Net Income per Limited Partner Unit

3 Months Ended

Mar. 31, 2014

Net Income per Limited Partner Unit

3. Net Income per Limited Partner Unit

The Partnership’s net income attributable to the Partnership’s assets for periods including and subsequent to the Partnership’s acquisitions of the Partnership’s assets is allocated to the general partner and the limited partners, including any subordinated, Class B and Class C unitholders, in accordance with their respective ownership percentages, and when applicable, giving effect to unvested units granted under the Partnership’s Long-Term Incentive Plan (“LTIP”) and incentive distributions allocable to the general partner. The allocation of undistributed earnings, or net income in excess of distributions, to the IDRs is limited to available cash (as defined by the partnership agreement) for the period. The Partnership’s net income allocable to the limited partners is allocated between the common, subordinated, Class B and Class C unitholders by applying the provisions of the partnership agreement that govern actual cash distributions as if all earnings for the period had been distributed. Accordingly, for any quarterly period, if current net income allocable to the limited partners is less than the minimum quarterly distribution, or if cumulative net income allocable to the limited partners since August 3, 2010 is less than the cumulative minimum quarterly distributions, more income is allocated to the common unitholders than the subordinated, Class B and Class C unitholders for that quarterly period.

Basic and diluted net income per limited partner unit is calculated by dividing the limited partners’ interest in net income by the weighted average number of limited partner units outstanding during the period. Any common units issued during the period are included on a weighted average basis for the days in which they were outstanding.

The following table illustrates the Partnership’s calculation of net income per unit for common and subordinated limited partner units (in thousands, except per-unit information):

	Three Months EndedMarch 31,
	2014			2013
Net income attributable to Access Midstream Partners, L.P.	$	61,078		$	59,538
Less general partner interest in net income		(19,616	)		(4,792	)
Limited partner interest in net income	$	41,462		$	54,746
Net income allocable to common units(1)	$	27,342		$	13,447
Net income allocable to subordinated units		—			19,837
Net income allocable to Class B units(1)		9,650			10,230
Net income allocable to Class C units(1)		4,470			11,232
Limited partner interest in net income	$	41,462		$	54,746
Net income per limited partner unit – basic and diluted
Common units	$	0.15		$	0.14
Subordinated units	$	—		$	0.29
Weighted average limited partner units outstanding – basic and diluted
Common units		184,227,500			98,421,405
Subordinated units		—			69,076,122
Total		184,227,500			167,497,527

⁽¹⁾ Adjusted to reflect amortization for the beneficial conversion feature.