MLPA Investor Conference June 2016 Forward Looking Statements This - - PowerPoint PPT Presentation

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MLPA Investor Conference June 2016 Forward Looking Statements This - - PowerPoint PPT Presentation

MLPA Investor Conference June 2016 Forward Looking Statements This presentation includes forward looking statements within the meaning of federal securities laws. All statements, other than statements of historical fact, included in this


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MLPA Investor Conference June 2016

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This presentation includes “forward looking statements” within the meaning of federal securities laws. All statements, other than statements of historical fact, included in this presentation are forward looking statements, including statements regarding the Partnership’s future results of operations or ability to generate income or cash flow, make acquisitions, or make distributions to unitholders. Words such as “anticipate,” “project,” “expect,” “plan,” “goal,” “forecast,” “intend,” “could,” “believe,” “may” and similar expressions and statements are intended to identify forward-looking statements. Although management believes that the expectations on which such forward-looking statements are based are reasonable, neither the Partnership nor its general partner can give assurances that such expectations will prove to be correct. Forward looking statements rely on assumptions concerning future events and are subject to a number of uncertainties, factors and risks, many of which are outside of management’s ability to control or predict. If one or more of these risks or uncertainties materialize, or if underlying assumptions prove incorrect, the Partnership’s actual results may vary materially from those anticipated, estimated, projected or expected. Additional information concerning these and other factors that could impact the Partnership can be found in Part I, Item 1A, “Risk Factors” of the Partnership’s Annual Report on Form 10-K for the year ended March 31, 2016 and in the other reports it files from time to time with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on any forward-looking statements contained in this presentation, which reflect management’s opinions only as of the date hereof. Except as required by law, the Partnership undertakes no

  • bligation to revise or publicly update any forward-looking statement.

2

Forward Looking Statements

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3

NGL Energy Partners LP Overview

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Business Overview

4

§ NGL business model has evolved into a vertically integrated business mix that serves as a natural hedge, mitigating the impact of commodity price volatility across all segments § Size and quality of cash flows have transitioned NGL into a more traditional midstream platform § Diversified business segments with medium and long term contracts allow for steady fee-based cash flow generation in any price environment § Predominantly fee-based segments to make up a larger proportion of future total cash flow

NGL Energy Partners LP

Water Solutions Liquids Refined Products/ Renewables Retail Propane Crude Logistics

Crude Oil Volumes and Storage Higher and Lower Prices Motor Fuels Demand Lower Prices Water Volumes and Crude Oil Price Higher Prices Blending and Wholesale Butane/Propane Demand and Storage Lower Prices Heating Demand Lower Prices

Primary Drivers: Benefits From:

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5

Diversified Across Multiple Businesses and Producing Basins

Common Carrier Propane Pipelines Basins Glass Mountain (50%) Grand Mesa Pipeline

Eagle Ford Marcellus Shale DJ Basin Pinedale Anticline Jonah Field Niobrara Shale Green River Basin Bakken Shale Wattenberg Field Mississippi Lime Granite Wash Permian Basin

Water Services NGL Assets Crude Barges and Tug Boats Crude Oil Logistics Colonial Products Pipeline Retail Propane TransMontaigne Terminal NGL Rack Marketing Terminal NGL Owned/Leased Assets NGL Utilized Assets Assets and Marketing Presence Santa Fe Products Pipeline Magellan Products Pipeline NuStar Products Pipeline NGL Crude Terminal NuStar Energy Terminal NGL Renewable Marketing Terminal

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NGL Operational Assumptions

6

Business Strategy

Build a diversified vertically integrated Energy Business Achieve organic growth by investing in new assets Accretive growth through strategic acquisitions Focus on businesses that generates long- term fee based cash flows

§ Transport crude oil from the well head to refiners § Refined Products from refiners to customers § Wastewater from the wellhead to treatment for disposal, recycle or discharge § Natural Gas Liquids from processing plant to end users including retail propane customers § Projects that increase volumes, enhance our operations and generate attractive rates of return § Accretive organic growth opportunities that originate from assets we own and operate § Focused on projects within crude oil logistics, NGL liquids and refined products that provide high quality fee based revenues § Build upon on our vertically integrated business § Scale our existing operating platforms § Enhance our geographic diversity § Continue our successful track record of acquiring companies and assets at attractive returns § Focus on long-term fee based contracts and back-to-back transactions that minimize commodity price exposure § Increase cash flows that are supported by certain fee-based multi-year contracts that include acreage dedication and volume commitments § Expand retail propane footprint where business has a high percentage of company owned tanks resulting in strong customer retention rates

Disciplined Capital Structure

§ Target leverage levels that are consistent with investment grade companies § Maintain sufficient liquidity to manage existing and future capital requirements and take advantage of market opportunities § Prudent distribution coverage to manage commodity cycles and fund growth opportunities

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NGL Operational Assumptions

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Growth Projects and Recent Events

Organic Growth

Grand Mesa Pipeline § On schedule for in-service date of November 1 § Combination with Saddlehorn reduced capital requirements by approximately $200 million § NGL will own 150,000 barrels per day of capacity on undivided joint interest pipeline § Total expected capex of $800 million; Remaining capex to spend of approximately $110 million as of March 31, 2016 § Year 1 EBITDA projected to be $120 million increasing to $150 million in Year 2 § Take or Pay contracts with average term - 9 years Crude Terminal, LA § Gulf coast crude storage terminal facility in Houma, La § Strategic location next to major refiner § Total project cost $35 million with in-service date of 9/30/16 § Project multiple of approximately 4.0x Sawtooth NGL Caverns § 800 acre facility capable of 8 salt dome caverns for propane and butane storage § 4 caverns in operation with the 5th cavern to be completed by mid-June providing total capacity of 5.4 MMBbls § Repeatable fee based business § Largest west coast liquids storage facility

Strategic Transactions

Preferred Equity / Oaktree § April 2016 completed $200 million private placement of 10.75% Class A Convertible Preferred Units § Created a strategic relationship to pursue future opportunities § Proceeds will be used to reduce debt and fund growth opportunities TransMontaigne GP/LP Sale §

  • Feb. 2016 closed the sale of our interest in TransMontaigne GP to ArcLight Capital Partners for $350 million

§ Retained the TMG marketing business (customer contracts, line space on Colonial and Plantation Pipelines), also entered into marketing agreement which extends NGL lease of TLP’s SE terminals § April 2016 sold remaining 3.2 million common units of TLP for $112.4 million § Transactions result in no reductions to EBITDA for ongoing NGL refined products business

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Segment Contribution Grand Mesa Update

§ NGL announced in November that it is combining Grand Mesa with Saddlehorn Pipeline Company, LLC ("Saddlehorn") for the construction of a 20-inch undivided joint interest pipeline from the DJ Basin to Cushing – Operating costs will be allocated to Saddlehorn (62.5%) and Grand Mesa (37.5%) based on their proportionate ownership interest and throughput

  • nce in-service

– Pipeline has 340,000 bpd initial capacity with potential of 400,000 bpd of capacity, of which NGL owns 150,000 bpd capacity – NGL expects a reduction in capital expenditures of ~$200 million and a ~$2 million decrease in annual operating costs from the combination of pipeline projects – Crude oil shipments expected to begin by November 1, 2016 – The Partnership currently expects year one EBITDA to be approximately $120 million, year two EBITDA to be approximately $150 million and the average contract term on the pipeline to be approximately nine years.

Grand Mesa Pipeline

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Operating Segments

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Segment Contribution Crude Oil Logistics

Overview Area of Operation Asset Summary

§ Purchases and transports crude oil for resale to a pipeline injection point, storage terminal, barge loading facility, rail facility, refinery or trade hub § Provides transportation, terminaling, and storage of crude oil and condensate to third parties for a fixed-fee per barrel § Long term, take-or-pay contracts on Grand Mesa Pipeline and Glass Mountain Pipeline § Ability to take advantage of Contango markets and lock in forward Crude Oil curve pricing on our storage § Purchase and sale transactions are entered into on a back-to-back basis § Crude Oil Pipelines – 100% interest in Grand Mesa Pipeline; 150MBPD capacity – 50% interest in Glass Mountain Pipeline; ~147MBPD capacity – Ship on 21 common carrier pipelines, Utilize historical shipper space on 11 prorated pipelines § Crude Oil Storage – 4.6 MMbbls of storage in Cushing – 4 Gulf Coast terminals with storage of approx. ~510 Mbbls – Port of Catoosa, Oklahoma - storage services; truck and rail trans- loading to barges with access to Gulf Coast; 140Mbbls storage capacity § Crude Oil Transportation – 50+ truck terminals, ~200 owned trucks and ~270 trailers – ~1,000 GP railcars leased or owned – Own 11 tows, 25 barges, >25Mbbls per barge capacity

Sample of Counterparties

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Segment Contribution Crude Oil Logistics

Crude BBL’s/Day (In Thousands) Assets Adjusted EBITDA (In Millions)

§ $1 change in crude price impacts margins by approximately $.015 per barrel § 10% change in crude volumes impacts gross margin by approximately $5 million

4 NGL Crude Logistics Tugboats Arnett Origin Station for Glass Mountain Pipeline

$41 $73 $61 $127

$- $50 $100 $150 FY 2014 FY 2015 FY 2016 FY 2017E

126 230 184 368

100 200 300 400 FY 2014 FY 2015 FY 2016 FY 2017E

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Segment Contribution Water Solutions

Overview Area of Operation Asset Summary Sample of Counterparties

§ Provides services for the treatment, processing, and disposal of wastewater, and solids generated from oil and natural gas production § Revenue streams from the disposal of wastewater, solids, water pipelines, truck and frac-tank washouts, and recovered hydrocarbons § Over 1.5 million bpd of total capacity § Significant Geographic diversification in the basins with the most attractive returns § Working towards long-term take or pay contracts with producers, have several currently in place § Ability to provide all levels of technology required per basin. Multi- patented 14-step water treatment process to provide better than drinking water quality § 70 water treatment and disposal facilities, including 86 wells across the Permian, Eagle Ford, DJ, Bakken and Pinedale Anticline basins § 8 facilities that can dispose of solids such as tank bottoms and drilling fluids § 2 facilities in the DJ have the technology needed to treat the water to the point that we can sell the water back to producers for use in future drilling operations § 1 facility in the Pinedale Anticline that can process water to a recycle and discharge standard § Several water pipelines which directly connect from oil and gas producing wells to NGL’s salt water disposal facilities

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Segment Contribution Water Solutions

Water Disposal BBL’s/Day (In Thousands) Assets Adjusted EBITDA (In Millions)

NGL saltwater disposal facility with solids processing capacity NGL Anticline water recycling & discharge facility

§ $1 change in Crude Price impacts Oil Revenue by $1 million annualized at current volumes § 10% change in water volumes impacts gross margin by approximately $11 million $68 $126 $72 $65

$- $50 $100 $150 FY 2014 FY 2015 FY 2016 FY 2017E

207 443 570 585

100 200 300 400 500 600 FY 2014 FY 2015 FY 2016 FY 2017E

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Segment Contribution Liquids

Overview Area of Operation Asset Summary

§ Transports, stores, and markets NGLs to and from refiners, gas processors, propane wholesalers, propane retailers, proprietary terminals, petrochemical plants, diluent markets and other merchant users of NGLs § Service offered in each of the lower 48 states and Canada § Utilizes terminal storage to take advantage of seasonal demand § Purchase-and-sale transactions are entered primarily on a back-to- back basis § Majority of liquids sold are butane and propane § Automated truck loading and unloading facilities operating 24 hours a day § 19 terminals serving over 400 customers § 13 terminals with rail unloading capability, 4 multi-product terminals, 9 pipe-connected terminals § > 3.8 million barrels of leased underground storage, 0.33 million barrels of above ground storage § Sawtooth NGL Caverns, 5 Caverns with ~5.4 million barrels of butane and propane storage in Utah § Shipper on 5 common carrier pipelines § ~ 3,500 leased high pressure railcars; ~ 600 GP railcars

Sample of Counterparties

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Segment Contribution Liquids

Propane & Other NGL’s GAL’s/Day (In Thousands) Assets Adjusted EBITDA (In Millions)

Railcar Rack at NGL Sawtooth Caverns Lebanon NGL Wholesale Liquids Terminal Janesville NGL Wholesale Liquids Terminal § 10% change in Propane volumes impacts gross margin by approximately by $ 4.7 million § 10% change in Other NGLs volumes impacts gross margin by $8.7 million § $0.01 change in Propane Margin/Gallon impacts EBITDA by $12.5MM annualized § $0.01 change in Other NGLs Margin/Gallon impacts EBITDA by $8.4MM annualized

$84 $93 $101 $93

$- $50 $100 $150 FY 2014 FY 2015 FY 2016 FY 2017E

3,261 3,522 3,400 3,425 2,155 2,262 2,306 1,942

1,000 2,000 3,000 4,000 FY 2014 FY 2015 FY 2016 FY 2017E

Propane Other NGL's

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Segment Contribution

Overview Area of Operation Asset Summary

Retail Propane

§ Sells propane and distillates to end-users consisting of residential, agricultural, commercial and industrial customers § 6th Largest Retail Propane business in the United States § Geographic diversity mitigates weather risk § No customer accounts for more than 1% of revenue § Seasonal business with ~65% of retail propane volume sold during the peak heating season from October through March § Liquids Logistics segment provides 75% of Retail Propane segment demand § Cost plus margins allow immediate pass-through of wholesale price increases § Focus on residential customers, high tank ownership and customer retention

Sample of Trade Names

§ Own or lease 107 customer service locations § Own or lease 91 satellite distribution locations § Aggregate propane storage capacity of 11.5 million gallons § Aggregate distillate storage capacity of 3.7 million gallons § Own 400 bulk storage tanks with capacities ranging from 2,000 to 90,000 gallons § Customer service locations in Illinois and Indiana rent over 16,000 water softeners and filters

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Segment Contribution Retail Propane

Propane & Distillate GAL’s/Day (In Thousands) Assets Adjusted EBITDA (In Millions)

§ $0.01 change in Margins is equal to $2MM in Gross Margin

4 Osterman storage tanks at an NGL retail location Hicks delivery truck at NGL retail location

§ 10% change in Propane volumes impacts gross margin by approximately by $15 million $91 $97 $79 $95

$- $50 $100 $150 FY 2014 FY 2015 FY 2016 FY 2017E

445 464 416 470 96 96 84 103

100 200 300 400 500 FY 2014 FY 2015 FY 2016 FY 2017E

Propane Distillate

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Segment Contribution

Overview Area of Operation Asset Summary Sample of Counter Parties

Refined Products/Renewables

§ Purchase refined petroleum products primarily in the Gulf Coast, Southeast, and Midwest regions of the United States and schedule them for delivery primarily on the Colonial, Plantation, Magellan and NuStar pipelines § Sell our products to commercial and industrial end users, independent retailers, distributors, marketers, government entities, and other wholesalers § Market our products at TLP’s terminals and at terminals owned by third parties. § Focus on large, credit worthy customers with Retail Demand § Allocated Line Space on the Colonial and Plantation pipelines § Sales from approximately 200 terminals over 37 states §

  • Approx. 307 million gallons of storage capacity

§ Automated truck loading and unloading facilities operating 24 hours a day § Rack sales through common carrier pipeline terminals § Long-term Lease of TLP SE Terminals along Colonial and Plantation pipelines § Continue to market under TransMontaigne LLC trade name

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Segment Contribution Refined Products/Renewables

Refined Products/Renewables BBL’s/Day (In Thousands) Assets Adjusted EBITDA (In Millions)

§ $0.01 change in Refined Product Margin/Gallon impacts EBITDA by $42MM annualized § 10% change in Refined Product volumes impacts gross margin by $13 million

Refined Products Terminal Caljet facility in Phoenix

$79 $134 $142

$- $50 $100 $150 FY 2014 FY 2015 FY 2016 FY 2017E

27 186 270 210 10 15 16 16

100 200 300 FY 2014 FY 2015 FY 2016 FY 2017E

Refined Products Renewables

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Financial Overview

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Financial Objectives

A c c r e t i v e C a p i t a l P r

  • j

e c t s Lower Cost of Capital Cash Flow Predictability Strong Balance Sheet R

  • b

u s t D i s t r i b u t i

  • n

C

  • v

e r a g e

§ The Partnership has made significant strides in the last 7 months and will continue to pursue a flexible balance sheet with a leverage target of less than 3.25x on a compliance basis § Goal of achieving investment grade rating § Increasing fee-based business and long-term contracts with high credit quality customers § Transitioning to a more traditional midstream repeatable cash flow model § Continues to pursue opportunities to find and execute on low cost of capital financing in the current and future environments § Consistently pursuing strategies that increase NGL’s unit price and lower cost of debt § Five business segments provide multiple growth platforms § Accretive growth through organic growth projects and strategic acquisitions focused on assets backed by multi-year fee based contracted cash flows § Sufficient liquidity to operate the business and execute growth objectives § Targeting 1.3x - 1.5x distribution coverage § Excess distribution coverage will be used to strengthen the balance sheet

Strong Balance Sheet Cash Flow Predictability Lower Cost of Capital Accretive Capital Projects Robust Distribution Coverage

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NGL Management Goals and Achievements

1) Reduce Committed Capital Expenditure Requirements 2) Strengthen Balance Sheet and Enhance Liquidity 3) Lower Current Cost of Capital Including Lower Debt and Common Unit Yields 4) Capacity to Fund Strategic Future Growth Opportunities

10/1/2015 5/26/2016 11/1/2015 12/1/2015 1/1/2016 2/1/2016 3/1/2016 4/1/2016 5/1/2016

§ Sale of the TLP GP to ArcLight for $350 million and reduced debt § Retained TransMontaigne LLC refined products business § Extended our lease agreement of TLP SE Terminals § Combination of Grand Mesa and Saddlehorn projects reduced capital requirements by ~$200 million § Sale of TLP LP common units for ~$112 million § Retired ~$100 million of NGL debt at ~60% of par § Temporary reduction of the NGL common unit distribution to $1.56 annualized § Formed a strategic partnership with Oaktree and issued $200 million of preferred units

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Performance Metrics

Distributable Cash Flow & Total Distributions (In Millions) NGL Adjusted EBITDA (In Millions) Acquisition, Growth and Maintenance Capex (In Millions)

$24 $184 $271 $443 $424 $500

IPO FY 2013 FY 2014 FY 2015 FY2016 FY 2017E

Distribution Coverage

1.3x-1.5x Target $491 $1,269 $961 $138 $- $59 $133 $160 $600 $200-$300 $14 $32 $35 $30 $35

FY 2013 FY 2014 FY 2015 FY2016 FY 2017E

Acquisitions Growth Capital Maintenance Capital (1) Does not include TLP capital expenditures (2) Includes the GP and preferred unit distributions if any

(1) (2)

$169 $320 $277 $357 $168 $266 $290 $182

FY 2014 FY 2015 FY2016 FY 2017E

Distributable Cash Flow Distributions 1.0x 1.2x 1.0x 2.0x

FY 2014 FY 2015 FY2016 FY 2017E

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NGL Operational Assumptions

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Key Investment Highlights

Diversified and Attractive Asset Base § Multiple business segments reduce cash flow volatility and provides significant opportunities for growth in multiple regions and business segments § Presence in the highest rate of return oil & gas producing regions in North America as well as the highest growing population areas for consumer demand § Natural hedge between business segments reduces commodity price volatility and risk exposure Vertical Integration § Vertical integration allows for capture of margin across the value chain from wellhead to end-user § Emphasis on asset ownership drives ability to capitalize on multiple revenue/bolt-on opportunities Stable Cash Flows § Focus on medium to long-term, repeatable fee-based cash flows § Combination of fee-based, take-or-pay, acreage dedication, margin-based and cost-plus revenue contracts § Targeting ~70% fee based revenues upon Grand Mesa completion in normal commodity price environment Strong Credit Profile and Liquidity § Conservative capital structure with low leverage (targeted compliance leverage of under 3.25x § Targeting distribution coverage between 1.3x - 1.5x on a go-forward basis § Excess distribution coverage will be reinvested in growth opportunities and reduce indebtedness Successful Track Record of Growth § Adjusted EBITDA growth from $24 million at IPO to $500 million forecasted for Fiscal 2017 § Growth has been combination of organic and acquisitions (more than 40 completed since IPO) for aggregate value

  • ver $4.0 billion

Experienced & Incentivized Management Team § Extensive industry and MLP experience with proven record of acquiring, integrating, operating and growing successful businesses § Senior management holds significant limited partner interests and general partner ownership, which strengthens alignment of incentives with lenders and public unitholders § Support general partner which is privately owned with no indebtedness

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Appendix

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4Q FY2016 4Q FY2015 % Variance Total Volume (In Thousand's) Refined Products/Renewables Refined Products (BBL's) 27,780 18,997 46% Renewables (BBL's) 1,650 1,364 21% Crude Oil (BBL's) 11,300 20,569

  • 45%

Liquids Propane (GAL's) 424,403 481,187

  • 12%

Other NGL's (GAL's) 194,013 210,968

  • 8%

Retail Propane Propane (GAL's) 62,300 73,813

  • 16%

Distillates (GAL's) 12,929 16,769

  • 23%

Water Disposal (BBL's) 43,597 48,912

  • 11%

Total Revenue 11,742.1 $ 16,802.1 $

  • 30%

Total Cost of Sales 10,839.0 $ 15,958.2 $

  • 32%

Adjusted EBITDA 154.0 $ 185.0 $

  • 17%

Distributable Cash Flow 123.0 $ 153.5 $

  • 20%

Distribution to LP Unitholders 0.39 $ 0.63 $

  • 38%

Distribution Coverage 3.02x 1.88x 61% Maintenance Capex 2.6 $ 4.3 $

  • 40%

Growth Capex 154.5 $ 160.0 $

  • 3%

Covenant Compliance Leverage 3.84x 3.18x Total Debt (Excluding Working Capital Facility) 2,294.3 $ 2,057.3 $ 12% Working Capital Facility 618.5 $ 688.0 $

  • 10%

Total Liquidty 329.9 $ 253.2 $ 30%

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4th Quarter Update

§ Segment Summary – Refined Products/Renewables continues to outperform expectations driven by growth in motor fuels demand – Crude Logistics was impacted by lower crude production and pricing. Storage demand increased in contango market – Liquids business was impacted by warmer winter weather however expects less volatility through Sawtooth storage growth – Retail Propane volumes were impacted due to significantly warmer than normal winter – Water Solutions continues to see volume and margin pressure from lower crude prices and decrease in active rig count § Executed balance sheet and liquidity improving transactions during quarter and immediately following: – TLP GP and LP sales - $462 million – Buying back of NGL Bonds - $98 million face value – Preferred Equity Issuance - $200 million – Pro forma 3/31/16 liquidity of over $600 million § Temporary reduction of the NGL LP unit distribution to $1.56 per unit annualized § Provides valuable liquidity to reduce debt and fund capital projects with excess coverage § Reduces the distributions to NGL GP to approximately $0, proving NGL GP support of the LP

Quarterly Summary Performance ($’s In Millions )

(1) Does not include acquisition expenses (2) Includes acquisition expenses. (3) Does not include TLP capital expenditures (4) Covenant Compliance Leverage excludes acquisition expenses, excludes the working capital facility and includes Pro Forma or add-backs for projects in construction or recently purchased

(2) (3) (1) (3) (4)

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2.9x 3.2x 3.2x 3.9x 3.7x

.00x 1.00x 2.00x 3.00x 4.00x 5.00x FY 2013 FY 2014 FY 2015 FY2016 FY 2017E

Credit Profile

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Debt Maturities and Balances (In Millions) Covenant Compliance Leverage

$1,848 $383 $369 $25 $50 $50 $50 $50 $25

$- $500 $1,000 $1,500 $2,000 FY 2017 FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 FY 2023

Credit Facility due 11/2018 5.125% Notes due 7/2019 6.875% Notes due 10/2021 3.25x Target

Balance Sheet Summary (In Thousands)

(1) Covenant Compliance Leverage excludes acquisition expenses, excludes the working capital facility and includes Pro Forma or add-backs for projects in construction or recently purchased (2) Most of the significant changes relate to the deconsolidation of TLP

(1) (2)

3/31/2016 12/31/2015 Change Cash and Equivalents 28,176 $ 25,179 $ 2,997 $ Other Current Assets 1,000,304 1,204,380 (204,076) Current Assets 1,028,480 1,229,559 (201,079) Property, Plant and Equipment 1,649,572 1,972,925 (323,353) Goodwill 1,315,362 1,700,154 (384,792) Intangibles 1,148,890 1,242,440 (93,550) Investment in Unconsolidated Entities 219,550 467,559 (248,009) Other Long Term Assets 198,301 129,344 68,957 Total Assets 5,560,155 $ 6,741,981 $ (1,181,826) $ Current Liabilities 706,017 796,908 (97,749) Working Capital Facility 618,500 603,500 15,000 Long-Term Debt 2,294,337 2,719,992 (425,655) Other Long Term Liabilities 247,236 117,488 129,748 Total Partners Capital 1,694,065 2,504,093 (810,028) Total Liabilities and Equity 5,560,155 $ 6,741,981 $ (1,188,684) $ Moody's S&P Fitch Credit Ratings Ba3 BB- B+

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NGL Organizational Chart

NGL Energy Holdings LLC G.P. (DE LLC)

0.1% GP Interest IDR’s

NGL Energy Operating LLC (DE LLC) NGL Water Solutions

(NGL Water Solutions, LLC)

Members

(1) Includes the operations of our Legacy Gavilon crude oil logistics, refined products, and renewables businesses.

99.9% LP Interest

Limited Partners NGL Energy Partners LP (NYSE: NGL) (DE LP) NGL Liquids

(NGL Liquids, LLC)

NGL Retail Propane

(NGL Propane, LLC)

NGL Refined Products/Renewables

(TransMontaigne LLC) 100% 100%

NGL Crude Logistics

(NGL Crude Logistics, LLC) (1) 104,169,324 C.U. Outstanding