EX-99.1 2 brhc20053092_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1
R Investor Presentation May 2023

Recipients of this presentation (each, a “Recipient”) should carefully review the offering memorandum relating to the offering of the notes described herein, including the risk factors in that offering memorandum, before making any investment decision. This presentation is not an offer to sell or the solicitation of an offer to buy any securities, nor will there be any sales of securities of AmeriGas Partners, L.P. (the “Partnership”) and AmeriGas Finance Corp. (collectively, the “Issuers”) or any of their respective subsidiaries in any jurisdiction in which the offer, solicitation or sale would be unlawful. The notes have not been and will not be registered under the Securities Act of 1933, as amended (the "Act"), or under any state securities laws. Accordingly, the notes described herein will be offered only to persons reasonably believed to be qualified institutional buyers as defined under Rule 144A under the Act or non-U.S. persons pursuant to Regulation S under the Act. Securities may not be offered or sold in the United States or to U.S. persons unless they are registered or exempt from registration under the Act. The Recipient acknowledges that the Issuers consider this presentation and all information contained herein to include confidential, sensitive and proprietary information and agrees that it shall use reasonable precautions in accordance with its established procedures to keep the presentation and all information contained herein confidential and shall not use any such information for any purpose other than evaluating the Issuers and the notes referred to in this presentation. This confidentiality undertaking is intended to be for the benefit of the Issuers and is enforceable by the Issuers. The information contained in this presentation (including forward-looking statements) are made as of the date of the presentation unless otherwise stated herein. They are subject to change without notice and neither the Issuers nor any other person is under any obligation to update or keep current the information contained in this document and neither the Issuers nor any other person intends to update or otherwise revise such information (including any forward looking statements) to reflect the occurrence of future events or developments even if any of the assumptions, judgments and estimates on which the information contained herein is based prove to be incorrect, made in error or become outdated. No representation or warranty, express or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or opinions contained herein, and any reliance you place on them will be at your sole risk. The Issuers, and their respective affiliates and advisors do not accept any liability whatsoever for any loss howsoever arising, directly or indirectly, from the use of this document or its contents, or otherwise a rising in connection with this document. This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this presentation that do not relate to matters of historical fact should be considered forward-looking statements. These forward-looking statements are based upon management's current expectations, estimates, assumptions and beliefs concerning future events and conditions and may discuss, among other things, anticipated future performance (including sales and earnings), expected growth, future business plans and costs and potential liability for environmental-related matters. Any statement that is not historical in nature is a forward-looking statement and may be identified by the use of words and phrases such as “expects,” “anticipates,” “believes,” “will,” “will likely result,” “will continue,” “plans to” and similar expressions. These statements include our belief regarding market conditions and growth rates, as well as general economic conditions. Readers are cautioned not to place undue reliance on forward-looking statements. By its very nature, forward-looking information involves numerous assumptions, risks and uncertainties, both general and specific. Should one or more of these risks and uncertainties materialize or should underlying assumptions prove incorrect, as many important factors are beyond our control, our actual performance and financial results may vary materially from those estimates and intentions contemplated, expressed or implied in the forward-looking information. Although we base these forward-looking statements on assumptions that we believe are reasonable when made, we caution you that forward-looking statements are not guarantees of future performance and that our actual results of operations, financial condition and liquidity, and the development of the industry in which we operate may differ materially from those made in or suggested by the forward-looking statements contained in this presentation. In addition, even if our results of operations, financial condition and liquidity, and the development of the industry in which we operate are consistent with the forward-looking statements contained in this presentation, those results or developments may not be indicative of results or developments in subsequent periods. The Partnership’s fiscal years end on September 30 of each year. Market data and industry information used throughout this presentation are based on management's knowledge of the industry and the good faith estimates of management. Management also relied, to the extent available, upon management's review of independent industry surveys and publications and other publicly available information prepared by a number of third party sources. All of the market data and industry information used in this presentation involves a number of assumptions and limitations, and you are cautioned not to give undue weight to such estimates. Although we believe that these sources are reliable, we cannot guarantee the accuracy or completeness of this information, and we have not independently verified this information. While we believe the estimated market position, market opportunity and market size information included in this Presentation are generally reliable, such information, which is derived in part from management's estimates and beliefs, is inherently uncertain and imprecise. No representations or warranties are made by the Issuers or any of their respective affiliates as to the accuracy of any such statements or projections. Projections, assumptions and estimates of our future performance and the future performance of the industry in which we operate are necessarily subject to a high degree of uncertainty and risk due to a variety of factors, including those described above. These and other factors could cause results to differ materially from those expressed in our estimates and beliefs and in the estimates prepared by independent parties. This presentation includes certain financial measures not presented in accordance with generally accepted accounting principles in the United States ("GAAP"), which are used by management as a supplemental measure, have certain limitations, and should not be construed as alternatives to financial measures determined in accordance with GAAP. The non-GAAP measures as defined by us may not be comparable to similar non-GAAP financial measures presented by other companies. Our presentation of such measures, which may include adjustments to exclude unusual or non-recurring items, should not be construed as an inference that our future results will be unaffected by other unusual or non-recurring items. A reconciliation to the most directly comparable GAAP measures is provided in the Appendix to this presentation. Disclaimer

R Business Overview

AmeriGas Propane1 at a Glance Operational Footprint Bulk Distribution ~1 million tanks with 120 – 1,200 gallon capacity National Accounts Utilizing scale to serve regional and national customers Cylinder Exchange Portable tanks for barbecues and outdoor heating Trailers Rail Cars ~870 Terminals Bobtail Trucks operated in US 2,500+ ~1,400 11 Retail Distribution Locations Transflow Units 21 ~680 Serve nearly 1.3 million customers in all 50 states The information on this page is as of September 30, 2022; Source: Company Financials | (1) “AmeriGas Propane” as used throughout this presentation refers to AmeriGas Partners, L.P. (“AmeriGas Partners”), AmeriGas Propane, Inc., AmeriGas Partners’ operating partnership, and their collective subsidiaries

AmeriGas Propane Overview Company Overview1 Sales Overview Customer Overview1 Largest retail propane distributor in the U.S.2 serving ~1.3 million residential, agricultural, wholesale and motor fuel customers in all 50 states from ~1,400 distribution locations UGI Corporation is the parent company In addition to direct propane delivery, AmeriGas Propane also sells propane through cylinder sales and home delivery AmeriGas Propane sells propane primarily to residential, commercial/industrial, motor fuel, agricultural and wholesale customers Retail customers account for ~85% of sales (based on gallons sold), wholesale customers ~15% No single customer represents more than 5% of consolidated revenues FY2022 Sales: $2.9B FY2022 Retail Gallons Sold: 888MM Revenue ($ in millions) Source: Company Financials, Moody’s, Fitch Ratings | (1) The information on this page is as of or for the year ended September 30, 2022, except as otherwise noted | (2) Based on the volume of propane gallons distributed annually

R Investment Highlights

Key Investment Highlights I II III IV V VI VII

Parent Support of AmeriGas1 I AmeriGas is an Important Portfolio Company for the Long-Term Strategic Growth of UGI Corporation The Global LPG Business is a Key Priority to UGI Corporation’s Commitment to Focus on 3-R Strategy2 and Long-Term Financial Commitments UGI Corporation’s Scale and Revenue Diversification Allows It to Maintain Strong Financial Position Through Portfolio Company Cycles (1) UGI Corporation will not be a guarantor of, or otherwise provide support for, the Notes. | (2) 3-R strategy which is to deliver reliable earnings growth, invest in renewables and re-balance our portfolio.

The majority of our contracts have pass-through structures which enable recovery over the long-term despite the potential for short-term lags in covering higher commodity cost. Formula-Based / Contract Floating Prices calculated based on the applicable index which moves with the LPG spot market. The primary indices are Mont Belvieu (U.S.) and Conway (U.S.) Stated Price / Market Price updated at the Company’s discretion based on commodity market changes Fixed Price / Contract Fixed Prices contractually established with customers Volume commitments are included in customer contracts AmeriGas utilizes a disciplined commodities hedging strategy to mitigate commodity price risk Hedging Strategy Well-Structured Customer Contracts II FY 2022 Contract Types by Volume The information on this page is as of September 30, 2022. Source: Company Financials

Areas of Focus Effective margin management Streamlined delivery channels Operational & commercial excellence Data analytics for customer retention, superior service and enhanced experience Reliable Margin Management III Source: Company Financials | (1) Adjusted Unit Margin per Gallon is a non-GAAP measure. See Appendix for reconciliation Adjusted Unit Margin per Gallon1

Leveraging our Operating Model to Drive Market Share and Earnings Growth IV FY2021 FY2022 Cumulative Business Transformation Benefits $ in Millions Process Efficiency Cost savings though economies of scale Operations centralized for scale, best practice and automation Selling Efficiency Simple, effective digital platform for customer self-service Sales channel development, e.g., cylinder vending machines and home delivery (Cynch) Transportation Efficiency Optimized routing/logistics Leveraging infrastructure for superior customer reach The AmeriGas Operating Model Provides the Opportunity to Potentially Achieve Ongoing Annual Savings of ~$150 Million+ Business Transformation Achievements Source: Company Financials

Long-Term Growth of Less Weather-Dependent Volumes V AmeriGas Cylinder Exchange (“ACE”) program continues to be an important element of the business and available at over 50,000 retail locations throughout the U.S.1 Growth Strategy Initiatives Grow the vending program at high turning locations via potential new customer targets Improve distribution effectiveness and efficiency that matches capacity to meet customer demand Enhance sourcing options for cylinders, valves and vending machines to reduce cost and improve speed to market Maximize efficiency and co-packing partner relationships for cylinder production Continued expansion of Cynch propane home delivery service available in over 20 cities The National Accounts program has contributed steady and consistent volume growth for AmeriGas National Accounts customers provide density and consistent year-round volumes to the business In recent years, meaningful volume growth has come from existing customer expansion Growth Strategy Initiatives Accelerate new dispenser installs and autogas conversion efforts as high diesel costs drive increased demand for propane vehicles Enhance sourcing options for forklift cylinders to reduce cost, meet customer expectations and improve speed to market Improve distribution effectiveness and efficiency that matches capacity to meet customer demand Strong Management Focus on Growing These Program Volumes for More Consistent Performance Cylinder Exchange Volume Growth National Accounts Volume Growth 3.2% Source: Company Financials | (1) As of September 30, 2022 6.0% Volume increase (CAGR FY2016-22) Volume increase (CAGR FY2016-22) 1 1

Long-Term Meaningful Free Cash Flow Generation VI Source: Company Financials | (1) Free Cash Flow is a non-GAAP measure. See Appendix for reconciliation Historical Free Cash Flow Generation1 Positive, Long-Term Impacts of Business Transformation Initiatives Despite Challenging Operating Environment, AmeriGas Has Generated Meaningful Free Cash Flow Centralized Operations Model to Drive Growth ~$1.5 billion of Free Cash Flow Generation1 since 2020 ($ in millions)

Experienced and Proven Management Team VII Name / Title Years of Experience Roger Perreault – President & CEO – UGI Corporation 25+ Sean O’Brien – CFO – UGI Corporation 25+ Paul Ladner – President – AmeriGas Propane 25+ Raymond Kaszuba – CFO – AmeriGas Propane 20+ Experienced and proven management team with strong track record of success

R Financial Overview

Commitment to Financial Discipline Parent support from UGI demonstrates that debt repayment is a priority1 Flexibility of distributions promotes emphasis on sound balance sheet Commitment to targeting long-term leverage ratio of 4.50x or less ~97% available borrowing capacity under the $600 million Revolving Credit Facility supports healthy liquidity profile Ability to fund maintenance capital expenditures with operating cash flow Focus on allocating capital only to projects and transactions that fit within our strategic framework AmeriGas is focused on maintaining a strong balance sheet and further enhancing the credit profile through prudent capital deployment       (1) UGI Corporation will not be a guarantor of, or otherwise provide support for, the Notes.

Historical Performance Revenue ($ in millions) ($ in millions) Adjusted EBITDA 1 Capital Expenditures Interest Coverage 2 Source: Company Financials | (1) Adjusted EBITDA is a non-GAAP measure. See Appendix for reconciliation | (2) Defined as Adjusted EBITDA / Interest Expense ($ in millions)

Historical Performance (cont’d) Adjusted Margin 1 ($ in millions) (in millions) Adjusted Unit Margin per Gallon 2 Total Volume Source: Company Financials | (1) Adjusted Margin is a non-GAAP measure. See Appendix for reconciliation | (2) Adjusted Unit Margin per Gallon is a non-GAAP measure. See Appendix for reconciliation | (3) Free Cash Flow is a non-GAAP measure. See Appendix for reconciliation Free Cash Flow 3 ($ in millions)

Summary Despite the temporary weather-related pressure, AmeriGas Propane is well positioned to deliver long-term earnings growth AmeriGas Propane is implementing a transformational shift in strategy and culture Significant investment in customer convenience through process redesign and leveraging technology Proven ability to manage unit margin, achieve operational efficiency and cost savings Leverage AmeriGas Propane’s scale and geographic and end-use diversity Tangible capital infusion demonstrates supportiveness of AmeriGas Propane’s credit profile from strong parent

R Q&A

R Appendix

UGI Corporation Overview 1,2 UGI Corporation is a distributor and marketer of energy products and services including natural gas, propane, butane and electricity 18 Countries 4 Diversified Business Segments Utilities Midstream & Marketing UGI International AmeriGas Propane 2nd largest regulated gas utility in Pennsylvania3 Largest regulated gas utility in West Virginia3 Utilities rate base CAGR of ~10% (FY22-26) Weather normalization rider at the PA gas utility Full suite of midstream services and gas marketing on 48 gas utility systems and 20 electric utility systems ~84% fee-based income Growing renewables platform LPG distribution in 17 countries in Europe Largest LPG distributor in France, Austria, Belgium, Denmark, Hungary, and Luxembourg Exiting non-core energy marketing business Largest retail LPG distributor in the US5 Broad geographic footprint serving all 50 states The information on this slide is as of September 30, 2022. Source: Company Financials | (1) UGI Corporation will not be a guarantor of, or otherwise provide support for, the Notes | (2) Does not include Corporate & Other | (3) Based on total customers | (4) Adjusted Diluted EPS is a non-GAAP measure. Please see Appendix for reconciliation | (5) Based on the volume of propane gallons distributed annually FY2022 Adjusted Diluted Earnings by Segment FY 2022 Business Mix 2,4 +2.5MM Customers ~10,000 Employees

Non-GAAP Reconciliations Source: Company Financials

Non-GAAP Reconciliations (cont’d) Source: Company Financials

UGI Corporation 1 – FY21 and FY22 Adjusted Diluted Earnings per Share Source: UGI Corporation Financials | (1) UGI Corporation will not be a guarantor of, or otherwise provide support for, the Notes | (2) Corporate & Other includes certain adjustments made to our reporting segments in arriving at net income attributable to UGI Corporation. These adjustments have been excluded from the segment results to align with the measure used by our Chief Operating Decision Maker in assessing segment performance and allocating resources