Buying Opportunities from the Midstream Oil and Gas Private Equity Perspective

Transcription

1 Buying Opportunities from the Midstream Oil and Gas Private Equity Perspective Barb Bomersbach, CFO, Tristate Midstream Chandler Phillips, VP, Energy Spectrum Capital TSCPA Oil & Gas Institute Addison, TX July 16, 2015

2 Biographies Barb Bomersbach is the Chief Financial Officer of Tristate Midstream. Prior to joining Tristate in 2010 she was the CFO of Wynn-Crosby Energy. Prior to her time at Wynn-Crosby she held various finance and accounting positions at Cornerstone E&P Company, Five States Energy Company and Matador Petroleum and has consulted for various companies including Rise Energy, Teak Midstream and Dorchester Minerals. Barb received her undergraduate and graduate Accounting degrees from Texas A&M University and began her career at Arthur Andersen in She is a Certified Public Accountant and a Chartered Financial Analyst. Chandler Phillips is a Vice President at Energy Spectrum Capital. His responsibilities include investment sourcing, due diligence and monitoring portfolio companies. He rejoined Energy Spectrum in Previously he had been with Energy Spectrum from 2004 until Prior to rejoining Energy Spectrum, Mr. Phillips worked three years with a diversified private family office located in Louisiana in various risk management and project management roles. Mr. Phillips previously worked as an engineer in Tom Brown Inc.'s acquisitions & divestitures group, and as an engineer coordinating the management of Matador Petroleum's outside-operated properties. Mr. Phillips received his Bachelor of Science degree in Industrial Engineering with honors from Texas A&M University. 1

3 Agenda Midstream Overview Energy Spectrum Overview Midstream Private Equity Landscape Tristate Midstream Overview Midstream Valuation Attributes Case Studies 2

4 Midstream Overview Upstream Midstream Downstream Power Generation Transmission & Distribution Exploration & Production Gathering & Compression Treating Liquids Extraction Processing Storage Refining End-users Midstream assets link crude oil and natural gas production to industrial, commercial and residential end users Cash flows are driven primarily by throughput volumes and price spreads (i.e., geographic, quality, purity and/or delivery) Competition is primarily from regional operating companies and private-equity backed teams Midstream assets are complex and require sector investing experience and relationships for consistent success 3

5 Midstream Overview Gathering Compression Liquids Extraction / Processing Storage 4

6 Energy Spectrum Overview Energy Spectrum consists of three energy firms that together provide solutions to the upstream and midstream sectors of the U.S. oil and gas industry Energy Spectrum Capital ( ESC ) Established in 1996 focusing on midstream private equity Over $3.5 billion in capital raised since inception (Assets Under Management: $2.2 billion) One of few fund managers with significant midstream equity sponsor experience Tristate Midstream was initially established in 2007 with management and ESC, and has been a portfolio company in two separate funds Energy Trust Partners ( ETP ) Established in 2000 focusing on upstream private equity Over $1.0 billion in capital raised since inception (Assets Under Management: $ 400 million) E-Spectrum Advisors (f.k.a. Energy Spectrum Advisors) Registered broker dealer focusing on property divestitures and acquisitions, upstream mergers and institutional financial advisory services 5

7 ESC Fund History Fund Size Vintage # of Portfolio Companies Returns (IRR & ROI) Energy Spectrum Partners LP $140 million Fully Realized Gross: 26.5% & 1.8x Net: 21.9% & 1.6x Energy Spectrum Partners II LP (a) $133 million Fully Realized Gross: 29.7% & 2.5x Net: 26.0% & 2.2x Energy Spectrum Partners III LP (a) $86 million Fully Realized Gross: 29.7% & 2.5x Net: 22.8% & 2.0x Energy Spectrum Partners IV LP (b) $354 million Substantially Realized Gross: 22.2% & 2.1x Net: 14.3% & 1.7x Energy Spectrum Partners V LP (b) $612 million Gross: 44.9% & 2.4x Net: 33.1% & 2.0x Energy Spectrum Partners VI LP (b) $999 million Gross: NA Net: NA Energy Spectrum Partners VII LP (b) $1.225 billion Gross: NA Net: NA (a) Energy Spectrum Partners II & III operated as a single $218 million investment vehicle. (b) Returns as of 03/31/

8 ESC Investment Strategy Management Opportunity / Focus Relationships Midstream Expertise Proven Track Record Aligned Philosophy Midstream Focused Management Experience / Strength Lower Middle Market Project Risk Capital Structure Greenfield v. Buy & Build Operational Improvement / Organic Growth / Repurposing Acreage, Drilling, or Volume Commitment Contract Terms Customer Credit Control Investor Capital Appreciation Management Performance-Based Incentives Conservative Leverage Joint Venture Opportunities Strategic Exit Strategy 7

9 Notable Private Equity Firms with Midstream Investments (a) Firm Established (sorted) Focus No. of Funds Cum. Fund Capital ($B) Target Inv. Size ($MM) Active or Unrealized Investments (Midstream/Total) Selected Active Investments Energy Spectrum Capital 1996 Midstream 7 $3.5 $ /14 Azure, Frontier, Prism, Tristate, Velocity Haddington Ventures 1998 Midstream, OFS 4 $0.7 $ /8 Fairway, IACX, Magnum, Tristream Riverstone Holdings 2000 Diversified 8 $31.0 $300 7/68 Meritage, Sage, Three Rivers ArcLight Capital Partners 2001 Diversified 6 $14.1 NA 9/25 Lonestar / JP, Magnolia / American, NET EnCap Flatrock Midstream 2008 Midstream 3 $5.6 $ /13 Caballo, Caiman, Cardinal, Moda, Nuevo Tailwater Capital 2013 Diversified 3 $1.4 NA NA Southcross / TexStar (a) Other notable private equity firms with active midstream investments include, but are not limited to, Energy Capital Partners, Energy & Minerals Group, First Reserve, Five Point Capital Partners, Global Infrastructure Partners, Natural Gas Partners ( NGP ; affiliated with the Carlyle Group), Quantum Energy Partners and Warburg Pincus. 8

10 Current Investing Opportunities NEAR-TERM OPPORTUNITIES Buy and Build Projects: The oil price decline has contributed to a reduction in oil and gas capital spending, resulting in a desire to deploy capital upstream Midstream operators may also consider non-core asset divestitures in order to recapitalize over-levered balance sheets and to high-grade asset base Greenfield / New Build Projects: New midstream infrastructure will continue to be required as E&P producers prioritize drilling programs around high volume / high return wells Upstream technological advancements achieve higher production rate volumes that often cannot be accommodated with legacy infrastructure E&P operators continue to solicit requests for proposals ( RFPs ) for their core acreage projects Follow-On Investments: Support existing projects or companies with capital requirements as needed for investment opportunities LONG-TERM OPPORTUNITIES Market Competition: Reduced midstream capital competition possible as a majority of mid and small-cap E&P operators exit the midstream business and repurpose capital solely on upstream activities Lift in Export Ban (a) : U.S. exports (if ban is lifted) could result in annual production growth averaging 600,000 barrels of oil per day through 2020, requiring ~$3.5 billion of midstream spending to support the increase in supply Permian Basin and Eagle Ford likely the most attractive basins for midstream infrastructure investment should the ban be lifted (a) Wall Street Research June

11 Tristate Midstream Overview Tristate has a proven track record of acquiring constructing, owning and operating natural gas gathering and treating facilities Midstream services previously offered by Tristate management include: gathering, conditioning, liquids extraction, compression, dehydration and redelivery Tristate Midstream I Tristate Midstream II Formed in October 2007 with an equity commitment from ESP V Formed in August 2011 with an equity commitment from ESP VI Acquired and constructed assets in North Louisiana through two different subsidiaries From November 2012 through May 2013, made five acquisitions of assets in East Texas One subsidiary was sold to Energy Transfer in March 2010, the other sold to Crestwood in November 2011 Currently transporting over 80 million cubic feet per day ( MMcfpd ) from 27 different producers across 21 gathering systems in 10 counties comprising ~350 miles of pipelines and 370 receipt points Investment Strategy Identify undervalued areas or existing assets and through acquisition or construction, grow natural gas midstream assets to a point of monetization within two to five years 10

12 Tristate Investment Strategy Buying Opportunities Producers with whom a strong relationship exists Orphaned or mismanaged assets that will benefit from cleanup/optimization Assets with optionality (e.g., stacked pay formations, rich gas, multiple producers, multiple takeaway points) Disparate assets that would benefit from consolidation Assets that are too small to be of interest to MLPs or larger PE-backed midstream companies Selling Opportunities Assets have been consolidated/constructed to a material size and scale and are of interest to MLPs Geology (or technology) of the area is proved up and infield drilling requires substantial capital investment to connect new wells, build processing capacity, etc. Previously mismanaged assets have been cleaned up to a point that they are attractive to the broader market Future development approaching inflection point However, Tristate Midstream is always for sale 11

13 Valuation and Allocation Complexities How should you value an acquisition? How much gas is currently flowing? What is the gas quality? How many miles of pipe? What size? How old is it? Does it have leaks? Is there material surface equipment? (e.g. dehys, separators, tanks, compressors) Are there missing or defective right-of-ways ( ROW )? How material? Will they be cured and at what cost? Will contracts be assigned? Is there term left on the contracts or are they month-to-month? Is there an acreage dedication or volume commitment Does owning this asset create other strategic opportunities (map value) How should you allocate the value once you make the acquisition? Pipe: Typically valued on a per inch mile basis, adjusted for age & quality ROW: Usually perpetual therefore value not affected by age. Valued on a per rod basis and affected by surrounding geography (rural v. city), savviness of landowner, etc. Equipment: Value based on comparable vintage & quality equipment Intangibles: Contracts, commitments, dedications, other terms, etc. The challenge is how to value one asset independent of the others. Only the auditors and tax accountants care. 12

14 C A S E S T U D Y Tristate Midstream

15 Tristate I Case Study Tristate NLA, LLC Entered area in late 2007 with an initial $2 million, 35-mile pipeline acquisition Connected two Cotton Valley wells flowing little gas Over next two years acquired 21 additional miles and constructed 66 miles of pipe Haynesville play gained prominence Constructed amine treating capacity for high CO 2 gas After 2.5 years, assets were moving ~100 MMcfpd and sold to Energy Transfer at a 12x annualized TTM EBITDA for a 2.9x gross total return on equity and 113% gross IRR 14

16 Tristate I Case Study Tristate Sabine, LLC Formed JV in 2009 with small pipeline company in Sabine Parish to expand existing pipeline Expanded system by 5 miles to connect Forest Oil s first Haynesville well Over next 2 years Tristate acquired 19 miles of pipe and constructed an additional 38 miles Added 400 GPM amine capacity and added redelivery options on the system After 2 years, assets were moving ~55 MMcfpd and sold to Crestwood at a 9x annualized TTM EBITDA for a 2.4x gross total return on equity and 86% gross IRR 15

17 Dry Gas Production (Billion Cubic Feet / Day) Tristate I Case Study Timeline Summary $16 Tristate NLA, LLC formed Tristate Sabine, LLC formed Tristate NLA, LLC sold Tristate Sabine, LLC sold $14 $12 $10 $8 $6 $4 $2 Henry Hub Natural Gas Price ($ / MMBtu) $- Dry Gas Production Henry Hub Natural Gas Price 16

18 Tristate II Case Study Tristate ETX, LLC Currently focused on East Texas gathering assets; made 5 acquisitions over 7-month period, acquiring 21 systems across 10 counties November 2012: Acquired 17 gathering systems from Forest Texas Gathering Company; ~200 miles of pipe in 8 counties January April 2013: Acquired 3 systems in 3 transactions; ~55 miles of pipe May 2013: Acquired system in Freestone and Navarro Counties; ~85 miles of pipe Since then, Tristate has: Connected 26 horizontal wells and made connections to smaller producers existing gas Production increased from ~46 MMcfpd to ~85 MMcfpd Segregated producer assets from midstream assets making them easier to sell Cured ROW defects and purchased missing ROWs Cleaned up and maintained physical ROWs (e.g., tree and stump removal, regular mowing) Steadily improved operating efficiencies as evidenced by reduced operating expense / thousand cubic feet ( Mcf ) Restored and maintained mechanical integrity of pipelines and equipment 17

19 Tristate II Case Study Tristate ETX, LLC Marshall Longview Henderson Carthage 18

20 Questions? Tristate Midstream Barb Bomersbach Energy Spectrum Capital Chandler Phillips