AGA Financial Forum...presentation. A reconciliation of capitalization per balance sheet to adjusted...
Transcript of AGA Financial Forum...presentation. A reconciliation of capitalization per balance sheet to adjusted...
May 15-17, 2016AGA Financial Forum
This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Our forward-looking statements in this presentation speak only as of today, and we assume no duty to update them. Forward-looking statements are typically identified by words such as, but not limited to: “estimates,” “expects,” “anticipates,” “intends,” and similar expressions. Although our forward-looking statements are based on reasonable assumptions, various uncertainties and risk factors may cause future performance or results to be different than those anticipated. For a more complete description of these uncertainties and risk factors, see our Form 10-K for the fiscal year ended September 30, 2015 and our Form 10-Q for the quarter ended March 31, 2016, both filed with the Securities and Exchange Commission (SEC).
This presentation also includes “net economic earnings,” “net economic earnings per share,” “operating margin,” “EBITDA,” and “adjusted long-term capitalization” non-GAAP measures used internally by management when evaluating the Company’s performance and results of operations. Net economic earnings exclude from net income the after-tax impacts of fair-value accounting and timing adjustments associated with energy-related transactions, as well as the after-tax impacts related to acquisition, divestiture, and restructuring activities, including costs related to the acquisition and integration of Missouri Gas Energy (MGE) and Alabama Gas Corporation (Alagasco). Operating margin adjusts operating income to include only those costs that are directly passed on to customers and collected through revenues, which are the wholesale cost of natural gas and propane, andgross receipts taxes. These internal non-GAAP operating metrics should not be considered as an alternative to, or more meaningful than, GAAP measures such as operating income or net income. EBITDA is earnings before interest, taxes, depreciation and amortization. A reconciliation of net income to net economic earnings is contained in the Company’s SEC filings, and a summary reconciliation is contained in the Appendix to this presentation. A reconciliation of EBITDA to net income and of operating margin to operating income can be found in the Appendix to this presentation. A reconciliation of capitalization per balance sheet to adjusted long-term capitalization is contained in the Appendix to this presentation.
Note: Years shown in this presentation are fiscal years ended September 30, unless otherwise indicated.
Investor Relations Contact
Scott W. Dudley Jr.Managing Director, Investor [email protected]
Forward-looking statements and use of non-GAAP measures
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• Spire better reflects the growing company we have become
• Will unite our natural gas companies under one name in 2017
• We are about:‒ Bringing people and energy together
‒ Championing people by delivering energy that inspires
• We have been on a transformational journey, guided by a well-articulated growth strategy
• Over the last three years we have:‒ Significantly increased our scale
‒ Expanded our geographic footprint
‒ Quadrupled our enterprise value
We are Spire
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Successfully executing on our growth strategy
Growing our gas utility business
Acquiring and integrating gas utilities
Modernizing our gas assets
Investing in innovation
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Investing in prudent infrastructure upgrades
Successful organic growth initiatives
Growing commercial and industrial load
Added 1 million customers
MGE (2013)
Alagasco (2014)
Mobile Gas and Willmut Gas (pending)
Positioned Gas Marketing for continued success
Improving supply diversity, reliability and resiliency
Spire St. Louis Pipeline (pending)
Spire natural gas fueling stations
• Lambert-St. Louis Int’l Airport
• Greer, SC
Mainstay partnership
• Five gas utilities1 across three states
• Largest gas company in Missouriand Alabama
• Focus on safe and reliable service, community development and growth
We are a gas company at our core
1Gives effect to the pending acquisition.
1
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Growing ourgas utility business
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99194 212 215 220 225 22572
96 98 110 110 110 11010
40 4095
$0
$100
$200
$300
$400
2014 2015 2016E 2017E 2018E 2019E 2020E
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1ISRS is Infrastructure System Replacement Surcharge in Missouri. Spire St. Louis Pipeline
Other Utility and Non-Utility Utility, with Minimal Lag
$335
$430$370$365
$320$290
$171
5-year forecast: $1.8B+(In Millions)
$129.5 $121.8
$0
$50
$100
$150
1st Half FY15 1st Half FY16
(In Millions)
Capital expenditures
• FY16 capital target of $320 million– Now includes Spire St. Louis Pipeline
– 2/3 of FY16 utility spend recoverable with minimal regulatory lag
• 5-year forecast raised to $1.8 billion from $1.6 billion
• Latest ISRS1 update– Increase of $9.0 million has been
recommended by MoPSC staff
– If approved by the Commission, annual run rate would increase to $35.3 million
• Additional upside from Mobile Gas and Willmut Gas upon closing– Run rate capital spend of ~$17 million
– Opportunity to increase investment in prudent infrastructure upgrades
Higher capital investment
• Increasing revenues and margins – Growing customers and improving retention
– Increasing penetration
– Leveraging technology, communications and process improvement to achieve efficiencies
• Seizing market opportunities – Building commercial/industrial load
– Line extensions in Missouri service areas
– Developing other products and services
– Acquiring municipal gas utilities
• Realizing early successes– ~1% customer growth across all three utilities
– Converted several large industrial customers
– Economic development partnerships in AL
Growing organically
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Acquiring andintegrating gasutilities
Mobile Gas and Willmut Gas
• A strategic acquisition: ‒ Grows our gas utility business
‒ Delivers on customer and community benefits
‒ Expands existing Southern footprint
‒ Adds to earnings and cash flow
• Adds 104,000 customers‒ 85,000 served by Mobile Gas (AL)
‒ 19,000 served by Willmut Gas (MS)
• $344 million price represents 11.3 times LTM adjusted EBITDA
• Targeting close in 2016, subject to customary closing conditions and regulatory approvals
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1NEE is net economic earnings (non-GAAP).
Grows ourGas Utility Business
• Supports gas utility growth through capital investment and organic growth
• Increases scale of regulated business
• Adds growing commercial and industrial customer load
Delivers on Customer and Community Benefits
• Continues our focus on safe, reliable and efficient service
• Builds on shared values of active civic engagement and community support
• Mobile and Willmut to remain active corporate citizens in communities served
Expands Existing Southern Footprint
• Builds on Alagasco’s success and working relationships in Alabama
• Expands within a highly rated regulatory environment to serve ~60% of all natural gas customers in Alabama
• Adds Mississippi, another state with a highly rated regulatory environment
Adds to Earnings and Cash Flow
• Accretive to NEE1 per share in fiscal 2018 (neutral in fiscal 2017)
• Supports long-term annual NEE per share growth target of 4% - 6%
• Cash flow supports investment, shareholder value and growing dividends
Acquisition of Mobile Gas and Willmut Gas
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Modernizing our gas assets
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Spire St. Louis Pipeline
• Supports gas asset modernization:‒ Achieve more diverse supply portfolio
‒ Improve reliability and resiliency
• Gives our eastern Missouri system access to lower cost shale gas from Marcellus and Utica – 100% Spire ownership
– FERC regulated
– Laclede Gas: expected foundation shipper
• 60-mile pipeline• Capacity of 400 MMcf/d• Project cost $170 - $200 million• 30-36 months from open season
to in-service date
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Rockies Express
Spire St. Louis Pipeline
Marcellus/Utica
MISSOURI
Gas Marketing
1See net economic earnings (non-GAAP) reconciliation in Appendix.
• Provides wholesale natural gas services to diverse, sophisticated customer base
• Operates primarily in the Midwest• Leverages market expertise and risk
management protocols and skills• Optimizes portfolio of commodity,
transportation and storage contracts – Operated on 17 interstate and intrastate
pipelines in FY15
– 4.75 Bcf of leased storage
• 1st half FY16 NEE1 of $2.7 million
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Investing in innovation
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Spire station in Greer, South Carolina
• Focused on customer-led strategy‒ End-to-end solutions for return to base fleets
‒ Large market for Class 8 tractor trailers
‒ Design, construct, own, and operate public stations with anchor customer contracts
• Developing market and customer relationships via Mainstay partnership
• Two stations in operation‒ Lambert-St. Louis International Airport
‒ Greer, SC near I-85 and Highway 101
• Good demand despite smaller price advantage compared to diesel
Natural gas fueling solutions
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Delivering shareholder value
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1.632.10 2.14
2.512.83
3.14 3.38 3.500.70
0.40 0.55 0.39
0.31 0.10 0.06 0.07
$0.00
$0.75
$1.50
$2.25
$3.00
$3.75
2010 2011 2012 2013 2014 2015 1st Half 2015 1st Half 20161See net economic earnings (non-GAAP) reconciliation in Appendix. 2Negative amounts not shown: ($0.03) in 2013, ($0.09) in 2014, and ($0.05) for 2015 (reflects the inclusion of Alagasco-related interest in Gas Utility), ($0.13) in 1st half 2015, and ($0.16) in 1st half 2016. 3Interest expense associated with Alagasco acquisition totaling $14.2 million ($0.33 per share) included in Gas Utility; normally reported in Other.
$3.41$3.31$3.19$3.05
$2.87$2.79$2.79$2.52
Gas Utility Gas Marketing Other2
• 5-year growth in Gas Utility earnings of 14% driven by:– Investment in infrastructure upgrades
– Organic growth
– Acquisitions and effective integration
• Smaller contribution from Gas Marketing reflecting market conditions
Earnings growth driven by gas utilities
Net economic earnings per share1
3
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Growing cash flow andample liquidity
• YTD EBITDA1 of $325 million up 4%, more than sufficient to meet capital investment and dividend needs
• Significant liquidity from credit facilities with nearly $500 million of unused capacity
(In Millions) Credit FacilitiesLaclede Gas $450
Alagasco $150
Spire $150
Total facilities $750
• Strong, investment grade creditratings
1EBITDA is earnings before interest, taxes, and depreciation and amortization.See EBITDA (non-GAAP) reconciliation in Appendix.
SpireUnsecured
Debt
Laclede Gas
FMBsLaclede Gas CP
AlagascoUnsecured
Debt
S&P BBB+ A A-2 A-
Moody’s Baa2 A1 P-2 A2
Fitch BBB+ A F2 A-
Debt ratings
$311.8 $324.5
$0
$100
$200
$300
1st Half FY15 1st Half FY16
(In Millions)
EBITDA1
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1Quarterly dividend of $0.49 per share, annualized. 2Based on $1.96 per share dividend and SR average closing stock price of $66.00 for month of April 2016.
• Increase accelerated to 6.5 percent in 2016 based on our growing earnings• 13 years of consecutive increases; 71 years of continuous payment• Conservative payout ratio within 55% - 65% targeted range
$1.62$1.66
$1.70$1.76
$1.84
$1.961
$1.40
$1.60
$1.80
$2.00
2011 2012 2013 2014 2015 2016
Dividend Yield 3.0%2
Annualized dividends per share
Strong dividend track record
+2.5%+3.5%
+4.5%
+6.5%
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1As of March 31, 2016 and September 30, 2015, respectively; see adjusted long-term capitalization (non-GAAP) reconciliation in the Appendix. 2As of March 31, 2016.
May 12 equity issuance• 2.2 million shares including greenshoe
• Gross proceeds of $138 million
• Closing expected on May 17
51.7% 48.3%
Equity
Debt
Adjusted long-term capitalization2
• Adjusted long-term capitalization ~52% equity, up from ~50% at fiscal year end1
• Opportunity to de-lever with strong cash flow and equity unit conversion in 2017
• Ready access to capital markets to fund Mobile Gas and Willmut Gas acquisition ($323 million cash)– New equity: $130 - $150 million
– New long-term debt: $150 - $170 million
– Corporate cash or existing credit facilities
– $275 million bridge commitment expected to be retired with permanent financing later in 2016
Strong capital structure
1Consistent with past practice, expenses and financing impacts will be excluded from NEEPS prior to closing the acquisition.
• NEEPS target remains $3.34 - $3.44, a growth of 5% - 8% over 2015– On track through 1st half FY16
– Excludes impact of Mobile Gas andWillmut Gas acquisition1
• Capital spend raised to $320 million including Spire St. Louis Pipeline
• Mobile and Willmut anticipatedto add to NEEPS in fiscal 2018
• Spire St. Louis Pipeline targetedfor 2019 in-service date
• Long-term annual NEEPS growth target remains 4% - 6%
Outlook for growth
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Energy exists to help people. To enrich their lives, grow their businesses, advance their communities. It’s a simple idea,but one that’s at the heart of our business.
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