Sunoco 2012 Annual Report Download - page 37

Our registration statement to offer our limited partnership interests and debt securities to the public also
allows our general partner to sell in one or more offerings, the common units it owns. For each offering of our
general partner’s limited partnership units, we will provide a prospectus supplement that will contain specific
information about the terms of that offering and the securities offered by our general partner in that offering.
The high and low sales price ranges (composite transactions) and distributions declared by quarter for 2012
and 2011 were as follows:
2012 2011
Unit Price Declared
Distributions
Unit Price Declared
DistributionsQuarter High Low High Low
1st ....................... $42.11 $35.01 $0.4275 $29.97 $27.10 $0.3983
2nd ...................... $40.99 $31.65 $0.4700 $30.34 $26.00 $0.4050
3rd ....................... $50.40 $36.29 $0.5175 $30.31 $24.40 $0.4133
4th ....................... $52.04 $44.00 $0.5450 $39.98 $28.50 $0.4200
Within 45 days after the end of each quarter, we distribute all cash on hand at the end of the quarter less
reserves established by our general partner in its discretion. This is defined as “available cash” in the partnership
agreement. Our general partner has broad discretion to establish cash reserves that it determines are necessary or
appropriate to properly conduct our business. We will make minimum quarterly distributions of $0.15 per
common unit, to the extent there is sufficient cash from operations after establishment of cash reserves and
payment of fees and expenses, including payments to our general partner.
If cash distributions exceed $0.1667 per unit in a quarter, our general partner will receive increasing
percentages, up to 50 percent, of the cash distributed in excess of that amount. These distributions are referred to
as “incentive distributions.” The amounts shown in the table under “Marginal Percentage Interest in
Distributions” are the percentage interests of our general partner and our unitholders in any available cash from
operating surplus that is distributed up to and including the corresponding amount in the column “Total Quarterly
Distribution Target Amount,” until the available cash that is distributed reaches the next target distribution level,
if any. The percentage interests shown for our unitholders and our general partner for the minimum quarterly
distribution are also applicable to quarterly distribution amounts that are less than the minimum quarterly
distribution.
There is no guarantee that we will pay the minimum quarterly distribution on the common units in any
quarter, and we are prohibited from making any distributions to our unitholders if it would cause an event of
default, or an event of default exists under the credit facilities or the senior notes (see Item 7. “Management’s
Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources”).
In January 2010, we repurchased, and our general partner transferred and assigned to us for cancellation, the
incentive distribution rights (“IDRs”) held by our general partner under our Second Amended and Restated
Agreement of Limited Partnership, as amended, in consideration for (i) our issuance to our general partner of
new IDRs issued under our Third Amended and Restated Agreement of Limited Partnership and (ii) our issuance
to our general partner of a promissory note in the principal amount of $201 million. In February 2010, Sunoco
Logistics Partners Operations L.P. issued a total of $500 million of Senior Notes, which mature in February 2020
and February 2040. A portion of the net proceeds from this offering was used to repay in the full this promissory
note. For a further description of the senior notes issuance, see Item 7. “Management’s Discussion and Analysis
of Financial Condition and Results of Operations—Liquidity and Capital Resources.”
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