EX-99.2 3 exhibit2.htm PRESENTATION MATERIALS exhibit2.htm
Regency Energy Partners
Investor Day Presentation
 June 2008
 
 

 
Forward Looking Statements
NASDAQ: RGNC
This presentation may contain statements about future events and Regency Energy
Partners LP’s (“Regency Energy Partners”, “Regency” or the “Partnership”) outlook and
expectations, which are forward-looking statements. Although Regency believes that
the assumptions underlying these statements are reasonable, investors are cautioned
that such forward-looking statements are inherently uncertain and necessarily involve
risks that may affect Regency’s business prospects and performance, causing actual
results to differ from those discussed during this presentation.
Any forward-looking statements made are subject to all of the risks and uncertainties,
many of which are beyond management’s control, involved in gathering, processing,
transportation, contract compression and marketing of natural gas. Should one or more
of these risks or uncertainties occur, or should underlying assumptions prove incorrect,
Regency’s actual results and plans could differ materially from those expressed in any
forward-looking statements. These risks and uncertainties are discussed in more detail
in Regency’s filings with the Securities and Exchange Commission, copies of which are
available to the public.
The Partnership undertakes no obligation to publicly update any forward-looking
statements, whether as a result of new information or future events.
2
 
 

 
Agenda
3
Overview, Strategy and Vision
Byron Kelley, CEO
Gathering & Processing and Transport Segments
Overview
Rick Moncrief, COO
Contract Compression Services Segment Overview
Randy Dean, President
CDM Resource Management
Financial Overview
Stephen Arata, CFO
 
 

 
Overview, Strategy and Vision
Byron Kelley, CEO
 
 

 
$240 million
Regency History
4
Capturing growth opportunities from acquisition platforms
$332 million
59%
41%
$977 million
invested
$405 million
$965 million
$146 million
$252 million
$1,363 million
invested
$1,370 million
$386 million
$584 million
$2,340 million
Acquisitions
Bolt-on Acquisitions
Organic Growth
Total
 ¹ Initial platform is defined as businesses initially acquired by HM Capital (Louisiana, Midcontinent and West Texas assets)
 ² Add-on platform businesses are defined as our compressor segment, East and South Texas assets
 
 

 
Recent Platform Acquisitions
6
Acquisitions
Type
Strategic Relevance
Growth Opportunities
CDM Resource
Management Ltd. -
$698 million
Platform
 Source of stable, fee-based cash
 flows
 Provides synergies with Regency’s
 existing operations
 Experienced management team
 with proven ability to deliver
 visible long-term organic growth
 projects
 Expand market share in existing
 regions - fastest growing regions are
 North Louisiana, Fayetteville Shale,
 and Barnett Shale
 Consolidate and optimize Regency’s
 existing compression
 Enter into new regions
TexStar Field
Services LP -
$267 million¹
Platform
 Provided two new geographic
 regions to gather and process gas
 Opportunity for organic growth
 projects around assets
 South and East Texas regions provide
 an opportunity to treat and process
 sour gas
Completed $965 million of step-out acquisitions since 2006
 1 Excludes closing costs and $82 million for the Como acquisition which is considered a bolt-on acquisition
 
 

 
Recent Bolt-On Acquisitions
7
Completed $386 million of bolt-on acquisitions since 2004
Acquisitions
Type
Strategic Relevance
Growth Opportunity
Nexus Gas
Holdings LLC
$88 million1
Bolt-on
 Provides additional gathering
 volumes to our existing
 Louisiana assets
 Strategically located to
 capitalize on the developing
 Haynesville Shale
 Contract to purchase 136 miles
 of pipeline from Sonat
 (pending approval of
 abandonment by FERC); this
 will enable the Nexus
 gathering system to be
 integrated with Regency’s
 existing North Louisiana assets
FrontStreet
Hugoton LLC
$152 million
Drop down Acquisition from
GE EFS
 Increases our foot print in the
 mid-continent region
 Potential to consolidate assets
Pueblo
Midstream Gas
Corporation
$64 million
Bolt-on
 Provides new source of rich,
 sour gas for South Texas
 system
 Consolidate gas flows to Tilden
 plant with fuel savings
 Edwards Lime JV
Como
$82 million
Bolt-on
 Consolidate gas for greater
 efficiencies
 Consolidate with Eustace
 facility
 1 Upon the successful conclusion of FERC abandonment and jurisdictional proceedings, Regency will pay an additional $52.5 million to acquire certain Sonat assets near the Nexus system
 
 

 
Recent Organic Growth Projects
8
On schedule to complete $584 million of organic growth projects since 2004
Year
Amount
Key Projects
2008
$208 million
 Construction of a 40 mile, 10 inch diameter pipeline
 in west Texas
 Construction and equipment related to a partnership
 in south Texas
 Compression and gathering in south Texas
 Dubach Plant expansion
 Addition of 175,000 HP in the Compression Segment
2007
$78 million
 Constructed 20 miles of 10 inch pipeline which
 connected the Fashing Processing Plant to the Tilden
 Processing Plant in south Texas; completed May 2008
 Reconfigured Tilden Processing Plant
 Re-built and activated existing nitrogen rejection unit
 at Eustace Processing Plant
 Constructed 31 miles of 12 inch pipeline in south
 Texas
 Electrified and added an acid injection well at Tilden
 Plant
2006
$122 million
 Two new 200 MMcf/d dew point control facilities
 Compression optimization and additional gas gathering
 Loop of a western segment of our intrastate pipeline
 Expansion of North Louisiana gathering and processing
 system
2005
$176 million
 Completed the Regency Intrastate Enhancement
 Project for our intrastate natural gas pipeline
 
 

 
9
Announced Organic Growth Projects 2008
1 Costs shown represents Regency’s net estimated growth capital for the joint venture. Regency owns approximately 60%
² 2008 organic growth capital includes $16 million of other miscellaneous projects
Project
Description
Region
Capital
Budgeted
($ Millions)
Expected
Return
(EBITDA
Multiple)
Status
Delta to Fashing Pipeline
 South
 Texas
25
5.0x
 Complete
 Q2 2008
 Dubach Plant Expansion
 Increase processing capacity in
 the Dubach area
 North
 Louisiana
11
3.4x
 Phase 1: Q2 2008
 Phase 2: Q3 2008
 Compression and
 Gathering in South Texas
 Construct 11 miles of 10-12 inch
 pipeline and add low pressure
 compression
 South
 Texas
7
4.2x
 In-progress
 Q2 2008
 Edwards Lime
 A 40 mile project with Enduring
 Resources in South Texas
 South
 Texas
121
3.6x
 In-progress
 Q2 2008
 Woodward Mountain
 Construct 40 miles of 10 inch pipe
 and add low pressure compression
 West Texas
19
5.7x
 In-progress
 Q4 2008
 Compression Additions
 175,000 additional horsepower
 Various
118
7.0x
 On-going
Total2
192
6.1x
 
 

 
Attractive Assets
Located in productive natural gas producing regions including Louisiana, Texas, Arkansas
and the Mid-Continent region of the United States
10
 1 As of June 4, 2008; unit price closed at $27.40
 2 Debt balance is calculated as of 3/31/2008
 3 As of March 31, 2008
 4  Excludes the inactive Lakin and Como plants
 5 Eagle Pass and Haughton plants are being redeployed to North Louisiana in response to volume growth
 6 Includes Nexus volumes
Operating Statistics
Current3
IPO
Pipeline (Miles)
6,214
3,350
Treating/Processing Plants4,5
9
5
Compression (HP)
890,000
130,000
 - Contract Compression (HP)
616,000
0
 - Gathering (HP)
 - Transportation (HP)
245,000
28,000
112,000
18,000
Throughput (Bcf/d)6
1.5
0.7
Employees
671
153
Capitalization
Current¹
IPO
Market Capitalization ($bn)
2.0
0.8
Enterprise Value2 ($bn)
3.0
1.1
 
 

 
Attractive Market Dynamics
11
u Thin margin between supply
 and demand
u Domestic production costs
 continue to escalate
u Crude oil prices are at all
 time highs
u Fractionation spreads are
 strong
u Natural gas relative to crude
 oil is undervalued
u Higher drilling activity
 required to sustain current
 supply
u Growing global energy
 demand
u Growing natural gas power
 generation demand in United
 States
u Likely climate change
 legislation
u Pipeline infrastructure
 needed, as domestic
 production is experiencing
 shift from conventional
 production basins to new,
 unconventional basins
u New gathering, processing
 and transportation
 infrastructure needed to
 facilitate ongoing
 exploration and production
 efforts
u New storage development
 needed to facilitate
 increasing levels of imports
u New compression needed to
 underpin all of the above
 and support declining
 wellhead pressures in
 conventional basins
Strong market fundamentals drive increased infrastructure needs
Strong Market
Demand
Strong Commodity
Prices
Increased
Infrastructure Needs
 
 

 
10.00
12.00
14.00
16.00
18.00
20.00
22.00
24.00
2005
2006
2007
2008
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
2019
2020
LNG
Pipeline Imports
Domestic Production
New Infrastructure Needed
12
1 EIA March 2008
Shift in supply sources and market demands creates additional infrastructure requirements
u Domestic production continues to increase as pipeline imports are predicted to fall
u Expect to see some additional convergence between gas and oil prices over time
  Imports required to meet full US demand
  Implies price competition with other global markets
u As industry struggles to meet demand by exploiting new supplies, US midstream infrastructure will need to be
 expanded
u Anticipate that the midstream sector will make substantial capital investments
US Natural Gas Supply 2005 - 20201
 
 

 
Why North American Energy Infrastructure?
What We Are Seeing
What It All Means
u As conventional supply basins have continued to decline, producers have turned to unconventional sources
 of natural gas such as tight sands, shale plays, and coal bed methane
u Unconventional wells generally exhibit steeper “decline curves” than conventional wells, meaning that
 production rates drop off quickly after the first couple of months of production
u These steeper decline curves require a continued pace of development to meet forecasted consumption
 levels
u In addition, these new developments are generally:
  In new areas that require significant investments in gathering infrastructure as well as capital to tie
 them into the existing transportation grid
  In existing areas, but producing different quality gas (e.g., high pressure, high CO2 content) which
 requires new gathering, processing, and/or treating infrastructure
u Industry experts forecast required North American capital expenditures of $10 billion per year to meet the
 future needs of consumers and suppliers
u Investments are generally in long-lived, high-value physical assets
u Significant barriers to entry, which generate attractive organic investment opportunities
u Increased demand for compression in the US
13
 
 

 
Why North American Energy Infrastructure?
Widening Gap Between Consumption and Production…
Source: EIA
14
Source: HPDI
 
 

 
Declining Conventional Production
15
Source: ICF International
Shallow Gulf and Western Canada declining, but Continental US mostly flat
Projected Conventional Gas Production
 
 

 
Shale Development Characteristics
16
Source: ICF International
2008
2007
2006
 
 

 
Regency’s Assets Strategically Located
17
Source: ICF International
Regency is well positioned to capitalize on the growth of the new shale developments
Projected Gas Production
 
 

 
18
Production Costs in the Shales
u For the Barnett, Woodford, and
 Fayetteville Shale combined, there
 are almost 140 Tcf of reserves
 available at wellhead prices or $6
 per Mmbtu or less.
u Abundant shale gas production is
 available as long as gas prices remain
 above $5 per Mmbtu.
Note: Assumes 40-acre spacing of wells.
Source: ICF International
Billions of Cubic Feet of Reserves in New Completions
 
 

 
What it means for the midstream sector
 Increased drilling should drive additional growth for our gathering and processing and
 compression segments
19
Source: ICF International
 
 

 
20
Attractive Formula for Success
Dedicated and
Experienced
Management Team
Strong Sponsor
 u Solely focused on Regency
 u Incentivized to grow cash
 flow per unit
 u Excellent track record of
 closing transactions
 u Active merger and acquisition
 history
  GE EFS invests over $5
 billion annually in the
 energy and water
 industries
 u Regency is the principal
 growth platform for GE EFS in
 the midstream sector
 u Use complementary strengths
 of both organizations
 u Consolidator of midstream
 assets
 u Strong YTD activity of
 acquisitions
 u Currently own sizable
 portfolio of assets:
  Interstate pipeline
  Storage
  Processing
Greater Growth
Potential
Regency
Partnership
GE EFS
 
 

 
Attractive Future
21
 
 

 
u Obtain scale in our business segments and regions
u Manage using a results-oriented organizational philosophy
u Balance our business profile - by sector, region and
 commodity exposure
u Enhance our financial strength
Our Corporate Mission and Key Objective
22
Mission
Key Objective
Implications
 
 

 
Implication: Scale
“Doubling our assets and EBITDA requires relentless focus on the following
 strategies…”
By leveraging our existing footprint, executing on expansion projections and effectively
integrating acquired assets, we will optimize the return on each asset
23
Maximize
Asset Value
Asset
Expansion
Greenfield
Development
Acquisitions
u  Optimize portfolio performance
u Rationalize in a disciplined approach
u Realize synergies across business segments
 and regions
u Utilize and build upon customer
 relationships
u Employ a thorough understanding of
 market fundamentals and trends
u Respond quickly to market intelligence
u Apply strong analytical capabilities
u Maintain financial strength to capitalize
 on attractive opportunities when available
u Leverage relationship with GE EFS to
 jointly pursue opportunities
 
 

 
Performance Management Metrics
24
Illustrative Example
 
 

 
Implication: Results-Oriented Management Philosophy
“Build and retain a committed, strong management and employee team that is highly
 motivated and focused on results”
By establishing a unified culture of excellence, we will be better positioned to more
consistently deliver on our goals and optimize our return on invested capital
25
 
 

 
Implication: Balanced Business Profile
“Optimize the growth of cash flow while taking into account the stability of
 the market sector”
u Diversification of segments provides multiple earnings streams and reduces risk
u As scale increases, focus will be on adding businesses with stable, growing cash
 flows
Current Business Mix
Trending Toward
Conceptual Example
26
Contract
Compression
Intrastate
Pipeline
Gathering and
Processing
 
 

 
Implication: Financial Strength
“Maintain a solid balance sheet that allows for financial flexibility to pursue
 growth opportunities”
27
 
 

 
Key to Success
“Relentless focus on execution”
28
Regency will strive for top quartile total annualized returns to unit
holders through our relentless focus on execution
 
 

 
Questions & Answers
Overview, Strategy and Vision
 
 

 
Segment Detail

Gathering & Processing and
Transportation Overview

Rick Moncrief, COO
 
 

 
31
Midstream Overview
North Louisiana
West Texas
South Texas
East Texas
Plants
1
Gathering System Length
(Miles)
371
Compression (HP)
25,665
Plant Capacity (MMcf/d)
65
Plants1
1
Gathering System Length
(Miles)
3,470
Compression (HP)
105,630
Plant Capacity (MMcf/d)
50
Plants
1
Gathering System Length
(Miles)
750
Compression (HP)
47,000
Plant Capacity (MMcf/d)
125
Treating Facilities
2
Gathering System Length
(Miles)
623
Compression (HP)
27,828
Plant Capacity (MMcf/d)
175
Gathering
Plants2
4
Gathering System Miles
680
Compression (HP)
39,100
Plant Capacity (MMcf/d)3
510
Transportation
Length (miles)
330
Compression (HP)
28,375
RIGS Pipeline Capacity
(MMcf/d)
910
1 Excludes the idle Lakin plant
2 The Haughton and Eagle Pass plants have been relocated to North Louisiana and are being consolidated into the Dubach facility
3 The consolidation of the Haughton plant into the Dubach facility is scheduled to come on-line during Q3 2008
Treating/Processing Facility
Regency Regional Offices
Regency Corporate Headquarters
Gathering & Transportation Systems
Contract Compression Operating Base
 
 

 
u EXCO
u Sampson
u Petrohawk
u Devon
u Comstock
u Samson
Plants
Dubach Processing Plant
Lisbon Processing Plant
Elm Grove Refrigeration Plant
Dubberly Refrigeration Plant
Gathering Systems
Dubach/Calhoun/Lisbon Gathering System
Nexus Gathering System
Transport Systems
Regency Intrastate Gas System (RIGS)
Gulf States Transmission
32
North Louisiana
Key Assets
Key Producer Customers
u Integrated gathering, processing and transmission system accessing
 prolific gas fields across North Louisiana and East Texas
u Provides full suite of Producer Services
 Gathering  Compression  Dehydration
 Processing Dew point control Gas marketing
u RIGS provides direct access to premium interstate markets and major
 power generation plants
Dubach
Plant
Dubberly
Plant
Regency Intrastate Gas System
Gathering Assets
Processing Plants
NGL Line
Gulf States Transmission
Primary Producing Formations
u Cotton Valley
u Bossier
u Hosston
u James Lime
Area
Shown
 
 

 
2007-2008 Drilling Activity
Increasing Terryville Drilling Activity
33
u Regency is continuing to expand its gathering system in the active Terryville Field which feeds the
 Dubach/Lisbon processing complex
  Production has increased primarily due to drilling in the Cotton Valley and Grey Sand formations
  Potential to extend field further into Claiborne Parish
  Petrohawk, the largest producer in the field, plans to spend more than $120 million to drill 75 wells
 during 2008 and estimates the resource potential at 1.0 TCfe
2
  Recent new supply addition of 10MMcf/d from Clayton Williams and a verbal agreement to add 15
 MMcf/d from another third party
North Louisiana system is well positioned to capture increasing volumes
1 Source: HPDI, LLC
2 Estimate based on Petrohawk’s investor presentation 5/21/2008
Terryville Field Volumes 2006-20071
Dubach
Plant
Lincoln
Parish
Claiborne
Parish
Gas wells Jan 2007 to Current1
Gas wells prior to 20071
Regency Intrastate Gas System
Gathering Assets
NGL Line
Processing Plants
Lisbon
Plant
 
 

 
Nexus Gathering System
 u Desoto Parish is the most active drilling area in Louisiana with additional upside into Shelby County, Texas
 u Significant volume upside with the creation of downstream takeaway capacity for the system
  Horizontal completions increasing deliverability and improving drilling economics
  In-fill drilling opportunities with down-spacing of wells
 u Nexus acquisition economics are accretive regardless of execution of pending Sonat acquisition
 u Nexus volumes have increased to 125MMcf/d
Provides Regency with significant gathering footprint in active drilling area that has limited downstream
takeaway capacity
Joaquin
Nexus Gathering System
Gas wells Jan 2007 to Current1
Gas wells prior to 20071
1 Source: HPDI, LLC
Area
Shown
Desoto
Parish
Shelby
County
34
 
 

 
35
Purchase of Sonat Assets would connect Nexus to RIGS
Dubach
Plant
Dubberly
Plant
SNG lines to be acquired
Existing Regency Assets
Regency Processing Plants
With the purchase of Nexus, Regency acquired an agreement to purchase certain Sonat assets
Acquisition
u Contract is for $52.5 million,
 contingent upon FERC approval of
 abandonment as a jurisdictional
 pipeline
u Sonat purchase includes three pipes
 and a compression station
  34 miles of 10” pipeline, 57
 miles of 14” pipeline and 45
 miles of 16” pipeline
  Regency will install, pending
 the outcome of FERC
 proceedings, a 22 mile loop to
 significantly increase
 downstream takeaway capacity
 for Nexus
  Addition of processing plant at
 Bienville
Bienville
Plant
(Future)
Future Processing Plant
Future 22 mile loop
Area
Shown
 
 

 
Highlights
Haynesville Shale Development
u 20+ rigs expected to be operating by end of 2008
  Expected to be horizontal play
  Resource potential up to 20 TCFE
u Depth range of 10,500’ - 13,000’
  Potential for substantial production
  Over pressured reservoir
  High levels of CO2 and H2S
u Regency well positioned to exploit activity
u System configuration allows for efficient treating
 opportunity
u Capacity can be added on RIGS to handle early results
u Significant future organic growth opportunities with
 development
Over 1.3 million acres leased in Haynesville area
Chesapeake
500,000 Acres
Devon
105,000 Acres
EXCO
150,000 Acres
Comstock
95,000 Acres
EOG
150,000 Acres
El Paso
80,000 Acres
Petrohawk
150,000 Acres
XTO
80,000 Acres
Regency is well positioned to exploit opportunities in Haynesville Shale
Regency Processing Plants
Future 22 mile loop
SNG lines to be acquired
Existing Regency Assets
Note:  Highlighted area on map represents estimated Petrohawk acreage ownership at 1/1/08
Source: Petrohawk’s investor presentation 5/21/2008 with Regency’s assets included
Projected Field Boundary
Petrohawk currently drilling
Haynesville data points
Haynesville net isopach data points
Petrohawk 2008 planned new drills
 
 

 
Plants
Tilden (Lean/Sour)
Tilden (Rich/Sour)
37
South Texas
Key Assets
Primary Producing Formations
Key Producer Customers
u Olmos
u Wilcox
u Austin Chalk
u Buda
u Edwards
u Sligo
u St. Mary’s
u Swift Energy
u XTO
u BlackBrush
u Lewis Energy
u Enduring
Tilden
Plant
Regency Treating Plants
Edwards Lime
Gas Gathering Line
Crude Line
Lean gas treating
Rich gas gathering
Rich gas treating
Low pressure gathering
Area
Shown
 
 

 
38
South Texas - Organic Growth
Delta to Fashing
Extension
$25 million
Edwards Lime
$12 million1
LaSalle PJV
$26 million
Tilden Electrification Project
$10 million
Over $80 million invested in optimizing assets
1 Costs shown represent Regency’s net estimated growth capital for the partnership (Regency owns approximately 60%)
Gold River Compression
$7 million
Tilden
Plant
Fashing
Plant
Area
Shown
 
 

 
South Texas - Edwards Lime
39
u Regency owns 60% and Enduring owns 40% of the partnership
  Enduring dedicated approximately 32,000 acres in Karnes, Dewitt and Bee Counties
  Regency contributed the idle Fashing treating plant
u Enduring completing wells horizontally with some IPs over 10,000 MCFD
u Currently, Enduring is producing 14 MMcf/d, with 7 wells drilled and stimulated, 4 wells drilled and
 unstimulated and 2 shut-in
u Significant upside potential with proximity to Pioneer Pawnee system
Edwards Lime is a joint venture between Regency and Enduring Resources
Pioneer Pawnee Plant
1 Source: HPDI, LLC
Edwards Lime Expansion
Area of mutual interest
Producing Gas Wells1
Enduring Resources Operated
Gas Wells
1
Regency Treating Plant
Pawnee Field Boundaries
Pioneer Pawnee Plant
 
 

 
Assets
Eustace Processing Plant
Eustace Gathering System
40
East Texas
Key Assets
Primary Producing Formations
Key Producer Customers
u Smackover
u Valence
u Eagle Rock
Myrtle Springs
Liquid Treating
Facility
Eustace Plant
Cedar
Creek
Lake
Regency Processing Plant
Cedar Creek Lake
Gas Gathering Assets
Liquid Treating Facility
Area
Shown
 
 

 
Cedar Creek Reservoir Project (BBOG)
41
Cedar
Creek
Lake
u Wells were plugged due to logistics issues, as Cedar Creek lake is situated between the wells and
 Eustace Plant.
u To solve issue, Blackbrush Oil and Gas plans to drill directionally from the Eustace (East) side of
 the lake to reach the reservoir
u Wells scheduled to spud in third quarter of 2008
u Regency has entered into an agreement to gather and treat the production
Cedar Creek Lake
Gas Gathering Assets
Blackbrush drilling location
Regency Processing Plant
Area of reservoir
Reschke No. 1
u Drilled in 1984
u Tested at 1,000-1,200 Mcf/d and 115
 Bbls/d
u Plugged in 1990 due to lack of access to
 processing
No. 1 White
u Drilled in 1985
u Tested at 1,418 Mcf/d and 874 Bbls/d
u Plugged in 1990 due to lack of access to
 processing
Ultra White Estate No. 1
u Drilled in 1993
u Tested at 1,589 Bbls/d and 2,900 Mcf/d
u Well plugged due to lack of right-of-
 way access for pipeline
Prior Wells Drilled
 
 

 
42
West Texas
Key Assets
Primary Producing Formations
Key Producer Customers
u Devonian
u Delaware
u Atoka/Morrow
u Cherry Canyon
u Wolfcamp
u Bone Springs
u Exxon Mobil
u Oxy Permian
u Marathon
Waha Processing Plant
Waha Gathering System
u Chevron
u Finley
u BTA
Waha
Plant
Gas Gathering Assets
Woodward Mountain Extension
Regency Processing Plant
Area
Shown
 
 

 
Contract Compression Services Integration
43
u Shut down 3 existing
 compressor stations and
 consolidated to one station
 with two units
u Reduced total HP requirements
 by 270 HP to 2,680 HP
u Using the same amount of fuel,
 increased line throughput
 capacity by 33%
u Able to significantly lower
 gathering line pressures back to
 the wellhead
u Secured large acreage
 dedication with active drilling
Project Description
Gas Gathering Assets
Compressors removed from service
Regency Processing Plant
Waha Plant
New compressors
Improving system performance by optimizing compression assets in West Texas
Shifting management of Regency’s compression assets to the Contract Compression
Services segment
 
 

 
Plants
FrontStreet Hugoton
Lakin
Mocane-Laverne
Greenwood
44
Mid-Continent
Key Assets
Primary Producing Formations
Key Producer Customers
u Chase
u Morrow
u Chester
u Completed acquisition of FrontStreet Hugoton from a GE affiliate during Q1 of 2008
u Acquisition greatly expands Regency’s presence in the region and increases fee-based margin
u Prolific, mature basin with stable average decline rates
u Mocane and Lakin systems are increasing volumes by attracting new producers
u Primary growth potential comes from consolidation plays in the region
Mocane
Plant
Gas Gathering Assets
FrontStreet Hugoton System
Regency Processing Plant
Area
Shown
u BP
u Oxy
u Cimarex
u EXCO
 
 

 
FrontStreet Hugoton Acquisition
45
Gas Gathering Assets
FrontStreet Hugoton System
Regency Processing Plant
u Unique rate structure which limits downside risk
u Operated by BP America Production Company
u 1,870 miles of pipeline and 4 main compressor stations with approximately 63,500 of combined HP
Conceptual Example
 
 

 
Environmental and Safety
46
Committed to the achievement of excellence in the area of environmental, health and safety
performance
Goal:
Reliable delivery of products to customers with no adverse affects on
employees, customers, public and the environment
Safety
Environment
Key Metrics
u OSHA Recordable Injuries/Illnesses
u Incident Rates
u Vehicle Accidents
u Number of Regulatory Inspections
u Number of Reportable spills
u Number of Air Exceedences
u Number of Water Exceedences
u Notices of Violations
Compliance and
Continuous Improvement
 
 

 
Environmental Initiatives Completed Since 2007
47
Consolidation
Capture Gas to Atmosphere
Replacement of Old
 Compressors
u Retired grand-fathered
 high emission Como and
 Fashing Plants
u Created operating cost
 savings and increased
 recoveries by rerouting
 gas to lower emission
 plants
u Implemented projects to
 direct gas vapors into
 pipelines
u Redirect flare volumes
 back to pipeline
u Saving emissions and lost
 revenues
u Retired compression with
 dirty exhaust and low
 fuel efficiencies
u Created savings in
 operating expenses, fuel
 and emission fees
Proactively invested capital to reduce emissions while optimizing our assets
 
 

 
Synergies and Asset Optimization
48
We have a history of producing operational synergies and expect to aggressively pursue more in
the future
Synergies
Asset Optimization
Executed:
u Consolidated Como Processing Plant
 volumes into our Eustace plant in East
 Texas
u Tilden Electrification - fuel savings
u Eustace Upgrade - increased NGL
 recoveries
u Consolidated and aggregated volumes
 in South Texas
u Waha Compression Consolidation -
 improved capacity with no increase in fuel
In-progress:
u Moving idle equipment into North
 Louisiana
u RIGS Compression Configuration- fuel
 savings and increased capacity
u Focus on synergies with contract
 compression operating culture
u Waha Automation- improved run-time,
 recoveries and reduced fuel
u Use of idle Fashing plant for Edwards
 Lime JV
Future/Pending:
u Consolidation of FrontStreet Hugoton
 with the remainder of Mid-continent
 system
u Contract Compression Service Segment
 Integration - improve compression
 operations and reduced fuel
u Connection of Nexus to RIGS system
 via Sonat acquisition and additional
 capital expenditures
u Waha Plant Process Modifications-
 improve recoveries with lower fuel
 
 

 
Gathering & Processing and Transportation
Questions & Answers
 
 

 
Contract Compression Services
Randy Dean, President, CDM Resource Management
 
 

 
51
Contract Compression Services
u Contract Compression Segment provides our customers with turnkey
 services while adapting to their changing conditions to maximize their
 production and cash flow
u Provide custom-designed, cost-efficient natural gas compressor packages
u Provide complete compressor operation and maintenance services -
 including all labor, lube oil, antifreeze and wear parts
Delivering value to our customers through superior run-times
 
 

 
52
Owned
14.0 mm
Outsourced
6.9 mm
Majors
Gathering / Processing
Independents
29%
43%
28%
7%
12%
81%
u The current outsourced compression market is made up primarily of smaller,
 independent producers
u As the majors and larger independents sell off non-core assets, significant
 amounts of additional compression could enter the compression services market
Compression Market Overview
Compression Market Overview
Source: Spears - 2007 Compression Market Overview
 
 

 
U.S. Field Compression - Historical Growth
5.7%
CAGR
3.8%
CAGR
4.4%
CAGR
Source: Spears
u Since 2000, nationwide outsourced compression has grown as a percent of total
 compression every year
Historical Compression Growth - U.S. Markets
53
 
 

 
Drivers of Compression Growth
54
u Driven by the volume of production in a field as well as the field’s average
 wellhead pressure and the average pressure of takeaway pipelines
Illustrative Example
u Because long-haul line pressures remain constant, compression requirements
 decrease linearly with production declines but increase exponentially with
 falling wellhead pressure
To End Market
Typical
Wellhead
Pressures
15-50psi
High-Pressure
Gathering
System
200-400psi
“Long-Haul”
Pipelines
1,000psi
Wellhead Compressor (50-200HP)
Field Compressor (600-2,000HP)
 
 

 
55
Contract Compression Business Model
 Contract Compression Services versus Unit Rental
  Full-service contract includes maintenance and unit operations
  98% runtime guarantee places greatest value on customer cash flow
  Focus is on service level with no mention of specific unit in customer
 contract
  Because of our performance in this area, we maintain long-term
 relationships, resulting in long-term cash flow stability
 Larger Horsepower Applications
 Focus On Organic Growth versus Acquisitions
  Larger horsepower allows for greater attention per unit from field
 personnel (spreads fixed costs over more horsepower and allows for a
 higher employee/unit ratio)
  Promotes equipment standardization which reduces costs for parts,
 training and tools
  Promotes geographical and operating efficiencies
  Maintains existing culture
 
 

 
Distinctive Asset Base
Core compression operations are located in Texas, Louisiana and Arkansas
HP by Size1
HP
Range
Total
HP
% of
HP
# of
Units
0-499
47,673
7.7%
285
500-999
65,699
10.7%
106
1,000 and over
502,480
81.6%
334
 Total
615,852
100%
725
HP by Region1
State
Total
HP
Southwest (Texas)
199,962
Southeast (Louisiana and
Texas)
106,260
Northwest (Arkansas,
Louisiana and Texas)
110,032
Northeast (Texas)
199,598
 Total
615,852
1 Horsepower as of 3/31/08
Southwest Region
Southeast Region
Northwest Region
Northeast Region
1 Horsepower as of 3/31/08
56
 
 

 
57
Contract Compression Horsepower Growth
Contract Compression has seen impressive year-over-year growth in horsepower
u 81% of revenue generating horsepower are in larger horsepower units (>1000 HP)
New
Customer
Growth
Growth in
HP from
2004
Customers
100%
Retention
of 2004
Customers
213,744
108,635
293,473
1 As of 3/31/08
2 Represents budgeted additions
 
 

 
Contract Compression Services
Questions & Answers
 
 

 
Financial Overview
Stephen Arata, CFO
 
 

 
Disciplined Financial Growth Strategy
60
u Credit profile targets:
  Debt/Adjusted EBITDA: < 4.0x
  Adjusted EBITDA/Interest: > 5.0x
u Maintain significant liquidity
u Prudently manage our interest rate exposure and debt maturity profile
u Manage capital spending and distributable cash flow to support balance sheet
u Provide financial flexibility while achieving top quartile returns to unit holders
Regency’s key objective is to achieve an investment grade rating within the next 3 years
 
 

 
Track Record of Performance
61
¹ Recast to reflect the TexStar and FrontStreet acquisitions accounted for in a manner similar to pooling of interests
² Based on $230 million which is the midpoint of 2008 guidance range
 
 

 
Q1 08 Growth Over Q1 07 Offers Glimpse of Potential
Future Growth
62
1st Quarter
Adjusted Segment Margin:
2008
2007
% Change
Gathering & Processing
57.1
30.2
89%
Transportation
14.7
14.3
3%
Compression Services
23.0
N/A
N/A
Total Adjusted Segment Margin
94.7
44.5
113%
Adjusted EBITDA
56.0
26.8
109%
Net Income
10.3
(1.3)
N/A
Cash Available for Distribution
37.9
18.4
106%
Cash Generated per LP Unit
- Excluding Class D Units
.53
N/A
N/A
- Total Units
.49
.38
29%
Actual Distribution per LP Unit
.42
.38
11%
Coverage Ratio
- Excluding Class D Units
1.36x
N/A
N/A
- Total Units
1.22x
1.00x
22%
$ in Millions, except per unit data
 
 

 
63
Adjusted Segment Margin
Changing Business Mix
$88
$154
$229
$404
$76
 
 

 
64
Gathering & Processing Segment Drivers
Adjusted Segment
Margin/MMBtu: $0.60 $0.57 $0.56 $0.60 $0.61
305
345
529
773
976
$67
$72
$109
$170
$219
 
 

 
65
Transport Segment Drivers
Adjusted Segment
Margin/MMBtu: $0.13 $0.17 $0.21 $0.22 $0.20
190
$45
$16
$9
830
752
587
258
$59
$62
Completion
of RIGS
Completion
of Bossier
Loop
 
 

 
66
Compression Segment Drivers
$118
$117
$105
$72
175
154
139
62
 
 

 
Growing Fee-Based Cash Flows 
With the acquisition of Hugoton, CDM, and Nexus, a significantly larger portion of
Regency’s total segment margin is derived from fee-based business
Q4 2007
Q1 2008
Fee Based
67
Total Segment Margin
58%
42%
37%
63%
 
 

 
68
Continued Stability of Cash Flows
Regency targets 85%, 75%, and 50% hedge ratios at years 1, 2, and 3 for NGL’s and a 70%
hedged ratio on condensate for all three years
 
 

 
Q1 2008 Impact of Commodity Price Hedges on Results
69
1 Assumes no hedges and management's fundamental price deck of $80 oil and $7 gas
Earnings without hedges and with management fundamental price deck
 
 

 
70
Locked in Growth in Cash Flows
Executed Hedges by Product:
On average, Regency’s executed hedge pricing increases over time, which translates into built-in
growth in adjusted segment margin
u Relative to 2008 pricing, higher priced hedges will add approximately $11 million to adjusted
segment margin in 2009 and $29 million to adjusted segment margin in 2010
 
 

 
u Acquisition of CDM Resource Management will provide a consistent source of organic growth opportunities
u Historical returns on organic growth projects have been producing returns at 6x adjusted EBITDA
u Target asset IRR range for Gathering & Processing and Transport segments are 12%-20%
u Target asset IRR range for Compression segment is 12%-16%
Organic Growth and Bolt-on Acquisitions
71
Organic growth and small bolt-on acquisitions are expected to be at least $300 million
per year going forward
1 Includes small bolt-on acquisitions
2 Through April, $81.6 million has been spent on organic growth projects
 
 

 
72
2008 Budget Spending - Excluding Acquisitions
 
 

 
73
Balance Sheet Strength and Liquidity
1 EBITDA and interest expense are calculated using the most recent quarter annualized
 
 

 
 u Capacity: $900 million
 u Drawn: $780 million
 u Revolver Pricing Grid
 Debt/EBITDA Spread over LIBOR
   >5.25x  225bp
   ≤5.25x  200bp
   ≤4.25x  175bp
   ≤3.75x  150bp
 u Executed $300 million in swaps vs.
 1 month LIBOR at approximately
 2.4% fixed effective through
 3/5/2010
Credit and Liquidity
74
 u Debt Rating  Ba3/BB-
 u Debt/EBITDA³  4.83x
 u EBITDA/Interest³  5.34x
 u Fixed Charge Ratio³  2.97x
 u % Fixed Debt  60.3%
 u Average Interest Rate²  5.95%
 u $357.5 million maturing on
 December 15, 2013
 u 8.375% coupon paid semi-annually
 u First call date December 15, 2010
Regency has sufficient capacity under its revolver to fund its budgeted organic growth
plans through 2008
¹ Revolver statistics as of 5/28/2008
² Calculated debt at end of Q1 2008 and assumes 200bp margin on revolver
³ Based on compliance filings
Senior Notes
Revolver¹
Credit Summary
 
 

 
Significant Sponsor and Management Ownership
75
u GE EFS owns a 92% economic interest in Regency’s General Partner and approximately
 32% of Regency’s Limited partner units
  LP holdings include 17.7 million subordinated units and 4.7 million common units
 (received as consideration for GE EFS’s interest in FrontStreet Hugoton)
u Unique ownership structure with a large and broad ownership position by management
  LP units - management holds 2.4 million units¹, including restricted unit grants
  GP interest - management holds an 8% interest² in Regency’s GP and over 40
 members of management can collectively earn-in to an additional 10% of the GP
 when certain cash flow targets are met
Incremental Distribution Earned
Annual Distributable Cash per Unit
2%
$2.50
5%
$2.75
10%
$3.00
Vesting Schedule for Class C Shares
¹ Includes the top 10 executives
² Includes current and former managements’ interest
 
 

 
Regency Approach to Guidance and Distributions
76
u Annual guidance ranges are developed using current year budget as the starting point.
 Ranges are developed for:
  EBITDA
  Cash available for distribution
  Cash generated per LP unit
u Guidance is based on management’s fundamental price deck for unhedged commodity
 exposure
u Lower end of range assumes one or two significant negative developments
u Higher end of range assumes one or two significant positive developments
u Distributions are set based on both current quarter and expected annual performance
  Cash flows are normalized to reflect management’s views on a sustainable pricing
 environment
 
 

 
77
12 Month Distribution Growth
 
 

 
2008 Outlook and Goals
78
u Evaluation of existing assets for optimization opportunities
u Continued improvement in operating fundamentals
u Significant growth in EBITDA and Cash Available for Distribution supported by
 integration of recent acquisitions and over $200 million of organic growth projects
u Development of medium-term organic growth plans, particularly with respect to the
 Haynesville Shale
u Realize synergies across business segments and regions
u Increase financial knowledge of operational team
u Consistently grow distributions while maintaining prudent coverage ratios
 
 

 
Financial Overview
Questions & Answers
 
 

 
Appendices
 
 

 
2008 Guidance
81
 
 

 
Non-GAAP Reconciliation
82
 
 

 
Non-GAAP Reconciliation
83
 
 

 
Non-GAAP Reconciliation
84
 
 

 
Non-GAAP Reconciliation
85
 
 

 
Non-GAAP Reconciliation
86
 
 

 
Non-GAAP Reconciliation
87