Short-term Borrowings

Short-term borrowings comprise the following at September 30:



	2015		2014
Credit Agreements:
AmeriGas Propane	$	68.1	$	109.0
UGI International	0.6		8.0
UGI Utilities	71.7		86.3
Energy Services	30.0		—
Energy Services Receivables Facility	19.5		7.5
Total short-term borrowings	$	189.9	$	210.8

AmeriGas Propane

In June 2014, AmeriGas OLP entered into an Amended and Restated Credit Agreement (“AmeriGas Credit Agreement”) with a group of banks which provides for borrowings up to $525 (including a sublimit of $125 for letters of credit) and expires in June 2019. The AmeriGas Credit Agreement permits AmeriGas OLP to borrow at prevailing interest rates, including the base rate, defined as the higher of the Federal Funds rate plus 0.50% or the agent bank’s prime rate, or at a one-week, one-, two-, three-, or six-month Eurodollar Rate, as defined in the AmeriGas Credit Agreement, plus a margin. Under the AmeriGas Credit Agreement, the applicable margin on base rate borrowings ranges from 0.50% to 1.50%; the applicable margin on Eurodollar Rate borrowings ranges from 1.50% to 2.50%; and the facility fee ranges from 0.30% to 0.45%. The aforementioned margins and facility fees are dependent upon AmeriGas Partners’ ratio of debt to earnings before interest expense, income taxes, depreciation and amortization (each as defined in the AmeriGas Credit Agreement).

The weighted-average interest rates on AmeriGas OLP borrowings under the AmeriGas Credit Agreement and a prior credit agreement at September 30, 2015 and 2014, were 2.20% and 2.16%, respectively. At September 30, 2015 and 2014, issued and outstanding letters of credit, which reduce available borrowings under these credit agreements, totaled $64.7 and $64.7, respectively.

Restrictive Covenants. The AmeriGas Credit Agreement restricts the incurrence of additional indebtedness and also restricts certain liens, guarantees, investments, loans and advances, payments, mergers, consolidations, asset transfers, transactions with affiliates, sales of assets, acquisitions and other transactions. The AmeriGas Credit Agreement requires that AmeriGas OLP and AmeriGas Partners maintain ratios of total indebtedness to EBITDA, as defined, below certain thresholds. In addition, the Partnership must maintain a minimum ratio of EBITDA to interest expense, as defined and as calculated on a rolling four-quarter basis. Generally, as long as no default exists or would result therefrom, AmeriGas OLP is permitted to make cash distributions not more frequently than quarterly in an amount not to exceed available cash, as defined, for the immediately preceding calendar quarter.

UGI International

UGI France

On May 29, 2015, France SAS entered into a new five-year Senior Facilities Agreement with a consortium of banks (“2015 Senior Facilities Agreement”), consisting of a €600 variable-rate term loan and a €60 revolving credit facility (“2015 Senior Facilities Agreement”). The 2015 Senior Facilities Agreement revolving credit facility can be used by each of France SAS’s wholly owned subsidiaries, Antargaz and Finagaz, for up to €30 each. Borrowings under the revolving credit facility bear interest at market rates (one-, two-, three-, or six-month euribor) plus a margin. Such margin is 2.35% through March 31, 2016 and thereafter at a margin that ranges from 1.45% to 2.55% based upon France SAS’s ratio of net debt to EBITDA, as defined in the 2015 Senior Facilities Agreement. Refer to Note 6 for further discussion on the terms of the 2015 Senior Facilities Agreement.

Flaga

At September 30, 2015, Flaga had one principal working capital facility (the “Flaga Multi-Currency Working Capital Facility”) and, prior to its expiration on September 30, 2015, also had a euro-denominated working capital facility that provided for borrowings and issuances of guarantees totaling €12 (the “Euro Working Capital Facility”). The Flaga Multi-Currency Working Capital Facility comprises a €46 multi-currency working capital facility which includes an uncommitted €6 overdraft facility. There were no borrowings outstanding under the Flaga Multi-Currency Working Capital Facility at September 30, 2015, and no borrowings outstanding under either facility at September 30, 2014. Flaga also has certain in-country uncommitted overdraft facilities which it uses, from time to time, to fund short-term working capital needs. At September 30, 2015 and 2014, borrowings outstanding under these overdraft facilities totaled €0.5 ($0.6) and €6.3 ($8.0), respectively.

Borrowings under the Flaga Multi-Currency Working Capital Facility (prior to its termination in October 2015 as described below) and the Euro Working Capital Facility (prior to its expiration on September 30, 2015) generally bore interest at market rates (a daily euro-based rate or three-month euribor rates) plus margins. Issued and outstanding letters of credit, which reduce available borrowings under these agreements, totaled €19.9 ($22.2) and €32.3 ($40.8) at September 30, 2015 and 2014, respectively.

In October 2015, Flaga entered into a €100.8 Credit Facility Agreement (“Flaga Credit Facility Agreement”) with a bank. The Flaga Credit Facility Agreement includes a €25 multi-currency revolving credit facility, a €5 overdraft facility, a €25 guarantee facility and a €45.8 term loan facility. The Flaga Credit Facility Agreement revolving credit facility borrowings bear interest at market rates (generally one, three or six-month euribor rates) plus margins. The margins on revolving facility borrowings, which range from 1.45% to 3.65%, are based upon the actual currency borrowed and certain consolidated equity, return on assets and debt to EBITDA ratios, as defined in the Flaga Credit Facility Agreement. Facility fees on the unused amount of the revolving credit facility are 30% of the lowest applicable margin. The Flaga Credit Facility Agreement terminates in October 2020. Concurrent with Flaga entering into the Flaga Credit Facility Agreement, the Flaga Multi-Currency Working Capital Facility was terminated.

Restrictive Covenants and Guarantees. The 2015 Senior Facilities Agreement restricts the ability of France SAS and its subsidiaries to, among other things, incur additional indebtedness, make investments, incur liens, and effect mergers, consolidations and sales of assets. Refer to Note 6 for further discussion on the restrictions of the 2015 Senior Facilities Agreement.

Borrowings under the Flaga revolving credit facilities are guaranteed by UGI. In addition, under certain conditions regarding changes in certain financial ratios of UGI, the lending banks may accelerate repayment of the debt.

UGI Utilities

On March 27, 2015, UGI Utilities entered into an unsecured revolving credit agreement (the “2015 UGI Utilities Credit Agreement”) with a group of banks providing for borrowings up to $300 (including a $100 sublimit for letters of credit). Concurrently with entering into the 2015 UGI Utilities Credit Agreement, UGI Utilities terminated its then-existing $300 revolving credit agreement dated as of May 25, 2011. Under the 2015 UGI Utilities Credit Agreement, UGI Utilities may borrow at various prevailing market interest rates, including LIBOR and the banks’ prime rate, plus a margin. The margin on such borrowings ranges from 0.0% to 1.75% and is based upon the credit ratings of certain indebtedness of UGI Utilities. The 2015 UGI Utilities Credit Agreement is scheduled to expire in March 2020.

Issued and outstanding letters of credit, which reduce available borrowings under the 2015 UGI Utilities Credit Agreement, totaled $2.0 at September 30, 2015. At September 30, 2014, issued and outstanding letters of credit under the predecessor credit agreement totaled $2.0. The weighted average interest rate on borrowings under the 2015 UGI Utilities Credit Agreement at September 30, 2015, was 1.07%.

Restrictive Covenants. The 2015 UGI Utilities Credit Agreement requires UGI Utilities not to exceed a ratio of Consolidated Debt to Consolidated Total Capital, as defined, of 0.65 to 1.00.

Energy Services

Credit Agreement. Energy Services has an unsecured credit agreement (“Energy Services Credit Agreement”) with a group of lenders providing for borrowings of up to $240 (including a $50 sublimit for letters of credit) which expires in June 2016. The Energy Services Credit Agreement can be used for general corporate purposes of Energy Services and its subsidiaries. Energy Services may not pay a dividend unless, after giving effect to such dividend payment, the ratio of Consolidated Total Indebtedness to EBITDA, each as defined in the Energy Services Credit Agreement, does not exceed 2.25 to 1.00.

Borrowings under the Energy Services Credit Agreement bear interest at either (i) a rate derived from LIBOR (the “LIBO Rate”) plus 2.5% or (ii) the Alternate Base Rate plus 1.5%. The Alternate Base Rate (as defined in the Energy Services Credit Agreement) is generally the greater of (a) the Agent Bank’s prime rate, (b) the federal funds rate plus 0.50% and (c) the one-month LIBO Rate plus 1.0%. The weighted-average interest rate on Energy Services Credit Agreement borrowings at September 30, 2015 was 2.75%. The Energy Services Credit Agreement is guaranteed by certain subsidiaries of Energy Services.

Restrictive Covenants. The Energy Services Credit Agreement restricts the ability of Energy Services to dispose of assets, effect certain consolidations or mergers, incur indebtedness and guaranty obligations, create liens, make acquisitions or investments, make certain dividend or other distributions and make any material changes to the nature of its businesses. In addition, the Energy Services Credit Agreement requires Energy Services to not exceed a ratio of Consolidated Total Indebtedness, as defined, to Consolidated EBITDA, as defined; a minimum ratio of Consolidated EBITDA to Consolidated Interest Expense, as defined; a maximum ratio of Consolidated Total Indebtedness to Consolidated Total Capitalization, as defined, at any time when Consolidated Total Indebtedness is greater than $250; and a minimum Consolidated Net Worth, as defined, of $200.

Accounts Receivable Securitization Facility. Energy Services has a receivables purchase facility (“Receivables Facility”) with an issuer of receivables-backed commercial paper currently scheduled to expire in October 2016. The Receivables Facility, as amended, provides Energy Services with the ability to borrow up to $150 of eligible receivables during the period November to April, and up to $75 of eligible receivables during the period May to October. Energy Services uses the Receivables Facility to fund working capital, margin calls under commodity futures contracts, capital expenditures, dividends and for general corporate purposes.

Under the Receivables Facility, Energy Services transfers, on an ongoing basis and without recourse, its trade accounts receivable to its wholly owned, special purpose subsidiary, Energy Services Funding Corporation (“ESFC”), which is consolidated for financial statement purposes. ESFC, in turn, has sold and, subject to certain conditions, may from time to time sell, an undivided interest in some or all of the receivables to a major bank and, prior to October 1, 2013, a commercial paper conduit of the bank. ESFC was created and has been structured to isolate its assets from creditors of Energy Services and its affiliates, including UGI. Trade receivables sold to the bank or, prior to October 1, 2013, the commercial paper conduit, remain on the Company’s balance sheet and the Company reflects a liability equal to the amount advanced by the bank or the commercial paper conduit. The Company records interest expense on amounts owed to the bank or the commercial paper conduit. Energy Services continues to service, administer and collect trade receivables on behalf of the bank.

During Fiscal 2015, Fiscal 2014 and Fiscal 2013, Energy Services transferred trade receivables totaling $1,037.8, $1,260.6 and $975.3, respectively, to ESFC. During Fiscal 2015, Fiscal 2014 and Fiscal 2013, ESFC sold an aggregate $306.5, $354.0 and $291.0, respectively, of undivided interests in its trade receivables to the bank or the commercial paper conduit. At September 30, 2015, the outstanding balance of ESFC trade receivables was $44.1 of which $19.5 was sold to the bank. At September 30, 2014, the outstanding balance of ESFC trade receivables was $46.4 of which $7.5 amount was sold to the bank. Losses on sales of receivables to the bank or the commercial paper conduit during Fiscal 2015, Fiscal 2014 and Fiscal 2013, which amounts are included in interest expense on the Consolidated Statements of Income, totaled $0.6, $0.6 and $0.7, respectively.