August 2017 - Tidewater Midstream and … Tidewater is a High Growth Midstream Company NGL...
Transcript of August 2017 - Tidewater Midstream and … Tidewater is a High Growth Midstream Company NGL...
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Forward Looking Information
Advisory
In the interests of providing Tidewater Midstream and Infrastructure Ltd. (“Tidewater” or the “Corporation”) shareholders andpotential investors with information regarding Tidewater, including management’s assessment of future plans and operationsrelating to the Corporation, this document contains certain statements and information that are forward-looking statements orinformation within the meaning of applicable securities legislation, and which are collectively referred to herein as “forward-looking statements”. Forward-looking statements in this document include, but are not limited to statements and tables(collectively “statements”) with respect to: the strategic acquisition and concurrent equity financing; subsequent acquisitions andstrategies for acquisitions, capital projects and expenditures; strategic initiatives; anticipated producer activity and industry trends;and anticipated performance. Readers are cautioned not to place undue reliance on forward-looking statements, as there can be noassurance that the plans, intentions or expectations upon which they are based will occur. By their nature, forward-lookingstatements involve numerous assumptions, as well as known and unknown risks and uncertainties, both general and specific, thatcontribute to the possibility that the predictions, forecasts, projections and other forward-looking statements will not occur andwhich may cause Tidewater’s actual performance and financial results in future periods to differ materially from any estimates orprojections of future performance or results expressed or implied by the forward-looking statements. These assumptions, risks anduncertainties include, among other things: receipt of third party, regulatory and governmental approvals and consents in respect ofthe strategic acquisition and concurrent equity financing; completion of the strategic acquisition and concurrent equity financing;Tidewater’s ability to successfully implement strategic initiatives and whether such initiatives yield the expected benefits; futureoperating results; fluctuations in the supply and demand for natural gas, NGLs, and iso-octane; assumptions regarding commodityprices; activities of producers, competitors and others; the weather; assumptions around construction schedules and costs, includingthe availability and cost of materials and service providers; fluctuations in currency and interest rates; credit risks; marketingmargins; potential disruption or unexpected technical difficulties in developing new facilities or projects; unexpected cost increasesor technical difficulties in constructing or modifying processing facilities; Tidewater’s ability to generate sufficient cash flow fromoperations to meet its current and future obligations; its ability to access external sources of debt and equity capital; changes inlaws or regulations or the interpretations of such laws or regulations; political and economic conditions; and other risks anduncertainties described from time to time in the reports and filings made with securities regulatory authorities by Tidewater.
Readers are cautioned that the foregoing list of important factors is not exhaustive. The forward-looking statements contained inthis document are made as of the date of this document or the dates specifically referenced herein. For additional informationplease refer to Tidewater’s public filings available on SEDAR at www.sedar.com. All forward-looking statements contained in thisdocument are expressly qualified by this cautionary statement.
Any financial outlook or future-oriented financial information, as defined by applicable securities legislation, has been approved bymanagement of Tidewater as of August 15, 2017. Such financial outlook or future-oriented financial information is provided for thepurpose of providing information about management's current expectations and goals relating to the future of Tidewater. Readersare cautioned that reliance on such information may not be appropriate for other purposes.
Non-GAAP Financial Measures: This presentation refers to “EBITDA” and “cash available for distribution” (CAFD), which do not haveany standardized meaning prescribed by generally accepted accounting principles in Canada (“GAAP”). We define EBITDA as meansearnings before interest, taxes, depreciation and amortization. We define “cash available for distribution” (CAFD) as the amount ofcash generated from operations, before changes in working capital and after deducting sustaining capital expenditures, scheduledprincipal repayments of debt and distributions to non-controlling interests.
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Track Record of Success
➢ Previous two companies generated 20x returns for shareholders (Predator Midstream Ltd. and Predator OilLtd.)
High Growth, Pure Play NGL Infrastructure Business
➢ Pursuing Canadian natural gas liquids (“NGLs”) and natural gas market opportunities through the acquisitionand optimization of strategic midstream, pipeline, storage, rail, downstream, and export assets
➢ Capitalizing on Management’s strong producer and downstream market access relationships, Tidewater canguarantee producers improved pricing for their NGLs
➢ > 14 acquisitions announced/completed since IPO and continue to see opportunity to purchase key midstreamassets in strategic locations at deeply discounted valuations
➢ EBITDA increased from zero at IPO to current run rate of ~$60 million with visibility to ~$100 million in thenext 18-24 months while maintaining a strong balance sheet with Debt to EBITDA of 1.5-2.5x
➢ Forecasting exit 2017 run rate EBITDA of ~$80 million with Debt to EBITDA at approximately 1.5x
➢ Targeting 20% EBITDA/share growth over next 12 months
➢ Current net debt of ~$60 MM and expected net debt at approximately $120 MM at year end with a currentcredit facility of $180MM and expect an increase in the credit facility prior to year-end
➢ Continue to focus on strengthening customers and contracts with another 10-year processing agreementsigned with August acquisitions inclusive of a $12 million capital commitment from vendor to bring newvolumes to the acquired assets
Established three core areas in strategic locations (Deep Basin, Montney and Edmonton)
➢ Deep Basin currently Tidewater’s largest core area where activity is at-all time highs. Tidewater planning 50MMcf/day expansion at the BRC due to demand for a cost of $10 million
➢ Edmonton assets continue to increase cashflow with the successful reactivation of both the FortSaskatchewan Ethane Extraction Plant and the Paddle River Extraction Plant.
➢ Tidewater continues to expand its Montney core area with two recent BC Montney acquisitions and its WapitiPipeline acquisition in addition to its Pipestone Montney infrastructure/egress hub and is currently scoping itsPipestone Sour Gas Plant
➢ Recent acquisition provides large-diameter pipelines (10”-18”) to connect Tidewater’s Montney core area toTidewater’s Deep Basin core area. Also provides large-scale unrestricted egress option for producers
Proven Capital Project Execution
➢ Commissioned 10,000 bbl/day HD2 propane fractionation facility and relocation of turbo expander to BRCahead of schedule and on-budget on industry leading timeline of 7 months and capital cost of $25 million for10,000 bbl/day fractionation facility
Tidewater Summary
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Tidewater is a High Growth Midstream Company
NGL Connectivity Strategy
Acquire Strategic
Contracted
Infrastructure
Own key NGL/gas infrastructure and gas plants
with proximity to multiple transportation
options, coupled with take-or-pay and/or
reserve dedication agreements
Most recent acquisition was $51 million dollar
purchase price to acquire assets with > $900 million
of replacement value and generating 2018 EBITDA of
~ $10 million. Creating the backbone for the
Tidewater network between the Montney and Deep
Basin and includes 10 year reserve dedication
Optimize Through
Organic Investments
Enable Tidewater to own a strategic integrated
value chain from well head to end market
and/or tidewater
Significant opportunities within acquired assets to
continue to generate incremental EBITDA at > 20%
IRR
Recent acquisition includes large diameter pipelines
in both Montney and Deep Basin core areas and
create new egress options for producers
Increase Capabilities of
Infrastructure
Increase third party throughput and/or
improve liquids capture/pricing of NGLs for all
related parties
Commissioned 10,000 bbl/d fractionation facility on
industry leading timeline and cost in 7 months for
$25 MM
Relocation of existing acquired and idled turbo
expander and commenced expansion at BRC
Focused on building out large scale Montney
infrastructure and related egress
Enhance Logistics
Network & Market
Access Infrastructure
Various logistics infrastructure including rail,
pipelines and trucking
Various port and pipeline infrastructure to get
us to export markets
100 railcar NGL facility at Edmonton constructed on
time and on budget
Recent acquisition includes large sales meter which
is currently unrestricted creating immediate egress
options for Tidewater’s customers
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Very Conservative
Capital Structure Maintaining a low-risk and highly flexible capital
structure
Current net debt ~$60 million on $180 million
dollar credit facility with projected year-end
debt of $120MM with run rate exit 2017 EBITDA
of ~ $80MM
Minimal debt vs. comparable average of 4.8x,
payout ratio of ~30% vs. average of ~70%
Underlying Stable Cash
Flow Producing
Infrastructure Assets
Protection obtained from vendors, contracts,
competitive positioning to ensure go forward
cash flow
> 70% of EBITDA backed by take-or-pay
contracts, long term agreements and/or reserve
dedications
Continue to increase long term contracts and
diversify to customers with strong balance
sheets
Growing EBITDA, CFPS
and Share Value
Taking advantage of ongoing pipeline of
acquisition and organic growth opportunities to
increase per share value via creativity of
management team
Since the April 2015 IPO, EBITDA increased from
zero to current proforma exit 2017 EBITDA of
~$80 million
Visibility to ~$100 million of EBITDA in the next
18-24 months while maintaining a strong
balance sheet with Debt to EBITDA of 1.5-2.5x
through the execution and commissioning of
capital program
Relatively Undervalued
versus Comparable
Companies
Currently trading at an overly large discount to
the comparables given more conservative capital
structure and more easily achieved relative
growth rates
EV/EBITDA multiple of 6.2x vs. peer average of
11.2x
... That Currently Provides a Low-Risk Attractive Investment
Opportunity
Attractive Investment Opportunity
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Overview of Acquired Assets
Tidewater Asset Map Overlay
The Acquisitions create a strategic backbone pipelinenetwork providing connectivity between Tidewater’sMontney and Deep Basin core areas
The transaction is expected to generate an annualizedEBITDA of ~$10 MM, which implies an EBITDA multiple of5.1x alongside > 10% accretion and replacement value of> $900 million
Key acquired assets
85% operated working interest in an unrestricted,TCPL connected ~600 MMcf/day rail connected,sour gas plant (“Ram River”) where Tidewater hassignificant interest from partners to create apetrochemical hub
~25% operated working interest in a 16” and 18”dry/sour gas trunk lines
25% operated interest in a 400 MMcf/day and 200MMcf/day dehydration and compression facilitiesat Stolberg and Brazeau
Interests in 5 other gas plants
50% operated interest in 12 inch sour Wapitipipeline has potential to offer Montney producersnear term egress
Operated interest in > 600km of pipelines
Acquisition supported by 10-year reserve dedication fromintermediate producer and additional processingagreements with a large producer and a $12 milliondollar capital commitment to bring new volumes toacquired assets
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Overview of Deep Basin Assets
Deep Basin Processing Facilities & Pipelines
Brazeau River Complex continues to be Tidewater’s coreasset where activity is at all-time highs
Tidewater recently consolidated to 100% ownership priorto recent plans to expand by 50 MMcf/day for $10 milliondue to customer demand
Tidewater executed a 10 year processing agreement andreserve dedication for the majority of the remainingcapacity of the BRC
➢ Tidewater is also marketing all related NGLs forthe producer, consistent with Tidewater’s goal ofworking with producers to achieve improved NGLnetback pricing, while also diversifying itscustomer base and strengthening its relatedcontracts
➢ Includes a 3-4 well commitment and reservededication on 55,000 acres of highly prospectivelands
Commissioned 10,000 bbl/day fractionation facility,capable of HD2 propane, at the BRC 45 days ahead ofschedule on industry leading timeline of 7 months and ata cost of $25 million
Tidewater commissioned 40 MMcf/day deep cut in May2017 on an 8 month schedule for a cost of $15 million,significantly improving NGL recoveries at the BRC
Tidewater is working on multiple egress/takeawayoptions on both natural gas and NGLs in and around theBRC to tie producers into Tidewater’s own network atEdmonton
Potential to connect newly acquired infrastructure toBRC and provide customers with new large scale egresssolution
Tidewater plans to commence gas storage/egress testingat Brazeau in 2017
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Overview of Edmonton Assets
Edmonton Processing Facilities & Pipelines
Tidewater has over 800 km of key pipelines andvaluable rights of ways at Edmonton, 600 acres ofheavy industrial land at Edmonton/Fort Saskatchewan,and 3 key extraction plant licenses
Edmonton assets provide egress/takeaway options fornatural gas and NGL production throughout the DeepBasin and Tidewater is now tied into some of thelargest industrial consumers of natural gas in WesternCanada
Over the next 2 to 3 years, Tidewater plans to buildout its Edmonton Energy Hub on its 600 acres of heavyindustrial land and improve connectivity to major hubsat Edmonton
➢ Includes the potential for propylene andpolypropylene production and/or iso-octaneproduction as Tidewater has received severalexpressions of interest from various off-take andjoint venture parties who Tidewatermanagement has worked with in the past forthese products
Tidewater anticipates a significant improvement inmargins by eliminating third party rail transloadingfees, eliminating trucking costs and reduced pipelinetariffs at the Acheson facility
Fort Saskatchewan Ethane Extraction plantsuccessfully reactivated and online and on-time andon-budget at >100% IRR
In May 2017 closed the acquisition of a 70 MMcf/daydeep cut facility and successfully reactivated thefacility in July 2017 ahead of schedule and underbudget
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Overview of Montney Assets
Montney Processing Facilities & Pipelines
Tidewater continues to receive interest to expand it’snatural gas processing, NGL Marketing and variousegress options at its core Montney area
Tidewater finished construction of phase one of itsTransCanada and Alliance connected infrastructureand related natural gas liquids hub and natural gasstorage project on-time and on-budget and hascommenced injections
Tidewater has received significant support frommultiple producers in the Pipestone area to licenseand construct a 50-100 MMcf/day sour gas plant whichwould be backed by take-or-pay contracts and/orreserve dedications
Tidewater has received multiple term sheets frominvestment grade counterparties and potentialfinancial partners to develop a large scale Montneyinfrastructure/egress hub near Grande Prairie
Tidewater closed NEBC Montney acquisition where itacquired 40% in an operating 30 MMcf/day sour plantin the heart of the Montney at Parkland as well as~1,000 acres of surface land
Tidewater’s recent Wapiti Pipeline acquisition adds anoperated 12 inch sour pipeline that could becomesignificant egress option for Montney producers
August 2017 Montney acquisition include variousworking interests in 150 km of pipelines in the Jedney,Blair and Altares area of NEBC, an interest in key sourgas processing and compression and approximately 50net sections of prospective Montney rights in theAltares area of NEBC. Also included is a pipeconnected condensate battery at Valhalla whichincludes 20,000 bbls of condensate storage
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Tidewater has a Solid Infrastructure Business With a Strengthening
Customer Base
> 70% of EBITDA backed by take-or-pay contracts, long term agreements and/or reserve dedications with > 50customers
Tidewater continues to work hard to strengthen customer base and contracts and recent acquisition adds 10year processing agreement
Top Producers Utilizing the Core Facilities
Take-or-pay Reserve DedicationTake or Pay:
Years Remaining
Yes No 10+
Yes Yes 1
No Yes 10
Yes Yes n.a.
Yes No 2
Yes Yes 5
Yes No 1
No Yes n.a.
No Yes n.a.
Yes Yes 4
Yes No 2
Yes No 5
Yes No 10
Yes Yes 7
Yes No 5-10
Core Facility Throughput (MMcf/d)
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9
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18
18
20
25
50
60
100
Producer #14
Producer #13
Producer #12
Producer #11
Producer #10
Producer #9
Producer #8
Producer #7
Producer #6
Producer #5
Producer #4
Producer #3
Producer #2
Producer #1
TCPL Extraction
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$54
$80
-
$24 $24 $26 $28 $28
$42 $42 $46
$49 $54 $54 $56 $58
$69 $71
$80 $80
$100
($5)
($25)
($17)($12)
$20
$25
$55
($23) ($21)
$20
$50
($15)
($2)
$16
$66 $66
$120 $120
$150
($30)
($20)
($10)
$0
$10
$20
$30
$40
$50
$60
$70
$80
$90
$100
$110
$120
$130
$140
$150
$160
IPO BRCAcquisition &
Financing
PipelineAcquisition
Peace RiverArch Gas Plant
Acquisition
Gas Plant &Propane
Acquisitions
Edmonton AreaInfrastrucutre
Acquisition
AltaGasAcquisition
$80.5 MMFinancing
Acheson Plant,Land andPipeline
Acquisition andRail Facility
BRC Infra.Acquisition
Remaining BRCInterest,Gathering
Pipelines, NatGas Storage
$69 MMFinancing
NEBCProcessing
Plant / NGLTrucking
Q4 ProcessingAgreement /
PembinaRestrictionsLifted / Fort
SaskatchewanReactivation /70 MMcf Deep
Cut + NGLPipeline
Acquisition &Reactivation
FractionationFacility &
Relocation ofTurbo
Expander /BRC Expansion
TransCanadaand AllianceConnected
Infrastructure
Acquisition Total RemainingCapital OverNext 12-24
Months
C$ M
illions
Positioned for Organic Growth Outperformance
Balance sheet is well positioned to execute on un-risked organic growth opportunities
Potential to add significant shareholder value over the next 2 years
… While maintaining a low risk capital structure
EBITDA Growth
EBITDA from previously announced acquisitions
Total EBITDA
Net Debt
Pro Forma EBITDA
Capital Spent/
Required Capital$180 $8 $12 $22 $10 $87 n.a. $17 n.a. $20 $50 $6 $521
Current TWM Status
$80-$150
1 Cash flow for forward looking net debt calculated as EBITDA less growth capex, maintenance capex and dividends.
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$15 $30 $13 $51
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Stock Symbol TSXV: TWM
Common Shares Outstanding ~328 million
Insider Ownership (Fully Diluted) ~5.0%
Market Capitalization1 $426 million
Net Debt $60 million
Enterprise Value $486 million
Total Midstream Processing
Capacity (gross/net) and Length of
Pipelines (gross/net)
>1.5 Bcf/day / >1 Bcf/day
>4,000 km / >3,000 km
Replacement Value of Midstream
Assets> $2.0 billion
Annual Dividend $0.04/sh.
Current Yield1 ~3.1%
Tidewater Corporate Profile
1 As at Aug. 11, 2017.
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Tidewater Midstream Trading Comparables
Source: Company reports and Bloomberg. Estimates based on consensus equity research.1 As at Aug. 11, 2017.2 Includes options and warrants using the Treasury Method.3 EV includes non-recourse debt and preferred shares.4 Based on consensus equity research estimates.5 Cash available for distribution (“CAFD”) defined as cash from operations less maintenance capex, preferred dividend, non-controlling interest
and amortization of debt payments.6 Total capitalization value based on book value of equity plus net debt.
Tidewater is trading at a large discount to comparables despite a more conservative capital structure
Tidewater’s EV/EBITDA multiple of 6.2x trades at a large discount to its peer mean of 11.2x EV/EBITDA
Tidewater Midstream Trading Comparables
18E / 17E Payout Net Debt /
Share Market Enterprise EBITDA EV / EBITDA Ratio Dividend CAFD Yield EBITDA Debt/ Credit
Company Price1
Cap.2
Value2,3
Growth4
2018E4
2018E4 Yield 2018E
4,52018E
4Total Cap.
6 Rating
($/Sh.) ($MM) ($MM) (%) (x) (%) (%) (%) (x) (%)
Enbridge Income Fund Holdings Inc. $31.77 $24,204 $39,240 12% 12.8x 73% 6.5% 8.9% 5.4x 52% Baa2
Pembina Pipeline Corp. $40.59 $16,502 $22,350 56% 8.5x 53% 5.0% 9.4% 3.3x 34% BBB
Inter Pipeline Ltd. $23.22 $8,674 $14,358 3% 12.1x 66% 7.0% 10.5% 5.0x 66% BBB+
AltaGas Ltd. $27.87 $4,746 $9,523 40% 8.8x 93% 7.5% 8.1% 7.1x 42% BBB
Keyera Corp. $36.55 $6,843 $8,498 20% 10.5x 50% 4.6% 9.3% 2.5x 47% n.a.
Veresen Inc. $17.63 $5,530 $9,604 9% 14.6x 80% 5.7% 7.1% 5.4x 57% BBB
Mean 23% 11.2x 69% 6.0% 8.9% 4.8x 50%
Median 16% 11.3x 69% 6.1% 9.1% 5.2x 49%
Tidewater Midstream $1.29 $426 $486 23% 6.2x 20% 3.1% 15.3% 0.8x 12% n.a.