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Partnership Capital Subject to Mandatory Redemption
9 Months Ended
Sep. 30, 2022
Partners' Capital Notes [Abstract]  
Partnership Capital Subject to Mandatory Redemption

NOTE 6 – PARTNERSHIP CAPITAL SUBJECT TO MANDATORY REDEMPTION

The Partnership makes loans available to those general partners and, in limited circumstances, subordinated limited partners (in each case, other than members of the Enterprise Leadership Team ("ELT"), as defined in the Partnership’s Twenty-First Amended and Restated Agreement of Registered Limited Liability Limited Partnership, dated September 1, 2021 (the “Partnership Agreement”)), who require financing for some or all of their Partnership capital contributions. In limited circumstances a general partner may withdraw from the Partnership and become a subordinated limited partner while he or she still has an outstanding Partnership loan. It is anticipated that, of the future general and subordinated limited partnership capital contributions (in each case, other than for ELT members) requiring financing, the majority will be financed through Partnership loans. Loans made by the Partnership to such partners are generally for a period of one year but are expected to be renewed and bear interest at the greater of the Prime Rate for the last business day of the prior fiscal month or 3.25%. The Partnership recognizes interest income for the interest earned related to these loans. The outstanding amount of Partnership loans is reflected as a reduction to total Partnership capital. As of September 30, 2022 and December 31, 2021, the outstanding amount of Partnership loans was $354 and $321, respectively. Interest income earned from these loans, which is included in interest and dividends in the Consolidated Statements of Income, was $5 and $12 for the three- and nine-month periods ended September 30, 2022, respectively, and $3 and $10 for the three- and nine-month periods ended September 24, 2021, respectively.

 

The following table shows the roll forward of outstanding Partnership loans for the:

 

 

 

Nine Months Ended

 

 

 

September 30, 2022

 

 

September 24, 2021

 

Partnership loans outstanding at beginning of period

 

$

321

 

 

$

341

 

Partnership loans issued during the period

 

 

276

 

 

 

222

 

Repayment of Partnership loans during the period

 

 

(243

)

 

 

(227

)

     Total Partnership loans outstanding

 

$

354

 

 

$

336

 

 

The minimum 7.5% annual return on the face amount of limited partnership capital was $23 and $69 for both the three- and nine-month periods ended September 30, 2022 and September 24, 2021, respectively. These amounts are included as a component of interest expense in the Consolidated Statements of Income.

 

The Partnership filed a Registration Statement on Form S-8 with the U.S. Securities and Exchange Commission (“SEC”) on January 12, 2018, to register $450 units of limited partnership interest ("Interests") issuable pursuant to the Partnership's 2018 Employee Limited Partnership Interest Purchase Plan (the "2018 Plan"). The Partnership issued approximately $5 and $4 of Interests under the 2018 Plan in the year ended December 31, 2021 and the first nine months of 2022, respectively. The Partnership plans to terminate the 2018 Plan in 2022 and deregister all remaining unsold Interests under the 2018 Plan. Before the 2018 Plan is terminated, the Partnership may issue the remaining $60 of Interests under that plan at the discretion of the Managing Partner. The Partnership filed a Registration Statement on Form S-8 with the SEC on December 8, 2021, to register an additional $700 of Interests issuable pursuant to the Partnership's 2021 Employee Limited Partnership Interest Purchase Plan (the "2021 Plan"). The Partnership's initial offering under the 2021 Plan is expected to close in January 2023. Proceeds from the offering under the 2021 Plan are expected to be used to meet growth needs or for other purposes.