Acquisition of Xxxxxx Street Marine LLC Sample Clauses

Acquisition of Xxxxxx Street Marine LLC. The Partnership retrospectively adjusted the financial results for all periods to include HSM as required for transactions amongst entities under common control. The following table presents the Partnership’s previously reported Consolidated Statement of Income for the years ended December 31, 2015, 2014 and 2013 retrospectively adjusted for the acquisition of HSM: 2015 (In millions, except per unit data) MPLX LP (Previously Reported) HSM MPLX LP (Currently Reported) Revenues and other income: Service revenue $ 130 $ — $ 130 Service revenue - related parties 465 128 593 Rental income 20 — 20 Rental income - related parties 16 85 101 Product sales 36 — 36 Product sales - related parties 1 — 1 Other income 8 1 9 Other income - related parties 27 44 71 Total revenues and other income 703 258 961 Costs and expenses: Cost of revenues (excludes items below) 167 58 225 Purchased product costs 20 — 20 Rental cost of sales 5 — 5 Purchases - related parties 102 64 166 Depreciation and amortization 89 27 116 General and administrative expenses 104 14 118 Other taxes 10 3 13 Total costs and expenses 497 166 663 Income from operations 206 92 298 Interest expense (net of amounts capitalized of $5 million) 35 — 35 Other financial costs 13 — 13 Income before income taxes 158 92 250 Provision for income taxes 1 — 1 Net income 157 92 249 Less: Net income attributable to noncontrolling interests 1 — 1 Net income attributable to Predecessor — 92 92 Net income attributable to MPLX LP 156 — 156 Less: General partner’s interest in net income attributable to MPLX LP 57 — 57 Limited partners’ interest in net income attributable to MPLX LP $ 99 $ — $ 99 2014 (In millions, except per unit data) MPLX LP (Previously Reported) HSM MPLX LP (Currently Reported) Revenues and other income: Service revenue $ 69 $ 1 $ 70 Service revenue - related parties 436 226 662 Rental income - related parties 15 — 15 Other income 5 1 6 Other income - related parties 23 17 40 Total revenues and other income 548 245 793 Costs and expenses: Cost of revenues (excludes items below) 144 84 228 Rental cost of sales 1 — 1 Purchases - related parties 98 55 153 Depreciation and amortization 50 25 75 General and administrative expenses 65 16 81 Other taxes 7 3 10 Total costs and expenses 365 183 548 Income from operations 183 62 245 Other financial costs 1 — 1 Income before income taxes 178 62 240 Provision for income taxes — 1 1 Net income 178 61 239 Less: Net income attributable to noncontrolling interests 57 — ...
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Acquisition of Xxxxxx Street Marine LLC. On March 14, 2016, the Partnership entered into a Membership Interests Contribution Agreement (the “Contribution Agreement”) with the General Partner, MPLX Logistics and MPC Investment, each a wholly-owned subsidiary of MPC, related to the acquisition of HSM, MPC’s inland marine business, from MPC. Pursuant to the Contribution Agreement, the transaction was valued at $600 million, consisting of a fixed number of common units and general partner units of 22,534,002 and 459,878, respectively. The general partner units maintain MPC’s two percent general partner interest in the Partnership. The acquisition closed on March 31, 2016 and the fair value of the common units and general partner units issued was $669 million and $14 million, respectively, as recorded on the Consolidated Statements of Equity. MPC agreed to waive distributions in the first quarter of 2016 on MPLX LP common units issued in connection with this transaction. MPC did not receive general partner distributions or incentive distribution rights that would have otherwise accrued on such MPLX LP common units with respect to the first quarter distributions. The value of these waived distributions was $15 million. The inland marine business, comprised of 18 tow boats and 205 barges which transport light products, heavy oils, crude oil, renewable fuels, chemicals and feedstocks in the Midwest and U.S. Gulf Coast regions, accounted for nearly 60 percent of the total volumes MPC shipped by inland marine vessels as of March 31, 2016. The Partnership accounts for HSM as a reporting unit of the L&S segment. The acquisition from MPC was a transfer between entities under common control. As an entity under common control with MPC, the Partnership recorded the assets acquired from MPC on its consolidated Balance Sheets at MPC’s historical basis instead of fair value. Transfers of businesses between entities under common control require prior periods to be retrospectively adjusted to furnish comparative information. Accordingly, the Partnership has retrospectively adjusted the historical financial results for all periods to include HSM.

Related to Acquisition of Xxxxxx Street Marine LLC

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  • Limited Liability Company Agreement The Member hereby states that except as otherwise provided by the Act or the Certificate of Formation, the Company shall be operated subject to the terms and conditions of this Agreement.

  • Amendment of Limited Liability Company Agreement (a) Except as otherwise provided in this Section 8.1, this Agreement may be amended, in whole or in part, with: (i) the approval of the Board (including the vote of a majority of the Independent Directors, if required by the 0000 Xxx) without the Members approval; and (ii) if required by the 1940 Act, the approval of the Members by such vote as is required by the 0000 Xxx.

  • Xxxxx Fargo Name The Sub-Adviser and the Trust each agree that the name "Xxxxx Fargo," which comprises a component of the Trust's name, is a property right of the parent of the Adviser. The Trust agrees and consents that: (i) it will use the words "Xxxxx Fargo" as a component of its corporate name, the name of any series or class, or all of the above, and for no other purpose; (ii) it will not grant to any third party the right to use the name "Xxxxx Fargo" for any purpose; (iii) the Adviser or any corporate affiliate of the Adviser may use or grant to others the right to use the words "Xxxxx Fargo," or any combination or abbreviation thereof, as all or a portion of a corporate or business name or for any commercial purpose, other than a grant of such right to another registered investment company not advised by the Adviser or one of its affiliates; and (iv) in the event that the Adviser or an affiliate thereof is no longer acting as investment adviser to any Fund or class of a Fund, the Trust shall, upon request by the Adviser, promptly take such action as may be necessary to change its corporate name to one not containing the words "Xxxxx Fargo" and following such change, shall not use the words "Xxxxx Fargo," or any combination thereof, as a part of its corporate name or for any other commercial purpose, and shall use its best efforts to cause its trustees, officers and shareholders to take any and all actions that the Adviser may request to effect the foregoing and to reconvey to the Adviser any and all rights to such words.

  • Print Name of Buyer By: ---------------------------------------- Name: Title: IF AN ADVISOR: Print Name of Buyer Date: ------------------------------------- EXHIBIT K [TEXT OF AMENDMENT TO POOLING AND SERVICING AGREEMENT PURSUANT TO SECTION 11.01(E) FOR A LIMITED GUARANTY]

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  • SEC Filings and the Xxxxxxxx-Xxxxx Act (a) The Company has filed with or furnished to the SEC, and made available to Parent, all reports, schedules, forms, statements, prospectuses, registration statements and other documents required to be filed or furnished by the Company since January 1, 2008 (collectively, together with any exhibits and schedules thereto and other information incorporated therein, the “Company SEC Documents”).

  • Print Name By: ------------------------------------------ Signature Title: --------------------------------------- (required for any purchaser that is a corporation, partnership, trust or other entity) EXHIBIT C AMYLIN PHARMACEUTICALS, INC. CERTIFICATE OF SUBSEQUENT SALE ChaseMellon Shareholder Services RE: Sale of Shares of Common Stock of Amylin Pharmaceuticals, Inc. (the "Company") pursuant to the Company's Prospectus dated _______________, 2000 (the "Prospectus") Dear Sir/Madam: The undersigned hereby certifies, in connection with the sale of shares of Common Stock of the Company included in the table of Selling Shareholders in the Prospectus, that the undersigned has sold the Shares pursuant to the Prospectus and in a manner described under the caption "Plan of Distribution" in the Prospectus and that such sale complies with all applicable securities laws, including, without limitation, the Prospectus delivery requirements of the Securities Act of 1933, as amended. Selling Shareholder (the beneficial owner): ----------------------------- Record Holder (e.g., if held in name of nominee): ----------------------- Restricted Stock Certificate No.(s): ------------------------------------ Number of Shares Sold: -------------------------------------------------- Date of Sale: ----------------------------------------------------------- In the event that you receive a stock certificate(s) representing more shares of Common Stock than have been sold by the undersigned, then you should return to the undersigned a newly issued certificate for such excess shares in the name of the Record Holder and BEARING A RESTRICTIVE LEGEND. Further, you should place a stop transfer on your records with regard to such certificate. Very truly yours, By: ------------------------------------- Print Name: ----------------------------- Title: ---------------------------------- Dated: -------------------

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