UBS Conference January 2017 Company Information NGL Energy Partners - - PowerPoint PPT Presentation

UBS Conference January 2017

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

• utside 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

• nly as of the date hereof. Except as required by law, the Partnership

undertakes no obligation to revise or publicly update any forward-looking statement.

2

Company Information

Contact Information Forward Looking Statements NGL Energy Partners LP Corporate Headquarters NGL Energy Partners LP 6120 South Yale Avenue, Suite 805 Tulsa, Oklahoma 74136 Website www.nglenergypartners.com Investor Relations Contact us at (918) 481-1119

• r e-mail us at

InvestorInfo@nglep.com

(1) Market Data as of 1/3/2017 (2) Unit Count and Balance Sheet Data as of 9/30/2016, Market Cap. And Enterprise Value include Preferred Equity

NYSE Ticker NGL Unit Price

(1)

21.15 $ Market Capitalization (1)(2) 2.51 $ Billion Enterprise Value

(1)(2)

6.58 $ Billion Yield

(1)(2)

7.38%

3

NGL Energy Partners LP Overview

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
• Offers producers and customers a menu of midstream services

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:

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 5

Segment Contribution

Positioned for growth with a well-capitalized balance sheet

• Market cap: $2.51bn ($21.15 per unit on 1/3/17 and $240mm in

preferred equity)

• FY 2017E compliance leverage: 3.8x – 3.9x

– FY 2017E EBITDA guidance: $485-500mm (only includes 5 months of Grand Mesa) – 9/30/16 debt: $2,353mm (Excluding WC Facility)

• Grand Mesa Operational 11/1/16
• Sawtooth expansion complete in mid-November
• In December 2016, announced intention to acquire certain terminal

facilities from Murphy Energy Corporation

• Houma Crude Terminal in service 1/5/17
• Point Comfort terminal assets in service April 2017
• Glass Mountain Pipeline STACK Extension expected to be complete in

Q417 (Calendar)

• Sale of TransMontaigne GP and LP units, combination of Grand Mesa

/ Saddlehorn, issuance of preferred equity to Oaktree and Senior Notes offering solidified balance sheet

Reduce Capital Requirements Strengthen Balance Sheet Lower Cost

• f Capital

Enhanced Liquidity Grand Mesa Combination with Saddlehorn

  

Sale of TransMontaigne GP and LP Units

   

Retired Debt at a Discount

 

Oaktree Partnership and Preferred Equity Raise

   

ATM

  

Senior Notes Offering

  1 2 3 4

(a) Segment EBITDA totals are as follows: $150mm for refined products and renewables, $90mm for crude oil logistics, $105mm for retail propane, $90mm for liquids, and $75mm for water solutions; excludes overhead.

Business Update Balance Sheet Highlights FY 2017E EBITDA by Segment(a)

Refined Products / Renewables 29% Crude Oil Logistics 17% Retail Propane 21% Liquids 18% Water Solutions 15%

6

7

Segment Contribution Grand Mesa Pipeline

• Grand Mesa Pipeline delivers crude oil from the DJ Basin to

Cushing, OK with origin points located in Weld County at Lucerne and Riverside, Colorado

• Platteville to Cushing pipeline segment is a 20-inch undivided

joint interest pipeline with Saddlehorn in which Grand Mesa

• wns 150,000 bpd of the pipeline capacity (37.5% undivided

joint interest)

– Operating costs are allocated based on proportionate

• wnership interest and throughput
• Crude oil shipments commenced October 3, 2016 and

commercial operations commenced November 1, 2016

– Year 1 EBITDA: ~$120 million (11/2016 - 10/2017) – Year 2 EBITDA: ~$150 million (11/2017 - 10/2018) – Average contract term on the pipeline is approximately nine years

• EBITDA forecast includes all expected re-contracting and

current operating assumptions, including 12/17/2016 Term Sheet with Bonanza Creek

– Bonanza Creek filed Term Sheet as part of pre-packaged Chapter 11 filing – Seven year contract with 100% Volume Dedication and 1-rig drilling program to establish MVC after 2017 capped at 20,000 barrels per day – Rate includes wellhead differential based on WTI with $4.25/bbl floor growing to $5.25/bbl floor

Oil and Gas Permits Pending Oil and Gas Permits DJ Basin Lucerne Grand Mesa Riverside Grand Mesa Platteville Saddlehorn Denver

Legend

Source: Colorado Oil & Gas Conservation Commission http://cogcc.state.co.us/#/home

Grand Mesa Pipeline NGL Crude Terminal

DJ Basin Niobrara Shale Wattenberg Field

Cushing Storage

8

Segment Contribution STACK Extension / Murphy Energy Asset Purchase

• Glass Mountain Pipeline is a joint venture owned equally with SemGroup
• Corporation. The current pipeline is 215 miles long and delivers crude oil

from the Mississippi Lime and Granite Wash plays to Cushing, Oklahoma.

─ Glass Mountain has entered into a long-term, fee-based transportation agreement with a large investment grade producer in the STACK that includes a committed area of dedication, and plans to build the STACK extension. ─ The STACK extension will provide producers a cost-effective and reliable transportation solution from the STACK region to Glass Mountain’s storage facilities in Cushing with further delivery to refineries in the Mid-Continent and along the Gulf Coast. ─ The approximately 44-mile extension will tie-in to the existing Glass Mountain mainline. ─ Route selection is complete and right-of-way acquisition is underway. Pending regulatory requirements, the extension is expected to be completed in 4Q17 (calendar).

• In December 2016, NGL announced its intention to acquire certain assets

from Murphy Energy Corporation for a total purchase price of ~$51 million.

• Kingfisher Facility is a Y-grade, condensate, and crude oil facility with

connection to the Chisholm NGL Pipeline and the Conway Fractionation complex. ─ Provides multiple truck unloading stations, 450,000 gallons of storage, a methanol extraction tower and 5,000 bpd condensate splitter. ─ Strategically located in the STACK and SCOOP plays of central Oklahoma. ─ Crude oil from the Kingfisher facility is expected to be delivered to Cushing via the GMP STACK Extension.

• Port Hudson NGL terminal is a motor fuel blending facility strategically

located along the Colonial Pipeline. ─ Truck unloading and storage facility with total capacity of 720,000 gallons of Butane and Naphtha for motor fuel blending. ─ Business is supported by long-term exclusive supply contracts

Cushing Alva Arnett Kingfisher

Glass Mountain Pipeline STACK Extension Port Hudson, Louisiana Terminal

NGL Operational Assumptions

9

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 Generate Long- Term Fee Based Cash Flows

• Transport crude oil from the wellhead to refiners
• Refined Products from refiners to customers
• Wastewater from the wellhead to treatment for disposal, recycle or discharge
• Natural Gas Liquids from fractionators / hubs to end users, including refiners and 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 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 prices
• 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

10

Operating Segments

11

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 17 common carrier pipelines

• Crude Oil Storage

– 4.6 MMbbls of storage in Cushing – 4 Gulf Coast terminals with storage of approx. ~520 Mbbls – Port of Catoosa, Oklahoma - storage services; truck and rail trans- loading to barges with access to Gulf Coast; approximately 140Mbbls storage capacity

• Crude Oil Transportation

– 35 LACT units, ~200 owned trucks and ~270 trailers – ~1,000 GP railcars leased or owned – Own 10 tows, 19 barges, >25Mbbls per barge capacity

Sample of Counterparties

$28 $73 $61 $90-100

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

12

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 Tows Arnett Origin Station for Glass Mountain Pipeline

126 230 184 217

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

(1) Only includes Marketing volumes and 5 months of Grand Mesa volumes. (1)

13

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 and solids,

transportation of water through pipelines, truck and frac-tank washouts, and recovered hydrocarbons

• Over 1.5 million bpd of total disposal capacity
• Significant Geographic diversification in the basins with the most

attractive returns

• Working towards long-term acreage dedications and take or pay

contracts with producers

• Ability to provide all levels of technology required per basin. Multi-

patented 14-step water treatment process to provide better than drinking water quality

• 73 water treatment and disposal facilities, including 91 wells across

the Permian (32), Eagle Ford (31), DJ (21), Bakken (3), Granite Wash (3) and Pinedale Anticline (1) 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 (freshwater) standard

• Numerous water pipelines which directly connect from oil and gas

producing wells to NGL’s salt water disposal facilities

Rig Count Summary(1) Basin Rig Count Increase in Rigs Since May 2016 NGL Service Basin? Permian 203 +64



Eagle Ford 35 +1



Cana Woodford 35 +8 Marcellus 32 +6 Williston 30 +5



DJ-Niobrara 16 +3



Utica 15 +5 Haynesville 14 +2 Granite Wash 10 +6 Arkoma Woodford 4 +2 Barnett 3 (-3) Mississippian 3 (-3) Fayetteville 1 +1 Others 123 (-2) Total US Rig Count 524

(1) Baker Hughes as of October 2016.

$68 $126 $71 $75

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

14

Segment Contribution Water Solutions

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

NGL saltwater disposal facility with solids processing capacity

• $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 207 443 570 585

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

Permian Basin Water Statistics

(1) Energy Information Agency, Drilling Productivity Report, September 2016.

Assumed Water-to-Crude Ratio ~4-to-1 Current Permian Crude Production(1) ~1,999 mbpd Assumed Permian Salt Water Production ~7,996 mbpd Assumed Disposal Rate $0.50 - $0.60 / barrel Assumed Pipeline Transportation Rate $0.40 - $0.60 / barrel

15

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

• Large provider of butane to refiners for gasoline blending
• Utilizes underground storage to take advantage of seasonal demand
• Purchase-and-sale transactions are entered primarily on a back-to-

back basis

• Large supplier of propane to retail propane suppliers
• Automated truck loading and unloading facilities operating 24 hours

a day

• 18 terminals serving over 400 customers
• 11 terminals with rail unloading capability, 3 multi-product

terminals, 9 pipe-connected terminals

• Approximately 3.8 million barrels of leased underground storage,

0.31 million barrels of above ground storage

• Sawtooth NGL Caverns, 5 Caverns with ~6.1 million barrels of

butane and propane storage in Utah

• Shipper on 5 common carrier pipelines
• ~ 4,000 leased high pressure railcars; ~ 1,200 GP railcars

Sample of Counterparties

$87 $93 $101 $90

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

16

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

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

17

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 (1)
• Geographic diversity mitigates weather risk
• No customer accounts for more than 1% of revenue
• Seasonal business with majority of retail propane volume sold during the

peak heating season from October through March

• Liquids Logistics segment provides majority 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 124 customer service locations
• Own or lease 98 satellite distribution locations
• Aggregate propane storage capacity of 13.4 million gallons
• Aggregate distillate storage capacity of 3.4 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 17,000 water

softeners and filters

(1) Per LP Gas Magazine.

$91 $97 $79 $105

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

18

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

445 464 416 470 96 96 84 103

$0.96 $0.98 $1.08 $0.93 $0.53 $0.59 $0.54 $0.51

$- $0.50 $1.00 $1.50 100 200 300 400 500 FY 2014 FY 2015 FY 2016 FY 2017E Propane Distillate Propane Margin/GAL Distillate Margin/GAL

19

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. 7.3 million barrels of storage capacity
• 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

27 186 270 265 10 15 16 16

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

Refined Products Renewables $8 $79 $134 $150

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

20

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

(1) Includes Bulk volumes that contribute no margin. The FY 2016 volumes associated with these sales was ~55,000 BBL’s / Day, which were used as an assumed volume for FY 2017. (1)

21

Financial Overview

22

Financial Objectives

Accretive Capital Projects L

• w

e r C

• s

t

• f

C a p i t a l C a s h F l

• w

P r e d i c t a b i l i t y Strong Balance Sheet Robust Distribution Coverage

• The Partnership has made significant strides 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

• Continue 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

12/1/2015

23

NGL Finance Goals and Achievements

1) Reduce Committed Capital Expenditure Requirements 2) Strengthen Balance Sheet 3) Lower Current Cost of Capital Including Lower Debt and Common Unit Yields 4) Enhance Liquidity

• Sale of the TLP GP to

ArcLight for $350 million and reduced debt

• Retained TransMontaigne

LLC refined products business

• Extended exclusive lease

agreement of TLP SE Terminals

• Combination of

Grand Mesa and Saddlehorn projects reduced capital requirements by ~$200 million

• Retired ~$100 million of NGL

debt at ~60% of par

• Temporary reduction of the

NGL common unit distribution to $1.56 annualized

• GP forgoes approximately

$65mm of annualized distributions in FY17

• Formed a strategic partnership

with Oaktree and announced $200 million of preferred units

• Proposed debt offering of $400

million to be used to repay revolver borrowings

• Upsized to $700 million note offering

with a coupon rate of 7.5%

• Increased liquidity in NGL bonds
• Upsized preferred equity with Oaktree to $240 million

and closed transaction

• Filed S-3 for ATM
• Sale of TLP LP

common units for ~$112 million

3/1/2016 6/1/2016 12/1/2016 9/1/2016

• Grand Mesa

commenced commercial

• perations
• Nov. 1, 2016

1.0x 1.2x 1.0x 1.8x

FY 2014 FY 2015 FY2016 FY 2017E

24

Performance Metrics

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

$24 $184 $271 $443 $424 $485-500

IPO FY 2013 FY 2014 FY 2015 FY2016 FY 2017E

Distribution Coverage

1.3x-1.5x Target (1) Does not include TLP capital expenditures (2) Includes the GP and preferred unit distributions if any

(1) (2)

$169 $320 $277 $328-343 $168 $266 $290 $188

FY 2014 FY 2015 FY2016 FY 2017E

Distributable Cash Flow Distributions

$491 $1,269 $961 $138 $114 $59 $133 $160 $600 $299 $14 $32 $35 $30 $35

FY 2013 FY 2014 FY 2015 FY2016 FY 2017E

Acquisitions Growth Capital Maintenance Capital

9/30/2016 3/31/2016 Change Cash and Equivalents 23,427 $ 28,176 $ (4,749) $ Other Current Assets 1,226,872 1,000,304 226,568 Current Assets 1,250,299 1,028,480 221,819 Property, Plant and Equipment 1,755,416 1,649,572 105,844 Goodwill 1,467,955 1,315,362 152,593 Intangibles 1,190,147 1,148,890 41,257 Investment in Unconsolidated Entities 190,662 219,550 (28,888) Other Long Term Assets 219,439 198,301 21,138 Total Assets 6,073,918 $ 5,560,155 $ 513,763 $ Current Liabilities 798,853 706,017 92,836 Working Capital Facility 710,500 618,500 92,000 Acquisition Facility 1,312,000 1,229,500 82,500 Senior Notes & Other Long Term Debt 1,040,508 1,064,837 (24,329) Other Long Term Liabilities 198,001 247,236 (49,235) Total Partners Capital 2,014,056 1,694,065 319,991 Total Liabilities and Equity 6,073,918 $ 5,560,155 $ 513,763 $ Moody's S&P Credit Ratings Ba3 BB-

$1,335 $25 $25 $25 $25 $25 $25 $25 $25 $25 $25 $383 $369 $700 $- $500 $1,000 $1,500 1/1/16 1/1/17 1/1/18 1/1/19 1/1/20 1/1/21 1/1/22 1/1/23 1/1/24 Credit Facility due 11/2018 6.650% Notes due 6/2022 5.125% Notes due 7/2019 6.875% Notes due 10/2021 7.500% Notes due 11/2023

2.9x 3.2x 3.2x 3.9x 3.8x-3.9x

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

Credit Profile

Debt Maturities and Balances Pro-Forma (In Millions) Covenant Compliance Leverage

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. Total Indebtedness at Sept. 30, 2016 per the Partnership’s Credit Facility and used for covenant compliance totaled $2.4 billion.

(2) Convertible Preferred Notes included in Total Partners Capital calculation. (1)

25

NGL Operational Assumptions

26

Key Investment Highlights

Diversified and Attractive Asset Base

• Multiple business segments with significant geographic diversity reduce cash flow volatility
• 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 and Horizontal 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
• Offer a menu of services to producers and customers

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

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, which strengthens alignment of incentives with

lenders and public unitholders

• Supportive general partner which is privately owned, of which over 65% is held by current and former management

and directors, with no indebtedness

27

Appendix

2Q '17 2Q '16 % Variance Total Volume (In Thousand's) Refined Products/Renewables Refined Products (BBL's) 37,448 24,148 55% Renewables (BBL's) 1,499 1,308 15% Crude Oil (BBL's) 7,770 21,404

• 64%

Liquids Propane (GAL's) 222,352 243,663

• 9%

Other NGL's (GAL's) 188,964 232,227

• 19%

Retail Propane Propane (GAL's) 23,745 23,095 3% Distillates (GAL's) 2,949 3,550

• 17%

Water Disposal (BBL's) 46,252 54,719

• 15%

Total Revenue 3,045.5 $ 3,193.2 $

• 5%

Total Cost of Sales 2,928.7 $ 3,005.8 $

• 3%

Adjusted EBITDA 75.4 $ 67.6 $ 12% Distributable Cash Flow 39.3 $ 30.0 $ 31% Distribution to LP Unitholders 0.39 $ 0.64 $

• 39%

TTM Distribution Coverage 1.22x 1.08x 13% Maintenance Capex 6.4 $ 11.3 $

• 43%

Growth Capex with Investments 151.8 $ 352.0 $

• 57%

Covenant Compliance Leverage 4.15x 3.54x Total Debt (Excluding Working Capital Facility) 2,352.5 $ 2,188.1 $ 8% Working Capital Facility 710.5 $ 656.0 $ 8% Total Liquidity 1,172.4 $ 735.2 $ 59% 28

2nd Quarter Update

• Segment Summary

– Refined Products/Renewables continues to outperform expectations driven by growth in motor fuels demand – Crude Logistics was impacted by lower U.S. crude production and a flattening of the Contango curve – Liquids business was impacted by railcar costs and increased storage supply – Retail Propane was impacted by higher propane supplies carried forward from last years warm winter – Water Solutions expects to see water volumes increase due to increasing rig count offset by margin pressure from lower crude prices then prior years

• Executed balance sheet and liquidity improving transactions:

– $200 million ATM program filed and initiated. Issued ~$13 million of equity through October – Issued $700 million in Senior Notes – Pro forma 9/30/16 liquidity of over $1,100 million

• Temporary reduction of the NGL LP unit distribution to $1.56 per unit

annualized announced in April 2016

• Provides valuable liquidity to reduce debt and fund capital projects

with excess coverage

• Reduces the annualized distributions to NGL GP by approximately

$65mm, proving NGL GP’s support of the LP

Quarterly Summary Performance ($’s In Millions )

(1) Does not include acquisition expenses. (2) Does not include TLP capital expenditures. (3) 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) (1) (2) (3) (1) (Pro-Forma)

29

NGL Revolving Credit Commitments

(1) Includes the re-allocation of $400 million from the Working Capital Commitment to the Expansion Facility as provided in the Credit Agreement at the Partnership's discretion.

Working Capital Acquisition Total Lender Commitment (1) Commitment (1) Commitment Deutsche Bank AG $ 84,636,602 $ 117,863,398 $ 202,500,000 8.15% Royal Bank of Canada 84,636,602 117,863,398 202,500,000 8.15% BNP Paribas 68,963,157 96,036,843 165,000,000 6.64% Toronto Dominion 64,783,572 90,216,428 155,000,000 6.24% Bank of America, N.A. 64,365,613 89,634,387 154,000,000 6.20% PNC Bank, National Association 62,693,779 87,306,221 150,000,000 6.04% SunTrust Bank 60,603,986 84,396,014 145,000,000 5.84% ABN AMRO Capital USA LLC 54,334,608 75,665,392 130,000,000 5.23% UBS AG 53,498,691 74,501,309 128,000,000 5.15% The Bank of Tokyo-Mitsubishi UFJ, Ltd. 52,244,816 72,755,184 125,000,000 5.03% BMO Harris Bank N.A. 45,975,438 64,024,562 110,000,000 4.43% HSBC Bank USA, N.A. 44,721,562 62,278,438 107,000,000 4.31% Mizuho Bank Ltd. 43,049,728 59,950,272 103,000,000 4.15% Wells Fargo Bank, N.A. 38,661,164 53,838,836 92,500,000 3.72% Barclays Bank PLC 36,571,371 50,928,629 87,500,000 3.52% Goldman Sachs Bank USA 35,317,495 49,182,505 84,500,000 3.40% Societe Generale 31,346,889 43,653,111 75,000,000 3.02% Credit Suisse AG 29,257,097 40,742,903 70,000,000 2.82% Raymond James Bank, N.A. 20,897,926 29,102,074 50,000,000 2.01% Citizens Bank, N.A. 20,062,009 27,937,991 48,000,000 1.93% KeyBank National Association 16,718,341 23,281,659 40,000,000 1.61% Amegy Bank National Association 10,031,005 13,968,995 24,000,000 0.97% Macquarie Bank Limited 8,359,171 11,640,829 20,000,000 0.81% Commerce Bank, N.A. 6,269,378 8,730,622 15,000,000 0.60% Totals $ 1,038,000,000 $ 1,445,500,000 $ 2,483,500,000

30

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) 107,454,272 C.U. Outstanding

As Restated As Restated Three Months Ended September 30, Six Months Ended September 30, 2016 2015 2016 2015 (in thousands) (in thousands) Net (loss) income (66,658) $ (6,100) $ 116,095 $ (31,107) $ Less: Net loss (income) attributable to noncontrolling interests 59 (3,497) (5,774) (7,847) Net (loss) income attributable to NGL Energy Partners LP (66,599) (9,597) 110,321 (38,954) Interest expense 33,489 29,520 63,797 58,168 Income tax expense (benefit) 460 (2,805) 922 (2,284) Depreciation and amortization 54,522 53,299 107,102 107,467 EBITDA 21,872 70,417 282,142 124,397 Net unrealized losses (gains) on derivatives 2,293 (6,286) 3,220 (2,746) Inventory valuation adjustment 39,530 9,197 32,693 19,355 Lower of cost or market adjustments (393) 414 108 (5,926) Loss (gain) on disposal or impairment of assets, net 851 1,294 (203,504) 1,713 Gain on early extinguishment of liabilities (938)

• (30,890)
• Revaluation of investments
• 14,365
• Equity-based compensation expense

10,660 9,448 32,994 49,680 Acquisition expense 724 567 1,161 632 Other 790 (17,447) 6,909 (30,490) Adjusted EBITDA 75,389 67,604 139,198 156,615 Cash interest expense 29,711 26,323 58,869 57,495 Maintenance capital expenditures 6,401 11,253 12,696 18,906 Distributable Cash Flow 39,277 $ 30,028 $ 67,633 $ 80,214 $

31

2Q’17 Adjusted EBITDA Walk

(1) Amount represents adjustments related to noncontrolling interests and the non-cash valuation adjustment of contingent consideration liabilities, offset by the cash payments, related to royalty agreements acquired as part of acquisitions in our Water Solutions segment

(1) (1)

Three Months Ended September 30, 2016 Refined Products Crude Oil Water Retail and Corporate Logistics Solutions Liquids Propane Renewables and Other Consolidated (in thousands) Operating income (loss) (19,039) $ (4,430) $ 8,384 $ (8,717) $ 11,387 $ (23,413) $ (35,828) $ Depreciation and amortization 9,025 25,129 4,425 10,705 416 903 50,603 Amortization recorded to cost of sales 100

• 195
• 1,454
• 1,749

Net unrealized (gains) losses on derivatives 1,613 (2,193) 2,734 139

• 2,293

Equity-based compensation expense

• 10,660

10,660 Inventory valuation adjustment

• 39,530
• 39,530

Lower of cost or market adjustments

• (393)
• (393)

Loss (gain) on disposal or impairment of assets, net 8,477 (11) 17 (65) (7,563) (3) 852 Acquisition expense

• 724

724 Other income (expense), net 145

• 24

139 11 1,762 2,081 Adjusted EBITDA attributable to unconsolidated entities 2,386 46

• (111)

782

• 3,103

Adjusted EBITDA attribtuable to noncontrolling interests

• (794)
• 18
• (776)

Other (Grand Mesa contract credit-amortization) 790

• 790

Adjusted EBITDA 3,497 $ 17,747 $ 15,779 $ 2,108 $ 45,624 $ (9,367) $ 75,388 $

32

2Q’17 & 2Q’16 Adjusted EBITDA by Segment

As Restated Three Months Ended September 30, 2015 Refined Products Corporate Crude Oil Water Retail and and Logistics Solutions Liquids Propane Renewables and Other Consolidated (in thousands) Operating (loss) income (75) $ 18,257 $ 20,370 $ (1,765) $ (5,244) $ (13,245) $ 18,298 $ Depreciation and amortization 10,053 22,416 2,745 8,909 11,152 1,486 56,761 Amortization recorded to cost of sales 63

• 261
• 1,376
• 1,700

Net unrealized losses (gains) on derivatives 1,484 (4,166) (3,331) (273)

• (6,286)

Inventory valuation adjustment

• 9,197
• 9,197

Lower of cost or market adjustments 14

• 400
• 414

Loss on disposal or impairment of assets, net 1,080 58 9 64 80

• 1,291

Equity-based compensation expense

• 23

9,443 9,466 Acquisition expense

• 7
• 560

567 Other (expense) income, net (1,812) 479 103 166 7 3,012 1,955 Adjusted EBITDA attributable to unconsolidated entities 2,966 (265)

• (111)

3,071

• 5,661

Adjusted EBITDA attributable to noncontrolling interest

• (339)
• (94)

(12,935)

• (13,368)

Other

• (18,052)
• (18,052)

Adjusted EBITDA 13,773 $ 18,388 $ 20,157 $ 6,903 $ 7,127 $ 1,256 $ 67,604 $ (1)

Six Months Ended September 30, 2016 Refined Products Crude Oil Water Retail and Corporate Logistics Solutions Liquids Propane Renewables and Other Consolidated (in thousands) Operating income (loss) (19,664) $ 75,034 $ 8,327 $ (11,219) $ 161,156 $ (55,562) $ 158,072 $ Depreciation and amortization 17,993 49,563 8,874 20,392 833 1,854 99,509 Amortization recorded to cost of sales 184

• 390
• 2,771
• 3,345

Net unrealized (gains) losses on derivatives 219 (834) 3,626 209

• 3,220

Equity-based compensation expense

• 32,994

32,994 Inventory valuation adjustment

• 32,693
• 32,693

Lower of cost or market adjustments

• 108
• 108

Loss (gain) on disposal or impairment of assets, net 9,962 (94,281) 49 (34) (119,160) (3) (203,467) Acquisition expense

• 2
• 1,159

1,161 Other income (expense), net (1,310) 310 63 320 2,879 3,591 5,853 Adjusted EBITDA attributable to unconsolidated entities 5,074 (63)

• (277)

1,676

• 6,410

Adjusted EBITDA attribtuable to noncontrolling interests

• (1,631)
• 140
• (1,491)

Other (Grand Mesa contract credit-amortization) 790

• 790

Adjusted EBITDA 13,248 $ 28,098 $ 21,329 $ 9,533 $ 82,956 $ (15,967) $ 139,197 $

33

2Q’17 & 2Q’16 YTD Adjusted EBITDA by Segment

As Restated Six Months Ended September 30, 2015 Refined Products Corporate Crude Oil Water Retail and and Logistics Solutions Liquids Propane Renewables and Other Consolidated (in thousands) Operating income (loss) 11,885 $ 28,704 $ 19,899 $ (2,465) $ 27,776 $ (68,711) $ 17,088 $ Depreciation and amortization 20,055 43,262 7,749 17,615 25,327 2,584 116,592 Amortization recorded to cost of sales 125

• 522
• 2,754
• 3,401

Net unrealized losses (gains) on derivatives 714 (2,458) (740) (262)

• (2,746)

Inventory valuation adjustment

• 19,355
• 19,355

Lower of cost or market adjustments (1,211)

• (4,715)
• (5,926)

Loss (gain) on disposal or impairment of assets, net 1,000 710 (191) 113 80

• 1,712

Equity-based compensation expense

• 585

49,556 50,141 Acquisition expense

• 7
• 625

632 Other (expense) income, net (5,760) 783 207 501 383 4,666 780 Adjusted EBITDA attributable to unconsolidated entities 7,292 (259)

• (185)

10,436

• 17,284

Adjusted EBITDA attributable to noncontrolling interest

• (933)
• 26

(29,220)

• (30,127)

Other

• (31,571)
• (31,571)

Adjusted EBITDA 34,100 $ 38,238 $ 27,446 $ 15,350 $ 52,761 $ (11,280) $ 156,615 $ (1)

34

FY’16 Adjusted EBITDA by Segment

(1) Amount represents adjustments related to noncontrolling interests and the non-cash valuation adjustment of contingent consideration liabilities, offset by the cash payments, related to royalty agreements acquired as part of acquisitions in our Water Solutions segment

(1)

Year Ended March 31, 2016 Refined Products Crude Oil Water Retail and Corporate Logistics Solutions Liquids Propane Renewables and Other Consolidated (in thousands) Operating income (loss) (40,745) $ (313,673) $ 76,173 $ 44,096 $ 226,951 $ (97,405) $ (104,603) $ Depreciation and amortization 39,363 91,685 15,642 35,992 40,861 5,381 228,924 Amortization recorded to cost of sales 250

• 1,044
• 5,406
• 6,700

Net unrealized (gains) losses on derivatives 2,123 3,196 (4,008) (56)

• 1,255

Equity-based compensation expense

• 501

58,315 58,816 Inventory valuation adjustment

• 24,390
• 24,390

Lower of cost or market adjustments (1,211)

• (4,721)
• (5,932)

Loss (gain) on disposal or impairment of assets, net 54,952 381,682 11,600 (137) (127,314)

• 320,783

Acquisition expense

• 7
• 1,995

2,002 Revaluation of liabilities

• (93,725)
• (93,725)

Equity in earnings (losses) of unconsolidated entities 3,547 (552)

• (528)

13,654

• 16,121

Other income (expense), net (6,725) 2,144 281 1,055 179 8,641 5,575 Depreciation and amortization of unconsolidated entities 9,927 1,135

• 98

8,898

• 20,058

Adjusted EBITDA attribtuable to noncontrolling interests

• (518)
• (1,324)

(54,407)

• (56,249)

Other

• Adjusted EBITDA

61,481 $ 71,374 $ 100,732 $ 79,203 $ 134,399 $ (23,073) $ 424,115 $