AMERIGAS PARTNERS LP, 10-Q filed on 8/7/2015
Quarterly Report
Document and Entity Information
9 Months Ended
Jun. 30, 2015
Jul. 31, 2015
Document and Entity Information [Abstract]
 
 
Entity Registrant Name
AMERIGAS PARTNERS LP 
 
Entity Central Index Key
0000932628 
 
Document Type
10-Q 
 
Document Period End Date
Jun. 30, 2015 
 
Amendment Flag
false 
 
Document Fiscal Year Focus
2015 
 
Document Fiscal Period Focus
Q3 
 
Current Fiscal Year End Date
--09-30 
 
Entity Filer Category
Large Accelerated Filer 
 
Entity Common Stock, Shares Outstanding
 
92,889,980 
Condensed Consolidated Balance Sheets (USD $)
In Thousands, unless otherwise specified
Jun. 30, 2015
Sep. 30, 2014
Jun. 30, 2014
Current assets:
 
 
 
Cash and cash equivalents
$ 16,222 
$ 13,480 
$ 14,655 
Accounts receivable (less allowances for doubtful accounts of $16,007, $17,681 and $22,880, respectively)
223,228 
278,995 
311,873 
Accounts receivable - related parties
3,187 
1,925 
1,821 
Inventories
93,301 
181,946 
148,881 
Derivative instruments
0 
272 
4,181 
Prepaid expenses and other current assets
49,981 
29,290 
18,228 
Total current assets
385,919 
505,908 
499,639 
Property, plant and equipment (less accumulated depreciation and amortization of $1,333,992, $1,239,767 and $1,280,164, respectively)
1,341,325 
1,386,910 
1,389,832 
Goodwill
1,954,791 
1,945,748 
1,934,581 
Intangible assets, net
441,349 
464,338 
468,543 
Derivative instruments
0 
0 
681 
Other assets
62,364 
61,154 
58,916 
Total assets
4,185,748 
4,364,058 
4,352,192 
Current liabilities:
 
 
 
Current maturities of long-term debt
10,353 
11,589 
9,700 
Short-term borrowings
43,600 
109,000 
92,500 
Accounts payable - trade
100,634 
154,053 
138,086 
Accounts payable - related parties
39 
1,081 
537 
Customer deposits and advances
61,412 
129,840 
57,426 
Derivative instruments
47,514 
6,653 
238 
Other current liabilities
178,627 
205,298 
169,447 
Total current liabilities
442,179 
617,514 
467,934 
Long-term debt
2,279,237 
2,280,145 
2,285,128 
Derivative instruments
8,660 
26 
0 
Other noncurrent liabilities
109,252 
105,483 
101,118 
Total liabilities
2,839,328 
3,003,168 
2,854,180 
Commitments and contingencies
   
   
   
AmeriGas Partners, L.P. partners’ capital:
 
 
 
Common unitholders (units issued - 92,889,543, 92,867,204 and 92,866,796, respectively)
1,288,367 
1,299,260 
1,434,093 
General partner
20,369 
20,460 
16,751 
Accumulated other comprehensive income
301 
2,794 
7,604 
Total AmeriGas Partners, L.P. partners’ capital
1,309,037 
1,322,514 
1,458,448 
Noncontrolling interest
37,383 
38,376 
39,564 
Total partners’ capital
1,346,420 
1,360,890 
1,498,012 
Total liabilities and partners’ capital
$ 4,185,748 
$ 4,364,058 
$ 4,352,192 
Condensed Consolidated Balance Sheets (Parenthetical) (USD $)
In Thousands, except Share data, unless otherwise specified
Jun. 30, 2015
Sep. 30, 2014
Jun. 30, 2014
Statement of Financial Position [Abstract]
 
 
 
Allowances for doubtful accounts
$ 16,007 
$ 17,681 
$ 22,880 
Deprecation and amortization on property, plant and equipment
$ 1,333,992 
$ 1,239,767 
$ 1,280,164 
Common units, issued (in units)
92,889,543 
92,867,204 
92,866,796 
Condensed Consolidated Statements of Operations (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 9 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Revenues:
 
 
 
 
Propane
$ 414,146 
$ 549,976 
$ 2,254,961 
$ 2,941,701 
Other
63,831 
63,261 
212,125 
210,985 
Total, Revenues
477,977 
613,237 
2,467,086 
3,152,686 
Costs and expenses:
 
 
 
 
Cost of sales - propane (excluding depreciation shown below)
172,803 
320,839 
1,163,089 
1,750,500 
Cost of sales - other (excluding depreciation shown below)
23,745 
22,822 
64,607 
61,336 
Operating and administrative expenses
223,306 
225,141 
727,303 
744,007 
Depreciation
37,370 
37,069 
113,454 
116,925 
Amortization
10,666 
10,788 
32,065 
32,411 
Other operating income, net
(5,548)
(7,848)
(23,088)
(21,534)
Total, costs and expenses
462,342 
608,811 
2,077,430 
2,683,645 
Operating income
15,635 
4,426 
389,656 
469,041 
Interest expense
(40,274)
(41,328)
(122,404)
(124,964)
(Loss) income before income taxes
(24,639)
(36,902)
267,252 
344,077 
Income tax expense
(802)
(847)
(2,478)
(2,204)
Net (loss) income
(25,441)
(37,749)
264,774 
341,873 
Deduct net income attributable to noncontrolling interest
(137)
(12)
(3,868)
(4,633)
Net (loss) income attributable to AmeriGas Partners, L.P.
(25,578)
(37,761)
260,906 
337,240 
General partner’s interest in net (loss) income attributable to AmeriGas Partners, L.P.
8,389 
6,155 
24,321 
20,689 
Limited partners’ interest in net (loss) income attributable to AmeriGas Partners, L.P.
$ (33,967)
$ (43,916)
$ 236,585 
$ 316,551 
(Loss) income per limited partner unit - basic and diluted:
 
 
 
 
Basic (in usd per unit)
$ (0.37)
$ (0.47)
$ 2.53 
$ 3.04 
Diluted (in usd per unit)
$ (0.37)
$ (0.47)
$ 2.53 
$ 3.04 
Average limited partner units outstanding (thousands):
 
 
 
 
Basic (in units)
92,918 
92,888 
92,908 
92,873 
Diluted (in units)
92,918 
92,888 
92,972 
92,941 
Condensed Consolidated Statements of Comprehensive Income (USD $)
In Thousands, unless otherwise specified
3 Months Ended 9 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Statement of Comprehensive Income [Abstract]
 
 
 
 
Net (loss) income
$ (25,441)
$ (37,749)
$ 264,774 
$ 341,873 
Other comprehensive income (loss):
 
 
 
 
Net gains on derivative instruments
0 
884 
0 
46,231 
Reclassifications of net gains on derivative instruments
(213)
(5,258)
(2,518)
(53,685)
Other comprehensive loss
(213)
(4,374)
(2,518)
(7,454)
Total comprehensive (loss) income
(25,654)
(42,123)
262,256 
334,419 
(Deduct comprehensive income) add comprehensive loss attributable to noncontrolling interest
(135)
32 
(3,843)
(4,561)
Comprehensive (loss) income attributable to AmeriGas Partners, L.P.
$ (25,789)
$ (42,091)
$ 258,413 
$ 329,858 
Condensed Consolidated Statements of Cash Flows (USD $)
In Thousands, unless otherwise specified
9 Months Ended
Jun. 30, 2015
Jun. 30, 2014
CASH FLOWS FROM OPERATING ACTIVITIES:
 
 
Net income
$ 264,774 
$ 341,873 
Adjustments to reconcile net income to net cash from operating activities
 
 
Depreciation and amortization
145,519 
149,336 
Provision for uncollectible accounts
13,791 
23,254 
Unrealized losses on derivative instruments
48,678 
2,781 
Other, net
(3,774)
1,512 
Net change in:
 
 
Accounts receivable
29,700 
(44,642)
Inventories
86,606 
10,111 
Accounts payable
(51,564)
(33,132)
Other current assets
(5,827)
6,274 
Other current liabilities
(103,852)
(94,176)
Net cash provided by operating activities
424,051 
363,191 
CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
Expenditures for property, plant and equipment
(77,858)
(80,291)
Proceeds from disposals of assets
18,380 
12,572 
Acquisitions of businesses, net of cash acquired
(17,008)
(1,933)
Net cash used by investing activities
(76,486)
(69,652)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
Distributions
(273,372)
(257,597)
Noncontrolling interest activity
(4,836)
(4,031)
Decrease in short-term borrowings
(65,400)
(24,400)
Repayments of long-term debt
(4,698)
(5,662)
Proceeds associated with equity-based compensation plans, net of tax withheld
3,449 
146 
Capital contributions from General Partner
34 
25 
Net cash used by financing activities
(344,823)
(291,519)
Cash and cash equivalents increase
2,742 
2,020 
CASH AND CASH EQUIVALENTS:
 
 
End of period
16,222 
14,655 
Beginning of period
13,480 
12,635 
Increase
$ 2,742 
$ 2,020 
Condensed Consolidated Statements of Partner's Capital (USD $)
In Thousands, except Share data, unless otherwise specified
3 Months Ended 9 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Increase (Decrease) in Partners' Capital [Roll Forward]
 
 
 
 
Beginning Balance (in usd)
 
 
$ 1,360,890 
$ 1,424,137 
Net income
(25,441)
(37,749)
264,774 
341,873 
Net gains on derivative instruments
0 
884 
0 
46,231 
Reclassifications of net gains on derivative instruments
(213)
(5,258)
(2,518)
(53,685)
Distributions
 
 
(277,564)
(261,628)
Unit-based compensation expense
 
 
1,999 
2,002 
Common Units issued in connection with employee and director plans, net of tax withheld
 
 
(517)
(918)
Distribution related to common control transaction
 
 
(644)
 
Ending Balance (in usd)
1,346,420 
1,498,012 
1,346,420 
1,498,012 
Total AmeriGas Partners, L.P. Partners' Capital
 
 
 
 
Increase (Decrease) in Partners' Capital [Roll Forward]
 
 
 
 
Beginning Balance (in usd)
 
 
1,322,514 
1,385,103 
Net income
 
 
260,906 
337,240 
Net gains on derivative instruments
 
 
 
45,761 
Reclassifications of net gains on derivative instruments
 
 
(2,493)
(53,143)
Distributions
 
 
(273,372)
(257,597)
Unit-based compensation expense
 
 
1,999 
2,002 
Common Units issued in connection with employee and director plans, net of tax withheld
 
 
(517)
(918)
Distribution related to common control transaction
 
 
0 
 
Ending Balance (in usd)
1,309,037 
1,458,448 
1,309,037 
1,458,448 
Common Units
 
 
 
 
Increase (Decrease) in Partners' Capital [Roll Forward]
 
 
 
 
Beginning Balance (in units)
 
 
92,867,204 
92,824,539 
Beginning Balance (in usd)
 
 
1,299,260 
1,354,187 
Net income
 
 
236,585 
316,551 
Distributions
 
 
(248,926)
(237,704)
Unit-based compensation expense
 
 
1,999 
2,002 
Common Units issued in connection with employee and director plans, net of tax withheld (in shares)
 
 
22,339 
42,257 
Common Units issued in connection with employee and director plans, net of tax withheld
 
 
(551)
(943)
Ending Balance (in units)
92,889,543 
92,866,796 
92,889,543 
92,866,796 
Ending Balance (in usd)
1,288,367 
1,434,093 
1,288,367 
1,434,093 
General Partner
 
 
 
 
Increase (Decrease) in Partners' Capital [Roll Forward]
 
 
 
 
Beginning Balance (in usd)
 
 
20,460 
15,930 
Net income
 
 
24,321 
20,689 
Distributions
 
 
(24,446)
(19,893)
Common Units issued in connection with employee and director plans, net of tax withheld
 
 
34 
25 
Ending Balance (in usd)
20,369 
16,751 
20,369 
16,751 
Accumulated Other Comprehensive Income
 
 
 
 
Increase (Decrease) in Partners' Capital [Roll Forward]
 
 
 
 
Beginning Balance (in usd)
 
 
2,794 
14,986 
Net gains on derivative instruments
 
 
 
45,761 
Reclassifications of net gains on derivative instruments
 
 
(2,493)
(53,143)
Ending Balance (in usd)
301 
7,604 
301 
7,604 
Noncontrolling Interest
 
 
 
 
Increase (Decrease) in Partners' Capital [Roll Forward]
 
 
 
 
Beginning Balance (in usd)
 
 
38,376 
39,034 
Net income
 
 
3,868 
4,633 
Net gains on derivative instruments
 
 
 
470 
Reclassifications of net gains on derivative instruments
 
 
(25)
(542)
Distributions
 
 
(4,192)
(4,031)
Distribution related to common control transaction
 
 
(644)
 
Ending Balance (in usd)
$ 37,383 
$ 39,564 
$ 37,383 
$ 39,564 
Nature of Operations
Nature of Operations
Note 1 — Nature of Operations

AmeriGas Partners, L.P. (“AmeriGas Partners”) is a publicly traded limited partnership that conducts a national propane distribution business through its principal operating subsidiary AmeriGas Propane, L.P. (“AmeriGas OLP”), which is referred to herein as the “Operating Partnership.” AmeriGas Partners and AmeriGas OLP are Delaware limited partnerships. AmeriGas Partners, the Operating Partnership and all of their subsidiaries are collectively referred to herein as “the Partnership” or “we.”

The Operating Partnership is engaged in the distribution of propane and related equipment and supplies. The Operating Partnership comprises the largest retail propane distribution business in the United States serving residential, commercial, industrial, motor fuel and agricultural customers in all 50 states.

At June 30, 2015, AmeriGas Propane, Inc. (the “General Partner”), an indirect wholly owned subsidiary of UGI Corporation (“UGI”), held a 1% general partner interest in AmeriGas Partners and a 1.01% general partner interest in AmeriGas OLP. The General Partner and its wholly owned subsidiary, Petrolane Incorporated (“Petrolane,” a predecessor company of the Partnership), also owned 23,756,882 AmeriGas Partners Common Units (“Common Units”). The remaining Common Units outstanding comprise 69,132,661 publicly held Common Units. Common Units represent limited partner interests in AmeriGas Partners. AmeriGas Partners holds a 98.99% limited partner interest in AmeriGas OLP.

AmeriGas Partners and the Operating Partnership have no employees. Employees of the General Partner conduct, direct and manage our operations. The General Partner is reimbursed monthly for all direct and indirect expenses it incurs on our behalf (see Note 8).
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies
Note 2 — Summary of Significant Accounting Policies

The condensed consolidated financial statements include the accounts of AmeriGas Partners, its majority-owned subsidiary AmeriGas OLP, and its 100%-owned finance subsidiaries AmeriGas Finance Corp., AP Eagle Finance Corp. and AmeriGas Finance LLC. The accounts of the AmeriGas Partners’ majority-owned subsidiary, AmeriGas OLP, are included based upon the determination that, given the Partnership’s structure, AmeriGas Partners will absorb a majority of AmeriGas OLP’s expected losses, will receive a majority of AmeriGas OLP’s expected residual returns and is AmeriGas OLP’s primary beneficiary. AmeriGas OLP includes the accounts of its wholly owned subsidiaries. We eliminate intercompany accounts and transactions when we consolidate. We account for the General Partner’s 1.01% interest in AmeriGas OLP as a noncontrolling interest in the condensed consolidated financial statements.

AmeriGas Finance Corp., AP Eagle Finance Corp. and AmeriGas Finance LLC are 100%-owned finance subsidiaries of AmeriGas Partners. Their sole purpose is to serve as issuers or co-obligors for debt securities issued or guaranteed by AmeriGas Partners.
 
The accompanying condensed consolidated financial statements are unaudited and have been prepared in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). They include all adjustments which we consider necessary for a fair statement of the results for the interim periods presented. Such adjustments consist only of normal recurring items unless otherwise disclosed. The September 30, 2014, condensed consolidated balance sheet data was derived from audited financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America (“GAAP”).

These financial statements should be read in conjunction with the financial statements and related notes included in our Annual Report on Form 10-K for the fiscal year ended September 30, 2014 (“the Partnership’s 2014 Annual Report”). Weather significantly impacts demand for propane and profitability because many customers use propane for heating purposes. Due to the seasonal nature of the Partnership’s propane business, the results of operations for interim periods are not necessarily indicative of the results to be expected for a full year.

Allocation of Net Income. Net income attributable to AmeriGas Partners, L.P. for partners’ capital and statement of operations presentation purposes is allocated to the General Partner and the limited partners in accordance with their respective ownership percentages after giving effect to amounts distributed to the General Partner in excess of its 1% general partner interest in AmeriGas Partners based on its incentive distribution rights (“IDRs”) under the Fourth Amended and Restated Agreement of Limited Partnership of AmeriGas Partners, L.P., as amended (“Partnership Agreement”).
Net Income (Loss) Per Unit. Income (loss) per limited partner unit is computed in accordance with GAAP regarding the application of the two-class method for determining income (loss) per unit for master limited partnerships (“MLPs”) when IDRs are present. The two-class method requires that income per limited partner unit be calculated as if all earnings for the period were distributed and requires a separate calculation for each quarter and year-to-date period. In periods when our net income attributable to AmeriGas Partners exceeds our Available Cash, as defined in the Partnership Agreement, and is above certain levels, the calculation according to the two-class method results in an increased allocation of undistributed earnings to the General Partner. Generally, in periods when our Available Cash in respect of the quarter or year-to-date periods exceeds our net income (loss) attributable to AmeriGas Partners, the calculation according to the two-class method results in an allocation of earnings to the General Partner greater than its relative ownership interest in the Partnership (or in the case of a net loss attributable to AmeriGas Partners, an allocation of such net loss to the Common Unitholders greater than their relative ownership interest in the Partnership).

The following table sets forth reconciliations of the numerators and denominators of the basic and diluted income per limited partner unit computations:
 
 
Three Months Ended
June 30,
 
Nine Months Ended
June 30,
 
 
2015
 
2014
 
2015
 
2014
Net (loss) income attributable to AmeriGas Partners, L.P.
 
$
(25,578
)
 
$
(37,761
)
 
$
260,906

 
$
337,240

Adjust for general partner share and theoretical distributions of net (loss) income attributable to AmeriGas Partners, L.P. to the general partner in accordance with the two-class method for MLPs
 
(8,389
)
 
(6,155
)
 
(25,695
)
 
(54,601
)
Common Unitholders’ interest in net (loss) income attributable to AmeriGas Partners, L.P. under the two-class method for MLPs
 
$
(33,967
)
 
$
(43,916
)
 
$
235,211

 
$
282,639

Weighted average Common Units outstanding—basic (thousands)
 
92,918

 
92,888

 
92,908

 
92,873

Potentially dilutive Common Units (thousands)
 
—

 
—

 
64

 
68

Weighted average Common Units outstanding—diluted (thousands)
 
92,918

 
92,888

 
92,972

 
92,941



Theoretical distributions of net income attributable to AmeriGas Partners, L.P. in accordance with the two-class method for the nine months ended June 30, 2015 and 2014, resulted in an increased allocation of net income attributable to AmeriGas Partners, L.P. to the General Partner in the computation of income per limited partner unit which had the effect of decreasing earnings per limited partner unit by $0.01 and $0.37. There was no dilutive effect based on the computation of income (loss) per limited partner unit in accordance with the two-class method for the three months ended June 30, 2015 and 2014.

Potentially dilutive Common Units included in the diluted limited partner units outstanding computation reflect the effects of restricted Common Unit awards granted under the General Partner’s incentive compensation plans.

Derivative Instruments. Effective October 1, 2014, the Partnership de-designated its remaining commodity derivative instruments accounted for as cash flow hedges. Previously, the Partnership had discontinued cash flow hedge accounting for all commodity derivative instruments entered into beginning April 1, 2014. Changes in the fair values of these commodity derivative instruments are reflected in cost of sales on the Condensed Consolidated Statements of Operations. For additional information on the accounting for our derivative instruments, see Note 2, “Summary of Significant Accounting Policies,” in the Partnership’s 2014 Annual Report.

Reclassifications. Certain prior period amounts have been reclassified to conform to current period presentation.

Correction of Error. We identified an error in the amount recorded for insurance indemnification receivables on the June 30, 2014, Condensed Consolidated Balance Sheet related to the netting of insurance recoveries with the related liabilities to which right of set off does not exist. We evaluated the impact of the error and have determined that such error is not material. We have revised the June 30, 2014, Consolidated Balance Sheet to correct the error which resulted in the following increases: prepaid expenses and other current assets, total current assets, other current liabilities, and total current liabilities increased by $6,914; other assets, and other noncurrent liabilities, increased by $15,346; and total assets, total liabilities, and total liabilities and partners’ capital, increased by $22,260.

Use of Estimates. The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and costs. These estimates are based on management’s knowledge of current events, historical experience and various other assumptions that are believed to be reasonable under the circumstances. Accordingly, actual results may be different from these estimates and assumptions.
Accounting Changes
Accounting Changes
Note 3 — Accounting Changes

Accounting Standards Not Yet Adopted

Measurement of Inventory. In July 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-11, "Simplifying the Measurement of Inventory." This ASU amends existing guidance to require inventory to be measured at the lower of cost or net realizable value. Entities will continue to apply their existing impairment models to inventories that are accounted for using “last-in, first-out” and the “retail inventory” methods. The amendments in this ASU are effective for annual periods beginning after December 15, 2016 (Fiscal 2018) including interim periods within those fiscal years. Early adoption is permitted. Entities will apply the new guidance prospectively after the date of adoption. The Partnership is in the process of assessing the impact on its financial statements, if any, from the adoption of the new guidance.
Debt Issuance Costs. In April 2015, the FASB issued ASU No. 2015-03, "Simplifying the Presentation of Debt Issuance Costs." This ASU amends existing guidance to require the presentation of debt issuance costs in the balance sheet as a direct deduction from the carrying amount of the related debt liability instead of a deferred charge. The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2015. Early adoption is permitted. Entities will apply the new guidance retrospectively to all periods presented. The Partnership expects to adopt the new guidance in the fourth quarter of Fiscal 2015. The adoption of the new guidance is not expected to have a material impact on the Partnership’s financial statements.

Consolidation. In February 2015, the FASB issued ASU No. 2015-02, “Amendments to the Consolidation Analysis.” This ASU provides new guidance regarding whether a reporting entity should consolidate certain types of legal entities. Among other things, the new guidance modifies the evaluation of whether limited partnerships and similar entities are variable interest entities (“VIEs”) or voting interest entities, and also eliminates the presumption that a general partner should consolidate a limited partnership. The new guidance also affects the consolidation analysis of reporting entities that are involved with VIEs including those that have fee arrangements and related party relationships. The new guidance is effective for the Partnership beginning in Fiscal 2017. Early adoption is permitted. The Partnership is in the process of assessing the impact on our financial statements, if any, from the adoption of the new guidance.

Revenue Recognition. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers.” This ASU supersedes the revenue recognition requirements in Accounting Standards Codification (“ASC”) 605, “Revenue Recognition,” and most industry-specific guidance included in the ASC. The standard requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. This standard is effective for the Partnership for interim and annual periods beginning October 1, 2017 (Fiscal 2018) and allows for either full retrospective adoption or modified retrospective adoption. On July 9, 2015, the FASB voted to delay the effective date by one year. We have not yet selected a transition method and are currently evaluating the impact of adopting this guidance on our consolidated financial statements.
Goodwill and Intangible Assets
Goodwill and Intangible Assets
Note 4 — Goodwill and Intangible Assets

The Partnership’s goodwill and intangible assets comprise the following:
 
 
June 30,
2015
 
September 30,
2014
 
June 30,
2014
Goodwill (not subject to amortization)
 
$
1,954,791

 
$
1,945,748

 
$
1,934,581

Intangible assets:
 
 
 
 
 
 
Customer relationships and noncompete agreements
 
$
512,552

 
$
519,103

 
$
513,716

Accumulated amortization
 
(154,147
)
 
(137,709
)
 
(128,117
)
Intangible assets, net (definite-lived)
 
358,405

 
381,394

 
385,599

Trademarks and tradenames (indefinite-lived)
 
82,944

 
82,944

 
82,944

Total intangible assets, net
 
$
441,349

 
$
464,338

 
$
468,543



Amortization expense of intangible assets was $9,473 and $9,596 for the three months ended June 30, 2015 and 2014, respectively. Amortization expense of intangible assets was $28,487 and $28,836 for the nine months ended June 30, 2015 and 2014, respectively. No amortization expense is included in cost of sales in the Condensed Consolidated Statements of Operations. The estimated aggregate amortization expense of intangible assets for the remainder of Fiscal 2015 and the next four fiscal years is as follows: remainder of Fiscal 2015 — $9,398; Fiscal 2016 — $36,866; Fiscal 2017 — $34,693; Fiscal 2018 — $33,242; Fiscal 2019 — $32,045.
Commitments and Contingencies
Commitments and Contingencies
Note 5 — Commitments and Contingencies

Contingencies

Purported Class Action Lawsuit. Between May and October of 2014, more than 35 purported class action lawsuits were filed in multiple jurisdictions against the Partnership/UGI Corporation and a competitor by certain of their direct and indirect customers.  The class action lawsuits allege, among other things, that the Partnership and its competitor colluded, beginning in 2008, to reduce the fill level of portable propane cylinders from 17 pounds to 15 pounds and combined to persuade its common customer, Walmart Stores, Inc., to accept that fill reduction, resulting in increased cylinder costs to retailers and end-user customers in violation of federal and certain state antitrust laws.  The claims seek treble damages, injunctive relief, attorneys’ fees and costs on behalf of the putative classes.  On October 16, 2014, the United States Judicial Panel on Multidistrict Litigation transferred all of these purported class action cases to the Western Division of the United States District Court for the Western District of Missouri.  In July 2015, the Court dismissed all claims brought by direct customers and all claims other than those for injunctive relief brought by indirect customers.  The direct customers have filed a notice of appeal with the United States Court of Appeals for the Eighth Circuit; other procedural responses may be available to the indirect customers. We are unable to reasonably estimate the impact, if any, arising from such litigation.  We believe we have strong defenses to the claims and intend to vigorously defend against them.

In addition to the matter described above, there are other pending claims and legal actions arising in the normal course of our businesses. Although we cannot predict the final results of these pending claims and legal actions, we believe, after consultation with counsel, that the final outcome of these matters will not have a material effect on our consolidated financial position, results of operations or cash flows.
Fair Value Measurements
Fair Value Measurements
Note 6 — Fair Value Measurements

Derivative Instruments

The following table presents on a gross basis our derivative assets and liabilities including both current and noncurrent portions, that are measured at fair value on a recurring basis within the fair value hierarchy, as of June 30, 2015, September 30, 2014 and June 30, 2014: 
 
 
Asset (Liability)
 
 
Level 1
 
Level 2
 
Level 3
 
Total
June 30, 2015:
 
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
 
Propane contracts
 
$
—

 
$
308

 
$
—

 
$
308

Liabilities:
 
 
 
 
 
 
 
 
Propane contracts
 
$
—

 
$
(58,482
)
 
$
—

 
$
(58,482
)
September 30, 2014:
 
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
 
Propane contracts
 
$
—

 
$
3,065

 
$
—

 
$
3,065

Liabilities:
 
 
 
 
 
 
 
 
Propane contracts
 
$
—

 
$
(9,472
)
 
$
—

 
$
(9,472
)
June 30, 2014 (a):
 
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
 
Propane contracts
 
$
—

 
$
9,897

 
$
—

 
$
9,897

Liabilities:
 
 
 
 
 
 
 
 
Propane contracts
 
$
—

 
$
(5,273
)
 
$
—

 
$
(5,273
)

 
(a) Certain immaterial amounts have been revised to correct the classification of derivatives.

The fair values of our non-exchange traded commodity derivative contracts included in Level 2 are based upon indicative price quotations available through brokers, industry price publications or recent market transactions and related market indicators. For commodity option contracts not traded on an exchange, we use a Black Scholes option pricing model that considers time value and volatility of the underlying commodity.

Other Financial Instruments

The carrying amounts of other financial instruments included in current assets and current liabilities (except for current maturities of long-term debt) approximate their fair values because of their short-term nature. At June 30, 2015, the carrying amount and estimated fair value of our long-term debt (including current maturities) were $2,289,590 and $2,402,239, respectively. At June 30, 2014, the carrying amount and estimated fair value of our long-term debt (including current maturities) were $2,294,828 and $2,495,680, respectively. We estimate the fair value of long-term debt by using current market prices and by discounting future cash flows using rates available for similar type debt (Level 2).

We have other financial instruments such as short-term investments and trade accounts receivable which could expose us to concentrations of credit risk. We limit our credit risk from short-term investments by investing only in investment-grade commercial paper and U.S. Government securities. The credit risk arising from concentrations of trade accounts receivable is limited because we have a large customer base that extends across many different U.S. markets.
Derivative Instruments and Hedging Activities
Derivative Instruments and Hedging Activities
Note 7 — Derivative Instruments and Hedging Activities

The Partnership is exposed to certain market risks related to its ongoing business operations. Management uses derivative financial and commodity instruments, among other things, to manage these risks. The primary risks managed by derivative instruments are commodity price risk and interest rate risk. Although we use derivative financial and commodity instruments to reduce market risk associated with forecasted transactions, we do not use derivative financial and commodity instruments for speculative or trading purposes. The use of derivative instruments is controlled by our risk management and credit policies which govern, among other things, the derivative instruments the Partnership can use, counterparty credit limits and contract authorization limits. For information on the accounting for our derivative instruments, see Note 2, “Summary of Significant Accounting Policies,” in the Partnership’s 2014 Annual Report.

Commodity Price Risk

In order to manage market risk associated with the Partnership’s fixed-price programs, the Partnership uses over-the-counter derivative commodity instruments, principally price swap contracts. In addition, the Partnership uses over-the-counter price swap and option contracts to reduce propane price volatility associated with a portion of forecasted propane purchases. In addition, the Partnership from time to time enters into price swap and put option agreements to reduce the effects of short-term commodity price volatility. At June 30, 2015 and 2014, total volumes associated with propane commodity derivatives totaled 292.7 million gallons and 210.3 million gallons, respectively. At June 30, 2015, the maximum period over which we are economically hedging propane market price risk is 42 months.

At June 30, 2015, the amount of net gains associated with our commodity derivative instruments previously designated and qualified as cash flow hedges expected to be reclassified into earnings during the next twelve months is $305.

Derivative Instruments Credit Risk

The Partnership is exposed to credit loss in the event of nonperformance by counterparties to derivative financial and commodity instruments. Our counterparties principally comprise major energy companies and major U.S. financial institutions. We maintain credit policies with regard to our counterparties that we believe reduce overall credit risk. These policies include evaluating and monitoring our counterparties’ financial condition, including their credit ratings, and entering into agreements with counterparties that govern credit limits. Certain of these agreements call for the posting of collateral by the counterparty or by the Partnership in the forms of letters of credit, parental guarantees or cash. Certain of our derivative contracts have credit-risk-related contingent features that may require the posting of additional collateral in the event of a downgrade in the Partnership’s debt rating. At June 30, 2015, if the credit-risk-related contingent features were triggered, the amount of collateral required to be posted would not be material.

Fair Value of Derivative Instruments

The following table presents the Partnership’s derivative assets and liabilities on a gross basis as of June 30, 2015 and 2014: 
 
 
June 30,
2015
 
June 30,
2014 (a)
Derivative assets:
 
 
 
 
Derivatives designated as hedging instruments:
 
 
 
 
Propane contracts
 
$
—

 
$
6,620

Derivatives not designated as hedging instruments:
 
 
 
 
Propane contracts
 
308

 
3,277

Total derivative assets
 
$
308

 
$
9,897

Derivative liabilities:
 
 
 
 
Derivatives designated as hedging instruments:
 
 
 
 
Propane contracts
 
$
—

 
$
(242
)
Derivatives not designated as hedging instruments:
 
 
 
 
Propane contracts
 
(58,482
)
 
(5,031
)
Total derivative liabilities
 
$
(58,482
)
 
$
(5,273
)


(a) Certain immaterial amounts have been revised to correct the classification of derivatives.

Offsetting Derivative Assets and Liabilities

Derivative assets and liabilities are presented net by counterparty on our Condensed Consolidated Balance Sheets if the right of offset exists. Our derivative instruments comprise over-the-counter transactions. Over-the-counter contracts are bilateral contracts that are transacted directly with a third party. Certain over-the-counter contracts contain contractual rights of offset through master netting arrangements and contract default provisions. In addition, the contracts are subject to conditional rights of offset through counterparty nonperformance, insolvency or other conditions.

In general, most of our over-the-counter transactions are subject to collateral requirements. Types of collateral generally include cash or letters of credit. Cash collateral paid by us to our over-the-counter derivative counterparties, if any, is reflected in the table below to offset derivative liabilities. Cash collateral received by us from our over-the-counter derivative counterparties, if any, is reflected in the table below to offset derivative assets. Certain other accounts receivable and accounts payable balances recognized on our Condensed Consolidated Balance Sheets with our derivative counterparties are not included in the table below but could reduce our net exposure to such counterparties because such balances are subject to master netting or similar arrangements.

The following table presents the Partnership’s derivative assets and liabilities, as well as the effects of offsetting, as of June 30, 2015 and 2014:
 
 
Gross Amounts Recognized
 
Gross Amounts Offset in Balance Sheet
 
Net Amounts Recognized
 
Cash Collateral (Received) Pledged
 
Net Amounts Recognized in Balance Sheet
June 30, 2015
 
 
 
 
 
 
 
 
 
 
Derivative assets
 
$
308

 
$
(308
)
 
$
—

 
$
—

 
$
—

Derivative liabilities
 
$
(58,482
)
 
$
308

 
$
(58,174
)
 
$
2,000

 
$
(56,174
)
June 30, 2014
 
 
 
 
 
 
 
 
 
 
Derivative assets
 
$
9,897

 
$
(5,035
)
 
$
4,862

 
$
—

 
$
4,862

Derivative liabilities
 
$
(5,273
)
 
$
5,035

 
$
(238
)
 
$
—

 
$
(238
)


Effect of Derivative Instruments

The following tables provide information on the effects of derivative instruments in the Condensed Consolidated Statements of Operations and changes in AOCI and noncontrolling interests for the three and nine months ended June 30, 2015 and 2014:
 
 
Gain
Recognized in
AOCI and 
Noncontrolling Interest
 
Gain 
Reclassified from
AOCI and Noncontrolling
Interest into Income
 
Location of Gain 
Reclassified from
AOCI and Noncontrolling
Interest into Income
Three Months Ended June 30,
 
2015
 
2014
 
2015
 
2014
 
Cash Flow Hedges:
 
 
 
 
 
 
 
 
 
 
Propane contracts
 
$
—

 
$
884

 
$
213

 
$
5,258

 
Cost of sales - propane
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss Recognized in Income
 
Location of Loss
Recognized in Income
 
 
Three Months Ended June 30,
 
2015
 
2014
 
 
 
Derivatives Not Designated as Hedging Instruments:
 
 
 
 
 
 
 
 
Propane contracts
 
$
(12,216
)
 
$
(2,006
)
 
Cost of sales - propane
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gain
Recognized in
AOCI and 
Noncontrolling Interest
 
Gain 
Reclassified from
AOCI and Noncontrolling
Interest into Income
 
Location of Gain
Reclassified from
AOCI and Noncontrolling
Interest into Income
Nine Months Ended June 30,
 
2015
 
2014
 
2015
 
2014
 
Cash Flow Hedges:
 
 
 
 
 
 
 
 
 
 
Propane contracts
 
$
—

 
$
46,231

 
$
2,518

 
$
53,685

 
Cost of sales - propane
 
 
 
 
 
 
 
 
 
 
 
 
 
Gain (Loss)
Recognized in Income
 
Location of Gain (Loss)
Recognized in Income
 
 
Nine Months Ended June 30,
 
2015
 
2014
 
 
 
Derivatives Not Designated as Hedging Instruments:
 
 
 
 
 
 
 
 
 
 
Propane contracts
 
$
(192,701
)
 
$
4,924

 
Cost of sales - propane
 
 
For those derivative instruments accounted for as cash flow hedges during the three and nine months ended June 30, 2014, the amounts of derivative gains or losses representing ineffectiveness, and the amounts of gains or losses recognized in income as a result of excluding derivatives from ineffectiveness testing, were not material.

We are also a party to a number of contracts that have elements of a derivative instrument. These contracts include, among others, binding purchase orders, contracts that provide for the purchase and delivery of propane and service contracts that require the counterparty to provide commodity storage or transportation service to meet our normal sales commitments. Although many of these contracts have the requisite elements of a derivative instrument, these contracts qualify for normal purchase and normal sales exception accounting under GAAP because they provide for the delivery of products or services in quantities that are expected to be used in the normal course of operating our business and the price in the contract is based on an underlying that is directly associated with the price of the product or service being purchased or sold.
Related Party Transactions
Related Party Transactions
Note 8 — Related Party Transactions

Pursuant to the Partnership Agreement and a management services agreement, the General Partner is entitled to reimbursement for all direct and indirect expenses incurred or payments it makes on behalf of the Partnership. These costs, which totaled $135,631 and $129,799 for the three months ended June 30, 2015 and 2014, respectively, and $440,946 and $429,750 for the nine months ended June 30, 2015 and 2014, respectively, include employee compensation and benefit expenses of employees of the General Partner and general and administrative expenses.

UGI provides certain financial and administrative services to the General Partner. UGI bills the General Partner monthly for all direct and indirect corporate expenses incurred in connection with providing these services and the General Partner is reimbursed by the Partnership for these expenses. The allocation of indirect UGI corporate expenses to the Partnership utilizes a weighted, three-component formula based on the relative percentage of the Partnership’s revenues, operating expenses and net assets employed to the total of such items for all UGI operating subsidiaries for which general and administrative services are provided. The General Partner believes that this allocation method is reasonable and equitable to the Partnership. Such corporate expenses totaled $5,024 and $4,322 during the three months ended June 30, 2015 and 2014, respectively, and $18,126 and $15,280 during the nine months ended June 30, 2015 and 2014, respectively. In addition, UGI and certain of its subsidiaries provide office space, stop loss medical coverage and automobile liability insurance to the Partnership. The costs related to these items totaled $711 and $976 for the three months ended June 30, 2015 and 2014, respectively, and $2,171 and $3,191 for the nine months ended June 30, 2015 and 2014, respectively.

From time to time, AmeriGas OLP purchases propane on an as needed basis from UGI Energy Services, LLC (“Energy Services”). The price of the purchases are generally based on market price at the time of purchase. Purchases of propane by AmeriGas OLP from Energy Services totaled $6 and $849 for the three and nine months ended June 30, 2014. There were no purchases of propane by AmeriGas OLP from Energy Services during the three and nine months ended June 30, 2015.

In addition, the Partnership sells propane to affiliates of UGI. Sales of propane to affiliates of UGI totaled $97 and $218 for the three months ended June 30, 2015 and 2014, respectively, and $1,190 and $1,164 for the nine months ended June 30, 2015 and 2014, respectively.

Pursuant to an Asset Sale and Purchase Agreement, on October 13, 2014, AmeriGas OLP purchased from UGI HVAC Enterprises, Inc. (“HVAC”), a second-tier, wholly owned subsidiary of UGI, a residential heating, ventilation, air conditioning, plumbing and related services business for $2,000 cash. Because the transaction was between entities under common control, the purchase price in excess of the carrying value of assets transferred was considered an equity transaction and has been recorded as a distribution in the Condensed Consolidated Statements of Partners’ Capital. In connection with this transaction, AmeriGas OLP entered into a Shared Service Agreement (“SSA”) whereby HVAC provides certain financial and administrative services to the Partnership with respect to the business purchased. Expenses associated with the SSA totaled $256 and $734 during the three and nine months ended June 30, 2015.
Summary of Significant Accounting Policies (Policies)
Allocation of Net Income 
Allocation of Net Income. Net income attributable to AmeriGas Partners, L.P. for partners’ capital and statement of operations presentation purposes is allocated to the General Partner and the limited partners in accordance with their respective ownership percentages after giving effect to amounts distributed to the General Partner in excess of its 1% general partner interest in AmeriGas Partners based on its incentive distribution rights (“IDRs”) under the Fourth Amended and Restated Agreement of Limited Partnership of AmeriGas Partners, L.P., as amended (“Partnership Agreement”).
Net Income (Loss) Per Unit 
Net Income (Loss) Per Unit. Income (loss) per limited partner unit is computed in accordance with GAAP regarding the application of the two-class method for determining income (loss) per unit for master limited partnerships (“MLPs”) when IDRs are present. The two-class method requires that income per limited partner unit be calculated as if all earnings for the period were distributed and requires a separate calculation for each quarter and year-to-date period. In periods when our net income attributable to AmeriGas Partners exceeds our Available Cash, as defined in the Partnership Agreement, and is above certain levels, the calculation according to the two-class method results in an increased allocation of undistributed earnings to the General Partner. Generally, in periods when our Available Cash in respect of the quarter or year-to-date periods exceeds our net income (loss) attributable to AmeriGas Partners, the calculation according to the two-class method results in an allocation of earnings to the General Partner greater than its relative ownership interest in the Partnership (or in the case of a net loss attributable to AmeriGas Partners, an allocation of such net loss to the Common Unitholders greater than their relative ownership interest in the Partnership).

Derivative Instruments 
Derivative Instruments. Effective October 1, 2014, the Partnership de-designated its remaining commodity derivative instruments accounted for as cash flow hedges. Previously, the Partnership had discontinued cash flow hedge accounting for all commodity derivative instruments entered into beginning April 1, 2014. Changes in the fair values of these commodity derivative instruments are reflected in cost of sales on the Condensed Consolidated Statements of Operations. For additional information on the accounting for our derivative instruments, see Note 2, “Summary of Significant Accounting Policies,” in the Partnership’s 2014 Annual Report.
Use of Estimates 
Use of Estimates. The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and costs. These estimates are based on management’s knowledge of current events, historical experience and various other assumptions that are believed to be reasonable under the circumstances. Accordingly, actual results may be different from these estimates and assumptions.
Accounting Standards Not Yet Adopted 
Accounting Standards Not Yet Adopted

Measurement of Inventory. In July 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-11, "Simplifying the Measurement of Inventory." This ASU amends existing guidance to require inventory to be measured at the lower of cost or net realizable value. Entities will continue to apply their existing impairment models to inventories that are accounted for using “last-in, first-out” and the “retail inventory” methods. The amendments in this ASU are effective for annual periods beginning after December 15, 2016 (Fiscal 2018) including interim periods within those fiscal years. Early adoption is permitted. Entities will apply the new guidance prospectively after the date of adoption. The Partnership is in the process of assessing the impact on its financial statements, if any, from the adoption of the new guidance.
Debt Issuance Costs. In April 2015, the FASB issued ASU No. 2015-03, "Simplifying the Presentation of Debt Issuance Costs." This ASU amends existing guidance to require the presentation of debt issuance costs in the balance sheet as a direct deduction from the carrying amount of the related debt liability instead of a deferred charge. The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2015. Early adoption is permitted. Entities will apply the new guidance retrospectively to all periods presented. The Partnership expects to adopt the new guidance in the fourth quarter of Fiscal 2015. The adoption of the new guidance is not expected to have a material impact on the Partnership’s financial statements.

Consolidation. In February 2015, the FASB issued ASU No. 2015-02, “Amendments to the Consolidation Analysis.” This ASU provides new guidance regarding whether a reporting entity should consolidate certain types of legal entities. Among other things, the new guidance modifies the evaluation of whether limited partnerships and similar entities are variable interest entities (“VIEs”) or voting interest entities, and also eliminates the presumption that a general partner should consolidate a limited partnership. The new guidance also affects the consolidation analysis of reporting entities that are involved with VIEs including those that have fee arrangements and related party relationships. The new guidance is effective for the Partnership beginning in Fiscal 2017. Early adoption is permitted. The Partnership is in the process of assessing the impact on our financial statements, if any, from the adoption of the new guidance.

Revenue Recognition. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers.” This ASU supersedes the revenue recognition requirements in Accounting Standards Codification (“ASC”) 605, “Revenue Recognition,” and most industry-specific guidance included in the ASC. The standard requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. This standard is effective for the Partnership for interim and annual periods beginning October 1, 2017 (Fiscal 2018) and allows for either full retrospective adoption or modified retrospective adoption. On July 9, 2015, the FASB voted to delay the effective date by one year. We have not yet selected a transition method and are currently evaluating the impact of adopting this guidance on our consolidated financial statements.
Summary of Significant Accounting Policies (Tables)
Schedule of Income Per Limited Partner Unit
The following table sets forth reconciliations of the numerators and denominators of the basic and diluted income per limited partner unit computations:
 
 
Three Months Ended
June 30,
 
Nine Months Ended
June 30,
 
 
2015
 
2014
 
2015
 
2014
Net (loss) income attributable to AmeriGas Partners, L.P.
 
$
(25,578
)
 
$
(37,761
)
 
$
260,906

 
$
337,240

Adjust for general partner share and theoretical distributions of net (loss) income attributable to AmeriGas Partners, L.P. to the general partner in accordance with the two-class method for MLPs
 
(8,389
)
 
(6,155
)
 
(25,695
)
 
(54,601
)
Common Unitholders’ interest in net (loss) income attributable to AmeriGas Partners, L.P. under the two-class method for MLPs
 
$
(33,967
)
 
$
(43,916
)
 
$
235,211

 
$
282,639

Weighted average Common Units outstanding—basic (thousands)
 
92,918

 
92,888

 
92,908

 
92,873

Potentially dilutive Common Units (thousands)
 
—

 
—

 
64

 
68

Weighted average Common Units outstanding—diluted (thousands)
 
92,918

 
92,888

 
92,972

 
92,941



Goodwill and Intangible Assets (Tables)
Components of Intangible Assets
The Partnership’s goodwill and intangible assets comprise the following:
 
 
June 30,
2015
 
September 30,
2014
 
June 30,
2014
Goodwill (not subject to amortization)
 
$
1,954,791

 
$
1,945,748

 
$
1,934,581

Intangible assets:
 
 
 
 
 
 
Customer relationships and noncompete agreements
 
$
512,552

 
$
519,103

 
$
513,716

Accumulated amortization
 
(154,147
)
 
(137,709
)
 
(128,117
)
Intangible assets, net (definite-lived)
 
358,405

 
381,394

 
385,599

Trademarks and tradenames (indefinite-lived)
 
82,944

 
82,944

 
82,944

Total intangible assets, net
 
$
441,349

 
$
464,338

 
$
468,543

Fair Value Measurements (Tables)
Financial Assets and Financial Liabilities at Fair Value on a Recurring Basis
The following table presents on a gross basis our derivative assets and liabilities including both current and noncurrent portions, that are measured at fair value on a recurring basis within the fair value hierarchy, as of June 30, 2015, September 30, 2014 and June 30, 2014: 
 
 
Asset (Liability)
 
 
Level 1
 
Level 2
 
Level 3
 
Total
June 30, 2015:
 
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
 
Propane contracts
 
$
—

 
$
308

 
$
—

 
$
308

Liabilities:
 
 
 
 
 
 
 
 
Propane contracts
 
$
—

 
$
(58,482
)
 
$
—

 
$
(58,482
)
September 30, 2014:
 
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
 
Propane contracts
 
$
—

 
$
3,065

 
$
—

 
$
3,065

Liabilities:
 
 
 
 
 
 
 
 
Propane contracts
 
$
—

 
$
(9,472
)
 
$
—

 
$
(9,472
)
June 30, 2014 (a):
 
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
 
Propane contracts
 
$
—

 
$
9,897

 
$
—

 
$
9,897

Liabilities:
 
 
 
 
 
 
 
 
Propane contracts
 
$
—

 
$
(5,273
)
 
$
—

 
$
(5,273
)

 
(a) Certain immaterial amounts have been revised to correct the classification of derivatives.
Derivative Instruments and Hedging Activities (Tables)
Components of Fair Value of Derivative Assets and Liabilities 
The following table presents the Partnership’s derivative assets and liabilities on a gross basis as of June 30, 2015 and 2014: 
 
 
June 30,
2015
 
June 30,
2014 (a)
Derivative assets:
 
 
 
 
Derivatives designated as hedging instruments:
 
 
 
 
Propane contracts
 
$
—

 
$
6,620

Derivatives not designated as hedging instruments:
 
 
 
 
Propane contracts
 
308

 
3,277

Total derivative assets
 
$
308

 
$
9,897

Derivative liabilities:
 
 
 
 
Derivatives designated as hedging instruments:
 
 
 
 
Propane contracts
 
$
—

 
$
(242
)
Derivatives not designated as hedging instruments:
 
 
 
 
Propane contracts
 
(58,482
)
 
(5,031
)
Total derivative liabilities
 
$
(58,482
)
 
$
(5,273
)


(a) Certain immaterial amounts have been revised to correct the classification of derivatives.

Derivative Assets and Liabilities and the Effects of Offsetting 
The following table presents the Partnership’s derivative assets and liabilities, as well as the effects of offsetting, as of June 30, 2015 and 2014:
 
 
Gross Amounts Recognized
 
Gross Amounts Offset in Balance Sheet
 
Net Amounts Recognized
 
Cash Collateral (Received) Pledged
 
Net Amounts Recognized in Balance Sheet
June 30, 2015
 
 
 
 
 
 
 
 
 
 
Derivative assets
 
$
308

 
$
(308
)
 
$
—

 
$
—

 
$
—

Derivative liabilities
 
$
(58,482
)
 
$
308

 
$
(58,174
)
 
$
2,000

 
$
(56,174
)
June 30, 2014
 
 
 
 
 
 
 
 
 
 
Derivative assets
 
$
9,897

 
$
(5,035
)
 
$
4,862

 
$
—

 
$
4,862

Derivative liabilities
 
$
(5,273
)
 
$
5,035

 
$
(238
)
 
$
—

 
$
(238
)
Components of Derivative Instruments Gain Loss In Statement of Operations 
The following tables provide information on the effects of derivative instruments in the Condensed Consolidated Statements of Operations and changes in AOCI and noncontrolling interests for the three and nine months ended June 30, 2015 and 2014:
 
 
Gain
Recognized in
AOCI and 
Noncontrolling Interest
 
Gain 
Reclassified from
AOCI and Noncontrolling
Interest into Income
 
Location of Gain 
Reclassified from
AOCI and Noncontrolling
Interest into Income
Three Months Ended June 30,
 
2015
 
2014
 
2015
 
2014
 
Cash Flow Hedges:
 
 
 
 
 
 
 
 
 
 
Propane contracts
 
$
—

 
$
884

 
$
213

 
$
5,258

 
Cost of sales - propane
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss Recognized in Income
 
Location of Loss
Recognized in Income
 
 
Three Months Ended June 30,
 
2015
 
2014
 
 
 
Derivatives Not Designated as Hedging Instruments:
 
 
 
 
 
 
 
 
Propane contracts
 
$
(12,216
)
 
$
(2,006
)
 
Cost of sales - propane
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gain
Recognized in
AOCI and 
Noncontrolling Interest
 
Gain 
Reclassified from
AOCI and Noncontrolling
Interest into Income
 
Location of Gain
Reclassified from
AOCI and Noncontrolling
Interest into Income
Nine Months Ended June 30,
 
2015
 
2014
 
2015
 
2014
 
Cash Flow Hedges:
 
 
 
 
 
 
 
 
 
 
Propane contracts
 
$
—

 
$
46,231

 
$
2,518

 
$
53,685

 
Cost of sales - propane
 
 
 
 
 
 
 
 
 
 
 
 
 
Gain (Loss)
Recognized in Income
 
Location of Gain (Loss)
Recognized in Income
 
 
Nine Months Ended June 30,
 
2015
 
2014
 
 
 
Derivatives Not Designated as Hedging Instruments:
 
 
 
 
 
 
 
 
 
 
Propane contracts
 
$
(192,701
)
 
$
4,924

 
Cost of sales - propane
 
 
Nature of Operations (Details)
9 Months Ended
Jun. 30, 2015
States
Employee
General Partners Interest
 
Number of states in which the company has market share (in states)
50 
Common units held by the general partner and its wholly owned subsidiary Petrolane Incorporated
23,756,882 
Common units held by public
69,132,661 
Limited partner interest held by AmeriGas Partners in AmeriGas OLP (as a percent)
98.99% 
Employees of the AmeriGas Partners and the Operating Partnership (in employees)
0 
AmeriGas Propane Inc Partnership Interest In AmeriGas Partners
 
General Partners Interest
 
General partner interest percentage
1.00% 
AmeriGas Propane Inc Partnership Interest In AmeriGas OLP
 
General Partners Interest
 
General partners ownership interest (as a percent)
1.01% 
Summary of Significant Accounting Policies (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 9 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Sep. 30, 2014
General Partner Interest
 
 
 
 
 
Theoretical distributions of net income on earnings (in dollars per unit)
$ 0 
$ 0 
$ 0.01 
$ 0.37 
 
Correction of Error
 
 
 
 
 
Prepaid expenses and other current assets
$ 49,981 
$ 18,228 
$ 49,981 
$ 18,228 
$ 29,290 
Total current assets
385,919 
499,639 
385,919 
499,639 
505,908 
Other assets
62,364 
58,916 
62,364 
58,916 
61,154 
Total assets
4,185,748 
4,352,192 
4,185,748 
4,352,192 
4,364,058 
Other current liabilities
178,627 
169,447 
178,627 
169,447 
205,298 
Total current liabilities
442,179 
467,934 
442,179 
467,934 
617,514 
Other noncurrent liabilities
109,252 
101,118 
109,252 
101,118 
105,483 
Total liabilities
2,839,328 
2,854,180 
2,839,328 
2,854,180 
3,003,168 
Total liabilities and partners’ capital
4,185,748 
4,352,192 
4,185,748 
4,352,192 
4,364,058 
Restatement Adjustment
 
 
 
 
 
Correction of Error
 
 
 
 
 
Prepaid expenses and other current assets
 
6,914 
 
6,914 
 
Total current assets
 
6,914 
 
6,914 
 
Other assets
 
15,346 
 
15,346 
 
Total assets
 
22,260 
 
22,260 
 
Other current liabilities
 
6,914 
 
6,914 
 
Total current liabilities
 
6,914 
 
6,914 
 
Other noncurrent liabilities
 
15,346 
 
15,346 
 
Total liabilities
 
22,260 
 
22,260 
 
Total liabilities and partners’ capital
 
$ 22,260 
 
$ 22,260 
 
AmeriGas Propane Inc Partnership Interest in AmeriGas OLP
 
 
 
 
 
General Partner Interest
 
 
 
 
 
General partners ownership interest (as a percent)
1.01% 
 
1.01% 
 
 
AmeriGas Propane Inc Partnership Interest In AmeriGas Partners
 
 
 
 
 
General Partner Interest
 
 
 
 
 
General partner interest percentage
1.00% 
 
1.00% 
 
 
AmeriGas Finance Corp., AP Eagle Finance Corp. and AmeriGas Finance LLC
 
 
 
 
 
General Partner Interest
 
 
 
 
 
Ownership percentage of finance subsidiaries
100.00% 
 
100.00% 
 
 
Summary of Significant Accounting Policies - Schedule of Income Per Limited Partner Unit (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 9 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Accounting Policies [Abstract]
 
 
 
 
Net (loss) income attributable to AmeriGas Partners, L.P.
$ (25,578)
$ (37,761)
$ 260,906 
$ 337,240 
Adjust for general partner share and theoretical distributions of net (loss) income attributable to AmeriGas Partners, L.P. to the general partner in accordance with the two-class method for MLPs
(8,389)
(6,155)
(25,695)
(54,601)
Common Unitholders’ interest in net (loss) income attributable to AmeriGas Partners, L.P. under the two-class method for MLPs
$ (33,967)
$ (43,916)
$ 235,211 
$ 282,639 
Weighted average Common Units outstanding—basic (thousands) (in units)
92,918 
92,888 
92,908 
92,873 
Potentially dilutive Common Units (thousands) (in units)
0 
0 
64 
68 
Weighted average Common Units outstanding—diluted (thousands) (in units)
92,918 
92,888 
92,972 
92,941 
Goodwill and Intangible Assets (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 9 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Finite-Lived Intangible Assets
 
 
 
 
Amortization of intangible assets
$ 9,473 
$ 9,596 
$ 28,487 
$ 28,836 
Remainder of Fiscal 2015
9,398 
 
9,398 
 
Fiscal 2016
36,866 
 
36,866 
 
Fiscal 2017
34,693 
 
34,693 
 
Fiscal 2018
33,242 
 
33,242 
 
Fiscal 2019
$ 32,045 
 
$ 32,045 
 
Goodwill And Intangible Assets - Components of Intangible Assets (Details) (USD $)
In Thousands, unless otherwise specified
Jun. 30, 2015
Sep. 30, 2014
Jun. 30, 2014
Goodwill and Intangible Assets Disclosure [Abstract]
 
 
 
Goodwill (not subject to amortization)
$ 1,954,791 
$ 1,945,748 
$ 1,934,581 
Intangible assets:
 
 
 
Customer relationships and noncompete agreements
512,552 
519,103 
513,716 
Accumulated amortization
(154,147)
(137,709)
(128,117)
Intangible assets, net (definite-lived)
358,405 
381,394 
385,599 
Trademarks and tradenames (indefinite-lived)
82,944 
82,944 
82,944 
Total intangible assets, net
$ 441,349 
$ 464,338 
$ 468,543 
Commitments and Contingencies (Details)
6 Months Ended 9 Months Ended
Oct. 31, 2014
lawsuit
Jun. 30, 2015
FTC Investigation
lb
Loss Contingencies
 
 
Class action lawsuits (more than 35)
35 
 
Amount of propane in cylinders before reduction (in pounds)
 
17 
Amount of propane in cylinders after reduction (in pounds)
 
15 
Fair Value Measurements (Details) (USD $)
In Thousands, unless otherwise specified
Jun. 30, 2015
Jun. 30, 2014
Fair Value Disclosures [Abstract]
 
 
Carrying value of long-term debt
$ 2,289,590 
$ 2,294,828 
Estimated fair value of long-term debt
$ 2,402,239 
$ 2,495,680 
Fair Value Measurements - Financial Assets and Financial Liabilities at Fair Value On a Recurring Basis (Details) (Fair Value, Measurements, Recurring, Propane Contracts, USD $)
In Thousands, unless otherwise specified
Jun. 30, 2015
Sep. 30, 2014
Jun. 30, 2014
Assets:
 
 
 
Derivative Assets
$ 308 
$ 3,065 
$ 9,897 1
Liabilities:
 
 
 
Derivative Liabilities
(58,482)
(9,472)
(5,273)1
Level 1
 
 
 
Assets:
 
 
 
Derivative Assets
0 
0 
0 1
Liabilities:
 
 
 
Derivative Liabilities
0 
0 
0 1
Level 2
 
 
 
Assets:
 
 
 
Derivative Assets
308 
3,065 
9,897 1
Liabilities:
 
 
 
Derivative Liabilities
(58,482)
(9,472)
(5,273)1
Level 3
 
 
 
Assets:
 
 
 
Derivative Assets
0 
0 
0 1
Liabilities:
 
 
 
Derivative Liabilities
$ 0 
$ 0 
$ 0 1
Derivative Instruments and Hedging Activities (Details) (USD $)
In Thousands, unless otherwise specified
9 Months Ended
Jun. 30, 2015
gal
Jun. 30, 2014
gal
Derivative Instruments and Hedging Activities Disclosure [Abstract]
 
 
Volume of commodity derivative (gallons)
292,700,000 
210,300,000 
Maximum period of price risk cash flow hedging (in months)
42 months 
 
Net gains associated with commodity price risk hedges expected to be reclassified into earnings during the next twelve months
$ 305 
 
Derivative Instruments and Hedging Activities - Components of Fair Value of Derivative Assets and Liabilities (Details) (USD $)
In Thousands, unless otherwise specified
Jun. 30, 2015
Jun. 30, 2014
Derivative Assets, Fair Value
 
 
Derivative assets
$ 308 
$ 9,897 1
Derivative Liabilities, Fair Value
 
 
Derivative liabilities
(58,482)
(5,273)1
Designated as Hedging Instrument |
Propane Contracts
 
 
Derivative Assets, Fair Value
 
 
Derivative assets
0 
6,620 1
Derivative Liabilities, Fair Value
 
 
Derivative liabilities
0 
(242)1
Not Designated as Hedging Instrument |
Propane Contracts
 
 
Derivative Assets, Fair Value
 
 
Derivative assets
308 
3,277 1
Derivative Liabilities, Fair Value
 
 
Derivative liabilities
$ (58,482)
$ (5,031)1
Derivative Instruments and Hedging Activities - Derivative Assets and Liabilities and the Effects of Offsetting (Details) (USD $)
In Thousands, unless otherwise specified
Jun. 30, 2015
Jun. 30, 2014
Derivative Instruments and Hedging Activities Disclosure [Abstract]
 
 
Derivative asset, gross
$ 308 
$ 9,897 1
Derivative asset, gross liability
(308)
(5,035)
Derivative asset, net
0 
4,862 
Cash collateral (received) pledged
0 
0 
Derivative asset, net amount recognized in balance sheet
0 
4,862 
Derivative liabilities, gross
(58,482)
(5,273)1
Derivative liability, gross asset
308 
5,035 
Derivative liability, net
(58,174)
(238)
Cash collateral (received) pledged
2,000 
0 
Derivative liability, net amount recognized in balance sheet
$ (56,174)
$ (238)
Derivative Instruments and Hedging Activities - Components of Derivative Instruments Gain Loss in Statement of Operations (Details) (Propane Contracts, USD $)
In Thousands, unless otherwise specified
3 Months Ended 9 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Designated as Hedging Instrument
 
 
 
 
Derivative Instruments, Gain (Loss)
 
 
 
 
Gain (Loss) recognized in AOCI and Noncontrolling Interest
$ 0 
$ 884 
$ 0 
$ 46,231 
Designated as Hedging Instrument |
Cost of Sales - Propane
 
 
 
 
Derivative Instruments, Gain (Loss)
 
 
 
 
Gain (Loss) reclassified from AOCI and Noncontrolling Interest into income
213 
5,258 
2,518 
53,685 
Not Designated as Hedging Instrument |
Cost of Sales - Propane
 
 
 
 
Derivative Instruments, Gain (Loss)
 
 
 
 
Gain (Loss) recognized in income, net
$ (12,216)
$ (2,006)
$ (192,701)
$ 4,924 
Related Party Transactions (Details) (USD $)
3 Months Ended 9 Months Ended 3 Months Ended 9 Months Ended 3 Months Ended 9 Months Ended 3 Months Ended 9 Months Ended 3 Months Ended 9 Months Ended 0 Months Ended 3 Months Ended 9 Months Ended
Jun. 30, 2015
General Partner
Reimbursed Expenses or Payments
Jun. 30, 2014
General Partner
Reimbursed Expenses or Payments
Jun. 30, 2015
General Partner
Reimbursed Expenses or Payments
Jun. 30, 2014
General Partner
Reimbursed Expenses or Payments
Jun. 30, 2015
General Partner
UGI Corp
General and Administrative Services
Jun. 30, 2014
General Partner
UGI Corp
General and Administrative Services
Jun. 30, 2015
General Partner
UGI Corp
General and Administrative Services
Jun. 30, 2014
General Partner
UGI Corp
General and Administrative Services
Jun. 30, 2015
General Partner
UGI Corp
Office and Insurance Expenses
Jun. 30, 2014
General Partner
UGI Corp
Office and Insurance Expenses
Jun. 30, 2015
General Partner
UGI Corp
Office and Insurance Expenses
Jun. 30, 2014
General Partner
UGI Corp
Office and Insurance Expenses
Jun. 30, 2015
Affiliated Entity
Energy Services
Propane Purchases
Jun. 30, 2014
Affiliated Entity
Energy Services
Propane Purchases
Jun. 30, 2015
Affiliated Entity
Energy Services
Propane Purchases
Jun. 30, 2014
Affiliated Entity
Energy Services
Propane Purchases
Jun. 30, 2015
Affiliated Entity
Affiliates of UGI
Propane Sales
Jun. 30, 2014
Affiliated Entity
Affiliates of UGI
Propane Sales
Jun. 30, 2015
Affiliated Entity
Affiliates of UGI
Propane Sales
Jun. 30, 2014
Affiliated Entity
Affiliates of UGI
Propane Sales
Oct. 13, 2014
Affiliated Entity
UGI HVAC Enterprises
Jun. 30, 2015
Affiliated Entity
UGI HVAC Enterprises
Jun. 30, 2015
Affiliated Entity
UGI HVAC Enterprises
Related Party Transaction
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Related party costs and expenses
$ 135,631,000 
$ 129,799,000 
$ 440,946,000 
$ 429,750,000 
$ 5,024,000 
$ 4,322,000 
$ 18,126,000 
$ 15,280,000 
$ 711,000 
$ 976,000 
$ 2,171,000 
$ 3,191,000 
$ 0 
$ 6,000 
$ 0 
$ 849,000 
 
 
 
 
 
 
 
Revenue from related parties
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
97,000 
218,000 
1,190,000 
1,164,000 
 
 
 
Purchase price (in cash)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2,000,000 
 
 
Shared service agreement (SSA) expenses
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 256,000 
$ 734,000