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US Geothermal’s (HTM) CEO Dennis Gilles on Q1 2016 Results – Earnings Call Transcript

US Geothermal Inc (NYSEMKT: HTM ) Q1 2016 Earnings Conference Call May 11, 2016 13:00 ET Executives Dennis Gilles – Chief Executive Officer Doug Glaspey – President and Chief Operating Officer Kerry Hawkley – Chief Financial Officer Analysts Jim McIlree – Chardan Capital Gerry Sweeney – ROTH Capital Markets Jonathan Lo – Raymond James Chip Richardson – Wedbush Securities Operator Greetings and welcome to the U.S. Geothermal 2016 First Quarter Earnings Results Conference Call. [Operator Instructions] As a reminder, this conference is being recorded. I would now like to turn the conference over to your host Mr. Dennis Gilles, Chief Executive Officer. Thank you. Dennis, you may begin. Dennis Gilles Thanks, Chris. Good day, everyone and welcome to our first quarter 2016 earnings call. Today, I am joined by our President and Chief Operating Officer, Doug Glaspey; and our Chief Financial Officer, Kerry Hawkley. Our earnings release was issued yesterday and can be found on our website, usgeothermal.com. under the tab News. U.S. Geothermal’s three operating plants performed very well during the third quarter and generated availabilities ranging from 96% to 100% of the power output. However, our financial performance fell slightly short of our expectations due primarily to a one-time fee for engagement of financial advisors, plus higher than projected weather temperatures for the quarter and the breakdown of one of the production pumps at our Raft River project. In spite of those impacts, we produced our 14th straight quarter of positive EBITDA and cash flow, with both revenues and cash flows from operation exceeding those of the prior year. I am pleased with the steps we have taken to announce our 96 megawatts of advanced stage development projects. The pipeline of opportunities we have built provides us with a very strong platform for growth. Doug will provide more details on the operations and the development shortly, but first I would like to turn the meeting over to our CFO, Kerry Hawkley for an update on our financials. Kerry? Kerry Hawkley Thank you, Dennis and good morning to our listeners on the call. Before beginning, we would like to remind you that the information provided during this call may contain forward-looking statements relating to current expectations, estimates, forecasts and projections about future events that are forward-looking as defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally relate to the company’s plans, objectives and expectations for future operations and are based on management’s current estimates and projections of future results or trends. Actual future results may differ materially from those projected as a result of certain risks and uncertainties. During the call, we will present non-GAAP financial measures, such as EBITDA, adjusted EBITDA and adjusted net income. Reconciliation to the most directly comparable GAAP measures and management’s reason for presenting such information is set forth in the press release that was issued last night. Because these measures are not calculated in accordance with GAAP – U.S. GAAP, it should not be considered in isolation from our financial statements prepared in accordance with GAAP. I will now discuss the financial statements of U.S. Geothermal for the quarter ended March 31, 2016. Our financial statements and MD&A were prepared in a condensed format. Our balance sheet at March 31, 2016 total assets are $224.7 million. Total liabilities are $96.0 million. Non-controlling interests have been reduced to $26.2 million. Net stockholders’ equity has increased to $102.5 million. Cash and cash equivalents and restricted cash and bonds decreased in the first quarter as the company paid down notes payable and non-controlling interest. Our results of operation for the past quarter were consistent with our expectations. Revenues for the quarter were $8.5 million, up $29,000 from 2015 a one-time charge of $750,000 for the financial advisors and legal costs related to the investigation of strategic alternatives affects both professional and the management fees and travel and promotions. Annual bonuses paid to employees of $281,000 in the first quarter affects both plant production expense and employee compensation. These costs were recorded and paid in the second quarter in 2015. Net income before tax of $1.3 million in 2016 was down from $2.2 million for last year. Without the one-time charge for the review of strategic alternatives, 2016 would have been consistent with 2015. Net income attributable to the U.S. Geothermal was $150,000 in 2016 compared to $730,000 in 2015 again reflecting the effect of the one-time adjustment for cost of evaluating the strategic alternatives. Our statement of cash flows. We began the year with cash and cash equivalents of $8.7 million. Cash generated by operations was $5.0 million. Issuance of common stock generated $1.2 million. Though payments reduced our total debt by $1.8 million, payments to non-controlling interests were $2.5 million and the purchase of additional interest at Raft River energy was $1.6 million. Capitalized development costs at WGP geysers in El Ceibillo totaled $1.6 million for the quarter. We ended the quarter with cash and cash equivalents of $7.4 million. Our statement of changes in stockholders’ equity, we added net income attributable to U.S. Geothermal of $150,000 during the quarter. The accumulated deficit net of tax is now $17.3 million, down from a high of $32.8 million on December 31, 2012. Shares of common stock issued upon exercise of stock options were 225,000 shares. Another 2.5 million shares were issued under the ATM. Cash of $2.5 million was distributed to our non-controlling interest partner, Enbridge and common stock issued an outstanding at March 31, 2016 totaled 110.3 million shares. Please review the disclosure on Page 37 in the MD&A section regarding the net income attributable to the non-controlling interest and the net income attributable to U.S. Geothermal and its shareholders. For the first quarter of 2016, Neal Hot Springs contributed $1.2 million, San Emidio contributed $265,000 and Raft River contributed $53,000 for a total net income attributable to U.S. Geothermal and shareholders of $1.52 million. From that exploration activities and corporate overhead cost $1.37 million, all of these figures are net of tax. The company is well-positioned to act on any future opportunities resulting from our organic growth or potential M&A activities. I would like to thank you for your continued interest in U.S. Geothermal. I will turn the call over to Doug Glaspey, our President and Chief Operating Officer. Doug Glaspey Thank you, Kerry. Good day, everybody and we appreciate you being on the call today and your interest in the company. Our total generation for the first quarter from all three facilities was 93,788 megawatt hours. At Neal Hot Springs, the generation for the first quarter was 53,671 megawatt hours, with an average generation of 25.4 net megawatts per hour of operation. Neal operated at 96.7% availability for the quarter. We are planning at Neal to drill the freshwater well. During the second quarter to support our hybrid cooling system and as soon as we get our final approvals will be ready to go on that. At San Emidio, we had generation of 20,433 megawatt hours for the quarter, with an average generation of 9.4 net megawatts per hour. San Emidio operated at 99.4% availability for the quarter. At Raft River, we had generation of 19,684 megawatt-hours, with average hourly generation of 9.4 net megawatts per hour. Raft operated at 100% availability for the quarter. As Dennis mentioned earlier, we took production well RRG-2 offline in February on the pump failed. We pull that pump in March and they kept the well offline in preparation for drilling operations to add a second production leg to increase our overall production. That drilling is expected to be completed during the second quarter, with a total cost of the project estimated at approximately $3 million, which also includes a new pump cooling water well improvements and a few other ancillary upgrades needed to handle higher flow into the plant. Our operations team continues to ensure strong, stable performance at each of our power plants. On the development side, at WGP Geysers, we continue to move that project forward in preparation for start of construction. On March 6, we received the approved transmission interconnection agreement with the California Independent System Operator and Pacific Gas and Electric. With that approval, we made an initial payment of $1 million on a total estimated cost of $1.9 million for the cost of the grid operators’ portion of the work in the substation. We are also well on our way to getting our updated divisional use permit from Sonoma County, which is still expected to be issued in the second quarter of 2016. The conditional use permit again is required before we can start construction on the project. We are continuing our discussions for a power purchase agreement with a number of interested parties. On March 1, we mentioned earlier, we submitted a PPA proposal under a request for proposals from one of the new community choice aggregators in the San Francisco Bay Area, but we did not make initial shortlist, though the discussions with them are continuing. We will be submitting another proposal within the next couple of weeks and additional RFPs are expected to be issued yet in 2016. Bilateral negotiations or direct negotiations are also possible, but many of these folks require RFP type systems. At El Ceibillo, in Guatemala we have retained Mandeep [ph] Engineering from Iceland to advise the company on development of the well field and to construct the reservoir model for the project. El Ceibillo was located within a large volcanic complex, and Mandeep has specific expertise in volcanic host of geothermal systems and they worked for us on this project in the past. We have identified the location for a large diameter well, which will intersect the production zone. Preparations are being made to start drilling during the second quarter, followed by a flow test of the reservoir to provide modeling data for the reservoir model. The Guatemala government through the national electrical energy commission or CNEE has announced that its preparing to issue a 40-megawatt RFP exclusively for geothermal power. The CNEE is acting on the request of two of the large power distributors in Guatemala and has retained a large U.S. based consulting firm to prepare that RFP, the RFP is expected to be released during the second quarter. At San Emidio Phase 2, as part of the permitting process to deepen our two wells, additional plant and migratory bird surveys are being required by the Bureau of Land Management before drilling operations can commence. These are time of the year surveys, so cannot be done prior to May to ensure that the plants are actively growing. Plans have been made to complete these two wells early in the third quarter. The final interconnection study process was started by NV Energy in February. This facility study is expected to be completed during the second quarter of 2016 and would allow an additional 3.9 megawatts of transmission bringing our total transmission capacity to 19.9 megawatts to cover the Phase 2 plant requirements. In mergers and acquisitions, I will make a note that at Raft River, we completed the acquisition of Goldman Sachs interest in the project with the final payment of $1.635 million on March 31. This acquisition gives us the increased cash flow from the property and the new ownership structure allows the U.S. Geothermal to invest in new drilling to improve the plants generation output and can increase its contribution to your company. And in April, we received our first cash distribution from Raft River of $1.145 million. As noted previously, we have plans to drill a new leg on production well RRG-2. If that drilling is successful, we hope to increase the plant output by up to 3 megawatts annual average, which allows us to take advantage of the full 13-megawatt output allowed under the PPA. In regard to the power plant equipment we purchased in December, all of the major and long lead equipment for the construction of three binary geothermal plants was acquired for a total purchase price of $1.5 million, which is approximately 5% of the equipment’s estimated original cost of $28 million. The first payment of $750,000 was made upon signing the agreement and the final payment of $750,000 was made in January 2016. The components for the three units being purchased as we have said are all new and unused and represent approximately 70% of the components needed for a full plan. The equipment is from the same manufacturers and is of the similar size and design to the equipment that the company has installed at Neal Hot Springs and either San Emidio power plants. The design output of the acquired units is approximately 35 megawatts, but the actual output of these units will ultimately be determined by the resource conditions found at the site where we are installing. The three equipment packages meet the major long lead equipment requirements for the company’s proposed San Emidio 2 power plant 10 megawatts and Crescent Valley 1 power plant at 25 megawatts or alternatively it could be used in El Ceibillo, Guatemala. This equipment gives us the ability to expand our megawatt output at our existing advanced stage development projects, at significantly lower cost and in a much shorter construction timeframe. Since we have entered the second quarter, I want to remind everyone that we scheduled our annual plant maintenance outages during this period. At Raft River and Neal, the PPA price for March through May is approximately 73% of the yearly average price, due to the spring runoff or high generation conditions in the Idaho Power hydro power system. Taking advantage of this low-price period reduces the impact to our revenue for these maintenance outages. To-date, we have completed the annual outages at San Emidio and at Neal Hot Springs unit 1. Raft River’s outage starts next week, and the remainder of Neal Hot Springs will follow. It’s a very busy time of year for our operations team. In summary, we have 45 megawatts of power in production, and another 96 megawatts in advance development. We are very focused on bringing these projects forward as quickly as possible and growing value for all of our shareholders. And now, I will turn the call back over to Dennis. Dennis Gilles Thank you, Doug. Firstly, we would like to reaffirm our 2016 consolidated guidance that we had previously provided. Based on our current operations only, we expect operating revenues between $29 million and $34 million, adjusted EBITDA between $15 million and $19 million, EBITDA between $14 million and $18 million and net income as adjusted of $4 million to $8 million. Also, we wish to reaffirm our guidance for U.S. Geothermal only, which is less minority interest, of which we expect adjusted EBITDA of $9 million to $12 million and net income as adjusted of $1 million to $4 million. We have a number of development opportunities that can improve this performance, such as the well drilling plan at Raft River later this spring, the projected benefits from that drilling have not been included in our current guidance forecast. And as the year progresses we will be updating and tightening the range on all of our guidance This past fall, our Board of Directors undertook a review of strategic alternatives with the assistance of Marathon Capital. That process was concluded this quarter, when after reviewing the various alternatives available, the special committee of the Board, which was made up exclusively of independent directors concluded that the greatest long-term value for our shareholders would be obtained by staying in the current course. Our mission is to become the largest pure play geothermal independent power producer, providing renewable power 24/7 with a consolidated portfolio of 45 megawatts under operations and management. The acquisition of the majority of Goldman Sachs’ ownership interest at Raft River project at year end allowed us to successfully increase our shareholder portion of that portfolio by 20% going from 30 megawatts to now 36 megawatts. Additionally, we continue to advance our 96 megawatts of project in our advanced stage pipeline. We are very focused on obtaining a power purchase agreement for those projects, which is where we contract with a buyer for all of the output generated by that project for the next 20 to 25 years at a fixed price. On the legislative front, I am pleased to note that the U.S. government has extended the start of construction date that geothermal projects can qualify for the 30% investment tax credit. Any geothermal project that has begun construction, begun construction that is by December 31, 2016 now qualifies for that tax credit. And I want to point out that’s a tax credit, not a deduction. That investment tax credit allows 30% of the project’s cost to be taken as a credit against any tax payments in the year the project goes into operation. And basically to utilize that credit, we would bring a tax partner into our project similar to what we had done on Raft River with Goldman Sachs. There is a growing interest in the market for baseload renewable electricity to replace the phasing out coal, nuclear and once through cool plants along the California coast. All of which have historically provided firm predictable baseload generation. While solar and wind power will continue as sources of renewable energy, it should be noted that they supply intermittent power and not baseload power. The issue of climate change has grown tremendously over the last few years and shows no sign of abating. Government industries are increasingly favoring renewable energy over fossil fuels. Geothermal is the best form of renewable energy and we intend to work hard to ensure we can grow this company for the benefit of our stockholders and to make our contribution to favorably impact climate change. Now operator, I would like to open the call for questions. Question-and-Answer Session Operator Thank you. [Operator Instructions] And our first question comes from the line of Jim McIlree from Chardan Capital. Please proceed with your question. Jim McIlree Thank you. Doug, can you tell us why you didn’t make the shortlist for the choice aggregator RFP? Doug Glaspey That’s a good question, Jim. No, my guess would be its all based on price. So, we don’t know what the other folks bid. We only know what we bid. There hasn’t been a – they don’t come back and tell you why you didn’t make the short list. So, it’s really just a guess at this point. Dennis, I don’t know if you have another view of that? Dennis Gilles No, we do know that late in their bid process, they modified their bid conditions and opened up their bidding to existing renewables in addition to just new renewables. Initially, they had stated it was going to be for new renewables only and they opened it to existing. Existing renewables as they have been fully, the project is fully paid off are able to offer their product to try to get it re-contracted at a very competitive cost. And that’s what we believe happened, but we don’t know that for sure. Jim McIlree Okay. And then Doug, you implied that maybe it’s not over, you are going to resubmit. I was confused by that or where you saying that you are going to resubmit for different RFPs that are out there? Doug Glaspey Well, both Jim. They ask us the initial submittal. They ask for some additional information, which I believe we have provided now. Jim McIlree Yes. Doug Glaspey So, it’s not a bid issue. And in addition, there are new RFPs coming out, not from the same entity, but from several other entities in California. Jim McIlree Okay, that’s great. Thank you. And then on El Ceibillo, I think I heard you say that there is – you are expecting a government RFP for 40 megawatts, that’s dedicated to geothermal. What kind of competition do you have down there for geothermal supply? Doug Glaspey Well, we are waiting to see what the exact requirements are. They have come out of the RFP process. But our expectation is similar to what’s been happening in the U.S. now, they want – they will only accept bids from people that have a reservoir – a defined reservoir. They will want people that have development experience. Of cause, they want reservoirs in the country and that’s a very shortlist in Guatemala right now. We only know of maybe one or two others that might be able to qualify under those conditions. And we are probably as advanced or more advanced than most. So, we see our chances of being very good for that RFP and hopefully it’s slated to come out in May. If it lags a little bit, that won’t surprise me since it is the new – first time they have gone through this process, but we have high hopes under the process and having at the geothermal specific is just a reflection at the offtakers, which are brokers in the area are looking for reliable baseload power rather than an intermittent resource. Jim McIlree And assuming that it all went according to schedule, which I know it’s a dangerous assumption, when would that RFP be decided and the contracts left? Doug Glaspey Our hope is that it will be done before the end of the year if they get it out in May. Dennis Gilles Yes, we don’t know how aggressive their schedule is, because the RFP hasn’t serviced yet. Jim McIlree Alright, okay. Doug Glaspey We know the tetra-tech guys that are putting us together. So, we know they are on the job. They are in the country right now working on it. It’s been actively pursued. So, all we can do at this point is wait to see and hit the street. Jim McIlree Okay. And Kerry, can you just give us a summary of what the cash needs are and the cash availability is to fund those needs. I know that there is a lot of – it seems like a lot of things are going on and I am just having trouble tracking this on all of the cash requirements for the year? Kerry Hawkley Well, you do realize we do have about 10 million plus that’s generated internally by our three projects. There is a good possibility that we will evaluate other opportunities for funding. There is Raft River that’s not levered at all. If we wanted to go that way, there is also the possibility of some options and warrants that we have outstanding being exercised. We have seen some renewed interest in that. It’s generated probably a $1 million in the last quarter. So, I would expect we would have just from internal and issuance of options and warrants will have probably $12 million to $13 million generated there before we have to tap any type of debt and/or equity raise. We haven’t done an equity raise since December of ‘12. And of course, we do have the Raft project un-levered. So, those would be our sources, our uses over the next year. We are talking $3 million at Raft. We are talking probably another $3 million at El Ceibillo, but we would target those based on cash available and how we perceive or how we progress I guess on the PPA front. On WGP Geysers, we feel like we already have all the equity requirements already invested in that. And so if we go forward on that project, that would be potentially a tax equity investor and some project level debt that we would go there. Does that give you a flavor? Jim McIlree That does. Thank you. And if I can just ask on that same thing, the Neal project for the water cooling, Doug you might have said how much that’s going to cost, but that’s not a lot, correct? Doug Glaspey For the water well drilling that’s not a lot. And what our plan will be there Jim is if we find the water we need, of course we will do the final engineering on the project and then we have to go to our joint venture partner, look at the total dollars and we are expecting it to be in the $7 million to $10 million range for a full installation. And decide how we want to fund that. There are reserves at the project level that maybe – we may be able to use. And as a matter of fact, as far as additional income, we have some short-term well reserves that come out of reserve later this year. So there will be several million dollars that come out of the reserves at Neal, if you don’t consume them in any upgrades at the project. Jim McIlree Got it. Okay, that’s very helpful. Thank you very much. Operator And our next question comes from the Gerry Sweeney from ROTH Capital Markets. Please proceed with your question. Gerry Sweeney Hey, good morning guys. Thank you for taking my call. Dennis Gilles Good morning Gerry. Gerry Sweeney Question on Raft River, it sounds like the well went down because of the pump, curious of the impact on the power generation, it sounded like it was running at 100%, but also any commentary also it sounded like it did have some type of impact, so curious on that front. Also, the timing of the well work, we work at Raft River and how long it will be out of service and general impact and how we should look at it for the quarter? Doug Glaspey Our expectation to have that – to keep the well down as you said the pump went down anyway and it’s normally, it took us several weeks to get a pump rig on the site to pull it. And then it’s normally a 10 day to 15 day evolution after that to either rebuild or replace the pump and get it back in the hole. We decided to keep that well down, since we are planning in the short-term to drill that second leg. The economic hit because we are in the 73% period, it was about $40,000 to $50,000. So it’s not a huge amount, it’s not enough to put a pump back in the well until we drill. My expectation is that we will be drilling within the next 30 days, if all goes well. We have bids in from contractors. They are ready to go. So it really just becomes a timing matter at this point. I want to have that well back online no later than mid-June, I would say, because in July, August of course we go into our 120% pay period and we don’t want to miss that with the whatever additional production we get out of that well. Gerry Sweeney Got it. And then swinging back to the Geysers project, I understand that PPA was cumulative choice organization, how many other PPAs are floating around out there and are they similar in structure and style or are they looking for just new renewable generation, just a little bit of thoughts, comments on that, just to get a better sense or view of the opportunity that’s pending? Dennis Gilles Well, there are a number of opportunities pretty much, pretty much every community choice aggregator and utility in the state is looking for renewables. They continue to do that to meet the ever increasing Renewable Portfolio Standard in California that was recently raised from 33% up to 50%. So they need to and most of them are contracted up to the 20% level already. So they need to continue to acquire by legislative requirements, additional renewables. Now having said that though, we are currently in a period of low price natural gas, because of that low price natural gas there is the ability to buy power in the very near-term, in the next – the belief is in the next 1 year or 2 years at very low prices and so that’s cause them to not be as anxious or in a rush. Now having said that though, not all of them are taking that same approach, we are in active discussions with many of them. Some of them have formal bid solicitation processes where they go out like the recent one did, with a request for bid. We respond to it, you wait and then you are advised whether or not you have been selected. Others allow bilateral negotiations where they will sit down at the table with you and just negotiate the terms of the agreement. So it really depends on the entity and it really depends on their timing. Unfortunately, we are not in the driver seat on the timing they are. And they do it as their needs or their procurement cycle allows. Gerry Sweeney Got it, that’s helpful. I appreciate it. And then just one more question on the Geysers, assuming you get the conditional use permit, you won’t start construction until you have a PPA in hand, is that correct, is that the right way to look at that? Dennis Gilles That’s correct. Construction will not start, really than three key critical items for starting the construction on the project. One of them was the transmission interconnection agreement, which could have taken anywhere from 2 years to 5 years to obtain. So having that out of the way is a very critical element. The next key element is the conditional use permit and that depending on public opposition, depending on need, depending on community views and depending on environmental impacts and whatnot, could never occur or could occur over a period of say 2 years or to 4 years. And we are right at the dotting the Is and crossing the Ts on that, that as Doug mentioned, we expect to hear definitely this quarter. So at least that our belief, it’s that this quarter that’s what we are being told. So the third piece, the third leg of the stool then is the power purchase agreement. And we really couldn’t provide at a firm date and tell you, have the transmission interconnection, so we could have initial discussions, but we weren’t able to have detailed discussions or provide detailed pricing until we had that out of the way. So those discussions are ongoing now. So all three need to be done before construction can start. Gerry Sweeney Got it. So the transmission interconnection agreement really opened open up the negotiation of bidding process? Dennis Gilles That’s correct. Gerry Sweeney Okay. Thank you very much. Dennis Gilles Thanks Gerry. Operator And our next question comes from the line of Jonathan Lo from Raymond James. Please proceed with your question. Jonathan Lo Actually most of my questions have been answered. But just on a potential dividend, how are you guys looking at that in the future? Dennis Gilles Dividend is something that we have looked at and continued to look at. One of the things that would probably need to occur given our share price at some point, before we would consider a dividend is a share consolidation and we would probably do that in concert with a significant event, we just put the current share price that we have any dividend that would be offered in order to do a dividend with the income that the company has, it would be a small fraction of a cent, which is just I don’t know, I think it’s too complicated. So in that’s a down the road item, it’s not something that’s immediately envisioned, but it is something as long as we continue, which we don’t see any reason why wouldn’t to be a profitable company than that something that is out in the future. Right now our primary focus though with the cash that we are generating though is reinvesting it into the growth opportunities. Jonathan Lo And then similar to earlier question, on the PPA opportunities in California, are there many of them there? Dennis Gilles Yes. We are in discussion with the numerous companies. I can’t give the names of the companies or the exact number, but it’s not just a single company, it’s multiple companies. Jonathan Lo That’s all for me. Thanks. Dennis Gilles And something to point out to Jonathan, in California, while California is a market for our – clearly, a market for our Geysers project, which is located in California, it’s also a market for our other projects. California is in the process of changing its independent system operator from a single state to basically the Western United States and that’s forecast to occur over the next several years and be in place I think by the end of 2018. Our anticipated online date for many of our projects is out there in that same timeframe. So, projects in Nevada, Oregon, Idaho would all be then eligible to generate to meet the requirements of that broader electric grid, which is not – which currently is the California grid, but it would be expanded to the Western United States. So, when we have discussions with these counterparties, we are not just discussing our Geysers opportunity is my point. Operator And our final question comes from the line of Chip Richardson from Wedbush Securities. Please proceed. Chip Richardson Hello. I was just wondering it seems like you spent quite a bit of money on Marathon exploration. Can you give us any kind of color on how that went? It seems like it was awfully expensive for the periods of time involved? Dennis Gilles Yes, it was expensive. But the information that we received, we found to be very beneficial at least the board yet in assessing what they believed to be the value of the company. With that information in hand and looking at what opportunities we had available to us, the special committee concluded that staying the course was in fact the best grout. But the view of the special committee was it was a valuable exercise and worth the cost that was expanded in order to do the exercise. Chip Richardson Okay. Also, we have a big new shareholder who is acquired I guess in the neighborhood of 12 million shares, can you characterize the company’s relationship with the investor and how that’s going? Dennis Gilles Yes. And Chip, I do want to point out besides that one, we also have another, we have – that was James Atlas, we also have Bradley Radoff, who has accumulated 5.6 million shares. And so collectively between them, you have got almost 18 million shares held out of our 111 million. So, a pretty good portion of the company. They have been – they both share the same address in Houston. So, I am not sure what their affiliation with each other is, but we do know that, that is a minimum. Now, having said that, both of them in any calls that they had with us have been very cordial, they like the company, they like its direction, they like its management, they like the opportunities that they see ahead. Again, what’s their specific motive, what’s their specific interest beyond that, we have no idea. All we know is they like what they have seen and they are very supportive in their discussions. Chip Richardson Anything to add to that? Dennis Gilles No, I think it’s at least what we have heard is they saw the company has been undervalued when they first started buying and then they kept flying. And they like the long-term strategy that the company has. So, short of that, we have got a good relationship with them. And at this point, we look forward to having them as shareholders. Chip Richardson Great. I certainly concur that the stock continues to be undervalued. And now that what you guys are doing has been very positive and just hopefully can keep going and accelerate the growth? Dennis Gilles Well, that’s our hope as well, Chip. Doug Glaspey Yes, thanks Chip. Chip Richardson You are welcome. Thank you. Operator Gentlemen, there no further questions at this time. I will turn the conference back over to you for any closing remarks. Dennis Gilles Well, great. I want to thank everybody for your continued support of the company. As Chip noted, we wished these opportunities would happen more quickly, but we don’t see the opportunities falling away. They continue to be there. We are excited about those opportunities and the growth that they bring for the company. Similar to our Goldman acquisition, we are looking for in the short-term ways of increasing near-term value. We spent a considerable amount of time and attention trying to increase the visibility of the company. We are often told as we meet with perspective shareholders and they look at our company and they look at the long-term contracted cash flows that they see very minimal downside exposure and they see very large upside potential. That’s how we consider ourselves and we look forward to what lies ahead for the company. And thank you for your continued support. And with that, we will bring the call to an end. Thanks, operator. Operator Thank you everyone. Ladies and gentlemen, this does conclude today’s teleconference. We thank you for your time and participation today. You may disconnect your lines at this time and have a wonderful rest of your day. Copyright policy: All transcripts on this site are the copyright of Seeking Alpha. However, we view them as an important resource for bloggers and journalists, and are excited to contribute to the democratization of financial information on the Internet. 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Ormat Technologies’ (ORA) CEO Isaac Angel on Q1 2016 Results – Earnings Call Transcript

Ormat Technologies, Inc. (NYSE: ORA ) Q1 2016 Earnings Conference Call May 05, 2016 09:00 AM ET Executives Rob Fink – Managing Director, Hayden Investor Relations Isaac Angel – Chief Executive Officer Doron Blachar – Chief Financial Officer Analysts Paul Coster – JPMorgan Operator Good morning, and welcome to the Ormat Technologies, Incorporated First Quarter 2016 Earnings Conference Call. All participants will be in listen-only mode. [Operator Instructions] Please note this event is being recorded. I would now like to turn the conference over to Mr. Rob Fink. Please go ahead. Rob Fink Thank you, operator. Hosting the call today are Isaac Angel, Chief Executive Officer; Doron Blachar, Chief Financial Officer; and Smadar Lavi, Vice President of Corporate Finance and Investor Relations. Before beginning, we would like to remind you that the information provided during this call may contain forward-looking statements relating to current expectations, estimates, forecasts, and projections about future events that are forward looking as defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally relate to the company’s plans, objectives, and expectations for future operation and are based on management’s current estimates, projections, future results, or trends. Actual future results may differ materially from those projected as a result of certain risks and uncertainties. For a discussion of such risks and uncertainties, please see Risk Factors as described in Ormat’s Annual Report on Form 10-K filed with the SEC. In addition, during the call we will present non-GAAP financial measures such as EBITDA and adjusted EBITDA. Reconciliations to the most directly comparable GAAP measures and management’s reason for presenting such information is set forth in the press release that was issued last night, as well as in the slides posted on our website. Because these measures are not calculated in accordance with U.S. GAAP, they should not be considered in isolation from the financial statement prepared in accordance with GAAP. Before I turn the call over to management, I would like to remind everyone that the slide presentation accompanying this call may be accessed on the Company’s website, at ormat.com, under the Events & Presentations link that’s found on the Investor Relations tab. With all that said, I would now like to turn the call over to Isaac. Isaac, the call is yours. Isaac Angel Thank you, Rob, and good morning, everyone. Thank you for joining us today for the presentation of our first quarter 2016 results and our outlook for the remainder of the year. Starting with slide 4, the first quarter was a great start to the year for Ormat. We executed well, delivering strong revenue and profitability, and our focus on improving our operational and manufacturing efficiency is the main driver for margin expansion and improved results. Both our product segment and electricity segment delivered improved results year after year. Our electricity segment delivered a 20% increase, reaching $108 million, due to higher electricity generation and new expansions coming on line. Our product segment grew 44%, to $44 million, benefiting from several large contracts signed in the previous years. Overall, total revenue grew 26%, to $152 million, which demonstrates strong growth as we overcome the impact of lower commodity prices which continues to affect a portion of our revenue in our electricity segment. In addition, we achieved high gross margin levels in both segments of our business, supporting significant increases in our overall profitability. This performance is due primarily to two factors: first, our balanced business model being vertically integrated; and second, our methodical efforts to improve operational efficiency. We have been focused on efficiency and operational excellence in every aspect of our business, and that effort is reflected in our numbers. I will elaborate on the progress being made and our plans for the future after Doron reviews the financial results. Doron? Doron Blachar Thank you, Isaac, and good morning, everyone. Let me start by providing an overview of our financial results for the three months ended March 31, 2016. Starting with slide 6, for the first quarter of 2016 total revenue increased 26.1%, to $151.6 million, compared to $120.2 million in the first quarter of 2015. Moving to slide 7, revenues in the electricity segment increased 19.9%, to $107.9 million, in the first quarter of 2016, up from $90 million in the first quarter of last year. Slide 8, revenues in the product segment were $43.7 million, an increase of 44.4%, compared to $30.3 million in the first quarter of 2015. Moving to slide 9, gross margin in the first quarter of 2016 increased to 42.1%, from 36.6% in the first quarter of 2015. Our electricity segment gross margin increased to 41%, due largely to new expansions coming on line, improved efficiency at the plant level, and also the transition to a new fixed-rate PPA for our Heber 1 power plant. Part of the increase in gross margin this quarter is driven by timing of operating expenses. We expect a lighter second quarter in the electricity segment with higher expenses that will result in lower margins, on average, in the rest of the year. Our product segment generated 45% gross margin, a particularly strong level for this segment of our business. It was mainly due to the different product mix and different margins in the various sales contracts, improvements made at our manufacturing facility which enables us to shorten lead time, as well as reduction in commodity prices that reduced the cost of raw material in subcontracting. We expect our gross margin in the product segment during 2016 to be higher than normal. The margin should normalize in 2017. Turning to slide 10, operating income for the first quarter of 2016 increased to $50.5 million, compared to $29.9 million in the first quarter of 2015, representing 69.3% increase. Operating income attributable to our electricity segment was $34.8 million, compared to $24 million in the first quarter of 2015, representing a 45.2% increase. Operating income of the product segment was $15.8 million, compared to $5.9 million in the first quarter of 2015, representing 168% increase. Moving to slide 11, net income attributable to the company’s stockholders for the first quarter of 2016 was $29.3 million, or $0.59 per diluted share, compared to $10 million, or $0.21 per diluted share, in the first quarter of 2015. Let me spend a moment speaking on our hedging strategy that is designed to mitigate the impact of changes in commodity prices. We continued to make progress in reducing our exposure to these fluctuations. In December of 2015, the Heber 1 contract was switched to a fixed-rate price, which mitigate our exposure and reduce the portfolio exposed to natural gas prices to approximately 90 megawatts and less than 10% of 2016 expected electricity revenue. Recently, we reduced our economic exposure to fluctuation in the price of oil and natural gas until the end of 2016, by entering into a derivative transaction. We recognized a net loss for this transaction of $0.1 million in the first quarter of 2016, which is recorded within foreign currency translation and transaction gains or losses, compared to a net gain of $0.3 million in the first quarter of 2015 that was recognized in the electricity segment revenue. Please turn to slide 12, adjusted EBITDA. Adjusted EBITDA for the first quarter of 2016 was $80.2 million, compared to $65.3 million in the same period last year, which represents a 22.8% increase. Reconciliation of the EBITDA and adjusted EBITDA is described on the appendix slide. Turning to slide 13, cash and cash equivalents as of March 31, 2016, were $148.5 million. We generated $27 million in cash from operating activities and invested $31 million in CapEx. The accompanying slide breaks down the use of cash during the quarter. Our long-term debt as of March 31, 2016, and the payment schedules are presented on slide 14 of the presentation. The average cost of debt for the company stands at 5.9%. On May 4, 2016, Ormat’s Board of Directors approved payment of a quarterly dividend of $0.07 per share for the first quarter. The dividend will be paid on May 24, 2016, to shareholders of record as of closing of business on May 18, 2016. In addition, the Company expects to pay a quarterly dividend of $0.07 per share in the next two quarters. This concludes my financial overview. I would like now to turn the call to Isaac for an operational and business update. Isaac? Isaac Angel Thank you very much, Doron. Starting with slide 16, for an update on operations. In the first quarter, we delivered strong results that demonstrate that we are making solid progress on our multiyear strategic plan. Moving to slide 17, we continue to make improvement in all aspects of our value chain. Specifically, we are focused on reducing manufacturing lead time, improving procurement to lower our material cost, and improving management control. This process translates into a significant improvement in gross margin and adjusted EBITDA margins. Turning to slide 18, another goal was to expand our electricity generation, both organically and inorganically. Electricity generation during the quarter was 1.4 million megawatt hours, an increase of 16.4% compared to the last year. This increase was due to commencement of the second phase of Don Campbell and McGinness Hills, power plants in 2015, as well as Plant 4 of the Olkaria III complex in Kenya which come on line in January this year. Beyond expansion, we continue to make plant-level adjustments designed to optimize our electricity generations. These adjustments include the elimination of older and less efficient components and modifying output based on the underlying resource. The goal is to improve profitability, and we are making meaningful process here, as well. In addition, we are also working to monetize the Don Campbell plant and further strengthen our balance sheet as part of our joint venture with Northleaf Capital Partners. Currently, we are conducting the required power generation tests under the agreement to determine the final terms for closing. Following the closing, Ormat Nevada will contribute Don Campbell 2 to ORPD, and Northleaf will buy their interest share. We expect to close this in the second quarter of 2016. Turning to slide 19, another part of our expansion strategy involves targeted acquisitions. We recently signed definitive agreements to acquire gradually 85% of a geothermal plant in the island of Guadalupe. We expect to close this acquisition during the second quarter. This acquisition will be immediately accretive to Ormat CPS. Turning to slide 20, for an update on projects under construction. We plan to add 160 to 190 megawatts by the end of 2018 by bringing new plants on line, expanding existing plants, as well as adding capacity from the recent acquisitions. The expansion plan includes the Platanares geothermal project in Honduras, which is currently under construction, and we expect to reach commercial operation by the end of 2017. We also initiated development efforts in two projects in Nevada. Tungsten Mountain and Dixie Meadows are each expected to generate 25 to 35 megawatts once they come online in 2017 or 2018. While the drilling activity is ongoing in both projects, we are making progress towards securing PPAs. We believe that these projects may qualify for the production tax credit. In Sarulla, Indonesia, engineering and procurement for the first and second phases has been substantially completed, but it’s still in progress for the third phase. Construction for the first phase is in progress, with major activities related to mechanical and electrical equipment installation. The infrastructure work for the second phase is in progress. Major equipment, including Ormat’s OECs and Toshiba’s steam turbines, for the first phase has arrived at the site and currently installed. The drilling of production and injection wells is also in progress for all three phases. The project is still experiencing delays, mainly in field development of the second phase and third phases and cost overruns. With respect to Ormat’s role as a supplier, all contractual milestones under the supply agreement were achieved and main shipment of the second phase is on its way to the site. Manufacturing of third phase equipment is progressing as planned. The consortium expects that the first phase of operations to commence towards the end of 2016, and the remaining two phases of operations are scheduled to commence within the 18 months thereafter. The projects I just described, as well as additional projects under various stages of development, are expected to support our expansion by the end of 2018. Besides the investment in new projects, we are continuing our exploration and business development activities to support future growth. On slide 21, let me briefly discuss the recent agreement with Alevo. On March 30, 2016, Ormat signed an agreement with a subsidiary of Alevo Group S.A., a leading provider of energy storage systems, to jointly build, own, and operate the Rabbit Hill Energy Storage Project, which is located in Georgetown, Texas. The storage market is one of the most developing, growing, and exciting areas in the energy industry today, and this agreement moves us for the first time into the energy storage arena. We view this market as key to our long-term growth plan, as it helps us to further diversify revenues and support our position as a leader in the renewable energy industry. Under the terms of the agreement, Ormat will own and fund the majority of the Rabbit Hill Energy Storage Project and will provide engineering, construction services, and balance of plant equipment. Alevo will provide its innovative GridBank inorganic lithium ion energy storage system in conjunction with the power conversion systems. In addition, Alevo will provide ongoing management, operations, and maintenance services for the life of the project. We do not expect this first entry into the storage market to generate material revenues for Ormat. However, we do believe this collaboration will allow us to make significant progress towards our expansion in this field. We continue to actively explore opportunities in this area and remain focused on building relationships and collaboration with established technology providers. We believe that such collaboration can leverage our experience, relationships, and project management, and other capabilities. If you could please turn to slide 22, you would see that our CapEx requirement for the balance of 2016 stands at approximately $245 million. We plan to invest a total of approximately $75 million in capital expenditures on new projects under construction and enhancements. And additional approximately $170 million are budgeted for exploration activities, development of new projects, investment in new activities that reflects expenditure under the new strategic plan, and maintenance CapEx for operating projects. In addition, $51 million will be required for debt repayment. Turning to slide 23, for an update on our product segment. Our backlog as of May 4, 2016, stands at approximately $214 million. Moving to slide 24, for a regulatory update. We shared with you the tremendous efforts Ormat’s team is investing in order to accelerate growth of the electricity segment to increase its portion in the future. In addition to shortening the manufacturing construction lead time, we are also investing efforts to shorten the development process. One of the hurdles in the geothermal development is obtaining key permitting in order to test prospect viability. We have been supporting and lobbying the geothermal components of Senator Dean Heller’s Geothermal Exploration Opportunity Act to simplify geothermal exploration review process in the future. Under the Energy Policy Modernization Act of 2015, which passed the U.S. Senate on April 2016, an agreement was reached to approve 29 amendments, including Senator Heller’s Public Land Renewable Energy Development Act, which streamlines permitting for renewable energy projects on federal land. If the bill will pass the House unchanged, it will be significant achievement in improving ability to assess potential geothermal resources faster than before and, by that, to accelerate the development process. Turning to slide 25, for 2016 guidance. We are reiterating our 2016 full-year guidance. For the year, we expect total revenue to be between $620 million and $640 million. We expect revenue in our electricity segment to be between $410 million and $420 million. For the product segment, we expect revenues to be between $210 million and $220 million. We expect 2016 adjusted EBITDA to be between $300 million and $310 million. I’m very pleased with our performance. The first quarter represents a strong start to what we believe will be another great year for Ormat. And that concludes our remarks for today, and I thank you very much for continued support. Operator? Question-and-Answer Session Operator [Operator Instructions]. The first question comes from Paul Coster from JPMorgan. Please go ahead. Paul Coster Yes, thanks, few quick questions. First up, you’ve made tremendous progress in the electricity segment in terms of improving the yield of the existing assets. How far are we, though, from sort of the point of diminishing returns in terms of that focus? Isaac Angel Hi, Paul. Thanks very much. What was the last part of your question? Paul Coster I’m just wondering have you got to the point of having realized the efficiencies at this point, do you still have further opportunities ahead? Isaac Angel Paul, as we explained last year, this is going to be a very long journey, and we barely touched only part of the efficiencies that we have planned. We’re working on a [indiscernible] basis, and we still have a long way to go until we will actually finish all the efficiencies that we are planning to do. Paul Coster Okay. The backlog is continuing to come down. Is there anything being added in to backlog? Or, are we just simply depleting it as a result of the Sarulla project? Isaac Angel First of all, you realize that the $256 million Sarulla project is a very large project and, obviously, it affects the backlog. On the other hand, as I said last conference call, we are making a tremendous effort, and we are in the middle of a journey to increase our electricity segment which will continue to grow faster than in the past. But if we are looking forward, I would not be worried about the backlog. And there is also another thing that you should take into consideration. We decreased seriously our delivery time, for something like from 20 months to less than 12 months, which means that projects that we are signing which used to be for the year after, now they are kicking in within the next 12 months, which makes a difference in the calculation of the backlog. Paul Coster So, in other words, you’re expecting backlog to plateau soon and maybe even start rebuilding? Does that sound – is it possible that would happen within the 2016 timeline? Isaac Angel I’m writing this down, Paul, and I hope it’s going to happen. Paul Coster Okay. My last question is oil and gas prices have actually ticked up a bit recently. Is there any way in which you might start to capture the benefit of a positive inflection in prices before the point at which you move as many of these projects as possible to a fixed rate? Isaac Angel We still have about one-third of our exposure in oil and two-thirds in natural gas, which is barely moving. On the one-third which is going up, it is not something that’s going to change in the near future, which is our Puna power plant, and we hope we are going to catch the increase. And maybe Doron would like to add here something. Doron Blachar Hi, Paul. We took a different approach to the hedging due to the very, very low prices at the beginning of the year. So, we actually are able to enjoy some of the increase in the oil prices, not all of it, but some of it. And on the gas, if the gas prices are relatively stable to the beginning of the year, there isn’t much change. But as prices goes up, it gives a potentially better performance next year with the higher prices on the oil and natural gas prices. Paul Coster Very good. Thank you so much. Isaac Angel Thank you Paul. Operator [Operator Instructions]. This concludes our question-and-answer session. I would like to turn the conference back over to Mr. Isaac Angel for any closing remarks. Paul Coster Okay. Thanks a lot operator. Thank you very much for your continued support during the year, and we are very optimistic, management here in Ormat. And see you next conference call. Operator The conference has now concluded. Thank you for attending today’s presentation. You may now disconnect. Copyright policy: All transcripts on this site are the copyright of Seeking Alpha. However, we view them as an important resource for bloggers and journalists, and are excited to contribute to the democratization of financial information on the Internet. (Until now investors have had to pay thousands of dollars in subscription fees for transcripts.) So our reproduction policy is as follows: You may quote up to 400 words of any transcript on the condition that you attribute the transcript to Seeking Alpha and either link to the original transcript or to www.SeekingAlpha.com. All other use is prohibited. THE INFORMATION CONTAINED HERE IS A TEXTUAL REPRESENTATION OF THE APPLICABLE COMPANY’S CONFERENCE CALL, CONFERENCE PRESENTATION OR OTHER AUDIO PRESENTATION, AND WHILE EFFORTS ARE MADE TO PROVIDE AN ACCURATE TRANSCRIPTION, THERE MAY BE MATERIAL ERRORS, OMISSIONS, OR INACCURACIES IN THE REPORTING OF THE SUBSTANCE OF THE AUDIO PRESENTATIONS. IN NO WAY DOES SEEKING ALPHA ASSUME ANY RESPONSIBILITY FOR ANY INVESTMENT OR OTHER DECISIONS MADE BASED UPON THE INFORMATION PROVIDED ON THIS WEB SITE OR IN ANY TRANSCRIPT. USERS ARE ADVISED TO REVIEW THE APPLICABLE COMPANY’S AUDIO PRESENTATION ITSELF AND THE APPLICABLE COMPANY’S SEC FILINGS BEFORE MAKING ANY INVESTMENT OR OTHER DECISIONS. If you have any additional questions about our online transcripts, please contact us at: transcripts@seekingalpha.com . Thank you!

Dynegy’s (DYN) CEO Bob Flexon on Q1 2016 Results – Earnings Call Transcript

Dynegy Inc. (NYSE: DYN ) Q1 2016 Earnings Conference Call May 04, 2016 09:00 AM ET Executives Rodney McMahan – IR Bob Flexon – CEO Clint Freeland – CFO Hank Jones – Chief Commercial Officer Catherine James – EVP & General Council Sheree Petrone – EVP Retail Dean Ellis – VP Regulatory Affairs Carolyn Burke – EVP Business Operations and Systems Analysts Jonathan Arnold – Deutsche Bank Julien Dumoulin-Smith – UBS Steve Fleishman – Wolfe Research Ali Agha – SunTrust Neel Mitra – Tudor, Pickering Jeff Cramer – Morgan Stanley Greg Gordon – Evercore ISI Angie Storozynski – Macquarie Shahr Pourreza – Guggenheim Partners Praful Mehta – Citigroup Michael Lepides – Goldman Sachs Ashwin Reddy – Venor Capital Operator Hello and welcome to the Dynegy Incorporated First Quarter 2016 Financial Results Teleconference. Please note that all lines will be in a listen-only mode until the question-and-answer portion of today’s call. [Operator Instructions] I would now like to turn the conference over to Mr. Rodney McMahan, Managing Director, Investor Relations. Sir, you may begin. Rodney McMahan Thank you. Good morning, everyone, and welcome to Dynegy’s investor conference call and webcast covering the company’s first-quarter 2016. As is our customary practice, before we begin this morning, I would like to remind you that our call will include statements reflecting assumptions, expectations, projections, intentions, or beliefs about future events and views of market dynamics. These and other statements not relate strictly to historical or current facts are intended as forward-looking statements. Actual results, though, may vary materially from those expressed or implied in any forward-looking statements. For a description of the factors that may cause such a variance, I would direct you to the forward-looking statements legend contained in last night’s news release and in our SEC filings, which are available free of charge through our website at dynegy.com. With that, I will now turn it over to our President and CEO, Bob Flexon Bob Flexon Good morning and thank for joining us today. With me today our Clint Freeland our Chief Financial Officer, Hank Jones our Chief Commercial Officer, Catherine James our Executive Vice President in General Council, Sheree Petrone our Executive Vice President of Retail, Dean Ellis, our Vice President of Regulatory Affairs, Carolyn Burke, our Executive Vice President of Business Operations and Systems. We posted our earnings release presentation and managements prepared remarks on our website night. Following a few brief opening we will devote the bulk of our scheduled time to your questions. Our safety performance is measured by our total recordable incident rate, had two different story lines. First the gas segment which had five of our PG&E combined cycle generations stations, set first quarter facility productions records, achieved zero recordable during the quarter. The coal and IPH segments on the other hand had 10 recordable injuries, primarily strains and bruises. We’re working close with our union and non-union employees as we are determined in match the outstanding performance the gas segment achieved during the quarter across the entire fleet. Adjusted EBITDA for the first quarter was $251 million versus $85 million during the same period last year. The significant increase was primarily driven by the $209 million contribution from the EquiPower and Duke Midwest acquisitions that closed at the beginning of the second quarter of 2015. Although the Central and Eastern portions of the country had winner temperatures well above normal, the fleet’s advantageous access to lower cost natural gas, provided healthy spark spreads and generation volumes. The MISO capacity auction results for planning year 2016-2017 will release nearly three weeks ago. Our units without existing capacity commitments were bid in at a cost as approved by the independent market monitor. Dynegy did not clear any of its 2,197 megawatts of unsold capacity, as the current price was below unit cost. The lack of compensation from the MISO capacity auction continues to be a derivative of a hybrid market design that mixes utilities outside of Illinois with competitive generators located in central and southern Illinois. The utilities do not relay in this auction for their compensation and bid there units in at zero cost, which drives down the auction clearing pricing, resulting in insufficient compensation for the Illinois based competitive generators. With no relief inside from MISO towards the state of Illinois taking a proactive position, we’re self-correcting the cash flow deficiency by shutting down the capacity in excess of our retail and whole sales, sales volume to substantially eliminate our reliance on the annual MISO capacity auction. As a result, we are we are shutting down Baldwin units 1&3 and Newton units 2. An additional 500 megawatts is targeted for shutdown later this year. On June 2016 the 465 megawatt Wood River plant is being retired. Over the next five years, we estimate the free cash flow saving from shutting down Baldwin and Newton units to be close to $200 million or substantially higher if the Newton scrubber isn’t completed. This is in addition to the roughly $100 million in free cash flow savings to be realized over the next 5 years from the retirement of from the retirement of Wood River. As we reposition our MISO portfolio now is the appropriate time to address IPHs Genco subsidiaries. While Genco has sufficient liquidity today the combination of weak energy prices, unsold capacity, higher cost units, upcoming ELG and CCR spend and $300 million debt maturity in 2018 warrants the pursuit of a permanent fix for the entity. Discussions will be initiated with the debt holders in the near future and we aim to amicably resolve the situation during 2016. Resolution will either be a more sustainable business model or transitioning ownership of Genco’s three plants to the debt holders. Finally, we are reaffirming our 2016 adjusted EBITDA guidance at $1 billion to $1.2 billion and free cash flow of $200 million to $400 million. At this point operator I’d like to open up the sessions for the Q&A. Question-and-Answer Session Operator Thank you. We’ll now begin the question-and-answer session. [Operator Instructions] And our first question comes from Jonathan Arnold, Sir, your line is open. Jonathan Arnold Quick, to start I guess the 500 megawatts that you are — you say you are still looking at, can you give any color into where those — which Coal or IPH and then maybe talked to the might or might not lead to the scrubber needing to be built in the scenarios you are laying out? Bob Flexon Jonathan, I’d say the 500 megawatts was not decided upon at this juncture, but it depend if we can loose from existing commitments from some other units like at the IPH subsidiary, some of the units have commitments into PJM and if we are unable to move them, that would rule out shutting down any of the units that have those types of commitments. But when you look geographically the assets in the north get much better pricing than the assets towards the south. So you would look towards the assets, towards the southern portion of the state. And again, I guess the highest cost unit is going to be — is probably Newton because of the scrubber requirements, so that would be a potential candidate. But they do have commitments to PJM, so that may require us to look out square. Jonathan Arnold So putting those comments together, if you are able to kind of shift the PJM commitment that the other Newton unit has and you’d be able to — that one would be up — you would be able to close it and then you wouldn’t have to the $200 million? Bob Flexon It would make it a likely candidate, but I wouldn’t go as far as to say that’s been decided and then the whole issue around the scrubber, I think that’s one that we’ll be taking as we go through the restructuring of IPH. So right now we’re still committed and require to keep on target with the variance that we have to continue the spending around that, but we will take a look at that in the coming months as we look to resolve the ongoing structure of IPH. But to the expense that we are able to move some of the commitments we can meet the multi-pollutant standard without the scrubber, so ideally if we can get there, it would be to eliminate the full scrubbers spend. And then the free cash flow savings over the next five years we jump from $200 million that I mentioned a moment ago to probably north of $400 million by eliminating the scrubber. Jonathan Arnold And is the scrubber sort of yes or no, it doesn’t flex down because one of the units is closing, is that correct? Bob Flexon Well, I mean you can scale it down, but it’s still a substantial spend even with just one of the scrubber coming up. Jonathan Arnold Okay great, and then on similar topic when we look at that Slide 23, you showed the PSA, the value transfer and subsidies sort of $150 million annually into Genco. Presumably that’s — is that the value of the retail hedges that are currently allocated to Genco? Bob Flexon Jonathan, I mean we are trying to highlight on that slide is that the IPM has all the wholesale and retail contracts, the way the power supply agreement works just the calculation, it actually overstates the amount of compensation that Genco is currently getting. And if the Genco box were to be separated we would likely cancel the power supply agreement that’s there and that’s what we did on Page 22 is to highlight that, it’s getting actually a subsidy of about $150 million between the wholesale contracts and the way the calculation is done, and that’s why on that following page on 24 we tried to show what this Genco looked like on a standalone basis and again with the pricing in the South, Newton in particular and Coffeen, faced a lot of congestion so they tend to have the a larger basis spread than the other asset to the north. So Genco on a standalone basis without the PSA, without the over allocation of revenues coming in from these contracts is — faces significant financial challenges. Jonathan Arnold So there is that value in a Genco [indiscernible] go away ends up being something we are retaining within IPM and IPRG, correct? Bob Flexon That’s right. Jonathan Arnold Okay, and then so I was just — one other thing on just as you — presumably that you didn’t see significant impact towards the current capacity market, clearing construct from these assets that you are identifying for closer because they didn’t clear. But what about on an energy price look and would there be impact on the congestion basis that you have been seeing around Baldwin and Newton from retiring, some of the units and would that be a help? Bob Flexon Well, definitely we see lower LNP prices in the South than the North and you face congestion. Whether not shutting down these units relieves that congestion or not, we don’t know that for MISO to go through and do the analysis around transmission system, but certainly overall the assets down there, routinely face issues with congestion. Jonathan Arnold But that’s not something you are willing to make a stab at? Bob Flexon No. Jonathan Arnold It could be factor? Bob Flexon No, I’ll leave that to MISO. Jonathan Arnold All right, well thank you very much. Operator Thank you Mr. Arnold of Deutsche Bank. Our next question is from Julien Dumoulin-Smith from UBS. Sir, your line is now open. Julien Dumoulin So two quick follow up there and couple of others. Just to clarify, the PSA value that you identified, do you retain that so you can opt to get out — cancel the contract with Genco, but is that full value retained back at the Dynegy and Ameren boxes? Bob Flexon The PSA are cancelable with six months’ notice. So yes we go through our restructuring in discussion, I mean that’s something that we will considered. To date we haven’t done that and we intensely have not done that, we’ve been doing everything we possibly can to support the Genco subsidiary. So that just comes into the discussion around restructuring. Julien Dumoulin Got it and then just to clarify, the timeline on the deciding the last 500 megawatt increment? Bob Flexon Going to be later this year. Julien Dumoulin Is there something specific you are waiting for, just to be clear? Bob Flexon Again, I think what had mentioned to Jonathan a moment ago that some of the units have commitments and so we have to take a look to see if we’re able to transfer those commitments to other facilities. Julien Dumoulin Okay, and maybe where I am going with this, what are thoughts on legislation and MISO reform? And how much does that drive your thought process here? And I’ll be curious actually, what you think of the MISO reforms in terms of driving improved pricing signal here? Or do you really need legislation? Bob Flexon No, I would said Julien, unlike some of the utilities to our east, we are taking matters into our own hands and we are not waiting around for a legislative solution here. We are willing to right size of portfolios to match our retail obligations and wholesale obligation and not rely on the capacity market going forward. The reforms to which I think you are referencing around Zone 4. I mean MISO is doing what they can, I mean they’ve got the issue of stakeholders with competing interest, than you know the vast majority of the members are utilities and utilities don’t want to see any change to the model, they’re quite comfortable the way it works for them. So they are trying to do what they can do restructure Zone 4, right now in looking at a forward capacity options with a slope demand coverage it’s being targeted for the local clearing requirement which we saw drop from over 8,000 megawatts to 5,000 megawatts this year. And there is no reasonably to believe that that’s going to stop shrinking as the transmission continues to come in, the local clearing requirement we would expect to go down and when the resources are up than 10,000 megawatts. We are not optimistic that that’s going to solve anything. Julien Dumoulin Got it, and then just coming back here on IPH, what’s the timeline you are looking at here I mean how do you expect to proceed? And I want to follow up a little bit on the nuance there. You talked previously that asset contribution how does that stand in the contacts of any restructuring? Bob Flexon Well, we have actually some — I guess our first meeting with group of the debt holders later this month and so there we are just going to just have to start the dialogue and just look at what are they — how are — we really think both parties want to understand how each party is thinking about how do we move forward in a way that’s constructed for both. So at this point in time it’s — we’ll have our meeting and start exchanging thoughts on what’s the solution here. Julien Dumoulin Got it. And then just if you can comment briefly, you alluded to it on the power markets the east obvious we see the latest afford with the PPA efforts in Ohio, any commentary on what the next steps are at FERC or otherwise? Bob Flexon Well, I mean obviously FE has filed the next, I guess it’s been characterizes their Hail Mary. We will continue to strongly oppose it and I guess AEP is about to file something as well. I mean there is virtual PPA where they are going to rate base something that’s not in rate basis, an interesting twist on it, but it’s clearly an end run around FERC and my view is that PUCO, the Public Utilities Commission of Ohio proves this, they outta be run out of town. But we’ll stay with the process, where it leads, but we are going to continue to be an advocate against just unilateral parts trying to end-run the system. Operator Thank you. And we have a question coming from the line of Steve Fleishman of Wolfe Research. Sir, you may now ask your question. Steve Fleishman Just on the kind of commentary related to the retirement you mentioned several times that you like to — you are interested in talking to Illinois about options, could you just maybe talk about whether there have already been some discussions with Illinois and what would be your preferred option that help these plants. Bob Flexon I mean we had discussion over the course of the past couple of years and certainly Exelon has been trying to do similar things. I have to say that it hasn’t gotten much traction, the state is preoccupied with budget issues and infighting while the utilities to the west are just taking over the generation responsibilities for the state of Illinois. I mean that we’d love to see a solution that allows a competitive generator to compete on equal footing, I mean ideally the solution for us is to scoopers with the competitive generators I mean we want to be in the competitive market hybrid models don’t work, this also goes back to Ohio. What AEP and FirstEnergy are trying to do is create what MISO is and we don’t want that, we would like a pure competitive market and as Illinois decided that the whole state should be PJM, would be the ideal solution for us. Short of that is just the other alternatives that we put out there is, either you take the Central and Southern Illinois in that if you can’t beat them, join them philosophy and just make that regulated along with the rest of MISO and that takes care of that problem, whether or not Illinois wants to do something in between that is up for them to decide, we’d love to save these plants, we’d love to continue working, these plants are low cost plants, they are environmentally compliant plants, probably a lot more efficient than some but plants that the utilities are utilized and so it would be best for Illinois to preserve these plants to preserve the jobs, but as long as the market is designed this way and MISO, we’re mixing utilities with IPPs, you are going to see incredible stress put on our units as well as any other competitive generators, Exelon is facing the same challenge. Steve Fleishman Okay. And just from a logistical standpoint I think you meant, you said you are mothballing the plant, when would something has to be done by either Illinois or MISO for the plants to kind of not go from like mothballed to actual full shutdown and is there like a — also point in time where you could not bring them back, like permitting everything is gone. Bob Flexon And let me look to Dean for a second. Dean, is there a statutory duration on the mothballing? Dean Ellis Yes, Steve. This is Dean Ellis. So, our interconnection rights are preserved for three years. MISO will, of course, in the next six months, study whether there is a reliability need driven by the mothball provision. So, there’s a couple of checkpoints here along the way. But the short answer is that, for three years, we have the preservation of the interconnection rights. Operator Now we have Ali Agha of SunTrust. Sir, your line is now open. Ali Agha So the plants that you are retiring if I saw this right, you are looking at about 200 million of free cash flow savings over that next five year period, but from an EBITDA perspective that is essentially neutral if that right? Clint Freeland Ali. This is Clint Freeland. That’s right, over the next five years in total the plants the units are slightly EBITDA negative, but not meaningfully. I mean it’s breakeven but slightly to the negative. The issues for the plants though is just the CapEx spend and that’s what really drives that free cash flow profile. So as an example over the roughly 200 million I take a 160 of it is related to CapEx and the balance is related to EBITDA. Ali Agha I see okay. And then looking beyond just the actions that you’ve correctly taken and then I understand you are saying you are balancing your fleet in the Midwest, but overall from a bigger picture perspective, is coal a fuel source you want to be in? Just given how these markets are and given what’s been going with gas and power prices or strategically do you want to more gasify this portfolio or how are you looking at this portfolio beyond just these actions? Bob Flexon We’ve already have a significant moves towards gas and particularly once we close the handy transaction that our portfolio — again, from an EBITDA standpoint is 90% gas 10% coal, but I do think there is a value to have — to continue to have the right sized coal element within the portfolio because it essentially makes you non-natural gas and obviously natural gas being a commodity goes through those cycles. So, we get a particularly significant uplift in arising gas environment around your coal assets, so I think that’s an important part of our portfolio going forward. We just have to make sure that its right sized, we’re utilizing the right scale of it and we’ve got the channels to market for our MISO portfolio which is our wholesale origination efforts as well as our retail business. But we definitely want to remain in the coal generation business because I think it offers something that, if you’re just a gas generator then you just don’t really have the upside that you have when you have the coal element in the portfolio. Ali Agha And so your thought there just to follow up there, is that there is a cycle you see where gas and hence power prices could once again go back to levels that we saw like six, seven, eight, years ago? Bob Flexon I mean certainly with the demand in place for natural gas whether it’s through export or generation or industrial use or the like, I mean the gas market swings and have to have that protection in our portfolio with the coal generation assets I think is a real plus for our portfolio. So, I am very much bullish on our coal portfolio, do not want to see it rationalized any further than what we’re discussing today. So I think we’ve got at this point, we’ll have it right sized and it’s going to be important part of us going forward. Ali Agha And where do you stand in terms of your California assets, what’s your latest there? Bob Flexon Not much of a change we’re still waiting to get the ruling on the gas tariff for Moss 1 and 2, Moss 6 and 7 the contract expires at the end of the year. There doesn’t seem to be much appetite in the state for re-contracting that particular asset. So it’s a little bit — right now is in steady state. We think that ones we get that gas tariff, ruling comes out than we’ll have a much clearer path to exit California. There is still some folks looking at the portfolio, but I am not optimistic that we can actually exit California prior to understand that the gas tariff comes out to be. Ali Agha And last question and looking at the energy markets as you’re seeing them in your core areas of concentration. Are you seeing much differential between your fundamental view and what the forward curves are telling us right now? Bob Flexon Sorry I missed that, we have a difference here on the fundamental curves between –. Ali Agha I am saying that in the markets that you’re focused on PJM, you’ll soon be entering ERCOT with the energy portfolio in the Midwest. Are you seeing a much big — a big differential between what you think is a fundamental pricing view versus what the forward curves are telling us right now in any of the regions? Hank Jones This is Hank. Our view continues to be that with the rationalization of capacity over the last two-three years driven by low gas prices and mass compliance issues that the system is tight — it just hasn’t been tested, it hasn’t been tested with high demand periods for the last two seasons and I think that will tell us a lot about where it goes. So our view is if forward markets don’t project that tightness and it’s further exacerbated in the northeast with the absence of any kind of winter this last winter, a lot of the scarcity premiums associated with natural gas were worked out of the system and each new season is a jump and the clock has to be reset. So there is still deliverability challenges in high demand periods for natural gas in the northeast. The continued delay in pipeline projects to bridge the west to east gas deliverability gap. All those things continue to perpetuate that situation. So there is — our view is that that forward markets don’t project that value. Operator Thank you. And we have a question from Neel Mitra of Tudor, Pickering. Sir, your line is now open. Neel Mitra Given that you have a large amount of cash flow suites to service the energy deck going forward. Are there any additional assets beyond Moss Landing in California that you view as non-core that you could possibly monetize given that you have a much larger asset fleet at this point? Bob Flexon First of all on the cash fleet, I wouldn’t — we haven’t done the financing yet, so we don’t know whether we have cash suites or not. But on the remainder of the portfolio what we are looking at there is I think a couple of peaker assets in PJM that were considering now whether we hold them or go for some level of price discovery to see what value the market would place on those assets. And then I would say the other one is in New York which we are just one asset we have, a very good asset in New York been independence 1,200 plus megawatts combined cycle access to Marcellus gas. That’s one that were also doing price discovery on. So depending on whether or not the market values it appropriately that could potentially be something that we would monetize and that’s something that we’ll have a better view on probably by the end of the second quarter of this year. Neel Mitra And my second question, now that you have started the negotiation discussions with IPH bond holders, what’s the ultimate goal that you’re looking to get to, is it to ultimately consolidate IPH into the Dynegy balance sheet, just making it credit accretive or credit neutral, or do you still want to keep it ring-fenced? Bob Flexon I mean, the ultimate goal is no lawyers. But we haven’t had our first meeting yet, but you can see the outcome from more extreme being, they take three units, the other extreme would be, we bring it on to the Dynegy balance sheet if we had — if we got the right level of capital structure for IPH. So, there would be a significant reduction in the debt for us to go to that extreme. But to me, they are the two bookends that’s going to be in play and it all comes down to where can we meet on this. But I mean ideally in the perfect world, we’d have all of this things together on the Dynegy balance sheet and you wouldn’t have separate ring-fenced, independent Board members, a whole other Board that we deal with, corporate commercial protocols and we’ve got the strongest ring-fenced we ever could have possibly put in place but that brings the level of cost and inefficiency with it. So ideally you can eliminate that through this process, so the question is going to be, if we can’t get the right capital structure then the assets go to the debt holders, that on the other hand if you can work through an agreement with them, it would be great to, just eliminate that inefficiency that we’ve created that was designed to protect Dynegy from the debt becoming, recourse to the balance sheet. Neel Mitra Got it and then I just wanted to lastly follow up on the MISO coal closures, Could you kind of reiterate or explain why you are choosing to do that ahead of the MISO capacity reform discussions, I guess that will started to in the second half of the year, I guess do you still preserve you the option value by mothballing the assets, could they come back. Could you just kind of walk through your thought process with that? Bob Flexon From looking at they are mothballed, the assets can indeed comeback. But again our view on the redesign of the redesign of Zone 4 from MISO, while MISO is doing every attempt they can to improve the design structure, we’re at outnumbered outgunned by that 14 different utilities in the process. So the reformed made to Zone 4, we’re not optimistic that they are going to make a big difference and we made a discussion, we’re not going to run free cash flow negative on new assets and we saw that the auction this year, 2,000 megawatts this year at the auction, disappeared of demand and if you look at the bid curve, that we had in the presentation that was on Slide 14, if we had the same level of demand as last year, all of our units could have cleared, but 2,000 megawatts demand disappeared. And so every year, something else with the way this capacity option works and you just can’t keep that in Zero, so it’s one where we decided to take matters into our hands, let’s just right sized the portfolio. So you know as we’ve always said the capacity option is the last channel that we look to monetize our capacity and being two year in a row were we’ve had unsold capacity in excess of 2,000 megawatts, it’s just time to match the generation supply with the retail and wholesale sales that we have and eliminate the exacts that we don’t get paid for. Particularly, for these assets as well, since they are in the South, and as we mentioned earlier face congested and lower LMP pricing. Again you’ve got the utilities to the west that just go on must-runs. So whether their plans are economic to run or not it as doesn’t matter, they just run them. So it causes a cycling of some of these plans as well which increases the maintenance cost and the reliability challenges. So it’s just time to right size the portfolio and move forward. Again as you said and I said at the beginning, these units are mothballed. So suddenly, if the construct looks like it has real appeal to it than we can make a different decision, but the way it looks now it’s not going to happen, it’s not going to happen any time soon. Really the only thing that can make a difference is the state of Illinois to wake up, which for two years they haven’t and I know that it’s a source of frustration on our part and other generators parts — we just can’t wait around for it. Neel Mitra And to that point, you mentioned, I guess, one of the only ways it would work was if you could move into PJM. What’s the constraint there? Is it a lack of transmissions for the southern Illinois plants? Or is it the fact that you are in the Ameren zone and the T&D Company decides what interconnect you are in? Bob Flexon Yes, it’s the latter. I mean, you know I was talking to Andy Ott about it at PJM, and I asked Andy, I said, how long does it take to do a conversion to go from a MISO to PJM from a technical standpoint? He says about 10 minutes. It’s the political process that will take you years. But right now, the transmission provider is the one that makes the determination, and that’s Ameren. And Ameren has no desire whatsoever to move from MISO to PJM. So one of the things that the state of Illinois can do is they can legislate that the state of Illinois will be part of a different ISO. And that’s one of the solutions that we think that the state of Illinois should grab onto. Operator And we also have Jeff Cramer from Morgan Stanley. Sir, you may now ask your question. Jeff Cramer Just thinking about solutions for IPG, and you talked about potentially consolidating at the Dynegy level. Just with the assets free cash flow negative, can you just kind of talk about how you view leverage from that perspective, and if you were to go down that road? Bob Flexon Well, I mean, again, the only way we would ever bring it to the balance sheet is if it had — it would have to have a very low amount of debt on it. And the assets we’d have to have confidence that they are free cash flow positive. Again, I would say that the assets combined with the retail book and everything, it’s — you can have a nice portfolio but you’ve got to get the right capital structure in place to be able to do so. And at this point, I mean, I don’t want to speculate what that capital structure is or the amount of debt that would have to be reduced in order to do something like that. Again, I think the two extreme outcomes are the debt holders get the plants or we consolidate it on to the balance sheet because we’ve got such a significant discount on the debt. It’s somewhere — you know, they are the bookends. And where it ends is somewhere either within that range. Jeff Cramer Got it. And just the two liquidity facilities that you signed during the quarter, $100 million at the Dynegy level and $25 million at the JV level, is this in addition to the Dynegy revolver? Or what are these? Clint Freeland Yes. This is Clint. There are several banks that have come into the acquisition financing, and as part of that have provided us commitments to other upsize their commitments or increase their commitments to the DI revolver. And that’s about $100 million at the DI level. One of the banks came in at the JV level and provided a liquidity facility commitment to the JV. So in total, $125 million — $100 million at the parent, $25 million at the JV at the DI level. It’s just simply upsizing our existing revolver by those commitments. Jeff Cramer Understood, okay. And then, the capacity payments that you modified, where those all sourced from assets in RTO? We assume those are the capacity prices that will be paid out? Clint Freeland I believe that’s right. Jeff Cramer Okay. And then just kind of the way it was structured, if — I mean, if there’s nonperformance or penalties, how does that work? Given the relationships? Clint Freeland Yes, we retain the upside and downside of penalties and bonuses. So it’s just the base level of payment that we expected to receive for both the base and the CP that was monetized. But again, any rewards or penalties are retained by us. Jeff Cramer Okay. And then just lastly, there were some changes quarter over quarter in the PJM in the level of PJM commitments. It was one of the slides in the Appendix. Is this following the monetization? That didn’t appear to add up. We are just kind of curious what drove some of the changes there? Hank Jones This is Hank. I think you may be referring to some of the true-up activity that occurs in the incremental auctions. There are opportunities to either sell additional capacity or to buy back portions of incremental — of capacity. In the most recent incremental auction, there was — capacity was sold by PJM as an artifact of their transition to the CP environment. They had excess capacity in the system and it was liquidated at levels at which we purchased some as replacement. I think that’s what you are referencing. Jeff Cramer Okay. So that can change quarter to quarter, based on that? Bob Flexon Yes Operator Thank you and we have a question from Greg Gordon of Evercore ISI. Sir your line is now open. Greg Gordon So, I’m just going to go back to beat a dead horse and make sure I understand what’s going on here on page 29 in the Appendix. So, when you shut these units down, essentially the savings that flows to us as investors and shareholders, is the $200 million of cumulative savings from the reduction in the capital expenditures. The reduction in operating cost essentially is offset by reduction in gross margin and you are looking at a neutral EBITDA impact. Correct? Bob Flexon Yes. I mean, I will fine-tune that a little bit and Clint can check me on this, but for Baldwin and Newton, the savings — you’ve got $160 million of savings there in CapEx. All right? So that’s $160 million. And if you put into their additional negative EBITDA from the units over that same five-year period, it rounds up to about $200 million over five years. And then incremental to that would be the Newton scrubber, if it’s not built. Right? So, Wood River, the Wood River savings, between negative EBITDA and the CapEx, is another, what, $100 million. Clint Freeland $100 million. That’s right. And what we tried to do on slide 29 is to show at the top part of the slide, as people are modeling these plants going forward post these unit shutdowns, what should they be assuming for cost structure? And so, Baldwin at $50 million of OpEx and Newton at $30 million, Wood River and Brayton Point each at $5 million. And one of the reasons that we tried to put this out there is that I think there would be a temptation to assume, well, if Wood River and Brayton Point, as an example, are retired, that that OpEx would go to zero. And that’s not really correct, because you have things like property taxes, insurance, security, other costs like that that need to be considered. And again, for Baldwin, you are shutting down two of the three units, but that does not necessarily mean that there is a two-thirds reduction in the O&M. So, we tried to lay out kind of the ongoing post-shutdown cost structure so that people could model it correctly. And then looking at those costs relative to kind of what historic costs have been, and what’s the total reduction over the next five years just in the cost structure alone, that’s what’s on the bottom part of the slide. But like Bob said, when you think about it from a — let’s say, on a free cash flow basis over the next five years in aggregate, what do we think the benefit on a free cash flow basis is? It’s about $200 million. Greg Gordon Right. No, that’s very — that clears that up for me very well. The other thing that just jumps out, which is fairly obvious to me is, I think other people have alluded to in their questions, is just given the ring-fence structure at IPH, and how profitable Illinois Power Marketing Company is, is there a scenario where we just lose Illinois power-generating company and then have a pretty profitable retail operation? Bob Flexon So the retail business is outside of Genco. Right? Is that what you are essentially saying, Greg? Greg Gordon Yes. Bob Flexon Yes that’s right. Clint Freeland And Greg, the way to think about IPM is that that is the market-facing entity for IPH. And so, for retail contracts that are allocated to IPH for bilateral capacity sales or so forth, they all run through IPH, and then those dollars are allocated to Genco and IPRG through the PSA agreements. So, that’s how to think about IPM. At the end of the day, IPM is simply a flow-through entity where new contracts are provided to IPM through the Dynegy wholesale and retail teams. And then as those dollars come in, then they are allocated under the PSA’s. Bob Flexon And generally speaking, Greg, the retail and wholesale obligations are not unit-specific in general. There might be a small exception here or there, but largely, they are not unit-specific. Greg Gordon Got you thank you guys, very clear. Operator Thank you. And we now have Ms. Angie Storozynski of Macquarie. Ma’am your lien is now open. Angie Storozynski I wanted to go back to IPH, surprisingly. So, last quarter, you guys made some comments about what a big discount you trade at, given the EBITDA composition of your earnings basically coming primarily from gas. Yes, you are mentioning that IPH could offer some gas option, but you do have a coal-core portfolio in Illinois and also some other coal assets in PJM, which arguably could be actually a better gas option. So do you think that sticking to IPH through some debt restructuring actually could create more value than walking away from this ring-fencing structure that could in turn potentially boost your EBITDA because you wouldn’t have that coal drag on your multiple? Bob Flexon I mean, it depends, Angie, on just at what cost. Right? So I mean, there’s a value where it’s worth retaining and there is a value where it’s not worth retaining. So — and we have to go through the discussions with the debt holders to see. But it’s got to be very clear to us that it’s value-accretive for our shareholders to do something like that. Again, I was just putting out really the two bookends on what could happen. I’m not saying that our goal is to move it to the parent, but if the economics were so compelling that something that — it made since, I wouldn’t rule it out either. Angie Storozynski But do you really think that IPH is a good gas option? Bob Flexon Are you talking IPH or just Genco? Angie Storozynski Just Genco, yes. Bob Flexon IPH, I would say definitely is because the pricing for Edwards and Duck Creek certainly get much better prices than you get in the South. It trades much more in line with Indy Hub. Angie Storozynski Okay, but Genco? Bob Flexon Genco again is a little bit more challenged. Now you have PJM commitments at Newton, and we have an upcoming PJM commitment at Joppa for 240 megawatts. And Joppa is one of our lower-cost units and it has a new rail contract coming in. Its dispatch cost is going to be less than $20. Angie Storozynski Okay. And then on — can you give us any update, if there is one, on financing of the ENGIE acquisition? Potential financing? Bob Flexon Yes, Angie, I think at this point, we are planning for an early fourth-quarter close. And I think when we start looking at the calendar on when would be the optimal time for us to go to market, to me that’s probably June/July timeframe. We’ll make that decision a little bit later this month kind of based on market conditions. But that’s what we are preparing for. The way that I want to prepare for this is to be ready to go at the end of this month after Memorial Day, and then kind of pick our moment when the market is right. Angie Storozynski And that would be a bond offering or –? Bob Flexon Yes, I think we are still taking a look at this. What we’ve seen is, since we announced the transaction, the high-yield market has meaningfully improved. And so, at this point, we believe that we will be able to finance the entire 2.25 to 2.3 amount that we outlined in the transaction announcement, and not need to use the ECP bridge. I think most of that is likely to be term loan B or some type of secured instrument. We are just going to have to see what the condition of the market is at the time as to whether or how much second lien or unsecured notes would be involved. Angie Storozynski Okay, thank you. Operator Thank you. And we have a question from Shahr Pourreza of Guggenheim Partners. Sir, you may ask your question. Shahr Pourreza Most of the questions were answered at this point, but just curious, on the service fee that you were collecting from IPH, I think it’s sort of made up between some G&A and O&M support — and I understand IPH is sort of ring-fenced, but in a situation where you were to just hand the keys of the assets to the bondholders, is there sort of any liabilities that could come up as a result of that? Or any sort of prolonged mismanagement of the assets or anything that can come up? Bob Flexon No. I mean, we — when we originally established the ring-fence and the service agreements, and the energy management agreements, it was all done utilizing arm’s-length transactions that were reviewed and verified by outside third parties. I would also say that on the Genco allocation, we’ve been doing things to actually give Genco a little bit of relief. We actually had not even been collecting the fee this year, which runs about $3 million — a little over $3 million a month. It’s just been an accrued payable to us at this point in time this year, just to make sure they are comfortable with the right level of liquidity down there. So, we feel again, with the ring-fence structure that’s been put in place, third-party review of it, the verification, not only by the outside third parties but also by our Genco Board members, that it’s a fair allocation. And we’ve played this right down the middle. And we wanted to make sure that, from day one that we operate in the very best interest of the stakeholders of Genco. And we continue to do so. And in the discussions this morning around Genco, I mean, I also want to be respectful of the bondholders as well. We want — we are going to have our first meeting in a couple of weeks and have discussions about what’s the art of the possible here? We want to work through this jointly. We don’t want this to turn into a situation where it becomes very contentious and becomes a very large legal exercise. We don’t think it has to be that. And from our standpoint, we’ve made sure that we’ve done everything we’ve needed to do over the past few years to ensure that there isn’t any issue whatsoever around how it’s been — how Genco has been run and how we’ve managed the liquidity. I think the decisions that we have to make around shutting plants and the scrubber, everything, is done in the context of making sure that this is in fact in the bondholders’ best interest. I don’t think there is any bondholder out there that would say, gee, we really need to spend $200 million right now for a scrubber. I mean, the facility just doesn’t have — the subsidiary just doesn’t have that type of liquidity. So, again, everything that we are doing, whether it’s service agreements or how we run the business day-to-day, is to ensure that we honor the ring-fence, and we do what we need to do in terms of our fiduciary duty towards the bondholders. Shahr Pourreza That’s reassuring. Thanks, Bob. Operator Thank you. And our next question is from Praful Mehta from Citigroup. Sir, Your line is now open. Praful Mehta So quick question on I guess IPH, which is one of the options clearly is, you kind of consolidate obviously the need to take, or the debt holders need to take, a meaningful hit in terms of what the value of the debt is. I guess in exchange for that, is there a consideration that they could get warrants or something up top? Because I’m assuming if they take some form of a hit on their own value of the debt, they would look for some at least option value on the upside if IPH were to turn out to be meaningfully positive. Clint Freeland It’s probably getting a little too granular. I mean, we have to have discussions with the bondholders, and I think those discussions will happen behind closed doors for the time being. Our first meeting is really we are going to just put out our position and make sure that we wanted to come forward today with as much public information that we felt that the first meeting would be productive without asking bondholders to get restrictive. So, that’s the plan just for now is just to exchange ideas and thoughts around this thing, and we haven’t thought anything about what a settlement looks like. We need to understand their position and they need to understand ours, and then we’ll build from there. Praful Mehta Fair enough, completely understand. And then secondly, on this MISO capacity position, for all your uncommitted megawatts now, given the plant shutdowns, which you clearly laid out, makes sense, how do you see that? Is there enough market you see on the bilateral side or through the PJM side to kind of clear the uncommitted megawatts? And how are you thinking about those uncommitted in the ’18-’19, ’19-’20 timeframe? Bob Flexon Well, I mean, what we’ve seen in our retail businesses, our Homefield Energy business is doing quite well within Zone 4. And that kind of was borne out last quarter when we announced how we picked up nearly 1,000 megawatts from Good Energy at close to $4.50 a KW a month for the capacity. Right? So what we are seeing is that other retail providers don’t necessarily like to come into Zone 4 because they have to buy capacity or be short capacity and take it to the auction. And you said that this last auction, if you look at that bid curve, if that demand moves by 500 megawatts or 1,000 megawatts, it’s an entirely different price. So any retail provider coming into the space without generation is making a big bet on what capacity is going to clear at. And certainly now going forward, if Clinton were to retire, if you have — you know, you had these assets coming out of the marketplace, I mean, all the slack is gone out of MISO. So coming in and selling retail, unless you have generation, is — and what we are seeing is not something that outside retail providers actually want to come in and do. So, a matchbook for us is the right strategy in that market. And I’m not worried at all about not being able to move the megawatts through our retail book in 2018/2019. We’ve got a great retail team, and we’ve got the right assets spread across the state to back that retail business. Praful Mehta Yes, that makes complete sense. Thanks, guys. Operator Thank you. And our next question is from Michael Lepides of Goldman Sachs. Sir, you may now ask your question. Michael Lepides Two questions about the Northeast power markets. First of all, New England, and I’m sure you’ve addressed this over the last couple of months. There are some market design changes that are well underway, including the kind of the convex demand curve and the shadow bidding. And the market cleared long in the last capacity auction. Can you just talk a little bit about your expectations going forward from here, in terms of New England supply and demand for capacity? That’s question one. And question two is, with the cancellation of Northeast Energy Direct and continued delays in Constitution, can you talk a little bit about what that means for your gas power plant fleet, thinking Independence in New York but also the entire New England fleet? Hank Jones Sure. This is Hank. The — in terms of the changes in the Northeast there in the capacity market and the available — the supply and demand balances, there is still 4 or 5 gigs of high heat rate steam units that are at risk. And in a performance incentive environment, they will struggle. And our expectation is that there are a lot of assets on the bubble. The — we were encouraged by some of the recent developments, pending confirmation, that the — that there is some transitional curves that are a big part of the conversation to smooth out the transition from the present construct to the downwardly convex zonal curves that are proposed. The — again there’s — along with pipelines, there’s still a lot of — our expectation is it’s difficult to build in New England, that [indiscernible] slows a lot of this stuff down. We think the market will — the power generation market will remain tight up there. And it is — the curve is highly-leveraged to incremental supply, but there is a lot of generation that’s at risk up there. In terms of the Northeast Direct and Constitution, the — this last winter, there wasn’t the normal separation from West to East in terms of gas basis. In the wintertime the East is, as you know, goes to substantial premiums when demand is high. And there was — it was extraordinarily low gas demand, because it just wasn’t cold in the Northeast. So that separation didn’t occur. We see incremental capacity inching its way towards the Northeast to liberate some of the trapped Marcellus gas. But these delays or cancellations and — would perpetuate the notion that the — that we would see premiums in the East in the wintertime, and that we would see continued strong negative basis for Marcellus and Utica gas, which directly feeds our New York Independence asset as well as our CCGT’s Liberty, Ontelaunee, Washington, Hanging Rock and Fayette. They buy some of the cheapest gas in the United States and our view is that they will continue to do so. Because these pipelines not being built or being delayed continues to leave a lot of gas trapped in that region. Michael Lepides Got it. Thank you, Hank. Just one quick follow-up on New England. Any thoughts about why — we are in our second year of having the performance program in New England similar to CP and PJM. Any thoughts on why some of those high heat rate steamers — I mean, I think there’s 5 to 6 gigawatts of oil units — continue to clear in these auctions, despite having some very different risk parameters in what they had three, four, five years ago and beyond? Hank Jones I can’t speak to the behavior of what other folks are thinking, obviously, but the — until the performance incentives payments — until the penalties actually occur, it might be that the risk profile is being underestimated. Michael Lepides Got it. Thanks, Hank. Much appreciated. Operator Thank you. And we will now take our final question from Ashwin Reddy of Venor Capital. You may now ask your question. Bob Flexon Ashwin? Operator [Operator Instructions] Ashwin Reddy Just a quick question for you. When we are thinking about Zone 4 over in MISO, I was curious to see kind of what your thoughts are on other guys kind of doing similar things to where you guys are, to kind of help correct the situation in the market? Obviously Exelon is out there and everyone is debating what’s going to go on with Clinton, but wondering if you could just talk a little bit about that? Bob Flexon Well, I mean there’s obviously no question that Exelon is going to try, I think, to reinvigorate the low carbon portfolio standard. I mean, ideally, we would rather see a solution that helps everyone. I would say in our discussions with unions and our discussions with the legislature that the interest is around getting the situation correct for all the generators in central and southern Illinois. So, while I understand while Exelon wants to pursue a fix, because they obviously suffer from the same shortcomings in the market that we do, a solution for the state I think is a much better outcome for the state. And I would say the unions and the legislature in our discussions are thinking more broadly than just helping one company. Ashwin Reddy Okay, thanks. Bob Flexon Thanks, Ashwin. I guess, operator, that concludes our call this morning. Thanks, everyone, for their interest and we’ll look forward to any follow-ups. Thank you. Operator Thank you. And that concludes today’s conference. Thank you for participating. You may now disconnect. Copyright policy: All transcripts on this site are the copyright of Seeking Alpha. However, we view them as an important resource for bloggers and journalists, and are excited to contribute to the democratization of financial information on the Internet. (Until now investors have had to pay thousands of dollars in subscription fees for transcripts.) 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