ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
The following information, including the exhibit attached hereto, shall not be
deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934, as amended (the "Exchange Act"), or incorporated by reference in any
filing under the Securities Act of 1933, as amended, or the Exchange Act, except
as shall be expressly set forth by specific reference in such a filing.
On May 7, 2009, Suburban Propane Partners, L.P. issued a press release (the
"Press Release") describing its Fiscal 2009 Second Quarter Financial Results. A
copy of the Press Release has been furnished as Exhibit 99.1 to this Current
Report.
Within the Press Release, we reference earnings before interest, income taxes,
depreciation and amortization ("EBITDA") which is considered a non-GAAP
financial measure. Additionally, we discuss EBITDA, net income and net income
per Common Unit, excluding the impact of unrealized (non-cash) gains or losses
attributable to mark-to-market activity on derivative instruments recorded in
accordance with Statement of Financial Accounting Standards No. 133 "Accounting
for Derivative Instruments and Hedging Activities", as amended ("Adjusted
EBITDA").
We provide these non-GAAP financial measures because we believe that they assist
the investment community in properly assessing our liquidity on a year-over-year
basis. In addition, we believe that these non-GAAP financial measures provide
useful information to investors and industry analysts that facilitates the
comparison of cash flows between periods for purposes of evaluating our ability
to meet our debt service obligations and to pay quarterly distributions. In
addition, certain of our incentive compensation plans covering executives and
other employees utilize Adjusted EBITDA as the performance target. Moreover, our
revolving credit agreement requires us to use Adjusted EBITDA as a component in
calculating our leverage and interest coverage ratios.
A reconciliation of Adjusted EBITDA to net cash provided by operating activities
is presented in the Press Release furnished as Exhibit 99.1 to this Current
Report.
We also reference gross margins, computed as revenues less cost of products sold
as those amounts are reported on the consolidated financial statements. Since
cost of products sold does not include depreciation and amortization expense,
the gross margin we reference is considered a non-GAAP financial measure. Given
the nature of our business, the level of profitability in the retail propane,
fuel oil, natural gas and electricity businesses is largely dependent on the
difference between retail sales price and product cost. Therefore, we discuss
gross margins in order to provide investors and industry analysts with useful
information to facilitate their understanding of the impact of the commodity
prices on profitability.