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Transcript
OP
Operator
Operator
Good day, and thank you for standing by. Welcome to the Summit Midstream Corp. Fourth Quarter 2025 Earnings Conference Call. At this time, all participants are in a listen-only mode. After the speakers' presentation, there will be a question-and-answer session. To ask a question during the session, you will need to press star 11 on your telephone. You will then hear an automated message advising your hand is raised. To withdraw your question, please press star 11 again. Please be advised that today's conference is being recorded. I would now like to hand the conference over to your speaker today, Randall Burton, Vice President of Finance and Treasurer. Please go ahead.
RB
Randall Burton
Management
Thanks, Operator, and good morning, everyone. If you do not already have a copy of our earnings release and presentation, please visit our website at www.summitmidstream.com, where you will find it on the homepage, Events and Presentation section, or Quarterly Results section. With me today to discuss our fourth quarter and full year 2025 financial and operating results are J. Heath Deneke, our President, Chief Executive Officer, and Chairman; William J. Mault, our Chief Financial Officer; and Chris Tennant, our Chief Commercial Officer, along with other members of our senior management team. Before we start, I would like to remind you that our discussion today may contain forward-looking statements. These statements may include, but are not limited to, our estimates of future volumes, operating expenses, and capital expenditures. They may also include statements concerning anticipated cash flow, liquidity, business strategy, and other plans and objectives for future operations. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can provide no assurance that such expectations will prove to be correct. Please see Summit Midstream Corp.'s Annual Report on Form 10-K for the fiscal year ended 12/31/2025, which the company filed with the SEC on 03/16/2026, as well as our other SEC filings, for a listing of factors that could cause actual results to differ materially from expected results. Please also note that on this call, we use the terms EBITDA, segment adjusted EBITDA, adjusted EBITDA, distributable cash flow, and free cash flow. These are non-GAAP financial measures, and we have provided reconciliations to the most directly comparable GAAP measures in our most recent earnings release. And with that, I will turn the call over to Heath.
HD
J. Heath Deneke
Management
Great. All right. Well, thanks, Randall, and good morning, everyone. I wanted to start this morning by introducing you to a new voice you will hear on the call today. Chris Tennant, who joined Summit Midstream Corp. in February as our Chief Commercial Officer, is joining us. Chris brings more than three decades of experience across the oil, natural gas, and NGL value chain, and he will be leading our commercial organization going forward. Chris has hit the ground running since joining the team and is already making a strong impact across the organization. I am excited to have him here and look forward to the contributions he will make as we continue executing on Summit Midstream Corp.'s growth strategy. Turning now to slide three. We are very pleased with the progress Summit Midstream Corp. made during the quarter and in the first couple of months of 2026. From a financial perspective, Summit Midstream Corp. generated approximately $58,600,000 of adjusted EBITDA in the fourth quarter along with $33,700,000 of distributable cash flow and $17,000,000 of free cash flow. Operationally, and despite the weakening of oil prices in 2025, we continue to see solid development activity across our systems with seven rigs currently running behind our footprint and approximately 90 drilled but uncompleted wells. At this point, we have visibility to between 116 and 126 well connections in 2026, which is relatively modest compared to prior years. However, we could see activity accelerate in the second half of the year as producers look to take advantage of the recent run-up in oil prices. On the commercial front, we have made a tremendous amount of progress since our last update. Starting with the Double E Pipeline, we recently signed two 11-plus year transportation agreements totaling 440,000,000 per day of firm capacity. In…
WM
William J. Mault
Management
Thanks, Heath, and good morning, everyone. And before jumping to slide four, why do we not stay on page three. Summit Midstream Corp. reported fourth quarter adjusted EBITDA of $58,600,000, resulting in full year 2025 adjusted EBITDA of $243,000,000. Capital expenditures totaled $19,000,000 for the quarter and $89,000,000 for the full year. With respect to Summit Midstream Corp.’s balance sheet, we ended the year with net debt of approximately $930,000,000 and approximately $890,000,000 pro forma for the $40,000,000 repayment of the ABL associated with the $85,000,000 one-time distribution from the new Summit Permian Transmission term loan. This brings pro forma leverage to approximately 3.9 times. Our available borrowing capacity at the end of the fourth quarter totaled approximately $387,000,000, which included roughly $1,000,000 of undrawn letters of credit. Now on to the segments. The Rockies segment, which includes our DJ and Williston Basin systems, generated adjusted EBITDA of $27,800,000, a decrease of $1,200,000 relative to the third quarter, primarily driven by a decline in liquids volumes due to natural production declines, partially offset by modest growth in natural gas volumes. Liquids volumes averaged approximately 66,000 barrels per day during the quarter, a decrease of roughly 6,000 barrels per day relative to the third quarter, primarily due to natural production declines and no new well connections. Natural gas volumes averaged approximately 160,000,000 cubic feet per day, an increase of roughly 2,000,000 cubic feet per day relative to the third quarter as wells connected early in the year continued to ramp toward peak production. During the quarter, we connected 33 new wells in the DJ Basin, which we expect to reach peak production in 2026. We currently have six rigs running behind the system, including four in the Williston and two in the DJ, and approximately 65 DUCs, which provides good visibility…
CT
Chris Tennant
Management
Thanks, Bill, and good morning, everyone. Over the past several months, we have made significant progress commercializing the remaining free-flow capacity on the pipeline. With the recently executed transportation agreements, including the previously announced Producers Midstream contract, Double E has secured over 500,000,000 cubic feet per day of new long-term take-or-pay commitments over the past six months. Upon full ramp of those agreements, Double E will have approximately 1.6 Bcf per day of firm take-or-pay contracts with a group of prominent, primarily investment-grade shippers. These agreements also expand Double E’s downstream connectivity with new and highly valued delivery points into the Transwestern Central Pool, the Huber Benson pipeline, and a planned future connection with Desert Southwest Pipeline. These connections significantly increase the end-market optionality available to our shippers and improve access to several important demand centers. Given the strong commercial momentum we have seen, the remaining free-flow capacity on the pipeline is now effectively full, which has accelerated our efforts to pursue a mainline compression expansion. As Heath mentioned earlier, we recently launched a binding open season to solicit additional shipper commitments to support that project, which could expand Double E’s capacity by approximately 50% from 1.6 Bcf per day to roughly 2.4 Bcf per day. Based on our currently contracted volumes, we expect the Permian segment adjusted EBITDA to reach approximately $60,000,000 by 2029. Importantly, if we are successful in fully commercializing the planned expansion capacity, that EBITDA contribution could increase to approximately $90,000,000 or more by 2030. Stepping back for a moment, we continue to see strong underlying fundamentals across the Delaware Basin. Producers are continuing to improve drilling efficiencies and extend lateral lengths, while processing capacity across West Texas and New Mexico continues to expand. As a result, demand for reliable residue gas takeaway remains strong, and we believe Double E is very well positioned as a critical transportation corridor connecting the Delaware Basin to multiple downstream markets. With that commercial update, I will turn it back to Bill to walk through the recent Double E refinancing on slide six.
WM
William J. Mault
Management
Thanks, Chris. Yesterday, Summit Permian Transmission entered into a new $440,000,000 senior secured term loan facility maturing in March 2031, including $340,000,000 funded at closing, a $50,000,000 committed delayed draw facility to support expansion projects, and a $50,000,000 accordion feature for future growth opportunities. Proceeds from the facility were used to repay the existing Permian Transmission credit facility and the subsidiary preferred equity at Summit Permian Transmission HoldCo, simplifying the capital structure and extending the maturity profile of the asset. The transaction also enabled an $85,000,000 distribution back to Summit Midstream Corp., and as Heath mentioned earlier, Summit Midstream Corp. intends to use those proceeds to repay approximately $45,000,000 of accrued preferred dividends and reduce borrowings on the ABL by approximately $40,000,000. Beyond improving our leverage profile and strengthening the balance sheet, the new facility also provides the capital needed to fund the expected growth projects on Double E, including the recently announced plant connections and the potential mainline compression expansion project Chris mentioned. Overall, this transaction simplifies the capital structure, funds high-growth projects, and positions Summit Midstream Corp. with greater financial flexibility moving forward. With the planned repayment of the Series A preferred stock accrued and unpaid dividends, Summit Midstream Corp. will have satisfied all conditions to allow for a return of capital program to its common shareholders. And with that, I will turn the call back to Chris to discuss our recent commercial success in the Williston Basin on slide seven.
CT
Chris Tennant
Management
Thanks, Bill. In the fourth quarter, we executed a new 10-year crude oil gathering agreement with a producer in Divide County, North Dakota. The agreement includes a large area of dedications, spanning more than 200,000 acres along our existing Polar and Divide systems, and represents a meaningful expansion of dedicated acreage supporting our infrastructure in the region. This new customer is currently running one rig on their development program. The first pad associated with this agreement, consisting of four three-mile laterals, is expected to be turned in line in early 2026. More broadly, we continue to be encouraged by the innovation we are seeing from Williston Basin operators, particularly as they extend lateral lengths and improve drilling and completion efficiency. These improvements are helping drive development activity in areas such as northern Williams County and southern Divide County, where Summit Midstream Corp.’s systems are well positioned. This agreement expands both our dedicated acreage position and long-term development inventory, and we believe it positions us well to capture additional development across our footprint. Importantly, we are actively pursuing several additional commercial opportunities in the region and remain very encouraged by the level of engagement we are seeing from the operators. With that overview of the Williston activity, I will turn the call back to Heath for some closing remarks.
HD
J. Heath Deneke
Management
Thanks, Chris. Let us turn to page eight. Here we have attempted to give investors a better sense of Summit Midstream Corp.’s long-term growth trajectory and some key assumptions that support it. Starting with activity across our G&P segments, we are currently projecting total system well connects in 2026 to come in below the historical averages we have experienced in recent years. We believe this is primarily due to timing impacts brought on by some significant upstream consolidation that involved key customers in our Rockies segment and a recap that is underway in the Midcon segment. We also believe that the oil price dip below the $60 mark towards the end of last year and into 2026 caused a temporary pause in second-half activity, which is still reflected in our current guidance for the year. However, as we look forward with input from our customers, we expect activity levels to climb back up to at least the historical average levels we have experienced over the past three years, if not greater, in a low-$60 oil and low-to-mid-$3 gas price environment. Given growing demand for natural gas and a tighter outlook on oil supply, we think this is a conservative but reasonable baseline assumption that has a lot of further upside potential, particularly in the 2028 to 2030 timeframe. We should also point out that the outlook includes roughly $18,000,000 of MVC-related shortfall payments in the Piceance segment that roll off from 2025 to the second half of 2026 and, conservatively, also assumes no new well connects through 2030. Moving over to the top right section of the slide, as we have discussed, we expect Permian segment adjusted EBITDA to reach approximately $60,000,000 by 2029 based on the new contracts we have already secured on Double E. If Chris and team…
OP
Operator
Operator
Thank you. Please press 11 on your telephone and wait for your name to be announced. To withdraw your question, please press 11 again. Our first question comes from the line of Mark Reichman with Noble Capital Markets. Your line is now open.
MR
Mark Reichman
Analyst
Thank you. With new take-or-pay agreements announced, what level of additional commercial commitments is needed to move forward with the mainline compression expansion to 2.4 Bcf per day and when would a final investment decision occur?
HD
J. Heath Deneke
Management
Thanks, Mark. I am going to let Chris Tennant, our new Chief Commercial Officer, take this one.
CT
Chris Tennant
Management
Hey, Mark. Thank you for the question. This is a very attractive project for Double E Pipeline with an estimated sub-three-times build multiple. We are very hopeful to close half this open capacity early in the open season. Capex and rate depending, if we follow that cadence, we could see an FID decision as early as this summer.
MR
Mark Reichman
Analyst
And then would you discuss the capital needs between, say, 2026 and 2029 to achieve the $100,000,000 of EBITDA growth by 2030?
HD
J. Heath Deneke
Management
Yeah. Mark, it is Heath. So, look, if you kind of set Double E aside, right? If you look at our historical capital, we have come out in the range between $50,000,000 and $70,000,000 between growth and maintenance. We think that is likely to be what we would spend on the G&P segment businesses throughout the five-year forecast period. So really the step-up is going to be oriented around Double E and, as Bill pointed out in the call earlier, that capital is largely going to be financed through the new term loan that we put in place at Double E. So just think of it as $50,000,000 to $70,000,000 for our general G&P segments per year, and for the next few years, we will probably see a similar amount of capital for Double E, roughly in that $35,000,000 a year, Mark, for the next two to three years.
WM
William J. Mault
Management
Yeah, Mark. And you can read into the fact we sized the delayed draw and the accordion at about $100,000,000 of incremental potential borrowings under that new term loan. So that should give you a general sense if we are $30,000,000 to $35,000,000 a year for the next, call it, two to three years, utilizing that $100,000,000.
MR
Mark Reichman
Analyst
I see. That is very helpful. And then with respect to the 2026 guidance of 116 to 126 well connections, which basins and/or factors are most likely to drive upside or downside to that outlook? And how sensitive is it to changes in commodity prices?
WM
William J. Mault
Management
Yeah. Great question, Mark. I will start with a couple stats, and then I will give you some color on upside/downside volatility. So today, we have got 90 DUCs. So that represents the lion’s share of that range of well connects already that are drilled but not completed. We also have seven rigs running, six in the Rockies, one in the Midcon. So those rigs right now, think about them as basically starting to drill for activity that I would characterize more as late second quarter, third quarter-type well connects. So between the DUCs and the rigs, we have got a lot of confidence in that range. In the Midcon, as an example, we are only expecting nine wells in the Arkoma as we sit here today. We only need three more to round out that nine. We have already had six that came online in the first quarter. And then the Barnett, as an example, all 17 wells are DUCs. Those are slated to come online in the June/July timeframe and really just require a completion crew to get out there to finish them up. We spend a lot of time looking at that data when we establish our guidance range so that we have confidence in what we are putting out there. Now as it relates to your upside/downside to the outlook, I would tell you that this plan is based on a $65 strip WTI and about $3.40 on Henry Hub. Strip today is $85 on crude and $3.70 on Henry Hub. In markets like this, historically, we have seen that this price indicator really incentivizes our customers to either accelerate development or try to bring on new well connects. So from an activity perspective, we are in a period where there is more upside than down from a commodity price perspective. And then lastly, as it relates to commodity price, as you know, in the DJ we have percentage-of-proceeds contracts. If you just run through current strip, so that $85 and $3.70, that is, call it, another anywhere from $5,000,000 to $10,000,000 of increased product margin that is not reflected in our guidance range today. Obviously, there is a lot of uncertainty around what is going on in the Middle East. We thought it was prudent to keep our conservative assumption around strip. I think that represents some pretty material upside for us this year based on what we are seeing right now.
HD
J. Heath Deneke
Management
Yeah. Mark, just to add a little bit to that too. I think when you think of the range, if you accept the producer-driven forecast, which, in 2025, we saw some slippage to the right on that, which is why we came in lower. But when you think about 2026, I think just given the commodity price signals, most of the customers we talk to are trying to accelerate that activity, so more likely that they will hit their timing. If they hit their timing, that is generally going to push us to the higher end of the range. Then, the other component, it is not like you can snap your fingers overnight and get new rigs and new completion crews under contract. But we do know that several folks that were planning wells already for the 2027 timeframe are looking to see if they can bring those wells into the fourth quarter. That will not add as big of an impact for the year because you will be talking probably just a few, two to three months maybe, of contribution, but it will be a good sign as you get some momentum going into 2027 at a minimum.
MR
Mark Reichman
Analyst
And then just lastly, following the Double E refinancing and preferred dividend repayment, how are you thinking about the path and timeline to reach the 3.5 times leverage target? When could the company realistically consider reinstating common shareholder dividends, and would asset sales or joint ventures be part of the deleveraging strategy?
HD
J. Heath Deneke
Management
Well, look. Mark, what I would say is, if you just look at, for example, the high end of the range, right? If we hit the $265,000,000 mark, we think our leverage will be roughly 3.6 times. So I do not think it is out of the question for us to consider a dividend policy over the next twelve months. It is highly going to depend on this year and where we end up from an overall leverage perspective. But as you pointed out, the arrears are paid off. That is a major step to get out of the way, and I think as soon as we feel comfortable that we are getting to our target and are able to sustain that leverage target, that is when you are going to see us want to turn on a dividend. Your question around asset sales or JVs being part of the deleveraging strategy, I would say I do not think that those things are going to drive our deleveraging strategy. I think we are going to see that leverage come down as we execute our base plan. But we are very opportunistic. We have done quite a bit of M&A both on the sell side and the buy side and optimized the portfolio. So I think when we think about JVs and growth, I think those are more likely going to be the triggers to move forward from the M&A front.
MR
Mark Reichman
Analyst
Well, this has been very helpful. Thank you very much.
CT
Chris Tennant
Management
Thank you, Mark. Thank you.
OP
Operator
Operator
Our next question comes from the line of Greg Brody with Bank of America. Your line is now open.
WM
William J. Mault
Management
Hey, guys.
HD
J. Heath Deneke
Management
Hey.
GB
Greg Brody
Analyst · Bank of America. Your line is now open.
Just thinking, congrats on the Permian contracts. I was looking—it is an opportunity that is exciting there. Just thinking about longer term, I know in the past you have talked about folding the Permian asset into the company. Obviously, this opportunity allows you to delay that. And I am just curious if you think about, in terms of allocating capital, do you think about contributing capital into the JV to potentially reduce leverage and maybe collapse the unrestricted sub and restricted group, or are you thinking about that?
WM
William J. Mault
Management
Yeah. Greg, great question. And, look, we have talked a lot about that over the years. A couple things. One, our high-yield bonds mature in 2029. So I think it is reasonable to expect that sometime in 2028, a year or so in advance of that maturity, we would look to refinance that bond. One thing that we were successful in getting under this new term loan is really a supportive call protection structure. So it is non-call one, then it steps down to 102 in year two, 101 in year three, and par thereafter. So if we are executing a refi and you get some of this EBITDA growth on these commercial contracts, we can really clean up that term loan and refinance it alongside our bonds in 2028 without a bunch of leakage. So that was an important deal point for us when we were negotiating this transaction. And then, Greg, as you know, when you are in a high growth mode with a decent amount of capital spend, that really takes 12 to 24 months for that EBITDA to show up. This type of financing is actually a pretty attractive solution just to maintain a delevering profile at Summit Corporate while we are executing on this growth.
GB
Greg Brody
Analyst · Bank of America. Your line is now open.
Yeah. That makes sense. Maybe just, since you touched it, the question on M&A. It was asked, but maybe just a little bit more color around the opportunity set today and the activity level we could see over the next year.
HD
J. Heath Deneke
Management
Yeah. So, Greg, I would say this. We focused on today’s call about the $100,000,000 of organic growth really to set the baseline for what is in the plan today, where we think this company will go with the existing portfolio, and we are not dependent on M&A to achieve that. I think, but one of the key things that we think is important for Summit Midstream Corp. and our investors is that the business needs to continue to scale up. I think if we can scale up and keep the balance sheet in good shape, we think that is going to dramatically improve the investability of the company. There will be more institutional-type investors that would come into the stock. It just creates more room, if you will, for investors to come in and invest in Summit Midstream Corp. So I think we do think—and we are actively working on—opportunities around our portfolio that we can either bolt on synergistic assets and continue to do what we have done in the past, which is look for assets that are high free-cash-flow generating that we can buy at a really attractive valuation and fold into the portfolio.
WM
William J. Mault
Management
Yeah. And, Greg, I would tell you that, as you know, we spent a lot of time getting this balance sheet to where it is today. As we evaluate M&A, we have been very disciplined, looking for things that are at a minimum leverage-neutral and value-accretive, and also have focused on high free-cash-flowing businesses, as Heath mentioned. I do not think you are going to see us really veer off that methodology as we evaluate potential acquisitions.
GB
Greg Brody
Analyst · Bank of America. Your line is now open.
Thank you for the time, guys.
WM
William J. Mault
Management
Thanks, Greg. Thank you.
OP
Operator
Operator
That concludes the question-and-answer session. Thank you all for your participation on today’s call. This does conclude the conference. You may now disconnect.