CorEnergy Infrastructure Trust, Inc. Price & Performance (CORR)

Everyone, for joining today's Core Energy Infrastructure Trust conference call. With me today are Dave Schulte, CEO and Chairman [indiscernible] and Chris Huffman, chief accounting officer. Robert and Chris will provide updates on our business operations and results and will be available for Q and A.

Earlier this morning, we published a press release now our Q3 results for 2023. Expect to file our Form 10 Q later today. I would like to remind everyone that the statements made during the course of this presentation not purely historical, may be forward looking statements and subject to a Safe Harbor protection available under the applicable securities laws. Important factors that could cause actual results to differ materially from those in the forward looking statements discussed in our filings with the SEC.

These documents are available on the Investor Relations section of our website. We do not update our forward looking statements. During this call, we will make reference to certain non GAAP metrics, which are reconciled in our filings. As part of our results reporting We encourage you to review our complete disclosures, risk factors, GAAP financial numbers and those non GAAP metrics And with that, I would like now to turn the call over to Robert Waldron. Please go ahead. Hello, Evan. The Q3 came in largely as expected, as we worked through lower volumes and escalating expenses which are primarily being addressed through our rate filings, as well as work to improve our capital structure through the Mogas sale. I'm pleased to say we have made progress in each of these areas, but still have work to do. Starting with the sale sale process for MOGAS and Omega.

We continue to expect it will close around the end of the calendar year. As you may recall, our initial closing was delayed due to an additional information request from the FTC. Both Core Energy and Inspire have submitted all requested items which puts the FTC on the clock for decision around the end of the calendar year.

With the proceeds from the sale, we plan to deleverage our balance sheet addressing our pending Crimson Credit Facility maturity in May, which will allow us to then focus on the convertible debt due in August 2025. [indiscernible] Our Mogas and Omeg operations, which serve the St. Louis continue their steady performance in the Q3. These entities are included in the proposed $175,000,000 sale to Spire announced May 25th. Turning to our Crimson assets. We continue to see headwinds on the volume side as the regulatory environment for the upstream has not changed. The producers in California continue to have difficulties in permitting and it is unclear when or if that will change. The producers are finding ways to slow decline despite the lack of new of drilling new wells, but unless something changes, it will likely result in steeper volume declines over the next decade compared to the last 3 decades. On a positive note, we did see new volumes as a result of the pending P6 refinery conversion to renewable refined products. SPB were approximately 15,000 barrels a day higher than the 9 month historical average in 23. [indiscernible] The P66 refinery isn't scheduled to officially convert until Q1 2024 so we can't draw any long term conclusions on 1 month data, but it is a positive data point.

The volumes over the next 6 to 9 months on SPB and KLM could experience material volatility as the California crude oil supply adjusts to a California refining complex without p 66 right now. Crimson, like the rest of the world, has experienced cost escalations in virtually every expense category given the extraordinary inflationary pressures over the last 2 years. However, there are 3 expense categories which have increased well above inflation.

Maintenance, electricity and interest expense. While I don't anticipate the interest rate to continue to move higher, from here, our maintenance and electricity cost are anticipated to continue their upward trajectory into 2024 and potentially [indiscernible] The California State Fire Marshal has increased focus on crude oil pipelines, which has resulted in higher interest expenses in 2023 and likely higher yet in 2024, All of the new requirements are reasonable and result in safer and more efficient operations, so we're glad to comply. [indiscernible] The reason for higher electrical expense is the per unit electricity rates charged by California Electric electric utilities has dramatically increased and is expected to continue to and also address general grid safety around fire hazards As a regulated utility, Crimson should be able to adjust tariffs to overcome these higher costs. However, the rate setting process is too slow to accommodate the speed of change we have seen in these expenses. And also volumes over the last 1 to 2 years. As a result, this week, SB and KLM will file a request for an acceleration of the pending rate. The tariff increases previously requested on those systems The filing requests an immediate tariff increase of 23 point 24.3% on SPB and 27.6% on KLM.

Total tariff increases, but rather just accelerates them to help eliminate the current negative cash flows. The timing of the response from the CPUC is unknown, but the company is hopeful for a Q1 2020 resolution at the latest.

Our filing simply says that Crimson is operated with negative cash flows in 2023 which will likely spill over into 2024 and is not fair that the Crimson shareholders have to fund the cash flow gap. The shippers should pay for these increased expenses to safely operate the pipeline, which is critical for their business. While this type of request is not frequently granted by the CPC, I believe we are on the right side of the facts on this one. [indiscernible] continue to see promising opportunities in energy which are expected to contribute positive cash flow in 3 to 5 years However, our primary focus in the near term is selling MoGas at Omega, addressing our capital structure, restoring Crimson to profitability, With that, I'll turn it over to Chris to address the financials and other notable items.

Thanks, Robert.

Moving to the last quarter with the sale of MoGas and Omega pending, I will address Crimson results then corporate and noteworthy balance sheet items.

Crimson transported volumes decreased in Q3 however, that 3Q was offset by the impact of rate increases our Southern California pipeline and favorable PLA results to generate a slight increase in transportation and distribution revenue quarter over quarter. Crimson volumes remain below historical levels natural decline rates continue to be affected by new limitations on California drilling permits low development activity, I should also note that the previous quarter included $7,000,000 in PLA sales which was unusually high compared to historical trends as Crimson was reducing PLA inventory levels during that quarter. The 4,000,000 sales levels These [indiscernible] regardless of the quarter in which they are sold. As a reminder on our progress on implementing tariff increases, Robert previously mentioned, As of the end of Q3, are collecting 21% of our requested 35% total rate increase on our Southern California pipeline system 10% of our requested 36% total rate increase on our SPB system and 10% of our requested 128% total rate increase on our KLM system.

During the Q4, we will implement an additional 10% increase on our KLM system and during the Q1 of 2024, will implement an additional 10% increase on our SPB system, our request for accelerated rate increases is not granted. The full benefit of the 21% rate increase for SoCal and 10% rate increases on SPB and KLM are included in the financial results for the quarter. The requests are subject to refund if found not to be earned. [indiscernible] Turning to the cost side. The full implementation and benefit of our previous announced cost reduction initiatives are evident in the company's Q3 results. With general administrative costs down approximately $800,000 quarter over quarter.

These savings were already included in our 2023 outlook and rate case filings. Even with these cost reductions, we believe Crimson's cost of service fully justifies all requested increases and we have defended our costs inside the formal CPUC process. I might note that as a publicly traded company, our shippers are aware of our costs and we believe the protests on our rate cases will only succeed in delaying not avoiding the implementation of requested tariffs. As part of our rate application process, we have requested retroactive application of our rates and as a result, shipper motivation to delay may be reduced since their litigation [indiscernible] Are not recoverable. We continue to evaluate whether the requested rate case once fully implemented, will be enough to bring us back to earning our cost of service given the uncertainty around SPV and KLM volumes and the expense escalation we have seen since the filing the initial rate cases, We expect to have more clarity on SPV KLM volumes post to P66 refinery conversion as well as our finalize our 2024 and beyond forecast in light of the escalating electrical and maintenance expenses At the end of the day, Crimson is a regulated entity and should expect to earn a reasonable return on its capital.

But the regulatory process was not designed for the highly dynamic environment we have found ourselves in over the last 1 to 2 years. For the 3 months ended September 30th, we had adjusted EBITDA of 4,800,000 and adjusted net loss of $3,300,000 Our adjusted EBITDA was insufficient to cover both maintenance capital expenditures and accrued interest expense during the quarter. The Board evaluated these results and agreed with management's recommendation to continue the suspension dividends on both our Series A preferred and common equity.

As a reminder, Core Energy's 7.375 series a cumulative redeemable preferred stock will accrue dividends during any period in which dividends are not paid.

Any accrued Series A cumulative redeemable preferred dividends must be paid prior to the company resuming common dividend payments.

Although no cash payments were made on the preferred stock, company has included the effects of accumulative unpaid dividends in the financial statements. The Board will continue to evaluate dividends each quarter making a decision on dividend payment based on the most current data available. We're focused on implementing our requested rate increases and completing the Mogas sale in order to deleverage the company and mitigate the associated financial risks we face.

These risks and mitigates are disclosed in our Q3 10 Q, which will be filed later today.

Regarding our outlook, which includes the results of MoGas and Omega, we are maintaining our full year 2023 adjusted EBITDA range of $24,000,000 to $26,000,000, an inclusive of maintenance expense the range of $9,000,000 to 10,000,000 Maintenance capital expenditures expect to now be in the range of $11,500,000 to 12,500,000 These costs are not expected to be uniform throughout the year due to project timing, which has resulted in the back half of twenty twenty three bearing the majority of these costs. While Yahn, while not yet providing our 20 four outlook, we enter our 2024 budgeting process. At this time, we will take questions from our covering analysts or institutional stockholders before closing the call.

Thank you.

Certainly. At this time, we will be conducting a question and answer session. [indiscernible] Your first question for today is coming from Selman Akhil at Stifel.

Thank you. Good morning.

Good morning, Selman. So in this quarter, you guys had, I guess, transaction expense is $900,000,000 to $1,000,000.

And I guess all that would be related to MoGas. And I guess going forward, do you still see more of that as it relates to, I guess, trying to get approval and get all sign offs, or should we expect that to come down pretty materially? I'll take that. I think the You know, the The bulk of the FTC work for for us was largely done in the Q3. There was a little spillover probably in the [indiscernible] 1st of Q4, but it should that expense should be down from 3rd. Got it. And then is it more now on Spire's end or I guess any additional color you got there? [indiscernible] You know, it really is everything is is in and certified, and it's in the it's in the FTC's hands right now.

Okay.

And then you guys talked about, the fire marshal and additional regulations, do you guys see more of that coming as we go into 24? Is it just kind of like a an ever increasing tightness? Or is it you you think you're pretty much compliant complying with everything and you're done?

Yes. So everything everything everything that we know of, We think we've gotten our arms around, understand the requirements It's very specific areas, not just specific to Crimson, it's crude oil pipelines in California. But it's things like Corrosion under insulation on on insulated pipes, Long seam welded pipes, which, you know, you know, have a history of, Potentially having issues idle lines and how to deal with them. Make sure that they're properly idled. And then also around facilities that, that normally don't have the typical inspections like smart pigging or in line inspections, just a little heightened awareness and scrutiny around those assets and pipeline. All of those things, as I mentioned, are great. And the right thing to be doing operated in California. And we've we've been working with the fire marshal, I'd say, over the last year or so to understand what what is required of us on a go forward basis. And I think we pretty much have that figured out now. And it'll be we'll have a lot more detail in our 2024 outlook But we've been facing those expenses. They've been rolling in through 23 as we as we work through those different areas of focus, And I'd also say that the fire marshal is just more focused in general on post COVID, they significantly increased their staffing levels and they're just they're they we have more audits, And higher level of scrutiny on the operations and that is reflected in higher maintenance expenses Got it.

And that's where it's going to I guess the uptick in maintenance expense that's all related to this? Exactly. I mean, it's it's there's obviously some general expense escalation that we see, but but generally the increase in 23 was due to some of these initiatives by the fire marshal and increased activity and and we expect to see that spillover in the 2024 and the twenty in our 'twenty four outlook. Got it. And then just the last 1 for me in terms of sort of the accelerated filing on the pending rate cases, And I think you alluded to this to your comments and I just missed it. So it doesn't [indiscernible] on Crimson, on on the SPB system. That will get you your the remaining 26% of the tariff increase that you've asked for. Then something less on the KLM system of the remaining 107% Exactly. So it takes SPB to the full rate and And then then KLM we didn't double the rate on KLM. We We took it something slightly higher, but not not to the full ask. And And there is going to be over we recommended that there is an adjustment period in the summer of 2024, just in case depending on where volumes go and depending on where expenses go, But what we're really trying to solve for With this, bringing forward of what we think are the right rates on the system instead of waiting for the rate case to be resolved.

Is is to really reduce the cash burn on the Crimson assets. Now we've we've asked for retroactive treatment on our rate cases. So that would that would come back and [indiscernible] We'll be able to collect all that negative cash flow that we incurred while we waited for the rate increases. We just feel like it's just It's It's too much and given where the company is and what we're trying to do, it's a reasonable request. And we feel like it should be granted. And it has, it's I think there's been 3 cases that have received approval for situations like this, And I think our fact pattern is is right in the bull's eye.

Got it. And then how long is will it take them to either say yes or no it it's hard to say. We've been it's been challenging to predict CPC timelines as you can You can we've all lived through the change of control process, We think the CPC doesn't want a utility to struggle. I mean, they The utility should be [indiscernible] so we're we're optimistic. That it will garner the attention of of the CPUC, and they'll respond in a in a expedited manner, but it just this is kind of it's not unprecedented, but it's just not a very well trodden path. And so it's hard to predict the timing. But we would we're obviously going to do everything to to get it in front of the the commissioners or the ALJs. So that they are aware of the situation. Explain it, And we think it'll gain traction, but timing is very difficult to to estimate.

Okay.

But I will say, one thing about that is, you know, the Southern California rate case, and that's why we didn't include it [indiscernible] Request is we expect that to be resolved Q1, 24 And San Pablo case and KLM, which is [indiscernible] we expect that to be resolved Q4 24 or maybe Q1, 2025 the latest? And so you know, that's why we think it should be resolved This this immediate acceleration should be resolved in short order in the order of months Because of the total rate case is going to get resolved in, let's call it 12 months. 12 to 14 months from now. And so it should be acted upon pretty quickly.

Alright. Thank you very much.

Thanks, Simon.

We have reached the end of the question and answer session, and I will now turn the call over to Robert closing remarks.

Thank you for joining us today. We are diligently working to resolve our current challenges and will provide updates as appropriate.

I want to thank our team for their hard work and dedication this year. Our Mogas and Omega team has remained focused on maintaining efficient and safe operations, throughout the divestiture process our Crimson team has really stepped up after the senior management changes earlier this year, It's an honor to work with such a dedicated and professional group of people, including our corporate group.

Please contact our IR team if you'd like to arrange a meeting time. Have a great day.

This concludes today's conference. You may disconnect your lines at this time. Thank you for your participation.