2. Non-GAAP Financial Measures
SemGroup’s non-GAAP measures, Adjusted EBITDA and Total Segment Profit, are not GAAP measures and are not intended to be used in lieu of GAAP
presentation of net income (loss) and operating income, respectively, which are the most closely associated GAAP measures.
Adjusted EBITDA represents earnings before interest, taxes, depreciation and amortization, adjusted for selected items that SemGroup believes impact the
comparability of financial results between reporting periods. In addition to non-cash items, we have selected items for adjustment to EBITDA which management
feels decrease the comparability of our results among periods. These items are identified as those which are generally outside of the results of day to day
operations of the business. These items are not considered non-recurring, infrequent or unusual, but do erode comparability among periods in which they occur
with periods in which they do not occur or occur to a greater or lesser degree. Historically, we have selected items such as gains on the sale of NGL Energy
Partners LP common units, costs related to our predecessor’s bankruptcy, significant business development related costs, significant legal settlements,
severance and other similar costs. Management believes these types of items can make comparability of the results of day to day operations among periods
difficult and have chosen to remove these items from our Adjusted EBITDA. We expect to adjust for similar types of items in the future. Although we present
selected items that we consider in evaluating our performance, you should be aware that the items presented do not represent all items that affect comparability
between the periods presented. Variations in our operating results are also caused by changes in volumes, prices, mechanical interruptions and numerous other
factors. We do not adjust for these types of variances.
Total Segment Profit represents revenue, less cost of products sold (exclusive of depreciation and amortization) and operating expenses, plus equity earnings
and is adjusted to remove unrealized gains and losses on commodity derivatives and to reflect equity earnings on an EBITDA basis. Reflecting equity earnings
on an EBITDA basis is achieved by adjusting equity earnings to exclude our percentage of interest, taxes, depreciation and amortization from equity earnings for
operated equity method investees. For our investment in NGL Energy, we exclude equity earnings and include cash distributions received. Segment profit is the
measure by which management assess the performance of our reportable segments.
These measures may be used periodically by management when discussing our financial results with investors and analysts and are presented as management
believes they provide additional information and metrics relative to the performance of our businesses. These non-GAAP financial measures have important
limitations as analytical tools because they exclude some, but not all, items that affect the most directly comparable GAAP financial measures. You should not
consider non-GAAP measures in isolation or as substitutes for analysis of our results as reported under GAAP. Management compensates for the limitations of
our non-GAAP measures as analytical tools by reviewing the comparable GAAP measures, understanding the differences between the non-GAAP measure and
the most comparable GAAP measure and incorporating this knowledge into its decision-making processes. We believe that investors benefit from having access
to the same financial measures that our management uses in evaluating our operating results. Because all companies do not use identical calculations, our
presentations of non-GAAP measures may be different from similarly titled measures of other companies, thereby diminishing their utility.
SemGroup does not provide guidance for net income, the GAAP financial measure most directly comparable to the non-GAAP financial measure Adjusted
EBITDA, because Net Income includes items such as unrealized gains or losses on derivative activities or similar items which, because of their nature, cannot
be accurately forecasted. We do not expect that such amounts would be significant to Adjusted EBITDA as they are largely non-cash items.
2
3. Certain matters contained in this Presentation include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended. We make these forward-looking statements in reliance on the safe harbor protections
provided under the Private Securities Litigation Reform Act of 1995.
All statements, other than statements of historical fact, included in this presentation including the prospects of our industry, our anticipated financial performance,
our anticipated annual dividend growth rate, management's plans and objectives for future operations, planned capital expenditures, business prospects, outcome
of regulatory proceedings, market conditions and other matters, may constitute forward-looking statements. Although we believe that the expectations reflected in
these forward-looking statements are reasonable, we cannot assure you that these expectations will prove to be correct. These forward-looking statements are
subject to certain known and unknown risks and uncertainties, as well as assumptions that could cause actual results to differ materially from those reflected in
these forward-looking statements. Factors that might cause actual results to differ include, but are not limited to, our ability to generate sufficient cash flow from
operations to enable us to pay our debt obligations and our current and expected dividends or to fund our other liquidity needs; any sustained reduction in demand
for, or supply of, the petroleum products we gather, transport, process, market and store; the effect of our debt level on our future financial and operating flexibility,
including our ability to obtain additional capital on terms that are favorable to us; our ability to access the debt and equity markets, which will depend on general
market conditions and the credit ratings for our debt obligations and equity; the failure to realize the anticipated benefits of our acquisition of 100 percent of the
equity interests in Buffalo Parent Gulf Coast Terminals LLC, the parent company of Buffalo Gulf Coast Terminals LLC and HFOTCO LLC, doing business as
Houston Fuel Oil Terminal Company (“HFOTCO”); the loss of, or a material nonpayment or nonperformance by, any of our key customers; the amount of cash
distributions, capital requirements and performance of our investments and joint ventures; the consequences of any divestitures of non-strategic operating assets or
divestitures of interests in some of our operating assets through partnerships and/or join ventures; the amount of collateral required to be posted from time to time in
our commodity purchase, sale or derivative transactions; the impact of operational and developmental hazards and unforeseen interruptions; our ability to obtain
new sources of supply of petroleum products; competition from other midstream energy companies; our ability to comply with the covenants contained in our credit
agreements, continuing covenant agreement, and the indentures governing our notes, including requirements under our credit agreements and continuing covenant
agreement to maintain certain financial ratios; our ability to renew or replace expiring storage, transportation and related contracts; the overall forward markets for
crude oil, natural gas and natural gas liquids; the possibility that the construction or acquisition of new assets may not result in the corresponding anticipated
revenue increases; any future impairment of goodwill resulting from the loss of customers or business; changes in currency exchange rates; weather and other
natural phenomena, including climate conditions; a cyber attack involving our information systems and related infrastructure, or that of our business associates; the
risks and uncertainties of doing business outside of the U.S., including political and economic instability and changes in local governmental laws, regulations and
policies; costs of, or changes in, laws and regulations and our failure to comply with new or existing laws or regulations, particularly with regard to taxes, safety and
protection of the environment; the possibility that our hedging activities may result in losses or may have a negative impact on our financial results; general
economic, market and business conditions; as well as other risk factors discussed from time to time in our each of our documents and reports filed with the SEC.
Readers are cautioned not to place undue reliance on any forward-looking statements contained in this press release, which reflect management’s opinions only as
of the date hereof. Except as required by law, we undertake no obligation to revise or publicly release the results of any revision to any forward-looking statements.
We use our Investor Relations website and social media outlets as channels of distribution of material company information. Such information is routinely posted
and accessible on our Investor Relations website at ir.semgroupcorp.com. We are present on Twitter and LinkedIn: SemGroup Twitter and LinkedIn
Forward-Looking Information
3
4. 4
SemGroup Executive Management
Executive Management has, on average, over 25 years of experience
in the energy midstream and terminal industry
Carlin Conner
Chief Executive Officer
• Joined SemGroup in April 2014 and has over 25 years of experience in the terminal industry
• Previously served as managing director of Oiltanking GmbH, an independent global storage provider based in Germany
• Helped build Oiltanking’s Houston Ship Channel Position and led the MLP, h was eventually sold to Enterprise Products
Partners
Robert Fitzgerald
Chief Financial Officer
Timothy Sullivan
Vice President –
Corporate Planning &
Strategic Initiatives
• Joined SemGroup in November 2009 and has 30 years of experience in the Energy Industry
• Previously served as Chief Financial Officer of Windsor Energy Group, a private independent oil and gas company
• 20 years of experience with BP Amoco and Amoco Corporation, working in various financial and operations position in Houston,
Tulsa, Denver and Chicago
• Joined SemGroup in April 2010 and has over 35 years of experience in the Energy Industry
• Previously served as Chief Operating Officer of SemGas LP and Director of Global Gas and Power Origination at Williams
Power Company
• 19 years of experience at Koch Industries, working in various capacities in its natural gas division
HFOTCO Management
Shaun Revere
Chief Executive Officer
• Joined HFOTCO in October 2012 with 25 years of experience in the terminal industry
• Extensive knowledge of petroleum trading business as President of Mabanaft Inc.
• Direct experience in bulk liquid terminal industry through previous experiences with GATX and Oiltanking GmbH
Blake Trahan
Vice President –
Marketing & Sales
• Joined HFOTCO in November 2012 with 29 years of commercial and business development experience in petroleum logistics
• Previously commercial and BD roles at L&R Chartering, Oiltanking and Chevron/Unocal
• Commercial leadership has resulted in hundreds of millions of dollars invested in tanks, marine docks and infrastructure to
service a variety of customers including major oil companies.
Highly Experienced Executive Management
Mickey Franco
Director, Terminal
Services
• Joined HFOTCO in December 1991 and has over 26 years of experience in various departments within the terminal.
• Extensive knowledge of the terminal with about 5 years experience in Operations, 6 years in Maintenance, 10 years in
IT/SCADA and 5 years experience in Scheduling/Customer Service.
• Strong understanding of terminal business processes.
6. Key Areas of Operation and Growth
Unmatched H2S gas processing
platform in liquids-rich Western
Canadian Sedimentary Basin.
CANADA
Crude, NGL and gas processing
assets in the DJ and Anadarko Basins.
MID-CONTINENT
Strategic position on Houston
Ship Channel with product
storage, refinery connectivity
and deepwater marine access.
GULF COAST
Unmatched H2S gas processing
platform in liquids-rich Western
Canadian Sedimentary Basin.
CANADA
Strategic position on Houston Ship Channel
with product storage, refinery connectivity
and deepwater marine access.
GULF COAST
Crude, NGL and gas processing assets
in the DJ and Anadarko Basins.
MID-CONTINENT
6
8. Dividend growth rate of 5% with ample coverage
Stable and growing cash flows with ~60% take-or-pay
Significant long-term upside in Canada and U.S. Gulf Coast
Simplified Portfolio
Driving Shareholder Value
Clear Path to Long-Term Growth
8
11. ▶ Crude oils are blends of hydrocarbon molecules
• Classified and valued dependent on density, sulfur content and acidity
▶ Density commonly measured in API gravity (relative density of crude to water)
• API gravity greater than 10 is lighter, floats on water
• API gravity less than 10 is heavier, sinks in water
▶ Sulfur content determines if crude is sweet or sour
• Sweet = Sulfur content less than 0.7%
• Sour = Sulfur content greater than 0.7%
▶ Acidity is measure by Total Acid Number (TAN)
• High acid crudes are those with TAN greater than 0.7
• Acid crudes are corrosive to refinery equipment
• Require greater investment to process significant volumes or higher TAN levels
Crude Oil Characteristics
Different crude types combined with varying refinery designs drive need for exports
11
12. Basic Refining Concepts
Source: EIA & SemGroup Research12
{ LPG
{ Gasoline
{ Diesel Fuel
{ Jet Fuel
{ LPG
{ Gasoline
{ Motor Gasoline
{ Jet Fuel
{ Diesel Fuel
{ Industrial Fuel
{ Asphalt Base
End Products
Gasoline
Vapors
Naphtha
Kerosene
Diesel
Distillate
Medium Weight
Gas Oil
Heavy Gas
Oil
Reformer
Cracking
Units
CokerResidual
Oil
Alkylation Unit
Distillation
Tower
14. Gasoline
47%
Diesel
25%
Jet Fuel
9%
Heavy Fuel Oil
3%
Other
16%
Gasoline
Diesel
Jet Fuel
Heavy Fuel Oil
Other
Demand
(MBPD)
10,066
5,315
1,868
651
3,365
Total : 21,265
U.S. Product Demand
Source: EIA - 201714
15. Gulf Coast Refinery Production Volume
Source: EIA - 201715
Other Produced
563 MBPD
Heavy Fuel Oil
Produced
280 MBPD
Distillate
Produced
1,757 MBPD
Gasoline
Produced
376 MBPD
Hydrocarbon
Gas Liquid
Produced
214 MBPD
Crude Runs
4,370 MBPD
10,000 5,000 0 5,000
Volume (MBPD)
Texas Gulf Coast Refiners
Other Produced
1,132 MBPD
Heavy Fuel Oil
Produced
518 MBPD
Distillate
Produced
3,692 MBPD
Gasoline
Produced
851 MBPD
Hydrocarbon
Gas Liquid
Produced
416 MBPD
Crude Runs
8,871 MBPD
10,000 5,000 0 5,000
Volume (MBPD)
PADD III Refiners
18. ▶ Ship & Barge Docks
• 5 ship docks capable of handling vessels with
45 foot draft(1)
• 7 barge docks capable of accommodating 23
barges simultaneously
Unique Position on the Houston Ship Channel
1) Fifth ship dock is currently under construction, expected completion mid-2018
2) HFOTCO owns two pipelines
▶ Land
• 330 acres of waterfront land on the Houston Ship Channel
• 12 acres of undeveloped land at Moore Road Junction,
hub for multiple pipelines
▶ Pipelines, Truck & Rail
• Three crude oil pipelines to four refineries(2)
• 72 rail car bays
• 14 truck bays
▶ Storage tanks
• 144 tanks ranging in size from 10 to 400 thousand barrels
• 16.8 million barrels of storage capacity
• Additional 1.45 million barrels currently under construction
(expected in-service date of July 2018)
18
19. ▶ Location
• Strategically located on Houston Ship Channel
• Proximity to 2.5 million barrels per day of refining
capacity
• Deep draft docks to handle largest vessels that can
traverse Houston Ship Channel
▶ Connectivity
• Pipeline connections to local area refineries
• Crude oil receipts and delivery
▶ Liquidity
• Critical for heated product customers
• Access to blend components
• Access to volumes to fill cargos
▶ Flexibility
• Tanks have ability to switch between products stored
• Multiple modes to source blend components
• Ability to blend on vessels adds efficiency
HOFTCO Value Proposition
19
20. ▶ HFOTCO is a critical partner to the Gulf Coast refining complex
• HFOTCO has 18.3 million barrels of storage(1)
Crude = 6.9 million barrels(1)
Heated = 10.9 million barrels
Other = 0.4 million barrels
• At 2.5 million barrels per day the Houston/Texas City refining complex represents 13% of total
U.S. refinery capacity
▶ Provides crude feedstock support by receiving domestic and imported crude oil
and delivering to the refineries
• Inbound crude via pipelines, barges and vessels
• Outbound crude via pipelines and vessels
▶ Connects refineries to product markets, particularly for heavy gas oil and
residual fuel oil products
• Residual fuel oil used as fuel for power plants, feedstock for refineries and bunker fuel for ships
• Other heavy oil products include vacuum gas oil, asphalt and carbon black
• These products are stored at higher temperatures (>120°F) and require specialty assets
▶ Supports refiners, producers and other crude aggregators for crude oil exports
HFOTCO’s Role in the Refinery Process
1) As of July 2018 with completion of 1.45 million barrel expansion
20
21. HFOTCO Product Handling Capabilities
Residual
Fuel Oil
Crude Oil
Motor Fuels
Jet Fuels
21
Carbon
Black
Vacuum
Gas Oil
Asphalt
Intermediate Refinery
Feed
Gasoline
Diesel
Tires
Plastics
Paint Colorant
Ink
Roads
Power Generation
Refinery Feed
Bunker Fuel
23. Strong Connectivity to the Houston Refinery
Complex
23
East Houston
Junction
Longhorn Pipeline
Bridgetex Pipeline
Speed Junction
Genoa Junction
EPD South Texas Crude Pipeline
EPD Eagle Ford Pipeline
Pasadena Junction
Seaway Pipeline
Moore Road Junction
Keystone Pipeline
Ho-Ho Pipeline
HFOTCO Existing Pipeline
HFOTCO Planned Pipeline
▶ Connects directly or indirectly to crude pipelines serving the Eagle Ford,
Permian, Bakken, Midcontinent and Canada
24. Vessel Pipeline Barge Rail Car Truck
2013 90.8 66.2 67.7 5.5 0.9
2017 101.7 94.4 83.5 4.9 2.4
0
20
40
60
80
100
120
Volume(MMBBLs)
HFOTCO Throughput (MMBBLs)
2013 vs 2017
▶ Total Barrels Handled(1)
• 2013 – 274.6 million barrels
• 2017 – 323.6 million barrels
Equivalent to filling the Superdome 14.5 times or 20,613 Olympic swimming pools
Significant Throughput Growth
1) Total Barrels Handled Include: Tank to Tank Transfers and Bunker Barges
2017
2013
0 100 200 300 400
Total
Volume (MMBBLs)
Total HFOTCO Throughput (MMBBLs)
2013 vs 2017
24
25. Major Oil
48%
Major
Trader
16%
Niche
Trader
13%
Major
Refiner
17%
National Oil
Company 6%
▶ Approximately 88% of HFOTCO’s revenue is generated by take-or-pay contracts
▶ The remaining 12% based on predictable streams related to ancillary services that derive
from basic storage functions (heating, throughput fees, etc.)
Solid Customer Base
LTM March 31, 2018
• Top 10 customers comprise
~68% of rental revenues
• No customer accounts for
more than 10% of rental
revenues
• 75% of the contracted capacity
is with diversified investment
grade counterparties
• Non-Rated / Non-Investment
Grade customers include
several large global private
companies
• Loyal customer base with
weighted-avg. tenure of ~18 years
• 52% of customers have been with
HFOTCO for over 18 years
> 18 Years
52%< 9 Years
37%
9-18
Years
11%
Non-Rated
24%
BBB 41%
A 32%
AA 3%
Diversified Investment GradeLong-Term
25
26. ▶ 88% of revenues generated by take or pay contracts
▶ Additional revenues generated from ancillary services
• Tank Heating
• Pipeline Fees
• Excess Throughput
• Truck and Rail Car Handling Fees
• Vessel Handling Fees
▶ Zero direct commodity price exposure
▶ Contracts take various forms
• Monthly Tank Fee
• Throughput Based
HFOTCO Contract Overview
26
28. ▶ Global bunker fuel sulfur reduction to 0.5% from 3.5%
▶ Will drive decreased fuel oil demand and increased diesel demand
• Spread between low and high sulfur products will widen
• Increased diesel demand
Higher refinery runs
Greater volume of all products
▶ How ship owners will adapt
• Switch to low sulfur fuels
Diesel / Middle distillates
LNG
• Utilize blended fuel
• Install scrubbers
• Non-Compliance
International Maritime Organization 2020
28
29. ▶ Heavy Fuel Oil still produced
• Lower values will arb volumes to other uses or destruction
• Refiners unbalanced so molecules will still need logistic assets to store and
transport
▶ Higher crude runs create potential for more terminal throughput
▶ Blend-Capable assets required for low sulfur fuel blends
• VGO one of the possible blend components
▶ HFOTCO has been successful in diversifying heated portfolio
• Becoming a VGO hub
• Fuel Oil and related components reduced by more than 30% since 2013
Impacts to HFOTCO
29
31. ▶ Growth focused on water front facilities
• Recently closed ~ 19 acres of adjacent land
• Moore Road pipeline
Connectivity to Cushing Market Link, Zydeco and others
Negotiating connection agreements
Right of way secured
• Additional 1.25 million barrels of tanks permitted
• Long-Term lease of water front property for Ship Dock #6
• Additional land available for expansion to accommodate import / export of all hydrocarbons
• Conversion of tanks can be relatively inexpensive
HFOTCO in the Future
31
34. 34
Non-GAAP Adjusted EBITDA Calculation
(in thousands, unaudited) 2018 2017
Reconciliation of net income to Adjusted EBITDA: Q1 Q1 Q2 Q3 Q4 FY2017
Net income (loss) $ (33,035) $ (10,277) $ 9,611 $ (19,103) $ 2,619 $ (17,150)
Add: Interest expense 42,461 13,867 13,477 32,711 42,954 103,009
Add: Income tax expense (benefit) 23,083 95 3,625 (37,249) 31,141 (2,388)
Add: Depreciation and amortization expense 50,536 24,599 25,602 50,135 58,085 158,421
EBITDA 83,045 28,284 52,315 26,494 134,799 241,892
Selected Non-Cash Items and
Other Items Impacting Comparability 10,326 32,383 13,095 64,239 (23,306) 86,411
Adjusted EBITDA $ 93,371 $ 60,667 $ 65,410 $ 90,733 $ 111,493 $ 328,303
Selected Non-Cash Items and
Other Items Impacting Comparability
Loss (gain) on disposal or impairment, net $ (3,566) $ 2,410 $ (234) $ 41,625 $ (30,468) $ 13,333
Foreign currency transaction loss (gain) 3,294 — (1,011) (747) (2,951) (4,709)
Adjustments to reflect equity earnings on an EBITDA basis 4,883 6,709 6,692 6,678 6,811 26,890
M&A transaction related costs 1,156 — 5,453 14,886 1,649 21,988
Pension plan curtailment loss (gain) — — — (3,097) 89 (3,008)
Employee severance and relocation expense 137 558 312 104 720 1,694
Unrealized loss (gain) on derivative activities 2,226 27 (928) 1,833 (892) 40
Non-cash equity compensation 2,196 2,757 2,803 2,957 1,736 10,253
Loss on early extinguishment of debt — 19,922 8 — — 19,930
Selected Non-Cash items and
Other Items Impacting Comparability $ 10,326 $ 32,383 $ 13,095 $ 64,239 $ (23,306) $ 86,411
35. 35
Non-GAAP Adjusted EBITDA Calculation
(in thousands, unaudited) FY2016 FY2015 FY2014
Reconciliation of net income to Adjusted EBITDA:
Net income $ 13,262 $ 42,812 $ 52,057
Add: Interest expense 62,650 69,675 49,044
Add: Income tax expense 11,268 33,530 46,513
Add: Depreciation and amortization expense 98,804 100,882 98,397
EBITDA 185,984 246,899 246,011
Selected Non-Cash Items and
Other Items Impacting Comparability 96,811 58,383 41,430
Adjusted EBITDA $ 282,795 $ 305,282 $ 287,441
Selected Non-Cash Items and
Other Items Impacting Comparability
Loss on disposal or impairment, net $ 16,048 $ 11,472 $ 32,592
Loss from discontinued operations, net of income taxes 1 4 1
Foreign currency transaction loss (gain) 4,759 (1,067) (86)
Adjustments to reflect equity earnings on an EBITDA basis 28,757 32,965 11,033
Remove loss (gain) on sale or impairment of NGL units 30,644 (14,517) (34,211)
M&A transaction related costs 3,269 10,000 —
Inventory valuation adjustments including equity method investees — 3,187 7,781
Employee severance and relocation expense 2,128 90 220
Unrealized loss (gain) on derivative activities 989 2,014 (1,734)
Change in fair value of warrants — — 13,423
Bankruptcy related expenses — 224 1,310
Charitable contributions — — 3,379
Legal settlement expense — 3,394 —
Recovery of receivables written off at emergence — — (664)
Non-cash equity compensation 10,216 10,617 8,386
Selected Non-Cash items and
Other Items Impacting Comparability $ 96,811 $ 58,383 $ 41,430