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Equity
 12 Months Ended
Dec. 31, 2020
Partners' Capital Notes [Abstract]  
Equity EQUITY:
Limited Partner Units
Limited partner interests in the Partnership are represented by Common Units that entitle the holders thereof to the rights and privileges specified in the Partnership Agreement. The Partnership’s Common Units are registered under the Securities Exchange Act of 1934 (as amended) and are listed for trading on the NYSE. Each holder of a Common Unit is entitled to one vote per unit on all matters presented to the Limited Partners for a vote. In addition, if at any time any person or group (other than the Partnership’s General Partner and its affiliates) owns beneficially 20% or more of all Common Units, any Common Units owned by that person or group may not be voted on any matter and are not considered to be outstanding when sending notices of a meeting of Unitholders (unless otherwise required by law), calculating required votes, determining the presence of a quorum or for other similar purposes under the Partnership Agreement. The Common Units are entitled to distributions of Available Cash as described below under “Parent Company Quarterly Distributions of Available Cash.”
As of December 31, 2020, there were issued and outstanding 2.70 billion Common Units representing an aggregate 99.9% limited partner interest in the Partnership.
Our Partnership Agreement contains specific provisions for the allocation of net earnings and losses to the partners for purposes of maintaining the partner capital accounts. For any fiscal year that the Partnership has net profits, such net profits are first allocated to the General Partner until the aggregate amount of net profits for the current and all prior fiscal years equals the aggregate amount of net losses allocated to the General Partner for the current and all prior fiscal years. Second, such net profits shall be allocated to the Limited Partners pro rata in accordance with their respective sharing ratios. For any fiscal year in which the Partnership has net losses, such net losses shall be first allocated to the Limited Partners in proportion to their respective adjusted capital account balances, as defined by the Partnership Agreement, (before taking into account such net losses) until their adjusted capital account balances have been reduced to zero. Second, all remaining net losses shall be allocated to the General Partner. The General Partner may distribute to the Limited Partners funds of the Partnership that the General Partner reasonably determines are not needed for the payment of existing or foreseeable Partnership obligations and expenditures.
Common Units
The change in ET Common Units during the years ended December 31, 2020, 2019 and 2018 was as follows:
 Years Ended December 31,
 202020192018
Number of Common Units, beginning of period2,689.6 2,619.4 1,079.1 
Conversion of ET Series A Convertible Preferred Units to common units
— — 79.1 
Common Units issued in mergers and acquisitions
— 57.6 1,458.9 
Common Units repurchased
— (1.9)— 
Issuance of Common Units
12.8 14.5 2.3 
Number of Common Units, end of period2,702.4 2,689.6 2,619.4 
In October 2018, ET issued 1.46 billion ET Common Units in connection with the Energy Transfer Merger.
In December 2019, ET issued 57.6 million ET Common Units in connection with the SemGroup acquisition.
ET 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 ET common units in accordance with the terms of ET’s partnership agreement.
ET Class A Units
In connection with the Energy Transfer Merger, the Partnership issued 647,745,099 Class A units (“ET Class A Units”) representing limited partner interests in the Partnership to LE GP, LLC (“LE GP”), the general partner of ET. The number of ET Class A Units issued allows LE GP and its affiliates to retain a voting interest in the Partnership that is identical to their voting interest in the Partnership prior to the completion of the Merger. The ET Class A Units are entitled to vote together with the Partnership’s common units, as a single class, except as required by law. Additionally, ET’s partnership agreement provides that, under certain circumstances, upon the issuance by the Partnership of additional common units or any securities that have voting rights that are pari passu with the Partnership common units, the Partnership will issue to any holder of ET Class A Units additional ET Class A Units such that the holder maintains a voting interest in the Partnership that is identical to its voting interest in the Partnership prior to such issuance. The ET Class A Units are not entitled to distributions and otherwise have no economic attributes.
ET Repurchase Program
In February 2015, the Partnership announced a common unit repurchase program, whereby the Partnership may repurchase up to an additional $2 billion of ET Common Units in the open market at the Partnership’s discretion, subject to market conditions and other factors, and in accordance with applicable regulatory requirements. The Partnership repurchased no ET Common Units under this program in 2020 and 1.9 million ET Common Units in 2019. As of December 31, 2020, $911 million remained available to repurchase under the current program.
ET Distribution Reinvestment Program
During the year ended December 31, 2020, distributions of $78 million were reinvested under the distribution reinvestment program. As of December 31, 2020, a total of 21 million common units remain available to be issued under the existing registration statement in connection with the distribution reinvestment program.
Sale of Common Units by Subsidiaries
The Parent Company accounts for the difference between the carrying amount of its investment in subsidiaries and the underlying book value arising from issuance of units by subsidiaries (excluding unit issuances to the Parent Company) as a capital transaction. If a subsidiary issues units at a price less than the Parent Company’s carrying value per unit, the Parent Company assesses whether the investment has been impaired, in which case a provision would be reflected in our statement of operations. The Parent Company did not recognize any impairment related to the issuances of subsidiary common units during the periods presented.
ETO Class K Units
As of December 31, 2020, a total of 101.5 million Class K Units were held by wholly-owned subsidiaries of ETO. Each Class K Unit is entitled to a quarterly cash distribution of $0.67275 per Class K Unit prior to ETO making distributions of available cash to any class of units, excluding any cash available distributions or dividends or capital stock sales proceeds received by ETO from ETP Holdco. If the Partnership is unable to pay the Class K Unit quarterly distribution with respect to any quarter, the accrued and unpaid distributions will accumulate until paid and any accumulated balance will accrue 1.5% per annum until paid.
ETO Class L Units
On December 31, 2018, ETO issued a new class of limited partner interests titled Class L Units to two wholly-owned subsidiaries of the Partnership when the Partnership’s previously outstanding Class E units and Class G units held by such subsidiaries were converted into Class L Units. As a result of the conversion, the Class E units and Class G units were cancelled.
The Class L Units generally do not have any voting rights. The Class L Units are entitled to aggregate cash distributions equal to 7.65% per annum of the total amount of cash generated by us and our subsidiaries, other than ETP Holdco, and available for distribution. Distributions shall be paid quarterly, in arrears, within 45 days after the end of each quarter. As the Class L Units are owned by a wholly-owned subsidiary, the cash distributions on those units are eliminated in our consolidated financial statements.
ETO Class M Units
On July 1, 2019, ETO issued a new class of limited partner interests titled Class M Units to ETP Holdco, a wholly-owned subsidiary of the Partnership, in exchange for the contribution of ETP Holdco’s equity ownership interest in Panhandle to the Partnership.
The Class M Units generally do not have any voting rights. The Class M Units are entitled to aggregate cash distributions equal to 8.00% per annum of the total amount of cash generated by us and our subsidiaries, other than ETP Holdco, and available for distribution. Distributions shall be paid quarterly, in arrears, within 45 days after the end of each quarter. As the Class M Units are owned by a wholly-owned subsidiary, the cash distributions on those units are eliminated in our consolidated financial statements.
ETO Class N Units
In April and May, 2020, ETO issued a new class of limited partner interests titles Class N Units in connection with a series of internal transactions to simplify its capital structure. All of the Class N Units are held by ETP Holdco.
The Class N Units generally do not have any voting rights. each Class N Unit is entitled to a quarterly cash distribution of $0.2375 per Class N Unit prior to ETO making distributions of available cash to any class of units, excluding any cash available distributions or dividends or capital stock sales proceeds received by ETO from ETP Holdco. Distributions shall be paid quarterly, in arrears, within 45 days after the end of each quarter. If the Partnership is unable to pay the Class N Unit quarterly distribution with respect to any quarter, the accrued and unpaid distributions will accumulate until paid and any accumulated balance will accrue 1.5% per annum until paid. As the Class N Units are owned by a wholly-owned subsidiary, the cash distributions on those units are eliminated in our consolidated financial statements.
ETO Preferred Units
As of December 31, 2020 and 2019, ETO’s outstanding preferred units included 950,000 Series A Preferred Units, 550,000 Series B Preferred Units, 18,000,000 Series C Preferred Units, 17,800,000 Series D Preferred Units and 32,000,000 Series E Preferred Units. As of December 31, 2020, ETO’s outstanding preferred units also included 500,000 Series F Preferred Units and 1,100,000 Series G Preferred Units.
ETO Series A Preferred Units
Distributions on the ETO Series A Preferred Units will accrue and be cumulative from and including the date of original issue to, but excluding, February 15, 2023, at a rate of 6.250% per annum of the stated liquidation preference of $1,000. On and after February 15, 2023, distributions on the ETO Series A Preferred Units will accumulate at a percentage of the $1,000 liquidation preference equal to an annual floating rate of the three-month LIBOR, determined quarterly, plus a spread of 4.028% per annum. The ETO Series A Preferred Units are redeemable at ETO’s option on or after February 15, 2023 at a redemption price of $1,000 per ETO Series A Preferred Unit, plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption.
ETO Series B Preferred Units
Distributions on the ETO Series B Preferred Units will accrue and be cumulative from and including the date of original issue to, but excluding, February 15, 2028, at a rate of 6.625% per annum of the stated liquidation preference of $1,000. On and after February 15, 2028, distributions on the ETO Series B Preferred Units will accumulate at a percentage of the $1,000 liquidation preference equal to an annual floating rate of the three-month LIBOR, determined quarterly, plus a spread of 4.155% per annum. The ETO Series B Preferred Units are redeemable at ETO’s option on or after February 15, 2028 at a redemption price of $1,000 per ETO Series B Preferred Unit, plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption.
ETO Series C Preferred Units
Distributions on the ETO 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 ETO 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 ETO Series C Preferred Units are redeemable at ETO’s option on or after May 15, 2023 at a redemption price of $25 per ETO Series C Preferred Unit, plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption.
ETO Series D Preferred Units
Distributions on the ETO 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 ETO 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 4.738% per annum. The ETO Series D Preferred Units are redeemable at ETO’s option on or after August 15, 2023 at a redemption price of $25 per ETO Series D Preferred Unit, plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption.
ETO Series E Preferred Units
Distributions on the ETO Series E Preferred Units will accrue and be cumulative from and including the date of original issue to, but excluding, May 15, 2024, at a rate of 7.600% per annum of the stated liquidation preference of $25. On and after May 15, 2024, distributions on the ETO Series E 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 5.161% per annum. The ETO Series E Preferred Units are redeemable at ETO’s option on or after May 15, 2024 at a redemption price of $25 per ETO Series E Preferred Unit, plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption.
ETO Series F Preferred Units
On January 22, 2020, ETO issued 500,000 of its 6.750% Series F Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Units representing limited partner interest in ETO, at a price to the public of $1,000 per unit. Distributions on the Series F Preferred Units are cumulative from and including the original issue date and will be payable semi-annually in
arrears on the 15th day of May and November of each year, commencing on May 15, 2020 to, but excluding, May 15, 2025, at a rate equal to 6.750% per annum of the $1,000 liquidation preference. On and after May 15, 2025, the distribution rate on the ETO Series F Preferred Units will equal a percentage of the $1,000 liquidation preference equal to the five-year U.S. treasury rate plus a spread of 5.134% per annum. The ETO Series F Preferred Units are redeemable at ETO’s option on or after May 15, 2025 at a redemption price of $1,000 per ETO Series F Preferred Unit, plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption.
ETO Series G Preferred Units
On January 22, 2020, ETO issued 1,100,000 of its 7.125% Series G Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Units representing limited partner interest in ETO, at a price to the public of $1,000 per unit. Distributions on the ETO Series G Preferred Units are cumulative from and including the original issue date and will be payable semi-annually in arrears on the 15th day of May and November of each year, commencing on May 15, 2020 to, but excluding, May 15, 2030, at a rate equal to 7.125% per annum of the $1,000 liquidation preference. On and after May 15, 2030, the distribution rate on the ETO Series G Preferred Units will equal a percentage of the $1,000 liquidation preference equal to the five-year U.S. treasury rate plus a spread of 5.306% per annum. The ETO Series G Preferred Units are redeemable at ETO’s option on or after May 15, 2030 at a redemption price of $1,000 per ETO Series G Preferred Unit, plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption.
Subsidiary Equity Transactions
Sunoco LP’s Equity Distribution Program
Sunoco LP is party to an equity distribution agreement for an at-the-market (“ATM”) offering pursuant to which Sunoco LP may sell its common units from time to time. For the years ended December 31, 2020, 2019 and 2018, Sunoco LP issued no units under its ATM program. As of December 31, 2020, $295 million of Sunoco LP common units remained available to be issued under the currently effective equity distribution agreement.
USAC’s Distribution Reinvestment Program
During the year ended December 31, 2020 and 2019, distributions of $1.9 million and $1 million, respectively, were reinvested under the USAC distribution reinvestment program resulting in the issuance of approximately 188,695 and 60,584 USAC common units, respectively.
USAC’s 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’s Class B Units
The USAC Class B Units, all of which are owned by ETO, 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 automatically converted into one USAC common unit on the first business day following the record date attributable to the quarter ending June 30, 2019.
On July 30, 2019, the 6,397,965 USAC Class B units held by the Partnership converted into 6,397,965 common units representing limited partner interests in USAC. These common units participate in distributions declared by USAC.
Parent Company Quarterly Distributions of Available Cash
Our distribution policy is consistent with the terms of our Partnership Agreement, which requires that we distribute all of our available cash quarterly. The Parent Company’s only cash-generating assets currently consist of distributions from its interest in ETO.
Our distributions declared and paid with respect to our common units were as follows:
Quarter EndedRecord DatePayment DateRate
December 31, 2017 (1)
February 8, 2018February 20, 2018$0.3050 
March 31, 2018 (1)
May 7, 2018May 21, 20180.3050 
June 30, 2018August 6, 2018August 20, 20180.3050 
September 30, 2018November 8, 2018November 19, 20180.3050 
December 31, 2018February 8, 2019February 19, 20190.3050 
March 31, 2019May 7, 2019May 20, 20190.3050 
June 30, 2019August 6, 2019August 19, 20190.3050 
September 30, 2019November 5, 2019November 19, 20190.3050 
December 31, 2019February 7, 2020February 19, 20200.3050 
March 31, 2020May 7, 2020May 19, 20200.3050 
June 30, 2020August 7, 2020August 19, 20200.3050 
September 30, 2020November 6, 2020November 19, 20200.1525 
December 31, 2020February 8, 2021February 19, 20210.1525 
(1)Certain common unitholders elected to participate in a plan pursuant to which those unitholders elected to forego their cash distributions on all or a portion of their common units for a period of up to nine quarters commencing with the distribution for the quarter ended March 31, 2016 and, in lieu of receiving cash distributions on these common units for each such quarter, each said unitholder received ET Series A Convertible Preferred Units (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 unit. See additional information below.
Our distributions declared and paid with respect to ET Series A Convertible Preferred Unit were as follows:
Quarter EndedRecord DatePayment DateRate
December 31, 2016February 7, 2017February 21, 2017$0.1100 
March 31, 2017May 10, 2017May 19, 20170.1100 
June 30, 2017August 7, 2017August 21, 20170.1100 
September 30, 2017November 7, 2017November 20, 20170.1100 
December 31, 2017February 8, 2018February 20, 20180.1100 
March 31, 2018May 7, 2018May 21, 20180.1100 
ETO Preferred Unit Distributions
Distributions on the ETO’s Series A, Series B, Series C, Series D, Series E, Series F and Series G preferred units declared and/or paid by ETO were as follows:
Period EndedRecord DatePayment Date
Series A (1)
Series B (1)
Series CSeries DSeries E
Series F (1)
Series G (1)
June 30, 2018August 1, 2018August 15, 2018$31.2500 $33.1250 $0.5634 
*
$— $— $— $— 
September 30, 2018November 1, 2018November 15, 2018— — 0.4609 0.5931 
*
— — — 
December 31, 2018February 1, 2019February 15, 201931.2500 33.1250 0.4609 0.4766 — — — 
March 31, 2019May 1, 2019May 15, 2019— — 0.4609 0.4766 — — — 
June 30, 2019August 1, 2019August 15, 201931.2500 33.1250 0.4609 0.4766 0.5806 
*
— — 
September 30, 2019November 1, 2019November 15, 2019— — 0.4609 0.4766 0.4750 — — 
December 31, 2019February 3, 2020February 18, 202031.2500 33.1250 0.4609 0.4766 0.4750 — — 
March 31, 2020May 1, 2020May 15, 2020— — 0.4609 0.4766 0.4750 21.19 
*
22.36 
*
June 30, 2020August 3, 2020August 17, 202031.2500 33.1250 0.4609 0.4766 0.4750 — — 
September 30, 2020November 2, 2020November 15, 2020— — 0.4609 0.4766 0.4750 33.75 35.625 
December 31, 2020February 1, 2021February 16, 202131.2500 33.1250 0.4609 0.4766 0.4750 — — 
*    Represent prorated initial distributions.
(1)    ETO Series A Preferred Unit, ETO Series B Preferred Unit, ETO Series F Preferred Unit and ETO Series G Preferred Unit distributions are paid on a semi-annual basis.
Sunoco LP Cash Distributions
The following table illustrates the percentage allocations of available cash from operating surplus between Sunoco LP’s common unitholders and the holder of its IDRs based on the specified target distribution levels, after the payment of distributions to Class C unitholders. The amounts set forth under “marginal percentage interest in distributions” are the percentage interests of the IDR holder and the common unitholders in any available cash from operating surplus which Sunoco LP distributes up to and including the corresponding amount in the column “total quarterly distribution per unit target amount.” The percentage interests shown for common unitholders and IDR holder for the minimum quarterly distribution are also applicable to quarterly distribution amounts that are less than the minimum quarterly distribution.
Marginal Percentage Interest in Distributions
Total Quarterly Distribution Target AmountCommon UnitholdersHolder of IDRs
Minimum Quarterly Distribution
 $0.4375100%—%
First Target Distribution
$0.4375 to $0.503125100%—%
Second Target Distribution
$0.503125 to $0.54687585%15%
Third Target Distribution
$0.546875 to $0.65625075%25%
Thereafter
Above $0.65625050%50%
Distributions on Sunoco LP’s units declared and/or paid by Sunoco LP were as follows:
Quarter EndedRecord DatePayment DateRate
December 31, 2017February 6, 2018February 14, 2018$0.8255 
March 31, 2018May 7, 2018May 15, 20180.8255 
June 30, 2018August 7, 2018August 15, 20180.8255 
September 30, 2018November 6, 2018November 14, 20180.8255 
December 31, 2018February 6, 2019February 14, 20190.8255 
March 31, 2019May 7, 2019May 15, 20190.8255 
June 30, 2019August 6, 2019August 14, 20190.8255 
September 30, 2019November 5, 2019November 19, 20190.8255 
December 31, 2019February 7, 2020February 19, 20200.8255 
March 31, 2020May 7, 2020May 19, 20200.8255 
June 30, 2020August 7, 2020August 19, 20200.8255 
September 30, 2020November 6, 2020November 19, 20200.8255 
December 31, 2020February 8, 2021February 19, 20210.8255 
USAC Cash Distributions
Subsequent to the Energy Transfer Merger and USAC Transactions described in Note 1 and Note 3, respectively, ETO owned approximately 39.7 million USAC common units and 6.4 million USAC Class B units. Subsequent to the conversion of the USAC Class B Units to USAC common units on July 30, 2019, ETO owns approximately 46.1 million USAC common units. As of December 31, 2020, USAC had approximately 97.0 million common units outstanding. USAC currently has a non-economic general partner interest and no outstanding IDRs.
Distributions on USAC’s units declared and/or paid by USAC subsequent to the USAC transaction on April 2, 2018 were as follows:
Quarter EndedRecord DatePayment DateRate
March 31, 2018May 1, 2018May 11, 2018$0.5250 
June 30, 2018July 30, 2018August 10, 20180.5250 
September 30, 2018October 29, 2018November 9, 20180.5250 
December 31, 2018January 28, 2019February 8, 20190.5250 
March 31, 2019April 29, 2019May 10, 20190.5250 
June 30, 2019July 29, 2019August 9, 20190.5250 
September 30, 2019October 28, 2019November 8, 20190.5250 
December 31, 2019January 27, 2020February 7, 20200.5250 
March 31, 2020April 27, 2020May 8, 20200.5250 
June 30, 2020July 31, 2020August 10, 20200.5250 
September 30, 2020October 26, 2020November 6, 20200.5250 
December 31, 2020January 25, 2021February 5, 20210.5250 
Accumulated Other Comprehensive Income
The following table presents the components of AOCI, net of tax:
 December 31,
 20202019
Available-for-sale securities
$18 $13 
Foreign currency translation adjustment
7 2 
Actuarial loss related to pensions and other postretirement benefits
(7)(25)
Investments in unconsolidated affiliates, net(14)(1)
Total AOCI, net of tax
4 (11)
Amounts attributable to noncontrolling interests2 — 
Total AOCI included in partners’ capital, net of tax$6 $(11)
The table below sets forth the tax amounts included in the respective components of other comprehensive income:
 December 31,
 20202019
Available-for-sale securities
$(1)$(1)
Foreign currency translation adjustment
8 2 
Actuarial loss relating to pension and other postretirement benefits
3 8 
Total$10 $9