Third Quarter 2016 Earnings Call October 31, 2016 Important Note - - PowerPoint PPT Presentation

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Third Quarter 2016 Earnings Call October 31, 2016 Important Note - - PowerPoint PPT Presentation

Third Quarter 2016 Earnings Call October 31, 2016 Important Note to Investors This presentation contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 regarding Dominion and


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Third Quarter 2016 Earnings Call

October 31, 2016

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Important Note to Investors

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This presentation contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 regarding Dominion and Dominion Midstream. The statements relate to, among other things, expectations, estimates and projections concerning the business and operations of Dominion and Dominion Midstream. We have used the words "anticipate", "believe", "could", "estimate", "expect", "intend", "may", "plan", “outlook”, "predict", "project", “should”, “strategy”, “target”, "will“, “potential” and similar terms and phrases to identify forward-looking statements in this presentation. As outlined in our SEC filings, factors that could cause actual results to differ include, but are not limited to: unusual weather conditions and their effect on energy sales to customers and energy commodity prices; extreme weather events and other natural disasters; federal, state and local legislative and regulatory developments; changes to federal, state and local environmental laws and regulations, including proposed carbon regulations; cost of environmental compliance; changes in enforcement practices of regulators relating to environmental standards and litigation exposure for remedial activities; capital market conditions, including the availability of credit and the ability to obtain financing on reasonable terms; fluctuations in interest rates; changes in rating agency requirements or credit ratings and their effect on availability and cost of capital; impacts of acquisitions, divestitures, transfers of assets by Dominion to joint ventures or to Dominion Midstream, and retirements of assets based on asset portfolio reviews; receipt of approvals for, and timing of, closing dates for acquisitions and divestitures; the execution of Dominion Midstream’s growth strategy; changes in demand for Dominion’s services; additional competition in Dominion’s industries; changes to regulated rates collected by Dominion; changes in operating, maintenance and construction costs; timing and receipt of regulatory approvals necessary for planned construction or expansion projects and compliance with conditions associated with such regulatory approvals; the inability to complete planned construction projects within time frames initially anticipated; and the ability of Dominion Midstream to negotiate, obtain necessary approvals and consummate acquisitions from Dominion and third-parties, and the impacts of such acquisitions. Other risk factors are detailed from time to time in Dominion’s and Dominion Midstream’s quarterly reports on Form 10-Q or most recent annual report on Form 10-K filed with the Securities and Exchange Commission. The information in this presentation was prepared as of October 31, 2016. Dominion and Dominion Midstream undertake no obligation to update any forward- looking information statement to reflect developments after the statement is made. Projections or forecasts shown in this document are based on the assumptions listed in this document and are subject to change at any time. Actual capital expenditures may be subject to regulatory and/or Board of Directors’ approval and may vary from these estimates. This presentation shall not constitute an offer to sell or the solicitation of an offer to buy securities. Any offers, solicitations or offers to buy, or any sales of securities will be made in accordance with the requirements of the Securities Act of 1933, as amended. This presentation has been prepared primarily for security analysts and investors in the hope that it will serve as a convenient and useful reference document. The format of this document may change in the future as we continue to try to meet the needs of security analysts and investors. This document is not intended for use in connection with any sale, offer to sell, or solicitation of any offer to buy securities. This presentation includes various estimates of EBITDA which is a non-GAAP financial measure. Please see the third quarter 2016 Dominion Midstream Press Release for a reconciliation to GAAP. Please continue to regularly check Dominion’s website at www.dom.com/investors and Dominion Midstream’s website at www.dommidstream.com/investors.

Third Quarter 2016

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Third Quarter 2016 Versus Guidance

Operating Earnings Summary

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$0.95 $1.14 Guidance Range Actual Operating EPS* $1.10 3rd Quarter Drivers

Weather Lower operating expenses Timing of partnership income Millstone margins

*See page 30 of the third quarter 2016 Earnings Release Kit for a reconciliation to GAAP.

Third Quarter 2016

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Third Quarter 2016 Versus Guidance (in $millions)

Operating EBITDA Summary

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Operating Segment Guidance EBITDA Actual EBITDA Drivers Dominion Virginia Power $395 - $430 $423

Weather Major storm restoration

Dominion Generation $840 - $905 $921

Weather Millstone outage

Dominion Energy $275 - $295 $310

Questar Lower operating expenses

*See page 34 of the third quarter 2016 Earnings Release Kit for a reconciliation to GAAP.

Third Quarter 2016

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Dominion Midstream Partners (DM)

– Financial Results in line with Management expectations

  • Net Income $24.3 million
  • Adjusted EBITDA $27.9 million*
  • Distributable Cash Flow $24.1 million*

– Distribution Results

  • Board declared 3Q 2016 cash distribution of $0.2475 per unit
  • 5% increase above second-quarter

– Key DM Updates

  • Questar Pipeline dropdown will support DM’s 22% distribution

growth until 2H 2018

  • Dropdown financing executed through variety of paths
  • Convertible preferred equity, common equity, debt and units to D

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Third Quarter 2016 Earnings and Distribution

*See the third quarter 2016 Dominion Midstream Press Release for a reconciliation to GAAP.

Third Quarter 2016

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Cash Flow and Financing Activities

Third Quarter 2016

– Cash Flow & Liquidity

  • $3.1 billion in funds from operations through 3Q 2016
  • $5.5 billion of credit facilities*
  • $2.5 billion of liquidity*

– Recent Financing Activities

  • DRI $1.3 billion senior notes issuance
  • DRI $1.4 billion mandatory convertible issuance
  • DM dropdown financing

Third Quarter 2016

*Excludes two Dominion Questar facilities totaling $750 million. Effective October 11, 2016, these facilities were terminated.

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Fourth Quarter 2016

Operating Earnings Guidance

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$0.70 $0.90 4Q 2015 EPS* 4Q 2016 Guidance* $1.05 4th Quarter Drivers

Return to normal weather Absence of a Millstone outage Growth projects Lower capacity expense Questar Financing costs

*See page 36 and 37 of the third quarter 2016 Earnings Release Kit for a reconciliation to GAAP.

Third Quarter 2016

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Dominion Generation

Growth Project Update – Greensville

– 1,588 MW plant in Greensville County, VA

  • 3-on-1 gas fired combined cycle
  • Duct burners, inlet air chillers, gas only

– Estimated Costs of $1.3 billion

Charlottesville

Greensville

Richmond

The Greensville facility will be the largest and most efficient natural-gas fueled power station in Virginia

– Major Milestones

  • Final air permit issued in June
  • Full Notice to Proceed with

construction given to Fluor

  • Expected in-service late 2018

Third Quarter 2016

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Dominion Generation

– Utah long-term contracted solar projects went in-service in

September 2016 – on-time and on-budget

  • Four Brothers – 50% ownership in 320 MW facility
  • Three Cedars – 50% ownership in 210 MW facility

– Virginia and North Carolina solar under development:

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Growth Project Update – Solar

Third Quarter 2016

*Subject to SCC approval

Project State Capacity Expected In- service

Eastern Shore Solar Accomack County, VA 80 MW 4Q 2016 Scott, Whitehouse, Woodland Solar Powhatan, Louisa and Isle of Wight, VA 56 MW 4Q 2016 Summit Farms Solar Currituck County, NC 60 MW 4Q 2016 Remington Solar* Fauquier County, VA 20 MW Late 2017 Oceana Solar* Virginia Beach, VA 18 MW Late 2017

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Dominion Energy – Engineering is ~99%

complete

– Procurement of

engineered equipment is ~99% complete

– 2,000+ construction

workers on-site

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Growth Project Update – Cove Point Liquefaction

Construction is On-time & On-budget

Heat exchanger

Project is ~75% complete

Third Quarter 2016

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Dominion Energy

Atlantic Coast Pipeline and DTI Supply Header

ACP DTI Pipeline Storage Cove Point

Marcellus Shale Utica Shale

* Dominion will construct, operate and manage the pipeline

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Supply Header receipt points ACP OWNERSHIP STRUCTURE: Dominion Resources* 48% Duke Energy 47% Southern Company 5% SUPPLY HEADER OWNERSHIP: Dominion Resources* 100%

Received FERC Notice of Schedule Aug. 12, 2016 Signed construction contract with Spring Ridge Constructors

 

– Anticipate construction to start in

2H 2017

– Expect completion in 2H 2019

Third Quarter 2016

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Dominion Energy

– Cove Point Liquefaction – Atlantic Coast Pipeline / Supply

Header

– Market Access Projects – Producer Outlet Projects – Additional Demand-Driven Projects

Under Discussion

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Gas Infrastructure Growth

Primarily demand-driven projects moving gas to end-use customers

Currently have ~4 Bcf/day of growth projects – expect to pursue additional

  • pportunities with power generation and utility customers

Third Quarter 2016

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Questar Merger Complete

Announced February 1, 2016

 Closed on September 16, 2016  Consistent with strategic focus on core energy infrastructure

  • Combination of integrated natural gas asset profiles with extensive

supply, transportation, storage and distribution experience

 Enhances the regulated and predictable nature of Dominion

natural gas infrastructure operations and cash flows

 Additive to Dominion’s significant inventory of top-quality,

low-risk, MLP-eligible assets

Third Quarter 2016

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Key Takeaways

Third Quarter 2016 Earnings and Operational Highlights

– Dominion Operating earnings of $1.14 per share well above top

end of third quarter guidance range*

– Strong operating and safety performance in the third quarter – Greensville County project on-time and on-budget – Cove Point Liquefaction project on-time and on-budget – Questar combination completed – Dominion Midstream financial and distribution results in line with

expectations Executing the growth plan and delivering on guidance

Third Quarter 2016

*See page 30 of the third quarter 2016 Earnings Release Kit for a reconciliation to GAAP.

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 Among largest financing transactions by a publicly-traded MLP in

2016

 Low-cost financing secured:

  • Preferred equity issued with 4.75% initial distribution, lowest ever in MLP sector
  • Common equity issued at 2.9% discount to last price – lowest in MLP market in

2016

 Common equity offering was multiple times subscribed, leading

to an upsized deal

 Confirms DM’s access to capital markets to fund acquisitions of

midstream assets from D to support 22% annual distribution growth

 Validates MLP value-creation proposition for Dominion

Dominion Midstream Partners

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Low-cost Dropdown Financing Secured

Third Quarter 2016

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IPO 2015 2016 2017 2018 2019 2020

– DM will acquire Questar Pipeline from Dominion for $1.725 billion

  • Scheduled to close Dec. 1

– Contribution represents a 10.3x 2016E EBITDA valuation multiple – Transaction financing includes:

  • Preferred equity
  • Common equity

– Questar Pipeline dropdown will support DM’s 22% distribution growth

until 2H 2018

Dominion Midstream Partners

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Acquisition of Questar Pipeline

Third Quarter 2016

  • DM debt / assumed debt
  • Units to D

* Dropdowns subject to DRI and DM Board approval.

Updated Dropdown Strategy*

DCG

Cove Preferred

Cove Equity Questar Pipeline

Iroquois

ACP / BRM

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2.9% 7.2% 4.0% Dominion Midstream 2016 Average 2016 Low

Dominion Midstream Partners

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Common Equity Financing

Third Quarter 2016

– Common equity – ~$500 million*

  • 2.9% discount to last trade – lowest in MLP market in 2016
  • Greater than 140x Average Daily Trading Volume
  • ~80% of existing public float

Deal Size

Note: Data per company filings. Reflects bought and CMPO MLP equity offerings in 2016. *Includes public and private common units and assumes exercise of the greenshoe.

$500 $243 $663 Dominion Midstream 2016 Average 2016 High +140x 35x 100x Dominion Midstream 2016 Average 2016 High ~80% 20% 46% Dominion Midstream 2016 Average 2016 High

Re-offer Discount

  • Mult. of Avg. Vol.

% of Public Float

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Dominion Midstream Partners

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Preferred Equity Financing

Third Quarter 2016

– Preferred equity – up to $600 million to external investors

  • Lowest initial distribution in MLP history – 4.75%
  • Conversion premium of 15%
  • Placed with a group of private investors led by Stonepeak Infrastructure Partners

4.75% 6.50% 8.00% 8.00% 8.50% 9.25% 9.50% 10.75%

DM

Initial Coupon Rate

¹ Per Company filings. 2 Includes $300M to Dominion.

Historical MLP Convertible Preferred Equity Issuance1

$750M - $900M2 $1,000M $500M $1,600M $700M $500M $1,000M $240M

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Questar Pipeline dropdown financing generates ~$1.2 billion of cash for Dominion to paydown debt

2017 2018 2019 2020 Drop Down Proceeds LP Distributions GP Distributions

Dominion Midstream Partners

Total Projected Cash Flow to Dominion ($ billions)

*Pre-tax

Third Quarter 2016

Validates model to generate ~$7 - $8 billion in cash for Dominion from 2016-2020*

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