Significant Accounting Policies

Our condensed consolidated financial statements include the accounts of UGI and its controlled subsidiary companies which, except for the Partnership, are majority owned. We report the public’s and ETP’s limited partner interests in the Partnership, and outside ownership interests in other consolidated but less than 100%-owned subsidiaries, as noncontrolling interests. We eliminate all significant intercompany accounts and transactions when we consolidate. Entities in which we do not have control but have significant influence over operating and financial policies are accounted for by the equity method. Investments in business entities that are not publicly traded and in which we hold less than 20% of voting rights are accounted for using the cost method. Undivided interests in natural gas production assets and an electricity generation facility are consolidated on a proportionate basis.

The accompanying condensed consolidated financial statements are unaudited and have been prepared in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). They include all adjustments that we consider necessary for a fair statement of the results for the interim periods presented. Such adjustments consisted only of normal recurring items unless otherwise disclosed. The September 30, 2013, condensed consolidated balance sheet data was derived from audited financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America (“GAAP”).

These financial statements should be read in conjunction with the financial statements and related notes included in our Annual Report on Form 10-K for the year ended September 30, 2013 (“Company’s 2013 Annual Financial Statements and Notes”). Due to the seasonal nature of our businesses, the results of operations for interim periods are not necessarily indicative of the results to be expected for a full year.

Restricted Cash. Restricted cash principally represents those cash balances in our commodity futures brokerage accounts that are restricted from withdrawal.

Earnings Per Common Share. Basic earnings per share attributable to UGI Corporation shareholders reflect the weighted-average number of common shares outstanding. Diluted earnings per share attributable to UGI Corporation include the effects of dilutive stock options and common stock awards.

Shares used in computing basic and diluted earnings per share are as follows:



	Three Months Ended March 31,		Six Months Ended March 31,
	2014	2013	2014	2013
Denominator (thousands of shares):
Average common shares outstanding for basic computation	115,173	113,709	114,996	113,416
Incremental shares issuable for stock options and awards	1,574	1,490	1,530	1,413
Average common shares outstanding for diluted computation	116,747	115,199	116,526	114,829

Comprehensive Income. Comprehensive income comprises net income and other comprehensive income. Other comprehensive income principally comprises (1) gains and losses on derivative instruments qualifying as cash flow hedges, net of reclassifications to net income; (2) actuarial gains and losses on postretirement benefit plans, net of associated amortization; and (3) foreign currency translation and intracompany transaction adjustments.

Changes in accumulated other comprehensive income (“AOCI”) during the three and six months ended March 31, 2014, are as follows:




Three Months Ended March 31, 2014:	Postretirement			Derivative			Foreign
	Benefit Plans			Instruments			Currency			Total
Balance, December 31, 2013	$	(16.0	)	$	(15.8	)	$	64.0		$	32.2
Other comprehensive income (loss) before reclassification adjustments (after-tax)	—			6.3			(0.6		)	5.7
Amounts reclassified from AOCI and noncontrolling interests:
Reclassification adjustments (pre-tax)	0.3			(34.7		)	—			(34.4		)
Reclassification adjustments tax (expense) benefit	(0.1		)	3.3			—			3.2
Reclassification adjustments (after-tax)	0.2			(31.4		)	—			(31.2		)
Other comprehensive income (loss)	0.2			(25.1		)	(0.6		)	(25.5		)
Add comprehensive loss attributable to noncontrolling interests, principally in AmeriGas Partners	—			17.6			—			17.6
Other comprehensive income (loss) attributable to UGI	0.2			(7.5		)	(0.6		)	(7.9		)
Balance, March 31, 2014	$	(15.8	)	$	(23.3	)	$	63.4		$	24.3


Six Months Ended March 31, 2014:	Postretirement			Derivative			Foreign
	Benefit Plans			Instruments			Currency			Total
Balance, September 30, 2013	$	(16.4	)	$	(26.9	)	$	51.7		$	8.4
Other comprehensive income before reclassification adjustments (after-tax)	—			46.8			11.7			58.5
Amounts reclassified from AOCI and noncontrolling interests:
Reclassification adjustments (pre-tax)	0.6			(50.5		)	—			(49.9		)
Reclassification adjustments tax (expense) benefit	—			5.3			—			5.3
Reclassification adjustments (after-tax)	0.6			(45.2		)	—			(44.6		)
Other comprehensive income	0.6			1.6			11.7			13.9
Add comprehensive loss attributable to noncontrolling interests, principally in AmeriGas Partners	—			2.0			—			2.0
Other comprehensive income attributable to UGI	0.6			3.6			11.7			15.9
Balance, March 31, 2014	$	(15.8	)	$	(23.3	)	$	63.4		$	24.3

For additional information on amounts reclassified from AOCI relating to derivative instruments see Note 12 to condensed consolidated financial statements.

Income Taxes. In December 2013, the French Parliament approved the Finance Bill for 2014 and amended the Finance Bill for 2013 (collectively, the “Finance Bills”). Among other things, the Finance Bills limit Antargaz’ ability to deduct interest expense for income tax purposes on certain intercompany debt and temporarily increases the corporate surtax rate for a period of two years. Based upon our review of the Finance Bills and interpretive guidance currently available, provisions of the Finance Bills associated with the deductibility of interest expense on certain intercompany debt at Antargaz applies retroactively to such interest expense incurred during Fiscal 2013. In December 2013, the Company recorded additional income taxes of $5.7 to reflect the effects of the retroactive provisions of the Finance Bills associated with the deductibility of interest expense on certain intercompany debt.

Reclassifications. Certain prior period amounts have been reclassified to conform to current period presentation.

Use of Estimates. The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and costs. These estimates are based on management’s knowledge of current events, historical experience and various other assumptions that are believed to be reasonable under the circumstances. Accordingly, actual results may be different from these estimates and assumptions.