Citi MLP/Midstream Infrastructure Conference, August

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Citi MLP/Midstream
Infrastructure Conference
August 2014
Forward Looking Statement Disclaimer
The following information contains, or may be deemed to
contain, forward-looking statements. By their nature,
forward-looking statements involve risks and uncertainties
because they relate to events and depend on circumstances
that may or may not occur in the future. The future results
of the partnership may vary from the results expressed in,
or implied by, the following information, possibly to a
material degree. The partnership assumes no obligation to
update the information contained herein. For a discussion of
some of the important factors that could cause the
partnership’s results to differ from those expressed in, or
implied by, the following information, as well as a discussion
of certain other risks, uncertainties and factors, please see
the sections “Item 1. Business - Risk Factors” in the Form
10-K of Ferrellgas Partners, L.P., Ferrellgas Partners Finance
Corp., Ferrellgas, L.P. and Ferrellgas Finance Corp. for the
fiscal year ended July 31, 2013, and our Form 10-Q for the
fiscal quarter ended April 30, 2014.
2
Executive Management Team
Steve Wambold
President and Chief Executive Officer
Ryan VanWinkle
Executive Vice President & Chief Financial Officer,
President – Midstream Operations
Boyd McGathey
Executive Vice President &
Chief Operating Officer
Tod Brown
Executive Vice President &
President, Blue Rhino
3
Presentation Review
 Partnership Overview
 Midstream Operations
 Propane Operations
 Financial Performance
4
Partnership Overview
5
Overview of Ferrellgas Partners

Founded in 1939 as a single location, family-owned business

Publicly traded, master limited partnership since 1994 (NYSE: FGP),
distributing an annual $2.00 per common unit distribution for 20 years

2nd largest distributor of propane in the United States, including related
equipment and supplies
 Serving residential, industrial/commercial, portable tank exchange,
agricultural, wholesale and other customers in all 50 states, the
District of Columbia, and Puerto Rico

Through our acquisition of Blue Rhino (NASDAQ: RINO) in 2004 and
subsequent growth, we are the largest national provider of propane by
portable tank exchange

Geographic diversity through our propane operations; 875 propane
distribution locations and more than 46,000 portable tank exchange
locations nationwide

Completed first midstream acquisition, May 1, 2014 with purchase of
Sable Environmental, a leading provider of fluid logistics in the Eagle Ford
6
Our History is One of Successful Growth for
the Long Term Benefit of Our Investors
7
Our Key Brands…Well Established in the Market
Traditional Retail
Propane Business
Tank Exchange
Business
Logistics, Risk
Management and
Wholesale
Consumer Products
Business
Fluid Logistics
8
Our Partnership Structure
Employee Stock
Ownership Trust
(“ESOT”)
Stable, Long-term
Ownership Base
100%
Ferrell Companies, Inc.
(“FCI”)
21,716,554 Common
Units
•
•
•
100%
James E. Ferrell
4,358,475 Common Units
5%
Public
55,153,208 Common Units
Common Unit Ownership percentages
68%
Ferrellgas Inc.
(“General Partner”)
27%
1% (GP Interest)
Ferrellgas Partners, L.P.
(NYSE “FGP”)
99%
Ferrellgas L.P.
(“OLP”)
1% (GP Interest)
9
•
29% employee ownership
through ESOP
5% ownership by
Chairman James E. Ferrell
Significant ownership in
the partnership and parent
company by executive
management
General partner/ESOP
structure aligns employee
and investor interests
Ferrellgas Partnership Structure (cont.)

Ferrellgas, L.P. (the Operating Limited Partnership or “OLP”)
 Owns all of the operating assets/cash flow
 Maintains working capital facility and other subordinated high yield bonds
totaling approximately $1,098 million as of April 30, 2014
 Maintains an AR Securitization facility with $155 million borrowed as of April
30, 2014

Ferrellgas Partners, L.P. (the Master Limited Partnership or “MLP”,
together with the OLP it is referred to as the “Partnership”)
 Publicly traded on the New York Stock Exchange under ticker symbol FGP
 Owns all the limited partner interests of the OLP
 ~$2.1 billion equity market cap – approximately ~81 million common units
 $182 million of high yield bonds outstanding (not guaranteed by OLP)

Ferrellgas, Inc.
 General Partner of the MLP and OLP
 Manages and controls the operations of the partnership
 Ferrellgas employees work for this entity

Ferrell Companies, Inc. (FCI)
 Owns 100% of Ferrellgas, Inc.
 Owns approximately a 29% interest in the partnership (including GP interest)
10
Keys To Continued Success
 Capitalize on organic growth
 Expand through disciplined acquisitions
 Capitalize on national presence and economies of scale
 Achieve operating efficiencies through technology
 Align employee interest with investors through employee ownership;
only MLP with significant company-wide ESOP ownership
11
Recent Financial Highlights
 Adjusted EBITDA and gross profit for our quarter ended April 30, 2014 were
$99.8 million and $230.5 million, respectively
 Both were records for the quarter
 TTM Adjusted EBITDA and gross profit through April 30, 2014 were $288.6
million and $783.3 million, respectively
 Distributable Cash Flow coverage of 1.2x as of April 30, 2014
 At 1.2x DCF coverage, we generated $31.8 million of excess cash flow over the
last 12 months to fund growth/reduce debt
 At April 30, 2014, pro forma for financings, we had $413.5 million of
availability to fund growth projects and acquisitions
 Our equity cost of capital has materially improved over the last 12 months –
now approx. 7.4%
 Credit/outlook upgrades from both Moody’s and Standard & Poor’s
Moody’s OLP debt rating of “B1” (“stable” outlook)
S&P’s OLP debt rating of “B+” (“stable” outlook)
12
Recent Capital Market Activity
 In October 2013, completed a $325 million, 6.75% note offering, due
January 2022
 Note offering to refinance $300 million, 9.125% senior notes due 2017
 Offering both extended maturity and materially reduced interest expense
 Added an additional $150 million onto the above referenced notes in
June 2014 at an effective interest rate of 5.877%
 Proceeds used to partially fund the acquisition of Sable Environmental and
provide additional capital for future growth investments
 Issued $50 million of FGP equity in conjunction with the acquisition of
Sable Environmental
 Selling shareholders acquired the equity at the close of the transaction at
$24.50 per common unit
 Amended our bank funded credit facility, primarily increasing borrowing
capacity and terms to allow for additional midstream growth
 Exercised accordion option to increase credit facility by $100 million from
$500 million to $600 million
13
Midstream Operations
14
Overview of Sable Environmental

Ferrellgas acquired Sable Environmental, LLC (“Sable”) on May 1, 2014
 Purchase price of $124.7 million, representing a ~6.25x purchase multiple
 Subsequent to the May 1st transaction, we acquired a competitor’s SWD well
lowering the all-in acquisition multiple to 5.1x
 Estimated 2015 EBITDA of ~$25 million
 Established Midstream segment

Sable is a leading provider of salt water disposal (“SWD”) services in
the Eagle Ford region of Texas for produced and flowback water
generated as part of the oil and gas production process
 Currently owns and operates six SWD facilities in three counties within the
Eagle Ford
 Additional SWD facilities in permitting, development or acquisition process
 Key customers include major oil and gas producers and transportation
companies
15
Sable Asset Overview
 Headquartered in Corpus Christi, Texas, Sable currently owns and
operates six SWD sites in Karnes, Dimmitt and Frio Counties in
Texas
 Sable has approved or pending permits for additional SWD locations
and are evaluating other locations for feasibility to construct
additional facilities
 Each of the six existing wells has permitted capacity of 25,000
barrels per day (“Bpd”) and have functional capacity between 8,000
Bpd and 10,000 Bpd
 Sable does not own or operate any trucks
 In certain cases, Sable arranges transportation for major customers
utilizing third-party trucks and drivers
 Sable operates on both a contracted and spot basis with leading E&P
and transportation companies
16
Basics of Salt Water Disposal
SWD Well Diagram
Separation Process
1
Trucks deliver fluids from
production wells
2
Fluid is pumped into tanks where
water, chemicals, sand and oil are
separated
3
Separated products are pumped
into separate holding tanks
4
Saltwater is injected back into
porous rock formations
underground and sealed above and
below by impermeable strata
2 2
1
1
4
Oil gatherer
takes crude
oil to a
gathering
facility that
ships to
market
3
Photographs of Sable’s Facilities
Dieter
Gillett
Helena
Engler
17
Kenedy
Dilley
Producer Map of Eagle Ford
Producer Activity in the Eagle Ford
18
Sable’s Facilities Well Positioned in the Eagle Ford
19
Propane Operations
20
Nationwide Footprint –
A True Competitive Advantage
21
Recent Acquisitions
Ferrellgas continues to be active in the market with a keen eye for
quality operations, achieving geographic and product diversity
22
Continued Diversification Through Tank Exchange

Our Blue Rhino operations help to mitigate seasonality and provide a further catalyst for
growth…propane and related products businesses

Significant operating synergies among our tank exchange operations and our traditional
retail business

Blue Rhino tank exchange is the undisputed leader in brand awareness by customers –
over 46,000 distribution locations nationwide

Tank exchange operations help to cultivate new National Account business

Through our Global Sourcing subsidiary we are a leading distributor of outdoor living
accessories & one of the largest suppliers of bar-b-que grills in the country
Number of Blue Rhino Retail Locations
50,000
45,106
45,000
46,046
43,596
39,593
40,000
35,000
30,000
28,543
25,000
FY2003
FY2006
FY2009
FY2012
FY2013
23
Financial
Performance
24
Guidance Suggests 3 Record Year in the Last 5
350.0
105%
98%
97%
99%
96%
96%
300.0
$288.6
$272.2
$266.5
81%
$251.1
250.0
$227.6
$221.9
$193.1
200.0
$1.53
150.0
$1.35
$1.25
1.13x
100.0
1.20x
1.13x
1.10x
0.92x
0.85x
$1.09
0.60x
$0.89
$0.88
50.0
0.0
Fy08
Fy09
Adjusted EBITDA
Fy10
DCF Coverage
Fy11
Wholesale Cost (*)
Fy12
FY13
FY14 TTM Apr.
Weighted Degree Days as a % of normal
* The wholesale market price of propane at one of our major supply points - Mt. Belvieu, Texas.
Record Adjusted EBITDA performance in fiscal 2013;
We anticipate another record in FY14!
25
Debt Maturity Schedule; Structured for the Long-Term
Pro forma debt maturity schedule ($ in millions)
Calendar Year
Principal
Amount
Ferrellgas, L.P.
Senior Credit Facility
AR Securitization factiliy
6.50% Senior notes due 2021
6.75% Senior notes due 2022
$500.0
$225.0
$500.0
$475.0
Ferrellgas Partners, L.P.
8.625% Senior notes due 2020
$182.0
Total Debt
$ 1,882.0
2014
2015
2016
2017
2018
2019
2020
2021
2022
*****
*****
500.0
475.0
182.0
-
-
-
-
-
- $182.0
$500.0
Timely refinancings have materially reduced interest expense and
refinancing risk…no debt maturities until 2016 with all senior notes
maturities in 2020 or later
26
$475.0
Third Quarter Earnings Statement
(in thousands)
Revenues:
Propane and other gas liquids sales
Other
Total revenues
Three months ended
April 30
2014
2013
$
Nine months ended
April 30
2014
2013
625,117
97,000
722,117
$ 508,408
94,612
603,020
$ 1,796,786
210,044
2,006,830
$ 1,426,763
198,031
1,624,794
Cost of product sold:
Propane and other gas liquids sales
Other
422,256
69,388
313,207
66,714
1,232,516
131,443
903,100
123,348
Gross profit
230,473
223,099
642,871
598,346
Operating expense
113,923
Depreciation and amortization expense
20,913
General and administrative expense
12,194
Equipment lease expense
4,638
Non-cash employee stock ownership plan compensation charge 3,710
Non-cash stock and unit-based compensation charge
5,832
Loss on disposal of assets and other
1,732
107,188
20,896
13,432
4,098
2,824
2,222
3,337
333,632
61,771
35,070
12,978
10,389
16,182
3,426
309,221
62,522
32,396
11,848
12,673
8,434
5,728
67,531
69,102
169,423
155,524
(20,189)
225
(22,084)
185
(64,372)
(21,202)
498
(67,138)
517
47,567
47,203
84,347
88,903
1,677
2,023
2,391
2,676
Operating income
Interest expense
Loss on extinguishment of debt
Other income, net
Earnings before income taxes
Income tax expense
Net earnings
$
45,890
27
$
45,180
$
81,956
$
86,227
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