Partners' Capital And Distributions

6 Months Ended

Jun. 30, 2013

7. Partners’ Capital and Distributions

At June 30, 2013, our outstanding common units consisted of 82,900,988 Class A units and 39,997 Class B units.

Waiver Units

Our waiver units are non-voting securities entitled to a minimal preferential quarterly distribution. At issuance our waiver units were comprised of four classes (designated Class 1, Class 2, Class 3 and Class 4) of 1,738,000 units each. The waiver units in each class are convertible into Class A common units in the calendar quarter at a 1:1 conversion rate during which each of our common units receives a specified minimum quarterly distribution and our distribution coverage ratio (after giving effect to the then convertible waiver units) would be at least 1.1 times. The minimum distribution per common unit required for conversion is $0.43 (Class 1), $0.46 (Class 2), $0.49 (Class 3) and $0.52 (Class 4).

On February 14, 2012, our Class 1 waiver units became convertible as we paid a distribution of $0.44 per common unit and satisfied the conversion coverage ratio requirement. All Class 1 waiver units were converted into common units by March 31, 2012.

On August 14, 2012, our Class 2 waiver units became convertible as we paid a distribution of $0.46 per common unit and satisfied the conversion coverage ratio requirement. All Class 2 waiver units were converted into common units by September 30, 2012.

On May 15, 2013, our Class 3 waiver units became convertible as we paid a distribution of $0.4975 per common unit and satisfied the conversion coverage ratio requirement. All Class 3 waiver units were converted into common units by June 30, 2013.

At June 30, 2013, we had 1,738,233 waiver units outstanding comprised of the Class 4 waiver units.

Distributions

We paid or will pay the following distributions in 2012 and 2013:



Distribution For	Date Paid		Per Unit Amount		Total Amount
2012
1^st Quarter	May 15, 2012		$	0.4500	$	35,768
2^nd Quarter	August 14, 2012		$	0.4600	$	36,563
3^rd Quarter	November 14, 2012		$	0.4725	$	38,375
4^th Quarter	February 14, 2013		$	0.4850	$	39,390
2013
1^st Quarter	May 15, 2013		$	0.4975	$	40,405
2^nd Quarter	August 14, 2013	⁽¹⁾	$	0.5100	$	42,303

(1) This distribution will be paid to unitholders of record as of August 1, 2013.

- Definition

The entire disclosure for the formation, structure, control and ownership of the partnership. Disclosures related to accounts comprising partners' capital. Includes balances of general partners' capital account, limited partners' capital account, preferred partners' capital account and total partners' capital account and units outstanding; accumulated other comprehensive income; amount and nature of changes to amount of partner's capital and units outstanding by class, rights and privileges for each class of units; distribution policies and distributions paid by unit class; impact of and correction of an error in previously issued financial statements; limitations of partners' liability; redemption, conversion and distribution policies; and deferred compensation related to the issuance of units.

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