UTILITY DEBT INCLUSION OF MINORITY, WOMEN, DISABLED VETERAN BUSINESS ENTERPRISE INVESTMENT BANKS 7/24/16
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1 UTILITY DEBT INCLUSION OF MINORITY, WOMEN, DISABLED VETERAN BUSINESS ENTERPRISE INVESTMENT BANKS 7/24/16
2 TABLE OF CONTENTS 1. Executive Summary 2. High Level Review of All States 3. WMDVBE Lead Manager Mandates 4. Utility Detail By State 5. Methodology 6. The Williams Capital Group, L.P. 2
3 3 EXECUTIVE SUMMARY
4 In 1H16, 21 out of 27 states (77%) with utility bond issuance utilized MWDVBE investment banks 2015 rate was 22 out of 33 states (67%) 2014 rate was 22 out of 32 states (69%) Indiana (Duke Indiana), Ohio (Duke Ohio) and Virginia (AES Corp.) used MWDVBE banks for the first time in years. Dominion Resources/Virginia Electric remains in the minority by never engaging MWDVBE banks. Colorado and Idaho utilities have never, or rarely, used MWDVBE investment banks Holding companies often do not use MWDVBE banks, preferring to use them at the operating company (i.e. regulated) level Utilities which do not engage MWDVBE banks deal exclusively with their revolver banks 4
5 5 HIGH LEVEL REVIEW OF ALL STATES
6 STATE BY STATE 2015 AND 1H16 Repeat states with no MWDVBE bank participation include CO and VA 1H16 States with Issuance 27 MWDVBE Bank used? 21 Percentage 77 % 2015 States with Issuance 33 MWDVBE Bank used? 22 Percentage 67 % State utility(ies) used MWDVBE banks No use of MWDVBE banks by state utility(ies) No utility bond issuance 6
7 STATE BY STATE 1H16 # deals per state / # with MWDVBE participation WA CA 5/6 OR NV 1/1 ID 0/1 AZ 1/1 UT MT WY NM CO 0/1 SD 0/1 NE ND KS 0/1 TX 1/2 OK MN 0/2 IA MO 1/1 AR 1/1 LA 2/4 WI IL 2/2 MS 1/1 IN 1/3 TN MI 0/2 AL 1/1 KY OH GA 3/4 W V NC 3/3 SC 1/1 FL 1/2 PA 0/1 VA 1/2 VT NH NY 2/2 CT NJ 1/2 MD D.C. ME MA 2/2 State utility(ies) used MWDVBE banks No use of MWDVBE banks by state utility(ies) No utility bond issuance 7
8 8 WMDVBE LEAD MANAGER MANDATES
9 WMDVBE LEAD MANAGER MANDATES 2015 AND 1H16 North Carolina joins California s leadership $250M 3.70% FMB due 2046 The Williams Capital Group, L.P. Loop Capital Markets LLC Samuel A. Ramirez & Co Inc Lebenthal & Co LLC Mischler Financial Group Bookrunners $500M 2.60% FMB due 2026 Samuel A. Ramirez & Co Inc Bookrunner $500M 2.50% FMB due 2026 Loop Capital Markets LLC Bookrunner $600M 2.95% Notes due 2026 The Williams Capital Group, L.P. Bookrunner June 2016 May 2016 May 2016 February 2016 $250M FMB due 2018 $359M FMB due 2025 CastleOak Securities Bookrunner June 2015 $100M 3.50% Notes due 2025 Reopening Loop Capital Markets LLC Bookrunner June 2015 $140M 3L+20 FMB due 2017 $250M 1.914% Notes due 2022 The Williams Capital Group, L.P. Bookrunner March
10 10 UTILITY DETAIL BY STATE
11 1H16 UNDERWRITING MANDATES USING MWDVBE FIRMS AL AR AZ CA ALABAMA POWER CO ENTERGY ARKANSAS INC ARIZONA PUBLIC SERVICE EDISON INTERNATIONAL CastleOak Securities Mischler Financial Group CL King & Associates Inc (Exclusively revolver banks) Siebert Brandford Shank & Co Williams Capital Group LP Williams Capital Group LP CA CA CA CA PACIFIC GAS & ELECTRIC SAN DIEGO G & E SOUTHERN CALIF EDISON Pfd SOUTHERN CALIF GAS CO CL King & Associates CAVU Securities LLC Blaylock Beal Van LLC MFR Securities Inc Great Pacific Securities Guzman & Co CL King & Associates Siebert Capital Markets Williams Capital Group LP Loop Capital Markets LLC Mischler Financial Group Siebert Capital Markets CA CO FL FL SEMPRA ENERGY PUBLIC SERVICE COLORADO DUKE ENERGY PROJ FINANCE NEXTERA ENERGY CAPITAL MFR Securities Inc (Exclusively revolver banks) Drexel Hamilton LLC (Exclusively revolver banks) Siebert Capital Markets Samuel Williams A Capital Ramirez Group & Co Inc P Williams Capital Group LP 11
12 1H16 UNDERWRITING MANDATES USING MWDVBE FIRMS GA GA GA GA AGL CAPITAL CORP GEORGIA POWER CO OGLETHORPE POWER CORP SOUTHERN CO Loop Capital Markets LLC Blaylock Beal Van LLC (Exclusively revolver banks) Apto Partners LLC Williams Capital Group LP Mischler Financial Group Blaylock Beal Van LLC Samuel A Ramirez & Co Inc CastleOak Securities CL King & Associates Inc Drexel Hamilton LLC Loop Capital Markets LLC MFR Securities Inc Mischler Financial Group Regions Securities LLC Samuel A Ramirez & Co Inc Siebert Brandford Shank & Co Williams Capital Group LP ID IL IL IN IDAHO POWER CO COMMONWEALTH EDISON EXELON CORP DUKE ENERGY INDIANA (Exclusively revolver banks) Blaylock Beal Van LLC Apto Partners LLC CastleOak Securities Drexel Hamilton LLC Blaylock & Partners Great Pacific Securities Great Pacific Securities Lebenthal & Co Inc Williams Capital Group LP Loop Capital Markets LLC Loop Capital Markets LLC Mischler Samuel A Financial Ramire Group & Co Inc Siebert Capital Markets Williams Capital Group LP 12
13 1H16 UNDERWRITING MANDATES USING MWDVBE FIRMS IN IN KS LA INDIANAPOLIS PWR & LIGHT INDIANA MICHIGAN POWER WESTAR ENERGY INC CLECO CORPORATE HOLDINGS (Exclusively revolver banks) (Exclusively revolver banks) Loop Capital Markets LLC (Exclusively revolver banks) LA LA LA MA ENTERGY CORP ENTERGY LOUISIANA LLC ENTERGY NEW ORLEANS INC EVERSOURCE ENERGY CastleOak Securities CastleOak Securities (Exclusively revolver banks) Samuel A Ramirez & Co Inc Mischler Financial Group Mischler Financial Group Williams Capital Group LP MA MI MI MN NSTAR ELECTRIC CO CMS ENERGY CORP DTE ELECTRIC CO NORTHERN STATES PWR-MINN Williams Capital Group LP (Exclusively revolver banks) (Exclusively revolver banks) (Exclusively revolver banks) 13
14 1H16 UNDERWRITING MANDATES USING MWDVBE FIRMS MN MO MS NC XCEL ENERGY INC UNION ELECTRIC CO. ENTERGY MISSISSIPPI INC DUKE ENERGY CAROLINAS (Exclusively revolver banks) Blaylock & Partners Mischler Financial Group Apto Partners LLC CL King & Associates Williams Capital Group LP Blaylock Beal Van LLC Lebenthal & Co LLC Mischler Financial Group NC NC NJ NJ DUKE ENERGY CAROLINAS DUKE ENERGY CORP (equity) PSEG POWER LLC PUBLIC SERVICE ELECTRIC Apto Partners LLC Loop Capital Markets LLC (Exclusively revolver banks) Loop Capital Markets LLC Blaylock Beal Van LLC Williams Capital Group LP Mischler Financial Group NS NY NY NV EMERA INC. (TECO Energy) BROOKLYN UNION GAS CO CONSOLIDATED EDISON CO SIERRA PACIFIC POWER CO (Exclusively revolver banks) Loop Capital Markets LLC Samuel A Ramirez & Co Inc Williams Capital Group LP Samuel A Ramirez & Co Inc 14
15 1H16 UNDERWRITING MANDATES USING MWDVBE FIRMS OH PA SC SD DUKE ENERGY OHIO PPL CAPITAL FUNDING INC SOUTH CAROLINA ELEC&GAS BLACK HILLS CORP Lebenthal & Co Inc (Exclusively revolver banks) Drexel Hamilton LLC (Exclusively revolver banks) Loop Capital Markets LLC Mischler Financial Group Samuel A Ramirez & Co Inc Williams Capital Group LP TX TX VA VA CENTERPOINT ENER HOUSTON ENTERGY TEXAS INC AES CORPORATION VIRGINIA ELECTRIC CO. Academy Securities Inc (Exclusively revolver banks) Samuel A Ramirez & Co Inc (Exclusively revolver banks) MFR Securities Inc Samuel A Ramirez & Co Inc Williams Capital Group LP 15
16 16 METHODOLOGY
17 METHODOLOGY AND SOURCES Analysis includes utility bonds with the following characteristics: Fixed-rate coupon Maturities of 2-years or more Issue size of $250 million or more Investment grade ratings Moody s Baa3 and above Standard and Poor s BBB and above Source: Bloomberg, L.P, The Williams Capital Group, L.P. 17
18 18 THE WILLIAMS CAPITAL GROUP, L.P.
19 $ $ $ $ $ $ $ $ $ 0. 0 INVESTMENT GRADE CORPORATE DEBT UNDERWRITING Historical Fixed Income Underwriting Most Active U.S. IG Debt Co-Manager (1) Deal Count Deal Volume (bil) $164.9 $123.3 $ $ $ $ $ $214.4 $ $ $ $227.0 Rank Co-Manager Mkt. Share ( % ) 1 Williams Capital Group LP US Bancorp Mitsubishi UFJ Financial Group Wells Fargo & Co PNC Financial Services Group HSBC Holdings PLC Mizuho Financial Group RBC Capital Markets Samuel A. Ramirez & Co Sumitomo Mitsui Finl Grp Inc Loop Capital Markets Deutsche Bank TD Securities Inc BNP Paribas SA Mischler Financial Group Inc YTD (1) Source: Thomson Reuters, equal credit to each co-manager Jan. 1 Dec Underwriting as % of total new issue volume Recent Mandates $250 30yr Notes Bookrunner $1.294B Multi-tranche Co-Manager $250 10yr Notes Co-manager $8.5B Multi-tranche Co-Manager $325M 15yr Notes Co-Manager $350M 10y Notes Co-Manager $500M 30yr Bonds Co-Manager $355M 12yr Notes Co-Manager June 2016 June 2016 May 2016 May 2016 May 2016 May 2016 May 2016 May
20 WILLIAMS CAPITAL HAS EXECUTED TRANSACTIONS FOR MORE THAN 70 POWER AND GAS ISSUERS * *Includes processor entities 20
21 21 TAS STRATEGIES
22
23 23 APPENDIX I NARUC RESOLUTION SUPPORTING SUPPLIER DIVERSITY
24 NARUC RESOLUTION SUPPORTING SUPPLIER DIVERSITY JULY 10, 2011 WHEREAS, Historically, financial services institutions have played a critical role in the regulatory framework and market participation of investor-owned utilities including but not limited to cost of capital, debt and preferred equity issuance of securities, investment management of employee pensions, nuclear decommissioning trust funds, mergers and acquisitions, futures markets and other critical components of utility operations; and WHEREAS, Historically, disabled veterans, women, and minorities (or diverse and emerging financial services firms ) have been underrepresented in the financial services industries relationships with investor-owned utilities, which has limited the ability of such firms to achieve their economic potential, to spur job growth in underserved communities, that may bring lower cost advantages by way of increased competition to ratepayers; and WHEREAS, Supporting supplier diversity for the diverse and emerging financial services firms is an essential business need, because it brings enhanced benefits to society by supporting increased competition, and helps to sustain the overall health of America s economy including underrepresented communities while creating jobs; and WHEREAS, It is necessary to increase the participation of diverse and emerging firms in the investor-owned utilities in order to utilize their unique talents and resources which can broaden the number of investors seeking to purchase utilities financial instruments, both of which may lower utilities cost of capital due to expanding markets for common and preferred stock as well as long-term debt, leading to lower costs to ratepayers; and; and WHEREAS, It is beneficial to increase the participation of diverse and emerging firms in utility employee pension, Nuclear Decommissioning Trust Funds (NDTF), and investment management to better shape the governance of the trust funds improve returns and/or lowering risks through the diversification of ideas and investments that these firms offer; and 24
25 NARUC RESOLUTION SUPPORTING SUPPLIER DIVERSITY JULY 10, 2011 WHEREAS, It is necessary to increase the participation of diverse and emerging firms in the investor-owned utilities in order to provide additional competition to the large money center banks and thereby providing opportunities for lower financial costs; and WHEREAS, Since access to capital is the lifeline of small, diverse, and emerging community banks in the United States, it is necessary for investor-owned utilities to increase the compensatory deposit amounts maintained with these banks to facilitate a more liquid and diverse capital market for loans and community development investments; and WHEREAS, It is beneficial to increase the participation of diverse and emerging firms in the competitive and/or negotiated bidding rules for the utilities to provide additional opportunities to strengthen emerging firms, which may be to the ultimate benefit of the utilities ratepayers and shareholders; and WHEREAS, To the extent that mergers and acquisition are important in shaping how communities are served by investor-owned utilities, it is recommended that the ideas and expertise of diverse and emerging firms be utilized as part of the advisory team for the benefit of the ratepayers and the communities in which they live; now, therefore be it RESOLVED, That the Board of Directors of the National Association of Regulatory Utility Commissioners, convened at its 2011 Summer Committee Meetings in Los Angeles, California, supports enhanced efforts to support supplier diversity within investor-owned utilities. Sponsored by the Subcommittee on Utility Marketplace Access Adopted by the NARUC Board of Directors July 20,
26 26 APPENDIX II STATE DIVERSITY ROUNDTABLES
27 27 ROUNDTABLE SPONSORS
28 PAST ROUNDTABLES 28
29 SAMPLE ROUNDTABLE AGENDA Start Time End Time Florida Utility Roundtable Luncheon on Supplier Diversity Florida Utility Roundtable Luncheon on Supplier Diversity March 30, 2015 March 30, 2015 Agenda Agenda 11:30 AM - 11:40 AM Introductory Remarks and Welcome, Sam Ramirez Jr., Managing Director, Ramirez & Co. 11:40 AM - 11:55 AM Keynote: The Honorable Ronald Brisé, Commissioner Florida Public Service Commission 11:55 AM - 12:35 PM Introduction of Utility Representatives, David Finkelstein, Principal, Williams Capital 11:55 AM - 12:05 PM Duke Energy 12:05 PM - 12:15 PM NextEra/Florida Power Light 12:15 PM - 12:25 PM The Southern Company/Gulf Power Company 12:25 PM - 12:35 PM TECO Energy 12:35 PM - 12:50 PM Q&A and Summary Q&A, Louis De Caro, Senior Banker, Blaylock Beal Van 12:50 PM - 1:35 PM Lunch 1:35 PM - 1:45 PM Closing Remarks, Ani Tchaghlasian, Senior Vice President, Loop Capital Markets 29
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