Richard Kinzley
Analyst · Bank of America
All right. Thanks, Dave, and good morning. I'm going to jump right in on Slide 11. On Slide 11, we reconciled GAAP earnings to earnings from continuing operations as adjusted a non-GAAP measure. We do this to isolate special items and communicate earnings to better represent our ongoing performance. As shown on this slide, we now report our oil and gas segment as discontinued operations, given our ongoing exit of that business. We also experienced other special items not reflective of our ongoing performance in each of the last five quarters. The first special item is acquisition-related expenses such as advisory fees, financing and other third-party consulting costs, associated with the SourceGas acquisition and integration. We completed the vast majority of the integration work related to the acquisition in 2016 and finished the remaining items in 2017. The second special item relates to income taxes, and is predominantly the result of tax reform. The corporate tax rate changed from 35% to 21%, required a onetime revaluation of our deferred tax assets and liabilities, which resulted in a net reduction to income tax expense. I'll talk more about tax reform in a few minutes. These special items are not reflective of our ongoing performance. And accordingly, we reflect them on an as adjusted basis. As adjusted EPS for the fourth quarter was $0.98 per share compared to $1.06 per share in the fourth quarter last year. For the full year, as adjusted EPS increased over 7% in 2017 to $3.36 per share compared to $3.13 per share in 2016. This growth was driven mainly by a full year of earnings contribution from the SourceGas acquisition, which closed in mid-February, 2016. Slide 12 displays our fourth quarter revenue and operating income. Consolidated revenue and operating income were effectively flat comparing fourth quarter 2017 to fourth quarter 2016. It's important to note that since we re-classed our oil and gas results to discontinued operations, allocated corporate costs, which had previously been charged to oil and gas, have now been reallocated to our other business segments for 2017, slightly impacting results at each business. Slide 13 displays the full year revenue and operating income. Revenue increased 9% and operating income increased 11%, as we closed the SourceGas acquisition on February 12, 2016 and enjoyed 42 more days of operating results in 2017 from those Gas Utilities. Operating income improved at each operating business segment in 2017 other than our Electric Utilities segment. I'll discuss each operating segments quarterly and annual results on the following slides. At the Corporate segment, the notable improvement reflects the reduction in internal labor charges to acquisition and integration activities in 2017 as compared to 2016. With the substantial completion of the integration in 2016, our employees moved on to other projects and initiatives in 2017, and the associated internal labor costs have predominantly been charged to our Utility segments in 2017. Slide 14 displays our fourth quarter and full year income statements. Comparing 2017 to 2016, we delivered growth in operating income and income before taxes for the fourth quarter and the full year. Gross margin, operating expenses and DD&A showed small increases for the fourth quarter compared to 2016, while the full year for those line items showed substantial growth year-over-year, reflecting a full year of the SourceGas Utilities in 2017. As I noted, we closed that acquisition midmonth in 2016, so we picked up 1.5 month of the heating season at those utilities in 2017. Acquisition costs decreased in 2017, as we completed the vast majority of that work in 2016. Interest expense was flat in the fourth quarter compared to 2016, as debt balances were fairly consistent in each year's fourth quarter. But interest expense for the full year was higher as we had a higher average debt balance in the first half of 2017 compared to 2016. In the fourth quarter of 2017, we recognized a $19 million onetime reduction in income tax expense, most of which related to tax reform. I'll address tax reform shortly. If you were to add this $19 million tax benefit to our tax expense for the fourth quarter and full year 2017, our effective tax rate would've been approximately 32% for the quarter and approximately 30% for the full year. The loss from discontinued operations is reflective of our oil and gas segment and includes substantial noncash impairments in all periods shown. The noncontrolling interest represents the 49.9% interest in the Colorado IPP plant we sold to a third party in May 2016. After adjusting for discontinued operations in the special items, income from continuing operations as adjusted increased 11% from $167 million in 2016 to $185 million in 2017. EBITDA grew by $52 million or 9%. I'll take a moment to provide further color around our share count. Diluted shares outstanding increased by 1.8 million in 2017 over 2016 due to 2 factors. First, approximately 1.2 million additional weighted average shares are included in 2017 compared to 2016, from issuances of equity through our At-the-Market equity offering program during 2016. Second, an additional approximately 600,000 weighted average shares are included in 2017 due to the application of the treasury stock method of accounting for our unit mandatory convertible securities. We issued the unit mandatories in Q4 2015 to help fund the SourceGas acquisition, and these will convert from debt to equity prior to November of this year, resulting in approximately 6.3 million additional shares being added to our basic share count. Until that conversion occurs, we are effectively phasing in the dilution through the treasury stock method. Whereby, if the average stock price during the reporting period is above the conversion price, a portion of the dilutive effect is reflected in the fully diluted share count. With a reference conversion price of $47.29 and an average share price of $65.85 during 2017, we will require to add approximately 1.8 million shares to the diluted share count in 2017 as compared to 1.2 million shares in 2016. Since we've had some confusion around our diluted share count surrounding the unit mandatories, I will tell you that in our 2018 guidance, we are including approximately 56 million weighted average fully diluted shares outstanding. We don't plan to issue any new equity this year. And after the unit converts later this year, we will have approximately 59.5 million basic shares outstanding as we move into 2019. Considering other small dilutive items such as equity compensation that are typically included in fully diluted share count, our weighted average fully diluted share count in 2019 should be around 60 million shares. So that's 56 million shares for '18 and 60 million for '19. Slide 15 displays our Electric Utilities gross margin and operating income. The Electric Utilities gross margin was effectively flat for the fourth quarter compared to 2016, and increased nearly $20 million for full year 2017 compared to 2016. Investments in new generation and transmission, as well as increased commercial and industrial sales, drove the increase in gross margin year-over-year. Operating expenses were higher for the fourth quarter and full year as a result of increased expenses associated with new generation and transmission investments plus higher generation outage in major maintenance expense. Also 2017 O&M at the Electric Utilities include substantially more allocated costs, reflective of employee cost that were charged to corporate in 2016 related to integration activities, as well as allocated corporate cost that have been charged to our discontinued oil and gas business prior to the fourth quarter of 2017. Operating income decreased by $6.9 million for the fourth quarter in 2017 compared to 2016 and by $3.2 million for full year 2017 compared to 2016. The Electric Utilities placed 2 significant investments in service towards the end of 2016. The first was the 40-megawatt gas combustion turbine in Colorado. This project had a construction financing rider in 2015 and 2016, which began to increase earnings into 2016 ahead of the actual in-service plan. The second investment was the Peak View Wind Project in Colorado, which generates a large portion of its return to production tax credits. These credits amounted to $4 million more in 2017 than in 2016 due to a full year production in 2017 versus only 2 months in 2016. These credits are reflected in reduced income taxes rather than through operating income. Because of these factors, the Electric Utilities' year-over-year operating income performance doesn't fully reflect the economic contributions from these two investments. Moving to Slide 16. The results at our Gas Utilities for the fourth quarter this year were fairly flat compared to 2016, as increased margins were nearly offset by increased depreciation and property taxes. The Gas Utilities saw an increase of nearly $52 million in gross margin and $23 million in operating income comparing full year 2017 to full year 2016, with nearly all of these increases attributed to the addition of SourceGas. As I noted earlier, we closed that acquisition mid-February and picked that extra 1.5 months up in 2017 compared to 2016. As was the case in the Electric Utilities, the Gas Utilities had substantially more allocated cost in 2017 due to employee costs that were charged to corporate in 2016 related to integration work, as well as costs that have been charged to the discontinued oil and gas business prior to the fourth quarter of 2017. Despite those increased allocated costs, the Gas Utilities showed excellent growth in 2017. Next, I'll talk about weather and its financial impacts at both Electric and Gas Utilities when compared to normal. For both the fourth quarter and full year in 2017, weather was more mild than normal. In the fourth quarter, our Gas Utilities gross margin was negatively impacted by an estimated $2.1 million and our Electric Utilities gross margin was negatively impacted by approximately $600,000. For the full year, weather negatively impacted our Gas Utilities gross margin by an estimated $9.1 million, and our Electric Utility gross margins by an estimated $1.8 million. On Slide 17, you see the power generation operating income increased $1.1 million for the fourth quarter of 2017 compared to 2016, and increased by $1.3 million year-over-year, primarily from annual increases in power purchase agreement prices. The Power Generation segment continued to realize strong contract availability from its generating units and it continued its strong cash flow contributions to Black Hills. On Slide 18, in the fourth quarter, our mining segment had an $800,000 operating income decrease compared to the fourth quarter in 2016. For the quarter, revenue was $1.5 million higher, with favorable pricing offset by increased cost to move 10% more overburden in 2017 and increased cost from timing on major maintenance. For the full year 2017, mining operating income increased by $2.1 million. Revenue was $6.3 million higher as tons sold increased 10% compared to full year 2016, primarily driven by an extended outage at the Wyodak plants in 2016. We sell over 1/3 of our coal to this plant annually. Keep in mind though the revenue increase from these additional tons sold on that contract does not drop straight to operating income, as revenue-related royalties and taxes increase accordingly. On the cost side, we had increased cost of $4.2 million for the year, driven primarily by 14% more overburden yards moved in 2017, as we continued north into a higher strip ratio area of the mine. Our mine continues to perform at a high level, with sales almost entirely to on-site [indiscernible] plants and roughly half our sales based on a cost-plus pricing methodology. Slides 19 and 20 lay out the impacts to Black Hills' related to tax reform. First, I'll address the 2017 impact of tax reform. As required, we revalued our deferred taxes at year-end based on the lower corporate rate, resulting in a $300 million reliability, with a corresponding decrease to deferred taxes. That regulatory liability will generally be amortized over the remaining life of the associated assets sold 30 to 40 years. And the amortization will not affect the income statement. It will merely impact cash flow by roughly $5 million to $10 million a year. Also, it will take a few years to get to that level of amortization, as the amortization won't start in each jurisdiction immediately. We also recognized a $15 million noncash reduction to 2017 tax expense as a result of the deferred tax revaluation. Relating to 2018, we expect tax reform to impact earnings minimally, as the reduced tax benefit on holding company debt will be largely, but not completely, offset by the reduced tax expense on our nonutility earnings. We expect to maintain deductibility of our interest expense, including interest expense from holding company debt associated with the purchase of utility properties. From a cash flow perspective, we expect our cash flows to be negatively impacted by $35 million to $45 million annually, due to the lower revenue collection as our utility customers benefit from tax reform. Dave will address our -- a planned approach to regulatory matters on tax reform later. Slide 21 shows our capitalization. At year end, our net debt-to-cap ratio was 65.9%. This is down 120 basis points from year end 2016. Our $299 million of unit mandatory securities are reflected as debt on our balance sheet until the units convert to equity in the second half of this year, which will strengthen our capital structure. By year end 2018, we expect our net debt-to-cap ratio to be well under 60%. Despite some pressure from the effects of tax reform, our internally generated cash flows will largely fund our capital expenditures and dividends for the foreseeable future. We do not expect to issue any equity to fund our currently planned future capital expenditures or dividends, but we're keeping our At-the-Market equity offering program available in the event we need to finance additional capital spending not currently planned. In 2017, we did not issue any shares through the At-the-Market program. Slide 22 demonstrates that we're in good shape relative to upcoming debt maturities. In the first quarter of 2016, we executed significant debt financings to help fund the SourceGas acquisition. And in the third quarter of 2016, we accessed the debt markets at a time when conditions were beneficial to successfully refinance debt we assumed through the acquisition and term out other upcoming maturities. We also successfully implemented a commercial paper program in Q1 2017, which helped to minimize our short-term borrowing costs. We will need to remarket the debt associated with the unit mandatory convertibles in the second half of this year, and we will be evaluating our 2019 maturities for additional opportunities to refinance and/or term out the upcoming maturities. On Slide 23, you can see our current credit rating and outlook from each rating agencies. We are committed to maintaining our current solid investment-grade credit ratings and our forward forecasted credit metrics got those ratings, even when considering decreases in future cash flows expected to result from tax reform. Moving to Slide 24. We revised our 2018 earnings guidance range by $0.05, on both the top and bottom end to $3.30 to $3.50 per share. The primary drivers for this change are increasing short-term interest rate assumptions and the impact of tax reform. The assumptions for the 2018 guidance range are listed in the press release and on Slide 24. Slide 25 illustrates our track record of creating shareholder value. We are focused on long-term value creation, and Dave will touch on that more now in his strategic overview. Dave?