Oneok Inc /new,
Fiscal Year 2025 Q3.
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5 filing documents, in order.
Management Discussion
escalated RECENT DEVELOPMENTS The company disclosed two new acquisitions, completing the Delaware Basin JV Acquisition for $927 million and acquiring a 60% ownership interest in BridgeTex, while also adding a new section detailing the impact of the One Big Beautiful Bill Act (OBBBA) on U.S. tax law.
FY 2025 Q2 10-Q Removed
RECENT DEVELOPMENTS Please refer to the "Financial Results and Operating Information" and "Liquidity and Capital Resources" sections of Management's Discussion and Analysis of Financial Condition and Results of Operations in this Quarterly Report for additional information. EnLink Acquisition - On January 31, 2025, we completed the EnLink Acquisition. Pursuant to the EnLink Merger Agreement, each publicly held common unit of EnLink was exchanged for a fixed ratio of 0.1412 shares of ONEOK common stock, including EnLink Units that were exchanged for all previously outstanding Series B Preferred Units immediately prior to closing. We issued 41 million shares of common stock, with a fair value of $4.0 billion as of the closing date of the EnLink Acquisition. EnLink is now a wholly owned subsidiary. Joint Ventures - On February 4, 2025, we announced definitive agreements to form joint ventures with MPLX to construct a 400 MBbl/d liquified petroleum gas export terminal in Texas City, Texas, and a new 24-inch pipeline from our Mont Belvieu, Texas, storage facility to the new terminal. Texas City Logistics, the export terminal joint venture, is owned 50% by us and 50% by MPLX, with MPLX constructing and operating the facility. MBTC Pipeline, the pipeline joint venture, is owned 80% by us and 20% by MPLX, and we will construct and operate the pipeline. We expect to invest a total of approximately $1.0 billion into these projects. Business Update and Market Conditions - Earnings increased in the first quarter of 2025, compared with the first quarter of 2024, due primarily to the positive impact of the EnLink and Medallion Acquisitions across our segments. Our extensive and integrated assets are located in, and connected with, some of the most productive shale basins, as well as refineries and demand centers, in the United States. Due to recent changes in the commodity price environment, we are monitoring producers' drilling, completion and production plans, but we do not currently anticipate material changes to our volume expectations. Our counterparties are primarily major and independent crude oil and natural gas producers that can withstand temporary commodity price volatility. We are also monitoring the impact of the tariffs announced by the federal government in 2025, which could increase our costs for materials and equipment. Due to the phase of construction of our larger projects, proactively monitoring lead times on materials and equipment used in constructing capital projects and entering into procurement agreements for long-lead items, we do not expect the announced tariffs to have a material impact on capital expenditures in 2025. Although the energy industry has experienced many commodity cycles, we have positioned ourselves to reduce exposure to direct commodity price volatility. Each of our four reportable segments are primarily fee-based, and we expect our consolidated earnings to be approximately 90% fee-based in 2025. Our fee-based earnings are primarily supported by long-term contracts, including minimum volume commitments and take-or-pay agreements, with investment-grade counterparties.
FY 2025 Q3 10-Q Added
RECENT DEVELOPMENTS Please refer to the "Financial Results and Operating Information" and "Liquidity and Capital Resources" sections of Management's Discussion and Analysis of Financial Condition and Results of Operations in this Quarterly Report for additional information. Delaware Basin JV Acquisition - On May 28, 2025, we completed the Delaware Basin JV Acquisition for $927 million. Pursuant to the purchase agreement, we paid $536 million in cash, including post-closing adjustments, which we funded with short-term borrowings and issued approximately 4.9 million shares of ONEOK common stock to the seller with a fair value of $391 million as of the closing date. Following the completion of the transaction, Delaware Basin JV is now a wholly owned subsidiary. EnLink Acquisition - On January 31, 2025, we completed the EnLink Acquisition. Pursuant to the EnLink Merger Agreement, each publicly held common unit of EnLink was exchanged for a fixed ratio of 0.1412 shares of ONEOK common stock, including EnLink Units that were exchanged for all previously outstanding Series B Preferred Units immediately prior to closing. We issued 41 million shares of common stock with a fair value of $4.0 billion as of the closing date of the EnLink Acquisition. EnLink is now a wholly owned subsidiary. Joint Ventures - On February 4, 2025, we announced definitive agreements to form joint ventures with MPLX to construct a 400 MBbl/d liquified petroleum gas export terminal in Texas City, Texas, and a new 24-inch pipeline from our Mont Belvieu, Texas, storage facility to the new terminal. Texas City Logistics, the export terminal joint venture, is owned 50% by us and 50% by MPLX, with MPLX constructing and operating the facility. MBTC Pipeline, the pipeline joint venture, is owned 80% by us and 20% by MPLX, and we will construct and operate the pipeline. We expect to invest a total of approximately $1.0 billion into these projects, which are expected to be completed in early 2028. Subsequent Event - On July 22, 2025, we completed the BridgeTex Additional Interest Acquisition. Pursuant to the purchase agreement, we paid approximately $270 million in cash, which we funded with short-term borrowings. Following the completion of the transaction, we now have a 60% ownership interest in BridgeTex. Business Update and Market Conditions - Earnings increased in the second quarter of 2025, compared with the second quarter of 2024, due primarily to the positive impact of the EnLink and Medallion Acquisitions across our segments. Our extensive and integrated assets are located in, and connected with, some of the most productive shale basins, as well as refineries and demand centers, in the United States. Due to recent geopolitical events and changes in the commodity price environment, we are monitoring producers' drilling, completion and production plans, but we do not currently anticipate material changes to our volume expectations. Our counterparties are primarily major and independent crude oil and natural gas producers that are able to produce in a lower commodity price environment. We are also monitoring the impact of the tariffs announced by the federal government in 2025, which could increase our costs for materials and equipment. Due to the timing of construction of our larger projects, proactively monitoring lead times on materials and equipment used in constructing capital projects and entering into procurement agreements for long-lead items, we do not expect the announced tariffs to have a material impact on capital expenditures in 2025. Although the energy industry has experienced many commodity cycles, we have positioned ourselves to reduce exposure to direct commodity price volatility. Each of our four reportable segments are primarily fee-based, and we expect our consolidated earnings to be approximately 90% fee-based in 2025. Our fee-based earnings are primarily supported by long-term contracts, including minimum volume commitments and take-or-pay agreements, with investment-grade counterparties. One Big Beautiful Bill Act (OBBBA) - On July 4, 2025, the OBBBA was signed into law. The OBBBA makes changes to U.S. tax law and includes provisions that, beginning in January 2025, make permanent full expensing of tangible personal property and restore EBITDA-based calculations for purposes of the business interest deduction. We expect the OBBBA to reduce our cash taxes beginning with the 2025 tax year; however, we do not anticipate the OBBBA to materially impact net income. We will continue to monitor the implementation of the OBBBA by the U.S. Treasury Department and Internal Revenue Service and will review applicable guidance and rulemaking as it becomes available.
escalated •Consolidated Transaction Costs - an increase of $57 million due primarily to higher transaction costs related to the EnLink Acquisition. Consolidated Transaction Costs increased from $39 million to $57 million, and the explanation for higher interest expense in net income now includes increased short-term borrowings. Additionally, Capital Expenditures are attributed not only to the timing of large projects but also to routine capital projects associated with operational growth.
FY 2025 Q2 10-Q Removed
•Consolidated Transaction Costs - an increase of $39 million due primarily to higher transaction costs related to the EnLink Acquisition. 22 Net income increased for the three months ended March 31, 2025, compared with the same period in 2024, due primarily to the items discussed above and higher equity in net earnings from investments, offset partially by higher interest expense due to higher debt balances resulting from the September 2024 $7.0 billion notes offering and the acquired debt balances from the EnLink Controlling Interest Acquisition in 2024. Capital expenditures increased for the three months ended March 31, 2025, compared with the same period in 2024, due primarily to the phase of our large capital projects. Please refer to the "Recent Developments" section of Management's Discussion and Analysis of Financial Condition and Results of Operations in this Quarterly Report for additional information on our capital projects.
FY 2025 Q3 10-Q Added
•Consolidated Transaction Costs - an increase of $57 million due primarily to higher transaction costs related to the EnLink Acquisition. Net income increased for the three months ended June 30, 2025, compared with the same period in 2024, due primarily to the items discussed above, offset partially by higher interest expense due to higher debt balances resulting from the September 2024 $7.0 billion notes offering, the acquired debt balances from the EnLink Controlling Interest Acquisition in 2024 and increased short-term borrowings. Net income increased for the six months ended June 30, 2025, compared with the same period in 2024, due primarily to the items discussed above and higher equity in net earnings from investments, offset partially by higher interest expense due to higher debt balances resulting from the September 2024 $7.0 billion notes offering, the acquired debt balances from the EnLink Controlling Interest Acquisition in 2024 and increased short-term borrowings. Capital expenditures increased for the three and six months ended June 30, 2025, compared with the same periods in 2024, due primarily to the timing of our large capital projects and routine capital projects associated with the growth of our operations. Please refer to the "Recent Developments" section of Management's Discussion and Analysis of Financial Condition and Results of Operations in this Quarterly Report for additional information on our capital projects.
escalated (b) - Includes volumes we processed at company-owned and third-party facilities. The reporting period for natural gas processed volumes was expanded from the three months ended March 31, 2025, to include both the three and six months ended June 30, 2025. Additionally, a new section (a) was added to specify that volumes include consolidated entities only.
FY 2025 Q2 10-Q Removed
(b) - Includes volumes we processed at company-owned and third-party facilities. Our natural gas processed volumes increased for the three months ended March 31, 2025, compared with the same period in 2024, due primarily to incremental volumes from the EnLink Acquisition.
FY 2025 Q3 10-Q Added
(a) - Includes volumes for consolidated entities only. (b) - Includes volumes we processed at company-owned and third-party facilities. Our natural gas processed volumes increased for the three and six months ended June 30, 2025, compared with the same periods in 2024, due primarily to incremental volumes from EnLink.
escalated •an increase of $16 million in operating costs due primarily to higher employee-related costs associated with the growth of our operations; and The disclosure shifted from detailing a $15 million decrease in optimization and marketing costs to explaining a $9 million decrease in exchange services, which is attributed to lower average fee rates and volumes in the Mid-Continent region and higher transportation costs. Additionally, the explanation for decreased capital expenditures now includes the Medford fractionator rebuild project as a partial offset.
FY 2025 Q2 10-Q Removed
•a decrease of $15 million in optimization and marketing due primarily to lower earnings on sales of Purity NGLs held in inventory; and •an increase of $13 million in operating costs due primarily to higher employee-related costs from the growth of our operations. Capital expenditures decreased for the three months ended March 31, 2025, compared with the same periods in 2024, due primarily to the completion of our MB-6 fractionator and pipeline expansion projects in 2024.
FY 2025 Q3 10-Q Added
•an increase of $16 million in operating costs due primarily to higher employee-related costs associated with the growth of our operations; and •a decrease of $9 million in exchange services due primarily to lower average fee rates and lower volumes in the Mid-Continent region and higher transportation costs, offset partially by higher volumes and higher average fee rates in the Rocky Mountain region. Capital expenditures decreased for the three and six months ended June 30, 2025, compared with the same periods in 2024, due primarily to the completion of our MB-6 fractionator and pipeline expansion projects in 2024, offset partially by our Medford fractionator rebuild project.
escalated (a) - Includes volumes for consolidated entities only. The disclosure expanded to include Refined Products volume shipped, which decreased due primarily to regional market dynamics. Furthermore, the reporting period for both crude oil and refined products was expanded from three months to include six months.
FY 2025 Q2 10-Q Removed
1,846 747 (a) - Includes volumes for consolidated entities only. Crude oil volume shipped increased for the three months ended March 31, 2025, compared with the same period in 2024, due primarily to incremental volumes from the Medallion and EnLink Acquisitions. 26
FY 2025 Q3 10-Q Added
Crude oil volume shipped (MBbl/d) 1,782 731 1,814 739 (a) - Includes volumes for consolidated entities only. Refined Products volume shipped decreased for the three and six months ended June 30, 2025, compared with the same periods in 2024, due primarily to regional market dynamics that impact demand on our system. Crude oil volume shipped increased for the three and six months ended June 30, 2025, compared with the same periods in 2024, due primarily to incremental volumes from Medallion and EnLink.
escalated LIQUIDITY AND CAPITAL RESOURCES The company introduced a disclosure regarding a $2.8 billion working capital deficit as of June 30, 2025, and noted that the EnLink Revolving Credit Facility was terminated following the completion of the EnLink Acquisition on January 31, 2025.
FY 2025 Q2 10-Q Removed
LIQUIDITY AND CAPITAL RESOURCES General - Our primary sources of cash inflows are operating cash flows, proceeds from our commercial paper program and our $3.5 Billion Credit Agreement, debt issuances and the issuance of common stock for our liquidity and capital resources requirements. We expect our sources of cash inflows to provide sufficient resources to finance our operations, capital expenditures, quarterly cash dividends, maturities of long-term debt, share repurchases, contributions to unconsolidated affiliates and joint ventures. We believe we have sufficient liquidity due to our $3.5 Billion Credit Agreement, which expires in February 2030, and access to $1.0 billion available through our "at-the-market" equity program. As of April 21, 2025, no shares have been sold through our "at-the-market" equity program. We may manage interest-rate risk through the use of fixed-rate debt, floating-rate debt, Treasury locks and interest-rate swaps. In April 2025, we entered into $250 million of Treasury locks to hedge the variability of interest payments on a portion of our forecasted debt issuances. For additional information on our interest-rate derivative instruments, see Note E of the Notes to Consolidated Financial Statements in our Annual Report. Cash Management - At March 31, 2025, we had $141 million of cash and cash equivalents. For our wholly owned subsidiaries, we use a centralized cash management program that concentrates the cash assets of our wholly owned nonguarantor operating subsidiaries in joint accounts for the purposes of providing financial flexibility and lowering the cost of borrowing, transaction costs and bank fees. Our centralized cash management program provides that funds in excess of the daily needs of our operating subsidiaries are concentrated, consolidated or otherwise made available for use by other entities within our consolidated group. Our operating subsidiaries participate in this program to the extent they are permitted pursuant to FERC regulations or their operating agreements. Under the cash management program, depending on whether a 27
FY 2025 Q3 10-Q Added
LIQUIDITY AND CAPITAL RESOURCES General - Our primary sources of cash inflows are operating cash flows, proceeds from our commercial paper program and our $3.5 Billion Credit Agreement, debt issuances and the issuance of common stock for our liquidity and capital resources requirements. We expect our sources of cash inflows to provide sufficient resources to finance our operations, capital expenditures, quarterly cash dividends, maturities of long-term debt, share repurchases, contributions to unconsolidated affiliates and joint ventures. We believe we have sufficient liquidity due to our $3.5 Billion Credit Agreement, which expires in February 2030, and access to $1.0 billion available through our "at-the-market" equity program. As of July 28, 2025, no shares have been sold through our "at-the-market" equity program. We may manage interest-rate risk through the use of fixed-rate debt, floating-rate debt, Treasury locks and interest-rate swaps. For additional information on our interest-rate derivative instruments, see Note E of the Notes to Consolidated Financial Statements in our Annual Report and Note D of the Notes to Consolidated Financial Statements in this Quarterly Report. Cash Management - At June 30, 2025, we had $97 million of cash and cash equivalents. For our wholly owned subsidiaries, we use a centralized cash management program that concentrates the cash assets of our wholly owned nonguarantor operating subsidiaries in joint accounts for the purposes of providing financial flexibility and lowering the cost of borrowing, transaction costs and bank fees. Our centralized cash management program provides that funds in excess of the daily needs of our operating subsidiaries are concentrated, consolidated or otherwise made available for use by other entities within our consolidated group. Our operating subsidiaries participate in this program to the extent they are permitted pursuant to FERC regulations or their operating agreements. Under the cash management program, depending on whether a participating subsidiary has short-term cash surpluses or cash requirements, we provide cash to the subsidiary or the subsidiary provides cash to us. Following the completion of the EnLink Acquisition on January 31, 2025, we effectively terminated an agreement to provide revolving unsecured loans to EnLink through a promissory note, as EnLink operating subsidiaries are wholly owned and now participate in the cash management program described above. Guarantees - ONEOK, ONEOK Partners, the Intermediate Partnership, Magellan, EnLink and EnLink Partners have cross guarantees in place for ONEOK's and ONEOK Partners' indebtedness. These guarantees in place for our and ONEOK Partners' indebtedness are full, irrevocable, unconditional and absolute joint and several guarantees to the holders of each series of outstanding securities. Liabilities under the guarantees rank equally in right of payment with all of the guarantors' existing and future senior unsecured indebtedness. The Intermediate Partnership holds all of ONEOK Partners' interests and equity in its subsidiaries, which are nonguarantors, and substantially all the assets and operations reside with nonguarantor operating subsidiaries. Magellan, EnLink and EnLink Partners hold interests in their subsidiaries, which are nonguarantors, and substantially all the assets and operations reside with nonguarantor operating subsidiaries. Therefore, as allowed under Rule 13-01 of Regulation S-X, we have excluded the summarized financial information for each issuer and guarantor as the combined financial information of subsidiary issuers and parent guarantors, excluding our ownership of all interest in ONEOK Partners, Magellan and EnLink, reflect no material assets or liabilities or results of operations apart from guaranteed indebtedness. For additional information on our indebtedness, see Note H of the Notes to Consolidated Financial Statements in our Annual Report and Note E of the Notes to Consolidated Financial Statements in this Quarterly Report. Short-term Liquidity - Our principal sources of short-term liquidity consist of cash generated from operating activities, distributions received from our unconsolidated affiliates, proceeds from our commercial paper program and our $3.5 Billion Credit Agreement. In February 2025, we amended and restated our $2.5 Billion Credit Agreement to increase the size to $3.5 billion, extend the term to February 2030, and make other nonmaterial modifications. All other terms and conditions remain substantially the same. As of June 30, 2025, we had no borrowings under our $3.5 Billion Credit Agreement, and we are in compliance with all covenants. Upon closing of the EnLink Acquisition on January 31, 2025, the EnLink Revolving Credit Facility was terminated. For additional information on the EnLink Revolving Credit Facility, see Note H of the Notes to Consolidated Financial Statements in our Annual Report. As of June 30, 2025, we had a working capital (defined as current assets less current liabilities) deficit of $2.8 billion, due primarily to current maturities of long-term debt and short-term borrowings. Generally, our working capital is influenced by several factors, including, among other things: (i) the timing of (a) debt and equity issuances, (b) the funding of capital expenditures, (c) scheduled debt payments, and (d) accounts receivable and payable; and (ii) the volume and cost of inventory and commodity imbalances. We may have working capital deficits in future periods as our long-term debt becomes current. We do not expect a working capital deficit of this nature to have a material adverse impact to our cash flows or operations.
de-emphasised Capital expenditures$135 $285 $306 $538 (150)(232)
FY 2025 Q2 10-Q Removed
Adjusted EBITDA$471 $381 90 Capital expenditures$141 $42 99 Changes in commodity prices and sales volumes affect both revenues and cost of sales and fuel in our Consolidated Statements of Income and, therefore, the impact is largely offset between these line items. Adjusted EBITDA increased $90 million for the three months ended March 31, 2025, compared to the same period in 2024, primarily as a result of the following: •an increase of $92 million due to adjusted EBITDA from Medallion and EnLink; •an increase of $13 million in adjusted EBITDA from unconsolidated affiliates due primarily to higher BridgeTex earnings and higher Saddlehorn earnings due to our 10% ownership interest increase in March 2024; and
FY 2025 Q3 10-Q Added
Adjusted EBITDA from unconsolidated affiliates22 27 50 44 (5)6 Other5 - 4 6 5 (2) Adjusted EBITDA$673 $635 $1,308 $1,223 38 85 Capital expenditures$135 $285 $306 $538 (150)(232) Changes in commodity prices and sales volumes affect both revenues and cost of sales and fuel and, therefore, the impact is largely offset between these line items. Adjusted EBITDA increased $38 million for the three months ended June 30, 2025, compared with the same period in 2024, primarily as a result of the following:
de-emphasised $480Mid-2026
FY 2025 Q2 10-Q Removed
Greater Denver pipeline expansion Increase total system capacity by 35 MBbl/d and additional expansion capabilities $480Mid-2026 (a) - Excludes capitalized interest/AFUDC. For our Texas City Logistics and MBTC Pipeline joint venture projects, the amounts presented exclude MPLX capital contributions. (b) - We completed construction in January 2025, and the project is partially in service. Following supply of full power, expected in mid-2025, we will reach the full capacity of 435 MBbl/d. (c) - This project is expected to be completed in two phases, with the first phase expected to be completed in the fourth quarter of 2026, and the second phase completed in the first quarter of 2027. (d) - Our investment in Texas City Logistics is accounted for using the equity method. Spending on this project will be recorded as contributions to unconsolidated affiliates. In our Natural Gas Gathering and Processing segment, we have a capital project to relocate a 150 MMcf/d processing plant to the Permian Basin from North Texas, which we expect to be in service in the first quarter of 2026.
FY 2025 Q3 10-Q Added
Greater Denver pipeline expansion Increase total system capacity by 35 MBbl/d and additional expansion capabilities $480Mid-2026 (a) - Excludes capitalized interest/AFUDC. For our Texas City Logistics and MBTC Pipeline joint venture projects, the amounts presented exclude MPLX capital contributions. (b) - This project is expected to be completed in two phases, with the first phase expected to be completed in the fourth quarter of 2026, and the second phase completed in the first quarter of 2027. (c) - Our investment in Texas City Logistics is accounted for using the equity method. Spending on this project will be recorded as contributions to unconsolidated affiliates. In our Natural Gas Gathering and Processing segment, we are relocating a 150 MMcf/d processing plant to the Permian Basin from North Texas, which we expect to be in service in the first quarter of 2026.
reworded Three Months EndedSix Months EndedThree MonthsSix Months
FY 2025 Q2 10-Q Removed
Consolidated Operations Selected Financial Results - The following table sets forth certain selected financial results for the periods indicated: Three Months EndedThree Months
FY 2025 Q3 10-Q Added
Consolidated Operations Selected Financial Results - The following table sets forth certain selected financial results for the periods indicated: Three Months EndedSix Months EndedThree MonthsSix Months
reworded Capital expenditures$749 $479 $1,378 $991 270 387
FY 2025 Q2 10-Q Removed
Adjusted EBITDA$1,775 $1,441 334 Capital expenditures$629 $512 117 Changes in commodity prices and sales volumes affect both revenues and cost of sales and fuel in our Consolidated Statements of Income and, therefore, the impact is largely offset between these line items. Operating income increased $156 million for the three months ended March 31, 2025, compared with the same period in 2024, primarily as a result of the following: •Natural Gas Gathering and Processing - an increase of $129 million due primarily to the operating income of EnLink and higher volumes in the Rocky Mountain region, offset partially by lower realized NGL prices, net of hedging, and higher operating costs; •Natural Gas Liquids - an increase of $9 million due primarily to the operating income of EnLink, offset partially by lower earnings on sales of Purity NGLs held in inventory and higher operating costs; •Natural Gas Pipelines - an increase of $28 million due primarily to the operating income of EnLink, offset partially by the impact of the interstate natural gas pipeline divestiture in 2024; and •Refined Products and Crude - an increase of $39 million due primarily to the operating income of Medallion and EnLink and lower operating costs, offset partially by lower liquids blending differentials; offset by
FY 2025 Q3 10-Q Added
Diluted EPS $1.34 $1.33 $2.38 $2.42 0.01 (0.04) Adjusted EBITDA$1,981 $1,624 $3,756 $3,065 357 691 Capital expenditures$749 $479 $1,378 $991 270 387 Changes in commodity prices and sales volumes affect both revenues and cost of sales and fuel in our Consolidated Statements of Income and, therefore, the impact is largely offset between these line items. Operating income increased $202 million for the three months ended June 30, 2025, compared with the same period in 2024, primarily as a result of the following: •Natural Gas Gathering and Processing - an increase of $116 million due primarily to the operating income of EnLink, offset partially by the impact from the divestiture of certain non-strategic assets in 2024 and lower realized NGL prices, net of hedging; •Natural Gas Liquids - an increase of $10 million due primarily to the operating income of EnLink, offset partially by lower exchange services; •Natural Gas Pipelines - an increase of $15 million due primarily to the operating income of EnLink, offset partially by the impact of the interstate natural gas pipeline divestiture in 2024; and •Refined Products and Crude - an increase of $70 million due primarily to the operating income of Medallion and EnLink and lower operating costs, offset partially by lower liquids blending differentials; offset by
reworded •an increase of $34 million from higher volumes due primarily to increased production in the Mid-Continent and Rocky Mountain regions; offset by
FY 2025 Q2 10-Q Removed
•an increase of $213 million due to adjusted EBITDA from EnLink; and •an increase of $16 million from higher volumes due primarily to increased production and the impact of winter weather in the Rocky Mountain region in 2024; offset by •a decrease of $19 million due primarily to lower realized NGL prices, net of hedging, and lower average fee rates, offset partially by higher realized natural gas and condensate prices, net of hedging;
FY 2025 Q3 10-Q Added
•an increase of $453 million due to adjusted EBITDA from EnLink; and •an increase of $34 million from higher volumes due primarily to increased production in the Mid-Continent and Rocky Mountain regions; offset by •a decrease of $65 million from the divestiture of certain non-strategic assets in 2024; •a decrease of $52 million due primarily to lower realized NGL prices, net of hedging, offset partially by higher realized natural gas prices, net of hedging; and
reworded Rebuild our 210 MBbl/d NGL fractionation facility in Medford, Oklahoma
FY 2025 Q2 10-Q Removed
Elk Creek pipeline expansionIncrease capacity to 435 MBbl/d out of the Rocky Mountain region$355Completed (b) Medford fractionator Rebuild our 210 MBbl/d NGL fractionation facility in Medford, Oklahoma
FY 2025 Q3 10-Q Added
Elk Creek pipeline expansionIncrease capacity to 435 MBbl/d out of the Rocky Mountain region$355Completed Medford fractionator Rebuild our 210 MBbl/d NGL fractionation facility in Medford, Oklahoma
reworded MBTC Pipeline
FY 2025 Q2 10-Q Removed
$385(c) Texas City Logistics export terminal (d) 400 MBbl/d liquefied petroleum gas export terminal in Texas City, Texas $700Early 2028 MBTC Pipeline
FY 2025 Q3 10-Q Added
$385(b) Texas City Logistics export terminal (c) 400 MBbl/d liquefied petroleum gas export terminal in Texas City, Texas $700Early 2028 MBTC Pipeline
reworded •a decrease of $63 million due to the interstate natural gas pipeline divestiture.
FY 2025 Q2 10-Q Removed
•an increase of $80 million due to adjusted EBITDA from EnLink; offset by •a decrease of $32 million due to the interstate natural gas pipeline divestiture. Capital expenditures decreased for the three months ended March 31, 2025, compared with the same period in 2024, due primarily to the completion of capital projects in 2024, offset partially by increased growth projects primarily from EnLink.
FY 2025 Q3 10-Q Added
•an increase of $149 million due to adjusted EBITDA from EnLink; offset by •a decrease of $63 million due to the interstate natural gas pipeline divestiture. Capital expenditures decreased for the six months ended June 30, 2025, compared with the same period in 2024, due primarily to the completion of capital projects in 2024, offset partially by increased growth projects primarily from EnLink.
reworded In March 2025, we repaid our $250 million, 3.2% senior notes at maturity with cash on hand.
FY 2025 Q2 10-Q Removed
Debt Repayments - In March 2025, we repaid our $250 million, 3.2% senior notes at maturity with cash on hand. Equity Issuances - On January 31, 2025, we completed the EnLink Acquisition. Pursuant to the EnLink Merger Agreement, each publicly held common unit of EnLink was exchanged for a fixed ratio of 0.1412 shares of ONEOK Common stock, including EnLink Units that were exchanged for all previously outstanding Series B Preferred Units immediately prior to closing. We issued 41 million shares of common stock, with a fair value of $4.0 billion. There are no remaining Series B Preferred Units outstanding. 28 Share Repurchase Program - Our Board of Directors authorized a share repurchase program to buy up to $2.0 billion of our outstanding common stock. The program will terminate upon completion of the repurchase of the $2.0 billion of common stock or on January 1, 2029, whichever occurs first. For the three months ended March 31, 2025, we repurchased $17 million of our outstanding common stock with cash on hand, bringing total repurchases under the program to 1.865 million shares of common stock for $189 million since its inception in January 2024. Capital Expenditures - We proactively monitor lead times on materials and equipment used in constructing capital projects, and we enter into procurement agreements for long-lead items for potential projects to plan for future growth. Our capital expenditures are financed typically through operating cash flows and short- and long-term debt. We do not expect the tariffs recently announced by the federal government to have a material impact on capital expenditures in 2025. Capital expenditures, less allowance for equity funds used during construction, were $629 million and $512 million for the three months ended March 31, 2025 and 2024, respectively.
FY 2025 Q3 10-Q Added
In March 2025, we repaid our $250 million, 3.2% senior notes at maturity with cash on hand. Equity Issuances - On May 28, 2025, we completed the Delaware Basin JV Acquisition. Pursuant to the purchase agreement, we issued approximately 4.9 million shares of ONEOK common stock to the seller with a fair value of $391 million as of the closing date. On January 31, 2025, we completed the EnLink Acquisition. Pursuant to the EnLink Merger Agreement, each publicly held common unit of EnLink was exchanged for a fixed ratio of 0.1412 shares of ONEOK Common stock, including EnLink Units that were exchanged for all previously outstanding Series B Preferred Units immediately prior to closing. We issued 41 million shares of common stock with a fair value of $4.0 billion. There are no remaining Series B Preferred Units outstanding. Share Repurchase Program - Our Board of Directors authorized a share repurchase program to buy up to $2.0 billion of our outstanding common stock. The program will terminate upon completion of the repurchase of the $2.0 billion of common stock or on January 1, 2029, whichever occurs first. For the six months ended June 30, 2025, we repurchased $17 million of our outstanding common stock with cash on hand, bringing total repurchases under the program to 1.865 million shares of common stock for $189 million since its inception in January 2024. Capital Expenditures - We proactively monitor lead times on materials and equipment used in constructing capital projects, and we enter into procurement agreements for long-lead items for potential projects to plan for future growth. Our capital expenditures are financed typically through operating cash flows and short- and long-term debt. We do not expect the tariffs announced by the federal government earlier this year to have a material impact on capital expenditures in 2025. Capital expenditures, less allowance for equity funds used during construction, were $1.4 billion and $991 million for the six months ended June 30, 2025 and 2024, respectively.
reworded Credit Ratings - Our long-term debt credit ratings as of July 28, 2025, are shown in the table below:
FY 2025 Q2 10-Q Removed
We expect total capital expenditures of $2.8 - $3.2 billion in 2025. Credit Ratings - Our long-term debt credit ratings as of April 21, 2025, are shown in the table below:
FY 2025 Q3 10-Q Added
We expect total capital expenditures of $2.8 - $3.2 billion in 2025. Credit Ratings - Our long-term debt credit ratings as of July 28, 2025, are shown in the table below:
reworded Fitch BBBF2Stable
FY 2025 Q2 10-Q Removed
Rating AgencyLong-Term RatingShort-Term RatingOutlook Moody'sBaa2Prime-2Stable S&PBBBA-2Stable Fitch BBBF2Stable Our credit ratings, which are investment grade, may be affected by our leverage, liquidity, credit profile or potential transactions. The most common criteria for assessment of our credit ratings are the debt-to-EBITDA ratio, interest coverage, business risk profile and liquidity. If our credit ratings were downgraded, our cost to borrow funds under our $3.5 Billion Credit Agreement would increase, and a potential loss of access to the commercial paper market could occur. In the event that we are unable to borrow funds under our commercial paper program and there has not been a material adverse change in our business, we would continue to have access to our $3.5 Billion Credit Agreement, which expires in 2030. An adverse credit rating change alone is not a default under our $3.5 Billion Credit Agreement. In the normal course of business, our counterparties provide us with secured and unsecured credit. In the event of a downgrade in our credit ratings or a significant change in our counterparties' evaluation of our creditworthiness, we could be required to provide additional collateral in the form of cash, letters of credit or other negotiable instruments as a condition of continuing to conduct business with such counterparties. We may be required to fund margin requirements with our counterparties with cash, letters of credit or other negotiable instruments. Dividends - Holders of our common stock share equally in any common stock dividends declared by our Board of Directors, subject to the rights of the holders of outstanding preferred stock. In February 2025, we paid a common stock dividend of $1.03 per share ($4.12 per share on an annualized basis), an increase of 4% compared with the same quarter in the prior year. A common stock dividend of $1.03 per share was declared in April 2025, for the shareholders of record at the close of business on May 5, 2025, payable on May 15, 2025. For the three months ended March 31, 2025, our cash flows from operations exceeded dividends paid by $261 million. We expect our cash flows from operations to continue to sufficiently fund our cash dividends. To the extent operating cash flows are not sufficient to fund our dividends, we may utilize cash on hand from other sources of short- and long-term liquidity to fund a portion of our dividends.
FY 2025 Q3 10-Q Added
Rating AgencyLong-term Rating Short-term Rating Outlook Moody'sBaa2Prime-2Stable S&PBBBA-2Stable Fitch BBBF2Stable Our credit ratings, which are investment grade, may be affected by our leverage, liquidity, credit profile or potential transactions. The most common criteria for assessment of our credit ratings are the debt-to-EBITDA ratio, interest coverage, business risk profile and liquidity. If our credit ratings were downgraded, our cost to borrow funds under our $3.5 Billion Credit Agreement would increase, and a potential loss of access to the commercial paper market could occur. In the event that we are unable to borrow funds under our commercial paper program and there has not been a material adverse change in our business, we would continue to have access to our $3.5 Billion Credit Agreement, which expires in 2030. An adverse credit rating change alone is not a default under our $3.5 Billion Credit Agreement. In the normal course of business, our counterparties provide us with secured and unsecured credit. In the event of a downgrade in our credit ratings or a significant change in our counterparties' evaluation of our creditworthiness, we could be required to provide additional collateral in the form of cash, letters of credit or other negotiable instruments as a condition of continuing to conduct business with such counterparties. We may be required to fund margin requirements with our counterparties with cash, letters of credit or other negotiable instruments. Dividends - Holders of our common stock share equally in any common stock dividends declared by our Board of Directors. In February and May 2025, we paid a common stock dividend of $1.03 per share ($4.12 per share on an annualized basis), an increase of 4% compared with the same quarters in the prior year. We declared a quarterly common stock dividend of $1.03 per share in July 2025. The quarterly common stock dividend will be paid on August 14, 2025, to shareholders of record at the close of business on August 1, 2025. For the six months ended June 30, 2025, our cash flows from operations exceeded dividends paid by $1.1 billion. We expect our cash flows from operations to continue to sufficiently fund our cash dividends. To the extent operating cash flows are not sufficient to fund our dividends, we may utilize cash on hand from other sources of short- and long-term liquidity to fund a portion of our dividends.
reworded Six Months Ended2025 vs. 2024
FY 2025 Q2 10-Q Removed
The following table sets forth the changes in cash flows by operating, investing and financing activities for the periods indicated: Variances Three Months Ended2025 vs. 2024
FY 2025 Q3 10-Q Added
The following table sets forth the changes in cash flows by operating, investing and financing activities for the periods indicated: Variances Six Months Ended2025 vs. 2024
reworded Investing activities(1,508)(1,334)(174)
FY 2025 Q2 10-Q Removed
March 31,$ Increase (Decrease) in Cash 20252024 (Millions of dollars) Total cash provided by (used in): Operating activities$904 $596 308 Investing activities(694)(578)(116)
FY 2025 Q3 10-Q Added
June 30,$ Increase (Decrease) in Cash 20252024 (Millions of dollars) Total cash provided by (used in): Operating activities$2,429 $2,026 403 Investing activities(1,508)(1,334)(174)
reworded Cash and cash equivalents at end of period$97 $36 61
FY 2025 Q2 10-Q Removed
Financing activities(802)(291)(511) Change in cash and cash equivalents(592)(273)(319) Cash and cash equivalents at beginning of period733 338 395 Cash and cash equivalents at end of period$141 $65 76 Operating Cash Flows - Operating cash flows are affected by earnings from our business activities and changes in our operating assets and liabilities. Changes in commodity prices and demand for our services or products, whether because of general economic conditions, changes in supply, changes in demand for the end products that are made with our products or increased competition from other service providers, could affect our earnings and operating cash flows. Our operating cash flows can also be impacted by changes in our inventory balances, which are driven primarily by commodity prices, supply, demand and the operation of our assets. Cash flows from operating activities, before changes in operating assets and liabilities for the three months ended March 31, 2025, increased $150 million compared with the same period in 2024, due primarily to the impact of the EnLink and Medallion Acquisitions as discussed in "Financial Results and Operating Information." The changes in operating assets and liabilities decreased operating cash flows $344 million for the three months ended March 31, 2025, compared with a decrease of $502 million for the same period in 2024. This change is due primarily to changes in accounts payable, which vary from period to period with changes in commodity prices and from the timing of payments to vendors, suppliers and other third parties and due to changes in risk management assets and liabilities. These changes were offset partially by changes in accounts receivable, which vary from period to period with changes in commodity prices and from the timing of cash receipts from counterparties. Investing Cash Flows - Cash used in investing activities for the three months ended March 31, 2025, increased $116 million, compared with the same period in 2024, due primarily to an increase in capital expenditures related to our capital projects. Financing Cash Flows - Cash used in financing activities for the three months ended March 31, 2025, increased $511 million, compared with the same period in 2024, due primarily to the repayment of long-term debt and a decrease of short-term borrowings in 2025.
FY 2025 Q3 10-Q Added
Cash and cash equivalents at end of period$97 $36 61 Operating Cash Flows - Operating cash flows are affected by earnings from our business activities and changes in our operating assets and liabilities. Changes in commodity prices and demand for our services or products, whether because of general economic conditions, changes in supply, changes in demand for the end products that are made with our products or increased competition from other service providers, could affect our earnings and operating cash flows. Our operating cash flows can also be impacted by changes in our inventory balances, which are driven primarily by commodity prices, supply, demand and the operation of our assets. Cash flows from operating activities, before changes in operating assets and liabilities for the six months ended June 30, 2025, increased $393 million compared with the same period in 2024, due primarily to the impact of the EnLink and Medallion Acquisitions as discussed in "Financial Results and Operating Information." The changes in operating assets and liabilities decreased operating cash flows $289 million for the six months ended June 30, 2025, compared with a decrease of $299 million for the same period in 2024. This change is due primarily to changes in accounts payable, which vary from period to period with changes in commodity prices and from the timing of payments to vendors, suppliers and other third parties and due to changes in risk management assets and liabilities. These changes were partially offset by changes in accounts receivable resulting from the receipt of cash from counterparties and from inventory, both of which vary from period to period, and with changes in commodity prices. Investing Cash Flows - Cash used in investing activities for the six months ended June 30, 2025, increased $174 million, compared with the same period in 2024, due primarily to an increase in capital expenditures related to our capital projects in 2025 and proceeds received from the divestiture of certain non-strategic assets in 2024, offset partially by cash paid for acquisitions in 2024. Financing Cash Flows - Cash used in financing activities for the six months ended June 30, 2025, increased $563 million, compared with the same period in 2024, due primarily to the repayment of long-term debt, the Delaware Basin JV Acquisition and an increase in dividends paid, offset partially by an increase of short-term borrowings in 2025.