Equity (Tables)

9 Months Ended

Sep. 30, 2020

Schedule of Stockholders Equity [Table Text Block]

The changes in the number of common units outstanding during the nine months ended September 30, 2020 are summarized below:



(In units)	Common
Balance at December 31, 2019	1,058,355,471
Unit-based compensation awards	395,091
Units redeemed in Wholesale Exchange	(18,582,088	)
Balance at September 30, 2020	1,040,168,474

Wholesale Exchange and Merger

In connection with the Wholesale Exchange as discussed in Note 3, 18,582,088 units were redeemed by MPC in exchange for all of the outstanding membership interests in WRW. These units were cancelled by MPLX immediately following the transaction.

In connection with the Merger and as discussed in Note 3, each common unit held by ANDX’s public unitholders was converted into the right to receive 1.135 MPLX common units while ANDX common units held by certain affiliates of MPC were converted into the right to receive 1.0328 MPLX common units. This resulted in the issuance of MPLX common units of approximately 102 million units to public unitholders and approximately 161 million units to MPC on July 30, 2019.

Series B Preferred Units

Prior to the Merger, ANDX had outstanding 600,000 units of 6.875 percent Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units representing limited partner interests of ANDX at a price to the public of $1,000 per unit. Upon completion of the Merger, the ANDX preferred units converted to preferred units of MPLX representing substantially equivalent limited partnership interests in MPLX (the “Series B preferred units”). The Series B preferred units are pari passu with the Series A preferred units with respect to distribution rights and rights upon liquidation. Distributions on the Series B preferred units are payable semi-annually in arrears on the 15th day, or the first business day thereafter, of February and August of each year up to and including February 15, 2023. After February 15, 2023, the holders of Series B preferred units are entitled to receive cumulative, quarterly distributions payable in arrears on the 15th day of February, May, August and November of each year, or the first business day thereafter, based on a floating annual rate equal to the three-month LIBOR plus 4.652 percent.

The changes in the Series B preferred unit balance from December 31, 2019 through September 30, 2020 are summarized below. Series B preferred units are included in the Consolidated Balance Sheets and Consolidated Statements of Equity within “Equity of Predecessor” for the period prior to the Merger and within “Series B preferred units” for the period following the Merger.



(In millions)	Series B Preferred Units
Balance at December 31, 2019	$	611
Net income allocated	31
Distributions received by Series B preferred unitholders	(41		)
Balance at September 30, 2020	$	601

Distributions Made to Limited Partner, by Distribution [Table Text Block]

The allocation of total quarterly cash distributions to limited and preferred unitholders is as follows for the three and nine months ended September 30, 2020 and 2019. MPLX’s distributions are declared subsequent to quarter end; therefore, the following table represents total cash distributions applicable to the period in which the distributions were earned.



	Three Months Ended September 30,				Nine Months Ended September 30,
(In millions)	2020		2019		2020		2019
Common and preferred unit distributions:
Common unitholders, includes common units of general partner	$	715	$	704	$	2,158	$	1,919
Series A preferred unit distributions	20		20		61		61
Series B preferred unit distributions	10		10		31		31
Total cash distributions declared	$	745	$	734	$	2,250	$	2,011

The distribution on common units for the three and nine months ended September 30, 2019 includes the impact of the issuance of approximately 102 million units issued to public unitholders and approximately 161 million units issued to MPC in connection with the Merger. Due to the timing of the closing, distributions presented in the table above include second quarter

distributions for MPLX common units and Series B preferred units issued to former ANDX unitholders in connection with the Merger. The distributions on common units exclude $12.5 million of waived distributions for the three months ended September 30, 2019 and $25 million of waived distributions for the nine months ended September 30, 2019.