UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01. Entry into a Material Definitive Agreement.
On November 10, 2025, AmeriGas Propane, L.P. (the “Borrower”), a Delaware limited partnership and an indirect, wholly owned subsidiary of UGI Corporation, a Pennsylvania corporation, entered into that certain Third Amendment to Revolving Credit and Security Agreement (the “Amendment”), by and among the Borrower, the lenders party thereto (collectively, the “Lenders”) and PNC Bank, National Association, as agent for the Lenders , which amended the Borrower’s Revolving Credit and Security Agreement, dated as of August 2, 2024 (as amended, the “Credit Agreement”). Capitalized terms used herein and not otherwise defined have the meanings ascribed to them in the Credit Agreement.
The Amendment, among other things, revises the definition of “Fixed Charge Coverage Ratio” to exclude, from the calculation thereof, dividends and distributions made to AmeriGas Partners, L.P., a Delaware limited partnership (“MLP”), up to specified limits for the fiscal years ending September 30, 2026 and September 30, 2027, and any unused portion of the limit for the fiscal year ending September 30, 2026 may be carried forward and added to the limit for the fiscal year ending September 30, 2027. The Amendment also adds a new Section 7.7(f) to the Credit Agreement, which further clarifies that such dividends and distributions are only permitted to the extent the proceeds thereof are contemporaneously used by MLP to make payments with respect to (A) the Senior Note or (B) other Indebtedness for borrowed money of MLP reasonably satisfactory to the Agent in its Permitted Discretion and subject to the satisfaction of certain specified conditions.
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth above in Item 1.01 regarding the Amendment is hereby incorporated into this Item 2.03 by reference, insofar as it relates to the creation of a direct financial obligation. This description is qualified in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit |
| Description |
10.1 | ||
104 | Cover Page Interactive Data File (formatted as inline XBRL). |