Annual report pursuant to Section 13 and 15(d)

Sale of Common Units

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Sale of Common Units
12 Months Ended
Dec. 31, 2017
Sale of Common Units  
Sale of Common Units

(9)  Sale of Common Units

 

During the third quarter of 2016, the Partnership entered into an Equity Distribution Agreement (the “Distribution Agreement”), pursuant to which the Partnership may sell, from time to time through brokers acting as its sales agents, common units representing distribution limited partner interest having an aggregate offering price of up to $250 million. The program is registered with the Securities and Exchange Commission (the “SEC”) on an effective registration statement on Form S-3. Sales of the common units may be made by means of ordinary brokers’ transactions on the New York Stock Exchange, at market prices, in block transactions, or as otherwise agreed to between the Partnership and the sales agents. Proceeds are expected to be used for general partnership purposes, which may include repayment of indebtedness and funding working capital or capital expenditures. The Partnership is under no obligation to offer and sell common units under the Distribution Agreement.

 

During the year ended December 31, 2017, the Partnership issued and sold 777,262 common units under the Distribution Agreement, resulting in net proceeds of $25.5 million, net of $0.6 million of compensation payable to the sales agents made during the period and $0.4 million of other offering costs. As of December 31, 2017, additional common units under the Distribution Agreement up to an aggregate sales price of $157.3 million were available for issuance.

 

In conjunction with the Joint Venture, on February 10, 2017 we issued 6,900,000 common units, including common units issued pursuant to the underwriters’ option to purchase additional common units, resulting in net proceeds of approximately $223 million (the “Offering”). We used the proceeds from the Offering to repay outstanding borrowings under our Credit Facility incurred to fund the investment in the Joint Venture, and for general partnership purposes.