- AmeriGas Partners, L.P. and AmeriGas Finance Corp. Announce Results of Tender Offer for Any and All of Their Outstanding 5.750% Senior Notes Due 2027
May 18, 2026
VALLEY FORGE, Pa., May 18, 2026--(BUSINESS WIRE)--UGI Corporation (NYSE: UGI) announced today that its subsidiaries, AmeriGas Partners, L.P. ("AmeriGas Partners") and AmeriGas Finance Corp. (together with AmeriGas Partners, the "Offerors"), have received, as of 5:00 p.m., New York City time, on May 15, 2026 (the "Expiration Time"), tenders from holders of $468,471,000 in aggregate principal amount (excluding tenders through guaranteed delivery procedures), representing approximately 91.51%, of the Offerors’ 5.750% Senior Notes due 2027 (CUSIP: 030981 AL8) (the "2027 Notes"), in connection with its previously announced tender offer (the "Tender Offer"), which commenced on May 11, 2026 and is described in the Offer to Purchase, dated May 11, 2026, and the related Letter of Transmittal and Notice of Guaranteed Delivery (the "Offer Documents").
The Offerors’ obligation to accept for purchase, and to pay for, any 2027 Notes pursuant to the Tender Offer is subject to a number of conditions set forth in the Offer Documents, including the Offerors’ successful completion of one or more debt financing transactions, in an amount sufficient, together with cash previously received by AmeriGas Partners in connection with an equity contribution by its parent, originally funded by UGI International, LLC, a wholly owned indirect subsidiary of UGI Corporation, and cash on hand, to (i) fund the purchase of validly tendered 2027 Notes accepted for purchase in the Tender Offer, and the redemption of any such 2027 Notes remaining thereafter, (ii) fund the repurchase of up to $175 million aggregate principal amount of the Offerors’ 9.375% Senior Notes due 2028, (iii) repay $150 million in outstanding indebtedness under the intercompany loan between AmeriGas Partners and UGI International, LLC and (iv) pay all related fees and expenses associated with the foregoing.
Subject to the satisfaction or waiver of the conditions set forth in the Offer Documents, the settlement date for the 2027 Notes validly tendered (and not validly withdrawn) prior to the Expiration Time or pursuant to guaranteed delivery procedures and accepted for purchase in the Tender Offer is expected to occur on Wednesday, May 20, 2026 (the "Settlement Date"). 2027 Notes validly tendered (and not validly withdrawn) and accepted for purchase will receive total consideration of $1,011.18 for each $1,000 principal amount of the 2027 Notes tendered, plus accrued and unpaid interest up to, but excluding, the Settlement Date for such 2027 Notes accepted for purchase.
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Substantially concurrently with the commencement of the Tender Offer, the Offerors issued a conditional notice of full redemption to redeem any 2027 Notes not purchased in the Tender Offer and that remain outstanding pursuant to the indenture governing the 2027 Notes. Nothing in this announcement should be construed as a notice of redemption with respect to the 2027 Notes, as any redemption will be made pursuant to a notice of redemption in accordance with the indenture governing the 2027 Notes.
In connection with the Tender Offer, the Offerors have retained BNP Paribas Securities Corp. as the Dealer Manager. Questions regarding the Tender Offer should be directed to BNP Paribas Securities Corp. at dl.us.liability.management@us.bnpparibas.com Attn: Liability Management Group or by calling toll-free at 888-210-4358 or 212-841-3059 (collect). Requests for copies of the Offer Documents should be directed to D.F. King & Co., Inc., the Information Agent for the Tender Offer, at (800) 821-2712 (toll free) or 212-651-9295. These documents are also available at www.dfking.com/ugi.
This announcement is not an offer to purchase or a solicitation of an offer to sell with respect to any 2027 Notes. Any offer to purchase the 2027 Notes has been made by means of the Offer Documents. No offer to purchase will be made in any jurisdiction in which such an offer to purchase would be unlawful.
Cautionary Statements:
This press release contains "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, Section 27A of the Securities Act of 1933, as amended, and the U.S. Private Securities Litigation Reform Act of 1995, including statements regarding the Offerors’ intention to purchase any 2027 Notes or to engage in any debt financing transactions. Readers are cautioned not to place undue reliance on these forward-looking statements and any such forward-looking statements are qualified in their entirety by reference to the following cautionary statements. All forward-looking statements speak only as of the date of this press release and are based on current expectations and involve a number of assumptions, risks, and uncertainties that could cause the actual results to differ materially from such forward-looking statements. Readers are strongly encouraged to read the full cautionary statements contained in AmeriGas Partners’ most recent annual report and in UGI’s filings with the U.S. Securities and Exchange Commission, and in UGI’s and the Offerors’ other communications with investors. UGI and the Offerors disclaim any obligation to update or revise any forward-looking statements.
About AmeriGas Partners
AmeriGas Partners is the largest retail propane marketer in the United States, with approximately 800 million gallons of propane sold annually to over 1.0 million customers from approximately 1,390 locations as of September 30, 2025.
About UGI
UGI Corporation (NYSE: UGI) is a distributor and marketer of energy products and services in the US and Europe. UGI offers safe, reliable, affordable, and sustainable energy solutions to customers through its subsidiaries, which provide natural gas transmission and distribution, electric generation and distribution, midstream services, propane distribution, renewable natural gas generation, distribution and marketing, and energy marketing services.
View source version on businesswire.com: https://www.businesswire.com/news/home/20260518232837/en/
Contacts
INVESTOR RELATIONS 610-337-1000
Tameka Morris, ext. 6297
Arnab Mukherjee, ext. 7498
View Comments
- AmeriGas Partners, L.P. and AmeriGas Finance Corp. Announce Results of Tender Offer for Any and All of Their Outstanding 5.750% Senior Notes Due 2027
May 18, 2026 · businesswire.com
VALLEY FORGE, Pa.--(BUSINESS WIRE)--UGI Corporation (NYSE: UGI) announced today that its subsidiaries, AmeriGas Partners, L.P. (“AmeriGas Partners”) and AmeriGas Finance Corp. (together with AmeriGas Partners, the “Offerors”), have received, as of 5:00 p.m., New York City time, on May 15, 2026 (the “Expiration Time”), tenders from holders of $468,471,000 in aggregate principal amount (excluding tenders through guaranteed delivery procedures), representing approximately 91.51%, of the Offerors'.
- AMERIGAS PARTNERS, L.P. AND AMERIGAS FINANCE CORP. ANNOUNCE RESULTS OF TENDER OFFER FOR ANY AND ALL OF THEIR OUTSTANDING 5.750% SENIOR NOTES DUE 2027
May 18, 2026
VALLEY FORGE, PA.--(BUSINESS WIRE)--UGI CORPORATION (NYSE: UGI) ANNOUNCED TODAY THAT ITS SUBSIDIARIES, AMERIGAS PARTNERS, L.P. (“AMERIGAS PARTNERS”) AND AMERIGAS FINANCE CORP. (TOGETHER WITH AMERIGAS PARTNERS, THE “OFFERORS”), HAVE RECEIVED, AS OF 5:00 P.M., NEW YORK CITY TIME, ON MAY 15, 2026 (THE “EXPIRATION TIME”), TENDERS FROM HOLDERS OF $468,471,000 IN AGGREGATE PRINCIPAL AMOUNT (EXCLUDING TENDERS THROUGH GUARANTEED DELIVERY PROCEDURES), REPRESENTING APPROXIMATELY 91.51%, OF THE OFFERORS'.
- UGI International Prices Senior Notes Offering
May 13, 2026
VALLEY FORGE, Pa., May 13, 2026--(BUSINESS WIRE)--UGI Corporation ("UGI" or the "Company") (NYSE: UGI) announced today that its indirect, wholly owned subsidiary, UGI International, LLC ("UGI International"), priced its offering of €300,000,000 in aggregate principal amount of 5.000% senior notes due 2031 (the "Notes"). The Notes are being offered to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and to non-U.S. persons outside the United States in compliance with Regulation S under the Securities Act. The closing of the offering is expected to occur on or about May 21, 2026 and is subject to customary closing conditions.
The Notes will be fully and unconditionally guaranteed by certain subsidiaries of UGI International that guarantee UGI International’s obligations under its existing €300,000,000 senior unsecured term loan facility (the "Term Loan") and its existing €500,000,000 senior unsecured revolving credit facility (the "Revolving Credit Facility"), but will not be guaranteed by the Company.
UGI International intends to use the net proceeds of the issuance of the Notes to (i) repay short-term borrowings under the Revolving Credit Facility associated with the payment of a dividend to the Company, which was contributed to AmeriGas Partners, L.P., an indirect, wholly owned subsidiary of the Company ("AmeriGas"), and a portion of which the Company expects will be used by AmeriGas to repay an intercompany loan owed to UGI International, (ii) repay other amounts currently outstanding under the Revolving Credit Facility, (iii) partially prepay the Term Loan and (iv) pay fees and expenses related to the foregoing, and the remainder will be used for general corporate purposes.
The Notes offering is not conditioned upon the repayment of the intercompany loan by AmeriGas, and if UGI International does not receive some or all of the expected repayment amounts on the intercompany loan, UGI International would expect to decrease intended repayments of amounts under the Revolving Credit Facility and/or Term Loan accordingly.
The Notes and the related guarantees will not be registered under the Securities Act, or any state securities laws, and may not be offered or sold in the United States absent registration, except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.
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This announcement is neither an offer to sell nor a solicitation of an offer to buy the Notes, the guarantees or any other securities, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such an offer, solicitation or sale would be unlawful.
Cautionary Statement Concerning Forward-Looking Statements
This press release contains statements, estimates, and projections that are forward-looking statements (as defined in Section 21E of the U.S. Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act), including statements regarding the expected closing date of the offering and the intended use of proceeds from the offering of the Notes. Such statements use forward-looking words such as "believe," "plan," "anticipate," "continue," "estimate," "expect," "may," "intend" or other similar words and terms of similar meaning, although not all forward-looking statements contain such words. These statements discuss plans, strategies, events or developments that we expect or anticipate will or may occur in the future. Management believes that these are reasonable as of today’s date only. Actual results may differ significantly because of risks and uncertainties that are difficult to predict and many of which are beyond management’s control; accordingly, there is no assurance that results will be realized. You should read the Company’s most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q for a more extensive list of factors that could affect results. The Company undertakes no obligation (and expressly disclaims any obligation) to update publicly any forward-looking statement, whether as a result of new information or future events, except as required by the federal securities laws.
About UGI
UGI Corporation (NYSE: UGI) is a distributor and marketer of energy products and services in the U.S. and Europe. UGI offers safe, reliable, affordable and sustainable energy solutions to customers through its subsidiaries, which provide natural gas transmission and distribution, electric generation and distribution, midstream services, propane distribution, renewable natural gas generation, distribution and marketing and energy marketing services.
View source version on businesswire.com: https://www.businesswire.com/news/home/20260513817577/en/
Contacts
INVESTOR RELATIONS
610-337-1000
Tameka Morris, ext. 6297
Arnab Mukherjee, ext. 7498
View Comments
- UGI International Prices Senior Notes Offering
May 13, 2026 · gurufocus.com
UGI Corporation (âUGIâ or the âCompanyâ) (NYSE: [url="]UGI[/url]) announced today that its indirect, wholly owned subsidiary, UGI International, LLC (â
- UGI International Prices Senior Notes Offering
May 13, 2026 · businesswire.com
VALLEY FORGE, Pa.--(BUSINESS WIRE)--UGI Corporation (“UGI” or the “Company”) (NYSE: UGI) announced today that its indirect, wholly owned subsidiary, UGI International, LLC (“UGI International”), priced its offering of €300,000,000 in aggregate principal amount of 5.000% senior notes due 2031 (the “Notes”). The Notes are being offered to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the U.S. Securities Act of 1933, as amended (the “Securities Act”),.
- UGI INTERNATIONAL PRICES SENIOR NOTES OFFERING
May 13, 2026
VALLEY FORGE, PA.--(BUSINESS WIRE)--UGI CORPORATION (“UGI” OR THE “COMPANY”) (NYSE: UGI) ANNOUNCED TODAY THAT ITS INDIRECT, WHOLLY OWNED SUBSIDIARY, UGI INTERNATIONAL, LLC (“UGI INTERNATIONAL”), PRICED ITS OFFERING OF €300,000,000 IN AGGREGATE PRINCIPAL AMOUNT OF 5.000% SENIOR NOTES DUE 2031 (THE “NOTES”). THE NOTES ARE BEING OFFERED TO PERSONS REASONABLY BELIEVED TO BE QUALIFIED INSTITUTIONAL BUYERS PURSUANT TO RULE 144A UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”),.
- Stabilization Notice -- Pre Stab UGI International LLC
May 13, 2026 · globenewswire.com
[13/05/2026] Not for distribution, directly or indirectly, in or into the United States or any jurisdiction in which such distribution would be unlawful. [UGI International LLC] Pre-stabilisation Period Announcement BNP Paribas (contact: Stanford Hartman telephone: 0207 595 8222 hereby gives notice, as Stabilisation Coordinator, that the Stabilisation Manager(s) named below may stabilise the offer of the following securities in accordance with Commission Delegated Regulation EU/2016/1052 under the Market Abuse Regulation (EU/596/2014).
- STABILIZATION NOTICE -- PRE STAB UGI INTERNATIONAL LLC
May 13, 2026
[13/05/2026] NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OR ANY JURISDICTION IN WHICH SUCH DISTRIBUTION WOULD BE UNLAWFUL. [UGI INTERNATIONAL LLC] PRE-STABILISATION PERIOD ANNOUNCEMENT BNP PARIBAS (CONTACT: STANFORD HARTMAN TELEPHONE: 0207 595 8222 HEREBY GIVES NOTICE, AS STABILISATION COORDINATOR, THAT THE STABILISATION MANAGER(S) NAMED BELOW MAY STABILISE THE OFFER OF THE FOLLOWING SECURITIES IN ACCORDANCE WITH COMMISSION DELEGATED REGULATION EU/2016/1052 UNDER THE MARKET ABUSE REGULATION (EU/596/2014).
- Is UGI’s (UGI) Refinancing Drive Quietly Redefining Its Long-Term Capital Allocation Playbook?
May 13, 2026
UGI Corporation, through its subsidiaries, recently completed a US$500 million offering of 6.875% senior notes due 2031 and affirmed a quarterly dividend of US$0.3750 per share following second-quarter results showing slightly higher revenue and net income versus a year earlier. The new notes, alongside concurrent tender offers for existing 2027 and 2028 senior notes and UGI International’s planned €300 million issuance, signal a broad refinancing push aimed at reshaping the group’s debt profile and funding flexibility. We’ll now examine how UGI’s large-scale refinancing, particularly the US$500 million senior notes issue, may influence its investment narrative.
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UGI Investment Narrative Recap
To own UGI, you need to believe in a steady transition toward more regulated and infrastructure-like earnings, even as legacy LPG and propane markets face structural pressure. The recent US$500 million 6.875% senior notes due 2031, and related tenders, mainly reshape maturities and near term debt mix rather than the core near term catalyst, which still centers on execution in utilities and midstream. The biggest current risk remains that fossil-fuel volume erosion and cost inflation squeeze margins faster than UGI can offset them.
The most relevant recent announcement here is the reaffirmed quarterly dividend of US$0.3750 per share, coming alongside slightly higher Q2 revenue and net income versus a year earlier. For income focused investors, the combination of an ongoing dividend and an active refinancing push ties directly into the central catalyst of improving earnings quality through regulated assets and infrastructure, while also underscoring the tension between maintaining payouts and managing leverage in the face of structural demand headwinds.
Yet investors should be aware of how persistent LPG volume declines and customer shifts away from fossil fuels could eventually pressure both earnings resilience and that long-standing dividend...
Read the full narrative on UGI (it's free!)
UGI's narrative projects $8.1 billion revenue and $826.4 million earnings by 2029. This requires 3.3% yearly revenue growth and about a $226 million earnings increase from $600.0 million today.
Uncover how UGI's forecasts yield a $44.50 fair value, a 35% upside to its current price.
Exploring Other PerspectivesUGI 1-Year Stock Price Chart
Four Simply Wall St Community valuations span roughly US$19.28 to US$44.50 per share, highlighting how differently individual investors view UGI’s prospects. When you set those views against UGI’s ongoing refinancing and the risk that fossil-fuel demand erosion outpaces efficiency gains, it becomes even more important to weigh several independent perspectives before deciding how this stock fits into your portfolio.
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Explore 4 other fair value estimates on UGI - why the stock might be worth as much as 35% more than the current price!
Form Your Own Verdict
Disagree with existing narratives? Extraordinary investment returns rarely come from following the herd, so go with your instincts.
A great starting point for your UGI research is our analysis highlighting 5 key rewards and 2 important warning signs that could impact your investment decision. Our free UGI research report provides a comprehensive fundamental analysis summarized in a single visual - the Snowflake - making it easy to evaluate UGI's overall financial health at a glance.
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This article by Simply Wall St is general in nature. We provide commentary based on historical data and analyst forecasts only using an unbiased methodology and our articles are not intended to be financial advice. It does not constitute a recommendation to buy or sell any stock, and does not take account of your objectives, or your financial situation. We aim to bring you long-term focused analysis driven by fundamental data. Note that our analysis may not factor in the latest price-sensitive company announcements or qualitative material. Simply Wall St has no position in any stocks mentioned.
Companies discussed in this article include UGI.
Have feedback on this article? Concerned about the content? Get in touch with us directly. Alternatively, email editorial-team@simplywallst.com
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