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Investor Presentation December 2013 NYSE CAUTIONARY STATEMENTS - - PowerPoint PPT Presentation

Investor Presentation December 2013 NYSE CAUTIONARY STATEMENTS & NON-GAAP MEASURES QEPM This presentation includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of


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Investor Presentation

December 2013

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P A R T N E R S H I P P R E S E N T A T I O N

NYSE QEPM

CAUTIONARY STATEMENTS & NON-GAAP MEASURES

This presentation includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements can be identified by words such as “anticipates,” “believes,” “forecasts,” “plans,” “estimates,” “expects,” “should,” “will” or other similar expressions. Such statements are based on management’s current expectations, estimates and projections, which are subject to a wide range of uncertainties and business risks. These forward-looking statements include statements regarding the stability and predictability of cash flows of QEP Midstream Partners, LP (QEPM); QEPM’s financial flexibility and strong capital structure and ability to maintain same; quality of QEPM’s assets; potential of drop-down of assets from QEP Resources, Inc. (QEP); plans to pursue third-party acquisition opportunities; increase in throughput by capturing third-party volumes; increase in production at QEP; and stability of QEPM’s fee-based business and plans to focus on such business. Actual results may differ materially from those included in the forward-looking statements due to a number of factors, including weather conditions; global geopolitical and macroeconomic factors; the U.S. federal budget and debt ceiling crisis; acts of terrorism; changes in oil, natural gas and NGL prices; outcome of pending litigation; demand for oil and natural gas storage and transportation services; defaults by large customers; legislative or regulatory changes; actions taken by third-party operators, processors and transporters; and the other risks discussed in QEPM’s filings with the Securities and Exchange Commission, including the Risk Factors section of QEPM’s Registration Statement on Form S-1, as amended, effective August 8, 2013 (QEPM’s Registration Statement). QEPM undertakes no obligation to publicly correct or update the forward-looking statements in this news release, in other documents, or on the website to reflect future events or circumstances. All such statements are expressly qualified by this cautionary statement. Adjusted EBITDA is defined as net income attributable to QEPM’s Predecessor or QEPM before the following items: depreciation and amortization, interest and other income, interest expense and deferred revenue associated with minimum volume commitment payments. Adjusted EBITDA is used as a supplemental financial measure by management and by external users of our financial statements, such as investors and commercial banks, to assess: (1) QEPM’s operating performance as compared to those of other companies in the midstream sector, without regard to financing methods, historical cost basis or capital structure; (2) the ability of QEPM’s assets to generate sufficient cash flow to make distributions to its partners; (3) QEPM’s ability to incur and service debt and fund capital expenditures; and (4) the viability

  • f acquisitions and other capital expenditure projects and the returns on investment of various investment opportunities. For a reconciliation
  • f QEPM’s Adjusted EBITDA to net income for the three months ended March 31, 2013, please see QEPM’s Registration Statement.

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P A R T N E R S H I P P R E S E N T A T I O N

NYSE QEPM

INVESTMENT HIGHLIGHTS

  • Affiliation with QEP Field Services
  • Stable and Predictable Cash Flows
  • Strategically Located Asset Base
  • Experienced Management and Operating Teams
  • Financial Flexibility and Strong Capital Structure
  • On Dec 2nd, QEP announced its intentions to separate QEP Field Services

and ownership interest in QEPM (GP and LP) from QEP Resources

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P A R T N E R S H I P P R E S E N T A T I O N

NYSE QEPM

OVERVIEW

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Transaction Overview Units outstanding (MM) 54.5 Units sold to public (MM) (includes over-allotment) 23.0 Unit price at IPO (Pre-IPO range $19-$21) $21 First day of trading August 9th Net cash proceeds to QEPM ($MM) $451 Adjusted EBITDA contributed (twelve months ended - 3/31/13, $MM) $82.2 Contributed gathering assets located in Colorado, North Dakota, Utah and Wyoming Ownership Overview QEP General Partner (includes all incentive distribution rights)

2% $0.25 - $0.2875; 15% $0.2875 - $0.3125; 25% $0.3125 - $0.375; 50% above $0.375

2.0% QEP subordinated units 49.0% QEP common units 6.8% Public common units 42.2%

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P A R T N E R S H I P P R E S E N T A T I O N

NYSE QEPM

OWNERSHIP STRUCTURE

4 QEP Resources, Inc. (Parent) QEP Midstream Partners, LP NYSE: QEPM QEP Midstream Partners Operating, LLC QEP Midstream Partners GP, LLC (General Partner) 2.0% General Partner Interest & IDRs 100% Ownership 78% Ownership Interest Three Rivers Gathering, L.L.C. Public Unitholders 55.8% Limited Partner Interest 42.2% Limited Partner Interest 100% Ownership 50% Ownership Interest Rendezvous Gas Services, L.L.C. Rendezvous Pipeline Company, L.L.C. QEPM Gathering I, LLC 100% Ownership Interest 100% Ownership Interest LTIP Participants Less than 1% Limited Partner Interest

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P A R T N E R S H I P P R E S E N T A T I O N

NYSE QEPM

STRATEGY

  • Growth

– Significant drop-down potential from QEP Field Services – Pursue third-party acquisition opportunities in existing and new areas – Increase throughput by capturing third-party volumes and increased production from QEP

  • Stability

– Focus on stable, fee-based businesses – Maintain a conservative and flexible capital structure

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P A R T N E R S H I P P R E S E N T A T I O N

NYSE QEPM

ASSET OVERVIEW

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  • Over 2.6 Bcf/d and 54 MBbls/d throughput

capacity

  • Access to three prolific oil and natural gas basins

in the Rockies

  • Interconnects to six interstate natural gas

pipelines providing access to multiple markets

  • Fully integrated system provides wellhead to

market services and prevents rate stacking

QEP Field Services Total 1 QEP Midstream Partners, LP Miles of Gathering and Transmission Pipeline 2,415 1,507 Total Natural Gas Throughput Capacity (MMcf/d) 4,975 2,650 Total Oil Throughput Capacity (Bbls/d) 54,937 54,937 Approximate Receipt Points 3,259 1,062 Total Processing Capacity (MMcf/d) 1,583 Total Treating Capacity (MMcf/d) 600 Total Fractionation Capacity (Bbls/d) 15,000 Compression Horsepower 145,390 77,024

1 Includes M LP assets

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P A R T N E R S H I P P R E S E N T A T I O N

NYSE QEPM

GREEN RIVER GATHERING

  • Green River Gathering System gathers production

in the Pinedale and Moxa Arch fields in Wyoming

  • Pinedale System

– Approximately 220 miles of natural gas, crude

  • il and produced/flowback water gathering

pipelines – 36,065 bhp of compression and 679 MMcf/d

  • f natural gas throughput capacity

– Natural gas delivered into the Rendezvous Gas system – Crude oil transported on 61-mile, FERC- regulated crude pipeline to the Rocky Mountain Pipeline System

  • Throughput capacity of approximately

40,800 Bbls/d

  • Moxa Arch System

– Approximately 323 miles of low-pressure gas gathering pipelines and 4,988 bhp of gas compression – Approximately 58 MMcf/d of natural gas capacity

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Rendezvous Gas Services Rendezvous Pipeline Company Moxa Arch System Pinedale System

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P A R T N E R S H I P P R E S E N T A T I O N

NYSE QEPM

RENDEZVOUS GAS SERVICES

  • Rendezvous Gas Services is a joint venture

between QEPM and Western Gas – QEPM operates and owns 78% – Transports gas from the Pinedale and Jonah fields to processing facilities

  • wned by QEP or Western Gas

– Approximately 1,032 MMcf/d of capacity and 7,800 bhp of gas compression – Three parallel, 103-mile high-pressure natural gas pipelines

  • To support the joint venture, QEP and

Western Gas dedicated natural gas gathered within an area of mutual interest

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Rendezvous Gas Services

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P A R T N E R S H I P P R E S E N T A T I O N

NYSE QEPM

RENDEZVOUS PIPELINE COMPANY

  • 21-mile, FERC-regulated transmission

pipeline that transports natural gas from QEP’s Blacks Fork processing complex to the Kern River Pipeline – FERC-regulated, but utilizes market- based rates negotiated with each customer

  • Total throughput capacity of 460 MMcf/d

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Rendezvous Pipeline Company

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P A R T N E R S H I P P R E S E N T A T I O N

NYSE QEPM

VERMILLION GATHERING

  • Gas gathering systems and

compression assets located in southern Wyoming, northwest Colorado and northeast Utah – Approximately 518 miles of low- pressure, gas gathering pipelines – Approximately 206 MMcf/d of throughput capacity and 23,197 bhp of compression

  • Volumes are underpinned by “life-
  • f-reserves” and long-term, fee-

based gathering agreements with MVCs

  • Volumes are ultimately delivered

into Questar Pipeline Company’s interstate pipeline system

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P A R T N E R S H I P P R E S E N T A T I O N

NYSE QEPM

THREE RIVERS GATHERING

  • Three Rivers Gathering is a 50/50

joint venture between QEPM and Ute Energy Midstream Holdings, LLC – Approximately 52 miles of gathering pipeline and 4,735 bhp

  • f gas compression
  • Volumes primarily underpinned by

long-term, fee-based gas gathering agreements with MVCs – Currently fully subscribed, easily expanded through incremental compression – Aggregate MVCs of 212 thousand MMBtu/d through 2018

  • Natural gas delivered to either QEP’s

Uinta processing complex or a third- party processing facility

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Three Rivers Gathering

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P A R T N E R S H I P P R E S E N T A T I O N

NYSE QEPM

WILLISTON BASIN GATHERING

  • Crude oil and natural gas gathering system

located in McLean County, North Dakota – Approximately 30 miles of crude oil and gas gathering pipelines, with 239 bhp of gas compression – Current throughput capacity of 7,000 Bbls/d and 3 MMcf/d for crude oil and natural gas, respectively – Crude oil and natural gas handling facility on the Fort Berthold Indian Reservation

  • Volumes supported by long-term, fee-based,

agreements with MVCs – Aggregate MVCs of approximately 5,600 Bbls/d of crude oil and 5,000 MMBtu/d of gas through 2026

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Williston Basin Gathering

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QEP Field Services Overview

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P A R T N E R S H I P P R E S E N T A T I O N

NYSE QEPM

POTENTIAL DROP-DOWNS – “NORTHERN TIER”

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Green River Basin

  • Blacks Fork Processing
  • 505 MMcf/d cryogenic
  • 330 MMcf/d J-T
  • Emigrant Trail Processing
  • 55 MMcf/d cryogenic
  • Blacks Fork Fractionation
  • 15,000 Bbls/d

Vermillion Basin

  • Vermillion Processing
  • 43 MMcf/d cryogenic

Blacks Fork Processing Complex Emigrant Trail Processing Plant

Vermillion Processing Plant

NGL sales 42% Gathering 30% Processing 28%

QEP Field Services Remaining Revenue

Based on LTM ending March 31, 2013, less QEPM

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P A R T N E R S H I P P R E S E N T A T I O N

NYSE QEPM

POTENTIAL DROP-DOWNS – “SOUTHERN TIER”

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Haynesville Gathering

  • 200 miles gathering pipeline
  • 2,000 MMcf/d throughput capacity
  • 600 MMcf/d treating capacity

Uinta Basin

  • Stagecoach Processing
  • 200 MMcf/d refrigeration
  • Iron Horse Processing
  • 310 MMcf/d cryogenic
  • Red Wash/24B Processing
  • 140 MMcf/d refrigeration
  • Uinta Gathering
  • 609 miles pipeline
  • 299 MMcf/d throughput capacity
  • Uintah Basin Field Services (38% JV with Ute

Energy)

  • 99 miles gathering pipeline
  • 26 MMcf/d throughput capacity

Uintah Basin Field Services Uinta Gathering Stagecoach/Iron Horse Processing Complex Treating Facility 24B Processing Plant Haynesville Gathering

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P A R T N E R S H I P P R E S E N T A T I O N

NYSE QEPM

WHY INVEST IN QEPM?

  • Affiliation with QEP Field Services

– Substantial drop-down potential

  • Stable and Predictable Cash Flows

– Primarily long-term, fee-based contracts

  • Strategically Located Asset Base
  • Experienced Management and Operating Teams
  • Financial Flexibility and Strong Capital Structure

– $500 million credit facility, undrawn on Sept. 30th

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P A R T N E R S H I P P R E S E N T A T I O N

NYSE QEPM

PARTNERSHIP INFORMATION

  • Analyst Contacts

Richard J. Doleshek, Executive Vice President and CFO 303-640-4242 Richard.Doleshek@qepres.com Greg Bensen, Director, Investor Relations 303-405-6665 Greg.Bensen@qepres.com QEP Midstream Partners, LP 1050 17th Street, Suite 500 Denver, CO 80265 www.qepm.com

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