Fourth Quarter 2018 Earnings & 2019 Guidance Call
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- Edwina Parker
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1 Fourth Quarter 2018 Earnings & 2019 Guidance Call February 19, 2019
2 2 Forward Looking Statements This presentation contains certain forward-looking statements within the meaning of federal securities law. Words such as anticipates, believes, expects, intends, will, should, may, estimates, and similar expressions may be used to identify forward-looking statements. Forward-looking statements are not statements of historical fact and reflect Noble Midstream Partners LP s (Noble Midstream or the Partnership) current views about future events. No assurances can be given that the forward-looking statements contained in this presentation will occur as projected and actual results may differ materially from those projected. Forward-looking statements are based on current expectations, estimates and assumptions that involve a number of risks and uncertainties that could cause actual results to differ materially from those projected. These risks include, without limitation, our customers ability to meet their drilling and development plans, changes in general economic conditions, competitive conditions in the Partnership s industry, actions taken by third-party operators, gatherers, processors and transporters, the demand for crude oil and natural gas gathering and processing services, the Partnership s ability to successfully implement its business plan, the Partnership s ability to complete internal growth projects on time and on budget, the ability of third parties to complete construction of pipelines in which the Partnership holds equity interests on time and on budget, the price and availability of debt and equity financing, the availability and price of crude oil and natural gas to the consumer compared to the price of alternative and competing fuels, and other risks inherent in the Partnership s business, including those described under Risk Factors and Forward-Looking Statements in the Partnership's most recent Annual Report on Form 10-K and in other reports on we file with the Securities and Exchange Commission (SEC). These reports are also available from the Partnership s office or website,. Forward-looking statements are based on the estimates and opinions of management at the time the statements are made. Noble Midstream does not assume any obligation to update forward-looking statements should circumstances, management s estimates, or opinions change. This presentation also contains certain non-gaap measures of financial performance that management believes are good tools for internal use and the investment community in evaluating Noble Midstream s overall financial performance. Please see slides 28 and 29 for definitions and reconciliations of the non-gaap financial measures used in this presentation to the most directly comparable GAAP financial measures.
3 4Q18 and Recent Highlights Net Income and Net Adjusted EBITDA¹, ² Within Guidance Set Quarterly Records Across All Product Streams in the Gathering Segment Combined oil, gas and produced water gathering and sales volume up 24% from 3Q18 Gathering segment represented 87% of net adjusted EBITDA¹ Continued Peer-leading Distribution Growth/Coverage and Financial Strength 20% DPU increase over 4Q17, 1.9x Distribution Coverage Ratio¹, 2.4x Annualized Leverage Ratio³ Transformational Permian Investments Added to the Portfolio Exercised equity investment options in the EPIC Crude Oil (30%) and EPIC Y-Grade (15%) pipelines Closed previously announced Delaware Basin 50/50 joint venture with Salt Creek Midstream, Delaware Crossing, for crude oil pipeline and gathering system from southern Delaware to Wink Projects accelerate shift to Permian, further bolster growth and add stable, contracted free cash flows 1. Figures are Non-GAAP; see definition and reconciliation in Appendix hereto 2. Net Adjusted EBITDA is Adjusted EBITDA attributable to the Partnership 3. Figures are Non-GAAP; Annualized leverage defined as 4Q Debt / (4Q EBITDA * 4) or $559 million /( $59 million *4); prior to EPIC Crude and EPIC Y-Grade option exercise 3
4 Continued Strong Execution Track Record in 2018 Goals Deliver 2018 Major Growth Projects Successfully Integrate Black Diamond Gathering Acquisition Accomplishments Completed 3 central gathering facilities (CGFs) in the Permian Commenced spec gathering at NBL Mustang development Expanded Advantage Pipeline capacity to 200 MBbl/d Black Diamond Gathering 4Q18 throughput up 71% since acquisition close and exceeded acquisition case for FY Maintain Significant Financial Strength and Flexibility 20% annual distribution growth, with ~2x DCF coverage¹ 4Q18 annualized leverage¹ of 2.4x Additional Progress Towards 50% Net Adjusted EBITDA¹ Contribution from the Permian Basin by the End of 2020 Continue Transformational Commercial and Business Development Success Commenced third-party gathering in the Delaware Secured Delaware Crossing and EPIC opportunities Increased DJ Basin and Delaware Basin gathering acreage dedications by ~40%³ Net Adjusted EBITDA ¹ ($MM) Gross Oil and Gas Gathering and Sales² (MBoe/d) % % % +143% 0 4Q16 Annualized Q16 Annualized Figures are Non-GAAP; see definition and reconciliation in Appendix hereto; Annualized leverage defined as 4Q Debt / (4Q EBITDA * 4) or $559 million /( $59 million *4); prior to EPIC Crude and EPIC Y-Grade option exercise 2. Includes crude oil sales 3. Excludes Delaware Crossing additions from Salt Creek which closed Feb
5 Gross Volumes Financials ($MM) 5 Fourth Quarter 2018 Actuals vs. Guidance Actuals 4Q17 1Q18¹ 2Q18 3Q18 4Q18 4Q Guidance 4Q v 3Q 4Q v 4Q Oil Gathered (MBbl/d)² % 151% Gas Gathered (MMcf/d) % 75% MBoe/d² % 133% PW Gathered (MBw/d) % 202% FW Delivered (MBw/d) % 33% Net Income ($MM) % 24% Gross EBITDA ($MM)³ % 58% Net Adjusted EBITDA ($MM) 3, % 23% DCF ($MM)³ % 12% Distribution Coverage Ratio³ 2.2x 2.3x 1.8x 2.1x 1.9x 1.9x - 2.1x Gross Capex ($MM)⁵ % -51% Net Capex ($MM)⁵ % -44% 1. Black Diamond Gathering contribution included for period following January 31, 2018 close 2. Includes crude oil sales volumes 3. Figures are Non-GAAP, see definition and reconciliation provided in appendix hereto 4. Net Adjusted EBITDA is Adjusted EBITDA attributable to the partnership 5. Excludes acquisition and line-fill related capital
6 Robust Fundamentals Across Both Delaware and DJ Basins Delaware Basin Oil, Gas and Water Gathering and Sales Throughput¹ (MBoew/d) Q Delaware Basin Highlights % +18% +92% +55% +23% Q17 4Q17 1Q18 2Q18 3Q18 4Q18 Oil, Gas and Produced Water Gathering Throughput Increased 23% Over 3Q18 Connected 14 wells for infield oil, gas, & water gathering for NBL Average CGF Availability of 99.4% During 4Q18 Advantage Pipeline System Throughput Increased 24% QoQ to 131 MBbl/d Commenced service for a major producer with ~20,000 acres in Delaware Basin during November Oil, Gas, and Produced Water Gathering Throughput Increased 326% Year-over-Year DJ Basin Oil, Gas and Water Gathering and Sales Throughput (MBoew/d) Q DJ Basin Highlights Oil, Gas and Produced Water Gathering and Sales Throughput Increased 26% Over 3Q18 Significant Contribution from Mustang Oil, Gas and Produced Water Gathering in Green River DevCo Oil and gas throughput averaged 25 MBoe/d, up from 7 MBoe/d as 2Q and 3Q wells ramped Strong Growth at Black Diamond Gathering 4Q18 throughput of 94 MBbl/d up 32% over 3Q18 and 71% from time of acquisition close in 1Q18 Oil, Gas, and Produced Water Gathering Throughput Increased 102% Year-over-Year % +26% +15% +11% % 266 3Q17 4Q17 1Q18 2Q18 3Q18 4Q18 1. Advantage excluded from total throughput due to accounting treatment as investment income
7 7 Distribution Policy Supported by Solid Gathering Segment Results Gathering Segment Alone Provides Ample Distribution Coverage¹ 1.6x Distribution Coverage Ratio¹ excluding Fresh Water Gathering Segment Net Adjusted EBITDA¹ Grew $7 Million Versus 3Q18, Or 16% Gathering Segment Represented Approximately 87% of 4Q18 Net Adjusted EBITDA¹ Delivered 20% Distribution Growth in 2018 with Distribution Coverage Ratio 1 of 2.0x, Consistent with Q 2018 NBLX Net Adjusted EBITDA and Distribution Coverage 1,2 Distribution Coverage Ratio 1 & DPU $ in millions 1.9x 4.5x 4.x $ x 3.5x $ x 1.6x 51 x Implied Distribution Coverage of 4Q Distribution Total Adjusted EBITDA Fresh Water Delivery EBITDA Gathering EBITDA Gathering Adjusted EBITDA Column1 Total Adjusted EBITDA 59 3.x 2.5x 2.x 1.5x 1.x.5x.x 2.1x 2.0x FY2017 FY x 1.x.5x.x 1. Figures are Non-GAAP; see definition and reconciliation in Appendix hereto 2. G&A allocated to gathering and freshwater delivery based on proportionate share of adjusted EBITDA; coverage figures reflect full net maintenance capital totals
8 8 Expanded Platform From Recent Transformational Portfolio Additions Focused Strategy on Extending Growth Runway and Enhancing Portfolio Resiliency: Executed on backyard opportunities Expanded around a NBL equity barrel Enhanced customer diversification Increased downstream exposure Grew Permian exposure 1 Customer at IPO 2.5 Rigs in IPO quarter ~30 Customers in 2019 Meaningful customer expansion 20/34 Rigs/Service Rigs¹ expected by end of 2019² High-Quality Investments in Delaware Crossing JV, EPIC Crude, and EPIC Y-Grade Projects Significant progress on target of 50% Permian net adjusted EBITDA² contribution by end of 2020 Highly attractive expected returns and investment multiples Differentiated Permian connectivity for smallcap sponsored MLP 1. Service rigs multiplies rigs running on dedicated acreage by number of gathering services provided by rig ( i.e. oil, gas, produced water) 2. Includes 6 third-party rigs on Delaware Crossing at startup 3. Figures are Non-GAAP; see definition and reconciliation in Appendix hereto 4. Prior to any external financing specific to NBLX s EPIC Crude investment Multiple services per rig 50% Targeted net adjusted EBITDA³ contribution from Permian by the end of 2020 Enhanced Permian exposure 5.5x-6.5x⁴ Combined long-term equity investment multiple for Delaware Crossing, EPIC Crude and EPIC Y-Grade projects Attractive investment economics 8
9 EPIC Crude and Y-Grade Pipeline Investments Unique Scale and Investment Opportunity for NBLX in Newbuild Permian Takeaway Pipelines to Gulf Coast Participating in Growing Demand for Permian Crude Oil and NGL Takeaway and Export Capability Top-tier Partners With Aligned Interests; Several Customers are Both Shippers and Investors in Pipelines Adds Stable, High-quality Future Free Cash Flows to the Portfolio Anticipate Attractive Combined Long-term Equity Investment Multiple of 6x-7x¹ Project financing enhances economics and minimizes upfront capital requirements from NBLX Projects Highly Complementary to Delaware Basin Gathering Footprint (Advantage, Delaware Crossing) NBLX Positioned to Realize Value Across Crude Oil Value Chain from Wellhead to Water Y-Grade Pipeline Crude Oil Pipeline NBLX Equity Ownership 15% 30% Length and Size 700+ miles, 24-inch 650+ miles, 30-inch Capacity 440 MPBD (transportation); 180 MPBD (fractionation) 590 MBPD out of the Permian 200 MBPD incremental out of Eagle Ford In-Service Date 1Q2020 Interim service in 3Q19; permanent service 1Q2020 Dedications / Partners Forecasted NBLX Cash Equity Investment NBLX Funding Combination of marketers, upstream producers, midstream processors and petrochems Combination of marketers, upstream producers, and refiners $165-$180 MM $330-$350 MM¹ Unsecured revolving credit facility Unsecured revolving credit facility, evaluating external financing 1. Prior to any external financing specific to NBLX s EPIC Crude investment 9
10 10 Robust 2019 Financial Expectations Resilient Volume and Financial Growth in ~$50/Bbl Oil Price Environment with Lower Customer Activity 2019 plan assumes conservative customer activity Assumes No Impact from EPIC Projects to 2019 Financial Guidance with the Exception of Incremental Debt and Interest Expense from Project Investment Benefiting from Majority of NBL Onshore Program Third-party Businesses Continue to Increase Growth and Contribution Third-party gathering in Blanco River commenced in 2018 Further growth anticipated in 2019 Drive Significant Organic Capital Efficiency and Scale Benefits of Base Business Permian facilities in place with capacity for growth Progress New Permian Equity Investments For Significant Long-Term Contribution Prudently Fund Growth Projects and Maintain Strong Distribution Coverage 2019 Outlook Net Adjusted EBITDA¹ Up 11% to 22% excluding any EPIC contribution to the Partnership Net Development Capital Down 24% to 35% excluding EPIC and Delaware Crossing investments +20% DPU Growth 1.5x - 1.7x DCF Coverage¹, ² ~4x x 4Q19E Annualized Leverage¹, ² 1. Figures are Non-GAAP; see definition and reconciliation in Appendix hereto 2. Assumes $200 MM external financing specific to NBLX s EPIC Crude investment
11 2020 Preview and Outlook Through 2022 Customer Activity Levels Based on Conservative Oil Price Assumption of ~$50/Bbl Expect 2020 Net Adjusted EBITDA¹ to Exceed $300 MM, Prior to EPIC Contribution Assumes No Impact from EPIC Projects to 2019 Financial Guidance with the Exception of Incremental Debt and Interest Expense from Project Investment EPIC Crude and EPIC Y-Grade Pipelines Anticipated Online for Permanent Service in 1Q2020 Early service benefit reduces NBLX s proportionate share of equity investment Estimate NBLX s Share of EPIC Crude and Y- Grade Equity Cash Flows Totaling ~$50-70 MM² Exiting 2020 Additional growth anticipated in 2021 and beyond Anticipate attractive combined long-term equity investment multiple of 6x-7x² No Drop-downs Assumed 1. Figures are Non-GAAP; see definition and reconciliation in Appendix hereto 2. Prior to any external financing specific to NBLX s EPIC Crude investment; assumes refinancing of project debt 3. Assumes $200 MM external financing specific to NBLX s EPIC Crude investment Preview Net Adjusted EBITDA¹ ($MM) Represents 63%+ Growth vs > >300 4Q16 Annualized E 2020E Net Adjusted EBITDA¹, Excluding EPIC 20% >1.3 ~3x Organic Outlook Through 2022 Share of EPIC Project Equity Cash Flows² 2020 Exit Annual DPU Growth Distribution Coverage Ratio¹ Annualized Leverage 1,3 ~ x YE 2019E ~3.5x YE 2020E ~3.0x Long-term 11
12 Capital Budget Detail Total Net Capital and Equity Investments $MM Base Business Gross Capital 1 Trinity River 2% Colorado River 4% Base Business Net Capital 1 (attributable to the Partnership) Trinity River 4% Colorado River 8% w/ $200 MM external financing in EPIC Crude w/o $200 MM external financing in EPIC Crude Blanco River 28% Laramie River² 43% Blanco River 21% Laramie River² 56% 200 Green River 22% $335- $375 MM Green River 10% $180 - $210 MM Net Organic Capital Base Business Capital Efficiency 2019 Net Organic Capital Delaware Crossing and EPIC Equity Investments 2019 Total Net Capital and Equity Investments DJ Basin Delaware Basin DevCo % Ownership Colorado River 100% Laramie River² 100% Green River 25% Blanco River 40% Trinity River 100% Dos Rios (Equity Investments) 100% 2019 Capital Investment Gathering system well connections Additional gas offload capacity Gathering system well connections Milton Terminal expansion at Black Diamond Expansion of water infrastructure on wholly-owned system Gathering system well connections Backbone for Row 2 development Gathering system well connections Trunkline connecting Billy Miner and Jesse James CGFs Downstream pipeline connections (Advantage) Delaware Crossing backbone infrastructure EPIC Crude Oil pipeline construction EPIC Crude Y-Grade pipeline construction 1. Excludes Delaware Crossing, EPIC Crude, and EPIC Y-Grade equity investments 2. Includes Black Diamond Gathering on a gross basis, which is 54.4% owned by NBLX
13 Maintaining Strong Financial Framework While Executing on Opportunities Prudent Use of Balance Sheet Temporary Increase in Annualized Leverage 1 to ~4x-4.25x at year-end 2019 with EPIC and Delaware Crossing Investments Visible Pathway to Annualized Leverage 1 of ~3.5x by the End of 2020 and ~3x Long-term Investment Discipline Long-term Corporate ROACE 1,3 Target of 13-16% No Common Equity Needs for Organic Growth Projects Conservative Distribution Policy Annual DPU Growth of 20% Through 2022 Cash Distribution Coverage Ratio 1 >1.3x Conservative Fresh Water Segment Forecasting 5x 4x 3x 2x 1x x Year-end Leverage E Long-Term 18% 15% 12% 9% 6% 3% 0% Corporate ROACE 1, E² Long-Term 1. Figures are Non-GAAP; see definition and reconciliation in Appendix hereto 2. Excludes impact from EPIC Crude and EPIC Y-Grade pipeline 3. Return on average capital employed: earnings before interest and taxes divided by (average total assets average current liabilities); see definition provided in appendix x 2.0x 1.5x 1.0x.5x.0x Distribution Coverage Ratio E Long-Term
14 14 Robust Core Gathering Business Drives 2019 Growth ~40% - 60% Annual Growth in Gross Oil, Gas and Produced Water Gathering Throughput Anticipate ~500 Well Connections Across DJ and Delaware Basins Activity roughly balanced between 1H19E and 2H19E Gathering Segment Anticipated to Represent Over 80% of Net Adjusted EBITDA¹ in 2019 Gross Produced Water Gathering Mix Gross Oil and Gas Gathering and Sales Mix 100% 75% 101 MBw/d 100% Owned² 40% Owned MBw/d 100% 75% 217 MBoe/d 100% Owned² MBoe/d 50% 50% 40% Owned 25% Owned 25% 25% Owned 25% 100% Owned 0% 100% Owned % Colorado River DevCo Blanco River DevCo Green River DevCo Laramie River DevCo Colorado River DevCo Blanco River DevCo Green River DevCo Laramie River DevCo 1. Figures are Non-GAAP; see definition and reconciliation in Appendix hereto 2. Black Diamond Gathering is 54.4% owned by NBLX
15 Fresh Water: Healthy Customer Activity Conservative Forecasting on Fresh Water Segment Anticipate Fresh Water Delivery to Approximately 3 Crews in 2019 in DJ Basin 55-60% of completions anticipated in 1H19E Gross Fresh Water Delivery Volumes Down Roughly 3% Versus 2018 at Guidance Midpoint Meaningful De-risking of Segment Through Wells Ranch MVC Which Commenced in MBw/d in 2019; 60 MBw/d in % 75% 50% 25% 0% Gross Fresh Water Delivery Volumes Mix 176 MBw/d 100% Owned 25% Owned 100% Owned Colorado River DevCo Laramie River DevCo 50 MBw/d MBw/d 25% Owned Green River DevCo San Juan River DevCo Wells Ranch Fresh Water MVC 60 MBw/d 2020 and 2021
16 16 Solid Foundation in DJ Basin Gathering Infrastructure Total DJ Basin Gathering Throughput Up ~40% in 2019 vs at Guidance Midpoint Continued Basin-wide Processing Additions in 2019 Support Growth and Position Basin For the Future Proposition 112 Defeated Bi-partisan party support for oil and gas industry in November election Focus shifted to legislative process to develop long-term energy framework for Colorado Vast Majority of Customer Dedicated Acreage and Activity Focused in Weld County Total DJ Oil, Gas, Produced Water Gathering Throughput MBoew/d % E
17 17 Supporting NBL s 2019 DJ Basin Program Green River DevCo (25% Owned) Mustang Continues to be a Focus Area for NBL in 2019 Anticipate ~55 wells online compared to 30 in 2018 Diversified Gas Outlets with Delivery to 3 Processing Providers Significant Long-term Growth Runway with 400+ Existing Permits Via NBL s Comprehensive Drilling Plan Across 64k Rural Net Acres Wells Ranch CGF Colorado River (100% Owned) 2 to 3 Combined Completion Crews for NBL at Green River, Colorado River and San Juan River Anticipate Modest Decline in Gathering Throughput in 2019 Driven by East Pony Planning Additional Gas Offload Capacity at Wells Ranch for 2019 Wells Ranch Fresh Water Delivery MVC of 50 MBw/d MVC increases to 60 MBw/d in 2020 and 2021
18 18 Strong Third-Party Activity in 2019 at Laramie River Black Diamond Gathering (54.4% NBLX) Strategically Positioned Oil Gathering Asset with Access to All Four Long-haul Outlets in the DJ Basin 12% Increase in Black Diamond System Dedicated Acres in First Year of Ownership Progressing business development efforts in 2019 Throughput Anticipated at MBbl/d, Over 50% Year-over-Year Growth Milton Terminal Expansion to 360 MBbl/d Driving Capital Synergies Between Black Diamond and Legacy Infrastructure 66 MBbl/d MBbl/d 2019E Black Diamond Gathering Throughput Milton Terminal Legacy Third-party Assets (100% NBLX) Anticipate Oil, and Produced Water Gathering Throughput Growth in 2019 Expanding Water Infrastructure to Southern Acreage Fresh Water Delivery Volumes Anticipated Down in 2019 on Delivery to ~1 Completion Crew vs. 1.5 in 2H18
19 Permian: Scalable Platform with Best-in-Class Connectivity Total Blanco River Gathering Throughput Estimated up 80% in 2019 vs at Guidance Midpoint Gathering ~95% of NBL Permian production, compared to ~70% in 2018 ~50-55 NBL and ~8-10 third-party wells anticipated for oil, gas and produced water gathering at Blanco River in 2019 Gained new third-party customer with NBL s 1Q19 acreage monetization Continued Expansion Further Downstream for Oil Value Chain From Wellhead to Water Advantage, Delaware Crossing and EPIC JVs provide differentiated Permian connectivity Advantage acquisition EBITDA¹ multiple compression to less than 5x in 2018 Blanco River Oil, Gas, Produced Water Gathering Throughput MBoew/d % Figures are Non-GAAP; see definition in Appendix hereto E 19
20 20 Enhancing Noble Midstream s Permian Platform Infield In-Basin Transportation Long-haul / Fractionation Entity Blanco River Trinity River Trinity River Delaware Crossing JV EPIC Crude JV EPIC Y-Grade JV Service Offerings Crude gathering Gas gathering Produced water gathering Central facilities Gas Compression Advantage Pipeline Crude Transportation (Reeves to Crane, Midland) Crude Gathering and Transportation (Pecos, Reeves to Wink) Crude Long-Haul (Permian to Corpus Christi) Marine storage NGL Long-haul (Permian to Corpus Christi) Fractionation Purity product transport Acreage Dedicated Acreage Dedicated Throughput Acreage Dedicated MDQ Capacity Throughput Customer Mix NBL Third Party NBL NBL Third Party NBL Third Party NBL Third Party NBL Third Party Ownership 40% NBLX 60% NBL 100% NBLX 50% NBLX 50% PAA 50% NBLX 50% SCM 30% Equity Investment¹ 15% Equity Investment Recent Addition 1. Closing anticipated in 1Q19
21 Delaware Crossing: Strategic Expansion of Delaware Footprint to Wink Agreement Summary Delaware Crossing Joint Venture Structure¹ Formed a 50/50 Partnership with Salt Creek Midstream on a Delaware Crude Oil Pipeline and Gathering System Closed February 7 100% 730 Miles of Pipe Strategically Located Asset Expands Infield and Crude Gathering and Transmission Footprint in Southern Delaware Basin to Wink Hub ~$75 - $85 MM of Net Capital Funded by Year-end 2019E Gathering Commencing in 3Q19, Trunkline to Wink Complete in 4Q19 Dos Rios DevCo LLC Dedication of Southern Portion of Reeves County Acreage 50% 50% Jointly Develop Southern Delaware Gathering and Transportation System Crude Gathering and Transportation Dedications Economics Supported By Existing Acreage Dedications With recent customer addition, Delaware Crossing will service 7 customers (including NBL) Existing dedications and LOIs totaling ~192,000 acres 1. Simplified organizational structure 21
22 Financials ($MM) Gross Volumes 2019 Guidance Detail Assumes no impact from EPIC projects to 2019 financial guidance with the exception of incremental debt and interest expense from project investment 2018¹ 2019 Estimates⁵ 4Q Full Year 1Q Full Year Oil Gathered (MBbl/d) Gas Gathered (MMcf/d) Oil and Gas Gathered (MBoe/d) Produced Water Gathered (MBw/d) Fresh Water Delivered (MBw/d) Net Income Adjusted Gross EBITDA² Adjusted EBITDA² Distributable Cash Flow² Distribution Coverage Ratio 2,3 1.9x 2.0x 1.7x 1.9x 1.5x 1.7x Gross Capex $115 $135 $335 $375 Net Capex $60 $75 $180 $210 Equity Investments (Delaware Crossing, EPIC Crude and EPIC Y-Grade) $570 $615⁶ 1. Black Diamond Gathering contribution included for period following January 31, 2018 close 2. Includes Non-GAAP measures; see definition in Appendix 3. Estimates include forecasted DPU growth of 4.7% quarterly, or 20% annual 4. Excludes acquisition capital; 4Q18 and 2018 exclude Black Diamond line-fill capital 5. Excludes EBITDA contribution from EPIC Crude and Y Grade pipelines; distributable cash flow assumes $200 million of $ million EPIC Crude investment funded with external financing 6. Prior to any external financing specific to NBLX s EPIC Crude investment 22
23 DevCo Gross Volume Guidance 2018¹ 2019 (E) Oil & Gas Gathered (MBoe/d) Produced Water Gathered (MBw/d) Fresh Water Delivered (MBw/d) Oil & Gas Gathered (MBoe/d) Produced Water Gathered (MBw/d) Fresh Water Delivered (MBw/d) Colorado River Laramie River Blanco River³ Green River San Juan River Total MBbl/d MBbl/d Advantage Pipeline² Black Diamond Gathering contribution included in Laramie River DevCo for period following January 31, 2018 close 2. Excluded from total throughput due to accounting treatment as investment income 3. Gas volumes from Trinity River compression segment reflected in Blanco River
24 24 Appendix
25 25 NBLX Asset Map: DJ Basin Black Diamond (54.4%) Laramie River DevCo (100%) Oil Gathering Area: Wells Ranch Colorado River DevCo (100%) Oil Gathering Gas Gathering PW Gathering FW Delivery Area: Greeley Crescent Laramie River DevCo (100%) Oil Gathering PW Gathering FW Delivery Area: East Pony Colorado River DevCo (100%) Oil Gathering San Juan River DevCo (25%) FW Delivery Area: Bronco Gunnison River DevCo (5%) Oil Gathering PW Gathering FW Delivery Area: Mustang Green River DevCo (25%) Oil Gathering Gas Gathering PW Gathering FW Delivery
26 NBLX Asset Map: Delaware Basin Area: Delaware Basin Blanco River DevCo (40%) Oil Gathering Gas Gathering PW Gathering EPIC Crude(30%) & EPIC Y-Grade (15%) Dos Rios DevCo (100%) Oil and NGL Transmission Trinity River DevCo (100%) HP Gas Compression Advantage JV (50%) Trinity River DevCo (100%) Oil Transmission Delaware Crossing (50%) Dos Rios DevCo (100%) Oil Gathering and Transmission Map excludes 13k 3 rd -party acres dedicated for oil, gas and produced water gathering in Blanco River. 26
27 27 NBLX Structure Noble Energy NYSE: NBL 100% ROFR/Wholly Owned Assets: East Pony Gas Gathering East Pony Gas Processing Eagle Ford Shale Midstream Additional DJ Acreage Additional Delaware Basin Services 45.4% Limited Partner Interest Noble Midstream Partners LP NYSE: NBLX 100% Noble Midstream GP LLC Non-Economic General Partner Interest Public Unitholders (LP) 54.6% Limited Partner Interest Noble Midstream Services, LLC 3.33% Non-Operating Membership Interest White Cliffs Pipeline L.L.C. Controlling Interest 40% 25% 25% 5% 100% 100% 100% 100% Blanco River Green River San Juan River Gunnison River Colorado River Laramie River Trinity River Dos Rios 60% 75% Non-Controlling Interest 75% 95% 54.4% Black Diamond 50% Advantage JV 50% Delaware Crossing JV 30% 15% EPIC Crude JV¹ EPIC Y-Grade JV 1. Closing anticipated in 1Q19
28 28 Non-GAAP Financial Measures This presentation includes Adjusted EBITDA, Distributable Cash Flow, Distribution Coverage Ratio, Annualized Leverage Ratio and ROACE, all of which are non-gaap measures which may be used periodically by management when discussing our financial results with investors and analysts. We define Adjusted EBITDA as net income before income taxes, net interest expense, depreciation and amortization and unit-based compensation. Adjusted EBITDA is used as a supplemental financial measure by management and by external users of our financial statements, such as investors, industry analysts, lenders and ratings agencies, to assess: our operating performance as compared to those of other companies in the midstream energy industry, without regard to financing methods, historical cost basis or capital structure; the ability of our assets to generate sufficient cash flow to make distributions to our partners; our ability to incur and service debt and fund capital expenditures; and the viability of acquisitions and other capital expenditure projects and the returns on investment of various investment opportunities. We define Distributable Cash Flow as Adjusted EBITDA less estimated maintenance capital expenditures and cash interest expense. Distributable Cash Flow is used by management to evaluate our overall performance. Our partnership agreement requires us to distribute all cash on a quarterly basis, and Distributable Cash Flow is one of the factors used by the board of directors of our general partner to help determine the amount of available cash that is available to our unitholders for a given period. We calculate our Distribution Coverage Ratio as Distributable Cash Flow divided by total distributions declared. The Distribution Coverage Ratio is used by management to illustrate our ability to make our distributions each quarter. We define ROACE as earnings before interest and taxes divided by (average total assets average current liabilities). ROACE is used by management to measure the efficiency of the utilization of the capital that we employ. We define Annualized Leverage Ratio as total debt divided by quarterly adjusted EBITDA attributable to the Partnership, annualized for four quarters. Annualized Leverage Ratio is used by management to assess our ability to incur and service debt and fund capital expenditures. We believe that the presentation of Adjusted EBITDA, Distributable Cash Flow, Distribution Coverage Ratio, Annualized Leverage Ratio and ROACE provide information useful to investors in assessing our financial condition and results of operations. The GAAP measure most directly comparable to Adjusted EBITDA, Distributable Cash Flow, Distribution Coverage Ratio, Annualized Leverage Ratio and ROACE is Net Income. Adjusted EBITDA, Distributable Cash Flow, Distribution Coverage Ratio, Annualized Leverage Ratio and ROACE should not be considered alternatives to net income or any other measure of financial performance or liquidity presented in accordance with GAAP. Adjusted EBITDA, Distributable Cash Flow, Distribution Coverage Ratio, Annualized Leverage Ratio and ROACE exclude some, but not all, items that affect net income, and these measures may vary from those of other companies. As a result, Adjusted EBITDA, Distributable Cash Flow, Distribution Coverage Ratio, Annualized Leverage Ratio and ROACE as presented herein may not be comparable to similarly titled measures of other companies. Noble Midstream does not provide guidance on the reconciling items between forecasted Net Income, forecasted Adjusted EBITDA, forecasted Distributable Cash Flow and forecasted Distribution Coverage Ratio due to the uncertainty regarding timing and estimates of these items. Noble Midstream provides a range for the forecasts of Net Income, Adjusted EBITDA, Distributable Cash Flow and Distribution Coverage Ratio to allow for the variability in timing and uncertainty of estimates of reconciling items between forecasted Net Income, forecasted Adjusted EBITDA, forecasted Distributable Cash Flow and forecasted Distribution Coverage Ratio. Therefore, the Partnership cannot reconcile forecasted Net Income to forecasted Adjusted EBITDA, forecasted Distributable Cash Flow or forecasted Distribution Coverage Ratio without unreasonable effort. In addition to Net Income, the GAAP measure most directly comparable to Adjusted EBITDA and Distributable Cash Flow is net cash provided by operating activities. Adjusted EBITDA and Distributable Cash Flow should not be considered alternatives to net income, net cash provided by operating activities or any other measure of financial performance or liquidity presented in accordance with GAAP. Due to the forward-looking nature of net cash provided by operating activities, management cannot reliably predict certain of the necessary components of the most directly comparable forward-looking GAAP measures, such as future impairments and future changes in working capital. Accordingly, Noble Midstream is unable to present a quantitative reconciliation of the aforementioned forward-looking non-gaap financial measures to net cash provided by operating activities. Amounts excluded from these non-gaap measures in future periods could be significant.
29 Non-GAAP Reconciliation $ in millions 4Q 1Q 2Q 3Q 4Q FY 1Q 2Q 3Q 4Q FY 1Q FY Net Income $ 35 $ 35 $ 39 $ 44 $ 46 $ Add: Depreciation and Amortization Add: Interest Expense, Net of Amount Capitalized Add: Income Tax Provision (0) Add: Unit-Based Compensation and Other Add: Transaction Expenses EBITDA $ 38 $ 37 $ 42 $ 48 $ 52 $ Less: EBITDA Attributable to Noncontrolling Interests EBITDA Attributable to NBLX $ 27 $ 26 $ 34 $ 46 $ 48 $ Less: Maintenance Capital Expenditures & Cash Interest DCF Attributable to NBLX $ 25 $ 24 $ 30 $ 41 $ 43 $ Distribution Coverage 2.0x 1.8x 1.9x 2.4x 2.2x 2.1x 2.3x 1.8x 2.1x 1.9x 2.0x 1.7x-1.9x 1.5x
30 Contact Information Megan Repine Investor Relations Noble Energy Way Houston, TX 77070
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