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SUBURBAN PROPANE PARTNERS LP

For the period ended Jun 28, 2025. Filed Aug 7, 2025.

View on SEC.gov

About 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 28, 2025 · Filed Aug 7, 2025

SPH$17.18-0.2%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous 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 OPERATIONS

Current report: 10-Q

Period ended 2025-06-28; filed 2025-08-07.

0000950170-25-104656

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The 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 115 previous paragraphs and 116 current paragraphs.

63 unchanged; 45 reworded; 8 added; 7 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 17 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 (8)

Current report

Retail propane gallons sold in the third quarter of fiscal 2025 of 71.9 million gallons were in line with the prior year third quarter. Average temperatures (as measured by heating degree days) across all of our service territories during the third quarter of fiscal 2025 were 14% warmer than normal and 5% cooler than the prior year third quarter.

Current report

Combined operating and general and administrative expenses of $136.3 million for the third quarter of fiscal 2025 increased $0.6 million, or 0.5%, compared to the prior year third quarter as higher payroll and benefit-related costs were largely offset by a gain from an insurance recovery. Operating expenses for the third quarters of fiscal 2025 and 2024 included pension settlement charges of $0.5 million in each period, which were excluded from Adjusted EBITDA for both periods.

Current report

Revenues in our all other segment of $18.7 million were $0.4 million, or 2.3%, higher than the prior year.

Current report

$0.5 million decrease reported in the propane segment, and a $0.2 million increase reported in the natural gas and electricity segment. These unrealized mark-to-market adjustments were excluded from Adjusted EBITDA for both periods.

Current report

Cost of products sold associated with our fuel oil and refined fuels segment of $5.9 million decreased $1.5 million, or 19.7%, compared to the prior year third quarter. Lower average wholesale costs and lower volumes sold led to decreases of $1.1 million and $0.4 million, respectively.

Current report

Operating expenses of $117.5 million for the third quarter of fiscal 2025 increased $1.6 million, or 1.4%, compared to the prior year third quarter, primarily due to higher payroll and benefit-related costs, offset to an extent by a gain from an insurance recovery.

Current report

General and administrative expenses of $18.7 million for the third quarter of fiscal 2025 decreased $1.0 million, or 5.2%, compared to the prior year third quarter, primarily due to lower variable compensation costs.

Current report

Nine Months Ended June 28, 2025 Compared to Nine Months Ended June 29, 2024
Removed paragraphs (7)

Previous report

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 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.

Previous report

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 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.

Previous 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.

Previous 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.

Previous report

Six Months Ended March 29, 2025 Compared to Six Months Ended March 30, 2024
Reworded paragraphs (45)

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 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.

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 nine months ended June 28, 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

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.

Current wording

According to the Energy Information Administration, U.S. propane inventory levels at the end of June 2025 were 75.7 million barrels, which was nominally lower than June 2024 levels and 9.9% higher than the five-year average for June. The slight decline in inventory levels and continued strong global demand contributed to an increase in average posted propane prices (basis Mont Belvieu, Texas) of 4.7% compared to the prior year third quarter.

Previous 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.

Current wording

Consistent with the seasonal nature of our business, we typically experience a net loss in the third quarter of our fiscal year. Net loss for the third quarter of fiscal 2025 was $14.8 million, or $0.23 per Common Unit, compared to net loss of $17.2 million, or $0.27 per Common Unit, for the third quarter of fiscal 2024. Adjusted earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA, as defined and reconciled below) for the third quarter of fiscal 2025 was $27.0 million, which was flat compared to the prior year third quarter.

Previous 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.

Current wording

Average propane prices (basis Mont Belvieu, Texas) for the third quarter of fiscal 2025 increased 4.7% compared to the prior year third quarter. Total gross margin for the third quarter of fiscal 2025 was $160.6 million, unchanged from the prior year third quarter, as both propane volumes sold and unit margins remained steady. Gross margin for the third quarter of fiscal 2025 included a $2.9 million unrealized loss attributable to the mark-to-market adjustment for derivative instruments used in risk management activities, compared to a $3.2 million unrealized loss in the prior year third quarter. These non-cash adjustments, which were reported in cost of products sold, were excluded from Adjusted EBITDA for both periods.

Previous wording

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 wording

During the third quarter of fiscal 2025, we utilized cash flows from operating activities and net proceeds of $8.1 million 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 $69.0 million in borrowings under our revolving credit facility. The Consolidated Leverage Ratio, as defined in our credit agreement, for the twelve-month period ended June 28, 2025 improved to 4.33x.

Previous 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.

Current wording

Our anticipated cash requirements for the remainder of fiscal 2025 include: (i) capital expenditures of approximately $10.7 million for the propane segment; (ii) capital expenditures of approximately $15.4 million to support the construction and development efforts for our renewable energy platform; (iii) interest and income tax payments of approximately $14.0 million; and (iv) cash distributions of approximately $21.5 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

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 wording

Following a winter that generally reflected sustained and widespread cooler weather patterns, average temperatures (as measured in heating degree days) across all of our service territories during the third quarter of fiscal 2025 were 14% warmer than normal and 5% cooler than the prior year third quarter. The nominally cooler temperatures compared to the prior year third quarter were brief and limited to certain parts of the northeast, resulting in only a minimal impact on heat-related demand during the third quarter.

Previous 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.

Current wording

Revenues from the distribution of propane and related activities of $226.9 million increased $6.8 million, or 3.1%, compared to the prior year third quarter, primarily due to higher average retail selling prices. Average propane selling prices increased 2.0% compared to the prior year third quarter, reflecting higher average wholesale costs, resulting in a $4.4 million increase in revenues. Retail propane gallons sold increased 0.2 million gallons, or 0.2%, compared to the prior year third quarter, resulting in a $0.5 million increase in revenues. Included within the propane segment are revenues from risk management activities, which increased $1.9 million, primarily due to a higher notional amount of hedging contracts that were settled physically.

Previous wording

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 wording

Revenues from the distribution of fuel oil and refined fuels of $9.7 million were $1.2 million, or 11.3%, lower than the prior year third quarter, primarily due to lower average retail selling prices and a decrease in volumes sold. Average fuel oil and refined fuels selling prices decreased 7.3% compared to the prior year, reflecting lower average wholesale costs, resulting in a $0.7 million decrease in revenues. Fuel oil and refined fuels gallons sold decreased 0.1 million gallons, or 4.7%, resulting in a $0.5 million decrease in revenues.

Previous wording

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 wording

Revenues in our natural gas and electricity segment of $4.8 million were $0.5 million, or 9.1%, lower than the prior year, primarily due to lower electricity usage and the impact of a lower customer base.

Previous 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.

Current wording

In the commodities markets, average posted propane prices (basis Mont Belvieu, Texas) were 4.7% higher than the prior year third quarter, and average fuel oil prices were 13.7% lower than the prior year third quarter. The net change in the fair value of derivative instruments resulted in a $2.9 million unrealized non-cash loss in the third quarter of fiscal 2025, compared to a $3.2 million unrealized non-cash loss in the prior year third quarter. This led to a year-over-year net decrease of $0.3 million in cost of products sold, with a

Previous 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.

Current wording

Cost of products sold associated with the distribution of propane and related activities of $87.0 million increased $5.7 million, or 7.0%, compared to the prior year third quarter, primarily due to higher average wholesale costs. Included within the propane segment are costs from other propane activities, which increased $1.6 million compared to the prior year primarily due to a higher notional amount of hedging contracts that were settled physically, offset to an extent by the net decrease of $0.5 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 $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.

Current wording

Cost of products sold in our natural gas and electricity segment of $3.0 million increased $0.5 million, or 20.6%, compared to the prior year primarily due to higher natural gas wholesale costs, coupled with the net increase of $0.2 million resulting from the mark-to-market adjustments on derivative instruments used in both periods discussed above, partially offset by lower usage.

Previous wording

All costs of operating our retail distribution and appliance sales and service operations, as well as the RNG production facilities, are reported within operating expenses in the condensed consolidated statements of operations. These operating expenses include the compensation and benefits of field and direct operating support personnel, costs of operating and maintaining our vehicle fleet, overhead and other costs of our purchasing, training and safety departments and other direct and indirect costs of operating our customer service centers and RNG production facilities.

Current wording

All costs of operating our retail distribution and appliance sales and service operations, as well as the renewable natural gas (“RNG”) production facilities, are reported within operating expenses in the condensed consolidated statements of operations. These operating expenses include the compensation and benefits of field and direct operating support personnel, costs of operating and maintaining our vehicle fleet, overhead and other costs of our purchasing, training and safety departments and other direct and indirect costs of operating our customer service centers and RNG production facilities.

Previous 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.

Current wording

Depreciation and amortization expense of $18.7 million for the third quarter of fiscal 2025 increased $2.4 million, or 14.4%, compared to the prior year third quarter, primarily as a result of additional investments made in our RNG production facilities, the impact of a propane acquisition that closed in November 2024 and accelerated depreciation for assets taken out of service.

Previous 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.

Current wording

Net interest expense of $18.9 million for the third quarter of fiscal 2025 increased $0.5 million, or 2.5%, from the prior year third quarter. The increase was primarily attributable to higher average outstanding borrowings under our Revolving Credit Facility, partially offset by lower benchmark interest rates on those borrowings. See Liquidity and Capital Resources below for additional discussion.

Previous wording

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 wording

Average temperatures (as measured in heating degree days) across all of our service territories for the first nine months of fiscal 2025 were 9% 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 that 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.

Previous wording

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 wording

Revenues from the distribution of propane and related activities of $1,082.4 million increased $111.5 million, or 11.5%, compared to the prior year period, primarily due to an increase in volumes sold and higher average selling prices. Retail propane gallons sold increased 21.2 million gallons, or 6.6%, compared to the prior year, resulting in a $63.8 million increase in revenues. Average propane selling prices increased 3.1% compared to the prior year period, reflecting an increase in average wholesale costs, resulting in a $32.0 million increase in revenues. Included within the propane segment are revenues from other propane activities, which increased $15.7 million primarily due to a higher notional amount of hedging contracts used in risk management activities that were settled physically, and to a lesser extent, the impact of higher selling prices on commodity hedging contracts.

Previous 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.

Current wording

Revenues from the distribution of fuel oil and refined fuels of $60.7 million decreased $5.7 million, or 8.6%, compared to the prior year due to lower average selling prices, and to a lesser extent, lower volumes sold. Average selling prices for fuel oil and refined fuels decreased 6.4%, reflecting a decrease in average wholesale costs, resulting in a $4.6 million decrease in revenues. Fuel oil and refined fuels volumes sold decreased 0.2 million gallons, or 1.6%, resulting in a $1.1 million decrease in revenues.

Previous 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.

Current wording

Revenues in our natural gas and electricity segment of $19.9 million were $0.6 million, or 3.0%, lower than the prior year, primarily due to the impact of a lower customer base.

Previous wording

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 wording

Revenues in our all other segment of $58.1 million were $2.5 million, or 4.2%, lower than the prior year, primarily due to a decrease in injection of RNG at our facility in Stanfield, Arizona, due to planned shut downs earlier in the fiscal year for equipment upgrades and maintenance activities, as well as the impact of extremely cold ambient air temperatures during the winter which adversely impacted anaerobic digestion and RNG production.

Previous wording

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 wording

In the commodities markets, average posted propane prices (basis Mont Belvieu, Texas) were 8.6% higher than the prior year period, while average fuel oil prices were 16.0% lower. The net change in the fair value of derivative instruments resulted in a $1.4 million unrealized non-cash gain in the first nine months of fiscal 2025, compared to an unrealized non cash loss of $8.1 million for the same period in fiscal 2024. This year-over-year change contributed to a $9.5 million decrease in cost of products sold, with a $9.6 million decrease reported within the propane segment, and a $0.1 million increase reported within the natural gas and electricity segment. These unrealized mark-to-market adjustments were excluded from Adjusted EBITDA for both periods.

Previous wording

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 wording

Cost of products sold associated with the distribution of propane and related activities of $429.8 million increased $59.5 million, or 16.1%, compared to the prior year. Higher average wholesale costs contributed to a $31.1 million increase in cost of products sold, while an increase in volumes sold contributed to a $23.5 million increase. Included within the propane segment are costs from other propane activities, which increased $14.5 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 $9.6 million resulting from the mark-to-market adjustments on derivative instruments in both periods discussed above.

Previous 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.

Current wording

Cost of products sold associated with our fuel oil and refined fuels segment of $36.6 million decreased $8.0 million, or 17.9%, compared to the prior year. Lower average wholesale costs and lower volumes sold contributed to decreases in cost of products sold of $7.2 million and $0.8 million, respectively.

Previous wording

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 wording

Cost of products sold in our natural gas and electricity segment of $11.3 million increased $0.6 million, or 5.8%, compared to the prior year, due to an increase in natural gas usage, substantially offset by lower average wholesale costs.

Previous wording

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 wording

Operating expenses of $380.1 million for the first nine months of fiscal 2025 increased $13.8 million, or 3.8%, compared to the corresponding prior year period, 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.

Previous 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.

Current wording

General and administrative expenses of $75.5 million for the first nine months of fiscal 2025 increased $4.1 million, or 5.7%, 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

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 wording

Depreciation and amortization expense of $53.4 million for the first nine months of fiscal 2025 increased $3.9 million, or 8.0%, primarily as a result of additional investments made in our RNG production facilities, the impact of a propane acquisition that closed in November 2024 and accelerated depreciation for assets taken out of service.

Previous wording

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 wording

Net interest expense of $59.1 million for the first nine months of fiscal 2025 increased $2.5 million compared to the prior year period, primarily due to a higher level of average outstanding borrowings under our Revolving Credit Facility, partially offset by lower benchmark interest rates on those borrowings. See Liquidity and Capital Resources below for additional discussion.

Previous 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).

Current wording

Nine months ended June 28, 2025 included 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

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).

Current wording

Nine months ended June 28, 2025 included 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

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 wording

Operating Activities. Net cash provided by operating activities for the first nine months of fiscal 2025 was $144.4 million compared to $123.8 million in the corresponding prior year period. The change was primarily due to higher earnings in the current period, partially offset by a larger increase in working capital compared to the prior year, which stemmed from the rise in average wholesale costs of propane.

Previous 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.

Current wording

Investing Activities. Net cash used in investing activities of $114.9 million for the first nine months of fiscal 2025 consisted of capital expenditures of $57.8 million (including approximately $40.3 million to support the growth of operations and $17.5 million for maintenance expenditures), $52.6 million used to fund the acquisitions of propane businesses, and $6.8 million used to fund additional investments in our unconsolidated affiliates. This was partially offset by $2.3 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 $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.

Current wording

Net cash used in investing activities of $60.0 million for the first nine months of fiscal 2024 consisted of capital expenditures of $40.4 million (including approximately $24.4 million to support the growth of operations and $16.0 million for maintenance expenditures), $12.2 million used to fund the acquisitions of certain assets of two retail propane businesses, and $9.8 million used to fund additional investments in our unconsolidated affiliates. This was partially offset by $2.4 million in proceeds from the sale of property, plant and equipment.

Previous 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.

Current wording

Financing Activities. Net cash used in financing activities of $37.3 million for the first nine months of fiscal 2025 reflected $62.9 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 the first and second quarters of fiscal 2025, as well as other financing activities of $3.9 million. This was offset to an extent by $12.6 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 $16.9 million in net proceeds raised from the issuance of Common Units under our ATM public offering (see below).

Previous 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.

Current wording

Net cash used in financing activities of $58.3 million for the first nine months of fiscal 2024 reflected $62.3 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 and second quarters of fiscal 2024, $3.7 million in debt origination costs related to the refinancing of our Credit Agreement in March 2024, and other financing activities of $4.3 million, offset to an extent by $12.0 million in net borrowings under our Revolving Credit Facility.

Previous 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.

Current wording

As of June 28, 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 $163.6 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 June 28, 2025 and June 29, 2024 were $1,244.2 million and $1,224.6 million, respectively. See Item 1, Note 10 of this Quarterly Report.

Previous 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.

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 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 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.

Current wording

The aggregate amounts of long-term debt maturities subsequent to June 28, 2025 are as follows: fiscal 2025: $-0-; fiscal 2026: $-0-; fiscal 2027: $513.6 million; fiscal 2028: $-0-; fiscal 2029: $11.7 million; and thereafter: $718.9 million.

Previous wording

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 wording

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 on the gross sales price per Common Unit sold under the Equity Distribution Agreement by such Agent acting as our sales agent.

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