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FGP > SEC Filings for FGP > Form 8-K on 7-Sep-2012All Recent SEC Filings

Show all filings for FERRELLGAS PARTNERS L P | Request a Trial to NEW EDGAR Online Pro

Form 8-K for FERRELLGAS PARTNERS L P


7-Sep-2012

Changes in Registrant's Certifying Accountant


Item 4.01 Changes in Registrant's Certifying Accountant.

Dismissal of Former Certifying Accountants:
(a)On September 6, 2012 the Audit Committee of Ferrellgas, Inc., approved the dismissal of Deloitte & Touche LLP ("Deloitte") as the independent registered public accounting firm of Ferrellgas Partners, L.P., Ferrellgas Partners Finance Corp., Ferrellgas, L.P. and Ferrellgas Finance Corp. (collectively the "Registrants"), effective as of the date of Deloitte's completion of audit services for the fiscal year ended July 31, 2012 and the filing of the Registrants' Annual Report on Form 10-K. Upon the effectiveness of the dismissal of Deloitte, the Registrants will file an amendment to this Form 8-K to update the disclosures required by Item 4.01 of Form 8-K.

Deloitte's audit reports on the Registrants' consolidated financial statements for the fiscal years ended July 31, 2011 and 2010 did not contain any adverse opinion or disclaimer of opinion, nor were such reports qualified or modified as to uncertainty, audit scope or accounting principles. Deloitte's reports on the effectiveness of Ferrellgas Partners, L.P.'s internal control over financial reporting as of July 31, 2011 and 2010 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles. Deloitte has not yet issued its report on the Registrants' consolidated financial statements for the fiscal year ended July 31, 2012, and the Registrants have not yet filed their related Annual Report on Form 10-K (the "2012 Annual Report). Upon the issuance by Deloitte of its report on the Registrants' consolidated financial statements for the fiscal year ended July 31, 2012 and the related report on Ferrellgas Partners, L.P.'s internal control over financial reporting, the Registrants will file an amendment to this Form 8-K to provide the disclosures required by Item 304(a)(1) of Regulation S-K.

During the two fiscal years ended July 31, 2011 and 2010, and the subsequent interim period through September 6, 2012, there were (i) no disagreements (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) between the Registrants and Deloitte on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which if not resolved to the satisfaction of Deloitte would have caused Deloitte to make reference thereto in their reports on the Registrants' financial statements for such years, and (ii) no "reportable events" as that term is defined in Item 304(a)(1)(v) of Regulation S-K.

On September 6, 2012, the Registrants provided Deloitte with a copy of this Form 8-K and requested that Deloitte provide the Registrants with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the above statements. A copy of Deloitte's letter, dated September 7, 2012 is filed as Exhibit 16.1 to this Form 8-K.

Engagement of New Certifying Accountants:
(b)On September 6, 2012, the Audit Committee of Ferrellgas Inc. approved the appointment of Grant Thornton LLP ("Grant Thornton") to serve as the Registrants' independent registered public accounting firm for the fiscal year ending July 31, 2013. During the two fiscal years ended July 31, 2011 and 2010, and the subsequent interim period through September 6, 2012, the Registrants have not consulted with Grant Thornton regarding either (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Registrant's consolidated financial statements, and no written report or oral advice was provided to the Registrants by Grant Thornton that was an important factor considered by the Registrants in reaching a decision as to any accounting, auditing or financial reporting issue; or (ii) any matter that was the subject of a disagreement (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and related instructions) or a "reportable event" (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).


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