Second Quarter 2018 Earnings Call August 3, 2018 - - PowerPoint PPT Presentation

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Second Quarter 2018 Earnings Call August 3, 2018 - - PowerPoint PPT Presentation

Second Quarter 2018 Earnings Call August 3, 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,


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Second Quarter 2018 Earnings Call

August 3, 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.

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▪ In-line or Exceeded Guidance Across Majority of Categories ▪ Net Income above and Net EBITDA¹ in upper half of guidance ▪ Delivered Strong Growth in Core Gathering Business ▪ Combined oil, gas and produced water gathering and sales volume up 30% from 1Q18 ▪ Completed Four Major Projects in the DJ and Delaware Basins in 2Q18, Positioning for Future Capital Efficiency ▪ 2 Central Gathering Facilities (CGFs) and Advantage Pipeline expansion in Delaware Basin, Mustang gathering system in DJ Basin ▪ Over 70% of full-year capital spent in 1H18 ▪ Continued Peer-Leading Distribution Growth/Coverage and Financial Strength ▪ 20% DPU increase over 2Q17, 1.8x Distribution Coverage Ratio¹, 2.7x Annualized Leverage Ratio² ▪ Drove Additional Business Development Success ▪ Increased total DJ and Delaware gathering dedicated acres by 5% to ~580,000 acres in 2Q18 ▪ Continued expansion around NBL equity barrel with additional DJ Basin oil dedication and Permian EPIC y-grade pipeline option

2Q18 Highlights

1. Figures are Non-GAAP; see definition in Appendix hereto 2. Figures are Non-GAAP; Annualized leverage defined as 2Q Debt / 2Q EBITDA * 4 ($530 million / $49 million *4)

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Actuals 2Q Guidance 2Q v 1Q 1Q18¹ 2Q18 Gross Volumes Oil Gathered (MBbl/d)² 135 158 160

  • 175

17% Gas Gathered (MMcf/d) 191 206 195

  • 215

8% MBoe/d² 167 192 190

  • 210

15% PW Gathered (MBw/d) 47 86 75

  • 90

84% FW Delivered (MBw/d) 168 160 110

  • 130
  • 5%

Financials ($MM) Net Income ($MM) 39 44 34

  • 39

13% Gross EBITDA ($MM)³ 58 64 58

  • 63

10% Net EBITDA ($MM) 3,4 54 49 46

  • 51
  • 9%

DCF ($MM) ³ 47 40 37

  • 42
  • 15%

Distribution Coverage Ratio³ 2.3x 1.8x 1.7x

  • 1.9x

Gross Capex ($MM) ⁵ 249 155 145

  • 165

Net Capex ($MM) ⁵ 128 71 60

  • 70

Second Quarter 2018 Results

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In-line or exceeding guidance across the majority of categories

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 provided in appendix hereto 4. “Net EBITDA” is EBITDA attributable to the partnership 5. Excludes acquisition capital

✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓

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Peer-Leading Distribution Coverage1 Continues

2Q 2018 NBLX Net EBITDA and Distribution Coverage 1,2

1. Figures are Non-GAAP; see definition in Appendix hereto 2. G&A allocated to gathering and freshwater delivery based on proportionate share of EBITDA; coverage figures reflect full net maintenance capital totals 3. Assumes 20% distribution growth target

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Gathering Segment Alone Provides Ample Distribution Coverage¹

Gathering net EBITDA up 13% vs.1Q18

1.6x Distribution Coverage Ratio¹ excluding Fresh Water

Gathering Segment Represented 92% of Net EBITDA¹

Full-Year 2018 Guidance: 20% Distribution Growth with Distribution Coverage Ratio1 of 2.0x – 2.1x, Above Original Guidance of 1.9x – 2.1x

Gathering volumes driving growth

2.1x 2.1x

$1.81 $2.19

.x .5x 1.x 1.5x 2.x 2.5x .x .5x 1.x 1.5x 2.x 2.5x 3.x 3.5x 4.x 4.5x FY2017 FY2018

Distribution Coverage Ratio1,3 & DPU

45 49 Gathering EBITDA Column1 Total EBITDA

Gathering EBITDA Total EBITDA Implied Distribution Coverage of 2Q Distribution x

1.8x 1.6x $ in millions

Fresh Water Delivery EBITDA

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Strategic Relationship with Strong Sponsor Continues

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▪ Established Full-field Commercial Terms with NBL for Mustang Development in Green River DevCo

▪ Fee revised to reflect system design change from a CGF to a spec gathering system and use of enhanced completions for fresh water delivery ▪ Returns consistent with corporate targets, 5x-6x build multiple on 1 rig program

▪ Minimum Fresh Water Delivery Volume Threshold Set in Wells Ranch (Colorado River DevCo)

▪ 50 MBw/d in 2019 and 60 MBw/d 2020-2021

▪ Incremental 10-year Dedication for Oil Transportation from the Wells Ranch CGF to Platteville Upon Existing 3rd-party Contract Expiration at Year-end 2020

▪ FY1 EBITDA¹ build multiple of <6x ▪ Continued expansion around NBL equity barrel ▪ Trunkline buildout expands catchment area and potential 3rd-party customer additions

▪ NBL Assigned NBLX its Option to Acquire Up to 15% Ownership in the EPIC NGL Pipeline

▪ Option expiration in early February 2019

1 2 3 4

113 76 74 114 80 67 102 3Q16 4Q16 1Q17 2Q17 3Q17 4Q17 1Q18 2Q18

MBw/d

Colorado River Fresh Water Delivery

Year 1 MVC Year 2-3 MVC

Incremental Oil Transportation Dedication

Wholly Owned System Black Diamond System Future Dedication NBLX Dedicated Acreage Black Diamond Storage Wells Ranch CGF 1. Figures are Non-GAAP; see definition in Appendix hereto

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Meaningful But Temporary 2Q Decline in Fresh Water From Mix Shift

▪ Enhanced Completions Continue to Drive Robust Fresh Water Demand per Well

▪ NBL Mustang and Wells Ranch standard design of 1,800 lbs/ft

▪ Gathering EBITDA Growth Offset by Fresh Water EBITDA Decline Driven by Mix Shift

▪ Two NBL completion crews in Mustang (Green River, 25% Owned) in 2Q18 with minimal

activity in Wells Ranch (Colorado River, 100% Owned)

▪ 2H18E DJ Basin Fresh Water Completion Crew Count of 5: 2 Third-Party and 3

Sponsor

▪ Provides 2019 gathering throughput momentum

$49 $54

1Q18 EBITDA¹ Gathering Increase FW & DevCo Mix Impact 2Q18 EBITDA¹

Net EBITDA¹,2 ($MM)

0% 10% 20% 30% 40% 50% 60% 70% 80% 50 100 150 200 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17 3Q17 4Q17 1Q18 2Q18 Gross MBw/d % Green River (25% owned by NBLX)

Check

Gross Fresh Water Delivery Volumes and Mix

1. Figures are Non-GAAP; see definition in Appendix hereto 2. G&A allocated to gathering and freshwater delivery based on proportionate share of EBITDA; coverage figures reflect full net maintenance capital totals

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▪ Midpoint of 2018E Net EBITDA¹ Represents 42% YoY Growth

Planned DJ Basin gas processing capacity additions provide upside potential

Recently achieved daily fresh water delivery record over 300 MBw/d, delivering to 5 crews

▪ Raising Fresh Water Delivery Guidance (+19%) While Produced Water Unchanged Given Strong Year-to-Date Performance ▪ Lowering 2018E Oil and Gas Gathering and Sales Volumes (-8%)

Third-party line pressure impact in DJ Basin

Sponsor deferring Delaware completions in late 3Q18 into 2019

Timing return of activity with pipeline expansions

Minimal 2019E Net EBITDA Impact from Deferred Delaware Activity

Expected sponsor capital reallocation to the DJ Basin

Contribution from 3rd party business development success already announced in 2018 ($8 million to $10 million in net EBITDA¹ contribution in 2019E)

July Volume Estimates Up Across All Streams vs. 2Q18 Average

Oil and Gas Gathering: +5%

Produced Water Gathering:+18%

Fresh Water Delivery +10%

Updated Guidance: Significant Year-Over-Year Growth

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156 130-190 180-200 168 160 190-230 200-240 2017 2018E Prior 2018E New 1Q18 2Q18 3Q18E 4Q18E

Gross Fresh Water Delivery (MBw/d)

+22% YoY

24 80-110 91-99 47 86 100-115 130-145 2017 2018E Prior 2018E New Column1 1Q18 2Q18 3Q18E 4Q18E

Gross Produced Water Gathering (MBw/d)

+296% YoY

89 200-235 194-204 167 192 200-218 218-236 50 100 150 200 250 300 2017 2018E Prior 2018E New Column3 1Q18 2Q18 3Q18E 4Q18E

Gross Oil and Gas Gathering and Sales² (MBoe/d)

+124% YoY

155 215-235 215-225 50 100 150 200 250 300 2017 2018E Prior 2018E New

+42% YoY

54 49 55-59 57-62 40 42 44 46 48 50 52 54 56 58 60 1Q18 2Q18 3Q18E 4Q18E

Net EBITDA¹ ($MM)

1. Figures are Non-GAAP; see definition in Appendix hereto 2. Includes crude oil sales

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Updated 2018 Capital Budget Detail

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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

▪ 2Q18 Gross Capital In-line While Net Capital Within 1% of High-end of Guidance ▪ Raising 2018E Gross Capital Midpoint by 4% and Net Capital Midpoint Unchanged

▪ Higher Blanco River and Green River backbone infrastructure spend partially offset by lower Laramie River capital ▪ Updated capital reflects additional capital from new 3rd party gathering customers in Laramie River and Blanco River

▪ Major Growth Projects Complete, Reducing Future Capex Needs

50 100 150 200 250

1H18 2H18E

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

  • 60%
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Significant Financial Flexibility and Enhanced Liquidity

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▪ 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 ▪ Pro-Forma Liquidity Increased to $780 Million ▪ $770 MM undrawn on $800 MM revolving credit facility ▪ 2Q18 Annualized Leverage¹ of 2.7x, Year-end 2018 Annualized Leverage¹ of <2.8x ▪ 2.4x leverage on a covenant basis in 2Q18 ▪ Prudent Funding Track Record ▪ Funded $1.3 Billion in net organic capital and 3 accretive acquisitions since IPO ▪ 70% funded with cash and debt, including entire organic program

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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▪ 90 MBbl/d of Crude Oil Capacity (115

MBoe/d) from 5 CGFs Provides Long Runway for Sponsor Planned Volume Growth

▪ Completed Billy Miner II and Collier

CGFs in 2Q18

▪ All CGFs connected and flowing through

Advantage Pipeline

▪ July Oil and Gas Gathering Throughput of 40

MBoe/d, Produced Water 77 MBw/d

▪ Substantial Capital Efficiency Expected in

2019 with Backbone Infrastructure Complete

▪ Commenced Buildout of Three-Stream

Gathering for 3rd- party Customer on 13,000 Acres in the Southern Delaware

▪ First well anticipated in 3Q18

Delaware Basin: Blanco River

Blanco River Activity 1Q18 2Q18 Oil & Gas Gathered (MBoe/d) 19 28 PW Gathered (MBw/d) 26 60 Gross Organic Capital ($MM) 154 92 Net Organic Capital ($MM) 62 37 Well Connections 9 26 Average Lateral Length (ft) ~7,700 ~9,100

Backbone complete, throughput growth underway

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Delaware Basin: Trinity River

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▪ 2Q18 Advantage Throughput up over 3x from Acquisition Closing Date ▪ System Capacity Expansion System from 150 MBbl/d to 200 MBbl/d Complete in July ▪ Positions for growth in 2019 and beyond ▪ 2018 Volumes Now Anticipated to Average 105 -115 MBbl/d From >100 MBbl/d ▪ August nominations of 105 MBbl/d ▪ Continuing to Progress Expansion of Intermediate Crude Gathering and JV Opportunities for CWEI Dedication

▪ 18,000 HP of Owned Compression Installed ▪ 2Q18 Compression Volumes of 30,468 MMBtu/d

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

Advantage Pipeline Advantage Pipeline Oil Throughput (MBbl/d) Trinity River Activity 1Q18 2Q18 Gross Organic Capital ($MM) 27 3 Net Organic Capital ($MM) 27 3 Advantage Throughput* (MBbl/d) 88 105 Owned Compression HP 12,000 18,000 Compression

*Excluded from total throughput due to accounting treatment as investment income

Outperforming Advantage Pipeline acquisition case

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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

▪ 5 initial wells tied into system in late June ▪ System connection into Black Diamond

Milton terminal

▪ Anticipate Oil, Gas and Produced Water

Gathering for ~30 New Wells in 2H18

▪ 10 wells currently online ▪ 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

Green River Activity 1Q18 2Q18 Oil & Gas Gathered (MBoe/d)

  • n/a*

PW Gathered (MBw/d)

  • n/a*

FW Delivered (MBw/d)

  • 112

Gross Organic Capital ($MM) 24 29 Net Organic Capital ($MM) 6 7 Well Connections 5 Average Lateral Length (ft)

  • 9,900

*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

Laramie River Activity 1Q18¹ 2Q18 Oil & Gas Gathered (MBoe/d)² 54 71 PW Gathered (MBw/d) 5 6 FW Delivered (MBw/d) 44 46 Gross Organic Capital ($MM) 41 30 Net Organic Capital ($MM) 31 23 Well Connections 74 103 Average Lateral Length (ft) ~7,600 ~6,700

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

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

Colorado River Activity 1Q18 2Q18 Oil & Gas Gathered (MBoe/d) 94 93 PW Gathered (MBw/d) 16 21 FW Delivered (MBw/d) 102 1.1 Gross Organic Capital ($MM) 3 Net Organic Capital ($MM) 3 Well Connections 31 11 Average Lateral Length (ft) ~7,400 ~8,700

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 Guidance Detail

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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

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Organic – No Drop Downs

2018E 2019-2022E

Distribution per Unit 20% 20% Coverage (in all years) (1) 2.0 – 2.1x > 1.3x Year-End Annualized Leverage(1) Goals <2.8x 2019: <2.75 2020: <2.25 2021+: <2.0x ROACE (1, 3) > 15% 13 – 16% DCF Funding % of Capex and Distributions (4) ~50% ~90% (cumulative)

1. Figures are Non-GAAP, see definition provided in appendix hereto 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

▪ Prudent Commodity Price View: Based on $50/Bbl and $3/Mcf Price Deck vs. Current Strip ▪ 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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Appendix

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NBLX Asset Map: DJ Basin

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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

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Area: Delaware Basin 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.

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50%

NBLX Structure

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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 Assets:

  • East Pony Gas Gathering
  • East Pony Gas Processing
  • Eagle Ford Shale Midstream
  • Additional DJ Acreage
  • Additional Delaware Basin

Services 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%

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Non-GAAP Financial Measures

22 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

23

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