SUBURBAN PROPANE PARTNERS LP
For the period ended Dec 27, 2025. Filed Feb 5, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Dec 27, 2025 · Filed Feb 5, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-28; filed 2025-08-07.
0000950170-25-104656
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2025-12-27; filed 2026-02-05.
0001193125-26-038903
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 116 previous paragraphs and 90 current paragraphs.
44 unchanged; 36 reworded; 10 added; 31 removed; 5 previous and 0 current paragraphs rearranged.
Tables are not compared: 17 previous and 9 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (10)
Current report
At-the-Market Equity Program
Current report
Retail propane gallons sold in the first quarter of fiscal 2026 of 110.2 million gallons increased 4.2% compared to the prior year, primarily due to the impact of colder temperatures across much of the eastern half of the United States on heat-related demand and contributions from our recent acquisitions, which more than offset considerably warmer temperatures in the West and incremental volumes in the prior year first quarter in the aftermath of Hurricanes Helene and Milton in the Southeast. Average temperatures (as measured by the number of heating degree days reported by the National Oceanic and Atmospheric Administration) across all of our service territories during the first quarter of fiscal 2026 were 6% warmer than normal and 6% cooler than the prior year first quarter. Notably, average temperatures in the East were in line with normal and 12% cooler than the prior year first quarter, whereas average temperatures in the West were 24% warmer than normal and 11% warmer than the prior year first quarter.
Current report
Combined operating and general and administrative expenses of $155.0 million for the first quarter of fiscal 2026 increased $5.0 million, or 3.4%, compared to the prior year first quarter, primarily due to higher payroll and benefit-related expenses, overtime and other variable operating costs to support the increase in customer demand, as well as higher variable compensation expense associated with the increase in earnings.
Current report
In December 2025, we strategically refinanced our previously outstanding $350.0 million of 5.875% senior notes due 2027 (“2027 Senior Notes”) with net proceeds from the issuance of new 6.50% senior notes due 2035 (“2035 Senior Notes”) totaling $350.0 million and borrowings under our Revolving Credit Facility. The refinancing extends weighted average debt maturities by nearly three years and provides additional financial flexibility.
Current report
During the first quarter of fiscal 2026, we acquired two well-run propane businesses in strategic markets in California for total consideration of $24.0 million, inclusive of non-compete payments. The acquisitions, along with seasonal working capital, growth capital expenditures for the RNG facilities, and costs associated with the refinancing of our 2027 Senior Notes were funded with net borrowings of $115.4 million under the Revolving Credit Facility and net proceeds of $3.1 million from the issuance of Common Units under the At-the-Market equity program. The Consolidated Leverage Ratio, as defined in our Credit Agreement, for the twelve-month period ended December 27, 2025 was 4.57x, compared to 4.99x for the twelve-month period ended December 28, 2024.
Current report
Our long-term strategic growth plan is to foster the growth of our core propane business, while making strategic investments in lower carbon renewable energy alternatives that allows us to leverage our core competencies in safety, logistics expertise and customer service. Suburban Propane has a proud legacy of being a trusted provider of energy to local communities for almost 100 years. We are leveraging the strength and stability of our core propane business to position Suburban Propane for sustainable, long-term growth by helping to identify and invest in solutions to support the ongoing energy evolution to a lower-carbon energy economy. That innovation includes our advancements in delivering renewable propane and renewable natural gas as direct drop-in replacements for their traditional energy equivalents.
Current report
As discussed above, average temperatures (as measured in heating degree days) across all of our service territories during the first quarter of fiscal 2026 were 6% warmer than normal and 6% cooler than the prior year first quarter. The cooler weather was primarily experienced in the Northeast, Mid-Atlantic and Midwest regions of our operating footprint, whereas average temperatures in the western parts of our footprint were considerably warmer than the prior year. Notably, average temperatures in the East were in line with normal and 12% cooler than the prior year first quarter, whereas average temperatures in the West were 24% warmer than normal and 11% warmer than the prior year first quarter.
Current report
Cost of products sold associated with our fuel oil and refined fuels segment of $11.3 million increased $0.7 million, or 7.1%, compared to the prior year first quarter. Higher volumes sold and higher average wholesale costs led to increases of $0.4 million and $0.3 million, respectively.
Current report
On December 22, 2025, we redeemed, satisfied and discharged all of our previously outstanding 2027 Senior Notes with net proceeds from the issuance of the 2035 Senior Notes and borrowings under the Revolving Credit Facility. In connection with this transaction, during the first quarter of fiscal 2026, we recognized a loss on debt extinguishment of $1.2 million, consisting of the write-off of unamortized debt origination costs and other fees and expenses.
Current report
Financing Activities. Net cash provided by financing activities of $88.8 million for the first quarter of fiscal 2026 reflected $115.4 million in net borrowings under our Revolving Credit Facility and $3.1 million in net proceeds raised from the issuance of Common Units under our ATM equity program (see below) , which were used to fund a portion of our seasonal working capital needs and the capital expenditures, acquisitions and investments noted above. Financing activities also reflected $21.4 million paid for the quarterly distributions to Common Unitholders at a rate of $0.325 per Common Unit paid in respect of the fourth quarter of fiscal 2025, $5.3 million of issuance costs related to the issuance of our 2035 Senior Notes, as well as other financing activities of $3.0 million. As described in Item 1, Note 10 of this Quarterly Report, during the first quarter of fiscal 2026, we completed the private offering of $350.0 million in aggregate principal amount of our 2035 Senior Notes. The net proceeds from the offering of the 2035 Senior Notes, along with borrowings under the Revolving Credit Facility, were used to redeem, satisfy and discharge all of the then outstanding 2027 Senior Notes.
Removed paragraphs (31)
Previous report
Retail propane gallons sold in the third quarter of fiscal 2025 of 71.9 million gallons were in line with the prior year third quarter. Average temperatures (as measured by heating degree days) across all of our service territories during the third quarter of fiscal 2025 were 14% warmer than normal and 5% cooler than the prior year third quarter.
Previous report
Combined operating and general and administrative expenses of $136.3 million for the third quarter of fiscal 2025 increased $0.6 million, or 0.5%, compared to the prior year third quarter as higher payroll and benefit-related costs were largely offset by a gain from an insurance recovery. Operating expenses for the third quarters of fiscal 2025 and 2024 included pension settlement charges of $0.5 million in each period, which were excluded from Adjusted EBITDA for both periods.
Previous report
During the third quarter of fiscal 2025, we utilized cash flows from operating activities and net proceeds of $8.1 million from the issuance of Common Units under our at-the-market (“ATM”) public offering (refer to the “At-the-Market Public Offering” section below for more details) to repay $69.0 million in borrowings under our revolving credit facility. The Consolidated Leverage Ratio, as defined in our credit agreement, for the twelve-month period ended June 28, 2025 improved to 4.33x.
Previous report
Following a winter that generally reflected sustained and widespread cooler weather patterns, average temperatures (as measured in heating degree days) across all of our service territories during the third quarter of fiscal 2025 were 14% warmer than normal and 5% cooler than the prior year third quarter. The nominally cooler temperatures compared to the prior year third quarter were brief and limited to certain parts of the northeast, resulting in only a minimal impact on heat-related demand during the third quarter.
Previous report
Revenues in our all other segment of $18.7 million were $0.4 million, or 2.3%, higher than the prior year.
Previous report
In the commodities markets, average posted propane prices (basis Mont Belvieu, Texas) were 4.7% higher than the prior year third quarter, and average fuel oil prices were 13.7% lower than the prior year third quarter. The net change in the fair value of derivative instruments resulted in a $2.9 million unrealized non-cash loss in the third quarter of fiscal 2025, compared to a $3.2 million unrealized non-cash loss in the prior year third quarter. This led to a year-over-year net decrease of $0.3 million in cost of products sold, with a
Previous report
Cost of products sold associated with the distribution of propane and related activities of $87.0 million increased $5.7 million, or 7.0%, compared to the prior year third quarter, primarily due to higher average wholesale costs. Included within the propane segment are costs from other propane activities, which increased $1.6 million compared to the prior year primarily due to a higher notional amount of hedging contracts that were settled physically, offset to an extent by the net decrease of $0.5 million resulting from the mark-to-market adjustments on derivative instruments in both periods discussed above.
Previous report
Cost of products sold associated with our fuel oil and refined fuels segment of $5.9 million decreased $1.5 million, or 19.7%, compared to the prior year third quarter. Lower average wholesale costs and lower volumes sold led to decreases of $1.1 million and $0.4 million, respectively.
Previous report
Operating expenses of $117.5 million for the third quarter of fiscal 2025 increased $1.6 million, or 1.4%, compared to the prior year third quarter, primarily due to higher payroll and benefit-related costs, offset to an extent by a gain from an insurance recovery.
Previous report
General and administrative expenses of $18.7 million for the third quarter of fiscal 2025 decreased $1.0 million, or 5.2%, compared to the prior year third quarter, primarily due to lower variable compensation costs.
Previous report
Nine Months Ended June 28, 2025 Compared to Nine Months Ended June 29, 2024
Previous report
Revenues
Previous report
Average temperatures (as measured in heating degree days) across all of our service territories for the first nine months of fiscal 2025 were 9% warmer than normal and 3% cooler than the prior year. The fiscal 2025 heating season was characterized by unseasonably warm temperatures during the first quarter, followed by sustained and widespread cooler temperatures during January and February, which are the most critical months for heat-related demand during the second quarter. For that two-month period, average temperatures were 13% colder than the same period last year, which contributed to an increase in heat-related customer demand and volumes sold.
Previous report
Revenues from the distribution of propane and related activities of $1,082.4 million increased $111.5 million, or 11.5%, compared to the prior year period, primarily due to an increase in volumes sold and higher average selling prices. Retail propane gallons sold increased 21.2 million gallons, or 6.6%, compared to the prior year, resulting in a $63.8 million increase in revenues. Average propane selling prices increased 3.1% compared to the prior year period, reflecting an increase in average wholesale costs, resulting in a $32.0 million increase in revenues. Included within the propane segment are revenues from other propane activities, which increased $15.7 million primarily due to a higher notional amount of hedging contracts used in risk management activities that were settled physically, and to a lesser extent, the impact of higher selling prices on commodity hedging contracts.
Previous report
Revenues from the distribution of fuel oil and refined fuels of $60.7 million decreased $5.7 million, or 8.6%, compared to the prior year due to lower average selling prices, and to a lesser extent, lower volumes sold. Average selling prices for fuel oil and refined fuels decreased 6.4%, reflecting a decrease in average wholesale costs, resulting in a $4.6 million decrease in revenues. Fuel oil and refined fuels volumes sold decreased 0.2 million gallons, or 1.6%, resulting in a $1.1 million decrease in revenues.
Previous report
Revenues in our all other segment of $58.1 million were $2.5 million, or 4.2%, lower than the prior year, primarily due to a decrease in injection of RNG at our facility in Stanfield, Arizona, due to planned shut downs earlier in the fiscal year for equipment upgrades and maintenance activities, as well as the impact of extremely cold ambient air temperatures during the winter which adversely impacted anaerobic digestion and RNG production.
Previous report
Cost of Products Sold
Previous report
Cost of products sold associated with our fuel oil and refined fuels segment of $36.6 million decreased $8.0 million, or 17.9%, compared to the prior year. Lower average wholesale costs and lower volumes sold contributed to decreases in cost of products sold of $7.2 million and $0.8 million, respectively.
Previous report
Cost of products sold in our natural gas and electricity segment of $11.3 million increased $0.6 million, or 5.8%, compared to the prior year, due to an increase in natural gas usage, substantially offset by lower average wholesale costs.
Previous report
Operating Expenses
Previous report
General and Administrative Expenses
Previous report
Depreciation and Amortization
Previous report
Depreciation and amortization expense of $53.4 million for the first nine months of fiscal 2025 increased $3.9 million, or 8.0%, primarily as a result of additional investments made in our RNG production facilities, the impact of a propane acquisition that closed in November 2024 and accelerated depreciation for assets taken out of service.
Previous report
In connection with the refinancing of our previous revolving credit facility during the second quarter of fiscal 2024, we recognized a non-cash charge of $0.2 million to write off a portion of unamortized debt origination costs.
Previous report
Interest Expense, net
Previous report
Other, net
Previous report
EBITDA and Adjusted EBITDA
Previous report
Net cash used in financing activities of $58.3 million for the first nine months of fiscal 2024 reflected $62.3 million paid for the quarterly distributions to Common Unitholders at a rate of $0.325 per Common Unit paid in respect of the fourth quarter of fiscal 2023 and first and second quarters of fiscal 2024, $3.7 million in debt origination costs related to the refinancing of our Credit Agreement in March 2024, and other financing activities of $4.3 million, offset to an extent by $12.0 million in net borrowings under our Revolving Credit Facility.
Previous report
Total Consolidated Leverage Ratio
Previous report
At-the-Market Public Offering
Previous report
As of June 28, 2025, we may sell up to an aggregate of approximately $82.2 million in gross sale proceeds pursuant to the Equity Distribution Agreement.
Reworded paragraphs (36)
Previous wording
The following is a discussion and analysis of the financial condition and results of operations of the Partnership as of and for the three and nine months ended June 28, 2025, seen from our perspective. The discussion and analysis should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations and the historical consolidated financial statements and notes thereto included in the Annual Report on Form 10-K for the fiscal year ended September 28, 2024.
Current wording
The following is a discussion and analysis of the financial condition and results of operations of the Partnership as of and for the three months ended December 27, 2025, seen from our perspective. The discussion and analysis should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations and the historical consolidated financial statements and notes thereto included in the Annual Report on Form 10-K for the fiscal year ended September 27, 2025.
Previous wording
According to the Energy Information Administration, U.S. propane inventory levels at the end of June 2025 were 75.7 million barrels, which was nominally lower than June 2024 levels and 9.9% higher than the five-year average for June. The slight decline in inventory levels and continued strong global demand contributed to an increase in average posted propane prices (basis Mont Belvieu, Texas) of 4.7% compared to the prior year third quarter.
Current wording
According to the Energy Information Administration, U.S. propane inventory levels at the end of December 2025 were 100.3 million barrels, which was 18.0% higher than December 2024 levels and 19.7% higher than the five-year average for December. The increase in inventory levels contributed to a decrease in average posted propane prices (basis Mont Belvieu, Texas) for the first quarter of fiscal 2026 of 14.0% compared to the prior year first quarter.
Previous wording
The retail propane and fuel oil distribution businesses, as well as the retail natural gas marketing business, are seasonal because these fuels are primarily used for heating in residential and commercial buildings. Historically, approximately two‑thirds of our retail propane volume is sold during the six-month peak heating season from October through March. The fuel oil business tends to experience greater seasonality given its more limited use for space heating and approximately three-fourths of our fuel oil volumes are sold between October and March. Consequently, sales and operating profits are concentrated in our first and second fiscal quarters. Cash flows from operations, therefore, are greatest during the second and third fiscal quarters when customers pay for product purchased during the winter heating season. We expect lower operating profits and either net losses or lower net income during the period from April through September (our third and fourth fiscal quarters). To the extent necessary, we will reserve cash from the second and first quarters for distribution to holders of our Common Units in the fourth quarter and the following fiscal year first quarter.
Current wording
The retail propane and fuel oil distribution businesses, as well as the retail natural gas marketing business, are seasonal because these fuels are primarily used for heating in residential and commercial buildings. Historically, approximately two‑thirds of our retail propane volume is sold during the six-month peak heating season from October through March. The fuel oil business tends to experience greater seasonality given its more limited use for space heating and approximately three-fourths of our fuel oil volumes are sold between October and March. Consequently, sales and operating profits are concentrated in our first and second fiscal quarters. Cash flows from operations, therefore, are greatest during the second and third fiscal quarters when customers pay for product purchased during the winter heating season. We expect lower operating profits and either net losses or lower net income during the period from April through September (our third and fourth fiscal quarters). To the extent necessary, we will reserve cash from the second and third quarters for distribution to holders of our Common Units in the fourth quarter and the following fiscal year first quarter.
Previous wording
On February 20, 2025, we entered into an Equity Distribution Agreement where we may issue and sell from time to time, through the Agents, our Common Units representing limited partner interests in the Partnership having an aggregate offering amount of up to $100.0 million. These terms are defined and described in Item 1, Note 17, “At-the-Market Public Offering,” of this Quarterly Report.
Current wording
On February 20, 2025, we 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, we may issue and sell from time to time, through the Agents, our Common Units representing limited partner interests in the Partnership having an aggregate offering amount of up to $100.0 million (the “ATM equity program”).
Previous wording
The Agents use their commercially reasonable efforts, as the sales agents and subject to the terms of the Equity Distribution Agreement, to sell the Common Units offered. Sales of the Common Units were deemed to be an “at the market offering” as defined in Rule 415(a)(4) promulgated under the Securities Act, including sales made directly on or through the New York Stock Exchange. We may also agree to sell Common Units to the Agents as principal for their own account on terms agreed to by us and the Agents. Each Agent will be entitled to a commission from us on the gross sales price per Common Unit sold under the Equity Distribution Agreement by such Agent acting as our sales agent.
Current wording
The Agents use their commercially reasonable efforts, as the sales agents and subject to the terms of the Equity Distribution Agreement, to sell the Common Units offered. Sales of the Common Units are deemed to be an “at the market offering” as defined in Rule 415(a)(4) promulgated under the Securities Act, including sales made directly on or through the New York Stock Exchange. We may also agree to sell Common Units to the Agents as principal for their own account on terms agreed to by us and the Agents. Each Agent will be entitled to a commission from us on the gross sales price per Common Unit sold under the Equity Distribution Agreement by such Agent acting as our sales agent. During the three months ended December 27, 2025, we issued 171,745 Common Units under the Equity Distribution Agreement for net proceeds of $3.1 million, after agent commissions and offering costs of $0.1 million.
Previous wording
During the nine months ended June 28, 2025, we issued 903,112 Common Units under the Equity Distribution Agreement for net proceeds of $16.9 million, after agent commissions and offering costs of $0.9 million. 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.
Current wording
We use the net proceeds from the sales of Common Units pursuant to the Equity Distribution Agreement for general limited partnership purposes, including debt reduction and funding strategic growth initiatives.
Previous wording
Consistent with the seasonal nature of our business, we typically experience a net loss in the third quarter of our fiscal year. Net loss for the third quarter of fiscal 2025 was $14.8 million, or $0.23 per Common Unit, compared to net loss of $17.2 million, or $0.27 per Common Unit, for the third quarter of fiscal 2024. Adjusted earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA, as defined and reconciled below) for the third quarter of fiscal 2025 was $27.0 million, which was flat compared to the prior year third quarter.
Current wording
Net income for the first quarter of fiscal 2026 was $45.8 million, or $0.69 per Common Unit, compared to net income of $19.4 million, or $0.30 per Common Unit, for the first quarter of fiscal 2025. Adjusted earnings before interest, taxes, depreciation, and amortization (Adjusted EBITDA, as defined and reconciled below) for the first quarter of fiscal 2026 improved $8.1 million, or 10.8%, to $83.4 million, compared to the prior year first quarter.
Previous wording
Average propane prices (basis Mont Belvieu, Texas) for the third quarter of fiscal 2025 increased 4.7% compared to the prior year third quarter. Total gross margin for the third quarter of fiscal 2025 was $160.6 million, unchanged from the prior year third quarter, as both propane volumes sold and unit margins remained steady. Gross margin for the third quarter of fiscal 2025 included a $2.9 million unrealized loss attributable to the mark-to-market adjustment for derivative instruments used in risk management activities, compared to a $3.2 million unrealized loss in the prior year third quarter. These non-cash adjustments, which were reported in cost of products sold, were excluded from Adjusted EBITDA for both periods.
Current wording
Average propane prices (basis Mont Belvieu, Texas) for the first quarter of fiscal 2026 decreased 14.0% compared to the prior year first quarter. Total gross margin of $239.5 million for the fiscal 2026 first quarter increased $13.4 million, or 5.9%, compared to the prior year first quarter. Gross margin for the first quarter of fiscal 2026 included a $0.9 million unrealized gain attributable to the mark-to-market adjustment for derivative instruments used in risk management activities, compared to a $3.6 million unrealized gain in the prior year first quarter. These non-cash adjustments, which were reported in cost of products sold, were excluded from Adjusted EBITDA for both periods. Excluding the impact of the mark-to-market adjustments, total gross margin increased $16.1 million, or 7.2%, compared to the prior year first quarter, primarily due to higher propane volumes sold, and an increase in propane unit margins of $0.08 per gallon, or 4.1%.
Previous wording
Our anticipated cash requirements for the remainder of fiscal 2025 include: (i) capital expenditures of approximately $10.7 million for the propane segment; (ii) capital expenditures of approximately $15.4 million to support the construction and development efforts for our renewable energy platform; (iii) interest and income tax payments of approximately $14.0 million; and (iv) cash distributions of approximately $21.5 million to our Common Unitholders, based on the quarterly distribution rate of $0.325 per Common Unit. Based on our liquidity position, which includes cash on hand, availability of funds under our Revolving Credit Facility and expected cash flow from operating activities, we expect to have sufficient funds to meet our current and future obligations.
Current wording
Our anticipated cash requirements for the remainder of fiscal 2026 include: (i) maintenance and growth capital expenditures of approximately $32.0 million for the propane segment; (ii) capital expenditures of approximately $29.7 million to support the construction and development efforts for our renewable energy platform; (iii) interest and income tax payments of approximately $42.6 million; and (iv) distributions of approximately $65.1 million to our Common Unitholders, based on the quarterly distribution rate of $0.325 per Common Unit. Based on our liquidity position, which includes availability of funds under the Revolving Credit Facility and expected cash flow from operating activities and our ATM equity program, we expect to have sufficient funds to meet our current and future obligations.
Previous wording
Revenues from the distribution of propane and related activities of $226.9 million increased $6.8 million, or 3.1%, compared to the prior year third quarter, primarily due to higher average retail selling prices. Average propane selling prices increased 2.0% compared to the prior year third quarter, reflecting higher average wholesale costs, resulting in a $4.4 million increase in revenues. Retail propane gallons sold increased 0.2 million gallons, or 0.2%, compared to the prior year third quarter, resulting in a $0.5 million increase in revenues. Included within the propane segment are revenues from risk management activities, which increased $1.9 million, primarily due to a higher notional amount of hedging contracts that were settled physically.
Current wording
Revenues from the distribution of propane and related activities of $326.4 million decreased $3.9 million, or 1.2%, compared to the prior year, due to lower average retail selling prices, partially offset by higher volumes sold. Average propane selling prices decreased 1.8% compared to the prior year first quarter, reflecting lower average wholesale costs, resulting in a $6.1 million decrease in revenues. Retail propane gallons sold increased 4.4 million gallons, or 4.2%, compared to the prior year first quarter, resulting in a $13.3 million increase in revenues. The increase in propane volumes sold was primarily due to the impact of colder temperatures across much of the eastern half of the United States on heat-related demand and contributions from our recent acquisitions, which more than offset considerably warmer temperatures in the West and incremental volumes in the prior year first quarter in the aftermath of Hurricanes Helene and Milton in the Southeast. Included within the propane segment are revenues from risk management activities, which decreased $11.1 million, primarily due to a lower notional amount of hedging contracts used in risk management activities that were settled physically.
Previous wording
Revenues from the distribution of fuel oil and refined fuels of $9.7 million were $1.2 million, or 11.3%, lower than the prior year third quarter, primarily due to lower average retail selling prices and a decrease in volumes sold. Average fuel oil and refined fuels selling prices decreased 7.3% compared to the prior year, reflecting lower average wholesale costs, resulting in a $0.7 million decrease in revenues. Fuel oil and refined fuels gallons sold decreased 0.1 million gallons, or 4.7%, resulting in a $0.5 million decrease in revenues.
Current wording
Revenues from the distribution of fuel oil and refined fuels of $18.2 million were $0.5 million, or 2.9%, higher than the prior year first quarter, primarily due to an increase in volumes sold, offset to an extent by lower average retail selling prices. Fuel oil and refined fuels gallons sold increased 0.2 million gallons, or 3.9%, resulting in a $0.7 million increase in revenues. Average fuel oil and refined fuels selling prices decreased 1.0% compared to the prior year, resulting in a $0.2 million decrease in revenues.
Previous wording
Revenues in our natural gas and electricity segment of $4.8 million were $0.5 million, or 9.1%, lower than the prior year, primarily due to lower electricity usage and the impact of a lower customer base.
Current wording
Revenues in our natural gas and electricity segment of $5.9 million were $0.2 million, or 2.5%, lower than the prior year, resulting from lower electricity sales, primarily due to the impact of a lower customer base.
Previous wording
Revenues in our natural gas and electricity segment of $19.9 million were $0.6 million, or 3.0%, lower than the prior year, primarily due to the impact of a lower customer base.
Current wording
Revenues in our all other segment of $19.9 million were $0.6 million, or 3.1%, higher than the prior year, primarily due to an increase in renewable natural gas (“RNG”) injections at our facility in Stanfield, Arizona. This was offset to an extent by a decrease in environmental attribute and RNG commodity prices compared to the prior year first quarter.
Previous wording
In the commodities markets, average posted propane prices (basis Mont Belvieu, Texas) were 8.6% higher than the prior year period, while average fuel oil prices were 16.0% lower. The net change in the fair value of derivative instruments resulted in a $1.4 million unrealized non-cash gain in the first nine months of fiscal 2025, compared to an unrealized non cash loss of $8.1 million for the same period in fiscal 2024. This year-over-year change contributed to a $9.5 million decrease in cost of products sold, with a $9.6 million decrease reported within the propane segment, and a $0.1 million increase reported within the natural gas and electricity segment. These unrealized mark-to-market adjustments were excluded from Adjusted EBITDA for both periods.
Current wording
In the commodities markets, average posted propane prices (basis Mont Belvieu, Texas) were 14.0% lower than the prior year first quarter, and average fuel oil prices were 4.4% higher than the prior year first quarter. The net change in the fair value of derivative instruments resulted in unrealized non-cash gains of $0.9 million and $3.6 million in the first quarter of fiscal 2026 and 2025, respectively. This led to a year-over-year net increase of $2.7 million in cost of products sold, with a $2.8 million increase reported within the propane segment, and a $0.1 million decrease reported within the natural gas and electricity segment. These unrealized mark-to-market adjustments were excluded from Adjusted EBITDA for both periods.
Previous wording
Cost of products sold associated with the distribution of propane and related activities of $429.8 million increased $59.5 million, or 16.1%, compared to the prior year. Higher average wholesale costs contributed to a $31.1 million increase in cost of products sold, while an increase in volumes sold contributed to a $23.5 million increase. Included within the propane segment are costs from other propane activities, which increased $14.5 million compared to the prior year primarily due to a higher notional amount of hedging contracts used in risk management activities that were physically settled, offset to an extent by the net decrease in cost of products sold of $9.6 million resulting from the mark-to-market adjustments on derivative instruments in both periods discussed above.
Current wording
Cost of products sold associated with the distribution of propane and related activities of $112.1 million decreased $17.6 million, or 13.6%, compared to the prior year first quarter. Lower average wholesale costs contributed to a $13.1 million decrease in cost of products sold, while higher volumes sold contributed to a $4.8 million increase. Included within the propane segment are costs from other propane activities, which decreased $12.1 million compared to the prior year primarily due to a lower notional amount of hedging contracts used in risk management that were settled physically. This was offset to an extent by the net increase in costs of products sold of $2.8 million resulting from the change in mark-to-market adjustments on derivative instruments in both periods discussed above.
Previous wording
Cost of products sold in our natural gas and electricity segment of $3.0 million increased $0.5 million, or 20.6%, compared to the prior year primarily due to higher natural gas wholesale costs, coupled with the net increase of $0.2 million resulting from the mark-to-market adjustments on derivative instruments used in both periods discussed above, partially offset by lower usage.
Current wording
Cost of products sold in our natural gas and electricity segment of $3.2 million increased $0.6 million, or 24.0%, compared to the prior year primarily due to higher natural gas and electricity wholesale costs, partially offset by lower usage and the net decrease of $0.1 million resulting from the change in mark-to-market adjustments on derivative instruments used in both periods discussed above.
Previous wording
All costs of operating our retail distribution and appliance sales and service operations, as well as the renewable natural gas (“RNG”) production facilities, are reported within operating expenses in the condensed consolidated statements of operations. These operating expenses include the compensation and benefits of field and direct operating support personnel, costs of operating and maintaining our vehicle fleet, overhead and other costs of our purchasing, training and safety departments and other direct and indirect costs of operating our customer service centers and RNG production facilities.
Current wording
All costs of operating our retail distribution and appliance sales and service operations, as well as the RNG production facilities, are reported within operating expenses in the condensed consolidated statements of operations. These operating expenses include the compensation and benefits of field and direct operating support personnel, costs of operating and maintaining our vehicle fleet, overhead and other costs of our purchasing, training and safety departments and other direct and indirect costs of operating our customer service centers and RNG production facilities.
Previous wording
Operating expenses of $380.1 million for the first nine months of fiscal 2025 increased $13.8 million, or 3.8%, compared to the corresponding prior year period, primarily due to higher payroll and benefit-related costs, higher volume-related variable operating costs and higher variable compensation costs associated with the increase in earnings.
Current wording
Operating expenses of $127.2 million for the first quarter of fiscal 2026 increased $4.0 million, or 3.3%, compared to the prior year first quarter, primarily due to higher payroll and benefit-related costs, overtime and other variable operating costs to support the increase in customer demand, as well as higher variable compensation costs associated with the increase in earnings.
Previous wording
General and administrative expenses of $75.5 million for the first nine months of fiscal 2025 increased $4.1 million, or 5.7%, compared to the prior year period, primarily due to higher variable compensation costs associated with the increase in earnings, coupled with costs for settling a legal matter.
Current wording
General and administrative expenses of $27.9 million for the first quarter of fiscal 2026 increased $1.0 million, or 3.8%, compared to the prior year first quarter, primarily due to higher variable compensation costs associated with the increase in earnings.
Previous wording
Depreciation and amortization expense of $18.7 million for the third quarter of fiscal 2025 increased $2.4 million, or 14.4%, compared to the prior year third quarter, primarily as a result of additional investments made in our RNG production facilities, the impact of a propane acquisition that closed in November 2024 and accelerated depreciation for assets taken out of service.
Current wording
Depreciation and amortization expense of $16.9 million for the first quarter of fiscal 2026 decreased $0.2 million, or 1.4%, compared to the prior year first quarter, primarily as a result of accelerated depreciation in the prior year for assets taken out of service.
Previous wording
Net interest expense of $59.1 million for the first nine months of fiscal 2025 increased $2.5 million compared to the prior year period, primarily due to a higher level of average outstanding borrowings under our Revolving Credit Facility, partially offset by lower benchmark interest rates on those borrowings. See Liquidity and Capital Resources below for additional discussion.
Current wording
Net interest expense of $19.8 million increased $0.1 million, or 0.7%, compared to the prior year first quarter, primarily due to a higher level of average outstanding borrowings under our Revolving Credit Facility, substantially offset by lower benchmark interest rates on those borrowings. See Liquidity and Capital Resources below for additional discussion.
Previous wording
Nine months ended June 28, 2025 included an other-than-temporary impairment charge of $9.6 million recorded during the first quarter (see Item 1, Note 4 of this Quarterly Report).
Current wording
Three months ended December 28, 2024 included an other-than-temporary impairment charge of $9.6 million (see Item 1, Note 4 of this Quarterly Report).
Previous wording
Nine months ended June 28, 2025 included an other-than-temporary impairment charge of $10.2 million recorded during the first quarter (see Item 1, Note 4 of this Quarterly Report).
Current wording
Three months ended December 28, 2024 included an other-than-temporary impairment charge of $10.2 million (see Item 1, Note 4 of this Quarterly Report).
Previous wording
Represents net periodic benefits costs for our pension and other postretirement benefit plans (see Item 1, Note 15 of this Quarterly Report).
Current wording
Both periods included net periodic benefits costs for the Partnership’s pension and other postretirement benefit plans (see Item 1, Note 15 of this Quarterly Report). Three months ended December 27, 2025 included an other-than-temporary impairment charge of $0.2 million related to a cost-method investee.
Previous wording
Operating Activities. Net cash provided by operating activities for the first nine months of fiscal 2025 was $144.4 million compared to $123.8 million in the corresponding prior year period. The change was primarily due to higher earnings in the current period, partially offset by a larger increase in working capital compared to the prior year, which stemmed from the rise in average wholesale costs of propane.
Current wording
Operating Activities. Net cash used in operating activities for the first quarter of fiscal 2026 was $47.7 million, compared to net cash provided by operating activities of $8.8 million in the prior year first quarter. The change was primarily due to the timing of payments for propane purchases and other working capital-related items, partially offset by higher earnings in the current period.
Previous wording
Investing Activities. Net cash used in investing activities of $114.9 million for the first nine months of fiscal 2025 consisted of capital expenditures of $57.8 million (including approximately $40.3 million to support the growth of operations and $17.5 million for maintenance expenditures), $52.6 million used to fund the acquisitions of propane businesses, and $6.8 million used to fund additional investments in our unconsolidated affiliates. This was partially offset by $2.3 million in proceeds from the sale of property, plant and equipment. See Item 1, Note 4 of this Quarterly Report.
Current wording
Investing Activities. Net cash used in investing activities of $41.3 million for the first quarter of fiscal 2026 consisted of $22.0 million used to fund the acquisitions of two propane businesses, capital expenditures of $19.8 million (including approximately $13.7 million to support the growth of operations and $6.1 million for maintenance expenditures), and $0.2 million used to fund additional investments in an unconsolidated affiliate. This was partially offset by $0.7 million in proceeds from the sale of property, plant and equipment. See Item 1, Note 4 of this Quarterly Report.
Previous wording
Net cash used in investing activities of $60.0 million for the first nine months of fiscal 2024 consisted of capital expenditures of $40.4 million (including approximately $24.4 million to support the growth of operations and $16.0 million for maintenance expenditures), $12.2 million used to fund the acquisitions of certain assets of two retail propane businesses, and $9.8 million used to fund additional investments in our unconsolidated affiliates. This was partially offset by $2.4 million in proceeds from the sale of property, plant and equipment.
Current wording
Net cash used in investing activities of $74.5 million for the first quarter of fiscal 2025 consisted of capital expenditures of $23.8 million (including approximately $19.2 million to support the growth of operations and $4.6 million for maintenance expenditures), $46.8 million used to fund the acquisitions of retail propane businesses, and $4.3 million used to fund additional investments in unconsolidated affiliates. This was partially offset by $0.4 million in proceeds from the sale of property, plant and equipment.
Previous wording
Financing Activities. Net cash used in financing activities of $37.3 million for the first nine months of fiscal 2025 reflected $62.9 million paid for the quarterly distributions to Common Unitholders at a rate of $0.325 per Common Unit paid in respect of the fourth quarter of fiscal 2024 and the first and second quarters of fiscal 2025, as well as other financing activities of $3.9 million. This was offset to an extent by $12.6 million in net borrowings under our Revolving Credit Facility, which were used to fund a portion of our seasonal working capital needs and the capital expenditures, acquisitions and investments noted above, coupled with $16.9 million in net proceeds raised from the issuance of Common Units under our ATM public offering (see below).
Current wording
Net cash provided by financing activities of $67.6 million for the first quarter of fiscal 2025 reflected $91.7 million in net borrowings under our Revolving Credit Facility, which were used to fund a portion of our seasonal working capital needs and the capital expenditures, acquisitions and investments noted above, offset to an extent by $20.8 million paid for the quarterly distributions to Common Unitholders at a rate of $0.325 per Common Unit paid in respect of the fourth quarter of fiscal 2024 and other financing activities of $3.3 million.
Previous wording
As of June 28, 2025, our long-term debt consisted of $350.0 million in aggregate principal amount of 5.875% Senior Notes due March 1, 2027, $650.0 million in aggregate principal amount of 5.0% Senior Notes due June 1, 2031, $80.6 million in aggregate principal amount of 5.5% Green Bonds due October 1, 2028 through October 1, 2033 and $163.6 million outstanding under our $500.0 million senior secured revolving credit facility (“Revolving Credit Facility”) provided by our Credit Agreement. Total long-term borrowings as of June 28, 2025 and June 29, 2024 were $1,244.2 million and $1,224.6 million, respectively. See Item 1, Note 10 of this Quarterly Report.
Current wording
As of December 27, 2025, our long-term debt consisted of $650.0 million in aggregate principal amount of 5.0% Senior Notes due June 1, 2031, $350.0 million in aggregate principal amount of 6.5% Senior Notes due December 15, 2035, $80.6 million in aggregate principal amount of 5.5% Green Bonds due October 1, 2028 through October 1, 2033 (“Green Bonds”) and $264.6 million outstanding under our $500.0 million senior secured revolving credit facility (“Revolving Credit Facility”) provided by our Fourth Amended and Restated Credit Agreement (the “Credit Agreement”). Total long-term borrowings as of December 27, 2025 and December 28, 2024 were $1,345.2 million and $1,323.3 million, respectively. See Item 1, Note 10 of this Quarterly Report.
Previous wording
The Green Bonds contain various restrictive and affirmative covenants, and previously required SuburbanRNG–Stanfield’s debt service coverage ratio, as defined therein, to be not less than 1.00 to 1.00 for three consecutive fiscal quarters. SuburbanRNG–Stanfield did not comply with this ratio for the periods ended March 29, 2025, December 28, 2024, September 28, 2024 and the interim periods during fiscal 2024 which, if not waived, would have constituted an event of default under the terms of the Green Bonds. SuburbanRNG–Stanfield and the Partnership obtained waivers for this non-compliance from the holders of a majority of the outstanding Green Bonds, which cured the impact of any events of default. Under the terms of the Credit Agreement, certain events of default under the terms of the Green Bonds constitute an event of default under the Credit Agreement. The Partnership obtained a waiver from the lenders and the administrative agent under the Credit Agreement for the corresponding event of default under the Credit Agreement resulting from the event of default under the Green Bonds. Effective May 2, 2025, the Operating Partnership entered into a Guaranty Agreement whereby it guaranteed all payments due under the Green Bonds, and amended the indenture governing the Green Bonds to eliminate the debt service coverage ratio covenant.
Current wording
The Green Bonds contain various restrictive and affirmative covenants, and previously required SuburbanRNG–Stanfield’s debt service coverage ratio, as defined therein, to be not less than 1.00 to 1.00 for three consecutive fiscal quarters. Effective May 2, 2025, the Operating Partnership entered into a Guaranty Agreement whereby it guaranteed all payments due under the Green Bonds, and amended the indenture governing the Green Bonds to eliminate the debt service coverage ratio covenant.
Previous wording
The aggregate amounts of long-term debt maturities subsequent to June 28, 2025 are as follows: fiscal 2025: $-0-; fiscal 2026: $-0-; fiscal 2027: $513.6 million; fiscal 2028: $-0-; fiscal 2029: $11.7 million; and thereafter: $718.9 million.
Current wording
The aggregate amounts of long-term debt maturities subsequent to December 27, 2025 are as follows: fiscal 2026: $-0-; fiscal 2027: $-0-; fiscal 2028: $-0-; fiscal 2029: $276.3 million; fiscal 2030: $12.4 million; and thereafter: $1,056.6 million.
Previous wording
Total Consolidated Leverage Ratio, as defined by our Credit Agreement, represents total indebtedness as of the balance sheet date minus unrestricted cash and cash equivalents in an amount not to exceed $25.0 million, divided by Adjusted EBITDA calculated on a trailing twelve-month basis plus non-cash compensation costs recognized under our Restricted Unit Plans for the same period, and other items. The measurement of the Total Consolidated Leverage Ratio for the trailing twelve-month periods ended June 28, 2025 and September 28, 2024 was as follows:
Current wording
Total Consolidated Leverage Ratio. Total Consolidated Leverage Ratio, as defined by our Credit Agreement, represents total indebtedness as of the balance sheet date minus unrestricted cash and cash equivalents in an amount not to exceed $25.0 million, divided by Adjusted EBITDA calculated on a trailing twelve-month basis plus non-cash compensation costs recognized under our Restricted Unit Plans for the same period, and other items. The measurement of the Total Consolidated Leverage Ratio for the trailing twelve-month periods ended December 27, 2025 and September 27, 2025 was as follows:
Previous wording
Represents pro forma adjustments for acquisitions completed during the reporting period, as required under the Credit Agreement.
Current wording
Represents pro forma adjustments for acquisitions completed during the reporting period, as provided for under the Credit Agreement.
Previous wording
On July 24, 2025, we announced a quarterly distribution of $0.325 per Common Unit, or $1.30 on an annualized basis, in respect of the third quarter of fiscal 2025, payable on August 12, 2025 to holders of record on August 5, 2025.
Current wording
On January 22, 2026, we announced a quarterly distribution of $0.325 per Common Unit, or $1.30 on an annualized basis, in respect of the first quarter of fiscal 2026, payable on February 10, 2026 to holders of record on February 3, 2026.
Previous wording
We have a noncontributory, cash balance format, defined benefit pension plan which was frozen to new participants effective January 1, 2000. Effective January 1, 2003, the defined benefit pension plan was amended such that future service credits ceased and eligible employees would receive interest credits only toward their ultimate retirement benefit. We also provide postretirement health care and life insurance benefits for certain retired employees under a plan that was frozen to new participants effective March 31, 1998. At June 28, 2025, we had a liability for the defined benefit pension plan and accrued retiree health and life benefits of $10.6 million and $4.2 million, respectively.
Current wording
We have a noncontributory, cash balance format, defined benefit pension plan which was frozen to new participants effective January 1, 2000. Effective January 1, 2003, the defined benefit pension plan was amended such that future service credits ceased and eligible employees would receive interest credits only toward their ultimate retirement benefit. We also provide postretirement health care and life insurance benefits for certain retired employees under a plan that was frozen to new participants effective March 31, 1998. At December 27, 2025, we had a liability for the defined benefit pension plan and accrued retiree health and life benefits of $9.9 million and $3.9 million, respectively.
Previous wording
We are self-insured for general and product, workers’ compensation and automobile liabilities up to predetermined thresholds above which third party insurance applies. At June 28, 2025, we had accrued insurance liabilities of $58.0 million, and a receivable of $14.5 million related to the amount of the liability expected to be covered by insurance.
Current wording
We are self-insured for general and product, workers’ compensation and automobile liabilities up to predetermined thresholds above which third party insurance applies. At December 27, 2025, we had accrued insurance liabilities of $56.9 million, and a receivable of $15.7 million related to the amount of the liability expected to be covered by insurance.
Rearranged previous paragraphs (5)
Previous report — wording carried elsewhere
$0.5 million decrease reported in the propane segment, and a $0.2 million increase reported in the natural gas and electricity segment. These unrealized mark-to-market adjustments were excluded from Adjusted EBITDA for both periods.
Previous report — wording carried elsewhere
Net interest expense of $18.9 million for the third quarter of fiscal 2025 increased $0.5 million, or 2.5%, from the prior year third quarter. The increase was primarily attributable to higher average outstanding borrowings under our Revolving Credit Facility, partially offset by lower benchmark interest rates on those borrowings. See Liquidity and Capital Resources below for additional discussion.
Previous report — wording carried elsewhere
Represents net periodic benefits costs for our pension and other postretirement benefit plans (see Item 1, Note 15 of this Quarterly Report).
Previous report — wording carried elsewhere
The following table sets forth our calculations of EBITDA and Adjusted EBITDA:
Previous report — wording carried elsewhere
We also reference gross margins, computed as revenues less cost of products sold as those amounts are reported on the condensed consolidated financial statements. Our management uses gross margin as a supplemental measure of operating performance and we are including it as we believe that it provides our investors and industry analysts with additional information that we determined is useful to evaluate our operating results. As cost of products sold does not include depreciation and amortization expense, the gross margin we reference is considered a non-GAAP financial measure.