Ferrellgas Partners L.P. Enters Material Definitive Agreement

TL;DR

Ferrellgas Partners L.P. just signed a big financial deal, creating new obligations.

AI Summary

On October 27, 2025, Ferrellgas Partners L.P. and its subsidiaries entered into a material definitive agreement related to financial obligations. This filing indicates the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant, Ferrellgas Partners L.P.

Why It Matters

This filing signals a significant financial commitment or obligation for Ferrellgas Partners L.P., which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — Entering into new financial obligations can introduce risks related to debt, interest rates, and the company's ability to meet its commitments.

Key Players & Entities

• Ferrellgas Partners L.P. (company) — Registrant and party to the agreement
• October 27, 2025 (date) — Date of the material definitive agreement

FAQ

Key Financial Figures

• $650,000,000 — rellgas Partners, L.P., issued and sold $650,000,000 aggregate principal amount of 9.250% Se
• $637.5 m — eeds from the offering of approximately $637.5 million, after deducting the initial purc
• $650.0 million — gether with cash on hand, to redeem all $650.0 million aggregate principal amount outstanding
• $350 m — borrowing under the Credit Agreement to $350 million, with availability subject to a p
• $50 million — es in the size of the facility by up to $50 million in the aggregate subject to customary c
• $300.0 million — also includes a sublimit not to exceed $300.0 million for the issuance of letters of credit.

Filing Documents

• fgp-20251027x8k.htm (8-K) — 125KB
• fgp-20251027xex4d1.htm (EX-4.1) — 1046KB
• fgp-20251027xex10d1.htm (EX-10.1) — 123KB
• fgp-20251027xex10d2.htm (EX-10.2) — 1392KB
• fgp-20251027xex99d1.htm (EX-99.1) — 9KB
• 0001104659-25-102643.txt ( ) — 3308KB
• fgp-20251027.xsd (EX-101.SCH) — 4KB
• fgp-20251027_def.xml (EX-101.DEF) — 13KB
• fgp-20251027_lab.xml (EX-101.LAB) — 19KB
• fgp-20251027_pre.xml (EX-101.PRE) — 13KB
• fgp-20251027x8k_htm.xml (XML) — 19KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. The information included in Item 2.03 of this Current Report on Form 8-K is incorporated by reference into this Item 1.01 of this Current Report on Form 8-K. Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. Issuance of Senior Notes On October 27, 2025, Ferrellgas, L.P. (the "Company") and Ferrellgas Finance Corp. ("Finance Corp." and, together with the Company, the "Issuers"), subsidiaries of Ferrellgas Partners, L.P., issued and sold $650,000,000 aggregate principal amount of 9.250% Senior Notes due 2031 (the "Notes") pursuant to an Indenture, dated as of October 27, 2025 (the "Indenture") among the Issuers, the Guarantors (as defined below) and U.S. Bank Trust Company, National Association, as trustee. The Notes were issued at an offering price equal to 100% of the principal thereof in an offering exempt from registration under the Securities Act of 1933, as amended, in reliance on Rule 144A and Regulation S thereunder. The Issuers received net proceeds from the offering of approximately $637.5 million, after deducting the initial purchasers' discount and expenses of the offering. The Issuers used the net proceeds from the offering, together with cash on hand, to redeem all $650.0 million aggregate principal amount outstanding of their 5.375% Senior Notes due 2026 in accordance with the indenture governing such notes. The Notes will mature on January 15, 2031, and interest on the Notes is payable semi-annually in cash in arrears on January 15 and July 15 of each year, commencing on July 15, 2026, at a rate of 9.250% per annum. Interest on the Notes will accrue from October 27, 2025. The Notes are general unsecured joint obligations of the Issuers, ranking equally with all other existing and future unsecured and unsubordinated indebtedness of the Issuers, and will be guaranteed on a senior unsecured basis by Ferrellgas, I

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On October 27, 2025, the Issuers issued a press release announcing the completion of the offering of the Notes and entry into the Seventh Amendment. A copy of the press release is furnished with this Current Report on Form 8-K as Exhibit 99.1. The information contained in this Item 7.01 and in the accompanying Exhibit 99.1 are deemed to be "furnished" and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 4.1 Indenture dated as of October 27, 2025 by and among Ferrellgas, L.P., Ferrellgas Finance Corp., the Guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee. 4.2 Form of 9.250% Senior Notes due 2031 (included in Exhibit 4.1). 10.1 Seventh Amendment to Credit Agreement, dated as of October 27, 2025, among Ferrellgas, L.P., Ferrellgas, Inc., certain subsidiaries of Ferrellgas, L.P., as guarantors, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, and certain lenders and issuing lenders party thereto. 10.2 Exhibit A to the Seventh Amendment to Credit Agreement – Credit Agreement. 99.1 Press release dated October 27, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. FERRELLGAS PARTNERS, L.P. By: Ferrellgas, Inc., its general partner Date: October 27, 2025 By: /s/ Tamria A. Zertuche Chief Executive Officer and President FERRELLGAS PARTNERS FINANCE CORP. Date: October 27, 2025 By: /s/ Tamria A. Zertuche Chief Executive Officer, President, and Sole Director FERRELLGAS, L.P. By: Ferrellgas, Inc., its general partner Date: October 27, 2025 By: /s/ Tamria A. Zertuche Chief Executive Officer and President FERRELLGAS FINANCE CORP. Date: October 27, 2025 By: /s/ Tamria A. Zertuche Chief Executive Officer, President, and Sole Director

View Full Filing

View this 8-K filing on SEC EDGAR