Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Jul. 31, 2022 | Aug. 31, 2022 | Jan. 31, 2022 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Jul. 31, 2022 | ||
Current Fiscal Year End Date | --07-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-11331 | ||
Entity Registrant Name | Ferrellgas Partners L P | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 43-1698480 | ||
Entity Address, Address Line One | One Liberty Plaza | ||
Entity Address, City or Town | Liberty | ||
Entity Address, State or Province | MO | ||
Entity Address, Postal Zip Code | 64068 | ||
City Area Code | 816 | ||
Local Phone Number | 792-1600 | ||
Title of 12(b) Security | N/A | ||
No Trading Symbol Flag | true | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 59,054,417 | ||
Auditor Name | GRANT THORNTON LLP | ||
Auditor Firm ID | 248 | ||
Auditor Location | Kansas City, Missouri | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0000922358 | ||
Amendment Flag | false | ||
Class A Limited Partner Units | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 4,857,605 | ||
Class B Limited Partner Units | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 1,300,000 | ||
Ferrellgas, L.P. [Member] | |||
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Period End Date | Jul. 31, 2022 | ||
Current Fiscal Year End Date | --07-31 | ||
Entity File Number | 000-50182 | ||
Entity Registrant Name | FERRELLGAS L P | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 43-1698481 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Auditor Name | GRANT THORNTON LLP | ||
Auditor Firm ID | 248 | ||
Auditor Location | Kansas City, Missouri | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0000922359 | ||
Amendment Flag | false | ||
Ferrellgas Partners Finance Corp. [Member] | |||
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Period End Date | Jul. 31, 2022 | ||
Current Fiscal Year End Date | --07-31 | ||
Entity File Number | 333-06693-02 | ||
Entity Registrant Name | Ferrellgas Partners Finance Corp. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 43-1742520 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | true | ||
Entity Common Stock, Shares Outstanding | 1,000 | ||
Auditor Name | GRANT THORNTON LLP | ||
Auditor Firm ID | 248 | ||
Auditor Location | Kansas City, Missouri | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001012493 | ||
Amendment Flag | false | ||
Ferrellgas Finance Corp. [Member] | |||
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Period End Date | Jul. 31, 2022 | ||
Current Fiscal Year End Date | --07-31 | ||
Entity File Number | 000-50183 | ||
Entity Registrant Name | FERRELLGAS FINANCE CORP | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 14-1866671 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | true | ||
Entity Common Stock, Shares Outstanding | 1,000 | ||
Auditor Name | GRANT THORNTON LLP | ||
Auditor Firm ID | 248 | ||
Auditor Location | Kansas City, Missouri | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0000922360 | ||
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Jul. 31, 2022 | Jul. 31, 2021 |
Current assets: | ||
Cash and cash equivalents (including $11,208 and $11,500 of restricted cash at July 31, 2022 and 2021, respectively) | $ 158,737,000 | $ 281,952,000 |
Accounts and notes receivable, net | 150,395,000 | 131,574,000 |
Inventories | 115,187,000 | 88,379,000 |
Price risk management asset | 43,015,000 | 78,001,000 |
Prepaid expenses and other current assets | 30,764,000 | 39,092,000 |
Total current assets | 498,098,000 | 618,998,000 |
Property, plant and equipment, net | 603,148,000 | 582,118,000 |
Goodwill, net | 257,099,000 | 246,946,000 |
Intangible assets (net of accumulated amortization of $440,121 and $432,032 at July 31, 2022 and 2021, respectively) | 97,638,000 | 100,743,000 |
Operating lease right-of-use assets | 72,888,000 | 87,611,000 |
Other assets, net | 79,244,000 | 93,228,000 |
Total assets | 1,608,115,000 | 1,729,644,000 |
Current liabilities: | ||
Accounts payable | 57,586,000 | 47,913,000 |
Current portion of long-term debt | 1,792,000 | 1,670,000 |
Current operating lease liabilities | 25,824,000 | 25,363,000 |
Other current liabilities | 218,610,000 | 246,000,000 |
Total current liabilities | 303,812,000 | 320,946,000 |
Long-term debt | 1,450,016,000 | 1,444,890,000 |
Operating lease liabilities | 47,231,000 | 74,349,000 |
Other liabilities | 43,518,000 | 61,189,000 |
Contingencies and commitments (Note P) | ||
Mezzanine equity: | ||
Senior preferred units, net of issue discount and offering costs (700,000 units outstanding at July 31, 2022 and 2021) | 651,349,000 | 651,349,000 |
Equity (Deficit): | ||
General partner | (71,320,000) | (72,178,000) |
Accumulated other comprehensive income | 37,907,000 | 88,866,000 |
Total Ferrellgas Partners, L.P. deficit | (880,224,000) | (815,113,000) |
Noncontrolling interest | (7,587,000) | (7,966,000) |
Total deficit | (887,811,000) | (823,079,000) |
STOCKHOLDER'S EQUITY | ||
Total liabilities, mezzanine and deficit | 1,608,115,000 | 1,729,644,000 |
Class A Limited Partner Units | ||
Equity (Deficit): | ||
Limited partners | (1,229,823,000) | (1,214,813,000) |
Class B Limited Partner Units | ||
Equity (Deficit): | ||
Limited partners | 383,012,000 | 383,012,000 |
Ferrellgas, L.P. [Member] | ||
Current assets: | ||
Cash and cash equivalents (including $11,208 and $11,500 of restricted cash at July 31, 2022 and 2021, respectively) | 158,466,000 | 281,688,000 |
Accounts and notes receivable, net | 150,395,000 | 131,574,000 |
Inventories | 115,187,000 | 88,379,000 |
Price risk management asset | 43,015,000 | 78,001,000 |
Prepaid expenses and other current assets | 30,743,000 | 39,073,000 |
Total current assets | 497,806,000 | 618,715,000 |
Property, plant and equipment, net | 603,148,000 | 582,118,000 |
Goodwill, net | 257,099,000 | 246,946,000 |
Intangible assets (net of accumulated amortization of $440,121 and $432,032 at July 31, 2022 and 2021, respectively) | 97,638,000 | 100,743,000 |
Operating lease right-of-use assets | 72,888,000 | 87,611,000 |
Loan receivable - Ferrellgas Partners, L.P. | 17,001,000 | |
Other assets, net | 79,244,000 | 93,228,000 |
Total assets | 1,607,823,000 | 1,746,362,000 |
Current liabilities: | ||
Accounts payable | 57,586,000 | 47,913,000 |
Current portion of long-term debt | 1,792,000 | 1,670,000 |
Current operating lease liabilities | 25,824,000 | 25,363,000 |
Other current liabilities | 218,333,000 | 245,782,000 |
Total current liabilities | 303,535,000 | 320,728,000 |
Long-term debt | 1,450,016,000 | 1,444,890,000 |
Operating lease liabilities | 47,231,000 | 74,349,000 |
Other liabilities | 43,518,000 | 61,189,000 |
Contingencies and commitments (Note P) | ||
Mezzanine equity: | ||
Senior preferred units, net of issue discount and offering costs (700,000 units outstanding at July 31, 2022 and 2021) | 651,349,000 | 651,349,000 |
Equity (Deficit): | ||
Limited partners | (918,146,000) | (887,043,000) |
General partner | (7,987,000) | (8,886,000) |
Accumulated other comprehensive income | 38,307,000 | 89,786,000 |
Total deficit | (887,826,000) | (806,143,000) |
STOCKHOLDER'S EQUITY | ||
Total liabilities, mezzanine and deficit | 1,607,823,000 | 1,746,362,000 |
Ferrellgas Partners Finance Corp. [Member] | ||
Current assets: | ||
Cash and cash equivalents (including $11,208 and $11,500 of restricted cash at July 31, 2022 and 2021, respectively) | 1,000 | |
Total assets | 1,000 | |
Current liabilities: | ||
Other current liabilities | 1,706 | |
Total current liabilities | 1,706 | |
Contingencies and commitments (Note P) | ||
STOCKHOLDER'S EQUITY | ||
Common stock, $1.00 par value; 2,000 shares authorized; 1,000 shares issued and outstanding | 1,000 | 1,000 |
Additional paid in capital | 39,486 | 39,486 |
Accumulated deficit | (42,192) | (39,486) |
Total stockholder's equity (deficit) | (1,706) | 1,000 |
Total liabilities, mezzanine and deficit | 1,000 | |
Ferrellgas Finance Corp. [Member] | ||
Current assets: | ||
Cash and cash equivalents (including $11,208 and $11,500 of restricted cash at July 31, 2022 and 2021, respectively) | 1,100 | |
Total assets | 1,100 | |
Current liabilities: | ||
Contingencies and commitments (Note P) | ||
STOCKHOLDER'S EQUITY | ||
Common stock, $1.00 par value; 2,000 shares authorized; 1,000 shares issued and outstanding | 1,000 | 1,000 |
Additional paid in capital | 103,928 | 102,628 |
Accumulated deficit | $ (104,928) | (102,528) |
Total stockholder's equity (deficit) | 1,100 | |
Total liabilities, mezzanine and deficit | $ 1,100 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jul. 31, 2022 | Jul. 31, 2021 |
Restricted cash | $ 11,208 | $ 11,500 |
Amortizable intangible assets, accumulated amortization | $ 440,121 | $ 432,032 |
Senior preferred units, units outstanding | 700,000 | 700,000 |
General partner unitholder, units outstanding | 49,496 | 49,496 |
Class A Limited Partner Units | ||
Limited partner unitholders, units outstanding | 4,857,605 | 4,857,605 |
Class B Limited Partner Units | ||
Limited partner unitholders, units outstanding | 1,300,000 | 1,300,000 |
Ferrellgas, L.P. [Member] | ||
Restricted cash | $ 11,208 | $ 11,500 |
Amortizable intangible assets, accumulated amortization | $ 440,121 | $ 432,032 |
Senior preferred units, units outstanding | 700,000 | 700,000 |
Ferrellgas Partners Finance Corp. [Member] | ||
Common stock, par value | $ 1 | $ 1 |
Common stock, shares authorized | 2,000 | 2,000 |
Common stock, shares issued | 1,000 | 1,000 |
Common stock, shares outstanding | 1,000 | 1,000 |
Ferrellgas Finance Corp. [Member] | ||
Common stock, par value | $ 1 | $ 1 |
Common stock, shares authorized | 2,000 | 2,000 |
Common stock, shares issued | 1,000 | 1,000 |
Common stock, shares outstanding | 1,000 | 1,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Revenues: | |||
Revenues | $ 2,114,540,000 | $ 1,754,310,000 | $ 1,497,826,000 |
Costs and expenses: | |||
Operating expense - personnel, vehicle, plant and other | 520,603,000 | 465,816,000 | 493,055,000 |
Operating expense - equipment lease expense | 23,094,000 | 27,062,000 | 33,017,000 |
Depreciation and amortization expense | 89,897,000 | 85,382,000 | 80,481,000 |
General and administrative expense | 52,780,000 | 60,065,000 | 45,752,000 |
Non-cash employee stock ownership plan compensation charge | 3,170,000 | 3,215,000 | 2,871,000 |
Gain (loss) on asset sales and disposals | (6,618,000) | 1,831,000 | 7,924,000 |
Operating income | 245,101,000 | 216,275,000 | 148,670,000 |
Interest expense | (100,093,000) | (173,616,000) | (192,962,000) |
Loss on extinguishment of debt | 0 | (104,834,000) | (37,399,000) |
Other income (expense), net | 4,833,000 | 4,246,000 | (460,000) |
Reorganization expense - professional fees | (10,443,000) | ||
Earnings (loss) before income taxes | 149,841,000 | (68,372,000) | (82,151,000) |
Income tax expense | 981,000 | 741,000 | 851,000 |
Net earnings (loss) | 148,860,000 | (69,113,000) | (83,002,000) |
Net earnings (loss) attributable to noncontrolling interest | 867,000 | (702,000) | (503,000) |
Net earnings (loss) attributable to Ferrellgas Partners, L.P. | 147,993,000 | (68,411,000) | (82,499,000) |
Limited partner unitholders' interest in net earnings (loss) | (18,770,000) | (91,751,000) | (81,674,000) |
Class A Limited Partner Units | |||
Costs and expenses: | |||
Limited partner unitholders' interest in net earnings (loss) | $ (18,770,000) | $ (91,751,000) | $ (81,674,000) |
Basic and diluted net earnings (loss) per limited partner unit | $ (3.86) | $ (18.89) | $ (16.81) |
Propane [Member] | |||
Revenues: | |||
Revenues | $ 2,017,879,000 | $ 1,668,852,000 | $ 1,415,791,000 |
Costs and expenses: | |||
Cost of sales | 1,174,004,000 | 881,936,000 | 673,053,000 |
Other Revenues | |||
Revenues: | |||
Revenues | 96,661,000 | 85,458,000 | 82,035,000 |
Costs and expenses: | |||
Cost of sales | 12,509,000 | 12,728,000 | 13,003,000 |
Ferrellgas, L.P. [Member] | |||
Revenues: | |||
Revenues | 2,114,540,000 | 1,754,310,000 | 1,497,826,000 |
Costs and expenses: | |||
Operating expense - personnel, vehicle, plant and other | 520,603,000 | 465,816,000 | 493,055,000 |
Operating expense - equipment lease expense | 23,094,000 | 27,062,000 | 33,017,000 |
Depreciation and amortization expense | 89,897,000 | 85,382,000 | 80,481,000 |
General and administrative expense | 52,767,000 | 59,676,000 | 45,636,000 |
Non-cash employee stock ownership plan compensation charge | 3,170,000 | 3,215,000 | 2,871,000 |
Gain (loss) on asset sales and disposals | (6,618,000) | 1,831,000 | 7,924,000 |
Operating income | 245,114,000 | 216,664,000 | 148,786,000 |
Interest expense | (100,093,000) | (159,845,000) | (159,889,000) |
Loss on extinguishment of debt | (107,971,000) | (37,399,000) | |
Other income (expense), net | 7,084,000 | 6,437,000 | (460,000) |
Earnings (loss) before income taxes | 152,105,000 | (44,715,000) | (48,962,000) |
Income tax expense | 976,000 | 727,000 | 802,000 |
Net earnings (loss) | 151,129,000 | (45,442,000) | (49,764,000) |
Ferrellgas, L.P. [Member] | Propane [Member] | |||
Revenues: | |||
Revenues | 2,017,879,000 | 1,668,852,000 | 1,415,791,000 |
Costs and expenses: | |||
Cost of sales | 1,174,004,000 | 881,936,000 | 673,053,000 |
Ferrellgas, L.P. [Member] | Other Revenues | |||
Revenues: | |||
Revenues | 96,661,000 | 85,458,000 | 82,035,000 |
Costs and expenses: | |||
Cost of sales | 12,509,000 | 12,728,000 | 13,003,000 |
Ferrellgas Partners Finance Corp. [Member] | |||
Costs and expenses: | |||
General and administrative expense | 2,706 | 2,490 | 5,827 |
Net earnings (loss) | (2,706) | (2,490) | (5,827) |
Ferrellgas Finance Corp. [Member] | |||
Costs and expenses: | |||
General and administrative expense | 2,400 | 19,941 | 6,010 |
Net earnings (loss) | $ (2,400) | $ (19,941) | $ (6,010) |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Comprehensive income (loss): | |||
Net earnings (loss) | $ 148,860 | $ (69,113) | $ (83,002) |
Other comprehensive income (loss): | |||
Change in value of risk management derivatives | 68,950 | 136,351 | (22,872) |
Reclassification of (gains) losses on derivatives to earnings, net | (120,429) | (44,252) | 35,315 |
Pension liability adjustment | (109) | ||
Other comprehensive income (loss) | (51,479) | 92,099 | 12,334 |
Comprehensive income (loss) | 97,381 | 22,986 | (70,668) |
Comprehensive (income) loss attributable to noncontrolling interest | (347) | (228) | 378 |
Comprehensive income (loss) | 97,034 | 22,758 | (70,290) |
Ferrellgas, L.P. [Member] | |||
Comprehensive income (loss): | |||
Net earnings (loss) | 151,129 | (45,442) | (49,764) |
Other comprehensive income (loss): | |||
Change in value of risk management derivatives | 68,950 | 136,351 | (22,872) |
Reclassification of (gains) losses on derivatives to earnings, net | (120,429) | (44,252) | 35,315 |
Pension liability adjustment | (109) | ||
Other comprehensive income (loss) | (51,479) | 92,099 | 12,334 |
Comprehensive income (loss) | $ 99,650 | $ 46,657 | $ (37,430) |
CONSOLIDATED STATEMENT OF EQUIT
CONSOLIDATED STATEMENT OF EQUITY (DEFICIT) - USD ($) | Ferrellgas, L.P. [Member] Limited Partner Unitholders Cumulative Effect, Period of Adoption, Adjustment [Member] | Ferrellgas, L.P. [Member] Limited Partner Unitholders | Ferrellgas, L.P. [Member] General Partner [Member] Cumulative Effect, Period of Adoption, Adjustment [Member] | Ferrellgas, L.P. [Member] General Partner [Member] | Ferrellgas, L.P. [Member] Accumulated Other Comprehensive Income (Loss) | Ferrellgas, L.P. [Member] Cumulative Effect, Period of Adoption, Adjustment [Member] | Ferrellgas, L.P. [Member] | FERRELLGAS PARTNERS FINANCE CORP. [Member] | Limited Partner Unitholders Class A Limited Partner Units Cumulative Effect, Period of Adoption, Adjustment [Member] | Limited Partner Unitholders Class A Limited Partner Units | Limited Partner Unitholders Class B Limited Partner Units | Limited Partner Unitholders | General Partner [Member] Cumulative Effect, Period of Adoption, Adjustment [Member] | General Partner [Member] | Accumulated Other Comprehensive Income (Loss) | Parent [Member] Cumulative Effect, Period of Adoption, Adjustment [Member] | Parent [Member] | Non-Controlling Interest [Member] Cumulative Effect, Period of Adoption, Adjustment [Member] | Non-Controlling Interest [Member] | Cumulative Effect, Period of Adoption, Adjustment [Member] | Total |
Partners' capital balance (in shares) at Jul. 31, 2019 | 4,857,600 | 49,500 | |||||||||||||||||||
Partners' capital balance, beginning at Jul. 31, 2019 | $ (758,186,000) | $ (7,570,000) | $ (14,647,000) | $ (780,403,000) | $ (1,347,000) | $ (1,046,245,000) | $ (14,000) | $ (70,476,000) | $ (14,512,000) | $ (1,361,000) | $ (1,131,233,000) | $ (14,000) | $ (7,705,000) | $ (1,375,000) | $ (1,138,938,000) | ||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||||||||
Contributions in connection with non-cash ESOP compensation charges | 2,842,000 | 29,000 | 2,871,000 | 2,814,000 | 28,000 | 2,842,000 | 29,000 | 2,871,000 | |||||||||||||
Distributions | (15,496,000) | (158,000) | (15,654,000) | 0 | (158,000) | (158,000) | |||||||||||||||
Net earnings (loss) | (49,261,000) | (503,000) | (49,764,000) | $ (5,827) | (81,674,000) | (825,000) | (82,499,000) | (503,000) | (83,002,000) | ||||||||||||
Other comprehensive income (loss) | 12,334,000 | 12,334,000 | 12,209,000 | 12,209,000 | 125,000 | 12,334,000 | |||||||||||||||
Partners' capital balance, ending at Jul. 31, 2020 | $ (1,361,000) | (821,462,000) | $ (14,000) | (8,216,000) | (2,313,000) | $ (1,375,000) | (831,991,000) | $ (1,126,452,000) | $ (71,287,000) | (2,303,000) | (1,200,042,000) | (8,226,000) | (1,208,268,000) | ||||||||
Partners' capital balance (in shares) at Jul. 31, 2020 | 4,857,600 | 49,500 | |||||||||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||||||||
Contributions in connection with non-cash ESOP compensation charges | 3,183,000 | 32,000 | 3,215,000 | $ 3,150,000 | $ 33,000 | 3,183,000 | 32,000 | 3,215,000 | |||||||||||||
Issuance of Class B Units, net of offering costs | $ 383,012,000 | 383,012,000 | 0 | 383,012,000 | |||||||||||||||||
Issuance of Class B Units (in shares) | 1,300,000 | ||||||||||||||||||||
Net earnings allocated to preferred units | (24,024,000) | (24,024,000) | (23,784,000) | (240,000) | (24,024,000) | 0 | (24,024,000) | ||||||||||||||
Net earnings (loss) | (44,740,000) | (702,000) | (45,442,000) | (2,490) | (67,727,000) | (684,000) | (68,411,000) | (702,000) | (69,113,000) | ||||||||||||
Other comprehensive income (loss) | 92,099,000 | 92,099,000 | 91,169,000 | 91,169,000 | 930,000 | 92,099,000 | |||||||||||||||
Partners' capital balance, ending at Jul. 31, 2021 | (887,043,000) | (8,886,000) | 89,786,000 | (806,143,000) | $ (1,214,813,000) | $ 383,012,000 | $ (72,178,000) | 88,866,000 | (815,113,000) | (7,966,000) | (823,079,000) | ||||||||||
Partners' capital balance (in shares) at Jul. 31, 2021 | 4,857,600 | 1,300,000 | 49,500 | ||||||||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||||||||
Contributions in connection with non-cash ESOP compensation charges | 3,138,000 | 32,000 | 3,170,000 | $ 3,107,000 | $ 31,000 | 3,138,000 | 32,000 | 3,170,000 | |||||||||||||
Distributions | (119,216,000) | (119,216,000) | $ (99,996,000) | $ (100,000,000) | (99,996,000) | 0 | (99,996,000) | ||||||||||||||
Net earnings allocated to Class B Units | (99,996,000) | 99,996,000 | 0 | 0 | |||||||||||||||||
Net earnings allocated to preferred units | (65,287,000) | (65,287,000) | (64,634,000) | (653,000) | (65,287,000) | 0 | (65,287,000) | ||||||||||||||
Net earnings (loss) | 150,262,000 | 867,000 | 151,129,000 | $ (2,706) | 146,513,000 | 1,480,000 | 147,993,000 | 867,000 | 148,860,000 | ||||||||||||
Other comprehensive income (loss) | (51,479,000) | (51,479,000) | (50,959,000) | (50,959,000) | (520,000) | (51,479,000) | |||||||||||||||
Partners' capital balance, ending at Jul. 31, 2022 | $ (918,146,000) | $ (7,987,000) | $ 38,307,000 | $ (887,826,000) | $ (1,229,823,000) | $ 383,012,000 | $ (71,320,000) | $ 37,907,000 | $ (880,224,000) | $ (7,587,000) | $ (887,811,000) | ||||||||||
Partners' capital balance (in shares) at Jul. 31, 2022 | 4,857,600 | 1,300,000 | 49,500 |
STATEMENTS OF STOCKHOLDER'S EQU
STATEMENTS OF STOCKHOLDER'S EQUITY (DEFICIT) - USD ($) | Ferrellgas Partners Finance Corp. [Member] Common Stock [Member] | Ferrellgas Partners Finance Corp. [Member] Additional Paid-in Capital [Member] | Ferrellgas Partners Finance Corp. [Member] Accumulated deficit [Member] | Ferrellgas Partners Finance Corp. [Member] | Ferrellgas Finance Corp. [Member] Common Stock [Member] | Ferrellgas Finance Corp. [Member] Additional Paid-in Capital [Member] | Ferrellgas Finance Corp. [Member] Accumulated deficit [Member] | Ferrellgas Finance Corp. [Member] | Total |
Stockholders' equity balance at Jul. 31, 2019 | $ 1,000 | $ 33,027 | $ (31,169) | $ 2,858 | $ 1,000 | $ 78,518 | $ (76,577) | $ 2,941 | |
Stockholders' equity balance (in shares) at Jul. 31, 2019 | 1,000 | 1,000 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Capital contribution | 5,819 | 0 | 5,819 | 5,669 | 0 | 5,669 | |||
Net earnings (loss) | 0 | (5,827) | (5,827) | 0 | (6,010) | (6,010) | $ (83,002,000) | ||
Stockholders' equity balance at Jul. 31, 2020 | $ 1,000 | 38,846 | (36,996) | 2,850 | $ 1,000 | 84,187 | (82,587) | 2,600 | |
Stockholders' equity balance (in shares) at Jul. 31, 2020 | 1,000 | 1,000 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Capital contribution | 640 | 0 | 640 | 18,441 | 0 | 18,441 | |||
Net earnings (loss) | 0 | (2,490) | (2,490) | 0 | (19,941) | (19,941) | (69,113,000) | ||
Stockholders' equity balance at Jul. 31, 2021 | $ 1,000 | 39,486 | (39,486) | 1,000 | $ 1,000 | 102,628 | (102,528) | 1,100 | |
Stockholders' equity balance (in shares) at Jul. 31, 2021 | 1,000 | 1,000 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Capital contribution | 1,300 | 0 | 1,300 | ||||||
Net earnings (loss) | 0 | (2,706) | (2,706) | 0 | (2,400) | $ (2,400) | $ 148,860,000 | ||
Stockholders' equity balance at Jul. 31, 2022 | $ 1,000 | $ 39,486 | $ (42,192) | $ (1,706) | $ 1,000 | $ 103,928 | $ (104,928) | ||
Stockholders' equity balance (in shares) at Jul. 31, 2022 | 1,000 | 1,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Cash flows from operating activities: | |||
Net earnings (loss) | $ 148,860,000 | $ (69,113,000) | $ (83,002,000) |
Reconciliation of net earnings (loss) to net cash provided by operating activities: | |||
Depreciation and amortization expense | 89,897,000 | 85,382,000 | 80,481,000 |
Non-cash employee stock ownership plan compensation charge | 3,170,000 | 3,215,000 | 2,871,000 |
Gain (loss) on asset sales and disposals | (6,618,000) | 1,831,000 | 7,924,000 |
Loss on extinguishment of debt | 0 | 104,834,000 | 37,399,000 |
Provision for expected credit losses | 1,847,000 | 2,323,000 | 18,604,000 |
Deferred income tax expense | 7,000 | 2,000 | 554,000 |
Other | 6,848,000 | 8,681,000 | 12,583,000 |
Changes in operating assets and liabilities, net of effects from business acquisitions: | |||
Accounts and notes receivable, net of securitization | (20,668,000) | (32,459,000) | (121,000) |
Inventories | (26,808,000) | (15,715,000) | 7,790,000 |
Prepaid expenses and other current assets | 8,329,000 | (5,995,000) | 7,446,000 |
Accounts payable | 9,223,000 | 13,789,000 | 1,223,000 |
Accrued interest expense | 608,000 | 8,355,000 | 33,357,000 |
Other current liabilities | (39,769,000) | 84,014,000 | (3,430,000) |
Other assets and liabilities | (14,461,000) | 17,284,000 | 6,679,000 |
Net cash provided by operating activities | 160,465,000 | 206,428,000 | 130,358,000 |
Cash flows from investing activities: | |||
Business acquisitions, net of cash acquired | (19,679,000) | (6,567,000) | (10,195,000) |
Capital expenditures | (95,249,000) | (59,442,000) | (70,455,000) |
Proceeds from sale of assets | 2,914,000 | 5,295,000 | 4,472,000 |
Cash payments to construct assets in connection with future lease transactions | (1,425,000) | (1,715,000) | (37,042,000) |
Cash receipts in connection with leased vehicles | 1,663,000 | 1,476,000 | 41,924,000 |
Net cash used in investing activities | (111,776,000) | (60,953,000) | (71,296,000) |
Cash flows from financing activities: | |||
Preferred unit distributions | (63,356,000) | (8,011,000) | 0 |
Distributions | (99,996,000) | 0 | 0 |
Proceeds from sale of preferred units, net of issue discount and offering cost | 0 | 651,349,000 | 0 |
Fees in connection with Class B Unit exchange | 0 | (1,988,000) | 0 |
Proceeds from issuance of long-term debt | 0 | 1,475,000,000 | 703,750,000 |
Payments on long-term debt | (1,670,000) | (2,120,000) | (1,994,000) |
Payment for settlement and early extinguishment of liabilities | 0 | (2,175,000,000) | (283,863,000) |
Net reductions in short-term borrowings | 0 | 0 | (43,000,000) |
Net reductions in collateralized short-term borrowings | 0 | 0 | (62,000,000) |
Payment of redemption premium on debt extinguishment | 0 | (83,072,000) | (17,516,000) |
Make-whole payments | 0 | (1,964,000) | 0 |
Cash paid for financing costs | (337,000) | (44,290,000) | (29,458,000) |
Noncontrolling interest activity | 0 | 0 | (158,000) |
Cash payments for principal portion of lease liability | (6,545,000) | (7,188,000) | (2,116,000) |
Net cash (used in) provided by financing activities | (171,904,000) | (197,284,000) | 263,645,000 |
Net change in cash, cash equivalents and restricted cash | (123,215,000) | (51,809,000) | 322,707,000 |
Cash, cash equivalents and restricted cash - beginning of period | 281,952,000 | 333,761,000 | 11,054,000 |
Cash, cash equivalents and restricted cash - end of period | 158,737,000 | 281,952,000 | 333,761,000 |
Ferrellgas, L.P. [Member] | |||
Cash flows from operating activities: | |||
Net earnings (loss) | 151,129,000 | (45,442,000) | (49,764,000) |
Reconciliation of net earnings (loss) to net cash provided by operating activities: | |||
Depreciation and amortization expense | 89,897,000 | 85,382,000 | 80,481,000 |
Non-cash employee stock ownership plan compensation charge | 3,170,000 | 3,215,000 | 2,871,000 |
Gain (loss) on asset sales and disposals | (6,618,000) | 1,831,000 | 7,924,000 |
Loss on extinguishment of debt | 107,971,000 | 37,399,000 | |
Provision for expected credit losses | 1,847,000 | 2,323,000 | 18,604,000 |
Deferred income tax expense | 7,000 | 2,000 | 554,000 |
Other | 6,850,000 | 8,680,000 | 11,301,000 |
Changes in operating assets and liabilities, net of effects from business acquisitions: | |||
Accounts and notes receivable, net of securitization | (20,668,000) | (32,459,000) | (121,000) |
Inventories | (26,808,000) | (15,715,000) | 7,790,000 |
Prepaid expenses and other current assets | 8,330,000 | (6,022,000) | 7,375,000 |
Accounts payable | 9,223,000 | 13,789,000 | 1,223,000 |
Accrued interest expense | 608,000 | (5,416,000) | 17,961,000 |
Other current liabilities | (39,828,000) | 83,796,000 | (3,430,000) |
Other assets and liabilities | 2,539,000 | 15,093,000 | 5,679,000 |
Net cash provided by operating activities | 179,678,000 | 217,028,000 | 145,847,000 |
Cash flows from investing activities: | |||
Business acquisitions, net of cash acquired | (19,679,000) | (6,567,000) | (10,195,000) |
Capital expenditures | (95,249,000) | (59,442,000) | (70,455,000) |
Proceeds from sale of assets | 2,914,000 | 5,295,000 | 4,472,000 |
Cash payments to construct assets in connection with future lease transactions | (1,425,000) | (1,715,000) | (37,042,000) |
Cash receipts in connection with leased vehicles | 1,663,000 | 1,476,000 | 41,924,000 |
Loan to Ferrellgas Partners, L.P. | (14,810,000) | ||
Net cash used in investing activities | (111,776,000) | (75,763,000) | (71,296,000) |
Cash flows from financing activities: | |||
Preferred unit distributions | (63,356,000) | (8,011,000) | |
Distributions | (119,216,000) | (15,654,000) | |
Proceeds from sale of preferred units, net of issue discount and offering cost | 651,349,000 | ||
Proceeds from issuance of long-term debt | 1,475,000,000 | 703,750,000 | |
Payments on long-term debt | (1,670,000) | (2,120,000) | (1,994,000) |
Payment for settlement and early extinguishment of liabilities | (2,175,000,000) | (283,863,000) | |
Net reductions in short-term borrowings | (43,000,000) | ||
Net reductions in collateralized short-term borrowings | (62,000,000) | ||
Payment of redemption premium on debt extinguishment | (83,072,000) | (17,516,000) | |
Cash paid for financing costs | (337,000) | (44,290,000) | (29,449,000) |
Cash payments for principal portion of lease liability | (6,545,000) | (7,188,000) | (2,116,000) |
Net cash (used in) provided by financing activities | (191,124,000) | (193,332,000) | 248,158,000 |
Net change in cash, cash equivalents and restricted cash | (123,222,000) | (52,067,000) | 322,709,000 |
Cash, cash equivalents and restricted cash - beginning of period | 281,688,000 | 333,755,000 | 11,046,000 |
Cash, cash equivalents and restricted cash - end of period | 158,466,000 | 281,688,000 | 333,755,000 |
Ferrellgas Partners Finance Corp. [Member] | |||
Cash flows from operating activities: | |||
Net earnings (loss) | (2,706) | (2,490) | (5,827) |
Reconciliation of net earnings (loss) to net cash provided by operating activities: | |||
Deferred income tax expense | 0 | 0 | 0 |
Changes in operating assets and liabilities, net of effects from business acquisitions: | |||
Prepaid expenses and other current assets | 1,850 | 8 | |
Other current liabilities | 1,706 | ||
Net cash provided by operating activities | (1,000) | (640) | (5,819) |
Cash flows from financing activities: | |||
Capital contribution | 640 | 5,819 | |
Net cash (used in) provided by financing activities | 640 | 5,819 | |
Net change in cash, cash equivalents and restricted cash | (1,000) | 0 | 0 |
Cash, cash equivalents and restricted cash - beginning of period | 1,000 | 1,000 | 1,000 |
Cash, cash equivalents and restricted cash - end of period | 1,000 | 1,000 | |
Ferrellgas Finance Corp. [Member] | |||
Cash flows from operating activities: | |||
Net earnings (loss) | (2,400) | (19,941) | (6,010) |
Reconciliation of net earnings (loss) to net cash provided by operating activities: | |||
Deferred income tax expense | 0 | 0 | 0 |
Changes in operating assets and liabilities, net of effects from business acquisitions: | |||
Prepaid expenses and other current assets | 0 | 1,500 | 341 |
Net cash provided by operating activities | (2,400) | (18,441) | (5,669) |
Cash flows from financing activities: | |||
Capital contribution | 1,300 | 18,441 | 5,669 |
Net cash (used in) provided by financing activities | 1,300 | 18,441 | 5,669 |
Net change in cash, cash equivalents and restricted cash | (1,100) | 0 | 0 |
Cash, cash equivalents and restricted cash - beginning of period | $ 1,100 | 1,100 | 1,100 |
Cash, cash equivalents and restricted cash - end of period | $ 1,100 | $ 1,100 |
Partnership Organization And Fo
Partnership Organization And Formation | 12 Months Ended |
Jul. 31, 2022 | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Organization And Formation | A. Partnership organization and formation Ferrellgas Partners Ferrellgas Partners, L.P. (“Ferrellgas Partners”) was formed on April 19, 1994, and is a publicly traded limited partnership. Ferrellgas Partners is a holding entity that conducts no operations and has two direct subsidiaries, Ferrellgas Partners Finance Corp. and Ferrellgas, L.P. (the “operating partnership”). Ferrellgas Partners was formed to acquire and hold a limited partner interest in the operating partnership. Ferrellgas Partners owns a 100% equity interest in Ferrellgas Partners Finance Corp., whose only business activity is to act as the co-issuer and co-obligor of any debt securities issued by Ferrellgas Partners. Our activities are primarily conducted through the operating partnership. Ferrellgas Partners and the operating partnership, collectively referred to as “Ferrellgas,” are both Delaware limited partnerships and are governed by their respective partnership agreements. These agreements contain specific provisions for the allocation of net earnings and loss to each of the partners for purposes of maintaining the partner capital accounts. Ferrellgas, Inc. (the “general partner”), a Delaware corporation and a wholly-owned subsidiary of Ferrell Companies, is the sole general partner of Ferrellgas Partners and the operating partnership and, excluding the economic interests attributable to Ferrellgas Partners’ Class B Units and the operating partnership’s Preferred Units, owns an approximate 1% general partner economic interest in each, and, therefore, an effective 2% general partner economic interest in the operating partnership. Excluding the economic interests attributable to the Preferred Units, Ferrellgas Partners owns an approximate 99% limited partner interest in the operating partnership. Our general partner performs all management functions for us. Unless contractually provided for, creditors of the operating partnership have no recourse with regards to Ferrellgas Partners. As of July 31, 2022, Ferrell Companies Inc., a Kansas corporation (“Ferrell Companies”), the parent company of our general partner, beneficially owns approximately 23.4% of Ferrellgas Partners’ outstanding Class A Units. Ferrell Companies is owned 100% by an employee stock ownership trust. The operating partnership The operating partnership was formed on April 22, 1994, and accounts for substantially all of our consolidated assets, sales and operating earnings. The operating partnership is a limited partnership that owns and operates propane distribution and related assets. Ferrellgas Partners and the holders of the Preferred Units (as defined in Note I - Preferred units The operating partnership owns a 100% equity interest in Ferrellgas Finance Corp., whose only business activity is to act as the co-issuer and co-obligor of debt securities issued by the operating partnership. The operating partnership is primarily engaged in the retail distribution of propane and related equipment sales. The propane distribution market is seasonal because propane is used primarily for heating in residential and commercial buildings. Ferrellgas serves residential, industrial/commercial, portable tank exchange, agricultural, wholesale and other customers in all 50 states, the District of Columbia, and Puerto Rico. |
Ferrellgas Partners Finance Corp. [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Organization And Formation | A. Formation Ferrellgas Partners Finance Corp. (the “Partners Finance Corp.”), a Delaware corporation, was formed on March 28, 1996 and is a wholly-owned subsidiary of Ferrellgas Partners, L.P. (“Ferrellgas Partners”). Ferrellgas Partners contributed $1,000 to the Partners Finance Corp. on April 8, 1996 in exchange for 1,000 shares of common stock. The Partners Finance Corp. has nominal assets, does not conduct any operations and has no employees. |
Ferrellgas Finance Corp. [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Organization And Formation | A. Formation Ferrellgas Finance Corp. (the “Finance Corp.”), a Delaware corporation, was formed on January 16, 2003 and is a wholly-owned subsidiary of Ferrellgas, L.P. (the “Partnership”). The Partnership contributed $1,000 to the Finance Corp. on January 24, 2003 in exchange for 1,000 shares of common stock. The Finance Corp. has nominal assets, does not conduct any operations and has no employees. |
Summary of significant accounti
Summary of significant accounting policies | 12 Months Ended |
Jul. 31, 2022 | |
Summary of significant accounting policies | |
Summary of significant accounting policies | B. Summary of significant accounting policies (1) Accounting estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“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. Significant estimates impacting the consolidated financial statements include accruals that have been established for contingent liabilities, pending claims and legal actions arising in the normal course of business, useful lives of property, plant and equipment, residual values of tanks, capitalization of customer tank installation costs, amortization methods of intangible assets, valuation methods used to value sales returns and allowances, allowance for expected credit losses, fair value of reporting unit, fair value at issuance of Class B units (related to Ferrellgas Partners), recoverability of long-lived assets, assumptions used to value business combinations, determination of incremental borrowing rate used to measure right-of-use asset and lease liability and fair values of derivative contracts. (2) Principles of consolidation and basis of presentation Certain prior-year amounts have been reclassified to conform to the current-year presentation. Ferrellgas Partners The consolidated financial statements present the consolidated financial position, results of operations and cash flows of Ferrellgas Partners, its wholly-owned subsidiary, Ferrellgas Partners Finance Corp., and the operating partnership, its majority-owned subsidiary, after elimination of all intercompany accounts and transactions. We have determined that the operating partnership is a variable interest entity for whom Ferrellgas Partners has no ability through voting rights or similar rights to make decisions and thus does not have the power to direct the activities of the operating partnership that most significantly impact economic performance. However, we have determined that the accounts of Ferrellgas Partners’ majority-owned subsidiary should be included because Ferrellgas Partners is most closely associated with the operations of the operating partnership due to the fact that Ferrellgas Partners has the obligation to absorb the losses of and the right to receive benefits from the operating partnership that are significant to the operating partnership and substantially all the assets and liabilities of Ferrellgas Partners consist of the operating partnership. The operating partnership includes the accounts of its wholly-owned subsidiaries. The general partner’s approximate 1% general partner interest in the operating partnership is accounted for as a noncontrolling interest. Prior period adjustment in E - Supplemental financial statement information note Ferrellgas previously disclosed the amount of cash paid for interest by Ferrellgas Partners was $205.5 million in its Form 10-K for the year ended July 31, 2021. The amount disclosed should have been $156.4 million, which is the same amount of cash paid for interest by the operating partnership. The error occurred due to the inclusion of non-cash interest and a mathematical error. This error had no impact on Ferrellgas’ consolidated financial statements or the computation of basic and diluted loss per Class A unit and management concluded that the error was not material. Based on this evaluation, the error did not require a restatement of the Form 10-K for the year ended July 31, 2021. The error was corrected in Ferrellgas Partners’ disclosure of certain cash flow and non-cash activities in Note E – Supplemental financial statement information. The operating partnership The consolidated financial statements present the consolidated financial position, results of operations and cash flows of Ferrellgas, L.P. and its subsidiaries after elimination of all intercompany accounts and transactions. Ferrellgas, L.P. consolidates the following wholly-owned entities: Bridger Logistics, LLC, Blue Rhino Global Sourcing, Inc., FNA Canada, Inc., Ferrellgas Finance Corp, and Ferrellgas Receivables, LLC, a special purpose entity that had agreements with Ferrellgas, L.P. related to the terminated accounts receivable securitization facility. (3) Fair value measurements The common framework for measuring fair value utilizes a three-level hierarchy to prioritize the inputs used in the valuation techniques to derive fair values. The basis for fair value measurements for each level within the hierarchy is described below with Level 1 having the highest priority and Level 3 having the lowest. ● Level 1: Quoted prices in active markets for identical assets or liabilities. ● Level 2: Quoted prices in active markets for similar assets or liabilities; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs are observable in active markets. ● Level 3: Valuations derived from valuation techniques in which one or more significant inputs are unobservable. (4) Accounts receivable (5) Inventories Inventories are stated at the lower of cost or net realizable value using weighted average cost and actual cost methods. (6) Property, plant and equipment Property, plant and equipment are stated at cost less accumulated depreciation. Expenditures for maintenance and routine repairs are expensed as incurred. Ferrellgas capitalizes computer software, equipment replacement and betterment expenditures that upgrade, replace or completely rebuild major mechanical components and extend the original useful life of the equipment. Depreciation is calculated using the straight-line method based on the estimated useful lives of the assets ranging from 2 to 30 years. Depreciation expense on delivery vehicles Ferrellgas owns are classified within “Depreciation and amortization expense.” Long-lived assets are tested for impairment, using Ferrellgas’ best estimates based on reasonable and supportable assumptions and projections, whenever events or changes in circumstances indicate that the carrying amount of its assets or asset groups might not be recoverable. The recoverability tests for property, plant and equipment are performed at the asset group level that represents the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. The recoverability test is performed by determining the carrying value of the asset group and comparing it to the estimated expected undiscounted future cash flows of the asset group. The expected future cash flows are estimated based on management’s plans. If the carrying value exceeds the expected undiscounted future cash flows, an impairment loss is recognized for the difference between the estimated fair market value and the carrying value of the asset group. (7) Goodwill Ferrellgas records goodwill as the excess of the cost of acquisitions over the fair value of the related net assets at the date of acquisition. Goodwill is tested for impairment annually during the second fiscal quarter, or more frequently if events or changes in circumstances indicate that it is more likely than not the fair value of a reporting unit is less than the carrying value. Ferrellgas has determined that it has one reporting unit for goodwill impairment testing purposes. As of July 31, 2022, this reporting unit contains goodwill that is subject to at least an annual assessment for impairment by applying a fair-value-based test. Under this test, the carrying value of the reporting unit is determined by assigning the assets and liabilities, including the existing goodwill and intangible assets, to the reporting unit as of the date of the evaluation on a specific identification basis. To the extent the reporting unit’s carrying value exceeds its fair value, the reporting unit’s goodwill is impaired. The amount of impairment would be equal to the lesser of the excess of reporting unit carrying value over its fair value and the reporting unit’s recorded amount of goodwill. Ferrellgas completed its most recent annual goodwill impairment test on January 31, 2022 and did not incur an impairment loss. (8) Intangible assets (9) Derivative instruments and hedging activities Commodity and Transportation Fuel Price Risk. Ferrellgas’ overall objective for entering into commodity based derivative contracts, including commodity options and swaps, is to hedge a portion of its exposure to market fluctuations in propane, gasoline and diesel prices. Ferrellgas’ risk management activities primarily attempt to mitigate price risks related to the purchase, storage, transport and sale of propane generally in the contract and spot markets from major domestic energy companies on a short-term basis. Ferrellgas attempts to mitigate these price risks through the use of financial derivative instruments and forward propane purchase and sales contracts. Additionally, from time to time our risk management activities attempt to mitigate price risks related to the purchase of gasoline and diesel fuel for use in the transport of propane from retail fueling stations through the use of financial derivative instruments. Ferrellgas’ risk management strategy involves taking positions in the forward or financial markets that are equal and opposite to Ferrellgas’ positions in the physical products market in order to minimize the risk of financial loss from an adverse price change. This risk management strategy is successful when Ferrellgas’ gains or losses in the physical product markets are offset by its losses or gains in the forward or financial markets. The propane related financial derivatives are designated as cash flow hedges. The gasoline and diesel related financial derivatives have not historically been formally designated and documented as a hedge of exposure to fluctuations in the market price of fuel. Ferrellgas’ risk management activities may include the use of financial derivative instruments including, but not limited to, futures, swaps, and options to seek protection from adverse price movements and to minimize potential losses. We enter into these financial derivative instruments primarily with brokers who are clearing members with the Intercontinental Exchange or the Chicago Mercantile Exchange and, to a lesser extent, directly with third parties in the over-the-counter market. All of our financial derivative instruments are reported on the consolidated balance sheets at fair value. Ferrellgas also enters into forward propane purchase and sales contracts with counterparties. These forward contracts qualify for the normal purchase normal sales exception within GAAP guidance and are therefore not recorded on Ferrellgas’ consolidated financial statements until settled. On the date that derivative contracts are entered into, other than those designated as normal purchases or normal sales, Ferrellgas makes a determination as to whether the derivative instrument qualifies for designation as a hedge. These financial instruments are formally designated as a hedge of a specific underlying exposure, and that designation as well as the risk management objectives and strategies for undertaking the hedge transaction are documented. Because of the high degree of correlation between the hedging instrument and the underlying exposure being hedged, fluctuations in the value of the derivative instrument are generally offset by changes in the anticipated cash flows of the underlying exposure being hedged. Since the fair value of these derivatives fluctuates over their contractual lives, their fair value amounts should not be viewed in isolation, but rather in relation to the anticipated cash flows of the underlying hedged transaction and the overall reduction in Ferrellgas’ risk relating to adverse fluctuations in propane prices. Ferrellgas formally assesses, both at inception and at least quarterly thereafter, whether the financial instruments that are used in hedging transactions are effective at offsetting changes in the anticipated cash flows of the related underlying exposures. Any ineffective portion of a financial instrument’s change in fair value is recognized in “Cost of sales - propane and other gas liquids sales” in the consolidated statements of operations. Financial instruments formally designated and documented as a hedge of a specific underlying exposure are recorded gross at fair value as either “Prepaid expenses and other current assets,” “Other assets, net,” “Other current liabilities,” or “Other liabilities” on the consolidated balance sheets with changes in fair value reported in other comprehensive income. Financial instruments not formally designated and documented as a hedge of a specific underlying exposure are recorded at fair value as “Prepaid expenses and other current assets,” “Other assets, net,” “Other current liabilities,” or “Other liabilities” on the consolidated balance sheets with changes in fair value reported in “Operating expense – personnel, vehicle, plant and other” on the consolidated statements of operations. Interest Rate Risk. Fluctuations in interest rates subject the operating partnership to interest rate risk. Decreases in interest rates increase the fair value of the operating partnership’s fixed rate debt, while increases in interest rates subject the operating partnership to the risk of increased interest expense related to its variable rate borrowings. The operating partnership may enter into fair value hedges to help reduce its fixed interest rate risk. Interest rate swaps may be used to hedge the exposure to changes in the fair value of fixed rate debt due to changes in interest rates. Fixed rate debt that has been designated as being hedged is adjusted to offset the change in the fair value of interest rate derivatives that are fair value hedges, which are classified as “Prepaid expenses and other current assets,” “Other assets, net,” “Other current liabilities” or as “Other liabilities” on the consolidated balance sheets. Changes in the fair value of fixed rate debt and any related fair value hedges are recognized as they occur in “Interest expense” on the consolidated statements of operations. The operating partnership may enter into cash flow hedges to help reduce its variable interest rate risk. Interest rate swaps are used to hedge the risk associated with rising interest rates and their effect on forecasted interest payments related to variable rate borrowings. These interest rate swaps are designated as cash flow hedges. Thus, the effective portions of changes in the fair value of the hedges are recorded in “Prepaid expenses and other current assets,” “Other assets, net,” “Other current liabilities” or as “Other liabilities” with an offsetting entry to “Other comprehensive income” at interim periods and are subsequently recognized as interest expense in the consolidated statement of operations when the forecasted transaction impacts earnings. Changes in the fair value of any cash flow hedges that are considered ineffective are recognized as interest expense on the consolidated statements of operations as they occur. (10) Leases In the first quarter of 2020, Ferrellgas adopted amended guidance for leases using the modified retrospective approach. Ferrellgas elected the short-term lease recognition exemption for all leases that qualify, meaning it does not recognize right-of-use assets (“ROU assets”) or lease liabilities for those leases. Ferrellgas also elected the practical expedient to not separate lease and non-lease components for its most significant leasing activity, which includes vehicle and real estate leases. Additionally, it elected the package of three practical expedients which allows entities to not reassess initial direct costs, lease classification for existing or expired leases, and lease definition for existing or expired contracts as of the effective date of August 1, 2019. Ferrellgas did not, however, elect the hindsight method practical expedient which would have allowed it to reassess lease terms and impairment. Ferrellgas determines if an arrangement is a lease or contains a lease at inception. Ferrellgas leases certain transportation and computer equipment and real estate, predominantly through operating leases. Ferrellgas has an immaterial amount of leases in which it is the lessor. Operating lease rentals are expensed on a straight-line basis over the life of the lease beginning on the lease commencement date. Ferrellgas determines the lease term by assuming the exercise of renewal options that are reasonably certain. The lease term is used to determine whether a lease is finance or operating and is used to calculate rent expense. Additionally, the depreciable life of leased assets and leasehold improvements is limited by the expected lease term. Operating lease balances are classified as operating lease ROU assets, and current and long-term operating lease liabilities on Ferrellgas’ consolidated balance sheet. Finance leases are classified in “Other assets, net”, “Other current liabilities”, and “Other liabilities” on the consolidated balance sheet. Delivery vehicles and distribution technology under operating leases by Ferrellgas are classified within “Operating expense – equipment lease expense.” Delivery vehicles and distribution technology under finance leases are classified within “Depreciation and amortization expense.” ROU assets represent the right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As most of Ferrellgas’ leases do not provide an implicit discount rate, Ferrellgas uses its incremental borrowing rate adjusted for the lease term to represent the rate it would have to pay to borrow on a collateralized basis based on the information available at the commencement date in determining the present value of lease payments. Lease terms may include options to extend or terminate the lease and Ferrellgas adjusts the life of the lease when it is reasonably certain that it will exercise an option. (11) Revenue recognition Revenues from Ferrellgas’ propane operations and related equipment sales segment are recognized at the time product is delivered with payments generally due 30 days after receipt. Amounts are considered past due after 30 days. Accounts receivable allowances are determined based on management’s assessment of the creditworthiness of the customers and other collection actions. Ferrellgas offers “even pay” billing programs that can create customer deposits or advances. Revenue is recognized from these customer deposits or advances to customers at the time product is delivered. Other revenues, which include revenue from the sale of propane appliances and equipment is recognized at the time of delivery or installation. Shipping and handling revenues and expenses for sales of propane, appliances and equipment are recognized at the time of delivery or installation. Shipping and handling revenues are included in the price of propane charged to customers, and are classified as revenue. Revenues from annually billed, non-refundable propane tank rentals are recognized in “Revenues: other” on a straight-line basis over one (12) Shipping and handling expenses Shipping and handling expenses related to delivery personnel, vehicle repair and maintenance and general liability expenses are classified within “Operating expense – personnel, vehicle, plant and other” in the consolidated statements of operations. See Note E – Supplemental financial statement information (13) Cost of sales “Cost of sales – propane and other gas liquids sales” includes all costs to acquire propane and other gas liquids, the costs of storing and transporting inventory prior to delivery to Ferrellgas’ customers, the results from risk management activities to hedge related price risk and the costs of materials related to the refurbishment of Ferrellgas’ portable propane tanks. “Cost of sales – other” primarily includes costs related to the sale of propane appliances and equipment. (14) Operating expense “Operating expense – personnel, vehicle, plant and other” primarily includes the personnel, vehicle, delivery, handling, plant, office, selling, marketing, credit and collections and other expenses. (15) General and administrative expense “General and administrative expense” primarily includes personnel and incentive expense related to executives and employees, as well as other overhead expenses related to centralized corporate functions. (16) Income taxes Ferrellgas Partners Ferrellgas Partners is a publicly-traded master limited partnership with one subsidiary that is a taxable corporation. Partnerships are generally not subject to federal income tax, although publicly-traded partnerships are treated as corporations for federal income tax purposes and therefore subject to federal income tax unless a qualifying income test is satisfied. If this qualifying income test is satisfied, the publicly-traded partnership will be treated as a partnership for Federal income tax purposes. Based on Ferrellgas’ calculations, Ferrellgas Partners satisfies the qualifying income test. As a result, except for the taxable corporations, Ferrellgas Partners’ earnings or losses for Federal income tax purposes are included in the tax returns of the individual partners, Ferrellgas Partners’ unitholders. Accordingly, the consolidated financial statements of Ferrellgas Partners reflect federal income taxes related to the above mentioned taxable corporations and certain states that allow for income taxation of partnerships. Net earnings for financial statement purposes may differ significantly from taxable income reportable to Ferrellgas Partners unitholders as a result of differences between the tax basis and financial reporting basis of assets and liabilities, the taxable income allocation requirements under Ferrellgas Partners’ partnership agreement and differences between Ferrellgas Partners’ financial reporting fiscal year end and its calendar tax year end. Income tax expense consisted of the following: For the year ended July 31, 2022 2021 2020 Current expense $ 974 $ 739 $ 297 Deferred expense 7 2 554 Income tax expense $ 981 $ 741 $ 851 Deferred taxes consisted of the following: July 31, 2022 2021 Deferred tax assets (included in Other assets, net) $ 4 $ 5 Deferred tax liabilities (included in Other liabilities) (9) (3) Net deferred tax (liability) asset $ (5) $ 2 The operating partnership The operating partnership is a limited partnership and owns three subsidiaries that are taxable corporations. As a result, except for the taxable corporations, the operating partnership’s earnings or losses for federal income tax purposes are included in the tax returns of the individual partners. Accordingly, the consolidated financial statements of the operating partnership reflect federal income taxes related to the above mentioned taxable corporations and certain states that allow for income taxation of partnerships. Net earnings for financial statement purposes may differ significantly from taxable income reportable to partners as a result of differences between the tax basis and financial reporting basis of assets and liabilities, the taxable income allocation requirements under Ferrellgas, L.P.’s partnership agreement and differences between the operating partnership’s financial reporting fiscal year end and limited partners’ tax year end. Income tax expense consisted of the following: For the year ended July 31, 2022 2021 2020 Current expense $ 969 $ 725 $ 248 Deferred expense 7 2 554 Income tax expense $ 976 $ 727 $ 802 Deferred taxes consisted of the following: July 31, 2022 2021 Deferred tax assets (included in Other assets, net) $ 4 $ 5 Deferred tax liabilities (included in Other liabilities) (9) (3) Net deferred tax (liability) asset $ (5) $ 2 (17) Sales taxes Ferrellgas accounts for the collection and remittance of sales tax on a net tax basis. As a result, these amounts are not reflected in the consolidated statements of operations. (18) Net loss per Class A Unitholders’ interest Net loss per Class A unitholders’ interest for Ferrellgas Partners is computed by dividing “Net earnings (loss) attributable to Ferrellgas Partners, L.P.,” after deducting the general partner’s approximate 1% interest, by the weighted average number of outstanding Class A Units and the dilutive effect, if any, of outstanding unit options. See Note R – Net loss per Class A Unitholders’ interest (19) Loss contingencies In the normal course of business, Ferrellgas is involved in various claims and legal proceedings. A liability is recorded for such matters when it is probable that a loss has been incurred and the amounts can be reasonably estimated. When only a range of possible loss can be established, the most probable amount in the range is accrued. If no amount within this range is a better estimate than any other amount within the range, the minimum amount in the range is accrued. Legal costs associated with loss contingencies are expensed as incurred. (20) Class B Units Valuation The Class B Units are classified in equity and are an equity host instrument. Based on Ferrellgas’ determination that the Class B Units are an equity host, Ferrellgas determined that all features of the Class B Units were either clearly and closely related to the equity host or did not meet the definition of a derivative, and therefore did not require bifurcation as a derivative. The Class B Units were recognized at their fair value at issuance. Note J – Equity (Deficit) (21) New accounting standards Recently adopted accounting pronouncements No new accounting standards were adopted during the year ended July 31, 2022. Recently issued accounting pronouncements not yet adopted There were no recently issued accounting standards that could have a material impact to our financial position, results of operations, cash flows, or notes to the consolidated financial statements upon their adoption. |
Acquisitions and dispositions
Acquisitions and dispositions | 12 Months Ended |
Jul. 31, 2022 | |
Acquisitions and dispositions | |
Acquisitions and dispositions | C. Acquisitions and dispositions Acquisitions Business combinations are accounted for under the acquisition method of accounting and the assets acquired and liabilities assumed are recorded at their estimated fair market values as of the acquisition dates. The results of operations are included in the consolidated statements of operations from the date of acquisition. The pro forma effect of these transactions was not material to Ferrellgas’ consolidated balance sheets or results of operations. Propane operations and related equipment sales During fiscal 2022, Ferrellgas acquired propane distribution assets, primarily of two independent distributors and a third-party distributor, with an aggregate value of $21.7 million in the following transactions: ● North Cascades Propane Service, based in Washington, acquired in August 2021; ● Starlite Propane Gas Corporation, based in New York, acquired in August 2021; and ● Renovex, Inc., based in Pennsylvania, acquired in June 2022. During fiscal 2021, Ferrellgas acquired propane distribution assets, primarily of an independent distributor, with an aggregate value of $7.9 million in the following transaction: ● Proflame, Inc., based in New York, acquired in July 2021. During fiscal 2020, Ferrellgas acquired propane distribution assets, primarily of independent distributors, with an aggregate value of $11.2 million in the following transactions: ● ● ● These acquisitions were funded as follows on their dates of acquisition: For the year ended July 31, 2022 2021 2020 Cash payments, net of cash acquired $ 19,679 $ 6,567 $ 10,195 Issuance of liabilities and other costs and considerations 2,022 1,344 975 Aggregate fair value of transactions $ 21,701 $ 7,911 $ 11,170 The aggregate fair values, for the acquisitions in propane operations and related equipment sales reporting segment, were allocated as follows, including any adjustments identified during the measurement period: For the year ended July 31, 2022 2021 2020 Customer tanks, buildings, land and other $ 6,564 $ 2,607 $ 6,598 Goodwill 10,153 — — Customer lists 4,259 4,973 738 Non-compete agreements 725 331 3,834 Aggregate fair value of net assets acquired $ 21,701 $ 7,911 $ 11,170 The estimated fair values and useful lives of assets acquired during fiscal 2022 are based on a preliminary valuation and are subject to final valuation adjustments. Ferrellgas intends to continue its analysis of the net assets of these transactions to determine the final allocation of the total purchase price to the various assets and liabilities acquired. The estimated fair values and useful lives of assets acquired during fiscal 2021 and 2020 are based on internal valuations and included only minor adjustments during the 12-month period after the date of acquisition. Due to the immateriality of these adjustments, Ferrellgas did not retrospectively adjust the consolidated statements of operations for those measurement period adjustments. See Note S – Subsequent events Dispositions Asset sales and disposals consist of: For the year ended July 31, 2022 2021 2020 Gain (loss) on sale of: Other $ 6,618 $ (1,831) $ (7,924) Gain (loss) on asset sales and disposals $ 6,618 $ (1,831) $ (7,924) |
Quarterly distribution of avail
Quarterly distribution of available cash | 12 Months Ended |
Jul. 31, 2022 | |
Quarterly distribution of available cash | |
Quarterly distribution of available cash | D. Quarterly distribution of available cash Ferrellgas is required by its partnership agreements to make quarterly cash distributions of all of its “available cash.” Available cash is defined in its partnership agreements as, generally, the sum of its consolidated cash receipts less consolidated cash disbursements and net changes in reserves established by the general partner for future requirements. Ferrellgas Partners Reserves may be established in order to provide for the proper conduct of Ferrellgas Partners’ business, to comply with any contractual obligations and restrictions, and to provide funds for distributions with respect to any one or more of the next four fiscal quarters. To the extent Ferrellgas Partners has available cash for a particular fiscal quarter, distributions of such cash are required to be made within 45 days after the end of such fiscal quarter to holders of record on the applicable record date, subject to the terms and preferences of the Class B Units. To the extent distributions are made in respect of the Class A Units, pro rata distributions are also made to the general partner. See Note J – Equity (Deficit) The operating partnership Reserves may be established in order to provide for the proper conduct of the operating partnership’s business, to comply with contractual obligations and restrictions, including the restrictions on distributions in the indentures governing the $650.0 million aggregate principal amount of 5.375% senior notes due 2026 (the “2026 Notes”) and the $825.0 million aggregate principal amount of 5.875% senior notes due 2029 (the “2029 Notes”), the credit agreement entered into on March 30, 2021 (the “Effective Date”) by the operating partnership, the general partner and certain of the operating partnership’s subsidiaries (the “Credit Agreement”) and the First Amendment to the Fifth Amended and Restated Agreement of Limited Partnership of Ferrellgas, L.P., executed on the Effective Date (the “OpCo LPA Amendment”), and to provide funds for distributions with respect to any one or more of the next four fiscal quarters. To the extent the operating partnership has available cash for a particular fiscal quarter, distributions of such cash are required to be made within 45 days after the end of such fiscal quarter, subject to the terms of the OpCo LPA Amendment. While any Preferred Units remain outstanding, after giving effect to required payments and distributions in respect of the Preferred Units, distributions by the operating partnership of its available cash will be made solely to Ferrellgas Partners. If and when there are no longer any Preferred Units outstanding, distributions by the operating partnership of its available cash will be made approximately 99% to Ferrellgas Partners and approximately 1% to the general partner. |
Supplemental financial statemen
Supplemental financial statement information | 12 Months Ended |
Jul. 31, 2022 | |
Supplemental financial statement information | |
Supplemental financial statement information | E. Supplemental financial statement information Inventories Inventories consist of the following: July 31, 2022 July 31, 2021 Propane gas and related products $ 96,679 $ 75,848 Appliances, parts and supplies, and other 18,508 12,531 Inventories $ 115,187 $ 88,379 In addition to inventories on hand, Ferrellgas enters into contracts to take delivery of propane for supply procurement purposes with terms that generally do not exceed 36 months. Most of these contracts call for payment based on market prices at the date of delivery. As of July 31, 2022, Ferrellgas had committed, for supply procurement purposes, to take delivery of approximately 5.3 million gallons of propane at fixed prices. Property, plant and equipment, net Property, plant and equipment, net consist of the following: Estimated useful lives July 31, 2022 July 31, 2021 Land Indefinite $ 41,814 $ 40,346 Land improvements 2-20 15,560 15,128 Buildings and improvements 20 88,970 88,620 Vehicles, including transport trailers 8-20 117,746 110,517 Bulk equipment and district facilities 5-30 115,927 110,983 Tanks, cylinders and customer equipment 2-30 825,361 786,912 Computer and office equipment 2-5 104,364 107,272 Construction in progress n/a 7,694 8,478 1,317,436 1,268,256 Less: accumulated depreciation 714,288 686,138 Property, plant and equipment, net $ 603,148 $ 582,118 Depreciation expense totaled $71.0 million, $64.1 million and $64.5 million for fiscal 2022, 2021 and 2020, respectively. Prepaid expenses and other current assets Ferrellgas Partners Prepaid expenses and other current assets consist of the following: July 31, 2022 July 31, 2021 Broker margin deposit assets $ 12,338 $ 21,068 Other 18,426 18,024 Prepaid expenses and other current assets $ 30,764 $ 39,092 The operating partnership Prepaid expenses and other current assets consist of the following: July 31, 2022 July 31, 2021 Broker margin deposit assets $ 12,338 $ 21,068 Other 18,405 18,005 Prepaid expenses and other current assets $ 30,743 $ 39,073 Other assets, net Other assets, net consist of the following: July 31, 2022 July 31, 2021 Notes receivable, less current portion and allowance $ 415 $ 19,765 Finance lease right-of-use assets 31,421 34,858 Other 47,408 38,605 Other assets, net $ 79,244 $ 93,228 Other current liabilities Ferrellgas Partners Other current liabilities consist of the following: July 31, 2022 July 31, 2021 Accrued interest $ 29,703 $ 29,095 Customer deposits and advances 33,189 35,734 Accrued payroll 29,717 28,143 Accrued insurance 16,114 11,104 Broker margin deposit liability 32,805 79,178 Accrued senior preferred units distributions 17,466 16,013 Other 59,616 46,733 Other current liabilities $ 218,610 $ 246,000 The operating partnership Other current liabilities consist of the following: July 31, 2022 July 31, 2021 Accrued interest $ 29,703 $ 29,095 Customer deposits and advances 33,189 35,734 Accrued payroll 29,717 28,143 Accrued insurance 16,114 11,104 Broker margin deposit liability 32,805 79,178 Accrued senior preferred units distributions 17,466 16,013 Other 59,339 46,515 Other current liabilities $ 218,333 $ 245,782 Shipping and handling expenses Shipping and handling expenses are classified in the following consolidated statements of operations line items: For the year ended July 31, 2022 2021 2020 Operating expense - personnel, vehicle, plant and other $ 244,022 $ 217,292 $ 219,598 Depreciation and amortization expense 14,370 13,691 9,857 Operating expense - equipment lease expense 18,874 22,609 32,518 $ 277,266 $ 253,592 $ 261,973 Cash, cash equivalents and restricted cash Ferrellgas maintains its cash and cash equivalents in various bank accounts that, at times, may exceed federally insured limits. Ferrellgas’ cash and cash equivalent accounts have been placed with high credit quality financial institutions. For purposes of the consolidated statements of cash flows, Ferrellgas considers cash equivalents to include all highly liquid debt instruments purchased with an original maturity of three months or less. Ferrellgas Partners Cash, cash equivalents and restricted cash consist of the following: July 31, 2022 July 31, 2021 Cash and cash equivalents $ 147,529 $ 270,452 Restricted cash (1) 11,208 11,500 Cash, cash equivalents and restricted cash $ 158,737 $ 281,952 (1) As of July 31, 2022 and 2021, respectively, restricted cash consists of an $11.2 million and $11.5 million cash deposit made with the administrative agent under the operating partnership’s senior secured credit facility that was terminated in April 2020, which may be used by the administrative agent to pay contingent obligations arising under the financing agreement that governed the terminated senior secured credit facility. For additional discussion, see Note H – Debt . The operating partnership Cash, cash equivalents and restricted cash consist of the following: July 31, 2022 July 31, 2021 Cash and cash equivalents $ 147,258 $ 270,188 Restricted cash (1) 11,208 11,500 Cash, cash equivalents and restricted cash $ 158,466 $ 281,688 (1) As of July 31, 2022 and 2021, respectively, restricted cash consists of an $11.2 million and $11.5 million cash deposit made with the administrative agent under the operating partnership’s senior secured credit facility that was terminated in April 2020, which may be used by the administrative agent to pay contingent obligations arising under the financing agreement that governed the terminated senior secured credit facility. For additional discussion see Note H – Debt . Certain cash flow and non-cash activities Ferrellgas Partners Certain cash flow and significant non-cash activities are presented below: For the year ended July 31, 2022 2021 2020 Cash paid for: Interest (1) $ 91,897 $ 156,449 $ 147,402 Income taxes $ 1,018 $ 706 $ 289 Non-cash investing and financing activities: Liability incurred in connection with Financing Agreement amendment $ — $ — $ 8,863 Liabilities incurred in connection with acquisitions $ 2,022 $ 1,344 $ 975 Change in accruals for property, plant and equipment additions $ 450 $ (386) $ 216 Lease liabilities arising from operating right-of-use assets $ 12,748 $ 8,374 $ 14,938 Lease liabilities arising from finance right-of-use assets $ 2,209 $ 2,310 $ 45,455 Accrued senior preferred units distributions $ 17,466 $ 16,013 $ — (1) See Principles of consolidation and basis of presentation in Note B – Summary of significant accounting policies - for information on the correction of an error for the year ended July 31, 2021. The operating partnership Certain cash flow and significant non-cash activities are presented below: For the year ended July 31, 2022 2021 2020 Cash paid for: Interest $ 91,897 $ 156,449 $ 132,006 Income taxes $ 1,014 $ 693 $ 241 Non-cash investing and financing activities: Liability incurred in connection with Financing Agreement amendment $ — $ — $ 8,863 Liabilities incurred in connection with acquisitions $ 2,022 $ 1,344 $ 975 Change in accruals for property, plant and equipment additions $ 450 $ (386) $ 216 Lease liabilities arising from operating right-of-use assets $ 12,748 $ 8,374 $ 14,938 Lease liabilities arising from finance right-of-use assets $ 2,209 $ 2,310 $ 45,455 Accrued senior preferred units distributions $ 17,466 $ 16,013 $ — |
Accounts and notes receivable,
Accounts and notes receivable, net | 12 Months Ended |
Jul. 31, 2022 | |
Accounts and notes receivable, net | |
Accounts and notes receivable, net | F. Accounts and notes receivable, net Accounts and notes receivable, net consist of the following: July 31, 2022 July 31, 2021 Accounts receivable $ 154,570 $ 135,182 Note receivable 2,517 13,648 Less: Allowance for expected credit losses (6,692) (17,256) Accounts and notes receivable, net $ 150,395 $ 131,574 On March 30, 2021, Ferrellgas terminated the agreement governing the accounts receivable securitization facility, initially dated as of January 19, 2012 and as subsequently amended from time to time (the “Accounts Receivables Facility”). In connection with the termination of the Accounts Receivables Facility, Ferrellgas repaid all of the outstanding obligations and fees thereunder. |
Goodwill and intangible assets,
Goodwill and intangible assets, net | 12 Months Ended |
Jul. 31, 2022 | |
Goodwill and intangible assets, net | |
Goodwill and intangible assets, net | G. Goodwill and intangible assets, net Goodwill and intangible assets, net consist of the following: July 31, 2022 July 31, 2021 Gross Carrying Accumulated Gross Carrying Accumulated Amount Amortization Net Amount Amortization Net Goodwill, net $ 257,099 $ — $ 257,099 $ 246,946 $ — $ 246,946 Intangible assets, net Amortized intangible assets Customer related $ 456,181 $ (412,548) $ 43,633 $ 451,922 $ (405,490) $ 46,432 Non-compete agreements 27,044 (24,060) 2,984 26,319 (23,029) 3,290 Other 3,513 (3,513) — 3,513 (3,513) — 486,738 (440,121) 46,617 481,754 (432,032) 49,722 Unamortized intangible assets Trade names & trademarks 51,021 — 51,021 51,021 — 51,021 Total intangible assets, net $ 537,759 $ (440,121) $ 97,638 $ 532,775 $ (432,032) $ 100,743 Changes in the carrying amount of goodwill are as follows: Propane operations and related equipment sales Balance July 31, 2020 $ 247,195 Other (249) Balance July 31, 2021 246,946 Acquisitions 10,153 Balance July 31, 2022 $ 257,099 Customer related intangible assets have estimated lives of 15 years and non-compete agreements and other intangible assets have estimated lives ranging from 5 to 10 years. Ferrellgas intends to utilize all acquired trademarks and trade names and does not believe there are any legal, regulatory, contractual, competitive, economical or other factors that would limit their useful lives. Therefore, trademarks and trade names have indefinite useful lives. Customer related intangibles carry a weighted average life of 15 years, and non-compete agreements and other intangibles carry a weighted average life of 9 years. Aggregate amortization expense related to intangible assets, net: For the year ended July 31, 2022 $ 8,089 2021 8,742 2020 9,079 Estimated amortization expense: For the year ended July 31, 2023 $ 7,837 2024 7,599 2025 5,561 2026 5,001 2027 4,610 |
Debt
Debt | 12 Months Ended |
Jul. 31, 2022 | |
Debt | |
Debt | H. Debt Long-term debt Long-term debt consists of the following: July 31, 2022 July 31, 2021 Unsecured senior notes Fixed rate, 5.375%, due 2026 (1) $ 650,000 $ 650,000 Fixed rate, 5.875%, due 2029 (1) 825,000 825,000 Notes payable 8.9% and 8.8% weighted average interest rate at July 31, 2022 and 2021, respectively, due 2022 to 2029, net of unamortized discount of $465 and $573 at July 31, 2022 and 2021, respectively 4,539 3,882 Total debt, excluding unamortized debt issuance and other costs 1,479,539 1,478,882 Unamortized debt issuance and other costs (27,731) (32,322) Less: current portion of long-term debt 1,792 1,670 Long-term debt $ 1,450,016 $ 1,444,890 (1) On the Effective Date, two wholly-owned subsidiaries of the operating partnership (referred to herein as the “Escrow Issuers”) issued the 2026 Notes and the 2029 Notes. On the Effective Date and immediately after the issuance of the 2026 Notes and 2029 Notes by the Escrow Issuers, (i) the Escrow Issuers were merged into the operating partnership and Ferrellgas Finance Corp., respectively, and the operating partnership and Ferrellgas Finance Corp. assumed the obligations of the Escrow Issuers as co-issuers of the 2026 Notes and the 2029 Notes, and (ii) the general partner and certain subsidiaries of the operating partnership guaranteed the 2026 Notes and the 2029 Notes. The 2026 Notes and 2029 Notes bear interest from the date of issuance, payable semi-annually in arrears on October 1 and April 1 of each year. The 2026 Notes will mature on April 1, 2026, and the 2029 Notes will mature on April 1, 2029. See “–Senior unsecured notes” below for additional discussion. Senior secured revolving credit facility On the Effective Date, the operating partnership, the general partner and certain of the operating partnership’s subsidiaries entered into the Credit Agreement, which provides for the four-year All borrowings under the Credit Facility are guaranteed by the general partner and the direct and indirect subsidiaries of the operating partnership (other than Ferrellgas Finance Corp. and Ferrellgas Receivables, LLC) and a limited-recourse guaranty from Ferrellgas Partners (limited to its equity interests in the operating partnership). Additionally, all borrowings are secured, on a first priority basis, by substantially all of the assets of the operating partnership and its subsidiaries and all of the equity interests in the operating partnership held by the general partner and Ferrellgas Partners. Availability under the Credit Facility is, at any time, an amount equal to (a) the lesser of the revolving commitment and the Borrowing Base (as defined below) minus (b) the sum of the aggregate outstanding amount of borrowings under the Credit Facility plus the undrawn amount of outstanding letters of credit under the Credit Facility plus unreimbursed drawings in respect of letters of credit (unless otherwise converted into revolving loans). The "Borrowing Base" equals the sum of: (a) $200.0 million, plus (b) 80% of the eligible accounts receivable of the operating partnership and its subsidiaries, plus (c) 70% of the eligible propane inventory of the operating partnership and its subsidiaries, valued at weighted average cost, less (d) certain reserves, as determined and subject to certain modifications by the administrative agent in its permitted discretion. Amounts borrowed under the Credit Facility bear interest, at the operating partnership's option, at either (a) for base rate loans, (i) a base rate determined by reference to the highest of (A) the rate of interest last quoted by The Wall Street Journal The Credit Agreement contains customary representations, warranties, covenants and events of default. The financial covenants in the Credit Agreement require the operating partnership to maintain: (1) a minimum interest coverage ratio (defined generally as the ratio of adjusted EBITDA to cash interest expense) of 2.50 to 1.00, (2) a maximum secured leverage ratio (defined generally as the ratio of total first priority secured indebtedness to adjusted EBITDA) of 2.50 to 1.00, and (3) a maximum total net leverage ratio (defined generally as the ratio of total indebtedness (net of unrestricted cash, subject to certain limits) to adjusted EBITDA) of 5.50 to 1.00 initially. The maximum total net leverage ratio adjusts to 5.25 to 1.00 starting with the quarter ending April 30, 2022, 5.00 to 1.00 starting with the quarter ending October 31, 2022, and 4.75 to 1.00 starting with the quarter ending April 30, 2023. In addition to the financial covenants, the Credit Agreement includes covenants that may (or if not met will) restrict the ability of the operating partnership to, among other things: incur indebtedness or liens; effect certain fundamental changes, including mergers, consolidations, liquidations, dissolutions and changes in line of business; make certain restricted payments, including distributions to holders of Preferred Units, Ferrellgas Partners and the general partner and redemptions of Preferred Units; make investments, loans or advances; dispose of assets; effect sale and leaseback transactions; enter into swap agreements; make optional payments and modifications of subordinated and other debt instruments; enter into transactions with affiliates; agree to negative pledge clauses and burdensome agreements; and effect amendments to organizational documents. In particular, under these covenants, subject to certain exceptions and additional requirements, the operating partnership is permitted to make cash distributions to holders of Preferred Units, Ferrellgas Partners and the general partner, redemptions of Preferred Units and other restricted payments (i) only in limited amounts specified in the Credit Agreement and (ii) only if availability under the Credit Facility exceeds the greater of $50.0 million and 15% of the Borrowing Base and the operating partnership’s total net leverage ratio is not greater than 5.0 to 1.0 (or 4.75 to 1.0 starting on April 30, 2023). As of July 31, 2022, the operating partnership is in compliance with all of its debt covenants. On June 11, 2021, the operating partnership, the general partner and certain of the operating partnership’s subsidiaries entered into a First Amendment to the Credit Agreement (the “Credit Agreement Amendment”), with an effective date of April 30, 2021. Among other matters, the Credit Agreement Amendment amended the minimum-interest-coverage-ratio covenant described above by (i) waiving compliance with the covenant for the trailing four fiscal quarters ended April 30, 2021 and (ii) annualizing the cash interest expense component of the covenant for (a) the fiscal quarter ended on July 31, 2021, (b) the two fiscal quarters ending October 31, 2021, and (c) the three fiscal quarters ending January 31, 2022. Senior unsecured notes As discussed above, on the Effective Date, (i) the Escrow Issuers issued $650.0 million aggregate principal amount of 2026 Notes and $825.0 million aggregate principal amount of 2029 Notes, and (ii) the operating partnership and Ferrellgas Finance Corp. assumed the obligations of the Escrow Issuers as co-issuers of the 2026 Notes and the 2029 Notes upon the merger of the Escrow Issuers into the operating partnership and Ferrellgas Finance Corp., respectively. The operating partnership received aggregate net proceeds from the issuance and sale of the 2026 Notes and the 2029 Notes of approximately $1,441.2 million, after deducting the initial purchasers’ discount and estimated offering expenses. The operating partnership used such net proceeds, together with the net proceeds of the issuance and sale of the Preferred Units, as discussed in Note I – Preferred units, and cash on hand, (i) to redeem (or satisfy and discharge the indentures governing and subsequently redeem) all of the issued and outstanding 2021 Notes, 2022 Notes, 2023 Notes and 2025 Notes, and (ii) to repay all outstanding obligations under the Accounts Receivable Facility in connection with the termination of that facility, as described in Note F – Accounts and notes receivable, net. The 2026 Notes and 2029 Notes are the senior unsecured obligations of the operating partnership and Ferrellgas Finance Corp. and are unconditionally guaranteed, jointly and severally, on a senior unsecured basis by the general partner and all domestic subsidiaries of the operating partnership other than Ferrellgas Finance Corp. and Ferrellgas Receivables, LLC. The 2026 Notes may be redeemed prior to April 1, 2023 and the 2029 Notes may be redeemed prior to April 1, 2024 at the issuers’ option, in whole or in part, at a redemption price of par plus the applicable make-whole premium and accrued and unpaid interest. On and after April 1, 2023 and April 1, 2024, the 2026 Notes and the 2029 Notes, respectively, may be redeemed at the issuers’ option, in whole or in part, at the redemption prices set forth in the respective indenture governing such notes, plus accrued and unpaid interest. Beginning on April 1, 2025 and April 1, 2026, the 2026 Notes and 2029 Notes, respectively, may be redeemed at par plus accrued and unpaid interest. The indentures governing the 2026 Notes and 2029 Notes contain customary affirmative and negative covenants restricting, among other things, the ability of the operating partnership and its restricted subsidiaries to: incur additional indebtedness and guarantee indebtedness; pay dividends or make other distributions (including distributions to holders of Preferred Units, Ferrellgas Partners and the general partner) or repurchase or redeem their equity interests (including redemptions of Preferred Units); repurchase or redeem certain debt; make certain other restricted payments or investments; sell assets, incur liens, enter into transactions with affiliates, enter into agreements restricting the operating partnership’s subsidiaries’ ability to pay dividends; and consolidate, merge or sell all or substantially all of their assets. The indentures also restrict the ability of the general partner to engage in certain activities. In particular, under these covenants, subject to certain exceptions and additional requirements, the operating partnership is permitted to make cash distributions to holders of Preferred Units, Ferrellgas Partners and the general partner, redemptions of Preferred Units and other restricted payments (i) only in limited amounts specified in the indentures and (ii) only if the operating partnership’s net leverage ratio (defined generally to mean the ratio of consolidated total net debt to trailing four quarters consolidated EBITDA, both as adjusted for certain, specified items) is not greater than 5.0 to 1.0, on a pro forma basis giving effect to the restricted payment and, if applicable, certain other specified events. Further, if the operating partnership’s consolidated fixed charge coverage ratio (defined generally to mean the ratio of trailing four quarters consolidated EBITDA to consolidated fixed charges, both as adjusted for certain, specified items) is equal to or less than 1.75 to 1.00 (on a pro forma basis giving effect to the restricted payment and, if applicable, certain other specified events), the amount of distributions and other restricted payments the operating partnership is permitted to make under the indentures is further limited. As of July 31, 2022, the operating partnership is in compliance with all of its debt covenants. Loss on extinguishment of debt Proceeds from the issuance of the Preferred Units, the 2026 Notes and the 2029 Notes were used to redeem (or satisfy and discharge and subsequently redeem) all of the operating partnership’s previously issued and outstanding notes. Ferrellgas Partners The Class B Units were issued to holders of the Ferrellgas Partners Notes in satisfaction of their claims in respect of the Ferrellgas Partners Notes. The effects of these transactions resulted in a loss on extinguishment of debt, with the components presented below: For the year ended July 31, 2021 Payment of redemption premium on debt extinguishment $ 83,072 Fair value of Class B units in excess of current value (5,101) Make-whole payments 1,964 Unamortized deferred financing costs 24,899 Total loss on extinguishment of debt $ 104,834 The operating partnership The effects of these transactions resulted in a loss on extinguishment of debt, with the components presented below: For the year ended July 31, 2021 Payment of redemption premium on debt extinguishment $ 83,072 Unamortized deferred financing costs 24,899 Total loss on extinguishment of debt $ 107,971 Scheduled annual principal payments The scheduled annual principal payments on long-term debt are as follows: Scheduled Payment due by fiscal year principal payments 2023 $ 1,517 2024 947 2025 817 2026 650,435 2027 100 Thereafter 826,188 Total $ 1,480,004 Letters of credit outstanding at July 31, 2022 and 2021 totaled $87.6 million and $107.7 million, respectively, and were used to secure insurance arrangements, product purchases and commodity hedges. At July 31, 2022, Ferrellgas had available borrowing capacity under its Credit Facility of $253.5 million and during fiscal 2022 incurred undrawn and commitment fees of $1.1 million. Ferrellgas incurred commitment fees of $0.1 million and $0.5 million in fiscal 2021 and 2020, respectively. |
Preferred units
Preferred units | 12 Months Ended |
Jul. 31, 2022 | |
Preferred units | |
Preferred units | I. Preferred units On the Effective Date, pursuant to the Investment Agreement, the operating partnership issued an aggregate of 700,000 Preferred Units, having an aggregate initial liquidation preference of $700.0 million. The purchase price per Preferred Unit was $1,000 less a 3.0% purchase price discount, for an aggregate purchase price of $679.0 million. The operating partnership received net proceeds from the issuance and sale of the Preferred Units of approximately $651.3 million, after deduction of the purchase price discount and certain expenses. As of July 31, 2022 and 2021, these 700,000 Preferred Units are classified in the “Mezzanine Equity” section of the consolidated balance sheets. The operating partnership used such net proceeds, together with the net proceeds of the issuance and sale of the 2026 Notes and the 2029 Notes and cash on hand, (i) to redeem (or satisfy and discharge the indentures governing and subsequently redeem) all of the issued and outstanding 2021 Notes, 2022 Notes, 2023 Notes and 2025 Notes, as described in Note H - Debt, and (ii) to repay all outstanding obligations under the Accounts Receivable Facility in connection with the termination of that facility, as described in Note F – Accounts and notes receivable, net. Redemption of the Preferred Units in the near term is not probable because of the high redemption price in the first three to four years. As described in greater detail under “Issuer Redemption Right” below, the Redemption Price for the Preferred Units is based upon the greater of the amount that would result in a 1.47x MOIC (defined below) and the amount that would result in a 12.25% internal rate of return. If the Preferred Units were redeemed during the first three to four years after issuance, the 1.47x MOIC would require a large premium payment and that large premium payment would result in an internal rate of return far in excess of the minimum 12.25%. Consequently, it is unlikely that Ferrellgas would be able to achieve any savings in its cost of capital by redeeming the Preferred Units during the first three to four years after issuance. “ MOIC The preferences, rights, privileges and other terms of the Preferred Units are set forth in the OpCo LPA Amendment entered into by the general partner on the Effective Date (along with the Amended OpCo LPA) and are described below. Issuer Redemption Right The operating partnership has the right to redeem all or a portion of the Preferred Units for cash, pro rata and at any time and from time to time, including in connection with a Change of Control (as defined in the OpCo LPA Amendment), at an amount per Preferred Unit (the “Redemption Price”) equal to, without duplication, the sum of (a) the greater of (i) the amount necessary to result in a MOIC (as defined above) of 1.47x in respect of the purchase price, before discount, of such Preferred Unit, which is $1,000 per Preferred Unit (the “Purchase Price”), and (ii) the amount necessary to result in the applicable internal rate of return equal to 12.25%, which is increased by 150 basis points if the operating partnership has elected to pay more than four Quarterly Distributions (as defined below) in PIK Units (as defined below) and (b) the accumulated but unpaid Quarterly Distributions to the date of redemption, if any. A partial redemption of the Preferred Units is permitted only in the event the aggregate amount to be paid in respect of all Preferred Units included in such partial redemption is at least $25.0 million. Investor Redemption Right In the event that (i) any Class B Units are outstanding, or (ii) (x) no Class B Units are outstanding and (y) no more than 233,300 Preferred Units are outstanding, at any time on and after the tenth anniversary of the Effective Date the Required Holders may elect, by delivery of written notice, to have the operating partnership fully redeem each remaining outstanding Preferred Unit for an amount in cash equal to the Redemption Price. “Required Holders” refers to both (i) holders owning at least 33.3% of the total Preferred Units outstanding at any time and (ii) certain initial affiliated purchasers, for so long as such initial affiliated purchasers collectively own at least 25% of the Preferred Units outstanding at such time. In the event that (i) no Class B Units are outstanding and (ii) more than 233,300 Preferred Units are outstanding, the Required Holders will have the right to trigger a sale of the operating partnership after the tenth anniversary of the Effective Date. If the operating partnership fails to consummate a sale that would pay the Redemption Price in full within 180 days Change of Control Upon a Change of Control (as defined in the OpCo LPA Amendment), the Required Holders will have the option to require the redemption of all or a portion of the Preferred Units in cash in an amount equal to the Redemption Price; provided, that such Redemption Price shall not be payable unless the operating partnership shall have first made any required change of control offer pursuant to the indentures governing the 2026 Notes and the 2029 Notes and purchased all such 2026 Notes and 2029 Notes tendered pursuant to such offer (unless otherwise waived by such noteholders); provided, further that the Redemption Price shall be paid immediately following the purchase of such tendered Notes (if any). Fair Value of Embedded Derivatives Fe rrellgas identified the investor redemption right and the change in control option as embedded derivatives that require bifurcation as they are has concluded that the fair values at issuance and at July 31, 2022 and 2021, are immaterial to the financial statements. Distributions Pursuant to the OpCo LPA Amendment, the operating partnership is required to pay to the holders of each Preferred Unit a cumulative, quarterly distribution (the "Quarterly Distribution") at the Distribution Rate (as defined below) on the Purchase Price. "Distribution Rate" means, for the first five years after March 30, 2021, a rate per annum equal to 8.956% , with certain increases in the Distribution Rate on each of the 5 th , 6 th and 7 th anniversaries of March 30, 2021, subject to a maximum rate of 11.125% and certain other adjustments and exceptions. The Quarterly Distribution may be paid in cash or, at the election of the operating partnership, "in kind" through the issuance of additional Preferred Units ("PIK Units") at the quarterly Distribution Rate plus an applicable premium that escalates each year from 75 bps to 300 bps so long as the Preferred Units remain outstanding. In the event the operating partnership fails to make any Quarterly Distribution in cash, such Quarterly Distribution will automatically be paid in PIK Units. The Distribution Rate on the Preferred Units will increase upon violation of certain protective provisions for the benefit of Preferred Unit holders notwithstanding the cap mentioned above. Quarterly distributions aggregating to $63.4 million were paid in cash to holders of Preferred Units during the year ended July 31, 2022. This included $0.9 million of Additional Amounts (as defined below) payable to certain holders of Preferred Units related to the side letters outlined in the OpCo LPA Amendment. As of July 31, 2022, the Quarterly Distribution accrued was $17.5 million with $15.4 million paid in cash to holders of Preferred Units on August 15, 2022. The remaining Quarterly Distribution accrual of $2.1 million represents Additional Amounts payable to certain holders of Preferred Units pursuant to side letters. As of April 30, 2021, the Quarterly Distribution accrued was $8.0 million, reflecting a prorated distribution amount for the period from the Effective Date to April 30, and the Quarterly Distribution in that amount was paid in cash to holders of Preferred Units on May 17, 2021. As of July 31, 2021, the aggregate Quarterly Distribution and Additional Amounts accrued was $16.0 million, and $15.7 million of that amount was paid in cash to holders of Preferred Units on August 16, 2021. Tax Distributions For any quarter in which the operating partnership makes a Quarterly Distribution in PIK Units in lieu of cash, it will be required to make a subsequent cash tax distribution for such quarter in an amount equal to the (i) the lesser of (x) 25% and (y) the highest combined federal, state and local tax rate applicable for corporations organized in New York, multiplied by (ii) the excess (if any) of (A) one-fourth Additional Amounts for Certain Purchasers The operating partnership is required to pay certain additional amounts of cash (the “Additional Amounts”) as necessary to certain holders of Preferred Units that hold their interests through a “blocker,” which is a U.S. entity that is owned and organized by certain original purchasers of Preferred Units who are non-U.S. persons or tax exempt for U.S. tax purposes and is treated as a corporation for U.S. tax purposes. Only certain original purchasers of Preferred Units who hold their Preferred Units through such blockers are, and none of their transferees is, entitled to Additional Amounts. Additional Amounts are capped at the lesser of: (a) the product of 20% multiplied by taxable income allocated to a “blocker” (as defined) divided by 0.8, and (b) the actual taxes payable by the “blocker” as a result of holding Senior Preferred Units. Board Rights For so long as at least 140,000 Preferred Units remain outstanding, holders of the Preferred Units have the right to designate one director to the Board of the general partner, subject to approval by the general partner. Protective Provisions The OpCo LPA Amendment and the Amended Ferrellgas Partners LPA include, among other things, certain covenants for the benefit of holders of Preferred Units applicable to the operating partnership and, in certain instances, Ferrellgas Partners, for so long as at least $35,000,000 of Preferred Units and PIK Units remain outstanding. These covenants include, among other things, limitations on (i) effecting a Change of Control, (ii) amending organizational documents, (iii) issuing certain equity securities, (iv) issuing Preferred Units, (v) filing for bankruptcy, (vi) non-ordinary course investments, and (vii) incurring certain levels of indebtedness. Ranking and Liquidation Preference The Preferred Units rank senior to any other class or series of equity interests of the operating partnership (including the partnership interests held by Ferrellgas Partners and the general partner). Upon a liquidation, dissolution or winding up of the operating partnership, each holder of Preferred Units will be entitled to receive, prior and in preference to any distribution of any assets of the operating partnership to the holders of any other class or series of equity interests in the operating partnership (including Ferrellgas Partners and the general partner), an amount per Preferred Unit equal to the Redemption Price. Restrictions on Cash Distributions to Ferrellgas Partners and the General Partner The operating partnership is permitted to make distributions of Available Cash (as defined in the Amended OpCo LPA) to Ferrellgas Partners only if (i) the operating partnership has made all required Quarterly Distributions (in cash or PIK Units), Tax Distributions and payments of Additional Amounts, (ii) the operating partnership has redeemed all PIK Units issued, (iii) the operating partnership’s consolidated net leverage (defined generally to mean the ratio of the operating partnership’s consolidated total net debt (including the total redemption price of all outstanding Preferred Units and PIK Units but excluding certain letters of credit and capital lease obligations) as of each Quarterly Distribution Date to trailing four quarters consolidated EBITDA, both as adjusted for certain, specified items) is below 7.25x through May 15, 2022 and 7.00x thereafter, net of cash, immediately before and after giving effect to such distribution, (iv) the operating partnership has at least $100 million of liquidity, consisting of unrestricted cash on hand and available capacity under the Credit Agreement or any replacement thereof, and (v) the operating partnership is in compliance with the other protective provisions in the OpCo LPA Amendment. |
Equity (Deficit)
Equity (Deficit) | 12 Months Ended |
Jul. 31, 2022 | |
Equity [Abstract] | |
Equity (Deficit) | J. Equity (Deficit) Ferrellgas Partners Reverse Unit Split On the Effective Date, Ferrellgas Partners effected a 1 20 Class B Units On the Effective Date, Ferrellgas Partners issued 1.3 million Class B Units to the holders of the Ferrellgas Partners Notes in exchange for such holders’ contribution of the Ferrellgas Partners Notes to Ferrellgas Partners as a capital contribution and in satisfaction of such holders’ claims in respect of the Ferrellgas Partners Notes. The terms of the Class B Units are set forth in the Amended Ferrellgas Partners LPA entered into by the general partner on the Effective Date. Ferrellgas Partners may, subject to certain conditions, issue additional Class A Units to such parties as determined at the discretion of Ferrellgas Partners, upon consent by the holders of the requisite percentage of Class B Units as specified in the Amended Ferrellgas Partners LPA (the “Requisite Class B Units”), which refers to: (i) if the initial majority holder of Class B Units holds at least 50% of Class B Units, holders of at least 50% of the outstanding Class B Units, or (ii) if the initial majority holder of Class B Units holds less than 50% of Class B Units, holders of at least one Pursuant to the Amended Ferrellgas Partners LPA, while any Class B Units remain outstanding, any distributions by Ferrellgas Partners to its partners must be made such that the ratio of (i) the amount of distributions made to holders of Class B Units to (ii) the amount of distributions made to holders of Class A Units and the general partner is not less than 6:1. Once holders of Class B Units receive distributions in the aggregate amount of $357.0 million (which was the outstanding principal amount of the Ferrellgas Partners Notes), the Class B Units will be (i) convertible into Class A Units at the option of Ferrellgas Partners, if that distribution threshold is reached prior to the fifth anniversary of the Effective Date, or (ii) converted automatically into Class A Units, if the distribution threshold is reached on or after the fifth anniversary of the Effective Date, in each case at the applicable conversion rate set forth in the following table: Year Post-Emergence Conversion Factor Year 1 1.75x Year 2 2.00x Year 3 3.50x Year 4 4.00x Year 5 5.00x Year 6 6.00x Year 7 7.00x Year 8 10.00x Year 9 12.00x Year 10 25.00x In the first five years after the Effective Date, Ferrellgas Partners may redeem the Class B Units, in full, at a price equal to an amount that will result in an internal rate of return with respect to the Class B Units equal to the sum of (i) 300 basis points and (ii) the internal rate of return for the Preferred Units as specified in the Amended Ferrellgas Partners LPA, subject to the minimum redemption price of $302.08 per unit, less any cash distributed prior to the redemption, if called in the first year after issuance. The total internal rate of return in respect of the Class B Units required to redeem the Class B Units is 15.85%, but that amount increases under certain circumstances, including if the operating partnership paid distributions on the Preferred Units in-kind rather than in cash for a certain number of quarters. During the first five years following the Effective Date, after Ferrellgas Partners has distributed $356 million in distributions to holders of the Class B Units, Ferrellgas Partners will have the option to hold cash for six months at either Ferrellgas Partners or Ferrellgas Partners Finance Corp. for the sole purpose of redeeming the Class B Units. However, if the funds held are not used to redeem the Class B Units, the funds must either be distributed to holders of the Class B Units and, if applicable, holders of the Class A Units and the general partner or returned to the operating partnership. Ferrellgas Partners will only be able to redeem the Class B Units to the extent it receives sufficient distributions from the operating partnership, and the operating partnership is limited in its ability to make distributions by the indentures that govern the 2026 Notes and the 2029 Notes, the Credit Agreement and the OpCo LPA Amendment governing the Preferred Units. The holders of Class B Units will have the right to acquire the general partner interests in Ferrellgas Partners and the operating partnership, without the approval of the general partner, Ferrellgas Partners, the holders of the Class A Units or the operating partnership, if the Class B Units are still outstanding and have not been converted to Class A Units by the earlier of (i) a material breach of the covenants in favor of the Class B Units under the Amended Ferrellgas Partners LPA or the Amended OpCo LPA that is not cured within the time period specified therein and (ii) the 10th anniversary of the Effective Date. Board Rights The holders of Class B Units will be permitted to designate one independent director to the Board of the general partner in accordance with a voting agreement among the general partner, Ferrell Companies, Inc. ("FCI"), the sole stockholder of the general partner, and the holders of the Class B Units and the general partner's bylaws. Fair Value The fair value of Class B Units approximates the carrying value of the principal and interest of the Ferrellgas Partners Notes of $385.0 million as of March 31, 2021. During the year ended July 31, 2021, a $5.1 million gain on extinguishment was recognized in connection with the difference between the book value and fair value of the Class B Units as of July 31, 2021. Class A Units As of July 31, 2022 and 2021, Class A Units were beneficially owned by the following: July 31, 2022 July 31, 2021 Public Class A Unitholders (1) 3,480,621 3,480,621 Ferrell Companies (2) 1,126,468 1,126,468 FCI Trading Corp. (3) 9,784 9,784 Ferrell Propane, Inc. (4) 2,560 2,560 James E. Ferrell (5) 238,172 238,172 (1) These Class A Units are traded on the OTC Pink Market under the symbol “FGPR”. (2) Ferrell Companies is the owner of the general partner and an approximate 23% direct owner of Ferrellgas Partners’ Class A Units and thus a related party. Ferrell Companies also beneficially owns 9,784 and 2,560 Class A Units of Ferrellgas Partners held by FCI Trading Corp. (“FCI Trading”) and Ferrell Propane, Inc. (“Ferrell Propane”), respectively, bringing Ferrell Companies’ total beneficial ownership of Class A Units to 23.4% . (3) FCI Trading is an affiliate of the general partner and thus a related party. (4) Ferrell Propane is controlled by the general partner and thus a related party. (5) James E. Ferrell is the Chief Executive Officer and President of our general partner; and is the Chairman of the Board of Directors of our general partner and a related party. JEF Capital Management owns 237,942 of these Class A Units and is owned by the James E. Ferrell Revocable Trust Two and other family trusts, all of which James E. Ferrell and/or his family members are the trustees and beneficiaries. James E. Ferrell holds all voting common stock of JEF Capital Management. The remaining 230 Class A Units are held by Ferrell Resources Holdings, Inc., which is wholly-owned by the James E. Ferrell Revocable Trust One, for which James E. Ferrell is the trustee and sole beneficiary. Together these Class A Units represent (i) a 99% limited partner economic interest in Ferrellgas Partners, excluding the economic interest attributable to the Class B Units, and (ii) an effective 98% economic interest in the operating partnership, excluding the economic interests attributable to the Class B Units and the Preferred Units. In liquidation, allocations and distributions will be made in accordance with each Class A Unitholder’s positive capital account. The Class A Units of Ferrellgas Partners represent limited partner interests in Ferrellgas Partners, which give the holders thereof the right to participate in distributions made by Ferrellgas Partners, subject to the rights of holders of Class B Units, and to exercise the other rights or privileges available to such holders under the Amended Ferrellgas Partners LPA. Under the terms of the Amended Ferrellgas Partners LPA, holders of Class A Units have limited voting rights on matters affecting the business of Ferrellgas Partners. Generally, persons or groups owning 20% or more of Ferrellgas Partners’ outstanding Class A Units cannot vote any of their Class A Units in excess of the 20% threshold. However, this limitation does not apply under certain circumstances and does not apply to Class A Units owned by Ferrell Companies, our general partner and its affiliates, and this limitation expires on the later of (a) five years after the Effective Date and (b) the conversion of the Class B Units to Class A Units. The Amended Ferrellgas Partners LPA allows the general partner to issue an unlimited number of additional general and limited partner interests of Ferrellgas Partners for such consideration and on such terms and conditions as shall be established by the general partner without the approval of any Class A Unitholders. Partnership distributions Ferrellgas Partners did not declare or pay any distributions to its Class A Unitholders or the general partner during the years ended July 31, 2022 and 2021. Ferrellgas Partners made aggregate cash distributions of approximately $100.0 million to its Class B Unitholders during the year ended July 31, 2022. See Note R – Net loss per unitholders’ interest Accumulated other comprehensive income (loss)(“AOCI”) See Note N – Derivative instruments General partner’s commitment to maintain its capital account Ferrellgas’ partnership agreements allow the general partner to have an option to maintain its effective 2% general partner interest (excluding the interest attributable to the Class B Units and the Preferred Units) concurrent with the issuance of other additional equity. During fiscal 2022 and 2021, the general partner made non-cash contributions of $63.0 thousand and $65.0 thousand, respectively, to Ferrellgas to maintain its effective 2% general partner interest. The operating partnership Partnership distributions: The operating partnership has recognized the following distributions: For the year ended July 31, 2022 2021 2020 Ferrellgas Partners $ 119,216 $ — $ 15,496 General partner — — 158 See additional discussions about transactions with related parties in Note O – Transactions with related parties. Accumulated other comprehensive income (loss)(“AOCI”) See Note N – Derivative instruments General partner’s commitment to maintain its capital account Ferrellgas, L.P.’s partnership agreement allows the general partner to have an option to maintain its 1.0101% general partner interest (excluding the interest attributable to the Preferred Units) concurrent with the issuance of other additional equity. During fiscal 2022 and 2021, the general partner made non-cash contributions of $32.0 thousand to the operating partnership to maintain its 1.0101% general partner interest. |
Leases
Leases | 12 Months Ended |
Jul. 31, 2022 | |
Leases [Abstract] | |
Leases | K. Leases Ferrellgas has lease agreements with lease and non-lease components, which are generally accounted for as a single lease component. Variable lease components include lease payments with payment escalation based on the Consumer Price Index, and other variable items, such as common area maintenance and taxes. Key assumptions include the discount rate, the impact of purchase options and renewal options on Ferrellgas’ lease term, as well as the assessment of residual value guarantees. Ferrellgas’ transportation equipment leases generally have purchase options. However, in most circumstances Ferrellgas is not certain if it will exercise the purchase option at lease inception. As circumstances dictate, it may instead return the existing equipment to the lessor and sign a new lease. Ferrellgas’ transportation equipment leases often contain residual value guarantees, but they are not reflected in Ferrellgas’ lease liabilities as its lease rates are such that residual value guarantees are not expected to be owed at the end of its leases. Ferrellgas’ real estate leases will often have an option to extend the lease, but it is typically not reasonably certain of exercising extension options. As customer demand changes over time, Ferrellgas typically maintains the ability to move to more advantageous locations, relocate to other leased and owned locations, or discontinue service from particular locations. The following table provides the operating and financing ROU assets and lease liabilities as of July 31, 2022 and 2021: Leases Classification July 31, 2022 July 31, 2021 Assets Operating lease assets Operating lease right-of-use assets $ 72,888 $ 87,611 Financing lease assets Other assets, net 31,421 34,858 Total leased assets $ 104,309 $ 122,469 Liabilities Current Operating Current operating lease liabilities $ 25,824 $ 25,363 Financing Other current liabilities 6,581 7,479 Noncurrent Operating Operating lease liabilities 47,231 74,349 Financing Other liabilities 25,309 28,029 Total leased liabilities $ 104,945 $ 135,220 The following table provides the lease expenses for the years ended July 31, 2022, 2021 and 2020: Leases expense Classification 2022 2021 2020 Operating lease expense Operating expense - personnel, vehicle, plant and other $ 6,832 $ 7,695 $ 7,450 Operating expense - equipment lease expense 20,291 26,127 30,994 Cost of sales - propane and other gas liquids sales 1,630 1,911 1,553 General and administrative expense 1,587 437 1,490 Total operating lease expense 30,340 36,170 41,487 Short-term expense Operating expense - personnel, vehicle, plant and other 9,231 8,151 7,188 General and administrative expense 271 576 502 Total short-term expense 9,502 8,727 7,690 Variable lease expense Operating expense - personnel, vehicle, plant and other 3,096 2,328 2,883 Operating expense - equipment lease expense 2,162 1,547 1,642 Total variable lease expense 5,258 3,875 4,525 Finance lease expense: Amortization of leased assets Depreciation and amortization expense 6,660 8,878 2,613 Interest on lease liabilities Interest expense 2,905 3,755 1,060 Total finance lease expense 9,565 12,633 3,673 Total lease expense $ 54,665 $ 61,405 $ 57,375 Minimum annual payments under existing operating and finance lease liabilities as of July 31, 2022 are as follows: Maturities of lease liabilities Operating leases Finance leases Total 2023 $ 28,487 $ 8,886 $ 37,373 2024 22,399 8,541 30,940 2025 15,668 8,376 24,044 2026 6,035 7,528 13,563 2027 2,551 4,959 7,510 Thereafter 15,322 295 15,617 Total lease payments $ 90,462 $ 38,585 $ 129,047 Less: Imputed interest (17,407) (6,695) (24,102) Present value of lease liabilities $ 73,055 $ 31,890 $ 104,945 The following table represents the weighted-average remaining lease term and discount rate as of July 31, 2022: As of July 31, 2022 Lease type Weighted-average remaining lease term (years) Weighted-average discount rate Operating leases 4.9 7.6% Finance leases 4.3 8.3% Cash flow information is presented below: For the year ended July 31, 2022 2021 2020 Cash paid for amounts included in the measurement of lease liabilities for operating leases: Operating cash flows $ 32,699 $ 34,895 $ 41,636 Cash paid for amounts included in the measurement of lease liabilities for financing leases: Operating cash flows $ 9,475 $ 3,396 $ 1,060 Financing cash flows $ 6,545 $ 7,188 $ 2,116 |
Revenue from contracts with cus
Revenue from contracts with customers | 12 Months Ended |
Jul. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from contracts with customers | L. Revenue from contracts with customers Ferrellgas earns revenue from contracts with customers primarily through the distribution of propane, as well as through the sale of propane related equipment and supplies. Revenues from propane and other gas liquids sales are comprised of revenue earned from the delivery of propane to tanks on customers’ premises, from the delivery of propane filled cylinders to customers, or from the sale of portable propane tanks to nationwide and local retailers and end use customers. Other revenues primarily include sales of appliances and other materials as well as other fees charged to customers. Contracts with customers Ferrellgas’ contracts with customers are principally for the bulk delivery of propane to tanks, delivery of propane filled cylinders or the delivery of portable propane tanks to retailers. Ferrellgas sells propane to a wide variety of customers, including residential, industrial/commercial, portable tank exchange, agricultural, wholesale and others. Ferrellgas’ performance obligations in these contracts are generally limited to the delivery of propane, and therefore revenues from these contracts are earned at the time product is delivered or, in the case of some of Ferrellgas’ portable tank exchange retailers who have consignment agreements, at the time the tanks are sold to the end use customer. Payment is generally due within 30 days. Revenues from sales of propane are included in Propane and other gas liquids sales on the consolidated statements of operations. Typically, customers are billed upon delivery and payment is generally due within 30 days. With residential customers, Ferrellgas offers customers the ability to spread their annual heating costs over a longer period, typically twelve Ferrellgas charges other amounts to customers associated with the delivery of propane including hazardous materials fees and fuel surcharge fees. In some regions, Ferrellgas also sells appliances and related parts and fittings as well as other retail propane related services. Ferrellgas charges on an annual basis tank and equipment rental charges for customers that are using our equipment to store propane. Other revenues associated with deliveries of propane are earned at the time product is delivered. Revenues associated with sales of appliances and other materials or services are earned at the time of delivery or installation. Revenues associated with tank and equipment rentals are generally recognized on a straight-line basis over one Accounting estimates related to recognition of revenue require that Ferrellgas makes estimates and assumptions about various factors including credits issued for completed sales, future returns and total consideration payable in instances where we have customer incentives payable to the customer. Disaggregation of revenue Ferrellgas disaggregates revenues based upon the type of customer and on the type of revenue. The following table presents retail propane revenues, wholesale propane revenues and other revenues. Retail revenues result from sales to end use customers, wholesale revenues result from sales to or through resellers and all other revenues include sales of appliances and other materials, other fees charged to customers and equipment rental charges. For the year ended July 31, 2022 2021 2020 Retail - Sales to End Users $ 1,446,857 $ 1,123,956 $ 964,087 Wholesale - Sales to Resellers 549,058 516,599 430,435 Other Gas Sales 21,964 28,297 21,269 Other 96,661 85,458 82,035 Propane and related equipment revenues $ 2,114,540 $ 1,754,310 $ 1,497,826 Contract assets and liabilities Ferrellgas’ performance obligations are generally limited to the delivery of propane for its retail and wholesale contracts. Ferrellgas’ performance obligations with respect to sales of appliances and other materials and other revenues are limited to the delivery of the agreed upon good or service. Ferrellgas does not have material performance obligations that are delivered over time, thus all of its revenue is recognized at the time the goods, including propane, are delivered or installed. Ferrellgas offers “even pay” and other billing programs that can create customer deposits or advances, depending on whether Ferrellgas has delivered more propane than the customer has paid for or whether the customer has paid for more propane than what has been delivered. Revenue is recognized from these customer deposits or advances to customers at the time product is delivered. The advance or deposit is considered to be a contract asset or liability. Additionally, from time to time, we have customers that pay in advance for goods or services, and such amounts result in contract liabilities. Ferrellgas incurs incremental commissions directly related to the acquisition or renewal of customer contracts. The commissions are calculated and paid based upon the number of gallons sold to the acquired or renewed customer. The total amount of commissions that we incur is not material, and the commissions are expensed commensurate with the deliveries to which they relate; therefore, we do not capitalize these costs. The following table presents the opening and closing balances of our contract assets and contract liabilities: July 31, 2022 July 31, 2021 Contract assets $ 11,935 $ 10,074 Contract liabilities Deferred revenue (1) $ 47,929 $ 49,354 (1) Of the beginning balance of deferred revenue, $41.5 million was recognized as revenue during the year ended July 31, 2022. Remaining performance obligations Ferrellgas’ remaining performance obligations are generally limited to situations where customers have remitted payment but have not yet received deliveries of propane. This most commonly occurs in even pay billing programs and Ferrellgas expects that these balances will be recognized within a year or less as the customer takes delivery of propane. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 12 Months Ended |
Jul. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | N. Derivative instruments and hedging activities Ferrellgas is exposed to certain market risks related to its ongoing business operations. These risks include exposure to changing commodity prices as well as fluctuations in interest rates. Ferrellgas utilizes derivative instruments to manage its exposure to fluctuations in commodity prices. Of these, the propane commodity derivative instruments are designated as cash flow hedges. Derivative instruments and hedging activity During the year ended July 31, 2022 and 2021, Ferrellgas did not The following tables provide a summary of the fair value of derivatives within Ferrellgas’ consolidated balance sheets as of July 31, 2022 and 2021: Final July 31, 2022 Maturity Asset Derivatives Liability Derivatives Derivative Instrument Date Location Fair value Location Fair value Derivatives designated as hedging instruments December 2024 Commodity derivatives-propane Price risk management asset $ 43,015 Other current liabilities $ 11,840 Commodity derivatives-propane Other assets, net 8,252 Other liabilities 1,120 Total $ 51,267 Total $ 12,960 Final July 31, 2021 Maturity Asset Derivatives Liability Derivatives Derivative Instrument Date Location Fair value Location Fair value Derivatives designated as hedging instruments December 2023 Commodity derivatives-propane Price risk management asset $ 78,001 Other current liabilities $ 3,429 Commodity derivatives-propane Other assets, net 16,243 Other liabilities 1,029 Total $ 94,244 Total $ 4,458 Ferrellgas’ exchange traded commodity derivative contracts require cash margin deposit as collateral for contracts that are in a negative mark-to-market position. These cash margin deposits will be returned if mark-to-market conditions improve or will be applied against cash settlement when the contracts are settled. Liabilities represent cash margin deposits received by Ferrellgas for contracts that are in a positive mark-to-market position. The following tables provide a summary of cash margin balances as of July 31, 2022 and July 31, 2021, respectively: July 31, 2022 Assets Liabilities Description Location Amount Location Amount Margin Balances Prepaid expense and other current assets $ 12,338 Other current liabilities $ 32,805 Other assets, net 4,797 Other liabilities 7,110 $ 17,135 $ 39,915 July 31, 2021 Assets Liabilities Description Location Amount Location Amount Margin Balances Prepaid expense and other current assets $ 21,068 Other current liabilities $ 79,178 Other assets, net 3,036 Other liabilities 15,489 $ 24,104 $ 94,667 The following tables provide a summary of the effect on Ferrellgas’ consolidated statements of comprehensive income (loss) for the years ended July 31, 2022, 2021 and 2020 due to derivatives designated as cash flow hedging instruments: For the year ended July 31, 2022 Amount of Gain Amount of Gain Location of Gain Reclassified from Recognized in Reclassified from AOCI into Income Derivative Instrument AOCI AOCI into Income Effective portion Ineffective portion Commodity derivatives $ 68,950 Cost of sales - propane and other gas liquids sales $ 120,429 $ — For the year ended July 31, 2021 Amount of Gain Amount of Gain Location of Gain Reclassified from Recognized in Reclassified from AOCI into Income Derivative Instrument AOCI AOCI into Income Effective portion Ineffective portion Commodity derivatives $ 136,351 Cost of sales - propane and other gas liquids sales $ 44,252 $ — For the year ended July 31, 2020 Amount of Loss Amount of Loss Location of Loss Reclassified from Recognized in Reclassified from AOCI into Income Derivative Instrument AOCI AOCI into Income Effective portion Ineffective portion Commodity derivatives $ (22,872) Cost of sales - propane and other gas liquids sales $ (35,315) $ — Accumulated other comprehensive income (loss) Ferrellgas partners The changes in derivatives included in AOCI for the years ended July 31, 2022, 2021 and 2020 were as follows: For the year ended July 31, Gains and losses on derivatives included in AOCI 2022 2021 2020 Beginning balance attributable to Ferrellgas Partners, L.P. $ 88,866 $ (2,303) $ (14,756) Change in value of risk management commodity derivatives 68,950 136,351 (22,872) Reclassification of (gains) losses on commodity hedges to cost of sales - propane and other gas liquids sales, net (120,429) (44,252) 35,315 Less: amount attributable to noncontrolling interests 520 (930) 10 Ending balance attributable to Ferrellgas Partners, L.P. $ 37,907 $ 88,866 $ (2,303) The operating partnership The changes in derivatives included in AOCI for the years ended July 31, 2022, 2021 and 2020 were as follows: For the year ended July 31, Gains and losses on derivatives included in AOCI 2022 2021 2020 Beginning balance $ 89,786 $ (2,313) $ (14,756) Change in value of risk management commodity derivatives 68,950 136,351 (22,872) Reclassification of (gains) losses on commodity hedges to cost of sales - propane and other gas liquids sales, net (120,429) (44,252) 35,315 Ending balance $ 38,307 $ 89,786 $ (2,313) Ferrellgas expects to reclassify net earnings of approximately $31.2 million to earnings during the next 12 months. These net earnings are expected to be offset by increased margins on propane sales commitments Ferrellgas has with its customers that qualify for the normal purchase normal sale exception. During the years ended July 31, 2022, 2021 and 2020, Ferrellgas had no reclassifications to operations resulting from the discontinuance of any cash flow hedges arising from the probability of the original forecasted transactions not occurring within the originally specified period of time defined within the hedging relationship. As of July 31, 2022, Ferrellgas had financial derivative contracts covering 4.8 million barrels of propane that were entered into as cash flow hedges of forward and forecasted purchases of propane. Derivative financial instruments credit risk Ferrellgas is exposed to credit loss in the event of nonperformance by counterparties to derivative financial and commodity instruments. Ferrellgas’ counterparties principally consist of major energy companies and major U.S. financial institutions. Ferrellgas maintains credit policies with regard to its counterparties that it believes reduces its overall credit risk. These policies include evaluating and monitoring counterparties’ financial condition, including their credit ratings, and entering into agreements with counterparties that govern credit limits. Certain of these agreements call for the posting of collateral by the counterparty or by Ferrellgas in the forms of letters of credit, parent guarantees or cash. Ferrellgas has concentrations of credit risk associated with derivative financial instruments held by certain derivative financial instrument counterparties. If these counterparties that make up the concentration failed to perform according to the terms of their contracts at July 31, 2022, the maximum amount of loss due to credit risk that Ferrellgas would incur based upon the gross fair values of the derivative financial instruments is zero. From time to time Ferrellgas enters into derivative contracts that have credit-risk-related contingent features which dictate credit limits based upon Ferrellgas’ debt rating. There were no open derivative contracts with credit-risk-related contingent features as of July 31, 2022. |
Transactions With Related Parti
Transactions With Related Parties | 12 Months Ended |
Jul. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | O. Transactions with related parties Ferrellgas has no employees and is managed and controlled by its general partner. Pursuant to Ferrellgas’ partnership agreements, the general partner is entitled to reimbursement for all direct and indirect expenses incurred or payments it makes on behalf of Ferrellgas and all other necessary or appropriate expenses allocable to Ferrellgas or otherwise reasonably incurred by its general partner in connection with operating Ferrellgas’ business. These costs primarily include compensation and benefits paid to employees of the general partner who perform services on Ferrellgas’ behalf and are reported in the consolidated statements of operations as follows: For the year ended July 31, 2022 2021 2020 Operating expense $ 275,326 $ 260,831 $ 260,427 General and administrative expense $ 28,943 $ 34,899 $ 29,859 See additional discussions about transactions with the general partner and related parties in Note J – Equity (Deficit) Term loan credit agreement between Ferrellgas Partners and the operating partnership On January 8, 2021, Ferrellgas Partners entered into a term loan credit agreement with the operating partnership, pursuant to which the operating partnership extended to Ferrellgas Partners an unsecured, non-amortizing term loan in the aggregate principal amount of $19.9 million. The term loan bore interest at a rate of 20% per annum, and all interest on the term loan was added to the outstanding principal amount of the term loan. The term loan was scheduled to mature on July 1, 2022. During July 2021, Ferrellgas Partners made an optional prepayment of $9.0 million principal amount of the term loan. On May 16, 2022, Ferrellgas Partners repaid the operating partnership the full amount of the term loan of $15.3 million, which represented the outstanding principal and accrued interest. Additionally, Ferrellgas Partners paid the operating partnership $3.9 million for separate intercompany receivables related to expenses incurred during the 2021 debt transactions. |
Contingencies And Commitments
Contingencies And Commitments | 12 Months Ended |
Jul. 31, 2022 | |
Loss Contingencies [Line Items] | |
Contingencies And Commitments | P. Contingencies and commitments Litigation Ferrellgas’ operations are subject to all operating hazards and risks normally incidental to handling, storing, transporting and otherwise providing for use by consumers of combustible liquids such as propane and, prior to the sales of midstream operations in fiscal 2018, crude oil. As a result, at any given time, we can be threatened with or named as a defendant in various lawsuits arising in the ordinary course of business. Other than as discussed below, we are not a party to any legal proceedings other than various claims and lawsuits arising in the ordinary course of business. 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 reasonably expected to have a material adverse effect on our consolidated financial condition, results of operations and cash flows. Ferrellgas and Bridger Logistics, LLC (“Bridger”), have been named, along with two former officers (“Rios and Gamboa”), in a lawsuit (the “EDPA Lawsuit”) filed by Eddystone Rail Company ("Eddystone") on February 2, 2017 in the U.S. District Court for the Eastern District of Pennsylvania (the "Court"). Eddystone indicated that it has prevailed in or settled an arbitration against Jamex Transfer Services (“JTS”), previously named Bridger Transfer Services, a former subsidiary of Bridger. The arbitration involved a claim against JTS for money due for deficiency payments under a contract for the use of an Eddystone facility used to offload crude from rail onto barges. Eddystone alleges that Ferrellgas transferred assets out of JTS prior to the sale of the membership interest in JTS to Jamex Transfer Holdings, and that those transfers should be avoided so that the assets can be used to satisfy the amount owed by JTS to Eddystone as a result of the arbitration. Eddystone also alleges that JTS was an “alter ego” of Bridger and Ferrellgas and that Bridger and Ferrellgas breached both an implicit contract as well as fiduciary duties allegedly owed to Eddystone as a creditor of JTS. Ferrellgas believes that Ferrellgas and Bridger have valid defenses to these claims and to Eddystone’s primary claim against JTS for breach of contract. If Eddystone ultimately prevails, however, Ferrellgas believes that the amount of damages awarded could be material to Ferrellgas. Ferrellgas intends to vigorously defend this claim. The Court decided summary judgment motions in March 2022 and the segmented bench trial was completed in September 2022. The second and third segments are set to take place in December 2022 and February 2023, respectively. Management does not currently believe a loss is probable or reasonably estimable at this time. However, we may enter into settlement discussions at any time. On August 24, 2017, Ferrellgas filed a third-party complaint against JTS, Jamex Transfer Holdings, and other related persons and entities (the "Third-Party Defendants"), asserting claims for breach of contract, indemnification of any losses in the EDPA Lawsuit, tortious interference with contract, and contribution. On June 25, 2018, Ferrellgas entered into an agreement with the Third-Party Defendants which, among other things, resulted in a dismissal of the claims against the Third-Party Defendants from the lawsuit. On December 10, 2021, the Court dismissed Eddystone’s claims against Rios and Gamboa, pursuant to a settlement agreement with Eddystone. Long-term debt-related commitments Ferrellgas has long and short-term payment obligations under agreements such as the indentures governing our senior notes. See Note H – Debt |
Ferrellgas Partners Finance Corp. [Member] | |
Loss Contingencies [Line Items] | |
Contingencies And Commitments | B. Contingencies and commitments The Partners Finance Corp. serves as co-issuer and co-obligor for debt securities of Ferrellgas Partners. At July 31, 2020, the Partners Finance Corp. was liable as co-issuer and co-obligor for the $357.0 million aggregate principal amount of Ferrellgas Partners’ unsecured senior notes due June 15, 2020, which Ferrellgas Partners failed to repay, and which obligation was only reported on Ferrellgas Partners’ consolidated balance sheet. On March 30, 2021, Ferrellgas Partners issued 1.3 million of its Class B Units in exchange for the holders’ contribution of the Ferrellgas Partners Notes to Ferrellgas Partners as a capital contribution and in satisfaction of such holders’ claims in respect of the Ferrellgas Partners Notes. As of July 31, 2022, Ferrellgas Partners had no debt securities outstanding, and the Partners Finance Corp. therefore was not liable as co-issuer for any such debt securities. |
Ferrellgas Finance Corp. [Member] | |
Loss Contingencies [Line Items] | |
Contingencies And Commitments | B. Contingencies and commitments The Finance Corp. serves as co-issuer and co-obligor for debt securities of the operating partnership. At July 31, 2020, the Finance Corp. was liable as co-issuer and co-obligor for the operating partnership’s (i) $500 million aggregate principal amount of unsecured senior notes due 2021, (ii) $475 million aggregate principal amount of unsecured senior notes due 2022, (iii) $500 million aggregate principal amount of unsecured senior notes due 2023, and (iv) $700 million aggregate principal amount of senior secured notes due 2025, which obligations were only reported on the operating partnership’s consolidated balance sheet. The senior notes due 2021, senior notes due 2022, and senior notes due 2023 were redeemed on April 5, 2021, and the senior secured notes due 2025 were redeemed on March 30, 2021. As of July 31, 2022, the Finance Corp. was liable as co-issuer and co-obligor for the operating partnership’s (i) $650 million aggregate principal amount of unsecured senior notes due 2026 and (ii) $825 million aggregate principal amount of unsecured senior notes due 2029, each of which were issued on March 30, 2021. |
Employee Benefits
Employee Benefits | 12 Months Ended |
Jul. 31, 2022 | |
Employee Benefits and Share-based Compensation, Noncash [Abstract] | |
Employee Benefits | Q. Employee benefits Ferrellgas has no employees and is managed and controlled by its general partner. Ferrellgas assumes all liabilities, which include specific liabilities related to the following employee benefit plans for the benefit of the officers and employees of the general partner. Ferrell Companies makes contributions to the employee stock ownership trust (the “Trust”), which causes a portion of the shares of Ferrell Companies owned by the Trust to be allocated to employees’ accounts over time. The allocation of Ferrell Companies’ shares to employee accounts causes a non-cash compensation charge to be incurred by Ferrellgas, equivalent to the fair value of such shares allocated. This non-cash compensation charge is reported separately in Ferrellgas’ consolidated statements of operations and thus is excluded from operating and general and administrative expenses. The non-cash compensation charges were $3.2 million, $3.2 million and $2.9 million during fiscal 2022, 2021 and 2020, respectively. Ferrellgas is not obligated to fund or make contributions to the Trust. The general partner and its parent, Ferrell Companies, have a defined contribution 401(k) investment plan which covers substantially all employees. The plan, which qualifies under section 401(k) of the Internal Revenue Code, also provides for matching contributions under a cash or deferred arrangement based upon participant salaries and employee contributions to the plan. Matching contributions, net of forfeitures, for fiscal 2022, 2021 and 2020 were $5.4 million, $4.0 million and $4.8 million, respectively. The general partner terminated its defined benefit plan on December 15, 2018 and distributed account balances to participants in the form of lump sum payments or annuity contracts in September, 2019. The defined benefit plan trust account was closed and all remaining funds were rolled into the Ferrell Companies, Inc. Employee Stock Ownership Trust as a plan contribution in December 2019. Prior to termination, this plan provided participants who were covered under a previously terminated plan with a guaranteed retirement benefit at least equal to the benefit they would have received under the prior terminated plan. Until July 31, 1999, benefits under the terminated plan were determined by years of credited service and salary levels. As of July 31, 1999, years of credited service and salary levels were frozen. The general partner’s prior funding policy for this plan was to contribute amounts deductible for Federal income tax purposes and invest the plan assets primarily in corporate stocks and bonds, U.S. Treasury bonds and short-term cash investments. During fiscal 2020, other comprehensive income and other liabilities were adjusted by ($0.1) million. There were no adjustments in fiscal 2021 or 2022 related to this terminated plan. |
Net earnings (loss) per unithol
Net earnings (loss) per unitholders' interest | 12 Months Ended |
Jul. 31, 2022 | |
Earnings Per Share [Abstract] | |
Net earnings (loss) per unitholders' interest | R. Net loss per Unitholders’ interest Below is a calculation of the basic and diluted net loss per Class A Unitholders’ interest in the consolidated statements of operations for the periods indicated. In accordance with guidance issued by the FASB regarding participating securities and the two-class method, Ferrellgas calculates net loss per Class A Unitholders’ interest for each period presented according to distributions declared and participation rights in undistributed earnings, as if all of the earnings or loss for the period had been distributed. Due to the seasonality of Ferrellgas’ business, the dilutive effect of the two-class method typically impacts only the three months ended January 31. There was not a dilutive effect resulting from this guidance on basic and diluted net loss per Class A Unitholders’ interest for fiscal 2022, 2021 and 2020. In periods with net losses, the allocation of the net losses to the limited partners and the general partner will be determined based on the same allocation basis specified in Ferrellgas Partners’ partnership agreement that would apply to periods in which there were no undistributed earnings. Additionally, in periods with net losses, there are no dilutive securities. For the year ended July 31, 2022 2021 2020 Net earnings (loss) attributable to Ferrellgas Partners, L.P. $ 147,993 $ (68,411) $ (82,499) Less: Distributions to preferred unitholders 65,287 24,024 — Less: Distribution to Class B unitholders 99,996 — — Less: General partner's interest in net earnings (loss) 1,480 (684) (825) Undistributed net loss attributable to Class A unitholders $ (18,770) $ (91,751) $ (81,674) Weighted average Class A Units outstanding (in thousands) 4,857.6 4,857.6 4,857.6 Basic and diluted net loss per Class A Unit $ (3.86) $ (18.89) $ (16.81) Class B Units considerations The Class B Units meet the definition of a participating security and the two-class method is required. For any periods in which earnings are recognized, the earnings will be allocated between the Class B Units and the Class A Units on a six-to-one basis. For any periods in which losses are recognized, no effect is given to the Class B Units as they do not contractually participate in the losses of Ferrellgas. In addition, Ferrellgas has the option to redeem all, but not less than all, of the Class B Units outstanding at any time on or prior to the fifth anniversary of the Effective Date for cash. This call option does not impact the dilutive effect of net loss per Class A Unit due to the cash-only redemption provision, which is assumed, and therefore there would be no dilutive effect. |
Income Taxes
Income Taxes | 12 Months Ended |
Jul. 31, 2022 | |
Ferrellgas Partners Finance Corp. [Member] | |
Income Tax Disclosure [Line Items] | |
Income Taxes | Income taxes have been computed separately as the Partners Finance Corp. files its own income tax return. Deferred income taxes are provided as a result of temporary differences between financial and tax reporting using the asset/liability method. Deferred income taxes are recognized for the tax consequences of temporary differences between the financial statement carrying amounts and tax basis of existing assets and liabilities. Due to the inability of the Partners Finance Corp. to utilize the deferred tax benefit of $8,511 associated with the net operating loss carryforward of $40,529 generated during and prior to fiscal 2022, a valuation allowance |
Ferrellgas Finance Corp. [Member] | |
Income Tax Disclosure [Line Items] | |
Income Taxes | C. Income taxes Income taxes have been computed separately as the Finance Corp. files its own income tax return. Deferred income taxes are provided as a result of temporary differences between financial and tax reporting using the asset/liability method. Deferred income taxes are recognized for the tax consequences of temporary differences between the financial statement carrying amounts and tax basis of existing assets and liabilities. Due to the inability of the Finance Corp. to utilize the deferred tax benefit of $22,045 associated with the net operating loss carryforward of $104,978 generated during and prior to fiscal 2022, a valuation allowance |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jul. 31, 2022 | |
Subsequent Event [Line Items] | |
Subsequent Events | S. Subsequent events Ferrellgas has evaluated events and transactions occurring after the balance sheet date through the date Ferrellgas’ consolidated financial statements were issued and concluded that there were no events or transactions occurring during this period that required recognition or disclosure in its consolidated financial statements, except as follows. On August 17, 2022, Ferrellgas closed on the acquisition of Brown’s Gas, an independent propane distributor based in California, for a cash purchase price of $7.5 million. |
Ferrellgas Partners Finance Corp. [Member] | |
Subsequent Event [Line Items] | |
Subsequent Events | The Partners Finance Corp. has evaluated events and transactions occurring after the balance sheet date through the date the Partners Finance Corp.’s consolidated financial statements were issued, and concluded that there were no events or transactions occurring during this period that required recognition or disclosure in its financial statements. |
Ferrellgas Finance Corp. [Member] | |
Subsequent Event [Line Items] | |
Subsequent Events | D. Subsequent events The Finance Corp. has evaluated events and transactions occurring after the balance sheet date through the date the Finance Corp.’s consolidated financial statements were issued, and concluded that there were no events or transactions occurring during this period that required recognition or disclosure in its financial statements. |
Schedule I Parent Only Balance
Schedule I Parent Only Balance Sheets, Statements Of Operations And Cash Flows | 12 Months Ended |
Jul. 31, 2022 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Parent only financial information | Schedule I FERRELLGAS PARTNERS, L.P. July 31, July 31, 2022 2021 ASSETS Cash and cash equivalents $ 271 $ 264 Prepaid expenses and other current assets 21 19 Total assets $ 292 $ 283 LIABILITIES AND PARTNERS’ DEFICIT Other current liabilities $ 277 $ 17,219 Investment in Ferrellgas, L.P. 880,239 798,177 Partners’ deficit Class A (4,857,605 units outstanding at 2022 and 2021) (1,229,823) (1,214,813) Class B (1,300,000 units outstanding at 2022 and 2021) 383,012 383,012 General partner unitholder (49,496 units outstanding at 2022 and 2021) (71,320) (72,178) Accumulated other comprehensive income 37,907 88,866 Total Ferrellgas Partners, L.P. partners' deficit (880,224) (815,113) Total liabilities and partners’ deficit $ 292 $ 283 FERRELLGAS PARTNERS, L.P. PARENT ONLY STATEMENTS OF OPERATIONS (in thousands) For the year ended July 31, 2022 2022 2020 Equity in earnings (loss) of Ferrellgas, L.P. $ 150,262 $ (44,740) $ (49,261) Operating, general and administrative expense (13) (389) (116) Operating income (loss) 150,249 (45,129) (49,377) Interest expense — (13,771) (33,073) Gain on extinguishment of debt — 3,137 — Other expense, net (2,251) (2,191) — Reorganization expense - professional fees — (10,443) — Income tax expense (5) (14) (49) Net earnings (loss) 147,993 (68,411) (82,499) Less: Distribution to Class B Unitholders 99,996 — — Net earnings (loss) attributable to Ferrellgas, L.P. $ 47,997 $ (68,411) $ (82,499) FERRELLGAS PARTNERS, L.P. PARENT ONLY STATEMENTS OF CASH FLOWS (in thousands) For the year ended July 31, 2022 2021 2020 Cash flows from operating activities: Net earnings (loss) $ 147,993 $ (68,411) $ (82,499) Reconciliation of net earnings (loss) to net cash used in operating activities: Other (16,944) 16,208 17,749 Gain on extinguishment of debt — (3,137) — Equity in (earnings) loss of Ferrellgas, L.P. (150,262) 44,740 49,261 Net cash used in operating activities (19,213) (10,600) (15,489) Cash flows from investing activities: Distributions received from Ferrellgas, L.P. 119,216 — 15,496 Loan from Ferrellgas, L.P. — 14,810 — Net cash provided by investing activities 119,216 14,810 15,496 Cash flows from financing activities: Distributions paid to Class B unitholders (99,996) — — Cash paid for financing costs — — (9) Fees in connection with Class B unit exchange — (1,988) — Make-whole payments — (1,964) — Net cash used in financing activities (99,996) (3,952) (9) Net increase (decrease) in cash and cash equivalents 7 258 (2) Cash and cash equivalents - beginning of year 264 6 8 Cash and cash equivalents - end of year $ 271 $ 264 $ 6 |
Schedule II Valuation And Quali
Schedule II Valuation And Qualifying Accounts | 12 Months Ended |
Jul. 31, 2022 | |
Valuation and Qualifying Accounts Disclosure [Line Items] | |
Schedule II Valuation And Qualifying Accounts | FERRELLGAS PARTNERS, L.P. AND SUBSIDIARIES VALUATION AND QUALIFYING ACCOUNTS (in thousands) Balance at Charged to Balance beginning cost and at end Description of period expenses Other of period Year ended July 31, 2022 Allowance for doubtful accounts $ 17,256 $ 1,847 $ (12,411) (1) $ 6,692 Year ended July 31, 2021 Allowance for doubtful accounts $ 14,124 $ 2,323 $ 809 (1) $ 17,256 Year ended July 31, 2020 Allowance for doubtful accounts $ 2,463 $ 2,279 $ 9,382 (1) $ 14,124 (1) Uncollectible accounts written off, net of recoveries. As discussed previously, on June 25, 2018, Ferrellgas and Mr. Ballengee entered into an Omnibus Agreement (the “Omnibus Agreement”) that, among other things, included an executed unsecured promissory note in favor of the operating partnership with an original principal amount of $18.3 million (the “Revised Jamex Promissory Note”). On July 1, 2020, Mr. Ballengee defaulted on the Revised Jamex Promissory Note by failing to make the first payment in the amount of $2.5 million. As a result, as of July 31, 2020, Ferrellgas recorded a bad debt reserve against $17.3 million of the Revised Jamex Promissory Note and is pursuing collections from Mr. Ballengee. As of July 31, 2020, $12.5 million was classified as current notes receivable, all of which is reserved. On January 27, 2021 we reached an agreement with Mr. Ballengee pursuant to which he would execute an additional promissory note for $2.5 million secured by his assets, separate from the Revised Jamex Promissory Note, and pay $1.5 million in cash to us. The $1.5 million cash payment was received on February 1, 2021. In light of these developments, we released $0.5 million of reserve in our second fiscal quarter of 2021. We deemed it appropriate to keep the $2.5 million additional promissory note fully reserved. |
Ferrellgas, L.P. [Member] | |
Valuation and Qualifying Accounts Disclosure [Line Items] | |
Schedule II Valuation And Qualifying Accounts | FERRELLGAS, L.P. AND SUBSIDIARIES VALUATION AND QUALIFYING ACCOUNTS (in thousands) Balance at Charged to Balance beginning cost and at end Description of period expenses Other of period Year ended July 31, 2022 Allowance for doubtful accounts $ 17,256 $ 1,847 $ (12,411) (1) $ 6,692 Year ended July 31, 2021 Allowance for doubtful accounts $ 14,124 $ 2,323 $ 809 (1) $ 17,256 Year ended July 31, 2020 Allowance for doubtful accounts $ 2,463 $ 2,279 $ 9,382 (1) $ 14,124 (1) Uncollectible accounts written off, net of recoveries. As discussed previously, on June 25, 2018, Ferrellgas and Mr. Ballengee entered into an Omnibus Agreement (the “Omnibus Agreement”) that, among other things, included an executed unsecured promissory note in favor of the operating partnership with an original principal amount of $18.3 million (the “Revised Jamex Promissory Note”). On July 1, 2020, Mr. Ballengee defaulted on the Revised Jamex Promissory Note by failing to make the first payment in the amount of $2.5 million. As a result, as of July 31, 2020, Ferrellgas recorded a bad debt reserve against $17.3 million of the Revised Jamex Promissory Note and is pursuing collections from Mr. Ballengee. As of July 31, 2020, $12.5 million was classified as current notes receivable, all of which is reserved. On January 27, 2021 we reached an agreement with Mr. Ballengee pursuant to which he would execute an additional promissory note for $2.5 million secured by his assets, separate from the Revised Jamex Promissory Note, and pay $1.5 million in cash to us. The $1.5 million cash payment was received on February 1, 2021. In light of these developments, we released $0.5 million of reserve in our second fiscal quarter of 2021. We deemed it appropriate to keep the $2.5 million additional promissory note fully reserved. |
Summary of significant accoun_2
Summary of significant accounting policies (Policy) | 12 Months Ended |
Jul. 31, 2022 | |
Summary of significant accounting policies | |
Accounting estimates | (1) Accounting estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“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. Significant estimates impacting the consolidated financial statements include accruals that have been established for contingent liabilities, pending claims and legal actions arising in the normal course of business, useful lives of property, plant and equipment, residual values of tanks, capitalization of customer tank installation costs, amortization methods of intangible assets, valuation methods used to value sales returns and allowances, allowance for expected credit losses, fair value of reporting unit, fair value at issuance of Class B units (related to Ferrellgas Partners), recoverability of long-lived assets, assumptions used to value business combinations, determination of incremental borrowing rate used to measure right-of-use asset and lease liability and fair values of derivative contracts. |
Principles of consolidation and basis of presentation | (2) Principles of consolidation and basis of presentation Certain prior-year amounts have been reclassified to conform to the current-year presentation. Ferrellgas Partners The consolidated financial statements present the consolidated financial position, results of operations and cash flows of Ferrellgas Partners, its wholly-owned subsidiary, Ferrellgas Partners Finance Corp., and the operating partnership, its majority-owned subsidiary, after elimination of all intercompany accounts and transactions. We have determined that the operating partnership is a variable interest entity for whom Ferrellgas Partners has no ability through voting rights or similar rights to make decisions and thus does not have the power to direct the activities of the operating partnership that most significantly impact economic performance. However, we have determined that the accounts of Ferrellgas Partners’ majority-owned subsidiary should be included because Ferrellgas Partners is most closely associated with the operations of the operating partnership due to the fact that Ferrellgas Partners has the obligation to absorb the losses of and the right to receive benefits from the operating partnership that are significant to the operating partnership and substantially all the assets and liabilities of Ferrellgas Partners consist of the operating partnership. The operating partnership includes the accounts of its wholly-owned subsidiaries. The general partner’s approximate 1% general partner interest in the operating partnership is accounted for as a noncontrolling interest. Prior period adjustment in E - Supplemental financial statement information note Ferrellgas previously disclosed the amount of cash paid for interest by Ferrellgas Partners was $205.5 million in its Form 10-K for the year ended July 31, 2021. The amount disclosed should have been $156.4 million, which is the same amount of cash paid for interest by the operating partnership. The error occurred due to the inclusion of non-cash interest and a mathematical error. This error had no impact on Ferrellgas’ consolidated financial statements or the computation of basic and diluted loss per Class A unit and management concluded that the error was not material. Based on this evaluation, the error did not require a restatement of the Form 10-K for the year ended July 31, 2021. The error was corrected in Ferrellgas Partners’ disclosure of certain cash flow and non-cash activities in Note E – Supplemental financial statement information. The operating partnership The consolidated financial statements present the consolidated financial position, results of operations and cash flows of Ferrellgas, L.P. and its subsidiaries after elimination of all intercompany accounts and transactions. Ferrellgas, L.P. consolidates the following wholly-owned entities: Bridger Logistics, LLC, Blue Rhino Global Sourcing, Inc., FNA Canada, Inc., Ferrellgas Finance Corp, and Ferrellgas Receivables, LLC, a special purpose entity that had agreements with Ferrellgas, L.P. related to the terminated accounts receivable securitization facility. |
Fair value measurements | (3) Fair value measurements The common framework for measuring fair value utilizes a three-level hierarchy to prioritize the inputs used in the valuation techniques to derive fair values. The basis for fair value measurements for each level within the hierarchy is described below with Level 1 having the highest priority and Level 3 having the lowest. ● Level 1: Quoted prices in active markets for identical assets or liabilities. ● Level 2: Quoted prices in active markets for similar assets or liabilities; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs are observable in active markets. ● Level 3: Valuations derived from valuation techniques in which one or more significant inputs are unobservable. |
Accounts receivable | (4) Accounts receivable |
Inventories | (5) Inventories Inventories are stated at the lower of cost or net realizable value using weighted average cost and actual cost methods. |
Property, plant and equipment | (6) Property, plant and equipment Property, plant and equipment are stated at cost less accumulated depreciation. Expenditures for maintenance and routine repairs are expensed as incurred. Ferrellgas capitalizes computer software, equipment replacement and betterment expenditures that upgrade, replace or completely rebuild major mechanical components and extend the original useful life of the equipment. Depreciation is calculated using the straight-line method based on the estimated useful lives of the assets ranging from 2 to 30 years. Depreciation expense on delivery vehicles Ferrellgas owns are classified within “Depreciation and amortization expense.” Long-lived assets are tested for impairment, using Ferrellgas’ best estimates based on reasonable and supportable assumptions and projections, whenever events or changes in circumstances indicate that the carrying amount of its assets or asset groups might not be recoverable. The recoverability tests for property, plant and equipment are performed at the asset group level that represents the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. The recoverability test is performed by determining the carrying value of the asset group and comparing it to the estimated expected undiscounted future cash flows of the asset group. The expected future cash flows are estimated based on management’s plans. If the carrying value exceeds the expected undiscounted future cash flows, an impairment loss is recognized for the difference between the estimated fair market value and the carrying value of the asset group. |
Goodwill | (7) Goodwill Ferrellgas records goodwill as the excess of the cost of acquisitions over the fair value of the related net assets at the date of acquisition. Goodwill is tested for impairment annually during the second fiscal quarter, or more frequently if events or changes in circumstances indicate that it is more likely than not the fair value of a reporting unit is less than the carrying value. Ferrellgas has determined that it has one reporting unit for goodwill impairment testing purposes. As of July 31, 2022, this reporting unit contains goodwill that is subject to at least an annual assessment for impairment by applying a fair-value-based test. Under this test, the carrying value of the reporting unit is determined by assigning the assets and liabilities, including the existing goodwill and intangible assets, to the reporting unit as of the date of the evaluation on a specific identification basis. To the extent the reporting unit’s carrying value exceeds its fair value, the reporting unit’s goodwill is impaired. The amount of impairment would be equal to the lesser of the excess of reporting unit carrying value over its fair value and the reporting unit’s recorded amount of goodwill. Ferrellgas completed its most recent annual goodwill impairment test on January 31, 2022 and did not incur an impairment loss. |
Intangible assets | (8) Intangible assets |
Derivative instruments and hedging activities | (9) Derivative instruments and hedging activities Commodity and Transportation Fuel Price Risk. Ferrellgas’ overall objective for entering into commodity based derivative contracts, including commodity options and swaps, is to hedge a portion of its exposure to market fluctuations in propane, gasoline and diesel prices. Ferrellgas’ risk management activities primarily attempt to mitigate price risks related to the purchase, storage, transport and sale of propane generally in the contract and spot markets from major domestic energy companies on a short-term basis. Ferrellgas attempts to mitigate these price risks through the use of financial derivative instruments and forward propane purchase and sales contracts. Additionally, from time to time our risk management activities attempt to mitigate price risks related to the purchase of gasoline and diesel fuel for use in the transport of propane from retail fueling stations through the use of financial derivative instruments. Ferrellgas’ risk management strategy involves taking positions in the forward or financial markets that are equal and opposite to Ferrellgas’ positions in the physical products market in order to minimize the risk of financial loss from an adverse price change. This risk management strategy is successful when Ferrellgas’ gains or losses in the physical product markets are offset by its losses or gains in the forward or financial markets. The propane related financial derivatives are designated as cash flow hedges. The gasoline and diesel related financial derivatives have not historically been formally designated and documented as a hedge of exposure to fluctuations in the market price of fuel. Ferrellgas’ risk management activities may include the use of financial derivative instruments including, but not limited to, futures, swaps, and options to seek protection from adverse price movements and to minimize potential losses. We enter into these financial derivative instruments primarily with brokers who are clearing members with the Intercontinental Exchange or the Chicago Mercantile Exchange and, to a lesser extent, directly with third parties in the over-the-counter market. All of our financial derivative instruments are reported on the consolidated balance sheets at fair value. Ferrellgas also enters into forward propane purchase and sales contracts with counterparties. These forward contracts qualify for the normal purchase normal sales exception within GAAP guidance and are therefore not recorded on Ferrellgas’ consolidated financial statements until settled. On the date that derivative contracts are entered into, other than those designated as normal purchases or normal sales, Ferrellgas makes a determination as to whether the derivative instrument qualifies for designation as a hedge. These financial instruments are formally designated as a hedge of a specific underlying exposure, and that designation as well as the risk management objectives and strategies for undertaking the hedge transaction are documented. Because of the high degree of correlation between the hedging instrument and the underlying exposure being hedged, fluctuations in the value of the derivative instrument are generally offset by changes in the anticipated cash flows of the underlying exposure being hedged. Since the fair value of these derivatives fluctuates over their contractual lives, their fair value amounts should not be viewed in isolation, but rather in relation to the anticipated cash flows of the underlying hedged transaction and the overall reduction in Ferrellgas’ risk relating to adverse fluctuations in propane prices. Ferrellgas formally assesses, both at inception and at least quarterly thereafter, whether the financial instruments that are used in hedging transactions are effective at offsetting changes in the anticipated cash flows of the related underlying exposures. Any ineffective portion of a financial instrument’s change in fair value is recognized in “Cost of sales - propane and other gas liquids sales” in the consolidated statements of operations. Financial instruments formally designated and documented as a hedge of a specific underlying exposure are recorded gross at fair value as either “Prepaid expenses and other current assets,” “Other assets, net,” “Other current liabilities,” or “Other liabilities” on the consolidated balance sheets with changes in fair value reported in other comprehensive income. Financial instruments not formally designated and documented as a hedge of a specific underlying exposure are recorded at fair value as “Prepaid expenses and other current assets,” “Other assets, net,” “Other current liabilities,” or “Other liabilities” on the consolidated balance sheets with changes in fair value reported in “Operating expense – personnel, vehicle, plant and other” on the consolidated statements of operations. Interest Rate Risk. Fluctuations in interest rates subject the operating partnership to interest rate risk. Decreases in interest rates increase the fair value of the operating partnership’s fixed rate debt, while increases in interest rates subject the operating partnership to the risk of increased interest expense related to its variable rate borrowings. The operating partnership may enter into fair value hedges to help reduce its fixed interest rate risk. Interest rate swaps may be used to hedge the exposure to changes in the fair value of fixed rate debt due to changes in interest rates. Fixed rate debt that has been designated as being hedged is adjusted to offset the change in the fair value of interest rate derivatives that are fair value hedges, which are classified as “Prepaid expenses and other current assets,” “Other assets, net,” “Other current liabilities” or as “Other liabilities” on the consolidated balance sheets. Changes in the fair value of fixed rate debt and any related fair value hedges are recognized as they occur in “Interest expense” on the consolidated statements of operations. The operating partnership may enter into cash flow hedges to help reduce its variable interest rate risk. Interest rate swaps are used to hedge the risk associated with rising interest rates and their effect on forecasted interest payments related to variable rate borrowings. These interest rate swaps are designated as cash flow hedges. Thus, the effective portions of changes in the fair value of the hedges are recorded in “Prepaid expenses and other current assets,” “Other assets, net,” “Other current liabilities” or as “Other liabilities” with an offsetting entry to “Other comprehensive income” at interim periods and are subsequently recognized as interest expense in the consolidated statement of operations when the forecasted transaction impacts earnings. Changes in the fair value of any cash flow hedges that are considered ineffective are recognized as interest expense on the consolidated statements of operations as they occur. |
Leases | (10) Leases In the first quarter of 2020, Ferrellgas adopted amended guidance for leases using the modified retrospective approach. Ferrellgas elected the short-term lease recognition exemption for all leases that qualify, meaning it does not recognize right-of-use assets (“ROU assets”) or lease liabilities for those leases. Ferrellgas also elected the practical expedient to not separate lease and non-lease components for its most significant leasing activity, which includes vehicle and real estate leases. Additionally, it elected the package of three practical expedients which allows entities to not reassess initial direct costs, lease classification for existing or expired leases, and lease definition for existing or expired contracts as of the effective date of August 1, 2019. Ferrellgas did not, however, elect the hindsight method practical expedient which would have allowed it to reassess lease terms and impairment. Ferrellgas determines if an arrangement is a lease or contains a lease at inception. Ferrellgas leases certain transportation and computer equipment and real estate, predominantly through operating leases. Ferrellgas has an immaterial amount of leases in which it is the lessor. Operating lease rentals are expensed on a straight-line basis over the life of the lease beginning on the lease commencement date. Ferrellgas determines the lease term by assuming the exercise of renewal options that are reasonably certain. The lease term is used to determine whether a lease is finance or operating and is used to calculate rent expense. Additionally, the depreciable life of leased assets and leasehold improvements is limited by the expected lease term. Operating lease balances are classified as operating lease ROU assets, and current and long-term operating lease liabilities on Ferrellgas’ consolidated balance sheet. Finance leases are classified in “Other assets, net”, “Other current liabilities”, and “Other liabilities” on the consolidated balance sheet. Delivery vehicles and distribution technology under operating leases by Ferrellgas are classified within “Operating expense – equipment lease expense.” Delivery vehicles and distribution technology under finance leases are classified within “Depreciation and amortization expense.” ROU assets represent the right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As most of Ferrellgas’ leases do not provide an implicit discount rate, Ferrellgas uses its incremental borrowing rate adjusted for the lease term to represent the rate it would have to pay to borrow on a collateralized basis based on the information available at the commencement date in determining the present value of lease payments. Lease terms may include options to extend or terminate the lease and Ferrellgas adjusts the life of the lease when it is reasonably certain that it will exercise an option. |
Revenue recognition | (11) Revenue recognition Revenues from Ferrellgas’ propane operations and related equipment sales segment are recognized at the time product is delivered with payments generally due 30 days after receipt. Amounts are considered past due after 30 days. Accounts receivable allowances are determined based on management’s assessment of the creditworthiness of the customers and other collection actions. Ferrellgas offers “even pay” billing programs that can create customer deposits or advances. Revenue is recognized from these customer deposits or advances to customers at the time product is delivered. Other revenues, which include revenue from the sale of propane appliances and equipment is recognized at the time of delivery or installation. Shipping and handling revenues and expenses for sales of propane, appliances and equipment are recognized at the time of delivery or installation. Shipping and handling revenues are included in the price of propane charged to customers, and are classified as revenue. Revenues from annually billed, non-refundable propane tank rentals are recognized in “Revenues: other” on a straight-line basis over one |
Shipping and handling expenses and Cost of sales | (12) Shipping and handling expenses Shipping and handling expenses related to delivery personnel, vehicle repair and maintenance and general liability expenses are classified within “Operating expense – personnel, vehicle, plant and other” in the consolidated statements of operations. See Note E – Supplemental financial statement information (13) Cost of sales “Cost of sales – propane and other gas liquids sales” includes all costs to acquire propane and other gas liquids, the costs of storing and transporting inventory prior to delivery to Ferrellgas’ customers, the results from risk management activities to hedge related price risk and the costs of materials related to the refurbishment of Ferrellgas’ portable propane tanks. “Cost of sales – other” primarily includes costs related to the sale of propane appliances and equipment. |
Operating expense | (14) Operating expense “Operating expense – personnel, vehicle, plant and other” primarily includes the personnel, vehicle, delivery, handling, plant, office, selling, marketing, credit and collections and other expenses. |
General and administrative expense | (15) General and administrative expense “General and administrative expense” primarily includes personnel and incentive expense related to executives and employees, as well as other overhead expenses related to centralized corporate functions. |
Income taxes | (16) Income taxes Ferrellgas Partners Ferrellgas Partners is a publicly-traded master limited partnership with one subsidiary that is a taxable corporation. Partnerships are generally not subject to federal income tax, although publicly-traded partnerships are treated as corporations for federal income tax purposes and therefore subject to federal income tax unless a qualifying income test is satisfied. If this qualifying income test is satisfied, the publicly-traded partnership will be treated as a partnership for Federal income tax purposes. Based on Ferrellgas’ calculations, Ferrellgas Partners satisfies the qualifying income test. As a result, except for the taxable corporations, Ferrellgas Partners’ earnings or losses for Federal income tax purposes are included in the tax returns of the individual partners, Ferrellgas Partners’ unitholders. Accordingly, the consolidated financial statements of Ferrellgas Partners reflect federal income taxes related to the above mentioned taxable corporations and certain states that allow for income taxation of partnerships. Net earnings for financial statement purposes may differ significantly from taxable income reportable to Ferrellgas Partners unitholders as a result of differences between the tax basis and financial reporting basis of assets and liabilities, the taxable income allocation requirements under Ferrellgas Partners’ partnership agreement and differences between Ferrellgas Partners’ financial reporting fiscal year end and its calendar tax year end. Income tax expense consisted of the following: For the year ended July 31, 2022 2021 2020 Current expense $ 974 $ 739 $ 297 Deferred expense 7 2 554 Income tax expense $ 981 $ 741 $ 851 Deferred taxes consisted of the following: July 31, 2022 2021 Deferred tax assets (included in Other assets, net) $ 4 $ 5 Deferred tax liabilities (included in Other liabilities) (9) (3) Net deferred tax (liability) asset $ (5) $ 2 The operating partnership The operating partnership is a limited partnership and owns three subsidiaries that are taxable corporations. As a result, except for the taxable corporations, the operating partnership’s earnings or losses for federal income tax purposes are included in the tax returns of the individual partners. Accordingly, the consolidated financial statements of the operating partnership reflect federal income taxes related to the above mentioned taxable corporations and certain states that allow for income taxation of partnerships. Net earnings for financial statement purposes may differ significantly from taxable income reportable to partners as a result of differences between the tax basis and financial reporting basis of assets and liabilities, the taxable income allocation requirements under Ferrellgas, L.P.’s partnership agreement and differences between the operating partnership’s financial reporting fiscal year end and limited partners’ tax year end. Income tax expense consisted of the following: For the year ended July 31, 2022 2021 2020 Current expense $ 969 $ 725 $ 248 Deferred expense 7 2 554 Income tax expense $ 976 $ 727 $ 802 Deferred taxes consisted of the following: July 31, 2022 2021 Deferred tax assets (included in Other assets, net) $ 4 $ 5 Deferred tax liabilities (included in Other liabilities) (9) (3) Net deferred tax (liability) asset $ (5) $ 2 |
Sales taxes | (17) Sales taxes Ferrellgas accounts for the collection and remittance of sales tax on a net tax basis. As a result, these amounts are not reflected in the consolidated statements of operations. |
Net loss per Class A Unitholders' interest | (18) Net loss per Class A Unitholders’ interest Net loss per Class A unitholders’ interest for Ferrellgas Partners is computed by dividing “Net earnings (loss) attributable to Ferrellgas Partners, L.P.,” after deducting the general partner’s approximate 1% interest, by the weighted average number of outstanding Class A Units and the dilutive effect, if any, of outstanding unit options. See Note R – Net loss per Class A Unitholders’ interest |
Loss contingencies | (19) Loss contingencies In the normal course of business, Ferrellgas is involved in various claims and legal proceedings. A liability is recorded for such matters when it is probable that a loss has been incurred and the amounts can be reasonably estimated. When only a range of possible loss can be established, the most probable amount in the range is accrued. If no amount within this range is a better estimate than any other amount within the range, the minimum amount in the range is accrued. Legal costs associated with loss contingencies are expensed as incurred. |
Class B Units Valuation | (20) Class B Units Valuation The Class B Units are classified in equity and are an equity host instrument. Based on Ferrellgas’ determination that the Class B Units are an equity host, Ferrellgas determined that all features of the Class B Units were either clearly and closely related to the equity host or did not meet the definition of a derivative, and therefore did not require bifurcation as a derivative. The Class B Units were recognized at their fair value at issuance. Note J – Equity (Deficit) |
New accounting standards | (21) New accounting standards Recently adopted accounting pronouncements No new accounting standards were adopted during the year ended July 31, 2022. Recently issued accounting pronouncements not yet adopted There were no recently issued accounting standards that could have a material impact to our financial position, results of operations, cash flows, or notes to the consolidated financial statements upon their adoption. |
Summary of significant accoun_3
Summary of significant accounting policies (Tables) | 12 Months Ended |
Jul. 31, 2022 | |
Significant Accounting Policies [Line Items] | |
Summary of income tax expense | For the year ended July 31, 2022 2021 2020 Current expense $ 974 $ 739 $ 297 Deferred expense 7 2 554 Income tax expense $ 981 $ 741 $ 851 |
Deferred tax assets and liabilities | July 31, 2022 2021 Deferred tax assets (included in Other assets, net) $ 4 $ 5 Deferred tax liabilities (included in Other liabilities) (9) (3) Net deferred tax (liability) asset $ (5) $ 2 |
Ferrellgas, L.P. [Member] | |
Significant Accounting Policies [Line Items] | |
Summary of income tax expense | For the year ended July 31, 2022 2021 2020 Current expense $ 969 $ 725 $ 248 Deferred expense 7 2 554 Income tax expense $ 976 $ 727 $ 802 |
Deferred tax assets and liabilities | July 31, 2022 2021 Deferred tax assets (included in Other assets, net) $ 4 $ 5 Deferred tax liabilities (included in Other liabilities) (9) (3) Net deferred tax (liability) asset $ (5) $ 2 |
Acquisitions and dispositions (
Acquisitions and dispositions (Tables) | 12 Months Ended |
Jul. 31, 2022 | |
Acquisitions and dispositions | |
Schedule of funding of acquisitions | For the year ended July 31, 2022 2021 2020 Cash payments, net of cash acquired $ 19,679 $ 6,567 $ 10,195 Issuance of liabilities and other costs and considerations 2,022 1,344 975 Aggregate fair value of transactions $ 21,701 $ 7,911 $ 11,170 |
Aggregate fair value of transaction | For the year ended July 31, 2022 2021 2020 Customer tanks, buildings, land and other $ 6,564 $ 2,607 $ 6,598 Goodwill 10,153 — — Customer lists 4,259 4,973 738 Non-compete agreements 725 331 3,834 Aggregate fair value of net assets acquired $ 21,701 $ 7,911 $ 11,170 |
Schedule of loss on assets sales and disposals | For the year ended July 31, 2022 2021 2020 Gain (loss) on sale of: Other $ 6,618 $ (1,831) $ (7,924) Gain (loss) on asset sales and disposals $ 6,618 $ (1,831) $ (7,924) |
Supplemental financial statem_2
Supplemental financial statement information (Tables) | 12 Months Ended |
Jul. 31, 2022 | |
Supplemental Financial Statement Information [Line Items] | |
Schedule of inventories | July 31, 2022 July 31, 2021 Propane gas and related products $ 96,679 $ 75,848 Appliances, parts and supplies, and other 18,508 12,531 Inventories $ 115,187 $ 88,379 |
Property, plant and equipment, net | Estimated useful lives July 31, 2022 July 31, 2021 Land Indefinite $ 41,814 $ 40,346 Land improvements 2-20 15,560 15,128 Buildings and improvements 20 88,970 88,620 Vehicles, including transport trailers 8-20 117,746 110,517 Bulk equipment and district facilities 5-30 115,927 110,983 Tanks, cylinders and customer equipment 2-30 825,361 786,912 Computer and office equipment 2-5 104,364 107,272 Construction in progress n/a 7,694 8,478 1,317,436 1,268,256 Less: accumulated depreciation 714,288 686,138 Property, plant and equipment, net $ 603,148 $ 582,118 |
Prepaid expenses and other current assets | July 31, 2022 July 31, 2021 Broker margin deposit assets $ 12,338 $ 21,068 Other 18,426 18,024 Prepaid expenses and other current assets $ 30,764 $ 39,092 |
Other assets, net | July 31, 2022 July 31, 2021 Notes receivable, less current portion and allowance $ 415 $ 19,765 Finance lease right-of-use assets 31,421 34,858 Other 47,408 38,605 Other assets, net $ 79,244 $ 93,228 |
Other current liabilities | July 31, 2022 July 31, 2021 Accrued interest $ 29,703 $ 29,095 Customer deposits and advances 33,189 35,734 Accrued payroll 29,717 28,143 Accrued insurance 16,114 11,104 Broker margin deposit liability 32,805 79,178 Accrued senior preferred units distributions 17,466 16,013 Other 59,616 46,733 Other current liabilities $ 218,610 $ 246,000 |
Shipping and handling expenses | For the year ended July 31, 2022 2021 2020 Operating expense - personnel, vehicle, plant and other $ 244,022 $ 217,292 $ 219,598 Depreciation and amortization expense 14,370 13,691 9,857 Operating expense - equipment lease expense 18,874 22,609 32,518 $ 277,266 $ 253,592 $ 261,973 |
Cash, cash equivalents and restricted cash | July 31, 2022 July 31, 2021 Cash and cash equivalents $ 147,529 $ 270,452 Restricted cash (1) 11,208 11,500 Cash, cash equivalents and restricted cash $ 158,737 $ 281,952 (1) As of July 31, 2022 and 2021, respectively, restricted cash consists of an $11.2 million and $11.5 million cash deposit made with the administrative agent under the operating partnership’s senior secured credit facility that was terminated in April 2020, which may be used by the administrative agent to pay contingent obligations arising under the financing agreement that governed the terminated senior secured credit facility. For additional discussion, see Note H – Debt . |
Cash flow supplemental disclosures | For the year ended July 31, 2022 2021 2020 Cash paid for: Interest (1) $ 91,897 $ 156,449 $ 147,402 Income taxes $ 1,018 $ 706 $ 289 Non-cash investing and financing activities: Liability incurred in connection with Financing Agreement amendment $ — $ — $ 8,863 Liabilities incurred in connection with acquisitions $ 2,022 $ 1,344 $ 975 Change in accruals for property, plant and equipment additions $ 450 $ (386) $ 216 Lease liabilities arising from operating right-of-use assets $ 12,748 $ 8,374 $ 14,938 Lease liabilities arising from finance right-of-use assets $ 2,209 $ 2,310 $ 45,455 Accrued senior preferred units distributions $ 17,466 $ 16,013 $ — (1) See Principles of consolidation and basis of presentation in Note B – Summary of significant accounting policies - for information on the correction of an error for the year ended July 31, 2021. |
Ferrellgas, L.P. [Member] | |
Supplemental Financial Statement Information [Line Items] | |
Prepaid expenses and other current assets | July 31, 2022 July 31, 2021 Broker margin deposit assets $ 12,338 $ 21,068 Other 18,405 18,005 Prepaid expenses and other current assets $ 30,743 $ 39,073 |
Other current liabilities | July 31, 2022 July 31, 2021 Accrued interest $ 29,703 $ 29,095 Customer deposits and advances 33,189 35,734 Accrued payroll 29,717 28,143 Accrued insurance 16,114 11,104 Broker margin deposit liability 32,805 79,178 Accrued senior preferred units distributions 17,466 16,013 Other 59,339 46,515 Other current liabilities $ 218,333 $ 245,782 |
Cash, cash equivalents and restricted cash | July 31, 2022 July 31, 2021 Cash and cash equivalents $ 147,258 $ 270,188 Restricted cash (1) 11,208 11,500 Cash, cash equivalents and restricted cash $ 158,466 $ 281,688 (1) As of July 31, 2022 and 2021, respectively, restricted cash consists of an $11.2 million and $11.5 million cash deposit made with the administrative agent under the operating partnership’s senior secured credit facility that was terminated in April 2020, which may be used by the administrative agent to pay contingent obligations arising under the financing agreement that governed the terminated senior secured credit facility. For additional discussion see Note H – Debt . |
Cash flow supplemental disclosures | For the year ended July 31, 2022 2021 2020 Cash paid for: Interest $ 91,897 $ 156,449 $ 132,006 Income taxes $ 1,014 $ 693 $ 241 Non-cash investing and financing activities: Liability incurred in connection with Financing Agreement amendment $ — $ — $ 8,863 Liabilities incurred in connection with acquisitions $ 2,022 $ 1,344 $ 975 Change in accruals for property, plant and equipment additions $ 450 $ (386) $ 216 Lease liabilities arising from operating right-of-use assets $ 12,748 $ 8,374 $ 14,938 Lease liabilities arising from finance right-of-use assets $ 2,209 $ 2,310 $ 45,455 Accrued senior preferred units distributions $ 17,466 $ 16,013 $ — |
Accounts and notes receivable_2
Accounts and notes receivable, net (Tables) | 12 Months Ended |
Jul. 31, 2022 | |
Accounts and notes receivable, net | |
Accounts And Notes Receivable | July 31, 2022 July 31, 2021 Accounts receivable $ 154,570 $ 135,182 Note receivable 2,517 13,648 Less: Allowance for expected credit losses (6,692) (17,256) Accounts and notes receivable, net $ 150,395 $ 131,574 |
Goodwill and intangible asset_2
Goodwill and intangible assets, net (Tables) | 12 Months Ended |
Jul. 31, 2022 | |
Goodwill and intangible assets, net | |
Goodwill And Intangible Assets, Net | July 31, 2022 July 31, 2021 Gross Carrying Accumulated Gross Carrying Accumulated Amount Amortization Net Amount Amortization Net Goodwill, net $ 257,099 $ — $ 257,099 $ 246,946 $ — $ 246,946 Intangible assets, net Amortized intangible assets Customer related $ 456,181 $ (412,548) $ 43,633 $ 451,922 $ (405,490) $ 46,432 Non-compete agreements 27,044 (24,060) 2,984 26,319 (23,029) 3,290 Other 3,513 (3,513) — 3,513 (3,513) — 486,738 (440,121) 46,617 481,754 (432,032) 49,722 Unamortized intangible assets Trade names & trademarks 51,021 — 51,021 51,021 — 51,021 Total intangible assets, net $ 537,759 $ (440,121) $ 97,638 $ 532,775 $ (432,032) $ 100,743 |
Schedule of Goodwill Rollforward | Propane operations and related equipment sales Balance July 31, 2020 $ 247,195 Other (249) Balance July 31, 2021 246,946 Acquisitions 10,153 Balance July 31, 2022 $ 257,099 |
Schedule Of Aggregate Amortization Expense | For the year ended July 31, 2022 $ 8,089 2021 8,742 2020 9,079 |
Schedule Of Estimated Amortization Expense | For the year ended July 31, 2023 $ 7,837 2024 7,599 2025 5,561 2026 5,001 2027 4,610 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Jul. 31, 2022 | |
Debt Instrument [Line Items] | |
Schedule of Debt Components | July 31, 2022 July 31, 2021 Unsecured senior notes Fixed rate, 5.375%, due 2026 (1) $ 650,000 $ 650,000 Fixed rate, 5.875%, due 2029 (1) 825,000 825,000 Notes payable 8.9% and 8.8% weighted average interest rate at July 31, 2022 and 2021, respectively, due 2022 to 2029, net of unamortized discount of $465 and $573 at July 31, 2022 and 2021, respectively 4,539 3,882 Total debt, excluding unamortized debt issuance and other costs 1,479,539 1,478,882 Unamortized debt issuance and other costs (27,731) (32,322) Less: current portion of long-term debt 1,792 1,670 Long-term debt $ 1,450,016 $ 1,444,890 (1) On the Effective Date, two wholly-owned subsidiaries of the operating partnership (referred to herein as the “Escrow Issuers”) issued the 2026 Notes and the 2029 Notes. On the Effective Date and immediately after the issuance of the 2026 Notes and 2029 Notes by the Escrow Issuers, (i) the Escrow Issuers were merged into the operating partnership and Ferrellgas Finance Corp., respectively, and the operating partnership and Ferrellgas Finance Corp. assumed the obligations of the Escrow Issuers as co-issuers of the 2026 Notes and the 2029 Notes, and (ii) the general partner and certain subsidiaries of the operating partnership guaranteed the 2026 Notes and the 2029 Notes. The 2026 Notes and 2029 Notes bear interest from the date of issuance, payable semi-annually in arrears on October 1 and April 1 of each year. The 2026 Notes will mature on April 1, 2026, and the 2029 Notes will mature on April 1, 2029. See “–Senior unsecured notes” below for additional discussion. |
Schedule of components of loss on extinguishment of debt | For the year ended July 31, 2021 Payment of redemption premium on debt extinguishment $ 83,072 Fair value of Class B units in excess of current value (5,101) Make-whole payments 1,964 Unamortized deferred financing costs 24,899 Total loss on extinguishment of debt $ 104,834 |
Scheduled Annual Principal Payments On Long-term Debt | Scheduled Payment due by fiscal year principal payments 2023 $ 1,517 2024 947 2025 817 2026 650,435 2027 100 Thereafter 826,188 Total $ 1,480,004 |
Ferrellgas, L.P. [Member] | |
Debt Instrument [Line Items] | |
Schedule of components of loss on extinguishment of debt | For the year ended July 31, 2021 Payment of redemption premium on debt extinguishment $ 83,072 Unamortized deferred financing costs 24,899 Total loss on extinguishment of debt $ 107,971 |
Equity (Deficit) (Tables)
Equity (Deficit) (Tables) | 12 Months Ended |
Jul. 31, 2022 | |
Limited Partners' Capital Account [Line Items] | |
Schedule of units conversion | Year Post-Emergence Conversion Factor Year 1 1.75x Year 2 2.00x Year 3 3.50x Year 4 4.00x Year 5 5.00x Year 6 6.00x Year 7 7.00x Year 8 10.00x Year 9 12.00x Year 10 25.00x |
Limited Partner Units | July 31, 2022 July 31, 2021 Public Class A Unitholders (1) 3,480,621 3,480,621 Ferrell Companies (2) 1,126,468 1,126,468 FCI Trading Corp. (3) 9,784 9,784 Ferrell Propane, Inc. (4) 2,560 2,560 James E. Ferrell (5) 238,172 238,172 (1) These Class A Units are traded on the OTC Pink Market under the symbol “FGPR”. (2) Ferrell Companies is the owner of the general partner and an approximate 23% direct owner of Ferrellgas Partners’ Class A Units and thus a related party. Ferrell Companies also beneficially owns 9,784 and 2,560 Class A Units of Ferrellgas Partners held by FCI Trading Corp. (“FCI Trading”) and Ferrell Propane, Inc. (“Ferrell Propane”), respectively, bringing Ferrell Companies’ total beneficial ownership of Class A Units to 23.4% . (3) FCI Trading is an affiliate of the general partner and thus a related party. (4) Ferrell Propane is controlled by the general partner and thus a related party. (5) James E. Ferrell is the Chief Executive Officer and President of our general partner; and is the Chairman of the Board of Directors of our general partner and a related party. JEF Capital Management owns 237,942 of these Class A Units and is owned by the James E. Ferrell Revocable Trust Two and other family trusts, all of which James E. Ferrell and/or his family members are the trustees and beneficiaries. James E. Ferrell holds all voting common stock of JEF Capital Management. The remaining 230 Class A Units are held by Ferrell Resources Holdings, Inc., which is wholly-owned by the James E. Ferrell Revocable Trust One, for which James E. Ferrell is the trustee and sole beneficiary. |
Ferrellgas, L.P. [Member] | |
Limited Partners' Capital Account [Line Items] | |
Ferrellgas Recognized Cash Distributions | For the year ended July 31, 2022 2021 2020 Ferrellgas Partners $ 119,216 $ — $ 15,496 General partner — — 158 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jul. 31, 2022 | |
Leases [Abstract] | |
Schedule of Lease Assets and Liabilities | Leases Classification July 31, 2022 July 31, 2021 Assets Operating lease assets Operating lease right-of-use assets $ 72,888 $ 87,611 Financing lease assets Other assets, net 31,421 34,858 Total leased assets $ 104,309 $ 122,469 Liabilities Current Operating Current operating lease liabilities $ 25,824 $ 25,363 Financing Other current liabilities 6,581 7,479 Noncurrent Operating Operating lease liabilities 47,231 74,349 Financing Other liabilities 25,309 28,029 Total leased liabilities $ 104,945 $ 135,220 |
Schedule of Minimum Annual Payments Under Existing Operating Leases | Maturities of lease liabilities Operating leases Finance leases Total 2023 $ 28,487 $ 8,886 $ 37,373 2024 22,399 8,541 30,940 2025 15,668 8,376 24,044 2026 6,035 7,528 13,563 2027 2,551 4,959 7,510 Thereafter 15,322 295 15,617 Total lease payments $ 90,462 $ 38,585 $ 129,047 Less: Imputed interest (17,407) (6,695) (24,102) Present value of lease liabilities $ 73,055 $ 31,890 $ 104,945 |
Schedule of Minimum Annual Payments Under Existing Finance Leases | Maturities of lease liabilities Operating leases Finance leases Total 2023 $ 28,487 $ 8,886 $ 37,373 2024 22,399 8,541 30,940 2025 15,668 8,376 24,044 2026 6,035 7,528 13,563 2027 2,551 4,959 7,510 Thereafter 15,322 295 15,617 Total lease payments $ 90,462 $ 38,585 $ 129,047 Less: Imputed interest (17,407) (6,695) (24,102) Present value of lease liabilities $ 73,055 $ 31,890 $ 104,945 |
Schedule of Operating and Finance Lease Assumptions | As of July 31, 2022 Lease type Weighted-average remaining lease term (years) Weighted-average discount rate Operating leases 4.9 7.6% Finance leases 4.3 8.3% |
Schedule of Cash Flow Information | For the year ended July 31, 2022 2021 2020 Cash paid for amounts included in the measurement of lease liabilities for operating leases: Operating cash flows $ 32,699 $ 34,895 $ 41,636 Cash paid for amounts included in the measurement of lease liabilities for financing leases: Operating cash flows $ 9,475 $ 3,396 $ 1,060 Financing cash flows $ 6,545 $ 7,188 $ 2,116 |
Revenue from contracts with c_2
Revenue from contracts with customers (Tables) | 12 Months Ended |
Jul. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of revenue | For the year ended July 31, 2022 2021 2020 Retail - Sales to End Users $ 1,446,857 $ 1,123,956 $ 964,087 Wholesale - Sales to Resellers 549,058 516,599 430,435 Other Gas Sales 21,964 28,297 21,269 Other 96,661 85,458 82,035 Propane and related equipment revenues $ 2,114,540 $ 1,754,310 $ 1,497,826 |
Schedule of receivables, contract assets, and contract liabilities | July 31, 2022 July 31, 2021 Contract assets $ 11,935 $ 10,074 Contract liabilities Deferred revenue (1) $ 47,929 $ 49,354 (1) Of the beginning balance of deferred revenue, $41.5 million was recognized as revenue during the year ended July 31, 2022. |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Jul. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Fair Value Hierarchy | Asset (Liability) Quoted Prices in Active Markets for Identical Significant Other Assets and Liabilities Observable Inputs Unobservable Inputs (Level 1) (Level 2) (Level 3) Total July 31, 2022: Assets: Derivative financial instruments: Commodity derivatives $ — $ 51,267 $ — $ 51,267 Liabilities: Derivative financial instruments: Commodity derivatives $ — $ (12,960) $ — $ (12,960) July 31, 2021: Assets: Derivative financial instruments: Commodity derivatives $ — $ 94,244 $ — $ 94,244 Liabilities: Derivative financial instruments: Commodity derivatives $ — $ (4,458) $ — $ (4,458) |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities (Tables) | 12 Months Ended |
Jul. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Fair Value of Financial Derivatives Balance Sheet Locations | Final July 31, 2022 Maturity Asset Derivatives Liability Derivatives Derivative Instrument Date Location Fair value Location Fair value Derivatives designated as hedging instruments December 2024 Commodity derivatives-propane Price risk management asset $ 43,015 Other current liabilities $ 11,840 Commodity derivatives-propane Other assets, net 8,252 Other liabilities 1,120 Total $ 51,267 Total $ 12,960 Final July 31, 2021 Maturity Asset Derivatives Liability Derivatives Derivative Instrument Date Location Fair value Location Fair value Derivatives designated as hedging instruments December 2023 Commodity derivatives-propane Price risk management asset $ 78,001 Other current liabilities $ 3,429 Commodity derivatives-propane Other assets, net 16,243 Other liabilities 1,029 Total $ 94,244 Total $ 4,458 |
Offsetting Assets And Liabilities [Table Text Block] | July 31, 2022 Assets Liabilities Description Location Amount Location Amount Margin Balances Prepaid expense and other current assets $ 12,338 Other current liabilities $ 32,805 Other assets, net 4,797 Other liabilities 7,110 $ 17,135 $ 39,915 July 31, 2021 Assets Liabilities Description Location Amount Location Amount Margin Balances Prepaid expense and other current assets $ 21,068 Other current liabilities $ 79,178 Other assets, net 3,036 Other liabilities 15,489 $ 24,104 $ 94,667 |
Cash Flow Hedge Derivative Effect on Comprehensive Income | For the year ended July 31, 2022 Amount of Gain Amount of Gain Location of Gain Reclassified from Recognized in Reclassified from AOCI into Income Derivative Instrument AOCI AOCI into Income Effective portion Ineffective portion Commodity derivatives $ 68,950 Cost of sales - propane and other gas liquids sales $ 120,429 $ — For the year ended July 31, 2021 Amount of Gain Amount of Gain Location of Gain Reclassified from Recognized in Reclassified from AOCI into Income Derivative Instrument AOCI AOCI into Income Effective portion Ineffective portion Commodity derivatives $ 136,351 Cost of sales - propane and other gas liquids sales $ 44,252 $ — For the year ended July 31, 2020 Amount of Loss Amount of Loss Location of Loss Reclassified from Recognized in Reclassified from AOCI into Income Derivative Instrument AOCI AOCI into Income Effective portion Ineffective portion Commodity derivatives $ (22,872) Cost of sales - propane and other gas liquids sales $ (35,315) $ — |
Changes in Derivatives Included in Accumulated Other Comprehensive Income | For the year ended July 31, Gains and losses on derivatives included in AOCI 2022 2021 2020 Beginning balance attributable to Ferrellgas Partners, L.P. $ 88,866 $ (2,303) $ (14,756) Change in value of risk management commodity derivatives 68,950 136,351 (22,872) Reclassification of (gains) losses on commodity hedges to cost of sales - propane and other gas liquids sales, net (120,429) (44,252) 35,315 Less: amount attributable to noncontrolling interests 520 (930) 10 Ending balance attributable to Ferrellgas Partners, L.P. $ 37,907 $ 88,866 $ (2,303) For the year ended July 31, Gains and losses on derivatives included in AOCI 2022 2021 2020 Beginning balance $ 89,786 $ (2,313) $ (14,756) Change in value of risk management commodity derivatives 68,950 136,351 (22,872) Reclassification of (gains) losses on commodity hedges to cost of sales - propane and other gas liquids sales, net (120,429) (44,252) 35,315 Ending balance $ 38,307 $ 89,786 $ (2,313) |
Transactions With Related Par_2
Transactions With Related Parties (Tables) | 12 Months Ended |
Jul. 31, 2022 | |
Related Party Transactions [Abstract] | |
Allocation Of Transactions With Related Parties | For the year ended July 31, 2022 2021 2020 Operating expense $ 275,326 $ 260,831 $ 260,427 General and administrative expense $ 28,943 $ 34,899 $ 29,859 |
Net earnings (loss) per unith_2
Net earnings (loss) per unitholders' interest (Tables) | 12 Months Ended |
Jul. 31, 2022 | |
Earnings Per Share [Abstract] | |
Basic And Diluted Net Earnings Per Unitholders' Interest | For the year ended July 31, 2022 2021 2020 Net earnings (loss) attributable to Ferrellgas Partners, L.P. $ 147,993 $ (68,411) $ (82,499) Less: Distributions to preferred unitholders 65,287 24,024 — Less: Distribution to Class B unitholders 99,996 — — Less: General partner's interest in net earnings (loss) 1,480 (684) (825) Undistributed net loss attributable to Class A unitholders $ (18,770) $ (91,751) $ (81,674) Weighted average Class A Units outstanding (in thousands) 4,857.6 4,857.6 4,857.6 Basic and diluted net loss per Class A Unit $ (3.86) $ (18.89) $ (16.81) |
Partnership Organization And _2
Partnership Organization And Formation (Details) | 12 Months Ended | |||
Mar. 30, 2021 USD ($) | Jul. 31, 2022 USD ($) employee state subsidiary shares | Jul. 31, 2021 USD ($) shares | Jul. 31, 2020 USD ($) | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Number of subsidiaries | subsidiary | 2 | |||
Senior preferred units, units outstanding | shares | 700,000 | 700,000 | ||
Preferred Units aggregate initial liquidation preference | $ 700,000,000 | |||
Senior preferred units, carrying amount | 651,349,000 | $ 651,349,000 | ||
Proceeds from issuance of long-term debt | $ 0 | $ 1,475,000,000 | $ 703,750,000 | |
Number of employees | employee | 0 | |||
Revolving Credit Facility [Member] | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Debt Instrument, Term | 4 years | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 350,000,000 | |||
Sublimit, after initial period | $ 200,000,000 | |||
Ferrellgas Partners LP [Member] | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
General partner ownership interest | 2% | 2% | ||
Ferrellgas, L.P. [Member] | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Number of states in which entity operates | state | 50 | |||
Ferrellgas Partners LP [Member] | Ferrellgas, L.P. [Member] | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Limited partner interest | 99% | |||
Ferrellgas Partners LP [Member] | Ferrellgas Partners Finance Corp. [Member] | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Ownership percentage | 100% | |||
Ferrell Companies [Member] | Ferrellgas Partners LP [Member] | Class A Limited Partner Units | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Ownership percentage | 23.40% | |||
Ferrellgas Inc., General Partner [Member] | Ferrellgas [Member] | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
General partner ownership interest | 2% | |||
Ferrellgas Inc., General Partner [Member] | Ferrellgas Partners LP [Member] | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
General partner ownership interest | 1% | |||
Ferrellgas Inc., General Partner [Member] | Ferrellgas, L.P. [Member] | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
General partner ownership interest | 1.0101% | 1.0101% | ||
Ferrellgas, L.P. [Member] | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Senior preferred units, units outstanding | shares | 700,000 | 700,000 | ||
Senior preferred units, carrying amount | $ 651,349,000 | $ 651,349,000 | ||
Proceeds from issuance of long-term debt | $ 1,475,000,000 | $ 703,750,000 | ||
Ferrellgas, L.P. [Member] | Ferrellgas Finance Corp. [Member] | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Ownership percentage | 100% | |||
Ferrellgas Partners Finance Corp. [Member] | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Common stock shares outstanding | shares | 1,000 | 1,000 | ||
Corporation formation proceeds from partnership | $ 1,000 | |||
Corporation formation shares granted to partnership | shares | 1,000 | |||
Number of employees | employee | 0 | |||
Ferrellgas Finance Corp. [Member] | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Common stock shares outstanding | shares | 1,000 | 1,000 | ||
Corporation formation proceeds from partnership | $ 1,000 | |||
Corporation formation shares granted to partnership | shares | 1,000 | |||
Number of employees | employee | 0 | |||
Ferrellgas Employee Stock Ownership Trust [Member] | Ferrell Companies [Member] | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Ownership percentage | 100% |
Summary of significant accoun_4
Summary of significant accounting policies (Details) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2022 USD ($) subsidiary item | Jul. 31, 2021 USD ($) | Jul. 31, 2020 USD ($) | |
Significant Accounting Policies [Line Items] | |||
Cash paid for interest | $ 91,897 | $ 156,449 | $ 147,402 |
Number of reporting units | item | 1 | ||
Goodwill impairment recognized | $ 0 | ||
Accounts receivable collection period | 30 days | ||
Revenue recognized over a straight-line basis, term | 1 year | ||
Number of taxable subsidiaries | subsidiary | 1 | ||
Ferrellgas Partners LP [Member] | |||
Significant Accounting Policies [Line Items] | |||
General partner ownership interest | 2% | 2% | |
Cash paid for interest | $ 156,400 | ||
Ferrellgas Partners LP [Member] | Previously Reported [Member] | |||
Significant Accounting Policies [Line Items] | |||
Cash paid for interest | 205,500 | ||
Ferrellgas Partners LP [Member] | Non-Controlling Interest [Member] | |||
Significant Accounting Policies [Line Items] | |||
General partner ownership interest | 1% | ||
Minimum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment useful life | 2 years | ||
Intangible asset useful life | 2 years | ||
Maximum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment useful life | 30 years | ||
Intangible asset useful life | 15 years | ||
Ferrellgas, L.P. [Member] | |||
Significant Accounting Policies [Line Items] | |||
Cash paid for interest | $ 91,897 | $ 156,449 | $ 132,006 |
Number of taxable subsidiaries | subsidiary | 3 |
Summary of significant accoun_5
Summary of significant accounting policies - Summary Of Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Significant Accounting Policies [Line Items] | |||
Current expense | $ 974 | $ 739 | $ 297 |
Deferred income tax expense | 7 | 2 | 554 |
Income tax expense | 981 | 741 | 851 |
Ferrellgas, L.P. [Member] | |||
Significant Accounting Policies [Line Items] | |||
Current expense | 969 | 725 | 248 |
Deferred income tax expense | 7 | 2 | 554 |
Income tax expense | $ 976 | $ 727 | $ 802 |
Summary of significant accoun_6
Summary of significant accounting policies - Deferred Taxes Assets And Liabilities (Details) - USD ($) $ in Thousands | Jul. 31, 2022 | Jul. 31, 2021 |
Significant Accounting Policies [Line Items] | ||
Deferred tax assets (included in Other assets, net) | $ 4 | $ 5 |
Deferred tax liabilities (included in Other liabilities) | (9) | (3) |
Net deferred tax asset | 2 | |
Net deferred tax liability | (5) | |
Ferrellgas, L.P. [Member] | ||
Significant Accounting Policies [Line Items] | ||
Deferred tax assets (included in Other assets, net) | 4 | 5 |
Deferred tax liabilities (included in Other liabilities) | (9) | (3) |
Net deferred tax asset | $ 2 | |
Net deferred tax liability | $ (5) |
Acquisitions and dispositions -
Acquisitions and dispositions - Acquisitions Funding (Details) | 12 Months Ended | ||
Jul. 31, 2022 USD ($) | Jul. 31, 2021 USD ($) | Jul. 31, 2020 USD ($) | |
Business Acquisition [Line Items] | |||
Cash payments, net of cash acquired | $ 19,679,000 | $ 6,567,000 | $ 10,195,000 |
Series of Individually Immaterial Business Acquisitions [Member] | |||
Business Acquisition [Line Items] | |||
Cash payments, net of cash acquired | 19,679,000 | 6,567,000 | 10,195,000 |
Issuance of liabilities and other costs and considerations | 2,022,000 | 1,344,000 | 975,000 |
Aggregate fair value of transactions | $ 21,701,000 | 7,911,000 | 11,170,000 |
Propane and related equipment sales [Member] | Series of Individually Immaterial Business Acquisitions [Member] | |||
Business Acquisition [Line Items] | |||
Number of independent distributors | 2 | ||
Aggregate fair value of transactions | $ 21,700,000 | 7,900,000 | 11,200,000 |
Ferrellgas, L.P. [Member] | |||
Business Acquisition [Line Items] | |||
Cash payments, net of cash acquired | $ 19,679,000 | $ 6,567,000 | $ 10,195,000 |
Acquisitions and dispositions_2
Acquisitions and dispositions - Fair Value Allocation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets [Abstract] | |||
Goodwill, Name of Segment [Extensible List] | Propane and related equipment sales [Member] | ||
Goodwill | $ 257,099 | $ 246,946 | $ 247,195 |
Series of Individually Immaterial Business Acquisitions [Member] | Propane and related equipment sales [Member] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets [Abstract] | |||
Customer tanks, buildings, land and other | 6,564 | 2,607 | 6,598 |
Goodwill | 10,153 | ||
Aggregate fair value of net assets acquired | 21,701 | 7,911 | 11,170 |
Series of Individually Immaterial Business Acquisitions [Member] | Propane and related equipment sales [Member] | Customer Lists [Member] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets [Abstract] | |||
Finite-lived Intangible Assets Acquired | 4,259 | 4,973 | 738 |
Series of Individually Immaterial Business Acquisitions [Member] | Propane and related equipment sales [Member] | Non-Compete Agreements [Member] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets [Abstract] | |||
Finite-lived Intangible Assets Acquired | 725 | 331 | $ 3,834 |
Ferrellgas, L.P. [Member] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets [Abstract] | |||
Goodwill | $ 257,099 | $ 246,946 |
Acquisitions and dispositions_3
Acquisitions and dispositions - Dispositions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Gain (loss) on asset sales and disposals | $ 6,618 | $ (1,831) | $ (7,924) |
Proceeds from sale of assets | 2,914 | 5,295 | 4,472 |
Promissory note | 415 | 19,765 | |
Property And Equipment [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Gain (loss) on asset sales and disposals | 6,618 | (1,831) | (7,924) |
Ferrellgas, L.P. [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Gain (loss) on asset sales and disposals | 6,618 | (1,831) | (7,924) |
Proceeds from sale of assets | $ 2,914 | 5,295 | $ 4,472 |
Notes Receivable, Related Parties, Noncurrent | $ 17,001 |
Quarterly distribution of ava_2
Quarterly distribution of available cash (Details) - item | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Mar. 30, 2021 | |
Earnings Distribution Allocation [Line Items] | |||
Cash reserve for distributions, number of quarters provided | 4 | ||
Maximum days after end of quarter to make distributions | 45 days | ||
Senior Notes 5.375 Percent Due 2026 [Member] | |||
Earnings Distribution Allocation [Line Items] | |||
Interest rate, as a percent | 5.375% | 5.375% | |
Senior Notes 5.875 Percent Due 2029 [Member] | |||
Earnings Distribution Allocation [Line Items] | |||
Interest rate, as a percent | 5.875% | 5.875% | |
Ferrellgas, L.P. [Member] | |||
Earnings Distribution Allocation [Line Items] | |||
Cash reserve for distributions, number of quarters provided | 4 | ||
Maximum days after end of quarter to make distributions | 45 days | ||
Cash distributions to Ferrellgas Partners | 99% | ||
Cash distributions to general partner | 1% | ||
Ferrellgas, L.P. [Member] | Senior Notes 5.375 Percent Due 2026 [Member] | |||
Earnings Distribution Allocation [Line Items] | |||
Interest rate, as a percent | 5.375% | ||
Ferrellgas, L.P. [Member] | Senior Notes 5.875 Percent Due 2029 [Member] | |||
Earnings Distribution Allocation [Line Items] | |||
Interest rate, as a percent | 5.875% |
Supplemental financial statem_3
Supplemental financial statement information - Inventories (Details) $ in Thousands, gal in Millions | 12 Months Ended | |
Jul. 31, 2022 USD ($) gal | Jul. 31, 2021 USD ($) | |
Supplemental Financial Statement Information [Line Items] | ||
Propane gas and related products | $ 96,679 | $ 75,848 |
Appliances, parts and supplies, and other | 18,508 | 12,531 |
Inventories | $ 115,187 | 88,379 |
Supply procurement contract duration | 36 months | |
Net procurement of fixed priced propane by Ferrellgas in gallons | gal | 5.3 | |
Ferrellgas, L.P. [Member] | ||
Supplemental Financial Statement Information [Line Items] | ||
Inventories | $ 115,187 | $ 88,379 |
Supplemental financial statem_4
Supplemental financial statement information - Property, Plant And Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 1,317,436 | $ 1,268,256 | |
Less: accumulated depreciation | 714,288 | 686,138 | |
Property, plant and equipment, net | 603,148 | 582,118 | |
Depreciation | 71,000 | 64,100 | $ 64,500 |
Land [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 41,814 | 40,346 | |
Land Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 15,560 | 15,128 | |
Buildings And Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives | 20 years | ||
Property, plant and equipment, gross | $ 88,970 | 88,620 | |
Vehicles, Including Transport Trailers [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 117,746 | 110,517 | |
Bulk Equipment And District Facilities [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 115,927 | 110,983 | |
Tanks, Cylinders And Customer Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 825,361 | 786,912 | |
Computer And Office Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 104,364 | 107,272 | |
Construction In Progress [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 7,694 | 8,478 | |
Minimum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives | 2 years | ||
Minimum [Member] | Land Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives | 2 years | ||
Minimum [Member] | Vehicles, Including Transport Trailers [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives | 8 years | ||
Minimum [Member] | Bulk Equipment And District Facilities [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives | 5 years | ||
Minimum [Member] | Tanks, Cylinders And Customer Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives | 2 years | ||
Minimum [Member] | Computer And Office Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives | 2 years | ||
Maximum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives | 30 years | ||
Maximum [Member] | Land Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives | 20 years | ||
Maximum [Member] | Vehicles, Including Transport Trailers [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives | 20 years | ||
Maximum [Member] | Bulk Equipment And District Facilities [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives | 30 years | ||
Maximum [Member] | Tanks, Cylinders And Customer Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives | 30 years | ||
Maximum [Member] | Computer And Office Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives | 5 years | ||
Ferrellgas, L.P. [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, net | $ 603,148 | $ 582,118 |
Supplemental financial statem_5
Supplemental financial statement information - Prepaids and Other Assets Net (Details) - USD ($) $ in Thousands | Jul. 31, 2022 | Jul. 31, 2021 |
Supplemental Financial Statement Information [Line Items] | ||
Broker margin deposit assets | $ 12,338 | $ 21,068 |
Other assets | 18,426 | 18,024 |
Prepaid expenses and other current assets | 30,764 | 39,092 |
Notes receivable, less current portion and allowance | 415 | 19,765 |
Finance lease right-of-use assets | 31,421 | 34,858 |
Other | 47,408 | 38,605 |
Other assets, net | 79,244 | 93,228 |
Ferrellgas, L.P. [Member] | ||
Supplemental Financial Statement Information [Line Items] | ||
Broker margin deposit assets | 12,338 | 21,068 |
Other assets | 18,405 | 18,005 |
Prepaid expenses and other current assets | 30,743 | 39,073 |
Other assets, net | $ 79,244 | $ 93,228 |
Supplemental financial statem_6
Supplemental financial statement information - Other Current Liabilities (Details) - USD ($) $ in Thousands | Jul. 31, 2022 | Jul. 31, 2021 |
Supplemental Financial Statement Information [Line Items] | ||
Accrued interest | $ 29,703 | $ 29,095 |
Customer deposits and advances | 33,189 | 35,734 |
Accrued payroll | 29,717 | 28,143 |
Accrued insurance | 16,114 | 11,104 |
Broker margin deposit liability | 32,805 | 79,178 |
Accrued senior preferred units distributions | 17,466 | 16,013 |
Other | 59,616 | 46,733 |
Other current liabilities | 218,610 | 246,000 |
Ferrellgas, L.P. [Member] | ||
Supplemental Financial Statement Information [Line Items] | ||
Accrued interest | 29,703 | 29,095 |
Customer deposits and advances | 33,189 | 35,734 |
Accrued payroll | 29,717 | 28,143 |
Accrued insurance | 16,114 | 11,104 |
Broker margin deposit liability | 32,805 | 79,178 |
Accrued senior preferred units distributions | 17,466 | 16,013 |
Other | 59,339 | 46,515 |
Other current liabilities | $ 218,333 | $ 245,782 |
Supplemental financial statem_7
Supplemental financial statement information - Shipping and Handling (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Supplemental Financial Statement Information [Line Items] | |||
Operating expense - personnel, vehicle, plant and other | $ 520,603 | $ 465,816 | $ 493,055 |
Depreciation and amortization expense | 89,897 | 85,382 | 80,481 |
Operating expense - equipment lease expense | 23,094 | 27,062 | 33,017 |
Shipping and Handling [Member] | |||
Supplemental Financial Statement Information [Line Items] | |||
Operating expense - personnel, vehicle, plant and other | 244,022 | 217,292 | 219,598 |
Depreciation and amortization expense | 14,370 | 13,691 | 9,857 |
Operating expense - equipment lease expense | 18,874 | 22,609 | 32,518 |
Costs and Expenses, Total | 277,266 | 253,592 | 261,973 |
Ferrellgas, L.P. [Member] | |||
Supplemental Financial Statement Information [Line Items] | |||
Operating expense - personnel, vehicle, plant and other | 520,603 | 465,816 | 493,055 |
Depreciation and amortization expense | 89,897 | 85,382 | 80,481 |
Operating expense - equipment lease expense | $ 23,094 | $ 27,062 | $ 33,017 |
Supplemental financial statem_8
Supplemental financial statement information - Cash, Cash Equivalents And Restricted Cash (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | Jul. 31, 2019 | |
Supplemental Financial Statement Information [Line Items] | ||||
Cash and cash equivalents | $ 147,529 | $ 270,452 | ||
Restricted cash | 11,208 | 11,500 | ||
Cash deposit against contingencies | 11,200 | 11,500 | ||
Cash, cash equivalents and restricted cash | 158,737 | 281,952 | $ 333,761 | $ 11,054 |
Cash paid for interest | 91,897 | 156,449 | 147,402 | |
Income taxes | 1,018 | 706 | 289 | |
Noncash Investing and Financing Items [Abstract] | ||||
Liability incurred in connection with Financing Agreement amendment | 8,863 | |||
Liabilities incurred in connection with acquisitions | 2,022 | 1,344 | 975 | |
Change in accruals for property, plant and equipment additions | 450 | (386) | 216 | |
Lease liabilities arising from operating right-of-use assets | 12,748 | 8,374 | 14,938 | |
Lease liabilities arising from finance right-of-use assets | 2,209 | 2,310 | 45,455 | |
Accrued senior preferred units distributions | 17,466 | 16,013 | ||
Ferrellgas, L.P. [Member] | ||||
Supplemental Financial Statement Information [Line Items] | ||||
Cash and cash equivalents | 147,258 | 270,188 | ||
Restricted cash | 11,208 | 11,500 | ||
Cash deposit against contingencies | 11,200 | 11,500 | ||
Cash, cash equivalents and restricted cash | 158,466 | 281,688 | 333,755 | $ 11,046 |
Cash paid for interest | 91,897 | 156,449 | 132,006 | |
Income taxes | 1,014 | 693 | 241 | |
Noncash Investing and Financing Items [Abstract] | ||||
Liability incurred in connection with Financing Agreement amendment | 8,863 | |||
Liabilities incurred in connection with acquisitions | 2,022 | 1,344 | 975 | |
Change in accruals for property, plant and equipment additions | 450 | (386) | 216 | |
Lease liabilities arising from operating right-of-use assets | 12,748 | 8,374 | 14,938 | |
Lease liabilities arising from finance right-of-use assets | 2,209 | 2,310 | $ 45,455 | |
Accrued senior preferred units distributions | $ 17,466 | $ 16,013 |
Accounts and notes receivable_3
Accounts and notes receivable, net (Details) - USD ($) $ in Thousands | Jul. 31, 2022 | Jul. 31, 2021 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | $ 154,570 | $ 135,182 |
Notes receivable | 2,517 | 13,648 |
Less: Allowance for expected credit losses | (6,692) | (17,256) |
Accounts and notes receivable, net | 150,395 | 131,574 |
Ferrellgas, L.P. [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts and notes receivable, net | $ 150,395 | $ 131,574 |
Goodwill and intangible asset_3
Goodwill and intangible assets, net - Components (Details) - USD ($) $ in Thousands | Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 |
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Goodwill, gross carrying amount | $ 257,099 | $ 246,946 | |
Goodwill, net | 257,099 | 246,946 | $ 247,195 |
Amortizable intangible assets, gross carrying amount | 486,738 | 481,754 | |
Amortizable intangible assets, accumulated amortization | (440,121) | (432,032) | |
Amortizable intangible assets, net | 46,617 | 49,722 | |
Intangible assets gross excluding goodwill | 537,759 | 532,775 | |
Intangible assets amortization and impairment net excluding goodwill | (440,121) | (432,032) | |
Intangible assets net excluding goodwill | 97,638 | 100,743 | |
Trade Names And Trademarks [Member] | |||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Indefinite-lived intangible assets (excluding goodwill) | 51,021 | 51,021 | |
Customer Lists [Member] | |||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Amortizable intangible assets, gross carrying amount | 456,181 | 451,922 | |
Amortizable intangible assets, accumulated amortization | (412,548) | (405,490) | |
Amortizable intangible assets, net | 43,633 | 46,432 | |
Non-Compete Agreements [Member] | |||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Amortizable intangible assets, gross carrying amount | 27,044 | 26,319 | |
Amortizable intangible assets, accumulated amortization | (24,060) | (23,029) | |
Amortizable intangible assets, net | 2,984 | 3,290 | |
Other Intangible Assets [Member] | |||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Amortizable intangible assets, gross carrying amount | 3,513 | 3,513 | |
Amortizable intangible assets, accumulated amortization | (3,513) | (3,513) | |
Amortizable intangible assets, net | 0 | 0 | |
Ferrellgas, L.P. [Member] | |||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Goodwill, net | 257,099 | 246,946 | |
Amortizable intangible assets, accumulated amortization | (440,121) | (432,032) | |
Intangible assets net excluding goodwill | $ 97,638 | $ 100,743 |
Goodwill and intangible asset_4
Goodwill and intangible assets, net - Goodwill Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 31, 2022 | Jul. 31, 2021 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 246,946 | $ 247,195 |
Goodwill acquisitions | 10,153 | |
Impairment | 0 | |
Other | (249) | |
Goodwill, ending balance | $ 257,099 | 246,946 |
Goodwill, Name of Segment [Extensible List] | Propane and related equipment sales [Member] | |
Ferrellgas, L.P. [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 246,946 | |
Goodwill, ending balance | $ 257,099 | $ 246,946 |
Goodwill and intangible asset_5
Goodwill and intangible assets, net - Lives (Details) | 12 Months Ended |
Jul. 31, 2022 | |
Minimum [Member] | |
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |
Intangible asset useful life | 2 years |
Maximum [Member] | |
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |
Intangible asset useful life | 15 years |
Customer Lists [Member] | |
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |
Intangible asset, weighted average useful life | 15 years |
Customer Lists [Member] | Maximum [Member] | |
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |
Intangible asset useful life | 15 years |
Non Compete Agreements And Other Intangible Assets [Member] | |
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |
Intangible asset, weighted average useful life | 9 years |
Non Compete Agreements And Other Intangible Assets [Member] | Minimum [Member] | |
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |
Intangible asset useful life | 5 years |
Non Compete Agreements And Other Intangible Assets [Member] | Maximum [Member] | |
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |
Intangible asset useful life | 10 years |
Goodwill and intangible asset_6
Goodwill and intangible assets, net - Aggregate Amortization Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Goodwill and intangible assets, net | |||
Aggregate amortization expense | $ 8,089 | $ 8,742 | $ 9,079 |
Goodwill and intangible asset_7
Goodwill and intangible assets, net - Estimated Amortization Expense (Details) $ in Thousands | Jul. 31, 2022 USD ($) |
Goodwill and intangible assets, net | |
2023 | $ 7,837 |
2024 | 7,599 |
2025 | 5,561 |
2026 | 5,001 |
2027 | $ 4,610 |
Debt - Components Of Long-Term
Debt - Components Of Long-Term Debt (Details) - USD ($) $ in Thousands | Jul. 31, 2022 | Jul. 31, 2021 | Mar. 30, 2021 |
Schedule of Capitalization, Long-term Debt [Line Items] | |||
Total long-term debt | $ 1,479,539 | $ 1,478,882 | |
Unamortized debt issuance and other costs | (27,731) | (32,322) | |
Less: current portion of long-term debt | 1,792 | 1,670 | |
Long-term debt | 1,450,016 | 1,444,890 | |
Senior Notes 5.375 Percent Due 2026 [Member] | |||
Schedule of Capitalization, Long-term Debt [Line Items] | |||
Unsecured senior notes | $ 650,000 | $ 650,000 | |
Interest rate, as a percent | 5.375% | 5.375% | |
Senior Notes 5.875 Percent Due 2029 [Member] | |||
Schedule of Capitalization, Long-term Debt [Line Items] | |||
Unsecured senior notes | $ 825,000 | $ 825,000 | |
Interest rate, as a percent | 5.875% | 5.875% | |
Notes payable Due 2022 to 2029 | |||
Schedule of Capitalization, Long-term Debt [Line Items] | |||
Notes payable | $ 4,539 | $ 3,882 | |
Unamortized discount | $ 465 | $ 573 | |
Debt, Weighted Average Interest Rate | 8.90% | 8.80% | |
Ferrellgas, L.P. [Member] | |||
Schedule of Capitalization, Long-term Debt [Line Items] | |||
Less: current portion of long-term debt | $ 1,792 | $ 1,670 | |
Long-term debt | $ 1,450,016 | $ 1,444,890 | |
Ferrellgas, L.P. [Member] | Senior Notes 5.375 Percent Due 2026 [Member] | |||
Schedule of Capitalization, Long-term Debt [Line Items] | |||
Interest rate, as a percent | 5.375% | ||
Ferrellgas, L.P. [Member] | Senior Notes 5.875 Percent Due 2029 [Member] | |||
Schedule of Capitalization, Long-term Debt [Line Items] | |||
Interest rate, as a percent | 5.875% |
Debt - Long-Term Debt Activity
Debt - Long-Term Debt Activity (Details) $ in Thousands | 12 Months Ended | |||
Mar. 30, 2021 USD ($) | Jul. 31, 2022 USD ($) subsidiary | Jul. 31, 2021 USD ($) | Jul. 31, 2020 USD ($) | |
Debt Instrument [Line Items] | ||||
Proceeds from issuance of long-term debt | $ 0 | $ 1,475,000 | $ 703,750 | |
Number of subsidiaries | subsidiary | 2 | |||
Prepayment premium paid | $ 0 | 83,072 | 17,516 | |
Non-cash write-offs of unamortized debt discount and related capitalized debt costs | $ 24,899 | |||
Senior Notes 5.375 Percent Due 2026 And Senior Notes 5.875 Percent Due 2029 [Member] | ||||
Debt Instrument [Line Items] | ||||
Proceeds from issuance of long-term debt | $ 1,441,200 | |||
Number of subsidiaries | subsidiary | 2 | |||
Senior Notes 5.375 Percent Due 2026 [Member] | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount | 650,000 | |||
Interest rate, as a percent | 5.375% | 5.375% | ||
Senior Notes 5.875 Percent Due 2029 [Member] | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount | $ 825,000 | |||
Interest rate, as a percent | 5.875% | 5.875% | ||
Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Term | 4 years | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 350,000 | |||
Sublimit, after initial period | 200,000 | |||
Borrowing base, fixed portion | $ 200,000 | |||
Additional capacity, percentage applied to accounts receivable | 80% | |||
Additional capacity, percentage applied to inventory | 70% | |||
Revolving Credit Facility [Member] | Base Rate [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate, as a percent | 0.50% | |||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate, as a percent | 1% | |||
Revolving Credit Facility [Member] | Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Undrawn funds fee (as a percent) | 0.50% | |||
Revolving Credit Facility [Member] | Minimum [Member] | ||||
Debt Instrument [Line Items] | ||||
Undrawn funds fee (as a percent) | 0.375% | |||
Eurodollar Loans [Member] | Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Margin added to variable rate (as a percent) | 3% | |||
Eurodollar Loans [Member] | Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Margin added to variable rate (as a percent) | 2.50% | |||
Non-Eurodollar Loans [Member] | Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Margin added to variable rate (as a percent) | 2% | |||
Non-Eurodollar Loans [Member] | Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Margin added to variable rate (as a percent) | 1.50% | |||
Ferrellgas, L.P. [Member] | ||||
Debt Instrument [Line Items] | ||||
Proceeds from issuance of long-term debt | $ 1,475,000 | 703,750 | ||
Prepayment premium paid | 83,072 | $ 17,516 | ||
Non-cash write-offs of unamortized debt discount and related capitalized debt costs | $ 24,899 | |||
Ferrellgas, L.P. [Member] | Senior Notes 5.375 Percent Due 2026 [Member] | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount | $ 650,000 | |||
Interest rate, as a percent | 5.375% | |||
Ferrellgas, L.P. [Member] | Senior Notes 5.875 Percent Due 2029 [Member] | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount | $ 825,000 | |||
Interest rate, as a percent | 5.875% |
Debt - Covenants and Loss on Ex
Debt - Covenants and Loss on Extinguishment (Details) $ in Thousands | 12 Months Ended | |||
Mar. 30, 2021 USD ($) | Jul. 31, 2022 USD ($) item | Jul. 31, 2021 USD ($) | Jul. 31, 2020 USD ($) | |
Debt Instrument [Line Items] | ||||
Proceeds from issuance of long-term debt | $ 0 | $ 1,475,000 | $ 703,750 | |
Total loss on extinguishment of debt | $ 0 | 104,834 | 37,399 | |
Payment of redemption premium on debt extinguishment | 83,072 | |||
Fair value of Class B Units in excess of carrying value | (5,101) | |||
Make-whole payments | 1,964 | |||
Unamortized deferred financing costs | 24,899 | |||
Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Term | 4 years | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 350,000 | |||
Senior Notes 5.375 Percent Due 2026 And Senior Notes 5.875 Percent Due 2029 [Member] | ||||
Debt Instrument [Line Items] | ||||
Number of quarters for required fixed charge coverage ratio | item | 4 | |||
Proceeds from issuance of long-term debt | 1,441,200 | |||
Senior Notes 5.375 Percent Due 2026 [Member] | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount | 650,000 | |||
Senior Notes 5.875 Percent Due 2029 [Member] | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount | 825,000 | |||
Maximum [Member] | Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Secured leverage ratio | 2.50 | |||
Maximum [Member] | Senior Notes 5.375 Percent Due 2026 And Senior Notes 5.875 Percent Due 2029 [Member] | ||||
Debt Instrument [Line Items] | ||||
Total net leverage ratio | 5 | |||
Required fixed charge coverage ratio | 1.75% | |||
Maximum [Member] | Debt Covenant, First Specified Period [Member] | Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Total net leverage ratio | 5.50 | |||
Maximum [Member] | Debt Covenant, Second Specified Period [Member] | Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Total net leverage ratio | 5.25 | |||
Maximum [Member] | Debt Covenant, Third Specified Period [Member] | Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Total net leverage ratio | 5 | |||
Maximum [Member] | Debt Covenant, Fourth Specified Period [Member] | Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Total net leverage ratio | 4.75 | |||
Minimum [Member] | Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest coverage ratio | 2.50 | |||
Available capacity necessary for cash distributions | $ 50,000 | |||
Available capacity as percentage of Borrowing Base, necessary for cash distributions | 15% | |||
Ferrellgas, L.P. [Member] | ||||
Debt Instrument [Line Items] | ||||
Proceeds from issuance of long-term debt | 1,475,000 | 703,750 | ||
Total loss on extinguishment of debt | 107,971 | $ 37,399 | ||
Payment of redemption premium on debt extinguishment | 83,072 | |||
Unamortized deferred financing costs | $ 24,899 | |||
Ferrellgas, L.P. [Member] | Senior Notes 5.375 Percent Due 2026 [Member] | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount | 650,000 | |||
Ferrellgas, L.P. [Member] | Senior Notes 5.875 Percent Due 2029 [Member] | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount | $ 825,000 |
Debt - Maturities (Details)
Debt - Maturities (Details) $ in Thousands | Jul. 31, 2022 USD ($) |
Debt | |
2023 | $ 1,517 |
2024 | 947 |
2025 | 817 |
2026 | 650,435 |
2027 | 100 |
Thereafter | 826,188 |
Total long-term debt | $ 1,480,004 |
Debt - Security (Details)
Debt - Security (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Debt Instrument [Line Items] | |||
Letters of credit outstanding | $ 87.6 | $ 107.7 | |
Commitment fees | 1.1 | $ 0.1 | $ 0.5 |
Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Available borrowing capacity | $ 253.5 |
Preferred units - Issuance (Det
Preferred units - Issuance (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Jul. 31, 2022 | Jul. 31, 2021 | |
Temporary Equity [Line Items] | ||
Preferred units issued (in shares) | 700,000 | |
Preferred Units aggregate initial liquidation preference | $ 700 | |
Purchase price per Preferred Units | $ 1,000 | |
Purchase price discount | 3% | |
Aggregate purchase price | $ 679 | |
Senior preferred units, units outstanding | 700,000 | 700,000 |
Net proceeds from the issuance and sale of the Preferred Units | $ 651.3 | |
Ferrellgas, L.P. [Member] | ||
Temporary Equity [Line Items] | ||
Senior preferred units, units outstanding | 700,000 | 700,000 |
Preferred units - Issuer Redemp
Preferred units - Issuer Redemption Right (Details) $ / shares in Units, $ in Millions | Jul. 31, 2022 USD ($) $ / shares |
Preferred units | |
Redemption right price percentage MOIC | 1.47 |
Purchase price per Preferred Units | $ / shares | $ 1,000 |
Redemption right price percentage of IRR | 12.25% |
Basis point added | 150 |
Partial redemption minimum amount | $ | $ 25 |
Preferred units - Investor Rede
Preferred units - Investor Redemption Right (Details) | Jul. 31, 2022 D shares |
Temporary Equity [Line Items] | |
Percentage of preferred units held | 33.30% |
Percentage of preferred units held by initial affiliated purchasers | 25% |
Days for consummation of sale and payment of redemption price in full | D | 180 |
Class B Limited Partner Units | |
Temporary Equity [Line Items] | |
Threshold units outstanding for right to fully redeem outstanding units in cash | 0 |
Threshold units outstanding for right to trigger sale | 0 |
Preferred Units [Member] | |
Temporary Equity [Line Items] | |
Threshold units outstanding for right to trigger sale | 233,300 |
Preferred Units [Member] | Maximum [Member] | |
Temporary Equity [Line Items] | |
Threshold units outstanding for right to fully redeem outstanding units in cash | 233,300 |
Preferred units - Distributions
Preferred units - Distributions (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Aug. 15, 2022 | Aug. 16, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | Apr. 30, 2021 | |
Temporary Equity [Line Items] | ||||||
Quarterly distribution accrued | $ 17,500 | $ 16,000 | $ 8,000 | |||
Cash distribution | $ 15,700 | 63,356 | 8,011 | $ 0 | ||
Preferred units additional quarterly distribution | 900 | |||||
Preferred units additional quarterly distribution accrued | $ 2,100 | |||||
Cash tax distribution rate | 25% | |||||
Tax rate multiplied by estimated taxable income percentage | 0.25% | |||||
Additional distribution, percentage of taxable income | 20% | |||||
Additional distribution, divisor | 0.8 | |||||
Subsequent Event [Member] | ||||||
Temporary Equity [Line Items] | ||||||
Cash distribution | $ 15,400 | |||||
Minimum [Member] | ||||||
Temporary Equity [Line Items] | ||||||
Applicable premium distribution rate | 0.75 | |||||
Maximum [Member] | ||||||
Temporary Equity [Line Items] | ||||||
Applicable premium distribution rate | 3 | |||||
First Five Years After March 30, 2021 [Member] | Minimum [Member] | ||||||
Temporary Equity [Line Items] | ||||||
Preferred units distribution rate | 8.956% | |||||
First Five Years After March 30, 2021 [Member] | Maximum [Member] | ||||||
Temporary Equity [Line Items] | ||||||
Preferred units distribution rate | 11.125% | |||||
Ferrellgas, L.P. [Member] | ||||||
Temporary Equity [Line Items] | ||||||
Cash distribution | $ 63,356 | $ 8,011 |
Preferred units - Board Rights,
Preferred units - Board Rights, Protective Provisions (Details) | Jul. 31, 2022 USD ($) director shares |
Preferred units | |
Minimum preferred units outstanding to designate director to board by unit holders | shares | 140,000 |
Number of director to the Board permitted to designate by unit holders | director | 1 |
Minimum value outstanding for director appointment | $ | $ 35,000,000 |
Preferred units - Restrictions
Preferred units - Restrictions on Cash Distributions (Details) $ in Millions | Jul. 31, 2022 USD ($) |
Temporary Equity [Line Items] | |
Minimum liquidity | $ 100 |
Period Through May 15, 2022 [Member] | |
Temporary Equity [Line Items] | |
Consolidated net leverage ratio | 7.25 |
Period Thereafter [Member] | |
Temporary Equity [Line Items] | |
Consolidated net leverage ratio | 7 |
Equity (Deficit) - Reverse Unit
Equity (Deficit) - Reverse Unit Split (Details) | Mar. 30, 2021 shares | Jul. 31, 2022 shares | Jul. 31, 2021 shares |
Limited Partners' Capital Account [Line Items] | |||
Limited partner unitholders, units outstanding | 97,152,665 | ||
Class A Limited Partner Units | |||
Limited Partners' Capital Account [Line Items] | |||
Conversion ratio | 0.05 | ||
Limited partner unitholders, units outstanding | 4,857,605 | 4,857,605 | 4,857,605 |
Equity (Deficit) - Units Issued
Equity (Deficit) - Units Issued and Redemption (Details) $ / shares in Units, $ in Thousands, shares in Millions | 12 Months Ended | ||||
Mar. 30, 2021 USD ($) $ / shares shares | Jul. 31, 2022 USD ($) director | Jul. 31, 2021 USD ($) | Jul. 31, 2020 USD ($) | Mar. 31, 2021 USD ($) | |
Limited Partners' Capital Account [Line Items] | |||||
Distribution ratio | 6 | ||||
Aggregate distributions before conversion | $ 357,000 | ||||
Total internal rate of return for redemption | 15.85% | ||||
Notes fair value | $ 385,000 | ||||
Gain (loss) on extinguishment of debt | $ 0 | $ (104,834) | $ (37,399) | ||
Fair value of Class B Units in excess of carrying value | $ (5,101) | ||||
Class B Limited Partner Units | |||||
Limited Partners' Capital Account [Line Items] | |||||
Units issued | shares | 1.3 | ||||
Distribution amount | $ 356,000 | ||||
Units redemption option (in years) | 5 years | ||||
Basis points of internal rate of return for price determination of units redemption | 3 | ||||
Minimum redemption price per unit | $ / shares | $ 302.08 | ||||
Option to hold cash period | 6 months | ||||
Number of independent director to the Board permitted to designate by unit holders | director | 1 | ||||
Initial Majority Holder of Class B Units Holds At Least 50% of Class B Units [Member] | Class B Limited Partner Units | |||||
Limited Partners' Capital Account [Line Items] | |||||
Additional units issued percentage of requisite units held | 50% | ||||
Initial Majority Holder of Class B Units Holds Less Than 50% of Class B Units [Member] | Class B Limited Partner Units | |||||
Limited Partners' Capital Account [Line Items] | |||||
Additional units issued percentage of requisite units held | 33% |
Equity (Deficit) - Conversion F
Equity (Deficit) - Conversion Factor (Details) | Mar. 30, 2021 |
Post Emergence Year One [Member] | |
Limited Partners' Capital Account [Line Items] | |
Conversion factor | 1.75 |
Post Emergence Year Two [Member] | |
Limited Partners' Capital Account [Line Items] | |
Conversion factor | 2 |
Post Emergence Year Three [Member] | |
Limited Partners' Capital Account [Line Items] | |
Conversion factor | 3.50 |
Post Emergence Year Four [Member] | |
Limited Partners' Capital Account [Line Items] | |
Conversion factor | 4 |
Post Emergence Year Five [Member] | |
Limited Partners' Capital Account [Line Items] | |
Conversion factor | 5 |
Post Emergence Year Six [Member] | |
Limited Partners' Capital Account [Line Items] | |
Conversion factor | 6 |
Post Emergence Year Seven [Member] | |
Limited Partners' Capital Account [Line Items] | |
Conversion factor | 7 |
Post Emergence Year Eight [Member] | |
Limited Partners' Capital Account [Line Items] | |
Conversion factor | 10 |
Post Emergence Year Nine [Member] | |
Limited Partners' Capital Account [Line Items] | |
Conversion factor | 12 |
Post Emergence Year Ten [Member] | |
Limited Partners' Capital Account [Line Items] | |
Conversion factor | 25 |
Equity (Deficit) - Limited Part
Equity (Deficit) - Limited Partner Units (Details) - shares | Jul. 31, 2022 | Jul. 31, 2021 | Mar. 30, 2021 |
Capital Unit [Line Items] | |||
Limited partner unitholders, units outstanding | 97,152,665 | ||
Ferrell Companies [Member] | |||
Capital Unit [Line Items] | |||
Limited partner unitholders, units outstanding | 1,126,468 | 1,126,468 | |
FCI Trading Corp. [Member] | |||
Capital Unit [Line Items] | |||
Limited partner unitholders, units outstanding | 9,784 | 9,784 | |
Ferrell Propane, Inc. [Member] | |||
Capital Unit [Line Items] | |||
Limited partner unitholders, units outstanding | 2,560 | 2,560 | |
James E. Ferrell [Member] | |||
Capital Unit [Line Items] | |||
Limited partner unitholders, units outstanding | 238,172 | 238,172 | |
Public Common Unitholders [Member] | |||
Capital Unit [Line Items] | |||
Limited partner unitholders, units outstanding | 3,480,621 | 3,480,621 |
Equity (Deficit) - Ownership (D
Equity (Deficit) - Ownership (Details) - shares | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Mar. 30, 2021 | |
Capital Unit [Line Items] | |||
Limited partner unitholders, units outstanding | 97,152,665 | ||
Minimum percentage ownership of outstanding common units resulting in non voting of owners | 20% | ||
Ferrell Companies [Member] | |||
Capital Unit [Line Items] | |||
Limited partner unitholders, units outstanding | 1,126,468 | 1,126,468 | |
James E. Ferrell [Member] | |||
Capital Unit [Line Items] | |||
Limited partner unitholders, units outstanding | 238,172 | 238,172 | |
Ferrellgas Partners LP [Member] | |||
Capital Unit [Line Items] | |||
General partner ownership interest | 2% | 2% | |
Ferrellgas Partners LP [Member] | Ferrell Companies [Member] | |||
Capital Unit [Line Items] | |||
Limited partner ownership interest | 23.40% | ||
Ferrellgas, L.P. [Member] | |||
Capital Unit [Line Items] | |||
Limited partner ownership interest | 98% | ||
Ferrell Companies [Member] | Ferrellgas Partners LP [Member] | |||
Capital Unit [Line Items] | |||
Limited partner ownership interest | 23% | ||
FCI Trading Corp. [Member] | Ferrell Companies [Member] | |||
Capital Unit [Line Items] | |||
Limited partner unitholders, units outstanding | 9,784 | ||
Ferrell Propane, Inc. [Member] | Ferrell Companies [Member] | |||
Capital Unit [Line Items] | |||
Limited partner unitholders, units outstanding | 2,560 | ||
JEF Capital Management [Member] | James E. Ferrell [Member] | |||
Capital Unit [Line Items] | |||
Limited partner unitholders, units outstanding | 237,942 | ||
Ferrell Resources Holdings, Inc. [Member] | Ferrellgas Partners LP [Member] | James E. Ferrell [Member] | |||
Capital Unit [Line Items] | |||
Limited partner unitholders, units outstanding | 230 | ||
Ferrellgas Inc., General Partner [Member] | Ferrellgas Partners LP [Member] | |||
Capital Unit [Line Items] | |||
General partner ownership interest | 1% | ||
Ferrellgas Inc., General Partner [Member] | Ferrellgas, L.P. [Member] | |||
Capital Unit [Line Items] | |||
General partner ownership interest | 1.0101% | 1.0101% | |
Ferrellgas Partners LP [Member] | Ferrellgas, L.P. [Member] | |||
Capital Unit [Line Items] | |||
Limited partner ownership interest | 99% |
Equity (Deficit) - Paid Distrib
Equity (Deficit) - Paid Distributions (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 31, 2022 | Jul. 31, 2020 | |
Limited Partners' Capital Account [Line Items] | ||
Distributions paid | $ 99,996 | $ 158 |
Parent [Member] | ||
Limited Partners' Capital Account [Line Items] | ||
Distributions paid | 99,996 | 0 |
Common Unitholders [Member] | ||
Limited Partners' Capital Account [Line Items] | ||
Distributions paid | 100,000 | |
Ferrellgas, L.P. [Member] | ||
Limited Partners' Capital Account [Line Items] | ||
Distributions paid | 119,216 | 15,654 |
Ferrellgas, L.P. [Member] | Ferrellgas Inc., General Partner [Member] | ||
Limited Partners' Capital Account [Line Items] | ||
Distributions paid | 158 | |
Ferrellgas, L.P. [Member] | Ferrellgas Partners LP [Member] | ||
Limited Partners' Capital Account [Line Items] | ||
Distributions paid | 119,216 | 15,496 |
Ferrellgas, L.P. [Member] | Common Unitholders [Member] | ||
Limited Partners' Capital Account [Line Items] | ||
Distributions paid | $ 119,216 | 15,496 |
Ferrellgas, L.P. [Member] | General Partner [Member] | ||
Limited Partners' Capital Account [Line Items] | ||
Distributions paid | $ 158 |
Equity (Deficit) - Contribution
Equity (Deficit) - Contributions and AOCI (Details) - USD ($) | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Capital Unit [Line Items] | |||
Contributions in connection with non-cash ESOP compensation charges | $ 3,170,000 | $ 3,215,000 | $ 2,871,000 |
Ferrellgas Partners LP [Member] | |||
Capital Unit [Line Items] | |||
General partner ownership interest | 2% | 2% | |
General Partner [Member] | |||
Capital Unit [Line Items] | |||
Contributions in connection with non-cash ESOP compensation charges | $ 31,000 | $ 33,000 | 28,000 |
Ferrellgas, L.P. [Member] | |||
Capital Unit [Line Items] | |||
Contributions in connection with non-cash ESOP compensation charges | 3,170,000 | 3,215,000 | 2,871,000 |
Ferrellgas, L.P. [Member] | Common Unitholders [Member] | |||
Capital Unit [Line Items] | |||
Contributions in connection with non-cash ESOP compensation charges | 3,138,000 | 3,183,000 | 2,842,000 |
Ferrellgas, L.P. [Member] | General Partner [Member] | |||
Capital Unit [Line Items] | |||
Contributions in connection with non-cash ESOP compensation charges | 32,000 | 32,000 | $ 29,000 |
Ferrellgas Inc., General Partner [Member] | |||
Capital Unit [Line Items] | |||
Contributions in connection with non-cash ESOP compensation charges | $ 63,000 | $ 65,000 | |
Ferrellgas Inc., General Partner [Member] | Ferrellgas, L.P. [Member] | |||
Capital Unit [Line Items] | |||
General partner ownership interest | 1.0101% | 1.0101% | |
Ferrellgas Inc., General Partner [Member] | Ferrellgas Partners LP [Member] | |||
Capital Unit [Line Items] | |||
General partner ownership interest | 1% |
Leases - Assets and Liabilities
Leases - Assets and Liabilities (Details) - USD ($) $ in Thousands | Jul. 31, 2022 | Jul. 31, 2021 |
Assets and Liabilities, Lessee [Abstract] | ||
Operating Lease, Right-of-Use Asset | $ 72,888 | $ 87,611 |
Finance Lease, Right-of-Use Asset | $ 31,421 | $ 34,858 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Other Assets, Noncurrent | Other Assets, Noncurrent |
Total leased assets | $ 104,309 | $ 122,469 |
Operating Lease, Liability, Current | 25,824 | 25,363 |
Finance Lease, Liability, Current | $ 6,581 | $ 7,479 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Other Liabilities, Current | Other Liabilities, Current |
Operating Lease, Liability, Noncurrent | $ 47,231 | $ 74,349 |
Finance Lease, Liability, Noncurrent | $ 25,309 | $ 28,029 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other Liabilities, Noncurrent | Other Liabilities, Noncurrent |
Total leased liabilities | $ 104,945 | $ 135,220 |
Ferrellgas, L.P. [Member] | ||
Assets and Liabilities, Lessee [Abstract] | ||
Operating Lease, Right-of-Use Asset | 72,888 | 87,611 |
Operating Lease, Liability, Current | 25,824 | 25,363 |
Operating Lease, Liability, Noncurrent | $ 47,231 | $ 74,349 |
Leases - Lease Expenses (Detail
Leases - Lease Expenses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Lease, Cost [Abstract] | |||
Operating lease expense | $ 30,340 | $ 36,170 | $ 41,487 |
Short-term expense | 9,502 | 8,727 | 7,690 |
Variable lease expense | 5,258 | 3,875 | 4,525 |
Total finance lease expense | 9,565 | 12,633 | 3,673 |
Total lease expense | 54,665 | 61,405 | 57,375 |
Operating expenses - personnel, vehicle, plant and other | |||
Lease, Cost [Abstract] | |||
Operating lease expense | 6,832 | 7,695 | 7,450 |
Short-term expense | 9,231 | 8,151 | 7,188 |
Variable lease expense | 3,096 | 2,328 | 2,883 |
Operating expense - equipment lease expense | |||
Lease, Cost [Abstract] | |||
Operating lease expense | 20,291 | 26,127 | 30,994 |
Variable lease expense | 2,162 | 1,547 | 1,642 |
Cost of Sales [Member] | |||
Lease, Cost [Abstract] | |||
Operating lease expense | 1,630 | 1,911 | 1,553 |
General and Administrative Expense [Member] | |||
Lease, Cost [Abstract] | |||
Operating lease expense | 1,587 | 437 | 1,490 |
Short-term expense | 271 | 576 | 502 |
Depreciation And Amortization Expense [Member] | |||
Lease, Cost [Abstract] | |||
Amortization of leased assets | 6,660 | 8,878 | 2,613 |
Interest Expense [Member] | |||
Lease, Cost [Abstract] | |||
Interest on lease liabilities | $ 2,905 | $ 3,755 | $ 1,060 |
Leases - Maturity (Details)
Leases - Maturity (Details) $ in Thousands | Jul. 31, 2022 USD ($) |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | |
2023 | $ 28,487 |
2024 | 22,399 |
2025 | 15,668 |
2026 | 6,035 |
2027 | 2,551 |
Thereafter | 15,322 |
Total lease payments, Operating Leases | 90,462 |
Less: Imputed interest | (17,407) |
Present value of lease liabilities, Operating Leases | 73,055 |
Finance Lease, Liability, Payment, Due [Abstract] | |
2023 | 8,886 |
2024 | 8,541 |
2025 | 8,376 |
2026 | 7,528 |
2027 | 4,959 |
Thereafter | 295 |
Total lease payments, Finance Leases | 38,585 |
Less: Imputed interest | (6,695) |
Present value of lease liabilities, Finance Leases | 31,890 |
Operating And Finance Lease Liabilities Payments Due [Abstract] | |
2023 | 37,373 |
2024 | 30,940 |
2025 | 24,044 |
2026 | 13,563 |
2027 | 7,510 |
Thereafter | 15,617 |
Total lease payments | 129,047 |
Less: Imputed interest | (24,102) |
Present value of lease liabilities | $ 104,945 |
Leases - Assumptions (Details)
Leases - Assumptions (Details) | Jul. 31, 2022 |
Lessee Disclosure [Abstract] | |
Operating Lease, Weighted Average Remaining Lease Term | 4 years 10 months 24 days |
Finance Lease, Weighted Average Remaining Lease Term | 4 years 3 months 18 days |
Operating Lease, Weighted Average Discount Rate, Percent | 7.60% |
Finance Lease, Weighted Average Discount Rate, Percent | 8.30% |
Leases - Cash Flow (Details)
Leases - Cash Flow (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Operating cash flows, operating leases | $ 32,699 | $ 34,895 | $ 41,636 |
Operating cash flows, financing leases | 9,475 | 3,396 | 1,060 |
Financing cash flows, financing leases | 6,545 | 7,188 | 2,116 |
Ferrellgas, L.P. [Member] | |||
Financing cash flows, financing leases | $ 6,545 | $ 7,188 | $ 2,116 |
Revenue from contracts with c_3
Revenue from contracts with customers (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Disaggregation of Revenue [Line Items] | |||
Accounts receivable collection period | 30 days | ||
Residential customer, annual cost spread period | 12 months | ||
Rental income recognition period | 1 year | ||
Revenues | $ 2,114,540 | $ 1,754,310 | $ 1,497,826 |
Contract assets and liabilities | |||
Contract assets | 11,935 | 10,074 | |
Contract liabilities | |||
Deferred revenue | 47,929 | 49,354 | |
Deferred revenue recognized | 41,500 | ||
Propane And Related Equipment [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 2,114,540 | 1,754,310 | 1,497,826 |
Retail Sales To End Users [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 1,446,857 | 1,123,956 | 964,087 |
Wholesale Sales To Resellers [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 549,058 | 516,599 | 430,435 |
Other Gas Sales [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 21,964 | 28,297 | 21,269 |
Other Revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 96,661 | 85,458 | 82,035 |
Ferrellgas, L.P. [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 2,114,540 | 1,754,310 | 1,497,826 |
Ferrellgas, L.P. [Member] | Other Revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | $ 96,661 | $ 85,458 | $ 82,035 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities (Details) - USD ($) $ in Thousands | Jul. 31, 2022 | Jul. 31, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Commodity derivatives propane swap assets | $ 51,267 | $ 94,244 |
Commodity derivatives propane swap liabilities | (12,960) | (4,458) |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Commodity derivatives propane swap assets | 0 | 0 |
Commodity derivatives propane swap liabilities | 0 | 0 |
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Commodity derivatives propane swap assets | 51,267 | 94,244 |
Commodity derivatives propane swap liabilities | (12,960) | (4,458) |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Commodity derivatives propane swap assets | 0 | 0 |
Commodity derivatives propane swap liabilities | $ 0 | $ 0 |
Fair Value Measurements - Other
Fair Value Measurements - Other Financial Instruments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Long-term debt, fair value | $ 1,327,800 | $ 1,466,400 | |
Gain (loss) on extinguishment of debt | $ 0 | (104,834) | $ (37,399) |
Ferrellgas, L.P. [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Gain (loss) on extinguishment of debt | $ (107,971) | $ (37,399) |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activities - Balance Sheet (Details) - USD ($) | 12 Months Ended | |
Jul. 31, 2022 | Jul. 31, 2021 | |
Derivatives, Fair Value [Line Items] | ||
Gain (loss) recognized due to ineffectiveness | $ 0 | |
Commodity derivatives propane swap assets | 51,267,000 | $ 94,244,000 |
Derivative Asset, Fair Value, Gross Asset | 51,267,000 | 94,244,000 |
Commodity derivatives propane swap liabilities | 12,960,000 | 4,458,000 |
Derivative Liability, Fair Value, Gross Liability | 12,960,000 | 4,458,000 |
Price risk management asset | ||
Derivatives, Fair Value [Line Items] | ||
Commodity derivatives propane swap assets | 43,015,000 | 78,001,000 |
Other Current Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Commodity derivatives propane swap liabilities | 11,840,000 | 3,429,000 |
Other Assets, Net [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Commodity derivatives propane swap assets | 8,252,000 | 16,243,000 |
Other Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Commodity derivatives propane swap liabilities | $ 1,120,000 | $ 1,029,000 |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities - Margin Balances (Details) - USD ($) $ in Thousands | Jul. 31, 2022 | Jul. 31, 2021 |
Derivative [Line Items] | ||
Derivative Asset, Fair Value of Collateral | $ 17,135 | $ 24,104 |
Derivative Liability, Fair Value of Collateral | 39,915 | 94,667 |
Hedging Assets Current [Member] | ||
Derivative [Line Items] | ||
Derivative Asset, Fair Value of Collateral | 12,338 | 21,068 |
Other Current Liabilities [Member] | ||
Derivative [Line Items] | ||
Derivative Liability, Fair Value of Collateral | 32,805 | 79,178 |
Other Assets, Net [Member] | ||
Derivative [Line Items] | ||
Derivative Asset, Fair Value of Collateral | 4,797 | 3,036 |
Other Liabilities [Member] | ||
Derivative [Line Items] | ||
Derivative Liability, Fair Value of Collateral | $ 7,110 | $ 15,489 |
Derivative Instruments and He_5
Derivative Instruments and Hedging Activities - Effect on Comprehensive Income and Change in FV (Details) - Commodity Derivatives Propane [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Derivative [Line Items] | |||
Amount of gain (loss) recognized in AOCI on derivative | $ 68,950 | $ 136,351 | |
Amount of gain (loss) recognized in AOCI on derivative, pre-adoption | $ (22,872) | ||
Cost of Sales [Member] | |||
Derivative [Line Items] | |||
Amount of gain (loss) reclassified from AOCI into income | 120,429 | 44,252 | |
Amount of gain (loss) reclassified from AOCI into income, pre-adoption | (35,315) | ||
Amount of gain (loss) reclassified, ineffective portion | $ 0 | $ 0 | $ 0 |
Derivative Instruments and He_6
Derivative Instruments and Hedging Activities - AOCI Rollforward (Details) | 12 Months Ended | ||
Jul. 31, 2022 USD ($) MMBbls | Jul. 31, 2021 USD ($) | Jul. 31, 2020 USD ($) | |
Derivative [Line Items] | |||
Partners' capital balance, beginning | $ (823,079,000) | $ (1,208,268,000) | $ (1,138,938,000) |
Change in value of risk management commodity derivatives | 68,950,000 | 136,351,000 | (22,872,000) |
Reclassification of (gains) losses on commodity hedges to cost of sales - propane and other gas liquids sales, net | (120,429,000) | (44,252,000) | 35,315,000 |
Partners' capital balance, ending | (887,811,000) | (823,079,000) | (1,208,268,000) |
Reclassification of net gain to earnings during next 12 months | 31,200,000 | ||
Gain (loss) on discontinuation of cash flow hedge due to forecasted transaction probable of not occurring, net | $ 0 | 0 | 0 |
Number of barrels of propane covered by cash flow hedges | MMBbls | 4.8 | ||
Accumulated Gain (Loss), Cash Flow Hedge, Including Noncontrolling Interest [Member] | |||
Derivative [Line Items] | |||
Partners' capital balance, beginning | $ 88,866,000 | (2,303,000) | |
Less: amount attributable to noncontrolling interests | 520,000 | (930,000) | |
Partners' capital balance, ending | 37,907,000 | 88,866,000 | (2,303,000) |
Accumulated Net Gain (Loss) from Cash Flow Hedges, pre-adoption | |||
Derivative [Line Items] | |||
Partners' capital balance, beginning | (2,303,000) | (14,756,000) | |
Less: amount attributable to noncontrolling interests | 10,000 | ||
Partners' capital balance, ending | (2,303,000) | ||
Non-Controlling Interest [Member] | |||
Derivative [Line Items] | |||
Partners' capital balance, beginning | (7,966,000) | (8,226,000) | (7,705,000) |
Partners' capital balance, ending | (7,587,000) | (7,966,000) | (8,226,000) |
Commodity Derivatives Propane [Member] | Accumulated Gain (Loss), Cash Flow Hedge, Including Noncontrolling Interest [Member] | |||
Derivative [Line Items] | |||
Change in value of risk management commodity derivatives | 68,950,000 | 136,351,000 | |
Reclassification of (gains) losses on commodity hedges to cost of sales - propane and other gas liquids sales, net | (120,429,000) | (44,252,000) | |
Commodity Derivatives Propane [Member] | Accumulated Net Gain (Loss) from Cash Flow Hedges, pre-adoption | |||
Derivative [Line Items] | |||
Change in value of risk management commodity derivatives | (22,872,000) | ||
Reclassification of (gains) losses on commodity hedges to cost of sales - propane and other gas liquids sales, net | 35,315,000 | ||
Ferrellgas, L.P. [Member] | |||
Derivative [Line Items] | |||
Partners' capital balance, beginning | (806,143,000) | (831,991,000) | (780,403,000) |
Change in value of risk management commodity derivatives | 68,950,000 | 136,351,000 | (22,872,000) |
Reclassification of (gains) losses on commodity hedges to cost of sales - propane and other gas liquids sales, net | (120,429,000) | (44,252,000) | 35,315,000 |
Partners' capital balance, ending | (887,826,000) | (806,143,000) | (831,991,000) |
Ferrellgas, L.P. [Member] | Accumulated Gain (Loss), Cash Flow Hedge, Including Noncontrolling Interest [Member] | |||
Derivative [Line Items] | |||
Partners' capital balance, beginning | 89,786,000 | (2,313,000) | (14,756,000) |
Partners' capital balance, ending | 38,307,000 | 89,786,000 | (2,313,000) |
Ferrellgas, L.P. [Member] | Commodity Derivatives Propane [Member] | Accumulated Gain (Loss), Cash Flow Hedge, Including Noncontrolling Interest [Member] | |||
Derivative [Line Items] | |||
Change in value of risk management commodity derivatives | 68,950,000 | 136,351,000 | (22,872,000) |
Reclassification of (gains) losses on commodity hedges to cost of sales - propane and other gas liquids sales, net | $ (120,429,000) | $ (44,252,000) | $ 35,315,000 |
Derivative Instruments and He_7
Derivative Instruments and Hedging Activities - Credit Risk (Details) $ in Millions | Jul. 31, 2022 USD ($) |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Maximum loss due to credit risk | $ 0 |
Transactions With Related Par_3
Transactions With Related Parties (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
May 16, 2022 USD ($) | Jul. 31, 2021 USD ($) | Jul. 31, 2022 USD ($) employee | Jul. 31, 2021 USD ($) | Jul. 31, 2020 USD ($) | Jan. 08, 2021 USD ($) | |
Related Party Transaction [Line Items] | ||||||
Entity Number of Employees | employee | 0 | |||||
Operating Expense [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Expenses reimbursed to related party | $ 275,326 | $ 260,831 | $ 260,427 | |||
General and Administrative Expense [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Expenses reimbursed to related party | $ 28,943 | 34,899 | $ 29,859 | |||
Ferrellgas, L.P. [Member] | Related Party Term Loan Credit Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Aggregate principal amount | $ 19,900 | |||||
Interest rate, as a percent | 20% | |||||
Prepayment | $ 15,300 | $ 9,000 | ||||
Current intercompany receivables | $ 3,900 | $ 3,900 | ||||
Ferrellgas Finance Corp. [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Entity Number of Employees | employee | 0 | |||||
Ferrellgas Partners Finance Corp. [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Entity Number of Employees | employee | 0 |
Contingencies And Commitments (
Contingencies And Commitments (Details) shares in Millions, $ in Millions | 12 Months Ended | ||
Jul. 31, 2022 USD ($) item | Mar. 30, 2021 shares | Jul. 31, 2020 USD ($) | |
Class B Limited Partner Units | |||
Loss Contingencies [Line Items] | |||
Units issued | shares | 1.3 | ||
Lawsuit Related To Sale Of Jamex Transfer Services [Member] | |||
Loss Contingencies [Line Items] | |||
Number of former officers | item | 2 | ||
Ferrellgas Partners Finance Corp. [Member] | |||
Loss Contingencies [Line Items] | |||
Liability as co-issuer | $ 357 | ||
Ferrellgas Partners Finance Corp. [Member] | Class B Limited Partner Units | |||
Loss Contingencies [Line Items] | |||
Units issued | shares | 1.3 | ||
Ferrellgas Finance Corp. [Member] | Fixed Rate Six Point Five Zero Due Two Thousand Twenty One [Member] | |||
Loss Contingencies [Line Items] | |||
Liability as co-issuer | 500 | ||
Ferrellgas Finance Corp. [Member] | Fixed Rate Six Point Seven Five Due Two Thousand Twenty Three [Member] | |||
Loss Contingencies [Line Items] | |||
Liability as co-issuer | 500 | ||
Ferrellgas Finance Corp. [Member] | Fixed Rate Six Point Seven Five Due Two Thousand twenty Two [Member] | |||
Loss Contingencies [Line Items] | |||
Liability as co-issuer | 475 | ||
Ferrellgas Finance Corp. [Member] | Fixed rate 10.00% Due 2025 | |||
Loss Contingencies [Line Items] | |||
Liability as co-issuer | $ 700 | ||
Ferrellgas Finance Corp. [Member] | Senior Notes 5.375 Percent Due 2026 [Member] | |||
Loss Contingencies [Line Items] | |||
Liability as co-issuer | $ 650 | ||
Ferrellgas Finance Corp. [Member] | Senior Notes 5.875 Percent Due 2029 [Member] | |||
Loss Contingencies [Line Items] | |||
Liability as co-issuer | $ 825 |
Employee Benefits (Details)
Employee Benefits (Details) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2022 USD ($) employee | Jul. 31, 2021 USD ($) | Jul. 31, 2020 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of employees | employee | 0 | ||
Non-cash employee stock ownership plan compensation charge | $ 3,170 | $ 3,215 | $ 2,871 |
Contributions to defined contribution plan | 5,400 | 4,000 | 4,800 |
Defined benefit plan adjustments to other comprehensive income and other liabilities | 0 | 0 | 100 |
Ferrellgas, L.P. [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Non-cash employee stock ownership plan compensation charge | $ 3,170 | $ 3,215 | $ 2,871 |
Net earnings (loss) per unith_3
Net earnings (loss) per unitholders' interest (Details) | 12 Months Ended | ||
Jul. 31, 2022 USD ($) $ / shares shares | Jul. 31, 2021 USD ($) $ / shares shares | Jul. 31, 2020 USD ($) $ / shares shares | |
Earnings Distribution Allocation [Line Items] | |||
Net earnings attributable to Ferrellgas Partners, L.P. | $ 147,993,000 | $ (68,411,000) | $ (82,499,000) |
Less: General partner's interest in net earnings (loss) | 1,480,000 | (684,000) | (825,000) |
Value of dilutive securities | 0 | ||
Undistributed net loss attributable to Class A unitholders | $ (18,770,000) | (91,751,000) | (81,674,000) |
Allocation of earnings to Class B units relative to allocation to Class A units | 6 | ||
Preferred Units | |||
Earnings Distribution Allocation [Line Items] | |||
Less: Distributions to preferred unitholders | $ 65,287,000 | 24,024,000 | |
Class A Limited Partner Units | |||
Earnings Distribution Allocation [Line Items] | |||
Undistributed net loss attributable to Class A unitholders | $ (18,770,000) | $ (91,751,000) | $ (81,674,000) |
Weighted Average Number of Shares Outstanding, Basic | shares | 4,857,600 | 4,857,600 | 4,857,600 |
Weighted Average Number of Shares Outstanding, Diluted | shares | 4,857,600 | 4,857,600 | 4,857,600 |
Basic and diluted net earnings (loss) per limited partner unit | $ / shares | $ (3.86) | $ (18.89) | $ (16.81) |
Class B Limited Partner Units | |||
Earnings Distribution Allocation [Line Items] | |||
Less: Distributions to preferred unitholders | $ 99,996,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Income Tax Disclosure [Line Items] | |||
Deferred income tax expense (benefit) | $ 7,000 | $ 2,000 | $ 554,000 |
Deferred tax assets (included in Other assets, net) | 4,000 | 5,000 | |
Ferrellgas Partners Finance Corp. [Member] | |||
Income Tax Disclosure [Line Items] | |||
Deferred tax assets, operating loss carryforwards | 8,511,000 | ||
Net operating loss carryforward | 40,529,000 | ||
Valuation allowance provided for deferred tax asset | 8,511,000 | ||
Deferred income tax expense (benefit) | 0 | 0 | 0 |
Deferred tax assets (included in Other assets, net) | 0 | 0 | |
Ferrellgas Finance Corp. [Member] | |||
Income Tax Disclosure [Line Items] | |||
Deferred tax assets, operating loss carryforwards | 22,045,000 | ||
Net operating loss carryforward | 104,978,000 | ||
Valuation allowance provided for deferred tax asset | 22,045,000 | ||
Deferred income tax expense (benefit) | 0 | 0 | $ 0 |
Deferred tax assets (included in Other assets, net) | $ 0 | $ 0 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Aug. 17, 2022 | Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Subsequent Event [Line Items] | ||||
Cash purchase price | $ 19,679 | $ 6,567 | $ 10,195 | |
Subsequent Event [Member] | Browns' Gas [Member] | ||||
Subsequent Event [Line Items] | ||||
Cash purchase price | $ 7,500 | |||
Ferrellgas, L.P. [Member] | ||||
Subsequent Event [Line Items] | ||||
Cash purchase price | $ 19,679 | $ 6,567 | $ 10,195 |
Schedule I Parent Only Statemen
Schedule I Parent Only Statements - Balance Sheets (Details) - USD ($) $ in Thousands | Jul. 31, 2022 | Jul. 31, 2021 | Mar. 30, 2021 | Jul. 31, 2020 | Jul. 31, 2019 |
Assets [Abstract] | |||||
Cash and cash equivalents | $ 158,737 | $ 281,952 | $ 333,761 | $ 11,054 | |
Prepaid expenses and other current assets | 30,764 | 39,092 | |||
Total assets | 1,608,115 | 1,729,644 | |||
Liabilities and Equity [Abstract] | |||||
Current portion of long-term debt | 1,792 | 1,670 | |||
Other current liabilities | 218,610 | 246,000 | |||
Accrued interest | 29,703 | 29,095 | |||
Long-term debt | 1,450,016 | 1,444,890 | |||
Partners' deficit | |||||
General partner | (71,320) | (72,178) | |||
Accumulated other comprehensive income | 37,907 | 88,866 | |||
Total Ferrellgas Partners, L.P. deficit | (880,224) | (815,113) | |||
Total liabilities and partners' deficit | $ 1,608,115 | $ 1,729,644 | |||
Limited partner unitholders, units outstanding | 97,152,665 | ||||
General partner unitholder, units outstanding | 49,496 | 49,496 | |||
Class A Limited Partner Units | |||||
Partners' deficit | |||||
Limited partners | $ (1,229,823) | $ (1,214,813) | |||
Limited partner unitholders, units outstanding | 4,857,605 | 4,857,605 | 4,857,605 | ||
Class B Limited Partner Units | |||||
Partners' deficit | |||||
Limited partners | $ 383,012 | $ 383,012 | |||
Limited partner unitholders, units outstanding | 1,300,000 | 1,300,000 | |||
Parent Company [Member] | |||||
Assets [Abstract] | |||||
Cash and cash equivalents | $ 271 | $ 264 | $ 6 | $ 8 | |
Prepaid expenses and other current assets | 21 | 19 | |||
Total assets | 292 | 283 | |||
Liabilities and Equity [Abstract] | |||||
Other current liabilities | 277 | 17,219 | |||
Investment in Ferrellgas, L.P. | 880,239 | 798,177 | |||
Partners' deficit | |||||
General partner | (71,320) | (72,178) | |||
Accumulated other comprehensive income | 37,907 | 88,866 | |||
Total Ferrellgas Partners, L.P. deficit | (880,224) | (815,113) | |||
Total liabilities and partners' deficit | $ 292 | $ 283 | |||
General partner unitholder, units outstanding | 49,496 | 49,496 | |||
Parent Company [Member] | Class A Limited Partner Units | |||||
Partners' deficit | |||||
Limited partners | $ (1,229,823) | $ (1,214,813) | |||
Limited partner unitholders, units outstanding | 4,857,605 | 4,857,605 | |||
Parent Company [Member] | Class B Limited Partner Units | |||||
Partners' deficit | |||||
Limited partners | $ 383,012 | $ 383,012 | |||
Limited partner unitholders, units outstanding | 1,300,000 | 1,300,000 |
Schedule I Parent Only Statem_2
Schedule I Parent Only Statements - Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Condensed Income Statements, Captions [Line Items] | |||
Operating, general and administrative expense | $ 52,780 | $ 60,065 | $ 45,752 |
Operating income | 245,101 | 216,275 | 148,670 |
Interest expense | (100,093) | (173,616) | (192,962) |
Gain (loss) on extinguishment of debt | 0 | (104,834) | (37,399) |
Other expense, net | 4,833 | 4,246 | (460) |
Reorganization expense - professional fees | (10,443) | ||
Income tax (benefit) expense | 981 | 741 | 851 |
Net earnings (loss) | 148,860 | (69,113) | (83,002) |
Net earnings (loss) attributable to Ferrellgas Partners, L.P. | 147,993 | (68,411) | (82,499) |
Parent Company [Member] | |||
Condensed Income Statements, Captions [Line Items] | |||
Equity in earnings (loss) of Ferrellgas, L.P. | 150,262 | (44,740) | (49,261) |
Operating, general and administrative expense | (13) | (389) | (116) |
Operating income | 150,249 | (45,129) | (49,377) |
Interest expense | (13,771) | (33,073) | |
Gain (loss) on extinguishment of debt | 3,137 | ||
Other expense, net | (2,251) | (2,191) | |
Reorganization expense - professional fees | (10,443) | ||
Income tax (benefit) expense | (5) | (14) | (49) |
Net earnings (loss) | 147,993 | (68,411) | (82,499) |
Distribution to Class B Unitholders | 99,996 | ||
Net earnings (loss) attributable to Ferrellgas Partners, L.P. | $ 47,997 | $ (68,411) | $ (82,499) |
Schedule I Parent Only Statem_3
Schedule I Parent Only Statements - Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Cash flows from operating activities: | |||
Net earnings (loss) | $ 148,860 | $ (69,113) | $ (83,002) |
Reconciliation of net earnings (loss) to net cash provided by operating activities: | |||
Other | 6,848 | 8,681 | 12,583 |
Loss on extinguishment of debt | 0 | 104,834 | 37,399 |
Net cash used in operating activities | 160,465 | 206,428 | 130,358 |
Cash flows from investing activities: | |||
Payments to Acquire Businesses, Net of Cash Acquired | (19,679) | (6,567) | (10,195) |
Net cash provided by investing activities | (111,776) | (60,953) | (71,296) |
Cash flows from financing activities: | |||
Distributions | (99,996) | 0 | 0 |
Cash paid for financing costs | (337) | (44,290) | (29,458) |
Fees in connection with Class B Unit exchange | 0 | (1,988) | 0 |
Make-whole payments | 0 | (1,964) | 0 |
Proceeds from issuance of long-term debt | 0 | 1,475,000 | 703,750 |
Payments on long-term debt | (1,670) | (2,120) | (1,994) |
Net cash used in financing activities | (171,904) | (197,284) | 263,645 |
Increase (decrease) in cash and cash equivalents | (123,215) | (51,809) | 322,707 |
Cash, cash equivalents and restricted cash - beginning of period | 281,952 | 333,761 | 11,054 |
Cash, cash equivalents and restricted cash - end of period | 158,737 | 281,952 | 333,761 |
Parent Company [Member] | |||
Cash flows from operating activities: | |||
Net earnings (loss) | 147,993 | (68,411) | (82,499) |
Reconciliation of net earnings (loss) to net cash provided by operating activities: | |||
Other | (16,944) | 16,208 | 17,749 |
Loss on extinguishment of debt | (3,137) | ||
Equity in (earnings) loss of Ferrellgas, L.P. | (150,262) | 44,740 | 49,261 |
Net cash used in operating activities | (19,213) | (10,600) | (15,489) |
Cash flows from investing activities: | |||
Distributions received from Ferrellgas, L.P. | 119,216 | 15,496 | |
Loan from Ferrellgas L.P. | 14,810 | ||
Net cash provided by investing activities | 119,216 | 14,810 | 15,496 |
Cash flows from financing activities: | |||
Distributions | (99,996) | ||
Cash paid for financing costs | (9) | ||
Fees in connection with Class B Unit exchange | (1,988) | ||
Make-whole payments | (1,964) | ||
Net cash used in financing activities | (99,996) | (3,952) | (9) |
Increase (decrease) in cash and cash equivalents | 7 | 258 | (2) |
Cash, cash equivalents and restricted cash - beginning of period | 264 | 6 | 8 |
Cash, cash equivalents and restricted cash - end of period | $ 271 | $ 264 | $ 6 |
Schedule II Valuation And Qua_2
Schedule II Valuation And Qualifying Accounts (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||
Feb. 01, 2021 | Jan. 27, 2021 | Jul. 01, 2020 | Jun. 25, 2018 | Jan. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | |
Jamex Marketing LLC [Member] | ||||||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||||||
Note receivable, original principal amount | $ 2,500 | $ 18,300 | ||||||
Notes receivable, payment due | $ 1,500 | 1,500 | $ 2,500 | |||||
Notes receivable, amount reserved | $ 2,500 | $ 17,300 | ||||||
Notes receivable, current | 12,500 | |||||||
Allowance For Doubtful Accounts [Member] | ||||||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||||||
Balance at beginning of period | 17,256 | $ 14,124 | 2,463 | |||||
Charged to cost and expenses | 1,847 | 2,323 | 2,279 | |||||
Other | (12,411) | 809 | 9,382 | |||||
Balance at end of period | 6,692 | 17,256 | 14,124 | |||||
Allowance For Doubtful Accounts [Member] | Jamex Marketing LLC [Member] | ||||||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||||||
Other | $ (500) | |||||||
Ferrellgas, L.P. [Member] | ||||||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||||||
Note receivable, original principal amount | 14,810 | |||||||
Ferrellgas, L.P. [Member] | Jamex Marketing LLC [Member] | ||||||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||||||
Note receivable, original principal amount | 2,500 | $ 18,300 | ||||||
Notes receivable, payment due | $ 1,500 | $ 1,500 | $ 2,500 | |||||
Notes receivable, amount reserved | 2,500 | 17,300 | ||||||
Notes receivable, current | 12,500 | |||||||
Ferrellgas, L.P. [Member] | Allowance For Doubtful Accounts [Member] | ||||||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||||||
Balance at beginning of period | 17,256 | 14,124 | 2,463 | |||||
Charged to cost and expenses | 1,847 | 2,323 | 2,279 | |||||
Other | (12,411) | 809 | 9,382 | |||||
Balance at end of period | $ 6,692 | $ 17,256 | $ 14,124 | |||||
Ferrellgas, L.P. [Member] | Allowance For Doubtful Accounts [Member] | Jamex Marketing LLC [Member] | ||||||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||||||
Other | $ (500) |