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SemGroup Corporation Reports Second Quarter 2016 Results

TULSA, Okla., Aug. 04, 2016 (GLOBE NEWSWIRE) -- SemGroup® Corporation (NYSE:SEMG) today announced its second quarter 2016 financial results.

SemGroup reported second quarter 2016 revenues of $287.4 million with net income attributable to SemGroup of $8.0 million, or $0.18 per diluted share. This compares with first quarter 2016 revenues of $314.9 million with a net loss attributable to SemGroup of $15.3 million, or $0.35 per diluted share. Second quarter 2015 revenues totaled $377.2 million with net income attributable to SemGroup of $23.3 million, or $0.53 per diluted share.

SemGroup's second quarter 2016 Adjusted earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA) was $67.6 million, down approximately 13% from $77.7 million in first quarter 2016 and 16% from $80.0 million in second quarter 2015. Adjusted EBITDA is a non-GAAP measure and is reconciled to net income below.

"SemGroup’s second quarter reflected anticipated volume declines in several of our segments and the loss of distributions from our sale of a non-core investment. Despite the continued weakness in commodity prices, our business model continues to endure as we reposition for future growth," said Carlin Conner, president and chief executive officer of SemGroup. "As part of this growth strategy, we completed a significant equity offering in the second quarter and advanced our pending acquisition of Rose Rock Midstream. Additionally, we now have our key construction permits on our largest investment, the Maurepas Pipeline, a fully contracted project to serve investment-grade refining operations on the Gulf Coast for decades to come."

Recent Developments
In July, SemGroup received key permits needed for constructing the Maurepas Pipeline in Louisiana. Construction on the pipeline has begun on all fronts. However, due to delays in receiving these key permits, the project's completion has been extended into early 2017.

In June, SemGroup completed a common stock equity offering consisting of 8.6 million shares of its Class A common stock at an offering price of $27.00 per share. The company expects this raise in equity will further strengthen its balance sheet and provide more capital to pursue strategic growth plans, including organic projects as well as potential strategic acquisitions.

In May, the company announced an agreement to acquire all of the outstanding common units of its MLP, Rose Rock Midstream L.P., in an all stock-for-unit transaction. In connection with the transaction, SemGroup filed a registration statement on Form S-4 with the U.S. Securities and Exchange Commission on July 14. It is expected to close later this year. The transaction is designed to simplify SemGroup's corporate capital structure and deliver several important benefits to shareholders including an enhanced credit profile, dividend coverage and future dividend growth rate beyond 2016.

Second Quarter 2016 Dividend
The SemGroup board of directors declared a quarterly cash dividend to common shareholders of $0.45 per share, resulting in an annualized dividend of $1.80 per share. This represents an increase of approximately 7% over the dividend of $0.42 per share with respect to the second quarter of 2015. The dividend will be paid on August 25, 2016 to all common shareholders of record on August 15, 2016.

2016 Guidance
SemGroup reaffirms 2016 consolidated Adjusted EBITDA guidance of between $270 and $320 million. Due primarily to the company's recent sale of NGL Energy limited partner units, the company expects to come in below the midpoint of its guidance range. SemGroup is also on track to deploy approximately $455 million in capital investments in 2016. The company expects to maintain its current dividend of $0.45 per share until the closing of the previously mentioned Rose Rock Midstream merger transaction.

Earnings Conference Call
SemGroup will host a joint conference call with Rose Rock Midstream®, L.P. (NYSE: RRMS) for investors tomorrow, August 5, 2016, at 11 a.m. ET. The call can be accessed live over the telephone by dialing 1.866.652.5200, or for international callers, 1.412.317.6060. Interested parties may also listen to a simultaneous webcast of the conference call by logging onto SemGroup's Investor Relations website at ir.semgroupcorp.com. A replay of the webcast will also be available for a year following the call at ir.semgroupcorp.com on the Calendar of Events-Past Events page. The second quarter 2016 earnings slide deck will be posted under Presentations.

About SemGroup
Based in Tulsa, OK, SemGroup® Corporation (NYSE: SEMG) is a publicly traded midstream service company providing the energy industry the means to move products from the wellhead to the wholesale marketplace. SemGroup provides diversified services for end-users and consumers of crude oil, natural gas, natural gas liquids, refined products and asphalt. Services include purchasing, selling, processing, transporting, terminalling and storing energy.

SemGroup uses its Investor Relations website and social media outlets as channels of distribution of material company information. Such information is routinely posted and accessible on our Investor Relations website at ir.semgroupcorp.com, our Twitter account and LinkedIn account.

Non-GAAP Financial Measures
SemGroup’s non-GAAP measure, Adjusted EBITDA, is not a GAAP measure and is not intended to be used in lieu of GAAP presentation of net income (loss), which is the most closely associated GAAP measure. Adjusted EBITDA represents earnings before interest, taxes, depreciation and amortization, adjusted for selected items that SemGroup believes impact the comparability of financial results between reporting periods. Although SemGroup presents selected items that it considers in evaluating its performance, you should also be aware that the items presented do not represent all items that affect comparability between the periods presented. Variations in SemGroup’s operating results are also caused by changes in volumes, prices, exchange rates, mechanical interruptions and numerous other factors. These types of variances are not separately identified in this presentation.

This measure may be used periodically by management when discussing our financial results with investors and analysts and is presented as management believes it provides additional information and metrics relative to the performance of our businesses. This non-GAAP financial measure has important limitations as an analytical tool because it excludes some, but not all, items that affect the most directly comparable GAAP financial measures. You should not consider non-GAAP measures in isolation or as substitutes for analysis of our results as reported under GAAP. Management compensates for the limitations of our non-GAAP measures as analytical tools by reviewing the comparable GAAP measures, understanding the differences between the non-GAAP measure and the most comparable GAAP measure and incorporating this knowledge into its decision-making processes. We believe that investors benefit from having access to the same financial measures that our management uses in evaluating our operating results. Because all companies do not use identical calculations, our presentations of non-GAAP measures may be different from similarly titled measures of other companies, thereby diminishing their utility.

Forward-Looking Statements
All statements, other than statements of historical fact, included in this Press Release including the prospects of our industry, our anticipated financial performance, our anticipated annual dividend growth rate, management's plans and objectives for future operations, planned capital expenditures, business prospects, outcome of regulatory proceedings, market conditions and other matters, may constitute forward-looking statements. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we cannot assure you that these expectations will prove to be correct. These forward-looking statements are subject to certain known and unknown risks and uncertainties, as well as assumptions that could cause actual results to differ materially from those reflected in these forward-looking statements. Factors that might cause actual results to differ include, but are not limited to, the closing, expected timing, and benefits of the proposed transaction pursuant to which we will acquire all of the outstanding common units of our subsidiary, Rose Rock Midstream, L.P. (“Rose Rock”), not already owned by us; our ability to generate sufficient cash flow from operations to enable us to pay our debt obligations and our current and expected dividends or to fund our other liquidity needs; the ability of Rose Rock to generate sufficient cash flow from operations to provide the level of cash distributions we expect; any sustained reduction in demand for, or supply of, the petroleum products we gather, transport, process, market and store; the effect of our debt level on our future financial and operating flexibility, including our ability to obtain additional capital on terms that are favorable to us; our ability to access the debt and equity markets, which will depend on general market conditions and the credit ratings for our debt obligations and equity; the loss of, or a material nonpayment or nonperformance by, any of our key customers; the amount of cash distributions, capital requirements and performance of our investments and joint ventures; the amount of collateral required to be posted from time to time in our purchase, sale or derivative transactions; the impact of operational and developmental hazards and unforeseen interruptions; our ability to obtain new sources of supply of petroleum products; competition from other midstream energy companies; our ability to comply with the covenants contained in our credit agreements and the indentures governing our senior notes, including requirements under our credit agreements to maintain certain financial ratios; our ability to renew or replace expiring storage, transportation and related contracts; the overall forward markets for crude oil, natural gas and natural gas liquids; the possibility that the construction or acquisition of new assets may not result in the corresponding anticipated revenue increases; changes in currency exchange rates; weather and other natural phenomena, including climate conditions; a cyber attack involving our information systems and related infrastructure, or that of our business associates; the risks and uncertainties of doing business outside of the U.S., including political and economic instability and changes in local governmental laws, regulations and policies; costs of, or changes in, laws and regulations and our failure to comply with new or existing laws or regulations, particularly with regard to taxes, safety and protection of the environment; the possibility that our hedging activities may result in losses or may have a negative impact on our financial results; general economic, market and business conditions; as well as other risk factors discussed from time to time in each of our documents and reports filed with the SEC.

Readers are cautioned not to place undue reliance on any forward-looking statements contained in this Press Release, which reflect management's opinions only as of the date hereof. Except as required by law, we undertake no obligation to revise or publicly release the results of any revision to any forward-looking statements.

WHERE YOU CAN FIND ADDITIONAL INFORMATION
In connection with the proposed merger of SemGroup and Rose Rock, SemGroup filed a registration statement on Form S-4 with the Securities and Exchange Commission (the "Commission") that includes a joint solicitation statement/prospectus and other relevant documents concerning the proposed transaction. YOU ARE URGED TO READ THE JOINT SOLICITATION STATEMENT/PROSPECTUS AND THE OTHER RELEVANT DOCUMENTS FILED WITH THE COMMISSION BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT SemGroup, Rose Rock AND THE PROPOSED TRANSACTION. The joint solicitation statement/prospectus and the other documents filed with the Commission may be obtained free of charge at the Commission’s website, www.sec.gov. In addition, you may obtain free copies of the joint solicitation statement/prospectus and the other documents filed by SemGroup and Rose Rock with the Commission by requesting them in writing from SemGroup Corporation, Two Warren Place, 6120 S. Yale Avenue, Suite 700, Tulsa, Oklahoma 74136-4216, Attention: Investor Relations, or by telephone at (918) 524-8100, or from Rose Rock Midstream, L.P., Two Warren Place, 6120 S. Yale Avenue, Suite 700, Tulsa, Oklahoma 74136-4216, Attention: Investor Relations, or by telephone at (918) 524-7700.

SemGroup and Rose Rock and their respective directors and executive officers may be deemed under the rules of the Commission to be participants (as defined in Schedule 14A under the Exchange Act) in respect of the proposed transaction. Information about SemGroup’s directors and executive officers and their ownership of SemGroup common stock is set forth in SemGroup’s proxy statement on Schedule 14A filed on April 13, 2016 with the Commission. Information about the directors and executive officers and their ownership of RRMS common units representing limited partnership interests is set forth in Rose Rock’s Annual Report on Form 10-K for the year ended December 31, 2015 filed on February 26, 2016 with the Commission. Information regarding the identity of the potential participants, and their direct or indirect interests in the proposed transaction, by security holdings or otherwise, is contained in the joint solicitation statement/prospectus and other materials filed by SemGroup with the Commission, as amended from time to time. Stockholders may obtain additional information about the interests of the directors and executive officers in the proposed transaction by reading the joint solicitation statement/prospectus.

Condensed Consolidated Balance Sheets
(in thousands, unaudited)
June 30, 2016December 31, 2015
ASSETS
Current assets$765,603 $480,381
Property, plant and equipment, net1,648,962 1,566,821
Goodwill and other intangible assets191,315 210,255
Equity method investments446,938 551,078
Other noncurrent assets, net44,156 45,374
Total assets$3,096,974 $2,853,909
LIABILITIES AND OWNERS' EQUITY
Current liabilities:
Current portion of long-term debt$25 $31
Other current liabilities443,938 376,996
Total current liabilities443,963 377,027
Long-term debt, excluding current portion1,070,363 1,057,816
Other noncurrent liabilities207,320 222,710
Total liabilities1,721,646 1,657,553
Total owners' equity1,375,328 1,196,356
Total liabilities and owners' equity$3,096,974 $2,853,909


Condensed Consolidated Statements of Operations
(in thousands, except per share amounts, unaudited)
Three Months EndedSix Months Ended
June 30,March 31,June 30,
20162015201620162015
Revenues$287,377 $377,226 $314,851 $602,228 $675,536
Expenses:
Costs of products sold, exclusive of depreciation and amortization shown below176,842 244,158 196,947 373,789 436,230
Operating54,707 60,800 50,192 104,899 113,890
General and administrative20,775 22,917 21,060 41,835 55,227
Depreciation and amortization25,048 24,674 24,047 49,095 48,408
Loss on disposal or impairment, net1,685 1,372 13,307 14,992 2,430
Total expenses279,057 353,921 305,553 584,610 656,185
Earnings from equity method investments17,078 23,903 23,071 40,149 44,462
Gain (loss) on issuance of common units by equity method investee 5,897 (41)(41)5,897
Operating income25,398 53,105 32,328 57,726 69,710
Other expenses, net10,807 9,809 59,981 70,788 15,896
Income (loss) from continuing operations before income taxes14,591 43,296 (27,653)(13,062)53,814
Income tax expense (benefit)4,658 14,861 (21,407)(16,749)19,603
Income (loss) from continuing operations9,933 28,435 (6,246)3,687 34,211
Loss from discontinued operations, net of income taxes(2)(2)(2)(4)(2)
Net income (loss)9,931 28,433 (6,248)3,683 34,209
Less: net income attributable to noncontrolling interests1,922 5,136 9,020 10,942 9,446
Net income (loss) attributable to SemGroup Corporation$8,009 $23,297 $(15,268)$(7,259)$24,763
Net income (loss) attributable to SemGroup Corporation$8,009 $23,297 $(15,268)$(7,259)$24,763
Other comprehensive income (loss), net of income taxes6,591 5,520 (4,109)2,482 (3,540)
Comprehensive income (loss) attributable to SemGroup Corporation$14,600 $28,817 $(19,377)$(4,777)$21,223
Net income (loss) per common share:
Basic$0.18 $0.53 $(0.35)$(0.16)$0.57
Diluted$0.18 $0.53 $(0.35)$(0.16)$0.56
Weighted average shares (thousands):
Basic45,236 43,798 43,870 44,553 43,758
Diluted45,647 44,013 43,870 44,553 43,975


Reconciliation of net income to Adjusted EBITDA:
(in thousands, unaudited)
Three Months EndedSix Months Ended
June 30,March 31,June 30,
20162015201620162015
Net income (loss)$9,931 $28,433 $(6,248)$3,683 $34,209
Add: Interest expense18,875 16,822 18,935 37,810 31,413
Add: Income tax expense (benefit)4,658 14,861 (21,407)(16,749)19,603
Add: Depreciation and amortization expense25,048 24,674 24,047 49,095 48,408
EBITDA58,512 84,790 15,327 73,839 133,633
Selected Non-Cash Items and Other Items Impacting Comparability9,121 (4,764)62,340 71,461 16,375
Adjusted EBITDA$67,633 $80,026 $77,667 $145,300 $150,008


Selected Non-Cash Items and
Other Items Impacting Comparability
(in thousands, unaudited)
Three Months EndedSix Months Ended
June 30,March 31,June 30,
20162015201620162015
Loss on disposal or impairment, net$1,685 $1,372 $13,307 $14,992 $2,430
Loss from discontinued operations, net of income taxes2 2 2 4 2
Foreign currency transaction loss (gain)1,543 (295)1,469 3,012 (814)
Remove NGL equity earnings including gain on issuance of common units (12,117)(2,191)(2,191)(11,812)
Remove loss (gain) on impairment or sale of NGL units(9,120)(6,623)39,764 30,644 (14,517)
NGL cash distribution 4,468 4,873 4,873 9,483
M&A transaction related costs 10,000
Inventory valuation adjustments 48 1,235
Employee severance and relocation expense836 21 259 1,095 21
Unrealized loss (gain) on derivative activities4,477 (1,415)(4,548)(71)1,230
Depreciation and amortization included within equity earnings7,138 6,346 6,539 13,677 12,722
Bankruptcy related expenses 2 191
Non-cash equity compensation2,560 3,427 2,866 5,426 6,204
Selected Non-Cash Items and Other Items Impacting Comparability$9,121 $(4,764)$62,340 $71,461 $16,375


2016 Adjusted EBITDA Guidance Reconciliation(1)
(in millions, unaudited)
Mid-point
Net income$34.0
Add: Interest expense83.0
Add: Income tax expense10.0
Add: Depreciation and amortization126.0
EBITDA$253.0
Selected Non-Cash and Other Items Impacting Comparability42.0
Adjusted EBITDA$295.0
Selected Non-Cash and Other Items Impacting Comparability
Depreciation and amortization included within equity earnings$28.0
Non-cash equity compensation14.0
Selected Non-Cash and Other Items Impacting Comparability$42.0

(1) Adjusted EBITDA guidance is on a cash basis for equity investments in NGL Energy Partners LP and includes fully consolidated Rose Rock Midstream

Contacts: Investor Relations: Alisa Perkins 918-524-8081 investor.relations@semgroupcorp.com Media: Kiley Roberson 918-524-8594 kroberson@semgroupcorp.com

Source:SemGroup Corporation