Baird Investment Banking Pitch Book slide image

Baird Investment Banking Pitch Book

Announced Date 1 SELECTED PRECEDENT TRANSACTIONS Selected corporate midstream transactions with values of greater than $1.0 billion for which data were publicly available 05/17/18 Williams Companies, Inc. 04/26/18 02/01/17 11/21/16 11/03/15 07/13/15 09/26/16 Columbia Pipeline Group, Inc. 01/26/15 Buyer(s) EQT Midstream Partners, LP ONEOK Inc. 04/28/14 Sunoco Logistics Partners LP Targa Resources Corp. MPLX LP 05/06/15 Crestwood Equity Partners LP Energy Transfer Partners, LP. 01/21/15 Kinder Morgan Inc. Access Midstream Partners LP Seller(s) Williams Partners LP Rice Midstr am ONEOK Partners LP Energy Transfer Partners, LP. Columbia Pipeline Partners Targa Resources Partners LP MarkWest Energy Partners, LP. Crestwood Midstream Partners LP Regency Energy Partners LP Hiland Partners LP Williams Partners LP Transaction Value (SMM) $10,470 Low (1) Median High (1) 2,43 13,988 52,364 9,684 11,198 21,588 4,895 17,595 3,000 36,793 Trans. Value / Fwd. EBITDA Source: Company and partnership filings, investor presentations, press releases and transcripts, S&P Capital IQ and Wall Street research. (1) Excludes lowest and highest metrics to remove the impact of potential outlier effects from the analysis. 12.2x 9.3x 12.1x 10.6x 12.0x 12.0x 14.9x 12.6x 13.7x 10.0x 13.5x 10.0x 12.1x 13.7x Confidential Transaction Summary Williams acquired Williams Partners LP in a stock-for-unit exchange EQM merged with RMP in a unit-for-unit exchange BAIRD ONEOK, Inc. merged with its underlying MLP in an all-stock transaction, eliminating the IDRS Sunoco merged with Energy Transfer, under common GP ownership, in an all- stock transaction Columbia Pipeline Group, Inc. acquired all of the outstanding common units of Columbia Pipeline Parnters, not already beneficially owned Targa Resources merged with its underlying MLP in an all-stock transaction, eliminating the IDRS MPLX acquired MarkWest for stock and cash consideration Crestwood Equity merged with its underlying MLP in an all-stock transaction, eliminating the IDRS Energy Transfer merged with Regency, under common GP ownership, for stock and cash consideration Kinder Morgan acquired Hiland Partners in an all cash transaction Access Midstream merged with Williams Partners, under common GP ownership, for stock and cash consideration Project Bronco | Page 42
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