Equity-Based Awards (Tables)

6 Months Ended

Jun. 30, 2017

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 June 30,				For the Six Months Ended June 30,
	2017		2016		2017		2016
Equity-classified awards:
Phantom unit awards	$	23.5	$	19.3	$	46.3	$	38.7
Restricted common unit awards		--		0.7		0.5		2.9
Profits interest awards		1.6		1.6		3.1		2.3
Liability-classified awards		--		0.2		0.2		0.3
Total	$	25.1	$	21.8	$	50.1	$	44.2

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 January 1, 2017		7,767,501		$	27.20
Granted (2)		4,224,680		$	28.86
Vested		(2,355,937	)	$	28.32
Forfeited		(107,145	)	$	27.74
Phantom unit awards at June 30, 2017		9,529,099		$	27.66
(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 2017 was $121.9 million based on a grant date market price of our common units ranging from $26.40 to $28.87 per unit. An estimated annual forfeiture rate of 3.8% 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 Preference Return (2)		Expected Liquidation Date	Estimated Grant Date Fair Value of Profits Interest   Awards (3)	Unrecognized Compensation   Cost (4)
PubCo I	2,723,052 units	$63.7 million	$	0.39	Feb. 2020	$13.2 million	$8.8 million
PubCo II	2,834,198 units	$66.3 million	$	0.39	Feb. 2021	$14.7 million	$10.8 million
PubCo III	105,000 units	$2.5 million	$	0.39	Apr. 2020	$0.6 million	$0.2 million
PrivCo I	1,111,438 units	$26.0 million	$	0.39	Feb. 2021	$5.8 million	$0.9 million
(1)Represents fair market value of the Enterprise common units contributed to each Employee Partnership at the applicable contribution date. (2)Each quarter, the Class A limited partner in each Employee Partnership is paid a cash distribution equal to the product of (i) the number of common units owned by the Employee Partnership and (ii) the Class A Preference Return of $0.39 per unit (subject to equitable adjustment in order to reflect any equity split, equity distribution or dividend, reverse split, combination, reclassification, recapitalization or other similar event affecting such common units). To the extent that the Employee Partnership has cash remaining after making this quarterly payment to the Class A limited partner, the residual cash is distributed to the Class B limited partners on a quarterly basis. (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 June 30, 2017. 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 2.6 years, 3.6 years, 2.8 years and 3.6 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 6.8%	29% to 40%
PubCo II	5.0 years	1.1% to 1.7%	6.1% to 6.8%	27% to 40%
PubCo III	4.0 years	1.0% to 1.4%	6.1% to 6.2%	31% to 40%
PrivCo I	5.0 years	1.2% to 1.6%	6.1% to 6.7%	28% 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 June 30,				For the Six Months Ended June 30,
	2017		2016		2017		2016
Cash payments made in connection with DERs	$	4.0	$	3.3	$	7.2	$	5.3
Total intrinsic value of phantom unit awards that vested during period		3.1		0.8		66.3		37.1

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 January 1, 2017		682,294		$	28.61
Vested		(668,470	)	$	28.56
Forfeited		(1,250	)	$	31.07
Restricted common units at June 30, 2017		12,574		$	30.92
(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 June 30,				For the Six Months Ended June 30,
	2017		2016		2017		2016
Cash distributions paid to restricted common unitholders	$	--	$	0.3	$	0.3	$	1.1
Total intrinsic value of restricted common unit awards that vested during period		0.1		0.5		18.6		27.3