South Bow Corp. (TSX & NYSE: SOBO) (South Bow or the Company)
reports its fourth-quarter and year-end 2024 financial and
operational results and provides its 2025 outlook. Unless otherwise
noted, all financial figures in this news release are in U.S.
dollars.
Highlights
Spinoff transaction
- Launched as an
independent company on Oct. 1, 2024, completing the planned
separation (the Spinoff) from TC Energy Corp. (TC Energy).
- Completed an
initial notes offering on Aug. 28, 2024, raising approximately $5.8
billion, in aggregate, of U.S. and Canadian dollar-denominated
senior unsecured notes and U.S. dollar-denominated junior
subordinated notes. As part of the Spinoff, South Bow repaid the
outstanding long-term debt owed to affiliates of TC Energy on Oct.
1, 2024.
Safety and operational
performance
- Demonstrated
safety excellence in 2024, achieving record occupational and
process safety performance during a transformative period.
- Delivered record
system availability in 2024, with an annual System Operating Factor
(SOF) of 95% for the Keystone Pipeline due to continued
improvements in system reliability.
- Recorded annual
average throughput on the Keystone Pipeline of approximately
626,000 barrels per day (bbl/d) in 2024, an increase of 5% relative
to 2023. Throughput on the U.S. Gulf Coast segment of the Keystone
Pipeline System averaged approximately 795,000 bbl/d, increasing by
15% relative to 2023.
- Fourth-quarter
2024 throughput on the Keystone Pipeline and the U.S. Gulf Coast
segment of the Keystone Pipeline System averaged approximately
621,000 bbl/d and approximately 784,000 bbl/d, respectively.
- Advanced the
Blackrod Connection Project in Alberta, anticipated to be ready for
in-service in early 2026. South Bow is in the final stages of
completing construction of the project’s 25-km crude oil and
natural gas pipeline segments, with welding complete and
hydrostatic testing activities underway. Facility construction,
including the tank terminal, is expected to be completed in late
2025.
- Received
approval from the Pipeline and Hazardous Materials Safety
Administration (PHMSA) in Jan. 2025 of South Bow’s remedial work
plan, substantially completing the conditions in the Amended
Corrective Action Order (ACAO) related to the Milepost 14 incident
(MP-14). In early March 2025, South Bow received approval from
PHMSA to lift the pressure restriction on the affected segment to
72% of the specified minimum yield strength of the pipeline. The
affected segment includes the section of the pipeline where the
MP-14 incident occurred.
Financial performance
- Delivered strong
financial performance in 2024, underscored by the highly contracted
nature of South Bow’s assets. Revenue and normalized earnings
before interest, income taxes, depreciation, and amortization
(normalized EBITDA) increased relative to 2023 due to significant
demand for uncommitted capacity on the Keystone Pipeline in the
first quarter of 2024, and strong demand for capacity on the U.S.
Gulf Coast segment of the Keystone Pipeline System throughout the
year.
- Generated
revenue of $488 million and $2,120 million for the three months and
year ended Dec. 31, 2024, respectively.
- Recognized net
income of $55 million ($0.26/share) and $316 million ($1.52/share)
during the three months and year ended Dec. 31, 2024,
respectively.
- Recorded
normalized EBITDA1 of $290 million for the three months ended Dec.
31, 2024, an increase of 11% from the three months ended Sept. 30,
2024, primarily due to the timing of trade settlements within South
Bow’s Marketing segment. Normalized EBITDA for the year ended Dec.
31, 2024 was $1,091 million, an increase of 2% from 2023.
- Delivered
distributable cash flow1 of $183 million and $608 million for the
three months and year ended Dec. 31, 2024, respectively.
- Exited 2024 with
total long-term debt and net debt1 outstanding of $5.7 billion and
$4.9 billion, respectively. South Bow’s net debt-to-normalized
EBITDA ratio1 was 4.5 times at Dec. 31, 2024, supported by the
Company’s starting working capital balances and strong normalized
EBITDA generated in 2024.
- South Bow
expects that its net debt-to-normalized EBITDA ratio will increase
modestly through the course of 2025 as the Company continues to
invest in the Blackrod Connection Project and incur one-time costs
of approximately $40 million to $50 million associated with the
Spinoff. Consistent with the Company’s outlook on leverage, South
Bow anticipates exiting 2025 with a net debt-to-normalized EBITDA
ratio of approximately 4.8 times and that the Company will begin
reducing its leverage once the Blackrod Connection Project starts
generating cash flow in 2026.
Returns to shareholders
- Committed to
paying a strong and sustainable dividend, declared South Bow’s
inaugural quarterly dividend of $104 million ($0.50/share) on Nov.
7, 2024. The dividend was paid on Jan. 31, 2025 to shareholders of
record on Dec. 31, 2024.
- South Bow’s
board of directors (the Board) has approved a quarterly dividend of
$0.50/share, payable on April 15, 2025 to shareholders of record at
the close of business on March 31, 2025. The dividends will be
designated as eligible dividends for Canadian income tax
purposes.
South Bow's audited consolidated financial
statements and notes (the financial statements), management's
discussion and analysis (MD&A), and annual information form
(AIF) as at and for the year ended Dec. 31, 2024 are available on
South Bow's website at www.southbow.com, under South Bow's SEDAR+
profile at www.sedarplus.ca, and in South Bow’s filings with the
U.S. Securities and Exchange Commission (SEC) at www.sec.gov. The
disclosure under the section "Non-GAAP Financial Measures" in South
Bow's MD&A as at and for the year ended Dec. 31, 2024 is
incorporated by reference into this news release.
South Bow's standalone financial statements were
prepared using information derived from the consolidated financial
statements and accounting records of TC Energy, including the
historical cost basis of assets and liabilities comprising the
Company, as well as the historical revenues, direct costs, and
allocations of indirect costs attributable to the operations of the
Company, using the historical accounting policies applied by TC
Energy. The presentation of certain prior period comparatives have
been updated for consistency with current year presentation.
_________________________
1 Non-GAAP financial measure or ratio that do
not have standardized meanings under generally accepted accounting
principles (GAAP) and may not be comparable to measures presented
by other entities. See “Non-GAAP financial measures” of this news
release.
Financial and operational
results
$ millions, unless otherwise noted |
Three Months Ended |
Year Ended |
Sept. 30, 2024 |
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2024 |
Dec. 31, 2023 |
FINANCIAL RESULTS |
|
|
|
|
|
Revenue |
534 |
|
488 |
540 |
|
2,120 |
2,005 |
Income from equity investments |
12 |
|
12 |
13 |
|
49 |
50 |
Net income |
61 |
|
55 |
103 |
|
316 |
442 |
Per share1 |
0.29 |
|
0.26 |
0.50 |
|
1.52 |
2.13 |
Normalized net income2 |
86 |
|
112 |
94 |
|
383 |
504 |
Per share1 2 |
0.41 |
|
0.54 |
0.45 |
|
1.84 |
2.43 |
Normalized EBITDA2 |
262 |
|
290 |
278 |
|
1,091 |
1,074 |
Keystone Pipeline System |
257 |
|
250 |
264 |
|
1,028 |
981 |
Marketing |
(7 |
) |
24 |
(2 |
) |
12 |
42 |
Intra-Alberta & Other |
12 |
|
16 |
16 |
|
51 |
51 |
Distributable cash flow2 |
163 |
|
183 |
161 |
|
608 |
785 |
Dividends declared |
— |
|
104 |
— |
|
104 |
— |
Per share1 |
— |
|
0.50 |
— |
|
0.50 |
— |
Capital expenditures3 |
61 |
|
28 |
11 |
|
122 |
37 |
Total long-term debt |
10,452 |
|
5,716 |
5,967 |
|
5,716 |
5,967 |
Net debt2 4 |
4,827 |
|
4,901 |
5,715 |
|
4,901 |
5,715 |
Net debt-to-normalized EBITDA (ratio)2 |
4.5 |
|
4.55 |
5.3 |
|
4.55 |
5.3 |
Common shares outstanding, weighted average diluted
(millions)6 |
207.6 |
|
208.4 |
207.6 |
|
208.2 |
207.6 |
Common shares outstanding (millions)6 |
207.6 |
|
208.0 |
207.6 |
|
208.0 |
207.6 |
|
|
|
|
|
|
OPERATIONAL
RESULTS |
|
|
|
|
|
Keystone Pipeline SOF (%) |
95 |
|
96 |
92 |
|
95 |
93 |
Keystone Pipeline throughput (Mbbl/d) |
616 |
|
621 |
612 |
|
626 |
595 |
U.S. Gulf Coast segment of Keystone Pipeline System throughput
(Mbbl/d)7 |
815 |
|
784 |
783 |
|
795 |
694 |
Marketlink throughput (Mbbl/d) |
636 |
|
615 |
610 |
|
614 |
537 |
- Per share amounts, with the
exception of dividends, are based on weighted average diluted
common shares outstanding.
- Non-GAAP financial measure or
non-GAAP ratio that do not have standardized meanings and may not
be comparable to measures presented by other entities. See
“Non-GAAP financial measures” of this news release.
- Capital expenditures per the
investing activities of the consolidated statements of cash flows
of the financial statements.
- Includes 50% equity treatment of
South Bow’s junior subordinated notes.
- South Bow expects that its net
debt-to-normalized EBITDA ratio will increase modestly through the
course of 2025 as the Company continues to invest in the Blackrod
Connection Project and incur one-time costs of approximately $40
million to $50 million associated with the Spinoff. Consistent with
the Company’s outlook on leverage, South Bow anticipates exiting
2025 with a net debt-to-normalized EBITDA ratio of approximately
4.8 times and that the Company will begin reducing its leverage
once the Blackrod Connection Project starts generating cash flow in
2026.
- The common shares issued on Oct. 1,
2024 have been used for comparative periods, as the Company had no
common shares outstanding prior to the Spinoff. For periods prior
to Oct. 1, 2024, it is assumed there were no dilutive equity
instruments, as there were no equity awards of South Bow
outstanding prior to the Spinoff.
- Comprises throughput originating in
Hardisty, Alta. transported on the Keystone Pipeline, and
throughput originating in Cushing, Okla. transported on Marketlink
for destination in the U.S. Gulf Coast.
Outlook
Capital allocation priorities
- South Bow takes
a disciplined approach to capital allocation to preserve
optionality and maximize total shareholder returns over the long
term. The Company’s capital allocation priorities are built on a
foundation of financial strength and supported by South Bow’s
stable, predictable cash flows. South Bow’s capital allocation
priorities include:
- paying a
sustainable base dividend;
- strengthening
the Company’s investment-grade financial position; and
- leveraging
existing infrastructure within South Bow’s strategic corridor to
offer customers competitive connections and enhanced
optionality.
Market outlook
- Every day, South
Bow safely and reliably transports crude oil to key demand and
refining markets in the U.S. Midwest and Gulf Coast. With
substantially all of the crude oil imported into the U.S. Midwest
originating from Canada, and refining facilities in the U.S. Gulf
Coast set up to process heavy crude oil, these markets rely heavily
on Canadian crude oil supplies to meet their energy needs.
- While
approximately 90% of South Bow’s normalized EBITDA is contracted
through committed arrangements, which carry minimal commodity price
or volumetric risk, demand for uncommitted capacity on the Keystone
System is anticipated to remain subdued in 2025 as Western Canadian
Sedimentary Basin (WCSB) crude oil pipeline capacity exceeds
supply.
- The potential
for, and continuation of, tariffs on energy imposed by the
U.S. government and counter-tariffs imposed by the Canadian
government have created economic and geopolitical uncertainty,
resulting in volatility in pricing differentials. Persistence of
this uncertainty may create additional headwinds for uncommitted
capacity on South Bow’s pipeline systems and impact South Bow’s
Marketing segment results. Given the uncertainty, South Bow’s
guidance for 2025 does not account for the future potential impact
of sustained tariffs.
2025 guidance
- South Bow’s
guidance aims to inform readers about Management’s expectations for
financial and operational results in 2025. Readers are cautioned
that these estimates may not be suitable for any other purpose. See
“Forward-looking information and statements” of this news release
for additional information regarding factors that could cause
actual events to be significantly different from those
expected.
- The financial
outlook for South Bow in 2025 is supported by the Company’s highly
contracted cash flows and strong structural demand for services.
Normalized EBITDA is projected to be approximately $1.01 billion,
within a range of 3%, with approximately 90% secured through
committed arrangements. South Bow reaffirms its long-term
normalized EBITDA growth outlook of 2% to 3%.
- South Bow has
reduced its outlook for normalized EBITDA for its Marketing segment
by approximately $30 million relative to 2024, due to continued
impacts of WCSB crude oil pipeline capacity exceeding supply and
South Bow’s response to market uncertainty caused by the potential
for, and continuation of, tariffs, including the unwinding of
certain positions to minimize South Bow’s exposure to further
pricing volatility.
- South Bow
anticipates that its interest expense for 2025 will be
approximately $325 million, within a range of 2%, and that the
Company’s current tax rate will range from 23% to 24%.
- Distributable
cash flow is expected to be approximately $535 million, within a
range of 3%, which South Bow will use to fund its expected annual
dividend of $416 million ($2.00/share), subject to approval and
declaration by the Board, and investments required to continue
advancing the Blackrod Connection Project.
- South Bow
expects that its net debt-to-normalized EBITDA ratio will increase
modestly through the course of 2025 as the Company continues to
invest in the Blackrod Connection Project and incur one-time costs
of approximately $40 million to $50 million associated with the
Spinoff. Consistent with the Company’s outlook on leverage, South
Bow anticipates exiting 2025 with a net debt-to-normalized EBITDA
ratio of approximately 4.8 times and that the Company will begin
reducing its leverage once the Blackrod Connection Project starts
generating cash flow in 2026.
- South Bow plans
to invest approximately $110 million, within a range of 3%, in
growth capital expenditures for the Blackrod Connection Project in
2025. The total expected capital cost of the project is estimated
to be $180 million, targeted to be ready for in-service in early
2026. As of Dec. 31, 2024, South Bow has invested $62 million in
the project.
- Maintenance
capital expenditures are estimated to be approximately $65 million,
within a range of 3%, in 2025, as South Bow proactively completes
maintenance activities while demand for uncommitted capacity is
expected to be subdued, and invests in information services
infrastructure. These expenditures are generally recoverable
through South Bow’s tolling arrangements.
South Bow’s 2025 annual guidance and a review of
2024 actual results are outlined below:
$ millions, except percentages 1 |
2024 Actuals |
2025 Guidance |
Normalized EBITDA |
1,091 |
1,010 ± 3% |
Interest expense |
388 |
325 ± 2% |
Current tax rate (%) |
23% |
23% - 24% |
Distributable cash flow |
608 |
535 ± 3% |
Capital expenditures |
|
|
Growth |
73 |
110 ± 3% |
Maintenance 2 |
61 |
65 ± 3% |
- Assumes average foreign exchange
rate of C$/U.S.1.4286.
- Maintenance
capital expenditures are generally recoverable through South Bow’s
tolling arrangements.
Refer to the section entitled "Guidance" in
South Bow’s MD&A as at and for the year ended Dec. 31, 2024,
available on South Bow's website at www.southbow.com, under South
Bow's SEDAR+ profile at www.sedarplus.ca, and in South Bow’s
filings with the SEC at www.sec.gov.
Conference call and webcast
details
South Bow's senior leadership will host a
conference call and webcast to discuss the Company's fourth-quarter
and year-end 2024 results and 2025 outlook on March 6, 2025 at 8
a.m. MT (10 a.m. ET).
|
|
Date |
March 6, 2025 |
Time |
8 a.m. MT (10 a.m. ET) |
Webcast link |
https://edge.media-server.com/mmc/p/fqe5oacv |
Conference call link |
https://register.vevent.com/register/BIbb6663202d26443895983db438ccaf6e |
Register ahead of time to receive a unique PIN
to access the conference call via telephone. Once registered,
participants can dial into the conference call from their telephone
via the unique PIN or click on the "Call Me" option to receive an
automated call directly on their telephone.
Visit www.southbow.com/investors for the
replay following the event.
Non-GAAP financial measures
In this news release, South Bow references
certain non-GAAP financial measures and non-GAAP ratios that do not
have standardized meanings under GAAP and may not be comparable to
similar measures presented by other entities. These non-GAAP
measures include or exclude adjustments to the composition of the
most directly comparable GAAP measures. Management considers these
non-GAAP financial measures and non-GAAP ratios to be important in
evaluating and understanding the operational performance and
liquidity of South Bow. These non-GAAP measures and non-GAAP ratios
should not be considered in isolation or as a substitute for
financial information presented in accordance with GAAP.
South Bow’s non-GAAP financial measures and
non-GAAP ratios include:
- normalized
EBITDA;
- normalized net
income;
- normalized net
income per share;
- distributable
cash flow;
- net debt;
and
- net
debt-to-normalized EBITDA ratio.
These measures and ratios are further described
below, with a reconciliation to their most directly comparable GAAP
measure.
Normalizing items
Normalized measures are, or include, non-GAAP
financial measures and ratios and include normalized EBITDA,
normalized net income, normalized net income per share,
distributable cash flow, and net debt-to-normalized EBITDA ratio.
Management uses these normalized measures to assess the financial
performance of South Bow’s operations and compare
period-over-period results. During certain reporting periods, the
Company may incur costs that are not indicative of core operations
or results. These normalized measures represent income (losses),
adjusted for specific normalizing items that are believed to be
significant; however, they are not reflective of South Bow’s
underlying operations in the period.
These specific items include gains or losses on
sales of assets or assets held for sale, unrealized fair value
adjustments related to risk management activities, acquisition,
integration, and restructuring costs, and other charges, including
but not limited to, impairment, contractual costs, and
settlements.
South Bow excludes the unrealized fair value
adjustments related to risk management activities, as these
represent the changes in the fair value of derivatives, but do not
accurately reflect the gains and losses that will be realized at
settlement and impact income. Therefore, South Bow does not
consider them reflective of the Company’s underlying operations,
despite providing effective economic hedges. Realized gains and
losses on grade financial contracts are adjusted to improve
comparability, as they settle in a subsequent period to the
underlying transaction they are hedged against.
Separation costs relate to internal costs and
external fees incurred specific to the Spinoff. These items have
been excluded from normalized measures, as Management does not
consider them reflective of ongoing operations and they are
non-recurring in nature.
Normalized EBITDA
Normalized EBITDA is used as a measure of
earnings from ongoing operations. Management uses this measure to
monitor and evaluate the financial performance of the Company’s
operations and to identify and evaluate trends. This measure is
useful for investors as it allows for a more accurate comparison of
financial performance of the Company across periods for ongoing
operations. Normalized EBITDA represents income before income
taxes, adjusted for the normalizing items, in addition to excluding
charges for depreciation and amortization, interest expense, and
interest income.
The following table reconciles income (loss)
before income taxes to normalized EBITDA for the indicated
periods:
$ millions |
Three Months Ended |
Year Ended |
Sept. 30, 2024 |
|
Dec. 31, 2024 |
|
Dec. 31, 2023 |
|
Dec. 31, 2024 |
|
Dec. 31, 2023 |
|
Income before income taxes |
90 |
|
72 |
|
131 |
|
418 |
|
562 |
|
Adjusted for specific
items: |
|
|
|
|
|
Depreciation and amortization |
61 |
|
62 |
|
61 |
|
246 |
|
244 |
|
Interest expense |
115 |
|
84 |
|
105 |
|
388 |
|
220 |
|
Interest income and other |
(27 |
) |
28 |
|
(7 |
) |
(12 |
) |
(32 |
) |
Risk management instruments |
(23 |
) |
57 |
|
(15 |
) |
8 |
|
25 |
|
Keystone variable toll disputes |
11 |
|
(3 |
) |
— |
|
8 |
|
42 |
|
MP-14 costs |
— |
|
4 |
|
— |
|
4 |
|
— |
|
Separation costs |
20 |
|
(1 |
) |
3 |
|
29 |
|
3 |
|
Keystone XL costs and other |
15 |
|
(13 |
) |
— |
|
2 |
|
10 |
|
Normalized EBITDA |
262 |
|
290 |
|
278 |
|
1,091 |
|
1,074 |
|
The following table reconciles income (loss)
before income taxes to normalized EBITDA by operating segment for
the indicated periods:
$ millions |
Three Months Ended Sept. 30, 2024 |
KeystonePipelineSystem |
|
Marketing |
|
Intra-Alberta& Other |
|
Total |
|
Income (loss) before income taxes |
173 |
|
17 |
|
(100 |
) |
90 |
|
Adjusted for specific
items: |
|
|
|
|
Depreciation and amortization |
59 |
|
— |
|
2 |
|
61 |
|
Interest expense |
(1 |
) |
— |
|
116 |
|
115 |
|
Interest income and other |
— |
|
(1 |
) |
(26 |
) |
(27 |
) |
Risk management instruments |
— |
|
(23 |
) |
— |
|
(23 |
) |
Keystone variable toll disputes |
11 |
|
— |
|
— |
|
11 |
|
MP-14 costs |
— |
|
— |
|
— |
|
— |
|
Separation costs |
— |
|
— |
|
20 |
|
20 |
|
Keystone XL costs and other |
15 |
|
— |
|
— |
|
15 |
|
Normalized EBITDA |
257 |
|
(7 |
) |
12 |
|
262 |
|
$ millions |
Three Months Ended Dec. 31, 2024 |
KeystonePipelineSystem |
Marketing |
Intra-Alberta& Other |
Total |
Income (loss) before income taxes |
205 |
|
(32 |
) |
(101 |
) |
72 |
|
Adjusted for specific
items: |
|
|
|
|
Depreciation and amortization |
59 |
|
— |
|
3 |
|
62 |
|
Interest expense |
(1 |
) |
— |
|
85 |
|
84 |
|
Interest income and other |
(1 |
) |
(1 |
) |
30 |
|
28 |
|
Risk management instruments |
— |
|
57 |
|
— |
|
57 |
|
Keystone variable toll disputes |
(3 |
) |
— |
|
— |
|
(3 |
) |
MP-14 costs |
4 |
|
— |
|
— |
|
4 |
|
Separation costs |
— |
|
— |
|
(1 |
) |
(1 |
) |
Keystone XL costs and other |
(13 |
) |
— |
|
— |
|
(13 |
) |
Normalized EBITDA |
250 |
|
24 |
|
16 |
|
290 |
|
$ millions |
Three Months Ended Dec. 31, 2023 |
KeystonePipelineSystem |
|
Marketing |
|
Intra-Alberta& Other |
|
Total |
|
Income (loss) before income taxes |
203 |
|
14 |
|
(86 |
) |
131 |
|
Adjusted for specific
items: |
|
|
|
|
Depreciation and amortization |
60 |
|
— |
|
1 |
|
61 |
|
Interest expense |
3 |
|
1 |
|
101 |
|
105 |
|
Interest income and other |
(2 |
) |
(2 |
) |
(3 |
) |
(7 |
) |
Risk management instruments |
— |
|
(15 |
) |
— |
|
(15 |
) |
Keystone variable toll disputes |
— |
|
— |
|
— |
|
— |
|
MP-14 costs |
— |
|
— |
|
— |
|
— |
|
Separation costs |
— |
|
— |
|
3 |
|
3 |
|
Keystone XL costs and other |
— |
|
— |
|
— |
|
— |
|
Normalized EBITDA |
264 |
|
(2 |
) |
16 |
|
278 |
|
$ millions |
Year Ended Dec. 31, 2024 |
KeystonePipelineSystem |
|
Marketing |
|
Intra-Alberta& Other |
|
Total |
|
Income (loss) before income taxes |
778 |
|
6 |
|
(366 |
) |
418 |
|
Adjusted for specific
items: |
|
|
|
|
Depreciation and amortization |
238 |
|
— |
|
8 |
|
246 |
|
Interest expense |
1 |
|
1 |
|
386 |
|
388 |
|
Interest income and other |
(3 |
) |
(3 |
) |
(6 |
) |
(12 |
) |
Risk management instruments |
— |
|
8 |
|
— |
|
8 |
|
Keystone variable toll disputes |
8 |
|
— |
|
— |
|
8 |
|
MP-14 costs |
4 |
|
— |
|
— |
|
4 |
|
Separation costs |
— |
|
— |
|
29 |
|
29 |
|
Keystone XL costs and other |
2 |
|
— |
|
— |
|
2 |
|
Normalized EBITDA |
1,028 |
|
12 |
|
51 |
|
1,091 |
|
$ millions |
Year Ended Dec. 31, 2023 |
KeystonePipelineSystem |
|
Marketing |
|
Intra-Alberta& Other |
|
Total |
|
Income (loss) before income taxes |
687 |
|
19 |
|
(144 |
) |
562 |
|
Adjusted for specific
items: |
|
|
|
|
Depreciation and amortization |
239 |
|
— |
|
5 |
|
244 |
|
Interest expense |
7 |
|
2 |
|
211 |
|
220 |
|
Interest income and other |
(4 |
) |
(4 |
) |
(24 |
) |
(32 |
) |
Risk management instruments |
— |
|
25 |
|
— |
|
25 |
|
Keystone variable toll disputes |
42 |
|
— |
|
— |
|
42 |
|
MP-14 costs |
— |
|
— |
|
— |
|
— |
|
Separation costs |
— |
|
— |
|
3 |
|
3 |
|
Keystone XL costs and other |
10 |
|
— |
|
— |
|
10 |
|
Normalized EBITDA |
981 |
|
42 |
|
51 |
|
1,074 |
|
Normalized net income and normalized net
income per share
Normalized net income represents net income
adjusted for the normalizing items described above and is used by
Management to assess the earnings that are representative of South
Bow’s operations. By adjusting for non-recurring items and other
factors that do not reflect the Company's ongoing performance,
normalized net income provides a clearer picture of the Company's
continuing operations. This measure is particularly useful for
investors as it allows for a more accurate comparison of financial
performance and trends across different periods. On a per share
basis, normalized net income is derived by dividing the normalized
net income by the weighted average common shares outstanding at the
end of the period. This per share measure is valuable for investors
as it provides insight into South Bow’s profitability on a per
share basis, assisting in evaluating the Company's performance.
The following table reconciles net income to
normalized net income for the indicated periods:
$ millions, except common shares outstanding and per share
amounts |
Three Months Ended |
Year Ended |
Sept. 30, 2024 |
|
Dec. 31, 2024 |
|
Dec. 31, 2023 |
|
Dec. 31, 2024 |
|
Dec. 31, 2023 |
|
Net income |
61 |
|
55 |
|
103 |
|
316 |
|
442 |
|
Adjusted for specific
items: |
|
|
|
|
|
Risk management instruments |
(23 |
) |
57 |
|
(15 |
) |
8 |
|
25 |
|
Keystone variable toll disputes |
11 |
|
(3 |
) |
— |
|
8 |
|
42 |
|
MP-14 settlement |
— |
|
4 |
|
— |
|
4 |
|
— |
|
Separation costs |
20 |
|
27 |
|
3 |
|
67 |
|
3 |
|
Keystone XL costs and other |
15 |
|
(13 |
) |
3 |
|
2 |
|
17 |
|
Tax effect of the above adjustments |
(8 |
) |
(15 |
) |
— |
|
(22 |
) |
(25 |
) |
Normalized net income |
76 |
|
112 |
|
94 |
|
383 |
|
504 |
|
Common shares outstanding, weighted average diluted (millions) |
207.6 |
|
208.4 |
|
207.6 |
|
208.2 |
|
207.6 |
|
Normalized net income per share |
0.41 |
|
0.54 |
|
0.45 |
|
1.84 |
|
2.43 |
|
Distributable cash flow
Distributable cash flow is used to assess the
cash generated through business operations that can be used for
South Bow’s capital allocation decisions, helping investors
understand the Company's cash-generating capabilities and its
potential for returning value to shareholders. Distributable cash
flow is based on income before income taxes, adjusted for
depreciation and amortization, interest income and other, the
normalizing items discussed above, and further adjusted for
specific items, including income and distributions from the
Company’s equity investments, maintenance capital expenditures,
which are capitalized and generally recoverable through South Bow’s
tolling arrangements, and current income taxes.
The following table reconciles income before
income taxes to distributable cash flow for the indicated
periods:
$ millions |
Three Months Ended |
Year Ended |
Sept. 30, 2024 |
|
Dec. 31, 2024 |
|
Dec. 31, 2023 |
|
Dec. 31, 2024 |
|
Dec. 31, 2023 |
|
Income before income taxes |
90 |
|
72 |
|
131 |
|
418 |
|
562 |
|
Adjusted for specific
items: |
|
|
|
|
|
Depreciation and amortization |
61 |
|
62 |
|
61 |
|
246 |
|
244 |
|
Interest income and other |
(27 |
) |
28 |
|
(7 |
) |
(12 |
) |
(32 |
) |
Normalizing items, net of tax1 |
18 |
|
34 |
|
(9 |
) |
39 |
|
62 |
|
Income from equity investments |
(12 |
) |
(12 |
) |
(13 |
) |
(49 |
) |
(50 |
) |
Distributions from equity investments |
17 |
|
20 |
|
15 |
|
70 |
|
71 |
|
Maintenance capital expenditures2 |
(22 |
) |
(15 |
) |
(2 |
) |
(61 |
) |
(19 |
) |
Current income tax recovery (expense) |
38 |
|
(6 |
) |
(15 |
) |
(43 |
) |
(53 |
) |
Distributable cash flow |
163 |
|
183 |
|
161 |
|
608 |
|
785 |
|
- Normalizing items per normalized
EBITDA reconciliation, net of tax.
- Maintenance
capital expenditures are generally recoverable through South Bow’s
tolling arrangements.
Net debt and net debt-to-normalized
EBITDA ratio
Net debt is used as a key leverage measure to
assess and monitor South Bow's financing structure, providing an
overview of the Company's long-term debt obligations, net of cash
and cash equivalents. This measure is useful for investors as it
offers insights into the Company's financial health and its ability
to manage and service its debt obligations. Net debt is defined as
the sum of total long-term debt with 50% treatment of the
Company’s junior subordinated notes, operating lease liabilities,
and dividends payable, less cash and cash equivalents, per the
Company’s consolidated balance sheets.
Net debt-to-normalized EBITDA ratio is used to
monitor the South Bow’s leverage position relative to its
normalized EBITDA for the trailing four quarters. This ratio
provides investors with insight into the Company's ability to
service its long-term debt obligations relative to its operational
performance. A lower ratio indicates stronger financial health and
greater capacity to meet its debt obligations.
$ millions, except ratios |
Sept. 30, 2024 |
|
Dec. 31, 2024 |
|
Dec. 31, 2023 |
|
Current portion of long-term debt to affiliates of TC Energy |
4,677 |
|
— |
|
— |
|
Senior unsecured notes |
4,686 |
|
4,629 |
|
5,967 |
|
Junior
subordinated notes |
1,089 |
|
1,087 |
|
— |
|
Total long-term debt |
10,452 |
|
5,716 |
|
5,967 |
|
Adjusted for: |
|
|
|
Hybrid treatment for junior subordinated notes1 |
(545 |
) |
(544 |
) |
— |
|
Operating lease liabilities |
22 |
|
22 |
|
10 |
|
Dividends payable |
— |
|
104 |
|
— |
|
Cash and cash equivalents |
(622 |
) |
(397 |
) |
(262 |
) |
Restricted cash held in escrow2 |
(4,480 |
) |
— |
|
— |
|
Net debt |
4,827 |
|
4,901 |
|
5,715 |
|
Normalized EBITDA |
1,079 |
|
1,091 |
|
1,074 |
|
Net debt-to-normalized EBITDA (ratio) |
4.5 |
|
4.5 |
|
5.3 |
|
- Includes 50% equity treatment of
South Bow’s junior subordinated notes.
- Senior unsecured
notes and junior subordinated notes were issued on Aug. 28, 2024,
of which $1.25 billion was used to repay long-term debt to
affiliates of TC Energy; the remaining proceeds were held in escrow
until completion of the Spinoff on Oct. 1, 2024.
Forward-looking information and
statements
This news release contains certain
forward-looking statements and forward-looking information
(collectively, forward-looking statements), including
forward-looking statements within the meaning of the "safe harbor"
provisions of applicable securities legislation, that are based on
South Bow's current expectations, estimates, projections, and
assumptions in light of its experience and its perception of
historical trends. All statements other than statements of
historical facts may constitute forward-looking statements. In some
cases, forward-looking statements can be identified by terminology
such as, "anticipate", "will", "expect", "estimate", "potential",
"future", "outlook", "strategy", "maintain", "ongoing", "intend",
and similar expressions suggesting future events or future
performance.
In particular, this news release contains
forward-looking statements, including certain financial outlooks,
pertaining to, without limitation, the following: South Bow’s
corporate vision and strategy, including its strategic priorities
and outlook; the Blackrod Connection Project, including completion
of crude oil and natural gas pipeline segments, testing activities,
in-service dates, and costs thereof; expected in-service dates and
costs related to announced projects and projects under
construction; PHMSA approvals and completion of the ACAO; expected
interest expense and tax rate; expected capital expenditures;
expected dividends; expected one-time costs relating to the
Spinoff; expected shareholder returns and asset returns; demand for
uncommitted capacity on the Keystone System; treatment under
current and future regulatory regimes, including those relating to
taxes, tariffs, and the environment; South Bow’s financial guidance
for 2025 and beyond, including 2025 normalized EBITDA and long-term
normalized EBITDA growth, 2025 interest expense, 2025 distributable
cash flow, and 2025 capital expenditures; and South Bow’s financial
strength and flexibility.
The forward-looking statements are based on
certain assumptions that South Bow has made in respect thereof as
of the date of this news release regarding, among other things: oil
and gas industry development activity levels and the geographic
region of such activity; that favourable market conditions exist
and that South Bow has and will have available capital to fund its
capital expenditures and other planned spending; prevailing
commodity prices, interest rates, inflation levels, carbon prices,
tax rates, and exchange rates; the ability of South Bow to maintain
current credit ratings; the availability of capital to fund future
capital requirements; future operating costs; asset integrity
costs; that all required regulatory and environmental approvals can
be obtained on the necessary terms in a timely manner; and
prevailing regulatory, tax, and environmental laws and
regulations.
Although South Bow believes the assumptions and
other factors reflected in these forward-looking statements are
reasonable as of the date hereof, there can be no assurance that
these assumptions and factors will prove to be correct and, as
such, forward-looking statements are not guarantees of future
performance. Forward-looking statements are subject to a number of
known and unknown risks and uncertainties that could cause actual
events or results to differ materially, including, but not limited
to: the regulatory environment and related decisions and
requirements; the impact of competitive entities and pricing;
reliance on third parties to successfully operate and maintain
certain assets; the strength and operations of the energy industry;
weakness or volatility in commodity prices; non-performance or
default by counterparties; actions taken by governmental or
regulatory authorities; the ability of South Bow to acquire or
develop and maintain necessary infrastructure; fluctuations in
operating results; adverse general economic and market conditions;
the ability to access various sources of debt and equity capital on
acceptable terms; and adverse changes in credit. The foregoing list
of assumptions and risk factors should not be construed as
exhaustive. For additional information on the assumptions made, and
the risks and uncertainties which could cause actual results to
differ from the results implied by forward-looking statements,
refer to South Bow's AIF dated March 5, 2025, available under South
Bow's SEDAR+ profile at www.sedarplus.ca and, from time to time, in
South Bow's public disclosure documents, available on South Bow's
website at www.southbow.com, under South Bow's SEDAR+ profile at
www.sedarplus.ca, and in South Bow’s filings with the SEC at
www.sec.gov.
Management approved the financial outlooks
contained in this news release, including 2025 normalized EBITDA
and long-term normalized EBITDA growth, 2025 interest expense, 2025
distributable cash flow, and 2025 capital expenditures as of the
date of this news release. The purpose of these financial outlooks
is to inform readers about Management’s expectations for the
Company’s financial and operational results in 2025, and such
information may not be appropriate for other purposes.
The forward-looking statements contained in this
news release speak only as of the date hereof. South Bow does not
undertake any obligation to publicly update or revise any
forward-looking statements or information contained herein, except
as required by applicable laws. All forward-looking statements
contained in this news release are expressly qualified by this
cautionary statement.
About South Bow
South Bow safely operates 4,900 kilometres
(3,045 miles) of crude oil pipeline infrastructure, connecting
Alberta crude oil supplies to U.S. refining markets in Illinois,
Oklahoma, and the U.S. Gulf Coast through our unrivalled market
position. We take pride in what we do – providing safe and reliable
transportation of crude oil to North America's highest demand
markets. Based in Calgary, Alberta, South Bow is the spinoff
company of TC Energy, with Oct. 1, 2024 marking South Bow's first
day as a standalone entity. To learn more, visit
www.southbow.com.
Contact information |
|
|
|
Investor Relations |
Media Relations |
Martha Wilmotinvestor.relations@southbow.com |
Katie Stavinohacommunications@southbow.com |
|
|
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