SUBURBAN PROPANE PARTNERS LP
For the period ended Mar 29, 2025. Filed May 8, 2025.
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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.
Mar 29, 2025 · Filed May 8, 2025
SPH$17.18-0.2%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-12-28; filed 2025-02-06.
0000950170-25-015135
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2025-03-29; filed 2025-05-08.
0000950170-25-066557
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 84 previous paragraphs and 115 current paragraphs.
45 unchanged; 32 reworded; 32 added; 7 removed; 0 previous and 6 current paragraphs rearranged.
Tables are not compared: 9 previous and 17 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 (32)
Current report
Combined operating and general and administrative expenses of $169.3 million for the second quarter of fiscal 2025 increased $14.9 million, or 9.7%, compared to the prior year second quarter, primarily due to higher payroll and benefit-related expenses, overtime and other variable operating costs to support the increase in customer demand, as well as higher variable compensation expense associated with the increase in earnings.
Current report
During the second quarter of fiscal 2025, we utilized cash flows from operating activities and net proceeds from the issuance of Common Units under our at-the-market (“ATM”) public offering (refer to the “At-the-Market Public Offering” section below for more details) to repay $10.1 million in borrowings under our revolving credit facility. The Consolidated Leverage Ratio, as defined in our credit agreement, for the twelve-month period ended March 29, 2025 improved to 4.54x.
Current report
As discussed above, average temperatures (as measured in heating degree days) across all of our service territories during the second quarter of fiscal 2025 were 9% cooler than the prior year second quarter, albeit 5% warmer than normal. The increase in heating degree days compared to the prior year reflected a sustained and widespread cooler weather pattern during January and February, which are the most critical months for heat-related demand of the second quarter, during which average temperatures were 13% colder than the same period last year.
Current report
Revenues from the distribution of fuel oil and refined fuels of $33.4 million were $1.8 million, or 5.6%, higher than the prior year second quarter, primarily due to an increase in volumes sold, partially offset by lower average retail selling prices. Fuel oil and refined fuels gallons sold increased 0.8 million gallons, or 11.0%, resulting in a $3.5 million increase in revenues. Average fuel oil and refined fuels selling prices decreased 5.0% compared to the prior year, reflecting lower average wholesale costs, resulting in a $1.7 million decrease in revenues.
Current report
Revenues in our natural gas and electricity segment of $9.0 million were $0.3 million, or 3.6%, higher than the prior year, primarily due to higher natural gas usage attributable to cooler temperatures, offset to an extent by the impact of a lower customer base.
Current report
Cost of products sold associated with our fuel oil and refined fuels segment of $20.1 million decreased $0.3 million, or 1.6%, compared to the prior year second quarter. Lower average wholesale costs led to a decrease of $2.6 million, which was offset to an extent by a $2.3 million increase associated with higher volumes sold.
Current report
Operating expenses of $139.4 million for the second quarter of fiscal 2025 increased $11.1 million, or 8.6%, compared to the prior year second quarter, primarily due to higher payroll and benefit-related costs, overtime and other volume-related variable operating costs to support the increase in customer demand.
Current report
General and administrative expenses of $29.9 million for the second quarter of fiscal 2025 increased $3.8 million, or 14.7%, compared to the prior year second quarter, primarily due to higher payroll and benefit-related costs, as well as higher variable compensation costs associated with the increase in earnings.
Current report
Six Months Ended March 29, 2025 Compared to Six Months Ended March 30, 2024
Current report
Revenues
Current report
Average temperatures (as measured in heating degree days) across all of our service territories for the first half of fiscal 2025 were 8% warmer than normal and 3% cooler than the prior year. The fiscal 2025 heating season was characterized by unseasonably warm temperatures during the first quarter, followed by sustained and widespread cooler temperatures during January and February, which are the most critical months for heat-related demand during the second quarter. For this two-month period, average temperatures were 13% colder than the same period last year which contributed to an increase in heat-related customer demand and volumes sold.
Current report
Revenues from the distribution of propane and related activities of $855.5 million increased $104.6 million, or 13.9%, compared to the prior year first half, primarily due to an increase in volumes sold, coupled with higher average selling prices. Retail propane gallons sold increased 21.0 million gallons, or 8.5%, compared to the prior year, resulting in a $63.0 million increase in revenues. Average propane selling prices increased 3.5% compared to the prior year period, reflecting an increase in average wholesale costs, resulting in a $27.8 million increase in revenues. Included within the propane segment are revenues from other propane activities, which increased $13.8 million primarily due to a higher notional amount of hedging contracts used in risk management activities that were settled physically.
Current report
Revenues in our all other segment of $39.4 million were $3.0 million, or 7.0%, lower than the prior year first half, primarily due to a decrease in injection of RNG at our facility in Stanfield, Arizona, due to planned shut downs for equipment upgrade and maintenance activities, as well as the impact of extremely cold ambient air temperatures on anaerobic digestion and RNG production.
Current report
Cost of Products Sold
Current report
Cost of products sold associated with the distribution of propane and related activities of $342.8 million increased $53.8 million, or 18.6%, compared to the prior year first half. Higher average wholesale costs contributed to a $26.7 million increase in cost of products sold, while an increase in volumes sold contributed to a $23.4 million increase. Included within the propane segment are costs from other propane activities which increased $12.9 million compared to the prior year primarily due to a higher notional amount of hedging contracts used in risk management activities that were physically settled, offset to an extent by the net decrease in cost of products sold of $9.2 million resulting from the mark-to-market adjustments on derivative instruments in both periods discussed above.
Current report
Cost of products sold in our natural gas and electricity segment of $8.4 million increased $0.1 million, or 1.4%, compared to the prior year, due to an increase in natural gas usage, substantially offset by lower average wholesale costs.
Current report
Operating Expenses
Current report
Operating expenses of $262.5 million for the first half of fiscal 2025 increased $12.1 million, or 4.9%, compared to the prior year first half, primarily due to higher payroll and benefit-related costs, higher volume-related variable operating costs and higher variable compensation costs associated with the increase in earnings.
Current report
General and Administrative Expenses
Current report
Depreciation and Amortization
Current report
Loss on Debt Extinguishment
Current report
In connection with the refinancing of our previous revolving credit facility during the second quarter of fiscal 2024, we recognized a non-cash charge of $0.2 million to write off a portion of unamortized debt origination costs.
Current report
Interest Expense, net
Current report
Other, net
Current report
EBITDA and Adjusted EBITDA
Current report
Operating Activities. Net cash provided by operating activities for the first half of fiscal 2025 was $48.9 million compared to $62.4 million in the first half of the prior year. The change was primarily due to a larger increase in working capital compared to the prior year, which stemmed from the rise in average wholesale costs of propane, offset to an extent by higher earnings in the current period.
Current report
Total Consolidated Leverage Ratio.
Current report
At-the-Market Public Offering
Current report
On February 20, 2025, we entered into an Equity Distribution Agreement where we may issue and sell from time to time, through the Agents, our Common Units representing limited partner interests in the Partnership having an aggregate offering amount of up to $100.0 million. These terms are defined and described in Item 1, Note 17, “At-the-Market Public Offering,” of this Quarterly Report.
Current report
The Agents use their commercially reasonable efforts, as the sales agents and subject to the terms of the Equity Distribution Agreement, to sell the Common Units offered. Sales of the Common Units were deemed to be an “at the market offering” as defined in Rule 415(a)(4) promulgated under the Securities Act, including sales made directly on or through the New York Stock Exchange. We may also agree to sell Common Units to the Agents as principal for their own account on terms agreed to by us and the Agents. Each Agent will be entitled to a commission from us of up to 1.5% of the gross sales price per Common Unit sold under the Equity Distribution Agreement by such Agent acting as our sales agent, with the exact amount to be agreed to by us.
Current report
During the three and six months ended March 29, 2025, we issued 442,425 Common Units under the Equity Distribution Agreement for net proceeds of $8.8 million, after $0.3 million of agent commissions and offering costs. As of March 29, 2025, we may sell up to an aggregate of approximately $91 million in aggregate gross sale proceeds pursuant to the Equity Distribution Agreement.
Current report
We intend to use the net proceeds from the sales of Common Units pursuant to the Equity Distribution Agreement for general limited partnership purposes, including debt reduction and to fund strategic growth initiatives.
Removed paragraphs (7)
Previous report
Combined operating and general and administrative expenses of $150.0 million for the first quarter of fiscal 2025 increased $2.4 million, or 1.6%, compared to the prior year first quarter, primarily due to higher payroll and benefit-related expenses and accruals for settling certain legal matters, offset to an extent by lower vehicle fuel costs.
Previous report
During the first quarter of fiscal 2025, we recognized $3.0 million of income for contingent consideration from Equilibrium Capital Group (“Equilibrium”), which was reported within “Other, net” on the condensed consolidated statements of operations. According to the purchase agreement for the RNG production assets that we acquired from Equilibrium in December 2022, expenditures for the gas upgrade equipment project at the Columbus, Ohio facility that exceeded a certain threshold would be funded by Equilibrium, up to a total of $3.0 million, if we incurred those costs prior to December 31, 2024.
Previous report
During the first quarter of fiscal 2025, we acquired a well-run propane business in strategic markets in New Mexico and Arizona for total consideration of $53.0 million, inclusive of non-compete payments. The acquisition, along with seasonal working capital and growth capital expenditures for the RNG facilities, were funded with net borrowings of $91.7 million under the Revolving Credit Facility. The Consolidated Leverage Ratio, as defined in our credit agreement, for the twelve-month period ended December 28, 2024 was 4.99x.
Previous report
Adjusted EBITDA for the first quarter of fiscal 2025 excludes other-than-temporary impairment charges for our investments in Independence Hydrogen, Inc. (“IH”) and Oberon Fuels, Inc. (“Oberon”) of $9.6 million and $10.2 million, respectively, reported within “Other, net” on the condensed consolidated statements of operations, in order to write-down the carrying values of these investments to their estimated fair values.
Previous report
The fiscal 2025 heating season got off to a slow start with widespread unseasonably warm weather during much of the first quarter, particularly during the month of November. Overall, average temperatures (as measured by heating degree days) across all of our service territories during the first quarter of fiscal 2025 were 7% warmer than normal and flat to the prior year first quarter. In the month of November 2024, average temperatures were 15% warmer than normal and 17% warmer than November 2023, and represented one of the top five warmest on record for November.
Previous report
Operating expenses of $123.2 million for the first quarter of fiscal 2025 increased $1.1 million, or 0.9%, compared to the prior year first quarter, primarily due to higher payroll and benefit-related costs, offset to an extent by lower fleet vehicle fuel costs.
Previous report
Operating Activities. Net cash provided by operating activities for the first quarter of fiscal 2025 was $8.8 million compared to net cash used in operating activities of $12.8 million in the corresponding prior year period. The increase was primarily due to higher operating income, a lower level of variable-based compensation paid for awards earned in the respective prior year and the timing of payments on certain other operating activities.
Reworded paragraphs (32)
Previous wording
The following is a discussion and analysis of the financial condition and results of operations of the Partnership as of and for the three months ended December 28, 2024, seen from our perspective. The discussion and analysis should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations and the historical consolidated financial statements and notes thereto included in the Annual Report on Form 10-K for the fiscal year ended September 28, 2024.
Current wording
The following is a discussion and analysis of the financial condition and results of operations of the Partnership as of and for the three and six months ended March 29, 2025, seen from our perspective. The discussion and analysis should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations and the historical consolidated financial statements and notes thereto included in the Annual Report on Form 10-K for the fiscal year ended September 28, 2024.
Previous wording
To supplement our annual purchase requirements, we may utilize forward fixed price purchase contracts to acquire a portion of the propane that we resell to our customers, which allows us to manage our exposure to unfavorable changes in commodity prices and to assure adequate physical supply. The percentage of contract purchases, and the amount of supply contracted for under forward contracts at fixed prices, will vary from year to year based on market conditions.
Current wording
To supplement our annual purchase requirements, we may utilize forward fixed price purchase contracts to acquire a portion of the propane that we resell to our customers, which allows us to manage our exposure to unfavorable changes in commodity prices and to ensure adequate physical supply. The percentage of contract purchases, and the amount of supply contracted for under forward contracts at fixed prices, will vary from year to year based on market conditions.
Previous wording
According to the Energy Information Administration, U.S. propane inventory levels at the end of December 2024 were 85.0 million barrels, which was 2.9% higher than December 2023 levels and 9.0% higher than the five-year average for December. Despite these higher inventory levels, average posted propane prices (basis Mont Belvieu, Texas) increased 14.9% compared to the prior year first quarter.
Current wording
According to the Energy Information Administration, U.S. propane inventory levels at the end of March 2025 were 44.1 million barrels, which was 14.9% lower than March 2024 levels and 6.4% lower than the five-year average for March. The lower inventory level in comparison to March 2024 and historical averages contributed to an increase in average posted propane prices (basis Mont Belvieu, Texas) of 7.2% compared to the prior year second quarter.
Previous wording
We are experiencing inflationary pressures in the costs of various goods and services we use to operate our business, including volatile wholesale costs for the products we distribute. Although we have not experienced significant disruptions with securing the products we sell, inflationary factors and competition for resources across the supply chain has resulted in increased costs in a wide variety of areas; including labor, transportation costs, operating costs and the cost of capital expansion projects, tanks and other equipment. These and other factors may continue to impact our product costs, expenses, and capital expenditures, and could continue to have an impact on consumer demand as consumers manage the impact of inflation on their resources.
Current wording
We are experiencing inflationary pressures in the costs of various goods and services we use to operate our business, including volatile wholesale costs for the products we distribute. Although we have not experienced significant disruptions with securing the products we sell, inflationary factors and competition for resources across the supply chain have resulted in increased costs in a wide variety of areas, including labor, transportation costs, operating costs and the cost of capital expansion projects, tanks and other equipment. These and other factors, including the impact of tariffs and trade conflicts, may continue to impact our product costs, expenses, and capital expenditures, and could continue to have an impact on consumer demand as consumers manage the impact of inflation and tariffs on their resources.
Previous wording
Net income for the first quarter of fiscal 2025 was $19.4 million, or $0.30 per Common Unit, compared to net income of $24.5 million, or $0.38 per Common Unit, for the first quarter of fiscal 2024. Adjusted earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA, as defined and reconciled below) for the first quarter of fiscal 2025 was $75.3 million, essentially flat compared to the first quarter of fiscal 2024.
Current wording
Net income for the second quarter of fiscal 2025 was $137.1 million, or $2.11 per Common Unit, compared to net income of $111.5 million, or $1.73 per Common Unit, for the second quarter of fiscal 2024. Adjusted earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA, as defined and reconciled below) for the second quarter of fiscal 2025 improved $28.0 million, or 19.1%, to $175.0 million, compared to the prior year second quarter.
Previous wording
Retail propane gallons sold in the first quarter of fiscal 2025 of 105.7 million gallons decreased 0.8% compared to the prior year, primarily due to lower heat-related demand from widespread unseasonably warm temperatures and lower agricultural demand for crop drying, offset to an extent by an increase in demand in the Southeast following Hurricanes Helene and Milton, and contributions from our customer base growth and retention initiatives. Average temperatures (as measured by heating degree days) across all of our service territories during the first quarter of 2025 were 7% warmer than normal and flat to the prior year first quarter. In the month of November 2024, average temperatures were 15% warmer than normal and 17% warmer than November 2023, and represented one of the top five warmest on record for November.
Current wording
Retail propane gallons sold in the second quarter of fiscal 2025 of 162.0 million gallons increased 15.5% compared to the prior year second quarter, primarily due to the impact of sustained widespread cooler temperatures on heat-related demand and contributions from our recent propane acquisitions. Average temperatures (as measured by heating degree days) across all of our service territories during the second quarter of fiscal 2025 were 5% warmer than normal and 9% cooler than the prior year second quarter. During January and February, which are the most critical months for heat-related demand during the second quarter, average temperatures were comparable to normal and 13% colder than the same period last year.
Previous wording
Average propane prices (basis Mont Belvieu, Texas) for the first quarter of fiscal 2025 increased 14.9% compared to the prior year first quarter. Total gross margin of $226.2 million for the fiscal 2025 first quarter increased $13.4 million, or 6.3%, compared to the prior year first quarter. Gross margin for the first quarter of fiscal 2025 included a $3.6 million unrealized gain attributable to the mark-to-market adjustment for derivative instruments used in risk management activities, compared to a $10.8 million unrealized loss in the prior year first quarter. These non-cash adjustments, which were reported in cost of products sold, were excluded from Adjusted EBITDA for both periods. Excluding the impact of the mark-to-market adjustments, total gross margin decreased $1.0 million, or 0.5%, compared to the prior year first quarter, primarily due to slightly lower propane volumes sold, partially offset by an increase in propane unit margins of $0.02 per gallon, or 1.3%.
Current wording
Average propane prices (basis Mont Belvieu, Texas) for the second quarter of fiscal 2025 increased 7.2% compared to the prior year second quarter. Total gross margin of $345.3 million for the second quarter of fiscal 2025 increased $37.3 million, or 12.1%, compared to the prior year second quarter. Gross margin for the second quarter of fiscal 2025 included a $0.7 million unrealized gain attributable to the mark-to-market adjustment for derivative instruments used in risk management activities, compared to a $5.9 million unrealized gain in the prior year second quarter. These non-cash adjustments, which were reported in cost of products sold, were excluded from Adjusted EBITDA for both periods. Excluding the impact of the mark-to-market adjustments, total gross margin increased $42.5 million, or 14.1%, compared to the prior year second quarter, primarily due to higher propane volumes sold.
Previous wording
Our anticipated cash requirements for the remainder of fiscal 2025 include: (i) maintenance and growth capital expenditures of approximately $29.8 million for the propane segment; (ii) capital expenditures of approximately $28.6 million to support the construction and development efforts for our renewable energy platform; (iii) interest and income tax payments of approximately $58.0 million; and (iv) cash distributions of approximately $62.9 million to our Common Unitholders, based on the quarterly distribution rate of $0.325 per Common Unit. Based on our liquidity position, which includes cash on hand, availability of funds under our Revolving Credit Facility and expected cash flow from operating activities, we expect to have sufficient funds to meet our current and future obligations.
Current wording
Our anticipated cash requirements for the remainder of fiscal 2025 include: (i) capital expenditures of approximately $20.6 million for the propane segment; (ii) capital expenditures of approximately $23.0 million to support the construction and development efforts for our renewable energy platform; (iii) interest and income tax payments of approximately $39.7 million; and (iv) cash distributions of approximately $42.9 million to our Common Unitholders, based on the quarterly distribution rate of $0.325 per Common Unit. Based on our liquidity position, which includes cash on hand, availability of funds under our Revolving Credit Facility and expected cash flow from operating activities, we expect to have sufficient funds to meet our current and future obligations.
Previous wording
Revenues from the distribution of propane and related activities of $330.3 million increased $16.9 million, or 5.4%, compared to the prior year, due to higher average retail selling prices, partially offset by slightly lower volumes sold. Average propane selling prices increased 4.0% compared to the prior year first quarter, reflecting higher average wholesale costs, resulting in a $12.3 million increase in revenues. Retail propane gallons sold decreased 0.8 million gallons, or 0.8%, compared to the prior year, resulting in a $2.4 million decrease in revenues. The slight decrease in propane gallons sold was primarily due to lower heat-related demand from widespread unseasonably warm temperatures and lower agricultural demand for crop drying, offset to an extent by an increase in demand in the Southeast following Hurricanes Helene and Milton, and the impact of our customer base growth and retention initiatives. Included within the propane segment are revenues from risk management activities, which increased $7.0 million, primarily due to a higher notional amount of hedging contracts used in risk management activities that were settled physically.
Current wording
Revenues from the distribution of propane and related activities of $525.3 million increased $87.7 million, or 20.0%, compared to the prior year second quarter, due to an increase in volumes sold and higher average retail selling prices. Retail propane gallons sold increased 21.8 million gallons, or 15.5%, compared to the prior year second quarter, resulting in a $67.2 million increase in revenues. Average propane selling prices increased 2.7% compared to the prior year second quarter, reflecting higher average wholesale costs, resulting in a $13.7 million increase in revenues. Included within the propane segment are revenues from risk management activities, which increased $6.8 million, primarily due to the impact of higher selling prices on commodity hedging contracts coupled with a higher notional amount of hedging contracts that were settled physically.
Previous wording
Revenues in our all other segment of $19.3 million were $2.8 million, or 12.5%, lower than the prior year, primarily due to a decrease in injection of renewable natural gas (“RNG”), due to a planned shut-down at our facility in Stanfield, Arizona for routine maintenance activities and regulatory compliance upgrades.
Current wording
Revenues in our all other segment of $20.0 million were $0.2 million, or 1.0%, lower than the prior year, primarily due to a nominal decrease in injection of renewable natural gas (“RNG”) due to extremely cold ambient air temperatures that impacted anaerobic digestion and RNG production at our facility in Stanfield, Arizona, coupled with a brief period of downtime for equipment upgrades and maintenance activities.
Previous wording
In the commodities markets, average posted propane prices (basis Mont Belvieu, Texas) were 14.9% higher than the prior year first quarter, and average fuel oil prices 21.6% lower than the prior year first quarter. The net change in the fair value of derivative instruments resulted in a $3.6 million unrealized non-cash gain in the first quarter of fiscal 2025, compared to a $10.8 million unrealized non-cash loss in the prior year first quarter, resulting in a net decrease of $14.4 million in cost of products sold year-over-year, of which $14.0 million was reported within the propane segment and $0.4 million was reported within the natural gas and electricity segment. These unrealized mark-to-market adjustments are excluded from Adjusted EBITDA for both periods.
Current wording
In the commodities markets, average posted propane prices (basis Mont Belvieu, Texas) were 7.2% higher than the prior year second quarter, and average fuel oil prices were 12.2% lower than the prior year second quarter. The net change in the fair value of derivative instruments resulted in a $0.8 million unrealized non-cash gain in the second quarter of fiscal 2025, compared to a $5.9 million unrealized non-cash gain in the prior year second quarter, resulting in a net increase of $5.1 million in cost of products sold year-over-year, of which $4.8 million was reported within the propane segment and $0.3 million was reported within the natural gas and electricity segment. These unrealized mark-to-market adjustments are excluded from Adjusted EBITDA for both periods.
Previous wording
Cost of products sold associated with the distribution of propane and related activities of $129.7 million increased $2.0 million, or 1.5%, compared to the prior year first quarter. Higher average wholesale costs contributed to a $10.1 million increase in cost of products sold, while lower volumes sold contributed to a $0.8 million decrease. Included within the propane segment are costs from other propane activities, which increased $6.7 million compared to the prior year primarily due to a higher notional amount of hedging contracts used in risk management activities that were settled physically, as well as the net decrease of $14.0 million resulting from the mark-to-market adjustments on derivative instruments in both periods discussed above.
Current wording
Cost of products sold associated with the distribution of propane and related activities of $213.0 million increased $51.8 million, or 32.1%, compared to the prior year second quarter. Higher volumes sold contributed to a $25.5 million increase, while higher average wholesale costs contributed to a $15.3 million increase in cost of products sold. Included within the propane segment are costs from other propane activities, which increased $6.2 million compared to the prior year primarily due to an increase in costs for hedging contracts used in risk management activities coupled with a higher notional amount of hedging contracts that were settled physically, as well as the net increase of $4.8 million resulting from the mark-to-market adjustments on derivative instruments in both periods discussed above.
Previous wording
Cost of products sold in our natural gas and electricity segment of $2.6 million decreased $1.0 million, or 27.3%, compared to the prior year primarily due to lower usage and lower natural gas prices, coupled with the net decrease of $0.4 million resulting from the mark-to-market adjustments on derivative instruments used in both periods discussed above.
Current wording
Cost of products sold in our natural gas and electricity segment of $5.8 million increased $1.1 million, or 22.7%, compared to the prior year primarily due to higher natural gas wholesale costs and usage, as well as the net increase of $0.3 million resulting from the mark-to-market adjustments on derivative instruments used in both periods discussed above.
Previous wording
Depreciation and amortization expense of $17.1 million for the first quarter of fiscal 2025 increased $0.7 million, or 4.3%, compared to the prior year first quarter, primarily as a result of additional investments made in our RNG production facilities, and the impact of a propane acquisition that closed in November 2024.
Current wording
Depreciation and amortization expense of $17.6 million for the second quarter of fiscal 2025 increased $0.9 million, or 5.2%, compared to the prior year second quarter, primarily as a result of additional investments made in our RNG production facilities, and the impact of a propane acquisition that closed in November 2024.
Previous wording
Net interest expense of $19.6 million for the first quarter of fiscal 2025 increased $1.4 million from the prior year first quarter, primarily due to a higher level of average outstanding borrowings under our Revolving Credit Facility. See Liquidity and Capital Resources below for additional discussion.
Current wording
Net interest expense of $20.6 million for the second quarter of fiscal 2025 increased $0.6 million, or 3.3% from the prior year second quarter, primarily due to a higher level of average outstanding borrowings under our Revolving Credit Facility. See Liquidity and Capital Resources below for additional discussion.
Previous wording
Revenues from the distribution of fuel oil and refined fuels of $17.7 million were $6.2 million, or 26.1%, lower than the prior year first quarter, primarily due to lower volumes sold, and to a lesser extent, lower average retail selling prices. Fuel oil and refined fuels gallons sold decreased 0.9 million gallons, or 16.9%, resulting in a $3.9 million decrease in revenues. Average fuel oil and refined fuels selling prices decreased 9.0% compared to the prior year, reflecting lower average wholesale costs, resulting in a $2.3 million decrease in revenues.
Current wording
Revenues from the distribution of fuel oil and refined fuels of $51.0 million decreased $4.5 million, or 8.1%, compared to the prior year first half due to lower average selling prices, and to a lesser extent, lower volumes sold. Average selling prices for fuel oil and refined fuels decreased 6.3%, resulting in a $3.9 million decrease in revenues. Fuel oil and refined fuels volumes sold decreased 0.1 million gallons, or 1.0%, resulting in a $0.6 million decrease in revenues.
Previous wording
Revenues in our natural gas and electricity segment of $6.1 million were $0.4 million, or 6.8%, lower than the prior year, primarily due to the impact of a lower customer base.
Current wording
Revenues in our natural gas and electricity segment of $15.1 million were $0.1 million, or 0.8%, lower than the prior year, primarily due to the impact of a lower customer base.
Previous wording
Cost of products sold associated with our fuel oil and refined fuels segment of $10.6 million decreased $6.2 million, or 36.9%, compared to the prior year first quarter. Lower average wholesale costs and lower volumes sold contributed to decreases of $3.4 million and $2.8 million, respectively.
Current wording
Cost of products sold associated with our fuel oil and refined fuels segment of $30.7 million decreased $6.5 million, or 17.5%, compared to the prior year first half. Lower average wholesale costs and lower volumes sold contributed to decreases in cost of products sold of $6.1 million and $0.4 million, respectively.
Previous wording
General and administrative expenses of $26.9 million for the first quarter of fiscal 2025 increased $1.3 million, or 5.0%, compared to the prior year first quarter, primarily due to higher payroll and benefit-related costs, coupled with the costs for settling a legal matter.
Current wording
General and administrative expenses of $56.8 million for the first half of fiscal 2025 increased $5.1 million, or 9.9%, compared to the prior year period, primarily due to higher variable compensation costs associated with the increase in earnings, coupled with costs for settling a legal matter.
Previous wording
Three months ended December 28, 2024 includes an other-than-temporary impairment charge of $10,213 (see Item 1, Note 4 of this Quarterly Report).
Current wording
Six months ended March 29, 2025 includes an other-than-temporary impairment charge of $10.2 million recorded during the first quarter (see Item 1, Note 4 of this Quarterly Report).
Previous wording
Three months ended December 28, 2024 includes an other-than-temporary impairment charge of $9,595 (see Item 1, Note 4 of this Quarterly Report).
Current wording
Six months ended March 29, 2025 includes an other-than-temporary impairment charge of $9.6 million recorded during the first quarter (see Item 1, Note 4 of this Quarterly Report).
Previous wording
Investing Activities. Net cash used in investing activities of $74.5 million for the first quarter of fiscal 2025 consisted of capital expenditures of $23.8 million (including approximately $19.2 million to support the growth of operations and $4.6 million for maintenance expenditures), $46.8 million used to fund the acquisitions of propane businesses, and $4.3 million used to fund additional investments in Oberon and IH. This was partially offset by $0.4 million in proceeds from the sale of property, plant and equipment. See Item 1, Note 4 of this Quarterly Report.
Current wording
Investing Activities. Net cash used in investing activities of $97.1 million for the first half of fiscal 2025 consisted of capital expenditures of $43.2 million (including approximately $30.5 million to support the growth of operations and $12.7 million for maintenance expenditures), $50.0 million used to fund the acquisitions of propane businesses, and $5.3 million used to fund additional investments in Oberon and IH. This was partially offset by $1.4 million in proceeds from the sale of property, plant and equipment. See Item 1, Note 4 of this Quarterly Report.
Previous wording
Net cash used in investing activities of $13.9 million for the first quarter of fiscal 2024 consisted of capital expenditures of $11.2 million (including approximately $6.1 million to support the growth of operations and $5.1 million for maintenance expenditures), $3.2 million used to fund an additional investment in a privately held start-up entity and an additional investment in Oberon, partially offset by approximately $0.5 million in proceeds from the sale of property, plant and equipment.
Current wording
Net cash used in investing activities of $30.7 million for the first six months of fiscal 2024 consisted of capital expenditures of $25.7 million (including approximately $15.0 million to support the growth of operations and $10.7 million for maintenance expenditures), $6.0 million used to fund an additional investment in a privately held start-up entity and additional investments in Oberon, partially offset by $1.0 million in proceeds from the sale of property, plant and equipment.
Previous wording
Financing Activities. Net cash provided by financing activities of $67.6 million for the first quarter of fiscal 2025 reflected $91.7 million in net borrowings under our Revolving Credit Facility, which were used to fund a portion of our seasonal working capital needs and the capital expenditures, acquisitions and investments noted above, offset to an extent by $20.8 million paid for the quarterly distributions to Common Unitholders at a rate of $0.325 per Common Unit paid in respect of the fourth quarter of fiscal 2024 and other financing activities of $3.3 million.
Current wording
Financing Activities. Net cash provided by financing activities of $45.1 million for the first half of fiscal 2025 reflected $81.6 million in net borrowings under our Revolving Credit Facility, which were used to fund a portion of our seasonal working capital needs and the capital expenditures, acquisitions and investments noted above, coupled with $8.8 million in net proceeds raised from the issuance of Common Units under our ATM public offering (see below). This was offset to an extent by $41.8 million paid for the quarterly distributions to Common Unitholders at a rate of $0.325 per Common Unit paid in respect of the fourth quarter of fiscal 2024 and first quarter of fiscal 2025, as well as other financing activities of $3.5 million.
Previous wording
Net cash provided by financing activities of $30.6 million for the first quarter of fiscal 2024 reflected $54.8 million in net borrowings under our Revolving Credit Facility, which were used to fund a portion of our seasonal working capital needs and the capital expenditures and investments noted above, offset to an extent by $20.6 million paid for the quarterly distributions to Common Unitholders at a rate of $0.325 per Common Unit paid in respect of the fourth quarter of fiscal 2023 and other financing activities of $3.6 million.
Current wording
Net cash used in financing activities of $26.5 million for the first half of fiscal 2024 reflected $22.5 million in net borrowings under our Revolving Credit Facility, which were used to fund a portion of our seasonal working capital needs and the capital expenditures and investments noted above, $41.5 million paid for the quarterly distributions to Common Unitholders at a rate of $0.325 per Common Unit paid in respect of the fourth quarter of fiscal 2023 and first quarter of fiscal 2024, $3.5 million in debt origination costs related to the refinancing of our Credit Agreement in March 2024 and other financing activities of $4.0 million.
Previous wording
As of December 28, 2024, our long-term debt consisted of $350.0 million in aggregate principal amount of 5.875% Senior Notes due March 1, 2027, $650.0 million in aggregate principal amount of 5.0% Senior Notes due June 1, 2031, $80.6 million in aggregate principal amount of 5.5% Green Bonds due October 1, 2028 through October 1, 2033 and $242.7 million outstanding under our $500.0 million senior secured revolving credit facility (“Revolving Credit Facility”) provided by our Credit Agreement. Total long-term borrowings as of December 28, 2024 and December 30, 2023 was $1,323.3 million and $1,267.4 million, respectively. See Item 1, Note 10 of this Quarterly Report.
Current wording
As of March 29, 2025, our long-term debt consisted of $350.0 million in aggregate principal amount of 5.875% Senior Notes due March 1, 2027, $650.0 million in aggregate principal amount of 5.0% Senior Notes due June 1, 2031, $80.6 million in aggregate principal amount of 5.5% Green Bonds due October 1, 2028 through October 1, 2033 and $232.6 million outstanding under our $500.0 million senior secured revolving credit facility (“Revolving Credit Facility”) provided by our Credit Agreement. Total long-term borrowings as of March 29, 2025 and March 30, 2024 were $1,313.2 million and $1,235.1 million, respectively. See Item 1, Note 10 of this Quarterly Report.
Previous wording
The Green Bonds contain various restrictive and affirmative covenants requiring SuburbanRNG – Stanfield’s debt service coverage ratio, as defined therein, to be not less than 1.00 to 1.00 for three consecutive fiscal quarters. SuburbanRNG – Stanfield did not comply with this ratio for the period ended December 28, 2024, September 28, 2024 and the interim periods during fiscal 2024 which, if not waived, would constitute an event of default under the terms of the Green Bonds. SuburbanRNG – Stanfield and the Partnership have obtained a waiver of this non-compliance from the holders of a majority of the outstanding Green Bonds which cured the impact of any events of default. Under the terms of the Credit Agreement, certain events of default under the terms of the Green Bonds constitute an event of default under the Credit Agreement. The Partnership obtained a waiver from the lenders and the administrative agent under the Credit Agreement for the corresponding event of default under the Credit Agreement resulting from the event of default under the Green Bonds.
Current wording
The Green Bonds contain various restrictive and affirmative covenants, and previously required SuburbanRNG–Stanfield’s debt service coverage ratio, as defined therein, to be not less than 1.00 to 1.00 for three consecutive fiscal quarters. SuburbanRNG–Stanfield did not comply with this ratio for the periods ended March 29, 2025, December 28, 2024, September 28, 2024 and the interim periods during fiscal 2024 which, if not waived, would have constituted an event of default under the terms of the Green Bonds. SuburbanRNG–Stanfield and the Partnership have obtained waivers for this non-compliance from the holders of a majority of the outstanding Green Bonds, which cured the impact of any events of default. Under the terms of the Credit Agreement, certain events of default under the terms of the Green Bonds constitute an event of default under the Credit Agreement. The Partnership obtained a waiver from the lenders and the administrative agent under the Credit Agreement for the corresponding event of default under the Credit Agreement resulting from the event of default under the Green Bonds. Effective May 2, 2025, the Operating Partnership entered into a Guaranty Agreement whereby it guaranteed all payments due under the Green Bonds, and amended the indenture governing the Green Bonds to eliminate the debt service coverage ratio covenant.
Previous wording
The aggregate amounts of long-term debt maturities subsequent to December 28, 2024 are as follows: fiscal 2025: $-0-; fiscal 2026: $-0-; fiscal 2027: $592.7 million; fiscal 2028: $-0-; fiscal 2029: $11.7 million; and thereafter: $718.9 million.
Current wording
The aggregate amounts of long-term debt maturities subsequent to March 29, 2025 are as follows: fiscal 2025: $-0-; fiscal 2026: $-0-; fiscal 2027: $582.6 million; fiscal 2028: $-0-; fiscal 2029: $11.7 million; and thereafter: $718.9 million.
Previous wording
Total Consolidated Leverage Ratio. Total Consolidated Leverage Ratio, as defined by our Credit Agreement, represents total indebtedness as of the balance sheet date minus unrestricted cash and cash equivalents in an amount not to exceed $25.0 million, divided by Adjusted EBITDA calculated on a trailing twelve-month basis plus non-cash compensation costs recognized under our Restricted Unit Plans for the same period, and other items. The measurement of the Total Consolidated Leverage Ratio for the trailing twelve-month periods ended December 28, 2024 and September 28, 2024 was as follows:
Current wording
Total Consolidated Leverage Ratio, as defined by our Credit Agreement, represents total indebtedness as of the balance sheet date minus unrestricted cash and cash equivalents in an amount not to exceed $25.0 million, divided by Adjusted EBITDA calculated on a trailing twelve-month basis plus non-cash compensation costs recognized under our Restricted Unit Plans for the same period, and other items. The measurement of the Total Consolidated Leverage Ratio for the trailing twelve-month periods ended March 29, 2025 and September 28, 2024 was as follows:
Previous wording
On January 23, 2025, we announced a quarterly distribution of $0.325 per Common Unit, or $1.30 on an annualized basis, in respect of the first quarter of fiscal 2025, payable on February 11, 2025 to holders of record on February 4, 2025.
Current wording
On April 24, 2025, we announced a quarterly distribution of $0.325 per Common Unit, or $1.30 on an annualized basis, in respect of the second quarter of fiscal 2025, payable on May 13, 2025 to holders of record on May 6, 2025.
Previous wording
We have a noncontributory, cash balance format, defined benefit pension plan which was frozen to new participants effective January 1, 2000. Effective January 1, 2003, the defined benefit pension plan was amended such that future service credits ceased and eligible employees would receive interest credits only toward their ultimate retirement benefit. We also provide postretirement health care and life insurance benefits for certain retired employees under a plan that was frozen to new participants effective March 31, 1998. At December 28, 2024, we had a liability for the defined benefit pension plan and accrued retiree health and life benefits of $13.0 million and $4.3 million, respectively.
Current wording
We have a noncontributory, cash balance format, defined benefit pension plan which was frozen to new participants effective January 1, 2000. Effective January 1, 2003, the defined benefit pension plan was amended such that future service credits ceased and eligible employees would receive interest credits only toward their ultimate retirement benefit. We also provide postretirement health care and life insurance benefits for certain retired employees under a plan that was frozen to new participants effective March 31, 1998. At March 29, 2025, we had a liability for the defined benefit pension plan and accrued retiree health and life benefits of $11.3 million and $4.2 million, respectively.
Previous wording
We are self-insured for general and product, workers’ compensation and automobile liabilities up to predetermined thresholds above which third party insurance applies. At December 28, 2024, we had accrued insurance liabilities of $58.1 million, and a receivable of $14.3 million related to the amount of the liability expected to be covered by insurance.
Current wording
We are self-insured for general and product, workers’ compensation and automobile liabilities up to predetermined thresholds above which third party insurance applies. At March 29, 2025, we had accrued insurance liabilities of $57.8 million, and a receivable of $14.5 million related to the amount of the liability expected to be covered by insurance.
Rearranged current paragraphs (6)
Current report — wording carried from elsewhere
In the commodities markets, average posted propane prices (basis Mont Belvieu, Texas) were 10.6% higher than the prior year first half, while average fuel oil prices were 17.0% lower than the prior year first half. The net change in the fair value of derivative instruments resulted in a $4.4 million unrealized non-cash gain in the first six months of fiscal 2025, compared to a $4.9 million unrealized non-cash loss in the first six months of fiscal 2024, resulting in a net decrease of $9.3 million in cost of products sold year-over-year, of which $9.2 million was reported within the propane segment and $0.1 million was reported within the natural gas and electricity segment. These unrealized mark-to-market adjustments are excluded from Adjusted EBITDA for both periods.
Current report — wording carried from elsewhere
Depreciation and amortization expense of $34.7 million in the first half of fiscal 2025 increased $1.6 million, or 4.8%, primarily as a result of additional investments made in our RNG production facilities, and the impact of a propane acquisition that closed in November 2024.
Current report — wording carried from elsewhere
Net interest expense of $40.2 million in the first half of fiscal 2025 increased $2.1 million compared to the prior year first half, primarily due to a higher level of average outstanding borrowings under our Revolving Credit Facility. See Liquidity and Capital Resources below for additional discussion.
Current report — wording carried from elsewhere
Represents net periodic benefits costs for our pension and other postretirement benefit plans (see Item 1, Note 15 of this Quarterly Report).
Current report — wording carried from elsewhere
The following table sets forth our calculations of EBITDA and Adjusted EBITDA:
Current report — wording carried from elsewhere
We also reference gross margins, computed as revenues less cost of products sold as those amounts are reported on the condensed consolidated financial statements. Our management uses gross margin as a supplemental measure of operating performance and we are including it as we believe that it provides our investors and industry analysts with additional information that we determined is useful to evaluate our operating results. As cost of products sold does not include depreciation and amortization expense, the gross margin we reference is considered a non-GAAP financial measure.