| Net Income Per Limited Partner and General Partner Interest |
NET INCOME PER LIMITED PARTNER AND GENERAL PARTNER INTEREST We allocate our net income among our general partner and limited partners using the two-class method in accordance with applicable authoritative accounting guidance. Under the two-class method, we allocate our net income, to our limited partners, our general partner and holder of the IDRs in accordance with the terms of our partnership agreement. We also allocate any earnings in excess of distributions to our limited partners, our general partner and the holder of the IDRs in accordance with the terms of our partnership agreement based on their respective proportionate ownership interests in us, after taking into account distributions to be paid with respect to the IDRs, as set forth in our partnership agreement. | | | | | | | | Distribution Targets | | Portion of Quarterly Distribution Per Unit | | Percentage Distributed to Limited Partners | | Percentage Distributed to General Partner (including IDRs) (1) | Minimum Quarterly Distribution | | Up to $0.2875 | | 98% | | 2% | First Target Distribution | | > $0.2875 to $0.330625 | | 98% | | 2% | Second Target Distribution | | > $0.330625 to $0.359375 | | 85% | | 15% | Third Target Distribution | | > $0.359375to $0.431250 | | 75% | | 25% | Over Third Target Distribution | | In excess of $0.431250 | | 50% | | 50% |
(1) Assumes our general partner maintains a 2% general partner interest in us.
We determined basic and diluted net income (loss) per limited partner unit as as set forth in the following tables: | | | | | | | | | | | | | | | | | | | | | | | | For the Year Ended December 31, 2015 | | | Common
Units | | Subordinated
Units | | Class A
Units | | General
Partner
Units | | Total | | | (in thousands, except per unit amounts) | | | Net income attributable to general and limited partner interests in USD Partners LP (1) | | $ | 8,605 |
| | $ | 8,581 |
| | $ | 153 |
| | $ | 354 |
| | $ | 17,693 |
| Less: Distributable earnings (2) | | 12,682 |
| | 12,452 |
| | 212 |
| | 518 |
| | 25,864 |
| Distributions in excess of earnings | | $ | (4,077 | ) | | $ | (3,871 | ) | | $ | (59 | ) | | $ | (164 | ) | | $ | (8,171 | ) | Weighted average units outstanding (3) | | 10,427 |
| | 10,464 |
| | 201 |
| | 431 |
| | | Distributable earnings per unit (4) | | $ | 1.22 |
| | $ | 1.19 |
| | $ | 1.05 |
| | | | | Overdistributed earnings per unit (5) | | (0.39 | ) | | (0.37 | ) | | (0.29 | ) | | | | | Net income per limited partner unit (basic and diluted) | | $ | 0.83 |
| | $ | 0.82 |
| | $ | 0.76 |
| | | | |
| | (1) | Represents earnings allocated to each class of units based on the percentage ownership in the Partnership. Calculation of the percentage ownership for net income per limited partner unit uses the actual units outstanding. |
| | (2) | Represents the distributions paid of $0.2875 per unit with respect to the three months ended March 31, 2015, $0.29 per unit with respect to the three months ended June 30, 2015, $0.2925 per unit with respect to the three months ended September 30, 2015, and distributions payable of $0.30 per unit with respect to the three months ended December 31, 2015, representing the full year-distribution amount of $1.17 per unit. Amounts presented for each class of units include a proportionate amount of the $434 thousand attributable to holders of the Phantom Units pursuant to the distribution equivalent rights granted under the USD Partners LP 2014 Long-Term Incentive Plan. |
| | (3) | Represents the weighted average units outstanding during the year. |
| | (4) | Represents the total distributable earnings divided by the weighted average number of units outstanding for the year. |
| | (5) | Represents the distributions in excess of earnings divided by the weighted average number of units outstanding for the year. |
| | | | | | | | | | | | | | | | | | | | | | | | For the Year Ended December 31, 2014 | | | Common
Units | | Subordinated
Units | | Class A
Units | | General
Partner
Units | | Total | | | (in thousands, except per unit amounts) | Predecessor net loss allocation to general and limited partner interests (1) | | $ | (668 | ) | | $ | (6,394 | ) | | $ | — |
| | $ | (144 | ) | | $ | (7,206 | ) | Net loss attributable to general and limited partner interests (1) | | (228 | ) | | (234 | ) | | — |
| | (10 | ) | | (472 | ) | Less: Distributable earnings (2) | | 3,499 |
| | 12,033 |
| | 61 |
| | 318 |
| | 15,911 |
| Distributions in excess of earnings | | $ | (4,395 | ) | | $ | (18,661 | ) | | $ | (61 | ) | | $ | (472 | ) | | $ | (23,589 | ) | Weighted average units outstanding (3) | | 3,042 |
| | 10,464 |
| | 53 |
| | 427 |
| | | Distributable earnings per unit (4) | | $ | 1.15 |
| | $ | 1.15 |
| | $ | 1.14 |
| | | | | Overdistributed earnings per unit (5) | | (1.44 | ) | | (1.78 | ) | | (1.14 | ) | | | | | Net loss per limited partner unit (basic and diluted) | | $ | (0.29 | ) | | $ | (0.63 | ) | | $ | — |
| | | | |
| | (1) | Represents earnings allocated to each class of units on a retrospective basis using the percentage ownership in the Partnership as if the units issued to our general partner and USDG in connection with the IPO were outstanding for the year ended December 31, 2014 and common units issued to the public and Class A units issued to certain members of management were outstanding from October 15, 2014, the closing date of our IPO, to December 31, 2014. |
| | (2) | Represents the total distributions that would have been payable for the year ended December 31, 2014 assuming the minimum quarterly distribution amount of $0.2875 per unit, or $1.15 per unit on an annualized basis, was distributed for each of the four distribution payments that would have been made on a retrospective basis if the units issued to our general partner and USDG were outstanding for the entire year and common units issued to the public and Class A units issued to certain members of management were outstanding from October 15, 2014, the closing date of our IPO, to December 31, 2014. |
| | (3) | Represents the weighted average units outstanding computed on a retrospective basis as if the units issued to our general partner and USDG in connection with the IPO were outstanding for the entire year and common units issued to the public and Class A units issued to certain members of management were outstanding from October 15, 2014, the closing date of our IPO, to December 31, 2014. |
| | (4) | Represents the total distributable earnings divided by the weighted average number of units outstanding for the year. |
| | (5) | Represents the distributions in excess of earnings divided by the weighted average number of units outstanding for the year. |
| | | | | | | | | | | | | | | | | | | | | | | | For the Year Ended December 31, 2013 | | | Common
Units | | Subordinated
Units | | Class A
Units | | General
Partner
Units | | Total | | | (in thousands, except per unit amounts) | Net income attributable to general and limited partner interests (1) | | $ | 594 |
| | $ | 5,680 |
| | $ | — |
| | $ | 128 |
| | 6,402 |
| Less: Income from discontinued operations attributable to general and limited partner interests (1) | | 765 |
| | 7,314 |
| | — |
| | 164 |
| | 8,243 |
| Loss from continuing operations attributable to general and limited partner interests (1) | | (171 | ) | | (1,634 | ) | | — |
| | (36 | ) | | (1,841 | ) | Less: Distributable earnings (2) | | 1,258 |
| | 12,033 |
| | — |
| | 271 |
| | 13,562 |
| Distributions in excess of earnings | | $ | (1,429 | ) | | $ | (13,667 | ) | | $ | — |
| | $ | (307 | ) | | $ | (15,403 | ) | Weighted average units outstanding (3) | | 1,094 |
| | 10,464 |
| | — |
| | 427 |
| | | Distributable earnings per unit (4) | | $ | 1.15 |
| | $ | 1.15 |
| | $ | — |
| | | | | Overdistributed earnings per unit (5) | | (1.31 | ) | | (1.31 | ) | | — |
| | | | | Net loss per limited partner unit from continuing operations (basic and diluted) | | $ | (0.16 | ) | | $ | (0.16 | ) | | $ | — |
| | | | | Net income per limited partner unit from discontinued operations (basic and diluted) (6) | | 0.70 |
| | 0.70 |
| | — |
| | | | | Net income per limited partner unit (basic and diluted) | | $ | 0.54 |
| | $ | 0.54 |
| | $ | — |
| | | | |
| | (1) | Represents earnings allocated to each class of units on a retrospective basis using the percentage ownership in the Partnership as if the units issued to our general partner and USDG in connection with the IPO were outstanding for the year ended December 31, 2013 and common units issued to the public and Class A units issued to certain members of management were not outstanding during the year ended December 31, 2013. |
| | (2) | Represents the total distributions that would have been payable for the year ended December 31, 2013 assuming the minimum quarterly distribution amount of $0.2875 per unit, or $1.15 per unit on an annualized basis, was distributed for each of the four distribution payments that would have been made on a retrospective basis if the units issued to our general partner and USDG were outstanding for the year ended December 31, 2013 and common units issued to the public and Class A units issued to certain members of management were not outstanding during the year ended December 31, 2013. |
| | (3) | Represents the weighted average units outstanding computed on a retrospective basis as if the units issued to our general partner and USDG in connection with the IPO were outstanding for the entire year. |
| | (4) | Represents the total distributable earnings divided by the weighted average number of units outstanding for the year. |
| | (5) | Represents the distributions in excess of earnings divided by the weighted average number of units outstanding for the year. |
| | (6) | Represents income from discontinued operations divided by the weighted average number of units outstanding for the year. |
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