Investor Handout October 2018 www.nblmidstream.com Forward Looking - - PowerPoint PPT Presentation

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Investor Handout October 2018 www.nblmidstream.com Forward Looking - - PowerPoint PPT Presentation

Investor Handout October 2018 www.nblmidstream.com Forward Looking Statements This presentation contains certain forward-looking statements within the meaning of federal securities law. Words such as anticipates , believes


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Investor Handout

October 2018

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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 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

  • ffice or website, www.nblmidstream.com. 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.

2

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What’s New?

▪ Additional progress towards goal of 50% net EBITDA¹ contribution from the

Permian Basin by the end of 2020

▪ LOI with Salt Creek Midstream, LLC (“SCM”) for 50/50 Joint Development of

Delaware Basin Crude Oil Gathering and Transportation System

Underpinned by ~180,000 dedicated acres and 6 customers (including NBL)

Closing anticipated in 4Q18

▪ Additional Permian Commercial Success

Signed long-term agreement for Advantage Pipeline System to service facilities for a major producer with ~20,000 acres in the Southern Delaware Basin

Connected initial third-party well for infield oil, gas, water gathering (~13,000 dedicated acres), with future activity on the acreage anticipated in 2019

New Permian Basin opportunities

1 2

3

1. Figures are Non-GAAP; see definition in Appendix hereto

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Enhancing Noble Midstream’s Permian Opportunities

4

Entity

Infield In-Basin Transportation Long-haul / Fractionation

Service Offerings Customer Mix Ownership Blanco River Trinity River

  • Crude gathering
  • Gas gathering
  • Produced water

gathering

  • Central facilities

Gas Compression

Acreage Dedicated

NBL Third Party

Acreage Dedicated

NBL 40% NBLX 60% NBL 100% NBLX Trinity River SCM JV Advantage Pipeline Crude Transportation (Reeves to Crane, Midland) Crude Gathering and Transportation (Pecos, Reeves to Wink)

Customer Count

NBL Third Party 50% NBLX 50% PAA 50% NBLX 50% SCM (LOI)¹ EPIC Crude EPIC Y-Grade

  • Crude Long-Haul

(Permian to Corpus Christi)

  • Marine storage
  • NGL Long-haul

(Permian to Corpus Christi)

  • Fractionation
  • Purity product

transport

MDQ Capacity

NBL Third Party 30% NBL (Option)² 15% NBLX (Option)²

Acreage Dedicated

NBL Third Party

Recent Opportunity Addition

Acreage Dedicated

NBL Third Party

1. Closing anticipated in 4Q18 2. Option expires February 2019

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Strategic Delaware Basin Partnership Opportunity with Salt Creek

5

730 Miles of

Pipe ▪ Signed a Letter of Intent with Salt Creek to Form a 50/50 Partnership on a Delaware Crude Oil Pipeline and Gathering System ▪ Closing anticipated in 4Q18 ▪ Strategically Located Asset Would Expand Oil Infield And Intermediate Crude Gathering and Transmission Footprint in Delaware Basin ▪ NBLX’s 50% Net Capital Investment Anticipated to Total $60-$80 Million over Five Years ▪ ~75-80% of net capital funded by year-end 2019E ▪ Economics Supported By Acreage Dedications and Production Ramp From 6 Customers (Including NBL): ▪ Existing dedications totaling ~180,000 acres ▪ Line of sight to additional dedications totaling ~100,000 acres ▪ Peak Build EBITDA² Multiple of ~3.5x to 4.5x

NewCo Crude Transportation JV

  • ~180,000 contributed acres
  • 6 existing customers
  • 2019E rig activity: 8-10

100%

Dedication of Southern Portion of Reeves County Acreage Jointly Develop 20” Wink Trunk Line Crude Gathering and Transportation Dedications Trinity River DevCo LLC

50% 50%

Proposed Joint Venture Structure¹ Agreement Summary

1. Simplified organizational structure 2. Figures are Non-GAAP; see definition in Appendix hereto

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Expanding Delaware Basin Footprint with JV System

6

730 Miles of

Pipe ▪ SCM Commenced Construction on Newbuild Pipeline with Targeted 2Q19 In-service Date ▪ 95-Mile, 20 Inch Crude Oil Trunk Line ▪ 200 MBbl/d initial throughput capacity ▪ Provides “Wellhead to Water” Solution for Customers via Planned EPIC Connectivity ▪ Pipeline Originates in Pecos County, TX, Connects in Reeves County, TX, and Provides Access to Wink Hub ▪ Wink is a key origination point for all recently announced long-haul pipes, including premium Gulf Coast markets ▪ Project Scope Includes 200 MBbls of Incremental Crude Oil Storage ▪ About Salt Creek: ▪ Formed in 2017 by ARM Energy Holdings LLC and Ares Management, LP ▪ Full-service midstream provider, offering gas and crude gathering, compression, cryogenic processing and treating services

System Map System Details

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Expanded NBLX Permian Basin Footprint

7

730 Miles of

Pipe

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EPIC Crude (NBL) and Y-Grade Pipeline (NBLX) Opportunities

8

▪ NBL Option on Up to 30% Equity Interest Through Feb 1st 2019 ▪ 1,100 (720 Mainline)-mile Pipeline from Multiple Origination Points to Corpus Christi ▪ 24” diameter, may be upsized to 30” ▪ Terminals in Orla, Saragosa, Crane, Wink, Midland, Helena, and Gardendale, with export access ▪ Base Capacity from the Permian of 440 MBbl/d (Expandable to 675 MBbl/d) NBL EPIC Crude Pipeline

▪ Option Period Allows for More Construction and Commercial Progress Before Making Equity Investment ▪ Options expire February 2019 ▪ Operational and Capital Synergies from Shared Right of Way of Crude and NGL Lines

▪ NBLX Option on 15% Equity Interest Through Feb 1st 2019 ▪ ~700-mile Pipeline from Permian and Eagle Ford to the Corpus Christi ▪ 24” diameter ▪ 600 MBbl/d Capacity ▪ Significant plant dedication and volumes committed from Permian processing plants ▪ Fractionation in Corpus Christi (600 MBbl/d) ▪ Initially 2-100 mbpd trains ▪ Future total up to 5 potential trains ▪ Purity Product Pipelines in Corpus Christi NBLX EPIC Y-Grade Pipeline

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EPIC Crude Pipeline Map- NBL Option¹

1. Option expires February 2019

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EPIC Y-Grade Pipeline Map- NBLX Option¹

1. Option expires February 2019

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Peer-Leading Metrics and Outlook

11

20%+ 2018E Distribution Growth >2.1x 2018E DCF Coverage¹ <2.8x 2018E Leverage¹ 3-Year DPU CAGR of +20% 5- Year Outlook NBLX Peer A Peer B Peer C Peer D Peer E Peer F

✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓

NBLX Peer Avg. 2018E Distribution Growth 20% 13% 2018E DCF Coverage¹ 2.0x - 2.1x 1.2x 2018E Leverage¹ <2.8x 2.9x

Source: Company Reports and Wells Fargo Weekly Note: Peers Include WES, OMP, HESM, EQM, ENLK, CNXM, AM

✓ ✓

1. Figures are Non-GAAP; see definition in Appendix hereto

Peer G

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Significant Financial Flexibility and Strength

2Q18 Pro-Forma Liquidity of $780 Million, Including $770 Million Undrawn on $800 Million Revolving Credit Facility

Accordion feature to $1.15 billion ▪

Low Organic Leverage Target of <2.8x YE 2018 Provides Ample Flexibility To Fund Strategic Projects That Compete With Corporate Return and Financial Objectives

▪ 2Q18 Annualized Leverage¹ of 2.7x, 2.4x leverage on a covenant basis in 2Q18 ▪

Secured $500 Million Term Loan Facility at Pricing Below Revolving Credit Facility

▪ Attractive rate (Libor + 100 bps), repayable any time at no cost ▪ Funds used to repay balance on revolving credit facility ▪

Rigorous Scenario Planning and Stress Testing

Prudent Funding Track Record

~$1 billion in Net Organic Capital and 3 Accretive Transactions Since IPO

70% funded with cash and debt, including entire organic program

12

1. Figures are Non-GAAP; Annualized leverage defined as 2Q18 Debt / 2Q EBITDA * 4 ($530 million / $49 million *4) 2. Excludes $6 million cash at Black Diamond JV

NBLX Liquidity $MM 2Q18A Pro-Forma for Term Loan Ending Cash Balance 10² 10² Outstanding Revolver Borrowings 530 30 Term Loan Borrowings 500 Unused Credit Facility 270 770 Net Liquidity 280 780

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.0x .5x 1.0x 1.5x 2.0x 2.5x 30% 20% 10% 0%

  • 10% -20% -30% -40%

Implied Distribution Coverage Ratio¹ Distributable Cash Flow¹ Change vs. 2Q18

Durable Distribution Supported by Ample Coverage

13

Secure dividend with coverage nearly double that of peers

0.0x 0.5x 1.0x 1.5x 2.0x 2.5x 3.0x $0.30 $0.35 $0.40 $0.45 $0.50 $0.55 4Q16 1Q17 2Q17 3Q17 4Q17 1Q18 2Q18

DPU Distribution Coverage Ratio¹

1. Figures are Non-GAAP; see definition and reconciliations in Appendix hereto 2. All scenarios assume 2Q18 distribution of $22.3 million 3. Source: Company Reports and Wells Fargo Weekly Note: Peers Include WES, OMP, HESM, EQM, ENLK, CNXM, AM

Sensitivity Analysis: 2Q18 Distribution Coverage Ratio¹˒² Distribution per Unit (DPU) and Distribution Coverage Ratio¹

2Q18 Distributable Cash Flow¹ ($MM) $39.8 2Q18 Distribution ($MM) $22.3 2Q Distribution Coverage Ratio¹ 1.8x

Peer Avg.³ NBLX 1.3x Coverage Fence Post

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Colorado Regulatory Environment

14

1. Source: “The Economic and Fiscal Impacts of 2018 Initiative 97”, Common Sense Policy Roundtable

2,500 ft setback measure would be a huge setback for Colorado

▪ Statutory Proposition 112 is an Attempt to

Eliminate Oil and Gas Development in Colorado

▪ Increases setback zone from “occupied

structures” and “vulnerable areas” to 2,500 feet – up to a 5X increase from current regulations

▪ COGCC determined 85% of surface acreage

in Weld County would be unavailable, if implemented

▪ If passed, Colorado legislature can amend

  • r eliminate

▪ Bipartisan Business Community Mobilized to

Defeat Setback Proposal

▪ Measure lacks support of current governor

and both gubernatorial candidates

▪ Industry has built a robust campaign for 5

years to defeat measure

Oil & Gas Extraction Retail Trade Professional & Technical Health Care Construction Accomodation & Food Services State & Local Government Other Services Real Estate Other

>75% Lost Jobs Outside Oil & Gas Industry(1)

Up to $217 B

Estimated Loss to Colorado Economy 2019-2030(1)

Nearly 150 K

Estimated Jobs Lost 2019-2030 if Implemented(1)

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Transformational Business Development Enhances Portfolio Resiliency

15

20 >15

Throughput from 3rd Parties

1

Customers

0% 50%

Rigs running on dedicated acreage¹

2.5

Growing service, customer and geographic diversification provides flexible growth pathway

1. Excludes SCM JV

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Significant Built-in Delaware Basin Organic Growth and Scale

16

Blanco River Gathering

All 5 CGFs Connected and Flowing through Advantage Pipeline

90 MBbl/d of Crude Oil Capacity (115 MBoe/d) Provides Long Runway for Sponsor Planned Volume Growth

Gathering Substantially All New Delaware Basin Wells for NBL

First Well Online for 3rd- party Customer on ~13,000 Acres in the Southern Delaware ▪ Includes crude oil, gas and produced water gathering ▪ Additional activity on dedicated acres anticipated in 2019

Advantage Pipeline- Exceeding Expectations

▪ 2Q18 Advantage Throughput up over 3x from Acquisition Closing Date ▪ Completed Capacity Expansion from 150 MBbl/d to 200 MBbl/d ▪ Positions for growth in 2019 and beyond

Finalized New Long-term Dedication to Service Facilities for Major Producer with ~20k Southern Delaware Acres

Leverages asset footprint; minimal capital required

First flow anticipated in October

30 60 88 105 105-115 20 40 60 80 100 120 Apr-17 4Q17 1Q18 2Q18 2018E

Advantage Pipeline Oil Throughput (MBbl/d)

39 45 88 117 20 40 60 80 100 120 4Q17 1Q18 2Q18 July

Blanco River Oil, Gas and Water Gathering Throughput (MBoew/d)

+15% +96% +33%

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DJ Basin: Green River

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▪ Delivered Fresh Water to Two NBL Completion

Crews Operating in Mustang During 2Q18

▪ Spec Oil, Gas and Produced Water Backbone

Gathering Infrastructure Completed

▪ System connection into Black Diamond

Milton terminal

▪ ~30 Wells Currently Online for Oil, Gas and

Produced Water Gathering

▪ Mustang Area: 75,000 Contiguous Net Acres

Support Significant Long-term Throughput Growth

▪ Robust full-field midstream project

economics: 5-6x organic build multiple on 1 rig, 1 completion crew program

Mustang Infrastructure Design

*Gathering throughput commenced late in the quarter

Gathering commences for Noble Energy

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DJ Basin: Laramie River

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▪ Third-party DJ Basin 2H18 Activity Increase Underway with 200 MMcf/d Additional Basin Gas Processing Online ▪ 2nd frac crew added by 3rd-party customer in June ▪ Another 300 MMcf/d capacity on-track for 2Q19 ▪ Additional longer-term expansions provide further confidence in customer volume growth ▪ Continue to Expect Black Diamond 2018 Exit Volumes Higher than Acquisition Case at 80-90 MBbl/d (75 MBbl/d in Acquisition Case) ▪ August nominations of 71 MBbl/d ▪ Secured Additional Black Diamond Long-Term Dedications in 2Q18 Representing More Than 200 Wells Across ~17k Acres in May ▪ ~12% increase to Black Diamond system acreage ▪ 67% increase to one existing customer dedication and one new customer ▪ Adds at least 1 sustained rig to Black Diamond long-term forecast ▪ Continuing to Progress Storage Services With Existing Customers on Black Diamond Third-party activity acceleration underway

Black Diamond Gathering

1. Black Diamond Gathering contribution included for period following January 31, 2018 close 2. Includes crude oil sales volumes

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DJ Basin: Colorado River

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▪ Oil and Gas Gathering Volumes Roughly Flat in

2Q18 Despite 65% Sequential Decline in Well Connections

▪ Minimal Fresh Water Delivery Volumes in 2Q18

Due to NBL Activity Shift to Mustang (Green River)

▪ 3-year fresh water minimum volume

commitment beginning January 2019 for 50 MBw/d, increasing to 60 MBw/d in 2020 and 2021

▪ Secured Additional Dedication Beginning 2021 for

Oil Transportation from Wells Ranch CGF to Platteville Long-haul Outlet

▪ FY1 build multiple of <6x

Significant free cash generation

Wells Ranch Infrastructure

250 500 2016-2018E EBITDA1 Exceeds Capital by ~$350 MM Gross Capital Gross EBITDA¹ $MM

1. Figures are Non-GAAP; see definition in Appendix hereto

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2018 Capital Budget Detail

20

Colorado River 2% Laramie River² 24% Green River 15% Other 1% Blanco River 51% Trinity River 7%

Gross Capital1 $530 - 550 MM

1. Excludes acquisition capital 2. Includes Black Diamond Gathering capital

Colorado River 4% Laramie River² 33% Green River 8%

Other

Blanco River 41% Trinity River 13%

Net Capital1

(attributable to the Partnership)

$270- 285 MM

▪ Major Growth Projects Complete, Reducing Future Capex Needs

▪ 2H18E capital down 60% from 1H18

▪ Focus Shifts to Capital Efficient Well Connects

50 100 150 200 250

1H18 2H18E

Material Decline in 2H18E Net Capital Requirements ($MM)

  • 60%
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2018 Guidance Detail

21

Actuals Guidance Gross Volumes 1Q¹ 2Q 3Q 4Q 2018 Oil Gathered (MBbl/d)² 135 158 165 - 180 180 – 195 160 – 167 Gas Gathered (MMcf/d) 191 206 210 – 230 225 – 245 208 – 218 Oil and Gas Gathered (MBoe/d) ² 167 192 200 – 218 218 – 236 194 – 204 Produced Water Gathered (MBw/d) 47 86 100 – 115 130 – 145 91 – 99 Fresh Water Delivered (MBw/d)) 168 160 190 – 230 200 – 240 180 – 200 Financials ($MM) Gross Net Income $39 $44 $43 - $47 $54 - $59 $181 - $191 EBITDA3 $58 $64 $65 – $70 $77 - $83 $265 - $275 Capital, excluding acquisitions $249 $155 $71 - $80 $55 - $66 $530 – $550 Attributable to the Partnership EBITDA3 $54 $49 $55– $59 $57 – $62 $215 – $225 Distributable Cash Flow3 $47 $40 $46 - $50 $48 - $53 $181 - $191 DCF Coverage3,4 2.3x 1.8x 1.9x – 2.1x 1.9x – 2.1x 2.0x – 2.1x Capital, excluding acquisitions $128 $71 $40 - $50 $31 - $36 $270 – $285

1. Black Diamond Gathering contribution included for period following January 31, 2018 close 2. Includes crude oil sales volumes 3. Includes Non-GAAP measures; see definition in Appendix hereto 4. Estimates include forecasted DPU growth of 4.7% quarterly, or 20% annual

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Leading Long-Term Outlook

22

Organic – No Drop Downs

2017-2020E 2018E 2019-2022E

Old New New Distribution per Unit 20% 20% 20% Coverage (in all years) (1) > 1.3x 1.9 – 2.1x > 1.3x Leverage (in all years) < 2.5x < 2.5x < 2.0x ROACE (1, 3) NA > 15% 13 – 16% DCF Funding % of Capex and Distributions (4) NA ~50% ~90% (cumulative)

1. Non-GAAP measures, definition provided in appendix 2. Reflects combined Black Diamond, Advantage, and 2017 drop-down net acquisition cost divided by net EBTIDA; definition of EBITDA provided in appendix 3. Return on average capital employed: earnings before interest and taxes divided by (average total assets – average current liabilities); see definition provided in appendix 4. % of distributions + capex funded by distributable cash flow

Substantial organic growth with upside potential

Material Upside to Outlook

▪ Conservative Upstream Assumptions ▪ Continued Business Development Success, Leveraging Asset Footprints ▪ Permian Crude / Y-Grade Project and Other Long-Haul ▪ Significant and Growing Drop- Down Inventory

~90%

% of distributions + capex covered by DCF¹ 2019-2022E (cumulative) in organic base plan

~6x(2)

combined adjusted EBITIDA¹ acquisition multiple by 2020E

ROACE(1,3)

2018E: >15% Long-Term: 13 - 16%

Extending and improving long-term distribution growth, coverage, and leverage

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NBLX Asset Map: DJ Basin

23

Black Diamond (54.4%) Dedicated Acres: 158k Laramie River DevCo (100%)

  • Oil Gathering

Area: East Pony Dedicated Acres: 44k Colorado River DevCo (100%)

  • Oil Gathering

San Juan River DevCo (25%)

  • FW Delivery

Area: Mustang Dedicated Acres: 75k Green River DevCo (25%)

  • Oil Gathering
  • Gas Gathering
  • PW Gathering
  • FW Delivery

Area: Wells Ranch Dedicated Acres: 78k Colorado River DevCo (100%)

  • Oil Gathering
  • Gas Gathering
  • PW Gathering
  • FW Delivery

Area: Greeley Crescent Dedicated Acres: 65k Laramie River DevCo (100%)

  • Oil Gathering
  • PW Gathering
  • FW Delivery

Area: Bronco Dedicated Acres: 36k Gunnison River DevCo (5%)

  • Oil Gathering
  • PW Gathering
  • FW Delivery
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NBLX Asset Map: Delaware Basin

24

Area: Delaware Basin NBL & 3rd Party Dedicated Acres: 124k Blanco River DevCo (40%)

  • Oil Gathering
  • Gas Gathering
  • PW Gathering

Trinity River DevCo (100%)

  • HP Gas Compression

Advantage JV (50%) NBL Dedicated Acres: 47k Trinity River DevCo (100%)

  • Oil Transmission

Map excludes 13k 3rd-party acres dedicated for oil, gas and produced water gathering in Blanco River.

LOI For SCM JV (50%)- 4Q18E Closing NBL & 3rd Party Dedicated Acres: ~180k Trinity River DevCo (100%)

  • Oil Gathering and Transmission
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50%

NBLX Structure

25

Green River San Juan River Gunnison River Colorado River Laramie River Trinity River Blanco River Controlling Interest Noble Midstream Services, LLC Public Unitholders (LP) White Cliffs Pipeline L.L.C. ROFR/Wholly Owned Assets:

  • East Pony Gas Gathering
  • East Pony Gas Processing
  • Eagle Ford Shale Midstream
  • Additional DJ Acreage
  • Additional Delaware Basin Services
  • EPIC Crude Option¹

Noble Energy NYSE: NBL Noble Midstream Partners LP NYSE: NBLX Noble Midstream GP LLC 45.5% Limited Partner Interest 100% 100% 100% 100% 5% 25% 25% 40% 75% 95% 3.33% Non-Operating Membership Interest 54.5% Limited Partner Interest 100% Non-Economic General Partner Interest Advantage JV 60% 75% Black Diamond Non-Controlling Interest 54.4% EPIC Y- Grade Option¹ SCM JV² (LOI)

1. Option expires February 2019 2. Closing anticipated in 4Q18

50%

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Non-GAAP Financial Measures

26 This presentation includes Adjusted EBITDA, Distributable Cash Flow, Distribution Coverage 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

  • perating 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 believe that the presentation of Adjusted EBITDA, Distributable Cash Flow, Distribution Coverage 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 and ROACE is Net Income. Adjusted EBITDA, Distributable Cash Flow, Distribution Coverage Ratio and ROACE should not be considered alternatives to net income or any other measure of financial performance

  • r liquidity presented in accordance with GAAP. Adjusted EBITDA, Distributable Cash Flow, Distribution Coverage 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 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.

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Non-GAAP Reconciliation

27

2016 2017 2018

$ in millions

4Q 1Q 2Q 3Q 4Q FY 1Q 2Q 3QE 4QE FYE Net Income $ 35 $ 35 $ 39 $ 44 $ 46 $ 164 39 44 43 - 47 54 - 59 181 - 191 Add: Depreciation and Amortization 2 2 2 4 4 13 11 16 18 19 65 Add: Interest Expense, Net of Amount Capitalized 0.3 1 1 1 1 2 4 4 11 Add: Income Tax Provision

  • (0)
  • Add: Unit-Based Compensation

1 2 Add: Transaction Expenses 6 1 7 EBITDA $ 38 $ 37 $ 42 $ 48 $ 52 $ 179 58 64 65 - 70 77 - 83 265 - 275 Less: EBITDA Attributable to Noncontrolling Interests 11 11 8 2 3 24 4 16 10 20 50 EBITDA Attributable to NBLX $ 27 $ 26 $ 34 $ 46 $ 48 $ 155 54 49 55 - 59 57 - 62 215 - 225 Less: Maintenance Capital Expenditures & Cash Interest 2 3 4 5 5 17 7 9 9 9 34 DCF Attributable to NBLX $ 25 $ 24 $ 30 $ 41 $ 43 $ 138 47 40 46 - 50 48 - 53 181 - 191 Distribution Coverage 2.0x 1.8x 1.9x 2.4x 2.2x 2.1x 2.3x 1.8x 1.9x - 2.1x 1.9x - 2.1x 2.0x - 2.1x

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1001 Noble Energy Way Houston, TX 77070

Contact Information

Megan Repine Investor Relations megan.repine@nblmidstream.com 832.639.7380