UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 30, 2013
AmeriGas Partners, L.P.
(Exact name of registrant as specified in its charter)
| Delaware | 1-13692 | 23-2787918 | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
| 460 No. Gulph Road, King of Prussia, Pennsylvania |
19406 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (610) 337-7000
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 9.01 | Financial Statements and Exhibits. |
(a) Financial Statements of Business Acquired
The Audited Combined Financial Statements of Heritage Operating, L.P. and Subsidiaries and Titan Energy Partners, L.P. and Subsidiaries as of December 31, 2011 and 2010, and for the years ended December 31, 2011, 2010 and 2009.
(b) Pro Forma Financial Information
The Unaudited Pro Forma Condensed Combined Financial Information of AmeriGas Partners, L.P. and subsidiaries for the year ended September 30, 2012.
(d) Exhibits
23.1 Consent of Grant Thornton LLP.
99.1 Audited Combined Financial Statements of Heritage Operating, L.P. and Subsidiaries and Titan Energy Partners, L.P. and Subsidiaries as of December 31, 2011 and 2010, and for the years ended December 31, 2011, 2010 and 2009.
99.2 Unaudited Pro Forma Condensed Combined Statement of Operations for the year ended September 30, 2012.
SIGNATURE
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.
Dated: January 30, 2013
| AmeriGas Partners, L.P. | ||
| By: John S. Iannarelli | ||
| By: | /s/ John S. Iannarelli | |
| Name: John S. Iannarelli | ||
| Title: Vice President—Finance and Chief | ||
| Financial Officer of AmeriGas | ||
| Propane, Inc., the general partner of | ||
| AmeriGas Partners, L.P. | ||
Exhibit Index
| Exhibit No. |
Description | |
| 23.1 | Consent of Grant Thornton LLP. | |
| 99.1 | Audited Combined Financial Statements of Heritage Operating, L.P. and Subsidiaries and Titan Energy Partners, L.P. and Subsidiaries as of December 31, 2011 and 2010, and for the years ended December 31, 2011, 2010 and 2009. | |
| 99.2 | Unaudited Pro Forma Condensed Combined Statement of Operations for the year ended September 30, 2012. | |