-----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, RHk0jmb2fImNJ4jLQDFWXrNRi4XoLqwjeIXr1/hPVdZ3okHeQYY93exrVtdaT96Y 0FsuskewnCZNIkIVYgiYxw== 0000893220-04-000820.txt : 20040428 0000893220-04-000820.hdr.sgml : 20040428 20040428164648 ACCESSION NUMBER: 0000893220-04-000820 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040428 ITEM INFORMATION: FILED AS OF DATE: 20040428 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: 04761089 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 w96766e8vk.txt FORM 8-K AMERIGAS 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 APRIL 28, 2004 (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 April 28, 2004 ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION On April 28, 2004, 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 second fiscal quarter ended March 31, 2004. 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: April 28, 2004 EXHIBIT INDEX The Following Exhibits Are Furnished:
EXHIBIT NO. DESCRIPTION - ----------- ----------- * 99 Press Release of AmeriGas Partners, L.P. dated April 28, 2004.
- ----------------------------------------------------- * The Exhibit attached to this Form 8-K shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to liability under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing. EX-99 2 w96766exv99.txt PRESS RELEASE AMERIGAS EXHIBIT 99 Contact: 610-337-1000 For Release: April 28, 2004 Robert W. Krick, ext. 3141 Immediate Brenda A. Blake, ext. 3202 AMERIGAS PARTNERS REPORTS EARNINGS INCREASE VALLEY FORGE, Pa., April 28 - AmeriGas Propane, Inc., general partner of AmeriGas Partners, L.P. (NYSE:APU), reported that net income for the Partnership's second quarter of fiscal 2004 ended March 31, 2004 rose over 17% to $105.7 million, or $1.99 per limited partner unit, compared to $89.9 million, or $1.80 per limited partner unit, in the same period last year. Results for the March 2003 quarter include a loss of $3.0 million, or $0.06 per limited partner unit, related to a refinancing of certain debt as previously reported. Average units outstanding were approximately 6% higher for the recent quarter as a result of a common unit offering completed in June 2003. For the three months ended March 31, 2004, retail volumes sold rose 2.7% to a second quarter record 403.9 million gallons versus 393.4 million gallons sold in the prior-year period. Weather was approximately 1.5% warmer than normal during the recent quarter compared to weather that was approximately 1.0% colder than normal in the prior-year period according to the National Oceanic and Atmospheric Administration. Earnings before interest expense, income taxes, depreciation and amortization (EBITDA) were $146.6 million in the fiscal 2004 period compared to $129.9 million a year ago. Operating income was $128.0 million in the most recently completed quarter compared to $115.5 million in the 2003 quarter. Eugene V. N. Bissell, chief executive officer of AmeriGas, said, "Retail volumes sold increased primarily due to the October 2003 acquisition of Horizon Propane, partially offset by the continuing effects of the weakened economy on commercial and industrial customer sales volumes. We continue to invest in acquisitions and in our grill cylinder exchange business to exploit our national footprint." Revenues for the quarter were $687.7 million versus $625.5 million a year ago, principally reflecting higher propane product costs as well as higher propane sales volumes. Operating expenses rose during the quarter mainly reflecting the Horizon Propane acquisition and, to a lesser extent, slightly higher expenses associated with the Partnership's PPX(R) grill cylinder exchange program. "The expense increases related to our growth initiatives were partially offset by the beneficial effects of the management realignment completed in late fiscal 2003," added Bissell. -- MORE -- AMERIGAS PARTNERS REPORTS EARNINGS INCREASE PAGE 2 Separately, AmeriGas Partners confirmed its earnings guidance for the fiscal year ending September 30, 2004 of approximately $250 million of EBITDA, or net income of approximately $88 million. 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 invites interested parties to listen to the live audio webcast of management's teleconference with the financial community about second quarter fiscal year 2004 results on Wednesday, April 28, 2004, at 4:00 PM Eastern time. The audio teleconference is available online at http://www.shareholder.com/ugi/medialist.cfm. A telephonic replay of the call can be accessed approximately two hours after the completion of the call at 1-888/203-1112, (International replay 719/457-0820) passcode 419494, until midnight ET May 2, 2004. The financial tables appended to this news release can be viewed directly at HTTP://WWW.SHAREHOLDER.COM/UGI/APU/2Q04FINANCIALTABLE.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 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 political, economic and regulatory conditions in the U. S. and abroad. 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 WWW.AMERIGAS.COM. AP-04 ### 4/28/04 AMERIGAS PARTNERS, L.P. AND SUBSIDIARIES REPORT OF EARNINGS (Thousands, except per unit and where otherwise indicated) (Unaudited)
Three Months Ended Six Months Ended Twelve Months Ended March 31, March 31, March 31, ------------------------- ------------------------- ------------------------- 2004 2003 2004 2003 2004 2003 ----------- ----------- ----------- ----------- ----------- ----------- Revenues: Propane $ 654,142 $ 595,138 $ 1,077,403 $ 1,005,718 $ 1,574,249 $ 1,425,233 Other 33,568 30,408 70,505 64,859 131,506 121,717 ----------- ----------- ----------- ----------- ----------- ----------- 687,710 625,546 1,147,908 1,070,577 1,705,755 1,546,950 ----------- ----------- ----------- ----------- ----------- ----------- Costs and expenses: Cost of sales - propane 392,297 349,327 631,419 577,621 910,681 783,185 Cost of sales - other 12,899 11,334 28,280 26,406 55,326 50,119 Operating and administrative expenses (a) 139,395 133,923 263,158 254,869 496,723 473,194 Depreciation 18,556 17,435 36,893 33,909 73,407 65,461 Amortization 1,260 996 2,578 2,013 4,767 3,891 Other (income), net (4,656) (3,016) (7,938) (4,202) (12,696) (6,777) ----------- ----------- ----------- ----------- ----------- ----------- 559,751 509,999 954,390 890,616 1,528,208 1,369,073 ----------- ----------- ----------- ----------- ----------- ----------- Operating income 127,959 115,547 193,518 179,961 177,547 177,877 Loss on extinguishment of debt -- (3,023) -- (3,023) -- (3,023) Interest expense (21,167) (21,884) (42,302) (44,583) (84,914) (87,665) ----------- ----------- ----------- ----------- ----------- ----------- Income before income taxes 106,792 90,640 151,216 132,355 92,633 87,189 Income tax benefit (expense) 79 320 (628) 62 (1,276) (62) Minority interests (1,221) (1,084) (1,789) (1,629) (1,388) (1,359) ----------- ----------- ----------- ----------- ----------- ----------- Net income $ 105,650 $ 89,876 $ 148,799 $ 130,788 $ 89,969 $ 85,768 =========== =========== =========== =========== =========== =========== General partner's interest in net income $ 1,057 $ 899 $ 1,488 $ 1,308 $ 900 $ 858 =========== =========== =========== =========== =========== =========== Limited partners' interest in net income $ 104,593 $ 88,977 $ 147,311 $ 129,480 $ 89,069 $ 84,910 =========== =========== =========== =========== =========== =========== Net income per limited partner unit: Basic $ 2.00 $ 1.80 $ 2.81 $ 2.62 $ 1.72 $ 1.72 =========== =========== =========== =========== =========== =========== Diluted $ 1.99 $ 1.80 $ 2.81 $ 2.62 $ 1.72 $ 1.72 =========== =========== =========== =========== =========== =========== Average limited partner units outstanding: Basic 52,373 49,433 52,360 49,433 51,729 49,421 =========== =========== =========== =========== =========== =========== Diluted 52,431 49,491 52,436 49,483 51,811 49,482 =========== =========== =========== =========== =========== =========== SUPPLEMENTAL INFORMATION: Retail gallons sold (millions) 403.9 393.4 708.4 717.6 1,065.7 1,061.4 EBITDA (b) (c) $ 146,554 $ 129,871 $ 231,200 $ 211,231 $ 254,333 $ 242,847 Distributable cash (b) 119,382 101,882 176,771 154,813 147,143 134,563 Capital expenditures: Maintenance capital expenditures 6,005 6,105 12,127 11,835 22,276 20,619 Growth capital expenditures 11,191 11,602 19,482 21,433 29,494 39,334
(a) Included in operating and administrative expenses during the twelve-month period ended March 31, 2004 are $3,756 of costs associated with the management realignment announced in June 2003. (b) 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. (continued) 1 AMERIGAS PARTNERS, L.P. AND SUBSIDIARIES REPORT OF EARNINGS (Thousands, except per unit and where otherwise indicated) (Unaudited) (continued) The following table includes reconciliations of net income to EBITDA and distributable cash for all periods presented:
Three Months Ended Six Months Ended Twelve Months Ended March 31, March 31, March 31, --------------------- --------------------- --------------------- 2004 2003 2004 2003 2004 2003 --------- --------- --------- --------- --------- --------- Net income $ 105,650 $ 89,876 $ 148,799 $ 130,788 $ 89,969 $ 85,768 Income tax (benefit) expense (79) (320) 628 (62) 1,276 62 Interest expense 21,167 21,884 42,302 44,583 84,914 87,665 Depreciation 18,556 17,435 36,893 33,909 73,407 65,461 Amortization 1,260 996 2,578 2,013 4,767 3,891 --------- --------- --------- --------- --------- --------- EBITDA (c) 146,554 129,871 231,200 211,231 254,333 242,847 Interest expense (21,167) (21,884) (42,302) (44,583) (84,914) (87,665) Maintenance capital expenditures (6,005) (6,105) (12,127) (11,835) (22,276) (20,619) --------- --------- --------- --------- --------- --------- Distributable cash $ 119,382 $ 101,882 $ 176,771 $ 154,813 $ 147,143 $ 134,563 ========= ========= ========= ========= ========= =========
(c) The following table includes a reconciliation of forecasted net income to forecasted EBITDA for the fiscal year ending September 30, 2004:
Forecast Twelve Months Ended September 30, 2004 -------- Net income (estimate) $ 88,000 Interest expense (estimate) 82,000 Depreciation (estimate) 75,000 Amortization (estimate) 5,000 -------- EBITDA (estimate) $250,000 ========
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