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Equity | 9 Months Ended
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Sep. 30, 2021
Equity [Abstract] |
Equity | EQUITY ET Common Units The change in ET common units during the nine months ended September 30, 2021 was as follows:
| Number of Units
Number of common units at December 31, 2020 | 2,702.4 |
Common units issued in connection with the distribution reinvestment plan | 2.7 |
Common units vested under equity incentive plans and other | 0.7 |
Number of common units at September 30, 2021 | 2,705.8 |
ET Repurchase Program During the nine months ended September 30, 2021, ET did not repurchase any ET common units under its current buyback program. As of September 30, 2021, $911 million remained available to repurchase under the current program. ET Distribution Reinvestment Program During the nine months ended September 30, 2021, distributions of $24 million were reinvested under the distribution reinvestment program. As of September 30, 2021, a total of 18 million ET common units remained available to be issued under the existing registration statement in connection with the distribution reinvestment program. Cash Distributions on ET Common Units Distributions declared and/or paid with respect to ET common units subsequent to December 31, 2020 were as follows:
Quarter Ended |  | Record Date |  | Payment Date |  | Rate
December 31, 2020 |  | February 8, 2021 |  | February 19, 2021 |  | $ | 0.1525 |
March 31, 2021 |  | May 11, 2021 |  | May 19, 2021 |  | 0.1525 |
June 30, 2021 |  | August 6, 2021 |  | August 19, 2021 |  | 0.1525 |
September 30, 2021 |  | November 5, 2021 |  | November 19, 2021 |  | 0.1525 |
The Partnership’s distribution on its common units with respect to the quarter ended March 31, 2020 was declared on March 31, 2020 and accrued as of that date. For the three months ended March 31, 2020, the consolidated statement of equity reflected distributions to common unitholders for two quarters. For the three months ended June 30, 2020, the amount reflected for distributions to common unitholders in the consolidated statements of equity reflected only the reinvestment of distributions paid in May 2020. ET Preferred Units Conversion of ETO Preferred Units to ET Preferred Units In connection with the Rollup Mergers on April 1, 2021, as discussed in Note 1, all of ETO’s previously outstanding preferred units were converted to ET Preferred Units with identical distribution and redemption rights, as described under “Description of ET Preferred Units” below. As of and prior to March 31, 2021, the ET Preferred Units were reflected as noncontrolling interests on the Partnership’s consolidated financial statements. Beginning April 1, 2021, the ET Preferred Units are reflected as limited partner interests in the Partnership’s consolidated financial statements. As of September 30, 2021, ET’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, 32,000,000 Series E Preferred Units, 500,000 Series F Preferred Units, 1,100,000 Series G Preferred Units and 900,000 Series H Preferred Units. The following table summarizes changes in the ET Preferred Units:
| Preferred Unitholders |  |
| Series A |  | Series B |  | Series C |  | Series D |  | Series E |  | Series F |  | Series G |  | Series H |  | Total
Balance, March 31, 2021 | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |
Preferred units conversion | 943 |  |  | 547 |  |  | 440 |  |  | 434 |  |  | 786 |  |  | 504 |  |  | 1,114 |  |  | — |  |  | 4,768 |
Units issued for cash | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 889 |  |  | 889 |
Distributions to partners | — |  |  | — |  |  | (8) |  |  | (9) |  |  | (15) |  |  | (17) |  |  | (39) |  |  | — |  |  | (88) |
Other, net | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (1) |  |  | (1) |
Net income | 15 |  |  | 9 |  |  | 8 |  |  | 9 |  |  | 15 |  |  | 8 |  |  | 20 |  |  | 2 |  |  | 86 |
Balance, June 30, 2021 | 958 |  |  | 556 |  |  | 440 |  |  | 434 |  |  | 786 |  |  | 495 |  |  | 1,095 |  |  | 890 |  |  | 5,654 |
Distributions to partners | (30) |  |  | (18) |  |  | (8) |  |  | (9) |  |  | (15) |  |  | — |  |  | — |  |  | — |  |  | (80) |
Other, net | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (2) |  |  | (2) |
Net income | 15 |  |  | 9 |  |  | 8 |  |  | 9 |  |  | 15 |  |  | 8 |  |  | 20 |  |  | 15 |  |  | 99 |
Balance, September 30, 2021 | $ | 943 |  |  | $ | 547 |  |  | $ | 440 |  |  | $ | 434 |  |  | $ | 786 |  |  | $ | 503 |  |  | $ | 1,115 |  |  | $ | 903 |  |  | $ | 5,671 |
Cash Distributions on ET Preferred Units Distributions declared on the ET Preferred Units were as follows:
Period Ended |  | Record Date |  | Payment Date |  | Series A (1) |  | Series B (1) |  | Series C |  | Series D |  | Series E |  | Series F (1) |  | Series G (1) |  | Series H (1) |
March 31, 2021 |  | May 3, 2021 |  | May 17, 2021 |  | $ | — |  |  | $ | — |  |  | $ | 0.4609 |  |  | $ | 0.4766 |  |  | $ | 0.4750 |  |  | $ | 33.75 |  |  | $ | 35.625 |  |  | $ | — |  |
June 30, 2021 |  | August 2, 2021 |  | August 16, 2021 |  | 31.25 |  |  | 33.125 |  |  | 0.4609 |  |  | 0.4766 |  |  | 0.4750 |  |  | — |  |  | — |  |  | — |  |
September 30, 2021 |  | November 1, 2021 |  | November 15, 2021 |  | — |  |  | — |  |  | 0.4609 |  |  | 0.4766 |  |  | 0.4750 |  |  | 33.75 |  |  | 35.625 |  |  | 27.08 | (2)
(1)Series A, Series B, Series F, Series G and Series H distributions are paid on a semi-annual basis. (2)Represents initial prorated distribution. Description of ET Preferred Units Following is a summary of the distribution and redemption rights associated with the ET Preferred Units: •Series A Preferred Units. Distributions on the Series A Preferred Units will accrue and be cumulative 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 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. Distributions on the Series A Preferred Units will be payable semi-annually in arrears on the 15th day of February and August of each year. The Series A Preferred Units are redeemable at ET’s option on or after February 15, 2023 at a redemption price of $1,000 per Series A Preferred Unit, plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption. •Series B Preferred Units. Distributions on the Series B Preferred Units will accrue and be cumulative 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 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. Distributions on the Series B Preferred Units will be payable semi-annually in arrears on the 15th day of February and August of each year. The Series B Preferred Units are redeemable at ET’s option on or after February 15, 2028 at a redemption price of $1,000 per Series B Preferred Unit, plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption. •Series C Preferred Units. Distributions on the Series C Preferred Units will accrue and be cumulative 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 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. Distributions on the Series C Preferred Units will be payable quarterly in arrears on the 15th day of February, May, August and November of each year. The Series C Preferred Units are redeemable at ET’s option on or after May 15, 2023 at a redemption price of $25 per Series C Preferred Unit, plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption. •Series D Preferred Units. Distributions on the Series D Preferred Units will accrue and be cumulative 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 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. Distributions on the Series D Preferred Units will be payable quarterly in arrears on the 15th day of February, May, August and November of each year. The Series D Preferred Units are redeemable at ET’s option on or after August 15, 2023 at a redemption price of $25 per Series D Preferred Unit, plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption. •Series E Preferred Units. Distributions on the Series E Preferred Units will accrue and be cumulative 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 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. Distributions on the Series E Preferred Units will be payable quarterly in arrears on the 15th day of February, May, August and November of each year. The Series E Preferred Units are redeemable at ET’s option on or after May 15, 2024 at a redemption price of $25 per Series E Preferred Unit, plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption. •Series F Preferred Units. Distributions on the Series F Preferred Units will accrue and be cumulative 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 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. Distributions on the Series F Preferred Units will be payable semi-annually in arrears on the 15th day of May and November of each year. The Series F Preferred Units are redeemable at ET’s option on or after May 15, 2025 at a redemption price of $1,000 per Series F Preferred Unit, plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption. •Series G Preferred Units. Distributions on the Series G Preferred Units will accrue and be cumulative 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 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. Distributions on the Series G Preferred Units will be payable semi-annually in arrears on the 15th day of May and November of each year. The Series G Preferred Units are redeemable at ET’s option on or after May 15, 2030 at a redemption price of $1,000 per Series G Preferred Unit, plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption. •Series H Preferred Units. On June 15, 2021, the Partnership issued 900,000 Series H Preferred Units at a price to the public of $1,000 per unit. Distributions on the Series H Preferred Units will accrue and be cumulative to, but excluding, November 15, 2026, at a rate equal to 6.500% per annum of the $1,000 liquidation preference. On and after November 15, 2026 and each fifth anniversary thereafter, the distribution rate on the Series H Preferred Units will reset to be a percentage of the $1,000 liquidation preference equal to the five-year U.S. treasury rate plus a spread of 5.694% per annum. Distributions on the Series H Preferred Units will be payable semi-annually in arrears on the 15th day of May and November of each year. The Series H Preferred Units are redeemable at ET’s option during the three-month period prior to, and including, each distribution reset date at a redemption price of $1,000 per Series H Preferred Unit, plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption. Noncontrolling Interests The Partnership’s consolidated financial statements include Sunoco LP and USAC, both of which are publicly traded master limited partnerships, as well as other less-than-wholly-owned, consolidated joint ventures. The following sections describe cash distributions made by our publicly traded subsidiaries, Sunoco LP and USAC, both of which are required by their respective partnership agreements to distribute all cash on hand (less appropriate reserves determined by the boards of directors of their respective general partners) subsequent to the end of each quarter. Sunoco LP Cash Distributions Distributions on Sunoco LP’s units declared and/or paid by Sunoco LP subsequent to December 31, 2020 were as follows:
Quarter Ended |  | Record Date |  | Payment Date |  | Rate
December 31, 2020 |  | February 8, 2021 |  | February 19, 2021 |  | $ | 0.8255 |
March 31, 2021 |  | May 11, 2021 |  | May 19, 2021 |  | 0.8255 |
June 30, 2021 |  | August 6, 2021 |  | August 19, 2021 |  | 0.8255 |
September 30, 2021 |  | November 5, 2021 |  | November 19, 2021 |  | 0.8255 |
USAC Cash Distributions Distributions on USAC’s units declared and/or paid by USAC subsequent to December 31, 2020 were as follows:
Quarter Ended |  | Record Date |  | Payment Date |  | Rate
December 31, 2020 |  | January 25, 2021 |  | February 5, 2021 |  | $ | 0.525 |
March 31, 2021 |  | April 26, 2021 |  | May 7, 2021 |  | 0.525 |
June 30, 2021 |  | July 26, 2021 |  | August 6, 2021 |  | 0.525 |
September 30, 2021 |  | October 25, 2021 |  | November 5, 2021 |  | 0.525 |
Accumulated Other Comprehensive Income (Loss) The following table presents the components of AOCI, net of tax:
| September 30, 2021 |  | December 31, 2020
Available-for-sale securities | $ | 23 |  |  | $ | 18 |
Foreign currency translation adjustment | 12 |  |  | 7 |
Actuarial loss related to pensions and other postretirement benefits | (1) |  |  | (7) |
Investments in unconsolidated affiliates, net | (13) |  |  | (14) |
Total AOCI, net of tax | 21 |  |  | 4 |
Amounts attributable to noncontrolling interest | (2) |  |  | 2 |
Total AOCI included in partners’ capital, net of tax | $ | 19 |  |  | $ | 6 |

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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://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -URI http://asc.fasb.org/topic&trid=2208762 + Details
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