Related Party Transactions

3 Months Ended

Mar. 31, 2015

As a result of the Acquisition on December 2, 2014, our General Partner became owned by QEPFS, which is a subsidiary of TLLP, and as a result, the Partnership became a consolidated subsidiary of TLLP. TLLP was formed in December 2010 by its parent, Tesoro Corporation (“Tesoro”) and TLGP. Prior to the Acquisition, QEP Midstream was a consolidated subsidiary of QEP Resources.

As of March 31, 2015, QEPFS owns 3,701,750 common units and 26,705,000 subordinated units representing an approximate 56% limited partner interest in us. In addition, our General Partner owns 1,090,495 general partner units representing a 2% general partner interest in us, as well as incentive distribution rights. Transactions with our General Partner, QEPFS and TLLP are considered to be related party transactions because our General Partner and its affiliates own more than 5% of our equity interests.

The following table summarizes the related party income statement transactions of the Partnership:



	Three Months Ended March 31,
	2015			2014
	(in millions)
Related party transactions with QEP Resources
Revenues from affiliate	$	—		$	22
General and administrative expense to affiliate	—			(4		)
Related party transactions with Tesoro and subsidiaries
Revenues from affiliate	$	2		$	—
General and administrative expense to affiliate	(4		)	—
Interest expense to affiliate	(1		)	—

Prior to the Acquisition, as discussed in Note 1, the Partnership was party to the Original Omnibus Agreement and various service agreements with QEP Resources and QEPFSC that resulted in affiliate transactions. Following the Acquisition, the Partnership entered into a $500 million unsecured, affiliate credit agreement (the “Affiliate Credit Agreement”) and the Amended Omnibus Agreement. See Note 4 of our Annual Report on Form 10-K for the year ended December 31, 2014 for additional information regarding related party agreements.

Service Agreements

Prior to the Acquisition, the Partnership entered into various midstream agreements with QEP Resources and QEPFSC including natural gas, crude oil, water and condensate gathering and transportation agreements, a fixed price condensate purchase agreement, operating agreements and other service agreements. These agreements with QEPFSC and QEP Resources were assigned to QEPFS, TLLP and TLLP’s general partner. The terms of the assigned agreements remained substantially similar subsequent to the Acquisition. The Partnership believes that the terms and conditions under these agreements are generally no less favorable to either party than those that could have been negotiated with unaffiliated parties with respect to similar services in the ordinary course of its business.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References+ Details

QEP Midstream Partners, LP 10-Q