-----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, KK2Yb+usr3k77nxp8inavp4gc5sbVyroXEk/IOxYOJoenBkRPy42BYQQb6UNKhoa UbnZnKXYOP1K5G8K/e/1Aw== 0000893220-03-001963.txt : 20031119 0000893220-03-001963.hdr.sgml : 20031119 20031119144539 ACCESSION NUMBER: 0000893220-03-001963 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031119 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031119 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERIGAS PARTNERS LP CENTRAL INDEX KEY: 0000932628 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-RETAIL STORES, NEC [5990] IRS NUMBER: 232787918 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13692 FILM NUMBER: 031012587 BUSINESS ADDRESS: STREET 1: 460 N GULPH RD STREET 2: BOX 965 CITY: VALLEY FORGE STATE: PA ZIP: 19406 BUSINESS PHONE: 6103377000 MAIL ADDRESS: STREET 1: 460 NORTH GULPH ROAD CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 8-K 1 w91945e8vk.txt FORM 8-K DATED NOV 19, 2003 FOR AMERIGAS PARTNERS 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 NOVEMBER 19, 2003 (DATE OF REPORT) AMERIGAS PARTNERS, L.P. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE 1-13692 23-2787918 (STATE OR OTHER JURISDICTION (COMMISSION FILE (I.R.S. EMPLOYER OF INCORPORATION) NUMBER) IDENTIFICATION NO.) 460 N. GULPH ROAD KING OF PRUSSIA, PENNSYLVANIA 19406 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) (610) 337-7000 (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE) AmeriGas Partners, L.P. Form 8-K Page 2 November 19, 2003 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits (99) Press Release of AmeriGas Partners, L.P. dated November 19, 2003, reporting its financial results for the fiscal quarter and year ended September 30, 2003. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION On November 19, 2003, AmeriGas Propane, Inc., the general partner of AmeriGas Partners, L.P. (the "Partnership") issued a press release announcing financial results for the Partnership for the fiscal quarter and year ended September 30, 2003. A copy of the press release is furnished as Exhibit 99 to this report and is incorporated herein by reference. 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. AMERIGAS PARTNERS, L.P. By: AmeriGas Propane, Inc., its General Partner By: /s/ Robert W. Krick ------------------------------- Robert W. Krick, Treasurer Date: November 19, 2003 EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION - ----------- ----------- 99. Press Release of AmeriGas Partners, L.P. dated November 19, 2003.
EX-99 3 w91945exv99.txt PRESS RELEASE OF AMERIGAS PARTNERS DATED 11/19/03 Exhibit 99 Contact: Robert W. Krick For Release: November 19, 2003 610-337-1000, Ext. 3141 Immediate AMERIGAS PARTNERS REPORTS RECORD 2003 RESULTS VALLEY FORGE, PA., November 19 - AmeriGas Propane, Inc., general partner of AmeriGas Partners, L.P. (NYSE: APU), reported net income for the Partnership of $72.0 million, or $1.42 per limited partner unit for the fiscal year ended September 30, 2003 compared to $55.4 million or $1.12 per limited partner unit for fiscal year 2002. Average diluted limited partner units outstanding increased 2.9% over the prior year. Earnings before interest expense, income taxes, depreciation and amortization (EBITDA) of $234.4 million for fiscal 2003 were significantly higher than the $209.6 million recorded in fiscal 2002. As previously announced, AmeriGas incurred $3.8 million of costs associated with a realignment of its management structure and a $3.0 million loss on extinguishment of debt associated with a refinancing during fiscal 2003. Weather was essentially normal in fiscal 2003 compared to 10% warmer than normal in fiscal 2002 according to information published by the National Oceanic and Atmospheric Administration. Eugene V. N. Bissell, chief executive officer of AmeriGas, said, "The return of normal weather demonstrated the earnings power of an AmeriGas built on internal growth, quality acquisitions and attention to customer satisfaction. During the year we made significant progress in growing our retail customer base, expanding our strategic accounts program, adding over 2,000 new PPX(R) cylinder exchange outlets and acquiring several high quality regional marketers." Retail propane sales volumes in fiscal 2003 were nearly 1.1 billion gallons, up 9% compared to 987.5 million gallons in the prior year, principally as a result of colder weather and partially reduced by the effects of price-induced customer conservation and continued economic weakness. Revenues increased to $1.63 billion in fiscal 2003 from $1.31 billion in the prior-year period as a result of higher volumes sold and higher selling prices reflecting higher propane product costs. Operating expenses increased principally as a result of higher distribution costs related to higher volumes delivered, higher medical and general insurance, higher incentive compensation and higher uncollectible accounts. --MORE-- AMERIGAS PARTNERS REPORTS RECORD 2003 RESULTS PAGE 2 For the fourth quarter of fiscal 2003, the Partnership recorded a seasonal net loss of $31.4 million or $0.59 per limited partner unit compared with a net loss of $35.1 million, or $0.70 per limited partner unit for the year-earlier period. Retail volumes sold in the quarter were 174.9 million gallons versus 161.3 million gallons in last year's fourth quarter. EBITDA for the period increased to $10.5 million from $3.2 million in the prior-year quarter on higher total margin from higher volumes sold partially offset by an increase in operating expenses. Revenue for the quarter totaled $270.7 million versus $221.9 million in the prior-year quarter principally due to higher unit sales at higher selling prices reflecting higher propane product costs. AmeriGas Partners is the nation's largest retail propane marketer, serving nearly 1.3 million customers from over 700 locations in 46 states. UGI Corporation (NYSE: UGI), through subsidiaries, owns 48% of the Partnership and individual unitholders own the remaining 52%. AmeriGas Partners, L.P. will host its fourth quarter FY 2003 earnings conference call on Wednesday, November 19, 2003, at 4:00 PM ET. Interested parties may listen to a live audio broadcast of the conference call at http://www.shareholder.com/ugi/medialist.cfm. A telephonic replay of the call can be accessed approximately one hour after the completion of the call at 888/203-1112, passcode #778835 (International replay 719/457-0820, passcode #778835) through November 24, 2003. The financial table appended to this news release can be viewed directly at HTTP://WWW.SHAREHOLDER.COM/UGI/APU/4Q03FINANCIALTABLE.PDF. This press release contains certain forward-looking statements which management believes to be reasonable as of today's date only. Actual results may differ significantly because of risks and uncertainties that are difficult to predict and many of which are beyond management's control. You should read the Partnership's 2002 Annual Report on Form 10-K for a more extensive list of factors that could affect results. Among them are adverse weather conditions, price volatility and availability of propane, the capacity to transport propane to our market areas and regional economic conditions. The Partnership undertakes no obligation to release revisions to its forward-looking statements to reflect events or circumstances occurring after today. Comprehensive information about AmeriGas is available on the Internet at HTTP://WWW.AMERIGAS.COM. AP-12 ### 11/19/03 AMERIGAS PARTNERS, L.P. AND SUBSIDIARIES REPORT OF EARNINGS (Thousands, except per unit and where otherwise indicated) (Unaudited)
Three Months Ended Twelve Months Ended September 30, September 30, --------------------------- ----------------------------- 2003 2002 (a) 2003 2002 (a) --------- ----------- ----------- ----------- Revenues: Propane $ 239,141 $ 193,323 $ 1,502,564 $ 1,191,649 Other 31,570 28,581 125,860 116,231 --------- ----------- ----------- ----------- 270,711 221,904 1,628,424 1,307,880 --------- ----------- ----------- ----------- Costs and expenses: Cost of sales - propane 133,625 99,572 856,883 605,695 Cost of sales - other 14,736 11,681 53,452 47,383 Operating and administrative expenses (b) 114,429 109,479 488,434 447,809 Depreciation 18,597 16,018 70,423 61,993 Amortization 1,215 780 4,202 4,111 Other (income), net (2,387) (1,773) (8,960) (4,403) --------- ----------- ----------- ----------- 280,215 235,757 1,464,434 1,162,588 --------- ----------- ----------- ----------- Operating income (loss) (9,504) (13,853) 163,990 145,292 Loss on extinguishments of debt -- -- (3,023) (752) Interest expense (21,144) (21,298) (87,195) (87,839) --------- ----------- ----------- ----------- Income (loss) before income taxes (30,648) (35,151) 73,772 56,701 Income tax expense (991) (192) (586) (340) Minority interests 223 268 (1,228) (995) --------- ----------- ----------- ----------- Net income (loss) $ (31,416) $ (35,075) $ 71,958 $ 55,366 ========= =========== =========== =========== General partner's interest in net income (loss) $ (314) $ (350) $ 720 $ 554 ========= =========== =========== =========== Limited partners' interest in net income (loss) $ (31,102) $ (34,725) $ 71,238 $ 54,812 ========= =========== =========== =========== Net income (loss) per limited partner unit: Basic $ (0.59) $ (0.70) $ 1.42 $ 1.12 ========= =========== =========== =========== Diluted $ (0.59) $ (0.70) $ 1.42 $ 1.12 ========= =========== =========== =========== Average limited partner units outstanding: Basic 52,333 49,432 50,267 48,909 ========= =========== =========== =========== Diluted 52,333 49,432 50,337 48,932 ========= =========== =========== =========== SUPPLEMENTAL INFORMATION: Retail gallons sold (millions) (c) 174.9 161.3 1,074.9 987.5 EBITDA (d) $ 10,531 $ 3,213 $ 234,364 $ 209,649 Distributable cash (d) (16,998) (23,613) 124,212 101,079 Capital expenditures: Maintenance capital expenditures 6,385 5,528 22,957 20,731 Growth capital expenditures 3,236 9,562 30,472 32,945
(a) Certain operating and administrative expenses associated with PPX(R) have been reclassified to cost of sales to conform to the current period presentation. (b) Included in operating and administrative expenses during the three- and twelve-month periods ended September 30, 2003 are $734 and $3,756, respectively, of costs associated with the management realignment announced in June 2003. (c) Retail gallons sold in the 2003 three- and twelve-month periods include certain bulk gallons previously considered wholesale gallons. Prior-period gallon amounts have been adjusted to conform to the current period classification. (continued) 1 AMERIGAS PARTNERS, L.P. AND SUBSIDIARIES REPORT OF EARNINGS (Thousands, except per unit and where otherwise indicated) (Unaudited) (continued) (d) EBITDA (earnings before interest expense, income taxes, depreciation and amortization) should not be considered as an alternative to net income (as an indicator of operating performance) or as an alternative to cash flow (as a measure of liquidity or ability to service debt obligations) and is not a measure of performance or financial condition under accounting principles generally accepted in the United States. Management believes EBITDA is a meaningful non-GAAP financial measure used by investors to compare the Partnership's operating performance with other companies within the propane industry and to evaluate our ability to meet loan covenants. Management defines distributable cash as EBITDA less interest expense and maintenance capital expenditures. Maintenance capital expenditures are defined in the Partnership Agreement as expenditures made to maintain the operating capacity of the Partnership's existing capital assets. Management believes distributable cash is a meaningful non-GAAP measure for evaluating the Partnership's ability to declare and pay the Minimum Quarterly Distribution pursuant to the terms of the Partnership Agreement. The Partnership's definition of distributable cash may be different from that used by other entities. The following table includes reconciliations of net income to EBITDA and distributable cash for all periods presented:
Three Months Ended Twelve Months Ended September 30, September 30, ----------------------- ------------------------- 2003 2002 2003 2002 -------- -------- --------- --------- Net income (loss) $(31,416) $(35,075) $ 71,958 $ 55,366 Income tax expense 991 192 586 340 Interest expense 21,144 21,298 87,195 87,839 Depreciation 18,597 16,018 70,423 61,993 Amortization 1,215 780 4,202 4,111 -------- -------- --------- --------- EBITDA 10,531 3,213 234,364 209,649 Interest expense (21,144) (21,298) (87,195) (87,839) Maintenance capital expenditures (6,385) (5,528) (22,957) (20,731) -------- -------- --------- --------- Distributable cash $(16,998) $(23,613) $ 124,212 $ 101,079 ======== ======== ========= =========
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