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EX-99.2 - EXHIBIT 99.2 - VECTREN CORPex99_2.htm
Exhbit 99.1
 
Presentation to the Financial
Community
New York & Boston
February 21-22, 2012
Carl Chapman - Chairman, President and CEO
Jerry Benkert - Executive Vice President and CFO
Robert Goocher - Treasurer and VP - Investor Relations
Aaron Musgrave - Manager - Investor Relations
 
 

 
Forward-Looking Statements
All statements other than statements of historical fact are forward-looking statements made
in good faith by the company and are intended to qualify for the safe harbor from liability
established by the Private Securities Litigation Reform Act of 1995. Such statements are
based on management’s beliefs, as well as assumptions made by and information currently
available to management and include such words as “believe”, “anticipate”, ”endeavor”,
“estimate”, “expect”, “objective”, “projection”, “forecast”, “goal”, “likely”, and similar
expressions intended to identify forward-looking statements.
Vectren cautions readers that the assumptions forming the basis for forward-looking
statements include many factors that are beyond Vectren’s ability to control or estimate
precisely and actual results could differ materially from those contained in this document.
Forward-looking statements speak only as of the date on which our statement is made, and
we assume no duty to update them. More detailed information about these factors is set
forth in Vectren’s filings with the Securities and Exchange Commission, including Vectren’s
2011 annual report on Form 10-K filed on February 16, 2012.
Robert L. Goocher, Treasurer and VP - Investor Relations
rgoocher@vectren.com
812-491-4080
2
 
 

 
Ø NYSE Symbol: VVC
Ø 8-10% target annual total
 shareholder return
  Annual dividends paid increased 52
 consecutive years, effective Dec. 1,
 2011, to annualized rate of $1.40 per
 share
Ø Over 1.1 million utility customers in
 Indiana and Ohio
  Operate in constructive regulatory
 environments with revenue
 stabilization mechanisms
Ø Well diversified nonutility portfolio
 linked to core utility
Ø ~$4.9 billion in assets
Ø ~$2.3 billion in revenues
Ø ~$2.4 billion market cap
Ø S&P: A-, Moody’s: A3
  Stable outlook for both
Vectren Corporation Overview
Vectren’s Core Earnings
3
Electric
~55%
Gas
~45%
Utility
~80-85%
Nonutility
~15-20%
 
 

 
4
Vectren at a Glance
Vectren
Nonutility
Infrastructure
Services
Energy Services
Coal Mining
Energy
Marketing
Distribution &
Transmission Pipeline
Construction
Energy Saving
Performance Contracting
& Renewable Projects
Mines and Sells
Coal to Vectren
and 3rd Parties
Wholesale
Gas Marketing
Business
Vectren
Utility
Vectren North
Indiana Gas
563,000 Customers
Vectren South
SIGECO - Electric
141,000 Customers
Vectren South
SIGECO - Gas
110,000 Customers
Vectren Ohio
VEDO
310,000 Customers
 
 

 
2012 EPS Guidance
Consolidated: $1.75 to $1.95 per share
 Utility: $1.60 to $1.70 per share
 Nonutility, excl. ProLiance: $0.30 to $0.40 per share
 ProLiance: $(0.20) to $(0.10) per share
Notes on Reported EPS in 2010 & 2011
Ø 2010 EPS of $1.65 included offsetting items of favorable weather of $0.08 and charges related to legacy nonutility
 investments of $(0.08)
Ø 2011 EPS of $1.73 included offsetting items of gain on the sale of Vectren Source of $0.15, net of tax; charges related to
 legacy nonutility investments of $(0.11); & prefunding of Vectren’s Foundation for ~3 years of $(0.05)
5
 
 

 
6
Vectren Valuation Considerations
Ø Applying earnings-based multiples to the projected ProLiance loss does not accurately capture the long
 -term value of Vectren
Ø 2012 EPS Guidance Midpoint without ProLiance: $2.00 per share
  Utility results make up ~83% of 2012 guidance without ProLiance vs. ~75% of 2011 results
  Nonutility contribution less reliant on commodity-sensitive businesses
  Growth of Infrastructure Services; sale of retail gas marketer (Vectren Source)
Ø 2012 PE multiples: ~15 times for combination company peers, ~17 times for gas company peers
Ø Attractive total shareholder return targeted at 8-10% annually
  Includes attractive dividend with current yield of ~4.7%
Ø Utilities operate in constructive regulatory environments
Ø Well diversified nonutility portfolio linked to core utility offers upside earnings opportunities
 
 

 
7
Looking Ahead - Strategies for 2012 and Beyond
Utility
Ø Execute strategies to consistently achieve annual utility earnings growth target of 3%
  Earn allowed returns in gas and electric utilities
  Implement electric utility lost margin recovery mechanisms
  Earn current returns on infrastructure investments as provided for in 2011 IN & OH legislation
  Aggressively manage costs through performance management & strategic sourcing
  Disciplined allocation of capital to operate at cash flow neutral
  Reinvest earnings to support necessary rate base growth
  Reduce incremental external financing requirements
Nonutility
Ø Continued growth and profitability of existing portfolio of nonutility businesses
  Continue to invest in Infrastructure and Energy Services businesses to drive long-term earnings
 growth
  As demand dictates, open Oaktown 2 coal mine in 3rd quarter 2012 and ramp up to near full
 production in 2013 (~2 million tons)
  Continue the focus on improving ProLiance’s profitability prospects through further reductions in
 fixed cost structure and customer growth
 
 

 
8
Utility Guidance & Outlook
Ø Utility Outlook
  2012 earnings expected to increase compared to 2011 earnings
  Full year of new electric base rates implemented in May 2011 will increase 2012 earnings
  Interest expense savings in 2012 due to refinancing opportunities captured in 2011
  Expect consolidated utility group to earn at or near authorized returns in 2012
 
 

 
9
Constructive Utility Regulation & Legislation
(1) Settlement approved 9/1/2011, which provides for the ability to stabilize margins from the company's large commercial & industrial
customers associated with implementation of energy efficiency programs. The order also provides that margin reductions from residential
and commercial customers due to efficiency programs may be deferred for future recovery.
Ø State legislation recently enacted in both Indiana and Ohio supporting additional investments
 in infrastructure modernization programs that may be required as new federal safety or
 environmental standards are enacted
  Indiana Senate Bill 251, effective May 2011, allows for cost recovery outside a base rate
 proceeding for federally mandated projects (applies to both gas and electric, capital and O&M)
  Ohio House Bill 95, effective Sept. 2011, allows natural gas companies to recover costs related
 to capital expenditure programs
 
 

 
10
Utility CapEx and Cash Flow
Ø Targeting free cash flow neutral in 2012-2014, similar to 2011
  Depreciation & amortization expense of $190 to $205 million per year expected through 2014
Ø No need for incremental external debt or equity financings expected in near term
Ø Gas Utilities’ Rate Base: ~$1.2 billion*
  ~$0.9 billion Indiana
  ~$0.3 billion Ohio
  ~10.2% Total Gas Allowed ROE
* From last rate cases
Ø Electric Utility Rate Base: ~$1.3 billion*
  All Indiana; excludes FERC Transmission
  10.4% Allowed ROE
Ø FERC Electric Transmission Rate Base: ~$0.1 billion
  12.38% Allowed ROE
 
 

 
11
Nonutility Guidance
(1) Vectren has certain legacy nonutility businesses that have invested in leveraged leases, real estate, & other
 investments. As of January 31, 2012, the total of these remaining legacy investments, net of deferred taxes, has
 been reduced to ~$20 million.
 
 

 
12
Nonutility Outlook
Infrastructure Services - Miller Pipeline & Minnesota Limited
Ø Significant 2012 projected earnings contribution of ~$12.5 million
  Continuing strong demand for repair & replacement due to safety concerns with
 aging natural gas & oil pipelines
  1st quarter 2012 results expected to include typical seasonal loss due to weather
 impacts for Minnesota Limited (acquired 3/31/2011)
Ø Additional future opportunities driven by development of oil and natural gas in shale
 formations
Ø Business results driven by sustainable, long-term customer relationships built on high
 quality construction & customer service
Ø Infrastructure remains a focused growth area for Vectren; may include additional strategic
 acquisitions
 
 

 
13
Nonutility Outlook
Energy Services - Energy Systems Group (ESG)
Ø  2012 projected earnings contribution of ~$6 million
  Performance contracting backlog has remained strong at $82 million at 12/31/11
  Benefits from renewable energy projects’ tax credits & energy efficiency projects’ tax
 deductions
Ø Energy Services remains a long-term strategic growth area for Vectren
  Ramp up of performance contracting personnel that began in 2011 continues
 through 2014
  Returns from new hires expected 18-24 months after hire
  Progress in renewable energy markets continue - 1st of 3 anaerobic digesters online
 in Feb. 2012
 
 

 
14
Nonutility Outlook
Coal Mining - Vectren Fuels
Ø 2012 projected earnings contribution of ~$11 million
  Expecting an increase in coal production and sales to ~6 million tons in 2012 (from just
 over 5 million tons in ‘11)
  Approx. 75% of 2012 expected production sold
  Includes expected sales to Vectren’s electric utility (SIGECO) of ~1.8 million tons
  Assumes 3rd quarter opening of Oaktown 2 mine (opening date dependent upon sales)
  Expecting 2012 margin of ~$5 per ton (w/o freight) compared to ~$7 per ton in 2011
  Forecasting cost (excluding freight) of $42 per ton compared to $44 per ton in 2011
  Full production expected at Oaktown 1 - conditional MSHA approval for deep cuts
 on all units
  Increased productivity at Oaktown 1 and Prosperity expected as mining plan
 reaches new phase
Ø For 2013 and beyond, expect production of ~7.5 million tons (full production for all 3 mines -
 dependent upon sales)
  Approx. 40% of 2013 expected production sold, including expected sales to SIGECO of ~2.1
 -2.5 million tons
 
 

 
15
Nonutility Outlook
Energy Marketing - ProLiance
Ø  2012 results projected to reflect a net loss of ~$12.5 million; expecting improved results
 over 2011 based upon:
  ~$55 million of firm transportation & storage demand costs at the ProLiance level
 (~$73 million in 2011)
  Continued focus on G&A cost control and margin growth through adding commercial
 and industrial customers
  Hedge in place locking in ~75% of seasonal spread opportunity for the year at
 improved spreads
Ø ProLiance is continuing to pursue the renegotiation of additional pipeline and storage
 contracts
  Contracts representing $18 million of annualized fixed demand costs expire by 2015
 
 

 
16
Vectren: Strength, Stability, Utility
Utility
~80-85%
Nonutility
~15-20%
Utility: Vectren’s Core Earnings
Electric
~55%
Gas
~45%
Strength
Stability
Ø Earnings & industry reputation both
 anchored by solid utility franchises
Ø ‘A’ Rated by Moody’s & S&P
Ø Strong utility & nonutility competencies
 in infrastructure development are a
 vital key to earnings growth
Ø Constructive regulatory environments
Ø Improving earnings stability through
 mix of nonutility businesses
Ø Disciplined spending for consistent
 earnings growth and to support an
 attractive dividend
1.1 million customers,
Indiana and Ohio
Ø A management team that values the importance of financially strong, stable utility
operations in delivering competitive shareholder returns
 
 

 
17
Appendix
 
 

 
18
Consolidated 2011 Results
Appendix
 
 

 
19
Review of 2011 Highlights
Ø Utility Group
  Indiana Commission approved electric base rate case with $28.6 million annualized rate increase,
 implemented May 3rd
  Received approval to continue Indiana natural gas energy efficiency programs and decoupling
 mechanisms and expand efficiency programs for electric customers with opportunity for lost margin
 recovery
  Legislation passed in Indiana (SB251) & Ohio (HB95) supportive of infrastructure modernization
 programs
Ø Nonutility Group
  Acquired Minnesota Limited on 3/31/11, expanding and strengthening Infrastructure Services
 segment
  Immediately became a strong contributor to 2011 results, well above initial expectations
  Sold Vectren Source on 12/31/11 with proceeds of ~$84 million; gain of ~$12.4 million, net of tax
  Demonstrates Vectren’s strategic focus on reducing the reliance on earnings derived from commodity sensitive
 businesses
  Source’s earnings contribution of ~$3 million per year to be partially offset by:
  Prefunding Vectren’s charitable Foundation for ~3 years, which reduces expenses by ~$2 million per year
  Interest savings from financing of Source working capital and other assets
  Ramped up production at new Oaktown 1 mine, producing 2.7 million tons (~3 million tons at full
 capacity)
  Continued development of Oaktown 2 mine; opening targeted for 3rd quarter (demand dependent)
Appendix
 
 

 
20
Review of 2011 Highlights - cont’d
Ø Other Highlights
  Raised annual dividends paid for 52nd consecutive year (current yield ~4.7%)
  Successfully priced two utility related long-term debt offerings totaling $250 million with weighted
 average interest rates of about 5.00%
  2012 utility interest expense expected to be ~$8 million lower than 2011
Appendix
 
 

 
21
Vectren Energy Delivery of Indiana - North
Vectren Energy Delivery of Indiana - South
Vectren Energy Delivery of Ohio
Vectren’s Utility Group - Service Territories
OH
IN
Appendix
 
 

 
22
Generation Portfolio - Profile
Ø 5 Coal-fired base units - 1,000 MW
  100% scrubbed for SO2
  90% controlled for NOx
  Substantial removal of mercury and
 particulate matter
Ø 6 Gas-fired peak-use turbines - 295 MW
Ø Purchased capacity - 100 MW thru 2012
Ø Renewable energy ~ 5%
  Landfill gas generation facility - 3MW
  Wind energy - up to 80 MW via ~20-
 year purchased power contracts
Utility Investments - Recent History & Near Future
Investments Made
Ø Over $410 million invested during last
 decade in emissions control equipment
 Ÿ Was tracked via Indiana Senate Bill 29
 (return on/of CWIP investment)
Ø Well positioned to comply with new EPA
 rules without significant additional
 investment, & with no plant retirements
Ø Strongly meeting reserve requirements -
 no new generation expected in near term
Ø Completion expected in 2012 on high
 voltage transmission line; recovered timely
 at 12.38% FERC-approved equity return
Ø Gas modernization legislation and/or
 regulation will drive ramp-up in
 infrastructure spending at Vectren’s
 gas utilities for several years
Ø Vectren’s gas utilities’ bare steel & cast
 iron replacement program began in 2008
 Ÿ  ~$800 million program, ~20 years
Looking Ahead
Appendix
 
 

 
Infrastructure Services - Miller Pipeline & Minnesota Limited
Miller Pipeline
ØProvides underground pipeline construction and
repair services for natural gas, water and
wastewater companies
ØOver 55 years in construction business
ØHeadquartered in Indianapolis, IN
ØMajor customers are regional utilities, such as
Vectren, NiSource, Duke, LG&E, Alagasco and
Citizens
Minnesota Limited
ØProvides underground pipeline construction
and repair services for natural gas and
petroleum transmission companies
ØOver 45 years in construction business
ØHeadquartered in Big Lake, MN
ØMajor customers include Northern Natural,
Consumers Energy, Enbridge Energy and
Minnesota Pipe Line
23
Appendix
Strategy: Drive business growth through sustainable, long-term customer relationships built
 upon high quality construction and customer service, and strategic acquisitions
  2011 net revenues of ~$370
 million
  Approximately ~2,650
 employees at peak in 2011
  Operates in ~25 states, primarily
 in the Upper Midwest, Midwest,
 Mid-Atlantic and Southern
 regions
Installation of gas service under a road using
horizontal directional drilling
Lowering of a section of 16-inch pipeline on a
35-mile project in Minnesota
 
 

 
24
Nonutility Metrics - Infrastructure Services
Appendix
Metrics include results from Minnesota Limited following 3/31/2011 (acquisition date)
 
 

 
25
Energy Services - Energy Systems Group (ESG)
Performance Contracting
ØDesigns and constructs facility improvements that
pay for themselves from energy savings and
operational improvements
  Assist customers with arranging financing (ESG does
 not provide financing)
ØMajor customers include hospitals, universities,
governments and schools (HUGS)
ØTargeting projects that qualify for the Energy
Efficient Commercial Building federal income tax
deductions (Rev. Code 179D) -available thru 2013
Renewable Energy Services
ØDesigns, constructs, and often operates
renewable energy projects
  Near-term opportunities include:
  Landfill gas projects
  Anaerobic digester projects
  Tax credits available for certain
 renewable energy projects
  2011 revenues of ~$160 million
  Backlog of $82 million at 12/31/11
  Approximately 250 employees at
 12/31/11
  Licensed to do business in 36
 states, primarily in the Midwest,
 Mid-Atlantic and Southern regions
Strategy: Continue to grow performance contracting and renewable energy business
 segments through additional sales force and expanding geographic footprint
Appendix
Construction of anaerobic digester at
Wisconsin dairy farm
Campus sustainability and energy conservation
project at the University of Baltimore, MD
 
 

 
26
Nonutility Metrics - Energy Services
Appendix
 
 

 
27
Coal Mining - Vectren Fuels
  2011 revenues of ~$285 million
  2011 sales of 5.2 million tons
  ~75% of 2012 production sold
  Approx. 675 contract mining jobs
 as of 12/31/11
  Approx. 800 contract mining jobs
 with completion of Oaktown #2
  13 power plants within 50 mile
 radius
Strategy: Mine and sell Indiana (Illinois Basin) coal to Vectren’s electric utility and other
 third parties. Long-term demand expected to increase as economy improves,
 inventory levels fall, scrubbers are installed and Appalachian production declines
Continuous Miner at Prosperity Mine
Box Cuts at Oaktown Mines 1 & 2
Appendix
Prosperity Mine
Ø30 million tons of reserves as of 12/31/11
Ø4.0 lbs SO2 - 11,300 BTU
ØMax annual production of ~2.5 million tons
Oaktown Mines 1 & 2
Ø102 million tons of reserves as of 12/31/11
ØLess than 6.0 lbs SO2 - 11,200 BTU
ØMax annual production
  Oaktown #1: ~3 million tons
  Oaktown #2: ~2 million tons
  Opening of Oaktown #2 targeted for third quarter 2012,
 depending upon demand
ØAs of 12/31/11, approximately $10 million of additional
 capital is required to complete Oaktown #2
 
 

 
28
Nonutility Metrics - Coal Mining
Appendix
 
 

 
29
Energy Marketing - ProLiance
Profit Improvement Initiatives
Ø~$55 million of firm transportation & storage
demand costs at the ProLiance level in 2012 (~$73
million in 2011); ~33 Bcf of storage at 12/31/12
ØContracts representing another ~$18 million of
annualized fixed demand costs expire by 2015
ØContinued focus on G&A cost control and margin
growth via adding commercial & industrial customers
Balance Sheet Recap
Ø As of 12/31/11, ProLiance had members’
 equity of over $160 million (~$135 million
 after AOCI), no long-term debt
 outstanding, and $86 million of seasonal
 short-term borrowings outstanding
  2011 revenues of ~$1.4 billion
  Approximately 100 employees
 at 12/31/11
  At 12/31/11, 47 Bcf of natural
 gas storage
  Operates throughout the
 Midwest & Southeast
Strategy: Execute profit improvement initiatives currently underway, including efforts to
 lower pipeline and storage demand costs through ongoing renegotiations
Appendix
Gas marketing operations where ProLiance
buys, sells and optimizes gas supplies
  Retail services to ~1,800
 commercial and industrial
 customers
  Wholesale services to utilities,
 municipals, power generators
  Balanced book approach - VaR
 capped at $2.5 million
Investment: Wholesale gas marketer owned Vectren (61%; equity acctg.) & Citizens Energy Group (39%)
 
 

 
30
Nonutility Metrics - Energy Marketing
Appendix
 
 

 
Use of Non-GAAP Performance Measures and Per Share Measures
 Per share earnings contributions of the Utility Group, Nonutility Group, and Corporate and Other
 are presented herein and are non-GAAP measures.  Such per share amounts are based on the
 earnings contribution of each group included in Vectren’s consolidated results divided by
 Vectren’s basic average shares outstanding during the period.  The earnings per share of the
 groups do not represent a direct legal interest in the assets and liabilities allocated to the
 groups, but rather represent a direct equity interest in Vectren Corporation's assets and
 liabilities as a whole.  These non-GAAP measures are used by management to evaluate the
 performance of individual businesses.  In addition, other items giving rise to period over period
 variances, such as weather, are presented on an after tax and per share basis.  These amounts
 are calculated at a statutory tax rate divided by Vectren’s basic average shares outstanding
 during the period.  Accordingly, management believes these measures are useful to investors in
 understanding each business’ contribution to consolidated earnings per share and in analyzing
 consolidated period to period changes and the potential for earnings per share contributions in
 future periods. Reconciliations of the non-GAAP measures to their most closely related GAAP
 measure of consolidated earnings per share are included throughout the presentation
 presented.  The non-GAAP financial measures disclosed by the Company should not be
 considered a substitute for, or superior to, financial measures calculated in accordance with
 GAAP, and the financial results calculated in accordance with GAAP.
31
Appendix