This document provides an overview of SemGroup's non-GAAP financial measures and forward-looking statements. It defines Adjusted EBITDA and Total Segment Profit as non-GAAP measures used by management to evaluate performance that exclude certain items for comparability between periods. It also notes the limitations of non-GAAP measures and cautions readers. The document discloses risks to forward-looking statements and provides an overview of SemGroup's midstream assets in key regions.
2. 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.
3. 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
4. 4
MID-CONTINENT
• 1,700 miles crude pipelines
• 8.8 million barrels crude oil
storage capacity
• 200 crude oil trucks/trailers
• 1,000 miles gas gathering
pipelines
• 4 gas processing plants
(600 mmcf/d total)
• 680,000 dedicated gas
gathering acres from key
producers
• 330 acres on Houston Ship Channel
• 16.8 million barrels product storage
• Connectivity to Gulf Coast refining complex
• Deepwater marine access
• Rail and truck loading and unloading
• Maurepas Pipeline serving refineries
Strategic position in North America’s largest
energy complex
GULF COAST t
CANADA
Unique platform in liquids-rich Montney and Duvernay
• 4 natural gas processing plants
• 600 miles natural gas gathering pipelines
• 200 mmcf/d Wapiti Gas Plant under construction
• Smoke Lake Plant announced
• 1 bcf/d total processing capacityDJ Basin, STACK, Cushing
and Northeast OK
Diversified Operations Across Midstream Value Chain
5. 5
Over 70% of SemGroup's pro forma revenue is
derived from investment grade counterparties
97% of total LTM gross margin from
fee-based cash flows
Investment Grade
Non-Investment Grade
72%
28%
Company Strengths
1) LTM March 31, 2018, pro forma for full-year HFOTCO acquisition and Maurepas Pipeline
2) Counterparty ratings LTM March 31, 2018; excludes divested assets, SemLogistics and SemMaterials Mexico
Counterparty Strength(2)
Stable Cash Flows
SemGroup derives a significant portion of cash flows from fixed-fee, contracted
arrangements from credit-worthy counterparties
Take-or-Pay Fixed Fee POP/Marketing
2014 2015 2016 2017 2018
23% 30%
38%
49%
58%
64%
59%
51%
46%
39%
13% 11% 11%
5% 3%
(1)
6. 6
Financial Growth Aligned with Stable Fee-Based Assets
NOTE: Non-GAAP Financial Data Reconciliations are included in the Appendix to this presentation
1) Take-or-pay % of gross margin: LTM March 31, 2018, pro forma for full-year HFOTCO acquisition and Maurepas Pipeline
(1)
7. 7
Ñ 2018: Year of Execution
• Execute 2018 operating budget and long-term strategic plan
• Solid growth in earnings driven by secure cash flows
• Streamline and simplify business with focus on three high quality areas:
◦ Canada, Mid-Continent and Gulf Coast
▪ Capital projects delivered on time / on budget
Ñ 2019 & Beyond: Well-Positioned for Strong Value Creation
• New contributions from key projects: Wapiti, Smoke Lake and HFOTCO
• White Cliffs conversion: De-risk DJ Basin assets and created incremental economics
Transforming
Portfolio
Executing
Opportunities
Delivering
Shareholder
Value
Clear Path to Year-Over-Year Growth
9. 9
Ñ Maurepas Pipeline
• 24-inch, 35 mile crude oil pipeline
connected to LOCAP at St. James
and terminating at Norco refinery
• 12-inch, 35 1/2 mile intermediates
pipeline between Convent and Norco
refineries
• 6-inch, 35 1/2 mile intermediates
pipeline between Norco and Convent
refineries
DJ Basin
Ñ White Cliffs Pipeline - 51% ownership
• DJ Basin to Cushing, OK
• Two 527-mile, 12-inch pipelines
• 215,000 bpd current capacity
• Currently ships two crude types
▪ DJ Basin crude/condensate
▪ Kansas common
• May 2018, announced repurposing one of the
pipelines to NGL service(1)
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, CO
Ñ Platteville Truck Unloading Facility
• 30-lane truck unloading facility
• Origin of White Cliffs Pipeline
• 350,000 barrels of storage capacity
Crude Business Overview
U.S. Gulf Coast
1) See slide 10 for additional project detail
10. 10
Mid-Continent: DJ Basin NGL Take-Away Solution
Long-Term Contract with DCP Midstream
Project de-risks White Cliffs Pipeline & positions upside value
White Cliffs Pipeline NGL Conversion
Ñ Diversify one 12” pipeline to NGL service
Ñ Supported by 50,000 bpd, 10-year contract with DCP
Ñ Transport NGLs from DJ Basin to Mt Belvieu
Ñ Capacity of 90k bpd, expandable to 120k bpd
Ñ Pending joint open season to attract 3rd parties
Ñ SEMG capex spend of ~$30 to 33 million
Ñ < 4x EBITDA multiple, on contracted cash flows
Ñ Project Completion ~ 4Q 2019
10
11. 11
Ñ Cushing Storage
• 7.6 million barrels of storage
• Connectivity to all major inbound/outbound pipelines
Ñ Kansas/Oklahoma System
• 450-mile gathering and transportation pipeline system
• Connects to third-party pipelines, Kansas and
Oklahoma refineries and Cushing terminal
• 560,000 barrels of storage capacity
Ñ Isabel Pipeline
• 48 mile, 8-inch crude oil pipeline from Isabel Junction,
KS to Alva, OK
Crude Business Overview
Oklahoma/Kansas Assets Field Services
Ñ Crude Oil Trucking Fleet
• Fleet of ~200 crude oil transport trucks and trailers
• Servicing the Bakken, DJ/Niobrara, Eagle Ford,
STACK, Granite Wash & Mississippi Lime
Crude Operational Summary 1Q17 2Q17 3Q17 4Q17 1Q18
Crude Transportation
Transportation Volumes (mbbl/d) 179 182 190 193 182
White Cliffs Pipeline Volumes (mbbl/d) 111 107 105 92 107
Crude Facilities
Average Cushing Terminal Utilization 100% 94% 94% 100% 98%
13. 13
Unique Position on the Houston Ship Channel
1) Fifth ship dock is currently under construction, expected completion mid-2018
2) HFOTCO owns two pipelines
3) Expected completion mid-2018
4) HFOTCO acquisition closed July 17, 2017
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(3)
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
HFOTCO Operational Summary 1Q17 2Q17 3Q17 4Q17 1Q18
Average Terminal Utilization(4)
n/a n/a 98% 98% 97%
14. 14
Strategic Gulf Coast Position Drives Growth
Ñ 1.45 million barrels of new crude storage
Ñ Construction of Ship Dock #5
Ñ Backstopped by investment-grade refiner, 10-year contract
Ñ Strong connectivity to Gulf Coast refining complex
Ñ Multi-modal inbound and outbound capabilities
Ñ Project cost ~$185 million; ~$120 million funded
by SemGroup
Ñ 7x EBITDA multiple
Ñ Project completion ~ mid-2018
Houston Fuel Oil Terminal
Multiple future growth projects largely driven by exports
14
15. 15
Strong Connectivity to the Houston Refinery Complex
15
Ñ Connects directly or indirectly to crude pipelines serving the Eagle Ford, Permian, Bakken, Midcontinent and Canada
16. 16
HFOTCO Terminal and Customers
Ñ HFOTCO terminal currently services nearly 30 active customers
Ñ Current storage demand exceeds available tankage
Ñ Average customer tenure ~15 years, illustrating operational flexibility and customer service
Ñ HFOTCO terminal currently consists of 16.8 million barrels of storage with an additional 1.45 million
barrels of crude oil tankage under construction; expected completion mid-2018
Ñ Strategically located asset on the Houston Ship Channel with connectivity to the largest U.S. energy hub
89% of revenues generated by take-or-pay contracts
18.3 million barrels of capacity (1)
1) Total capacity includes 1.45 million barrels of tanks under construction. Residual Fuel Oil and Other Products
capacity allocated based on 2017 actual throughput
Diversification Focus
Ñ Nearly 2 million barrels of heated storage has been converted to crude oil since 2014
Ñ HFOTCO has increased other products handled, such as VGO, asphalt and carbon black, from 8% in
2013 to approximately 30% in 2017
Customer Base
17. 17
,
Ñ What is IMO 2020?
The decision by the IMO (International Maritime Organization) to reduce the global sulfur limit
of marine fuels by 85% by year 2020
• Upon implementation of the IMO regulation in 2020, it is expected the price of high sulfur fuel oil will
drop considerably
• Shipping will still be the most economical method to move global freight no matter what the fuel
requirements are, the demand for product will be there, freight costs will simply increase
• Some shipowners will install scrubbers initially and more will be installed over time as fuel price
differentials drive higher operating efficiency
• Refiners will most likely invest in hydro treating to produce LSFO which will still require HFOTCO
assets for aggregation and distribution of the product; sulphur middle distillates that may be used as a
replacement fuel will need incremental terminal infrastructure
• Blending sulphur content down will be a major commodity play that will require tankage; There will
always be production of HSFO that will need to clear and storage will be required
• HFOTCO handles products beyond bunker fuel. These include fuel oils for power generation, VGO
and carbon black (for rubber production) that will not be impacted by the IMO regulations
IMO 2020
19. 19
SemGas Areas of Operation
Ñ Located in liquids rich oil plays
Ñ Four processing facilities ~600 mmcf/d of current capacity
• ~1,000 miles of gathering pipelines
Ñ STACK Canton Pipeline - delivers STACK volumes to
Rose Valley plant
SemGas Natural Gas Business
Northern OK Avg Processing Volumes(1)
(mmcf/d)
1) SemGas volumes include total volumes processed - Northern Oklahoma and Sherman, Texas
1Q 2Q 3Q 4Q 1Q
287 277 265 252
305
2017 2018
20. 20
1Q 2Q 3Q 4Q 1Q
414
349
414 452 441
Ñ 600 miles of transport and gathering pipelines
Ñ Strong incumbent position to serve industry’s
growing infrastructure needs
Ñ Wapiti Sour Gas Plant - under construction(3)
Ñ Smoke Lake Gas Plant - announced December 2017(4)
SemCAMS Areas of Operations
SemCAMS Natural Gas Business
Average Throughput Volume(1)
(mmcf/d)
1) SemCAMS volumes include total volumes processed - K3, KA and West Fox Creek facilities
2) Scheduled plant turnaround at K3
3) Expected completion 2Q 2019, see slide 21 for additional project information
4) Expected completion 4Q 2019, see slide 21 for additional project information
(2)
2017 2018
21. 21
Canada: SemCAMS - New Gas Plants
Producer activity driven by condensate demand
Ñ 200 mmcf/d sour gas processing plant
Ñ Supported by 120 mmcf/d, 15-year contract
Ñ Project cost ~ USD $225 - $250 million
Ñ 6x EBITDA multiple
Ñ Plant completion ~ 2Q 2019
Wapiti Plant - Montney
Smoke Lake Plant - Duvernay
Ñ 60 mmcf/d sweet & sour gas processing plant
Ñ Supported by 15-year contract, 90% of capacity
contracted
Ñ Project cost ~ USD $50 million
Ñ 6x EBITDA multiple
Ñ Plant completion ~ 4Q 2019
Excess sour gas processing-key competitive advantage
21
23. 23
Ñ Execute 2018 operating budget and long-term strategic plan:
• First Quarter Adjusted EBITDA(1)
: $93.4 million, full year 2018 guidance of $385 to $415 million
• First Quarter Capex Spend: $123 million, full year 2018 guidance of $350 million
• Capital Raise Plan ~$800 million
◦ $150 million: Sale of SemMexico and SemLogistics(2)
◦ $300 million: Sale of Glass Mountain Pipeline - December 2017
◦ $350 million: Preferred equity raise - January 2018
• Paid HFOTCO Final Payment of ~$580 million - April 2018(3)
Ñ Solid growth in earnings driven by secure cash flows:
• Gross Margin take-or-pay nearly 60%
Ñ Streamline & simplify business with focus on three high quality areas:
• Canada, Mid-Continent and Gulf Coast
2018: Delivering as Promised
1) Non-GAAP Financial Data Reconciliations are included in the Appendix to this presentation
2) Approximate after-tax cash proceeds, SemMaterials Mexico closed March 2018 and SemLogistics closed April 2018
3) Reflects early payment discount of approximately $20 million
24. 24
1) Net income (loss) attributable to SemGroup
2) Non-GAAP Financial Data Reconciliations are included in the Appendix to this presentation
3) The $12.5 million consists of the following 4Q17 non-recurring earnings: $4 million Glass Mountain Pipeline,
$3.5 million and $5 million take-or-pay deficiencies at SemCAMS and Crude Facilities segments, respectively
($ in millions, except per share)
Net Income (loss)(1)
$(10.3) $9.6 $(19.1) $2.6 $(33.0)
Adjusted EBITDA(2)
60.7 65.4 90.7 111.5 93.4
Cash Interest Expense 18.0 18.4 29.6 35.2 32.5
Maintenance Capex 8.3 11.9 12.7 9.6 7.7
Cash Taxes 1.2 1.7 0.2 4.1 1.8
Common Dividend declared per share $0.4500 $0.4500 $0.4500 $0.4725 $0.4725
Ñ Key Highlights
• Net income decreased from 4Q17, primarily due to approximately $27 million reduction in net gains
and losses related to divestitures and impairments
• Adjusted EBITDA decreased 16%, primarily due to $12.5 million(3)
of non-recurring earnings recorded
in 4Q17, coupled with approximately $4.2 million HFOTCO one-time expense recorded in 1Q18
• Declared common stock dividend of $0.4725 per share
• Elected non-cash, payment-in-kind (PIK) preferred stock dividend
First Quarter 2018 Results
1Q17 2Q17 3Q17 4Q17 1Q18
25. 25
($ in millions)
Crude Transportation $28.3 $29.0 $34.6 $41.6 $34.3
Crude Facilities 9.6 9.5 8.8 14.1 9.3
Crude Supply and Logistics (2.4) (2.2) (1.7) (1.5) (6.6)
HFOTCO(1)
— — 28.5 33.0 31.0
SemGas 18.2 19.5 15.6 14.5 14.3
SemCAMS 16.9 19.0 16.7 23.7 22.1
Corporate/Other 8.3 8.3 8.4 8.2 11.0
Total Segment Profit $78.9 $83.1 $110.9 $133.6 $115.4
1) HFOTCO acquisition closed July 17, 2017
Segment Profit
Ñ First Quarter 2018 vs Fourth Quarter 2017
• Crude Transportation
◦ Absent ~$4 million related to Glass Mountain Pipeline 4Q17 earnings
◦ Field Services down ~$4 million driven primarily from lower volumes resulting from weather impacts during the quarter
• Crude Facilities - decrease related to recognition of approximately $5 million Platteville take-or-pay deficiency in 4Q17
• Crude Supply and Logistics - lower marketing and blending margins
• HFOTCO - down $2 million as increased throughput volumes were more than offset by a $4 million write-off of an
insurance claim receivable
• SemGas - flat with growing STACK volumes offsetting decline in Mississippi Lime
• SemCAMS - decrease related to the recognition of $3.5 million take-or-pay deficiency and producer recoveries in 4Q17,
partially offset by timing of operating expenses
1Q17 2Q17 3Q17 4Q17 1Q18
26. 26
Leverage and Liquidity
($ in millions, unaudited)
3/31/2018
SemGroup (B2 / B+)
Revolving Credit Facility - $1.0 Billion due 2021 $ —
5.625% Senior unsecured notes due 2022 400
5.625% Senior unsecured notes due 2023 350
6.375% Senior unsecured notes due 2025 325
7.250% Senior unsecured notes due 2026 300
Total SEMG Debt $ 1,375
HFOTCO (Ba3 / BB-)
Revolving Credit Facility - $75 Million due 2019 $ 60
Term Loan due 2021 531
Hurricane Ike Bonds due 2050 225
Total HFOTCO Debt $ 816
Leverage Metrics
SEMG Net Leverage Ratio (max 5.5x)(1)
2.8x
HFOTCO Net Leverage Ratio (max 7.5x)(2)
6.7x
Consolidated Net Leverage Ratio(3)
4.1x
Consolidated Available Liquidity(4)
$ 1,261
1) SEMG net leverage calculated per the revolving credit agreement definitions which include material project adjustments and HFOTCO distributions
2) Calculated as net debt to LTM EBITDA
3) Calculated as consolidated net debt to consolidated covenant EBITDA, including material project adjustments
and pro forma full-year HFOTCO
4) Available liquidity is reduced for outstanding letters of credit
Ñ Preferred Equity
• Offering size - $350 million
• Dividend - 7%
• Conversion Price - $33.00 per share
• Closing Date - January 19, 2018
• Excluded from leverage calculation,
only convertible to common shares
Ñ Targeting consolidated leverage of 5.0x
or lower by year-end 2019
Ñ No significant debt maturities until 2021
27. 27
Dividend growth rate of 5% with ample coverage
Stable and growing cash flows with ~60% take-or-pay
Significant long-term upside in Canada and U.S. Gulf Coast
Simplified Portfolio
Driving Shareholder Value
Clear Path to Long-Term Growth
27
29. 29
($inmillions)
2016 2017 2018E
$283
$328
$385 - $415
2016 - 2018 CAGR of ~20%
2018 Adjusted EBITDA Guidance
($ in millions)
2018 Adjusted EBITDA $385 - $415
Continuing Portfolio Transformation through 2018 for Long-Term Financial Strength
Ñ Growing earnings while improving quality of earnings
Ñ Divestments contributed $34 million of 2017 Adjusted EBITDA
Ñ Additional EBITDA to come online in 2019 already contracted
Key Guidance Assumptions
Crude
White Cliffs Pipeline Average Volumes (mbbl/d) 100-110
Average Cushing Terminal Utilization 95-100%
SemGas
Average Processing Volumes (mmcf/d) 375-400
SemCAMS
Average Throughput Volumes (mmcf/d) 425-440
HFOTCO
Average Terminal Utilization 95-100%
Ñ 2018 divestments contribute ~$9 million of 2018 Adjusted EBITDA
Ñ SemCAMS - KA plant turnaround in 2Q18
Ñ Assume no U.S. cash taxes and minimal foreign cash taxes in 2018
30. 30
Key Projects Driving Financial Growth 2018, 2019 and beyond
2018 Capital Expenditures Guidance
Projects 2Q18 3Q18 4Q18 1H19 2H19 2020+
HFOTCO Ship Dock 5 & Crude Storage Tanks: $120mm(1)
~7x EBITDA multiple
Wapiti Plant: $250mm ~6x EBITDA multiple
Smoke Lake Plant: $50mm ~6x EBITDA multiple
White Cliffs Pipeline, 12" NGL Pipeline Conversion: $32mm(2)
< 4x EBITDA multiple
Maintenance Growth
Total Capital Expenditures
($inmillions)
2016 2017 2018e
$52 $45 $40
$255
$307
$447
$492
$310
$350
Canada
Mid-Continent
Gulf Coast
Maintenance
2018 Capex Guidance - $350 million
Spending by Strategic Area
$193
55%
$50
14%
$67
19%
$40
11%
1) Expected SemGroup project spend on HFOTCO projects; excludes ~$65 million spent prior to close. The 7x
multiple is based on the total project cost of $185 million
2) Represents SemGroup's 51% expected spend; total project spend of $60-66 million, minimal capital in 2018
12%
31. 31
Consolidated Balance Sheets
(in thousands, unaudited, condensed) March 31,
2018
December 31,
2017
ASSETS
Current assets $ 923,524 $ 902,899
Property, plant and equipment, net 3,380,574 3,315,131
Goodwill and other intangible assets 647,544 655,945
Equity method investments 279,054 285,281
Other noncurrent assets, net 142,845 132,600
Noncurrent assets held for sale 65,784 84,961
Total assets $ 5,439,325 $ 5,376,817
LIABILITIES, PREFERRED STOCK AND OWNERS' EQUITY
Current liabilities:
Current portion of long-term debt $ 5,527 $ 5,525
Other current liabilities 625,131 761,036
Total current liabilities 630,658 766,561
Long-term debt, excluding current portion 2,733,957 2,853,095
Other noncurrent liabilities 97,935 85,080
Noncurrent liabilities held for sale 14,258 13,716
Total liabilities 3,476,808 3,718,452
Preferred stock 342,354 —
Owners' equity 1,620,163 1,658,365
Total liabilities, preferred stock and owners' equity $ 5,439,325 $ 5,376,817
32. 32
Consolidated Statements of Operations and Comprehensive Income (Loss)
(in thousands, except per share amounts, unaudited, condensed) 2018 2017
Q1 Q1 Q2 Q3 Q4 FY2017
Revenues $ 661,609 $ 456,100 $ 473,089 $ 545,922 $ 606,806 $ 2,081,917
Expenses:
Costs of products sold, exclusive of depreciation and amortization shown
below 496,132 348,998 340,107 398,252 427,534 1,514,891
Operating 69,791 52,083 73,346 62,666 66,669 254,764
General and administrative 26,477 21,712 26,819 38,389 26,859 113,779
Depreciation and amortization 50,536 24,599 25,602 50,135 58,085 158,421
Loss (gain) on disposal or impairment, net (3,566) 2,410 (234) 41,625 (30,468) 13,333
Total expenses 639,370 449,802 465,640 591,067 548,679 2,055,188
Earnings from equity method investments 12,614 17,091 17,753 17,367 15,120 67,331
Operating income (loss) 34,853 23,389 25,202 (27,778) 73,247 94,060
Other expenses, net 44,805 33,571 11,966 28,574 39,487 113,598
Income (loss) from continuing operations before income taxes (9,952) (10,182) 13,236 (56,352) 33,760 (19,538)
Income tax expense (benefit) 23,083 95 3,625 (37,249) 31,141 (2,388)
Net income (loss) (33,035) (10,277) 9,611 (19,103) 2,619 (17,150)
Less: cumulative preferred stock dividends 4,832 — — — — —
Net income (loss) attributable to common shareholders $ (37,867) $ (10,277) $ 9,611 $ (19,103) $ 2,619 $ (17,150)
Net income (loss) $ (33,035) $ (10,277) $ 9,611 $ (19,103) $ 2,619 $ (17,150)
Other comprehensive income (loss), net of income taxes 18,171 6,033 8,952 9,230 (4,102) 20,113
Comprehensive income (loss) $ (14,864) $ (4,244) $ 18,563 $ (9,873) $ (1,483) $ 2,963
Net income (loss) per common share:
Basic $ (0.48) $ (0.16) $ 0.15 $ (0.25) $ 0.03 $ (0.24)
Diluted $ (0.48) $ (0.16) $ 0.15 $ (0.25) $ 0.03 $ (0.24)
Weighted average shares (thousands):
Basic 78,198 65,692 65,749 75,974 78,189 71,418
Diluted 78,198 65,692 66,277 75,974 78,749 71,418
34. 34
Reconciliation of Operating Income to Total Segment Profit
(in thousands, unaudited) 2018 2017
Q1 Q1 Q2 Q3 Q4 FY2017
Operating income (loss) $ 34,853 $ 23,389 $ 25,202 $ (27,778) $ 73,247 $ 94,060
Plus:
Adjustments to reflect equity earnings on an EBITDA basis 4,883 6,709 6,692 6,678 6,811 26,890
Unrealized loss (gain) on derivatives 2,226 27 (928) 1,833 (892) 40
General and administrative expense 26,477 21,712 26,819 38,389 26,859 113,779
Depreciation and amortization 50,536 24,599 25,602 50,135 58,085 158,421
Loss (gain) on disposal or impairment, net (3,566) 2,410 (234) 41,625 (30,468) 13,333
Total Segment Profit $ 115,409 $ 78,846 $ 83,153 $ 110,882 $ 133,642 $ 406,523
35. 35
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
36. 36
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