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Exhibit 99.2 ![LOGO](https://capedge.com/proxy/8-K/0001193125-14-375559/g803215001.jpg)
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Exhibit 99.2
TESORO CREATES FULL-SERVICE LOGISTICS COMPANY
TLLP ACQUIRES QEP FIELD SERVICES ASSETS
October 20, 2014
FORWARD LOOKING STATEMENTS
This Presentation includes forward-looking statements. These statements relate to, among other things, the following: execution of our strategy, including growth and expansion projects, asset optimization opportunities, and growth in third party business and revenues; cash flows; earnings diversification; the timing and amount of capital expenditures; our leverage targets and anticipated cost of capital; our ability to consummate the acquisition of QEP Field Services and anticipated financing transactions in connection therewith; changes in the expected benefits of our transactions relating to Tesoro Logistics’ acquisitions from Tesoro Corporation and acquisitions from third parties, including the acquisition of QEP Field Services or our ability to integrate the operations we have acquired or expect to acquire in such transactions; our intentions regarding a contracting arrangement with Tesoro Corporation to maintain minimum commodity exposure; and other aspects of future performance. We have used the words “anticipate,” “appears,” “are likely,” “attempt,” “believe,” “could,” “estimate,” “expect,” “intend,” “forecast,” “foresee,” “may,” “outlook,” “plan,” “predict,” “project,” “should,” “will,” “potential,” “would” and similar terms and phrases to identify forward-looking statements in this Presentation.
Although we believe the assumptions upon which these forward-looking statements are based are reasonable, any of these assumptions could prove to be inaccurate and the forward-looking statements based on these assumptions could be incorrect. Our operations involve risks and uncertainties, many of which are outside of our control, and any one of which, or a combination of which, could materially affect our results of operations and whether the forward-looking statements ultimately prove to be correct.
Actual results and trends in the future may differ materially from those suggested or implied by the forward-looking statements depending on a variety of factors which are described in greater detail in our filings with the SEC. Please see our Risk Factor disclosures included in our 2013 Annual Report on Form 10-K and our quarterly reports on Form 10-Q. All future written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the previous statements. Except as required by law, we undertake no obligation to update any information contained herein or to publicly release the results of any revisions to any forward-looking statements that may be made to reflect events or circumstances that occur, or that we become aware of, after the date of this Presentation.
TESORO CREATES FULL-SERVICE LOGISTICS COMPANY
Expands growth opportunity into natural gas
Immediate capabilities to offer integrated crude oil and natural gas services
Tesoro’s execution track record applied to QEPFS growth potential
Diversifies revenue: basins, commodities, customers
Increases logistics third-party revenue from 12% to approximately 50%
Significantly grows value in TLLP doubling expected cash distributions to Tesoro to approximately $150 million in 20151
Continues Tesoro’s journey to create shareholder value through a growing, integrated logistics business
1) Compared to actual annualized distributions for the first half of 2014
3
TRANSACTION OVERVIEW
Acquisition of QEP Field Services (“QEPFS”) for $2.5 billion by TLLP
– Leading provider of natural gas logistics services in the Rockies
– Includes 58% interest in QEP Midstream Partners (NYSE: QEPM)
Immediately accretive to TLLP unitholders
Expected close fourth quarter 2014
Interconnected Assets
2,200 miles of natural gas and crude oil gathering and transmission pipelines with 3,000 receipt points
2.9 Bcf/d of natural gas throughput capacity
1.5 Bcf/d of inlet processing capacity
54 MBD crude oil pipeline throughput capacity
15 MBD of NGL fractionation capacity Talented organization with proven expertise in natural gas gathering and processing business 4
EXPANDING INTO NATURAL GAS LOGISTICS
Shale revolution driving significant opportunities in logistics infrastructure
Acquisition provides platform to deliver growing natural gas production to market
Transforms TLLP from crude oil and products to full-service integrated logistics provider
Enables significant organic growth opportunities
Crude Oil and Refined Products Infrastructure Requirement1
($ billions)
Access to natural gas production enhances Tesoro’s ability to grow full-service logistics business
1) IHS Global report to American Petroleum Institute, Dec 2013
2010A 2015E 2016E 2017E 2018E 2019E Avg.
2020-2025E
Natural Gas and NGL Infrastructure Requirement1
($ billions)
2010A 2015E 2016E 2017E 2018E 2019E Avg.
2020-2025E
45 30 15 0
45 30 15 0
EXECUTION DRIVES SHAREHOLDER VALUE
450%
TSO Shareholder Return
350% 7 8 9
Return 250% 6
5
Shareholder 150% TSO
2 3 S&P 500
4
1
50%
2011 2012 2013 2014
1) Mandan Expansion Project Announced 6) TLLP Northwest Products System Acquisition Announced
2) TLLP IPO 7) Vancouver Energy Announced
3) Salt Lake City Expansion Project Announced 8) Carson Acquisition Finalized, Hawaii Divestiture
4) First Asset Sale to TLLP 9) TLLP QEPFS Acquisition Announced 6
5) Carson Acquisition Announced
INTEGRATED VALUE CHAIN CREATES OPPORTUNITIES
Strategy to develop superior logistics around Tesoro’s assets strengthens integrated value chain
Complementary business allows Tesoro to leverage competencies in logistics and processing
Advantaged logistics drives value for core refining and marketing business
Acquisition fits existing operating and commercial competencies
TESORO DRIVING GROWTH WITH TLLP
Tesoro Logistics Journey:
– Formed to leverage value of logistics assets
– Utilized for transformational growth
– Becoming full-service logistics company
Driven to significantly grow Tesoro’s value
– Expand access to advantaged feedstocks
– Focus on third-party business drives
distribution growth
Tesoro’s driving a distinctive integrated growth strategy with TLLP
TRANSACTION SUMMARY
Structure • All cash transaction for 100% of QEP Field Services including 58%
interest in QEP Midstream Partners
• Total consideration to QEP Resources, Inc. of approximately $2.5
Purchase Price billion, including approximately $230 million to refinance debt at QEP
Midstream Partners
LP Accretion Expected to be immediately accretive to unitholder distributions in
first year
• Total consideration to be funded with proceeds from public equity,
Financing notes offering, revolver draw and $350 million Tesoro investment in
TLLP common units
Pro-Forma • Intend to enter into agreements with Tesoro to significantly reduce
Commodity
Exposure existing QEPFS commodity exposure
Pro-Forma • Tesoro Logistics: Debt to EBITDA Expected to be 4.0x by Q1 2015
Leverage
Closing • Expected close fourth quarter 2014
9
FINANCING OVERVIEW
Total consideration of approximately $2.5 billion expected to be funded with:
– Equity offering $1.3 billion of TLLP common units, including Tesoro Corporation investment of $350 million for TLLP common units, GP will also maintain its 2% general partner interest
– Senior unsecured notes offering of $1.3 billion
– Expansion of existing TLLP revolver to $900 million, with approximately $210 million drawn
Expected to be immediately accretive to TLLP LP unitholders in first year
Tesoro will waive certain GP distributions of $10 million with respect to 2015
TLLP also announced expectation to increase third quarter regular distribution by 4%
10
STRATEGIC FIT IN EXISTING GEOGRAPHIC FOOTPRINT
Green River Basin Williston Basin
Pinedale
Gathering
Rendezvous ND
Gas Services
Rendezvous WY Williston Basin
Pipeline Gathering
Company
Blacks Fork
Processing
Complex UT CO
Emigrant Trail
Processing
Moxa Arch
Plant Gathering
24B Processing Vermillion
Plant Gathering
Uinta
Three Rivers Gathering
Gathering Vermillion
Processing Plant
Stagecoach/Iron
Horse Processing
Complex
Uintah Basin
Field Services Vermillion Basin
Uinta Basin
QEP Field Services QEP Midstream Partners Green River Processing
QEP Midstream Partners owns:
78% interest in Rendezvous Gas Services, LLC; 50% interest in Three Rivers Gathering, LLC; 40% interest in Green River Processing, LLC 11
QEP Field Services owns:
71% interest in Vermillion Processing Plant; 60% interest in Green River Processing, LLC; 38% interest in Uinta Basin Field Services, LLC
58% partnership interest in QEP Midstream Partners, including the general partner
ACQUISITION SUPPORTS TLLP STRATEGY
Long-term, fee-based contracts
Focus on Stable,
Strong diversified customer base
Fee-Based
Business • TLLP intends to enter into agreements with Tesoro to significantly reduce existing QEPFS commodity exposure
Optimize Existing • Increase utilization of gathering and processing assets Asset Base • Expect $20 million of annual synergies
Pursue Organic • Over $400 million of organic growth capital projects
Expansion
Opportunities • Enhances growth potential with full-service offering Grow Through • Strategic fit within Western footprint
Strategic
Acquisitions • Leverage highly skilled and talented workforce
12
PRODUCING EXCEPTIONAL UNITHOLDER RETURNS
350% TLLP Total Unitholder Return
9
10
250% 5
6
7 8
Return TLLP
150% 4
Unitholder Alerian
3
50% 2
1
2011 2012 2013 2014
-50%
1) IPO 6) Northwest Products System Acquisition Announced
2) Stockton Expansion Project Completed 7) Southern California Terminaling Expansion Announced
3) High Plains Pipeline Interconnects Announced 8) Los Angeles Logistics Assets Acquired
4) High Plains Reversal Announced 9) Connolly Gathering Announced
5) Los Angeles Terminal Asset Acquired 10) QEPFS Acquisition Announced
13
TRACK RECORD OF VALUE GROWTH
High Plains Pipeline Gathering TLLP Terminalling Volume Natural Gas Throughput
(MBD) (MBD) Acquired Assets (Bcf/d)
Tesoro
3rd Party
Up 240%
Up 700%
Potential Potential Potential
IPO 2012 2013 3Q14 Future IPO 4Q12 4Q13 3Q14 Future 2011 2012 2013 2014E Future
Proven track record of growing the business
TLLP intends to drive growth through acquired assets
Expands strategic platform for optimization and organic growth
TLLP execution record combined with acquired assets
expected to drive value growth 14
ACCELERATED ORGANIC GROWTH
TLLP Income Capital Outlook
($ million)
400
370
100
110 Rockies Natural Gas
300
260 TLLP Base Business
160
62
2013A 2014E 2015E 2016E
Enhancing organic growth potential through
expanded capability and basin presence 15
TESORO CREATES FULL-SERVICE LOGISTICS COMPANY
Proforma Key Metrics
Anacortes
Natural Crude Oil, Gas Refined Pipelines Product, and 3,500+ miles Kenai Bakken
Natural Gas Throughput Capacity 2,900+ MMcf/d
Powder Mandan
Natural Gas Inlet Processing River
Capacity 1,500+ MMCf/d
Green
High Plains Pipeline Throughput 100+ MBD Salt Lake City River
Denver
High Plains Trucking Volume 50+ MBD Julesburg
Martinez Uinta (Niobrara)
Marketing Terminal Capacity 645+ MBD San
Marine Terminal Capacity 795 MBD Los Angeles Juan
Rail Terminal Capacity 50 MBD
Dedicated Storage Capacity 9,200+ MBBLS
Tesoro Logistics
Crude Oil Gathering
High Plains pipeline
Trucking Acquired Assets Tesoro Corporation
Terminalling and Transportation Gathering Pipeline Refinery
Northwest Products System pipeline Gas Processing Plant
Crude oil and refined product terminal
Marine terminal
Rail unloading facility 16
Pipeline
TLLP INVESTMENT HIGHLIGHTS
Stable Cash Flow
Well-Positioned Assets Strong Sponsorship
Attractive, Visible Growth Experienced
Opportunities Management Team
17