Sunoco 2014 Annual Report Download - page 79

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77
processing its own cash receipts and disbursements. The Partnership completed the transition and has ceased participation in
Sunoco's cash management program.
Administrative Services
The Partnership has no employees. The operations of the Partnership are carried out by employees of the general partner.
The Partnership reimburses the general partner and its affiliates for certain costs and other direct expenses incurred on the
Partnership's behalf. These costs may be increased if the acquisition or construction of new assets or businesses requires an
increase in the level of services received by the Partnership. Additional general and administrative costs incurred are paid
directly by the Partnership.
Under the Omnibus Agreement, the Partnership pays ETP an annual administrative fee that includes expenses incurred by
ETP and its affiliates to perform certain centralized corporate functions, such as legal, accounting, engineering, information
technology, insurance, and other corporate services, including the administration of employee benefit plans. The costs may be
increased if the acquisition or construction of new assets or businesses requires an increase in the level of general and
administrative services received by the Partnership. These fees do not include the costs of shared insurance programs (which
are allocated to the Partnership based upon its share of the cash premiums incurred), the salaries of pipeline and terminal
personnel or other employees of the general partner, or the cost of their employee benefits. The amounts incurred in connection
with the centralized corporate functions and shared insurance costs were not material to our results of operations during the
three year period ended December 31, 2014.
The Partnership's share of allocated Sunoco employee benefit plan expenses, including non-contributory defined benefit
retirement plans, defined contribution 401(k) plans, employee and retiree medical, dental and life insurance plans, incentive
compensation plans and other such benefits was $45, $36, $10, and $28 million for the years ended December 31, 2014 and
2013, and for the periods from October 5, 2012 to December 31, 2012 and from January 1, 2012 to October 4, 2012,
respectively. These expenses are reflected in operating expenses and selling, general and administrative expenses in the
consolidated statements of comprehensive income.
Affiliated Revenues and Accounts Receivable, Affiliated Companies
The Partnership is party to various agreements with ETP and its affiliates (including Sunoco) to supply crude oil and
refined products, as well as to provide pipeline and terminalling services. Affiliated revenues in the consolidated statements of
comprehensive income consist of revenues from ETP and its affiliated entities related to sales of crude oil and refined products
and services, including pipeline transportation, terminalling, storage and blending.
Capital Contributions
During the years ended December 31, 2014, 2013 and 2012, the Partnership issued 0.4, less than 0.1, and 1.0 million
limited partnership units, respectively, to participants in the Sunoco Partners LLC Long-Term Incentive Plan upon completion
of award vesting requirements. As a result of these issuances of limited partnership units, the general partner contributed less
than $0.5 million in each period to the Partnership to maintain its two percent general partner interest. The Partnership recorded
these amounts as capital contributions to Equity within its consolidated financial statements. These contributions were
previously required for the general partner to maintain its two percent general partner interest. In July 2014, the Partnership
agreement was amended to remove the obligation of the general partner to make capital contributions upon the issuance of
limited partner units to retain a two percent interest. Prior to this amendment, the general partner contributed $2 million in
connection with the Partnership's issuance of limited partner units under its at-the-market equity offering program ("ATM"
program). See Note 12 for additional information.
5. Net Income Attributable to Sunoco Logistics Partners L.P. Per Limited Partner Unit
The general partner's interest in net income attributable to SXL consists of its approximate two percent general partner
interest and "incentive distributions," which are increasing percentages, up to 50 percent of quarterly distributions in excess of
$0.0833 per limited partner unit (Note 13). The general partner was allocated net income attributable to SXL of $181 million
(representing 62 percent of total net income attributable to SXL) for the year ended December 31, 2014; $124 million
(representing 27 percent of total net income attributable to SXL) for the year ended December 31, 2013; $24 million
(representing 17 percent of total net income attributable to SXL) for the period from October 5, 2012 to December 31, 2012;
and $55 million (representing 14 percent of total net income attributable to SXL) for the period from January 1, 2012 to
October 4, 2012. Diluted net income attributable to SXL per limited partner unit is calculated by dividing the limited partners'
interest in net income attributable to SXL by the sum of the weighted average number of common and Class A units
outstanding, prior to conversion to common units (Note 12), and the dilutive effect of incentive unit awards (Note 14).