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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 10-K/A
AMENDMENT NO. 1
TO
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2001
Commission file number 1-13692
Commission file number 33-92734-01
Commission file number 333-72986-02
Commission file number 333-72986-01
AMERIGAS PARTNERS, L.P.
AMERIGAS FINANCE CORP.
AMERIGAS EAGLE FINANCE CORP.
AP EAGLE FINANCE CORP.
(EXACT NAME OF REGISTRANTS AS SPECIFIED IN THEIR CHARTERS)
Delaware 23-2787918
Delaware 23-2800532
Delaware 23-3074434
Delaware 23-3077318
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER IDENTIFICATION NO.)
INCORPORATION OR ORGANIZATION)
460 North Gulph Road, King of Prussia, PA 19406
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(610) 337-7000
(REGISTRANTS' TELEPHONE NUMBER, INCLUDING AREA CODE)
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
NAME OF EACH EXCHANGE
TITLE OF CLASS ON WHICH REGISTERED
Common Units representing New York Stock Exchange, Inc.
limited partner interests
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: None
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The undersigned registrants hereby amend Item 13 of their Annual Report
on Form 10-K for the fiscal year ended September 30, 2001 to (i) quantify the
compensation reimbursement to the General Partner described in the first
paragraph, (ii) amend the Credit Facility interest rate shown in the second
paragraph and (iii) amend the dollar amount contained in the last sentence as
follows:
PART III: MANAGEMENT AND SECURITY HOLDERS
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The General Partner employs persons responsible for managing and
operating the Partnership. The Partnership reimburses the General Partner for
the direct and indirect costs of providing these services, including all
compensation and benefit costs. For fiscal year 2001, these costs totaled
approximately $208 million.
The Operating Partnership has a revolving line of credit up to a maximum
of $20 million from the General Partner available until September 15, 2002, the
termination date of the Revolving Credit Facility. Any loans under this
agreement will be unsecured and subordinated to all senior debt of the Operating
Partnership. The commitment fees for this line of credit are computed on the
same basis as the facility fees under the Revolving Credit Facility, and totaled
$70,972 in fiscal year 2001. Interest rates are based on one-month offshore
interbank borrowing rates. The interest rate for a recent Credit Facility
borrowing from October 19, 2001 to October 23, 2001 was 3.82%, representing a
2.57% one-month Offshore Rate, plus an Applicable Margin of 1.25%. See Note 6
to the Partnership's Consolidated Financial Statements, which are filed as an
exhibit to this report.
The Partnership and the General Partner also have extensive, ongoing
relationships with UGI and its affiliates. UGI performs certain financial and
administrative services for the General Partner on behalf of the Partnership.
UGI does not receive a fee for such services, but is reimbursed for all direct
and indirect expenses incurred in connection with providing these services,
including all compensation and benefit costs. A wholly owned subsidiary of UGI
provides the Partnership with general liability, automobile and workers'
compensation insurance for up to $500,000 over the Partnership's self-insured
retention. Another wholly owned subsidiary of UGI leases office space to the
General Partner for its headquarters staff. In addition, a UGI master policy
provides accidental death and business travel and accident insurance coverage
for employees of the General Partner. The General Partner is billed directly by
the insurer for this coverage. As discussed under "Business--Trade Names; Trade
and Service Marks," UGI and the General Partner have licensed the trade names
"AmeriGas" and "America's Propane Company" and the related service marks and
trademark to the Partnership on a royalty-free basis. Finally, the Partnership
obtains management information services from the General Partner, and reimburses
the General Partner for its direct and indirect expenses related to those
services. The rental payments and insurance premiums charged to the Partnership
by UGI and its affiliates are comparable to amounts charged by unaffiliated
parties. In fiscal year 2001, the Partnership paid UGI and its affiliates,
including the General Partner, approximately $7.1 million for the services and
expense reimbursements referred to in this paragraph.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, each Registrant has duly caused this Amendment to be
signed on its behalf by the undersigned, thereunto duly authorized.
AMERIGAS PARTNERS, L.P.
Date: January 28, 2002 By: AmeriGas Propane, Inc.
its General Partner
By: Martha B. Lindsay
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Martha B. Lindsay
Vice President - Finance
and Chief Financial Officer
AMERIGAS FINANCE CORP.
By: Martha B. Lindsay
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Martha B. Lindsay
Vice President - Finance
and Chief Financial Officer
AMERIGAS EAGLE FINANCE CORP.
By: Martha B. Lindsay
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Martha B. Lindsay
Vice President - Finance
and Chief Financial Officer
AP EAGLE FINANCE CORP.
By: Martha B. Lindsay
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Martha B. Lindsay
Vice President - Finance
and Chief Financial Officer
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