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Williams Partners L.P. (NYSE:WPZ)

2013 Wells Fargo Pipeline, MLP and Energy Symposium Conference Transcript

December 10, 2013 2:00 PM ET

Executives

Don Chappel - Chief Financial Officer

John Porter - Director, Investor Relations

Analysts

Ross Payne - Wells Fargo Securities

Ross Payne - Wells Fargo Securities

Okay. Our next presenter is Williams Partners, who has experienced substantial growth in the Marcellus, the Utica, Rockies and the Gulf. It’s one of the few BBB rated MLPs in our universe. We welcome Don Chappel, the Chief Financial Officer; and John Porter, Director of Investor Relations. Don?

Don Chappel

Thank you and good afternoon. I have tough act to follow, one of who is just with us here, but nonetheless, we have got an exciting story and excited to take you through it here today. So, first, let’s take look at our forward-looking statements and make sure you read all that carefully, but they are for your education and enjoyment.

Let’s move to the map, I think, we all like to take a look at the big and this give us a good picture of North America and you can see our assets ranged from the West Coast to the East Coast and from the oilsands of Alberta down to the offshore Gulf of Mexico. Excuse me, the mic issue there. And our holdings are within Williams, WPZ, and then as of a year ago, significant investment in ACMP that has paid off very, very nicely for us.

Turning the page here, we are right in the midst of huge wave of growth in our industry and in Williams business. And Williams is very well-positioned to take full advantage of that growth here.

This is a graph that was prepared by Wood Mackenzie and shows North American gas supplier, U.S. supplying in this case growing from kind of the mid 50s in the early part of the decade up to over 100 Bfc a day by 2030 and beyond, and you can see the components of that growth.

The Northeast you can see really started to take off around 2010 and by 2020, 2030 becomes very, very significant portion of natural gas supply and the strongest partner of the growth and we are very well-positioned in the Northeast with assets owned by Williams, as well as assets owned by ACMP and then as well an investment in a joint venture called Blue Racer and I’ll talk more about these assets in just a minute.

As well, we have significant assets in the Rockies and while the growth rate in the Rockies is flattened out that Wood Mackenzie also believes as we do that, in the later part of the decade we will see more growth in the Rockies, once again the Rockies, lot of hydrocarbons, some new formations in the main coast in the Niobrara and a lot of outstanding infrastructure in the Rockies will enable suppler to get the markets pretty quickly and cost effectively.

We are also positioned in the San Juan basin and certainly don’t expect a lot of growth there. But again, with some new horizons that are opening up, we do see continued stability and perhaps some growth in the San Juan basin.

We have assets in the Gulf of Mexico onshore, as well as offshore. Our Bakken asset in Southwest Texas is taking both offshore gas, as well as Eagle Ford gas and processing that gas.

In the Fort Worth basin, Access is a player and so our exposure to the Fort Worth, our Barnett Shale is through Access and again not a lot going on there but still significant production and some minimum volume commitments in that area. Mid-Continent, again an area that Access is a big player and again, enjoying minimum volume commitments and significant volumes.

In the Gulf Coast, both Williams and Access are participating, Williams through Transco, as well as through its midstream operations on an offshore in the Gulf Coast and Access through its exposure to the Eagle Ford.

Access also has exposure to the Permian. So again you can see that Williams and Williams affiliates, including Access have exposure to all of the major basins here in the U.S. and then also Williams has exposure to the oilsands in Canada.

Demand also has to grow along with supply and here is again Wood Mackenzie’s view on growth and you can really see what’s happening here also growing over 100 Bfc a day by 2030. So really strong growth rate, 46% growth during this period with power generation being the big deal mover and to a lesser extent industrial and then LNG exports and some transport adding to that.

So again given that natural gas is about one-fifth of the price of crude oil on a per Btu basis and as inexpensive as coal but twice as clean. We see enormous growth in natural gas demand and plenty of supply to make that happen.

We’re right in the middle of all that and certainly all the supply and all this demand needs infrastructure and that’s our business. As well, natural gas liquids are expected to grow at a blistering pace as well and we will need new market outlets for these. We’ve seen announcement of number of crackers to consume ethane which is considerably oversupplied and expect that those crackers will start to come online in ‘16, ‘17 and ‘18 and beyond to really soak up that supply and provide products that the world needs at very attractive costs as well.

Propane is finding its findings its way into more markets in the U.S. as well as export and with sizable export terminals built and planned, including Williams’ planned export terminal related to Bluegrass. We see growing outlets for U.S. propane. As well, butane will likely hit the export dock and find its way into other markets as well.

So a lot of growth here in the NGL stream really growing from this 2.7 million barrels a day up to more than 5 million over the next decade or so. So again, we’re right in the middle of this business and it presents a very powerful growth engine for this company and for the industry.

To get more specific, this is a list of projects that we present every quarter to really update investors as to the more specifics of what we’re investing in. And you can see here, it’s divided by our business segments, WPZ Northeast, WPZ Atlantic/Gulf, WPZ NGL/Petchem and WPZ West and then finally by Williams’ directly owned assets in NGL/Petchem.

This does not include any of the investments that ACMP is making since those are financed separately from Williams and WPZ but nonetheless Williams will enjoy the uplift from the L.P. units and IDRs. But just to go down the list, here you can see in the Northeast, significant investments made in the period of 2013 through 2015, totaling over $3 billion and that’s in addition to what we invested in 2012 in previous periods.

Significant investments continuing in the Ohio Valley Midstream area, a liquids rich, condensate rich area. We got off to a slow start there with some problems around facility design. We have a handle on that now and we’re completing the facilities needed to flow substantially increasing volumes. So we are experiencing growth there but not at the rate that we once expected but we think the plan that we now presented is much more realistic in terms of our own facilities as well as producer volumes.

Susquehanna Supply Hub, this is Northeast Pennsylvania where the volume growth has been tremendous and exceeded our high expectations, $1.2 billion of capital to be invested in ‘13 through ‘15 and a lot of growth in horizon and will come back and we will take a look at the volumes in that market.

The Utica JV, we entered the Utica as part of the Caiman acquisition with joint venture with the Caiman management team and their private equity investors, which has been turned into a joint venture along with Dominion and that’s been remained Blue Racer. You can see we have a $380 million expected investment during this period and we expect to establish a very strong position in the Utica through Blue Racer.

Three Rivers Midstream was arrangement with Shell and that’s fairly far out and fairly modest in terms of our initial ambitions but more ambitious beyond that. And then finally Laurel Mountain, which is our first entry into the Marcellus we made in early 2009 joint venture with Atlas that then turned into a joint venture with Chevron. And that facilities -- those facilities are fairly well built out.

The drilling has slowed a bit based on the fact that it’s dry gas and gas prices have come off a bit. But we do have substantial facilities, such that when drilling accelerates, we will have a fairly modest investment to take advantage of increasing volumes.

As well, we enjoy the keep-whole rights in about 600,000 acres, much of which is wet and we’re in the process of working with Chevron to restructure our contract to provide them with greater incentives to drill and to shift the keep-whole rights that Williams enjoys to a fee-based deal.

To turn to our Atlantic/Gulf area, we have a number of major projects, the Leidy Southeast project, $600 million project scheduled to go in service in the third quarter of ’15, again providing kind of that full year earnings effect in 2016, one of the drivers of longer-term growth there. Project is going well and it’s on existing right-of-way and we don’t expect any real surprises there.

Gulfstar is our offshore floating production system and gas and oil pipeline takeaway capacity, that major project that which we now own 51%, we sold down 49% really for financing reasons to a partner. $600 million net investment to Williams, expect that to go into service at 1st of August of this year. The top sites are about complete and ready to sell in early January -- the hall is ready to sell in early January and then meet up with the top sites offshore shortly thereafter.

Keathley Canyon Connector, again we own through our Discovery joint venture, of which we own 60%. Again, our share is $460 million. We expect that to go into service in October of 2014. Again, providing full year of earnings in 2015, and again that project is moving along quite well.

Northeast Supply Link, Virginia Southside, the Hillabee Expansion are all Transco projects as our -- they are Rockaway Lateral and Mid-South expansion. You can see a variety of in-service dates there and spending out in kind of that late 2015. I will highlight the Hillabee Expansion and that’s in support -- that's the Florida FPL project.

The Spectra took the lead on and Williams partnered with Spectra, and our position there will be that we have an opportunity through Transco to expand the Transco system, provide service to the Hillabee project on a cost of service basis and attractive rate of return as well as to buy an interest in the Hillabee project. And we have an option to make that investment through the FERC Certificate dates. So we think that gives us much better insight into the project economics and gives us an option that we think could be quite valuable.

The Phase 1, as depicted here on this chart, there is a Phase 2 as well that is somewhat bigger than Phase 1, that would give us even more investment opportunity and you can see the in-service dates for that is 2017, so again providing a growth in 2017 and beyond.

Constitution pipeline, this is a project that was spawned out of our gathering business in Susquehanna County. We brought the Transco team in to really speck it out and build it and then we brought in our customers as partners because they had an interest in partnering with us, and so our net investment is $280 million, expected in-service date of second quarter 2015 and we are well on our way.

Towards that, we do expect a preliminary EIS, perhaps as early as this month. We are looking for a final environmental impact statement three or four months following that and then a FERC certificate to proceed shortly thereafter. So, again, an exciting project moving Susquehanna County gas north to Iroquois.

The Geismar Expansion is scheduled to come on line in early April, and we are disappointed that the product -- that the facility had an explosion fire and we are in the process of recovering from that and as well as completing a scheduled turnaround in the expansion project. All long lead-time items have been received, so it comes down to a significant amount of man-hours and productivity to bring the plant back in service. We’ve had more than 1,600 contractors on site performing this work and we are managing it very closely because it’s a very, very important project to us.

I would also note that we are still awaiting an OSHA report. It’s likely we’ll receive an OSHA report this month in terms of their findings in the incident and we are certainly dedicated to the learnings from our own investigation as well as from OSHA's investigation to prove the safety at this facility and other facilities that we own and operate.

Just kind of moving along, Parachute Plant Expansion, given the activity in the Rocky has slowed a bit we push the expansion of Parachute out into 2016. We did that several quarters ago and then we moved down through to the Williams-owned assets and the Bluegrass pipeline. We are partnering up with Boardwalk on that. Yesterday afternoon we announced an extension of the open season.

We did that because of the complexity of the offering required customers to take some additional time, so while we have had a very substantial interest in the project. It wasn’t just about the pipeline which was pretty clear because it has a FERC sanctioned tariff and contact but also it involve fractionation, storage and export, and customers really want the end to end solution, they just don’t want pipeline without frac and pipeline without storage or pipeline without export. So really working through all the dimensions so that project is just taking more time. So we have decided to extend that in an interest of getting customers to the point that they could really make firm commitments on the entire set of offerings.

When we conclude that, so February, excuse me, January 17th, the anticipated conclusion of the open season and with that we will have some diligence to do around some of those commitments, some of the decision to take, so I would expect that the decision is more likely in the February timeframe.

And along with that decision we would also outline our financing and we would be seeking to take an additional partner or partners to lighten the capital load at Williams and provide the growth opportunity that is strategic to us but to be able to do so with really strengthening our financing capacity.

Canadian PDH is a project that we disclose some time ago. We have had some updates on that and we are in the process of seeking a partner. We are in negotiations with a couple of potential partners and really narrowing the field and trying to move toward a fee-based or largely fee-based arrangement and then also sighting a derivatives plan to neighborhood, so that transportation costs are reduced. So I would be hopeful of being able to announce something on that front in the first half of 2014.

The CNRL Upgrader is contracted and moving forward, it is not part of the dropdown asset package that we’ve outlined for PWC at this point. We think that dropdown of the PDH project and the CNRL project would occur following their completion as replaced in the service.

We have got some Petchem pipelines, we have bought some pipelines along the gulf coast and move NGLs and olefins, and we are continuing to build out that pipeline system again. So we have got a proprietary pipeline system that’s open access to our customers that can move product across the Gulf Coast so that we have a competitive advantage.

So that’s the array of projects and as you can see, many of them go into service in ‘15, ‘16, and again extents the cycle of growth. There are many other projects that are not here on the slide and I’ll try to highlight some of those.

So just turning to the page here to the Marcellus and Utica in this map depicts our position. I just kind of start in the kind of the Southwest Pennsylvania, Laurel mountain that’s where we started in 2009. Drygas area our customer is now Chevron.

What you see there is really just the Southwest Pennsylvania area but the area of dedication actually extends in the West Pennsylvania into East Ohio and there is over 600,000 acres that are dedicated. I think we have 500,000 here but very significant dedication with lot of that being of liquid rich and we are in the process of negotiating some revisions to the contract to make it more attractive for Chevron to drill at what acreage and we think we can do so and really move our people exposure to fee-based and boost some volumes.

ACMP has a big footprint in Marcellus with 1.7 million acres dedicated OEM at 236,000 acres. Again wet gas, some of the richest gas in the nation and we expect good things long-term despite some of our early challenges.

Susquehanna County, we have 150,000 acres under dedication and then Three Rivers at 275. So almost 3 million acres directly in the Marcellus and then through ACMP and the Utica another 1.8 million acres and then Blue Racer has some acreage that’s under dedication but not much announced yet.

So total almost 5 million acres and then asset base of just under $6 billion. So, again, we have made the strategic entry and now its time that we really move up our level of profitability and return on capital.

In terms of volume focus, you can see the track record here, the big driver has been really the Southeast, excuse me, Northeast Pennsylvania area and to a lesser extent, the others in the last -- in the last year or so.

Moving to the right side of the slide, again you can see Northeast Pennsylvania. They are in the purple color as the biggest component and the biggest driver, but also kind of a step-up at both, LMM and OVM to a lesser extent.

Really moving to the Atlantic Gulf area, we have an unprecedented array of Transco expansion projects driven by cheap natural gas, abundant natural gas and clean natural gas. So our customers -- market customers are really moving to natural gas from coal, so we see a lot of new plants, coal plants being -- plans to close up and site new gas plants, and we are seeing that significant movement, a continuous movement on that front as well as producer-customers that really need to get their gas to the best markets.

Transco is the only major pipeline system that is on the east side of the Appalachian closest to the population centers along the coast, and so it really enjoys the best connections to the best markets and customers really value that as well. The Transco rates are pretty low. So it is one of these benefits of challenges that’s rate regulated, so it is based on a depreciated rate base. But the good news is because the rates are low our customers are delighted to continue to sign up for capacity.

So, Transco sold out and it continues to be expanded under long-term contracts, so we have a lot of enthusiasm regarding the future of Transco. I might just mention that the rate from the Gulf coast to New York City is $0.47 to go through all the zones. So you can see how cheap that is relative to a new piece of pipe that’s typical in the Northeast, that’s kind of in the $0.60 to $0.70 range to move 50 miles or 100 miles.

The Gulf of Mexico corridor also has some tremendous opportunities. Again, we have got big positions there on and off shore and Keathley Canyon is an extension of our Discovery facilities. We have onshore gas processing facilities, we have offshore pipelines and this is a $400 million cubic feet per day expansion over 200 miles of pipe and we are in the process of laying that pipe as we speak.

Again, the in-service date is expected to be October 2014. That pipe will also put us in the neighborhood of additional discoveries and business opportunities. So we would expect once that pipe is out there then it is going to find ways to tie and do additional gas over time.

In the eastern Gulf of Mexico, we have some major facilities there as well. The ones -- the current focus is Gulfstar One. This is a pre-designed folding production system along with oil and gas takeaway pipelines that has an in-service date as I mentioned of August 1, 2014, anchored with substantial demand payments as well as some volumetric payments.

We modeled into the Gulfstar project some tie backs, so in addition of the anchor tenant, the anchor field, an expectation that we would win some additional business. And as it is working out, we expect to see a tie back sooner than we originally expected and in greater size. And that will enhance our returns over what we originally expected. And many more prospects out in this neighborhood of both Devils Tower and Gulfstar, and a lot of reason to believe that we will continue to be successful out there as drilling picks up post Macondo.

Canada, we have got some unique capabilities in Canada. We are the only gas processor in the oil sands. We processed Suncor’s offgas. We have a contract to process CNRL’s offgas. We have the only NGL olefin pipeline from the oil sands at Redwater in the Edmonton area where we have the only large scale fraction area to fractionate that plant and we have the only contract for Ethane with Nova.

So the combination makes for a very powerful package, and we have recently announced a plan to dropdown our in-service Canadian assets to WPZ in early 2014. And then follow that with the continued development of the remaining assets at Williams with very likely dropdown as those assets replaced in service.

I’m going to skip forward to couple of slides here in the interest of time. We do have a PDH project that we are pursuing in Canada. We are pursuing a partner again to move what otherwise would be a commodity-based project to largely fee. And we are in negotiations and again, we’ve hopeful of being able to button that up in the first half of 2014. And we are really looking forward to an in-service date in 2017.

I just want to spend a couple of minutes on Bluegrass and again, as I mentioned, we extended the open season date on Bluegrass and you can see the route here. We’ve done significant amount of work on this route, in terms of land right away construction, permitting, legislative and we have the strong support.

We think throughout the route from government agencies, legislators, governors and alike, while there’s always some opposition, we think, the opposition is quite manageable. And this is the pipeline naturally in the national interest and one that we believe will be both permitted and with the right level of customer support will be something that we think should move forward.

I already mentioned our work on the south-end of the pipeline related to fractionation, storage and export capability and that’s an important element for producers as well. We have the Gulf Coast pipeline systems that move both NGLs and olefins around the Gulf Coast to get the products to the best market.

So providing a lot of optionality for customers, looking at late 2013 in-service date, we think, we’ve got the quickest path to a large scale solution and we think, we have the greater certainty toward the large scale solution, given the work that has been done.

In terms of some of the financial growth here, you can see, WPZ growth rate over this period, excuse me, basically EBITDA to 15% CAGR and you can see ‘13 to ’14 kind of $2.5 billion to almost $3.3 billion, and then by ‘15 moving up to almost $3.9 billion.

If you move to the right, you can see the distributions to Williams and you can see a 19% CAGR there during that same period. And you can see that the dark green is really the L.P. distributions to Williams and the light green is the GP/IDR distributions to Williams.

And you can see the growth rate of WPZ translates into a 12% L.P. CAGR and the 30% GP CAGR in light of the per unit distributions, as well as some of the additional units that we are taking though the Canadian dropdown and other transactions. So, very powerful growth for Williams and very attractive growth for WPZ as well.

Just kind of shifting to the next slide, here you can see the trajectory of Williams dividend growth on the left really moved it from $1.20 in ’12 to $1.44 this year. And our guidance is $1.75 and $2.11. So that’s a 20% growth rate in each of ’13, ’14 and ’15. And to move to the right, you can see our coverage. We took our coverage down from 1.45 to 1.15 and then 1.16, but still very strong coverage the Williams level.

This does anticipate the dropdown of those Canadian assets and shifting some of that excess cash flow over the WPZ versus retaining at Williams. We think that’s the right balance still provides Williams with the nice question on its 20% annual dividend growth rate guidance.

Just turn the page here again the growth doesn’t stop here, you can see the pie in the left is what's in our guidance, the pie in the far right is what we’re really working on. And if you see it’s the pie in the far right is ’13 through ’18 and so that’s a six-year period, divide that $26 billion and that continues to grow. You’re talking about $4 billion to $5 billion a year project, so a very robust project development.

One that I would sight that is very visible to us right now is the Atlantic Sunrise project on Transco, which has overwhelming customer reception. And I think, we have high level of confidence that will move to a sanction project in the first half of 2014 or the 2017 in-service date.

So that wraps it up, we are in the middle of the natural gas super cycle. Williams is very well-positioned through its interest in WPZ, ACMP and its owned, directly owned assets to really benefit from that. And we have on the table a very high dividend payout ratio and growth rate that we think will reward investors well over the coming years.

So, with that, I’ll pause, take any questions.

Question-and-Answer Session

Ross Payne - Wells Fargo Securities

Don, a quick question on the Bluegrass, its Ross Payne here, sorry, [roughly]. Is that a 50-50 JV, number one, number two is who is going to do the construction and third, what percentage of the project is your volume initially anyway and does that get you over the hurdler or do you need third-party obviously in there to move forward?

Don Chappel

Ross, thanks for the question. Bluegrass is a 50-50 JV with Boardwalk. As you know, Boardwalk has a Moss’ apparent but it’s a 50-50 JV with Boardwalk. Speaking for Williams, we’re interested in bringing in additional partner or partners as a financing partner not as an operating partner but the financing partner to provide some capital to lighten the financial lift because we have so many exciting opportunities ahead of this.

In terms of volumes, we have a significant volumes and significant growing volumes through our OVM acreage but nowhere near sufficient to really anchor the project. I think, you saw earlier we announced that we had commitment from Chesapeake and then we have many, many other prospects. So it’s really a very broad base of customers that we’re looking to really to support project.

Ross Payne - Wells Fargo Securities

And who is going to drive the construction?

Don Chappel

Williams will drive the construction of the pipeline. And there’s some discussion as to exactly how we will do the fractionation. But I think Boardwalk maybe in a lead-on on frac. Any other question, we’re going to breakout so any one interested in…

Ross Payne - Wells Fargo Securities

Let me ask.

Don Chappel

…smaller group meeting.

Ross Payne - Wells Fargo Securities

Let me ask you one more real quick. I mean we see lot of people move to pure-play GPs what Spectra and ONEOK. Is that some thing -- I mean Williams is kind of moving in the same direction of WMB in terms of most of the assets of WPZ. Do you guys view it as a pure-play GP, number one, and number two is can you guys really can maintain your investment grade ratings at that level as a pure play?

Don Chappel

Well, I would say that we were already kind of moving in that direction except we have that kind of high-class problem of having some extra ordinary Canadian assets. And than this Bluegrass project that certainly were quite attractive. So WPZ have probably more on its plate than we thought was affordable to move those to WPZ sooner rather than later and still do.

So that presents some challenges in terms of taking advantage of those projects thus that they thought on bringing additional partners so is not to over stress WPZ’s capacity to raise capital or require Williams to do an equity raise. So trying to avoid Williams Equity raise, trying not to stress WPZ by raising to much capital.

So we’re trying to work our way through something that’s kind of a high-class problem that have in terms of too much opportunity. And I’m sure we’ll find our way through that and find our way to fair valuation. I think in the near term, I think investors will like to look for resolution on Bluegrass in terms of what are those customer contract look like, what is the financing plan, Geismar, April return to service state. I think those were couple of big areas of over hang. And we can check the box over the next couple of quarters and see some valuation reflected as a result of that uncertainty being lifted.

Ross Payne - Wells Fargo Securities

And then on the rating on WMB.

Don Chappel

Yeah. I would say at this point Williams is committed to investment grade ratings WPZ and WMB however and then we have big capital lift at WMB right now in terms of Canada and Bluegrass. We have some excess cash and cash flow particularly to help in the very near term but that’s something that we’ll continue to study. We’re open minded where our law is looking to drive the highest sustainable value. So we’ll continue to review that. But right now, we’re continuing with our plan to remain at investment grade. Okay. I will wrap it up here and move to the small group meeting. Thank you.

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