Energy Transfer 2013 Annual Report Download - page 185

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Table of Contents
fair value adjustments, to consolidated Adjusted EBITDA was 2.8 to 1 at December 31, 2013, as calculated in accordance with the credit agreements.
The $35 million credit facility limits West Texas Gulf, on a rolling four-quarter basis, to a minimum fixed charge coverage ratio, as defined in the
underlying credit agreement. The ratio for the fiscal quarter ending December 31, 2013 shall not be less than 1.00 to 1. The minimum ratio fluctuates
between 0.80 to 1 and 1.00 to 1 throughout the term of the revolver as specified in the credit agreement. In addition, the credit facility limits West Texas
Gulf to a maximum leverage ratio of 2.00 to 1. West Texas Gulf’s fixed charge coverage ratio and leverage ratio were 1.12 to 1 and 0.88 to 1, respectively,
at December 31, 2013.
We were in compliance with all requirements, tests, limitations, and covenants related to our debt agreements as of December 31, 2013.
7. EQUITY:
Limited Partner interests are represented by Common, Class E Units, Class G Units and Class H Units that entitle the holders thereof to the rights and
privileges specified in the Partnership Agreement. As of December 31, 2013, there were issued and outstanding 333.8 million Common Units representing
an aggregate 99.3% Limited Partner interest in us. There are also 8.9 million Class E Units and 90.7 million Class G Units outstanding that are reported
as treasury units, which units are entitled to receive distributions in accordance with their terms. There are also 50.2 million Class H Units outstanding
representing Limited Partner interests owned by ETE Holdings (see “Class H Units” below).
No person is entitled to preemptive rights in respect of issuances of equity securities by us, except that ETP GP has the right, in connection with the
issuance of any equity security by us, to purchase equity securities on the same terms as equity securities are issued to third parties sufficient to enable
ETP GP and its affiliates to maintain the aggregate percentage equity interest in us as ETP GP and its affiliates owned immediately prior to such issuance.
IDRs represent the contractual right to receive an increasing percentage of quarterly distributions of Available Cash (as defined in our Partnership
Agreement) from operating surplus after the minimum quarterly distribution has been paid. Please read “Quarterly Distributions of Available Cash”
below. ETP GP, a wholly-owned subsidiary of ETE, owns all of the IDRs.
Common Units
The change in Common Units was as follows:
Years Ended December 31,
2013
2012
2011
Number of Common Units, beginning of period 301.5
225.5
193.2
Common Units issued in connection with public offerings 13.8
15.5
29.4
Common Units issued in connection with certain acquisitions 49.5
57.4
0.1
Common Units redeemed for Class H Units (50.2)
Common Units issued in connection with the Distribution Reinvestment Plan 2.3
1.0
0.4
Common Units issued in connection with Equity Distribution Agreements 16.9
1.6
2.0
Repurchases of Common Units in open-market transactions (0.4)
Issuance of Common Units under equity incentive plans 0.4
0.5
0.4
Number of Common Units, end of period 333.8
301.5
225.5
Our Common Units are registered under the Securities Exchange Act of 1934 (as amended) and are listed for trading on the NYSE. Each holder of a
Common Unit is entitled to one vote per unit on all matters presented to the Limited Partners for a vote. In addition, if at any time any person or group
(other than our General Partner and its affiliates) owns beneficially 20% or more of all Common Units, any Common Units owned by that person or
group may not be voted on any matter and are not considered to be outstanding when sending notices of a meeting of Unitholders (unless otherwise
required by law), calculating required votes, determining the presence of a quorum or for other similar purposes under the Partnership Agreement. The
Common Units are entitled to distributions of Available Cash as described below under “Quarterly Distributions of Available Cash.”
F - 38