Partners' Capital

9 Months Ended

Sep. 30, 2021

Statement of Partners' Capital [Abstract]

Partners' Capital

Partners’ Capital and Non-Controlling Partner

Common and Subordinated Units

In conjunction with the Crestwood Holdings Transactions discussed in Note 1, in March 2021, CEQP acquired approximately 11.5 million CEQP common units and 0.4 million subordinated units of CEQP from Crestwood Holdings for approximately $268 million. CEQP reflected the purchase price as a reduction to its common unitholders’ partners’ capital in its consolidated statement of partners’ capital during the first quarter of 2021. The Crestwood Holdings Transactions resulted in CEQP retiring the common and subordinated units acquired from Crestwood Holdings. Transaction costs related to the Crestwood Holdings Transactions of approximately $7.6 million are reflected as a reduction of CEQP’s common unitholders’ partners’ capital in its consolidated statement of partners’ capital during the first quarter of 2021.

Distributions

Crestwood Equity

Limited Partners. A summary of CEQP’s limited partner quarterly cash distributions for the nine months ended September 30, 2021 and 2020 is presented below:

Record Date	Payment Date	Per Unit Rate		Cash Distributions (in millions)
2021
February 5, 2021	February 12, 2021	$	0.625	$	46.4
May 7, 2021	May 14, 2021	$	0.625	39.3
August 6, 2021	August 13, 2021	$	0.625	39.3
				$	125.0
2020
February 7, 2020	February 14, 2020	$	0.625	$	45.3
May 8, 2020	May 15, 2020	$	0.625	45.7
August 7, 2020	August 14, 2020	$	0.625	45.7
				$	136.7

On October 14, 2021, we declared a distribution of $0.625 per limited partner unit to be paid on November 12, 2021 to unitholders of record on November 5, 2021 with respect to the quarter ended September 30, 2021.

Preferred Unitholders. During the nine months ended September 30, 2021 and 2020, we paid cash distributions to our preferred unitholders of approximately $45 million in both periods. On October 14, 2021, the board of directors of our general partner authorized a cash distribution to our preferred unitholders of approximately $15 million for the quarter ended September 30, 2021.

Crestwood Midstream

During the nine months ended September 30, 2021 and 2020, Crestwood Midstream paid cash distributions of $451.3 million and $180.9 million to its partners.

Non-Controlling Partner

Crestwood Niobrara issued preferred interests to CN Jackalope Holdings LLC (Jackalope Holdings), which are reflected as non-controlling interest in subsidiary apart from partners’ capital (i.e., temporary equity) on our consolidated balance sheets. We adjust the carrying amount of our non-controlling interest to its redemption value each period through net income attributable to non-controlling partner.

The following table shows the change in our non-controlling interest in subsidiary at September 30, 2021 and 2020 (in millions):

Balance at December 31, 2020	$	432.7
Contributions from non-controlling partner	1.0
Distributions to non-controlling partner	(29.9)
Net income attributable to non-controlling partner	30.7
Balance at September 30, 2021	$	434.5

Balance at December 31, 2019	$	426.2
Contributions from non-controlling partner	2.8
Distributions to non-controlling partner	(27.8)
Net income attributable to non-controlling partner	30.4
Balance at September 30, 2020	$	431.6

In October 2021, Crestwood Niobrara paid cash distributions to Jackalope Holdings of approximately $10.3 million for the quarter ended September 30, 2021.

Other

In February 2021, Crestwood Equity issued 50,000 performance units under the Crestwood Equity Partners LP Long Term Incentive Plan (Crestwood LTIP). The performance units are designed to provide an incentive for continuous employment to certain key employees. The vesting of performance units is subject to the attainment of certain performance and market goals over a three-year period, and entitle a participant to receive common units of Crestwood Equity without payment of an exercise price upon vesting. As of September 30, 2021, we had total unamortized compensation expense of approximately $0.9 million related to these performance units. During the three and nine months ended September 30, 2021, we recognized compensation expense of $0.1 million and $0.2 million related to these performance units, which is included in general and administrative expenses on our consolidated statements of operations.