Business Context and Reporting Period
This Form 8-K is filed by Star Gas Partners, L.P. (the "Partnership") on March 17, 2003. The report serves to update previously filed historical financial statements, disclose the formation of a new subsidiary, and provide additional disclosures required by Statement of Financial Accounting Standards No. 142 regarding goodwill and intangible assets.
Key Financial Metrics
The filing does not provide specific revenue, profit, cash flow, margin, or liquidity figures within the text of the report itself. Instead, it references the filing of audited historical financial statements as exhibits:
- Debt Financing: In February 2003, the Partnership and its wholly-owned subsidiary, Star Gas Finance Company, completed a Rule 144A offering of $200 million in debt securities.
- Financial Statements Filed:
- Partnership: Audited annual statements for years ended September 30, 2001, and 2002.
- Meenan Oil Co., L.P. ("Meenan"): Audited annual statements for years ended June 30, 2000, and 2001.
- Star Gas LLC: Audited balance sheets as of September 30, 2001, and 2002.
Material Changes
The filing highlights the following material updates compared to prior filings:
- Subsidiary Formation: Disclosure of the formation of Star Gas Finance Company, a Delaware corporation.
- Refiling of Meenan Statements: Historical financial statements for Meenan Oil Co., L.P. are being refiled without the inclusion of pro forma financial information previously submitted on November 4, 2002.
- Accounting Standard Compliance: Additional disclosures have been added to comply with SFAS No. 142 (Goodwill and Other Intangible Assets).
Guidance, Outlook, and Risks
The filing text does not contain management commentary, forward-looking guidance, specific risk factors, or details on contingencies beyond the requirement to update financial statements for accounting compliance. The primary focus is on the completion of the $200 million debt offering and the administrative update of historical records.
Investor Verification Checklist
- Verify the terms and interest rates of the $200 million Rule 144A debt offering completed in February 2003.
- Review the audited financial statements in Exhibit 99.1 to assess the Partnership's actual revenue and cash flow for the fiscal years ended September 30, 2001, and 2002.
- Examine Exhibit 99.2 to understand the financial position of Meenan Oil Co., L.P. without the previously filed pro forma adjustments.
- Confirm the impact of SFAS No. 142 on the Partnership's reported goodwill and intangible assets as detailed in the updated exhibits.