UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): AUGUST 30, 2004
AMERIGAS PARTNERS, L.P.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 1-13692 23-2787918
(STATE OR OTHER JURISDICTION (COMMISSION FILE (I.R.S. EMPLOYER
OF INCORPORATION) NUMBER) IDENTIFICATION NO.)
460 N. GULPH ROAD
KING OF PRUSSIA, PENNSYLVANIA 19406
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(610) 337-7000
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
CHECK THE APPROPRIATE BOX BELOW IF THE FORM 8-K FILING IS INTENDED TO
SIMULTANEOUSLY SATISFY THE FILING OBLIGATION OF THE REGISTRANT UNDER ANY OF THE
FOLLOWING PROVISIONS (SEE GENERAL INSTRUCTION A.2. BELOW):
[ ] WRITTEN COMMUNICATIONS PURSUANT TO RULE 425 UNDER THE SECURITIES ACT (17 CFR
230.425)
[ ] SOLICITING MATERIAL PURSUANT TO RULE 14a-12 UNDER THE EXCHANGE ACT (17 CFR
240.14a-12)
[ ] PRE-COMMENCEMENT COMMUNICATIONS PURSUANT TO RULE 14d-2(b) UNDER THE EXCHANGE
ACT (17 CFR 240.14d-2(b))
[ ] PRE-COMMENCEMENT COMMUNICATIONS PURSUANT TO RULE 13e-4(c) UNDER THE EXCHANGE
ACT (17 CFR 240.13e-4(c))
AmeriGas Partners, L.P. Form 8-K
Page 2 August 30, 2004
SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On August 30, 2004, the Registrant's subsidiary, AmeriGas Propane, L.P.
(the "Borrower"), entered into Amendment No. 1 dated as of August 30, 2004, to
the Credit Agreement dated as of August 28, 2003 (the "Credit Agreement"), among
AmeriGas Propane, L.P., AmeriGas Propane, Inc., Petrolane Incorporated, Citicorp
USA, Inc., Credit Suisse First Boston, Wachovia Bank, National Association, as
Agent, Issuing Bank and Swing Line Bank, and certain financial institutions
named party thereto. Amendment No. 1 to the Credit Agreement extends the
termination date thereof from October 15, 2006 to October 15, 2008.
The Credit Agreement consists of a Revolving Credit Facility and an
Acquisition Facility. Under the Revolving Credit Facility, the Borrower may
borrow up to $100 million (including a $100 million sublimit for letters of
credit). The Revolving Credit Facility may used for working capital and general
purposes. The Acquisition Facility provides the Borrower with the ability to
borrow up to $75 million to finance the purchase of propane businesses or
propane business assets or, to the extent it is not so used, to finance working
capital and for general purposes. The Borrower's obligations under the Credit
Agreement are collateralized by substantially all of its assets. AmeriGas
Propane, Inc. and Petrolane Incorporated are guarantors of the amounts
outstanding under the Credit Agreement.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
10.1 Amendment No. 1 dated as of August 30, 2004, to the Credit
Agreement dated as of August 28, 2003, among AmeriGas Propane,
L.P., AmeriGas Propane, Inc., Petrolane Incorporated, Citicorp
USA, Inc., Credit Suisse First Boston, Wachovia Bank, National
Association, as Agent, Issuing Bank and Swing Line Bank, and
certain financial institutions named party thereto.
2
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d), the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
AMERIGAS PARTNERS, L.P.
By: AmeriGas Propane, Inc.,
its General Partner
By: /s/ Robert W. Krick
-------------------------------
Robert W. Krick
Vice President and Treasurer
Date: August 30, 2004
EXHIBIT INDEX
The following exhibit is filed as part of this Report:
EXHIBIT NO. DESCRIPTION
----------- -----------
10.1 Amendment No. 1 dated as of August 30, 2004, to the Credit
Agreement dated as of August 28, 2003 among AmeriGas Propane,
L.P., AmeriGas Propane, Inc., Petrolane Incorporated, Citicorp
USA, Inc., Credit Suisse First Boston, Wachovia Bank, National
Association, as Agent, Issuing Bank and Swing Line Bank, and
certain financial institutions named party thereto.