CNX Midstream Reports Fourth Quarter and Full Year 2019 Results

PITTSBURGH, Jan. 30, 2020 /PRNewswire/ -- CNX Midstream Partners LP (NYSE: CNXM) ("CNXM", "CNX Midstream" or the "Partnership") today reported financial and operational results for the three months and the full year ended December 31, 2019.((1))

Fourth Quarter and Full Year Results

The Partnership continued its solid financial performance during the three months and year ended December 31, 2019. Comparative results net to the Partnership, with the exception of net cash provided by operating activities, which is presented on a gross consolidated basis, were as follows:


                                         Three Months Ended                        Twelve Months Ended
                                  December 31,                              December 31,


                (in millions)  2019                        2018       2019                              2018



     Net income                       $
            48.5                       $
            42.6                    $
       174.3 $
     134.0


     Net cash provided
      by operating
      activities                      $
            41.4                       $
            48.9                    $
       217.1 $
     180.1


     Adjusted EBITDA
      (non-GAAP)(2)                   $
            61.7                       $
            53.5                    $
       232.0 $
     174.7


     Distributable cash
      flow (non-
      GAAP)(2)                        $
            48.4                       $
            42.7                    $
       181.9 $
     138.6


     Distribution
      coverage ratio(2)       1.30x                             1.57x                               1.41x       1.39x

Full year 2019 adjusted EBITDA of $232 million and distributable cash flow of $182 million exceeded the high-end of the company's previously stated guidance of $220-$230 million and $170-$180 million, respectively. For 2019, total gross capital investment was $328 million, and total capital investment net to the Partnership was $316 million, which were within the previously stated guidance of $310-$330 million.

"The team finished the year with a strong quarter, capping another year of growth and impressive financial and operating performance for CNX Midstream," said Nicholas J. DeIuliis, Chief Executive Officer of CNX Midstream GP LLC (the "General Partner"). "This marks the 19th consecutive quarterly cash distribution increase at the targeted 15% annual growth rate. For the full year 2019, CNXM reported a 30% increase in net income, a 33% increase in adjusted EBITDA, and distributable cash flow grew by 31% over 2018 results."

Mr. DeIuliis continued, "In 2019 we completed a substantial portion of major system upgrades consisting of increasing capacity, adding multiple tiers of gathering pressures for CNX Resources Corporation ("CNX"), and expanding our market outlets. These upgrades included additional compression horsepower and capacity in our McQuay system area, as well as new greenfield compressor station projects, pipeline infrastructure, and transmission pipeline interconnects in our Richhill field. This was a massive undertaking and the team executed flawlessly. These system upgrades will benefit CNXM and CNX for years to come. CNXM continues to expect capital investments to decline significantly in 2020, resulting in approximately $130 million in free cash flow((3)). Over the past five years, CNXM's EBITDA and distributable cash flow per LP unit grew at a compound annual growth rate (CAGR) of approximately 30% and 24%, respectively. We expect continued EBITDA growth of approximately 12% and 15% in 2020 and 2021((2)), respectively, compared to the midpoints of 2020 and 2021 guidance, while we expect capital expenditures to decline over those same time periods. Lastly, we are reaffirming our 15% annual distribution growth target through 2023."

Incentive Distribution Rights (IDRs) Elimination Transaction

On January 29, 2020, CNX and CNXM entered into and closed definitive agreements to eliminate CNXM's IDRs held by its general partner and to convert the 2.0% general partner interest in CNXM into a non-economic general partnership interest (collectively, the "IDR Elimination Transaction").

Pursuant to the IDR Elimination Transaction agreements, CNX will receive the following consideration in exchange for the IDRs and the 2% general partner interest:

    --  26 million CNXM common units;
    --  3 million new CNXM Class B units. The newly issued Class B units will
        not receive or accrue distributions until January 1, 2022, at which time
        they will automatically convert into CNXM common units; and
    --  $135 million cash, payable in three installments of $50 million on
        December 31, 2020, $50 million on December 31, 2021 and $35 million on
        December 31, 2022.

As a result of the IDR Elimination Transaction, CNX now owns 47.7 million common units, or approximately 53.1%, of the outstanding limited partner interests in CNXM, excluding the Class B units. Upon conversion of the Class B units to CNXM common units on January 1, 2022, CNX's ownership will increase to 50.7 million units on a proforma basis.

The boards of directors of CNX and CNXM, as well as the CNXM Conflicts Committee, which consists entirely of independent directors of CNXM, unanimously approved the IDR Elimination Transaction. Commenting on the transaction, Mr. DeIuliis said: "This transaction simplifies our capital structure and sets the midstream company up to excel during its next chapter. We have reduced CNXM's cost of capital, further aligned CNX's equity interest with common unitholders, and removed a key overhang expressed by the investor base. This transaction is expected to be immediately accretive to distributable cash flow (DCF) per unit in the first year and gain further accretion in year two."

Jefferies Group LLC acted as financial advisor and Latham & Watkins LLP acted as legal advisor to CNX. Evercore Group L.L.C. acted as financial advisor and Baker Botts L.L.P. acted as legal advisor to the CNXM Conflicts Committee. Citi acted as financial advisor to the CNX board of directors.

2020 Guidance
Based on current expectations, management reaffirms the following guidance:


                   ($ in millions)                    2020E



                                      
         Reaffirmed



     Throughput (BBtu/d)*              1,600                 1,750



     Capital Expenditures                $80                  $100



     Adjusted EBITDA(2)                 $250                  $270


      Distributable Cash Flow(2)         $185                  $205


      Distribution Coverage(2)      
        1.2x               
     1.3x


      LP Distribution Growth Target                    15%

(*Excludes third-party volumes under high-pressure short-haul agreements.)

The Partnership expects EBITDA to grow approximately 15% in 2021, compared to the midpoint of 2020 guidance((2)). The Partnership expects capital expenditures to decline meaningfully in 2021, compared to 2020.

Quarterly Distribution
As previously announced, the Board of Directors of CNXM's general partner, CNX Midstream GP LLC, has declared a cash distribution of $0.4143 per unit with respect to the fourth quarter of 2019. The distribution will be made on February 13, 2020 to unitholders of record as of the close of business on February 5, 2020. Given the record date, for the quarter ended December 31, 2019, CNX will receive distributions on the new CNXM common units and not on the IDR's or 2.0% general partner interest. The distribution, which equates to an annual rate of $1.6572 per unit, represents an increase of 3.6% over the prior quarter, and an increase of 15% over the distribution paid with respect to the fourth quarter of 2018.

Capital Investment and Resources
For full year 2019, CNX Midstream's total capital investment net to the Partnership was $316 million, which includes investment in expansion projects of $295 million and maintenance capital of $21 million.

As of December 31, 2019, CNX Midstream had outstanding borrowings of $312 million under its $600 million revolving credit facility.

Fourth Quarter and Full Year 2019 Financial and Operational Results Conference Call
A conference call and webcast, during which management will discuss fourth quarter and full year 2019 financial and operational results and guidance for 2020, is scheduled for January 30, 2020 at 11:00 a.m. Eastern Time. Prepared remarks by members of management will be followed by a question and answer period. Interested parties may listen via webcast at www.cnxmidstream.com. Participants who would like to ask questions may join the conference by phone at 888-349-0097 (international 412-902-0126) five to ten minutes prior to the scheduled start time (reference the CNX Midstream call). An on-demand replay of the webcast will be also be available at www.cnxmidstream.com shortly after the conclusion of the conference call. A telephonic replay will be available through February 13, 2020 by dialing 877-344-7529 (international: 412-317-0088) and using the conference playback number 10137952.

_______________



     
     (1) Unless otherwise indicated, the
              reporting measures included in
              this news release reflect the
              unallocated total activity of the
              three development companies that
              have or had been jointly owned, as
              applicable, by the Partnership and
              CNX Gathering LLC ("CNX
              Gathering") since completion of
              the Partnership's initial public
              offering ("IPO") in September
              2014. In connection with the
              previously announced transaction
              with HG Energy in May 2018, the
              Partnership distributed its 5%
              interest in the Growth System to
              CNX Gathering and has no remaining
              interests in the Growth Systems.
              The Partnership's current
              financial interests in the
              development companies are: 100% in
              the Anchor Systems and 5% in the
              Additional Systems. Because the
              Partnership owns a controlling
              interest in each of these two
              development companies, it fully
              consolidates their financial
              results. CNX Gathering, which is
              wholly owned by CNX Resources
              Corporation, owns a 95%
              noncontrolling interest in the
              Additional Systems of the
              Partnership.





     
     (2) EBITDA, Adjusted EBITDA,
              distributable cash flow (DCF), and
              cash distribution coverage are not
              measures or ratios that are
              recognized under accounting
              principles generally accepted in
              the U.S. ("GAAP").  Definitions
              and reconciliations of these non-
              GAAP measures to GAAP reporting
              measures appear in the financial
              tables which follow.





     
     (3) Free cash flow (FCF) calculated as
              Adjusted EBITDA of $260 million
              less interest expense of $40
              million less capital expenditures
              of $90 million.

* * * * *

CNX Midstream is a growth-oriented master limited partnership that owns, operates, develops and acquires gathering and other midstream energy assets to service natural gas production in the Appalachian Basin in Pennsylvania and West Virginia. Our assets include natural gas gathering pipelines and compression and dehydration facilities, as well as condensate gathering, collection, separation and stabilization facilities. More information is available at our website www.cnxmidstream.com.

* * * * *

This press release is intended to be a qualified notice to nominees as provided for under Treasury Regulation Section 1.1446-4(b). Brokers and nominees should treat one hundred percent (100.0%) of CNX Midstream's distributions to non-U.S. investors as being attributed to income that is effectively connected with a United States trade or business. Accordingly, CNX Midstream's distributions to non-U.S. investors are subject to federal income tax withholding at the highest applicable effective tax rate. Nominees, and not CNX Midstream, are treated as withholding agents responsible for withholding on the distributions received by them on behalf of foreign investors.

* * * * *

This press release contains forward-looking statements within the meaning of the federal securities laws. Statements that are predictive in nature, that depend upon or refer to future events or conditions or that include the words "will," "believe," "expect," "anticipate," "intend," "estimate" and other expressions that are predictions of or indicate future events and trends and that do not relate to historical matters identify forward-looking statements. You should not place undue reliance on forward-looking statements. Forward-looking statements include, among others, statements regarding the payment of our quarterly distribution for the quarter ended December 31, 2019 and our anticipated 2020 financial performance. Forward-looking statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict, and there can be no assurance that actual outcomes and results will not differ materially from those expected by our management. You should not place undue reliance on forward-looking statements. Although forward-looking statements reflect our good faith beliefs at the time they are made, they involve known and unknown risks, uncertainties and other factors. While our management considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks, contingencies and uncertainties, most of which are difficult to predict and many of which are beyond our control. These risks, contingencies and uncertainties relate to, among other matters, the following: if either or both of our two largest customers, who account for substantially all of our revenue, change their business strategies, or take actions that otherwise significantly reduce the volumes of natural gas and condensate transported through our gathering systems, our revenue would decline and we could be materially and adversely affected; under our gathering agreements, our customers may transfer their leasehold, working and mineral fee interests in their dedicated acreage; we may not generate sufficient distributable cash flow to make the payment of the minimum quarterly distribution to our unitholders; because of the natural decline in production from existing wells, our success, in part, depends on our ability to maintain or increase natural gas and condensate throughput volumes on our midstream systems, which depends on the level of development and completion activity on acreage dedicated to us; many of our gathering agreements do not include minimum volume commitments; certain of our dedicated acreage is either not held by production by our customers or has not yet been earned by them; the highly competitive nature of our industry may adversely impact our ability to attract dedications of third-party volumes, which could limit our ability to grow and continue our dependence on our existing customers; increased competition from other companies that provide midstream services could have a negative impact on the demand for our services, which could adversely affect our financial results; we may not be able to make attractive offers to CNX Resources Corporation ("CNX") on our ROFO acreage; our only assets are controlling ownership interests in our operating subsidiaries, so our cash flow will depend entirely on the performance of our operating subsidiaries and their ability to distribute cash to us; some of our gathering agreements with our customers provide for the release of dedicated acreage or fee credits in certain situations; we are responsible for any mine subsidence costs in the future; our midstream systems are exclusively located in the Appalachian Basin, making us vulnerable to risks associated with operating in a single geographic area; we may be unable to grow by acquiring the noncontrolling interests in, or assets of, our operating subsidiaries owned by CNX Gathering or CNX, which could limit our ability to increase our distributable cash flow; we may be unable to acquire additional properties from third parties in the future and any acquired properties may not provide the anticipated benefits; if third-party pipelines, whether upstream or downstream, or other midstream facilities interconnected to our gathering systems become partially or fully unavailable, our operating margin, cash flow and ability to make cash distributions to our unitholders could be adversely affected; to maintain and grow our business, we will be required to make substantial capital expenditures; if we are unable to obtain needed capital or financing on satisfactory terms, our ability to make cash distributions may be diminished or our financial leverage could increase; the amount of cash we have available for distribution to our unitholders depends primarily on our cash flow and not solely on our profitability, which may prevent us from making distributions, even during periods in which we record net income; our construction of new gathering, compression, dehydration, treating or other midstream assets may not result in revenue increases and may be subject to regulatory, environmental, political, legal and economic risks, which could adversely affect our cash flows, results of operations and financial condition and, as a result, our ability to distribute cash to our unitholders; the provisions and restrictions in our revolving credit facility and other debt agreements, and the risks associated therewith, could adversely affect our business, financial condition, results of operations and ability to make quarterly cash distributions to our unitholders; environmental regulations can increase costs and introduce uncertainty that could adversely impact our or our customers' operations; existing and future governmental laws, regulations and other legal requirements and judicial decisions that govern our business may increase our costs of doing business and may restrict our operations; we may incur significant costs and liabilities as a result of pipeline operations and related increases in the regulation of gas gathering pipelines; climate change laws and regulations restricting emissions of greenhouse gases at the federal or state level could result in increased operating costs and reduced demand for the natural gas that we gather, while potential physical effects of climate change could disrupt our production and cause us to incur significant costs in preparing for or responding to those effects; our business involves many hazards and operational risks, some of which may not be fully covered by insurance, and the occurrence of a significant accident or other event that is not fully insured could curtail our operations and have a material adverse effect on our ability to distribute cash and, accordingly, the market price for our common units; cyber-incidents could have a material adverse effect on our business, financial condition or results of operations; we may not own in fee the land on which our pipelines and facilities are located, which could result in disruptions to our operations; a shortage of equipment and skilled labor in the Appalachian Basin could reduce equipment availability and labor productivity and increase labor and equipment costs, which could have a material adverse effect on our business and results of operations; we do not have any officers or employees and rely on officers of our general partner and employees of CNX; our success depends on key members of our general partner's senior management team and our ability to attract and retain experienced technical and other professional personnel; increases in interest rates could adversely impact our business, common unit price, our ability to issue equity or incur debt for acquisitions, capital expenditures or other purposes and our ability to make cash distributions at our intended levels; terrorist activities could materially and adversely affect our business and results of operations; negative public perception regarding our industry could have an adverse effect on our operations; our general partner and its affiliates, including CNX, have conflicts of interest with us and limited fiduciary duties to us and our unitholders, and they may favor their own interests to our detriment and that of our unitholders; we have no control over the business decisions and operations of CNX, and CNX is under no obligation to adopt a business strategy that favors us; our general partner's discretion in establishing cash reserves may reduce the amount of cash we have available to distribute to unitholders; affiliates of our general partner, including CNX and CNX Gathering, may compete with us, and neither our general partner nor its affiliates have any obligation to present business opportunities to us except with respect to rights of first offer contained in our omnibus agreement; our tax treatment depends on our status as a partnership for federal income tax purposes; as a result of investing in our common units, you may become subject to state and local taxes and return filing requirements in jurisdictions where we operate or own or acquire properties.

Although forward-looking statements reflect our good faith beliefs at the time they are made, they involve known and unknown risks, uncertainties and other factors. For more information concerning factors that could cause actual results to differ materially from those conveyed in the forward-looking statements, including, among others, that our business plans may change as circumstances warrant, please refer to the "Risk Factors" and "Forward-Looking Statements" sections of our Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, changed circumstances or otherwise, unless required by law.


                                                                                                                          
             
              CNX MIDSTREAM PARTNERS LP


                                                                                                                        
         
              CONSOLIDATED STATEMENTS OF OPERATIONS


                                                                                                                     
          
             (Dollars in thousands, except per unit data)


                                                                                                                                
            
                (Unaudited)




                                                                                                                                                 Three Months Ended                                 Twelve Months Ended
                                                                                                                                       December 31,                                      December 31,


                                                                                                                                 2019                            2018              2019                             2018

                                                                                                                                                                                                                  ---


     
                Revenue



     Gathering revenue - related party                                                                                               $
              63,048                                $
              50,720               $
        231,482  $
        167,048



     Gathering revenue - third party                                                                                          18,453                                      20,097                                74,315          89,620



     
                Total Revenue                                                                                               81,501                                      70,817                               305,797         256,668





     
                Expenses



     Operating expense - related party                                                                                         4,776                                       5,169                                22,943          19,814



     Operating expense - third party                                                                                           6,190                                       6,599                                23,964          27,343



     General and administrative expense - related party                                                                        4,361                                       3,575                                15,928          13,867



     General and administrative expense - third party                                                                          1,633                                       1,956                                 5,769           8,595



     Loss on asset sales and abandonments                                                                                          -                                                                           7,229           2,501



     Depreciation expense                                                                                                      6,677                                       5,334                                24,371          21,939



     Interest expense                                                                                                          7,668                                       6,751                                30,293          23,614




     
                Total Expense                                                                                               31,305                                      29,384                               130,497         117,673




     
                Net Income                                                                                                  50,196                                      41,433                               175,300         138,995



     Less: Net income (loss) attributable to noncontrolling interest                                                           1,700                                     (1,118)                                  989           4,953



                   Net Income Attributable to General and Limited Partner Ownership Interest in CNX Midstream Partners LP             $
              48,496                                $
              42,551               $
        174,311  $
        134,042






     
                Calculation of Limited Partner Interest in Net Income:



     Net Income Attributable to General and Limited Partner Ownership Interest in CNX Midstream Partners LP                          $
              48,496                                $
              42,551               $
        174,311  $
        134,042



     Less: General partner interest in net income, including incentive distribution rights(1)                                      -                                      4,635                                18,707          13,387




     Limited partner interest in net income                                                                                          $
              48,496                                $
              37,916               $
        155,604  $
        120,655






     
                Earnings per limited partner unit:



     Basic                                                                                                                             $
              0.76                                  $
              0.60                  $
        2.44     $
        1.90



     Diluted                                                                                                                           $
              0.76                                  $
              0.59                  $
        2.44     $
        1.89





     
                Weighted average number of limited partner units outstanding (in thousands):



     Basic                                                                                                                    63,737                                      63,640                                63,726          63,635



     Diluted                                                                                                                  63,796                                      63,732                                63,769          63,694



     
     (1) For the purposes of calculating
              net income attributable to the
              General Partner in the
              Consolidated Statements of
              Operations, the financial impact
              of IDRs was recognized in
              respect of the quarter for which
              the distributions were declared.


                                                                                                          
      
                CNX MIDSTREAM PARTNERS LP


                                                                                                         
      
                CONSOLIDATED BALANCE SHEETS


                                                                                                       
      
        (Dollars in thousands, except number of units)




                                                                                                                                                              (Unaudited)


                                                                                                                                                              December 31,                    December 31,
                                                                                                                                                                      2019                             2018

                                                                                                                                                                                                       ---


              
                ASSETS



              Current Assets:



              Cash                                                                                                                                                              $
            31                         $
       3,966



              Receivables - related party                                                                                                                          21,076                                   17,073



              Receivables - third party                                                                                                                             7,935                                    7,028



              Other current assets                                                                                                                                  1,976                                    2,383




              
                Total Current Assets                                                                                                                    31,018                                   30,450



              Property and Equipment:



              Property and equipment                                                                                                                            1,302,566                                  974,394



              Less - accumulated depreciation                                                                                                                     106,975                                   82,619



              
                Property and Equipment - Net                                                                                                         1,195,591                                  891,775



              Other Assets:



              Operating lease right-of-use assets                                                                                                                   4,731



              Other assets                                                                                                                                          3,262                                    3,203



              
                Total Other Assets                                                                                                                       7,993                                    3,203





              
                TOTAL ASSETS                                                                                                                                   $
           1,234,602                       $
       925,428






              
                LIABILITIES AND PARTNERS' CAPITAL



              Current Liabilities:



              Trade accounts payable                                                                                                                                         $
           15,683                         $
       9,401



              Accrued interest payable                                                                                                                              7,973                                    7,761



              Accrued liabilities                                                                                                                                  43,634                                   26,757



              Due to related party                                                                                                                                  4,787                                    4,980



              
                Total Current Liabilities                                                                                                               72,077                                   48,899



              Other Liabilities:



              Revolving credit facility                                                                                                                           311,750                                   84,000



              Long-term debt                                                                                                                                      394,162                                  393,215




              
                Total Other Liabilities                                                                                                                705,912                                  477,215





              
                Total Liabilities                                                                                                                      777,989                                  526,114





              
                Partners' Capital and Noncontrolling Interest:



              Limited partner units (63,736,622 units issued and outstanding at December 31, 2019 and                                                             380,473                                  320,543
    63,639,676 units issued and outstanding at December 31, 2018)



              General partner interest                                                                                                                              7,280                                   10,900




              Partners' capital attributable to CNX Midstream Partners LP                                                                                         387,753                                  331,443



              Noncontrolling interest                                                                                                                              68,860                                   67,871




              
                Total Partners' Capital and Noncontrolling Interest                                                                                    456,613                                  399,314




              
                TOTAL LIABILITIES AND PARTNERS' CAPITAL                                                                                                        $
           1,234,602                       $
       925,428


                                                                                                       
              
                CNX MIDSTREAM PARTNERS LP


                                                                                                     
          
                CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                                                                         
              
                (Dollars in thousands)


                                                                                                              
              
                (Unaudited)




                                                                                                                                Three Months Ended                                Twelve Months Ended
                                                                                                                      December 31,                                     December 31,


                                                                                                              2019                              2018             2019                             2018

                                                                                                                                                                                                ---


     
                Cash Flows from Operating Activities:



     Net Income                                                                                                     $
              50,196                               $
              41,433               $
            175,300  $
       138,995



     Adjustments to reconcile net income to net cash provided by operating activities:



     Depreciation expense and amortization of debt issuance costs                                           7,149                                         5,811                               26,256              23,540



     Unit-based compensation                                                                                  399                                           636                                1,880               2,411



     Loss on asset sales and abandonments                                                                       -                                                                            7,229               2,501



     Other                                                                                                      -                                                                               49                 388



     Changes in assets and liabilities:



     Due to/from affiliate                                                                                (2,252)                                      (1,704)                             (3,874)            (1,580)



     Receivables - third party                                                                            (1,861)                                          157                                (907)              1,223



     Other current and non-current assets                                                                   1,231                                           471                              (4,070)                475



     Accounts payable and other accrued liabilities                                                      (13,480)                                        2,104                               15,199              12,162




     
                Net Cash Provided by Operating Activities                                                41,382                                        48,908                              217,062             180,115






     
                Cash Flows from Investing Activities:



     Capital expenditures                                                                                (76,459)                                     (59,503)                           (327,615)           (145,331)



     Proceeds from sale of assets                                                                               -                                                                                               6,462




     
                Net Cash Used in Investing Activities                                                  (76,459)                                     (59,503)                           (327,615)           (138,869)






     
                Cash Flows from Financing Activities:



     Contributions from (distributions to) general partner and noncontrolling interest holders, net             -                                                                               31             (3,505)



     Quarterly distributions to unitholders                                                              (32,371)                                     (25,679)                           (119,216)            (94,044)



     Net payments on unsecured $250.0 million credit facility                                                   -                                                                                           (149,500)



     Net borrowings on secured $600.0 million credit facility                                              65,750                                        40,000                              227,750              84,000



     Proceeds from issuance of long-term debt, net of discount                                                  -                                                                                             394,000



     Debt issuance costs                                                                                        -                                        (710)                             (1,251)            (6,077)



     Vested units withheld for unitholder taxes                                                               (6)                                                                            (696)              (348)



     Acquisition of Shirley-Penns System                                                                        -                                                                                           (265,000)




     
                Net Cash Provided by (Used in) Financing Activities                                      33,373                                        13,611                              106,618            (40,474)






     
                Net (Decrease) Increase in Cash                                                         (1,704)                                        3,016                              (3,935)                772



     
                Cash at Beginning of Period                                                               1,735                                           950                                3,966               3,194




     
                Cash at End of Period                                                                                 $
              31                                $
              3,966                  $
              31    $
       3,966

CNX MIDSTREAM PARTNERS LP
RECONCILIATION OF NET INCOME TO EBITDA AND DISTRIBUTABLE CASH FLOW
(Dollars in thousands)
(Unaudited)

Definition of Non-GAAP Financial Measures

EBITDA and Adjusted EBITDA

We define EBITDA as net income (loss) before net interest expense, depreciation and amortization, and Adjusted EBITDA as EBITDA adjusted for gains or losses on asset sales and abandonments and other non-cash items which should not be included in the calculation of distributable cash flow. EBITDA and Adjusted EBITDA are used as supplemental financial measures by management and by external users of our financial statements, such as investors, industry analysts, lenders and ratings agencies, to assess:

    --  our operating performance as compared to those of other companies in the
        midstream energy industry, without regard to financing methods,
        historical cost basis or capital structure;
    --  the ability of our assets to generate sufficient cash flow to make
        distributions to our partners;
    --  our ability to incur and service debt and fund capital expenditures; and
    --  the viability of acquisitions and other capital expenditure projects and
        the returns on investment of various investment opportunities.

We believe that the presentation of EBITDA and Adjusted EBITDA provides information that is useful to investors in assessing our financial condition and results of operations. The GAAP measures most directly comparable to EBITDA and Adjusted EBITDA are net income and net cash provided by operating activities. EBITDA and Adjusted EBITDA should not be considered an alternative to net income, net cash provided by operating activities or any other measure of financial performance or liquidity presented in accordance with GAAP. EBITDA and Adjusted EBITDA exclude some, but not all, items that affect net income or net cash, and these measures may vary from those of other companies. As a result, EBITDA and Adjusted EBITDA as presented herein may not be comparable to similarly titled measures of other companies.

Distributable Cash Flow

We define distributable cash flow as Adjusted EBITDA less net income attributable to noncontrolling interest, cash interest expense and maintenance capital expenditures, each net to the Partnership. Distributable cash flow does not reflect changes in working capital balances.

Distributable cash flow is used as a supplemental financial measure by management and by external users of our financial statements, such as investors, industry analysts, lenders and ratings agencies, to assess:

    --  the ability of our assets to generate cash sufficient to support our
        indebtedness and make future cash distributions to our unitholders; and
    --  the attractiveness of capital projects and acquisitions and the overall
        rates of return on alternative investment opportunities.

We believe that the presentation of distributable cash flow in this release provides information useful to investors in assessing our financial condition and results of operations. The GAAP measures most directly comparable to distributable cash flow are net income and net cash provided by operating activities. Distributable cash flow should not be considered an alternative to net income, net cash provided by operating activities or any other measure of financial performance or liquidity presented in accordance with GAAP. Distributable cash flow excludes some, but not all, items that affect net income or net cash, and these measures may vary from those of other companies. As a result, our distributable cash flow may not be comparable to similarly titled measures that other companies may use.

Distribution Coverage Ratio

We define distributable coverage ratio as distributable cash flow divided by cash distributions declared or paid.


                                                                                                                                 
              
                CNX MIDSTREAM PARTNERS LP


                                                                                 
              
                RECONCILIATION OF NET INCOME AND NET CASH PROVIDED BY OPERATING ACTIVITIES TO ADJUSTED EBITDA AND DISTRIBUTABLE CASH FLOW


                                                                                                                                   
              
                (Dollars in thousands)


                                                                                                                                        
              
                (Unaudited)





     The following table presents a reconciliation of the non-GAAP measures Adjusted EBITDA and distributable cash flow with the most directly comparable GAAP financial measures of net income and net cash provided by operating activities.




                                                                                                                                                              Three Months Ended                                          Twelve Months Ended
                                                                                                                                                    December 31,                                               December 31,


                                                                                                                                            2019                              2018                      2019                              2018

                                                                                                                                                                                                                                        ---


     
                Net Income                                                                                                                      $
              50,196                                         $
              41,433                $
       175,300  $
     138,995



     Depreciation expense                                                                                                                 6,677                                         5,334                                         24,371          21,939



     Interest expense                                                                                                                     7,668                                         6,751                                         30,293          23,614




     
                EBITDA                                                                                                                 64,541                                        53,518                                        229,964         184,548



     Non-cash unit-based compensation expense                                                                                               399                                           636                                          1,880           2,411



     Loss on asset sales and abandonments                                                                                                     -                                                                                      7,229           2,501



     
                Adjusted EBITDA                                                                                                        64,940                                        54,154                                        239,073         189,460



     Less:



     Net income (loss) attributable to noncontrolling interest                                                                            1,700                                       (1,118)                                           989           4,953



     Depreciation expense attributable to noncontrolling interest                                                                           399                                           393                                          1,580           3,128



     Other expenses attributable to noncontrolling interest                                                                               1,136                                         1,389                                          4,506           4,329



     Loss on asset sales attributable to noncontrolling interest                                                                              -                                                                                                     2,375



                   Adjusted EBITDA Attributable to General and Limited Partner Ownership Interest in CNX Midstream Partners LP                     $
              61,705                                         $
              53,490                $
       231,998  $
     174,675




     Less: cash interest expense, net to the Partnership                                                                                  7,812                                         6,040                                         29,226          19,221



     Less: maintenance capital expenditures, net to the Partnership                                                                       5,494                                         4,735                                         20,885          16,892




     
                Distributable Cash Flow                                                                                                         $
              48,399                                         $
              42,715                $
       181,887  $
     138,562






     
                Net Cash Provided by Operating Activities                                                                                       $
              41,382                                         $
              48,908                $
       217,062  $
     180,115



     Interest expense                                                                                                                     7,668                                         6,751                                         30,293          23,614



     Loss on asset sales and abandonments                                                                                                     -                                                                                      7,229           2,501



     Other, including changes in working capital                                                                                         15,890                                       (1,505)                                      (15,511)       (16,770)




     
                Adjusted EBITDA                                                                                                        64,940                                        54,154                                        239,073         189,460



     Less:



     Net income (loss) attributable to noncontrolling interest                                                                            1,700                                       (1,118)                                           989           4,953



     Depreciation expense attributable to noncontrolling interest                                                                           399                                           393                                          1,580           3,128



     Other expenses attributable to noncontrolling interest                                                                               1,136                                         1,389                                          4,506           4,329



     Loss on asset sales attributable to noncontrolling interest                                                                              -                                                                                                     2,375



                   Adjusted EBITDA Attributable to General and Limited Partner Ownership Interest in CNX Midstream Partners LP                     $
              61,705                                         $
              53,490                $
       231,998  $
     174,675




     Less: cash interest expense, net to the Partnership                                                                                  7,812                                         6,040                                         29,226          19,221



     Less: maintenance capital expenditures, net to the Partnership                                                                       5,494                                         4,735                                         20,885          16,892




     
                Distributable Cash Flow                                                                                                         $
              48,399                                         $
              42,715                $
       181,887  $
     138,562



     The following table presents a reconciliation of the non-GAAP measures Adjusted EBITDA and distributable cash flow by quarter and for the most recently completed twelve month period with the most directly comparable GAAP financial measures, which are net income and net cash provided by operating activities.





     
                (Unaudited)                                                                                                                            Q1 2019                                                Q2 2019                                       Q3 2019                                                Q4 2019                       Twelve
                                                                                                                                                                                                                                                                                                                                       Months
                                                                                                                                                                                                                                                                                                                                        Ended
                                                                                                                                                                                                                                                                                                                                  December 31, 2019

                                                                                                                                                                                                                                                                                                                                                       ---


     
                Net Income                                                                                                                                       $
              34,976                                                                                    $
              46,463                                                               $
       43,665                $
     50,196 $
     175,300



     Depreciation expense                                                                                                                                  5,650                                                               5,860                                                                                     6,184                                   6,677        24,371



     Interest expense                                                                                                                                      7,339                                                               7,685                                                                                     7,601                                   7,668        30,293




     
                EBITDA                                                                                                                                  47,965                                                              60,008                                                                                    57,450                                  64,541       229,964



     Non-cash unit-based compensation expense                                                                                                                612                                                                 541                                                                                       328                                     399         1,880



     Loss on asset sales and abandonments                                                                                                                  7,229                                                                                                                                                                                                            7,229



     
                Adjusted EBITDA                                                                                                                         55,806                                                              60,549                                                                                    57,778                                  64,940       239,073



     Less:



     Net (loss) income attributable to noncontrolling interest                                                                                             (131)                                                              (282)                                                                                    (298)                                  1,700           989



     Depreciation expense attributable to noncontrolling interest                                                                                            394                                                                 395                                                                                       392                                     399         1,580



     Other expenses attributable to noncontrolling interest                                                                                                1,120                                                               1,098                                                                                     1,152                                   1,136         4,506


                   Adjusted EBITDA Attributable to General and Limited Partner Ownership Interest in CNX Midstream Partners LP                                      $
              54,423                                                                                    $
              59,338                                                               $
       56,532                $
     61,705 $
     231,998




     Less: cash interest expense, net to the Partnership                                                                                                   6,604                                                               7,282                                                                                     7,528                                   7,812        29,226



     Less: maintenance capital expenditures, net to the Partnership                                                                                        4,835                                                               5,168                                                                                     5,388                                   5,494        20,885




     
                Distributable Cash Flow                                                                                                                          $
              42,984                                                                                    $
              46,888                                                               $
       43,616                $
     48,399 $
     181,887






     
                Net Cash Provided by Operating Activities                                                                                                        $
              49,913                                                                                    $
              74,753                                                               $
       51,014                $
     41,382 $
     217,062



     Interest expense                                                                                                                                      7,339                                                               7,685                                                                                     7,601                                   7,668        30,293



     Loss on asset sales and abandonments                                                                                                                  7,229                                                                                                                                                                                                            7,229



     Other, including changes in working capital                                                                                                         (8,675)                                                           (21,889)                                                                                    (837)                                 15,890      (15,511)




     
                Adjusted EBITDA                                                                                                                         55,806                                                              60,549                                                                                    57,778                                  64,940       239,073



     Less:



     Net (loss) income attributable to noncontrolling interest                                                                                             (131)                                                              (282)                                                                                    (298)                                  1,700           989



     Depreciation expense attributable to noncontrolling interest                                                                                            394                                                                 395                                                                                       392                                     399         1,580



     Other expenses attributable to noncontrolling interest                                                                                                1,120                                                               1,098                                                                                     1,152                                   1,136         4,506



                   Adjusted EBITDA Attributable to General and Limited Partner Ownership Interest in CNX Midstream Partners LP                                      $
              54,423                                                                                    $
              59,338                                                               $
       56,532                $
     61,705 $
     231,998




     Less: cash interest expense, net to the Partnership                                                                                                   6,604                                                               7,282                                                                                     7,528                                   7,812        29,226



     Less: maintenance capital expenditures, net to the Partnership                                                                                        4,835                                                               5,168                                                                                     5,388                                   5,494        20,885



     
                Distributable Cash Flow                                                                                                                          $
              42,984                                                                                    $
              46,888                                                               $
       43,616                $
     48,399 $
     181,887




     Distributions Declared                                                                                                                                        $
              28,940                                                                                    $
              30,637                                                               $
       32,371                $
     37,197 $
     129,145




     
                Distribution Coverage Ratio - Declared                                                                                                    1.49               x                                                1.53               x                                                                      1.35 x                                  1.30 x        1.41     x





     
                Distributable Cash Flow                                                                                                                          $
              42,984                                                                                    $
              46,888                                                               $
       43,616                $
     48,399 $
     181,887




     Distributions Paid                                                                                                                                            $
              27,268                                                                                    $
              28,940                                                               $
       30,637                $
     32,371 $
     119,216




     
                Distribution Coverage Ratio - Paid                                                                                                        1.58               x                                                1.62               x                                                                      1.42 x                                  1.50 x        1.53     x


      The following table presents a reconciliation of the non-GAAP measures of the Partnership's
       projected adjusted EBITDA and projected distributable cash flow with the most directly
       comparable GAAP financial measure, which is projected net income. The following projections
       represent the approximate midpoint of the announced full year 2020 expected guidance ranges of
       adjusted EBITDA ($250-$270 million) and full year distributable cash flow ($185-$205 million)
       attributable to the Partnership. CNX Midstream's financial guidance is based on numerous
       assumptions about future events and conditions and, therefore, could vary materially from
       actual results. These estimates are meant to provide guidance only and are subject to revision
       for acquisitions or operating environment changes.




                   (unaudited) (in millions)         2020                          2021
                                                Guidance                      Guidance

                                                                                   ---

                   Net Income                               $
              194                                   $
     235


      Depreciation expense                             29                                             31


      Interest expense                                 43                                             39



                   EBITDA                             266                                            305


      Non-cash unit-based
       compensation expense                             3                                              3


                   Adjusted EBITDA                    269                                            308



     Less:


      Net income attributable
       to noncontrolling
       interest                                         7                                              6


      Depreciation and other
       expenses attributable to
       noncontrolling interest                          2                                              2


                   Adjusted EBITDA
                    Attributable to General
                    and Limited Partner
                    Ownership Interest in
                    CNX Midstream Partners
                    LP                                      $
              260                                   $
     300



      Less: cash interest
       expense, net to the
       Partnership                                     40                                            n/a


      Less: maintenance capital
       expenditures, net to the
       Partnership                                     25                                            n/a


                   Distributable Cash Flow                  $
              195                               n/a

                                                                                                         ===



               The Partnership is unable to project
                net cash provided by operating
                activities or provide the related
                reconciliation of projected net
                cash provided by operating
                activities to projected
                distributable cash flow, the most
                comparable financial measure
                calculated in accordance with GAAP,
                because net cash provided by
                operating activities includes the
                impact of changes in operating
                assets and liabilities. Changes in
                operating assets and liabilities
                relate to the timing of the
                Partnership's cash receipts and
                disbursements that may not relate
                to the period in which the
                operating activities occurred, and
                the Partnership is unable to
                project these timing differences
                with any reasonable degree of
                accuracy.


                                                  
           
             Development Companies Jointly Owned by CNX Gathering LLC and CNX Midstream Partners LP


                                                    
             
             Operating Income Summary, Selected Operating Statistics and Capital Investment


                                                                            
              
                (Dollars in thousands)


                                                                                 
              
                (Unaudited)




                                                                          
              
                Year Ended December 31, 2019


                                                       Anchor                                              Additional                                      Total

                                                                                                                                                             ---

                   Income Summary



     Revenue                                                   $
           296,109                                                                                  $
         9,688         $
      305,797



     Expenses                                        121,850                                                              8,647                                               130,497


                   Net Income                                   $
           174,259                                                                                  $
         1,041         $
      175,300





                   Operating Statistics -Gathered
                    Volumes


      Dry gas (BBtu/d)                                    859                                                                 22                                                   881


      Wet gas (BBtu/d)                                    659                                                                 60                                                   719


      Other (BBtu/d)*                                     221                                                                                                                     221



                   Total Gathered
                    Volumes                             1,739                                                                 82                                                 1,821





                   Capital Investment


      Maintenance capital                                        $
           20,828                                                                                  $
         1,130          $
      21,958


      Expansion capital                               294,076                                                             11,581                                               305,657


                   Total Capital
                    Investment                                  $
           314,904                                                                                 $
         12,711         $
      327,615





                   Capital Investment Net to CNX
                    Midstream Partners LP


      Maintenance capital                                        $
           20,828                                                                                     $
         57          $
      20,885


      Expansion capital                               294,076                                                                579                                               294,655


                   Total Capital
                    Investment Net to
                    CNX Midstream
                    Partners LP                                 $
           314,904                                                                                    $
         636         $
      315,540



               *Includes condensate handling
                and third-party volumes we
                gather under high-pressure
                short-haul agreements.

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SOURCE CNX Midstream Partners LP