XML 88 R17.htm IDEA: XBRL DOCUMENT
v2.4.0.8

Partners' Capital and Distributions | 12 Months Ended
--- | ---
Dec. 31, 2013
Partners' Capital Notes [Abstract] |
Partners' Capital And Distributions | 11. Partners’ Capital and Distributions At December 31, 2013, our outstanding equity consisted of 88,650,988 Class A common units, 39,997 Class B common units and 1,738,233 waiver units. The Class A units are traditional common units in us. The Class B units are identical to the Class A units and, accordingly, have voting and distribution rights equivalent to those of the Class A units, and, in addition, the Class B units have the right to elect all of our board of directors and are convertible into Class A units under certain circumstances, subject to certain exceptions. The waiver units are non-voting securities entitled to a minimal preferential quarterly distribution. At issuance, our waiver units were comprised of four classes (designated Class 1, Class 2, Class 3 and Class 4) of 1,738,000 units each. The waiver units in each class were/are convertible into Class A common units at a 1:1 conversion rate in the calendar quarter during which each of our common units receives a specified minimum quarterly distribution and our distribution coverage ratio (after giving effect to the then convertible waiver units) would be at least 1.1 times. The minimum distribution per common unit required for conversion was $0.49 for our Class 3 waiver units and is $0.52 for our Class 4 waiver units. Our Class 1 and Class 2 waiver units converted into common units in 2012. On May 15, 2013, our Class 3 waiver units became convertible as we paid a distribution of $0.4975 per common unit and satisfied the conversion coverage ratio requirement. All Class 3 waiver units were converted into common units by June 30, 2013. At December 31, 2013, we had 1,738,233 Class 4 waiver units outstanding, which will convert into common units when we satisfy the conversion coverage ratio requirement and pay a minimum distribution of $0.52 per common unit. Distributions Generally, we will distribute 100% of our available cash (as defined by our partnership agreement) within 45 days after the end of each quarter to unitholders of record. Available cash consists generally of all of our cash receipts less cash disbursements adjusted for net changes to reserves. We paid distributions in 2014, 2013 and 2012 as follows:
Distribution For | Date Paid |  | Per Unit Amount |  | Total Amount
2011 |  |  |  |  |
4th Quarter | February 14, 2012 |  | $ | 0.4400 |  |  | $ | 31,677 |
2012 |  |  |  |  |
1st Quarter | May 15, 2012 |  | $ | 0.4500 |  |  | $ | 35,768 |
2nd Quarter | August 14, 2012 |  | $ | 0.4600 |  |  | $ | 36,563 |
3rd Quarter | November 14, 2012 |  | $ | 0.4725 |  |  | $ | 38,375 |
4th Quarter | February 14, 2013 |  | $ | 0.4850 |  |  | $ | 39,390 |
2013 |  |  |  |  |
1st Quarter | May 15, 2013 |  | $ | 0.4975 |  |  | $ | 40,405 |
2nd Quarter | August 14, 2013 |  | $ | 0.5100 |  |  | $ | 42,302 |
3rd Quarter | November 14, 2013 |  | $ | 0.5225 |  |  | $ | 46,344 |
4th Quarter | February 14, 2014 |  | $ | 0.5350 |  |  | $ | 47,453 |
Equity Issuances and Contributions Our partnership agreement authorizes our general partner to cause us to issue additional limited partner interests and other equity securities, the proceeds from which could be used to provide additional funds for acquisitions or other needs. In September 2013, we issued 5,750,000 Class A common units in a public offering at a price of $47.51 per unit. We received proceeds, net of underwriting discounts and offering costs, of approximately $263.6 million from that offering. We used the net proceeds for general partnership purposes, including the repayment of outstanding borrowings under our revolving credit facility. In March 2012, we issued 5,750,000 Class A common units in a public offering at a price of $30.80 per unit. We received proceeds, net of underwriting discounts and offering costs, of $169.4 million from the offering. The net proceeds were used for general corporate purposes, including the repayment of borrowings under our credit facility. In July 2011, we issued 7,350,000 common units in a public offering. We received proceeds, net of underwriting discounts and offering costs, of $185 million from the offering. The proceeds were used to fund our acquisition of the black oil barge transportation business of FMT (see Note 3) and other corporate purposes, including the repayment of borrowings outstanding under our credit facility. The new common units issued in 2013, 2012 and 2011 to the public for cash were as follows:
Period | Purchaser of Common Units | Units |  | Gross Unit Price |  | Issuance Value |  | Costs |  | Net Proceeds
September 2013 | Public | 5,750 |  |  | $ | 47.51 |  |  | $ | 273,183 |  |  | $ | (9,609 | ) |  | $ | 263,574 |
March 2012 | Public | 5,750 |  |  | $ | 30.80 |  |  | $ | 177,100 |  |  | $ | (7,679 | ) |  | $ | 169,421 |
July 2011 | Public | 7,350 |  |  | $ | 26.30 |  |  | $ | 193,305 |  |  | $ | (8,336 | ) |  | $ | 184,969 |

X
- Details
Name: | us-gaap_PartnersCapitalNotesAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- 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 272 -SubTopic 10 -Section 50 -Paragraph 3 -Subparagraph (b) -URI http://asc.fasb.org/extlink&oid=6373374&loc=d3e70478-108055 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 272 -SubTopic 10 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=6373374&loc=d3e70434-108055 Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section S99 -Paragraph 5 -Subparagraph (SAB TOPIC 4.F) -URI http://asc.fasb.org/extlink&oid=27012166&loc=d3e187171-122770 + Details
Name: | us-gaap_PartnersCapitalNotesDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration