Howard Weil Energy Conference - March 2015 - Criterion Research
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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 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; 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; 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 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 filings with the Securities and Exchange Commission. The information in this presentation was prepared as of February 3, 2015. 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. In addition, certain information presented in this document incorporates planned capital expenditures reviewed and endorsed by Dominion’s Board of Directors in late 2014. Dominion undertakes no obligation to update such planned expenditures to reflect plan or project-specific developments, including regulatory developments, or other updates until the following annual update for the plans. 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 Appendix for a discussion of EBITDA. Please continue to regularly check Dominion’s website at www.dom.com/investors and Dominion Midstream’s website at www.dommidstream.com/investors. March 2015 Howard Weil Energy Conference 2
Dominion Midstream Key Investment Highlights • Strong and supportive sponsor • Quality asset inventory • Dropdown strategy provides 22% distribution growth • Financial strength and flexibility March 2015 Howard Weil Energy Conference 3
Dominion Profile Strong and Supportive Sponsor Leading provider of energy and energy services in the Midwest and Eastern regions of the U.S. 24,600 MW of electric generation 6,455 miles of electric transmission NY 12,400 miles of natural gas transmission, gathering and storage pipeline CT RI 949 billion cubic feet of natural gas storage PA operated IN MD Cove Point LNG Facility OH 2.5 million electric customers in VA and NC WV 1.3 million natural gas customers in OH & WV VA 1.3 million non-regulated retail customers in 12 states (not shown) NC D owns 100% of DM General SC Partner and 69% of LP units Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 4
Total Dominion Capex 2015 – 2020 Growth Plan ($billions) $19.2 billion Growth $54.7 Capex $2.1 Net $2.5 Plant1 $2.8 $3.2 $4.3 $4.3 $35.5 Average annual spend of Net ~$3.2 billion per year Plant 2014 2015 2016 2017 2018 2019 2020 1 Excludes 2015-2020 DD&A and Maintenance Capex Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 5
Dominion EPS Growth Long-term Projections 6-7% CAGR for 2015 - 2020 Transformational Investments + MLP accelerate EPS growth post-2017 $3.48* 2014 2015 2016 2017 2018 2019 2020 Foundation Transformational Investments & Financial Initiatives *Note: Represents weather-adjusted 2014 Operating EPS Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 6
Dominion Dividend Growth Long-term Projections 8% Board increased Annual payout ratio to Growth 70-75% starting in 2015 5-6% Annual $2.59 Growth $2.40 Note: Annual dividend rates subject to Board 2014 2015 2016 2017 2018 2019 2020 approval Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 7
Quality Asset Inventory • Cove Point LNG • Dominion-Carolina Gas Transmission • Dominion’s interest in Atlantic Coast Pipeline • Dominion’s interest in Blue Racer • Other retained Dominion assets March 2015 Howard Weil Energy Conference 8
Dominion Midstream Initial Asset Overview – Existing Operations: Cove Point • LNG import and storage services • Domestic natural gas and regasified LNG transportation services – Long-term contracts with firm reservation payments with creditworthy counterparties – Preferred Equity Interest • Perpetual, non-convertible preferred equity interest entitled to the first $50 million of annual cash distributions from Cove Point Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 9
Cove Point LNG Export Cove Point Export construction is on-time and on-budget Expected in-service late 2017 – Engineering is ~77% complete – Procurement of major equipment on schedule • Engineered equipment packages are ~84% awarded – Total estimated project cost $3.4 - $3.8 billion* Total 2015-2020 Capex • ~$1 billion* spent through 2014 of $2.4 - $2.8 billion* *Excludes financing costs Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 10
Dominion – Carolina Gas Transmission Dominion acquisition of CGT for ~$493 CGT System million closed on January 31, 2015 – 1,500 miles of FERC-regulated pipeline in SC and GA • ~0.70 Bcf/d capacity expanding to ~0.82 Bcf/d by 2018 SC Growth projects are fully contracted – Expected to be dropped into DM in 1H15 – Financial highlights: • 2015 annualized EBITDA of ~$38 million* Expected to grow to ~$50 million by 2018 Acquisition • 2015 annualized DCF of ~$22 million* accretive for both Expected to grow to ~$30 million by 2018 D and DM *Excludes non-recurring transaction costs Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 11
Atlantic Coast Pipeline OWNERSHIP STRUCTURE: Dominion Resources* 45% Duke Energy 40% Piedmont Natural Gas 10% AGL Resources 5% – 550 miles of 42” pipe – 1.5 Bcf per day capacity • Subscribed through ACP partners and other LDCs • Expandable to >2 Bcf per day ACP – Est. cost $4.5 – $5.0 billion** DTI Pipeline Storage • >55% of total procurement complete Cove Point – 20-year binding contracts with Utica Shale electric and gas utilities Marcellus – Expected In-service November 2018 Shale * Dominion will construct, operate and manage the pipeline ** Excludes financing costs Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 12
Blue Racer Midstream JV Overview Growth-oriented midstream platform located in the rich and lean areas of Utica & Marcellus – High-quality assets Lean Utica • ~750 miles of gas, NGL and condensate pipelines Rich Utica • 600 MMcf/d of processing capacity Utica Volatile Oil • 47,000 Bbl/d of fractionation capacity – Largely fee-based contracts Lewis • ~90% of expected 2015 revenues Rich Marcellus • New contracts expected to increase fee-based % post-2015 – Favorable well results driving significant Natrium producer activity in the southern Utica • Blue Racer uniquely positioned to capture Berne significant growth Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 13
Blue Racer Midstream JV Key Projects Through 2015 – Processing • Natrium I & II 1 Bcf/day • Berne I processing capacity • Berne II - 1H2015 by the end of 2015 • Lewis I - 2H2015 – Fractionation • Natrium 123,000 bbls/day • Natrium Expansion - 1H2015 by the end of 2015 – Gathering / NGL Projects funded at Blue Racer & do not • Multiple growth projects require cash outlays from Dominion Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 14
Blue Racer Midstream JV Updated Long-term Forecast* Current business plan shows significant long-term growth $265 - $275 $245 - $255 $220 - $230 $185 - $195 $140 - $150 $85 - $95 2015 2016 2017 2018 2019 2020 * Dominion’s pro-rata share of EBITDA (less partnership level cash interest expense) from joint venture Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 15
Dominion Additional Retained Assets Dominion Gas Holdings – Dominion Transmission • 7,775 miles of pipeline in six states* • 778 Bcf of underground natural gas storage • 9.3 Bcf/d gas peak sendout capability • 270,000 mcf/d of natural gas processing capacity – Interest in Iroquois Pipeline • 416 miles of mile interstate natural gas pipeline system • 24.72% ownership interest – Dominion East Ohio • 171 Bcf of underground natural gas storage 10,900 miles of natural gas transmission, gathering and storage pipeline • 1.2 million natural gas customers 949 billion cubic feet of natural gas storage • 360 Bcf of natural gas throughput in 2014 operated • 21,700 miles of natural gas distribution pipeline 1.2 million natural gas customers in OH * Excludes 3,125 miles of gas transmission at DEO and Hope. Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 16
Marcellus and Utica Shale Fall 2014 Natural Gas Production Forecast 40 2025 Production – Takeaway Capacity Gap (Bcf/day) 14.4 35 Utica production* 10.7 30 9.4 Bcf Per Day 25 Fall Spring Fall 2013 2014 2014 20 24.2 Bcf/d of incremental firm pipeline take away capacity** 15 10 5 Marcellus production* 0 *Wood Mackenzie – Fall 2014 natural gas long term view ** Projects under construction or fully subscribed Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 17
Dominion Energy 2015 – 2020 Growth Plan ($billions) *Total excludes Cove Point, ACP & Blue Racer $3.3 billion Growth $11.9 $0.5 Capex* Net $0.5 Plant1 $0.7 $0.6 $0.6 Avg. annual spend of ~$0.6 billion $8.6 $0.5 Drivers: • DTI Supply Header Net • Producer Outlet Projects Plant • Market Access Projects • DEO Pipeline Infrastructure Replacement 2014 2015 2016 2017 2018 2019 2020 1 Excludes 2015-2020 DD&A and Maintenance Capex Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 18
Producer Outlet Projects Producer Outlet Projects optimize current transmission system to address changing dynamics of Northeast gas flows – 5 projects totaling ~1 Bcf/d have been placed into service – 4 additional projects expected to enter service before end of 2016 • Additional 1 Bcf/d • ~$400 million of capex – Expect an incremental $500 million or more of projects ~$900 million Total Capex through the end of the decade Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 19
Market Access Projects Market Access projects are demand- driven projects that move gas off the system to end use customers NY CPV Power Generation New Market Project OH PA Keys Power Generation MD ~$440 million Leidy total Capex South WV Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 20
DTI Supply Header Project will increase access to diverse Marcellus and Utica gas supplies for ACP customers and other producers – Capacity of 1.5 Bcf/day • Subscribed through ACP partners and other LDCs – Expected Project Milestones • Open Season completed Fall 2014 • FERC Pre-filing submitted Fall 2014 ACP DTI Pipeline • Receive FERC certificate Summer 2016 Storage Cove Point • In-Service November 2018 Supply Header Utica Shale ~$500 million receipt points Marcellus total Capex Shale Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 21
Dominion Energy Farmout Opportunities Farmout opportunities provide incremental earnings streams from mineral rights leasing, royalty revenues and takeaway & processing agreements – Announced and completed multiple Marcellus farmout agreements covering over 125,000 acres • ~$270 million expected pre-tax earnings contribution 2015-2020 – Additional farmout potential of ~180,000 acres of Utica mineral rights ~$450 - $500 • ~$180 - $230 million of million of potential DTI Pipeline Storage incremental pre-tax earnings total pre-tax Cove Point contribution 2015-2020 earnings 2015-2020 Utica Shale Marcellus Shale Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 22
Dropdown Strategy March 2015 Howard Weil Energy Conference 23
Dominion Midstream Partners Dropdown Strategy to Support Best-in-Class Growth ($ millions) $1.7 billion+ of projected Dominion MLP-eligible EBITDA provides robust $349 inventory of post-2020 growth $175 Annual EBITDA Contribution to MLP On-Going MLP EBITDA* $81 $525 $61 $329 $36 $228 $39 $93 $139 $50 $50 IPO 2015 2016 2017 2018 2019 2020 Cove Preferred + CGT Blue Racer Cove Equity / ACP Third-Party M&A** / Organic Growth * EBITDA figures annualized based on year end ** Opportunistic third-party M&A not included; M&A would supplement existing dropdown strategy Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 24
Dominion Midstream Partners Targeted LP Distribution Growth Rate Per Unit Dropdown strategy supports “best-in-class” growth rate ~$2.30 $0.85 $0.70 2014 2015 2016 2017 2018 2019 2020 Note: Distributions reflect year end run-rate Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 25
Dominion Midstream Partners Total Projected Cash Flow to Dominion ($ billions)* Total cash flows of ~$7 billion 2015-2020 will be used to: $2.9 • Support strong dividend growth at D • Buyback D shares • Pay down DRI debt • Fund new growth projects $1.7 $0.9 $0.7 $0.4 $0.1 2015 2016 2017 2018 2019 2020 Drop Down Proceeds LP Distributions GP Distributions *Pre-tax Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 26
Dominion Midstream Partners Projected LP and GP Distributions to Dominion ($ millions)* Distributions to Dominion grow rapidly over time Total LP & GP distributions of ~$1 billion 2015-2020 $241 ~48% of EBITDA dropped through 2020 flows back to D in the form of LP and GP distributions $129 $61 $26 $181 $6 $112 $64 $81 $39 $52 2015 2016 2017 2018 2019 2020 LP Distributions GP Distributions *Pre-tax Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 27
Dominion Midstream Partners Projected Dominion Ownership Dominion will retain 100% of the GP and a large portion of the LP units through 2020 Total LP Units (millions) 190M 143M 105M 91M 82M 64M 71M 81M 60M 43% 44M 49M 50M 50M 52M 69% At IPO 2015 2016 2017 2018 2019 2020 D Ownership Public Ownership Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 28
Appendix March 2015 Howard Weil Energy Conference 29
Reconciliation of Operating Earnings to Reported Earnings 2014 Earnings (Twelve months ending December 31, 2014) – The net effects of the following items, all shown (millions, except per share amounts) 1Q14 2Q14 3Q14 4Q14 YTD 2014 2 on an after-tax basis, are included in 2014 Operating earnings $607 $361 $545 $490 $2,003 reported earnings, but are excluded from Items excluded from operating earnings (after-tax): operating earnings: North Anna and offshore wind facilities (191) (28) (29) (248) Producer Services repositioning (193) (193) • $248 million charge associated with Virginia Charges associated with liability management exercise (2) (172) (174) legislation enacted in April that permits Virginia Future ash pond closure costs (74) (74) Power to recover 70% of the costs previously Goodwill write-off at unregulated electric retail (31) (31) deferred or capitalized through Dec. 31, 2013 Other items (4) (11) 14 28 27 relating to the development of a third nuclear 1 (228) (202) (16) (247) (693) Total items excluded from operating earnings (after-tax) unit located at North Anna and offshore wind Reported net income $379 $159 $529 $243 $1,310 facilities as part of the 2013 and 2014 base rates. Common shares outstanding (average, diluted) 582.9 583.9 584.6 586.5 584.5 • $193 million net charge related to the Operating earnings per share $1.04 $0.62 $0.93 $0.84 $3.43 repositioning of our Producer Services business, Items excluded from operating earnings (after-tax) (0.39) (0.35) (0.03) (0.42) (1.19) reflecting the termination of natural gas trading Reported earnings per share $0.65 $0.27 $0.90 $0.42 $2.24 and certain energy marketing activities. • $174 million charge associated with our liability 1) Pre-tax amounts for items excluded from operating earnings are reflected in the following table: management exercise, mainly reflecting the call Items excluded from operating earnings: 1Q14 2Q14 3Q14 4Q14 YTD 2014 premiums on our early debt redemptions in the fourth quarter. North Anna and offshore wind facilities (287) (43) (44) (374) Producer Services repositioning (319) (319) • $74 million charge related to a settlement offer Charges associated with liability management exercise (3) (281) (284) to incur future ash pond closure costs at certain Future ash pond closure costs (121) (121) utility generation facilities. Goodwill write-off at unregulated electric retail (31) (31) • $31 million goodwill write-off associated with the Other items (2) (15) (8) (12) (37) company exiting the unregulated electric retail Total items excluded from operating earnings ($352) ($302) ($54) ($458) ($1,166) energy marketing business. • $27 net benefit related to other items. 2) YTD EPS may not equal sum of quarters due to share count differences. Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 30
2015 Earnings Expectations – Reconciliation of measures prepared in accordance with Generally Accepted Accounting Principles (GAAP) versus non-GAAP measures: • 1Q 2015 Operating Earnings (estimate): $0.85 - $1.00 • FY 2015 Operating Earnings (estimate): $3.50 - $3.85 • 1Q 2015 Reported Earnings (estimate): See Note 1 below • FY 2015 Reported Earnings (estimate): See Note 1 below Note 1: In providing its first-quarter and full-year 2015 operating earnings guidance , Dominion notes that there could be differences between expected reported (GAAP) earnings and estimated operating earnings for matters such as, but not limited to, divestitures or changes in accounting principles. At this time, Dominion management is currently not able to estimate the aggregate impact, if any, of these items on reported earnings. Accordingly, Dominion is not able to provide a corresponding GAAP equivalent for its operating earnings guidance. – Dominion uses operating earnings as the primary performance measurement of its earnings guidance and results for public communications with analysts and investors. Dominion also uses operating earnings internally for budgeting, for reporting to the board of directors, for the company’s incentive compensation plans and for its targeted dividend payouts and other purposes. Dominion management believes operating earnings provide a more meaningful representation of the company’s fundamental earnings power. – Dominion’s estimates of first-quarter and full-year 2015 earnings are subject to various risks and uncertainties. Factors that could cause actual results to differ materially from management's projections, forecasts, estimates and expectations may include factors that are beyond the company's ability to control or estimate precisely, including fluctuations in energy-related commodity prices, estimates of future market conditions, additional competition in our industries, changes in the demand for Dominion’s services, access to and costs of capital, fluctuations in the value of our pension assets and assets held in our decommissioning trusts, impacts of acquisitions, divestitures, transfers of assets to joint ventures or Dominion Midstream and retirements of assets based on asset portfolio reviews, the receipt of regulatory approvals for, and timing of, planned projects, acquisitions and divestitures, the timing and execution of Dominion Midstream’s growth strategy, and the ability to complete planned construction or expansion projects at all or within the terms and timeframes initially anticipated. Other factors include, but are not limited to, weather conditions and other events, including the effects of hurricanes, earthquakes, high winds, major storms and changes in water temperatures on operations, the risk associated with the operation of nuclear facilities, unplanned outages at facilities in which Dominion has an ownership interest, the impact of operational hazards and catastrophic events, state and federal legislative and regulatory developments, including changes in federal and state tax laws and changes to environmental and other laws and regulations, including those related to climate change, greenhouse gases and other emissions to which we are subject, political and economic conditions, industrial, commercial and residential growth or decline in Dominion’s service area, risks of operating businesses in regulated industries that are subject to changing regulatory structures, changes to regulated gas and electric rates collected by Dominion, changes to rating agency requirements and ratings, changing financial accounting standards, fluctuations in interest rates, employee workforce factors, including collective bargaining, counter-party credit and performance risks, adverse outcomes in litigation matters or regulatory proceedings, the risk of hostile cyber intrusions and other uncertainties. Other risk factors are detailed from time to time in Dominion’s quarterly reports on Form 10-Q or most recent annual report on Form 10-K filed with the Securities and Exchange Commission. Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 31
Non-GAAP Measures • EBITDA represents net income before interest and related charges, income tax and depreciation and amortization. Distributable cash flow (DCF) is defined as EBITDA adjusted for known timing differences between cash and income, less capital expenditures. • The GAAP measure most directly comparable to EBITDA is net income. EBITDA and DCF should not be considered alternatives to net income, operating income, cash flow from operating activities or any other measure of financial performance or liquidity presented in accordance with GAAP. EBITDA and DCF exclude some, but not all, items that affect net income and operating income, and these measures may vary among other companies. Therefore, EBITDA and DCF as presented may not be comparable to similarly titled measures of other companies. • EBITDA forecasts for Blue Racer Midstream and Dominion Midstream were derived on an EBITDA-only basis. At this time, elements of net income including tax and depreciation information are not available. Accordingly, Dominion and Dominion Midstream are not able to provide a corresponding GAAP equivalent for EBITDA forecasts. Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 32
Non-GAAP Reconciliation Dominion - Carolina Gas Transmission 2015E 2018E Net income $ 18.2 $ 24.6 Add back: Depreciation 8.6 10.7 Fixed Charges - - Income Tax 11.2 15.1 EBITDA 38.0 50.4 Non-cash Adjustments, net (0.4) (0.6) Maintenance Capex (15.6) (19.8) Distributable Cash Flow $ 22.0 $ 30.0 ($ in millions) Please refer to page 2 for risks and uncertainties related to projections and forward looking statements. March 2015 Howard Weil Energy Conference 33
March 2015 Howard Weil Energy Conference 34
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