Superior Plus Corp.

Good day, ladies and gentlemen. Thank you for standing by. Welcome to Superior Plus 2023 first quarter results conference call. At this time, all participants are in a listen-only mode. After the speaker's presentation, there will be a question and answer session. To ask a question during the session, you will need to press star 11 on your telephone. You will then need an automatic message advising your hand is raised. Please note that today's conference may be recorded. I will now hand the conference over to your speaker host, Rob Thoran, Vice President of Capital Market. Please go ahead.

Thank you, Livia. Good morning, everyone, and welcome to Superior Plus' conference call and webcast to review our 2023 first quarter results. On the call today from Superior Plus are Alan McDonald, President and CEO, Beth Summers, Executive VP and CFO, and Darren Rebar, Senior Vice President and Chief Legal Officer. For this morning's call, Alan and Beth will begin with their prepared remarks and then we will open up the call for questions. Listeners are reminded that some of the comments made today may be forward-looking in nature and are based on Superior's current expectations, estimates, judgments, projections, and risks. Further, some of the information provided refers to non-GAAP measures. Please refer to Superior's continuous disclosure documents available on CDAR and Superior's website yesterday for further details. Dollar amounts discussed on today's call are expressed in Canadian dollars unless otherwise noted. I'll now turn the call over to Alan.

Thanks, Rob. Good morning, everyone. Thanks for joining the call to discuss our 2023 first quarter results. Let me begin by saying just how proud I am to be here as the newest member of the Superior Plus executive team. Since joining last month, I've spent the majority of my time familiarizing myself with Superior's operations and meeting with members of the Superior team, the investor community, and industry thought leaders. This orientation has been incredibly insightful, and I'd like to share some thoughts with you on what I've seen so far. First, the team. There's no question Superior's team is amongst the best in the industry. They've extended me a very warm welcome and the executive team have been great helping me get up to speed with the operations and providing thoughtful insights on the issues facing the business, the day to day challenges and our opportunities to continue to evolve. The management teams in each of the divisions and the frontline employees have been equally warm in their welcome. They take great pride in showing how hard we work to create a great experience for our customers, knowing the safe and timely delivery of their energy needs is critical to keeping their homes and businesses functioning. The team has also impressed me with their commitment to safety. Our senior leadership and employees understand that creating a safe working environment is a community effort. It's not about compliance, it's about commitment. And more than anything, watching over each other and working together to keep our employees, customers, and the communities where we operate safe. The teams made great progress on the integration of Superior's recent acquisitions, and their contribution to Superior's performance is not insignificant, as demonstrated by Akiva's first quarter performance and Superior's year-over-year EBITDA growth, even with the impact of significantly warmer weather. Superior has demonstrated a history of creating value by consolidating regional and local propane distributors, and these acquisitions underscore Superior's core competency in this regard as we look to continue to create value through growth and generating economies of scale. Superior is amongst the best I've seen at acquiring, integrating, and generating synergies from acquisitions. Superior is also focused on the future energy needs of our existing and future customers, investing in real, impactful ESG opportunities. As a leader in portable energy distribution, Superior has a unique vantage point when it comes to reducing our customers' carbon footprints with low carbon and alternative energy options. The Sertaris acquisition is a perfect example of this visionary thinking and commitment to ESG transformation. Sertaris is a perfect partner for Superior. Their progress in bringing compressed natural gas and next-generation energy offerings, such as renewable natural gas and hydrogen, to industrial and commercial customers will continue to grow with the assistance of Superior's expertise in distribution, logistics, and sales and marketing, as well as its capital investment capacity. As it relates to the status of the Sataris acquisition, Well, we've completed our supplementary information request filings with the Canadian Competition Bureau, and we're working closely with the Bureau as they review the transaction. We're confident the acquisition will close this quarter. And I'm very pleased to congratulate Curtis Philippon, the Sartaris CEO, and the entire Sartaris team on an exceptional first quarter. We're excited to welcome Curtis and the team into the superior family, and we're looking forward to working together to continue their success story. Before I turn the call over to Beth, I'd like to touch on important early insights I'm hearing from the investment community and industry thought leaders. Our stakeholders are optimistic. They believe Superior has great potential, a strong team, and an impressive asset base. Superior can lead the industry by effectively delivering three things. First, organic growth. Innovate and improve operational capabilities beyond what the propane industry has traditionally seen and drive incremental growth from this impressive asset base. Secondly, continue to create value by acquiring smaller regional and local players and create scale and shareholder value through acquisition. And finally, continue being a leader in the transition to lower carbon and alternative energy options for existing and future customers, investing in the development of ESG-friendly services offerings, and adding real, profitable ESG lines of business across Canada and the United States. Finally, I want to congratulate the Superior team on delivering an exceptional quarter. The business faced challenges from significantly warmer weather, but they focused on the task at hand, safely and efficiently making customer deliveries managing our costs, and continuing to complete the integration of acquisitions, including camps, kiva, and quarrels. So with that, I'll now turn the call over to Beth to discuss the financial results. Beth?

Thank you, Alan, and good morning, everyone. I'm proud to say Superior's first quarter adjusted EBITDA of $272 million was a record for us in the first quarter, even though we were negatively impacted by the significantly warmer weather during our key demand months in most of our operating regions. The increase was $22 million compared to the prior year quarter, driven by higher EBITDA from operations, partially offset by a realized loss on foreign currency hedging contracts compared to a gain in the prior year quarter and higher corporate costs. The first quarter earnings were $147.1 million, an increase of $6.1 million compared to the prior year quarter. The primary driver for the increase in net earnings was higher revenue and gross profit, partially offset by higher SD&A, a lower gain on derivatives and foreign currency translation of borrowings, and higher income tax and finance expenses. Now turning to the individual business results. U.S. propane adjusted EBITDA for the first quarter was $175.9 million. An increase of $13 million compared to the prior year quarter. First quarter adjusted EBITDA was positively impacted by acquisitions completed in the prior year and to a lesser extent increased prices to offset inflation and the impact of the weaker Canadian dollar on the translation of U.S. denominated transactions. The higher adjusted EBITDA was offset in part by a decrease in volumes related to warmer weather. Weather in our U.S. operating regions was 14% warmer than the prior year quarter and 12% warmer than the five-year average. Canadian propane adjusted EBITDA was $65.9 million, which was a $3.7 million change compared to the prior year quarter. The decrease in EBITDA was primarily due to lower volumes related to warmer weather and the impact of this huge benefit in sale of carbon credits in the prior year quarter. This was offset in part by higher margins related to increased pricing to offset the impact of increased labor and the impact from inflation. Weather in Canada was 7% warmer than the prior year quarter and 5% warmer than the five-year average. Wholesale propane achieved adjusted EBITDA of $40.2 million in the first quarter. This was an increase of $21.2 million compared to the prior year quarter, driven by the contribution from Kiva and, to a lesser extent, the impact from higher pricing differentials related to wholesale market fundamentals in California and the western U.S. Turning to corporate results, the adjusted EBITDA guidance and leverage. Corporate administrative costs for the first quarter were $5.8 million, an increase of $3.2 million compared to the prior year quarter. This was due to lower LTIP expense in the prior year quarter related to the share price decline. Superior realized the loss on foreign currency hedging contracts of $4.1 million compared to a gain of $1.5 million in the prior year quarter as Superior's average hedge rates were lower relative to the average U.S. CAD rate in the current quarter. Superior's total net debt to adjusted EBITDA leverage ratio for the trailing 12 months ended March 31, 2023, was 3.9 times, which is within our target range of 3.5 to 4 times. The leverage ratio also declined from 4.1 times at December 31, 2022, driven by lower average debt levels. We expect leverage to remain in the target range of three and a half to four times at the close of the acquisition of Sertaris based on our current leverage and Sertaris strong first quarter results. We're updating our 2023 pro forma adjusted EBITDA guidance range from 585 million to 635 million to a range of 620 million to 660 million. which includes Sertaris full-year adjusted EBITDA in the range of $175 to $185 million. I'd also like to reiterate that while we're waiting for the Canadian Competition Bureau to complete its review of the Sertaris acquisition, all economic benefits and the cash generated in the Sertaris business belongs to Superior based on the terms of the arrangement agreement. We also still expect to achieve the superior way forward EBITDA from operations target range of $700 million to $750 million by the end of 2024, which you'll recall is two years ahead of expectations. With that, I'd like to turn the call over to Q&A.

Thank you. Ladies and gentlemen, to ask a question, you will need to press star 11 on your telephone and wait for your name to be announced. to withdraw your question, press star one, one again. Again, that's star one, one to ask a question. Please stand by for our first question. And our first question coming from the line of Gary Ho from Desjardins, Milan is open.

Thanks, good morning. Maybe just first question on the Satiris closing. Just wondering if you can provide a bit more color in terms of what else is needed kind of your conversations with Competition Bureau, additional color on timing, and maybe your confidence in closing the deal this quarter would be helpful.

Sure, it's Darren Rebar. I just want to respond to the Competition Bureau aspect of the question. Yeah, we continue to work cooperatively with the Competition Bureau while they're conducting their review. As Alan stated, we've complied with the supplementary information request. and so we're just continuing to work with them at this point. You know, they may need some additional time to conduct their review, but we're very confident the transaction will be closed in the second quarter.

Okay. And then my second question may go to Alan. You know, you've taken the helm for a month now. Step back, you know, you provided some of your initial thoughts, just wondering at a high level, aspect of the business, whether it's legacy cocaine or spirits that you really liked, and on the other hand, maybe processes that you hope to adjust over time?

Hey, Gary. Yeah, thanks for the question. You know, it's really early days, but what I would say is, you know, the team have been great, and it's never easy, you know, trying to brief a new CEO on the breadth of a operations like this, especially as you're getting ready for an AGM and closing a big transaction. But, you know, I've been hugely impressed with the quality of the team, both here at home office and then in Canada and the U.S. Their ability to sort of create a collection of assets I think is quite something. So I would say that in addition to the team, I mean, the asset base that we have is really impressive. When you look to, you know, next generation, you go, well, there's a lot to work with here in terms of assets and talent. And then you put Sataris in there, equally impressive group of individuals, great culturally, really enthused about the growth potential and future opportunities. and a really good, a really strong ESG story. So for me, I think, you know, again, I can't stress enough that it's early days, but there's a lot, a lot to get your hands around in this business, and it's a really positive story. So my focus right now is, you know, in conversation with all of you and with other sort of thought leaders across the industry, you know, how do we take this impressive group of assets, get our most value out of it that we can, allocate our capital really wisely, and then create a story for growth from here forward. I think we've got a lot to do and a lot of opportunity in front of us, so I couldn't be more positive, frankly.

Okay, great. Thanks for the call. My last question is for Beth. I have a question just on leverage, and it relates to your last bit of your prepared remarks. I assume there's some modest decline in the assumed debt portion for the Satiris deal, just given they are retaining all the cash post-announcement. And with the increased EBITDA expectations now, do you think the leverage will come in maybe lower versus when you ran the math when the deal was announced?

You know, it's an interesting question. I think the way to think about the incremental cash being held, you're absolutely correct. The over-earnings generate more cash. There's obviously capex that's being done in the Sertaris company, but net overall, you know, from a debt reduction, when you look at the over-earnings, you probably have an additional $10 to $20 million reduction. I think when you talk about it in the context of leverage after the Sertaris acquisition is closed, it's a leverage-neutral transaction as a result of both the debt and the equity coming forward. Where it is going to be more positive at this point in time, my gut feel would be it's not more of an impact than likely rounding, right, either up or down, but it won't have a turn difference. But it is positive.

Okay. Okay. All right. I just want to make sure I understand that correctly. Okay. Thanks for your time. Thanks, Gary.

Thank you. And our next question coming from the line up, Matthew Weeks with IA Capital Markets. Your line is open. Good morning.

Thanks for taking my question. Just thinking about the overperformance from Sir Torres in the quarter, I'm wondering how much you think at this point and how much the team thinks is sort of sustainable going forward and based on the contracts and overall strength and demand spending on MSUs and if there are any sort of tailwinds based on you know, that were abnormal based on maybe the gas price or other things like that?

Sure. So to kick off, you know, just to commend the team at Sertaris for focusing on both the organic growth as well as the efficiency on the MSUs in that business, which did contribute to the strong performance. To sort of take that amount and split it into a few pieces, I think if you want to think about it, roughly half of the overperformance is linked to low commodity price environment. So if you think of it similar to our business, there is the ability to pick up some incremental margin when the commodity price is lower. So that is a contributor, and probably in and around, think of it the range of half of what we're seeing at this point in time. The other pieces you have... Sales pricing improving. Part of that is back to some of the contracts that were reduced in response to COVID. And there was a lot of work done by the Soutaris team to reprice those contracts back to levels which would be consistent with pricing prior to COVID. So that also contributed to higher margin per MSU that was being generated. And then one of the other pieces I think is important to flag is the National Grid Contract. And that contract, which had roughly, you know, 100 MSUs at site, generates higher margins than some of the other contracts. So it is a good example of, you know, House Tartarus has some competitive advantage because of the size of their fleet. That does help overall generate higher MSU returns overall. So those over-earnings, as you said, there is, you know... over-earnings, or I don't want to call them over-earnings, but very strong performance for the remainder of the year, which is reflected in the updated guidance number that we provided.

Okay, thank you. Appreciate the comment on that. So it sounds like there's kind of some over-earning and higher returns per MSU and more MSUs at the same time. And as you think about the growth in that business going forward and when you look at the market, you know, do you think the market will sort of absorb any incremental capacity on MSUs? And do you think that as MSUs are built, the demand is there that will essentially, you know, those will be able to go in the market and generate a pretty quick return?

Yeah, absolutely. The market or the demand in the market is much higher right now than the supply. And that also helps drive the higher EBITDA per MSU currently, and that's simply because you can be very specific, and the Sitara's team can really choose what contracts and the higher margin contracts to allocate the MSUs to. We're confident at this point in time, certainly, that that market is growing faster than the number of MSU or the North American MSU fleet is growing.

Okay, thank you. Appreciate it. I'll turn it back. Thanks, Matthew.

Thank you. And as a reminder, ladies and gentlemen, if you'd like to ask a question, please press star 1-1 on your touch-tone telephone. And our next question, coming from the lineup, Steve Hansen with Raymond James. Your line is open.

Oh, yes. Good morning, guys. Thanks for the time. Apologies if I missed it. I had some technical issues here, but I just wanted to clarify on what, if any, supply chain challenges might exist to getting more MSUs in the market outside of capital deployment specifically? Are there limitations to getting more MSUs out there? And just as a follow-on, what kind of term are you typically looking for across the average contract in terms of visibility and cadence earnings? Thanks.

Hey, Steve. It's Alan. I'll tackle the first part of your question, and then I'll have – I confess I don't know the second part. You know, this is an emerging industry, obviously. There's an endless supply of MSUs or trailers, and they're very technically complex. So I wouldn't want to leave you with the impression that this is simply a matter of producing trailers and getting the business. There's a lot more to it than that. But as it stands right now, you're looking at about a 9- to 12-month wait or lead time for new MSUs from our supplier base. So we're working with vendors to make sure that we have the right supply and bringing business on in a way that we can handle it. Of course, in the interim, getting as much productivity as we can out of it. In terms of contract length, I think probably suffice to say that this is an emerging business and it's growing very rapidly. there isn't necessarily a standard term that's been traditionally established, but the majority of the contracts would be 12 months or greater.

Okay, that's very helpful. And just as a follow-up, if I may, around the emerging nature of the industry, we've seen some evidence that other players are starting to get involved or more interested. There's even been an acquisition recently in the landscape and just curious if you're running into competition in any sort of degree of bigger thus far and or just you know how do you think about trying to protect your existing market position as it stands or is there just so much room for growth that there's room for plenty of players yes to both we've got you know look there's lots of room for growth

It's an emerging industry, so it's complicated. Like I say, it's much more complicated than just the MSU supply. The compression and decompression is almost virtually proprietary technology. Not quite, but we like to think that Sir Tyrus does it really well. So I think it's going to be a balancing act between managing supply, unbelievable customer service, commitment to safety, and then being able to do this really effectively. Beth, did you want to add something to that?

Yeah, I think one of the items that I would like to add is one of the really nice things about this business is that the mobile storage units really are mobile. So one of the nice things is you have an increasingly building addressable market. The MSUs can be moved to other parts of North America and other industries and other sectors. So as it grows, there is a lot of places that they can be moved to, even if there are specific regions where you have people building and creating some competition from that perspective. So there's certainly a lot of business going around. And I also think it's important to remind everybody of the fact that these MSUs can also carry both renewable natural gas as well as hydrogen and green hydrogen. So in addition, as the business grows, that's also an even more carbon-positive or less carbon-intensive industry where we can grow into those areas as well.

That's great. And I'll just squeeze one last one, if I may just apologize, but on capital allocation priorities, you know, every incremental dollar of growth capital, as you think about it today, you know, how do you think about that going into Sartarus versus the traditional core business? Does it, does it go both ways? Are you skewing it towards Sartarus? I mean, how should we think about that given the growth profile we're seeing here at Sartarus? Thanks.

Well, I think, you know, That could speak to the particulars, but philosophically, I mean, I think Superior has done a great job allocating capital and, you know, being thoughtful and opportunistic in terms of its capital allocation. You have opportunities that will exist within the existing Superior business that are going to be really important. We'll have tuck-in opportunities. We've obviously had share buyback and, you know, dividend considerations in our capital allocation strategy, and we're adding to that a new growth business. So we're going to continue to do what we've always done and be opportunistic, be mindful of the returns that we're getting, and use our capital to drive shareholder value. I don't see any big change in that. Beth, what would you add to that?

Just if we want to think about for the remainder of this year, I think along that path, similar to what we've talked about previously, based on returns from an opportunistic perspective, the returns out of Sertaris organic growth, that in our mind would be the primary allocation for the remainder of this year. And the reason why is when you think about the M&A opportunities, you still have in certain instances a bit of a valuation gap because of the so quickly increasing cost of capital just resulting in valuation compression. And so obviously we have to get those expectations to meet. So I think for a period of time, as we've said before, we probably have another six to nine months before we start really seeing that come together, which in theory just provides fewer opportunities looking at return levels that we potentially saw in the last few years.

That's great. I appreciate it.

Thank you. And our next question coming from the line of John Gibson with BMO Capital Markets. Your line is open.

Morning, and thanks for taking my question. Just first off on the Sertaris guidance, how much of that hinges upon incremental MSU growth versus just sort of what you're seeing right now?

Well, throughout the year, it's an interesting question. Let me just think about it. I think when we look at the incremental growth for the remainder of the year, it would be tied to spending $110 million of capital, which is factored into all of our guidance. So from a number of unit perspective, if you think about it for the whole year, I believe the incremental unit addition is $81 million.

Okay, great. Is that sort of the target going forward, or would you look to sort of move over and above that in 2024 and beyond?

It's too early to tell, to be honest, John. It's Alan here. But, you know, we'll have some insight on that in the next month or two.

Fair enough. And then last one for me, just where are you seeing the greatest opportunities if you could rank MSU growth in terms of, you know, the renewable side, infrastructure side, energy services work? if you could kind of rank them in terms of opportunities, that would be appreciated.

Yeah, you know what, that's a great question. And I'm going to, unfortunately, put that in the same category. Give us a month or two. We've got to work through with the, you know, once we close this, we get some work to do with building the plan for the next sort of 18 months, if you think of the remainder of this year and next year, and where we're going to focus from a sales standpoint with the Certires team. So we'll come back to you on that.

Yeah, and the one thing that I'll just add for purposes of thinking about it going forward, the way we've thought about the business from a growth perspective going forward, which is linked to the MSU growth rate, is somewhere between an 8% to 10% tagger as we look going forward, which is consistent with our communication previously about Sertaris.

Okay, great. I really appreciate the comments, and congrats on the great quarter. I'll turn it back. Thanks, John. Good to talk to you.

Thank you. One more for next question. Now, next question coming from the line of Patrick Henney with NBF. Your line is open.

Thank you. Good morning. Alan, I know it's very early days for you, but just given one of the benefits of the Sertaris transaction is, you know, being able to share each other's Rolodex across your customer relationships. Just curious to get your initial thoughts around any low-hanging fruit that on the commercial front here, to extend propane or CNG services to any existing large customer base or region on either side, either in Canada or the U.S.?

I think the lawyer sitting to my left is going to tell me that I'm not allowed to have any thoughts or considerations about joint marketing until such time as the deal is closed.

Yeah, I think you're right. I mean, we continue to operate, obviously, as separate businesses. Those are things that we will focus on. once we've got to closing.

Yeah, I go back to my original comments and say, look, we're excited to work with the Sertara's team to bring the best of their business and the best of ours together. And I think we've got a lot to learn from each other. And, you know, Joint Rolodex is one of them for sure. So we're really excited to get started. We just have to dot a few more I's and cross a few more T's.

Gotcha. And then maybe for Beth, you're always curious to get your your live views on FX going forward. And I guess, as you plan to roll in the Sataris cash flows as well, I know a big part of their EBITDA does come from the U.S. So just maybe your updated thoughts on how you're managing FX exposure going forward.

Yeah, we'll approach FX in a similar way going forward as we have historically, which is we will hedge. And if you look at it, the way that our policy works, is depending on how many years out we are, how much we'll hedge. But in the current year, the current year cash flows, we always want to be hedged between 90% to 110%, and that'll decrease out into five years where it can be sort of from 0% to 15%. So we will approach that similarly. We want predictable earnings going forward, so we will factor the Sartaris business in the same way we factor in our U.S. business.

Okay, that's perfect. Thank you.

Thank you. And our next question coming from the line of Nelson Engie with RBC Capital. Your line is open.

Great, thanks. Just a quick follow-up question on capital allocation for Beth. So you mentioned Sataris, CapEx, and organic growth provides the most value and more value compared to propane M&A. I guess the question is how does the NCIB fit into the priorities given where the share price is and obviously the increase in the share count once the Sataris transaction closes?

Yeah, and I think from an NCIB perspective, when we look at capital allocation, similarly we've talked about it before, we do look at it from a dynamic capital allocation model. So the NCIB or share buyback is also factored into there. So we take your point that from a buyback perspective, we will assess that impact when we're allocating capital based on where the share price is as well. So I didn't mean to leave that out when I was talking about capital allocation before. That's certainly something which we've said before is part of our thought process and planning as we look at capital allocation on an ongoing basis. which, I mean, we reassess that basically on a daily basis.

Okay, thanks, Beth. And then just moving to Satara, another question for you guys. In terms of the guidance of $175 to $185 million of EBITDA, I guess how much visibility is there and how much of that, I'd say, is locked in from your perspective? Because I know Alan mentioned that Most contracts are more than 12 months. I know since providing the initial guidance back in February, you've essentially increased your EBITDA guidance for Sartorius by about 25%.

Yeah, I think, Nelson, from our perspective, I mean, we're confident in that range and we were comfortable to include it from a guidance perspective, the increase. When it comes back to looking at specific contracts, Not all of the business has 12-month contracts, but we're very comfortable with the fact that those MSUs will be to full capacity. Consistent with previously, and it gets back to when we think about the industry and the fact that there's so much more demand than actual supply for the MSUs, from our perspective and the discussions that we've had around the business, we are not concerned that we won't be able to have fully utilized MSUs to deliver those numbers.

Okay, so I think you previously mentioned that the low natural gas price was a benefit in Q1. So looking forward for the rest of this year, I guess if natural gas prices increase materially, then that would be a headwind. Anything else that could be a headwind going forward? Obviously, I think there's general expectations for a slowdown in the economy as well.

Yeah, I think from a slowdown in the economy, which was seen through COVID and how much volume that the Sotaris business did, that's very similar to our propane business. It's very resilient in the face of recessionary conditions. And part of that is even from the oil and gas perspective. Those that use the Sotaris product are the most efficient, so they will be the last. to turn off. So in theory, then that business is quite strong going forward. From a commodity price perspective, you know, the forecast does assume and understands where the current forward curve sits. If the forward curve changes, yeah, it could result in some changes in the numbers. But fundamentally, that's why there's a range of 175 to 185. Okay. Thanks, Beth.

I'll leave it there. Thanks, Nelson.

Thank you. And I'm showing no further questions in the queue at this time. I will now turn the call back over to Mr. Alan McDonald, President and CEO, for any closing remarks.

Well, let me take a second to thank you all for your time and attention for your questions today. It's great to have this first analyst call. I look forward to working with you over the many quarters to come and sharing hopefully what will be lots of good news as we embark upon this journey together. And let me wrap up with taking an opportunity to thank all our employees here at Superior for their continued contribution to our success, their focus on safely and reliably exceeding our customer expectations. Thank you all very much for participating on the call. We look forward to speaking with you in the future. Take care.

Thank you. Ladies and gentlemen, that's our conference for today. Thank you for your participation. You may now disconnect.