8-K 1 w01338e8vk.txt FORM 8-K DATED AUGUST 30, 2004 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): AUGUST 30, 2004 UGI CORPORATION (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) PENNSYLVANIA 1-11071 23-2668356 (STATE OR OTHER JURISDICTION (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER OF INCORPORATION) IDENTIFICATION NO.) 460 N. GULPH ROAD KING OF PRUSSIA, PENNSYLVANIA 19406 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) (610) 337-1000 (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE) CHECK THE APPROPRIATE BOX BELOW IF THE FORM 8-K FILING IS INTENDED TO SIMULTANEOUSLY SATISFY THE FILING OBLIGATION OF THE REGISTRANT UNDER ANY OF THE FOLLOWING PROVISIONS (SEE GENERAL INSTRUCTION A.2. BELOW): [ ] WRITTEN COMMUNICATIONS PURSUANT TO RULE 425 UNDER THE SECURITIES ACT (17 CFR 230.425) [ ] SOLICITING MATERIAL PURSUANT TO RULE 14a-12 UNDER THE EXCHANGE ACT (17 CFR 240.14a-12) [ ] PRE-COMMENCEMENT COMMUNICATIONS PURSUANT TO RULE 14d-2(b) UNDER THE EXCHANGE ACT (17 CFR 240.14d-2(b)) [ ] PRE-COMMENCEMENT COMMUNICATIONS PURSUANT TO RULE 13e-4(c) UNDER THE EXCHANGE ACT (17 CFR 240.13e-4(c)) UGI Corporation Form 8-K Page 2 August 30, 2004 SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. On August 30, 2004, AmeriGas Propane, L.P. (the "Borrower", and a subsidiary of AmeriGas Partners, L.P.), entered into Amendment No. 1 dated as of August 30, 2004, to the Credit Agreement dated as of August 28, 2003 (the "Credit Agreement"), among AmeriGas Propane, L.P., AmeriGas Propane, Inc., Petrolane Incorporated, Citicorp USA, Inc., Credit Suisse First Boston, Wachovia Bank, National Association, as Agent, Issuing Bank and Swing Line Bank, and certain financial institutions named party thereto. Amendment No. 1 to the Credit Agreement extends the termination date thereof from October 15, 2006 to October 15, 2008. Through subsidiaries, the Registrant owns 46% of AmeriGas Partners, L.P. The Credit Agreement consists of a Revolving Credit Facility and an Acquisition Facility. Under the Revolving Credit Facility, the Borrower may borrow up to $100 million (including a $100 million sublimit for letters of credit). The Revolving Credit Facility may used for working capital and general purposes. The Acquisition Facility provides the Borrower with the ability to borrow up to $75 million to finance the purchase of propane businesses or propane business assets or, to the extent it is not so used, to finance working capital and for general purposes. The Borrower's obligations under the Credit Agreement are collateralized by substantially all of its assets. AmeriGas Propane, Inc. and Petrolane Incorporated are guarantors of the amounts outstanding under the Credit Agreement. SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 10.1 Amendment No. 1 dated as of August 30, 2004, to the Credit Agreement dated as of August 28, 2003, among AmeriGas Propane, L.P., AmeriGas Propane, Inc., Petrolane Incorporated, Citicorp USA, Inc., Credit Suisse First Boston, Wachovia Bank, National Association, as Agent, Issuing Bank and Swing Line Bank, and certain financial institutions named party thereto, is incorporated by reference to Exhibit 10.1 of the AmeriGas Partners, L.P. Current Report on Form 8-K dated August 30, 2004. SIGNATURES Pursuant to the requirements of Section 13 or 15(d), the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. UGI CORPORATION (REGISTRANT) By: /s/ Robert W. Krick ------------------------------------- Robert W. Krick Vice President and Treasurer Date: August 30, 2004