Attached files
file | filename |
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8-K - FORM 8-K - SUBURBAN PROPANE PARTNERS LP | y03187e8vk.htm |
EX-23.1 - EX-23.1 - SUBURBAN PROPANE PARTNERS LP | y03187exv23w1.htm |
Exhibit 99.1
INDEX TO SUPPLEMENTAL FINANCIAL INFORMATION
SUBURBAN ENERGY SERVICES GROUP LLC
Page | ||||
FINANCIAL STATEMENTS |
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Report of Independent Auditors |
1 | |||
Balance Sheets as of December 26, 2009 (unaudited) and September 26, 2009 (audited) |
2 | |||
Notes to Balance Sheets |
3 |
Report of Independent Auditors
To the Sole Member of
Suburban Energy Services Group LLC
Suburban Energy Services Group LLC
In our opinion, the accompanying balance sheet presents fairly, in all material respects, the
financial position of Suburban Energy Services Group LLC at September 26, 2009 in conformity with
accounting principles generally accepted in the United States of America. This financial statement
is the responsibility of the Companys management; our responsibility is to express an opinion on
this financial statement based on our audit. We conducted our audit of this statement in
accordance with auditing standards generally accepted in the United States of America, which
require that we plan and perform the audit to obtain reasonable assurance about whether the balance
sheet is free of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the balance sheet, assessing the accounting principles
used and significant estimates made by management, and evaluating the overall balance sheet
presentation. We believe that our audit of the balance sheet provides a reasonable basis for our
opinion.
/s/ PRICEWATERHOUSECOOPERS LLP
PricewaterhouseCoopers LLP
Florham Park, NJ
February 16, 2010
Florham Park, NJ
February 16, 2010
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SUBURBAN ENERGY SERVICES GROUP LLC
BALANCE SHEETS
BALANCE SHEETS
(unaudited) | ||||||||
December 26 | September 26, | |||||||
2009 | 2009 | |||||||
ASSETS |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | 100 | $ | 100 | ||||
Total current assets |
100 | 100 | ||||||
Investment in Suburban Propane Partners, L.P. |
31,149 | 30,725 | ||||||
Total assets |
$ | 31,249 | $ | 30,825 | ||||
LIABILITIES AND MEMBERS EQUITY |
||||||||
Total liabilities |
$ | | $ | | ||||
Members equity |
31,249 | 30,825 | ||||||
Total liabilities and members equity |
$ | 31,249 | $ | 30,825 | ||||
The accompanying notes are an integral part of these balance sheets.
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SUBURBAN ENERGY SERVICES GROUP LLC
NOTES TO BALANCE SHEETS
(unaudited as of December 26, 2009 and audited as of September 26, 2009)
(unaudited as of December 26, 2009 and audited as of September 26, 2009)
1. Organization and Formation
Suburban Energy Services Group LLC (the Company) was formed on October 26, 1998 as a limited
liability company pursuant to the Delaware Limited Liability Company Act. The Company was formed
to purchase the general partner interests in Suburban Propane Partners, L.P. (the Partnership)
from Suburban Propane GP, Inc. (the Former General Partner), a wholly-owned indirect subsidiary
of Millennium Chemicals Inc., and became the successor general partner. On May 26, 1999, the
Company purchased a 1% general partner interest in the Partnership and a 1.0101% general partner
interest in Suburban Propane, L.P. (the Operating Partnership). The Partnership is a
publicly-traded master limited partnership whose common units are listed on the New York Stock
Exchange and is engaged in the retail marketing and distribution of propane, fuel oil and refined
fuels, as well as the marketing of natural gas and electricity in deregulated markets.
On October 19, 2006, the Partnership consummated an agreement with the Company to exchange
2,300,000 newly issued common units representing limited partnership interests in return for the
Companys incentive distribution rights (IDRs) and the economic interests in the Partnership and
the Operating Partnership, all of which were included in the general partner interests therein
(the GP Exchange Transaction). Prior to the GP Exchange Transaction, the Company was
majority-owned by senior management of the Partnership and owned 224,625 general partner units (an
approximate 0.74% ownership interest) in the Partnership and, as discussed above, a 1.0101%
general partner economic interest in the Operating Partnership. The Company also held all
outstanding IDRs and had the right to appoint two of the five members of the Board of Supervisors.
As a result of the GP Exchange Transaction, the Company has a 0% general partner economic
interest in both the Partnership and the Operating Partnership and a limited partner interest in
the Partnership as a holder of 784 Common Units, which were contributed to the Company at the time
of the GP Exchange Transaction by its sole remaining member. Also as a result of the GP Exchange
Transaction, the Company no longer holds any IDRs and the sole member of the Company is the
Partnerships Chief Executive Officer.
2. Summary of Significant Accounting Policies
Accounting Period. The Companys fiscal periods typically end on the last Saturday of the
quarter.
Basis of Presentation. The accompanying balance sheets have been prepared in accordance with
accounting principles generally accepted in the United States of America (GAAP). The unaudited
balance sheet as of December 26, 2009 includes all adjustments that the Company considers
necessary for a fair presentation of the Companys financial position. Such adjustments consist
of only normal recurring items, unless otherwise disclosed.
Use of Estimates. The preparation of financial statements in conformity with GAAP requires
management to make estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the reporting period. Actual
results could differ from those estimates, making it reasonably possible that a change in these
estimates could occur in the near term.
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Cash and Cash Equivalents. The Company considers all highly liquid debt instruments purchased
with an original maturity of three months or less to be cash equivalents. The carrying amount
approximates fair value because of the short maturity of these instruments.
Investment in Suburban Propane Partners, L.P. The Company accounts for its investment in the
Partnership under the equity method of accounting whereby the Company recognizes its share of the
Partnerships consolidated net income (loss) with a corresponding increase (decrease) in its
investment.
Income Taxes. For federal and state income tax purposes, the earnings and losses attributable to
the Company are included in the tax return of its sole member. As a result, no recognition of
income taxes has been reflected in the accompanying balance sheets. The Companys only source of
taxable income or loss is its allocable share of the Partnerships taxable income or loss reported
to it on a Schedule K-1 provided to it by the Partnership.
Fair Value Measurements. The Company measures certain of its assets and liabilities at fair value,
which is defined as the price that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants in either the principal market
or the most advantageous market. The principal market is the market with the greatest level of
activity and volume for the asset or liability. Adoption of this new accounting guidance did not
impact the Companys financial position, results of operations or cash flows.
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. |
The Company measures the fair value of its investment in the Partnership using Level 1 inputs.
3. | Investment in Suburban Propane Partners, L.P. |
Based upon quoted market prices, the fair value of the Companys investment in the Partnership was
$36,824 and $32,277 as of December 26, 2009 and September 26, 2009, respectively.
The following table provides summarized financial information of the Partnership as of:
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December 26, | September 26, | |||||||
2009 | 2009 | |||||||
(unaudited) | ||||||||
Current assets |
$ | 328,624,000 | $ | 307,556,000 | ||||
Noncurrent assets |
666,021,000 | 669,958,000 | ||||||
Current liabilities |
173,233,000 | 180,059,000 | ||||||
Noncurrent liabilities |
439,788,000 | 437,738,000 |
4. Recently Issued Accounting Pronouncements
In June 2009, the Financial Accounting Standards Board issued authoritative guidance which requires
an enterprise to qualitatively assess the determination of the primary beneficiary (or
consolidator) of a variable interest entity (VIE) based on whether the entity (1) has the power
to direct matters that most significantly impact the activities of the VIE, and (2) has the
obligation to absorb losses or the right to receive benefits of the VIE that could potentially be
significant to the VIE. The guidance changes the consideration of kick-out rights, which are the
ability to remove the enterprise with the power to direct the activities of a VIE, in determining
if an entity is a VIE, which may cause certain additional entities to now be considered VIEs. In
contrast to prior authoritative guidance, the new guidance requires an ongoing reconsideration of
the primary beneficiary and also amends the events that trigger a reassessment of whether an entity
is a VIE. The guidance is effective for financial statements issued for fiscal years beginning
after November 15, 2009, which will be the Companys 2011 fiscal year. Upon adoption of the new
guidance, the Company will consolidate the balance sheet of the Partnership. The consolidation of
the balance sheet of the Partnership will result in a significant increase in total assets and
total liabilities. However, the balance sheet will also include an adjustment to reflect the net
equity of the Partnership attributable to non-controlling interest. As a result, the adoption of
this new guidance will have no impact on the Companys members equity.
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