Moving forward confidently
Investor Presentation September 2018
Moving forward confidently Investor Presentation September 2018 2 - - PowerPoint PPT Presentation
Moving forward confidently Investor Presentation September 2018 2 2 Spire | Investor Presentation | September 2018 Spire | Investor Presentation | September 2018 Forward-looking statements and use of non-GAAP measures This presentation
Investor Presentation September 2018
Spire | Investor Presentation | September 2018 2 Spire | Investor Presentation | September 2018 2
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, 2017 as filed with the Securities and Exchange Commission (SEC). This presentation also includes “net economic earnings,” “net economic earnings per share,” “contribution margin,” “adjusted EBITDA,” and “adjusted long-term capitalization,” non-GAAP measures used internally by management when evaluating the Company’s performance and results of
energy-related transactions, the impacts of acquisition, divestiture, and restructuring activities and the largely non-cash impacts of other non- recurring or unusual items such as certain regulatory, legislative, or GAAP standard-setting actions. In fiscal 2018, these items include the revaluation
property sold as a result of disallowances in our Missouri rate proceedings. The fair value and timing adjustments, which primarily impact the Gas Marketing segment, include net unrealized gains and losses on energy-related derivatives resulting from the current changes in fair value of financial and physical transactions prior to their completion and settlement, lower of cost or market inventory adjustments, and realized gains and losses on economic hedges prior to the sale of the physical commodity. Management believes that excluding these items provides a useful representation of the economic impact of actual settled transactions and overall results of ongoing operations by facilitating comparisons of year-over-year results. Contribution margin is defined as operating revenues less natural and propane gas costs and gross receipts tax expense, which are directly passed on to customers and collected through revenues. 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. Adjusted EBITDA is earnings before interest, income taxes, depreciation and amortization, plus largely non-cash write-offs related to Missouri rate cases. Reconciliations of net income to net economic earnings and of contribution margin to operating income are contained in our SEC filings and in the Appendix to this presentation. Reconciliations of adjusted EBITDA to net income and of capitalization per balance sheet to adjusted long-term capitalization are also contained in the Appendix. 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 Relations 314-342-0878 Scott.Dudley@SpireEnergy.com
Spire | Investor Presentation | September 2018 3
Our mission
Answer every challenge, advance every community and enrich every life through the strength of our energy.
Transforming our company
4 Spire | Investor Presentation | September 2018 4
by increasing our geographic footprint
homes and businesses across Alabama, Mississippi and Missouri
– Spire Marketing – Spire Storage – Spire STL Pipeline
Spire | Investor Presentation | September 2018 5
– Missouri rate cases and Alabama RSE resets – Weather normalization across all our utilities – Reduced all customer rates as a result of tax reform
capital investment plan
Spire | Investor Presentation | September 2018 6
customers and increase utility margin
– Enhanced new business approach – More focused economic development
– Strategic line extensions providing natural gas to growing communities – Pursuit of multi-family segment
– Increased new business spend ~34% – Installed 5.7% more new meters on top
Spire | Investor Presentation | September 2018 7
0.63 1.12 1.55 1.57 1.68 1.69 0.3 0.6 0.9 1.2 1.5 1.8 2012 2013 2014 2015 2016 2017
(Millions)
Total utility customers1
1Rolling 12-month average customers for all gas utilities for period of Spire’s
in the year of acquisition.
$276 $285 $270 $252 $244 $241 $200 $225 $250 $275 $300 2012 2013 2014 2015 2016 2017
O&M expenses per customer2
2Operation and maintenance (O&M) expenses and customers for Spire Missouri,
Spire Alabama and Spire Gulf for all years.
Other utility Pipelines and storage Utility, with minimal lag and new business
Capital expenditures forecast
380 380 395 410 420 60 70 70 70 70 60 140 10 10 10
2018 2019 2020 2021 2022 5-year forecast: ~$2.5B+
$500 $590 $475 $490 $500
(Millions) Spire | Investor Presentation | September 2018 8
Rate base1 growth
$2.6
2017 2018 2019 2020 2021 2022
(Billions)
1Rate base for Missouri utilities per order authorized 2/21/18 for cases C-GR-2017-0215 and
C-GR-2017-0216, plus retained shareholders’ equity for Spire Alabama and Spire Gulf per current RSE effective 12/1/17, and Spire Mississippi rate base per stipulation 4/10/18.
– $15M of Pipeline spend shifted to FY19; utility spend increased by like amount – $80M for utility new business investment
change in Pipeline schedule and budget
– Up to 20 yrs. of utility infrastructure upgrades – ~85% recovered with minimal lag or reflected in earnings
33% 29% 29% 9%
Missouri East Missouri West Alabama/Mississippi Pipelines and storage
Spire | Investor Presentation | September 2018 9
Spire | Investor Presentation | September 2018 10
strong risk management protocols
– Provides wholesale services to diverse customer base – Physically delivers gas on 20+ pipelines – Optimizes portfolio of commodity, transportation and storage contracts
continued growth and success
– Named industry veterans to lead the business and grow the team – Expanding geographically with Houston business center – Strengthening our strategic position
– Improved market conditions – Wider regional basis differentials – Greater storage and transport optimization
Spire Marketing’s operational reach
Spire | Investor Presentation | September 2018 11
– Acquired majority interest in large Wyoming storage facility and recently added a smaller adjacent facility – Investing to expand capacity and improve operating performance – Hired team that brings extensive experience in storage
regions and customers: utilities, power generators, marketers and pipelines
share
Spire | Investor Presentation | September 2018 12
– Higher volumes, increased ISRS revenues and modest customer growth – Benefits of lower federal income taxes – Partially offset by higher weather- driven expenses and seasonal rate design change at Missouri utilities
improved market conditions
corporate costs in Other
3.72 3.92 0.08 0.37 $0.00 $1.00 $2.00 $3.00 $4.00 9 Mos. 2017 9 Mos. 2018 $4.30
Net economic earnings per share1
1See Net economic earnings (non-GAAP) reconciliation in Appendix. 2Other amounts not shown, $0.02 for nine months 2017 and $0.01 for nine
months 2018, and Gas Utility amounts reflect $0.30 and $0.34, respectively,
$3.82
2 2 Gas Utility Gas Marketing
Earnings by segment
(Per diluted share)
Nine months ended June 30, 2017 2018 Gas Utility $4.02 $4.26 Gas Marketing 0.08 0.37 Other (0.28) (0.33) Total $3.82 4.30
Spire | Investor Presentation | September 2018 13 Spire | Investor Presentation | September 2018 13
‒ First half results, including Spire Marketing strong performance and tax reform ‒ Missouri rate design change which concentrates margins during winter ‒ Higher expense run rate of ~$12 million annually from the MO rate cases
‒ May 2018 equity offering ‒ $500 million capital expenditures plan ‒ Lower cash flow due to tax reform (~$40 million annually), offset by new MO cash flow and tax benefits retained Net economic earnings per share
Spire | Investor Presentation | September 2018 14
$3.56 $3.70 $0.31 $0.30 ($0.10) ($0.31) ($0.06) $2.75 $3.00 $3.25 $3.50 $3.75 $4.00 $4.25 2017 actual 1H operating results Tax reform MO rate case write-offs Rate design Equity
2018 midpoint
‒ Base year is 2018 run-rate earnings ‒ Frames both annual and long-term expectations
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1Normalization of 2018 earnings per share to remove performance from Spire Marketing due to more favorable market conditions that are not expected to recur.
1
$440 $467 $200 $250 $300 $350 $400 $450 $500 FY17 FY18
Spire | Investor Presentation | September 2018 16
$467 million, up 6% from last year
$975 million credit facility and commercial paper program
280 bps from fiscal year-end
‒ 2.3 million shares ‒ Net proceeds of $153 million ‒ Satisfies our anticipated equity needs for the following twelve months
1Adjusted EBITDA is Earnings before interest, income taxes, depreciation and
amortization, plus largely non-cash write-offs related to Missouri rate cases.
2See Adjusted long-term capitalization reconciliation in Appendix.
YTD adjusted EBITDA1
(Millions)
51.5% 48.5% Equity Debt
Long-term capitalization2
(at June 30, 2018)
Annualized dividends per share
$1.66 $1.70 $1.76 $1.84 $1.96 $2.10 $2.251 $1.30 $1.50 $1.70 $1.90 $2.10 $2.30 2012 2013 2014 2015 2016 2017 2018
1Quarterly dividend of $0.5625 per share effective January 3, 2018, annualized. 2Based on $2.25 per share dividend and SR average closing price of $73.56 for Q4 2018 through Aug. 31
Dividend Yield 3.1%2
+2.4% +3.5% +4.5% +6.5% +7.1%
+7.1%
Spire | Investor Presentation | September 2018 17
– FY18 NEE target range of $3.65 - $3.75 per share – Long-term NEE per share growth target of 4%-7% – Capital investment plans of $500 million for FY18 and $2.5B+ for 2018 - 2022
Spire | Investor Presentation | September 2018 18
We’re bringing people and energy together in ways that enrich the lives of those we serve and add value for our stakeholders.
Spire | Investor Presentation | September 2018 19
Spire | Investor Presentation | September 2018
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Spire | Investor Presentation | September 2018
Senior Vice President, Commercial Operations
Senior Vice President, Strategy and Corporate Development
Senior Vice President, General Counsel and Chief Compliance Officer
Executive Vice President, Chief Financial Officer
President and Chief Executive Officer
Executive Vice President, Chief Operating Officer of Distribution Operations
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A B C D E F
1See Net economic earnings (non-GAAP) reconciliation later in Appendix. 2See Adjusted EBITDA (non-GAAP) reconciliation later in Appendix. 3See Adjusted long-term capitalization reconciliation later in Appendix.
Spire | Investor Presentation | September 2018 (Millions, except earnings per share)
Earnings by Segment Gas Utility
$ 208.1 187.3
Gas Marketing
18.2 3.7
Other
(16.0) (12.9)
Net Economic Earnings (non-GAAP)1
$ 210.3 $ 178.1
Net Economic Earnings Per Share (non-GAAP)1
$ 4.30 $ 3.82
Other Key Metrics Adjusted EBITDA2
$ 466.9 $ 439.8
Capital Expenditures
334.3 298.6
Long-Term Debt (incl. current portion)
2,180 1,925
Total Debt
2,371 2,376
% Equity to Adjusted LT Capitalization3
51.5% 51.3%
Average Shares Outstanding - Diluted
48.8 46.6
Nine months ended June 30,
2018 2017
22
1See Net economic earnings (non-GAAP) reconciliation later in Appendix. 2See Contribution margin (non-GAAP) reconciliation later in Appendix.
‒ Contribution margin2 +$18.3 million
reductions for tax reform ($9.7 million)
‒ O&M expense (net of write-offs) was $11.9 million higher, largely due to weather-driven increases in employee-related costs and bad debt expense
Spire | Investor Presentation | September 2018 23
Spire | Investor Presentation | September 2018 24
– Reflect ~$70 million in cost savings from our transformative growth – Authorized 9.8% ROE, utility LT capital structure and $2.0B rate base – Aligns MO rate design: higher volumetric component and full residential weather normalization
disallowances (written off in Q2)
Impact (Millions) Customer rates Earnings Base rate increase $66.2 $66.2 Rate reduction for tax benefits (33.0) Current ISRS reset to zero (49.0) (49.0)
(23.1) Total ($15.8) ($5.9)
Write-offs from the Missouri rate cases
(Millions, except per share amounts)
Gross Net of tax Per share
Disputed pension contributions (prior to 1997) $ (28.8) $ (17.7) NBV of property sold in 2014 (1.8) (1.1) GAAP write-offs added back to NEE $ (30.6) $ (18.8) $ (0.39) Earnings or equity-based incentives (Jan 2016 on) $ (6.9) $ (4.2) Portion of rate case expenses (0.9) (0.6) GAAP write-offs reflected in NEE $ (7.8) $ (4.8) $ (0.10) Total impact $ (38.4) $ (23.6)
– Lowering our effective tax expense by $14.4 million, reflecting lower federal income taxes, net of amounts reflected in lower customer rates – GAAP results include revaluation of deferred taxes totaling $54 million (excluded from NEE)
– Cash flow will be reduced by ~$40 million annually due to lower customer rates – Interest deductibility will likely be retained due to our largely regulated mix and growing non-regulated EBITDA
Spire | Investor Presentation | September 2018 25
Impact of tax reform
(Millions, except per share amounts)
Net impact Per share Non-cash benefit from the revaluation of net deferred tax liabilities GAAP benefit excluded from NEE $ 54.0 $ 1.10 Lower income tax expense, net amounts reflected in customer rates Included in both GAAP and NEE $ 14.4 $ 0.30
guidance
to return the benefit of tax reform as lower rates
(excluding the deferred tax revaluation)
Spire | Investor Presentation | September 2018 26
(Millions)
2018 2017 2018 2017 GAAP income tax (benefit) expense (8.5) $ 84.3 $ 5.7 $ 8.7 $ Add: Benefit from Revaluation of net deferred tax liabilities (TCJA) Balance at 12/31/17 50.0 — — — Adjustment due to the Missouri rate cases 4.0 — — — 54.0 — — — Other tax adjustments 3.5 — 1.6 — Run rate income tax expense 49.0 $ 84.3 $ 7.3 $ 8.7 $ Effective tax rate 21.1% 32.5% 23.1% 28.6% Nine months ended June 30, Quarter ended June 30,
Spire | Investor Presentation | September 2018 27 Spire | Investor Presentation | September 2018 27
Missouri Alabama
(Alagasco)
East
(Laclede Gas)
West
(MGE)
Gulf
(Mobile Gas)
Mississippi
(Willmut Gas)
Founded 1852 1857 1867 1836 1933 Primary Office Birmingham
Kansas City Mobile Hattiesburg Employees 826 1,670 579 1631 Customers 421,000 651,000 513,000 84,900 18,600 Pipeline Miles ~23,000 ~16,000 ~14,000 ~4,300 ~1,200 Rate Base (In Millions) $8952 $1,2213 $8073 $1572 $234 ROE 10.80% 9.80%3 9.80%3 10.70% 9.34% Equity Capitalization 56.5% 54.2% 54.2% 55.5% 50.0%
1Employees for Gulf and Mississippi utilities combined. 2Year-end capitalization for Rate Stabilization and Equalization (RSE) purposes as of 9/30/17 for Alabama and Gulf utilities. RSE uses capitalization rather than rate base
for ratemaking purposes.
3Per amended MoPSC order dated 3/7/18 in Missouri East Case No. GR-2017-0215 and Missouri West Case No. GR-2017-0216. 4Mississippi net assets less deferred taxes for Rate Stabilization Adjustment (RSA) purposes as of 6/30/17.
Spire | Investor Presentation | September 2018 28
Spire | Investor Presentation | September 2018 29
Robust infrastructure replacement programs with lives up to ~20 years Estimated replacement miles
As of 12/31/17
Steel1 Cast iron Vintage plastic Total
completion Missouri 1,750 800
16-18 Alabama 550 650 250 1,450 18-20 Total 2,300 1,450 250 4,000
% of total
58% 36% 6% 100%
1Includes hard copper services inside bare steel, and threaded and coupled steel in Missouri.
‒ Cost-of-service, rate base and capital structure determined using historical test year ‒ Both utilities have weather mitigated rate designs and mechanisms to address purchased gas costs, pensions and energy efficiency investments
‒ Enables recovery of (and on) infrastructure investment with minimal regulatory lag ‒ In effect since 2003
(also appoints the Chairman)
‒ William P. Kenney (R) – Jan. 2019 – Maida Coleman (D) – Aug. 2021 ‒ Daniel Y. Hall (D) – Sept. 2019 – Ryan Silvey (R), Chairman – Jan. 2024 ‒ Scott T. Rupp (R) – Apr. 2020
Spire | Investor Presentation | September 2018 30
1RRA is Regulatory Research Associates.
in 2018 with passage of electric and water utility legislation
rate cases, we now have
– Regulatory certainty in key areas, including ROE and capital structure – Full residential weather normalization
revenues approved, eff. early Oct.
and legislative strategy going forward, and still strongly believe in the benefits of more progressive and timely rate review
Spire | Investor Presentation | September 2018 31
‒ Annual rate-setting process with quarterly reviews for potential rate reductions ‒ Rates set based on retained shareholders’ equity
‒ Includes current recovery on planned capital spend
‒ Incentive to manage O&M costs relative to target benchmark ‒ Sharing with customers outside of band
‒ Gas costs, weather normalization and certain other non-recurring costs ‒ Opportunity for enhanced return on certain infrastructure investments at Spire Gulf
‒ Twinkle Andress Cavanaugh, President (R) – 2020 – Chris “Chip” Beeker (R) – 2018 ‒ Jeremy H. Oden (R) – 2018
Spire | Investor Presentation | September 2018 32
Spire Alabama
‒ RSA provides for annual rate performance reviews rather than periodic rate cases
‒ 50% of the amount over the allowed return going to a rate reduction, or ‒ 75% of the deficiency toward a rate increase
‒ Received approval for a new fixed rate structure to be effective with new RSA ‒ Weather normalization mechanism recently approved; effective 2018-19 heating season
‒ 3-year pilot put into place December 2015 for up to $5 million in investment ‒ Qualified industrial development projects earn a 10-year supplemental return at 12.0% ROE
‒ Brandon Presley, Chairman (D) – 2020 (Northern District) ‒ Cecil Brown, Vice Chair (D) – 2020 (Central District) ‒ Sam Britton (R) – 2020 (Southern District)
Spire | Investor Presentation | September 2018 33
1Income tax effect of adjustments is calculated by applying federal, state, and local income tax rates applicable to ordinary income to the amounts of pre-tax reconciling items. 2Net economic earnings (NEE) per share is calculated by replacing consolidated net income with consolidated net economic earnings in the GAAP diluted earnings per share
2013, 2014, and 2016, respectively. The weighted average shares used in the NEE per share calculation and the GAAP diluted EPS calculation were 22.5 million and 26.0 million, respectively, for FY13; 32.7 million and 35.9 million, respectively, for FY14; and 43.5 million and 44.3 million, respectively, for FY16.
Spire | Investor Presentation | September 2018 34
Fiscal years ended September 30,
2012 2013 2014 2015 2016 2017
Total Spire
Diluted Earnings Per Share (GAAP)
$2.79 $2.02 $2.35 $3.16 $3.24 $3.43
Adjustments, pre-tax: Unrealized (gain) loss on energy-related derivatives
(0.02) 0.04 (0.04) (0.07)
—
0.13
Lower of cost or market inventory adjustments
—
0.05 (0.03) 0.01 0.01
—
Realized loss (gain) on economic hedges prior to the sale of the physical commodity
0.01
—
(0.01) 0.06 (0.04) (0.01)
Acquisition, divestiture and restructuring activities
0.01 0.67 0.82 0.23 0.21 0.09
Gain on sale of property
— — —
(0.18)
— —
Income tax effect of adjustments1
—
(0.29) (0.31) (0.02) (0.06) (0.08)
Weighted average shares adjustment2
—
0.38 0.27
—
0.06
—
Net Economic Earnings Per Share2 (Non-GAAP)
$2.79 $2.87 $3.05 $3.19 $3.42 $3.56
1Income tax effect is calculated by applying federal, state, and local income tax rates applicable to ordinary income to the amounts of the pre-tax reconciling items and
then adding any estimated effects of enacted state or local income tax laws for periods before the related effective date.
2Net economic earnings per share is calculated by replacing consolidated net income with consolidated net economic earnings in the GAAP diluted EPS calculation.
Spire | Investor Presentation | September 2018 35
(Millions, except per share amounts)
Gas Utility Gas Marketing Other Total Per Diluted Share2 Nine Months Ended June 30, 2018 Net Income (GAAP) 166.2 $ 20.0 $ 53.9 $ 240.1 $ 4.91 $ Adjustments, pre-tax: Missouri regulatory adjustments 30.6
0.63 Unrealized gain on energy-related derivatives
(0.07) Realized gain on economic hedges prior to the sale of the physical commodity
(0.01) Acquisition, divestiture and restructuring activities 0.2
7.0 0.14 Income tax effect of adjustments1 (9.2) 1.0 (1.5) (9.7) (0.20) Effects of the Tax Cuts and Jobs Act 20.3 0.9 (75.2) (54.0) (1.10) Net Economic Earnings (Loss) (Non-GAAP) 208.1 $ 18.2 $ (16.0) $ 210.3 $ 4.30 $ Diluted EPS (GAAP) 3.40 $ 0.41 $ 1.10 $ 4.91 $ Net Economic EPS (Non-GAAP)2 4.26 $ 0.37 $ (0.33) $ 4.30 $ Nine Months Ended June 30, 2017 Net Income (Loss) (GAAP) 187.0 $ 1.9 $ (14.0) $ 174.9 $ 3.75 $ Adjustments, pre-tax: Unrealized loss on energy-related derivatives 0.1 3.1
0.07 Realized gain on economic hedges prior to the sale of the physical commodity
0.3
2.1 0.04 Income tax effect of adjustments1 (0.1) (1.1) (0.7) (1.9) (0.04) Net Economic Earnings (Loss) (Non-GAAP) 187.3 $ 3.7 $ (12.9) $ 178.1 $ 3.82 $ Diluted EPS (GAAP) 4.01 $ 0.04 $ (0.30) $ 3.75 $ Net Economic EPS (Non-GAAP)2 4.02 $ 0.08 $ (0.28) $ 3.82 $
Spire | Investor Presentation | September 2018 36
(Millions)
Gas Utility Gas Marketing Other Eliminations Consolidated
Nine Months Ended June 30, 2018 Operating income (loss) (GAAP)
279.5 $ 27.7 $ (7.9) $
299.3 $
Operation and maintenance
353.5 5.1 17.8 (7.5) 368.9
Depreciation and amortization
121.9
Taxes, other than income taxes
128.2 0.2 0.4
Less: Gross receipts tax expense
(87.0) (0.1)
Contribution margin (non-GAAP)
796.1 32.9 11.3 (7.5) 832.8
Natural and propane gas costs
784.5 22.3 0.2 (1.1) 805.9
Gross receipts tax expense
87.0 0.1
Operating revenues
1,667.6 $ 55.3 $ 11.5 $ (8.6) $ 1,725.8 $
Nine Months Ended June 30, 2017 Operating income (loss) (GAAP)
320.3 $ 2.9 $ (3.4) $
319.8 $
Operation and maintenance
301.7 4.4 8.4 (3.9) 310.6
Depreciation and amortization
114.0 0.1 0.3
Taxes, other than income taxes
112.2 0.3 0.2
Less: Gross receipts tax expense
(70.4) (0.1)
Contribution margin (non-GAAP)
777.8 7.6 5.5 (3.9) 787.0
Natural and propane gas costs
578.8 54.1 0.2 (8.6) 624.5
Gross receipts tax expense
70.4 0.1
Operating revenues
1,427.0 $ 61.8 $ 5.7 $ (12.5) $ 1,482.0 $
1Adjusted EBITDA is Earnings before interest, income taxes, depreciation and amortization, plus largely non-cash write-offs related to Missouri rate cases. 2Largely non-cash, pre-tax impacts of regulatory asset and expense write-offs disallowed in Missouri rate cases. 3Includes non-controlling interest ($6.5M).
Spire | Investor Presentation | September 2018 37 (Millions)
2018 2017 Net Income 240.1 $ 174.9 $ Add back: Interest charges 74.0 66.2 Regulatory asset writeoffs2 38.4
(8.5) 84.3 Depreciation & amortization 122.9 114.4 Adjusted EBITDA 466.9 $ 439.8 $ Nine Months Ended June 30,
(Millions)
Equity3 Debt Total Equity Debt Total Capitalization per balance sheet $ 2,314.2 $ 2,024.5 $ 4,338.7 $ 2,028.2 $ 1,925.3 $ 3,953.5 Current portion of long-term debt
155.5
$ 2,314.2 $ 2,180.0 $ 4,494.2 $ 2,028.2 $ 1,925.3 $ 3,953.5 % of Total 51.5% 48.5% 100.0% 51.3% 48.7% 100.0% As of June 30, 2018 As of June 30, 2017