Archaea Energy Inc. (BP) Earnings Call Transcript & Summary

October 17, 2022

London Stock Exchange GB Energy Oil, Gas and Consumable Fuels m_and_a 14 min

Earnings Call Speaker Segments

Craig Marshall

executive
#1

Good afternoon, everyone, and thank you for joining this call at short notice. I'm joined by Bernard Looney, our Chief Executive Officer; and Murray Auchincloss, Chief Financial Officer; as well as Carol Howle, EVP of Trading and Shipping. They'll join us for the Q&A after Bernard's remarks. Before we begin, I'd like to draw your attention to our usual cautionary statement. During today's presentation, we will make forward-looking statements including those that refer to our estimates, plans and expectations. Actual results and outcomes could differ materially due to the factors we note on this slide and in our U.K. and SEC filings. Please refer to our annual report, stock exchange announcement and SEC filings for more details. Those documents are available on our website. Let me now hand over to Bernard.

Bernard Looney

executive
#2

Craig, as ever, thank you. And good afternoon, everyone, and thank you for joining us, as Craig says, at short notice, on what is an exciting day for BP. The facility that you see in the background of this slide is Project Assai in Pennsylvania in the United States. It is the highest capacity operational renewable natural gas facility in the world. Today, we have announced an agreement to acquire Archaea Energy, the company that owns and operates this facility, which is 1 of 50 facilities in their portfolio. They are a leading biogas company in the United States producing renewable natural gas and power and are publicly listed on the New York Stock Exchange. We know them well through our existing relationship, which is the Mavrix joint venture. This, we believe, is an exciting and compelling combination, which advances our transformation to an integrated energy company. With the proposed acquisition, we do 3 things: first, we accelerate our growth plans, now expecting to deliver in excess of $10 billion from our transition growth businesses by 2030. We'll do this by deepening our participation in the rapidly growing biogas sector, derisking and accelerating 1 of our 5 transition growth engines, Bioenergy, and adding a ratable growing and highly visible source of EBITDA. Second, we do so by adding distinctive value, building on the existing capability and experience that we have across the biogas value chain, we will integrate biogas supply from Archaea Energy with our experienced trading business, which is why Carol is here, and our global customer relationships. And third, as biogas helps decarbonize demand, we will reduce carbon intensity, thereby supporting our Aim 3. Importantly, amongst all of this, we are remaining disciplined. So it is worth spending a few minutes on what is not changing following today's announcement. We remain committed to our disciplined financial frame with our 5 priorities unchanged. First, a resilient dividend. We continue unchanged to see capacity for an annual increase of the dividend per ordinary share of around 4% through 2025 at around $60 per barrel Brent. And importantly, this is underpinned by an average cash balance point through 2025, which remains unchanged at around $40 per barrel Brent. Second, we remain focused on maintaining a strong investment grade credit rating. Third and fourth, we will continue to invest with discipline into the transition and resilient hydrocarbons. Capital expenditure guidance remains unchanged at $14 billion to $16 billion over the medium term, including inorganics. And fifth, our guidance for share buybacks is unchanged. We continue to be -- expect to be able to deliver share buybacks of around $4 billion per annum at around $60 per barrel Brent through 2025. And we remain committed to returning 60% of 2022 surplus cash flow through share buybacks, subject to maintaining a strong investment-grade credit rating. In setting the buyback, the Board will continue to take into account the cumulative level of an outlook for surplus cash flow, including the effect of this transaction. Finally, the acquisition is expected to be accretive to earnings and free cash flow per share post integration and to deliver double-digit returns. Turning then to the proposed acquisition in more detail. We have worked together with Archaea Energy over the past couple of years, and I recently spent time with Nick Stork, the Co-Founder; and Danny Rice, the Chairman. They have built a great team and a company with a proven track record, and we are really excited, the team at Archaea Energy will be joining BP on completion, bringing a wealth of capability and experience that we can learn from. Nick and his co-founders started out as landfill owners in Pittsburgh. They have built a leading biogas company around the simple concept of sourcing gas from landfill and farm owners that would otherwise have been flared or vented then processing it to produce renewable power or gas. Today, they have a portfolio of 50 operating renewable natural gas and landfill gas to energy facilities, producing around 6,000 barrels per day equivalent. At closing, Archaea Energy is expected to provide an immediate 50% increase to BP's biogas supply volumes. And while an established business today, this acquisition is underpinned by the significant and derisked growth potential we see in the future, a pipeline of more than 80 projects creating the potential to grow volumes around fivefold by 2030. 40 of these projects are in a joint venture with Republic Services. Feedstock for more than 75% of the projects in the pipeline has been secured. Advanced orders for equipment have been placed for 22 projects. Low execution risk supports delivery of this growth. Projects are modular, they're CapEx light, and they have short development lead times. And there is development potential beyond this, building on existing relationships with landfill and farm owners. Turning to the transaction itself. This is a $3.3 billion cash transaction. The purchase price of $26 per share represents a 38% premium to Archaea Energy's 30-day volume-weighted average share price. Total enterprise value of $4.1 billion includes around $800 million of net debt. With completion of the project pipeline and when integrated with BP, we aim to deliver EBITDA of around $1 billion per annum by 2027, underpinning an acquisition multiple of around 4x. And we're hoping to close the transaction by the end of the year, subject to regulatory approvals and Archaea Energy shareholder approval. The proposed acquisition is expected to deliver significant value for BP's shareholders. First, EBITDA growth. We expect Archaea Energy will deliver ratable EBITDA growth. Growing from around $140 million today, we are targeting more than $500 million in 2025 and aiming for around $1 billion in 2027 when integrated with BP. For BP, we now expect the EBITDA contribution from biogas to double to around $2 billion by 2030. And as a result, we are now aiming for greater than $10 billion of EBITDA from BP's transition growth businesses by 2030. Second, value creation. We are confident our base case, including CapEx of around $1.7 billion to support the build-out of the project pipeline by 2027, can support double-digit returns. And we see potential for future and further value creation and enhanced returns over and above our base case. This base case assumes the build-out of the development pipeline. It includes a risk view of production from the portfolio. It assumes the benefit of trading optimization, something we are already doing through our Mavrix joint venture with Archaea, and we intend to scale it up. For example, we expect to be able to direct more of the RNG into road transportation use, optimizing value from the higher RIN credits while using the scope and scale of our trading and supply portfolio to satisfy the fixed price contracts, value creation through integration. And we are assuming a conservative RINs price well below the 1- to 2-year average. Beyond the base case, we see the potential for further sources of value creation, including derisking the portfolio of production plan through the delivery of Archaea Energy's production estimates, further project growth, expanding on existing relationships with landfill and farm operators and efficiency and trading optionality including capital efficiencies relating to the development pipeline, improvement in the efficiency of landfill gas collection systems as well as trading optionality to new industries and customers. What is really exciting about bringing BP and Archaea Energy together is how the combined portfolios enable BP to capture enhanced value across the biogas value chain. BP already has an established global biogas business, a business positioned in an increasingly supportive macro environment of rapidly growing demand with attractive fiscal incentives. In BP's 2022 energy outlook, biogas grows more than 25 fold from 2019 to 2050 in both the accelerated and net zero scenarios. The addition of Archaea Energy rapidly advances our access to feedstock and scales our upstream participation in the biogas value chain, a distinctive source of competitive advantage. Today, we have a biogas portfolio of equity and merchant offtakes of more than 10,000 barrels of oil equivalent per day. Alongside growth in our existing portfolio, the addition of Archaea Energy's production and pipeline has the potential to take biogas supply volumes to around 70,000 barrels a day oil equivalent by 2030. On the demand side, we have biogas customers today and demand from these customers is growing and diversifying rapidly as they seek to decarbonize. We are a leading biogas supplier to heavy-duty transport in the U.S. through our core marketing agreement with Clean Energy Fuels in the U.K. through our investment in Gasrec and in Germany through BP Aral. And we see new demand growth optionality, including from U.S. LNG exports and our own demand from EDF Energy Services customers subject to that transaction closing also from bp pulse and possibly renewable hydrogen. Leveraging our global training organization, we can integrate our biogas supply volumes to serve this rapidly growing demand across the global value chain just as we expect to do in the United States, capturing value from optimizing environmental credits and market dislocations internationally and offering solutions to customers looking to decarbonize. This is exactly what BP's transformation to an integrated energy company is set up to do and win from integrating across the value chain, extracting value over time as rent shift and capturing growth. This, we feel, is distinctive. Let me wrap up, and we can then turn to Q&A. With our proposed acquisition of Archaea Energy, we are doing exactly what we said we would: investing with discipline in our transition growth engines with a continuing focus on delivering long-term shareholder value. This is a great deal. Combining Archaea's proven biogas development and offtake expertise with BP's trading capabilities and scale, strong balance sheet and access to customers and customers who are increasingly seeking help to decarbonize their own energy demand. And importantly, it will enable us to accelerate growth across the biogas value chain, had tangible and ratable EBITDA growth and all while remaining committed to our disciplined financial framework. This is integration in action and an exciting day for BP. Thank you for listening. Murray, Carol and I would be happy now to take any questions you have about the transaction. We will, of course, not be commenting on BP's upcoming third quarter results.

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