UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended April 30, 1997
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from __________ to __________
Commission file numbers: 33-53379
33-53379-01
Ferrellgas, L.P.
Ferrellgas Finance Corp.
(Exact name of registrants as specified in their charters)
Delaware 43-1698481
Delaware 43-1677595
---------------------------- -------------------------------
(States or other jurisdictions of (I.R.S. Employer Identification Nos.)
incorporation or organization)
One Liberty Plaza, Liberty, Missouri 64068
(Address of principal executive offices) (Zip Code)
Registrants' telephone number, including area code: (816) 792-1600
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes [ X ] No [ ]
At May 15, 1997, Ferrellgas Finance Corp. had 1,000 shares of $1.00 par
value common stock outstanding.
<PAGE>
FERRELLGAS, L.P.
FERRELLGAS FINANCE CORP.
Table of Contents
Page
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Ferrellgas, L.P. and Subsidiaries
Consolidated Balance Sheets - April 30, 1997 and July 31, 1996 1
Consolidated Statements of Earnings -
Three and six months ended April 30, 1997 and 1996 2
Consolidated Statement of Partners' Capital -
Nine months ended April 30, 1997 3
Consolidated Statements of Cash Flows -
Nine months ended April 30, 1997 and 1996 4
Notes to Consolidated Financial Statements 5
Ferrellgas Finance Corp.
Balance Sheets - April 30, 1997 and July 31, 1996 7
Statements of Earnings - Three and nine months ended
April 30, 1997 and 1996 7
Statements of Cash Flows - Nine months ended
April 30, 1997 and 1996 8
Note to Financial Statements 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
9
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS 12
ITEM 2. CHANGES IN SECURITIES 12
ITEM 3. DEFAULTS UPON SENIOR SECURITIES 12
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS 12
ITEM 5. OTHER INFORMATION 12
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 12
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
FERRELLGAS, L.P. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands)
<TABLE>
<CAPTION>
ASSETS April 30, 1997 July 31, 1996
- ------------------------------------ -------------- --------------
(unaudited)
Current Assets:
<S> <C> <C>
Cash and cash equivalents $ 14,942 $ 13,769
Accounts and notes receivable 102,931 70,118
Inventories 43,807 41,395
Prepaid expenses and other current assets 9,611 6,482
-------------- --------------
Total Current Assets 171,291 131,764
Property, plant and equipment, net 396,287 403,732
Intangible assets, net 101,862 107,960
Other assets, net 6,437 6,942
-------------- --------------
Total Assets $675,877 $650,398
============== ==============
LIABILITIES AND PARTNERS' CAPITAL
- -----------------------------------
Current Liabilities:
Accounts payable $ 52,137 $ 48,400
Other current liabilities 38,064 37,695
Short-term borrowings 18,566 25,520
-------------- --------------
Total Current Liabilities 108,767 111,615
Long-term debt 298,780 279,112
Other liabilities 12,440 12,402
Contingencies and commitments
Partners' Capital
Limited partner 253,305 244,771
General partner 2,585 2,498
-------------- --------------
Total Partners' Capital 255,890 247,269
-------------- --------------
Total Liabilities and Partners' Capital $675,877 $650,398
============== ==============
</TABLE>
See notes to consolidated financial statements
1
<PAGE>
FERRELLGAS, L.P. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(in thousands)
(unaudited)
<TABLE>
<CAPTION>
For the three months ended For the nine months ended
---------------------------- -------------------------------
April 30, 1997 April 30, 1996 April 30, 1997 April 30, 1996
-------------------------------------------------------------
Revenues:
<S> <C> <C> <C> <C>
Gas liquids and related product sales $181,426 $181,241 $672,604 $522,446
Other 11,447 9,502 35,185 31,266
------------- ------------- ------------- -------------
Total revenues 192,873 190,743 707,789 553,712
Cost of product sold (exclusive of
depreciation, shown separately below) 108,018 105,263 412,858 300,844
------------- ------------- ------------- -------------
Gross profit 84,855 85,480 294,931 252,868
Operating expense 48,054 45,742 157,768 134,362
Depreciation and amortization expense 10,893 8,703 32,477 25,839
General and administrative expense 3,466 2,981 11,234 9,535
Vehicle and tank lease expense 1,949 1,418 5,356 3,621
------------- ------------- ------------- -------------
Operating income 20,493 26,636 88,096 79,511
Interest expense (7,334) (8,400) (22,705) (26,608)
Interest income 613 443 1,498 1,068
Loss on disposal of assets (114) (314) (864) (1,084)
------------- ------------- ------------- -------------
Net earnings $ 13,658 $ 18,365 $ 66,025 $ 52,887
============= ============= ============= =============
</TABLE>
See notes to consolidated financial statements
2
<PAGE>
FERRELLGAS, L.P. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF PARTNERS' CAPITAL
(in thousands)
(unaudited)
<TABLE>
<CAPTION>
Total
Limited General partners'
partner partner capital
---------------- --------------- --------------
<S> <C> <C> <C>
July 31, 1996 $244,771 $2,498 $247,269
Quarterly distributions (56,824) (580) (57,404)
Net earnings 65,358 667 66,025
---------------- -------------- ---------------
April 30, 1997 $253,305 $2,585 $255,890
================ =============== ==============
</TABLE>
See notes to consolidated financial statements.
3
<PAGE>
FERRELLGAS, L.P. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
<TABLE>
<CAPTION>
For the nine months ended
----------------------------------
April 30, April 30,
1997 1996
---------------- ----------------
Cash Flows From Operating Activities:
<S> <C> <C>
Net earnings $66,025 $52,887
Reconciliation of net earnings to net cash from
operating activities:
Depreciation and amortization 32,477 25,839
Other 3,501 3,068
Changes in operating assets and liabilities
net of effects from business acquisitions:
Accounts and notes receivable (33,933) (21,800)
Inventories (2,354) 20,062
Prepaid expenses and other current assets (2,736) 429
Accounts payable 3,737 (12,573)
Other current liabilities 1,797 (2,602)
Other 38 704
---------------- ----------------
Net cash provided by operating activities 68,552 66,014
---------------- ----------------
Cash Flows From Investing Activities:
Business acquisitions (11,663) (3,342)
Capital expenditures (12,299) (10,391)
Other 2,501 1,427
---------------- ----------------
Net cash used by investing activities (21,461) (12,306)
---------------- ----------------
Cash Flows From Financing Activities:
Distributions (57,404) (47,583)
Additions to long-term debt (exclusive of debt
assumed in acquisitions) 20,951 7,752
Reductions of long-term debt (2,118) (94,319)
Net reductions to short-term borrowings (6,954) (20,000)
Contributions from partners 0 158,372
Other (393) 2
---------------- ----------------
Net cash provided (used) by financing activities (45,918) 4,224
---------------- ----------------
Increase in cash and cash equivalents 1,173 57,932
Cash and cash equivalents - beginning of period 13,769 29,877
---------------- ----------------
Cash and cash equivalents - end of period $14,942 $87,809
================ ================
Cash paid for interest $25,853 $31,839
================ ================
</TABLE>
See notes to consolidated financial statements
4
<PAGE>
FERRELLGAS, L.P. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
APRIL 30, 1997
(unaudited)
A. The financial statements reflect all adjustments which are, in the opinion
of management, necessary for a fair statement of the interim periods
presented. All adjustments to the financial statements were of a normal,
recurring nature.
B. The preparation of financial statements in conformity with generally
accepted accounting principles ("GAAP") requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosures of contingent assets and liabilities at the
date of the financial statements and the reported amounts of revenues and
expenses during the reported period. Actual results could differ from these
estimates.
C. The propane industry is seasonal in nature with peak activity during the
winter months. Therefore, the results of operations for the periods ended
April 30, 1997 and April 30, 1996 are not necessarily indicative of the
results to be expected for a full year.
<TABLE>
<CAPTION>
D. Inventories consist of:
April 30, July 31,
(in thousands) 1997 1996
---------------- --------------
<S> <C> <C>
Liquefied propane gas and related products $35,914 $33,366
Appliances, parts and supplies 7,893 8,029
--------------- ---------------
$43,807 $41,395
================ ==============
</TABLE>
In addition to inventories on hand, the Partnership enters into contracts
to buy product for supply purposes. All such contracts have terms of less
than one year and call for payment based on market prices at date of
delivery.
<TABLE>
<CAPTION>
Property, plant and equipment, net consist of:
April 30, July 31,
(in thousands) 1997 1996
--------------- ---------------
<S> <C> <C>
Property, plant and equipment $604,646 $596,107
Less: accumulated depreciation 208,359 192,375
--------------- ---------------
$396,287 $403,732
=============== ===============
</TABLE>
Intangibles, net consist of:
<TABLE>
<CAPTION>
April 30, July 31,
(in thousands) 1997 1996
--------------- ---------------
<S> <C> <C>
Intangibles $207,606 $203,761
Less: accumulated amortization 105,744 95,801
--------------- ---------------
$101,862 $107,960
=============== ===============
</TABLE>
E. The Partnership is threatened with or named as a defendant in various
lawsuits which, among other items, claim damages for product liability. It
is not possible to determine the ultimate disposition of these matters;
however, management is of the opinion that there are no known claims or
contingent claims that are likely to have a material adverse effect on the
results of operations or financial condition of the Partnership.
5
<PAGE>
F. On April 30, 1996, Ferrellgas, Inc.(the "General Partner") consummated the
purchase of all of the stock of Skelgas Propane, Inc. ("Skelgas"), a
subsidiary of Superior Propane, Inc. of Toronto, Canada. The cash
purchase price, after working capital adjustments, was $86,404,000.
As of May 1, 1996, the General Partner (i) caused Skelgas and each of its
subsidiaries to be merged into the General Partner and (ii) transferred all
of the assets of Skelgas and its subsidiaries to Ferrellgas, L.P., (the
"Operating Partnership"). In exchange, the Operating Partnership assumed
substantially all of the liabilities, whether known or unknown, associated
with Skelgas and its subsidiaries and their propane business (excluding
income tax liabilities). In consideration of the retention by the General
Partner of certain income tax liabilities, Ferrellgas Partners, L.P. (the
"Partnership") issued 41,203 Common Units to the General Partner. The
liabilities assumed by the Operating Partnership included the loan
agreement under which the General Partner borrowed funds to pay the
purchase price for Skelgas. Immediately following the transfer of assets
and related transactions described above, the Operating Partnership repaid
the loan with cash and borrowings under the Operating Partnership's
existing acquisition bank credit line. The total assets contributed to the
Operating Partnership (at the General Partner's cost basis) have been
allocated as follows: (i) working capital of $17,934,000, (ii) property,
plant and equipment of $62,891,000 and (iii) the balance to intangible
assets. The transaction has been accounted for as a purchase and,
accordingly, the results of operations of Skelgas have been included in the
consolidated financial statements from the dates of contribution.
The following pro forma financial information assumes the acquisition of
Skelgas and the contribution of $157,592,000 by the limited and general
partners occurred as of August 1, 1995. The contribution occurred
subsequent to the Ferrellgas Partners, L.P. issuance of the 9 3/8%
$160,000,000 Senior Secured Notes in April, 1996.
<TABLE>
<CAPTION>
0
Nine months ended
--------------------------------
Pro Forma
April 30, April 30,
(in thousands) 1997 1996
--------------- ---------------
<S> <C> <C>
Total revenues $707,789 $630,124
Net earnings 66,025 60,816
</TABLE>
6
<PAGE>
FERRELLGAS FINANCE CORP.
(a wholly owned subsidiary of Ferrellgas, L.P.)
BALANCE SHEETS
<TABLE>
<CAPTION>
April 30, July 31,
ASSETS 1997 1996
- --------------------------------------------------------- ------------------- -------------------
(unaudited)
<S> <C> <C>
Cash $1,000 $1,000
------------------- -------------------
Total Assets $1,000 $1,000
=================== ===================
</TABLE>
<TABLE>
<CAPTION>
STOCKHOLDER'S EQUITY
- ---------------------------------------------------------
Common stock, $1.00 par value; 2,000 shares
<S> <C> <C>
authorized; 1,000 shares issued and outstanding $1,000 $1,000
Additional paid in capital 759 545
Accumulated deficit (759) (545)
------------------- -------------------
Total Stockholder's Equity $1,000 $1,000
=================== ===================
</TABLE>
<TABLE>
<CAPTION>
STATEMENTS OF EARNINGS
(unaudited)
--------------------------------------- -------------------------------------
Three Months Ended Nine Months Ended
--------------------------------------- -------------------------------------
April 30, April 30, April 30, April 30,
1997 1996 1997 1996
--------------------- ----------------- ----------------- ----------------
<S> <C> <C> <C> <C>
General and administrative $ 169 $ - $ 214 $ 89
expense
--------------------- ----------------- ----------------- ----------------
Net loss $(169) $ - $(214) $(89)
===================== ================= ================= ================
</TABLE>
See note to financial statements.
7
<PAGE>
FERRELLGAS FINANCE CORP.
(A wholly owned subsidiary of Ferrellgas,
L.P.)
STATEMENTS OF CASH FLOWS
(unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
-----------------------------------------
April 30, April 30,
1997 1996
-------------------- -----------------
Cash Flows From Operating Activities:
<S> <C> <C>
Net loss $ (214) $ (89)
-------------------- -----------------
Cash used by operating activities (214) (89)
-------------------- -----------------
Cash Flows From Financing Activities:
Capital contribution 214 545
Net advance from affiliate (153)
-------------------- -----------------
Cash provided by financing activities 214 392
-------------------- -----------------
Increase in cash 0 303
Cash - beginning of period 1,000 697
-------------------- -----------------
Cash - end of period $1,000 $1,000
==================== =================
</TABLE>
See note to financial statements.
NOTE TO FINANCIAL STATEMENTS
April 30, 1997
(unaudited)
The financial statements reflect all adjustments which are, in the opinion of
management, necessary for a fair statement of the interim periods presented. All
adjustments to the financial statements were of a normal, recurring nature.
8
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The following is a discussion of the results of operations and liquidity
and capital resources of the Ferrellgas, L.P. (the "Partnership" or "OLP").
Ferrellgas Finance Corp. has nominal assets and does not conduct any operations.
Accordingly, a discussion of the results of operations and liquidity and capital
resources is not presented.
Results of Operations
The propane industry is seasonal in nature with peak activity during the
winter months. Due to the seasonality of the business, results of operations for
the three and nine months ended April 30, 1997 and 1996, are not necessarily
indicative of the results to be expected for a full year. Other factors
affecting the results of operations include competitive conditions, demand for
product, variations in weather and fluctuations in propane prices.
Three Months Ended April 30, 1997 vs. April 30, 1996
Total Revenues. Total revenues increased slightly as compared to the third
quarter of fiscal 1996, primarily due to increased sales price per retail
gallon, offset by decreased retail propane volumes, and a slight decrease in
revenues from other operations (wholesale marketing, chemical feedstocks and net
trading operations).
A volatile propane market during the first half of fiscal 1997 caused a
significant increase in the cost of product Retail prices remained at higher
levels than the prior year to cover some higher cost inventory purchased during
the first half of the fiscal year, retail volumes decreased 11.0% to 163,323,000
gallons as compared to 183,458,000 gallons for the same quarter last year,
primarily due to significantly warmer than normal temperatures and customer
conservation efforts, partially offset by increased volumes attributed to
acquisitions. During the quarter, temperatures as reported by the American Gas
Association were 14% warmer than the same period last year and 11% warmer than
normal.
Gross Profit. Gross profit decreased slightly to $84,855,000 as compared to
$85,480,000 in the third quarter of fiscal 1996, primarily due to the effect of
significantly warmer weather, customer conservation efforts and lower trading
profits offset by the increased volumes attributed to acquisitions, supply gains
and a small increase in retail margins.
Operating Expenses. Operating expenses increased 5.1% to $48,054,000 as
compared to $45,742,000 in the third quarter of fiscal 1996 primarily due to
acquisition related increases in personnel costs, plant and office expenses,
vehicle and other expenses, partially offset by favorable general liability
claims experience.
Depreciation and Amortization. Depreciation and amortization expense
increased 25.2% to $10,893,000 as compared to $8,703,000 for the same period
last year primarily due to acquisitions of propane businesses.
Interest expense. Interest expense decreased 12.7% to $7,334,000 as
compared to $8,400,000 in the third quarter of fiscal 1996. This decrease is
primarily the result of decreased borrowings and, to a lesser extent, a small
decrease in the overall average interest rate paid by the Partnership on its
borrowings.
9
<PAGE>
Nine Months Ended April 30, 1997 vs. April 30, 1996
Total Revenues. Total revenues increased 27.8% to $707,789,000 as compared
to $553,712,000 for the prior period, primarily due to increased sales price per
retail gallon, increased retail propane volumes, and an increase in revenues
from other operations (wholesale marketing, chemical feedstocks and net trading
operations).
A volatile propane market during the first half of fiscal 1997 caused a
significant increase in the cost of product which in turn caused an increase in
sales price per gallon. Retail volumes increased 7.6% to 600,021,000 gallons as
compared to 557,897,000 gallons for the same period last year, primarily due to
the increase in volumes related to acquisitions partially offset by warmer than
normal temperatures and customer conservation efforts. Fiscal 1997 winter
temperatures as reported by the American Gas Association were 6% warmer than the
same period last year and 4% warmer than normal. Revenues from other operations
increased by $22,298,000 primarily due to increased wholesale marketing volumes
and an increased price per gallon.
Gross Profit. Gross profit increased 16.6% to $294,931,000 as compared to
$252,868,000 in the same period last year, primarily as the result of increased
volumes attributed to acquisitions, supply gains and a small increase in retail
margins, partially offset by the effect of warmer weather and customer
conservation efforts.
Operating Expenses. Operating expenses increased 17.4% to $157,768,000 as
compared to $134,362,000 in the same period last year primarily due to
acquisition related increases in personnel costs, plant and office expenses, and
vehicle and other expenses, partially offset by favorable general liability
claims experience.
Depreciation and Amortization. Depreciation and amortization expense
increased 25.7% to $32,477,000 as compared to $25,839,000 for the same period
last year primarily due to acquisitions of propane businesses.
Interest expense. Interest expense decreased 14.7% to $22,705,000 as
compared to $26,608,000 in the same period last year. This decrease is primarily
the result of decreased borrowings, and to a lesser extent a small decrease in
the overall average interest rate paid by the Partnership on its borrowings.
Liquidity and Capital Resources
The ability of the MLP to satisfy its obligations is dependent upon future
performance, which will be subject to prevailing economic, financial, business
and weather conditions and other factors, many of which are beyond its control.
For the fiscal year ending July 31, 1997, the General Partner believes that the
OLP will have sufficient funds to meet its obligations and enable it to
distribute to the MLP sufficient funds to permit the MLP to meet its obligations
with respect to the MLP Senior Notes issued in April 1996, and enable it to
distribute the Minimum Quarterly Distribution ($0.50 per Unit) on all Common
Units and Subordinated Units. Future maintenance and working capital needs of
the OLP are expected to be provided by cash generated from future operations,
existing cash balances and existing bank lines. In order to fund expansive
capital projects and future acquisitions, the OLP may borrow on existing bank
lines or the MLP may issue additional Common Units. Toward this purpose the MLP
maintains a shelf registration statement with the Securities and Exchange
Commission for 1,887,420 Common Units representing limited partner interests in
the MLP. The Common Units may be issued from time to time by the MLP in
connection with the OLP's acquisition of other businesses, properties or
securities in business combination transactions.
10
<PAGE>
Operating Activities. Cash provided by operating activities was $68,552,000
for the nine months ended April 30, 1997, compared to $66,014,000 for the same
period last year. This increase is primarily due to the effect on net income and
accrued interest payable by the April 1996 contribution of the proceeds from the
MLP Senior Notes partially offset by increased receivables and inventory
balances caused by the effect of higher propane prices experienced during the
second quarter of fiscal 1997 and the impact of acquisitions.
Investing Activities. During the nine months ended April 30, 1997, the
Partnership made total acquisition capital expenditures of $10,484,000
(including working capital acquired of $114,000). This amount was funded by
$11,663,000 cash payments (including $1,771,000 for transition costs previously
accrued for fiscal 1996 acquisitions) and $592,000 in other costs and
consideration.
During the nine months ended April 30, 1997, the Partnership made growth
and maintenance capital expenditures of $12,299,000 consisting primarily of the
following: 1) additions to Partnership-owned customer tanks and cylinders, 2)
vehicle lease buyouts, 3) relocating and upgrading district plant facilities,
and 4) development and upgrading computer equipment and software. Capital
requirements for repair and maintenance of property, plant and equipment are
relatively low since technological change is limited and the useful lives of
propane tanks and cylinders, the Partnership's principal physical assets, are
generally long. The Partnership maintains its vehicle and transportation
equipment fleet by leasing light and medium duty trucks and tractors. The
General Partner believes vehicle leasing is a cost effective method for meeting
the Partnership's transportation equipment needs. The Partnership continues
seeking to expand its operations through strategic acquisitions of smaller
retail propane operations located throughout the United States. These
acquisitions will be funded through internal cash flow, external borrowings or
the issuance of additional Partnership interests. The Partnership does not have
any material commitments of funds for capital expenditures other than to support
the current level of operations. In fiscal 1997, the Partnership expects growth
and maintenance capital expenditures to increase slightly over fiscal 1996
levels.
Financing Activities. During the nine months ended April 30, 1997, the
Partnership borrowed $13,997,000 from its Credit Facility to fund expected
seasonal working capital needs, business acquisitions, and capital expenditures.
At April 30, 1997, $58,500,000 of borrowings were outstanding under the
revolving portion of the Credit Facility. In addition, letters of credit
outstanding, used primarily to secure obligations under certain insurance
arrangements, totaled $26,570,000. At April 30, 1997, the Operating Partnership
had $119,930,000 available for general corporate, acquisition and working
capital purposes under the Credit Facility. On May 19, 1997, the Operating
Partnership declared a cash distribution of $23,260,758 to its limited partner,
payable June 13, 1997. The distribution will fund Ferrellgas Partners, L.P.'s
cash distribution to its unitholders and the $7,500,000 interest payment on its
Senior Subordinated Notes. The interest payment on the Notes covers the period
from December 15, 1996 to June 14, 1997. The next interest payment on the Notes
will take place on December 15, 1997.
11
<PAGE>
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
None.
ITEM 2. CHANGES IN SECURITIES.
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
None.
ITEM 5. OTHER INFORMATION.
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits
3.1 Amended and Restated Agreement of Limited Partnership of
Ferrellgas, L.P., dated as of April 23, 1996 (Incorporated
by reference to Exhibit 3 to the Partnership's Quarterly
Report on Form 10-Q filed June 12, 1996.)
3.2 Articles of Incorporation for Ferrellgas Finance Corp.
(Incorporated by reference to the same numbered Exhibit to
the Partnership's Quarterly Report on Form 10-Q filed
December 13, 1996.)
27.1 Financial Data Schedule (filed in electronic format only)
(b) Reports on Form 8-K
None.
12
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrants have duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
FERRELLGAS, L.P.
By Ferrellgas, Inc. (General Partner)
Date: June 13, 1997 By /s/ Danley K. Sheldon
Danley K. Sheldon
President and
Chief Financial Officer (Principal
Financial and Accounting Officer)
FERRELLGAS FINANCE CORP.
Date: June 13, 1997 By /s/ Danley K. Sheldon
Danley K. Sheldon
President and
Chief Financial Officer (Principal
Financial and Accounting Officer)
13
<TABLE> <S> <C>
<S> <C>
<ARTICLE> 5
<LEGEND>
THIS TEXT CONTAINS SUMMARY INFORMATION EXTRACTED FROM FERRELLGAS, L.P. AND
SUBSIDIARIES CONSOLIDATED BALANCE SHEET ON APRIL 30, 1997 AND THE STATEMENT OF
EARNINGS ENDED APRIL 30, 1997 AMD IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS
</LEGEND>
<CIK> 0000922359
<NAME> FERRELLGAS, L.P.
<MULTIPLIER> 1000
<CURRENCY> US DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUL-31-1997
<PERIOD-START> FEB-01-1997
<PERIOD-END> APR-30-1997
<EXCHANGE-RATE> 1
<CASH> 14942
<SECURITIES> 0
<RECEIVABLES> 102931
<ALLOWANCES> 0
<INVENTORY> 43807
<CURRENT-ASSETS> 171291
<PP&E> 604646
<DEPRECIATION> 208359
<TOTAL-ASSETS> 675877
<CURRENT-LIABILITIES> 108767
<BONDS> 298780
<COMMON> 0
0
0
<OTHER-SE> 255890
<TOTAL-LIABILITY-AND-EQUITY> 675877
<SALES> 181426
<TOTAL-REVENUES> 192873
<CGS> 108018
<TOTAL-COSTS> 168914
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 7334
<INCOME-PRETAX> 13658
<INCOME-TAX> 0
<INCOME-CONTINUING> 13658
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 13658
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
<TABLE> <S> <C>
<S> <C>
<ARTICLE> 5
<LEGEND>
THIS TEXT CONTAINS SUMMARY INFORMATION EXTRACTED FROM FERRELLGAS FINANCE CORP'S
BALANCE SHEET ON APRIL 30, 1997 AND THE STATEMENT OF EARNINGS
ENDED APRIL 30, 1997 AMD IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS
</LEGEND>
<CIK> 0000922360
<NAME> FERRELLGAS FINANCE CORP.
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0
0
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</TABLE>