[X]
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the quarterly period ended
|
June 30, 2016
|
|
|
|
or
|
|
|
[ ]
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the transition period from
|
|
to
|
|
|
Commission file number:
|
001-35349
|
|
Delaware
|
|
45-3779385
|
(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer
Identification No.)
|
Large accelerated filer [X] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company [ ]
|
|
Page
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statement of Income
|
Phillips 66
|
|
Millions of Dollars
|
|||||||||
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
|||||||
|
2016
|
|
2015
|
|
|
2016
|
|
2015
|
|
|
Revenues and Other Income
|
|
|
|
|
|
|||||
Sales and other operating revenues*
|
$
|
21,849
|
|
28,512
|
|
|
39,258
|
|
51,290
|
|
Equity in earnings of affiliates
|
435
|
|
407
|
|
|
768
|
|
863
|
|
|
Net gain on dispositions
|
6
|
|
139
|
|
|
6
|
|
261
|
|
|
Other income
|
17
|
|
19
|
|
|
35
|
|
89
|
|
|
Total Revenues and Other Income
|
22,307
|
|
29,077
|
|
|
40,067
|
|
52,503
|
|
|
|
|
|
|
|
|
|||||
Costs and Expenses
|
|
|
|
|
|
|||||
Purchased crude oil and products
|
16,198
|
|
22,253
|
|
|
28,128
|
|
38,948
|
|
|
Operating expenses
|
994
|
|
1,043
|
|
|
2,017
|
|
2,137
|
|
|
Selling, general and administrative expenses
|
421
|
|
406
|
|
|
807
|
|
800
|
|
|
Depreciation and amortization
|
290
|
|
274
|
|
|
570
|
|
527
|
|
|
Impairments
|
2
|
|
2
|
|
|
2
|
|
2
|
|
|
Taxes other than income taxes*
|
3,594
|
|
3,549
|
|
|
7,055
|
|
7,011
|
|
|
Accretion on discounted liabilities
|
5
|
|
6
|
|
|
10
|
|
11
|
|
|
Interest and debt expense
|
83
|
|
79
|
|
|
169
|
|
165
|
|
|
Foreign currency transaction (gains) losses
|
—
|
|
—
|
|
|
(7
|
)
|
49
|
|
|
Total Costs and Expenses
|
21,587
|
|
27,612
|
|
|
38,751
|
|
49,650
|
|
|
Income before income taxes
|
720
|
|
1,465
|
|
|
1,316
|
|
2,853
|
|
|
Provision for income taxes
|
204
|
|
440
|
|
|
402
|
|
831
|
|
|
Net Income
|
516
|
|
1,025
|
|
|
914
|
|
2,022
|
|
|
Less: net income attributable to noncontrolling interests
|
20
|
|
13
|
|
|
33
|
|
23
|
|
|
Net Income Attributable to Phillips 66
|
$
|
496
|
|
1,012
|
|
|
881
|
|
1,999
|
|
|
|
|
|
|
|
|||||
Net Income Attributable to Phillips 66 Per Share of Common Stock
(dollars)
|
|
|
|
|
|
|||||
Basic
|
$
|
0.94
|
|
1.85
|
|
|
1.66
|
|
3.65
|
|
Diluted
|
0.93
|
|
1.84
|
|
|
1.65
|
|
3.63
|
|
|
|
|
|
|
|
|
|||||
Dividends Paid Per Share of Common Stock
(dollars)
|
$
|
0.63
|
|
0.56
|
|
|
1.19
|
|
1.06
|
|
|
|
|
|
|
|
|||||
Average Common Shares Outstanding
(in thousands)
|
|
|
|
|
|
|||||
Basic
|
528,247
|
|
544,617
|
|
|
529,993
|
|
546,398
|
|
|
Diluted
|
531,060
|
|
548,926
|
|
|
532,815
|
|
550,985
|
|
|
* Includes excise taxes on petroleum products sales:
|
$
|
3,508
|
|
3,463
|
|
|
6,868
|
|
6,825
|
|
See Notes to Consolidated Financial Statements.
|
|
|
|
|
|
Consolidated Statement of Comprehensive Income
|
Phillips 66
|
|
Millions of Dollars
|
|||||||||
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
|||||||
|
2016
|
|
2015
|
|
|
2016
|
|
2015
|
|
|
|
|
|
|
|
|
|||||
Net Income
|
$
|
516
|
|
1,025
|
|
|
914
|
|
2,022
|
|
Other comprehensive income (loss)
|
|
|
|
|
|
|||||
Defined benefit plans
|
|
|
|
|
|
|||||
Actuarial gain:
|
|
|
|
|
|
|||||
Amortization to net income of net actuarial loss and settlements
|
24
|
|
19
|
|
|
47
|
|
49
|
|
|
Plans sponsored by equity affiliates
|
3
|
|
5
|
|
|
9
|
|
10
|
|
|
Income taxes on defined benefit plans
|
(9
|
)
|
(10
|
)
|
|
(20
|
)
|
(20
|
)
|
|
Defined benefit plans, net of tax
|
18
|
|
14
|
|
|
36
|
|
39
|
|
|
Foreign currency translation adjustments
|
(107
|
)
|
212
|
|
|
(122
|
)
|
15
|
|
|
Income taxes on foreign currency translation adjustments
|
(1
|
)
|
(1
|
)
|
|
(3
|
)
|
8
|
|
|
Foreign currency translation adjustments, net of tax
|
(108
|
)
|
211
|
|
|
(125
|
)
|
23
|
|
|
Cash flow hedges
|
(8
|
)
|
—
|
|
|
(16
|
)
|
—
|
|
|
Income taxes on hedging activities
|
3
|
|
—
|
|
|
6
|
|
—
|
|
|
Hedging activities, net of tax
|
(5
|
)
|
—
|
|
|
(10
|
)
|
—
|
|
|
Other Comprehensive Income (Loss), Net of Tax
|
(95
|
)
|
225
|
|
|
(99
|
)
|
62
|
|
|
Comprehensive Income
|
421
|
|
1,250
|
|
|
815
|
|
2,084
|
|
|
Less: comprehensive income attributable to noncontrolling interests
|
20
|
|
13
|
|
|
33
|
|
23
|
|
|
Comprehensive Income Attributable to Phillips 66
|
$
|
401
|
|
1,237
|
|
|
782
|
|
2,061
|
|
Consolidated Balance Sheet
|
Phillips 66
|
|
Millions of Dollars
|
|||||
|
June 30
2016 |
|
|
December 31
2015 |
|
|
Assets
|
|
|
|
|||
Cash and cash equivalents
|
$
|
2,232
|
|
|
3,074
|
|
Accounts and notes receivable (net of allowances of $41 million in 2016 and $55 million in 2015)
|
4,610
|
|
|
4,411
|
|
|
Accounts and notes receivable—related parties
|
987
|
|
|
762
|
|
|
Inventories
|
3,993
|
|
|
3,477
|
|
|
Prepaid expenses and other current assets
|
821
|
|
|
532
|
|
|
Total Current Assets
|
12,643
|
|
|
12,256
|
|
|
Investments and long-term receivables
|
12,936
|
|
|
12,143
|
|
|
Net properties, plants and equipment
|
20,247
|
|
|
19,721
|
|
|
Goodwill
|
3,275
|
|
|
3,275
|
|
|
Intangibles
|
896
|
|
|
906
|
|
|
Other assets
|
364
|
|
|
279
|
|
|
Total Assets
|
$
|
50,361
|
|
|
48,580
|
|
|
|
|
|
|||
Liabilities
|
|
|
|
|||
Accounts payable
|
$
|
6,319
|
|
|
5,155
|
|
Accounts payable—related parties
|
765
|
|
|
500
|
|
|
Short-term debt
|
1,532
|
|
|
44
|
|
|
Accrued income and other taxes
|
912
|
|
|
878
|
|
|
Employee benefit obligations
|
385
|
|
|
576
|
|
|
Other accruals
|
487
|
|
|
378
|
|
|
Total Current Liabilities
|
10,400
|
|
|
7,531
|
|
|
Long-term debt
|
7,330
|
|
|
8,843
|
|
|
Asset retirement obligations and accrued environmental costs
|
672
|
|
|
665
|
|
|
Deferred income taxes
|
6,233
|
|
|
6,041
|
|
|
Employee benefit obligations
|
1,343
|
|
|
1,285
|
|
|
Other liabilities and deferred credits
|
317
|
|
|
277
|
|
|
Total Liabilities
|
26,295
|
|
|
24,642
|
|
|
|
|
|
|
|||
Equity
|
|
|
|
|||
Common stock (2,500,000,000 shares authorized at $.01 par value)
Issued (2016—640,607,106 shares; 2015—639,336,287 shares) |
|
|
|
|||
Par value
|
6
|
|
|
6
|
|
|
Capital in excess of par
|
19,370
|
|
|
19,145
|
|
|
Treasury stock (at cost: 2016—117,757,779 shares; 2015—109,925,907 shares)
|
(8,379
|
)
|
|
(7,746
|
)
|
|
Retained earnings
|
12,597
|
|
|
12,348
|
|
|
Accumulated other comprehensive loss
|
(752
|
)
|
|
(653
|
)
|
|
Total Stockholders’ Equity
|
22,842
|
|
|
23,100
|
|
|
Noncontrolling interests
|
1,224
|
|
|
838
|
|
|
Total Equity
|
24,066
|
|
|
23,938
|
|
|
Total Liabilities and Equity
|
$
|
50,361
|
|
|
48,580
|
|
Consolidated Statement of Cash Flows
|
Phillips 66
|
|
Millions of Dollars
|
|||||
|
Six Months Ended
June 30 |
|||||
|
2016
|
|
|
2015
|
|
|
Cash Flows From Operating Activities
|
|
|
|
|||
Net income
|
$
|
914
|
|
|
2,022
|
|
Adjustments to reconcile net income to net cash provided by operating activities
|
|
|
|
|||
Depreciation and amortization
|
570
|
|
|
527
|
|
|
Impairments
|
2
|
|
|
2
|
|
|
Accretion on discounted liabilities
|
10
|
|
|
11
|
|
|
Deferred taxes
|
191
|
|
|
(81
|
)
|
|
Undistributed equity earnings
|
(515
|
)
|
|
325
|
|
|
Net gain on dispositions
|
(6
|
)
|
|
(261
|
)
|
|
Other
|
116
|
|
|
94
|
|
|
Working capital adjustments
|
|
|
|
|||
Decrease (increase) in accounts and notes receivable
|
(386
|
)
|
|
918
|
|
|
Decrease (increase) in inventories
|
(536
|
)
|
|
(747
|
)
|
|
Decrease (increase) in prepaid expenses and other current assets
|
(504
|
)
|
|
60
|
|
|
Increase (decrease) in accounts payable
|
1,512
|
|
|
394
|
|
|
Increase (decrease) in taxes and other accruals
|
45
|
|
|
(485
|
)
|
|
Net Cash Provided by Operating Activities
|
1,413
|
|
|
2,779
|
|
|
|
|
|
|
|||
Cash Flows From Investing Activities
|
|
|
|
|||
Capital expenditures and investments
|
(1,370
|
)
|
|
(2,294
|
)
|
|
Proceeds from asset dispositions*
|
15
|
|
|
(5
|
)
|
|
Advances/loans—related parties
|
(182
|
)
|
|
(50
|
)
|
|
Collection of advances/loans—related parties
|
—
|
|
|
50
|
|
|
Other
|
(75
|
)
|
|
47
|
|
|
Net Cash Used in Investing Activities
|
(1,612
|
)
|
|
(2,252
|
)
|
|
|
|
|
|
|||
Cash Flows From Financing Activities
|
|
|
|
|||
Issuance of debt
|
150
|
|
|
1,169
|
|
|
Repayment of debt
|
(166
|
)
|
|
(904
|
)
|
|
Issuance of common stock
|
(29
|
)
|
|
(25
|
)
|
|
Repurchase of common stock
|
(633
|
)
|
|
(733
|
)
|
|
Dividends paid on common stock
|
(625
|
)
|
|
(574
|
)
|
|
Distributions to noncontrolling interests
|
(28
|
)
|
|
(20
|
)
|
|
Net proceeds from issuance of Phillips 66 Partners LP common units
|
669
|
|
|
384
|
|
|
Other
|
11
|
|
|
2
|
|
|
Net Cash Used in Financing Activities
|
(651
|
)
|
|
(701
|
)
|
|
|
|
|
|
|||
Effect of Exchange Rate Changes on Cash and Cash Equivalents
|
8
|
|
|
56
|
|
|
|
|
|
|
|||
Net Change in Cash and Cash Equivalents
|
(842
|
)
|
|
(118
|
)
|
|
Cash and cash equivalents at beginning of period
|
3,074
|
|
|
5,207
|
|
|
Cash and Cash Equivalents at End of Period
|
$
|
2,232
|
|
|
5,089
|
|
Consolidated Statement of Changes in Equity
|
Phillips 66
|
|
Millions of Dollars
|
||||||||||||||
|
Attributable to Phillips 66
|
|
|
||||||||||||
|
Common Stock
|
|
|
|
|
||||||||||
|
Par
Value
|
|
Capital in Excess of Par
|
|
Treasury Stock
|
|
Retained
Earnings
|
|
Accum. Other
Comprehensive Income (Loss)
|
|
Noncontrolling
Interests
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
||||||||
December 31, 2014
|
$
|
6
|
|
19,040
|
|
(6,234
|
)
|
9,309
|
|
(531
|
)
|
447
|
|
22,037
|
|
Net income
|
—
|
|
—
|
|
—
|
|
1,999
|
|
—
|
|
23
|
|
2,022
|
|
|
Other comprehensive income
|
—
|
|
—
|
|
—
|
|
—
|
|
62
|
|
—
|
|
62
|
|
|
Cash dividends paid on common stock
|
—
|
|
—
|
|
—
|
|
(574
|
)
|
—
|
|
—
|
|
(574
|
)
|
|
Repurchase of common stock
|
—
|
|
—
|
|
(733
|
)
|
—
|
|
—
|
|
—
|
|
(733
|
)
|
|
Benefit plan activity
|
—
|
|
53
|
|
—
|
|
(8
|
)
|
—
|
|
—
|
|
45
|
|
|
Issuance of Phillips 66 Partners LP common units
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
384
|
|
384
|
|
|
Distributions to noncontrolling interests and other
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(20
|
)
|
(20
|
)
|
|
June 30, 2015
|
$
|
6
|
|
19,093
|
|
(6,967
|
)
|
10,726
|
|
(469
|
)
|
834
|
|
23,223
|
|
|
|
|
|
|
|
|
|
||||||||
December 31, 2015
|
$
|
6
|
|
19,145
|
|
(7,746
|
)
|
12,348
|
|
(653
|
)
|
838
|
|
23,938
|
|
Net income
|
—
|
|
—
|
|
—
|
|
881
|
|
—
|
|
33
|
|
914
|
|
|
Other comprehensive loss
|
—
|
|
—
|
|
—
|
|
—
|
|
(99
|
)
|
—
|
|
(99
|
)
|
|
Cash dividends paid on common stock
|
—
|
|
—
|
|
—
|
|
(625
|
)
|
—
|
|
—
|
|
(625
|
)
|
|
Repurchase of common stock
|
—
|
|
—
|
|
(633
|
)
|
—
|
|
—
|
|
—
|
|
(633
|
)
|
|
Benefit plan activity
|
—
|
|
44
|
|
—
|
|
(7
|
)
|
—
|
|
—
|
|
37
|
|
|
Issuance of Phillips 66 Partners LP common units
|
—
|
|
181
|
|
—
|
|
—
|
|
—
|
|
381
|
|
562
|
|
|
Distributions to noncontrolling interests and other
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(28
|
)
|
(28
|
)
|
|
June 30, 2016
|
$
|
6
|
|
19,370
|
|
(8,379
|
)
|
12,597
|
|
(752
|
)
|
1,224
|
|
24,066
|
|
|
Shares in Thousands
|
|||
|
Common Stock Issued
|
|
Treasury Stock
|
|
December 31, 2014
|
637,032
|
|
90,650
|
|
Repurchase of common stock
|
—
|
|
9,839
|
|
Shares issued—share-based compensation
|
1,116
|
|
—
|
|
June 30, 2015
|
638,148
|
|
100,489
|
|
|
|
|
||
December 31, 2015
|
639,336
|
|
109,926
|
|
Repurchase of common stock
|
—
|
|
7,832
|
|
Shares issued—share-based compensation
|
1,271
|
|
—
|
|
June 30, 2016
|
640,607
|
|
117,758
|
|
Notes to Consolidated Financial Statements
|
Phillips 66
|
|
Millions of Dollars
|
|||||
|
June 30
2016 |
|
|
December 31
2015 |
|
|
|
|
|
|
|||
Crude oil and petroleum products
|
$
|
3,725
|
|
|
3,214
|
|
Materials and supplies
|
268
|
|
|
263
|
|
|
|
$
|
3,993
|
|
|
3,477
|
|
|
Millions of Dollars
|
|||||||||
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
|||||||
|
2016
|
|
2015
|
|
|
2016
|
|
2015
|
|
|
|
|
|
|
|
|
|||||
Revenues
|
$
|
4,778
|
|
5,920
|
|
|
8,468
|
|
10,826
|
|
Income before income taxes
|
598
|
|
1,038
|
|
|
944
|
|
1,730
|
|
|
Net income
|
575
|
|
1,024
|
|
|
904
|
|
1,696
|
|
|
Millions of Dollars
|
|||||||||||||||||
|
June 30, 2016
|
|
December 31, 2015
|
|||||||||||||||
|
Gross
PP&E
|
|
|
Accum.
D&A
|
|
|
Net
PP&E
|
|
|
Gross
PP&E
|
|
|
Accum.
D&A
|
|
|
Net
PP&E
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Midstream
|
$
|
7,651
|
|
|
1,477
|
|
|
6,174
|
|
|
6,978
|
|
|
1,293
|
|
|
5,685
|
|
Chemicals
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Refining
|
21,075
|
|
|
8,256
|
|
|
12,819
|
|
|
20,850
|
|
|
8,046
|
|
|
12,804
|
|
|
Marketing and Specialties
|
1,455
|
|
|
788
|
|
|
667
|
|
|
1,422
|
|
|
746
|
|
|
676
|
|
|
Corporate and Other
|
1,129
|
|
|
542
|
|
|
587
|
|
|
1,060
|
|
|
504
|
|
|
556
|
|
|
|
$
|
31,310
|
|
|
11,063
|
|
|
20,247
|
|
|
30,310
|
|
|
10,589
|
|
|
19,721
|
|
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
|||||||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|||||||||||||
|
Basic
|
|
Diluted
|
|
|
Basic
|
|
Diluted
|
|
|
Basic
|
|
Diluted
|
|
|
Basic
|
|
Diluted
|
|
|
Amounts attributed to Phillips 66 Common Stockholders
(millions)
:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Net income attributable to Phillips 66
|
$
|
496
|
|
496
|
|
|
1,012
|
|
1,012
|
|
|
881
|
|
881
|
|
|
1,999
|
|
1,999
|
|
Income allocated to participating securities
|
(2
|
)
|
(1
|
)
|
|
(2
|
)
|
—
|
|
|
(3
|
)
|
(3
|
)
|
|
(3
|
)
|
—
|
|
|
Net Income available to common stockholders
|
$
|
494
|
|
495
|
|
|
1,010
|
|
1,012
|
|
|
878
|
|
878
|
|
|
1,996
|
|
1,999
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Weighted-average common shares outstanding
(thousands)
:
|
524,080
|
|
528,247
|
|
|
539,848
|
|
544,617
|
|
|
525,654
|
|
529,993
|
|
|
541,649
|
|
546,398
|
|
|
Effect of stock-based compensation
|
4,167
|
|
2,813
|
|
|
4,769
|
|
4,309
|
|
|
4,339
|
|
2,822
|
|
|
4,749
|
|
4,587
|
|
|
Weighted-average common shares outstanding—EPS
|
528,247
|
|
531,060
|
|
|
544,617
|
|
548,926
|
|
|
529,993
|
|
532,815
|
|
|
546,398
|
|
550,985
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Earnings Per Share of Common Stock
(dollars)
|
$
|
0.94
|
|
0.93
|
|
|
1.85
|
|
1.84
|
|
|
1.66
|
|
1.65
|
|
|
3.65
|
|
3.63
|
|
|
Millions of Dollars
|
|||||
|
June 30
2016 |
|
|
December 31
2015 |
|
|
Assets
|
|
|
|
|||
Prepaid expenses and other current assets
|
$
|
612
|
|
|
2,607
|
|
Other assets
|
20
|
|
|
5
|
|
|
Liabilities
|
|
|
|
|||
Other accruals
|
637
|
|
|
2,425
|
|
|
Other liabilities and deferred credits
|
17
|
|
|
5
|
|
|
Millions of Dollars
|
|||||||||
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
|||||||
|
2016
|
|
2015
|
|
|
2016
|
|
2015
|
|
|
|
|
|
|
|
|
|||||
Sales and other operating revenues
|
$
|
(182
|
)
|
(143
|
)
|
|
(268
|
)
|
(174
|
)
|
Other income
|
7
|
|
4
|
|
|
16
|
|
47
|
|
|
Purchased crude oil and products
|
(89
|
)
|
(71
|
)
|
|
(125
|
)
|
(51
|
)
|
|
Open Position
Long/(Short)
|
||||
|
June 30
2016 |
|
|
December 31
2015 |
|
Commodity
|
|
|
|
||
Crude oil, refined products and NGL
(millions of barrels)
|
(35
|
)
|
|
(17
|
)
|
•
|
Cash and cash equivalents: The carrying amount reported on the consolidated balance sheet approximates fair value.
|
•
|
Accounts and notes receivable: The carrying amount reported on the consolidated balance sheet approximates fair value.
|
•
|
Debt: The carrying amount of our floating-rate debt approximates fair value. The fair value of our fixed-rate debt is estimated based on quoted market prices.
|
•
|
Commodity swaps and forward purchases and sales: Fair value is estimated based on forward market prices and approximates the exit price at period end. When forward market prices are not available, we estimate fair value using the forward price of a similar commodity, adjusted for the difference in quality or location.
|
•
|
Futures: Fair values are based on quoted market prices obtained from the New York Mercantile Exchange, the Intercontinental Exchange, or other traded exchanges.
|
•
|
Forward-exchange contracts: Fair value is estimated by comparing the contract rate to the forward rate in effect at the end of the reporting period, which approximates the exit price at that date.
|
•
|
Level 1: Fair value measured with unadjusted quoted prices from an active market for identical assets or liabilities.
|
•
|
Level 2: Fair value measured either with: (1) adjusted quoted prices from an active market for similar assets or liabilities; or (2) other valuation inputs that are directly or indirectly observable.
|
•
|
Level 3: Fair value measured with unobservable inputs that are significant to the measurement.
|
|
Millions of Dollars
|
|||||||||||||||||||||
|
June 30, 2016
|
|||||||||||||||||||||
|
Fair Value Hierarchy
|
|
Total Fair Value of Gross Assets & Liabilities
|
|
Effect of Counterparty Netting
|
|
Effect of Collateral Netting
|
|
Difference in Carrying Value and Fair Value
|
|
Net Carrying Value Presented on the Balance Sheet
|
|
Cash Collateral Received or Paid, Not Offset on Balance Sheet
|
|
||||||||
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
||||||||||||||
Commodity Derivative Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Exchange-cleared instruments
|
$
|
258
|
|
|
316
|
|
|
—
|
|
|
574
|
|
(568
|
)
|
—
|
|
—
|
|
6
|
|
—
|
|
OTC instruments
|
—
|
|
|
7
|
|
|
—
|
|
|
7
|
|
(2
|
)
|
—
|
|
—
|
|
5
|
|
—
|
|
|
Physical forward contracts*
|
—
|
|
|
50
|
|
|
1
|
|
|
51
|
|
—
|
|
—
|
|
—
|
|
51
|
|
—
|
|
|
Rabbi trust assets
|
94
|
|
|
—
|
|
|
—
|
|
|
94
|
|
N/A
|
|
N/A
|
|
—
|
|
94
|
|
N/A
|
|
|
|
$
|
352
|
|
|
373
|
|
|
1
|
|
|
726
|
|
(570
|
)
|
—
|
|
—
|
|
156
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Commodity Derivative Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Exchange-cleared instruments
|
$
|
277
|
|
|
359
|
|
|
—
|
|
|
636
|
|
(568
|
)
|
(68
|
)
|
—
|
|
—
|
|
—
|
|
OTC instruments
|
—
|
|
|
4
|
|
|
—
|
|
|
4
|
|
(2
|
)
|
—
|
|
—
|
|
2
|
|
—
|
|
|
Physical forward contracts*
|
—
|
|
|
13
|
|
|
1
|
|
|
14
|
|
—
|
|
—
|
|
—
|
|
14
|
|
—
|
|
|
Interest-rate derivatives
|
—
|
|
|
16
|
|
|
—
|
|
|
16
|
|
—
|
|
—
|
|
—
|
|
16
|
|
—
|
|
|
Floating-rate debt
|
90
|
|
|
—
|
|
|
—
|
|
|
90
|
|
N/A
|
|
N/A
|
|
—
|
|
90
|
|
N/A
|
|
|
Fixed-rate debt, excluding capital leases**
|
—
|
|
|
9,493
|
|
|
—
|
|
|
9,493
|
|
N/A
|
|
N/A
|
|
(909
|
)
|
8,584
|
|
N/A
|
|
|
|
$
|
367
|
|
|
9,885
|
|
|
1
|
|
|
10,253
|
|
(570
|
)
|
(68
|
)
|
(909
|
)
|
8,706
|
|
|
|
Millions of Dollars
|
|||||||||||||||||||||
|
December 31, 2015
|
|||||||||||||||||||||
|
Fair Value Hierarchy
|
|
Total Fair Value of Gross Assets & Liabilities
|
|
Effect of Counterparty Netting
|
|
Effect of Collateral Netting
|
|
Difference in Carrying Value and Fair Value
|
|
Net Carrying Value Presented on the Balance Sheet
|
|
Cash Collateral Received or Paid, Not Offset on Balance Sheet
|
|
||||||||
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
|||||||||||||
Commodity Derivative Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Exchange-cleared instruments
|
$
|
1,851
|
|
|
703
|
|
|
—
|
|
|
2,554
|
|
(2,389
|
)
|
(100
|
)
|
—
|
|
65
|
|
—
|
|
OTC instruments
|
—
|
|
|
13
|
|
|
—
|
|
|
13
|
|
(12
|
)
|
—
|
|
—
|
|
1
|
|
—
|
|
|
Physical forward contracts*
|
3
|
|
|
40
|
|
|
2
|
|
|
45
|
|
—
|
|
—
|
|
—
|
|
45
|
|
—
|
|
|
Rabbi trust assets
|
83
|
|
|
—
|
|
|
—
|
|
|
83
|
|
N/A
|
|
N/A
|
|
—
|
|
83
|
|
N/A
|
|
|
|
$
|
1,937
|
|
|
756
|
|
|
2
|
|
|
2,695
|
|
(2,401
|
)
|
(100
|
)
|
—
|
|
194
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Commodity Derivative Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Exchange-cleared instruments
|
$
|
1,745
|
|
|
646
|
|
|
—
|
|
|
2,391
|
|
(2,389
|
)
|
—
|
|
—
|
|
2
|
|
—
|
|
OTC instruments
|
—
|
|
|
17
|
|
|
—
|
|
|
17
|
|
(12
|
)
|
—
|
|
—
|
|
5
|
|
—
|
|
|
Physical forward contracts*
|
—
|
|
|
22
|
|
|
—
|
|
|
22
|
|
—
|
|
—
|
|
—
|
|
22
|
|
—
|
|
|
Floating-rate debt
|
50
|
|
|
—
|
|
|
—
|
|
|
50
|
|
N/A
|
|
N/A
|
|
—
|
|
50
|
|
N/A
|
|
|
Fixed-rate debt, excluding capital leases**
|
—
|
|
|
8,434
|
|
|
—
|
|
|
8,434
|
|
N/A
|
|
N/A
|
|
195
|
|
8,629
|
|
N/A
|
|
|
|
$
|
1,795
|
|
|
9,119
|
|
|
—
|
|
|
10,914
|
|
(2,401
|
)
|
—
|
|
195
|
|
8,708
|
|
|
|
Millions of Dollars
|
|||||||||||||||||
|
Pension Benefits
|
|
Other Benefits
|
|||||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
|
2015
|
|
|||||||||
|
U.S.
|
|
|
Int’l.
|
|
|
U.S.
|
|
|
Int’l.
|
|
|
|
|
|
|||
Components of Net Periodic Benefit Cost
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Three Months Ended June 30
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Service cost
|
$
|
32
|
|
|
9
|
|
|
31
|
|
|
10
|
|
|
2
|
|
|
2
|
|
Interest cost
|
29
|
|
|
8
|
|
|
27
|
|
|
7
|
|
|
2
|
|
|
2
|
|
|
Expected return on plan assets
|
(32
|
)
|
|
(10
|
)
|
|
(35
|
)
|
|
(9
|
)
|
|
—
|
|
|
—
|
|
|
Amortization of prior service cost (credit)
|
—
|
|
|
(1
|
)
|
|
1
|
|
|
(1
|
)
|
|
(1
|
)
|
|
(1
|
)
|
|
Recognized net actuarial loss (gain)
|
18
|
|
|
3
|
|
|
18
|
|
|
4
|
|
|
—
|
|
|
(1
|
)
|
|
Settlements
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Net periodic benefit cost
|
$
|
47
|
|
|
9
|
|
|
42
|
|
|
11
|
|
|
3
|
|
|
2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Six Months Ended June 30
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Service cost
|
$
|
64
|
|
|
18
|
|
|
62
|
|
|
20
|
|
|
4
|
|
|
4
|
|
Interest cost
|
58
|
|
|
15
|
|
|
54
|
|
|
14
|
|
|
4
|
|
|
4
|
|
|
Expected return on plan assets
|
(64
|
)
|
|
(20
|
)
|
|
(70
|
)
|
|
(19
|
)
|
|
—
|
|
|
—
|
|
|
Amortization of prior service cost (credit)
|
1
|
|
|
(1
|
)
|
|
2
|
|
|
(1
|
)
|
|
(1
|
)
|
|
(1
|
)
|
|
Recognized net actuarial loss (gain)
|
36
|
|
|
7
|
|
|
37
|
|
|
8
|
|
|
—
|
|
|
(1
|
)
|
|
Settlements
|
3
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Net periodic benefit cost
|
$
|
98
|
|
|
19
|
|
|
86
|
|
|
22
|
|
|
7
|
|
|
6
|
|
|
Millions of Dollars
|
|||||||||||
|
Defined Benefit Plans
|
|
|
Foreign Currency Translation
|
|
|
Hedging
|
|
|
Accumulated Other Comprehensive Income (Loss)
|
|
|
|
|
|
|
|
|
|
|
|||||
December 31, 2014
|
$
|
(696
|
)
|
|
167
|
|
|
(2
|
)
|
|
(531
|
)
|
Other comprehensive income before reclassifications
|
6
|
|
|
23
|
|
|
—
|
|
|
29
|
|
|
Amounts reclassified from accumulated other comprehensive income (loss)*
|
|
|
|
|
|
|
|
|||||
Amortization of defined benefit plan items**
|
|
|
|
|
|
|
|
|||||
Actuarial losses and settlements
|
33
|
|
|
—
|
|
|
—
|
|
|
33
|
|
|
Net current period other comprehensive income
|
39
|
|
|
23
|
|
|
—
|
|
|
62
|
|
|
June 30, 2015
|
$
|
(657
|
)
|
|
190
|
|
|
(2
|
)
|
|
(469
|
)
|
|
|
|
|
|
|
|
|
|||||
December 31, 2015
|
$
|
(662
|
)
|
|
11
|
|
|
(2
|
)
|
|
(653
|
)
|
Other comprehensive income (loss) before reclassifications
|
6
|
|
|
(125
|
)
|
|
(10
|
)
|
|
(129
|
)
|
|
Amounts reclassified from accumulated other comprehensive income (loss)*
|
|
|
|
|
|
|
|
|
||||
Amortization of defined benefit plan items**
|
|
|
|
|
|
|
|
|||||
Actuarial losses and settlements
|
30
|
|
|
—
|
|
|
—
|
|
|
30
|
|
|
Net current period other comprehensive income (loss)
|
36
|
|
|
(125
|
)
|
|
(10
|
)
|
|
(99
|
)
|
|
June 30, 2016
|
$
|
(626
|
)
|
|
(114
|
)
|
|
(12
|
)
|
|
(752
|
)
|
|
Millions of Dollars
|
|||||||||
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
|||||||
|
2016
|
|
2015
|
|
|
2016
|
|
2015
|
|
|
|
|
|
|
|
|
|||||
Operating revenues and other income (a)
|
$
|
549
|
|
674
|
|
|
956
|
|
1,291
|
|
Purchases (b)
|
2,148
|
|
2,406
|
|
|
3,651
|
|
4,354
|
|
|
Operating expenses and selling, general and administrative expenses (c)
|
28
|
|
31
|
|
|
61
|
|
62
|
|
|
Interest expense (d)
|
2
|
|
1
|
|
|
3
|
|
3
|
|
(a)
|
We sold NGL and other petrochemical feedstocks, along with solvents, to CPChem, and we sold gas oil and hydrogen feedstocks to Excel Paralubes. We sold certain feedstocks and intermediate products to WRB and also acted as agent for WRB in supplying crude oil and other feedstocks for a fee. We also sold refined products to our OnCue Holdings, LLC joint venture. In addition, we charged several of our affiliates, including CPChem, for the use of common facilities, such as steam generators, waste and water treaters, and warehouse facilities.
|
(b)
|
We purchased crude oil and refined products from WRB. We also acted as agent for WRB in distributing asphalt and solvents. We purchased natural gas and NGL from DCP Midstream, LLC (DCP Midstream) and CPChem, as well as other feedstocks from various affiliates, for use in our refinery and fractionation processes. We paid NGL fractionation fees to CPChem. We also paid fees to various pipeline equity companies for transporting finished refined products and NGL. We purchased base oils and fuel products from Excel for use in our refining and specialty businesses.
|
(c)
|
We paid utility and processing fees to various affiliates.
|
(d)
|
We incurred interest expense on a note payable to MSLP.
|
1)
|
Midstream—
Gathers, processes, transports and markets natural gas; and transports, fractionates and markets NGL in the United States. In addition, this segment transports crude oil and other feedstocks to our refineries and other locations, delivers refined and specialty products to market, and provides terminaling and storage services for crude oil and petroleum products. The Midstream segment includes our master limited partnership, Phillips 66 Partners LP, as well as our
50 percent
equity investment in DCP Midstream.
|
2)
|
Chemicals—
Manufactures and markets petrochemicals and plastics on a worldwide basis. The Chemicals segment consists of our
50 percent
equity investment in CPChem.
|
3)
|
Refining—
Buys, sells and refines crude oil and other feedstocks at
14
refineries, mainly in the United States and Europe.
|
4)
|
Marketing and Specialties—
Purchases for resale and markets refined products, mainly in the United States and Europe. In addition, this segment includes the manufacturing and marketing of specialty products (such as base oils and lubricants), as well as power generation operations.
|
|
Millions of Dollars
|
|||||||||
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
|||||||
|
2016
|
|
2015
|
|
|
2016
|
|
2015
|
|
|
Sales and Other Operating Revenues
|
|
|
|
|
|
|||||
Midstream
|
|
|
|
|
|
|||||
Total sales
|
$
|
919
|
|
913
|
|
|
1,850
|
|
1,882
|
|
Intersegment eliminations
|
(278
|
)
|
(243
|
)
|
|
(570
|
)
|
(497
|
)
|
|
Total Midstream
|
641
|
|
670
|
|
|
1,280
|
|
1,385
|
|
|
Chemicals
|
1
|
|
1
|
|
|
2
|
|
3
|
|
|
Refining
|
|
|
|
|
|
|||||
Total sales
|
13,539
|
|
18,955
|
|
|
23,777
|
|
33,226
|
|
|
Intersegment eliminations
|
(9,246
|
)
|
(11,920
|
)
|
|
(15,805
|
)
|
(20,676
|
)
|
|
Total Refining
|
4,293
|
|
7,035
|
|
|
7,972
|
|
12,550
|
|
|
Marketing and Specialties
|
|
|
|
|
|
|||||
Total sales
|
17,180
|
|
21,343
|
|
|
30,528
|
|
38,091
|
|
|
Intersegment eliminations
|
(274
|
)
|
(549
|
)
|
|
(540
|
)
|
(760
|
)
|
|
Total Marketing and Specialties
|
16,906
|
|
20,794
|
|
|
29,988
|
|
37,331
|
|
|
Corporate and Other
|
8
|
|
12
|
|
|
16
|
|
21
|
|
|
Consolidated sales and other operating revenues
|
$
|
21,849
|
|
28,512
|
|
|
39,258
|
|
51,290
|
|
|
|
|
|
|
|
|||||
Net Income (Loss) Attributable to Phillips 66
|
|
|
|
|
|
|||||
Midstream
|
$
|
39
|
|
(78
|
)
|
|
104
|
|
(11
|
)
|
Chemicals
|
190
|
|
295
|
|
|
346
|
|
498
|
|
|
Refining
|
149
|
|
604
|
|
|
235
|
|
1,142
|
|
|
Marketing and Specialties
|
229
|
|
314
|
|
|
434
|
|
618
|
|
|
Corporate and Other
|
(111
|
)
|
(123
|
)
|
|
(238
|
)
|
(248
|
)
|
|
Consolidated net income attributable to Phillips 66
|
$
|
496
|
|
1,012
|
|
|
881
|
|
1,999
|
|
|
Millions of Dollars
|
|||||
|
June 30
2016 |
|
|
December 31
2015 |
|
|
Total Assets
|
|
|
|
|||
Midstream
|
$
|
11,896
|
|
|
11,043
|
|
Chemicals
|
5,644
|
|
|
5,237
|
|
|
Refining
|
23,214
|
|
|
21,993
|
|
|
Marketing and Specialties
|
6,397
|
|
|
5,631
|
|
|
Corporate and Other
|
3,210
|
|
|
4,676
|
|
|
Consolidated total assets
|
$
|
50,361
|
|
|
48,580
|
|
•
|
Phillips 66 and Phillips 66 Company (in each case, reflecting investments in subsidiaries utilizing the equity method of accounting).
|
•
|
All other nonguarantor subsidiaries.
|
•
|
The consolidating adjustments necessary to present Phillips 66’s results on a consolidated basis.
|
|
Millions of Dollars
|
||||||||||
|
Three Months Ended June 30, 2016
|
||||||||||
Statement of Income
|
Phillips 66
|
|
Phillips 66 Company
|
|
All Other Subsidiaries
|
|
Consolidating Adjustments
|
|
Total Consolidated
|
|
|
Revenues and Other Income
|
|
|
|
|
|
||||||
Sales and other operating revenues
|
$
|
—
|
|
15,237
|
|
6,612
|
|
—
|
|
21,849
|
|
Equity in earnings of affiliates
|
556
|
|
487
|
|
74
|
|
(682
|
)
|
435
|
|
|
Net gain on dispositions
|
—
|
|
—
|
|
6
|
|
—
|
|
6
|
|
|
Other income
|
—
|
|
9
|
|
8
|
|
—
|
|
17
|
|
|
Intercompany revenues
|
—
|
|
219
|
|
2,126
|
|
(2,345
|
)
|
—
|
|
|
Total Revenues and Other Income
|
556
|
|
15,952
|
|
8,826
|
|
(3,027
|
)
|
22,307
|
|
|
|
|
|
|
|
|
||||||
Costs and Expenses
|
|
|
|
|
|
||||||
Purchased crude oil and products
|
—
|
|
12,473
|
|
6,014
|
|
(2,289
|
)
|
16,198
|
|
|
Operating expenses
|
—
|
|
781
|
|
223
|
|
(10
|
)
|
994
|
|
|
Selling, general and administrative expenses
|
1
|
|
313
|
|
109
|
|
(2
|
)
|
421
|
|
|
Depreciation and amortization
|
—
|
|
203
|
|
87
|
|
—
|
|
290
|
|
|
Impairments
|
—
|
|
—
|
|
2
|
|
—
|
|
2
|
|
|
Taxes other than income taxes
|
—
|
|
1,397
|
|
2,197
|
|
—
|
|
3,594
|
|
|
Accretion on discounted liabilities
|
—
|
|
4
|
|
1
|
|
—
|
|
5
|
|
|
Interest and debt expense
|
91
|
|
9
|
|
27
|
|
(44
|
)
|
83
|
|
|
Foreign currency transaction (gains) losses
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
Total Costs and Expenses
|
92
|
|
15,180
|
|
8,660
|
|
(2,345
|
)
|
21,587
|
|
|
Income before income taxes
|
464
|
|
772
|
|
166
|
|
(682
|
)
|
720
|
|
|
Provision (benefit) for income taxes
|
(32
|
)
|
216
|
|
20
|
|
—
|
|
204
|
|
|
Net Income
|
496
|
|
556
|
|
146
|
|
(682
|
)
|
516
|
|
|
Less: net income attributable to noncontrolling interests
|
—
|
|
—
|
|
20
|
|
—
|
|
20
|
|
|
Net Income Attributable to Phillips 66
|
$
|
496
|
|
556
|
|
126
|
|
(682
|
)
|
496
|
|
|
|
|
|
|
|
||||||
Comprehensive Income
|
$
|
401
|
|
461
|
|
39
|
|
(480
|
)
|
421
|
|
|
Millions of Dollars
|
||||||||||
|
Three Months Ended June 30, 2015
|
||||||||||
Statement of Income
|
Phillips 66
|
|
Phillips 66 Company
|
|
All Other Subsidiaries
|
|
Consolidating Adjustments
|
|
Total Consolidated
|
|
|
Revenues and Other Income
|
|
|
|
|
|
||||||
Sales and other operating revenues
|
$
|
—
|
|
19,903
|
|
8,609
|
|
—
|
|
28,512
|
|
Equity in earnings (losses) of affiliates
|
1,071
|
|
694
|
|
(151
|
)
|
(1,207
|
)
|
407
|
|
|
Net gain (loss) on dispositions
|
—
|
|
(110
|
)
|
249
|
|
—
|
|
139
|
|
|
Other income
|
—
|
|
6
|
|
13
|
|
—
|
|
19
|
|
|
Intercompany revenues
|
—
|
|
349
|
|
2,994
|
|
(3,343
|
)
|
—
|
|
|
Total Revenues and Other Income
|
1,071
|
|
20,842
|
|
11,714
|
|
(4,550
|
)
|
29,077
|
|
|
|
|
|
|
|
|
||||||
Costs and Expenses
|
|
|
|
|
|
||||||
Purchased crude oil and products
|
—
|
|
16,472
|
|
9,088
|
|
(3,307
|
)
|
22,253
|
|
|
Operating expenses
|
—
|
|
782
|
|
271
|
|
(10
|
)
|
1,043
|
|
|
Selling, general and administrative expenses
|
1
|
|
303
|
|
103
|
|
(1
|
)
|
406
|
|
|
Depreciation and amortization
|
—
|
|
214
|
|
60
|
|
—
|
|
274
|
|
|
Impairments
|
—
|
|
2
|
|
—
|
|
—
|
|
2
|
|
|
Taxes other than income taxes
|
—
|
|
1,435
|
|
2,114
|
|
—
|
|
3,549
|
|
|
Accretion on discounted liabilities
|
—
|
|
4
|
|
2
|
|
—
|
|
6
|
|
|
Interest and debt expense
|
90
|
|
6
|
|
8
|
|
(25
|
)
|
79
|
|
|
Foreign currency transaction (gains) losses
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
Total Costs and Expenses
|
91
|
|
19,218
|
|
11,646
|
|
(3,343
|
)
|
27,612
|
|
|
Income before income taxes
|
980
|
|
1,624
|
|
68
|
|
(1,207
|
)
|
1,465
|
|
|
Provision (benefit) for income taxes
|
(32
|
)
|
553
|
|
(81
|
)
|
—
|
|
440
|
|
|
Net Income
|
1,012
|
|
1,071
|
|
149
|
|
(1,207
|
)
|
1,025
|
|
|
Less: net income attributable to noncontrolling interests
|
—
|
|
—
|
|
13
|
|
—
|
|
13
|
|
|
Net Income Attributable to Phillips 66
|
$
|
1,012
|
|
1,071
|
|
136
|
|
(1,207
|
)
|
1,012
|
|
|
|
|
|
|
|
||||||
Comprehensive Income
|
$
|
1,237
|
|
1,296
|
|
364
|
|
(1,647
|
)
|
1,250
|
|
|
Millions of Dollars
|
||||||||||
|
Six Months Ended June 30, 2016
|
||||||||||
Statement of Income
|
Phillips 66
|
|
Phillips 66 Company
|
|
All Other Subsidiaries
|
|
Consolidating Adjustments
|
|
Total Consolidated
|
|
|
Revenues and Other Income
|
|
|
|
|
|
||||||
Sales and other operating revenues
|
$
|
—
|
|
26,935
|
|
12,323
|
|
—
|
|
39,258
|
|
Equity in earnings of affiliates
|
1,003
|
|
885
|
|
160
|
|
(1,280
|
)
|
768
|
|
|
Net gain on dispositions
|
—
|
|
—
|
|
6
|
|
—
|
|
6
|
|
|
Other income
|
—
|
|
24
|
|
11
|
|
—
|
|
35
|
|
|
Intercompany revenues
|
—
|
|
397
|
|
3,713
|
|
(4,110
|
)
|
—
|
|
|
Total Revenues and Other Income
|
1,003
|
|
28,241
|
|
16,213
|
|
(5,390
|
)
|
40,067
|
|
|
|
|
|
|
|
|
||||||
Costs and Expenses
|
|
|
|
|
|
||||||
Purchased crude oil and products
|
—
|
|
21,467
|
|
10,659
|
|
(3,998
|
)
|
28,128
|
|
|
Operating expenses
|
—
|
|
1,613
|
|
422
|
|
(18
|
)
|
2,017
|
|
|
Selling, general and administrative expenses
|
4
|
|
600
|
|
208
|
|
(5
|
)
|
807
|
|
|
Depreciation and amortization
|
—
|
|
403
|
|
167
|
|
—
|
|
570
|
|
|
Impairments
|
—
|
|
—
|
|
2
|
|
—
|
|
2
|
|
|
Taxes other than income taxes
|
—
|
|
2,741
|
|
4,314
|
|
—
|
|
7,055
|
|
|
Accretion on discounted liabilities
|
—
|
|
8
|
|
2
|
|
—
|
|
10
|
|
|
Interest and debt expense
|
184
|
|
17
|
|
57
|
|
(89
|
)
|
169
|
|
|
Foreign currency transaction (gains) losses
|
—
|
|
—
|
|
(7
|
)
|
—
|
|
(7
|
)
|
|
Total Costs and Expenses
|
188
|
|
26,849
|
|
15,824
|
|
(4,110
|
)
|
38,751
|
|
|
Income before income taxes
|
815
|
|
1,392
|
|
389
|
|
(1,280
|
)
|
1,316
|
|
|
Provision (benefit) for income taxes
|
(66
|
)
|
389
|
|
79
|
|
—
|
|
402
|
|
|
Net Income
|
881
|
|
1,003
|
|
310
|
|
(1,280
|
)
|
914
|
|
|
Less: net income attributable to noncontrolling interests
|
—
|
|
—
|
|
33
|
|
—
|
|
33
|
|
|
Net Income Attributable to Phillips 66
|
$
|
881
|
|
1,003
|
|
277
|
|
(1,280
|
)
|
881
|
|
|
|
|
|
|
|
||||||
Comprehensive Income
|
$
|
782
|
|
904
|
|
191
|
|
(1,062
|
)
|
815
|
|
|
Millions of Dollars
|
||||||||||
|
Six Months Ended June 30, 2015
|
||||||||||
Statement of Income
|
Phillips 66
|
|
Phillips 66 Company
|
|
All Other Subsidiaries
|
|
Consolidating Adjustments
|
|
Total Consolidated
|
|
|
Revenues and Other Income
|
|
|
|
|
|
||||||
Sales and other operating revenues
|
$
|
—
|
|
35,490
|
|
15,800
|
|
—
|
|
51,290
|
|
Equity in earnings (losses) of affiliates
|
2,123
|
|
1,416
|
|
(102
|
)
|
(2,574
|
)
|
863
|
|
|
Net gain (loss) on dispositions
|
—
|
|
(115
|
)
|
376
|
|
—
|
|
261
|
|
|
Other income
|
—
|
|
65
|
|
24
|
|
—
|
|
89
|
|
|
Intercompany revenues
|
—
|
|
489
|
|
5,143
|
|
(5,632
|
)
|
—
|
|
|
Total Revenues and Other Income
|
2,123
|
|
37,345
|
|
21,241
|
|
(8,206
|
)
|
52,503
|
|
|
|
|
|
|
|
|
||||||
Costs and Expenses
|
|
|
|
|
|
||||||
Purchased crude oil and products
|
—
|
|
28,749
|
|
15,761
|
|
(5,562
|
)
|
38,948
|
|
|
Operating expenses
|
4
|
|
1,656
|
|
501
|
|
(24
|
)
|
2,137
|
|
|
Selling, general and administrative expenses
|
3
|
|
595
|
|
204
|
|
(2
|
)
|
800
|
|
|
Depreciation and amortization
|
—
|
|
408
|
|
119
|
|
—
|
|
527
|
|
|
Impairments
|
—
|
|
2
|
|
—
|
|
—
|
|
2
|
|
|
Taxes other than income taxes
|
—
|
|
2,816
|
|
4,195
|
|
—
|
|
7,011
|
|
|
Accretion on discounted liabilities
|
—
|
|
8
|
|
3
|
|
—
|
|
11
|
|
|
Interest and debt expense
|
183
|
|
12
|
|
14
|
|
(44
|
)
|
165
|
|
|
Foreign currency transaction losses
|
—
|
|
—
|
|
49
|
|
—
|
|
49
|
|
|
Total Costs and Expenses
|
190
|
|
34,246
|
|
20,846
|
|
(5,632
|
)
|
49,650
|
|
|
Income before income taxes
|
1,933
|
|
3,099
|
|
395
|
|
(2,574
|
)
|
2,853
|
|
|
Provision (benefit) for income taxes
|
(66
|
)
|
976
|
|
(79
|
)
|
—
|
|
831
|
|
|
Net Income
|
1,999
|
|
2,123
|
|
474
|
|
(2,574
|
)
|
2,022
|
|
|
Less: net income attributable to noncontrolling interests
|
—
|
|
—
|
|
23
|
|
—
|
|
23
|
|
|
Net Income Attributable to Phillips 66
|
$
|
1,999
|
|
2,123
|
|
451
|
|
(2,574
|
)
|
1,999
|
|
|
|
|
|
|
|
||||||
Comprehensive Income
|
$
|
2,061
|
|
2,185
|
|
513
|
|
(2,675
|
)
|
2,084
|
|
|
Millions of Dollars
|
||||||||||
|
June 30, 2016
|
||||||||||
Balance Sheet
|
Phillips 66
|
|
Phillips 66 Company
|
|
All Other Subsidiaries
|
|
Consolidating Adjustments
|
|
Total Consolidated
|
|
|
Assets
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
$
|
—
|
|
864
|
|
1,368
|
|
—
|
|
2,232
|
|
Accounts and notes receivable
|
13
|
|
3,614
|
|
3,334
|
|
(1,364
|
)
|
5,597
|
|
|
Inventories
|
—
|
|
2,657
|
|
1,336
|
|
—
|
|
3,993
|
|
|
Prepaid expenses and other current assets
|
1
|
|
488
|
|
332
|
|
—
|
|
821
|
|
|
Total Current Assets
|
14
|
|
7,623
|
|
6,370
|
|
(1,364
|
)
|
12,643
|
|
|
Investments and long-term receivables
|
31,691
|
|
22,722
|
|
7,775
|
|
(49,252
|
)
|
12,936
|
|
|
Net properties, plants and equipment
|
—
|
|
12,867
|
|
7,380
|
|
—
|
|
20,247
|
|
|
Goodwill
|
—
|
|
3,040
|
|
235
|
|
—
|
|
3,275
|
|
|
Intangibles
|
—
|
|
722
|
|
174
|
|
—
|
|
896
|
|
|
Other assets
|
12
|
|
205
|
|
149
|
|
(2
|
)
|
364
|
|
|
Total Assets
|
$
|
31,717
|
|
47,179
|
|
22,083
|
|
(50,618
|
)
|
50,361
|
|
|
|
|
|
|
|
||||||
Liabilities and Equity
|
|
|
|
|
|
||||||
Accounts payable
|
$
|
—
|
|
5,333
|
|
3,115
|
|
(1,364
|
)
|
7,084
|
|
Short-term debt
|
1,498
|
|
28
|
|
6
|
|
—
|
|
1,532
|
|
|
Accrued income and other taxes
|
—
|
|
378
|
|
534
|
|
—
|
|
912
|
|
|
Employee benefit obligations
|
—
|
|
347
|
|
38
|
|
—
|
|
385
|
|
|
Other accruals
|
59
|
|
339
|
|
89
|
|
—
|
|
487
|
|
|
Total Current Liabilities
|
1,557
|
|
6,425
|
|
3,782
|
|
(1,364
|
)
|
10,400
|
|
|
Long-term debt
|
5,917
|
|
146
|
|
1,267
|
|
—
|
|
7,330
|
|
|
Asset retirement obligations and accrued environmental costs
|
—
|
|
499
|
|
173
|
|
—
|
|
672
|
|
|
Deferred income taxes
|
—
|
|
4,420
|
|
1,815
|
|
(2
|
)
|
6,233
|
|
|
Employee benefit obligations
|
—
|
|
1,146
|
|
197
|
|
—
|
|
1,343
|
|
|
Other liabilities and deferred credits
|
1,372
|
|
2,895
|
|
3,705
|
|
(7,655
|
)
|
317
|
|
|
Total Liabilities
|
8,846
|
|
15,531
|
|
10,939
|
|
(9,021
|
)
|
26,295
|
|
|
Common stock
|
10,997
|
|
25,403
|
|
10,782
|
|
(36,185
|
)
|
10,997
|
|
|
Retained earnings
|
12,626
|
|
6,997
|
|
(624
|
)
|
(6,402
|
)
|
12,597
|
|
|
Accumulated other comprehensive income (loss)
|
(752
|
)
|
(752
|
)
|
(238
|
)
|
990
|
|
(752
|
)
|
|
Noncontrolling interests
|
—
|
|
—
|
|
1,224
|
|
—
|
|
1,224
|
|
|
Total Liabilities and Equity
|
$
|
31,717
|
|
47,179
|
|
22,083
|
|
(50,618
|
)
|
50,361
|
|
|
Millions of Dollars
|
||||||||||
|
December 31, 2015
|
||||||||||
Balance Sheet
|
Phillips 66
|
|
Phillips 66 Company
|
|
All Other Subsidiaries
|
|
Consolidating Adjustments
|
|
Total Consolidated
|
|
|
Assets
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
$
|
—
|
|
575
|
|
2,499
|
|
—
|
|
3,074
|
|
Accounts and notes receivable
|
14
|
|
3,643
|
|
2,217
|
|
(701
|
)
|
5,173
|
|
|
Inventories
|
—
|
|
2,171
|
|
1,306
|
|
—
|
|
3,477
|
|
|
Prepaid expenses and other current assets
|
2
|
|
382
|
|
148
|
|
—
|
|
532
|
|
|
Total Current Assets
|
16
|
|
6,771
|
|
6,170
|
|
(701
|
)
|
12,256
|
|
|
Investments and long-term receivables
|
33,315
|
|
24,068
|
|
7,395
|
|
(52,635
|
)
|
12,143
|
|
|
Net properties, plants and equipment
|
—
|
|
12,651
|
|
7,070
|
|
—
|
|
19,721
|
|
|
Goodwill
|
—
|
|
3,040
|
|
235
|
|
—
|
|
3,275
|
|
|
Intangibles
|
—
|
|
726
|
|
180
|
|
—
|
|
906
|
|
|
Other assets
|
16
|
|
154
|
|
113
|
|
(4
|
)
|
279
|
|
|
Total Assets
|
$
|
33,347
|
|
47,410
|
|
21,163
|
|
(53,340
|
)
|
48,580
|
|
|
|
|
|
|
|
||||||
Liabilities and Equity
|
|
|
|
|
|
||||||
Accounts payable
|
$
|
—
|
|
4,015
|
|
2,341
|
|
(701
|
)
|
5,655
|
|
Short-term debt
|
—
|
|
25
|
|
19
|
|
—
|
|
44
|
|
|
Accrued income and other taxes
|
—
|
|
320
|
|
558
|
|
—
|
|
878
|
|
|
Employee benefit obligations
|
—
|
|
528
|
|
48
|
|
—
|
|
576
|
|
|
Other accruals
|
59
|
|
240
|
|
79
|
|
—
|
|
378
|
|
|
Total Current Liabilities
|
59
|
|
5,128
|
|
3,045
|
|
(701
|
)
|
7,531
|
|
|
Long-term debt
|
7,413
|
|
158
|
|
1,272
|
|
—
|
|
8,843
|
|
|
Asset retirement obligations and accrued environmental costs
|
—
|
|
496
|
|
169
|
|
—
|
|
665
|
|
|
Deferred income taxes
|
—
|
|
4,500
|
|
1,545
|
|
(4
|
)
|
6,041
|
|
|
Employee benefit obligations
|
—
|
|
1,094
|
|
191
|
|
—
|
|
1,285
|
|
|
Other liabilities and deferred credits
|
2,746
|
|
2,765
|
|
3,734
|
|
(8,968
|
)
|
277
|
|
|
Total Liabilities
|
10,218
|
|
14,141
|
|
9,956
|
|
(9,673
|
)
|
24,642
|
|
|
Common stock
|
11,405
|
|
25,404
|
|
10,688
|
|
(36,092
|
)
|
11,405
|
|
|
Retained earnings
|
12,377
|
|
8,518
|
|
(200
|
)
|
(8,347
|
)
|
12,348
|
|
|
Accumulated other comprehensive income (loss)
|
(653
|
)
|
(653
|
)
|
(119
|
)
|
772
|
|
(653
|
)
|
|
Noncontrolling interests
|
—
|
|
—
|
|
838
|
|
—
|
|
838
|
|
|
Total Liabilities and Equity
|
$
|
33,347
|
|
47,410
|
|
21,163
|
|
(53,340
|
)
|
48,580
|
|
|
Millions of Dollars
|
||||||||||
|
Six Months Ended June 30, 2016
|
||||||||||
Statement of Cash Flows
|
Phillips 66
|
|
Phillips 66 Company
|
|
All Other Subsidiaries
|
|
Consolidating Adjustments
|
|
Total Consolidated
|
|
|
Cash Flows From Operating Activities
|
|
|
|
|
|
||||||
Net Cash Provided by Operating Activities
|
$
|
2,486
|
|
1,259
|
|
876
|
|
(3,208
|
)
|
1,413
|
|
|
|
|
|
|
|
||||||
Cash Flows From Investing Activities
|
|
|
|
|
|
||||||
Capital expenditures and investments*
|
—
|
|
(685
|
)
|
(723
|
)
|
38
|
|
(1,370
|
)
|
|
Proceeds from asset dispositions
|
—
|
|
3
|
|
12
|
|
—
|
|
15
|
|
|
Intercompany lending activities
|
(1,190
|
)
|
2,295
|
|
(1,105
|
)
|
—
|
|
—
|
|
|
Advances/loans—related parties
|
—
|
|
(75
|
)
|
(107
|
)
|
—
|
|
(182
|
)
|
|
Other
|
—
|
|
13
|
|
(88
|
)
|
—
|
|
(75
|
)
|
|
Net Cash Provided by (Used in) Investing Activities
|
(1,190
|
)
|
1,551
|
|
(2,011
|
)
|
38
|
|
(1,612
|
)
|
|
|
|
|
|
|
|
||||||
Cash Flows From Financing Activities
|
|
|
|
|
|
||||||
Issuance of debt
|
—
|
|
—
|
|
150
|
|
—
|
|
150
|
|
|
Repayment of debt
|
—
|
|
(11
|
)
|
(155
|
)
|
—
|
|
(166
|
)
|
|
Issuance of common stock
|
(29
|
)
|
—
|
|
—
|
|
—
|
|
(29
|
)
|
|
Repurchase of common stock
|
(633
|
)
|
—
|
|
—
|
|
—
|
|
(633
|
)
|
|
Dividends paid on common stock
|
(625
|
)
|
(2,528
|
)
|
(680
|
)
|
3,208
|
|
(625
|
)
|
|
Distributions to noncontrolling interests
|
—
|
|
—
|
|
(28
|
)
|
—
|
|
(28
|
)
|
|
Net proceeds from issuance of Phillips 66 Partners LP common units
|
—
|
|
—
|
|
669
|
|
—
|
|
669
|
|
|
Other*
|
(9
|
)
|
18
|
|
40
|
|
(38
|
)
|
11
|
|
|
Net Cash Used in Financing Activities
|
(1,296
|
)
|
(2,521
|
)
|
(4
|
)
|
3,170
|
|
(651
|
)
|
|
|
|
|
|
|
|
||||||
Effect of Exchange Rate Changes on Cash and Cash Equivalents
|
—
|
|
—
|
|
8
|
|
—
|
|
8
|
|
|
|
|
|
|
|
|
||||||
Net Change in Cash and Cash Equivalents
|
—
|
|
289
|
|
(1,131
|
)
|
—
|
|
(842
|
)
|
|
Cash and cash equivalents at beginning of period
|
—
|
|
575
|
|
2,499
|
|
—
|
|
3,074
|
|
|
Cash and Cash Equivalents at End of Period
|
$
|
—
|
|
864
|
|
1,368
|
|
—
|
|
2,232
|
|
|
Millions of Dollars
|
||||||||||
|
Six Months Ended June 30, 2015
|
||||||||||
Statement of Cash Flows
|
Phillips 66
|
|
Phillips 66 Company
|
|
All Other Subsidiaries
|
|
Consolidating Adjustments
|
|
Total Consolidated
|
|
|
Cash Flows From Operating Activities
|
|
|
|
|
|
||||||
Net Cash Provided by Operating Activities
|
$
|
531
|
|
1,386
|
|
1,524
|
|
(662
|
)
|
2,779
|
|
|
|
|
|
|
|
||||||
Cash Flows From Investing Activities
|
|
|
|
|
|
||||||
Capital expenditures and investments*
|
—
|
|
(663
|
)
|
(2,465
|
)
|
834
|
|
(2,294
|
)
|
|
Proceeds from asset dispositions**
|
—
|
|
773
|
|
104
|
|
(882
|
)
|
(5
|
)
|
|
Intercompany lending activities
|
1,611
|
|
(1,357
|
)
|
(254
|
)
|
—
|
|
—
|
|
|
Advances/loans—related parties
|
—
|
|
(50
|
)
|
—
|
|
—
|
|
(50
|
)
|
|
Collection of advances/loans—related parties
|
—
|
|
50
|
|
—
|
|
—
|
|
50
|
|
|
Other
|
—
|
|
(28
|
)
|
75
|
|
—
|
|
47
|
|
|
Net Cash Provided by (Used in) Investing Activities
|
1,611
|
|
(1,275
|
)
|
(2,540
|
)
|
(48
|
)
|
(2,252
|
)
|
|
|
|
|
|
|
|
||||||
Cash Flows From Financing Activities
|
|
|
|
|
|
||||||
Issuance of debt
|
—
|
|
—
|
|
1,169
|
|
—
|
|
1,169
|
|
|
Repayment of debt
|
(800
|
)
|
(9
|
)
|
(95
|
)
|
—
|
|
(904
|
)
|
|
Issuance of common stock
|
(25
|
)
|
—
|
|
—
|
|
—
|
|
(25
|
)
|
|
Repurchase of common stock
|
(733
|
)
|
—
|
|
—
|
|
—
|
|
(733
|
)
|
|
Dividends paid on common stock
|
(574
|
)
|
(574
|
)
|
(48
|
)
|
622
|
|
(574
|
)
|
|
Distributions to controlling interests
|
—
|
|
—
|
|
(186
|
)
|
186
|
|
—
|
|
|
Distributions to noncontrolling interests
|
—
|
|
—
|
|
(20
|
)
|
—
|
|
(20
|
)
|
|
Net proceeds from issuance of Phillips 66 Partners LP common units
|
—
|
|
—
|
|
384
|
|
—
|
|
384
|
|
|
Other*
|
(10
|
)
|
22
|
|
88
|
|
(98
|
)
|
2
|
|
|
Net Cash Provided by (Used in) Financing Activities
|
(2,142
|
)
|
(561
|
)
|
1,292
|
|
710
|
|
(701
|
)
|
|
|
|
|
|
|
|
||||||
Effect of Exchange Rate Changes on Cash and Cash Equivalents
|
—
|
|
—
|
|
56
|
|
—
|
|
56
|
|
|
|
|
|
|
|
|
||||||
Net Change in Cash and Cash Equivalents
|
—
|
|
(450
|
)
|
332
|
|
—
|
|
(118
|
)
|
|
Cash and cash equivalents at beginning of period
|
—
|
|
2,045
|
|
3,162
|
|
—
|
|
5,207
|
|
|
Cash and Cash Equivalents at End of Period
|
$
|
—
|
|
1,595
|
|
3,494
|
|
—
|
|
5,089
|
|
|
Millions of Dollars
|
|||||||||
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
|||||||
|
2016
|
|
2015
|
|
|
2016
|
|
2015
|
|
|
|
|
|
|
|
|
|||||
Midstream
|
$
|
39
|
|
(78
|
)
|
|
104
|
|
(11
|
)
|
Chemicals
|
190
|
|
295
|
|
|
346
|
|
498
|
|
|
Refining
|
149
|
|
604
|
|
|
235
|
|
1,142
|
|
|
Marketing and Specialties
|
229
|
|
314
|
|
|
434
|
|
618
|
|
|
Corporate and Other
|
(111
|
)
|
(123
|
)
|
|
(238
|
)
|
(248
|
)
|
|
Net income attributable to Phillips 66
|
$
|
496
|
|
1,012
|
|
|
881
|
|
1,999
|
|
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
|||||||
|
2016
|
|
2015
|
|
|
2016
|
|
2015
|
|
|
|
Millions of Dollars
|
|||||||||
Net Income (Loss) Attributable to Phillips 66
|
|
|
|
|
|
|||||
Transportation
|
$
|
65
|
|
65
|
|
|
137
|
|
130
|
|
DCP Midstream
|
(9
|
)
|
(151
|
)
|
|
(5
|
)
|
(163
|
)
|
|
NGL
|
(17
|
)
|
8
|
|
|
(28
|
)
|
22
|
|
|
Total Midstream
|
$
|
39
|
|
(78
|
)
|
|
104
|
|
(11
|
)
|
|
Dollars Per Gallon
|
|||||||||
Weighted Average NGL Price*
|
|
|
|
|
|
|||||
DCP Midstream
|
$
|
0.46
|
|
0.48
|
|
|
0.41
|
|
0.48
|
|
* Based on index prices from the Mont Belvieu and Conway market hubs that are weighted by NGL component and location mix.
|
|
Thousands of Barrels Daily
|
||||||||
Transportation Volumes
|
|
|
|
|
|
||||
Pipelines*
|
3,638
|
|
3,290
|
|
|
3,563
|
|
3,218
|
|
Terminals
|
2,442
|
|
1,969
|
|
|
2,325
|
|
1,976
|
|
Operating Statistics
|
|
|
|
|
|
||||
NGL extracted**
|
416
|
|
408
|
|
|
399
|
|
404
|
|
NGL fractionated***
|
174
|
|
108
|
|
|
168
|
|
108
|
|
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
|||||||
|
2016
|
|
2015
|
|
|
2016
|
|
2015
|
|
|
|
Millions of Dollars
|
|||||||||
|
|
|
|
|
|
|||||
Net Income Attributable to Phillips 66
|
$
|
190
|
|
295
|
|
|
346
|
|
498
|
|
|
Millions of Pounds
|
||||||||
CPChem Externally Marketed Sales Volumes*
|
|
|
|
|
|
||||
Olefins and Polyolefins (O&P)
|
4,139
|
|
4,258
|
|
|
8,141
|
|
8,277
|
|
Specialties, Aromatics and Styrenics (SA&S)
|
1,212
|
|
1,356
|
|
|
2,466
|
|
2,838
|
|
|
5,351
|
|
5,614
|
|
|
10,607
|
|
11,115
|
|
* Includes 100 percent of CPChem’s outside sales of produced petrochemical products, as well as commission sales from equity affiliates.
|
Olefins and Polyolefins Capacity Utilization (percent)
|
91
|
%
|
91
|
|
92
|
89
|
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
|||||||
|
2016
|
|
2015
|
|
|
2016
|
|
2015
|
|
|
|
Millions of Dollars
|
|||||||||
Net Income Attributable to Phillips 66
|
|
|
|
|
|
|||||
Marketing and Other
|
$
|
199
|
|
266
|
|
|
361
|
|
520
|
|
Specialties
|
30
|
|
48
|
|
|
73
|
|
98
|
|
|
Total Marketing and Specialties
|
$
|
229
|
|
314
|
|
|
434
|
|
618
|
|
|
Dollars Per Barrel
|
|||||||||
Realized Marketing Fuel Margin*
|
|
|
|
|
|
|||||
U.S.
|
$
|
1.79
|
|
1.46
|
|
|
1.81
|
|
1.46
|
|
International
|
4.16
|
|
2.98
|
|
|
3.66
|
|
3.41
|
|
|
Dollars Per Gallon
|
|||||||||
U.S. Average Wholesale Prices*
|
|
|
|
|
|
|||||
Gasoline
|
$
|
1.73
|
|
2.19
|
|
|
1.55
|
|
1.97
|
|
Distillates
|
1.51
|
|
1.98
|
|
|
1.34
|
|
1.90
|
|
|
* Excludes excise taxes.
|
|
|
|
|
|
|
Thousands of Barrels Daily
|
||||||||
Marketing Petroleum Products Sales Volumes
|
|
|
|
|
|
||||
Gasoline
|
1,261
|
|
1,268
|
|
|
1,219
|
|
1,165
|
|
Distillates
|
975
|
|
960
|
|
|
939
|
|
922
|
|
Other products
|
19
|
|
14
|
|
|
16
|
|
15
|
|
Total
|
2,255
|
|
2,242
|
|
|
2,174
|
|
2,102
|
|
|
Millions of Dollars
|
|||||||||
|
Three Months Ended
June 30 |
|
Six Months Ended
June 30 |
|||||||
|
2016
|
|
2015
|
|
|
2016
|
|
2015
|
|
|
Net Income (Loss) Attributable to Phillips 66
|
|
|
|
|
|
|||||
Net interest
|
$
|
(52
|
)
|
(46
|
)
|
|
(106
|
)
|
(99
|
)
|
Corporate general and administrative expenses
|
(40
|
)
|
(36
|
)
|
|
(82
|
)
|
(81
|
)
|
|
Technology
|
(14
|
)
|
(15
|
)
|
|
(28
|
)
|
(29
|
)
|
|
Other
|
(5
|
)
|
(26
|
)
|
|
(22
|
)
|
(39
|
)
|
|
Total Corporate and Other
|
$
|
(111
|
)
|
(123
|
)
|
|
(238
|
)
|
(248
|
)
|
|
Millions of Dollars
Except as Indicated |
|||||
|
June 30
2016 |
|
|
December 31
2015 |
|
|
|
|
|
|
|||
Cash and cash equivalents
|
$
|
2,232
|
|
|
3,074
|
|
Short-term debt
|
1,532
|
|
|
44
|
|
|
Total debt
|
8,862
|
|
|
8,887
|
|
|
Total equity
|
24,066
|
|
|
23,938
|
|
|
Percent of total debt to capital*
|
27
|
%
|
|
27
|
|
|
Percent of floating-rate debt to total debt
|
1
|
%
|
|
1
|
|
|
* Capital includes total debt and total equity.
|
|
Millions of Dollars
|
|||||
|
Six Months Ended
June 30 |
|||||
|
2016
|
|
|
2015
|
|
|
Capital Expenditures and Investments
|
|
|
|
|||
Midstream
|
$
|
730
|
|
|
1,668
|
|
Chemicals
|
—
|
|
|
—
|
|
|
Refining
|
538
|
|
|
542
|
|
|
Marketing and Specialties
|
37
|
|
|
54
|
|
|
Corporate and Other
|
65
|
|
|
30
|
|
|
Total consolidated from continuing operations
|
$
|
1,370
|
|
|
2,294
|
|
|
|
|
|
|||
Selected Equity Affiliates*
|
|
|
|
|||
DCP Midstream
|
$
|
55
|
|
|
306
|
|
CPChem**
|
541
|
|
|
508
|
|
|
WRB
|
80
|
|
|
71
|
|
|
|
$
|
676
|
|
|
885
|
|
•
|
Installation of facilities to comply with U.S. Environmental Protection Agency (EPA) Tier 3 gasoline regulations at the Sweeny, Alliance, Bayway and Lake Charles refineries.
|
•
|
Installation of facilities to improve processing of advantaged crudes at Billings refinery.
|
•
|
Installation of facilities to improve clean product yield at Bayway and Ponca City refineries.
|
•
|
Fluctuations in NGL, crude oil, petroleum products and natural gas prices and refining, marketing and petrochemical margins.
|
•
|
Failure of new products and services to achieve market acceptance.
|
•
|
Unexpected changes in costs or technical requirements for constructing, modifying or operating our facilities or transporting our products.
|
•
|
Unexpected technological or commercial difficulties in manufacturing, refining or transporting our products, including chemicals products.
|
•
|
Lack of, or disruptions in, adequate and reliable transportation for our NGL, crude oil, natural gas and refined products.
|
•
|
The level and success of drilling and quality of production volumes around DCP Midstream’s assets and its ability to connect supplies to its gathering and processing systems, residue gas and NGL infrastructure.
|
•
|
Inability to timely obtain or maintain permits, including those necessary for capital projects; comply with government regulations; or make capital expenditures required to maintain compliance.
|
•
|
Failure to complete definitive agreements and feasibility studies for, and to timely complete construction of, announced and future capital projects.
|
•
|
Potential disruption or interruption of our operations due to accidents, weather events, civil unrest, political events, terrorism or cyber attacks.
|
•
|
International monetary conditions and exchange controls.
|
•
|
Substantial investment or reduced demand for products as a result of existing or future environmental rules and regulations.
|
•
|
Liability resulting from litigation or for remedial actions, including removal and reclamation obligations under environmental regulations.
|
•
|
General domestic and international economic and political developments including: armed hostilities; expropriation of assets; changes in governmental policies relating to NGL, crude oil, natural gas or refined product pricing, regulation or taxation; and other political, economic or diplomatic developments.
|
•
|
Changes in tax, environmental and other laws and regulations (including alternative energy mandates) applicable to our business.
|
•
|
Limited access to capital or significantly higher cost of capital related to changes to our credit profile or illiquidity or uncertainty in the domestic or international financial markets.
|
•
|
The operation, financing and distribution decisions of our joint ventures.
|
•
|
Domestic and foreign supplies of crude oil and other feedstocks.
|
•
|
Domestic and foreign supplies of petrochemicals and refined products, such as gasoline, diesel, aviation fuel and home heating oil.
|
•
|
Governmental policies relating to exports of crude oil and natural gas.
|
•
|
Overcapacity or undercapacity in the midstream, chemicals and refining industries.
|
•
|
Fluctuations in consumer demand for refined products.
|
•
|
The factors generally described in Item 1A.—Risk Factors in our
2015
Annual Report on Form 10-K.
|
|
|
|
|
|
|
Millions of Dollars
|
|
|||
Period
|
Total Number of Shares Purchased*
|
|
Average Price Paid per Share
|
|
Total Number of Shares Purchased
as Part of Publicly Announced Plans
or Programs**
|
|
Approximate Dollar Value of Shares
that May Yet Be Purchased Under the Plans or Programs
|
|
||
April 1-30, 2016
|
1,168,701
|
|
$
|
86.27
|
|
1,168,701
|
|
$
|
2,112
|
|
May 1-31, 2016
|
911,411
|
|
80.33
|
|
911,411
|
|
2,039
|
|
||
June 1-30, 2016
|
852,556
|
|
79.78
|
|
852,556
|
|
1,971
|
|
||
Total
|
2,932,668
|
|
$
|
82.54
|
|
2,932,668
|
|
|
|
PHILLIPS 66
|
|
|
|
/s/ Chukwuemeka A. Oyolu
|
|
Chukwuemeka A. Oyolu
Vice President and Controller
(Chief Accounting and Duly Authorized Officer)
|
|
|
July 29, 2016
|
|
SECTION 1.
|
DEFINITIONS
. As hereinafter used:
|
SECTION 2.
|
BENEFITS
.
|
(a)
|
The amount that is the Severed Employee's Credited Compensation, multiplied by (i) 2, in the case of a Tier 1 Employee or (ii) 1.5 in the case of a Tier 2 Employee.
|
(b)
|
The amount that is the present value, determined as of the Severed Employee's Severance Date, of the increase in benefits under the Retirement Plans that would result if the Severed Employee was credited with the following number of additional years of age and service (including pay credits and interest credits under a cash balance formula, if applicable) under the Retirement Plans: (i) 2, in the case of a Tier 1 Employee or (ii) 1.5, in the case of a Tier 2 Employee; provided, however, that in calculating (b), if the Severed Employee is entitled under the Retirement Plans to any additional credited service due to the circumstances of the Severed Employee’s termination, then the amount of the present value of the increased benefits called for in the determination of (b) shall be reduced by the amount of the present value of the increased benefits under the Retirement Plans calculated after taking into account the circumstances of the Severed Employee’s termination, but not below zero. Present value shall be determined based on the assumptions utilized under the Phillips 66 Retirement Plan for purposes of determining contributions under Code Section 412 for the most recently completed plan year. With respect to a Severed Employee who was actively participating in a cash balance formula under the Retirement Plans, the Severance Pay amount determined under this subsection shall be equal to the increase in benefits under the Retirement Plans that would result if the Severed Employee was credited with the following number of additional years of pay credits and interest credits under the Retirement Plans as of the Severance Date: (i) 2, in the case of a Tier 1 Employee or (ii) 1.5, in the case of a Tier 2 Employee. The pay credits shall be calculated taking into account the additional years of age and service recognized under this subsection, and the interest credits shall be based on the applicable interest rate in effect on the Severance Date.
|
(c)
|
The amount that is equal to the sum of (i) and (ii), plus (iii), if applicable:
|
i.
|
An amount equal to 24 times (in the case of a Tier 1 Employee) or 18 times (in the case of a Tier 2 Employee) the difference between the monthly COBRA participant contribution amount and the monthly active employee contribution amount, each as of the Severance Date, based on the active medical coverage for which the Severed Employee was enrolled as of the Severance Date; provided that if the Severed Employee was not enrolled as of the Severance Date, the amount shall be determined as if the Severed Employee had been enrolled in the high deductible health plan option coverage.
|
ii.
|
An amount equal to 24 times (in the case of a Tier 1 Employee) or 18 times (in the case of a Tier 2 Employee) the difference between the monthly COBRA participant contribution amount and the active employee contribution amount, each as of the Severance Date, based on the active dental coverage for which the Severed Employee was enrolled on the Severance Date; provided that if the Severed Employee was not enrolled as of the Severance Date, the amount shall be determined using the Phillips 66 dental option coverage.
|
iii.
|
If any persons qualified as eligible dependents of the Severed Employee under the applicable company-sponsored medical or dental coverage in which the Severed Employee was enrolled on the Severance Date, an amount equal to 24 times (in the case of a Tier 1 Employee) or 18 times (in the case of a Tier 2 Employee) the sum of the differences, for each such eligible dependent, between the monthly COBRA eligible dependent contribution amount and the monthly eligible dependent contribution amount for eligible dependents of active employees, each as of the Severance Date, for the medical and/or dental coverage in which the Severed Employee was enrolled on the Severance Date, as applicable; provided, that if the Severed Employee was not enrolled for medical or dental coverage, then the eligibility and amount for each dependent shall be
|
(d)
|
The amount that is equal to 24 times (in the case of a Tier 1 Employee) or 18 times (in the case of a Tier 2 Employee) the difference between the total monthly cost and the monthly active employee contribution amount, each as of the Severance Date, for the company-sponsored life insurance coverage (including basic, executive basic, supplemental, and dependent) and personal accident insurance coverage for which the Severed Employee and any eligible dependents were enrolled on the Severance Date.
|
SECTION 3.
|
PLAN ADMINISTRATION
.
|
(a)
|
In the case of a denial of a claim respecting benefits paid or payable with respect to a Participant, a written notice will be furnished to the claimant within 90 days of the date on which the claim is received by the Plan Administrator. If special circumstances (such as for a hearing) require a longer period, the claimant will be notified in writing, prior to the expiration of the 90-day period, of the reasons for an extension of time; provided, however, that no extensions will be permitted beyond 90 days after the expiration of the initial 90-day period. A denial or partial denial of a claim will be dated and signed by the Plan Administrator and will clearly set forth:
|
(i)
|
the specific reason or reasons for the denial;
|
(ii)
|
specific reference to pertinent Plan provisions on which the denial is based;
|
(iii)
|
a description of any additional material or information necessary for the claimant to perfect the claim and an explanation of why such material or information is necessary; and
|
(iv)
|
an explanation of the procedure for review of the denied or partially denied claim set forth below.
|
(b)
|
Upon denial of a claim, in whole or in part, a claimant or his duly authorized representative will have the right to submit a written request to a committee of individuals established by the Board (the "Claims Committee") for a full and fair review of the denied claim by filing a written notice of appeal with the Claims Committee within 60 days of the receipt by the claimant of written notice of the denial of the claim. A claimant or the claimant’s authorized representative will have, upon request and free of charge, reasonable access to, and copies of, all documents, records, and other information relevant to the claimant’s claim for benefits and may submit issues and comments in writing. The review will take into account all comments, documents, records, and other information submitted by the claimant relating to the claim, without regard to whether such information was submitted or considered in the initial benefit determination. If the claimant fails to file a request for review within 60 days of the denial notification, the claim will be deemed abandoned and the claimant precluded from reasserting it. If the claimant does file a request for review, his request must include a description of the issues and evidence he deems relevant. Failure to raise issues or present evidence on review will preclude those issues or evidence from being presented in any subsequent proceeding or judicial review of the claim.
|
(c)
|
The Claims Committee will provide a prompt written decision on review. If the claim is denied on review, the decision shall set forth:
|
(i)
|
the specific reason or reasons for the adverse determination;
|
(ii)
|
specific reference to pertinent Plan provisions on which the adverse determination is based;
|
(iii)
|
a statement that the claimant is entitled to receive, upon request and free of charge, reasonable access to, and copies of,
|
(iv)
|
a statement describing any voluntary appeal procedures offered by the Plan and the claimant’s right to obtain the information about such procedures.
|
(d)
|
A decision will be rendered no more than 60 days after the Claims Committee’s receipt of the request for review, except that such period may be extended for an additional 60 days if the Claims Committee determines that special circumstances (such as for a hearing) require such extension. If an extension of time is required, written notice of the extension will be furnished to the claimant before the end of the initial 60-day period.
|
(e)
|
To the extent permitted by law, decisions reached under the claims procedures set forth in this Section shall be final and binding on all parties. No legal action for benefits under the Plan shall be brought unless and until the claimant has exhausted his remedies under this Section. In any such legal action, the claimant may only present evidence and theories which the claimant presented during the claims procedure. Any claims which the claimant does not in good faith pursue through the review stage of the procedure shall be treated as having been irrevocably waived. Judicial review of a claimant’s denied claim shall be limited to a determination of whether the denial was an abuse of discretion based on the evidence and theories the claimant presented during the claims procedure.
|
(f)
|
Except as provided in the preceding portion of this Section 3.2, all disputes under this Plan shall be settled exclusively by binding arbitration in Houston, Texas, in accordance with the rules of the American Arbitration Association then in effect. Judgment may be entered on the arbitrator's award in any court having jurisdiction.
|
SECTION 4.
|
DURATION; AMENDMENT; AND TERMINATION
.
|
SECTION 5.
|
GENERAL PROVISIONS
.
|
|
Millions of Dollars
|
|||||||||||||||||
|
Six Months Ended
June 30 |
|
|
Years Ended December 31
|
||||||||||||||
|
2016
|
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
|
2011
|
||||||
Earnings Available for Fixed Charges
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Income from continuing operations before income taxes and noncontrolling interests that have not incurred fixed charges
|
$
|
1,311
|
|
|
6,035
|
|
|
5,711
|
|
|
5,509
|
|
|
6,624
|
|
|
6,619
|
|
Distributions less than equity in earnings of affiliates
|
(515
|
)
|
|
185
|
|
|
197
|
|
|
(354
|
)
|
|
(872
|
)
|
|
(951
|
)
|
|
Fixed charges, excluding capitalized interest*
|
244
|
|
|
456
|
|
|
397
|
|
|
365
|
|
|
376
|
|
|
142
|
|
|
|
$
|
1,040
|
|
|
6,676
|
|
|
6,305
|
|
|
5,520
|
|
|
6,128
|
|
|
5,810
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Fixed Charges
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Interest and expense on indebtedness, excluding capitalized interest
|
$
|
169
|
|
|
310
|
|
|
267
|
|
|
275
|
|
|
246
|
|
|
17
|
|
Capitalized interest
|
40
|
|
|
106
|
|
|
20
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Interest portion of rental expense
|
70
|
|
|
140
|
|
|
125
|
|
|
83
|
|
|
121
|
|
|
116
|
|
|
|
$
|
279
|
|
|
556
|
|
|
412
|
|
|
358
|
|
|
367
|
|
|
133
|
|
Ratio of Earnings to Fixed Charges
|
3.7
|
|
|
12.0
|
|
|
15.3
|
|
|
15.4
|
|
|
16.7
|
|
|
43.7
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Phillips 66;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(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
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(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/ Greg C. Garland
|
|
Greg C. Garland
|
|
Chairman and Chief Executive Officer
|
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Phillips 66;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(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
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(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/ Kevin J. Mitchell
|
|
Kevin J. Mitchell
|
|
Executive Vice President, Finance
and Chief Financial Officer
|
(1)
|
The Report fully complies with the requirements of Sections 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 Company.
|
|
/s/ Greg C. Garland
|
|
Greg C. Garland
|
|
Chairman and
Chief Executive Officer
|
|
|
|
/s/ Kevin J. Mitchell
|
|
Kevin J. Mitchell
|
|
Executive Vice President, Finance and
Chief Financial Officer
|