+ All Categories
Home > Documents > Sunoco Logistics Partners L.P. g - Wallaby

Sunoco Logistics Partners L.P. g - Wallaby

Date post: 11-Feb-2022
Category:
Upload: others
View: 2 times
Download: 0 times
Share this document with a friend
40
Sunoco Logistics Partners L.P. Investor Presentation March 2013 NYSE: SXL
Transcript
Page 1: Sunoco Logistics Partners L.P. g - Wallaby

Sunoco Logistics Partners L.P.g

Investor PresentationMarch 2013

NYSE: SXL

Page 2: Sunoco Logistics Partners L.P. g - Wallaby

Forward-Looking StatementsStatements we make that are not historical facts are forward-looking statements.These forward-looking statements are not guarantees of future performance.Although we believe the assumptions underlying these statements are reasonable,investors are cautioned that such forward looking statements involve risks andinvestors are cautioned that such forward-looking statements involve risks anduncertainties that may affect our business and cause actual results to differ materiallyfrom those discussed in this presentation. Such risks and uncertainties includeeconomic, business, competitive and/or regulatory factors affecting our business, as

ll t i ti l t d t th t f di f t liti ti Swell as uncertainties related to the outcomes of pending or future litigation. SunocoLogistics Partners L.P. has included in its Annual Report on Form 10-K for the yearended December 31, 2012 cautionary language identifying important factors (thoughnot necessarily all such factors) that could cause future outcomes to differ materiallyfrom those set forth in the forward-looking statements. For more information aboutthese factors, see our SEC filings, available on our website atwww.sunocologistics.com. We expressly disclaim any obligation to update or alterthese forward-looking statements, whether as a result of new information, futureg , ,events or otherwise.

This presentation includes certain non-GAAP financial measures intended tosupplement not substitute for comparable GAAP measures Reconciliations of non-supplement, not substitute for, comparable GAAP measures. Reconciliations of nonGAAP financial measures to GAAP financial measures are provided in the appendixto this presentation. You should consider carefully the comparable GAAP measuresand the reconciliations to those measures provided in this presentation. 2

Page 3: Sunoco Logistics Partners L.P. g - Wallaby

Sunoco Logistics Assets

3

Page 4: Sunoco Logistics Partners L.P. g - Wallaby

Sunoco Logistics and Energy Transfer Assets

4

Page 5: Sunoco Logistics Partners L.P. g - Wallaby

Energy Transfer Family of Companies

5

Page 6: Sunoco Logistics Partners L.P. g - Wallaby

Highlightsg 2012: Record full year performance:

0$810 million Adjusted EBITDA (1)

0$604 million Distributable Cash Flow (DCF) (1)

0$324 million of Organic Expansion Capital Spending

g Grew ratable business approximately 20% 2012 over 2011

g 5% distribution increase (4Q12 over 3Q12):( )

0$2.07/unit to $2.18/unit (annualized)

030% increase over 4Q11 distribution of $1.68/unit (annualized)( )

031st consecutive distribution increase

(1) The Partnership's definition of Adjusted EBITDA and DCF has been revised beginning in the fourth quarter 2012 Prior period(1) The Partnership s definition of Adjusted EBITDA and DCF has been revised beginning in the fourth quarter 2012. Prior period results have been recast to conform to the current presentation. For a detailed definition of the components included within Adjusted EBITDA and DCF, see the Non-GAAP Financial Measures table for a reconciliation to the applicable generally accepted accounting principle ("GAAP") metric in the appendix.

6

Page 7: Sunoco Logistics Partners L.P. g - Wallaby

Distribution History

$2.50

Average Annual Paid Distribution

(per LP unit)

5% di t ib ti

LP/GPSplit (%)

$2.00

$g 5% distribution

growth 4Q12 over 3Q120$2.07 to $2.18

50/50

$2.11

$1.50

$2.07 to $2.18 annualized

g 31 consecutive q arterl distrib tion

63/37

$1.00

quarterly distribution increases

g Current annualized $

85/15$0.77

$0.50 2008 2009 2010 2011 2012

distribution of $2.18 (3.5% yield as of 02/28/13)

DistributionCoverage 1 7x 1 5x 1 3x 1 8x 2 2x

85/15

98/2$0.67

Coverage 1.7x 1.5x 1.3x 1.8x 2.2x

7

Page 8: Sunoco Logistics Partners L.P. g - Wallaby

EBITDA by Segment2008 2009 2010 2011 2012

Crude Oil Pipeline System 138 147 156 207 275 Crude Oil Acquisition and Marketing 41 46 39 148 239 Terminal Facilities 81 105 127 149 225

($MM)

2012

Terminal Facilities 81 105 127 149 225 Refined Products Pipeline System 59 74 77 69 71 Total EBITDA 319 372 399 573 810

2008Crude Oil Pipeline SystemCrude Oil Acquisition and MarketingTerminal FacilitiesRefined Products Pipeline System

Crude Oil Pipeline SystemCrude Oil Acquisition and MarketingTerminal FacilitiesRefined Products Pipeline System

34%

9%

43%

19%

29%

28%43%

13%

25%

29%13%

Note: The Partnership's definition of Adjusted EBITDA and DCF has been revised beginning in the fourth quarter 2012. Prior period results have been recast to conform to the current presentation 8

Page 9: Sunoco Logistics Partners L.P. g - Wallaby

Adjusted EBITDA: Ratable and Market Related

Maximize asset base by 900 810

taking advantage of market opportunities

600

700

800

MM

) 573

810

Distributions based on ratable cash

300

400

500

sted

EB

ITD

A ($

M319

372399

Market related cash flow increases coverage ratio -

100

200 Adj

us

g2008 2009 2010 2011 2012

Ratable Market Related

9Note: The Partnership's definition of Adjusted EBITDA and DCF has been revised beginning in the fourth quarter 2012. Prior period results have been recast to conform to the current presentation

Page 10: Sunoco Logistics Partners L.P. g - Wallaby

Major Organic Projectsg Seven Successful Open Seasons:

0Three West Texas Crude expansion projects (crude oil)

P i E Ph I ( d il)0Permian Express Phase I (crude oil)

0Allegheny Access (refined products)

Mariner West (natural gas liquids)0Mariner West (natural gas liquids)

0Mariner East (natural gas liquids)

A i l d l ig Actively developing:

0 Permian Express Phase II (crude oil)

Mariner East Phase II (natural gas liquids)0 Mariner East Phase II (natural gas liquids)

0 Mariner South (natural gas liquids)

F b d i th b l d i th b ig Fee-based income growth—balanced expansion across the business

10

Page 11: Sunoco Logistics Partners L.P. g - Wallaby

Growth Capital700

gOptimize current asset base

g Invest in organic extensions400

500

600

700

MM

)

gProjected Organic Capital of approximately $700MM in 2013

100

200

300

400

Inve

stm

ent (

$M

gOrganic Projects:0West Texas Crude Projects0Allegheny Access

M i P j t 600

0

100

2008 2009 2010 2011 2012 2013P

I

Organic Expansion Capital

0Mariner Projects0Eagle Point0Butane Blending0Nederland

400

500

600

nt ($

MM

)

0Nederland

gOpportunistically acquire complementary assets:

$1 4B i 10 hi t100

200

300

Inve

stm

en

0$1.4B in 10-year history0Almost $750MM in 2010 - 2011

02008 2009 2010 2011 2012 2013P

Acquisitions

Note: SXL does not project acquisitions 11

Page 12: Sunoco Logistics Partners L.P. g - Wallaby

Original 110 MB/D West Texas Expansion – Crude Oil

g West Texas Crude Expansion:g West Texas Crude Expansion:

0 Strong demand for takeawaycapacity out of the Permian Basin

Existing crude pipeline0 Existing crude pipeline

0 Multiple destinations0 3 Successful Open Seasons

H t A 40 MB/D• Houston Access – 40 MB/D• Longview Access – 30 MB/D• Nederland Access – 40 MB/D

0 Fee-based income0 Fee based income

0 2Q13 full project start-upWest Texas Crude Expansion

Permian Crude to Multiple Markets

12

Page 13: Sunoco Logistics Partners L.P. g - Wallaby

Permian Express – Crude Oil

g Additional West TX Crude Expansion:

0 Continued strong demand for takeaway capacity out of the Permian Basin

Phase I: Successful Open Season0 Phase I: Successful Open Season• Wichita Falls to Nederland• Existing pipeline• Connection to Basin Pipeline

Permian Express IPermian Crude to Nederland

• 2Q13: 90 MB/D start-up• Late 2013 / Early 2014:

150 MB/D capacity

Phase II: Actively developing0 Phase II: Actively developing• 200 MB/D additional capacity• Origin: Colorado City • Destinations: Nederland and

f th t (L i i

Permian Express IIPermian Crude to Nederland & Louisiana including St. James

further east (Louisiana refineries and St. James)

1313

Page 14: Sunoco Logistics Partners L.P. g - Wallaby

Allegheny Access – Refined Products

g Midwest products to Eastern Ohio Allegheny Accessg Midwest products to Eastern Ohio and Western Pennsylvania:

0 Strong demand to move Midwest refined products east

Allegheny AccessOhio Products to Pittsburgh

p• Refinery expansions• Refinery economics

0 Utilizes existing and new assets

0 Successful Open Season• Initial capacity of 85 MB/D• Expandable to 110 MB/D

0 Fee-based income

0 1H14 projected start-up

1414

Page 15: Sunoco Logistics Partners L.P. g - Wallaby

Mariner West and East – Map

Mariner WestEthane from Houston to Sarnia

Vanport

Mariner EastE/P from Houston to Marcus Hook

1515

Page 16: Sunoco Logistics Partners L.P. g - Wallaby

Mariner West and East – Details

g Comprehensive Marcellus Shale Pipeline Solution0Strong demand for NGL takeaway capacity out of the Marcellus0Successful Open Seasons for both West and Eastp0Fee-based income0Primarily existing pipeline (optimizing Northeast/Midwest refined product pipelines)

g Mariner West0Ethane pipeline from Houston, PA to Sarnia, Ontario

50 MB/D it ( d bl )050 MB/D capacity (expandable)0July 2013 projected start-up

g Mariner Eastg Mariner East0Propane and Ethane pipeline from Houston, PA to Marcus Hook, PA0Marine terminal at Marcus Hook with export options070 MB/D capacity (expandable)70 MB/D capacity (expandable)02H14: propane start-up; 1H15: ethane and propane0Due to substantial interest, actively developing a Phase II16

16

Page 17: Sunoco Logistics Partners L.P. g - Wallaby

Mariner South

g Export NGLs from Gulf Coast:

0 Joint project between SXL and Lone Star (ETP/RGP)Lone Star (ETP/RGP)

0 Project would originate at Lone Star’s fractionation facility in Mount Belvieu

Mariner SouthNGLs from Mount Belvieu to Nederland

0 An SXL pipeline would transport to Nederland Terminal for exporting

0 Comparable to Mariner East

0 Actively pursuing• Planning to launch pipeline

Open Season soon

0 Fee-based income

0 Early 2015 projected start-up

1717

0 Excellent example of synergies within Energy Transfer family

Page 18: Sunoco Logistics Partners L.P. g - Wallaby

Recent Acquisitions

Eagle Point Tank Farm

East Boston Products Terminal

Texon Crude Business w/exposure to shales in:Texon Crude Business w/exposure to shales in: Bakken, Granite Wash, Permian & Eagleford

I l d Pi li (84% i t t)Inland Pipeline (84% interest)

18

Page 19: Sunoco Logistics Partners L.P. g - Wallaby

Summary

g Geographically diverse asset base and strong business fundamentals

g Commitment to Investment Grade credit rating

g Flexible capital structure to support growth and distribution coverage

g Experienced management team

g Excellent prospects for future growth

19

Page 20: Sunoco Logistics Partners L.P. g - Wallaby

Appendix

Page 21: Sunoco Logistics Partners L.P. g - Wallaby

2008 – 2012 Adjusted EBITDA (Prior Definition)

2008 2009 2010 2011 2012Twelve Months Ended December 31,($MM) 2008 2009 2010 2011 2012

Net Income attributable to Sunoco Logistics Partners L.P. 214$ 250$ 346$ 313$ 520$

Interest expense, net 31 45 73 89 79 Depreciation and amortization expense 40 48 64 86 139 Impairment charge 6 - 3 31 9 Provision for income taxes - - 8 25 32 Gain on investments in affiliates - - (128) - - Adjustments to commodity hedges resulting fromAdjustments to commodity hedges resulting from "push-down" accounting - - - - (12)

Adjusted EBITDA (prior disclosure) 291$ 343$ 366$ 544$ 767$ (prior definition)

A-1

Page 22: Sunoco Logistics Partners L.P. g - Wallaby

Adjusted EBITDA DefinitionCategory Prior Definition New Definition

Proportionate share of Unconsolidated Affiliates' (JV) interest, depreciation and provision for income taxes

Recorded at SXL's ownership share of JV's Total Net Income

Recorded at SXL's ownership share of JV's Total Adjusted EBITDAand provision for income taxes

-Explorer -Wolverine -West Shore

-Yellowstone

Total Net Income Total Adjusted EBITDA

Yellowstone

Income Attributable to noncontrolling interests (in Consolidated Affiliate JVs)

Excluded from Adjusted EBITDA

Included in Adjusted EBITDA

-Mid-Valley -West Texas Gulf -Inland

Non-Cash Compensation Expense Included as reduction to Adjusted EBITDA

Excluded from Adjusted EBITDA

Unrealized Gain/Loss on Commodity Included in Adjusted Excluded from Adjusted Risk Management Activities EBITDA as an increase

(gain) or reduction (loss)

EBITDA

A-2

Page 23: Sunoco Logistics Partners L.P. g - Wallaby

2008 – 2012 Adjusted EBITDA (New Definition)

2008 2009 2010 2011 2012Twelve Months Ended December 31,($MM)

Adjusted EBITDA (prior disclosure) 291$ 343$ 366$ 544$ 767$

Proportinate share of unconsolidated affiliates' interest, depreciation and provision for income taxes 24 24 24 16 21

(prior definition)

, p pIncome attributable to noncontrolling interests - - 2 9 11 Non-cash compensation expense 4 5 5 6 8 Unrealized losses / (gains) on commodity risk management activities - - 2 (2) 3

Adjusted EBITDA (new definition) 319$ 372$ 399$ 573$ 810$Adjusted EBITDA (new definition) 319$ 372$ 399$ 573$ 810$

Adjusted EBITDA (new definition) 319$ 372$ 399$ 573$ 810$ Adjusted EBITDA (prior disclosure) 291 343 366 544 767 Variance 28$ 29$ 33$ 29$ 43$

(prior definition)Variance 28$ 29$ 33$ 29$ 43$

A-3

Page 24: Sunoco Logistics Partners L.P. g - Wallaby

Distributable Cash Flow (DCF) Definition

Category Prior Definition New DefinitionDistributions versus Adjusted EBITDA of Unconsolidated

No Adjustment Subtract Adjusted EBITDA; add cash dividends

Affiliates (JVs) received(1)

Distributable Cash Flow attributable to noncontrolling interests (in Consolidated

No Adjustment Subtract DCF attributable to noncontrolling interests in

lid t d j i t t (2)interests (in Consolidated Affiliates JVs)

consolidated joint ventures(2)

(1) Restated DCF reflects SXL’s cash dividends received from unconsolidated affiliates( )(2) Restated DCF reflects SXL’s ownership share (%) of consolidated joint venture DCF

A-4

Page 25: Sunoco Logistics Partners L.P. g - Wallaby

2008-2012 DCF (New Definition)

2008 2009 2010 2011 2012Adjusted EBITDA (new definition) 319$ 372$ 399$ 573$ 810$

Twelve Months Ended December 31,($MM)

Adjusted EBITDA (new definition) 319$ 372$ 399$ 573$ 810$ Traditional DCF Adjustments

Interest expense, net(1) (31) (45) (73) (89) (85) Provision for income taxes - - (8) (25) (32) Maintenance capital expenditures (26) (32) (37) (42) (50) p p ( ) ( ) ( ) ( ) ( )

New DCF AdjustmentsDistributions versus Adjusted EBITDA of unconsolidated affiliates (24) (31) (36) (17) (28) Distributable Cash Flow attributable to noncontrolling interests (3) (10) (11)noncontrolling interests - - (3) (10) (11)

Distributable Cash Flow (DCF) 238$ 264$ 242$ 390$ 604$

Distributable Cash Flow (new definition) 238$ 264$ 242$ 390$ 604$

(new definition)

Distributable Cash Flow (prior disclosure) 236 266 248 388 600 Variance 2$ (2)$ (6)$ 2$ 4$

(prior definition)

(1) Excludes non-cash amortization of fair value adjustment on long-term debt ($6 million in 2012)

A-5

Page 26: Sunoco Logistics Partners L.P. g - Wallaby

Joint Venture Ownership

SXL 83.8% SXL 91.0% SXL 60.3%Citgo 16 2% Chevron 9 0% Chevron 28 3%

Inland Mid-Valley West Texas Gulf

Consolidated Affiliates (JVs):

Citgo 16.2% Chevron 9.0% Chevron 28.3%Citgo 11.4%

YellowstoneExplorer* West Shore Wolverine**

Unconsolidated Affiliates (JVs):

Shell 36.0% Buckeye 34.6% ExxonMobil 36.2% Phillips 66 46.0%Marathon 17.4% Shell 18.9% SXL 31.5% ExxonMobil 40.0%Chevron 16.6% Citgo 18.4% Shell 17.2% SXL 14.0%Phillips 66 13.8% SXL 17.1% Citgo 9.5%SXL 9.4% ExxonMobil 11.0% Marathon 5.6%A i C it l G 6 8%American Capital Group 6.8%

HarborSXL 66 7% Plains 63 0%

Mesa

Undivided Interest JV’s:

SXL 66.7% Plains 63.0%Phillips 66 33.3% SXL 37.0%

A-6

Bold - denotes operator* Operated by Explorer’s employees** Operated by Wolverine’s employees

Page 27: Sunoco Logistics Partners L.P. g - Wallaby

Historical Financial Results($MM)

2008 2009 2010 2011 2012

C d Oil Pi li 138 147 156 207 275Crude Oil Pipelines 138 147 156 207 275 Crude Oil Acquisition & Marketing 41 46 39 148 239 Terminal Facilities 81 105 127 149 225 Refined Products Pipelines 59 74 77 69 71 Total Adjusted EBITDA 319 372 399 573 810

Interest expense, net 31 45 73 89 79 Provision for income taxes - - 8 25 32 Maintenance Capital Expenditures 26 32 37 42 50 Amortization of fair value adjustment on long-term debt - - - - 6 Distributions versus adjusted EBITDA of unconsolidated affiliates 24 31 36 17 28 jDistributable cash flow attributable to noncontrolling interests - - 3 10 11

Distributable Cash Flow (DCF) 238 264 242 390 604

Expansion Capital* 111 144 146 171 324

Total Distribution (accrual basis) 144 182 193 214 277 Distribution Coverage Ratio 1.7x 1.5x 1.3x 1.8x 2.2x

A-7* Excludes major acquisitions

Note: The Partnership's definition of Adjusted EBITDA and DCF has been revised beginning in the fourth quarter 2012. Prior period results have been recast to conform to the current presentation

Page 28: Sunoco Logistics Partners L.P. g - Wallaby

T l M th E d d D b 31

SXL Non-GAAP Financial Measures2008 2009 2010 2011 2012

214 250 348 322 531 Interest expense, net 31 45 73 89 79 Depreciation and amortization expense 40 48 64 86 139

Twelve Months Ended December 31,

Net Income

($MM)

Depreciation and amortization expense 40 48 64 86 139 Impairment charge 6 - 3 31 9 Provision for income taxes - - 8 25 32 Non-cash compensation expense 4 5 5 6 8 Unrealized losses / (gains) on commodity risk management activities - - 2 (2) 3 Proportionate share of unconsolidated affiliates' interest, depreciation

and provision for income taxes 24 24 24 16 21 Adjustments to commodity hedges resulting from "push-down" accounting - - - - (12) Gain on investments in affiliates - - (128) - -

Adjusted EBITDA(1) 319 372 399 573 810 Interest expense, net (31) (45) (73) (89) (79) Amortization of fair value adjustments on long-term debt - - - - (6) Provision for income taxes - - (8) (25) (32) Maintenance capital expenditures (26) (32) (37) (42) (50) Distributions versus Adjusted EBITDA of unconsolidated affiliates (24) (31) (36) (17) (28) Distributable Cash Flow attributable to noncontrolling interests - - (3) (10) (11)

Distributable Cash Flow(1) 238 264 242 390 604Distributable Cash Flow( ) 238 264 242 390 604

(1) Management of the Partnership believes Adjusted EBITDA and distributable cash flow information enhances an investor's understanding of a business’s ability to generate cash for payment of distributions and other purposes. Adjusted EBITDA and Distributable Cash Flow do not represent and should not be considered alternatives to net income or cash flows from operating

ti iti d t i d d U it d St t ll t d ti i i l (GAAP) d t b bl tactivities as determined under United States generally accepted accounting principles (GAAP) and may not be comparable to other similarly titled measures of other businesses. Historical amounts presented have been recast to conform to current period.

A-8Note: The Partnership's definition of Adjusted EBITDA and DCF has been revised beginning in the fourth quarter 2012. Prior period results have been recast to conform to the current presentation

Page 29: Sunoco Logistics Partners L.P. g - Wallaby

Capitalization$($MM) As of 12/31/12

DebtSenior Notes, net 1,450 fixedUnamortized fair value adjustments, net(1) 143j$350 MM SXL Revolver (matures August 2016) 93 floating $200 MM SXL Revolver (matures August 2013) 26 floating $35 MM West Texas Gulf Revolver (matures April 2015) 20 floating

Total Debt 1 732Total Debt 1,732

Equity(2)

Limited Partners 5,175General Partner 897

Total Partners’ Capital 6,072Non-Controlling Interest 123

Total Equity 6,195

(1)In accordance with purchase accounting, the Partnership's Senior Notes were accounted for at fair value upon the closingof Energy Transfer's acquisition of the Partnership's general partner. At 12/31/12, there was $143MM of netunamortized fair value adjustments, which includes $6MM of amortization which was recognized as a reduction of

Rating: BBB- / Baa3 / BBB (S&P, Moody’s, Fitch), stable outlook

interest expense during 4Q12.

(2) In accordance with purchase accounting guidance, the components of the Partnership's consolidated equity balance were adjusted to fair value and resulted in an increase in consolidated equity of $4.8 billion upon the closing of Energy Transfer's acquisition of the Partnership's general partner.

A-9

Page 30: Sunoco Logistics Partners L.P. g - Wallaby

Pro Forma Debt Maturity Schedule at 12/31/2012

350 350350

400($MM)

250

300

250

300300

350

175 175200

250

100

150

0

50

8.75% 6.13% 5.50% 4.65% 6.85% 6.10%3.45% 4.95%0

'13 '14 '15 '16 - '20 '21 '22 '23 - '40 '41 '42 '43Note: Includes $700MM of Senior Notes issued in January 2013

Excludes Revolver borrowings A-10

Page 31: Sunoco Logistics Partners L.P. g - Wallaby

Debt to Adjusted EBITDA3.5x

3.0x

2.5x

2.0x

Note: Adjusted EBITDA reflects last twelve months for the period ended.Total Debt in 2012 does not include $143MM in unamortized fair value adjustments

1.5x12/31/2008 12/31/2009 12/31/2010 12/31/2011 12/31/2012

A-11

Page 32: Sunoco Logistics Partners L.P. g - Wallaby

Debt to Adjusted EBITDA

2008 2009 2010 2011 2012(1)

Debt to Adjusted EBITDA RatioTotal Debt 748 868 1 229 1 698 1 732

December 31,($MM)

Total Debt 748 868 1,229 1,698 1,732 Less: Unamortized fair value adjustments, net - - - - 143

748 868 1,229 1,698 1,589

Adjusted EBITDA (Full Year) 319 372 399 573 810Adjusted EBITDA (Full Year) 319 372 399 573 810

Debt to Adjusted EBITDA Ratio 2.3x 2.3x 3.1x 3.0x 2.0x

(1) In accordance with purchase accounting guidance, the Partnership's Senior Notes were adjusted to fair value upon the closing of Energy Transfer's acquisition of the Partnership's general partner in October 2012.

A-12

Page 33: Sunoco Logistics Partners L.P. g - Wallaby

Revolver – Credit Facilities$350MM Facility

$200MM Facility

$35MM Facility Total

Lender Allocation Allocation Allocation Allocation Citibank 30.0 18.0 0.0 48.0

($MM)

Barclays Bank 30.0 18.0 0.0 48.0Goldman Sachs Bank USA 25.0 0.0 0.0 25.0TD Bank 24.0 15.0 0.0 39.0Wells Fargo 24.0 15.0 0.0 39.0Bank of America 21.5 13.0 0.0 34.5JP Morgan Chase 21.5 13.0 0.0 34.5Mizuho Corporate Bank (USA) 21.5 13.0 0.0 34.5PNC Bank 21.5 13.0 35.0 69.5Bank of Nova Scotia 21.5 13.0 0.0 34.5Bank of Tokyo-Mitsubishi UFJ 21.5 13.0 0.0 34.5Royal Bank of Scotland 21.5 13.0 0.0 34.5UBS Loan Finance 21.5 13.0 0.0 34.5Credit Suisse (Caymans) 15.0 10.0 0.0 25.0Deutsche Bank (NY) 15.0 10.0 0.0 25.0U.S. Bank 15.0 10.0 0.0 25.0Total 350.0 200.0 35.0 585.0ota 350 0 00 0 35 0 585 0

Credit facilities include accordion features to expand borrowings to a total of $935MM ($250MM accordion on the $350MM facility and $100MM accordion on the $200MM facility)

The $350MM and $200MM facilities have a maximum Debt/EBITDA of 5.0x (flexed to 5.5x during an acquisition period) A-13

Page 34: Sunoco Logistics Partners L.P. g - Wallaby

Crude Oil Pipeline System

g 34% of total EBITDA for the year ended December 31, 2012

g Approximately 4 900 miles of crude oil trunk lines located in the Southwest andg Approximately 4,900 miles of crude oil trunk lines located in the Southwest and Midwest U.S.0Approximately 500 miles of gathering lines

g 60.3% controlling interest in West Texas Gulf Pipeline, a 580-mile crude oil pipeline

g 91.0% controlling interest in Mid-Valley Pipeline, a 990-mile crude oil pipelineg 91.0% controlling interest in Mid Valley Pipeline, a 990 mile crude oil pipeline

A-14

Page 35: Sunoco Logistics Partners L.P. g - Wallaby

Crude Oil Acquisition and Marketing

g 29% of total EBITDA for the year ended December 31, 2012

g Crude truck fleet of approximately 200 trucksy

g Purchase crude oil at the wellhead from producers and in bulk from aggregators at major pipeline interconnections and trading locations

g Wellhead volumes of approximately 300,000 barrels per day from approximately 4,000 producers in nineteen states and the Gulf of Mexico, with the majority of purchases being made in Oklahoma, Kansas, Texas, New Mexico, Michigan, North Dakota, and Louisiana,

g Storing inventory during contango market conditions – maintain balanced book to mitigate commodity risk

g Transporting crude oil on our pipelines and trucks or when necessary or cost effective, pipelines or trucks owned and operated by third parties

A-15

Page 36: Sunoco Logistics Partners L.P. g - Wallaby

Terminal Facilitiesg 28% of total EBITDA for the year ended December 31, 2012

g Nederland, TX Crude Oil Terminal - One of the largest onshore crude facilities in U.S. 22 illi b l it tl022 million barrel capacity currently

g Eagle Point, NJ Crude Oil and Refined Products Terminal 05 million barrel capacity for crude oil and refined product storage0Pipeline connections and import/export capabilities

g Refinery Terminal Facilities with combined 6 million barrel capacity0Serve Philadelphia area refineriesServe Philadelphia area refineries

g Over 40 active Refined Products Marketing Terminals located in 11 states with a combined capacity of 8 million barrels

g Inkster, MI LPG Terminal with a capacity of 1 million barrels

g Total terminal capacity of approximately 42 million barrels

A-16

g Patented technology to blend butane into gasoline

Page 37: Sunoco Logistics Partners L.P. g - Wallaby

Refined Products Pipeline System

9% of total EBITDA for the year ended December 31, 2012

Refined products pipeline system (approximately 2 500 miles) located in theRefined products pipeline system (approximately 2,500 miles), located in the Northeast, Midwest and Southwest U.S.

Equity interest in four product pipelines0Explorer (9.4%)0West Shore (17.1%)0Wolverine (31.5%)0Yellowstone (14.0%)Yellowstone (14.0%)

83.8% controlling interest in Inland Pipeline, a 350-mile refined products pipeline systemp p y

A-17

Page 38: Sunoco Logistics Partners L.P. g - Wallaby

Acquisition History ($1.4B Since IPO)November 2002 g Joint-venture interests in 3 refined product pipelines from Unocal, for $54MM

0Wolverine (31.5%), West Shore (9.2%), and Yellowstone (14.0%)

November 2002 g 43.8% joint-venture interest from Sunoco/Unocal in West Texas Gulf crude pipeline for $11MM

September 2003 g Additional joint-venture interest in West Shore for $4MM increasing ownership

interest from 9.2% to 12.3%

March 2004 g Logistics assets of Eagle Point refinery from Sunoco, Inc. for $20MM

April 2004 g Baltimore, MD and Manassas, VA refined product terminal facilities from ConocoPhillips for $12MM

June 2004 g Additional 1/3rd joint-venture interest in Harbor Pipeline from El Paso for $7MM, increasing ownership

interest to 2/3rds

November 2004 g Columbus, OH refined product terminal facilities from Certified Oil for $8MM

August 2005 g Texas crude oil pipeline system from ExxonMobil for $100MM

December 2005

March 2006

g 37% joint-venture interest in Mesa crude oil pipeline system from Sunoco/Chevron for $7MM

g Texas crude oil pipeline system from Black Hills for $41MM

g Texas crude oil pipeline system from Alon for $68MM

August 2006

June 2007

g 55.3% joint-venture interest in Mid-Valley crude oil pipeline from Sunoco, Inc. for $65MM

g 50% joint-venture interest in a refined products terminal in Syracuse, NY from ExxonMobil for $13MM

A-18

Page 39: Sunoco Logistics Partners L.P. g - Wallaby

Acquisition History ($1.4B Since IPO), Continued

November 2008

September 2009

g Texas refined products pipeline system and terminal facilities from ExxonMobil for $186MM

g Oklahoma crude oil pipeline from Excel Pipeline LLC and Romulus, MI refined products terminal facility

from R.K.A. Petroleum LLC for an aggregate $50MMgg g

July 2010 g Butane blending business from Texon L.P. for $152MM including inventory

g Additional joint-venture interest in West Shore from BP for $7MM increasing ownership

interest from 12 3% to 17 1%interest from 12.3% to 17.1%

g Additional joint-venture interest in Mid-Valley from BP for $58MM increasing ownership

interest from 55.3% to 91.0%

August 2010 g Additional joint-venture interest in West Texas Gulf from BP for $27MM increasing ownership

interest from 43.8% to 60.3%

May 2011 g 83.8% controlling joint-venture interest in Inland refined products pipeline for $99MM

July 2011 gEagle Point Tank Farm from Sunoco, Inc. for $100MM in deferred distribution units

August 2011 g Crude Oil Acquisition and Marketing business from Texon L.P. for $222MM including inventory

g East Boston, MA refined products terminal and pipeline from ConocoPhillips for $73MM including

inventory A-19

Page 40: Sunoco Logistics Partners L.P. g - Wallaby

Sunoco Logistics Partners L.P.

February 28, 2013

Energy Transfer Partners, L.P. (Formed 4/17/1996)(Master Limited Partnership NYSE: ETP)

CUSIP No : 29273R 10 9CUSIP No.: 29273R 10 9

Sunoco Partners LLC

100.00%

(General Partner – Acquired by ETP 10/5/2012)Overall SXL Ownership = 33.66%

Public Investors(70,265,681 Common Units)

2.00% GP interest(not represented by units)

LP interest (33,530,637 Common Units) = 32.30%

Sunoco Logistics Partners L.P. (Formed 10/15/2001)(Master Limited Partnership NYSE: SXL)

Overall SXL Ownership = 66.34%LP interest = 67.70%

(Master Limited Partnership NYSE: SXL) CUSIP No.: 86764L 10 8

A-20


Recommended