UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported) : February 14, 2005
Commission File No. 1-10403
TEPPCO Partners, L.P.
(Exact name of Registrant as specified in its charter)
Delaware |
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76-0291058 |
(State of
Incorporation |
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(I.R.S. Employer |
2929 Allen Parkway
P.O. Box 2521
Houston, Texas 77252-2521
(Address
of principal executive offices, including zip code)
(713) 759-3636
(Registrants telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 7.01 Regulation FD Disclosure.
TEPPCO Partners, L.P. (the Partnership) is furnishing herewith certain information it intends to present to analysts and investors on Feburary 14-15, 2005. This information, which is incorporated by reference into this Item 7.01 from Exhibit 99.1 hereof, is being furnished solely for the purpose of complying with Regulation FD.
A copy of the Investor Presentation is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits:
Exhibit |
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Description |
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99.1 |
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Presentation by the Partnership on February 14-15, 2005. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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TEPPCO Partners, L.P. |
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(Registrant) |
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By: Texas Eastern Products Pipeline Company, LLC |
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General Partner |
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/s/ CHARLES H. LEONARD |
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Charles H. Leonard |
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Senior Vice President and |
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Chief Financial Officer |
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Date: February 14, 2005
2
Exhibit 99.1
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[LOGO]
TEPPCO Partners, L.P.
Analyst and Investor Presentation
February 2005
Forward-looking Statements
The material and information furnished in this presentation contains forward-looking statements as such are described within various provisions of the Federal Securities Laws. Forward-looking statements include projections, estimates, forecasts, plans and objectives and as such are based on assumptions, uncertainties and risk analysis. No assurance can be given that future actual results and the value of TEPPCO Partners, L.P.s securities will not differ materially from those contained in the forward-looking statements expressed in this presentation and found in documents filed with the Securities and Exchange Commission. Although TEPPCO believes that all such statements contained in this presentationare based on reasonable assumptions, there are numerous variables either of an unpredictable nature or outside of TEPPCOs control that will impact and drive TEPPCOs future results and the value of its units. The receiver of this presentation must assess and bear the risk as to the value and importance he or she places on any forward-looking statements contained in this presentation. See TEPPCO Partners, L.P.s filings with the SEC for additional discussion of risks and uncertainties that may affectsuch forward-looking statements.
2
TEPPCO Partners, L.P.
One of the largest energy Master Limited Partnerships
Formed in 1990 with headquarters in Houston, Texas
Provides transportation and storage services to petroleum and natural gas industry, with >90% fee-based revenues
Strong focus on corporate governance and serving interests of limited partners
[GRAPHIC]
3
2004 Achievements
Solid performance across all business segments
EBITDA growth to $349 million, 6% above prior year
Distribution increase to $2.65/unit; 5.6% growth in distributions paid
Organic growth projects in 2004 position TEPPCO for further growth
Upstream: completion of Genesis integration and Basin expansion
Jonah: compression project increased capacity to 1.3 BCF/day
Val Verde: new connections provide access to additional gas reserves
Downstream:
Northeast propane system expansion
Cape Girardeau truck rack expansion
Acquisition of ConocoPhillips Mont Belvieuassets
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Record Income, EBITDA and Distributions
[CHART]
* Midpoint of expected ranges
Note: EBITDA = Operating Income + D&A + Equity EBITDA + Other Income, net
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Substantial Asset Growth
[CHART]
Asset base represents Net PP&E, intangible assets, other assets, and equity investments at year-end periods
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Volume Growth & Diversification
[CHART]
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The TEPPCO Systems
11,400 Miles of Pipelines in 16 States
[GRAPHIC]
Strategically Positioned to Capitalize on Market Opportunities
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TEPPCOs Three Business Segments
[GRAPHIC] |
[GRAPHIC] |
[GRAPHIC] |
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Upstream |
Midstream |
Downstream |
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Crude oil gathering, |
Natural gas gathering |
Refined products, LPG, |
transportation, storage |
and NGL |
and petrochemical |
and marketing |
transportation and |
transportation, storage |
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fractionation |
and terminaling |
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TEPPCO Corporate Strategy
Our Goal: To grow sustainable cash flow and distributions
Focus on internal growth prospects
Increase throughput on our pipeline systems
Expand/upgrade existing assets and construct new pipeline and gathering systems
Target accretive acquisitions in our core businesses that provide attractive growth potential
Utilize competitive strength from alignment with DEFS
Operate in a safe, efficient and environmentally responsible manner
Continue track record of consistent annual distribution growth
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TEPPCOs Upstream Business
[GRAPHIC]
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Upstream EBITDA Contribution
[CHART]
* Midpoint of expected EBITDA range
Record Seaway volumes and revenues
Genesis integration and Basin expansion completed
2004 earnings benefited from favorable market conditions and some non-recurring revenues
Pipeline integrity costs will impact 2005 results
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Upstream Strategy
Improve and expand services around existing asset base
Focus activity in West Texas, South Texas and Red River areas
Realize full potential of Seaway assets
Aggressively market Seaway mainline capacity, with focus on alignment with key refiners and suppliers
Maximize value of Texas City marine terminal position
Pursue acquisitions that complement existing market position and expand refinery supply base
Implement operational improvements to reduce costs and risks
Continue to rationalize assets and improve trucking operations
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TEPPCOs Midstream Business
[GRAPHIC]
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Midstream EBITDA Contribution
[CHART]
* Midpoint of expected EBITDA range
Jonah growth continues in 2005 with increased volumes from 2004 compression project
Phase IV expansion to 1.5 BCF/day capacity to be completed by year-end 2005
Val Verde growth from infill drilling and connections to new gas production
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Midstream Strategy
Strong portfolio of high quality assets in prolific gas producing basins
Assets positioned in basins playing an increasingly vital role in domestic gas supply
Realize full potential of existing assets
Increase throughput on Val Verde, Jonah and Chaparral systems
Prudently expand capacity to meet customers needs
Pursue acquisition opportunities providing long-lived, fee-based cash flows
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Val Verde Gas Gathering System
One of the largest Coal Bed Methane gas gathering and treating facilities located in San Juan Basin (1 BCF/day capacity)
Provides fee-based services with long-term reserves dedications
Near-term volume growth from Coal Bed Methane infill drilling and connections to adjacent systems
Well completions occurring at a slower pace than originally expected
Black Hills (conventional) and Red Cedar (coal bed methane) connections provide access to additional gas reserves
Longer-term growth and increased throughput from conventional gas gathering and enhanced services
Leverage high quality assets, existing system capacity and DEFS commercial presence and operating capability
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Val Verde Gas Gathering Volumes
[CHART]
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Jonah Gas Gathering System
Jonah System serves one of the most active onshore gas plays in North America, with 1.3 BCF/day capacity currently in place
Provides fee-based services with long term reserves dedications
Throughput more than double since TEPPCO purchase in 2001, with December 2004 volumes approaching 1.1 BCF/day
Phase IV expansion to capacity of 1.5 BCF/day to be completed by year-end 2005
Recent level of drilling activity expected to continue
Limited year-round drilling recently approved for Pinedale field
Increased well-density expected during 2005 for both Jonah and Pinedale fields
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Jonah Gas Gathering Volumes
[CHART]
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TEPPCOs Downstream Business
[GRAPHIC]
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Downstream EBITDA Contribution
[CHART]
* Midpoint of expected EBITDA range
** - includes $19 mm Pennzoil settlement
Consistent volumes despite warm winter weather and unfavorable price differentials in 2004
Northeast pipeline expansion and mid-continent terminal projects provide additional system capacity
Pipeline integrity costs expected to decrease in 2005
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Downstream Strategy
Utilize TEPPCO and Centennial Pipeline systems to serve Midwest supply shortfall
Recent experience indicates demand for USGC supply
Pursue growth of TEPPCO/Centennial market share:
Expand deliveries to existing markets and develop new markets
Pursue growth of LPG market share
Recent pipeline expansions and operating performance position TEPPCO to be more competitive with rail
Pursue acquisitions both adjacent to and outside TEPPCO system
Pursue development of refined products and petrochemical storage business
Leverage Mont Belvieu assets and FINA operating experience
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Integrity Management Program
IMP regulation enacted December 2000, requiring inspection and repair of pipelines during five year period
TEPPCO fully compliant with all regulations
Costs driven by several factors
Improved tools are finding more anomalies
Repair costs higher due to repair methodology and required timing
Inspecting more miles and executing long-term repair strategy
Costs expected to moderate during 2005
Broader array of repair alternatives on lower risk, less critical pipeline systems and improved cost management
2005 IMP costs expected to be $39 MM
$19 MM expense and $20 MM capital
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2004 Performance / 2005 Outlook
TEPPCO experienced both challenges and successes during 2004, illustrating strength of its diversified portfolio
Higher costs from pipeline integrity and Sarbanes-Oxley compliance
Outstanding performance across entire upstream business
Strong Jonah performance offset by disappointing pace of Val Verde infill development
Solid downstream results despite warm winter weather and challenging market conditions
Expect 2005 EBITDA in range of $365 MM to $395 MM
Revenue growth opportunities across all business segments
Compliance costs expected to moderate
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Balance Sheet and Distribution Coverage
Year-end 2004 financial position
Debt/capitalization: 59%; Debt/EBITDA: 4.1
Outstanding debt: 61% fixed rate, 39% floating rate
Weighted average interest rate on debt: 5.1%
Stable, investment grade ratings: S&P (BBB) Moodys (Baa3)
Confident of ability to finance growth capital expenditures
Closed end funds provide additional financing source
Increased annual distribution by $.05/unit to $2.65/unit
8% annual distribution growth rate since 1993
2004 distribution payout 5.6% above 2003
Will maintain appropriate balance between distribution growth and coverage
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Consistent distribution growth
[CHART]
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TEPPCO unitholders have realized a 19% average annual return since 1990 IPO
Cumulative Return on Initial $1,000 Investment
[CHART]
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Summary
TEPPCO is well positioned for continued growth
Strong asset positions in diversified businesses
Visible internal growth prospects
Disciplined approach to acquisitions
Financial strength to fund growth initiatives
Experienced personnel with customer service orientation
Track record of consistent distribution growth
Strict governance to ensure continued stakeholder trust and confidence
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Reconciliation of Non-GAAP Measures
($ in Millions) |
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2005E(1) |
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2004 |
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2003 |
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2002 |
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2001 |
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2000 |
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EBITDA |
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Net Income |
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175 |
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142 |
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126 |
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118 |
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109 |
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77 |
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Interest Expense-Net |
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80 |
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72 |
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84 |
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66 |
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62 |
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45 |
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Depreciation & Amortization (D&A) |
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102 |
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113 |
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101 |
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86 |
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46 |
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36 |
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TEPPCO Pro-rata |
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Percentage of Joint Venture Interest Expense and D&A |
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23 |
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22 |
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20 |
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12 |
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9 |
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3 |
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Total EBITDA |
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380 |
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349 |
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331 |
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282 |
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226 |
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161 |
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Note:
(1) 2/9/05 earnings release indicated a 2005E EBITDA range of $365 - $395 million
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2004 |
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($ in Millions) |
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Downstream |
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Midstream |
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Upstream |
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TOTAL |
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EBITDA |
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Operating Income |
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71 |
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83 |
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33 |
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187 |
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Depreciation & Amortization (D&A) |
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43 |
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57 |
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13 |
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113 |
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Other - Net |
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1 |
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1 |
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Equity Earnings (Losses) |
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(3 |
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29 |
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26 |
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TEPPCO Pro-rata |
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Percentage of Joint Venture Interest Expense and D&A |
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15 |
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7 |
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22 |
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Total EBITDA |
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127 |
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140 |
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82 |
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349 |
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Percentage of Total |
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37 |
% |
40 |
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24 |
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100 |
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2005E(1) |
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($ in Millions) |
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Downstream |
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Midstream |
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Upstream |
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TOTAL |
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EBITDA |
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Operating Income |
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97 |
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105 |
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31 |
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233 |
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Depreciation & Amortization (D&A) |
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36 |
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54 |
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12 |
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102 |
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Other - Net |
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1 |
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1 |
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Equity Earnings |
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(1 |
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22 |
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21 |
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TEPPCO Pro-rata |
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Percentage of Joint Venture Interest Expense and D&A |
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16 |
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7 |
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23 |
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Total EBITDA |
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149 |
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159 |
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72 |
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380 |
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Percentage of Total |
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39 |
% |
42 |
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19 |
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100 |
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Note:
(1) 2/9/05 earnings release indicated a 2005E EBITDA range of $365 - $395 million
32
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NYSE: TPP
www.teppco.com