Long-Term Incentive Plan

3 Months Ended

Mar. 31, 2016

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

We have a long-term incentive plan (“LTIP”) for certain of our employees and directors of our general partner. The LTIP primarily consists of phantom units and permits the grant of awards covering an aggregate payout of 9.4 million of our limited partner units as of March 31, 2016. The compensation committee of our general partner’s board of directors administers our LTIP. The estimated units available under the LTIP at March 31, 2016 total 0.5 million. On April 21, 2016, our unitholders approved the compensation committee’s amended plan, which increased the number of limited partner units available to be issued pursuant to the LTIP to 11.9 million.

Our equity-based incentive compensation expense was as follows (in thousands):



	Three Months Ended
	March 31, 2015
	Equity Method		Liability Method		Total
Performance-based awards:
2013 awards	$	1,519	$	215	$	1,734
2014 awards	1,623		—		1,623
2015 awards	1,019		—		1,019
Time-based awards	375		—		375
Total	$	4,536	$	215	$	4,751

Allocation of LTIP expense on our consolidated statements of income:
G&A expense					$	4,689
Operating expense					62
Total					$	4,751



	Three Months Ended
	March 31, 2016
	Equity Method		Liability Method		Total
Performance-based awards:
2014 awards	$	3,409	$	—	$	3,409
2015 awards	1,545		—		1,545
2016 awards	1,120		—		1,120
Time-based awards	576		—		576
Total	$	6,650	$	—	$	6,650

Allocation of LTIP expense on our consolidated statements of income:
G&A expense					$	6,608
Operating expense					42
Total					$	6,650

In February 2016, 218,046 phantom unit awards were issued pursuant to our LTIP. These grants included both performance-based and time-based phantom unit awards and have a three-year vesting period that will end on December 31, 2018.

In February 2016, we issued 350,552 limited partner units to settle unit award grants to certain employees that vested on December 31, 2015. Further, 3,234 limited partner units were issued during 2016 to settle the equity-based retainers paid to the directors of our general partner.

Basic and Diluted Net Income Per Limited Partner Unit

The difference between our actual limited partner units outstanding and our weighted-average number of limited partner units outstanding used to calculate earnings per unit is due to the impact of: (i) the phantom units issued to non-employee directors which are included in the calculation of basic and diluted weighted average units outstanding, and (ii) the weighted average effect of units actually issued during a period. The difference between the weighted-average number of limited partner units outstanding used for basic and diluted net income per unit calculations on our consolidated statements of income is primarily the dilutive effect of phantom unit grants associated with our LTIP that have not yet vested.