Baird Investment Banking Pitch Book

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#1PROJECT BRONCO CONFIDENTIAL DISCUSSION MATERIALS April 10, 2018 Confidential BAIRD#2TABLE OF CONTENTS CONFIDENTIAL DISCUSSION MATERIALS VAPE Process Review Water Earn-Out Discussion Recap Series B Units - Preliminary Analysis Firm Transportation Discussion Antero Family Price Performance Confidential A BAIRD 1 2 3 4 5 Page 1#3PROCESS REVIEW Confidential#4PROCESS UPDATE Current working timeline of priority milestones; workstreams to be added as necessary Key Milestone: Formal Due Diligence Session Water Earn-Out Analysis Intrinsic Valuation Analysis (AR, AM, AMGP) AMGP-AM Transaction Alternatives Analyses - AMGP Acquisition of AM AMGP Acquisition of Ownership Interest in AM AR Return of Capital Strategic Review AR Share Buybacks AR Dividend Payment Other Analyses as Process Dictates March 30 1 I 2 + I I I I April 16 23 30 1 7 14 May *** 21 28 Confidential 1 4 11 June Project Bronco BAIRD 18 25 Page 2#5WATER EARN-OUT DISCUSSION RECAP Confidential#6■ SUMMARY TERMS OF WATER EARN-OUT AR is considering a proposal whereby AM would accelerate the earn-out payment associated with the 2015 water drop-down In September 2015, AR sold its integrated water business to AM for $1.05 billion, plus an additional $250 million subject to the following Earn-Out provisions: Payment of $125 million at year-end 2019 upon AM delivering a total of 176,295,000 barrels of water from 2017-2019 (equating to an average of 161 Mbbld) Earn-Out Period Payment of $125 million at year-end 2020 upon AM delivering a total of 219,200,000 barrels of water from 2018-2020 (equating to an average of 200 Mbbld) 36-month Period Ending 12/31/19 36-month Period Ending 12/31/20 Payment to AR (SMM) $125 $125 Cumulative Earn-out Threshold (Mbbl) 176,295 219,200 AR Projections (Cumulative) Projected Earn-Out Volumes % of Proj. Volumes (Mbbl) 197,539 221,999 112% 101% I Daily Earn-out Threshold (Mbbld) Confidential 161 200 Note, AR is agnostic to the source of the delivered water volumes from AM (freshwater, Veolia, etc.) There is no "banking" concept associated with the water earn-out volumes No explicit terms preventing AR from taking volumes for the purpose of reaching earn-out payments Source: Sept 2015 Water Services Agreement and Contribution Agreement in connection with the contribution of water assets from AR to AM. Base Case projections as of March 23. BAIRD AR Projections (Daily) Projected Earn-Out Avg. Volumes % of Proj. (Mbbld) Volumes 180 203 Project Bronco 112% 101% Page 3#7HISTORICAL & PROJECTED WATER DELIVERY VOLUMES 2019 EARN-OUT TARGET Target Volumes (2017-2019) Cumulative Volumes to Date (2017-1Q18) Remaining Volumes to Fill 9 mos. ended 12/31/18 Forecast 2019 Forecast Total Forecast Forecast + Cumulative to Date 2020 EARN-OUT TARGET Target Volumes (2018-2020) Cumulative Volumes to Date (1Q18) Remaining Volumes to Fill 9 mos. ended 12/31/18 Forecast 2019 Forecast 2020 Forecast Total Forecast Forecast + Cumulative to Date Total (Mbbl) 176,295 75,761 100,534 47,225 74,553 121,778 197,539 Total (Mbbl) 219,200 19,869 199,331 47,225 74,553 80,352 202,130 221,999 Daily (Mbbld) 161 167 157 172 204 190 180 Daily (Mbbld) 200 221 198 172 204 220 201 203 % of Target 100% 43% 57% 27% 42% 69% 112% % of Target 100% 9% 91% 22% 34% 37% 92% 101% FORECAST VS. EARN-OUT Cumulative Daily (Mbbl) 250,000 200,000 150,000 100,000 50,000 0 (Mbbld) 250 200 150 100 50 Earn-Out Target 197,539 176,295 2019 Earn-Out Earn-Out Target 180 161 2019 Earn-Out Source: Sept 2015 Water Services Agreement and Contribution Agreement in connection with the contribution of water assets from AR to AM. Base Case projections as of March 23. Confidential Mgmt. Forecast 221,999 219,200 2020 Earn-Out Mgmt. Forecast 203 200 BAIRD 2020 Earn-Out Project Bronco Page 4#8Confidential EARN-OUT ACCELERATION PRICING RECOMMENDATION Key factors impacting the pricing of the earn-out acceleration payment Earn-out acceleration pricing (and associated discount) should be based primarily on the probability of AR achieving the targeted delivery volumes. Key factors to consider: AR drilling plan has been vetted by the AR Board and disclosed (in detail) publicly AR is currently forecasting to surpass its earn-out threshold in both 2019 and 2020 AR controls its own destiny with regard to water usage and achieving the earn-out payments BAIRD Given the high probability of having to make the earn-out payments in both 2019 and 2020, AM's theoretical risk tolerance associated with the earn-out capital should be low: How much capital would AM require today to generate $125 million in both 2019 and 2020, with very minimal risk? Said another way, AM would expect to earn a low return profile were it willing to risk the capital associated with the earn-out payments At a minimum, AM should be compelled to eliminate a financial obligation at an attractive discount relative to its overall weighted average cost of capital While use of proceeds is important to AR, it is our view that it should not be a "driver" of pricing the earn-out acceleration AR should focus on the earn-out discount relative to the probability of achieving the earn-out volumes Nonetheless, adding capital to the overall AR ecosystem today can help accelerate AR's free cash flow, debt reduction and return of capital initiatives Project Bronco Page 5#9EARN-OUT ACCELERATION PRICING RECOMMENDATION 14% ■ Analyzing the earn-out acceleration payment in the context of AM and AR's cost of capital continuum: From AM's perspective, it should be compelled to accelerate the earn-out at or above its overall weighted average cost of capital, and perhaps even lower based on the risk profile of the earn-out From AR's perspective, a discount beyond it's cost of equity is unattractive - AR could raise capital more cost effectively COST OF CAPITAL ANALYSIS (¹) PV OF EARN-OUT PAYMENT (SMM) (2) 12% 10% 8% 6% 4% 2% 0% Cost of Debt 11.0% 9.0% Cost of Equity ▬ ▬ KANE DE A MAI 4.4% Antero Source: Management Base Case projections as March 23, 2017. (1) Based on AR and AM cost of capital analyses. (2) Assumes a present value date of May 1, 2018 9.0% 8.0% 4.0% WACC Antero Midstreamtare un Higher Risk Implied Reasonable Discount Boundaries Lower Risk Implied 2-yr Treasury: 2.3% I L I Discount Rate 11.0% 10.0% Confidential 9.0% 8.0% 7.0% 6.0% 5.0% 4.0% Implied Payment $200 $203 $208 $212 $216 $220 $225 $230 BAIRD Project Bronco Page 6#10POTENTIAL ADDITIONAL AR CONCESSIONS AR may consider extending the MVC in connection with an earn-out acceleration VOLUME FORECAST (Mbbld) 250 200 150 100 50 0 153 100 2017A 178 120 ======= 2018E 204 120 ▬▬▬▬▬▬▬▬ 2019E 220 2020E EBITDA ($ in millions) $300 $250 $200 $150 $100 $50 $0 $171 Total Water EBITDA $111 2017A $207 $140 2018E MVC Water EBITDA $245 $144 2019E Confidential $268 Source: Sept 2015 Water Services Agreement and Contribution Agreement in connection with the contribution of water assets from AR to AM. Base Case projections as of March 23. 2020E As it relates to achievement of the MVCS, AR is agnostic to the source of the delivered water volumes from AM (freshwater, Veolia, etc.) There is a "banking" provision associated with the MVCS whereby excess volumes above defined thresholds can be credited toward MVC shortfalls in the subsequent year 150 MVC 120 MVC BAIRD To date, the MVCs have been and are projected to be well below AR's expected water usage, rendering the banking provisions relatively inconsequential Project Bronco $183 $146 Page 7#11SERIES B UNITS - PRELIMINARY ANALYSIS Confidential#12SERIES B UNITS - SUMMARY OF KEY TERMS Overview Profits Interest Redemption Right / Optional Exchange Confidentia! On December 31, 2016, Antero Resources Midstream Management contributed all of the IDRs to Antero IDR Holdings, LLC ("IDR LLC") in exchange for 100% the Series A units Series B units are reserved for issuance to officers and employees of Antero Resources As of December 31, 2016, the Series B units were scheduled to vest ratably over a three-year period ■ Each Series B unit represents a profits interest and therefore has no capital account balance The Series B units entitle the holders to receive up to 6% of the amount of each quarterly distribution in excess of $7.5 million in respect of the IDRs of Antero Midstream AM' quarterly IDR cash flow is distributed as follows: 1) 100% to Series A, up to $7.5 million 2) [(IDR Cash Flow less $7.5 million) x 6%] to Series A 3) Remaining cash flow to Series A BAIRD Each Series B unit holder has the right to redeem all of a portion of its vested Series B units in exchange for newly-issued AMGP common shares with a value equal to: Pro rata share of up to 6% of any increase in AMGP's equity value in excess of $2.0 billion (equity value calculated using 20-day VWAP of AMGP shares) In no event will the aggregate number of newly-issued AMGP common shares to Series B holders exceed 6% of total common shares outstanding Upon exchange, the redeeming member will surrender its Series B units to IDR LLC for cancellation Maximum dilution to AMGP shareholders: [(AMGP common shares outstanding x 20-day VWAP) less $2.0 billion] x 6% Project Bronco Page 8#13SERIES B UNITS - SUMMARY OF KEY TERMS Continued Mandatory Exchange Change of Control Confidential AMGP will have the right to cause each Series B unit to be exchanged for common shares in AMGP upon the earliest of: December 31, 2026 Change of control transaction Liquidation of IDR LLC BAIRD The Series B units will vest upon a change of control, defined as the occurrence of any of the following events Any merger or other business combination involving IDR Holdings or the general partner of AMGP in which a majority of the outstanding Series A Units of IDR LLC or the general partner of AMGP's common units are exchanged for or converted into cash, securities of a corporation or other business organization or other property; A sale or other disposition of all or a material portion of the assets or membership interests of IDR LLC; A sale or other disposition of all or substantially all of the assets of the general partner of AMGP followed by a liquidation of the general partner or a distribution to the members of the general partner of all or substantially all of the net proceeds of such disposition; or The sale of all of the outstanding common units of the general partner of AMGP in a single transaction or series of related transactions. Note: An AMGP acquisition of AM does not trigger a change of control Project Bronco Page 9#14SERIES B UNIT ECONOMICS Status quo - assuming no transaction between AMGP and AM STATUS QUO PROFITS INTEREST ($ in millions, except per unit data) Forecasted AM Distribution / Unit Total IDR Payments Less: Priority Cash Flow to Series A (7.5%) Remaining Cash Flow Available % Attributable to Series A % Attributable to Series B Cash Flow to Series A (**pre G&A and taxes) Cash Flow to Series B Forecasted AMGP Distribution / Unit (1) Distribution Yield Assumption Implied AMGP Equity Value Less: Benchmark CONVERSION MECHANISM AND IMPLIED VALUE ($ in millions, except per unit data) Series B Pool Conversion Value of Series B Interest (6%) PV-10 of 2022 Conversion Value + Annual Cash Flow PV-15 PV-20 Current Run-rate Source: Management Base Case projections as of March 23 (1) Assumes a 25 bps yearly yield increase owing to gradually declining distribution growth. $1.46 $94.8 (30.0) $64.8 94% 6% $90.9 3.9 Current Run-rate $0.30 1.91% $2,919 (2,000) $919 $55 $512 434 373 2018E $1.72 $142.8 (30.0) $112.8 94% 6% $136.0 6.8 2018E $0.54 2.25% $4,444 (2,000) $2,444 $147 2019E $2.21 $235.5 (30.0) $205.5 6% $223.2 12.3 2019E $0.89 2.50% $6,608 (2,000) $4,608 $276 2020E $2.85 $355.3 (30.0) $325.3 94% 6% $335.8 19.5 2020E $1.34 2.75% $9,064 (2,000) $7,064 $424 Confidential 2021E $3.42 $462.0 (30.0) $432.0 94% 6% $436.0 25.9 2021E $1.74 3.00% $10,805 (2,000) $8,805 $528 BAIRD 2022E $4.10 $589.2 (30.0) $559.2 94% 6% $555.7 33.6 2022E $2.22 3.25% $12,722 (2,000) $10,722 $643 Project Bronco | Page 10#15SERIES B UNIT MECHANICS UNDER CONTEMPLATED TRANSACTIONS ($ and units in millions, except per unit data) H ■ AMGP Acquisition of AM Assumes 100% equity and an illustrative 15% acquisition premium AM unit price: $24.71 / AMGP unit price: $15.68 Series B units converted at the market cap for pro forma AMGP AMGP shares issued to AM: 340.2 AMGP shares issued to AR: 179.2 AMGP shares issued to AM public: 161.1 Pre-Conversion of Series B AMGP Pro Forma Units O/S AMGP Share Price AMGP Pro Forma Market Cap Conversion of Series B AMGP Pro Forma Market Cap Less: Benchmark Series B Pool AR Series B Equity Value (6.0%) AMGP Shares Issued to Series B Management / Sponsors Public Total Pro Forma Ownership AR 27% 73% 100% AM 53% 47% 100% 526.4 $15.68 $8,253 67% 33% 100% $8,253 (2,000) $6,253 $375 23.9 AMGP PF AMGP 33% 27% 40% 100% Pre-Conversion of Series B AMGP Shares O/S AMGP Share Price AR AM Acquisition of AMGP IDRS AMGP eliminates AM's IDRS in exchange for AM units Assumes 100% equity and an illustrative 15% acquisition premium AM unit price: $24.71 / AMGP unit price: $15.68 Series B units converted at the market cap of stand-alone AMGP AM shares issued to AMGP: 135.9 AMGP Market Cap Conversion of Series B AMGP Market Cap Less: Benchmark Series B Pool Series B Equity Value (6.0%) AMGP Shares Issued to Series B Management / Sponsors Public AMGP Total Pro Forma Ownership AR 27% 73% Confidential 100% AM 53% 47% 100% AMGP 67% 33% BAIRD 100% 186.2 $15.68 $2,919 $2,919 (2,000) $919 $55 3.5 PF AM 31% 27% 42% 100% Project Bronco | Page 11#16FIRM TRANSPORTATION DISCUSSION Confidential#17AR - PROVIDED FIRM TRANSPORT OVERVIEW FT Mitigation (12/31/17 Strip) To Midwest ice-cge Directed/Toto AN North/MOTNOU 800 MMcf/d- (ANR/NGPLpacty-Conta CH- MGT) 2014-2020 Chicago Sp 20-20.30 TTCOMO Strip OUTC-TIDOMO prad levert Auth Capacity Tovar UMUN Cea-ANR S-MA Unutoad FT (River Sung-SUMM La Marketing Ranua Projections - Au Utd FT,Netofa Eating Columbi Casting Fim Calen SEP Cap-Mar-Ma Source: Antero Management 2018-2020 Gulf Coast Strip 2018-2020 TETCO M2 Strip Gulf Coast- TETOO ME Spread low-ATEX hind Sparty d hodTATE-M Latz: Markyting Pansara Pjections - 1MAL Chandised IT, Nt of Marketing Proce Und FT (A NR NE / MOT NOFL) - MA Ununteed (Hewver ANA horth NGTYNGIL SM Less: Markong Hevenue M MAST $3.44 (337) $0.37 120 780 TARI Tennessee Indiana To Gulf Coast 600 MMcf/d (ANR) 100 $2.82 (227) $0.56 TAR 1513 B (2250 3:00 To TCO Pool or Leach 1,402 MMcf/d Kentucky 2319 500 41 1842 CASE MMGulf Coas 5000 330 2 21. 14 (218) 304 600 MMcf/d (REX) 130 100 18 $17.1 3130 J *TOSTIGNS 2010 1500 200 MIZ To Gulf Coast 790 MMcEd (TGP) 2015 600 Leach 100 0811 1857 TCO Pool 800 MMcf/d (Rover) 20 MBbl/d Ethane (ATEX) 2015-2020 trip Offerential to NYMEX $7.04 (3018) 2000 Marcellus EQT/M3 (Last Tranche of FT) 12.3 800 Capacity-Mctid 110 Unted FT-MMcd $115 Uutized FT Expenses - SMM Ohio Marketing Revenue Projections - SMM Uhuniced FT. Not of Marketing Brood Run NYMEX Antero 3.2 Bcfid Marcellus & Utica Firm Processing 13.02 625 MMcf/d (DTE, EQM Midgated Marcel-TCO/COTLA/TOP End Marked FT TOTAL MARCELLUS & UTICA Unuleed FT Expenses - Marcous Unuized FT Expenses Utica Unutilized FT Expenses - Total TGP: MOP: HIGH: Marketing (Revenue) Projections - Marcellus Marketing (Revenue) Projections - Utica (Includes ATEX) Marketing (Revenue) / Expense Projections - Other Unutilized FT. Net of Marketing COTLA City-TGP Capacity-TOD/COTLA Total spacity UnuELFT - Stonewall 100-TCD PORN JOGILA / TGP MMEMO Unutzbed FT-Stonewa/150-TCO Pool GOTLA/TGP SMM Les Marketing Revenue Projections Uued FT,Neto M 52.70 (30.12) TOO T-Sya: Cleveland 530 MMcf/d (TCO-WB) Downwan Chieage FT FOT/MA WE WISE COTLA: 900 MMcf/d (Stonewall) To Atlantic Seaboard TOO TETCOM2 DOMB 32 48 (3030) 2018 025 014 $32.7 0.0 $32.7 Demand Cove by SerguntSRE SAMMUL 2018 135.7 $230.9 (4.5) $115.5 50 12 ***** Confidencial 707 (055) 14.51 154.1 34 2019 525 $33.3 DOWSING 30.00 3:0.40 $0.30 $0.37 10.25 30.33 $0.17 $0.15 50.11 14.15 1,380 202 712 5143 $136.8 $177.6 112.7 $290.3 (86) (8.6) 1.7 $0.20 18% $2.28 (2053) 2020 333.4 $30.4 30.011 $0.00 30.01 30.01 30.0 30.03 30.01 30.00 $0.01 1282 747 SHOU 65 547.3 524 2020 $83.2 50.9 5134.1 (2.5) 0.0 $0.07 BAIRD Project Bronco | Page 12 ■ In September 2015, AR sold its integrated water business to AM for $1.05 billion, plus an additional $250 million#18SUMMARY FIRM TRANSPORT ("FT") COMMITMENTS AR's firm transportation commitments relative to forecast gas production 2018-2022 FIRM TRANSPORT COMMITMENT VOLUMES¹¹ MMbtu / d Marcellus Utica 6,000 5,000 4,000 I 3,000 2,000 1,000 AR Gross Gas Production Forecast (MMbtu/d) EFT Commitment Rex Rover M3 TGP TCO/CGTLA Other Total Total FT Cost ($mm) $/mmbtu Source: Antero management. 3,689 1,205 2,484 2018 ESTIMATED FT BY LINE (2) (MMBTU/D) 2018 660 880 688 778 640 43 3,689 Under- Utilization $696 $0.52 2019 660 880 688 869 1,410 227 4,734 $876 $0.51 Gas only volumes. Excludes ME2 and ATEX firm commitments. 4,734 2020 1,580 3,153 2019 660 880 688 869 1,410 160 4,667 $895 $0.53 2021 2022 4,667 4,667 $874 $822 $0.51 $0.48 (1) (2) Estimated capacity on a btu equivalent basis, utilizing a 10% uplift. AR provided data is given on a btu basis. (3) Equals (Total FT Cost minus Mitigation for Unutilized Capacity) divided by Total Utilized Capacity. 4,667 855 3,811 2020 Total Capacity Total Utilized Capacity 96 Utilized Unutilized Capacity 4,667 Unutilized Cost ($mm) Less:Mitigation ($mm) Net Unutilized Cost ($mm) "Fully Burdened" (3) 4,399 2021 FT UNUTILIZED COST (MMBTU/D) 2018 268 3,689 2,484 67% 1,205 2019 1,580 $290 $231 (115) $116 $240 $0.64 $0.72 Confidential 4,734 4,667 3,153 3,811 67% 82% 855 (51) 2020 $134 5,017 2022 $98 $0.62 (36) 2021 4,667 4,667 4,399 94% 268 NA ΝΑ NA NA BAIRD In September 2015, AR sold its integrated water business to AM for $1.05 billion, plus an additional $250 million Production exceeds FT capacity 2022 4,667 5,017 108% NA NA NA NA NA Project Bronco | Page 13#19GAS SALES FORECAST PROJECTED GAS SALES BY INDEX Index: TCO Chicago/MichCon CGTLA ANR SE TGP-500L NYMEX DOM S TETCO M2 Total Index: TCO Chicago/MichCon 2018 CGTLA ANR SE TGP-500L NYMEX DOMS TETCO M2 Weighted Average BTU Uplift Realized Price Differential to Nymex 14% 21% 17% 18% 18% 10% 1% 100% STRIP PRICING BY INDEX ($/MMBTU) 2018 2019 $2.56 $2.66 $2.69 $2.71 $2.75 $2.83 $2.32 $2.30 $2.68 $0.23 $2.91 $0.08 25% 18% 23% 16% 2% 16% 0% 0% 100% 2019 $2.43 $2.57 $2.69 $2.72 $2.73 $2.81 $2.30 $2.28 $2.63 $0.22 $2.85 $0.04 2020 Source: Antero Management. Based on strip pricing as of 12/31/2017. 19% 18% 19% 16% 14% 14% 1% 0% 100% 2020 $2.40 $2.58 $2.70 $2.75 $2.74 $2.82 $2.26 $2.23 $2.65 $0.25 $2.90 $0.08 2021 20% 17% 16% 14% 18% 8% 6% 0% 100% 2021 $2.43 $2.63 $2.74 $2.80 $2.77 $2.85 $2.27 $2.24 $2.65 $0.27 $2.92 $0.07 2022 17% 16% 14% 12% 16% 7% 11% 100% 2022 $2.47 $2.68 $2.89 $2.83 $2.81 $2.89 $2.31 $2.26 $2.66 $0.26 $2.92 $0.03 Avg 19% 18% 18% 15% 14% 11% 3% 2% 100% Avg $2.46 $2.63 $2.74 $2.76 $2.76 $2.84 $2.29 $2.26 $2.65 $0.25 $2.90 $0.06 14% 11% 15% Index: TCO 3%2% 18% Chicago/MichCon CGTLA ANR SE TGP-500L NYMEX DOM S TETCO M2 19% Confidential 18% 2018-22 Diff. ($0.38) ($0.21) ($0.10) ($0.08) ($0.08) $0.00 ($0.55) ($0.58) =TCO BAIRD Chicago/MichCon CGTLA ■ANR SE TGP-500L NYMEX DOM S TETCO M2 % Exposure 19% 18% 18% 15% 14% 11% 3%: 2% Project Bronco | Page 14#202018 (78% Hedged) GAS HEDGES HAVE SUPPORTED FT AR's gas firm transportation portfolio is not economic based on current strip pricing...though northeast markets would be severely imbalanced if AR were to sell its growing gas production in-basin 2020 (36% Hedged) 2022 (16% Hedged) $2.32 Dominion South $2.26 Dominion South $2.31 $0.36 FT Uplift $0.39 FT Uplift $0.35 Dominion South FT Uplift Source: Based on data provided by Antero Management. Utilizes strip pricing as of 12/31/2017. $0.23 BTU Uplift $0.25 FT non-economic $0.26 BTU Uplift $0.45 Hedge Gains FT non-economic BTU Uplift $0.15 Hedge Gains $0.02 FT non-economic Hedge Gains ($0.52) FT Cost ($0.53) FT Cost ($0.48) Confidential FT Cost ($0.12 ) Marketing Cost ($0.09 ) Marketing Cost BAIRD Marketing Cost $2.72 Realized Price $2.44 Realized Price $2.45 Realized Price Project Bronco | Page 15#21MARCELLUS / UTICA TAKEAWAY CAPACITY (Bcf/d) Capacity (Bcf/d) 35.0 30.0 25.0 20.0 15.0 10.0 5.0 0.0 2014 2014 2015 12015 Source: Company documents, Bentek, company documents, and Wall Street Research. 2016 2016 2017 2018E 2017 2019E Production (Bcf/d) 2018E Confidential BAIRD 35.0 30.0 25.0 20.0 15.0 10.0 5.0 +0.0 2019E Production (Bcf/d) Project Bronco | Page 16#22MARCELLUS / UTICA TAKEAWAY CAPACITY DETAILS (Bcf/d) Name Northeast PA Pipeline Expansion Rose Lake Expansion Northeast Connector Leidy Southeast East Side Expansion Nagar Expansion Norther Access 2015 Rock Springs AIM Project Adandic Bridge New York Bay Expansion Project Atlantic Sunrise PennEast Pipeline Project Diamond East Project Northeast Supply Enhancement Project NE Takeaway from New Projects TOT Expansion Southwest PA/Utica Pipeline Expansion Southeast Main Line REX East-to-West Reversal Utic Backhaul TEAM 2014 West Side Expansion TEAM South Uniontown to Gas City Ohio Pipeline Energy Network (OPEN) ET Rover Project Gulf Marketu Expanplon Access South Project Adair Southwest Project Leach Xpress NEXUS Project Mountain Valley Project Appalachiato Market Project Gulf Xpress Wester Marcellus Project Atlantic Coast Pipeline SW Takeaway from New Projects YOY Expansion Total Takeaway from New Projects Incremento You Change Operator Kinder Morgan Kinder Morgan Spectra Energy Willams Willams NFGS TransCanada Tall Grass Energy LP Kinder Morgan Spectra Energy Source Spectra Energy Spectra Energy Kinder Morgan Spectra Energy ETP Spectra Energy Spectra Energy Spectra Energy Source Spectra Energy EQT Spectra Energy Columbia Dominion Bentek Marcellus/Utica Production Forecast TOY Growth TGP 300 Line Transco Transco Columbia TOP 200 Line National Fuel Transc AGT AGT Transco Transco PennEast Transco Transco TGP 200 Line Rockies Express TOP 300 Line Texas Eastern/AGT Columbia Texas Easter Texas Eastern TOP 100 Line Texas Eastern Panhandle Eastern Texas Eastern Texas Eastern Texas Eastern Columcia Transco Texas Eastern Columbia Transco Antic Coast Project Type New Pipeline Connector Upgrades Compressor Lateral Loop Upgrades Upgrades New Pipeline Reversal Reversal Reversal Loop Reversal Reversal New Pipeline Upgrades Upgrades New Pipeline Upgrades New Pipeline Source: Company documents, Bentek, company documents, and Wall Street Research. Points of Expansion Bradford Co., PA York City, PA Northeast & North N Chautauqua Co, NLY Hinsdale, NT/Eden NY Lonciiterco PA NY, CT, RI, MA Northeast A Northeast PA Northeast PA Luxeme Co., PA Lycoming/Luzerne, RA York County, PA McKean Co., PA Lebanon, OH Monroe Co, OH Destination Uniontown, PA Broad Run, WW Monroe Co, OH Delance, Chlo Southwest PA Uniontown, PW Southwest PA OH, WV, & PA Northeastern OH Wetzel Co., WV Beme, OH Leach, KY Clarington, OH Harrison Co., CH Northeast PA Rockway, NY Mid-Atlantic Seaboard Northeast Seaboard Northeast Seaboard Cecil Co, MD Boston, MA Northeast Seaboard Northe N Fairfax Co, VA Trenton, N Mercer, N Patterson, LA Missouri Gulf Coast Northem N Southwest PA OH, WV, & PA Waynesburg, WV & Smithfield, PA Leach, KY & Rayne, LA Bitdla Cô, Mỹ Erie Co, NY Southwest PA Kosdlusko, MS Adair Co, KY Leach, KY Southeastern Mi Now 2014 Nov 2014 4015 Nov. 2015 Nov. 2015 Lambert, N Rayne, LA Station 165, Southern VA Greenwille Co., VA Aug. 2016 Nov 2017 Mid-2018 2H 2018 Mid-2018 Dec 2019 Nov 2017 Various Stages Various Stages Apr. 2014 Nov. 2014 Nov. 2014 Gulf Coast Gulf Coarsit Samia, Canada/Gulf Coast 3017 Aug. 2015 Various Stages Nov. 2015 Nov. 2017 3018 Nov 2018 Nov. 2018 Late 2018 Late 2019 230 165 1,250 500 444 16,406 230 100 1,200 500 600 425 5:40 550 3,455 8614 19,751 312 158 341 2,000 2,000 300 425 550 800 1,334 22,403 Confidential 230 100 525 192 342 115 2,000 500 600 300 425 540 320 200 11,519 3,570 13,983 24,500 100 525 158 140 192 115 6,264 3,800 500 484 435 790 550 3,250 330 1,500 1,000 870 1,500 10,120 27,953 23,901 BAIRD 2019 525 312 150 115 1,700 1,100 1,000 497 897 2,800 500 984 550 3,250 320 200 1,500 1,750 2,000 1,000 870 1,500 1,500 25,180 1,500 30,350 2,397 29,372 Project Bronco | Page 17#23$ / Mmbtu NORTHEAST NATURAL GAS PRICING Northeast differentials have contracted alongside pipeline capacity build-outs $5.00 $4.50 $4.00 $3.50 $3.00 $2.50 $2.00 $1.50 $1.00 $0.50 $0.00 01/01/15 Source: Bloomberg as of April 9, 2018. 11/01/15 HHUB Spot 08/31/16 Dominion South 07/01/17 -Tetco M2 05/01/18 Confidentiat Differentials to NYMEX Dom South Year 2015 2016 2017 2018 2019 BAIRD 03/01/19 TETCO $1.12) ($1.12) ($0.99) ($0.99) ($0.83) ($0.83) ($0.57) ($0.57) ($0.58) ($0.59) 12/31/19 Project Bronco | Page 18#24ANTERO FAMILY PRICE PERFORMANCE Confidential#25ANTERO FAMILY PRICE PERFORMANCE YTD 20% 10% 0% (10%) (20%) 20% 10% 0% (10%) (20%) (30%) AR AM AMGP AR Analyst Day (1/18/18) 1.4% (23.4%) (25.9%) 01/01/18 Source: S&P Capital IQ as of April 9, 2018. S&P Oil & Gas E&P Index Performance Since SalingStone 13D (1/29/18) TPH Simplification (2/20/18) 0.3% 6.0% (26.6%) (29.3%) (12.2%) (24.2%) 1/29/18: Sailing Stone files 13D 1/18/18: Analyst Day 01/20/18 2/21/18: Antero Board Meeting 2/20/18: TPH issues Antero simplification report 02/09/18 AM AMGP Antero Board Meeting (2/21/18) 9.5% (7.9%) (19.0%) 2/26/18: Announced formation of Special Committee 02/28/18 Confidential 03/20/18 BAIRD Alerian Index Special Committee Formation (2/26/18) 5.9% (8.2%) (18.9%) 5.4% AR S&P (7.0%) E&P (13.0%)AMZ (16.3%) AM (21.1%) AMGP 04/09/18 Project Bronco | Page 19#26AM / AMGP HISTORICAL EXCHANGE RATIO 1.80x 1.75x 1.70x 1.65x 1.60x 1.55x 1.50x 1.45x 1.40x 1.35x 1.30x 5/3/17 Source: S&P Capital IQ as of April 9, 2018. 7/10/17 9/16/17 HA 11/23/17 1/30/18 Confidential SER BAIRD Current: 1.563x 180-day: 1.554x 30-day: 1.541x 60-day: 1.499x 4/9/18 Project Bronco | Page 20

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Hexagon Purus Results Presentation Deck image

Hexagon Purus Results Presentation Deck

Industrials

Moelis & Company Investment Banking Pitch Book image

Moelis & Company Investment Banking Pitch Book

Financial Services

Lumen Investor Day Presentation Deck image

Lumen Investor Day Presentation Deck

Communication Services

Context Therapeutics Investor Presentation Deck image

Context Therapeutics Investor Presentation Deck

Healthcare

Evercore Investment Banking Pitch Book image

Evercore Investment Banking Pitch Book

Financial Services

Marti Results Presentation Deck image

Marti Results Presentation Deck

Technology

UBS Results Presentation Deck image

UBS Results Presentation Deck

Financial Services