|
|
Pennsylvania
|
|
23-2668356
|
(State or Other Jurisdiction of
Incorporation or Organization)
|
|
(I.R.S. Employer Identification No.)
|
Title of Each Class
|
|
Name of each Exchange
on Which Registered
|
Common Stock, without par value
|
|
New York Stock Exchange, Inc.
|
Large accelerated filer
þ
|
|
Accelerated filer
o
|
|
Non-accelerated filer
o
|
Smaller reporting company
o
|
|
Emerging growth company
o
|
|
|
|
|
Page
|
|
|
|
|
|
|
|
|
|
|
|
|
•
|
AmeriGas Propane
|
•
|
UGI International
|
•
|
Midstream & Marketing
|
•
|
UGI Utilities
|
•
|
costs and difficulties in staffing and managing international operations;
|
•
|
potentially adverse tax consequences, including restrictions on repatriating earnings, potential increases to corporate income taxes and the threat of “double taxation”;
|
•
|
fluctuations in currency exchange rates, which can affect demand for our products, increase our costs and adversely affect our profitability and reported results;
|
•
|
regulatory requirements and changes in regulatory requirements, including European competition laws that may adversely affect the terms of contracts with customers, including with respect to exclusive supply rights, and stricter regulations applicable to the storage and handling of LPG;
|
•
|
new and inconsistently enforced industry regulatory requirements, which can have an adverse effect on our competitive position;
|
•
|
tariffs and other trade barriers;
|
•
|
difficulties in enforcing contractual rights;
|
•
|
longer payment cycles;
|
•
|
local political and economic conditions;
|
•
|
internal control and risk management practices and policies; and
|
•
|
potential violations of federal regulatory requirements, including anti-bribery, anti-corruption, and anti-money laundering law, economic sanctions, the Foreign Corrupt Practices Act of 1977, as amended, and EU regulatory requirements, including the GDPR and Sapin II.
|
•
|
the discovery of presently unknown conditions;
|
•
|
changes in environmental laws and regulations;
|
•
|
judicial rejection of our legal defenses to third-party claims; or
|
•
|
the insolvency of other responsible parties at the sites at which we are involved.
|
ITEM 5.
|
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
|
2018 Fiscal Year
|
|
High
|
|
Low
|
||||
4th Quarter
|
|
$
|
55.94
|
|
|
$
|
50.31
|
|
3rd Quarter
|
|
$
|
52.49
|
|
|
$
|
43.60
|
|
2nd Quarter
|
|
$
|
48.04
|
|
|
$
|
42.51
|
|
1st Quarter
|
|
$
|
49.77
|
|
|
$
|
46.43
|
|
2017 Fiscal Year
|
|
High
|
|
Low
|
||||
4th Quarter
|
|
$
|
51.11
|
|
|
$
|
46.59
|
|
3rd Quarter
|
|
$
|
52.00
|
|
|
$
|
45.91
|
|
2nd Quarter
|
|
$
|
50.38
|
|
|
$
|
45.03
|
|
1st Quarter
|
|
$
|
46.66
|
|
|
$
|
41.79
|
|
2018 Fiscal Year
|
|
Amount
|
||
4th Quarter
|
|
$
|
0.2600
|
|
3rd Quarter
|
|
$
|
0.2500
|
|
2nd Quarter
|
|
$
|
0.2500
|
|
1st Quarter
|
|
$
|
0.2500
|
|
2017 Fiscal Year
|
|
Amount
|
||
4th Quarter
|
|
$
|
0.2500
|
|
3rd Quarter
|
|
$
|
0.2375
|
|
2nd Quarter
|
|
$
|
0.2375
|
|
1st Quarter
|
|
$
|
0.2375
|
|
Period
|
|
(a) Total Number of Shares Purchased
|
|
(b) Average Price Paid per Share (or Unit)
|
|
(c) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs
(1)
|
|
(d) Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet Be Purchased Under the Plans or Programs
|
July 1, 2018 to July 31, 2018
|
|
0
|
|
-
|
|
0
|
|
7,400,000
|
August 1, 2018 to August 31, 2018
|
|
135,000
|
|
$54.00
|
|
135,000
|
|
7,265,000
|
September 1, 2018 to September 30, 2018
|
|
165,000
|
|
$54.42
|
|
165000
|
|
7,100,000
|
Total
|
|
300,000
|
|
$54.23
|
|
300,000
|
|
|
ITEM 6.
|
SELECTED FINANCIAL DATA
|
|
|
Year Ended September 30,
|
||||||||||||||||||
(Millions of dollars, except per share amounts)
|
|
2018 (a)
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
FOR THE PERIOD:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income statement data:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenues
|
|
$
|
7,651.2
|
|
|
$
|
6,120.7
|
|
|
$
|
5,685.7
|
|
|
$
|
6,691.1
|
|
|
$
|
8,277.3
|
|
Net income including noncontrolling interests
|
|
$
|
822.4
|
|
|
$
|
523.8
|
|
|
$
|
488.8
|
|
|
$
|
414.0
|
|
|
$
|
532.6
|
|
Deduct net income attributable to noncontrolling interests, principally in AmeriGas Partners
|
|
(103.7
|
)
|
|
(87.2
|
)
|
|
(124.1
|
)
|
|
(133.0
|
)
|
|
(195.4
|
)
|
|||||
Net income attributable to UGI Corporation
|
|
$
|
718.7
|
|
|
$
|
436.6
|
|
|
$
|
364.7
|
|
|
$
|
281.0
|
|
|
$
|
337.2
|
|
Earnings per common share attributable to UGI stockholders:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
|
$
|
4.13
|
|
|
$
|
2.51
|
|
|
$
|
2.11
|
|
|
$
|
1.62
|
|
|
$
|
1.95
|
|
Diluted
|
|
$
|
4.06
|
|
|
$
|
2.46
|
|
|
$
|
2.08
|
|
|
$
|
1.60
|
|
|
$
|
1.92
|
|
Cash dividends declared per common share
|
|
$
|
1.020
|
|
|
$
|
0.975
|
|
|
$
|
0.930
|
|
|
$
|
0.890
|
|
|
$
|
0.791
|
|
AT PERIOD END:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance sheet data:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total assets
|
|
$
|
11,980.9
|
|
|
$
|
11,582.2
|
|
|
$
|
10,847.2
|
|
|
$
|
10,514.2
|
|
|
$
|
10,062.7
|
|
Capitalization:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Debt:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Short-term debt:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
AmeriGas Propane
|
|
$
|
232.0
|
|
|
$
|
140.0
|
|
|
$
|
153.2
|
|
|
$
|
68.1
|
|
|
$
|
109.0
|
|
UGI International
|
|
1.4
|
|
|
17.9
|
|
|
0.5
|
|
|
0.6
|
|
|
8.0
|
|
|||||
Midstream & Marketing
|
|
2.0
|
|
|
39.0
|
|
|
25.5
|
|
|
49.5
|
|
|
7.5
|
|
|||||
UGI Utilities
|
|
189.5
|
|
|
170.0
|
|
|
112.5
|
|
|
71.7
|
|
|
86.3
|
|
|||||
Long-term debt (including current maturities):
|
|
|
|
|
|
|
|
|
|
|
||||||||||
AmeriGas Propane
|
|
2,569.6
|
|
|
2,572.3
|
|
|
2,333.6
|
|
|
2,261.9
|
|
|
2,266.1
|
|
|||||
UGI International
|
|
748.5
|
|
|
838.8
|
|
|
779.6
|
|
|
774.2
|
|
|
562.8
|
|
|||||
UGI Utilities
|
|
838.0
|
|
|
751.1
|
|
|
671.5
|
|
|
619.8
|
|
|
639.5
|
|
|||||
Other
|
|
9.2
|
|
|
9.9
|
|
|
10.8
|
|
|
11.5
|
|
|
12.1
|
|
|||||
Total debt
|
|
4,590.2
|
|
|
4,539.0
|
|
|
4,087.2
|
|
|
3,857.3
|
|
|
3,691.3
|
|
|||||
UGI Corporation stockholders’ equity
|
|
3,681.4
|
|
|
3,163.3
|
|
|
2,844.1
|
|
|
2,685.2
|
|
|
2,659.1
|
|
|||||
Noncontrolling interests, principally in AmeriGas Partners
|
|
418.6
|
|
|
577.6
|
|
|
750.9
|
|
|
880.4
|
|
|
1,004.1
|
|
|||||
Total capitalization
|
|
$
|
8,690.2
|
|
|
$
|
8,279.9
|
|
|
$
|
7,682.2
|
|
|
$
|
7,422.9
|
|
|
$
|
7,354.5
|
|
Ratio of capitalization:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total debt
|
|
52.8
|
%
|
|
54.8
|
%
|
|
53.2
|
%
|
|
52.0
|
%
|
|
50.2
|
%
|
|||||
UGI Corporation stockholders’ equity
|
|
42.4
|
%
|
|
38.2
|
%
|
|
37.0
|
%
|
|
36.2
|
%
|
|
36.2
|
%
|
|||||
Noncontrolling interests, principally in AmeriGas Partners
|
|
4.8
|
%
|
|
7.0
|
%
|
|
9.8
|
%
|
|
11.8
|
%
|
|
13.6
|
%
|
|||||
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
(a)
|
Fiscal 2018 results include impacts from the Tax Cuts and Jobs Act (“TCJA”) in the U.S. See Notes 6 and 8 to Consolidated Financial Statements for additional information.
|
|
|
Year Ended September 30,
|
||||||||||||||||||
(Millions of dollars, except per share amounts)
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
Non-GAAP Reconciliation:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Adjusted net income attributable to UGI Corporation:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income attributable to UGI Corporation
|
|
$
|
718.7
|
|
|
$
|
436.6
|
|
|
$
|
364.7
|
|
|
$
|
281.0
|
|
|
$
|
337.2
|
|
Net (gains) losses on commodity derivative instruments not associated with current-period transactions (net of tax of $26.7, $31.9, $13.5, $(30.9) and $(4.5), respectively) (a) (b)
|
|
(68.1
|
)
|
|
(51.2
|
)
|
|
(29.9
|
)
|
|
53.3
|
|
|
6.6
|
|
|||||
Unrealized (gains) losses on foreign currency derivative instruments (net of tax of $9.3, $(9.9), $0, $0 and $0) (a)
|
|
(19.6
|
)
|
|
13.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Loss on extinguishments of debt (net of tax of $0, $(6.1), $(5.0), $0 and $0, respectively) (a)
|
|
—
|
|
|
9.6
|
|
|
7.9
|
|
|
—
|
|
|
—
|
|
|||||
Integration and acquisition expenses associated with Finagaz acquired on May 29, 2015 (net of tax of $(12.0), $(13.7), $(10.6), $(7.7) and $(2.2), respectively) (a)
|
|
18.5
|
|
|
26.2
|
|
|
17.3
|
|
|
14.9
|
|
|
4.3
|
|
|||||
Impairment of Partnership tradenames and trademarks (net of tax of $(5.8), $0, $0, $0 and $0, respectively) (a)
|
|
14.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Impact from change in French tax rate
|
|
(12.1
|
)
|
|
(29.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Remeasurement impact from TCJA
|
|
(166.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Costs associated with extinguishment of debt (net of tax of $0, $0, $0, $(5.7) and $0, respectively) (a) (c)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.6
|
|
|
—
|
|
|||||
Impact of retroactive change in French tax law
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.7
|
|
|||||
Adjusted net income attributable to UGI Corporation (d)
|
|
$
|
485.6
|
|
|
$
|
406.1
|
|
|
$
|
360.0
|
|
|
$
|
353.8
|
|
|
$
|
353.8
|
|
Adjusted diluted earnings per share:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
UGI Corporation earnings per share - diluted
|
|
$
|
4.06
|
|
|
$
|
2.46
|
|
|
$
|
2.08
|
|
|
$
|
1.60
|
|
|
$
|
1.92
|
|
Net (gains) losses on commodity derivative instruments not associated with current-period transactions (b)
|
|
(0.39
|
)
|
|
(0.29
|
)
|
|
(0.17
|
)
|
|
0.30
|
|
|
0.04
|
|
|||||
Unrealized (gains) losses on foreign currency derivative instruments
|
|
(0.11
|
)
|
|
0.08
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Loss on extinguishments of debt
|
|
—
|
|
|
0.05
|
|
|
0.04
|
|
|
—
|
|
|
—
|
|
|||||
Integration and acquisition expenses associated with Finagaz acquired on May 29, 2015
|
|
0.10
|
|
|
0.15
|
|
|
0.10
|
|
|
0.08
|
|
|
0.03
|
|
|||||
Impairment of Partnership tradenames and trademarks
|
|
0.08
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Impact from change in French tax rate
|
|
(0.07
|
)
|
|
(0.16
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Remeasurement impact from TCJA
|
|
(0.93
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Costs associated with extinguishment of debt
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.03
|
|
|
—
|
|
|||||
Impact of retroactive change in French tax law
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.03
|
|
|||||
Adjusted diluted earnings per share (d)
|
|
$
|
2.74
|
|
|
$
|
2.29
|
|
|
$
|
2.05
|
|
|
$
|
2.01
|
|
|
$
|
2.02
|
|
(a)
|
Income taxes associated with pre-tax adjustments determined using statutory business unit tax rates.
|
(b)
|
Includes the effects of rounding.
|
(c)
|
Costs associated with extinguishment of debt in Fiscal 2015 are included in “
Interest expense
” on the Consolidated Statements of Income.
|
(d)
|
Management uses "adjusted net income attributable to UGI" and "adjusted diluted earnings per share," both of which are non-GAAP financial measures, when evaluating UGI's overall performance. Adjusted net income attributable to UGI is net income attributable to UGI after excluding (1) net after-tax gains and losses on commodity and certain foreign currency derivative instruments not associated with current-period transactions (principally comprising changes in unrealized gains and losses
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
|
|
2018 (a)
|
|
2017
|
|
2016
|
|||||||||||||||
(Dollars in millions)
|
|
Amount
|
|
% of
Total
|
|
Amount
|
|
% of
Total |
|
Amount
|
|
% of
Total |
|||||||||
AmeriGas Propane
|
|
$
|
174.7
|
|
|
24.3
|
%
|
|
$
|
44.6
|
|
|
10.2
|
%
|
|
$
|
43.2
|
|
|
11.8
|
%
|
UGI International
|
|
138.6
|
|
|
19.3
|
%
|
|
158.6
|
|
|
36.3
|
%
|
|
111.6
|
|
|
30.6
|
%
|
|||
Midstream & Marketing
|
|
196.8
|
|
|
27.4
|
%
|
|
86.9
|
|
|
19.9
|
%
|
|
97.4
|
|
|
26.7
|
%
|
|||
UGI Utilities
|
|
148.9
|
|
|
20.7
|
%
|
|
116.0
|
|
|
26.6
|
%
|
|
87.1
|
|
|
23.9
|
%
|
|||
Corporate & Other (b)
|
|
59.7
|
|
|
8.3
|
%
|
|
30.5
|
|
|
7.0
|
%
|
|
25.4
|
|
|
7.0
|
%
|
|||
Net income attributable to UGI Corporation
|
|
$
|
718.7
|
|
|
100.0
|
%
|
|
$
|
436.6
|
|
|
100.0
|
%
|
|
$
|
364.7
|
|
|
100.0
|
%
|
(a)
|
Fiscal 2018 net income attributable to UGI Corporation by business unit reflects the impacts of the TCJA in the U.S., and UGI International’s Fiscal 2018 and Fiscal 2017 net income also reflects the impacts of tax legislation in France. See “Impact of Tax Reform” below and Note 6 to Consolidated Financial Statements.
|
(b)
|
Corporate & Other includes net after-tax gains on commodity derivative instruments not associated with current-period transactions of $68.1 million, $51.2 million and $29.9 million in Fiscal 2018, Fiscal 2017 and Fiscal 2016, respectively. Corporate & Other also includes after-tax unrealized gains (losses) on certain foreign currency derivative instruments of $19.6 million and $(13.9) million in Fiscal 2018 and Fiscal 2017, respectively. See Note 21 to Consolidated Financial Statements for a discussion of amounts included in Corporate & Other.
|
|
|
2018
|
|
2017
|
|
2016
|
|||||||||||||||
(Dollars in millions)
|
|
Amount
|
|
% of
Total |
|
Amount
|
|
% of
Total |
|
Amount
|
|
% of
Total |
|||||||||
AmeriGas Propane
|
|
$
|
76.3
|
|
|
15.7
|
%
|
|
$
|
54.2
|
|
|
13.3
|
%
|
|
$
|
51.1
|
|
|
14.2
|
%
|
UGI International
|
|
153.1
|
|
|
31.5
|
%
|
|
155.8
|
|
|
38.4
|
%
|
|
128.9
|
|
|
35.8
|
%
|
|||
Midstream & Marketing
|
|
126.7
|
|
|
26.1
|
%
|
|
86.9
|
|
|
21.4
|
%
|
|
87.1
|
|
|
24.2
|
%
|
|||
UGI Utilities
|
|
140.9
|
|
|
29.0
|
%
|
|
116.0
|
|
|
28.6
|
%
|
|
97.4
|
|
|
27.1
|
%
|
|||
Corporate & Other
|
|
(11.4
|
)
|
|
(2.3
|
)%
|
|
(6.8
|
)
|
|
(1.7
|
)%
|
|
(4.5
|
)
|
|
(1.3
|
)%
|
|||
Net income attributable to UGI Corporation
|
|
$
|
485.6
|
|
|
100.0
|
%
|
|
$
|
406.1
|
|
|
100.0
|
%
|
|
$
|
360.0
|
|
|
100.0
|
%
|
Year Ended September 30, 2018
|
|
Total
|
|
AmeriGas Propane
|
|
UGI International
|
|
Midstream
& Marketing
|
|
UGI Utilities
|
|
Corporate & Other
|
||||||||||||
Adjusted net income attributable to UGI Corporation (millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net income attributable to UGI Corporation
|
|
$
|
718.7
|
|
|
$
|
174.7
|
|
|
$
|
138.6
|
|
|
$
|
196.8
|
|
|
$
|
148.9
|
|
|
$
|
59.7
|
|
Net gains on commodity derivative instruments not associated with current-period transactions (net of tax of $26.7) (a)
|
|
(68.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(68.1
|
)
|
||||||
Unrealized gains on foreign currency derivative instruments (net of tax of $9.3) (a)
|
|
(19.6
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(19.6
|
)
|
||||||
Integration expenses associated with Finagaz (net of tax of $(12.0)) (a)
|
|
18.5
|
|
|
—
|
|
|
18.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Impairment of Partnership tradenames and trademarks (net of tax of $(5.8)) (a)
|
|
14.5
|
|
|
14.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Impact from December 2017 French Finance Bills
|
|
(12.1
|
)
|
|
—
|
|
|
(12.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Remeasurement impact from TCJA
|
|
(166.3
|
)
|
|
(112.9
|
)
|
|
8.1
|
|
|
(70.1
|
)
|
|
(8.0
|
)
|
|
16.6
|
|
||||||
Adjusted net income (loss) attributable to UGI Corporation
|
|
$
|
485.6
|
|
|
$
|
76.3
|
|
|
$
|
153.1
|
|
|
$
|
126.7
|
|
|
$
|
140.9
|
|
|
$
|
(11.4
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Adjusted diluted earnings per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
UGI Corporation earnings per share - diluted
|
|
$
|
4.06
|
|
|
$
|
0.99
|
|
|
$
|
0.78
|
|
|
$
|
1.11
|
|
|
$
|
0.84
|
|
|
$
|
0.34
|
|
Net gains on commodity derivative instruments not associated with current-period transactions (b)
|
|
(0.39
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.39
|
)
|
||||||
Unrealized gains on foreign currency derivative instruments
|
|
(0.11
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.11
|
)
|
||||||
Integration expenses associated with Finagaz
|
|
0.10
|
|
|
—
|
|
|
0.10
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Impairment of Partnership tradenames and trademarks
|
|
0.08
|
|
|
0.08
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Impact from December 2017 French Finance Bills
|
|
(0.07
|
)
|
|
—
|
|
|
(0.07
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Remeasurement impact from TCJA (b)
|
|
(0.93
|
)
|
|
(0.64
|
)
|
|
0.06
|
|
|
(0.39
|
)
|
|
(0.04
|
)
|
|
0.08
|
|
||||||
Adjusted diluted earnings (loss) per share
|
|
$
|
2.74
|
|
|
$
|
0.43
|
|
|
$
|
0.87
|
|
|
$
|
0.72
|
|
|
$
|
0.80
|
|
|
$
|
(0.08
|
)
|
Year Ended September 30, 2017
|
|
Total
|
|
AmeriGas Propane
|
|
UGI International
|
|
Midstream & Marketing
|
|
UGI Utilities
|
|
Corporate & Other
|
||||||||||||
Adjusted net income attributable to UGI Corporation (millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net income attributable to UGI Corporation
|
|
$
|
436.6
|
|
|
$
|
44.6
|
|
|
$
|
158.6
|
|
|
$
|
86.9
|
|
|
$
|
116.0
|
|
|
$
|
30.5
|
|
Net gains on commodity derivative instruments not associated with current-period transactions (net of tax of $31.9) (a)
|
|
(51.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(51.2
|
)
|
||||||
Unrealized losses on foreign currency derivative instruments (net of tax of $(9.9)) (a)
|
|
13.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13.9
|
|
||||||
Loss on extinguishments of debt (net of tax of $(6.1)) (a)
|
|
9.6
|
|
|
9.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Integration expenses associated with Finagaz (net of tax of $(13.7)) (a)
|
|
26.2
|
|
|
—
|
|
|
26.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Impact from December 2016 French Finance Bills
|
|
(29.0
|
)
|
|
—
|
|
|
(29.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Adjusted net income (loss) attributable to UGI Corporation
|
|
$
|
406.1
|
|
|
$
|
54.2
|
|
|
$
|
155.8
|
|
|
$
|
86.9
|
|
|
$
|
116.0
|
|
|
$
|
(6.8
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Adjusted diluted earnings per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
UGI Corporation earnings per share – diluted
|
|
$
|
2.46
|
|
|
$
|
0.25
|
|
|
$
|
0.89
|
|
|
$
|
0.49
|
|
|
$
|
0.66
|
|
|
$
|
0.17
|
|
Net gains on commodity derivative instruments not associated with current-period transactions
|
|
(0.29
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.29
|
)
|
||||||
Unrealized losses on foreign currency derivative instruments
|
|
0.08
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.08
|
|
||||||
Loss on extinguishments of debt
|
|
0.05
|
|
|
0.05
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Integration expenses associated with Finagaz
|
|
0.15
|
|
|
—
|
|
|
0.15
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Impact from December 2016 French Finance Bills
|
|
(0.16
|
)
|
|
—
|
|
|
(0.16
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Adjusted diluted earnings (loss) per share
|
|
$
|
2.29
|
|
|
$
|
0.30
|
|
|
$
|
0.88
|
|
|
$
|
0.49
|
|
|
$
|
0.66
|
|
|
$
|
(0.04
|
)
|
Year Ended September 30, 2016
|
|
Total
|
|
AmeriGas Propane
|
|
UGI International
|
|
Midstream & Marketing
|
|
UGI Utilities
|
|
Corporate & Other
|
||||||||||||
Adjusted net income attributable to UGI Corporation (millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net income attributable to UGI Corporation
|
|
$
|
364.7
|
|
|
$
|
43.2
|
|
|
$
|
111.6
|
|
|
$
|
87.1
|
|
|
$
|
97.4
|
|
|
$
|
25.4
|
|
Net gains on commodity derivative instruments not associated with current-period transactions (net of tax of $13.5) (a)
|
|
(29.9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(29.9
|
)
|
||||||
Loss on extinguishments of debt (net of tax of $(5.0)) (a)
|
|
7.9
|
|
|
7.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Integration expenses associated with Finagaz (net of tax of $(10.6)) (a)
|
|
17.3
|
|
|
—
|
|
|
17.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Adjusted net income (loss) attributable to UGI Corporation
|
|
$
|
360.0
|
|
|
$
|
51.1
|
|
|
$
|
128.9
|
|
|
$
|
87.1
|
|
|
$
|
97.4
|
|
|
$
|
(4.5
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Adjusted diluted earnings per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
UGI Corporation earnings per share - diluted
|
|
$
|
2.08
|
|
|
$
|
0.25
|
|
|
$
|
0.64
|
|
|
$
|
0.50
|
|
|
$
|
0.55
|
|
|
$
|
0.14
|
|
Net gains on commodity derivative instruments not associated with current-period transactions (b)
|
|
(0.17
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.17
|
)
|
||||||
Loss on extinguishments of debt
|
|
0.04
|
|
|
0.04
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Integration expenses associated with Finagaz
|
|
0.10
|
|
|
—
|
|
|
0.10
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Adjusted diluted earnings per share
|
|
$
|
2.05
|
|
|
$
|
0.29
|
|
|
$
|
0.74
|
|
|
$
|
0.50
|
|
|
$
|
0.55
|
|
|
$
|
(0.03
|
)
|
(a)
|
Income taxes associated with pre-tax adjustments determined using statutory business unit tax rates.
|
(b)
|
Includes the effects of rounding.
|
|
|
2018
|
|
2017
|
|
Variance - Favorable
(Unfavorable)
|
|||||||||||||||
(Dollars in millions)
|
|
Amount (a)
|
|
% of
Total
|
|
Amount
|
|
% of
Total
|
|
Amount
|
|
% Change
|
|||||||||
AmeriGas Propane (b)(c)
|
|
$
|
174.7
|
|
|
24.3
|
%
|
|
$
|
44.6
|
|
|
10.2
|
%
|
|
$
|
130.1
|
|
|
291.7
|
%
|
UGI International (d)(e)
|
|
138.6
|
|
|
19.3
|
%
|
|
158.6
|
|
|
36.3
|
%
|
|
(20.0
|
)
|
|
(12.6
|
)%
|
|||
Midstream & Marketing
|
|
196.8
|
|
|
27.4
|
%
|
|
86.9
|
|
|
19.9
|
%
|
|
109.9
|
|
|
126.5
|
%
|
|||
UGI Utilities (f)
|
|
148.9
|
|
|
20.7
|
%
|
|
116.0
|
|
|
26.6
|
%
|
|
32.9
|
|
|
28.4
|
%
|
|||
Corporate & Other (g)(h)
|
|
59.7
|
|
|
8.3
|
%
|
|
30.5
|
|
|
7.0
|
%
|
|
29.2
|
|
|
N.M.
|
|
|||
Net income attributable to UGI Corporation
|
|
$
|
718.7
|
|
|
100.0
|
%
|
|
$
|
436.6
|
|
|
100.0
|
%
|
|
$
|
282.1
|
|
|
64.6
|
%
|
(a)
|
Fiscal 2018 net income attributable to UGI Corporation includes income (loss) from remeasurement adjustments to tax-related accounts as a result of the enactment of the TCJA as follows:
|
AmeriGas Propane
|
$
|
112.9
|
|
UGI International
|
(8.1
|
)
|
|
Midstream & Marketing
|
70.1
|
|
|
UGI Utilities
|
8.0
|
|
|
Corporate & Other
|
(16.6
|
)
|
|
Net income attributable to UGI Corporation
|
$
|
166.3
|
|
(b)
|
Fiscal 2018 includes after-tax impairment charge of $14.5 million as a result of the plan to discontinue use of certain Partnership tradenames and trademarks.
|
(c)
|
Fiscal 2017 includes net after-tax loss of $9.6 million from extinguishments of debt.
|
(d)
|
Fiscal 2018 includes beneficial impact of a $12.1 million remeasurement adjustment to net deferred income tax liabilities associated with the enactment of the December 2017 French Finance Bills. Fiscal 2017 includes beneficial impact of a $29.0 million remeasurement adjustment to net deferred income tax liabilities associated with a change in French income tax rate and an income tax settlement refund of $6.7 million, plus interest, in France. In addition to these remeasurement adjustments, Fiscal 2018 also reflects the current-year negative impact of the December 2017 French Finance Bills which decreased Fiscal 2018 net income attributable to UGI by approximately $0.6 million.
|
(e)
|
Includes after-tax integration expenses associated with Finagaz of $18.5 million and $26.2 million for Fiscal 2018 and Fiscal 2017, respectively.
|
(f)
|
Fiscal 2018 includes reduction in net income of $17.1 million to reflect the establishment of a regulatory liability and associated deferred income taxes from tax savings incurred during the period January 1, 2018 to June 30, 2018 as a result of the TCJA.
|
(g)
|
Includes net after-tax gains on commodity derivative instruments not associated with current-period transactions of $68.1 million and $51.2 million for Fiscal 2018 and Fiscal 2017, respectively. Also includes after-tax unrealized gains (losses) on certain foreign currency derivative instruments of $19.6 million and $(13.9) million for Fiscal 2018 and Fiscal 2017, respectively.
|
(h)
|
Fiscal 2017 includes a $7.1 million after-tax loss associated with the impairment of a cost basis investment.
|
AmeriGas Propane
|
|
2018
|
|
2017
|
|
Increase (Decrease)
|
|||||||||
(Dollars in millions)
|
|
|
|
|
|
|
|
|
|
||||||
Revenues
|
|
$
|
2,823.0
|
|
|
$
|
2,453.5
|
|
|
$
|
369.5
|
|
|
15.1
|
%
|
Total margin (a)
|
|
$
|
1,508.3
|
|
|
$
|
1,450.6
|
|
|
$
|
57.7
|
|
|
4.0
|
%
|
Partnership operating and administrative expenses (b)
|
|
$
|
923.1
|
|
|
$
|
915.1
|
|
|
$
|
8.0
|
|
|
0.9
|
%
|
Impairment of Partnership tradenames and trademarks (c)
|
|
$
|
75.0
|
|
|
$
|
—
|
|
|
$
|
75.0
|
|
|
N.M.
|
|
Partnership Adjusted EBITDA (d)(e)
|
|
$
|
605.5
|
|
|
$
|
551.3
|
|
|
$
|
54.2
|
|
|
9.8
|
%
|
Operating income (e)(f)(g)
|
|
$
|
347.2
|
|
|
$
|
355.3
|
|
|
$
|
(8.1
|
)
|
|
(2.3
|
)%
|
Retail gallons sold (millions)
|
|
1,081.3
|
|
|
1,046.9
|
|
|
34.4
|
|
|
3.3
|
%
|
|||
Degree days – % colder (warmer) than normal (h)
|
|
0.3
|
%
|
|
(11.3
|
)%
|
|
—
|
|
|
—
|
|
(a)
|
Total margin represents total revenues less total cost of sales. Total margin for Fiscal 2018 and Fiscal 2017 excludes net pre-tax gains of $12.5 million and $31.1 million, respectively, on commodity derivative instruments not associated with current-period transactions.
|
(b)
|
Operating and administrative expenses in Fiscal 2017 include a $7.5 million environmental accrual associated with the site of a former manufactured gas plant (“MGP”) obtained in a prior-year acquisition (see Note 15 to Consolidated Financial Statements).
|
(c)
|
Fiscal 2018 reflects $75.0 million impairment charge associated with a plan to discontinue the use of certain Partnership tradenames and trademarks (see Note 11 to Consolidated Financial Statements).
|
(d)
|
Partnership Adjusted EBITDA should not be considered as an alternative to net income (loss) (as an indicator of operating performance) and is not a measure of performance or financial condition under GAAP. Management uses Partnership Adjusted EBITDA as the primary measure of segment profitability for the AmeriGas Propane segment (see Note 21 to Consolidated Financial Statements).
|
(e)
|
Fiscal 2017 reflects adjustments to correct previously recorded gains on sales of fixed assets ($8.8 million) and decreased depreciation expense ($1.1 million) relating to certain assets acquired with the Heritage Propane acquisition in 2012, which reduced Partnership Adjusted EBITDA by $8.8 million and reduced operating income by $7.7 million.
|
(f)
|
Amounts for Fiscal 2017 reflect an adjustment to correct depreciation expense associated with prior periods which reduced operating income by $7.5 million.
|
(g)
|
Operating income reflects certain operating and administrative expenses of the General Partner.
|
(h)
|
Deviation from average heating degree days for the 15-year period 2002-2016 based upon national weather statistics provided by the National Oceanic and Atmospheric Administration (“NOAA”) for 344 Geo Regions in the United States, excluding Alaska and Hawaii.
|
UGI International
|
|
2018
|
|
2017
|
|
Increase
|
|||||||||
(Dollars in millions)
|
|
|
|
|
|
|
|
|
|||||||
Revenues
|
|
$
|
2,683.8
|
|
|
$
|
1,877.5
|
|
|
$
|
806.3
|
|
|
42.9
|
%
|
Total margin (a)
|
|
$
|
1,063.7
|
|
|
$
|
942.2
|
|
|
$
|
121.5
|
|
|
12.9
|
%
|
Operating and administrative expenses (b)
|
|
$
|
703.2
|
|
|
$
|
626.2
|
|
|
$
|
77.0
|
|
|
12.3
|
%
|
Operating income
|
|
$
|
223.1
|
|
|
$
|
195.7
|
|
|
$
|
27.4
|
|
|
14.0
|
%
|
Income before income taxes (c)
|
|
$
|
188.8
|
|
|
$
|
175.0
|
|
|
$
|
13.8
|
|
|
7.9
|
%
|
LPG retail gallons sold (millions)
|
|
886.3
|
|
|
827.9
|
|
|
58.4
|
|
|
7.1
|
%
|
|||
UGI International degree days – % (warmer) colder than normal (d)
|
|
(5.3
|
)%
|
|
0.7
|
%
|
|
—
|
|
|
—
|
|
(a)
|
Total margin represents total revenues less total cost of sales. Total margin for Fiscal 2018 and Fiscal 2017 excludes net pre-tax gains of $92.8 million and $19.0 million, respectively, on commodity derivative instruments not associated with current-period transactions.
|
(b)
|
Reflects impacts of Finagaz integration expenses for Fiscal 2018 and Fiscal 2017 of $30.5 million and $39.9 million, respectively.
|
(c)
|
Income before income taxes for Fiscal 2018 and Fiscal 2017 excludes net pre-tax unrealized gains (losses) on certain foreign currency derivative contracts of $28.9 million and $(23.8) million, respectively.
|
(d)
|
Deviation from average heating degree days for the 15-year period 2002-2016 at locations in our UGI International service territories
.
|
Midstream & Marketing
|
|
2018
|
|
2017
|
|
Increase
|
|||||||||
(Dollars in millions)
|
|
|
|
|
|
|
|
|
|||||||
Revenues
|
|
$
|
1,421.7
|
|
|
$
|
1,121.2
|
|
|
$
|
300.5
|
|
|
26.8
|
%
|
Total margin (a)
|
|
$
|
330.9
|
|
|
$
|
264.5
|
|
|
$
|
66.4
|
|
|
25.1
|
%
|
Operating and administrative expenses
|
|
$
|
114.0
|
|
|
$
|
95.6
|
|
|
$
|
18.4
|
|
|
19.2
|
%
|
Operating income
|
|
$
|
173.9
|
|
|
$
|
139.2
|
|
|
$
|
34.7
|
|
|
24.9
|
%
|
Income before income taxes
|
|
$
|
176.3
|
|
|
$
|
141.4
|
|
|
$
|
34.9
|
|
|
24.7
|
%
|
(a)
|
Total margin represents total revenues less total cost of sales. Total margin for Fiscal 2018 and Fiscal 2017 excludes net pre-tax (losses) gains of $(1.4) million and $55.7 million, respectively, on commodity derivative instruments not associated with current-period transactions.
|
UGI Utilities
|
|
2018
|
|
2017
|
|
Increase
|
|||||||||
(Dollars in millions)
|
|
|
|
|
|
|
|
|
|||||||
Revenues (a)
|
|
$
|
1,092.4
|
|
|
$
|
887.6
|
|
|
$
|
204.8
|
|
|
23.1
|
%
|
Total margin (a)(b)
|
|
$
|
564.5
|
|
|
$
|
515.6
|
|
|
$
|
48.9
|
|
|
9.5
|
%
|
Operating and administrative expenses
|
|
$
|
244.6
|
|
|
$
|
223.2
|
|
|
$
|
21.4
|
|
|
9.6
|
%
|
Operating income (a)
|
|
$
|
237.5
|
|
|
$
|
228.3
|
|
|
$
|
9.2
|
|
|
4.0
|
%
|
Income before income taxes (a)
|
|
$
|
194.6
|
|
|
$
|
188.1
|
|
|
$
|
6.5
|
|
|
3.5
|
%
|
Adjusted net income attributable to UGI Corporation (a)(c)
|
|
$
|
140.9
|
|
|
$
|
116.0
|
|
|
$
|
24.9
|
|
|
21.5
|
%
|
Gas Utility system throughput – billions of cubic feet (“bcf”)
|
|
|
|
|
|
|
|
|
|||||||
Core market
|
|
80.2
|
|
|
70.4
|
|
|
9.8
|
|
|
13.9
|
%
|
|||
Total
|
|
264.0
|
|
|
243.1
|
|
|
20.9
|
|
|
8.6
|
%
|
|||
Electric Utility distribution sales - millions of kilowatt hours (“gwh”)
|
|
1,005.9
|
|
|
950.6
|
|
|
55.3
|
|
|
5.8
|
%
|
|||
Gas Utility degree days – % (warmer) than normal (d)
|
|
(2.1
|
)%
|
|
(11.1
|
)%
|
|
—
|
|
|
—
|
|
(a)
|
Gas Utility’s Fiscal 2018 revenues, total margin, operating income and income before income taxes were reduced by $24.1 million to record the effects of income tax savings that accrued during the period January 1, 2018 to June 30, 2018, in accordance with a PAPUC Order issued May 17, 2018, related to the TCJA (see Notes 6 and 8 to Consolidated Financial Statements). Although UGI Utilities’ income before income taxes for Fiscal 2018 was negatively impacted by this $24.1 million reduction in revenues, the impact on UGI Utilities’ net income was offset by a reduction in Fiscal 2018 income tax expense principally as a result of the lower federal income tax rate. The impact of the PAPUC Order on revenues for the period July 1, 2018 to September 30, 2018 was not material.
|
(b)
|
Total margin represents total revenues less total cost of sales and revenue-related taxes, i.e., Electric Utility gross receipts taxes, of $5.0 million and $4.7 million during Fiscal 2018 and Fiscal 2017, respectively. For financial statement purposes, Electric Utility gross receipts taxes are included in “
Operating and administrative expenses
” on the Consolidated Statements of Income (but are excluded from operating and administrative expenses presented above).
|
(c)
|
Adjusted net income attributable to UGI Corporation is a non-GAAP measure. See “Non-GAAP Financial Measures - Adjusted Net Income Attributable to UGI and Adjusted Diluted Earnings Per Share” above for a reconciliation of UGI Utilities’ adjusted net income attributable to UGI Corporation to the most comparable GAAP measure.
|
(d)
|
Deviation from average heating degree days for the 15-year period 2000-2014 based upon weather statistics provided by NOAA for airports located within Gas Utility’s service territory.
|
|
|
2017
|
|
2016
|
|
Variance - Favorable
(Unfavorable)
|
|||||||||||||||
(Dollars in millions)
|
|
Amount
|
|
% of
Total
|
|
Amount
|
|
% of
Total
|
|
Amount
|
|
% Change
|
|||||||||
AmeriGas Propane (a)
|
|
$
|
44.6
|
|
|
10.2
|
%
|
|
$
|
43.2
|
|
|
11.8
|
%
|
|
$
|
1.4
|
|
|
3.2
|
%
|
UGI International (b)(c)
|
|
158.6
|
|
|
36.3
|
%
|
|
111.6
|
|
|
30.6
|
%
|
|
47.0
|
|
|
42.1
|
%
|
|||
UGI Utilities
|
|
86.9
|
|
|
19.9
|
%
|
|
87.1
|
|
|
23.9
|
%
|
|
(0.2
|
)
|
|
(0.2
|
)%
|
|||
Midstream & Marketing
|
|
116.0
|
|
|
26.6
|
%
|
|
97.4
|
|
|
26.7
|
%
|
|
18.6
|
|
|
19.1
|
%
|
|||
Corporate & Other (d)(e)
|
|
30.5
|
|
|
7.0
|
%
|
|
25.4
|
|
|
7.0
|
%
|
|
5.1
|
|
|
N.M.
|
|
|||
Net income attributable to UGI Corporation
|
|
$
|
436.6
|
|
|
100.0
|
%
|
|
$
|
364.7
|
|
|
100.0
|
%
|
|
$
|
71.9
|
|
|
19.7
|
%
|
(a)
|
Includes net after-tax losses of $9.6 million and $7.9 million from extinguishments of debt in Fiscal 2017 and Fiscal 2016, respectively.
|
(b)
|
Fiscal 2017 includes beneficial impact of a $29.0 million adjustment to net deferred income tax liabilities associated with a change in French income tax rate, the release of a $7.6 million valuation allowance against future uses of foreign tax credit carryforwards and an income tax settlement refund of $6.7 million, plus interest, in France.
|
(c)
|
Includes after-tax integration expenses associated with Finagaz of $26.2 million and $17.3 million in Fiscal 2017 and Fiscal 2016, respectively.
|
(d)
|
Includes net after-tax gains on commodity derivative instruments not associated with current-period transactions of $51.2 million and $29.9 million in Fiscal 2017 and Fiscal 2016, respectively. Fiscal 2017 also includes $13.9 million of after-tax unrealized losses on certain foreign currency derivative instruments.
|
(e)
|
Fiscal 2017 includes a $7.1 million after-tax loss from the impairment of a cost basis investment.
|
AmeriGas Propane
|
|
2017
|
|
2016
|
|
Increase (Decrease)
|
|||||||||
(Dollars in millions)
|
|
|
|
|
|
|
|
|
|||||||
Revenues
|
|
$
|
2,453.5
|
|
|
$
|
2,311.8
|
|
|
$
|
141.7
|
|
|
6.1
|
%
|
Total margin (a)
|
|
$
|
1,450.6
|
|
|
$
|
1,447.0
|
|
|
$
|
3.6
|
|
|
0.2
|
%
|
Partnership operating and administrative expenses (b)
|
|
$
|
915.1
|
|
|
$
|
928.8
|
|
|
$
|
(13.7
|
)
|
|
(1.5
|
)%
|
Partnership Adjusted EBITDA (c)(d)
|
|
$
|
551.3
|
|
|
$
|
543.0
|
|
|
$
|
8.3
|
|
|
1.5
|
%
|
Operating income (d)(e)(f)
|
|
$
|
355.3
|
|
|
$
|
356.3
|
|
|
$
|
(1.0
|
)
|
|
(0.3
|
)%
|
Retail gallons sold (millions)
|
|
1,046.9
|
|
|
1,065.5
|
|
|
(18.6
|
)
|
|
(1.7
|
)%
|
|||
Degree days – % (warmer) than normal (g)
|
|
(11.3
|
)%
|
|
(12.4
|
)%
|
|
—
|
|
|
—
|
|
(a)
|
Total margin represents total revenues less total cost of sales. Total margin for Fiscal 2017 and Fiscal 2016 excludes net pre-tax gains of $31.1 million and $66.1 million, respectively, on commodity derivative instruments not associated with current-period transactions.
|
(b)
|
Partnership operating and administrative expenses in Fiscal 2017 include a $7.5 million environmental accrual associated with the site of a former MGP obtained in a prior-year acquisition (see Note 15 to Consolidated Financial Statements).
|
(c)
|
Partnership Adjusted EBITDA should not be considered as an alternative to net income (as an indicator of operating performance) and is not a measure of performance or financial condition under GAAP. Management uses Partnership Adjusted EBITDA as the primary measure of segment profitability for the AmeriGas Propane segment (see Note 21 to Consolidated Financial Statements).
|
(d)
|
Fiscal 2017 includes adjustments to correct previously recorded gains on sales of fixed assets ($8.8 million) and decreased depreciation expense ($1.1 million) relating to certain assets acquired with the Heritage Propane acquisition in 2012, which reduced Partnership Adjusted EBITDA by $8.8 million and reduced operating income by $7.7 million.
|
(e)
|
Fiscal 2017 reflects an adjustment to correct depreciation expense associated with prior periods which reduced operating income by $7.5 million.
|
(f)
|
Operating income reflects operating and administrative expenses of the General Partner.
|
(g)
|
Deviation from average heating degree days for the 15-year period 2002-2016 based upon national weather statistics provided by NOAA for 344 Geo regions in the United States, excluding Alaska and Hawaii.
|
UGI International
|
|
2017
|
|
2016
|
|
Increase (Decrease)
|
|||||||||
(Dollars in millions)
|
|
|
|
|
|
|
|
|
|||||||
Revenues
|
|
$
|
1,877.5
|
|
|
$
|
1,868.8
|
|
|
$
|
8.7
|
|
|
0.5
|
%
|
Total margin (a)
|
|
$
|
942.2
|
|
|
$
|
965.0
|
|
|
$
|
(22.8
|
)
|
|
(2.4
|
)%
|
Operating and administrative expenses (b)
|
|
$
|
626.2
|
|
|
$
|
639.7
|
|
|
$
|
(13.5
|
)
|
|
(2.1
|
)%
|
Operating income
|
|
$
|
195.7
|
|
|
$
|
206.6
|
|
|
$
|
(10.9
|
)
|
|
(5.3
|
)%
|
Income before income taxes (c)
|
|
$
|
175.0
|
|
|
$
|
182.0
|
|
|
$
|
(7.0
|
)
|
|
(3.8
|
)%
|
LPG retail gallons sold (millions) (d)
|
|
827.9
|
|
|
820.5
|
|
|
7.4
|
|
|
0.9
|
%
|
|||
UGI International degree days - % colder (warmer) than normal (e)
|
|
0.7
|
%
|
|
(7.9
|
)%
|
|
—
|
|
|
—
|
|
(a)
|
Total margin represents total revenues less total cost of sales. Total margin for Fiscal 2017 and Fiscal 2016 excludes net pre-tax gains of $19.0 million and $31.8 million, respectively, on UGI International commodity derivative instruments not associated with current-period transactions.
|
(b)
|
Includes Finagaz integration expenses in Fiscal 2017 and Fiscal 2016 of $39.9 million and $27.9 million, respectively.
|
(c)
|
Fiscal 2017 excludes net pre-tax unrealized losses on certain foreign currency derivative contracts of $23.8 million.
|
(d)
|
LPG retail gallons sold in Fiscal 2017 reflect a 30.7 million decline in autogas volumes principally as a result of exiting the low-margin autogas business in Poland during Fiscal 2016. LPG retail gallons sold in Fiscal 2016 exclude retail gallons from operations in China, which were sold in March 2016.
|
(e)
|
Deviation from average heating degree days for the 15-year period 2002-2016 at locations in our UGI International service territories.
|
(a)
|
Total margin represents total revenues less total cost of sales. Total margin for Fiscal 2017 and Fiscal 2016 excludes net pre-tax gains (losses) of $55.7 and $(6.3) million, respectively, on commodity derivative instruments not associated with current-period transactions.
|
UGI Utilities
|
|
2017
|
|
2016
|
|
Increase (Decrease)
|
|||||||||
(Dollars in millions)
|
|
|
|
|
|
|
|
|
|||||||
Revenues
|
|
$
|
887.6
|
|
|
$
|
768.5
|
|
|
$
|
119.1
|
|
|
15.5
|
%
|
Total margin (a)
|
|
$
|
515.6
|
|
|
$
|
473.9
|
|
|
$
|
41.7
|
|
|
8.8
|
%
|
Operating and administrative expenses
|
|
$
|
223.2
|
|
|
$
|
203.6
|
|
|
$
|
19.6
|
|
|
9.6
|
%
|
Operating income
|
|
$
|
228.3
|
|
|
$
|
200.9
|
|
|
$
|
27.4
|
|
|
13.6
|
%
|
Income before income taxes
|
|
$
|
188.1
|
|
|
$
|
163.3
|
|
|
$
|
24.8
|
|
|
15.2
|
%
|
Gas Utility system throughput – billions of cubic feet (“bcf”)
|
|
|
|
|
|
|
|
|
|||||||
Core market
|
|
70.4
|
|
|
66.2
|
|
|
4.2
|
|
|
6.3
|
%
|
|||
Total
|
|
243.1
|
|
|
212.4
|
|
|
30.7
|
|
|
14.5
|
%
|
|||
Electric Utility distribution sales - millions of kilowatt hours (“gwh”)
|
|
950.6
|
|
|
961.6
|
|
|
(11.0
|
)
|
|
(1.1
|
)%
|
|||
Gas Utility degree days – % (warmer) colder than normal (b)
|
|
(11.1
|
)%
|
|
(13.6
|
)%
|
|
—
|
|
|
—
|
|
(a)
|
Total margin represents total revenues less total cost of sales and Electric Utility gross receipts taxes, of $4.7 million and $4.8 million during Fiscal 2017 and Fiscal 2016, respectively. Electric Utility gross receipt taxes are included in “Operating and administrative expenses” on the Consolidated Statements of Income (but are excluded from operating and administrative expenses presented above).
|
(b)
|
Deviation from average heating degree days for the 15-year period 2000-2014 based upon weather statistics provided by NOAA for airports located within Gas Utility’s service territory.
|
Year Ended September 30,
|
|
2018
|
|
2017
|
|
2016
|
||||||
(Millions of dollars)
|
|
|
|
|
|
|
||||||
AmeriGas Propane
|
|
$
|
128.0
|
|
|
$
|
123.0
|
|
|
$
|
107.0
|
|
UGI Utilities
|
|
50.0
|
|
|
57.7
|
|
|
47.0
|
|
|||
UGI International
|
|
19.0
|
|
|
118.3
|
|
|
98.4
|
|
|||
Total
|
|
$
|
197.0
|
|
|
$
|
299.0
|
|
|
$
|
252.4
|
|
|
2018
|
|
2017
|
||||||||||||||||||||||||
(millions of dollars)
|
AmeriGas Propane
|
|
UGI International
|
|
Midstream & Marketing
|
|
UGI Utilities
|
|
Other
|
|
Total
|
|
Total
|
||||||||||||||
Short-term borrowings
|
$
|
232.0
|
|
|
$
|
1.4
|
|
|
$
|
2.0
|
|
|
$
|
189.5
|
|
|
$
|
—
|
|
|
$
|
424.9
|
|
|
$
|
366.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Long-term debt (including current maturities):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Senior notes
|
$
|
2,575.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
675.0
|
|
|
$
|
—
|
|
|
$
|
3,250.0
|
|
|
$
|
3,250.0
|
|
Term loans
|
—
|
|
|
730.1
|
|
|
—
|
|
|
160.3
|
|
|
—
|
|
|
890.4
|
|
|
902.1
|
|
|||||||
Other long-term debt
|
22.1
|
|
|
20.9
|
|
|
0.4
|
|
|
6.8
|
|
|
8.8
|
|
|
59.0
|
|
|
59.8
|
|
|||||||
Unamortized debt issuance costs
|
(27.5
|
)
|
|
(2.5
|
)
|
|
—
|
|
|
(4.1
|
)
|
|
—
|
|
|
(34.1
|
)
|
|
(39.8
|
)
|
|||||||
Total long-term debt
|
$
|
2,569.6
|
|
|
$
|
748.5
|
|
|
$
|
0.4
|
|
|
$
|
838.0
|
|
|
$
|
8.8
|
|
|
$
|
4,165.3
|
|
|
$
|
4,172.1
|
|
Total debt
|
$
|
2,801.6
|
|
|
$
|
749.9
|
|
|
$
|
2.4
|
|
|
$
|
1,027.5
|
|
|
$
|
8.8
|
|
|
$
|
4,590.2
|
|
|
$
|
4,539.0
|
|
(Millions of dollars or euros)
|
|
Expiration Date
|
|
Total Capacity
|
|
Borrowings Outstanding
|
|
Letters of Credit and Guarantees Outstanding
|
|
Available Borrowing Capacity
|
|
Weighted Average Interest Rate - End of Year
|
|||||||||
September 30, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
AmeriGas OLP
|
|
December 2022
|
|
$
|
600.0
|
|
|
$
|
232.0
|
|
|
$
|
63.5
|
|
|
$
|
304.5
|
|
|
4.58
|
%
|
UGI International, LLC (a)
|
|
April 2020
|
|
€
|
300.0
|
|
|
—
|
|
|
—
|
|
|
€
|
300.0
|
|
|
N.A.
|
|
||
UGI France SAS (a)
|
|
April 2020
|
|
€
|
60.0
|
|
|
—
|
|
|
—
|
|
|
€
|
60.0
|
|
|
N.A.
|
|
||
Flaga (a)(b)
|
|
October 2020
|
|
€
|
55.0
|
|
|
—
|
|
|
€
|
0.5
|
|
|
€
|
54.5
|
|
|
N.A.
|
|
|
Energy Services, LLC
|
|
March 2021
|
|
$
|
240.0
|
|
|
—
|
|
|
—
|
|
|
$
|
240.0
|
|
|
N.A.
|
|
||
UGI Utilities (c)
|
|
March 2020
|
|
$
|
450.0
|
|
|
$
|
189.5
|
|
|
$
|
2.0
|
|
|
$
|
258.5
|
|
|
3.03
|
%
|
September 30, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
AmeriGas OLP
|
|
June 2019
|
|
$
|
525.0
|
|
|
$
|
140.0
|
|
|
$
|
67.2
|
|
|
$
|
317.8
|
|
|
3.74
|
%
|
UGI France SAS (a)
|
|
April 2020
|
|
€
|
60.0
|
|
|
—
|
|
|
—
|
|
|
€
|
60.0
|
|
|
N.A.
|
|
||
Flaga (a)(b)
|
|
October 2020
|
|
€
|
55.0
|
|
|
—
|
|
|
€
|
6.5
|
|
|
€
|
48.5
|
|
|
N.A.
|
|
|
Energy Services, LLC
|
|
March 2021
|
|
$
|
240.0
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
240.0
|
|
|
N.A.
|
|
|
UGI Utilities
|
|
March 2020
|
|
$
|
300.0
|
|
|
$
|
170.0
|
|
|
$
|
2.0
|
|
|
$
|
128.0
|
|
|
2.11
|
%
|
(a)
|
Facility terminated on October 25, 2018, concurrent with entering into the 2018 UGI International Credit Facilities Agreement.
|
(b)
|
Total capacity comprises a €25 million multi-currency revolving credit facility, a €5 million overdraft facility and a €25 million guarantee facility. Guarantees outstanding reduce the available capacity on the €25 million guarantee facility.
|
(c)
|
On September 21, 2018, UGI Utilities entered into the Commitment and Acceptance, which increased the total capacity under this facility to $450 million.
|
|
|
2018
|
|
2017
|
||||||||||||
(Millions of dollars or euros)
|
|
Average
|
|
Peak
|
|
Average
|
|
Peak
|
||||||||
AmeriGas OLP
|
|
$
|
191.2
|
|
|
$
|
349.0
|
|
|
$
|
89.3
|
|
|
$
|
292.5
|
|
UGI International, LLC
|
|
€
|
—
|
|
|
€
|
—
|
|
|
€
|
—
|
|
|
€
|
—
|
|
UGI France SAS
|
|
€
|
—
|
|
|
€
|
—
|
|
|
€
|
—
|
|
|
€
|
—
|
|
Flaga
|
|
€
|
—
|
|
|
€
|
—
|
|
|
€
|
—
|
|
|
€
|
—
|
|
Energy Services, LLC
|
|
$
|
15.5
|
|
|
$
|
79.0
|
|
|
$
|
8.0
|
|
|
$
|
28.0
|
|
UGI Utilities
|
|
$
|
150.4
|
|
|
$
|
215.0
|
|
|
$
|
80.7
|
|
|
$
|
178.0
|
|
Year Ended September 30,
|
|
2019
|
|
2018
|
|
2017
|
|
2016
|
||||||||
(Millions of dollars)
|
|
(estimate)
|
|
|
|
|
|
|
||||||||
AmeriGas Propane
|
|
$
|
117.0
|
|
|
$
|
101.3
|
|
|
$
|
98.1
|
|
|
$
|
101.7
|
|
UGI International
|
|
122.0
|
|
|
111.4
|
|
|
90.3
|
|
|
99.9
|
|
||||
Midstream & Marketing
|
|
129.0
|
|
|
43.1
|
|
|
117.5
|
|
|
140.4
|
|
||||
UGI Utilities
|
|
375.0
|
|
|
338.5
|
|
|
317.7
|
|
|
262.5
|
|
||||
Total
|
|
$
|
743.0
|
|
|
$
|
594.3
|
|
|
$
|
623.6
|
|
|
$
|
604.5
|
|
|
|
Payments Due by Period
|
||||||||||||||||||
(Millions of dollars)
|
|
Total
|
|
Fiscal
2019
|
|
Fiscal
2020 - 2021 |
|
Fiscal
2022 - 2023 |
|
Thereafter
|
||||||||||
Long-term debt (a)
|
|
$
|
4,199.4
|
|
|
$
|
88.5
|
|
|
$
|
690.2
|
|
|
$
|
130.7
|
|
|
$
|
3,290.0
|
|
Interest on long-term-fixed rate debt (a)(b)
|
|
1,850.3
|
|
|
196.1
|
|
|
372.9
|
|
|
364.9
|
|
|
916.4
|
|
|||||
Operating leases
|
|
452.7
|
|
|
88.0
|
|
|
144.0
|
|
|
108.1
|
|
|
112.6
|
|
|||||
AmeriGas Propane supply contracts
|
|
14.0
|
|
|
14.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
UGI International supply contracts
|
|
88.2
|
|
|
88.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Midstream & Marketing supply contracts
|
|
348.0
|
|
|
248.5
|
|
|
88.0
|
|
|
11.5
|
|
|
—
|
|
|||||
UGI Utilities supply, storage and transportation contracts
|
|
314.7
|
|
|
85.4
|
|
|
92.9
|
|
|
68.6
|
|
|
67.8
|
|
|||||
Derivative instruments (c)
|
|
23.5
|
|
|
10.9
|
|
|
11.5
|
|
|
1.1
|
|
|
—
|
|
|||||
Total
|
|
$
|
7,290.8
|
|
|
$
|
819.6
|
|
|
$
|
1,399.5
|
|
|
$
|
684.9
|
|
|
$
|
4,386.8
|
|
(a)
|
Based upon stated maturity dates for debt outstanding at
September 30, 2018
. Principal repayments relating to the UGI France Senior Facilities term loan due through April 2020; the Flaga variable-rate term loan due October 2020; and the Flaga U.S. dollar variable-rate term loan due April 2020, are included in the table above. These term loans were repaid on October 25, 2018 with net proceeds from the issuance of the UGI International 3.25% Senior Notes due November 2025 and the UGI International Credit Facilities Agreement due October 2023 (see “Subsequent Event - UGI International Refinancing” above and Note 5 to Consolidated Financial Statements).
|
(b)
|
Based upon stated interest rates adjusted for the effects of interest rate swaps.
|
(c)
|
Represents the sum of amounts due if derivative instrument liabilities were settled at the
September 30, 2018
amounts reflected in the Consolidated Balance Sheet (but excluding amounts associated with interest rate and cross-currency swaps).
|
|
|
Asset (Liability)
|
||||||
(Millions of dollars)
|
|
Fair Value
|
|
Change in
Fair Value
|
||||
September 30, 2018:
|
|
|
|
|
||||
Commodity price risk
|
|
$
|
164.7
|
|
|
$
|
(98.3
|
)
|
Interest rate risk
|
|
$
|
(1.0
|
)
|
|
$
|
(2.5
|
)
|
Foreign currency exchange rate risk
|
|
$
|
7.1
|
|
|
$
|
(55.6
|
)
|
ITEM 7A.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
ITEM 8.
|
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
|
ITEM 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
|
ITEM 9A.
|
CONTROLS AND PROCEDURES
|
(a)
|
The Company's disclosure controls and procedures are designed to provide reasonable assurance that the information required to be disclosed by the Company in reports filed or submitted under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is (i) recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and (ii) accumulated and communicated to our management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. The Company's management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the Company's disclosure controls and procedures as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures, as of
September 30, 2018
, were effective at the reasonable assurance level.
|
(b)
|
For “Management’s Annual Report on Internal Control Over Financial Reporting” see Item 8 of this Report (which information is incorporated herein by reference).
|
(c)
|
During the most recent fiscal quarter, no change in the Company’s internal control over financial reporting occurred that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
|
ITEM 9B.
|
OTHER INFORMATION
|
|
Information
|
|
Captions of Proxy Statement
Incorporated by Reference
|
Item 10.
|
Directors, Executive Officers and Corporate Governance
|
|
Election of Directors - Nominees; Corporate Governance; Director Independence; Board Leadership Structure and Role in Risk Management; Board Meetings and Attendance; Board and Committee Structure; Communications with the Board; Securities Ownership of Certain Beneficial Owners - Security Ownership of Directors and Executive Officers; Securities Ownership of Certain Beneficial Owners - Section 16(a) Beneficial Ownership Reporting Compliance; Report of the Audit Committee of the Board of Directors
|
|
|
|
|
|
The Code of Ethics for the Chief Executive Officer and Senior Financial Officers of UGI Corporation is available without charge on the Company’s website, www.ugicorp.com, or by writing to Treasurer, UGI Corporation, P. O. Box 858, Valley Forge, PA 19482.
|
|
|
|
|
|
|
Item 11.
|
Executive Compensation
|
|
Compensation of Directors; Report of the Compensation and Management Development Committee of the Board of Directors; Compensation Discussion and Analysis; Compensation of Executive Officers; Compensation Committee Interlocks and Insider Participation
|
|
|
|
|
Item 12.
|
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
|
|
Security Ownership of Directors and Executive Officers; Securities Ownership of Certain Beneficial Owners; Section 16(a) Beneficial Ownership Reporting Compliance.
|
|
|
|
|
Item 13.
|
Certain Relationships and Related Transactions, and Director Independence
|
|
Election of Directors - Director Independence and Board and Committee Structure; Policy for Approval of Related Person Transactions
|
|
|
|
|
Item 14.
|
Principal Accounting Fees and Services
|
|
Our Independent Registered Public Accounting Firm
|
Plan category
|
|
Number of securities to be
issued upon exercise of outstanding options, warrants and rights
(a)
|
|
Weighted average
exercise price of outstanding options, warrants and rights
(b)
|
|
Number of securities
remaining available for future issuance under equity compensation plans (excluding securities reflected
in column (a)) (c)
|
|
||||
Equity compensation plans approved by security holders
|
|
8,197,069
|
|
(1)
|
$
|
33.93
|
|
|
9,047,383
|
|
(2)
|
|
|
959,718
|
|
(3)
|
$
|
0
|
|
|
|
|
|
Equity compensation plans not approved by security holders
|
|
0
|
|
|
|
|
|
|
|||
Total
|
|
9,156,787
|
|
|
$
|
33.93
|
|
(4)
|
|
|
(1)
|
Represents 8,197,069 stock options under the UGI Corporation 2004 Omnibus Equity Compensation Plan Amended and Restated as of December 5, 2006 and the UGI Corporation 2013 Omnibus Incentive Compensation Plan.
|
(2)
|
Represents 4,116 securities remaining for future issuance of stock options from the 2004 Omnibus Equity Compensation Plan Amended and Restated as of December 5, 2006 and 9,043,267 of securities remaining for issuance from the UGI Corporation 2013 Omnibus Incentive Compensation Plan. The UGI Corporation 2013 Omnibus Incentive Compensation Plan was approved by the shareholders on January 24, 2013.
|
(3)
|
Represents 959,718 restricted stock units under the UGI Corporation 2004 Omnibus Equity Compensation Plan Amended and Restated as of December 5, 2006 and the UGI Corporation 2013 Omnibus Incentive Compensation Plan.
|
(4)
|
Weighted-average exercise price of outstanding options; excludes restricted stock units.
|
Name
|
|
Age
|
|
Position
|
John L. Walsh
|
|
63
|
|
President and Chief Executive Officer
|
Ted J. Jastrzebski
|
|
57
|
|
Chief Financial Officer
|
Robert F. Beard
|
|
53
|
|
Executive Vice President, Natural Gas and President and Chief Executive Officer, UGI Utilities, Inc.
|
Roger Perreault
|
|
54
|
|
Executive Vice President, Global LPG and President, UGI International, LLC
|
Hugh J. Gallagher
|
|
55
|
|
President and Chief Executive Officer, AmeriGas Propane, Inc.
|
Joseph L. Hartz
|
|
55
|
|
President, UGI Energy Services, LLC
|
Monica M. Gaudiosi
|
|
55
|
|
Vice President, General Counsel and Secretary
|
Ann P. Kelly
|
|
48
|
|
Vice President - Chief Accounting Officer and Corporate Controller
|
ITEM 15.
|
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
|
(a)
|
Documents filed as part of this report:
|
(1)
|
Financial Statements:
|
(2)
|
Financial Statement Schedules:
|
(3)
|
List of Exhibits:
|
Incorporation by Reference
|
|||||
Exhibit No.
|
Exhibit
|
Registrant
|
Filing
|
Exhibit
|
|
3.1
|
UGI
|
Form 10-Q (6/30/05)
|
3.1
|
||
3.2
|
UGI
|
Form 8-K (7/29/14)
|
3.1
|
||
3.3
|
|
UGI
|
Form 8-K (7/31/17)
|
3.1
|
|
4.1
|
Instruments defining the rights of security holders, including indentures. (The Company agrees to furnish to the Commission upon request a copy of any instrument defining the rights of holders of long-term debt not required to be filed pursuant to Item 601(b)(4) of Regulation S-K).
|
|
|
|
|
4.2
|
The description of the Company’s Common Stock contained in the Company’s registration statement filed under the Securities Exchange Act of 1934, as amended.
|
UGI
|
Form 8-B/A (4/17/96)
|
3.(4)
|
|
4.3
|
UGI Corporation’s (Second) Amended and Restated Articles of Incorporation, as amended, and Bylaws referred to in 3.1, 3.2, and 3.3 above.
|
|
|
|
|
4.4
|
AmeriGas
Partners, L.P.
|
Form 10-Q (6/30/09)
|
3.1
|
||
4.5
|
AmeriGas
Partners, L.P.
|
Form 8-K
(3/14/12)
|
3.1
|
Incorporation by Reference
|
|||||
Exhibit No.
|
Exhibit
|
Registrant
|
Filing
|
Exhibit
|
|
4.6
|
AmeriGas
Partners, L.P.
|
Form 8-K (7/27/15)
|
3.1
|
||
4.7
|
Indenture, dated as of August 1, 1993, by and between UGI Utilities, Inc., as Issuer, and U.S. Bank National Association, as successor trustee, incorporated by reference to the Registration Statement on Form S-3 filed on April 8, 1994.
|
Utilities
|
Registration Statement No. 33-77514
(4/8/94) |
4(c)
|
|
4.8
|
Utilities
|
Form 8-K (9/12/06)
|
4.2
|
||
4.9
|
AmeriGas
Partners, L.P.
|
Form 8-K
(1/12/12)
|
4.1
|
||
4.10
|
AmeriGas
Partners, L.P.
|
Form 8-K
(1/12/12)
|
4.2
|
||
4.11
|
Form of Fixed Rate Medium-Term Note.
|
Utilities
|
Form 8-K (8/26/94)
|
4(i)
|
|
4.12
|
Utilities
|
Form 8-K (8/1/96)
|
4(i)
|
||
4.13
|
Utilities
|
Form 8-K (8/1/96)
|
4(ii)
|
||
4.14
|
Officer’s Certificate establishing Medium-Term Notes Series.
|
Utilities
|
Form 8-K (8/26/94)
|
4(iv)
|
|
4.15
|
Utilities
|
Form 8-K (8/1/96)
|
4(iv)
|
||
4.16
|
Utilities
|
Form 8-K (5/21/02)
|
4.2
|
||
4.17
|
Utilities
|
Form 8-K (5/21/02)
|
4.1
|
Incorporation by Reference
|
|||||
Exhibit No.
|
Exhibit
|
Registrant
|
Filing
|
Exhibit
|
|
4.18
|
Utilities
|
Form 8-K (10/30/13)
|
4.1
|
||
4.19
|
Utilities
|
Form 8-K (4/28/16)
|
4.1
|
||
4.20
|
AmeriGas
Partners, L.P.
|
Form 8-K (6/27/16)
|
4.1
|
||
4.21
|
AmeriGas
Partners, L.P.
|
Form 8-K (6/27/16)
|
4.2
|
||
4.22
|
AmeriGas
Partners, L.P.
|
Form 8-K (12/28/16)
|
4.1
|
||
4.23
|
AmeriGas
Partners, L.P.
|
Form 8-K (2/13/17)
|
4.1
|
||
4.24
|
UGI
|
Form 8-K
(10/25/18)
|
4.1
|
||
10.1**
|
AmeriGas
Partners, L.P.
|
Form 8-K (7/30/10)
|
10.2
|
||
10.2**
|
AmeriGas
Partners, L.P.
|
Form 10-Q (3/31/13)
|
10.9
|
Incorporation by Reference
|
|||||
Exhibit No.
|
Exhibit
|
Registrant
|
Filing
|
Exhibit
|
|
10.3**
|
AmeriGas
Partners, L.P.
|
Form 10-K
(9/30/17)
|
10.9
|
||
10.4**
|
AmeriGas
Partners, L.P.
|
Form 10-Q (3/31/14)
|
10.4
|
||
10.5**
|
UGI
|
Form 10-Q (6/30/12)
|
10.1
|
||
10.6**
|
AmeriGas
Partners, L.P.
|
Form 10-Q
(3/31/12)
|
10.6
|
||
*10.7**
|
|
|
|
||
*10.8**
|
|
|
|
||
10.9**
|
AmeriGas
Partners, L.P.
|
Form 10-Q
(6/30/17)
|
10.1
|
||
10.10**
|
AmeriGas
Partners, L.P.
|
Form 10-Q
(6/30/17)
|
10.4
|
||
10.11**
|
UGI
|
Form 10-Q (6/30/08)
|
10.3
|
||
10.12**
|
UGI
|
Form 10-K
(9/30/16)
|
10.15
|
||
10.13
|
AmeriGas
Partners L.P.
|
Form 10-K
(9/30/09)
|
10.29
|
||
*10.14**
|
|
|
|
||
10.15**
|
UGI
|
Form 10-K
(9/30/16)
|
10.25
|
Incorporation by Reference
|
|||||
Exhibit No.
|
Exhibit
|
Registrant
|
Filing
|
Exhibit
|
|
10.16**
|
UGI
|
Form 10-K
(9/30/16)
|
10.26
|
||
10.17**
|
UGI
|
Form 10-Q (6/30/17)
|
10.6
|
||
10.18**
|
UGI
|
Form 10-K
(9/30/17)
|
10.26
|
||
10.19**
|
UGI
|
Form 10-Q
(6/30/17)
|
10.1
|
||
10.20**
|
UGI
|
Form 10-K
(9/30/16)
|
10.30
|
||
10.21**
|
UGI
|
Form 10-K
(9/30/16)
|
10.31
|
||
10.22**
|
UGI
|
Form 10-Q (3/31/13)
|
10.14
|
||
10.23**
|
UGI
|
Form 10-K
(9/30/17)
|
10.31
|
||
10.24**
|
UGI
|
Form 10-Q (6/30/17)
|
10.7
|
||
10.25**
|
UGI
|
Form 10-Q
(3/31/18)
|
10.1
|
||
10.26**
|
UGI
|
Form 10-Q
(3/31/18)
|
10.2
|
Incorporation by Reference
|
|||||
Exhibit No.
|
Exhibit
|
Registrant
|
Filing
|
Exhibit
|
|
10.27**
|
UGI
|
Form 10-Q
(3/31/18)
|
10.3
|
||
10.28**
|
UGI
|
Form 10-Q
(3/31/18)
|
10.4
|
||
10.29**
|
UGI
|
Form 10-Q
(3/31/18)
|
10.5
|
||
10.30**
|
UGI
|
Form 10-Q
(3/31/18)
|
10.6
|
||
10.31**
|
UGI
|
Form 10-Q
(3/31/18)
|
10.7
|
||
10.32**
|
UGI
|
Form 10-Q
(8/7/18)
|
10.1
|
||
10.33**
|
Utilities
|
Form 10-Q (3/31/13)
|
10.2
|
||
10.34**
|
Utilities
|
Form 10-Q (6/30/17)
|
10.1
|
||
10.35
|
UGI
|
Form 10-K (9/30/10)
|
10.37
|
||
10.36
|
AmeriGas
Partners, L.P.
|
Form 10-K
(9/30/15)
|
10.40
|
Incorporation by Reference
|
|||||
Exhibit No.
|
Exhibit
|
Registrant
|
Filing
|
Exhibit
|
|
10.37
|
AmeriGas
Partners, L.P.
|
Form 10-Q (12/31/10)
|
10.1
|
||
10.38
|
UGI
|
Form 10-K
(9/30/17)
|
10.38
|
||
10.39
|
UGI
|
Form 8-K
(10/26/18)
|
10.1
|
||
10.40
|
UGI
|
Form 10-K
(9/30/17)
|
10.39
|
||
10.41
|
Utilities
|
Form 10-K (9/30/14)
|
10.16
|
||
10.42
|
Utilities
|
Form 10-K
(9/30/14)
|
10.19
|
Incorporation by Reference
|
|||||
Exhibit No.
|
Exhibit
|
Registrant
|
Filing
|
Exhibit
|
|
10.43
|
AmeriGas
Partners, L.P.
|
Form 8-K (6/18/14)
|
10.1
|
||
10.44
|
AmeriGas Partners, L.P.
|
Form 8-K
(6/20/16)
|
10.2
|
||
10.45
|
Utilities
|
Form 8-K (3/27/15)
|
10.1
|
||
10.46
|
UGI
|
Form 8-K (2/29/16)
|
10.1
|
||
10.47
|
Utilities
|
Form 10-K (9/30/16)
|
10.19
|
Incorporation by Reference
|
|||||
Exhibit No.
|
Exhibit
|
Registrant
|
Filing
|
Exhibit
|
|
10.48
|
|
Utilities
|
Form 8-K
(10/31/17)
|
10.1
|
|
10.49
|
AmeriGas
Partners, L.P.
|
Form 8-K
(11/7/17)
|
10.1
|
||
10.50
|
Utilities
|
Form 8-K
(9/21/18)
|
10.1
|
||
10.51
|
UGI
|
Form 8-K
(10/25/18)
|
4.2
|
||
14
|
UGI
|
Form 10-K (9/30/03)
|
14
|
||
*21
|
|
|
|
||
*23
|
|
|
|
||
*31.1
|
|
|
|
Incorporation by Reference
|
|||||
Exhibit No.
|
Exhibit
|
Registrant
|
Filing
|
Exhibit
|
|
*31.2
|
|
|
|
||
*32
|
|
|
|
||
*101.INS
|
XBRL Instance
|
|
|
|
|
*101.SCH
|
XBRL Taxonomy Extension Schema
|
|
|
|
|
*101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase
|
|
|
|
|
*101.DEF
|
XBRL Taxonomy Extension Definition Linkbase
|
|
|
|
|
*101.LAB
|
XBRL Taxonomy Extension Labels Linkbase
|
|
|
|
|
*101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase
|
|
|
|
*
|
Filed herewith.
|
**
|
As required by Item 15(a)(3), this exhibit is identified as a compensatory plan or arrangement.
|
Exhibit No.
|
Description
|
|
|
10.7
|
|
|
|
10.8
|
|
|
|
10.14
|
|
|
|
21
|
|
|
|
23
|
|
|
|
31.1
|
|
|
|
31.2
|
|
|
|
32
|
|
|
|
101.INS
|
XBRL Instance
|
|
|
101.SCH
|
XBRL Taxonomy Extension Schema
|
|
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase
|
|
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase
|
|
|
101.LAB
|
XBRL Taxonomy Extension Labels Linkbase
|
|
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase
|
|
|
|
|
|
|
UGI CORPORATION
|
|
Date:
|
November 20, 2018
|
By:
|
/s/ Ted J. Jastrzebski
|
|
|
|
Ted J. Jastrzebski
Chief Financial Officer
|
Signature
|
|
Title
|
|
|
|
/s/ John L. Walsh
|
|
President and Chief Executive Officer
(Principal Executive Officer) and Director
|
John L. Walsh
|
|
|
|
|
|
/s/ Ted J. Jastrzebski
|
|
Chief Financial Officer (Principal Financial Officer)
|
Ted J. Jastrzebski
|
|
|
|
|
|
/s/ Ann P. Kelly
|
|
Vice President, Chief Accounting Officer and Corporate Controller (Principal Accounting Officer)
|
Ann P. Kelly
|
|
|
|
|
|
/s/ Marvin O. Schlanger
|
|
Chairman and Director
|
Marvin O. Schlanger
|
|
|
|
|
|
/s/ M. Shawn Bort
|
|
Director
|
M. Shawn Bort
|
|
|
|
|
|
/s/ Theodore A. Dosch
|
|
Director
|
Theodore A. Dosch
|
|
|
|
|
|
/s/ Richard W. Gochnauer
|
|
Director
|
Richard W. Gochnauer
|
|
|
|
|
|
/s/ Alan N. Harris
|
|
Director
|
Alan N. Harris
|
|
|
|
|
|
/s/ Frank S. Hermance
|
|
Director
|
Frank S. Hermance
|
|
|
|
|
|
/s/ Anne Pol
|
|
Director
|
Anne Pol
|
|
|
|
|
|
/s/ James B. Stallings, Jr.
|
|
Director
|
James B. Stallings, Jr.
|
|
|
|
|
|
|
|
|
|
Pages
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial Statement Schedules:
|
|
|
|
For the years ended September 30, 2018, 2017 and 2016:
|
|
|
|
|
|
|
|
|
September 30,
|
||||||
|
2018
|
|
2017
|
||||
ASSETS
|
|
|
|
||||
Current assets
|
|
|
|
||||
Cash and cash equivalents
|
$
|
452.6
|
|
|
$
|
558.4
|
|
Restricted cash
|
9.6
|
|
|
10.3
|
|
||
Accounts receivable (less allowances for doubtful accounts of $35.1 and $26.9, respectively)
|
751.9
|
|
|
626.8
|
|
||
Accrued utility revenues
|
14.0
|
|
|
13.3
|
|
||
Inventories
|
318.2
|
|
|
278.6
|
|
||
Utility regulatory assets
|
7.5
|
|
|
8.3
|
|
||
Derivative instruments
|
142.5
|
|
|
63.1
|
|
||
Prepaid expenses
|
130.2
|
|
|
83.9
|
|
||
Other current assets
|
61.6
|
|
|
54.8
|
|
||
Total current assets
|
1,888.1
|
|
|
1,697.5
|
|
||
Property, plant and equipment
|
|
|
|
||||
Non-utility
|
5,345.8
|
|
|
5,564.6
|
|
||
Utility
|
3,616.3
|
|
|
3,285.3
|
|
||
|
8,962.1
|
|
|
8,849.9
|
|
||
Accumulated depreciation
|
(3,153.9
|
)
|
|
(3,312.9
|
)
|
||
Net property, plant, and equipment
|
5,808.2
|
|
|
5,537.0
|
|
||
Goodwill
|
3,160.4
|
|
|
3,107.2
|
|
||
Intangible assets, net
|
513.6
|
|
|
611.7
|
|
||
Utility regulatory assets
|
293.5
|
|
|
360.6
|
|
||
Derivative instruments
|
43.5
|
|
|
9.2
|
|
||
Other assets
|
273.6
|
|
|
259.0
|
|
||
Total assets
|
$
|
11,980.9
|
|
|
$
|
11,582.2
|
|
LIABILITIES AND EQUITY
|
|
|
|
||||
Current liabilities
|
|
|
|
||||
Current maturities of long-term debt
|
$
|
18.8
|
|
|
$
|
177.5
|
|
Short-term borrowings
|
424.9
|
|
|
366.9
|
|
||
Accounts payable
|
561.8
|
|
|
439.6
|
|
||
Employee compensation and benefits accrued
|
132.1
|
|
|
124.7
|
|
||
Deposits and advances
|
191.2
|
|
|
206.9
|
|
||
Derivative instruments
|
11.7
|
|
|
25.0
|
|
||
Accrued interest
|
60.7
|
|
|
60.7
|
|
||
Other current liabilities
|
330.9
|
|
|
288.8
|
|
||
Total current liabilities
|
1,732.1
|
|
|
1,690.1
|
|
||
Debt and other liabilities
|
|
|
|
||||
Long-term debt
|
4,146.5
|
|
|
3,994.6
|
|
||
Deferred income taxes
|
991.9
|
|
|
1,357.0
|
|
||
Derivative instruments
|
12.8
|
|
|
21.8
|
|
||
Other noncurrent liabilities
|
997.6
|
|
|
777.8
|
|
||
Total liabilities
|
7,880.9
|
|
|
7,841.3
|
|
||
Commitments and contingencies (Note 15)
|
|
|
|
||||
Equity:
|
|
|
|
||||
UGI Corporation stockholders’ equity:
|
|
|
|
||||
UGI Common Stock, without par value (authorized – 450,000,000 shares; issued – 174,142,997 and 173,987,691 shares, respectively)
|
1,200.8
|
|
|
1,188.6
|
|
||
Retained earnings
|
2,610.7
|
|
|
2,106.7
|
|
||
Accumulated other comprehensive loss
|
(110.4
|
)
|
|
(93.4
|
)
|
||
Treasury stock, at cost
|
(19.7
|
)
|
|
(38.6
|
)
|
||
Total UGI Corporation stockholders’ equity
|
3,681.4
|
|
|
3,163.3
|
|
||
Noncontrolling interests, principally in AmeriGas Partners
|
418.6
|
|
|
577.6
|
|
||
Total equity
|
4,100.0
|
|
|
3,740.9
|
|
||
Total liabilities and equity
|
$
|
11,980.9
|
|
|
$
|
11,582.2
|
|
|
Year Ended September 30,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Revenues
|
$
|
7,651.2
|
|
|
$
|
6,120.7
|
|
|
$
|
5,685.7
|
|
Costs and Expenses
|
|
|
|
|
|
||||||
Cost of sales (excluding depreciation and amortization shown below)
|
4,074.9
|
|
|
2,837.3
|
|
|
2,437.5
|
|
|||
Operating and administrative expenses
|
2,013.4
|
|
|
1,873.4
|
|
|
1,881.7
|
|
|||
Impairment of Partnership tradenames and trademarks
|
75.0
|
|
|
—
|
|
|
—
|
|
|||
Depreciation and amortization
|
455.1
|
|
|
416.3
|
|
|
400.9
|
|
|||
Other operating income, net
|
(31.3
|
)
|
|
(10.5
|
)
|
|
(22.4
|
)
|
|||
|
6,587.1
|
|
|
5,116.5
|
|
|
4,697.7
|
|
|||
Operating income
|
1,064.1
|
|
|
1,004.2
|
|
|
988.0
|
|
|||
Income (loss) from equity investees
|
4.3
|
|
|
4.3
|
|
|
(0.2
|
)
|
|||
Loss on extinguishments of debt
|
—
|
|
|
(59.7
|
)
|
|
(48.9
|
)
|
|||
Gain (loss) on foreign currency contracts, net
|
16.2
|
|
|
(23.9
|
)
|
|
—
|
|
|||
Interest expense
|
(230.1
|
)
|
|
(223.5
|
)
|
|
(228.9
|
)
|
|||
Income before income taxes
|
854.5
|
|
|
701.4
|
|
|
710.0
|
|
|||
Income taxes
|
(32.1
|
)
|
|
(177.6
|
)
|
|
(221.2
|
)
|
|||
Net income including noncontrolling interests
|
822.4
|
|
|
523.8
|
|
|
488.8
|
|
|||
Deduct net income attributable to noncontrolling interests, principally in AmeriGas Partners
|
(103.7
|
)
|
|
(87.2
|
)
|
|
(124.1
|
)
|
|||
Net income attributable to UGI Corporation
|
$
|
718.7
|
|
|
$
|
436.6
|
|
|
$
|
364.7
|
|
Earnings per common share attributable to UGI Corporation stockholders:
|
|
|
|
|
|
||||||
Basic
|
$
|
4.13
|
|
|
$
|
2.51
|
|
|
$
|
2.11
|
|
Diluted
|
$
|
4.06
|
|
|
$
|
2.46
|
|
|
$
|
2.08
|
|
Weighted-average common shares outstanding (thousands):
|
|
|
|
|
|
||||||
Basic
|
173,908
|
|
|
173,662
|
|
|
173,154
|
|
|||
Diluted
|
176,905
|
|
|
177,159
|
|
|
175,572
|
|
|||
Dividends declared per common share
|
$
|
1.02
|
|
|
$
|
0.975
|
|
|
$
|
0.93
|
|
|
Year Ended September 30,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Net income including noncontrolling interests
|
$
|
822.4
|
|
|
$
|
523.8
|
|
|
$
|
488.8
|
|
Net gains (losses) on derivative instruments (net of tax of $(0.8), $(0.5) and $12.3, respectively)
|
1.0
|
|
|
1.7
|
|
|
(16.5
|
)
|
|||
Reclassifications of net losses (gains) on derivative instruments (net of tax of $(2.6), $4.1 and $5.0, respectively)
|
4.3
|
|
|
(9.7
|
)
|
|
(8.1
|
)
|
|||
Foreign currency translation adjustments (net of tax of $(0.5), $(0.6) and $0.0, respectively)
|
(21.4
|
)
|
|
34.6
|
|
|
(4.9
|
)
|
|||
Foreign currency (losses) gains on long-term intra-company transactions
|
(9.1
|
)
|
|
24.8
|
|
|
(1.9
|
)
|
|||
Benefit plans, principally actuarial gains (losses) (net of tax of $(5.2), $(3.8) and $7.1, respectively)
|
10.4
|
|
|
6.5
|
|
|
(10.9
|
)
|
|||
Reclassifications of benefit plans actuarial losses and net prior service benefit (net of tax of $1.1, $(2.1) and $(0.4), respectively)
|
(2.2
|
)
|
|
3.4
|
|
|
2.2
|
|
|||
Other comprehensive (loss) income
|
(17.0
|
)
|
|
61.3
|
|
|
(40.1
|
)
|
|||
Comprehensive income including noncontrolling interests
|
805.4
|
|
|
585.1
|
|
|
448.7
|
|
|||
Deduct comprehensive income attributable to noncontrolling interests, principally in AmeriGas Partners
|
(103.7
|
)
|
|
(87.2
|
)
|
|
(124.1
|
)
|
|||
Comprehensive income attributable to UGI Corporation
|
$
|
701.7
|
|
|
$
|
497.9
|
|
|
$
|
324.6
|
|
|
Year Ended September 30,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
CASH FLOWS FROM OPERATING ACTIVITIES
|
|
|
|
|
|
||||||
Net income including noncontrolling interests
|
$
|
822.4
|
|
|
$
|
523.8
|
|
|
$
|
488.8
|
|
Adjustments to reconcile net income including noncontrolling interests to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
455.1
|
|
|
416.3
|
|
|
400.9
|
|
|||
Deferred income tax (benefit) expense, net
|
(68.8
|
)
|
|
110.1
|
|
|
77.4
|
|
|||
Provision for uncollectible accounts
|
35.6
|
|
|
30.7
|
|
|
21.7
|
|
|||
Changes in unrealized gains and losses on derivative instruments
|
(132.8
|
)
|
|
(82.0
|
)
|
|
(91.6
|
)
|
|||
Impairment of Partnership tradenames and trademarks
|
75.0
|
|
|
—
|
|
|
—
|
|
|||
Equity-based compensation expense
|
22.5
|
|
|
19.3
|
|
|
23.8
|
|
|||
Loss on extinguishments of debt
|
—
|
|
|
59.7
|
|
|
48.9
|
|
|||
Settlement of UGI Utilities interest rate protection agreements
|
—
|
|
|
—
|
|
|
(36.0
|
)
|
|||
Loss on private equity partnership investment
|
—
|
|
|
11.0
|
|
|
—
|
|
|||
Other, net
|
10.7
|
|
|
44.1
|
|
|
(7.3
|
)
|
|||
Net change in:
|
|
|
|
|
|
||||||
Accounts receivable and accrued utility revenues
|
(147.6
|
)
|
|
(103.6
|
)
|
|
37.3
|
|
|||
Inventories
|
(37.4
|
)
|
|
(64.7
|
)
|
|
29.4
|
|
|||
Utility deferred fuel costs, net of changes in unsettled derivatives
|
31.1
|
|
|
(15.4
|
)
|
|
(22.7
|
)
|
|||
Accounts payable
|
65.1
|
|
|
49.9
|
|
|
(40.0
|
)
|
|||
Other current assets
|
(26.6
|
)
|
|
(37.5
|
)
|
|
(8.6
|
)
|
|||
Other current liabilities
|
(19.0
|
)
|
|
2.7
|
|
|
47.7
|
|
|||
Net cash provided by operating activities
|
1,085.3
|
|
|
964.4
|
|
|
969.7
|
|
|||
CASH FLOWS FROM INVESTING ACTIVITIES
|
|
|
|
|
|
||||||
Expenditures for property, plant and equipment
|
(574.4
|
)
|
|
(638.9
|
)
|
|
(563.8
|
)
|
|||
Acquisitions of businesses and assets, net of cash acquired
|
(187.2
|
)
|
|
(101.6
|
)
|
|
(61.2
|
)
|
|||
Decrease in restricted cash
|
0.7
|
|
|
6.1
|
|
|
53.7
|
|
|||
Other, net
|
13.0
|
|
|
(29.0
|
)
|
|
12.7
|
|
|||
Net cash used by investing activities
|
(747.9
|
)
|
|
(763.4
|
)
|
|
(558.6
|
)
|
|||
CASH FLOWS FROM FINANCING ACTIVITIES
|
|
|
|
|
|
||||||
Dividends on UGI Common Stock
|
(176.9
|
)
|
|
(168.9
|
)
|
|
(160.7
|
)
|
|||
Distributions on AmeriGas Partners publicly held Common Units
|
(263.0
|
)
|
|
(261.6
|
)
|
|
(257.3
|
)
|
|||
Issuances of debt, net of issuance costs
|
124.4
|
|
|
1,307.1
|
|
|
1,629.5
|
|
|||
Repayments of debt, including redemption premiums
|
(149.1
|
)
|
|
(1,064.8
|
)
|
|
(1,569.9
|
)
|
|||
Receivables Facility net (repayments) borrowings
|
(37.0
|
)
|
|
13.5
|
|
|
6.0
|
|
|||
Increase in short-term borrowings
|
93.5
|
|
|
61.2
|
|
|
95.7
|
|
|||
Issuances of UGI Common Stock
|
34.9
|
|
|
11.0
|
|
|
13.7
|
|
|||
Repurchases of UGI Common Stock
|
(59.8
|
)
|
|
(43.3
|
)
|
|
(47.6
|
)
|
|||
Other
|
(5.2
|
)
|
|
(0.8
|
)
|
|
15.5
|
|
|||
Net cash used by financing activities
|
(438.2
|
)
|
|
(146.6
|
)
|
|
(275.1
|
)
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
(5.0
|
)
|
|
1.2
|
|
|
(2.9
|
)
|
|||
Cash and cash equivalents (decrease) increase
|
$
|
(105.8
|
)
|
|
$
|
55.6
|
|
|
$
|
133.1
|
|
CASH AND CASH EQUIVALENTS
|
|
|
|
|
|
||||||
End of year
|
$
|
452.6
|
|
|
$
|
558.4
|
|
|
$
|
502.8
|
|
Beginning of year
|
558.4
|
|
|
502.8
|
|
|
369.7
|
|
|||
(Decrease) increase
|
$
|
(105.8
|
)
|
|
$
|
55.6
|
|
|
$
|
133.1
|
|
SUPPLEMENTAL CASH FLOW INFORMATION
|
|
|
|
|
|
||||||
Cash paid for:
|
|
|
|
|
|
||||||
Interest
|
$
|
221.7
|
|
|
$
|
202.1
|
|
|
$
|
228.9
|
|
Income taxes
|
$
|
118.0
|
|
|
$
|
98.0
|
|
|
$
|
134.5
|
|
|
Year Ended September 30,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Common stock, without par value
|
|
|
|
|
|
||||||
Balance, beginning of year
|
$
|
1,188.6
|
|
|
$
|
1,201.6
|
|
|
$
|
1,214.6
|
|
Common stock issued:
|
|
|
|
|
|
||||||
Employee and director plans (including losses on treasury stock transactions), net of tax withheld
|
(1.5
|
)
|
|
(28.2
|
)
|
|
(39.7
|
)
|
|||
Excess tax benefits realized on equity-based compensation
|
—
|
|
|
—
|
|
|
15.5
|
|
|||
Equity-based compensation expense
|
13.7
|
|
|
13.2
|
|
|
11.2
|
|
|||
Gain on sale of treasury stock
|
—
|
|
|
2.0
|
|
|
—
|
|
|||
Balance, end of year
|
$
|
1,200.8
|
|
|
$
|
1,188.6
|
|
|
$
|
1,201.6
|
|
Retained earnings
|
|
|
|
|
|
||||||
Balance, beginning of year
|
$
|
2,106.7
|
|
|
$
|
1,834.1
|
|
|
$
|
1,630.1
|
|
Cumulative effect of change in accounting for employee share-based payments
|
—
|
|
|
4.9
|
|
|
—
|
|
|||
Losses on treasury stock transactions in connection with employee and director plans
|
(37.8
|
)
|
|
—
|
|
|
—
|
|
|||
Net income attributable to UGI Corporation
|
718.7
|
|
|
436.6
|
|
|
364.7
|
|
|||
Cash dividends on common stock ($1.02, $0.975, and $0.93 per share, respectively)
|
(176.9
|
)
|
|
(168.9
|
)
|
|
(160.7
|
)
|
|||
Balance, end of year
|
$
|
2,610.7
|
|
|
$
|
2,106.7
|
|
|
$
|
1,834.1
|
|
Accumulated other comprehensive income (loss)
|
|
|
|
|
|
||||||
Balance, beginning of year
|
$
|
(93.4
|
)
|
|
$
|
(154.7
|
)
|
|
$
|
(114.6
|
)
|
Net gains (losses) on derivative instruments
|
1.0
|
|
|
1.7
|
|
|
(16.5
|
)
|
|||
Reclassification of net losses (gains) on derivative instruments
|
4.3
|
|
|
(9.7
|
)
|
|
(8.1
|
)
|
|||
Benefit plans, principally actuarial gains (losses)
|
10.4
|
|
|
6.5
|
|
|
(10.9
|
)
|
|||
Reclassification of benefit plans actuarial losses and net prior service benefits
|
(2.2
|
)
|
|
3.4
|
|
|
2.2
|
|
|||
Foreign currency (losses) gains on long-term intra-company transactions
|
(9.1
|
)
|
|
24.8
|
|
|
(1.9
|
)
|
|||
Foreign currency translation adjustments
|
(21.4
|
)
|
|
34.6
|
|
|
(4.9
|
)
|
|||
Balance, end of year
|
$
|
(110.4
|
)
|
|
$
|
(93.4
|
)
|
|
$
|
(154.7
|
)
|
Treasury stock
|
|
|
|
|
|
||||||
Balance, beginning of year
|
$
|
(38.6
|
)
|
|
$
|
(36.9
|
)
|
|
$
|
(44.9
|
)
|
Common stock issued:
|
|
|
|
|
|
||||||
Employee and director plans, net of tax withheld
|
86.5
|
|
|
49.6
|
|
|
84.7
|
|
|||
Repurchases of common stock
|
(59.8
|
)
|
|
(43.3
|
)
|
|
(47.6
|
)
|
|||
Reacquired common stock – employee and director plans
|
(7.8
|
)
|
|
(8.2
|
)
|
|
(29.1
|
)
|
|||
Sale of treasury stock
|
—
|
|
|
0.2
|
|
|
—
|
|
|||
Balance, end of year
|
$
|
(19.7
|
)
|
|
$
|
(38.6
|
)
|
|
$
|
(36.9
|
)
|
Total UGI Corporation stockholders’ equity
|
$
|
3,681.4
|
|
|
$
|
3,163.3
|
|
|
$
|
2,844.1
|
|
Noncontrolling interests
|
|
|
|
|
|
||||||
Balance, beginning of year
|
$
|
577.6
|
|
|
$
|
750.9
|
|
|
$
|
880.4
|
|
Net income attributable to noncontrolling interests, principally in AmeriGas Partners
|
103.7
|
|
|
87.2
|
|
|
124.1
|
|
|||
Dividends and distributions
|
(263.3
|
)
|
|
(261.6
|
)
|
|
(257.3
|
)
|
|||
Other
|
0.6
|
|
|
1.1
|
|
|
3.7
|
|
|||
Balance, end of year
|
$
|
418.6
|
|
|
$
|
577.6
|
|
|
$
|
750.9
|
|
Total equity
|
$
|
4,100.0
|
|
|
$
|
3,740.9
|
|
|
$
|
3,595.0
|
|
•
|
Level 1 — Quoted prices (unadjusted) in active markets for identical assets and liabilities that we have the ability to access at the measurement date.
|
•
|
Level 2 — Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable for the asset or liability, including quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived from observable market data by correlation or other means.
|
•
|
Level 3 — Unobservable inputs for the asset or liability including situations where there is little, if any, market activity for the asset or liability.
|
(Thousands of shares)
|
|
2018
|
|
2017
|
|
2016
|
|||
Weighted-average common shares outstanding for basic computation
|
|
173,908
|
|
|
173,662
|
|
|
173,154
|
|
Incremental shares issuable for stock options and common stock awards (a)
|
|
2,997
|
|
|
3,497
|
|
|
2,418
|
|
Weighted-average common shares outstanding for diluted computation
|
|
176,905
|
|
|
177,159
|
|
|
175,572
|
|
(a)
|
For
Fiscal 2018
,
Fiscal 2017
and
Fiscal 2016
, there were
0
shares,
146
shares and
38
shares, respectively, associated with outstanding stock option awards that were not included in the computation of diluted earnings per share above because their effect was antidilutive.
|
Asset Type
|
|
Minimum Estimated Useful Life
(in years)
|
|
Maximum Estimated Useful Life
(in years)
|
Buildings and improvements
|
|
10
|
|
40
|
Equipment, primarily cylinders and tanks
|
|
5
|
|
30
|
Electricity generation facilities
|
|
25
|
|
40
|
Pipeline and related assets
|
|
25
|
|
40
|
Transportation equipment and office furniture and fixtures
|
|
3
|
|
10
|
Computer software
|
|
1
|
|
10
|
|
2018
|
|
2017
|
|
2016
|
|||
Gas Utility
|
2.3
|
%
|
|
2.2
|
%
|
|
2.2
|
%
|
Electric Utility
|
2.2
|
%
|
|
2.4
|
%
|
|
2.5
|
%
|
|
|
2018
|
|
2017
|
|
2016
|
||||||||||||||||||
|
|
AmeriGas Propane
|
|
UGI International
|
|
AmeriGas Propane
|
|
UGI International
|
|
AmeriGas Propane
|
|
UGI International
|
||||||||||||
Total cash paid
|
|
$
|
10.1
|
|
|
$
|
121.9
|
|
|
$
|
36.8
|
|
|
$
|
99.7
|
|
|
$
|
37.6
|
|
|
$
|
24.1
|
|
Liabilities incurred (a)
|
|
2.7
|
|
|
—
|
|
|
10.8
|
|
|
20.6
|
|
|
11.8
|
|
|
—
|
|
||||||
Total purchase price
|
|
$
|
12.8
|
|
|
$
|
121.9
|
|
|
$
|
47.6
|
|
|
$
|
120.3
|
|
|
$
|
49.4
|
|
|
$
|
24.1
|
|
(a)
|
UGI International Fiscal 2017 amount includes note payable to seller. AmeriGas Propane amounts principally comprise amounts payable under noncompete agreements.
|
|
2017
|
|
2016
|
||||
Early redemption premiums
|
$
|
51.3
|
|
|
$
|
39.6
|
|
Write-off of unamortized debt issuance costs
|
8.4
|
|
|
9.3
|
|
||
Loss on extinguishments of debt
|
$
|
59.7
|
|
|
$
|
48.9
|
|
|
2018
|
|
2017
|
||||
AmeriGas Propane:
|
|
|
|
||||
AmeriGas Partners Senior Notes:
|
|
|
|
||||
5.50% due May 2025
|
$
|
700.0
|
|
|
$
|
700.0
|
|
5.875% due August 2026
|
675.0
|
|
|
675.0
|
|
||
5.625% due May 2024
|
675.0
|
|
|
675.0
|
|
||
5.75% due May 2027
|
525.0
|
|
|
525.0
|
|
||
HOLP Senior Secured Notes, including unamortized premium of $0.2 and $0.4, respectively (a)
|
7.5
|
|
|
11.3
|
|
||
Other
|
14.6
|
|
|
17.3
|
|
||
Unamortized debt issuance costs
|
(27.5
|
)
|
|
(31.3
|
)
|
||
Total AmeriGas Propane
|
2,569.6
|
|
|
2,572.3
|
|
||
UGI International:
|
|
|
|
||||
UGI France Senior Facilities term loan (b)
|
627.0
|
|
|
708.9
|
|
||
Flaga variable-rate term loan (c)
|
53.2
|
|
|
54.1
|
|
||
Flaga U.S. dollar variable-rate term loan (d)
|
49.9
|
|
|
59.1
|
|
||
Other
|
20.9
|
|
|
21.3
|
|
||
Unamortized debt issuance costs
|
(2.5
|
)
|
|
(4.6
|
)
|
||
Total UGI International
|
748.5
|
|
|
838.8
|
|
||
UGI Utilities:
|
|
|
|
||||
Senior Notes:
|
|
|
|
||||
4.12%, due September 2046
|
200.0
|
|
|
200.0
|
|
||
4.98%, due March 2044
|
175.0
|
|
|
175.0
|
|
||
4.12%, due October 2046
|
100.0
|
|
|
100.0
|
|
||
6.21%, due September 2036
|
100.0
|
|
|
100.0
|
|
||
2.95%, due June 2026
|
100.0
|
|
|
100.0
|
|
||
Medium-Term Notes:
|
|
|
|
||||
6.13%, due October 2034
|
20.0
|
|
|
20.0
|
|
||
6.50%, due August 2033
|
20.0
|
|
|
20.0
|
|
||
5.67%, due January 2018
|
—
|
|
|
20.0
|
|
||
7.25%, due November 2017
|
—
|
|
|
20.0
|
|
||
Variable-rate term loan (e)
|
120.3
|
|
|
—
|
|
||
Other
|
6.8
|
|
|
—
|
|
||
Unamortized debt issuance costs
|
(4.1
|
)
|
|
(3.9
|
)
|
||
Total UGI Utilities
|
838.0
|
|
|
751.1
|
|
||
Other
|
9.2
|
|
|
9.9
|
|
||
Total long-term debt
|
4,165.3
|
|
|
4,172.1
|
|
||
Less: current maturities
|
(18.8
|
)
|
|
(177.5
|
)
|
||
Total long-term debt due after one year
|
$
|
4,146.5
|
|
|
$
|
3,994.6
|
|
(a)
|
At
September 30, 2018
and
2017
, the effective interest rate on the HOLP Senior Secured Notes was
6.75%
. These notes are collateralized by AmeriGas OLP’s receivables, contracts, equipment, inventory, general intangibles and cash.
|
(b)
|
Borrowings bear interest at rates per annum comprising the aggregate of the applicable margin and the associated euribor rate, which euribor rate has a floor of
0.0%
. The margin on term loan borrowings (which ranges from
1.60%
to
2.70%
) is dependent upon the ratio of UGI France’s consolidated total net debt to EBITDA, each as defined. At
September 30, 2018
and
2017
, such margin was
1.75%
and
1.90%
, respectively. UGI France has entered into pay-fixed, receive-variable interest rate swaps through April 30, 2019, to fix the underlying euribor rate on term loan borrowings at
0.18%
. At
September 30, 2018
and
2017
, the effective interest rate on the term loan was approximately
1.93%
and
2.08%
, respectively. Principal
|
(c)
|
Borrowings bear interest at three-month euribor rates, plus a margin and other fees. The margin and other fees range from
1.20%
to
2.60%
and are based upon certain consolidated equity, return on assets and debt to EBITDA ratios, as defined, as well as fees defined by the local jurisdiction. Flaga has entered into pay-fixed, receive-variable interest rate swaps that generally fix the underlying market rate at
0.23%
, effective October 2016. The effective interest rate on this term loan at
September 30, 2018
and
2017
, was
1.93%
and
1.80%
, respectively. This term loan was repaid on October 25, 2018, in conjunction with the UGI International refinancing transaction (see “Subsequent Event - UGI International Refinancing” below).
|
(d)
|
Borrowings bear interest at a one-month LIBOR rate plus a margin of
1.125%
. Flaga has effectively fixed the LIBOR component of the interest rate, and has effectively fixed the U.S. dollar value of the interest and principal payments by entering into a cross-currency swap arrangement with a bank. At
September 30, 2018
and
2017
, the effective interest rate on this term loan was
0.55%
and
0.87%
, respectively. This term loan was repaid on October 25, 2018, in conjunction with the UGI International refinancing transaction (see “Subsequent Event - UGI International Refinancing” below).
|
(e)
|
Borrowings bear interest at prevailing market interest rates, including LIBOR and the banks’ prime rate, plus a margin. UGI Utilities has entered into a forward-starting, pay-fixed, receive-variable interest rate swap that generally fixes the underlying prevailing market interest rates on Utilities Term Loan borrowings at approximately
3.00%
through July 2022, commencing September 30, 2019. The effective interest rate on this term loan at
September 30, 2018
, was
2.76%
.
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
||||||||||
AmeriGas Propane
|
$
|
8.8
|
|
|
$
|
8.0
|
|
|
$
|
3.6
|
|
|
$
|
1.6
|
|
|
$
|
0.3
|
|
UGI International (a)
|
70.0
|
|
|
607.7
|
|
|
53.2
|
|
|
20.1
|
|
|
—
|
|
|||||
UGI Utilities
|
9.0
|
|
|
8.2
|
|
|
7.8
|
|
|
6.8
|
|
|
95.3
|
|
|||||
Other
|
0.7
|
|
|
0.8
|
|
|
0.9
|
|
|
0.8
|
|
|
5.8
|
|
|||||
Total
|
$
|
88.5
|
|
|
$
|
624.7
|
|
|
$
|
65.5
|
|
|
$
|
29.3
|
|
|
$
|
101.4
|
|
(a)
|
Includes scheduled repayments as of September 30, 2018, relating to the UGI France Senior Facilities term loan; the Flaga variable-rate term loan; and the Flaga U.S. dollar variable-rate term loan. These term loans were repaid on October 25, 2018 with net proceeds from the issuance of the UGI International
3.25%
Senior Notes due November 2025 and the term loan borrowings under the 2018 UGI International Credit Facilities Agreement due October 2023 and cash on hand (see “Subsequent Event - UGI International Refinancing” below).
|
|
|
Expiration Date
|
|
Total Capacity
|
|
Borrowings Outstanding
|
|
Letters of Credit and Guarantees Outstanding
|
|
Available Borrowing Capacity
|
|
Weighted Average Interest Rate - End of Year
|
|||||||||
September 30, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
AmeriGas OLP (a)
|
|
December 2022
|
|
$
|
600.0
|
|
|
$
|
232.0
|
|
|
$
|
63.5
|
|
|
$
|
304.5
|
|
|
4.58
|
%
|
UGI International, LLC (b)
|
|
April 2020
|
|
€
|
300.0
|
|
|
—
|
|
|
—
|
|
|
$
|
300.0
|
|
|
N.A.
|
|
||
UGI France (c)
|
|
April 2020
|
|
€
|
60.0
|
|
|
—
|
|
|
—
|
|
|
€
|
60.0
|
|
|
N.A.
|
|
||
Flaga (d)
|
|
October 2020
|
|
€
|
55.0
|
|
|
—
|
|
|
€
|
0.5
|
|
|
€
|
54.5
|
|
|
N.A.
|
|
|
Energy Services, LLC (e)
|
|
March 2021
|
|
$
|
240.0
|
|
|
—
|
|
|
—
|
|
|
$
|
240.0
|
|
|
N.A.
|
|
||
UGI Utilities (f)
|
|
March 2020
|
|
$
|
450.0
|
|
|
$
|
189.5
|
|
|
$
|
2.0
|
|
|
$
|
258.5
|
|
|
3.03
|
%
|
September 30, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
AmeriGas OLP (a)
|
|
June 2019
|
|
$
|
525.0
|
|
|
$
|
140.0
|
|
|
$
|
67.2
|
|
|
$
|
317.8
|
|
|
3.74
|
%
|
UGI France (c)
|
|
April 2020
|
|
€
|
60.0
|
|
|
—
|
|
|
—
|
|
|
€
|
60.0
|
|
|
N.A.
|
|
||
Flaga (d)
|
|
October 2020
|
|
€
|
55.0
|
|
|
—
|
|
|
€
|
6.5
|
|
|
€
|
48.5
|
|
|
N.A.
|
|
|
Energy Services, LLC (e)
|
|
March 2021
|
|
$
|
240.0
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
240.0
|
|
|
N.A.
|
|
|
UGI Utilities (f)
|
|
March 2020
|
|
$
|
300.0
|
|
|
$
|
170.0
|
|
|
$
|
2.0
|
|
|
$
|
128.0
|
|
|
2.11
|
%
|
(a)
|
The AmeriGas OLP Credit Agreement includes a
$150
sublimit for letters of credit (
$125
prior to its amendment in December 2017) and 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, or one-, two-, three-, or six-month Eurodollar Rate, as defined, plus a margin. The applicable margin on base rate borrowings ranges from
0.50%
to
1.75%
; the applicable margin on Eurodollar Rate borrowings ranges from
1.50%
to
2.75%
; and the facility fee ranges from
0.30%
to
0.50%
. The aforementioned margins and facility fees are dependent upon AmeriGas Partners’ ratio of debt to EBITDA, as defined.
|
(b)
|
The UGI International Credit Agreement permits UGI International, LLC to borrow in euros or U.S. dollars. Loans made in euros will bear interest at the associated euribor rate plus a margin ranging from
1.45%
to
2.35%
. Loans made in U.S. dollars will bear interest at LIBOR plus a margin ranging from
1.70%
to
2.60%
. The aforementioned margins are dependent upon certain indebtedness at UGI International, LLC. This facility was terminated concurrent with entering into the 2018 UGI International Credit Facilities Agreement on October 25, 2018 (see “Subsequent Event - UGI International Refinancing” below.)
|
(c)
|
Borrowings under UGI France’s revolving credit facility bear interest at market rates (one-, two-, three-, or six-month euribor) plus a margin. The margin on credit facility borrowings ranges from
1.45%
to
2.55%
based upon UGI France’s ratio of consolidated total net debt to EBITDA, as defined. This facility was terminated concurrent with entering into the 2018 UGI International Credit Facilities Agreement on October 25, 2018 (see “Subsequent Event - UGI International Refinancing” below.)
|
(d)
|
Flaga’s credit facility agreement includes a
€25
multi-currency revolving credit facility, a
€5
overdraft facility and a
€25
guarantee facility. 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, each as defined. Facility fees on the unused amount of the revolving credit facility are
30%
of the lowest applicable margin. Guarantees outstanding reduce the available capacity on the
€25
guarantee facility. This facility was terminated concurrent with entering into the 2018 UGI International Credit Facilities Agreement on October 25, 2018 (see “Subsequent Event - UGI International Refinancing” below.)
|
(e)
|
Energy Services’ credit agreement includes a
$50
sublimit for letters of credit and 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, does not exceed
3.00
to
1.00
. Borrowings
|
(f)
|
UGI Utilities’ credit agreement includes a
$100
sublimit for letters of credit. Borrowings bear interest at 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. On September 21, 2018, UGI Utilities entered into the Commitment and Acceptance which increased the total capacity under this facility to
$450
.
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Trade receivables transferred to ESFC during the year
|
|
$
|
1,279.5
|
|
|
$
|
1,017.3
|
|
|
$
|
756.4
|
|
ESFC trade receivables sold to the bank during the year
|
|
193.0
|
|
|
243.0
|
|
|
204.0
|
|
|||
ESFC trade receivables - end of year (a)
|
|
65.0
|
|
|
44.8
|
|
|
35.7
|
|
(a)
|
At
September 30, 2018
and
2017
, the amounts of ESFC trade receivables sold to the bank were
$2.0
and
$39.0
, respectively, and are reflected as “
Short-term borrowings
” on the Consolidated Balance Sheets.
|
|
2018
|
|
2017
|
|
2016
|
||||||
Domestic
|
$
|
576.0
|
|
|
$
|
527.3
|
|
|
$
|
518.9
|
|
Foreign
|
278.5
|
|
|
174.1
|
|
|
191.1
|
|
|||
Total income before income taxes
|
$
|
854.5
|
|
|
$
|
701.4
|
|
|
$
|
710.0
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Current expense (benefit):
|
|
|
|
|
|
||||||
Federal
|
$
|
(2.7
|
)
|
|
$
|
(2.7
|
)
|
|
$
|
44.2
|
|
State
|
26.0
|
|
|
14.0
|
|
|
20.9
|
|
|||
Foreign
|
77.6
|
|
|
56.2
|
|
|
78.7
|
|
|||
Total current expense
|
100.9
|
|
|
67.5
|
|
|
143.8
|
|
|||
Deferred expense (benefit):
|
|
|
|
|
|
||||||
Federal
|
(77.1
|
)
|
|
125.8
|
|
|
81.2
|
|
|||
State
|
6.7
|
|
|
16.4
|
|
|
1.3
|
|
|||
Foreign
|
1.9
|
|
|
(31.8
|
)
|
|
(4.8
|
)
|
|||
Investment tax credit amortization
|
(0.3
|
)
|
|
(0.3
|
)
|
|
(0.3
|
)
|
|||
Total deferred expense
|
(68.8
|
)
|
|
110.1
|
|
|
77.4
|
|
|||
Total income tax expense
|
$
|
32.1
|
|
|
$
|
177.6
|
|
|
$
|
221.2
|
|
|
2018
|
|
2017
|
|
2016
|
|||
U.S. federal statutory tax rate
|
24.5
|
%
|
|
35.0
|
%
|
|
35.0
|
%
|
Difference in tax rate due to:
|
|
|
|
|
|
|||
Effect of tax rate changes - TJCA
|
(20.9
|
)
|
|
—
|
|
|
—
|
|
Effect of tax rate changes - France
|
(2.1
|
)
|
|
(4.1
|
)
|
|
—
|
|
Noncontrolling interests not subject to tax
|
(3.0
|
)
|
|
(4.3
|
)
|
|
(6.2
|
)
|
State income taxes, net of federal benefit
|
2.9
|
|
|
2.9
|
|
|
3.0
|
|
Valuation allowance adjustments
|
1.1
|
|
|
(1.1
|
)
|
|
(0.9
|
)
|
Effects of foreign operations
|
3.1
|
|
|
(1.1
|
)
|
|
0.6
|
|
Excess tax benefits on share-based payments
|
(1.1
|
)
|
|
(1.3
|
)
|
|
—
|
|
Other, net
|
(0.7
|
)
|
|
(0.7
|
)
|
|
(0.3
|
)
|
Effective tax rate
|
3.8
|
%
|
|
25.3
|
%
|
|
31.2
|
%
|
|
2018
|
|
2017
|
||||
Excess book basis over tax basis of property, plant and equipment
|
$
|
807.8
|
|
|
$
|
975.8
|
|
Investment in AmeriGas Partners
|
219.2
|
|
|
326.8
|
|
||
Intangible assets and goodwill
|
67.6
|
|
|
98.2
|
|
||
Utility regulatory assets
|
86.7
|
|
|
132.2
|
|
||
Derivative instruments
|
30.4
|
|
|
—
|
|
||
Other
|
10.6
|
|
|
11.7
|
|
||
Gross deferred tax liabilities
|
1,222.3
|
|
|
1,544.7
|
|
||
|
|
|
|
||||
Pension plan liabilities
|
(20.0
|
)
|
|
(57.7
|
)
|
||
Employee-related benefits
|
(43.6
|
)
|
|
(65.4
|
)
|
||
Operating loss carryforwards
|
(26.2
|
)
|
|
(30.9
|
)
|
||
Foreign tax credit carryforwards
|
(106.1
|
)
|
|
(106.1
|
)
|
||
Utility regulatory liabilities
|
(118.6
|
)
|
|
(9.3
|
)
|
||
Derivative instruments
|
—
|
|
|
(1.7
|
)
|
||
Utility environmental liabilities
|
(14.7
|
)
|
|
(22.2
|
)
|
||
Other
|
(29.0
|
)
|
|
(27.8
|
)
|
||
Gross deferred tax assets
|
(358.2
|
)
|
|
(321.1
|
)
|
||
Deferred tax assets valuation allowance
|
116.8
|
|
|
107.1
|
|
||
Net deferred tax liabilities
|
$
|
980.9
|
|
|
$
|
1,330.7
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Unrecognized tax benefits — beginning of year
|
$
|
12.2
|
|
|
$
|
7.2
|
|
|
$
|
3.2
|
|
Additions for tax positions of the current year
|
1.5
|
|
|
1.9
|
|
|
2.2
|
|
|||
Additions for tax positions taken in prior years
|
0.6
|
|
|
4.6
|
|
|
2.3
|
|
|||
Settlements with tax authorities/statute lapses
|
(2.8
|
)
|
|
(1.5
|
)
|
|
(0.5
|
)
|
|||
Unrecognized tax benefits — end of year
|
$
|
11.5
|
|
|
$
|
12.2
|
|
|
$
|
7.2
|
|
|
Pension
Benefits
|
|
Other Postretirement
Benefits
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Change in benefit obligations:
|
|
|
|
|
|
|
|
||||||||
Benefit obligations — beginning of year
|
$
|
697.8
|
|
|
$
|
707.7
|
|
|
$
|
27.0
|
|
|
$
|
30.9
|
|
Service cost
|
11.2
|
|
|
11.9
|
|
|
0.5
|
|
|
1.0
|
|
||||
Interest cost
|
26.3
|
|
|
25.0
|
|
|
0.8
|
|
|
0.8
|
|
||||
Actuarial gain
|
(37.0
|
)
|
|
(19.6
|
)
|
|
(2.1
|
)
|
|
(4.8
|
)
|
||||
Plan amendments
|
—
|
|
|
1.2
|
|
|
(5.8
|
)
|
|
—
|
|
||||
Curtailment
|
(0.6
|
)
|
|
(3.6
|
)
|
|
(0.1
|
)
|
|
(0.4
|
)
|
||||
Foreign currency
|
(1.0
|
)
|
|
2.9
|
|
|
—
|
|
|
0.4
|
|
||||
Benefits paid
|
(27.5
|
)
|
|
(27.7
|
)
|
|
(1.0
|
)
|
|
(0.9
|
)
|
||||
Benefit obligations — end of year
|
$
|
669.2
|
|
|
$
|
697.8
|
|
|
$
|
19.3
|
|
|
$
|
27.0
|
|
Change in plan assets:
|
|
|
|
|
|
|
|
||||||||
Fair value of plan assets — beginning of year
|
$
|
529.2
|
|
|
$
|
493.7
|
|
|
$
|
14.8
|
|
|
$
|
13.7
|
|
Actual gain on plan assets
|
44.9
|
|
|
47.0
|
|
|
0.9
|
|
|
1.3
|
|
||||
Foreign currency
|
(0.6
|
)
|
|
1.6
|
|
|
—
|
|
|
—
|
|
||||
Employer contributions
|
16.2
|
|
|
14.6
|
|
|
0.4
|
|
|
0.6
|
|
||||
Benefits paid
|
(26.4
|
)
|
|
(27.7
|
)
|
|
(0.8
|
)
|
|
(0.8
|
)
|
||||
Fair value of plan assets — end of year
|
$
|
563.3
|
|
|
$
|
529.2
|
|
|
$
|
15.3
|
|
|
$
|
14.8
|
|
Funded status of the plans — end of year
|
$
|
(105.9
|
)
|
|
$
|
(168.6
|
)
|
|
$
|
(4.0
|
)
|
|
$
|
(12.2
|
)
|
Assets (liabilities) recorded in the balance sheet:
|
|
|
|
|
|
|
|
||||||||
Assets in excess of liabilities — included in other noncurrent assets
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
6.7
|
|
|
$
|
5.4
|
|
Unfunded liabilities — included in other noncurrent liabilities
|
(105.9
|
)
|
|
(168.6
|
)
|
|
(10.7
|
)
|
|
(17.6
|
)
|
||||
Net amount recognized
|
$
|
(105.9
|
)
|
|
$
|
(168.6
|
)
|
|
$
|
(4.0
|
)
|
|
$
|
(12.2
|
)
|
Amounts recorded in UGI Corporation stockholders’ equity (pre-tax):
|
|
|
|
|
|
|
|
||||||||
Prior service cost (benefit)
|
$
|
0.6
|
|
|
$
|
0.7
|
|
|
$
|
(1.3
|
)
|
|
$
|
(1.5
|
)
|
Net actuarial loss (gain)
|
14.0
|
|
|
21.3
|
|
|
(0.4
|
)
|
|
(0.6
|
)
|
||||
Total
|
$
|
14.6
|
|
|
$
|
22.0
|
|
|
$
|
(1.7
|
)
|
|
$
|
(2.1
|
)
|
Amounts recorded in regulatory assets and liabilities (pre-tax):
|
|
|
|
|
|
|
|
||||||||
Prior service cost (benefit)
|
$
|
0.7
|
|
|
$
|
1.0
|
|
|
$
|
(1.2
|
)
|
|
$
|
(1.6
|
)
|
Net actuarial loss (gain)
|
85.7
|
|
|
139.5
|
|
|
(0.1
|
)
|
|
1.2
|
|
||||
Total
|
$
|
86.4
|
|
|
$
|
140.5
|
|
|
$
|
(1.3
|
)
|
|
$
|
(0.4
|
)
|
|
Pension Plan
|
|
Other Postretirement Benefits
|
||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
2018
|
|
2017
|
|
2016
|
||||||
Weighted-average assumptions:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Discount rate – benefit obligations
|
4.40
|
%
|
|
4.00
|
%
|
|
3.80
|
%
|
|
4.40
|
%
|
|
4.00
|
%
|
|
3.80
|
%
|
Discount rate – benefit cost
|
4.00
|
%
|
|
3.80
|
%
|
|
4.60
|
%
|
|
4.00
|
%
|
|
3.80
|
%
|
|
4.70
|
%
|
Expected return on plan assets
|
7.40
|
%
|
|
7.50
|
%
|
|
7.55
|
%
|
|
5.00
|
%
|
|
5.00
|
%
|
|
5.00
|
%
|
Rate of increase in salary levels
|
3.25
|
%
|
|
3.25
|
%
|
|
3.25
|
%
|
|
3.25
|
%
|
|
3.25
|
%
|
|
3.25
|
%
|
|
Pension Benefits
|
|
Other Postretirement Benefits
|
||||||||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
2018
|
|
2017
|
|
2016
|
||||||||||||
Service cost
|
$
|
11.2
|
|
|
$
|
11.9
|
|
|
$
|
10.1
|
|
|
$
|
0.5
|
|
|
$
|
1.0
|
|
|
$
|
0.7
|
|
Interest cost
|
26.3
|
|
|
25.0
|
|
|
26.8
|
|
|
0.8
|
|
|
0.8
|
|
|
0.9
|
|
||||||
Expected return on assets
|
(35.0
|
)
|
|
(33.6
|
)
|
|
(32.4
|
)
|
|
(0.7
|
)
|
|
(0.7
|
)
|
|
(0.6
|
)
|
||||||
Curtailment gain
|
(0.2
|
)
|
|
(1.4
|
)
|
|
(1.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Amortization of:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Prior service cost (benefit)
|
0.3
|
|
|
0.3
|
|
|
0.3
|
|
|
(6.3
|
)
|
|
(0.6
|
)
|
|
(0.6
|
)
|
||||||
Actuarial loss (gain)
|
13.4
|
|
|
16.7
|
|
|
10.9
|
|
|
(0.1
|
)
|
|
0.3
|
|
|
—
|
|
||||||
Net benefit cost
|
16.0
|
|
|
18.9
|
|
|
14.5
|
|
|
(5.8
|
)
|
|
0.8
|
|
|
0.4
|
|
||||||
Change in associated regulatory liabilities
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.5
|
)
|
|
(0.5
|
)
|
|
1.0
|
|
||||||
Net benefit cost after change in regulatory liabilities
|
$
|
16.0
|
|
|
$
|
18.9
|
|
|
$
|
14.5
|
|
|
$
|
(6.3
|
)
|
|
$
|
0.3
|
|
|
$
|
1.4
|
|
|
Pension
Benefits
|
|
Other
Postretirement
Benefits
|
||||
Fiscal 2019
|
$
|
30.6
|
|
|
$
|
1.0
|
|
Fiscal 2020
|
$
|
31.1
|
|
|
$
|
0.9
|
|
Fiscal 2021
|
$
|
33.2
|
|
|
$
|
0.9
|
|
Fiscal 2022
|
$
|
39.0
|
|
|
$
|
0.9
|
|
Fiscal 2023
|
$
|
40.4
|
|
|
$
|
0.9
|
|
Fiscal 2024 - 2028
|
$
|
201.4
|
|
|
$
|
4.7
|
|
|
2018
|
|
2017
|
||
Health care cost trend rate assumed for next year
|
6.75
|
%
|
|
7.00
|
%
|
Rate to which the cost trend rate is assumed to decline (ultimate trend rate)
|
5.0
|
%
|
|
5.0
|
%
|
Fiscal year that the rate reaches the ultimate trend rate
|
2026
|
|
|
2026
|
|
|
Actual
|
|
Target
Asset
Allocation
|
|
Permitted
Range
|
|||||
|
2018
|
|
2017
|
|
|
|||||
Equity investments:
|
|
|
|
|
|
|
|
|||
Domestic
|
58.2
|
%
|
|
55.2
|
%
|
|
52.5
|
%
|
|
40.0% – 65.0%
|
International
|
11.8
|
%
|
|
12.4
|
%
|
|
12.5
|
%
|
|
7.5% – 17.5%
|
Total
|
70.0
|
%
|
|
67.6
|
%
|
|
65.0
|
%
|
|
60.0% – 70.0%
|
Fixed income funds & cash equivalents
|
30.0
|
%
|
|
32.4
|
%
|
|
35.0
|
%
|
|
30.0% – 40.0%
|
Total
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
|
|
Actual
|
|
Target
Asset
Allocation
|
|
Permitted
Range
|
|||||
|
2018
|
|
2017
|
|
|
|||||
Domestic equity investments
|
65.6
|
%
|
|
63.1
|
%
|
|
65.0
|
%
|
|
60.0% – 70.0%
|
Fixed income funds & cash equivalents
|
34.4
|
%
|
|
36.9
|
%
|
|
35.0
|
%
|
|
30.0% – 40.0%
|
Total
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
|
|
U.S. Pension Plan
|
||||||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Other
(a)
|
|
Total
|
||||||||||
September 30, 2018:
|
|
|
|
|
|
|
|
|
|
||||||||||
Domestic equity investments:
|
|
|
|
|
|
|
|
|
|
||||||||||
S&P 500 Index equity mutual funds
|
$
|
188.4
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
188.4
|
|
Small and midcap equity mutual funds
|
75.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
75.7
|
|
|||||
UGI Corporation Common Stock
|
45.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
45.2
|
|
|||||
Total domestic equity investments
|
309.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
309.3
|
|
|||||
International index equity mutual funds
|
62.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
62.9
|
|
|||||
Fixed income investments:
|
|
|
|
|
|
|
|
|
|
||||||||||
Bond index mutual funds
|
154.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
154.3
|
|
|||||
Cash equivalents
|
—
|
|
|
—
|
|
|
—
|
|
|
5.2
|
|
|
5.2
|
|
|||||
Total fixed income investments
|
154.3
|
|
|
—
|
|
|
—
|
|
|
5.2
|
|
|
159.5
|
|
|||||
Total
|
$
|
526.5
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5.2
|
|
|
$
|
531.7
|
|
September 30, 2017:
|
|
|
|
|
|
|
|
|
|
||||||||||
Domestic equity investments:
|
|
|
|
|
|
|
|
|
|
||||||||||
S&P 500 Index equity mutual funds
|
$
|
171.6
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
171.6
|
|
Small and midcap equity mutual funds
|
65.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
65.2
|
|
|||||
UGI Corporation Common Stock
|
38.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
38.1
|
|
|||||
Total domestic equity investments
|
274.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
274.9
|
|
|||||
International index equity mutual funds
|
61.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
61.6
|
|
|||||
Fixed income investments:
|
|
|
|
|
|
|
|
|
|
||||||||||
Bond index mutual funds
|
156.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
156.2
|
|
|||||
Cash equivalents
|
—
|
|
|
—
|
|
|
—
|
|
|
5.3
|
|
|
5.3
|
|
|||||
Total fixed income investments
|
156.2
|
|
|
—
|
|
|
—
|
|
|
5.3
|
|
|
161.5
|
|
|||||
Total
|
$
|
492.7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5.3
|
|
|
$
|
498.0
|
|
|
VEBA
|
||||||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Other (a)
|
|
Total
|
||||||||||
September 30, 2018:
|
|
|
|
|
|
|
|
|
|
||||||||||
S&P 500 Index equity mutual fund
|
$
|
10.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
10.1
|
|
Bond index mutual fund
|
4.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.9
|
|
|||||
Cash equivalents
|
—
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|
0.3
|
|
|||||
Total
|
$
|
15.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.3
|
|
|
$
|
15.3
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
September 30, 2017:
|
|
|
|
|
|
|
|
|
|
||||||||||
S&P 500 Index equity mutual fund
|
$
|
9.3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
9.3
|
|
Bond index mutual fund
|
5.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.1
|
|
|||||
Cash equivalents
|
—
|
|
|
—
|
|
|
—
|
|
|
0.4
|
|
|
0.4
|
|
|||||
Total
|
$
|
14.4
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.4
|
|
|
$
|
14.8
|
|
(a)
|
Assets measured at net asset value (“NAV”) and therefore excluded from the fair value hierarchy.
|
|
2018
|
|
2017
|
||||
Regulatory assets:
|
|
|
|
||||
Income taxes recoverable
|
$
|
110.1
|
|
|
$
|
121.4
|
|
Underfunded pension and postretirement plans
|
87.1
|
|
|
141.3
|
|
||
Environmental costs
|
58.8
|
|
|
61.6
|
|
||
Deferred fuel and power costs
|
—
|
|
|
7.7
|
|
||
Removal costs, net
|
32.0
|
|
|
31.0
|
|
||
Other
|
13.0
|
|
|
5.9
|
|
||
Total regulatory assets
|
$
|
301.0
|
|
|
$
|
368.9
|
|
Regulatory liabilities (a):
|
|
|
|
||||
Postretirement benefit overcollections
|
$
|
17.8
|
|
|
$
|
17.5
|
|
Deferred fuel and power refunds
|
36.7
|
|
|
10.6
|
|
||
State income tax benefits — distribution system repairs
|
22.6
|
|
|
18.4
|
|
||
PAPUC temporary rates order (b)
|
24.4
|
|
|
—
|
|
||
Excess federal deferred income taxes (c)
|
285.2
|
|
|
—
|
|
||
Other
|
3.5
|
|
|
2.7
|
|
||
Total regulatory liabilities
|
$
|
390.2
|
|
|
$
|
49.2
|
|
(a)
|
Regulatory liabilities are recorded in “
Other current liabilities
” and “Other noncurrent liabilities” on the Consolidated Balance Sheets.
|
(b)
|
Balance at September 30, 2018, comprises tax savings for the period January 1, 2018 to June 30, 2018, plus interest, resulting from the enactment of the TCJA (see “PAPUC Temporary Rates Order” below and Note 6).
|
(c)
|
Balance at September 30, 2018, comprises excess federal deferred income taxes resulting from the enactment of the TCJA (see “Excess federal deferred income taxes” below and Note 6).
|
|
2018
|
|
2017
|
||||
Non-utility LPG and natural gas
|
$
|
231.7
|
|
|
$
|
188.4
|
|
Gas Utility natural gas
|
37.3
|
|
|
39.5
|
|
||
Materials, supplies and other
|
49.2
|
|
|
50.7
|
|
||
Total inventories
|
$
|
318.2
|
|
|
$
|
278.6
|
|
|
2018
|
|
2017
|
||||
Utilities:
|
|
|
|
||||
Distribution
|
$
|
3,106.6
|
|
|
$
|
2,835.3
|
|
Transmission
|
97.1
|
|
|
96.4
|
|
||
Work in process
|
130.9
|
|
|
112.6
|
|
||
General and other
|
281.7
|
|
|
241.0
|
|
||
Total Utilities
|
3,616.3
|
|
|
3,285.3
|
|
||
|
|
|
|
||||
Non-utility:
|
|
|
|
||||
Land
|
191.4
|
|
|
180.1
|
|
||
Buildings and improvements
|
364.9
|
|
|
351.2
|
|
||
Transportation equipment
|
257.1
|
|
|
289.3
|
|
||
Equipment, primarily cylinders and tanks
|
3,375.4
|
|
|
3,529.4
|
|
||
Electric generation
|
319.5
|
|
|
310.0
|
|
||
Pipeline and related assets
|
473.0
|
|
|
454.5
|
|
||
Work in process
|
57.9
|
|
|
95.3
|
|
||
Other
|
306.6
|
|
|
354.8
|
|
||
Total non-utility
|
5,345.8
|
|
|
5,564.6
|
|
||
Total property, plant and equipment
|
$
|
8,962.1
|
|
|
$
|
8,849.9
|
|
|
AmeriGas
Propane
|
|
UGI International
|
|
Midstream & Marketing
|
|
UGI Utilities
|
|
Total
|
||||||||||
Balance September 30, 2016
|
$
|
1,978.3
|
|
|
$
|
817.0
|
|
|
$
|
11.6
|
|
|
$
|
182.1
|
|
|
$
|
2,989.0
|
|
Acquisitions
|
23.0
|
|
|
55.5
|
|
|
—
|
|
|
—
|
|
|
78.5
|
|
|||||
Purchase accounting adjustments
|
—
|
|
|
(1.7
|
)
|
|
—
|
|
|
—
|
|
|
(1.7
|
)
|
|||||
Foreign currency translation
|
—
|
|
|
41.4
|
|
|
—
|
|
|
—
|
|
|
41.4
|
|
|||||
Balance September 30, 2017
|
2,001.3
|
|
|
912.2
|
|
|
11.6
|
|
|
182.1
|
|
|
3,107.2
|
|
|||||
Acquisitions
|
4.5
|
|
|
54.9
|
|
|
—
|
|
|
—
|
|
|
59.4
|
|
|||||
Dispositions
|
(2.8
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2.8
|
)
|
|||||
Purchase accounting adjustments
|
—
|
|
|
13.6
|
|
|
—
|
|
|
—
|
|
|
13.6
|
|
|||||
Foreign currency translation
|
—
|
|
|
(17.0
|
)
|
|
—
|
|
|
—
|
|
|
(17.0
|
)
|
|||||
Balance September 30, 2018
|
$
|
2,003.0
|
|
|
$
|
963.7
|
|
|
$
|
11.6
|
|
|
$
|
182.1
|
|
|
$
|
3,160.4
|
|
|
2018
|
|
2017
|
||||
Customer relationships, noncompete agreements and other (subject to amortization)
|
$
|
848.6
|
|
|
$
|
817.8
|
|
Trademarks and tradenames (subject to amortization)
|
7.9
|
|
|
—
|
|
||
Trademarks and tradenames (not subject to amortization)
|
50.3
|
|
|
134.1
|
|
||
Gross carrying amount
|
906.8
|
|
|
951.9
|
|
||
Accumulated amortization
|
(393.2
|
)
|
|
(340.2
|
)
|
||
Intangible assets, net
|
$
|
513.6
|
|
|
$
|
611.7
|
|
|
Issued
|
|
Treasury
|
|
Outstanding
|
|||
Balance at September 30, 2015
|
173,806,991
|
|
|
(1,418,488
|
)
|
|
172,388,503
|
|
Issued:
|
|
|
|
|
|
|||
Employee and director plans
|
87,150
|
|
|
2,355,202
|
|
|
2,442,352
|
|
Repurchases of common stock
|
—
|
|
|
(1,250,000
|
)
|
|
(1,250,000
|
)
|
Reacquired common stock – employee and director plans
|
—
|
|
|
(620,406
|
)
|
|
(620,406
|
)
|
Balance at September 30, 2016
|
173,894,141
|
|
|
(933,692
|
)
|
|
172,960,449
|
|
Issued:
|
|
|
|
|
|
|||
Employee and director plans
|
93,550
|
|
|
1,051,704
|
|
|
1,145,254
|
|
Sale of reacquired common stock
|
—
|
|
|
50,000
|
|
|
50,000
|
|
Repurchases of common stock
|
—
|
|
|
(900,000
|
)
|
|
(900,000
|
)
|
Reacquired common stock – employee and director plans
|
—
|
|
|
(111,966
|
)
|
|
(111,966
|
)
|
Balance at September 30, 2017
|
173,987,691
|
|
|
(843,954
|
)
|
|
173,143,737
|
|
Issued:
|
|
|
|
|
|
|||
Employee and director plans
|
155,306
|
|
|
1,804,712
|
|
|
1,960,018
|
|
Repurchases of common stock
|
—
|
|
|
(1,200,000
|
)
|
|
(1,200,000
|
)
|
Reacquired common stock – employee and director plans
|
—
|
|
|
(154,780
|
)
|
|
(154,780
|
)
|
Balance at September 30, 2018
|
174,142,997
|
|
|
(394,022
|
)
|
|
173,748,975
|
|
|
Shares
|
|
Weighted
Average
Option Price
|
|
Total
Intrinsic
Value
|
|
Weighted
Average
Contract Term
(Years)
|
|||||
Shares under option — September 30, 2015
|
9,255,377
|
|
|
$
|
23.97
|
|
|
$
|
104.5
|
|
|
6.6
|
Granted
|
1,510,625
|
|
|
$
|
34.67
|
|
|
|
|
|
||
Canceled
|
(84,213
|
)
|
|
$
|
34.13
|
|
|
|
|
|
||
Exercised
|
(2,193,338
|
)
|
|
$
|
20.38
|
|
|
$
|
40.1
|
|
|
|
Shares under option — September 30, 2016
|
8,488,451
|
|
|
$
|
26.68
|
|
|
$
|
157.6
|
|
|
6.6
|
Granted
|
1,343,800
|
|
|
$
|
46.51
|
|
|
|
|
|
||
Canceled
|
(60,236
|
)
|
|
$
|
41.86
|
|
|
|
|
|
||
Exercised
|
(990,267
|
)
|
|
$
|
21.40
|
|
|
$
|
26.7
|
|
|
|
Shares under option — September 30, 2017
|
8,781,748
|
|
|
$
|
30.20
|
|
|
$
|
146.7
|
|
|
6.3
|
Granted
|
1,401,400
|
|
|
$
|
47.85
|
|
|
|
|
|
||
Canceled
|
(152,017
|
)
|
|
$
|
42.14
|
|
|
|
|
|
||
Expired
|
(1,666
|
)
|
|
$
|
35.80
|
|
|
|
|
|
||
Exercised
|
(1,832,396
|
)
|
|
$
|
26.00
|
|
|
$
|
44.5
|
|
|
|
Shares under option — September 30, 2018
|
8,197,069
|
|
|
$
|
33.93
|
|
|
$
|
176.6
|
|
|
6.2
|
Options exercisable — September 30, 2016
|
5,522,370
|
|
|
$
|
22.94
|
|
|
|
|
|
||
Options exercisable — September 30, 2017
|
5,973,668
|
|
|
$
|
25.53
|
|
|
|
|
|
||
Options exercisable — September 30, 2018
|
5,498,330
|
|
|
$
|
28.63
|
|
|
$
|
147.6
|
|
|
5.1
|
Options not exercisable — September 30, 2018
|
2,698,739
|
|
|
$
|
44.75
|
|
|
$
|
29.0
|
|
|
8.1
|
|
Range of exercise prices
|
||||||||||||||||||
|
Under
$25.00
|
|
$25.00 –
$30.00
|
|
$30.01 –
$35.00
|
|
$35.01 – $40.00
|
|
Over $40.00
|
||||||||||
Options outstanding at September 30, 2018:
|
|
|
|
|
|
|
|
|
|
||||||||||
Number of options
|
2,322,904
|
|
|
1,133,676
|
|
|
1,150,685
|
|
|
917,843
|
|
|
2,671,961
|
|
|||||
Weighted average remaining contractual life (in years)
|
3.3
|
|
|
5.0
|
|
|
7.1
|
|
|
6.3
|
|
|
8.8
|
|
|||||
Weighted average exercise price
|
$
|
20.53
|
|
|
$
|
27.38
|
|
|
$
|
33.66
|
|
|
$
|
37.80
|
|
|
$
|
47.16
|
|
Options exercisable at September 30, 2018:
|
|
|
|
|
|
|
|
|
|
||||||||||
Number of options
|
2,322,904
|
|
|
1,133,676
|
|
|
714,201
|
|
|
809,899
|
|
|
517,650
|
|
|||||
Weighted average exercise price
|
$
|
20.53
|
|
|
$
|
27.38
|
|
|
$
|
33.59
|
|
|
$
|
37.81
|
|
|
$
|
46.46
|
|
|
2018
|
|
2017
|
|
2016
|
Expected life of option
|
6.00 years
|
|
5.75 years
|
|
5.75 years
|
Weighted average volatility
|
17.5%
|
|
19.8%
|
|
19.5%
|
Weighted average dividend yield
|
2.1%
|
|
2.1%
|
|
2.6%
|
Expected volatility
|
17.5%
|
|
19.8%
|
|
19.3%
|
Expected dividend yield
|
2.1%
|
|
2.1%
|
|
2.6%
|
Risk free rate
|
2.2% – 2.9%
|
|
1.8% – 2.1%
|
|
1.2% – 1.9%
|
|
UGI Units
|
|
Weighted-Average
Grant-Date
Fair Value
(per Unit)
|
|||
Total UGI Units at September 30, 2017 (a)
|
978,834
|
|
|
$
|
28.83
|
|
UGI Performance Units:
|
|
|
|
|||
Granted
|
143,800
|
|
|
$
|
55.26
|
|
Forfeited
|
(38,542
|
)
|
|
$
|
41.19
|
|
Performance criteria not met
|
(43,672
|
)
|
|
$
|
37.57
|
|
Unit awards paid
|
(92,950
|
)
|
|
$
|
37.85
|
|
UGI Stock Units:
|
|
|
|
|||
Granted (b)
|
52,314
|
|
|
$
|
48.11
|
|
Unit awards paid
|
(40,066
|
)
|
|
$
|
21.39
|
|
Total UGI Units at September 30, 2018 (a)
|
959,718
|
|
|
$
|
32.38
|
|
(a)
|
Total UGI Units includes UGI Stock Units issued to non-employee directors, which vest on the grant date, and UGI Performance Units and UGI Stock Units issued to retirement-eligible employees that vest on an accelerated basis. Total vested restricted units at
September 30, 2018
and
September 30, 2017
were
660,795
and
660,886
, respectively.
|
(b)
|
Generally, shares granted under UGI Stock Unit awards are paid approximately
70%
in shares. UGI Stock Unit awards granted in
Fiscal 2017
and
Fiscal 2016
were
42,079
and
52,493
, respectively.
|
|
2018
|
|
2017
|
|
2016
|
||||||
UGI Performance Unit awards:
|
|
|
|
|
|
||||||
Number of original awards granted, net of forfeitures
|
136,621
|
|
|
178,450
|
|
|
308,362
|
|
|||
Performance period beginning January 1:
|
2015
|
|
|
2014
|
|
|
2013
|
|
|||
Payment of awards:
|
|
|
|
|
|
||||||
Shares of UGI Common Stock issued, net of shares withheld for taxes
|
69,680
|
|
|
138,985
|
|
|
209,592
|
|
|||
Cash paid
|
$
|
1.6
|
|
|
$
|
10.9
|
|
|
$
|
13.9
|
|
UGI Stock Unit awards:
|
|
|
|
|
|
||||||
Number of original awards granted, net of forfeitures
|
39,680
|
|
|
43,699
|
|
|
51,037
|
|
|||
Payment of awards:
|
|
|
|
|
|
||||||
Shares of UGI Common Stock issued, net of shares withheld for taxes
|
29,095
|
|
|
15,990
|
|
|
39,422
|
|
|||
Cash paid
|
$
|
0.6
|
|
|
$
|
0.3
|
|
|
$
|
0.7
|
|
|
AmeriGas Partners Common Units
|
|
Weighted-Average
Grant-Date
Fair Value
(per Unit)
|
|||
Total Units at September 30, 2017 (a)
|
218,224
|
|
|
$
|
50.03
|
|
AmeriGas Performance Units:
|
|
|
|
|||
Granted
|
55,550
|
|
|
$
|
52.14
|
|
Forfeited
|
(1,900
|
)
|
|
$
|
56.70
|
|
Awards paid
|
(18,874
|
)
|
|
$
|
46.23
|
|
Performance criteria not met
|
(37,099
|
)
|
|
$
|
86.53
|
|
AmeriGas Stock Units:
|
|
|
|
|||
Granted
|
29,261
|
|
|
$
|
46.09
|
|
Forfeited
|
(400
|
)
|
|
$
|
45.66
|
|
Awards paid
|
(8,000
|
)
|
|
$
|
(45.62
|
)
|
Total Units at September 30, 2018 (a)
|
236,762
|
|
|
$
|
47.12
|
|
(a)
|
Total units includes AmeriGas Stock Units issued to non-employee directors, which vest on the grant date, and AmeriGas Performance Units and AmeriGas Stock Units issued to retirement-eligible employees that vest on an accelerated basis. Total vested restricted units at
September 30, 2018
and
September 30, 2017
were
71,148
and
65,989
, respectively.
|
|
2018
|
|
2017
|
|
2016
|
||||||
AmeriGas Performance Unit awards:
|
|
|
|
|
|
||||||
Number of Common Units subject to original awards granted, net of forfeitures
|
65,525
|
|
|
53,800
|
|
|
44,800
|
|
|||
Performance periods beginning in fiscal year:
|
2015
|
|
|
2014
|
|
|
2013
|
|
|||
Payment of awards:
|
|
|
|
|
|
||||||
AmeriGas Partners Common Units issued, net of units withheld for taxes
|
13,164
|
|
|
29,489
|
|
|
23,017
|
|
|||
Cash paid
|
$
|
1.2
|
|
|
$
|
2.9
|
|
|
$
|
1.7
|
|
AmeriGas Stock Unit awards:
|
|
|
|
|
|
||||||
Number of Common Units subject to original awards granted, net of forfeitures
|
14,811
|
|
|
32,658
|
|
|
20,336
|
|
|||
Payment of awards:
|
|
|
|
|
|
||||||
AmeriGas Partners Common Units issued, net of units withheld for taxes
|
5,322
|
|
|
3,932
|
|
|
9,272
|
|
|||
Cash paid
|
$
|
0.1
|
|
|
$
|
0.1
|
|
|
$
|
0.4
|
|
1.
|
all cash on hand at the end of such quarter, plus
|
2.
|
all additional cash on hand as of the date of determination resulting from borrowings after the end of such quarter, less
|
3.
|
the amount of cash reserves established by the General Partner in its reasonable discretion.
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
After 2023
|
||||||||||||
AmeriGas Propane
|
$
|
72.1
|
|
|
$
|
65.7
|
|
|
$
|
58.0
|
|
|
$
|
50.1
|
|
|
$
|
45.8
|
|
|
$
|
105.5
|
|
UGI Utilities
|
2.2
|
|
|
1.1
|
|
|
0.8
|
|
|
0.7
|
|
|
0.4
|
|
|
0.1
|
|
||||||
UGI International
|
11.3
|
|
|
8.8
|
|
|
6.2
|
|
|
5.0
|
|
|
4.6
|
|
|
5.8
|
|
||||||
Other
|
2.4
|
|
|
2.2
|
|
|
1.2
|
|
|
0.8
|
|
|
0.7
|
|
|
1.2
|
|
||||||
Total
|
$
|
88.0
|
|
|
$
|
77.8
|
|
|
$
|
66.2
|
|
|
$
|
56.6
|
|
|
$
|
51.5
|
|
|
$
|
112.6
|
|
|
Asset (Liability)
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
September 30, 2018:
|
|
|
|
|
|
|
|
||||||||
Derivative instruments:
|
|
|
|
|
|
|
|
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Commodity contracts
|
$
|
93.5
|
|
|
$
|
117.5
|
|
|
$
|
—
|
|
|
$
|
211.0
|
|
Foreign currency contracts
|
$
|
—
|
|
|
$
|
20.6
|
|
|
$
|
—
|
|
|
$
|
20.6
|
|
Cross-currency contracts
|
$
|
—
|
|
|
$
|
0.9
|
|
|
$
|
—
|
|
|
$
|
0.9
|
|
Liabilities:
|
|
|
|
|
|
|
|
||||||||
Commodity contracts
|
$
|
(33.6
|
)
|
|
$
|
(9.8
|
)
|
|
$
|
—
|
|
|
$
|
(43.4
|
)
|
Foreign currency contracts
|
$
|
—
|
|
|
$
|
(14.4
|
)
|
|
$
|
—
|
|
|
$
|
(14.4
|
)
|
Interest rate contracts
|
$
|
—
|
|
|
$
|
(1.0
|
)
|
|
$
|
—
|
|
|
$
|
(1.0
|
)
|
|
|
|
|
|
|
|
|
||||||||
Non-qualified supplemental postretirement grantor trust investments (a)
|
$
|
40.8
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
40.8
|
|
|
|
|
|
|
|
|
|
||||||||
September 30, 2017
|
|
|
|
|
|
|
|
||||||||
Derivative instruments:
|
|
|
|
|
|
|
|
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Commodity contracts
|
$
|
27.2
|
|
|
$
|
76.9
|
|
|
$
|
—
|
|
|
$
|
104.1
|
|
Foreign currency contracts
|
$
|
—
|
|
|
$
|
12.2
|
|
|
$
|
—
|
|
|
$
|
12.2
|
|
Liabilities:
|
|
|
|
|
|
|
|
||||||||
Commodity contracts
|
$
|
(27.7
|
)
|
|
$
|
(11.4
|
)
|
|
$
|
—
|
|
|
$
|
(39.1
|
)
|
Foreign currency contracts
|
$
|
—
|
|
|
$
|
(38.2
|
)
|
|
$
|
—
|
|
|
$
|
(38.2
|
)
|
Interest rate contracts
|
$
|
—
|
|
|
$
|
(2.3
|
)
|
|
$
|
—
|
|
|
$
|
(2.3
|
)
|
Cross-currency contracts
|
$
|
—
|
|
|
$
|
(2.9
|
)
|
|
$
|
—
|
|
|
$
|
(2.9
|
)
|
|
|
|
|
|
|
|
|
||||||||
Non-qualified supplemental postretirement grantor trust investments (a)
|
$
|
35.6
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
35.6
|
|
(a)
|
Consists primarily of mutual fund investments held in grantor trusts associated with non-qualified supplemental retirement plans (see
Note 7
).
|
|
2018
|
|
2017
|
||||
Carrying amount
|
$
|
4,199.4
|
|
|
$
|
4,211.9
|
|
Estimated fair value
|
$
|
4,150.3
|
|
|
$
|
4,346.8
|
|
|
|
|
|
|
|
Notional Amounts
(in millions)
|
||||||
Type
|
|
Units
|
|
Settlements Extending Through
|
|
2018
|
|
2017
|
||||
Commodity Price Risk:
|
|
|
|
|
|
|
|
|
||||
Regulated Utility Operations
|
|
|
|
|
|
|
|
|
||||
Gas Utility NYMEX natural gas futures and option contracts
|
|
Dekatherms
|
|
September 2019
|
|
23.2
|
|
|
14.8
|
|
||
FTRs contracts
|
|
Kilowatt hours
|
|
N/A
|
|
—
|
|
|
101.2
|
|
||
Non-utility Operations
|
|
|
|
|
|
|
|
|
||||
LPG swaps
|
|
Gallons
|
|
September 2020
|
|
394.3
|
|
|
325.5
|
|
||
Natural gas futures, forward and pipeline contracts
|
|
Dekatherms
|
|
October 2022
|
|
159.7
|
|
|
75.9
|
|
||
Natural gas basis swap contracts
|
|
Dekatherms
|
|
March 2023
|
|
54.4
|
|
|
104.2
|
|
||
NYMEX natural gas storage
|
|
Dekatherms
|
|
May 2019
|
|
1.8
|
|
|
1.9
|
|
||
NYMEX propane storage
|
|
Gallons
|
|
April 2019
|
|
0.6
|
|
|
0.3
|
|
||
Electricity long forward and futures contracts
|
|
Kilowatt hours
|
|
May 2022
|
|
4,307.6
|
|
|
4,440.3
|
|
||
Electricity short forward and futures contracts
|
|
Kilowatt hours
|
|
March 2022
|
|
359.3
|
|
|
447.0
|
|
||
Interest Rate Risk:
|
|
|
|
|
|
|
|
|
||||
Interest rate swaps
|
|
Euro
|
|
October 2020
|
|
€
|
585.8
|
|
|
€
|
645.8
|
|
Interest rate swaps
|
|
USD
|
|
July 2022
|
|
$
|
114.1
|
|
|
$
|
—
|
|
Foreign Currency Exchange Rate Risk:
|
|
|
|
|
|
|
|
|
||||
Forward foreign currency exchange contracts
|
|
USD
|
|
September 2021
|
|
$
|
512.2
|
|
|
$
|
424.8
|
|
Cross-currency swaps
|
|
USD
|
|
April 2020
|
|
$
|
49.9
|
|
|
$
|
59.1
|
|
|
2018
|
|
2017
|
||||
Derivative assets:
|
|
|
|
||||
Derivatives designated as hedging instruments:
|
|
|
|
||||
Foreign currency contracts
|
$
|
1.5
|
|
|
$
|
3.2
|
|
Cross-currency contracts
|
0.9
|
|
|
—
|
|
||
|
2.4
|
|
|
3.2
|
|
||
Derivatives subject to PGC and DS mechanisms:
|
|
|
|
||||
Commodity contracts
|
3.0
|
|
|
1.7
|
|
||
Derivatives not designated as hedging instruments:
|
|
|
|
||||
Commodity contracts
|
208.0
|
|
|
102.4
|
|
||
Foreign currency contracts
|
19.1
|
|
|
9.0
|
|
||
|
227.1
|
|
|
111.4
|
|
||
Total derivative assets – gross
|
232.5
|
|
|
116.3
|
|
||
Gross amounts offset in the balance sheet
|
(34.3
|
)
|
|
(35.7
|
)
|
||
Cash collateral received
|
(12.2
|
)
|
|
(8.3
|
)
|
||
Total derivative assets – net
|
$
|
186.0
|
|
|
$
|
72.3
|
|
|
|
|
|
||||
Derivative liabilities:
|
|
|
|
||||
Derivatives designated as hedging instruments:
|
|
|
|
||||
Foreign currency contracts
|
$
|
(0.4
|
)
|
|
$
|
(5.5
|
)
|
Cross-currency contracts
|
—
|
|
|
(2.9
|
)
|
||
Interest rate contracts
|
(1.0
|
)
|
|
(2.3
|
)
|
||
|
(1.4
|
)
|
|
(10.7
|
)
|
||
Derivatives subject to PGC and DS mechanisms:
|
|
|
|
||||
Commodity contracts
|
(0.1
|
)
|
|
(1.5
|
)
|
||
Derivatives not designated as hedging instruments:
|
|
|
|
||||
Commodity contracts
|
(43.3
|
)
|
|
(37.6
|
)
|
||
Foreign currency contracts
|
(14.0
|
)
|
|
(32.7
|
)
|
||
|
(57.3
|
)
|
|
(70.3
|
)
|
||
Total derivative liabilities – gross
|
(58.8
|
)
|
|
(82.5
|
)
|
||
Gross amounts offset in the balance sheet
|
34.3
|
|
|
35.7
|
|
||
Total derivative liabilities – net
|
$
|
(24.5
|
)
|
|
$
|
(46.8
|
)
|
|
Gain (Loss)
Recognized in
AOCI
|
|
Gain (Loss)
Reclassified from
AOCI and Noncontrolling
Interests into Income
|
|
Location of Gain (Loss) Reclassified from
AOCI and Noncontrolling
Interests into Income
|
||||||||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
2018
|
|
2017
|
|
2016
|
|
|||||||||||||
Cash Flow Hedges:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Foreign currency contracts
|
$
|
0.4
|
|
|
$
|
0.2
|
|
|
$
|
3.6
|
|
|
$
|
(3.0
|
)
|
|
$
|
17.8
|
|
|
$
|
17.2
|
|
|
Cost of sales
|
Cross-currency contracts
|
1.2
|
|
|
0.5
|
|
|
0.1
|
|
|
1.1
|
|
|
(0.1
|
)
|
|
0.4
|
|
|
Interest expense /other operating income, net
|
||||||
Interest rate contracts
|
0.2
|
|
|
1.5
|
|
|
(32.5
|
)
|
|
(5.0
|
)
|
|
(3.9
|
)
|
|
(4.5
|
)
|
|
Interest expense
|
||||||
Total
|
$
|
1.8
|
|
|
$
|
2.2
|
|
|
$
|
(28.8
|
)
|
|
$
|
(6.9
|
)
|
|
$
|
13.8
|
|
|
$
|
13.1
|
|
|
|
|
Gain (Loss)
Recognized in Income
|
Location of
Gain (Loss)
Recognized in Income
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
|||||||
Derivatives Not Designated as Hedging Instruments:
|
|
|
|
|
|
|
||||||
Commodity contracts
|
$
|
155.4
|
|
|
$
|
166.0
|
|
|
$
|
(65.0
|
)
|
Cost of sales
|
Commodity contracts
|
(5.3
|
)
|
|
(2.0
|
)
|
|
(2.2
|
)
|
Revenues
|
|||
Commodity contracts
|
0.3
|
|
|
0.2
|
|
|
(0.1
|
)
|
Operating and administrative expenses / other operating income, net
|
|||
Foreign currency contracts
|
16.2
|
|
|
(23.8
|
)
|
|
—
|
|
Gain (loss) on foreign currency contracts, net
|
|||
Total
|
$
|
166.6
|
|
|
$
|
140.4
|
|
|
$
|
(67.3
|
)
|
|
|
Postretirement
Benefit
Plans
|
|
Derivative
Instruments
|
|
Foreign
Currency
|
|
Total
|
||||||||
AOCI - September 30, 2015
|
$
|
(20.4
|
)
|
|
$
|
11.2
|
|
|
$
|
(105.4
|
)
|
|
$
|
(114.6
|
)
|
Other comprehensive loss before reclassification adjustments (after-tax)
|
(10.9
|
)
|
|
(16.5
|
)
|
|
(6.8
|
)
|
|
(34.2
|
)
|
||||
Amounts reclassified from AOCI:
|
|
|
|
|
|
|
|
||||||||
Reclassification adjustments (pre-tax)
|
2.6
|
|
|
(13.1
|
)
|
|
—
|
|
|
(10.5
|
)
|
||||
Reclassification adjustments tax (benefit) expense
|
(0.4
|
)
|
|
5.0
|
|
|
—
|
|
|
4.6
|
|
||||
Reclassification adjustments (after-tax)
|
2.2
|
|
|
(8.1
|
)
|
|
—
|
|
|
(5.9
|
)
|
||||
Other comprehensive loss attributable to UGI
|
(8.7
|
)
|
|
(24.6
|
)
|
|
(6.8
|
)
|
|
(40.1
|
)
|
||||
AOCI - September 30, 2016
|
$
|
(29.1
|
)
|
|
$
|
(13.4
|
)
|
|
$
|
(112.2
|
)
|
|
$
|
(154.7
|
)
|
Other comprehensive income before reclassification adjustments (after-tax)
|
6.5
|
|
|
1.7
|
|
|
59.4
|
|
|
67.6
|
|
||||
Amounts reclassified from AOCI:
|
|
|
|
|
|
|
|
||||||||
Reclassification adjustments (pre-tax)
|
5.5
|
|
|
(13.8
|
)
|
|
—
|
|
|
(8.3
|
)
|
||||
Reclassification adjustments tax (benefit) expense
|
(2.1
|
)
|
|
4.1
|
|
|
—
|
|
|
2.0
|
|
||||
Reclassification adjustments (after-tax)
|
3.4
|
|
|
(9.7
|
)
|
|
—
|
|
|
(6.3
|
)
|
||||
Other comprehensive income (loss) attributable to UGI
|
9.9
|
|
|
(8.0
|
)
|
|
59.4
|
|
|
61.3
|
|
||||
AOCI - September 30, 2017
|
$
|
(19.2
|
)
|
|
$
|
(21.4
|
)
|
|
$
|
(52.8
|
)
|
|
$
|
(93.4
|
)
|
Other comprehensive income (loss) before reclassification adjustments (after-tax)
|
10.4
|
|
|
1.0
|
|
|
(30.5
|
)
|
|
(19.1
|
)
|
||||
Amounts reclassified from AOCI:
|
|
|
|
|
|
|
|
||||||||
Reclassification adjustments (pre-tax)
|
(3.3
|
)
|
|
6.9
|
|
|
—
|
|
|
3.6
|
|
||||
Reclassification adjustments tax expense (benefit)
|
1.1
|
|
|
(2.6
|
)
|
|
—
|
|
|
(1.5
|
)
|
||||
Reclassification adjustments (after-tax)
|
(2.2
|
)
|
|
4.3
|
|
|
—
|
|
|
2.1
|
|
||||
Other comprehensive income (loss) attributable to UGI
|
8.2
|
|
|
5.3
|
|
|
(30.5
|
)
|
|
(17.0
|
)
|
||||
AOCI - September 30, 2018
|
$
|
(11.0
|
)
|
|
$
|
(16.1
|
)
|
|
$
|
(83.3
|
)
|
|
$
|
(110.4
|
)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Finance charges
|
$
|
16.4
|
|
|
$
|
11.8
|
|
|
$
|
15.2
|
|
AFUDC associated with pipeline projects
|
—
|
|
|
5.5
|
|
|
3.3
|
|
|||
Interest and interest-related income
|
3.2
|
|
|
1.7
|
|
|
0.2
|
|
|||
Utility non-tariff service income
|
2.8
|
|
|
1.5
|
|
|
2.6
|
|
|||
Loss on private equity partnership investment
|
—
|
|
|
(11.0
|
)
|
|
—
|
|
|||
Gains (losses) on sales of fixed assets, net
|
5.3
|
|
|
(3.9
|
)
|
|
3.3
|
|
|||
Other, net
|
3.6
|
|
|
4.9
|
|
|
(2.2
|
)
|
|||
Total other operating income, net
|
$
|
31.3
|
|
|
$
|
10.5
|
|
|
$
|
22.4
|
|
|
December 31,
|
|
March 31,
|
|
June 30,
|
|
September 30,
|
||||||||||||||||||||
|
2017
(a)
|
2016
(b)(d)
|
|
2018
(a)
|
2017
(d)
|
|
2018
(a) (c)
|
2017
(d)
|
|
2018
(a)
|
2017
(b)
|
||||||||||||||||
Revenues
|
$
|
2,125.2
|
|
$
|
1,679.5
|
|
|
$
|
2,812.0
|
|
$
|
2,173.8
|
|
|
$
|
1,440.9
|
|
$
|
1,153.5
|
|
|
$
|
1,273.1
|
|
$
|
1,113.9
|
|
Operating income (loss)
|
$
|
391.8
|
|
$
|
466.2
|
|
|
$
|
589.5
|
|
$
|
513.2
|
|
|
$
|
28.5
|
|
$
|
(2.8
|
)
|
|
$
|
54.3
|
|
$
|
27.6
|
|
Net income (loss) including noncontrolling interests
|
$
|
434.2
|
|
$
|
290.9
|
|
|
$
|
407.7
|
|
$
|
311.8
|
|
|
$
|
(11.7
|
)
|
$
|
(62.2
|
)
|
|
$
|
(7.8
|
)
|
$
|
(16.7
|
)
|
Net income (loss) attributable to UGI Corporation
|
$
|
365.9
|
|
$
|
230.7
|
|
|
$
|
276.0
|
|
$
|
219.9
|
|
|
$
|
52.4
|
|
$
|
(19.0
|
)
|
|
$
|
24.4
|
|
$
|
5.0
|
|
Earnings (loss) per common share attributable to UGI Corporation stockholders:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Basic
|
$
|
2.11
|
|
$
|
1.33
|
|
|
$
|
1.59
|
|
$
|
1.27
|
|
|
$
|
0.30
|
|
$
|
(0.11
|
)
|
|
$
|
0.14
|
|
$
|
0.03
|
|
Diluted
|
$
|
2.07
|
|
$
|
1.30
|
|
|
$
|
1.57
|
|
$
|
1.24
|
|
|
$
|
0.30
|
|
$
|
(0.11
|
)
|
|
$
|
0.14
|
|
$
|
0.03
|
|
Weighted-average common shares outstanding (thousands):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Basic
|
173,670
|
|
173,512
|
|
|
173,570
|
|
173,624
|
|
|
173,991
|
|
173,742
|
|
|
174,391
|
|
173,769
|
|
||||||||
Diluted
|
176,948
|
|
176,984
|
|
|
176,350
|
|
177,136
|
|
|
176,807
|
|
173,742
|
|
|
177,506
|
|
177,175
|
|
(a)
|
The quarters ended December 31, 2017, March 31, 2018, June 30, 2018 and September 30, 2018, include the impact of adjustments to remeasure net deferred income tax liabilities associated with (1) the TCJA, including adjustments to provisional amounts, which increased (decreased) net income by
$166.0
,
$5.3
,
$0.8
and
$(5.8)
, respectively, and (2) the 2017 French Finance Bills which increased (decreased) net income by
$17.3
,
$(3.7)
,
$(0.1)
and
$(1.4)
, respectively (see Note 6).
|
(b)
|
The quarters ended December 31, 2016 and September 30, 2017, include the beneficial impact of adjustments to net deferred income tax liabilities associated with a change in the French income tax rate of
$27.4
and
$1.6
, respectively (see Note 6).
|
(c)
|
Includes the impact of the impairment of Partnership tradenames and trademarks which decreased net income attributable to UGI by
$14.5
(see Notes 11 and 16).
|
(d)
|
The quarters ended December 31, 2016, March 31, 2017 and June 30, 2017 include loss on extinguishments of debt at AmeriGas Partners which reduced net income attributable to UGI by
$5.3
,
$3.6
and
$0.7
, respectively (see Note 5).
|
|
Total
|
|
Elim-
inations
|
|
AmeriGas
Propane
|
|
UGI International
|
|
Midstream
& Marketing
|
|
UGI Utilities
|
|
Corporate &
Other (b)
|
||||||||||||||
2018 (f)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Revenues from external customers
|
$
|
7,651.2
|
|
|
$
|
—
|
|
|
$
|
2,823.0
|
|
|
$
|
2,683.8
|
|
|
$
|
1,149.1
|
|
|
$
|
998.5
|
|
|
$
|
(3.2
|
)
|
Intersegment revenues
|
$
|
—
|
|
|
$
|
(370.8
|
)
|
(c)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
272.6
|
|
|
$
|
93.9
|
|
|
$
|
4.3
|
|
Cost of sales
|
$
|
4,074.9
|
|
|
$
|
(366.6
|
)
|
(c)
|
$
|
1,314.7
|
|
|
$
|
1,620.1
|
|
|
$
|
1,090.8
|
|
|
$
|
522.9
|
|
|
$
|
(107.0
|
)
|
Operating income
|
$
|
1,064.1
|
|
|
$
|
0.3
|
|
|
$
|
347.2
|
|
(e)
|
$
|
223.1
|
|
|
$
|
173.9
|
|
|
$
|
237.5
|
|
|
$
|
82.1
|
|
Income (loss) from equity investees
|
$
|
4.3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(0.5
|
)
|
|
$
|
4.8
|
|
(d)
|
$
|
—
|
|
|
$
|
—
|
|
Gain (loss) on foreign currency contracts, net
|
$
|
16.2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(12.7
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
28.9
|
|
Interest expense
|
$
|
(230.1
|
)
|
|
$
|
—
|
|
|
$
|
(163.1
|
)
|
|
$
|
(21.1
|
)
|
|
$
|
(2.4
|
)
|
|
$
|
(42.9
|
)
|
|
$
|
(0.6
|
)
|
Income before income taxes
|
$
|
854.5
|
|
|
$
|
0.3
|
|
|
$
|
184.1
|
|
|
$
|
188.8
|
|
|
$
|
176.3
|
|
|
$
|
194.6
|
|
|
$
|
110.4
|
|
Net income attributable to UGI
|
$
|
718.7
|
|
|
$
|
(1.1
|
)
|
|
$
|
174.7
|
|
|
$
|
138.6
|
|
|
$
|
196.8
|
|
|
$
|
148.9
|
|
|
$
|
60.8
|
|
Depreciation and amortization
|
$
|
455.1
|
|
|
$
|
(0.3
|
)
|
|
$
|
185.8
|
|
|
$
|
140.6
|
|
|
$
|
43.5
|
|
|
$
|
84.6
|
|
|
$
|
0.9
|
|
Noncontrolling interests’ net income (loss)
|
$
|
103.7
|
|
|
$
|
—
|
|
|
$
|
97.6
|
|
|
$
|
(3.0
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
9.1
|
|
Partnership Adjusted EBITDA (a)
|
|
|
|
|
$
|
605.5
|
|
|
|
|
|
|
|
|
|
||||||||||||
Total assets
|
$
|
11,980.9
|
|
|
$
|
(125.3
|
)
|
|
$
|
3,933.9
|
|
|
$
|
3,279.0
|
|
|
$
|
1,328.9
|
|
|
$
|
3,266.6
|
|
|
$
|
297.8
|
|
Short-term borrowings
|
$
|
424.9
|
|
|
$
|
—
|
|
|
$
|
232.0
|
|
|
$
|
1.4
|
|
|
$
|
2.0
|
|
|
$
|
189.5
|
|
|
$
|
—
|
|
Capital expenditures (including the effects of accruals)
|
$
|
597.0
|
|
|
$
|
—
|
|
|
$
|
101.3
|
|
|
$
|
111.4
|
|
|
$
|
43.1
|
|
|
$
|
338.5
|
|
|
$
|
2.7
|
|
Investments in equity investees
|
$
|
87.6
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
12.8
|
|
|
$
|
74.8
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Goodwill
|
$
|
3,160.4
|
|
|
$
|
—
|
|
|
$
|
2,003.0
|
|
|
$
|
963.7
|
|
|
$
|
11.6
|
|
|
$
|
182.1
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Revenues from external customers
|
$
|
6,120.7
|
|
|
$
|
—
|
|
|
$
|
2,453.5
|
|
|
$
|
1,877.5
|
|
|
$
|
943.0
|
|
|
$
|
847.5
|
|
|
$
|
(0.8
|
)
|
Intersegment revenues
|
$
|
—
|
|
|
$
|
(222.7
|
)
|
(c)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
178.2
|
|
|
$
|
40.1
|
|
|
$
|
4.4
|
|
Cost of sales
|
$
|
2,837.3
|
|
|
$
|
(218.3
|
)
|
(c)
|
$
|
1,002.9
|
|
|
$
|
935.3
|
|
|
$
|
856.7
|
|
|
$
|
367.3
|
|
|
$
|
(106.6
|
)
|
Operating income
|
$
|
1,004.2
|
|
|
$
|
0.3
|
|
|
$
|
355.3
|
|
|
$
|
195.7
|
|
|
$
|
139.2
|
|
|
$
|
228.3
|
|
|
$
|
85.4
|
|
Income from equity investees
|
$
|
4.3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
4.3
|
|
(d)
|
$
|
—
|
|
|
$
|
—
|
|
Loss on foreign currency contracts, net
|
$
|
(23.9
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(0.1
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(23.8
|
)
|
Loss on extinguishments of debt
|
$
|
(59.7
|
)
|
|
$
|
—
|
|
|
$
|
(59.7
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Total
|
|
Elim-
inations
|
|
AmeriGas
Propane
|
|
UGI International
|
|
Midstream
& Marketing
|
|
UGI Utilities
|
|
Corporate &
Other (b)
|
||||||||||||||
Interest expense
|
$
|
(223.5
|
)
|
|
$
|
—
|
|
|
$
|
(160.2
|
)
|
|
$
|
(20.6
|
)
|
|
$
|
(2.1
|
)
|
|
$
|
(40.2
|
)
|
|
$
|
(0.4
|
)
|
Income before income taxes
|
$
|
701.4
|
|
|
$
|
0.3
|
|
|
$
|
135.4
|
|
|
$
|
175.0
|
|
|
$
|
141.4
|
|
|
$
|
188.1
|
|
|
$
|
61.2
|
|
Net income attributable to UGI
|
$
|
436.6
|
|
|
$
|
0.1
|
|
|
$
|
44.6
|
|
|
$
|
158.6
|
|
|
$
|
86.9
|
|
|
$
|
116.0
|
|
|
$
|
30.4
|
|
Depreciation and amortization
|
$
|
416.3
|
|
|
$
|
(0.2
|
)
|
|
$
|
190.5
|
|
|
$
|
117.4
|
|
|
$
|
35.4
|
|
|
$
|
72.3
|
|
|
$
|
0.9
|
|
Noncontrolling interests’ net income
|
$
|
87.2
|
|
|
$
|
—
|
|
|
$
|
64.4
|
|
|
$
|
0.2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
22.6
|
|
Partnership Adjusted EBITDA (a)
|
|
|
|
|
|
$
|
551.3
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total assets
|
$
|
11,582.2
|
|
|
$
|
(51.5
|
)
|
|
$
|
4,069.4
|
|
|
$
|
3,132.0
|
|
|
$
|
1,165.5
|
|
|
$
|
2,994.0
|
|
|
$
|
272.8
|
|
Short-term borrowings
|
$
|
366.9
|
|
|
$
|
—
|
|
|
$
|
140.0
|
|
|
$
|
17.9
|
|
|
$
|
39.0
|
|
|
$
|
170.0
|
|
|
$
|
—
|
|
Capital expenditures (including the effects of accruals)
|
$
|
624.3
|
|
|
$
|
—
|
|
|
$
|
98.1
|
|
|
$
|
90.3
|
|
|
$
|
117.5
|
|
|
$
|
317.7
|
|
|
$
|
0.7
|
|
Investments in equity investees
|
$
|
59.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
8.1
|
|
|
$
|
51.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Goodwill
|
$
|
3,107.2
|
|
|
$
|
—
|
|
|
$
|
2,001.3
|
|
|
$
|
912.2
|
|
|
$
|
11.6
|
|
|
$
|
182.1
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Revenues from external customers
|
$
|
5,685.7
|
|
|
$
|
—
|
|
|
$
|
2,311.8
|
|
|
$
|
1,868.8
|
|
|
$
|
752.3
|
|
|
$
|
751.4
|
|
|
$
|
1.4
|
|
Intersegment revenues
|
$
|
—
|
|
|
$
|
(133.9
|
)
|
(c)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
114.3
|
|
|
$
|
17.1
|
|
|
$
|
2.5
|
|
Cost of sales
|
$
|
2,437.5
|
|
|
$
|
(131.5
|
)
|
(c)
|
$
|
864.8
|
|
|
$
|
903.8
|
|
|
$
|
602.2
|
|
|
$
|
289.8
|
|
|
$
|
(91.6
|
)
|
Operating income
|
$
|
988.0
|
|
|
$
|
0.2
|
|
|
$
|
356.3
|
|
|
$
|
206.6
|
|
|
$
|
146.7
|
|
|
$
|
200.9
|
|
|
$
|
77.3
|
|
Loss from equity investees
|
$
|
(0.2
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(0.2
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Loss on extinguishments of debt
|
$
|
(48.9
|
)
|
|
$
|
—
|
|
|
$
|
(48.9
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Interest expense
|
$
|
(228.9
|
)
|
|
$
|
—
|
|
|
$
|
(164.1
|
)
|
|
$
|
(24.4
|
)
|
|
$
|
(2.1
|
)
|
|
$
|
(37.6
|
)
|
|
$
|
(0.7
|
)
|
Income before income taxes
|
$
|
710.0
|
|
|
$
|
0.2
|
|
|
$
|
143.3
|
|
|
$
|
182.0
|
|
|
$
|
144.6
|
|
|
$
|
163.3
|
|
|
$
|
76.6
|
|
Net income attributable to UGI
|
$
|
364.7
|
|
|
$
|
0.1
|
|
|
$
|
43.2
|
|
|
$
|
111.6
|
|
|
$
|
87.1
|
|
|
$
|
97.4
|
|
|
$
|
25.3
|
|
Depreciation and amortization
|
$
|
400.9
|
|
|
$
|
(0.2
|
)
|
|
$
|
190.0
|
|
|
$
|
112.4
|
|
|
$
|
30.6
|
|
|
$
|
67.3
|
|
|
$
|
0.8
|
|
Noncontrolling interests’ net income
|
$
|
124.1
|
|
|
$
|
—
|
|
|
$
|
75.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
48.2
|
|
Partnership Adjusted EBITDA (a)
|
|
|
|
|
$
|
543.0
|
|
|
|
|
|
|
|
|
|
||||||||||||
Total assets
|
$
|
10,847.2
|
|
|
$
|
(136.6
|
)
|
|
$
|
4,071.8
|
|
|
$
|
2,865.1
|
|
|
$
|
1,038.2
|
|
|
$
|
2,743.1
|
|
|
$
|
265.6
|
|
Short-term borrowings
|
$
|
291.7
|
|
|
$
|
—
|
|
|
$
|
153.2
|
|
|
$
|
0.5
|
|
|
$
|
25.5
|
|
|
$
|
112.5
|
|
|
$
|
—
|
|
Capital expenditures (including the effects of accruals)
|
$
|
604.6
|
|
|
$
|
—
|
|
|
$
|
101.7
|
|
|
$
|
99.9
|
|
|
$
|
140.4
|
|
|
$
|
262.5
|
|
|
$
|
0.1
|
|
Investments in equity investees
|
$
|
25.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
8.5
|
|
|
$
|
17.4
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Goodwill
|
$
|
2,989.0
|
|
|
$
|
—
|
|
|
$
|
1,978.3
|
|
|
$
|
817.0
|
|
|
$
|
11.6
|
|
|
$
|
182.1
|
|
|
$
|
—
|
|
(a)
|
The following table provides a reconciliation of Partnership Adjusted EBITDA to AmeriGas Propane income before income taxes:
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Partnership Adjusted EBITDA
|
|
$
|
605.5
|
|
|
$
|
551.3
|
|
|
$
|
543.0
|
|
Depreciation and amortization
|
|
(185.8
|
)
|
|
(190.5
|
)
|
|
(190.0
|
)
|
|||
Interest expense
|
|
(163.1
|
)
|
|
(160.2
|
)
|
|
(164.1
|
)
|
|||
Impairment of Partnership tradenames and trademarks
|
|
(75.0
|
)
|
|
—
|
|
|
—
|
|
|||
Loss on extinguishments of debt
|
|
—
|
|
|
(59.7
|
)
|
|
(48.9
|
)
|
|||
MGP environmental accrual
|
|
—
|
|
|
(7.5
|
)
|
|
—
|
|
|||
Noncontrolling interest (i)
|
|
2.5
|
|
|
2.0
|
|
|
3.3
|
|
|||
Income before income taxes
|
|
$
|
184.1
|
|
|
$
|
135.4
|
|
|
$
|
143.3
|
|
(i)
|
Principally represents the General Partner’s
1.01%
interest in AmeriGas OLP.
|
(b)
|
Includes net pre-tax gains on commodity and certain foreign currency derivative instruments not associated with current-period transactions (including such amounts attributable to noncontrolling interests) totaling
$132.8
,
$82.0
and
$91.6
in
Fiscal 2018
,
Fiscal 2017
and
Fiscal 2016
, respectively. Fiscal 2017 also includes a pre-tax loss of
$11.0
associated with the impairment of a cost basis investment (see Note
2
).
|
(c)
|
Represents the elimination of intersegment transactions principally among Midstream & Marketing, UGI Utilities and AmeriGas Propane.
|
(d)
|
Represents AFUDC associated with PennEast (see Note
2
).
|
(e)
|
Includes pre-tax impairment charge of
$75.0
as a result of a plan to discontinue the use of certain Partnership tradenames and trademarks (see Note 11).
|
(f)
|
Fiscal 2018 results include impacts from the TCJA in the U.S. See Notes 6 and 8 for additional information.
|
|
September 30,
|
||||||
|
2018
|
|
2017
|
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
13.4
|
|
|
$
|
15.8
|
|
Accounts receivable – related parties
|
12.8
|
|
|
4.5
|
|
||
Prepaid expenses and other current assets
|
10.5
|
|
|
15.6
|
|
||
Total current assets
|
36.7
|
|
|
35.9
|
|
||
Property, plant and equipment, net
|
2.6
|
|
|
0.4
|
|
||
Investments in subsidiaries
|
3,652.0
|
|
|
3,119.7
|
|
||
Other assets
|
71.9
|
|
|
82.0
|
|
||
Total assets
|
$
|
3,763.2
|
|
|
$
|
3,238.0
|
|
LIABILITIES AND COMMON STOCKHOLDERS’ EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts and notes payable
|
$
|
14.9
|
|
|
$
|
12.3
|
|
Accrued liabilities
|
6.7
|
|
|
5.9
|
|
||
Total current liabilities
|
21.6
|
|
|
18.2
|
|
||
Noncurrent liabilities
|
60.2
|
|
|
56.5
|
|
||
Commitments and contingencies (Note 1)
|
|
|
|
||||
Common stockholders’ equity:
|
|
|
|
||||
Common Stock, without par value (authorized – 450,000,000 shares; issued – 174,142,997 and 173,987,691 shares, respectively)
|
1,200.8
|
|
|
1,188.6
|
|
||
Retained earnings
|
2,610.7
|
|
|
2,106.7
|
|
||
Accumulated other comprehensive loss
|
(110.4
|
)
|
|
(93.4
|
)
|
||
Treasury stock, at cost
|
(19.7
|
)
|
|
(38.6
|
)
|
||
Total common stockholders’ equity
|
3,681.4
|
|
|
3,163.3
|
|
||
Total liabilities and common stockholders’ equity
|
$
|
3,763.2
|
|
|
$
|
3,238.0
|
|
|
Year Ended September 30,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Revenues
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Costs and expenses:
|
|
|
|
|
|
||||||
Operating and administrative expenses
|
64.7
|
|
|
46.3
|
|
|
45.7
|
|
|||
Other operating income, net (a)
|
(52.2
|
)
|
|
(45.9
|
)
|
|
(45.3
|
)
|
|||
|
12.5
|
|
|
0.4
|
|
|
0.4
|
|
|||
Operating loss
|
(12.5
|
)
|
|
(0.4
|
)
|
|
(0.4
|
)
|
|||
Intercompany interest income
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|||
Loss before income taxes
|
(12.4
|
)
|
|
(0.4
|
)
|
|
(0.3
|
)
|
|||
Income tax expense (benefit)
|
6.1
|
|
|
(5.7
|
)
|
|
(4.0
|
)
|
|||
(Loss) income before equity in income of unconsolidated subsidiaries
|
(18.5
|
)
|
|
5.3
|
|
|
3.7
|
|
|||
Equity in income of unconsolidated subsidiaries
|
737.2
|
|
|
431.3
|
|
|
361.0
|
|
|||
Net income attributable to UGI Corporation
|
$
|
718.7
|
|
|
$
|
436.6
|
|
|
$
|
364.7
|
|
Other comprehensive income (loss)
|
3.4
|
|
|
1.3
|
|
|
(1.1
|
)
|
|||
Equity in other comprehensive (loss) income of unconsolidated subsidiaries
|
(20.4
|
)
|
|
60.0
|
|
|
(39.0
|
)
|
|||
Comprehensive income attributable to UGI Corporation
|
$
|
701.7
|
|
|
$
|
497.9
|
|
|
$
|
324.6
|
|
Earnings per common share attributable to UGI Corporation stockholders:
|
|
|
|
|
|
||||||
Basic
|
$
|
4.13
|
|
|
$
|
2.51
|
|
|
$
|
2.11
|
|
Diluted
|
$
|
4.06
|
|
|
$
|
2.46
|
|
|
$
|
2.08
|
|
Weighted - average common shares outstanding (thousands):
|
|
|
|
|
|
||||||
Basic
|
173,908
|
|
|
173,662
|
|
|
173,154
|
|
|||
Diluted
|
176,905
|
|
|
177,159
|
|
|
175,572
|
|
(a)
|
UGI provides certain financial and administrative services to certain of its subsidiaries. UGI bills these subsidiaries monthly for all direct expenses incurred by UGI on behalf of its subsidiaries as well as allocated shares of indirect corporate expense incurred or paid with respect to services provided by UGI. The allocation of indirect UGI corporate expenses to certain of its subsidiaries utilizes a weighted, three-component formula comprising revenues, operating expenses, and net assets employed and considers the relative percentage of such items for each subsidiary to the total of such items for all UGI operating subsidiaries for which general and administrative services are provided. Management believes that this allocation method is reasonable and equitable to its subsidiaries. These billed expenses are classified as “Other operating income, net” in the Statements of Income above.
|
|
Year Ended September 30,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
NET CASH PROVIDED BY OPERATING ACTIVITIES (a)
|
$
|
208.2
|
|
|
$
|
253.2
|
|
|
$
|
195.6
|
|
|
|
|
|
|
|
||||||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|
|
|
|
|
||||||
Expenditures for property, plant and equipment
|
(2.3
|
)
|
|
(0.4
|
)
|
|
—
|
|
|||
Net investments in unconsolidated subsidiaries
|
(6.5
|
)
|
|
(40.7
|
)
|
|
(8.9
|
)
|
|||
Net cash used by investing activities
|
(8.8
|
)
|
|
(41.1
|
)
|
|
(8.9
|
)
|
|||
|
|
|
|
|
|
||||||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
|
|
||||||
Payment of dividends on Common Stock
|
(176.9
|
)
|
|
(168.9
|
)
|
|
(160.7
|
)
|
|||
Repurchases of UGI Common Stock
|
(59.8
|
)
|
|
(43.3
|
)
|
|
(47.6
|
)
|
|||
Issuances of Common Stock
|
34.9
|
|
|
11.0
|
|
|
24.5
|
|
|||
Other
|
—
|
|
|
0.1
|
|
|
—
|
|
|||
Net cash used by financing activities
|
(201.8
|
)
|
|
(201.1
|
)
|
|
(183.8
|
)
|
|||
Cash and cash equivalents (decrease) increase
|
$
|
(2.4
|
)
|
|
$
|
11.0
|
|
|
$
|
2.9
|
|
Cash and cash equivalents:
|
|
|
|
|
|
||||||
End of year
|
$
|
13.4
|
|
|
$
|
15.8
|
|
|
$
|
4.8
|
|
Beginning of year
|
15.8
|
|
|
4.8
|
|
|
1.9
|
|
|||
(Decrease) increase
|
$
|
(2.4
|
)
|
|
$
|
11.0
|
|
|
$
|
2.9
|
|
(a)
|
Includes dividends received from unconsolidated subsidiaries of
$190.5
,
$241.9
and
$193.1
for the years ended
September 30, 2018
,
2017
and
2016
, respectively.
|
|
Balance at
beginning
of year
|
|
Charged
(credited)
to costs and
expenses
|
|
Other
|
|
Balance at
end of
year
|
|
||||||||
Year Ended September 30, 2018
|
|
|
|
|
|
|
|
|
||||||||
Reserves deducted from assets in the consolidated balance sheet:
|
|
|
|
|
|
|
|
|
||||||||
Allowance for doubtful accounts
|
$
|
26.9
|
|
|
$
|
35.6
|
|
|
$
|
(27.4
|
)
|
(1)
|
$
|
35.1
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Other reserves:
|
|
|
|
|
|
|
|
|
||||||||
Deferred tax assets valuation allowance
|
$
|
107.1
|
|
|
$
|
9.7
|
|
|
$
|
—
|
|
|
$
|
116.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Year Ended September 30, 2017
|
|
|
|
|
|
|
|
|
||||||||
Reserves deducted from assets in the consolidated balance sheet:
|
|
|
|
|
|
|
|
|
||||||||
Allowance for doubtful accounts
|
$
|
27.3
|
|
|
$
|
30.7
|
|
|
$
|
(31.1
|
)
|
(1)
|
$
|
26.9
|
|
|
Other reserves:
|
|
|
|
|
|
|
|
|
||||||||
Deferred tax assets valuation allowance
|
$
|
114.3
|
|
|
$
|
(7.6
|
)
|
|
$
|
0.4
|
|
(2)
|
$
|
107.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Year Ended September 30, 2016
|
|
|
|
|
|
|
|
|
||||||||
Reserves deducted from assets in the consolidated balance sheet:
|
|
|
|
|
|
|
|
|
||||||||
Allowance for doubtful accounts
|
$
|
29.7
|
|
|
$
|
21.7
|
|
|
$
|
(24.1
|
)
|
(1)
|
$
|
27.3
|
|
|
Other reserves:
|
|
|
|
|
|
|
|
|
||||||||
Deferred tax assets valuation allowance
|
$
|
131.3
|
|
|
$
|
(5.8
|
)
|
|
$
|
(8.8
|
)
|
(2)
|
$
|
114.3
|
|
|
|
|
|
|
|
(2.4
|
)
|
(3)
|
|
|
(1)
|
Uncollectible accounts written off, net of recoveries.
|
(2)
|
Foreign tax credit valuation allowance adjustment.
|
(3)
|
Decrease in unusable foreign operating loss carryforwards.
|
1.
|
is entitled to an annual base salary, which for fiscal year 2018 was $1,196,845;
|
2.
|
participates in UGI Corporation’s annual bonus plan, with bonus payable based on the achievement of pre-approved financial and/or business performance objectives that support business plans and strategic goals;
|
3.
|
participates in UGI Corporation’s long-term compensation plans, UGI Corporation’s 2004 Omnibus Equity Compensation Plan, as amended, and UGI Corporation’s 2013 Omnibus Incentive Compensation Plan;
|
4.
|
will receive cash benefits upon termination of his employment without cause following a change in control of UGI Corporation; and
|
5.
|
participates in UGI Corporation’s benefit plans, including the UGI Pension Plan, Senior Executive Employee Severance Plan, Supplemental Executive Retirement Plan, UGI Savings Plan, and Supplemental Savings Plan.
|
1.
|
is entitled to an annual base salary, which for fiscal year 2018 was $577,837;
|
2.
|
participates in UGI Corporation’s annual bonus plan, with bonus payable based on the achievement of pre-approved financial and/or business performance objectives that support business plans and strategic goals;
|
3.
|
participates in the UGI Corporation 2013 Omnibus Incentive Compensation Plan, with annual awards as determined by the Compensation and Management Development Committee;
|
4.
|
will receive cash benefits upon termination of his employment without cause following a change in control of UGI Corporation; and
|
5.
|
participates in UGI Corporation’s benefit plans, including the Senior Executive Employee Severance Plan, 2009 Supplemental Executive Retirement Plan for New Employees, and UGI Savings Plan.
|
1.
|
is entitled to an annual base salary, which for fiscal year 2018 was $354,432;
|
2.
|
participates in UGI Utilities, Inc.’s annual bonus plan, with bonus payable based on the achievement of pre-approved financial and/or business performance objectives that support business plans and strategic goals;
|
3.
|
participates in UGI Corporation’s long-term compensation plans, UGI Corporation’s 2004 Omnibus Equity Compensation Plan, as amended, and UGI Corporation’s 2013 Omnibus Incentive Compensation Plan;
|
4.
|
will receive cash benefits upon termination of his employment without cause following a change in control of UGI Corporation or UGI Utilities, Inc.; and
|
5.
|
participates in UGI Corporation’s benefit plans, including the UGI Pension Plan, Senior Executive Employee Severance Plan, Supplemental Executive Retirement Plan, UGI Savings Plan, and Supplemental Savings Plan.
|
1.
|
is entitled to an annual base salary, which for fiscal year 2018 was $650,000, prorated based on his commencement of employment with UGI Corporation;
|
2.
|
participates in UGI Corporation’s annual bonus plan, with bonus pro-rated for fiscal year 2018 and payable based on the achievement of pre-approved financial and/or business performance objectives that support business plans and strategic goals;
|
3.
|
participates in the UGI Corporation 2013 Omnibus Incentive Compensation Plan, with annual awards as determined by the Compensation and Management Development Committee;
|
4.
|
will receive cash benefits upon termination of his employment without cause following a change in control of UGI Corporation; and
|
5.
|
participates in UGI Corporation’s benefit plans, including the Senior Executive Employee Severance Plan and the 2009 Supplemental Executive Retirement Plan for New Employees.
|
1.
|
is entitled to an annual base salary, which for fiscal year 2018 was $475,345;
|
2.
|
participates in UGI Corporation’s annual bonus plan, with bonus payable based on the achievement of pre-approved financial and/or business performance objectives that support business plans and strategic goals;
|
3.
|
participates in UGI Corporation’s long-term compensation plans, UGI Corporation’s 2004 Omnibus Equity Compensation Plan, as amended, and UGI Corporation’s 2013 Omnibus Incentive Compensation Plan;
|
4.
|
will receive cash benefits upon termination of his employment without cause following a change in control of UGI Corporation; and
|
5.
|
participates in UGI Corporation’s benefit plans, including the Senior Executive Employee Severance Plan, 2009 Supplemental Executive Retirement Plan for New Employees, and UGI Savings Plan.
|
1.
|
is entitled to an annual base salary, which for fiscal year 2018 was $563,407;
|
2.
|
participates in AmeriGas Propane, Inc.’s annual bonus plan, with bonus payable based on the achievement of pre-approved financial and/or business performance objectives that support business plans and strategic goals;
|
3.
|
participates in AmeriGas Propane, Inc.’s long-term compensation plan, the 2010 Long-Term Incentive Plan, and UGI Corporation’s 2004 Omnibus Equity Compensation Plan, as amended, and UGI Corporation’s 2013 Omnibus Incentive Compensation Plan;
|
4.
|
will receive cash benefits upon termination of his employment without cause following a change in control of AmeriGas Propane, Inc., AmeriGas Partners, L.P. or UGI Corporation; and
|
5.
|
participates in AmeriGas Propane, Inc.’s benefit plans, including the AmeriGas Propane, Inc. Senior Executive Employee Severance Plan, and the AmeriGas Propane, Inc. Supplemental Executive Retirement Plan through September 18, 2018.
|
|
Cash Component
|
Equity Component
(1)
|
||||||
Annual Retainer for Non-Employee Directors
|
|
$90,000
|
|
$
|
155,000
|
|
||
Additional Annual Retainer for Independent Chairman
|
|
$120,000
|
|
|
|
$180,000
|
|
|
Additional Annual Retainer for Audit Committee Members (other than the Chairperson)
|
|
$12,500
|
|
|
|
|||
Additional Annual Retainer for Audit Committee Chairperson
|
|
$25,000
|
|
|
|
|||
Additional Annual Retainer for the Compensation and Management Development Committee Chairperson
|
|
$20,000
|
|
|
|
|||
Additional Annual Retainer for the Corporate Governance Committee Chairperson
|
|
$15,000
|
|
|
|
|||
Additional Annual Retainer for the Safety, Environmental and Regulatory Compliance committee Chairperson
|
|
$15,000
|
|
|
|
SUBSIDIARY
|
OWNERSHIP
|
STATE OF
INCORPORATION
|
AMERIGAS, INC.
|
100%
|
PA
|
AMERIGAS PROPANE, INC.
|
100%
|
PA
|
AmeriGas Partners, L.P.
|
(1)
|
DE
|
AmeriGas Finance Corp.
|
100%
|
DE
|
AmeriGas Eagle Finance Corp.
|
100%
|
DE
|
AP Eagle Finance Corp.
|
100%
|
DE
|
AmeriGas Finance LLC
|
100%
|
DE
|
AmeriGas Propane, L.P.
|
(2)
|
DE
|
AmeriGas Propane Parts & Service, Inc.
|
100%
|
PA
|
Heritage Energy Resources, LLC
|
100%
|
OK
|
AmeriGas Eagle Holdings, Inc.
|
100%
|
DE
|
AmerE Holdings, Inc.
|
100%
|
DE
|
Active Propane of Wisconsin, LLC
|
100%
|
DE
|
902 Gilbert Street, LLC
|
100%
|
NC
|
Metro Lawn, LLC
|
100%
|
DE
|
AmeriGas Technology Group, Inc.
|
100%
|
PA
|
FOUR FLAGS DRILLING COMPANY, INC.
|
100%
|
PA
|
ASHTOLA PRODUCTION COMPANY
|
100%
|
PA
|
UGI ETHANOL DEVELOPMENT CORPORATION
|
100%
|
PA
|
NEWBURY HOLDING COMPANY
|
100%
|
DE
|
UGI ENTERPRISES, LLC
|
100%
|
PA
|
EASTFIELD INTERNATIONAL HOLDINGS, INC.
|
100%
|
DE
|
EUROGAS HOLDINGS, INC.
|
100%
|
DE
|
UGI BLACK SEA ENTERPRISES, INC.
|
100%
|
PA
|
UGI CHINA, INC.
|
100%
|
DE
|
UGI ENERGY SERVICES, LLC (d/b/a UGI EnergyLink)
|
100%
|
PA
|
Energy Services Funding Corporation
|
100%
|
DE
|
Hellertown Pipeline Company
|
100%
|
PA
|
Homestead Holding Company
|
100%
|
DE
|
UGI Asset Management, Inc.
|
100%
|
DE
|
UGI Bethlehem LNG, LLC
|
100%
|
DE
|
UGI Development Company
|
100%
|
PA
|
UGID Holding Company
|
100%
|
DE
|
UGI Hunlock Development Company
|
100%
|
PA
|
Hunlock Energy, LLC
|
100%
|
DE
|
UGI LNG, Inc.
|
100%
|
DE
|
UGI Marcellus, LLC
|
100%
|
DE
|
UGI Mt. Bethel Pipeline Company, LLC
|
100%
|
DE
|
UGI PennEast, LLC
|
100%
|
DE
|
PennEast Pipeline Company, LLC
|
20%
|
DE
|
SUBSIDIARY
|
OWNERSHIP
|
STATE OF
INCORPORATION
|
UGI Ponderosa, LLC
|
100%
|
DE
|
UGI Storage Company
|
100%
|
PA
|
UGI Sunbury, LLC
|
100%
|
DE
|
UGI Texas Creek, LLC
|
100%
|
DE
|
UGI CENTRAL GAS CONTROL, LLC
|
100%
|
DE
|
UGI HVAC ENTERPRISES, INC.
|
100%
|
DE
|
UGI INTERNATIONAL (CHINA), INC.
|
100%
|
DE
|
UGI INTERNATIONAL (ROMANIA), INC.
|
100%
|
PA
|
UGI INTERNATIONAL, LLC
|
100%
|
PA
|
UGI Europe, Inc.
|
100%
|
DE
|
UGI International Holdings B.V.
|
100%
|
NETHERLANDS
|
UGI Europe (Cyprus) Ltd.
|
100%
|
CYPRUS
|
Flaga GmbH
|
100%
|
AUSTRIA
|
Flaga Supply and Services GmbH
|
100%
|
AUSTRIA
|
Kosan Gas A/S
|
100%
|
DENMARK
|
Kosan Gas Sverige AB
|
100%
|
SWEDEN
|
Kosan Gas Norge A/S
|
100%
|
NORWAY
|
Kosan Gas Finland Oy
|
100%
|
FINLAND
|
Flaga Suisse GmbH
|
100%
|
SWITZERLAND
|
Zentraleuropa LPG Holding GmbH
|
100%
|
AUSTRIA
|
AmeriGas Polska Sp. z.o.o.
|
100%
|
POLAND
|
Flaga GPL Romania S.r.l.
|
100%
|
ROMANIA
|
Flaga LPG SA
|
90.59%
|
ROMANIA
|
Flaga s.r.o.
|
100%
|
CZECH REPUBLIC
|
Flaga spol s.r.o.
|
100%
|
SLOVAKIA
|
Flaga Hungaria Kft.
|
100%
|
HUNGARY
|
Trans Gas LPG Services S.r.l.
|
20%
|
ROMANIA
|
UGI France
|
100%
|
FRANCE
|
Antargaz Belgium N.V.
|
100%
|
BELGIUM
|
Antargaz Luxembourg S.A.
|
100%
|
LUXEMBOURG
|
Antargaz Nederland B.V.
|
100%
|
NETHERLANDS
|
EnergySud S.A.
|
(3)
|
BELGIUM
|
Gasbottling N.V.
|
(4)
|
BELGIUM
|
Antargaz Finagaz (5)
|
100%
|
FRANCE
|
UGI Energie (6)
|
100%
|
FRANCE
|
UGI Distribution
|
(7)
|
FRANCE
|
Norgal
|
61.06%
|
FRANCE
|
Butane Du Havre
|
37.3%
|
FRANCE
|
Cobogal
|
50%
|
FRANCE
|
Geogaz - Lavera
|
21.57%
|
FRANCE
|
Gie Donges
|
50%
|
FRANCE
|
Groupement Technique Citernes
|
25%
|
FRANCE
|
Rhone Gaz
|
50.62%
|
FRANCE
|
Sigap Ouest
|
100%
|
FRANCE
|
SUBSIDIARY
|
OWNERSHIP
|
STATE OF
INCORPORATION
|
Sobegal
|
72%
|
FRANCE
|
SoGaCYP
|
50%
|
FRANCE
|
SP Queven
|
50%
|
FRANCE
|
Stogaz
|
100%
|
FRANCE
|
UGI Midlands Limited
|
100%
|
UNITED KINGDOM
|
AvantiGas Limited
|
100%
|
UNITED KINGDOM
|
Amazon Gas Limited
|
100%
|
UNITED KINGDOM
|
Avanti Renewables Limited
|
50%
|
UNITED KINGDOM
|
Lister Gases Limited
|
100%
|
UNITED KINGDOM
|
Primus Limited
|
100%
|
UNITED KINGDOM
|
AvantiGas On Ltd.
|
100%
|
UNITED KINGDOM
|
DVEP Investeringen B.V.
|
100%
|
NETHERLANDS
|
De Vrije Energie Producent B.V.
|
100%
|
NETHERLANDS
|
Qwint B.V.
|
100%
|
NETHERLANDS
|
UniverGas Italia S.r.l.
|
(8)
|
ITALY
|
Alanno Gas S.c.a.r.l.
|
54%
|
ITALY
|
Foligno Gas S.r.l.
|
51%
|
ITALY
|
Montemarcian Gas S.c.a.r.l.
|
51%
|
ITALY
|
UGI ROMANIA, INC.
|
100%
|
PA
|
UGI PROPERTIES, INC.
|
100%
|
PA
|
UGI UTILITIES, INC.
|
100%
|
PA
|
OPERATION SHARE ENERGY FUND
|
100%
|
PA
|
UGI ENERGY VENTURES, INC.
|
100%
|
DE
|
UGI PENN HVAC SERVICES, INC.
|
100%
|
PA
|
UGI CENTRAL PENN PROPANE, LLC
|
100%
|
PA
|
UGI PETROLEUM PRODUCTS OF DELAWARE, INC.
|
100%
|
DE
|
UGI STONERIDGE I, LLC
|
100%
|
DE
|
UGI Stoneridge II, LLC
|
100%
|
DE
|
UNITED VALLEY INSURANCE COMPANY
|
100%
|
VT
|
(1)
|
AmeriGas Propane, Inc. holds an approximate 26% interest in AmeriGas Partners, L.P.
|
(2)
|
1.0101% owned by AmeriGas Propane, Inc., the General Partner, 98.8899% owned by AmeriGas Partners, L.P., a Limited Partner and 0.1% owned by AmeriGas Eagle Holdings, Inc., a Limited Partner.
|
1)
|
Registration Statement (Form S-8 No. 333-186178) pertaining to the 2013 Omnibus Incentive Compensation Plan of UGI Corporation;
|
2)
|
Registration Statement (Form S-8 No. 333-167099) pertaining to the Savings Plan of UGI HVAC Enterprises, Inc., UGI Utilities, Inc., and AmeriGas Propane, Inc.;
|
3)
|
Registration Statement (Form S-8 No. 333-142010 and Form S-8 No. 333-118147) pertaining to the Amended and Restated 2004 Omnibus Equity Compensation Plan of UGI Corporation;
|
4)
|
Registration Statement (Form S-8 No. 333-49080) pertaining to the Savings Plan of UGI HVAC Enterprises, Inc., UGI Utilities, Inc., and AmeriGas Propane, Inc., the 2000 Stock Incentive Plan of UGI Corporation, and the 2000 Directors’ Stock Option Plan of UGI Corporation;
|
5)
|
Registration Statement (Form S-8 No. 333-22305) pertaining to the 1997 Stock Option and Dividend Equivalent Plan and Directors’ Equity Compensation Plan of UGI Corporation;
|
1.
|
I have reviewed this annual report on Form 10-K of UGI Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
November 20, 2018
|
|
|
|
/s/ John L. Walsh
|
|
|
John L. Walsh
|
|
|
President and Chief Executive Officer of
UGI Corporation |
1.
|
I have reviewed this annual report on Form 10-K of UGI Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
November 20, 2018
|
|
|
|
/s/ Ted J. Jastrzebski
|
|
|
Ted J. Jastrzebski
|
|
|
Chief Financial Officer of UGI Corporation
|
(1)
|
The Company’s annual report on Form 10-K for the period ended
September 30, 2018
(the “Form 10-K”) fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934, as amended; and
|
(2)
|
The information contained in the Form 10-K fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
CHIEF EXECUTIVE OFFICER
|
|
CHIEF FINANCIAL OFFICER
|
||
|
|
|
|
|
/s/ John L. Walsh
|
|
/s/ Ted J. Jastrzebski
|
||
John L. Walsh
|
|
Ted J. Jastrzebski
|
||
|
|
|
|
|
Date:
|
November 20, 2018
|
|
Date:
|
November 20, 2018
|