naptp investor conference presentation...
TRANSCRIPT
NAPTP
2012 MLP Investor Conference
May 23, 2012
2
Forward Looking Statements
NYSE: NRGY, NRGMExcept for the historical information contained herein, the matters discussed in this presentation (e.g., our growth outlook and forecasted economics) are forward-looking statements that involve risks and uncertainties. These risks and uncertainties include, among other things, market conditions, weather risks and other factors discussed in the Company’s filings with the Securities and Exchange Commission including Forms 10-K, 10-Q, and 8-K.
Furthermore, any forward-looking statements presented are expressed in good faith and are believed to have a reasonable basis as of the date of this presentation. Inergy assumes no responsibility to update this information and it may be superseded by later information.
Forward-looking statements are not guarantees of future performance or an assurance that our current assumptions and projections are valid. Actual results may differ materially from those projected.
This presentation does not constitute an offer to purchase or exchange any securities or a solicitation of any offer to sell any securities. The exchange offer will be made only pursuant to a confidential offer documents and only to persons certifying that (a) they are in the United States and are “qualified institutional buyers” within the meaning of Rule 144A under the Securities Act (that are also “accredited investors” within the meaning of Rule 501 of Regulation D of the Securities Act) or (b) (i) they are outside the United States and are not U.S. persons, who are eligible to acquire securities pursuant to Regulation S and would be participating in any transaction in accordance with Regulation S and (ii) they are “non-U.S. qualified offerees” (as defined in the offer documents).
3
Inergy Snapshot
Inergy is a geographically diverse retail propane and midstream energy business- ~$4.4 billion consolidated enterprise value with ~$304 million in TTM Adj. EBITDA (a)
Consolidated Midstream Operations Propane Operations
__________________
Diversified Business Model (b)
Midstream
~54%
Propane
~46%
� 3rd largest retail propane distributor serving customers in 33
states
� Footprint located in quality propane markets with focus on
delivering financial and operational performance
� Industry fragmentation lends itself to continued consolidation
of retailers and the efficiencies gained through increased
operating scale
(a) TTM Adjusted EBITDA as of 3/31/2012. Enterprise value as of 5/17/2012.
(b) Based upon TTM 3/31/2012 Adjusted EBITDA.
� Integrated energy infrastructure hub operations in NY, PA & TX
− 79 Bcf high-deliverability natural gas storage operations with
expansion potential to ~100 Bcf
− Critical pipeline assets interconnecting storage to premium supply
and demand markets
− Growing coast to coast NGL storage, supply, and logistics
operation.
Confidential Information
4
Recent Events
December 2011 – Completed Initial Public Offering of Inergy Midstream, L.P. (NYSE:NRGM)– Sold 18.4 million units representing ~25% ownership to the public and NRGY retains ownership of remaining ~75% of outstanding L.P. units and 100% of incentive distribution rights
– First step to achieving pure play business models to unlock embedded value and improve the cost of capital and financial flexibility of growth business
April 2012 – Announced Agreement to Contribute Retail Propane Operations to Suburban Propane Partners, L.P. (“SPH”) for $1.8 billion
May 2012 - Completed the Drop Down of US Salt from NRGY to NRGM for $192.5 million– US Salt transaction efficiently strengthens NRGY’s balance sheet and complements NRGM’s existing natural
gas storage and transportation platform
– Total consideration paid to NRGY comprised of $182.5 million in cash and $10 million NRGM common units
– NRGM cash consideration funded through borrowings on its $600 million credit facility which was upsized in April
Recent Transactions Accelerate Inergy’s
Transformation to a Pure Play Midstream MLP
5
Retail Propane Transaction Overview
NRGY announced agreement to contribute retail propane operations to Suburban Propane Partners, L.P. (“SPH”) for $1.8 billion in consideration, including:
− $1.2 billion private bond exchange(a)
o SPH offering like-for-like bond exchange with same maturities and coupons plus a portion of cash (b)
− $600 million of SPH units (~13.7 million units expected to be distributed to NRGY unitholders)
Current NRGY unitholders will have option to continue to participate in propane industry consolidation via equity ownership of SPH
− Ability to capture potentially significant synergies of combined NRGY and SPH propane operations
− Value creating for NRGY investors
Transaction expected to close in the fourth fiscal quarter of 2012
Closing conditions:
− Hart-Scott-Rodino clearance
− Completion of private bond exchange(a)
− Effectiveness of SPH registration statement on Form S-1
__________________ (a) The offering of new SPH senior notes will not be registered under the Securities Act of 1933, as amended, or any state or foreign securities laws. The new SPH senior notes may not be offered or sold in the
United States absent registration or an applicable exemption from the registration requirements of the Securities Act or any applicable state securities laws. This press release does not constitute an offer to purchase or exchange any securities or a solicitation of any offer to sell any securities. The exchange offer will be made only pursuant to a confidential offer documents and only to persons certifying that (a) they are in the United States and are “qualified institutional buyers” within the meaning of Rule 144A under the Securities Act (that are also “accredited investors” within the meaning of Rule 501 of Regulation D of the Securities Act) or (b) (i) they are outside the United States and are not U.S. persons, who are eligible to acquire securities pursuant to Regulation S and would be participating in any transaction in accordance with Regulation S and (ii) they are “non-U.S. qualified offerees” (as defined in the offer documents).
(b) SPH to offer up to $1.0 billion in bonds with remainder exchanged for cash.
6
Pro Forma SPH Operations
CA
OR
WA MTID
NVUT
AZ
N
M
CO
WY
SD
ND
MNWI
IANE
KS
OK
TXLA MS AL GA
FL
SC
NCAR
MO
ILIN OH
MI
KY
TN
WV VA
PA
NY
NJ
ME
VT
NHMA
RICT
DE
MD
AK
DC
Inergy Location
Suburban Propane LocationSP Delivery Area
Inergy Location
Suburban Propane LocationSP Delivery Area
NRGY unitholders expected to receive ~0.1 SPH units for each NRGY unit owned
After the transaction, SPH will be the 3rd largest propane retailer in the U.S.
Increased size, scale and financial resources further mitigates business risk and creates opportunity for meaningful synergiesPro Forma Geographic Footprint Industry Market Share(a)(b)
(a) Per LPGas Magazine (February 2012).(b) Per American Petroleum Institute Report (December 2011).
__________________
Other Retailers (<2% Mkt Share)69%
Suburban Propane / Inergy7%
Ferrellgas9%
Amerigas / Heritage15%
Combined
Customers 608,000 604,000 1,212,000
Retail Propane Gallons Sold FY 2011 298,902 325,623 624,525
States with Locations 30 33 41
Vehicles 2,385 2,293 4,678
7
Investment Highlights
Stable, fee-based cash flow profile
Natural gas storage and transportation assets predominantly
contracted with firm agreements
Stable Fee-Based
Cash Flows
High Quality
Assets
Expansion
Opportunities
Core natural gas infrastructure in the Northeast and Texas in the heart
of the Marcellus Shale and adjacent to the Eagle Ford Shale
NGL assets uniquely positioned for the infrastructure development of
the Marcellus, Utica, and Eagle Ford Shales
Assets have attractive built-in capital expansion opportunities which
further enhance financial returns
Well-positioned to seek additional midstream growth via acquisitions
Flexible Financial
Structure &
Investor Alignment
Two equity securities coupled with expected low leverage to facilitate
growth objectives
Strong investment alignment with management owning ~ 20% of
Inergy, L.P. equity
8
__________________ (a) Pro forma for Marc I pipeline project.(b) Pro forma for 2.1 million bbls Watkins Glen NGL storage development project.
NRGY positioned as pure-play midstream MLP
− NRGY assets consist of NRGM common units, IDRs, and retained midstream operating businesses
− Retained midstream assets positioned for future opportunities
Strong balance sheet and financial flexibility
− Expect lower overall cost of capital at NRGY
NRGY & NRGM Looking Ahead
Inergy, L.P. (NYSE: NRGY)
−LP Interest & IDRs of NRGM
−Tres Palacios Gas Storage
−West Coast NGL Operations
− Inergy Services (Coast-to-Coast NGL Supply and Logistics Operations)
Inergy Midstream, L.P. (NYSE: NRGM)
− 41 bcf Nat Gas Storage
−~1 bcf/d Gas Transportation (a)
− 3.6 mmbbls NGL Storage (b)
−US Salt
~75% Limited
Partner InterestIncentive
Distribution Rights
NRGM is a growing midstream business with strong balance sheet and attractive cost of capital
− Stable fee-based cash flows generated from strategically located assets provide solid foundation
Highly visible growth prospects
− Existing built-in organic expansion projects provide visible growth
− Drop down and 3rd party acquisition opportunities further enhance growth potential
9
Inergy Strategy
Significant Service Provider in Core Midstream Markets
– Midstream operations focused on fee-based; long-term contract-driven cash flow
– Leverage existing relationships in our natural gas and NGL platforms in the Northeast, Texas and California which are adjacent to prolific shale plays and serve premium demand markets
Continue Growth Through Capital Expansion Projects & Acquisitions
– Execute capital expansion projects around existing asset base
– Pursue and evaluate complementary midstream opportunities
– Seek to further strengthen the long-term growth profile of the partnership
Disciplined Capital Investment
Deliver Operational Excellence
10
Midstream Operations
Overview
11
Natural Gas & NGL
Storage and Transportation Platform
Expansion potential to ~100 Bcf of highly flexible
gas storage capacity near premium demand
markets coupled with pipeline transportation that
adds deliverability and flexibility to platform
NGL operations positioned for the continued
growth in the liquids rich Marcellus, Utica, and
Eagle Ford shale plays
Natural Gas and NGL assets situated between major shale plays and premium demand markets
N.E. Storage and
Transportation Platform� 41.0 Bcf of current gas storage capacity
� 1.5 mm bbls of current NGL storage
capacity
� Situated near largest demand market in U.S.
� Storage and transportation expansion
opportunities available
Texas Storage and
Transportation Platform� 38.4 Bcf of current storage capacity
� Highly liquid storage point with 10
interconnects (ICE Pooling Point)
� Storage and transportation expansion
opportunities available
West Coast NGL� 24 mm gallon NGL storage facility,
25 mmcf/d gas processing plant,
8,000 bbl/d isomerization unit, &
12,000 bbls/d NGL fractionation
plant
� Located near Elk Hills, and LA & SF
refinery basins
NGL Storage, Supply, and Logistics (Inergy Services)� Coast to coast NGL capabilities support midstream
operations and provide 3rd party NGL producer and end user services
� Large transportation fleet able to solve supply/demand imbalances
� Supply and marketing agreements in key liquids rich shale plays
12
Northeast Natural Gas Storage and
Transportation Platform
Potential for 51 Bcf(a) natural gas storage capacity within 200 miles of New York City
Rockies
Northeast storage &
transportation hub with access
to multiple gas and NGL
supply sources and pipeline
interconnects into premium
demand markets
Asset location, contract tenor,
and attractive customer mix
helps insulate business from
short-term pressure on gas
storage fundamentals
Platform consists of high
quality assets integrated
together to buffer supply and
demand imbalances in natural
gas & NGL markets
(a) Includes 0.6 Bcf expansion expected to be in-service in December 2012 and development of ~10 Bcf of natural gas storage capacity available at US Salt.
__________________
13
Texas Natural Gas Storage and
Transportation Platform
Tres Palacios - located ~100 miles southwest of Houston in Matagorda County, TX
38.4 Bcf of working gas capacity with expansion potential to 47.9 Bcf– Situated near the Eagle Ford Shale which is currently
producing gas volumes of up to 1.0 bcf/d–resulting from strong NGL production
– Facility connected to 10 intrastate and interstate pipelines serving multiple U.S. demand markets and Texas, the largest gas-fired power generation market in the U.S.
– NGL and gas production is currently straining pipeline takeaway capacity and filling supply area storage–expected to increase the value of physical storage capacity
Established new midstream market platform with additional growth opportunities– Up to five potential additional interconnects
– Natural gas and liquids storage rights to develop caverns leached by Texas Brine on Markham salt dome
38.4
47.9
0
10
20
30
40
50
60
Bcf
Current Capacity Expected Future Capacity (with
cavern 4 expansion)
Tres Palacios Working Gas Capacity
14
NGL Supply & Logistics
Operations leverage Inergy’s NGL assets
− West Coast NGL facility located near
Bakersfield, CA between major West Coast
demand centers and adjacent to Elk Hills
− Commercial management of NGL storage
facilities
● Finger Lakes ● Bath ● South Jersey Terminal ● Seymour
Generates meaningful 3rd party cash flow
through supply and marketing agreements
− Provide NGL flow assurance to refiners/gas
processors and producers through 100% keep
dry and other agreements around key liquids rich
shale plays
15
Gas Storage Facilities
StagecoachThomas
CornersSteuben
Seneca
Lake
Tres
Palacios
26.3 Bcf working gas capacity
5.7 Bcf operational working gas capacity (certificated for 7 Bcf)
6.2 Bcf working gas capacity
1.5 Bcf working gas capacity
38.4 Bcf working gas capacity
95% contracted with average maturity to 2016
100% contracted through March 2015
100% contracted to 2013
100% contracted until 2016
59% contracted through 2013 (92 % including current
contracted parks)
Market-based rates Market-based rates Cost-of-service rates (filed for market-based rates)
Market-based rates Market-based rates
Connected to TGP and Millennium (directly to Transco upon
completion of Marc I)
Connected to TGP and Millennium (indirectly to Dominion
through Steuben)
Connected to Dominion (indirectly to TGP & Millennium
through Thomas Corners)
Connected to Dominion (planned connection to
Millennium)
Connected to 10 intrastate and interstate pipelines (including Transco, TGP
and KMP-Tejas)
FERC regulated firm transportation and wheeling services between TGP, Millennium and all points in between− 325,000 dth/d capacity - 100% contracted with 5 year terms− Phase II may add additional throughput capacity
Future connection to Dominion would potentially allow access to Iroquois Pipeline via Dominion Iroquois expansion
16
North-South Pipeline
MARC I Pipeline ProjectFERC regulated firm transportation and wheeling services between TGP, Transco and all points in between− 550,000 dth/d capacity -100% contracted with 10 year terms
− 39 mile, 30 inch bi-directional gas pipeline located atop the Marcellus Shale
− Expected in-service date of September 2012 (First 20 miles expected July 2012)
Transportation Overview
Proposed ~200 mile 30”-36” natural gas pipeline project with up to 1.2 Bcf/d capacity extending from southern end of Marc I pipeline to Dominion’s Cove Point LNG pipeline− Jointly developed by NRGM, and subsidiaries of UGI and WGL, with each sponsor owning equal interests
− UGI and WGL expected to contract 40-50% of capacity− Commonwealth expected to provide Marcellus gas production to major demand markets including central and eastern Pennsylvania, metro areas of Philadelphia, Baltimore, Washington, D.C. and the Delmarva Peninsula
Commonwealth Pipeline Project
NGL Storage Overview
Bath Facility Watkins Glen Project
17
NGL Storage Facilities
Position Inergy as a key NGL storage provider in the Marcellus Shale
Provide value to our customers with significant storage capacity and
multiple distribution channels to Northeast demand markets
Potential NGL storage expansion opportunity exists at Tres Palacios
Capacity of 2.1 mm bbls of NGL
storage
Located ~60 miles from
Stagecoach
Long-term contract for 2 mm bbls
signed with investment-grade
anchor tenant
Will connect to Teppco pipeline;
rail and truck terminal facilities
Expected in-service calendar Q4
2012, subject to regulatory approval
1.5 mm bbls of NGL storage
Located ~60 miles from
Stagecoach
100% contracted with maturity to
2016
Nine separate caverns allow for
segregation of multiple streams
Rail and truck terminal facilities
Expansion potential with US Salt
as brine outlet
18
Positioned for Future Opportunity
− Watkins Glen NGL Storage
− North-South (in-service)
− Marc I Pipeline (under construction)
− Commonwealth Pipeline
− Tres Palacios Header Extension (FERC approval pending)
− Tres Palacios Storage Expansion
− US Salt Gas Storage Expansion
Inergy’s recent events provide meaningful progress to positioning the company for the creation of long-term value for investors
Inergy’s pure play midstream operations are strategically well-positioned
− Midstream operations anchored by two gas storage and transportation platforms that are positioned adjacent to premier shale plays and premium demand markets
− Core competency in NGL storage, supply, and logistics capable of meaningful contribution to Inergy’s operations
− Closing of the announced retail propane contribution transaction strengthens Inergy’s balance sheet for future growth opportunities
High-return organic projects move the partnership forward and further expand Inergy’s operations
19
Financial Overview
20
Financial Strength
NRGY NRGM
Strong and flexible capital structure– $550 million revolver maturing July 2016– Corporate family credit ratings of BB-/Ba2– Low balance sheet leverage (~1.2x debt-to-
EBITDA pro forma for retail propane divesture to SPH)
Distributable cash flow generated from
predominantly fee-based businesses
and predictable cash distributions from
NRGM with growth potential
Strong balance sheet with liquidity– $600 million revolver maturing December 2016– ~2.0x debt-to-EBITDA pro forma US Salt with
ample liquidity to execute growth strategy– Long-term debt-to-EBITDA of 3.0x-3.5x
Fee-based operations primarily
supported by fixed reservation contracts
under multi-year agreements with credit
worthy counterparties
Investment grade credit metrics and
cash flow profile
Recent events provide strong financial position from which to grow
21
NRGY Distribution
Inergy declared a quarterly distribution of $0.375 per common unit ($1.50 annually)
− Distribution is based upon NRGY’s normalized expectations for the current operating businesses including our retail propane business for FY2013
− Looking forward to twelve months ended March 31, 2013 these normalized expectations result in total unit distribution coverage of approximately 1.2x
Distributions assuming the retail propane transaction closes in the fourth quarter of fiscal 2012
− Following the closing of the retail propane transaction, NRGY unitholders are expected to continue to receive approximately $1.50 in distributions
− The distribution would be comprised of NRGY unitholders receiving directly from SPH approximately $0.36 per NRGY unit based upon SPH’s current annualized distribution of $3.41 per unit, and
− Approximately $1.15-1.20 of expected annualized distribution per unit directly from NRGY with ample coverage built-in for the remaining businesses owned and operated by NRGY including its investment in NRGM
Capitalization
22
__________________ (a) Reflects repayment of approximately $182.5 million of outstanding borrowings using the proceeds from the sale of US Salt to NRGM, net of approximately $14.7 million borrowed to settle
seller non-compete obligations in connection with the retail propane transaction with Suburban.
(b) Reflects the exchange and retirement of $1.2 billion of outstanding NRGY senior notes for $1.0 billion newly issued Suburban senior notes and $200 million in cash paid directly to NRGY noteholders by Suburban in connection with the retail propane transaction.
(c) Reflects the retirement of $14.7 million of seller non-compete obligations and approximately $10.8 million of other debt related to swap and bond premium obligations in connection with the retail propane transaction with Suburban.
(d) Reflects the pro forma impact of the receipt of $600 million of Suburban common units and the subsequent distribution of approximately 13.7 million of those common units to NRGY unitholders in connection with the retail propane transaction.
(e) Excludes the impact of transaction expenses and other charges related to the retail propane and US Salt transaction.
(f) Reflects the borrowing of $182.5 million to fund the cash consideration and the issuance of $10 million NRGM common units to fund the $192.5 million purchase of US Salt from NRGY.
(g) Calculated in accordance with the revolving credit facility.
NRGY NRGMAs of March 31, 2012 As of March 31, 2012
($ in millions)
NRGY
Standalone
Actual
NRGY As
Adjusted
NRGM
Standalone
Actual
NRGM As
Adjusted
Cash ……………………………………………………………………..14.6$ 14.6$ -$ -$
Revolving general partnership credit facility ………………….. 355.7 187.9 (a)
97.0 279.5 (f)
8 3/4% senior unsecured notes due 2015 ………………………. 0.8 0.8 - -
7 % senior unsecured notes due 2018 …………………….…………………600.0 - (b)
- -
6 7/8% senior unsecured notes due 2021 ……………………………..600.0 - (b)
- -
Other debt ………………………………………………………27.5 2.0 (c)
- -
Total Debt …………………………………………………………….1,584.0$ 190.7$ 97.0$ 279.5$
Partners’ Capital ……………………………………………………………..1,307.4$ 1,309.6$ (d)(e)
651.9$ 661.9$ (f)
Total Capitalization ………………………………………………2,891.4$ 1,500.3$ 748.9$ 941.4$
Total Debt / PF TTM Adjusted EBITDA (g)
5.3x 1.2x 0.8x 2.0x
Visible Expansion Projects
High-return midstream expansion projects generate substantial cash flow growth
Expansion projects supported by long-term contracts
__________________ (a) These figures regarding growth potential are based on various forward-looking assumptions made by the management. While Inergy believes that these assumptions are reasonable, it
can give no assurance that such results will materialize.
Expansion
Projects (a)Total Capital
Investment
Expected
Run-Rate Multiple
Expected
In-Service
MARC I Pipeline $240 million 7.2xSeptember 2012
(first 20 miles expected in-
service July 2012)
Watkins Glen NGL
Expansion$65 million 7.0x Q4 2012
US Salt Gas Storage
Development~$85 million 6.0x 2015
Commonwealth
Pipeline Project
~$1.0+ billion
(1/3 NRGM proportional share)TBD Q2 2015 – Q2 2016
NRGY
Projects
West Coast
Expansion$21 million 5.5x June 2012
Tres Palacios
Header Extension$30 million 6.5x 2H 2012
NRGM Projects
23
Additional projects:− North-South Throughput Expansion
− Marc I Pipeline Throughput Expansion
− Tres Palacios Cavern 4 Expansion
− Tres Palacios Liquids Storage
24
Investment Highlights
Stable, fee-based cash flow profile
Natural gas storage and transportation assets predominantly
contracted with firm agreements
Stable Fee-Based
Cash Flows
High Quality
Assets
Expansion
Opportunities
Core natural gas infrastructure in the Northeast and Texas in the heart
of the Marcellus Shale and adjacent to the Eagle Ford Shale
NGL assets uniquely positioned for the infrastructure development of
the Marcellus, Utica, and Eagle Ford Shales
Assets have attractive built-in capital expansion opportunities which
further enhance financial returns
Well-positioned to seek additional midstream growth via acquisitions
Flexible Financial
Structure &
Investor Alignment
Two equity securities coupled with expected low leverage to facilitate
growth objectives
Strong investment alignment with management owning ~ 20% of
Inergy, L.P. equity
25
Appendix
26
Storage & Transportation
Contract Characteristics
Strong demand for our services drives long-term contracted revenues
Highly creditworthy customers create further cash flow stability
Confidential Information
Transportation Contract Profile
(a) Stagecoach is 95% contracted based on injection capacity. Thomas Corners is 100% contracted based on current operational capacity.(b) Steuben currently contracted under 1 year evergreen provision with a 12 month cancellation notice. Contracts are expected to be renewed under multi-year contracts upon receipt of market
based rate structure.(c) Excludes ~15.0 bcf of interruptible and firm park contracts currently in place.
__________________
Utility/LDC
50%
Marketer
32%
Producer
3%
Power
Generator
3%
Integrated
Oil&Gas
12%
Storage Customer Type
Majority of customers are Utilities/LDCs with investment
grade ratings
Storage Contract ProfileStorage
Capacity
(Bcf)
Contracted
Capacity
(Bcf)
Adj.
Contracted
% (a)
Avg Maturity
Weighted
Avg.
Tenor
Stagecoach 26.25 21.35 95% 2/10/16 3.7
Thomas Corners 7.00 5.70 100% 3/31/15 2.9
Steuben (b)
6.20 6.20 100% 3/31/13 0.9
Seneca Lake 1.45 1.45 100% 1/15/16 3.7
Tres Palacios (c)
38.40 22.50 59% 11/27/13 1.5
Total 79.30 57.20 78% 11/12/14 2.5
Transportation
Capacity
(MMcf/d)
Contracted
Transportation
Capacity
(MMcf/d)
%
Contracted
Avg
Maturity
Weighted
Avg.
Tenor
MARC 1 550.00 550.00 100% Jul-22 10.1
N/S 325.00 325.00 100% Oct-16 4.4
East Intrastate 30.00 30.00 100% Mar-21 8.9
Total 905.00 905.00 100% May-20 8.0
27
Commonwealth Pipeline Overview
Proposed ~200 mile 30”-36” natural gas pipeline project with up to 1.2 bcf/d capacity extending from southern end of Marc I pipeline to Dominion’s Cove Point LNG pipeline
“Market-pull” project linking Marcellus/Utica gas production to major demand markets
− Markets served would include central and eastern Pennsylvania, metro areas of Philadelphia, Baltimore, Washington, D.C. and the
Delmarva Peninsula
− Offers flexible access to high growth markets traditionally served by long-haul pipelines
Jointly developed by NRGM, and subsidiaries of UGI and WGL, with each sponsor owning equal interests
− UGI and WGL expected to contract 40-50% of capacity
Six Months Ended March 31,
2009 2010 2011 2011 2012 TTM(in MMs) (audited) (audited) (audited) (unaudited) (unaudited) (unaudited)
Retail propane gallons 310.0 340.2 325.6 236.8 183.1 271.9
Statement of Operations Data:
Revenues 1,570.6 1,786.0 2,153.8 1,316.5 1,331.0 2,168.3
Cost of product sold 996.9 1,165.9 1,476.0 868.8 950.4 1,557.6
Gross profit 573.7 620.1 677.8 447.7 380.6 610.7
Expenses:
Operating and administrative 280.5 310.7 323.3 166.2 164.0 321.1
Depreciation and amortization 115.8 161.8 191.8 93.8 98.4 196.4
Loss on disposal of assets 5.2 11.5 8.2 2.6 3.6 9.2
Operating income 172.2 136.1 154.5 185.1 114.6 84.0
Other income (expense):
Interest expense, net (70.5) (91.5) (113.5) (60.3) (50.4) (103.6)
Early extinguishment of debt - - (52.1) (49.4) (24.9) (27.6)
Other income 0.1 2.0 1.2 0.1 1.4 2.5
Income before gain on issuance of units in subsidary and income taxes 101.8 46.6 (9.9) 75.5 40.7 (44.7)
Gain on issuance of units in subsidiary 8.0 - - - - -
Provision for income taxes (1.7) (0.2) (0.7) (0.4) (0.3) (0.6)
Net income (loss) 108.1 46.4 (10.6) 75.1 40.4 (45.3)
Net (income) loss attributable to non-controlling partners in subsidiary (51.0) 15.4 28.2 28.2 (3.7) (3.7)
Net income (loss) attributable to partners 57.1 61.8 17.6 103.3 36.7 (49.0)
28
Historical Financial Overview &Non-GAAP Reconciliations(a)
(a) Prior period financial information of Inergy has been adjusted to reflect the simplification transaction between Inergy, L.P. and Inergy Holdings, L.P. which was treated as a reverse merger for accounting purposes.(b) Includes a $1.4 million, $(1.0) million, $1.2 million and a $0.9 million non-cash FAS 133 charge/(gain) associated with fixed-price propane sales contracts to retail customers in FY2009, FY2010, FY2011 and the
trailing twelve months ended March 31, 2012, respectively.(c) Includes a $(0.3) million and a $(0.6) million non-cash FAS 133 (gain) in the six months ended March 31, 2011, and the six months ended March 31, 2012, respectively.
__________________
(b) (b) (b) (b)(c) (c)
29
(a) Prior period financial information of Inergy has been adjusted to reflect the simplification transaction between Inergy, L.P. and Inergy Holdings, L.P. which was treated as a reverse merger for accounting purposes.(b) Adjusted EBITDA excludes i) non-cash gains or losses on derivative contracts associated with fixed price sales to retail propane customers, ii) long-term incentive and equity compensation expense, iii) gains or losses on the disposal of assets, iv)
transaction costs, v) net income attributable to non-controlling partners, and vi) interest, tax, depreciation, and amortization expense attributable to non-controlling partners, as disclosed in Inergy, L.P.’s SEC filings.(c) ITDA – Interest, taxes, depreciation and amortization.(d) Inergy and each of its wholly owned subsidiaries do not provide credit support nor do they guarantee any amounts outstanding under the NRGM Credit Facility.(e) These amounts differ from those previously presented as a result of our adoption of FASB Accounting Standards Codification Subtopic 210-20 on October 1, 2008. In conjunction with the adoption of this standard, we elected to change our
accounting policy for derivative instruments executed with the same counterparty under a master netting agreement. This change in accounting policy has been presented retroactively.
__________________
Historical Financial Overview &Non-GAAP Reconciliations, (cont.) (a)
Six Months Ended March 31,
2009 2010 2011 2011 2012 TTM(in MMs) (audited) (audited) (audited) (unaudited) (unaudited) (unaudited)
EBITDA Reconciliation:
Net income (loss) 108.1 46.4 (10.6) 75.1 40.4 (45.3)
Interest expense, net 70.5 91.5 113.5 60.3 50.4 103.6
Early extinguishment of debt - - 52.1 49.4 24.9 27.6
Provision for income taxes 1.7 0.2 0.7 0.4 0.3 0.6
Depreciation and amortization 115.8 161.8 191.8 93.8 98.4 196.4
EBITDA 296.1 299.9 347.5 279.0 214.4 282.9
Non-cash (gain) loss on derivative contracts 1.4 (1.0) 1.2 (0.3) (0.6) 0.9
Loss on disposal of assets 5.2 11.5 8.2 2.6 3.6 9.2
Gain on issuance of units in subsidiary (8.0) - - - - -
Long-term incentive and equity compensation expense 3.1 10.9 5.8 2.9 6.2 9.1
Transaction costs - 3.5 9.5 8.9 1.1 1.7
Interest of non-controlling partners in ASC's consolidated net income (1.4) (0.7) - - - -
Interest of non-controlling partners in ASC's consolidated ITDA(c) (0.5) (0.2) - - - -
Adjusted EBITDA(b) 295.9 323.9 372.2 293.1 224.7 303.8
Balance Sheet Data (end of period):
Cash and cash equivalents 11.7 144.4 11.5 14.6 14.6
Restricted Cash - 588.0 - - -
NRGY Revolving loan facility 27.2 - 81.2 355.7 355.7
NRGY Term loan - - 300.0 - -
Senior unsecured notes 1,050.0 1,650.0 1,445.1 1,200.8 1,200.8
Fair value hedge adj. on sr. unsecured notes 5.6 - 0.5 0.3 0.3
Net bond/swap premium (discount) (16.4) (5.6) 8.5 10.5 10.5
ASC credit agreement 8.3 - - - -
Inergy Holdings bank facility and term loan 31.5 24.5 - - -
NRGY Other debt 18.6 21.8 17.7 16.7 16.7
NRGM credit facility(d) - - - 97.0 97.0
Total debt 1,124.8 1,690.7 1,853.0 1,681.0 1,681.0 - Total partners' capital 772.0 1,160.1 1,146.0 1,307.4 1,307.4
Total assets(e) 2,154.1 3,117.8 3,340.9 3,268.1 3,268.1
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