UGI Corp Enters Material Definitive Agreement
Ticker: UGI · Form: 8-K · Filed: Nov 19, 2024 · CIK: 884614
| Field | Detail |
|---|---|
| Company | Ugi CORP /Pa/ (UGI) |
| Form Type | 8-K |
| Filed Date | Nov 19, 2024 |
| Risk Level | medium |
| Pages | 4 |
| Reading Time | 5 min |
| Key Dollar Amounts | $50 million, $125 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-definitive-agreement, financial-obligation
Related Tickers: UGI
TL;DR
UGI Corp just signed a big financial deal, more details coming.
AI Summary
On November 14, 2024, UGI Corporation entered into a Material Definitive Agreement related to a financial obligation. The filing details the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant. Specific details regarding the agreement, including dollar amounts and parties involved, are expected to be further elaborated in the accompanying exhibits.
Why It Matters
This filing indicates a significant financial commitment or obligation for UGI Corporation, which could impact its financial standing and future operations.
Risk Assessment
Risk Level: medium — The entry into a material definitive agreement and creation of a financial obligation introduces potential financial risks that require further examination of the specific terms.
Key Players & Entities
- UGI Corporation (company) — Registrant
- November 14, 2024 (date) — Date of earliest event reported
- Pennsylvania (jurisdiction) — State of Incorporation
FAQ
What type of material definitive agreement did UGI Corporation enter into?
The filing states that UGI Corporation entered into a Material Definitive Agreement, but the specific nature of the agreement is detailed in the exhibits.
What is the nature of the financial obligation created?
The filing indicates the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant.
When was the earliest event reported in this 8-K filing?
The earliest event reported was on November 14, 2024.
What is UGI Corporation's state of incorporation?
UGI Corporation is incorporated in Pennsylvania.
Where are UGI Corporation's principal executive offices located?
UGI Corporation's principal executive offices are located at 500 North Gulph Road, King of Prussia, PA 19406.
Filing Stats: 1,247 words · 5 min read · ~4 pages · Grade level 14.3 · Accepted 2024-11-19 16:30:37
Key Financial Figures
- $50 million — ") relating to the private placement of $50 million aggregate principal amount of 5.24% Sen
- $125 million — er 30, 2029 (the "Series A Notes"), and $125 million aggregate principal amount of 5.52% Sen
Filing Documents
- ugi-20241114x8k.htm (8-K) — 41KB
- ugi-20241114xex4d1.htm (EX-4.1) — 569KB
- 0001558370-24-015855.txt ( ) — 821KB
- ugi-20241114.xsd (EX-101.SCH) — 4KB
- ugi-20241114_def.xml (EX-101.DEF) — 3KB
- ugi-20241114_lab.xml (EX-101.LAB) — 16KB
- ugi-20241114_pre.xml (EX-101.PRE) — 11KB
- ugi-20241114x8k_htm.xml (XML) — 5KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement. On November 14, 2024, UGI Utilities, Inc. ("UGI Utilities"), a wholly owned subsidiary of UGI Corporation (the "Company"), entered into a Note Purchase Agreement (the "Utilities Note Purchase Agreement") with certain persons (the "Utilities Note Purchasers") relating to the private placement of $50 million aggregate principal amount of 5.24% Senior Notes, Series A, with a maturity date of November 30, 2029 (the "Series A Notes"), and $125 million aggregate principal amount of 5.52% Senior Notes, Series B, with a maturity date of November 30, 2034 (the "Series B Notes," and together with the Series A Notes, the "Notes"). The private placement of the Notes is exempt from registration under the Securities Act of 1933, as amended. Funding of the Notes occurred on November 14, 2024. Interest payments on the Notes will be payable semiannually on May 30th and November 30th of each year. The Notes will be unsecured and unsubordinated obligations of UGI Utilities, ranking pari passu in all respects with UGI Utilities' existing and future unsecured and unsubordinated indebtedness. If any subsidiary guarantees or otherwise becomes liable for UGI Utilities' obligations under a primary credit facility, the subsidiary will provide a guaranty of payment of the Notes and compliance with the Utilities Note Purchase Agreement. Proceeds from the Notes will be used primarily to refinance indebtedness and for general corporate purposes. The pricing of the Notes occurred on October 31, 2024. The Utilities Note Purchase Agreement includes the usual and customary covenants for note purchase agreements of this type, including, among others, covenants relating to the maintenance of existence, payment of taxes when due, compliance with laws, maintenance of properties in good repair, compliance with the Office of Foreign Assets Control of the United States Department of the Treasury, maintenance of insurance, maintenance of books and re
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number: Description 4.1 Note Purchase Agreement dated November 14, 2024 by and among UGI Utilities, Inc. and the purchasers listed as signatories thereto. 104 Cover Page Interactive Data File (formatted as inline XBRL).
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. UGI Corporation November 19, 2024 By: /s/ Jessica A. Milner Name: Jessica A. Milner Title: Secretary