Moving forward confidently
AGA Financial Forum
May 20-22, 2018
Moving forward confidently AGA Financial Forum May 20-22, 2018 - - PowerPoint PPT Presentation
Moving forward confidently AGA Financial Forum May 20-22, 2018 Forward-looking statements and use of non-GAAP measures This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of
AGA Financial Forum
May 20-22, 2018
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,” “contributionmargin,” “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. Contributionmargin 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 contributionmargin 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 capitalizationper 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
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Our mission
Answer every challenge, advance every community and enrich every life through the strength of our energy.
Transforming our company
and technology
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by increasing our geographic footprint
homes and businesses across Alabama, Mississippi and Missouri
– Expanding into gas storage – Pursuing Spire STL Pipeline – Opening a business center in Houston to support Spire Marketing
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– Rate base, ROE, equity capitalization, cost of service – Rate design harmonized across Spire Missouri – ISRS reset and renewed
updated Spire Mississippi rates
as a result of tax reform
being a public utility
Gas Utility Gas Marketing Other2
Net economic earnings per share1
1See Net economicearnings(non-GAAP)reconciliationin Appendix. 2Negativeamountsnot shown: ($0.03)in 2013, ($0.09) in 2014, ($0.05) in 2015, ($0.06) in 2016 and ($0.04) in 2017. 3Interestexpenseassociatedwith the Spire Alabamaand Spire EnergySouthacquisitions(normallyreportedin Other) is includedin Gas Utility. That interestexpense totaled
$14.2 million ($0.33 per share) in 2015, $14.7 million ($0.34 per share) in 2016 and $19.4 million ($0.40 per share) in 2017.
2.14 2.51 2.83 3.14 3.33 3.46 0.55 0.39 0.31 0.10 0.15 0.14 $0.00 $1.00 $2.00 $3.00 $4.00 2012 2013 2014 2015 2016 2017 2018 guidance
3 3 3
$3.42 $3.19 $3.05 $2.87 $2.79 $3.56 $3.65 - $3.75
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Other utility Pipelines and storage Utility, with minimal lag and new business
– Higher utility spend of $425M – $80M for new business investment
forecast to $2.5 billion
– Supported by utility infrastructure upgrade programs with lives up to 20 years – Utility spend balanced across jurisdictions
Capital expenditures forecast
365 380 395 410 420 60 70 70 70 70 75 110 10 10 10
2018 2019 2020 2021 2022 5-year forecast: $2.5B
$500 $560 $475 $490 $500
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Rate base1 growth
$2.6
2017 2018 2019 2020 2021 2022
(Billions)
1Rate base for Missouri utilitiesper order authorized2/21/18 for cases C-GR-2017-0215and
C-GR-2017-0216,plus retainedshareholders’equity for Spire Alabamaand Spire Gulf per current RSE effective12/1/17,and Spire Mississippirate base per stipulation4/10/18.
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 ~40% – Installed 5% more new meters
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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
1Rolling12-monthaveragecustomersfor all gas utilitiesfor 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
2Operationand maintenance(O&M) expensesand customersfor Spire Missouri,
Spire Alabamaand Spire Gulf for all years.
– Anticipate FERC approval in 2018 – Ready to begin construction
to bring shale gas to Missouri East
investment of $190 - $210 million
Missouri and Alabama
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2018 12 S pire | AGA Financial Fo ru m | May 20-22, 2018 12
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continued growth and success
– Named industry veteran, Pat Strange, to lead the business and grow the team – Expanding geographically by opening a business center in Houston – Strengthening our strategic position
earnings of $0.29 per share
– Improved market conditions and wider regional basis differentials – Greater storage optimization and volumes
S pire | AGA Financial Fo ru m | May 20-22, 2018 14 Pat Strange, Spire Marketing President
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– Interconnections with five interstate pipes and access to REX ‒ Strategically located near Opal hub ‒ Positioned to serve multiple regions and customers (utilities, power generators, marketers and pipelines)
extensive experience in storage
and financial performance
to FY19 NEE per share
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up $0.60 or 18%
– Higher volumes, growing ISRS revenues and modest customer growth – Benefits of lower federal income taxes – Partially offset by higher weather sensitive expenses
3.40 3.76 0.03 0.29 $0.00 $1.00 $2.00 $3.00 $4.00 1st Half FY17 1st Half FY18 $4.02
Net economic earnings per share1
1See Net economicearnings(non-GAAP)reconciliationin Appendix. 2NegativeOther amountsnot shown,($0.01) in 1st Half FY17 and ($0.03) in 1st
Half FY18, and Gas Utility amountsreflect $0.19 and $0.18, respectively,of acquisition-relatedinterest(normallyreportedin Other) in Gas Utility.
$3.42
2 2 Gas Utility Gas Marketing
Earnings by segment
(Per diluted share)
Six months ended March 31, 2017 2018 Gas Utility $3.59 $3.94 Gas Marketing 0.03 0.29 Other (0.20) (0.21) Total $3.42 $4.02
‒ 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
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$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 ‒ Targeted annual and long-term expectations
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1Normalizationof 2018 earningsper share to remove performancefrom Spire Marketing due to more favorablemarket conditionsthat are not expected to recur.
Net economic earnings per share
1
$349 $370 $200 $250 $300 $350 $400 1st Half FY17 1st Half FY18
$370 million, up 6% from last year
$975 million credit facility and commercial paper program
49.8%, up 1.1% from fiscal year-end
‒ $153 million net proceeds ‒ Further strengthens our long-term equity capitalization to 51.5% ‒ Satisfies our anticipated equity needs for the next twelve months
1AdjustedEBITDAis earningsbefore interest,income taxes, depreciationand amortization,
plus largely non-cashwrite-offsrelated to Missouri rate cases.
2See Adjustedlong-termcapitalization(non-GAAP)reconciliationin Appendix.
Adjusted EBITDA1
(Millions)
49.8% 50.2% Equity Debt
Adjusted long-term capitalization2
(at March 31, 2018)
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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
1Quarterlydividendof $0.5625 per share effectiveJanuary 3, 2018, annualized. 2Basedon $2.25 per share dividendand SR averageclosingprice of $69.01 for calendar2018 YTD throughApril 27.
Dividend Yield 3.3%2
+2.4% +3.5% +4.5% +6.5% +7.1%
+7.1%
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– Raising our 5-year capital investment plan to $2.5 billion – Reflecting the impacts of tax reform, Missouri rate cases and planned financing
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We’re bringing people and energy together in ways that enrich the lives of those we serve and add value for our stakeholders.
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24
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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 economicearnings(non-GAAP)reconciliationlater in Appendix. 2See AdjustedEBITDA(non-GAAP)reconciliationlater in Appendix. 3See Adjustedlong-termcapitalizationreconciliationlater in Appendix.
S pire | AGA Financial Fo ru m | May 20-22, 2018 (Millions, except earnings per share)
Earnings by Segment Gas Utility
$ 191.2 $ 164.0
Gas Marketing
13.8 1.4
Other
(9.9) (8.9)
Net Economic Earnings (non-GAAP)1
$ 195.1 $ 156.5
Net Economic Earnings Per Share (non-GAAP)1
$ 4.02 $ 3.42
Other Key Metrics Adjusted EBITDA2
$ 370.1 $ 349.4
Capital Expenditures
215.8 187.3
Long-Term Debt (incl. current portion)
2,179 1,925
Total Debt
2,571 2,493
% Equity to Adjusted LT Capitalization3
49.8% 50.6%
Average Shares Outstanding - Diluted
48.4 45.7
Six Months Ended March 31,
2018 2017
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1See Net economicearnings(non-GAAP)reconciliationlater in Appendix. 2See Contributionmargin (non-GAAP)reconciliationlater in Appendix.
‒ Contribution margin2 +$22.4 million
Spire Gulf RSE adjustment ($1.8 million)
‒ O&M expense (net of write-offs) was $5.3 million higher, largely due to weather-driven increases in employee-related costs and bad debt expense
conditions
unit maturity
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– 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
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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 $ 1.11 Lower income tax expense, net amounts reflected in customer rates Included in both GAAP and NEE $ 14.4 $ 0.30
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Treasury guidance
$4.0 million reflecting the results of the Missouri rate proceedings
return the benefit of tax reform as lower rates
(Millions)
GAAP income tax (benefit) expense $ (14.2) $ 75.6 $ 18.9 $ 53.3 Add: Benefit from revaluation of net deferred tax liabilities (TCJA) Balance at 12/31/17 50.0
4.0
1.9
$ 41.7 $ 75.6 $ 23.9 $ 53.3 Effective tax rate 20.8% 33.0% 20.4% 33.0% 2018 2017 2018 2017 Six Months Ended March 31, Quarter Ended March 31,
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155 165 170 175 180 135 140 145 150 155 135 145 150 155 155 75 110 10 10 10 2018 2019 2020 2021 2022 MO East MO West Alabama/Mississippi Pipelines and storage
(Millions)
$500 $560 $475 $490 $500
Alabama
(Alagasco)
MO East
(Laclede Gas)
MO West
(MGE)
Gulf Coast
(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 10.85%5 9.80%3 9.80%3 10.70% 9.34% Equity Capitalization 56.5% 54.2% 54.2% 55.5% 50.0%
1Employeesfor Gulf Coast and Mississippiutilitiescombined. 2Year-endcapitalizationfor Rate Stabilizationand Equalization(RSE) purposesas of 9/30/17 for Alabamaand Gulf Coastutilities. RSE uses capitalizationrather thanrate base
for ratemakingpurposes.
3Per amendedMoPSC order dated3/7/18 in MO EastCase No. GR-2017-0215and MO West Case No. GR-2017-0216. 4Mississippinet assets less deferredtaxes for Rate StabilizationAdjustment(RSA) purposesas of 6/30/17. 5Includes5 basis-pointincentivefor achievementof customersatisfactionratings.
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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%
1Includeshard copperservices insidebare steel, and threadedand coupledsteel.
‒ 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), Chairman – Sept. 2019 – Ryan Silvey (R) – Jan. 2024 ‒ Scott T. Rupp (R) – Apr. 2020
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1RRA is RegulatoryResearchAssociates.
The Rate Case Modernization Act
‒ Improve rate stability by establishing annual rate reviews ‒ Encourage performance-based incentives and cost accountability
cases (weather normalization)
Governor’s signature
‒ Water bill (SB 705) ‒ Electric legislation (SB 564)
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‒ 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
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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)
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customer base
transportation and storage contracts
in central U.S.
for continued growth and success
Spire Marketing’s operational reach
1Incometax effect of adjustmentsis calculatedby applyingfederal,state, and local income tax rates applicableto ordinaryincome to the amountsof pre-taxreconcilingitems. 2Net economicearnings(NEE)per share are calculatedby replacingnet income with NEE in the GAAP dilutedearningsper share calculation.Also, NEE per share exclude the
impact of the equity offeringsto fund the acquisitionsof Spire MO West, Spire Alabama,and Spire EnergySouthin fiscal years 2013, 2014, and 2016, respectively.The weighted averageshares used in the NEE per share calculationand the GAAP diluted EPS calculationwere 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.
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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
1Incometaxes are calculatedby applyingfederal,stateand local income tax rates applicableto ordinaryincome to the amountsof the pre-taxreconcilingitems. 2Net economicearningsper share is calculatedby replacingconsolidatednet income with consolidatednet economicearningsin the GAAP dilutedEPS calculation.
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(Millions, except per share amounts)
Gas Utility Gas Marketing Other Total Per Diluted Share
2
Six Months Ended March 31, 2018 Net Income (Loss) (GAAP) 147.7 3.8 $ 62.7 $ 214.2 $ 4.42 $ Adjustments, pre-tax: Missouri regulatory adjustments 30.6
0.63 Unrealized loss on energy-related derivatives
0.26 Realized gain on economic hedges prior to the sale of the physical commodity
(0.01) Acquisition, divestiture and restructuring activities 0.2
3.7 0.08 Income tax effect of pre-tax adjustments1 (7.6) (3.2) (0.9) (11.7) (0.24) Effects of the Tax Cuts and Jobs Act 20.3 0.9 (75.2) (54.0) (1.12) Net Economic Earnings (Loss) (Non-GAAP) 191.2 $ 13.8 $ (9.9) $ 195.1 $ 4.02 $ Diluted EPS (GAAP) 3.05 $ 0.08 $ 1.29 $ 4.42 $ Net Economic EPS (Non-GAAP)
2
3.94 $ 0.29 $ (0.21) $ 4.02 $ Six Months Ended March 31, 2017 Net Income (Loss) (GAAP) 164.0 $ (1.8) $ (9.0) $ 153.2 $ 3.34 $ Adjustments, pre-tax: Unrealized loss on energy-related derivatives
0.12 Realized gain on economic hedges prior to the sale of the physical commodity
0.1
0.2 0.01 Income tax effect of pre-tax adjustments
1
(0.1) (2.0)
(0.05) Net Economic Earnings (Loss) (Non-GAAP) 164.0 $ 1.4 $ (8.9) $ 156.5 $ 3.42 $ Diluted EPS (GAAP) 3.58 $ (0.04) $ (0.20) $ 3.34 $ Net Economic EPS (Non-GAAP)
2
3.59 $ 0.03 $ (0.20) $ 3.42 $
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(Millions)
Gas Utility Gas Marketing Other Eliminations Consolidated
Six Months Ended March 31, 2018 Operating income (loss) (GAAP)
244.5 $ 6.1 $ (3.7) $
246.9 $
Operation and maintenance
245.6 3.1 10.1 (4.9) 253.9
Depreciation and amortization
81.4
Taxes, other than income taxes
94.7 0.1 0.1
Less: Gross receipts tax expense
(66.6) (0.1)
Contribution margin (non-GAAP)
599.6 9.2 7.0 (4.9) 610.9
Natural and propane gas costs
666.6 31.6 0.2 (0.8) 697.6
Gross receipts tax expense
66.6 0.1
Operating revenues
1,332.8 $ 40.9 $ 7.2 $ (5.7) $ 1,375.2 $
Six Months Ended March 31, 2017 Operating income (loss) (GAAP)
273.2 $ (3.0) $ (0.7) $
269.5 $
Operation and maintenance
199.8 2.9 3.9 (2.6) 204.0
Depreciation and amortization
75.6
Taxes, other than income taxes
81.7 0.2 0.1
Less: Gross receipts tax expense
(53.1) (0.1)
Contribution margin (non-GAAP)
577.2
(2.6) 578.1
Natural and propane gas costs
490.1 43.8 0.1 (6.8) 527.2
Gross receipts tax expense
53.1 0.1
Operating revenues
1,120.4 $ 43.9 $ 3.6 $ (9.4) $ 1,158.5 $
1AdjustedEBITDAis earningsbefore interest,income taxes, depreciationand amortization,plus largely non-cashwrite-offsrelated to Missouri rate cases. 2Includesconsolidatedtotal equityplus redeemablenoncontrollinginterest of $6.5 million.
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Six Months Ended March 31,
(Millions)
2018 2017 Net Income $ 214.2 $ 153.2 Add back: Interest charges 49.8 44.8 Regulatory asset write-offs 38.4
(14.2) 75.6 Depreciation & amortization 81.9 75.8 Adjusted EBITDA $ 370.1 $ 349.4
As of March 31, 2018 As of March 31, 2017
(Millions)
Equity2 Debt Total Equity Debt Total Capitalization per balance sheet $2,160.0 $2,073.9 $4,233.9 $1,883.0 $1,925.3 $3,808.3 Current portion of long-term debt
105.5
$2,160.0 $2,179.4 $4,339.4 $1,883.0 $1,925.3 $3,808.3 % of Total 49.8% 50.2% 100.0% 49.4% 50.6% 100.0%