# MPLX LP: Form 10-Q for the period ended Sep 30, 2024

- Company: [MPLX LP](/companies/mplx.md) (CIK 1552000)
- Form: 10-Q
- Filed: 2024-11-05
- Accepted by EDGAR: Nov 5, 2024, 13:33 ET
- Period: 2024-09-30
- Accession: 0001552000-24-000033
- Inline XBRL: yes
- Main document: https://www.sec.gov/Archives/edgar/data/1552000/000155200024000033/mplx-20240930.htm
- All documents and exhibits: https://www.sec.gov/Archives/edgar/data/1552000/000155200024000033/

## Figures reported in this filing

Standardized XBRL line items for the period ended 2024-09-30.

| Line item | Period | Value | XBRL concept |
| --- | --- | ---: | --- |
| Revenue | 3 months, 2024-07-01 to 2024-09-30 | $2.35bn | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Revenue | 9 months, 2024-01-01 to 2024-09-30 | $6.77bn | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Operating income | 3 months, 2024-07-01 to 2024-09-30 | $1.27bn | us-gaap:OperatingIncomeLoss |
| Operating income | 9 months, 2024-01-01 to 2024-09-30 | $3.94bn | us-gaap:OperatingIncomeLoss |
| Income tax | 3 months, 2024-07-01 to 2024-09-30 | $2.0m | us-gaap:IncomeTaxExpenseBenefit |
| Income tax | 9 months, 2024-01-01 to 2024-09-30 | $5.0m | us-gaap:IncomeTaxExpenseBenefit |
| Net income | 3 months, 2024-07-01 to 2024-09-30 | $1.05bn | us-gaap:ProfitLoss |
| Net income | 9 months, 2024-01-01 to 2024-09-30 | $3.25bn | us-gaap:ProfitLoss |
| Operating cash flow | 9 months, 2024-01-01 to 2024-09-30 | $4.27bn | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 9 months, 2024-01-01 to 2024-09-30 | $748.0m | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Share repurchases | 3 months, 2024-07-01 to 2024-09-30 | $76.0m | us-gaap:PaymentsForRepurchaseOfCommonStock |
| Share repurchases | 9 months, 2024-01-01 to 2024-09-30 | $226.0m | us-gaap:PaymentsForRepurchaseOfCommonStock |
| Cash and equivalents | at 2024-09-30 | $2.43bn | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Current assets | at 2024-09-30 | $4.22bn | us-gaap:AssetsCurrent |
| Total assets | at 2024-09-30 | $38.52bn | us-gaap:Assets |
| Current liabilities | at 2024-09-30 | $4.27bn | us-gaap:LiabilitiesCurrent |
| Total liabilities | at 2024-09-30 | $24.53bn | us-gaap:Liabilities |

## Management's discussion and analysis

As filed, 76,266 characters.

Management’s Discussion and Analysis of Financial Condition and Results of Operations should also be read in conjunction with the unaudited consolidated financial statements and accompanying footnotes included under Item 1. Financial Statements and in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2023.

### Disclosures Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q, particularly Management’s Discussion and Analysis of Financial Condition and Results of Operations and Quantitative and Qualitative Disclosures about Market Risk, includes forward-looking statements that are subject to risks, contingencies or uncertainties. You can identify forward-looking statements by words such as “anticipate,” “believe,” “commitment,” “could,” “design,” “estimate,” “expect,” “forecast,” “goal,” “guidance,” “intend,” “may,” “objective,” “opportunity,” “outlook,” “plan,” “policy,” “position,” “potential,” “predict,” “priority,” “project,” “prospective,” “pursue,” “seek,” “should,” “strategy,” “target,” “will,” “would” or other similar expressions that convey the uncertainty of future events or outcomes.

Forward-looking statements include, among other things, statements regarding:

- future financial and operating results;
- environmental, social and governance (“ESG”) plans and goals, including those related to greenhouse gas emissions and intensity, biodiversity, diversity, equity and inclusion and ESG reporting;
- future levels of capital, environmental or maintenance expenditures, general and administrative and other expenses;
- the success or timing of completion of ongoing or anticipated capital or maintenance projects;
- business strategies, growth opportunities and expected investments, including plans to grow stable cash flows, lower costs and return capital to unitholders;
- the timing and amount of future distributions or unit repurchases; and
- the anticipated effects of actions of third parties such as competitors, activist investors, federal, foreign, state or local regulatory authorities, or plaintiffs in litigation.

Our forward-looking statements are not guarantees of future performance and you should not rely unduly on them, as they involve risks, uncertainties and assumptions that we cannot predict. Forward-looking and other statements regarding our ESG plans and goals are not an indication that these statements are material to investors or required to be disclosed in our filings with the SEC. In addition, historical, current, and forward-looking ESG-related statements may be based on standards for measuring progress that are still developing, internal controls and processes that continue to evolve, and assumptions that are subject to change in the future. Material differences between actual results and any future performance suggested in our forward-looking statements could result from a variety of factors, including the following:

- general economic, political or regulatory developments, including inflation, interest rates, changes in governmental policies relating to refined petroleum products, crude oil, natural gas, NGLs, renewables, or taxation;
- the ability of MPC to achieve its strategic objectives and the effects of those strategic decisions on us;
- further impairments;
- negative capital market conditions, including an increase of the current yield on common units;
- the ability to achieve strategic and financial objectives, including with respect to distribution coverage, future distribution levels, proposed projects and completed transactions;
- the success of MPC’s portfolio optimization, including the ability to complete any divestitures on commercially reasonable terms and/or within the expected timeframe, and the effects of any such divestitures on our business, financial condition, results of operations and cash flows;
- consumer demand for refined products, natural gas, renewables and NGLs;
- the adequacy of capital resources and liquidity, including the availability of sufficient cash flow to pay distributions and access to debt on commercially reasonable terms, and the ability to successfully execute business plans, growth strategies and self-funding models;
- the timing and extent of changes in commodity prices and demand for crude oil, refined products, feedstocks or other hydrocarbon-based products, or renewables;
- volatility in or degradation of general economic, market, industry or business conditions, including as a result of pandemics, other infectious disease outbreaks, natural hazards, extreme weather events, regional conflicts such as hostilities in the Middle East and Ukraine, inflation, or rising interest rates;
- changes to the expected construction costs and timing of projects and planned investments, and the ability to obtain regulatory and other approvals with respect thereto;
- the inability or failure of our joint venture partners to fund their share of operations and development activities;
- the financing and distribution decisions of joint ventures we do not control;
- the availability of desirable strategic alternatives to optimize portfolio assets and our ability to obtain regulatory and other approvals with respect thereto;
- completion of midstream infrastructure by competitors;
- disruptions due to equipment interruption or failure, including electrical shortages and power grid failures;
- the suspension, reduction or termination of MPC’s obligations under MPLX’s commercial agreements;
- modifications to financial policies, capital budgets, and earnings and distributions;
- the ability to manage disruptions in credit markets or changes to credit ratings;
- our ability to comply with federal and state environmental, economic, health and safety, energy and other policies and regulations or enforcement actions initiated thereunder;
- adverse results in litigation;
- the effect of restructuring or reorganization of business components;
- the potential effects of changes in tariff rates on our business, financial condition, results of operations and cash flows;
- foreign imports and exports of crude oil, refined products, natural gas and NGLs;
- changes in producer customers’ drilling plans or in volumes of throughput of crude oil, natural gas, NGLs, refined products, other hydrocarbon-based products, or renewables;
- changes in the cost or availability of third-party vessels, pipelines, railcars and other means of transportation for crude oil, natural gas, NGLs, feedstocks, refined products, or renewables;
- the price, availability and acceptance of alternative fuels and alternative-fuel vehicles and laws mandating such fuels or vehicles;
- actions taken by our competitors, including pricing adjustments and the expansion and retirement of pipeline capacity, processing, fractionation and treating facilities in response to market conditions;
- expectations regarding joint venture arrangements and other acquisitions or divestitures of assets;
- midstream and refining industry overcapacity or undercapacity;
- industrial incidents or other unscheduled shutdowns affecting our machinery, pipelines, processing, fractionation and treating facilities or equipment, means of transportation, or those of our suppliers or customers;
- acts of war, terrorism or civil unrest that could impair our ability to gather, process, fractionate or transport crude oil, natural gas, NGLs, refined products, or renewables;
- labor and material shortages;
- the timing and ability to obtain necessary regulatory approvals and permits and to satisfy other conditions necessary to complete planned projects or to consummate planned transactions within the expected timeframe, if at all;
- the availability of desirable strategic alternatives to optimize portfolio assets and the ability to obtain regulatory and other approvals with respect thereto;
- political pressure and influence of environmental groups and other stakeholders that are adverse to the production, gathering, refining, processing, fractionation, transportation and marketing of crude oil or other feedstocks, refined products, natural gas, NGLs, other hydrocarbon-based products, or renewables;
- the imposition of windfall profit taxes, maximum margin penalties or minimum inventory requirements on companies operating in the energy industry in California or other jurisdictions; and
- our ability to successfully implement our sustainable energy strategy and principles and achieve our ESG goals and targets within the expected timeframe, if at all.

For additional risk factors affecting our business, see the risk factors described in our Annual Report on Form 10-K for the year ended December 31, 2023. We undertake no obligation to update any forward-looking statements except to the extent required by applicable law.

### MPLX Overview

We are a diversified, large-cap master limited partnership formed by MPC in 2012 that owns and operates midstream energy infrastructure and logistics assets, and provides fuels distribution services. The business consists of two segments based on the nature of services it offers: Logistics and Storage (“L&S”) and Gathering and Processing (“G&P”).

Our L&S segment gathers, transports, stores and distributes crude oil, refined products, including renewable diesel, and other hydrocarbon-based products. Additionally, the segment markets refined products. The profitability of pipeline transportation operations primarily depends on tariff rates and the volumes shipped through the pipelines. The profitability of marine operations primarily depends on the quantity and availability of our vessels and barges. The profitability of our terminal operations primarily depends on the throughput volumes at our terminals. The profitability of our fuels distribution services primarily depends on the sales volumes of certain refined products. The profitability of our refining logistics operations depends on the quantity and availability of our refining logistics assets. A majority of the crude oil and refined product shipments on our pipelines and marine vessels, the throughput at our terminals and refining logistics assets serve MPC and our fuels distribution services are used solely by MPC. We have various long-term, fee-based commercial agreements related to services provided to MPC. Under these agreements, we receive various commitments of minimum throughput, storage and distribution volumes as well as commitments to pay for all available capacity of certain assets. The volume of crude oil that we transport is directly affected by the supply of, and refiner demand for, crude oil in the markets served directly by our crude oil pipelines, terminals and marine operations. Key factors in this supply and demand balance are the production levels of crude oil by producers in various regions or fields, the availability and cost of alternative modes of transportation, the volumes of crude oil processed at refineries and refinery and transportation system maintenance levels. The volume of refined products that we transport, store, distribute and market is directly affected by the production levels of, and user demand for, refined products in the markets served by our refined product pipelines and marine operations. In most of our markets, demand for gasoline and distillate peaks during the summer driving season, which extends from May through September of each year, and declines during the fall and winter months. As with crude oil, other transportation alternatives and system maintenance levels influence refined product movements.

Our G&P segment gathers, processes and transports natural gas and transports, fractionates, stores and markets NGLs. NGL and natural gas prices are volatile and are impacted by changes in fundamental supply and demand, as well as market uncertainty, availability of NGL transportation and fractionation capacity and a variety of additional factors that are beyond our control. G&P segment profitability is affected by prevailing commodity prices primarily as a result of processing at our own or third‑party processing plants, purchasing and selling or gathering and transporting volumes of natural gas at index‑related prices and the cost of third‑party transportation and fractionation services. To the extent that commodity prices influence the level of natural gas drilling by our producer customers, such prices also affect profitability.

### Significant Financial and Other Highlights

Significant financial highlights for the three months ended September 30, 2024 and September 30, 2023 are shown in the chart below. Refer to the Non-GAAP Financial Information, the Results of Operations and the Liquidity and Capital Resources sections for further information.

(1) Non-GAAP measure. See reconciliations that follow for the most directly comparable GAAP measures.

### Other Highlights

- Returned $949 million and $2,849 million of capital to unitholders in the three and nine months ended September 30, 2024, via distributions and unit repurchases.
- Announced a third quarter 2024 distribution of $0.9565 per common unit, representing a 12.5% increase over the prior quarter’s distribution.
- Acquired an additional 20 percent interest in the BANGL natural gas liquids pipeline, bringing our interest in the pipeline to 45 percent.
- Our 200 MMcf/d Preakness II processing plant began operations in July.
- Executing our growth strategy in the Northeast with the addition of Harmon Creek III, a 300 MMcf/d processing plant and 40 mbpd de-ethanizer; expected to bring total Northeast processing and fractionation capacity to 8.1 billion cubic feet per day and 800 mbpd, respectively, in the second half of 2026.

### Non-GAAP Financial Information

Our management uses a variety of financial and operating metrics to analyze our performance. These metrics are significant factors in assessing our operating results and profitability and include the non-GAAP financial measures of Adjusted EBITDA, DCF, adjusted free cash flow (“Adjusted FCF”), and Adjusted FCF after distributions.

Adjusted EBITDA is a financial performance measure used by management, industry analysts, investors, lenders, and rating agencies to assess the financial performance and operating results of our ongoing business operations. Additionally, we believe adjusted EBITDA provides useful information to investors for trending, analyzing and benchmarking our operating results from period to period as compared to other companies that may have different financing and capital structures. We define Adjusted EBITDA as net income adjusted for: (i) provision for income taxes; (ii) net interest and other financial costs; (iii) depreciation and amortization; (iv) income/(loss) from equity method investments; (v) distributions and adjustments related to equity method investments; (vi) impairment expense; (vii) noncontrolling interests; and (viii) other adjustments, as applicable.

DCF is a financial performance and liquidity measure used by management and by the board of directors of our general partner as a key component in the determination of cash distributions paid to unitholders. We believe DCF is an important financial measure for unitholders as an indicator of cash return on investment and to evaluate whether the partnership is generating sufficient cash flow to support quarterly distributions. In addition, DCF is commonly used by the investment community because the market value of publicly traded partnerships is based, in part, on DCF and cash distributions paid to unitholders. We define DCF as Adjusted EBITDA adjusted for: (i) deferred revenue impacts; (ii) sales-type lease payments, net of income; (iii) adjusted net interest and other financial costs; (iv) net maintenance capital expenditures; (v) equity method investment capital expenditures paid out; and (vi) other adjustments as deemed necessary.

Adjusted FCF and Adjusted FCF after distributions are financial liquidity measures used by management in the allocation of capital and to assess financial performance. We believe that unitholders may use this metric to analyze our ability to manage leverage and return capital. We define Adjusted FCF as net cash provided by operating activities adjusted for: (i) net cash used in investing activities; (ii) cash contributions from MPC; and (iii) cash distributions to noncontrolling interests. We define Adjusted FCF after distributions as Adjusted FCF less base distributions to common and preferred unitholders.

We believe that the presentation of Adjusted EBITDA, DCF, Adjusted FCF and Adjusted FCF after distributions provides useful information to investors in assessing our financial condition and results of operations. The GAAP measures most directly comparable to Adjusted EBITDA and DCF are net income and net cash provided by operating activities while the GAAP measure most directly comparable to Adjusted FCF and Adjusted FCF after distributions is net cash provided by operating activities. These non-GAAP financial measures should not be considered alternatives to net income or net cash provided by operating activities as they have important limitations as analytical tools because they exclude some but not all items that affect net income and net cash provided by operating activities or any other measure of financial performance or liquidity presented in accordance with GAAP. These non-GAAP financial measures should not be considered in isolation or as substitutes for analysis of our results as reported under GAAP. Additionally, because non-GAAP financial measures may be defined differently by other companies in our industry, our definitions may not be comparable to similarly titled measures of other companies, thereby diminishing their utility. For a reconciliation of Adjusted EBITDA and DCF to their most directly comparable measures calculated and presented in accordance with GAAP, see Results of Operations. For a reconciliation of Adjusted FCF and Adjusted FCF after distributions to their most directly comparable measure calculated and presented in accordance with GAAP, see Liquidity and Capital Resources.

### Results of Operations

The following tables and discussion summarize our results of operations, including a reconciliation of Adjusted EBITDA and DCF from Net income and Net cash provided by operating activities, the most directly comparable GAAP financial measures. This discussion should be read in conjunction with Item 1. Financial Statements and is intended to provide investors with a reasonable basis for assessing our historical operations, but should not serve as the only criteria for predicting our future performance.

*(In millions)*

| Revenues and other income: | Three Months Ended September 30, 2024 | 2023 | Variance | Nine Months Ended September 30, 2024 | 2023 | Variance |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Total revenues and other income | $2,972 | $2,912 | $60 | $8,870 | $8,315 | $555 |
| Costs and expenses: |  |  |  |  |  |  |
| Cost of revenues (excludes items below) | 404 | 367 | 37 | 1,159 | 1,023 | 136 |
| Purchased product costs | 403 | 474 | (71) | 1,148 | 1,234 | (86) |
| Rental cost of sales | 22 | 20 | 2 | 61 | 60 | 1 |
| Rental cost of sales - related parties | 5 | 8 | (3) | 14 | 24 | (10) |
| Purchases - related parties | 402 | 442 | (40) | 1,162 | 1,160 | 2 |
| Depreciation and amortization | 322 | 301 | 21 | 959 | 907 | 52 |
| General and administrative expenses | 107 | 102 | 5 | 323 | 280 | 43 |
| Other taxes | 32 | 44 | (12) | 99 | 102 | (3) |
| Total costs and expenses | 1,697 | 1,758 | (61) | 4,925 | 4,790 | 135 |
| Income from operations | 1,275 | 1,154 | 121 | 3,945 | 3,525 | 420 |
| Net interest and other financial costs | 226 | 225 | 1 | 692 | 701 | (9) |
| Income before income taxes | 1,049 | 929 | 120 | 3,253 | 2,824 | 429 |
| Provision for income taxes | 2 | 1 | 1 | 5 | 2 | 3 |
| Net income | 1,047 | 928 | 119 | 3,248 | 2,822 | 426 |
| Less: Net income attributable to noncontrolling interests | 10 | 10 | — | 30 | 28 | 2 |
| Net income attributable to MPLX LP | 1,037 | 918 | 119 | 3,218 | 2,794 | 424 |
| Adjusted EBITDA attributable to MPLX LP(1) | 1,714 | 1,596 | 118 | 5,002 | 4,646 | 356 |
| DCF attributable to MPLX(1) | $1,446 | $1,373 | $73 | $4,220 | $3,956 | $264 |

(1) Non-GAAP measure. See reconciliation below to the most directly comparable GAAP measures.

*(In millions)*

| Reconciliation of Adjusted EBITDA attributable to MPLX LP and DCF attributable to LP unitholders from Net income: | Three Months Ended September 30, 2024 | 2023 | Variance | Nine Months Ended September 30, 2024 | 2023 | Variance |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Net income | $1,047 | $928 | $119 | $3,248 | $2,822 | $426 |
| Provision for income taxes | 2 | 1 | 1 | 5 | 2 | 3 |
| Net interest and other financial costs | 226 | 225 | 1 | 692 | 701 | (9) |
| Income from operations | 1,275 | 1,154 | 121 | 3,945 | 3,525 | 420 |
| Depreciation and amortization | 322 | 301 | 21 | 959 | 907 | 52 |
| Income from equity method investments | (149) | (159) | 10 | (631) | (438) | (193) |
| Distributions/adjustments related to equity method investments | 253 | 208 | 45 | 671 | 551 | 120 |
| Garyville incident response costs(1) | — | 63 | (63) | — | 63 | (63) |
| Other(2) | 24 | 40 | (16) | 91 | 69 | 22 |
| Adjusted EBITDA | 1,725 | 1,607 | 118 | 5,035 | 4,677 | 358 |
| Adjusted EBITDA attributable to noncontrolling interests | (11) | (11) | — | (33) | (31) | (2) |
| Adjusted EBITDA attributable to MPLX LP | 1,714 | 1,596 | 118 | 5,002 | 4,646 | 356 |
| Deferred revenue impacts | (15) | 25 | (40) | 6 | 65 | (59) |
| Sales-type lease payments, net of income | 7 | 3 | 4 | 20 | 9 | 11 |
| Adjusted net interest and other financial costs(3) | (212) | (212) | — | (651) | (650) | (1) |
| Maintenance capital expenditures, net of reimbursements | (40) | (28) | (12) | (120) | (93) | (27) |
| Equity method investment maintenance capital expenditures paid out | (4) | (4) | — | (11) | (11) | — |
| Other | (4) | (7) | 3 | (26) | (10) | (16) |
| DCF attributable to MPLX LP | 1,446 | 1,373 | 73 | 4,220 | 3,956 | 264 |
| Preferred unit distributions | (6) | (25) | 19 | (21) | (76) | 55 |
| DCF attributable to LP unitholders | $1,440 | $1,348 | $92 | $4,199 | $3,880 | $319 |

(1) In August 2023, a naphtha release and resulting fire occurred at our Garyville Tank Farm resulting in the loss of four storage tanks with a combined shell capacity of 894 thousand barrels (“Garyville Incident”). We incurred $63 million of incident response costs during the three and nine months ended September 30, 2023.

(2) Includes unrealized derivative gain/(loss), equity-based compensation and other miscellaneous items.

(3) Represents Net interest and other financial costs excluding gain/loss on extinguishment of debt and amortization of deferred financing costs.

*(In millions)*

| Reconciliation of Adjusted EBITDA attributable to MPLX LP and DCF attributable to LP unitholders from Net cash provided by operating activities: | Three Months Ended September 30, 2024 | 2023 | Variance | Nine Months Ended September 30, 2024 | 2023 | Variance |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Net cash provided by operating activities | $1,415 | $1,244 | $171 | $4,271 | $3,908 | $363 |
| Changes in working capital items | 40 | 47 | (7) | (55) | (76) | 21 |
| All other, net | (3) | — | (3) | (13) | 8 | (21) |
| Loss on extinguishment of debt | — | — | — | — | 9 | (9) |
| Adjusted net interest and other financial costs(1) | 212 | 212 | — | 651 | 650 | 1 |
| Other adjustments to equity method investment distributions | 34 | 13 | 21 | 75 | 25 | 50 |
| Garyville incident response costs(2) | — | 63 | (63) | — | 63 | (63) |
| Other | 27 | 28 | (1) | 106 | 90 | 16 |
| Adjusted EBITDA | 1,725 | 1,607 | 118 | 5,035 | 4,677 | 358 |
| Adjusted EBITDA attributable to noncontrolling interests | (11) | (11) | — | (33) | (31) | (2) |
| Adjusted EBITDA attributable to MPLX LP | 1,714 | 1,596 | 118 | 5,002 | 4,646 | 356 |
| Deferred revenue impacts | (15) | 25 | (40) | 6 | 65 | (59) |
| Sales-type lease payments, net of income | 7 | 3 | 4 | 20 | 9 | 11 |
| Adjusted net interest and other financial costs(1) | (212) | (212) | — | (651) | (650) | (1) |
| Maintenance capital expenditures, net of reimbursements | (40) | (28) | (12) | (120) | (93) | (27) |
| Equity method investment maintenance capital expenditures paid out | (4) | (4) | — | (11) | (11) | — |
| Other | (4) | (7) | 3 | (26) | (10) | (16) |
| DCF attributable to MPLX LP | 1,446 | 1,373 | 73 | 4,220 | 3,956 | 264 |
| Preferred unit distributions | (6) | (25) | 19 | (21) | (76) | 55 |
| DCF attributable to LP unitholders | $1,440 | $1,348 | $92 | $4,199 | $3,880 | $319 |

(1) Represents Net interest and other financial costs excluding gain/loss on extinguishment of debt and amortization of deferred financing costs.

(2) We incurred $63 million of Garyville Incident response costs during the three and nine months ended September 30, 2023.

### Three months ended September 30, 2024 compared to three months ended September 30, 2023

Total revenues and other income increased $60 million in the third quarter of 2024 compared to the same period of 2023. The increase was driven by higher pipeline tariff rates and other fee escalations, as well as incremental revenues from the consolidation of MarkWest Torñado GP, L.L.C. (“Torñado”) in December 2023 (the “Torñado Acquisition”) and the acquisition of additional ownership interest in existing joint ventures and gathering assets in the Utica basin (the “Utica Midstream Acquisition”) that was completed in the first quarter of 2024. The increases were partially offset with a $33 million decrease in product related revenue as a result of lower NGL prices and sales volumes within the G&P segment.

Cost of revenues increased $37 million in the third quarter of 2024 compared to the same period of 2023. The increase is primarily due to higher volumes and is attributable to costs that are largely offset in revenues. The third quarter of 2024 also includes an increase of $9 million as a result of the consolidation of Torñado in December 2023 as well as higher project-related spending.

Purchased product costs decreased $71 million in the third quarter of 2024 compared to the same period of 2023. This was primarily due to lower NGL volumes of $40 million, lower NGL prices of $24 million and a $7 million decrease in the fair value of an embedded derivative in a natural gas purchase commitment.

Purchases - related parties decreased $40 million in the third quarter of 2024 compared to the same period of 2023. The decrease was driven by $63 million of Garyville Incident response costs recognized in the third quarter of 2023. The decrease was partially offset by changes in presentation driven by modification of an agreement with MPC in the first quarter of 2024 and higher employee costs from MPC.

Depreciation and amortization increased $21 million in the third quarter of 2024 compared to the same period of 2023. This was primarily due to incremental depreciation associated with assets acquired in conjunction with the Torñado Acquisition in December 2023 and the Utica Midstream Acquisition in the first quarter of 2024, as well as other assets placed in service subsequent to the third quarter of 2023.

### Nine months ended September 30, 2024 compared to nine months ended September 30, 2023

Total revenues and other income increased $555 million in the first nine months of 2024 compared to the same period of 2023. This was primarily due to higher pipeline tariff rates within in the L&S segment, higher volumes and throughput fee rates within the G&P segment, and incremental revenues from the consolidation of Torñado in December 2023 and the Utica Midstream Acquisition that was completed in the first quarter of 2024. The increase also includes a $151 million gain related to the strategic transaction combining the Whistler and Rio Bravo natural gas assets that was completed in the second quarter of 2024 (the “Whistler Joint Venture Transaction”), a $25 million benefit from business interruption insurance proceeds and a $20 million gain related to an equity method investment acquisition in the first quarter of 2024. Income from equity method investments also benefited from increased throughput on equity method investment pipeline systems in the 2024 period.

Cost of revenues increased $136 million in the first nine months of 2024 compared to the same period of 2023. The increase is primarily due to higher volumes and is attributable to costs that are largely offset in revenues. The increase also includes $33 million as a result of the consolidation of Torñado in December 2023 as well as higher project-related spending.

Purchased product costs decreased $86 million in the first nine months of 2024 compared to the same period of 2023. This was primarily due to lower NGL volumes of $87 million and lower NGL prices of $8 million, partially offset by a change of $9 million due to changes in the fair value of an embedded derivative in a natural gas purchase commitment.

Purchases - related parties increased $2 million in the first nine months of 2024 compared to the same period of 2023. Higher costs in the first nine months of 2024 related to changes in presentation driven by the modification of an agreement with MPC in the first quarter of 2024 and higher costs from MPC, including employee costs, were largely offset by a decrease related to $63 million of Garyville Incident response costs recognized in the 2023 period.

Depreciation and amortization increased $52 million in the first nine months of 2024 compared to the same period of 2023. This was primarily due to incremental depreciation associated with assets acquired in conjunction with the Torñado Acquisition in December 2023 and the Utica Midstream Acquisition in the first quarter of 2024, as well as other assets placed in service subsequent to the third quarter of 2023.

General and administrative expenses increased $43 million in the first nine months of 2024 compared to the same period of 2023, due to increased contractor service costs and higher employee costs from MPC.

### Segment Results

We classify our business in the following reportable segments: L&S and G&P. We evaluate the performance of our segments using Segment Adjusted EBITDA. Segment Adjusted EBITDA represents Adjusted EBITDA attributable to the reportable segments. Amounts included in net income and excluded from Segment Adjusted EBITDA include: (i) depreciation and amortization; (ii) net interest and other financial costs; (iii) income/(loss) from equity method investments; (iv) distributions and adjustments related to equity method investments; (v) impairment expense; (vi) noncontrolling interests; and (vii) other adjustments, as applicable. These items are either: (i) believed to be non-recurring in nature; (ii) not believed to be allocable or controlled by the segment; or (iii) are not tied to the operational performance of the segment.

The tables below present information about Segment Adjusted EBITDA for the reported segments for the three and nine months ended September 30, 2024 and September 30, 2023.

### L&S Segment

### Third Quarter L&S Segment Financial Highlights (in millions)

*(In millions)*

|  | Three Months Ended September 30, 2024 | 2023 | Variance | Nine Months Ended September 30, 2024 | 2023 | Variance |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Service revenue | $1,158 | $1,130 | $28 | $3,367 | $3,223 | $144 |
| Rental income | 223 | 216 | 7 | 666 | 638 | 28 |
| Product related revenue | 5 | 6 | (1) | 14 | 14 | — |
| Sales-type lease revenue | 118 | 129 | (11) | 359 | 379 | (20) |
| Income from equity method investments | 80 | 95 | (15) | 429 | 248 | 181 |
| Other income | 33 | 15 | 18 | 113 | 47 | 66 |
| Total segment revenues and other income | 1,617 | 1,591 | 26 | 4,948 | 4,549 | 399 |
| Cost of revenues | 167 | 158 | 9 | 466 | 451 | 15 |
| Purchases - related parties | 291 | 341 | (50) | 840 | 848 | (8) |
| Depreciation and amortization | 132 | 130 | 2 | 393 | 399 | (6) |
| General and administrative expenses | 62 | 60 | 2 | 189 | 160 | 29 |
| Other taxes | 22 | 32 | (10) | 62 | 71 | (9) |
| Total costs and expenses | 674 | 721 | (47) | 1,950 | 1,929 | 21 |
| Segment Adjusted EBITDA | 1,157 | 1,091 | 66 | 3,384 | 3,139 | 245 |
| Capital expenditures | 112 | 73 | 39 | 299 | 251 | 48 |
| Investments in unconsolidated affiliates(1) | $10 | $7 | $3 | $103 | $23 | $80 |

(1) The nine months ended September 30, 2024 includes a contribution of $92 million to a joint venture (“Dakota Access”) that owns and operates the Dakota Access Pipeline and Energy Transfer Crude Oil Pipeline projects to fund our share of a debt repayment by the joint venture.

### Three months ended September 30, 2024 compared to three months ended September 30, 2023

Service revenue increased $28 million in the third quarter of 2024 compared to the same period of 2023. This was primarily driven by $18 million of higher pipeline tariff rates and other fee escalations, in addition to changes in presentation driven by agreement modifications.

Sales-type lease revenue decreased $11 million in the third quarter of 2024 compared to the same period of 2023. This was primarily due to changes in the presentation of lease income between service revenue, rental income and sales-type lease revenue due to modifications of lease contracts.

Income from equity method investments decreased $15 million in the third quarter of 2024 compared to the same period of 2023. This was primarily driven by financing costs incurred at the joint venture level. See Supplemental Information on Equity Method Investments for additional information regarding the results of our equity method investments.

Other income increased $18 million in the third quarter of 2024 compared to the same period of 2023. This was primarily due to changes in presentation driven by modification of an agreement with MPC in the first quarter of 2024.

Purchases - related parties decreased $50 million in the third quarter of 2024 compared to the same period of 2023, primarily due to Garyville Incident response costs of $63 million recognized in the third quarter of 2023, partially offset by changes in presentation driven by modification of an agreement with MPC in the first quarter of 2024 and higher employee costs from MPC.

### Nine months ended September 30, 2024 compared to nine months ended September 30, 2023

Service revenue increased $144 million in the first nine months of 2024 compared to the same period of 2023. This was primarily driven by $150 million of higher pipeline tariff rates and other fee escalations, changes in presentation driven by agreement modifications and additional marine equipment, partially offset by $12 million due to lower throughput.

Rental income increased $28 million in the first nine months of 2024 compared to the same period of 2023. This was primarily due to $29 million of fee escalations related to our refining logistics assets, partially offset by changes in presentation driven by agreement modifications.

Sales-type lease revenue decreased $20 million in the first nine months of 2024 compared to the same period of 2023. This was primarily due to changes in the presentation of lease income between service revenue, rental income and sales-type lease revenue due to modifications of lease contracts.

Income from equity methods investments increased $181 million in the first nine months of 2024 compared to the same period of 2023. This was primarily driven by a $151 million gain related to the dilution of our ownership interest in connection with the Whistler Joint Venture Transaction, as well as increased throughput on equity method investment pipeline systems. These increases were partially offset by higher financing costs incurred at the joint venture level. See Supplemental Information on Equity Method Investments for additional information regarding the results of our equity method investments.

Other income increased $66 million in the first nine months of 2024 compared to the same period of 2023. This was primarily due to changes in presentation driven by modification of an agreement with MPC in the first quarter of 2024 and business interruption insurance proceeds.

Cost of revenues increased $15 million in the first nine months of 2024 compared to the same period of 2023. This is primarily due to higher project-related spending. The increase was partially offset by changes in presentation driven by agreement modifications of $10 million.

Purchases - related parties decreased $8 million in the first nine months of 2024 compared to the same period of 2023, primarily due to Garyville Incident response costs of $63 million recognized in the 2023 period, partially offset by changes in presentation driven by agreement modifications and $15 million of higher employee costs from MPC.

General and administrative expenses increased $29 million in the first nine months of 2024 compared to the same period of 2023, primarily due to increased contractor service costs and higher employee costs, including those from MPC.

### L&S Operating Data

| L&S Pipeline throughput (mbpd) | Three Months Ended September 30, 2024 | 2023 | Nine Months Ended September 30, 2024 | 2023 |
| --- | ---: | ---: | ---: | ---: |
| Crude oil pipelines | 3,895 | 3,911 | 3,769 | 3,796 |
| Product pipelines | 2,056 | 1,975 | 1,987 | 2,027 |
| Total pipelines | 5,951 | 5,886 | 5,756 | 5,823 |
| Average tariff rates ($ per barrel)(1) |  |  |  |  |
| Crude oil pipelines | $1.01 | $0.99 | $1.01 | $0.95 |
| Product pipelines | 1.01 | 0.99 | 0.99 | 0.88 |
| Total pipelines | $1.01 | $0.99 | $1.00 | $0.93 |
| Terminal throughput (mbpd) | 3,268 | 3,228 | 3,132 | 3,167 |
| Marine Assets (number in operation)(2) |  |  |  |  |
| Barges | 311 | 305 | 311 | 305 |
| Towboats | 28 | 27 | 28 | 27 |

(1) Average tariff rates calculated using pipeline transportation revenues divided by pipeline throughput barrels. Transportation revenues include tariff and other fees, which may vary by region and nature of services provided.

(2) Represents total at end of period.

### G&P Segment

### Third Quarter G&P Segment Financial Highlights (in millions)

*(In millions)*

|  | Three Months Ended September 30, 2024 | 2023 | Variance | Nine Months Ended September 30, 2024 | 2023 | Variance |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Service revenue | $617 | $549 | $68 | $1,785 | $1,620 | $165 |
| Rental income | 56 | 52 | 4 | 165 | 155 | 10 |
| Product related revenue | 565 | 598 | (33) | 1,606 | 1,629 | (23) |
| Sales-type lease revenue | 34 | 34 | — | 102 | 101 | 1 |
| Income from equity method investments | 69 | 64 | 5 | 202 | 190 | 12 |
| Other income | 14 | 24 | (10) | 62 | 71 | (9) |
| Total segment revenues and other income | 1,355 | 1,321 | 34 | 3,922 | 3,766 | 156 |
| Cost of revenues | 264 | 237 | 27 | 768 | 656 | 112 |
| Purchased product costs | 403 | 474 | (71) | 1,148 | 1,234 | (86) |
| Purchases - related parties | 111 | 101 | 10 | 322 | 312 | 10 |
| Depreciation and amortization | 190 | 171 | 19 | 566 | 508 | 58 |
| General and administrative expenses | 45 | 42 | 3 | 134 | 120 | 14 |
| Other taxes | 10 | 12 | (2) | 37 | 31 | 6 |
| Total costs and expenses | 1,023 | 1,037 | (14) | 2,975 | 2,861 | 114 |
| Segment Adjusted EBITDA | 557 | 505 | 52 | 1,618 | 1,507 | 111 |
| Capital expenditures | 189 | 151 | 38 | 421 | 417 | 4 |
| Investments in unconsolidated affiliates | $22 | $6 | $16 | $83 | $67 | $16 |

### Three months ended September 30, 2024 compared to three months ended September 30, 2023

Service revenue increased $68 million in the third quarter of 2024 compared to the same period of 2023. This was primarily due to $39 million of incremental revenues from the consolidation of Torñado in December 2023 and an increase of $15 million from the Utica Midstream Acquisition that was completed in the first quarter of 2024, as well as higher volumes and higher throughput fee rates across the Marcellus, Rockies and Bakken of $21 million. The increases were partially offset by lower volumes in the STACK Shale basin in the Southwest.

Product related revenue decreased $33 million in the third quarter of 2024 compared to the same period of 2023. This was primarily due to lower NGL prices in the Southwest of $31 million and lower NGL sales volumes in the Southwest of $20 million, partially offset by changes in the fair value of our propane contracts of $11 million and higher NGL sales volumes in the Rockies of $7 million.

Cost of revenues increased $27 million in the third quarter of 2024 compared to the same period of 2023. This increase is primarily due to higher volumes across all regions and is attributable to costs that are largely offset in Service revenue and Product related revenue. Cost of revenues also increased $9 million as a result of the consolidation of Torñado in December 2023 and increased $5 million from the Utica Midstream acquisition that was completed in the first quarter of 2024.

Purchased product costs decreased $71 million in the third quarter of 2024 compared to the same period of 2023. This was primarily due to lower NGL volumes in the Southwest of $40 million, lower NGL prices in the Southwest of $24 million and a $7 million decrease in the fair value of an embedded derivative in a natural gas purchase commitment.

Purchases - related parties increased $10 million in the third quarter of 2024 compared to the same period of 2023. The increase includes higher transportation costs in the Southwest and increased employee costs from MPC.

Depreciation and amortization increased $19 million in the third quarter of 2024 compared to the same period of 2023. This was primarily due to incremental depreciation associated with assets acquired in the Torñado Acquisition in December 2023 and the Utica Midstream Acquisition in the first quarter of 2024, as well as other assets placed in service subsequent to the third quarter of 2023.

### Nine months ended September 30, 2024 compared to nine months ended September 30, 2023

Service revenue increased $165 million in the first nine months of 2024 compared to the same period of 2023. This was primarily due to $93 million of incremental revenues from the consolidation of Torñado in December 2023, an increase of $30 million from the Utica Midstream Acquisition that was completed in the first quarter of 2024, as well as higher volumes and higher throughput fee rates across the Marcellus, Rockies and Bakken of $78 million. The increases were partially offset by lower volumes in the STACK Shale basin in the Southwest.

Product related revenue decreased $23 million in the first nine months of 2024 compared to the same period of 2023. This was primarily due to lower NGL sales volumes in the Southwest of $51 million and lower NGL prices in the Southwest and Rockies of $33 million, partially offset by higher NGL volumes in the Rockies and Bakken of $63 million.

Income from equity method investments increased $12 million in the first nine months of 2024 compared to the same period of 2023. This was primarily due to higher volumes and higher throughput fee rates in the Utica and Marcellus of $22 million in addition to incremental income from the Utica Midstream Acquisition that was completed in the first quarter of 2024, partially offset by a $26 million decrease from the consolidation of Torñado in December 2023. See Supplemental Information on Equity Method Investments for additional information regarding the results of our equity method investments.

Cost of revenues increased $112 million in the first nine months of 2024 compared to the same period of 2023. This increase is primarily due to higher volumes in the Rockies, Bakken and Marcellus and is attributable to costs that are largely offset in Service revenue and Product related revenue. Cost of revenues also increased $33 million as a result of the consolidation of Torñado in December 2023 and increased $8 million from the Utica Midstream Acquisition that was completed in the first quarter of 2024.

Purchased product costs decreased $86 million in the first nine months of 2024 compared to the same period of 2023. This was primarily due to lower NGL volumes in the Southwest of $87 million and lower NGL prices in the Southwest of $8 million, partially offset by an increase of $9 million due to changes in the fair value of an embedded derivative in a natural gas purchase commitment.

Purchases - related parties increased $10 million in the first nine months of 2024 compared to the same period of 2023. This was primarily due to increased employee costs from MPC and higher transportation costs in the Southwest.

Depreciation and amortization increased $58 million in the first nine months of 2024 compared to the same period of 2023. This was primarily due to incremental depreciation associated with assets acquired in conjunction with the Torñado Acquisition in December 2023 and the Utica Midstream Acquisition in the first quarter of 2024, as well as other assets placed in service subsequent to the third quarter of 2023.

### G&P Operating Data

(1) Other includes Southern Appalachia, Bakken and Rockies Operations.

| G&P Gathering Throughput (MMcf/d) | MPLX LP(1) Three Months Ended September 30, 2024 | 2023 | MPLX LP Operated(2) Three Months Ended September 30, 2024 | 2023 |
| --- | ---: | ---: | ---: | ---: |
| Marcellus Operations | 1,527 | 1,376 | 1,527 | 1,376 |
| Utica Operations | 354 | — | 2,616 | 2,375 |
| Southwest Operations | 1,813 | 1,302 | 1,813 | 1,742 |
| Bakken Operations | 181 | 160 | 181 | 160 |
| Rockies Operations | 542 | 490 | 600 | 604 |
| Total gathering throughput | 4,417 | 3,328 | 6,737 | 6,257 |
| Natural Gas Processed (MMcf/d) |  |  |  |  |
| Marcellus Operations | 4,393 | 4,187 | 6,013 | 5,803 |
| Utica Operations | — | — | 794 | 557 |
| Southwest Operations | 1,977 | 1,405 | 1,977 | 1,744 |
| Southern Appalachia Operations | 215 | 207 | 215 | 207 |
| Bakken Operations | 179 | 159 | 179 | 159 |
| Rockies Operations | 597 | 491 | 597 | 491 |
| Total natural gas processed | 7,361 | 6,449 | 9,775 | 8,961 |
| C2 + NGLs Fractionated (mbpd) |  |  |  |  |
| Marcellus Operations(3) | 550 | 546 | 550 | 546 |
| Utica Operations(3) | — | — | 48 | 34 |
| Southern Appalachia Operations | 12 | 10 | 12 | 10 |
| Bakken Operations | 20 | 20 | 20 | 20 |
| Rockies Operations | 5 | 3 | 5 | 3 |
| Total C2 + NGLs fractionated(4) | 587 | 579 | 635 | 613 |

37

| G&P Gathering Throughput (MMcf/d) | MPLX LP(1) Nine Months Ended September 30 2024 | 2023 | MPLX LP Operated(2) Nine Months Ended September 30 2024 | 2023 |
| --- | ---: | ---: | ---: | ---: |
| Marcellus Operations | 1,515 | 1,353 | 1,515 | 1,353 |
| Utica Operations | 239 | — | 2,522 | 2,387 |
| Southwest Operations | 1,668 | 1,345 | 1,668 | 1,775 |
| Bakken Operations | 183 | 159 | 183 | 159 |
| Rockies Operations | 563 | 463 | 639 | 584 |
| Total gathering throughput | 4,168 | 3,320 | 6,527 | 6,258 |
| Natural Gas Processed (MMcf/d) |  |  |  |  |
| Marcellus Operations | 4,360 | 4,107 | 5,963 | 5,683 |
| Utica Operations | — | — | 801 | 533 |
| Southwest Operations | 1,786 | 1,442 | 1,786 | 1,771 |
| Southern Appalachian Operations | 218 | 219 | 218 | 219 |
| Bakken Operations | 182 | 157 | 182 | 157 |
| Rockies Operations | 622 | 472 | 622 | 472 |
| Total natural gas processed | 7,168 | 6,397 | 9,572 | 8,835 |
| C2 + NGLs Fractionated (mbpd) |  |  |  |  |
| Marcellus Operations(3) | 558 | 533 | 558 | 533 |
| Utica Operations(3) | — | — | 49 | 31 |
| Southern Appalachian Operations | 12 | 10 | 12 | 10 |
| Bakken Operations | 20 | 19 | 20 | 19 |
| Rockies Operations | 5 | 3 | 5 | 3 |
| Total C2 + NGLs fractionated(4) | 595 | 565 | 644 | 596 |

(1) This column represents operating data for entities that have been consolidated into the MPLX financial statements.

(2) This column represents operating data for entities that have been consolidated into the MPLX financial statements as well as operating data for MPLX-operated equity method investments.

(3) Entities within the Marcellus and Utica Operations jointly own the Hopedale fractionation complex. Hopedale throughput is included in the Marcellus and Utica Operations and represents each region’s utilization of the complex.

(4) Purity ethane makes up approximately 246 mbpd of MPLX LP consolidated total fractionated products for both of the three months ended September 30, 2024 and September 30, 2023, and approximately 258 mbpd and 240 mbpd of total fractionated products for the nine months ended September 30, 2024 and September 30, 2023, respectively. Purity ethane makes up approximately 262 mbpd and 254 mbpd of MPLX LP Operated total fractionated products for the three months ended September 30, 2024 and September 30, 2023, respectively, and approximately 273 mbpd and 246 mbpd of total fractionated products for the nine months ended September 30, 2024 and September 30, 2023, respectively.

| Pricing Information | Three Months Ended September 30, 2024 | 2023 | Nine Months Ended September 30, 2024 | 2023 |
| --- | ---: | ---: | ---: | ---: |
| Natural Gas NYMEX HH ($ per MMBtu) | $2.23 | $2.66 | $2.22 | $2.58 |
| C2 + NGL Pricing ($ per gallon)(1) | $0.67 | $0.68 | $0.70 | $0.69 |

(1) C2 + NGL pricing based on Mont Belvieu prices assuming an NGL barrel of approximately 35 percent ethane, 35 percent propane, six percent Iso-Butane, 12 percent normal butane and 12 percent natural gasoline.

### Supplemental Information on Equity Method Investments

The following table presents MPLX’s income (loss) from equity method investments for the three and nine months ended September 30, 2024 and September 30, 2023:

*(In millions)*

| Income (loss) from equity method investments: L&S | Three Months Ended September 30, 2024 | 2023 | Nine Months Ended September 30, 2024 | 2023 |
| --- | ---: | ---: | ---: | ---: |
| BANGL, LLC | $(3) | $(1) | $2 | $— |
| Illinois Extension Pipeline Company, L.L.C. | 15 | 10 | 44 | 35 |
| LOOP LLC | 3 | 5 | 9 | 13 |
| MarEn Bakken Company LLC | 23 | 22 | 76 | 63 |
| WPC Parent, LLC(1) | 16 | 26 | 218 | 57 |
| Other | 26 | 33 | 80 | 80 |
| Total L&S | 80 | 95 | 429 | 248 |
| G&P |  |  |  |  |
| MarkWest EMG Jefferson Dry Gas Gathering Company, L.L.C. | 17 | 16 | 53 | 51 |
| MarkWest Utica EMG, L.L.C. | 19 | 17 | 57 | 39 |
| Ohio Gathering Company L.L.C. | 4 | — | 7 | — |
| Sherwood Midstream LLC | 27 | 27 | 81 | 77 |
| Other | 2 | 4 | 4 | 23 |
| Total G&P | 69 | 64 | 202 | 190 |
| Total | $149 | $159 | $631 | $438 |

(1) In May 2024, MPLX completed the Whistler Joint Venture Transaction, which resulted in the formation of a new entity, WPC Parent, LLC. Results include the equity method investment income of our interest in Whistler Pipeline, LLC, prior to the transaction date, and results of the equity method investment income of our ownership in WPC Parent, LLC, subsequent to the transaction date. The nine months ended September 30, 2024 include a gain of $151 million related to the dilution of our ownership interest in connection with the Whistler Joint Venture Transaction.

The following table presents the impact of equity method investment distributions and other adjustments included in MPLX’s EBITDA for the three and nine months ended September 30, 2024 and September 30, 2023:

*(In millions)*

| Distributions/adjustments related to equity method investments: L&S | Three Months Ended September 30, 2024 | 2023 | Nine Months Ended September 30, 2024 | 2023 |
| --- | ---: | ---: | ---: | ---: |
| BANGL, LLC | $7 | $— | $7 | $— |
| Illinois Extension Pipeline Company, L.L.C. | 18 | 13 | 41 | 34 |
| LOOP LLC | 5 | — | 14 | 4 |
| MarEn Bakken Company LLC | 27 | 29 | 87 | 86 |
| WPC Parent, LLC(1) | 56 | 36 | 123 | 68 |
| Other | 37 | 35 | 110 | 86 |
| Total L&S | 150 | 113 | 382 | 278 |
| G&P |  |  |  |  |
| MarkWest EMG Jefferson Dry Gas Gathering Company, L.L.C. | 22 | 20 | 62 | 67 |
| MarkWest Utica EMG, L.L.C. | 32 | 27 | 90 | 62 |
| Ohio Gathering Company L.L.C. | 13 | — | 24 | — |
| Sherwood Midstream LLC | 28 | 28 | 90 | 83 |
| Other | 8 | 20 | 23 | 61 |
| Total G&P | 103 | 95 | 289 | 273 |
| Total | $253 | $208 | $671 | $551 |

(1) In May 2024, MPLX completed the Whistler Joint Venture Transaction, which resulted in the formation of a new entity, WPC Parent, LLC. Results include the equity method investment distributions and adjustments of our interest in Whistler Pipeline, LLC, prior to the transaction date, and results of the equity method investment distributions and adjustments of our ownership in WPC Parent, LLC, subsequent to the transaction date.

### Seasonality

The volume of crude oil and refined products transported and stored utilizing our assets is affected by the level of supply and demand for crude oil and refined products in the markets served directly or indirectly by our assets. The majority of effects of seasonality on the L&S segment’s revenues are mitigated through the use of capacity-based agreements and minimum volume commitments.

In our G&P segment, we experience minimal impacts from seasonal fluctuations, which impact the demand for natural gas and NGLs and the related commodity prices caused by various factors including variations in weather patterns from year to year. Overall, our exposure to the seasonality fluctuations is limited due to the nature of our fee-based business.

### Liquidity and Capital Resources

### Cash Flows

Our cash and cash equivalents were $2,426 million at September 30, 2024 and $1,048 million at December 31, 2023. The change in cash and cash equivalents was due to the factors discussed below. Net cash provided by (used in) operating activities, investing activities and financing activities were as follows:

*(In millions)*

| Net cash provided by (used in): | Nine Months Ended September 30, 2024 | 2023 |
| --- | ---: | ---: |
| Operating activities | $4,271 | $3,908 |
| Investing activities | (1,646) | (727) |
| Financing activities | (1,247) | (2,459) |
| Total | $1,378 | $722 |

Net cash provided by operating activities increased $363 million in the first nine months of 2024 compared to the same period of 2023, primarily due to improved results from operations during the first nine months of 2024 compared to the same period of 2023.

Net cash used in investing activities increased $919 million in the first nine months of 2024 compared to the same period of 2023, primarily due to the Utica Midstream Acquisition in the first quarter of 2024 and higher capital spending. The first nine months of 2024 also reflects the acquisition of additional interest in BANGL, LLC in the third quarter of 2024 as well as higher contributions to equity method investments, including a $92 million contribution to Dakota Access to fund our share of a scheduled debt repayment by the joint venture. The increases were partially offset by a $134 million cash distribution received in the second quarter of 2024, recorded as a return of capital, in connection with the Whistler Joint Venture Transaction.

Net cash used in financing activities decreased $1,212 million in the first nine months of 2024 compared to the same period of 2023. The decrease was primarily due to proceeds from the issuance of $1.65 billion aggregate principal amount of 2034 Senior Notes during the first nine months of 2024. This decrease was partially offset by the return of capital to unitholders through unit repurchases of $226 million, as well as higher distributions paid to unitholders of $204 million during the first nine months of 2024 compared to the same period of 2023, as a result of the 10 percent increase in our base distribution effective for the third quarter of 2023.

### Adjusted Free Cash Flow

The following table provides a reconciliation of Adjusted FCF and Adjusted FCF after distributions from net cash provided by operating activities for the three and nine months ended September 30, 2024 and September 30, 2023.

*(In millions)*

|  | Three Months Ended September 30, 2024 | 2023 | Nine Months Ended September 30, 2024 | 2023 |
| --- | ---: | ---: | ---: | ---: |
| Net cash provided by operating activities(1) | $1,415 | $1,244 | $4,271 | $3,908 |
| Adjustments to reconcile net cash provided by operating activities to adjusted free cash flow |  |  |  |  |
| Net cash used in investing activities(2) | (536) | (236) | (1,646) | (727) |
| Contributions from MPC | 8 | 7 | 26 | 20 |
| Distributions to noncontrolling interests | (11) | (11) | (33) | (30) |
| Adjusted FCF | 876 | 1,004 | 2,618 | 3,171 |
| Distributions paid to common and preferred unitholders | (873) | (799) | (2,623) | (2,419) |
| Adjusted FCF after distributions | $3 | $205 | $(5) | $752 |

(1) The three months ended September 30, 2024 and September 30, 2023 include working capital builds of $40 million and $47 million, respectively. The nine months ended September 30, 2024 and September 30, 2023 include working capital draws of $55 million and $76 million, respectively.

(2) The three and nine months ended September 30, 2024 include $210 million and $18 million related to the acquisition of additional interests in BANGL, LLC and Wink to Webster Pipeline LLC, respectively. The nine months ended September 30, 2024 include a $134 million cash distribution received in connection with the Whistler Joint Venture Transaction, $622 million, net of cash acquired, related to the Utica Midstream Acquisition and a contribution of $92 million to Dakota Access to fund our share of a debt repayment by the joint venture.

### Debt and Liquidity Overview

On May 20, 2024, MPLX issued $1.65 billion aggregate principal amount of the 2034 Senior Notes in an underwritten public offering. The 2034 Senior Notes were offered at a price to the public of 98.778 percent of par, with interest payable semi-annually in arrears, commencing on December 1, 2024. MPLX intends to use the net proceeds from the issuance of the 2034 Senior Notes to repay, redeem, or otherwise retire some or all of (i) MPLX’s outstanding $1,149 million aggregate principal amount of 4.875 percent senior notes due December 2024, (ii) MarkWest’s outstanding $1 million aggregate principal amount of 4.875 percent senior notes due December 2024 and (iii) MPLX’s outstanding $500 million aggregate principal amount of 4.000 percent senior notes due February 2025, and in the interim may use such net proceeds for general partnership purposes.

Our intention is to maintain an investment-grade credit profile. As of September 30, 2024, the credit ratings on our senior unsecured debt were as follows:

|  |  |
| --- | --- |
| Rating Agency | Rating |
| Moody’s | Baa2 (stable outlook) |
| Standard & Poor’s | BBB (stable outlook) |
| Fitch | BBB (stable outlook) |

The ratings reflect the respective views of the rating agencies and should not be interpreted as a recommendation to buy, sell or hold our securities. Although it is our intention to maintain a credit profile that supports an investment grade rating, there is no assurance that these ratings will continue for any given period of time. The ratings may be revised or withdrawn entirely by the rating agencies if, in their respective judgments, circumstances so warrant. A rating from one rating agency should be evaluated independently of ratings from other rating agencies.

The agreements governing our debt obligations do not contain credit rating triggers that would result in the acceleration of interest, principal or other payments solely in the event that our credit ratings are downgraded. However, any downgrades in the credit ratings of our senior unsecured debt ratings to below investment grade ratings could, among other things, increase the applicable interest rates and other fees payable under the MPLX Credit Agreement and may limit our ability to obtain future financing, including refinancing existing indebtedness.

Our liquidity totaled $5.9 billion at September 30, 2024 consisting of:

*(In millions)*

|  | September 30, 2024 Total Capacity | Outstanding Borrowings | Available Capacity |
| --- | ---: | ---: | ---: |
| MPLX Credit Agreement | $2,000 | $— | $2,000 |
| MPC Loan Agreement | 1,500 | — | 1,500 |
| Total | $3,500 | $— | 3,500 |
| Cash and cash equivalents |  |  | 2,426 |
| Total liquidity |  |  | $5,926 |

We expect our ongoing sources of liquidity to include cash generated from operations and borrowings under our revolving credit facilities and access to capital markets. We believe that cash generated from these sources will be sufficient to meet our short-term and long-term funding requirements, including working capital requirements, capital expenditure requirements, contractual obligations, and quarterly cash distributions. Our material future obligations include interest on debt, payments of debt principal, purchase obligations including contracts to acquire plant, property and equipment, and our operating leases and service agreements. We may also, from time to time, repurchase our senior notes or preferred units in the open market, in tender offers, in privately negotiated transactions or otherwise in such volumes, at market prices and upon such other terms as we deem appropriate and execute unit repurchases under our unit repurchase program.

MPC manages our cash and cash equivalents on our behalf directly with third-party institutions as part of the treasury services that it provides to us under our omnibus agreement. From time to time, we may also utilize other sources of liquidity, including the formation of joint ventures or sales of non-strategic assets.

MPLX’s credit agreement (the “MPLX Credit Agreement”) matures in July 2027 and contains certain representations and warranties, affirmative and restrictive covenants and events of default that we consider to be usual and customary for an agreement of this type. As of September 30, 2024, we were in compliance with such covenants.

MPLX is party to a loan agreement with MPC (the “MPC Loan Agreement”), which was renewed on July 31, 2024. The MPC Loan Agreement is now scheduled to expire, and borrowings under the loan agreement are scheduled to mature and become due and payable, on July 31, 2029, provided that MPC may demand payment of all or any portion of the outstanding principal amount of the loan, together with all accrued and unpaid interest and other amounts (if any), at any time prior to maturity.

### Equity and Preferred Units Overview

#### Unit Repurchase Program

On August 2, 2022, we announced the board authorization for the repurchase of up to $1.0 billion of MPLX common units held by the public. The authorization has no expiration date. We may utilize various methods to effect the repurchases, which could include open market repurchases, negotiated block transactions, accelerated unit repurchases, tender offers or open market solicitations for units, some of which may be effected through Rule 10b5-1 plans. The timing and amount of future repurchases, if any, will depend upon several factors, including market and business conditions, and such repurchases may be suspended, discontinued, or restarted at any time.

Total unit repurchases were as follows for the respective periods:

*(In millions, except per unit data)*

|  | Three Months Ended September 30, 2024 | 2023 | Nine Months Ended September 30, 2024 | 2023 |
| --- | ---: | ---: | ---: | ---: |
| Number of common units repurchased | 1.8 | — | 5.5 | — |
| Cash paid for common units repurchased(1) | $76 | $— | $226 | $— |
| Average cost per unit(1) | $42.89 | $— | $41.32 | $— |

(1) Cash paid for common units repurchased and average cost per unit includes commissions paid to brokers during the period.

As of September 30, 2024, we had $620 million remaining under the unit repurchase authorization.

#### Series A Redeemable Preferred Unit Conversions

During the nine months ended September 30, 2024, certain Series A preferred unitholders exercised their rights to convert their Series A preferred units into approximately 21 million common units. Approximately 6 million Series A preferred units remain outstanding as of September 30, 2024.

#### Distributions

On October 29, 2024, MPLX declared a cash distribution for the third quarter of 2024, totaling $974 million, or $0.9565 per common unit. This distribution will be paid on November 15, 2024, to common unitholders of record on November 8, 2024. Although our partnership agreement requires that we distribute all of our available cash (as defined in the partnership agreement) each quarter, we do not otherwise have a legal obligation to distribute any particular amount per common unit. This rate will also be received by Series A preferred unitholders.

The allocation of total cash distributions is as follows for the three and nine months ended September 30, 2024 and September 30, 2023. MPLX’s distributions are declared subsequent to quarter end; therefore, the following table represents total cash distributions applicable to the period in which the distributions were earned.

*(In millions, except per unit data)*

| Distribution declared: | Three Months Ended September 30, 2024 | 2023 | Nine Months Ended September 30, 2024 | 2023 |
| --- | ---: | ---: | ---: | ---: |
| Limited partner units - public | $355 | $301 | $986 | $849 |
| Limited partner units - MPC | 619 | 550 | 1,720 | 1,554 |
| Total LP distribution declared | 974 | 851 | 2,706 | 2,403 |
| Series A preferred units | 6 | 25 | 21 | 71 |
| Series B preferred units(1) | — | — | — | 5 |
| Total distribution declared | $980 | $876 | $2,727 | $2,479 |
| Quarterly cash distributions declared per limited partner common unit | $0.9565 | $0.8500 | $2.6565 | $2.4000 |

(1) The nine months ended September 30, 2023, includes the portion of the $21 million distribution paid to the Series B preferred unitholders on February 15, 2023, that was earned during the period prior to redemption.

### Capital Expenditures

Our operations are capital intensive, requiring investments to expand, upgrade, enhance or maintain existing operations and to meet environmental and operational regulations. Our capital requirements consist of growth capital expenditures and maintenance capital expenditures. Growth capital expenditures are those incurred for acquisitions or capital improvements that we expect will increase our operating capacity for volumes gathered, processed, transported or fractionated or decrease operating expenses within our facilities or increase operating income over the long term. Examples of growth capital expenditures include costs to develop or acquire additional pipeline, terminal, processing or storage capacity. In general, growth capital includes costs that are expected to generate additional or new cash flow for MPLX. In contrast, maintenance capital expenditures are those made to replace partially or fully depreciated assets, to maintain the existing operating capacity of our assets and to extend their useful lives, or other capital expenditures that are incurred in maintaining existing system volumes and related cash flows.

MPLX’s initial capital investment plan for 2024 is $1.1 billion, net of reimbursements, which includes growth capital of $950 million and maintenance capital of $150 million. The capital outlook excludes a $92 million equity method investment contribution made in March 2024 for the repayment of MPLX’s share of the Dakota Access joint venture’s debt, which reduced our maximum potential undiscounted payments under the Contingent Equity Contribution Agreement. Growth capital expenditures and investments in affiliates during the nine months ended September 30, 2024, were primarily for gas processing plants in the Marcellus and Permian basins and gathering projects in the Marcellus, Utica and Permian basins. We continuously evaluate our capital plan and make changes as conditions warrant.

Our capital expenditures are shown in the table below:

*(In millions)*

| Capital expenditures: | Nine Months Ended September 30, 2024 | 2023 |
| --- | ---: | ---: |
| Growth capital expenditures | $569 | $555 |
| Growth capital reimbursements | (64) | (119) |
| Investments in unconsolidated affiliates(1) | 186 | 90 |
| Return of capital | (4) | — |
| Capitalized interest | (12) | (10) |
| Total growth capital expenditures(2) | 675 | 516 |
| Maintenance capital expenditures | 151 | 113 |
| Maintenance capital reimbursements | (31) | (20) |
| Capitalized interest | (2) | (1) |
| Total maintenance capital expenditures | 118 | 92 |
| Total growth and maintenance capital expenditures | 793 | 608 |
| Investments in unconsolidated affiliates(1) | (186) | (90) |
| Return of capital | 4 | — |
| Growth and maintenance capital reimbursements(3) | 95 | 139 |
| Decrease/(Increase) in capital accruals | 28 | (6) |
| Capitalized interest | 14 | 11 |
| Additions to property, plant and equipment(1) | $748 | $662 |

(1) Investments in unconsolidated affiliates for the nine months ended September 30, 2024, exclude $210 million and $18 million related to the acquisition of additional interests in BANGL, LLC and Wink to Webster Pipeline LLC, respectively. Investments in unconsolidated affiliates and additions to property, plant and equipment are shown as separate lines within investing activities in the Consolidated Statements of Cash Flows.

(2) Total growth capital expenditures for the nine months ended September 30, 2024, exclude $622 million of acquisitions, net of cash acquired, and a $134 million cash distribution received in connection with the Whistler Joint Venture Transaction.

(3) Growth capital reimbursements are generally included in changes in deferred revenue within operating activities in the Consolidated Statements of Cash Flows. Maintenance capital reimbursements are included in the Contributions from MPC line within financing activities in the Consolidated Statements of Cash Flows.

We participate in joint ventures, which, in turn, also invest in capital projects. Certain joint ventures require that we fund our proportionate share of capital expenditures through contributions to the joint venture, while others finance the projects at the joint venture level. Capital contributions will depend upon the joint ventures’ capital requirements, including funding capital projects or repayment of long-term obligations.

Growth capital projects funded through debt at the joint venture level or through cash from operations of the joint venture do not require contributions by us. Our pro-rata share of these growth capital projects for our equity method investments are shown in the table below.

*(In millions, except ownership percentages)*

|  | MPLX Ownership 2024 | Nine Months Ended September 30, 2023 |  |
| --- | ---: | ---: | ---: |
| BANGL, LLC | 45% | $84 | $9 |
| MXP Parent, LLC(1) | 5% | 47 | 22 |
| WPC Parent, LLC(2) | 30% | 18 | 73 |
| All other |  | 43 | 33 |
| Total |  | $192 | $137 |

(1) Includes growth capital for Matterhorn Express Pipeline.

(2) Disclosed amounts include growth capital related to WPC Parent, LLC, including the ADCC Pipeline lateral, Rio Bravo Pipeline, Whistler Pipeline, and Blackcomb Pipeline, in addition to MPLX’s 12.5 percent direct ownership interest in the Blackcomb Pipeline.

Debt at the joint venture level is typically secured by the assets owned by the joint venture and, unless otherwise noted, is non-recourse to MPLX other than with respect to our equity method investment. At September 30, 2024, debt held by our unconsolidated joint ventures based on our equity ownership percentage was $1.6 billion.

### Cash Commitments

As of September 30, 2024, our material cash commitments included debt, finance and operating lease obligations, purchase obligations for services and to acquire property, plant and equipment, and other liabilities. During the nine months ended September 30, 2024, our debt obligations increased due to the issuance of the $1.65 billion aggregate principal amount of 2034 Senior Notes, described in Liquidity and Capital Resources - Debt and Liquidity Overview. There were no other material changes to our cash commitments outside the ordinary course of business.

#### Off-Balance Sheet Arrangements

Off-balance sheet arrangements comprise those arrangements that may potentially impact our liquidity, capital resources and results of operations, even though such arrangements are not recorded as liabilities under GAAP. Our off-balance sheet arrangements are limited to guarantees that are described in Note 16 of the unaudited consolidated financial statements and indemnities as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2023.

Although these arrangements serve a variety of our business purposes, we are not dependent on them to maintain our liquidity and capital resources, and we are not aware of any circumstances that are reasonably likely to cause the off-balance sheet arrangements to have a material adverse effect on our liquidity and capital resources.

### Transactions with Related Parties

As of September 30, 2024, MPC owned our general partner and an approximate 64 percent limited partner interest in us. We perform a variety of services for MPC related to the transportation of crude and refined products, including renewables, via pipeline or marine, as well as terminal services, storage services and fuels distribution and marketing services, among others. The services that we provide may be based on regulated tariff rates or on contracted rates. In addition, MPC performs certain services for us related to information technology, engineering, legal, accounting, treasury, human resources and other administrative services.

The below table shows the percentage of Total revenues and other income as well as Total costs and expenses with MPC:

|  | Three Months Ended September 30, 2024 | 2023 | Nine Months Ended September 30, 2024 | 2023 |
| --- | ---: | ---: | ---: | ---: |
| Total revenues and other income(1) | 49% | 49% | 50% | 50% |
| Total costs and expenses | 27% | 29% | 27% | 28% |

(1) The nine months ended September 30, 2024 excludes gain on dilution of ownership interest related to the Whistler Joint Venture Transaction.

For further discussion of agreements and activity with MPC and related parties see Item 1. Business in our Annual Report on Form 10-K for the year ended December 31, 2023, and Note 5 to the unaudited consolidated financial statements.

### Environmental Matters and Compliance Costs

We have incurred and may continue to incur substantial capital, operating and maintenance, and remediation expenditures as a result of environmental laws and regulations. If these expenditures, as with all costs, are not ultimately reflected in the prices of our products and services, our operating results will be adversely affected. We believe that substantially all of our competitors must comply with similar environmental laws and regulations. However, the specific impact on each competitor may vary depending on a number of factors, including, but not limited to, the age and location of its operating facilities.

As previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2023, actual expenditures may vary as the number and scope of environmental projects are revised as a result of improved technology or changes in regulatory requirements. There have been no material changes to our environmental matters and compliance costs since our Annual Report on Form 10-K for the year ended December 31, 2023.

### Tax Matters

Our U.S. federal income tax returns for the years 2019 through 2022 are currently under examination by the Internal Revenue Service.

### Critical Accounting Estimates

As of September 30, 2024, there have been no significant changes to our critical accounting estimates since our Annual Report on Form 10-K for the year ended December 31, 2023.

### Accounting Standards Not Yet Adopted

As discussed in Note 2 to the unaudited consolidated financial statements, certain new financial accounting pronouncements will be effective for our financial statements in the future.

## Market risk

As filed, 3,497 characters.

We are exposed to market risks related to the volatility of commodity prices. We employ various strategies, including the potential use of commodity derivative instruments, to economically hedge the risks related to these price fluctuations. We are also exposed to market risks related to changes in interest rates. As of September 30, 2024, we did not have any open financial or commodity derivative instruments to hedge the economic risks related to interest rate fluctuations; however, we continually monitor the market and our exposure and may enter into these arrangements in the future.

### Commodity Price Risk

The information about commodity price risk for the three and nine months ended September 30, 2024 does not differ materially from that discussed in Item 7A. Quantitative and Qualitative Disclosures about Market Risk of our Annual Report on Form 10-K for the year ended December 31, 2023.

### Outstanding Derivative Contracts

See Notes 10 and 11 to the unaudited consolidated financial statements for more information about the fair value measurement of our derivative instruments, as well as the amounts recorded in our consolidated balance sheets and statements of income. We do not designate any of our commodity derivative instruments as hedges for accounting purposes.

### Interest Rate Risk and Sensitivity Analysis

Sensitivity analysis of the effect of a hypothetical 100-basis-point change in interest rates on outstanding third-party debt, excluding finance leases, is provided in the following table. Fair value of cash and cash equivalents, receivables, accounts payable and accrued interest approximate carrying value and are relatively insensitive to changes in interest rates due to the short-term maturity of the instruments. Accordingly, these instruments are excluded from the table.

*(In millions)*

| Outstanding debt | Fair Value as of September 30, 2024(1) | Change in Fair Value(2) | Change in Income Before Income Taxes for the Nine Months Ended September 30, 2024(3) |
| --- | ---: | ---: | ---: |
| Fixed-rate | $21,494 | $1,649 | N/A |
| Variable-rate(4) | $— | $— | $— |

(1) Fair value was based on market prices, where available, or current borrowing rates for financings with similar terms and maturities.

(2) Assumes a 100-basis-point decrease in the weighted average yield-to-maturity at September 30, 2024.

(3) Assumes a 100-basis-point change in interest rates. The change to income before income taxes was based on the weighted average balance of all outstanding variable-rate debt for the nine months ended September 30, 2024.

(4) MPLX had no outstanding borrowings on the MPLX Credit Agreement as of September 30, 2024.

At September 30, 2024, our portfolio of third‑party debt consisted of fixed-rate instruments and outstanding borrowings, if any, under the MPLX Credit Agreement. The fair value of our fixed-rate debt is relatively sensitive to interest rate fluctuations. Our sensitivity to interest rate declines and corresponding increases in the fair value of our debt portfolio unfavorably affects our results of operations and cash flows only when we elect to repurchase or otherwise retire fixed-rate debt at prices above carrying value. Interest rate fluctuations generally do not impact the fair value of borrowings under our MPLX Credit Agreement, but may affect our results of operations and cash flows.

See Note 10 in the unaudited consolidated financial statements for additional information on the fair value of our debt.

## Controls and procedures

As filed, 1,037 characters.

### Disclosure Controls and Procedures

An evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), was carried out under the supervision and with the participation of our management, including the chief executive officer and chief financial officer of our general partner. Based upon that evaluation, the chief executive officer and chief financial officer of our general partner concluded that the design and operation of these disclosure controls and procedures were effective as of September 30, 2024, the end of the period covered by this Quarterly Report on Form 10-Q.

### Changes in Internal Control over Financial Reporting

During the quarter ended September 30, 2024, there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

## Risk factors

As filed, 150 characters.

There have been no material changes from the risk factors previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2023.

Filed Nov 5, 2024.
Source: SEC EDGAR, the filing index for accession 0001552000-24-000033. Last ingested by Listed: Nov 2, 2026, 18:21 ET. No prices; not investment advice.