Sunoco 2013 Annual Report Download - page 76

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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.
Under the Omnibus Agreement, the Partnership pays Sunoco an annual administrative fee that includes expenses incurred
by Sunoco to perform certain centralized corporate functions, such as legal, accounting, treasury, engineering, information
technology, insurance, and other corporate services, including the administration of employee benefit plans. This fee was $15,
$5, $13 and $13 million for the year ended December 31, 2013, for the periods from October 5, 2012 to December 31, 2012
and from January 1, 2012 to October 4, 2012, and for the year ended December 31, 2011, respectively. 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.
In addition to the fees for the centralized corporate functions, selling, general and administrative expenses in the
consolidated statements of comprehensive income include the allocation of shared insurance costs of $9, $2, $5 and $4 million
for the year ended December 31, 2013, for the periods from October 5, 2012 to December 31, 2012 and from January 1, 2012
to October 4, 2012, and for the year ended December 31, 2011, respectively. 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
$36, $10, $28 and $26 million for the year ended December 31, 2013, for the periods from October 5, 2012 to December 31,
2012 and from January 1, 2012 to October 4, 2012, and for the year ended December 31, 2011. These expenses are reflected in
cost of products sold and 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
In July 2011, the Partnership issued 3.9 million Class A Units to Sunoco in connection with the acquisition of the Eagle
Point tank farm and related assets (Note 3). As this transaction was between entities under common control, accounting
guidance required the issuance to be recorded at the net of Sunoco's historical carrying value of the assets acquired ($22
million) and the $2 million cash consideration paid. The $20 million of deferred distribution units were a new class of units that
were converted to common units in July 2012. Prior to their conversion, the Class A units participated in the allocation of net
income on a pro-rata basis with the common units. In connection with this transaction, the general partner contributed $2
million to the Partnership. The Partnership recorded this amount as a capital contribution to Equity within its consolidated
balance sheet.
During 2013, the Partnership issued less than 0.1 million limited partnership units, and during 2012 and 2011, the
Partnership issued 0.5, and 0.2 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 balance
sheets.