FERRELLGAS PARTNERS FINANCE CORP

Truck tractors · 62 · 38 · 100

Propane transport trailers · 99 · 1 · 131

Portable tank delivery trucks · 61 · 39 · 644

Portable tank exchange delivery trailers · 88 · 12 · 353

Bulk propane delivery trucks · 66 · 34 · 1,465

Pickup and service trucks · 68 · 32 · 942

Passenger vehicles · 57 · 43 · 158

Other trailers · 99 · 1 · 302

Railroad tank cars · — · 100 · 27

The propane transport trailers have an average capacity of approximately 10,000 gallons. The bulk propane delivery trucks are generally fitted with tanks ranging in size from 2,600 to 3,500 gallons. Each railroad tank car has a capacity of approximately 30,000 gallons.

We typically manage our propane distribution locations using a structure where one location, referred to as a service center, is staffed to provide oversight and management to multiple distribution locations, referred to as service units. At July 31, 2026, our propane distribution locations were comprised of 36 service centers and 664 service units. The service unit locations utilize hand-held computers and cellular or satellite technology to communicate with management typically located in the associated service center. We believe this structure together with our technology platform allows us to more efficiently route and schedule customer deliveries and significantly reduces the need for daily on-site management.

We also distributed propane for portable tank exchanges from 135 Company-owned distributors and 4 independently-owned distributors at July 31, 2026. In addition, we had 12 Company-owned portable tank exchange production facilities at July 31, 2026.

We owned approximately 38.5 million gallons of propane storage capacity at our propane distribution locations at July 31, 2026. We owned our land and buildings in the local markets of approximately 65% of our operating locations and leased the remaining facilities on terms customary in the industry at July 31, 2026.

We owned approximately 0.7 million propane tanks at July 31, 2026, most of which are located on customer property and rented to those customers. We also owned approximately 4.1 million portable propane cylinders at July 31, 2026, most of which are used by us to deliver propane to our portable tank exchange customers and to deliver propane to our industrial/commercial customers.

At July 31, 2026, we leased approximately 33.1 million gallons of propane storage capacity located at underground storage facilities and pipelines at various locations around the United States.

At July 31, 2026, we leased 1,728 square feet of office space at our corporate headquarters in the Kansas City metropolitan area. Our corporate headquarters has minimal office space, as the majority of our corporate workforce operates in a remote work environment.

We believe that we have satisfactory title to or valid rights to use all of our material properties. Although some of those properties may be subject to liabilities and leases, liens for taxes not yet currently due and payable and immaterial encumbrances, easements and restrictions, we do not believe that any such burdens will materially interfere with the continued use of such properties in our business. We believe that we have obtained, or are in the process of obtaining, all required material approvals. These approvals include authorizations, orders, licenses, permits, franchises, consents of, registrations, qualifications and filings with, the various state and local governmental and regulatory authorities which relate to our ownership of properties to our operations.

• A significant increase in motor fuel prices may adversely affect our profits.
• If we are unable to protect our information technology systems against service interruption, misappropriation of data, or breaches of security resulting from cybersecurity attacks or other events, or we encounter other unforeseen difficulties in the operation of our information technology systems, our operations could be disrupted, our business and reputation may suffer, and our internal controls could be adversely affected.
• We may incur significant costs in order to comply with privacy and data security laws and regulations, and any failure to comply with such laws and regulations could result in significant penalties or other liabilities or costs.
• The conduct of our business may infringe the intellectual property rights of others, which may cause us to incur unexpected costs and place restrictions on our operations.
• We may incur significant costs in order to comply with environmental, health and safety laws and regulations, and any failure to comply with such laws and regulations could result in significant penalties or other liabilities or costs.
• Risks Inherent in an Investment in our Class A Units or our Debt Securities and Other Risks Related to Our Capital Structure and Financing Arrangements
• If we are unable to access the financing markets, including through our Credit Facility, it may adversely impact our business and liquidity.
• Our substantial indebtedness and other financial obligations could impair our financial condition and our ability to satisfy our obligations and we may be forced to take other actions to satisfy our obligations under our indebtedness, which may not be successful.
• A lowering of the ratings assigned to us and our debt securities by rating agencies or withdrawal of such ratings, may increase our future borrowing costs, reduce our access to capital and adversely affect our ability to refinance or restructure our indebtedness.
• Restrictive covenants in the Indentures, the Credit Agreement and the agreements governing our other future indebtedness and other financial obligations reduce our operating flexibility and ability to make cash distributions to holders of Class A Units. The Indentures, the Credit Agreement and the OpCo LPA Amendment contain important exceptions to these covenants.
• The operating partnership issued $700.0 million aggregate initial liquidation preference of Preferred Units, the terms of which restrict us from undertaking certain actions while such Preferred Units are outstanding.
• We may be unable to repurchase the OpCo Notes or repay or repurchase other debt or other securities upon a change of control.
• We may not be able to clearly establish when a sale of all or substantially all of the assets has occurred under New York law.
• Our Class A Units trade on the OTC markets, which have less liquidity than a major exchange and unitholders may face limited availability of market quotations for our Class A Units, reduced liquidity for the trading of our Class A Units and potentially lower trading prices for our Class A Units.
• There may be no active trading market for our debt securities, which may limit a holder’s ability to sell our debt securities.
• Subject to certain restrictions, Ferrellgas Partners may dilute existing interests of unitholders by selling additional limited partner interests.
• Risks Arising from Our Partnership Structure and Relationship with Our General Partner
• Ferrellgas Partners is a holding entity and has no material operations or assets, other than its ownership stake in the operating partnership and Ferrellgas Partners Finance Corp. Accordingly, Ferrellgas Partners is dependent on distributions from the operating partnership to service its obligations and pay distributions to its unitholders. These distributions are not guaranteed and are subject to significant limitations.
• Unitholders have limited voting rights; our general partner manages and operates us, thereby generally precluding the participation of our unitholders in operational decisions.
• Unitholders may not have limited liability in specified circumstances and may be liable for the return of distributions.
• The U.S. Internal Revenue Service (the “IRS”) could challenge our classification as a partnership for federal income tax purposes, which, if successful, would result in our being treated as a corporation for federal income tax purposes. Additionally, changes in federal or state laws could subject us to entity-level taxation. Either of these events would substantially reduce the cash available for distribution to our unitholders.
• The tax treatment of publicly traded partnerships could be subject to potential legislative, judicial or administrative changes and differing interpretations, possibly on a retroactive basis.
• A successful IRS contest of the federal income tax positions we take may reduce the market value of our units and the costs of any contest will be borne by us and therefore indirectly by our unitholders and our general partner.
• Unitholders may be required to pay taxes on their share of our taxable income even if they do not receive cash distributions from us.
• Our unitholders may be subject to limitations on their ability to deduct interest expense incurred by us.
• There are limits on the deductibility of losses.
• Tax gain or loss on the disposition of our Class A Units could be different than expected.
• Tax-exempt entities, regulated investment companies, and foreign persons face unique tax issues from owning Class A Units that may result in additional tax liability or reporting requirements for them.
• Reporting of partnership tax information is complicated and subject to audits; we cannot guarantee conformity to IRS requirements. As a result of investing in our units, a unitholder will likely be subject to state and local taxes and return filing requirements in jurisdictions in which it is not domiciled. Additionally, unitholders may have negative tax consequences if we default on our debt or sell assets.
• A unitholder whose Class A Units are the subject of a securities loan (e.g., a loan to a “short seller” to cover a short sale of Class A Units) may be deemed to have disposed of those Class A Units. If so, the unitholder would no longer be treated for tax purposes as a partner with respect to those Class A Units during the period of the loan and may recognize gain or loss from the disposition.
• Conflicts of Interest
• Fiduciary Responsibilities