Short-term Borrowings

Short-term borrowings are comprised of the following at September 30:



	2014		2013
Credit Agreements:
AmeriGas Propane	$	109.0	$	116.9
UGI International	8.0		6.5
UGI Utilities	86.3		17.5
Energy Services	—		57.0
Energy Services Accounts Receivable Securitization Facility	7.5		30.0
Total short-term borrowings	$	210.8	$	227.9

AmeriGas Propane

In June 2014, AmeriGas OLP entered into an Amended and Restated Credit Agreement (“AmeriGas Credit Agreement”) with a group of banks which provides for borrowings up to $525 (including a sublimit of $125 for letters of credit) and expires in June 2019. The AmeriGas Credit Agreement amends and restates AmeriGas OLP’s prior credit agreement entered into in June 2011, as amended from time to time. The AmeriGas Credit Agreement permits AmeriGas OLP to borrow at prevailing interest rates, including the base rate, defined as the higher of the Federal Funds rate plus 0.50% or the agent bank’s prime rate, or at a one-week, one-, two-, three-, or six-month Eurodollar Rate, as defined in the AmeriGas Credit Agreement, plus a margin. Under the AmeriGas Credit Agreement, the applicable margin on base rate borrowings ranges from 0.50% to 1.50%; the applicable margin on Eurodollar Rate borrowings ranges from 1.50% to 2.50%; and the facility fee ranges from 0.30% to 0.45%. The aforementioned margins and facility fees are dependent upon AmeriGas Partners’ ratio of debt to earnings before interest expense, income taxes, depreciation and amortization (each as defined in the AmeriGas Credit Agreement).

The weighted-average interest rates on AmeriGas OLP borrowings under the AmeriGas Credit Agreement and the prior credit agreement at September 30, 2014 and 2013, were 2.16% and 2.69%, respectively. At September 30, 2014 and 2013, issued and outstanding letters of credit, which reduce available borrowings under these credit agreements, totaled $64.7 and $53.7, respectively.

Restrictive Covenants. The AmeriGas Credit Agreement restricts the incurrence of additional indebtedness and also restricts certain liens, guarantees, investments, loans and advances, payments, mergers, consolidations, asset transfers, transactions with affiliates, sales of assets, acquisitions and other transactions. The AmeriGas Credit Agreement requires that AmeriGas OLP and AmeriGas Partners maintain ratios of total indebtedness to EBITDA, as defined, below certain thresholds. In addition, the Partnership must maintain a minimum ratio of EBITDA to interest expense, as defined and as calculated on a rolling four-quarter basis. Generally, as long as no default exists or would result therefrom, AmeriGas OLP is permitted to make cash distributions not more frequently than quarterly in an amount not to exceed available cash, as defined, for the immediately preceding calendar quarter.

UGI International

Antargaz has a Senior Facilities Agreement comprising a variable rate term loan (see Note 6) and a €40 credit facility (“Senior Facilities Agreement Credit Facility”). Borrowings under the Senior Facilities Agreement Credit Facility bear interest at one-, two-, three- or six-month euribor, plus a margin. The margin on the Senior Facilities Agreement Credit Facility borrowings (which range from 1.75% to 2.50%) is dependent upon the ratio of Antargaz’ total net debt to EBITDA, each as defined in the Senior Facilities Agreement. Borrowings under the Senior Facilities Agreement Credit Facility are collateralized by substantially all of Antargaz’ shares in its subsidiaries and by substantially all of its accounts receivables. There were no amounts outstanding under the Senior Facilities Agreement Credit Facility at September 30, 2014 or 2013.

At September 30, 2014, Flaga has two principal working capital facilities (the “Flaga Credit Agreements”) comprising (1) a €46 multi-currency working capital facility which includes an uncommitted €6 overdraft facility (the “Multi-Currency Working Capital Facility”) and (2) a euro-denominated working capital facility that provides for borrowings and issuances of guarantees totaling €12 (the “Euro Working Capital Facility”). Both the Multi-Currency Working Capital Facility and the Euro Working Capital Facility are currently scheduled to expire in December 2014. At September 30, 2014, there were no borrowings outstanding under the Flaga Credit Agreements. At September 30, 2013, borrowings outstanding under the Flaga Credit Agreements were €0.2 ($0.3).

Borrowings under the Flaga Credit Agreements generally bear interest at market rates (a daily euro-based rate or three-month euribor rates) plus a margin. The weighted-average interest rate on borrowings under the Flaga Credit Agreements at September 30, 2013 was 4.21%. Issued and outstanding letters of credit, which reduce available borrowings under the Flaga Credit Agreements, totaled €32.3 ($40.8) and €28.6 ($38.7) at September 30, 2014 and 2013, respectively.

Flaga also has certain in-country uncommitted overdraft facilities which it uses, from time to time, to fund short-term working capital needs. At September 30, 2014 and 2013, borrowings outstanding under these overdraft facilities totaled €6.3 ($8.0) and €4.6 ($6.2), respectively.

Restrictive Covenants and Guarantees. The Senior Facilities Agreement restricts the ability of Antargaz to, among other things, incur additional indebtedness, make investments, incur liens, and effect mergers, consolidations and sales of assets, and requires Antargaz to maintain a ratio of net debt to EBITDA on a French generally accepted accounting basis, as defined in the agreement, that shall not exceed 3.50 to 1.00. Under this agreement, Antargaz is generally permitted to make restricted payments, such as dividends, if no event of default exists or would exist upon payment of such restricted payment. UGI has guaranteed up to €100 of payments between the variable rate term loan (see Note 6) and the Senior Facilities Agreement Credit Facility.

The Flaga working capital facilities are guaranteed by UGI. In addition, under certain conditions regarding changes in certain financial ratios of UGI, the lending banks may accelerate repayment of the debt.

UGI Utilities

UGI Utilities has an unsecured credit agreement (“UGI Utilities Credit Agreement”) with a group of banks providing for borrowings up to $300 (including a $100 sublimit for letters of credit) which expires in October 2015. UGI Utilities may borrow at various prevailing market interest rates, including LIBOR and the banks’ prime rate, plus a margin. The margin on such borrowings ranges from 0.0% to 2.0% and is based upon the credit ratings of certain indebtedness of UGI Utilities. The weighted-average interest rates on UGI Utilities Credit Agreement borrowings at September 30, 2014 and 2013 were 1.03% and 1.18%, respectively. Issued and outstanding letters of credit, which reduce available borrowings under the UGI Utilities Credit Agreement, totaled $2.0 and $2.0 at September 30, 2014 and 2013, respectively.

Restrictive Covenants. The UGI Utilities Credit Agreement requires UGI Utilities not to exceed a ratio of Consolidated Debt to Consolidated Total Capital, as defined, of 0.65 to 1.00.

Energy Services

Credit Agreement. Energy Services has an unsecured credit agreement (“Energy Services Credit Agreement”) with a group of lenders providing for borrowings of up to $240 (including a $50 sublimit for letters of credit) which expires in June 2016. The Energy Services Credit Agreement can be used for general corporate purposes of Energy Services and its subsidiaries. Energy Services may not pay a dividend unless, after giving effect to such dividend payment, the ratio of Consolidated Total Indebtedness to EBITDA, each as defined in the Energy Services Credit Agreement, does not exceed 2.25 to 1.00. At September 30, 2014, there were no borrowings outstanding under the Energy Services Credit Agreement. At September 30, 2013, borrowings outstanding under the Energy Services Credit Agreement were $57.0.

Borrowings under the Energy Services Credit Agreement bear interest at either (i) a rate derived from LIBOR (the “LIBO Rate”) plus 2.5% or (ii) the Alternate Base Rate plus 1.5%. The Alternate Base Rate (as defined in the Energy Services Credit Agreement) is generally the greater of (a) the Agent Bank’s prime rate, (b) the federal funds rate plus 0.50% and (c) the one-month LIBO Rate plus 1.0%. The weighted-average interest rate on Energy Services Credit Agreement borrowings at September 30, 2013 was 2.91%. The Energy Services Credit Agreement is guaranteed by certain subsidiaries of Energy Services.

Restrictive Covenants. The Energy Services Credit Agreement restricts the ability of Energy Services to dispose of assets, effect certain consolidations or mergers, incur indebtedness and guaranty obligations, create liens, make acquisitions or investments, make certain dividend or other distributions and make any material changes to the nature of its businesses. In addition, the Energy Services Credit Agreement requires Energy Services to not exceed a ratio of Consolidated Total Indebtedness, as defined, to Consolidated EBITDA, as defined; a minimum ratio of Consolidated EBITDA to Consolidated Interest Expense, as defined; a maximum ratio of Consolidated Total Indebtedness to Consolidated Total Capitalization, as defined, at any time when Consolidated Total Indebtedness is greater than $250; and a minimum Consolidated Net Worth, as defined, of $200.

Accounts Receivable Securitization Facility. Energy Services has a receivables purchase facility (“Receivables Facility”) with an issuer of receivables-backed commercial paper currently scheduled to expire in October 2015. The Receivables Facility, as amended, provides Energy Services with the ability to borrow up to $150 of eligible receivables during the period November to May, and up to $75 of eligible receivables during the period June to October. Energy Services uses the Receivables Facility to fund working capital, margin calls under commodity futures contracts, capital expenditures, dividends and for general corporate purposes.

Under the Receivables Facility, Energy Services transfers, on an ongoing basis and without recourse, its trade accounts receivable to its wholly owned, special purpose subsidiary, Energy Services Funding Corporation (“ESFC”), which is consolidated for financial statement purposes. ESFC, in turn, has sold and, subject to certain conditions, may from time to time sell, an undivided interest in some or all of the receivables to a major bank and, prior to October 1, 2013, a commercial paper conduit of the bank. ESFC was created and has been structured to isolate its assets from creditors of Energy Services and its affiliates, including UGI. Trade receivables sold to the bank or, prior to October 1, 2013, the commercial paper conduit, remain on the Company’s balance sheet and the Company reflects a liability equal to the amount advanced by the bank or the commercial paper conduit. The Company records interest expense on amounts owed to the bank or the commercial paper conduit. Energy Services continues to service, administer and collect trade receivables on behalf of the bank or commercial paper issuer, as applicable.

During Fiscal 2014, Fiscal 2013 and Fiscal 2012, Energy Services transferred trade receivables totaling $1,260.6, $975.3 and $836.0, respectively, to ESFC. During Fiscal 2014, Fiscal 2013 and Fiscal 2012, ESFC sold an aggregate $354.0, $291.0 and $286.0, respectively, of undivided interests in its trade receivables to the bank or the commercial paper conduit. At September 30, 2014, the outstanding balance of ESFC trade receivables was $46.4 of which $7.5 was sold to the bank. At September 30, 2013, the outstanding balance of ESFC trade receivables was $55.0 of which $30.0 amount was sold to the commercial paper conduit. Losses on sales of receivables to the bank or the commercial paper conduit during Fiscal 2014, Fiscal 2013 and Fiscal 2012, which amounts are included in interest expense on the Consolidated Statements of Income, totaled $0.6, $0.7 and $1.0, respectively.