2Senior Management Representatives NGL Energy Partners, LPMike Krimbill Chief Executive Officer & PresidentCraig Jones Chief Financial OfficerAtanas Atanasov Vice President & TreasurerHigh Sierra Energy, LPJim Burke Chairman & Chief Executive OfficerNick Aretakis Chief Financial OfficerDavid Kehoe Chief Operating Officer
3Forward Looking Statements This presentation may include certain statements concerning expectations for the future that are forward-looking statements as defined by federal law. Such forward-looking statements are subject to a variety of known and unknown risks, uncertainties, and other factors that are difficult to predict and many of which are beyond management’s control. An extensive list of factors that can affect future results are discussed in the Partnership’s Annual Report on Form 10-K and other documents filed from time to time with the Securities and Exchange Commission. The Partnership undertakes no obligation to update or revise any forward-looking statement to reflect new information or events.
4Pro Forma Geographic Footprint Following the merger with High Sierra, NGL has a significant presence in the most prolific oil and natural gas shale plays in the country
5Business StrategyMLP Equity ValueSteady distribution growth to maximize unit holder returnEnhance access to equity marketsProjected to be 12-15% annuallyStrong common unit coverageFocused GrowthIncrease volumes for all segments in existing marketsExpansion of services in new high growth basins / shale playsPursue organic growth at low multiples, targeting +25% RORAccretive acquisitions at attractive multiplesEBITDA and DCF Stability / PredictabilityEmphasis on repeatable cash flowsTarget Retail pre-sales and customer depositsOwnership of assets / infrastructureMinimize commodity price risk through back-to-back transactions and hedgingSpeaker: DavidNote: Okay to spend time on this slideMention that leverage reduces steadily through the projected periodKey point on minimum/measured commodity risk: we do not speculate, we do not want commodity price riskMention that we will keep a sharp eye on liquidityFinancialMaintain a conservative capital structure and low leverageTarget Total Debt / EBITDA of 3.0x – 3.5xMaintain sufficient liquidity to provide for existing and future requirementsContinue to improve access to debt and equity markets, positioning for investment grade rating
6Key Strengths Speaker: David Strategically Located AssetsAssets located in some of the most prolific natural gas and crude oil plays in the countryEagle Ford, Bakken, Niobrara and Marcellus shalesGranite Wash, Wattenberg Field, Mississippian Lime, Pinedale Anticline and Jonah FieldsSubstantial NGL storage and terminalsEmphasize asset ownership so able to capitalize on opportunitiesLarge rail car fleet carsLeading Service Provider with Significant Logistics ExpertiseLeading crude oil and condensate gatherer, transporter and marketer in the Midcontinent regionLeading provider of NGL transportation services nationwide by railcar with an in-house dedicated logistics teamLeading private terminal operator in the U.S.Sixth largest propane retailerLeading provider of water disposal and water recycling in the RockiesGeographically Diverse and Multiple Segments Reduces RiskCoast to Coast Retail operations and Terminal locationsFour segments providing significant and diverse cash flowsScalable Business ModelWater recycling technology can be implemented quickly at new facilities / locationsCrude Oil Segment has grown from start-up to national presence through acquisition and organic growthAbility to add additional rail cars with low incremental expenseBolt-on retail assets to existing operationsExperienced Management Team and Strong Private Equity SupportSenior management team has an average of 30 years of industry experienceProven record of acquiring, operating and growing successful businessesExtensive integration experienceRetail Tank OwnershipCompany owned tanks approximately 90%Conservative Balance SheetLeverage at approximately 3.0xSignificant Excess DCF to reduce debt and fund growthSignificant borrowing capacity availableSpeaker: DavidNote – OK to spend time on this slide, but have targeted items to flagStart slide off noting that we will go into more detail in segment descriptions but on this slide and next slide we want to give overview of what we consider to be the key strengths and strategies that will give you a frame of reference as we talk more about the businessesFocus on items that address downside protection for debt holdersRegarding stable cash flow point – might be worth speaking to volume stability from (i) contracts (in water, minimum volume and/or acreage dedication) and (ii) long customer and supplier relationships
7Focus on Stable Cash Flows Fee-Based EBITDA includes water segment revenues and terminal feesWater SegmentA fee is charged on every barrel of water handledTerminal ThroughputA fee is charged on each gallon moving thru the terminalsMargin-Based EBITDA includes the Crude Oil and NGL Logistic segments as well as Retail PropaneMargins for Crude Oil and NGLs are derived from purchase and sale transactions on a back-to-back basisRetail cost plus marginVolume stability and growth resulting from physical assets, long-standing customer and supplier relationships, and a focus on employee expertise / serviceCost Plus EBITDA includes Wholesale Supply and Marketing and Pre-Sold GallonsPrice to customer determined from cost of product plus storage, transportation, financing charge and marginSpeaker: DavidTalking Points:Intro – want to talk about stability of cash flows in our business. Explain walk through of chart first, then explainSignificant and growing fee-based businessLong-term contracts at Water Segment – minimum volume and acreage dedicationFee charged for every barrel in the doorMajority of water is from producing wells rather than new drilling activityGrowth is driven by organic volume growth at Anticline and Marcum and new facilities and new technology at MarcumThe business that is not fee-based is operated to drive consistency and growth (hedging, cost relationships) and is conservatively modelled in forecastMargins not dependent on crude prices or NGL pricesOil recovery EBITDA benefits indirectly from the same strong contracts we described for our water segment ebitda
8Successful Acquisition and IPO Record NGLEP has successfully acquired and integrated numerous companies and businesses over timeScalable business model with significant room for organic growthOctober 2011–AcquiresJanuary 2012–AcquiresApril 2012–AcquiresJune 2012–MergerOctober 2010–CombinesOstermanPropane, one ofPacer Propane, one of largestProflame and GlobalWith High SierraNGL Supply and Hicks Gaslargest independents in USindependents on west coastPropaneEnergyMay 2011–CompletesNovember 2011–AcquiresFebruary 2012–AcquiresMay 2012–Acquires$84 million IPOSemStream, LPNorth American Propane; foldsDowneastEnergy–12 terminalsintoOstermanPropane–431 railcars–3 million barrels of leasedSpeaker: MarkTalking Points:Been active in raising equity necessary to fund growth plans and capex including recent $10 million raise to fund Marcum acquisition. Demonstrates continued access to capital from private equityExciting point in company lifecycleConsolidated previously developed and acquired crude businesses into one Crude Oil Segment (2009)Talk to prior success in both acquisitions and organic growth: Anticline, Crudeunderground storage
9Pro Forma Adjusted EBITDA - $42.1mm Water ServicesPro Forma Adjusted EBITDA - $42.1mm
10Water Services Overview Anticline (Wyoming)OverviewTreatment of oil and gas waste-water for recycling, clean water discharge, or disposal using a multi-patented process technologyDJ Basin (Colorado)OverviewLeading provider of oil and gas waste- water disposal servicesRecycling plants to sell water back to producersMississippianOverviewWater hauling and frac tank rental for third partiesAssets include:1 treatment & recycling plant in Wyoming60,000bbls / day of recycling capacity20,000bbls / day of discharge capacity19 miles of pipeline for delivery of recycled water back to the field1 deep injection well3.5 MM bbls of water storage capacityAssets include:7 water disposal facilities with 8 deep injection wells~ 50,000bbls / day of current aggregate capacityFirst recycling plant added to existing disposal facility2nd recycling plant completed, pending final permittingAssets include:50 owned tractor/trailers in service for hauling water in Kansas and Oklahoma65 frac tanksMisc associated equipment for use in the completion and operation of wellsSpeaker: DavidTalking points:Anticline, Wyoming: Explain clean water discharge & importance of this given regulatory environmentMarcum in Colorado: Most recent acquisition. Each disposal facility includes a receiving station, storage, and pumping equipmentLarge volume capacity for treatment, recycling and discharge / disposalLong-term, deliver-or-pay contracts and acreage dedication contractsNicholas – KS + OK: Mississipian Lime Play
11Water Services Overview (cont’d) Demonstrated history of growing water volumesWater Segment operations are strategically located in prolific oil and gas plays with established production profiles and strong expectations for future drilling in crude oil shalesAnticline in Wyoming:Pinedale Anticline: Large base of active wells. As of March 31, 2012, there were ~1,990 wells producing 53,400 bbls of water per day(1)Planned expansion into Jonah field: As of March 31, 2012, there were ~1,725 wells producing 11,100 bbls of water per day(1)DJ Basin in Colorado:Wattenberg Field: ~21,900 active wells as of March 31, 2012 and an increasing number of wells being permitted each year(1)Niobrara Shale: Significant recent horizontal drilling demonstrating promising results in NiobraraNicholas in Midcontinent:Multiple conventional reservoirs with long-term producing assetsEmerging Mississippian Lime and Granite Wash playsAnticline Water VolumesDJ Basin Water VolumesSpeaker: DavidTalking pointsStrong focus on this slide regarding demonstrated history of stable and growing water volumesMarcum incoming volume has grown at a CAGR of 13.5% from 2008 through LTM 6/30/2011Note that oil recovery has seasonality but is generally in the range of 1.5% to 3.0%. Modeling is consistent at 1.8%Note that oil recovery at Marcum is expected ramp up in 4Q2011 following completion of installation of new technology (currently underway) and discuss reasons for why oil cut declined recentlyRecovering – speak to new technology that enhances recovery rates versus prior owners(1) Source: HPDI
12Anticline Water Segment Located in Pinedale, Wyoming, and sources water from wells in the Pinedale Anticline and Jonah natural gas fieldsLeading provider of treating, recycling, discharge and disposal services for oil and gas produced and frac flow back waste-waterConsists of two water treatment plants - a recycling plant and a discharge plantCurrently approximately 75% of water received is treated and redelivered back to the field, primarily through HSE’s nineteen mile pipeline system, with the remainder delivered by trucksRemaining 25% of received water is further treated to “ultra-clean” standards and discharged into the riverStable revenues generated from minimum volume deliver-or-pay contracts whereby customers are charged a fixed fee per barrelSuccessful growth story since 2006Planned Expansion of pipeline for growth up to 25,000 barrels per dayStrategic location and large, independent E&P clientsSignificant competitive advantages and growth opportunitiesSpeaker: DavidTalking Points:Mention importance of Anticline – spending time on Marcum because its new and a big source of growth, but Anticline has been heavily built out and provides consistent revenuesMention discharge into the river, talk to being part of the solution, environmentally friendly, great relationship with regulators, etc…Talk about rebate conceptStable, proven, invested capital in getting set up and now can leverage technology at MarcumAs of 2009, the Pinedale Anticline field contains prolific gas producing geologic structures that account for approximately 5% of current domestic natural gas production (among the top five largest natural gas fields in the U.S.)
13Anticline Water Segment Anticline AssetsArea MapThe Anticline Water Segment assets are strategically located in the core of the Pinedale Anticline, one of the top 5 largest natural gas fields in the US (1)WyomingSublette CountySignificant Fee-Based Cash FlowPinedale Water AssetsPer barrel fees paid by the E&P companies to treat, clean and either dispose of the water associated with their drilling and production or recycle it and bring it back to the field for reuse in drilling operationsOver 90% of the volumes being processed at the Anticline facility come from deliver-or-pay contracts whereby customers are charged a fixed fee per barrel of waterThese contracts are with the top E&P companies in the PinedalePinedaleJonah_____________________Source: US Energy Information Administration.
14Anticline Water Segment Critical Service Offering in the AnticlineCompetitive AdvantageThere are over 1,990 active wells producing 53,400 barrels per day of waste water in the Pinedale AnticlineWells drilled in the area utilize hydraulic fracking, which require 1- 3 million gallons of water per well, increasing the amount of waste water being generated in the areaHSE’s services are critical in the Pinedale Anticline as a result of a strong emphasis on the part of E&P companies to safely dispose of this water and to reuse as much of it as possibleThe top 3 operators in the Pinedale formed an alliance with the BLM (1) to ensure responsible development in the Pinedale, with particular emphasis on water usage and disposalSpecifically, the E&P companies have 2 critical concerns:Ensuring that the water both used and produced during the drilling process does not impact underground drinking water sources or wildlife habitatsThe ability to access water for drilling operations in an efficient, cost effective way through recycling and re-useOnly full scale commercial water recycling and treatment facility in the Pinedale capable of handling the water needs of the producers in the areaPinedale region has limited private land availability for any potential competing facilities of sizeGeology in the area is not conducive to disposal wellsApproximately 90% of volumes are deliver or pay contractsPrimary Growth OpportunitiesExpansion of operations from the Pinedale down into the Jonah and emerging fields to the southwest of the JonahAs one moves southwest, the gas becomes richerThe Pinedale averages 1,050 BTU gasThe Jonah averages 1,150 BTU gas_____________________Bureau of Land Management. Of the approximately 200,000 acres in the Pinedale, an estimated150,000 belong to the BLM.The majority of the mineral leases in the Pinedale underlie BLM surface land.
15DJ Basin (incl. Niobrara) Water Segment Seven water disposal facilities located in the Wattenberg Field in the Denver-Julesburg BasinCurrent combined capacity of approximately 50,000 bbls / dayEach facility has a receiving station, storage and pumping equipment and at least one 9,000 – 10,000 ft. deep injection wellHigh producer demand for water services – facilities running at near capacityEstimates that HSWS disposes of approximately 80% of all produced water generated in and around Weld County, including 90% of all produced water sent to third party commercial disposal facilitiesDiverse revenue streamsPer barrel water disposal fee charged to receive, process and dispose water in deep injection wellsResale of recycled waterContracts with Top ProducersOver 100 customers with over 90% of volumes under long-term contractsContracted with acreage dedications with a 4-year average remaining lifeCurrently negotiating long-term minimum volume or acreage dedication contracts with additional producers in the basinSubstantial Growth OpportunitiesTwo additional disposal wells in 2012 and one new facility with planned completion in 2013Significant additional growth expected from horizontal drilling in the Niobrara shaleAdditional recycling facilities plannedSpeaker: DavidTalking Points:Assets in backyard / in middle of existing footprintDrilling prospects in Wattenberg & NiobraraMention supply/demand imbalance in DJ basin, cost savings for producers by using Marcum vs. sourcing water in GreelyImportance of recycled water revenues as % of water segment revenues in out yearsImprovement in oil cut expected from addition of recycling technology at Marcum(1) Source: HPDI
16DJ Basin Water Segment Niobrara Shale DJ Basin Assets Area Map Assets are strategically located in the core of the DJ Basin - the Wattenberg Field in Weld County, COWyomingSignificant Fee-Based Cash FlowNiobrara Water AssetsPer barrel fee paid by E&P companies to receive, process and dispose of waste water into deep injection wellsAlso earn a fees for recycling water and delivering it back to the producers for reuse in drilling operationsGiven the high demand for water in the area and increased difficulty in sourcing new water, recycling is a key area of growth within this segment (and commands a higher margin)Contracts in place with three of the largest Niobrara producers, who comprise over 40% of the acreage in the play, to provide water disposal services, with approximately 75% of all producing wells using HSE facilitiesNiobraraShaleNebraskaColorado
17DJ Basin - Strong Market Position Currently the largest oil and gas waste water disposal business in ColoradoStrategically located throughout Denver-Julesburg BasinFacilities andDisposal CapacityApollo (Competitor)1 – 1,000 bbls/dayHigh Plains (Competitor)1 – 2,600 bbls/day2 – 1,700 bbls/dayHSWSExisting & Under ConstructionC1 – 11,200 bbls/day (2 wells)C2 – 5,400 bbls/day (1 well)C3 – 6,700 bbls/day (1 well)C4 – 5,000 bbls/day (1 well)C6 – 5,500 bbls/day (1 well)C7 – 7,500 bbls/day (1 well)C8 – 7,500 bbls/day (est.)HSWS Planned ExpansionC9 – 6,000 bbls/day (2013)C10 – 6,000 bbls/day (2014)C11 – 6000 bbls/day (2015)Weld CountyTalking Points:Discuss how facilities are operated at/near capacity and trucks go from 1 facility to another if the facility that the truck first shows up at is fullNote that C9 and C10 facilities will be developed after receiving contractual commitmentsNote that expansion is being driven by increasing demandNote: Larger circles illustrate larger disposal capacity17
18DJ Basin Water Segment Critical Services in the DJ Basin Competitive AdvantageOver 1,000 wells drilled in 2011, with the majority of these wells drilled in the core of the play, the Wattenberg Field in Weld County, CODrilling expected to exceed 1,500 wells per year by 2015Frac jobs require 2 – 4 million gallons of water per wellWater recycling services becoming increasingly important in coming years due to water sourcing and preservation concernsCurrently, water is primarily obtained from municipalities Most other groundwater and surface water is designated for agriculture or subject to usage restrictionsLargest water disposal operation in the Niobrara play; operations are currently concentrated in the play’s core, the Wattenberg FieldCurrently disposes approximately 80% of all waste water generated in and around the Wattenberg FieldThe facilities run at near full capacity as a result of rapidly increased drillingPatented technologyPrimary Growth OpportunitiesContinue to grow with largest current customers:5 additional disposal wells planned through 2015, bringing total capacity to over 70,000 bbls per day2 recycling facilities to allow for water re-use in the fieldProvide water trucking services.Expand producer relationships, with an emphasis on Northern Weld County. Additional relationships will lead to additional disposal and recycling plants
19Mississippian Water Segment Water Needs in This AreaIRRs of Liquid Rich Plays(1)Wells in this area produce a significant amount of waterOklahoma is an oil & gas regulatory friendly state that understands the industry need for deep hole injection wellsAs the Mississippian play continues to expand, water from recycling will become and increasing source of water supply for drilling operationsCompetitive Position in the Mississippian PlayPrimary Growth OpportunitiesThe largest water operation in the play through ownership of approximately 50 trucks and trailers and 67 frac tanks; approximately 40% – 50% larger than the number two provider in the playTwo largest E&P customers have a total of 41 rigs drilling in the Mississippian and are the two most active in the play currentlyNo direct commodity price exposureExtremely well positioned to grow operations along with the continued growth of the Mississippian play_____________________Source: Wall Street Research.
20Pro Forma Adjusted EBITDA - $28.1mm Crude Oil LogisticsPro Forma Adjusted EBITDA - $28.1mm
21Crude Oil LogisticsPrimarily focused on purchasing crude oil from producers at oil and gas wells throughout the Midcontinent, Rocky Mountain, and Gulf Coast regions, and transporting it for re-sale to a pipeline injection point, storage terminal, barge loading facility, rail facility, refinery, or trade hubCrude Segment also purchases natural gasoline and condensate from gas plants for re-saleAverage volumes of approximately 60,000 barrels of crude oil per dayApproximately 4,000 active lease locations, representing ~ 500 different producers or marketersTransportation logistics optimized through utilization of linear programming20+ year track record of customer retentionAdditionally, transports NGLs and other hydrocarbons for third parties for a fixed-fee per barrelExpanding the rail and barge operations to grow volumes and enhance marginsSpeaker: MarkTalking Points:Growth prospects in this segment are just as exciting as water, given the increase in domestic oil projects (even without projects still plenty of growth potential)Strong demand for services – can grow volumes as fast as we can grow our own infrastructureSupport retention statement by quantifying length of relationship with customers (including with predecessor companies)Customers include producers and refiners
22Crude Oil Logistics (cont.) Crude Oil Business ModelPP – Purchase PointS – Sales PointPurchase from ~4,000 active lease locations representing ~500 producersAverage volumes of ~60,000 bbls/dayCompany owned orleased Barge TerminalCommon CarrierPipelinesCushing, OKor other trade hubStorage terminals in Rio Hondo, TX (owned)and Catoosa, OK (leased)RefinerySLeased RailcarsOwned Truck orCommon Carrier TruckSpeaker: Mark
23Crude Oil Logistics - Suppliers, Customers & Contracts Purchase and sale transactions are entered into on a back-to-back basisAs crude oil or NGLs are purchased, one or more sale transactions are entered into involving physical deliveries of crude oil or NGLsPurchase and sale contracts are each based on a commodity price index, typically set for a 30-day term for crude oil and up to one year for NGLs and renewed on an evergreen basisFinancial hedges used for inter-month deliveries and for physical inventoryStrict open position limits under Market Risk PolicyLong-term relationships with high-quality suppliers and customersCredit department monitors counterparty exposureSpeaker: MarkTalking Points:Discuss why short term contracts in this business are appropriate. Prior agency concern with this.In order to keep margins consistent, contracts are kept short due to transportation rate fluctuationsCost of transportation fluctuates and long term contracts lock you into rates for terms in excess of when your transportation costs may move. Suppliers and contractors want this too. Allows producers to take advantage of backwardation in markets. Refineries want 30 day evergreens too because of crude slate changePoint out length of relationships
24Pro Forma Adjusted EBITDA - $18.6mm NGL Railcar SegmentPro Forma Adjusted EBITDA - $18.6mm
25NGL Logistics (Railcar) Transports and markets natural gas liquids (“NGLs”) to and from refiners, gas processors, propane wholesalers, petrochemical plants and other merchant users or wholesalers of NGLsLeading service provider, growing primarily through existing customer relationships with major refiners, petrochemical companies, and gas processors – in some cases up to 20 yearsAbility to combine knowledge of non-transparent markets with superior rail logistics, utilizing a 10 person team of logistics specialists who optimize margins by efficient use of rail carsNGL’s capabilities and knowledge of rail logistics have become an integral tool for large, integrated oil and gas companies who wish to outsource the product procurement and delivery processNationwide service offering in each of the lower 48 states and Canada is a competitive advantage relative to competitors, many of which have regionally focused operationsUtilization of terminal storage to take advantage of seasonal price differentialsVolumes are largely comprised of propane, butane and asphaltPurchase and sale transactions are entered into on a back-to-back basis for matched aggregate exposureAverage volumes of approximately 45,000 barrels per day from approximately 100 customers in 140 locationsSpeaker: DavidTalking Points:Support retention statement by quantifying length of relationship with customers (including with predecessor companies)Note dedicated team of 6-7 people w strong experience/expertiseDiscuss utilization or rail cars and how most companies do not handle rail car logistics – it is not their area of competence and HSE is differentiated in this area with its expertiseMention how HSE has access to all markets and ability to take advantage of arbitrage opportunitiesNot factored in forecast
26NGL Logistics (Terminals) Pro Forma Adjusted EBITDA - $11.8mm
27NGL Logistics (Terminals) 18 proprietary terminals serving over customers10 terminals with rail loading capability5 multi-product terminalsRailcar fleet of 431 pressure cars, growing to by 4Q 2012, and 210 general purpose carsAutomated truck loading and unloading facilities that operate 24 hours a day16.5 million gallons above ground storageTerminal throughput of 419 million gallons of propane projected in 2012 – 2013
29NGL Logistics (Wholesale Supply & Marketing) Pro Forma Adjusted EBITDA - $18.5mm
30NGL Logistics (Wholesale Supply & Marketing) Extensive customer base with over 700 wholesale customers in 40 statesOpen access to 7 common carrier pipelines880 million gallons of propane projected to be sold in18 proprietary owned terminals165 million gallons of NGL leased storage capacity
31Pro Forma Adjusted EBITDA - $69.7mm RetailPro Forma Adjusted EBITDA - $69.7mm
32North American Propane NGLEP RetailHicksgasDowneastPacerOstermanNorth American PropanePacerGlobal PropaneBrantleyPropane CentralProflameApproximately 280,000 customers85 customer service locations51 satellite distribution locations90% tank ownership145 million propane gallons38 million distillate gallonsAbove ground storage capacity of approximately 8 million gallons
33Combination Creates Market Leader Growth-oriented, diversified midstream MLP, with significant, stable cash flows to sustain consistent distribution increases and disciplined approach to leverageNGL has a significant presence in multiple energy segmentsMarket leader in oil and gas field waste water treatmentGathers approximately 60,000 barrels of crude oil per dayOne of the five largest private terminal owner/operators, with 18 terminals in U.S. and CanadaOver 2,500 leased rail cars hauling NGLs and crude oil165 million gallons of underground leased storage, 16.5 million gallons of owned above-ground storage and eight million gallons of storage at retail district locationsTop six propane and fuel oil retailerOver 1,700 employees
34Transaction BenefitsEnhances access to equity and debt markets, diversifying funding sourcesSignificant excess cash flow to fund low multiple growth projects and reduce debtImproves credit metrics and accelerates investment grade ratingIncreased float promoting greater daily trading volumeWater Segment provides leading position in rapidly expanding midstream market segmentIncreased penetration into domestic Shale Plays with more diverse set of servicesAddition of experienced, highly regarded midstream executive and operating management teamEnhanced geographic and business line diversification
35Diversified Business Operations NGL EBITDA Contribution by Segment (1)NGL LogisticsCombined EBITDA Contribution by Segment (1)Water ServicesRetailRetailHigh Sierra EBITDA Contribution by Segment (1)NGL LogisticsCrude Oil LogisticsWater ServicesNGL LogisticsCrude Oil Logistics_____________________Represents estimated pre-G&A segment EBITDA for the fiscal year ending 3/31/2013.
37Pro-Forma Combined EBITDA Forecast (in millions except per unit amounts)_____________________Note: Reflects full fiscal year 2013 (i.e. 12 month period ending 3/31/2013).
38Pro-Forma Combined Distributable Cash Flow Forecast (in millions except per unit amounts)_____________________Note: Reflects full fiscal year 2013 (i.e. 12 month period ending 3/31/2013).Canadian income taxes, minority interest related to compression segment and removal of non-cash deferred gains on asset sales.
39Pro Forma FY 2013 Debt Schedule (in millions)_____________________Assumes debt paydowns occur at the end of the fiscal year and therefore do not impact interest expense until the following year.
41Pro-Forma Combined EBITDA Growth Forecast (in millions except per unit amounts)_____________________Assumes $150 million of acquisitions in FY 2013 and $200 million in each of FY 2014 and Acquisitions are assumed at a 5.0x EBITDA multiple and occur mid-year (i.e. only half of the EBITDA is realized in the year in which the acquisition occurs). Assumes 100% debt financing.
42Pro-Forma Combined Distributable Cash Flow Growth Forecast (in millions except per unit amounts)_____________________HSE's Canadian income taxes, minority interest related to compression segment and removal of non-cash deferred gains on asset sales.Assumes $.05 per unit annualized distribution increase each quarter.