<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
SEPTEMBER 21, 1999
(DATE OF REPORT)
UGI CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
PENNSYLVANIA 1-11071 23-2668356
(STATE OR OTHER JURISDICTION (COMMISSION FILE (I.R.S. EMPLOYER
OF INCORPORATION) NUMBER) IDENTIFICATION NO.)
460 N. GULPH ROAD
KING OF PRUSSIA, PENNSYLVANIA 19406
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(610) 337-1000
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
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UGI Corporation Form 8-K
Page 2 September 21, 1999
ITEM 5. OTHER EVENTS
On September 21, 1999, the Registrant, through affiliates of its wholly
owned subsidiary, UGI Enterprises, Inc., acquired FLAGA Beteiligungs
Aktiengesellschaft, the largest propane distributor in Austria, and issued the
attached news release announcing the acquisition.
The news release is included as an exhibit to this report and is
incorporated in this Item 5 by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
(99) News release dated September 21, 1999.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
UGI CORPORATION
(REGISTRANT)
By: /s/ Anthony J. Mendicino
----------------------------
Anthony J. Mendicino
Vice President - Finance and
Chief Financial Officer
Date: September 21, 1999
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EXHIBIT INDEX
Exhibit No. Description
- ----------- -----------
(99) News release dated September 21, 1999
A-1
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EXHIBIT (99)
[UGI CORPORATION LOGO] BOX 858 VALLEY FORGE, PA 19482 o 610-337-1000
September 21, 1999
Immediate
Robert W. Krick, ext. 3141
UGI ACQUIRES LARGEST AUSTRIAN
PROPANE DISTRIBUTOR
VALLEY FORGE, PA., September 21, 1999 -- UGI Corporation (NYSE:UGI)
announced today that, through its subsidiary UGI Enterprises, Inc., it has
purchased all of the stock of Flaga Beteiligungs Aktiengesellschaft, the largest
retail propane distributor in Austria. Founded in 1947, Flaga markets over 40
million gallons of propane annually in Austria, the Czech Republic and Slovakia.
It is the second largest retail propane distributor in the Czech Republic.
Lon R. Greenberg, chairman, president and chief executive officer of UGI said,
"We are very excited about the addition of Flaga to the UGI family. It is a
strong, well managed distributor with a large stable base of business in Austria
and a significant, rapidly growing presence in neighboring republics. Flaga
provides us with a strong platform for growth in the region."
Flaga is headquartered in Korneuberg, near Vienna and employs over 400 people.
It distributes propane from seven locations in Austria, eight locations in the
Czech Republic and two locations in Slovakia. Revenues are approximately $53
million annually.
"This acquisition is a significant step in achieving the growth objectives we
set for UGI in July," said Greenberg. At that time, we stated that we would
continue to seek investments in related and complementary businesses to
supplement our earnings growth. We entered the propane distribution business
internationally with our investment in China last year. Our investment in Flaga
demonstrates our commitment to a major propane distribution presence in Europe."
The company said it expects growth in Eastern European countries to exceed that
of the more mature markets of North America and Western Europe. As these
economies develop, consumption of propane should increase because of increased
consumer demand and the relatively low cost of propane infrastructure. "In
addition to this organic growth, we see opportunities for additional
acquisitions and alliances with other industry participants as well," said
Greenberg.
Concurrently with its announcement, UGI named Michael J. Cuzzolina as president
and chief executive officer of Flaga. Cuzzolina, 53, was vice
president-accounting and finance of UGI. He will relocate to Austria. Alfred
Gangelberger, 33, was named vice president and chief operating officer for
Flaga. Gangelberger was most recently general manager of operations for Flaga
and has been with the company for 12 years. In addition, all key operating
personnel will remain with the company.
-- MORE --
460 NORTH GULPH ROAD, KING OF PRUSSIA, PA 19406
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UGI ACQUIRES LARGEST AUSTRIAN PAGE TWO
PROPANE DISTRIBUTOR
"Mike is one of our most seasoned executives and has been instrumental in
successfully concluding the acquisition," said Greenberg. Alfred has been a key
operating manager with Flaga for many years. Flaga has an outstanding group of
employees and I am confident that Mike and Alfred will work well with them to
achieve our growth objectives."
According to Greenberg, the purchase price of approximately $90 million,
including the assumption of existing debt, was financed entirely in euros by a
leading bank in Austria. "The strong cash flows of the business can support a
higher proportion of debt with a guarantee from UGI. Assuming a return to normal
weather, we expect the transaction to be accretive in fiscal 2000," noted
Greenberg.
Greenberg explained that AmeriGas Partners, L. P. (NYSE:APU), UGI's
majority-owned propane distribution subsidiary, will not be affected by the
acquisition of Flaga.
UGI is a holding company with propane marketing, utility and energy marketing
subsidiaries. Through subsidiaries, UGI owns 58% of AmeriGas Partners, L. P. the
nation's largest retail propane marketer.
Statements in this release concerning expectations for the future are
"forward-looking statements" within the meaning of the federal securities laws.
UGI's actual future performance will be affected by a number of factors, risks
and uncertainties. Important factors that could cause actual results to differ
materially from those in the forward-looking statements in this release include
weather conditions, the timing and extent of changes in commodity prices for
crude oil, propane, natural gas, electricity and interest rates, the timing and
success of UGI's efforts to grow Flaga's business, political, regulatory and
economic conditions in foreign countries and other factors discussed in UGI's
1998 Annual Report on Form 10-K filed with the Securities and Exchange
Commission which we incorporate by reference. UGI undertakes no obligation to
publicly release any revision to these forward-looking statements to reflect
events or circumstances after the date of this release.
Comprehensive information about UGI is available on the World Wide Web at
http://www.ugicorp.com.
C-13 ### 9/21/99
