UGI CORP /PA/
For the period ended Jun 30, 2026. Filed Aug 6, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-07.
0000884614-26-000022
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-06.
0000884614-26-000052
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 167 previous paragraphs and 163 current paragraphs.
67 unchanged; 79 reworded; 16 added; 16 removed; 5 previous and 1 current paragraphs rearranged.
Tables are not compared: 13 previous and 13 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (16)
Current report
Net loss attributable to UGI Corporation for the 2026 three-month period also includes (1) a loss on extinguishments of debt of $11, primarily at AmeriGas Propane; (2) a $5 net loss on disposals of certain non-core assets from our LPG business at UGI International; and (3) restructuring costs of $4 largely attributable to a reduction in workforce and related costs.
Current report
Net loss attributable to UGI Corporation for the 2025 three-month period also includes (1) a $53 loss on disposals of certain non-core assets from our global LPG business; and (2) a loss on extinguishments of debt of $8, primarily at AmeriGas Propane.
Current report
AmeriGas Propane’s adjusted net income attributable to UGI Corporation decreased $99, from adjusted net income in the 2025 three-month period to an adjusted net loss in the 2026 three-month period. The decrease principally reflects a lower income tax benefit in the current period; the segment’s earnings before interest expense and income taxes declined $25 over the same period, with the balance of the change attributable to income taxes.
Current report
2026 nine-month period compared with 2025 nine-month period
Current report
Net income attributable to UGI Corporation for the 2026 nine-month period also includes (1) a $41 net loss on disposals of certain non-core assets from our LPG business at UGI International; (2) a loss on extinguishments of debt of $11, primarily at AmeriGas Propane; and (3) restructuring costs of $4 largely attributable to a reduction in workforce and related costs.
Current report
Net income attributable to UGI Corporation for the 2025 nine-month period also includes (1) a $53 loss on disposals of certain non-core assets from our global LPG business; and (2) a loss on extinguishments of debt of $8, primarily at AmeriGas Propane.
Current report
UGI International earnings before interest expense and income taxes decreased $2 during the 2026 three-month period, reflecting the lower operating income ($2).
Current report
Average temperatures during the 2026 three-month period were 1.9% colder than normal and comparable to the prior-year period. Total retail gallons sold decreased 10% during the 2026 three-month period primarily reflecting continuing customer attrition and the sale of our LPG operations in Hawaii. While weather during the 2026 three-month period was comparable to the prior-year period, the timing of warmer weather early in the quarter reduced volumes and total margin relative to the prior-year period.
Current report
AmeriGas Propane operating loss increased $25 during the 2026 three-month period, primarily representing the decrease in total margin ($26). Operating and administrative expenses were comparable to the prior-year period as higher compensation expenses were substantially offset by lower vehicle expenses.
Current report
AmeriGas Propane loss before interest expense and income taxes increased $25 during the 2026 three-month period, representing the increase in operating loss ($25).
Current report
2026 Nine-Month Period Compared with the 2025 Nine-Month Period
Current report
AmeriGas Partners Senior Notes. In May 2026, AmeriGas Partners and AmeriGas Finance Corp. issued $500 aggregate principal amount of 6.875% Senior Notes due June 2031. The net proceeds from the issuance of the 6.875% Senior Notes, together with cash on hand and a $300 equity contribution from UGI, funded through a dividend from UGI International, LLC, were used to (1) repay in full the $512 outstanding principal balance of the 5.750% Senior Notes, due May 2027, pursuant to a tender offer and notice of redemption, plus tender and make-whole premiums and accrued and unpaid interest; (2) repurchase $175 aggregate principal amount of the 9.375% Senior Notes, due June 2028, pursuant to a tender offer, plus tender premiums and accrued and unpaid interest, resulting in $318 aggregate principal amount of 9.375% Senior Notes outstanding as of June 30, 2026; (3) repay in full the $150 outstanding borrowings of the intercompany loan with UGI International, plus accrued and unpaid interest; and (4) pay related fees and expenses.
Current report
UGI International Senior Notes. In May 2026, UGI International, LLC issued €300 aggregate principal amount of 5.00% Senior Notes due June 2031.The net proceeds from the issuance of the 5.00% Senior Notes, together with the $150 intercompany loan repayment received from AmeriGas Partners, were used to (1) prepay €70 aggregate principal amount of the Term Loan, due March 2028, plus accrued and unpaid interest, resulting in €230 aggregate principal amount of the Term Loan outstanding as of June 30, 2026; (2) pay related fees and expenses; (3) reduce short-term borrowings; and (4) fund general corporate purposes.
Current report
In June 2026, UGI Utilities repaid the $100 outstanding principal balance of the 2.95% Senior Notes due June 2026 upon maturity.
Current report
Energy Services Term Loan Credit Agreement. In June 2026, Energy Services entered into the fourth amendment to the Energy Services Term Loan Credit Agreement. The Energy Services Term Loan Credit Agreement, as amended, provides, among other items, that the applicable margin shall be 2.00% per annum for Term SOFR loans and 1.00% per annum for base rate loans. All other significant terms of the term loan credit agreement remain unchanged.
Current report
On July 31, 2026, WV Gas Utility submitted its 2026 IREP filing to the WVPSC requesting recovery of $14, an increase of $9, for costs associated with capital investments after September 30, 2025, that total $180, including $83 in calendar year 2027. The filing included capital investments totaling $475 over the 2027 - 2031 period. An order from the WVPSC is expected in December with new rates effective January 1, 2027.
Removed paragraphs (16)
Previous report
Net income attributable to UGI Corporation for the 2026 three-month period also includes a $62 net loss on disposals of certain non-core assets from our LPG business at UGI International.
Previous report
AmeriGas Propane’s adjusted net income attributable to UGI Corporation increased $60 in the 2026 three-month period, primarily attributable to lower income taxes.
Previous report
2026 six-month period compared with 2025 six-month period
Previous report
Net income attributable to UGI Corporation for the 2026 six-month period also includes a $36 net loss on disposals of certain non-core assets from our LPG business at UGI International.
Previous report
UGI International
Previous report
Average temperatures during the 2026 three-month period were 2.4% warmer than normal and 4.8% warmer than the prior-year period. Total retail gallons sold decreased 5% during the 2026 three-month period primarily due to the impact from the warmer weather and continuing customer attrition.
Previous report
AmeriGas Propane operating income increased $2 during the 2026 three-month period as the increase in total margin ($2) and lower depreciation and amortization expense ($4) were partially offset by higher operating and administrative expenses ($2) and slightly lower gains on asset sales. Operating and administrative expenses increased primarily reflecting higher compensation expenses and advertising expenses.
Previous report
2026 Six-Month Period Compared with the 2025 Six-Month Period
Previous report
UGI International
Previous report
As of March 31, 2026, “Current maturities of long-term debt” on the Condensed Consolidated Balance Sheet principally comprises (1) $100 outstanding principal balance of the UGI Utilities, 2.95% Senior Notes, due June 2026; and (2) $700 outstanding principal balance of the UGI Corporation Senior Notes due in 2028 which became eligible for early conversion requests from April 1, 2026 through June 30, 2026. The Company cannot predict whether noteholders will elect to convert during the conversion period. To-date, no noteholders have elected to convert their notes. As of March 31, 2026, the Company had $151 of unused borrowing capacity under its existing $475 revolving credit facility and access to additional liquidity via subsidiaries to fund any cash consideration, if needed, in the event of early conversion by noteholders. In addition, the Company has a $300 revolving credit facility, the borrowings of which, if any, can be used solely to fund the cash consideration in the event of conversion by noteholders. This credit facility is scheduled to expire in August 2026, and the Company has the option, subject to meeting certain conditions, to convert and extend the credit facility borrowings into a one year term loan. See “Significant Financing Activities” below and Note 8 to Condensed Consolidated Financial Statements for further information.
Previous report
(a) Represents the elimination of the intersegment loan between UGI International to AmeriGas Partners.
Previous report
UGI Corporation Senior Notes. The Company has $700 aggregate principal amount of outstanding 5.00% UGI Corporation Senior Notes due June 2028. The UGI Corporation Senior Notes are convertible subject to the occurrence of certain events and circumstances.
Previous report
As of March 31, 2026, an early conversion condition associated with the market price of the Company’s common stock was met. Accordingly, pursuant to the indenture, the UGI Corporation Senior Notes are convertible at the option of the noteholders, in whole or in part, from April 1, 2026 through June 30, 2026.
Previous report
Because the Company must pay noteholders cash up to the aggregate principal amount and noteholders can convert at their sole election beginning April 1, 2026 through June 30, 2026, the Company classified the entire $700 principal amount (net of unamortized debt issuance costs of $10) of the UGI Corporation Senior Notes in "Current maturities of long-term debt" on the March 31, 2026 Condensed Consolidated Balance Sheet.
Previous report
Whether the UGI Corporation Senior Notes will become convertible in subsequent periods after June 30, 2026 will depend on the future occurrence of early conversion conditions. If none of the conversion conditions are met in future quarters, the UGI Corporation Senior Notes will revert to classification as "Long-term debt" on the Condensed Consolidated Balance Sheet.
Previous report
The Company cannot predict whether noteholders will elect to convert during the conversion period ending June 30, 2026. Whether noteholders elect to convert will depend on various factors including market conditions and the secondary market trading price of the UGI Corporation Senior Notes relative to the value of early conversion. Historically, the secondary market trading price has exhibited a premium over the value of early conversion, indicating economic value to not requesting an early conversion. The Company cannot predict if these conditions will continue. As described in the Company's 2025 Annual Report, the Company has a $300 revolving credit facility, the borrowings of which, if any, can be used solely to fund the cash consideration in the event of conversion by noteholders. In addition, the Company has $151 of unused borrowing capacity under its existing $475 revolving credit facility and access to additional liquidity via subsidiaries to fund any additional cash consideration, if needed, in the event of early conversion by noteholders. To-date, no noteholders have elected to convert their notes.
Reworded paragraphs (79)
Previous wording
The following analyses compare the Company’s results of operations for the 2026 three-month period with the 2025 three-month period and the 2026 six-month period with the 2025 six-month period. Our analysis of results of operations should be read in conjunction with the segment information included in Note 13 to Condensed Consolidated Financial Statements.
Current wording
The following analyses compare the Company’s results of operations for the 2026 three-month period with the 2025 three-month period and the 2026 nine-month period with the 2025 nine-month period. Our analysis of results of operations should be read in conjunction with the segment information included in Note 13 to Condensed Consolidated Financial Statements.
Previous wording
In April 2026, UGI Utilities entered into a definitive agreement to divest its Electric Utility for a sale price of $470, subject to changes in working capital and other adjustments. The transaction includes the sale of approximately 2,700 miles of transmission and distribution lines and 14 substations in Pennsylvania’s Luzerne and Wyoming counties. The Company expects to recognize a gain upon closing, which is expected in the second quarter of Fiscal 2027, subject to customary closing conditions and applicable regulatory approvals.
Current wording
In April 2026, UGI Utilities entered into a definitive agreement to divest its Electric Utility for a sale price of $470, subject to changes in working capital and other adjustments. The transaction includes the sale of approximately 2,700 miles of transmission and distribution lines and 14 substations in Pennsylvania’s Luzerne and Wyoming counties. At June 30, 2026, the Electric Utility’s assets and liabilities were classified as held for sale and included in “Held for sale assets” and “Held for sale liabilities”, respectively, on the Condensed Consolidated Balance Sheet. The Company expects to recognize a gain upon closing, which is expected in the second quarter of Fiscal 2027, subject to customary closing conditions and applicable regulatory approvals.
Previous wording
As part of the Company’s ongoing global LPG business portfolio optimization efforts, the Company is strategically divesting operations in non-core markets to focus resources where it can achieve superior operational results and deliver enhanced customer value.
Current wording
As part of the Company’s global LPG business portfolio optimization efforts, the Company has strategically divested operations in non-core markets to focus resources where it can achieve superior operational results and deliver enhanced customer value.
Previous wording
In January 2026, UGI International, through a wholly-owned subsidiary, entered into a definitive agreement to divest its LPG distribution businesses in Czech Republic, Hungary, Poland and Slovakia. Accordingly, the assets and liabilities associated with these businesses, primarily comprised of long-lived assets and goodwill allocated to the disposal group, qualified as held for sale and were reflected as “Held for sale assets” and “Held for sale liabilities”, respectively, on the Condensed Consolidated Balance Sheet at March 31, 2026. For the three months ended March 31, 2026, the Company recognized a non-cash pre-tax impairment charge of $64 to record such assets at estimated fair value less costs to sell. The transaction is subject to customary closing conditions and is expected to be finalized by the third quarter of Fiscal 2026.
Current wording
UGI International. In January 2026, UGI International, through a wholly-owned subsidiary, entered into a definitive agreement to divest its LPG distribution businesses in Czech Republic, Hungary, Poland, and Slovakia. The sale was completed in May 2026, subject to customary post-closing working capital adjustments. During the second quarter of Fiscal 2026, the Company classified the assets and liabilities associated with these businesses, primarily comprised of long-lived assets and goodwill allocated to the disposal group, as held for sale and recognized a non-cash, pre-tax impairment charge of $64 to record such assets at estimated fair value less costs to sell. During the third quarter of Fiscal 2026, in conjunction with the completion of the sale, the Company recognized an incremental loss on disposal of $7, resulting in a total loss of $71 for the nine months ended June 30, 2026.
Previous wording
UGI International. In February 2026, UGI International, through a wholly-owned subsidiary, completed the sale of its LPG business in Romania, subject to customary post-closing working capital adjustments. For the three months ended March 31, 2026, the Company recognized a pre-tax loss on sale of $2.
Current wording
In February 2026, UGI International, through a wholly-owned subsidiary, completed the sale of its LPG business in Romania. For the nine months ended June 30, 2026, the Company recognized a pre-tax loss on sale of $2.
Previous wording
In November 2025, UGI International, through a wholly-owned subsidiary, completed the sale of Flaga, its LPG distribution business in Austria. For the three and six months ended March 31, 2026, the Company recognized pre-tax gains on the sale of $4 and $29, respectively.
Current wording
In November 2025, UGI International, through a wholly-owned subsidiary, completed the sale of Flaga, its LPG distribution business in Austria. For the nine months ended June 30, 2026, the Company recognized a pre-tax gain on the sale of $29.
Previous wording
In October 2025, UGI International, through a wholly-owned subsidiary, completed the sale of its cylinder business in the United Kingdom. For the six months ended March 31, 2026, the Company recognized a pre-tax gain on the sale of $2.
Current wording
In October 2025, UGI International, through a wholly-owned subsidiary, completed the sale of its cylinder business in the United Kingdom. For the nine months ended June 30, 2026, the Company recognized a pre-tax gain on the sale of $2.
Previous wording
Net income attributable to UGI Corporation for the 2026 three-month period was $520 (equal to $2.33 per diluted share) compared to $479 (equal to $2.19 per diluted share) for the 2025 three-month period. These results include net gains (losses) from changes in unrealized commodity derivative instruments and certain foreign currency derivative instruments of $116 and $(5) during the 2026 and 2025 three-month periods, respectively.
Current wording
Net loss attributable to UGI Corporation for the 2026 three-month period was $133 (equal to $0.62 loss per diluted share) compared to $163 (equal to $0.76 loss per diluted share) for the 2025 three-month period. These results include net losses from changes in unrealized commodity derivative instruments and certain foreign currency derivative instruments of $70 and $99 during the 2026 and 2025 three-month periods, respectively.
Previous wording
Adjusted net income attributable to UGI Corporation for the 2026 three-month period was $466 (equal to $2.09 per diluted share) compared to $484 (equal to $2.21 per diluted share) for the 2025 three-month period. The decrease in adjusted net income attributable to UGI Corporation during the 2026 three-month period reflects lower earnings contributions from our Midstream & Marketing segment, partially offset by higher earnings contributions from the AmeriGas Propane, UGI International and Utilities segments. During the 2026 three-month period, temperatures in our Utilities and Midstream & Marketing segments were colder than the prior-year period.
Current wording
Adjusted net loss attributable to UGI Corporation for the 2026 three-month period was $43 (equal to $0.20 loss per diluted share) compared to $3 (equal to $0.01 loss per diluted share) for the 2025 three-month period. The increase in adjusted net loss attributable to UGI Corporation during the 2026 three-month period reflects lower earnings contributions from our AmeriGas Propane, UGI International and Midstream & Marketing segments, partially offset by higher earnings contributions from the Utilities segment. During the 2026 three-month period, temperatures in our Utilities segment were colder than the prior-year period.
Previous wording
Utilities’ adjusted net income attributable to UGI Corporation increased $5 in the 2026 three-month period compared to the prior-year period, primarily attributable to higher total margin, partially offset by higher operating and administration expenses.
Current wording
Utilities’ adjusted net income attributable to UGI Corporation increased $4 in the 2026 three-month period compared to the prior-year period, primarily attributable to higher total margin.
Previous wording
Midstream & Marketing’s adjusted net income attributable to UGI Corporation decreased $41 in the 2026 three-month period, primarily attributable to higher income tax expenses, reflecting lower investment tax credits in the 2026 three-month period.
Current wording
Midstream & Marketing’s adjusted net income attributable to UGI Corporation decreased $7 in the 2026 three-month period, primarily attributable to higher income tax expenses, reflecting lower investment tax credits in the 2026 three-month period, partially offset by higher total margin.
Previous wording
UGI International’s adjusted net income attributable to UGI Corporation increased $10 in the 2026 three-month period, reflecting lower income tax expenses, partially offset by higher realized losses on foreign currency contracts.
Current wording
UGI International’s adjusted net income attributable to UGI Corporation decreased $18 in the 2026 three-month period, reflecting higher income tax expenses and, to a lesser extent, lower total margin.
Previous wording
Net income attributable to UGI Corporation for the 2026 six-month period was $817 (equal to $3.68 per diluted share) compared to $854 (equal to $3.93 per diluted share) for the 2025 six-month period. These results include net gains from changes in unrealized commodity derivative instruments and certain foreign currency derivative instruments of $108 and $75 during the 2026 and 2025 six-month periods, respectively.
Current wording
Net income attributable to UGI Corporation for the 2026 nine-month period was $684 (equal to $3.08 per diluted share) compared to $691 (equal to $3.16 per diluted share) for the 2025 nine-month period. These results include net gains (losses) from changes in unrealized commodity derivative instruments and certain foreign currency derivative instruments of $38 and $(24) during the 2026 and 2025 nine-month periods, respectively.
Previous wording
Adjusted net income attributable to UGI Corporation for the 2026 six-month period was $745 (equal to $3.35 per diluted share) compared to $779 (equal to $3.58 per diluted share) for the 2025 six-month period. The decrease in adjusted net income attributable to UGI Corporation for the 2026 six-month period reflects lower earnings contributions from our Midstream & Marketing segment, partially offset by higher earnings contributions from the Utilities, UGI International and AmeriGas Propane segments. In addition, the decrease in adjusted net income during the 2026 six-month period also reflects higher income tax expenses primarily related to a decrease in investment tax credits in our Midstream & Marketing segment. During the 2026 six-month period, temperatures in all of our segments, with the exception of our UGI International segment, were colder than the prior-year period.
Current wording
Adjusted net income attributable to UGI Corporation for the 2026 nine-month period was $702 (equal to $3.17 per diluted share) compared to $776 (equal to $3.55 per diluted share) for the 2025 nine-month period. The decrease in adjusted net income attributable to UGI Corporation for the 2026 nine-month period reflects lower earnings contributions from our Midstream & Marketing and UGI International segments, partially offset by higher earnings contributions from the AmeriGas Propane and Utilities segments. In addition, the decrease in adjusted net income during the 2026 nine-month period also reflects higher income tax expenses primarily related to a decrease in investment tax credits in our Midstream & Marketing segment. During the 2026 nine-month period, temperatures in our Utilities and Midstream & Marketing segments were colder than the prior-year period.
Previous wording
Utilities’ adjusted net income attributable to UGI Corporation increased $14 during the 2026 six-month period. The increase was largely attributable to higher total margin, partially offset by higher operating and administrative expenses.
Current wording
Utilities’ adjusted net income attributable to UGI Corporation increased $18 during the 2026 nine-month period. The increase was largely attributable to higher total margin, partially offset by higher operating and administrative expenses.
Previous wording
Midstream & Marketing’s adjusted net income attributable to UGI Corporation decreased $69 during the 2026 six-month period, primarily attributable to higher income tax expenses.
Current wording
Midstream & Marketing’s adjusted net income attributable to UGI Corporation decreased $76 during the 2026 nine-month period, primarily attributable to higher income tax expenses and higher operating and administrative expenses, partially offset by higher total margin.
Previous wording
UGI International’s adjusted net income attributable to UGI Corporation increased $13 during the 2026 six-month period. The increase is mainly attributable to higher total margin and lower income tax expenses, partially offset by higher realized losses on foreign currency contracts.
Current wording
UGI International’s adjusted net income attributable to UGI Corporation decreased $5 during the 2026 nine-month period. The decrease is mainly attributable to higher realized losses on foreign currency contracts, partially offset by higher total margin.
Previous wording
AmeriGas Propane’s adjusted net income attributable to UGI Corporation increased $130 during the 2026 six-month period, primarily reflecting significantly lower income tax expenses, partially offset by higher operating and administrative expenses.
Current wording
AmeriGas Propane’s adjusted net income attributable to UGI Corporation increased $31 during the 2026 nine-month period, primarily reflecting significantly lower income tax expenses. This increase was achieved despite a $25 decline in earnings before interest expense and income taxes, and reflects lower total margin and higher operating and administrative expenses.
Previous wording
(a)Total margin represents revenues less cost of sales and revenue-related taxes (i.e., gross receipts and business and occupation taxes) of $19 and $17 during the 2026 and 2025 six-month periods, respectively. For financial statement purposes, revenue-related taxes are included in “Operating and administrative expenses” on the Condensed Consolidated Statements of Income (but are excluded from operating and administrative expenses presented above).
Current wording
(a)Total margin represents revenues less cost of sales and revenue-related taxes (i.e., gross receipts and business and occupation taxes) of $4 each during the 2026 and 2025 three-month periods. For financial statement purposes, revenue-related taxes are included in “Operating and administrative expenses” on the Condensed Consolidated Statements of Income (but are excluded from operating and administrative expenses presented above).
Previous wording
Temperatures in Gas Utility’s service territories during the 2026 three-month period were 7.1% colder than normal and 4.1% colder than the prior-year period. Notwithstanding the colder weather, Gas Utility core market volumes and Total Gas Utility volume were comparable to the prior-year period. The increase in Electric Utility distribution sales volumes is primarily attributable to colder weather in the Electric Utility’s service territories.
Current wording
Temperatures in Gas Utility’s service territories during the 2026 three-month period were 4.1% warmer than normal and 5.6% colder than the prior-year period. Notwithstanding the colder weather, Gas Utility core market volumes were comparable to the prior-year period. Total Gas Utility volume decreased 11% during the 2026 three-month period, reflecting lower large firm delivery service volumes. Electric Utility distribution sales volumes were comparable to the prior-year period.
Previous wording
Utilities revenues increased $107 during the 2026 three-month period, primarily reflecting higher Gas Utility revenues ($104). The increase in Gas Utility revenues was largely attributable to higher PGC and PGA rates, the increase in the PA Gas Utility base rates, effective October 2025 and higher off-system sales. These increases were partially offset by the effects of the weather normalization adjustments. The increase in Electric Utility revenues ($3) in the 2026 three-month period is principally attributable to the higher DS rates and higher sales volumes.
Current wording
Utilities revenues increased $15 during the 2026 three-month period, primarily reflecting higher Gas Utility revenues ($14). The increase in Gas Utility revenues was largely attributable to the increase in the PA Gas Utility base rates, effective October 2025, and higher PGC and PGA rates, largely offset by lower off-system sales. Electric Utility revenues were comparable to the prior-year period.
Previous wording
Utilities cost of sales increased $84 during the 2026 three-month period, primarily reflecting higher Gas Utility cost of sales ($82). The increase in Gas Utility cost of sales was largely attributable to the higher PGC and PGA rates and higher cost of sales associated with off-system sales. The increase in Electric Utility cost of sales ($2) is principally attributable to the higher DS rates and higher sales volumes.
Current wording
Utilities cost of sales increased $2 during the 2026 three-month period, reflecting higher Gas Utility cost of sales ($2). The increase in Gas Utility cost of sales was largely attributable to the higher PGC and PGA rates, substantially offset by lower cost of sales associated with off-system sales. Electric Utility cost of sales was comparable to the prior-year period.
Previous wording
Utilities total margin increased $23 during the 2026 three-month period, primarily reflecting higher Gas Utility total margin ($22). The increase in Gas Utility total margin principally reflects the increase in the PA Gas Utility base rates, effective October 2025, partially offset by the effects of the weather normalization adjustments. Electric Utility margin was comparable to the prior-year period.
Current wording
Utilities total margin increased $13 during the 2026 three-month period, primarily reflecting higher Gas Utility total margin ($11). The increase in Gas Utility total margin principally reflects the increase in the PA Gas Utility base rates, effective October 2025. Electric Utility margin was comparable to the prior-year period.
Previous wording
Utilities operating income increased $9 during the 2026 three-month period. This increase largely reflects the increase in total margin ($23), partially offset by higher operating and administrative expenses ($8) and higher depreciation expense ($4). The higher operating and administrative expenses reflect, among other things, higher personnel expenses and higher uncollectible accounts expenses. The higher depreciation expense compared to the prior-year period reflects the effects of continued distribution system capital expenditure activity.
Current wording
Utilities operating income increased $10 during the 2026 three-month period. This increase largely reflects the increase in total margin ($13), partially offset by higher depreciation expense ($3). The higher depreciation expense compared to the prior-year period reflects the effects of continued distribution system capital expenditure activity.
Previous wording
Utilities earnings before interest expense and income taxes increased $9 during the 2026 three-month period, principally representing the increase in operating income ($9).
Current wording
Utilities earnings before interest expense and income taxes increased $10 during the 2026 three-month period, principally representing the increase in operating income ($10).
Previous wording
Average temperatures across Midstream & Marketing’s energy marketing territory during the 2026 six-month period were 10.8% colder than normal and 8.7% colder than the prior-year period.
Current wording
Average temperatures across Midstream & Marketing’s energy marketing territory during the 2026 three-month period were 10.2% warmer than normal and 4.6% warmer than the prior-year period.
Previous wording
Midstream & Marketing revenues increased $188 during the 2026 six-month period, primarily reflecting higher revenues from natural gas marketing activities ($165), including the effects of capacity management activities, that were primarily impacted by the colder weather.
Current wording
Midstream & Marketing revenues decreased $29 during the 2026 three-month period, primarily reflecting lower revenues from natural gas marketing activities ($36), including the effects of capacity management activities, partially offset by higher revenues from renewable energy ($5).
Previous wording
Midstream & Marketing cost of sales increased $127 during the 2026 three-month period, primarily reflecting higher natural gas costs ($125) related to the previously mentioned natural gas marketing activities, partially offset by lower midstream cost of sales ($7).
Current wording
Midstream & Marketing cost of sales decreased $42 during the 2026 three-month period, primarily reflecting lower natural gas costs ($47) related to the previously mentioned natural gas marketing activities, partially offset by higher cost of sales from renewable energy ($4).
Previous wording
Midstream & Marketing total margin increased $1 during the 2026 three-month period, as higher peaking margins were substantially offset by lower total margin from capacity management activities.
Current wording
Midstream & Marketing total margin increased $13 during the 2026 three-month period, principally reflecting higher total margin from capacity management activities.
Previous wording
Midstream & Marketing operating income decreased $6 during the 2026 three-month period, mainly reflecting higher operating and administrative expenses ($5). The increase in operating and administrative expenses was primarily due to higher operating expenses related to renewable energy projects.
Current wording
Midstream & Marketing operating income increased $4 during the 2026 three-month period, mainly reflecting higher total margin ($13), substantially offset by higher operating and administrative expenses ($8). The increase in operating and administrative expenses was primarily due to higher operating expenses related to renewable energy projects.
Previous wording
Midstream & Marketing earnings before interest expense and income taxes decreased $4 during the 2026 three-month period, representing the decrease in operating income ($6), partially offset by slightly higher income from equity investees ($2).
Current wording
Midstream & Marketing earnings before interest expense and income taxes increased $3 during the 2026 three-month period, primarily representing the increase in operating income ($4).
Previous wording
Average temperatures during the 2026 three-month period were 6.0% warmer than normal and 4.7% warmer than the prior-year period. Total LPG retail gallons sold during the 2026 three-month period were 8% lower than the prior-year period, largely attributable to the impacts from the divestitures of certain non-core LPG businesses, lower residential volumes sold, continued structural conservation and the impact from the warmer weather.
Current wording
Average temperatures during the 2026 three-month period were 23.1% warmer than normal and 2.2% warmer than the prior-year period. Total LPG retail gallons sold during the 2026 three-month period were 10% lower than the prior-year period, largely attributable to the impacts from the divestitures of certain non-core LPG businesses, continued structural conservation and the impact from the warmer weather.
Previous wording
UGI International base-currency results are translated into USD based upon exchange rates experienced during the reporting periods. The functional currency of a significant portion of our UGI International results is the euro and, to a much lesser extent, the British pound sterling. During the 2026 and 2025 three-month periods, the average unweighted euro-to-USD translation rates were approximately $1.17 and $1.05, respectively, and the average unweighted British pound sterling-to-USD translation rates were approximately $1.35 and $1.26, respectively. Fluctuations in these foreign currency exchange rates can have a significant impact on the individual financial statement components discussed below. The Company uses forward foreign currency exchange contracts entered into over multi-year periods to reduce the volatility in earnings that may result from such changes in foreign currency exchange rates. These forward foreign currency exchange contracts resulted in realized net gains (losses) of $(5) and $3 in the 2026 and 2025 three-month periods.
Current wording
UGI International base-currency results are translated into USD based upon exchange rates experienced during the reporting periods. The functional currency of a significant portion of our UGI International results is the euro and, to a much lesser extent, the British pound sterling. During the 2026 and 2025 three-month periods, the average unweighted euro-to-USD translation rates were approximately $1.16 and $1.13, respectively, and the average unweighted British pound sterling-to-USD translation rates were approximately $1.34 and $1.34, respectively. Fluctuations in these foreign currency exchange rates can have a significant impact on the individual financial statement components discussed below. The Company uses forward foreign currency exchange contracts entered into over multi-year periods to reduce the volatility in earnings that may result from such changes in foreign currency exchange rates. These forward foreign currency exchange contracts did not have a material impact on either of the three-month periods.
Previous wording
Average wholesale prices for propane and butane during the 2026 three-month period in northwest Europe were approximately 2.0% and 6.1% lower, respectively, compared with the prior-year period. UGI International revenues and cost of sales decreased $29 and $25, respectively, during the 2026 three-month period compared to the prior-year period. The decrease in revenues principally reflects lower LPG retail volumes sold and lower LPG prices, partially offset by the translation effects of the stronger foreign currencies (approximately $60). The decrease in cost of sales was mainly attributable to lower LPG product costs and lower LPG retail volumes sold, partially offset by the translation effects of the stronger foreign currencies (approximately $31).
Current wording
Average wholesale prices for propane and butane during the 2026 three-month period in northwest Europe were approximately 31.6% and 46.5% higher, respectively, compared with the prior-year period. UGI International revenues decreased $1 and cost of sales increased $5 during the 2026 three-month period compared to the prior-year period. The decrease in revenues principally reflects lower LPG retail volumes sold, substantially offset by higher LPG prices and, to a lesser extent, the translation effects of the stronger foreign currencies (approximately $12). The increase in cost of sales was mainly attributable to higher LPG product costs and, to a lesser extent, the translation effects of the stronger foreign currencies (approximately $7), largely offset by lower LPG retail volumes sold.
Previous wording
UGI International total margin decreased $4 during the 2026 three-month period, primarily reflecting the lower LPG retail volumes sold and the effects of lower average unit margins, substantially offset by the translation effects of the stronger foreign currencies (approximately $30).
Current wording
UGI International total margin decreased $6 during the 2026 three-month period, primarily reflecting the lower LPG retail volumes sold, largely offset by the effects of higher average unit margins and the translation effects of the stronger foreign currencies (approximately $5).
Previous wording
UGI International operating income decreased $3 during the 2026 three-month period, principally reflecting the decrease in total margin ($4). Operating and administrative expenses in the 2026 three-month period were comparable to the prior-year period as the impacts from the divestitures of certain non-core LPG businesses and lower distribution expenses were substantially offset by the translation effects of the stronger foreign currencies (approximately $15) and, to a lesser extent, the effects of inflationary increases.
Current wording
UGI International operating income decreased $2 during the 2026 three-month period, principally reflecting the decrease in total margin ($6), partially offset by slightly lower operating and administrative expenses ($3). The lower operating and administrative expenses in the 2026 three-month period primarily reflect the impacts from the divestitures of certain non-core LPG businesses and lower personnel expenses, substantially offset by the translation effects of the stronger foreign currencies (approximately $3) and the effects of inflationary increases.
Previous wording
Average daily wholesale propane commodity prices during the 2026 three-month period at Mont Belvieu, Texas, one of the major supply points in the U.S., were approximately 23% lower than such prices during the 2025 three-month period. Total revenues decreased $89 during the 2026 three-month period largely reflecting lower retail volumes sold ($36), the effects of lower average retail propane selling prices ($28) and lower wholesale revenues ($21).
Current wording
Average daily wholesale propane commodity prices during the 2026 three-month period at Mont Belvieu, Texas, one of the major supply points in the U.S., were approximately 4% higher than such prices during the 2025 three-month period. Total revenues decreased $62 during the 2026 three-month period largely reflecting lower retail volumes sold ($37), the effects of lower average retail propane selling prices ($10) and lower wholesale revenues ($9).
Previous wording
AmeriGas Propane total cost of sales decreased $91 during the 2026 three-month period largely reflecting lower retail propane product costs ($46), wholesale cost of sales ($22) and the lower retail volumes sold ($17).
Current wording
AmeriGas Propane total cost of sales decreased $36 during the 2026 three-month period largely reflecting lower retail volumes sold ($18), lower wholesale cost of sales ($9) and lower retail propane product costs ($8).
Previous wording
AmeriGas Propane total margin increased $2 in the 2026 three-month period as the higher average retail propane unit margins ($18) and higher fee income ($2) were substantially offset by the lower retail propane volumes sold ($19).
Current wording
AmeriGas Propane total margin decreased $26 during the 2026 three-month period primarily reflecting the lower retail propane volumes sold ($19) and lower retail unit margins, together with lower fee income ($5).
Previous wording
Our consolidated interest expense during the 2026 three-month period was $111 compared to $102 during the 2025 three-month period. The increase in interest expense reflects the effects of higher average long-term debt outstanding at Utilities, partially offset by lower average credit agreement borrowings at UGI International and lower average long-term debt outstanding at AmeriGas Propane during the 2026 three-month period.
Current wording
Our consolidated interest expense during the 2026 three-month period was $109 compared to $101 during the 2025 three-month period. The increase in interest expense reflects the effects of higher interest rates on long-term debt, higher average long-term debt outstanding at UGI International and higher average short-term borrowings at Utilities. These increases were partially offset by lower average long-term debt outstanding at AmeriGas Propane and lower average short-term borrowings at UGI International.
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Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
The increase in the Company’s effective income tax rate for the 2026 nine-month period primarily reflects the impacts of (1) lower tax reserve releases compared to the prior-year period and (2) higher unrealized gains on commodity derivative instruments.
Rearranged previous paragraphs (5)
Previous report — wording carried elsewhere
UGI International earnings before interest expense and income taxes decreased $11 during the 2026 three-month period. This decrease largely reflects higher realized losses on foreign currency exchange contracts ($8) entered into in order to reduce volatility in UGI International earnings resulting from the effects of changes in foreign currency exchange rates and the decrease in operating income ($3).
Previous report — wording carried elsewhere
The Company’s effective tax rate for the 2026 three-month period was comparable to the prior-year period.
Previous report — wording carried elsewhere
AmeriGas Propane earnings before interest expense and income taxes was comparable to the prior-year period.
Previous report — wording carried elsewhere
Except as disclosed, the Company does not have any senior notes or term loans maturing in the next twelve months. UGI and its subsidiaries were in compliance with all of its debt covenants as of March 31, 2026.
Previous report — wording carried elsewhere
UGI Utilities used the net proceeds from the issuance of these senior notes to (1) repay the $100 outstanding principal balance of the 1.59% Senior Notes, due June 2026 and $75 outstanding principal balance of the 1.64% Senior Notes, due September 2026; (2) reduce short-term borrowings; and (3) for general corporate purposes.