12. Equity

We had 15,858,156 outstanding common units held by the public as of June 30, 2015, including the net settlement and issuance of 34,748 of common units upon the vesting of phantom units from our Western Refining Logistics, LP 2013 Long-Term Incentive Plan (the "LTIP") on March 26, 2015. Western owned 8,158,592 of our common units and 22,811,000 of our subordinated units constituting an aggregate limited partner interest of 66.1% as of June 30, 2015. In accordance with our partnership agreement, Western's subordinated units will convert to common units once we have met specified distribution targets and successfully completed other tests set forth in our partnership agreement.

Changes to equity during the six months ended June 30, 2015, were as follows:



	General			Common -			Common -			Subordinated -
	Partner			Public			Western			Western			Total
	(In thousands)
Balance at December 31, 2014	$	—		$	327,592		$	(94,583	)	$	(260,103	)	$	(27,094	)
Unit-based compensation	—			374			—			—			374
Distributions to partners declared	(155		)	(10,772		)	(5,548		)	(15,512		)	(31,987		)
Net income attributable to limited partners	—			10,573			5,444			15,221			31,238
Other	—			(221		)	—			—			(221		)
Balance at June 30, 2015	$	(155	)	$	327,546		$	(94,687	)	$	(260,394	)	$	(27,690	)

Issuance of Additional Interests

Our partnership agreement authorizes us to issue additional partnership interests for the consideration and on the terms and conditions determined by our general partner without the approval of the unitholders. We may fund future acquisitions through the issuance of additional common units, subordinated units or other partnership interests. Holders of any additional common units we issue will be entitled to share proportionally in accordance with their respective percentage interests with the then-existing common unitholders in our distributions of available cash. See Note 13, Equity-Based Compensation, for further information.

Allocations of Net Income

Our partnership agreement contains provisions for the allocation of net income and loss to the unitholders and the general partner. For purposes of maintaining partner capital accounts, the partnership agreement specifies that items of income and loss shall be allocated among the partners in accordance with their respective percentage interest. Normal allocations according to percentage interests are made after giving effect, if any, to priority income allocations in an amount equal to incentive distribution right payments allocated 100% to the general partner.

Percentage Allocations of Available Cash from Operating Surplus

The following table illustrates the percentage allocations of available cash from operating surplus between the unitholders and our general partner (as the holder of our incentive distribution rights) based on the specified target distribution levels. The amounts set forth under the column heading "Marginal Percentage Interest in Distributions" are the percentage interests of our general partner and the unitholders in any available cash from operating surplus we distribute up to and including the corresponding amount in the column "Total Quarterly Distribution per Unit Target Amount". The percentage interests shown for our unitholders and our general partner for the minimum quarterly distribution are also applicable to quarterly distribution amounts that are less than the minimum quarterly distribution. The percentage interests set forth below assume our general partner has not transferred its incentive distribution rights and there are no arrearages on common units.



	Total Quarterly Distribution per Unit Target Amount	Marginal Percentage Interest in Distributions
	Total Quarterly Distribution per Unit Target Amount	Unitholders		General Partner
Minimum Quarterly Distribution	$0.2875	100.0	%	—
First Target Distribution	above $0.2875 up to $0.3306	100.0	%	—
Second Target Distribution	above $0.3306 up to $0.3594	85.0	%	15.0	%
Third Target Distribution	above $0.3594 up to $0.4313	75.0	%	25.0	%
Thereafter	above $0.4313	50.0	%	50.0	%

The table below summarizes our 2015 quarterly distribution declarations, payments and scheduled payments through July 31, 2015:



Declaration Date	Record Date	Payment Date	Distribution per Common and Subordinated Unit
January 30, 2015	February 13, 2015	February 23, 2015	$	0.3325
May 1, 2015	May 15, 2015	May 26, 2015	0.3475
July 31, 2015	August 14, 2015	August 24, 2015	0.3650
Total			$	1.0450

During the first and second quarters of 2015, we declared and paid distributions that were in excess of the target distribution amounts set forth in our partnership agreement, resulting in distributions to our general partner as the holder of incentive distribution rights. The total quarterly cash distributions made to general and limited partners for the three and six months ended June 30, 2015 and 2014, respectively, is as follows:



	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2015		2014		2015		2014
	(In thousands, except per unit data)
General partners' distributions:
General partner's incentive distribution rights	$	139	$	—	$	155	$	—
Total general partner's distributions	$	139	$	—	$	155	$	—

Limited partners' earnings on common units:
Common	$	8,346	$	6,786	$	16,320	$	12,277
Subordinated	7,927		6,786		15,512		12,277
Total limited partners' distributions	16,273		13,572		31,832		24,554
Total cash distributions	$	16,412	$	13,572	$	31,987	$	24,554

Cash distributions per limited partner unit	$	0.3475	$	0.2975	$	0.6800	$	0.5382

In June 2015, the SEC declared effective a universal shelf Registration Statement on Form S-3 we had previously filed to register the sale of up to $1 billion in equity or debt securities of us and certain of our subsidiaries. We may over time, and subject to market conditions, in one or more offerings, offer and sell any combination of the securities described in the prospectus.