UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): September 5, 2006
ENERGY TRANSFER EQUITY, L.P.
(Exact name of registrant as specified in its charter)
Delaware | 001-32740 | 30-0108820 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS. Employer Identification No.) |
2828 Woodside Street
Dallas, Texas 75204
(Address of principal executive offices, including zip code)
214-981-0700
(Registrants telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 7.01. | Regulation FD Disclosure. |
On September 5, 2006, Ray C. Davis, Co-Chairman of the Board of the general partner of Energy Transfer Equity, L.P. (ETE) will give a presentation regarding ETE and its subsidiary, Energy Transfer Partners, L.P. (ETP) at the CEO Energy/Power Conference presented by Lehman Brothers in New York City, New York. Mr. Davis presentation will include a description of ETE and ETP and their assets, and updated information on the status of previously announced expansion projects of ETP. A copy of Mr. Davis slide presentation is furnished as an exhibit to this report and will be available on the website of ETE and ETP at www.energytransfer.com.
Item 9.01. | Financial Statements and Exhibits. |
(d) | The following exhibit is being furnished herewith: |
Exhibit No. | Description | |
99.1 | Slide presentation given by Mr. Davis on September 5, 2006, during the CEO Energy/Power Conference presented by Lehman Brothers. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
ENERGY TRANSFER EQUITY, L.P. | ||
By: | LE GP, LLC, its general partner | |
By: | /s/ John W. McReynolds | |
John W. McReynolds, | ||
President and Chief Financial Officer |
Dated: September 5, 2006
September 2006 September 2006 Lehman Brothers Energy Conference Lehman Brothers Energy Conference Lehman Brothers Energy Conference Energy Transfer Equity, L.P. Energy Transfer Equity, L.P. Energy Energy Transfer Partners, L.P. Partners, L.P. Exhibit 99.1 |
2 The statements made by representatives of Energy Transfer Partners (ETP) or Energy Transfer Equity (ETE) during the course of this presentation that are not historical facts are forward- looking statements. Although the assumptions underlying these statements are believed to be reasonable, investors are cautioned that such forward-looking statements are inherently uncertain and necessarily involve risks that may affect the business prospects and performance of ETP and ETE, causing actual results to differ from those discussed during this presentation. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements included in the prospectus. Any forward-looking statements made are subject to all of the risks and uncertainties, many of which are beyond managements control, involved in the transportation, gathering, compression, treating, processing, storage and marketing of natural gas and in the propane business. These risks include the risks described in the prospectus. Should one or more of these risks or uncertainties occur, or should underlying assumptions prove incorrect, the actual results and plans of ETP and ETE could differ materially from those anticipated, estimated, projected or expected. ETP and ETE undertake no obligation to publicly update any forward-looking statements, whether as a result of new information or future events. Legal Disclaimer Legal Disclaimer |
3 Agenda Overview ETP/ETE Corporate Structure Asset Profile Investment Highlights Asset Overview Midstream Overview Propane Overview Project Update Energy Transfer Equity, L.P. ETP/ETE Unitholder Returns Summary |
4 ETP Corporate Structure Public Unitholders Energy Transfer Equity, L.P. Energy Transfer Partners, L.P. 110,726,999 Units Outstanding 67.1% Limited Partner Interest La Grange Acquisition, L.P Natural Gas Midstream Operations Heritage Operating, L.P. Propane Operations Heritage Holdings Inc 50% Incentive Distribution Rights 32.9% Limited Partner Interest 2% General Partner Interest Titan Propane, L.P. |
5 ETE Corporate Structure Management and Affiliates Public Unitholders LE GP, LLC Energy Transfer Equity, L.P. 124,360,520 Common Units Outstanding 81.8% Limited Partner Interest 17.7% Limited Partner Interest 50% Incentive Distribution Rights 32.9% Limited Partner Interest 2% General Partner Interest 0.5% General Partner Interest |
6 Asset Profile A diversified midstream and propane MLP: 3rd largest MLP in the U.S. (based on market cap) Largest intrastate pipeline system in U.S. with interconnects to major consumption areas throughout U.S. Significant strategically located natural gas storage capacity Third largest retail propane marketer in the United States with
concentration in highest population growth areas Annual Revenue (LTM 5/31/06) $8.1 B Total Assets
(5/31/06) $4.6 B Enterprise Value (1) $7.1 B Equity Market Cap. (1) $5.3 B Units Outstanding (8/31/06) 110,726,999 EBITDA (Fiscal 2006) $730 million (2) ETP Financial Summary (1) Unit price as of August 30, 2006 &total debt as of 5/31/06; excludes value of GP and ETE. (2) Public guidance. (3) Based on ETP annual distribution of $2.55/ unit ETE Financial Summary Annual EBITDA (3) $157 million Enterprise Value (1) $3.72 B Equity Market Cap. (1) $3.35 B Units Outstanding (8/31/06) 124,360,520 Current Annual DCF/ Unit $.95 |
7 Investment Highlights Substantial competitive advantage High quality portfolio of assets Strong credit statistics Compares favorably with BBB+ / BBB peers Management commitment to credit quality High common unit coverage ETP retains cash to fund internal growth and strengthen balance sheet
Low risk, high rate of return growth opportunities Attractive construction price to EBITDA multiples Long-term contracts in place prior to construction Excellent access to public debt and equity markets Significant liquidity History of consistent distribution growth Experienced management with substantial equity ownership
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8 Energy Transfer Midstream System |
9 Competitive Advantages Texas Infrastructure Multiple Market Options for Producers Strong Position in Active Supply Basins Operating Expertise Producer Relationships Substantial Organic Growth Opportunities Bypass Capability at Processing Plants |
10 Project Update |
11 Project Update Provides 2.3 Bcf/d additional outlet capacity to Fort Worth Basin and East Texas producers Links high growth production with major market hubs and multiple interstate interconnects across Texas Provides accretive returns on significant capital spending Backed by long-term contracts with investment grade counterparties |
12 Propane Operations ETPs propane operations are concentrated in higher than average
population growth areas where natural gas distribution may not be
cost effective, and its geographic diversification minimizes the impact of weather patterns in individual regions. Fee-based, pass-through business, subject to weather volatility
that impacts volumes Focus on higher-margin residential customers Record fiscal 2004 and 2005 operating and financial performance Realized 1%-3% internal growth excluding acquisitions Trend of increasing margins due to higher vehicle fuel costs, steel costs, benefit, and insurance cost Assets owned Purchase land, buildings and vehicles 90% of customer tanks Retail Gallons Sold (Millions) 126 147 160 181 330 330 376 398 406 0 50 100 150 200 250 300 350 400 450 |
13 Updated Propane Operations Map |
14 Financial Review ETP/ETE Credit Statistics Distributable Cash Flow Forecast Common Unit Coverage Potential Distribution @ 1.15 X Historical Returns (ETP/ETE) Distribution Review |
15 ETP/ETE Credit Statistics (5/31/2006) Outstanding Debt (5/31/2006) $1.5 billion (excluding working capital) 2006E EBITDA $730 mllion 2006E Interest Exp. $110 million Debt/ EBITDA 2.06 X EBITDA/ Interest 6.64 X ETP ETP Outstanding Debt (5/31/2006) $377 million 2006E EBITDA $157 million* 2006E Interest Exp. $24 million Debt/ EBITDA 2.40 X EBITDA/ Interest 6.54 X ETE ETE * Based on current ETP distribution annualized * Based on current ETP distribution annualized |
16 ETP Distributable Cash Flow/ Coverage ETP Distributable Cash Flow Calculation (in thousands) (@ $2.55/ LP Unit) 2006E EBITDA Midstream 595,000 $ Propane 135,000 $ Total 730,000 $ Less: Maintenance Capital (50,000) $
Less: Interest Expense (110,000) $ Less: Taxes (28,000) $
Distributable Cash Flow 542,000 $ Less: Distributions to GP (IDRs) (120,365) $ Distributable Cash Flow to LP 421,635 $ LP Unit Distributions 282,096 $ Excess Distributable Cash Flow 139,540 $ Distribution Coverage Ratio 1.50 X |
17 Potential Distribution @ 1.15X Based on EBITDA guidance of $730 million Excludes impact of previously announced internal growth projects ETP Common Distribution @ 1.15X Distributable Cash Flow (000's) 542,000 $ ETP DCF/ LP Unit 3.00 $
Less: Distributions to GP
(IDRs) (160,004) $ Distributable Cash Flow to LP 381,996 $ LP Unit Distributions 331,991 $ Excess Distributable Cash Flow 50,005 $
Distribution Coverage Ratio 1.15 X |
18 Historical Returns vs. Peers 5-Year Average Annual Total Return 8/29/01 - 8/29/06 Source: FactSet Note: 1 BWP, BPL, EEP, ETP, EPD, KMP, MMP, OKS, PPX, PAA, SXL, TPP,
and VLI 28.1% 14.5% (9.0%) 2.6% (20.0%) (10.0%) 0.0% 10.0% 20.0% 30.0% 40.0% ETP Large Cap MLP Average¹ Dow Jones S&P 500 |
19 Distribution Review ETP Distribution History $1.30 $1.40 $1.50 $1.65 $1.75 $1.85 $1.95 $2.00 $2.20 $2.35 $2.55 $1.00 $1.40 $1.80 $2.20 $2.60 $3.00 |
20 Distribution History vs. Peers 2-Year Average Annual Distribution Growth 8/29/01 - 8/29/06 30% 15% 14% 12% 10% 9% 8% 7% 7% 5% 1% 0% 0% 5% 10% 15% 20% 25% 30% 35% ETP SXL MMP PAA EPD OKS PPX BPL KMP VLI TPP EEP |
21 Distribution History vs. Peers Average Annual Distribution Growth Note: 1 Includes BWP, BPL, EEP, ETP, EPD, KMP, MMP, OKS, PPX, PAA,
SXL, TPP, and VLI 26.0% 30.4% 30.8% 6.5% 7.3% 7.6% 0% 5% 10% 15% 20% 25% 30% 35% 3 Yr CAGR (8/29/03-8/29/06) 2 Yr CAGR (8/29/04-8/29/06) 1 Yr CAGR (8/29/05-8/29/06) ETP Large Cap MLP Average¹ |
22 Investment Highlights Substantial competitive advantage High quality portfolio of assets Strong credit statistics Compares favorably with BBB+ / BBB peers Management commitment to credit quality High common unit coverage ETP retains cash to fund internal growth and strengthen balance sheet
Low risk, high rate of return growth opportunities Attractive construction price to EBITDA multiples Long-term contracts in place prior to construction Excellent access to public debt and equity markets Significant liquidity History of consistent distribution growth Experienced management with substantial equity ownership
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