Common Unit Repurchase and Retirement

9 Months Ended

Jun. 30, 2014

Common Unit Repurchase and Retirement

3) Common Unit Repurchase and Retirement

In July 2012, the Star Board of Directors (“the Board”) authorized the repurchase of up to 3.0 million of the Partnership’s Common Units (“Plan III”). In July 2013, the Board authorized the repurchase of an additional 1.9 million Common Units under Plan III. The authorized Common Unit repurchases may be made from time-to-time in the open market, in privately negotiated transactions or in such other manner deemed appropriate by management. There is no guarantee of the exact number of units that will be purchased under the program and the Partnership may discontinue purchases at any time. The program does not have a time limit. The Board may also approve additional purchases of units from time to time in private transactions. The Partnership’s repurchase activities take into account SEC safe harbor rules and guidance for issuer repurchases. All of the Common Units purchased in the repurchase program will be retired.

Under the Partnership’s second amended and restated credit agreement dated January 14, 2014, in order to repurchase Common Units we must maintain Availability (as defined in the second amended and restated credit facility agreement) of $45 million, 15.0% of the facility size of $300 million (assuming the non-seasonal aggregate commitment is outstanding) on a historical pro forma and forward-looking basis, and a fixed charge coverage ratio of not less than 1.15 measured as of the date of repurchase. The Partnership was in compliance with this covenant (or the equivalent covenant under the credit agreement then in effect) for all unit repurchases made during the nine months ended June 30, 2014.

The following table shows repurchases under Plan III.

(in thousands, except per unit amounts)
Period	Total Number of Units Purchased (a)		Average Price Paid per Unit (b)		Maximum Number of Units that May Yet Be Purchased
Plan III - Number of units authorized						4,894
Private transaction - Number of units authorized (c)						1,150
						6,044
Plan III - Fiscal year 2012 total		22	$	4.26		6,022
Plan III - Fiscal year 2013 total (c)		3,284	$	4.63		2,738
Plan III - First quarter fiscal year 2014 total (d)		250	$	5.20		2,488
Plan III - Second quarter fiscal year 2014 total		—	$	—		2,488
Plan III - Third quarter fiscal year 2014 total		—	$	—		2,488
Plan III - Nine months fiscal year 2014 total		250	$	5.20

(a) Units were repurchased as part of a publicly announced program, except as noted in a private transaction.

(b) Amounts include repurchase costs.

(c) Fiscal year 2013 common unit repurchases include 1.15 million common units acquired in a private transaction.

(d) First quarter fiscal year 2014 common unit repurchases were acquired in a private transaction.