Rattler Midstream Partners LP

• Rattler Midstream Partners LP
• NA

RTLR

We are a growth-oriented Delaware limited partnership formed by Diamondback in July 2018 to own, operate, develop and acquire midstream infrastructure assets in the Midland and Delaware Basins of the Permian, one of the most prolific oil producing areas in the world. Immediately following this offering, we expect to be the only publicly-traded, pure-play Permian midstream operator. We provide crude oil, natural gas and water-related midstream services (including fresh water sourcing and transportation and saltwater gathering and disposal) to Diamondback under long-term, fixed-fee contracts.

The assets Diamondback has contributed to us include 528 miles of pipeline across the Midland and Delaware Basins with approximately 216,000 Bbl/d of crude oil gathering capacity, 589,000 Bbl/d of SWD, capacity, 740,700 Bbl/d of fresh water gathering capacity, 36,000 Mcf/d of natural gas compression capability and 150,000 Mcf/d of natural gas gathering capacity. In addition to the midstream infrastructure assets that Diamondback contributed to us, we also have an option, subject to certain conditions, to acquire equity in a long-haul crude oil pipeline, which will run from the Permian to the Texas Gulf Coast. We are critical to Diamondback’s growth plans because we provide a long-term midstream solution to its increasing crude oil, natural gas and water-related services needs through our robust infield gathering systems and SWD capabilities.

Our general partner’s management team consists of members of the management teams of Diamondback and the general partner of Viper. We will elect to be treated as a corporation for tax purposes because we expect that such treatment will expand the potential investor base for our units and will provide our unitholders with more liquidity and improve, if necessary, our access to capital. Unlike some traditional midstream entity structures, we do not have incentive distribution rights or subordinated units, so the economic interests of our common unitholders and our sponsor are aligned.

We believe that our relationship with Diamondback and our common strategic and operational interests differentiate us in the public midstream sector and provide the optimal platform to pursue a balanced plan for future growth that benefits all unitholders equally. Immediately following this offering, we will have no outstanding indebtedness, and we do not plan on accessing the capital markets to fund our organic growth opportunities.

We are Diamondback’s primary provider of midstream gathering and water-related services and are integral to Diamondback’s strategy of being a premier, low-cost, high-growth operator that can grow production at industry leading rates within cash flow. We have an Acreage Dedication spanning approximately 209,000 gross acres on Diamondback’s core leasehold in the Permian (approximately 80,000 gross acres in the Midland Basin and approximately 129,000 gross acres in the Delaware Basin). We entered into commercial agreements with Diamondback in June 2018, effective as of January 1, 2018, that have initial terms ending in 2034.

The fees charged under these agreements are based on market prevailing rates at the time of their execution with annual escalators (subject to potential adjustment by regulators). These fixed-fee contracts, along with Diamondback’s strong well economics, extensive horizontal drilling inventory and low-cost operating model, minimize our direct exposure to commodity prices while providing us with stable and predictable cash flow over the long-term. We also have an option, subject to certain conditions, to acquire up to a 10% equity interest in the EPIC project. Once operational, our equity interest in the EPIC project, upon exercise of our option, is expected to provide us with a steady, oil-weighted cash flow stream and will also provide Diamondback with long-term long-haul transportation capacity for the majority of its Midland Basin crude oil production.

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