UGI (UGI) 8-K UGI Reports 28% Increase in Second Quarter Earnings

Second Quarter 2013

Earnings Conference Call

May 1, 2013

Exhibit 99.2

May 1, 2013

2

About This Presentation

This presentation contains certain forward-looking statements that management

believes to be reasonable as of today’s date only. Actual results may differ

significantly because of risks and uncertainties that are difficult to predict and

many of which are beyond management’s control. You should read UGI’s Annual

Report on Form 10-K for a more extensive list of factors that could affect results.

Among them are adverse weather conditions, cost volatility and availability of all

energy products, including propane, natural gas, electricity and fuel oil, increased

customer conservation measures, the impact of pending and future legal

proceedings, domestic and international political, regulatory and economic

conditions including currency exchange rate fluctuations (particularly the euro),

the timing of development of Marcellus Shale gas production, the timing and

success of our commercial initiatives and investments to grow our business, and

our ability to successfully integrate acquired businesses, including Heritage

Propane, and achieve anticipated synergies. UGI undertakes no obligation to

release revisions to its forward-looking statements to reflect events or

circumstances occurring after today.

John Walsh

President & CEO, UGI

Kirk Oliver

Chief Financial Officer, UGI

Jerry Sheridan

President & CEO, AmeriGas

Second Quarter EPS

+28% over Q2

of Fiscal 12

An almost 30% increase in EPS over Q2 of FY12

May 1, 2013

4

May 1, 2013

5

Weather vs Normal

-

1.5%

-21.7%

10.1%

1.2%

5.1%

-2.1%

1.9%

-

19.3%

-25%

-20%

-

15%

-10%

-

5%

0%

5%

10%

15%

FY2013

FY2012

AmeriGas

Antargaz

Flaga

Utility

AmeriGas

VOLUME

Colder weather

Full-period impact of Heritage

OPEX

Full-period impact of Heritage

Higher sales activity

Synergies

Transition expenses: $2.7 MM

lower than prior year

Increase in miscellaneous income

Total Margin

* Opex includes all operating expenses, net of miscellaneous income.

195.0

266.1

82.9

(0.3)

4.4

(11.9)

(3.8)

$100

$150

$200

$250

$300

Operating Income, $ MM

May 1, 2013

6

Total margin represents total revenues less total cost of sales.

International Propane

VOLUME

Colder weather

Timing of deliveries in Q2 of FY12

MARGIN

Higher unit margins at Antargaz

Higher natural gas marketing

margin

OPEX

Antargaz operating expenses

Transition expense of $1 million in

prior period

Total Margin

* Opex includes all operating expenses, net of miscellaneous income.

62.1

74.1

(5.7)

18.1

(2.4)

1.4

0.6

$40

$50

$60

$70

$80

Income Before

Taxes

, $ MM

May 1, 2013

7

Total margin represents total revenues less total cost of sales.

Gas Utility

MARGIN

Colder weather

Conversions from heating oil

OPEX

Higher pension and system

maintenance expenses

* Opex includes all operating expenses, net of miscellaneous income.

74.9

96.4

24.6

5.3

(8.7)

(0.5)

0.8

$60

$70

$80

$90

$100

$110

Income Before

Taxes

, $ MM

Total Margin

May 1, 2013

8

Total margin represents total revenues less total cost of sales.

May 1, 2013

9

Midstream & Marketing

MARGIN

Colder weather

Gas price volatility in January

Lower power marketing margins

due to lower average unit prices

D&A

Increase due to Temple II

Total Margin

* Opex includes all operating expenses, net of miscellaneous income.

29.3

43.2

8.4

4.2

3.5

(1.4)

(1.3)

0.5

$10

$20

$30

$40

$50

Income Before Taxes, $ MM

Total margin represents total revenues less total cost of sales.

May 1, 2013

10

Liquidity

Int'l

Corporate/

Total

AmeriGas

Propane

Utilities

Midstream

Other

Cash on hand

446.3

$     

123.1

$     

165.7

$     

58.3

$       

11.8

$       

87.4

$       

Revolving Credit Facilities

525.0

$     

125.0

$     

300.0

$     

240.0

$     

NA

Accounts receivable facility

NA

NA

NA

59.1

$       

NA

Drawn on facilities

(115.9)

$   

(14.8)

$      

-

$         

(47.0)

$      

NA

Letters of credit

(54.1)

$      

(24.9)

$      

(2.0)

$        

-

$         

NA

    Available facilities

355.0

$     

85.3

$       

298.0

$     

252.1

$     

-

$         

Available liquidity

478.1

$     

251.0

$     

356.3

$     

263.9

$     

87.4

$       

Excluding cash residing at operating subsidiaries, UGI had $78.4 million of cash at 3/31/13

compared with $63.3 million at 3/31/12.

Jerry Sheridan

CEO of AmeriGas

Q2 Adjusted EBITDA

29% over Q2

of Fiscal 12

* See appendix for Adjusted EBITDA reconciliation

29% over Q2

of Fiscal 12

* See appendix for Adjusted EBITDA reconciliation

246.0

317.6

$150

$200

$250

$300

$350

Adjusted EBITDA*, $ Millions

May 1, 2013

12

May 1, 2013

13

Operational Update

Operations

•

Weather:  Warmer than normal, much colder than LY

•

Volume up in line with expectations

•

Lower COGS, Mt. Belvieu prices down 39 cents, or 31%

Growth Initiatives

•

AmeriGas Cylinder Exchange (ACE):

•

National Accounts:

•

Acquisitions:

Volume growth of 6% y/y,

results muted by a colder March

Volume increased 14 MM gallons y/y, 22 MM

gallons ytd

No acquisitions closed during the quarter

May 1, 2013

14

Guidance & Heritage Update

•

FY13

Guidance

remains

$620MM

-

$645MM,

trending

toward

the midpoint

•

Final stages of Heritage integration: Planning to consolidate over

200 stores

•

Increased estimated transition expenses for the year by $5 MM

reflecting additional severance costs

•

On track to realize at least $60MM in total net synergies

May 1, 2013

15

Distribution Increase

$2.00

$2.20

$2.40

$2.60

$2.80

$3.00

$3.20

$3.40

2006

2007

2008

2009

2010

2011

2012

2013

AmeriGas: Distributions per unit

(excluding special distributions)

5.4% CAGR

John Walsh

President & CEO

May 1, 2013

17

Operational Update

Gas Utility

•

Infrastructure

Replacement

Program

approved

by

PUC;

Gas

Utility

infrastructure capex expected to be approximately 25% above FY12

levels

•

Demand

for

natural

gas

remains

at

unprecedented

levels:

Net

customer growth expected to exceed 2% in FY13

AmeriGas

•

.

Final phase of Heritage integration is now underway and will conclude

this summer

•

Superior distribution network covering the entire United States and very

strong leadership team in place

May 1, 2013

18

Operational Update

International

•

Focused

on

operational

efficiencies:

Broader

base

of

operations

in 

Europe will help reduce costs and enhance efficiencies in areas such

as product sourcing

•

BP

Poland

acquisition:

Expected

to

close

in

Q4

of

FY13

•

20% drop in propane costs a positive for both UGI and our customers

Midstream & Marketing

•

Expanding LNG services with Temple II

•

Auburn II pipeline in field execution phase. Expected in-service date

remains early FY14

•

New Tenaska gathering system expected in early 2014

May 1, 2013

19

Concluding Remarks

•

FY13 Guidance remains $2.40-$2.50, trending toward lower half

•

FY13

Will

mark

UGI’s

129

consecutive

year

of

dividends

and

26  

consecutive year of dividend increases

th

th

$0.60

$0.80

$1.00

$1.20

2006

2007

2008

2009

2010

2011

2012

2013

UGI: Dividends per share

(excluding special distributions)

6.9% CAGR

Q&A

Appendix

May 1, 2013

22

AmeriGas Supplemental Information: Footnotes

The

enclosed

supplemental

information

contains

a

reconciliation

of

earnings

before

interest

expense,

income

taxes,

depreciation and amortization ("EBITDA") and Adjusted EBITDA to Net Income.

EBITDA and Adjusted EBITDA are not measures of performance or financial condition under accounting principles

generally accepted in the United States ("GAAP"). Management believes EBITDA and Adjusted EBITDA are meaningful

non-GAAP financial measures used by investors to compare the Partnership's operating performance with that of other

companies within the propane industry. The Partnership's definitions of EBITDA and Adjusted EBITDA may be different

from those used by other companies. 

EBITDA and  Adjusted EBITDA should not be considered as alternatives to net income (loss) attributable to AmeriGas

Partners, L.P. Management uses EBITDA to compare year-over-year profitability of the business without regard to capital

structure as well as to compare the relative performance of the Partnership to that of other master limited partnerships

without regard to their financing methods, capital structure, income taxes or historical cost basis.   Management uses

Adjusted

EBITDA

to

exclude

from

AmeriGas

Partners’

EBITDA

gains

and

losses

that

competitors

do

not

necessarily

have

to provide additional insight into the comparison of year-over-year profitability to that of other master limited partnerships.

In view of the omission of interest, income taxes, depreciation and amortization from EBITDA and Adjusted EBITDA,

management also assesses the profitability of the business by comparing net income attributable to AmeriGas Partners,

L.P. for the relevant years.  Management also uses EBITDA to assess the Partnership's profitability because its parent,

UGI Corporation, uses the Partnership's EBITDA to assess the profitability of the Partnership, which is one of UGI

Corporation’s industry segments.  UGI Corporation discloses the Partnership's EBITDA in its disclosures about its industry

segments as the profitability measure for its domestic propane segment.

May 1, 2013

23

AmeriGas Propane EBITDA Reconciliation

(1) Adjusted EBITDA is a non-GAAP financial measure. Management believes the presentation of this measure provides useful information to

investors to more effectively evaluate the year-over-year results of operations of the Partnership. Management uses Adjusted EBITDA to exclude

from AmeriGas Partners' EBITDA gains and losses that competitors do not necessarily have to provide additional insight into the comparison of

year-over-year profitability to that of other master limited partnerships. This measure is not comparable to measures used by other entities and

should only be considered in conjunction with net income attributable to AmeriGas Partners, L.P. for the relevant periods.

2013

2012

2013

2012

2013

2012

Net income attributable to AmeriGas Partners, L.P.

221,820

$       

133,885

$     

318,485

$     

176,410

$    

153,100

$     

122,063

$    

Income tax (benefit) expense

(52)

764

575

1,214

1,292

1,256

Interest expense

41,776

45,045

82,972

61,578

164,035

93,374

Depreciation

37,607

35,351

75,930

56,282

153,873

98,841

Amortization

11,022

9,441

22,050

12,698

44,250

18,978

EBITDA

312,173

$       

224,486

$     

500,012

$     

308,182

$    

516,550

$     

334,512

$    

Heritage Propane acquisition and transition expense

5,396

8,138

10,884

11,855

45,216

11,855

Loss (gain) on extinguishments of debt

-

13,379

-

13,379

(30)

32,695

Adjusted EBITDA (1)

317,569

$       

246,003

$     

510,896

$     

333,416

$    

561,736

$     

379,062

$    

March 31,

Twelve Months Ended

March 31,

Three Months Ended

Six Months Ended

March 31,

Investor Relations:

610-337-1000

Hugh Gallagher (x1029)

gallagherh@ugicorp.com

Simon Bowman (x3645)

bowmans@ugicorp.com