Inergy's CEO Hosts Investor Conference Call (Transcript)

Inergy L.P. (NRGY)

Investor Conference Call

April 26, 2012 2:00 PM ET


Brooks Sherman – VP and CFO

John Sherman – President and CEO


Brian Zarahn – Barclays

Stephen Maresca – Morgan Stanley

Ronald Londe – Wells Fargo

Jamie Spicer – Wells Fargo

Gabe Moreen – Merrill Lynch

Gary Stromberg – Barclays Capital

Ethan Bellamy – Robert Baird

Noah Lerner – Hartz Capital

Chris Guelph – Shenkman Capital

Byron Wim – Sykes Investment

Mona Yee – Schroder Investment

Andrew Gundlach – First Eagle Investment



Ladies and gentlemen, thank you for standing by and welcome to the Investor Conference Call. (Operator Instructions) Thank you.

I will now turn the conference over to Mr. Brooks Sherman. Please go ahead, sir.

Brooks Sherman

Thank you, Crystal. Good afternoon, everyone, and welcome to our call today. With me on the line is John Sherman, our President and CEO. The format of our call today is that we’ll talk first about the propane transaction that we’ve announced this morning and during that, as well as during our distribution discussion, we’ll be referencing slides that were posted today within the Investor Relations section of our website. And once we talk about the propane transaction, we’ll spend a few minutes on the NRGY distribution that we declared for the quarter ended March 31, 2012.

So, before I turn this over to John, let me just read our forward-looking information. In our discussion today, we may communicate certain forward-looking information. Various risk factors including weather conditions and regulatory proceedings may cause actual results to differ materially from any projections in these forward-looking statements. We provide a detailed discussion of these risk factors and others in our SEC filings and we encourage you to review these filings.

With that John, I will turn it to you.

John Sherman

Thank you, Brooks, and thank you, everyone, for your attendance on the call today. From my perspective, today’s announcement is another step in a strategic progress that began when we announced we were going to IPO our Northeast natural gas business. That IPO completed in December structurally began the process of separating our two primary businesses.

Our objective as stated at the time was to ultimately create two focused MLPs with their own pools of capital and unique M&A opportunities.

In the process, we started the de-leveraging of NRGY and expect it to unlock the embedded value of our high-growth fee-based midstream business. The transaction we announced today accelerates that process.

We have been proponents of propane industry consolidation for some time. This transaction accomplishes participation in that for us. The combining of operations with Suburban Propane creates scale, geographic diversity and the efficiencies needed to be competitive in the propane industry.

Our investors will retain an investment in that business acquired by Suburban and participate in those synergies and Inergy will focus on growing our midstream business.

I want to take the next few minutes to talk about the propane transaction, what it means for us going forward, and then we will also discuss some detail around the distribution that we announced this morning at NRGY.

I’m going to start referring you to the slides here just for a minute. I’m looking at slide five which says Retail Propane Transaction Overview at the top. Just to kind of describe the transaction as announced. We’re selling our retail propane operations to Suburban Propane for $1.8 billion. The acquisition is financed through a $1.2 billion bond exchange and a combination of Inergy and our investors will receive $600 million worth of SPH units. As I mentioned, our unit holders will have an opportunity to participate in propane industry consolidation via that investment.

The deal is expected to close in the fourth fiscal quarter of 2012. We do have to go through Hart-Scott-Rodino and it’s also contingent on the bond exchange.

Kind of flipping forward to slide six, that’s just a – kind of structurally what we look like in showing the – this transaction. You can see the – we expect that for – in exchange for our $1.2 billion in senior notes, our note holders will receive $1 billion in new Suburban notes and $200 million in cash. Suburban is acquiring the entity Inergy Propane, LLC. Prior to the transaction, we will move our West Coast business and our Inergy Services business, which is our wholesale marketing and NGL supply and logistics business, out of Inergy Propane, LLC before the transfer.

Flipping to the next page, just gives you a quick kind of schematic of what we look like after the transaction. As you can see the – we retain the investment – or our unit holders retain an investment in Suburban. We have significantly reduced our debt. And then the remaining operating businesses, so, at the end of the day, NRGY will own 75% of the limited partnership interest in NRGM, the general partner in the incentive distribution rights in NRGM, and will retain the operating businesses of U.S. Salt, Tres Palacios, our West Coast operation, and Inergy Services, which again is our wholesale NGL supply marketing and logistics business.

Flipping to page eight, I think I’ve made most of these points, but giving effect to this transaction, NRGY becomes a pure play midstream MLP. Again, I think I’ve talked about the – what we own and what we’ll retain. This significantly strengthens the balance sheet of NRGY. We expect this to make us more competitive from a cost of capital standpoint and we do believe that this will have a positive impact on the growth of our midstream business.

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