EARNINGS / Superior Propane Income Fund Third Quarter 1998 Results
TSE SYMBOL: SPF.UN
OCTOBER 30, 1998
CALGARY, ALBERTA--
HIGHLIGHTS
- Cash generated from operations reaches $11.9 million, a 15 percent increase over last year
- Superior's acquisition of ICG Propane Inc. anticipated to close during 4th quarter
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(Amounts in thousands except where noted) Three Months Ended Nine Months Ended Sept 30 Sept 30 Proforma(x) Proforma(x) Financial 1998 1997 1998 1997 -------------------------------------------------------------- Cash generated from operations before changes in net working capital $11,910 $10,333 $50,697 $48,255 Less capital expenditures (3,917) (1,287) (5,245) (1,888) -------------------------------------- Cash generated from operations after capital 7,993 9,046 45,452 46,367 Less non-controlling interest's share (2,794) (2,628) (21,455) ------------------------------------- Distributable cash flow $ 7,993 $ 6,252 $42,824 $24,912 ------------------------------------- -------------------------------------
Distributable cash flow per average trust unit outstanding $0.175 $0.216 $0.980 $1.000 DISTRIBUTIONS PER TRUST UNIT $0.27 $0.27 $0.98 $0.83
Trust units outstanding 45,747 41,166
Average trust units outstanding 45,747 28,979 43,712 24,900
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1998 THIRD QUARTER RESULTS
Superior increased third quarter cash generated from operations 15 percent to $11.9 million in 1998 compared to $10.3 million in 1997, which resulted in distributable cash flow of $8 million for the Fund in 1998, compared to $6.3 million in the prior year period. The third quarter reduction in distributable cash flow per trust unit has two components:
- 2.3 cents per trust unit resulting from cash generated from operations after capital being lower due to higher capital expenditures which has flowed through to impact the nine month results;
- 1.8 cents per trust unit due to the Fund's increase in ownership on September 5, 1997, from 50 percent to 90 percent during the normal seasonally low summer period which benefits the Fund during the remainder of the year.
Operating performance continues to be on track to generate annual distributable cash flow per trust unit for 1998 in excess of those achieved in 1997.
(x) See accompanying note for basis of proforma presentation
OPERATING RESULTS
Superior's gross profit for the third quarter was $43.0 million and was comparable to the prior year. Propane sales volume of 261 million litres declined by 13 percent from last year due mainly to lower auto propane and oil field service sales volumes. The impact of lower sales volumes was fully offset by the impact of higher average sales margins reflecting an improved sales mix as well as improved contributions from Superior's wholesale transportation business which was restructured during the third quarter of 1997.
Operating and administration expenses of $33.3 million were $3.5 million or 9 percent lower than last year, reflecting lower variable delivery costs associated with lower sales volumes as well as reduced fixed operating costs due to restructuring initiatives undertaken in Ontario, Quebec and Atlantic Canada during the second quarter of 1998.
Net capital expenditures for the quarter amounted to $3.9 million compared to $1.3 million in the prior year period. Increased capital expenditures were directed mainly towards Superior's information system replacement project which was initiated in the 4th quarter of 1997. Capital expenditures increase in the second half of the year as Superior's truck fleet, tanks and cylinders are renewed in advance of the winter heating season. Capital expenditures in the fourth quarter are anticipated to be similar to last year's levels.
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Three Months Ended Nine Months Ended September 30 September 30 1998 1997 1998 1997 --------------------------- --------------------------- Gross Gross Gross Gross Volume Profit Volume Profit Volume Profit Volume Profit (x) (xx) (x) (xx) (x) (xx) (x) (xx) ------------------------------------------------------- Residential 20.2 $ 6.0 23.0 $ 6.4 100.7 $ 29.4 122.3 $ 32.3 Commercial 33.0 7.2 36.0 7.4 144.2 29.8 165.1 31.7 Agricultural 16.1 1.7 19.1 1.9 42.4 4.3 49.5 4.8 Industrial 85.6 12.3 95.9 12.7 291.9 39.7 330.0 41.6 Automotive 105.7 8.4 126.9 8.0 313.3 21.5 366.3 19.7 Other 7.4 6.6 25.3 21.2 ------------------------------------------------------- 260.6 $43.0 300.9 $43.0 892.5 $150.0 1033.2 $151.3 ------------------------------------------------------- Average Margin (xxx) 13.68 12.09 13.95 12.59
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(x) Volume of propane sold (millions of litres)
(xx) Millions of dollars
(xxx) Average propane sale margin (cents per litre)
UPDATE ON ICG PROPANE ACQUISITION
On July 20, 1998, Superior entered into an agreement with Petro-Canada to acquire 100 percent of ICG Propane Inc. for net consideration of approximately $175 million. The Competition Bureau is presently reviewing the transaction and anticipate completing their review by the end of November. The transaction is anticipated to close after the Competition Bureau's review has been completed. Pursuant to the purchase agreement with Petro-Canada, Superior has advanced the net purchase consideration of $175 million into an escrow deposit account. Pending the completion of the transaction, Superior has capitalized the ICG escrow account deposit, acquisition costs and net financing costs associated with the escrow account deposit. An interim $200 million credit facility has been arranged to finance the acquisition. This transaction is in line with Superior's strategy of finding suitable opportunities inside and outside of the propane business with predictable capital requirements and stable cash flow in order to generate growing distributions to unitholders over time.
OTHER
On Sept. 16, 1998, John S. Burns, Q.C., was appointed as trustee of the Fund. Mr. Burns is a senior partner with Bennett Jones Verchere and brings a wealth of business, leadership and board experience to the Fund.
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SUPERIOR PROPANE INCOME FUND CONSOLIDATED STATEMENT OF EARNINGS -------------------------------------------------------------- (unaudited, thousands of dollars)
Three Months Ended Nine Months Ended September 30 September 30 Proforma(x) Proforma(x) 1998 1997 1997 1998 1997 1997 -------------------------------------------------- Revenues $78,040 $36,849 $96,951 $280,711 $36,849 $368,180 Cost of products sold 35,014 19,860 53,941 130,743 19,860 216,849 ------------------------------------------------- Gross profit 43,026 16,989 43,010 149,968 16,989 151,331 ------------------------------------------------
Expenses Operating and administration 33,332 12,259 36,855 96,442 12,553 104,313 Depreciation and amortization 8,800 3,247 8,563 28,810 3,247 23,335 Interest 634 117 356 2,379 117 1,135 Income taxes of Superior (3,000) (401) (4,880) (900) (401) (2,558) Non-controlling Interest 315 1,075 2,464 315 14,465 ------------------------------------------------ 39,766 15,537 41,969 129,195 15,831 140,690 ------------------------------------------------
Earnings from investment in Superior Income on 13 percent Shareholder Notes 4,250 16,660 Equity loss on Common Shares (4,661) (7,177) ------------------------------------------------- (411) 9,483 ------------------------------------------------- Net income before distributions to unitholders $3,260 $1,041 $1,041 $20,773 $10,641 $10,641 ------------------------------------------------- -------------------------------------------------
CONSOLIDATED BALANCE SHEET -------------------------------------------------------------- (unaudited, thousands of dollars)
September 30, December 31, 1998 1997 --------------------------- Assets Net operating working capital $ 55,746 $ 30,574 Investment in ICG Propane Inc.(xx) 176,250 Capital assets and goodwill 531,924 513,258 --------------------------- $763,920 $543,832 --------------------------- Liabilities and Unitholders' equity Bank indebtedness $ 14,022 Distributions payable to unitholders 12,352 11,115 Distributions payable to non-controlling interest 1,262 ICG Acquisition Debt 175,000 --------------------------- 187,352 26,399
Long Term Debt 39,844 Deferred income taxes 30,047 31,397 Non-controlling interest in Superior 18,090 Unitholders' equity 506,677 467,946 --------------------------- $763,920 $543,832 --------------------------- ---------------------------
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(x) See accompanying note for basis of proforma presentation
(xx) Includes $175 million escrow deposit, acquisition costs and net financing costs associated with escrow deposit
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SUPERIOR PROPANE INCOME FUND CONSOLIDATED STATEMENT OF CHANGES IN FINANCIAL POSITION -------------------------------------------------------------- (unaudited, thousands of dollars)
Three Months Ended Sept 30 Proforma(2) 1998 1997 1997 ------------------------------ OPERATING ACTIVITIES Earnings before distributions to unitholders $3,260 $1,041 $1,041 Items not involving cash: Equity loss on Common Shares 4,661 Depreciation and amortization 8,800 3,247 8,563 Non-controlling interest (97) 1,075 Deferred income taxes of Superior (150) (85) (346) ---------------------------- Cash generated from operations before changes in working capital 11,910 8,767 10,333
Increase (decrease) in working capital (x) (35,233) 5,017 (11,095) ---------------------------- Cash flow from operating activities (23,323) 13,784 (762) ----------------------------
Investing Activities Investment in ICG (176,250) Purchase of 40 percent interest in Superior (252,236) (252,236) Purchase of 10 percent interest in Superior (1) Bank indebtedness acquired on consolidation of Superior (22,708) Property, plant and equipment (net) (3,917) (499) (1,287) ----------------------------- (180,167) (275,443) (253,523) ----------------------------- Financing Activities Issuance of trust units (1) 252,236 252,236 ICG acquisition debt 175,000 Long term debt 39,844 Distributions to unitholders (12,352) (11,115) (11,115) Distributions to non- controlling interest (412) (1,264) Promissory note ----------------------------- 202,492 240,709 239,857 -----------------------------
Change in cash (998) (20,950) (14,428) Cash (bank indebtedness) at beginning of period 998 (1) (6,523) ----------------------------- Cash (bank indebtedness) at end of period 0 (20,951) (20,951) ----------------------------- -----------------------------
Nine Months Ended Sept 30 Proforma(2) 1998 1997 1997 ------------------------------ OPERATING ACTIVITIES Earnings before distributions to unitholders $20,773 $10,641 $10,641 Items not involving cash: Equity loss on Common Shares 7,962 Depreciation and amortization 28,810 3,247 23,335 Non-controlling interest 2,464 (97) 14,465 Deferred income taxes of Superior (1,350) (85) (186) --------------------------- Cash generated from operations before changes in working capital 50,697 21,668 48,255
Increase (decrease) in working capital (x) (25,976) 4,915 (28,765) --------------------------- Cash flow from operating activities 24,721 26,583 19,490 --------------------------- Investing Activities Investment in ICG (176,250) Purchase of 40 percent interest in Superior (252,236) (252,236) Purchase of 10 percent interest in Superior (1) (59,990) Bank indebtedness acquired on consolidation of Superior (22,708) Property, plant and equipment (net) (5,245) (499) (1,888) ---------------------------- (241,485) (275,443) (254,124) ---------------------------- Financing Activities Issuance of trust units (1) 60,772 252,236 252,236 ICG acquisition debt 175,000 Long term debt 39,844 Distributions to unitholders (42,818) (23,920) (23,920) Distributions to non- controlling interest (2,012) (412) (14,409) Promissory note (300) ----------------------------- 230,786 227,904 213,607 -----------------------------
Change in cash 14,022 (20,956) (21,027) Cash (bank indebtedness) at beginning of period (14,022) 5 76 ----------------------------- Cash (bank indebtedness) at end of period 0 (20,951) (20,951) ----------------------------- ----------------------------- /T/
(x) Includes changes in net working capital and accrued distributions to unitholders and non-controlling interest.
(1) Purchase of 10 percent interest in Superior: On May 28, 1998, the Fund acquired from Union Pacific Resources Inc. (UPRI) an additional 10 percent Shareholder Note and Common Share interest in Superior in consideration for the issuance of 4,570,695 trust units valued at $60.8 million, pursuant to an exchange agreement between UPRI and the Fund dated October 8, 1996. UPRI in turn, sold the trust units so acquired, and its rights under Management and Administrative agreements with Superior and the Fund respectively, to a group of senior executives of Superior together with funds managed by Enterprise Capital Management Inc. As a result of these transactions, Superior is now wholly owned by the Fund.
(2) Pro-forma comparative presentation: On September 5, 1997, the Fund acquired from UPRI an additional 40 percent interest in Superior at a cost of $252.2 million, bringing the Fund's total interest in Superior to 90 percent. Consistent with the Fund's increased ownership of Superior, the Fund began to consolidate its investment in Superior effective September 5, 1997. Prior to that date, the Fund accounted for its investment in Superior on the equity basis. The proforma presentation reflects the results of the Fund presented on a consolidated basis, based on the Fund's actual ownership during the three and six month periods ended June 30, 1997.
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