2. Investor Presentation - August 2017
Non-GAAP Financial Measures
SemGroup’s non-GAAP measure, Adjusted EBITDA, is not a GAAP measure and is not intended to be used in lieu of GAAP presentation of net income (loss),
which is the most closely associated GAAP measure. 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.
This measure may be used periodically by management when discussing our financial results with investors and analysts and is presented as management
believes it provides additional information and metrics relative to the performance of our businesses. This non-GAAP financial measure has important limitations
as an analytical tool because it excludes 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. Investor Presentation - August 2017
Forward-Looking Information
3
Certain matters contained in this Press Release 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 HFOTCO LLC, doing
business as Houston Fuel Oil Terminal Company (“HFOTCO”); our ability to pay the second payment related to our HFOTCO acquisition and the consequences of
our failing to do so; 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 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 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, follow us at the links below:
SemGroup Twitter and LinkedIn
4. Investor Presentation - August 2017
Delivering Long-Term Value
Transforming SemGroup from an upstream dependent company to a premier diversified
energy infrastructure company
Ñ Adding growth paths in exciting new areas:
• Gulf Coast
◦ Deep water access, pipeline connectivity and world class residual fuel oil terminal
◦ 24” crude pipeline connecting St. James to refineries that value crude optionality
• STACK Play
◦ Crude and gas pipelines, backed by investment-grade counterparties and driven by a
robust production environment continuing to develop in the STACK
• Duvernay/Montney
◦ Leveraging SemCAMS' unique and valued high-sulphur gas processing footprint and
pipeline transport capacity
4
5. Investor Presentation - August 2017
Over 70% of SemGroup's pro forma revenue is
derived from investment grade counterparties
Over 95% of gross margin is
fee based
(1) LTM December 31, 2016
(2) Counterparty ratings LTM December 31, 2016; excludes SemLogistics and SemMaterials Mexico
Take or Pay
Fixed Fee
POP/Marketing
2016 Annualized 4Q 2017
38%
55%
51%
41%
11%
Investment Grade
Non-Investment Grade
72%
28%
Company Strengths
5 1) Annualized 4Q 2017 run rate, includes HFOTCO and Maurepas
2) LTM 6/30/17, pro forma HFOTCO acquisition; excludes SemLogistics and SemMaterials Mexico
5
Counterparty Strength(2)
Stable Cash Flows
HFOTCO increases SEMG's portion of cash flows with fixed-fee, contracted
arrangements from credit-worthy counterparties
(1)
4%
6. Investor Presentation - August 2017
Ñ Crude Oil
• ~1,800 miles of crude oil pipelines
• 10 million barrels of crude oil storage capacity
• More than 230 crude oil trucks and trailers
• Maurepas Pipeline
• STACK Crude Omega Pipeline under construction(1)
Ñ HFOTCO
• 16.8 mmbbls storage terminal, premier deepwater access
• One of the largest providers of residual fuel oil storage
on the U.S.Gulf Coast
• Located in the leading refined products / oil storage
and export marketplace
Ñ Natural Gas
• 8 natural gas processing plants
• STACK SemGas Canton Pipeline under construction(1)
• New 200 mmcf/d Wapiti Gas Plant under construction(2)
• ~1,600 miles of natural gas gathering pipeline
• ~1.3 bcf/d of total processing capacity
Ñ Additional Assets
• 8.7 million barrels, multi-product storage in U.K.
• 14 asphalt terminals in Mexico
• ~12% ownership in GP of NGL Energy Partners
Crude and Gas Assets in Key Growth Areas
6
1) Expected completion late 4Q 2017
2) Expected completion 2Q 2019
3) Via Bayou Bridge and Ho-Ho, HFOTCO will be connected to St. James and ultimately will be connected to Maurepas
(3)
8. Investor Presentation - August 2017
DJ Basin
Ñ White Cliffs Pipeline - 51% ownership
• DJ Basin to Cushing, Oklahoma
• Two 527-mile, 12-inch pipelines
• 215,000 bpd current capacity
• Currently ships two crude types
▪ DJ Basin crude/condensate
▪ Kansas common
Ñ Wattenberg Oil Trunkline
• 75-mile, 12-inch pipeline and storage in DJ Basin
• Transports Noble Energy production to White Cliffs
• 360,000 barrels of storage capacity
• 4-bay truck unloading facility at Briggsdale
Ñ Platteville Truck Unloading Facility
• 30-lane truck unloading facility
• Origin of White Cliffs Pipeline
• 350,000 barrels of storage capacity
Crude Business Overview
8
U.S. Gulf Coast
Ñ Maurepas Pipeline
• 24-inch, 34 mile crude oil pipeline
connected to LOCAP at St. James
and terminating at Norco refinery
• 12-inch, 35 mile intermediates pipeline
between Convent and Norco refineries
• 6-inch, 35 mile intermediates pipeline
between Norco and Convent refineries
9. Investor Presentation - August 2017
All Uncommitted Volumes Shipped At Lowest Applicable Incentive Rate
White Cliffs Pipeline Contract & Rate Structure
9
1) Average remaining contract life as of 06/30/2017
2) Weighted average rate ($/bbl)
3) FERC Filing No. 4.5.0, effective June 1, 2017
4) Shipper receives credit for the committed volumes towards their uncommitted volume incentive rate
Committed Take or Pay Volumes
Origination
Volumes
(bpd)
Rate ($/bbl)
Wtd. Avg.
Remaining
Contract Life(1)
Platteville, CO 72,000 $5.20 ~ 2.6 years
Healy, KS 5,000 $2.09 ~ 4.1 years
77,000 $5.00(2)
~ 2.7 years
Shipper Example - 1 Month61,000 bpd shipped during the month, 10,000 of those barrels are committed volumes
Below is an example the shipper’s tariff structure
Total Volumes
(bpd)
Rate ($/bbl)
Committed
Volumes
10,000 $5.20
Uncommitted
Volumes
51,000 $3.00(4)
61,000 $3.36(2)
Uncommitted Volumes(3)
Volumes (bpd) Incentive Rate ($/bbl)
0 – 9,999 $4.90
10,000 – 19,999 $4.65
20,000 – 29,999 $4.40
30,000 – 39,999 $4.15
40,000 – 49,999 $3.90
50,000 – 59,999 $3.25
60,000 and up $3.00
10. Investor Presentation - August 2017
Crude Business Overview
10 1) Expected completion late 4Q 2017, see slide 26 for additional project information
Oklahoma/Kansas Assets
Field Services
Ñ Cushing Storage
• 7.6 million barrels of storage
• ~82% under long-term fixed fee contracts with first
expiration 2018
• 2017 average storage rate of $0.33 per month
• Connectivity to all major inbound/outbound pipelines
Ñ Kansas/Oklahoma System
• 460-mile gathering and transportation pipeline
system
• Connects to third-party pipelines, Kansas and
Oklahoma refineries and Cushing terminal
• More than 700,000 barrels of storage capacity
Ñ Crude Oil Trucking Fleet
• Fleet of ~230 crude oil transport trucks
• Servicing the Bakken, DJ/Niobrara, Eagle Ford,
Granite Wash & Mississippi Lime
Ñ Glass Mountain Pipeline – 50% ownership
• 215-mile pipeline
• 140,000 bpd current capacity
• Two laterals – Granite Wash and Mississippi Lime join and
terminate in Cushing
• 1.5 million barrels of storage capacity
• STACK Crude pipeline extension - under construction(1)
Ñ Isabel Pipeline
• 48 mile, 8-inch crude oil pipeline from Isabel Junction, KS
to Alva, OK
• Connects Kansas barrels to Glass Mountain Pipeline
13. Investor Presentation - August 2017
Unique Position on the Houston Ship Channel
1) Fifth ship dock is currently under construction, expected completion mid-2018
2) HFOTCO owns two pipelines
13
Ñ Land
• 300 acres of waterfront land on the Houston Ship Channel
• 12 acres of undeveloped land at Moore Road Junction, hub
for multiple pipelines
Ñ Storage tanks
• 144 tanks ranging in size from 10 to 400 mbbls
• 16.8 mmbbls of storage capacity
• Additional 1.45 mmbbls currently under construction
(expected completion mid-2018)
Ñ Ship & Barge Docks
• Five ship docks which can receive up to Suez-max vessels
with 45-foot draft(1)
• Seven barge docks (accommodating 23 barge
simultaneously)
Ñ Pipelines, Truck & Rail
• Three crude oil pipelines to four refineries(2)
• 72 rail spots
• 14 trucks spots
14. Investor Presentation - August 2017
…with Strong Connectivity to the Houston Refinery
Complex
14
Ñ Connects directly or indirectly to crude pipelines serving the Eagle Ford, Permian, Bakken, Midcontinent and Canada
15. Investor Presentation - August 2017
HFOTCO Customer Base
Diversified, Long-Term and Primarily Investment Grade
Customers
15
• Top 10 customers comprise ~61% of rental
revenues
• No customer accounts for more than 10% of rental
revenues
• Average customer tenure of ~15 years
• 48% of customers have been with HFOTCO for
over 18 years
• 75% of the contracted capacity is with diversified
investment grade counterparties
• Non-rated / non-IG customers include several
large global private companies
Key Customers
Ñ Approximately 88% of HFOTCO’s 2016 revenue is generated by take-or-pay storage contracts
Ñ The remaining 12% based on predictable streams related to ancillary services that derive from basic storage functions (heating, throughput
fees, etc.)
17. Investor Presentation - August 2017
SemGas Areas of Operation
Ñ Located in liquids rich oil plays
Ñ Four processing facilities - 595 mmcf/d of current capacity
• ~1,000 miles of gathering lines
Ñ STACK Canton Pipeline - under construction(1)
17
SemGas Natural Gas Business
N. Oklahoma Avg Processed Volume
Capacity Processing Volumes
600
500
400
300
200
100
0
(mmcf/d)
1Q 2Q 3Q 4Q 1Q 2Q
325.9 290.6 284.4 284.2 273.6 262.8
2016 2017
1) Expected completion late 4Q 2017, see slide 27 for additional project information
18. Investor Presentation - August 2017
Ñ 600 miles of transport and gathering lines
Ñ Strong incumbent position to serve industry’s
growing infrastructure needs
Ñ Wapitit Sour Gas Plant - under construction(3)
18
SemCAMS Areas of Operations
SemCAMS Natural Gas Business
Average Throughput Volume
K3 Plant KA Plant Capacity
600
500
400
300
200
100
0
(mmcf/d)
1Q 2Q 3Q 4Q 1Q 2Q
270.4
157.0
253.5 253.7 260.7
171.1
114.3
384.7
147.1
304.1 135.0
388.5
143.1
396.8
146.9
407.6
172.2
343.3
(1)
2016 2017
(2)
1) Lower volumes related to an unplanned shutdown at our K3 plant during June 2016
2) Scheduled plant turnaround at K3
3) Expected completion 2Q 2019, see slide 28 for additional project information
20. Investor Presentation - August 2017
Ñ SemCAMS - increased nearly $4 million due to take-or-pay true-ups, partially offset by lower capital
fee revenue related to K3 plant turnaround
Ñ SemGas - increased largely due to a $2.5 million one-time contractual true-up, partially offset by
lower volumes
Ñ Crude Supply & Logistics - results reflect continued pressure on marketing differentials
Ñ SemLogistics - down approximately $1 million primarily due to lower throughput revenue
Second Quarter 2017 Results
Segment Adjusted EBITDA 2Q 2017 1Q 2017
Crude - Transportation $ 25.2 $ 25.7
Crude - Facilities 8.9 9.0
Crude - Supply and Logistics (3.5) (3.5)
SemGas 17.0 16.1
SemCAMS 15.9 12.5
SemLogistics 3.1 3.9
SemMaterials Mexico 1.9 2.0
Corporate and Other (3.1) (5.0)
$ 65.4 $ 60.7
As Reported (in millions, excluding EPS, unaudited) 2Q 2017 1Q 2017
Net income (loss) attributable to SemGroup $ 9.6 $ (10.3)
Net income (loss) per share - diluted $ 0.15 $ (0.16)
EBITDA(1)
$ 52.3 $ 28.3
Selected Non-Cash Items and Other Items Impacting Comparability(1)
$ 13.1 $ 32.4
Adjusted EBITDA(1)
$ 65.4 $ 60.7
Dividend per Share $ 0.45 $ 0.45
20 1) Non-GAAP Financial Data Reconciliations are included in the Appendix to this presentation
21. Investor Presentation - August 2017
Leverage and Liquidity
(in millions, unaudited)
Standalone
6/30/2017 Adjustments
Pro Forma
6/30/2017
SemGroup (B2 / B+)(1)
Revolving Credit Facility - $1.0 Billion due 2021 $ 164 $ 301 $ 465
5.625% Senior unsecured notes due 2022 400 400
5.625% Senior unsecured notes due 2023 350 350
6.375% Senior unsecured notes due 2025 325 325
Total SEMG Debt $ 1,239 $ 1,540
HFOTCO (Ba3 / BB-)(1)
Revolving Credit Facility - $75 Million due 2019
Term Loan due 2021 $ 535
Hurricane Ike Bonds due 2050 225
Total HFOTCO Debt $ 760
Leverage Metrics
SEMG Covenant Net Leverage Ratio (max 5.5x)(3)
3.7x 3.8x
HFOTCO Covenant Net Leverage Ratio (max 7.5x)(4)
6.8x
Consolidated Net Leverage Ratio 3.7x 5.2x
Liquidity
SEMG Available Liquidity(5)
$ 850 $ 549
HFOTCO Available Liquidity 79
Consolidated Available Liquidity $ 850 $ 628
1) Corporate Family Rating
2) SemGroup completed the initial payment, which consisted of $301 million cash payment, funded from SEMG's revolving credit facility
3) Calculated per SEMG revolving credit agreement definitions, which includes material project adjustments ~$50 million and LTM
Pro Forma HFOTCO distributions received ~$70 million
4) Calculated per HFOTCO revolving credit agreement definitions
5) Available liquidity excludes SemMaterials Mexico cash and is reduced for outstanding letters of credit
21
(2)
22. Investor Presentation - August 2017
Crude
• Average Cushing storage rate: $0.33/barrel/month
• Maurepas Pipeline: completed
• Transportation volumes(3)
: flat year over year
• White Cliffs Pipeline volumes: 100-110k bpd
• Glass Mountain Pipeline volumes: 75-80k bpd
SemGas
• N. Oklahoma processing volumes: 260-280 mmcf/d
SemCAMS
• Processing volumes: 400-420 mmcf/d
• K3 plant turnaround - completed 2Q 2017
HFOTCO
• Acquisition effective July 17, 2017, includes ~$60
million of Adjusted EBITDA post-close
Cash Taxes
• Approximately $5 million, related to foreign subs
Adjusted EBITDA $330 million - $350 million
Updated 2017 Adjusted EBITDA Guidance
22
1) 2017 Adjusted EBITDA guidance narrowed, primarily due to the continued softness in the crude supply & logistics markets
and the timing of Maurepas cash flows
2) HFOTCO Adjusted EBITDA of $60 million reflects post-close contribution; $115 million full-year 2017
3) Transportation volumes excludes Maurepas Pipeline and JV assets (White Cliffs and Glass Mountain Pipeline)
$400
$300
$200
$100
(inmillions)
Initial 2017E (narrowed) HFOTCO 2017E Updated 2017E
$60
$330 - $350
$270 - $290
(2)(1)
23. Investor Presentation - August 2017
Key Committed Projects
Crude Projects
• Maurepas Pipeline ~ completed: $180 million
• Cushing 20" Pipeline ~ completion 4Q 2017: $35 million
• STACK Crude Omega Pipeline ~ completion late 4Q 2017: $30 million(1)
Natural Gas Projects
• Wapiti Sour Gas Plant ~ completion 2Q 2019: $80 million
• KA Plant projects: $25 million
• N. Oklahoma gathering projects: $20 million
• STACK SemGas Canton Pipeline ~ completion late 4Q 2017: $60 million
HFOTCO(2)
• Ship Dock #5: $35 million ~ completion mid-2018
• 1.45 mmbbls crude storage: $20 million ~ completion mid-2018
Updated 2017 Capital Expenditure Guidance
$575 million Capex Spend on Strategic Crude and Natural Gas Projects
23
1) Reflects SemGroup's 50% of capital contributions to the joint venture
2) Reflects SemGroup's 2017 spend post-close of acquisition
Maurepas Pipeline
Crude
HFOTCO
Natural Gas
Other Growth Projects
Maintenance
$180
31%
$65
11%
$75
13%
$185
32%
$10
2%
$60
10%11%
24. Investor Presentation - August 2017
Key Projects Update
Ñ Maurepas Pipeline ~ $500 million(1)
• Pipeline construction of all three pipelines is complete
• 24” crude pipeline is operational and cash flowing
• 6” and 12” product pipelines are complete and expected to begin contributing in September
Ñ STACK Crude Omega Pipeline ~ $30 million(2)
• Right of way and surveys complete
• Tank construction at Omega and Ruby stations are progressing on schedule
• Expected completion late 4Q 2017
Ñ STACK SemGas Canton Pipeline ~ $60 million(1)
• Recently executed long-term gathering and processing contract with dedicated acreage in
Blaine and Major counties
• Expected completion late 4Q 2017
Ñ Wapiti Gas Plant ~ $225-250 million(1)
• Site work continues to progress
• Expected completion 2Q 2019
Ñ HFOTCO Projects ~ $120 million(3)
• Ship Dock #5 and 1.45 mmbbls crude storage
• Backstopped by long-term contract with credit worthy counterparty
• Expected completion mid-2018
24
1) Expected total project spend
2) Expected total project spend; reflects SemGroup's 50% of capital contributions to the joint venture
3) Expected total project spend; reflects SemGroup's total spend on HFOTCO projects
25. Investor Presentation - August 2017
25
Maurepas Pipeline Area Map
Maurepas Pipeline Project Completed July 2017
26. Investor Presentation - August 2017
(1) Reflects SemGroup's 50% of capital contributions to the joint venture
Omega Pipeline
Ñ 44-mile pipeline extension of Glass
Mountain Pipeline to STACK resource play
to Cushing storage complex
Ñ Backed by a long-term, fee-based
transportation agreement with a large
investment-grade producer includes
committed area of dedication
Ñ Provides cost-effective, reliable
transportation to Cushing and access to
Mid-Continent and Gulf Coast refineries
Ñ Total project cost ~ $30 million(1)
Ñ Project completion estimated late 4Q 2017
STACK Crude Omega Pipeline
26 1) Reflects SemGroup's 50% of capital contributions to the joint venture
Provides significant operational synergies by connecting to Glass Mountain Pipeline
27. Investor Presentation - August 2017
STACK SemGas Canton Pipeline
Canton Pipeline
Ñ 24-inch diameter natural gas pipeline, ~50 miles long
Ñ Originates from SemGroup’s Rose Valley gas
processing facility in Woods County and extends to
north central Blaine County
Ñ Backed by a long-term, firm commitment from an
investment-grade counterparty
Ñ Additional long-term gathering and processing
contract with dedicated acreage
Ñ Initial capacity of 200 mmcf/d, and could be expanded
up to 400 mmcf/d by adding compression, to serve
other producers in the area
Ñ Project completion estimated late 4Q 2017
Ñ Total project cost ~ $60 million
27
Provides significant operational synergies with our existing assets
28. Investor Presentation - August 2017
Ñ New 200 mmcf/d sour gas processing Wapiti
plant will be integrated with our existing
infrastructure to optimize & leverage current
operations on the Wapiti Pipeline System
and K3 plant located in the Kaybob region
Ñ Supported by a 120 mmcf/d, 15 year
contract with NuVista
Ñ Total project cost ~ USD $225 - $250 million
Ñ Plant completion estimated 2Q 2019
Wapiti Sour Gas Plant in the Liquids-Rich Montney Play
28
29. Investor Presentation - August 2017
HFOTCO Strategically Located Asset…
29
Ñ HFOTCO is strategically situated on the Houston Ship Channel in close proximity to both supply sources (residual fuel oil from
refineries and domestic crude oil production) and demand sources (area refineries and waterborne export)
Houston Fuel Oil Terminal Co.
Area Refineries
24” Crude Oil Pipeline (Owned by HFOTCO)
16” Crude Oil Pipeline (Owned by 3rd
Party)
24” to Speed (Owned by HFOTCO)
24” Valero Pipeline
Proposed Pipeline
Pipeline Interconnections
31. Investor Presentation - August 2017
Consolidated Balance Sheets
(in thousands, unaudited, condensed) June 30,
2017
December 31,
2016
ASSETS
Current assets $ 543,126 $ 635,874
Property, plant and equipment, net 1,948,787 1,762,072
Goodwill and other intangible assets 180,441 185,208
Equity method investments 430,514 434,289
Other noncurrent assets, net 63,350 57,529
Total assets $ 3,166,218 $ 3,074,972
LIABILITIES AND OWNERS' EQUITY
Current liabilities:
Current portion of long-term debt $ 28 $ 26
Other current liabilities 455,446 488,329
Total current liabilities 455,474 488,355
Long-term debt, excluding current portion 1,215,244 1,050,918
Other noncurrent liabilities 90,101 89,734
Total liabilities 1,760,819 1,629,007
Total owners' equity 1,405,399 1,445,965
Total liabilities and owners' equity $ 3,166,218 $ 3,074,972
31
32. Investor Presentation - August 2017
Consolidated Statements of Operations and Comprehensive Income (Loss)
(in thousands, except per share amounts, unaudited, condensed) Three Months Ended Six Months Ended
June 30, March 31, June 30,
2017 2016 2017 2017 2016
Revenues $ 473,089 $ 287,377 $ 456,100 $ 929,189 $ 602,228
Expenses:
Costs of products sold, exclusive of depreciation and amortization shown below 340,107 176,842 348,998 689,105 373,789
Operating 73,346 54,707 52,083 125,429 104,899
General and administrative 26,752 20,775 21,644 48,396 41,835
Depreciation and amortization 25,602 25,055 24,599 50,201 49,106
Loss (gain) on disposal or impairment, net (234) 1,685 2,410 2,176 14,992
Total expenses 465,573 279,064 449,734 915,307 584,621
Earnings from equity method investments 17,753 17,078 17,091 34,844 40,149
Loss on issuance of common units by equity method investee — — — — (41)
Operating income 25,269 25,391 23,457 48,726 57,715
Other expenses, net 12,033 9,944 33,639 45,672 68,566
Income (loss) from continuing operations before income taxes 13,236 15,447 (10,182) 3,054 (10,851)
Income tax expense (benefit) 3,625 4,658 95 3,720 (16,749)
Income (loss) from continuing operations 9,611 10,789 (10,277) (666) 5,898
Loss from discontinued operations, net of income taxes — (2) — — (4)
Net income (loss) 9,611 10,787 (10,277) (666) 5,894
Less: net income attributable to noncontrolling interests — 1,922 — — 10,942
Net income (loss) attributable to SemGroup Corporation 9,611 8,865 (10,277) (666) (5,048)
Net income (loss) attributable to SemGroup Corporation 9,611 8,865 (10,277) (666) (5,048)
Other comprehensive income, net of income taxes 8,952 6,591 6,033 14,985 2,482
Comprehensive income (loss) attributable to SemGroup Corporation $ 18,563 $ 15,456 $ (4,244) $ 14,319 $ (2,566)
Net income (loss) per common share:
Basic $ 0.15 $ 0.20 $ (0.16) $ (0.01) $ (0.11)
Diluted $ 0.15 $ 0.19 $ (0.16) $ (0.01) $ (0.11)
Weighted average shares (thousands):
Basic 65,749 45,236 65,692 65,717 44,553
Diluted 66,277 45,647 65,692 65,717 44,553
32
33. Investor Presentation - August 2017
2016 Quarterly Financial Data
Note: Prior quarter amounts above have been restated from the amounts originally reported to correct for an immaterial error identified by management in the fourth
quarter related to an under capitalization of interest on certain capital projects. Previously reported interest expense, included in "other expense, net" above, has
been decreased by $1.4 million, $0.9 million and $2.5 million for the quarters ended March 31, June 30 and September 30, 2016, respectively, with a corresponding
increase to net income. Earnings per basic share was increased by $0.03, $0.02 and $0.05 per share for the quarters ended March 31, June 30 and September 30,
2016, respectively. Capitalized interest recorded for the fourth quarter of 2016 includes an immaterial out of period adjustment of $6.3 million related to under
capitalization of interest in the prior year.
(in thousands, except per share data, unaudited)
First
Quarter
Second
Quarter
Third
Quarter
Fourth
Quarter Total
Total revenues $ 314,851 $ 287,377 $ 327,764 $ 402,172 $ 1,332,164
Loss on disposal or impairment, net 13,307 1,685 1,018 38 16,048
Other operating costs and expenses 292,250 277,379 316,644 381,969 1,268,242
Total expenses 305,557 279,064 317,662 382,007 1,284,290
Earnings from equity method investments 23,071 17,078 15,845 17,763 73,757
Loss on issuance of common units by equity method investee (41) — — — (41)
Operating income 32,324 25,391 25,947 37,928 121,590
Other expenses, net 58,622 9,944 18,684 9,809 97,059
Income (loss) from continuing operations before income taxes (26,298) 15,447 7,263 28,119 24,531
Income tax expense (benefit) (21,407) 4,658 11,898 16,119 11,268
Income (loss) from continuing operations (4,891) 10,789 (4,635) 12,000 13,263
Income (loss) from discontinued operations, net of income taxes (2) (2) 3 — (1)
Net income (loss) (4,893) 10,787 (4,632) 12,000 13,262
Less: net income attributable to noncontrolling interests 9,020 1,922 225 — 11,167
Net income (loss) attributable to SemGroup $ (13,913) $ 8,865 $ (4,857) $ 12,000 $ 2,095
Earnings (loss) per share—basic $ (0.32) $ 0.20 $ (0.09) $ 0.18 $ 0.04
Earnings (loss) per share—diluted $ (0.32) $ 0.19 $ (0.09) $ 0.18 $ 0.04
33
34. Investor Presentation - August 2017
Non-GAAP Adjusted EBITDA Calculation
(in thousands, unaudited) Three Months Ended Six Months Ended
June 30, March 31, June 30,
Reconciliation of net income to Adjusted EBITDA: 2017 2016 2017 2017 2016
Net income (loss) $ 9,611 $ 10,787 $ (10,277) $ (666) $ 5,894
Add: Interest expense 13,477 18,011 13,867 27,344 35,588
Add: Income tax expense (benefit) 3,625 4,658 95 3,720 (16,749)
Add: Depreciation and amortization expense 25,602 25,055 24,599 50,201 49,106
EBITDA 52,315 58,511 28,284 80,599 73,839
Selected Non-Cash Items and
Other Items Impacting Comparability 13,095 9,121 32,383 45,478 71,461
Adjusted EBITDA $ 65,410 $ 67,632 $ 60,667 $ 126,077 $ 145,300
Selected Non-Cash Items and
Other Items Impacting Comparability
Loss (gain) on disposal or impairment, net $ (234) $ 1,685 $ 2,410 $ 2,176 $ 14,992
Loss from discontinued operations, net of income taxes — 2 — — 4
Foreign currency transaction loss (gain) (1,011) 1,543 — (1,011) 3,012
Remove NGL equity earnings including loss on issuance of common
units (6) — (3) (9) (2,191)
Remove loss (gain) on sale or impairment of NGL units — (9,120) — — 30,644
NGL cash distribution — — — — 4,873
M&A transaction related costs 5,453 — — 5,453 —
Employee severance and relocation expense 312 836 558 870 1,095
Unrealized loss (gain) on derivative activities (928) 4,477 27 (901) (71)
Depreciation and amortization included within equity earnings 6,698 7,138 6,712 13,410 13,677
Non-cash equity compensation 2,803 2,560 2,757 5,560 5,426
Loss on early extinguishment of debt 8 — 19,922 19,930 —
Selected Non-Cash items and
Other Items Impacting Comparability $ 13,095 $ 9,121 $ 32,383 $ 45,478 $ 71,461
34 Note: 2Q 2017 cash expense: ~ $18 million interest, ~ $12 million maintenance capex, ~ $2 million income tax
35. Investor Presentation - August 2017
Non-GAAP Financial Data Reconciliations
(in thousands, unaudited) Three Months Ended Six Months Ended
June 30, March 31, June 30,
2017 2016 2017 2017 2016
Net income $ 13,520 $ 11,794 $ 12,242 $ 25,762 $ 31,089
Add: Interest expense (income) (1,470) 193 (1,305) (2,775) 457
Add: Depreciation and amortization expense 6,498 6,174 5,927 12,425 12,034
EBITDA 18,548 18,161 16,864 35,412 43,580
Selected Non-Cash Items and
Other Items Impacting Comparability 6,683 8,954 8,788 15,471 15,560
Adjusted EBITDA $ 25,231 $ 27,115 $ 25,652 $ 50,883 $ 59,140
Selected Non-Cash Items and Other Items Impacting Comparability
Loss (gain) on disposal or impairment, net $ (15) $ 1,714 $ 1,961 $ 1,946 $ 1,781
Employee severance and relocation expense — 102 115 115 102
Depreciation and amortization included within
equity earnings 6,698 7,138 6,712 13,410 13,677
Selected Non-Cash items and
Other Items Impacting Comparability $ 6,683 $ 8,954 $ 8,788 $ 15,471 $ 15,560
Crude - Transportation Segment
35
36. Investor Presentation - August 2017
Non-GAAP Financial Data Reconciliations
(in thousands, unaudited) Three Months Ended Six Months Ended
June 30, March 31, June 30,
2017 2016 2017 2017 2016
Net income $ 6,690 $ 7,450 $ 6,884 $ 13,574 $ 15,155
Add: Interest expense 165 — 134 299 —
Add: Depreciation and amortization expense 2,022 1,921 1,944 3,966 3,803
EBITDA 8,877 9,371 8,962 17,839 18,958
Selected Non-Cash Items and
Other Items Impacting Comparability — 4 54 54 4
Adjusted EBITDA $ 8,877 $ 9,375 $ 9,016 $ 17,893 $ 18,962
Selected Non-Cash Items and Other Items Impacting Comparability
Employee severance expense $ — $ 4 $ 54 $ 54 $ 4
Selected Non-Cash items and
Other Items Impacting Comparability $ — $ 4 $ 54 $ 54 $ 4
Crude - Facilities Segment
36
37. Investor Presentation - August 2017
Non-GAAP Financial Data Reconciliations
(in thousands, unaudited) Three Months Ended Six Months Ended
June 30, March 31, June 30,
2017 2016 2017 2017 2016
Net income (loss) $ (2,941) $ 5,370 $ (3,961) $ (6,902) $ 18,831
Add: Interest expense 327 182 257 584 322
Add: Depreciation and amortization expense 78 40 62 140 80
EBITDA (2,536) 5,592 (3,642) (6,178) 19,233
Selected Non-Cash Items and
Other Items Impacting Comparability (928) 4,477 170 (758) 156
Adjusted EBITDA $ (3,464) $ 10,069 $ (3,472) $ (6,936) $ 19,389
Selected Non-Cash Items and Other Items Impacting Comparability
Loss on disposal or impairment, net $ — $ — $ — $ — $ 227
Employee severance expense — — 143 143 —
Unrealized loss (gain) on derivative activities (928) 4,477 27 (901) (71)
Selected Non-Cash items and
Other Items Impacting Comparability $ (928) $ 4,477 $ 170 $ (758) $ 156
Crude - Supply and Logistics Segment
37
38. Investor Presentation - August 2017
Non-GAAP Financial Data Reconciliations
(in thousands, unaudited) Three Months Ended Six Months Ended
June 30, March 31, June 30,
2017 2016 2017 2017 2016
Net income (loss) $ 4,459 $ (325) $ 3,673 $ 8,132 $ (13,799)
Add: Interest expense 3,096 3,431 3,149 6,245 6,986
Add: Depreciation and amortization expense 9,099 9,198 8,927 18,026 18,125
EBITDA 16,654 12,304 15,749 32,403 11,312
Selected Non-Cash Items and
Other Items Impacting Comparability 347 256 318 665 13,647
Adjusted EBITDA $ 17,001 $ 12,560 $ 16,067 $ 33,068 $ 24,959
Selected Non-Cash Items and Other Items Impacting Comparability
Loss (gain) on disposal or impairment, net $ — $ (1) $ 21 $ 21 $ 13,051
Employee severance expense 45 13 — 45 13
Non-cash equity compensation 302 244 297 599 583
Selected Non-Cash items and
Other Items Impacting Comparability $ 347 $ 256 $ 318 $ 665 $ 13,647
SemGas Segment
38
39. Investor Presentation - August 2017
Non-GAAP Financial Data Reconciliations
(in thousands, unaudited) Three Months Ended Six Months Ended
June 30, March 31, June 30,
2017 2016 2017 2017 2016
Net income $ 6,652 $ 2,325 $ 3,506 $ 10,158 $ 5,601
Add: Interest expense 2,111 1,931 2,162 4,273 3,637
Add: Income tax expense 2,267 451 1,424 3,691 1,416
Add: Depreciation and amortization expense 4,434 4,294 4,496 8,930 8,245
EBITDA 15,464 9,001 11,588 27,052 18,899
Selected Non-Cash Items and
Other Items Impacting Comparability 429 381 932 1,361 764
Adjusted EBITDA $ 15,893 $ 9,382 $ 12,520 $ 28,413 $ 19,663
Selected Non-Cash Items and Other Items Impacting Comparability
Loss on disposal or impairment, net $ — $ — $ 445 $ 445 $ —
Foreign currency transaction loss (gain) (12) (1) 8 (4) 5
Employee severance 1 — — 1 —
Non-cash equity compensation 440 382 479 919 759
Selected Non-Cash items and
Other Items Impacting Comparability $ 429 $ 381 $ 932 $ 1,361 $ 764
SemCAMS Segment
39
40. Investor Presentation - August 2017
Non-GAAP Financial Data Reconciliations
(in thousands, unaudited) Three Months Ended Six Months Ended
June 30, March 31, June 30,
2017 2016 2017 2017 2016
Net income (loss) $ 1,040 $ (1,447) $ 1,285 $ 2,325 $ (1,693)
Add: Interest expense 561 353 522 1,083 729
Add: Income tax expense (benefit) 372 (273) 381 753 (214)
Add: Depreciation and amortization expense 1,901 1,983 1,815 3,716 3,943
EBITDA 3,874 616 4,003 7,877 2,765
Selected Non-Cash Items and
Other Items Impacting Comparability (772) 1,562 (64) (836) 2,249
Adjusted EBITDA $ 3,102 $ 2,178 $ 3,939 $ 7,041 $ 5,014
Selected Non-Cash Items and Other Items Impacting Comparability
Foreign currency transaction (gain) loss $ (914) $ 1,391 $ (259) $ (1,173) $ 1,901
Non-cash equity compensation 142 171 195 337 348
Selected Non-Cash items and
Other Items Impacting Comparability $ (772) $ 1,562 $ (64) $ (836) $ 2,249
SemLogistics Segment
40
41. Investor Presentation - August 2017
Non-GAAP Financial Data Reconciliations
(in thousands, unaudited) Three Months Ended Six Months Ended
June 30, March 31, June 30,
2017 2016 2017 2017 2016
Net income $ 633 $ 1,187 $ 406 $ 1,039 $ 1,883
Add: Income tax expense 525 194 217 742 801
Add: Depreciation and amortization expense 1,022 949 937 1,959 1,890
EBITDA 2,180 2,330 1,560 3,740 4,574
Selected Non-Cash Items and
Other Items Impacting Comparability (281) 244 391 110 614
Adjusted EBITDA $ 1,899 $ 2,574 $ 1,951 $ 3,850 $ 5,188
Selected Non-Cash Items and Other Items Impacting Comparability
Gain on disposal of long-lived assets, net $ (211) $ (28) $ (17) $ (228) $ (67)
Foreign currency transaction (gain) loss (84) 153 252 168 409
Non-cash equity compensation 14 119 156 170 272
Selected Non-Cash items and
Other Items Impacting Comparability $ (281) $ 244 $ 391 $ 110 $ 614
SemMaterials México Segment
41
42. Investor Presentation - August 2017
Non-GAAP Financial Data Reconciliations
(in thousands, unaudited) Three Months Ended Six Months Ended
June 30, March 31, June 30,
2017 2016 2017 2017 2016
Net loss $ (25,339) $ (15,567) $ (34,312) $ (59,651) $ (51,173)
Add: Interest expense 8,687 11,921 8,948 17,635 23,457
Add: Income tax expense (benefit) 5,358 4,286 (1,927) 3,431 (18,752)
Add: Depreciation and amortization expense 548 496 491 1,039 986
EBITDA (10,746) 1,136 (26,800) (37,546) (45,482)
Selected Non-Cash Items and
Other Items Impacting Comparability 7,617 (6,757) 21,794 29,411 38,467
Adjusted EBITDA $ (3,129) $ (5,621) $ (5,006) $ (8,135) $ (7,015)
Selected Non-Cash Items and Other Items Impacting Comparability
Gain on disposal or impairment, net $ (8) $ — $ — $ (8) $ —
Loss from discontinued operations, net of income taxes — 2 — — 4
Foreign currency transaction (gain) loss (1) — (1) (2) 697
Remove NGL equity earnings including loss on issuance of common
units (6) — (3) (9) (2,191)
Remove loss on impairment or sale of NGL units — (9,120) — — 30,644
NGL cash distribution — — — — 4,873
M&A transaction related costs 5,453 — — 5,453 —
Employee severance and relocation expense 266 717 246 512 976
Non-cash equity compensation 1,905 1,644 1,630 3,535 3,464
Loss on early extinguishment of debt 8 — 19,922 19,930 —
Selected Non-Cash items and
Other Items Impacting Comparability $ 7,617 $ (6,757) $ 21,794 $ 29,411 $ 38,467
Corporate & Other Segment
42
43. Investor Presentation - August 2017
(in thousands, unaudited) Three Months Ended
September 30, 2016
Crude -
Transportation
Crude -
Facilities
Crude -
Supply and
Logistics SemCAMS SemLogistics SemMexico SemGas
Corporate
and Other Consolidated
Net income (loss) $ 13,052 $ 7,697 $ (3,248) $ 5,080 $ 948 $ 1,491 $ 3,750 $ (33,402) $ (4,632)
Add: Interest expense 154 — 186 2,175 456 43 3,367 12,136 18,517
Add: Income tax expense (benefit) — — — 1,573 (601) 349 — 10,577 11,898
Add: Depreciation and amortization expense 6,309 1,982 46 4,239 1,880 932 9,079 455 24,922
EBITDA 19,515 9,679 (3,016) 13,067 2,683 2,815 16,196 (10,234) 50,705
Selected Non-Cash Items and
Other Items Impacting Comparability 8,334 2 6,167 124 686 72 125 5,078 20,588
Adjusted EBITDA $ 27,849 $ 9,681 $ 3,151 $ 13,191 $ 3,369 $ 2,887 $ 16,321 $ (5,156) $ 71,293
Selected Non-Cash Items and Other Items Impacting Comparability
Loss (gain) on disposal of long-lived assets, net $ 1,018 $ — $ — $ — $ — $ — $ — $ — $ 1,018
Foreign currency transaction (gain) loss — — — — 647 30 — (18) 659
Remove NGL equity losses including gain on issuance of common units — — — — — — — 38 38
Employee severance expense 33 2 — 1 — — — 498 534
Unrealized loss on derivative activities — — 6,167 — — — — — 6,167
M&A transaction related costs 3,269 3,269
Depreciation and amortization included within
equity earnings 7,283 — — — — — — — 7,283
Non-cash equity compensation — — — 123 39 42 125 1,291 1,620
Selected Non-Cash Items and
Other Items Impacting Comparability $ 8,334 $ 2 $ 6,167 $ 124 $ 686 $ 72 $ 125 $ 5,078 $ 20,588
Reconciliation of Net Income to Adjusted EBITDA
43