What is the main change introduced by Amendment No. 2 to the Partnership Agreement?

The main change is that quarterly distributions of Available Cash to the General Partner and Incentive Distribution Rights holders will be calculated without taking into account any Available Cash distributed to Class A Units, provided those Class A Units are held by a wholly owned subsidiary of MPLX LP.

How does this amendment affect the distributions I might receive as a unit holder?

If you hold Class A Units directly, this amendment's direct impact on your distributions is minimal, as it primarily affects how distributions are calculated for the General Partner and Incentive Distribution Rights holders. However, it could indirectly influence the overall cash flow dynamics and the incentive distribution structure of the partnership, which could have downstream effects.

Who is primarily impacted by this distribution calculation change?

The General Partner of MPLX LP and the holders of its Incentive Distribution Rights are the parties whose calculated share of quarterly distributions will be directly affected by this amendment. It also impacts any wholly owned subsidiary holding Class A Units.

MPLX/MPLXP 8-K: Corporate Changes

Q: Why would MPLX LP make this change to its distribution calculation?

While the filing doesn't explicitly state the reason, this change suggests MPLX LP may be looking to manage cash flow differently. By excluding distributions to subsidiary-held Class A Units from the calculation for incentive distributions, the company might be aiming to retain more cash within the subsidiary structure or influence the timing of incentive payouts.

Summary

This 8-K filing by MPLX LP (MPLX) on January 29, 2016, details an amendment to its Partnership Agreement, effective January 28, 2016. The primary change concerns the calculation of quarterly distributions of Available Cash to the General Partner and holders of Incentive Distribution Rights. Specifically, these distributions will now be calculated without considering Available Cash that is distributed to Class A Units, as long as those Class A Units are held by a wholly owned subsidiary of MPLX LP. This amendment is significant for investors as it alters the distribution waterfall, potentially impacting the timing and amount of cash flows distributed to different unit holders. The exclusion of Available Cash distributed to subsidiary-held Class A Units from the calculation for General Partner and Incentive Distribution Rights suggests an effort to manage or redirect cash flow, possibly to retain capital within the subsidiary or for other strategic purposes related to those units before it would have otherwise been allocated to incentive distributions.

Key Highlights

1MPLX LP's General Partner executed Amendment No. 2 to the Partnership Agreement, effective January 28, 2016.
2The amendment modifies the calculation of quarterly distributions of 'Available Cash'.
3Distributions to the General Partner and holders of Incentive Distribution Rights will exclude Available Cash distributed to Class A Units.
4This exclusion applies only when the outstanding Class A Units are held by a wholly owned subsidiary of MPLX LP.
5The change affects Article VI of the Partnership Agreement.
6This filing is primarily an administrative update regarding governance and distribution policy.
7Exhibit 3.1 contains the full text of Amendment No. 2 to the Partnership Agreement.

MPLX LP 8-K Report, Bylaw Amendment (Jan 29, 2016)

Summary

Key Highlights

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