[X]
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the quarterly period ended
|
March 31, 2019
|
|
|
|
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 [ ] Emerging growth company [ ]
|
|
Page
|
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statement of Income
|
Phillips 66
|
|
Millions of Dollars
|
|||||
|
Three Months Ended
March 31 |
|||||
|
2019
|
|
|
2018
|
|
|
Revenues and Other Income
|
|
|
|
|||
Sales and other operating revenues
|
$
|
23,103
|
|
|
23,595
|
|
Equity in earnings of affiliates
|
516
|
|
|
424
|
|
|
Net gain on dispositions
|
1
|
|
|
17
|
|
|
Other income
|
38
|
|
|
10
|
|
|
Total Revenues and Other Income
|
23,658
|
|
|
24,046
|
|
|
|
|
|
|
|||
Costs and Expenses
|
|
|
|
|||
Purchased crude oil and products
|
21,055
|
|
|
21,138
|
|
|
Operating expenses
|
1,307
|
|
|
1,246
|
|
|
Selling, general and administrative expenses
|
366
|
|
|
386
|
|
|
Depreciation and amortization
|
331
|
|
|
336
|
|
|
Impairments
|
1
|
|
|
—
|
|
|
Taxes other than income taxes
|
128
|
|
|
110
|
|
|
Accretion on discounted liabilities
|
6
|
|
|
6
|
|
|
Interest and debt expense
|
119
|
|
|
123
|
|
|
Foreign currency transaction (gains) losses
|
5
|
|
|
(16
|
)
|
|
Total Costs and Expenses
|
23,318
|
|
|
23,329
|
|
|
Income before income taxes
|
340
|
|
|
717
|
|
|
Income tax expense
|
70
|
|
|
132
|
|
|
Net Income
|
270
|
|
|
585
|
|
|
Less: net income attributable to noncontrolling interests
|
66
|
|
|
61
|
|
|
Net Income Attributable to Phillips 66
|
$
|
204
|
|
|
524
|
|
|
|
|
|
|||
Net Income Attributable to Phillips 66 Per Share of Common Stock
(dollars)
|
|
|
|
|||
Basic
|
$
|
0.44
|
|
|
1.07
|
|
Diluted
|
0.44
|
|
|
1.07
|
|
|
|
|
|
|
|||
Weighted-Average Common Shares Outstanding
(thousands)
|
|
|
|
|||
Basic
|
457,599
|
|
|
487,065
|
|
|
Diluted
|
459,289
|
|
|
489,668
|
|
|
See Notes to Consolidated Financial Statements.
|
|
|
|
Consolidated Statement of Comprehensive Income
|
Phillips 66
|
|
Millions of Dollars
|
|||||
|
Three Months Ended
March 31 |
|||||
|
2019
|
|
|
2018
|
|
|
|
|
|
|
|||
Net Income
|
$
|
270
|
|
|
585
|
|
Other comprehensive income (loss)
|
|
|
|
|||
Defined benefit plans
|
|
|
|
|||
Amortization to income of net actuarial loss and settlements
|
19
|
|
|
22
|
|
|
Plans sponsored by equity affiliates
|
4
|
|
|
6
|
|
|
Income taxes on defined benefit plans
|
(5
|
)
|
|
(7
|
)
|
|
Defined benefit plans, net of income taxes
|
18
|
|
|
21
|
|
|
Foreign currency translation adjustments
|
57
|
|
|
91
|
|
|
Income taxes on foreign currency translation adjustments
|
—
|
|
|
(3
|
)
|
|
Foreign currency translation adjustments, net of income taxes
|
57
|
|
|
88
|
|
|
Cash flow hedges
|
(4
|
)
|
|
6
|
|
|
Income taxes on hedging activities
|
1
|
|
|
(2
|
)
|
|
Hedging activities, net of income taxes
|
(3
|
)
|
|
4
|
|
|
Other Comprehensive Income, Net of Income Taxes
|
72
|
|
|
113
|
|
|
Comprehensive Income
|
342
|
|
|
698
|
|
|
Less: comprehensive income attributable to noncontrolling interests
|
66
|
|
|
61
|
|
|
Comprehensive Income Attributable to Phillips 66
|
$
|
276
|
|
|
637
|
|
Consolidated Balance Sheet
|
Phillips 66
|
|
Millions of Dollars
|
|||||
|
March 31
2019 |
|
|
December 31
2018 |
|
|
Assets
|
|
|
|
|||
Cash and cash equivalents
|
$
|
1,253
|
|
|
3,019
|
|
Accounts and notes receivable (net of allowances of $35 million in 2019 and $22 million in 2018)
|
6,476
|
|
|
5,414
|
|
|
Accounts and notes receivable—related parties
|
827
|
|
|
759
|
|
|
Inventories
|
5,344
|
|
|
3,543
|
|
|
Prepaid expenses and other current assets
|
915
|
|
|
474
|
|
|
Total Current Assets
|
14,815
|
|
|
13,209
|
|
|
Investments and long-term receivables
|
14,786
|
|
|
14,421
|
|
|
Net properties, plants and equipment
|
22,263
|
|
|
22,018
|
|
|
Goodwill
|
3,270
|
|
|
3,270
|
|
|
Intangibles
|
864
|
|
|
869
|
|
|
Other assets
|
1,857
|
|
|
515
|
|
|
Total Assets
|
$
|
57,855
|
|
|
54,302
|
|
|
|
|
|
|||
Liabilities
|
|
|
|
|||
Accounts payable
|
$
|
8,310
|
|
|
6,113
|
|
Accounts payable—related parties
|
703
|
|
|
473
|
|
|
Short-term debt
|
30
|
|
|
67
|
|
|
Accrued income and other taxes
|
940
|
|
|
1,116
|
|
|
Employee benefit obligations
|
357
|
|
|
724
|
|
|
Other accruals
|
988
|
|
|
442
|
|
|
Total Current Liabilities
|
11,328
|
|
|
8,935
|
|
|
Long-term debt
|
11,268
|
|
|
11,093
|
|
|
Asset retirement obligations and accrued environmental costs
|
620
|
|
|
624
|
|
|
Deferred income taxes
|
5,456
|
|
|
5,275
|
|
|
Employee benefit obligations
|
875
|
|
|
867
|
|
|
Other liabilities and deferred credits
|
1,563
|
|
|
355
|
|
|
Total Liabilities
|
31,110
|
|
|
27,149
|
|
|
|
|
|
|
|||
Equity
|
|
|
|
|||
Common stock (2,500,000,000 shares authorized at $0.01 par value)
Issued (2019—646,716,278 shares; 2018—645,691,761 shares)
|
|
|
|
|||
Par value
|
6
|
|
|
6
|
|
|
Capital in excess of par
|
19,879
|
|
|
19,873
|
|
|
Treasury stock (at cost: 2019—193,165,112 shares; 2018—189,526,331 shares)
|
(15,367
|
)
|
|
(15,023
|
)
|
|
Retained earnings
|
20,408
|
|
|
20,489
|
|
|
Accumulated other comprehensive loss
|
(709
|
)
|
|
(692
|
)
|
|
Total Stockholders’ Equity
|
24,217
|
|
|
24,653
|
|
|
Noncontrolling interests
|
2,528
|
|
|
2,500
|
|
|
Total Equity
|
26,745
|
|
|
27,153
|
|
|
Total Liabilities and Equity
|
$
|
57,855
|
|
|
54,302
|
|
Consolidated Statement of Cash Flows
|
Phillips 66
|
|
Millions of Dollars
|
|||||
|
Three Months Ended
March 31 |
|||||
|
2019
|
|
|
2018
|
|
|
Cash Flows From Operating Activities
|
|
|
|
|||
Net income
|
$
|
270
|
|
|
585
|
|
Adjustments to reconcile net income to net cash provided by operating
activities
|
|
|
|
|||
Depreciation and amortization
|
331
|
|
|
336
|
|
|
Impairments
|
1
|
|
|
—
|
|
|
Accretion on discounted liabilities
|
6
|
|
|
6
|
|
|
Deferred income taxes
|
179
|
|
|
101
|
|
|
Undistributed equity earnings
|
95
|
|
|
119
|
|
|
Net gain on dispositions
|
(1
|
)
|
|
(17
|
)
|
|
Other
|
42
|
|
|
173
|
|
|
Working capital adjustments
|
|
|
|
|||
Accounts and notes receivable
|
(1,170
|
)
|
|
1,366
|
|
|
Inventories
|
(1,790
|
)
|
|
(1,330
|
)
|
|
Prepaid expenses and other current assets
|
(438
|
)
|
|
(51
|
)
|
|
Accounts payable
|
2,466
|
|
|
(552
|
)
|
|
Taxes and other accruals
|
(469
|
)
|
|
(248
|
)
|
|
Net Cash Provided by (Used in) Operating Activities
|
(478
|
)
|
|
488
|
|
|
|
|
|
|
|||
Cash Flows From Investing Activities
|
|
|
|
|||
Capital expenditures and investments
|
(1,097
|
)
|
|
(328
|
)
|
|
Proceeds from asset dispositions*
|
103
|
|
|
17
|
|
|
Advances/loans—related parties
|
—
|
|
|
(1
|
)
|
|
Other
|
(18
|
)
|
|
(45
|
)
|
|
Net Cash Used in Investing Activities
|
(1,012
|
)
|
|
(357
|
)
|
|
|
|
|
|
|||
Cash Flows From Financing Activities
|
|
|
|
|||
Issuance of debt
|
725
|
|
|
1,509
|
|
|
Repayment of debt
|
(592
|
)
|
|
(7
|
)
|
|
Issuance of common stock
|
8
|
|
|
10
|
|
|
Repurchase of common stock
|
(344
|
)
|
|
(3,513
|
)
|
|
Dividends paid on common stock
|
(364
|
)
|
|
(327
|
)
|
|
Distributions to noncontrolling interests
|
(56
|
)
|
|
(45
|
)
|
|
Net proceeds from issuance of Phillips 66 Partners LP common units
|
32
|
|
|
9
|
|
|
Other
|
307
|
|
|
(45
|
)
|
|
Net Cash Used in Financing Activities
|
(284
|
)
|
|
(2,409
|
)
|
|
|
|
|
|
|||
Effect of Exchange Rate Changes on Cash and Cash Equivalents
|
8
|
|
|
1
|
|
|
|
|
|
|
|||
Net Change in Cash and Cash Equivalents
|
(1,766
|
)
|
|
(2,277
|
)
|
|
Cash and cash equivalents at beginning of period
|
3,019
|
|
|
3,119
|
|
|
Cash and Cash Equivalents at End of Period
|
$
|
1,253
|
|
|
842
|
|
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 Loss |
|
Noncontrolling
Interests |
|
Total
|
|
|
|
|
|
|
|
|
|
|
||||||||
December 31, 2017
|
$
|
6
|
|
19,768
|
|
(10,378
|
)
|
16,306
|
|
(617
|
)
|
2,343
|
|
27,428
|
|
Cumulative effect of accounting changes
|
—
|
|
—
|
|
—
|
|
36
|
|
—
|
|
13
|
|
49
|
|
|
Net income
|
—
|
|
—
|
|
—
|
|
524
|
|
—
|
|
61
|
|
585
|
|
|
Other comprehensive income
|
—
|
|
—
|
|
—
|
|
—
|
|
113
|
|
—
|
|
113
|
|
|
Dividends paid on common stock ($0.70 per share)
|
—
|
|
—
|
|
—
|
|
(327
|
)
|
—
|
|
—
|
|
(327
|
)
|
|
Repurchase of common stock
|
—
|
|
—
|
|
(3,513
|
)
|
—
|
|
—
|
|
—
|
|
(3,513
|
)
|
|
Benefit plan activity
|
—
|
|
4
|
|
—
|
|
(2
|
)
|
—
|
|
—
|
|
2
|
|
|
Issuance of Phillips 66 Partners LP common units
|
—
|
|
3
|
|
—
|
|
—
|
|
—
|
|
5
|
|
8
|
|
|
Distributions to noncontrolling interests
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(45
|
)
|
(45
|
)
|
|
March 31, 2018
|
$
|
6
|
|
19,775
|
|
(13,891
|
)
|
16,537
|
|
(504
|
)
|
2,377
|
|
24,300
|
|
|
|
|
|
|
|
|
|
||||||||
December 31, 2018
|
$
|
6
|
|
19,873
|
|
(15,023
|
)
|
20,489
|
|
(692
|
)
|
2,500
|
|
27,153
|
|
Cumulative effect of accounting changes
|
—
|
|
—
|
|
—
|
|
81
|
|
(89
|
)
|
(1
|
)
|
(9
|
)
|
|
Net income
|
—
|
|
—
|
|
—
|
|
204
|
|
—
|
|
66
|
|
270
|
|
|
Other comprehensive income
|
—
|
|
—
|
|
—
|
|
—
|
|
72
|
|
—
|
|
72
|
|
|
Dividends paid on common stock ($0.80 per share)
|
—
|
|
—
|
|
—
|
|
(364
|
)
|
—
|
|
—
|
|
(364
|
)
|
|
Repurchase of common stock
|
—
|
|
—
|
|
(344
|
)
|
—
|
|
—
|
|
—
|
|
(344
|
)
|
|
Benefit plan activity
|
—
|
|
4
|
|
—
|
|
(2
|
)
|
—
|
|
—
|
|
2
|
|
|
Issuance of Phillips 66 Partners LP common units
|
—
|
|
2
|
|
—
|
|
—
|
|
—
|
|
19
|
|
21
|
|
|
Distributions to noncontrolling interests
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(56
|
)
|
(56
|
)
|
|
March 31, 2019
|
$
|
6
|
|
19,879
|
|
(15,367
|
)
|
20,408
|
|
(709
|
)
|
2,528
|
|
26,745
|
|
|
Shares in Thousands
|
|||
|
Common Stock Issued
|
|
Treasury Stock
|
|
|
|
|
||
December 31, 2017
|
643,835
|
|
141,565
|
|
Repurchase of common stock
|
—
|
|
37,325
|
|
Shares issued—share-based compensation
|
892
|
|
—
|
|
March 31, 2018
|
644,727
|
|
178,890
|
|
|
|
|
||
December 31, 2018
|
645,692
|
|
189,526
|
|
Repurchase of common stock
|
—
|
|
3,639
|
|
Shares issued—share-based compensation
|
1,024
|
|
—
|
|
March 31, 2019
|
646,716
|
|
193,165
|
|
See Notes to Consolidated Financial Statements.
|
|
|
Notes to Consolidated Financial Statements
|
Phillips 66
|
|
Millions of Dollars
|
|||||
|
Three Months Ended
March 31 |
|||||
|
2019
|
|
|
2018
|
|
|
Product Line and Services
|
|
|
|
|||
Refined petroleum products
|
$
|
18,793
|
|
|
18,780
|
|
Crude oil resales
|
3,038
|
|
|
3,188
|
|
|
Natural gas liquids (NGLs)
|
1,304
|
|
|
1,421
|
|
|
Services and other
*
|
(32
|
)
|
|
206
|
|
|
Consolidated sales and other operating revenues
|
$
|
23,103
|
|
|
23,595
|
|
|
|
|
|
|||
Geographic Location**
|
|
|
|
|||
United States
|
$
|
17,575
|
|
|
18,511
|
|
United Kingdom
|
2,431
|
|
|
2,249
|
|
|
Germany
|
957
|
|
|
931
|
|
|
Other foreign countries
|
2,140
|
|
|
1,904
|
|
|
Consolidated sales and other operating revenues
|
$
|
23,103
|
|
|
23,595
|
|
|
Millions of Dollars
|
|||||
|
March 31
2019 |
|
|
December 31
2018 |
|
|
|
|
|
|
|||
Crude oil and petroleum products
|
$
|
5,039
|
|
|
3,238
|
|
Materials and supplies
|
305
|
|
|
305
|
|
|
|
$
|
5,344
|
|
|
3,543
|
|
|
Millions of Dollars
|
|||||
|
Three Months Ended
March 31 |
|||||
|
2019
|
|
|
2018
|
|
|
|
|
|
|
|||
Revenues
|
$
|
5,139
|
|
|
5,366
|
|
Income before income taxes
|
555
|
|
|
393
|
|
|
Net income
|
534
|
|
|
378
|
|
|
Millions of Dollars
|
|||||||||||||||||
|
March 31, 2019
|
|
December 31, 2018
|
|||||||||||||||
|
Gross
PP&E
|
|
|
Accum.
D&A
|
|
|
Net
PP&E
|
|
|
Gross
PP&E
|
|
|
Accum.
D&A
|
|
|
Net
PP&E
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Midstream
|
$
|
9,956
|
|
|
2,172
|
|
|
7,784
|
|
|
9,663
|
|
|
2,100
|
|
|
7,563
|
|
Chemicals
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Refining
|
22,865
|
|
|
9,732
|
|
|
13,133
|
|
|
22,640
|
|
|
9,531
|
|
|
13,109
|
|
|
Marketing and Specialties
|
1,645
|
|
|
912
|
|
|
733
|
|
|
1,671
|
|
|
926
|
|
|
745
|
|
|
Corporate and Other
|
1,240
|
|
|
627
|
|
|
613
|
|
|
1,223
|
|
|
622
|
|
|
601
|
|
|
|
$
|
35,706
|
|
|
13,443
|
|
|
22,263
|
|
|
35,197
|
|
|
13,179
|
|
|
22,018
|
|
|
Three Months Ended
March 31 |
|||||||||
|
2019
|
|
2018
|
|||||||
|
Basic
|
|
Diluted
|
|
|
Basic
|
|
Diluted
|
|
|
Amounts attributed to Phillips 66 Common Stockholders
(millions)
:
|
|
|
|
|
|
|||||
Net income attributable to Phillips 66
|
$
|
204
|
|
204
|
|
|
524
|
|
524
|
|
Income allocated to participating securities
|
(1
|
)
|
(1
|
)
|
|
(2
|
)
|
(1
|
)
|
|
Net income available to common stockholders
|
$
|
203
|
|
203
|
|
|
522
|
|
523
|
|
|
|
|
|
|
|
|||||
Weighted-average common shares outstanding
(thousands)
:
|
454,886
|
|
457,599
|
|
|
483,585
|
|
487,065
|
|
|
Effect of share-based compensation
|
2,713
|
|
1,690
|
|
|
3,480
|
|
2,603
|
|
|
Weighted-average common shares outstanding—EPS
|
457,599
|
|
459,289
|
|
|
487,065
|
|
489,668
|
|
|
|
|
|
|
|
|
|||||
Earnings Per Share of Common Stock
(dollars)
|
$
|
0.44
|
|
0.44
|
|
|
1.07
|
|
1.07
|
|
•
|
$500 million
of floating-rate Senior Notes due February 2021. Interest on these notes is equal to the three-month London Interbank Offered Rate (LIBOR) plus
0.60%
per annum and is payable quarterly in arrears on February 26, May 26, August 26 and November 26, beginning on May 29, 2018.
|
•
|
$800 million
of
3.900%
Senior Notes due March 2028. Interest on these notes is payable semiannually on March 15 and September 15 of each year, beginning on September 15, 2018.
|
•
|
An additional
$200 million
of our
4.875%
Senior Notes due November 2044. Interest on these notes is payable semiannually on May 15 and November 15 of each year, beginning on May 15, 2018.
|
|
Millions of Dollars
|
|||||||||||||||||
|
March 31, 2019
|
|
December 31, 2018
|
|||||||||||||||
|
Commodity Derivatives
|
Effect of Collateral Netting
|
|
Net Carrying Value Presented on the Balance Sheet
|
|
|
Commodity Derivatives
|
Effect of Collateral Netting
|
|
Net Carrying Value Presented on the Balance Sheet
|
|
|||||||
|
Assets
|
|
Liabilities
|
|
|
Assets
|
|
Liabilities
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|||||||||
Prepaid expenses and other current assets
|
$
|
52
|
|
(5
|
)
|
—
|
|
47
|
|
|
1,257
|
|
(1,070
|
)
|
(89
|
)
|
98
|
|
Other assets
|
1
|
|
—
|
|
—
|
|
1
|
|
|
2
|
|
—
|
|
—
|
|
2
|
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|||||||||
Other accruals
|
614
|
|
(657
|
)
|
35
|
|
(8
|
)
|
|
—
|
|
(23
|
)
|
—
|
|
(23
|
)
|
|
Other liabilities and deferred credits
|
4
|
|
(5
|
)
|
—
|
|
(1
|
)
|
|
5
|
|
(7
|
)
|
—
|
|
(2
|
)
|
|
Total
|
$
|
671
|
|
(667
|
)
|
35
|
|
39
|
|
|
1,264
|
|
(1,100
|
)
|
(89
|
)
|
75
|
|
|
Millions of Dollars
|
|||||
|
Three Months Ended
March 31 |
|||||
|
2019
|
|
|
2018
|
|
|
|
|
|
|
|||
Sales and other operating revenues
|
$
|
(177
|
)
|
|
8
|
|
Other income
|
13
|
|
|
(5
|
)
|
|
Purchased crude oil and products
|
(155
|
)
|
|
(32
|
)
|
|
Net loss from commodity derivative activity
|
$
|
(319
|
)
|
|
(29
|
)
|
|
Open Position
Long / (Short)
|
||||
|
March 31
2019 |
|
|
December 31
2018 |
|
Commodity
|
|
|
|
||
Crude oil, refined petroleum products and NGL
(millions of barrels)
|
(44
|
)
|
|
(17
|
)
|
•
|
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.
|
•
|
Cash and cash equivalents
—The carrying amount reported on our consolidated balance sheet approximates fair value.
|
•
|
Accounts and notes receivable
—The carrying amount reported on our consolidated balance sheet approximates fair value.
|
•
|
Derivative instruments
—We fair value our exchange-traded contracts based on quoted market prices obtained from the New York Mercantile Exchange, the Intercontinental Exchange or other exchanges, and classify them as Level 1 in the fair value hierarchy. When exchange-cleared contracts lack sufficient liquidity, or are valued using either adjusted exchange-provided prices or non-exchange quotes, we classify those contracts as Level 2.
|
•
|
Rabbi trust assets
—These deferred compensation investments are measured at fair value using unadjusted quoted prices available from national securities exchanges and are therefore categorized as Level 1 in the fair value hierarchy.
|
•
|
Debt
—The carrying amount of our floating-rate debt approximates fair value. The fair value of our fixed-rate debt is estimated based on observable market prices.
|
|
Millions of Dollars
|
|||||||||||||||||||
|
March 31, 2019
|
|||||||||||||||||||
|
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
|
|
||||||||
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
||||||||||||
Commodity Derivative Assets
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Exchange-cleared instruments
|
$
|
349
|
|
|
290
|
|
|
—
|
|
|
639
|
|
(623
|
)
|
—
|
|
—
|
|
16
|
|
Physical forward contracts
|
—
|
|
|
30
|
|
|
2
|
|
|
32
|
|
—
|
|
—
|
|
—
|
|
32
|
|
|
Interest rate derivatives
|
—
|
|
|
11
|
|
|
—
|
|
|
11
|
|
—
|
|
—
|
|
—
|
|
11
|
|
|
Rabbi trust assets
|
120
|
|
|
—
|
|
|
—
|
|
|
120
|
|
N/A
|
|
N/A
|
|
—
|
|
120
|
|
|
|
$
|
469
|
|
|
331
|
|
|
2
|
|
|
802
|
|
(623
|
)
|
—
|
|
—
|
|
179
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Commodity Derivative Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Exchange-cleared instruments
|
$
|
390
|
|
|
269
|
|
|
—
|
|
|
659
|
|
(623
|
)
|
(35
|
)
|
—
|
|
1
|
|
Physical forward contracts
|
—
|
|
|
8
|
|
|
—
|
|
|
8
|
|
—
|
|
—
|
|
—
|
|
8
|
|
|
Floating-rate debt
|
—
|
|
|
1,340
|
|
|
—
|
|
|
1,340
|
|
N/A
|
|
N/A
|
|
—
|
|
1,340
|
|
|
Fixed-rate debt, excluding capital leases
|
—
|
|
|
10,500
|
|
|
—
|
|
|
10,500
|
|
N/A
|
|
N/A
|
|
(723
|
)
|
9,777
|
|
|
|
$
|
390
|
|
|
12,117
|
|
|
—
|
|
|
12,507
|
|
(623
|
)
|
(35
|
)
|
(723
|
)
|
11,126
|
|
|
Millions of Dollars
|
|||||||||||||||||||
|
December 31, 2018
|
|||||||||||||||||||
|
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
|
|
||||||||
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
|||||||||||
Commodity Derivative Assets
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Exchange-cleared instruments
|
$
|
674
|
|
|
547
|
|
|
—
|
|
|
1,221
|
|
(1,075
|
)
|
(89
|
)
|
—
|
|
57
|
|
Physical forward contracts
|
—
|
|
|
39
|
|
|
4
|
|
|
43
|
|
—
|
|
—
|
|
—
|
|
43
|
|
|
Interest rate derivatives
|
—
|
|
|
15
|
|
|
—
|
|
|
15
|
|
—
|
|
—
|
|
—
|
|
15
|
|
|
Rabbi trust assets
|
104
|
|
|
—
|
|
|
—
|
|
|
104
|
|
N/A
|
|
N/A
|
|
—
|
|
104
|
|
|
|
$
|
778
|
|
|
601
|
|
|
4
|
|
|
1,383
|
|
(1,075
|
)
|
(89
|
)
|
—
|
|
219
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Commodity Derivative Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Exchange-cleared instruments
|
$
|
605
|
|
|
472
|
|
|
—
|
|
|
1,077
|
|
(1,075
|
)
|
—
|
|
—
|
|
2
|
|
Physical forward contracts
|
—
|
|
|
20
|
|
|
—
|
|
|
20
|
|
—
|
|
—
|
|
—
|
|
20
|
|
|
OTC instruments
|
—
|
|
|
3
|
|
|
—
|
|
|
3
|
|
—
|
|
—
|
|
—
|
|
3
|
|
|
Floating-rate debt
|
—
|
|
|
1,200
|
|
|
—
|
|
|
1,200
|
|
N/A
|
|
N/A
|
|
—
|
|
1,200
|
|
|
Fixed-rate debt, excluding capital leases
|
—
|
|
|
9,727
|
|
|
—
|
|
|
9,727
|
|
N/A
|
|
N/A
|
|
49
|
|
9,776
|
|
|
|
$
|
605
|
|
|
11,422
|
|
|
—
|
|
|
12,027
|
|
(1,075
|
)
|
—
|
|
49
|
|
11,001
|
|
|
Millions of Dollars
|
|||||
|
March 31, 2019
|
|||||
|
Finance
Leases
|
|
|
Operating
Leases
|
|
|
Right-of-Use Assets
|
|
|
|
|||
Net properties, plants and equipment
|
$
|
193
|
|
|
—
|
|
Other assets
|
—
|
|
|
1,376
|
|
|
Total Right-of-Use Assets
|
$
|
193
|
|
|
1,376
|
|
|
|
|
|
|||
Lease Liabilities
|
|
|
|
|||
Short-term debt
|
$
|
14
|
|
|
—
|
|
Other accruals
|
—
|
|
|
459
|
|
|
Long-term debt
|
166
|
|
|
—
|
|
|
Other liabilities and deferred credits
|
—
|
|
|
874
|
|
|
Total Lease Liabilities
|
$
|
180
|
|
|
1,333
|
|
|
Millions of Dollars
|
|||||
|
Finance
Leases
|
|
|
Operating
Leases
|
|
|
|
|
|
|
|||
Remainder of 2019
|
$
|
15
|
|
|
387
|
|
2020
|
19
|
|
|
412
|
|
|
2021
|
19
|
|
|
199
|
|
|
2022
|
16
|
|
|
134
|
|
|
2023
|
16
|
|
|
85
|
|
|
Remaining years
|
140
|
|
|
297
|
|
|
Future minimum lease payments
|
225
|
|
|
1,514
|
|
|
Amount representing interest or discounts
|
(45
|
)
|
|
(181
|
)
|
|
Total Lease Liabilities
|
$
|
180
|
|
|
1,333
|
|
|
Millions of Dollars
|
||
Finance lease cost
|
|
||
Amortization of right-of-use assets
|
$
|
5
|
|
Interest on lease liabilities
|
2
|
|
|
Total finance lease cost
|
7
|
|
|
Operating lease cost
|
129
|
|
|
Short-term lease cost
|
32
|
|
|
Variable lease cost
|
7
|
|
|
Sublease income
|
(5
|
)
|
|
Total net lease cost
|
$
|
170
|
|
|
Millions of Dollars
|
||
|
|
||
Operating cash outflows—finance leases
|
$
|
2
|
|
Operating cash outflows—operating leases
|
144
|
|
|
Financing cash outflows—finance leases
|
4
|
|
Weighted-average remaining lease term—finance leases (years)
|
13.1
|
|
Weighted average remaining lease term—operating leases (years)
|
5.4
|
|
|
|
|
Weighted-average discount rate—finance leases (percent)
|
3.8
|
%
|
Weighted-average discount rate—operating leases (percent)
|
4.0
|
|
|
Millions of Dollars
|
|||||||||||||||||
|
Pension Benefits
|
|
Other Benefits
|
|||||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
|
2018
|
|
|||||||||
|
U.S.
|
|
|
Int’l.
|
|
|
U.S.
|
|
|
Int’l.
|
|
|
|
|
|
|||
Components of Net Periodic Benefit Cost
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Three Months Ended March 31
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Service cost
|
$
|
32
|
|
|
6
|
|
|
34
|
|
|
7
|
|
|
1
|
|
|
1
|
|
Interest cost
|
27
|
|
|
6
|
|
|
26
|
|
|
7
|
|
|
2
|
|
|
2
|
|
|
Expected return on plan assets
|
(36
|
)
|
|
(11
|
)
|
|
(42
|
)
|
|
(12
|
)
|
|
—
|
|
|
—
|
|
|
Recognized net actuarial loss
|
13
|
|
|
2
|
|
|
15
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
Settlements
|
4
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Net periodic benefit cost*
|
$
|
40
|
|
|
3
|
|
|
35
|
|
|
7
|
|
|
3
|
|
|
3
|
|
|
Millions of Dollars
|
|||||||||||
|
Defined Benefit Plans
|
|
|
Foreign Currency Translation
|
|
|
Hedging
|
|
|
Accumulated Other Comprehensive Loss
|
|
|
|
|
|
|
|
|
|
|
|||||
December 31, 2017
|
$
|
(598
|
)
|
|
(26
|
)
|
|
7
|
|
|
(617
|
)
|
Other comprehensive income before reclassifications
|
5
|
|
|
88
|
|
|
4
|
|
|
97
|
|
|
Amounts reclassified from accumulated other comprehensive loss
|
|
|
|
|
|
|
|
|||||
Defined benefit plans*
|
|
|
|
|
|
|
|
|||||
Amortization of net actuarial loss and settlements
|
16
|
|
|
—
|
|
|
—
|
|
|
16
|
|
|
Foreign currency translation
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Hedging
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Net current period other comprehensive income
|
21
|
|
|
88
|
|
|
4
|
|
|
113
|
|
|
March 31, 2018
|
$
|
(577
|
)
|
|
62
|
|
|
11
|
|
|
(504
|
)
|
|
|
|
|
|
|
|
|
|||||
December 31, 2018
|
$
|
(472
|
)
|
|
(228
|
)
|
|
8
|
|
|
(692
|
)
|
Other comprehensive income (loss) before reclassifications
|
3
|
|
|
57
|
|
|
(1
|
)
|
|
59
|
|
|
Amounts reclassified from accumulated other comprehensive loss
|
|
|
|
|
|
|
|
|
||||
Defined benefit plans*
|
|
|
|
|
|
|
|
|||||
Amortization of net actuarial loss and settlements
|
15
|
|
|
—
|
|
|
—
|
|
|
15
|
|
|
Foreign currency translation
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Hedging
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
(2
|
)
|
|
Net current period other comprehensive income (loss)
|
18
|
|
|
57
|
|
|
(3
|
)
|
|
72
|
|
|
Income taxes reclassified to retained earnings**
|
(93
|
)
|
|
2
|
|
|
2
|
|
|
(89
|
)
|
|
March 31, 2019
|
$
|
(547
|
)
|
|
(169
|
)
|
|
7
|
|
|
(709
|
)
|
|
Millions of Dollars
|
|||||
|
Three Months Ended
March 31 |
|||||
|
2019
|
|
|
2018
|
|
|
|
|
|
|
|||
Operating revenues and other income (a)
|
$
|
683
|
|
|
818
|
|
Purchases (b)
|
2,668
|
|
|
2,554
|
|
|
Operating expenses and selling, general and administrative expenses (c)
|
9
|
|
|
16
|
|
(a)
|
We sold NGL and other petrochemical feedstocks, along with solvents, to CPChem, gas oil and hydrogen feedstocks to Excel Paralubes (Excel), and refined petroleum products to OnCue. We also sold certain feedstocks and intermediate products to WRB and acted as agent for WRB in supplying crude oil and other feedstocks for a fee. 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, refined petroleum products and NGL from WRB and also acted as agent for WRB in distributing solvents. We also 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. In addition, we purchased base oils and fuel products from Excel for use in our specialty and refining businesses. We paid NGL fractionation fees to CPChem. We also paid fees to various pipeline affiliates for transporting crude oil, refined petroleum products and NGL.
|
(c)
|
We paid utility and processing fees to various affiliates.
|
1)
|
Midstream—
Provides crude oil and refined petroleum product transportation, terminaling and processing services, as well as natural gas and NGL transportation, storage, processing and marketing services, mainly in the United States. The Midstream segment includes our master limited partnership (MLP), Phillips 66 Partners, as well as our
50%
equity investment in DCP Midstream.
|
2)
|
Chemicals—
Consists of our
50%
equity investment in CPChem, which manufactures and markets petrochemicals and plastics on a worldwide basis.
|
3)
|
Refining—
Refines crude oil and other feedstocks into petroleum products (such as gasoline, distillates and aviation fuels) at
13
refineries in the United States and Europe.
|
4)
|
Marketing and Specialties—
Purchases for resale and markets refined petroleum products, mainly in the United States and Europe. In addition, this segment includes the manufacturing and marketing of specialty products, as well as power generation operations.
|
|
Millions of Dollars
|
|||||
|
March 31
2019 |
|
|
December 31
2018 |
|
|
Total Assets
|
|
|
|
|||
Midstream
|
$
|
15,347
|
|
|
14,329
|
|
Chemicals
|
6,261
|
|
|
6,235
|
|
|
Refining
|
25,900
|
|
|
23,230
|
|
|
Marketing and Specialties
|
7,949
|
|
|
6,572
|
|
|
Corporate and Other
|
2,398
|
|
|
3,936
|
|
|
Consolidated total assets
|
$
|
57,855
|
|
|
54,302
|
|
|
Millions of Dollars
|
|||||
|
March 31
2019 |
|
|
December 31
2018 |
|
|
|
|
|
|
|||
Equity investments*
|
$
|
2,897
|
|
|
2,448
|
|
Net properties, plants and equipment
|
3,104
|
|
|
3,052
|
|
|
Long-term debt
|
3,173
|
|
|
2,998
|
|
•
|
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 March 31, 2019
|
||||||||||
Statement of Income
|
Phillips 66
|
|
Phillips 66 Company
|
|
All Other Subsidiaries
|
|
Consolidating Adjustments
|
|
Total Consolidated
|
|
|
Revenues and Other Income
|
|
|
|
|
|
||||||
Sales and other operating revenues
|
$
|
—
|
|
17,415
|
|
5,688
|
|
—
|
|
23,103
|
|
Equity in earnings of affiliates
|
281
|
|
431
|
|
165
|
|
(361
|
)
|
516
|
|
|
Net gain on dispositions
|
—
|
|
—
|
|
1
|
|
—
|
|
1
|
|
|
Other income
|
—
|
|
20
|
|
18
|
|
—
|
|
38
|
|
|
Intercompany revenues
|
—
|
|
1,161
|
|
3,215
|
|
(4,376
|
)
|
—
|
|
|
Total Revenues and Other Income
|
281
|
|
19,027
|
|
9,087
|
|
(4,737
|
)
|
23,658
|
|
|
|
|
|
|
|
|
||||||
Costs and Expenses
|
|
|
|
|
|
||||||
Purchased crude oil and products
|
—
|
|
17,080
|
|
8,254
|
|
(4,279
|
)
|
21,055
|
|
|
Operating expenses
|
—
|
|
1,000
|
|
326
|
|
(19
|
)
|
1,307
|
|
|
Selling, general and administrative expenses
|
3
|
|
255
|
|
110
|
|
(2
|
)
|
366
|
|
|
Depreciation and amortization
|
—
|
|
227
|
|
104
|
|
—
|
|
331
|
|
|
Impairments
|
—
|
|
—
|
|
1
|
|
—
|
|
1
|
|
|
Taxes other than income taxes
|
—
|
|
95
|
|
33
|
|
—
|
|
128
|
|
|
Accretion on discounted liabilities
|
—
|
|
4
|
|
1
|
|
1
|
|
6
|
|
|
Interest and debt expense
|
93
|
|
36
|
|
67
|
|
(77
|
)
|
119
|
|
|
Foreign currency transaction losses
|
—
|
|
—
|
|
5
|
|
—
|
|
5
|
|
|
Total Costs and Expenses
|
96
|
|
18,697
|
|
8,901
|
|
(4,376
|
)
|
23,318
|
|
|
Income before income taxes
|
185
|
|
330
|
|
186
|
|
(361
|
)
|
340
|
|
|
Income tax expense (benefit)
|
(19
|
)
|
49
|
|
40
|
|
—
|
|
70
|
|
|
Net Income
|
204
|
|
281
|
|
146
|
|
(361
|
)
|
270
|
|
|
Less: net income attributable to noncontrolling interests
|
—
|
|
—
|
|
66
|
|
—
|
|
66
|
|
|
Net Income Attributable to Phillips 66
|
$
|
204
|
|
281
|
|
80
|
|
(361
|
)
|
204
|
|
|
|
|
|
|
|
||||||
Comprehensive Income
|
$
|
276
|
|
353
|
|
211
|
|
(498
|
)
|
342
|
|
|
Millions of Dollars
|
||||||||||
|
Three Months Ended March 31, 2018
|
||||||||||
Statement of Income
|
Phillips 66
|
|
Phillips 66 Company
|
|
All Other Subsidiaries
|
|
Consolidating Adjustments
|
|
Total Consolidated
|
|
|
Revenues and Other Income
|
|
|
|
|
|
||||||
Sales and other operating revenues
|
$
|
—
|
|
18,276
|
|
5,319
|
|
—
|
|
23,595
|
|
Equity in earnings of affiliates
|
600
|
|
614
|
|
195
|
|
(985
|
)
|
424
|
|
|
Net gain on dispositions
|
—
|
|
7
|
|
10
|
|
—
|
|
17
|
|
|
Other income (loss)
|
—
|
|
(1
|
)
|
11
|
|
—
|
|
10
|
|
|
Intercompany revenues
|
—
|
|
579
|
|
2,879
|
|
(3,458
|
)
|
—
|
|
|
Total Revenues and Other Income
|
600
|
|
19,475
|
|
8,414
|
|
(4,443
|
)
|
24,046
|
|
|
|
|
|
|
|
|
||||||
Costs and Expenses
|
|
|
|
|
|
||||||
Purchased crude oil and products
|
—
|
|
17,213
|
|
7,301
|
|
(3,376
|
)
|
21,138
|
|
|
Operating expenses
|
—
|
|
978
|
|
283
|
|
(15
|
)
|
1,246
|
|
|
Selling, general and administrative expenses
|
3
|
|
289
|
|
97
|
|
(3
|
)
|
386
|
|
|
Depreciation and amortization
|
—
|
|
230
|
|
106
|
|
—
|
|
336
|
|
|
Taxes other than income taxes
|
—
|
|
82
|
|
28
|
|
—
|
|
110
|
|
|
Accretion on discounted liabilities
|
—
|
|
5
|
|
1
|
|
—
|
|
6
|
|
|
Interest and debt expense
|
93
|
|
30
|
|
64
|
|
(64
|
)
|
123
|
|
|
Foreign currency transaction gains
|
—
|
|
—
|
|
(16
|
)
|
—
|
|
(16
|
)
|
|
Total Costs and Expenses
|
96
|
|
18,827
|
|
7,864
|
|
(3,458
|
)
|
23,329
|
|
|
Income before income taxes
|
504
|
|
648
|
|
550
|
|
(985
|
)
|
717
|
|
|
Income tax expense (benefit)
|
(20
|
)
|
48
|
|
104
|
|
—
|
|
132
|
|
|
Net Income
|
524
|
|
600
|
|
446
|
|
(985
|
)
|
585
|
|
|
Less: net income attributable to noncontrolling interests
|
—
|
|
—
|
|
61
|
|
—
|
|
61
|
|
|
Net Income Attributable to Phillips 66
|
$
|
524
|
|
600
|
|
385
|
|
(985
|
)
|
524
|
|
|
|
|
|
|
|
||||||
Comprehensive Income
|
$
|
637
|
|
713
|
|
534
|
|
(1,186
|
)
|
698
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Millions of Dollars
|
||||||||||
|
March 31, 2019
|
||||||||||
Balance Sheet
|
Phillips 66
|
|
Phillips 66 Company
|
|
All Other Subsidiaries
|
|
Consolidating Adjustments
|
|
Total Consolidated
|
|
|
Assets
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
$
|
—
|
|
193
|
|
1,060
|
|
—
|
|
1,253
|
|
Accounts and notes receivable
|
—
|
|
5,180
|
|
4,208
|
|
(2,085
|
)
|
7,303
|
|
|
Inventories
|
—
|
|
3,544
|
|
1,800
|
|
—
|
|
5,344
|
|
|
Prepaid expenses and other current assets
|
1
|
|
652
|
|
262
|
|
—
|
|
915
|
|
|
Total Current Assets
|
1
|
|
9,569
|
|
7,330
|
|
(2,085
|
)
|
14,815
|
|
|
Investments and long-term receivables
|
32,412
|
|
22,562
|
|
10,256
|
|
(50,444
|
)
|
14,786
|
|
|
Net properties, plants and equipment
|
—
|
|
13,229
|
|
9,034
|
|
—
|
|
22,263
|
|
|
Goodwill
|
—
|
|
2,853
|
|
417
|
|
—
|
|
3,270
|
|
|
Intangibles
|
—
|
|
724
|
|
140
|
|
—
|
|
864
|
|
|
Other assets
|
8
|
|
5,832
|
|
647
|
|
(4,630
|
)
|
1,857
|
|
|
Total Assets
|
$
|
32,421
|
|
54,769
|
|
27,824
|
|
(57,159
|
)
|
57,855
|
|
|
|
|
|
|
|
||||||
Liabilities and Equity
|
|
|
|
|
|
||||||
Accounts payable
|
$
|
—
|
|
6,913
|
|
4,185
|
|
(2,085
|
)
|
9,013
|
|
Short-term debt
|
—
|
|
8
|
|
22
|
|
—
|
|
30
|
|
|
Accrued income and other taxes
|
—
|
|
376
|
|
564
|
|
—
|
|
940
|
|
|
Employee benefit obligations
|
—
|
|
324
|
|
33
|
|
—
|
|
357
|
|
|
Other accruals
|
135
|
|
1,163
|
|
243
|
|
(553
|
)
|
988
|
|
|
Total Current Liabilities
|
135
|
|
8,784
|
|
5,047
|
|
(2,638
|
)
|
11,328
|
|
|
Long-term debt
|
7,929
|
|
51
|
|
3,288
|
|
—
|
|
11,268
|
|
|
Asset retirement obligations and accrued environmental costs
|
—
|
|
454
|
|
166
|
|
—
|
|
620
|
|
|
Deferred income taxes
|
—
|
|
3,690
|
|
1,767
|
|
(1
|
)
|
5,456
|
|
|
Employee benefit obligations
|
—
|
|
688
|
|
187
|
|
—
|
|
875
|
|
|
Other liabilities and deferred credits
|
111
|
|
9,226
|
|
5,104
|
|
(12,878
|
)
|
1,563
|
|
|
Total Liabilities
|
8,175
|
|
22,893
|
|
15,559
|
|
(15,517
|
)
|
31,110
|
|
|
Common stock
|
4,518
|
|
24,968
|
|
8,754
|
|
(33,722
|
)
|
4,518
|
|
|
Retained earnings
|
20,437
|
|
7,617
|
|
1,211
|
|
(8,857
|
)
|
20,408
|
|
|
Accumulated other comprehensive loss
|
(709
|
)
|
(709
|
)
|
(228
|
)
|
937
|
|
(709
|
)
|
|
Noncontrolling interests
|
—
|
|
—
|
|
2,528
|
|
—
|
|
2,528
|
|
|
Total Liabilities and Equity
|
$
|
32,421
|
|
54,769
|
|
27,824
|
|
(57,159
|
)
|
57,855
|
|
|
Millions of Dollars
|
||||||||||
|
December 31, 2018
|
||||||||||
Balance Sheet
|
Phillips 66
|
|
Phillips 66 Company
|
|
All Other Subsidiaries
|
|
Consolidating Adjustments
|
|
Total Consolidated
|
|
|
Assets
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
$
|
—
|
|
1,648
|
|
1,371
|
|
—
|
|
3,019
|
|
Accounts and notes receivable
|
9
|
|
4,255
|
|
3,202
|
|
(1,293
|
)
|
6,173
|
|
|
Inventories
|
—
|
|
2,489
|
|
1,054
|
|
—
|
|
3,543
|
|
|
Prepaid expenses and other current assets
|
2
|
|
373
|
|
99
|
|
—
|
|
474
|
|
|
Total Current Assets
|
11
|
|
8,765
|
|
5,726
|
|
(1,293
|
)
|
13,209
|
|
|
Investments and long-term receivables
|
32,712
|
|
22,799
|
|
9,829
|
|
(50,919
|
)
|
14,421
|
|
|
Net properties, plants and equipment
|
—
|
|
13,218
|
|
8,800
|
|
—
|
|
22,018
|
|
|
Goodwill
|
—
|
|
2,853
|
|
417
|
|
—
|
|
3,270
|
|
|
Intangibles
|
—
|
|
726
|
|
143
|
|
—
|
|
869
|
|
|
Other assets
|
9
|
|
335
|
|
173
|
|
(2
|
)
|
515
|
|
|
Total Assets
|
$
|
32,732
|
|
48,696
|
|
25,088
|
|
(52,214
|
)
|
54,302
|
|
|
|
|
|
|
|
||||||
Liabilities and Equity
|
|
|
|
|
|
||||||
Accounts payable
|
$
|
—
|
|
5,415
|
|
2,464
|
|
(1,293
|
)
|
6,586
|
|
Short-term debt
|
—
|
|
11
|
|
56
|
|
—
|
|
67
|
|
|
Accrued income and other taxes
|
—
|
|
458
|
|
658
|
|
—
|
|
1,116
|
|
|
Employee benefit obligations
|
—
|
|
663
|
|
61
|
|
—
|
|
724
|
|
|
Other accruals
|
66
|
|
227
|
|
149
|
|
—
|
|
442
|
|
|
Total Current Liabilities
|
66
|
|
6,774
|
|
3,388
|
|
(1,293
|
)
|
8,935
|
|
|
Long-term debt
|
7,928
|
|
54
|
|
3,111
|
|
—
|
|
11,093
|
|
|
Asset retirement obligations and accrued environmental costs
|
—
|
|
458
|
|
166
|
|
—
|
|
624
|
|
|
Deferred income taxes
|
1
|
|
3,541
|
|
1,735
|
|
(2
|
)
|
5,275
|
|
|
Employee benefit obligations
|
—
|
|
676
|
|
191
|
|
—
|
|
867
|
|
|
Other liabilities and deferred credits
|
55
|
|
4,611
|
|
4,287
|
|
(8,598
|
)
|
355
|
|
|
Total Liabilities
|
8,050
|
|
16,114
|
|
12,878
|
|
(9,893
|
)
|
27,149
|
|
|
Common stock
|
4,856
|
|
24,960
|
|
8,754
|
|
(33,714
|
)
|
4,856
|
|
|
Retained earnings
|
20,518
|
|
8,314
|
|
1,249
|
|
(9,592
|
)
|
20,489
|
|
|
Accumulated other comprehensive loss
|
(692
|
)
|
(692
|
)
|
(293
|
)
|
985
|
|
(692
|
)
|
|
Noncontrolling interests
|
—
|
|
—
|
|
2,500
|
|
—
|
|
2,500
|
|
|
Total Liabilities and Equity
|
$
|
32,732
|
|
48,696
|
|
25,088
|
|
(52,214
|
)
|
54,302
|
|
|
Millions of Dollars
|
||||||||||
|
Three Months Ended March 31, 2019
|
||||||||||
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 (Used in) Operating Activities
|
$
|
3
|
|
(384
|
)
|
21
|
|
(118
|
)
|
(478
|
)
|
|
|
|
|
|
|
||||||
Cash Flows From Investing Activities
|
|
|
|
|
|
||||||
Capital expenditures and investments
|
—
|
|
(234
|
)
|
(863
|
)
|
—
|
|
(1,097
|
)
|
|
Proceeds from asset dispositions*
|
—
|
|
—
|
|
103
|
|
—
|
|
103
|
|
|
Intercompany lending activities
|
731
|
|
(806
|
)
|
75
|
|
—
|
|
—
|
|
|
Other
|
—
|
|
(26
|
)
|
8
|
|
—
|
|
(18
|
)
|
|
Net Cash Provided by (Used in) Investing Activities
|
731
|
|
(1,066
|
)
|
(677
|
)
|
—
|
|
(1,012
|
)
|
|
|
|
|
|
|
|
||||||
Cash Flows From Financing Activities
|
|
|
|
|
|
||||||
Issuance of debt
|
—
|
|
—
|
|
725
|
|
—
|
|
725
|
|
|
Repayment of debt
|
—
|
|
(5
|
)
|
(587
|
)
|
—
|
|
(592
|
)
|
|
Issuance of common stock
|
8
|
|
—
|
|
—
|
|
—
|
|
8
|
|
|
Repurchase of common stock
|
(344
|
)
|
—
|
|
—
|
|
—
|
|
(344
|
)
|
|
Dividends paid on common stock
|
(364
|
)
|
—
|
|
(118
|
)
|
118
|
|
(364
|
)
|
|
Distributions to noncontrolling interests
|
—
|
|
—
|
|
(56
|
)
|
—
|
|
(56
|
)
|
|
Net proceeds from issuance of Phillips 66 Partners LP common units
|
—
|
|
—
|
|
32
|
|
—
|
|
32
|
|
|
Other
|
(34
|
)
|
—
|
|
341
|
|
—
|
|
307
|
|
|
Net Cash Provided by (Used in) Financing Activities
|
(734
|
)
|
(5
|
)
|
337
|
|
118
|
|
(284
|
)
|
|
|
|
|
|
|
|
||||||
Effect of Exchange Rate Changes on Cash and Cash Equivalents
|
—
|
|
—
|
|
8
|
|
—
|
|
8
|
|
|
|
|
|
|
|
|
||||||
Net Change in Cash and Cash Equivalents
|
—
|
|
(1,455
|
)
|
(311
|
)
|
—
|
|
(1,766
|
)
|
|
Cash and cash equivalents at beginning of period
|
—
|
|
1,648
|
|
1,371
|
|
—
|
|
3,019
|
|
|
Cash and Cash Equivalents at End of Period
|
$
|
—
|
|
193
|
|
1,060
|
|
—
|
|
1,253
|
|
|
Millions of Dollars
|
||||||||||
|
Three Months Ended March 31, 2018
|
||||||||||
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
|
$
|
825
|
|
703
|
|
530
|
|
(1,570
|
)
|
488
|
|
|
|
|
|
|
|
||||||
Cash Flows From Investing Activities
|
|
|
|
|
|
||||||
Capital expenditures and investments
|
—
|
|
(186
|
)
|
(142
|
)
|
—
|
|
(328
|
)
|
|
Proceeds from asset dispositions*
|
—
|
|
325
|
|
17
|
|
(325
|
)
|
17
|
|
|
Intercompany lending activities
|
1,541
|
|
(1,015
|
)
|
(526
|
)
|
—
|
|
—
|
|
|
Advances/loans—related parties
|
—
|
|
(1
|
)
|
—
|
|
—
|
|
(1
|
)
|
|
Other
|
—
|
|
(40
|
)
|
(5
|
)
|
—
|
|
(45
|
)
|
|
Net Cash Provided by (Used in) Investing Activities
|
1,541
|
|
(917
|
)
|
(656
|
)
|
(325
|
)
|
(357
|
)
|
|
|
|
|
|
|
|
||||||
Cash Flows From Financing Activities
|
|
|
|
|
|
||||||
Issuance of debt
|
1,509
|
|
—
|
|
—
|
|
—
|
|
1,509
|
|
|
Repayment of debt
|
—
|
|
(5
|
)
|
(2
|
)
|
—
|
|
(7
|
)
|
|
Issuance of common stock
|
10
|
|
—
|
|
—
|
|
—
|
|
10
|
|
|
Repurchase of common stock
|
(3,513
|
)
|
—
|
|
—
|
|
—
|
|
(3,513
|
)
|
|
Dividends paid on common stock
|
(327
|
)
|
(789
|
)
|
(781
|
)
|
1,570
|
|
(327
|
)
|
|
Distributions to noncontrolling interests
|
—
|
|
—
|
|
(45
|
)
|
—
|
|
(45
|
)
|
|
Net proceeds from issuance of Phillips 66 Partners LP common units
|
—
|
|
—
|
|
9
|
|
—
|
|
9
|
|
|
Other
|
(45
|
)
|
—
|
|
(325
|
)
|
325
|
|
(45
|
)
|
|
Net Cash Used in Financing Activities
|
(2,366
|
)
|
(794
|
)
|
(1,144
|
)
|
1,895
|
|
(2,409
|
)
|
|
|
|
|
|
|
|
||||||
Effect of Exchange Rate Changes on Cash and Cash Equivalents
|
—
|
|
—
|
|
1
|
|
—
|
|
1
|
|
|
|
|
|
|
|
|
||||||
Net Change in Cash and Cash Equivalents
|
—
|
|
(1,008
|
)
|
(1,269
|
)
|
—
|
|
(2,277
|
)
|
|
Cash and cash equivalents at beginning of period
|
—
|
|
1,411
|
|
1,708
|
|
—
|
|
3,119
|
|
|
Cash and Cash Equivalents at End of Period
|
$
|
—
|
|
403
|
|
439
|
|
—
|
|
842
|
|
|
Millions of Dollars
|
|||||
|
Three Months Ended
March 31 |
|||||
|
2019
|
|
|
2018
|
|
|
|
|
|
|
|||
Midstream
|
$
|
316
|
|
|
280
|
|
Chemicals
|
227
|
|
|
286
|
|
|
Refining
|
(198
|
)
|
|
112
|
|
|
Marketing and Specialties
|
205
|
|
|
235
|
|
|
Corporate and Other
|
(210
|
)
|
|
(196
|
)
|
|
Income before income taxes
|
340
|
|
|
717
|
|
|
Income tax expense
|
70
|
|
|
132
|
|
|
Net income
|
270
|
|
|
585
|
|
|
Less: net income attributable to noncontrolling interests
|
66
|
|
|
61
|
|
|
Net income attributable to Phillips 66
|
$
|
204
|
|
|
524
|
|
•
|
Lower realized refining margins.
|
•
|
Lower equity in earnings from CPChem.
|
•
|
Higher earnings from equity affiliates in our Midstream segment.
|
|
Three Months Ended
March 31 |
|||||
|
2019
|
|
|
2018
|
|
|
|
|
|
|
|||
|
Millions of Dollars
|
|||||
Income Before Income Taxes
|
|
|
|
|||
Transportation
|
$
|
203
|
|
|
163
|
|
NGL and Other
|
90
|
|
|
86
|
|
|
DCP Midstream
|
23
|
|
|
31
|
|
|
Total Midstream
|
$
|
316
|
|
|
280
|
|
|
Thousands of Barrels Daily
|
||||
Transportation Volumes
|
|
|
|
||
Pipelines*
|
3,176
|
|
|
3,209
|
|
Terminals
|
3,063
|
|
|
2,669
|
|
Operating Statistics
|
|
|
|
||
NGL fractionated**
|
234
|
|
|
184
|
|
NGL production***
|
428
|
|
|
380
|
|
|
Dollars Per Gallon
|
|||||
Weighted-Average NGL Price*
|
|
|
|
|||
DCP Midstream
|
$
|
0.60
|
|
|
0.70
|
|
* Based on index prices from the Mont Belvieu market hub, which are weighted by NGL component.
|
|
Three Months Ended
March 31 |
|||||
|
2019
|
|
|
2018
|
|
|
|
|
|
|
|||
|
Millions of Dollars
|
|||||
|
|
|
|
|||
Income Before Income Taxes
|
$
|
227
|
|
|
286
|
|
|
Millions of Pounds
|
||||
CPChem Externally Marketed Sales Volumes*
|
|
|
|
||
Olefins and Polyolefins
|
4,692
|
|
|
4,427
|
|
Specialties, Aromatics and Styrenics
|
1,069
|
|
|
1,013
|
|
|
5,761
|
|
|
5,440
|
|
* Represents 100% of CPChem’s outside sales of produced petrochemical products, as well as commission sales from equity affiliates.
|
Olefins and Polyolefins Capacity Utilization (percent)
|
98
|
%
|
|
96
|
|
Three Months Ended
March 31 |
|||||
|
2019
|
|
|
2018
|
|
|
|
|
|
|
|||
|
Millions of Dollars
|
|||||
Income (Loss) Before Income Taxes
|
|
|
|
|||
Atlantic Basin/Europe
|
$
|
(7
|
)
|
|
(108
|
)
|
Gulf Coast
|
(118
|
)
|
|
—
|
|
|
Central Corridor
|
77
|
|
|
272
|
|
|
West Coast
|
(150
|
)
|
|
(52
|
)
|
|
Worldwide
|
$
|
(198
|
)
|
|
112
|
|
|
Dollars Per Barrel
|
|||||
Income (Loss) Before Income Taxes
|
|
|
|
|||
Atlantic Basin/Europe
|
$
|
(0.17
|
)
|
|
(2.75
|
)
|
Gulf Coast
|
(1.80
|
)
|
|
—
|
|
|
Central Corridor
|
3.22
|
|
|
10.37
|
|
|
West Coast
|
(4.89
|
)
|
|
(1.57
|
)
|
|
Worldwide
|
(1.22
|
)
|
|
0.67
|
|
|
|
|
|
|
|||
Realized Refining Margins*
|
|
|
|
|||
Atlantic Basin/Europe
|
$
|
7.76
|
|
|
7.17
|
|
Gulf Coast
|
5.44
|
|
|
6.75
|
|
|
Central Corridor
|
10.23
|
|
|
16.11
|
|
|
West Coast
|
6.25
|
|
|
8.32
|
|
|
Worldwide
|
7.23
|
|
|
9.29
|
|
|
Three Months Ended
March 31 |
|||||
|
2019
|
|
|
2018
|
|
|
|
|
|
|
|||
|
Millions of Dollars
|
|||||
Income Before Income Taxes
|
|
|
|
|||
Marketing and Other
|
$
|
138
|
|
|
176
|
|
Specialties
|
67
|
|
|
59
|
|
|
Total Marketing and Specialties
|
$
|
205
|
|
|
235
|
|
|
Dollars Per Barrel
|
|||||
Income Before Income Taxes
|
|
|
|
|||
U.S.
|
$
|
0.60
|
|
|
0.85
|
|
International
|
2.25
|
|
|
1.51
|
|
|
|
|
|
|
|||
Realized Marketing Fuel Margins*
|
|
|
|
|||
U.S.
|
$
|
1.06
|
|
|
1.39
|
|
International
|
3.80
|
|
|
3.32
|
|
|
Thousands of Barrels Daily
|
||||
Marketing Petroleum Products Sales Volumes
|
|
|
|
||
Gasoline
|
1,151
|
|
|
1,105
|
|
Distillates
|
940
|
|
|
879
|
|
Other
|
18
|
|
|
20
|
|
Total
|
2,109
|
|
|
2,004
|
|
|
Millions of Dollars
|
|||||
|
Three Months Ended
March 31 |
|||||
|
2019
|
|
|
2018
|
|
|
Loss Before Income Taxes
|
|
|
|
|||
Net interest expense
|
$
|
(108
|
)
|
|
(112
|
)
|
Corporate overhead and other
|
(102
|
)
|
|
(84
|
)
|
|
Total Corporate and Other
|
$
|
(210
|
)
|
|
(196
|
)
|
|
Millions of Dollars,
Except as Indicated |
|||||
|
March 31
2019 |
|
|
December 31
2018 |
|
|
|
|
|
|
|||
Cash and cash equivalents
|
$
|
1,253
|
|
|
3,019
|
|
Short-term debt
|
30
|
|
|
67
|
|
|
Total debt
|
11,298
|
|
|
11,160
|
|
|
Total equity
|
26,745
|
|
|
27,153
|
|
|
Percent of total debt to capital*
|
30
|
%
|
|
29
|
|
|
Percent of floating-rate debt to total debt
|
12
|
%
|
|
11
|
|
|
* Capital includes total debt and total equity.
|
|
Millions of Dollars
|
|||||
|
Three Months Ended
March 31 |
|||||
|
2019
|
|
|
2018
|
|
|
Capital Expenditures and Investments
|
|
|
|
|||
Midstream*
|
$
|
841
|
|
|
136
|
|
Chemicals
|
—
|
|
|
—
|
|
|
Refining
|
194
|
|
|
172
|
|
|
Marketing and Specialties
|
19
|
|
|
13
|
|
|
Corporate and Other
|
43
|
|
|
7
|
|
|
|
$
|
1,097
|
|
|
328
|
|
|
|
|
|
|||
Selected Equity Affiliates**
|
|
|
|
|||
DCP Midstream
|
$
|
150
|
|
|
95
|
|
CPChem
|
103
|
|
|
161
|
|
|
WRB
|
37
|
|
|
40
|
|
|
|
$
|
290
|
|
|
296
|
|
•
|
Installation of facilities to improve product value at the Sweeny and Lake Charles refineries, as well as the jointly owned Borger Refinery.
|
•
|
Installation of facilities for U.K. biofuels compliance at the Humber Refinery.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
•
|
Fluctuations in NGL, crude oil, refined petroleum product 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 chemical products.
|
•
|
Lack of, or disruptions in, adequate and reliable transportation for our NGL, crude oil, natural gas and refined petroleum products.
|
•
|
The level and success of drilling and quality of production volumes around our Midstream assets.
|
•
|
Our inability to timely obtain or maintain permits, including those necessary for capital projects.
|
•
|
Our inability to 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 petroleum products 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 petroleum 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 petroleum products.
|
•
|
The factors generally described in Item 1A.—Risk Factors in our
2018
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
|
|
||
January 1-31, 2019
|
1,312,264
|
|
$
|
91.16
|
|
1,312,264
|
|
$
|
1,487
|
|
February 1-28, 2019
|
1,093,370
|
|
95.50
|
|
1,093,370
|
|
1,383
|
|
||
March 1-31, 2019
|
1,233,147
|
|
97.41
|
|
1,233,147
|
|
1,263
|
|
||
Total
|
3,638,781
|
|
$
|
94.58
|
|
3,638,781
|
|
|
||
* Includes repurchase of shares of common stock from company employees in connection with the company’s broad-based employee incentive plans, when applicable.
|
||||||||||
** As of March 31, 2019, our Board of Directors has authorized repurchases totaling up to $12 billion of our outstanding common stock. The authorizations do not have expiration dates. The share repurchases are expected to be funded primarily through available cash. The shares under these authorizations will be repurchased from time to time in the open market at the company’s discretion, subject to market conditions and other factors, and in accordance with applicable regulatory requirements. We are not obligated to acquire any particular amount of common stock and may commence, suspend or discontinue purchases at any time or from time to time without prior notice. Shares of stock repurchased are held as treasury shares.
|
Exhibit
Number
|
|
Exhibit Description
|
|
|
|
|
|
As permitted by Item 601(b)(4)(iii)(A) of Regulation S-K, the company has not filed with this Quarterly Report on Form 10-Q certain instruments defining the rights of holders of long-term debt of the company and its subsidiaries because the total amount of securities authorized thereunder does not exceed 10% of the total assets of the company and its subsidiaries on a consolidated basis. The company agrees to furnish a copy of such agreements to the Commission upon request.
|
|
|
|
10.1
*
|
|
|
|
|
|
31.1
*
|
|
|
|
|
|
31.2
*
|
|
|
|
|
|
32
*
|
|
|
|
|
|
101.INS*
|
|
XBRL Instance Document.
|
|
|
|
101.SCH*
|
|
XBRL Schema Document.
|
|
|
|
101.CAL*
|
|
XBRL Calculation Linkbase Document.
|
|
|
|
101.LAB*
|
|
XBRL Labels Linkbase Document.
|
|
|
|
101.PRE*
|
|
XBRL Presentation Linkbase Document.
|
|
|
|
101.DEF*
|
|
XBRL Definition Linkbase Document.
|
|
|
|
* Filed herewith.
|
||
** Management contracts and compensatory plans or arrangements.
|
|
|
PHILLIPS 66
|
|
|
|
|
|
/s/ Chukwuemeka A. Oyolu
|
|
|
Chukwuemeka A. Oyolu
Vice President and Controller
(Chief Accounting and Duly Authorized Officer)
|
1.
|
Section 1(u) is amended and restated as follows:
|
2.
|
Section 1(ee) is amended and restated as follows:
|
3.
|
The last sentence of Section 4 is amended and restated as follows:
|
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 of the Board of Directors 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 of the Board of Directors and
Chief Executive Officer
|
|
|
|
/s/ Kevin J. Mitchell
|
|
Kevin J. Mitchell
|
|
Executive Vice President, Finance and
Chief Financial Officer
|