Equity-Based Awards (Tables)

9 Months Ended

Sep. 30, 2016

Equity-based Awards [Abstract]

Equity-based Award Expense

An allocated portion of the fair value of EPCO’s equity-based awards is charged to us under the ASA.  The following table summarizes compensation expense we recognized in connection with equity-based awards for the periods indicated:

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2016		2015		2016		2015
Equity-classified awards:
Phantom unit awards	$	19.9	$	20.3	$	58.6	$	60.2
Restricted common unit awards		0.8		3.1		3.7		13.1
Profits interest awards		1.5		--		3.8		--
Liability-classified awards		0.1		--		0.4		0.2
Total	$	22.3	$	23.4	$	66.5	$	73.5

Other Share-based Compensation Plans

The following table presents phantom unit award activity for the period indicated:

	Number of Units			Weighted- Average Grant Date Fair Value per Unit (1)
Phantom unit awards at December 31, 2015		5,426,949		$	33.63
Granted (2)		4,486,910		$	21.88
Vested		(1,728,388	)	$	33.13
Forfeited		(364,506	)	$	28.71
Phantom unit awards at September 30, 2016		7,820,965		$	27.23
(1)    Determined by dividing the aggregate grant date fair value of awards (before an allowance for forfeitures) by the number of awards issued. (2)    The aggregate grant date fair value of phantom unit awards issued during 2016 was $98.2 million based on grant date market prices of our common units ranging from $21.86 per unit to $27.39 per unit. An estimated annual forfeiture rate of 3.9% was applied to these awards.

The following table summarizes key elements of each Employee Partnership:

Employee Partnership	Enterprise Common Units owned by Employee Partnership	Class A Capital      Base (1)	Class A Partner Preferred Return Rate (2)	Expected Liquidation Date	Estimated Grant Date Fair Value of Profits Interest   Awards (3)	Unrecognized Compensation   Cost (4)
PubCo I	2,723,052 units	$63.5 million	6.6638%	Feb. 2020	$13.2 million	$11.2 million
PubCo II	2,834,198 units	$66.1 million	6.6638%	Feb. 2021	$14.8 million	$12.9 million
PubCo III	105,000 units	$2.5 million	6.5381%	Apr. 2020	$0.5 million	$0.5 million
PrivCo I	1,111,438 units	$25.9 million	6.6638%	Feb. 2021	$5.8 million	$1.1 million
(1)Represents fair market value of the Enterprise common units contributed to each Employee Partnership at the applicable contribution date. (2)For each period and Employee Partnership, the Class A Preference Return amount equals the Class A Capital Base, after adjusting for certain retained cash distributions and other amounts as defined in the underlying agreements, multiplied by the applicable Class A Partner Preferred Return Rate divided by 365 or 366 days, as the case may be during such calendar year, multiplied by the number of days in the applicable period. (3)Represents the total grant date fair value of the profits interest awards irrespective of how such costs will be allocated between us and EPCO and its privately held affiliates. (4)Represents our expected share of the unrecognized compensation cost at September 30, 2016. We expect to recognize our share of the unrecognized compensation cost for PubCo I, PubCo II, PubCo III and PrivCo I over a weighted-average period of 3.4 years, 4.4 years, 3.5 years and 4.4 years, respectively.

The following table summarizes the assumptions we used in applying a Black-Scholes option pricing model to derive that portion of the estimated grant date fair value of the profits interest awards for each Employee Partnership:

	Expected	Risk-Free	Expected	Expected Unit
Employee	Life	Interest	Distribution	Price
Partnership	of Award	Rate	Yield	Volatility
PubCo I	4.0 years	0.9% to 1.1%	6.2% to 6.7%	29% to 40%
PubCo II	5.0 years	1.1% to 1.3%	6.2% to 6.7%	27% to 40%
PubCo III	4.0 years	0.9% to 1.0%	6.2%	29% to 40%
PrivCo I	5.0 years	1.1% to 1.3%	6.2% to 6.7%	27% to 40%

Cash Distributions and Total Intrinsic Value of Phantom Unit Awards

The following table presents supplemental information regarding phantom unit awards for the periods indicated:

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2016		2015		2016		2015
Cash payments made in connection with DERs	$	3.2	$	2.2	$	8.5	$	5.6
Total intrinsic value of phantom unit awards that vested during period		3.0		2.3		40.1		31.0

Restricted Common Unit Awards

The following table presents restricted common unit award activity for the period indicated:

	Number of Units			Weighted- Average Grant Date Fair Value per Unit (1)
Restricted common units at December 31, 2015		1,960,520		$	27.88
Vested		(1,214,178	)	$	27.45
Forfeited		(41,774	)	$	28.46
Restricted common units at September 30, 2016		704,568		$	28.58
(1)    Determined by dividing the aggregate grant date fair value of awards (before an allowance for forfeitures) by the number of awards issued.

Cash Distributions and Total Intrinsic Value of Restricted Common Unit Awards

The following table presents supplemental information regarding restricted common unit awards for the periods indicated:

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2016		2015		2016		2015
Cash distributions paid to restricted common unitholders	$	0.3	$	0.8	$	1.4	$	3.2
Total intrinsic value of restricted common unit awards that vested during period		0.7		1.5		28.0		66.9

Supplemental Information Regarding Unit Option Awards

The following table presents supplemental information regarding unit option awards during the periods indicated:

	For the Three Months Ended September 30, 2015		For the Nine Months Ended September 30, 2015
Total intrinsic value of unit option awards exercised during period	$	0.2	$	19.8
Cash received from EPCO in connection with the exercise of unit option awards		0.2		11.5
Unit option award-related cash reimbursements to EPCO		0.2		19.8