EX-99.1 2 ex99_1.htm EXHIBIT 99.1 ex99_1.htm
09-XX
For further information:
John F. Walsh
Vice President - Investor Relations
Southern Union Company
212-659-3208

SOUTHERN UNION ANNOUNCES 4Q AND FISCAL 2008 RESULTS;
ISSUES 2009 GUIDANCE
 
·  Fiscal 2008 EPS of $2.26; Adjusted EPS of $1.81
·  Fourth quarter 2008 EPS of $.97; Adjusted EPS of $.47
·  2009 EPS of $1.45 to $1.60; Adjusted EPS of $1.75 to $1.90
 
HOUSTON, February 26, 2009 – Southern Union Company (NYSE: SUG) today reported net earnings available for common stockholders for the year ended December 31, 2008 of $279.4 million ($2.26 per share) compared with $211.3 million ($1.75 per share) in the prior year.  Adjusted net earnings available for common stockholders for the year were $223.4 million ($1.81 per share) compared with adjusted net earnings of $205.6 million ($1.70 per share) in the prior year.  Adjusted net earnings for 2008 exclude a non-cash after-tax mark-to-market unrealized gain on open economic hedges of 2009 processing spreads, an after-tax charge related to the company’s repurchase of its preferred stock during the year and a change in tax benefit associated with the dividends received deduction for anticipated dividends from the company's Citrus investment.  Adjusted net earnings for 2007 exclude an after-tax gain of $10.5 million related to the settlement of litigation.  A reconciliation of net earnings to adjusted net earnings for the year is set forth in the following table.



   
Year ended December 31,
 
($000s, except per share amounts)
 
2008
   
2007
 
Net earnings
  $ 295,151     $ 228,711  
Preferred stock dividends
  $ (12,212 )   $ (17,365 )
Loss on extinguishment of preferred stock
  $ (3,527 )   $ -  
Net earnings available for common stockholders
  $ 279,412     $ 211,346  
After-tax adjustment for mark-to-market gain
  $ (37,410 )   $ -  
After-tax adjustment for repurchase of preferred stock
  $ 3,527     $ -  
Tax benefit associated with dividends received deduction
  $ (22,100 )  
$
-
 
After-tax adjustment for settlment of litigation and related liability
  $ -     $ (10,518 )
After-tax adjustment for the write-down in carrying value of office
  $ -     $ 4,806  
Adjusted net earnings available for common stockholders
  $ 223,429     $ 205,634  
Reported net earnings per share available for common stockholders
  $ 2.26     $ 1.75  
Adjusted net earnings per share available for common stockholders
  $ 1.81     $ 1.70  

The company estimates that Hurricanes Gustav and Ike negatively impacted the year by approximately $17.5 million ($.14 per share) on an after-tax basis.  The negative impact during the year was primarily a result of reduced availability in the gathering and processing segment of third-party fractionation facilities damaged by Hurricane Ike, expenses related to damages to the company’s offshore facilities and reduced transportation revenue as a result of reduced volumes flowing after Hurricane Ike.

For the three-month period ended December 31, 2008, the company reported net earnings available for common stockholders of $120.9 million ($.97 per share) compared with $49.4 million ($.41 per share) for the prior year.  Adjusted net earnings available for common stockholders for the current quarter were $59.3 million ($.47 per share).  Adjusted net earnings exclude a non-cash after-tax mark-to-market unrealized gain on open economic hedges of 2009 processing spreads, an after-tax gain related to the company’s repurchase of its preferred stock and a change in tax benefit associated with the dividends received deduction for anticipated dividends from the company's Citrus investment.  A reconciliation of net earnings to adjusted net earnings for the three-month period is set forth in the following table.



   
Three months ended December 31,
 
($000s, except per share amounts)
 
2008
   
2007
 
Net earnings
  $ 122,557     $ 53,732  
Preferred stock dividends
  $ (2,171 )   $ (4,341 )
Gain on extinguishment of preferred stock
  $ 504     $ -  
Net earnings available to common stockholders
  $ 120,890     $ 49,391  
After-tax adjustment for mark-to-market gain
  $ (38,960 )   $ -  
After-tax adjustment for repurchase of preferred stock
  $ (504 )   $
-
 
Tax benefit associated with dividends received deduction
  $ (22,100 )   $ -  
Adjusted net earnings available for common stockholders
  $ 59,326     $ 49,391  
Reported net earnings per share available for common stockholders
  $ 0.97     $ 0.41  
Adjusted net earnings per share available for common stockholders
  $ 0.47     $ 0.41  

The company estimates that Hurricanes Gustav and Ike negatively impacted the fourth quarter by approximately $4.2 million ($.03 per share) on an after-tax basis.

By calculating adjusted net earnings available for common stockholders, the company believes it presents its earnings in a manner more consistent with the presentation used by the investment community in its evaluation of the company's earnings.

For the year ended December 31, 2008, net operating revenue, calculated as revenue less cost of gas and other energy and revenue related taxes, increased $156.8 million or 14.3% to $1,251.2 million from $1,094.4 million in the prior year.  Adjusted net operating revenue, which excludes the unrealized losses on open economic hedges, was $1,191.5.0 million during the year.  For the three months ended December 31, 2008, net operating revenue was $369.0 million compared with $296.1 million in the prior year.  Adjusted net operating revenue for the current quarter was $306.7 million.  A reconciliation of operating revenue to net operating revenue and adjusted net operating revenue for the year and quarter are available at the end of this press release.

The company uses earnings before interest and taxes (“EBIT”) as its primary measure of evaluating financial performance.  EBIT is a non-GAAP measure and should be used in conjunction with net earnings and other performance measures such as operating income or net cash flows provided by operating activities.  For the year ended December 31, 2008, Southern Union reported adjusted EBIT of $547.6 million compared with adjusted EBIT of $518.9 million in the prior period, representing an increase of 5.5%.  The increase was primarily due to improvements at the company’s transportation and storage and gathering and processing segments.  For the three months ended December 31, 2008, Southern Union reported adjusted EBIT of $142.6 million compared with EBIT of $129.4 million in the prior period, representing an increase of 10%.  The quarterly increase was primarily due to improvements at the company’s distribution and corporate and other segments.  A reconciliation of EBIT to adjusted EBIT and EBIT to net earnings for the year and quarter are available at the end of this press release.


By calculating adjusted EBIT, the company believes it presents its financial performance in a manner more consistent with the presentation used by the investment community in its evaluation of the company's financial performance.

Management’s Perspective

Commenting on the year, George L. Lindemann, chairman and CEO, said, “In light of two significant hurricanes and a major degradation of the economy, commodity and credit markets in the fourth quarter, we are very pleased to have reported solid adjusted earnings of $1.81 per share for 2008.  We are equally pleased to announce 2009 adjusted earnings guidance in the range of $1.75 to $1.90 per share.”

President and COO Eric D. Herschmann added, “The strong cash flows and earnings reported by the company in 2008 in the midst of the recent economic downturn reflect the stability of our low-risk business profile and regulated business segments.  The completion of our Trunkline LNG Infrastructure Enhancement Project this year will further add to our stable cash flow and earnings base in 2009 and beyond.”

Key Factors Impacting 2008 Performance Relative to Prior Year

·  
Southern Union’s transportation and storage segment posted EBIT of $404.8 million, compared with adjusted EBIT of $392.4 million in the prior year.  The $12.4 million increase was primarily attributable to a $21.4 million increase in EBIT at Panhandle Energy, which includes Panhandle Eastern Pipeline Company and its subsidiaries, partially offset by an $8.9 million decrease in equity earnings from its 50% investment in Citrus Corp.  Panhandle Energy saw higher operating revenues of $63.2 million, partially offset by higher operating expenses of $21.6 million and higher depreciation and amortization expense of $18.2 million.  The increase in operating revenues was largely due to a $49.1 million increase in reservation revenue, primarily a result of the Trunkline Field Zone Expansion project which was fully placed in service by February 2008, higher parking revenue of $8.2 million and higher storage revenue of $6.7 million.  The operating expense increase includes $13.5 million related to damages to the company’s facilities as a result of the hurricanes and higher contract storage costs of approximately $10.2 million.  At Citrus Corp., reflective of the company’s 50% interest, operating revenue increased $4.7 million, offset by a $6 million increase in operating expenses, a $2.6 million increase in depreciation and a $4.5 million increase in interest expense.


·  
The gathering and processing segment reported adjusted EBIT of $85.7 million compared with $65.4 million in the prior year.  Adjusted EBIT for the year excludes a $59.7 million mark-to-market unrealized gain on open economic hedges of 2009 processing spreads.  Gross margin increased by $33.6 million, excluding the impact of mark-to-market accounting on open commodity derivatives, primarily due to improved higher realized natural gas and natural gas liquids prices.  The company estimates that gross margin was negatively impacted by $10.6 million during the year, primarily a result of reduced availability of third-party fractionation facilities damaged by Hurricane Ike.  Operating expenses increased by $6.1 million, primarily due to a $3.0 million bad debt reserve for receivables associated with a company that filed for bankruptcy, a $2.3 million increase in chemical and lubricant costs and a $2.1 million increase in utility costs.  Equity earnings from the company’s investment in Grey Ranch decreased by $2.3 million due to a 2008 fire that removed the plant from service for approximately five months.  The plant returned to service in late October 2008.  Depreciation expense increased by $3.2 million during the year due to an increase in property, plant and equipment.

·  
EBIT for the company’s distribution segment (predominantly Missouri Gas Energy) decreased $.8 million to $61.4 million for the year.

2009 Earnings Guidance

Southern Union expects 2009 net earnings to be in the range of $1.45 to $1.60 per share.  Adjusted net earnings are expected to be in the range of $1.75 to $1.90 per share.  Adjusted net earnings attribute the impact of previously accrued mark-to-market unrealized gains on economic hedges of 2009 processing spreads to 2009 adjusted net earnings.  The company’s 2009 Financial Outlook is available on its website at www.sug.com.
 

Annual Report on Form 10-K

Southern Union will provide additional information about its fiscal 2008 results in its annual report on Form 10-K expected to be filed today with the Securities and Exchange Commission.  Once made, this filing may be accessed through the Investors section of the company’s web site at www.sug.com.

Investor Call & Webcast

Southern Union will host a live investor call and webcast today at 9:00 a.m. Eastern time to discuss results, recent events and outlook.  To access the call, dial 888-713-4216 (international callers dial 617-213-4868) and enter the passcode 36278079.  A replay of the call will be available for one week after the event by dialing 888-286-8010 (international callers dial 617-801-6888) and entering passcode 69185508.  The webcast may be accessed online through the Investor’s section of the company’s web site at www.sug.com.

Please use the following link to pre-register and view important information about this conference call.  Pre-registering is not mandatory but is recommended as it will provide you immediate entry into the call and will facilitate the timely start of the call.  Pre-registration takes only a few minutes and you may pre-register at any time, including up to and after the call start time. To pre-register, please click Pre-register (control + click on the link) and enter the registration key PUNPENU3T or enter the following URL www.theconferencingservice.com/prereg/key.process and use the same registration key.
 


About Southern Union Company

Southern Union Company, headquartered in Houston, is one of the nation’s leading diversified natural gas companies, engaged primarily in the transportation, storage, gathering, processing and distribution of natural gas. The company owns and operates one of the nation’s largest natural gas pipeline systems with approximately 20,000 miles of gathering and transportation pipelines and North America’s largest liquefied natural gas import terminal, along with serving more than half a million natural gas end-user customers in Missouri and Massachusetts.  For further information, visit www.sug.com.

Forward-Looking Information

This news release includes forward-looking statements.  Although Southern Union believes that its expectations are based on reasonable assumptions, it can give no assurance that such assumptions will materialize.  Important factors that could cause actual results to differ materially from those in the forward-looking statements herein are enumerated in Southern Union’s Forms 10-K and 10-Q as filed with the Securities and Exchange Commission.  The Company assumes no obligation to publicly update or revise any forward-looking statements made herein or any other forward-looking statements made by the Company, whether as a result of new information, future events, or otherwise.


 
 

 
 
     Select Financial Information
   The following table sets forth audited financial information for the company for the years ended December 31, 2008 and 2007.


   
Year ended December 31,
 
   
2008
   
2007
 
    (In thousands, except per share amounts)
             
Operating revenues
  $ 3,070,154     $ 2,616,665  
                 
Operating expenses:
               
Cost of gas and other energy
    1,774,682       1,483,715  
Operating, maintenance and general
    473,614       444,408  
Depreciation and amortization
    199,249       177,999  
Revenue-related taxes
    44,259       38,584  
Taxes, other than on income and revenues
    48,371       44,874  
   Total operating expenses
    2,540,175       2,189,580  
Operating income
    529,979       427,085  
                 
Other income (expenses):
               
Interest expense
    (207,408 )     (203,146 )
Earnings from unconsolidated investments
    75,030       100,914  
Other, net
    2,325       (883 )
   Total other income (expenses), net
    (130,053 )     (103,115 )
                 
Earnings before income taxes
    399,926       323,970  
                 
Federal and state income tax expense
    104,775       95,259  
                 
Earnings from continuing operations
    295,151       228,711  
                 
Discontinued operations:
               
Loss from discontinued operations before
    -       -  
     income taxes
               
Federal and state income taxes
    -       -  
Loss from discontinued operations
    -       -  
                 
Net earnings
    295,151       228,711  
                 
Preferred stock dividends
    (12,212 )     (17,365 )
                 
Loss on extinguishment of preferred stock
    (3,527 )     -  
                 
Net earnings available for common stockholders
  $ 279,412     $ 211,346  
                 
Net earnings available for common stockholders from
               
     continuing operations per share:
               
           Basic
  $ 2.26     $ 1.76  
           Diluted
  $ 2.26     $ 1.75  
                 
Net earnings available for common stockholders per share:
               
           Basic
  $ 2.26     $ 1.76  
           Diluted
  $ 2.26     $ 1.75  
Dividends declared on common stock per share
  $ 0.60     $ 0.45  
                 
Weighted average shares outstanding:
               
           Basic
    123,446       119,930  
           Diluted
    123,644       120,674  


 
 

 
 
     Select Financial Information
          The following table sets forth unaudited financial information for the company for the three months ended December 31, 2008 and 2007.

 
   
Three months ended December 31,
 
   
2008
   
2007
 
    (In thousands, except per share amounts)
             
Operating revenues
  $ 727,118     $ 722,911  
                 
Operating expenses:
               
Cost of gas and other energy
    343,511       414,680  
Operating, maintenance and general
    117,349       125,426  
Depreciation and amortization
    51,256       45,969  
Revenue-related taxes
    14,599       12,086  
Taxes, other than on income and revenues
    11,536       11,639  
   Total operating expenses
    538,251       609,800  
Operating income
    188,867       113,111  
                 
Other income (expenses):
               
Interest expense
    (52,872 )     (49,112 )
Earnings from unconsolidated investments
    15,579       18,928  
Other, net
    498       (2,683 )
   Total other income (expenses), net
    (36,795 )     (32,867 )
                 
Earnings before income taxes
    152,072       80,244  
                 
Federal and state income tax expense
    29,515       26,512  
                 
Net earnings
    122,557       53,732  
                 
Preferred stock dividends
    (2,171 )     (4,341 )
                 
Gain on extinguishment of preferred stock
    504       -  
                 
Net earnings available for common stockholders
  $ 120,890     $ 49,391  
                 
Net earnings available for common stockholders per share:
               
           Basic
  $ 0.98     $ 0.41  
           Diluted
  $ 0.97     $ 0.41  
Dividends declared on common stock per share
  $ 0.15     $ 0.15  
                 
Weighted average shares outstanding:
               
           Basic
    123,986       120,035  
           Diluted
    124,032       120,770  

 
 

 

Select Financial Information Continued
 
   The following table sets forth certain select, audited financial information for the company as of and for the years ended December 31, 2008 and 2007.


   
December 31,
 
   
2008
   
2007
 
   
(In thousands of dollars)
 
Total assets
  $ 7,997,907     $ 7,397,913  
Long Term Debt
    3,257,434       2,960,326  
Short term debt and notes payable
    462,082       557,680  
Preferred stock
    115,000       230,000  
Common equity
    2,252,952       1,975,806  
Total capitalization
    6,087,468       5,723,812  
                 
                 
   
Year ended December 31,
 
   
2008
   
2007
 
Cash flow information:
 
(In thousands of dollars)
 
Cash flow provided by operating activities
  $ 486,827     $ 470,408  
Changes in working capital
    (64,992 )     (46,232 )
Net cash flow provided by operating activities
               
   before changes in working capital
    551,819       516,640  
Net cash flow used in investing activities
    (568,952 )     (666,604 )
Net cash flow provided by financing activities
    80,753       196,135  
Change in cash and cash equivalents
  $ (1,372 )   $ (61 )


 
 

 

 
    Select Financial Information Non-GAAP
      The following table sets forth certain select audited financial information for the company’s segments and a reconciliation of EBIT to net earnings for the years ended December 31, 2008 and 2007.

 
   
Year Ended December 31,
 
Segment Data
 
2008
   
2007
 
   
(In thousands)
 
Revenues from external customers:
           
Transportation and Storage
  $ 721,640     $ 658,446  
Gathering and Processing
    1,521,041       1,221,747  
Distribution
    821,673       732,109  
   Total segment operating revenues
    3,064,354       2,612,302  
Corporate and other
    5,800       4,363  
    $ 3,070,154     $ 2,616,665  
                 
Depreciation and amortization:
               
Transportation and Storage
  $ 103,807     $ 85,641  
Gathering and Processing
    62,716       59,560  
Distribution
    30,530       30,251  
    Total segment depreciation and amortization
    197,053       175,452  
Corporate and other
    2,196       2,547  
    $ 199,249     $ 177,999  
                 
EBIT:
               
Transportation and Storage segment
  $ 404,834     $ 407,459  
Gathering and Processing segment
    145,363       65,368  
Distribution segment
    61,418       62,195  
Corporate and other
    (4,281 )     (7,906 )
Total EBIT
    607,334       527,116  
Interest expense
    207,408       203,146  
Earnings before income taxes
    399,926       323,970  
Federal and state income tax expense
    104,775       95,259  
Earnings from continuing operations
    295,151       228,711  
Loss from discontinued operations before income taxes
    -       -  
Federal and state income tax expense
    -       -  
Net earnings
    295,151       228,711  
Preferred stock dividends
    12,212       17,365  
Loss on extinguishment of preferred stock
    3,527       -  
          Net earnings available for common stockholders
  $ 279,412     $ 211,346  

               
The Company evaluates segment performance based on several factors, of which the primary financial measure is earnings before interest and taxes (EBIT).  EBIT allows management and investors to more effectively evaluate the performance of all of the Company’s consolidated subsidiaries and unconsolidated investments.  The Company defines EBIT as net earnings available for common shareholders, adjusted for: (i) items that do not impact earnings from continuing operations, such as extraordinary items, discontinued operations and the impact of changes in accounting principles; (ii) income taxes; (iii) interest; (iv) dividends on preferred stock; and (v) loss on extinguishment of preferred stock.
 
 

 

     Select Financial Information Non-GAAP
        The following table sets forth certain select audited financial information for the company’s segments and a reconciliation of EBIT to net earnings for the three months ended December 31, 2008 and 2007.

 
   
Three months ended December 31,
 
Segment Data
 
2008
   
2007
 
   
(In thousands)
 
Revenues from external customers:
           
Transportation and Storage
  $ 192,856     $ 168,747  
Gathering and Processing
    272,728       334,636  
Distribution
    260,224       218,245  
   Total segment operating revenues
    725,808       721,628  
Corporate and other
    1,310       1,283  
    $ 727,118     $ 722,911  
                 
Depreciation and amortization:
               
Transportation and Storage
  $ 26,922     $ 22,007  
Gathering and Processing
    16,179       15,711  
Distribution
    7,261       7,605  
    Total segment depreciation and amortization
    50,362       45,323  
Corporate and other
    534       646  
    $ 50,896     $ 45,969  
                 
EBIT:
               
Transportation and Storage segment
  $ 112,012     $ 106,553  
Gathering and Processing segment
    77,722       23,862  
Distribution segment
    24,685       13,033  
Corporate and other
    (9,475 )     (14,092 )
    Total EBIT
    204,944       129,356  
Interest expense
    52,872       49,112  
Earnings before income taxes
    152,072       80,244  
Federal and state income tax expense
    29,515       26,512  
Earnings from continuing operations
    122,557       53,732  
Loss from discontinued operations before income taxes
    -       -  
Federal and state income tax expense
    -       -  
Net earnings
    122,557       53,732  
Preferred stock dividends
    (2,171 )     (4,341 )
Gain on extinguishment of preferred stock
    504       -  
          Net earnings available for common stockholders
  $ 120,890     $ 49,391  




 
 

 
 
Select Financial Information Non-GAAP
 
   The following tables set forth a reconciliation of EBIT to adjusted EBIT (a non-GAAP measure) for the company and select business segments for the years and three months ended December 31, 2008 and 2007.


   
Year ended December 31,
 
   
2008
   
2007
 
   
(In thousands of dollars)
 
Southern Union Company:
           
     Reported EBIT
  $ 607,334     $ 527,116  
     Adjustments:
               
          Citrus litigation settlement
    -       (7,500 )
          Recorded liability settlement
    -       (7,600 )
          Write-down in carrying value of Scranton facility
    -       6,900  
          Transwestern Pipeline ownership exchange gain
    -       -  
          Non-recurring transaction related bonuses
    -       -  
          Mark-to-market unrealized hedging (gain) loss
    (59,706 )     -  
     Adjusted EBIT
  $ 547,628     $ 518,916  
                 
Transportation & storage segment:
               
     Reported EBIT
  $ 404,834     $ 407,459  
     Adjustments:
               
          Citrus litigation settlement
    -       (7,500 )
          Recorded liability settlement
    -       (7,600 )
          Transwestern Pipeline ownership exchange gain
    -       -  
     Adjusted EBIT
  $ 404,834     $ 392,359  
                 
Gathering & processing segment:
               
     Reported EBIT
  $ 145,363     $ 65,368  
     Adjustments:
               
          Mark-to-market unrealized hedging (gain) loss
    (59,706 )     -  
     Adjusted EBIT
  $ 85,657     $ 65,368  
                 
   
Three months ended December 31,
 
   
2008
   
2007
 
   
(In thousands of dollars)
 
Southern Union Company:
               
     Reported EBIT
  $ 204,944     $ 129,356  
     Adjustments:
               
          Mark-to-market unrealized hedging (gain) loss
    (62,304 )     -  
     Adjusted EBIT
  $ 142,640     $ 129,356  
                 
Gathering & processing segment:
               
     Reported EBIT
  $ 77,722     $ 23,862  
     Adjustments:
               
          Mark-to-market unrealized hedging (gain) loss
    (62,304 )     -  
     Adjusted EBIT
  $ 15,418     $ 23,862  

 
 

 

Select Financial Information Non-GAAP
 
    The following tables set forth a reconciliation of operating revenues to net operating revenues and adjusted net operating revenues for the company for the year and three months ended December 31, 2008 and 2007.


   
Year ended December 31,
 
   
2008
   
2007
 
   
(In thousands of dollars)
 
Operating revenues
  $ 3,070,154     $ 2,616,665  
     Cost of gas and other energy
    (1,774,682 )     (1,483,715 )
     Revenue-related taxes
    (44,259 )     (38,584 )
Net operating revenues
    1,251,213       1,094,366  
     Adjustments:
               
          Mark to market (gain) loss on open economic hedges
    (59,706 )     -  
Adjusted net operating revenues
  $ 1,191,507     $ 1,094,366  
                 
                 
   
Three months ended December 31,
 
   
2008
   
2007
 
   
(In thousands of dollars)
 
Operating revenues
  $ 727,118     $ 722,911  
     Cost of gas and other energy
    (343,511 )     (414,680 )
     Revenue-related taxes
    (14,599 )     (12,086 )
Net operating revenue
    369,008       296,145  
     Adjustments:
               
          Mark to market (gain) loss on open economic hedges
    (62,304 )     -  
Adjusted net operating revenues
  $ 306,704     $ 296,145  
 
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