2017 mlpa investor conference - noble...

www.nblmidstream.com

2017 MLPA Investor Conference

May 31 – June 2, 2017


Forward Looking Statements and Non-GAAP Measures

This presentation contains certain “forward-looking statements” within the meaning of the federal securities law. Words such as“anticipates”, “believes”, “expects”, “intends”, “will”, “should”, “may”, “estimate” and similar expressions may be used to identifyforward-looking statements. Forward-looking statements are not statements of historical fact and reflect Noble MidstreamPartners LP’s (“the Partnership” or “Noble Midstream”) current views about future events. No assurances can be given that theforward-looking statements contained in this presentation will occur as projected, and actual results may differ materially fromthose projected. Forward-looking statements are based on current expectations, estimates and assumptions that involve anumber of risks and uncertainties that could cause actual results to differ materially from those projected. These risks include,without limitation, the ability of Noble Energy, Inc. (“NBL”) to meet its drilling and development plans, changes in generaleconomic 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’sability to successfully implement its business plan, the Partnership’s ability to complete internal growth projects on time and onbudget, the price and availability of debt and equity financing, the availability and price of crude oil and natural gas to theconsumer 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 Annual Report on Form10-K for the fiscal year ended December 31, 2016 and in the other reports the Partnership files with the Securities and ExchangeCommission. These reports are also available from the Partnership’s office or website, www.nblmidstream.com. Forward-lookingstatements are based on the estimates and opinions of management at the time the statements are made. Noble Midstreamdoes not assume any obligation to update forward-looking statements should circumstances or management's estimates oropinions change.

This presentation also contains certain measures of financial performance that are not calculated in accordance with generallyaccepted accounting principles in the United States (“GAAP”) that management believes are good tools for internal use and theinvestment community in evaluating Noble Midstream’s overall financial performance. Please see the attached schedules forreconciliations of the non-GAAP financial measures used in this presentation to the most directly comparable GAAP financialmeasures.

In this presentation, we refer to certain results as “attributable to the Partnership.” Unless otherwise noted herein, all resultsincluded in this release reflect the results of our predecessor for accounting purposes, for periods prior to the closing of ourinitial public offering (“IPO”) on September 20, 2016, as well as the results of our Partnership, for the period subsequent to theclosing of the IPO. We refer to certain results as “attributable to the Partnership,” which excludes the non-controlling interests inthe development companies (“DevCos”) retained NBL. We believe the results “attributable to the Partnership” provide the bestrepresentation of the ongoing operations from which our unitholders will benefit.

2


Noble Midstream Partners LP Overview

3

Noble Midstream Partners LP (“NBLX”) is a midstream MLP formed by sponsor, Noble Energy, Inc. (“NBL”), to support the development of its leading liquids shale plays

NBLX provides a diverse set of midstream services

Crude oil gathering, treating and transmission

Natural gas gathering

Produced water gathering and freshwater delivery

NBLX’s development company (“DevCo”) structure provides multiple avenues for organic and drop down growth

NBLX holds significant dedications in two leading U.S. oil shale basins

Partnership Overview Premier E&P Sponsorship

Noble Midstream GP LLC

(NYSE: NBL)

(NYSE: NBLX)

Noble Midstream Services, LLC

DevCos

Public Unitholders

0-95%Non-Controlling Interests

100%

100%

~45% LP Interest

~55% LP Interest / IDRs

Non-economic GP Interest

5-100% Controlling Interests

DJ Basin300,000 net acres

Delaware Basin111,000 net acres

Acreage Dedications


Consistently Enhancing Top-Tier Growth Outlook

4

2017 – 2020 DPU Growth Objective (Sep. 2016) 20%

Enhancements Since IPO:

Fresh Water Delivery Per Well Demand Nearly Triples Accelerating activity + Increased Type Curves

NBL USO UpdateAccelerating Activity + Increased Type Curves in both DJ and Delaware

Advantage Pipeline JV AcquisitionDelaware Basin Crude Transmission Added to Portfolio

Delaware Basin Gas Gathering DedicationNBL’s legacy 47,000 Delaware Basin acres

Clayton Williams Gathering DedicationOil, gas and produced water gathering on 64,000 Delaware Basin acres

Record Oil and Gas System ThroughputEnhanced Completions Driving Record May Throughput

2017 – 2020+ DPU Growth Objective (May 2017) 20%

Extends 20% Growth Horizon

Durability to Distribution Through Commodity Cycles

Improves Already Strong Coverage and Leverage Outlook

Provides Financial Flexibility for Complementary Growth Opportunities

Sep. ’16

Nov. ’16

Feb. ’17

Apr. ’17

Apr. ’17

May ‘17


Increasing 2Q 2017 Volume Guidance

5

Prior Current

Produced Water Gathered

(MBw/d)

10 - 1211 - 13

Prior Current

Oil and Gas Gathered

(MBoe/d)

65 - 70

70 - 75

Prior Current

Fresh Water Delivered

(MBw/d)

100 - 150

125 - 175

2Q 2017 Gross Volume Guidance

Enhanced Completion Performance Driving Record Throughput

3 consecutive months with record throughput (March, April, May 2017)

Significant Growth Through Existing Infrastructure

2Q oil and gas gathering volumes expected to grow ~15% vs. 1Q before new growth projects begin

Fresh Water Outperformance Continues

Fresh water demand from existing customers exceeding expectations


Gathering Increasing Share of NBL DJ Horizontal Volumes

6

0

25

50

75

100

125

Gross Volumes

(MBoe/d)

NBLX Gathered Volumes Est. NBL Gross Horizontal Volumes

NBLX Gathered Volumes and NBL DJ Basin Gross Horizontal Production

NBLX Gathered Volumes as % of

Est. NBL Gross Hz. Production

4Q’13

4Q’14

4Q ’15

4Q’16

1Q ’17

2Q’17 (E)

20% 30% 49% 53% 55% ~ 60%

2Q ’17 (E)70 - 75 MBoe/d


Delaware Basin

Midstream Services Portfolio

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Dedicated Service

DevCoNBLX

Ownership IDP ProducerDedicated Acres (~)

Crude OilGathering

GasGathering

Prod. WaterGathering

Fresh WaterDelivery

Crude OilTransmission

Colorado River 80%Wells Ranch NBL 78k

East Pony NBL 44k

Trinity River 100%

Delaware BasinLegacy NBL 47k

*

Blanco River 25%

Acq. CWEI 64k

Laramie River 100% Greeley CrescentSYRG 33k

NBL 32k

Green River 25% Mustang NBL 75k

San Juan River 25% East Pony NBL 44k

Gunnison River 5% Bronco NBL 36k

Blanco River

25% Interest

NBL Acreage

3rd Party Acreage

NBL ROFR Acreage

Existing NBLX Pipelines

Planned NBLX Pipelines

Central Gathering Facility

Oil Treating Facility

Integrated Development Plan Areas (“IDPs”)

DJ Basin

Post IPO additions* Dedicated to Advantage Pipeline JV

Advantage

Pipeline

Trinity River

100% Interest


Significant Activity and Scale Added in Delaware Basin

8

0

25

50

75

100

125

150

OXY NBL FANG CXO CDEV JAG PDCE PE CPE

Southern Delaware Basin Net Acreage (000s)

Source: review of public disclosures

6

7

8

10

YE2017 (E) 2018 (E) 2019 (E) 2020 (E)

Anticipated NBL Rigs on NBLX Delaware Basin

Dedicated Acreage

Clayton Williams Acreage Dedication

NBL dedicated acquired acreage in Reeves County, Texas (64k net) for crude oil and produced water gathering and substantially all of the acquired acreage dedicated for gas gathering

NBL’s acreage position ranks second largest in southern Delaware Basin

NBL’s Delaware Basin rig count expected to increase to 6 operated rigs by YE 2017

Planning for two additional central gathering facilities to support Clayton Williams acreage activity; expected facility start up in 1H 2018

Legacy Gas Gathering Dedication

Added gas gathering dedication on substantially all of NBL’s legacy 47k net acres to complement existing oil and produced water gathering dedication

System continuity across NBL’s southern Delaware Basin acreage

Noble Energy’s Base Plan (Jan. 2017)Source: Clayton Williams Acquisition Announcement Presentation (Jan. 2017)


2017 Growth Projects Update

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Delaware Basin Gathering Infrastructure

Commissioning activities on 1st Central Gathering Facility expected to begin in June

2nd CGF on schedule for 4Q start up

Advantage JV Crude Oil System

Advantage operations control handed over to NBLX on April 3rd at close

Advantage tie-in construction underway; connection online with CGF startup

Commercial and scheduling team in place

DJ Basin Greeley Crescent Infrastructure

Fresh water services for SRC Energy commenced operation in April 2017

Construction ~75% complete on 60 MBbl/d Empire Pipeline and 30 MBw/d of produced water infrastructure

Delaware Basin – 1st CGF Delaware Basin - Hwy 285 Station DJ Basin - Empire Pipeline

Colorado

River

10%

Laramie

River

47%

Green

River

10%

Blanco

River

22%

Trinity River

11%

Net Capital

(attributable to the Partnership)

$185 - $205 MM


Advantage Pipeline

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System MapJoint Venture Structure

Advantage Pipeline Holdings LLC

Trinity River DevCo LLC

100%

Plains Pipeline, L.P.

100%

50% 50%

100%

Advantage Pipeline, LLC

Advantage Pipeline to Crane

Strategically Located Southern Delaware Oil Takeaway Pipeline with Premier Joint Venture Partner


DJ Basin Growth Projects

11

Laramie River DevCo (NBLX Interest 100%)

Phased Infrastructure build out for SRC Energy

~ 35 mile transmission line with optionality to Grand Mesa and White Cliffs

60 MBbl/d spec oil capacity w/ expandability

30 MBw/d produced water capacity

120 barrels per minute fresh water delivery capacity

Oil and produced water systems operational 3Q

Fresh water deliveries began in April

Green River DevCo (NBLX Interest 25%)

Planning underway for Mustang IDP Infrastructure

Initial construction to include backbone infrastructure for:

Oil Gathering

Gas Gathering

Produced Water Gathering

Fresh Water Delivery

Empire Pipeline – Laramie River DevCo


$17.1

$22.3

$26.4

$0.0

$10.0

$20.0

$30.0

$40.0

Fresh Water Adding to Strong Coverage

Gathering EBITDA

1Q 2017 NBLX Net EBITDA and Distribution Coverage (1,2)

Normalized Freshwater Delivery EBITDA (3)

Actual Freshwater Delivery EBITDA

Implied Distribution Coverage of 1Q Distribution

x

1.53x

1.84x

1. Figures are Non-GAAP; see reconciliation to GAAP measures in Appendix2. G&A allocated to gathering and freshwater delivery based on proportionate share of EBITDA; coverage figures reflect full net maintenance capital totals3. Assumes 1H 2016 average water volumes / equivalent well

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High Intensity Completions Contributing to Robust Coverage

1.8x Distribution Coverage1 of 1Q Distribution

Gathering segments continue strong performance and cover full distribution by 1.13x

Distribution coverage1 of 1.5x including normalized fresh water use

1Q fresh water delivery averaged 217 MBw per equivalent well

1.13x

110

230

270

0 50 100 150 200 250 300

East Pony federal

East Pony fee

Wells Ranch

1Q 2017 Average Fresh Water per Equivalent Well (MBw)


2020 Outlook

13

Organic – No Drop Downs2017 – 2020

CAGR

Net EBITDA > 20%

Distributable Cash Flow > 20%

Distribution per Unit 20%

Coverage (in all years) (1) > 1.3x

Leverage (in all years) < 2.5x

20%DPU Organic Growth while

Building Coverage

1. Non-GAAP measures2. Excluding Marcellus shale

Substantial organic growth with large existing drop-down inventory

Potential drop-down inventory estimated to exceed 2017(E) Net EBITDA(1) :

ROFO on DevCo retained interest

ROFR on wholly retained Noble Energy midstream assets (2)

Drop Down

Inventory

>2017(E)

Net EBITDA (1)


Investment Thesis

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Large-Cap, investment grade E&P sponsor

Strategic midstream vehicle for NBL

Incentivized to support NBLX through significant post-IPO ownership (including the General Partner and Incentive Distribution Rights)

Strong Sponsor Commitment

StrategicallyPositioned Assets

Visible, Long-TermGrowth Opportunities

Long-Term, Fixed-Fee Contracts

Financial Flexibility and Strong Capital Structure

Significant dedications in the DJ and Delaware Basins

Aligned with NBL capital allocation priorities

Diverse midstream services portfolio

Long-term 20% distribution per unit growth

Significant drop down inventory

Contractual ROFR on NBL retained midstream assets and future services

15-year, fixed fee contracts

Annual rate escalators

Conservative distribution coverage and leverage ratio

Available liquidity provides financial flexibility


Appendix

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EBITDA Reconciliation

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Non-GAAP Financial Measures

This presentation includes EBITDA, Distributable Cash Flow, and Distribution Coverage, all of which are non-GAAP measures that management believes are good tools for internal use and the investment community in evaluating our overall financial performance. The following presents a reconciliation of each of these non-GAAP financial measures to their nearest comparable GAAP measure.

We define EBITDA as net income before income taxes, net interest expense, depreciation and amortization. EBITDA is used as a supplemental financial measure by management and by external users of our financial statements, such as investors, industry analysts, lenders and ratings agencies, to assess:• our operating performance as compared to those of other companies in the midstream energy industry, without regard to financing methods, historical cost basis or capital structure;• the ability of our assets to generate sufficient cash flow to make distributions to our partners;• our ability to incur and service debt and fund capital expenditures; and• the viability of acquisitions and other capital expenditure projects and the returns on investment of various investment opportunities.

We define Distributable Cash Flow as 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 available 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 for a given quarter divided by the aggregate amount of distributions declared in respect of such quarter. The Distribution Coverage ratio is used by management to illustrate our ability to make our distributions each quarter.

We believe that the presentation of EBITDA and Distributable Cash Flow provide information useful to investors in assessing our financial condition and results of operations. The GAAP measures most directly comparable to EBITDA and Distributable Cash Flow are net income and net cash provided by operating activities. EBITDA and Distributable Cash Flow should not be considered alternatives to net income, net cash provided by (used in) operating activities or any other measure of financial performance or liquidity presented in accordance with GAAP.

EBITDA and Distributable Cash Flow exclude some, but not all, items that affect net income or net cash, and these measures may vary from those of other companies. As a result, EBITDA and Distributable Cash Flow as presented in the following pages may not be comparable to similarly titled measures of other companies.

EBITDA and Distributable Cash Flow should not be considered as alternatives to GAAP measures, such as net income, operating income, cash flow from operating activities, or any other GAAP measure of financial performance.

2016 1Q '17 2Q '17 (E) 2017 (E)

Net Income 86$ 35$ $31 - $33 $135 - $147

Add: Depreciation and Amortization 9 2 2 - 3 10 - 14

Add: Interest Expense, Net of Amount Capitalized 3 0 0 1

Add: Income Tax Provision 28 - - -

EBITDA 126$ 37$ $33 - $36 $146 - $162

Less: EBITDA Attributable to Noncontrolling Interests 11 8 36 - 40

EBITDA Attributable to NBLX 26$ $25 - $28 $110 - $122

Less: Maintenance Capital Expenditures & Cash Interest 2 3 14 - 15

Distributable Cash Flow of NBLX 24$ $22 - $25 $96 - $107

Distribution Coverage 1.8x 1.6x - 1.8x 1.7x - 1.9x

2016 1Q '17 2Q '17 (E) 2017 (E)

Net Income 86$ 35$ $31 - $33 $135 - $147

Add: Depreciation and Amortization 9 2 2 - 3 10 - 14

Add: Interest Expense, Net of Amount Capitalized 3 0 0 1

Add: Income Tax Provision 28 - - -

EBITDA 126$ 37$ $33 - $36 $146 - $162

Less: EBITDA Attributable to Noncontrolling Interests 11 8 36 - 40

EBITDA Attributable to NBLX 26$ $25 - $28 $110 - $122

Less: Maintenance Capital Expenditures & Cash Interest 2 3 14 - 15

Distributable Cash Flow of NBLX 24$ $22 - $25 $96 - $107

Distribution Coverage 1.8x 1.6x - 1.8x 1.7x - 1.9x


NBLX Structure

17


1001 Noble Energy WayHouston, TX 77070


Contact Information

Chris Hickman

VP, Investor Relations

[email protected]

281.943.1622

2017 mlpa investor conference - noble...

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