Attached files
file | filename |
---|---|
8-K - FORM 8-K - PAA NATURAL GAS STORAGE LP | h80537e8vk.htm |
Exhibit 99.1
March 14, 2011
Dear Fellow Unitholders:
2010 Chairmen & Presidents Letter
2010 marks our inaugural year as a publicly-traded entity, which was both eventful and
productive. We completed our initial public offering in early May, delivered operating and
financial performance in line with guidance during challenging market conditions, successfully
executed our organic growth program and concluded the year announcing a definitive agreement to
acquire the Southern Pines Energy Center for approximately $750 million.
For the partial year period following our IPO, we paid distributions of approximately $0.55
per common unit ($1.35 per unit on an annualized basis). As a result of these distributions and
appreciation in PNGs unit price above the IPO level, PNGs unitholders realized a total return of
18.5% for the eight months of trading in 2010 (approximately 29% on an annualized basis). This
compares favorably with total returns for the S&P 500 and the Dow Jones Industrial Average for this
same period of 5.7% and 5.7%, respectively, and is generally in line with the Alerian MLP Index
proportionate period returns of 21.1%.
PNG was formed by our parent and majority unitholder Plains All American Pipeline (NYSE: PAA)
to own, operate and grow its natural gas storage business and to enhance our ability to compete for
acquisitions in the natural gas storage space. We believe that PNGs business embodies many
favorable characteristics of a top-tier MLP including a very high level of fee-based revenue,
long-term contracts, strategically located and flexible assets and a meaningful and visible
distribution growth trajectory based on organic projects. With these underlying business
characteristics as a foundation and with PAA as a supportive parent PNG is well positioned to
maintain and grow its distributions for many years to come.
Before recapping the years performance and outlining our prospects for the future, we would
like to thank you for your investment. To continue to merit your confidence we will set clear
goals and objectives, work hard and do everything in our power to deliver on these expectations.
The Environment in 2010
Despite encouraging signs at the beginning of the year, the natural gas storage environment
was challenging throughout the majority of 2010. In late 2009/early 2010, commercial dealings with
users of gas storage as well as inter-month spreads appeared to support the conclusion that demand
for natural gas storage services was strong, the market was slightly undersupplied and storage
services were reasonably valued. However, as discussed in our conference calls throughout the
year, a confluence of strong domestic natural gas
333 Clay Street § Houston, Texas 77002 § 713-646-4100 or 877-707-6457
2010 Chairman & Presidents Letter
production and abnormal seasonal weather patterns
contributed to an adverse change in the seasonal price spreads for natural gas. Such changes
reduced the clearing price for new storage leases and lease renewals relative to transactions
entered into as late as May 2010. Additionally, shorter-term spreads and basis differentials,
which drive PNGs ability to capture optimization opportunities through hub service activities,
were also adversely impacted by the changing environment.
Shortly after completing the IPO, we realized the offering was executed during what may have
been a near-term peak in the gas storage market. In response, our parent and majority stakeholder
PAA unilaterally modified the structure of its PNG equity ownership to help ensure a win/win
arrangement with PNGs public equity holders, maintain PNGs attractive cost of capital and better
position PNG and PAA to accomplish their long-term growth objectives. This modification reduces
the baseline level of distributions PAA receives and helps maintain an attractive distribution
growth outlook, even if market conditions remain challenging for the next few years.
PNGs 2010 Performance
PNG delivered full-year 2010 adjusted EBITDA of $53.8 million, which was in line with our
inaugural guidance projections we provided in August. We also executed our 2010 organic growth
capital program on time and approximately 10% under budget. In the process we brought cavern well
#3 into service at our Pine Prairie storage facility, which increased total working capacity at
that facility by 10 Bcf or 70% and increased PNGs overall working capacity by 25%. We also
completed the drilling of cavern wells #4 and #5 at Pine Prairie. Leaching operations on cavern
well #4 proceeded as designed and this well is on target to come into service in the
second quarter of 2011 at a capacity of approximately 7.5 Bcf. Leaching operations are also
on schedule for cavern well #5, which we expect to be placed into service in the second quarter of
2012. In mid-2010 we added key commercial and optimization management personnel to enable us to
efficiently manage the increased capacity, capture additional short-term opportunities in the
market, and position us for further growth.
On December 29, 2010, we announced that we had entered into definitive agreements to acquire
Southern Pines Energy Center for $750 million. Southern Pines is a well-connected,
high-performance salt-cavern storage facility located in Greene County, Mississippi and is
favorably positioned to service the growing gas-fired power demand in the Southeastern region of
the United States. The facility currently serves over 17 Bcf of contracts in three operating
caverns. We are currently drilling a fourth cavern, which is anticipated to be in service by the
third quarter of 2012. Each of these four caverns is permitted for 10 Bcf of working gas storage
capacity, for a total of 40 Bcf of permitted capacity. The caverns will be expanded over time
through direct leaching, solution mining under gas and fill de-water activities. Through these
processes we plan to more than double Southern Pines current capacity by 2015.
Of particular importance in the current challenging environment, Southern Pines is highly
contracted for the next four storage seasons, even after taking into account planned capacity
growth during that time period. Southern Pines is fully contracted for the 2011/2012 and the
2012/2013 storage seasons, approximately 85% contracted for the 2013/2014 storage season
Page 2 of 5
2010 Chairman & Presidents Letter
and approximately 70% contracted for the 2014/2015 season. Furthermore, existing contracts at Southern
Pines have a weighted average remaining term of approximately 5.5 years. Through this transaction
and taking into account expansion capacity at Pine Prairie that has not yet been contracted, we
believe we have lowered our overall enterprise risk in the challenging near term environment, while
preserving the opportunity to benefit on the upside if market conditions improve. In summary, the
high quality nature of Southern Pines, its strategic location, its highly contracted profile and
its expansion potential make it an ideal complement to PNGs portfolio that will provide benefits
to PNG for many years to come.
We completed the Southern Pines acquisition on February 9, 2011, financing the acquisition
with a combination of debt and equity. Prior to closing, we completed a private placement of 27.6
million newly issued common units raising $600 million of net proceeds. Approximately 17.4 million
common units were purchased by institutions and other large investors and the remaining 10.2
million common units were acquired by PAA on substantially similar terms. We also issued a $200
million, three-year, 5.25% unsecured term note to PAA. Aggregate proceeds from these transactions
totaled $800 million, which funded the approximate $750 million purchase price and related
transaction costs. The excess proceeds from the financings were used initially to reduce
outstanding borrowings on our revolving credit facility, but will ultimately be used to fund
capital expenditures related to the ongoing expansion activities at Southern Pines.
Other Developments in Early 2011
In early January we had an operating incident and related fire at our Bluewater storage
facility in Michigan. Fortunately, there were no serious injuries, damage was limited to the
liquids removal portion of the gas handling facility and we have been able to meet all of our
customers contractual requirements. Subject to receiving the necessary regulatory clearances and
permits, we expect to have the damaged portion of the facility back in service by October, in time
for fully functional operation for the 2011/2012 storage season. However, due to certain operating
limitations and anticipated lost opportunities as a result of this incident, our 2011 operating and
financial guidance discussed later in this letter reflects a non-recurring reduction in adjusted
EBITDA of approximately $5 million. Although this was an unexpected and unfortunate incident, we
are pleased that our safety systems operated as planned. We are also very proud of our employees
response, both to the incident itself and operationally and commercially in terms of their ability
to fully meet all our customers needs, especially given the very demanding conditions caused by
the extreme cold weather experienced in January and February.
Also in January 2011, we finalized negotiations with the CME Group, owner of the New York
Merchantile Exchange or NYMEX, who announced the introduction of three new natural gas futures
contracts for physical delivery at our Pine Prairie facility. As with new markets in general, it
will take time for these contracts to develop, but we are very pleased to have arranged for Pine
Prairie to be a designated NYMEX delivery point and believe it is an appropriate recognition of the
fact that Pine Prairie is very well located and equipped to be a major market hub for natural gas.
Page 3 of 5
2010 Chairman & Presidents Letter
In late January and early February, Pine Prairies operating capabilities were highlighted by
the cold snap that passed through much of the United States. During that period, we set new
records for daily withdrawals at Pine Prairie, delivering as much as 1.3 Bcf on a number of days.
Throughout the severe weather, we have been
able to meet all of our customers contractual nominations as well as service requests in
excess of our contractual commitments. We believe that this type of performance is appreciated and
will be remembered by our customers as they look to renew or lease new capacity.
Looking forward
As a result of our contract positions, our ongoing expansion activity at Pine Prairie and the
recent acquisition of, and ongoing expansion activities at, Southern Pines, we are forecasting
significant growth in 2011 even after taking into account the adverse impacts of the operating
incident at Bluewater. Based on the midpoint of our 2011 guidance range, we are forecasting
adjusted EBITDA and distributable cash flow will be $106 million and $96 million, respectively.
Such amounts represent increases of 97% and 114% over the respective measures for 2010.
As noted, underpinning this improvement in financial performance is an expected 50% increase
in average storage capacity in 2011 over 2010 levels. Our storage capacity (including expansions)
is highly contracted, with approximately 85-90% leased for the 2011-2012 storage season, 75-80%
leased for the 2012-2013 season and about 50% leased for the 2013-2014 season. To support our
ongoing storage expansion activities, we expect to invest approximately $103 million on expansion
projects during 2011, an increase of approximately 20% over our 2010 expansion capital program.
Further, we have a dedicated team of experienced professionals that are appropriately motivated to
meet or exceed our goals. We believe all of these factors position PNG very well for the future.
Set forth below are our goals for 2011, which will serve to guide our activities throughout
the year and provide a framework by which to measure our annual performance.
1. | Deliver baseline operating and financial performance in line with our guidance; |
2. | Close, integrate and execute the Southern Pines Acquisition; |
3. | Successfully execute our 2011 capital program, achieve our working capacity targets and set the stage for continued growth in 2012 and beyond; and |
4. | Increase our annualized distribution level to $1.45 per unit by November 2011. |
A significant component of these goals is execution. We have developed a robust set of
organic growth opportunities that should enable us to deliver mid-single digit annual distribution
growth to our unitholders over the next several years, with our 2011 distribution target
representing 7.4% growth over our distribution paid in November 2010. We believe our distribution
growth over the next several years could be further augmented by acquisitions. However, because of
the need to focus on the integration of Southern Pines and the execution of our capital program, we
have not made completing acquisitions a primary goal for 2011.
Page 4 of 5
2010 Chairman & Presidents Letter
Similar to our parent, we are committed to a financial growth strategy underpinned by
conservative credit metrics, maintaining an investment grade-quality balance sheet, and ensuring
substantial liquidity to enable us to act opportunistically on opportunities that may arise. As a
result of our proactive financing efforts, after investing over $830 million in acquisitions and
organic growth over the past 14 months, we remain very well positioned with a long-term debt to
capitalization ratio of approximately 23% and a healthy level of committed liquidity.
The majority of the foregoing discussion is directed to our activities and planned growth in
2011. We also believe we are well positioned for growth in 2012 and beyond. We believe the scale
and scope of PNGs operations, the anticipated impact of our current expansion activities and our
ability to timely add incremental storage capacity in the future on attractive economic terms
places PNG in a favorable overall position. Specifically, we believe we have solid visibility of
distribution growth solely from organic expansion projects through 2015, even if market conditions
remain challenging for the next several years, an outlook that we believe is exceptional in the MLP
universe.
We look forward to updating you on our progress throughout the year, and encourage you to stay
up-to-date with our activities via our press releases, conference calls and website: www.pnglp.com.
On behalf of PAA Natural Gas Storage, our board of directors, and our loyal and dedicated
employees, we sincerely thank you for your continued support.
Greg L. Armstrong
|
Harry N. Pefanis
|
Dean Liollio |
||
Chairman & CEO
|
Vice Chairman
|
President |
Page 5 of 5