SUBURBAN PROPANE PARTNERS LP
For the period ended Sep 27, 2025. Filed Nov 26, 2025.
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FY2025 · Filed Nov 26, 2025
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Notes to Consolidated Financial Statements
(dollars in thousands, except unit and per unit amounts)
- Partnership Organization and Formation
Suburban Propane Partners, L.P. (the “Partnership”) is a publicly traded Delaware limited partnership principally engaged, through its operating partnership and subsidiaries, in the retail marketing and distribution of propane, renewable propane, renewable natural gas (“RNG”), fuel oil and refined fuels, as well as the marketing of natural gas and electricity in deregulated markets and producer of and investor in low-carbon fuel alternatives. In addition, to complement its core marketing and distribution businesses, the Partnership services a wide variety of home comfort equipment, particularly for heating and ventilation. The publicly traded limited partner interests in the Partnership are evidenced by common units traded on the New York Stock Exchange (“Common Units”), with 65,844,644 Common Units outstanding at September 27, 2025. The holders of Common Units are entitled to participate in distributions and exercise the rights and privileges available to limited partners under the Third Amended and Restated Agreement of Limited Partnership (the “Partnership Agreement”), as amended. Rights and privileges under the Partnership Agreement include, among other things, the election of all members of the Board of Supervisors and voting on the removal of the general partner.
Suburban Propane, L.P. (the “Operating Partnership”), a Delaware limited partnership, is the Partnership’s operating subsidiary formed to operate the propane business and assets. In addition, Suburban Sales & Service, Inc. (the “Service Company”), a subsidiary of the Operating Partnership, was formed to operate the service work and appliance and parts businesses of the Partnership. The Operating Partnership, together with its direct and indirect subsidiaries, accounts for substantially all of the Partnership’s assets, revenues and earnings. The Partnership, the Operating Partnership and the Service Company commenced operations in March 1996 in connection with the Partnership’s initial public offering.
Suburban Renewable Energy, LLC (“Suburban Renewable Energy”) is a wholly owned subsidiary of the Operating Partnership that was formed in January 2022. Suburban Renewable Energy serves as the platform for the Partnership’s investments in innovative, renewable energy technologies and businesses.
The general partner of both the Partnership and the Operating Partnership is Suburban Energy Services Group LLC (the “General Partner”), a Delaware limited liability company, the sole member of which is the Partnership’s Chief Executive Officer. Other than as a holder of 784 Common Units that will remain in the General Partner, the General Partner does not have any economic interest in the Partnership or the Operating Partnership.
The Partnership’s fuel oil and refined fuels, natural gas and electricity, services, and renewable energy businesses are structured as either limited liability companies that are treated as corporations or corporate entities (collectively referred to as the “Corporate Entities”) and, as such, are subject to corporate level federal and state income tax.
Suburban Energy Finance Corp., a direct 100%-owned subsidiary of the Partnership, was formed on November 26, 2003 to serve as co-issuer, jointly and severally with the Partnership, of the Partnership’s senior notes.
The Partnership serves approximately 1.0 million residential, commercial, industrial and agricultural customers through approximately 750 locations in 42 states. The Partnership’s operations are principally concentrated in the east and west coast regions of the United States, as well as portions of the midwest region of the United States and Alaska. No single customer accounted for 10% or more of the Partnership’s revenues during fiscal 2025, 2024 or 2023.
- Summary of Significant Accounting Policies
Principles of Consolidation. The consolidated financial statements include the accounts of the Partnership, the Operating Partnership and all of its direct and indirect subsidiaries. All significant intercompany transactions and account balances have been eliminated. The Partnership consolidates the results of operations, financial condition and cash flows of the Operating Partnership as a result of the Partnership’s 100% limited partner interest in the Operating Partnership.
Fiscal Period. The Partnership uses a 52/53 week fiscal year which ends on the last Saturday in September. The Partnership’s fiscal quarters are generally 13 weeks in duration. When the Partnership’s fiscal year is 53 weeks long, as was the case for fiscal 2023, the corresponding fourth quarter is 14 weeks in duration. Fiscal 2025 and 2024 included 52 weeks of operations.
Revenue Recognition. The Partnership recognizes revenue pursuant to the requirements of Financial Accounting Standards Board (“FASB”) Topic 606 – Revenue from Contracts with Customers (“Topic 606”) and all related amendments. Topic 606 provides a five-step model to be applied to all contracts with customers. The five steps are to identify the contract(s) with the customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract and recognize revenue when each performance obligation is satisfied.
Revenue is recognized by the Partnership when goods or services promised in a contract with a customer have been transferred, and no further performance obligation on that transfer is required, in an amount that reflects the consideration expected to be received. Performance obligations are determined and evaluated based on the specific terms of the arrangements and the distinct products and services offered. Due to the nature of the retail business of the Partnership, there areno remaining or unsatisfied performance obligations as of the end of the reporting period, except for tank rental agreements, maintenance service contracts, fixed price contracts and budgetary programs, as described below. The performance obligation associated with sales of propane, fuel oil and refined fuels is met at the time product is delivered to the customer. Revenue from the sale of appliances and equipment is recognized at the time of sale or when installation is complete, as defined by the performance obligations included within the related customer contract. Revenue from repairs, maintenance and other service activities is recognized upon completion of the service. Revenue from the sale of natural gas and electricity is recognized based on customer usage as determined by meter readings for amounts delivered, an immaterial amount of which may be unbilled at the end of each accounting period.
The Partnership defers the recognition of revenue for annually billed tank rent, maintenance service contracts, fixed price contracts and budgetary programs where customer consideration is received at the start of the contract period, establishing contract liabilities which are disclosed as customer deposits and advances on the consolidated balance sheets. Deliveries to customers enrolled in budgetary programs that exceed billings to those customers establish contract assets which are included in accounts receivable on the consolidated balance sheets. The Partnership ratably recognizes revenue over the applicable term for tank rent and maintenance service agreements, which is generallyone year, and at the time of delivery for fixed price contracts and budgetary programs.
The Partnership incurs incremental direct costs, such as commissions to its salesforce, to obtain certain contracts. These costs are expensed as incurred, consistent with the practical expedients issued by the FASB, since the expected amortization period is one year or less. The Partnership generally determines selling prices based on, among other things, the current weighted average cost and the current replacement cost of the product at the time of delivery, plus an applicable margin. Except for tank rental agreements, maintenance service contracts, fixed price contracts and budgetary programs, customer payments for the satisfaction of a performance obligation are due upon receipt.
Revenues from the Partnership’s renewable energy platform, as described further in Note 4, “Investments in and Acquisitions of Businesses,” consist of in-take and off-take revenues. In-take revenues are generated from tipping fees charged to third parties who deliver feedstocks, including food and beverage waste, to the Partnership’s facilities. These feedstocks, as well as manure from dairy cattle, are then anaerobically digested and converted into RNG and fertilizer. Off-take revenues are generated through the sale of RNG and the related environmental attributes, including renewable identification numbers (“RINs”) and low carbon fuel standard (“LCFS”) credits that are generated from the production and distribution of RNG, and revenues generated from the sales of fertilizers and other byproducts produced in the RNG production process. Revenues from the Partnership’s renewable energy platform are reported within the “all other” segment (refer to Note 18, “Segment Information” for more information).
In-take revenues are recognized at the point in time when the feedstocks are delivered to the Partnership because that is when the performance obligations have been satisfied. Off-take revenues are recognized at the point in time when the Partnership delivers the RNG to the customer because that is when the performance obligations have been satisfied.
Fair Value Measurements. The Partnership measures certain of its assets and liabilities at fair value, which is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants – in either the principal market or the most advantageous market. The principal market is the market with the greatest level of activity and volume for the asset or liability.
The common framework for measuring fair value utilizes a three-level hierarchy to prioritize the inputs used in the valuation techniques to derive fair values. The basis for fair value measurements for each level within the hierarchy is described below with Level 1 having the highest priority and Level 3 having the lowest.
Level 1: Quoted prices in active markets for identical assets or liabilities.
Level 2: Quoted prices in active markets for similar assets or liabilities; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs are observable in active markets.
Level 3: Valuations derived from valuation techniques in which one or more significant inputs are unobservable.
Business Combinations. The Partnership accounts for business combinations using the acquisition method and accordingly, the assets and liabilities of the acquired entities are recorded at their estimated fair values at the acquisition date. Goodwill represents the excess of the purchase price over the fair value of the net assets acquired, including the amount assigned to identifiable intangible assets. The primary drivers that generate goodwill are the value of synergies between the acquired entities and the Partnership, and the acquired assembled workforce, neither of which qualifies as an identifiable intangible asset. Identifiable intangible assets with finite lives are amortized over their useful lives. The results of operations of acquired businesses are included in the consolidated financial statements from the acquisition date. The Partnership expenses all acquisition-related costs as incurred.
Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates have been made by management in the areas of RNG revenue recognition, self-insurance and litigation reserves, pension and other postretirement benefit liabilities and costs, valuation of derivative instruments, depreciation and amortization of long-lived assets, asset impairment assessments, tax valuation allowances, allowances for doubtful accounts, and purchase price allocation for acquired businesses. The Partnership uses Society of Actuaries life expectancy information when developing the annual mortality assumptions for the pension and postretirement benefit plans, which are used to measure net periodic benefit costs and the obligation under these plans. Actual results could differ from those estimates, making it reasonably possible that a material change in these estimates could occur in the near term.
Cash, Cash Equivalents and Restricted Cash. The Partnership considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. In accordance with the indenture, as amended, and loan agreement, as amended, governing the Green Bonds assumed in the RNG Acquisition (see Notes 4 and 10), the Partnership is required to maintain certain funds in various accounts that are held with a third-party trustee for debt service and other purposes. The amounts deposited in those accounts are considered Restricted Cash and is reported within other current assets (or other assets, as applicable). The balance classified as short-term included accounts for which the cash will be used within one year, and are related to interest payments as well as operating and maintenance activities for the RNG facility in Arizona. The balance classified as long-term represented cash held in a debt service fund for future debt repayments on the Green Bonds for which the first debt redemption payment is due on October 1, 2028. Refer to Note 6, “Selected Balance Sheet and Statement of Operations Information” for a reconciliation of cash, cash equivalents, and restricted cash. The carrying amount approximates fair value because of the short-term maturity of these instruments.
Inventories. Inventories are stated at the lower of cost or market. Cost is determined using a weighted average method for propane, fuel oil and refined fuels and natural gas, and a standard cost basis for appliances, which approximates average cost.
Derivative Instruments and Hedging Activities
Commodity Price Risk. Given the retail nature of its operations, the Partnership maintains a certain level of priced physical inventory to help ensure its field operations have adequate supply commensurate with the time of year. The Partnership’s strategy is to keep its physical inventory priced relatively close to market for its field operations. The Partnership enters into a combination of exchange-traded futures and option contracts and, in certain instances, over-the-counter options and swap contracts (collectively, “derivative instruments”) to hedge price risk associated with propane and fuel oil physical inventories, as well as future purchases of propane or fuel oil used in its operations and to help ensure adequate supply during periods of high demand. In addition, the Partnership sells propane, fuel oil, electricity and natural gas to customers at fixed prices, and enters into derivative instruments to hedge a portion of its exposure to fluctuations in commodity prices as a result of selling the fixed price contracts. Under this risk management strategy, realized gains or losses on derivative instruments will typically offset losses or gains on the physical inventory once the product is sold or delivered as it pertains to fixed price contracts. All of the Partnership’s derivative instruments are reported on the consolidated balance sheet at their fair values. In addition, in the course of normal operations, the Partnership routinely enters into contracts such as forward priced physical contracts for the purchase or sale of propane and fuel oil that qualify for and are designated as normal purchase or normal sale contracts. Such contracts are exempted from the fair value accounting requirements and are accounted for at the time product is purchased or sold under the related contract. The Partnership does not use derivative instruments for speculative trading purposes. Market risks associated with derivative instruments are monitored daily for compliance with the Partnership’s Hedging and Risk Management Policy which includes volume limits for open positions. Priced on-hand inventory is also reviewed and managed daily as to exposures to changing market prices.
On the date that derivative instruments are entered into, other than those designated as normal purchases or normal sales, the Partnership makes a determination as to whether the derivative instrument qualifies for designation as a hedge. Changes in the fair value of derivative instruments are recorded each period in current period earnings or other comprehensive income (“OCI”), depending on whether the derivative instrument is designated as a hedge and, if so, the type of hedge. For derivative instruments designated as cash flow hedges, the Partnership formally assesses, both at the hedge contract’s inception and on an ongoing basis, whether the hedge contract is highly effective in offsetting changes in cash flows of hedged items. Changes in the fair value of derivative instruments designated as cash flow hedges are reported in OCI to the extent effective and reclassified into earnings during the same period in which the hedged item affects earnings. The mark-to-market gains or losses on ineffective portions of cash flow hedges are recognized in earnings immediately. Changes in the fair value of derivative instruments that are not designated as cash flow hedges, and that do not meet the normal purchase and normal sale exemption, are recorded within earnings as they occur. Cash flows associated with derivative instruments are reported as operating activities within the consolidated statement of cash flows.
Interest Rate Risk. A portion of the Partnership’s borrowings bear interest at prevailing interest rates based upon, at the Operating Partnership’s option, Secured Overnight Financing Rate (“SOFR”) plus an applicable margin or the base rate, defined as the higher of the Federal Funds Rate plus½of 1% or the agent bank’s prime rate, or SOFR plus 1%, plus the applicable margin. The applicable margin is dependent on the level of the Partnership’s total leverage (the ratio of total debt to income before deducting interest expense, income taxes, depreciation and amortization (“EBITDA”), as adjusted pursuant to the Credit Agreement). Therefore, the Partnership is subject to interest rate risk on the variable component of the interest rate. From time to time, the Partnership manages part of its variable interest rate risk by entering into interest rate swap agreements. The Partnership did not enter into any interest rate swap agreements during fiscal 2025, 2024 or 2023.
Valuation of Derivative Instruments. The Partnership measures the fair value of its exchange-traded options and futures contracts using quoted market prices found on the New York Mercantile Exchange (the “NYMEX”) (Level 1 inputs); the fair value of its swap contracts using quoted forward prices, and the fair value of its interest rate swaps using model-derived valuations driven by observable projected movements of the 3-month SOFR (Level 2 inputs); and the fair value of its over-the-counter options contracts using Level 3 inputs. The Partnership’s over-the-counter options contracts are valued based on an internal option model. The inputs utilized in the model are based on publicly available information as well as broker quotes. The significant unobservable inputs used in the fair value measurements of the Partnership’s over-the-counter options contracts are interest rate and market volatility.
Long-Lived Assets
Property, plant and equipment. Property, plant and equipment are stated at cost. Expenditures for maintenance and routine repairs are expensed as incurred while betterments are capitalized as additions to the related assets and depreciated over the asset’s remaining useful life. The Partnership capitalizes costs incurred in the acquisition and modification of computer software used internally, including consulting fees and costs of employees dedicated solely to a specific project. At the time assets are retired, or otherwise disposed of, the asset and related accumulated depreciation are removed from the accounts, and any resulting gain or loss is recognized within operating expenses. Depreciation is determined under the straight‑line method based upon the estimated useful life of the asset as follows:
| Buildings | 40 Years |
|---|---|
| Building and land improvements | 20 Years |
| Transportation equipment | 3-10 Years |
| Storage facilities | 7-30 Years |
| Machinery and equipment | 10-15 Years |
| Office equipment | 5-10 Years |
| Tanks and cylinders | 10-40 Years |
| Computer software | 3-7 Years |
The weighted average estimated useful life of the Partnership’s storage facilities and tanks and cylinders is appro ximately 25 years and 29 years, respectively.
The Partnership reviews therecoverability of long-lived assets when circumstances occur that indicate that the carrying value of an asset may not be recoverable. Such circumstances include a significant adverse change in the manner in which an asset is being used, current operating losses combined with a history of operating losses experienced by the asset or a current expectation that an asset will be sold or otherwise disposed of before the end of its previously estimated useful life. Evaluation of possible impairment is based on the Partnership’s ability to recover the value of the asset from the future undiscounted cash flows expected to result from the use and eventual disposition of the asset. If the expected undiscounted cash flows are less than the carrying amount of such asset, an impairment loss is recorded as the amount by which the carrying amount of an asset exceeds its fair value. The fair value of an asset will be measured using the best information available, including prices for similar assets or the result of using a discounted cash flow valuation technique.
Goodwill. Goodwill represents the excess of the purchase price over the fair value of net assets acquired. Goodwill is subject to an impairment review at a reporting unit level, on an annual basis as of the end of fiscal July of each year, or when an event occurs or circumstances change that would indicate potential impairment.
The Partnership has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, an entity determines it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the impairment test is unnecessary. However, if an entity concludes otherwise, then it is required to perform an impairment test.
Under the impairment test, the Partnership assesses the carrying value of goodwill at a reporting unit level based on an estimate of the fair value of the respective reporting unit. Fair value of the reporting unit is estimated using discounted cash flow analyses taking into consideration estimated cash flows in aten-year projection period and a terminal value calculation at the end of the projection period. If the fair value of the reporting unit exceeds its carrying value, the goodwill associated with the reporting unit is not considered to be impaired. If the carrying value of the reporting unit exceeds its fair value, an impairment loss is recognized to the extent that the carrying amount of the associated goodwill, if any, exceeds the implied fair value of the goodwill.
Other Intangible Assets. Other intangible assets consist of customer and supply relationships, tradenames and non-compete agreements. Customer and supply relationships and tradenames are amortized under the straight-line method over the estimated period for which the assets are expected to contribute to the future cash flows of the reporting entities to which they relate, ending periodically between fiscal years 2028 and 2035. Non-compete agreements are amortized under the straight-line method over the periods of the related agreements.
Accrued Insurance. Accrued insurance represents the estimated costs of known and anticipated or unasserted claims for incidents related to general and product, workers’ compensation and automobile liability. For each claim, the Partnership records a provision up to the estimated amount of the probable claim utilizing actuarially determined loss development factors applied to actual claims data. The Partnership is self-insured for these liabilities up to predetermined amounts above which third party insurance applies. The Partnership maintains insurance coverage such that its net exposure for insured claims is limited to the insurance deductible, claims above which are paid by the Partnership’s insurance carriers. For the portion of the estimated liability that exceeds insurance deductibles, the Partnership records an asset related to the amount of the liability expected to be covered by insurance.
Pension and Other Postretirement Benefits. The Partnership estimates the rate of return on plan assets, the discount rate used to estimate the present value of future benefit obligations and the expected cost of future health care benefits in determining its annual pension and other postretirement benefit costs. The Partnership uses Society of Actuaries mortality tables (Pri-2012), mortality improvement scales (MP-2021) and other actuarial life expectancy information when developing the annual mortality assumptions for the pension and postretirement benefit plans, which are used to measure net periodic benefit costs and the obligation under these plans.
Customer Deposits and Advances. The Partnership offers different payment programs to its customers including the ability to prepay for usage and to make equal monthly payments on account under a budget payment plan. The Partnership establishes a liability within customer deposits and advances for amounts collected in advance of deliveries.
Income Taxes. As discussed in Note 1, the Partnership structure consists oftwo limited partnerships, the Partnership and the Operating Partnership, and the Corporate Entities. For federal income tax purposes, as well as for state income tax purposes in the majority of the states in which the Partnership operates, the earnings attributable to the Partnership and the Operating Partnership are included in the tax returns of the Common Unitholders. As a result, except for certain states that impose an income tax on partnerships, no income tax expense is reflected in the Partnership’s consolidated financial statements relating to the earnings of the Partnership and the Operating Partnership. The earnings attributable to the Corporate Entities are subject to federal and state income tax. Net earnings for financial statement purposes may differ significantly from taxable income reportable to Common Unitholders as a result of differences between the tax basis and financial reporting basis of assets and liabilities and the taxable income allocation requirements under the Partnership Agreement.
Income taxes for the Corporate Entities are provided based on the asset and liability approach to accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of differences between the carrying amounts and the tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period when the change is enacted. A valuation allowance is recorded to reduce the carrying amounts of deferred tax assets when it is more likely than not that the full amount will not be realized.
Loss Contingencies. In the normal course of business, the Partnership is involved in various claims and legal proceedings. The Partnership records a liability for such matters when it is probable that a loss has been incurred and the amounts can be reasonably estimated. The liability includes probable and estimable legal costs to the point in the legal matter where the Partnership believes a conclusionto the matter will be reached. When only a range of possible loss can be established, the most probable amount in the range is accrued. If no amount within this range is a better estimate than any other amount within the range, the minimum amount in the range is accrued.
Asset Retirement Obligations. Asset retirement obligations apply to legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction, development and/or the normal operation of a long-lived asset. The Partnership has recognized asset retirement obligations for certain costs to remove and properly dispose of underground and above ground fuel oil storage tanks and contractually mandated removal of leasehold improvements.
The Partnership records a liability at fair value for the estimated cost to settle an asset retirement obligation at the time that liability is incurred, which is generally when the asset is purchased, constructed or leased. The Partnership records the liability, which is referred to as the asset retirement obligation, when it has a legal obligation to incur costs to retire the asset and when a reasonable estimate of the fair value of the liability can be made. If a reasonable estimate cannot be made at the time the liability is incurred, the Partnership records the liability when sufficient information is available to estimate the liability’s fair value.
Unit-Based Compensation. The Partnership recognizes compensation cost over the respective service period for employee services received in exchange for an award of equity or equity-based compensation based on the grant date fair value of the award. The Partnership measures liability awards under an equity-based payment arrangement based on remeasurement of the award’s fair value at the conclusion of each interim and annual reporting period until the date of settlement, taking into consideration the probability that the performance conditions will be satisfied.
Costs and Expenses. The cost of products sold reported in the consolidated statements of operations represents the weighted average unit cost of propane, fuel oil and refined fuels, natural gas and electricity sold, including transportation costs to deliver product from the Partnership’s supply points to storage or to the Partnership’s customer service centers. Cost of products sold also includes the cost of appliances, equipment and related parts sold or installed by the Partnership’s customer service centers computed on a basis that approximates the average cost of the products. Unrealized non-cash gains or losses from changes in the fair value of commodity derivative instruments that are not designated as cash flow hedges are recorded in each reporting period within cost of products sold. Cost of products sold is reported exclusive of any depreciation and amortization as such amounts are reported separately within the consolidated statements of operations.
All other costs of operating the Partnership’s retail propane, fuel oil and refined fuels distribution and appliance sales and service operations, as well as the natural gas and electricity marketing business and the renewable energy businesses, are reported within operating expenses in the consolidated statements of operations. These operating expenses include the compensation and benefits of field and direct operating support personnel, costs of operating and maintaining the vehicle fleet, overhead and other costs of the purchasing, training and safety departments and other direct and indirect costs of operating the Partnership’s customer service centers and RNG facilities.
All costs of back office support functions, including compensation and benefits for executives and other support functions, as well as other costs and expenses to maintain finance and accounting, treasury, legal, human resources, corporate development and the information systems functions are reported within general and administrative expenses in the consolidated statements of operations.
Net Income Per Unit. Computations of basic income per Common Unit are performed by dividing net income by the weighted average number of outstanding Common Units, and vested (and unissued) restricted units granted under the Partnership’s Restricted Unit Plans, as defined below, to retirement-eligible grantees. Computations of diluted income per Common Unit are performed by dividing net income by the weighted average number of outstanding Common Units and unissued restricted units granted under the Restricted Unit Plans. In computing diluted net income per Common Unit, weighted average units outstanding used to compute basic net income per Common Unit were increased by 477,834,535,017 and 606,454 units for fiscal 2025, 2024 and 2023, respectively, to reflect the potential dilutive effect of the unvested restricted units outstanding using the treasury stock method.
Comprehensive Income. The Partnership reports comprehensive income (the total of net income and all other non-owner changes in partners’ capital) within the consolidated statement of comprehensive income. Other comprehensive income includes unrealized gains and losses on derivative instruments accounted for as cash flow hedges and reclassifications of realized gains and losses on cash flow hedges into earnings, amortization of net actuarial losses and prior service credits into earnings and changes in the funded status of pension and other postretirement benefit plans, and net actuarial losses recognized in earnings associated with pension settlements.
Recently Issued Accounting Pronouncements. In December 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-09, “Income Taxes: Improvements to Income Tax Disclosures” (“Topic 740”). This update requires disclosure of specific categories and disaggregation of information in the income tax rate reconciliation table. Topic 740 also requires disclosure of disaggregated information related to income taxes paid, income or loss from continuing operations before income tax expense or benefit, and income tax expense or benefit from continuing operations. The requirements of Topic 740 are effective for annual periods beginning after
December 15, 2024, which will be the Partnership’s fiscal 2026 annual report. Early adoption is permitted and the amendments should be applied on a prospective basis with retrospective application also being permitted. The Partnership is assessing the effect of this update on its consolidated financial statements and related disclosures.
In November 2024, the FASB issued ASU 2024-03, “Disaggregation of Income Statement Expenses” (“Subtopic 220-40”) and in January 2025, the FASB issued ASU 2025-01, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures.” These updates require enhanced disclosure of income statement expense categories to improve transparency and provide financial statement users with more detailed information about the nature, amount and timing of expenses impacting financial performance. Subtopic 220-40 may be applied either prospectively or retrospectively and, as clarified by ASU 2025-01, is effective for fiscal years beginning after December 15, 2026 and interim periods beginning after December 15, 2027. Subtopic 220-40 will first be effective for the Partnership’s 2028 annual report. The Partnership is assessing the effect of this update on its consolidated financial statements and related disclosures
Recently Adopted Accounting Pronouncements. On the first day of fiscal 2025, the Partnership adopted the guidance under ASU 2023-07, “Segment Reporting: Improvements to Reportable Segment Disclosures” (“Topic 280”). This update required public entities to disclose significant segment expenses that are regularly provided to the chief operating decision maker and included within segment profit and loss. Beginning with this Annual Report for fiscal 2025, the adoption of Topic 280 resulted in incremental segment reporting disclosures, most notably disclosure of cost of products sold and operating expenses for each reportable segment. See Note 18, "Segment Information" for more information.
- Disaggregation of Revenue
The following table disaggregates revenue for each customer type. See Note 18, “Segment Information” for more information on segment reporting wherein it is disclosed that the Partnership’s Propane, Fuel Oil and Refined Fuels and Natural Gas and Electricity reportable segments generated approximately 88%,5% and 2%, respectively, of the Partnership’s revenue for all periods presented. The propane segment contributes the majority of the Partnership’s revenue and the concentration of revenue by customer type for the propane segment is not materially different from the consolidated revenue.
| Year Ended | |||
|---|---|---|---|
| September 27, | September 28, | September 30, | |
| 2025 | 2024 | 2023 | |
| Retail | |||
| Residential | $766,528 | $706,768 | $771,783 |
| Commercial | 404,181 | 372,828 | 393,482 |
| Industrial | 120,579 | 120,985 | 130,656 |
| Government | 67,976 | 61,396 | 65,489 |
| Agricultural | 33,398 | 36,568 | 40,971 |
| Wholesale | 39,856 | 28,627 | 26,813 |
| Total revenues | $1,432,518 | $1,327,172 | $1,429,194 |
The Partnership recognized $87,056, $84,687 and $64,508 of revenue during fiscal 2025, fiscal 2024 and fiscal 2023, respectively, for annually billed tank rent, maintenance service contracts, fixed price contracts and budgetary programs where customer consideration was received at the start of the contract period and which was included in contract liabilities as of the beginning of each respective period. Contract assets of $5,806 and $3,901 relating to deliveries to customers enrolled in budgetary programs that exceeded billings to those customers were included in accounts receivable as of September 27, 2025 and September 28, 2024, respectively.
- Investments in and Acquisitions of Businesses
On December 28, 2022, Suburban Renewable Energy acquired a platform of RNG production assets (the “RNG Acquisition”) from Equilibrium Capital Group (“Equilibrium”), a leading sustainability-driven asset management firm. The purchase price was $190,000 for two operating facilities located in Stanfield, AZ and Columbus, OH, along with potential contingent consideration that Equilibrium could earn based upon the future economic performance of the acquired RNG assets, and a percentage of the monetization of production tax credits earned during calendar years 2025 through 2027 if the acquired RNG assets meet a specified annual EBITDA threshold during the same three-year period. Using a valuation model (a level 3 input), the fair value of the contingent consideration was initially determined to be $6,194 and was included in the allocation of the purchase price to the assets acquired and liabilities assumed. Based upon an evaluation of several factors, including current and projected market prices for certain environmental attributes and the likelihood of meeting the EBITDA threshold for the acquired RNG assets during the measurement period, the Partnership determined that the fair value as of September 27, 2025 was $0, resulting in income of $6,194 in fiscal 2025, which was recorded in “Other, net” within the consolidated statement of operations.
The purchase agreement also included potential contingent consideration payable by Equilibrium to Suburban Renewable Energy based on the costs to construct a gas upgrade system at the Columbus, OH facility. According to the purchase agreement, expenditures for the gas upgrade equipment project that exceeded a certain amount would be funded by Equilibrium, up to a total of $3,000, if the Partnership incurred those costs prior to December 31, 2024. During the first quarter of fiscal 2025, the Partnership recorded a $3,000 increase in the fair value of this contingent consideration, which was recognized as income within “Other, net” on the Partnership’s consolidated statement of operations for fiscal 2025.
Suburban Renewable Energy owns a 19% equity stake in Independence Hydrogen, Inc. (“IH”) based in Ashburn, Virginia and has also purchased certain secured convertible notes issued by IH. IH is a veteran-owned and operated, privately held company developing a gaseous hydrogen ecosystem to deliver locally sourced hydrogen to local markets, with a primary focus on material handling and backup power applications. During the first quarter of fiscal 2025, the Partnership recorded an other-than-temporary impairment charge of $9,595, recognized in “Other, net” on the consolidated statement of operations, to write down the carrying value of its investment in IH to its estimated fair value of $21,589 based on third-party investment discussions. The Partnership will continue to monitor IH’s financial condition and other available information to determine if future adjustments are necessary.
The Operating Partnership owns a 38% equity stake in Oberon Fuels, Inc. (“Oberon”) based in San Diego, California and has also purchased certain secured convertible notes issued by Oberon. Oberon, a development-stage producer of low-carbon, renewable dimethyl ether (“rDME”) transportation fuel, is focused on the research and development of practical and affordable pathways to zero-emission transportation through its proprietary production process. Oberon’s rDME fuel is a low-carbon, zero-soot alternative to petroleum diesel, and when blended with propane can significantly reduce the carbon intensity of propane. Additionally, rDME is a carrier for hydrogen, making it easy to deliver this renewable fuel for the growing hydrogen fuel cell vehicle industry. As a development-stage entity, Oberon is reliant on raising capital to fund its operations and strategic growth initiatives. Due to Oberon’s financial condition, which raised substantial doubts about its ability to continue as a going concern, as well as the uncertainty about potential third-party capital infusion, the Partnership determined that its investment in Oberon was fully impaired as of December 28, 2024. During the first quarter of fiscal 2025, the Partnership recorded an other-than-temporary impairment charge of $10,213, recognized in “Other, net” on the consolidated statement of operations, to write down the carrying value of its investment in Oberon to $0.
Suburban Renewable Energy owns a minority equity stake in another privately-held, development-stage entity. Due to this entity’s financial condition, which raised substantial doubts about its ability to continue as a going concern, as well as the uncertainty about potential third-party capital infusion, the Partnership determined that its investment in this entity was fully impaired as of September 27, 2025. During the fourth quarter of fiscal 2025, the Partnership recorded an other-than-temporary impairment charge of $6,095, recognized in “Other, net” on the consolidated statement of operations, to write down the carrying value of its investment to $0.
These strategic investments were made to gain knowledge and otherwise support the Partnership’s Go Green with Suburban Propane corporate pillar, which focuses on advocating for the clean-burning and versatile nature of propane and renewable propane as a solution to a lower carbon future and investing in innovative, renewable energy alternatives to lower GHG emissions. The investments in IH and Oberon are being accounted for under the equity method of accounting and were included in “Other assets” within the consolidated balance sheets, and the Partnership’s equity in their losses were included in “Other, net” within the consolidated statements of operations. The investment in the other development-stage entity is being accounted for under the cost method of accounting and was included in “Other assets” within the consolidated balance sheets.
Pursuant to the Partnership’s strategic growth initiatives, the Operating Partnership acquired the propane assets and operations of various propane retailers in each of the last three fiscal years, as well as made additional investments in Oberon, IH and the other development-stage entity, as summarized below. The purchase price allocations and results of operations of the acquired businesses were not material to the Partnership’s consolidated financial position and statement of operations.
| Fiscal Year · Total consideration (1) | ||
|---|---|---|
| 2025 | $60,061 | (2) |
| 2024 | $26,361 | (3) |
| 2023 | $19,651 | (4) |
(1)Total consideration includes non-compete consideration, which will be paid over the respective non-compete periods subject to compliance with the terms of the respective agreements, investments in the Partnership's equity-method and cost-method investees, and excludes working capital adjustments.
(2)Includesone acquisition of a propane retailer located in New Mexico.
(3)Includes three acquisitions of propane retailers located in Florida, Nevada, and Texas.
(4)Includesone acquisition of a propane retailer located in Washington.
- Distributions of Available Cash
The Partnership makes distributions to its partners no later than 45 days after the end of each fiscal quarter in an aggregate amount equal to its Available Cash for such quarter. Available Cash, as defined in the Partnership Agreement, generally means all cash on hand at the end of the respective fiscal quarter less the amount of cash reserves established by the Board of Supervisors in its reasonable discretion for future cash requirements. These reserves are retained for the proper conduct of the Partnership’s business, the payment of debt principal and interest and for distributions during the next four quarters.
The following summarizes the quarterly distributions per Common Unit declared and paid in respect of each of the quarters in the last three fiscal years:
| Fiscal | Fiscal | Fiscal | |
|---|---|---|---|
| 2025 | 2024 | 2023 | |
| First Quarter | $0.3250 | $0.3250 | $0.3250 |
| Second Quarter | 0.3250 | 0.3250 | 0.3250 |
| Third Quarter | 0.3250 | 0.3250 | 0.3250 |
| Fourth Quarter | 0.3250 | 0.3250 | 0.3250 |
- Selected Balance Sheet and Statement of Operations Information
Cash, Cash Equivalents and Restricted Cash. Restricted cash consists of amounts deposited in various bank accounts held by a trustee, as required for operating, maintenance and debt service purposes, all of which is stipulated in the loan agreement under the indenture to the Green Bonds. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheets that aggregates to the total shown on the consolidated statements of cash flows:
| As of | ||
|---|---|---|
| September 27, | September 28, | |
| 2025 | 2024 | |
| Cash and cash equivalents | $405 | $3,219 |
| Restricted cash included in other current assets | 3,302 | 9,355 |
| Restricted cash included in other assets (noncurrent) | 8,064 | 7,940 |
| Total cash, cash equivalents, and restricted cash shown on the consolidated statements of cash flows | $11,771 | $20,514 |
Inventories. Inventories consist of the following:
| As of | ||
|---|---|---|
| September 27, | September 28, | |
| 2025 | 2024 | |
| Propane, fuel oil and refined fuels and natural gas | $69,694 | $52,284 |
| Appliances | 4,032 | 3,146 |
| $73,726 | $55,430 | |
The Partnership enters into contracts for the supply of propane, fuel oil and natural gas. Such contracts generally have a term of one year subject to annual renewal, with purchase quantities specified at the time of order and costs based on market prices at the date of delivery.
Property, plant and equipment. Property, plant and equipment consists of the following:
| As of | ||
|---|---|---|
| September 27, | September 28, | |
| 2025 | 2024 | |
| Land and improvements | $199,862 | $195,601 |
| Buildings and improvements | 141,211 | 133,019 |
| Transportation equipment | 32,800 | 26,306 |
| Storage facilities | 125,441 | 122,308 |
| Machinery and equipment | 78,457 | 77,841 |
| Tanks and cylinders | 1,000,002 | 965,187 |
| Computer software | 58,009 | 54,988 |
| Construction in progress | 61,964 | 30,806 |
| 1,697,746 | 1,606,056 | |
| Less: accumulated depreciation | (1,006,471) | (952,071) |
| $691,275 | $653,985 | |
Depreciation expense for fiscal 2025, 2024 and 2023 amounted to $59,364, $54,681 and $51,676, respectively.
Other, Net. Other, Net consists of the following:
| Year Ended | |||
|---|---|---|---|
| September 27, | September 28, | September 30, | |
| 2025 | 2024 | 2023 | |
| Equity in losses of Oberon (1) | $12,358 | $16,042 | $4,698 |
| Equity in losses of IH (2) | 11,438 | 2,077 | 1,566 |
| Impairment of cost-method investee (3) | 6,095 | — | — |
| Contingent consideration from Equilibrium | (3,000) | — | — |
| Reversal of the earnout reserve established in connection with the RNG Acquisition (4) | (6,194) | — | — |
| Other (5) | 1,431 | 3,418 | 2,772 |
| Other, net | $22,128 | $21,537 | $9,036 |
(1)
Fiscal 2025 included an other-than-temporary impairment charge of $10,213 (see Note 4 above).
(2)
Fiscal 2025 included an other-than-temporary impairment charge of $9,595 (see Note 4 above).
(3)
Fiscal 2025 included an other-than-temporary impairment charge of $6,095 (see Note 4 above).
(4)
Represents an adjustment to the fair value of the Partnership's contingent consideration liability(see Note 4 above).
(5)
Includes net periodic benefits costs for the Partnership's pension and other postretirement benefit plans and pension settlement charges (see Note 12 below).
- Goodwill and Other Intangible Assets
The Partnership’s fiscal 2025 and fiscal 2024 annual goodwill impairment review resulted in no adjustments to the carrying amount of goodwill. The carrying values of goodwill assigned to the Partnership’s operating segments are as follows:
| Propane | Fuel oil andrefined fuels | Natural gas and electricity | All other | Total | |
|---|---|---|---|---|---|
| Goodwill | $1,107,655 | $10,900 | $7,900 | $31,259 | $1,157,714 |
| Accumulated adjustments | — | (6,462) | — | — | (6,462) |
| $1,107,655 | $4,438 | $7,900 | $31,259 | $1,151,252 | |
| Fiscal 2025 Activity | |||||
| Goodwill acquired (1) | $6,575 | $— | $— | $— | $6,575 |
| Goodwill | $1,114,230 | $10,900 | $7,900 | $31,259 | $1,164,289 |
| Accumulated adjustments | — | (6,462) | — | — | (6,462) |
| $1,114,230 | $4,438 | $7,900 | $31,259 | $1,157,827 | |
Other intangible assets consist of the following:
| As of | ||
|---|---|---|
| September 27, | September 28, | |
| 2025 | 2024 | |
| Customer relationships (1) | $596,429 | $577,486 |
| Non-compete agreements (1) | 45,955 | 41,955 |
| Other | 5,100 | 7,067 |
| 647,484 | 626,508 | |
| Less: accumulated amortization | ||
| Customer relationships | (523,636) | (513,053) |
| Non-compete agreements | (37,430) | (36,000) |
| Other | (1,641) | (2,943) |
| (562,707) | (551,996) | |
| $84,777 | $74,512 | |
(1)
Reflects the impact from acquisitions (See Note 4).
Aggregate amortization expense related to other intangible assets for fiscal 2025, 2024 and 2023 was $12,678, $12,294 and $10,906, respectively. Aggregate amortization expense for each of the five succeeding fiscal years related to other intangible assets held as of September 27, 2025 is estimated as follows: 2026: $12,070; 2027: $12,056; 2028: $11,570; 2029: $10,498; and 2030: $8,516.
- Leases
The Partnership leases certain property, plant and equipment, including portions of its vehicle fleet, for various periods under noncancelable leases, all of which were determined to be operating leases. The Partnership determines if an agreement contains a lease at inception based on the Partnership’s right to the economic benefits of the leased assets and its right to direct the use of the leased asset. Right-of-use assets represent the Partnership’s right to use an underlying asset, and right-of-use liabilities represent the Partnership’s obligation to make lease payments arising from the lease. Right-of-use assets and liabilities are recognized at the lease commencement date based on the present value of the lease payments over the lease term. As most of the Partnership’s leases do not provide an implicit rate, the Partnership uses its estimated incremental borrowing rate based on the information available at the commencement date, adjusted for the lease term, to determine the present value of the lease payments. This rate is calculated based on a collateralized rate for the specific leasing activities of the Partnership.
Some leases include one or more options to renew at the Partnership’s discretion, with renewal terms that can extend the lease from one to fifteen additional years. The renewal options are included in the measurement of the right-of-use assets and lease liabilities if the Partnership is reasonably certain to exercise the renewal options. Short-term leases are leases having an initial term oftwelve months or less. The Partnership recognizes expenses for short-term leases on a straight-line basis and does not record a lease asset or lease liability for such leases.
The Partnership has residual value guarantees associated with certain of its operating leases, related primarily to transportation equipment. See Note 15, “Guarantees” for more information.
The Partnership does not have any material lease obligations that were signed, but not yet commenced as of September 27, 2025.
Quantitative information on the Partnership’s lease population for fiscal 2025 is as follows:
| Year Ended | ||
|---|---|---|
| September 27, 2025 | September 28, 2024 | |
| Lease expense | $44,571 | $44,264 |
| Other information: | ||
| Cash payments for operating leases | 44,880 | 44,456 |
| Right-of-use assets obtained in exchange for new operating lease liabilities | 12,899 | 28,786 |
| Weighted-average remaining lease term | 5.5 years | 5.5 years |
| Weighted-average discount rate | 6.3% | 6.2% |
The following table summarizes future minimum lease payments under non-cancelable operating leases as of September 27, 2025:
| Fiscal Year | Operating Leases |
|---|---|
| 2026 | $40,580 |
| 2027 | 29,883 |
| 2028 | 24,051 |
| 2029 | 17,415 |
| 2030 | 10,456 |
| 2031 and thereafter | 18,746 |
| Total future minimum lease payments | $141,131 |
| Less: interest | (23,118) |
| Total lease obligations | $118,013 |
- Income Taxes
For federal income tax purposes, as well as for state income tax purposes in the majority of the states in which the Partnership operates, the earnings attributable to the Partnership and the Operating Partnership are not subject to income tax at the partnership level. With the exception of those states that impose an entity-level income tax on partnerships, the taxable income or loss attributable to the Partnership and to the Operating Partnership, which may vary substantially from the income (loss) before income taxes reported by the Partnership in the consolidated statement of operations, are includable in the federal and state income tax returns of the Common Unitholders. The aggregate difference in the basis of the Partnership’s net assets for financial and tax reporting purposes cannot be readily determined as the Partnership does not have access to each Common Unitholder’s basis in the Partnership.
As described in Note 1, “Partnership Organization and Formation,” the earnings of the Corporate Entities are subject to U.S. corporate level income tax. However, based upon past performance, the Corporate Entities are currently reporting an income tax provision composed primarily of minimum state income taxes. A full valuation allowance has been provided against the deferred tax assets (with the exception of certain net operating loss carryforwards (“NOLs”) that arose after 2017) based upon an analysis of all available evidence, both negative and positive at the balance sheet date, which, taken as a whole, indicates that it is more likely than not that sufficient future taxable income will not be available to utilize the assets. Management’s periodic reviews include, among other things, the nature and amount of the taxable income and expense items, the expected timing of when assets will be used or liabilities will be required to be reported and the reliability of historical profitability of businesses that are expected to provide future earnings. Furthermore, management considered tax-planning strategies it could use to increase the likelihood that the deferred tax assets will be realized.
NOLs generated by the Corporate Entities beginning in 2018 may be carried forward indefinitely. The Corporate Entities generated a taxable loss during the 2022 tax year, which resulted in a $295 deferred tax benefit recorded during fiscal 2023.
The income tax provision of all the legal entities included in the Partnership’s consolidated statement of operations, which is composed primarily of state income taxes in the few states that impose taxes on partnerships and minimum state income taxes on the Corporate Entities, consists of the following:
| Year Ended | |||
|---|---|---|---|
| September 27, | September 28, | September 30, | |
| 2025 | 2024 | 2023 | |
| Current provision | |||
| Federal | $5 | $6 | $8 |
| State and local | 761 | 728 | 955 |
| 766 | 734 | 963 | |
| Deferred provision (benefit) | 582 | — | (295) |
| $1,348 | $734 | $668 | |
The provision for income taxes differs from income taxes computed at the U.S. federal statutory rate as a result of the following:
| Year Ended | |||
|---|---|---|---|
| September 27, | September 28, | September 30, | |
| 2025 | 2024 | 2023 | |
| Income tax provision at federal statutory tax rate | $22,663 | $15,731 | $26,128 |
| Impact of Partnership income not subject to federal income taxes | (29,814) | (20,245) | (31,604) |
| Permanent differences | (280) | 135 | 104 |
| Change in valuation allowance | 9,505 | 4,725 | 6,721 |
| State income taxes | (547) | 449 | (552) |
| Other | (179) | (61) | (129) |
| Provision for income taxes - current and deferred | $1,348 | $734 | $668 |
The components of net deferred taxes and the related valuation allowance using currently enacted tax rates are as follows:
| Year Ended | ||
|---|---|---|
| September 27, | September 28, | |
| 2025 | 2024 | |
| Deferred tax assets: | ||
| Net operating loss carryforwards | $56,549 | $55,785 |
| Allowance for doubtful accounts | 323 | 272 |
| Inventory | 742 | 873 |
| Deferred revenue | 429 | 486 |
| Other accruals | 8,735 | 4,026 |
| Total deferred tax assets | 66,778 | 61,442 |
| Deferred tax liabilities: | ||
| Intangible assets | 1,886 | 278 |
| Property, plant and equipment | 10,362 | 8,949 |
| Total deferred tax liabilities | 12,248 | 9,227 |
| Net deferred tax assets | 54,530 | 52,215 |
| Valuation allowance | (53,784) | (50,888) |
| Net deferred tax assets | $746 | $1,327 |
- Long-Term Borrowings
Long-term borrowings consist of the following:
| As of | ||
|---|---|---|
| September 27, | September 28, | |
| 2025 | 2024 | |
| 5.875% senior notes, due March 1, 2027 | $350,000 | $350,000 |
| 5.00% senior notes, due June 1, 2031 | 650,000 | 650,000 |
| 5.50% Green Bonds due October 1, 2028 through October 1, 2033, net of unaccreted fair value adjustment of $10,953 and $12,478 | 69,692 | 68,167 |
| Revolving Credit Facility, due March 15, 2029 | 149,200 | 151,000 |
| Subtotal | 1,218,892 | 1,219,167 |
| Less: unamortized debt issuance costs | (7,147) | (8,841) |
| $1,211,745 | $1,210,326 | |
Senior Notes
2027 Senior Notes
On February 14, 2017, the Partnership and its 100%-owned subsidiary, Suburban Energy Finance Corp., completed a public offering of $350,000 in aggregate principal amount of 5.875% senior notes due March 1, 2027 (the “2027 Senior Notes”). The 2027 Senior Notes were issued at 100% of the principal amount and require semi-annual interest payments in March and September. The net proceeds from the issuance of the 2027 Senior Notes, along with borrowings under the Revolving Credit Facility, were used to repurchase, satisfy and discharge all of the Partnership’s then-outstanding 7.375% senior notes due in 2021.
The 2027 Senior Notes are redeemable, at the Partnership’s option, in whole or in part, at any time on or after March 1, 2022, in each case at the redemption prices described in the table below, together with any accrued and unpaid interest to the date of the redemption.
| Year | Percentage |
|---|---|
| 2025 and thereafter | 100.000% |
2031 Senior Notes
On May 24, 2021, the Partnership and its 100%-owned subsidiary, Suburban Energy Finance Corp., completed a private offering of $650,000 in aggregate principal amount of 5.0% senior notes due June 1, 2031 (the “2031 Senior Notes”) to “qualified institutional buyers,” as defined in Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and non-U.S. persons outside the United States under Regulation S under the Securities Act. The 2031 Senior Notes were issued at 100% of the principal amount and require semi-annual interest payments in June and December. The net proceeds from the issuance of the 2031 Senior Notes, along with borrowings under the Revolving Credit Facility, were used to repurchase, satisfy and discharge all of the Partnership’s then-outstanding 5.5% senior notes due in 2024 and 5.75% senior notes due in 2025.
The 2031 Senior Notes are redeemable, at the Partnership’s option, in whole or in part, at any time on or after June 1, 2026, in each case at the redemption prices described below, together with any accrued and unpaid interest to the date of the redemption.
| Year | Percentage |
|---|---|
| 2026 | 102.500% |
| 2027 | 101.667% |
| 2028 | 100.833% |
| 2029 and thereafter | 100.000% |
The Partnership’s obligations under the 2027 Senior Notes and 2031 Senior Notes (collectively, the “Senior Notes”) are unsecured and rank senior in right of payment to any future subordinated indebtedness and equally in right of payment with any future senior indebtedness. The Senior Notes are structurally subordinated to, which means they rank effectively behind, any debt and other liabilities of the Operating Partnership. The Partnership is permitted to redeem some or all of the Senior Notes at redemption prices and times as specified in the indentures governing the Senior Notes. The Senior Notes each have a change of control provision that would require the Partnership to offer to repurchase the notes at 101% of the principal amount repurchased, if a change of control, as defined in the indentures governing the terms of the Senior Notes, occurs and is followed by a rating decline (a decrease in the rating of the notes by either Moody’s Investors Service or Standard and Poor’s Rating Group by one or more gradations) within 90 days of the consummation of the change of control.
Green Bonds
On December 28, 2022, the Partnership assumed the loan agreement under the Indentures of Trust, issued by The Industrial Development Authority of the County of Pinal (“Green Bonds”) from Equilibrium in conjunction with the RNG Acquisition. The proceeds of the Green Bonds, which bear interest at 5.5%, were loaned to and used by Equilibrium to construct the RNG production facility in Arizona and are secured by all of the assets at that location. The Green Bonds have a par value of $80,645 and require semi-annual interest payments in April and October. Principal payments begin on October 1, 2028 and continue annually through October 1, 2033. The Green Bonds were initially recorded at fair value at the time of the RNG Acquisition and are being accreted to par value over the term of the bonds using the effective interest method.
The Green Bonds contain various restrictive and affirmative covenants, and previously included a financial covenant 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 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 for all periods listed. Effective May 2, 2025, the Operating Partnership entered into a guaranty agreement with the trustee under the Indentures of Trust whereby it guarantees all payments due under the Green Bonds, and amended the indenture governing the Green Bonds to eliminate the debt service coverage ratio covenant.
Credit Agreement
On March 15, 2024, the Partnership and the Operating Partnership entered into a Fourth Amended and Restated Credit Agreement (the “Credit Agreement”) that provides for a $500,000 revolving credit facility (the “Revolving Credit Facility”), of which $149,200 and $151,000 was outstanding as of September 27, 2025 and September 28, 2024, respectively. The Revolving Credit Facility matures on the earlier of (i) the date that is ninety-one (91) days prior to maturity of the 2027 Senior Notes (unless the notes have been refinanced prior to such date) and (ii)March 15, 2029. At the time of the execution of the Credit Agreement, $187,900 was outstanding under the Operating Partnership’s revolving credit facility of the previous credit agreement, which was rolled into the Revolving Credit Facility under the Credit Agreement. The Credit Agreement amends and restates the previous amended and restated credit agreement dated March 5, 2020. Borrowings under the Revolving Credit Facility may be used for general corporate purposes; including working capital, capital expenditures and acquisitions. The Operating Partnership has the right to prepay any borrowings under the Revolving Credit Facility, in whole or in part, without penalty at any time prior to maturity. In connection with the execution of the Credit Agreement, the Partnership recognized a non-cash charge of $215 in fiscal 2024 to write-off a portion of unamortized debt origination costs of the previous credit agreement.
The Credit Agreement contains certain restrictive and affirmative covenants applicable to the Operating Partnership, its subsidiaries and the Partnership, as well as certain financial covenants, including (a) requiring the Partnership’s Consolidated Interest Coverage Ratio, as defined in the Credit Agreement, to be not less than 2.5 to 1.0 as of the end of any fiscal quarter, (b) prohibiting the Total Consolidated Leverage Ratio, as defined in the Credit Agreement, of the Partnership from being greater than 5.75 to 1.0, and (c) prohibiting the Senior Secured Consolidated Leverage Ratio, as defined in the Credit Agreement, of the Operating Partnership from being greater than 3.25 to 1.0 as of the end of any fiscal quarter.
The Partnership and certain subsidiaries of the Operating Partnership act as guarantors with respect to the obligations of the Operating Partnership under the Credit Agreement pursuant to the terms and conditions set forth therein. The obligations under the Credit Agreement are secured by liens on substantially all of the personal property of the Partnership, the Operating Partnership and their subsidiaries, as well as mortgages on certain real property.
As of September 27, 2025, borrowings under the Revolving Credit Facility bear interest at prevailing interest rates based upon, at the Operating Partnership’s option, SOFR plus the Applicable Rate, or the base rate, defined as the higher of the Federal Funds Rate plus½ of 1%, the administrative agent bank’s prime rate, or SOFR plus 1%, plus in each case the Applicable Rate. The Applicable Rate is dependent upon the Partnership’s Total Consolidated Leverage Ratio. As of September 27, 2025, the weighted average interest rate for borrowings under the Revolving Credit Facility was approximately 6.84%. The interest rate and the Applicable Rate will be reset following the end of each calendar quarter.
As of September 27, 2025, the Partnership had standby letters of credit issued under the Revolving Credit Facility of $26,386 which expire periodically through April 30, 2026.
The Credit Agreement and the Senior Notes both contain various restrictive and affirmative covenants applicable to the Operating Partnership, its subsidiaries and the Partnership, respectively, including (i) restrictions on the incurrence of additional indebtedness, and (ii) restrictions on certain liens, investments, guarantees, loans, advances, payments, mergers, consolidations, distributions, sales of assets and other transactions. Under the Credit Agreement and the indentures governing the Senior Notes, the Operating Partnership and the Partnership are generally permitted to make cash distributions equal to available cash, as defined, as of the end of the immediately preceding quarter, if no event of default exists or would exist upon making such distributions, and with respect to the indentures governing the Senior Notes, the Partnership’s Consolidated Fixed Charge Coverage Ratio, as defined, is greater than 1.75 to 1. The Partnership and the Operating Partnership were in compliance with all covenants and terms of the Senior Notes and the Credit Agreement as of September 27, 2025.
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. In the first quarter of fiscal 2025, 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; this was not required for the second, third or fourth quarters of fiscal 2025.
Debt origination costs representing the costs incurred in connection with the placement of, and the subsequent amendment to, the Credit Agreement are capitalized within other assets and amortized on a straight-line basis over the term of the Credit Agreement. During fiscal 2024, the Partnership recognized a charge of $215 to write-off unamortized debt origination costs and capitalized $3,744 in costs incurred in connection with the amendment to the Credit Agreement. Debt origination costs associated with the Partnership’s Senior Notes are reflected as a direct deduction from the carrying amount of such debt and amortized on a straight-line basis over the terms of the respective Senior Notes. Other assets at September 27, 2025 and September 28, 2024 include debt origination costs associated with the Credit Agreement with a net carrying amountof $1,743 and $3,237, respectively.
The aggregate amounts of long-term debt maturities subsequent to September 27, 2025 are as follows: fiscal 2026: $-0-; fiscal 2027: $499,200; fiscal 2028: $-0-; fiscal 2029:$11,707; fiscal 2030: $12,352; and thereafter: $706,586.
- Unit-Based Compensation Arrangements
As described in Note 2, the Partnership recognizes compensation cost over the respective service period for employee services received in exchange for an award of equity, or equity-based compensation, based on the grant date fair value of the award. The Partnership measures liability awards under an equity-based payment arrangement based on remeasurement of the award’s fair value at the conclusion of each interim and annual reporting period until the date of settlement, taking into consideration the probability that the performance conditions will be satisfied.
Restricted Unit Plan. At the Partnership’s Tri-Annual Meeting held on May 15, 2018, the Unitholders approved and the Partnership adopted the Suburban Propane Partners, L.P. 2018 Restricted Unit Plan (the “Restricted Unit Plan”) authorizing the issuance of up to 1,800,000 Common Units to executives, managers and other employees and members of the Board of Supervisors of the Partnership. The Restricted Unit Plan was amended and restated to authorize the issuance of an additional 1,725,000 and 2,650,000 Common Units by approval of the Unitholders at the Partnership’s Tri-Annual Meetings held on May 18, 2021 and May 21, 2024, respectively, for a total of 6,175,000 Common Units. Unless otherwise determined by the Compensation Committee of the Partnership’s Board of Supervisors (the “Compensation Committee”) on or before the grant date, one-third of all outstanding awards under the Restricted Unit Plan will vest on each of the first three anniversaries of the award grant date. Participants in the Restricted Unit Plan are not eligible to receive quarterly distributions on, or vote, their respective restricted units until vested. Restricted units cannot be sold or transferred prior to vesting. The value of each restricted unit is established by the market price of the Common Unit on the date of grant, net of estimated future distributions during the vesting period. Restricted units are subject to forfeiture in certain circumstances as defined in the Restricted Unit Plan. Compensation expense for the unvested awards is recognized ratably over the vesting periods and is net of estimated forfeitures.
The following is a summary of activity in the Restricted Unit Plan:
| Weighted Average | ||
|---|---|---|
| Grant Date Fair | ||
| Units | Value Per Unit | |
| Outstanding September 24, 2022 | 1,516,229 | $13.52 |
| Awarded | 571,732 | 13.45 |
| Forfeited | (15,552) | (13.15) |
| Vested (1) | (706,047) | (14.59) |
| Outstanding September 30, 2023 | 1,366,362 | 12.94 |
| Awarded | 466,625 | 14.77 |
| Forfeited | (1,470) | (18.44) |
| Vested (1) | (731,239) | (13.47) |
| Outstanding September 28, 2024 | 1,100,278 | 13.37 |
| Awarded | 509,951 | 15.09 |
| Forfeited | (25,368) | (13.79) |
| Vested (1) | (657,440) | (13.30) |
| Outstanding September 27, 2025 | 927,421 | $14.35 |
(1)
During fiscal 2025, 2024 and 2023, the Partnership withheld 156,540,180,787 and 171,840 Common Units, respectively, from participants for income tax withholding purposes for those executive officers of the Partnership whose shares of restricted units vested during the period.
As of September 27, 2025, unrecognized compensation cost related to unvested restricted units awarded under the Restricted Unit Plan amounted to $2,550. Compensation cost associated with the unvested awards is expected to be recognized over a weighted-average period of approximately 1.2 years. Compensation expense for the Restricted Unit Plan for fiscal 2025, 2024 and 2023 was $7,775, $8,191 and $8,260, respectively.
Phantom Equity Plan. At its November 8, 2022 meeting, the Compensation Committee adopted the Phantom Equity Plan (the “PEP”) to incentivize behaviors that will lead to the creation of long-term value for the Partnership’s Unitholders by functioning as a cash-settled corollary plan to the Partnership’s Restricted Unit Plan. The executive officers of the Partnership, the members of the Board, and other employees of the Partnership are eligible for awards of phantom units under the PEP. Unless otherwise stipulated by the Compensation Committee, the standard vesting schedule for awards under the PEP will be one-third of each award on each of the first three anniversaries of the award grant date, subject to continuous employment or service from the grant date through the applicable payment date. Unvested awards are subject to forfeiture in certain circumstances, as defined in the PEP document and the applicable award agreements. Upon vesting, phantom units are automatically converted into cash equal to the average of the highest and lowest trading prices of the Partnership’s Common Units on the day prior to the vesting date.
Compensation expense, which includes adjustments to previously recognized compensation expense for current period changes in the fair value of unvested awards, for fiscal 2025, fiscal 2024 and fiscal 2023 was $7,564, $7,297 and $3,668, respectively. As of September 27, 2025 and September 28, 2024, the Partnership had a liability included within accrued employment and benefit costs (or other liabilities, as applicable) of $11,561 and $9,019, respectively.
Distribution Equivalent Rights Plan. On January 17, 2017, the Partnership adopted the Distribution Equivalent Rights Plan (the “DER Plan”), as amended on November 8, 2022, which gives the Compensation Committee discretion to award distribution equivalent rights (“DERs”) to executive officers of the Partnership. Once awarded, DERs entitle the grantee to a cash payment each time the Board of Supervisors declares a cash distribution on the Partnership’s Common Units, which cash payment will be equal to an amount calculated by multiplying the number of unvested restricted units and unvested phantom units which are held by the grantee on the record date of the distribution, by the amount of the declared distribution per Common Unit. Compensation expense recognized under the DER Plan was $1,382, $1,475 and $1,344 for fiscal 2025, 2024 and 2023, respectively.
Long-Term Incentive Plan. On November 10, 2020, the Partnership adopted the 2021 Long-Term Incentive Plan (the “LTIP”). The LTIP is a non-qualified, unfunded, long-term incentive plan for executive officers and key employees that provides for payment, in the form of cash, of an award of equity-based compensation at the end of a three-year performance period. The LTIP document governs the terms and conditions of the outstanding awards with the level of compensation earned being based on the Partnership’s average distributable cash flow over the three-year measurement period. The level of compensation earned under the fiscal 2021 award was evaluated using two separate measurement components: (i) 75% weight based on the level of average distributable cash flow of the Partnership over the three-year measurement period; and (ii) 25% weight based on the achievement of certain operating and strategic objectives, set by the Compensation Committee, over that award’sthree-year measurement period. The level of compensation earned under the fiscal 2022 award and awards thereafter, is also evaluated using two separate measurement components: (i) 50% weight based onthe level of average distributable cash flow of the Partnership over the three-year measurement period; and (ii) 50% weight based on the achievement of certain operating and strategic objectives, set by the Compensation Committee for that award’s three-year measurement period.
Compensation expense, which includes adjustments to previously recognized compensation expense for current period changes in the fair value of unvested awards, for fiscal 2025, 2024 and 2023 was $4,439, $3,573, and $3,771, respectively. The cash payout in fiscal 2025, which related to the fiscal 2022 award, was $4,038; the cash payout in fiscal 2024, which related to the fiscal 2021 award, was $4,405; and the cash payout in fiscal 2023, which related to the fiscal 2020 award, was $3,129.
- Employee Benefit Plans
Defined Contribution Plan. The Partnership has an employee Retirement Savings and Investment Plan (the “401(k) Plan”) covering most employees. Employer matching contributions relating to the 401(k) Plan represent a match of $0.50 on up to 6% of eligible compensation contributed with the opportunity to earn an additional performance-based matching contribution if certain annual fiscal performance targets are achieved. These contribution costs were $4,263, $4,280 and $4,493 for fiscal 2025, 2024 and 2023, respectively.
Defined Pension and Retiree Health and Life Benefits Arrangements
Pension Benefits. The Partnership has a noncontributory defined benefit pension plan which was originally designed to cover all eligible employees of the Partnership who met certain requirements as to age and length of service. Effective January 1, 1998, the Partnership amended its defined benefit pension plan to provide benefits under a cash balance formula as compared to a final average pay formula which was in effect prior to January 1, 1998. Effective January 1, 2000, participation in the defined benefit pension plan was limited to eligible existing participants on that date with no new participants eligible to participate in the plan. On September 20, 2002, the Board of Supervisors approved an amendment to the defined benefit pension plan whereby, effective January 1, 2003, future service credits ceased and eligible employees receive interest credits only toward their ultimate retirement benefit.
Contributions, as needed, are made to a trust maintained by the Partnership. Contributions to the defined benefit pension plan are made by the Partnership in accordance with the Employee Retirement Income Security Act of 1974 minimum funding standards plus additional amounts made at the discretion of the Partnership, which may be determined from time to time. Contributions of $4,000 were made by the Partnership during each of fiscal 2025, 2024 and 2023. In fiscal 2010, the Internal Revenue Service completed its review of the Partnership’s defined benefit pension plan and issued a favorable determination letter pertaining to the cash balance formula. However, there can be no assurances that future legislative developments will not have an adverse effect on the Partnership’s results of operations or cash flows.
Retiree Health and Life Benefits. The Partnership provides postretirement health care and life insurance benefits for certain retired employees. Partnership employees hired prior to July 1993 and who retired prior to March 1998 are eligible for postretirement health care benefits if they reached a specified retirement age while working for the Partnership. Partnership employees hired prior to July 1993 and who retired prior to January 1998 are eligible for life insurance benefits if they reached a specified retirement age while working for the Partnership. Effective January 1, 2017, the Partnership terminated postretirement life insurance benefits to all retirees that retired after December 31, 1997. Effective March 31, 1998, the Partnership froze participation in its postretirement health care benefit plan, with no new retirees eligible to participate in the plan. All active employees who were eligible to receive health care benefits under the postretirement plan subsequent to March 1, 1998, were provided an increase to their accumulated benefits under the cash balance pension plan. The Partnership’s postretirement health care and life insurance benefit plans are unfunded. Effective January 1, 2006, the Partnership changed its postretirement health care plan from a self-insured program to one that is fully insured under which the Partnership pays a portion of the insurance premium on behalf of the eligible participants.
The Partnership recognizes the funded status of pension and other postretirement benefit plans as an asset or liability on the balance sheet and recognizes changes in the funded status in other comprehensive income (loss) in the year the changes occur. The Partnership uses the date of its consolidated financial statements as the measurement date of plan assets and obligations.
Projected Benefit Obligation, Fair Value of Plan Assets and Funded Status. The following tables provide a reconciliation of the changes in the benefit obligations and the fair value of the plan assets for fiscal 2025 and 2024 and a statement of the funded status for both years. Under the Partnership’s cash balance defined benefit pension plan, the accumulated benefit obligation and the projected benefit obligation are the same.
| Pension Benefits | Retiree Health and Life Benefits | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Reconciliation of benefit obligations: | ||||
| Benefit obligation at beginning of year | $65,405 | $69,372 | $2,528 | $2,871 |
| Interest cost | 2,577 | 3,129 | 100 | 143 |
| Actuarial (gain) loss | (1,888) | 2,012 | (278) | (164) |
| Lump sum benefits paid | (3,441) | (3,917) | — | — |
| Ordinary benefits paid | (4,882) | (5,191) | (277) | (322) |
| Prior service credits | — | — | 14 | — |
| Benefit obligation at end of year | $57,771 | $65,405 | $2,087 | $2,528 |
| Reconciliation of fair value of plan assets: | ||||
| Fair value of plan assets at beginning of year | $52,758 | $51,340 | $— | $— |
| Actual return on plan assets | (260) | 6,526 | — | — |
| Employer contributions | 4,000 | 4,000 | 277 | 322 |
| Lump sum benefits paid | (3,441) | (3,917) | — | — |
| Ordinary benefits paid | (4,882) | (5,191) | (277) | (322) |
| Fair value of plan assets at end of year | $48,175 | $52,758 | $— | $— |
| Funded status: | ||||
| Funded status at end of year | $(9,596) | $(12,647) | $(2,087) | $(2,528) |
| Amounts recognized in consolidated balance sheets consist of: | ||||
| Net amount recognized at end of year | $(9,596) | $(12,647) | $(2,087) | $(2,528) |
| Less: current portion | — | — | 289 | 342 |
| Noncurrent benefit liability | $(9,596) | $(12,647) | $(1,798) | $(2,186) |
| Amounts not yet recognized in net periodic benefit cost and included in accumulated other comprehensive income (loss): | ||||
| Actuarial net (loss) gain | $(8,697) | $(9,809) | $3,148 | $3,556 |
| Prior service credits | — | — | 66 | 106 |
| Net amount recognized in accumulated other comprehensive (loss) income | $(8,697) | $(9,809) | $3,214 | $3,662 |
Plan Assets. The Partnership’s investment policies and strategies, as set forth in the Investment Management Policy and Guidelines, are monitored by a Benefits Committee comprised offive members of management. The Partnership employs a liability driven investment strategy, which seeks to increase the correlation of the plan’s assets and liabilities to reduce the volatility of the plan’s funded status. This strategy has resulted in an asset allocation that is largely comprised of investments in funds of fixed income securities. The target asset mix is as follows: (i) fixed income securities portion of the portfolio should range between 80% and 90%; and (ii) equity securities portion of the portfolio should range between 10% and 20%.
The following table presents the actual allocation of assets held in trust as of:
| September 27, | September 28, | |
|---|---|---|
| 2025 | 2024 | |
| Fixed income securities | 85% | 85% |
| Equity securities | 15% | 15% |
| 100% | 100% |
The Partnership’s valuations include the use of the funds’ reported net asset values for commingled fund investments. Commingled funds are valued at the net asset value of its underlying securities. The assets of the defined benefit pension plan have no significant concentration of risk and there are no restrictions on these investments.
The following table describes the measurement of the Partnership’s pension plan assets by asset category as of:
| September 27, | September 28, | |
|---|---|---|
| 2025 | 2024 | |
| Short term investments (1) | $1,504 | $1,466 |
| Equity securities: (1) (2) | ||
| Domestic | 4,480 | 2,855 |
| International | 2,603 | 4,975 |
| Fixed income securities (1) (3) | 39,588 | 43,462 |
| $48,175 | $52,758 | |
(1)Includes funds which are not publicly traded and are valued at the net asset value of the units provided by the fund issuer.
(2)Includes funds which invest primarily in a diversified portfolio of publicly traded U.S. and Non-U.S. common stock.
(3)Includes funds which invest primarily in publicly traded and non-publicly traded, investment grade corporate bonds, U.S. government bonds and asset-backed securities.
Projected Contributions and Benefit Payments. The Partnership expects to contribute approximately $4,000 to the defined benefit pension plan during fiscal 2026. Estimated future benefit payments for both pension and retiree health and life benefits are as follows:
| Pension · Retiree Health and | ||
|---|---|---|
| Fiscal Year | Benefits | Life Benefits |
| 2026 | $15,926 | $289 |
| 2027 | 5,802 | 250 |
| 2028 | 5,361 | 214 |
| 2029 | 5,036 | 181 |
| 2030 | 4,498 | 152 |
| 2031 through 2035 | 17,577 | 431 |
Estimated future pension benefit payments assumes that age 65 or older active and non-active eligible participants in the pension plan that had not received a benefit payment prior to fiscal 2026 will elect to receive a benefit payment in fiscal 2026. In addition, for all periods presented, estimated future pension benefit payments assumes that participants will elect a lump sum payment in the fiscal year that the participant becomes eligible to receive benefits.
Effect on Operations. The following table provides the components of net periodic benefit costs included in operating expenses for fiscal 2025, 2024 and 2023:
| Pension Benefits | Retiree Health and Life Benefits | |||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | 2025 | 2024 | 2023 | |
| Interest cost | $2,577 | $3,129 | $3,306 | $100 | $143 | $166 |
| Expected return on plan assets | (1,289) | (1,260) | (1,355) | — | — | — |
| Amortization of prior service credit | — | — | — | (25) | (284) | (498) |
| Settlement charge | 528 | 638 | — | — | — | — |
| Recognized net actuarial loss (gain) | 245 | 1,489 | 1,927 | (687) | (741) | (775) |
| Net periodic benefit costs | $2,061 | $3,996 | $3,878 | $(612) | $(882) | $(1,107) |
During fiscal 2025, fiscal 2024 and fiscal 2023, lump sum pension settlement payments to either terminated or retired individuals amounted to $3,441, $3,917 and $2,639, respectively. The settlement threshold (combined service and interest costs of net periodic pension cost) for these three years were$2,577, $3,129 and $3,306, respectively. In fiscal 2025 and fiscal 2024, lump sum pension settlement payments exceeded the respective settlement thresholds, which required the Partnership to recognize non-cash settlement charges of $528 and $638, respectively. The non-cash charges were required to accelerate recognition of a portion of cumulative unamortized losses in the defined benefit pension plan.
Actuarial Assumptions. The assumptions used in the measurement of the Partnership’s benefit obligations as of September 27, 2025 and September 28, 2024 are shown in the following table:
| Pension Benefits | Retiree Health and Life Benefits | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Weighted-average discount rate | 5.000% | 4.625% | 4.500% | 4.250% |
| Average rate of compensation increase | n/a | n/a | n/a | n/a |
The assumptions used in the measurement of net periodic pension benefit and postretirement benefit costs for fiscal 2025, 2024 and 2023 are shown in the following table:
| Pension Benefits | Retiree Health and Life Benefits | |||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | 2025 | 2024 | 2023 | |
| Weighted-average discount rate | 4.625% | 5.500% | 5.125% | 4.250% | 5.375% | 4.875% |
| Average rate of compensation increase | n/a | n/a | n/a | n/a | n/a | n/a |
| Weighted-average expected long-term rate of return on plan assets | 2.900% | 2.950% | 2.950% | n/a | n/a | n/a |
The discount rate assumption takes into consideration current market expectations related to long-term interest rates and the projected duration of the Partnership’s pension obligations based on a benchmark index with similar characteristics as the expected cash flow requirements of the Partnership’s defined benefit pension plan over the long-term. The expected long-term rate of return on plan assets assumption reflects estimated future performance in the Partnership’s pension asset portfolio considering the investment mix of the pension asset portfolio and historical asset performance. The expected return on plan assets is determined based on the expected long-term rate of return on plan assets and the market-related value of plan assets. The market-related value of pension plan assets is the fair value of the assets. Unrecognized actuarial gains and losses in excess of 10% of the greater of the projected benefit obligation and the market-related value of plan assets are amortized over the expected average remaining service period of active employees expected to receive benefits under the plan.
An increase or decrease of the assumed health care cost trend rates by 1.0% in each year would have no material impact to the Partnership’s benefit obligation as of September 27, 2025 nor the aggregate of service and interest components of net periodic postretirement benefit expense for fiscal 2025. The Partnership has concluded that the prescription drug benefits within the retiree medical plan do not entitle the Partnership to an available Medicare subsidy.
Multi-Employer Pension Plans. As a result of the acquisition of the retail propane assets of Inergy, the Partnership contributes to multi-employer pension plans (“MEPPs”) in accordance with various collective bargaining agreements covering union employees. As one of the many participating employers in these MEPPs, the Partnership is responsible with the other participating employers for any plan underfunding. As of September 27, 2025 and September 28, 2024, the Partnership’s estimated obligation for MEPP established withdrawals was $18,559 and $20,026, respectively. Due to the uncertainty regarding future factors that could impact the withdrawal liability, the Partnership is unable to determine the timing of the payment of the future withdrawal liability, or additional future withdrawal liability, if any.
The Partnership’s contributions to a particular MEPP are established by the applicable collective bargaining agreements (“CBAs”); however, the required contributions may increase based on the funded status of a MEPP and legal requirements of the Pension Protection Act of 2006 (the “PPA”), which requires substantially underfunded MEPPs to implement a funding improvement plan (“FIP”) or a rehabilitation plan (“RP”) to improve their funded status. Factors that could impact funded status of a MEPP include, without limitation, investment performance, changes in the participant demographics, decline in the number of contributing employers, changes in actuarial assumptions and the utilization of extended amortization provisions.
While no multi-employer pension plan that the Partnership contributed to is individually significant to the Partnership, the table below discloses the MEPPs to which the Partnership contributes. The financial health of a MEPP is indicated by the zone status, as defined by the PPA, which represents the funded status of the plan as certified by the plan's actuary. Plans in the red zone are less than 65% funded, the yellow zone are between 65% and 80% funded, and green zone are at least 80% funded. Total contributions made by the Partnership to multi-employer pension plans for the fiscal years ended September 27, 2025, September 28, 2024 and September 30, 2023 are shown below.
| PPA Zone Status · Contributions · Contributions greater than5% of · Expiration | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Pension Fund | EIN/Pension Plan Number | 2025 | 2024 | FIP/RP Status | 2025 | 2024 | 2023 | Total Plan Contributions | date ofCBA |
| Local 282 Pension Trust (1) | 11-6245313 | Green | Green | n/a | $215 | $269 | $301 | No | August 2029 |
| Western Conference of Teamsters Pension Plan (1) | 91-6145047 | Green | Green | n/a | 23 | 29 | 18 | No | February 2024 |
| $238 | $298 | $319 | |||||||
(1)Based on most recent available valuation information for plan year ended December 2023.
Additionally, the Partnership contributes to certain multi-employer plans that provide health and welfare benefits and defined annuity plans. Contributions to those plans were $674, $892 and $881 for fiscal 2025, 2024 and 2023, respectively.
- Financial Instruments and Risk Management
Cash, Cash Equivalents and Restricted Cash. The Partnership considers all highly liquid instruments purchased with an original maturity ofthree months or less to be cash equivalents. In accordance with the indenture, as amended, and loan agreement, as amended, governing the Green Bonds assumed in the RNG Acquisition (see Notes 4 and 10), the Partnership is required to maintain certain funds in various accounts that are held with a third-party trustee for debt service and other purposes. The amounts deposited in those accounts are considered Restricted Cash and are reported within other current assets (or other assets, as applicable). The balance classified as short-term included accounts for which the cash will be used within one year, and are related to interest payments as well as operating and maintenance activities for the RNG facility in Arizona. The balance classified as long-term represented cash held in a debt service fund for future debt repayments on the Green Bonds for which the first debt redemption payment is due on October 1, 2028. Refer to Note 6, “Selected Balance Sheet and Statement of Operations Information” for a reconciliation of cash, cash equivalents, and restricted cash. The carrying amount approximates fair value because of the short-term maturity of these instruments.
Derivative Instruments and Hedging Activities. The Partnership measures the fair value of its exchange-traded commodity-related options and futures contracts using Level 1 inputs, the fair value of its commodity-related swap contracts and interest rate swaps using Level 2 inputs and the fair value of its over-the-counter commodity-related options contracts using Level 3 inputs. The Partnership’s over-the-counter options contracts are valued based on an internal option model. The inputs utilized in the model are based on publicly available information, as well as broker quotes.
The following summarizes the fair value of the Partnership’s derivative instruments and their location in the consolidated balance sheets as of September 27, 2025 and September 28, 2024, respectively:
| As of September 27, 2025 · As of September 28, 2024 | |||||||
|---|---|---|---|---|---|---|---|
| Asset Derivatives · Location · Fair Value · Location · Fair Value | |||||||
| Derivatives not designated as hedging instruments: | |||||||
| Commodity-related derivatives | Other current assets | $1,504 | Other current assets | $4,122 | |||
| Other assets | 102 | Other assets | 769 | ||||
| $1,606 | $4,891 | ||||||
| Liability Derivatives | Location | Fair Value | Location | Fair Value | |||
| Derivatives not designated as hedging instruments: | |||||||
| Commodity-related derivatives | Other current liabilities | $1,883 | Other current liabilities | $5,744 | |||
| Other liabilities | 53 | Other liabilities | — | ||||
| $1,936 | $5,744 | ||||||
The following summarizes the reconciliation of the beginning and ending balances of assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs:
| Fair Value Measurement Using Significant Unobservable Inputs (Level 3) | ||||
|---|---|---|---|---|
| Fiscal 2025 | Fiscal 2024 | |||
| Assets | Liabilities | Assets | Liabilities | |
| Beginning balance of over-the-counter options | $1,475 | $193 | $— | $806 |
| Beginning balance realized during the period | (1,475) | (193) | — | (806) |
| Contracts purchased during the period | 572 | 250 | 1,475 | 193 |
| Change in the fair value of outstanding contracts | — | — | — | — |
| Ending balance of over-the-counter options | $572 | $250 | $1,475 | $193 |
As of September 27, 2025 and September 28, 2024, the Partnership’s outstanding commodity-related derivatives had a weighted average maturity of approximately seven andthree months, respectively.
The effect of the Partnership’s derivative instruments on the consolidated statements of operations for fiscal 2025, 2024 and 2023 are as follows:
| Unrealized Gains (Losses) Recognized in Income | ||
|---|---|---|
| Derivatives Not Designated as Hedging Instruments | Location | Amount |
| Commodity-related derivatives: | ||
| Fiscal 2025 | Cost of products sold | $2,422 |
| Fiscal 2024 | Cost of products sold | $(14,598) |
| Fiscal 2023 | Cost of products sold | $(3,671) |
The following table presents the fair value of the Partnership’s recognized derivative assets and liabilities on a gross basis and amounts offset on the consolidated balance sheets subject to enforceable master netting arrangements or similar agreements:
| Net amounts | |||
|---|---|---|---|
| presented in the | |||
| Gross amounts | Effects of netting | balance sheet | |
| Asset Derivatives | |||
| Commodity-related derivatives | $4,213 | $(2,607) | $1,606 |
| $4,213 | $(2,607) | $1,606 | |
| Liability Derivatives | |||
| Commodity-related derivatives | $4,543 | $(2,607) | $1,936 |
| $4,543 | $(2,607) | $1,936 | |
| Net amounts | |||
|---|---|---|---|
| presented in the | |||
| Gross amounts | Effects of netting | balance sheet | |
| Asset Derivatives | |||
| Commodity-related derivatives | $13,649 | $(8,758) | $4,891 |
| $13,649 | $(8,758) | $4,891 | |
| Liability Derivatives | |||
| Commodity-related derivatives | $14,502 | $(8,758) | $5,744 |
| $14,502 | $(8,758) | $5,744 | |
The Partnership had $2,813 and $6,439 posted cash collateral as of September 27, 2025 and September 28, 2024, respectively, with its brokers for outstanding commodity-related derivatives.
Concentrations. The Partnership’s principal customers are residential and commercial end users of propane and fuel oil and refined fuels served by approximately 750 locations in 42 states. No single customer accounted for more than 10% of revenues during fiscal 2025, 2024 or 2023 and no concentration of receivables exists as of September 27, 2025 or September 28, 2024.
During fiscal 2025, Energy Transfer LP and Targa Liquids Marketing, provided approxima tely 30% and 12% of the Partnership’s total propane purchases, respectively. No other single supplier accounted for more than 10% of the Partnership’s propane purchases in fiscal 2025. The Partnership believes that, if supplies from any of these suppliers were interrupted, it would be able to secure adequate propane supplies from other sources without a material disruption of its operations.
Credit Risk. Exchange-traded futures and options contracts are traded on and guaranteed by the NYMEX and as a result, have minimal credit risk. Futures contracts traded with brokers of the NYMEX require daily cash settlements in margin accounts. The Partnership is subject to credit risk with over-the-counter swaps and options contracts entered into with various third parties to the extent the counterparties do not perform. The Partnership evaluates the financial condition of each counterparty with which it conducts business and establishes credit limits to reduce exposure to credit risk based on non-performance. The Partnership does not require collateral to support the contracts.
Bank Debt, Senior Notes and Green Bonds. The fair value of the Revolving Credit Facility approximates the carrying value since the interest rates are adjusted quarterly to reflect market conditions. Based upon quoted market prices, the fair value of the Partnership’s 2027 Senior Notes and 2031 Senior Notes was $349,125 and $617,500, respectively, as of September 27, 2025. The fair value of the Green Bonds is based upon a valuation model (a Level 3 input), which was $71,090 as of September 27, 2025.
- Commitments and Contingencies
Commitments. The Partnership leases certain property, plant and equipment, including portions of its vehicle fleet, for various periods under noncancelable leases.
Contingencies
Accrued Insurance. The Partnership is self-insured for general and product, workers’ compensation and automobile liabilities up to predetermined amounts above which third party insurance applies. As of September 27, 2025 and September 28, 2024, the Partnership had accrued liabilities of $56,685 and $58,070, respectively, representing the total estimated losses for known and anticipated or unasserted general and product, workers’ compensation and automobile claims. For the portion of the estimated liability that exceeds insurance deductibles, the Partnership records an asset within other assets (or prepaid expenses and other current assets, as applicable) related to the amount of the liability expected to be covered by insurance which amounted to $15,654 and $14,340 as of September 27, 2025 and September 28, 2024, respectively.
Legal Matters. The Partnership’s operations are subject to operating hazards and risks normally incidental to handling, storing and delivering combustible liquids such as propane. The Partnership has been, and will continue to be, a defendant in various legal proceedings and litigation as a result of these operating hazards and risks, and as a result of other aspects of its business. Although any litigation is inherently uncertain, based on past experience, the information currently available to the Partnership, and the amount of its accrued insurance liabilities, the Partnership does not believe that currently pending or threatened litigation matters, or known claims or known contingent claims, will have a material adverse effect on its results of operations, financial condition or cash flow.
The State of New York amended Section 349-d of the New York General Business Law (“GBL”) effective on March 18, 2024, to require that energy service companies that operate in the state, such as AES in connection with its natural gas and electricity business, first obtain written consent from the customer before any change in commodity prices can be charged to the customer. To date, the amended statute has not had a material negative impact on AES, but the Partnership continues to assess the impact that the GBL amendment may have in the future on its natural gas and electricity business. In addition, the New York Public Service Commission (“NY PSC”) has amended its Uniform Business Practices (“UBP”), that apply to AES and other energy supply companies that operate in the state. The UBP amendments require AES to provide notice to its customers that includes a historical comparison between the rates charged by AES and what the customer would have paid had they remained with their existing utility. The business model for AES provides for a bundled product offering in which a customer is charged one price for the commodity, plus the inclusion of a home warranty offering called EnergyGuard. This value-added warranty plan is a differentiator when comparing AES pricing with that of the local utility. The Partnership is working to enhance its communication of its value-added component in order to reduce the potential negative effect that the additional notice requirements mandated by the NY PSC could have on customer retention for energy supply companies.
- Guarantees
The Partnership has residual value guarantees associated with certain of its operating leases, related primarily to transportation equipment, with remaining lease periods scheduled to expire periodically through fiscal 2032. Upon completion of the lease period, the
Partnership guarantees that the fair value of the equipment will equal or exceed the guaranteed amount, or the Partnership will pay the lessor the difference. Although the fair value of equipment at the end of its lease term has historically exceeded the guaranteed amounts, the maximum potential amount of aggregate future payments the Partnership could be required to make under these leasing arrangements, assuming the equipment is deemed worthless at the end of the lease term, was $43,091 as of September 27, 2025. The fair value of residual value guarantees for outstanding operating leases was de minimis as of September 27, 2025 and September 28, 2024.
- Amounts Reclassified Out of Accumulated Other Comprehensive Income
The following table summarizes amounts reclassified out of accumulated other comprehensive (loss) income for the years ended September 27, 2025, September 28, 2024 and September 30, 2023:
| Year Ended | |||
|---|---|---|---|
| September 27, | September 28, | September 30, | |
| 2025 | 2024 | 2023 | |
| Pension Benefits | |||
| Balance, beginning of period | $(9,809) | $(15,190) | $(17,797) |
| Other comprehensive income before reclassifications: | |||
| Net change in funded status of benefit plan | 339 | 3,254 | 680 |
| Reclassifications to earnings: | |||
| Recognition of net actuarial loss for pension settlement (1) | 528 | 638 | — |
| Amortization of net loss (1) | 245 | 1,489 | 1,927 |
| Other comprehensive income (loss) | 1,112 | 5,381 | 2,607 |
| Balance, end of period | $(8,697) | $(9,809) | $(15,190) |
| Postretirement Benefits | |||
| Balance, beginning of period | $3,662 | $4,523 | $5,201 |
| Other comprehensive income before reclassifications: | |||
| Prior service credits | (14) | — | 132 |
| Net change in plan obligation | 278 | 164 | 463 |
| Reclassifications to earnings: | |||
| Amortization of prior service credits (1) | (25) | (284) | (498) |
| Amortization of net gain (1) | (687) | (741) | (775) |
| Other comprehensive (loss) income | (448) | (861) | (678) |
| Balance, end of period | $3,214 | $3,662 | $4,523 |
| Accumulated Other Comprehensive Income (Loss) | |||
| Balance, beginning of period | $(6,147) | $(10,667) | $(12,596) |
| Other comprehensive income before reclassifications | 603 | 3,418 | 1,275 |
| Recognition of net actuarial loss for pension settlement | 528 | 638 | — |
| Reclassifications to earnings | (467) | 464 | 654 |
| Other comprehensive (loss) income | 664 | 4,520 | 1,929 |
| Balance, end of period | $(5,483) | $(6,147) | $(10,667) |
(1)These amounts are included in the computation of net periodic benefit cost. See Note 12, “Employee Benefit Plans.”
- At-the-Market Equity Program
On February 20, 2025, the Partnership entered into an Equity Distribution Agreement (the “Equity Distribution Agreement”) with Wells Fargo Securities, LLC, J.P. Morgan Securities LLC, BofA Securities, Inc., and Evercore Group L.L.C., each acting as a sales agent and/or principal (each, an “Agent,” and collectively, the “Agents”). Pursuant to the terms of the Equity Distribution Agreement, the Partnership may issue and sell from time to time, through the Agents, the Partnership’s Common Units having an aggregate offering amount of up to $100,000.
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. The Partnership may also agree to sell Common Units to the Agents as principal for their own account on terms agreed to by the Partnership and the Agents. Each Agent will be entitled to a commission from the Partnership on the gross sales price per Common Unit sold under the Equity Distribution Agreement by such Agent acting as the Partnership’s sales agent.
During fiscal 2025, the Partnership issued 1,271,890 Common Units under the Equity Distribution Agreement for net proceeds of $23,459, after $1,058 of agent commissions and offering costs. The net proceeds from the sales of Common Units were used for general limited partnership purposes, including debt reduction and to fund strategic growth initiatives.
- Segment Information
The Partnership manages and evaluates its operations infour operating segments, three of which are reportable segments: Propane, Fuel Oil and Refined Fuels and Natural Gas and Electricity. The chief operating decision maker (“CODM”) is the Partnership’s President and Chief Executive Officer, who evaluates performance of the operating segments using segment operating income (loss), to evaluate performance and to assist in making capital resource allocation decisions.
Costs excluded from these profit measures are captured in Corporate and include corporate overhead expenses not allocated to the operating segments. Unallocated corporate overhead expenses include all costs of back-office support functions that are reported as general and administrative expenses within the consolidated statements of operations. In addition, certain costs associated with field operations support that are reported in operating expenses within the consolidated statements of operations, including purchasing, training and safety, are not allocated to the individual operating segments. Thus, operating profit for each operating segment includes only the costs that are directly attributable to the operations of the individual segment. The accounting policies of the operating segments are otherwise the same as those described in the summary of significant accounting policies in Note 2.
The propane segment is primarily engaged in the retail distribution of propane and renewable propane to residential, commercial, industrial, agricultural and government customers and, to a lesser extent, wholesale distribution to large industrial end users. In the residential, commercial and government markets, propane is used primarily for space heating, water heating, cooking and clothes drying. Industrial customers use propane generally as a motor fuel burned in internal combustion engines that power over-the-road vehicles, forklifts and stationary engines, to fire furnaces and as a cutting gas. In the agricultural markets, propane is primarily used for tobacco curing, crop drying, poultry brooding and weed control. In addition, the Partnership's equity investment in Oberon is included within the propane segment.
The fuel oil and refined fuels segment is primarily engaged in the retail distribution of fuel oil, diesel, kerosene and gasoline to residential and commercial customers for use primarily as a source of heat in homes and buildings.
The natural gas and electricity segment is engaged in the marketing of natural gas and electricity to residential and commercial customers in the deregulated energy markets of New York and Pennsylvania. Under this operating segment, the Partnership owns the relationship with the end consumer and has agreements with the local distribution companies to deliver the natural gas or electricity from the Partnership’s suppliers to the customer.
Activities in the “all other” operating segment include the Partnership’s service business, which is primarily engaged in the sale, installation and servicing of a wide variety of home comfort equipment, particularly in the areas of heating and ventilation. In addition, the Partnership's platform of RNG businesses and the equity investment in IH are included within “all other.”
The following table presents certain data by reportable segment and provides a reconciliation of total operating segment information to the corresponding consolidated amounts for the periods presented:
| Year Ended | |||
|---|---|---|---|
| September 27, | September 28, | September 30, | |
| 2025 | 2024 | 2023 | |
| Revenues: | |||
| Propane | $1,265,494 | $1,150,034 | $1,232,138 |
| Fuel oil and refined fuels | 67,352 | 73,783 | 92,127 |
| Natural gas and electricity | 24,593 | 25,877 | 31,160 |
| Subtotal | 1,357,439 | 1,249,694 | 1,355,425 |
| All other | 75,079 | 77,478 | 73,769 |
| Total revenues | $1,432,518 | $1,327,172 | $1,429,194 |
| Cost of Products Sold: (a) | |||
| Propane | $493,611 | $443,596 | $489,808 |
| Fuel oil and refined fuels | 40,997 | 49,714 | 65,572 |
| Natural gas and electricity | 14,554 | 13,782 | 19,100 |
| Subtotal | 549,162 | 507,092 | 574,480 |
| All other | 14,544 | 15,104 | 15,651 |
| Total cost of products sold | $563,706 | $522,196 | $590,131 |
| Payroll & Payroll Benefit Expenses: (b) | |||
| Propane | $170,491 | $163,881 | $169,785 |
| Fuel oil and refined fuels | 14,887 | 9,057 | 10,193 |
| Natural gas and electricity | 1,204 | 1,279 | 1,490 |
| Subtotal | 186,582 | 174,217 | 181,468 |
| All other | 61,478 | 58,526 | 55,941 |
| Corporate | 84,133 | 79,977 | 77,306 |
| Total payroll & payroll benefit expenses | $332,193 | $312,720 | $314,715 |
| Vehicle: (c) | |||
| Propane | $73,819 | $71,118 | $71,588 |
| Fuel oil and refined fuels | 3,233 | 3,089 | 3,377 |
| Natural gas and electricity | — | — | — |
| Subtotal | 77,052 | 74,207 | 74,965 |
| All other | 3,346 | 3,196 | 3,117 |
| Corporate | 14,198 | 15,745 | 16,647 |
| Total vehicle expenses | $94,596 | $93,148 | $94,729 |
| Other Controllable Expenses: (d) | |||
| Propane | $108,098 | $106,998 | $102,403 |
| Fuel oil and refined fuels | 3,707 | 4,432 | 5,379 |
| Natural gas and electricity | 3,744 | 3,657 | 4,521 |
| Subtotal | 115,549 | 115,087 | 112,303 |
| All other | 21,109 | 20,597 | 23,948 |
| Corporate | 27,012 | 25,199 | 23,937 |
| Total other controllable expenses | $163,670 | $160,883 | $160,188 |
| Year Ended | |||
|---|---|---|---|
| September 27, | September 28, | September 30, | |
| 2025 | 2024 | 2023 | |
| Depreciation and amortization: | |||
| Propane | $52,082 | $48,232 | $47,392 |
| Fuel oil and refined fuels | 1,074 | 1,289 | 1,674 |
| Natural gas and electricity | — | — | 3 |
| Subtotal | 53,156 | 49,521 | 49,069 |
| All other | 12,511 | 10,883 | 7,978 |
| Corporate | 6,375 | 6,571 | 5,535 |
| Total depreciation and amortization | $72,042 | $66,975 | $62,582 |
| Operating income: | |||
| Propane | $367,393 | $316,209 | $351,162 |
| Fuel oil and refined fuels | 3,454 | 6,202 | 5,932 |
| Natural gas and electricity | 5,091 | 7,159 | 6,046 |
| Reportable segment operating income | 375,938 | 329,570 | 363,140 |
| Reconciliation to net income: | |||
| Corporate and all other operating (loss) | (169,627) | (158,320) | (156,291) |
| Loss on debt extinguishment | — | (215) | — |
| Interest expense, net | (76,265) | (74,590) | (73,393) |
| Other, net | (22,128) | (21,537) | (9,036) |
| Provision for income taxes | (1,348) | (734) | (668) |
| Net income | $106,570 | $74,174 | $123,752 |
The CODM uses the following expense categories to manage the resources of the Partnership. These expense categories and amounts align with the segment-level information that is regularly provided to the CODM:
(1)
The cost of products sold reported in the consolidated statements of operations represents the weighted average unit cost of propane, fuel oil and refined fuels, and natural gas and electricity sold, including transportation costs to deliver products from the Partnership’s supply points to storage locations or to the Partnership’s customer service centers. Cost of products sold also includes the cost of appliances and related parts sold or installed computed on a basis that approximates the average cost of the products. Cost of products sold does not include depreciation and amortization expense.
(2)
Payrolland payroll benefits expenses represent the compensation and benefit costs for field and direct operating support personnel.
(3)
Vehicle expenses represent the costs of operating and maintaining the Partnership’s vehicle fleet and include fuel, lease expenses and maintenance and repair costs.
(4)
Other controllable expenses include all other costs such as self-insurance, professional services and all other expenses not included within (1), (2) or (3) above.
| As of | ||
|---|---|---|
| September 27, | September 28, | |
| 2025 | 2024 | |
| Assets: | ||
| Propane | $1,933,532 | $1,912,465 |
| Fuel oil and refined fuels | 41,078 | 43,579 |
| Natural gas and electricity | 9,973 | 10,248 |
| Reportable segment assets | 1,984,583 | 1,966,292 |
| All other | 260,393 | 250,445 |
| Corporate | 51,298 | 56,024 |
| Total assets | $2,296,274 | $2,272,761 |
- Subsequent Events
On October 14, 2025, the Operating Partnership acquired the propane assets and operations of a propane retailer headquartered in California for $14,000, including $500 for non-compete consideration, plus working capital acquired. On October 16, 2025, the Operating Partnership acquired the propane assets and operations of another propane retailer, also headquartered in California, for $10,000, including $1,000 for non-compete consideration, plus working capital acquired. These acquisitions were consummated pursuant to the Partnership’s strategic growth initiatives.
INDEX TO FINANCIAL STATEMENT SCHEDULE
| Page | ||
| Schedule II | Valuation and Qualifying Accounts – Years Ended September 27, 2025, September 28, 2024 and September 30, 2023 | S-2 |
|---|---|---|
SCHEDULE II
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.