Number One With a Bullet Hole

There are many MLPs, but only one hit MLP soap opera. Energy Transfer Equity (NYSE: ETE) has turned into a headline hog, a scandal stock.

What other company, partnership or rock and roll band can claim to have been recently sued by its merger partner as well as the recently fired chief financial officer? Who else has recently cut its insiders not one but two sweetheart deals?

Beyond the headline risk and ethical morass looms the possibility of a distribution cut if ETE is forced to consummate its acquisition of Williams (NYSE: WMB) on contracted terms, imperiling its credit rating by taking on an additional $10 billion of debt.

That’s almost certainly done more lasting damage to the unit price than all the firing and the suing. I start out with all these negatives to place ETE’s compelling valuation in its proper context.

The tables below show market cap (as of midday on April 15) divided by 2015 distributable cash flow for a number of midstream companies and partnerships.

The DCF market cap multiple is far from a comprehensive value measure; most obviously it doesn’t consider debt. But it does provide a rough and ready way to compare the cash flow of operating companies and partnerships with that of MLP general partners.

That’s important because ETE is now an odd duck as a general partner of a giant midstream empire. Several of the largest comparables are companies or MLPs that neither collect nor pay incentive distribution rights. But first, let’s look how ETE stacks up against some other general partners.

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EQGP represents general partnership interest in EQT Midstream (NYSE: EQM), which is now paying 50/50 splits in incentive distribution rights on a distribution likely to keep climbing 20% annually for at least a few more years. Spectra’s gas transmission business is more demand-driven.

But Plains GP is general partner to an MLP dependent almost entirely on crude, and which just paid a distribution on its high-interest preferred offering in more dilutive equity. And NuStar GP runs an affiliate that hasn’t increased its distribution for five years.

Williams is the closest comparable here, but of course it’s been tethered to ETE like a rock weighing down a corpse by their ill-fated merger deal. It’s a motley crew, and ETE and Williams are the obvious outcasts.

Now let’s compare ETE with the large independent operators that neither pay nor receive incentive distribution rights. This is not a minor consideration, because distribution incentives allow a general partner to increase its cash flow from projects to which it often commits neither equity nor debt. That’s a huge multiplier for the return on capital, which is why incentive distribution rights are so valuable, and why publicly traded general partners have typically traded at much higher cash flow multiples than the partnerships they manage (although the gap has narrowed during the recent slump.)

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Magellan and Enterprise are a lot less leveraged than ETE, while Targa is more exposed to a slowdown in gathered and processed gas volumes coming from the oil-focused shales. But none of them will get to skim half the cash flow from the next plant or pipeline an affiliate builds entirely at its own expense.

In fact, ETE’s current DCF multiple is nothing special even when compared with that of MLPs that pay incentive distribution rights instead of collecting them.

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Here, finally, ETE’s valuation doesn’t look out of place – among the MLPs that pay tribute to others. A higher cash flow multiple for NuStar over ETE is one of those market mysteries we’ll puzzle over long after up is up and down down again.

Clearly, merger risk and the threat of a distribution cut to avert a credit downgrade should the deal proceed is the major factor in the current discount.

But even if that comes to pass, it will hardly mean the end of the world. Kinder Morgan is now worth more than it was right before it cut its dividend by 75% in December, and carries a higher DCF multiple than ETE despite the fact that it’s more heavily leveraged.

The likelihood of such a retrenchment by ETE looks to be more or less priced in. And if the merger falls apart without costing ETE $6 billion in cash or is successfully renegotiated, the upward market impetus could be immediate and dramatic.

Even if the merger proceeds on current terms, a distribution cut is hardly a certainty. Credit agency analysts track energy and equity prices like everyone else. They endorsed the merger in September, but likely soured on the extra debt involved by February as crude and MLPs hit longtime lows. Both have since rebounded dramatically. What will the credit agencies think by June? No one knows.

But what’s clear already is that what seemed like a reasonable price for Williams in September isn’t going to turn into a permanent millstone for ETE. Once the merger drama concludes one way or another in a couple of months ETE will still look dramatically undervalued to matter what it’s distributing at that point, based on diversified and steady cash flow from affiliates and plenty of growth in the pipeline.

To underscore our conviction on this point, we’re promoting ETE to our top-ranked Best Buy. Don’t let the stock’s 15% jump so far this week scare you off. There’s plenty more upside once the merger dust settles.

 

Stock Talk

Richard Bryan

Richard Bryan

Igor,

FYI (I think this will be of interest to you)

We all know that selling a MLP causes recapture problems. My problem was that no one I asked ever gave me the same answer. Not at Investing Daily(before you and Robert came on board), several CPAs, several Investor Relations folks, so I did not really know what to expect. So I planned to die first and have my wife sell immediately after the step-up. Unfortunately, LINE and VNR were headed for zero so I sold them.

Here is a summary of my sale of LINE. I had owned since 2008 and 2009. I realized $33,000 on the sale of 3000 units. The basic LT Cap Loss was about $3,500. But the sales proceeds sheet on the K-1 showed an ordinary gain of $37,000 on which I paid tax of $9,364. I knew this since I watched the tax owed/refund due window on TurboTax which changes with every input that has a tax consequence. That equates to a tax of 25% on the $37,000. It equates to 28% of the $33,000 realized from the sale.

Of course, I had to pay the $9,364 and was only allowed to use a deduction of $3,000.

My original plan to die still applies to holdings of EPD, ARLP, OKS, (held for 18-20 years), ETP, TGH, SXL, BEP (held for 3-10+ years). I shudder to think of the tax consequence of selling any of the first three. I watch the TurboTax window as I enter the K-1s from all of the MLPs and I can tell you that not much tax is caused by the remaining seven despite considerable income. It appears I am still getting a tax deferral and am faced with an ever increasing tax problem. Fortunately ??, I am 81 years old (but in excellent health).

I still am unsure of whether or not the recapture applies after the step-up but have been told it will not apply. Are you allowed to comment?

The best information I have seen is a recent series of articles by Ken Reel on Seeking Alpha. His conclusion is that one should not buy and hold MLPs. Information considerably too late for me.

I would be interested on your take on my situation and the SA articles if you read them

Igor Greenwald

Igor Greenwald

I do not believe the recapture applies after a step-up as a practical matter, if nothing else. If you bequeath your EPD units to nephew Karl, neither his broker nor the IRS has a practical way to track that the prior owner died without paying the depreciation recapture, I believe. All the record-keeping works off the stepped up basis and I’ve never heard of anyone getting hit with recapture for the period before they inherited MLP units. I do think the short-term tax benefits of owning MLPs are often overstated, especially as they apply to small investors who qualify for the pereferential 15% tax rate on dividends. But these benefits do exist, precisely for the longer-term owners in MLPs for the tax-deferred income boost and as an estate planning strategy.

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