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This agreement was approved by our board of directors and executed on October 21 , 2015 .
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The first was paid in December 2015 , the second was paid in March 2016 and the third was paid in June 2016 .
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The remaining installment will be paid on or before October 1 , 2016 .
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On October 2 , 2014 , Flo & Eddie Inc. filed a class action suit against Pandora Media Inc. in the federal district court for the Central District of California .
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The complaint alleges misappropriation and conversion in connection with the public performance of sound recordings recorded prior to February 15 , 1972 .
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On December 19 , 2014 , Pandora filed a motion to strike the complaint pursuant to California ’ s Anti - Strategic Lawsuit Against Public Participation ( “ Anti - SLAPP ” ) statute .
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On September 14 , 2015 , Arthur and Barbara Sheridan , et al filed a class action suit against Pandora Media , Inc. in the federal district court for the Northern District of California .
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The complaint alleges common law misappropriation , unfair competition , conversion , unjust enrichment and violation of California rights of publicity arising from allegations that we owe royalties for the public performance of sound recordings recorded prior to February 15 , 1972 .
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On October 28 , 2015 , the Court granted the parties ’ stipulation to stay the district court action pending the Ninth Circuit ’ s review of Pandora ’ s appeal in Flo & Eddie et al .
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13 Table of Contents Pandora Media , Inc. Notes to Condensed Consolidated Financial Statements - Continued ( unaudited ) On September 16 , 2015 , Arthur and Barbara Sheridan , et al filed a second class action suit against Pandora Media , Inc. in the federal district court for the Southern District of New York .
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The complaint alleges common law copyright infringement , violation of New York right of publicity , unfair competition and unjust enrichment arising from allegations that we owe royalties for the public performance of sound recordings recorded prior to February 15 , 1972 .
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On October 28 , 2015 the Court granted the parties ’ stipulation to stay the district court action pending the Second Circuit ’ s review of Sirius XM ’ s appeal in the Flo & Eddie et al .
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On October 17 , 2015 , Arthur and Barbara Sheridan , et al filed a third class action suit against us in the federal district court for the Northern District of Illinois ( “ Third Class Action Suit ” ) .
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The complaint alleges common law copyright infringement , violation of the Illinois Uniform Deceptive Trade Practices Act , conversion , and unjust enrichment arising from allegations that we owe royalties for the public performance of sound recordings recorded prior to February 15 , 1972 .
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On December 29 , 2015 , Pandora filed a motion to dismiss and motion to stay the case pending the Second Circuit ’ s decision .
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On October 19 , 2015 , Arthur and Barbara Sheridan , et al filed a fourth class action suit against us in the federal district court for the District of New Jersey ( “ Fourth Class Action Suit ” ) .
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The complaint alleges common law copyright infringement , unfair competition and unjust enrichment arising from allegations that we owe royalties for the public performance of sound recordings recorded prior to February 15 , 1972 .
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On December 29 , 2015 , Pandora filed a motion to dismiss and motion to stay the case pending the Second Circuit ’ s decision .
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On March 16 , 2016 , the district court granted the motion to stay .
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Goodwill and Intangible Assets During the six months ended June 30 , 2016 , we completed a business combination that was not material to our condensed consolidated financial statements .
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During the three months ended June 30 , 2016 , we made an adjustment to goodwill and deferred tax liabilities as a result of the impact of final pre - acquisition Ticketfly income tax returns filed .
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The changes in the carrying amount of goodwill for the six months ended June 30 , 2016 , are as follows : 14 Table of Contents Pandora Media , Inc. Notes to Condensed Consolidated Financial Statements - Continued ( unaudited ) The following summarizes information regarding the gross carrying amounts and accumulated amortization of intangible assets .
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Amortization expense of intangible assets was $ 0.2 million and $ 5.1 million for the three months ended June 30 , 2015 and 2016 .
{'AmortizationOfIntangibleAssets': ['0.2', '5.1']}
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Amortization expense of intangible assets was $ 0.4 million and $ 10.3 million for the six months ended June 30 , 2015 and 2016 .
{'AmortizationOfIntangibleAssets': ['0.4', '10.3']}
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The following is a schedule of future amortization expense related to finite - lived intangible assets as of June 30 , 2016 .
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Debt Instruments Long - term debt , net consisted of the following : 15 Table of Contents Pandora Media , Inc. Notes to Condensed Consolidated Financial Statements - Continued ( unaudited ) Convertible Debt Offering On December 9 , 2015 , we completed an unregistered Rule 144A offering for the issuance of $ 345.0 million aggregate principal amount of our 1.75 % Convertible Senior Notes due 2020 ( the “ Notes ” ) .
{'DebtInstrumentFaceAmount': ['345.0'], 'DebtInstrumentInterestRateStatedPercentage': ['1.75']}
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The Notes are unsecured , senior obligations of Pandora , and interest is payable semi - annually at a rate of 1.75 % per annum .
{'DebtInstrumentInterestRateStatedPercentage': ['1.75']}
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The Notes will mature on December 1 , 2020 , unless earlier repurchased or redeemed by Pandora or converted in accordance with their terms prior to such date .
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Prior to July 1 , 2020 , the Notes are convertible at the option of holders only upon the occurrence of specified events or during certain periods as further described below; thereafter , until the second scheduled trading day prior to maturity , the Notes will be convertible at the option of holders at any time .
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The conversion rate for the Notes is initially 60.9050 shares of common stock per $ 1,000 principal amount of the Notes , which is equivalent to an initial conversion price of approximately $ 16.42 per share of our common stock , and is subject to adjustment in certain circumstances .
{'DebtInstrumentConvertibleConversionPrice1': ['16.42']}
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We will not have the right to redeem the Notes prior to December 5 , 2018 .
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Any optional redemption of the Notes will be at a redemption price equal to 100 % of the principal amount of the Notes to be redeemed , plus accrued and unpaid interest to , but excluding , the redemption date .
{'DebtInstrumentRedemptionPricePercentage': ['100']}
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The maximum number of shares of common stock the Notes are convertible into is approximately 27.3 million , and is subject to adjustment under certain circumstances .
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Upon the occurrence of a make - whole fundamental change or if we call all or any portion of the Notes for redemption prior to July 1 , 2020 , we will , in certain circumstances , increase the conversion rate by a number of additional shares for a holder that elects to convert its Notes in connection with such make - whole fundamental change or during the related redemption period .
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The debt discount is being amortized using the effective interest method over the period from the date of issuance through the December 1 , 2020 maturity date .
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The initial debt component of the Notes was valued at $ 233.5 million , based on the contractual cash flows discounted at an appropriate market rate for non - convertible debt at the date of issuance .
{'DebtInstrumentFairValue': ['233.5']}
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The total estimated fair value of the Notes as of June 30 , 2016 was $ 345.1 million .
{'DebtInstrumentFairValue': ['345.1']}
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The closing price of our common stock was $ 12.45 on June 30 , 2016 , which was less than the initial conversion price for the Notes of approximately $ 16.42 per share .
{'SharePrice': ['12.45'], 'DebtInstrumentConvertibleConversionPrice1': ['16.42']}
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As such , the if - converted value of the Notes was less than the principal amount of $ 345.0 million .
{'DebtInstrumentFaceAmount': ['345.0']}
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Credit Facility We are party to a $ 120.0 million credit facility with a syndicate of financial institutions , which expires on September 12 , 2018 .
{'LineOfCreditFacilityMaximumBorrowingCapacity': ['120.0']}
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As of June 30 , 2016 , we had no borrowings outstanding , $ 1.2 million in letters of credit outstanding and $ 118.8 million of available borrowing capacity under the credit facility .
{'LettersOfCreditOutstandingAmount': ['1.2'], 'LineOfCreditFacilityCurrentBorrowingCapacity': ['118.8']}
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We are in compliance with all financial covenants associated with the credit facility as of June 30 , 2016 .
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17 Table of Contents Pandora Media , Inc. Notes to Condensed Consolidated Financial Statements - Continued ( unaudited ) 8 .
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The following assumptions for the Black - Scholes option pricing model were used to determine the per - share fair value of shares to be granted under the ESPP : During the three months ended June 30 , 2015 and 2016 , we withheld $ 1.7 million and $ 2.2 million in contributions from employees and recognized $ 0.6 million and $ 0.7 million of stock - based compensation expense related to the ESPP , respectively .
{'AllocatedShareBasedCompensationExpense': ['0.6', '0.7']}
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During the six months ended June 30 , 2015 and 2016 , we withheld $ 3.3 million and $ 3.8 million in contributions from employees and recognized $ 1.2 million and $ 1.4 million of stock - based compensation expense related to the ESPP , respectively .
{'AllocatedShareBasedCompensationExpense': ['1.2', '1.4']}
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There were no shares of common stock issued under the ESPP in the three months ended June 30 , 2015 and 2016 .
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Employee Stock - Based Awards Our 2011 Equity Incentive Plan ( the “ 2011 Plan ” ) provides for the issuance of stock options , restricted stock units and other stock - based awards to our employees .
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The 2011 Plan is administered by the compensation committee of our board of directors .
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During the three months ended June 30 , 2015 and 2016 , we recorded stock - based compensation expense from stock options of approximately $ 2.4 million and $ 2.3 million .
{'AllocatedShareBasedCompensationExpense': ['2.4', '2.3']}
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During the six months ended June 30 , 2015 and 2016 , we recorded stock - based compensation expense from stock options of approximately $ 5.2 million and $ 9.2 million .
{'AllocatedShareBasedCompensationExpense': ['5.2', '9.2']}
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There were no options granted in the three and six months ended June 30 , 2015 and 2016 .
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RSUs typically have an initial annual cliff vest and then vest quarterly thereafter over the service period , which is generally four years .
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During the three 18 Table of Contents Pandora Media , Inc. Notes to Condensed Consolidated Financial Statements - Continued ( unaudited ) months ended June 30 , 2015 and 2016 , we recorded stock - based compensation expense from RSUs of approximately $ 24.1 million and $ 28.1 million .
{'AllocatedShareBasedCompensationExpense': ['24.1', '28.1']}
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During the six months ended June 30 , 2015 and 2016 , we recorded stock - based compensation expense from RSUs of approximately $ 43.7 million and $ 59.1 million .
{'AllocatedShareBasedCompensationExpense': ['43.7', '59.1']}
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MSUs In March 2015 , the compensation committee of the board of directors granted performance awards consisting of market stock units to certain key executives under our 2011 Plan .
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MSUs granted in March 2015 are earned as a function of Pandora ’ s total stock return ( " TSR " ) measured against that of the Russell 2000 Index across three performance periods : • One - third of the target MSUs are eligible to be earned for a performance period that is the first calendar year of the MSU grant ( the “ One - Year Performance Period ” ) ; • One - third of the target MSUs are eligible to be earned for a performance period that is the first two calendar years of the MSU grant ( the “ Two - Year Performance Period ” ) ; and • Any remaining portion of the total potential MSUs are eligible to be earned for a performance period that is the entire three calendar years of the MSU grant ( the “ Three - Year Performance Period ” ) .
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For each performance period , a “ performance multiplier ” is calculated by comparing Pandora ’ s TSR for the period to the Russell 2000 Index TSR for the same period , using the average adjusted closing stock price of Pandora stock , and the Russell 2000 Index , for ninety calendar days prior to the beginning of the performance period and the last ninety calendar days of the performance period .
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In each period , the target number of shares will vest if the Pandora TSR is equal to the Russell 2000 Index TSR .
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For each percentage point that the Pandora TSR falls below the Russell 2000 Index TSR for the period , the performance multiplier is decreased by three percentage points .
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The performance multiplier is capped at 100 % for the One - Year and Two - Year Performance Periods .
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However , the full award is eligible for a payout up to 200 % of target , less any shares earned in prior periods , in the Three - Year Performance Period .
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Specifically , for each percentage point that the Pandora TSR exceeds the Russell 2000 Index TSR for the Three - Year Performance Period , the performance multiplier is increased by 2 % .
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We recognize stock - based compensation for the MSUs over the requisite service period , which is approximately three years , using the accelerated attribution method .
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During the six months ended June 30 , 2015 we granted 776,000 MSUs at a total grant - date fair value of $ 4.3 million .
{'ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod': ['776,000']}
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There were no MSUs granted in the three or six months ended June 30 , 2016 .
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During the three months ended June 30 , 2015 and 2016 , we recorded stock - based compensation expense from MSUs of approximately $ 0.5 million and $ 0.2 million .
{'AllocatedShareBasedCompensationExpense': ['0.5', '0.2']}
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During the six months ended June 30 , 2015 and 2016 , we recorded stock - based compensation expense from MSUs of approximately $ 0.6 million and $ 0.4 million .
{'AllocatedShareBasedCompensationExpense': ['0.6', '0.4']}
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In February 2016 , the compensation committee of the board of directors certified the results of the One - Year Performance Period of the 2015 MSU grant , which concluded December 31 , 2015 .
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During the One - Year Performance Period , our relative TSR declined 26 percentage points relative to the Russell 2000 Index TSR for the period , which resulted in the vesting of the One - Year Performance Period at 22 % of the one - third vesting opportunity for the period .
{'SharebasedCompensationArrangementBySharebasedPaymentAwardAwardVestingRightsPercentage': ['22']}
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PSUs In April 2016 , the compensation committee of the board of directors granted 2016 Performance Awards consisting of stock - settled performance - based RSUs to certain key executives under our 2011 Plan .
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PSUs granted in April 2016 have a vesting period that includes a four year service period , during which one fourth of the awards will vest after one year and the remainder will vest quarterly thereafter .
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The PSUs are earned when our trailing average ninety - day stock price is equal to or greater than $ 20.00 .
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If the trailing average ninety - day stock price does not equal or exceed $ 20.00 on the applicable vesting date , then the portion of the award that was scheduled to vest on such vesting date shall not 19 Table of Contents Pandora Media , Inc. Notes to Condensed Consolidated Financial Statements - Continued ( unaudited ) vest but shall vest on the next vesting date on which the trailing average ninety - day stock price equals or exceeds $ 20.00 .
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We have determined the grant - date fair value of the PSUs granted in April 2016 using a Monte Carlo simulation performed by a third - party valuation firm .
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We recognize stock - based compensation for the PSUs over the requisite service period , which is approximately four years , using the accelerated attribution method .
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During the three and six months ended June 30 , 2016 we granted 1,725,000 PSUs at a total grant - date fair value of $ 8.7 million .
{'ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod': ['1,725,000']}
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There were no PSUs granted in the three or six months ended June 30 , 2015 .
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During the three and six months ended June 30 , 2016 , we recorded stock - based compensation expense from PSUs of approximately $ 1.1 million .
{'AllocatedShareBasedCompensationExpense': ['1.1']}
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There was no stock - based compensation expense from PSUs in the three or six months ended June 30 , 2015 .
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Stock - based Compensation Expense Stock - based compensation expense related to all employee and non - employee stock - based awards was as follows : In the six months ended June 30 , 2016 , we recorded stock - based compensation expense of $ 6.8 million related to accelerated awards in connection with executive severance .
{'AllocatedShareBasedCompensationExpense': ['6.8']}
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Basic and diluted net loss per share were the same for the three and six months ended June 30 , 2015 and 2016 , as the inclusion of all potential common shares outstanding would have been anti - dilutive .
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20 Table of Contents Pandora Media , Inc. Notes to Condensed Consolidated Financial Statements - Continued ( unaudited ) The following table sets forth the computation of historical basic and diluted net loss per share : The following potential common shares outstanding were excluded from the computation of diluted net loss per share because including them would have been anti - dilutive : On December 9 , 2015 , we completed an offering of our 1.75 % convertible senior notes due 2020 .
{'DebtInstrumentInterestRateStatedPercentage': ['1.75']}
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Under the treasury stock method , the Notes will generally have a dilutive impact on earnings per share if our average stock price for the period exceeds approximately $ 16.42 per share of our common stock , the conversion price of the Notes .
{'DebtInstrumentConvertibleConversionPrice1': ['16.42']}
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For the period from the issuance of the offering of the Notes through June 30 , 2016 , the conversion feature of the Notes was anti - dilutive .
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21 Table of Contents Item 2 .
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7 MARTIN MIDSTREAM PARTNERS L.P.NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS ( Dollars in thousands , except where otherwise indicated ) June 30 , 2016 ( Unaudited ) ( 1 ) General Martin Midstream Partners L.P. ( the " Partnership " ) is a publicly traded limited partnership with a diverse set of operations focused primarily in the United States ( " U.S. " ) Gulf Coast region .
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Its four primary business lines include : natural gas services , including liquids transportation and distribution services and natural gas storage ; terminalling and storage services for petroleum products and by - products including the refining of naphthenic crude oil , blending and packaging of finished lubricants ; sulfur and sulfur - based products processing , manufacturing , marketing and distribution ; and marine transportation services for petroleum products and by - products .
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The Partnership ’ s unaudited consolidated and condensed financial statements have been prepared in accordance with the requirements of Form 10-Q and United States Generally Accepted Accounting Principles ( " U.S. GAAP " ) for interim financial reporting .
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Accordingly , these financial statements have been condensed and do not include all of the information and footnotes required by U.S. GAAP for annual audited financial statements of the type contained in the Partnership ’ s annual reports on Form 10-K .
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These financial statements should be read in conjunction with the Partnership ’ s audited consolidated financial statements and notes thereto included in the Partnership ’ s annual report on Form 10-K for the year ended December 31 , 2015 , filed with the Securities and Exchange Commission ( the " SEC " ) on February 29 , 2016 , as amended by Amendment No .
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1 on Form 10-K / A for the year ended December 31 , 2015 filed on March 30 , 2016 .
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During the 2nd quarter of 2016 , the Partnership agreed to commence a relocation of one of its docks at the Partnership 's Corpus Christi crude terminal location due to the construction of a new bridge near the facility .
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The Partnership expects to record a gain from this involuntary conversion that will be recorded when the relocation is completed , which is expected to be no later than the 3rd quarter of 2017 .
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( 2 ) New Accounting Pronouncements In February 2016 , the Financial Accounting Standards Board ( " FASB " ) issued Accounting Standards Update ( " ASU " ) 2016 - 02 , Leases .
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ASU 2016 - 02 is effective for annual reporting periods beginning after December 15 , 2018 , including interim periods within that reporting period .
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The Partnership is evaluating the effect that ASU 2016 - 02 will have on its consolidated and condensed financial statements and related disclosures .
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In July 2015 , the FASB issued ASU No .
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2015 - 11 , Inventory ( Topic 330 ) : Simplifying the Measurement of Inventory , which applies only to inventory for which cost is determined by methods other than last - in , first - out and the retail inventory method .
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The new standard will be effective on January 1 , 2017 .
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The Partnership is evaluating the effect that ASU 2015 - 11 will have on its consolidated and condensed financial statements and related disclosures .
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