Attached files
| file | filename |
|---|---|
| 8-K - FORM 8-K - CST BRANDS, INC. | d517686d8k.htm |
 Exhibit 99.1
CST Brands, Inc.
CST Brands, Inc.
Investor Presentation
April 2013 |
 1
Safe Harbor Statement
Statements contained in this presentation that state the Company’s or
management’s expectations or predictions of the future are
forward–looking statements intended to be covered by the safe harbor
provisions of the Securities Act of 1933 and the Securities Exchange Act of
1934. The words “believe,” “expect,”
“should,”
“intends,”
“estimates,”
and other similar expressions identify
forward–looking statements. It is important to note that
actual results could
differ materially from those projected in such forward–looking statements.
For more information concerning factors that could cause actual
results
to
differ
from
those
expressed
or
forecasted,
see
Valero’s annual reports on
Form 10-K and quarterly reports on Form 10-Q, filed with the Securities and
Exchange Commission, and available on Valero’s website at
www.valero.com and CST Brand’s registration statement on Form 10 as
amended and filed with the Securities and Exchange Commission, and
available on the CST Brand’s website at www.cstbrands.com
|
 Management
Presenters Kim Bowers
President & CEO
Clay Killinger
SVP & CFO
2 |
 Overview
–
We are one of the largest independent retailers of transportation fuels and
convenience merchandise in North America
–
Nearly 1,900 sites in two geographic segments: Retail-U.S. and Retail-Canada
–
2012 revenues of $13.1 billion
–
Pro forma 2012 EBITDA
(1)
of $379 million
–
$455 million of capital expenditures over the past 4 years
•
Almost 60% of which relates to store remodels and sustaining activities
Retail –
U.S.
–
1,032 company-operated (COOP) fuel and convenience store sites
–
Sites located in the Southwest and Central U.S.
–
Targeting 15 New-to-Industry (“NTI”) sites in 2013
Retail –
Canada
–
848 retail sites
•
261 COOP fuel and convenience store sites
•
507 dealer/agent-operated sites (participate in fuel sales only)
•
80 unattended truck fuel sites (“Cardlock”
sites)
–
Sites located in the provinces of Eastern Canada, including Ontario
and Quebec
–
Targeting 8 NTI sites in 2013
Summary of Our Business
(1)
See Appendix for a full EBITDA definition and reconciliation.
Note:
Store count data as of December 31, 2012.
3 |
 159
83
63
37
2
625
29
30
4
Large Scale and Geographic Diversity
Site data as of December 31, 2012.
CST Service Centers
San Antonio and Montreal
122
542
184
U.S.
Canada
Total
COOP
Dealer-Agent
& Cardlock
Owned
833
81%
187
72%
132
22%
1,152
Leased
199
19%
74
28%
455
78%
728
Total
1,032
100%
261
100%
587
100%
1,880
COOP
4 |
 Our Family of
Brands Licensed Brands
Proprietary Brands
5 |
 CST is a leading
C-store operator in attractive and growing markets in the
Southwestern U.S.
–
1,032 company-operated retail sites with
average store size of 2,200 sq ft
–
Averaged 5,083 gallons of fuel sold per
site per day in 2012
–
Averaged $17,841 in fuel sales per site per
day in 2012
–
Averaged $3,341 in merchandise sales per
site per day in 2012
Convenience-type merchandise include
tobacco products, beer, snacks,
beverages and fresh foods
–
Recent focus on food service and private
label programs drives improvement in
merchandise margins
•
Recent NTIs have a larger format, more
conducive to food service and other services
•
NTI’s 2012 average store size was 5,360 sq ft
6
Retail U.S. Segment Overview
Fuel Volume and Pro Forma Margin
Total COOP Inside Sales Breakdown
4,983
5,086
5,059
5,083
$0.109
$0.126
$0.131
$0.147
2009
2010
2011
2012
Note:
Margins are net of credit card fees, include LIFO and are adjusted for new
commercial agreements.
Margin ($ per gallon)
Note:
Margin includes retail distribution center.
Cigarettes
Food Service
Beverages
Alcohol
Other
36%
8%
23%
15%
18%
38%
8%
23%
14%
17%
36%
9%
23%
15%
17%
9%
32%
25%
16%
18%
$1,171m
$1,205m
$1,223m
$1,239m
Total:
2009
2012
2010
2011
(Gallons per site per day) |
 Company operated
and dealer –
Consists of 768 sites selling fuel under the
Ultramar brand
•
261 company operated sites (fuel and merchandise)
•
507 retail sites that are dealer/agent operated
(fuel only)
•
Averaged 3,046 gallons of fuel sold per site per
day in 2012
•
Averaged $13,008 in fuel sales per site per day
in 2012
•
Averaged $2,743 in merchandise sales per site
per day in 2012
Cardlock
–
Consists of 80 Card-activated, self-service,
unattended stations that allow commercial,
trucking and governmental fleets to buy
transportation fuel 24 hours a day
•
Averaged 6,220 gallons of fuel sold per site per
day in 2012
•
Averaged $25,301 in fuel sales per site per day
in 2012
Heating Oil
–
One of the largest retail heating oil distributors in Eastern Canada
7
Retail Canada Segment Overview
Total COOP Inside Sales Breakdown
Fuel Volume and Pro Forma Margin
2009
2012
2010
2011
Total:
$240m
$261m
$257m
48%
10%
20%
11%
10%
50%
9%
19%
11%
11%
50%
9%
19%
11%
11%
9%
50%
19%
11%
11%
$201m
3,086
3,223
3,320
3,340
$0.195
$0.224
$0.259
$0.233
2009
2010
2011
2012
Note:
Margins are net of credit card fees, include LIFO and are adjusted for new
commercial agreements, includes Cardlock motor fuel sales.
Margin ($ per gallon)
(Gallons per site per day)
Cigarettes
Food Service
Beverages
Alcohol
Other |
 Proven
Historical Financial Results and Conservative Capital Structure
Available liquidity of
$550 million
expected at spin-off
Investment Highlights
Significant Real Estate Ownership
Experienced and Deep
Management Team
Well Positioned for Growth
Stable Margins Through All Cycles
Exposure to Growing Markets
Robust and Growing Industry
6
5
1
2
3
4
81% of U.S. sites are owned and 72%
of Canadian COOP sites are owned
Impressive industry performance even
during recessions
Strong urban footprint in the U.S. and
Canadian markets with a
concentration in growing markets
Fuel margins are relatively stable on an
annual basis despite short-term volatility
Growth in food service and private label programs along
with efficient merchandise logistics drive margin growth. NTI
program drives growth in market share. Potential for
wholesale business and bolt-on acquisitions
The company is well positioned to be a leader in the sector
Customer.Service.Team.
7
Management team has an average of
27 years of relevant experience
8 |
 The convenience
store industry has demonstrated consistent growth through multiple economic cycles
Growth of non-fuel revenue is a key driver of increased profit
–
Merchandise and food sales
–
ATM access, car wash facilities and other services
Volatility in fuel prices does not necessarily translate into gross margin volatility
–
Fuel margins tend to have less volatility than fuel prices
–
Relatively stable fuel volumes despite volatile retail fuel prices
–
Fuel margins in Canada are stronger than U.S. due to market structure and regulation
Industry NTI stores are trending toward larger formats that produce higher EBITDA than
existing stores
Robust and Growing Industry
U.S. convenience store industry total sales
U.S. convenience store average fuel volume and fuel price
9 |
 CST has
concentration in markets with strong population growth
–
Significant presence and deep knowledge of
markets in the Southwest
61% of CST’s U.S. stores are in Texas, which
has a robust economy and ideal
demographics for convenience stores
–
#1 in 2011 job growth
–
Unemployment rate
1% below national average
–
Benefitting from increased oil and gas industry
activity
Exposure to Growing Markets
U.S. Market
Canadian Market
Population Growth 2011–2021
(2)
Population Growth 2011–2021
(1)
86.1% of CST’s U.S. stores
(1)
Data from IHS Global Insight
(2)
Data from Ontario Population Projections Update, 2011–2036; Ontario Ministry
of Finance, Spring 2012 Institut de la statistique du Québec,
Perspectives démographiques du Québec et des régions,
2006-2056. 18.0%
17.0%
11.0%
Ottawa
Toronto (GTA)
Montreal (GMA)
CST maintains a leading position in the heavily
populated eastern provinces of Canada
–
78% of sites are located in Quebec and Ontario
–
Many of the provinces have market and regulatory
conditions that provide healthy margin support
–
Permit restrictions in these provinces provide barriers
to new-market entrants for convenience stores
A majority of company operated retail sites are
located in growing metropolitan areas
–
Urban markets are characterized by relatively low
volatility in fuel margins and high barriers to entry
Poised to leverage Ultramar’s “leading brand”
status as we expand in other growth markets
10
17.3%
16.7%
15.5%
9.1%
7.9%
7.8%
Texas
Arizona
Colorado
New Mexico
Wyoming
U.S. average
15.4%
6.1%
60.6%
0.4%
3.6% |
 U.S. Reported
Annual Fuel Margins U.S. Monthly Fuel Margins
Canada Monthly Fuel Margins
Canada Reported Annual Fuel Margins
Stable Margins Through All Cycles
Note:
Not adjusted for new commercial agreements with VLO and are presented for price
trend comparisons. 11
Monthly margins are
volatile and correlated
to crude oil prices |
 Well Positioned
for Growth Merchandise Growth Drivers in Place
Growing Food Service
Business
Significant growth opportunity
Grow immediate consummables /
snackable business
Growth through proprietary food
programs (breakfast and lunch
programs)
Growth through branded food programs
such as Subway and Country Style
Strong Core Categories
Continue to drive sales around core
categories
Leverage CST’s high customer counts to
build core category sales
Leverage CST’s network volumes to
achieve lower cost of goods
Private Label Program
Development
Provides gross profit growth
Delivers value to and increase loyalty
from consumers
Private label volume provides leverage
over national brands
Efficient Supply Chain
Strong relationship with distributors
Strong central merchandising group
that leverages technology to enhance
productivity and optimize costs
Increases store inventory turns
Significant benefits achieved through
our Texas distribution center
12 |
 Well Positioned
for Growth NTI (New-To-Industry) Program
13
Overview
–
CAPEX program selects markets and
properties to invest in based on various
factors including competition, growth
potential, store concentration, traffic counts
and customer access, among others
–
CAPEX program is balanced between
redevelopment of existing owned properties
and NTIs
Retail –
U.S.
–
Anticipate completing 15 NTIs in 2013
(Completed 11 NTIs in 2012)
–
Have traditionally identified sites well
positioned within CST’s footprint
–
Focus for 2013 projects is key markets in
Texas
Retail –
Canada
–
Anticipate completing 8 NTIs in 2013
(Completed 5 NTIs in 2012)
–
Target markets are the Greater Toronto,
Ottawa and Montreal areas
Note:
3-Year NTI Average is for the period of 2009-2011.
|
 Transformation
from a “fuel-centric” business to a retail business focused on
creating shareholder value
Participate in the convenience store consolidation
–
Continue to see consolidation in the industry
–
We will continue to explore and evaluate acquisition opportunities, but with an independent
retailer view
–
Our scale gives us the ability to integrate quickly
Wholesale Development
–
Opportunity as an independent company to have a dealer network
–
Utilize our expertise in Canada’s wholesale business to expand network
Well Positioned for Growth
New Opportunities as Independent Company
14 |
 New fuel
pricing tools and analysis allow for more dynamic pricing –
Centralized pricing center in Canada provides the latest
competitive information to each retail store to optimize price
–
In US, making investments to utilize historic pricing information,
centralized approach, and LED store signage to respond quickly
to changing market dynamics
Internal store redesign highlights high margin offerings
and increased merchandise sales
–
Food service focus generates incremental revenue with above
average gross margins
–
Private label merchandise offerings increase gross margins and
provide consumers added value
Well Positioned for Growth
Focus on Fuel & Merchandise Margin
U.S. –
U.S. –
Legacy
Legacy
U.S. –
U.S. –
New
New
Canada –
Canada –
Legacy
Legacy
Canada –
Canada –
New
New
15 |
 81%
72%
79%
52%
CST-US
CST-CAN
CST
Consolidated
Other Public
Retail Pure-plays
(1)
Leases typically include rent increases at
the rate of inflation or higher
–
Fixed costs increase every year as rent
increases
–
Leases eventually expire leaving the tenant
subject to renegotiation risk
Ownership mitigates impact of lease risks
–
No “rent creep”
–
Potential for long-term increase in value
–
No risk of losing best locations to lease
expirations
–
Provides flexibility of use
Significant Real Estate Ownership
A True Differentiator
% of COOP with CST Real Estate Ownership
Source:
Company data and public filings.
(1)
Includes Casey’s, Couche-Tard, Pantry and Susser
16 |
 Kim Bowers,
President and Chief Executive Officer –
Kim
has
over
15
years
of
service
with
Valero,
having
served
as
its
Executive
Vice
President
and
General
Counsel
since
2007
until
her
promotion
to
her
current
position
in
January
2013.
Prior
to
joining
Valero
in
1997,
Kim
specialized
in
mergers
&
acquisitions
with
a
Fort
Worth,
Texas
based
law
firm.
Kim
holds
a
B.A.
in
Spanish
and
in
International
Studies
from
Miami
University
(Ohio),
an
M.A.
in
International
Relations
from
Baylor
University,
and
her
J.D.
from
the
University
of
Texas
School
of
Law.
Kim
is
a
2009
graduate
of
the
Stanford
Executive
Program.
Clay Killinger, Senior Vice President and Chief Financial Officer
–
Clay
has
over
11
years
of
service
with
Valero,
having
served
as
its
Senior
Vice
President
and
Controller
since
2007
until
his
promotion
to
his
current
position
in
January
2013.
Prior
to
that,
Clay
served
as
Vice
President
and
Controller
of
Valero
since
2003.
Prior
to
joining
Valero
in
2001,
Clay
was
a
partner
at
Arthur
Andersen
LLP,
with
service
there
from
1983
through
December
2001.
Clay
is
a
Certified
Public
Accountant,
with
his
B.B.A
in
Accounting
from
the
University
of
Texas
at
San
Antonio,
where
he
graduated
Summa
Cum
Laude.
Tony Bartys, Senior Vice President and Chief Operating Officer
–
Tony
has
over
27
years
of
experience
in
the
retail
and
fuel
marketing
businesses,
with
21
of
those
years
at
Valero
and
certain
of
its
predecessor
companies,
having
served
as
the
Vice
President
of
Retail
Operations
and
Marketing
for
Valero,
overseeing
all
U.S.
Retail
operations,
from
2001
until
his
promotion
to
his
current
position
in
January
2013.
Tony
has
a
B.A.
in
Accounting
from
the
University
of
West
Florida-Pensacola.
Prior
to
attending
University,
Tony
served
in
the
U.S.
Navy
as
a
submarine
Torpedoman
2nd
class
for
five
years.
Steve Motz, Senior Vice President and Chief Development Officer
–
Steve
has
30
years
of
service
with
Valero
and
certain
of
its
predecessor
companies,
having
served
as
the
Vice
President
of
Retail
Asset
Development
and
Administration
from
2003
until
his
promotion
to
his
current
position
in
January
2013.
Steve
has
had
several
areas
of
responsibilities
over
his
tenure
with
Valero,
including
15
years
as
part
of
the
Canadian
Retail
organization,
where
he
directed
the
launch
of
the
Canadian
company
operated
retail
business
and
led
the
efforts
to
rebrand
and
reposition
the
Ultramar
brand.
Steve
received
his
B.B.A.
from
Wilfrid
Laurier
University
(Waterloo,
Ontario).
Hal Adams, Senior Vice President of Marketing
–
Hal
has
over
25
years
with
Valero
retail
and
its
predecessor
companies,
having
served
as
the
Vice
President
of
Retail
Merchandising
from
January
2001
until
his
promotion
to
his
current
position
in
January
2013.
Hal
began
his
tenure
with
the
Company
as
a
store
associate
in
a
Stop
N
Go
store
in
Ventura,
California.
He
has
been
a
Store
Manager,
District
Representative,
Regional
Merchandiser
and
has
held
several
leadership
positions
in
the
store
merchandising
area
of
the
network
operation.
Hal
received
a
B.A.
in
Business
Economics
from
the
University
of
California,
Santa
Barbara
and
he
earned
his
M.B.A.
from
The
University
of
Texas
at
San
Antonio.
17
Experienced and Deep Management Team
Senior Executive Leadership |
 Name
Title
Years of relevant
experience
Kim Bowers
President & Chief Executive Officer
22 years
Clay Killinger
SVP & Chief Financial Officer
30 years
Tony Bartys
SVP & Chief Operating Officer
27 years
Steve Motz
SVP & Chief Development Officer
30 years
Hal Adams
SVP of Marketing
27 years
Cindy Hill
SVP & General Counsel & Corporate Secretary
26 years
Henry Martinez
SVP of Human Resources
20 years
Christian Houle
SVP –
Canada
37 years
Stephane Trudel
VP –
Canada
22 years
James Maxey
VP & Chief Information Officer
26 years
Paul Clark
VP of Construction and Maintenance
25 years
Jeremy Bergeron
VP & Treasurer
20 years
Tammy Floyd
VP & Controller
19 years
Kevin Sheehan
VP of Internal Audit and Risk Management
32 years
Jeff Truman
VP, Regional Retail Operations
28 years
Pete Linton
VP, Regional Retail Operations
36 years
18
Experienced and Deep Management Team
Corporate Executive Leadership Team |
 Financial
Overview Financial Overview |
 Pro Forma Cash
Flow Return on Net Assets Historical Operating Revenue
Pro Forma Free Cash Flow
Historical Capital Expenditures
Source:
Company filings.
Note:
Please see Appendix for a reconciliation of non-GAAP metrics.
(1)
Peers include Casey’s, Pantry, Susser and Couche-Tard.
Proven Historical Financial Results
Consolidated
20 |
 Merchandise
Revenue & Gross Margin Percentage Number of Site Locations
Motor Fuel Average CPG Margin & Pump Price
Source:
Company filings.
Note:
Please see Appendix for a reconciliation of non-GAAP metrics.
(1)
U.S. peers include Casey’s, Pantry, and Susser.
(2)
Margins are net of credit card fees, include LIFO and are adjusted for new
commercial agreements Pro Forma Cash Flow Return on Net Assets
Proven Historical Financial Results
U.S.
21 |
 $201
$240
$261
$257
29.4%
30.0%
29.5%
29.2%
25.0%
27.0%
29.0%
31.0%
33.0%
35.0%
$0
$50
$100
$150
$200
$250
$300
2009
2010
2011
2012
Revenue
Gross margin percentage
Merchandise Revenue & Gross Margin Percentage
Number of Site Locations
Motor Fuel Average CPG Margin & Pump Price
($ in millions)
907
895
873
848
500
600
700
800
900
2009
2010
2011
2012
Pro Forma Cash Flow Return on Net Assets
Source:
Company filings.
Note:
Please see Appendix for a reconciliation of non-GAAP metrics.
(1)
Canadian peers include Couche-Tard.
(2)
Margins are net of credit card fees, include LIFO and are adjusted for new
commercial agreements Proven Historical Financial Results
Canada
22
$3.16
$3.84
$4.90
$4.95
$0.195
$0.224
$0.259
$0.233
–
$0.200
$0.400
$0.600
–
$1.00
$2.00
$3.00
$4.00
$5.00
$6.00
2009
2010
2011
2012
Motor Fuel Avg. Retail Pump Price
Motor Fuel Avg. CPG Margin
(2) |
 At spin, CST
expects to issue $1.05 billion of debt with net
cash proceeds distributed to
Valero
Expected strong pro forma
liquidity of
$550 million
(1)
,
including approximately $200
million of cash generated from
“Net 10”
payment terms
2012 pro forma lease-adjusted
leverage
of
3.1x
debt-to-EBITDAR
(2)
2012 pro forma leverage of 2.8x
debt-to-EBITDA
(2)
CST
Valero
$500MM
5-Year
Term Loan
L + 1.75%
Bank facilities
Debt capital
markets
$300MM
Revolving
Credit
Facility
$550MM
10-Year
High Yield Bonds
Estimated at 5.50%
$500MM
$550MM
(1)
Includes ~$50 million in existing cash net of transaction expenses, $300 million of
revolver availability and $200 million in cash generated by net 10 day payment term from new supply agreements.
(2)
Please see Appendix for a reconciliation of EBITDA and EBITDAR.
Post spin capital structure
$1,050MM
23
Conservative Capital Structure
Key Highlights of Spin |
 Total pro forma liquidity of
$550 million including
$300 million of revolver
availability
24
Conservative Capital Structure
Pro Forma Capitalization
($ in millions)
Sources
Uses
High yield notes
$550
Payment to VLO
$1,050
Term loan
500
Cash to balance sheet
184
New credit terms with VLO
(1)
200
Fees and expenses
16
Total sources
$1,250
Total uses
$1,250
($ in millions)
As of December 31, 2012
CST Brands
Actual
Transaction
Adj.
CST Brands
Pro Forma
Cash
and
equivalents
(2)
$61
$184
$245
Long-term debt:
New $300 million revolving credit facility
New term loan
$500
$500
New high yield notes
550
550
Total long-term debt
$1,050
$1,050
Total book equity
1,247
(777)
470
Total book capitalization
$1,247
$1,520
Credit statistics:
2012
Pro
forma
EBITDA
(3)
$379
Debt
/
2012
EBITDA
(3)
2.8x
Debt / Total book capitalization
69.1%
Net debt / Total book capitalization
53.0%
Lease adjusted credit statistics:
2012
Pro
forma
EBITDAR
(3)
$404
Adj. debt
(4)
/ 2012 EBITDAR
(3)
3.1x
Adj. debt
(4)
/ Total adj. book capitalization
(4)
72.7%
Adj. net debt
(4)
/ Total adj. book capitalization
(4)
58.4%
Source:
Company filings.
(1)
Cash from net 10 day payment term from new supply agreements.
(2)
Includes transaction adjustments related to the spin-off and cash to balance
sheet. (3)
Please see Appendix for a reconciliation of EBITDA and EBITDAR.
(4)
Debt
and
book
capitalization
have
been
adjusted
(increased)
by
8
times
2012
minimum
lease
rentals
of
$25
million,
or
$200
million. |
 Liquidity
Management
Strong liquidity through committed credit facilities, with
$550 million
of liquidity expected
Access to capital markets
Projects are relatively quick to complete and discrete nature makes
growth CAPEX easy to adjust
Capital
Structure
Less than 3.5x Lease-adjusted Debt-to-EBITDAR
(1)
Long-term debt maturity profile: 5-year term loan and 10-year bonds
High proportion of owned real estate
Strong returns on
invested capital
Strong NTI performance
Cash flow return on net assets consistently above peers
(1)
Please see Appendix for a reconciliation of EBITDAR. Debt has been increased by 8 times 2012
minimum lease rentals of $25 million, or $200 million. 25
Conservative Capital Structure
Financial Strategy / Expectations |
 Investment
Highlights Proven Historical Financial Results
and Conservative Capital Structure
Available liquidity of
$550 million
expected at spin-off
Significant Real Estate Ownership
Experienced and Deep
Management Team
Well Positioned for Growth
Stable Margins Through All Cycles
Exposure to Growing Markets
Robust and Growing Industry
6
5
1
2
3
4
81% of U.S. sites are owned and 72%
of Canadian COOP sites are owned
Impressive industry performance even
during recessions
Strong urban footprint in the U.S. and
Canadian markets with a
concentration in growing markets
Fuel margins are relatively stable on an
annual basis despite short-term volatility
Growth in food service and private label programs along
with efficient merchandise logistics drive margin growth. NTI
program drives growth in market share. Potential for
wholesale business and bolt-on acquisitions
The company is well positioned to be a leader in the sector
Customer.Service.Team.
7
Management team has an average of
27 years of relevant experience
26 |
 Appendix
Appendix |
 28
(1)
Represents minimum rent expense and excludes contingent rent.
Reconciliation of Net Income to
EBITDA and EBITDAR
U.S.
Canada
Consol.
U.S.
Canada
Consol.
U.S.
Canada
Consol.
U.S.
Canada
Consol.
Historical Net Income, as reported
$78
$68
$146
$100
$93
$193
$101
$113
$214
$127
$83
$210
Depreciation and
amortization expense
71
30
101
72
33
105
76
37
113
78
37
115
Asset Impairment Loss
8
5
13
2
3
5
2
1
3
-
-
-
Interest Expense, net
1
-
1
1
-
1
1
-
1
1
-
1
Income Tax expense
45
31
76
57
40
97
59
44
103
75
30
105
EBITDA, as reported
$203
$134
$337
$232
$169
$401
$239
$195
$434
$281
$150
$431
Rent
(1)
25
25
25
25
EBITDAR
$362
$426
$459
$456
EBITDA, as reported
$203
$134
$337
$232
$169
$401
$239
$195
$434
$281
$150
$431
Estimated Commercial Agreement Adj.
(26)
(25)
(51)
(20)
(24)
(44)
(18)
(21)
(39)
(21)
(11)
(32)
Estimated Administrative Expense Adj.
(19)
(1)
(20)
(19)
(1)
(20)
(19)
(1)
(20)
(19)
(1)
(20)
Pro Forma EBITDA
$158
$108
266
$193
$144
337
$202
$173
375
$241
$138
379
Rent
25
25
25
25
Pro Forma EBITDAR
$291
$362
$400
$404
2009
2010
2011
2012 |
 29
Cash Flow Return on Net Assets
(1)
Includes current maturities of Capital Lease obligations.
2009
2010
2011
2012
U.S. Retail:
Pro Forma EBITDA
$158
$193
$202
$241
Total assets
1,067
1,065
1,133
1,153
Less: Current Liabilities
(1)
(80)
(88)
(84)
(96)
Add: Current Maturities of Debt & Capital Leases
1
1
1
1
Net assets
$988
$978
$1,050
$1,058
Return on Net Assets -
U.S. Retail
16%
20%
19%
23%
Canadian Retail:
Pro Forma EBITDA
$108
$144
$173
$138
Total assets
513
556
558
556
Less: Current Liabilities
(97)
(127)
(128)
(132)
Add: Current Maturities of Debt & Capital Leases
–
–
–
–
Net assets
$416
$429
$430
$424
Return on Net Assets -
Canadian Retail
26%
34%
40%
33%
CST Brands Consolidated:
Pro Forma EBITDA
$266
$337
$375
$379
Total assets
1,580
1,621
1,691
1,709
Less: Current Liabilities
(1)
(177)
(215)
(212)
(228)
Add: Current Maturities of Debt & Capital Leases
1
1
1
1
Net assets
$1,404
$1,407
$1,480
$1,482
Return on Net Assets -
CST Brands
19%
24%
25%
26%
Year Ended December 31, |
 30
Reconciliation of Free Cash Flow
Year Ended December 31,
2009
2010
2011
2012
Cash Provided by Operating Activities
$262
$323
$308
$364
Consolidated Commercial Agreement Adjustments
(51)
(44)
(39)
(32)
Consolidated Administrative Expense Adjustments
(20)
(20)
(20)
(20)
Pro Forma Cash Provided by Operating Activities
$191
$259
$249
$312
Less Sustaining Capital Expenditures
(43)
(65)
(83)
(72)
Pro Forma Free Cash Flow
$148
$194
$166
$240 |