UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of earliest event reported: July 3, 2003
Date of report: July 3, 2003
Ferrellgas Partners, L.P.
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(Exact name of registrant as specified in its charter)
Delaware 1-111331 43-1698480
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(State or other Commission file (I.R.S. Employer
jurisdiction of number Identification No.)
incorporation)
One Liberty Plaza, Liberty, Missouri 64068
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(Address of principal executive offices, including zip code)
(816) 792-1600
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(Registrant's telephone number, including area code)
ITEM 5. OTHER EVENTS
On June 27, 2003, Ferrellgas Partners, L.P. and affiliates issued 1,250,000
common units representing limited partner interests pursuant to an underwritten
public offering. We received net proceeds of approximately $26.3 million from
the sale of our common units and the payment to us from the exercise of the
affiliate common unit options exercised. The net proceeds received from the sale
of our common units were $21.59 per common unit after deducting underwriting
discounts and commissions. These proceeds and additional cash were used to
redeem and retire a portion of our outstanding senior units.
Pursuant to the underwriting agreement, the underwriter was also granted an
option to purchase an additional 187,500 common units to cover any
over-allotments. An over-allotment option of 110,000 common units was exercised
on July 3, 2003. Proceeds obtained from the exercise of this over-allotment
option will be used to redeem and retire a portion of our outstanding senior
units.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) The following material is filed as an exhibit to this Current Report on
Form 8-K.
Exhibit Number Description
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5.1 Opinion of Mayer, Brown, Rowe & Maw as to the
legality of the common units issued by
Ferrellgas Partners, L.P. pursuant to the
above-referenced underwriting agreement.
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
FERRELLGAS PARTNERS, L.P.
By Ferrellgas, Inc. (General Partner)
Date: July 3, 2003 By /s/ Kevin T. Kelly
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Kevin T. Kelly
Senior Vice President and
Chief Financial Officer (Principal
Financial and Accounting Officer)
INDEX TO EXHIBITS
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Exhibit No. Description of Exhibit
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5.1 Opinion of Mayer, Brown, Rowe & Maw as to the legality of the
common units issued by Ferrellgas Partners, L.P. pursuant to
the above-referenced underwriting agreement.