Boardwalk Announces Second Quarter 2013 Results And Announces Quarterly Distribution Of $0.5325 Per Unit

   Boardwalk Announces Second Quarter 2013 Results And Announces Quarterly
                       Distribution Of $0.5325 Per Unit

PR Newswire

HOUSTON, July 29, 2013

HOUSTON, July 29, 2013 /PRNewswire/ -- Boardwalk Pipeline Partners, LP,
(NYSE:BWP) announced today that it has declared a quarterly cash distribution
per common unit of $0.5325 ($2.13 annualized) payable on August 15, 2013, to
unitholders of record as of August 8, 2013.

(Logo:http://photos.prnewswire.com/prnh/20130521/MM18411LOGO)

The Partnership also announced its results for the second quarter and six
months ended June 30, 2013, which included the following items:

  oOperating revenues of $288.7 million for the quarter and $617.2 million
    for the six months ended June 30, 2013, a 5% increase from $275.8 million
    and $588.7 million in the comparable 2012 periods;
  oNet income attributable to controlling interests of $70.5 million for the
    quarter and $171.9 million for the six months ended June 30, 2013, an 8%
    and 9% increase from $65.1 million and $157.7 million in the comparable
    2012 periods;
  oAdjusted Earnings before interest, taxes, depreciation and amortization
    (Adjusted EBITDA) of $178.5 million for the quarter and $387.2 million for
    the six months ended June 30, 2013, a 5% and 6% increase from $169.3
    million and $366.7 million in the comparable 2012 periods; and
  oDistributable cash flow of $148.7 million for the quarter and $303.6
    million for the six months ended June 30, 2013, a 15% and 19% increase
    from $129.6 million and $255.0 million in the comparable 2012 periods.

Compared with the second quarter of 2012, operating revenues increased $12.9
million, operating expenses increased $10.3 million and Adjusted EBITDA
increased $9.2 million in the second quarter of 2013, including the results of
Boardwalk Louisiana Midstream, LLC, (Louisiana Midstream) which was acquired
in October 2012. In addition to the impacts of Louisiana Midstream, the
Partnership's operating revenues were impacted by lower transportation
revenues of $16.1 million primarily due to contract renewals and lower
utilization driven by unfavorable market conditions and mild weather, partly
offset by higher revenues from fuel of $6.2 million mainly from higher natural
gas prices which also drove a corresponding increase in fuel expenses.
Operating costs and expenses were also impacted by a $17.0 million gain
recognized on the sale of storage base gas, which was sold as a result of a
strategy to monetize base gas and provide capacity for additional storage and
parks of customer gas under PAL services.

Operating results on a year-to-date basis were impacted by the revenue and
expense factors discussed above.

Capital Program
Growth capital expenditures were $120.4 million and maintenance capital
expenditures were $21.8 million for the six months ended June 30, 2013.

Conference Call
The Partnership has scheduled a conference call for July 29, 2013, at 9:00
a.m. Eastern time to review the quarterly results. The earnings call may be
accessed via the Boardwalk website at www.bwpmlp.com. Please access the
website at least 10 minutes before the event begins to register and download
and install any necessary audio software. Those interested in participating in
the question and answer session of the conference call should dial (866)
515-2908 for callers in the U.S. or (617) 399-5122 for callers outside the
U.S. The PIN number to access the call is 64121897.

Replay
An online replay will be available on the Boardwalk website immediately
following the call.

Non-GAAP Financial Measures - Adjusted EBITDA and Distributable Cash Flow
The Partnership uses non-GAAP measures to evaluate its business and
performance, including Adjusted EBITDA and Distributable Cash Flow. Adjusted
EBITDA is used as a supplemental financial measure by management and by
external users of the Partnership's financial statements, such as investors,
commercial banks, research analysts and rating agencies, to assess the
Partnership's operating and financial performance, ability to generate cash
and return on invested capital as compared to those of other companies in the
natural gas transportation, gathering and storage business. Distributable Cash
Flow is used as a supplemental financial measure by management and by external
users of the Partnership's financial statements to assess the Partnership's
ability to make cash distributions to its unitholders and general partner.

Adjusted EBITDA and Distributable Cash Flow should not be considered
alternatives to net income, operating income, cash flow from operating
activities or any other measure of financial performance or liquidity
presented in accordance with generally accepted accounting principles (GAAP).
Adjusted EBITDA and Distributable Cash Flow are not necessarily comparable to
similarly titled measures of another company.

The following table presents a reconciliation of the Partnership's Adjusted
EBITDA and Distributable Cash Flow to its net income, the most directly
comparable GAAP financial measure, for each of the periods presented (in
millions):



                                        For the
                                                            For the
                                        Three Months Ended  Six Months Ended
                                                            June 30,
                                        June 30,
                                        2013      2012      2013      2012
Net income attributable to controlling  $ 70.5    $ 65.1    $ 171.9   $ 157.7
interests
Income taxes                            0.1       0.1       0.3       0.3
Depreciation and amortization           67.3      60.7      134.1     124.4
Interest expense                        40.7      43.5      81.2      84.5
Interest income                         (0.1)     (0.1)     (0.3)     (0.2)
 Adjusted EBITDA               178.5     169.3     387.2     366.7
Less:
Cash paid for interest, net of          24.4      30.2      71.7      85.2
capitalized interest
Maintenance capital expenditures        14.3      16.7      21.8      36.4
Add:
Proceeds from insurance recoveries ^(1) —         3.8       —         4.2
Proceeds from sale of operating assets  20.2      0.6       21.2      2.4
Net gain on sale of operating assets    (16.2)    —         (16.2)    (3.6)
Asset impairment                        1.1       2.9       1.2       7.1
Other ^(2)                              3.8       (0.1)     3.7       (0.2)
 Distributable Cash Flow, as   $ 148.7   $ 129.6   $ 303.6   $ 255.0
reported

(1)            Represents insurance recoveries associated with the Carthage
               compressor fire. Excludes proceeds recognized in earnings.
               Includes ethylene inventory that was acquired through the
(2)            acquisition of BLM that was subsequently sold and non-cash
               items such as the equity component of allowance for funds used
               during construction.



About Boardwalk
Boardwalk Pipeline Partners, LP (NYSE: BWP) is a midstream master limited
partnership that provides transportation, storage, gathering and processing of
natural gas and liquids for its customers. Boardwalk and its subsidiaries own
and operate approximately 14,410 miles of natural gas and liquids pipelines
and underground storage caverns with an aggregate working gas capacity of
approximately 201 billion cubic feet and liquids capacity of approximately 18
million barrels. Boardwalk is a subsidiary of Loews Corporation (NYSE: L),
which holds 53% of Boardwalk's equity, excluding incentive distribution
rights. Additional information about the Partnership can be found on its
website at www.bwpmlp.com.



BOARDWALK PIPELINE PARTNERS, LP
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Millions, except per unit amounts)
(Unaudited)
                                    For the               For the

                                    Three Months Ended    Six Months Ended

                                    June 30,              June 30,
                                    2013       2012       2013       2012
Operating Revenues:
Transportation                      $ 242.3    $ 245.0    $ 526.4    $ 532.5
Parking and lending                   7.1        7.8        15.0       11.8
Storage                               27.4       18.9       55.5       38.7
Other                                 11.9       4.1        20.3       5.7
 Total operating revenues    288.7      275.8      617.2      588.7
Operating Costs and Expenses:
Fuel and transportation               27.4       15.0       50.1       33.7
Operation and maintenance             43.8       41.9       84.0       79.5
Administrative and general            28.9       25.2       60.3       59.4
Depreciation and amortization         67.3       60.7       134.1      124.4
Asset impairment                      1.1        2.9        1.2        7.1
Net gain on sale of operating         (16.2)     —          (16.2)     (3.6)
assets
Taxes other than income taxes         25.3       21.6       50.9       46.1
 Total operating costs and   177.6      167.3      364.4      346.6
expenses
Operating income                      111.1      108.5      252.8      242.1
Other Deductions (Income):
Interest expense                      40.7       41.5       81.2       80.5
Interest expense – affiliates         —          2.0        —          4.0
Interest income                       (0.1)      (0.1)      (0.3)      (0.2)
Miscellaneous other income, net       —          (0.1)      (0.2)      (0.2)
 Total other deductions      40.6       43.3       80.7       84.1
Income before income taxes            70.5       65.2       172.1      158.0
Income taxes                          0.1        0.1        0.3        0.3
Net Income                            70.4       65.1       171.8      157.7
Net loss attributable to              (0.1)      —          (0.1)      —
noncontrolling interests
Net income attributable to          $ 70.5     $ 65.1     $ 171.9    $ 157.7
controlling interests
Net Income per Unit:
Basic and diluted net income per
unit:
Common units                        $ 0.28     $ 0.30     $ 0.70     $ 0.73
Class B units                       $ 0.03     $ 0.07     $ 0.21     $ 0.26
Cash distribution declared and paid $ 0.5325   $ 0.5325   $ 1.065    $ 1.0625
to common units
Cash distribution declared and paid $ 0.30     $ 0.30     $ 0.60     $ 0.60
to class B units
Weighted-average number of units
outstanding:
Common units                          212.3      184.9      210.0      183.8
Class B units                         22.9       22.9       22.9       22.9



BOARDWALK PIPELINE PARTNERS, LP
NET INCOME PER UNIT RECONCILIATION
(Unaudited)
The following table provides a reconciliation of net income and the assumed
allocation of net income to the common and class B units for purposes of
computing net income per unit for the three months ended June 30, 2013, (in
millions, except per unit data):
                                                          Class B     General
                         Total          Common Units                  Partner
                                                          Units
                                                                      and IDRs
Net income               $  70.4
Less: Net loss
attributable to             (0.1)
noncontrolling interests
Net income attributable     70.5
to controlling interests
Declared distribution       135.6       $   117.3         $  6.9      $ 11.4
Assumed allocation of       (65.1)          (57.6)           (6.2)      (1.3)
undistributed net loss
Assumed allocation of
net income attributable
to limitedpartner       $  70.5        $   59.7          $  0.7      $ 10.1
unitholders and general
partner
Weighted-average units                      212.3            22.9
outstanding
Net income per unit                     $   0.28          $  0.03



The following table provides a reconciliation of net income and the assumed
allocation of net income to the common and class B units for purposes of
computing net income per unit for the three months ended June 30, 2012, (in
millions, except per unit data):
                                        Common                       General
                         Total                         Class B       Partner
                                        Units          Units
                                                                     and IDRs
Net income               $  65.1
Declared distribution       114.9       $  98.5        $  6.8        $  9.6
Assumed allocation of       (49.8)         (43.5)         (5.3)         (1.0)
undistributed net loss
Assumed allocation of
net income attributable
to limitedpartner       $  65.1        $  55.0        $  1.5        $  8.6
unitholders and general
partner
Weighted-average units                     184.9          22.9
outstanding
Net income per unit                     $  0.30        $  0.07



The following table provides a reconciliation of net income and the assumed
allocation of net income to the common and class B units for purposes of
computing net income per unit for the six months ended June 30, 2013, (in
millions, except per unit data):
                                                          Class B     General
                         Total          Common Units                  Partner
                                                          Units
                                                                      and IDRs
Net income               $  171.8
Less: Net loss
attributable to             (0.1)
noncontrolling interests
Net income attributable     171.9
to controlling interests
Declared distribution       263.8       $   227.9         $  13.7     $ 22.2
Assumed allocation of       (91.9)          (81.2)           (8.9)      (1.8)
undistributed net loss
Assumed allocation of
net income attributable
to limitedpartner       $  171.9       $   146.7         $  4.8      $ 20.4
unitholders and general
partner
Weighted-average units                      210.0            22.9
outstanding
Net income per unit                     $   0.70          $  0.21



The following table provides a reconciliation of net income and the assumed
allocation of net income to the common and class B units for purposes of
computing net income per unit for the six months ended June 30, 2012, (in
millions, except per unit data):
                                        Common                       General
                         Total                         Class B       Partner
                                        Units          Units
                                                                     and IDRs
Net income               $  157.7
Less: Net income
attributable to             0.2
predecessor equity
Net income attributable     157.5
to controlling interests
Declared distribution       229.8       $  196.9       $  13.7       $  19.2
Assumed allocation of       (72.3)         (63.1)         (7.8)         (1.4)
undistributed net loss
Assumed allocation of
net income attributable
to limitedpartner       $  157.5       $  133.8       $  5.9        $  17.8
unitholders and general
partner
Weighted-average units                     183.8          22.9
outstanding
Net income per unit                     $  0.73        $  0.26



Contact: Boardwalk Pipeline Partners, LP
         Molly Ladd Whitaker, 866-913-2122
         Director of Investor Relations and Corporate Communications
         Or
         Jamie Buskill, 713-479-8082
         Senior VP, Chief Financial and Administrative Officer and Treasurer

SOURCE Boardwalk Pipeline Partners, LP

Website: http://www.bwpmlp.com
 
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