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Partnership Capital
9 Months Ended
Sep. 28, 2018
Partners Capital Notes [Abstract]  
Partnership Capital

NOTE 6 – PARTNERSHIP CAPITAL

The Partnership makes loans available to those general partners and, in limited circumstances, subordinated limited partners (in each case, other than members of the Executive Committee, as defined in the Partnership’s Twentieth Amended and Restated Agreement of Registered Limited Liability Limited Partnership, dated August 6, 2018 (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 Executive Committee 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 interest rate defined in the loan documents.  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 28, 2018 and December 31, 2017, the outstanding amount of Partnership loans was $349 and $297, respectively.  Interest income earned from these loans, which is included in interest and dividends in the Consolidated Statements of Income, was $5 and $13 for the three and nine month periods ended September 28, 2018, respectively, and $3 and $9 for the three and nine month periods ended September 29, 2017, respectively.  As discussed in the Form 8-K filed on August 6, 2018, the Partnership Agreement includes tax allocation modifications to simplify the tax situation for the Partnership's limited partners and subordinated limited partners and authorizes a new class of partner, known as a service partner, who must also be a limited partner, among other updates.  Service partners will not receive capital interests in addition to their limited partnership interests.

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

 

 

 

Nine Months Ended

 

 

 

Sept 28,

 

 

Sept 29,

 

 

 

2018

 

 

2017

 

Partnership loans outstanding at beginning of period

 

$

297

 

 

$

266

 

Partnership loans issued during the period

 

 

170

 

 

 

142

 

Repayment of Partnership loans during the period

 

 

(118

)

 

 

(110

)

Total Partnership loans outstanding

 

$

349

 

 

$

298

 

 

The minimum 7.5% annual payment on the face amount of limited partnership capital was $17 and $50 for the three and nine month periods ended September 28, 2018, respectively, and $17 and $51 for the three and nine month periods ended September 29, 2017, 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 17, 2014, to register $350 of Interests to be issued pursuant to the Partnership's 2014 Employee Limited Partnership Interest Purchase Plan (the "2014 Plan").  The Partnership previously issued approximately $298 of Interests under the 2014 Plan.  In the third quarter of 2018, the Partnership terminated the 2014 Plan and deregistered all remaining unsold Interests. 

 

The Partnership filed a Registration Statement on Form S-8 with the SEC on January 12, 2018, to register $450 of Interests to be issued pursuant to the Partnership's 2018 Employee Limited Partnership Interest Purchase Plan (the "2018 Plan").  The Partnership's initial offering under the 2018 Plan is expected to close early in 2019.