CREATING TWO INDEPENDENT INDUSTRY-LEADING COMPANIES NOVEMBER 17, 2014 Exterran Exterran Holdings, Inc. Holdings, All rights Inc. All rights reserved. reserved. www.exterran.com www.exterran.com
UNLOCKING VALUE: CREATING TWO INDEPENDENT COMPANIES RemainCo SpinCo Core Pure-play U.S. compression services International services & global fabrication Focus 2% GP and 35% LP interests & incentive Global fabrication…
STRATEGIC SEPARATION EXPECTED TO DELIVER SIGNIFICANT VALUE Opportunity to create immediate and long-term value for shareholders Creates two industry-leading energy infrastructure companies Enhances overall long-term growth…
ORGANIZATIONAL AND STRUCTURAL RATIONALE Long-term Unlock the Potential of Both Growth Strategy Companies U.S. Services Reduced Separate Separate GP / LP Structure Complexity Companies Positioned to Capture Enhanced Growth…
SEPARATION SNAPSHOT RemainCo SpinCo Public Public Shareholders Shareholders SpinCo RemainCo 0.7 billion Debt2 U.S. Contract International International Public LP / GP U.S. Operations Contract Aftermarket Fabrication…
REMAINCO Exterran Holdings, Inc. All rights reserved. www.exterran.com 6
REMAINCO HIGHLIGHTS Growth Positive Industry Fundamentals Organic Growth at EXLP Third-Party and Drop-Down Acquisition Opportunities at EXLP Continued Profitability Stability Improvement Structure Fee-Based Contracts…
REMAINCO WILL BE A LEADER IN U.S. CONTRACT OPERATIONS SERVICES 3,600 U.S. Outsourced Compression Competitors1 U.S. Natural Gas Production by Source2 641 Operating HP at RemainCo 3,000 2,400 Operating HP (000s)…
REMAINCOS GEOGRAPHIC DIVERSITY Operating horsepower growth of 700,000 YTD 20141 Source: Energy Information Administration 1As of 9/30/14. Includes acquisitions of compression assets from MidCon Compression LLC closed April 10, 2014…
EXLP GP IS LEVERAGED TO GROWTH AT EXLP EXLP GP GROWTH IS 7.8x EXLP GROWTH (AT CURRENT EXLP LEVEL) EXLP GP Distribution Leveraged to Underlying LP EXLP GP Distribution Also Grows as EXLP Unit Count Grows Distribution Growth (Linear…
REMAINCO GROWTH STRATEGY Organic growth of 198,000 operating horsepower over the Organic horsepower growth past year1 Adding new large and small horsepower compression units to fleet RemainCo strategy to drop-down additional…
SPINCO Exterran Holdings, Inc. All rights reserved. www.exterran.com 15
SPINCO HIGHLIGHTS Growth Global Energy Infrastructure Build Out Redevelopment in U.S. Energy Markets Target New Customers for Fabricated Compressors Stability Structure Long-Term Fee-Based Low Debt Levels International Contract…
SPINCO BUSINESSES International Services Product Sales International contract operations Seven fabrication facilities in North provided with SpinCo-owned fleet America and three in international Leader in Latin America locations…
SPINCOS GLOBAL PRESENCE Revenue Mix1 Gross Margin Mix1,2 Latin Latin America America 27% 46% North North America Eastern America 40% Eastern Hemisphere 34% Hemisphere 33% 20% Kazakhstan Switzerland United States…
SPINCOS PRODUCT SALES BACKLOG TRENDS Fabrication Backlog at Period Ends 1,200 By Region 1,200 By Product Line 1,000 1,000 800 800 ( millions) ( millions) 600 600 400 400 200 200 0 0 2009 2010 2011 2012 2013…
SPINCOS GROWTH POTENTIAL: POSITIVE INDUSTRY FUNDAMENTALS Global Drilling and Production Capital Spending Projected to Increase 600 6% CAGR from 2014 through 2020 500 400 ( billions) 300 200 100 0 2008 2009 2010…
SUMMARY Exterran Holdings, Inc. All rights reserved. www.exterran.com 22
PROCESS OUTLINE Initial board authorization has been received No shareholder approval required Next steps Determine detailed allocation of assets & liabilities Complete necessary regulatory filings, including SpinCo Form 10 Obtain…
RE-CAP OF STRATEGIC RATIONALE RemainCo SpinCo Pure-play yield investment leveraged to Focused company leveraged to growth in significant U.S. energy infrastructure global energy infrastructure build-out redevelopment and increased…
ADDENDUM Exterran Holdings, Inc. All rights reserved. www.exterran.com 25
PRO FORMA DEBT STRUCTURE Pro Forma Debt Structure as of September 30, 2014 ( millions) Existing Current Funded Funded Funded S&P/Moodys Pro Forma Pro Forma 5 Type Amount Size Maturity Rating RemainCo SpinCo 1 Senior Secured…
NON-GAAP FINANCIAL MEASURES Exterran Holdings, Inc.: EBITDA, as adjusted, a non-GAAP measure, is defined as net income (loss) excluding income (loss) from discontinued operations (net of tax), cumulative effect of accounting changes…