Sunoco 2013 Annual Report Download - page 74

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• In July 2011, the Partnership acquired the Eagle Point tank farm and related assets from Sunoco for $100 million.
The tank farm is located in Westville, New Jersey and has approximately 5 million barrels of active storage
capacity for refined products and dark oils. The acquisition was funded by the issuance of 3.9 million Class A
units with an estimated market value of $98 million and payment of $2 million of cash to Sunoco. The Class A
units were a new class of units on which no distributions were paid until the Class A units converted to common
units in July 2012. As the acquisition was from an entity under common control, the assets acquired were
recorded by the Partnership at Sunoco's net carrying value of $22 million. The $20 million difference between the
carrying value of the assets and the cash consideration paid was recorded by the Partnership as an increase to
equity. The acquisition was included within the Terminal Facilities segment.
• In May 2011, the Partnership acquired an 83.8 percent equity interest in Inland, which is the owner of 350 miles
of active refined products pipelines in Ohio. The pipeline connects three refineries in Ohio to terminals and major
markets in Ohio. The Partnership acquired its equity interest for $99 million, net of cash received, through a
purchase of a 27.0 percent percent equity interest from Shell Oil Company and a 56.8 percent equity interest from
Sunoco. The 56.8 percent equity interest acquired from Sunoco was considered a transaction between entities
under common control and therefore the assets and liabilities transferred were recorded by the Partnership at
Sunoco's carrying value. As the Partnership acquired a controlling financial interest in Inland, the joint venture
was reflected as a consolidated subsidiary of the Partnership from the date of the final acquisition and was
included within the Refined Products Pipelines segment.
The following table summarizes the effects of the 2011 acquisitions on the Partnership's consolidated balance sheet as of
the respective acquisition dates:
East Boston
Terminal
Crude Oil
Acquisition and
Marketing Eagle Point
Tank Farm Inland Total
(in millions)
Increase in:
Current assets $ 17 $ 24 $ — $ 3 $ 44
Properties, plants and equipment, net 63 7 22 178 270
Intangible assets, net — 183 — — 183
Goodwill — 14 — — 14
Current liabilities — (6) — (1)(7)
Other deferred credits and liabilities (7) — — (1)(8)
Deferred income taxes — — — (60)(60)
Sunoco Logistics Partners L.P. equity — — (20) — (20)
Noncontrolling interests — — — (20)(20)
Cash paid for acquisitions $ 73 $ 222 $ 2 $ 99 $ 396
No pro forma information has been presented since the impact of the acquisitions during 2013 and 2011 was not material
in relation to the Partnership's consolidated results of operations or financial position.
4. Related Party Transactions
Acquisition of Sunoco
The general and limited partner interests that were previously owned by Sunoco were contributed to ETP in connection
with the acquisition of Sunoco by ETP (Note 1). As a result of the acquisition, both the Partnership and Sunoco became
consolidated subsidiaries of ETP. The Partnership has various operating and administrative agreements with ETP and its
affiliates, including the agreements described below. ETP and its affiliates perform the administrative functions defined in such
agreements on the Partnership’s behalf.