Third Quarter 2016 Earnings Conference Call August 3, 2016 - - PowerPoint PPT Presentation

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Third Quarter 2016 Earnings Conference Call August 3, 2016 - - PowerPoint PPT Presentation

Third Quarter 2016 Earnings Conference Call August 3, 2016 Participants on todays call Suzanne Steven P. Steven L. Michael C. Sitherwood Rasche Lindsey Geiselhart President and Executive Vice President, Executive Vice President


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SLIDE 1

Third Quarter 2016

Earnings Conference Call

August 3, 2016

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SLIDE 2

Participants on today’s call

Steven L. Lindsey

Executive Vice President and Chief Operating Officer, Distribution Operations

Steven P. Rasche

Executive Vice President, Chief Financial Officer

Suzanne Sitherwood

President and Chief Executive Officer

Spire | 3 rd Quarter FY16 Earnings Conference Call 2

Michael C. Geiselhart

Senior Vice President, Strategy and Corporate Development

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SLIDE 3

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 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, 2015 filed with the Securities and Exchange Commission (SEC) and our Form 10-Q for the quarter ended June 30, 2016 to be filed with the SEC later today. This presentation also includes “net economic earnings,” “net economic earnings per share,” “operating margin,” and “EBITDA,” non-GAAP measures used internally by management when evaluating the Company’s performance and results of operations. Net economic earnings exclude from net income the after-tax impacts of fair-value accounting and timing adjustments associated with energy-related transactions, as well as the after-tax impacts related to acquisition, divestiture, and restructuring activities, including costs related to the pending acquisition of Mobile Gas and Willmut Gas and the acquisition and integration of Missouri Gas Energy (MGE) and Alabama Gas Corporation (Alagasco). Management believes that this presentation provides a useful representation of operating performance by facilitating comparisons of year-over-year results. Operating margin adjusts operating income to include only those costs that are directly passed on to customers and collected through revenues, which are the wholesale cost of natural gas and propane, and gross receipts taxes. 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. EBITDA is earnings before interest, taxes, depreciation and amortization. A reconciliation of EBITDA to net income and of operating margin to operating income can be found in the Appendix to this presentation. 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 | 3 rd Quarter FY16 Earnings Conference Call 3

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SLIDE 4

Spire delivers

  • Another solid quarter of financial and
  • perating performance
  • While delivering on our promises to
  • ur customers, communities and

shareholders

  • At Spire, we are about:

‒ Bringing people and energy together ‒ Championing people by delivering energy that inspires

  • We remain focused on the growth

and transformation of Spire

  • We continue to successfully execute
  • n our strategy

Spire | 3 rd Quarter FY16 Earnings Conference Call 4

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SLIDE 5

Successfully executing on our growth strategy

Growing our gas utility business Acquiring and integrating gas utilities Modernizing

  • ur gas assets

Investing in innovation

Investing in prudent infrastructure upgrades Successful organic growth initiatives Growing commercial and industrial load Operational enhancements and efficiencies Added 1 million customers MGE (2013) Alagasco (2014) Mobile Gas and Willmut Gas (pending 2016) Positioning Gas Marketing for continued success Improving supply diversity, reliability and resiliency Launched Spire STL Pipeline project newBLUE IT modernization Two Spire CNG fueling stations Mainstay partnership

Spire | 3rd Quarter FY16 Earnings Conference Call 5

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SLIDE 6

Third quarter highlights

  • Higher net economic earnings¹ per

share of $0.33 with Gas Utility and Gas Marketing both contributing to increase

  • Spire STL Pipeline underway with

launch of open season

  • Acquisition of Mobile Gas and

Willmut Gas remains on track

1See Net economic earnings (non-GAAP) reconciliation in Appendix.

6 Spire | 3 rd Quarter FY16 Earnings Conference Call

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SLIDE 7

Legislative and regulatory

Spire | 3 rd Quarter Earnings Conference Call 7

  • Current developments

‒ Missouri regulatory reform initiatives by Senate and Missouri Public Service Commission (MoPSC) ‒ Office of Public Counsel (OPC) earnings complaint ‒ OPC and MoPSC Staff investigation into recent acquisitions

  • We support efforts to reform and

modernize state utility regulation

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SLIDE 8

EnergySouth acquisition

  • Parent company of Mobile Gas and

Willmut Gas

  • Grows our gas utility business

‒ Adds 104,000 customers and growing commercial and industrial load ‒ Provides additional capital investment and

  • rganic growth opportunities
  • Adds to cash flow and earnings

‒ Accretive to NEE per share in FY18 ‒ Supports investment and dividends

  • Permanent financing for the

acquisition in place

  • Anticipate closing shortly after:

‒ Mississippi Public Service Commission approval ‒ Satisfying customary closing conditions

Spire | 3 rd Quarter FY16 Earnings Conference Call 8

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SLIDE 9

Spire STL Pipeline

  • Helps modernize our gas assets to:

‒ Achieve more diverse supply portfolio ‒ Improve reliability and resiliency ‒ Access lower-cost shale gas

  • FERC-regulated pipeline 100%
  • wned by Spire
  • July 22: Spire STL Pipeline was

accepted by FERC into their pre- filing process

  • Laclede Gas expected to be a

foundation shipper with contractual commitment of 350 MMcf/d

  • August 1: launched open season to

solicit commercial interest in pipeline capacity 70-mile pipeline with capacity of 400 MMcf/d Connects to Rockies Express pipeline Project investment of $170 - $200 million Expect fiscal 2019 in-service date

Spire | 3 rd Quarter FY16 Earnings Conference Call 9

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SLIDE 10

Net economic earnings

  • Net economic earnings (NEE) per share of $0.33, up $0.08
  • Strong quarterly performance was broad-based

‒ Solid Gas Utility earnings driven by lower expenses ‒ Improved Gas Marketing earnings ‒ Lower corporate costs

1See Net economic earnings (non-GAAP) reconciliation in Appendix.

Net Economic Earnings1 FY16 FY15 FY16 FY15 Gas Utility 18.0 $ 16.5 $ 0.41 $ 0.38 $ Gas Marketing 1.8 0.5 0.04 0.01 Other (5.2) (5.9) (0.12) (0.14) 14.6 $ 11.1 $ 0.33 $ 0.25 $ Third Quarter Ended June 30 Per Diluted Share Millions

Spire | 3 rd Quarter FY16 Earnings Conference Call 10

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SLIDE 11

Operating revenues and margin

  • Gas Utility revenues down 3%, reflecting lower commodity costs
  • Gas Utility margin up $4.0 million

‒ $3.3 million higher ISRS revenues for Missouri Utilities ‒ $2.8 million lower RSE adjustment at Alagasco ‒ Partially offset by $2.1 million of other variances, mainly timing of gas cost recoveries

  • Gas Marketing margin, after removing fair value adjustments, grew ~$2.0 million

‒ Higher volumes and storage earnings ‒ Partially offset by narrowing spreads

1Operating margin is operating revenues less gas costs and gross receipts taxes. See Operating margin (non-GAAP) reconciliation in Appendix.

FY16 FY15 $ % Operating Revenues Gas Utility 253.2 $ 260.2 $ (7.0) $

  • 3%

Gas Marketing & Other (3.9) 15.0 (18.9)

  • 126%

249.3 $ 275.2 $ (25.9) $

  • 9%

Operating Margin1 Gas Utility 176.9 $ 172.9 $ 4.0 $ 2% Gas Marketing (0.2) 3.1 (3.3)

  • 106%

Other and Eliminations 0.6 0.6

  • 0%

177.3 $ 176.6 $ 0.7 $ 0% Change

Third Quarter Ended June 30

Millions

Spire | 3 rd Quarter FY16 Earnings Conference Call 11

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SLIDE 12
  • Excluding $7.6 million gain on sale of property in FY15, other O&M expenses were lower

by $6.4 million on lower bad debt expense (weather, commodity costs) and employee related costs

  • Depreciation up $1.7 million reflecting increased capital investment
  • Higher property, payroll and gross receipts taxes
  • Gas Marketing costs lower reflecting lower commodity costs and higher mix of trading

revenues (recorded net), partially offset by higher volumes

Expenses

FY16 FY15 $ % Operating Revenues 249.3 $ 275.2 $ (25.9) $

  • 9%

Operating Expenses Gas Utility Natural & propane gas 54.1 57.7 (3.6)

  • 6%

Other operation & maintenance 91.8 90.6 1.2 1% Depreciation & amortization 34.2 32.5 1.7 5% Taxes, other than income taxes 27.4 26.2 1.2 5% Gas Marketing & Other 6.5 32.2 (25.7)

  • 80%

Operating Income 35.3 36.0 (0.7)

  • 2%

Other (Income) Deductions, Net (1.6) (0.5) (1.1) 220% Interest Expense 19.4 17.8 1.6 9% Income Tax Expense 6.8 4.6 2.2 48% Change

Third Quarter Ended June 30

Millions

Spire | 3 rd Quarter FY16 Earnings Conference Call 12

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Year-to-date highlights

1See Net economic earnings (non-GAAP) reconciliation in Appendix.

  • Gas Utility earnings up $7.7 million (~5%)

– Flat operating margin year-over year, reflecting lower volume due to warm winter weather, offset by higher ISRS revenues, lower RSE reset in Alabama and timing of gas cost recoveries – Lower operating costs including bad debt expense related to warmer weather

  • Gas Marketing earnings up $1.5 million on higher volumes and storage earnings,

partially offset by a decrease in net spread

  • Other expenses reflect higher short-term interest rates

Net Economic Earnings1 FY16 FY15 FY16 FY15 Gas Utility 170.5 $ 162.8 3.91 $ 3.75 $ Gas Marketing 4.5 3.0 0.10 0.07 Other (11.8) (11.4) (0.27) (0.26) 163.2 $ 154.4 3.74 $ 3.56 $

Nine Months Ended June 30

Millions Per Diluted Share

Spire | 3 rd Quarter FY16 Earnings Conference Call 13

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SLIDE 14

$381.0 $395.8 $0 $100 $200 $300 $400 9 Mos. FY15 9 Mos. FY16

Strong cash flow, capital structure and liquidity

  • YTD EBITDA1 of $396 million,

up 4% from last year

  • Significant liquidity with more than

$650 million of capacity

  • LT capitalization ~52% equity

‒ Reflects equity units as equity ‒ Excludes permanent financing for pending acquisition

  • Mobile Gas and Willmut Gas

permanent finance activity in Q3

‒ $138 million gross proceeds from equity issuance of 2.2 million shares May 17 ‒ $165 million debt private placement commitments finalized June 20; funding tied to date of closing

1EBITDA is Earnings before interest, taxes, and depreciation and amortization. See EBITDA

(non-GAAP) reconciliation in Appendix.

2See Adjusted long-term capitalization reconciliation in Appendix.

EBITDA1

(Millions)

51.5% 48.5%

Equity Debt

Long-term capitalization2

(at June 30, 2016)

Spire | 3 rd Quarter FY16 Earnings Conference Call 14

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SLIDE 15

Capital investment

  • YTD spend reflects run rate growth

after removing nonrecurring facility and ITS projects in 2015

  • Full year target of $310 million with
  • ver 73% of spend recoverable in rates

with minimal regulatory lag

  • With last increase, effective May 31,

ISRS annual run rate now $35.3 million

  • 5-year forecast remains $1.8 billion
  • Additional upside from Mobile Gas

and Willmut Gas upon closing

– Run-rate ~$17 million (not in forecast) – Opportunity to increase investment in prudent infrastructure upgrades

(Millions)

$202.9 $195.3 $0 $50 $100 $150 $200 $250 9 Mos. FY15 9 Mos. FY16

99 194 211 215 220 225 225 72 96 94 110 110 110 110 5 40 40 100

$0 $100 $200 $300 $400 2014 2015 2016E 2017E 2018E 2019E 2020E

$171 $435 $370 $290 $335 $310 $365 Utility, with Minimal Lag Other Utility and Non-Utility

(Millions)

5-year forecast: $1.8B

Spire STL Pipeline

Spire | 3 rd Quarter FY16 Earnings Conference Call 15

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$1.62 $1.66 $1.70 $1.76 $1.84 $1.961 $1.40 $1.60 $1.80 $2.00 2011 2012 2013 2014 2015 2016

Annualized dividends per share

Strong dividend track record

  • Quarterly dividend of $0.49 per share declared July 28
  • Increase accelerated to 6.5 percent in 2016 based on our growing earnings
  • 13 years of consecutive increases; 71 years of continuous payment
  • Conservative payout ratio within 55% - 65% targeted range

1Quarterly dividend of $0.49 per share, annualized. 2Based on $1.96 per share dividend and SR average closing stock price of $69.07 for July 2016.

Dividend Yield 2.8%2

Spire | 3 rd Quarter FY16 Earnings Conference Call 16

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Outlook for growth

  • We expect to fall in the upper end of
  • ur FY16 net economic earnings per

share (NEEPS) target $3.34 - $3.441

  • Long-term annual NEEPS growth

target remains 4% - 6%

  • Mobile Gas and Willmut Gas

anticipated to add to NEEPS in 2018

  • Spire STL Pipeline targeted for 2019

in-service date, with contributions from AFUDC beginning in 2017

  • 5-year capital investment plan of

$1.8 billion

1Consistent with past practice, expenses and financing impacts will be excluded from

NEEPS prior to closing the acquisition.

Spire | 3 rd Quarter FY16 Earnings Conference Call 17

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The Spire journey continues

  • Spire continues on its journey of

growth and transformation

  • The names of our gas utilities and
  • ther businesses will transition to

Spire during 2017

  • Our focus remains squarely on:

– Growing our gas utilities organically and through prudent investment in upgrades – Closing on Mobile Gas and Willmut Gas and effective integration into the Spire family – Moving forward with Spire STL Pipeline FPO – IMAGE MAY CHANGE

Spire | 3 rd Quarter FY16 Earnings Conference Call 18

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SLIDE 19

Energy exists to help people. To enrich their lives, grow their businesses, advance their

  • communities. It’s a simple idea,

but one that’s at the heart

  • f our business.

19 Spire | 3 rd Quarter FY16 Earnings Conference Call

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Appendix

Spire | 3 rd Quarter FY16 Earnings Conference Call

20

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Net economic earnings (non-GAAP) reconciliation

1Income taxes are calculated by applying federal, state, and local income tax rates applicable to ordinary income to the amounts of the pre-tax reconciling items. 2Fiscal 2016 net economic earnings per share exclude the impact of the May 2016 equity issuance to fund a portion of the acquisition of Mobile Gas and Willmut Gas. The

weighted average diluted shares used in the net economic earnings per share calculation for the fiscal quarter ended June 30, 2016 was 43.5 compared to 44.6 in the GAAP diluted EPS calculation. Fiscal 2015 net economic earnings per share is calculated by replacing consolidated net income with consolidated net economic earnings in the GAAP diluted EPS calculation.

(Millions, except per share amounts)

Gas Utility Gas Marketing Other Total Per Diluted Share2 Three Months Ended June 30, 2016 Net Income (Loss) (GAAP) 17.9 $ (1.0) $ (6.2) $ 10.7 $ 0.24 $ Adjustments, pre-tax: Unrealized loss on energy-related derivatives

  • 4.9
  • 4.9

0.11 Lower of cost or market inventory adjustments

  • (0.1)
  • (0.1)
  • Realized gain on economic hedges prior to the sale of the

physical commodity

  • (0.3)
  • (0.3)

(0.01) Acquisition, divestiture and restructuring activities 0.2

  • 1.6

1.8 0.04 Income tax effect of adjustments1 (0.1) (1.7) (0.6) (2.4) (0.06) Weighted average shares adjustment

  • 0.01

Net Economic Earnings (Loss) (Non-GAAP) 18.0 $ 1.8 $ (5.2) $ 14.6 $ 0.33 $ Diluted EPS (GAAP) 0.40 $ (0.02) $ (0.14) $ 0.24 $ Net Economic EPS (Non-GAAP)2 0.41 $ 0.04 $ (0.12) $ 0.33 $ Three Months Ended June 30, 2015 Net Income (Loss) (GAAP) 20.7 $ 1.0 $ (7.6) $ 14.1 $ 0.32 $ Adjustments, pre-tax: Unrealized gain on energy-related derivatives

  • (2.9)
  • (2.9)

(0.07) Lower of cost or market inventory adjustments

  • (0.4)
  • (0.4)

(0.01) Realized loss on economic hedges prior to the sale of the physical commodity

  • 2.5
  • 2.5

0.06 Acquisition, divestiture and restructuring activities 0.8

  • 2.7

3.5 0.08 Gain on sale of property (7.6)

  • (7.6)

(0.17) Income tax effect of adjustments1 2.6 0.3 (1.0) 1.9 0.04 Net Economic Earnings (Loss) (Non-GAAP) 16.5 $ 0.5 $ (5.9) $ 11.1 $ 0.25 $ Diluted EPS (GAAP) 0.48 $ 0.02 $ (0.18) $ 0.32 $ Net Economic EPS (Non-GAAP)2 0.38 $ 0.01 $ (0.14) $ 0.25 $

Spire | 3 rd Quarter FY16 Earnings Conference Call 21

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Net economic earnings (non-GAAP) reconciliation

(Millions, except per share amounts)

Gas Utility Gas Marketing Other Total Per Diluted Share2 Nine Months Ended June 30, 2016 Net Income (Loss) (GAAP) 169.6 $ 2.8 $ (14.0) $ 158.4 $ 3.60 $ Adjustments, pre-tax: Unrealized (gain) loss on energy-related derivatives (0.1) 3.0

  • 2.9

0.07 Lower of cost or market inventory adjustments

  • 0.6
  • 0.6

0.01 Realized gain on economic hedges prior to the sale of the physical commodity

  • (0.9)
  • (0.9)

(0.02) Acquisition, divestiture and restructuring activities 1.6

  • 3.5

5.1 0.12 Income tax effect of adjustments1 (0.6) (1.0) (1.3) (2.9) (0.07) Weighted average shares adjustment

  • 0.03

Net Economic Earnings (Loss) (Non-GAAP) 170.5 $ 4.5 $ (11.8) $ 163.2 $ 3.74 $ Diluted EPS (GAAP) 3.86 $ 0.06 $ (0.32) $ 3.60 $ Net Economic EPS (Non-GAAP)2 3.91 $ 0.10 $ (0.27) $ 3.74 $ Nine Months Ended June 30, 2015 Net Income (Loss) (GAAP) 166.5 $ 3.5 $ (14.4) $ 155.6 $ 3.59 $ Adjustments, pre-tax: Unrealized gain on energy-related derivatives (0.1) (3.4)

  • (3.5)

(0.09) Realized loss on economic hedges prior to the sale of the physical commodity

  • 2.6
  • 2.6

0.06 Acquisition, divestiture and restructuring activities 1.7

  • 4.8

6.5 0.15 Gain on sale of property (7.6)

  • (7.6)

(0.17) Income tax effect of adjustments1 2.3 0.3 (1.8) 0.8 0.02 Net Economic Earnings (Loss) (Non-GAAP) 162.8 $ 3.0 $ (11.4) $ 154.4 $ 3.56 $ Diluted EPS (GAAP) 3.84 $ 0.08 $ (0.33) $ 3.59 $ Net Economic EPS (Non-GAAP)2 3.75 $ 0.07 $ (0.26) $ 3.56 $

1Income taxes are calculated by applying federal, state, and local income tax rates applicable to ordinary income to the amounts of the pre-tax reconciling items. 2Fiscal 2016 net economic earnings per share exclude the impact of the May 2016 equity issuance to fund a portion of the acquisition of Mobile Gas and Willmut Gas. The

weighted average diluted shares used in the net economic earnings per share calculation for the nine months ended June 30, 2016 was 43.5 compared to 43.8 in the GAAP diluted EPS calculation. Fiscal 2015 net economic earnings per share is calculated by replacing consolidated net income with consolidated net economic earnings in the GAAP diluted EPS calculation.

Spire | 3 rd Quarter FY16 Earnings Conference Call 22

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Operating margin (non-GAAP) reconciliation

(Millions)

Gas Utility Gas Marketing Other Eliminations Consolidated

Three Months Ended June 30, 2016 Operating revenues

253.3 $ 2.3 $ 0.9 $ (7.2) $ 249.3 $

Natural and propane gas expense

61.1 2.5

  • (6.9)

56.7

Gross receipts tax expense

15.3

  • 15.3

Operating margin (non-GAAP)

176.9 (0.2) 0.9 (0.3) 177.3

Depreciation and amortization

34.2 0.1 0.1

  • 34.4

Other operating expenses

104.0 1.3 2.6 (0.3) 107.6

Operating income (loss) (GAAP)

38.7 $ (1.6) $ (1.8) $

  • $

35.3 $

Three Months Ended June 30, 2015 Operating revenues

261.2 $ 28.9 $ 1.0 $ (15.9) $ 275.2 $

Natural and propane gas expense

73.2 25.7 0.1 (15.6) 83.4

Gross receipts tax expense

15.1 0.1

  • 15.2

Operating margin (non-GAAP)

172.9 3.1 0.9 (0.3) 176.6

Depreciation and amortization

32.5 0.1 0.1

  • 32.7

Other operating expenses

102.0 1.5 4.7 (0.3) 107.9

Operating income (loss) (GAAP)

38.4 $ 1.5 $ (3.9) $

  • $

36.0 $

Spire | 3 rd Quarter FY16 Earnings Conference Call 23

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EBITDA1 (non-GAAP) reconciliation

1EBITDA is earnings before interest, income taxes, and depreciation and amortization.

Adjusted long-term capitalization reconciliation

(Millions)

Equity Debt Total Capitalization per balance sheet

1,802.4 $ 1,851.7 $ 3,654.1 $

Exclude May 2016 equity issuance

(133.2)

  • (133.2)

Reclassify equity units

143.8 (143.8)

  • Adjusted long-term capitalization

1,813.0 $ 1,707.9 $ 3,520.9 $

% of Total

51.5% 48.5% 100.0%

As of June 30, 2016

(Millions)

FY16 FY15 Net Income 158.4 $ 155.6 $ Add back: Interest Charges 57.7 56.1 Income Tax Expense 77.7 71.9 Depreciation & Amortization 102.0 97.4 EBITDA 395.8 $ 381.0 $ Nine Months Ended June 30

Spire | 3 rd Quarter FY16 Earnings Conference Call 24