SemGroup Investor Presentation May 2019s21.q4cdn.com/271408906/files/doc_presentations/...3 Investor Presentation May 2019 Forward-Looking Information Certain matters contained in

InvestorPresentation May 2019

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Investor Presentation May 2019

Non-GAAP Financial MeasuresSemGroup’s non-GAAP measures, Adjusted EBITDA, Cash Available for Dividends (CAFD) and Total Segment Profit, are not GAAP measures and are not intended to be used inlieu of GAAP presentation of their most closely associated GAAP measures, net income (loss) for Adjusted EBITDA and CAFD and operating income for Total Segment Profit.

Adjusted EBITDA represents earnings before interest, taxes, depreciation and amortization, adjusted for selected items that SemGroup believes impact the comparability of financialresults between reporting periods. In addition to non-cash items, we have selected items for adjustment to EBITDA which management feels decrease the comparability of ourresults among periods. These items are identified as those which are generally outside of the results of day to day operations of the business. These items are not considered non-recurring, infrequent or unusual, but do erode comparability among periods in which they occur with periods in which they do not occur or occur to a greater or lesser degree.Historically, we have selected items such as gains on the sale of NGL Energy Partners LP common units, costs related to our predecessor’s bankruptcy, significant businessdevelopment related costs, significant legal settlements, severance and other similar costs. Management believes these types of items can make comparability of the results of dayto day operations among periods difficult and have chosen to remove these items from our Adjusted EBITDA. We expect to adjust for similar types of items in the future. Althoughwe present selected items that we consider in evaluating our performance, you should be aware that the items presented do not represent all items that affect comparabilitybetween the periods presented. Variations in our operating results are also caused by changes in volumes, prices, mechanical interruptions and numerous other factors. We do notadjust for these types of variances.

CAFD is based on Adjusted EBITDA, as defined above, and reduced for cash income taxes, cash interest expense, preferred stock cash dividends, maintenance capitalexpenditures and CAFD attributable to noncontrolling interests, as adjusted for selected items which management feels decrease the comparability of results among periods. CAFDis a performance measure utilized by management to analyze our performance after the payment of cash taxes, servicing debt obligations and making sustaining capitalexpenditures.

Total Segment Profit represents revenue, less cost of products sold (exclusive of depreciation and amortization) and operating expenses, plus equity earnings and is adjusted toremove unrealized gains and losses on commodity derivatives and to reflect equity earnings on an EBITDA basis. Reflecting equity earnings on an EBITDA basis is achieved byadjusting equity earnings to exclude our percentage of interest, taxes, depreciation and amortization from equity earnings for operated equity method investees. For our investmentin NGL Energy, we exclude equity earnings and include cash distributions received. Segment profit is the measure by which management assess the performance of our reportablesegments.

These measures may be used periodically by management when discussing our financial results with investors and analysts and are presented as management believes theyprovide additional information and metrics relative to the performance of our businesses. These non-GAAP financial measures have important limitations as analytical tools becausethey exclude some, but not all, items that affect the most directly comparable GAAP financial measures. You should not consider non-GAAP measures in isolation or as substitutesfor analysis of our results as reported under GAAP. Management compensates for the limitations of our non-GAAP measures as analytical tools by reviewing the comparable GAAPmeasures, understanding the differences between the non-GAAP measure and the most comparable GAAP measure and incorporating this knowledge into its decision-makingprocesses. We believe that investors benefit from having access to the same financial measures that our management uses in evaluating our operating results. Because allcompanies do not use identical calculations, our presentations of non-GAAP measures may be different from similarly titled measures of other companies, thereby diminishing theirutility.

SemGroup does not provide guidance for net income, the GAAP financial measure most directly comparable to the non-GAAP financial measure Adjusted EBITDA, because NetIncome includes items such as unrealized gains or losses on derivative activities or similar items which, because of their nature, cannot be accurately forecasted. We do not expectthat such amounts would be significant to Adjusted EBITDA as they are largely non-cash items.

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Forward-Looking InformationCertain matters contained in this Presentation include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of theSecurities Exchange Act of 1934, as amended. We make these forward-looking statements in reliance on the safe harbor protections provided under the Private Securities LitigationReform Act of 1995.

All statements, other than statements of historical fact, included in this presentation including the prospects of our industry, our anticipated financial performance, our anticipated annualdividend growth rate, management's plans and objectives for future operations, planned capital expenditures, business prospects, outcome of regulatory proceedings, market conditions,and other matters, may constitute forward-looking statements. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we cannot assureyou that these expectations will prove to be correct. These forward-looking statements are subject to certain known and unknown risks and uncertainties, as well as assumptions thatcould cause actual results to differ materially from those reflected in these forward-looking statements. Factors that might cause actual results to differ include, but are not limited to, ourability to generate sufficient cash flow from operations to enable us to pay our debt obligations and our current and expected dividends or to fund our other liquidity needs; any sustainedreduction in demand for, or supply of, the petroleum products we gather, transport, process, market and store; the effect of our debt level on our future financial and operating flexibility,including our ability to obtain additional capital on terms that are favorable to us; our ability to access the debt and equity markets, which will depend on general market conditions andthe credit ratings for our debt obligations and equity; the loss of, or a material nonpayment or nonperformance by, any of our key customers; the amount of cash distributions, capitalrequirements and performance of our investments and joint ventures; the consequences of any divestitures of non-strategic operating assets or divestitures of interests in some of ouroperating assets through partnerships and/or join ventures: the amount of collateral required to be posted from time to time in our commodity purchase, sale or derivative transactions;the impact of operational and developmental hazards and unforeseen interruptions; our ability to obtain new sources of supply of petroleum products; competition from other midstreamenergy companies; our ability to comply with the covenants contained in our credit agreements, continuing covenant agreement, and the indentures governing our notes, includingrequirements under our credit agreements and continuing covenant agreement to maintain certain financial ratios; our ability to renew or replace expiring storage, transportation andrelated contracts; the overall forward markets for crude oil, natural gas and natural gas liquids; the possibility that the construction or acquisition of new assets or other businesscombination activities may not result in the corresponding anticipated benefits; any future impairment of goodwill resulting from the loss of customers or business; changes in currencyexchange rates; weather and other natural phenomena, including climate conditions; a cyber attack involving our information systems and related infrastructure, or that of our businessassociates; the risks and uncertainties of doing business outside of the U.S., including political and economic instability and changes in local governmental laws, regulations andpolicies; costs of, or changes in, laws and regulations and our failure to comply with new or existing laws or regulations, particularly with regard to taxes, safety and protection of theenvironment; the possibility that our hedging activities may result in losses or may have a negative impact on our financial results; general economic, market and business conditions; aswell as other risk factors discussed from time to time in our each of our documents and reports filed with the SEC.

Readers are cautioned not to place undue reliance on any forward-looking statements contained in this press release, which reflect management’s opinions only as of the date hereof.Except as required by law, we undertake no obligation to revise or publicly release the results of any revision to any forward-looking statements.

We use our Investor Relations website and social media outlets as channels of distribution of material company information. Such information is routinely posted and accessible on ourInvestor Relations website at ir.semgroupcorp.com. We are present on Twitter and LinkedIn.

http://ir.semgroupcorp.com

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• 330 acres on Houston Ship Channel• 18.2 million barrels of storage• Connectivity to Gulf Coast refining complex• Pipeline connectivity to all major basins• Deepwater marine access• Rail and truck loading and unloading• Maurepas Pipeline serving refineries

• 6 natural gas processing plants• ~700 miles natural gas gathering pipelines• ~60 miles of liquids pipelines• 60 mmcf/d Smoke Lake plant under construction• 200 mmcf/d Patterson Creek plant phase III under construction• 1.3 bcf/d total operating capacity(1) with significant sulphur recovery

• 1,100 miles gas gathering pipelines• 4 gas processing plants (600 mmcf/d total)• 680,000 dedicated gas gathering acres from key

producers

• 1,700 miles crude pipelines• 8.8 million barrels crude oil storage capacity• 245 crude oil trucks/trailers

Unique platform in liquids-rich Montney and DuvernayCANADA: SemCAMS Midstream

U.S. Liquids: Rockies/MidCon

Strategic position in North America’s largest energy complexU.S. Liquids: Gulf Coast

DJ Basin and Cushing

Diversified Operations in Strong Markets

(1) Includes growth projects under construction

U.S. GAS: MidConSTACK, Mississippi Lime and Sherman, TX

5


Transformed Portfolio Provides Strategic Platform

2016 - 2018

Simplify | Transform

2019 & Beyond

Execute | Strengthen | Deliver

• Rolled up Rose Rock Midstream MLP

• Sold non-core assets

• Acquired Gulf Coast platform

• Announced Canadian growth projects

• Deployed strategies to optimize existing assets

• Improved quality of cash flows

• Focused efforts to strengthen balance sheet

• Complete key projects

• Successfully renew contracts

• Focus on cost savings

• Continue deleveraging efforts

• Capital efficient growth around existing platforms

• Focus on project returns

• Unlock synergies in Canada and connect MidCon toGulf Coast

Completed In Focus

6


97%

Why Invest in SemGroup?

StableBusiness

Reliable Business Model Provides Highly Predictable Cash Flows

Fee Based

60%

Secure CashFlows

Take-or-Pay

70%

Investment GradeCustomers

of revenue

Note: Approximated percentages, non-GAAP financial data reconciliations are included in the appendix to this presentation

Dividend Coverage

1.3xAdjusted EBITDA CAGR

2017 - 2019e

16%

˜


U.S. Liquids Segment

8


• Stable earnings underpinned by take-or-pay feebased revenues

• Continued strong volumes on White Cliffs Pipeline• White Cliffs crude recontracting underway• Commercial efforts to renew storage contracts

continue to progress ahead of expirations

Project & Segment Growth Catalyst

• Moore Road Pipeline enhancing Houston terminalconnectivity

◦ construction in progress - expected online 4Q19• White Cliffs NGL Pipeline conversion

◦ One 12" crude line out of service May '19◦ NGL line completion expected late 4Q19◦ 50k bpd contracted to DCP with 80% MVC

• Houston Terminal increased demand for waterfrontaccess and heated products storage

U.S. Liquids Segment Update1Q 2019 Key Highlights

Operational Statistics

Segment Profit

$US

Din

mill

ions

1Q18 2Q18 3Q18 4Q18 1Q19

$68.1 $80.4 $75.5 $85.5 $89.5

1Q18 2Q18 3Q18 4Q18 1Q19

97% 97% 96% 96% 98%

(mbp

/d)

1Q18 2Q18 3Q18 4Q18 1Q19

107135 112

144 147

1Q18 2Q18 3Q18 4Q18 1Q19

98% 97% 94%98% 100%

Houston Terminal Storage Utilization

Cushing Terminal Storage Utilization

White Cliffs Pipeline Volumes

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Rockies/DJ BasinÑ White Cliffs Pipeline - 51% ownership

• DJ Basin to Cushing, OK• Two 527-mile, 12-inch pipelines

◦ Crude line capacity 90+ bpd◦ NGL line capacity 90+ bpd (conversion underway)

▪ Completion ~4Q 2019 (1)

Ñ Wattenberg Oil Trunkline• 75-mile, 12-inch pipeline and storage in DJ Basin• Transports Noble Energy production to White Cliffs• 360,000 barrels of storage capacity• 4-bay truck unloading facility at Briggsdale, CO

Ñ Platteville Truck Unloading Facility• 30-lane truck unloading facility• Origin of White Cliffs Pipeline• 350,000 barrels of storage capacity

U.S. Liquids: Business Overview

(1) See slide 15 for additional project detail

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Ñ Cushing Terminal• 7.6 million barrels of storage • Connectivity to all major inbound/outbound pipelines

Ñ Kansas / Oklahoma System• 460-mile gathering and transportation pipeline system• Connects to third-party pipelines, Kansas and

Oklahoma refineries and Cushing terminal • 520,000 barrels of storage capacity

U.S. Liquids: Business Overview Mid-Con Assets

Ñ Houston Terminal• 18.2 million barrels of storage• Five ship docks• Seven barge docks

Ñ Maurepas Pipeline• 24-inch, 35 mile crude oil pipeline connected to LOCAP at

St. James and terminating at Norco refinery• 12-inch, 35 1/2 mile intermediates pipeline between

Convent and Norco refineries• 6-inch, 35 1/2 mile intermediates pipeline between Norco

and Convent refineries• 4Q 2018 sold 49% interest in Maurepas for $350 mm to

Alinda◦ Transaction structured as sale of Class B interests◦ SEMG has 5 year call-option to acquire Alinda’s interest (1)

◦ Transaction valued Maurepas at ~13x

Gulf Coast Assets

(1) Call price based on predetermined fixed return on Alinda’s investment, including capital contributions

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U.S. Liquids: Houston Terminal

(1) SemGroup owns two pipelines

Ñ Land• 330 acres waterfront land on the Houston Ship Channel

◦ 12 acres of undeveloped land at Moore Road Junction, hubfor multiple pipelines

Ñ Storage tanks• 155 tanks ranging in size from 10 to 400 mbbls• 18.2 million barrels of storage capacity

Ñ Ship and Barge Docks• Five ship docks, can handle up to Suez-max vessels

with 45-foot draft• Seven barge docks (accommodating 23 barge simultaneously)

Ñ Pipelines, Truck and Rail• Three crude oil pipelines to four refineries (1)

• 72 rail spots• 14 trucks spots

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Connects directly / indirectly to crude pipelines serving Eagle Ford, Permian, Bakken, Midcontinent & Canada

Strong Connectivity to the Houston Refinery Complex

*

*Under construction

*

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Ñ Houston terminal currently services nearly 30 active customersÑ Current storage demand exceeds available tankageÑ Average customer tenure ~16 years, illustrating operational flexibility and customer serviceÑ Houston terminal currently consists of 18.2 million barrels of storageÑ Strategically located asset on the Houston Ship Channel with connectivity to the largest U.S. energy hub

Houston Terminal and Customers

18.2 million barrels of capacity (1)

(1) Based on LTM 3/31/2019 throughput

Diversification FocusÑ Nearly 2 million barrels of heated storage has been converted to crude oil since 2014Ñ Excluding crude, approximately 45% (1) of product throughput derived from non-fuel oil products, such as VGO, asphalt, carbon black and clean products

Customer Base

Crude38%

Residual Fuel34%

Other Products28%

Nearly 90% of revenues generated by take-or-pay contracts

Major Oil42%

Major Refiner26%

Major Trader10%

National OilCompany6%

Niche Trader16%

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Moore Road Pipeline - Construction underwayÑ 36 inch, 6.4 mile pipeline

Ñ Project Cost $65 million

Ñ ~4-8x EBITDA multiple (1)

Ñ Project Completion ~ 4Q 2019

Essential part of the Houston Terminal Strategy, Enhances Connectivity

Houston, Moore Road Pipeline Connectivity ProjectImproves our access to various long-haul, inbound delivery systems whileadding outbound pipeline connectivity

(1) Moore Road Pipeline multiple range reflects anticipated benefit across Houston terminal

Moore Road Pipeline

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Ñ NGL conversion project has commenced• May 2019 - one 12" crude line taken out of service

Ñ Project Completion ~ 4Q 2019

Ñ Supported by 50,000 bpd, 10-year contract with DCP

Ñ Transport NGLs from DJ Basin to Mt Belvieu

Ñ Capacity of 90k bpd, expandable to 120k bpd

Ñ SEMG capex spend of ~$30 to 34 million (1)

Ñ < 4x EBITDA multiple, on contracted cash flows

Project de-risks White Cliffs Pipeline & positions upside value(1) Represents SemGroup's 51% expected spend; total project spend of $60-66 million

DJ Basin NGL Take-Away SolutionLong-Term Contract with DCP Midstream

White Cliffs Pipeline NGL Conversion-Underway

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Ñ Provides crude transportation services for light, “neat” grades of crude from Cushing to the Gulf Coast

Ñ Originates at SemGroup’s Cushing terminal and provides crude oil service to Gulf Coast markets by leveraging existing pipe on DCP's Southern Hills pipeline

Ñ Offers DJ Basin barrels transportation to the Gulf Coast

Ñ Provides customers access to multiple sales & delivery points on the Gulf Coast; i.e. Houston area refineries or to crude oil storage and export facilities, such as SemGroup’s Houston terminal

Ñ Continue to have commercial discussions with potential shippers

Proposed Gladiator PipelineCushing to Gulf Coast Solution

DJ Basin toCushing

Gulf Coastto


Canada Segment(JV with SemGroup & KKR)

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Canada Segment Update1Q 2019 Key Highlights


Segment Profit (100% consolidated)

• Joint Venture with KKR and Patterson Creekacquisition closed Feb 25th

• 1Q19 growth driven by contributions from new Wapitigas plant and acquired Patterson Creek facility

◦ Wapiti online 1/27/19◦ Patterson Creek 2/25/19

• Activity and volumes for Wapiti and Patterson Creekareas contributing to results as expected

$US

Din

mill

ions

1Q18 2Q18 3Q18 4Q18 1Q19

$22.1 $21.4 $20.5 $17.3$22.7

K3 KA Wapiti

Patterson Creek Smoke Lake

1Q18 2Q18 3Q18 4Q18 1Q19 4Q19

441382 434 430 460

730


• Patterson Creek activity ramping◦ Volumes growing through 2019

• K3/Wapiti System - plants connected via Wapitipipeline maximizing movements of sour gas to K3

• KA/Smoke Lake System - plants to be connectedto allow for optimal performance - reduced downtime

Exit Rate

˜

19


Canada: SemCAMS Midstream Primed for Optimization

(1) Includes growth projects under construction

Ñ ~1.1 bcf/d operational capacity

Ñ 260 mmcf/d under construction

Growth Projects Under Construction

Gathering & Processing Assets

1.3 Bcf/d

TotalOperating

Capacity(1)

Potential Growth Projects

Operational Pipeline CapacityÑ ~700 miles of natural gas pipelines

Ñ ~60 miles of liquids pipelines

Ñ Patterson Creek Plant Phase III - 200 mmcf/d (3Q 2019)

Ñ Smoke Lake Plant - 60 mmcf/d (4Q 2019)

Ñ Pipestone Pipeline (4Q 2019)

Ñ Meritage Patterson Creek Plant Phase IV Processing

Ñ Pipestone Plant (regulatory permit received)

Operational Processing Capacity

Canadian Business Overview

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Ñ K3 / Wapiti Gas System: MONTNEY • K3 & Wapiti plants are connected via the Wapiti pipeline system• K3 plant ~400 mmcf/d capacity

◦ Excess capacity to handle Montney growth with significant sulfur recovery license◦ Wapiti pipeline system supports acid gas transfer to K3 plant

• Wapiti plant 200 mmcf/d capacity◦ Plant capacity is 95% contracted with 190 mmcf/d Firm Service

▪ 15 year agreement with Nuvista for 120 mmcf/d (PR - 10/11/16)▪ 10 year agreement with large international O&G company for 70 mmcf/d (PR - 12/13/18)

Ñ Patterson Creek Gas Plant: MONTNEY (Gold Creek & Karr)• Current capacity 195 mmcf/d• 200 mmcf/d - under construction ~3Q 2019

◦ Will tie into Wapiti pipeline system

Ñ KA / Smoke Lake Gas System: DUVERNAY• KA plant ~220 mmcf/d capacity• Smoke Lake plant 60 mmcf/d capacity - under construction ~4Q19

◦ Underpinned with 90% take-or-pay commitments

Canada: SemCAMS Natural Gas Business

Sour Gas Processing Key Competitive Advantage

Experienced and ReliableOperator

Dominate Footprint in Heart of Montney & Duvernay

Top Tier Basin Economics in North America

Montney and Duvernay Focused Midstream Company

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Canada: SemCAMS Midstream - Smoke Lake Plant Producer activity driven by condensate demand Smoke Lake Plant - DuvernayConstruction Underway Ñ 60 mmcf/d sweet & sour gas processing plant

Ñ Supported by 15-year contract, 90% of capacity contracted

Ñ Project cost ~ USD $50 million

Ñ 6x EBITDA multiple

Ñ Plant completion ~ 4Q 2019

Excess sour gas processing-key competitive advantage

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Canada: SemCAMS Midstream Pipestone Growth Projects

Pipestone Pipeline System Ñ Construction commenced, deliver gas to our Wapiti gas plant for processing

Ñ Supported by 15-year contract

Ñ Project cost ~ USD $40 million

Ñ ~7x EBITDA multiple

Ñ Project completion ~ 4Q 2019

Ñ Received permit to construct new 280 mmcf/d gas processing plant

Ñ In discussion with multiple producers in Pipestone area to gauge interest

Ñ Condensate capacity of 20,000 bbls/d

Ñ Acid gas processed in Pipestone area will be transferred to K3 via existing SemCAMS infrastructure

Proposed Pipestone GasProcessing Plant

Pipestone Pipeline


U.S. GasSegment

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U.S. Gas Avg Processing Volumes (mmcf/d)

• Lower STACK volumes due to expected drop ofuncommitted volumes

• Lower Mississippi Lime volumes due to slowedproducer activity

U.S. Gas Segment Update1Q 2019 Key Highlights


Segment Profit

Northern Oklahoma Sherman, TX

1Q18 2Q18 3Q18 4Q18 1Q19

305367 395 369

303

$US

Din

mill

ions

1Q18 2Q18 3Q18 4Q18 1Q19

$14.3 $15.4$19.8 $17.6

$12.1


• Potential for increased producer activity ◦ Driven by favorable crude prices◦ Improved producers balance sheets

• Improved NGL and natural gas prices◦ Would drive higher percent of proceeds earnings

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Areas of Operation

Ñ Located in liquids rich oil plays

Ñ 4 processing facilities ~600 mmcf/d of current capacity• ~1,100 miles of gas gathering pipelines

Ñ STACK Canton Pipeline - delivers STACK volumes to Northern Oklahoma processing facility

U.S. Gas Overview

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• Management remains focused and continues to evaluate alternatives tostrengthen balance sheet while preserving long-term value

• Consolidated leverage reduced from 5.9x to 5.0x since 3Q18

Continue Deleveraging Efforts

• Enhanced connectivity to our terminals (Houston / Platteville / Cushing)• Ongoing conversations around proposed Mid-Con to Gulf Coast connection

• Canadian gas system: Pipestone PL, Patterson Creek and Smoke Lake Plants• Wapiti Plant brought online ahead of schedule• Moore Road crude pipeline, construction underway

• White Cliffs NGL conversion started in May• Cushing and Houston storage terminals and White Cliffs crude contract

renewal efforts on-track• Gulf Coast marketing pilot program progressing• Commercial storage utilization ~100% at Houston and Cushing terminals

Capture Growth Opportunities

Complete Key Growth Projects

Commercialization & Asset Optimization

Progress towards 2019 Strategic Goals and PrioritiesBALANCE prudent capital management with CAPTURING strategic growth opportunities

Appendix


28


2019 Consolidated Guidance Summary

Ñ Segment Profit Guidance $500 to $550 million

Ñ Adjusted EBITDA Guidance $420 to $465 million

Ñ Cash Available for Dividends (CAFD) $155 to $200 million

Ñ SemGroup's Capital Expenditures (1) $307 million

Additional 2019 Guidance details can be found in 4Q 2018 earnings materials(1) Reflects SemGroup's 51% interest in SemCAMS Midstream JV

• U.S. Liquids $320 - $350 million• U.S. Gas $55 - $65 million• Canada (100% basis) $125 - $135 million

($USD in millions)

• Declared Dividend per share $1.89 • Dividend Coverage 1.1x to 1.4x

• Growth Capital $262 million• Maintenance Capital $45 million

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Operational Summary

(1) U.S. Gas volumes include total average processed volumes - Oklahoma and Texas plants(2) Canada volumes include total average processed volumes - K3/Wapiti system, KA/West Fox Creek and Patterson Creek facilities (3) Wapiti volumes represent a partial first quarter, the plant came online January 27, 2019, full quarter average processing volumes were 29 mmcf/d(4) Patterson Creek volumes represent a partial first quarter, acquisition closed on February 25, 2019, full quarter average processing volumes were 42 mmcf/d

Key Asset Volumes 1Q18 2Q18 3Q18 4Q18 1Q19

U.S. Liquids

White Cliffs Pipeline Volumes (mbbl/d) 107 135 112 144 147

Cushing Terminal Utilization 98% 97% 94% 98% 100%

Houston Terminal Utilization 97% 97% 96% 96% 98%

U.S. Gas (1)

Total Average Processing Volumes (mmcf/d) 305 367 395 369 303

Canada (2)

Total Average Processing Volumes (mmcf/d) 441 382 434 430 460

KA Plant 174 112 190 174 163K3/Wapiti system 267 270 244 256 255

K3 Plant 267 270 244 256 226Wapiti - Average daily volumes since plant came online 39 (3)

Patterson Creek - Average daily volumes post close 122 (4)

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Portfolio Transformation Driving Secure Cash Flows

Fee Based POP/Marketing Take-or-Pay

2016 2017 2018 1Q 2019

89%95% 98% 97%

38%

49%

58% 58%

Over 95% of Total LTM Gross Margin from Fee Based Cash Flows

11% 5% 2% 3%

31


Consolidated Balance Sheets

(in thousands, unaudited, condensed) March 31, 2019

December 31, 2018

ASSETSCurrent assets $1,220,881 $715,825Property, plant and equipment, net 3,845,508 3,457,326Goodwill and other intangible assets 801,827 622,340Equity method investments 276,893 274,009Other noncurrent assets, net 228,929 140,807Total assets $6,374,038 $5,210,307

LIABILITIES, PREFERRED STOCK AND OWNERS' EQUITYCurrent liabilities:

Current portion of long-term debt $6,000 $6,000Other current liabilities 874,643 631,157

Total current liabilities 880,643 637,157

Long-term debt, excluding current portion 2,461,583 2,278,834Other noncurrent liabilities 284,999 94,337Total liabilities 3,627,225 3,010,328

Preferred stock 366,087 359,658Subsidiary preferred stock 250,239 —Owners' equity 2,130,487 1,840,321Total liabilities, preferred stock and owners' equity $6,374,038 $5,210,307

32


Consolidated Statements of Operations and Comprehensive Income (Loss)(in thousands, except per share amounts, unaudited, condensed)

2019 20181Q 1Q 2Q 3Q 4Q FY2018

Revenues $567,232 $661,609 $595,794 $633,996 $611,863 $2,503,262Expenses:

Costs of products sold, exclusive of depreciation and amortization shown below 403,372 496,132 412,089 468,871 446,003 1,823,095Operating 63,207 69,791 90,245 64,835 59,898 284,769General and administrative 29,547 26,477 22,886 21,904 20,301 91,568Depreciation and amortization 59,036 50,536 51,755 53,598 53,365 209,254Loss (gain) on disposal or impairment, net (1,444) (3,566) 1,824 (383) (1,438) (3,563)Total expenses 553,718 639,370 578,799 608,825 578,129 2,405,123

Earnings from equity method investments 13,951 12,614 14,351 14,528 16,179 57,672Operating income (loss) 27,465 34,853 31,346 39,699 49,913 155,811Other expenses, net 35,385 44,805 37,685 33,935 40,410 156,835Income (loss) from continuing operations before income taxes (7,920) (9,952) (6,339) 5,764 9,503 (1,024)Income tax expense (benefit) (4,606) 23,083 (3,613) (2,697) 6,531 23,304Net income (loss) (3,314) (33,035) (2,726) 8,461 2,972 (24,328)Less: net income attributable to noncontrolling interest 3,525 — — — 2,421 2,421Net income (loss) attributable to SemGroup (6,839) (33,035) (2,726) 8,461 551 (26,749)

Less: cumulative preferred stock dividends 6,541 4,832 6,211 6,317 6,430 23,790Less: cumulative subsidiary preferred stock dividends 1,857 — — — — —Less: accretion of subsidiary preferred stock to redemption value 13,749 — — — — —

Net income (loss) attributable to common shareholders ($28,986) ($37,867) ($8,937) $2,144 ($5,879) ($50,539)Net income (loss) ($3,314) ($33,035) ($2,726) $8,461 $2,972 ($24,328)Other comprehensive income (loss), net of income taxes (14,233) 18,171 6,180 3,352 (25,149) 2,554Comprehensive income (loss) ($17,547) ($14,864) $3,454 $11,813 ($22,177) ($21,774)Net income (loss) per common share:

Basic ($0.37) ($0.48) ($0.11) $0.03 ($0.08) ($0.65)Diluted ($0.37) ($0.48) ($0.11) $0.03 ($0.08) ($0.65)

Weighted average shares (thousands):Basic 78,492 78,198 78,319 78,353 78,378 78,313Diluted 78,492 78,198 78,319 78,977 78,378 78,313

33


Non-GAAP Adjusted EBITDA Calculation

(in thousands, unaudited) 2019 2018

Reconciliation of net income to Adjusted EBITDA: 1Q 1Q 2Q 3Q 4Q FY2018Net income (loss) ($3,314) ($33,035) ($2,726) $8,461 $2,972 ($24,328)

Add: Interest expense 36,652 42,461 35,904 35,318 36,031 149,714Add: Income tax expense (benefit) (4,606) 23,083 (3,613) (2,697) 6,531 23,304Add: Depreciation and amortization expense 59,036 50,536 51,755 53,598 53,365 209,254

EBITDA 87,768 83,045 81,320 94,680 98,899 357,944Selected Non-Cash Items and

Other Items Impacting Comparability 15,222 10,326 17,690 1,771 6,453 36,240Adjusted EBITDA $102,990 $93,371 $99,010 $96,451 $105,352 $394,184

Selected Non-Cash Items andOther Items Impacting ComparabilityLoss (gain) on disposal or impairment, net ($1,444) ($3,566) $1,824 ($383) ($1,438) ($3,563)Foreign currency transaction loss (gain) (288) 3,294 2,314 (983) 4,876 9,501Adjustments to reflect equity earnings on an EBITDA basis 4,710 4,883 4,886 4,926 4,837 19,532M&A transaction related costs 4,635 1,156 648 290 1,058 3,152Employee severance and relocation expense 159 137 211 43 758 1,149Unrealized loss (gain) on derivative activities 4,818 2,226 4,409 (4,860) (6,828) (5,053)Non-cash equity compensation 2,632 2,196 3,398 2,738 3,190 11,522Selected Non-Cash items and

Other Items Impacting Comparability $15,222 $10,326 $17,690 $1,771 $6,453 $36,240

34


(in thousands, unaudited) 2019 2018Segment Profit: 1Q 1Q 2Q 3Q 4Q FY2018

U.S. Liquids $89,511 $68,056 $80,393 $75,500 $85,474 $309,423U.S. Gas 12,165 14,277 15,437 19,754 17,602 67,070Canada 22,693 22,113 21,448 20,543 17,226 81,330Corporate and other (237) 10,963 (172) (913) (152) 9,726

Total Segment Profit 124,132 115,409 117,106 114,884 120,150 467,549Less:

General and administrative expense 29,547 26,477 22,886 21,904 20,301 91,568Other income (979) (950) (533) (400) (497) (2,380)

Plus:M&A related costs 4,635 1,156 648 290 1,058 3,152Employee severance and relocation 159 137 211 43 758 1,149Non-cash equity compensation 2,632 2,196 3,398 2,738 3,190 11,522

Consolidated Adjusted EBITDA $102,990 $93,371 $99,010 $96,451 $105,352 $394,184

Segment Profit and Adjusted EBITDA

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Reconciliation of Operating Income to Total Segment Profit

(in thousands, unaudited) 2019 20181Q 1Q 2Q 3Q 4Q FY2018

Operating income $27,465 $34,853 $31,346 $39,699 $49,913 $155,811Plus:

Adjustments to reflect equity earnings on an EBITDA basis 4,710 4,883 4,886 4,926 4,837 19,532Unrealized loss (gain) on derivatives 4,818 2,226 4,409 (4,860) (6,828) (5,053)General and administrative expense 29,547 26,477 22,886 21,904 20,301 91,568Depreciation and amortization 59,036 50,536 51,755 53,598 53,365 209,254Loss (gain) on disposal or impairment, net (1,444) (3,566) 1,824 (383) (1,438) (3,563)

Total Segment Profit $124,132 $115,409 $117,106 $114,884 $120,150 $467,549

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Cash Available for Dividends(in thousands, unaudited) 2019 2018

1Q 1Q 2Q 3Q 4Q FY2018Adjusted EBITDA $102,990 $93,371 $99,010 $96,451 $105,352 $394,184

Less: Cash interest expense 35,626 32,530 34,870 36,377 35,372 139,149 Less: Maintenance capital 10,600 7,729 11,550 8,635 8,664 36,578 Less: Cash paid for income taxes 910 1,800 12,900 600 1,500 16,800 Less: CAFD attributable to CAMS Midstream noncontrolling interest 2,844 — — — 2,932 2,932 Less: Distributions to Maurepas Class B shareholders 6,613 — — — — —

Less: Preferred stock dividends (1) — — — — — —Selected items impacting comparability: Add back: Mexico disposal cash taxes — — 10,955 — — 10,955Cash available for dividends $46,397 $51,312 $50,645 $50,839 $56,884 $209,680

Dividends declared $37,061 $37,004 $37,022 $37,022 $37,034 $148,082

Dividend coverage ratio 1.3x 1.4x 1.4x 1.4x 1.5x 1.4x

(1) To date preferred stock dividends have been paid-in-kind

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