Veresen / KKR Midstream Partnership and Montney Expansion Transactions

Transcription

1 Veresen / KKR Midstream Partnership and Montney Expansion Transactions December 22, 2014

2 Forward-Looking and Non-GAAP Information Advisory Certain information contained in this presentation constitutes forward-looking information under applicable Canadian securities laws. All information, other than statements of historical fact, which addresses activities, events or developments that we expect or anticipate may or will occur in the future, is forward-looking information. Forward-looking information typically contains statements with words such as "may", "estimate", "anticipate", "believe", "expect", "plan", "intend", "target", "project", "forecast" or similar words suggesting future outcomes or outlook. Forward-looking statements in this presentation include, but are not limited to, statements with respect to: the closing of the transaction, realizing the expected benefits of the midstream expansion, increasing the indebtedness as a result of completing this transaction and the availability of new senior credit facilities. The risks and uncertainties that may affect the operations, performance, development and results of our businesses include, but are not limited to, the following factors: timing of the closing of the completion of the Veresen Midstream transaction, the returns provided by the Dawson MSA, sources of funding for Veresen Midstream, the impact of the transaction on Veresen s distributable cash, the use of the cash proceeds received by Veresen from the transaction and, Veresen s forecast of 2015 distributable cash, our ability to successfully implement our strategic initiatives and achieve expected benefits; levels of oil and gas exploration and development activity; the status, credit risk and continued existence of contracted customers; the availability and price of capital; the availability and price of energy commodities; the availability of construction services and materials; fluctuations in foreign exchange and interest rates; our ability to successfully obtain regulatory approvals; changes in tax, regulatory, environmental, and other laws and regulations; competitive factors in the pipeline, NGL and power industries; operational breakdowns, failures, or other disruptions; and the prevailing economic conditions in North America. Additional information on these and other risks, uncertainties and factors that could affect our operations or financial results are included in our filings with the securities commissions or similar authorities in each of the provinces of Canada, as may be updated from time to time. Although we believe the expectations conveyed by the forward-looking information are reasonable based on information available to us on the date of preparation, we can give no assurances as to future results, levels of activity and achievements. Readers should not place undue reliance on the information contained in this presentation, as actual results achieved will vary from the information provided herein and the variations may be material. We make no representation that actual results achieved will be the same in whole or in part as those set out in the forward-looking information. Furthermore, the forwardlooking statements contained herein are made as of the date hereof, and, except as required by law, we do not undertake any obligation to update publicly or to revise any forward-looking information, whether as a result of new information, future events or otherwise. We expressly qualify any forward-looking information contained in this presentation by this cautionary statement. Certain financial information contained in this presentation may not be standard measures under Generally Accepted Accounting Principles ("GAAP") in the United States and may not be comparable to similar measures presented by other entities. These measures are considered to be important measures used by the investment community and should be used to supplement other performance measures prepared in accordance with GAAP in the United States. For further information on non-gaap financial measures we use, see the section entitled Non-GAAP Financial Measures contained in our annual Management Discussion and Analysis, filed with Canadian securities regulators. Reserves and Resources Disclosure Reserves and resources estimates in this presentation have an effective date of July 1, 2014 and have been prepared by GLJ, independent qualified reserves evaluators, in accordance with the Canadian Oil and Gas Evaluation Handbook (the "COGE Handbook"). "Resources" are quantities of recoverable bitumen that have not met the reserves requirements at the time of the estimate. "Contingent Resources" are those quantities of petroleum estimated, as of a given date, to be potentially recoverable from known accumulations using established technology or technology under development, but which are not currently considered to be commercially recoverable due to one or more contingencies. Contingencies may include factors such as economic, legal, environmental, political, and regulatory matters, or a lack of markets. Contingent resources are further classified in accordance with the level of certainty associated with the estimates and may be subclassified based on economic status. There are three categories in evaluating Contingent Resources: Low Estimate, Best Estimate and High Estimate. The resource estimates presented in this presentation all refer to the Best Estimate category. Best Estimate is a classification of resources described in the COGE Handbook as being considered to be the best estimate of the quantity that will actually be recovered. It is equally likely that the actual remaining quantities recovered will be greater or less than the Best Estimate. If probabilistic methods are used, there should be a 50% probability (P50) that the quantities actually recovered will equal or exceed the Best Estimate. There is no certainty that it will be commercially viable to produce any portion of the contingent resources disclosed in this presentation. 2

3 Investment Highlights 30-year, fee-for-service agreements with Encana and Cutbank Ridge Partnership ( CRP ) Multi-year, large-scale contracted growth profile Requires no up-front funding from Veresen Earnings and cash flow accretive to Veresen as development projects come on-stream Creates scale and a powerful platform for growth in the Montney 3

4 30-Year Fee-For-Service Arrangement within an Area of Mutual Interest ( AMI ) AMI spans 240,000 acres of top tier Montney acreage Pro-Forma Veresen Midstream Field Compression ( 000 HP) Stand-Alone 2015 Pro-Forma 2018 Pro-Forma Processing Capacity (MMcf/d) , Stand-Alone 2015 Pro-Forma 2018 Pro-Forma Gathering Pipelines (km) 900 1, Stand-Alone 2015 Pro-Forma 2018 Pro-Forma Hythe / Steeprock Incremental 4

5 Montney: A Top-Tier Resource Play Most prolific and actively developed gas play in Canada; one of the most competitive gas supply basins in North America Current production of ~3.5 Bcf/d, up from ~1.2 Bcf/d in 2007, and gaining momentum Demonstrated strong growth through low gas price environments Development in the region is constrained by gathering and processing infrastructure CRP and Encana have 23 tcf of dedicated Montney proved plus probable natural gas reserves and unrisked best estimate contingent and unrisked prospective resources within the AMI (1) Montney Gas Production by Vintage Montney vs. U.S. Gas / Liquids Plays (1) Source: GLJ Petroleum Consultants report prepared for Veresen Inc., effective July 1,

6 Large, Multi-Year Contracted Growth Profile Status Assets In-Service Initial Acquisition Operating Operating Under Construction Gas Gathering Pipelines (500 km) Compression-Dawson (675 MMcf/d) Compression-Saturn Station (200 MMcf/d) 2015 Funding Commitment Under Development Under Development Sunrise Gas Plant (400 MMcf/d) Tower Gas Plant (200 MMcf/d) Planned Additional gas gathering pipelines, compression and processing facilities TBD Funding commitment for up to $5 billion of new infrastructure in the AMI Veresen Midstream retains the flexibility to expand the scale of new projects to accommodate third-party volumes 6

7 Cash Flow Accretive to Veresen as Projects Come On-Stream Cash flow neutral in 2015 and accretive as new development projects come on-stream Additional cash flow potential through attracting third-party volumes Cash Flow Neutral in 2015 Built-In Material Growth Profile EBITDA (1) Capex (Projects Under Development) 2015 Status-Quo Cash Flow Less: Hythe / Steeprock EBITDA (Net of G&A) Plus: Veresen Midstream Distribution Plus: Interest Savings 2015 Pro-Forma Cash Flow (1) Non-GAAP measure; see MD&A 7

8 Veresen Midstream Structure $500 million for 50% equity interest $500 million for 50% equity interest Banks & Term Loan Hythe & Steeprock Assets Acquired by Veresen in 2012 for $920 million Long-term take-or-pay contract with Encana Dawson Assets ~$600 million of assets day 1 Contract with Encana & CRP for build out of up to ~$5 billion of additional Montney midstream assets Future Assets Future assets to be built for 3rd parties Could involve new facilities, expansions, NGL assets, etc. Cutbank Ridge Partnership (CRP) 60% 40% a subsidiary of 8

9 50 / 50 Ownership: Veresen & KKR Structure provides Veresen with a disproportionate share of cash flow during the construction period, prior to the Sunrise and Tower gas plants being placed in-service Equal governance >35% ownership Class A pays cash dividend Class B paid-in-kind ( PIK ) at Class A yield +4% Class A 50% 25% Class B (PIK) - 25% Total 50% 50% 9

10 Partnership Financing Underpinned by Non-Recourse Debt Underwritten committed financing from a syndicate of banks Partnership debt facilities are non-recourse to Veresen Growth program to be funded by non-recourse debt and future equity from KKR and Veresen Permitted distributions paid on Class A units during construction Veresen Midstream Non-Recourse Debt Facilities Term Loan B US$600 million Finance operating asset purchase Expansion Bank Facility Cdn$1,275 million Finance build-out and acquisitions Largely undrawn at close Revolving Operating Facility Cdn$75 million Day-to-day operations Undrawn at close 10

11 Executing our Growth Strategy The creation of Veresen Midstream and the Montney expansion highlight Veresen s strategic direction Focus on providing services to producers in natural gas transportation and processing Low risk, fee-for-service business model Located near existing assets and growth areas with potential for incremental growth in the future Providing innovative solutions for our customers 11

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