Sunoco 2014 Annual Report Download - page 86

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84
In the first quarter 2014, the Partnership filed a registration statement establishing a $250 million ATM program. The
program allows for the Partnership to issue common units directly to the public and raise capital in a timely and efficient
manner to finance its growth capital program, while supporting its investment grade credit ratings. In the third quarter 2014, the
Partnership filed a registration statement which allows for issuance of an additional $1.0 billion of common units under the
ATM program. For the year ended December 31, 2014, the Partnership issued 10.3 million common units under the ATM
program for net proceeds of $477 million.
In the second quarter 2014, the Partnership filed a registration statement to amend the partnership agreement, removing
the requirement of the general partner to provide additional capital investments to maintain their two percent ownership
percentage.
In September 2014, the Partnership completed an overnight public offering of 7.7 million common units for net proceeds
of $362 million. The net proceeds from this offering were used to repay outstanding borrowings under the $1.50 billion Credit
Facility and for general partnership purposes.
13. Cash Distributions
Within 45 days after the end of each quarter, the Partnership distributes all cash on hand at the end of the quarter, less
reserves established by the general partner in its discretion. This is defined as "available cash" in the partnership agreement.
The general partner has broad discretion to establish cash reserves that it determines are necessary or appropriate to properly
conduct the Partnership's business. The Partnership will make quarterly distributions to the extent there is sufficient cash from
operations after establishment of cash reserves and payment of fees and expenses, including payments to the general partner.
If cash distributions exceed $0.0833 per unit in a quarter, the general partner receives increasing percentages, up to 50
percent, of the cash distributed in excess of that amount. These distributions are referred to as "incentive distributions." The
percentage interests shown for the unitholders and the general partner for the minimum quarterly distribution are also
applicable to quarterly distribution amounts that are less than the minimum quarterly distribution.
The following table shows the target distribution levels and distribution "splits" between the general partner and the
holders of the Partnership's common units at December 31, 2014:
Total Quarterly
Distribution Target
Amount
Marginal Percentage
Interest in Distributions
General Partner Unitholders
Minimum Quarterly Distribution $0.0750 2% 98%
First Target Distribution up to $0.0833 2% 98%
Second Target Distribution above $0.0833
up to $0.0958 15% (1) 85%
Third Target Distribution above $0.0958
up to $0.2638 37% (1) 63%
Thereafter above $0.2638 50% (1) 50%
(1) Includes general partner interest.