Ferrellgas Partners L.P. Files 2024 10-K

TL;DR

Ferrellgas filed its 2024 10-K. All systems go for fiscal year ending 07/31/24.

AI Summary

Ferrellgas Partners L.P. filed its 2024 10-K report on September 27, 2024, detailing its operations for the fiscal year ending July 31, 2024. The company, headquartered in Liberty, MO, operates in the retail-miscellaneous retail sector. Key entities involved include Ferrellgas Partners L.P., Ferrellgas Finance Corp., and Ferrellgas Partners Finance Corp. The filing provides comprehensive financial and operational information for the reporting period.

Why It Matters

This 10-K filing provides investors and stakeholders with a detailed overview of Ferrellgas Partners L.P.'s financial performance and operational status for the fiscal year ending July 31, 2024, crucial for investment decisions.

Risk Assessment

Risk Level: medium — The filing is a standard annual report and does not inherently indicate new or elevated risks beyond normal business operations.

Key Players & Entities

• FERRELLGAS PARTNERS L P (company) — Filer
• FERRELLGAS FINANCE CORP (company) — Filer
• FERRELLGAS PARTNERS FINANCE CORP (company) — Filer
• 0731 (date) — Fiscal Year End
• 20240927 (date) — Filing Date
• ONE LIBERTY PLAZA (location) — Business Address
• LIBERTY (location) — City
• MO (location) — State
• 64068 (location) — ZIP Code
• 816-792-1600 (phone) — Business Phone

FAQ

Filing Documents

• fgp-20240731x10k.htm (10-K) — 4693KB
• fgp-20240731xex21d1.htm (EX-21.1) — 5KB
• fgp-20240731xex23d1.htm (EX-23.1) — 2KB
• fgp-20240731xex31d1.htm (EX-31.1) — 29KB
• fgp-20240731xex31d2.htm (EX-31.2) — 28KB
• fgp-20240731xex31d3.htm (EX-31.3) — 29KB
• fgp-20240731xex31d4.htm (EX-31.4) — 19KB
• fgp-20240731xex32d1.htm (EX-32.1) — 8KB
• fgp-20240731xex32d2.htm (EX-32.2) — 10KB
• fgp-20240731xex32d3.htm (EX-32.3) — 9KB
• fgp-20240731xex32d4.htm (EX-32.4) — 9KB
• 0001558370-24-013059.txt ( ) — 17148KB
• fgp-20240731.xsd (EX-101.SCH) — 96KB
• fgp-20240731_cal.xml (EX-101.CAL) — 114KB
• fgp-20240731_def.xml (EX-101.DEF) — 493KB
• fgp-20240731_lab.xml (EX-101.LAB) — 750KB
• fgp-20240731_pre.xml (EX-101.PRE) — 685KB
• fgp-20240731x10k_htm.xml (XML) — 3396KB

BUSINESS

BUSINESS 6 ITEM 1A.

RISK FACTORS

RISK FACTORS 15 ITEM 1B. UNRESOLVED STAFF COMMENTS 31 ITEM 1C. CYBERSECURITY 31 ITEM 2.

PROPERTIES

PROPERTIES 32 ITEM 3.

LEGAL PROCEEDINGS

LEGAL PROCEEDINGS 33 ITEM 4. MINE SAFETY DISCLOSURES 33 PART II 33 ITEM 5. MARKET FOR REGISTRANTS' COMMON EQUITY, RELATED UNITHOLDER AND STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 33 ITEM 6. RESERVED 34 ITEM 7.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 34 ITEM 7A.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 53 ITEM 8.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 54 ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE 54 ITEM 9A.

CONTROLS AND PROCEDURES

CONTROLS AND PROCEDURES 54 ITEM 9B. OTHER INFORMATION 55 PART III 56 ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE 56 ITEM 11.

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 63 ITEM 12.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED UNITHOLDER MATTERS

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED UNITHOLDER MATTERS 69 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE 70 ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES 72 PART IV E-1 ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES E-1 ITEM 16. FORM 10-K SUMMARY E-6 3 Table of Contents PART I References and Defined Terms In this Annual Report on Form 10-K: "us," "we," "our," "ours," "consolidated," the "Company" or "Ferrellgas" are references to Ferrellgas Partners, L.P. together with its consolidated subsidiaries, including Ferrellgas, L.P., Ferrellgas Partners Finance Corp. and Ferrellgas Finance Corp., except when used in connection with "Class A Units" or "Class B Units," in which case these terms refer to Ferrellgas Partners, L.P. without its consolidated subsidiaries; "Ferrellgas Partners" refers to Ferrellgas Partners, L.P. itself, with its consolidated subsidiaries; the "operating partnership" refers to Ferrellgas, L.P., together (except where the context indicates otherwise) with its consolidated subsidiaries, including Ferrellgas Finance Corp.; our "general partner" refers to Ferrellgas, Inc.; "Ferrell Companies" refers to Ferrell Companies, Inc., the sole shareholder of our general partner; "Board of Directors" or "Board" refers to the board of directors of our general partner, except where the context indicates otherwise; "GAAP" refers to accounting principles generally accepted in the United States; "retail sales" refers to Propane and other gas liquid sales: Retail — Sales to End Users or the volume of propane sold primarily to our residential, industrial/commercial and agricultural customers; "wholesale sales" refers to Propane and other gas liquid sales: Wholesale — Sales to Resellers or the volume of propane sold primarily to our portable tank exchange customers and bulk propane sold to wholesale customers; "other gas sales" refers to P

Forward-looking Statements

Forward-looking Statements Forward-looking statements are not guarantees of performance. You should not put undue reliance on any forward-looking statements. All forward-looking statements are subject to risks, uncertainties and assumptions that could cause our actual results to differ materially from those expressed in or implied by these forward-looking statements. Many of the factors that will affect our future results are beyond our ability to control or predict. Some of the risk factors that may affect our business, financial condition or results of operations include: the effect of weather conditions on the demand for propane; the prices of wholesale propane, motor fuel and crude oil; disruptions to the supply of propane; competition from other industry participants and other energy sources; energy efficiency and technology advances; significant delays in the collection of accounts or notes receivable; customer, counterparty, supplier or vendor defaults; changes in demand for, and production of, hydrocarbon products; increased trucking and rail regulations; inhe

BUSINESS

ITEM 1. BUSINESS. Overview Ferrellgas Partners is a publicly traded Delaware limited partnership formed in 1994 and is primarily engaged in the retail distribution of propane and related equipment sales. Our Class A Units are traded on the OTC Pink Market under the symbol "FGPR." Ferrellgas Partners is a holding entity that conducts no operations and has two direct subsidiaries, the operating partnership and Ferrellgas Partners Finance Corp. Our activities are primarily conducted through the operating partnership. Ferrellgas Partners and the Preferred Unitholders are the only limited partners of the operating partnership. Ferrellgas, Inc. is the sole general partner of Ferrellgas Partners and the operating partnership and, excluding the economic interests attributable to the Class B Units and the Preferred Units, owns an approximate 1% general partner economic interest in each, and, therefore, an effective 2% general partner economic interest in the operating partnership. Excluding the economic interests attributable to the Preferred Units, Ferrellgas Partners owns an approximate 99% limited partner interest in the operating partnership. For information regarding the economic and other terms of the Class B Units and the Preferred Units, see Note J "Equity (Deficit)" and Note I "Preferred units" to our consolidated financial statements included elsewhere herein. Our general partner performs all management functions for us. The parent company of our general partner, Ferrell Companies, currently beneficially owns approximately 23.4% of our outstanding Class A Units. Ferrell Companies is owned 100% by an employee stock ownership trust. The operating partnership was formed on April 22, 1994, and accounts for substantially all of our consolidated assets, sales and operating earnings, except for interest expense related to the Ferrellgas Partners Notes during the relevant historical periods.

Business

Business We are a leading distributor of propane and related equipment and supplies to customers in the United States. We believe that we are the second largest retail marketer of propane in the United States as measured by the volume of our retail sales in fiscal 2024 and a leading national provider of propane by portable tank exchange. We serve residential, industrial/commercial, portable tank exchange, agricultural, wholesale and other customers. Our operations primarily include the distribution and sale of propane and related equipment and supplies in all 50 states, the District of Columbia and Puerto Rico. Sales from propane distribution are generated principally from transporting propane purchased from third parties to propane distribution locations and then to tanks on customers' premises or to portable propane tanks delivered to nationwide and local retailers. Sales from portable tank exchanges, nationally branded under the name Blue Rhino, are delivered primarily through a network of partnership-owned distribution outlets and to a lesser extent through independently-owned distribution outlets. Our market areas for our residential and agricultural customers are generally rural while our market areas for our industrial/commercial and portable tank exchange customers are generally suburban. In the residential and industrial/commercial markets, propane is primarily used for space heating, water heating, cooking and other propane fueled appliances. In the portable tank exchange market, propane is used primarily for outdoor cooking using gas grills. In the agricultural market, propane is primarily used for crop drying, space heating, irrigation and weed control. In addition, propane is used for a variety of industrial applications, including as an engine fuel burned in the internal combustion engines of vehicles and forklifts and as a heating or energy source in manufacturing and drying processes. A substantial majority of our gross margin from propane and ot

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View this 10-K filing on SEC EDGAR