|
|
|
|
Director
|
|
|
|
|
|
/s/ Walter S. Hulse III
|
|
/s/ Mary M. Spears
|
|
Walter S. Hulse III
|
|
Mary M. Spears
|
|
Chief Financial Officer, Treasurer and
|
|
Vice President and
|
|
Executive Vice President, Strategic
|
|
Chief Accounting Officer
|
|
Planning and Corporate Affairs
|
|
|
|
|
|
|
|
/s/ Brian L. Derksen
|
|
/s/ Julie H. Edwards
|
|
Brian L. Derksen
|
|
Julie H. Edwards
|
|
Director
|
|
Director
|
|
|
|
|
|
/s/ Mark W. Helderman
|
|
/s/ Randall J. Larson
|
|
Mark W. Helderman
|
|
Randall J. Larson
|
|
Director
|
|
Director
|
|
|
|
|
|
/s/ Steven J. Malcolm
|
|
/s/ Jim W. Mogg
|
|
Steven J. Malcolm
|
|
Jim W. Mogg
|
|
Director
|
|
Director
|
|
|
|
|
|
/s/ Pattye L. Moore
|
|
/s/ Gary D. Parker
|
|
Pattye L. Moore
|
|
Gary D. Parker
|
|
Director
|
|
Director
|
|
|
|
|
|
/s/ Eduardo A. Rodriguez
|
|
|
|
Eduardo A. Rodriguez
|
|
|
|
Director
|
|
|
|
|
|
|
Subsidiaries
|
State of
Incorporation
or Organization
|
|
|
Bighorn Gas Gathering, L.L.C. (49.0%)
|
Delaware
|
Black Mesa Holdings, Inc.
|
Delaware
|
Black Mesa Pipeline, Inc.
|
Delaware
|
Black Mesa Pipeline Operations, L.L.C.
|
Delaware
|
Black Mesa Technologies, Inc.
|
Oklahoma
|
Border Midwestern Company
|
Delaware
|
Border Viking Company
|
Delaware
|
Chisholm Pipeline Company (50%)
|
Delaware
|
Chisholm Pipeline Holdings, L.L.C.
|
Delaware
|
Crestone Energy Ventures, L.L.C.
|
Delaware
|
Crestone Gathering Services, L.L.C.
|
Delaware
|
Crestone Powder River, L.L.C.
|
Delaware
|
Crestone Wind River, L.L.C.
|
Delaware
|
Fort Union Gas Gathering, L.L.C. (42.595%)
|
Delaware
|
Guardian Pipeline, L.L.C.
|
Delaware
|
Heartland Pipeline Company (general partnership) (50%)
|
Texas
|
Lost Creek Gathering Company, L.L.C. (35%)
|
Delaware
|
Mid Continent Market Center, L.L.C.
|
Kansas
|
Midwestern Gas Transmission Company
|
Delaware
|
Mont Belvieu I Fractionation Facility (joint venture) (80%)
|
Texas
|
NBP Services, LLC
|
Delaware
|
New Holdings, Inc.
|
Oklahoma
|
New Holdings Sub 1, Inc.
|
Oklahoma
|
New Holdings Sub 2, Inc.
|
Delaware
|
Northern Border Pipeline Company (general partnership) (50%)
|
Texas
|
OkTex Pipeline Company, L.L.C.
|
Delaware
|
ONEOK Arbuckle II Pipeline, L.L.C.
|
Oklahoma
|
ONEOK Arbuckle North Pipeline, L.L.C.
|
Delaware
|
ONEOK Arbuckle Pipeline, L.L.C.
|
Delaware
|
ONEOK Bakken Pipeline, L.L.C.
|
Delaware
|
ONEOK Bushton Processing, L.L.C.
|
Delaware
|
ONEOK Elk Creek Pipeline, L.L.C.
|
Oklahoma
|
ONEOK Energy Services Canada, Ltd.
|
Yukon
|
ONEOK Energy Services Company, II
|
Delaware
|
ONEOK Energy Services Company, L.P.
|
Texas
|
ONEOK Energy Services Holdings, L.L.C.
|
Oklahoma
|
ONEOK Field Services Company, L.L.C.
|
Oklahoma
|
ONEOK Gas Storage Holdings, L.L.C.
|
Delaware
|
ONEOK Gas Storage, L.L.C.
|
Oklahoma
|
ONEOK Gas Transportation, L.L.C.
|
Oklahoma
|
ONEOK Hydrocarbon GP, L.L.C.
|
Delaware
|
ONEOK Hydrocarbon Holdings, L.L.C.
|
Delaware
|
ONEOK Hydrocarbon Southwest, L.L.C.
|
Delaware
|
ONEOK Hydrocarbon, L.L.C.
|
Delaware
|
ONEOK Hydrocarbon, L.P.
|
Delaware
|
ONEOK ILP GP, L.L.C.
|
Delaware
|
ONEOK Leasing Company
|
Delaware
|
ONEOK MB I, L.P.
|
Delaware
|
ONEOK Midstream Gas Supply, L.L.C.
|
Oklahoma
|
ONEOK Mont Belvieu Storage Company, L.L.C.
|
Delaware
|
ONEOK NGL Gathering, L.L.C.
|
Delaware
|
ONEOK NGL Pipeline, L.L.C.
|
Delaware
|
ONEOK North System, L.L.C.
|
Delaware
|
ONEOK Northern Border Pipeline Company Holdings, L.L.C.
|
Oklahoma
|
ONEOK Overland Pass Holdings, L.L.C.
|
Oklahoma
|
ONEOK Parking Company, L.L.C.
|
Delaware
|
ONEOK Partners GP, L.L.C.
|
Delaware
|
ONEOK Partners Intermediate Limited Partnership
|
Delaware
|
ONEOK Partners, L.P.
|
Delaware
|
ONEOK Permian NGL Pipeline GP, L.L.C.
|
Delaware
|
ONEOK Permian NGL Pipeline LP, L.L.C.
|
Delaware
|
ONEOK Permian NGL Operating Company, L.L.C.
|
Delaware
|
ONEOK Pipeline Holdings, L.L.C.
|
Delaware
|
ONEOK Rockies Investments, L.L.C.
|
Delaware
|
ONEOK Rockies Midstream, L.L.C.
|
Delaware
|
ONEOK Services Company, L.L.C.
|
Oklahoma
|
ONEOK Southeast Texas NGL Pipeline, L.L.C.
|
Oklahoma
|
ONEOK Sterling III Pipeline, L.L.C.
|
Oklahoma
|
ONEOK Texas Gas Storage, L.L.C.
|
Texas
|
ONEOK Underground Storage Company, L.L.C.
|
Kansas
|
ONEOK Unit Holdings, Inc.
|
Delaware
|
ONEOK VESCO Holdings, L.L.C.
|
Delaware
|
ONEOK Western Trail Pipeline, L.L.C.
|
Oklahoma
|
ONEOK WesTex Transmission, L.L.C.
|
Delaware
|
Overland Pass Pipeline Company LLC (50%)
|
Delaware
|
Roadrunner Gas Transmission Holdings, LLC (50%)
|
Delaware
|
Roadrunner Gas Transmission, LLC (100% owned by Roadrunner Gas Transmission Holdings, LLC)
|
Delaware
|
Venice Energy Services Company, L.L.C. (10.1765%)
|
Delaware
|
Viking Gas Transmission Company
|
Delaware
|
West Texas LPG Pipeline Limited Partnership
|
Texas
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
/s/ Terry K. Spencer
|
|
Terry K. Spencer
|
|
Chief Executive Officer
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
/s/ Walter S. Hulse III
|
|
Walter S. Hulse III
|
|
Chief Financial Officer
|
(1)
|
the Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.
|
(1)
|
the Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.
|