{"filing":{"accession_number":"0000884614-26-000037","cik":"0000884614","ticker":"UGI","company_name":"UGI CORP /PA/","form":"8-K","filing_date":"2026-05-26","report_date":null,"primary_document":"ugi-20260520.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/884614/000088461426000037/ugi-20260520.htm"},"events":[{"id":8929,"run_id":7837,"accession_number":"0000884614-26-000037","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"summary":"UGI Corporation's indirect subsidiaries AmeriGas Partners and AmeriGas Finance Corp. issued $500 million in senior unsecured notes on May 20, 2026, pursuant to a definitive indenture agreement, materially affecting the company's capital structure and financial obligations.","company_name":"UGI CORP /PA/","ticker":"UGI","filing_date":"2026-05-26","form":"8-K","submitted_at":null,"items":[{"id":1383,"accession_number":"0000884614-26-000037","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"UGI Corporation's indirect subsidiaries AmeriGas Partners and AmeriGas Finance Corp. issued $500 million in senior unsecured notes on May 20, 2026, pursuant to a definitive indenture agreement. While this is a debt issuance rather than a traditional M\u0026A transaction, Item 1.01 captures \"Entry into a Material Definitive Agreement,\" and the $500 million note offering with detailed terms (redemption provisions, covenants, ranking) constitutes a material financing event that would affect investor assessment of the company's capital structure and financial obligations.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-27T02:05:50.841381+00:00","company_name":"","ticker":null,"filing_date":""},{"id":1385,"accession_number":"0000884614-26-000037","item_number":"2.03","item_title":"Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 2.03 discloses creation of a direct financial obligation related to \"2031 Notes\" and an indenture, incorporating Item 1.01 by reference. Without access to Item 1.01, the specific nature of the obligation cannot be determined—it could be a debt issuance (ma_activity if part of an acquisition), a covenant breach, or another material event. The reference structure and debt instrument suggest materiality, but the event type cannot be confidently assigned without the full Item 1.01 context.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-27T02:05:50.841381+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":8930,"run_id":7837,"accession_number":"0000884614-26-000037","anchor_item_number":"1.02","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"summary":"UGI Corporation executed a material debt restructuring through a tender offer accepting $468.5 million in 2027 Notes and full redemption of remaining notes on June 10, 2026, materially affecting the company's capital structure and debt obligations.","company_name":"UGI CORP /PA/","ticker":"UGI","filing_date":"2026-05-26","form":"8-K","submitted_at":null,"items":[{"id":1384,"accession_number":"0000884614-26-000037","item_number":"1.02","item_title":"Termination of a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"The filing discloses termination of a material debt instrument through a combination of a tender offer (accepting $468.5M in 2027 Notes) and full redemption of remaining notes on June 10, 2026. While Item 1.02 is titled \"Termination of a Material Definitive Agreement,\" the substance involves material debt restructuring activity—a tender offer followed by redemption—that materially affects the company's capital structure and financial obligations. This is classified as ma_activity because it represents a material change in the company's debt obligations, though it could also be characterized as other_material given the debt-specific nature.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-27T02:05:50.841381+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":8931,"run_id":7837,"accession_number":"0000884614-26-000037","anchor_item_number":"8.01","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.72,"summary":"UGI announced early tender results for a $175 million cash tender offer of its 2028 Notes, with $224.8 million tendered (45.6% of outstanding notes) as of the early deadline and pro-rata acceptance at 77.9%, representing material debt management activity affecting the company's capital structure.","company_name":"UGI CORP /PA/","ticker":"UGI","filing_date":"2026-05-26","form":"8-K","submitted_at":null,"items":[{"id":1386,"accession_number":"0000884614-26-000037","item_number":"8.01","item_title":"Other Events.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.72,"reasoning":"UGI announced early tender results for a $175 million cash tender offer of its 2028 Notes, with $224.8 million tendered (45.6% of outstanding notes) as of the early deadline. The tender offer is fully subscribed with pro-rata acceptance at 77.9%. This represents a material debt management activity—refinancing or retiring debt—but does not fit neatly into the standard taxonomy categories (not a restatement, covenant breach, or impairment). The event is material to investors as it affects the company's capital structure and debt obligations.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-27T02:05:50.841381+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":1383,"accession_number":"0000884614-26-000037","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"UGI Corporation's indirect subsidiaries AmeriGas Partners and AmeriGas Finance Corp. issued $500 million in senior unsecured notes on May 20, 2026, pursuant to a definitive indenture agreement. While this is a debt issuance rather than a traditional M\u0026A transaction, Item 1.01 captures \"Entry into a Material Definitive Agreement,\" and the $500 million note offering with detailed terms (redemption provisions, covenants, ranking) constitutes a material financing event that would affect investor assessment of the company's capital structure and financial obligations.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-27T02:05:50.841381+00:00","company_name":"UGI CORP /PA/","ticker":"UGI","filing_date":"2026-05-26"},{"id":1384,"accession_number":"0000884614-26-000037","item_number":"1.02","item_title":"Termination of a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"The filing discloses termination of a material debt instrument through a combination of a tender offer (accepting $468.5M in 2027 Notes) and full redemption of remaining notes on June 10, 2026. While Item 1.02 is titled \"Termination of a Material Definitive Agreement,\" the substance involves material debt restructuring activity—a tender offer followed by redemption—that materially affects the company's capital structure and financial obligations. This is classified as ma_activity because it represents a material change in the company's debt obligations, though it could also be characterized as other_material given the debt-specific nature.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-27T02:05:50.841381+00:00","company_name":"UGI CORP /PA/","ticker":"UGI","filing_date":"2026-05-26"},{"id":1385,"accession_number":"0000884614-26-000037","item_number":"2.03","item_title":"Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 2.03 discloses creation of a direct financial obligation related to \"2031 Notes\" and an indenture, incorporating Item 1.01 by reference. Without access to Item 1.01, the specific nature of the obligation cannot be determined—it could be a debt issuance (ma_activity if part of an acquisition), a covenant breach, or another material event. The reference structure and debt instrument suggest materiality, but the event type cannot be confidently assigned without the full Item 1.01 context.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-27T02:05:50.841381+00:00","company_name":"UGI CORP /PA/","ticker":"UGI","filing_date":"2026-05-26"},{"id":1386,"accession_number":"0000884614-26-000037","item_number":"8.01","item_title":"Other Events.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.72,"reasoning":"UGI announced early tender results for a $175 million cash tender offer of its 2028 Notes, with $224.8 million tendered (45.6% of outstanding notes) as of the early deadline. The tender offer is fully subscribed with pro-rata acceptance at 77.9%. This represents a material debt management activity—refinancing or retiring debt—but does not fit neatly into the standard taxonomy categories (not a restatement, covenant breach, or impairment). The event is material to investors as it affects the company's capital structure and debt obligations.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-27T02:05:50.841381+00:00","company_name":"UGI CORP /PA/","ticker":"UGI","filing_date":"2026-05-26"}]}