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Equity | 6 Months Ended
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Jun. 30, 2018
Partners' Capital Notes [Abstract] |
Equity | EQUITY ETE The changes in ETE common units and ETE Series A Convertible Preferred Units during the six months ended June 30, 2018 were as follows:
| Number of ETE Series A Convertible Preferred Units |  | Number of Common Units
Outstanding at December 31, 2017 | 329.3 |  |  | 1,079.1 |
Conversion of ETE Series A Convertible Preferred Units to common units | (329.3 | ) |  | 79.1 |
Outstanding at June 30, 2018 | — |  |  | 1,158.2 |
ETE Equity Distribution Program In March 2017, the Partnership entered into an equity distribution agreement relating to at-the-market offerings of its common units with an aggregate offering price up to $1 billion. As of June 30, 2018, there have been no sales of common units under the equity distribution agreement. ETE Series A Convertible Preferred Units In May 2018, the Partnership converted its 329.3 million Series A Convertible Preferred Units into approximately 79.1 million ETE common units in accordance with the terms of ETE’s partnership agreement. Repurchase Program During the six months ended June 30, 2018, ETE did not repurchase any ETE common units under its current buyback program. As of June 30, 2018, $936 million remained available to repurchase under the current program. Subsidiary Equity Transactions The Parent Company accounts for the difference between the carrying amount of its investment in ETP, Sunoco LP, and USAC and the underlying book value arising from the issuance or redemption of units by ETP, Sunoco LP, and USAC (excluding transactions with the Parent Company) as capital transactions. As a result of these transactions, during the six months ended June 30, 2018, we recognized a decrease in partners’ capital of $125 million. ETP Equity Distribution Program During the six months ended June 30, 2018, there were no ETP common units issued under ETP’s equity distribution agreements. As of June 30, 2018, $752 million of ETP’s common units remained available to be issued under ETP’s existing $1.00 billion equity distribution agreement. ETP Distribution Reinvestment Program In July 2017, ETP initiated a new distribution reinvestment plan. During the six months ended June 30, 2018, distributions of $39 million were reinvested under ETP’s distribution reinvestment plan. ETP Preferred Units ETP issued 950,000 ETP Series A Preferred Units and 550,000 ETP Series B Preferred Units in November 2017. ETP Series C Preferred Units Issuance In April 2018, ETP issued 18 million of its 7.375% ETP Series C Preferred Units at a price of $25 p er unit, resulting in total gross proceeds of $450 million. The proceeds were used to repay amounts outstanding under ETP’s revolving credit facility and for general partnership purposes. Distributions on the ETP Series C Preferred Units will accrue and be cumulative from and including the date of original issue to, but excluding, May 15, 2023, at a rate of 7.375% per annum of the stated liquidation preference of $25. On and after May 15, 2023, distributions on the ETP Series C Preferred Units will accumulate at a percentage of the $25 liquidation preference equal to an annual floating rate of the three-month LIBOR, determined quarterly, plus a spread of 4.530% per annum. The ETP Series C Preferred Units are redeemable at ETP’s option on or after May 15, 2023 at a redemption price of $25 per ETP Series C Preferred Unit, plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption. ETP Series D Preferred Units Issuance In July 2018, ETP issued 17.8 million of its 7.625% ETP Series D Preferred Units at a price of $25 per unit, resulting in total gross proceeds of $445 million. The proceeds were used to repay amounts outstanding under ETP’s revolving credit facility and for general partnership purposes. Distributions on the ETP Series D Preferred Units will accrue and be cumulative from and including the date of original issue to, but excluding, August 15, 2023, at a rate of 7.625% per annum of the stated liquidation preference of $25. On and after August 15, 2023, distributions on the ETP Series D Preferred Units will accumulate at a percentage of the $25 liquidation preference equal to an annual floating rate of the three-month LIBOR, determined quarterly, plus a spread of 4.378% per annum. The ETP Series D Preferred Units are redeemable at ETP’s option on or after August 15, 2023 at a redemption price of $25 per ETP Series D Preferred Unit, plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption. Sunoco LP Common Unit Transactions On February 7, 2018, subsequent to the record date for Sunoco LP’s fourth quarter 2017 cash distributions, Sunoco LP repurchased 17,286,859 Sunoco LP common units owned by ETP for aggregate cash consideration of approximately $540 million. ETP used the proceeds from the sale of the Sunoco LP common units to repay amounts outstanding under its revolving credit facility. Sunoco LP Series A Preferred Units On January 25, 2018, Sunoco LP redeemed all outstanding Sunoco LP Series A Preferred Units held by ETE for an aggregate redemption amount of approximately $313 million. The redemption amount includes the original consideration of $300 million and a 1% call premium plus accrued and unpaid quarterly distributions. USAC Warrant Private Placement On April 2, 2018, USAC issued two tranches of warrants to purchase USAC common units (the “USAC Warrants”), which included USAC Warrants to purchase 5,000,000 common units with a strike price of $17.03 per unit and USAC Warrants to purchase 10,000,000 common units with a strike price of $19.59 per unit. The USAC Warrants may be exercised by the holders thereof at any time beginning on the one year anniversary of the closing date and before the tenth anniversary of the closing date. Upon exercise of the USAC Warrants, USAC may, at its option, elect to settle the USAC Warrants in common units on a net basis. USAC Class B Units The USAC Class B Units, all of which are owned by ETP, are a new class of partnership interests of USAC that have substantially all of the rights and obligations of a USAC common unit, except the USAC Class B Units will not participate in distributions for the first four quarters following the closing date of the USAC Transaction on April 2, 2018. Each USAC Class B Unit will automatically convert into one USAC common unit on the first business day following the record date attributable to the quarter ending June 30, 2019. USAC Distribution Reinvestment Program During the three months ended June 30, 2018, distributions of $0.2 million were reinvested under the USAC distribution reinvestment program resulting in the issuance of approximately 11,776 USAC common units. Parent Company Cash Distributions Distributions declared and/or paid subsequent to December 31, 2017 were as follows:
Quarter Ended |  | Record Date |  | Payment Date |  | Rate
December 31, 2017 (1) |  | February 8, 2018 |  | February 20, 2018 |  | $ | 0.3050 |
March 31, 2018 (1) |  | May 7, 2018 |  | May 21, 2018 |  | 0.3050 |
June 30, 2018 |  | August 6, 2018 |  | August 20, 2018 |  | 0.3050 |
(1) | Certain common unitholders elected to participate in a plan pursuant to which those unitholders elected to forgo their cash distributions on all or a portion of their common units, and in lieu of receiving cash distributions on these common units for each such quarter, such unitholder received Series A Convertible Preferred Units, and (on a one-for-one basis for each common unit as to which the participating unitholder elected be subject to this plan) that entitled them to receive a cash distribution of up to $0.11 per Series A Convertible Preferred Unit. The quarter ended March 31, 2018 was the final quarter of participation in the plan.
Distributions declared and/or paid with respect to our Series A Convertible Preferred Units subsequent to December 31, 2017 were as follows:
Quarter Ended |  | Record Date |  | Payment Date |  | Rate
December 31, 2017 |  | February 8, 2018 |  | February 20, 2018 |  | $ | 0.1100 |
March 31, 2018 |  | May 7, 2018 |  | May 21, 2018 |  | 0.1100 |
ETP Cash Distributions Distributions declared and/or paid by ETP subsequent to December 31, 2017 were as follows:
Quarter Ended |  | Record Date |  | Payment Date |  | Rate
December 31, 2017 |  | February 8, 2018 |  | February 14, 2018 |  | $ | 0.5650 |
March 31, 2018 |  | May 7, 2018 |  | May 15, 2018 |  | 0.5650 |
June 30, 2018 |  | August 6, 2018 |  | August 14, 2018 |  | 0.5650 |
ETE has agreed to relinquish its right to the following amounts of incentive distributions from ETP in future periods:
|  | Year Ending December 31,
2018 (remainder) |  | $ | 69 |
2019 |  | 128 |
Each year beyond 2019 |  | 33 |
Distributions on preferred units declared and paid by ETP subsequent to December 31, 2017 were as follows:
Period Ended |  | Record Date |  | Payment Date |  | Rate
ETP Series A Preferred Units |  |  |  |  |  |
December 31, 2017 |  | February 1, 2018 |  | February 15, 2018 |  | $ | 15.451 |
June 30, 2018 |  | August 1, 2018 |  | August 15, 2018 |  | 31.250 |
ETP Series B Preferred Units |  |  |  |  |  |
December 31, 2017 |  | February 1, 2018 |  | February 15, 2018 |  | 16.378 |
June 30, 2018 |  | August 1, 2018 |  | August 15, 2018 |  | 33.125 |
ETP Series C Preferred Units |  |  |  |  |  |
June 30, 2018 |  | August 1, 2018 |  | August 15, 2018 |  | 0.563 |
Sunoco LP Cash Distributions The following are distributions declared and/or paid by Sunoco LP subsequent to December 31, 2017:
Quarter Ended |  | Record Date |  | Payment Date |  | Rate
December 31, 2017 |  | February 6, 2018 |  | February 14, 2018 |  | $ | 0.8255 |
March 31, 2018 |  | May 7, 2018 |  | May 15, 2018 |  | 0.8255 |
June 30, 2018 |  | August 7, 2018 |  | August 15, 2018 |  | 0.8255 |
USAC Cash Distributions Subsequent to the USAC Transactions described in Note 2, ETE and its wholly-owned subsidiaries own an aggregate 20,466,912 USAC common units, and ETP owns 19,191,351 USAC common units and 6,397,965 USAC Class B units. As of June 30, 2018, USAC had 89,953,049 common units outstanding. USAC currently has a non-economic general partner interest and no outstanding incentive distribution rights. The following are distributions declared and/or paid by USAC subsequent to the USAC transaction on April 2, 2018:
Quarter Ended |  | Record Date |  | Payment Date |  | Rate
March 31, 2018 |  | May 1, 2018 |  | May 11, 2018 |  | $ | 0.5250 |
June 30, 2018 |  | July 30, 2018 |  | August 10, 2018 |  | 0.5250 |
Accumulated Other Comprehensive Income The following table presents the components of AOCI, net of tax:
| June 30, 2018 |  | December 31, 2017
Available-for-sale securities (1) | $ | 4 |  |  | $ | 8 |
Foreign currency translation adjustment | (5 | ) |  | (5 | )
Actuarial loss related to pensions and other postretirement benefits | (7 | ) |  | (5 | )
Investments in unconsolidated affiliates, net | 12 |  |  | 5 |
Subtotal | 4 |  |  | 3 |
Amounts attributable to noncontrolling interest | (4 | ) |  | (3 | )
Total AOCI, net of tax | $ | — |  |  | $ | — |
(1) | Effective January 1, 2018, the Partnership adopted Accounting Standards Update No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which resulted in the reclassification of $2 million from ETP’s accumulated other comprehensive income related to available-for-sale securities to ETP’s common unitholders. The amount is reflected as a change in noncontrolling interest in the Partnership’s consolidated financial statements.

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- Definition The entire disclosure for the formation, structure, control and ownership of the partnership. Disclosures related to accounts comprising partners' capital. Includes balances of general partners' capital account, limited partners' capital account, preferred partners' capital account and total partners' capital account and units outstanding; accumulated other comprehensive income; amount and nature of changes to amount of partner's capital and units outstanding by class, rights and privileges for each class of units; distribution policies and distributions paid by unit class; impact of and correction of an error in previously issued financial statements; limitations of partners' liability; redemption, conversion and distribution policies; and deferred compensation related to the issuance of units. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -URI http://asc.fasb.org/topic&trid=2208762 + Details
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