A Dark Vector Cognition product

Cover and table of contents

18K characters. Original on sec.gov · Markdown

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

F O R M 10-Q

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2023

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: 001-35081

image0a30a07.gif

KINDER MORGAN, INC.

(Exact name of registrant as specified in its charter)

Delaware80-0682103
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)

1001 Louisiana Street, Suite 1000, Houston, Texas 77002

(Address of principal executive offices)(zip code)

Registrant’s telephone number, including area code: 713-369-9000

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

Title of each classTrading Symbol(s)Name of each exchange on which registered
Class P Common StockKMINew York Stock Exchange
2.250% Senior Notes due 2027KMI 27 ANew York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes þ No ☐

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

Large accelerated filer þ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No þ

As of July 20, 2023, the registrant had 2,228,165,367 shares of Class P common stock outstanding.

KINDER MORGAN, INC. AND SUBSIDIARIES

TABLE OF CONTENTS

Page Number
Glossary2
Information Regarding Forward-Looking Statements3
PART I. FINANCIAL INFORMATION
Item 1.Financial Statements (Unaudited)
Consolidated Statements of Income - Three and Six Months Ended June 30, 2023 and 20224
Consolidated Statements of Comprehensive Income - Three and Six Months Ended June 30, 2023 and 20225
Consolidated Balance Sheets - as of June 30, 2023 and December 31, 20226
Consolidated Statements of Cash Flows - Six Months Ended June 30, 2023 and 20227
Consolidated Statements of Stockholders’ Equity - Three and Six Months Ended June 30, 2023 and 20229
Notes to Consolidated Financial Statements11
Note 1.General11
Note 2.Losses on Impairments12
Note 3.Debt13
Note 4.Stockholders’ Equity14
Note 5.Risk Management15
Note 6.Revenue Recognition20
Note 7.Reportable Segments23
Note 8.Income Taxes24
Note 9.Litigation and Environmental24
Note 10.Recent Accounting Pronouncements29
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations
General and Basis of Presentation30
Results of Operations30
Overview30
Consolidated Earnings Results33
Non-GAAP Financial Measures36
Segment Earnings Results40
Liquidity and Capital Resources47
Summarized Combined Financial Information for Guarantee of Securities of Subsidiaries53
Item 3.Quantitative and Qualitative Disclosures About Market Risk54
Item 4.Controls and Procedures54
PART II. OTHER INFORMATION
Item 1.Legal Proceedings54
Item 1A.Risk Factors54
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds54
Item 3.Defaults Upon Senior Securities55
Item 4.Mine Safety Disclosures55
Item 5.Other Information55
Item 6.Exhibits56
Signature57

KINDER MORGAN, INC. AND SUBSIDIARIES

GLOSSARY

Company Abbreviations

EPNG=El Paso Natural Gas Company, L.L.C.Ruby=Ruby Pipeline Holding Company, L.L.C.
KMBT=Kinder Morgan Bulk Terminals, Inc.SFPP=SFPP, L.P.
KMI=Kinder Morgan, Inc. and its majority-owned and/or controlled subsidiariesSNG=Southern Natural Gas Company, L.L.C.
TGP=Tennessee Gas Pipeline Company, L.L.C.
KMLT=Kinder Morgan Liquid Terminals, LLC
Unless the context otherwise requires, references to “we,” “us,” “our,” or “the Company” are intended to mean Kinder Morgan, Inc. and its majority-owned and/or controlled subsidiaries.
Common Industry and Other Terms
/d=per dayFERC=Federal Energy Regulatory Commission
Bbl=barrelsGAAP=U.S. Generally Accepted Accounting Principles
BBtu=billion British Thermal UnitsLLC=limited liability company
Bcf=billion cubic feetLIBOR=London Interbank Offered Rate
CERCLA=Comprehensive Environmental Response, Compensation and Liability ActMBbl=thousand barrels
MMBbl=million barrels
CO2=carbon dioxide or our CO2 business segmentMMtons=million tons
DCF=distributable cash flowNGL=natural gas liquids
DD&A=depreciation, depletion and amortizationNYMEX=New York Mercantile Exchange
EBDA=earnings before depreciation, depletion and amortization expenses, including amortization of excess cost of equity investmentsOTC=over-the-counter
PHMSA=Pipeline and Hazardous Materials Safety Administration
EBITDA=earnings before interest, income taxes, depreciation, depletion and amortization expenses, and amortization of excess cost of equity investmentsRNG=Renewable natural gas
ROU=Right-of-Use
EPA=U.S. Environmental Protection AgencyU.S.=United States of America
FASB=Financial Accounting Standards BoardWTI=West Texas Intermediate

Information Regarding Forward-Looking Statements

This report includes forward-looking statements. These forward-looking statements are identified as any statement that does not relate strictly to historical or current facts. They use words such as “anticipate,” “believe,” “intend,” “plan,” “projection,” “forecast,” “strategy,” “outlook,” “continue,” “estimate,” “expect,” “may,” “will,” “shall,” or the negative of those terms or other variations of them or comparable terminology. In particular, expressed or implied statements concerning future actions, conditions or events, future operating results or the ability to generate sales, income or cash flow, service debt or pay dividends, are forward-looking statements. Forward-looking statements in this report include, among others, express or implied statements pertaining to: the long-term demand for our assets and services, our anticipated dividends and capital projects, including expected completion timing and benefits of those projects.

Important factors that could cause actual results to differ materially from those expressed in or implied by the forward-looking statements in this report include: the timing and extent of changes in the supply of and demand for the products we transport and handle; commodity prices; the outcomes of challenges to new regulations; our ability to mitigate the impacts of and recover expenditures made in respect of new regulations; and the other risks and uncertainties described in Part I, Item 2. “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” Part I, Item 3. “Quantitative and Qualitative Disclosures About Market Risk” and Part II, Item 1A. “Risk Factors” in this report, as well as “Information Regarding Forward-Looking Statements” and Part I, Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2022 (except to the extent such information is modified or superseded by information in subsequent reports).

You should keep these risk factors in mind when considering forward-looking statements. These risk factors could cause our actual results to differ materially from those contained in any forward-looking statement. Because of these risks and uncertainties, you should not place undue reliance on any forward-looking statement. We disclaim any obligation, other than as required by applicable law, to publicly update or revise any of our forward-looking statements to reflect future events or developments.

PART I. FINANCIAL INFORMATION

Next: Item 1. Financial Statements.