Good day, and welcome to the DT Midstream Third Quarter 2022 Earnings Conference Call. Please note today's conference is being recorded. All lines have been placed on mute to prevent any background noise. After the speaker's remarks, there will be a question-and-answer session. If you would like to ask a question during this time, simply press star followed by the number one on your telephone keypad. If you would like to withdraw your question, press star followed by the number one again. Thank you. At this time, I would like to turn the conference over to Todd Lohrmann, Director of Investor Relations. Mr. Lohrmann, you may begin your conference.
Good morning, and welcome, everyone. Before we get started, I would like to remind you to read the safe harbor statement on page two of the presentation, including the reference to forward-looking statements. Our presentation also includes references to non-GAAP financial measures. Please refer to the reconciliations to GAAP contained in the appendix. Joining me this morning are David Slater, President and CEO, and Jeff Jewell, Executive Vice President and CFO. I'll now turn it over to David to start the call.
Thanks, Todd, and good morning, everyone, and thank you for joining. I'll start today's call by discussing our financial performance, then review our key growth initiatives that we executed during the quarter, and provide an update on our other major development projects and commercial initiatives. I'll turn it over to Jeff to review our third quarter financial results and outlooks. With that, we had another strong quarter with both business segments delivering great results. As I communicated on our second quarter call, the business was running ahead of plan, and we expected growth to be weighted towards the second half of the year. As you can see in our third quarter results, we are delivering that growth.
As a result, we are increasing our 2022 Adjusted EBITDA guidance range to $810-$825 million, which reflects the strong performance from our base business and the uplift from our recent Millennium Pipeline acquisition. We continue our focus on organic growth opportunities, and I'm excited to report that we reached a final investment decision on a phase three Haynesville system expansion, which will add another 200 million cubic feet a day of capacity on LEAP, backed by a long-term firm contract. This is another example of our ability to add timely and efficient increments of capacity to LEAP and provide a low-risk economic pathway for our customers to access attractive domestic and LNG export markets on the Gulf Coast.
This latest phase, combined with the previously announced expansions, will increase the capacity of LEAP by 90% from 1 Bcf/d a day to 1.9 Bcf/d a day, and we remain in active commercial discussions for further expansions. A few weeks ago, we closed on the Millennium Pipeline acquisition that resulted in us doubling our ownership interest in the asset. The transaction is immediately accretive, significantly accelerates our growth plan, and directly aligns with our core investment thesis. This was a great opportunity for us to increase our ownership in this fully contracted pipeline, and we are very pleased to be the majority owner of this premier asset, which we helped develop and have owned since 2008 and successfully expanded in 2019.
With our additional ownership of Millennium, we are further increasing the contribution from our pipeline segment, which was approximately 55% this quarter and will be close to 60% in 2023. Now, for an update on our ongoing growth projects. All projects remain solidly on track, both from a cost and schedule perspective, and we have been successful in optimizing our capital outlays for these projects this year. During the third quarter, we completed a portion of our Blue Union expansion, which we'll continue to phase in through the first quarter of 2024, supporting our customers' drilling plan and our LEAP expansions. We also placed in service our phase I Appalachian Gathering System expansion during the third quarter, which supported incremental volume growth.
We continue to see strong interest for capacity out of Appalachia on Stonewall as well as Nexus as takeaway constraints remain an issue for producers. On Nexus, we recently executed another new five-year agreement at attractive rates. We are also advancing our CCS opportunity in Louisiana and are finalizing our Class VI well permit application, which we plan to file with the EPA by the end of November, representing an acceleration from our previous filing target. I'll now pass it over to Jeff to walk you through our quarterly financials and outlook.
Thanks, David, and good morning, everyone. In the third quarter, we delivered overall Adjusted EBITDA of $207 million, which was driven by strong performance in both our pipeline and gathering segments. The pipeline segment delivered strong sequential quarterly growth after adjusting for the impact of a one-time settlement that was recognized in the second quarter. Segment results were driven by higher revenues from increased short-term rates on LEAP and improved contracting on Nexus. Gathering segment results were driven by higher volumes on Blue Union due to capacity expansion. Operationally, total gathering volumes across both the Haynesville and Northeast averaged over 3 Bcf/d a day in the third quarter, which is a 15% increase from Q3 2021, and was driven by the in-service of expansion projects in both regions.
With our strong year-to-date business performance and confidence in the balance of the year, we are increasing our 2022 Adjusted EBITDA guidance range to $810 million-$825 million, which also includes the fourth quarter uplift of the Millennium Pipeline acquisition. We are also moving our overall 2022 capital guidance range to $860 million-$910 million to reflect the Millennium Pipeline acquisition and favorable retiming and efficiencies on our organic growth projects. Additionally, we are raising our 2023 Adjusted EBITDA early outlook range to $865 million-$905 million to reflect the incremental full-year uplift of the Millennium Pipeline acquisition.
We look forward to providing a complete update of our 2023 guidance on our year-end call, which will include a refreshed view for our base business and our long-term growth capital plan. I also wanted to provide an update regarding our balance sheet strength and flexibility. Earlier this month, we upsized our revolving credit facility to $1 billion, extended the term out by another year to 2027, lowered the fee structure, and included fallaway language for when we achieve investment grade. We remain committed to the strength of our balance sheet and our 4x leverage ratio ceiling. I'll now pass it back over to David for more details on our ESG program and closing remarks.
Thanks, Jeff. We remain focused on advancing our ESG agenda, and we are participating in two industry organizations focused on energy transition initiatives, the Appalachian Energy Future and the Appalachian Regional Clean Hydrogen Hub. We look forward to collaborating with these groups as we seek to develop clean energy opportunities for the region. In summary, we continue to be very pleased with our 2022 financial, commercial, and operational successes. The company is very well positioned to significantly grow and deliver stable, durable returns for 2023 and into 2024 and well beyond. We can now open up the line for questions.
At this time, I would like to remind everyone in order to ask a question, press star, then the number one on your telephone keypad. We'll pause for just a moment to compile the Q&A roster. Your first question comes from the line of Jeremy Tonet with JP Morgan.
Hey, good morning.
Morning, Jeremy.
Just want to dial in a little bit on your commentary with regards to the base business improving. Wondering if you could help us kind of quantify that a bit or think about that a bit more in, especially as it relates to 2023. Is there any reasons that wasn't kind of rolled into the you know, the guidance update there for 2023? Just wondering along those lines what you can say.
Hey, Jeremy. Yeah, we'll provide a refreshed look on the year-end call. As you know, a lot of our customers don't settle out on their planning until the end of the year, sometimes even early into the next year. We wanna give you a really clear and high-quality look. We're gonna just sit tight on that. We're very confident in what we're providing right now. Like I said, we'll refresh that for everybody in the year-end call.
Got it. Was also wondering, I guess, what more you can say on CCS in Louisiana. You know, I guess thoughts on the state getting primacy in just the local environment there. I think we saw Livingston Parish some you know kind of push back against CCS infrastructure. Just wondering if you could kind of update us on what you see on the ground there.
Sure. The first thing is that we're accelerating our Class VI well permit. We expect to do that federally. We're very aware that Louisiana is working with the EPA to get primacy, but unclear as to when that will occur. We just wanna move forward to hold schedule. That'll happen here in November. We're very engaged locally right now on this project and you know, doing what we normally do across our business, which is engage at the local level, work through the details with all the local officials, including the state officials and individual landowners. That's sort of the season of the project that we're in right now. We're in that local engagement season.
I don't really wanna get into more details at this point, Jeremy, but suffice it to say that everything's moving forward as planned.
That's helpful. Just real quick, last one here. Who was the five-year agreement with, and what are the prospects for more of those coming through? What size was that contract again?
You're referring to the Nexus contract, Jeremy?
Yes, sir.
It's a five-year contract, and this will be public information. That's Coterra, investment-grade counterparty, $50 million a day.
Got it. I'll leave it there. Thank you.
Great. Thanks, Jeremy.
Your next question comes from the line of John Mackay with Goldman Sachs.
Hey, everyone. Thanks for the time. Wanted to maybe just pick up on the 2022 guidance again. It looks like a little under half of the increase is Millennium. The other half, like you said, is base business. I just, I think Jeremy asked this, but I want to follow up on it. What exactly are you seeing so far this year that's pushing you higher? Maybe you could just kind of break out some specifics.
Sure, John. I'll give you a few thoughts, and then Jeff can maybe give you a few more details. I'd say a couple of things. One is timing of some of the expansions that we're in flight on. I believe a few of them came in a little earlier than we had in the original plan, which allowed those volumes to flow and corresponding incremental revenue to come through. We were also seeing some favorability across the portfolio in our pipeline segment. Jeff, maybe you can provide a few details on that.
Yeah. Good morning. That's really the continuation of the discussion we've been providing throughout the year. You know, we've been seeing favorability across all of our platforms. You know, we saw that all year, and that same thing as we saw here in the third quarter. We also noted that we had a couple of short term. You know, we're able to optimize around some of the capacity around LEAP and some of the other places, which again has added incremental favorability to us. We'd also just point you to the year-end guidance that we've provided. We feel very confident about that guidance that we're providing for the full year, and that's what you know, we guide everybody to.
Okay. Maybe let's pick up on gathering a little bit more. There's been a little bit of a back and forth all year between volumes and margins. We saw gathering EBITDA up less than volumes overall were. Maybe you can just talk a little bit about what you're seeing on margins there and maybe how that should trend over the next couple of quarters.
Sure, John. I'll maybe just remind everybody sort of how some of this is working in the portfolio. For some of our LEAP activity, that is coming in on what I'll call a short haul on the gathering system. We're seeing the gathering volumes ramp, but that is coming through at a different rate than what I'll call the full monty gathering, where we're doing gathering and treating and then delivering to the pipelines. That's probably the easiest way to explain it to help you guys understand how that plays through.
Thank you for that. Maybe just following up on that quickly. Any sense you can share on this as we're looking into fourth quarter and going forward on the volume side? I mean, are those short-term volumes that should roll off? Or, is this growth we saw in the third quarter kind of ratable as we look into 2023?
Yeah, I think we're gonna continue to see strong volumes in the fourth quarter as we kind of sit here today. So that's gonna play through, I believe. Yeah, I wouldn't expect any surprises in the fourth quarter.
All right. That's great. Appreciate the time.
Yep.
Your next question comes from the line of Marc Solecitto with Barclays.
Hi. Good morning, and congrats on the solid quarter. Maybe just sticking with the Haynesville here. Should we think the sequential increase in volumes was really just a partial quarter contribution from the Blue Union expansion capacity that came on? Or any update on where volumes are today? And then as it relates to the ramp through 1Q 2024, should we expect that to be fairly ratable from here?
Thanks, Marc, for the comments on the quarter. Maybe we'll just start with the third quarter. Yeah, we brought in incremental facilities through the quarter, so that exit, you know, what I'll call our exit rate, is probably gonna be more indicative of what the fourth quarter will look like. In terms of next year, I, just to be honest with you, I don't have those numbers sitting in front of me, so I don't want to make a comment without having that data in front of me. We can certainly follow up offline with you on the details around 2023.
Got it. Just to follow up there, what was the exit rate at the end of 3Q ?
Jeff, do you have that handy?
Yeah, I sure do. Yeah, right here on page. Where have we got that? On page. Yeah, on page five, you can see where our average volumes were for the quarter. For Haynesville, we were at, right at, you know, 166. Northeast is 135. You know, for our total gathering, we're right at average of about 3 Bcf/d.
Got it. You've now sanctioned 900 million cubic feet of capacity expansions on LEAP, and you have 500 MMcf of capacity being added on Blue Union. Should we think there is more expansion opportunities on Blue Union tied to the LEAP capacity coming on with phase III? Or could you talk about some of the dynamics there?
Yeah. I think the simplest way to describe that is for some of the LEAP expansions, a portion of it is going to be fed through the Blue Union Gathering System. A portion of those expansions, we're gonna be picking up that treated gas from third-party gathering systems.
Got it. Appreciate the time.
Yep, no problem. Thanks for the questions.
Thanks, Marc.
Your next question comes from the line of Alex Kania with Wolfe Research.
Hey, good morning. Thanks for taking the questions. Maybe the first question is just following up on the Class VI well permit. Just the thought process behind accelerating it. Was it really just kind of an acceleration of interest from, you know, customers coming from, you know, IRA, the increased, and the increased 45Q tax credit? And then maybe also just again, thinking about your understanding about how the process of permitting goes in terms of, you know, timelines, from that as well through the EPA process.
Sure. Good morning, Alex. Great question. I'd say for us, the acceleration is we just want to move through the process. If we can shave a month off that timeline, that's great. We were ready to go with filing, so it's no more complicated than that. In terms of where we go from here once we actually file, I think there's a lot of. Well, there's not been a lot of people through the process, I'll say it that way. I think as we navigate through it, we'll be as transparent as we can be with you, as we get a better sense of the timeline.
I'd say the general consensus is it's an 18-24 month window, but I think we'll learn more as we get into the process and get engaging more directly with the regulator and navigate those different requirements. But again, like I said earlier, we've been really working closely with all the stakeholders with the goal to put forward a high-quality application so that we can move swiftly and successfully through the process.
Great. Thanks. Just, excuse me, a follow-up on Millennium. Just thinking, you know, if you could give a little bit more color on kind of ultimately how you think about. Obviously, it was financed with cash and kind of, you know, credit facility draws. Just how do you think about optimizing the financing costs in the kind of current interest rate environment, maybe over time?
Yeah. I'll start and then maybe pass it over to Jeff to fill it in. As you alluded to, we're sitting on a significant cash position. The business has been performing really well since we've spun, you know, running well ahead of plan. Yes, we had a significant cash component that we used for that acquisition. Then as Jeff alluded in his comments, we are using the revolver to top that up. Jeff, maybe you can provide some comments on kind of the immediate term and maybe a longer-term view.
Yeah, sure can.
Yeah.
Good morning, Alex. Yeah. Again, we're really pleased with where we sit strategically, the way the balance sheet is set up. Like David mentioned, we used cash. We're ahead of plans. We're able to use more of that. We used the revolver. Now because of what we've got available both with the Term Loan B and then with the revolver, we've got strategic options, the ability to be able to pay that down, and we've got a couple of options on how to do that, and we're reviewing those. We've got project financing capabilities to take that on, and then we could also do, you know, term some of that activity out. Just as a reminder, you know, we don't have any maturity due for several years.
Again, we've got a lot of flexibility in how we manage this. Again, overall, we're pretty pleased with where we're sitting.
Great. Thanks very much.
Your next question comes from the line of Robert Mosca with Mizuho.
Hi, everyone. Thanks for taking my question. Just, you know, wondering how does the Millennium purchase fit within your five-year CapEx outlook at $1.2 billion-$1.7 billion? Does that five-year plan kind of still exist outside of Millennium's purchase or is it part and parcel?
Yeah. Good morning, Robert Mosca. Great question. I'd say we're using some of that original plan in this acquisition. As we alluded to on the call, we will bring forward kind of a refreshed long-term view on our capital plan on the year-end call. Yeah, that's kind of how we're thinking about it right now. A portion of that, you know, the midpoint of $1.5 billion, as everyone on the call knows, we've deployed a significant amount of that already organically across the portfolio, and all those projects are in flight over the next couple of years. You know, this is a piece of that total. Again, we'll give you a refreshed view on the year-end call. I'm gonna pick up on my earlier comment from the earlier question.
The business is running ahead of plan across the board, also on the balance sheet side. It's enabling us additional balance sheet flexibility as we pursue additional investment opportunities.
Got it. That's helpful. Maybe David, you can kind of talk about the decision to buy the Millennium stake as opposed to maybe deploying capital in areas that might have a little bit more growth like the Haynesville. Was this just more about it's an asset you knew, you're building scale with a pretty high-quality contract base? Should we interpret this to mean that maybe Haynesville M&A is not really in the playbook for right now?
Yeah. Well, why don't I address sort of that strategic rationale first on the Millennium acquisition. Number one, whenever we're deploying capital, we always look really closely at the fundamentals around an asset. For Millennium, first off, it's an asset that we know intimately because of our ownership and our development history with that asset. Very strong supply fundamentals on the supply side of the asset, and extremely strong demand fundamentals on the market side. Just to remind everybody, this asset serves the highest price market in North America, which is New England. Very strong demand signals. The price signals would tell us in the general market that that market is short natural gas capacity for the long term on the forward curve. The fundamentals were very strong around the asset.
In terms of aligning with our investment thesis, as you alluded to, it's fully contracted with strong, stable cash flows. It's an irreplaceable asset in an area of the country that is very difficult to build incremental capacity in. Again, that was part of the thinking. The other part would be, you know, our partnership agreement. You know, we've had two really good partners in that asset since it was built, you know, TransCanada and National Grid. The way the partnership agreement is structured is, you know, partners have preferential rights if one partner wants to exit. You can't predict when that's gonna happen, but that option value is in our portfolio, and we had an opportunity to exercise that option value with this transaction.
I'd say lastly, it adds some scale to our pipeline segment, which is the higher value segment in our mix. All of those considerations rolled into the rationale for completing that transaction. Hopefully that was helpful, Rob.
Yeah. No, thanks. That was great color. Maybe lastly, I know in the past you've said that you plan to grow your dividend to measure it with cash flows. I guess when you talk to the board early next year, is this something that you might highlight as to why you can nudge that dividend towards the higher end of your growth guidance range?
Yeah. Hi, Rob. Yeah. Right. We're gonna continue with our guidance that we will continue to grow our dividend in line. You know, we believe that's part of the total shareholder return and investment thesis for us. We'll grow it in line with our cash flows. Obviously, as our cash flows grow, well, then we'll surely consider that as a part of the dividend piece. That's probably about as far as we wanna talk about what we're thinking about on the dividend. We'll grow it in line with the cash flows.
We did that this year, earlier this year, right?
Right.
We grew. We had a really strong first year out of the gate.
Yep
post-spin, and that got reflected this year in our behavior with the dividend. You should expect similar behavior in the future.
Right.
All right. I can certainly appreciate that. Have a great day, everyone.
Yeah, you too, Rob. Thanks, Rob.
Your next question comes from the line of Michael Blum with Wells Fargo.
Hey, good morning, everyone. Maybe just to stay-
Morning, Michael.
Morning. Maybe just to stay on the Millennium acquisition for a second. Really want to get more of your broader thoughts on M&A here. Do you see additional opportunities to increase interest in assets where you already have a stake? Would you look at other assets in your two operating regions? Just wanna get your kind of broader thoughts on this.
Sure. Well, as I said earlier, for all of our partnership assets, we have, you know, unique features in all those partnerships. I refer to it as option value. You know, if those options ever strike, we will obviously look at that. As we've said in the past, when we look at deploying the capital, we really like to deploy it to organic opportunities. We have just a rich set of organic opportunities in the portfolio today in both Appalachia and the Haynesville, and have been just meticulously executing on those. We haven't missed any of those opportunities. What happened with Millennium was truly incremental and would have been outside the original plan. It was that option value event that occurred.
In terms of M&A more broadly, we are very aware of the assets in our neighborhood that are consistent with our investment thesis that are on the market. We look at them. We go back to that value creation equation at the end of the day. That they have to fit within the capital plan, and they have to drive long-term value creation for you, the shareholders, ultimately. We continue to maintain that discipline lens on M&A and stay very aware of it, but also aware of where it sits in the priority. It's probably number 2 in our capital allocation priority vis-à-vis organic greenfield.
Got it. Okay, that makes sense. Thank you. Second question, just wanna make sure if I'm doing my math correctly, if I back off the Millennium CapEx, it looks like both your growth and maintenance CapEx for 2022 came down. I wonder if you could just speak to that. Does that mean anything in terms of cadence or run rate going forward into 2023 and beyond? Thanks.
Sure. Your math is correct. They did come down. I think we alluded to that a little bit on this, at least I did on the second quarter call in one of my comments, is that we're always looking at ways to number one, reduce the CapEx on new projects or defer the outlay of the capital, which enhances returns on those projects. We were successful in doing that without impacting the projects or impacting the schedule on any of the projects. Hats off to the construction group for being able to achieve that.
On the maintenance CapEx, again, just I think as we were doing our work this year, we're just able to be a little more efficient on some of the maintenance CapEx vis-à-vis what we had in the original guidance, and we wanted to reflect that in the update here in Q3.
Great. Thank you so much.
There are no further questions at this time. I'll turn the call over to David Slater for closing remarks.
Well, thank you for joining us today, and we certainly appreciate all the questions and your interest in DT Midstream. Have a great day and a wonderful weekend, everybody. Take care.
This concludes today's conference. You may now disconnect.