-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Rl2AfCS+QKOP8yrqAIqfUXQGCEETYaBBJUUtk8yc8pOSpvJPA6Rg+vlh6cT2FXvr 2LqzVJYBDUD5ykT/h1Zlhw== 0001005210-03-000020.txt : 20030424 0001005210-03-000020.hdr.sgml : 20030424 20030424083308 ACCESSION NUMBER: 0001005210-03-000020 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030424 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030424 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SUBURBAN PROPANE PARTNERS LP CENTRAL INDEX KEY: 0001005210 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS RETAIL [5900] IRS NUMBER: 223410353 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14222 FILM NUMBER: 03661104 BUSINESS ADDRESS: STREET 1: P O BOX 206 STREET 2: 240 ROUTE 10 WEST CITY: WIPPANY STATE: NJ ZIP: 07981 BUSINESS PHONE: 9738875300 MAIL ADDRESS: STREET 1: ONE SUBURBAN PLZ STREET 2: 240 RTE 10 WEST CITY: WHIPPANY STATE: NJ ZIP: 07981 8-K 1 sp0403pr.txt SUBURBAN PROPANE PARTNERS, L.P. PRESS RELEASE SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------------- FORM 8 - K Current Report Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 24, 2003 -------------- Commission File Number: 1-14222 SUBURBAN PROPANE PARTNERS, L.P. ------------------------------- (Exact name of registrant as specified in its charter) Delaware 22-3410353 -------- ---------- (State or other jurisdiction (I.R.S. Employer of incorporation) Identification No.) 240 Route 10 West Whippany, N.J. 07981 (973) 887-5300 -------------------- (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) Page 1 Exhibit Index on Page 4 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits. A copy of the Press Release has been furnished as Exhibit 99.1 to this Current Report. ITEM 9. REGULATION FD DISCLOSURE The following information, which is intended to be furnished under Item 12 of Form 8-K, "Disclosure of Results of Operations and Financial Condition," is instead being furnished under this Item 9 of Form 8-K, "Regulation FD Disclosure," in accordance with the Securities and Exchange Commission SEC Release No. 33-8126. This information, including the exhibit attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. On April 24, 2003, Suburban Propane Partners, L.P. issued a press release (the "Press Release") describing our Fiscal 2003 Second Quarter Financial Results and Distribution Declaration. A copy of the Press Release has been furnished as Exhibit 99.1 to this Current Report. Within the Press Release, we reference certain non-GAAP financial measures; including earnings before interest, taxes, depreciation and amortization ("EBITDA"). Additionally, we present EBITDA, net income and net income per Common Unit excluding the impact of unrealized (non-cash) gains and losses attributable to the mark-to-market activity on derivative instruments recorded in accordance with Statement of Financial Accounting Standards No. 133 ("FAS 133"). These measures are also presented excluding the impact of gains from the sale of five customer service centers in the second quarter of fiscal 2003 and from the sale of a storage facility in the second quarter of fiscal 2002. We provide these non-GAAP financial measures because we believe that they assist the investment community in properly assessing our liquidity on a year-over-year basis. In addition, we believe that these non-GAAP financial measures provide useful information to investors and industry analysts to facilitate the comparison of cash flows between reporting periods for purposes of evaluating our ability to meet our debt service obligations and to pay our quarterly distributions. Moreover, our senior note agreements and our revolving credit agreement require us to use EBITDA in calculating our leverage and interest coverage ratios. A reconciliation of EBITDA to cash flow provided by operating activities (the most comparable GAAP measure) is presented in the Press Release furnished as Exhibit 99.1 to this current report. Page 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SUBURBAN PROPANE PARTNERS, L.P. April 24, 2003 By: /s/ Janice G. Meola ----------------------- Name: Janice G. Meola Title: General Counsel & Secretary Page 3 EXHIBITS Exhibit No. Exhibit - ----------- ------- 99.1 Press Release dated April 24, 2003 EX-99 2 ex99pr.txt SUBURBAN PROPANE PARTNERS, L.P. EXHIBIT 99 EXHIBIT 99.1 ------------ NEWS RELEASE FOR IMMEDIATE RELEASE - --------------------- SUBURBAN PROPANE PARTNERS, L.P. ANNOUNCES STRONG SECOND QUARTER EARNINGS AND DECLARES QUARTERLY DISTRIBUTION OF $0.5750 PER COMMON UNIT WHIPPANY, N.J., APRIL 24, 2003 - Suburban Propane Partners, L.P. (NYSE:SPH), a leading marketer of propane gas and related products and services nationwide, today announced its results for the second quarter ended March 29, 2003. The Partnership also declared its quarterly distribution of $0.5750 per Common Unit - -- $2.30 per Common Unit annualized. Net income for the three months ended March 29, 2003 was $58.3 million, or $2.31 per Common Unit, compared to $61.9 million, or $2.46 per Common Unit, for the three months ended March 30, 2002. Earnings before interest, taxes, depreciation and amortization ("EBITDA") amounted to $74.0 million compared to $78.1 million in the prior year quarter. Results for the second quarter of fiscal 2003 include a $2.4 million gain from the sale of five customer service centers during the quarter, compared to a $6.8 million gain from the sale of a propane storage facility in Hattiesburg, Mississippi recorded during the second quarter of fiscal 2002. Additionally, fiscal 2003 second quarter results include a $0.4 million unrealized (non-cash) loss (reflected within operating expenses) attributable to the mark-to-market on derivative instruments ("FAS 133"), compared to a $3.4 million unrealized gain in the prior year quarter attributable to FAS 133. Excluding the gains on sales described above and the non-cash impact of FAS 133 in both periods, net income for the three months ended March 29, 2003 increased $4.6 million, or 8.9%, to $56.3 million, or $2.23 per Common Unit, compared to $51.7 million, or $2.05 per Common Unit, in the prior year quarter. EBITDA, excluding the gains on sales and the impact of FAS 133 in both periods, increased $4.0 million, or 5.9%, to $72.0 million in the second quarter of fiscal 2003. Results for the second quarter of fiscal 2003 were favorably impacted by a return to a more normal weather pattern, particularly in the eastern and central regions of the United States, offset to an extent by warmer weather in the west and the impact of a continued sluggish economy. Nationwide average temperatures during the second quarter of fiscal 2003 were 5% warmer than normal, compared to 12% warmer than normal temperatures in the same quarter a year ago. However, as was the case during the first quarter of 2003, the coldest weather was reported in the eastern and central regions of the United States. In the western regions, temperatures were 19% warmer than normal in the second quarter of fiscal 2003, compared to only 1% warmer than normal temperatures in the prior year quarter. (more) Retail gallons sold increased 14.4 million gallons, or 8.5%, to 183.0 million gallons in the fiscal 2003 second quarter, compared to 168.6 million gallons in the prior year period. The increase in retail volumes results from the aforementioned return to more normal winter weather patterns across much of the country during fiscal 2003, compared to the unseasonably warm weather experienced during the prior year quarter. Revenues increased $60.2 million, or 25.5%, to $296.1 million, compared to $235.9 million in the prior year quarter. The increase in revenues is primarily the result of an increase in average selling prices in line with the significant increase in product costs compared to the prior year, coupled with the increased retail sales volumes discussed above. The average posted market price of propane has steadily increased since August of 2002 which has resulted in a 104% increase in the average price of propane during the second quarter of fiscal 2003 compared to the prior year quarter. Combined operating and general and administrative expenses of $78.1 million were $10.2 million, or 15.0%, above the prior year quarter of $67.9 million. Operating expenses in the fiscal 2003 second quarter include the $0.4 million unrealized loss attributable to FAS 133, as compared to the $3.4 million unrealized gain attributable to FAS 133 in the prior year quarter, as noted above. Additionally, the increase in combined operating and general and administrative expenses reflected higher compensation and benefit related expenses resulting from increased business activity from higher retail sales volumes; higher costs for operating our fleet primarily due to escalating fuel costs; and, increased bad debt expense as a result of a combination of increased sales volumes, significantly higher commodity prices resulting in higher prices to our customers and general economic conditions. Depreciation and amortization expense decreased 3.4% to $7.2 million. Net interest expense decreased 1.6% to $8.5 million, reflecting lower average interest rates. In announcing these results, President and Chief Executive Officer Mark A. Alexander said, "This year's peak heating season presented a challenging commodity price and supply environment, unseasonably warm weather in our service areas in the western part of the United States and an economic recession. However, our fiscal 2003 second quarter and first half results confirm, once again, that our experienced management team and field personnel are poised to manage through such a challenging business climate, as well as to capitalize on opportunities presented by even the slightest return to 'normal' weather. It is this combination of experience, backed by an efficient cost structure, that has allowed us to deliver solid, positive results and improve upon our already strong balance sheet and distribution coverage." The Partnership also declared its quarterly distribution of $0.5750 per Common Unit for the three months ended March 29, 2003. The distribution will be payable on May 13, 2003, to Common Unitholders of record as of May 6, 2003. On an annualized basis, the distribution equates to $2.30 per Common Unit. (more) Suburban Propane Partners, L.P. is a publicly traded Master Limited Partnership listed on the New York Stock Exchange. Headquartered in Whippany, New Jersey, Suburban has been in the customer service business since 1928 and is the nation's third largest propane gas marketer. The Partnership serves approximately 750,000 residential, commercial, industrial and agricultural customers through more than 320 customer service centers in more than 40 states. Corporate news, unit prices and additional information about Suburban are available 24 hours a day, 7 days a week on Suburban's web site: WWW.SUBURBANPROPANE.COM. Company contact: Robert M. Plante Vice President - Finance (973) 503-9252 (more)
Suburban Propane Partners, L.P. and Subsidiaries Consolidated Statements of Operations For the Three and Six Months Ended March 29, 2003 and March 30, 2002 (in thousands, except per unit amounts) (unaudited) Three Months Ended Six Months Ended March 29, 2003 March 30, 2002 March 29, 2003 March 30, 2002 -------------- -------------- -------------- -------------- Revenues Propane ............................................ $ 273,849 $ 212,739 $ 451,977 $ 366,595 Other (a) .......................................... 22,265 23,148 49,110 51,156 --------- --------- --------- --------- 296,114 235,887 501,087 417,751 Costs and expenses Cost of products sold .............................. 146,417 96,645 241,467 176,589 Operating .......................................... 67,933 59,755 129,622 117,407 General and administrative ......................... 10,149 8,109 19,170 15,316 Depreciation and amortization ...................... 7,164 7,406 14,484 14,992 Gain on sale of storage facility ................... -- (6,768) -- (6,768) --------- --------- --------- --------- 231,663 165,147 404,743 317,536 Income before interest expense and provision for income taxes ................................... 64,451 70,740 96,344 100,215 Interest expense, net ................................ 8,512 8,649 17,021 17,373 --------- --------- --------- --------- Income before provision for income taxes ............. 55,939 62,091 79,323 82,842 Provision for income taxes ........................... 37 190 167 328 --------- --------- --------- --------- Income from continuing operations .................... 55,902 61,901 79,156 82,514 Discontinued operations: Gain on sale of customer service centers ........... 2,404 -- 2,404 -- --------- --------- --------- --------- Net income ........................................... $ 58,306 $ 61,901 $ 81,560 $ 82,514 ========= ========= ========= ========= General Partner's interest in net income ............. $ 1,484 $ 1,373 $ 2,075 $ 1,763 --------- --------- --------- --------- Limited Partners' interest in net income ............. $ 56,822 $ 60,528 $ 79,485 $ 80,751 ========= ========= ========= ========= Income from continuing operations per unit - basic ... $ 2.21 $ 2.46 $ 3.13 $ 3.28 ========= ========= ========= ========= Net income per unit - basic .......................... $ 2.31 $ 2.46 $ 3.23 $ 3.28 ========= ========= ========= ========= Weighted average number of units outstanding - basic . 24,631 24,631 24,631 24,631 --------- --------- --------- --------- Income from continuing operations per unit - diluted . $ 2.21 $ 2.45 $ 3.13 $ 3.27 ========= ========= ========= ========= Net income per unit - diluted ........................ $ 2.30 $ 2.45 $ 3.22 $ 3.27 ========= ========= ========= ========= Weighted average number of units outstanding - diluted 24,692 24,659 24,688 24,658 --------- --------- --------- --------- Supplemental Information: EBITDA (b) ........................................... $ 74,019 $ 78,146 $ 113,232 $ 115,207 Retail gallons sold .................................. 182,956 168,621 322,890 292,579
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(a) Other revenues principally represent amounts generated from the sales of appliances, parts and related services. (b) EBITDA represents income before deducting interest expense, income taxes, depreciation and amortization. Our management uses EBITDA as a measure of liquidity and we are including it because we believe that it provides our investors and industry analysts with additional information to evaluate our ability to meet our debt service obligations and to pay our quarterly distributions to holders of our common units. Moreover, our senior note agreements and our revolving credit agreement require us to use EBITDA in calculating our leverage and interest coverage ratios. EBITDA is not a recognized term under generally accepted accounting principles ("GAAP") and should not be considered as an alternative to net income or cash flow from operating activities determined in accordance with GAAP. The following table sets forth (i) our calculation of EBITDA and (ii) a reconciliation of EBITDA, as so calculated, to our cash flow provided by operating activities: Three Months Ended Six Months Ended March 29, 2003 March 30, 2002 March 29, 2003 March 30, 2002 -------------- -------------- -------------- -------------- Net income ........................................... $ 58,306 $ 61,901 $ 81,560 $ 82,514 Add: Provision for income taxes ......................... 37 190 167 328 Interest expense, net .............................. 8,512 8,649 17,021 17,373 Depreciation and amortization ...................... 7,164 7,406 14,484 14,992 --------- --------- --------- --------- EBITDA ............................................... 74,019 78,146 113,232 115,207 --------- --------- --------- --------- Add (subtract): Provision for income taxes ......................... (37) (190) (167) (328) Interest expense, net .............................. (8,512) (8,649) (17,021) (17,373) Loss (gain) on disposal of property, plant and equipment, net.................................... 26 (263) (320) (276) Gain on sale of customer service centers ........... (2,404) -- (2,404) -- Gain on sale of storage facility ................... -- (6,768) -- (6,768) Changes in working capital and other assets and liabilities .................................. (48,104) (29,575) (69,954) (54,340) --------- --------- --------- --------- Cash flow provided by operating activities ........... $ 14,988 $ 32,701 $ 23,366 $ 36,122 ========= ========= ========= =========
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