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Partners' Capital, Mezzanine Capital and Distributions | 3 Months Ended
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Mar. 31, 2019
Equity [Abstract] |
Partners' Capital, Mezzanine Capital and Distributions | Partners’ Capital, Mezzanine Capital and Distributions At March 31, 2019, our outstanding common units consisted of 122,539,221 Class A units and 39,997 Class B units. Distributions We paid or will pay the following distributions to our common unitholders in 2018 and 2019:
Distribution For |  | Date Paid |  | Per Unit Amount |  | Total Amount |
2018 |  |  |  |  |  |  |
1 st Quarter |  | May 15, 2018 |  | $ | 0.5200 |  |  | $ | 63,741 |  |
2 nd Quarter |  | August 14, 2018 |  | $ | 0.5300 |  |  | $ | 64,967 |  |
3 rd Quarter |  | November 14, 2018 |  | $ | 0.5400 |  |  | $ | 66,193 |  |
4 th Quarter |  | February 14, 2019 |  | $ | 0.5500 |  |  | $ | 67,419 |  |
2019 |  |  |  |  |  |  |
1 st Quarter |  | May 15, 2019 | (1) | $ | 0.5500 |  |  | $ | 67,419 |  |
(1) This distribution was declared on April 10, 2019 and will be paid to unitholders of record as of May 1, 2019. Class A Convertible Preferred Units On September 1, 2017, we sold $750 million of our Class A Convertible Preferred units (our "preferred units") in a private placement, comprised of 22,249,494 units for a cash purchase price per unit of $33.71 (subject to certain adjustments, the “Issue Price”) to two initial purchasers. Our general partner executed an amendment to our partnership agreement in connection therewith, which, among other things, authorized and established the rights and preferences of our preferred units. Our preferred units are a new class of security that ranks senior to all of our currently outstanding classes or series of limited partner interests with respect to distribution and/or liquidation rights. Holders of our preferred units vote on an as-converted basis with holders of our common units and have certain class voting rights, including with respect to any amendment to the partnership agreement that would adversely affect the rights, preferences or privileges, or otherwise modify the terms, of those preferred units. Accounting for the Class A Convertible Preferred Units Our preferred units are considered redeemable securities under GAAP due to the existence of redemption provisions upon a deemed liquidation event that is outside our control. Therefore, we present them as temporary equity in the mezzanine section of the Consolidated Balance Sheet. Because our preferred units are not currently redeemable and we do not have plans or expect any events that constitute a change of control in our partnership agreement, we present our preferred units at their initial carrying amount. However, we would be required to adjust that carrying amount if it becomes probable that we would be required to redeem our preferred units. Initial and Subsequent Measurement We initially recognized our preferred units at their issuance date fair value, net of issuance costs. We will not be required to adjust the carrying amount of our preferred units until it becomes probable that they would become redeemable. Once redemption becomes probable, we would adjust the carrying amount of our preferred units to the redemption value over a period of time comprising the date the feature first becomes probable and the date the units can first be redeemed. Preferred unit distributions are recognized on the date in which they are declared. Paid-in-kind ("PIK") distributions were declared and issued as follows:
Distribution For | Date Issued |  | Number of Units |  | Total Amount
2018 |  |  |  |  |
1 st Quarter | May 15, 2018 |  | 500,976 |  |  | $ | 16,888 |
2 nd Quarter | August 14, 2018 |  | 511,934 |  |  | $ | 17,527 |
3 rd Quarter | November 14, 2018 |  | 523,132 |  |  | $ | 17,635 |
4 th Quarter | February 14, 2019 |  | 534,576 |  |  | $ | 18,021 |
2019 |  |  |  |  |
1 st Quarter | May 15, 2019 |  | 364,180 |  |  | $ | 12,277 |
Net Income Attributable to Genesis Energy, L.P. is reduced by preferred unit distributions that accumulated during the period. During 2019, net loss attributable to common unitholders was reduced by $18.4 million as a result of distributions that accumulated during the period. During this period, we declared a PIK of the portion of the quarterly distribution attributable to the first two months of the 2019 Quarter (as defined below), resulting in the issuance of 364,180 preferred units. For the portion of the quarterly distribution attributable to the final month of the 2019 Quarter, we will pay a cash distribution of $0.2458 for each preferred unit. This total quarterly distribution to the preferred unitholders equates to a quarterly distribution of $0.7374 per preferred unit (or $2.9496 on an annualized basis). These distributions will be payable on May 15, 2019 to preferred unitholders of record at the close of business on May 1, 2019. The following table shows the change in our mezzanine and preferred units balances from December 31, 2018 to March 31, 2019:
| Class A Convertible Preferred Units
| Units | $
Balance as of December 31, 2018 | 24,438,022 |  | $ | 761,466 |
Distributions paid-in-kind | 534,576 |  | 18,021 |
Allocation of Distributions paid in-kind to Preferred Distribution Rate Reset Election (Note 16) | — |  | (979 | )
Balance as of March 31, 2019 | $ | 24,972,598 |  | $ | 778,508 |

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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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