Celp investor presentation march 2016

25
CYPRESS ENERGY PARTNERS Capital Links MLP Investor Presentation March 3, 2016 NYSE: CELP

Transcript of Celp investor presentation march 2016

Page 1: Celp investor presentation march 2016

CYPRESSENERGY PARTNERS

Capital Links MLP Investor PresentationMarch 3, 2016

NYSE: CELP

Page 2: Celp investor presentation march 2016

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Forward Looking StatementsSome of the statements in this presentation concerning future performance are forward-looking within the meaning of U.S. securities laws.Forward-looking statements discuss the Company’s future expectations, contain projections of results of operations or of financialcondition, forecasts of future events or state of other forward-looking information. Words such as “may,”, “assume,” “forecast,”“position,” “forecast,” “position,” “strategy,” “except,” “intend,” “plan,” “estimate,” “anticipate,” “believe,” “project,” “budget,”“potential,” or “continue,” and similar expressions are used to identify forward-looking statements. Forward-looking statements mayinclude statements that relate to, among other things, availability of cash flow to pay minimum quarterly distributions on the Company’scommon units; the consummation of financing, acquisition or disposition transactions and the effect thereof on the Company’s business;the Company’s existing or future indebtedness and credit facilities; the Company’s liquidity, results of operations and financial condition,future legislation and changes in regulations or governmental policies or changes in enforcement or interpretations thereof; changes inenergy policy; increases in energy conservation efforts; technological advances; volatility in the capital and credit markets; the impact ofworldwide economic and political conditions; the impact of wars and acts of terrorism; weather conditions or catastrophic weather-relateddamage; earthquakes and other natural disasters; unexpected environmental liabilities; the outcome of pending or future litigation; andother factors, including those discussed in “Risk Factors” section of our annual report on Form 10-K. Except for historical informationcontained in this presentation, the matters discussed in this presentation include forward-looking statements that involve risks anduncertainties. The Company does not undertake and specifically declines any obligation to publicly release the results of any revisions tothese forward-looking statements that may be made to reflect any future events or circumstances after the date of such statements or toreflect the occurrence of anticipated and unanticipated events. Forward-looing statements are not guarantees of future performance or anassurance that the Company’s current assumptions or projects are valid. Actual results may differ materially from those projected. You arestrongly encouraged to closely consider the additional disclosures and risk factors contained in the prospects.

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Cypress Energy Partners, L.P. (NYSE: CELP) – Overview

Pipeline Inspection (PIS) & Integrity (IS) Services

Pipelines are an essential part of our energy infrastructure and required to transport hydrocarbons from the wellhead to various users Pipelines are regulated by DOT and require

inspection and integrity services Operated under two controlled subsidiaries

‒ Tulsa Inspection Resources, LLC (TIR) -Proprietary database of 15,000+ inspectors

‒ Brown Integrity LLC: (Brown) Integrity assessment hydro testing

‒ Services cover oil, gas, NGLs, refined products, CO2, LDC/PUC’s, storage, gas plants, compressor stations, etc.

Attractive recurring revenue opportunities associated with maintenance, repair & operations (MRO) activities

Saltwater is a naturally occurring byproduct of the oil and gas production process that must be properly handled to protect the enviroment

Saltwater disposal is also regulated CELP has 11 owned saltwater disposal (SWD) facilities

‒ High quality new construction & well bores‒ Avg. disposal volume of ~52k1 barrels/day or ~

19MM barrels per year (36% utilized) and annual injection capacity of ~53 million barrels without any incremental capital expenditures.

‒ 96% of our volumes are produced and piped water (not flowback, which is tied to new drilling)1

‒ We receive piped water directly from oil & gas wells owned by E&P companies via 9 pipelines into 5 facilities

We also have contracts to manage facilities in the Bakken

Water & Environmental Services (W&ES)

We strive to be the premier midstream energy services company in markets we service by building strong relationships with our stakeholders including customers, partners, employees, regulators, and suppliers

1 Three months ended September 30, 2015.

Safety is a top priority and CELP enjoys an excellent rating in all divisions

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Factors Enhancing our Stability

Produced water focus: Occurs for the life of a well

~ 96% of water in Q3 was produced water

Required services: Natural gas, crude and liquid pipelines must be regularly inspected pursuant to various state and federal laws

Fixed-fee model: We charge a fixed-fee or daily rate for most services

over 80% of revenue was from investment grade customers

Piped water growth: Pad drilling, down spacing

~ 37% of Q3 water was piped

9 pipelines (5 Bakken, 4 Permian)

Increased oversight: Drivesdemand

High profile incidents encourage greater investment in integrity

Potential mandatory hydrotestingunder consideration

Diversity: Our strategy is to offer services in all key basins and be diversified across oil and natural gas sources

~ 200 customers across NorthAmerica

Total volumes: Q3 we disposed of ~52k barrels per day

Resilient business: Low correlation to commodity prices

Brown acquisition: We own 51% of a hydrotesting company with a right to acquire the remaining 49%1

Stable Product FocusW&ES

Required ServicesPIS

Stability, Diversity, GrowthCELP

1 Right to acquire in 2017

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Conservative & Flexible Balance Sheet

1 Accordion subject to additional commitments from lenders and satisfaction of certain other conditions2 Leverage covenant excludes certain borrowings per credit

Total Credit facility capacity of $200 million (amended 10/21/14)‒ $75 million borrowing base facility & $125 million acquisition facility‒ Provides for $125 million accordion1

Total availability after TIR drop and Brown Integrity acquisition of ~$59mm All covenants based on 100% adj. EBITDA2

CELP runs a conservative balance sheet profile, offering financial flexibility

75.0 70.0 70.0 75.0 77.6

130.2 140.9 140.9

0

50

100

150

200

250

300

350

Q4 '13 Q1 '14 Q2 '14 Q3 '14 Q4 '14 Q1 '15 Q2 '15 Q3 '15

$mmDebt balanceDebt CapacityCapacity with Accordion

Debt summary Q4 ’13 Q1 ’14 Q2 ’14 Q3 ’14 Q4 ’14 Q1 ‘15 Q2 ‘15 Q3 ‘15Interest coverage 4.88x 5.20x 5.78x 6.32x 9.14x 8.21x 6.79x 6.05xLeverage ratio2 0.80x 0.80x 0.79x 0.82x 0.94x 2.85x 2.51x 2.55xFacility capacity $45.0 $50.0 $50.0 $45.0 $122.4 $69.8 $59.1 $59.1

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Our Customers

125+ customers in the U.S. E&P companies Trucking companies that serve

oil & gas producers Crude oil purchasers

W&ES Pipeline Inspection Pipeline Integrity

PISW&ES 70+ customers in North America – a majority are investment grade

publicly-traded companies‒ Midstream companies‒ Oil & gas producers with gathering systems‒ LDC/PUCs

Significant opportunity to leverage recent Brown Integrity acquisition through expansion of service offering to existing and new customers

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Investment Highlights

Building a Track Record

AttractiveIRS PLR

Highly Experienced Management

Aligned Interests

Distribution Growth

Strong Liquidity

Our company was started in 2012 to provide a variety of midstream services to energy companies in North America. We completed our IPO in January 2014 and exceeded our distribution per unit estimate in our first year

We have an IRS private letter ruling (PLR) that covers additional diversified opportunities and expansion potential into areas that have not previously been MLP-eligible

We have assembled a talented, experienced management team and Board of Directors with 200+ years of energy experience and substantial success building value for investors

CELP insiders retain approximately 65% of the limited partner (LP) and 100% of the general partner (GP), aligning the interests of our executive team and Board of Directors with unitholders

When the market stabilizes, our goal remains to grow our distribution per unit by 10% annually over the long term through a combination of organic growth and disciplined acquisitions. We have completed three acquisitions since our IPO

We have an attractive credit facility with over $180 million in availability (inclusive of the accordion)

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Timeline of Achievements

2012 201520142013

Cypress Energy Partners founded

March 2012

Acquired Control of TIR

June 2013

Acquired SWD Bakken

December 2014

Acquired Remaining 49.9% of TIR

February 2015

Acquired 51% of Brown Integrity

May 2015

CELP Quarterly Distribution History

2016

Cypress IPOJanuary 2014

Initial Cypress Acquisitions of SWD’s

December 2012

2014 2015Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4

Distribution $0.39 $0.40 $0.41 $0.41 $0.41 $0.41 $0.41 $0.41

Average Price $23.20 $23.23 $23.97 $19.04 $15.98 $15.63 $12.85 $10.42

Average Yield 6.68% 6.83% 6.78% 8.54% 10.17% 10.40% 12.65% 15.60%

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Significant Growth Opportunities

1 Right to acquire in 2017

Sell Unused Capacity (W&ES)

Expand Inspection

Customer Base (PIS)

Leverage HydrotestingAcquisition

(IS)

Our broad PLR allows us to diversify into other businesses:‒ Additional inspection services (ILI, pigging, nitrogen, water &

environmental and chemicals)‒ Traditional midstream assets‒ Other MLP activities (storage, rail, trans-loading)‒ Solids, recycling, oil reclamation, expanded geography

Brown Integrity Drop Down‒ Potential drop down of remaining 49% Brown interest1

Diversify Our Business Offering

Facilities are currently only ~ 36% utilized‒ Requires no additional capital spend‒ Infill drilling will increase volumes‒ Focus on piped water (Represents ~25% of volumes)

Expand TIR inspection customer base of 70+ clients‒ Growing federal and state regulations ‒ Currently serve small subset of available market including

E&P, midstream, and LDC/PUC

Expand Brown Integrity to more states‒ Brown operates in six states (vs. TIR in 47 states)‒ Opportunity to expand breadth of services

Acq

uisi

tions

Org

anic

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Broad PLR Enhances Our Growth Opportunities

Removal, treatment, recycling & disposal of flowback & produced water (SWD’s, transportation, pipelines, etc.)

Removal, treatment, recycling & disposal of completion fluids, drilling mud, drill cuttings, contaminated soil, tank bottoms, pit water & fracturing fluids

Removal, treatment, recycling & disposal of fluids from cleaning storage tanks, trucks and equipment

Marketing and distribution of chemicals and salvaged hydrocarbons

Infrastructure inspection required by law including oil and gas pipelines and gathering systems, drilling, E&P, mineral and natural resources mining

Transportation and heating of frac water

Design, own, manage & operate oil and rail transportation assets

Remote monitoring and sensoring of E&P assets

Recently proposed IRS rules on qualifying income should not have any adverse impact to our existing business. Potential growth opportunities exist associated with our intrinsic activities essential to the energy industry.

Qualifying income under our existing private letter ruling (PLR)

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PIS – Growing Market Dynamics

PipelinesMarket Dynamics

U.S. Pipeline Age Distribution by Installation Date

Substantial existing infrastructure is aging‒ 2.3+ million miles of transmission and distribution

pipelines plus millions of miles of gathering systems1

‒ ~60% of U.S. pipelines are over 40 years old. Aging pipeline infrastructure will drive demand for pipeline services

‒ Pipelines require substantial recurring maintenance during their lifetime

Expanding infrastructure with shifts in energy production and consumption‒ $640+ billion will need to be invested in North

American energy infrastructure over the next 20+ years, or an average of ~$30 billion per year2

‒ ~12% pipeline growth projected in 2015 Increased regulation benefits outsourced services

‒ Recent regulations and accidents have increased oversight

1 Source: Pipeline and Hazardous Materials Safety Administration (PHMSA), U.S. Department of Transportation. 2 Source: INGAA North American Midstream Infrastructure Through 2035, March 2014.

Pipeline inspection and integrity services (i.e. pig tracking, mobile x-ray, ultrasonic testing, etc.) can

identify anomalies before they lead to bigger problems

12%

48%

30%

10%

0%

10%

20%

30%

40%

50%

60%

Pre-1950(65+ yrs)

1950-1969(46-65 yrs)

1970-1999(16-45 yrs)

2000-2009(6-15 yrs)

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Initial Assessment (baseline)

Risk Assessment

Data Review

Remediation

Record Retention /

Documentation

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PIS – The Life Cycle of a Pipeline

40-60 year expected life------------------------------------------

Require inspection and integrity services for the entire life cycle

------------------------------------------

PHSMA Required Testing:Liquids Pipelines: 5 years

Gas Pipelines: 7 years------------------------------------------

Prudent Operator------------------------------------------

State requirements continue to vary and evolve

New Construction

New Construction Services

Integrity Management Program

Current Services• Right-of-way acquisitions (limited)

Potential Services• Barcode scanning• Nitrogen services• Water & Solid waste services• Chemical cleaning

Current Services• Hydrostatic testing• Chemical cleaning• External corrosion direct assessment• Pig tracking• Dig staking• Inspection• NDE

Potential Services• In-line inspection (ILI) pig• Close internal surveys (CIS)• Maintenance pigging – supplyhouse• Leak detection surveys• Chemicals and nitrogen services• Water & Solid waste services

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PIS – A Large and Growing Service Industry

1 Source: 2015 AOPL Annual Liquids Pipeline Safety Performance Report & Strategic Plan. Note: 2013 is the most recent year for which data is available

Over $2.1 Bn spent on integrity management by operators of liquids

pipelines in 20131

--------------------------------

+31% vs. prior year

Over 47,000-miles of liquids pipeline

inspected with in-line smart-pigs in 20131

--------------------------------

+34% vs. prior year

Over 1,450 in-line inspection “smart pig”

tool runs on liquid pipelines in 20131

--------------------------------

+15% vs. prior year

Over 12,000 digs for further inspection or

liquid pipeline maintenance in 20131

--------------------------------

+21% vs. prior year

> $2.1 billion > 47,000 miles > 12,000 digs> 1,450 runs

Key Customers

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PIS – Our Midstream Pipeline Services

Federal and some state regulations require pipeline operators to develop integrity management programs and conduct inspections, with operators outsourcing elements

Indicates business activity performed by our PI&IS business

Wellhead Gathering Systems

Processing / Treating Facilities

End Users

Pipelines / Transportation Lines / Storage Facilities

Inspection Service PI&IS

In-line Inspection

Smart pigs & various ILI technologies

Pig tracking

Integrity Assessment

Hydrostatic testing

Pneumatic pressure testing

Other Non-destructive Examination (NDE) Inspection

Visual

X-ray

Ultrasonic

Data & Integrity Program Management Services

Smart pig and other NDE inspection data

Anomaly & above ground marker (AGM) reports

Automated dig sheet generation

Chemicals

Staking Services

AGM placement

Dig site staking

Construction & Repair Management

Project supervision & coordination of field activities

Dig site excavation oversight

Defect assessments & mapping / surveying

Documentation

Nitrogen Services

Indicates potential expansion opportunity

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PIS – Pipeline Integrity Management Growth Opportunities

Documentation

Documentation

Pig Tracking

Non-Destructive Examination

Inline Inspection (ILI)

Tools

Cleaning Pigs

ExcavationInspection Repair

Inspection

Hydrostatic Testing

Solid Waste Disposal

Source Hydro Water

Dispose Hydro Water (Recycle or

SWD)

Nitrogen Purge Dry

Current ServicesPotential Services

Chemical Cleaning

AGM Survey

Hydrostatic Testing

Anomaly Staking

Inline Inspection Support

Open Valves

Inspection

Pig Launcher

Smart Pigs

Chemical Cleaning

Electronic Data & Records

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PIS – An Overview of Our Midstream Services

How We Generate Revenue

Customers typically pay a daily or weekly rate per inspector and per diem expenses

Results driven by the number and type of inspectors performing services and the fees charged

‒ Inspection services gross margins ~10%.

‒ Non-Destructive Examinations (NDE) and hydrostatic testing generates higher gross margins of over 20%

Recurring revenue opportunities with maintenance, repair and operations (MRO) activities

1 CAGR for period from 2010-2014

Average TIR Inspector Headcount46% CAGR in TIR Revenue1

85

145

234

380 382

261

$0

$100

$200

$300

$400

2010 2011 2012 2013 2014 YTD Q3'15

Revenue ($mm)

507716

1,153

1,7451,552

1,406

200400600800

1,0001,2001,4001,6001,8002,000

1Q10

3Q10

1Q11

3Q11

1Q12

3Q12

1Q13

3Q13

1Q14

3Q14

1Q15

3Q15

# inspectors

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W&ES – Strategic Footprint Enhances our Position

Bakken

SWD facility

1 Source: Oil and Gas Facilities, Halliburton 2014. 2 Percentage of hydraulic frac fluid that returns as flowback.

We own 11 SWD facilities 9 in the Bakken 2 in the Permian

Permian

SWD facility with piped water

The Bakken and Permianare strategic basins that

benefit from high volumes of produced water and flowback

and long-life production

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W&ES – Essential Midstream Services

Water acquisition

Fracturing fluid mixing

Fracturing fluid injection

Well completion

Production of oil/gas and saltwater

Flowback water transportation

Produced water transportation

Saltwater disposal (SWD)

Current CELP activity

and/or

Recycling

Saltwater injectionResidual oil sales

E&P companies prefer to pipe water to SWD’s instead of trucking water whenever possible

Oil & gas production produces water & solids that require proper disposal

Water Handling And Disposal Is A Growing,

Multi-Billion Dollar Annual Market

**

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W&ES – Facilities

Crew quartersContainment

Basics of a SWD Facility… Regulations require subsurface injection

of wastewater deep into the earth. EPA Class II injection wells have multiple layers of protection in design to safeguard the environment

A typical facility includes infrastructure for unload, filtration, treatment, storage (water, oil), oil recovery, pumps, disposal wells & associated equipment

Process Overview… Wastewater arrives to SWD facilities by:

‒ Trucking – historical approach1

‒ Pipeline – E&P preferred approach2

Residual (skim) oil may remain in saltwater upon delivery. We remove residual oil through a recovery process and sell the oil

Saltwater is eventually injected back into the earth at depths of at least 4,000’

1804Ross Mountrail County, ND

Gun barrel tank

Saltwater tank

Skim oil tanks

Injection pump house

Salt Water Disposal Facility

Unload facility

Office & lounge

Saltwater transportation

truck

Note: SWD wells regulated by U.S. EPA as Class II Injection wells. 1 CELP does not own trucks but serves trucking companies. 2 CELP has 5 facilities that currently receive piped water via 9 pipelines

Chemical Process

Injection Well

PW Pipeline

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W&ES – Business Overview & Opportunity

Significant Unused

Capacity

How We Generate Revenue

We charge a fee per barrel Management fees for third party

SWD Transportation fees for pipelines

(future) Selling residual/skim oil recovered 15-30% of an oil and gas wells

operating cost is associated with water handling1

Annual injection capacity of ~53 million barrels

Our facilities have more than 64% of available capacity today

Represents substantial capacity to generate more revenue and cash flow

Utilization of existing capacity does not require any incremental capital needs

CELP SWD Facility Utilization

1 Source: Steven Mueller, Southwestern Energy CEO, Houston Strategy Forum

Unused capacity,

>64%

Utilized capacity,

<36%

$1.17$1.06

$1.19$1.13

$1.31 $1.27

$1.09 $1.07

$0.92 $0.77$0.73

$0.00

$0.20

$0.40

$0.60

$0.80

$1.00

$1.20

$1.40

012345678

1Q13

2Q13

3Q13

4Q13

1Q14

2Q14

3Q14

4Q14

1Q15

2Q15

3Q15

mm barrels $/bbl

Revenue per Barrel (right axis) Disposal Volumes (left axis)

Decline in $/bbl primarily oil

related

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Rig Count – as of 2/19/16

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Consolidated Financial Performance (3Q15)

Third Quarter 2015 Highlights

Revenue & Adjusted EBITDA1

W&ES Summary

PIS Summary

Distribution: Q3 distribution of $0.406413 ($1.63 annualized), total distribution of $4.8 million

‒ Increase of +4.9% vs. MQD of $0.3875

EBITDA: Adjusted EBITDA of $7.2 million Coverage: ~1.17x based on DCF of $5.6 million

Leverage: Conservative leverage of 2.55x

5.5 4.7

6.0

3.5

$0$1$2$3$4$5$6$7

01234567

Q3 '14 Q3 '15

MM Bbls $mmDisposal volumes (Ieft axis)Revenue (right axis)

1,648 1,406

105.0

87.8

$70

$80

$90

$100

$110

0

500

1,000

1,500

2,000

Q3 '14 Q3 '15

$mm# inspectors Avg. # of inspectors (left axis)Revenue (right axis)

111.0 96.4

5.3

7.2

$0

$2

$4

$6

$8

$10

$0

$30

$60

$90

$120

Q3 '14 Q3 '15

$mm $mmRevenue (left axis)Adj. EBITDA (right axis)

1 Includes 51% of IS (since 5/1/15)

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Consolidated Financial Performance (9 Months ‘15)

9 Months ‘15 Highlights

Revenue & Adjusted EBITDA1

W&ES Summary

PIS Summary

Distributions: Completed three distributions ~4.9% above our MQD

EBITDA: Achieved +13% growth in Adj. EBITDA, to $17.6 million

Balance sheet: Maintained strong liquidity with ~$25.7 million in cash & +180 million debt capacity with accordion

Operational: Increased disposal volumes to ~14.5 million bbl (+2.1% YoY) for W&ES

1 Includes 51% of IS (since 5/1/15)

14.2 14.5

17.2

11.7

$0

$5

$10

$15

$20

$25

$30

0

5

10

15

20

YTD Q3 '14 YTD Q3 '15

MM Bbls $mmDisposal volumes (Ieft axis)Revenue (right axis)

1,530 1,412

285.0 261.1

$0

$75

$150

$225

$300

$375

$450

0

500

1,000

1,500

2,000

YTD Q3 '14 YTD Q3 '15

# inspectors $mmAvg. # of inspectors (left axis)Revenue (right axis)

302.3 281.4

15.5

17.6

$10

$15

$20

$25

$30

$270$275$280$285$290$295$300$305

YTD Q3 '14 YTD Q3 '15

$mm $mmRevenue (left axis)Adj. EBITDA (right axis)

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2014 CELP EBITDA to DCF Reconciliation

U.S. Dollars in Thousands

YE12/31/14

Less: Attributable to 49.9% TIR Interest(Period from IPO to

12/31/14)

Less: Attributable to GP & Other Non-

Controlling (YE 12/31/14)

Attributable to Partners

(YE 12/31/14)

Net Income (15,179)$ 4,682$ 440$ (20,301)$

Plus:D&A expense 6,513 1,276 388 4,849Impairments 32,546 - - 32,546Income Tax Expense 468 205 28 235Interest Expense 3,208 2,165 182 861Offering Costs / GP Costs 943 - 943 -

Adjusted EBITDA 28,499 8,328 1,981 18,190

Less:Cash Interest, Taxes & Maint. Capex 3,833 3,006 446 381

Distributable Cash Flow 24,666$ 5,322$ 1,535$ 17,809$

~40%

Per our Omnibus Agreement, the 49.9% owners previously absorbed additional costs (“subsidies”) benefiting CELP, including:

1) Incremental interest expense for credit facility use2) 100% of the non-cash amortization fees associated with the CELP credit facility that supports TIR3) 100% of the cash non-use fees on the credit facility

The net impact is that CELP – through it’s 50.1% interest – enjoyed ~ 58% of TIR’s distributable cash flow (“DCF”) prior to the acquisition of the remaining 49.9% interest (and ~ 40% DCF) in February 2015.

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CELP – An Attractive Investment Opportunity

Geographic diversity Independent inspection

Significant industry

experience

Fragmented markets

Long life assets

Growing regulatory focus

U.S. energy independence

Water & Environmental Services

Pipeline Inspection & Integrity Services

CYPRESSENERGY PARTNERS