Document

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 13, 2020

NOBLE MIDSTREAM PARTNERS LP

(Exact name of Registrant as specified in its charter)




Delaware		001-37640	47-3011449
(State or other jurisdiction of incorporation or organization)		Commission File Number	(I.R.S. Employer Identification No.)

1001 Noble Energy Way			77070
Houston,	Texas		77070
(Address of principal executive offices)			(Zip Code)

Registrant’s telephone number, including area code:				(281)	872-3100
(Former name, former address and former fiscal year, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:



☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)



☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)



☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))



☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



Securities registered pursuant to section 12(b) of the Act:
Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Units, Representing Limited Partner Interests	NBLX	The Nasdaq Stock Market LLC
		(Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

☐

Item 7.01. Regulation FD Disclosure.

On March 13, 2020, Noble Midstream Partners LP (the “Partnership”) issued a press release announcing it has revised its 2020 organic capital budget to reflect updated producer forecasts. A copy of the press release announcing the Partnership’s updated organic capital budget is attached hereto as Exhibit 99.1.

The information included in this Current Report under Item 7.01, including Exhibit 99.1, is deemed to be “furnished” and shall not be “filed” for purposes of Section 18 of the Exchange Act.

Item 9.01. Financial Statements and Exhibits.


(d)	Exhibits.



	99.1	Press release dated March 13, 2020.
	104	Cover page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Partnership has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.




		NOBLE MIDSTREAM PARTNERS LP
		By: Noble Midstream GP, LLC, Its General Partner

Date:	March 13, 2020	By:	/s/ Thomas W. Christensen
			Thomas W. Christensen
			Chief Financial Officer



			Exhibit 99.1 NEWS RELEASE

March 13, 2020

Noble Midstream Partners Reduces Expected 2020 Capital by $75 Million

~35% reduction in 2020 organic capital on lower activity and sustainable capital efficiency gains

Houston, Texas - Noble Midstream Partners LP (NASDAQ: NBLX) (Noble Midstream or the Partnership) announced that the Partnership has reduced its 2020 organic capital guidance to a range of $120 to $150 million to reflect updated producer forecasts in the DJ and Delaware basins.

With increasing capital efficiency and a 2020 organic capital program focused mainly on well connections, Noble Midstream anticipates the additional capital savings will essentially offset the cash flow loss from reduced activity. Noble Midstream will continue to communicate with its customer base and is well positioned to further adjust its capital program. Noble Midstream will update detailed guidance for 2020 in association with its first quarter conference call.

“Following recent volatility and announced changes to customer activity plans, Noble Midstream has reduced its expected organic capital spend. We are also nearing full service on several pipeline investments, which are expected to contribute meaningfully to our 2020 EBITDA. Noble Midstream will prioritize free cash flow¹ and protect our balance sheet in the current market environment” stated Brent Smolik, Chief Executive Officer of the General Partner of Noble Midstream.

About Noble Midstream

Noble Midstream is a growth-oriented master limited partnership formed by Noble Energy to own, operate, develop and acquire domestic midstream infrastructure assets. Noble Midstream currently provides crude

¹ Free Cash Flow is defined as adjusted Net EBITDA less Maintenance, Growth Capital and Equity Investments

oil, natural gas, and water-related midstream services in the DJ Basin in Colorado and the Delaware Basin in Texas. For more information, please visit www.nblmidstream.com.

Cautionary Statements

This news release contains certain “forward-looking statements” within the meaning of federal securities law. Words such as “anticipates”, “believes”, “expects”, “intends”, “will”, “should”, “may”, “estimates”, and similar expressions may be used to identify forward-looking statements. Forward-looking statements are not statements of historical fact and reflect the Partnership’s current views about future events. No assurances can be given that the forward-looking statements contained in this news release will occur as projected and actual results may differ materially from those projected. Forward-looking statements are based on current expectations, estimates and assumptions that involve a number of risks and uncertainties that could cause actual results to differ materially from those projected. For further discussion of risks and uncertainties, you should refer to those described under “Risk Factors” and “Forward-Looking Statements” in the Partnership’s most recent Annual Report on Form 10-K and in other reports we file with the Securities and Exchange Commission. These reports are also available from the Partnership’s office or website, www.nblmidstream.com. Forward-looking statements are based on the estimates and opinions of management at the time the statements are made. Noble Midstream does not assume any obligation to update forward-looking statements should circumstances, management’s estimates, or opinions change.

Contacts

Park Carrere

Investor Relations

(281) 872-3208

park.carrere@nblmidstream.com

Cover Page	Mar. 13, 2020
Cover page.
Document Type	8-K
Document Period End Date	Mar. 13, 2020
Entity Registrant Name	NOBLE MIDSTREAM PARTNERS LP
Entity Incorporation, State or Country Code	DE
Entity File Number	001-37640
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
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Units, Representing Limited Partner Interests
Trading Symbol	NBLX
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0001647513