UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
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Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the quarterly period ended
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Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
Commission File Number:
SUBURBAN PROPANE PARTNERS, L.P.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of |
(I.R.S. Employer |
incorporation or organization) |
Identification No.) |
(
(Address, including zip code, and telephone number,
including area code, of registrant’s principal executive offices)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
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Trading Symbol |
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Name of exchange on which registered |
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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. ☒
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Accelerated filer |
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Non-accelerated filer |
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Smaller reporting company |
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Emerging growth company |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
At August 1, 2022, there were
SUBURBAN PROPANE PARTNERS, L.P. AND SUBSIDIARIES
INDEX TO FORM 10-Q
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ITEM 1. |
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Condensed Consolidated Balance Sheets as of June 25, 2022 and September 25, 2021 |
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ITEM 2. |
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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
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ITEM 3. |
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35 |
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ITEM 4. |
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36 |
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37 |
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ITEM 1. |
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37 |
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ITEM 1A. |
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ITEM 2. |
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37 |
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ITEM 3. |
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37 |
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ITEM 4. |
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ITEM 5. |
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ITEM 6. |
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38 |
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39 |
DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q contains forward-looking statements (“Forward-Looking Statements”) as defined in the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, relating to future business expectations and predictions and financial condition and results of operations of Suburban Propane Partners, L.P. (the “Partnership”). Some of these statements can be identified by the use of forward-looking terminology such as “prospects,” “outlook,” “believes,” “estimates,” “intends,” “may,” “will,” “should,” “could,” “anticipates,” “expects” or “plans” or the negative or other variation of these or similar words, or by discussion of trends and conditions, strategies or risks and uncertainties. These Forward-Looking Statements involve certain risks and uncertainties that could cause actual results to differ materially from those discussed or implied in such Forward-Looking Statements (statements contained in this Quarterly Report identifying such risks and uncertainties are referred to as “Cautionary Statements”). The risks and uncertainties that could impact the Partnership’s results include, but are not limited to, the following risks:
Some of these Forward-Looking Statements are discussed in more detail in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Quarterly Report. Reference is also made to the risk factors discussed in Item 1A of our Annual Report on Form 10-K for the fiscal year ended September 25, 2021. On different occasions, the Partnership or its representatives have made or may make Forward-Looking Statements in other filings with the SEC, press releases or oral statements made by or with the approval of one of the Partnership’s authorized executive officers. Readers are cautioned not to place undue reliance on Forward-Looking Statements, which reflect management’s view only as of the date made. The Partnership undertakes no obligation to update any Forward-Looking Statement or Cautionary Statement, except as required by law. All subsequent written and oral Forward-Looking Statements attributable to the Partnership or persons acting on its behalf are expressly qualified in their entirety by the Cautionary Statements in this Quarterly Report and in future SEC reports.
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
SUBURBAN PROPANE PARTNERS, L.P. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
(unaudited)
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June 25, |
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September 25, |
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2022 |
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2021 |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
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$ |
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Accounts receivable, less allowance for doubtful accounts of $ |
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Inventories |
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Other current assets |
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Total current assets |
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Property, plant and equipment, net |
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Operating lease right-of-use assets |
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Goodwill |
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Other intangible assets, net |
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Other assets |
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Total assets |
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$ |
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$ |
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LIABILITIES AND PARTNERS’ CAPITAL |
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Current liabilities: |
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Accounts payable |
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$ |
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$ |
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Accrued employment and benefit costs |
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Customer deposits and advances |
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Operating lease liabilities |
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Other current liabilities |
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Total current liabilities |
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Long-term borrowings |
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Accrued insurance |
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Operating lease liabilities |
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Other liabilities |
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Total liabilities |
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Partners’ capital: |
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Common Unitholders ( |
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Accumulated other comprehensive loss |
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Total partners’ capital |
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Total liabilities and partners’ capital |
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$ |
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$ |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
1
SUBURBAN PROPANE PARTNERS, L.P. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per unit amounts)
(unaudited)
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Three Months Ended |
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June 25, |
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June 26, |
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2022 |
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2021 |
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Revenues |
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Propane |
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$ |
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$ |
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Fuel oil and refined fuels |
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Natural gas and electricity |
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All other |
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Costs and expenses |
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Cost of products sold |
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Operating |
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General and administrative |
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Depreciation and amortization |
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Operating income |
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Loss on debt extinguishment |
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Interest expense, net |
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Other, net |
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(Loss) before provision for income taxes |
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Provision for income taxes |
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Net (loss) |
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$ |
( |
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$ |
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Net (loss) per Common Unit - basic |
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$ |
( |
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$ |
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Weighted average number of Common Units outstanding - basic |
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Net (loss) per Common Unit - diluted |
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$ |
( |
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$ |
( |
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Weighted average number of Common Units outstanding - diluted |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
2
SUBURBAN PROPANE PARTNERS, L.P. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per unit amounts)
(unaudited)
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Nine Months Ended |
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June 25, |
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June 26, |
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2022 |
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2021 |
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Revenues |
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Propane |
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$ |
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$ |
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Fuel oil and refined fuels |
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Natural gas and electricity |
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All other |
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Costs and expenses |
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Cost of products sold |
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Operating |
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General and administrative |
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Depreciation and amortization |
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Operating income |
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Loss on debt extinguishment |
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Interest expense, net |
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Other, net |
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Income before provision for income taxes |
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Provision for income taxes |
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Net income |
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$ |
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$ |
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Net income per Common Unit - basic |
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$ |
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$ |
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Weighted average number of Common Units outstanding - basic |
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Net income per Common Unit - diluted |
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$ |
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$ |
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Weighted average number of Common Units outstanding - diluted |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
3
SUBURBAN PROPANE PARTNERS, L.P. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands)
(unaudited)
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Three Months Ended |
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Nine Months Ended |
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June 25, |
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June 26, |
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June 25, |
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June 26, |
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2022 |
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2021 |
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2022 |
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2021 |
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Net (loss) income |
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$ |
( |
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$ |
( |
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$ |
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$ |
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Other comprehensive income: |
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Amortization of net actuarial losses and prior service |
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Recognition in earnings of net actuarial loss for pension |
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Other comprehensive income |
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Total comprehensive (loss) income |
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$ |
( |
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$ |
( |
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$ |
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$ |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
4
SUBURBAN PROPANE PARTNERS, L.P. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
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Nine Months Ended |
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June 25, |
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June 26, |
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2022 |
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2021 |
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Cash flows from operating activities: |
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Net income |
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$ |
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$ |
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Adjustments to reconcile net income to net cash provided by operations: |
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Depreciation and amortization |
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Pension settlement charge |
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Loss on debt extinguishment |
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Compensation costs recognized under Restricted Unit Plans |
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Other, net |
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Changes in assets and liabilities: |
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Accounts receivable |
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( |
) |
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( |
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Inventories |
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( |
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( |
) |
Other current and noncurrent assets |
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( |
) |
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( |
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Accounts payable |
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( |
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Accrued employment and benefit costs |
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( |
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( |
) |
Customer deposits and advances |
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( |
) |
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( |
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Contributions to defined benefit pension plan |
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( |
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( |
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Other current and noncurrent liabilities |
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Net cash provided by operating activities |
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Cash flows from investing activities: |
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Capital expenditures |
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( |
) |
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( |
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Investment in and acquisition of businesses |
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( |
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( |
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Proceeds from sale of business |
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Proceeds from sale of property, plant and equipment |
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Net cash (used in) investing activities |
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( |
) |
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( |
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Cash flows from financing activities: |
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Proceeds from long-term borrowings |
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Repayments of long-term borrowings |
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( |
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Proceeds from borrowings under revolving credit facility |
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Repayments of borrowings under revolving credit facility |
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( |
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( |
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Issuance costs associated with long-term borrowings |
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( |
) |
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Partnership distributions |
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( |
) |
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( |
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Other, net |
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( |
) |
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( |
) |
Net cash (used in) financing activities |
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( |
) |
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( |
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Net increase in cash and cash equivalents |
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Cash and cash equivalents at beginning of period |
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Cash and cash equivalents at end of period |
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$ |
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$ |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
5
SUBURBAN PROPANE PARTNERS, L.P. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF PARTNERS’ CAPITAL
(in thousands)
(unaudited)
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Three Months Ended June 25, 2022 |
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Accumulated |
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Other |
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Total |
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Number of |
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Common |
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Comprehensive |
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Partners’ |
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Common Units |
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Unitholders |
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(Loss) |
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Capital |
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Balance, beginning of period |
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$ |
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$ |
( |
) |
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$ |
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Net (loss) |
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( |
) |
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— |
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( |
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Other comprehensive income |
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— |
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Partnership distributions |
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( |
) |
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— |
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( |
) |
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Common Units issued under Restricted Unit Plans |
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( |
) |
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— |
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( |
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Compensation costs recognized under Restricted Unit Plans |
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— |
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Balance, end of period |
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$ |
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$ |
( |
) |
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$ |
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Three Months Ended June 26, 2021 |
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Accumulated |
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Other |
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Total |
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