Cover Page
Cover Page - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Jan. 31, 2020 | Jun. 30, 2019 | |
Cover page. | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Transition Report | false | ||
Entity File Number | 001-37640 | ||
Entity Registrant Name | NOBLE MIDSTREAM PARTNERS LP | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 47-3011449 | ||
Entity Address, Address Line One | 1001 Noble Energy Way | ||
Entity Address, City or Town | Houston, | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 77070 | ||
City Area Code | (281) | ||
Local Phone Number | 872-3100 | ||
Title of 12(b) Security | Common Units, Representing Limited Partner Interests | ||
Trading Symbol | NBLX | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 718.8 | ||
Entity Common Stock, Shares Outstanding | 90,239,656 | ||
Documents Incorporated by Reference | None | ||
Entity Central Index Key | 0001647513 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current Assets | ||
Cash and Cash Equivalents | $ 12,676 | $ 14,761 |
Accounts Receivable — Affiliate | 42,428 | 41,812 |
Accounts Receivable — Third Party | 44,093 | 23,459 |
Other Current Assets | 8,730 | 5,875 |
Total Current Assets | 107,927 | 85,907 |
Property, Plant and Equipment | ||
Total Property, Plant and Equipment, at Cost | 2,006,995 | 1,752,122 |
Less: Accumulated Depreciation and Amortization | (244,038) | (181,199) |
Total Property, Plant and Equipment, Net | 1,762,957 | 1,570,923 |
Investments | 660,778 | 82,317 |
Finite-Lived Intangible Assets, Net | 277,900 | 310,202 |
Intangible Assets, Net | 277,900 | 310,202 |
Goodwill | 109,734 | 109,734 |
Other Noncurrent Assets | 6,786 | 33,095 |
Total Assets | 2,926,082 | 2,192,178 |
Current Liabilities | ||
Accounts Payable — Affiliate | 8,155 | 7,182 |
Accounts Payable — Trade | 107,705 | 94,265 |
Other Current Liabilities | 11,680 | 13,790 |
Total Current Liabilities | 127,540 | 115,237 |
Long-Term Liabilities | ||
Long-Term Debt | 1,495,679 | 559,021 |
Asset Retirement Obligations | 37,842 | 30,533 |
Other Long-Term Liabilities | 4,160 | 832 |
Total Liabilities | 1,665,221 | 705,623 |
Mezzanine Equity | ||
Redeemable Noncontrolling Interest, Net | 106,005 | 0 |
Equity | ||
Parent Net Investment | 0 | 170,322 |
Partners’ Equity | ||
General Partner | 0 | 2,421 |
Total Partners’ Equity and Parent Net Investment | 813,999 | 742,402 |
Noncontrolling Interests | 340,857 | 744,153 |
Total Equity | 1,154,856 | 1,486,555 |
Total Liabilities, Mezzanine Equity and Equity | 2,926,082 | 2,192,178 |
Common Units (90,136 and 23,759 units outstanding, respectively) | ||
Partners’ Equity | ||
Limited Partner | 813,999 | 699,866 |
Noble | Subordinated Units (15,903 units outstanding as of December 31, 2018) | ||
Partners’ Equity | ||
Limited Partner | $ 0 | $ (130,207) |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - shares shares in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Basic / Common Units | ||
Units outstanding (in shares) | 90,136 | 23,759 |
Noble Energy | Subordinated Units | ||
Units outstanding (in shares) | 0 | 15,903 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenues | |||
Midstream Services — Affiliate | $ 417,835 | $ 338,747 | $ 271,269 |
Services and Sales Revenues - Third Party | 18,353 | ||
Total Revenues | 703,801 | 558,735 | 289,622 |
Costs and Expenses | |||
Cost of Crude Oil Sales | 181,390 | 136,368 | 0 |
Direct Operating | 116,675 | 95,852 | 67,832 |
Depreciation and Amortization | 96,981 | 79,568 | 22,990 |
General and Administrative | 25,777 | 25,910 | 14,792 |
Other Operating (Income) Expense | (488) | 2,159 | 0 |
Total Operating Expenses | 420,335 | 339,857 | 105,614 |
Operating Income | 283,466 | 218,878 | 184,008 |
Other Expense (Income) | |||
Interest Expense, Net of Amount Capitalized | 16,236 | 10,447 | 1,603 |
Investment Loss (Income) | 17,748 | (16,289) | (6,334) |
Total Other Expense (Income) | 33,984 | (5,842) | (4,731) |
Income Before Income Taxes | 249,482 | 224,720 | 188,739 |
Tax Provision | 4,015 | 8,001 | 27,972 |
Net Income | 245,467 | 216,719 | 160,767 |
Less: Net Income Prior to the Drop-Down and Simplification Transaction | 12,929 | 27,843 | (2,869) |
Net Income Subsequent to the Drop-Down and Simplification Transaction | 232,538 | 188,876 | 163,636 |
Less: Net Income Attributable to Noncontrolling Interests | 72,542 | 26,142 | 23,064 |
Net Income Attributable to Noble Midstream Partners LP | 159,996 | 162,734 | 140,572 |
Less: Net Income Attributable to Incentive Distribution Rights | 13,967 | 5,836 | 835 |
Net Income Attributable to Limited Partners | 146,029 | 156,898 | 139,737 |
Basic / Common Units | |||
Other Expense (Income) | |||
Net Income Attributable to Limited Partners | $ 123,662 | $ 93,875 | $ 75,076 |
Net Income Attributable to Limited Partners Per Limited Partner Unit — Basic | |||
Net Income Attributable to Limited Partners Per Limited Partner Unit — Basic (in dollars per share) | $ 3.09 | $ 3.96 | $ 4.10 |
Net Income Attributable to Limited Partners Per Limited Partner Unit — Diluted | |||
Net Income Attributable to Limited Partners Per Limited Partner Unit — Diluted (in dollars per share) | $ 3.08 | $ 3.96 | $ 4.10 |
Weighted Average Limited Partner Units Outstanding — Basic | |||
Average Limited Partner Units Outstanding - Basic (in units) | 40,083 | 23,686 | 18,192 |
Weighted Average Limited Partner Units Outstanding — Diluted | |||
Average Limited Partner Units Outstanding - Diluted (in units) | 40,105 | 23,701 | 18,204 |
Diluted / Subordinated Units | |||
Other Expense (Income) | |||
Net Income Attributable to Limited Partners | $ 22,367 | $ 63,023 | $ 64,661 |
Net Income Attributable to Limited Partners Per Limited Partner Unit — Basic | |||
Net Income Attributable to Limited Partners Per Limited Partner Unit — Basic (in dollars per share) | $ 3.86 | $ 3.96 | $ 4.10 |
Net Income Attributable to Limited Partners Per Limited Partner Unit — Diluted | |||
Net Income Attributable to Limited Partners Per Limited Partner Unit — Diluted (in dollars per share) | $ 3.86 | $ 3.96 | $ 4.10 |
Weighted Average Limited Partner Units Outstanding — Basic | |||
Average Limited Partner Units Outstanding - Basic (in units) | 5,795 | 15,903 | 15,903 |
Weighted Average Limited Partner Units Outstanding — Diluted | |||
Average Limited Partner Units Outstanding - Diluted (in units) | 5,795 | 15,903 | 15,903 |
Midstream Services — Third Party | |||
Revenues | |||
Services and Sales Revenues - Third Party | $ 96,194 | $ 78,498 | $ 18,353 |
Crude Oil Sales — Third Party | |||
Revenues | |||
Services and Sales Revenues - Third Party | $ 189,772 | $ 141,490 | $ 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | ||
Cash Flows From Operating Activities | ||||
Net Income | $ 245,467 | $ 216,719 | $ 160,767 | |
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities | ||||
Depreciation and Amortization | 96,981 | 79,568 | 22,990 | |
Asset Impairment | (488) | 3,470 | 0 | |
Deferred Income Taxes | 3,848 | 7,780 | 27,952 | |
Loss (Income) from Equity Method Investees | 22,435 | (11,880) | (1,779) | |
Distributions from Equity Method Investees | 10,135 | 9,219 | 0 | |
Unit-Based Compensation | 1,052 | 1,392 | 790 | |
Other Adjustments for Noncash Items Included in Income | 1,548 | 739 | 384 | |
Changes in Operating Assets and Liabilities, Net of Assets Acquired and Liabilities Assumed | ||||
Increase in Accounts Receivable | (24,126) | (13,863) | (17,811) | |
Increase (Decrease) in Accounts Payable | 28,755 | (22,101) | 1,580 | |
Other Operating Assets and Liabilities, Net | (464) | 2,644 | 1,489 | |
Net Cash Provided by Operating Activities | 385,143 | 273,687 | 196,362 | |
Cash Flows From Investing Activities | ||||
Additions to Property, Plant and Equipment | (262,342) | (619,517) | (314,214) | |
Black Diamond Acquisition, Net of Cash Acquired | 0 | (649,868) | 0 | |
Additions to Investments | (611,325) | (426) | (68,504) | |
Distributions from Cost Method Investee and Other | 1,074 | 1,323 | 973 | |
Net Cash Used in Investing Activities | (872,593) | (1,268,488) | (381,745) | |
Cash Flows From Financing Activities | ||||
Distributions to Noncontrolling Interests and Parent | (57,071) | (38,056) | (46,066) | |
Contributions from Noncontrolling Interests | 55,481 | 605,864 | 140,471 | |
Repayment of Revolving Credit Facility | (755,000) | (802,000) | (240,000) | |
Proceeds from Preferred Equity, Net of Issuance Costs | 97,198 | 0 | 0 | |
Proceeds from Equity Offerings, Net of Issuance Costs | 242,770 | 0 | 312,579 | |
Distribution to Noble for Common Control Transactions | (670,000) | 0 | (245,000) | |
Distributions to Unitholders | (115,935) | (86,841) | (59,917) | |
Debt Issuance Costs and Other | (2,979) | (3,049) | (1,532) | |
Net Cash Provided by Financing Activities | 484,464 | 952,918 | 185,535 | |
(Decrease) Increase in Cash, Cash Equivalents, and Restricted Cash | (2,986) | (41,883) | 152 | |
Cash, Cash Equivalents, and Restricted Cash at Beginning of Period | [1] | 15,712 | 57,595 | 57,443 |
Cash, Cash Equivalents, and Restricted Cash at End of Period | [1] | 12,726 | 15,712 | 57,595 |
Revolving Credit Facility | ||||
Cash Flows From Financing Activities | ||||
Borrowings Under Revolving Credit Facility | 1,290,000 | 777,000 | 325,000 | |
Term Loan Credit Facility | ||||
Cash Flows From Financing Activities | ||||
Proceeds from Term Loan Credit Facilities | $ 400,000 | $ 500,000 | $ 0 | |
[1] | See Note 2. Summary of Significant Accounting Policies and Basis of Presentation for our reconciliation of total cash. |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Parent Net Investment | Noncontrolling Interests | Limited PartnerCommon Units | Limited PartnerSubordinated Units | General Partner | |||||
Parent Net Investment at Dec. 31, 2016 | $ 144,157 | ||||||||||
Increase (Decrease) in Net Parent Investment [Roll Forward] | |||||||||||
Contributions from parent | 58,678 | $ (54,844) | $ 6,371 | $ 48,473 | |||||||
Distributions to parent | $ 245,000 | [1] | 29,537 | 28,459 | [1] | 216,541 | [1] | ||||
Parent Net Investment at Dec. 31, 2017 | 170,429 | ||||||||||
Beginning Balance at Dec. 31, 2016 | 487,062 | 71,366 | 308,338 | (36,799) | $ 0 | ||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||
Net Income | 160,767 | (2,869) | 23,064 | 75,076 | 64,661 | 835 | |||||
Contributions from Noncontrolling Interests | 182,059 | 123,381 | |||||||||
Distributions to Noncontrolling Interests | (51,274) | (21,737) | |||||||||
Distributions to Unitholders | (59,917) | (31,672) | (27,930) | (315) | |||||||
Preferred Equity Accretion | 312,172 | 312,172 | |||||||||
Distributions to Noble | 245,000 | [1] | 29,537 | 28,459 | [1] | 216,541 | [1] | ||||
Contributed Assets Transfer from Noble | 58,678 | (54,844) | 6,371 | 48,473 | |||||||
Unit-Based Compensation and Other | 790 | 790 | |||||||||
Ending Balance at Dec. 31, 2017 | 786,659 | 141,230 | 642,616 | (168,136) | 520 | ||||||
Increase (Decrease) in Net Parent Investment [Roll Forward] | |||||||||||
Contributions from parent | 849 | ||||||||||
Distributions to parent | 28,799 | ||||||||||
Parent Net Investment at Dec. 31, 2018 | 170,322 | 170,322 | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||
Net Income | 216,719 | 27,843 | 26,142 | 93,875 | 63,023 | 5,836 | |||||
Contributions from Noncontrolling Interests | 606,713 | 605,864 | |||||||||
Distributions to Noncontrolling Interests | (38,056) | (9,257) | |||||||||
Distributions to Unitholders | (86,841) | (49,610) | (33,296) | (3,935) | |||||||
Black Diamond Equity Ownership Promote Vesting | [2] | (19,826) | 11,624 | 8,202 | |||||||
Distributions to Noble | 28,799 | ||||||||||
Contributed Assets Transfer from Noble | 849 | ||||||||||
Unit-Based Compensation and Other | 1,361 | 1,361 | |||||||||
Ending Balance at Dec. 31, 2018 | 1,486,555 | 744,153 | 699,866 | (130,207) | 2,421 | ||||||
Increase (Decrease) in Net Parent Investment [Roll Forward] | |||||||||||
Distributions to parent | 670,000 | [1] | 54,889 | [3] | 670,000 | [1] | |||||
Asset Transfers for Drop-Down and Simplification Transaction | (128,362) | ||||||||||
Parent Net Investment at Dec. 31, 2019 | 0 | 0 | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||
Net Income | 245,467 | 12,929 | 72,542 | 123,662 | 22,367 | 13,967 | |||||
Contributions from Noncontrolling Interests | 55,481 | 55,481 | |||||||||
Distributions to Noncontrolling Interests | [3] | (80,992) | (26,103) | ||||||||
Distributions to Unitholders | (115,935) | (80,480) | (19,067) | (16,388) | |||||||
Black Diamond Equity Ownership Promote Vesting | [2] | (20,391) | 17,645 | 2,746 | |||||||
Conversion of Subordinated Units to Common Units | [4] | (124,161) | 124,161 | ||||||||
Preferred Equity Accretion | (9,440) | (9,440) | |||||||||
Preferred Equity Accretion | 242,770 | 242,770 | |||||||||
Distributions to Noble | 670,000 | [1] | $ 54,889 | [3] | 670,000 | [1] | |||||
Asset Transfers for Drop-Down and Simplification Transaction | (484,825) | 613,187 | |||||||||
Unit-Based Compensation and Other | 950 | 950 | |||||||||
Ending Balance at Dec. 31, 2019 | $ 1,154,856 | $ 340,857 | $ 813,999 | $ 0 | $ 0 | ||||||
[1] | See Note 3. Transactions with Affiliates for further discussion of our common control transactions. | ||||||||||
[2] | See Note 2. Summary of Significant Accounting Policies and Basis of Presentation for further discussion of the Black Diamond equity ownership promote vesting. | ||||||||||
[3] | Includes the elimination of a deferred tax asset and current tax liability associated with the Drop-Down and Simplification Transaction. See Note 2. Summary of Significant Accounting Policies and Basis of Presentation for further discussion. | ||||||||||
[4] | See Note 12. Partnership Distributions for further discussion on the conversion of Subordinated Units. |
Organization and Nature of Oper
Organization and Nature of Operations | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of Operations | Note 1. Organization and Nature of Operations Organization We are a growth-oriented Delaware master limited partnership formed in December 2014 by Noble to own, operate, develop and acquire a wide range of domestic midstream infrastructure assets. Our current areas of focus are in the DJ Basin and the Delaware Basin. Partnership Assets Our assets consist of ownership interests in certain companies which serve specific areas and integrated development plan (“IDP”) areas and consist of the following: Company Areas Served NBLX Dedicated Service NBLX Ownership Noncontrolling Interest (1) Colorado River LLC (2) Wells Ranch IDP (DJ Basin) East Pony IDP (DJ Basin) All Noble DJ Basin Acreage Crude Oil Gathering Natural Gas Gathering Water Services Crude Oil Gathering Crude Oil Treating 100% N/A San Juan River LLC (2) East Pony IDP (DJ Basin) Water Services 100% N/A Green River DevCo LLC (2) Mustang IDP (DJ Basin) Crude Oil Gathering Natural Gas Gathering Water Services 100% N/A Laramie River LLC (2) Greeley Crescent IDP (DJ Basin) Crude Oil Gathering Water Services 100% N/A Black Diamond Dedication Area (DJ Basin) Crude Oil Gathering Crude Oil Sales Natural Gas Gathering 54.4% 45.6% Blanco River LLC (2) Delaware Basin Crude Oil Gathering Natural Gas Gathering Water Services 100% N/A Gunnison River DevCo LP Bronco IDP (DJ Basin) (3) Crude Oil Gathering Water Services 5% 95% Trinity River DevCo LLC (4) Delaware Basin Natural Gas Compression Crude Oil Transmission 100% N/A Dos Rios DevCo LLC (5) Delaware Basin Crude Oil Transmission Y-Grade Transmission 100% N/A Noble Midstream Holdings LLC East Pony IDP (DJ Basin) Natural Gas Gathering Natural Gas Processing 100% N/A Delaware Basin Crude Oil Gathering Natural Gas Gathering Water Services 100% N/A (1) The noncontrolling interest represents Noble’s retained ownership interest in the Gunnison River DevCo LP. The noncontrolling interest in Black Diamond represents Greenfield Member’s interest in Black Diamond. (2) On December 31, 2019, the general partner and limited partnership of each of the companies were merged into a limited liability company (“LLC”). (3) The Bronco IDP is a future development area. We currently have no midstream infrastructure assets in the Bronco IDP. (4) Our interest in Advantage Pipeline L.L.C. (“Advantage”) is owned through Trinity River DevCo LLC. (5) Our ownership interests in Delaware Crossing, EPIC Y-Grade and EPIC Crude are owned through wholly-owned subsidiaries of Dos Rios DevCo LLC. Nature of Operations We operate and own interests in the following assets: • crude oil gathering systems; • natural gas gathering and processing systems and compression units; • crude oil treating facilities; • produced water collection, gathering, and cleaning systems; • fresh water storage and delivery systems; and • investments in midstream entities that provide transportation services. We generate revenues primarily by charging fees on a per unit basis for gathering crude oil, gathering and processing natural gas, delivering and storing fresh water and collecting, cleaning and disposing of produced water. Additionally, we purchase crude oil from producers and sell crude oil to customers at various delivery points. We have entered into multiple fee-based commercial agreements with Noble, each with an initial term of 15 years, to provide these services which are critical to Noble’s upstream operations. Our agreements include substantial acreage dedications. See Note 3. Transactions with Affiliates . |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Basis of Presentation | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies and Basis of Presentation | Note 2. Summary of Significant Accounting Policies and Basis of Presentation Basis of Presentation and Consolidation Our consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). All intercompany balances and transactions have been eliminated upon consolidation. The Partnership has no items of other comprehensive income or loss; therefore, its net income is identical to its comprehensive income. Variable Interest Entities Our consolidated financial statements include the accounts of Black Diamond, which we control. We have determined that the partners with equity at risk in Black Diamond lack the authority, through voting rights or similar rights, to direct the activities that most significantly impact their economic performance. Therefore, Black Diamond is considered a VIE. Through our majority representation on the Black Diamond board of directors as well as our responsibility as operator of the Black Diamond system, we have the authority to direct the activities that most significantly affect economic performance and the obligation to absorb losses or the right to receive benefits that could be potentially significant to us. Therefore, we are considered the primary beneficiary and consolidate Black Diamond in our financial statements. All financial statement activity associated with Black Diamond is captured within the Gathering Systems reportable segment. See Note 10. Segment Information . Drop-Down and Simplification Transaction On November 21, 2019, we closed the Drop-Down and Simplification Transaction with Noble, as described in Note 3. Transactions with Affiliates . The Drop-Down and Simplification Transaction represented a transaction between entities under common control. Prior to the acquisition of the remaining limited partner interests in Blanco River DevCo LP, Green River DevCo LP and San Juan River DevCo LP, the interests were reflected as noncontrolling interests in the Partnership’s consolidated financial statements. As we acquired additional interests in already-consolidated entities, the acquisition of these interests did not result in a change in reporting entity, as defined under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 805, Business Combinations. Therefore, results of operations related to these entities will be accounted for on a prospective basis. Conversely, the acquisition of all of the issued and outstanding limited liability company interests of NBL Holdings is characterized as a change in reporting entity, as defined under FASB Accounting Standards Codification Topic 805, Business Combinations , as this entity previously had not been consolidated by us. Therefore, results of operations related to NBL Holdings have been accounted for on a retrospective basis. Our financial information has been recast to include the historical results of NBL Holdings for all periods presented. The financial statements of NBL Holdings for periods prior to the Drop-Down and Simplification Transaction have been prepared from the separate records maintained by Noble and may not necessarily be indicative of the results of operations had these entities operated on a consolidated basis during those periods. Because a direct ownership relationship did not exist among the Partnership and NBL Holdings prior to the Drop-Down and Simplification Transaction, the net investment in NBL Holdings is shown as Parent Net Investment, in lieu of partners’ equity, in the accompanying Consolidated Statement of Changes in Equity for periods prior to the Drop-Down and Simplification Transaction. Equity Method of Accounting We use the equity method of accounting for investments in entities that we do not control but over which we exert significant influence. For certain entities, we serve as the operator and exert significant influence over the day-to-day operations. For other entities, we do not serve as the operator; however, our voting position on management committees or the board of directors allows us to exert significant influence over decisions regarding capital investments, budgets, turnarounds, maintenance, monetization decisions and other project matters. Under the equity method of accounting, initially we record the investment at our cost. Differences in the cost, or basis, of the investment and the net asset value of the investee will be amortized into earnings over the remaining useful life of the underlying assets. See Note 6. Investments . Cost Method of Accounting We use the cost method of accounting for our White Cliffs Interest as we have virtually no influence over its operations and financial policies. Under the cost method of accounting, we recognize cash distributions from White Cliffs Pipeline L.L.C. as investment income in our consolidated statements of operations to the extent there is net income and record cash distributions in excess of our ratable share of earnings as return of investment. See Note 6. Investments . Redeemable Noncontrolling Interest Our redeemable noncontrolling interest is related to our preferred equity issuance . We can redeem the preferred equity in whole or in part at any time for cash at a predetermined redemption price. The predetermined redemption price is the greater of (i) an amount necessary to achieve a 12% internal rate of return or (ii) an amount necessary to achieve a 1.375 x multiple on invested capital. GIP can request redemption of the preferred equity following the later of the sixth anniversary of the closing or the fifth anniversary of the EPIC Crude pipeline completion date at a pre-determined base return. As GIP’s redemption right is outside of our control, the preferred equity is not considered to be a component of equity on the consolidated balance sheet, and is reported as mezzanine equity on the consolidated balance sheet. In addition, because the preferred equity was issued by a subsidiary of the Partnership and is held by a third party, it is considered a redeemable noncontrolling interest. The preferred equity was recorded initially at fair value on the issuance date. Subsequent to issuance, we accrete changes in the redemption value of the preferred equity from the date of issuance to GIP’s earliest redemption date. The preferred equity is perpetual and has a 6.5% annual dividend rate, payable quarterly in cash, with the ability to accrue unpaid dividends during the first two years following the closing. During any quarter in which a dividend is accrued, the accreted value of the preferred equity will be increased by the accrued but unpaid dividend (i.e., a paid-in-kind dividend). See Note 4. Offerings and Acquisition . Noncontrolling Interests We present our consolidated financial statements with a noncontrolling interest section representing Noble’s retained ownership in the Gunnison River DevCo LP as well as Greenfield Member’s ownership of Black Diamond. Segment Information Accounting policies for reportable segments are the same as those described in this footnote. Transfers between segments are accounted for at market value. We do not consider interest income and expense or income tax benefit or expense in our evaluation of the performance of reportable segments. See Note 10. Segment Information . Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires us to make a number of estimates and assumptions relating to the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ significantly from those estimates. Management evaluates estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic and commodity price environment. Cash and Cash Equivalents For purposes of reporting cash flows, cash and cash equivalents include unrestricted cash on hand and investments with original maturities of three months or less at the time of purchase. Accounts Receivable and Allowance for Expected Credit Losses Our accounts receivable result primarily from our midstream gathering services, fresh water services and crude oil sales. The majority of these receivables have payment terms of 30 days or less. At the end of each reporting period, we assess the recoverability of all material receivables using historical data, current market conditions, and reasonable and supportable forecasts of future economic conditions to determine their expected collectibility. The loss given default method is used when, based on management's judgment, an allowance for expected credit losses should be accrued on a material receivable to reflect the net amount expected to be collected. See “Recently Adopted Accounting Standards” below for discussion on our early adoption of Accounting Standards Update No. 2016-13 (ASU 2016-13): Financial Instruments - Credit Losses. Crude Oil Inventory Our crude oil inventory consists of crude oil that has been purchased. It is stated at the lower of cost or net realizable value. Crude oil inventory is recorded within other current assets in our consolidated balance sheets and totaled $5.6 million and $2.2 million as of December 31, 2019 and 2018 , respectively. Property, Plant and Equipment Property, plant and equipment primarily consists of crude oil gathering systems, natural gas gathering systems, natural gas plants and compression units, produced water collection, gathering, and cleaning systems, fresh water storage and delivery systems and crude oil treating facilities. Property and equipment is stated at the lower of historical cost less accumulated depreciation, or fair value, if impaired. Capitalized Interest We capitalize construction-related direct labor and incremental costs, such as interest expense. Capitalized interest totaled $17.5 million in 2019 , $6.4 million in 2018 , and $2.5 million in 2017 . Depreciation Depreciation is computed over the asset’s estimated useful life using the straight line method based on estimated useful lives and asset salvage values. Determination of depreciation expense requires judgment regarding the estimated useful lives and salvage values of property, plant and equipment. As circumstances warrant, depreciation estimates are reviewed to determine if any changes in the underlying assumptions are necessary. The weighted average life of our long-lived assets is 29 years. The depreciation of fixed assets recorded under capital lease agreements is included in depreciation and amortization expense. See Note 5. Property, Plant and Equipment . Impairment of Long-Lived Assets We routinely assess whether impairment indicators arise during any given quarter and have processes in place to ensure that we become aware of such indicators. Impairment indicators include, but are not limited to, sustained decreases in commodity prices, a decline in customer well results and lower throughput forecasts, changes in customer development plans, and/or increases in our construction or operating costs. In the event that impairment indicators exist, we conduct an impairment test. We evaluate our ability to recover the carrying amounts of long-lived assets and determine whether such long-lived assets have been impaired. Impairment exists when the carrying value of an asset exceeds the estimated undiscounted future cash flows expected to result from the use and eventual disposition of the asset. When the carrying amount of a long-lived asset exceeds its estimated undiscounted future cash flows, the carrying amount of the asset is reduced to its estimated fair value. Fair value may be estimated using comparable market data, a discounted cash flow method, or a combination of the two. During 2018, we recorded an asset impairment of $3.5 million related to a damaged gathering system asset. The asset impairment was partially offset by an expected recovery of $2.5 million . The resulting net impairment totaled $1.0 million and is recorded within other operating expense in our consolidated statement of operations. Asset Retirement Obligations Asset Retirement Obligations (“AROs”) consist of estimated costs of dismantlement, removal, site reclamation and similar activities associated with our property and equipment. We recognize the fair value of a liability for an ARO in the period in which it is incurred when we have an existing legal obligation associated with the retirement of our infrastructure assets and the obligation can reasonably be estimated. The associated asset retirement cost is capitalized as part of the carrying cost of the infrastructure asset. The recognition of an ARO requires that management make numerous estimates, assumptions and judgments regarding such factors as: the existence of a legal obligation for an ARO; estimated probabilities, amounts and timing of settlements; the credit-adjusted risk-free rate to be used; and inflation rates. In periods subsequent to initial measurement of the ARO, we recognize period-to-period changes in the liability resulting from the passage of time and revisions to either the timing or the amount of the original estimate of undiscounted cash flows. Revisions also result in increases or decreases in the carrying cost of the asset. Increases in the ARO liability due to passage of time impact net income as accretion expense. The related capitalized cost, including revisions thereto, is charged to expense through depreciation and amortization. See Note 9. Asset Retirement Obligations . Impairment of Investments We routinely assess our investments for impairment whenever changes in facts and circumstances indicate a loss in value has occurred. When impairment indicators exist, the fair value is estimated and compared to the investment carrying amount. When the carrying amount of an investment exceeds its estimated undiscounted future cash flows, the carrying amount of the investment is reduced to its estimated fair value. Fair value may be estimated using comparable market data, a discounted cash flow method, or a combination of the two. No impairments have been recorded through December 31, 2019 . Intangible Assets Our intangible assets are comprised of customer contracts acquired in the Black Diamond Acquisition and recorded under the acquisition method of accounting at their estimated fair values at the date of acquisition. Amortization is calculated using the straight-line method by customer contract, which reflects the pattern in which the estimated economic benefit is expected to be received over the estimated useful life of the intangible asset. The amortization of intangible assets is included in depreciation and amortization expense in our consolidated statements of operations. Intangible assets with finite useful lives are reviewed for impairment when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. See Note 4. Offerings and Acquisition and Note 7. Intangible Assets . Goodwill As of December 31, 2019 , our consolidated balance sheet includes goodwill of $109.7 million. This goodwill resulted from the Black Diamond Acquisition and represents the excess of the consideration paid over fair value of the net identifiable assets of the acquired business. All of our goodwill is assigned to the Black Diamond reporting unit within the Gathering Systems reportable segment. See Note 4. Offerings and Acquisition and Note 10. Segment Information . Goodwill is not amortized to earnings but is qualitatively assessed for impairment. Goodwill is assessed for impairment annually during the third quarter, or more frequently as circumstances require, at the reporting unit level. If, based on our qualitative assessment, it is more likely than not that the fair value of the reporting unit is less than its carrying amount, we will perform a quantitative assessment. If, based on our quantitative assessment, we conclude that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, an impairment charge is recognized for the amount by which the carrying amount exceeds the fair value. Fair Value Measurements Fair value measurements are based on a hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three levels. The fair value hierarchy is as follows: • Level 1 measurements are fair value measurements which use quoted market prices (unadjusted) in active markets for identical assets or liabilities. • Level 2 measurements are fair value measurements which use inputs, other than quoted prices included within Level 1, which are observable for the asset or liability, either directly or indirectly. • Level 3 measurements are fair value measurements which use unobservable inputs. We measure assets and liabilities requiring fair value presentation and disclose such amounts according to the quality of valuation inputs under the fair value hierarchy. The carrying amounts of our cash and cash equivalents, accounts receivable and accounts payable approximate fair value due to the short-term nature and maturity of the instruments and use Level 1 inputs. Our revolving credit facility and term loan credit facilities are variable-rate, non-public debt. The fair value of our revolving credit facility and term loan credit facilities is equivalent to the carrying amount. The fair value is estimated based on significant other observable inputs. As such, we consider the fair value of these facilities to be a Level 2 measurement on the fair value hierarchy. See Note 8. Long-Term Debt . The fair value of the intangible assets acquired as part of the Black Diamond Acquisition was determined using unobservable inputs and is considered to be a Level 3 measurement on the fair value hierarchy. See Note 7. Intangible Assets . Certain assets and liabilities, such as property, plant, and equipment, investments, goodwill and other intangible assets, are not required to be measured at fair value on a recurring basis. However, these assets are assessed for impairment, and a resulting impairment would require the asset be recorded at fair value. Transactions with Affiliates Transactions between Noble, its affiliates and us have been identified in the consolidated financial statements as transactions with affiliates. See Note 3. Transactions with Affiliates . Unit-Based Compensation Unit-based compensation issued to individuals providing services to us is recorded at grant-date fair value. Expense is recognized on a straight-line basis over the requisite service period (generally the vesting period of the award) in the consolidated statements of operations. See Note 11. Unit-Based Compensation . Litigation and Other Contingencies We may become subject to legal proceedings, claims and liabilities that will arise in the ordinary course of business. We will accrue for losses associated with legal claims when such losses are considered probable and the amounts can be reasonably estimated. See Note 15. Commitments and Contingencies . Supplemental Cash Flow Information We accrued $56.6 million and $72.6 million related to midstream capital expenditures as of December 31, 2019 and 2018 , respectively. Greenfield Member contributed approximately $18.8 million of the amount held in escrow at December 31, 2017 for the Black Diamond Acquisition. See the Reconciliation of Total Cash below. Cash interest paid totaled $33.0 million and $16.3 million for the years ended December 31, 2019 and December 31, 2018 , respectively. In connection with the closing of the Drop-Down and Simplification Transaction, we eliminated a deferred tax asset and current tax liability associated with NBL Holdings. The deferred tax asset and current tax liability totaled approximately $26.0 million and $2.9 million , respectively, and represents a non-cash activity. Reconciliation of Total Cash We define total cash as cash, cash equivalents and restricted cash. The following table provides a reconciliation of total cash: Year Ended December 31, (in thousands) 2019 2018 2017 Cash and Cash Equivalents at Beginning of Period $ 14,761 $ 20,090 $ 57,443 Restricted Cash at Beginning of Period (1) (2) 951 37,505 — Cash, Cash Equivalents, and Restricted Cash at Beginning of Period $ 15,712 $ 57,595 $ 57,443 Cash and Cash Equivalents at End of Period $ 12,676 $ 14,761 $ 20,090 Restricted Cash at End of Period (1) (2) 50 951 37,505 Cash, Cash Equivalents, and Restricted Cash at End of Period $ 12,726 $ 15,712 $ 57,595 (1) Restricted cash represents the amount held in escrow at December 31, 2017 for the Black Diamond Acquisition. (2) Restricted cash represents the amount held as collateral at December 31, 2018 for certain of our letters of credit. Concentration of Credit Risk For the year ended December 31, 2019 , revenues from Noble and its affiliates comprised 81% and 59% of our midstream services revenues and total revenues, respectively. There were no individually significant revenues from a third-party in 2019. For the year ended December 31, 2018 , revenues from Noble and its affiliates comprised 81% and 61% of our midstream services revenues and total revenues, respectively. Revenues from a single third-party customer comprised 66% and 17% of our crude oil sales revenues and total revenues, respectively. For the year ended December 31, 2017 , revenues from Noble and its affiliates comprised 94% of our midstream services revenues and total revenues. There were no individually significant revenues from a third-party in 2017. Revenue Recognition We generate revenues by charging fees on a per unit basis for gathering crude oil and natural gas, delivering and storing fresh water, and collecting, cleaning and disposing of produced water. Also, we purchase crude oil from producers and sell crude oil to customers at various delivery points. We adopted ASC 606 on January 1, 2018, using the modified retrospective method. Under ASC 606, performance obligations are the unit of account and generally represent distinct goods or services that are promised to customers. The adoption of ASC 606 did not have an impact on the recognition, measurement and presentation of our revenues and expenses. See Note 10. Segment Information for disaggregation of revenue by reportable segment. Performance Obligations For gathering crude oil and natural gas, treating crude oil, processing natural gas, delivering and storing fresh water, and collecting, cleaning and disposing of produced water, our performance obligations are satisfied over time using volumes delivered to measure progress. We record revenue related to the volumes delivered at the contract price at the time of delivery. We began generating revenue from crude oil sales during first quarter 2018 upon closing of the Black Diamond Acquisition. An affiliate of Black Diamond engages in the purchase and sale of crude oil. For our crude oil sales, each unit sold is generally considered a distinct good and the related performance obligation is generally satisfied at a point in time (i.e. at the time control of the crude oil is transferred to the customer). We recognize revenue from the sale of crude oil when our contracted performance obligation to deliver crude oil is satisfied and control of the crude oil is transferred to the customer. This usually occurs when the crude oil is delivered to the location specified in the contract and the title and risks of rewards and ownership are transferred to the customer. Transaction Price Allocated to Remaining Performance Obligations Revenues expected to be recognized from certain performance obligations that are unsatisfied as of December 31, 2019, are reflected in the following table. We have utilized the practical expedients in ASC 606, which state that we are not required to disclose the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to a wholly unsatisfied performance obligation or the transaction price allocated to remaining performance obligations if the performance obligation is part of an agreement that has an original expected duration of one year or less. (in thousands) December 31, 2019 2020 $ 36,817 2021 37,635 Total $ 74,452 Contract Balances Under our revenue agreements, we invoice customers after our performance obligations have been satisfied, at which point payment is unconditional. As such, our revenue agreements do not give rise to contract assets or liabilities under ASC 606. The following is a summary of our types of revenue agreements: Crude Oil Gathering Under our crude oil gathering agreements, we receive a volumetric fee per barrel (“Bbl”) for the crude oil gathering services we provide. Natural Gas Gathering Under our natural gas gathering agreements, we receive a fee per the contracted unit of measure for the natural gas gathering services we provide. Natural Gas Processing Under our natural gas gathering agreements, we receive a fee per million British Thermal Units (“MMBtu”) for the natural gas processing services we provide. Natural Gas Compression Under our natural gas compression agreements, we receive a volumetric fee per thousand cubic feet (“Mcf”) for the natural gas compression services we provide. Produced Water Services Under our produced water services agreements, we receive a fee for collecting, cleaning or otherwise disposing of water produced from operating crude oil and natural gas wells in the dedication area. The fee is comprised of a volumetric component for services we provide directly and a pass through component for services we provide through contracts with third parties. Fresh Water Services Under our fresh water services agreements, we receive a fee for delivering fresh water. The fee is comprised of a volumetric component for services we provide directly and a pass through component for services we provide through contracts with third parties. The cost of storing the fresh water is included in the delivery fee. Crude Oil Treating Under our crude oil treating agreements, we receive a monthly fee for the crude oil treating services we provide based on each well operated by Noble that is producing in paying quantities that is not connected to our crude oil gathering systems during such month. Crude Oil Purchase and Sale Under our commodity purchase and sale agreements, we purchase crude oil from producers and sell crude oil to customers at various delivery points. For purchase and sale transactions with the same counterparty, the purchase and sale is settled at the contractual price index on a net basis. We account for these transactions on a net basis, in accordance with ASC 845, Non-Monetary Exchanges . We record the residual fee as gathering revenue in our consolidated statements of operations. For purchase and sale transactions with different counterparties, we purchase the crude oil at market-based prices and sell the crude oil to a different counterparty at market-based prices. Market-based pricing is based on the price index applicable for the location of the sale. We account for these transactions on a gross basis. Recently Adopted Accounting Standards Leases Effective January 1, 2019 we adopted Accounting Standards Update No. 2016-02 (“ASU 2016-02”), which created Topic 842 – Leases (“ASC 842”). The standard requires lessees to recognize a right-of-use (“ROU”) asset and lease liability on the balance sheet for the rights and obligations created by leases. ASC 842 also requires disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. Upon adoption, we elected the following optional practical expedients: • transition ‘practical expedients’, permitting us not to reassess our prior conclusions about lease identification, lease classification and initial direct costs; • the practical expedient pertaining to land easements, allowing us to account for existing land easements under previous accounting policy; and • the practical expedient to not separate lease and non-lease components for the majority of our leases. We adopted ASC 842 using the modified retrospective approach. Adoption did not materially impact our consolidated balance sheet or consolidated statement of operations and had no impact on our consolidated statement of cash flows. Our accounting for finance leases remains substantially unchanged. We determine whether an arrangement contains a lease based on the conveyed rights and obligations at the inception date. If an agreement contains a lease, at the commencement date, we record an ROU asset and a corresponding lease liability based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate to determine the present value of lease payments, we use our hypothetical secured borrowing rate based on information available at lease commencement. The weighted average discount rate is 3.69% for operating leases and 2.80% for our finance lease. Leases with an initial term of 12 months or less are not recorded on the balance sheet and we recognize lease expense for these leases on a straight-line basis over the lease term. Most leases include one or more options to renew, with renewal terms that can extend the lease term from one month to one year or more. Additionally, some of our leases include an option for early termination. We include renewal periods and exclude termination periods from our lease term if, at commencement, it is reasonably likely that we will exercise the option. Additionally, we have lease agreements that include lease and non-lease components, such as equipment maintenance, which are generally accounted for as a single lease component. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. Financial Instruments: Credit Losses In June 2016, the FASB issued Accounting Standards Update No. 2016-13 (“ASU 2016-13”): Financial Instruments – Credit Losses , which replaces the incurred loss impairment methodology with an expected credit loss methodology for financial instruments, including financial assets measured at amortized cost, such as trade and joint interest billing receivables, and off-balance sheet credit exposures not accounted for as insurance, such as financial guarantees and other unfunded loan commitments. The amended standard is effective for fiscal years beginning after December 15, 2019, with early adoption permitted. We early adopted this ASU in fourth quarter 2019. This adoption did not have a material impact on our financial statements. Recently Issued Accounting Standards None. |
Transactions with Affiliates
Transactions with Affiliates | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Transactions with Affiliates | Note 3. Transactions with Affiliates Common Control Transactions Drop-Down and Simplification Transaction On November 14, 2019, we entered into a Contribution, Conveyance, Assumption and Simplification Agreement with Noble in which we acquired (i) the remaining 60% limited partner interest in Blanco River DevCo LP, (ii) the remaining 75% limited partner interest in Green River DevCo LP, (iii) the remaining 75% limited partner interest in San Juan River DevCo LP and (iv) all of the issued and outstanding limited liability company interests of NBL Holdings, which owns a natural gas processing complex in the DJ Basin and an incremental three-stream gathering system in the Delaware Basin. Additionally, all of Noble’s IDRs were converted into Common Units. The total consideration paid by the Partnership for the Drop-Down and Simplification Transaction was $1.6 billion , which consisted of $670 million in cash and 38,455,018 Common Units issued to Noble. The cash portion of the consideration was funded by the 2019 Private Placement and borrowings under our revolving credit facility. The transaction closed on November 21, 2019. See Note 4. Offerings and Acquisition . 2017 Contribution Agreement On June 20, 2017, we entered into a Contribution Agreement with Noble. Pursuant to the terms of the Contribution Agreement, we acquired (i) the remaining 20% limited partner interest in Colorado River DevCo LP and (ii) an additional 15% limited partner interest in Blanco River DevCo LP (collectively, the “Contributed Assets” and the “2017 Contributed Asset Transaction”). The total consideration paid by the Partnership for the Contributed Assets was $270 million , which consisted of $245 million in cash and 562,430 Common Units issued to Noble. The transaction closed on June 26, 2017. Revenue and Expense Transactions with Affiliates Revenues We derive a substantial portion of our revenues from commercial agreements with Noble. Revenues generated from commercial agreements with Noble and its affiliates consist of the following: Year Ended December 31, (in thousands) 2019 2018 2017 Gathering and Processing $ 337,086 $ 265,505 $ 189,732 Fresh Water Delivery 77,566 69,266 75,860 Other 3,183 3,976 5,677 Total Midstream Services — Affiliate $ 417,835 $ 338,747 $ 271,269 Expenses General and administrative expense consists of the following: Year Ended December 31, (in thousands) 2019 2018 2017 General and Administrative Expense — Affiliate $ 8,523 $ 8,846 $ 8,677 General and Administrative Expense — Third Party 17,254 17,064 6,115 Total General and Administrative Expense $ 25,777 $ 25,910 $ 14,792 Agreements with Noble We have entered into various agreements with Noble, as summarized below: Commercial Agreements Our commercial agreements with Noble provide for fees based on the type and scope of the midstream services we provide and the midstream system we use to provide our services, as follows: • Crude Oil Gathering Agreement - Under the applicable crude oil gathering agreement, we receive a volumetric fee per barrel (“Bbl”) for the crude oil gathering services we provide. • Natural Gas Gathering Agreement - Under the natural gas gathering agreement, we receive a volumetric fee per contracted unit of measure for the natural gas gathering services we provide. • Produced Water Services Agreement - Under the applicable produced water services agreement, we receive a fee for collecting, cleaning or otherwise disposing of water produced from operating crude oil and natural gas wells in the dedication area. The fee is comprised of a volumetric component for services we provide directly and a pass through component for services we provide through contracts with third parties. • Fresh Water Services Agreement - Under the applicable fresh water services agreement, we receive a fee for delivering fresh water. The fee is comprised of a volumetric component for services we provide directly and a pass through component for services we provide through contracts with third parties. The cost of storing the fresh water is included in the delivery fee. • Crude Oil Treating Agreement - Under the crude oil treating agreement, we receive a monthly fee for the crude oil treating services we provide based on each well operated by Noble that is producing in paying quantities that is not connected to our crude oil gathering systems during such month. • Natural Gas Processing Agreement - Under the natural gas processing agreement, we receive a volumetric fee per MMBtu for the natural gas processing services we provide. • Natural Gas Compression Agreement - Under the applicable natural gas compression agreement, we receive a volumetric fee per thousand cubic feet (“Mcf”) for the natural gas compression services we provide. Our commercial agreements with Noble include a provision to escalate volumetric fees annually, subject to specific limitations within each agreement. In addition, we can propose a redetermination of the fees charged under our various systems on an annual basis, taking into account, among other things, expected capital expenditures necessary to provide our services under the applicable development plan. However, if we and Noble are unable to agree on a fee redetermination (other than the automatic annual adjustment), the prior fee will remain in effect. In accordance with our commercial agreements with Noble, we provide midstream services through the use of our midstream assets. We have determined that the structure of our commercial agreements conveys to Noble the right to use our midstream assets. Revenues generated from the commercial agreements are recorded within Midstream Services - Affiliate in our consolidated statement of operations. We believe recording within Midstream Services - Affiliate reflects the nature of the commercial agreement, is representative of the revenues generated by the midstream industry and provides our investors with the information necessary to evaluate our operations. Omnibus Agreement Our omnibus agreement with Noble provides for: • our payment of an annual general and administrative fee, initially in the amount of $6.9 million for the provision of certain services by Noble and its affiliates, which fee could not be increased until after the third anniversary of our initial public offering (“IPO”) with annual redetermination thereafter. The cap on the initial rate expired in September 2019 and we have commenced the annual redetermination process; • our right of first refusal on existing Noble and future Noble acquired assets and the right to provide certain services, including the right to provide crude oil gathering, natural gas gathering and processing, and water services on certain acreage owned, or to be acquired, by Noble; • our right of first offer to acquire Noble’s retained interest in Gunnison River DevCo LP; and • an indemnity by Noble for certain environmental and other liabilities, and our obligation to indemnify Noble for events and conditions associated with the operations of its assets that occur after the closing of the IPO and for environmental liabilities related to our assets to the extent Noble is not required to indemnify us. Operational Services Agreement Our Operational Services and Secondment Agreement (“Operational Services Agreement”) with Noble provides for: • secondment by Noble of certain operational, construction, design and management employees and contractors to our General Partner, us and our subsidiaries to provide management, maintenance and operational functions with respect to our assets. These functions include performing the activities and day-to-day management of the business pursuant to certain commercial agreements listed in the Operational Services Agreement, and designing, building, constructing and otherwise installing the infrastructure required by such agreements; • reimbursement by us to Noble of the cost of the seconded employees and contractors, including their wages and benefits, based on the percentage of the employee’s or contractor’s time spent working for us; and • an initial term of 15 years and automatic extensions for successive renewal terms of one year each, unless terminated by either party. |
Offerings and Acquisition
Offerings and Acquisition | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Offerings and Acquisition | Note 4. Offerings and Acquisition Offerings 2019 Private Placement On November 14, 2019, the Partnership entered into a Common Unit Purchase Agreement with certain institutional investors, pursuant to which the Partnership agreed to sell 12,077,295 Common Units in a private placement (the “2019 Private Placement”). Gross proceeds totaled approximately $250 million . Net proceeds totaled approximately $242.9 million , after deducting offering expenses of approximately $7.1 million . The 2019 Private Placement closed on November 21, 2019. Proceeds from the 2019 Private Placement were utilized to fund a portion of the cash consideration for the Drop-Down and Simplification Transaction. Preferred Unit Offering On March 25, 2019, we, through Dos Rios Crude Intermediate LLC, a wholly-owned subsidiary of Dos Rios DevCo LLC, secured a $200 million equity commitment from GIP CAPS Dos Rios Holding Partnership, L.P. (“GIP”), an affiliate of Global Infrastructure Partners Capital Solutions Fund. Upon securing the GIP equity commitment, we issued 100,000 preferred equity units, with a face value of $1,000 per preferred unit. Proceeds from the issuance of the preferred equity totaled $100 million . The preferred equity is perpetual and has a 6.5% annual dividend rate. The remaining $100 million equity commitment is available for a one-year period, subject to certain conditions precedent. The following table provides a reconciliation of our redeemable noncontrolling interest balance: (in thousands) Redeemable Noncontrolling Interest December 31, 2018 $ — Preferred Equity Issuance 100,000 Issuance Costs (3,435 ) Preferred Equity Accretion (1) 9,440 December 31, 2019 $ 106,005 (1) Includes approximately $5.0 million related to dividends that were paid-in-kind. The dividend for each quarter in 2019 was paid-in-kind. Unit Offering On December 12, 2017, the Partnership entered into an Underwriting Agreement (the “Underwriting Agreement”) by and among the Partnership, our General Partner, and Citigroup Global Markets Inc., as representative of the several underwriters named therein (the “Underwriters”), providing for the offer and sale by the Partnership, and the purchase by the Underwriters, of 3,680,000 Common Units, which includes 480,000 Common Units issued pursuant to the Underwriters’ exercise of their option to purchase additional Common Units, at a price of $47.50 per common unit (the “Unit Offering”). Net proceeds totaled approximately $174.1 million , after deducting offering expenses of approximately $0.7 million . The closing of the Unit Offering occurred on December 15, 2017. 2017 Private Placement On June 20, 2017, the Partnership entered into a Common Unit Purchase Agreement with certain institutional investors, pursuant to which the Partnership agreed to sell 3,525,000 Common Units in a private placement for gross proceeds of approximately $142.6 million (the “2017 Private Placement”). Net proceeds totaled approximately $138.0 million , after deducting offering expenses of approximately $4.6 million . The closing of the 2017 Private Placement occurred on June 26, 2017. Acquisition Black Diamond Acquisition On January 31, 2018, Black Diamond completed the Black Diamond Acquisition for approximately $638.5 million in cash. Black Diamond Gathering Holdings LLC (the “Noble Member ”) and the Greenfield Member each funded its share of the purchase price, approximately $319.9 million and $318.6 million , respectively, through contributions to Black Diamond. Noble Member funded its share of the purchase price through a combination of cash on hand and borrowings under its revolving credit facility. See Note 8. Long-Term Debt . In addition to the payment to the Seller, Black Diamond, through an additional contribution from Greenfield Member, paid PDC Energy, Inc. (“PDC Energy”) approximately $24.1 million to expand PDC Energy’s acreage dedication as well as extend the duration of the acreage dedication by five years . In accordance with the limited liability company agreement of Black Diamond, Noble Member received a 54.4% equity ownership interest in Black Diamond and Greenfield Member received a 45.6% equity ownership interest in Black Diamond. Noble Member’s agreed equity ownership interest included a 4.4% equity ownership interest promote which was designed to vest only after Noble Member was allocated an amount of gross revenue equal to the contributions by Greenfield Member in excess of its agreed equity ownership interest. As of December 31, 2019 , Noble Member has received the necessary allocations of gross revenue and the equity ownership interest promote has vested. See Note 2. Summary of Significant Accounting Policies and Basis of Presentation . We serve as the operator of the Black Diamond system. We acquired a large-scale integrated gathering system located in the DJ Basin with approximately 160 miles of pipeline in operation and delivery capacity of approximately 300 MBbl/d as well as approximately 141,000 dedicated acres from six customers under fixed-fee arrangements. In connection with the Black Diamond Acquisition, we incurred acquisition and integration costs of $6.8 million during the year ended December 31, 2018. Our acquisition and integration costs include consulting, advisory, legal, transition services and other fees. All acquisition and integration costs were expensed and are included in general and administrative expense in our consolidated statements of operations. The transaction has been accounted for as a business combination, using the acquisition method. The following table represents the final allocation of the total Black Diamond Acquisition purchase price to the assets acquired and the liabilities assumed based on the fair value at the acquisition date, with any excess of the purchase price over the estimated fair value of the identifiable net assets acquired recorded as goodwill. The following table sets forth our purchase price allocation: (in thousands) Cash Consideration $ 638,266 PDC Energy Payment 24,120 Current Liabilities Assumed 18,259 Total Purchase Price and Liabilities Assumed $ 680,645 Cash and Restricted Cash $ 12,518 Accounts Receivable 10,661 Other Current Assets 2,206 Property, Plant and Equipment 205,766 Intangible Assets (1) 339,760 Fair Value of Identifiable Assets 570,911 Implied Goodwill (2) 109,734 Total Asset Value $ 680,645 (1) See Note 7. Intangible Assets . (2) Based upon the purchase price allocation, we have recognized $109.7 million of goodwill, all of which is assigned to the Black Diamond reporting unit within the Gathering Systems reportable segment. The results of operations attributable to Black Diamond are included in our consolidated statements of operations beginning on February 1, 2018. Revenues of $181.2 million and a net loss of $11.5 million from Black Diamond were generated from February 1, 2018 to December 31, 2018. The following pro forma consolidated financial information was derived from the historical financial statements of the Partnership and Saddle Butte Rockies Midstream, LLC and certain affiliates and gives effect to the acquisition as if it had occurred on January 1, 2017. The pro forma results of operations do not include any cost savings or other synergies that may result from the Black Diamond Acquisition or any estimated costs that have been or will be incurred by us to integrate the acquired assets. The pro forma consolidated financial information has been included for comparative purposes and is not necessarily indicative of the results that might have actually occurred had the acquisition taken place on January 1, 2017; furthermore, the financial information is not intended to be a projection of future results. Year Ended December 31, (in thousands, except per unit amounts) 2019 (1) 2018 2017 Revenues $ 703,801 $ 569,247 $ 405,500 Net Income 245,467 214,234 136,071 Net Income Attributable to Noble Midstream Partners LP $ 159,996 $ 161,068 $ 123,375 Net Income Attributable to Limited Partners Per Limited Partner Unit — Basic Common Units $ 3.09 $ 3.92 $ 3.59 Subordinated Units $ 3.86 $ 3.92 $ 3.59 Net Income Attributable to Limited Partners Per Limited Partner Unit — Diluted Common Units $ 3.08 $ 3.92 $ 3.59 Subordinated Units $ 3.86 $ 3.92 $ 3.59 (1) No pro forma adjustments were made for the period as Black Diamond operations are included in our results for the full period. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Note 5. Property, Plant and Equipment Property, plant and equipment, at cost, is as follows: (in thousands) December 31, 2019 December 31, 2018 Gathering and Processing Systems $ 1,795,957 $ 1,470,953 Fresh Water Delivery Systems (1) 96,004 78,820 Construction-in-Progress (2) 115,034 202,349 Total Property, Plant and Equipment, at Cost 2,006,995 1,752,122 Accumulated Depreciation and Amortization (244,038 ) (181,199 ) Property, Plant and Equipment, Net $ 1,762,957 $ 1,570,923 (1) Fresh water delivery system assets at December 31, 2019 and December 31, 2018 include $5 million related to a leased pond accounted for as a capital lease. See Note 15. Commitments and Contingencies . (2) Construction-in-progress at December 31, 2019 primarily includes $98.4 million in gathering system projects, $0.3 million in fresh water delivery system projects and $15.4 million in equipment for use in future projects. Construction-in-progress at December 31, 2018 primarily includes $147.4 million in gathering system projects, $21.6 million in fresh water delivery and $32.8 million in equipment for use in future projects. |
Investments
Investments | 12 Months Ended |
Dec. 31, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments | Note 6. Investments We have ownership interests in the following entities: • 3.33% interest in White Cliffs; • 50% interest in Advantage; • 50% interest in Delaware Crossing; • 15% interest in EPIC Y-Grade; and • 30% interest in EPIC Crude. Advantage On April 3, 2017, we acquired the interest in Advantage for $66.8 million . Advantage owns a crude oil pipeline system in the Southern Delaware Basin. Delaware Crossing On February 7, 2019, we executed definitive agreements with Salt Creek and completed the formation of Delaware Crossing, which is constructing a crude oil pipeline system in the Delaware Basin. During 2019, we made capital contributions of $70.3 million . EPIC Y-Grade On January 31, 2019, we exercised and closed our option with E PIC Midstream Holdings, LP (“EPIC”) to acquire an interest in EPIC Y-Grade, which owns the EPIC Y-Grade pipeline from the Delaware Basin to Corpus Christi, Texas. During 2019, we made capital contributions of $169.1 million . EPIC Crude On January 31, 2019, we exercised our option with EPIC to acquire an interest in EPIC Crude Holdings, which is constructing the EPIC crude oil pipeline from the Delaware Basin to Corpus Christi, Texas. On March 8, 2019, we closed our option with EPIC to acquire the interest in EPIC Crude. During 2019, we made capital contributions of $351.2 million . The following table presents our investments at the dates indicated: (in thousands) December 31, 2019 December 31, 2018 White Cliffs $ 10,268 $ 9,373 Advantage 76,834 72,944 Delaware Crossing 68,707 — EPIC Y-Grade 165,853 — EPIC Crude 339,116 — Total Investments (1) $ 660,778 $ 82,317 (1) We have capitalized $27.9 million in expenses that are included in the basis of the investments. The capitalized items include acquisition related expense and capitalized interest. As of December 31, 2019 , $27.7 million remains unamortized. The following table presents our investment loss (income) for the periods indicated: Year Ended December 31, (in thousands) 2019 2018 2017 White Cliffs $ (3,107 ) $ (3,687 ) $ (4,088 ) Advantage (8,159 ) (11,880 ) (1,779 ) Delaware Crossing 3,061 — — EPIC Y-Grade 8,381 — — EPIC Crude 19,152 — — Other (1) (1,580 ) (722 ) (467 ) Total Investment Loss (Income) $ 17,748 $ (16,289 ) $ (6,334 ) (1) Represents our fee for serving as the operator of Advantage and Delaware Crossing. Summarized, 100% combined balance sheet information for equity method investments was as follows: (in thousands) December 31, 2019 December 31, 2018 Current Assets $ 304,057 $ 10,451 Noncurrent Assets 4,296,648 138,221 Current Liabilities 443,573 5,667 Noncurrent Liabilities $ 1,868,138 $ 288 Summarized, 100% combined statements of operations for equity method investments was as follows: Year Ended December 31, (in thousands) 2019 2018 2017 Operating Revenues $ 481,466 $ 35,153 $ 11,034 Operating Expenses 575,306 11,148 7,358 Operating (Loss) Income (93,840 ) 24,005 3,676 Other Expense (Income) 41,616 (37 ) — (Loss) Income Before Income Taxes (135,456 ) 24,042 3,676 Tax Expense 118 171 35 Net (Loss) Income $ (135,574 ) $ 23,871 $ 3,641 Subsequent Event In February 2020, Black Diamond exercised its option, effective February 1, 2020, to acquire a 20% ownership interest in Saddlehorn Pipeline Company, LLC (“Saddlehorn”) for $155 million , or $84 million net to the Partnership. The Saddlehorn pipeline transports crude oil and condensate from the DJ Basin and the Powder River Basin to storage facilities in Cushing, Oklahoma, and, after expansion, will have total capacity of 290 MBbl/d. Saddlehorn is jointly owned by affiliates of Magellan Midstream Partners, L.P. (“Magellan”), Plains All American Pipeline, L.P. (“Plains”) and Western Midstream Partners, LP (“Western Midstream”). After Black Diamond’s purchase, with Magellan and Plains each selling a 10% interest, Magellan and Plains will each own a 30% membership interest and Black Diamond and Western Midstream will each own a 20% membership interest in Saddlehorn. Magellan continues to serve as operator of the Saddlehorn pipeline. The Partnership funded its share of the transaction price with available cash and a draw under its revolving credit facility. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Note 7. Intangible Assets Our intangible assets as of December 31, 2019 are comprised of customer contracts from the Black Diamond Acquisition and were recorded under the acquisition method of accounting at their estimated fair values at the date of acquisition. The customer contracts we acquired are long-term, fixed-fee contracts for the purchase and sale of crude oil. See Note 2. Summary of Significant Accounting Policies and Basis of Presentation for further discussion of our crude oil purchase and sale revenue agreements. Fair value was calculated using the multi-period excess earnings method under the income approach for the existing customers. This valuation method is based on first forecasting gross profit for the existing customers and then applying expected attrition rates. The operating cash flows were calculated by determining the costs required to generate gross profit from the existing customers. The key assumptions include overall gross profit growth, attrition rate of existing customers over time and the discount rate. As the fair value is based on inputs that are not observable in the market, these represent Level 3 inputs. We utilize the straight-line method of amortization for intangible assets with finite lives. The amortization period is reflective of the benefit pattern in which the estimated economic benefit is expected to be received over the estimated useful life of the intangible asset. The estimated economic benefit was determined by assessing the life of the assets related to the contracts and relationships, likelihood of renewals, competitive factors, regulatory or legal provisions and maintenance costs. Our intangible assets are as follows: December 31, 2019 December 31, 2018 (in thousands) Gross Accumulated Amortization (1) Net Gross Accumulated Amortization (1) Net Customer Contracts and Relationships $ 339,760 $ 61,860 $ 277,900 $ 339,760 $ 29,558 $ 310,202 (1) For the years ended December 31, 2019 and 2018, amortization expense related to intangible assets totaled $32.3 million and $29.6 million , respectively. Estimated future amortization expense related to the intangible assets at December 31, 2019 is as follows: (in thousands) December 31, 2019 2020 $ 32,390 2021 32,301 2022 32,301 2023 32,301 2024 32,390 Thereafter 116,217 Total $ 277,900 |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Note 8. Long-Term Debt Long-term debt as of December 31, 2019 and December 31, 2018 was as follows: December 31, 2019 December 31, 2018 (in thousands, except percentages) Debt Interest Rate Debt Interest Rate Revolving Credit Facility, due March 9, 2023 $ 595,000 3.11 % $ 60,000 3.67 % 2018 Term Loan Credit Facility, due July 31, 2021 500,000 2.85 % 500,000 3.42 % 2019 Term Loan Credit Facility, due August 23, 2022 400,000 2.74 % — — % Finance Lease Obligation (1) 2,005 — % 3,231 — % Total 1,497,005 563,231 Term Loan Credit Facilities Unamortized Debt Issuance Costs (1,326 ) (979 ) Total Debt 1,495,679 562,252 Finance Lease Obligation Due Within One Year (1) — (3,231 ) Long-Term Debt $ 1,495,679 $ 559,021 (1) See Note 14. Leases . Revolving Credit Facility We maintain a revolving credit facility to fund working capital and to finance acquisitions and expansion capital expenditures. As of December 31, 2018, the borrowing capacity on our revolving credit facility was $800 million . On December 13, 2019, we exercised the accordion feature on our revolving credit facility and increased the capacity to $1.15 billion . We utilized borrowings under the revolving credit facility to fund a portion of the cash consideration paid to Noble in the Drop-Down and Simplification Transaction. Borrowings under the revolving credit facility bear interest at a rate equal to an applicable margin plus, at our option, either (a) in the case of base rate borrowings, a rate equal to the highest of (1) the prime rate, (2) the greater of the federal funds rate or the overnight bank funding rate, plus 0.5% and (3) the LIBOR for an interest period of one month plus 1.0% ; or (b) in the case of LIBOR borrowings, the offered rate per annum for deposits of dollars for the applicable interest period. The unused portion of the revolving credit facility is subject to a commitment fee. As of December 31, 2019 and December 31, 2018 , the commitment fee rate was 0.275% and 0.2% , respectively. Unamortized debt issuance costs totaled $3.0 million and $2.7 million as of December 31, 2019 and December 31, 2018 , respectively, and are recorded within other noncurrent assets in our consolidated balance sheets. The revolving credit facility requires us to comply with certain financial covenants as of the end of each fiscal quarter. We were in compliance with such covenants as of December 31, 2019 . Certain lenders that are a party to the credit agreement have in the past performed, and may in the future from time to time perform, investment banking, financial advisory, lending or commercial banking services for us for which they have received, and may in the future receive, customary compensation and reimbursement of expenses. Term Loan Credit Facilities On August 23, 2019, we entered into a three-year senior unsecured term loan credit facility that permits aggregate borrowings of up to $400 million (the “2019 Term Loan”). Borrowings under the 2019 Term Loan bear interest at a rate equal to, at our option, either (1) a base rate plus an applicable margin between 0.00% and 0.375% per annum or (2) a Eurodollar rate plus an applicable margin between 0.875% and 1.375% per annum. On July 31, 2018, we entered into a three year senior unsecured term loan credit facility that permits aggregate borrowings of up to $500 million (the “2018 Term Loan”). Borrowings under the 2018 Term Loan bear interest at a rate equal to, at our option, either (1) a base rate plus an applicable margin between 0.00% and 0.50% per annum or (2) a Eurodollar rate plus an applicable margin between 1.00% and 1.50% per annum. The term loan credit facilities contain customary representations and warranties, affirmative and negative covenants, and events of default that are substantially the same as those contained in our revolving credit facility, including the requirement to comply with certain financial covenants as of the end of each fiscal quarter. We were in compliance with such covenants as of December 31, 2019. Upon the occurrence and during the continuation of an event of default under the term loan credit facilities, the lenders may declare all amounts outstanding under the term loan credit facilities to be immediately due and payable and exercise other remedies as provided by applicable law. |
Asset Retirement Obligations
Asset Retirement Obligations | 12 Months Ended |
Dec. 31, 2019 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligations | Note 9. Asset Retirement Obligations AROs consist of estimated costs of dismantlement, removal, site reclamation and similar activities associated with our infrastructure assets. Changes in AROs are as follows: Year Ended December 31, (in thousands) 2019 2018 Asset Retirement Obligations, Beginning Balance $ 30,533 $ 23,022 Liabilities Incurred 1,912 5,590 Liabilities Settled (131 ) (44 ) Revision of Estimate 3,686 646 Accretion Expense (1) 1,842 1,319 Asset Retirement Obligations, Ending Balance $ 37,842 $ 30,533 (1) Accretion expense is included in depreciation and amortization expense in the consolidated statements of operations. Liabilities incurred in 2019 were primarily related to new pipeline installations in the Mustang IDP, Greeley Crescent IDP and Delaware Basin. Revisions of estimates were primarily related to an increase in estimated costs associated with the abandonment of Delaware Basin pipelines and an increase in estimated costs associated with the retirement of our CGFs. Liabilities incurred in 2018 were primarily related to the completion of the CGFs in the Delaware Basin. During 2018, we completed the Coronado, Collier and Billy Miner Train II CGFs. Revisions of estimates during 2018 were primarily related to an increase in estimated costs associated with the retirement of our CGFs. With respect to property, plant and equipment associated with the Black Diamond system, it is our practice and current intent to maintain these assets and continue to make improvements as warranted. As a result, we believe that these assets have indeterminate lives for purposes of estimating AROs because dates or ranges of dates upon which we would retire these assets cannot reasonably be estimated at this time; therefore, no AROs have been recorded for these assets as of December 31, 2019 or 2018. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | Note 10. Segment Information We manage our operations by the nature of the services we offer. Our reportable segments comprise the structure used to make key operating decisions and assess performance. As a result of our increased investment in midstream entities during first quarter 2019, we have established an Investments in Midstream Entities reportable segment. Our Investments in Midstream Entities reportable segment includes all activity associated with our unconsolidated investments. See Note 6. Investments . We are now organized into the following reportable segments: Gathering Systems (primarily includes crude oil gathering, natural gas gathering and processing, produced water gathering, and crude oil sales), Fresh Water Delivery, Investments in Midstream Entities and Corporate. We often refer to the services of our Gathering Systems and Fresh Water Delivery reportable segments collectively as our midstream services. Prior period segment information has been reclassified to conform to the current period presentation. Summarized financial information concerning our reportable segments is as follows: (in thousands) Gathering Systems Fresh Water Delivery Investments in Midstream Entities Corporate (1) Consolidated Year Ended December 31, 2019 Midstream Services — Affiliate $ 340,269 $ 77,566 $ — $ — $ 417,835 Midstream Services — Third Party 83,603 12,591 — — 96,194 Crude Oil Sales — Third Party 189,772 — — — 189,772 Total Revenues 613,644 90,157 — — 703,801 Cost of Crude Oil Sales 181,390 — — — 181,390 Direct Operating Expense 95,743 18,650 — 2,282 116,675 Depreciation and Amortization 94,455 2,526 — — 96,981 Income (Loss) Before Income Taxes 242,545 68,980 (17,748 ) (44,295 ) 249,482 Year Ended December 31, 2018 Midstream Services — Affiliate $ 269,481 $ 69,266 $ — $ — $ 338,747 Midstream Services — Third Party 59,153 19,345 — — 78,498 Crude Oil Sales — Third Party 141,490 — — — 141,490 Total Revenues 470,124 88,611 — — 558,735 Cost of Crude Oil Sales 136,368 — — — 136,368 Direct Operating Expense 79,848 14,269 — 1,735 95,852 Depreciation and Amortization 77,309 2,259 — — 79,568 Income (Loss) Before Income Taxes 172,826 72,083 16,289 (36,478 ) 224,720 Year Ended December 31, 2017 Midstream Services — Affiliate $ 195,409 $ 75,860 $ — $ — $ 271,269 Midstream Services — Third Party 7,444 10,909 — — 18,353 Total Midstream Services Revenues 202,853 86,769 — — 289,622 Direct Operating Expense 50,963 16,011 — 858 67,832 Depreciation and Amortization 20,724 2,266 — — 22,990 Income (Loss) Before Income Taxes 129,770 68,492 6,344 (15,867 ) 188,739 December 31, 2019 Intangible Assets, Net $ 277,900 $ — $ — $ — $ 277,900 Goodwill 109,734 — — — 109,734 Total Assets 2,160,026 91,840 660,778 13,438 2,926,082 Additions to Long-Lived Assets 257,066 7,330 611,325 1,068 876,789 December 31, 2018 Intangible Assets, Net $ 310,202 $ — $ — $ — $ 310,202 Goodwill 109,734 — — — 109,734 Total Assets 1,998,361 96,280 82,317 15,220 2,192,178 Additions to Long-Lived Assets 738,427 23,018 426 555 762,426 (1) The Corporate segment includes all general Partnership activity not attributable to our operating subsidiaries. |
Unit-Based Compensation
Unit-Based Compensation | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Unit-Based Compensation | Note 11. Unit-Based Compensation The Noble Midstream Partners LP 2016 Long-Term Incentive Plan (the “LTIP”) provides for the grant, at the discretion of the board of directors of our General Partner, of unit awards, restricted units, phantom units, unit options, unit appreciation rights, distribution equivalent rights, profits interest units and other unit-based awards. The purpose of awards under the LTIP is to provide additional incentive compensation to individuals providing services to us, and to align the economic interests of such individuals with the interests of our unitholders. The LTIP limits the number of units that may be delivered pursuant to vested awards to 1,860,000 Common Units, subject to proportionate adjustment in the event of unit splits and similar events. Common units subject to awards that are canceled, forfeited, withheld to satisfy exercise prices or tax withholding obligations or otherwise terminated without delivery of Common Units will be available for delivery pursuant to other awards. As of December 31, 2019 , 1,630,638 Common Units are available for future grant under the LTIP. Restricted unit activity for the year ended December 31, 2019 was as follows: Number of Units Weighted Average Award Date Fair Value Awarded and Unvested Units at December 31, 2018 71,419 $ 51.92 Awarded 132,773 31.88 Vested (16,446 ) 53.45 Forfeited (84,391 ) 39.54 Awarded and Unvested Units at December 31, 2019 103,355 $ 36.04 Unit based compensation expense is recorded within general and administrative expense. For the years ended December 31, 2019, December 31, 2018 and December 31, 2017, our unit based compensation expense was approximately $1.1 million , $1.4 million and $0.8 million , respectively. As of December 31, 2019 , $2.1 million of compensation cost related to all of our unvested restricted units awarded under the LTIP remained to be recognized. The cost is expected to be recognized over a weighted-average period of 1.5 years. |
Partnership Distributions
Partnership Distributions | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Partnership Distributions | Note 12. Partnership Distributions Our partnership agreement requires that, within 45 days after the end of each quarter, we distribute all of our available cash to unitholders of record on the applicable record date. The following table details the distributions paid in respect of the periods presented below: Distributions Limited Partners Period Record Date Distribution Date Distribution per Limited Partner Unit Common Unitholders (1) Subordinated Unitholders (2) Holder of IDRs (3) Total Q4 2016 (4) February 6, 2017 February 14, 2017 $ 0.4333 $ 6,891 $ 6,891 $ — $ 13,782 Q1 2017 May 8, 2017 May 16, 2017 0.4108 6,533 6,533 — 13,066 Q2 2017 August 7, 2017 August 14, 2017 0.4457 8,909 7,088 92 16,089 Q3 2017 November 6, 2017 November 13, 2017 0.4665 9,330 7,418 223 16,971 Q4 2017 February 5, 2018 February 12, 2018 0.4883 11,566 7,765 520 19,851 Q1 2018 May 7, 2018 May 14, 2018 0.5110 12,103 8,126 819 21,048 Q2 2018 August 6, 2018 August 13, 2018 0.5348 12,668 8,504 1,134 22,306 Q3 2018 November 5, 2018 November 13, 2018 0.5597 13,258 8,901 1,462 23,621 Q4 2018 February 4, 2019 February 11, 2019 0.5858 13,876 9,316 2,421 25,613 Q1 2019 May 6, 2019 May 13, 2019 0.6132 14,534 9,751 3,507 27,792 Q2 2019 August 5, 2019 August 12, 2019 0.6418 25,418 — 4,640 30,058 Q3 2019 November 4, 2019 November 12, 2019 0.6716 26,598 — 5,820 32,418 (1) Distributions to common unitholders does not include distribution equivalent rights on units that vested under the LTIP. (2) See Conversion of Subordinated Units, below. (3) In November 2019, we acquired all of Noble’s IDRs. See Note 3. Transactions with Affiliates . (4) The distribution for the fourth quarter 2016 is comprised of $0.3925 per unit for the fourth quarter 2016 and $0.0408 per unit for the 10-day period beginning on the closing of the IPO on September 20, 2016 and ending on September 30, 2016. Conversion of Subordinated Units On April 25, 2019, the board of directors of our General Partner declared a quarterly cash distribution of $0.6132 per unit f or the quarter ended March 31, 2019. The distribution was paid on May 13, 2019 to unitholders of record as of the close of business on May 6, 2019. Upon payment of the distribution, the requirements for the conversion of all Subordinated Units were satisfied under our partnership agreement. As a result, on May 14, 2019, all 15,902,584 Subordinated Units, which were owned entirely by Noble, converted into Common Units on a one-for-one basis and thereafter will participate on terms equal with all other Common Units in distributions from available cash. Cash Distributions On January 23, 2020 , the Board of our General Partner declared a quarterly cash distribution of $0.6878 per limited partner unit. The distribution will be paid on February 14, 2020 , to unitholders of record on February 4, 2020 . |
Net Income Per Limited Partner
Net Income Per Limited Partner Unit | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Net Income Per Limited Partner Unit | Note 13. Net Income Per Limited Partner Unit The Partnership’s net income is attributed to limited partners, in accordance with their respective ownership percentages, and when applicable, giving effect to incentive distributions paid to Noble. For periods prior to the conversion of Subordinated Units and simplification of IDRs, we had more than one class of participating securities and we utilized the two-class method when calculating the net income per unit applicable to limited partners. The classes of participating securities include Common Units, Subordinated Units and IDRs. Basic and diluted net income per limited partner Common and Subordinated Unit is computed by dividing the respective limited partners’ interest in net income for the period by the weighted-average number of Common and Subordinated Units outstanding for the period. Diluted net income per limited partner Common and Subordinated Unit reflects the potential dilution that could occur if agreements to issue Common Units, such as awards under the LTIP, were settled or converted into Common Units. When it is determined that potential Common Units resulting from an award should be included in the diluted net income per limited partner Common and Subordinated Unit calculation, the impact is reflected by applying the treasury stock method. Our calculation of net income per limited partner Common and Subordinated Unit is as follows: Year Ended December 31, (in thousands) 2019 2018 2017 Net Income Attributable to Noble Midstream Partners LP $ 159,996 $ 162,734 $ 140,572 Less: Net Income Attributable to Incentive Distribution Rights 13,967 5,836 835 Net Income Attributable to Limited Partners $ 146,029 $ 156,898 $ 139,737 Net Income Allocable to Common Units $ 123,662 $ 93,875 $ 75,076 Net Income Allocable to Subordinated Units 22,367 63,023 64,661 Net Income Attributable to Limited Partners $ 146,029 $ 156,898 $ 139,737 Net Income Attributable to Limited Partners Per Limited Partner Unit — Basic Common Units $ 3.09 $ 3.96 $ 4.10 Subordinated Units $ 3.86 $ 3.96 $ 4.10 Net Income Attributable to Limited Partners Per Limited Partner Unit — Diluted Common Units $ 3.08 $ 3.96 $ 4.10 Subordinated Units $ 3.86 $ 3.96 $ 4.10 Weighted Average Limited Partner Units Outstanding — Basic Common Units 40,083 23,686 18,192 Subordinated Units 5,795 15,903 15,903 Weighted Average Limited Partner Units Outstanding — Diluted Common Units 40,105 23,701 18,204 Subordinated Units 5,795 15,903 15,903 Antidilutive Restricted Units 54 24 4 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | Note 14. Leases In the normal course of business, we enter into lease agreements to support our operations. We lease field equipment as well as water and pipeline transportation assets. Operating Leases Our operating leases consist of field equipment and transportation assets. Our field equipment leases have fixed monthly payments over a minimum term with options to extend the rental period on a month-to-month basis. Our leased transportation assets have variable monthly payments (price per barrel throughput) over a minimum term with the option to extend on a year-to-year basis. Our operating and variable lease expense is recorded in direct operating expense in our consolidated statement of operations and was de minimis for the year ended December 31, 2019 . Finance Leases We lease water assets for use in the performance of our fresh water delivery services. The amount of the lease obligation is based on the discounted present value of future minimum lease payments, and therefore does not reflect future cash lease payments. Our finance lease expense is recorded in depreciation and amortization expense in our consolidated statement of operations and was de minimis for the year ended December 31, 2019 . Interest expense for our finance lease is recorded in interest expense in our consolidated statement of operations and was de minimis for the year ended December 31, 2019 . Short-Term Leases Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term. Short-term lease expense is recorded in direct operating expense in our consolidated statement of operations and was de minimis for the year ended December 31, 2019 . Balance Sheet Information ROU assets and lease liabilities are as follows: (in thousands) Balance Sheet Location December 31, 2019 Assets Operating (1) Other Noncurrent Assets $ 2,743 Finance (2) Total Property, Plant and Equipment, Net 3,869 Total ROU Assets $ 6,612 Liabilities Current Operating Other Current Liabilities $ 2,471 Finance Other Current Liabilities — Noncurrent Operating Other Noncurrent Liabilities 259 Finance (3) Long-Term Debt 2,005 Total Lease Liabilities $ 4,735 (1) All of our operating leases mature between 2020 through 2021. Future operating lease payments of $2.5 million are due in 2020 and $0.3 million are due in 2021. (2) Finance lease assets are recorded net of accumulated amortization of $1.1 million as of December 31, 2019 . (3) Our finance lease matures during 2021. |
Leases | Note 14. Leases In the normal course of business, we enter into lease agreements to support our operations. We lease field equipment as well as water and pipeline transportation assets. Operating Leases Our operating leases consist of field equipment and transportation assets. Our field equipment leases have fixed monthly payments over a minimum term with options to extend the rental period on a month-to-month basis. Our leased transportation assets have variable monthly payments (price per barrel throughput) over a minimum term with the option to extend on a year-to-year basis. Our operating and variable lease expense is recorded in direct operating expense in our consolidated statement of operations and was de minimis for the year ended December 31, 2019 . Finance Leases We lease water assets for use in the performance of our fresh water delivery services. The amount of the lease obligation is based on the discounted present value of future minimum lease payments, and therefore does not reflect future cash lease payments. Our finance lease expense is recorded in depreciation and amortization expense in our consolidated statement of operations and was de minimis for the year ended December 31, 2019 . Interest expense for our finance lease is recorded in interest expense in our consolidated statement of operations and was de minimis for the year ended December 31, 2019 . Short-Term Leases Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term. Short-term lease expense is recorded in direct operating expense in our consolidated statement of operations and was de minimis for the year ended December 31, 2019 . Balance Sheet Information ROU assets and lease liabilities are as follows: (in thousands) Balance Sheet Location December 31, 2019 Assets Operating (1) Other Noncurrent Assets $ 2,743 Finance (2) Total Property, Plant and Equipment, Net 3,869 Total ROU Assets $ 6,612 Liabilities Current Operating Other Current Liabilities $ 2,471 Finance Other Current Liabilities — Noncurrent Operating Other Noncurrent Liabilities 259 Finance (3) Long-Term Debt 2,005 Total Lease Liabilities $ 4,735 (1) All of our operating leases mature between 2020 through 2021. Future operating lease payments of $2.5 million are due in 2020 and $0.3 million are due in 2021. (2) Finance lease assets are recorded net of accumulated amortization of $1.1 million as of December 31, 2019 . (3) Our finance lease matures during 2021. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 15. Commitments and Contingencies Legal Proceedings We may become involved in various legal proceedings in the ordinary course of business. These proceedings would be subject to the uncertainties inherent in any litigation, and we will regularly assess the need for accounting recognition or disclosure of these contingencies. We will defend ourselves vigorously in all such matters. Based on currently available information, we believe it is unlikely that the outcome of known matters would have a material adverse impact on our combined financial condition, results of operations or cash flows. Omnibus Agreement Our omnibus agreement with Noble contractually requires us to pay a fixed annual fee of $6.9 million (prorated for the first year of service) to Noble for certain administrative and operational support services being provided to us. The omnibus agreement generally remains in full force and effect so long as Noble controls our General Partner. The cap on the initial rate expired in September 2019 and we have commenced the annual redetermination process. See Note 3. Transactions with Affiliates . Crude Oil Purchase Commitments An affiliate of Black Diamond enters into agreements to purchase crude oil from producers at market-based prices. The agreements do not contain provisions regarding fixed or minimum quantities of crude oil to be purchased. Minimum commitments as of December 31, 2019 are as follows: (in thousands) Omnibus Fee (1) Future Minimum Finance Lease Payments Future Minimum Operating Lease Payments Purchase Obligations (2) Transportation Fees (3) Surface Lease Obligations Total 2020 $ 6,850 $ — $ 2,528 $ 4,947 $ 17,961 $ 215 $ 32,501 2021 — 2,005 260 — 33,101 216 35,582 2022 — — — — 34,195 175 34,370 2023 — — — — 34,879 175 35,054 2024 — — — — 35,673 175 35,848 2025 and Beyond — — — — 60,809 3,857 64,666 Total $ 6,850 $ 2,005 $ 2,788 $ 4,947 $ 216,618 $ 4,813 $ 238,021 (1) Annual general and administrative fee we pay to Noble f or certain administrative and operational support services being provided to us. The initial annual fee can be redetermined during 2020 and may be redetermined annually thereafter. As such, the amount included in the table above represents the annual fee as of December 31, 2019. (2) Purchase obligations represent contractual agreements to purchase goods or services that are enforceable, are legally binding and specify all significant terms, including fixed and minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction. (3) We have entered into long-term agreements with unaffiliated third parties to satisfy a substantial portion of our transportation commitment. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 16. Income Taxes We are not a taxable entity for United States federal income tax purposes or for the majority of states that impose an income tax. Taxes are generally borne by our partners through the allocation of taxable income and we do not record deferred taxes related to the aggregate difference in the basis of our assets for financial and tax reporting purposes. We are subject to a Texas margin tax due to our operations in the Delaware Basin and we recorded a de minimis state tax provision for the years ended December 31, 2019 , December 31, 2018 and December 31, 2017. For periods prior to the Drop-Down and Simplification Transaction, our consolidated financial statements include a provision for tax expense on income related to the assets contributed to the Partnership. Deferred federal and state income taxes were provided on temporary differences between the financial statement carrying amounts of recognized assets and liabilities and their respective tax bases as if the Partnership filed tax returns as a stand-alone entity. The following table presents our tax provision for the periods indicated: Year Ended December 31, (in thousands) 2019 2018 2017 Current $ 541 $ 1,323 $ 1,221 Deferred 3,474 6,678 26,751 Tax Provision (1) $ 4,015 $ 8,001 $ 27,972 Effective Tax Rate 1.6 % 3.6 % 14.8 % (1) A substantial portion of our tax provision represents federal income taxes associated with the assets contributed in the Drop-Down and Simplification Transaction. Net deferred tax assets and liabilities were classified in the consolidated balance sheets as follows: (in thousands) December 31, 2019 December 31, 2018 Deferred Tax Asset (1) $ — $ 29,201 Deferred Tax Liability (2) 229 — (1) Our deferred tax asset is recorded within other noncurrent assets in our consolidated balance sheets. See Note 2. Summary of Significant Accounting Policies and Basis of Presentation for a discussion of the elimination of our deferred tax asset and liability prior to the Drop-Down and Simplification Transaction. (2) Our deferred tax liability is recorded within other noncurrent liabilities in our consolidated balance sheets. |
Supplemental Quarterly Financia
Supplemental Quarterly Financial Information | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Supplemental Quarterly Financial Information | Supplemental quarterly financial information is as follows: (in thousands except per share amounts) First Quarter Second Quarter Third Quarter Fourth Quarter Year Ended December 31, 2019 Total Revenues $ 160,702 $ 170,660 $ 181,674 $ 190,765 Operating Income 71,987 60,564 81,271 69,644 Income Before Income Taxes 69,100 56,494 71,698 52,190 Net Income 67,791 55,763 70,519 51,394 Net Income Attributable to Limited Partners 40,052 31,769 34,812 39,396 Net Income Attributable to Limited Partners Per Limited Partner Unit — Basic Common Units $ 1.01 $ 0.79 $ 0.88 $ 0.65 Subordinated Units 1.01 0.84 — — Year Ended December 31, 2018 Total Revenues $ 113,225 $ 139,435 $ 154,925 $ 151,150 Operating Income 46,346 51,985 56,779 63,768 Income Before Income Taxes 48,181 54,408 57,160 64,971 Net Income 46,182 52,097 55,415 63,025 Net Income Attributable to Limited Partners 38,542 35,450 43,155 39,751 Net Income Attributable to Limited Partners Per Limited Partner Unit — Basic Common Units $ 0.97 $ 0.90 $ 1.09 $ 1.00 Subordinated Units 0.97 0.90 1.09 1.00 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies and Basis of Presentation (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Presentation | Basis of Presentation and Consolidation Our consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). All intercompany balances and transactions have been eliminated upon consolidation. The Partnership has no items of other comprehensive income or loss; therefore, its net income is identical to its comprehensive income. |
Variable Interest Entities | Variable Interest Entities Our consolidated financial statements include the accounts of Black Diamond, which we control. We have determined that the partners with equity at risk in Black Diamond lack the authority, through voting rights or similar rights, to direct the activities that most significantly impact their economic performance. Therefore, Black Diamond is considered a VIE. Through our majority representation on the Black Diamond board of directors as well as our responsibility as operator of the Black Diamond system, we have the authority to direct the activities that most significantly affect economic performance and the obligation to absorb losses or the right to receive benefits that could be potentially significant to us. Therefore, we are considered the primary beneficiary and consolidate Black Diamond in our financial statements. All financial statement activity associated with Black Diamond is captured within the Gathering Systems reportable segment. See Note 10. Segment Information . |
Equity Method of Accounting | Under the equity method of accounting, initially we record the investment at our cost. Differences in the cost, or basis, of the investment and the net asset value of the investee will be amortized into earnings over the remaining useful life of the underlying assets. Equity Method of Accounting |
Noncontrolling Interests | Noncontrolling Interests We present our consolidated financial statements with a noncontrolling interest section representing Noble’s retained ownership in the Gunnison River DevCo LP as well as Greenfield Member’s ownership of Black Diamond. |
Segment Information | Segment Information |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires us to make a number of estimates and assumptions relating to the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ significantly from those estimates. Management evaluates estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic and commodity price environment. |
Cash and Cash Equivalents | Cash and Cash Equivalents For purposes of reporting cash flows, cash and cash equivalents include unrestricted cash on hand and investments with original maturities of three months or less at the time of purchase. |
Accounts Receivable and Allowance for Expected Credit Losses | Accounts Receivable and Allowance for Expected Credit Losses |
Crude Oil Inventory | Crude Oil Inventory |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment primarily consists of crude oil gathering systems, natural gas gathering systems, natural gas plants and compression units, produced water collection, gathering, and cleaning systems, fresh water storage and delivery systems and crude oil treating facilities. Property and equipment is stated at the lower of historical cost less accumulated depreciation, or fair value, if impaired. Capitalized Interest We capitalize construction-related direct labor and incremental costs, such as interest expense. Capitalized interest totaled $17.5 million in 2019 , $6.4 million in 2018 , and $2.5 million in 2017 . Depreciation Depreciation is computed over the asset’s estimated useful life using the straight line method based on estimated useful lives and asset salvage values. Determination of depreciation expense requires judgment regarding the estimated useful lives and salvage values of property, plant and equipment. As circumstances warrant, depreciation estimates are reviewed to determine if any changes in the underlying assumptions are necessary. The weighted average life of our long-lived assets is 29 |
Impairment of Long-Live Assets | Impairment of Long-Lived Assets We routinely assess whether impairment indicators arise during any given quarter and have processes in place to ensure that we become aware of such indicators. Impairment indicators include, but are not limited to, sustained decreases in commodity prices, a decline in customer well results and lower throughput forecasts, changes in customer development plans, and/or increases in our construction or operating costs. In the event that impairment indicators exist, we conduct an impairment test. |
Asset Retirement Obligations | Asset Retirement Obligations Asset Retirement Obligations (“AROs”) consist of estimated costs of dismantlement, removal, site reclamation and similar activities associated with our property and equipment. We recognize the fair value of a liability for an ARO in the period in which it is incurred when we have an existing legal obligation associated with the retirement of our infrastructure assets and the obligation can reasonably be estimated. The associated asset retirement cost is capitalized as part of the carrying cost of the infrastructure asset. The recognition of an ARO requires that management make numerous estimates, assumptions and judgments regarding such factors as: the existence of a legal obligation for an ARO; estimated probabilities, amounts and timing of settlements; the credit-adjusted risk-free rate to be used; and inflation rates. In periods subsequent to initial measurement of the ARO, we recognize period-to-period changes in the liability resulting from the passage of time and revisions to either the timing or the amount of the original estimate of undiscounted cash flows. Revisions also result in increases or decreases in the carrying cost of the asset. Increases in the ARO liability due to passage of time impact net income as accretion expense. The related capitalized cost, including revisions thereto, is charged to expense through depreciation and amortization. |
Cost Method of Accounting and Impairment of Investments | Impairment of Investments Cost Method of Accounting |
Intangible Assets | Intangible Assets |
Goodwill | Goodwill As of December 31, 2019 , our consolidated balance sheet includes goodwill of $109.7 million. This goodwill resulted from the Black Diamond Acquisition and represents the excess of the consideration paid over fair value of the net identifiable assets of the acquired business. All of our goodwill is assigned to the Black Diamond reporting unit within the Gathering Systems reportable segment. See Note 4. Offerings and Acquisition and Note 10. Segment Information . Goodwill is not amortized to earnings but is qualitatively assessed for impairment. Goodwill is assessed for impairment annually during the third quarter, or more frequently as circumstances require, at the reporting unit level. If, based on our qualitative assessment, it is more likely than not that the fair value of the reporting unit is less than its carrying amount, we will perform a quantitative assessment. If, based on our quantitative assessment, we conclude that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, an impairment charge is recognized for the amount by which the carrying amount exceeds the fair value. |
Fair Value Measurements | Fair Value Measurements Fair value measurements are based on a hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three levels. The fair value hierarchy is as follows: • Level 1 measurements are fair value measurements which use quoted market prices (unadjusted) in active markets for identical assets or liabilities. • Level 2 measurements are fair value measurements which use inputs, other than quoted prices included within Level 1, which are observable for the asset or liability, either directly or indirectly. • Level 3 measurements are fair value measurements which use unobservable inputs. We measure assets and liabilities requiring fair value presentation and disclose such amounts according to the quality of valuation inputs under the fair value hierarchy. The carrying amounts of our cash and cash equivalents, accounts receivable and accounts payable approximate fair value due to the short-term nature and maturity of the instruments and use Level 1 inputs. Our revolving credit facility and term loan credit facilities are variable-rate, non-public debt. The fair value of our revolving credit facility and term loan credit facilities is equivalent to the carrying amount. The fair value is estimated based on significant other observable inputs. As such, we consider the fair value of these facilities to be a Level 2 measurement on the fair value hierarchy. See Note 8. Long-Term Debt . The fair value of the intangible assets acquired as part of the Black Diamond Acquisition was determined using unobservable inputs and is considered to be a Level 3 measurement on the fair value hierarchy. See Note 7. Intangible Assets . Certain assets and liabilities, such as property, plant, and equipment, investments, goodwill and other intangible assets, are not required to be measured at fair value on a recurring basis. However, these assets are assessed for impairment, and a resulting impairment would require the asset be recorded at fair value. |
Transactions With Affiliates | Transactions with Affiliates |
Unit-Based Compensation | Unit-Based Compensation |
Litigation and Other Contingencies | Litigation and Other Contingencies |
Recently Adopted and Issued Accounting Standards | Recently Adopted Accounting Standards Leases Effective January 1, 2019 we adopted Accounting Standards Update No. 2016-02 (“ASU 2016-02”), which created Topic 842 – Leases (“ASC 842”). The standard requires lessees to recognize a right-of-use (“ROU”) asset and lease liability on the balance sheet for the rights and obligations created by leases. ASC 842 also requires disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. Upon adoption, we elected the following optional practical expedients: • transition ‘practical expedients’, permitting us not to reassess our prior conclusions about lease identification, lease classification and initial direct costs; • the practical expedient pertaining to land easements, allowing us to account for existing land easements under previous accounting policy; and • the practical expedient to not separate lease and non-lease components for the majority of our leases. We adopted ASC 842 using the modified retrospective approach. Adoption did not materially impact our consolidated balance sheet or consolidated statement of operations and had no impact on our consolidated statement of cash flows. Our accounting for finance leases remains substantially unchanged. We determine whether an arrangement contains a lease based on the conveyed rights and obligations at the inception date. If an agreement contains a lease, at the commencement date, we record an ROU asset and a corresponding lease liability based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate to determine the present value of lease payments, we use our hypothetical secured borrowing rate based on information available at lease commencement. The weighted average discount rate is 3.69% for operating leases and 2.80% for our finance lease. Leases with an initial term of 12 months or less are not recorded on the balance sheet and we recognize lease expense for these leases on a straight-line basis over the lease term. Most leases include one or more options to renew, with renewal terms that can extend the lease term from one month to one year or more. Additionally, some of our leases include an option for early termination. We include renewal periods and exclude termination periods from our lease term if, at commencement, it is reasonably likely that we will exercise the option. Additionally, we have lease agreements that include lease and non-lease components, such as equipment maintenance, which are generally accounted for as a single lease component. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. Financial Instruments: Credit Losses In June 2016, the FASB issued Accounting Standards Update No. 2016-13 (“ASU 2016-13”): Financial Instruments – Credit Losses , which replaces the incurred loss impairment methodology with an expected credit loss methodology for financial instruments, including financial assets measured at amortized cost, such as trade and joint interest billing receivables, and off-balance sheet credit exposures not accounted for as insurance, such as financial guarantees and other unfunded loan commitments. The amended standard is effective for fiscal years beginning after December 15, 2019, with early adoption permitted. We early adopted this ASU in fourth quarter 2019. This adoption did not have a material impact on our financial statements. Recently Issued Accounting Standards None. |
Organization and Nature of Op_2
Organization and Nature of Operations (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Subsidiaries | Our assets consist of ownership interests in certain companies which serve specific areas and integrated development plan (“IDP”) areas and consist of the following: Company Areas Served NBLX Dedicated Service NBLX Ownership Noncontrolling Interest (1) Colorado River LLC (2) Wells Ranch IDP (DJ Basin) East Pony IDP (DJ Basin) All Noble DJ Basin Acreage Crude Oil Gathering Natural Gas Gathering Water Services Crude Oil Gathering Crude Oil Treating 100% N/A San Juan River LLC (2) East Pony IDP (DJ Basin) Water Services 100% N/A Green River DevCo LLC (2) Mustang IDP (DJ Basin) Crude Oil Gathering Natural Gas Gathering Water Services 100% N/A Laramie River LLC (2) Greeley Crescent IDP (DJ Basin) Crude Oil Gathering Water Services 100% N/A Black Diamond Dedication Area (DJ Basin) Crude Oil Gathering Crude Oil Sales Natural Gas Gathering 54.4% 45.6% Blanco River LLC (2) Delaware Basin Crude Oil Gathering Natural Gas Gathering Water Services 100% N/A Gunnison River DevCo LP Bronco IDP (DJ Basin) (3) Crude Oil Gathering Water Services 5% 95% Trinity River DevCo LLC (4) Delaware Basin Natural Gas Compression Crude Oil Transmission 100% N/A Dos Rios DevCo LLC (5) Delaware Basin Crude Oil Transmission Y-Grade Transmission 100% N/A Noble Midstream Holdings LLC East Pony IDP (DJ Basin) Natural Gas Gathering Natural Gas Processing 100% N/A Delaware Basin Crude Oil Gathering Natural Gas Gathering Water Services 100% N/A (1) The noncontrolling interest represents Noble’s retained ownership interest in the Gunnison River DevCo LP. The noncontrolling interest in Black Diamond represents Greenfield Member’s interest in Black Diamond. (2) On December 31, 2019, the general partner and limited partnership of each of the companies were merged into a limited liability company (“LLC”). (3) The Bronco IDP is a future development area. We currently have no midstream infrastructure assets in the Bronco IDP. (4) Our interest in Advantage Pipeline L.L.C. (“Advantage”) is owned through Trinity River DevCo LLC. (5) Our ownership interests in Delaware Crossing, EPIC Y-Grade and EPIC Crude are owned through wholly-owned subsidiaries of Dos Rios DevCo LLC. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies and Basis of Presentation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Cash, Cash Equivalents and Restricted Cash | We define total cash as cash, cash equivalents and restricted cash. The following table provides a reconciliation of total cash: Year Ended December 31, (in thousands) 2019 2018 2017 Cash and Cash Equivalents at Beginning of Period $ 14,761 $ 20,090 $ 57,443 Restricted Cash at Beginning of Period (1) (2) 951 37,505 — Cash, Cash Equivalents, and Restricted Cash at Beginning of Period $ 15,712 $ 57,595 $ 57,443 Cash and Cash Equivalents at End of Period $ 12,676 $ 14,761 $ 20,090 Restricted Cash at End of Period (1) (2) 50 951 37,505 Cash, Cash Equivalents, and Restricted Cash at End of Period $ 12,726 $ 15,712 $ 57,595 (1) Restricted cash represents the amount held in escrow at December 31, 2017 for the Black Diamond Acquisition. (2) Restricted cash represents the amount held as collateral at December 31, 2018 for certain of our letters of credit. |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | (in thousands) December 31, 2019 2020 $ 36,817 2021 37,635 Total $ 74,452 |
Transactions with Affiliates (T
Transactions with Affiliates (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | Revenues generated from commercial agreements with Noble and its affiliates consist of the following: Year Ended December 31, (in thousands) 2019 2018 2017 Gathering and Processing $ 337,086 $ 265,505 $ 189,732 Fresh Water Delivery 77,566 69,266 75,860 Other 3,183 3,976 5,677 Total Midstream Services — Affiliate $ 417,835 $ 338,747 $ 271,269 |
Schedule of General and Administrative Expenses | General and administrative expense consists of the following: Year Ended December 31, (in thousands) 2019 2018 2017 General and Administrative Expense — Affiliate $ 8,523 $ 8,846 $ 8,677 General and Administrative Expense — Third Party 17,254 17,064 6,115 Total General and Administrative Expense $ 25,777 $ 25,910 $ 14,792 |
Offerings and Acquisition (Tabl
Offerings and Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Reconciliation of Redeemable Noncontrolling Interest Balance | The following table provides a reconciliation of our redeemable noncontrolling interest balance: (in thousands) Redeemable Noncontrolling Interest December 31, 2018 $ — Preferred Equity Issuance 100,000 Issuance Costs (3,435 ) Preferred Equity Accretion (1) 9,440 December 31, 2019 $ 106,005 (1) Includes approximately $5.0 million related to dividends that were paid-in-kind. The dividend for each quarter in 2019 was paid-in-kind. |
Schedule of Business Acquisitions, by Acquisition | The following table sets forth our purchase price allocation: (in thousands) Cash Consideration $ 638,266 PDC Energy Payment 24,120 Current Liabilities Assumed 18,259 Total Purchase Price and Liabilities Assumed $ 680,645 Cash and Restricted Cash $ 12,518 Accounts Receivable 10,661 Other Current Assets 2,206 Property, Plant and Equipment 205,766 Intangible Assets (1) 339,760 Fair Value of Identifiable Assets 570,911 Implied Goodwill (2) 109,734 Total Asset Value $ 680,645 (1) See Note 7. Intangible Assets . (2) Based upon the purchase price allocation, we have recognized $109.7 million of goodwill, all of which is assigned to the Black Diamond reporting unit within the Gathering Systems reportable segment. |
Business Acquisition, Pro Forma Information | The pro forma consolidated financial information has been included for comparative purposes and is not necessarily indicative of the results that might have actually occurred had the acquisition taken place on January 1, 2017; furthermore, the financial information is not intended to be a projection of future results. Year Ended December 31, (in thousands, except per unit amounts) 2019 (1) 2018 2017 Revenues $ 703,801 $ 569,247 $ 405,500 Net Income 245,467 214,234 136,071 Net Income Attributable to Noble Midstream Partners LP $ 159,996 $ 161,068 $ 123,375 Net Income Attributable to Limited Partners Per Limited Partner Unit — Basic Common Units $ 3.09 $ 3.92 $ 3.59 Subordinated Units $ 3.86 $ 3.92 $ 3.59 Net Income Attributable to Limited Partners Per Limited Partner Unit — Diluted Common Units $ 3.08 $ 3.92 $ 3.59 Subordinated Units $ 3.86 $ 3.92 $ 3.59 (1) No pro forma adjustments were made for the period as Black Diamond operations are included in our results for the full period. |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment, at cost, is as follows: (in thousands) December 31, 2019 December 31, 2018 Gathering and Processing Systems $ 1,795,957 $ 1,470,953 Fresh Water Delivery Systems (1) 96,004 78,820 Construction-in-Progress (2) 115,034 202,349 Total Property, Plant and Equipment, at Cost 2,006,995 1,752,122 Accumulated Depreciation and Amortization (244,038 ) (181,199 ) Property, Plant and Equipment, Net $ 1,762,957 $ 1,570,923 (1) Fresh water delivery system assets at December 31, 2019 and December 31, 2018 include $5 million related to a leased pond accounted for as a capital lease. See Note 15. Commitments and Contingencies . (2) Construction-in-progress at December 31, 2019 primarily includes $98.4 million in gathering system projects, $0.3 million in fresh water delivery system projects and $15.4 million in equipment for use in future projects. Construction-in-progress at December 31, 2018 primarily includes $147.4 million in gathering system projects, $21.6 million in fresh water delivery and $32.8 million |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Summary of Investments | The following table presents our investments at the dates indicated: (in thousands) December 31, 2019 December 31, 2018 White Cliffs $ 10,268 $ 9,373 Advantage 76,834 72,944 Delaware Crossing 68,707 — EPIC Y-Grade 165,853 — EPIC Crude 339,116 — Total Investments (1) $ 660,778 $ 82,317 (1) We have capitalized $27.9 million in expenses that are included in the basis of the investments. The capitalized items include acquisition related expense and capitalized interest. As of December 31, 2019 , $27.7 million |
Investment Income | The following table presents our investment loss (income) for the periods indicated: Year Ended December 31, (in thousands) 2019 2018 2017 White Cliffs $ (3,107 ) $ (3,687 ) $ (4,088 ) Advantage (8,159 ) (11,880 ) (1,779 ) Delaware Crossing 3,061 — — EPIC Y-Grade 8,381 — — EPIC Crude 19,152 — — Other (1) (1,580 ) (722 ) (467 ) Total Investment Loss (Income) $ 17,748 $ (16,289 ) $ (6,334 ) (1) Represents our fee for serving as the operator of Advantage and Delaware Crossing. |
Equity Method Investments | Summarized, 100% combined balance sheet information for equity method investments was as follows: (in thousands) December 31, 2019 December 31, 2018 Current Assets $ 304,057 $ 10,451 Noncurrent Assets 4,296,648 138,221 Current Liabilities 443,573 5,667 Noncurrent Liabilities $ 1,868,138 $ 288 Summarized, 100% combined statements of operations for equity method investments was as follows: Year Ended December 31, (in thousands) 2019 2018 2017 Operating Revenues $ 481,466 $ 35,153 $ 11,034 Operating Expenses 575,306 11,148 7,358 Operating (Loss) Income (93,840 ) 24,005 3,676 Other Expense (Income) 41,616 (37 ) — (Loss) Income Before Income Taxes (135,456 ) 24,042 3,676 Tax Expense 118 171 35 Net (Loss) Income $ (135,574 ) $ 23,871 $ 3,641 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | Our intangible assets are as follows: December 31, 2019 December 31, 2018 (in thousands) Gross Accumulated Amortization (1) Net Gross Accumulated Amortization (1) Net Customer Contracts and Relationships $ 339,760 $ 61,860 $ 277,900 $ 339,760 $ 29,558 $ 310,202 (1) For the years ended December 31, 2019 and 2018, amortization expense related to intangible assets totaled $32.3 million and $29.6 million , respectively. |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Estimated future amortization expense related to the intangible assets at December 31, 2019 is as follows: (in thousands) December 31, 2019 2020 $ 32,390 2021 32,301 2022 32,301 2023 32,301 2024 32,390 Thereafter 116,217 Total $ 277,900 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Long-term debt as of December 31, 2019 and December 31, 2018 was as follows: December 31, 2019 December 31, 2018 (in thousands, except percentages) Debt Interest Rate Debt Interest Rate Revolving Credit Facility, due March 9, 2023 $ 595,000 3.11 % $ 60,000 3.67 % 2018 Term Loan Credit Facility, due July 31, 2021 500,000 2.85 % 500,000 3.42 % 2019 Term Loan Credit Facility, due August 23, 2022 400,000 2.74 % — — % Finance Lease Obligation (1) 2,005 — % 3,231 — % Total 1,497,005 563,231 Term Loan Credit Facilities Unamortized Debt Issuance Costs (1,326 ) (979 ) Total Debt 1,495,679 562,252 Finance Lease Obligation Due Within One Year (1) — (3,231 ) Long-Term Debt $ 1,495,679 $ 559,021 (1) See Note 14. Leases . |
Asset Retirement Obligations (T
Asset Retirement Obligations (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Schedule of Change in Asset Retirement Obligation | Changes in AROs are as follows: Year Ended December 31, (in thousands) 2019 2018 Asset Retirement Obligations, Beginning Balance $ 30,533 $ 23,022 Liabilities Incurred 1,912 5,590 Liabilities Settled (131 ) (44 ) Revision of Estimate 3,686 646 Accretion Expense (1) 1,842 1,319 Asset Retirement Obligations, Ending Balance $ 37,842 $ 30,533 (1) Accretion expense is included in depreciation and amortization expense in the consolidated statements of operations. |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Summarized financial information concerning our reportable segments is as follows: (in thousands) Gathering Systems Fresh Water Delivery Investments in Midstream Entities Corporate (1) Consolidated Year Ended December 31, 2019 Midstream Services — Affiliate $ 340,269 $ 77,566 $ — $ — $ 417,835 Midstream Services — Third Party 83,603 12,591 — — 96,194 Crude Oil Sales — Third Party 189,772 — — — 189,772 Total Revenues 613,644 90,157 — — 703,801 Cost of Crude Oil Sales 181,390 — — — 181,390 Direct Operating Expense 95,743 18,650 — 2,282 116,675 Depreciation and Amortization 94,455 2,526 — — 96,981 Income (Loss) Before Income Taxes 242,545 68,980 (17,748 ) (44,295 ) 249,482 Year Ended December 31, 2018 Midstream Services — Affiliate $ 269,481 $ 69,266 $ — $ — $ 338,747 Midstream Services — Third Party 59,153 19,345 — — 78,498 Crude Oil Sales — Third Party 141,490 — — — 141,490 Total Revenues 470,124 88,611 — — 558,735 Cost of Crude Oil Sales 136,368 — — — 136,368 Direct Operating Expense 79,848 14,269 — 1,735 95,852 Depreciation and Amortization 77,309 2,259 — — 79,568 Income (Loss) Before Income Taxes 172,826 72,083 16,289 (36,478 ) 224,720 Year Ended December 31, 2017 Midstream Services — Affiliate $ 195,409 $ 75,860 $ — $ — $ 271,269 Midstream Services — Third Party 7,444 10,909 — — 18,353 Total Midstream Services Revenues 202,853 86,769 — — 289,622 Direct Operating Expense 50,963 16,011 — 858 67,832 Depreciation and Amortization 20,724 2,266 — — 22,990 Income (Loss) Before Income Taxes 129,770 68,492 6,344 (15,867 ) 188,739 December 31, 2019 Intangible Assets, Net $ 277,900 $ — $ — $ — $ 277,900 Goodwill 109,734 — — — 109,734 Total Assets 2,160,026 91,840 660,778 13,438 2,926,082 Additions to Long-Lived Assets 257,066 7,330 611,325 1,068 876,789 December 31, 2018 Intangible Assets, Net $ 310,202 $ — $ — $ — $ 310,202 Goodwill 109,734 — — — 109,734 Total Assets 1,998,361 96,280 82,317 15,220 2,192,178 Additions to Long-Lived Assets 738,427 23,018 426 555 762,426 (1) The Corporate segment includes all general Partnership activity not attributable to our operating subsidiaries. |
Unit-Based Compensation (Tables
Unit-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Share-based Compensation, Activity | Restricted unit activity for the year ended December 31, 2019 was as follows: Number of Units Weighted Average Award Date Fair Value Awarded and Unvested Units at December 31, 2018 71,419 $ 51.92 Awarded 132,773 31.88 Vested (16,446 ) 53.45 Forfeited (84,391 ) 39.54 Awarded and Unvested Units at December 31, 2019 103,355 $ 36.04 |
Partnership Distributions (Tabl
Partnership Distributions (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Distributions Made to Limited Partner, by Distribution | The following table details the distributions paid in respect of the periods presented below: Distributions Limited Partners Period Record Date Distribution Date Distribution per Limited Partner Unit Common Unitholders (1) Subordinated Unitholders (2) Holder of IDRs (3) Total Q4 2016 (4) February 6, 2017 February 14, 2017 $ 0.4333 $ 6,891 $ 6,891 $ — $ 13,782 Q1 2017 May 8, 2017 May 16, 2017 0.4108 6,533 6,533 — 13,066 Q2 2017 August 7, 2017 August 14, 2017 0.4457 8,909 7,088 92 16,089 Q3 2017 November 6, 2017 November 13, 2017 0.4665 9,330 7,418 223 16,971 Q4 2017 February 5, 2018 February 12, 2018 0.4883 11,566 7,765 520 19,851 Q1 2018 May 7, 2018 May 14, 2018 0.5110 12,103 8,126 819 21,048 Q2 2018 August 6, 2018 August 13, 2018 0.5348 12,668 8,504 1,134 22,306 Q3 2018 November 5, 2018 November 13, 2018 0.5597 13,258 8,901 1,462 23,621 Q4 2018 February 4, 2019 February 11, 2019 0.5858 13,876 9,316 2,421 25,613 Q1 2019 May 6, 2019 May 13, 2019 0.6132 14,534 9,751 3,507 27,792 Q2 2019 August 5, 2019 August 12, 2019 0.6418 25,418 — 4,640 30,058 Q3 2019 November 4, 2019 November 12, 2019 0.6716 26,598 — 5,820 32,418 (1) Distributions to common unitholders does not include distribution equivalent rights on units that vested under the LTIP. (2) See Conversion of Subordinated Units, below. (3) In November 2019, we acquired all of Noble’s IDRs. See Note 3. Transactions with Affiliates . (4) The distribution for the fourth quarter 2016 is comprised of $0.3925 per unit for the fourth quarter 2016 and $0.0408 per unit for the 10-day period beginning on the closing of the IPO on September 20, 2016 and ending on September 30, 2016. |
Net Income Per Limited Partne_2
Net Income Per Limited Partner Unit (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | Our calculation of net income per limited partner Common and Subordinated Unit is as follows: Year Ended December 31, (in thousands) 2019 2018 2017 Net Income Attributable to Noble Midstream Partners LP $ 159,996 $ 162,734 $ 140,572 Less: Net Income Attributable to Incentive Distribution Rights 13,967 5,836 835 Net Income Attributable to Limited Partners $ 146,029 $ 156,898 $ 139,737 Net Income Allocable to Common Units $ 123,662 $ 93,875 $ 75,076 Net Income Allocable to Subordinated Units 22,367 63,023 64,661 Net Income Attributable to Limited Partners $ 146,029 $ 156,898 $ 139,737 Net Income Attributable to Limited Partners Per Limited Partner Unit — Basic Common Units $ 3.09 $ 3.96 $ 4.10 Subordinated Units $ 3.86 $ 3.96 $ 4.10 Net Income Attributable to Limited Partners Per Limited Partner Unit — Diluted Common Units $ 3.08 $ 3.96 $ 4.10 Subordinated Units $ 3.86 $ 3.96 $ 4.10 Weighted Average Limited Partner Units Outstanding — Basic Common Units 40,083 23,686 18,192 Subordinated Units 5,795 15,903 15,903 Weighted Average Limited Partner Units Outstanding — Diluted Common Units 40,105 23,701 18,204 Subordinated Units 5,795 15,903 15,903 Antidilutive Restricted Units 54 24 4 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Assets and Liabilities, Leases | Balance Sheet Information ROU assets and lease liabilities are as follows: (in thousands) Balance Sheet Location December 31, 2019 Assets Operating (1) Other Noncurrent Assets $ 2,743 Finance (2) Total Property, Plant and Equipment, Net 3,869 Total ROU Assets $ 6,612 Liabilities Current Operating Other Current Liabilities $ 2,471 Finance Other Current Liabilities — Noncurrent Operating Other Noncurrent Liabilities 259 Finance (3) Long-Term Debt 2,005 Total Lease Liabilities $ 4,735 (1) All of our operating leases mature between 2020 through 2021. Future operating lease payments of $2.5 million are due in 2020 and $0.3 million are due in 2021. (2) Finance lease assets are recorded net of accumulated amortization of $1.1 million as of December 31, 2019 . (3) Our finance lease matures during 2021. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Minimum Commitments | Minimum commitments as of December 31, 2019 are as follows: (in thousands) Omnibus Fee (1) Future Minimum Finance Lease Payments Future Minimum Operating Lease Payments Purchase Obligations (2) Transportation Fees (3) Surface Lease Obligations Total 2020 $ 6,850 $ — $ 2,528 $ 4,947 $ 17,961 $ 215 $ 32,501 2021 — 2,005 260 — 33,101 216 35,582 2022 — — — — 34,195 175 34,370 2023 — — — — 34,879 175 35,054 2024 — — — — 35,673 175 35,848 2025 and Beyond — — — — 60,809 3,857 64,666 Total $ 6,850 $ 2,005 $ 2,788 $ 4,947 $ 216,618 $ 4,813 $ 238,021 (1) Annual general and administrative fee we pay to Noble f or certain administrative and operational support services being provided to us. The initial annual fee can be redetermined during 2020 and may be redetermined annually thereafter. As such, the amount included in the table above represents the annual fee as of December 31, 2019. (2) Purchase obligations represent contractual agreements to purchase goods or services that are enforceable, are legally binding and specify all significant terms, including fixed and minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction. (3) We have entered into long-term agreements with unaffiliated third parties to satisfy a substantial portion of our transportation commitment. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The following table presents our tax provision for the periods indicated: Year Ended December 31, (in thousands) 2019 2018 2017 Current $ 541 $ 1,323 $ 1,221 Deferred 3,474 6,678 26,751 Tax Provision (1) $ 4,015 $ 8,001 $ 27,972 Effective Tax Rate 1.6 % 3.6 % 14.8 % (1) A substantial portion of our tax provision represents federal income taxes associated with the assets contributed in the Drop-Down and Simplification Transaction. |
Deferred Tax Assets and Liabilities, Balance Sheet Classification | Net deferred tax assets and liabilities were classified in the consolidated balance sheets as follows: (in thousands) December 31, 2019 December 31, 2018 Deferred Tax Asset (1) $ — $ 29,201 Deferred Tax Liability (2) 229 — (1) Our deferred tax asset is recorded within other noncurrent assets in our consolidated balance sheets. See Note 2. Summary of Significant Accounting Policies and Basis of Presentation for a discussion of the elimination of our deferred tax asset and liability prior to the Drop-Down and Simplification Transaction. (2) Our deferred tax liability is recorded within other noncurrent liabilities in our consolidated balance sheets. |
Supplemental Quarterly Financ_2
Supplemental Quarterly Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information | Supplemental quarterly financial information is as follows: (in thousands except per share amounts) First Quarter Second Quarter Third Quarter Fourth Quarter Year Ended December 31, 2019 Total Revenues $ 160,702 $ 170,660 $ 181,674 $ 190,765 Operating Income 71,987 60,564 81,271 69,644 Income Before Income Taxes 69,100 56,494 71,698 52,190 Net Income 67,791 55,763 70,519 51,394 Net Income Attributable to Limited Partners 40,052 31,769 34,812 39,396 Net Income Attributable to Limited Partners Per Limited Partner Unit — Basic Common Units $ 1.01 $ 0.79 $ 0.88 $ 0.65 Subordinated Units 1.01 0.84 — — Year Ended December 31, 2018 Total Revenues $ 113,225 $ 139,435 $ 154,925 $ 151,150 Operating Income 46,346 51,985 56,779 63,768 Income Before Income Taxes 48,181 54,408 57,160 64,971 Net Income 46,182 52,097 55,415 63,025 Net Income Attributable to Limited Partners 38,542 35,450 43,155 39,751 Net Income Attributable to Limited Partners Per Limited Partner Unit — Basic Common Units $ 0.97 $ 0.90 $ 1.09 $ 1.00 Subordinated Units 0.97 0.90 1.09 1.00 |
Organization and Nature of Op_3
Organization and Nature of Operations - Summary of Partnership Assets (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Noble Energy | Noble Energy | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Initial term | 15 years |
Colorado River LLC | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
NBLX Ownership | 100.00% |
San Juan River LLC | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
NBLX Ownership | 100.00% |
Green River DevCo LLC | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
NBLX Ownership | 100.00% |
Laramie River LLC | Greeley Crescent IDP (DJ Basin) | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
NBLX Ownership | 100.00% |
Laramie River LLC | Black Diamond Dedication Area (DJ Basin) | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
NBLX Ownership | 54.40% |
Noncontrolling interest | 45.60% |
Blanco River LLC | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
NBLX Ownership | 100.00% |
Gunnison River DevCo LP | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
NBLX Ownership | 5.00% |
Noncontrolling interest | 95.00% |
Trinity River DevCo LLC | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
NBLX Ownership | 100.00% |
Dos Rios DevCo LLC | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
NBLX Ownership | 100.00% |
NBL Midstream Holdings LLC | East Pony IDP (DJ Basin) | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
NBLX Ownership | 100.00% |
NBL Midstream Holdings LLC | Delaware Basin | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
NBLX Ownership | 100.00% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies and Basis of Presentation - Narrative (Details) $ in Thousands | Nov. 14, 2019USD ($) | Mar. 25, 2019 | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Jan. 01, 2019 |
Concentration Risk [Line Items] | ||||||
Preferred Stock, Redemption Price, Internal Rate Of Return, Threshold | 12.00% | |||||
Preferred Stock, Redemption Price, Invested Capital, Multiplier | 1.375 | |||||
Preferred equity, dividend rate | 6.50% | |||||
Unpaid dividend accrual term | 2 years | |||||
Crude oil inventory | $ 5,600 | $ 2,200 | ||||
Capitalized interest | $ 17,500 | 6,400 | $ 2,500 | |||
Useful life | 29 years | |||||
Impairment of long-lived assets | $ 1,000 | |||||
Goodwill | 109,734 | 109,734 | ||||
Accrued capital expenditures | 56,600 | 72,600 | ||||
Interest paid | $ 33,000 | $ 16,300 | ||||
Elimination of deferred tax asset | $ 26,000 | |||||
Elimination of current tax liability | $ 2,900 | |||||
Operating lease, weighted average discount rate | 3.69% | |||||
Finance lease, weighted average discount rate | 2.80% | |||||
Noble Energy | Midstream Services Revenue | Customer Concentration Risk | ||||||
Concentration Risk [Line Items] | ||||||
Concentration risk | 81.00% | 81.00% | ||||
Noble Energy | Revenue | Customer Concentration Risk | ||||||
Concentration Risk [Line Items] | ||||||
Concentration risk | 59.00% | 61.00% | 94.00% | |||
Noble Energy | Sales Revenues Goods Net | Customer Concentration Risk | ||||||
Concentration Risk [Line Items] | ||||||
Concentration risk | 66.00% | |||||
Noble Energy | Crude Oil Sales Revenue | Customer Concentration Risk | ||||||
Concentration Risk [Line Items] | ||||||
Concentration risk | 17.00% | |||||
Saddle Butte | Greenfield Member | ||||||
Concentration Risk [Line Items] | ||||||
Escrow deposit | $ 18,800 | |||||
Gathering Systems | ||||||
Concentration Risk [Line Items] | ||||||
Impairment of long-lived assets | $ 3,500 | |||||
Insurance recoveries | $ 2,500 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies and Basis of Presentation - Summary of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Accounting Policies [Abstract] | |||||
Cash and Cash Equivalents | $ 12,676 | $ 14,761 | $ 20,090 | $ 57,443 | |
Restricted Cash | 50 | 951 | 37,505 | 0 | |
Cash, Cash Equivalents and Restricted Cash | [1] | $ 12,726 | $ 15,712 | $ 57,595 | $ 57,443 |
[1] | See Note 2. Summary of Significant Accounting Policies and Basis of Presentation for our reconciliation of total cash. |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies and Basis of Presentation - Remaining Performance Obligations (Details) | Dec. 31, 2019USD ($) |
Accounting Policies [Abstract] | |
Remaining performance obligations | $ 74,452 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Accounting Policies [Abstract] | |
Remaining performance obligations | $ 36,817 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Accounting Policies [Abstract] | |
Remaining performance obligations | $ 37,635 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations, expected timing of satisfaction | 1 year |
Transactions with Affiliates -
Transactions with Affiliates - Narrative (Details) - USD ($) $ in Thousands | Nov. 14, 2019 | Jun. 20, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Related Party Transaction [Line Items] | |||||
General and administrative expense — affiliate | $ 8,523 | $ 8,846 | $ 8,677 | ||
Blanco River DevCo LP | |||||
Related Party Transaction [Line Items] | |||||
Interest in partnership | 60.00% | 15.00% | |||
Green River DevCo LP | |||||
Related Party Transaction [Line Items] | |||||
Interest in partnership | 75.00% | ||||
San Juan River DevCo LP | |||||
Related Party Transaction [Line Items] | |||||
Interest in partnership | 75.00% | ||||
Blanco River And Colorado River DevCos | |||||
Related Party Transaction [Line Items] | |||||
Consideration transferred | $ 1,600,000 | $ 270,000 | |||
Payments to acquire businesses | $ 670,000 | $ 245,000 | |||
Equity interest issued (shares) | 38,455,018 | 562,430 | |||
Colorado River DevCo | |||||
Related Party Transaction [Line Items] | |||||
Interest in partnership | 20.00% | ||||
Noble Energy | |||||
Related Party Transaction [Line Items] | |||||
General and administrative expense — affiliate | $ 6,900 | ||||
Noble Energy | Noble Energy | |||||
Related Party Transaction [Line Items] | |||||
Initial term | 15 years | ||||
Renewal term | 1 year |
Transactions with Affiliates _2
Transactions with Affiliates - Revenue from Affiliates (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Related Party Transaction [Line Items] | |||
Total Midstream Services — Affiliate | $ 417,835 | $ 338,747 | $ 271,269 |
Noble Energy | Noble Energy | |||
Related Party Transaction [Line Items] | |||
Total Midstream Services — Affiliate | 417,835 | 338,747 | 271,269 |
Noble Energy | Noble Energy | Gathering and Processing | |||
Related Party Transaction [Line Items] | |||
Total Midstream Services — Affiliate | 337,086 | 265,505 | 189,732 |
Noble Energy | Noble Energy | Fresh Water Delivery | |||
Related Party Transaction [Line Items] | |||
Total Midstream Services — Affiliate | 77,566 | 69,266 | 75,860 |
Noble Energy | Noble Energy | Other | |||
Related Party Transaction [Line Items] | |||
Total Midstream Services — Affiliate | $ 3,183 | $ 3,976 | $ 5,677 |
Transactions with Affiliates _3
Transactions with Affiliates - Expenses with Transaction with Affiliates (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |||
General and Administrative Expense — Affiliate | $ 8,523 | $ 8,846 | $ 8,677 |
General and Administrative Expense — Third Party | 17,254 | 17,064 | 6,115 |
Total General and Administrative Expense | $ 25,777 | $ 25,910 | $ 14,792 |
Offerings and Acquisition - Nar
Offerings and Acquisition - Narrative (Details) $ / shares in Units, a in Thousands | Nov. 14, 2019USD ($)shares | Mar. 25, 2019USD ($)$ / sharesshares | Jan. 31, 2018USD ($) | Dec. 12, 2017USD ($)$ / sharesshares | Jun. 20, 2017USD ($)shares | Dec. 31, 2019USD ($)aMMBTUmi | Dec. 31, 2018USD ($) |
Business Acquisition [Line Items] | |||||||
Proceeds from private placement, gross | $ 250,000,000 | $ 142,600,000 | |||||
Proceeds from private placement, net | $ 242,900,000 | $ 138,000,000 | |||||
Payments of stock issuance costs | $ 700,000 | ||||||
Equity commitment amount | $ 200,000,000 | ||||||
Preferred units issued (in units) | shares | 100,000 | ||||||
Face value per unit (in usd per unit) | $ / shares | $ 1,000 | ||||||
Proceeds from issuance | $ 100,000,000 | ||||||
Preferred equity, dividend rate | 6.50% | ||||||
Remaining equity commitment | $ 100,000,000 | ||||||
Net proceeds from unit offering | $ 174,100,000 | ||||||
Black Diamond Gathering LLC | |||||||
Business Acquisition [Line Items] | |||||||
Interest acquired | 54.40% | ||||||
Ownership promote | 4.40% | ||||||
Black Diamond Gathering LLC | |||||||
Business Acquisition [Line Items] | |||||||
Payment to expand acreage dedication | $ 24,100,000 | ||||||
Increase in duration of the acreage dedication | 5 years | ||||||
Black Diamond Acquisition | |||||||
Business Acquisition [Line Items] | |||||||
Dedicated acres | a | 141 | ||||||
Acquisition related costs | $ 6,800,000 | ||||||
Greenfield Member | Black Diamond Gathering LLC | |||||||
Business Acquisition [Line Items] | |||||||
Interest acquired | 45.60% | ||||||
Black Diamond Acquisition | |||||||
Business Acquisition [Line Items] | |||||||
Payments to acquire businesses | $ 638,500,000 | ||||||
Length (miles) | mi | 160 | ||||||
Delivery capacity (Mbbl/day) | MMBTU | 300 | ||||||
Revenue since acquisition | 181,200,000 | ||||||
Pre-tax net loss since acquisition | $ 11,500,000 | ||||||
Black Diamond Acquisition | Black Diamond Gathering LLC | |||||||
Business Acquisition [Line Items] | |||||||
Payments to acquire businesses | 638,266,000 | ||||||
Payment to expand acreage dedication | 24,120,000 | ||||||
Black Diamond Acquisition | Greenfield Member | |||||||
Business Acquisition [Line Items] | |||||||
Payments to acquire businesses | 318,600,000 | ||||||
Black Diamond Acquisition | Noble Member | |||||||
Business Acquisition [Line Items] | |||||||
Payments to acquire businesses | $ 319,900,000 | ||||||
Private Placement | |||||||
Business Acquisition [Line Items] | |||||||
Sold (in units) | shares | 12,077,295 | 3,525,000 | |||||
Payments of stock issuance costs | $ 7,100,000 | $ 4,600,000 | |||||
Common Units | |||||||
Business Acquisition [Line Items] | |||||||
Sold (in units) | shares | 3,680,000 | ||||||
Price ($ per unit) | $ / shares | $ 47.50 | ||||||
Common Units | Over-Allotment Option | |||||||
Business Acquisition [Line Items] | |||||||
Sold (in units) | shares | 480,000 |
Offerings and Acquisition - Red
Offerings and Acquisition - Redeemable Noncontrolling Interest Balance (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Redeemable Noncontrolling Interest | |
December 31, 2018 | $ 0 |
Preferred Equity Issuance | 100,000 |
Issuance Costs | (3,435) |
Preferred Equity Accretion | 9,440 |
December 31, 2019 | 106,005 |
Paid-in-kind dividend | $ 5,000 |
Offerings and Acquisition - All
Offerings and Acquisition - Allocation of Purchase Price (Details) - USD ($) $ in Thousands | Jan. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |||
Implied Goodwill | $ 109,734 | $ 109,734 | |
Black Diamond Acquisition | |||
Business Acquisition [Line Items] | |||
Cash Consideration | $ 638,500 | ||
Black Diamond Gathering LLC | |||
Business Acquisition [Line Items] | |||
PDC Energy Payment | $ 24,100 | ||
Black Diamond Gathering LLC | Black Diamond Acquisition | |||
Business Acquisition [Line Items] | |||
Cash Consideration | 638,266 | ||
PDC Energy Payment | 24,120 | ||
Current Liabilities Assumed | 18,259 | ||
Total Purchase Price and Liabilities Assumed | 680,645 | ||
Cash and Restricted Cash | 12,518 | ||
Accounts Receivable | 10,661 | ||
Other Current Assets | 2,206 | ||
Property, Plant and Equipment | 205,766 | ||
Intangible Assets | 339,760 | ||
Fair Value of Identifiable Assets | 570,911 | ||
Implied Goodwill | 109,734 | ||
Total Asset Value | $ 680,645 |
Offerings and Acquisition - Pro
Offerings and Acquisition - Pro Forma Information (Details) - Black Diamond Acquisition - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Business Acquisition [Line Items] | |||
Revenues | $ 703,801 | $ 569,247 | $ 405,500 |
Net Income | 245,467 | 214,234 | 136,071 |
Net Income Attributable to Noble Midstream Partners LP | $ 159,996 | $ 161,068 | $ 123,375 |
Common Units | |||
Net Income Attributable to Limited Partners Per Limited Partner Unit — Basic | |||
Net Income Attributable to Limited Partners Per Limited Partner Common and Subordinated Unit - Basic (in usd per share) | $ 3.09 | $ 3.92 | $ 3.59 |
Net Income Attributable to Limited Partners Per Limited Partner Common and Subordinated Unit - Diluted (in usd per share) | 3.08 | 3.92 | 3.59 |
Subordinated Units | |||
Net Income Attributable to Limited Partners Per Limited Partner Unit — Basic | |||
Net Income Attributable to Limited Partners Per Limited Partner Common and Subordinated Unit - Basic (in usd per share) | 3.86 | 3.92 | 3.59 |
Net Income Attributable to Limited Partners Per Limited Partner Common and Subordinated Unit - Diluted (in usd per share) | $ 3.86 | $ 3.92 | $ 3.59 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Total Property, Plant and Equipment, at Cost | $ 2,006,995 | $ 1,752,122 |
Less: Accumulated Depreciation and Amortization | (244,038) | (181,199) |
Total Property, Plant and Equipment, Net | 1,762,957 | 1,570,923 |
Capital lease | 3,869 | |
Gathering and Processing Systems | ||
Property, Plant and Equipment [Line Items] | ||
Total Property, Plant and Equipment, at Cost | 1,795,957 | 1,470,953 |
Fresh Water Delivery System | ||
Property, Plant and Equipment [Line Items] | ||
Total Property, Plant and Equipment, at Cost | 96,004 | 78,820 |
Capital lease | 5,000 | |
Capital lease | 5,000 | |
Construction in-progress | 300 | 21,600 |
Construction-in-Progress | ||
Property, Plant and Equipment [Line Items] | ||
Total Property, Plant and Equipment, at Cost | 115,034 | 202,349 |
Construction in-progress | 98,400 | 147,400 |
Equipment Reserved For Future Use | ||
Property, Plant and Equipment [Line Items] | ||
Construction in-progress | $ 15,400 | $ 32,800 |
Investments - Narrative (Detail
Investments - Narrative (Details) - USD ($) $ in Millions | Feb. 01, 2020 | Apr. 03, 2017 | Dec. 31, 2019 |
Advantage Pipeline | Corporate Joint Venture | |||
Investment [Line Items] | |||
Payments to acquire equity method investments | $ 66.8 | ||
White Cliffs | |||
Investment [Line Items] | |||
Equity method investment, ownership percentage | 3.33% | ||
Advantage Joint Venture | |||
Investment [Line Items] | |||
Equity method investment, ownership percentage | 50.00% | ||
Delaware Crossing | |||
Investment [Line Items] | |||
Equity method investment, ownership percentage | 50.00% | ||
Payments to acquire equity method investments | $ 70.3 | ||
EPIC Y-Grade | |||
Investment [Line Items] | |||
Equity method investment, ownership percentage | 15.00% | ||
Payments to acquire equity method investments | $ 169.1 | ||
EPIC Crude | |||
Investment [Line Items] | |||
Equity method investment, ownership percentage | 30.00% | ||
Payments to acquire equity method investments | $ 351.2 | ||
Saddlehorn | Subsequent Event | |||
Investment [Line Items] | |||
Payments to acquire equity method investments | $ 84 | ||
Saddlehorn | Magellan | Subsequent Event | |||
Investment [Line Items] | |||
Equity method investment, ownership percentage | 30.00% | ||
Equity Method Investment, Ownership Percentage, Sale | 10.00% | ||
Saddlehorn | Plains | Subsequent Event | |||
Investment [Line Items] | |||
Equity method investment, ownership percentage | 30.00% | ||
Equity Method Investment, Ownership Percentage, Sale | 10.00% | ||
Saddlehorn | Black Diamond | Subsequent Event | |||
Investment [Line Items] | |||
Equity Method Investment, Ownership Percentage, Acquired | 20.00% | ||
Equity method investment, ownership percentage | 20.00% | ||
Payments to acquire equity method investments | $ 155 | ||
Saddlehorn | Western Midstream | Subsequent Event | |||
Investment [Line Items] | |||
Equity method investment, ownership percentage | 20.00% |
Investments - Summary of Invest
Investments - Summary of Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Investment [Line Items] | ||
Investments | $ 660,778 | $ 82,317 |
Acquisition related expenses | 27,900 | |
Unamortized acquisition related expenses | 27,700 | |
White Cliffs | ||
Investment [Line Items] | ||
Investments | 10,268 | 9,373 |
Advantage Joint Venture | ||
Investment [Line Items] | ||
Investments | 76,834 | 72,944 |
Delaware Crossing JV | ||
Investment [Line Items] | ||
Investments | 68,707 | 0 |
EPIC Y-Grade | ||
Investment [Line Items] | ||
Investments | 165,853 | 0 |
EPIC Crude | ||
Investment [Line Items] | ||
Investments | $ 339,116 | $ 0 |
Investments - Investment Income
Investments - Investment Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Investment [Line Items] | |||
Investment Loss (Income) | $ 17,748 | $ (16,289) | $ (6,334) |
White Cliffs | |||
Investment [Line Items] | |||
Investment Loss (Income) | (3,107) | (3,687) | (4,088) |
Advantage Joint Venture | |||
Investment [Line Items] | |||
Investment Loss (Income) | (8,159) | (11,880) | (1,779) |
Delaware Crossing | |||
Investment [Line Items] | |||
Investment Loss (Income) | 3,061 | 0 | 0 |
EPIC Y-Grade | |||
Investment [Line Items] | |||
Investment Loss (Income) | 8,381 | 0 | 0 |
EPIC Crude | |||
Investment [Line Items] | |||
Investment Loss (Income) | 19,152 | 0 | 0 |
Other | |||
Investment [Line Items] | |||
Investment Loss (Income) | $ (1,580) | $ (722) | $ (467) |
Investments - Equity Method Inv
Investments - Equity Method Investments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Balance Sheet Information | |||
Current Assets | $ 304,057 | $ 10,451 | |
Noncurrent Assets | 4,296,648 | 138,221 | |
Current Liabilities | 443,573 | 5,667 | |
Noncurrent Liabilities | 1,868,138 | 288 | |
Statements of Operations Information | |||
Operating Revenues | 481,466 | 35,153 | $ 11,034 |
Operating Expenses | 575,306 | 11,148 | 7,358 |
Operating (Loss) Income | (93,840) | 24,005 | 3,676 |
Other Expense (Income) | 41,616 | (37) | 0 |
(Loss) Income Before Income Taxes | (135,456) | 24,042 | 3,676 |
Tax Expense | 118 | 171 | 35 |
Net (Loss) Income | $ (135,574) | $ 23,871 | $ 3,641 |
Intangible Assets - Summary of
Intangible Assets - Summary of Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Gross | $ 339,760 | $ 339,760 |
Accumulated Amortization | 32,300 | 29,600 |
Total | 277,900 | 310,202 |
Amortization expense | $ 61,860 | $ 29,558 |
Intangible Assets - Future Amor
Intangible Assets - Future Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2020 | $ 32,390 | |
2021 | 32,301 | |
2022 | 32,301 | |
2023 | 32,301 | |
2024 | 32,390 | |
Thereafter | 116,217 | |
Total | $ 277,900 | $ 310,202 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Debt Instrument [Line Items] | ||
Finance Lease Obligation | $ 2,005 | |
Finance Lease Obligation | $ 3,231 | |
Total | 1,497,005 | 563,231 |
Term Loan Credit Facilities Unamortized Debt Issuance Costs | (1,326) | (979) |
Long-Term Debt | 1,495,679 | 562,252 |
Finance Lease Obligation Due Within One Year | 0 | |
Finance Lease Obligation Due Within One Year | (3,231) | |
Long-Term Debt | 1,495,679 | 559,021 |
Revolving Credit Facility, due March 9, 2023 | ||
Debt Instrument [Line Items] | ||
Debt | $ 595,000 | $ 60,000 |
Interest Rate | 3.11% | 3.67% |
2018 Term Loan Credit Facility, due July 31, 2021 | ||
Debt Instrument [Line Items] | ||
Debt | $ 500,000 | $ 500,000 |
Interest Rate | 2.85% | 3.42% |
2019 Term Loan Credit Facility, due August 23, 2022 | ||
Debt Instrument [Line Items] | ||
Debt | $ 400,000 | $ 0 |
Interest Rate | 2.74% | 0.00% |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) - USD ($) | Aug. 23, 2019 | Jul. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 13, 2019 |
Line of Credit Facility [Line Items] | |||||
Unamortized debt issuance expense | $ 3,000,000 | $ 2,700,000 | |||
Revolving Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | $ 800,000,000 | ||||
Credit facility increased capacity | $ 1,150,000,000 | ||||
Commitment fee | 0.275% | 0.20% | |||
Revolving Credit Facility | Federal Funds Effective Swap Rate | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread | 0.50% | ||||
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread | 1.00% | ||||
Term Loan Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | $ 400,000,000 | $ 500,000,000 | |||
Term | 3 years | ||||
Term Loan Credit Facility | Base Rate | Minimum | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread | 0.00% | 0.00% | |||
Term Loan Credit Facility | Base Rate | Maximum | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread | 0.375% | 0.50% | |||
Term Loan Credit Facility | Eurodollar | Minimum | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread | 0.875% | 1.00% | |||
Term Loan Credit Facility | Eurodollar | Maximum | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread | 1.375% | 1.50% |
Asset Retirement Obligations -
Asset Retirement Obligations - Asset Retirement Obligation Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ||
Asset Retirement Obligations, Beginning Balance | $ 30,533 | $ 23,022 |
Liabilities Incurred | 1,912 | 5,590 |
Liabilities Settled | (131) | (44) |
Revision of Estimate | 3,686 | 646 |
Accretion Expense | 1,842 | 1,319 |
Asset Retirement Obligations, Ending Balance | $ 37,842 | $ 30,533 |
Segment Information - Summarize
Segment Information - Summarized Financial Results by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting Information [Line Items] | |||||||||||
Midstream Services — Affiliate | $ 417,835 | $ 338,747 | $ 271,269 | ||||||||
Services and Sales Revenues - Third Party | 18,353 | ||||||||||
Total Revenues | $ 190,765 | $ 181,674 | $ 170,660 | $ 160,702 | $ 151,150 | $ 154,925 | $ 139,435 | $ 113,225 | 703,801 | 558,735 | 289,622 |
Cost of Crude Oil Sales | 181,390 | 136,368 | 0 | ||||||||
Direct Operating Expense | 116,675 | 95,852 | 67,832 | ||||||||
Depreciation and Amortization | 96,981 | 79,568 | 22,990 | ||||||||
Income (Loss) Before Income Taxes | 52,190 | $ 71,698 | $ 56,494 | $ 69,100 | 64,971 | $ 57,160 | $ 54,408 | $ 48,181 | 249,482 | 224,720 | 188,739 |
Intangible Assets, Net | 277,900 | 310,202 | 277,900 | 310,202 | |||||||
Goodwill | 109,734 | 109,734 | 109,734 | 109,734 | |||||||
Total Assets | 2,926,082 | 2,192,178 | 2,926,082 | 2,192,178 | |||||||
Additions to Long-Lived Assets | 876,789 | 762,426 | |||||||||
Midstream Services — Third Party | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Services and Sales Revenues - Third Party | 96,194 | 78,498 | 18,353 | ||||||||
Crude Oil Sales — Third Party | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Services and Sales Revenues - Third Party | 189,772 | 141,490 | 0 | ||||||||
Operating Segments | Gathering Systems | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Midstream Services — Affiliate | 340,269 | 269,481 | 195,409 | ||||||||
Services and Sales Revenues - Third Party | 7,444 | ||||||||||
Total Revenues | 613,644 | 470,124 | 202,853 | ||||||||
Cost of Crude Oil Sales | 181,390 | 136,368 | |||||||||
Direct Operating Expense | 95,743 | 79,848 | 50,963 | ||||||||
Depreciation and Amortization | 94,455 | 77,309 | 20,724 | ||||||||
Income (Loss) Before Income Taxes | 242,545 | 172,826 | 129,770 | ||||||||
Intangible Assets, Net | 277,900 | 310,202 | 277,900 | 310,202 | |||||||
Goodwill | 109,734 | 109,734 | 109,734 | 109,734 | |||||||
Total Assets | 2,160,026 | 1,998,361 | 2,160,026 | 1,998,361 | |||||||
Additions to Long-Lived Assets | 257,066 | 738,427 | |||||||||
Operating Segments | Gathering Systems | Midstream Services — Third Party | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Services and Sales Revenues - Third Party | 83,603 | 59,153 | |||||||||
Operating Segments | Gathering Systems | Crude Oil Sales — Third Party | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Services and Sales Revenues - Third Party | 189,772 | 141,490 | |||||||||
Operating Segments | Fresh Water Delivery | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Midstream Services — Affiliate | 77,566 | 69,266 | 75,860 | ||||||||
Services and Sales Revenues - Third Party | 10,909 | ||||||||||
Total Revenues | 90,157 | 88,611 | 86,769 | ||||||||
Cost of Crude Oil Sales | 0 | 0 | |||||||||
Direct Operating Expense | 18,650 | 14,269 | 16,011 | ||||||||
Depreciation and Amortization | 2,526 | 2,259 | 2,266 | ||||||||
Income (Loss) Before Income Taxes | 68,980 | 72,083 | 68,492 | ||||||||
Intangible Assets, Net | 0 | 0 | 0 | 0 | |||||||
Goodwill | 0 | 0 | 0 | 0 | |||||||
Total Assets | 91,840 | 96,280 | 91,840 | 96,280 | |||||||
Additions to Long-Lived Assets | 7,330 | 23,018 | |||||||||
Operating Segments | Fresh Water Delivery | Midstream Services — Third Party | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Services and Sales Revenues - Third Party | 12,591 | 19,345 | |||||||||
Operating Segments | Fresh Water Delivery | Crude Oil Sales — Third Party | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Services and Sales Revenues - Third Party | 0 | 0 | |||||||||
Operating Segments | Investments and Other | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Midstream Services — Affiliate | 0 | 0 | 0 | ||||||||
Services and Sales Revenues - Third Party | 0 | ||||||||||
Total Revenues | 0 | 0 | 0 | ||||||||
Cost of Crude Oil Sales | 0 | 0 | |||||||||
Direct Operating Expense | 0 | 0 | 0 | ||||||||
Depreciation and Amortization | 0 | 0 | 0 | ||||||||
Income (Loss) Before Income Taxes | (17,748) | 16,289 | 6,344 | ||||||||
Intangible Assets, Net | 0 | 0 | 0 | 0 | |||||||
Goodwill | 0 | 0 | 0 | 0 | |||||||
Total Assets | 660,778 | 82,317 | 660,778 | 82,317 | |||||||
Additions to Long-Lived Assets | 611,325 | 426 | |||||||||
Operating Segments | Investments and Other | Midstream Services — Third Party | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Services and Sales Revenues - Third Party | 0 | 0 | |||||||||
Operating Segments | Investments and Other | Crude Oil Sales — Third Party | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Services and Sales Revenues - Third Party | 0 | 0 | |||||||||
Corporate | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Midstream Services — Affiliate | 0 | 0 | 0 | ||||||||
Services and Sales Revenues - Third Party | 0 | ||||||||||
Total Revenues | 0 | 0 | 0 | ||||||||
Cost of Crude Oil Sales | 0 | 0 | |||||||||
Direct Operating Expense | 2,282 | 1,735 | 858 | ||||||||
Depreciation and Amortization | 0 | 0 | 0 | ||||||||
Income (Loss) Before Income Taxes | (44,295) | (36,478) | $ (15,867) | ||||||||
Intangible Assets, Net | 0 | 0 | 0 | 0 | |||||||
Goodwill | 0 | 0 | 0 | 0 | |||||||
Total Assets | $ 13,438 | $ 15,220 | 13,438 | 15,220 | |||||||
Additions to Long-Lived Assets | 1,068 | 555 | |||||||||
Corporate | Midstream Services — Third Party | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Services and Sales Revenues - Third Party | 0 | 0 | |||||||||
Corporate | Crude Oil Sales — Third Party | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Services and Sales Revenues - Third Party | $ 0 | $ 0 |
Unit-Based Compensation - Narra
Unit-Based Compensation - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Payment Arrangement, Expense | $ 1.1 | $ 1.4 | $ 0.8 |
Noble Midstream Partners LP 2016 Long-Term incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Authorized (in units) | 1,860,000 | ||
Units available for grant (in units) | 1,630,638 | ||
Noble Midstream Partners LP 2016 Long-Term incentive Plan | Restricted Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unit based compensation expense | $ 2.1 | ||
Period for recognition | 1 year 6 months |
Unit-Based Compensation - Unit
Unit-Based Compensation - Unit Award Activity (Details) - Noble Midstream Partners LP 2016 Long-Term incentive Plan - Restricted Units | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Number of Units | |
Awarded and Unvested Units, beginning balance (in units) | shares | 71,419 |
Awarded (in units) | shares | 132,773 |
Vested (in units) | shares | (16,446) |
Forfeited (in units) | shares | (84,391) |
Awarded and Unvested Units, ending balance (in units) | shares | 103,355 |
Weighted Average Award Date Fair Value | |
Awarded and Unvested Units, beginning balance (in dollars per share) | $ / shares | $ 51.92 |
Awarded (in dollars per share) | $ / shares | 31.88 |
Vested (in dollars per share) | $ / shares | 53.45 |
Forfeited (in dollars per share) | $ / shares | 39.54 |
Awarded and Unvested Units, ending balance (in dollars per share) | $ / shares | $ 36.04 |
Partnership Distributions - Nar
Partnership Distributions - Narrative (Details) - $ / shares | Jan. 23, 2020 | May 14, 2019 | Apr. 25, 2019 | Sep. 30, 2016 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2019 |
Distribution Made to Limited Partner [Line Items] | |||||||||||||||||
Partner distribution period | 45 days | ||||||||||||||||
Distribution per limited partner unit (in dollars per share) | $ 0.6132 | $ 0.6716 | $ 0.6418 | $ 0.6132 | $ 0.5858 | $ 0.5597 | $ 0.5348 | $ 0.5110 | $ 0.4883 | $ 0.4665 | $ 0.4457 | $ 0.4108 | $ 0.4333 | ||||
Common Units | |||||||||||||||||
Distribution Made to Limited Partner [Line Items] | |||||||||||||||||
Distribution per limited partner unit (in dollars per share) | $ 0.0408 | $ 0.3925 | |||||||||||||||
Common Units | Subsequent Event | |||||||||||||||||
Distribution Made to Limited Partner [Line Items] | |||||||||||||||||
Distribution per limited partner unit (in dollars per share) | $ 0.6878 | ||||||||||||||||
Limited Partner | Subordinated Units | |||||||||||||||||
Distribution Made to Limited Partner [Line Items] | |||||||||||||||||
Partners' capital account, units, converted | 15,902,584 |
Partnership Distributions - Dis
Partnership Distributions - Distributions (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 25, 2019 | Sep. 30, 2016 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 |
Distribution Made to Limited Partner [Line Items] | ||||||||||||||
Distribution per Limited Partner Unit (in dollars per share) | $ 0.6132 | $ 0.6716 | $ 0.6418 | $ 0.6132 | $ 0.5858 | $ 0.5597 | $ 0.5348 | $ 0.5110 | $ 0.4883 | $ 0.4665 | $ 0.4457 | $ 0.4108 | $ 0.4333 | |
Distribution to Limited Partners | $ 32,418 | $ 30,058 | $ 27,792 | $ 25,613 | $ 23,621 | $ 22,306 | $ 21,048 | $ 19,851 | $ 16,971 | $ 16,089 | $ 13,066 | $ 13,782 | ||
Holder of IDRs | 5,820 | 4,640 | 3,507 | 2,421 | 1,462 | 1,134 | 819 | 520 | 223 | 92 | 0 | $ 0 | ||
Common Units | ||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||
Distribution per Limited Partner Unit (in dollars per share) | $ 0.0408 | $ 0.3925 | ||||||||||||
Distribution to Limited Partners | 26,598 | 25,418 | 14,534 | 13,876 | 13,258 | 12,668 | 12,103 | 11,566 | 9,330 | 8,909 | 6,533 | $ 6,891 | ||
Subordinated Units | ||||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||||
Distribution to Limited Partners | $ 0 | $ 0 | $ 9,751 | $ 9,316 | $ 8,901 | $ 8,504 | $ 8,126 | $ 7,765 | $ 7,418 | $ 7,088 | $ 6,533 | $ 6,891 |
Net Income Per Limited Partne_3
Net Income Per Limited Partner Unit - Calculation of Net Income per Limited Partner Units (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||||
Net Income Attributable to Noble Midstream Partners LP | $ 159,996 | $ 162,734 | $ 140,572 | ||||||||
Less: Net Income Attributable to Incentive Distribution Rights | 13,967 | 5,836 | 835 | ||||||||
Net Income Attributable to Limited Partners | $ 39,396 | $ 34,812 | $ 31,769 | $ 40,052 | $ 39,751 | $ 43,155 | $ 35,450 | $ 38,542 | $ 146,029 | $ 156,898 | $ 139,737 |
Antidilutive Restricted Units (in shares) | 54 | 24 | 4 | ||||||||
Common Units | |||||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||||
Net Income Attributable to Limited Partners | $ 123,662 | $ 93,875 | $ 75,076 | ||||||||
Net Income Attributable to Limited Partners Per Limited Partner Unit — Basic (in dollars per share) | $ 3.09 | $ 3.96 | $ 4.10 | ||||||||
Net Income Attributable to Limited Partners Per Limited Partner Unit — Diluted (in dollars per share) | $ 3.08 | $ 3.96 | $ 4.10 | ||||||||
Weighted Average Limited Partner Units Outstanding — Basic (in shares) | 40,083 | 23,686 | 18,192 | ||||||||
Weighted Average Limited Partner Units Outstanding — Diluted (in shares) | 40,105 | 23,701 | 18,204 | ||||||||
Subordinated Units | |||||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||||
Net Income Attributable to Limited Partners | $ 22,367 | $ 63,023 | $ 64,661 | ||||||||
Net Income Attributable to Limited Partners Per Limited Partner Unit — Basic (in dollars per share) | $ 3.86 | $ 3.96 | $ 4.10 | ||||||||
Net Income Attributable to Limited Partners Per Limited Partner Unit — Diluted (in dollars per share) | $ 3.86 | $ 3.96 | $ 4.10 | ||||||||
Weighted Average Limited Partner Units Outstanding — Basic (in shares) | 5,795 | 15,903 | 15,903 | ||||||||
Weighted Average Limited Partner Units Outstanding — Diluted (in shares) | 5,795 | 15,903 | 15,903 |
Leases - ROU Assets and Lease L
Leases - ROU Assets and Lease Liabilities (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Assets | |
Operating | $ 2,743 |
Finance | 3,869 |
Total ROU Assets | 6,612 |
Current | |
Operating | 2,471 |
Finance | 0 |
Noncurrent | |
Operating | 259 |
Finance | 2,005 |
Total Lease Liabilities | 4,735 |
Future operating lease payments, 2020 | 2,500 |
Future operating lease payments, 2021 | 300 |
Accumulated amortization | $ 1,100 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Related Party Transaction [Line Items] | |||
General and administrative expense — affiliate | $ 8,523 | $ 8,846 | $ 8,677 |
Noble Energy | |||
Related Party Transaction [Line Items] | |||
General and administrative expense — affiliate | $ 6,900 |
Commitments and Contingencies_2
Commitments and Contingencies - Summary of Future Obligations (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Future Minimum Finance Lease Payments | |
2020 | $ 0 |
2021 | 2,005 |
2022 | 0 |
2023 | 0 |
2024 | 0 |
2025 and Beyond | 0 |
Total | 2,005 |
Purchase Obligations | |
2020 | 4,947 |
2021 | 0 |
2022 | 0 |
2023 | 0 |
2024 | 0 |
2025 and Beyond | 0 |
Total | 4,947 |
Lease Obligations | |
2020 | 2,500 |
2021 | 300 |
2020 | 32,501 |
2021 | 35,582 |
2022 | 34,370 |
2023 | 35,054 |
2024 | 35,848 |
2025 and Beyond | 64,666 |
Total | 238,021 |
Future Minimum Operating Lease Payments | |
Lease Obligations | |
2020 | 2,528 |
2021 | 260 |
2022 | 0 |
2023 | 0 |
2024 | 0 |
2025 and Beyond | 0 |
Total | 2,788 |
Surface Lease Obligations | |
Lease Obligations | |
2020 | 215 |
2021 | 216 |
2022 | 175 |
2023 | 175 |
2024 | 175 |
2025 and Beyond | 3,857 |
Total | 4,813 |
Omnibus Fees | |
Contractual Obligations | |
2020 | 6,850 |
2021 | 0 |
2022 | 0 |
2023 | 0 |
2024 | 0 |
2025 and Beyond | 0 |
Total | 6,850 |
Transportation Fees | |
Contractual Obligations | |
2020 | 17,961 |
2021 | 33,101 |
2022 | 34,195 |
2023 | 34,879 |
2024 | 35,673 |
2025 and Beyond | 60,809 |
Total | $ 216,618 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Provision (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Current | $ 541 | $ 1,323 | $ 1,221 |
Deferred | 3,474 | 6,678 | 26,751 |
Total Income Tax Benefit | $ 4,015 | $ 8,001 | $ 27,972 |
Effective Tax Rate | 1.60% | 3.60% | 14.80% |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities, Balance Sheet Classification (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Income Tax Disclosure [Abstract] | ||
Deferred Tax Asset | $ 29,201 | |
Deferred Tax Liability | $ 229 |
Supplemental Quarterly Financ_3
Supplemental Quarterly Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Total Revenues | $ 190,765 | $ 181,674 | $ 170,660 | $ 160,702 | $ 151,150 | $ 154,925 | $ 139,435 | $ 113,225 | $ 703,801 | $ 558,735 | $ 289,622 |
Operating Income | 69,644 | 81,271 | 60,564 | 71,987 | 63,768 | 56,779 | 51,985 | 46,346 | 283,466 | 218,878 | 184,008 |
Income Before Income Taxes | 52,190 | 71,698 | 56,494 | 69,100 | 64,971 | 57,160 | 54,408 | 48,181 | 249,482 | 224,720 | 188,739 |
Net Income | 51,394 | 70,519 | 55,763 | 67,791 | 63,025 | 55,415 | 52,097 | 46,182 | 245,467 | 216,719 | 160,767 |
Net Income Attributable to Limited Partners | $ 39,396 | $ 34,812 | $ 31,769 | $ 40,052 | $ 39,751 | $ 43,155 | $ 35,450 | $ 38,542 | 146,029 | 156,898 | 139,737 |
Common Units | |||||||||||
Net Income Attributable to Limited Partners | 123,662 | 93,875 | 75,076 | ||||||||
Net Income Attributable to Limited Partners Per Limited Partner Unit — Basic and Diluted (in dollars per share) | $ 0.65 | $ 0.88 | $ 0.79 | $ 1.01 | $ 1 | $ 1.09 | $ 0.90 | $ 0.97 | |||
Subordinated Units | |||||||||||
Net Income Attributable to Limited Partners | $ 22,367 | $ 63,023 | $ 64,661 | ||||||||
Net Income Attributable to Limited Partners Per Limited Partner Unit — Basic and Diluted (in dollars per share) | $ 0 | $ 0 | $ 0.84 | $ 1.01 | $ 1 | $ 1.09 | $ 0.90 | $ 0.97 |