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Equity
 12 Months Ended
Dec. 31, 2022
Equity [Abstract]  
Equity Equity
We had 9,257,305 common limited partner units held by the public outstanding as of December 31, 2022. Additionally, as of December 31, 2022, Delek Holdings owned an 78.8% limited partner interest in us, consisting of 34,311,278 common limited partner units.
On November 14, 2022, we entered into an Equity Distribution Agreement with RBC Capital Markets, LLC (the “Manager”) under which we may issue and sell, from time to time, to or through the Manager, as sales agent and/or principal, as applicable, common units representing limited partner interests, having an aggregate offering price of up to $100.0 million. The Equity Distribution Agreement provides us the right, but not the obligation, to sell common units in the future, at prices we deem appropriate. The net proceeds from any sales under this agreement will be used for general partnership purposes. For the year ended December 31, 2022, we sold 59,192 common units under the Equity Distribution Agreement for net proceeds of $3.1 million. Underwriting discounts were immaterial.
On April 14, 2022, we filed a shelf registration statement with the SEC, which was declared effective on April 29, 2022, which provides the Partnership the ability to offer up to $200.0 million of our common limited partner units from time to time and through one or more methods of distribution, subject to market conditions and our capital needs.
On December 22, 2021, Delek Holdings issued a press release regarding a program to sell up to 434,590 common limited partner units representing limited partner interests in the Partnership. We did not sell any securities under this program and we did not receive any proceeds from the sale of the securities by Delek Holdings.
Effective August 13, 2020, the Partnership closed on the IDR Restructuring Transaction, and contemporaneous with this transaction, Delek Holdings purchased a 5.2% ownership interest in our general partner from certain affiliates, who were also members of our general partner's
management and board of directors, at fair market value. Delek Holdings now owns 100% of the outstanding ownership interest in our general partner. As part of this transaction, we expensed approximately $1.1 million of transaction costs.
In August 2020, we filed a shelf registration statement with the U.S. Securities and Exchange Commission, which subsequently became effective, for the proposed re-sale or other disposition from time to time by Delek Holdings of up to 14.0 million of our common limited partner units. As of December 31, 2022, we did not sell any securities under this shelf registration statement and we will not receive any proceeds from the sale of securities by Delek Holdings.
Equity Activity
The table below summarizes the changes in the number of units outstanding from December 31, 2020 through December 31, 2022.
Common - PublicCommon - Delek HoldingsGeneral PartnerTotal
Balance at December 31, 20199,131,579 15,294,046 498,482 24,924,107 
General partner units issued to maintain 2% interest
— — 102,196 102,196 
Unit-based compensation awards (1)
17,711 — — 17,711 
Midland Gathering Assets Acquisition equity issuance— 5,000,000 — 5,000,000 
Delek Holdings unit purchases from public(451,822)451,822 — — 
General Partner units converted to non-economic general partner interest— — (600,678)(600,678)
Common limited partner units issued in IDR Restructuring Transaction— 14,000,000 — 14,000,000 
Balance at December 31, 20208,697,468 34,745,868 — 43,443,336 
Delek Holdings resale of units49,068 (49,068)— — 
Unit-based compensation awards (1)
27,517 — — 27,517 
Balance at December 31, 20218,774,053 34,696,800 — 43,470,853 
Delek Holdings resale of units385,522 (385,522)— — 
Unit-based compensation awards (1)
38,538 — — 38,538 
Issuance of units pursuant to the Equity Distribution Agreement59,192 — — 59,192 
Balance at December 31, 20229,257,305 34,311,278 — 43,568,583 
(1) Unit-based compensation awards are presented net of 12,224, 5,315 and 926 units withheld for taxes as of December 31, 2022, 2021 and 2020, respectively.
Issuance of Additional Securities
Our Partnership Agreement authorizes us to issue an unlimited number of additional partnership securities for the consideration and on the terms and conditions determined by our general partner without the approval of the unitholders. Costs associated with the issuance of securities are allocated to all unitholders' capital accounts based on their ownership interest at the time of issuance.
Allocations of Net Income
Our Partnership Agreement contains provisions for the allocation of net income and loss to the unitholders. For purposes of maintaining partner capital accounts, the Partnership Agreement specifies that items of income and loss shall be allocated among the partners in accordance with their respective percentage interest. Prior to August 13, 2020, normal allocations were made according to percentage interests after giving effect to priority income allocations in an amount equal to incentive cash distributions allocated 100% to our general partner. Effective August 13, 2020, the IDRs were eliminated and the 2% general partner economic interest was converted to a non-economic general partner interest that no longer receives cash distributions. The following table presents the allocation of the general partner's interest in net income (in thousands, except percentage of ownership interest):
Year Ended December 31,
202220212020
Net income attributable to partners
$159,052 $164,822 $159,256 
     Less: General partner's IDRs
— — (17,632)
Net income available to partners
$159,052 $164,822 $141,624 
General partner's ownership interest
— %— %2.0 %
     General partner's allocated interest in net income
— — 1,092 
     General partner's IDRs
— — 17,632 
          Total general partner's interest in net income
$— $— $18,724 
Incentive Distribution Rights
Effective August 13, 2020, the Partnership closed on the IDR Restructuring Transaction and the general partner no longer receives any cash distributions. Prior to August 13, 2020, our general partner was entitled to 2.0% of all quarterly distributions that we make prior to our liquidation. Our general partner had the right, but not the obligation, to contribute up to a proportionate amount of capital to us to maintain its current general partner interest. Our general partner held IDRs that entitled it to receive increasing percentages, up to a maximum of 48.0%, of the cash we distributed from operating surplus (as defined in our Partnership Agreement) in excess of $0.43125 per unit per quarter. The maximum distribution was 48.0% and did not include any distributions that our general partner or its affiliates may have received on common or general partner units that it owns. As of August 12, 2020, the IDRs held by our general partner were entitled to receive the maximum distribution.
Pursuant to Amendment No. 2 to the Prior Partnership Agreement, prior to the IDR Restructuring Transaction, an agreement was reached for a waiver of distributions in respect of the IDRs associated with the 5.0 million Additional Units for at least two years, through at least the distribution for the quarter ending March 31, 2022 (the "IDR Waiver"). The IDR Waiver essentially reduced the distribution made to the holders of the IDRs during this period, as the holders would not receive a share of the distribution made on the GP Additional Units. Subsequently, the IDRs were eliminated in the IDR Restructuring Transaction on August 13, 2020.
Cash Distributions
Our Partnership Agreement sets forth the calculation to be used to determine the amount and priority of available cash distributions that our limited partner unitholders and general partner will receive. Our distributions earned with respect to a given period are declared subsequent to quarter end. The table below summarizes the quarterly distributions related to our quarterly financial results:
Quarter EndedTotal Quarterly Distribution Per Limited Partner UnitTotal Cash Distribution (in thousands) Date of DistributionUnitholders Record Date
December 31, 2020$0.910 $39,533 February 9, 2021February 2, 2021
March 31, 2021$0.920 $39,968 May 14, 2021May 10, 2021
June 30, 2021$0.940 $40,846 August 11, 2021August 5, 2021
September 30, 2021$0.950 $41,286 November 10, 2021November 5, 2021
December 31, 2021$0.975 $42,384 February 8, 2022February 1, 2022
March 31, 2022$0.980 $42,604 May 12, 2022May 5, 2022
June 30, 2022$0.985 $42,832 August 11, 2022August 4, 2022
September 30, 2022$0.990 $43,057 November 10, 2022November 4, 2022
December 31, 2022$1.020 $44,440 February 9, 2023February 2, 2023
The allocations of total quarterly cash distributions made to general and limited partners for the years ended December 31, 2022, 2021 and 2020 are set forth in the table below. Distributions earned with respect to a given period are declared subsequent to quarter end. Therefore, the table below presents total cash distributions applicable to the period in which the distributions are earned (in thousands, except per unit amounts):
Year Ended December 31,
202220212020
General partner's distributions:
General partner's distributions$— $— $986 
General partner's IDRs— — 17,632 
Total general partner's distributions — — 18,618 
Limited partners' distributions:
Common limited partners' distributions172,933 164,484 127,070 
Total cash distributions$172,933 $164,484 $145,688 
Cash distributions per limited partner unit$3.975 $3.785 $3.605