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Partners' Capital and Distributions (Tables) | 6 Months Ended
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Jun. 30, 2012
Partners' Capital and Distributions |
Total cash distributions paid or to be paid |
The following table details the distributions paid during or pertaining to the first half of 2012, net of reductions to the general partner’s incentive distributions (in millions, except per unit amounts):
|  |  |  | Distributions Paid |  | Distributions |
|  |  |  | Common |  | General Partner |  |  |  | per limited |
Date Declared |  | Date Paid or To Be Paid |  | Units |  | Incentive |  | 2% |  | Total |  | partner unit |
July 9, 2012 |  | August 14, 2012 (1) |  | $ | 174 |  | $ | 69 |  | $ | 4 |  | $ | 247 |  | $ | 1.0650 |
April 10, 2012 |  | May 15, 2012 |  | $ | 169 |  | $ | 65 |  | $ | 3 |  | $ | 237 |  | $ | 1.0450 |
January 10, 2012 |  | February 14, 2012 |  | $ | 159 |  | $ | 63 |  | $ | 3 |  | $ | 225 |  | $ | 1.0250 |
(1) Payable to unitholders of record at the close of business on August 3, 2012, for the period April 1, 2012 through June 30, 2012.
Equity offerings of common units |
During the first six months of 2012, we completed an equity offering of our common units that was not associated with our Continuous Offering Program, as shown in the table below (in millions, except unit and per unit data):
|  |  |  |  |  |  |  | General |  |  |  |  |
|  |  |  | Gross |  | Proceeds |  | Partner |  |  |  | Net |
Date |  | Units Issued |  | Unit Price |  | from Sale |  | Contribution |  | Costs |  | Proceeds |
March 2012 (1) |  | 5,750,000 |  | $ | 80.03 |  | $ | 460 |  | $ | 9 |  | $ | (14 | ) | $ | 455 |
(1) This offering of common units was an underwritten transaction that required us to pay a gross spread. The net proceeds from this offering were used to fund a portion of the BP NGL Acquisition, to reduce outstanding borrowings under our credit facilities and for general partnership purposes.
Operational and financial benchmarks for conversion of the Series B subordinated units into Series A subordinated units |
The following table presents the operational and financial benchmarks, as modified, for conversion of the Series B subordinated units into Series A subordinated units for each tranche (units in millions):
|  | Series B Subordinated Units to Convert into Series A Subordinated Units |  | Working Gas Storage Capacity (Bcf) |  | Annualized Distribution Level (1) |
Tranche 1 |  | 2.6 |  | 29.6 |  | $ | 1.71 |
Tranche 2 |  | 2.8 |  | 35.6 |  | $ | 1.71 |
Tranche 3 |  | 2.1 |  | 41.6 |  | $ | 1.71 |
Tranche 4 |  | 3.0 |  | 48.0 |  | $ | 1.71 |
Tranche 5 |  | 3.0 |  | 48.0 |  | $ | 1.80 |
(1) For satisfaction of this benchmark, PNG must, for two consecutive quarters, (i) generate distributable cash flow sufficient to pay a quarterly distribution of at least the annualized distribution benchmark on the weighted average number of common units and Series A subordinated units and all of such Series B subordinated units outstanding during such quarter plus (ii) distribute available cash of at least the annualized distribution benchmark on all outstanding common units and Series A subordinated units and the corresponding distributions on PNG’s general partner’s 2% interest and the related distributions on the incentive distribution rights. See Note 5 to our Consolidated Financial Statements included in Part IV of our 2011 Annual Report on Form 10-K for a complete discussion of our Series B subordinated units.
Schedule of changes in noncontrolling interests in partners' capital |
The following table reflects the changes in the noncontrolling interests in partners’ capital (in millions):
|  | Six Months Ended |
|  | June 30, |
|  | 2012 |  | 2011 |
Beginning balance |  | $ | 524 |  | $ | 231 |
Sale of noncontrolling interests in a subsidiary |  | — |  | 306 |
Net income attributable to noncontrolling interests |  | 15 |  | 10 |
Distributions to noncontrolling interests |  | (24 | ) | (16 | )
Equity compensation expense |  | 1 |  | 2 |
Other comprehensive income/(loss): |  |  |  |  |
Reclassification adjustments |  | (7 | ) | — |
Net deferred gain on cash flow hedges |  | 1 |  | — |
Ending balance |  | $ | 510 |  | $ | 533 |

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