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NYSE:CELP
Peter C. Boylan III – Chairman & CEO
Les Austin – Vice President & CFO
NAPTP 2015 MLP Investor Conference
May 21, 2015
2
Legal Information
Some of the statements in this presentation concerning future performance are forward-looking within the meaning of
U.S. securities laws. Forward-looking statements discuss the Company’s future expectations, contain projections of
results of operations or of financial condition, forecasts of future events or state other forward-looking information.
Words such as “may,” “assume,” “forecast,” “position,” “strategy,” “expect,” “intend,” “plan,” “estimate,” “anticipate,”
“believe,” “project,” “budget,” “potential,” or “continue,” and similar expressions are used to identify forward-looking
statements. Forward-looking statements may include statements that relate to, among other things, availability of cash
flow to pay minimum quarterly distributions on the Company’s common units; the consummation of financing,
acquisition or disposition transactions and the effect thereof on the Company’s business; the Company’s existing or
future indebtedness and credit facilities; the Company’s liquidity, results of operations and financial condition; future
legislation and changes in regulations or governmental policies or changes in enforcement or interpretations thereof;
changes in energy policy; increases in energy conservation efforts; technological advances; volatility in the capital and
credit markets; the impact of worldwide economic and political conditions; the impact of wars and acts of terrorism;
weather conditions or catastrophic weather-related damage; earthquakes and other natural disasters; unexpected
environmental liabilities; the outcome of pending or future litigation; and other factors, including those discussed in
“Risk Factors” section of our annual report on Form 10-K. Except for historical information contained in this
presentation, the matters discussed in this presentation include forward-looking statements that involve risks and
uncertainties. The Company does not undertake and specifically declines any obligation to publicly release the results of
any revisions to these forward-looking statements that may be made to reflect any future events or circumstances after
the date of such statements or to reflect the occurrence of anticipated and unanticipated events. Forward-looking
statements are not guarantees of future performance or an assurance that the Company’s current assumptions or
projections are valid. Actual results may differ materially from those projected. You are strongly encouraged to closely
consider the additional disclosures and risk factors contained in the prospectus.
3
Cypress Energy Partners LP – Midstream Services
OVERVIEW
We strive to be the premier midstream energy services company in markets we serve by building strong relationships with
our stakeholders including customers, partners, employees, regulators, and suppliers.
• History: Cypress Energy Partners was started in 2012 to provide a variety of midstream services to energy companies in
North America. We completed our IPO in January 2014 and exceeded our distribution per unit estimates in our first year.
• Currently We Operate in Two Business Segments in United States & Canada:
• Water & Environmental Services (W&ES): Provide midstream services to oil and natural gas producers to dispose
of their energy waste. Currently own & operate eleven commercial salt water disposal (SWD) facilities.
• Pipeline Inspection & Integrity Services (PI&IS): Provide midstream services to energy, public utility, and pipeline
/ MLP companies in the United States and Canada. These services are mandated by federal and state laws. Our
inspection subsidiary TIR has an impressive 11-year history of double digit growth in revenue and EBITDA.
• IRS PLR : We have an IRS private letter ruling (PLR) that covers additional diversified opportunities and expansion
potential into areas that historically have not previously been MLP-eligible.
• Highly Experienced Management: We have assembled a talented, experienced management team and Board of Directors
with 200+ years of energy experience and substantial success building value for investors.
• Aligned Interests: CELP insiders retain approximately 65% of the limited partner (LP) units and 100% of the general partner
(GP), aligning the interests of our executive team and Board of Directors with unitholders.
• Unitholder Distributions: We plan to grow our distributions per unit by 10% annually over the long term through a
combination of organic growth and disciplined acquisitions. We have completed three acquisitions since our IPO.
• Capital Flexibility: We have an attractive credit facility and will soon file our S-3 shelf registration statement.
4
CELP Timeline and History
Cypress Energy
Partners
Founded
March 2012
Initial
Cypress
Acquisitions
of SWDs
December
2012
Cypress
Acquires
Control of
TIR
June 2013
Cypress IPO
January 2014
Acquire SWD
Bakken
December
2014
Acquire
Remaining
49% of TIR
February
2015
Acquire 51%
of Brown
Integrity
May 2015
Q3’14
dividend of
$0.406413
Q2’14
dividend of
$0.396844
Q1’14
initial
dividend of
$0.3875
Q4’14
dividend of
$0.406413
Q1’15
dividend of
$0.406413
2012 2013 2014 2015
Q1’14
average
closing
price:
$23.20
Q2’14
average
closing
price:
$23.23
Q3’14
average
closing
price:
$23.97
Q4’14
average
closing
price:
$19.04
Q1’15
average
closing
price:
$15.98
5
CELP Growth Opportunities
• Diversification: Plan to diversify into other businesses covered in our PLR over time including:
 Additional pipeline & inspection midstream-related activities required by federal and state laws
 Other midstream services that are intrinsic activities required to support energy customers
 Other traditional MLP activities including midstream, storage, rail & trans-loading facilities, etc.
 Additional SWDs, pipelines, solids, recycling, oil reclamation, and expanded geography / basins
• W&ES: Plan to grow through focus on piped water. Four facilities currently receive piped volumes from eight
pipelines
• Piped water offers a stable volume source and currently represents over 25% of our volumes
• PI: Expand current TIR customer base of 60+ clients
• Increasing government regulations grow demand for outsourced inspection services
• 12% growth projected in pipeline market in 2015(1)
• IS: Expand Brown Integrity services to more states, including the 47 states TIR operates in. Brown is currently
operating in six states
• Increasing regulations also grow demand for integrity services
• NDE, pigging, smart pigging, aerial surveillance, etc.
Acquisitions
Organic Growth
(1) Source: Stifel Diversified Industrials Industries Update, February 2015
6
CELP Growth Opportunities - PLR
 Removal, treatment, recycling and disposal of flowback and produced water (SWDs transportation, pipelines, etc.)
 Removal, treatment, recycling and disposal of completion fluids, drilling mud, drill cuttings, contaminated soil, tank
bottoms, pit water and fracturing fluids
 Removal, treatment, recycling and disposal of fluids from cleaning storage tanks, trucks and equipment
 Marketing and distribution of chemicals and salvaged hydrocarbons
 Infrastructure inspection required by law including oil and gas pipelines or gathering systems, drilling, E&P, mineral
and natural resources mining
 Transportation and heating of frac water
 Design, own, manage and operate oil and rail transportation assets
 Communications for remote monitoring of E&P assets
Qualifying Income Under Our PLR
Recently issued IRS guidance on qualifying income should not have an adverse impact on any of our existing segments.
There are potential growth opportunities associated with our intrinsic activities essential to the energy industry.
7
Federal and some state regulations require pipeline operators to develop integrity management programs and conduct
inspections, with operators outsourcing elements.
End
Users
Wellhead Gathering System Processing/Treating
Facilities
Pipelines/Transportation
Lines/Storage Facilities
Construction and Repair
Management
 Project supervision and
coordination of field
activities
 Dig site excavation oversight
 Defect assessments and
mapping/surveying
 Documentation
Staking Services
 AGM placement
 Dig site staking
In-line Inspection
 Smart pigs
 Pig tracking
Integrity Assessment
• Hydrostatic testing
• Pneumatic pressure testing
Other Non-destructive
Examination (NDE) Inspection
 Visual/aerial
 X-ray
 Ultrasonic
Data and Integrity Program
Management Services
 Smart pig and other NDE
inspection data
 Anomaly and above ground
marker (AGM) reports
 Automated dig sheet
generation
Pipeline Inspection & Integrity Midstream Services
8
Potential IMP Services:
In-line Inspection (ILI) Pig
Close Interval Surveys (CIS)
Maintenance Pigging –
Supplyhouse
Leak Detection Surveys
Aerial Patrol ROW
Current IMP Services:
Hydrostatic Testing
External Corrosion Direct
Assessment ECDA
Pig Tracking
Dig Staking
Inspection
NDE
Current Services:
Right of Way Acquisitions
(limited)
The Life Cycle of a Pipeline
New Construction
Initial
Assessment
(baseline)
Risk Assessment
In-line Inspection (ILI) Pig
Hydrotest
Close Interval Surveys (CIS)
ECDA
Pig Tracking
Leak Detection
Data Review
Remediation
Dig Staking
Inspection
NDE
Record Retention /
Documentation
CartoPac
PHMSA Required Testing:
• Five years: liquid
pipelines
• Seven years: gas
pipelines
40 – 60 year expected pipeline life
Potential Services:
Engineering / Design
ROW
Survey / Drafting
Pipeline Supply
Barcode Scanning
Integrity Management Program (IMP)
Pipelines require inspection and integrity services for the entire life cycle.
9
Pipeline Inspection & Integrity Midstream Services
You can not deliver oil, natural gas, or other products to end users (refineries, gas plants, homes, factories, storage, etc.)
without pipelines that require inspection services. North American infrastructure is aging, requiring more oversight &
repairs.
Market Dynamics
(1) Source: Pipeline and Hazardous Materials Safety Administration (PHMSA), U.S. Department of Transportation main website
(2) Source: Stifel Diversified Industrials Industries Update, February 2015
• Over 2.3 million miles of transmission and
distribution pipelines and millions of miles of
gathering systems(1)
• Recent accidents and regulations have increased
oversight for Local Distribution Companies
(LDC), Public Utility Companies (PUC),
gathering systems and utility pipelines
• Gathering systems are subject to scrutiny and
federal regulations and in some cases state
regulations
• ~12% growth projected in the pipeline market in
2015(2)
• Aging pipeline infrastructure will drive demand
for pipeline services
• Pipeline inspection and integrity services such as
pig tracking, mobile x-ray / ultrasonic testing, and
other inspection can identify anomalies before
they lead to bigger problems
• Pipelines require substantial recurring
maintenance during their lifetimes
• Substantial new pipeline infrastructure is required
to support our growth in supply and energy
independence
Pipelines
12%
48%
30%
10%
0%
10%
20%
30%
40%
50%
60%
Pre-1950 1950-1969 1970-1999 2000-2009
U.S Pipeline Age Distribution by Date of Installation
10
Pipeline Inspection & Integrity DivisionsWhoWeAre
Integrity
Tulsa Inspection Resources (TIR) provides inspection and integrity
services to oil and gas pipelines and related facilities
One of the leading providers of independent inspectors to North
America pipeline industry
Proprietary database of 12,000+ inspectors
TIR: Provides pipeline integrity field support services. Offers turnkey
integrity services from initial AGM site survey and make-ready
maintenance through to anomaly remediation and DOT final
reporting
Brown Integrity: Industry leader in pipeline integrity assessment
hydro testing both on and offshore
Inspects oil, refined fuels, and NGL pipeline systems and associated
infrastructure
Inspects gas gathering systems and related facilities
Inspects public utility distribution systems
Inspects storage facilities, compression stations, transfer stations, etc.
Provides professionals for all classifications of inspectors
TIR: Provides full service integrity department, project management,
in-line inspection support services, CIS, DOC, GPS combination
surveys, maintenance inspection and make-ready
TIR NDE Technologies: FAST, QUEST, Phased Array, OD
Anomaly Assessment
Brown: Provides hydrostatic and related services to the pipeline
industry, both onshore and offshore
Midstream companies are largest user of services
Over 60+ clients in North America, most are publicly-traded
TIR:
Brown:
ServicesCustomers
Inspection
11
Pipeline Inspection & Integrity Midstream Services
Tulsa Inspection Resources (“TIR”) has an excellent history, recently celebrating its 11th anniversary.
• Operators of pipelines and related infrastructure face
increasingly stringent government regulations and
safety requirements
• 60+ clients in North America, majority are investment
grade publicly-traded companies
 Midstream companies
 Oil and gas producers with gathering systems
 Local Distribution Companies (LDC)
 Public Utility Companies (PUC)
Our Customers
How We Generate Revenue
• Pipeline inspection is a growing multi-billion dollar
market
• Customers typically pay daily rate per inspector, and
per diem expenses
• Results driven by the number and type of inspectors
performing services and the fees they charge
o Inspection services gross margins ~9%
o Higher gross margins associated with Non-
Destructive Examinations (NDE) and
hydrostatic testing ~25%
• Recurring revenue opportunities with maintenance,
repair and operations (MRO) activities
TIR Performance
716
1,153
1,745
1,552
-
200
400
600
800
1,000
1,200
1,400
1,600
1,800
2,000
Average TIR Inspector Headcount per Quarter
$145.3
$233.8
$379.9 $382.0
$89.8
$-
$50.0
$100.0
$150.0
$200.0
$250.0
$300.0
$350.0
$400.0
$450.0
2011 2012 2013 2014 Q1'2015
TIR Revenue $ In Millions
12
Water & Environmental Midstream Essential Services
Water Handling And
Disposal Is A Growing,
Multi-Billion Dollar Annual Market
Flowback: up to 47% of
injected water within 10 days(1)
Water
Acquisition
Fracturing
Fluid Mixing
Fracturing
Fluid Injection
Production of Oil/Gas
And Saltwater
Well Completion
Produced Water
Transportation
Saltwater
Disposal (SWD)
Flowback Water
Transportation
Recycling Saltwater Injection
Residual
Oil Sales
= Current Cypress Activities
Pipeline
(1) Source: University of North Dakota Study of Bakken wells, April 2010
E&P Companies prefer to pipe water to
SWD’s instead of truck water whenever
possible.
You can not produce oil or gas without producing water & solids that need to be properly disposed.
Pipelines are
preferred by
E&P
Companies
13
Water & Environmental Services – CELP Facilities
• Own 11 SWD facilities
• 9 North Dakota facilities in Williston
Basin
• 2 Texas facilities in Permian Basin
• Annual injection capacity of ~50 million barrels
• Serve over 50+ customers including:
SWD facility
SWD facility with piped water
Salt Water Disposal Facility
• Highly fragmented market ripe for consolidation
• 15-30% of a well’s cost is due to water handling
issues(1)
• Two methods of saltwater disposal transportation:
• Trucking – Historical approach(2)
• Pipeline – E&P Preferred approach(3)
• Industry standard regulated processes require the
subsurface injection of wastewater deep into the earth
to protect the environment
• A typical facility includes infrastructure for unload,
filtration, treatment, storage (water, oil), pumps,
disposal wells and associated equipment
• Water is received, treated and stored prior to injection
into the well at depths of at least 4,000’ back into the
earth where the water originated
• Residual oil is recovered and sold prior to re-
injection.
(1) Source: Steven Mueller, Southwestern Energy CEO, Houston Strategy Forum
(2) CELP does not own trucks but serves trucking companies
(3) CELP has four facilities that currently receive piped water via eight pipelines
Who We Are
14
Water & Environmental Midstream Services
You can not produce oil or natural gas without producing saltwater that needs to be properly managed. Saltwater
disposal is regulated by various states and the US EPA with Class II injection wells designed to protect the environment.
• Oil and natural gas exploration and production
companies
• Trucking companies that serve oil & gas operators
• Third party purchasers of residual oil operating in
regions we serve
• Serves 50+ customers including dozens of
investment grade publicly-traded E&Ps
Our Customers
How We Generate Revenue
• SWD facility charges a fee per barrel of saltwater
disposed. Fees can vary depending upon
feedstock
• SWD facility sells residual oil / skim oil usually
from recovery during the treatment process
• Management fees for managing 3rd party SWD’s
• Transportation fees for pipelines (pending)
(1) 100% owned facilities
Disposed Saltwater Volumes(1)
Average Revenue per Barrel
0
2
4
6
8
10
12
0
500,000
1,000,000
1,500,000
2,000,000
2,500,000
3,000,000
3,500,000
4,000,000
4,500,000
5,000,000
5,500,000
6,000,000
Q2'11 Q3'11 Q4'11 Q1'12 Q2'12 Q3'12 Q4'12 Q1'13 Q2'13 Q3'13 Q4'13 Q1'14 Q2'14 Q3'14 Q4'14 Q1'15
Quarterly Disposed Volumes Of Saltwater In Barrels Average Number of SWD Facilities
Barrels Facilities
$0.00
$0.30
$0.60
$0.90
$1.20
$1.50
Q1'13 Q2'13 Q3'13 Q4'13 Q1'14 Q2'14 Q3'14 Q4'14 Q1'15
$ per barrel
Avg. $1.13
Decline in $/bbl primarily
oil related
Our facilities are < 40% utilized today with the
downturn and have substantial capacity to generate
more revenue & cash flow when activity resumes
without any incremental capital
15
Cypress/TIR team
has significant
industry experience
and connections
High quality new SWD
facilities in active U.S.
oil & gas producing
regions
Independent inspection
& integrity business
serving large pipeline
owners of North
America
Provide services
throughout long life
of customers’ assets
Heightened industry
focus on regulatory
compliance and safety
Increasing U.S. energy
activity – “U.S. Energy
Independence”
Cypress/TIR team has
significant industry
experience and
connections
Consolidation and
growth opportunities in
highly fragmented
markets
A Growing & Attractive Midstream Services Company
16
Appendix
17
First Quarter 2015 Highlights
• Dividend: $4.8 million or $0.406413 per unit
• Revenue: $94.1 million
• Distributable Cash Flow: $4.4 million or .91X
coverage
• Adj. EBITDA: $5.6 million
o Attributable to CELP - $5.0 million
• Net income: $2.8 million
o Attributable to CELP - $2.7 million
PI&IS Summary(1)
Revenue(2) And Adjusted EBITDA(2)
W&ES Summary
Revenue
Adj. EBITDA
(1) Includes 100% of PI&IS
(2) Includes 100% of W&ES and 100% of PI&IS
Disposal Volume
Revenue
(4)
Avg. # of Inspectors
Revenue
Consolidated CELP Financial Performance: Q1’15
4.0 4.6
$5.3
$4.3
$0
$1
$2
$3
$4
$5
$6
$7
$8
$9
$10
0
1
2
3
4
5
6
7
8
9
10
3/31/14 3/31/15
Revenue(DollarsinMillions)
DisposedSaltwater(MMBbl)
3 Months Ended
1,506 1,470
$92.3
$89.8
$0
$100
0
500
1,000
1,500
2,000
3/31/14 3/31/15
Revenue(DollarsinMillions)
AverageNumberofInspectors
3 Months Ended
97.5 $94.1
$6.5
$5.6
$0
$2
$4
$6
$8
$10
$0
$20
$40
$60
$80
$100
$120
$140
3/31/14 3/31/15
Adj.EBITDA(Dollarsin
Millions)
Revenue(DollarsinMillions)
3 Months Ended
18
Full Year 2014 Highlights
• Revenue: $404.4 million
• Distributable Cash Flow: $17.8 million
• Adj. EBITDA: $28.5 million
o Attributable to CELP - $18.2 million
• Net income: $17.4 million (excl. impairment charges of
$32.5MM)
o Attributable to CELP - $12.2 million
(excluding impairment charges of $32.5MM)
PI&IS Summary(1)
Revenue(2) And Adjusted EBITDA(2)
W&ES Summary
Revenue
Adj. EBITDA
(1) Includes 100% of PI&IS (Since 6/26/13 for 12/31/13)
(2) Includes 100% of W&ES and 100% of PI&IS (Since 6/26/13 for 12/31/13)
Disposal Volume
Revenue
(4)
Avg. # of Inspectors
Revenue
Consolidated CELP Financial Performance: 2014 FY
19.5 19.1
$22.2 $22.4
$0
$5
$10
$15
$20
$25
$30
0
5
10
15
20
25
30
12/31/13 12/31/14
Revenue(DollarsinMillions)
DisposedSaltwater(MMBbl)
3 Months Ended
1,706 1,535
$226.9
$382.0
$0
$100
$200
$300
$400
$500
0
500
1,000
1,500
2,000
12/31/13 12/31/14
Revenue(DollarsinMillions)
AverageNumberofInspectors
12 Months Ended
$249.1
$404.4
$23.1
$28.5
$0
$3
$6
$9
$12
$15
$18
$21
$24
$27
$30
$0
$50
$100
$150
$200
$250
$300
$350
$400
12/31/13 12/31/14
Adj.EBITDA(Dollarsin
Millions)
Revenue(DollarsinMillions)
12 Months Ended
19
• Per our Omnibus Agreement, the 49.9% owners previously absorbed additional costs (“subsidies”) benefiting
CELP, including:
1) Incremental interest expense for credit facility use
2) 100% of the non-cash amortization fees associated with the CELP credit facility that supports TIR
3) 100% of the cash non-use fees on the credit facility
• The net impact is that CELP – through it’s 50.1% interest – enjoyed ~ 58% of TIR’s distributable cash flow
(“DCF”) prior to the acquisition of the remaining 49.9% interest (and 42% DCF) in February 2015.
2014 CELP EBITDA to DCF Reconciliation
(U.S. Dollars In Thousands)
Less :Attributable
to 49.9% TIR
Interest
Less: Attributable to
GP & Other Non-
Controlling
Attributable to
Partners
YE Period from IPO YE YE
12/31/14 To 12/31/2014 12/31/14 12/31/14
Net Income (15,179)$ 4,682$ 440$ (20,301)$
Plus:
D&A Expense 6,513 1,276 388 4,849
Impairments 32,546 - - 32,546
Income Tax Expense 468 205 28 235
Interest Expense 3,208 2,165 182 861
Offering Costs / GP Costs 943 - 943 -
Adjusted EBITDA 28,499 8,328 1,981 18,190
Less:
Cash Interest, Taxes & Maint. Cap-ex 3,833 3,006 446 381
Distributable Cash Flow 24,666$ 5,322$ 1,535$ 17,809$
~ 40%
20
Financial Flexibility – Credit Facility
• Credit Facility of $200 MM (Amended 10/21/14)
− Arrangers: Deutsche Bank, BMO
− $75 MM Borrowing Base Facility &
$125 MM Acquisition Facility
− Also provides for $125 MM Accordion(1)
• Total Availability after TIR Drop and Brown Integrity
acquisition of ~ $59 MM
• All covenants based on 100% Adj. EBITDA rather
than Adj. EBITDA Attributable To Controlling
Interests
Debt Outstanding and Capacity by Quarter
(1) Accordion subject to additional commitments from lenders and satisfaction of certain other conditions
(2) Does not included an additional $11 million borrowed on May 2015 to fund the Brown Integrity acquisition
(3) Leverage covenant excludes Borrowing Base Facility outstanding per credit agreement
Credit Facility CELP Debt
75.0 70.0 70.0 75.0 77.6
130.2
-
50.0
100.0
150.0
200.0
250.0
300.0
350.0
-
50.0
100.0
150.0
200.0
250.0
300.0
350.0
Q4'13 Q1'14 Q2'14 Q3'14 Q4'14 Q1'15
Outstanding Debt Debt Capacity Capacity with Accordion
(2)
(3)

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Naptp new outline presentation 5 18 2015 v4

  • 1. NYSE:CELP Peter C. Boylan III – Chairman & CEO Les Austin – Vice President & CFO NAPTP 2015 MLP Investor Conference May 21, 2015
  • 2. 2 Legal Information Some of the statements in this presentation concerning future performance are forward-looking within the meaning of U.S. securities laws. Forward-looking statements discuss the Company’s future expectations, contain projections of results of operations or of financial condition, forecasts of future events or state other forward-looking information. Words such as “may,” “assume,” “forecast,” “position,” “strategy,” “expect,” “intend,” “plan,” “estimate,” “anticipate,” “believe,” “project,” “budget,” “potential,” or “continue,” and similar expressions are used to identify forward-looking statements. Forward-looking statements may include statements that relate to, among other things, availability of cash flow to pay minimum quarterly distributions on the Company’s common units; the consummation of financing, acquisition or disposition transactions and the effect thereof on the Company’s business; the Company’s existing or future indebtedness and credit facilities; the Company’s liquidity, results of operations and financial condition; future legislation and changes in regulations or governmental policies or changes in enforcement or interpretations thereof; changes in energy policy; increases in energy conservation efforts; technological advances; volatility in the capital and credit markets; the impact of worldwide economic and political conditions; the impact of wars and acts of terrorism; weather conditions or catastrophic weather-related damage; earthquakes and other natural disasters; unexpected environmental liabilities; the outcome of pending or future litigation; and other factors, including those discussed in “Risk Factors” section of our annual report on Form 10-K. Except for historical information contained in this presentation, the matters discussed in this presentation include forward-looking statements that involve risks and uncertainties. The Company does not undertake and specifically declines any obligation to publicly release the results of any revisions to these forward-looking statements that may be made to reflect any future events or circumstances after the date of such statements or to reflect the occurrence of anticipated and unanticipated events. Forward-looking statements are not guarantees of future performance or an assurance that the Company’s current assumptions or projections are valid. Actual results may differ materially from those projected. You are strongly encouraged to closely consider the additional disclosures and risk factors contained in the prospectus.
  • 3. 3 Cypress Energy Partners LP – Midstream Services OVERVIEW We strive to be the premier midstream energy services company in markets we serve by building strong relationships with our stakeholders including customers, partners, employees, regulators, and suppliers. • History: Cypress Energy Partners was started in 2012 to provide a variety of midstream services to energy companies in North America. We completed our IPO in January 2014 and exceeded our distribution per unit estimates in our first year. • Currently We Operate in Two Business Segments in United States & Canada: • Water & Environmental Services (W&ES): Provide midstream services to oil and natural gas producers to dispose of their energy waste. Currently own & operate eleven commercial salt water disposal (SWD) facilities. • Pipeline Inspection & Integrity Services (PI&IS): Provide midstream services to energy, public utility, and pipeline / MLP companies in the United States and Canada. These services are mandated by federal and state laws. Our inspection subsidiary TIR has an impressive 11-year history of double digit growth in revenue and EBITDA. • IRS PLR : We have an IRS private letter ruling (PLR) that covers additional diversified opportunities and expansion potential into areas that historically have not previously been MLP-eligible. • Highly Experienced Management: We have assembled a talented, experienced management team and Board of Directors with 200+ years of energy experience and substantial success building value for investors. • Aligned Interests: CELP insiders retain approximately 65% of the limited partner (LP) units and 100% of the general partner (GP), aligning the interests of our executive team and Board of Directors with unitholders. • Unitholder Distributions: We plan to grow our distributions per unit by 10% annually over the long term through a combination of organic growth and disciplined acquisitions. We have completed three acquisitions since our IPO. • Capital Flexibility: We have an attractive credit facility and will soon file our S-3 shelf registration statement.
  • 4. 4 CELP Timeline and History Cypress Energy Partners Founded March 2012 Initial Cypress Acquisitions of SWDs December 2012 Cypress Acquires Control of TIR June 2013 Cypress IPO January 2014 Acquire SWD Bakken December 2014 Acquire Remaining 49% of TIR February 2015 Acquire 51% of Brown Integrity May 2015 Q3’14 dividend of $0.406413 Q2’14 dividend of $0.396844 Q1’14 initial dividend of $0.3875 Q4’14 dividend of $0.406413 Q1’15 dividend of $0.406413 2012 2013 2014 2015 Q1’14 average closing price: $23.20 Q2’14 average closing price: $23.23 Q3’14 average closing price: $23.97 Q4’14 average closing price: $19.04 Q1’15 average closing price: $15.98
  • 5. 5 CELP Growth Opportunities • Diversification: Plan to diversify into other businesses covered in our PLR over time including:  Additional pipeline & inspection midstream-related activities required by federal and state laws  Other midstream services that are intrinsic activities required to support energy customers  Other traditional MLP activities including midstream, storage, rail & trans-loading facilities, etc.  Additional SWDs, pipelines, solids, recycling, oil reclamation, and expanded geography / basins • W&ES: Plan to grow through focus on piped water. Four facilities currently receive piped volumes from eight pipelines • Piped water offers a stable volume source and currently represents over 25% of our volumes • PI: Expand current TIR customer base of 60+ clients • Increasing government regulations grow demand for outsourced inspection services • 12% growth projected in pipeline market in 2015(1) • IS: Expand Brown Integrity services to more states, including the 47 states TIR operates in. Brown is currently operating in six states • Increasing regulations also grow demand for integrity services • NDE, pigging, smart pigging, aerial surveillance, etc. Acquisitions Organic Growth (1) Source: Stifel Diversified Industrials Industries Update, February 2015
  • 6. 6 CELP Growth Opportunities - PLR  Removal, treatment, recycling and disposal of flowback and produced water (SWDs transportation, pipelines, etc.)  Removal, treatment, recycling and disposal of completion fluids, drilling mud, drill cuttings, contaminated soil, tank bottoms, pit water and fracturing fluids  Removal, treatment, recycling and disposal of fluids from cleaning storage tanks, trucks and equipment  Marketing and distribution of chemicals and salvaged hydrocarbons  Infrastructure inspection required by law including oil and gas pipelines or gathering systems, drilling, E&P, mineral and natural resources mining  Transportation and heating of frac water  Design, own, manage and operate oil and rail transportation assets  Communications for remote monitoring of E&P assets Qualifying Income Under Our PLR Recently issued IRS guidance on qualifying income should not have an adverse impact on any of our existing segments. There are potential growth opportunities associated with our intrinsic activities essential to the energy industry.
  • 7. 7 Federal and some state regulations require pipeline operators to develop integrity management programs and conduct inspections, with operators outsourcing elements. End Users Wellhead Gathering System Processing/Treating Facilities Pipelines/Transportation Lines/Storage Facilities Construction and Repair Management  Project supervision and coordination of field activities  Dig site excavation oversight  Defect assessments and mapping/surveying  Documentation Staking Services  AGM placement  Dig site staking In-line Inspection  Smart pigs  Pig tracking Integrity Assessment • Hydrostatic testing • Pneumatic pressure testing Other Non-destructive Examination (NDE) Inspection  Visual/aerial  X-ray  Ultrasonic Data and Integrity Program Management Services  Smart pig and other NDE inspection data  Anomaly and above ground marker (AGM) reports  Automated dig sheet generation Pipeline Inspection & Integrity Midstream Services
  • 8. 8 Potential IMP Services: In-line Inspection (ILI) Pig Close Interval Surveys (CIS) Maintenance Pigging – Supplyhouse Leak Detection Surveys Aerial Patrol ROW Current IMP Services: Hydrostatic Testing External Corrosion Direct Assessment ECDA Pig Tracking Dig Staking Inspection NDE Current Services: Right of Way Acquisitions (limited) The Life Cycle of a Pipeline New Construction Initial Assessment (baseline) Risk Assessment In-line Inspection (ILI) Pig Hydrotest Close Interval Surveys (CIS) ECDA Pig Tracking Leak Detection Data Review Remediation Dig Staking Inspection NDE Record Retention / Documentation CartoPac PHMSA Required Testing: • Five years: liquid pipelines • Seven years: gas pipelines 40 – 60 year expected pipeline life Potential Services: Engineering / Design ROW Survey / Drafting Pipeline Supply Barcode Scanning Integrity Management Program (IMP) Pipelines require inspection and integrity services for the entire life cycle.
  • 9. 9 Pipeline Inspection & Integrity Midstream Services You can not deliver oil, natural gas, or other products to end users (refineries, gas plants, homes, factories, storage, etc.) without pipelines that require inspection services. North American infrastructure is aging, requiring more oversight & repairs. Market Dynamics (1) Source: Pipeline and Hazardous Materials Safety Administration (PHMSA), U.S. Department of Transportation main website (2) Source: Stifel Diversified Industrials Industries Update, February 2015 • Over 2.3 million miles of transmission and distribution pipelines and millions of miles of gathering systems(1) • Recent accidents and regulations have increased oversight for Local Distribution Companies (LDC), Public Utility Companies (PUC), gathering systems and utility pipelines • Gathering systems are subject to scrutiny and federal regulations and in some cases state regulations • ~12% growth projected in the pipeline market in 2015(2) • Aging pipeline infrastructure will drive demand for pipeline services • Pipeline inspection and integrity services such as pig tracking, mobile x-ray / ultrasonic testing, and other inspection can identify anomalies before they lead to bigger problems • Pipelines require substantial recurring maintenance during their lifetimes • Substantial new pipeline infrastructure is required to support our growth in supply and energy independence Pipelines 12% 48% 30% 10% 0% 10% 20% 30% 40% 50% 60% Pre-1950 1950-1969 1970-1999 2000-2009 U.S Pipeline Age Distribution by Date of Installation
  • 10. 10 Pipeline Inspection & Integrity DivisionsWhoWeAre Integrity Tulsa Inspection Resources (TIR) provides inspection and integrity services to oil and gas pipelines and related facilities One of the leading providers of independent inspectors to North America pipeline industry Proprietary database of 12,000+ inspectors TIR: Provides pipeline integrity field support services. Offers turnkey integrity services from initial AGM site survey and make-ready maintenance through to anomaly remediation and DOT final reporting Brown Integrity: Industry leader in pipeline integrity assessment hydro testing both on and offshore Inspects oil, refined fuels, and NGL pipeline systems and associated infrastructure Inspects gas gathering systems and related facilities Inspects public utility distribution systems Inspects storage facilities, compression stations, transfer stations, etc. Provides professionals for all classifications of inspectors TIR: Provides full service integrity department, project management, in-line inspection support services, CIS, DOC, GPS combination surveys, maintenance inspection and make-ready TIR NDE Technologies: FAST, QUEST, Phased Array, OD Anomaly Assessment Brown: Provides hydrostatic and related services to the pipeline industry, both onshore and offshore Midstream companies are largest user of services Over 60+ clients in North America, most are publicly-traded TIR: Brown: ServicesCustomers Inspection
  • 11. 11 Pipeline Inspection & Integrity Midstream Services Tulsa Inspection Resources (“TIR”) has an excellent history, recently celebrating its 11th anniversary. • Operators of pipelines and related infrastructure face increasingly stringent government regulations and safety requirements • 60+ clients in North America, majority are investment grade publicly-traded companies  Midstream companies  Oil and gas producers with gathering systems  Local Distribution Companies (LDC)  Public Utility Companies (PUC) Our Customers How We Generate Revenue • Pipeline inspection is a growing multi-billion dollar market • Customers typically pay daily rate per inspector, and per diem expenses • Results driven by the number and type of inspectors performing services and the fees they charge o Inspection services gross margins ~9% o Higher gross margins associated with Non- Destructive Examinations (NDE) and hydrostatic testing ~25% • Recurring revenue opportunities with maintenance, repair and operations (MRO) activities TIR Performance 716 1,153 1,745 1,552 - 200 400 600 800 1,000 1,200 1,400 1,600 1,800 2,000 Average TIR Inspector Headcount per Quarter $145.3 $233.8 $379.9 $382.0 $89.8 $- $50.0 $100.0 $150.0 $200.0 $250.0 $300.0 $350.0 $400.0 $450.0 2011 2012 2013 2014 Q1'2015 TIR Revenue $ In Millions
  • 12. 12 Water & Environmental Midstream Essential Services Water Handling And Disposal Is A Growing, Multi-Billion Dollar Annual Market Flowback: up to 47% of injected water within 10 days(1) Water Acquisition Fracturing Fluid Mixing Fracturing Fluid Injection Production of Oil/Gas And Saltwater Well Completion Produced Water Transportation Saltwater Disposal (SWD) Flowback Water Transportation Recycling Saltwater Injection Residual Oil Sales = Current Cypress Activities Pipeline (1) Source: University of North Dakota Study of Bakken wells, April 2010 E&P Companies prefer to pipe water to SWD’s instead of truck water whenever possible. You can not produce oil or gas without producing water & solids that need to be properly disposed. Pipelines are preferred by E&P Companies
  • 13. 13 Water & Environmental Services – CELP Facilities • Own 11 SWD facilities • 9 North Dakota facilities in Williston Basin • 2 Texas facilities in Permian Basin • Annual injection capacity of ~50 million barrels • Serve over 50+ customers including: SWD facility SWD facility with piped water Salt Water Disposal Facility • Highly fragmented market ripe for consolidation • 15-30% of a well’s cost is due to water handling issues(1) • Two methods of saltwater disposal transportation: • Trucking – Historical approach(2) • Pipeline – E&P Preferred approach(3) • Industry standard regulated processes require the subsurface injection of wastewater deep into the earth to protect the environment • A typical facility includes infrastructure for unload, filtration, treatment, storage (water, oil), pumps, disposal wells and associated equipment • Water is received, treated and stored prior to injection into the well at depths of at least 4,000’ back into the earth where the water originated • Residual oil is recovered and sold prior to re- injection. (1) Source: Steven Mueller, Southwestern Energy CEO, Houston Strategy Forum (2) CELP does not own trucks but serves trucking companies (3) CELP has four facilities that currently receive piped water via eight pipelines Who We Are
  • 14. 14 Water & Environmental Midstream Services You can not produce oil or natural gas without producing saltwater that needs to be properly managed. Saltwater disposal is regulated by various states and the US EPA with Class II injection wells designed to protect the environment. • Oil and natural gas exploration and production companies • Trucking companies that serve oil & gas operators • Third party purchasers of residual oil operating in regions we serve • Serves 50+ customers including dozens of investment grade publicly-traded E&Ps Our Customers How We Generate Revenue • SWD facility charges a fee per barrel of saltwater disposed. Fees can vary depending upon feedstock • SWD facility sells residual oil / skim oil usually from recovery during the treatment process • Management fees for managing 3rd party SWD’s • Transportation fees for pipelines (pending) (1) 100% owned facilities Disposed Saltwater Volumes(1) Average Revenue per Barrel 0 2 4 6 8 10 12 0 500,000 1,000,000 1,500,000 2,000,000 2,500,000 3,000,000 3,500,000 4,000,000 4,500,000 5,000,000 5,500,000 6,000,000 Q2'11 Q3'11 Q4'11 Q1'12 Q2'12 Q3'12 Q4'12 Q1'13 Q2'13 Q3'13 Q4'13 Q1'14 Q2'14 Q3'14 Q4'14 Q1'15 Quarterly Disposed Volumes Of Saltwater In Barrels Average Number of SWD Facilities Barrels Facilities $0.00 $0.30 $0.60 $0.90 $1.20 $1.50 Q1'13 Q2'13 Q3'13 Q4'13 Q1'14 Q2'14 Q3'14 Q4'14 Q1'15 $ per barrel Avg. $1.13 Decline in $/bbl primarily oil related Our facilities are < 40% utilized today with the downturn and have substantial capacity to generate more revenue & cash flow when activity resumes without any incremental capital
  • 15. 15 Cypress/TIR team has significant industry experience and connections High quality new SWD facilities in active U.S. oil & gas producing regions Independent inspection & integrity business serving large pipeline owners of North America Provide services throughout long life of customers’ assets Heightened industry focus on regulatory compliance and safety Increasing U.S. energy activity – “U.S. Energy Independence” Cypress/TIR team has significant industry experience and connections Consolidation and growth opportunities in highly fragmented markets A Growing & Attractive Midstream Services Company
  • 17. 17 First Quarter 2015 Highlights • Dividend: $4.8 million or $0.406413 per unit • Revenue: $94.1 million • Distributable Cash Flow: $4.4 million or .91X coverage • Adj. EBITDA: $5.6 million o Attributable to CELP - $5.0 million • Net income: $2.8 million o Attributable to CELP - $2.7 million PI&IS Summary(1) Revenue(2) And Adjusted EBITDA(2) W&ES Summary Revenue Adj. EBITDA (1) Includes 100% of PI&IS (2) Includes 100% of W&ES and 100% of PI&IS Disposal Volume Revenue (4) Avg. # of Inspectors Revenue Consolidated CELP Financial Performance: Q1’15 4.0 4.6 $5.3 $4.3 $0 $1 $2 $3 $4 $5 $6 $7 $8 $9 $10 0 1 2 3 4 5 6 7 8 9 10 3/31/14 3/31/15 Revenue(DollarsinMillions) DisposedSaltwater(MMBbl) 3 Months Ended 1,506 1,470 $92.3 $89.8 $0 $100 0 500 1,000 1,500 2,000 3/31/14 3/31/15 Revenue(DollarsinMillions) AverageNumberofInspectors 3 Months Ended 97.5 $94.1 $6.5 $5.6 $0 $2 $4 $6 $8 $10 $0 $20 $40 $60 $80 $100 $120 $140 3/31/14 3/31/15 Adj.EBITDA(Dollarsin Millions) Revenue(DollarsinMillions) 3 Months Ended
  • 18. 18 Full Year 2014 Highlights • Revenue: $404.4 million • Distributable Cash Flow: $17.8 million • Adj. EBITDA: $28.5 million o Attributable to CELP - $18.2 million • Net income: $17.4 million (excl. impairment charges of $32.5MM) o Attributable to CELP - $12.2 million (excluding impairment charges of $32.5MM) PI&IS Summary(1) Revenue(2) And Adjusted EBITDA(2) W&ES Summary Revenue Adj. EBITDA (1) Includes 100% of PI&IS (Since 6/26/13 for 12/31/13) (2) Includes 100% of W&ES and 100% of PI&IS (Since 6/26/13 for 12/31/13) Disposal Volume Revenue (4) Avg. # of Inspectors Revenue Consolidated CELP Financial Performance: 2014 FY 19.5 19.1 $22.2 $22.4 $0 $5 $10 $15 $20 $25 $30 0 5 10 15 20 25 30 12/31/13 12/31/14 Revenue(DollarsinMillions) DisposedSaltwater(MMBbl) 3 Months Ended 1,706 1,535 $226.9 $382.0 $0 $100 $200 $300 $400 $500 0 500 1,000 1,500 2,000 12/31/13 12/31/14 Revenue(DollarsinMillions) AverageNumberofInspectors 12 Months Ended $249.1 $404.4 $23.1 $28.5 $0 $3 $6 $9 $12 $15 $18 $21 $24 $27 $30 $0 $50 $100 $150 $200 $250 $300 $350 $400 12/31/13 12/31/14 Adj.EBITDA(Dollarsin Millions) Revenue(DollarsinMillions) 12 Months Ended
  • 19. 19 • Per our Omnibus Agreement, the 49.9% owners previously absorbed additional costs (“subsidies”) benefiting CELP, including: 1) Incremental interest expense for credit facility use 2) 100% of the non-cash amortization fees associated with the CELP credit facility that supports TIR 3) 100% of the cash non-use fees on the credit facility • The net impact is that CELP – through it’s 50.1% interest – enjoyed ~ 58% of TIR’s distributable cash flow (“DCF”) prior to the acquisition of the remaining 49.9% interest (and 42% DCF) in February 2015. 2014 CELP EBITDA to DCF Reconciliation (U.S. Dollars In Thousands) Less :Attributable to 49.9% TIR Interest Less: Attributable to GP & Other Non- Controlling Attributable to Partners YE Period from IPO YE YE 12/31/14 To 12/31/2014 12/31/14 12/31/14 Net Income (15,179)$ 4,682$ 440$ (20,301)$ Plus: D&A Expense 6,513 1,276 388 4,849 Impairments 32,546 - - 32,546 Income Tax Expense 468 205 28 235 Interest Expense 3,208 2,165 182 861 Offering Costs / GP Costs 943 - 943 - Adjusted EBITDA 28,499 8,328 1,981 18,190 Less: Cash Interest, Taxes & Maint. Cap-ex 3,833 3,006 446 381 Distributable Cash Flow 24,666$ 5,322$ 1,535$ 17,809$ ~ 40%
  • 20. 20 Financial Flexibility – Credit Facility • Credit Facility of $200 MM (Amended 10/21/14) − Arrangers: Deutsche Bank, BMO − $75 MM Borrowing Base Facility & $125 MM Acquisition Facility − Also provides for $125 MM Accordion(1) • Total Availability after TIR Drop and Brown Integrity acquisition of ~ $59 MM • All covenants based on 100% Adj. EBITDA rather than Adj. EBITDA Attributable To Controlling Interests Debt Outstanding and Capacity by Quarter (1) Accordion subject to additional commitments from lenders and satisfaction of certain other conditions (2) Does not included an additional $11 million borrowed on May 2015 to fund the Brown Integrity acquisition (3) Leverage covenant excludes Borrowing Base Facility outstanding per credit agreement Credit Facility CELP Debt 75.0 70.0 70.0 75.0 77.6 130.2 - 50.0 100.0 150.0 200.0 250.0 300.0 350.0 - 50.0 100.0 150.0 200.0 250.0 300.0 350.0 Q4'13 Q1'14 Q2'14 Q3'14 Q4'14 Q1'15 Outstanding Debt Debt Capacity Capacity with Accordion (2) (3)