Tallgrass Energy, LP (Form: SC 13E3/A, Received: 03/09/2020 13:48:14)

Amount Previously Paid:

Filing Party:

Tallgrass Energy, LP

Form or Registration No.:

Schedule 14A

Date Filed:

January 21, 2020;

February 11, 2020

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13E-3

RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E)

OF THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

TALLGRASS ENERGY, LP

(Name of the Issuer)

Tallgrass Energy, LP

Tallgrass Energy GP, LLC

Prairie Private Acquiror LP

Prairie Merger Sub LLC

Prairie Non-ECI Acquiror LP

Prairie ECI Acquiror LP

Prairie VCOC Acquiror LP

Prairie Secondary Acquiror LP

Prairie Secondary Acquiror E LP

Prairie GP Acquiror LLC

(Names of Persons Filing Statement)

CLASS A SHARES REPRESENTING LIMITED PARTNER INTERESTS

(Title of Class of Securities)

874696107

(CUSIP Number of Class of Securities)

Christopher R. Jones

Tallgrass Energy, LP

4200 W. 115th Street, Suite 350

Leawood, KS 66211

(913) 928-6060

John G. Finley

The Blackstone Group Inc.

345 Park Avenue

New York, NY 10154

(212) 583-5000

(Name, Address, and Telephone Numbers of Person Authorized to Receive Notices and Communications on Behalf of the Persons Filing Statement)

With copies to

Mollie Duckworth

Baker Botts L.L.P.

87 San Jacinto Blvd., Suite 1500

Austin, TX 78701

(512) 322-2500

Keith Fullenweider

Lande Spottswood

Vinson & Elkins L.L.P.

1001 Fannin Street, Suite 2500

Houston, TX 77002

(713) 758-2222

This statement is filed in connection with (check the appropriate box):


a.	☒	The filing of solicitation materials or an information statement subject to Regulation 14A, Regulation 14C or Rule 13E-3(c) under the Securities Exchange Act of 1934.

b.	☐	The filing of a registration statement under the Securities Act of 1933.

c.	☐	A tender offer.

d.	☐	None of the above.

Check the following box if the soliciting materials or information statement referred to in checking box (a) are preliminary copies: ☒

Check the following box if the filing is a final amendment reporting the results of the transaction: ☐

CALCULATION OF FILING FEE


Transaction Valuation*		Amount of Filing Fee**

$3,500,657,730		$454,528

Calculated solely for the purpose of determining the filing fee in accordance with Rule 0-11(b)(1) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The transaction valuation is calculated based on the aggregate cash payment for the proposed per-Class A share cash payment of $22.45 multiplied by 155,931,302 outstanding Class A shares of the issuer subject to the transaction (which equals to the total outstanding Class A shares less the Class A shares held by Prairie ECI Acquiror LP, Prairie Non-ECI Acquiror LP, Prairie VCOC Acquiror LP, Prairie Secondary Acquiror LP, and Prairie Secondary Acquiror E LP) (the “Transaction Valuation”).

**	The filing fee, calculated in accordance with Rule 0-11 of the Securities Exchange Act of 1934, is calculated by multiplying the Transaction Valuation by 0.0001298.

☒	Check the box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule, and the date of its filing.

INTRODUCTION

This Rule 13E-3 Transaction Statement on Schedule 13E-3 (this “Transaction Statement”), together with the exhibits hereto, is being filed with the Securities and Exchange Commission (the “SEC”) pursuant to Section 13(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), by (i) Tallgrass Energy, LP, a Delaware limited partnership (“TGE”) and the issuer of the Class A shares representing limited partner interests in TGE (the “Class A shares”) that are subject to the Rule 13E-3 transaction; (ii) Tallgrass Energy GP, LLC, a Delaware limited liability company and the general partner of TGE (“TGE GP”); (iii) Prairie Private Acquiror LP, a Delaware limited partnership (“Buyer”); (iv) Prairie Merger Sub LLC, a Delaware limited liability company (“Buyer Sub”); (v) Prairie Non-ECI Acquiror LP, a Delaware limited partnership; (vi) Prairie ECI Acquiror LP, a Delaware limited partnership; (vii) Prairie VCOC Acquiror, a Delaware limited partnership; (viii) Prairie Secondary Acquiror LP, a Delaware limited partnership; (ix) Prairie Secondary Acquiror E LP, a Delaware limited partnership ((v) through (ix) collectively, the “Sponsors”); and (x) Prairie GP Acquiror LLC, a Delaware limited liability company (“Blackstone GP Acquiror”). Collectively, the persons filing this Transaction Statement are referred to as the “filing persons.”

This Transaction Statement relates to the Agreement and Plan of Merger, dated as of December 16, 2019 (the “Merger Agreement”), by and among TGE, TGE GP, Buyer and Buyer Sub. Pursuant to the Merger Agreement, and subject to the satisfaction or waiver of certain conditions therein, Buyer will merge with and into TGE (the “Merger”), with TGE surviving the Merger and continuing to exist as a Delaware limited partnership. At the effective time of the Merger (the “Effective Time”), each Class A share issued and outstanding as of immediately prior to the Effective Time, other than Class A shares and Class B shares representing limited partner interests in TGE (“Class B shares”) held immediately prior to the Effective Time by the Sponsors or their respective permitted transferees under that certain Equityholders Agreement, by and among Jasmine Ventures Pte. Ltd., BIP Aggregator Q L.P., Blackstone Infrastructure Partners – V L.P., Blackstone Infrastructure Associates L.P., Enagas Holding USA, S.L.U, Enagas U.S.A. LLC, BIP Holdings Manager L.L.C., BIP Prairie E L.P., BIP Prairie E Manager L.L.C., Prairie Non-ECI Aggregator LP, Prairie Non-ECI Acquiror Holdco LP, Prairie Non-ECI Acquiror LP, Prairie ECI Aggregator LP, Prairie ECI Acquiror Holdco LP, Prairie ECI Acquiror LP, Prairie VCOC Aggregator LP, Prairie VCOC Acquiror Holdco LP, Prairie VCOC Acquiror LP, Prairie Secondary Acquiror LP and Blackstone GP Acquiror, dated as of March 11, 2019 (such shares, the “Sponsor Shares”), will be converted into the right to receive $22.45 in cash, to be paid without interest (the “Merger Consideration”). As of the Effective Time, all of the Class A shares converted into the right to receive the Merger Consideration will no longer be outstanding and will automatically be cancelled and cease to exist. The Sponsor Shares, Class B shares and units representing limited liability company interests in Tallgrass Equity, LLC, a Delaware limited lability company, issued and outstanding immediately prior to the Effective Time will be unaffected by the Merger and will be unchanged and remain outstanding following the Effective Time. Except to the extent expressly set forth set forth in any award of equity participation shares issued under the Tallgrass MLP GP, LLC or TGE GP long-term incentive plans (such shares, the “TGE EPSs” and such plans, the “TGE LTIPs”) granted after the date of the Merger Agreement, immediately prior to the Effective Time, each award of TGE EPSs outstanding will continue to remain outstanding, subject to the terms and conditions (including with respect to vesting and forfeiture) applicable to such award immediately prior to the Effective Time, provided that any performance-based vesting conditions will be waived as of the Effective Time. Notwithstanding anything in the TGE LTIPs or the applicable award agreement, and except to the extent otherwise expressly set forth in any award of TGE EPSs granted after the date of the Merger Agreement, each award of TGE EPSs will be settled at the time provided in the applicable award agreement in an amount of cash per TGE EPS equal to the fair market value (as defined in the applicable TGE LTIP) of a Class A share on the date of settlement. In addition, TGE has agreed in the Merger Agreement not to pay any distributions with respect of its Class A shares during the pendency of the transactions contemplated by the Merger Agreement, in each case, without the prior written consent of Buyer. The Merger is subject to certain closing conditions, including approval by the holders of Class A shares and Class B shares (“TGE Shareholders”) representing a majority of the issued and outstanding Class A shares and Class B shares, voting as a single class, of the Merger Agreement at a special meeting of TGE Shareholders.

The conflicts committee of the TGE GP Board (the “Conflicts Committee”), consisting of three independent directors, has unanimously determined, based upon the facts and circumstances it deemed relevant and appropriate, that the Merger Agreement and the transactions contemplated thereby, including the Merger, are in the best interests of TGE and the TGE Shareholders other than TGE GP and its affiliates, including Buyer, Buyer Sub, the Sponsors and their respective affiliates (the “TGE Unaffiliated Shareholders”) and has approved the Merger Agreement and the transactions contemplated thereby, including the Merger, such approval constituting “Special Approval” pursuant to

Section 7.9(a) of the Second Amended and Restated Agreement of Limited Partnership of TGE, dated as of July 1, 2018 (the “Partnership Agreement”). The Conflicts Committee, acting on behalf of TGE GP, in its capacity as the general partner of TGE, pursuant to the authority granted to the Conflicts Committee by the TGE GP Board, also directed that the Merger Agreement and the transactions contemplated thereby, including the Merger, be submitted to a vote of the TGE Shareholders at a meeting in accordance with the Partnership Agreement, and recommended that the TGE Shareholders approve the Merger Agreement and the transactions contemplated thereby, including the Merger. In determining to make its recommendation, the Conflicts Committee considered, among other things, the opinion of Evercore Group L.L.C., the financial advisor to the Conflicts Committee, to the effect that, as of the date of its opinion, and based upon the assumptions made, matters considered, procedures followed, and qualifications and limitations of the review undertaken in rendering its opinion set forth therein, the Merger Consideration was fair, from a financial point of view, to the TGE Unaffiliated Shareholders.

Concurrently with the filing of this Transaction Statement, TGE is filing a notice of meeting and a proxy statement (the “Proxy Statement”) under Section 14(a) of the Exchange Act with respect to the special meeting of TGE Shareholders, at which TGE Shareholders will be asked to consider and vote on, among other matters, a proposal to approve the Merger Agreement. A copy of the Proxy Statement is attached hereto as Exhibit (a)(1) and a copy of the Merger Agreement is attached as Annex A to the Proxy Statement. All references in this Transaction Statement to Items numbered 1001 to 1016 are references to Items contained in Regulation M-A under the Exchange Act.

Pursuant to General Instruction F to Schedule 13E-3, the information contained in the Proxy Statement, including all annexes thereto, is incorporated herein by reference in its entirety. Responses to each item herein are qualified in their entirety by the information contained in the Proxy Statement and the annexes thereto. The cross-references below are being supplied pursuant to General Instruction G to Schedule 13E-3 and show the location in the Proxy Statement of the information required to be included in response to the items of Schedule 13E-3. As of the date hereof, the Proxy Statement is in preliminary form and is subject to completion. Terms used but not defined in this Transaction Statement shall have the meanings given to them in the Proxy Statement.

All information concerning TGE contained in, or incorporated by reference into, this Transaction Statement was supplied by TGE. Similarly, all information concerning each other filing person contained in, or incorporated by reference into, this Transaction Statement was supplied by such filing person.

ITEM 1.

SUMMARY TERM SHEET

Regulation M-A Item 1001

The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers about the Merger and the Shareholder Meeting”

ITEM 2.

SUBJECT COMPANY INFORMATION

Regulation M-A Item 1002

(a) Name and Address. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet—Parties to the Merger”

“Information Concerning TGE”

(b) Securities. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet—Parties to the Merger—Tallgrass Energy, LP”

(c) Trading Market and Price. The information set forth in the Proxy Statement under the following caption is incorporated herein by reference:

“Market Price and Cash Distribution Information”

(d) Dividends. The information set forth in the Proxy Statement under the following caption is incorporated herein by reference:

“The Merger Agreement—Distributions”

“The Merger Agreement—Conduct of Business Pending the Merger”

“Market Price and Cash Distribution Information”

(e) Prior Public Offerings. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Information Concerning TGE—Prior Public Offerings”

(f) Prior Stock Purchases.

“Special Factors—Background of the Merger”

“Past Contacts, Transactions, Negotiations and Agreements Involving TGE and the Blackstone Parties—March 2019 Blackstone Acquisition”

ITEM 3.

IDENTITY AND BACKGROUND OF FILING PERSON

Regulation M-A Item 1003

(a)-(c) Name and Address; Business and Background of Entities; Business and Background of Natural Persons. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet—Parties to the Merger”

“Information Concerning TGE”

“Information Concerning the Blackstone Parties”

ITEM 4.

TERMS OF THE TRANSACTION

Regulation M-A Item 1004

(a) Material Terms. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers about the Merger and the Shareholder Meeting”

“Special Factors—Background of the Merger”

“Special Factors—Reasons for the Conflicts Committee’s Recommendation”

“Special Factors—Position of the Blackstone Parties as to the Fairness of the Merger”

“Special Factors—The Blackstone Parties’ Purpose and Reasons for the Merger”

“Special Factors—Effects of the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

“Special Factors—Certain Material U.S. Federal Income Tax Consequences of the Merger”

“Special Factors—No Dissenters’ or Appraisal Rights”

“Special Factors—Accounting Treatment”

“Information About the Shareholder Meeting and Voting—Vote Required; How Class A Shares and Class B Shares are Voted”

“The Merger Proposal”

“The Merger Agreement”

“The Support Agreement”

“Certain Material U.S. Federal Income Tax Consequences of the Merger”

“Security Ownership of Certain Beneficial Owners, Management and the Blackstone Parties”

Annex A—Agreement and Plan of Merger

Annex B—Support Agreement

(c) Different Terms. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers about the Merger and the Shareholder Meeting”

“Special Factors—Effects of the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

“Special Factors—Financing of the Merger”

“Special Factors—Provisions for Unaffiliated Security Holders”

“Special Factors—No Dissenters’ or Appraisal Rights”

“The Merger Agreement”

Annex A—Agreement and Plan of Merger

(d) Appraisal Rights. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet—No Dissenters’ or Appraisal Rights”

“Questions and Answers about the Merger and the Shareholder Meeting”

“Special Factors—No Dissenters’ or Appraisal Rights”

(e) Provisions for Unaffiliated Security Holders. The information set forth in the Proxy Statement under the following caption is incorporated herein by reference:

“Special Factors—Provisions for Unaffiliated Security Holders”

(f) Eligibility for Listing or Trading. Not applicable.

ITEM 5.

PAST CONTACTS, TRANSACTIONS, NEGOTIATIONS AND AGREEMENTS

Regulation M-A Item 1005

(a) (1)-(2) Transactions. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet—Interests of Certain Persons in the Merger”

“Special Factors—Background of the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

“Information Concerning the Blackstone Parties—Past Contacts, Transactions, Negotiations and Agreements Involving TGE and the Blackstone Parties”

“Incorporation of Certain Documents by Reference”

(b)-(c) Significant Corporate Events; Negotiations or Contacts. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Special Factors—Background of the Merger”

“Special Factors— Reasons for the Conflicts Committee’s Recommendation”

“Special Factors—Position of the Blackstone Parties as to the Fairness of the Merger”

“Special Factors—The Blackstone Parties’ Purpose and Reasons for the Merger”

“Special Factors—Effects of the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

“Special Factors—Financing of the Merger”

“The Merger Proposal—The Proposal”

“Market Price and Cash Distribution Information”

“Information Concerning the Blackstone Parties—Past Contacts, Transactions, Negotiations and Agreements Involving TGE and the Blackstone Parties”

Annex A—Agreement and Plan of Merger

(e) Agreements Involving the Subject Company’s Securities. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers about the Merger and the Shareholder Meeting”

“Special Factors—Interests of Certain Persons in the Merger”

“Special Factors—Financing of the Merger”

“Information About the Shareholder Meeting and Voting—Record Date and Quorum Requirement”

“Information About the Shareholder Meeting and Voting—Vote Required; How Class A Shares and Class B Shares are Voted”

“Information About the Shareholder Meeting and Voting—TGE Shares Beneficially Owned by TGE GP Directors and Executive Officers”

“The Merger Proposal—Vote Required”

“Market Price and Cash Distribution Information”

“The Merger Agreement”

“The Support Agreement”

“Information Concerning the Blackstone Parties—Past Contacts, Transactions, Negotiations and Agreements Involving TGE and the Blackstone Parties”

“Incorporation of Certain Documents by Reference”

Annex A—Agreement and Plan of Merger

Annex B—Support Agreement

ITEM 6.

PURPOSES OF THE TRANSACTION AND PLANS OR PROPOSALS.

Regulation M-A Item 1006

(b) Use of Securities Acquired. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers about the Merger and the Shareholder Meeting”

“Special Factors—Effects of the Merger”

“Special Factors—Primary Benefits and Detriments of the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

“Special Factors—Financing of the Merger”

“Delisting and Deregistration of Class A Shares”

Annex A—Agreement and Plan of Merger

(c) (1)-(8) Plans. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers about the Merger and the Shareholder Meeting”

“Special Factors—Background of the Merger”

“Special Factors—Reasons for the Conflicts Committee’s Recommendation”

“Special Factors—The Blackstone Parties’ Purpose and Reasons for the Merger”

“Special Factors—Effects of the Merger”

“Special Factors—Primary Benefits and Detriments of the Merger”

“Special Factors—Financing of the Merger”

“The Merger Agreement”

“Market Price and Cash Distribution Information”

“Delisting and Deregistration of Class A Shares”

Annex A—Agreement and Plan of Merger

ITEM 7.

PURPOSES, ALTERNATIVES, REASONS AND EFFECTS

Regulation M-A Item 1013

(a) Purposes. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Questions and Answers about the Merger and the Shareholder Meeting”

“Special Factors—Background of the Merger”

“Special Factors—Reasons for the Conflicts Committee’s Recommendation”

“Special Factors—Position of the Blackstone Parties as to the Fairness of the Merger”

“Special Factors—The Blackstone Parties’ Purpose and Reasons for the Merger”

“Special Factors—Effects of the Merger”

“Special Factors—Primary Benefits and Detriments of the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

(b) Alternatives. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Special Factors—Background of the Merger”

“Special Factors—Reasons for the Conflicts Committee’s Recommendation”

“Special Factors—Opinion of Evercore – Financial Advisor to the Conflicts Committee”

“Special Factors—Position of the Blackstone Parties as to the Fairness of the Merger”

“Special Factors—The Blackstone Parties’ Purpose and Reasons for the Merger”

(c) Reasons. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Special Factors—Background of the Merger”

“Special Factors—Reasons for the Conflicts Committee’s Recommendation”

“Special Factors—Opinion of Evercore – Financial Advisor to the Conflicts Committee”

“Special Factors—Position of the Blackstone Parties as to the Fairness of the Merger”

“Special Factors—The Blackstone Parties’ Purpose and Reasons for the Merger”

“Special Factors—Effects of the Merger”

“Special Factors—Primary Benefits and Detriments of the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

(d) Effects. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers about the Merger and the Shareholder Meeting”

“Special Factors—Background of the Merger”

“Special Factors—Reasons for the Conflicts Committee’s Recommendation”

“Special Factors—Position of the Blackstone Parties as to the Fairness of the Merger”

“Special Factors—The Blackstone Parties’ Purpose and Reasons for the Merger”

“Special Factors—Effects of the Merger”

“Special Factors—Primary Benefits and Detriments of the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

“Special Factors—Certain Material U.S. Federal Income Tax Consequences of the Merger”

“Special Factors—Financing of the Merger”

“Special Factors—Estimated Fees and Expenses”

“The Merger Agreement”

“Certain Material U.S. Federal Income Tax Consequences of the Merger”

“Market Price and Cash Distribution Information”

“Delisting and Deregistration of Class A Shares”

Annex A—Agreement and Plan of Merger

ITEM 8.

FAIRNESS OF THE TRANSACTION

Regulation M-A Item 1014

(a)-(b) Fairness; Factors Considered in Determining Fairness. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Special Factors—Background of the Merger”

“Special Factors—Reasons for the Conflicts Committee’s Recommendation”

“Special Factors—Opinion of Evercore – Financial Advisor to the Conflicts Committee”

“Special Factors—Position of the Blackstone Parties as to the Fairness of the Merger”

“Special Factors—The Blackstone Parties’ Purpose and Reasons for the Merger”

“Special Factors—Primary Benefits and Detriments of the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

Annex C—Opinion of Evercore Group L.L.C.

(c) Approval of Security Holders. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers about the Merger and the Shareholder Meeting”

“Information About the Shareholder Meeting and Voting—Record Date and Quorum Requirement”

“Information About the Shareholder Meeting and Voting—Vote Required; How Class A Shares and Class B Shares are Voted”

“The Merger Proposal—Vote Required”

“The Merger Agreement”

Annex A—Agreement and Plan of Merger

(d) Unaffiliated Representative. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Special Factors—Reasons for the Conflicts Committee’s Recommendation”

“Special Factors—Opinion of Evercore – Financial Advisor to the Conflicts Committee”

“Special Factors—Position of Blackstone Parties and the Conflicts Committee as to the Fairness of the Merger”

Annex C—Opinion of Evercore Group L.L.C.

(e) Approval of Directors. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers about the Merger and the Shareholder Meeting”

“Special Factors—Background of the Merger”

“Special Factors—Reasons for the Conflicts Committee’s Recommendation”

“Special Factors—Position of the Blackstone Parties as to the Fairness of the Merger”

(f) Other Offers. Not Applicable.

ITEM 9.

REPORTS, OPINIONS, APPRAISALS AND CERTAIN NEGOTIATIONS

Regulation M-A Item 1015

(a)-(b) Report, Opinion or Appraisal; Preparer and Summary of the Report, Opinion or Appraisal.

The presentation materials prepared by Evercore Group L.L.C. and provided to the Conflicts Committee, dated October 15, 2019, October 22, 2019, December 5, 2019, December 9, 2019, and December 16, 2019 are set forth as Exhibits (c)(2) — (c)(7), respectively, hereto and are incorporated herein by reference. Discussion materials prepared by Citigroup Global Markets Inc. and provided to an affiliate of the Blackstone Parties, dated March 2019 through December 2019 are set forth as Exhibits (c)(8) - (c)(50), respectively, hereto and are incorporated herein by reference.

The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet—Opinion of Evercore – Financial Advisor to the Conflicts Committee”

“Special Factors—Background of the Merger”

“Special Factors—Opinion of Evercore – Financial Advisor to the Conflicts Committee”

“Special Factors—Citigroup Global Markets Inc. Financial Advisor Discussion Materials Provided to an Affiliate of the Blackstone Parties”

“Special Factors—Position of the Blackstone Parties as to the Fairness of the Merger”

“Special Factors—Estimated Fees and Expenses”

“Where You Can Find More Information”

Annex C—Opinion of Evercore Group L.L.C.

The written opinion of Evercore Group L.L.C. is attached to the Proxy Statement as Annex C and is incorporated herein by reference.

(c) Availability of Documents. The reports, opinions or appraisals referenced in this Item 9 are filed herewith and will be made available for inspection and copying at the principal executive offices of TGE during its regular business hours by any interested TGE Shareholder or any representative who has been so designated in writing.

ITEM 10.

SOURCE AND AMOUNTS OF FUNDS OR OTHER CONSIDERATION

Regulation M-A Item 1007

(a)-(b), (d) Source of Funds; Conditions; Borrowed Funds. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Special Factors—Background of the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

“Special Factors—Financing of the Merger”

“Special Factors—Estimated Fees and Expenses”

“The Merger Agreement”

(c) Expenses. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet—Expenses Relating to the Merger”

“Special Factors—Financing of the Merger”

“Special Factors—Estimated Fees and Expenses”

ITEM 11.

INTEREST IN SECURITIES OF THE SUBJECT COMPANY

Regulation M-A Item 1008

(a)-(b) Securities Ownership; Securities Transactions. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet—Parties to the Merger”

“Summary Term Sheet—The Merger”

“Special Factors—Effects of the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

“Information Concerning the Blackstone Parties”

“Security Ownership of Certain Beneficial Owners, Management and the Blackstone Parties”

“Certain Purchases and Sales of Class A Shares”

ITEM 12.

THE SOLICITATION OR RECOMMENDATION

Regulation M-A Item 1012

(d)-(e) Intent to Tender or Vote in a Going-Private Transaction; Recommendations of Others. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers about the Merger and the Shareholder Meeting”

“Information About the Shareholder Meeting and Voting—Vote Required; How Class A Shares and Class B Shares are Voted”

“Special Factors—Background of the Merger”

“Special Factors—Reasons for the Conflicts Committee’s Recommendation”

“Special Factors—Position of the Blackstone Parties as to the Fairness of the Merger”

“Special Factors—The Blackstone Parties’ Purpose and Reasons for the Merger”

“Special Factors—Interests of Certain Persons in the Merger”

“The Merger Proposal”

“The Support Agreement”

Annex A—Merger Agreement

Annex B—Support Agreement

ITEM 13.

FINANCIAL INFORMATION

Regulation M-A Item 1010

(a) Financial Statements. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Selected Historical Consolidated Financial Data”

“Incorporation of Certain Documents by Reference”

“Where You Can Find More Information”

TGE’s Annual Report on Form 10-K for the year ended December 31, 2018 is incorporated herein by reference.

TGE’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2019 is incorporated herein by reference.

(b) Pro Forma Information. Not applicable. Paragraph (b) of Item 1010 of Regulation M-A require the presentation of such pro forma data only if material. Because the Merger Consideration will consist solely of cash, and, as a result, TGE Unaffiliated Shareholders will have no continuing interest in TGE after the Merger, such pro forma data is not material to TGE Unaffiliated Shareholders and, as such, has not been presented.

ITEM 14.

PERSONS/ASSETS, RETAINED, EMPLOYED, COMPENSATED OR USED

Regulation M-A Item 1009

(a)-(b) Solicitations or Recommendations; Employees and Corporate Assets. The information set forth in the Proxy Statement under the following captions is incorporated herein by reference:

“Summary Term Sheet”

“Questions and Answers about the Merger and the Shareholder Meeting”

“Information About the Shareholder Meeting and Voting—Proxy Solicitation”

“Special Factors—Background of the Merger”

“Special Factors—Reasons for the Conflicts Committee’s Recommendation”

“Special Factors—Opinion of Evercore – Financial Advisor to the Conflicts Committee”

“Special Factors—Interests of Certain Persons in the Merger”

“Special Factors—Estimated Fees and Expenses”

ITEM 15.

ADDITIONAL INFORMATION

Regulation M-A Item 1011

(b) Golden Parachute Compensation. Not applicable.

(c) Other Material Information. The information set forth in the Proxy Statement, including all annexes thereto, is incorporated herein by reference.

ITEM 16.

EXHIBITS

Regulation M-A Item 1016


Exhibit No.		Description

(a)(1)		Proxy Statement of TGE (the “Proxy Statement”) (incorporated herein by reference to TGE’s Schedule 14A filed concurrently with the SEC).

(a)(2)		Letter to the TGE Shareholders (incorporated herein by reference to the Proxy Statement).

(a)(3)		Notice of Special Meeting of Shareholders (incorporated herein by reference to the Proxy Statement).

(a)(4)		Press Release of TGE, dated December 16, 2019 (incorporated herein by reference to Exhibit 99.1 of TGE’s Current Report on Form 8-K, filed December 17, 2019).

(b)(1)		Side Letter, dated December 16, 2019, by and among Prairie Private Acquiror LP, Credit Suisse Loan Funding LLC, Credit Suisse AG, Citigroup Global Markets Inc. and Jefferies Finance LLC (incorporated herein by reference to Exhibit 17 of Blackstone’s Amendment No. 6 to Schedule 13D, filed December 18, 2019).

(b)(2)		Debt Commitment Letter, dated December 16, 2019, by and among Prairie Private Acquiror LP, Credit Suisse Loan Funding LLC, Credit Suisse AG, Citigroup Global Markets Inc. and Jefferies Finance LLC (incorporated herein by reference to Exhibit 15 of Blackstone’s Amendment No. 6 to Schedule 13D, filed December 18, 2019).

(b)(3)		Alternative Debt Commitment Letter, dated December 16, 2019, by and among Prairie Private Acquiror LP, Credit Suisse Loan Funding LLC, Credit Suisse AG, Citigroup Global Markets Inc. and Jefferies Finance LLC (incorporated herein by reference to Exhibit 16 of Blackstone’s Amendment No. 6 to Schedule 13D, filed December 18, 2019).

(b)(4)		Amended and Restated Debt Commitment Letter, dated January 24, 2020, by and among Prairie Private Acquiror LP, Credit Suisse Loan Funding LLC, Credit Suisse AG, Citigroup Global Markets Inc. Jefferies Finance LLC, MUFG Bank, LTD and Blackstone Holdings Finance Co. L.L.C. (incorporated by reference to Exhibit 24 to Blackstone’s Amendment No. 7 to Schedule 13D, filed on February 20, 2020).

(b)(5)		Amended and Restated Side Letter, dated January 24, 2020, by and among Prairie Private Acquiror LP, Credit Suisse Loan Funding LLC, Credit Suisse AG, Citigroup Global Markets Inc., Jefferies Finance LLC, MUFG Bank, LTD and Blackstone Holdings Finance Co. L.L.C. (incorporated by reference to Exhibit 25 to Blackstone’s Amendment No. 7 to Schedule 13D, filed on February 20, 2020).

(c)(1)		Opinion of Evercore Group L.L.C. (incorporated herein by reference to Annex B of the Proxy Statement).

(c)(2)*		Presentation materials prepared by Evercore Group L.L.C., dated October 15, 2019, for the Conflicts Committee.

(c)(3)*		Presentation materials prepared by Evercore Group L.L.C., dated October 22, 2019, for the Conflicts Committee.

(c)(4)*		Presentation materials prepared by Evercore Group L.L.C., dated December 5, 2019, for the Conflicts Committee.

(c)(5)*		Presentation materials prepared by Evercore Group L.L.C., dated December 9, 2019, for the Conflicts Committee.

(c)(6)*		Presentation materials prepared by Evercore Group L.L.C., dated December 16, 2019, for the Conflicts Committee.

(c)(7)*		Presentation materials prepared by Evercore Group L.L.C., dated December 16, 2019, for the Conflicts Committee.

(c)(8)		Discussion materials of Citigroup Global Markets Inc., dated March 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(9)		Discussion materials of Citigroup Global Markets Inc., dated March 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(10)		Discussion materials of Citigroup Global Markets Inc., dated March 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.


Exhibit No.		Description

(c)(11)		Discussion materials of Citigroup Global Markets Inc., dated March 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(12)		Discussion materials of Citigroup Global Markets Inc., dated March 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(13)		Discussion materials of Citigroup Global Markets Inc., dated March 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(14)		Discussion materials of Citigroup Global Markets Inc., dated March 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(15)		Discussion materials of Citigroup Global Markets Inc., dated March 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(16)		Discussion materials of Citigroup Global Markets Inc., dated March 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(17)		Discussion materials of Citigroup Global Markets Inc., dated April 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(18)		Discussion materials of Citigroup Global Markets Inc., dated April 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(19)		Discussion materials of Citigroup Global Markets Inc., dated April 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(20)		Discussion materials of Citigroup Global Markets Inc., dated April 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(21)		Discussion materials of Citigroup Global Markets Inc., dated May 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(22)		Discussion materials of Citigroup Global Markets Inc., dated May 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(23)		Discussion materials of Citigroup Global Markets Inc., dated May 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(24)		Discussion materials of Citigroup Global Markets Inc., dated May 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(25)		Discussion materials of Citigroup Global Markets Inc., dated May 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.


Exhibit No.		Description

(c)(26)		Discussion materials of Citigroup Global Markets Inc., dated May 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(27)		Discussion materials of Citigroup Global Markets Inc., dated June 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(28)*		Discussion materials of Citigroup Global Markets Inc., dated July 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(29)*		Discussion materials of Citigroup Global Markets Inc., dated July 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(30)		Discussion materials of Citigroup Global Markets Inc., dated July 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(31)		Discussion materials of Citigroup Global Markets Inc., dated July 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(32)		Discussion materials of Citigroup Global Markets Inc., dated July 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(33)		Discussion materials of Citigroup Global Markets Inc., dated July 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(34)*		Discussion materials of Citigroup Global Markets Inc., dated August 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(35)		Discussion materials of Citigroup Global Markets Inc., dated August 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(36)		Discussion materials of Citigroup Global Markets Inc., dated August 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(37)		Discussion materials of Citigroup Global Markets Inc., dated August 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(38)		Discussion materials of Citigroup Global Markets Inc., dated August 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(39)		Discussion materials of Citigroup Global Markets Inc., dated August 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(40)		Discussion materials of Citigroup Global Markets Inc., dated September 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(41)		Discussion materials of Citigroup Global Markets Inc., dated October 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(42)		Discussion materials of Citigroup Global Markets Inc., dated October 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.


Exhibit No.		Description

(c)(43)		Discussion materials of Citigroup Global Markets Inc., dated November 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(44)		Discussion materials of Citigroup Global Markets Inc., dated November 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(45)		Discussion materials of Citigroup Global Markets Inc., dated November 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(46)		Discussion materials of Citigroup Global Markets Inc., dated November 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(47)		Discussion materials of Citigroup Global Markets Inc., dated November 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(48)		Discussion materials of Citigroup Global Markets Inc., dated December 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(49)		Discussion materials of Citigroup Global Markets Inc., dated December 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.

(c)(50)		Discussion materials of Citigroup Global Markets Inc., dated December 2019, for an affiliate of the Blackstone Parties on a non-reliance basis.


Exhibit No.		Description

(d)(1)		Agreement and Plan of Merger, dated as of December 16, 2019, by and among TGE, TGE GP, Buyer, and Buyer Sub (incorporated herein by reference to Annex A of the Proxy Statement).

(d)(2)		Support Agreement, dated as of December 16, 2019, by and among TGE and the Sponsors (incorporated herein by reference to Annex B of the Proxy Statement).

(d)(3)		Equity Commitment Letter, dated December 16, 2019, by and among Blackstone Infrastructure Prairie Partners L.P., BIP Aggregator (USRPHC) L.P., BIP Aggregator Q L.P., Blackstone Infrastructure Partners – V L.P., Jasmine Ventures Pte. Ltd., Enagas Holding USA, S.L.U., Enagas U.S.A. LLC, Prairie Secondary Acquiror LP, Prairie Secondary Acquiror E LP, and L5 Investment Holdings LP and Prairie Private Acquiror LP (incorporated herein by reference to Exhibit 18 of Blackstone’s Amendment No. 6 to Schedule 13D, filed December 18, 2019).

(d)(4)		Limited Guaranty, dated as of December 16, 2019, by Blackstone Infrastructure Prairie Partners L.P., BIP Aggregator (USRPHC) L.P., BIP Aggregator Q L.P., Blackstone Infrastructure Partners – V L.P., Jasmine Ventures Pte. Ltd., Enagas Holding USA, S.L.U., Enagas U.S.A. LLC and L5 Investment Holdings LP in favor of TGE (incorporated herein by reference to Exhibit 21 of Blackstone’s Amendment No. 6 to Schedule 13D, filed December 18, 2019).

(d)(5)		Purchase Agreement, dated January 30, 2019, by and among Tallgrass Energy Holdings, LLC, Tallgrass Holdings, LLC, KIA VIII (Rubicon), L.P., KEP VI AIV (Rubicon), LLC, Tallgrass KC, LLC, William R. Moler Revocable Trust and David G. Dehaemers, Jr. Revocable Trust, as Sellers, and Blackstone GP Acquiror, Prairie ECI Acquiror LP, Prairie VCOC Acquiror LP and Prairie Non-ECI Acquiror LP, as Acquirors, and David G Dehaemers, Jr., John T. Raymond and Frank J. Loverro, as Seller Representatives (incorporated by reference to Exhibit 8 to Tallgrass KC, LLC’s Amendment No. 3 to Schedule 13D filed on February 1, 2019).

(d)(6)		Credit Agreement, dated March 11, 2019, by and among Prairie ECI Acquiror LP, Prairie VCOC Acquiror LP and Prairie Non-ECI Acquiror LP, as borrowers, Prairie GP Acquiror LLC, as subsidiary guarantor, Prairie ECI Acquiror Holdco LP, Prairie VCOC Acquiror Holdco LP and Prairie Non-ECI Acquiror Holdco LP, as parent guarantors, BIP Holdings Manager L.L.C., as parent pledgor, Credit Suisse AG, as administrative agent and collateral agent, and the lenders from time to time party thereto (incorporated herein by reference to Exhibit 2 of Blackstone’s Schedule 13D, filed March 11, 2019).

(d)(6)		Form of Side Letter Agreement, dated January 30, 2019, between Blackstone GP Acquiror and each of David G. Dehaemers, Jr., Gary J. Brauchle, Doug Johnson, William R. Moler, Christopher R. Jones and Eric V. Westphal (incorporated herein by reference to Exhibit 4 of Blackstone’s Schedule 13D, filed March 11, 2019).


Exhibit No.		Description

(d)(7)		Amended and Restated Registration Rights Agreement, dated March 11, 2019, by and among TGE, Prairie ECI Acquiror LP, Prairie VCOC Acquiror LP and Prairie Non-ECI Acquiror LP (incorporated herein by reference to Exhibit 9 of Blackstone’s Schedule 13D, filed March 11, 2019).

(d)(8)		Equityholders Agreement, dated March 11, 2019, by and among Jasmine Ventures Pte. Ltd., BIP Aggregator Q L.P., Blackstone Infrastructure Partners – V L.P., Blackstone Infrastructure Associates L.P., Enagas Holding USA, S.L.U., Enagas U.S.A. LLC, BIP Holdings Manager L.L.C., BIP Prairie E L.P., BIP Prairie E Manager L.L.C., Prairie Non-ECI Aggregator LP, Prairie Non-ECI Acquiror Holdco LP, Prairie Non-ECI Acquiror LP, Prairie ECI Aggregator LP, Prairie ECI Acquiror Holdco LP, Prairie ECI Acquiror LP, Prairie VCOC Aggregator LP, Prairie VCOC Acquiror Holdco LP, Prairie VCOC Acquiror LP, Prairie Secondary Acquiror LP, and Blackstone GP Acquiror (incorporated herein by reference to Exhibit 10 of Blackstone’s Schedule 13D, filed March 11, 2019).

(d)(9)		Amendment No. 1 to Credit Agreement, dated February 4, 2020, by and among Prairie ECI Acquiror LP, Prairie VCOC Acquiror LP and Prairie Non-ECI Acquiror LP, as borrowers, Prairie GP Acquiror LLC, as subsidiary guarantor, Prairie ECI Acquiror Holdco LP, Prairie VCOC Acquiror Holdco LP and Prairie Non-ECI Acquiror Holdco LP, as parent guarantors, BIP Holdings Manager L.L.C., as parent pledgor, Credit Suisse AG, as administrative agent and collateral agent, and the lenders from time to time party thereto (incorporated by reference to Exhibit 22 to Blackstone’s Amendment No. 7 to Schedule 13D, filed on February 20, 2020).

(d)(10)		Incremental Amendment No. 1 to Credit Agreement, dated February 14, 2020, by and among Prairie ECI Acquiror LP, Prairie VCOC Acquiror LP, Prairie Merger Sub LLC and Prairie Non-ECI Acquiror LP, as borrowers, Prairie GP Acquiror LLC, as subsidiary guarantor, Prairie ECI Acquiror Holdco LP, Prairie VCOC Acquiror Holdco LP, Prairie Private Acquiror LP and Prairie Non-ECI Acquiror Holdco LP, as parent guarantors, BIP Holdings Manager L.L.C., as parent pledgor, Credit Suisse AG, as administrative agent and collateral agent, and the lenders from time to time party thereto (incorporated by reference to Exhibit 23 to Blackstone’s Amendment No. 7 to Schedule 13D, filed on February 20, 2020).

(f)(1)		Second Amended and Restated Agreement of Limited Partnership of TGE, dated as of July 1, 2018 (incorporated herein by reference to Exhibit 3.3 of the Quarterly Report on Form 10-Q filed by TGE with the SEC on July 2, 2018).

(f)(2)*		Delaware Code Title 6 § 17-212.

(g)		None.

*	Previously filed

SIGNATURES

After due inquiry and to the best of each of the undersigned’s knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated as of March 9, 2020


TALLGRASS ENERGY, LP

By:		Tallgrass Energy GP, LLC, its general partner

By:		/s/ William R. Moler
Name:		William R. Moler
Title:		Chief Executive Officer


TALLGRASS ENERGY GP, LLC

By:		/s/ William R. Moler
Name:		William R. Moler
Title:		Chief Executive Officer


PRAIRIE PRIVATE ACQUIROR LP

By:		BIP Holdings Manager L.L.C., its general partner

By:		/s/ Sean Klimczak
Name:		Sean Klimczak
Title:		Senior Managing Director


PRAIRIE MERGER SUB LLC

By:		/s/ Sean Klimczak
Name:		Sean Klimczak
Title:		Senior Managing Director

Signature Page to Schedule 13E-3


PRAIRIE ECI ACQUIROR LP

By:		BIP Holdings Manager L.L.C., its general partner

By:		/s/ Sean Klimczak
Name:		Sean Klimczak
Title:		Senior Managing Director


PRAIRIE NON-ECI ACQUIROR LP

By:		BIP Holdings Manager L.L.C., its general partner

By:		/s/ Sean Klimczak
Name:		Sean Klimczak
Title:		Senior Managing Director


PRAIRIE VCOC ACQUIROR LP

By:		BIP Holdings Manager L.L.C., its general partner

By:		/s/ Sean Klimczak
Name:		Sean Klimczak
Title:		Senior Managing Director


PRAIRIE SECONDARY ACQUIROR LP

By:		BIP Holdings Manager L.L.C., its general partner

By:		/s/ Sean Klimczak
Name:		Sean Klimczak
Title:		Senior Managing Director


PRAIRIE SECONDARY ACQUIROR E LP

By:		BIP Holdings Manager L.L.C., its general partner

By:		/s/ Sean Klimczak
Name:		Sean Klimczak
Title:		Senior Managing Director

Signature Page to Schedule 13E-3


PRAIRIE GP ACQUIROR LLC

By:		Prairie ECI Acquiror LP, its managing member

By:		BIP Holdings Manager L.L.C., its general partner

By:		/s/ Sean Klimczak
Name:		Sean Klimczak
Title:		Senior Managing Director

Signature Page to Schedule 13E-3

Exhibit (c)8

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Citigroup Global Markets Inc. | Corporate and Investment Banking March 2019 Project Prairie Step 2 Financing Alternatives

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Executive Summary Key Objectives Current Capitalization Table Facility Size Availability Rate Constraints Determine optimal capital structure for Prairie 2.0 ($mm) – Cost / rate optimization Prairie Holdco >5.75x TGE consolidated look through leverage – Financial flexibility (2) covanent (including REX @ share) equates to Prairie HoldCo Term Loan B $1,155 $200 L+475bps $1.4bn incremental debt capacity (including Limit system leverage to 5.5x – 6.0x RCF draw s) Prairie HoldCo Total $1,155 $200 – At 6.0x; ~$500mm of additional debt possible REX (@ 75% Share) Expected liquidity needs over two years: Term Loan due 2020 $394—ND No Dividend Blockers – ~$1.0bn growth capex – $490mm free cash flow(1) 2020 Senior Notes 563—5.625% No Dividend Blockers – $23mm required amortization from existing HoldCo Term Loan B 2038 Senior Notes 188—7.500 No Dividend Blockers Expected equity needs for Prairie 2.0 of ~$4.0bn 2040 Senior Notes 375—6.875 No Dividend Blockers – $400mm open market purchases REX Total (@ 75% Share) $1,519 $0 – $1.0-1.5bn GIC / Enagás participation Tallgrass – $2.1-2.6bn new equity capital Dividend Blockers: RCF subject to >3.75x Secured Leverage(3) / >5.50x Total Leverage(3) / Revolver (3) TGE RCF $2,250 $1,025 <2.50x Interest Coverage equates to $2.1bn Grid incremental OpCo debt capacity under existing maintenance covenants 2023 Senior Notes 500—4.750% No Dividend Blockers 2024 Senior Notes 750—5.500 Dividend Blocker: >1.75x FCCR(3) 2028 Senior Notes 750—5.500 No Dividend Blockers Tallgrass Total $4,250 $1,025 Source: Blackstone forecast, Company filings. Total Consolidated Debt $6,924 $1,225 (1) Free cash flow defined as cash available for dividends less growth capex. 1 (2) Term Loan B uncommitted accordion feature. (3) Deconsolidated at TGE metrics. Excludes REX debt and EBITDA, includes distributions from REX.

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Prairie 2.0 Financing Options Total Estimated Annual Total Financing Cash Equity Borrowing Fees Interest Required Description Amt. ($mm) Rate Fees (%) ($mm) ($mm)(1) ($bn)(2) Pros / Cons Preserves 5.5x leverage proportionally through the HoldCo level Preserves flexibility in the structure to allow for future additional 1 Holdco / OpCo debt Results in no additional financing costs or interest expense in the 100% Equity structure 100% Equity (5.5x Initial Requires no debt repayment Financed -———- $270 $3.8 – $4.5 Total additional Leverage) Purchase Requires substantial equity investment – no benefit of leverage HoldCo term loan remains – continues to restrict leverage at the OpCo to 5.75x proportional leverage (inclusive of RCF / deemed RCF amounts) Higher cost of capital with HoldCo term loan vs. OpCo financings Additional ~$500mm of debt reduces total amount of incremental Incremental 2.25% equity required HoldCo Debt Financing 2 $200 L+475bps $6 Requires no existing repayment – utilizes add-on capabilities within (Accordion Fees the current capital structure Incremental Feature) 99.25 OID OpCo & Utilizes revolver capacity / reduces OpCo liquidity HoldCo Debt Due to the 5.75x HoldCo covenant, financing at OpCo will restrict $299 $3.3 – $4.0 (6.0x Initial RCF availability Total Results in additional costs / interest Leverage) financing expense Incremental HoldCo term loan remains – which continues to restrict leverage at TGE RCF $300 L + 225bps -—- the OpCo to 5.75x proportional leverage (inclusive of RCF / Draw deemed RCF amounts) Higher cost of capital with HoldCo term loan vs. OpCo financings Consolidates and simplifies structure and eliminates HoldCo term 3 loan (which removes the 5.75x leverage restriction) Lower cost of capital with all OpCo structure 100% OpCo OpCo term loan facility may put pressure on RCF sizing 2.00% Debt OpCo Term Financing Results in additional financing costs / interest expense (depending (5.1x Initial $700 L+300bps $21 $229 $4.3 – $4.9 Loan B Fees on final structure, may result in lower costs if executed with Total 99.00 OID substantial OpCo term loan) Leverage) Additional leverage at OpCo likely to put some pressure on ratings / future funding costs of OpCo Largest equity check Source: Total leverage based on total system debt / 2019E EBITDA. 2 (1) Total cash interest based on 2019 figures. (2) Range based on illustrative $24.00 – $28.00 per share purchase price.

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Prairie 2.0 Leverage Comparison Total System Leverage(1) Consolidated TGE Leverage(2) TGE RCF Covenant Total Leverage Covenant: 5.50x 1 6.1x 6.2x HoldCo Covenant: 5.75x Senior Secured Covenant: 3.75x 5.9x 5.0x 5.2x 100% Equity 4.8x 4.0x 4.3x (5.5x Initial 3.7x Total Leverage) 2.0x 1.7x 1.6x 2019E 2020E 2021E 2019E 2020E 2021E 2019E 2020E 2021E 2 Total Leverage Covenant: 5.50x 6.3x 6.6x 6.7x HoldCo Covenant: 5.75x Incremental 5.3x 5.5x Senior Secured Covenant: 3.75x OpCo & 5.1x 4.4x 4.6x HoldCo Debt 4.0x (6.0x Initial Total 2.3x Leverage) 2.0x 1.9x 2019E 2020E 2021E 2019E 2020E 2021E 2019E 2020E 2021E Total Leverage Covenant: 5.50x 3 6.0x Senior Secured Covenant: 3.75x 5.8x 6.0x 5.8x 100% OpCo 5.5x 5.5x 4.8x 5.1x 4.5x Debt (5.1x Initial 2.8x Total 2.4x 2.4x Leverage) 2019E 2020E 2021E 2019E 2020E 2021E 2019E 2020E 2021E (1) End of Year debt / EBITDA, proportionately consolidated for REX. Includes HoldCo term loan at 100% equity collateralization. Secured Leverage Total Leverage 3 (2) End of Year debt / EBITDA, proportionately consolidated for REX.

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1. 100% Equity

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Transaction Overview – 100% Equity Assumptions Pro Forma Capitalization (at 1/1/2019) Illustrative transaction date of 1/1/2019 Blackstone acquires the remaining 56% of TGE for a total TGE PF ($mm) SA Adj. 44% TGE(3) 100% TGE(3) consideration of $4,139mm Proportionate REX Debt $1,519 — $1,519 $1,519 – $4,139mm for LP stake [$26.00] per share for the 159.2mm Total Proportionate Subsidiary Debt $1,519 $1,519 $1,519 remaining shares TGE Revolving Credit Facility 1,224 — 1,224 1,224 Total Secured Debt $1,224 $1,224 $1,224 – Blackstone pro forma equity ownership of 100% 4.750% Senior Notes Due 2023 500 — 500 500 Dividend profile based on 5% annual growth consistent with 5.500% Senior Notes Due 2024 750 — 750 750 Prairie 1.0 DPS forecast 5.500% Senior Notes Due 2028 750 — 750 750 Total Debt $4,743 $4,743 $4,743 Assumes Senior Notes issuance of $750mm with an interest rate of 7.00% in 2021 and 2023, with proceeds used to pay down revolver Cash & Cash Equivalents (10) — (10) (10) Net Debt $4,733 $4,733 $4,733 $10mm in transaction costs Common Equity (Market Value)(2) 6,813 552 7,366 7,366 Total Capitalization $11,556 $12,108 $12,108 Sources and Uses HoldCo New Term Loan 1,155 1,155 1,155 Sources & Uses HoldCo Total Debt $1,155 $1,155 $1,155 Transaction Sources ($mm) (%) HoldCo Equity 2,236 2,236 6,385 Incremental Equity $4,149 100% HoldCo Capitalization $3,391 $3,391 $7,540 Total Sources $4,149 100% Credit Stats HoldCo Total Debt $1,155 $1,155 $1,155 Transaction Uses ($mm) (%) Debt Service Reserve Account (55) (55) (55) Purchase of 56.2% of TGE Equity $4,139 100% HoldCo Net Debt $1,100 $1,100 $1,100 Transaction Costs 10 0 Q4 2018 Annualized Distribution $258 $258 $589 Total Uses $4,149 100% 2018E Distributions 250 250 571 2019E Distributions 259 259 592 HoldCo Net Debt / Q4 2018E Annualized Distribution 4.3x 4.3x 1.9x Sensitivity Analysis HoldCo Net Debt / 2018E EBITDA 4.4 4.4 1.9 HoldCo Net Debt / 2019E EBITDA 4.2 4.2 1.9 2019E Interest Coverage 2.8 2.8 6.3 Purchase Implied Equity Debt / Total Debt / Total Capitalization 34.1% 34.1% 15.3% Price Premium(4) Requirement Capitalization HoldCo Consolidated Debt (Proportionate TGE + HoldCo) $3,232 $5,898 $5,898 2018E EBITDA @ HoldCo Share $434 $990 $990 $24.00 (0.2%) $3,831 46.5% 2018E Run-Rate EBITDA @ HoldCo Share (1) 450 1,027 1,027 25.00 4.0 3,990 45.4 2019E EBITDA @ HoldCo Share 468 1,069 1,069 Total Debt / 2018E EBITDA 7.5x 6.0x 6.0x 26.00 8.1 4,149 44.5 (1) Total Debt / 2018E Run-Rate EBITDA 7.2 5.7 5.7 27.00 12.3 4,309 43.5 Total Debt / 2019E EBITDA 6.9 5.5 5.5 Total Debt / Total Capitalization 46.4% 44.5% 44.5% 28.00 16.4 4,468 42.6 Note: “Blackstone” includes investor group including GIC and other LPs. Source: Blackstone forecast, Company filings, Citi estimates, Wall Street Research, and FactSet. Market Data as of 3/15/2019. (1) Run-rate EBITDA includes $58mm of EBITDA adjustments to reflect full year impact of 2018 acquisitions and ramp of GP&T and Cheyenne Connector. (2) Pro forma market value of equity rebased to new purchase price of $26 / share. 4 (3) Metrics include 44% and 100% of TGE equity contributed as collateral to HoldCo, respectively. (4) Based on current TGE price of $24.05 as of 3/15/2019.

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Pro Forma HoldCo Projections (44% TGE Shares at HoldCo) ($mm) 2018E 2019E 2020E 2021E 2022E 2023E 2024E 2025E Total HoldCo Distributions $250 $259 $272 $286 $300 $315 $331 $347 (–) Interest Expense on Term Loan (82) (85) (85) (84) (83) (82) (81) Levered Free Cash Flow $177 $187 $201 $216 $233 $249 $266 Cumulative Levered Free Cash Flow $177 $365 $565 $781 $1,014 $1,263 $1,529 (–) Mandatory Amortization (12) (12) (12) (12) (12) (12) (12) (–) Cash Sw eep(1) 0 0 0 0 0 0 0 Total Cash to Sponsor $166 $176 $189 $205 $221 $238 $255 Check -——————- EOP Cash Balance $55 $221 $396 $585 $790 $1,011 $1,249 $1,503 DSRA Cash Balance 55 55 0 0 0 0 0 0 EOP Step 1 Term Loan Balance $1,155 $1,143 $1,132 $1,120 $1,109 $1,097 $1,086 $1,074 EOP Step 2 Term Loan Balance 0 0 0 0 0 0 0 0 HoldCo EOP Debt Balance $1,155 $1,143 $1,132 $1,120 $1,109 $1,097 $1,086 $1,074 HoldCo Standalone EOP Net Debt Balance 1,100 923 735 535 319 86 (163) (429) Sponsor Total Debt / Dist. Received 4.6x 4.4x 4.2x 3.9x 3.7x 3.5x 3.3x 3.1x Sponsor Net Debt / Dist. Received 4.4x 3.6x 2.7x 1.9x 1.1x 0.3x (0.5x) (1.2x) Leverage Metrics Interest Rate (L + 475) 7.1% 7.5% 7.6% 7.5% 7.5% 7.5% 7.5% HoldCo Ow nership in OpCo 43.8 43.8 43.8 43.8 43.8 43.8 43.8 43.8 HoldCo Share of OpCo EOP Debt Balance $2,077 $2,245 $2,394 $2,566 $2,698 $2,837 $2,977 $3,125 HoldCo Share of OpCo Asset EBITDA 434 468 475 491 518 547 562 580 HoldCo Consolidated EOP Debt Balance $3,232 $3,389 $3,526 $3,687 $3,806 $3,934 $4,063 $4,200 HoldCo Consolidated EOP Net Debt Balance 3,173 3,164 3,125 3,097 3,012 2,919 2,810 2,692 HoldCo Consolidated EOP Debt Balance / HoldCo Share of OpCo Asset EBITDA 7.5x 7.2x 7.4x 7.5x 7.3x 7.2x 7.2x 7.2x HoldCo Consolidated EOP Net Debt Balance / HoldCo Share of OpCo Asset EBITDA 7.3 6.8 6.6 6.3 5.8 5.3 5.0 4.6 Citi Classification Metrics Interest Coverage Ratio(2) 2.8x 2.8x 3.0x 3.1x 3.3x 3.6x 3.7x Cumulative Free Cash Flow as % of Initial Debt(3) 15.3% 36.3% 53.7% 72.4% 92.5% 114.1% 137.2% Source: Blackstone forecast. 2018E projections include pro forma transaction entry balances. Market data as of 3/15/2019. (1) Assumes no cash sweep. 5 (2) Total HoldCo distributions / (interest plus amortization). (3) Includes DSRA release.

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Pro Forma HoldCo Projections (100% TGE Shares at HoldCo) ($mm) 2018E 2019E 2020E 2021E 2022E 2023E 2024E 2025E Total HoldCo Distributions $571 $592 $622 $653 $685 $720 $755 $793 (–) Interest Expense on Term Loan (82) (85) (85) (84) (83) (82) (81) Levered Free Cash Flow $510 $537 $567 $601 $637 $674 $712 Cumulative Levered Free Cash Flow $510 $1,047 $1,614 $2,215 $2,852 $3,526 $4,238 (–) Mandatory Amortization (12) (12) (12) (12) (12) (12) (12) (–) Cash Sw eep(1) 0 0 0 0 0 0 0 Total Cash to Sponsor $498 $525 $556 $590 $625 $662 $701 Check -——————- EOP Cash Balance $55 $553 $1,078 $1,634 $2,224 $2,849 $3,512 $4,212 DSRA Cash Balance 55 0 0 0 0 0 0 0 EOP Step 1 Term Loan Balance $1,155 $1,143 $1,132 $1,120 $1,109 $1,097 $1,086 $1,074 EOP Step 2 Term Loan Balance 0 0 0 0 0 0 0 0 HoldCo EOP Debt Balance $1,155 $1,143 $1,132 $1,120 $1,109 $1,097 $1,086 $1,074 HoldCo Standalone EOP Net Debt Balance 1,100 590 53 (514) (1,115) (1,752) (2,426) (3,138) Sponsor Total Debt / Dist. Received 2.0x 1.9x 1.8x 1.7x 1.6x 1.5x 1.4x 1.4x Sponsor Net Debt / Dist. Received 1.9x 1.0x 0.1x (0.8x) (1.6x) (2.4x) (3.2x) (4.0x) Leverage Metrics Interest Rate (L + 475) 7.1% 7.5% 7.6% 7.5% 7.5% 7.5% 7.5% HoldCo Ow nership in OpCo 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 HoldCo Share of OpCo EOP Debt Balance $4,743 $5,126 $5,466 $5,859 $6,159 $6,477 $6,798 $7,136 HoldCo Share of OpCo Asset EBITDA 990 1,069 1,084 1,121 1,183 1,249 1,283 1,324 HoldCo Consolidated EOP Debt Balance $5,898 $6,269 $6,598 $6,979 $7,268 $7,574 $7,883 $8,210 HoldCo Consolidated EOP Net Debt Balance 5,833 5,706 5,510 5,336 5,034 4,715 4,362 3,988 HoldCo Consolidated EOP Debt Balance / HoldCo Share of OpCo Asset EBITDA 6.0x 5.9x 6.1x 6.2x 6.1x 6.1x 6.1x 6.2x HoldCo Consolidated EOP Net Debt Balance / HoldCo Share of OpCo Asset EBITDA 5.9 5.3 5.1 4.8 4.3 3.8 3.4 3.0 Citi Classification Metrics Interest Coverage Ratio(2) 6.3x 6.4x 6.7x 7.2x 7.6x 8.1x 8.6x Cumulative Free Cash Flow as % of Initial Debt(3) 48.9% 95.4% 144.5% 196.5% 251.7% 310.0% 371.7% Source: Blackstone forecast. 2018E projections include pro forma transaction entry balances. Market data as of 3/15/2019. (1) Assumes no cash sweep. 6 (2) Total HoldCo distributions / (interest plus amortization). (3) Includes DSRA release.

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TGE Standalone Projections ($mm) 2018E 2019E 2020E 2021E 2022E 2023E 2024E 2025E REX EBITDA @ Share $555 $490 $467 $461 $461 $425 $397 PXP EBITDA 309 291 283 283 280 282 284 Natural Gas Pipeline EBITDA 79 90 90 90 90 90 90 G, P & T EBITDA 136 167 167 167 167 167 167 Seahorse EBITDA 0 0 0 0 0 0 0 Other Grow th / Acquisitions EBITDA 0 56 125 193 262 330 399 KMI JV Incremental EBITDA 0 0 0 0 0 0 0 Corporate G&A (10) (10) (11) (11) (11) (12) (12) Total EBITDA $990 $1,069 $1,084 $1,121 $1,183 $1,249 $1,283 $1,324 YoY Grow th — 8.0% 1.4% 3.4% 5.5% 5.5% 2.7% 3.2% (Less): Maintenance Capex ($22) ($32) ($35) ($36) ($36) ($36) ($40) ($43) (Less): Interest Expense (161) (188) (208) (247) (245) (281) (278) (294) (Less): REX DCF Adj. @ Share (120) (96) (105) (105) (105) (105) (105) (105) Cash Available for Dividends $687 $753 $736 $733 $798 $826 $860 $882 Coverage (x) 1.20x 1.27x 1.18x 1.12x 1.16x 1.15x 1.14x 1.11x Coverage ($) $116 $161 $114 $80 $112 $106 $105 $89 Total Dividends Paid $571 $592 $622 $653 $685 $720 $755 $793 YoY Grow th — 3.6% 5.0% 5.0% 5.0% 5.0% 5.0% 5.0% Grow th Capex $405 $544 $455 $461 $400 $400 $400 $400 REX Debt @ Share 1,519 1,519 1,519 1,519 1,519 1,519 1,519 1,519 Revolver Balance 1,224 1,607 1,948 1,579 1,866 1,410 1,706 2,017 TGE Debt (End of Period) 3,224 3,607 3,948 4,329 4,616 4,910 5,206 5,517 Total Proportionate TGE Debt (End of Period)(1) 4,743 5,126 5,466 5,847 6,135 6,429 6,724 7,035 Total Proportionate Debt / EBITDA(1) 4.8x 4.8x 5.0x 5.2x 5.2x 5.1x 5.2x 5.3x Covenant Calculations TGE 2024 Notes Metric FCCR 1.75x 5.40x 5.18x 4.71x 4.11x 4.41x 4.06x 4.23x 4.14x TGE Revolving Credit Facility Max Senior Secured Leverage Ratio(2) 3.75x 1.41x 1.65x 1.99x 1.55x 1.73x 1.23x 1.45x 1.65x Max Total Leverage Ratio(2) 5.50 3.70 3.71 4.03 4.26 4.28 4.29 4.42 4.52 Min. Interest Coverage Ratio(2) 2.50 5.40 5.18 4.71 4.11 4.41 4.06 4.23 4.14 OpCo/JV Incurrence Test Max Proportionate Leverage Ratio(1) 5.75x 4.79x 4.79x 5.04x 5.22x 5.18x 5.15x 5.24x 5.31x Source: Blackstone forecast. 2018E projections include pro forma transaction entry balances. Market data as of 3/15/2019. (1) Includes proportionate REX debt and EBITDA. 7 (2) Max Senior Leverage Ratio calculated as Secured Debt / Deconsolidated EBITDA. Max Total Leverage Ratio calculated as TGE Debt / Deconsolidated EBITDA (TGE EBITDA plus REX Distributions). Min. Interest Coverage Ratio calculated as Deconsolidated EBITDA / Cash Interest Expense. Deconsolidated EBITDA is Proportionate EBITDA less REX DCF.

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2. Incremental HoldCo and OpCo Debt

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Transaction Overview – Incremental HoldCo and OpCo Debt Assumptions Pro Forma Capitalization Illustrative transaction date of 1/1/2019 (at 1/1/2019) Blackstone acquires the remaining 56% of TGE for a total consideration of $4,139mm TGE PF ($mm) SA Adj. 44% TGE(3) 100% TGE(3) – $4,139mm for LP stake [$26.00] per share for the 159.2mm Proportionate REX Debt $1,519 — $1,519 $1,519 remaining shares – Blackstone pro forma equity ownership of 100% Total Proportionate Subsidiary Debt $1,519 $1,519 $1,519 TGE Revolving Credit Facility 1,224 300 1,524 1,524 Blackstone issues incremental $200mm of HoldCo Term Loan (via Total Secured Debt $1,224 $1,524 $1,524 accordion feature) at original loan terms (L+475 , 99.25 OID, 2.25% 4.750% Senior Notes Due 2023 500 — 500 500 fees) 5.500% Senior Notes Due 2024 750 — 750 750 – Incremental DSRA of $10mm 5.500% Senior Notes Due 2028 750 — 750 750 Total Debt $4,743 $5,043 $5,043 Tallgrass draws $300mm on revolver targeting 6.0x total proportional Cash & Cash Equivalents (10) — (10) (10) leverage Net Debt $4,733 $5,033 $5,033 Dividend profile based on 5% annual growth profile consistent with Common Equity (Market Value)(2) 6,813 552 7,366 7,366 Prairie 1.0 DPS forecast Total Capitalization $11,556 $12,408 $12,408 Assumes Senior Notes issuance of $750mm with an interest rate of 7.00% in 2021 and 2023, with proceeds used to pay down revolver HoldCo New Term Loan 1,155 1,355 1,355 $10mm in transaction costs; $6mm in financing fees HoldCo Total Debt $1,155 $1,355 $1,355 Sources and Uses HoldCo Equity 2,236 2,236 5,901 HoldCo Capitalization $3,391 $3,591 $7,256 Sources & Uses Credit Stats Transaction Sources ($mm) (%) HoldCo Total Debt $1,155 $1,355 $1,355 Incremental Equity $3,665 88% Debt Service Reserve Account (55) (65) (65) TGE Revolving Credit Facility Draw 300 7 HoldCo Net Debt $1,100 $1,290 $1,290 Incremental HoldCo Term Loan 200 5 Q4 2018 Annualized Distribution $258 $258 $589 Total Sources $4,165 100% 2018E Distributions 250 250 571 Transaction Uses ($mm) (%) 2019E Distributions 259 259 592 Purchase of 56.2% of TGE Equity $4,139 99% HoldCo Net Debt / Q4 2018E Annualized Distribution 4.3x 5.0x 2.2x Incremental DSRA 10 0 HoldCo Net Debt / 2018E EBITDA 4.4 5.2 2.3 HoldCo Net Debt / 2019E EBITDA 4.2 5.0 2.2 Financing Fees (Issuance Fees) 6 0 2019E Interest Coverage 2.8 5.4 5.4 Transaction Costs 10 0 Total Debt / Total Capitalization 34.1% 37.7% 18.7% Total Uses $4,165 100% HoldCo Consolidated Debt (Proportionate TGE + HoldCo) $3,232 $6,398 $6,398 Sensitivity Analysis 2018E EBITDA @ HoldCo Share $434 $990 $990 2018E Run-Rate EBITDA @ HoldCo Share (1) 450 1,027 1,027 Purchase Implied Equity Debt / 2019E EBITDA @ HoldCo Share 468 1,069 1,069 Price Premium(4) Requirement Capitalization Total Debt / 2018E EBITDA 7.5x 6.5x 6.5x $24.00 (0.2%) $3,347 48.5% Total Debt / 2018E Run-Rate EBITDA (1) 7.2 6.2 6.2 25.00 4.0 3,506 47.5 Total Debt / 2019E EBITDA 6.9 6.0 6.0 Total Debt / Total Capitalization 46.4% 46.5% 46.5% 26.00 8.1 3,665 46.5 27.00 12.3 3,825 45.5 28.00 16.4 3,984 44.6 Note: “Blackstone” includes investor group including GIC and other LPs. Source: Blackstone forecast, Company filings, Citi estimates, Wall Street Research, and FactSet. Market Data as of 3/15/2019. (1) Run-rate EBITDA includes $58mm of EBITDA adjustments to reflect full year impact of 2018 acquisitions and ramp of GP&T and Cheyenne Connector. (2) Pro forma market value of equity rebased to new purchase price of $26 / share. 8 (3) Metrics include 44% and 100% of TGE equity contributed as collateral to HoldCo, respectively. (4) Based on current TGE price of $24.05 as of 3/15/2019.

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Pro Forma HoldCo Projections (44% TGE Shares at HoldCo) ($mm) 2018E 2019E 2020E 2021E 2022E 2023E 2024E 2025E Total HoldCo Distributions $250 $259 $272 $286 $300 $315 $331 $347 (–) Interest Expense on Term Loan (96) (100) (100) (99) (97) (96) (95) Levered Free Cash Flow $163 $173 $186 $202 $218 $235 $252 Cumulative Levered Free Cash Flow $163 $336 $521 $723 $941 $1,176 $1,429 (–) Mandatory Amortization (14) (14) (14) (14) (14) (14) (14) (–) Cash Sw eep(1) 0 0 0 0 0 0 0 Total Cash to Sponsor $150 $159 $172 $188 $205 $222 $239 Check -——————- EOP Cash Balance $65 $215 $374 $546 $734 $938 $1,160 $1,399 DSRA Cash Balance 65 65 0 0 0 0 0 0 EOP Step 1 Term Loan Balance $1,355 $1,341 $1,328 $1,314 $1,301 $1,287 $1,274 $1,260 EOP Step 2 Term Loan Balance 0 0 0 0 0 0 0 0 HoldCo EOP Debt Balance $1,355 $1,341 $1,328 $1,314 $1,301 $1,287 $1,274 $1,260 HoldCo Standalone EOP Net Debt Balance 1,290 1,127 954 769 567 349 114 (139) Sponsor Total Debt / Dist. Received 5.4x 5.2x 4.9x 4.6x 4.3x 4.1x 3.8x 3.6x Sponsor Net Debt / Dist. Received 5.2x 4.3x 3.5x 2.7x 1.9x 1.1x 0.3x (0.4x) Leverage Metrics Interest Rate (L + 475) 7.1% 7.5% 7.6% 7.5% 7.5% 7.5% 7.5% HoldCo Ow nership in OpCo 43.8 43.8 43.8 43.8 43.8 43.8 43.8 43.8 HoldCo Share of OpCo EOP Debt Balance $2,209 $2,383 $2,540 $2,719 $2,858 $3,006 $3,155 $3,312 HoldCo Share of OpCo Asset EBITDA 434 468 475 491 518 547 562 580 HoldCo Consolidated EOP Debt Balance $3,564 $3,725 $3,867 $4,033 $4,159 $4,293 $4,429 $4,573 HoldCo Consolidated EOP Net Debt Balance 3,494 3,506 3,490 3,483 3,421 3,350 3,264 3,170 HoldCo Consolidated EOP Debt Balance / HoldCo Share of OpCo Asset EBITDA 8.2x 8.0x 8.1x 8.2x 8.0x 7.8x 7.9x 7.9x HoldCo Consolidated EOP Net Debt Balance / HoldCo Share of OpCo Asset EBITDA 8.1 7.5 7.4 7.1 6.6 6.1 5.8 5.5 Citi Classification Metrics Interest Coverage Ratio(2) 2.4x 2.4x 2.5x 2.7x 2.9x 3.0x 3.2x Cumulative Free Cash Flow as % of Initial Debt(3) 12.0% 29.6% 43.3% 58.2% 74.3% 91.6% 110.2% Source: Blackstone forecast. 2018E projections include pro forma transaction entry balances. Market data as of 3/15/2019. (1) Assumes no cash sweep. 9 (2) Total HoldCo distributions / (interest plus amortization). (3) Includes DSRA release.

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Pro Forma HoldCo Projections (100% TGE Shares at HoldCo) ($mm) 2018E 2019E 2020E 2021E 2022E 2023E 2024E 2025E Total HoldCo Distributions $571 $592 $622 $653 $685 $720 $755 $793 (–) Interest Expense on Term Loan (96) (100) (100) (99) (97) (96) (95) Levered Free Cash Flow $496 $522 $553 $587 $623 $660 $698 Cumulative Levered Free Cash Flow $496 $1,018 $1,570 $2,157 $2,779 $3,439 $4,137 (–) Mandatory Amortization (14) (14) (14) (14) (14) (14) (14) (–) Cash Sw eep(1) 0 0 0 0 0 0 0 Total Cash to Sponsor $482 $508 $539 $573 $609 $646 $684 Check -——————- EOP Cash Balance $65 $547 $1,056 $1,594 $2,168 $2,777 $3,423 $4,107 DSRA Cash Balance 65 0 0 0 0 0 0 0 EOP Step 1 Term Loan Balance $1,355 $1,341 $1,328 $1,314 $1,301 $1,287 $1,274 $1,260 EOP Step 2 Term Loan Balance 0 0 0 0 0 0 0 0 HoldCo EOP Debt Balance $1,355 $1,341 $1,328 $1,314 $1,301 $1,287 $1,274 $1,260 HoldCo Standalone EOP Net Debt Balance 1,290 794 272 (280) (867) (1,489) (2,149) (2,847) Sponsor Total Debt / Dist. Received 2.4x 2.3x 2.1x 2.0x 1.9x 1.8x 1.7x 1.6x Sponsor Net Debt / Dist. Received 2.3x 1.3x 0.4x (0.4x) (1.3x) (2.1x) (2.8x) (3.6x) Leverage Metrics Interest Rate (L + 475) 7.1% 7.5% 7.6% 7.5% 7.5% 7.5% 7.5% HoldCo Ow nership in OpCo 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 HoldCo Share of OpCo EOP Debt Balance $5,043 $5,441 $5,798 $6,208 $6,525 $6,862 $7,203 $7,563 HoldCo Share of OpCo Asset EBITDA 990 1,069 1,084 1,121 1,183 1,249 1,283 1,324 HoldCo Consolidated EOP Debt Balance $6,398 $6,783 $7,126 $7,522 $7,826 $8,150 $8,477 $8,823 HoldCo Consolidated EOP Net Debt Balance 6,323 6,226 6,061 5,918 5,649 5,363 5,044 4,706 HoldCo Consolidated EOP Debt Balance / HoldCo Share of OpCo Asset EBITDA 6.5x 6.3x 6.6x 6.7x 6.6x 6.5x 6.6x 6.7x HoldCo Consolidated EOP Net Debt Balance / HoldCo Share of OpCo Asset EBITDA 6.4 5.8 5.6 5.3 4.8 4.3 3.9 3.6 Citi Classification Metrics Interest Coverage Ratio(2) 5.4x 5.5x 5.7x 6.1x 6.5x 6.9x 7.3x Cumulative Free Cash Flow as % of Initial Debt(3) 41.4% 79.9% 120.7% 164.0% 209.9% 258.6% 310.1% Source: Blackstone forecast. 2018E projections include pro forma transaction entry balances. Market data as of 3/15/2019. (1) Assumes no cash sweep. 10 (2) Total HoldCo distributions / (interest plus amortization). (3) Includes DSRA release.

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TGE Standalone Projections ($mm) 2018E 2019E 2020E 2021E 2022E 2023E 2024E 2025E REX EBITDA @ Share $555 $490 $467 $461 $461 $425 $397 PXP EBITDA 309 291 283 283 280 282 284 Natural Gas Pipeline EBITDA 79 90 90 90 90 90 90 G, P & T EBITDA 136 167 167 167 167 167 167 Seahorse EBITDA 0 0 0 0 0 0 0 Other Grow th / Acquisitions EBITDA 0 56 125 193 262 330 399 KMI JV Incremental EBITDA 0 0 0 0 0 0 0 Corporate G&A (10) (10) (11) (11) (11) (12) (12) Total EBITDA $990 $1,069 $1,084 $1,121 $1,183 $1,249 $1,283 $1,324 YoY Grow th — 8.0% 1.4% 3.4% 5.5% 5.5% 2.7% 3.2% (Less): Maintenance Capex ($22) ($32) ($35) ($36) ($36) ($36) ($40) ($43) (Less): Interest Expense (161) (203) (224) (276) (275) (324) (324) (343) (Less): REX DCF Adj. @ Share (120) (96) (105) (105) (105) (105) (105) (105) Cash Available for Dividends $687 $738 $720 $704 $768 $783 $815 $834 Coverage (x) 1.20x 1.25x 1.16x 1.08x 1.12x 1.09x 1.08x 1.05x Coverage ($) $116 $146 $98 $51 $82 $63 $59 $40 Total Dividends Paid $571 $592 $622 $653 $685 $720 $755 $793 YoY Grow th — 3.6% 5.0% 5.0% 5.0% 5.0% 5.0% 5.0% Grow th Capex $405 $544 $455 $461 $400 $400 $400 $400 REX Debt @ Share 1,519 1,519 1,519 1,519 1,519 1,519 1,519 1,519 Revolver Balance 1,524 1,922 2,279 1,939 2,257 1,844 2,184 2,544 TGE Debt (End of Period) 3,524 3,922 4,279 4,689 5,007 5,344 5,684 6,044 Total Proportionate TGE Debt (End of Period)(1) 5,043 5,441 5,798 6,208 6,525 6,862 7,203 7,563 Total Proportionate Debt / EBITDA(1) 5.1x 5.1x 5.3x 5.5x 5.5x 5.5x 5.6x 5.7x Covenant Calculations TGE 2024 Notes Metric FCCR 1.75x 5.40x 4.79x 4.37x 3.68x 3.93x 3.52x 3.64x 3.56x TGE Revolving Credit Facility Max Senior Secured Leverage Ratio(2) 3.75x 1.75x 1.98x 2.33x 1.91x 2.09x 1.61x 1.85x 2.09x Max Total Leverage Ratio(2) 5.50 4.05 4.03 4.37 4.61 4.64 4.67 4.83 4.96 Min. Interest Coverage Ratio(2) 2.50 5.40 4.79 4.37 3.68 3.93 3.52 3.64 3.56 OpCo/JV Incurrence Test Max Proportionate Leverage Ratio(1) 5.75x 5.09x 5.09x 5.35x 5.54x 5.51x 5.50x 5.61x 5.71x Source: Blackstone forecast. 2018E projections include pro forma transaction entry balances. Market data as of 3/15/2019. (1) Includes proportionate REX debt and EBITDA. 11 (2) Max Senior Leverage Ratio calculated as Secured Debt / Deconsolidated EBITDA. Max Total Leverage Ratio calculated as TGE Debt / Deconsolidated EBITDA (TGE EBITDA plus REX Distributions). Min. Interest Coverage Ratio calculated as Deconsolidated EBITDA / Cash Interest Expense. Deconsolidated EBITDA is Proportionate EBITDA less REX DCF.

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3. 100% OpCo Debt

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Transaction Overview – 100% OpCo Debt Assumptions Pro Forma Capitalization Illustrative transaction date of 1/1/2019 (at 1/1/2019) Blackstone acquires the remaining 56% of TGE for a total consideration of TGE ($mm) SA Adj. PF $4,139mm Proportionate REX Debt $1,519 — $1,519 – $4,139mm for LP stake [$26.00] per share for 159.2mm remaining shares Total Proportionate Subsidiary Debt $1,519 $1,519 TGE Revolving Credit Facility 1,224 — 1,224 – Blackstone pro forma equity ownership of 100% TGE Term Loan B — 700 700 Blackstone refinances and closes $1,155mm TL B facility Total Secured Debt $1,224 $1,924 4.750% Senior Notes Due 2023 500 — 500 Tallgrass issues $700mm Term Loan B at L+300bps 5.500% Senior Notes Due 2024 750 — 750 – 99.0 OID, 2.00% issuance fees 5.500% Senior Notes Due 2028 750 — 750 Total Debt $4,743 $5,443 Dividend profile based on 5% annual growth profile consistent with Prairie 1.0 Debt Service Reserve Account 0 (30) (30) DPS forecast Cash & Cash Equivalents (10) — (10) Assumes Senior Notes issuance of $750mm with an interest rate of 7.00% in Net Debt $4,733 $5,403 Common Equity (Market Value)(3) 6,813 552 7,366 2021 and 2023, with proceeds used to pay down revolver Total Capitalization $11,556 $12,808 $10mm in transaction costs; $21mm in financing fees HoldCo New Term Loan 1,155 (1,155) — Sources and Uses HoldCo Total Debt $1,155 $0 HoldCo Equity 2,236 4,600 6,836 Sources & Uses HoldCo Capitalization $3,391 $6,836 Transaction Sources ($mm) (%) Credit Stats Incremental Equity $4,600 86% TGE Total Debt $4,743 $5,443 New OpCo Term Loan 700 13 2018E EBITDA $990 $990 HoldCo DSRA 55 1 2018E RR EBITDA (2) 1,027 1,027 Total Sources $5,355 100% 2019E EBITDA 1,069 1,069 Total Debt / 2018E EBITDA 4.8x 5.5x Transaction Uses ($mm) (%) Total Debt / 2019E EBITDA 4.4 5.1 Purchase of 56.2% of TGE Equity $4,139 77% Total Debt / Total Capitalization 41.0% 42.5% Refinance of HoldCo Term Loan 1,155 22 HoldCo Total Debt $1,155 $0 OpCo DSRA 30 1 Debt Service Reserve Account (55) 55 0 Financing Fees (OID, Issuance Fees) 21 0 HoldCo Net Debt $1,100 $0 Q4 2018 Annualized Distribution $258 $0 Transaction Costs 10 0 2018E Distributions 250 0 Total Uses $5,355 100% 2019E Distributions 259 0 HoldCo Net Debt / Q4 2018E Annualized Distribution 4.3x 0.0x Sensitivity Analysis HoldCo Net Debt / 2018E EBITDA 4.4 0.0 Purchase Implied Equity Debt / HoldCo Net Debt / 2019E EBITDA 4.2 0.0 2019E Interest Coverage 2.8 NA Price Premium(4) Requirement Capitalization Total Debt / Total Capitalization 34.1% 0.0% HoldCo Consolidated Debt (Proportionate TGE + HoldCo) $3,232 $5,443 $24.00 (0.2%) $4,282 44.5% 2018E EBITDA @ HoldCo Share $434 $990 25.00 4.0 4,441 43.5 2018E Run-Rate EBITDA @ HoldCo Share (2) 450 1,027 26.00 8.1 4,600 42.5 2019E EBITDA @ HoldCo Share 468 1,069 Total Debt / 2018E EBITDA 7.5x 5.5x 27.00 12.3 4,760 41.6 Total Debt / 2018E Run-Rate EBITDA (2) 7.2 5.3 28.00 16.4 4,919 40.7 Total Debt / 2019E EBITDA 6.9 5.1 Total Debt / Total Capitalization 46.4% 42.5% Note: “Blackstone” includes investor group including GIC and other LPs. Source: Blackstone forecast, Company filings, Citi estimates, Wall Street Research, and FactSet. Market Data as of 3/15/2019. (1) Total proportional leverage includes REX debt and REX EBITDA @ share. Distributions to sponsor restricted in 2019 to avoid tripping incurrence tests. (2) Run-rate EBITDA includes $58mm of EBITDA adjustments to reflect full year impact of 2018 acquisitions and ramp of GP&T and Cheyenne Connector. 12 (3) Pro forma market value of equity rebased to new purchase price of $26 / share. (4) Based on current TGE price of $24.05 as of 3/15/2019.

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TGE Standalone Projections ($mm) 2018E 2019E 2020E 2021E 2022E 2023E 2024E 2025E REX EBITDA @ Share $555 $490 $467 $461 $461 $425 $397 PXP EBITDA 309 291 283 283 280 282 284 Natural Gas Pipeline EBITDA 79 90 90 90 90 90 90 G, P & T EBITDA 136 167 167 167 167 167 167 Seahorse EBITDA 0 0 0 0 0 0 0 Other Grow th / Acquisitions EBITDA 0 56 125 193 262 330 399 KMI JV Incremental EBITDA 0 0 0 0 0 0 0 Corporate G&A (10) (10) (11) (11) (11) (12) (12) Total EBITDA $990 $1,069 $1,084 $1,121 $1,183 $1,249 $1,283 $1,324 YoY Grow th — 8.0% 1.4% 3.4% 5.5% 5.5% 2.7% 3.2% (Less): Maintenance Capex ($22) ($32) ($35) ($36) ($36) ($36) ($40) ($43) (Less): Interest Expense (161) (229) (252) (305) (305) (356) (357) (378) (Less): OpCo Term Loan Mandatory Amortization 0 (7) (7) (7) (7) (7) (7) (7) (Less): REX DCF Adj. @ Share (120) (96) (105) (105) (105) (105) (105) (105) Cash Available for Dividends $687 $705 $685 $668 $731 $744 $775 $792 Coverage (x) 1.20x 1.19x 1.10x 1.02x 1.07x 1.03x 1.03x 1.00x Coverage ($) $116 $113 $64 $16 $45 $25 $19 ($1) Total Dividends Paid $571 $592 $622 $653 $685 $720 $755 $793 YoY Grow th — 3.6% 5.0% 5.0% 5.0% 5.0% 5.0% 5.0% Grow th Capex $405 $544 $455 $461 $400 $400 $400 $400 REX Debt @ Share 1,519 1,519 1,519 1,519 1,519 1,519 1,519 1,519 Revolver Balance 1,224 1,655 2,047 1,742 2,096 1,722 2,102 2,504 Term Loan B 700 693 686 679 672 665 658 651 TGE Debt (End of Period) 3,924 4,348 4,733 5,171 5,518 5,887 6,260 6,655 Total Proportionate TGE Debt (End of Period)(1) 5,443 5,867 6,251 6,690 7,037 7,405 7,779 8,173 Total Proportionate Debt / EBITDA(1) 5.5x 5.5x 5.8x 6.0x 5.9x 5.9x 6.1x 6.2x Covenant Calculations TGE 2024 Notes Metric FCCR 1.75x 5.40x 4.25x 3.89x 3.33x 3.54x 3.21x 3.30x 3.23x TGE Revolving Credit Facility Max Senior Secured Leverage Ratio(2) 3.75x 2.21x 2.41x 2.79x 2.38x 2.57x 2.09x 2.34x 2.59x Max Total Leverage Ratio(2) 5.50 4.51 4.47 4.84 5.09 5.12 5.15 5.32 5.46 Min. Interest Coverage Ratio(2) 2.50 5.40 4.25 3.89 3.33 3.54 3.21 3.30 3.23 Source: Blackstone forecast. 2018E projections include pro forma transaction entry balances. Market data as of 3/15/2019. (1) Includes proportionate REX debt and EBITDA. 13 (2) Max Senior Leverage Ratio calculated as Secured Debt / Deconsolidated EBITDA. Max Total Leverage Ratio calculated as TGE Debt / Deconsolidated EBITDA (TGE EBITDA plus REX Distributions). Min. Interest Coverage Ratio calculated as Deconsolidated EBITDA / Cash Interest Expense. Deconsolidated EBITDA is Proportionate EBITDA less REX DCF.

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Appendix

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Midstream Trading Levels Yield-to-Worst (Since 9/30/18) Effective Spread (Since 9/30/18) 8.5% $80 550 bps 7.5% $ ) 500 bps %)( (bps) ( 472 bps ce 6.448% i Pr ead 450 bps 443 bps 6.5% $60 441 bps Worst S pr 437 bps—$58.52 ude to 400 bps—Cr ve ld 5.5% i ie 5.366% T I ect Y 5.121% W f f 350 bps E 4.5% $40 300 bps Sep-18 Oct-18 Nov-18 Dec-18 Jan-19 Feb-19 Mar-19 Sep-18 Oct-18 Nov-18 Dec-18 Jan-19 Feb-19 Mar-19 Tallgrass 5.500% due 2028 Midstream HY Index Citi HY Index WTI Crude Prairie TLB Equitrans TLB Stetson TLB B Loans High Yield ($mm) Amount Ratings March 18, 2019 (1) Issue Date Issuer Issue ($MM) Maturity Corp Issue Price YTW (yr) STW Jun-2008 Rockies Express Pipeline 7.500% Sr Nts $250 Jul-2038 Ba1 / BBB- / BBB- (F) Ba1 / BBB- / BBB- (F) 112.625 6.355% (38) 356 bps Mar-2010 Rockies Express Pipeline 6.875% Sr Nts $500 Apr-2040 Ba1 / BBB- / BBB- (F) Ba1 / BBB- / BBB- (F) 106.125 6.343% (40) 351 bps Aug-2016 Tallgrass Energy LP 5.500% Sr Nts $750 Sep-2024 Ba2 / BB+ / BBB- (F) Ba3 / BB+ / BBB- (F) 102.250 4.791% (22) 238 bps Sep-2017 Tallgrass Energy LP 5.500% Sr Nts $750 Jan-2028 Ba2 / BB+ / BBB- (F) Ba3 / BB+ / BBB- (F) 100.750 5.366% (26) 287 bps Nov-2014 Blue Racer Midstream 6.125% Sr Nts $850 Nov-2022 B1 / B+ / BB- (F) B2 / B / BB- (F) 101.000 5.478% (20) 301 bps Jun-2018 Blue Racer Midstream 6.625% Sr Nts $300 Jul-2026 B1 / B+ / BB- (F) B2 / B / BB- (F) 100.750 6.453% (24) 402 bps Nov-2015 Enable Midstream Partners 3.900% Sr Nts $600 May-2024 Baa3 / BBB- / BBB- (F) Baa3 / BBB- / BBB- (F) 97.750 4.392% (24) 197 bps Mar-2017 Enable Midstream Partners 4.400% Sr Nts $700 Mar-2027 Baa3 / BBB- / BBB- (F) Baa3 / BBB- / BBB- (F) 96.750 4.896% (27) 236 bps May-2018 Enable Midstream Partners 4.950% Sr Nts $800 May-2028 Baa3 / BBB- / BBB- (F) Baa3 / BBB- / BBB- (F) 100.125 4.932% (28) 235 bps Mar-2014 Enlink Midstream Partners 4.400% Sr Nts $550 Apr-2024 Ba1 / BB+ / BBB- (F) Ba1 / BB+ / BBB- (F) 98.250 4.795% (24) 238 bps May-2015 Enlink Midstream Partners 4.150% Sr Nts $750 Jun-2025 Ba1 / BB+ / BBB- (F) Ba1 / BB+ / BBB- (F) 95.750 4.954% (25) 248 bps Jul-2016 Enlink Midstream Partners 4.850% Sr Nts $500 Jul-2026 Ba1 / BB+ / BBB- (F) Ba1 / BB+ / BBB- (F) 98.250 5.139% (26) 262 bps Jun-2018 EQM Midstream 4.750% Sr Nts $1,100 Jul-2023 Ba1 / BBB- / BBB- (F) Ba1 / BBB- / BBB- (F) 101.625 4.325% (23) 191 bps Jul-2014 EQM Midstream 4.000% Sr Nts $500 Aug-2024 Ba1 / BBB- / BBB- (F) Ba1 / BBB- / BBB- (F) 97.000 4.637% (24) 220 bps Nov-2016 EQM Midstream 4.125% Sr Nts $500 Dec-2026 Ba1 / BBB- / BBB- (F) Ba1 / BBB- / BBB- (F) 92.125 5.387% (26) 286 bps Jun-2018 EQM Midstream 5.500% Sr Nts $850 Jul-2028 Ba1 / BBB- / BBB- (F) Ba1 / BBB- / BBB- (F) 99.125 5.621% (28) 304 bps Source: Citi Trading Desk, TRACE, Advantage Data. (1) Spread to worst based on interpolated U.S. Treasury curve. Leveraged Loans ($mm) Rating March 18, 2019 (1) Issue Date Borrower Facility Amount Coupon Maturity Corp. Facility Price (%) Eff. Yld (%) Eff. Sprd (bps) Swap Yld (%) Mar-2019 Prairie ECI Acquiror LP Term Loan B $1,155 L+475 Mar 2026 B1 / B+ / BB- (F) B1 / B+ / BB- (F) 100.125 7.356% 472 bps 7.197% HoldCo Apr-2018 Bronco Midstream Term Loan B $299 L+350 Aug 2023 Ba2 / B+ Ba2 / BB- 99.125 6.359% 373 bps 6.160% Dec-2018 Equitrans Midstream Term Loan B $600 L+450 Dec 2023 Ba3 / BB Ba3 / BB 100.375 7.040% 441 bps 6.844% Oct-2018 Northriver Midstream (Grizzly) Term Loan B $1,000 L+325 Oct 2025 Ba3 / BB+ Ba3 / BB+ 99.875 5.907% 327 bps 5.735% Jul-2018 Stetson Midstream Term Loan B $1,000 L+425 Jul 2025 Ba3 / B+ Ba3 / B+ 99.125 7.060% 443 bps 6.886% JV Sep 2017 BCP Renaissance Parent Term Loan B $1,255 L+350 Sep 2024 B1 / B+ B1 / B+ 99.625 6.213% 358 bps 6.026% Mar 2013 EMG Utica Term Loan B $210 L+375 May 2020 B1 / B B1 / B+ 99.500 6.899% 427 bps 6.870% Sep 2017 Traverse Midstream Partners Term Loan B $1,435 L+400 Sep 2024 B2 / B+ B2 / B+ 99.750 6.685% 405 bps 6.497% Oct 2017 Utopia Pipeline Term Loan B $225 L+425 Feb 2024 — / — Ba3 / BB- Thinly Traded Permian Oct 2018 CapRock Midstream Term Loan B $690 L+475 Oct 2025 B2 / B B2 / B 96.125 8.131% 550 bps 7.963% May 2018 Bison Midstream Term Loan B $900 L+400 May 2025 B2 / B B2 / B 95.375 7.564% 493 bps 7.383% Jun 2017 EagleClaw Midstream Term Loan B $1,250 L+425 Jun 2024 B3 / B B3 / B 95.500 7.933% 530 bps 7.736% Feb 2018 Lucid Energy Group Term Loan B $950 L+300 Feb 2025 B2 / B B2 / B 94.000 6.864% 423 bps 6.675% Nov 2017 Medallion Midstream Term Loan B $700 L+325 Oct 2024 B2 / B B2 / B+ 97.750 6.359% 373 bps 6.169% Dec 2017 Navitas Midstream Term Loan B $350 L+450 Dec 2024 B3 / B B3 / B+ 94.625 8.304% 567 bps 8.115% Feb 2018 Oryx Southern Delaware Term Loan B $800 L+325 Feb 2025 B2 / B+ B2 / B+ 97.500 6.383% 375 bps 6.199% Other Dec 2017 Glass Mountain Term Loan B $300 L+450 Dec 2024 B3 / B B3 / B 97.125 7.769% 514 bps 7.583% Aug 2017 Limetree Bay Terminals Term Loan B $462 L+400 Feb 2024 — / — B1 / BB- 96.000 7.635% 500 bps 7.436% Jan 2018 Woodford Express Term Loan B $364 L+500 Jan 2025 B2 / B B2 / B+ 96.625 8.380% 575 bps 8.195% (1) Based on applicable swap rates. Source: Citi Trading Desk, Markit. 14

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Exhibit (c)9

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Citigroup Global Markets Inc. Corporate and Investment Banking March 2019 Project Prairie Process Update Strictly Private and Confidential

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Illustrative Process Road Map for Thunder Take-Private Initial Interest Communication 1 by Bison to Thunder Key Issues to Navigate Bison Due Diligence / Economics to Sponsor vs. Thunder 2 Public Shareholders Formalization of Proposal “Market Clearing” Thunder Take Presentation of Proposal to 3 Private Valuation Thunder Sponsor Group Financing Structure / Sources Sponsor Group Evaluation (Including Co-Invest) 4 / Negotiation of Proposal Sponsor 13-D Considerations Announcement / Closing of Purchase of Sponsor Group 5 Interests in Thunder Submission of Take Private 6 Proposal to Conflicts Committee(1) Conflicts Committee Process 7 8 Bison 2nd Step Capital Raise Process Announcement 9 10 Closing (1) Timing of submission of take private offer to Conflicts Committee likely to be made public and so expected to follow securing of financing necessary to consummate the deal at the offer/likely deal price. 1

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Step 7: Conflicts Committee Process Illustrative Timeline / Key Dates Conflicts Committee formal charge to include an evaluation and negotiation of Bison proposal on behalf of Thunder public shareholders April 2019 Formal Conflicts Committee charge likely to be focused on proposal terms S M T W T F S Conflicts Committee Role Conflicts Committee will have authority to negotiate transaction on behalf of public shareholders 1 2 3 4 5 6 Ultimately, will determine whether transaction is fair to Thunder public 7 8 9 10 11 12 13 shareholders / willingness to grant “special approval” under partnership 14 15 16 17 18 19 20 agreement 21 22 23 24 25 26 27 Key Process Considerations 28 29 30 - Establish a robust Conflicts Committee process with strong advisors—Establish record of necessary time to due diligence, analyze and May 2019 deliberate S M T W T F S - 13E-3 process considerations 1 2 3 4 - Running alternatives process likely not in scope of Conflicts 5 6 7 8 9 10 11 Committee delegation 12 13 14 15 16 17 18 Conflicts Committee Focus Vote Requirements 19 20 21 22 23 24 25 Areas / Key Considerations - Shareholder approval requirements 26 27 28 29 30 31 - Share majority vs. majority of the minority (negotiating point) Economic consideration—Bison proposal reflect full and fair value of Thunder standalone financial prospects—Significant focus on basis of forecasts and underlying assumptions arriving at long term value of Thunder financial prospects Timing / Next Steps 4-6 weeks 2

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Steps 8-9: Second Step Financing, Announcement Prep & Signing Illustrative Timeline / Key Dates Ongoing due diligence review April 2019 - Supplements existing due diligence from purchase of S M T W T F S sponsor group interests in Thunder and information in Second Step Financing public domain 1 2 3 4 5 6 Arrange and formalize debt and equity financing sources 7 8 9 10 11 12 13 including required bridge terms at signing of transaction 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 Announcement preparation—Press release preparation IR Rollout / Shareholder May 2019 - Potential investor Q&A Communication S M T W T F S - Prepare public investor presentation—TBD 1 2 3 4 - Employee communication 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Bison Investor Committee approval 26 27 28 29 30 31 Formal BOD & IC Meetings / Thunder Conflicts Committee presents recommendation to Thunder’s Board of Directors [5/11]—Announcement Approval & Signing Sign merger agreement Announce transaction Timing / Next Steps 4-6 weeks (concurrently with Conflicts Committee process) 3

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Step 10: Closing Process Illustrative Timeline / Key Dates May 2019 Proxy preparation S M T W T F S Proxy Draft Bison / Thunder advisors to comment 1 2 3 4 File with SEC 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 SEC review June 2019 Receive SEC comments S M T W T F S SEC Process File proxy amendments as needed 1 2 3 4 5 6 7 8 Clear SEC 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 HSR Approval 30 Regulatory Approval Other approvals, if any, to be identified in diligence September 2019 S M T W T F S 1 2 3 4 5 6 7 8 9 10 11 12 13 14 Mail proxy 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Shareholder Vote / Closing Shareholder vote 29 30 Close transaction October 2019 S M T W T F S 1 2 3 4 5 6 7 8 9 10 11 12 Timing / Next Steps 16-20 weeks 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 4

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Exhibit (c)10

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Citigroup Global Markets Inc. | Corporate and Investment Banking March 2019 Discussion Materials Strictly Private and Confidential

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Tallgrass and Medallion Midstream Comparison Medallion represents an attractive investment into the Permian Midland Basin; however, Tallgrass mitigates risk and supports stability via superior diversity of cash flows by geography, customer and commodity type. Business Mix(1) Contract Mix(2) Gathering, Commodity Processing & Exposed Terminal ling Volumetric Fee 4% Crude Gathering 9% 6% 100% Volumetric Fee 100% Crude Oil Natural Gas Transportation Transportation 37% 54% Firm Fee 90% · Unparalleled asset portfolio gives unique · Single crude oil commodity and gathering · Majority of REX and Pony revenues derived · Active acreage dedications with 31 current exposure both to natural gas and crude oil segment exposure from counterparties with Investment Grade rigs on footprint (vs. 35 projected for 2019) ratings Geographic / Basin Exposure Term Loan Performance Since Feb 1, 2019 Rockies 101.000 Tallgrass HoldCo Term Loan B Gathering, Issuance: March 7, 2019 Processing & Terminal ling Rockies Gas Permian Crude 100.000 Yield 100.000 9% 33% 100% At TGE HoldCo Issuance Current Delta 99.000 Marcellus / Utica 7.810% 7.347% -46bps Gas 6.455 6.497 +4bps 28% 98.000 97.375 Bakken / DJ / 97.000 PRB Crude 30% 96.000 · Positioned to capture future production growth · Single basin exposure albeit to highest oil and demand for natural gas and crude oil producing basin in the lower 48 states volumes across a diverse asset base that links 95.000 producing basins and end-user markets in the Feb-01 Feb-12 Feb-23 Mar-06 Mar-17 Mar-28 Midwest, Midcontinent, Rockies and Appalachia Medallion Midland Prairie ECI Acquirior Source: Company filings and presentations, Citi Trading Desk, Markit. (1) Tallgrass business mix represents 2018 reported figures and are based on EBITDA. 1 (2) Tallgrass contract mix represents 2018 reported figures.

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Exhibit (c)11

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Citigroup Global Markets Inc. | Global Energy Group March 2019 Project Prairie Discussion Materials Strictly Private and Confidential

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Major US Basins – Lower 48 Bakken/Williston Powder River Marcellus Piceance DJ Basin Utica San Juan SCOOP/STACK Fayetteville Permian Barnett Haynesville Tuscaloosa Eagle Ford Tallgrass Core Operations Basins Other Major US Onshore Basins Source: EIA, company disclosure. 1

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Rig Count by Basin Rig Count by Basin Since 2011 250 Projected Rig Count 200 150 100 80 80 58 67 50 28 34 24 17 — 1Q 3Q 1Q 3Q 1Q 3Q 1Q 3Q 1Q 3Q 1Q 3Q 1Q 3Q 1Q 3Q 1Q 3Q 1Q 3Q 1Q 3Q 1Q 3Q 1Q 3Q 2011 2011 2012 2012 2013 2013 2014 2014 2015 2015 2016 2016 2017 2017 2018 2018 2019 2019 2020 2020 2021 2021 2022 2022 2023 2023 DJ-Niobrara Powder River Williston Appalachia Projected Well Spuds Williston Basin DJ-Niobrara Basin Powder River Basin Appalachia 2,267 1,951 2,002 1,968 1,972 1,964 1,317 1,356 1,376 1,376 1,275 1,234 1,244 1,288 1,288 1,266 1,211 1,133 265 272 284 284 284 284 2018A 2019E 2020E 2021E 2022E 2023E 2018A 2019E 2020E 2021E 2022E 2023E 2018A 2019E 2020E 2021E 2022E 2023E 2018A 2019E 2020E 2021E 2022E 2023E Actual Projected Source: Baker Hughes, IHS Markit. 2

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Bakken Region New-Well Oil Production per Rig New-Well Gas Production per Rig 1,600 250 4,500 250 (bbl) 1,400 (bbl) 4,000 200 3,500 200 Rig 1,200 Rig 3,000 Per 1,000 150 Rig Per 150 Rig 2,500 800 2,000 600 100 Count 100 Count 1,500 Production 400 Production 1,000 50 50 200 500 ——-1/11 1/13 1/15 1/17 2/19 1/11 1/13 1/15 1/17 2/19 Production per Rig Rig Count Production per rig Rig Count Oil Production (Mbbl/d) Gas Production (MMcf/d) 1,600 Oil +13 Mbbl/d month over month 6,000 Gas +14 MMcf/d month over month 1,400 5,000 1,200 4,000 1,000 800 3,000 600 2,000 400 1,000 200 0 0 1/11 1/13 1/15 1/17 2/19 1/11 1/13 1/15 1/17 2/19 Total Production Total Production Monthly Additions From One Average Rig Oil Gas 1,903 March 1,458 March +6 +6 1,897 February barrels/day 1,452 February thousand cubic feet/day thousand barrels/day month over month month over month cubic/feet/day Source: EIA. Note: Drilling data through January 2019. Projected production through March 2019. 3

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Niobrara Region (Including DJ and Powder River Basins) New-Well Oil Production per Rig New-Well Gas Production per Rig 1,600 250 4,500 250 (bbl) 1,400 (bbl) 4,000 200 3,500 200 Rig 1,200 Rig 3,000 Per 1,000 150 Rig Per 150 Rig 2,500 800 2,000 600 100 Count 100 Count 1,500 Production 400 Production 1,000 50 50 200 500 ——-1/11 1/13 1/15 1/17 2/19 1/11 1/13 1/15 1/17 2/19 Production per Rig Rig Count Production per rig Rig Count Oil Production (Mbbl/d) Gas Production (MMcf/d) 1,600 Oil +16 Mbbl/d month over month 6,000 Gas +63 MMcf/d month over month 1,400 5,000 1,200 4,000 1,000 800 3,000 600 2,000 400 1,000 200 0 0 1/11 1/13 1/15 1/17 2/19 1/11 1/13 1/15 1/17 2/19 Total Production Total Production Monthly Additions From One Average Rig Oil Gas 4,169 March 1,206 March +3 +3 4,166 February barrels/day 1,203 February thousand cubic feet/day thousand barrels/day month over month month over month cubic/feet/day Source: EIA. Note: Drilling data through January 2019. Projected production through March 2019. 4

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DJ and Powder River Basin Detail Only 21% of historical Rockies Niobrara production came from the Powder River Basin (“PRB”); the bulk comes from the DJ Basin to the south. However, recent PRB Niobrara results have been highly productive, raising the possibility for the PRB to experience a similar growth trajectory as seen in the more mature DJ. DJ and PRB Niobrara Growth (Mboe/d)(1) DJ versus PRB 2017 Niobrara Production(1) 500 DJ Basin Powder River Basin The DJ Niobrara is more carbonate rich and was easier for operators to develop with early drilling 400 technology. In order for the PRB to bridge the production gap, operators must prove that new, The Niobrara in more intense completions can overcome the the PRB is an 300 lower permeability seen in the PRB Niobrara oil play, but the DJ Niobrara has gas and 200 oil, which can be a factor in boosting PRB 100 economics 0 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 Oil Gas DJ Niobrara Production PRB Niobrara Production Oil Production (Mbbl/d) DJ Basin Powder River Basin 500 500 400 400 300 300 200 200 100 100 — 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 Source: Wood Mackenzie. (1) Niobrara formation only production shown for comparative purposes; excludes production from the Codell and other subformations in the DJ and the Turner, Parkman, Teapot, Sussex and 5 other subformations in the PRB.

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Appalachia Region (Utica and Marcellus) New-Well Oil Production per Rig New-Well Gas Production per Rig 1,600 250 18,000 250 (bbl) 1,400 (bbl) 16,000 200 14,000 200 Rig 1,200 Rig 12,000 Per 1,000 150 Rig Per 150 Rig 10,000 800 8,000 600 100 Count 100 Count 6,000 Production 400 Production 4,000 50 50 200 2,000 ——-1/11 1/13 1/15 1/17 2/19 1/11 1/13 1/15 1/17 2/19 Production per Rig Rig Count Production per rig Rig Count Oil Production (Mbbl/d) Gas Production (MMcf/d) 1,600 Oil +3 Mbbl/d month over month 35,000 Gas +310 MMcf/d month over month 1,400 30,000 1,200 25,000 1,000 20,000 800 15,000 600 10,000 400 200 5,000 0 0 1/11 1/13 1/15 1/17 2/19 1/11 1/13 1/15 1/17 2/19 Total Production Total Production Monthly Additions From One Average Rig Oil Gas 15,600 March 144 March +0 +3 15,300 February barrels/day 144 February thousand cubic feet/day thousand barrels/day month over month month over month cubic/feet/day Source: EIA. Note: Drilling data through January 2019. Projected production through March 2019. 6

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Breakevens by Basin Crude Oil Breakevens by Basin(1) Select Commentary Bakken WTI Price: $56.12 “Interestingly, [observed] $/location was the highest in the Bakken, albeit deal activity has been relatively sparse over the past few $47.00 years. Given the magnitude of well productivity gains, well $40.50 $41.00 level returns in the Bakken core represent the most attractive $31.07 $31.42 drilling opportunities in U.S. shale.” $28.41 $28.70 $28.74 $29.76 $26.37 $27.31 DJ – Niobrara “Despite lower returns on a half-cycle basis, the DJ ranks ahead of both the Bakken and Eagle Ford on a full-cycle basis, as the play benefits from lower entry costs based on our Midland SCOOP Eagle Delaware Bakken DJ—STACK Powder Oswego Duvernay Uinta Ford Niobrara River analysis. Despite negative investor sentiment on the DJ Basin, on the current strip IRRs and NPV-10s per well look attractive in the Wattenberg core and northeastern Colorado.” Natural Gas Breakevens by Basin(1) Powder River “The PRB was originally developed with completions that were too light and too tightly spaced. Operators are now revisiting the $3.90 formation with new completion techniques, and the results are promising…. The Turner, Teapot and Parkman formations have HH Price: $2.87 $3.10 been proven in several locations around the basin. Single-well $2.64 $2.71 breakevens can range between $40-$55/bbl. The Sussex, Teapot and the Frontier become economic at $70/bbl.” $1.95 $1.78 $1.83 Appalachia “Overall, on the current strip IRRs and NPV-10s per well appear largely unattractive below $3.00 per Mcf outside of the Marcellus in NEPA and West Virginia wet plays, which would still Marcellus (SW) Marcellus (NE) Montney Haynesville Utica Barnett Fayetteville generate a ~40% or higher IRR on the current strip assuming full-cycle costs.” Basins Where TGE Operates Source: Wood Mackenzie, Wall Street Research. FactSet data as of 3/8/2019. Note: Oil breakevens assumes flat $3.00/Mcfe natural gas price, natural gas breakevens assumes flat $50/bbl oil price. 7 (1) Represents Half-Cycle Economics at a Before Tax IRR of 10% – excludes infrastructure and corporate costs, includes any oil and gas price basis differentials and transportation costs.

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Exhibit (c)12

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Citigroup Global Markets Inc. | Corporate and Investment Banking March 2019 Project Prairie Discussion Materials Strictly Private and Confidential

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Execution Update / Considerations Documentation Indicative Open Market Purchase Timing · Account-opening/KYC should be completed within next few days Initial % of TSO 44.5% Target % of TSO 51.0% · 10b5-1 plan language is currently being negotiated by Citi/V&E % of TSO to Purchase 6.5% Trading Strategy Shares to Purchase (MM) 18.2 Estimated Spend ($MM) $419 · BIP intends to execute purchases primarily under 10b5-1 plan(s) in ADTV Assumption (MM) 1.00 1.20 1.40 order to avoid MNPI issues and allow for purchases during blackouts Days Trading Volume 18.2x 15.2x 13.0x · Purchases will also be constrained by Rule 10b-18, which caps the Months to Complete daily purchase volumes while allowing for one uncapped block purchase per week (subject to availability) 5% 17.4 14.5 12.4 TV e d 10% 8.7 7.2 6.2 · Trading instructions contained in the 10b5-1 plan can specify differing AD has 15% 5.8 4.8 4.1 parameters for “regular way” purchases vs. block purchases of c ur 20% 4.3 3.6 3.1 % P Disclosure 25% 3.5 2.9 2.5 - Assumes purchase price equal to the 2/27/19 closing price of $22.95 · BIP may elect to publicly announce commencement of the acquisition - Current 10b-18 daily limit is 303,297 shares (25% of ADTV for four weeks ended 2/22/19) program via a press release, but is not required to do so Historical 10b-18 Daily Volume Limit (LTM) · Schedule 13D must be filed within 10 calendar days of closing; it will disclose capital that has been funded/committed to fund open market 600,000 purchases 500,000 – If an acquisition program is in place at time of initial 13D filing, it will be disclosed in that filing (aggregate size of plan, but not specifics 400,000 of price, etc.); if not, it will be disclosed by a “prompt” (typically 48 Shares f 303,297 hours) amendment when it is put in place o 300,000 Median – Schedule 13D will be further amended each time aggregate Number 222,659 ownership of TGE securities increases by 1% 200,000· Forms 4 must be filed with respect to each purchase within two 100,000 business days following the deemed execution date (typically meaning trade date ) 0 – A footnote will disclose purchases are pursuant to a 10b5-1 plan 26 12 26 4/ 9 23 5/ 7 21 6/ 4 18 2 7/ 16 30 13 27 10 24 8 2 2 5 1 9 3 7 1 3 1 14 28 11 25 2/ 3/ 3/ 4/ 5/ 6/ 7/ 7/ 8/ 8/ 9/ 9/ 10/ 10/ 11/ 11/ 12/ 12/ 12/ 1/ 1/ 2/ 2/ Source: Citi, Bloomberg 1

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Overview of Rules 10b-18 and 10b5-1 Rule 10b-18 Rule 10b5-1 · Rule 10b-18 provides issuers and affiliated purchasers a “safe· Rule 10b5-1 addresses the distinction between possession and use harbor” against allegations of manipulation when making of material nonpublic information (“MNPI”), defines the purchases of common stock in the open market circumstances under which companies will be deemed to have traded on the basis of the information, and sets forth affirmative · Purchase must satisfy the following conditions in order to qualify for defenses that insiders may use to protect against allegations of the safe harbor: trading on MNPI No purchases as part of opening trade, or during the last 30 minutes · Insiders can take advantage of these defenses by entering into before the market close, except that issuers with public float value of at predetermined purchase contracts when not in possession of MNPI Timing least $150 mm and average daily trading volume (ADTV) value of at least $1 mm may make purchases up to 10 minutes before the close · These contracts must specify the parameters – including quantity, May purchase on a daily basis up to 25% of the last four calendar timing, and price – under which trades may be executed weeks’ ADTV; once per week, a block may be purchased that exceeds Volume the 25% volume limitation, provided that no other 10b-18 purchases · Although insiders may in general terminate a plan at any time, they are made on that day (blocks usually defined as >= 5,000 shares) are not permitted to exert any direct or indirect influence over the purchases during the life of the plan Purchases for all issuers must be executed “at a price that does not exceed the highest independent bid or the last independent transaction Price price, whichever is higher, quoted or reported in the consolidated Benefits and Considerations system” Purchases may be solicited through only one broker-dealer on any â–² Permits purchases during blackout periods Broker- single day; if more than one entity (e.g. the issuer itself and another affiliated purchaser) makes solicited purchases on the same day, these â–² Provides affirmative defense against allegations of trading on MNPI Dealer purchases must be made through the same broker-dealer; unsolicited Limitations purchases may be made from any number of broker-dealers on a given â–² May be terminated at any time day â–¼ May limit ability to react to market conditions Daily purchases made between public announcement of transaction M&A and completion of shareholder votes may not exceed the average daily 10b-18 purchases made during the three calendar months prior to the â–¼ Modifications to are limited to periods when issuer is not in a Situations1,2 public announcement (this restriction does not apply to all-cash blackout period and the insider is not in possession of MNPI transactions in which there is no valuation period) â–¼ Repeated modifications may compromise the affirmative defense 1 Purchases made in “block” form must also not exceed the average size and frequency of block purchases effected during the prior three month period 2 This restriction applies to purchases of the acquirer’s or the target’s shares by either the acquirer or the target Source: Citi 2

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10b5-1 Purchase Plan Metrics – Corporate Buybacks as Proxy Citi’s analysis of hundreds of 10b5-1 repurchase plans executed for its client base over the last several years yields interesting results in terms of corporate policy and grid formulation strategies. Plan Distribution by Post-Adoption “Cooling Off” Period Plan Distribution by Purchase Period Tenor 50% 40% 45% 37% 45% 35% 40% 35% 30% a ns 30% ns 25% Pl a 20% of 25% P l 18% of 20% % 20% 16% % 15% 11% 15% 10% 10% 10% 7% 8% 6% 6% 6% 5% 3% 5% 2% 5% 0% 0% 0-1 2-5 1-2 2-3 3-4 1-2 2-3 > 3 0-1 1-2 2-3 3-4 1-2 2-3 > 3 Days Days Weeks Weeks Weeks Months Months Months Weeks Weeks Weeks Weeks Months Months Months Plan Distribution by Order Type Highest Limit Price vs. Stock Price at Adoption For Limit Only Plans 20% 19% 18% 66% 16% 15% “in the money” 17% 14% 13% 12% 34% 12% Limit Orders Only “out of the money” 10% 9% Market Orders Only ns 10% 9% 65% la P Market and Limit Orders 8% of % 18% 6% 4% 4% 3% 2% 2% 2% 2% 0% <-25% -25%—-20%—-15%—-10%—-5%—0%—+5%—+10%—+15%—+20%—>=+25% -20% -15% -10% -5% 0% +5% +10% +15% +20% +25% Citi-executed 10b5-1 plans adopted between January 1, 2012 and December 31, 2018 Source: Citi 3

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Exhibit (c)13

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Citi Corporate and Investment Bank | Citi Global Energy Group March 2019 Discussion Materials Strictly Private and Confidential

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FERC ROE Analysis Note: East Daley forecast may be conservative as it assumes no capital investment and accumulated deferred income tax liability remains constant. Rockies Express ($/Mcf) $0.70 $0.60 $0.50 ROE ate 16% R $0.40 12% ied 8% mpl $0.30 I $0.20 $0.10 $0.00 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 ROE Band Recontract Rate 8% $0.45 $0.44 $0.43 $0.42 $0.41 $0.40 $0.39 $0.38 $0.36 $0.35 $0.34 $0.33 10% 0.49 0.48 0.47 0.45 0.44 0.43 0.42 0.40 0.39 0.38 0.36 0.35 ROE 12% 0.53 0.52 0.50 0.49 0.47 0.46 0.44 0.43 0.42 0.40 0.39 0.37 14% 0.57 0.56 0.54 0.52 0.51 0.49 0.47 0.46 0.44 0.42 0.41 0.39 16% 0.61 0.60 0.58 0.56 0.54 0.52 0.50 0.48 0.47 0.45 0.43 0.41 R eco ntract R ate $ 0.32 $ 0.32 $ 0.32 $ 0.32 $ 0.32 $ 0.32 $ 0.32 $ 0.32 $ 0.32 $ 0.32 $ 0.32 $ 0.32 A ssumptio n Source: Company filings, East Daley Capital. 1

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FERC ROE Analysis (Cont’d) Note: East Daley forecast may be conservative as it assumes no capital investment and accumulated deferred income tax liability remains constant. Pony Express ($/bbl) $4.50 $4.00 ROE $3.50 16% $3.00 12% ate 8% R $2.50 Implied $2.00 $1.50 $1.00 $0.50 $0.00 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 ROE Band Recontract Rate 8% $3.26 $3.22 $3.18 $3.15 $3.11 $3.08 $3.05 $3.02 $3.00 $2.97 $2.95 $2.93 10% 3.42 3.37 3.33 3.28 3.24 3.20 3.16 3.13 3.10 3.07 3.04 3.01 ROE 12% 3.59 3.53 3.47 3.42 3.37 3.32 3.28 3.24 3.20 3.16 3.13 3.09 14% 3.75 3.68 3.62 3.55 3.50 3.44 3.39 3.34 3.30 3.25 3.21 3.18 16% 3.92 3.84 3.76 3.69 3.62 3.56 3.50 3.45 3.40 3.35 3.30 3.26 R eco ntract R ate $ 2.75 $ 2.75 $ 2.75 $ 2.75 $ 2.75 $ 2.75 $ 2.75 $ 2.75 $ 2.75 $ 2.75 $ 2.75 $ 2.75 A ssumptio n Source: Company filings, East Daley Capital. 2

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FERC ROE Analysis (Cont’d) Note: East Daley forecast may be conservative as it assumes no capital investment and accumulated deferred income tax liability remains constant. TIGT ($/Mcf) $0.45 $0.40 ROE $0.35 16% $0.30 12% t e 8% Ra $0.25 e d Impl i $0.20 $0.15 $0.10 $0.05 $0.00 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 ROE Band 8% $0.33 $0.33 $0.32 $0.32 $0.31 $0.31 $0.30 $0.30 $0.29 $0.29 $0.28 $0.28 E 10% 0.35 0.34 0.34 0.33 0.33 0.32 0.32 0.31 0.31 0.30 0.30 0.29 RO 12% 0.37 0.36 0.35 0.35 0.34 0.34 0.33 0.32 0.32 0.31 0.31 0.30 14% 0.38 0.38 0.37 0.36 0.36 0.35 0.34 0.34 0.33 0.32 0.32 0.31 16% 0.40 0.39 0.39 0.38 0.37 0.36 0.36 0.35 0.34 0.33 0.33 0.32 Source: Company filings, East Daley Capital. 3

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FERC ROE Analysis (Cont’d) Note: East Daley forecast may be conservative as it assumes no capital investment and accumulated deferred income tax liability remains constant. Trailblazer ($/Mcf) $0.08 $0.07 ROE $0.06 16% $0.05 12% ate 8% R ied $0.04 I mpl $0.03 $0.02 $0.01 $0.00 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 ROE Band 8% $0.06 $0.06 $0.06 $0.06 $0.06 $0.06 $0.05 $0.05 $0.05 $0.05 $0.05 $0.05 E 10% 0.06 0.06 0.06 0.06 0.06 0.06 0.06 0.06 0.05 0.05 0.05 0.05 RO 12% 0.06 0.06 0.06 0.06 0.06 0.06 0.06 0.06 0.06 0.05 0.05 0.05 14% 0.07 0.07 0.06 0.06 0.06 0.06 0.06 0.06 0.06 0.06 0.05 0.05 16% 0.07 0.07 0.07 0.07 0.06 0.06 0.06 0.06 0.06 0.06 0.05 0.05 Source: Company filings, East Daley Capital. 4

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IRS Circular 230 Disclosure: Citigroup Inc. and its affiliates do not provide tax or legal advice. Any discussion of tax matters in these materials (i) is not intended or written to be used, and cannot be used or relied upon, by you for the purpose of avoiding any tax penalties and (ii) may have been written in connection with the “promotion or marketing” of any transaction contemplated hereby (“Transaction”). Accordingly, you should seek advice based on your particular circumstances from an independent tax advisor. In any instance where distribution of this communication is subject to the rules of the US Commodity Futures Trading Commission (“CFTC”), this communication constitutes an invitation to consider entering into a derivatives transaction under U.S. CFTC Regulations §§ 1.71 and 23.605, where applicable, but is not a binding offer to buy/sell any financial instrument. However, this is not a recommendation to enter into any swap with any counterparty or a recommendation of a trading strategy involving a swap. Prior to recommending a swap or a trading strategy involving a swap to you, Citigroup would need to undertake diligence in order to have a reasonable basis to believe that the recommended swap or swap trading strategy is suitable for you, obtain written representations from you that you are exercising independent judgment in evaluating any such recommendation, and make certain disclosures to you. Furthermore, nothing in this pitch book is, or should be construed to be, an offer to enter into a swap. Any terms set forth herein are intended for discussion purposes only and are subject to the final terms as set forth in separate definitive written agreements. This presentation is not a commitment to lend, syndicate a financing, underwrite or purchase securities, or commit capital nor does it obligate us to enter into such a commitment, nor are we acting as a fiduciary to you. By accepting this presentation, subject to applicable law or regulation, you agree to keep confidential the information contained herein and the existence of and proposed terms for any Transaction. Prior to entering into any Transaction, you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks) as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on us for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters. By acceptance of these materials, you and we hereby agree that from the commencement of discussions with respect to any Transaction, and notwithstanding any other provision in this presentation, we hereby confirm that no participant in any Transaction shall be limited from disclosing the U.S. tax treatment or U.S. tax structure of such Transaction. We are required to obtain, verify and record certain information that identifies each entity that enters into a formal business relationship with us. We will ask for your complete name, street address, and taxpayer ID number. We may also request corporate formation documents, or other forms of identification, to verify information provided. Any prices or levels contained herein are preliminary and indicative only and do not represent bids or offers. These indications are provided solely for your information and consideration, are subject to change at any time without notice and are not intended as a solicitation with respect to the purchase or sale of any instrument. The information contained in this presentation may include results of analyses from a quantitative model which represent potential future events that may or may not be realized, and is not a complete analysis of every material fact representing any product. Any estimates included herein constitute our judgment as of the date hereof and are subject to change without any notice. We and/or our affiliates may make a market in these instruments for our customers and for our own account. Accordingly, we may have a position in any such instrument at any time. Although this material may contain publicly available information about Citi corporate bond research, fixed income strategy or economic and market analysis, Citi policy (i) prohibits employees from offering, directly or indirectly, a favorable or negative research opinion or offering to change an opinion as consideration or inducement for the receipt of business or for compensation; and (ii) prohibits analysts from being compensated for specific recommendations or views contained in research reports. So as to reduce the potential for conflicts of interest, as well as to reduce any appearance of conflicts of interest, Citi has enacted policies and procedures designed to limit communications between its investment banking and research personnel to specifically prescribed circumstances. © 2018 Citigroup Global Markets Inc. Member SIPC. All rights reserved. Citi and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its affiliates and are used and registered throughout the world. Citi believes that sustainability is good business practice. We work closely with our clients, peer financial institutions, NGOs and other partners to finance solutions to climate change, develop industry standards, reduce our own environmental footprint, and engage with stakeholders to advance shared learning and solutions. Highlights of Citi’s unique role in promoting sustainability include: (a) releasing in 2007 a Climate Change Position Statement, the first US financial institution to do so; (b) targeting $50 billion over 10 years to address global climate change: includes significant increases in investment and financing of renewable energy, clean technology, and other carbon-emission reduction activities; (c) committing to an absolute reduction in GHG emissions of all Citi owned and leased properties around the world by 10% by 2011; (d) purchasing more than 234,000 MWh of carbon neutral power for our operations over the last three years; (e) establishing in 2008 the Carbon Principles; a framework for banks and their U.S. power clients to evaluate and address carbon risks in the financing of electric power projects; (f) producing equity research related to climate issues that helps to inform investors on risks and opportunities associated with the issue; and (g) engaging with a broad range of stakeholders on the issue of climate change to help advance understanding and solutions. Citi works with its clients in greenhouse gas intensive industries to evaluate emerging risks from climate change and, where appropriate, to mitigate those risks. efficiency, renewable energy and mitigation 5

Exhibit (c)14

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Citigroup Global Markets Inc. | Global Energy Group March 2019 Project Prairie Discussion Materials Strictly Private and Confidential

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Methane Flaring Regulations North Dakota: Producers are required to submit plans for capturing gas and are limited on the percentage of gas burned as waste. On November 1, Bakken/Williston 2018, the NDIC increased the gas capture requirement from 85% to 88%. Additionally, visible emissions must not Wyoming: Flaring must incorporate exceed 20% opacity Best Available Control Technology (“BACT”); flaring or venting must be Powder River reported monthly and include duration Colorado: Zero flaring or venting of Marcellus and total estimated volume of gas gas upon completion of flowback, Piceance DJ Basin excepting upset or emergency conditions, or with prior written Utica approval from the Colorado Oil & Gas Conservation Commission San Juan SCOOP/STACK Pennsylvania: Operators must direct all pipeline-quality gas into a pipeline Fayetteville for sales; any gas not captured and put into the sales pipeline may not be vented and must be flared Permian Barnett Haynesville Tuscaloosa Eagle Ford Tallgrass Core Operations Basins Other Major US Onshore Basins Source: EIA, company disclosures, press releases. 1

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IRS Circular 230 Disclosure: Citigroup Inc. and its affiliates do not provide tax or legal advice. Any discussion of tax matters in these materials (i) is not intended or written to be used, and cannot be used or relied upon, by you for the purpose of avoiding any tax penalties and (ii) may have been written in connection with the “promotion or marketing” of any transaction contemplated hereby (“Transaction”). Accordingly, you should seek advice based on your particular circumstances from an independent tax advisor. In any instance where distribution of this communication is subject to the rules of the US Commodity Futures Trading Commission (“CFTC”), this communication constitutes an invitation to consider entering into a derivatives transaction under U.S. CFTC Regulations §§ 1.71 and 23.605, where applicable, but is not a binding offer to buy/sell any financial instrument. Any terms set forth herein are intended for discussion purposes only and are subject to the final terms as set forth in separate definitive written agreements. This presentation is not a commitment to lend, syndicate a financing, underwrite or purchase securities, or commit capital nor does it obligate us to enter into such a commitment, nor are we acting as a fiduciary to you. By accepting this presentation, subject to applicable law or regulation, you agree to keep confidential the information contained herein and the existence of and proposed terms for any Transaction. Prior to entering into any Transaction, you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks) as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on us for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters. By acceptance of these materials, you and we hereby agree that from the commencement of discussions with respect to any Transaction, and notwithstanding any other provision in this presentation, we hereby confirm that no participant in any Transaction shall be limited from disclosing the U.S. tax treatment or U.S. tax structure of such Transaction. We are required to obtain, verify and record certain information that identifies each entity that enters into a formal business relationship with us. We will ask for your complete name, street address, and taxpayer ID number. We may also request corporate formation documents, or other forms of identification, to verify information provided. Any prices or levels contained herein are preliminary and indicative only and do not represent bids or offers. These indications are provided solely for your information and consideration, are subject to change at any time without notice and are not intended as a solicitation with respect to the purchase or sale of any instrument. The information contained in this presentation may include results of analyses from a quantitative model which represent potential future events that may or may not be realized, and is not a complete analysis of every material fact representing any product. Any estimates included herein constitute our judgment as of the date hereof and are subject to change without any notice. We and/or our affiliates may make a market in these instruments for our customers and for our own account. Accordingly, we may have a position in any such instrument at any time. Although this material may contain publicly available information about Citi corporate bond research, fixed income strategy or economic and market analysis, Citi policy (i) prohibits employees from offering, directly or indirectly, a favorable or negative research opinion or offering to change an opinion as consideration or inducement for the receipt of business or for compensation; and (ii) prohibits analysts from being compensated for specific recommendations or views contained in research reports. So as to reduce the potential for conflicts of interest, as well as to reduce any appearance of conflicts of interest, Citi has enacted policies and procedures designed to limit communications between its investment banking and research personnel to specifically prescribed circumstances. © 2019 Citigroup Global Markets Inc. Member SIPC. All rights reserved. Citi and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its affiliates and are used and registered throughout the world. Citi believes that sustainability is good business practice. We work closely with our clients, peer financial institutions, NGOs and other partners to finance solutions to climate change, develop industry standards, reduce our own environmental footprint, and engage with stakeholders to advance shared learning and solutions. Citi’s Sustainable Progress strategy focuses on sustainability performance across three pillars: Environmental Finance; Environmental and Social Risk Management; and Operations and Supply Chain. Our cornerstone initiative is our $100 Billion Environmental Finance Goal – to lend, invest and facilitate $100 billion over 10 years to activities focused on environmental and climate solutions.

Exhibit (c)15

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Citigroup Global Markets Inc. | Global Energy Group March 2019 Project Prairie Discussion Materials Strictly Private and Confidential

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Proposed State / Local Regulations Proposed Regulation Impacted Area Potential TGE Exposure Description The Delaware River Basin Commission (“DRBC”) is a legislated regional body tasked to oversee the river system’s planning, Low—development and regulation for water resource management Litigation is ongoing and New York, Pennsylvania, New impacted area represents Due to concerns with water use and impact to water quality, the Delaware River Basin Fracking Ban Jersey, Delaware a small subset of DBRC has proposed a ban on hydraulic fracturing completion (Marcellus and Utica Shale Plays) Marcellus and Utica techniques for new wells drilled in the region resource areas Area landowners have responded by filing a lawsuit to block the proposed ban, claiming the DRBC lacks authority to block drilling Recent challenges to the Army Corps of Engineers’ environmental impact studies and permitting required for new pipeline projects Low—have impeded the approval and construction of new projects North Dakota Pipeline North Dakota DAPL placed (including Energy Transfer’s Dakota Access Pipeline (“DAPL”)) Environmental Impacts (Williston Basin) in-service May 2017 Aside from the impact to timing, subsequent reviews of these challenges have not resulted in material impacts to project scope Medium—Trans Mountain Pipeline Recent challenges to the thoroughness of government regulators’ project is on-hold; environmental impact studies, consultation with tribal stakeholders Canada Pipeline Environmental Canada however, there is potential and permitting of new pipeline projects have impeded the approval Impacts (Alberta and Williston Basins) for favorable impacts to and construction timing and actionability of new projects (including TGE supply/demand the Canadian government-owned Trans Mountain Pipeline) dynamics Without accepting liability, three oil companies recently settled with Low—plaintiffs in a class-action lawsuit claiming saltwater disposal well Risk of future litigation is operations led to earthquakes impacting Oklahoma communities mitigated by new operator Oklahoma protocols issued. Under new protocols issued by the Oklahoma state government in Oklahoma SWD Concerns (SCOOP, STACK, Woodford, and Oklahoma basins are not February 2018, operators are required to maintain access to a Anadarko Basin) currently a source of seismic array with real-time information on earthquakes. The rules production for TGE crude lower the threshold of earthquake magnitude for which an operator and natural gas must take action to mitigate, and require some operators to pause transportation operations the event of an earthquake of 2.5 magnitude Source: State and Local regulators. 1

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Methane / Flaring Regulations Regulation Impacted Area Potential TGE Exposure Description In January 2016, the Department of the Interior instructed the Bureau of Land Management to insitutue new rules limiting the venting and flaring of natural gas Low—Federal Venting / Flaring Regulation United States Pro-industry regulations In March 2017, federal executive order reversed these restrictive enacted regulations and empowered states to maintain standards for operators, citing “regulatory burdens that unnecessarily encumber energy production, constrain economic growth, and prevent job creation” Colorado: In early 2014, Colorado fully adopted the EPA’s standards for venting/flaring and became the fist state to regulate methane emissions from oil and gas drilling North Dakota: Producers are required to submit plans for capturing gas and are limited on the percentage of gas burned as waste; Low—additionally, visible emissions must not exceed 20% opacity State dependent, though State Venting / Flaring Regulation Subject to Individual State Laws federal precedent is Wyoming: Flaring must incorporate Best Available Control favorable Technology (“BACT”); flaring or venting must be reported monthly and include duration and total estimated volume of gas Pennsylvania: Operators must direct all pipeline-quality gas into a pipeline for sales; any gas not captured and put into the sales pipeline may not be vented and must be flared Source: Bureau of Land Management, Environmental Protection Agency, state regulators. 2

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IRS Circular 230 Disclosure: Citigroup Inc. and its affiliates do not provide tax or legal advice. Any discussion of tax matters in these materials (i) is not intended or written to be used, and cannot be used or relied upon, by you for the purpose of avoiding any tax penalties and (ii) may have been written in connection with the “promotion or marketing” of any transaction contemplated hereby (“Transaction”). Accordingly, you should seek advice based on your particular circumstances from an independent tax advisor. In any instance where distribution of this communication is subject to the rules of the US Commodity Futures Trading Commission (“CFTC”), this communication constitutes an invitation to consider entering into a derivatives transaction under U.S. CFTC Regulations §§ 1.71 and 23.605, where applicable, but is not a binding offer to buy/sell any financial instrument. Any terms set forth herein are intended for discussion purposes only and are subject to the final terms as set forth in separate definitive written agreements. This presentation is not a commitment to lend, syndicate a financing, underwrite or purchase securities, or commit capital nor does it obligate us to enter into such a commitment, nor are we acting as a fiduciary to you. By accepting this presentation, subject to applicable law or regulation, you agree to keep confidential the information contained herein and the existence of and proposed terms for any Transaction. Prior to entering into any Transaction, you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks) as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on us for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters. By acceptance of these materials, you and we hereby agree that from the commencement of discussions with respect to any Transaction, and notwithstanding any other provision in this presentation, we hereby confirm that no participant in any Transaction shall be limited from disclosing the U.S. tax treatment or U.S. tax structure of such Transaction. We are required to obtain, verify and record certain information that identifies each entity that enters into a formal business relationship with us. We will ask for your complete name, street address, and taxpayer ID number. We may also request corporate formation documents, or other forms of identification, to verify information provided. Any prices or levels contained herein are preliminary and indicative only and do not represent bids or offers. These indications are provided solely for your information and consideration, are subject to change at any time without notice and are not intended as a solicitation with respect to the purchase or sale of any instrument. The information contained in this presentation may include results of analyses from a quantitative model which represent potential future events that may or may not be realized, and is not a complete analysis of every material fact representing any product. Any estimates included herein constitute our judgment as of the date hereof and are subject to change without any notice. We and/or our affiliates may make a market in these instruments for our customers and for our own account. Accordingly, we may have a position in any such instrument at any time. Although this material may contain publicly available information about Citi corporate bond research, fixed income strategy or economic and market analysis, Citi policy (i) prohibits employees from offering, directly or indirectly, a favorable or negative research opinion or offering to change an opinion as consideration or inducement for the receipt of business or for compensation; and (ii) prohibits analysts from being compensated for specific recommendations or views contained in research reports. So as to reduce the potential for conflicts of interest, as well as to reduce any appearance of conflicts of interest, Citi has enacted policies and procedures designed to limit communications between its investment banking and research personnel to specifically prescribed circumstances. © 2019 Citigroup Global Markets Inc. Member SIPC. All rights reserved. Citi and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its affiliates and are used and registered throughout the world. Citi believes that sustainability is good business practice. We work closely with our clients, peer financial institutions, NGOs and other partners to finance solutions to climate change, develop industry standards, reduce our own environmental footprint, and engage with stakeholders to advance shared learning and solutions. Citi’s Sustainable Progress strategy focuses on sustainability performance across three pillars: Environmental Finance; Environmental and Social Risk Management; and Operations and Supply Chain. Our cornerstone initiative is our $100 Billion Environmental Finance Goal – to lend, invest and facilitate $100 billion over 10 years to activities focused on environmental and climate solutions.

Exhibit (c)16

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Citigroup Global Markets Inc. | Global Energy Group March 2019 Project Prairie Discussion Materials Strictly Private and Confidential

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Relative EBITDA Performance Historical EBITDA versus WTI(1) 450 2013) 400 of 378 as 345 350 (Indexed 307 Price 300 251 WTI 250 Annual 200 150 166 Average 127 & 143 100 100 115 118 114 100 EBITDA 100 94 50 66 49 44 51 0 2013A 2014A 2015A 2016A 2017A 2018A (2) TGE Peers WTI Source: Company Filings. FactSet. Note: Tallgrass historical EBITDA sourced from Ratings Agency Presentation. 1 (1) Peer historical EBITDA weighted by firm values and indexed as of 2013. Tallgrass historical EBITDA indexed as of 2013. Historical WTI prices indexed as of 2013. (2) Peer set includes ENB, EPD, ET, KMI, TRP, WMB, MMP, OKE and PAA.

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IRS Circular 230 Disclosure: Citigroup Inc. and its affiliates do not provide tax or legal advice. Any discussion of tax matters in these materials (i) is not intended or written to be used, and cannot be used or relied upon, by you for the purpose of avoiding any tax penalties and (ii) may have been written in connection with the “promotion or marketing” of any transaction contemplated hereby (“Transaction”). Accordingly, you should seek advice based on your particular circumstances from an independent tax advisor. In any instance where distribution of this communication is subject to the rules of the US Commodity Futures Trading Commission (“CFTC”), this communication constitutes an invitation to consider entering into a derivatives transaction under U.S. CFTC Regulations §§ 1.71 and 23.605, where applicable, but is not a binding offer to buy/sell any financial instrument. Any terms set forth herein are intended for discussion purposes only and are subject to the final terms as set forth in separate definitive written agreements. This presentation is not a commitment to lend, syndicate a financing, underwrite or purchase securities, or commit capital nor does it obligate us to enter into such a commitment, nor are we acting as a fiduciary to you. By accepting this presentation, subject to applicable law or regulation, you agree to keep confidential the information contained herein and the existence of and proposed terms for any Transaction. Prior to entering into any Transaction, you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks) as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on us for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters. By acceptance of these materials, you and we hereby agree that from the commencement of discussions with respect to any Transaction, and notwithstanding any other provision in this presentation, we hereby confirm that no participant in any Transaction shall be limited from disclosing the U.S. tax treatment or U.S. tax structure of such Transaction. We are required to obtain, verify and record certain information that identifies each entity that enters into a formal business relationship with us. We will ask for your complete name, street address, and taxpayer ID number. We may also request corporate formation documents, or other forms of identification, to verify information provided. Any prices or levels contained herein are preliminary and indicative only and do not represent bids or offers. These indications are provided solely for your information and consideration, are subject to change at any time without notice and are not intended as a solicitation with respect to the purchase or sale of any instrument. The information contained in this presentation may include results of analyses from a quantitative model which represent potential future events that may or may not be realized, and is not a complete analysis of every material fact representing any product. Any estimates included herein constitute our judgment as of the date hereof and are subject to change without any notice. We and/or our affiliates may make a market in these instruments for our customers and for our own account. Accordingly, we may have a position in any such instrument at any time. Although this material may contain publicly available information about Citi corporate bond research, fixed income strategy or economic and market analysis, Citi policy (i) prohibits employees from offering, directly or indirectly, a favorable or negative research opinion or offering to change an opinion as consideration or inducement for the receipt of business or for compensation; and (ii) prohibits analysts from being compensated for specific recommendations or views contained in research reports. So as to reduce the potential for conflicts of interest, as well as to reduce any appearance of conflicts of interest, Citi has enacted policies and procedures designed to limit communications between its investment banking and research personnel to specifically prescribed circumstances. © 2019 Citigroup Global Markets Inc. Member SIPC. All rights reserved. Citi and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its affiliates and are used and registered throughout the world. Citi believes that sustainability is good business practice. We work closely with our clients, peer financial institutions, NGOs and other partners to finance solutions to climate change, develop industry standards, reduce our own environmental footprint, and engage with stakeholders to advance shared learning and solutions. Citi’s Sustainable Progress strategy focuses on sustainability performance across three pillars: Environmental Finance; Environmental and Social Risk Management; and Operations and Supply Chain. Our cornerstone initiative is our $100 Billion Environmental Finance Goal – to lend, invest and facilitate $100 billion over 10 years to activities focused on environmental and climate solutions.

Exhibit (c)17

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Citigroup Global Markets Inc. | Global Energy Group April 2019 Project Prairie Discussion Materials Strictly Private and Confidential

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Tallgrass Capital Expenditure Overview Bakken to Cheyenne Gas Pipeline: $1,800mm Bakken BNN: $165mm PRB Guernsey Supply: $257mm PRB Gathering & Processing: $419mm PRB BNN: $57mm Total Capital Expenditures: $9,265mm $694 7% Gas Transportation TIGT Supply Laterals: $25mm $2,738 30% Crude Oil Transportation TIGT Demand Laterals: $80mm TIGT Storage: $30mm $3,691 G&P & Terminalling 40% DJ Crude: $79mm $2,143 Other Projects DJ BNN: $65mm 23% REX Zones 1 and 2: $75mm Demand Laterals: $75mm REX Zone 3 Expansion: $206mm REX Cheyenne Hub: $122mm REX Zone 3 Loop: $938mm REX Cheyenne Connector: $81mm PXP Expansion: $1,056mm Terminals Current Footprint: $493mm Other BNN: $92mm Permian BNN: $52mm Seahorse Pipeline: $2,300mm Plaquemines Terminal: $800mm Note: REX capital expenditures shown at TGE’s proportional contribution. 1

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Exhibit (c)18

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Citigroup Global Markets Inc. | Global Energy Group April 2019 Project Prairie Discussion Materials Strictly Private and Confidential

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Breakevens by Basin Crude Oil Breakevens by Basin(1) Select Commentary Bakken WTI Price: $63.10 “Interestingly, [observed] $/location was the highest in the Bakken, albeit deal activity has been relatively sparse over the past few $47.00 years. Given the magnitude of well productivity gains, well $40.50 $41.00 level returns in the Bakken core represent the most attractive $31.42 drilling opportunities in U.S. shale.” $29.76 $31.07 $27.31 $28.41 $28.70 $28.74 $26.37 DJ – Niobrara “Despite lower returns on a half-cycle basis, the DJ ranks ahead of both the Bakken and Eagle Ford on a full-cycle basis, as the play benefits from lower entry costs based on our Midland SCOOP Eagle Delaware Bakken DJ—STACK Powder Oswego Duvernay Uinta Ford Niobrara River analysis. Despite negative investor sentiment on the DJ Basin, on the current strip IRRs and NPV-10s per well look attractive in the Wattenberg core and northeastern Colorado.” Natural Gas Breakevens by Basin(1) Powder River “The PRB was originally developed with completions that were too light and too tightly spaced. Operators are now revisiting the $3.90 formation with new completion techniques, and the results are promising…. The Turner, Teapot and Parkman formations have HH Price: $2.66 $3.10 been proven in several locations around the basin. Single-well $2.64 $2.71 breakevens can range between $40-$55/bbl. The Sussex, Teapot and the Frontier become economic at $70/bbl.” $1.95 $1.78 $1.83 Appalachia “Overall, on the current strip IRRs and NPV-10s per well appear largely unattractive below $3.00 per Mcf outside of the Marcellus in NEPA and West Virginia wet plays, which would still Marcellus (SW) Marcellus (NE) Montney Haynesville Utica Barnett Fayetteville generate a ~40% or higher IRR on the current strip assuming full-cycle costs.” Basins Where TGE Operates Source: Wood Mackenzie, Wall Street Research. FactSet data as of 4/5/2019. Note: Oil breakevens assumes flat $3.00/Mcfe natural gas price, natural gas breakevens assumes flat $50/bbl oil price. 1 (1) Represents Half-Cycle Economics at a Before Tax IRR of 10% – excludes infrastructure and corporate costs, includes any oil and gas price basis differentials and transportation costs.

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Type Curve Assumptions – Oil Williston Basin (Bakken) Type Curve Assumptions by Operator Oasis (OAS) Whiting (WLL) WPX Energy (WPX) 2—Stream 2—Stream 2—Stream 2—Stream 3—Stream 3—Stream Wild Basin Bakken Core Other Bakken Core Wild Basin TF Other TF Tier-1 D&C ($mm) $8.24 $8.24 $8.24 $8.03 $7.07 $6.93 EUR (mboe) 1,500 1,001 1,080 924 1,156 1,006 Oil (%) 73% 89% 73% 89% 76% 82% NGLs (%) 0 0 0 0 12 9 Natural Gas (%) 28 11 28 11 12 9 LOE ($/boe) $10.06 $10.06 $10.06 $10.06 $8.24 $6.25 Crude Discount to WTI 3% 3% 3% 3% $4.00 8% F&D ($/boe) $5.49 $8.23 $7.63 $8.68 $6.11 $6.89 Continental (CLR) EOG Resources (EOG) Hess (HES) Marathon Oil (MRO) New field (NFX) 2—Stream 3—Stream 3—Stream 3—Stream 3—Stream Tier-1 D&C ($mm) $7.90 $4.60 $5.80 $6.18 $5.73 EUR (mboe) 1,100 745 933 1,100 1,050 Oil (%) 80% 70% 63% 80% 65% NGLs (%) 0 15 27 8 19 Natural Gas (%) 20 15 10 12 16 LOE ($/boe) $4.50 $7.22 $6.00 $8.00 $11.37 Crude Discount to WTI $4.00 5% 6% 15% 5% F&D ($/boe) $7.18 $6.18 $6.22 $5.62 $5.46 High Median Mean Low D&C ($mm) $8.24 $7.07 $7.00 $4.60 EUR (mboe) 1,500 1,050 1,054 745 Oil (%) 89% 76% 76% 63% NGLs (%) 27 8 8 0 Natural Gas (%) 28 12 16 9 LOE ($/boe) $11.37 $8.24 $8.35 $4.50 F&D ($/boe) 8.68 6.22 6.70 5.46 Source: Wall Street Research 2

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Type Curve Assumptions – Oil (cont’d) DJ Basin Type Curve Assumptions by Operator Anadarko (APC) Extraction (XOG) Noble Energy (NBL) SRC Energy (SRCI) 3—Stream 3—Stream 3—Stream 2—Stream 2—Stream Wells Ranch 6,000 < GOR < 12,000 2,000 < GOR < 6,000 D&C ($mm) $2.70 $4.99 $6.70 $4.62 $4.62 EUR (mboe) 650 748 1,001 911 484 Oil (%) 40% 45% 40% 45% 50% NGLs (%) 31 24 30 20 18 Natural Gas (%) 29 31 30 35 32 LOE ($/boe) $6.58 $3.80 $9.60 $2.30 $2.30 Crude Discount to WTI $6.00 $7.00 8% 14% 14% F&D ($/boe) $4.16 $6.68 $6.69 $5.07 $9.55 High Median Mean Low D&C ($mm) $6.70 $4.62 $4.73 $2.70 EUR (mboe) 1,001 748 759 484 Oil (%) 50% 45% 44% 40% NGLs (%) 31 24 25 18 Natural Gas (%) 35 31 31 29 LOE ($/boe) $9.60 $3.80 $4.92 $2.30 F&D ($/boe) 9.55 6.68 6.43 4.16 Powder River Basin Type Curve Assumptions by Operator Chesapeake (CHK) Devon (DVN) EOG Resources (EOG) 3—Stream 3—Stream 3—Stream Turner D&C ($mm) $9.82 $7.35 $4.50 EUR (mboe) 1,200 870 860 Oil (%) 51% 85% 34% NGLs (%) 13 5 23 Natural Gas (%) 36 10 43 LOE ($/boe) $10.50 $8.98 $7.22 Crude Discount to WTI ($3.00) 5% 5% F&D ($/boe) $8.18 $8.45 $5.23 High Median Mean Low D&C ($mm) $9.82 $7.35 $7.22 $4.50 EUR (mboe) 1,200 870 977 860 Oil (%) 85% 51% 57% 34% NGLs (%) 23 13 14 5 Natural Gas (%) 43 36 30 10 LOE ($/boe) $10.50 $8.98 $8.90 $7.22 F&D ($/boe) 8.45 8.18 7.29 5.23 Source: Wall Street Research 3

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Type Curve Assumptions – Natural Gas Southwest Marcellus Type Curve Assumptions by Operator Antero Resources (AR) Chesapeake (CHK) 3—Stream 3—Stream 3—Stream 3—Stream 3—Stream 3—Stream Dry Gas Highly-Rich Gas Highly-Rich Condensate Super-Rich Wet Gas Dry Gas D&C ($mm) $8.72 $8.11 $8.11 $9.20 $7.30 $6.50 EUR (mmcfe) 18,003 22,100 24,400 30,100 28,300 24,800 Oil (%) 0% 2% 4% 9% 2% 0% NGLs (%) 0 30 35 46 49 0 Natural Gas (%) 100 68 61 46 49 100 LOE ($/mcfe) $1.38 $1.65 $1.57 $1.38 $1.38 $1.06 NGL % of WTI 55% 55% 55% 30% 30% 30% Gas Discount to Henry Hub (1%) (1%) (1%) 10% 10% 10% F&D ($/mcfe) $0.48 $0.37 $0.33 $0.31 $0.26 $0.26 Southw estern (SWN) 3—Stream 3—Stream 3—Stream Rich Gas Lean Gas Dry Gas D&C ($mm) $8.00 $8.00 $8.00 EUR (mmcfe) 16,037 28,001 9,998 Oil (%) 15% 1% 0% NGLs (%) 48 47 0 Natural Gas (%) 37 52 100 LOE ($/mcfe) $1.07 $1.07 $1.07 NGL % of WTI 29% 29% 29% Gas Discount to Henry Hub 18% 18% 18% F&D ($/mcfe) $0.50 $0.29 $0.80 High Median Mean Low D&C ($mm) $9.20 $8.00 $7.99 $6.50 EUR (mmcfe) 30,100 24,400 22,415 9,998 Oil (%) 15% 2% 4% 0% NGLs (%) 49 35 28 0 Natural Gas (%) 100 61 68 37 LOE ($/mcfe) $1.65 $1.38 $1.29 $1.06 F&D ($/mcfe) 0.80 0.33 0.40 0.26 Source: Wall Street Research 4

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Type Curve Assumptions – Natural Gas (cont’d) Northeast Marcellus Type Curve Assumptions by Operator Cabot Oil & Gas (COG) Chesapeake (CHK) Southw estern (SWN) 3—Stream 3—Stream 3—Stream D&C ($mm) $8.30 $5.45 $7.88 EUR (mmcfe) 36,520 17,100 15,044 Oil (%) 0% 0% 0% NGLs (%) 0 0 0 Natural Gas (%) 100 100 100 LOE ($/mcfe) $0.77 $1.06 $0.75 Gas Discount to Henry Hub $0.48 $0.46 9% F&D ($/mcfe) $0.23 $0.32 $0.52 High Median Mean Low D&C ($mm) $8.30 $7.88 $7.21 $5.45 EUR (mmcfe) 36,520 17,100 22,888 15,044 Oil (%) 0% 0% 0% 0% NGLs (%) 0 0 0 0 Natural Gas (%) 100 100 100 100 LOE ($/mcfe) $1.06 $0.77 $0.86 $0.75 F&D ($/mcfe) 0.52 0.32 0.36 0.23 Utica Type Curve Assumptions by Operator Antero Resources (AR) Chesapeake (CHK) Southw estern (SWN) 3—Stream 3—Stream 3—Stream 3—Stream 2—Stream 3—Stream Dry Gas Rich Gas Condensate Dry Gas Wet D&C ($mm) $10.43 $10.21 $10.21 $7.26 $6.66 $9.45 EUR (mmcfe) 22,100 18,704 9,900 16,900 12,000 16,491 Oil (%) 0% 3% 20% 0% 15% 0% NGLs (%) 0 14 10 0 40 0 Natural Gas (%) 100 83 70 100 45 100 LOE ($/mcfe) $1.57 $1.57 $1.57 $1.23 $1.69 $1.07 NGL % of WTI 55% 55% 55% 35% 35% 29% Gas Discount to Henry Hub (1%) (1%) (1%) $0.20 $0.20 $0.18 F&D ($/mcfe) $0.47 $0.55 $1.03 $0.43 $0.55 $0.57 High Median Mean Low D&C ($mm) $10.43 $9.83 $9.04 $6.66 EUR (mmcfe) 22,100 16,696 16,016 9,900 Oil (%) 20% 2% 6% 0% NGLs (%) 40 5 11 0 Natural Gas (%) 100 92 83 45 LOE ($/mcfe) $1.69 $1.57 $1.45 $1.07 F&D ($/mcfe) 1.03 0.55 0.60 0.43 Source: Wall Street Research 5

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Exhibit (c)19

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Citigroup Global Markets Inc. | Corporate and Investment Banking April 2019 Discussion Materials Project Prairie Strictly Private and Confidential

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Historical Yield 12.0% $120.00 10.0% $100.00 8.89% 8.0% $80.00 WTI (%) $63.74 6.21% 6.0% $60.00 Price Yield ( ) $ 4.0% $40.00 2.0% $20.00 0.0% $0.00 6/21/2013 4/21/2014 2/19/2015 12/20/2015 10/19/2016 8/19/2017 6/19/2018 4/19/2019 TGE(1) Wgtd. Avg. Peer Group (2) WTI Source: FactSet, public filings, investor presentations. Market data as of 4/19/2019. Firm Value calculated as market value of equity plus current net debt plus non-controlling interests plus preferred interests. (1) TGE yield shown as TEP prior to simplification and TGE after simplification transaction. 1 (2) Peer group consists of ENB, EPD, ET, KMI, TRP, WMB, OKE, PAA, DCP, MPLX and TRGP.

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Exhibit (c)20

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Citigroup Global Markets Inc. | Global Energy Group April 2019 Discussion Materials Project Prairie Strictly Private and Confidential

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1 (%) Note: 2.2% Source: 2.4% 2020 2019 2018 2017 TGE TGE 3.3% is 3.6% Maintenance Company Actual Actual shown 3.3% as Consensus Consensus Filings, 3.0% Capex TRP 2.6% / reported Investor 2.5% Maintenance (EBITDA 5.1% 4.2% Median . 8 . 8 . 8 . 8 Adjusted Presentations, 5.2% 6 3 6 excludes MPLX 2% BIP 5.0% REX 6.5% Capex Forecast, EBITDA EBITDA ET 5.4% and 5.5% and FactSet 5.6% . includes 7.4% REX 7.2% OKE 7.0% distributions) 6.4% 8.2% and 8.6% KMI 9.2% excludes 9.1% Benchmarking 8.8% maintenance 9.9% 9.7% TRGP capital 8.6% 8.8% 9.1% contributions DCP 8.4% to 8.6% . REX 10.4% 11.4% WMB 12.4% 12.0% 11.9% 9.4% PAA 8.3% 8.7% 2019 2018 2017 12.2% 2020 8.9% ENB 9.2% Actuals Actuals 8.6% Consensus Consensus

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2 (%) Note: 3.1% Source: 3.4% 2020 2019 2018 2017 TGE TGE 4.0% is 4.3% Maintenance Company Actual Actual shown 3.3% at Consensus Consensus Filings, 3.0% Capex share TRP 2.6% / Investor 2.5% Maintenance (EBITDA 5.1% 4.2% 8 8 8 8 Median . . . . Adjusted includes Presentations, 5.2% 6 3 6 MPLX 2% BIP 5.0% REX EBITDA) Forecast, 6.5% EBITDA Capex 5.4% ET andand 5.5% FactSet 5.6% includes . 7.4% 7.2% maintenance OKE 7.0% capital 6.4% 8.2% KMI 8.6% contributions 9.2% 9.1% Benchmarking to REX 8.8% . 9.9% TRGP 9.7% 8.6% 8.8% 9.1% DCP 8.4% 8.6% 10.4% 11.4% WMB 12.4% 12.0% 11.9% 9.4% PAA 8.3% 8.7% 2019 2018 2017 12.2% 2020 8.9% ENB 9.2% Actuals Actuals 8.6% Consensus Consensus

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IRS Circular 230 Disclosure: Citigroup Inc. and its affiliates do not provide tax or legal advice. Any discussion of tax matters in these materials (i) is not intended or written to be used, and cannot be used or relied upon, by you for the purpose of avoiding any tax penalties and (ii) may have been written in connection with the “promotion or marketing” of any transaction contemplated hereby (“Transaction”). Accordingly, you should seek advice based on your particular circumstances from an independent tax advisor. In any instance where distribution of this communication is subject to the rules of the US Commodity Futures Trading Commission (“CFTC”), this communication constitutes an invitation to consider entering into a derivatives transaction under U.S. CFTC Regulations §§ 1.71 and 23.605, where applicable, but is not a binding offer to buy/sell any financial instrument. Any terms set forth herein are intended for discussion purposes only and are subject to the final terms as set forth in separate definitive written agreements. This presentation is not a commitment to lend, syndicate a financing, underwrite or purchase securities, or commit capital nor does it obligate us to enter into such a commitment, nor are we acting as a fiduciary to you. By accepting this presentation, subject to applicable law or regulation, you agree to keep confidential the information contained herein and the existence of and proposed terms for any Transaction. Prior to entering into any Transaction, you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks) as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on us for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters. By acceptance of these materials, you and we hereby agree that from the commencement of discussions with respect to any Transaction, and notwithstanding any other provision in this presentation, we hereby confirm that no participant in any Transaction shall be limited from disclosing the U.S. tax treatment or U.S. tax structure of such Transaction. We are required to obtain, verify and record certain information that identifies each entity that enters into a formal business relationship with us. We will ask for your complete name, street address, and taxpayer ID number. We may also request corporate formation documents, or other forms of identification, to verify information provided. Any prices or levels contained herein are preliminary and indicative only and do not represent bids or offers. These indications are provided solely for your information and consideration, are subject to change at any time without notice and are not intended as a solicitation with respect to the purchase or sale of any instrument. The information contained in this presentation may include results of analyses from a quantitative model which represent potential future events that may or may not be realized, and is not a complete analysis of every material fact representing any product. 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Exhibit (c)21

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Citigroup Global Markets Inc. | Corporate and Investment Banking May 2019 Discussion Materials Project Prairie Strictly Private and Confidential

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TGE Historical Consolidated FV / NTM EBITDA 30.0x 25.0x 20.0x 15.0x 10.8x 10.0x 5.0x 0.0x 5/28/2015 10/20/2015 3/13/2016 8/5/2016 12/28/2016 5/22/2017 10/14/2017 3/8/2018 7/31/2018 12/23/2018 TGE(1) Source: FactSet, public filings, investor presentations. Market data as of 12/29/2018. Firm Value calculated as market value of equity plus current net debt plus non-controlling interests plus preferred interests. 1 (1) TEGP (TGE) FV / TEGP (TGE) EBITDA presented on a consolidated basis.

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Exhibit (c)22

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Citigroup Global Markets Inc. | Corporate and Investment Banking May 2019 Discussion Materials Strictly Private and Confidential

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Buckeye Partners Overview Company Overview Asset Map · Owns and operates petroleum products common carrier pipeline networks providing commercial end-users with all-weather transportation of refined petroleum products · Operates through following segments: Chicago Syracuse Complex Albany – Domestic Pipelines and Terminals: Transports liquid petroleum Green Bay products from refineries, connecting pipelines, vessels, and bulk and Detroit Sacramento Pittsburgh New York City marine terminals Reno Des Moines Chicago NY Harbor Indianapolis Macungie – Global Marine Terminals (7 Terminals): Provides marine accessible Lima bulk storage and blending services; and rail and truck rack loading or Richmond St. Louis Louisville Chesapeake unloading along with petroleum processing services Buckeye Partners, L.P. Footprint Memphis Wilmington – Merchant Services: Wholesale distributor of refined petroleum Atlanta Charleston Buckeye Owned and Operated Pipelines Birmingham products in the continental United States and in the Caribbean Domestic Terminals Global Marine Terminals so Montgomery · Key Shareholders: OppenheimerFunds (9.7%), Alps Advisors (9.4%), Contract Logistics Operations Houston Jacksonville Lake Charles Eagle Ford Cape Canaveral Tortoise (7.3%) Delivery Locations Tampa Caribbean Buckeye Partners, L.P. Footprint Corpus Christi Bahamas · Key Management: Clark Smith (President, CEO), Keith Clair (CFO, EVP) Gulf Coast Ft. Lauderdale West Shore Pipe Line Company Muskegon Pipeline LLC Miami · Headquarters: Houston, TX Puerto Rico South Portland Terminal LLC · On 11/2/2018, announced multiple divestitures as result of strategic South Texas Gateway Terminal St. Lucia review: – Sale of entire 50% equity stake in VTTI to Vitol (previously owned Segment Breakdown 50%) for $975mm (15 terminals); plus – Sale of non-integrated domestic pipeline terminal assets for $450mm Global Marine Terminals Domestic Pipelines & Terminals to InstarAGF; assets include a Florida jet fuel pipeline, other pipelines Storage Capacity Throughput and terminal facilities serving airports, and refined petroleum products Other terminals in California U.S. Gulf Middle Products · On 5/10/2019, Buckeye agrees to be acquired by IFM Investors for Coast Distillates 0.4% $41.50 per common unit for a total transaction value of ~$10.3bn 11.1% 11.6% Jet Fuel Key Assets 13.2% Terminal Throughput of ~100 U.S. East 47.1%· ~6,000 miles pipeline; delivery terminal locations Coast · 24.3% Carribbean 110 active liquid petroleum product terminals 64.6% Gasoline liquid petroleum product storage capacity 27.6%· ~56mm barrels of Source: Company filings. 1

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IFM Investors Acquires Buckeye Partners, L.P. Transaction Overview Key Financials Adjusted EBITDA(1) · On May 10, 2019, IFM Investors and Buckeye Partners, L.P. (NYSE: $mm $1,028 $1,114 $1,063 BPL) announced a definitive agreement under which the IFM Global $1,005 $797 $872 $879 Infrastructure Fund will acquire all of the outstanding public common $709 units of Buckeye – Cash offer of $41.50 per common unit, representing a 27.5% to Buckeye’s closing unit price on May 9, 2019 and a 31.9% premium to 2016A 2017A 2018A 2019E Buckeye’s VWAP since November 1, 2018 (2) Distribution / Dividend Coverage – Total transaction value of $10.3 billion and $6.5 billion equity value (x) 1.47x 1.27x 1.28x 1.27x 1.25x · Buckeye’s Board of Directors unanimously approved the proposed 1.09x 1.00x 1.04x transaction with IFM · The closing of the merger will be subject to approval of a majority of the Buckeye unitholders, certain regulatory approvals and other customary 2016A 2017A 2018A 2019E closing conditions TGE BPL Transaction Rationale Blackstone / Tallgrass and IFM / Buckeye Comparison “Buckeye’s Board of Directors recently reviewed strategic options for the business and determined that IFM’s proposal to acquire Buckeye is in the best interest of Buckeye. The proposed transaction will provide immediate and enhanced value for our unitholders with an attractive premium that accelerates long-term returns and represents the underlying value of our business. In addition, the proposed transaction will provide Buckeye with 44% LP Stake and Stake Acquired 100% superior access to capital to execute on its long-term business strategy. Non-Economic GP We look forward to this next chapter in Buckeye’s 133-year story.” Equity Value – Clark C. Smith, Chairman, President CEO of Buckeye Purchased $3.3bn(3) $6.5bn “We are pleased to have the opportunity to bring the Buckeye business Implied Firm Value th ~$11.8bn(4) ~$10.3bn and management team under the IFM umbrella. The proposed acquisition (8/8 ) of Buckeye is a complementary addition to IFM’s substantial investments in energy infrastructure across North America and globally. We look Implied 2019 FV / EBITDA Multiple ~11.1x(1,4) ~11.7x forward to supporting the continuing growth of the business.” – Jamie Cemm, Executive Director of IFM Source: Company filings, Wall Street Research, FactSet. Market data as of 5/10/2019. (1) Tallgrass EBITDA includes proportionate REX EBITDA. Tallgrass 2016 and 2017 EBITDA represent Tallgrass Energy, inclusive of TDEV. 2 (2) Coverage metrics from 2016 through 2017 represent TEP coverage. 2018 through 2019 coverage metrics represents TGE coverage. (3) Equity value includes the value of the GP. (4) Firm value includes the value of the GP and proportionate REX debt.

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Tallgrass and Buckeye Partners Comparison Tallgrass and Buckeye each provide a unique investment proposition: Tallgrass operates a leading midstream business underpinned by an attractive, diversified portfolio of assets across geographies, customers and commodity types; Buckeye offers a global network of integrated transportation and storage, processing and marketing assets, primarily focused on liquid petroleum products. Business Mix(1) Contract / Revenue Mix(2) Merchant Commodity Gathering, Services Exposed Processing & 1% Volumetric Fee 4% Terminalling 6% 9% Global Marine Terminals Transportation, 43% Domestic Storage and Pipelines & Other Services Terminals 38% Product Sales Crude Oil Natural Gas 56% 62% Transportation Transportation 37% 54% Firm Fee 90% · Unparalleled asset portfolio gives unique · Domestic business revenue breakdown is · Majority of REX and Pony revenues derived · Transportation services generally operate exposure both to natural gas and crude oil 55% pipelines and 45% terminals from counterparties with Investment Grade without long-term contracts and dependent ratings on end-market demand Geographic / Commodity Exposure(1) Relative Historical Trading Performance LTM Price Performance 5/10/2018 1/31/2019 Rockies (3) 40% BPL Announces BX Announces Acquisition Other Gathering, 9% Strategic Review of Interests in TGE Processing & 30% Terminalling Rockies Gas 9% 33% Crude Oil / 20% Condensate 20% 15.7% Marcellus / Utica 10% Gas 28% 0% (0.0%) (3.3%) (10%) Refined (4) Bakken / DJ / Products PRB Crude (20%) 71% 30% · Positioned to capture future production growth · Primarily focused on refined and other (30%) and demand for natural gas and crude oil liquefied petroleum products volumes across a diverse asset base that links (40%) producing basins and end-user markets in the May-18 Jun-18 Aug-18 Sep-18 Nov-18 Dec-18 Feb-19 Mar-19 May-19 Midwest, Midcontinent, Rockies and Appalachia Source: Company filings and presentations, FactSet. Market data as of 5/10/2019. TGE AMZ BPL (1) Figures represent 2018 reported metrics and are based on EBITDA. (2) Figures represent 2018 reported metrics; Tallgrass based on EBITDA and Buckeye on revenue. 3 (3) Other products primarily include fuel oil, butane, propylene, diluent and asphalt. (4) Refined products primarily include gasoline, jet fuel, diesel and heating oil.

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Exhibit (c)23

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Citigroup Global Markets Inc. | Global Energy Group May 2019 Project Prairie Discussion Materials Strictly Private and Confidential

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Historical Breakeven Pricing Crude Oil Breakevens since 2014 $120.00 $100.00 $80.00 $57.21 bbl $47.88 / $60.00 $ $45.08 $42.28 $40.00 $42.13 $41.41 $20.00 $40.21 $0.00 1/1/2014 7/1/2014 1/1/2015 7/1/2015 1/1/2016 7/1/2016 1/1/2017 7/1/2017 1/1/2018 7/1/2018 1/1/2019 Bakken Delaware East Eagle Ford West Eagle Ford Midland DJ WTI Natural Gas Breakevens since 2014 $6.00 $5.00 $4.00 mmbtu $3.00 / $2.81 $ $2.05 $2.00 $1.72 $1.69 $1.00 $0.92 $0.00 1/1/2014 7/1/2014 1/1/2015 7/1/2015 1/1/2016 7/1/2016 1/1/2017 7/1/2017 1/1/2018 7/1/2018 1/1/2019 Haynesville Appalachia (NEPA) Appalachia (OH) Appalachia (SWPA WV) Henry Hub Source: Bloomberg. BTU Analytics. Note: Average wellhead breakeven prices estimates for all wells turned to sales each month. Well economics calculations use a 10% discount rate. Well life is assumed to be 240 months. Gathering, 1 processing, compression, fractionation, and operating expenses are estimated for individual basins and plays.

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Exhibit (c)24

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Citigroup Global Markets Inc. | Corporate and Investment Banking May 2019 Discussion Materials Project Prairie Strictly Private and Confidential

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Typical Midstream Contract Comparison Cash Flow Type of Business Contract Length Revenue Type Type of Customers Stability Gas distributors, utilities, producers, Natural Gas Pipelines 10+ Years Rental fee / “Ship-or-pay” Very High marketers and others Crude Oil Pipelines 5-10+ Years Rental fee / Volume Refiners, producers, financials Storage 3-5 Years Rental fee / Volume Utilities, marketers, financials Refined Products Pipelines 1-5 Years Rental fee / Volume Refiners, marketers NGL Pipelines 1-5 Years Rental fee / Volume Petrochemical plants, producers Ranging from month-to- Gathering month to life of lease Rental fee / Volume Producers dedications Typically short-term Fractionation contracts but trending Fee-based / “Frac-or-pay” Producers more long-term Rail 1-5 Years Fee-based / Distance Refiners, producers Terminals 1-3 Years Volume / Ancillary Services Refiners, financials Month-to-month to life of Processing Fee-based / Volume Producers lease dedications Fee-based / Indexed Charter Refiners, petrochemical companies, Marine Shipping 1-3 Years Rates integrateds, marketers Very Low E&P — Market Rates / Hedging Midstream operators Source: U.S. Department of Energy. Morgan Stanley Research. 1

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Exhibit (c)25

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Citigroup Global Markets Inc. | Corporate and Investment Banking May 2019 Discussion Materials Project Prairie Strictly Private and Confidential

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Natural Gas – Cheyenne to Chicago Spread Analysis Historical and Forward Spreads Since 2015 $1.50 Historical Spreads Forward Spreads $1.25 $1.00 MMBtu $0.75 / $ $0.50 $0.25 $0.00 1/15 2/16 4/17 5/18 7/19 8/20 10/21 12/22 Historical Spread Forward Spread as of 6/30/2018 Forward Spread as of 9/30/2018 Forward Spread as of 12/31/2018 Forward Spread as of 3/31/2019 Forward Spread as of 5/31/2019 Source: Citi Commodities Desk. 1

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Natural Gas – Cheyenne to Lebanon Spread Analysis Historical and Forward Spreads Since 2015 $1.25 Historical Spreads Forward Spreads $1.00 $0.75 MMBtu $0.50 / $ $0.25 $0.00 1/15 2/16 4/17 5/18 7/19 8/20 10/21 12/22 ($0.25) Historical Spread Forward Spread as of 6/30/2018 Forward Spread as of 9/30/2018 Forward Spread as of 12/31/2018 Forward Spread as of 3/31/2019 Forward Spread as of 5/31/2019 Source: Citi Commodities Desk. 2

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Exhibit (c)26

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Citigroup Global Markets Inc. | Corporate and Investment Banking May 2019 Discussion Materials Project Prairie Strictly Private and Confidential

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Tallgrass Historical Price Performance Price Performance since Tallgrass IPO $30.00 A B C D E F G H I J K L M N O $25.00 $24.09 $20.00 $15.00 $10.00 $5.00 $0.00 5/14/2013 3/22/2014 1/29/2015 12/8/2015 10/16/2016 8/24/2017 7/3/2018 5/12/2019 Notable Events A 4/2/2014: TEP Announces Trailblazer Acquisition B 7/21/2014: TEP Announces Acquisition of 33.3% Interest in Pony Express C 1/8/2015: TEP Announces Acquisition of Additional 33.3% Interest in Pony Express D 5/6/2015: TEGP Prices Initial Public Offering E 1/4/2016: TEP Announces Acquisition of Additional 31.3% Interest in Pony Express F 4/28/2016: TEP Announces Acquisition of 25% Interest in Rockies Express G 1/17/2017: Tallgrass Energy Partners and Rockies Express Pipeline Announce Ultra Resources Settlement H 4/3/2017: TEP Announces Acquisition of Additional 24.99% Interest in Rockies Express I 12/28/2017: Tallgrass Energy Partners Announces Continental Resources Contract Extension J 2/7/2018: TEGP and TEP Announce Evaluation of Reorganization Alternatives and TEP Acquisition of Additional 25.01% Interest in Rockies Express K 3/26/2018: TEGP and TEP Announce Simplification Transaction Whereby Each Unitholder of TEP Will Receive 2.00 Units of TEGP L 6/30/2018: TEGP and TEP Close Simplification Transaction, Creating TGE M 8/1/2018: TGE Announces Plan to Develop New Cushing to St. James Crude Oil Pipeline and Gulf Coast Liquids Export and Import Terminal N 1/31/2019: Blackstone Infrastructure Partners Enters into Definitive Agreement to Acquire Controlling Interest in Tallgrass Energy O 3/11/2019: Blackstone Infrastructure Partners, GIC and Enagás Close Purchase of Controlling Interest in Tallgrass Source: FactSet, public filings, investor presentations. Market data as of 5/13/2019. Tallgrass price shown as TEP prior to simplification and TGE after simplification transaction. Tallgrass price prior to 1 simplification close calculated as TEP Stock price divided by the 2.00x transaction exchange ratio.

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Exhibit (c)27

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Preliminary and Confidential – Subject to Further Review and Revision Citigroup Global Markets Inc. | Global Energy Group June 2019 Project Prairie 2.0 Discussion Materials Strictly Private and Confidential

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Preliminary and Confidential – Subject to Further Review and Revision Relative Historical Trading Performance Price Performance – LTM 15.00% Price Performance Since Closing (%) 5.00% (0.85%) (2.06%) (5.00%) (8.42%) 30.00% (15.00%) 3/11/2019 3/26/2019 4/11/2019 4/27/2019 5/13/2019 5/29/2019 6/14/2019 20.00% 10.00% 3.00% 0.00% (1.67%) (8.19%) (10.00%) (20.00%) (30.00%) 6/14/2018 7/29/2018 9/13/2018 10/28/2018 12/13/2018 1/28/2019 3/14/2019 4/29/2019 6/14/2019 % Implied Premium / (Discount) 15.00% Price Performance Since Announcement Price Price $23.00 $24.00 $25.00 $26.00 At Announcement $24.18 (4.9%) (0.7%) 3.4% 7.5% 5.00% At Closing 23.76 (3.2) 1.0 5.2 9.4 2.02% Current 21.76 5.7 10.3 14.9 19.5 (2.12%) 10-Day VWAP 22.76 1.1 5.5 9.9 14.3 (5.00%) 30-Day VWAP 23.52 (2.2) 2.0 6.3 10.5 (10.01%) 60-Day VWAP 24.03 (4.3) (0.1) 4.0 8.2 90-Day VWAP 23.82 (3.4) 0.8 5.0 9.2 (15.00%) 52-Week High 26.35 (12.7) (8.9) (5.1) (1.3) 1/30/2019 2/21/2019 3/16/2019 4/7/2019 4/30/2019 5/22/2019 6/14/2019 52-Week Low 20.36 13.0 17.9 22.8 27.7 Source: FactSet. Market data as of 6/14/2019. Peer Set(1) Thunder AMZ (1) Thunder peers include ENB, EPD, ET, KMI, TRP, WMB, MMP, OKE, DCP, MPLX, TRGP and PAA. 1

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Preliminary and Confidential – Subject to Further Review and Revision Analyst Price Targets Pre and Post Deal Announcement Analysts Price Targets and Ratings Pre-Announcement Post-Announcement % Change Current % Change Broker Date Rating Price Target Date Rating Price Target Since Ann. Date Rating Price Target Since Ann. Capital One Securities, Inc. 01/30/19 Hold $27.00 02/15/19 Hold $27.00 0.0% 05/08/19 Hold $28.00 3.7% Tudor Pickering & Co 01/29/19 Hold 24.00 02/12/19 Hold 24.00 0.0 04/23/19 Hold 24.00 0.0 Baird 01/28/19 Buy 28.00 01/31/19 Buy 28.00 0.0 04/25/19 Buy 28.00 0.0 US Capital Advisors 01/28/19 Hold 23.00 02/06/19 Hold 23.00 0.0 05/24/19 Hold 24.00 4.3 Barclays 01/16/19 Hold 26.00 01/31/19 Hold 26.00 0.0 05/08/19 Hold 26.00 0.0 Credit Suisse 01/15/19 Buy 26.00 01/31/19 Buy 26.00 0.0 06/11/19 Hold 25.00 (3.8) Stifel 12/21/18 Buy 25.00 02/04/19 Buy 26.00 4.0 06/13/19 Buy 26.00 0.0 Wells Fargo Securities 12/04/18 Hold 26.00 02/06/19 Hold 25.00 (3.8) 06/05/19 Hold 25.00 0.0 RBC Capital Markets 12/02/18 Hold 25.00 02/05/19 Hold 24.00 (4.0) 05/08/19 Hold 24.00 0.0 MUFG Securities Americas, Inc 11/01/18 Hold 26.00 01/31/19 Hold 26.00 0.0 05/07/19 Hold 27.00 3.8 Goldman Sachs 10/08/18 Buy 27.00 02/12/19 Buy 26.00 (3.7) 04/02/19 Hold 26.00 0.0 Median $26.00 $26.00 0.0% $26.00 0.0% Recommendation History 100% $30.00 17% 17% 25% 23% 31% 33% 31% 31% $25.00 80% 40% 40% 40% 40% 38% $20.00 60% $15.00 75% 75% 40% 67% 69% 62% 58% 62% 69% 53% 54% $10.00 60% 60% 60% 20% $5.00 8% 8% 8% 7% 8% 8% 8% 8% 8% 0% $0.00 6/18 7/18 8/18 9/18 10/18 11/18 12/18 1/19 2/19 3/19 4/19 5/19 6/19 6/15/2018 7/15/2018 8/15/2018 9/15/2018 % 10/15/2018 Sell %11/15/2018 Hold 12/15/2018 % Buy 1/15/2019 Actual 2/15/2019 Target Unit Price 3/15/2019 4/15/2019 5/15/2019 Source: Bison projections, Public filings, FactSet, and Wall Street research. Market data as of 6/14/2019. 2 Note: “N/A” denotes not publicly available.

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Preliminary and Confidential – Subject to Further Review and Revision Selected Public Companies Analysis Diversified Peers Closing Firm Value / ($ in Millions, Except Per Unit Data) Unit Price Equity Value ($mm) Firm EBITDA (x) Yield ‘19-‘21 DCF ‘19-‘21 Dist. Price / DCF Coverage Debt / Name 6/14/2019 LP Units Total Value 2019E 2020E Indicative(1) 2019E 2020E CAGR (%) CAGR (%) 2019E 2020E 2019E 2020E 2018E EBITDA Enbridge Inc. $34.48 $69,844 $69,911 $125,531 12.7x 12.1x 6.4% 6.4% 7.1% 8.2% 8.0% 10.5x 9.9x 1.49x 1.44x 5.0x Enterprise Products Partners LP 29.07 64,019 64,019 91,260 11.7 11.3 6.0 6.1 6.3 1.9 3.6 10.4 10.4 1.57 1.53 3.4 TC Energy Corporation 48.94 45,367 45,484 87,008 12.6 12.2 4.6 4.6 5.0 6.3 8.8 9.3 8.9 2.34 2.26 5.5 Energy Transfer, LP 14.17 37,438 37,438 85,953 8.0 8.0 8.6 8.6 8.6 1.3 2.8 6.2 6.4 1.87 1.83 4.2 Kinder Morgan Inc. 20.53 46,475 46,475 83,633 10.9 10.4 4.9 4.9 6.1 6.6 14.5 9.4 8.7 2.18 1.90 4.7 Williams Companies 26.99 32,755 32,755 55,246 10.9 10.6 5.6 5.6 6.3 6.0 12.1 10.6 10.2 1.68 1.54 4.2 (4) MPLX LP 31.25 33,146 33,146 53,133 10.1 9.3 8.4 8.6 9.1 3.7 2.9 8.1 7.5 1.44 1.46 3.5 ONEOK, Inc. 64.46 26,753 26,753 37,037 14.1 11.7 5.4 5.6 6.1 13.4 9.1 13.3 11.5 1.34 1.42 3.9 Plains All American Pipeline LP 24.11 17,688 17,688 28,870 10.1 10.2 6.0 6.0 6.3 (1.2) 5.1 8.9 9.3 1.89 1.72 3.3 Targa Resources Corp. 36.59 8,683 8,683 18,541 14.1 11.0 9.9 9.9 9.9 22.4 1.4 11.7 9.2 0.86 1.10 4.6 DCP Midstream Partners 28.78 4,125 5,703 11,858 9.6 8.6 10.8 10.8 11.0 3.7 2.1 7.8 7.3 1.27 1.36 4.8 High $125,531 14.1x 12.2x 10.8% 10.8% 11.0% 22.4% 14.5% 13.3x 11.5x 2.34x 2.26x 5.5x Median 55,246 10.9 10.6 6.0 6.1 6.3 6.0 5.1 9.4 9.2 1.57 1.53 4.2 Mean 61,643 11.3 10.5 7.0 7.0 7.4 6.6 6.4 9.7 9.0 1.63 1.60 4.3 Low 11,858 8.0 8.0 4.6 4.6 5.0 (1.2) 1.4 6.2 6.4 0.86 1.10 3.3 Thunder $21.76 $6,199 $6,199 $9,925 10.2x 10.1x 9.1% 9.6% 10.1% 2.9% 5.0% 8.0x 8.2x 1.30x 1.21x 4.6x (5) Selected Reference Range(2) Implied Equity Selected Range Implied Firm Value(3) Implied Equity Value(3) Value per Share(3) ($ in millions, except per unit figures) Metric Low High Low High Low High Low High FV / EBITDA 2019E $973 9.6x 10.9x $9,323 $10,630 $6,007 $7,313 $21.22 $25.83 2020E 979 8.6 10.6 8,453 10,333 5,136 7,016 18.14 24.78 DCF / LP Unit 2019E $2.71 7.8x 9.4x $9,263 $10,544 $5,947 $7,227 $21.00 $25.53 2020E 2.65 7.3 9.2 8,759 10,178 5,442 6,862 19.22 24.24 Selected Reference Range $19.90 $25.10 Source: Bison Projections, Public Filings and Wall Street Research. Market data as of 6/14/2019. (1) Indicative yield as of market date. (2) Selected reference range rounded to nearest $0.05; based on low of selected peers at low-end and median of selected peers at high-end, excluding outlier ET. (3) Based on Thunder net debt of $3,317 and 283.101 million fully diluted shares. 3 (4) MPLX shown pro forma for ANDX transaction. DCF and DPU CAGRs represent 2019-2020 growth. (5) Thunder Debt / EBITDA includes proportionate REX debt and EBITDA.

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Preliminary and Confidential – Subject to Further Review and Revision Preliminary Discounted Cash Flow Analysis – CAFD/Share Cash Flow Summary – Bison Projections Fiscal Year Ending December 31, Terminal ($ in millions) 2H 2019E 2020E 2021E 2022E Period Asset EBITDA $257 $594 $654 $722 $722 (+) REX Distributions 229 385 362 356 356 (–) Cash Interest (87) (197) (220) (242) (242) (–) Cash Taxes 0 0 0 0 0 (–) Maintenance Capex (16) (35) (36) (36) (36) (–) Other 0 0 0 0 0 Cash Available for Dividends — $383 $746 $760 $801 $801 (x) Coverage 1.00x 1.00x 1.00x 1.00x 1.00x Average Shares Outstanding 283.101 283.101 283.101 283.101 283.101 CAFD / Share — $1.35 $2.64 $2.69 $2.83 $2.83 % Grow th — (2.6%) 1.9% 5.3% — Selected Reference Range Terminal Price / DCF Multiple Terminal Price / DCF Multiple 7.8x 8.2x 8.6x 9.0x 9.4x 7.8x 8.2x 8.6x 9.0x 9.4x Terminal Value Terminal Value $21.95 $23.13 $24.31 $25.49 $26.67 $21.95 $23.13 $24.31 $25.49 $26.67 Implied Equity Value Implied Equity Value Implied Perpetuity Grow th Rate 8.8% $24.53 $25.41 $26.29 $27.17 $28.05 8.8% (3.6%) (3.0%) (2.5%) (2.0%) (1.6%) quit y 9.5% 24.11 24.97 25.83 26.69 27.55 quit y 9.5% (3.0) (2.5) (1.9) (1.5) (1.0) E 10.1% 23.70 24.54 25.38 26.23 27.07 E 10.1% (2.4) (1.9) (1.3) (0.9) (0.4) of of 10.8% 23.30 24.12 24.95 25.77 26.60 10.8% (1.9) (1.3) (0.8) (0.3) 0.2 Cost 11.4% 22.91 23.71 24.52 25.33 26.14 Cost 11.4% (1.3) (0.7) (0.2) 0.3 0.8 Selected Reference Range: $22.90—$28.05 Source: Bison projections. Note: Cash flows discounted to 6/30/2019. Selected reference range rounded to nearest $0.05. Selected Terminal Price / DCF Multiple based on low to median of selected public company 4 comparables, excluding outlier ET. DCF does not include deduct for future tax liabilities. Subject to further diligence.

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Preliminary and Confidential – Subject to Further Review and Revision Preliminary Discounted Cash Flow Analysis – CAFD/Share Cash Flow Summary – Research Projections Fiscal Year Ending December 31, Terminal ($ in millions) 2H 2019E 2020E 2021E 2022E Period Asset EBITDA $505 $946 $989 $1,034 $1,034 (–) Cash Interest (86) (194) (205) (216) (216) (–) Cash Taxes 0 0 0 0 0 (–) Maintenance Capex (19) (36) (37) (39) (39) Cash Available for Dividends — $400 $717 $746 $779 $779 (x) Coverage 1.00x 1.00x 1.00x 1.00x 1.00x Average Shares Outstanding 283.101 283.101 283.101 283.101 283.101 CAFD / Share — $1.41 $2.53 $2.64 $2.75 $2.75 % Grow th — (10.4%) 4.1% 4.3% — Selected Reference Range Terminal Price / DCF Multiple Terminal Price / DCF Multiple 7.8x 8.2x 8.6x 9.0x 9.4x 7.8x 8.2x 8.6x 9.0x 9.4x Terminal Value Terminal Value $21.35 $22.50 $23.65 $24.79 $25.94 $21.35 $22.50 $23.65 $24.79 $25.94 Implied Equity Value Implied Perpetuity Grow th Rate 8.8% $23.95 $24.80 $25.66 $26.51 $27.37 8.8% (3.6%) (3.0%) (2.5%) (2.0%) (1.6%) y y quit 9.5% 23.54 24.37 25.21 26.05 26.89 quit 9.5% (3.0) (2.5) (1.9) (1.5) (1.0) E 10.1% 23.14 23.96 24.78 25.60 26.42 E 10.1% (2.4) (1.9) (1.3) (0.9) (0.4) of of 10.8% 22.75 23.55 24.35 25.15 25.96 10.8% (1.9) (1.3) (0.8) (0.3) 0.2 Cost 11.4% 22.36 23.15 23.94 24.72 25.51 Cost 11.4% (1.3) (0.7) (0.2) 0.3 0.8 Selected Reference Range: $22.35—$27.35 Source: Research projections. Note: Cash flows discounted to 6/30/2019. Selected reference range rounded to nearest $0.05. Selected Terminal Price / DCF Multiple based on low to median of selected public company 5 comparables, excluding outlier ET. DCF does not include deduct for future tax liabilities. Subject to further diligence.

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Preliminary and Confidential – Subject to Further Review and Revision Preliminary Discounted Cash Flow Analysis – Unlevered FCF Cash Flow Summary – Bison Projections Fiscal Year Ending December 31, Terminal ($ in millions) 2H 2019E 2020E 2021E 2022E Period Asset EBITDA $257 $594 $654 $722 $722 (+) REX Distributions 229 385 362 356 356 (–) Cash Taxes 0 0 0 0 0 (–) Maintenance Capex (16) (35) (36) (36) (36) (–) Other 0 0 0 0 0 (–) Grow th Capex (272) (455) (461) (400) (400) Unlevered Free Cash Flow — $198 $489 $519 $642 $642 Selected Reference Range Terminal Value / EBITDA Multiple Terminal Value / EBITDA Multiple 9.6x 9.9x 10.3x 10.6x 10.9x 9.6x 9.9x 10.3x 10.6x 10.9x Terminal Value Terminal Value $10,336 $10,698 $11,060 $11,422 $11,784 $10,336 $10,698 $11,060 $11,422 $11,784 Implied Equity Value Implied Perpetuity Grow th Rate 7.8% $22.05 $23.03 $24.01 $25.00 $25.98 7.8% 1.5% 1.7% 1.9% 2.0% 2.2% 8.1% 21.74 22.71 23.69 24.66 25.64 8.1% 1.8 2.0 2.2 2.3 2.5 CC CC A 8.4% 21.44 22.40 23.36 24.33 25.29 A 8.4% 2.1 2.3 2.4 2.6 2.8 W W 8.7% 21.13 22.09 23.05 24.00 24.96 8.7% 2.3 2.5 2.7 2.9 3.1 9.0% 20.84 21.78 22.73 23.68 24.62 9.0% 2.6 2.8 3.0 3.2 3.4 Selected Reference Range: $20.85—$26.00 Source: Bison projections. Note: Cash flows discounted to 6/30/2019. Selected reference range rounded to nearest $0.05. Selected Terminal Value / EBITDA Multiple based on low to median of selected public company 6 comparables, excluding outlier ET. Assumes share count of 283.101mm shares and net debt of $3,317. DCF does not include deduct for future tax liabilities. Subject to further diligence.

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Preliminary and Confidential – Subject to Further Review and Revision Preliminary Discounted Cash Flow Analysis – Unlevered FCF Cash Flow Summary – Research Projections Fiscal Year Ending December 31, Terminal ($ in millions) 2H 2019E 2020E 2021E 2022E Period Asset EBITDA $505 $946 $989 $1,034 $1,034 (–) Cash Taxes 0 0 0 0 0 (–) Maintenance Capex (19) (36) (37) (39) (39) (–) Other 0 0 0 0 0 (–) Capex (176) (300) (300) (300) (300) Unlevered Free Cash Flow — $310 $610 $652 $695 $695 Selected Reference Range Terminal Value / EBITDA Multiple Terminal Value / EBITDA Multiple 9.6x 9.9x 10.3x 10.6x 10.9x 9.6x 9.9x 10.3x 10.6x 10.9x Terminal Value Terminal Value $9,911 $10,258 $10,605 $10,953 $11,300 $9,911 $10,258 $10,605 $10,953 $11,300 Implied Equity Value Implied Perpetuity Grow th Rate 7.8% $22.23 $23.17 $24.12 $25.06 $26.00 7.8% 0.7% 0.9% 1.2% 1.4% 1.5% C 8.1% 21.93 22.86 23.80 24.73 25.66 C 8.1% 1.0 1.2 1.4 1.6 1.8 WAC 8.4% 21.63 22.56 23.48 24.41 25.33 WAC 8.4% 1.3 1.5 1.7 1.9 2.1 8.7% 21.34 22.25 23.17 24.08 25.00 8.7% 1.6 1.8 2.0 2.2 2.4 9.0% 21.05 21.95 22.86 23.77 24.67 9.0% 1.9 2.1 2.3 2.5 2.7 Selected Reference Range: $21.05—$26.00 Source: Research projections. Note: Cash flows discounted to 6/30/2019. Selected reference range rounded to nearest $0.05. Selected Terminal Value / EBITDA Multiple based on low to median of selected public company 7 comparables, excluding outlier ET. Assumes share count of 283.101mm shares and net debt of $3,317. DCF does not include deduct for future tax liabilities. Subject to further diligence.

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Preliminary and Confidential – Subject to Further Review and Revision Selected 100% Cash Precedent Transactions 100% Cash Deals – Midstream Energy Initial—Premium to Final Offer -Announcement Unaffected Unaffected Premium to Unaffected Target Acquiror Date Date Deal Value ($bn) 1-day 1-day 1-w eek 1-month Buckeye Partners, LP IFM Advisors 5/10/2019 5/9/2019 $10.3 — 27.5% 24.9% 23.3% American Midstream Partners * Arclight Capital 3/18/2019 9/27/2018 1.9 6.1% (8.7) (9.9) (14.8) TransMontaigne Partners LP * Arclight Capital 11/26/2018 7/9/2018 1.2 5.2 13.5 11.9 9.0 Arc Logistics Partners LP Zenith Energy LP 8/29/2017 8/28/2017 0.7 — 15.2 15.5 10.9 PennTex * Energy Transfer Partners 5/19/2017 5/18/2017 15.1 — 20.1 19.4 19.5 VTTI Energy Partners LP * VTTI BV 5/8/2017 3/2/2017 0.8 1.9 6.0 5.8 5.9 Worldpoint Terminals LP * Worldpoint Terminals Inc 4/4/2017 4/3/2017 0.8 — 5.8 6.4 3.7 Midcoast Energy Partners LP * Enbridge 1/27/2017 1/26/2017 0.5 — (8.6) (6.7) 7.1 Columbia Pipeline * Transcanada 11/1/2016 9/23/2016 13.9 — 11.1 11.9 20.0 Columbia Pipeline Group Inc. Transcanada 3/17/2016 3/10/2016 13.0 — 19.0 27.8 42.5 Hiland Partners LP * Management / Sponsor 1/15/2009 1/14/2009 0.6 (1.9) 26.6 22.4 49.1 Kinder Morgan * Management / Sponsor 5/29/2006 5/26/2006 21.6 18.5 27.4 28.8 23.2 High(1) $15.1 18.5% 27.4% 28.8% 49.1% Median(1) 1.2 5.2 11.1 11.9 9.0 Mean(1) 4.9 6.0 10.4 10.0 13.6 Low (1) 0.5 (1.9) (8.7) (9.9) (14.8) Reference Range(2) Metric Selected Range Implied Value per Share Premiums Paid Low High Low High 1-Day $21.76 0.0% 25.0% $21.76 $27.20 1-Week 21.76 0.0 25.0 21.76 27.20 1-Month 21.76 0.0 25.0 21.76 27.20 Selected Reference Range $21.75 $27.20 Source: Public filings, FactSet, Market data as of 6/14/2019. (1) Includes related party deals only. 8 (2) Selected reference range rounded to nearest $0.05; based on Midstream Energy transactions marked with *.

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Preliminary and Confidential – Subject to Further Review and Revision Diversified Illustrative WACC Calculation Cost of Net Debt-Related Metrics Capital Structure Value of Market Value Net Debt / Total Current Statutory Long Term WACC Calculation Inputs Name Net Debt of Equity Capital Ratio Marginal Tax Rate Yield Enterprise Products Partners LP $26,777 $64,483 29.3% — 3.2% Energy Transfer, LP 45,351 51,810 46.7 — 4.0 Target Capital Structure (Net Debt / Total Capital): 30.0 – 40.0 % Williams Companies 21,136 34,109 38.3 — 3.4 TC Energy Corporation 37,209 49,799 42.8 — 3.8 Median Capital Structure of Selected Companies: 36.6 % ONEOK, Inc. 10,284 26,753 27.8 21 3.7 After-Tax Cost of Debt: 5.4 % Kinder Morgan Inc. 35,609 48,024 42.6 21 4.7 Enbridge Inc. 47,116 78,415 37.5 — 3.4 Expected Long-Term Yield: 5.4 % MPLX LP 18,383 35,000 34.4 — 3.8 Targa Resources Corp. 5,712 12,965 30.6 21 5.3 – Current Statutory Marginal Tax Rate: — % DCP Midstream Partners 5,360 6,498 45.2 — 4.8 Cost of Equity: 5.5% Equity Market Risk Premium 8.8 – 9.9 % Plains All American Pipeline LP 8,890 19,980 30.8 — 3.8 Thunder 3,317 6,608 33.4 — 5.4 6.7% Equity Market Risk Premium 10.2 – 11.4 % High $47,116 $78,415 46.7% 5.4% Median 19,760 34,555 36.0 3.8 Risk Free Rate (30-Year Treasury Bond): 2.6 % Mean 22,095 36,204 36.6 4.1 Low 3,317 6,498 27.8 3.2 Assumed Equity Market Risk Premium—low : 5.5 % Cost of Equity-Related Metrics Assumed Equity Market Risk Premium—high: 6.7 % Adjusted Beta Equity Beta Estimation High Debt Unlevering Unlevered (Bloomberg) Period (Yrs) Yield Issuer Beta Tax Rate Asset Beta Relevered Equity Beta: 1.13 – 1.32 Enterprise Products Partners LP 1.018 5.0 0.0 — 0.719 – Unlevered Asset Beta: 0.79 Energy Transfer, LP 1.558 5.0 0.0 — 0.831 – Selected “Standard” Beta Measurement Period (Years): 5 Williams Companies 1.508 5.0 0.0 — 0.931 – Implied Net Debt / Equity Ratio: 42.9 – 66.7 % TC Energy Corporation 1.008 5.0 0.0 — 0.577 ONEOK, Inc. 1.325 5.0 0.0 31 1.047 Small Cap Risk Premium: 0.0 % Kinder Morgan Inc. 1.118 5.0 0.0 31 0.739 High Yield Issuer? (Y / N) Enbridge Inc. 1.010 5.0 0.0 — 0.631 MPLX LP 1.062 5.0 0.0 — 0.696 Weighted Average Cost of Capital: 7.8 – 9.0 % Targa Resources Corp. 1.579 5.0 Y 0.3 31 1.281 DCP Midstream Partners 1.301 5.0 0.0 — 0.713 5.5% Equity Market Risk Premium 7.8 – 8.1 % Plains All American Pipeline LP 1.089 5.0 0.0 — 0.753 6.7% Equity Market Risk Premium 8.7 – 9.0 % Thunder 1.040 5.0 Y 0.3 — 0.793 The low end of the WACC is based upon the low end of the equity market Median (All Companies) 1.10 0.75 Median (Excl. * Companies) 1.10 0.75 risk premium (5.5%) and the high end of the net debt / total capital ratio. Mean (All Companies) 1.22 0.81 The high end is based on the high end of the equity market risk premium Mean (Excl. * Companies) 1.22 0.81 (6.7%) and the low end of the capital structure. High 1.58 1.28 Low 1.01 0.58 Unlevering tax rate represents a blended average tax rate based on the number of days for w hich different statutory marginal tax rates w ere in effect during the beta estimation period. * Beta estimation period differs from standard period of 5 years used in the analysis 9 Source: FactSet, Bloomberg, Public filings. Note: Market-based metrics as of 6/14/2019.

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Appendix

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Preliminary and Confidential – Subject to Further Review and Revision Illustrative Future Tax Liability Analysis Projected Tax Liability 2028 DCF / Share $3.75 Tax Rate 21.0% Terminal PV of Multiple Taxes/Share 6/30/2019 6/30/2020 6/30/2021 6/30/2022 6/30/2023 6/30/2024 6/30/2025 6/30/2026 6/30/2027 6/30/2028 12/31/2028 6.0x $2.19 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $4.73 7.0 2.56 -—————————- 5.52 8.0 2.93 -—————————- 6.30 8.6 3.15 -—————————- 6.78 9.0 3.29 -—————————- 7.09 10.0 3.66 -—————————- 7.88 11.0 4.02 -—————————- 8.67 Source: Bison projections. Note: Based on Thunder expectation not to pay cash federal income taxes for a period currently estimated to be at least 10 years, beginning 2019. Cash flows discounted to 6/30/2019. Selected midpoint 10 Terminal Price / DCF Multiple based on low to median of selected public company comparables, excluding outlier ET. Subject to further diligence. Future liability discounted at 8.40% midpoint of WACC range.

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IRS Circular 230 Disclosure: Citigroup Inc. and its affiliates do not provide tax or legal advice. Any discussion of tax matters in these materials (i) is not intended or written to be used, and cannot be used or relied upon, by you for the purpose of avoiding any tax penalties and (ii) may have been written in connection with the “promotion or marketing” of any transaction contemplated hereby (“Transaction”). Accordingly, you should seek advice based on your particular circumstances from an independent tax advisor. In any instance where distribution of this communication is subject to the rules of the US Commodity Futures Trading Commission (“CFTC”), this communication constitutes an invitation to consider entering into a derivatives transaction under U.S. CFTC Regulations §§ 1.71 and 23.605, where applicable, but is not a binding offer to buy/sell any financial instrument. Any terms set forth herein are intended for discussion purposes only and are subject to the final terms as set forth in separate definitive written agreements. This presentation is not a commitment to lend, syndicate a financing, underwrite or purchase securities, or commit capital nor does it obligate us to enter into such a commitment, nor are we acting as a fiduciary to you. By accepting this presentation, subject to applicable law or regulation, you agree to keep confidential the information contained herein and the existence of and proposed terms for any Transaction. Prior to entering into any Transaction, you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks) as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on us for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters. By acceptance of these materials, you and we hereby agree that from the commencement of discussions with respect to any Transaction, and notwithstanding any other provision in this presentation, we hereby confirm that no participant in any Transaction shall be limited from disclosing the U.S. tax treatment or U.S. tax structure of such Transaction. We are required to obtain, verify and record certain information that identifies each entity that enters into a formal business relationship with us. We will ask for your complete name, street address, and taxpayer ID number. We may also request corporate formation documents, or other forms of identification, to verify information provided. Any prices or levels contained herein are preliminary and indicative only and do not represent bids or offers. These indications are provided solely for your information and consideration, are subject to change at any time without notice and are not intended as a solicitation with respect to the purchase or sale of any instrument. The information contained in this presentation may include results of analyses from a quantitative model which represent potential future events that may or may not be realized, and is not a complete analysis of every material fact representing any product. Any estimates included herein constitute our judgment as of the date hereof and are subject to change without any notice. We and/or our affiliates may make a market in these instruments for our customers and for our own account. Accordingly, we may have a position in any such instrument at any time. Although this material may contain publicly available information about Citi corporate bond research, fixed income strategy or economic and market analysis, Citi policy (i) prohibits employees from offering, directly or indirectly, a favorable or negative research opinion or offering to change an opinion as consideration or inducement for the receipt of business or for compensation; and (ii) prohibits analysts from being compensated for specific recommendations or views contained in research reports. So as to reduce the potential for conflicts of interest, as well as to reduce any appearance of conflicts of interest, Citi has enacted policies and procedures designed to limit communications between its investment banking and research personnel to specifically prescribed circumstances. © 2019 Citigroup Inc. All rights reserved. Citi and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its affiliates and are used and registered throughout the world. Citi believes that sustainability is good business practice. We work closely with our clients, peer financial institutions, NGOs and other partners to finance solutions to climate change, develop industry standards, reduce our own environmental footprint, and engage with stakeholders to advance shared learning and solutions. Highlights of Citi’s unique role in promoting sustainability include: (a) releasing in 2007 a Climate Change Position Statement, the first US financial institution to do so; (b) targeting $50 billion over 10 years to address global climate change: includes significant increases in investment and financing of renewable energy, clean technology, and other carbon-emission reduction activities; (c) committing to an absolute reduction in GHG emissions of all Citi owned and leased properties around the world by 10% by 2011; (d) purchasing more than 234,000 MWh of carbon neutral power for our operations over the last three years; (e) establishing in 2008 the Carbon Principles; a framework for banks and their U.S. power clients to evaluate and address carbon risks in the financing of electric power projects; (f) producing equity research related to climate issues that helps to inform investors on risks and opportunities associated with the issue; and (g) engaging with a broad range of stakeholders on the issue of climate change to help advance understanding and solutions. Citi works with its clients in greenhouse gas intensive industries to evaluate emerging risks from climate change and, where appropriate, to mitigate those risks. efficiency, renewable energy and mitigation 11

Exhibit (c)30

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Citigroup Global Markets Inc. | Global Energy Group July 2019 Tariff and Differential Analysis Strictly Private and Confidential

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Rockies Natural Gas Tariff and Differential Analysis Contracted Capacity Basis Differential to Rockies Pipeline Tariff ($/dth)(1) Release Tariff ($/dth)(1) Historical ($/mmbtu)(2) Projected ($/mmbtu)(3) Utilization(4) Trailblazer $0.28 $0.13 ($0.15) $0.05 92% TIGT 0.42 0.11 (0.15) 0.05 69 MidCon Cheyenne Plains 0.35 0.07 (0.15) 0.05 51 CIG 0.30 0.12 (0.15) 0.05 74 Southern Star 0.20 0.09 (0.15) 0.05 86 NW Ruby / NWPL 0.39 0.02 0.08 0.03 34 SoCal Kern River 0.47 0.52 0.20 0.34 82 Source: Bloomberg, S&P Market Intelligence, Company/Pipeline Websites, Platts and BTU. Note: Rockies origin price represented by the Opal pool; MidCon delivery point represented by the MidCon pool; NW (Northwest) delivery point represented by GTN Malin; and SoCal delivery point represented by Needles, Wheeler, Kramer, Topock, Kern River and Ehrenberg. (1) Represents the median tariff rate. (2) Historical differentials based on average of last 3 years. 1 (3) Projected differentials based on average until December 2021. (4) Based on 2018 utilization rates.

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IRS Circular 230 Disclosure: Citigroup Inc. and its affiliates do not provide tax or legal advice. Any discussion of tax matters in these materials (i) is not intended or written to be used, and cannot be used or relied upon, by you for the purpose of avoiding any tax penalties and (ii) may have been written in connection with the “promotion or marketing” of any transaction contemplated hereby (“Transaction”). Accordingly, you should seek advice based on your particular circumstances from an independent tax advisor. In any instance where distribution of this communication is subject to the rules of the US Commodity Futures Trading Commission (“CFTC”), this communication constitutes an invitation to consider entering into a derivatives transaction under U.S. CFTC Regulations §§ 1.71 and 23.605, where applicable, but is not a binding offer to buy/sell any financial instrument. Any terms set forth herein are intended for discussion purposes only and are subject to the final terms as set forth in separate definitive written agreements. This presentation is not a commitment to lend, syndicate a financing, underwrite or purchase securities, or commit capital nor does it obligate us to enter into such a commitment, nor are we acting as a fiduciary to you. By accepting this presentation, subject to applicable law or regulation, you agree to keep confidential the information contained herein and the existence of and proposed terms for any Transaction. Prior to entering into any Transaction, you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks) as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on us for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters. By acceptance of these materials, you and we hereby agree that from the commencement of discussions with respect to any Transaction, and notwithstanding any other provision in this presentation, we hereby confirm that no participant in any Transaction shall be limited from disclosing the U.S. tax treatment or U.S. tax structure of such Transaction. We are required to obtain, verify and record certain information that identifies each entity that enters into a formal business relationship with us. We will ask for your complete name, street address, and taxpayer ID number. We may also request corporate formation documents, or other forms of identification, to verify information provided. Any prices or levels contained herein are preliminary and indicative only and do not represent bids or offers. These indications are provided solely for your information and consideration, are subject to change at any time without notice and are not intended as a solicitation with respect to the purchase or sale of any instrument. The information contained in this presentation may include results of analyses from a quantitative model which represent potential future events that may or may not be realized, and is not a complete analysis of every material fact representing any product. Any estimates included herein constitute our judgment as of the date hereof and are subject to change without any notice. We and/or our affiliates may make a market in these instruments for our customers and for our own account. Accordingly, we may have a position in any such instrument at any time. Although this material may contain publicly available information about Citi corporate bond research, fixed income strategy or economic and market analysis, Citi policy (i) prohibits employees from offering, directly or indirectly, a favorable or negative research opinion or offering to change an opinion as consideration or inducement for the receipt of business or for compensation; and (ii) prohibits analysts from being compensated for specific recommendations or views contained in research reports. So as to reduce the potential for conflicts of interest, as well as to reduce any appearance of conflicts of interest, Citi has enacted policies and procedures designed to limit communications between its investment banking and research personnel to specifically prescribed circumstances. © 2019 Citigroup Inc. All rights reserved. Citi and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its affiliates and are used and registered throughout the world. Citi believes that sustainability is good business practice. We work closely with our clients, peer financial institutions, NGOs and other partners to finance solutions to climate change, develop industry standards, reduce our own environmental footprint, and engage with stakeholders to advance shared learning and solutions. Highlights of Citi’s unique role in promoting sustainability include: (a) releasing in 2007 a Climate Change Position Statement, the first US financial institution to do so; (b) targeting $50 billion over 10 years to address global climate change: includes significant increases in investment and financing of renewable energy, clean technology, and other carbon-emission reduction activities; (c) committing to an absolute reduction in GHG emissions of all Citi owned and leased properties around the world by 10% by 2011; (d) purchasing more than 234,000 MWh of carbon neutral power for our operations over the last three years; (e) establishing in 2008 the Carbon Principles; a framework for banks and their U.S. power clients to evaluate and address carbon risks in the financing of electric power projects; (f) producing equity research related to climate issues that helps to inform investors on risks and opportunities associated with the issue; and (g) engaging with a broad range of stakeholders on the issue of climate change to help advance understanding and solutions. Citi works with its clients in greenhouse gas intensive industries to evaluate emerging risks from climate change and, where appropriate, to mitigate those risks. efficiency, renewable energy and mitigation

Exhibit (c)31

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Citigroup Global Markets Inc. | Corporate and Investment Banking July 2019 Project Prairie 2.0 Step 2 Financing Discussion

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Executive Summary We understand Blackstone is evaluating the Step 2 transaction of buying in the remaining TGE public units with proceeds from new equity and $500 million of debt financing The existing capital structure would present the following constraints to be considered: · Existing HoldCo TLB – Limits incremental pari accordion to $200mm without amendment – Limits incremental OpCo debt via 5.75x “look-through” OpCo leverage covenant provides for ~$1.0bn incremental OpCo debt capacity · OpCo RCF – Currently $1.35bn drawn with $901mm available for draws We have evaluated the following financing alternatives: 1) $500mm accordion to existing $1.155bn TLB · Requires consents from existing lenders for a onetime increase of accordion size from $200mm to $500mm—we estimate this would cost 10 bps on a standalone, non-fungible basis · New TLB would price at L+ 425 bps, 99.5 OID · Alternatively, the Company could execute the add-on on a fungible basis with concurrent re-price of the existing TLB to L+425bps at the same 99.5 OID (with no amendment fee)(1) 2) $500mm Sister HoldCo TLB at a new entity collateralized by newly acquired units · No consents required, however, increases structural complexity · New TLB would price at L+ 425 bps, 99.5 OID 3) $500mm of new OpCo senior unsecured bonds · No consents required, however, results in reduced OpCo debt capacity due to increased leverage to ~5.0x (vs. 5.5x and 5.75x limitations in the OpCo RCF and HoldCo TLB covenants, respectively) · New 10-year bond would price at ~5.75% (1) Assumes executed contemporaneous with the roll-off of the existing 101 Soft Call in September. 1

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Prairie 2.0 Financing Options To minimize cost while obtaining funding certainty, would recommend obtaining either structure 2 or 3 on a committed basis with a best efforts execution of either scenario 1a and 1b. 1a 1b 2 3 Incremental HoldCo $500mm TLB Repriced HoldCo TLB & Incremental New Sister HoldCo $500mm TLB Incremental $500mm OpCo Debt(4) (Non-fungible) $500mm Fungible Tranche Underwritten / Best Best Efforts (Underwritten via Scenario 2 or 3) Underwritten Efforts 2019 Leverage (x) 6.1x Initial Total Leverage 6.1x Initial Total Leverage 6.1x Initial Total Leverage (@ Opening Debt)(1) 4.6x OpCo Proportionate Leverage 4.6x OpCo Proportionate Leverage 5.0x OpCo Proportionate Leverage Rate L+425 bps (Incremental TLB Only) L+425 bps (Existing & Incremental TLBs) L+425 bps 5.75% New TLB: 0.75% Arranger Fee (rebated New TLB: 0.75% Arranger Fee (rebated against Scenario 2 Underwrite Fee) Fees against Scenario 2 Underwrite Fee) 1.50% Underwritten Fee 50bps Bridge Commitment Fee (364-day), Existing TLB: 12.5 bps Arranger Fee; no 75bps Take-out Fee Existing TLB: 10.0 bps Amendment Fee to Amendment Fee to market (covered with OID market in reprice) OID 99.50, payable on Incremental TLB 99.50, payable on Existing & Incremental TLB 99.50, payable on New TLB — Estimated Financing $10 $16 $10 $6 Fees ($mm) 2019 Total System $299 $293 $299 $295 Cash Interest ($mm) Total Equity Required (2) $3.0 – $3.7 ($bn) Additional 2019 OpCo Leverage Capacity $1,007 $478 ($mm)(3) Retain single HoldCo structure No requirement for consent on existing Marginally lower equity check without HoldCo additional DSRA requirement Preserves OpCo debt capacity Preserves OpCo debt capacity Preserves accordion feature of existing Improved pro forma collateral would provide opportunity to re-price existing TLB HoldCo Term Loan B Preserves accordion feature of existing Exercising accordion feature reduces liquidity options at the existing HoldCo level Pros / Cons HoldCo Term Loan B Lower cost of capital at OpCo level Requires amendment from existing lenders; however such amendment should be Added complexity of second HoldCo 100% OpCo senior notes reduces future straightforward given strong pro forma credit metrics OpCo liquidity Does not provide clear opportunity to reprice existing term loan Note: Total leverage based on total system debt / 2019E EBITDA. (1) Based on $500mm incremental debt financing. (2) Range based on illustrative $22.00 – $26.00 per share purchase price. (3) Max 2019 leverage capacity under RCF covenant, OpCo JV incurrence and HoldCo look through leverage covenant , whichever is more restrictive. Calculated as incremental debt available to be borrowed based off the more restrictive covenant / incurrence test. 2 (4) Metrics include 100% of TGE equity contributed as collateral to HoldCo.

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Prairie 2.0 Leverage Comparison 1 2 3 New Sister HoldCo, $500mm Term Term Loan B Upsize of $500mm Loan B Incremental $500mm of OpCo Debt (6.1x Initial Total Leverage)(1) (6.1x Initial Total Leverage)(1) (6.1x Initial Total Leverage) (1)(4) 6.5x 6.6x 6.5x 6.6x 6.6x 6.7x 6.3x 6.3x 6.4x 5.6x 5.7x 5.2x 5.2x 5.3x 5.0x 5.0x 4.8x 4.8x Consolidated Prairie YE Leverage(2) 2019E 2020E 2021E 2019E 2020E 2021E 2019E 2020E 2021E Total System Leverage(3) Consolidated TGE Leverage Dividends Received $592 $621 $652 $332 $349 $366 $592 $621 $652 ($mm) Total Leverage Covenant: 5.50x Total Leverage Covenant: 5.50x Total Leverage Covenant: 5.50x Senior Secured Covenant: 3.75x Senior Secured Covenant: 3.75x Senior Secured Covenant: 3.75x 4.6x 4.8x 4.2x 4.2x 4.2x 4.0x 4.0x 3.7x 3.7x TGE RCF Covenant 2.0x 2.0x 2.0x 1.6x 1.5x 1.6x 1.5x 1.7x 1.6x 2019E 2020E 2021E 2019E 2020E 2021E 2019E 2020E 2021E Secured Leverage Total Leverage (1) Initial total leverage calculated as Total System Debt / 2019E EBITDA. (2) End of Year debt / EBITDA, proportionately consolidated for REX. 3 (3) End of Year debt / EBITDA, proportionately consolidated for REX. Includes HoldCo term loan at 100% equity collateralization. (4) Metrics include 100% of TGE equity contributed as collateral to HoldCo.

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1. Status Quo + $500mm Upsize

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Transaction Overview – Status Quo + $500mm Upsize Assumptions Pro Forma Capitalization · Illustrative effective date of 1/1/2019 (at 1/1/2019) · Blackstone acquires the remaining 56% of TGE for a total TGE PF consideration of $4,135mm ($mm) SA Adj. 100% TGE(2) Proportionate REX Debt $1,538 — $1,538 – $4,135mm for LP stake [$26.00] per share for the 159.0mm Total Proportionate Subsidiary Debt $1,538 $1,538 remaining shares TGE Revolving Credit Facility 1,349 — 1,349 · New Holdco $500mm Term Loan priced at L+425bps/99.5, 1.25- Total Secured Debt $1,349 $1,349 4.750% Senior Notes Due 2023 500 — 500 1.50% net fees(1) on the new TL B and amendment fee of 10.0bps 5.500% Senior Notes Due 2024 750 — 750 on existing TLB to upsize accordion feature from $200mm to 5.500% Senior Notes Due 2028 750 — 750 $500mm Total Debt $4,887 $4,887 Cash & Cash Equivalents (15) — (15) – Incremental 6-month rolling DSRA of $20mm; funds are Net Debt $4,872 $4,872 released when HoldCo leverage drops below 3.25x Common Equity (Market Value)(3) 6,179 1,182 7,361 · $10mm in transaction costs; $10mm in financing fees Total Capitalization $11,065 $12,247 Opco Secured Debt / 2018A EBITDA 1.4x 1.4x Opco Secured Debt / 2019E EBITDA 1.3 1.3 Sources and Uses Opco Total Debt / 2018A EBITDA 4.9 4.9 Opco Total Debt / 2019E EBITDA 4.6 4.6 Sources & Uses HoldCo Transaction Sources ($mm) (%) Step 1 Term Loan $1,155 $500 $1,655 Incremental Equity $3,674 88% HoldCo Total Debt $1,155 $1,655 Incremental HoldCo Term Loan (Upsize) 500 12 HoldCo Equity 2,253 3,674 5,927 HoldCo Capitalization $3,408 $7,582 Total Sources $4,174 100% Credit Stats Transaction Uses ($mm) (%) HoldCo Total Debt $1,155 $1,655 Debt Service Reserve Account (51) (20) (71) Purchase of 56.2% of TGE Equity $4,135 99% Financing Fees (Issuance Fees, Amendment Fee, OID) 10 0 HoldCo Net Debt $1,104 $1,584 Q1 2019 Annualized Distribution $258 $589 Incremental Term Loan DSRA 20 0 2018A Distributions 250 571 Transaction Costs 10 0 2019E Distributions 259 592 Total Uses $4,174 100% HoldCo Net Debt / Q4 2018A Annualized Distribution 4.3x 2.7x HoldCo Net Debt / 2018A EBITDA 4.4 2.8 Sensitivity Analysis HoldCo Net Debt / 2019E EBITDA 4.3 2.7 2019E Interest Coverage 2.8 4.5 Purchase Implied Equity Debt / Total Debt / Total Capitalization 33.9% 21.8% Price Premium(5) Requirement Capitalization HoldCo Consolidated Debt (Proportionate TGE + HoldCo) $3,297 $6,542 2018A EBITDA @ HoldCo Share $434 $990 2018A Run-Rate EBITDA @ HoldCo Share (4) 450 1,027 $22.00 0.2% $3,038 51.2% 2019E EBITDA @ HoldCo Share 469 1,069 23.00 4.8 3,197 50.1 Total Debt / 2018A EBITDA 7.6x 6.6x 24.00 9.3 3,356 49.1 Total Debt / 2018A Run-Rate EBITDA (4) 7.3 6.4 25.00 13.9 3,515 48.0 Total Debt / 2019E EBITDA 7.0 6.1 26.00 18.5 3,674 47.1 Total Debt / Total Capitalization 49.4% 47.1% Note: “Blackstone” includes investor group including GIC and other LPs. Source: Blackstone forecast, Company filings, Citi estimates, Wall Street Research, and FactSet. Market Data as of 7/11/2019. (1) Committed via either option 2 or 3. (2) Metrics include 100% of TGE equity contributed as collateral to HoldCo. (3) Pro forma market value of equity rebased to new purchase price of $26 / share. 4 (4) Run-rate EBITDA includes $58mm of EBITDA adjustments to reflect full year impact of 2018 acquisitions and ramp of GP&T and Cheyenne Connector. (5) Based on current TGE price of $21.95 as of 7/11/2019.

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Pro Forma HoldCo Projections ($mm) 2018A 2019E 2020E 2021E 2022E 2023E 2024E 2025E Total HoldCo Distributions $571 $592 $621 $652 $685 $719 $755 $793 (–) Interest Expense on Term Loan (115) (115) (105) (101) (100) (99) (98) Levered Free Cash Flow $477 $507 $547 $583 $620 $656 $695 Cumulative Levered Free Cash Flow $477 $983 $1,530 $2,113 $2,733 $3,389 $4,084 (–) Mandatory Amortization (17) (17) (17) (17) (17) (17) (17) (–) Cash Sw eep(1) 0 0 0 0 0 0 0 Total Cash to Sponsor $460 $490 $530 $567 $603 $640 $678 Check -——————- EOP Cash Balance $71 $531 $1,021 $1,551 $2,118 $2,721 $3,361 $4,039 DSRA Cash Balance 71 0 0 0 0 0 0 0 EOP Term Loan Balance $1,155 $1,143 $1,132 $1,120 $1,109 $1,097 $1,086 $1,074 EOP Upsized Term Loan Balance 500 495 490 485 480 475 470 465 HoldCo EOP Debt Balance $1,655 $1,638 $1,622 $1,605 $1,589 $1,572 $1,556 $1,539 HoldCo Standalone EOP Net Debt Balance 1,584 1,107 601 54 (529) (1,149) (1,805) (2,500) Sponsor Total Debt / Dist. Received 2.9x 2.8x 2.6x 2.5x 2.3x 2.2x 2.1x 1.9x Sponsor Net Debt / Dist. Received 2.8x 1.9x 1.0x 0.1x (0.8x) (1.6x) (2.4x) (3.2x) Leverage Metrics Interest Rate (L + 475) on Term Loan B 7.1% 7.2% 6.7% 6.5% 6.4% 6.5% 6.5% Interest Rate (L + 425) on Term Loan B Upsize 6.6 6.7 6.2 6.0 5.9 6.0 6.0 HoldCo Ow nership in OpCo 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 HoldCo Share of OpCo EOP Debt Balance $4,762 $5,140 $5,464 $5,803 $6,068 $6,317 $6,588 $6,869 HoldCo Share of OpCo Asset EBITDA 990 1,069 1,084 1,121 1,183 1,249 1,283 1,324 HoldCo Consolidated EOP Debt Balance $6,417 $6,778 $7,086 $7,408 $7,657 $7,890 $8,143 $8,408 HoldCo Consolidated EOP Net Debt Balance 6,330 6,232 6,050 5,842 5,523 5,154 4,768 4,354 HoldCo Consolidated EOP Debt Balance / HoldCo Share of OpCo Asset EBITDA 6.5x 6.3x 6.5x 6.6x 6.5x 6.3x 6.3x 6.3x HoldCo Consolidated EOP Net Debt Balance / HoldCo Share of OpCo Asset EBITDA 6.4 5.8 5.6 5.2 4.7 4.1 3.7 3.3 Citi Classification Metrics Interest Coverage Ratio(2) 4.5x 4.7x 5.3x 5.8x 6.2x 6.6x 6.9x Cumulative Free Cash Flow as % of Initial Debt(3) 33.1% 63.7% 96.7% 132.0% 169.4% 209.1% 251.0% Source: Blackstone forecast. 2018A projections include pro forma transaction entry balances. Market data as of 7/11/2019. (1) Assumes no cash sweep. 5 (2) Total HoldCo distributions / (interest plus amortization). (3) Includes DSRA release.

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TGE Standalone Projections ($mm) 2019E 2020E 2021E 2022E 2023E 2024E 2025E REX EBITDA @ Share $555 $490 $467 $461 $461 $425 $397 PXP EBITDA 309 291 283 283 280 282 284 Natural Gas Pipeline EBITDA 79 90 90 90 90 90 90 G, P & T EBITDA 136 167 167 167 167 167 167 Other Grow th / Acquisitions EBITDA 0 56 125 193 262 330 399 Corporate G&A (10) (10) (11) (11) (11) (12) (12) Total EBITDA $1,069 $1,084 $1,121 $1,183 $1,249 $1,283 $1,324 YoY Grow th 8.0% 1.4% 3.4% 5.5% 5.5% 2.7% 3.2% (Less): Maintenance Capex ($32) ($35) ($36) ($36) ($36) ($40) ($43) (Less): Interest Expense (184) (191) (206) (222) (238) (254) (265) (Less): REX DCF Adj. @ Share (96) (105) (105) (105) (105) (105) (105) Cash Available for Dividends $757 $752 $774 $820 $869 $885 $911 Coverage (x) 1.28x 1.21x 1.19x 1.20x 1.21x 1.17x 1.15x Coverage ($) $165 $131 $122 $135 $150 $130 $118 Total Dividends Paid $592 $621 $652 $685 $719 $755 $793 YoY Grow th 3.6% 5.0% 5.0% 5.0% 5.0% 5.0% 5.0% Grow th Capex $544 $455 $461 $400 $400 $400 $400 REX Debt @ Share 1,538 1,538 1,538 1,538 1,538 1,538 1,538 Revolver Balance 1,603 1,926 1,515 1,780 1,280 1,550 1,832 TGE Debt (End of Period) 3,603 3,926 4,265 4,530 4,780 5,050 5,332 Total Proportionate TGE Debt (End of Period)(1) 5,140 5,464 5,803 6,068 6,317 6,588 6,869 Total Proportionate Debt / EBITDA(1) 4.8x 5.0x 5.2x 5.1x 5.1x 5.1x 5.2x Covenant Calculations TGE 2024 Notes Metric FCCR 1.75x 5.30x 5.12x 4.93x 4.85x 4.81x 4.64x 4.60x TGE Revolving Credit Facility Max Senior Secured Leverage Ratio(2) 3.75x 1.65x 1.97x 1.49x 1.65x 1.12x 1.32x 1.50x Max Total Leverage Ratio(2) 5.50 3.70 4.01 4.20 4.20 4.18 4.29 4.37 Min. Interest Coverage Ratio(2) 2.50 5.30 5.12 4.93 4.85 4.81 4.64 4.60 Additional Leverage Capacity(3) $1,747 $1,457 $1,323 $1,400 $1,510 $1,428 $1,375 Source: Blackstone forecast. 2018A projections include pro forma transaction entry balances. Market data as of 7/11/2019. (1) Includes proportionate REX debt and EBITDA. (2) Max Senior Leverage Ratio calculated as Secured Debt / Deconsolidated EBITDA. Max Total Leverage Ratio calculated as TGE Debt / Deconsolidated EBITDA (TGE EBITDA plus REX Distributions). Min. Interest Coverage 6 Ratio calculated as Deconsolidated EBITDA / Cash Interest Expense. Deconsolidated EBITDA is Proportionate EBITDA less REX DCF. (3) Max leverage capacity under RCF covenant and OpCo JV incurrence covenant, whichever is more restrictive.

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2. Sister HoldCo

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Transaction Overview – Sister HoldCo Assumptions Pro Forma Capitalization · Illustrative effective date of 1/1/2019 (at 1/1/2019) TGE PF · Blackstone acquires the remaining 56% of TGE for a total ($mm) SA Adj. 56% TGE consideration of $4,135mm Proportionate REX Debt $1,538 — $1,538 – $4,135mm for LP stake [$26.00] per share for the Total Proportionate Subsidiary Debt $1,538 $1,538 TGE Revolving Credit Facility 1,349 — 1,349 159.0mm remaining shares Total Secured Debt $1,349 $1,349 4.750% Senior Notes Due 2023 500 — 500 · Blackstone creates a Sister HoldCo and issues a Term Loan B of $500mm with an interest rate of L+ 425bps and 1.50% 5.500% Senior Notes Due 2024 750 — 750 5.500% Senior Notes Due 2028 750 — 750 financing fees and 99.50 OID Total Debt $4,887 $4,887 Cash & Cash Equivalents (15) — (15) – New Term Loan DSRA of $20mm; funds are released Net Debt $4,872 $4,872 when HoldCo leverage drops below 3.25x Common Equity (Market Value)(1) 6,179 1,182 7,361 Total Capitalization $11,065 $12,247 · $10mm in transaction costs; $10mm in financing fees Opco Secured Debt / 2018A EBITDA 1.4x 1.4x Opco Secured Debt / 2019E EBITDA 1.3 1.3 Sources and Uses Opco Total Debt / 2018A EBITDA 4.9 4.9 Sources & Uses Opco Total Debt / 2019E EBITDA 4.6 4.6 Sister HoldCo Transaction Sources ($mm) (%) Sister HoldCo Term Loan — $500 $500 Incremental Equity $3,675 88% Sister HoldCo Total Debt — $500 New HoldCo Term Loan 500 12 Sister HoldCo Equity — 3,675 3,675 Sister HoldCo Capitalization — $4,175 Total Sources $4,175 100% Credit Stats Transaction Uses ($mm) (%) Sister HoldCo Total Debt — $500 Debt Service Reserve Account — (20) (20) Purchase of 56.2% of TGE Equity $4,135 100% Financing Fees (Issuance Fees, OID) 10 0 Sister HoldCo Net Debt — $480 Q1 2019 Annualized Distribution — $331 New Term Loan DSRA 20 0 2018A Distributions — 321 Transaction Costs 10 0 2019E Distributions — 332 Total Uses $4,175 100% HoldCo Net Debt / Q4 2018A Annualized Distribution — 1.5x HoldCo Net Debt / 2018A EBITDA — 1.5 HoldCo Net Debt / 2019E EBITDA — 1.4 Sensitivity Analysis 2019E Interest Coverage — 8.7 Purchase Implied Equity Debt / Total Debt / Total Capitalization — 12.0% Price Premium(3) Requirement Capitalization HoldCo Consolidated Debt (Proportionate TGE + HoldCo) — $3,245 2018A EBITDA @ HoldCo Share — $556 2018A Run-Rate EBITDA @ HoldCo Share (2) — 577 $22.00 0.2% $3,038 46.4% 2019E EBITDA @ HoldCo Share — 600 23.00 4.8 3,197 45.3 Total Debt / 2018A EBITDA — 5.8x 24.00 9.3 3,357 44.2 Total Debt / 2018A Run-Rate EBITDA (2) — 5.6 Total Debt / 2019E EBITDA — 5.4 25.00 13.9 3,516 43.2 Total Debt / Total Capitalization — 42.3% 26.00 18.5 3,675 42.3 Note: “Blackstone” includes investor group including GIC and other LPs. Source: Blackstone forecast, Company filings, Citi estimates, Wall Street Research, and FactSet. Market Data as of 7/11/2019. (1) Pro forma market value of equity rebased to new purchase price of $26 / share. 7 (2) Run-rate EBITDA includes $58mm of EBITDA adjustments to reflect full year impact of 2018 acquisitions and ramp of GP&T and Cheyenne Connector. (3) Based on current TGE price of $21.95 as of 7/11/2019.

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Pro Forma Sister HoldCo Projections ($mm) 2018A 2019E 2020E 2021E 2022E 2023E 2024E 2025E Total HoldCo Distributions $321 $332 $349 $366 $385 $404 $424 $445 (–) Interest Expense on Term Loan (33) (33) (30) (29) (28) (28) (28) Levered Free Cash Flow $299 $316 $336 $356 $375 $396 $417 Cumulative Levered Free Cash Flow $299 $615 $951 $1,307 $1,683 $2,079 $2,496 (–) Mandatory Amortization (5) (5) (5) (5) (5) (5) (5) (–) Cash Sw eep(1) 0 0 0 0 0 0 0 Total Cash to Sponsor $294 $311 $331 $351 $370 $391 $412 Check -——————- EOP Cash Balance $20 $314 $625 $956 $1,307 $1,678 $2,069 $2,481 DSRA Cash Balance 20 0 0 0 0 0 0 0 HoldCo EOP Debt Balance $500 $495 $490 $485 $480 $475 $470 $465 HoldCo Standalone EOP Net Debt Balance 480 181 (135) (471) (827) (1,203) (1,599) (2,016) Sponsor Total Debt / Dist. Received 1.6x 1.5x 1.4x 1.3x 1.2x 1.2x 1.1x 1.0x Sponsor Net Debt / Dist. Received 1.5x 0.5x (0.4x) (1.3x) (2.2x) (3.0x) (3.8x) (4.5x) Leverage Metrics Interest Rate (L + 425) 6.6% 6.7% 6.2% 6.0% 5.9% 6.0% 6.0% HoldCo Ow nership in OpCo 56.2 56.2 56.2 56.2 56.2 56.2 56.2 56.2 HoldCo Share of OpCo EOP Debt Balance $2,675 $2,887 $3,069 $3,260 $3,408 $3,549 $3,700 $3,859 HoldCo Share of OpCo Asset EBITDA 556 600 609 630 665 701 721 744 HoldCo Consolidated EOP Debt Balance $3,175 $3,382 $3,559 $3,745 $3,888 $4,024 $4,170 $4,324 HoldCo Consolidated EOP Net Debt Balance 3,146 3,059 2,925 2,780 2,573 2,337 2,093 1,834 HoldCo Consolidated EOP Debt Balance / HoldCo Share of OpCo Asset EBITDA 5.7x 5.6x 5.8x 5.9x 5.8x 5.7x 5.8x 5.8x HoldCo Consolidated EOP Net Debt Balance / HoldCo Share of OpCo Asset EBITDA 5.7 5.1 4.8 4.4 3.9 3.3 2.9 2.5 Citi Classification Metrics Interest Coverage Ratio(2) 8.7x 9.2x 10.4x 11.3x 12.1x 12.8x 13.5x Cumulative Free Cash Flow as % of Initial Debt(3) 63.9% 127.1% 194.3% 265.4% 340.5% 419.7% 503.2% Source: Blackstone forecast. 2018A projections include pro forma transaction entry balances. Market data as of 7/11/2019. (1) Assumes no cash sweep. 8 (2) Total HoldCo distributions / (interest plus amortization). (3) Includes DSRA release.

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TGE Standalone Projections ($mm) 2019E 2020E 2021E 2022E 2023E 2024E 2025E REX EBITDA @ Share $555 $490 $467 $461 $461 $425 $397 PXP EBITDA 309 291 283 283 280 282 284 Natural Gas Pipeline EBITDA 79 90 90 90 90 90 90 G, P & T EBITDA 136 167 167 167 167 167 167 Other Grow th / Acquisitions EBITDA 0 56 125 193 262 330 399 Corporate G&A (10) (10) (11) (11) (11) (12) (12) Total EBITDA $1,069 $1,084 $1,121 $1,183 $1,249 $1,283 $1,324 YoY Grow th 8.0% 1.4% 3.4% 5.5% 5.5% 2.7% 3.2% (Less): Maintenance Capex ($32) ($35) ($36) ($36) ($36) ($40) ($43) (Less): Interest Expense (184) (191) (206) (222) (238) (254) (265) (Less): REX DCF Adj. @ Share (96) (105) (105) (105) (105) (105) (105) Cash Available for Dividends $757 $752 $774 $820 $869 $885 $911 Coverage (x) 1.28x 1.21x 1.19x 1.20x 1.21x 1.17x 1.15x Coverage ($) $165 $131 $122 $135 $150 $130 $118 Total Dividends Paid $592 $621 $652 $685 $719 $755 $793 YoY Grow th 3.6% 5.0% 5.0% 5.0% 5.0% 5.0% 5.0% Grow th Capex $544 $455 $461 $400 $400 $400 $400 REX Debt @ Share 1,538 1,538 1,538 1,538 1,538 1,538 1,538 Revolver Balance 1,603 1,926 1,515 1,780 1,280 1,550 1,832 TGE Debt (End of Period) 3,603 3,926 4,265 4,530 4,780 5,050 5,332 Total Proportionate TGE Debt (End of Period)(1) 5,140 5,464 5,803 6,068 6,317 6,588 6,869 Total Proportionate Debt / EBITDA(1) 4.8x 5.0x 5.2x 5.1x 5.1x 5.1x 5.2x Covenant Calculations TGE 2024 Notes Metric FCCR 1.75x 5.30x 5.12x 4.93x 4.85x 4.81x 4.64x 4.60x TGE Revolving Credit Facility Max Senior Secured Leverage Ratio(2) 3.75x 1.65x 1.97x 1.49x 1.65x 1.12x 1.32x 1.50x Max Total Leverage Ratio(2) 5.50 3.70 4.01 4.20 4.20 4.18 4.29 4.37 Min. Interest Coverage Ratio(2) 2.50 5.30 5.12 4.93 4.85 4.81 4.64 4.60 Additional Leverage Capacity(3) $1,747 $1,457 $1,323 $1,400 $1,510 $1,428 $1,375 Source: Blackstone forecast. 2018A projections include pro forma transaction entry balances. Market data as of 7/11/2019. (1) Includes proportionate REX debt and EBITDA. (2) Max Senior Leverage Ratio calculated as Secured Debt / Deconsolidated EBITDA. Max Total Leverage Ratio calculated as TGE Debt / Deconsolidated EBITDA (TGE EBITDA plus REX Distributions). Min. Interest Coverage 9 Ratio calculated as Deconsolidated EBITDA / Cash Interest Expense. Deconsolidated EBITDA is Proportionate EBITDA less REX DCF. (3) Max leverage capacity under RCF covenant and OpCo JV incurrence covenant, whichever is more restrictive.

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3. Incremental $500mm of OpCo Debt

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Transaction Overview – Incremental $500mm of OpCo Debt Assumptions Pro Forma Capitalization (at 1/1/2019) · Illustrative effective date of 1/1/2019 TGE PF PF TGE for ($mm) SA Adj. 44% TGE(2) 100% TGE(2) · Blackstone acquires the remaining 56% of a total Proportionate REX Debt $1,538 — $1,538 $1,538 consideration of $4,135mm Total Proportionate Subsidiary Debt $1,538 $1,538 $1,538 – $4,135mm for LP stake [$26.00] per share for the TGE Revolving Credit Facility 1,349 — 1,349 1,349 Total Secured Debt $1,349 $1,349 $1,349 159.0mm remaining shares 4.750% Senior Notes Due 2023 500 — 500 500 5.500% Senior Notes Due 2024 750 — 750 750 · Tallgrass issues $500mm of Senior Notes with an interest 5.500% Senior Notes Due 2028 750 — 750 750 rate of 5.75%, bridge commitment fee (on a 364-day 5.750% Senior Notes Due 2029 — 500 500 500 basis) of 50bps and take-out fee of 75bps (with new HY Total Debt $4,887 $5,387 $5,387 issuance) Cash & Cash Equivalents (15) — (15) (15) Net Debt $4,872 $5,372 $5,372 Common Equity (Market Value)(3) 6,179 1,182 7,361 7,361 · $10mm in transaction costs; $6mm in financing fees Total Capitalization $11,065 $12,747 $12,747 Sources and Uses Opco Secured Debt / 2018A EBITDA 1.4x 1.4x 1.4x Opco Secured Debt / 2019E EBITDA 1.3 1.3 1.3 Opco Total Debt / 2018A EBITDA 4.9 5.4 5.4 Sources & Uses Opco Total Debt / 2019E EBITDA 4.6 5.0 5.0 Transaction Sources ($mm) (%) HoldCo Incremental Equity $3,651 88% Step 1 Term Loan $1,155 — $1,155 $1,155 HoldCo Total Debt $1,155 $1,155 $1,155 New Senior Notes 500 12 HoldCo Equity 2,253 — 2,253 5,904 Total Sources $4,151 100% HoldCo Capitalization $3,408 $3,408 $7,059 Transaction Uses ($mm) (%) Credit Stats Purchase of 56.2% of TGE Equity $4,135 100% HoldCo Total Debt $1,155 $1,155 $1,155 Financing Fees (Backstop/Take-out Fee, OID, Issuance Fees) 6 0 Debt Service Reserve Account (51) — (51) (51) Transaction Costs 10 0 HoldCo Net Debt $1,104 $1,104 $1,104 Total Uses $4,151 100% Q1 2019 Annualized Distribution $258 $258 $589 2018A Distributions 250 250 571 2019E Distributions 259 259 592 Sensitivity Analysis HoldCo Net Debt / Q4 2018A Annualized Distribution 4.3x 4.3x 1.9x HoldCo Net Debt / 2018A EBITDA 4.4 4.4 1.9 Purchase Implied Equity Debt / HoldCo Net Debt / 2019E EBITDA 4.3 4.3 1.9 Price Premium(1) Requirement Capitalization 2019E Interest Coverage 2.8 3.6 6.3 Total Debt / Total Capitalization 33.9% 33.9% 16.4% $22.00 0.2% $3,015 51.2% HoldCo Consolidated Debt (Proportionate TGE + HoldCo) $3,297 $6,542 $6,542 23.00 4.8 3,174 50.1 2018A EBITDA @ HoldCo Share $434 $990 $990 24.00 9.3 3,333 49.1 2018A Run-Rate EBITDA @ HoldCo Share (4) 450 1,027 1,027 25.00 13.9 3,492 48.0 2019E EBITDA @ HoldCo Share 469 1,069 1,069 26.00 18.5 3,651 47.1 Total Debt / 2018A EBITDA 7.6x 6.6x 6.6x Total Debt / 2018A Run-Rate EBITDA (4) 7.3 6.4 6.4 Total Debt / 2019E EBITDA 7.0 6.1 6.1 Total Debt / Total Capitalization 49.4% 47.1% 47.1% Note: “Blackstone” includes investor group including GIC and other LPs. Source: Blackstone forecast, Company filings, Citi estimates, Wall Street Research, and FactSet. Market Data as of 7/11/2019. (1) Based on current TGE price of $21.95 as of 7/11/2019. (2) Metrics include 44% and 100% of TGE equity contributed as collateral to HoldCo, respectively. 10 (3) Pro forma market value of equity rebased to new purchase price of $26 / share. (4) Run-rate EBITDA includes $58mm of EBITDA adjustments to reflect full year impact of 2018 acquisitions and ramp of GP&T and Cheyenne Connector.

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Pro Forma HoldCo Projections (44% TGE Shares at HoldCo) ($mm) 2018A 2019E 2020E 2021E 2022E 2023E 2024E 2025E Total HoldCo Distributions $321 $332 $349 $366 $385 $404 $424 $445 (–) Interest Expense on Term Loan (82) (82) (75) (72) (71) (70) (70) Levered Free Cash Flow $250 $267 $291 $312 $333 $354 $375 Cumulative Levered Free Cash Flow $250 $517 $809 $1,121 $1,454 $1,807 $2,182 (–) Mandatory Amortization (12) (12) (12) (12) (12) (12) (12) (–) Cash Sw eep(1) 0 0 0 0 0 0 0 Total Cash to Sponsor $239 $256 $279 $301 $321 $342 $364 Check -——————- EOP Cash Balance $51 $239 $494 $774 $1,075 $1,396 $1,738 $2,101 DSRA Cash Balance 51 51 51 51 51 51 51 51 HoldCo EOP Debt Balance $1,155 $1,143 $1,132 $1,120 $1,109 $1,097 $1,086 $1,074 HoldCo Standalone EOP Net Debt Balance 1,104 905 638 346 34 (299) (652) (1,027) Sponsor Total Debt / Dist. Received 3.6x 3.4x 3.2x 3.1x 2.9x 2.7x 2.6x 2.4x Sponsor Net Debt / Dist. Received 3.6x 2.7x 1.8x 0.9x 0.1x (0.7x) (1.5x) (2.3x) Leverage Metrics Interest Rate (L + 475) 7.1% 7.2% 6.7% 6.5% 6.4% 6.5% 6.5% HoldCo Ow nership in OpCo 56.2 56.2 56.2 56.2 56.2 56.2 56.2 56.2 HoldCo Share of OpCo EOP Debt Balance $2,955 $3,185 $3,384 $3,592 $3,759 $3,919 $4,091 $4,270 HoldCo Share of OpCo Asset EBITDA 556 600 609 630 665 701 721 744 HoldCo Consolidated EOP Debt Balance $4,110 $4,328 $4,516 $4,712 $4,868 $5,016 $5,177 $5,344 HoldCo Consolidated EOP Net Debt Balance 4,102 4,081 4,013 3,930 3,785 3,612 3,430 3,234 HoldCo Consolidated EOP Debt Balance / HoldCo Share of OpCo Asset EBITDA 7.4x 7.2x 7.4x 7.5x 7.3x 7.2x 7.2x 7.2x HoldCo Consolidated EOP Net Debt Balance / HoldCo Share of OpCo Asset EBITDA 7.4 6.8 6.6 6.2 5.7 5.1 4.8 4.3 Citi Classification Metrics Interest Coverage Ratio(2) 3.6x 3.7x 4.2x 4.6x 4.9x 5.2x 5.5x Cumulative Free Cash Flow as % of Initial Debt(3) 21.7% 44.8% 70.0% 97.0% 125.8% 156.5% 188.9% Source: Blackstone forecast. 2018A projections include pro forma transaction entry balances. Market data as of 7/11/2019. (1) Assumes no cash sweep. 11 (2) Total HoldCo distributions / (interest plus amortization). (3) Includes DSRA release.

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Pro Forma HoldCo Projections (100% TGE Shares at HoldCo) ($mm) 2018A 2019E 2020E 2021E 2022E 2023E 2024E 2025E Total HoldCo Distributions $571 $592 $621 $652 $685 $719 $755 $793 (–) Interest Expense on Term Loan (82) (82) (75) (72) (71) (70) (70) Levered Free Cash Flow $510 $539 $577 $612 $648 $685 $723 Cumulative Levered Free Cash Flow $510 $1,049 $1,626 $2,238 $2,886 $3,571 $4,293 (–) Mandatory Amortization (12) (12) (12) (12) (12) (12) (12) (–) Cash Sw eep(1) 0 0 0 0 0 0 0 Total Cash to Sponsor $498 $528 $565 $601 $636 $673 $711 Check -——————- EOP Cash Balance $51 $549 $1,077 $1,642 $2,243 $2,879 $3,552 $4,263 DSRA Cash Balance 51 0 0 0 0 0 0 0 HoldCo EOP Debt Balance $1,155 $1,143 $1,132 $1,120 $1,109 $1,097 $1,086 $1,074 HoldCo Standalone EOP Net Debt Balance 1,104 594 55 (522) (1,134) (1,782) (2,467) (3,189) Sponsor Total Debt / Dist. Received 2.0x 1.9x 1.8x 1.7x 1.6x 1.5x 1.4x 1.4x Sponsor Net Debt / Dist. Received 1.9x 1.0x 0.1x (0.8x) (1.7x) (2.5x) (3.3x) (4.0x) Leverage Metrics Interest Rate (L + 475) 7.1% 7.2% 6.7% 6.5% 6.4% 6.5% 6.5% HoldCo Ow nership in OpCo 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 HoldCo Share of OpCo EOP Debt Balance $5,262 $5,669 $6,024 $6,395 $6,693 $6,977 $7,283 $7,602 HoldCo Share of OpCo Asset EBITDA 990 1,069 1,084 1,121 1,183 1,249 1,283 1,324 HoldCo Consolidated EOP Debt Balance $6,417 $6,813 $7,156 $7,515 $7,801 $8,074 $8,368 $8,676 HoldCo Consolidated EOP Net Debt Balance 6,350 6,249 6,064 5,858 5,543 5,179 4,801 4,397 HoldCo Consolidated EOP Debt Balance / HoldCo Share of OpCo Asset EBITDA 6.5x 6.4x 6.6x 6.7x 6.6x 6.5x 6.5x 6.6x HoldCo Consolidated EOP Net Debt Balance / HoldCo Share of OpCo Asset EBITDA 6.4 5.8 5.6 5.2 4.7 4.1 3.7 3.3 Citi Classification Metrics Interest Coverage Ratio(2) 6.3x 6.7x 7.5x 8.2x 8.7x 9.2x 9.7x Cumulative Free Cash Flow as % of Initial Debt(3) 48.5% 95.2% 145.2% 198.2% 254.3% 313.6% 376.1% Source: Blackstone forecast. 2018A projections include pro forma transaction entry balances. Market data as of 7/11/2019. (1) Assumes no cash sweep. 12 (2) Total HoldCo distributions / (interest plus amortization). (3) Includes DSRA release.

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TGE Standalone Projections ($mm) 2019E 2020E 2021E 2022E 2023E 2024E 2025E REX EBITDA @ Share $555 $490 $467 $461 $461 $425 $397 PXP EBITDA 309 291 283 283 280 282 284 Natural Gas Pipeline EBITDA 79 90 90 90 90 90 90 G, P & T EBITDA 136 167 167 167 167 167 167 Other Grow th / Acquisitions EBITDA 0 56 125 193 262 330 399 Corporate G&A (10) (10) (11) (11) (11) (12) (12) Total EBITDA $1,069 $1,084 $1,121 $1,183 $1,249 $1,283 $1,324 YoY Grow th 8.0% 1.4% 3.4% 5.5% 5.5% 2.7% 3.2% (Less): Maintenance Capex ($32) ($35) ($36) ($36) ($36) ($40) ($43) (Less): Interest Expense (213) (222) (238) (255) (272) (289) (303) (Less): REX DCF Adj. @ Share (96) (105) (105) (105) (105) (105) (105) Cash Available for Dividends $728 $722 $742 $787 $835 $849 $874 Coverage (x) 1.23x 1.16x 1.14x 1.15x 1.16x 1.12x 1.10x Coverage ($) $136 $101 $90 $102 $116 $94 $81 Total Dividends Paid $592 $621 $652 $685 $719 $755 $793 YoY Grow th 3.6% 5.0% 5.0% 5.0% 5.0% 5.0% 5.0% Grow th Capex $544 $455 $461 $400 $400 $400 $400 REX Debt @ Share 1,538 1,538 1,538 1,538 1,538 1,538 1,538 Revolver Balance 1,632 1,986 1,607 1,905 1,439 1,745 2,064 TGE Debt (End of Period) 4,132 4,486 4,857 5,155 5,439 5,745 6,064 Total Proportionate TGE Debt (End of Period)(1) 5,669 6,024 6,395 6,693 6,977 7,283 7,602 Total Proportionate Debt / EBITDA(1) 5.3x 5.6x 5.7x 5.7x 5.6x 5.7x 5.7x Covenant Calculations TGE 2024 Notes Metric FCCR 1.75x 4.57x 4.41x 4.27x 4.22x 4.20x 4.07x 4.03x TGE Revolving Credit Facility Max Senior Secured Leverage Ratio(2) 3.75x 1.68x 2.03x 1.58x 1.77x 1.26x 1.48x 1.69x Max Total Leverage Ratio(2) 5.50 4.25 4.58 4.78 4.78 4.76 4.88 4.97 Min. Interest Coverage Ratio(2) 2.50 4.57 4.41 4.27 4.22 4.20 4.07 4.03 Additional Leverage Capacity(3) $1,217 $897 $731 $775 $850 $733 $642 Source: Blackstone forecast. 2018A projections include pro forma transaction entry balances. Market data as of 7/11/2019. (1) Includes proportionate REX debt and EBITDA. (2) Max Senior Leverage Ratio calculated as Secured Debt / Deconsolidated EBITDA. Max Total Leverage Ratio calculated as TGE Debt / Deconsolidated EBITDA (TGE EBITDA plus REX Distributions). Min. Interest Coverage 13 Ratio calculated as Deconsolidated EBITDA / Cash Interest Expense. Deconsolidated EBITDA is Proportionate EBITDA less REX DCF. (3) Max leverage capacity under RCF covenant and OpCo JV incurrence covenant, whichever is more restrictive.

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Term Sheets

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1 Prairie ECI Acquiror Incremental TLB (w/ Amendment) Borrower: Prairie ECI Acquiror LP Scenario: 1a Non-fungible Incremental Add-on 1b Fungible Incremental Tranche + Repriced Existing Term Loan Facilities: $500 million Incremental Senior Secured Term Loan $1,655 million Amended & Upsized Senior Secured Term Loan Guarantees: Same as existing Term Loan Security: Same as existing Term Loan (with acquired equity interests increasing Collateral pool) Incremental Facility: Incremental Fixed Dollar Basket TBD Debt Service Reserve Same as existing Term Loan Maturity: March 11, 2016 (same as existing) Amortization: 1% p.a., paid quarterly, with remainder due at maturity Drawn Pricing: L+425 bps LIBOR Floor: 0.00% OID: 99.50, Payable on $500 million Incremental Term Loan 99.50, Payable on $1,655 million Term Loan Call Protection: 6 Months of 101 Soft Call Protection Change of Control: Same as existing Term Loan Certain Covenants: Same as existing Term Loan Financial Covenants: Debt Service Coverage Ratio of 1.1x OID: 99.50, payable on $500 million Incremental Term Loan OID: 99.50, payable on $1,655 million Term Loan Fees to Market: Amendment Fee: 10 bps, payable on $1,155 million Existing Term Loan Amendment Fee: None Arranger Fee: 75 bps, payable on $500mm Incremental Term Loan Arranger Fee: 75 bps, payable on $500mm Incremental Term Loan Fees to Arrangers: and rebated against Underwrite Fee in Scenario 2 and rebated against Underwrite Fee in Scenario 2 Reprice Fee: 12.5 bps, payable on $1,155mm Existing Term Loan 14

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2 New Sister HoldCo Senior Secured TLB Borrower: Sister HoldCo TBD Facilities: $500 million Senior Secured Term Loan Guarantees: Guaranteed on a first lien senior secured basis by each of the Borrower’s existing and future wholly-owned subsidiaries Security: A perfected first priority lien on substantially all tangible and intangible assets and capital stock of the Borrower and Guarantors Incremental Facility: Incremental Fixed Dollar Basket TBD Debt Service Reserve None Tenor: 7 Years Amortization: 1% p.a., paid quarterly, with remainder due at maturity Drawn Pricing: L+425 bps LIBOR Floor: 0.00% OID: 99.50 Call Protection: 6 Months of 101 Soft Call Protection Change of Control: Same as existing Prairie ECI Acquiror LP HoldCo Term Loan B Certain Covenants: Substantially similar to existing Prairie ECI Acquiror LP HoldCo Term Loan B Financial Covenants: Substantially similar to existing Prairie ECI Acquiror LP HoldCo Term Loan B Price Flex: 100 bps (with up to 37.5 bps in the form of OID) Underwriting Fee: 150 bps Citi Commitment / Duration: 100% / TBD, but not expected to exceed 4 months

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3 364 Day Senior Unsecured OpCo Bridge Facility Borrower: Tallgrass Energy Partners (“TEP”) Facility: $500 million Senior Unsecured OpCo Bridge Facility Guarantors: Same as existing Senior Unsecured OpCo Notes Security: None Tenor: 364 days Initial Margin: L + 325 bps; increasing by 50 bps at 180 days and 50 bps at 270 days after close i. 100% of asset sale proceeds, subject to customary exceptions and other exceptions to be agreed Mandatory Prepayments: ii. 100% of debt issuance proceeds iii. 100% of equity issuance proceeds, subject to exceptions to be agreed Certain Covenants: Same as existing Senior Unsecured OpCo Notes Commitment Fee: 50 bps Take-out Fee: 75 bps Duration Fee: 25 bps at 180 days and 25 bps at 270 days after close Citi Commitment / Duration: 100% / TBD, but not expected to exceed 4 months 16

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Peer Comps & Levels

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Credit Comparables – HoldCo 1 2 ($mm) Tallgrass HoldCo—$1,155 Term Loan Tallgrass HoldCo—$1,655 Term Loan Tallgrass HoldCo—$500 Term Loan ETRN HoldCo BRM HoldCo Stetson HoldCo Corporate Rating (Moody’s) B1 Ba3 B3 Ba3 Corporate Rating (S&P) B+ BB B- B+ Loans Term Loan B Term Loan B Term Loan B Term Loan B Term Loan B Term Loan B Maturity Mar-2026 Jan-2024 Dec-2023 Jul-2025 Ratings (Moody’s) B1 Ba3 B3 Ba3 Ratings (S&P) B+ BB+ B- B+ Coupon L+475 L+450 L+575 L+425 Size ($mm) $1,155 $1,655 $500 $600 $516 $1,000 Recent Price 100.125 100.500 Thinly Traded 99.625 YTM (%) 7.047% 6.686% — 6.649% STW (bps) 472 bps 436 bps — 433 bps Equity Value $2,751 $6,281 $3,528 $4,265 $720 $1,405 Total Debt 1,155 1,655 500 581 500 998 (–) Cash (51) (71) (20) (5) 0 0 Firm Value $3,855 $7,865 $4,008 $4,841 $1,220 $2,403 Total Debt 1,155 1,655 500 581 500 998 Market Equity 2,751 6,281 3,528 4,265 720 1,405 Total Capitalization $3,906 $7,936 $4,028 $4,846 $1,220 $2,403 HoldCo Operating Statistics(1) 2019E EBITDA $259 $592 $332 $543 $114 $254 2020E EBITDA 272 621 349 574 144 274 HoldCo Statistics Firm Value / 2019E EBITDA 14.9x 13.3x 12.1x 8.9x 10.7x 9.5x 2020E EBITDA 14.2 12.7 11.5 8.4 8.5 8.8 HoldCo Current Net Debt / $1,104 $1,584 $480 $576 $500 $998 2019E EBITDA 4.3x 2.7x 1.4x 1.1x 4.4x 3.9x 2020E EBITDA 4.1 2.6 1.4 1.0 3.5 3.6 Net Debt / Firm Value 28.6% 20.1% 12.0% 11.9% 41.0% 41.5% Consolidated Statistics(2) REX @ Proportion REX as Reported(3) REX @ Proportion REX as Reported(3) REX @ Proportion REX as Reported(3) Consolidated Current Net Debt / $3,253 $2,580 $6,456 $4,933 $3,216 $2,361 $3,179 $1,068 $3,061 2019E EBITDA 6.9x 6.1x 6.0x 5.1x 5.4x 4.3x 3.8x 8.5x 6.0x 2020E EBITDA 6.9 6.0 6.0 5.0 5.3 4.3 3.4 6.1 5.5 Consolidated YE19E Net Debt / $3,173 $2,682 $6,648 $5,187 $3,734 $2,504 $4,127 $1,233 $3,197 2019E EBITDA 6.8x 6.3x 6.2x 5.3x 6.2x 4.6x 4.9x 9.8x 6.3x 2020E EBITDA 6.7 6.3 6.1 5.3x 6.1 4.6 4.4 7.1 5.8 Source: Bloomberg, FactSet, Company filings, Wall Street Research. Market data as of 7/11/2019. (1) Represents HoldCo’s proportional ownership share of distributions from OpCo. 17 (2) Consolidated Net Debt represents 100% of HoldCo EOP Net Debt plus HoldCo’s proportional ownership share of OpCo EOP Net Debt. (3) REX as equity investment, excluding proportionate REX debt and includes REX distribution in EBITDA.

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Credit Comparables – HoldCo (Cont’d) 1 2 ($mm) Tallgrass HoldCo—$1,155 Term Loan Tallgrass HoldCo—$1,655 Term Loan Tallgrass HoldCo—$500 Term Loan Crestw ood Holdings SMP Holdings (Summit) Blackstone CQP HoldCo Corporate Rating (Moody’s) B1 B3 B3 B1 Corporate Rating (S&P) B+ B- B- B Loans Term Loan B Term Loan B Term Loan B Term Loan B Term Loan B Term Loan B Maturity Mar-2026 Mar-2023 May-2022 Jun-2024 Ratings (Moody’s) B1 B3 B3 B1 Ratings (S&P) B+ B- B- B+ Coupon L+475 L+750 L+600 L+350 Size ($mm) $1,155 $1,655 $500 $347 $294 $2,600 Recent Price 100.125 97.000 98.500 100.125 YTM (%) 7.047% 10.849% 8.941% 5.789% STW (bps) 472 bps 851 bps 660 bps 347 bps Equity Value $2,751 $6,281 $3,528 $297 $19 $6,161 Total Debt 1,155 1,655 500 343 295 2,600 (–) Cash (51) (71) (20) 0 0 0 Firm Value $3,855 $7,865 $4,008 $640 $314 $8,761 Total Debt 1,155 1,655 500 343 295 2,600 Market Equity 2,751 6,281 3,528 297 19 6,161 Total Capitalization $3,906 $7,936 $4,028 $640 $314 $8,761 HoldCo Operating Statistics(1) 2019E EBITDA $259 $592 $332 $42 $47 $504 2020E EBITDA 272 621 349 43 47 555 HoldCo Statistics Firm Value / 2019E EBITDA 14.9x 13.3x 12.1x 15.3x 6.7x 17.4x 2020E EBITDA 14.2 12.7 11.5 14.7 6.7 15.8 HoldCo Current Net Debt / $1,104 $1,584 $480 $343 $295 $2,600 2019E EBITDA 4.3x 2.7x 1.4x 8.2x 6.3x 5.2x 2020E EBITDA 4.1 2.6 1.4 7.9 6.3 4.7 Net Debt / Firm Value 28.6% 20.1% 12.0% 53.6% 93.9% 29.7% Consolidated Statistics(2) REX @ Proportion REX as Reported(3) REX @ Proportion REX as Reported(3) REX @ Proportion REX as Reported(3) Consolidated Current Net Debt / $3,253 $2,580 $6,456 $4,933 $3,216 $2,361 $814 $1,082 $9,274 2019E EBITDA 6.9x 6.1x 6.0x 5.1x 5.4x 4.3x 5.9x 7.0x 7.8x 2020E EBITDA 6.9 6.0 6.0 5.0 5.3 4.3 5.2 6.6 7.7 Consolidated YE19E Net Debt / $3,173 $2,682 $6,648 $5,187 $3,734 $2,504 $888 $948 $8,953 2019E EBITDA 6.8x 6.3x 6.2x 5.3x 6.2x 4.6x 6.4x 6.1x 7.5x 2020E EBITDA 6.7 6.3 6.1 5.3x 6.1 4.6 5.7 5.8 7.5 Source: Bloomberg, FactSet, Company filings, Wall Street Research. Market data as of 7/11/2019. (1) Represents HoldCo’s proportional ownership share of distributions from OpCo. 18 (2) Consolidated Net Debt represents 100% of HoldCo EOP Net Debt plus HoldCo’s proportional ownership share of OpCo EOP Net Debt. (3) REX as equity investment, excluding proportionate REX debt and includes REX distribution in EBITDA.

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Secondary Trading Levels High Yield ($mm) Amount Ratings July 11, 2019 Issue Date Issuer Issue ($MM) Maturity Corp Issue Price YTW (yr) STW(1) Jun-2008 Rockies Express Pipeline 7.500% Sr Nts $250 Jul-2038 Ba1 / BBB- / BBB- (F) Ba1 / BBB- / BBB- (F) 113.625 6.263% (38) 389 bps Mar-2010 Rockies Express Pipeline 6.875% Sr Nts $500 Apr-2040 Ba1 / BBB- / BBB- (F) Ba1 / BBB- / BBB- (F) 110.625 5.974% (40) 356 bps Aug-2016 Tallgrass Energy LP 5.500% Sr Nts $750 Sep-2024 Ba2 / BB+ / BBB- (F) Ba3 / BB+ / BBB- (F) 102.000 4.809% (22) 297 bps Sep-2017 Tallgrass Energy LP 5.500% Sr Nts $750 Jan-2028 Ba2 / BB+ / BBB- (F) Ba3 / BB+ / BBB- (F) 100.000 5.500% (26) 354 bps Nov-2014 Blue Racer Midstream 6.125% Sr Nts $850 Nov-2022 B1 / B+ / BB- (F) B2 / B / BB- (F) 102.000 4.553% (20) 264 bps Jun-2018 Blue Racer Midstream 6.625% Sr Nts $300 Jul-2026 B1 / B+ / BB- (F) B2 / B / BB- (F) 100.125 6.595% (24) 472 bps Nov-2015 Enable Midstream Partners 3.900% Sr Nts $600 May-2024 Baa3 / BBB- / BBB- (F) Baa3 / BBB- / BBB- (F) 101.250 3.601% (24) 173 bps Mar-2017 Enable Midstream Partners 4.400% Sr Nts $700 Mar-2027 Baa3 / BBB- / BBB- (F) Baa3 / BBB- / BBB- (F) 100.750 4.281% (26) 227 bps May-2018 Enable Midstream Partners 4.950% Sr Nts $800 May-2028 Baa3 / BBB- / BBB- (F) Baa3 / BBB- / BBB- (F) 104.125 4.368% (28) 230 bps Mar-2014 Enlink Midstream Partners 4.400% Sr Nts $550 Apr-2024 Ba1 / BB+ / BBB- (F) Ba1 / BB+ / BBB- (F) 101.375 4.060% (24) 219 bps May-2015 Enlink Midstream Partners 4.150% Sr Nts $750 Jun-2025 Ba1 / BB+ / BBB- (F) Ba1 / BB+ / BBB- (F) 98.250 4.491% (25) 256 bps Jul-2016 Enlink Midstream Partners 4.850% Sr Nts $500 Jul-2026 Ba1 / BB+ / BBB- (F) Ba1 / BB+ / BBB- (F) 101.250 4.633% (26) 266 bps Jun-2018 EQM Midstream 4.750% Sr Nts $1,100 Jul-2023 Ba1 / BBB- / BBB- (F) Ba1 / BBB- / BBB- (F) 103.375 3.814% (23) 196 bps Jul-2014 EQM Midstream 4.000% Sr Nts $500 Aug-2024 Ba1 / BBB- / BBB- (F) Ba1 / BBB- / BBB- (F) 99.000 4.222% (24) 234 bps Nov-2016 EQM Midstream 4.125% Sr Nts $500 Dec-2026 Ba1 / BBB- / BBB- (F) Ba1 / BBB- / BBB- (F) 95.750 4.816% (26) 281 bps Jun-2018 EQM Midstream 5.500% Sr Nts $850 Jul-2028 Ba1 / BBB- / BBB- (F) Ba1 / BBB- / BBB- (F) 104.625 4.846% (28) 277 bps Leveraged Loans ($mm) Ratings July 11, 2019 Issue Date Borrower Facility Amount Coupon Maturity Corp. Facility Price (%) Eff. Yld (%) Eff. Sprd (bps) Swap Yld (%)(2) Mar-2019 Tallgrass Energy Term Loan B $1,155 L+475 Mar 2026 Ba2 / B+ / BB- (F) B1 / B+ / BB- (F) 100.125 7.047% 472 bps 6.626% HoldCo Jun-2018 AL Midcoast Holdings Term Loan B $650 L+550 Jun 2025 B+ / BB- (F) BB- / BB (F) 100.125 7.789% 547 bps 7.341% Jun-2019 Blackstone CQP Term Loan B $2,600 L+350 Jun 2024 B1 / B B1 / B+ 100.125 5.789% 347 bps 5.310% Dec-2018 Equitrans Midstream Term Loan B $600 L+450 Dec 2023 Ba3 / BB / BB (F) Ba3 / BB+ / BB (F) 100.500 6.686% 436 bps 6.200% Jul-2018 Stetson Midstream Term Loan B $1,000 L+425 Jul 2025 Ba3 / B+ / BB- (F) Ba3 / B+ / BB- (F) 99.625 6.649% 433 bps 6.202% JV / Low Levered OpCo Average HoldCo: 100.094 6.728% 441 bps 6.263% Sep 2017 BCP Renaissance Parent Term Loan B $1,255 L+350 Sep 2024 B1 / B+ B1 / B+ / BB- (F) 99.875 5.843% 352 bps 5.375% Mar 2013 EMG Utica Term Loan B $210 L+375 May 2020 B1 / B B1 / B+ 99.625 6.615% 429 bps 6.395% Sep 2018 Lotus Midstream Term Loan B $325 L+349 Sep 2025 Ba3 / BB- / BB (F) Ba3 / BB+ / BB+ (F) 100.000 5.809% 349 bps 5.371% Oct-2018 Northriver Midstream (Grizzly) Term Loan B $1,000 L+325 Oct 2025 Ba3 / BB+ Ba3 / BB+ 99.750 5.619% 330 bps 5.181% Sep 2017 Traverse Midstream Partners Term Loan B $1,435 L+400 Sep 2024 B2 / B+ B2 / B+ 98.750 6.603% 428 bps 6.128% Oct 2017 Utopia Pipeline Term Loan B $225 L+425 Feb 2024 — / — Ba3 / BB- 99.750 6.628% 431 bps 6.158% Permian Average JV / Low Levered OpCo: 99.625 6.186% 386 bps 5.768% Oct 2018 CapRock Midstream Term Loan B $690 L+475 Oct 2025 B2 / B / B (F) B2 / B / BB- (F) 94.875 8.087% 576 bps 7.642% May 2018 Bison Midstream Term Loan B $900 L+400 May 2025 B2 / B / B+ (F) B2 / B / BB- (F) 94.375 7.503% 518 bps 7.038% Jun 2017 EagleClaw Midstream Term Loan B $1,250 L+425 Jun 2024 B3 / B / B+ (F) B3 / B / B+ (F) 94.750 7.843% 552 bps 7.348% Feb 2018 Lucid Energy Group Term Loan B $950 L+300 Feb 2025 B2 / B / B+ (F) B2 / B / BB- (F) 95.500 6.270% 395 bps 5.799% Nov 2017 Medallion Midstream Term Loan B $700 L+325 Oct 2024 B2 / B / B+ (F) B2 / B+ / BB (F) 97.500 6.121% 380 bps 5.645% Dec 2017 Navitas Midstream Term Loan B $390 L+450 Dec 2024 B3 / B / B (F) B3 / B+ / BB (F) 96.125 7.695% 537 bps 7.220% May 2019 Oryx Midstream Term Loan B $1,500 L+400 May 2026 Ba1 / B / B+ (F) B2 / B / BB (F) 99.625 6.387% 407 bps 5.971% Other Average Permian: 96.107 7.129% 481 bps 6.666% Dec 2017 Glass Mountain Term Loan B $300 L+450 Dec 2024 B3 / B B3 / B 97.875 7.302% 498 bps 6.833% Aug 2017 Limetree Bay Terminals Term Loan B $462 L+400 Feb 2024 B1 / BB- B1 / BB- 95.500 7.501% 518 bps 7.001% Dec 2018 Par Pacific Term Loan B $250 L+675 Dec 2025 B1 / B+ B1 / BB- Thinly Traded Sep 2018 Paradigm (EIF Van Hook) Term Loan B $400 L+525 Sep 2024 B3 / B+ B3 / B+ 95.625 8.622% 630 bps 8.136% Jan 2018 Woodford Express Term Loan B $361 L+500 Jan 2025 B2 / B B2 / B+ 98.125 7.744% 542 bps 7.278% Average Other: 96.781 7.792% 547 bps 7.312% Source: Citi Trading Desk, Markit. 1) Spread to worst based on interpolated U.S. Treasury curve. 2) Based on applicable swap rates. 19

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Appendix

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Prairie / Tallgrass Current Capitalization Table Current Capitalization Table Facility Outstanding Availability Rate Constraints ($mm) Prairie Holdco >5.75x TGE consolidated look through leverage covenant Prairie HoldCo Term Loan B $1,155 $200(1) L+475bps (including REX @ share) equates to $1,007mm incremental debt capacity (including RCF draws) Prairie HoldCo Total $1,155 $200 REX (@ 75% Share) 2020 Senior Notes $563 — 5.625% No Dividend Blockers 2029 Senior Notes 413 — 4.950 No Dividend Blockers 2038 Senior Notes 188 — 7.500 No Dividend Blockers 2040 Senior Notes 375 — 6.875 No Dividend Blockers REX Total (@ 75% Share) $1,538 $0 Tallgrass Dividend Blockers: RCF subject to >3.75x Secured Leverage(2) / >5.50x Total Leverage(2) / <2.50x Interest Coverage(2) TGE RCF $1,349 $901 Revolver Grid equates to $1.7bn incremental OpCo debt capacity under existing maintenance covenants 2023 Senior Notes 500 — 4.750% No Dividend Blockers 2024 Senior Notes 750 — 5.500 Dividend Blocker: >1.75x FCCR(2) 2028 Senior Notes 750 — 5.500 No Dividend Blockers (3) >5.75x TGE consolidated look through leverage covenant Incremental OpCo Debt Capacity — $1,007 (including REX @ share), >3.75x Secured Leverage (2) / >5.50x Total Leverage (2) / <2.50x Interest Coverage (2) Tallgrass Total(4) $3,349 $1,007 Total Consolidated Debt(4) $6,042 $1,207 Source: Company filings. (1) The aggregate principal amount of the Incremental Term Loans, together with the aggregate principal amount of Incremental Equivalent Debt, shall not exceed $200mm (the “Incremental Availability Amount”). (2) Deconsolidated at TGE metrics. Excludes REX debt and EBITDA, includes distributions from REX. 20 (3) Includes available RCF capacity. (4) Total availability shown for greater of revolver availability and amount allowed within existing OpCo covenants.

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Exhibit (c)32

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Citigroup Global Markets Inc. | Global Energy Group July 2019 Project Prairie 2.0 REX Counterparty Analysis Strictly Private and Confidential

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REX Counterparty Credit Analysis Selected REX Counterparties $ in millions unless otherwise noted Current Net Debt / Total Debt / PV-10 / PDP / Total Proved PD Equity 2019E EBITDA Credit Ratings Company Firm Value Capitalzation Reserves Reserves Total Debt (x) Commentary On Possible Dow ngrade Value (x) (2) Rating Outlook (%) ($/mboe) ($/mboe) If oil prices dropped w ell below the long-term price assumption of $55 per barrel of oil equivalent (/boe) for a long period, or if BP’s shareholder distributions BP $141,814 $160,911 1.2x 26.7% $3.28 $6.06 2.9x NA A1 / A- Stable exceeded w hat are assumed in the base case. S&P ratings could be low ered if FFO to debt remained below 30% for a long period The addition of Anadarko’s and Western Midstream’s debt, as w ell as new debt Under to fund the cash portion of the acquisition, w ould w eaken Oxy’s credit measures Occidental Pet rporation 43,975 91,321 2.5 67.0 9.76 9.60 1.8 0.9x A3 / A Review beyond levels that S&P view s as comfortable for the rating, w ithout significant near-term debt repayment A history of inconsistent capital productivity and reserves replacement, cash flow highly sensitive to oil price volatility and limited visibility around longer term (3-Con 68,724 64,578 0.2 7.3 3.41 4.52 3.8 NA A3 / A Stable 5 year) development plans. Moody’s ratings could be RCF/debt falling below 30%, LFCR falling below 1.5x Ratings on Sempra and its subsidiaries could be low ered w ithin the next six months by one or more notches if w e do not see explicit steps being taken by Se 37,924 54,562 5.6 54.5 NA NA NA NA Baa1 / BBB+ Negative regulators or state officials to address w ildfire related risk applicable to California electric utilities’ regulatory construct. Moody’s ratings could be low ered if CFO pre-W/C to debt ratio in excess of 16% in 2020 Less mature Delaw are Basin and STACK/SCOOP assets w ill increase capital (3) Marat 11,225 14,785 1.2 24.3 4.29 7.32 2.3 1.6 Baa3 / BBB Stable intensity and high sensitivity of cash margins to oil prices. S&P might low er ratrings is FFO to debt stayed below 45% for a prolonged period Assuming the company’s business risk profile is unchanged, S&P ratings might be low ered if ECA’s capital spending accelerated w ithout the company realizing Encan 6,975 13,295 1.8 48.0 5.59 6.77 1.6 1.2 Ba1 / BBB Stable improved cash flow generation, such that it generated negative discretionary cash flow and its three-year w eighted-average FFO-to-debt ratio fell below 30% Cash flow metrics highly levered to natural gas prices w hich are expected to remain w eak, high basin and commodity concentration relative to most investment EQT Corp 3,850 8,862 2.3 30.5 1.36 2.62 2.9 1.4 Baa3 / BBB- Stable grade E&Ps and asset base has high capital intensity ow ing to shale production focus. S&P ratings might be low ered if FFO to debt fell w ell below 30% Lack of free cash flow and aggressive volume grow th strategy historically, geographic concentration in a single basin and significant PUD reserves and Antero 1,643 5,119 2.1 24.9 1.16 2.01 3.6 1.3 Ba2 / BB+ Positive significant costs associated w ith unused firm transportation commitments. S&P ratings might be low ered if FFO to debt fell w ell below 30% Natural gas w eighted production and concentration in the Utica Shale, challenge to develop resources through reinvestment of operating cash flow and funding Gulfport E 720 2,546 2.4 38.2 2.64 5.92 1.7 0.7 Ba3 / BB- Stable and execution risks in a w eak commodity price environment. S&P ratings might be low ered if FFO to debt to averaged below 20% w ith no clear path to improvement Potential need to renegotiate financial covenants, w eak, range-bound natural gas prices and a large basis discount to Henry Hub prices limit cash flow generation, Ultra Petroleum 31 1,947 4.6 164.1 3.77 4.91 1.3 NA Caa1 / CCC+ Negative large natural gas position w ith little liquids production and concentrated in one basin (Green River Basin of southw est Wyoming). Moody’s could dow ngrade if RCF to Debt remains below 10% Ratings might be low ered if FFO to debt fell below 20% for a sustained (2) basis, w hich w ould most likely occur due to low er commodity prices leading to Ascent Res -—- 2.4 NA 2.0 4.8 2.3 NA B1 / B+ Stable a decline in profitability, or if management pursued a more aggressive spending plan or financial policy, resulting in w eaker credit measures High $141,814 $160,911 5.6x 164.1% $9.76 $9.60 3.8x 1.6x Median 11,225 14,785 2.3 34.3 3.34 5.42 2.3 1.3 Grey Shading Denotes East to West Customers Mean 35,206 46,220 2.4 48.6 3.73 5.45 2.4 1.2 Low 720 2,546 0.2 7.3 1.16 2.01 1.3 0.7 Source: Public Filings and Wall Street Research. Market data as of 7/2/2019. (1) Net debt / total capitalization is book value. (2) Represents Q1 2019 annualized EBITDA for Ascent. 1 (3) Credit rating was recently upgraded in the last two months.

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REX Counterparty Trading Levels LTM Bid Price(1) 140.000 136.069 130.000 128.794 120.000 114.194 110.000 109 107. .438 375 106.393 100.000 100 95. .143 108 91 92. .750 625 90.000 80.000 76.375 70.000 Jul-18 Aug-18 Oct-18 Dec-18 Mar-19 May-19 Jul-19 EQT 3.900% due 2027 Encana Corp 7.375% due 2031 ConocoPhillips Co 4.950% due 2026 BP 3.723% due 2028 Sempra 3.400% due 2028 Occidental Petroleum 8.450% due 2029 Marathon Oil 4.400% due 2027 Newfield Exploration (Encana) 5.375% due 2026 Antero Resources 5.000% due 2025 Ascent Resources 7.000% due 2026 Gulfport Energy 6.375% due 2026 Issue Maturity Issue Ratings July 2, 2019 Issuer Issue Coupon Date Date Size (mm) Moody’s S&P Price YTW (yr) T-spread G-spread Investment Grade / Crossover EQT Senior Notes 3.900% Sep-17 Oct-27 1,250 Baa3 / BBB- 95.143 4.61% (27) +266 +273 Encana Corp Senior Notes 7.375% Oct-01 Nov-31 500 Ba1 / BBB 128.794 4.33% (31) +238 +231 ConocoPhillips Co Senior Notes 4.950% Mar-16 Mar-26 1,250 A3 / A 114.194 2.55% (25) +59 +75 ConocoPhillips Co Senior Notes 4.150% Nov-14 Nov-34 246 A3 / A 108.066 3.45% (34) +150 +136 BP Senior Notes 3.279% Sep-17 Sep-27 1,500 A1 / A- 103.788 2.75% (27) +79 +88 BP Senior Notes 3.723% Nov-16 Nov-28 800 A1 / A- 107.438 2.80% (28) +84 +87 Sempra Senior Notes 3.400% Jan-18 Feb-28 1,000 Baa1 / BBB+ 100.108 3.39% (27) +143 +150 Occidental Petroleum Senior Notes 7.200% Apr-98 Apr-28 82 A3 / A 125.858 3.71% (28) +175 +180 Occidental Petroleum Senior Notes 8.450% Feb-99 Feb-29 116 A3 / A 136.069 3.91% (29) +196 +197 Marathon Oil Senior Notes 4.400% Jul-17 Jul-27 1,000 Baa3 / BBB 106.393 3.46% (27) +150 +159 Newfield Exploration (Encana) Senior Notes 5.625% Jun-12 Jul-24 1,000 Ba1 / BBB 111.250 3.17% (24) +144 +144 Newfield Exploration (Encana) Senior Notes 5.375% Mar-15 Jan-26 700 Ba1 / BBB 109.375 3.68% (25) +173 +189 High Yield Antero Resources Senior Notes 5.625% Feb-16 Jun-23 750 Ba3 / BB+ 97.000 6.51% (23) +478 +480 Antero Resources Senior Notes 5.000% Jun-17 Mar-25 600 Ba3 / BB+ 92.625 6.58% (25) +486 +482 Ascent Resources Senior Notes 7.000% Sep-18 Nov-26 600 B2 / BB- 91.750 8.54% (26) +658 +669 Gulfport Energy Senior Notes 6.375% Aug-17 May-25 600 B1 / BB- 77.250 11.87% (25) +1014 +1010 Gulfport Energy Senior Notes 6.375% Feb-18 Jan-26 450 B1 / BB- 76.375 11.64% (26) +969 +984 Ultra Petroleum Senior Notes 7.125% Apr-17 Apr-25 225 Caa3 / D 10.000 83.57% (25) +8185 +8181 2 Source: Citi Trading Desk, TRACE, Advantage Data. 1) Graph excludes Ultra Petroleum notes.

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Exhibit (c)33

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Citigroup Global Markets Inc. | Global Energy Group July 2019 Project Prairie 2.0 AR and GPOR Liquidity Analysis Strictly Private and Confidential

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Liquidity and Credit Analysis Capitalization Table Balance Capitalization Table Balance ($mm unless otherwise noted) 3/31/3019 ($mm unless otherwise noted) 3/31/3019 Cash $0 Cash $18 Revolving Credit Facility $50 Revolving Credit Facility $45 Total Secured Debt $50 Construction Loan 23 Senior Notes due 2021 $1,000 Total Secured Debt $68 Senior Notes due 2022 1,100 Senior Notes due 2023 $350 Senior Notes due 2023 750 Senior Notes due 2024 650 Senior Notes due 2025 600 Senior Notes due 2025 600 Net Unamortized Premium / Debt Issuance Costs (24) Senior Notes due 2026 450 Total Debt $3,476 Net Unamortized Debt Issuance Costs (30) Common Equity(1) $1,731 Total Debt $2,088 Total Capitalization $5,207 Common Equity(1) $738 Debt / Total Capitalization 66.8% Total Capitalization $2,826 Credit Rating Ba2 / BB+ Debt / Total Capitalization 73.9% Liquidity Credit Rating Ba3 / BB-RCF Size (Borrow ing Base) $4,500 Liquidity (-) RCF Outstanding (50) RCF Size (Bank Committment) $1,000 (-) Letters of Credit (687) (-) RCF Outstanding (45) Current Liquidity $3,763 (-) Letters of Credit (271) Current Liquidity $702 EBITDA EBITDA $1,584 $1,509 $1,589 $870 $891 $860 2019E 2020E 2021E 2019E 2020E 2021E YE Net Debt / EBITDA YE Net Debt / EBITDA 2.5x 2.7x 2.5x 2.3x 2.2x 2.2x Capex $1,461 $1,427 $1,551 Capex $583 $618 $649 2019E 2020E 2021E 2019E 2020E 2021E Cash Surplus (Deficit): EBITDA Less Interest and Capex Cash Surplus (Deficit): EBITDA Less Interest and Capex $153 $145 $78 ($106) ($131) ($183) 2019E 2020E 2021E 2019E 2020E 2021E 1 Source: Public Filings and Wall Street Research. Market data as of 7/5/2019. (1) Common equity reflects market value of equity for AR and GPOR.

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Gas Hedging is Key For Both Antero Resources and Gulfport Source: Investor Presentations 2

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Gas Price Sensitivity Agency and Broker Commentary Broker Summary “Antero has good liquidity, which is captured in the SGL-2 rating. The company should be able to easily cover any negative free cash flow with its sizeable 2019 2020 2019 2020 NAV /Share revolving credit line...The revolver has a $4.5 billion borrowing base, and it matures on October 26, 2022. The credit agreement requires that Antero Gas Price Gas Price EBITDA EBITDA (Price maintain a minimum current ratio of 1x and a minimum interest coverage ratio of Broker (mmcfe) (mmcfe) ($mm) ($mm) Target) 2.5x—parameters that can be met comfortably. Given its large acreage position Guggenheim $2.75 $2.75 $1,208 $1,167 $12.00 in Appalachia and significant equity interest in AM, Antero has the ability to raise Jefferies 2.88 3.00 1,492 1,531 8.00 alternate liquidity, if needed.” – Moody’s, 4/19/2019 Cow en & Co. 2.99 2.75 1,857 1,733 11.00 MKM 2.70 2.60 1,117 1,239 10.00 “Given that the LT gas strip is currently ~$2.65, we model lower growth (~5% Wells Fargo 3.08 2.75 1,739 1,636 17.00 CAGR) to roughly match E&P capex with cash flows in 2020+…AR’s above-Current Price $5.54 market hedge book will begin to roll off in 2020, with ~60%/~29% of gas hedged with swaps at $3.00/M in 2020/2021 vs ~100% of gas hedged in 2019 (split between swaps and collars).” – Jefferies, 5/7/2019 Agency and Broker Commentary Broker Summary “We expect that investment within cash flow will be sufficient for Gulfport to maintain the size of its production and will also help to build some financial 2019 2020 2019 2020 NAV /Share flexibility by generating free cash flows in 2019....The company (Gulfport) should Gas Price Gas Price EBITDA EBITDA (Price be able to cover its 2019 capital spending and share repurchases within its Broker (mmcfe) (mmcfe) ($mm) ($mm) Target) operating cash flow. Any funding shortfall will likely be covered with asset sales proceeds. Gulfport has significant equity investments in various entities that MKM $2.79 $2.65 $842 $760 $8.00 could generate alternate liquidity, if needed.” Guggenheim 2.75 2.75 859 977 6.00 – Moody’s, 4/25/2019 Jefferies 2.88 3.00 836 938 11.00 Wells Fargo 3.08 2.75 847 829 8.00 “In our view, the most prominent investment risk for GPOR shares relates to the SunTrust(1) 2.28 2.43 865 939 13.00 gas macro backdrop. While we expect gas prices to remain relatively stable in Current Price $4.63 the near to mid-term, prolific production from associated gas basins that puts pressure on Nymex pricing is a headwind.” – Wells Fargo, 3/12/2019 Source: Public Filings and Wall Street Research. Market data as of 7/5/2019. (1) SunTrust shows hedged natural gas prices. 3

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IRS Circular 230 Disclosure: Citigroup Inc. and its affiliates do not provide tax or legal advice. Any discussion of tax matters in these materials (i) is not intended or written to be used, and cannot be used or relied upon, by you for the purpose of avoiding any tax penalties and (ii) may have been written in connection with the “promotion or marketing” of any transaction contemplated hereby (“Transaction”). Accordingly, you should seek advice based on your particular circumstances from an independent tax advisor. In any instance where distribution of this communication is subject to the rules of the US Commodity Futures Trading Commission (“CFTC”), this communication constitutes an invitation to consider entering into a derivatives transaction under U.S. CFTC Regulations §§ 1.71 and 23.605, where applicable, but is not a binding offer to buy/sell any financial instrument. Any terms set forth herein are intended for discussion purposes only and are subject to the final terms as set forth in separate definitive written agreements. This presentation is not a commitment to lend, syndicate a financing, underwrite or purchase securities, or commit capital nor does it obligate us to enter into such a commitment, nor are we acting as a fiduciary to you. By accepting this presentation, subject to applicable law or regulation, you agree to keep confidential the information contained herein and the existence of and proposed terms for any Transaction. Prior to entering into any Transaction, you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks) as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on us for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters. By acceptance of these materials, you and we hereby agree that from the commencement of discussions with respect to any Transaction, and notwithstanding any other provision in this presentation, we hereby confirm that no participant in any Transaction shall be limited from disclosing the U.S. tax treatment or U.S. tax structure of such Transaction. We are required to obtain, verify and record certain information that identifies each entity that enters into a formal business relationship with us. We will ask for your complete name, street address, and taxpayer ID number. We may also request corporate formation documents, or other forms of identification, to verify information provided. Any prices or levels contained herein are preliminary and indicative only and do not represent bids or offers. These indications are provided solely for your information and consideration, are subject to change at any time without notice and are not intended as a solicitation with respect to the purchase or sale of any instrument. The information contained in this presentation may include results of analyses from a quantitative model which represent potential future events that may or may not be realized, and is not a complete analysis of every material fact representing any product. Any estimates included herein constitute our judgment as of the date hereof and are subject to change without any notice. We and/or our affiliates may make a market in these instruments for our customers and for our own account. Accordingly, we may have a position in any such instrument at any time. Although this material may contain publicly available information about Citi corporate bond research, fixed income strategy or economic and market analysis, Citi policy (i) prohibits employees from offering, directly or indirectly, a favorable or negative research opinion or offering to change an opinion as consideration or inducement for the receipt of business or for compensation; and (ii) prohibits analysts from being compensated for specific recommendations or views contained in research reports. So as to reduce the potential for conflicts of interest, as well as to reduce any appearance of conflicts of interest, Citi has enacted policies and procedures designed to limit communications between its investment banking and research personnel to specifically prescribed circumstances. © 2019 Citigroup Inc. All rights reserved. Citi and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its affiliates and are used and registered throughout the world. Citi believes that sustainability is good business practice. We work closely with our clients, peer financial institutions, NGOs and other partners to finance solutions to climate change, develop industry standards, reduce our own environmental footprint, and engage with stakeholders to advance shared learning and solutions. Highlights of Citi’s unique role in promoting sustainability include: (a) releasing in 2007 a Climate Change Position Statement, the first US financial institution to do so; (b) targeting $50 billion over 10 years to address global climate change: includes significant increases in investment and financing of renewable energy, clean technology, and other carbon-emission reduction activities; (c) committing to an absolute reduction in GHG emissions of all Citi owned and leased properties around the world by 10% by 2011; (d) purchasing more than 234,000 MWh of carbon neutral power for our operations over the last three years; (e) establishing in 2008 the Carbon Principles; a framework for banks and their U.S. power clients to evaluate and address carbon risks in the financing of electric power projects; (f) producing equity research related to climate issues that helps to inform investors on risks and opportunities associated with the issue; and (g) engaging with a broad range of stakeholders on the issue of climate change to help advance understanding and solutions. Citi works with its clients in greenhouse gas intensive industries to evaluate emerging risks from climate change and, where appropriate, to mitigate those risks. efficiency, renewable energy and mitigation

Exhibit (c)35

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Citigroup Global Markets Inc. | Global Energy Group August 2019 REX Producer Analysis Strictly Private and Confidential

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REX East-to-West Contracted Customer Production Allocation Disclosed REX Customer Production Allocation REX East-to-West Contracted 2019E Total Production REX East-to-West Producer Contract Expiration Capacity (MMcfe/d) Guidance (MMcfe/d) % Total Production Antero Resources Sep-21 200 6.3% Antero Resources Jan-30 200 6.3 Antero Resources Jan-35 200 6.3 Total Antero Resources 600 3,200 18.8% Rice (EQT) Jan-32 50 1.2% EQT Jan-32 200 4.9 Rice (EQT) Jul-35 175 4.3 EQT Jul-35 300 7.3 Total EQT 725 4,110 17.6% Gulfport Energy Jan-32 50 3.6% Gulfport Energy Jul-35 275 19.9 Total Gulfport Energy 325 1,380 23.6% Ascent Resources Jan-32 150 7.1% Ascent Resources Jul-35 450 21.4 Total Ascent Resources 600 2,100 28.6% Triad Hunter (Montage Resources) Jan-32 50 9.2% Total Triad Hunter (Montage Resources) 50 545 9.2% Contracted REX Capacity and Total Production Guidance (MMcfe/d) 4,110 3,200 2,100 1,380 600 725 600 545 325 50 Antero EQT Gulfport Ascent Triad Hunter (Montage) Source: Company filings. 1

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IRS Circular 230 Disclosure: Citigroup Inc. and its affiliates do not provide tax or legal advice. Any discussion of tax matters in these materials (i) is not intended or written to be used, and cannot be used or relied upon, by you for the purpose of avoiding any tax penalties and (ii) may have been written in connection with the “promotion or marketing” of any transaction contemplated hereby (“Transaction”). Accordingly, you should seek advice based on your particular circumstances from an independent tax advisor. In any instance where distribution of this communication is subject to the rules of the US Commodity Futures Trading Commission (“CFTC”), this communication constitutes an invitation to consider entering into a derivatives transaction under U.S. CFTC Regulations §§ 1.71 and 23.605, where applicable, but is not a binding offer to buy/sell any financial instrument. Any terms set forth herein are intended for discussion purposes only and are subject to the final terms as set forth in separate definitive written agreements. This presentation is not a commitment to lend, syndicate a financing, underwrite or purchase securities, or commit capital nor does it obligate us to enter into such a commitment, nor are we acting as a fiduciary to you. By accepting this presentation, subject to applicable law or regulation, you agree to keep confidential the information contained herein and the existence of and proposed terms for any Transaction. Prior to entering into any Transaction, you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks) as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on us for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters. By acceptance of these materials, you and we hereby agree that from the commencement of discussions with respect to any Transaction, and notwithstanding any other provision in this presentation, we hereby confirm that no participant in any Transaction shall be limited from disclosing the U.S. tax treatment or U.S. tax structure of such Transaction. We are required to obtain, verify and record certain information that identifies each entity that enters into a formal business relationship with us. We will ask for your complete name, street address, and taxpayer ID number. We may also request corporate formation documents, or other forms of identification, to verify information provided. Any prices or levels contained herein are preliminary and indicative only and do not represent bids or offers. These indications are provided solely for your information and consideration, are subject to change at any time without notice and are not intended as a solicitation with respect to the purchase or sale of any instrument. The information contained in this presentation may include results of analyses from a quantitative model which represent potential future events that may or may not be realized, and is not a complete analysis of every material fact representing any product. Any estimates included herein constitute our judgment as of the date hereof and are subject to change without any notice. We and/or our affiliates may make a market in these instruments for our customers and for our own account. Accordingly, we may have a position in any such instrument at any time. Although this material may contain publicly available information about Citi corporate bond research, fixed income strategy or economic and market analysis, Citi policy (i) prohibits employees from offering, directly or indirectly, a favorable or negative research opinion or offering to change an opinion as consideration or inducement for the receipt of business or for compensation; and (ii) prohibits analysts from being compensated for specific recommendations or views contained in research reports. So as to reduce the potential for conflicts of interest, as well as to reduce any appearance of conflicts of interest, Citi has enacted policies and procedures designed to limit communications between its investment banking and research personnel to specifically prescribed circumstances. © 2019 Citigroup Inc. All rights reserved. Citi and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its affiliates and are used and registered throughout the world. Citi believes that sustainability is good business practice. We work closely with our clients, peer financial institutions, NGOs and other partners to finance solutions to climate change, develop industry standards, reduce our own environmental footprint, and engage with stakeholders to advance shared learning and solutions. Highlights of Citi’s unique role in promoting sustainability include: (a) releasing in 2007 a Climate Change Position Statement, the first US financial institution to do so; (b) targeting $50 billion over 10 years to address global climate change: includes significant increases in investment and financing of renewable energy, clean technology, and other carbon-emission reduction activities; (c) committing to an absolute reduction in GHG emissions of all Citi owned and leased properties around the world by 10% by 2011; (d) purchasing more than 234,000 MWh of carbon neutral power for our operations over the last three years; (e) establishing in 2008 the Carbon Principles; a framework for banks and their U.S. power clients to evaluate and address carbon risks in the financing of electric power projects; (f) producing equity research related to climate issues that helps to inform investors on risks and opportunities associated with the issue; and (g) engaging with a broad range of stakeholders on the issue of climate change to help advance understanding and solutions. Citi works with its clients in greenhouse gas intensive industries to evaluate emerging risks from climate change and, where appropriate, to mitigate those risks. efficiency, renewable energy and mitigation

Exhibit (c)36

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Citigroup Global Markets Inc. | Global Energy Group August 2019 Tariff and Differential Analysis Strictly Private and Confidential

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Rockies Natural Gas Tariff and Differential Analysis Contracted Capacity Basis Differential to Rockies Pipeline Tariff ($/dth)(1) Release Tariff ($/dth)(1) Historical ($/mmbtu)(2) Projected ($/mmbtu)(3) Utilization(4) Trailblazer $0.14 $0.13 ($0.15) $0.05 92% TIGT 0.58 0.11 (0.15) 0.05 69 MidCon Cheyenne Plains 0.35 0.07 (0.15) 0.05 51 CIG 0.30 0.12 (0.15) 0.05 74 Southern Star 0.21 0.09 (0.15) 0.05 86 NW Ruby / NWPL 0.39 0.02 0.08 0.03 34 SoCal Kern River 0.47 0.52 0.20 0.34 82 Source: Bloomberg, S&P Market Intelligence, Company/Pipeline Websites, Platts and BTU. Note: Rockies origin price represented by the Opal pool; MidCon delivery point represented by the MidCon pool; NW (Northwest) delivery point represented by GTN Malin; and SoCal delivery point represented by Needles, Wheeler, Kramer, Topock, Kern River and Ehrenberg. (1) Represents the median tariff rate. (2) Historical differentials based on average of last 3 years. 1 (3) Projected differentials based on average until December 2021. (4) Based on 2018 utilization rates.

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IRS Circular 230 Disclosure: Citigroup Inc. and its affiliates do not provide tax or legal advice. Any discussion of tax matters in these materials (i) is not intended or written to be used, and cannot be used or relied upon, by you for the purpose of avoiding any tax penalties and (ii) may have been written in connection with the “promotion or marketing” of any transaction contemplated hereby (“Transaction”). Accordingly, you should seek advice based on your particular circumstances from an independent tax advisor. In any instance where distribution of this communication is subject to the rules of the US Commodity Futures Trading Commission (“CFTC”), this communication constitutes an invitation to consider entering into a derivatives transaction under U.S. CFTC Regulations §§ 1.71 and 23.605, where applicable, but is not a binding offer to buy/sell any financial instrument. Any terms set forth herein are intended for discussion purposes only and are subject to the final terms as set forth in separate definitive written agreements. This presentation is not a commitment to lend, syndicate a financing, underwrite or purchase securities, or commit capital nor does it obligate us to enter into such a commitment, nor are we acting as a fiduciary to you. By accepting this presentation, subject to applicable law or regulation, you agree to keep confidential the information contained herein and the existence of and proposed terms for any Transaction. Prior to entering into any Transaction, you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks) as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on us for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters. By acceptance of these materials, you and we hereby agree that from the commencement of discussions with respect to any Transaction, and notwithstanding any other provision in this presentation, we hereby confirm that no participant in any Transaction shall be limited from disclosing the U.S. tax treatment or U.S. tax structure of such Transaction. We are required to obtain, verify and record certain information that identifies each entity that enters into a formal business relationship with us. We will ask for your complete name, street address, and taxpayer ID number. We may also request corporate formation documents, or other forms of identification, to verify information provided. Any prices or levels contained herein are preliminary and indicative only and do not represent bids or offers. These indications are provided solely for your information and consideration, are subject to change at any time without notice and are not intended as a solicitation with respect to the purchase or sale of any instrument. The information contained in this presentation may include results of analyses from a quantitative model which represent potential future events that may or may not be realized, and is not a complete analysis of every material fact representing any product. Any estimates included herein constitute our judgment as of the date hereof and are subject to change without any notice. We and/or our affiliates may make a market in these instruments for our customers and for our own account. Accordingly, we may have a position in any such instrument at any time. Although this material may contain publicly available information about Citi corporate bond research, fixed income strategy or economic and market analysis, Citi policy (i) prohibits employees from offering, directly or indirectly, a favorable or negative research opinion or offering to change an opinion as consideration or inducement for the receipt of business or for compensation; and (ii) prohibits analysts from being compensated for specific recommendations or views contained in research reports. So as to reduce the potential for conflicts of interest, as well as to reduce any appearance of conflicts of interest, Citi has enacted policies and procedures designed to limit communications between its investment banking and research personnel to specifically prescribed circumstances. © 2019 Citigroup Inc. All rights reserved. Citi and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its affiliates and are used and registered throughout the world. Citi believes that sustainability is good business practice. We work closely with our clients, peer financial institutions, NGOs and other partners to finance solutions to climate change, develop industry standards, reduce our own environmental footprint, and engage with stakeholders to advance shared learning and solutions. Highlights of Citi’s unique role in promoting sustainability include: (a) releasing in 2007 a Climate Change Position Statement, the first US financial institution to do so; (b) targeting $50 billion over 10 years to address global climate change: includes significant increases in investment and financing of renewable energy, clean technology, and other carbon-emission reduction activities; (c) committing to an absolute reduction in GHG emissions of all Citi owned and leased properties around the world by 10% by 2011; (d) purchasing more than 234,000 MWh of carbon neutral power for our operations over the last three years; (e) establishing in 2008 the Carbon Principles; a framework for banks and their U.S. power clients to evaluate and address carbon risks in the financing of electric power projects; (f) producing equity research related to climate issues that helps to inform investors on risks and opportunities associated with the issue; and (g) engaging with a broad range of stakeholders on the issue of climate change to help advance understanding and solutions. Citi works with its clients in greenhouse gas intensive industries to evaluate emerging risks from climate change and, where appropriate, to mitigate those risks. efficiency, renewable energy and mitigation

Exhibit (c)37

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Citigroup Global Markets Inc. | Global Energy Group August 2019 Thunder – Top Shareholders

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Thunder – Top 20 Shareholders % Class A Avg. Cost Basis Avg. Cost Basis Value @ $19.50 Holder Name Position Latest Chg Filing Date Source Outstanding / Share ($) ($mm) ($mm) Invesco Ltd 25,221,639 0 5/31/2019 13G 14.1% $22.40 $565 $492 1 2 Tortoise Capital Advisors LLC 17,044,629 -2,247,525 7/31/2019 13G 9.5 21.00 358 332 3 ALPS Advisors Inc 13,962,804 -792,904 6/30/2019 13F 7.8 20.77 290 272 4 Kayne Anderson Capital Advisors LP 6,922,704 -684,419 6/30/2019 13F 3.9 20.99 145 135 5 Advisory Research Inc 5,829,762 -410,796 6/30/2019 13F 3.3 21.28 124 114 6 ClearBridge LLC 5,168,586 -52,020 6/30/2019 ULT-AGG 2.9 21.73 112 101 7 Salient Capital Advisors LLC/Hedge 4,267,987 -862,512 6/30/2019 13F 2.4 21.53 92 83 8 Energy Income Partners LLC 3,613,444 294,468 6/30/2019 13F 2.0 22.41 81 70 9 Jennison Associates LLC 3,197,555 -368,966 6/30/2019 13F 1.8 21.79 70 62 10 JPMorgan Chase & Co 3,006,368 -522,415 6/30/2019 ULT-AGG 1.7 19.91 60 59 11 RR Advisors LLC 2,741,000 -216,000 6/30/2019 13F 1.5 21.00 58 53 12 Bank of America Corp 2,656,073 -266,267 6/30/2019 13F 1.5 20.25 54 52 13 Prudential Financial Inc 2,631,111 2,631,111 12/31/2017 13G 1.5 20.87 55 51 14 UBS AG 2,407,924 215,340 6/30/2019 ULT-AGG 1.3 20.31 49 47 15 Duff & Phelps Investment Managemen 1,752,031 -200 6/30/2019 13F 1.0 21.55 38 34 16 Oxbow Advisors LLC 1,718,180 -70,414 6/30/2019 13F 1.0 21.22 36 34 17 Goldman Sachs Group Inc/The 1,672,559 -223,355 6/30/2019 ULT-AGG 0.9 21.73 36 33 18 Brookfield Asset Management Inc 1,659,874 381,512 6/30/2019 13F 0.9 21.47 36 32 19 Guggenheim Partners LLC 1,625,118 -31,442 6/30/2019 ULT-AGG 0.9 21.25 35 32 20 Fiduciary Asset Management FAMCO L 1,615,181 -220,365 5/31/2019 MF-AGG 0.9 20.83 34 31 (1) Top 20 Sub Total 108,714,529 60.7% $21.40 $2,327 $2,120 (1) Other Shareholders 34,631,917 19.3 21.20 734 675 (1) Total Shareholders 143,346,446 80.0 21.35 3,061 2,795 Source: Bloomberg. Company Filings (1) Excludes Blackstone and TGE Management. 1

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IRS Circular 230 Disclosure: Citigroup Inc. and its affiliates do not provide tax or legal advice. Any discussion of tax matters in these materials (i) is not intended or written to be used, and cannot be used relied upon, by you for the purpose of avoiding any tax penalties and (ii) may have been written in connection with the “promotion or marketing” of any transaction contemplated hereby (“Transaction”) Accordingly, you should seek advice based on your particular circumstances from an independent tax advisor. In any instance where distribution of this communication is subject to the rules of the US Commodity Futures Trading Commission (“CFTC”), this communication constitutes an invitation to consider entering into a derivatives transaction under U.S. CFTC Regulations §§ 1.71 and 23.605, where applicable, but is not a binding offer to buy/sell any financial instrument. Any terms set forth herein are intended for discussion purposes only and are subject to the final terms as set forth in separate definitive written agreements. This presentation is not a commitment to lend, syndicate financing, underwrite or purchase securities, or commit capital nor does it obligate us to enter into such a commitment, nor are we acting as a fiduciary to you. By accepting this presentation, subject to applicable law regulation, you agree to keep confidential the information contained herein and the existence of and proposed terms for any Transaction. Prior to entering into any Transaction, you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks) as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters. By acceptance of these materials, you and we hereby agree that from the commencement of discussions with respect to any Transaction, and notwithstanding any other provision in this presentation, we hereby confirm that no participant in any Transaction shall be limited from disclosing the U.S. tax treatment or U.S. tax structure of such Transaction. We are required to obtain, verify and record certain information that identifies each entity that enters into a formal business relationship with us. We will ask for your complete name, street address, and taxpayer ID number We may also request corporate formation documents, or other forms of identification, to verify information provided. Any prices or levels contained herein are preliminary and indicative only and do not represent bids or offers. These indications are provided solely for your information and consideration, are subject to change at any time without notice and are not intended as a solicitation with respect to the purchase or sale of any instrument. The information contained in this presentation may include results of analyses from a quantitative model which represent potential future events that may or may not be realized, and is not a complete analysis of every material fact representing any product. Any estimates included herein constitute our judgment as of the date hereof and are subject to change without any notice. We and/or our affiliates may make a market in these instruments for our customers and for our own account. Accordingly, we may have a position in any such instrument any time. Although this material may contain publicly available information about Citi corporate bond research, fixed income strategy or economic and market analysis, Citi policy (i) prohibits employees from offering, directly or indirectly, a favorable or negative research opinion or offering to change an opinion as consideration or inducement for the receipt of business or for compensation; and (ii) prohibits analysts from being compensated for specific recommendations or views contained in research reports. So as to reduce the potential for conflicts of interest, as well as to reduce any appearance of conflicts of interest, Citi has enacted policies and procedures designed limit communications between its investment banking and research personnel to specifically prescribed circumstances. © 2019 Citigroup Global Markets Inc. Member SIPC. All rights reserved. Citi and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its affiliates and are used and registered throughout the world. Citi believes that sustainability is good business practice. We work closely with our clients, peer financial institutions, NGOs and other partners to finance solutions to climate change, develop industry standards, reduce own environmental footprint, and engage with stakeholders to advance shared learning and solutions. Highlights of Citi’s unique role in promoting sustainability include: (a) releasing in 2007 a Climate Change Position Statement, the first US financial institution to do so; (b) targeting $50 billion over 10 years to address global climate change: includes significant increases in investment and financing of renewable energy, clean technology, and other carbon-emission reduction activities; (c) committing to an absolute reduction in GHG emissions of all Citi owned and leased properties around the world by 10% by 2011; (d) purchasing more than 234,000 MWh carbon neutral power for our operations over the last three years; (e) establishing in 2008 the Carbon Principles; a framework for banks and their U.S. power clients to evaluate and address carbon risks in the financing electric power projects; (f) producing equity research related to climate issues that helps to inform investors on risks and opportunities associated with the issue; and (g) engaging with a broad range of stakeholders on issue of climate change to help advance understanding and solutions. Citi works with its clients in greenhouse gas intensive industries to evaluate emerging risks from climate change and, where appropriate, to mitigate those risks. efficiency, renewable energy and mitigation 2

Exhibit (c)38

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Citigroup Global Markets Inc. | Global Energy Group August 2019 Project Prairie 2.0 Research Comparison Strictly Private and Confidential

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Analyst Price Targets and Ratings Over Time Analysts Price Targets and Ratings(1) Pre-Announcement Post-Announcement Current Premium / (Disc.) Premium / (Disc.) Premium / (Disc.) Price Target Prem. / (Disc.) (2) (2) (3) Broker Date Rating Price Target to Then Current Date Rating Price Target to Then Current Date Rating Price Target to Current Ä Since Ann. Ä Since Ann. Capital One Securities, Inc. 01/30/19 Hold $27.00 8.9% 02/15/19 Hold $27.00 15.5% 07/26/19 Hold $25.00 42.2% (7.4%) 33.3% Tudor Pickering & Co 01/29/19 Hold 24.00 (2.2) 02/12/19 Hold 24.00 6.0 07/24/19 Hold 24.00 36.5 0.0 38.7 Baird 01/28/19 Buy 28.00 16.0 01/31/19 Buy 28.00 15.8 04/25/19 Buy 28.00 59.3 0.0 43.3 US Capital Advisors 01/28/19 Hold 23.00 (4.7) 02/06/19 Hold 23.00 (3.5) 07/17/19 Hold 22.00 25.1 (4.3) 29.9 Barclays 01/16/19 Hold 26.00 9.7 01/31/19 Hold 26.00 7.5 07/25/19 Hold 24.00 36.5 (7.7) 26.8 Credit Suisse 01/15/19 Buy 26.00 13.7 01/31/19 Buy 26.00 7.5 08/05/19 Hold 21.00 19.5 (19.2) 5.7 Stifel 12/21/18 Buy 25.00 8.1 02/04/19 Buy 26.00 12.6 07/26/19 Buy 26.00 47.9 4.0 39.8 Wells Fargo Securities 12/04/18 Hold 26.00 18.1 02/06/19 Hold 25.00 4.9 07/26/19 Hold 25.00 42.2 (3.8) 24.1 RBC Capital Markets 12/02/18 Hold 25.00 17.0 02/05/19 Hold 24.00 1.3 07/25/19 Hold 24.00 36.5 (4.0) 19.5 MUFG Securities Americas, Inc 11/01/18 Hold 26.00 19.5 01/31/19 Hold 26.00 7.5 07/25/19 Hold 27.00 53.6 3.8 34.1 Goldman Sachs 10/08/18 Buy 27.00 12.9 02/12/19 Buy 26.00 14.8 08/07/19 Hold 18.00 2.4 (33.3) (10.5) Median $26.00 7.5% $26.00 11.2% $24.00 36.5% (7.7%) 29.0% Recommendation History(4) 100% $30.00 31% 23% 31% 23% 23% 17% 23% 21% 80% 36% 38% $25.00 40% 40% 40% $20.00 60% $15.00 69% 69% 75% 69% 71% 40% 62% 77% 62% 64% 54% $10.00 60% 60% 60% 20% $5.00 8% 8% 8% 8% 8% 8% 8% 7% 0% $0.00 8/18 9/18 10/18 11/18 12/18 1/19 2/19 3/19 4/19 5/19 6/19 7/19 8/19 % Buy % Hold % Sell Actual Price Target Unit Price Research Commentary “Our interpretation of the take-private clause in the SC13D filing(s) is that a “Bison is the new General Partner. Bison’s intentions remain unclear but take-private transaction has clearly been discussed and could be in the investors are concerned about forced consolidation. That said, Bison works . We also believe a separate negotiated price for management members should serve as a source of capital to fund Seahorse and Pony Express implies the possibility that the remaining public Class A shareholders receive a expansions if they are FID’d.” lower price/premium than what was negotiated.” – Credit Suisse (2/21/2019) – Barclays (3/14/2019) Source: Bloomberg, FactSet, and Wall Street research. (1) Select available broker estimate detail per Bloomberg. (2) Represents percent of price target above/below TGE price the day prior to research publication. 1 (3) Current price $17.58 as of 8/6/2019. (4) Consensus broker summary detail per FactSet.

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IRS Circular 230 Disclosure: Citigroup Inc. and its affiliates do not provide tax or legal advice. Any discussion of tax matters in these materials (i) is not intended or written to be used, and cannot be used or relied upon, by you for the purpose of avoiding any tax penalties and (ii) may have been written in connection with the “promotion or marketing” of any transaction contemplated hereby (“Transaction”). Accordingly, you should seek advice based on your particular circumstances from an independent tax advisor. In any instance where distribution of this communication is subject to the rules of the US Commodity Futures Trading Commission (“CFTC”), this communication constitutes an invitation to consider entering into a derivatives transaction under U.S. CFTC Regulations §§ 1.71 and 23.605, where applicable, but is not a binding offer to buy/sell any financial instrument. Any terms set forth herein are intended for discussion purposes only and are subject to the final terms as set forth in separate definitive written agreements. This presentation is not a commitment to lend, syndicate a financing, underwrite or purchase securities, or commit capital nor does it obligate us to enter into such a commitment, nor are we acting as a fiduciary to you. By accepting this presentation, subject to applicable law or regulation, you agree to keep confidential the information contained herein and the existence of and proposed terms for any Transaction. Prior to entering into any Transaction, you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks) as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on us for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters. By acceptance of these materials, you and we hereby agree that from the commencement of discussions with respect to any Transaction, and notwithstanding any other provision in this presentation, we hereby confirm that no participant in any Transaction shall be limited from disclosing the U.S. tax treatment or U.S. tax structure of such Transaction. We are required to obtain, verify and record certain information that identifies each entity that enters into a formal business relationship with us. We will ask for your complete name, street address, and taxpayer ID number. We may also request corporate formation documents, or other forms of identification, to verify information provided. Any prices or levels contained herein are preliminary and indicative only and do not represent bids or offers. These indications are provided solely for your information and consideration, are subject to change at any time without notice and are not intended as a solicitation with respect to the purchase or sale of any instrument. The information contained in this presentation may include results of analyses from a quantitative model which represent potential future events that may or may not be realized, and is not a complete analysis of every material fact representing any product. Any estimates included herein constitute our judgment as of the date hereof and are subject to change without any notice. We and/or our affiliates may make a market in these instruments for our customers and for our own account. Accordingly, we may have a position in any such instrument at any time. Although this material may contain publicly available information about Citi corporate bond research, fixed income strategy or economic and market analysis, Citi policy (i) prohibits employees from offering, directly or indirectly, a favorable or negative research opinion or offering to change an opinion as consideration or inducement for the receipt of business or for compensation; and (ii) prohibits analysts from being compensated for specific recommendations or views contained in research reports. So as to reduce the potential for conflicts of interest, as well as to reduce any appearance of conflicts of interest, Citi has enacted policies and procedures designed to limit communications between its investment banking and research personnel to specifically prescribed circumstances. © 2019 Citigroup Inc. All rights reserved. Citi and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its affiliates and are used and registered throughout the world. Citi believes that sustainability is good business practice. We work closely with our clients, peer financial institutions, NGOs and other partners to finance solutions to climate change, develop industry standards, reduce our own environmental footprint, and engage with stakeholders to advance shared learning and solutions. Highlights of Citi’s unique role in promoting sustainability include: (a) releasing in 2007 a Climate Change Position Statement, the first US financial institution to do so; (b) targeting $50 billion over 10 years to address global climate change: includes significant increases in investment and financing of renewable energy, clean technology, and other carbon-emission reduction activities; (c) committing to an absolute reduction in GHG emissions of all Citi owned and leased properties around the world by 10% by 2011; (d) purchasing more than 234,000 MWh of carbon neutral power for our operations over the last three years; (e) establishing in 2008 the Carbon Principles; a framework for banks and their U.S. power clients to evaluate and address carbon risks in the financing of electric power projects; (f) producing equity research related to climate issues that helps to inform investors on risks and opportunities associated with the issue; and (g) engaging with a broad range of stakeholders on the issue of climate change to help advance understanding and solutions. Citi works with its clients in greenhouse gas intensive industries to evaluate emerging risks from climate change and, where appropriate, to mitigate those risks. efficiency, renewable energy and mitigation 2

Exhibit (c)39

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Citigroup Global Markets Inc. | Global Energy Group August 2019 Discussion Materials Project Prairie Strictly Private and Confidential

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Relative Index & Commodity Performance 10-Year Indexed Returns Performance Since Peak Oil (6/30/14) Indexed to $100 $110 $80 $240 (50%) $50 (52%) (56%) (73%) $20 $210 6/14 9/15 1/17 4/18 8/19 YTD Performance $150 $120 $180 16% 4% $90 (15%) (28%) $60 1/19 2/19 4/19 6/19 8/19 $150 $120 (5%) $90 (26%) (37%) $60 (42%) $30 8/09 8/10 8/11 8/12 8/13 8/14 8/15 8/16 8/17 8/18 8/19 WTI Henry Hub AMZ XOP Source: FactSet. Market data as of 8/8/2019. 1

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Forward Multiples Over Time FV / NTM EBITDA 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 (x) AMZ Average 8.3x 9.4x 10.4x 10.1x 11.7x 12.2x 11.1x 11.5x 10.4x 10.0x 9.8x 14.0x 10.5x 10.5x 9.6x 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 7.0x XOP Average 5.9x 6.0x 5.3x 5.0x 5.3x 5.4x 6.9x 8.9x 6.8x 5.6x 5.0x 9.5x 6.5x 6.1x 4.8x 3.5x Q2 2009 Q2 2010 Q2 2011 Q2 2012 Q2 2013 Q2 2014 Q2 2015 Q2 2016 Q2 2017 Q2 2018 Q2 2019 AMZ XOP 10 Year Average Source: FactSet. Market data as of 8/8/2019. 2

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IRS Circular 230 Disclosure: Citigroup Inc. and its affiliates do not provide tax or legal advice. Any discussion of tax matters in these materials (i) is not intended or written to be used, and cannot be used or relied upon, by you for the purpose of avoiding any tax penalties and (ii) may have been written in connection with the “promotion or marketing” of any transaction contemplated hereby (“Transaction”). Accordingly, you should seek advice based on your particular circumstances from an independent tax advisor. In any instance where distribution of this communication is subject to the rules of the US Commodity Futures Trading Commission (“CFTC”), this communication constitutes an invitation to consider entering into a derivatives transaction under U.S. CFTC Regulations §§ 1.71 and 23.605, where applicable, but is not a binding offer to buy/sell any financial instrument. Any terms set forth herein are intended for discussion purposes only and are subject to the final terms as set forth in separate definitive written agreements. This presentation is not a commitment to lend, syndicate a financing, underwrite or purchase securities, or commit capital nor does it obligate us to enter into such a commitment, nor are we acting as a fiduciary to you. By accepting this presentation, subject to applicable law or regulation, you agree to keep confidential the information contained herein and the existence of and proposed terms for any Transaction. Prior to entering into any Transaction, you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks) as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on us for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters. By acceptance of these materials, you and we hereby agree that from the commencement of discussions with respect to any Transaction, and notwithstanding any other provision in this presentation, we hereby confirm that no participant in any Transaction shall be limited from disclosing the U.S. tax treatment or U.S. tax structure of such Transaction. We are required to obtain, verify and record certain information that identifies each entity that enters into a formal business relationship with us. We will ask for your complete name, street address, and taxpayer ID number. We may also request corporate formation documents, or other forms of identification, to verify information provided. Any prices or levels contained herein are preliminary and indicative only and do not represent bids or offers. These indications are provided solely for your information and consideration, are subject to change at any time without notice and are not intended as a solicitation with respect to the purchase or sale of any instrument. The information contained in this presentation may include results of analyses from a quantitative model which represent potential future events that may or may not be realized, and is not a complete analysis of every material fact representing any product. Any estimates included herein constitute our judgment as of the date hereof and are subject to change without any notice. We and/or our affiliates may make a market in these instruments for our customers and for our own account. Accordingly, we may have a position in any such instrument at any time. Although this material may contain publicly available information about Citi corporate bond research, fixed income strategy or economic and market analysis, Citi policy (i) prohibits employees from offering, directly or indirectly, a favorable or negative research opinion or offering to change an opinion as consideration or inducement for the receipt of business or for compensation; and (ii) prohibits analysts from being compensated for specific recommendations or views contained in research reports. So as to reduce the potential for conflicts of interest, as well as to reduce any appearance of conflicts of interest, Citi has enacted policies and procedures designed to limit communications between its investment banking and research personnel to specifically prescribed circumstances. © 2019 Citigroup Inc. All rights reserved. Citi and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its affiliates and are used and registered throughout the world. Citi believes that sustainability is good business practice. We work closely with our clients, peer financial institutions, NGOs and other partners to finance solutions to climate change, develop industry standards, reduce our own environmental footprint, and engage with stakeholders to advance shared learning and solutions. Highlights of Citi’s unique role in promoting sustainability include: (a) releasing in 2007 a Climate Change Position Statement, the first US financial institution to do so; (b) targeting $50 billion over 10 years to address global climate change: includes significant increases in investment and financing of renewable energy, clean technology, and other carbon-emission reduction activities; (c) committing to an absolute reduction in GHG emissions of all Citi owned and leased properties around the world by 10% by 2011; (d) purchasing more than 234,000 MWh of carbon neutral power for our operations over the last three years; (e) establishing in 2008 the Carbon Principles; a framework for banks and their U.S. power clients to evaluate and address carbon risks in the financing of electric power projects; (f) producing equity research related to climate issues that helps to inform investors on risks and opportunities associated with the issue; and (g) engaging with a broad range of stakeholders on the issue of climate change to help advance understanding and solutions. Citi works with its clients in greenhouse gas intensive industries to evaluate emerging risks from climate change and, where appropriate, to mitigate those risks. efficiency, renewable energy and mitigation 3

Exhibit (c)40

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Citi | Global Energy Group Midstream Precedent Transactions US and European Since January 2018 Greater than $1bn

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US Midstream Asset Transactions Date Transaction NTM Announced Acquirer Seller/Target Value ($MM) FV / EBITDA (x) Asset Type Key Assets Pembina Pipeline Corporation (TSX: PPL; NYSE: PBA) has agreed to purchase the U.S. portion of the Cochin Pipeline from Kinder Morgan, Inc. (NYSE: KMI) 8/21/2019 Pembina Kinder Morgan $1,546 13.0x Liquids T&S for US$1.546 billion. The Cochin pipeline runs 2,900 kilometres between Fort Saskatchewan, northeast of Edmonton, and Chicago and has a design capacity of up to 110,000 barrels per day. It imports condensate into Canada used to dilute oilsands bitumen to allow it to flow in a pipeline TC Energy as entered into an agreement to sell its U.S. midstream assets held by its subsidiary, Columbia Midstream Group, to UGI Corporation. Columbia 7/2/2019 UGI Corp TC Energy 1,275 10.3 G&P Midstream Group, which operates in the Appalachian Basin, owns four natural gas gathering systems and an interest in a company with gathering, processing and liquids assets, with capacity of roughly 2,675,000 MMBtu/day and 240 miles of pipeline, located in the southwestern core of the Appalachian Basin Stonepeak will exclusively provide a $1.3 billion equity investment in Venture Global’s 10 million tonnes per annum (MTPA) Calcasieu Pass LNG export facility in 5/28/2019 Stonepeak Infrastructure Partners Venture Global LNG, Inc. 1,300 NA LNG Cameron Parish, Louisiana Five Point Energy is selling a 20% equity stake in WaterBridge. WaterBridge owns and operates 550 miles of pipeline connecting 56 water handling facilities Five Point Energy (Waterbridge 5/17/2019 GIC 2,800 NA Water with approximately 1.4 million bpd of produced water disposal capacity throughout the southern Delaware Basin. WaterBridge’s Arkoma platform consists of 10 Resources) SWDs with 170,000 bpd of produced water disposal capacity Acquisition of all the outstanding public common units of Buckeye. Buckeye owns and operates one of the largest diversified networks of integrated midstream 5/10/2019 IFM Advisors Buckeye Partners, LP 10,300 11.4 Liquids T&S assets, including 6,000 miles of pipeline with over 100 delivery locations and 115 liquid petroleum products terminals with aggregate tank capacity of over 118 million barrels Oryx owns and operates a crude oil gathering and transportation system underpinned by ~1mm acres under long-term dedications from ~20 customers, 4/2/2019 Stonepeak Infrastructure Partners Oryx Midstream 3,600 17.8 G&P including many of the Permian’s leading oil and gas producers. System capacity is 2.1 million barrels of storage and approximately 1,200 miles of in-service and under-construction pipeline spanning eight counties in Texas and two in New Mexico Williams and CPPIB have entered into a definitive agreement to establish a US$3.8 billion joint venture that will include Williams’ 100% owned Ohio Valley 3/18/2019 Canada Pension Plan Investment Board Williams Companies 1,340 14.5 G&P Midstream system and 100% of Utica East Ohio Midstream system. CPPIB will invest approximately $1.34 billion (subject to closing adjustments) for a 35 percent ownership stake in the joint venture Eureka Midstream is a 190-mile gathering header pipeline system in Ohio and West Virginia that services both dry Utica and wet Marcellus production. Hornet 3/14/2019 EQM Midstream Partners, LP Eureka Midstream 1,030 10.3 G&P Midstream is a 15-mile, high-pressure gathering system in West Virginia that connects to the Eureka system Targa Resources Corp has agreed to sell a 45% interest in Targa Badlands LLC. The Badlands assets and operations include approximately 480 miles of crude 2/19/2019 GSO Capital Partners Targa Resources Corp 1,600 13.2 G&P oil gathering pipelines, 125,000 barrels of operational crude oil storage, approximately 260 miles of natural gas gathering pipelines and the Little Missouri natural gas processing plant Acquisition of 100% of the membership interests in TGE’s general partner, as well as an approximately 44% economic interest in Tallgrass, for total cash Liquids / Natural 1/31/2019 Blackstone Infrastructure Partners Tallgrass Energy, LP 3,200 10.9 consideration of approximately $3.2 billion. Tallgrass is a midstream energy infrastructure company operating across 11 states with transportation, storage, Gas T&S terminal, water, gathering and processing assets that serve some of the nation’s most prolific crude oil and natural gas basins (1) Blue Racer provides natural gas gathering and processing services to the Appalachia region. Current capacity includes 700 miles of gathering, NGL and 11/1/2018 First Reserve Dominion Energy Inc. 1,200 13.6 G&P condesate pipeline, 1 bcf/d of nameplate processing capacity, 134,000 bbls/d of fractionation capacity and 12,500 bbls/d of condensate stabilization capacity. The sale comprised of a 50% interest in the Blue Racer Midstream joint venture Combined 50% stake (PAA 30%, MMP 20%) in BridgeTex Pipeline, a 400,000bpd crude oil pipeline system that extends from PAA’s basin in Colorado City, TX 8/21/2018 OMERS Infrastructure Plains All American, Magellan Midstream 1,438 9.5 Liquids T&S to MMP’s terminal and distribution system in Houston; MMP will continue to operate Centurion pipeline system comprises of ~3,000 miles of crude oil gathering and transportation pipelines with throughput capacity of ~720 Mbbl/d extending from Southeast New Mexico across the Permian basin of West Texas to Cushing, Oklahoma, two crude oil storage terminals with aggregate storage capacity of ~7 8/8/2018 Moda Midsteam; Lotus Midstream Occidental Petroleum Company 2,600 NA Liquids T&S MMbbl located in Midland, Texas and Cushing, Oklahoma market centers, and ~125 truck stations primarily across New Mexico, Texas and Oklahoma. Oxy Ingleside Energy Center includes a Crude oil terminal with oil storage capacity of ~2.1 MMbbl and and throughput capacity of 300 Mbbl/d located on a 900 acre site at Ingleside, Texas Natural gas and crude oil gathering pipelines, cryogenic gas processing, liquids handling and crude oil storage. Assets also include 60 MMcf/d of gas 7/30/2018 Williams / KKR Discovery DJ Services 1,173 10.2 G&P processing capacity with an additional 200 MMcf/d plant that is fully permitted and under construction Four Corners Area business in New Mexico and Colorado consisting of more than 3,700 miles of pipeline, two gas processing plants, and one CO2 treating 7/30/2018 Harvest Midstream Company Williams 1,125 13.7 G&P facility 7/4/2018 Brookfield Infrastructure Enbridge Inc. 3,279 11.9 G&P 19 natural gas processing plants and liquids handling facilities, with a total operating capacity of 3.3 Bcf/d and 3,550 km of natural gas gathering pipelines Acquisition of a 100% equity interest in Enlink Midstream Manager, LLC, 64% limited partner equity interest in ENLC, and 23% limited partner equity interest in 6/5/2018 GIP EnLink 3,700 11.5 G&P ENLK. EnLink provides integrated midstream services across natural gas, crude oil, condensate, and NGL commodities in the Permian basin, MidCon and Louisiana Gulf Coast Trans Mountain Pipeline is a crude and refined liquids system includes 715 miles of pipeline with capacity of ~260,000 Bbl/d and five associated product 5/29/2018 Government of Canada Kinder Morgan Inc. 3,474 7.9 Liquids T&S terminals U.S. natural gas and natural gas liquids (NGL) gathering, processing, transportation and marketing businesses, serving established basins in Texas, Oklahoma 5/9/2018 AL Midcoast Holdings, LLC Enbridge Inc. 1,120 8.0 G&P and Louisiana Acquired 350 miles of natural gas and crude oil gathering pipelines, a natural gas processing complex with 260 MMcf/d of processing capacity, and 4/9/2018 North Haven Infrastructure Partners II Brazos Midstream 1,750 15.0 G&P approximately 50,000 barrels of crude oil storage in the Delaware Basin Riverstone Global Energy and Power Fund VI, LP, Goldman Sachs MBD formed a JV to acquire Lucid Energy Group II, LLC, a subsidiary of Lucid Energy Group Riverstone Holdings, LLC and Goldman Lucid Energy Group and EnCap Flatrock 1/8/2018 1,600 12.3 G&P and Encap Flatrock Midstream for $1.6 billion. Assets include approximately 1,700 miles of natural gas gathering pipelines and 585 million cubic feet per day Sachs MBD Midstream (MMcf/d) of processing capacity, with an additional 200 MMcf/d under construction and scheduled to be in service by mid-2018. High $10,300 17.8x Mean 2,402 11.9 Median 1,600 11.7 Low 1,030 7.9 Source: Company Filings, Presentations, and Wall Street Research. (1) Excludes potential earnout of $300mm, resulting in a transaction value of $1,500mm (implied multiple of 16.0x). 1

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European Midstream Asset Transactions Date Transaction NTM Announced Acquirer Seller/Target Value ($MM) FV / EBITDA (x) Asset Type Key Assets CapeOmega holds significant stakes in some of Norway’s key midstream infrastructure: Gassled, the world’s largest offshore gas 4/23/2019 Partners Group CapeOmega $1,400 NA Natural Gas T&S transmission system; Nyhamna, one of three key gas processing plants in Norway; and Polarled, a 480km pipeline that runs from the Aasta Hansteen field to Nyhamna SMP has interests in and operates four large scale natural gas transportation and processing assets in and around the North Sea. The assets, which form a key part of the UK’s gas infrastructure, include a 67% operated interest in the Shetland Island Regional Gas Export 7/26/2018 Wren House Arclight / North Sea Midstream Partners 1,700 9.5x Natural Gas T&S System pipeline (“SIRGE”), which transports natural gas from the prolific West of Shetland basin, and a 100% operated interest in the Frigg UK pipeline (“FUKA”) which transports gas from the SIRGE pipeline and various fields in the Northern and Central North Sea. NSMP also owns a 100% operated interest in the associated St. Fergus Gas Terminal (“SFGT”) and the Teesside Gas Processing Plant (“TGPP”) Acquisition of a 50.1% stake in Redexis Gas, S.A. and Redexis Gas Finance B.V. Redexis Gas is a leading company engaged in the 4/4/2018 GT Fund, CNIC, ATP and USS Goldman Sachs / Redexis Gas 3,300 13.0 Natural Gas T&S development and operation of natural gas transportation and distribution networks and in the distribution and supply of liquefied petroleum gas in Spain Macquarie Infrastructure and Real Assets HES is one of the largest diversified port terminals businesses in Europe and focuses on the storage and handling of liquid bulk products, 4/3/2018 (MIRA) and West Street Infrastructure Carlyle & Riverstone / HES Terminals 1,500 14.0 Terminals such as crude oil, refined petroleum products and bio-fuels, and dry bulk products, primarily iron ore and coking coal, minerals and agri-Partners III (WSIP) bulk and thermal coal High $3,300 14.0x Mean 1,975 12.2 Median 1,600 13.0 Low 1,400 9.5 Source: Company Filings, Presentations, and Wall Street Research.

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Exhibit (c)41

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Citigroup Global Markets Inc. | Global Energy Group October 2019 Thunder – Top Shareholders

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Thunder – Top 20 Shareholders % Class A Avg. Cost Basis / Avg. Cost Basis Value @ Holder Name Position Latest Chg Filing Date Source Outstanding Share ($) ($mm) $19.50 ($mm) Invesco Ltd 25,221,639 0 5/31/2019 13G 14.1% $22.40 $565 $492 1 2 Tortoise Capital Advisors LLC 17,044,629 (2,247,525) 7/31/2019 13G 9.5 21.00 358 332 3 ALPS Advisors Inc 13,962,804 (792,904) 6/30/2019 13F 7.8 20.77 290 272 4 Kayne Anderson Capital Advisors LP 6,922,704 (684,419) 6/30/2019 13F 3.9 20.99 145 135 5 Advisory Research Inc 5,829,762 (410,796) 6/30/2019 13F 3.3 21.28 124 114 6 ClearBridge LLC 5,168,586 (52,020) 6/30/2019 ULT-AGG 2.9 21.73 112 101 7 Salient Capital Advisors LLC/Hedge 4,267,987 (862,512) 6/30/2019 13F 2.4 21.53 92 83 8 Energy Income Partners LLC 3,613,444 294,468 6/30/2019 13F 2.0 22.41 81 70 9 Jennison Associates LLC 3,197,555 (368,966) 6/30/2019 13F 1.8 21.79 70 62 10 JPMorgan Chase & Co 3,006,368 (522,415) 6/30/2019 ULT-AGG 1.7 19.91 60 59 11 RR Advisors LLC 2,741,000 (216,000) 6/30/2019 13F 1.5 21.00 58 53 12 Bank of America Corp 2,656,073 (266,267) 6/30/2019 13F 1.5 20.25 54 52 13 UBS AG 2,407,924 215,340 6/30/2019 ULT-AGG 1.3 20.31 49 47 14 Oxbow Advisors LLC 1,718,180 (70,414) 6/30/2019 13F 1.0 21.22 36 34 15 Goldman Sachs Group Inc/The 1,672,559 (223,355) 6/30/2019 ULT-AGG 0.9 21.73 36 33 16 Brookfield Asset Management Inc 1,659,874 381,512 6/30/2019 13F 0.9 21.47 36 32 17 Guggenheim Partners LLC 1,625,118 (31,442) 6/30/2019 ULT-AGG 0.9 21.25 35 32 18 Fiduciary Asset Management FAMCO L 1,615,181 (220,365) 5/31/2019 MF-AGG 0.9 20.83 34 31 19 BlackRock Inc 1,535,208 (3,669) 6/30/2019 ULT-AGG 0.9 20.91 32 30 20 Morgan Stanley 1,476,798 10,598 6/30/2019 ULT-AGG 0.8 20.79 31 29 (1) Top 20 Sub Total 107,343,393 59.9% $21.40 $2,297 $2,093 Other Shareholders(1) 34,687,381 19.3 20.88 724 676 Total Shareholders (1) 142,030,774 79.2 21.27 3,021 2,770 Source: Bloomberg. Company Filings. Market data as of 10/17/2019. (1) Excludes Blackstone and TGE Management. 1

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Exhibit (c)42

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Citigroup Global Markets Inc. | Global Energy Group October 2019 Research Update

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Research Views: Price Targets and Valuation ($mm unless otherwise noted) EBITDA Price Targets 2020E 2021E Date Prior Current % Change Prior Current % Change Prior Current % Change Analyst Commentary Valuation Methodology While our base case is that Blackstone and TGE reach agreement on Blackstone’s We derive our $19.50 price target for TGE take-private proposal for $19.50/share, based on Blackstone’s take-private investors have asked our view of a proposal. On a sum-of-the-parts (SOTP) standalone value for TGE. Although we are basis, our price target assumes target RBC Capital Markets 10/24/2019 $19.50 $19.50 0.0% $909 $815 (10.3%) $775 $775 0.0% not changing our estimates, we see multiples to our 2020 EBITDA estimates for downside risk. Based on our analysis, we each of Tallgrass’ business segments of 10-believe a standalone TGE valuation to 14x. Our base case implies a 12.5x multiple be closer to ~$14-15/share, close to to our 2020 EBITDA estimate and a 11.3% TGE’s share price at the time of the take- target yield private proposal announcement We believe near-term trading activity will reflect expectations pertaining to a potential deifinitive agreement, and note TGE’s current share price of $19.39 represents a Revised $20 price target assumes an 0.6% discount to the initial offer price, or Barclays 10/15/2019 24.00 20.00 (16.7) 895 805 (10.1) 954 818 (14.3) 11.1% yield on our 2021E DPS of $2.22, 2.2% discount assuming one quarter of which backs into 11.5x 2021E EBITDA dividend carry On a standalone basis, we believe shares are fairly valued trading at 11.5x 2021 EV/EBITDA, and maintain our EW rating With our lower contribution estimates for SOTP valuation methodology valuation is Pony Express and the likelihood of a $18.28/share and applies an average potential dividend cut under that scenario, EBITDA multiple of ~11x to 2020 estimates our implied fundamental target price would Discounted DCF valuation is $20.94/share be ~$19/share, which is largely in-line with at 10% Ke Citi 10/14/2019 23.00 19.50 (15.2) 902 819 (9.2) 894 783 (12.4) our updated target price of $19.50/share (or Discounted Cash Distribution valuation is the takeout offer) $16.81/share. Assumes declared dividends With the lower contributions from Pony will decrease from $2.18/share in 2019 to Express, we are assuming a one-time $1.68/share in 2024, following a 25% dividend cut of ~25% to an annualized dividend cut in 1Q20; 10% cost of equity and $1.68/share taking place in 1Q20. a 0% perpetuity growth rate Price target is based on the private equity sponsors’ announced take private proposal We are lowering our price target to of $19.50 / share Wells Fargo Securities 10/14/2019 25.00 20.00 (20.0) 955 911 (4.6) 974 943 (3.2) $20/share from $25/share based on the Risks to the shares trading below our announced take private proposal price target include (1) re-contracting risk at REX and PXP, (2) commodity prices, and (3) capital market access We are downgrading Tallgrass Energy, LP Rounded target price is based on to Hold from Buy and maintaining our $20.00 Blackstone’s take private offer of $19.50 Stifel Nicolaus 10/10/2019 26.00 20.00 (23.1) 869 836 (3.8) NA NA NA target price…we do not believe it goes plus small upside (+2.5%) for a potential substantially higher given recontracting sweetener, resulting in a $20.00 target price concerns on TGE’s assets 1

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Research Views: Price Targets and Valuation (Cont.) Price Targets 2020E 2021E Date Prior Current % Change Prior Current % Change Prior Current % Change Analyst Commentary Valuation Methodology Tudor Pickering Holt & 10/9/2019 $24.00 $19.50 (18.8%) $902 $782 (13.3%) $765 $729 (4.7%) -—- Co. We do not think the current asset base is advantageously positioned with an East- West gas pipeline (Rockies Express) when $24/sh PT is calculated by applying an Piper Jaffray 8/28/2019 24.00 24.00 0.0 914 914 0.0 934 934 0.0 gas demand growth is focused on the Gulf 11.0x multiple to our forecasted 2020 Coast. Furthermore, there is re-contracting EBITDA risk with the Rockies Express and Pony Express pipelines in ‘20 Based on our current estimates, the offer has a 2019 EBITDA multiple of 9.6x and a We value TGE using a five-year dividend NTM EBITDA multiple of 9.8x. The increase MUFG Securities discount model (DDM), which is based on 8/27/2019 24.00 20.00 (16.7) 940 940 0.0 NA NA NA in the multiple is driven by current Americas distributions for the next five years as well assumptions related to recontracted rates as on a terminal value on key pipelines being lower than the current rates and negatively impacting EBITDA M&A Valuation (15% weighting): 12.0x We remain Neutral on TGE, but lower our precedent midstream PE transaction estimates and our target price — despite multiple to forecasted 2020 EBITDA to incorporating an M&A component into our determine the theoretical M&A value target price primarily to reflect lower re- Baseline Valuation (85% weighting): contracting rates on the company’s Pony Goldman Sachs 8/7/2019 26.00 18.00 (30.8) 1,135 1,006 (11.4) 1,139 997 (12.5) Lowered TGE target multiple to 10x versus Express Pipeline (PXP) prior target multiple of 10.5x applied to 2020 We believe TGE’s valuation warrants a EBITDA estimate—a one-turn discount to discount given re-contracting risk for REX baseline multiple for the group of 11x—due and PXP, along with weakening leverage to higher re-contracting risk at both PXP and metrics REX Mean $23.94 $20.06 (16.2%) $936 $870 (7.0%) $919 $854 (7.1%) Median 24.00 20.00 (16.7) 909 836 (8.0%) 934 818 (12.4)

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Exhibit (c)43

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Citigroup Global Markets Inc. | Global Energy Group November 2019 REX Producer Analysis Strictly Private and Confidential

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REX East-to-West Contracted Customer Production Allocation Disclosed REX Customer Production Allocation REX East-to-West Contracted 2019E Total Production REX East-to-West Producer Contract Expiration Capacity (MMcfe/d) Guidance (MMcfe/d) % Total Production Antero Resources Sep-21 600 18.5% Total Antero Resources 600 3,250 18.5% EQT Jan-32 250 6.1% EQT Jul-35 475 11.6 Total EQT Resources 725 4,110 17.6% Gulfport Jan-32 50 3.6% Gulfport Jul-35 275 19.9 Total Gulfport Resources 275 1,380 19.9% Ascent Resources Jan-32 150 7.1% Ascent Resources Jul-35 450 21.4 Total Ascent Resources 600 2,100 28.6% Triad Hunter (Montage Resources) Sep-27 50 9.1% Total Triad Hunter Resources (MR) 50 549 9.1% Contracted REX Capacity and Total Production Guidance (MMcfe/d) 4,110 3,250 2,100 1,380 600 725 600 549 325 50 Antero Resources EQT Gulfport Ascent Resources Triad Hunter (Montage Resources) Source: Company filings.

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IRS Circular 230 Disclosure: Citigroup Inc. and its affiliates do not provide tax or legal advice. Any discussion of tax matters in these materials (i) is not intended or written to be used, and cannot be used or relied upon, by you for the purpose of avoiding any tax penalties and (ii) may have been written in connection with the “promotion or marketing” of any transaction contemplated hereby (“Transaction”). Accordingly, you should seek advice based on your particular circumstances from an independent tax advisor. In any instance where distribution of this communication is subject to the rules of the US Commodity Futures Trading Commission (“CFTC”), this communication constitutes an invitation to consider entering into a derivatives transaction under U.S. CFTC Regulations §§ 1.71 and 23.605, where applicable, but is not a binding offer to buy/sell any financial instrument. Any terms set forth herein are intended for discussion purposes only and are subject to the final terms as set forth in separate definitive written agreements. This presentation is not a commitment to lend, syndicate a financing, underwrite or purchase securities, or commit capital nor does it obligate us to enter into such a commitment, nor are we acting as a fiduciary to you. By accepting this presentation, subject to applicable law or regulation, you agree to keep confidential the information contained herein and the existence of and proposed terms for any Transaction. Prior to entering into any Transaction, you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks) as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on us for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters. By acceptance of these materials, you and we hereby agree that from the commencement of discussions with respect to any Transaction, and notwithstanding any other provision in this presentation, we hereby confirm that no participant in any Transaction shall be limited from disclosing the U.S. tax treatment or U.S. tax structure of such Transaction. We are required to obtain, verify and record certain information that identifies each entity that enters into a formal business relationship with us. We will ask for your complete name, street address, and taxpayer ID number. We may also request corporate formation documents, or other forms of identification, to verify information provided. Any prices or levels contained herein are preliminary and indicative only and do not represent bids or offers. These indications are provided solely for your information and consideration, are subject to change at any time without notice and are not intended as a solicitation with respect to the purchase or sale of any instrument. The information contained in this presentation may include results of analyses from a quantitative model which represent potential future events that may or may not be realized, and is not a complete analysis of every material fact representing any product. Any estimates included herein constitute our judgment as of the date hereof and are subject to change without any notice. We and/or our affiliates may make a market in these instruments for our customers and for our own account. Accordingly, we may have a position in any such instrument at any time. Although this material may contain publicly available information about Citi corporate bond research, fixed income strategy or economic and market analysis, Citi policy (i) prohibits employees from offering, directly or indirectly, a favorable or negative research opinion or offering to change an opinion as consideration or inducement for the receipt of business or for compensation; and (ii) prohibits analysts from being compensated for specific recommendations or views contained in research reports. So as to reduce the potential for conflicts of interest, as well as to reduce any appearance of conflicts of interest, Citi has enacted policies and procedures designed to limit communications between its investment banking and research personnel to specifically prescribed circumstances. © 2019 Citigroup Inc. All rights reserved. Citi and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its affiliates and are used and registered throughout the world. Citi believes that sustainability is good business practice. We work closely with our clients, peer financial institutions, NGOs and other partners to finance solutions to climate change, develop industry standards, reduce our own environmental footprint, and engage with stakeholders to advance shared learning and solutions. Highlights of Citi’s unique role in promoting sustainability include: (a) releasing in 2007 a Climate Change Position Statement, the first US financial institution to do so; (b) targeting $50 billion over 10 years to address global climate change: includes significant increases in investment and financing of renewable energy, clean technology, and other carbon-emission reduction activities; (c) committing to an absolute reduction in GHG emissions of all Citi owned and leased properties around the world by 10% by 2011; (d) purchasing more than 234,000 MWh of carbon neutral power for our operations over the last three years; (e) establishing in 2008 the Carbon Principles; a framework for banks and their U.S. power clients to evaluate and address carbon risks in the financing of electric power projects; (f) producing equity research related to climate issues that helps to inform investors on risks and opportunities associated with the issue; and (g) engaging with a broad range of stakeholders on the issue of climate change to help advance understanding and solutions. Citi works with its clients in greenhouse gas intensive industries to evaluate emerging risks from climate change and, where appropriate, to mitigate those risks. efficiency, renewable energy and mitigation 2

Exhibit (c)44

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Citigroup Global Markets Inc. | Global Energy Group November 2019 Thunder – Top Shareholders

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Thunder – Top 20 Shareholders % Class A Avg. Cost Basis / Avg. Cost Basis Value @ Holder Name Position Latest Chg Filing Date Source Outstanding Share ($) ($mm) $19.50 ($mm) Invesco Ltd 22,061,600 (3,160,039) 9/30/2019 13G 12.3% $21.74 $480 $430 1 2 Tortoise Capital Advisors LLC 19,256,398 2,211,769 9/30/2019 13F 10.8 20.38 392 375 3 ALPS Advisors Inc 18,985,835 4,230,127 9/30/2019 13F 10.6 19.79 376 370 4 Energy Income Partners LLC 6,117,768 2,504,324 9/30/2019 13F 3.4 21.76 133 119 5 JPMorgan Chase & Co 5,574,127 2,567,759 9/30/2019 ULT-AGG 3.1 19.06 106 109 6 ClearBridge LLC 4,863,990 (304,596) 9/30/2019 ULT-AGG 2.7 21.09 103 95 7 UBS AG 3,980,607 1,572,683 9/30/2019 ULT-AGG 2.2 19.71 (8) (9) (1) 8 TIG Advisors LLC 3,460,638 3,460,638 9/30/2019 13F 1.9 NA NA NA 9 Brookfield Public Securities Group 3,364,099 3,364,099 9/30/2019 13F 1.9 NA(1) NA NA 10 Alpine Associates Management Inc 3,265,900 3,265,900 9/30/2019 13F 1.8 NA(1) NA NA 11 Goldman Sachs Group Inc/The 3,062,399 1,389,840 9/30/2019 ULT-AGG 1.7 21.10 65 60 12 Jennison Associates LLC 2,643,932 (553,623) 9/30/2019 13F 1.5 21.15 56 52 13 Kayne Anderson Capital Advisors LP 2,491,855 (5,115,268) 9/30/2019 13F 1.4 20.38 51 49 14 Morgan Stanley 1,671,559 194,761 9/30/2019 ULT-AGG 0.9 20.18 34 33 15 Global X Management Co LLC 1,653,960 13,805 11/13/2019 MF-AGG 0.9 20.68 34 32 16 Guggenheim Partners LLC 1,605,819 (19,299) 9/30/2019 ULT-AGG 0.9 20.63 33 31 17 BlackRock Inc 1,569,039 33,831 9/30/2019 ULT-AGG 0.9 20.26 32 31 18 Mirae Asset Global Investments Co 1,549,052 455,450 9/30/2019 13F 0.9 20.24 31 30 19 Fiduciary Asset Management FAMCO L 1,508,781 (106,400) 8/30/2019 MF-AGG 0.8 20.21 30 29 20 Duff & Phelps Investment Managemen 1,296,131 (455,900) 9/30/2019 13F 0.7 20.92 27 25 (2) Top 20 Sub Total 109,983,489 61.4% $18.35 $1,974 $1,862 Other Shareholders(2) 31,364,731 17.4 17.75 516 612 Total Shareholders (2) 141,348,220 78.8 18.23 2,490 2,473 Source: Bloomberg. Company Filings. Market data as of 11/14/2019. (1) New positions do not have cost basis information available on Bloomberg. 1 (2) Excludes Non-Institutional investors, Blackstone and TGE Management.

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Exhibit (c)45

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Preliminary and Confidential – Subject to Further Review and Revision Citigroup Global Markets Inc. | Global Energy Group November 2019 Project Prairie 2.0 Research Comparison Strictly Private and Confidential

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Analyst Price Targets and Ratings Over Time Analysts Price Targets and Ratings(1) Pre-Announcement Post-Announcement As of 11/22/19 Premium / (Disc.) Premium / (Disc.) Premium / (Disc.) Price Target Prem. / (Disc.) (2) (2) (3) Broker Date Rating Price Target to Then Current Date Rating Price Target to Then Current Date Rating Price Target to Current Ä Since Ann. Ä Since Ann. Capital One Securities, Inc. 01/30/19 Hold $27.00 8.9% 02/15/19 Hold $27.00 15.5% 11/21/19 Hold $20.00 10.7% (25.9%) 1.9% Tudor Pickering & Co 01/29/19 Hold 24.00 (2.2) 02/12/19 Hold 24.00 6.0 10/09/19 Hold 19.50 8.0 (18.8) 10.2 Baird 01/28/19 Buy 28.00 16.0 01/31/19 Buy 28.00 15.8 10/29/19 Hold 20.00 10.7 (28.6) (5.2) US Capital Advisors 01/28/19 Hold 23.00 (4.7) 02/06/19 Hold 23.00 (3.5) 10/15/19 Hold 18.00 (0.3) (21.7) 4.4 Barclays 01/16/19 Hold 26.00 9.7 01/31/19 Hold 26.00 7.5 10/30/19 Hold 20.00 10.7 (23.1) 1.0 Stifel 12/21/18 Buy 25.00 8.1 02/04/19 Buy 26.00 12.6 10/30/19 Hold 20.00 10.7 (20.0) 2.7 Wells Fargo Securities 12/04/18 Hold 26.00 18.1 02/06/19 Hold 25.00 4.9 11/04/19 Hold 20.00 10.7 (23.1) (7.4) RBC Capital Markets 12/02/18 Hold 25.00 17.0 02/05/19 Hold 24.00 1.3 10/30/19 Hold 19.50 8.0 (22.0) (9.1) Goldman Sachs 10/08/18 Buy 27.00 12.9 02/12/19 Buy 26.00 14.8 11/05/19 Hold 19.00 5.2 (29.6) (7.7) Median $26.00 7.5% $26.00 11.2% $20.00 10.7% (23.1%) 3.2% Recommendation History(4) 100% $30.00 7% 8% 17% 21% 15% 20% 23% 23% 31% 31% 80% 40% 40% 43% $25.00 60% $20.00 75% 77% 93% 92% 40% 69% 69% 71% 80% 50% 62% 62% 60% 60% $15.00 20% 7% 8% 8% 8% 8% 8% 7% 8% 0% $10.00 11/18 12/18 1/19 2/19 3/19 4/19 5/19 6/19 7/19 8/19 9/19 10/19 11/19 % Buy % Hold % Sell Actual Price Target Unit Price Research Commentary “The implied valuation on Blackstone’s $19.50/share “While a sweetener is a possibility, we do not believe “Given a challenging recontracting environment for offer appears close to fair, in our view, and we it goes substantially higher (less than 5%) given TGE’s marquee assets, we see yesterday’s deal as acknowledge potential risk on PXP with the competing uncertainty around TGE’s assets.” coming at a notably attractive valuation for existing Liberty pipe expected to enter service in early-2021.” shareholders.” – Barclays (8/28/2019) – Stifel (8/28/2019) – TPH (8/28/2019) Source: Bloomberg, FactSet, and Wall Street research. (1) Select available broker estimate detail per Bloomberg. (2) Represents percent of price target above/below TGE price the day prior to research publication. 1 (3) Current price $18.06 as of 11/22/2019. (4) Consensus broker summary detail per FactSet.

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IRS Circular 230 Disclosure: Citigroup Inc. and its affiliates do not provide tax or legal advice. Any discussion of tax matters in these materials (i) is not intended or written to be used, and cannot be used or relied upon, by you for the purpose of avoiding any tax penalties and (ii) may have been written in connection with the “promotion or marketing” of any transaction contemplated hereby (“Transaction”). Accordingly, you should seek advice based on your particular circumstances from an independent tax advisor. In any instance where distribution of this communication is subject to the rules of the US Commodity Futures Trading Commission (“CFTC”), this communication constitutes an invitation to consider entering into a derivatives transaction under U.S. CFTC Regulations §§ 1.71 and 23.605, where applicable, but is not a binding offer to buy/sell any financial instrument. Any terms set forth herein are intended for discussion purposes only and are subject to the final terms as set forth in separate definitive written agreements. This presentation is not a commitment to lend, syndicate a financing, underwrite or purchase securities, or commit capital nor does it obligate us to enter into such a commitment, nor are we acting as a fiduciary to you. By accepting this presentation, subject to applicable law or regulation, you agree to keep confidential the information contained herein and the existence of and proposed terms for any Transaction. Prior to entering into any Transaction, you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks) as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on us for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters. By acceptance of these materials, you and we hereby agree that from the commencement of discussions with respect to any Transaction, and notwithstanding any other provision in this presentation, we hereby confirm that no participant in any Transaction shall be limited from disclosing the U.S. tax treatment or U.S. tax structure of such Transaction. We are required to obtain, verify and record certain information that identifies each entity that enters into a formal business relationship with us. We will ask for your complete name, street address, and taxpayer ID number. We may also request corporate formation documents, or other forms of identification, to verify information provided. Any prices or levels contained herein are preliminary and indicative only and do not represent bids or offers. These indications are provided solely for your information and consideration, are subject to change at any time without notice and are not intended as a solicitation with respect to the purchase or sale of any instrument. The information contained in this presentation may include results of analyses from a quantitative model which represent potential future events that may or may not be realized, and is not a complete analysis of every material fact representing any product. Any estimates included herein constitute our judgment as of the date hereof and are subject to change without any notice. We and/or our affiliates may make a market in these instruments for our customers and for our own account. Accordingly, we may have a position in any such instrument at any time. Although this material may contain publicly available information about Citi corporate bond research, fixed income strategy or economic and market analysis, Citi policy (i) prohibits employees from offering, directly or indirectly, a favorable or negative research opinion or offering to change an opinion as consideration or inducement for the receipt of business or for compensation; and (ii) prohibits analysts from being compensated for specific recommendations or views contained in research reports. So as to reduce the potential for conflicts of interest, as well as to reduce any appearance of conflicts of interest, Citi has enacted policies and procedures designed to limit communications between its investment banking and research personnel to specifically prescribed circumstances. © 2019 Citigroup Inc. All rights reserved. Citi and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its affiliates and are used and registered throughout the world. Citi believes that sustainability is good business practice. We work closely with our clients, peer financial institutions, NGOs and other partners to finance solutions to climate change, develop industry standards, reduce our own environmental footprint, and engage with stakeholders to advance shared learning and solutions. Highlights of Citi’s unique role in promoting sustainability include: (a) releasing in 2007 a Climate Change Position Statement, the first US financial institution to do so; (b) targeting $50 billion over 10 years to address global climate change: includes significant increases in investment and financing of renewable energy, clean technology, and other carbon-emission reduction activities; (c) committing to an absolute reduction in GHG emissions of all Citi owned and leased properties around the world by 10% by 2011; (d) purchasing more than 234,000 MWh of carbon neutral power for our operations over the last three years; (e) establishing in 2008 the Carbon Principles; a framework for banks and their U.S. power clients to evaluate and address carbon risks in the financing of electric power projects; (f) producing equity research related to climate issues that helps to inform investors on risks and opportunities associated with the issue; and (g) engaging with a broad range of stakeholders on the issue of climate change to help advance understanding and solutions. Citi works with its clients in greenhouse gas intensive industries to evaluate emerging risks from climate change and, where appropriate, to mitigate those risks. efficiency, renewable energy and mitigation 2

Exhibit (c)46

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Preliminary and Confidential – Subject to Further Review and Revision Analyst Price Targets and Ratings Over Time Analysts Price Targets and Ratings(1) Pre-Announcement Post-Announcement As of 11/22/19 Premium / (Disc.) Premium / (Disc.) Premium / (Disc.) Price Target Prem. / (Disc.) (2) (2) (3) Broker Date Rating Price Target to Then Current Date Rating Price Target to Then Current Date Rating Price Target to Current Ä Since Ann. Ä Since Ann. Capital One Securities, Inc. 01/30/19 Hold $27.00 8.9% 02/15/19 Hold $27.00 15.5% 11/21/19 Hold $20.00 10.7% (25.9%) 1.9% Tudor Pickering & Co 01/29/19 Hold 24.00 (2.2) 02/12/19 Hold 24.00 6.0 10/09/19 Hold 19.50 8.0 (18.8) 10.2 Baird 01/28/19 Buy 28.00 16.0 01/31/19 Buy 28.00 15.8 10/29/19 Hold 20.00 10.7 (28.6) (5.2) US Capital Advisors 01/28/19 Hold 23.00 (4.7) 02/06/19 Hold 23.00 (3.5) 10/15/19 Hold 18.00 (0.3) (21.7) 4.4 Barclays 01/16/19 Hold 26.00 9.7 01/31/19 Hold 26.00 7.5 10/30/19 Hold 20.00 10.7 (23.1) 1.0 Stifel 12/21/18 Buy 25.00 8.1 02/04/19 Buy 26.00 12.6 10/30/19 Hold 20.00 10.7 (20.0) 2.7 Wells Fargo Securities 12/04/18 Hold 26.00 18.1 02/06/19 Hold 25.00 4.9 11/04/19 Hold 20.00 10.7 (23.1) (7.4) RBC Capital Markets 12/02/18 Hold 25.00 17.0 02/05/19 Hold 24.00 1.3 10/30/19 Hold 19.50 8.0 (22.0) (9.1) Goldman Sachs 10/08/18 Buy 27.00 12.9 02/12/19 Buy 26.00 14.8 11/05/19 Hold 19.00 5.2 (29.6) (7.7) Median $26.00 7.5% $26.00 11.2% $20.00 10.7% (23.1%) 3.2% Recommendation History(4) 100% $30.00 7% 8% 17% 21% 15% 20% 23% 23% 31% 31% 80% 40% 40% 43% $25.00 60% $20.00 75% 77% 93% 92% 40% 69% 69% 71% 80% 50% 62% 62% 60% 60% $15.00 20% 7% 8% 8% 8% 8% 8% 7% 8% 0% $10.00 11/18 12/18 1/19 2/19 3/19 4/19 5/19 6/19 7/19 8/19 9/19 10/19 11/19 % Buy % Hold % Sell Actual Price Target Unit Price Research Commentary “Our interpretation of the take-private clause in the SC13D filing(s) is that a “Bison is the new General Partner. Bison’s intentions remain unclear but take-private transaction has clearly been discussed and could be in the investors are concerned about forced consolidation. That said, Bison works . We also believe a separate negotiated price for management members should serve as a source of capital to fund Seahorse and Pony Express implies the possibility that the remaining public Class A shareholders receive a expansions if they are FID’d.” lower price/premium than what was negotiated.” – Credit Suisse (2/21/2019) – Barclays (3/14/2019) Source: Bloomberg, FactSet, and Wall Street research. (1) Select available broker estimate detail per Bloomberg. (2) Represents percent of price target above/below TGE price the day prior to research publication. 1 (3) Current price $18.06 as of 11/22/2019.

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IRS Circular 230 Disclosure: Citigroup Inc. and its affiliates do not provide tax or legal advice. Any discussion of tax matters in these materials (i) is not intended or written to be used, and cannot be used or relied upon, by you for the purpose of avoiding any tax penalties and (ii) may have been written in connection with the “promotion or marketing” of any transaction contemplated hereby (“Transaction”). Accordingly, you should seek advice based on your particular circumstances from an independent tax advisor. In any instance where distribution of this communication is subject to the rules of the US Commodity Futures Trading Commission (“CFTC”), this communication constitutes an invitation to consider entering into a derivatives transaction under U.S. CFTC Regulations §§ 1.71 and 23.605, where applicable, but is not a binding offer to buy/sell any financial instrument. Any terms set forth herein are intended for discussion purposes only and are subject to the final terms as set forth in separate definitive written agreements. This presentation is not a commitment to lend, syndicate a financing, underwrite or purchase securities, or commit capital nor does it obligate us to enter into such a commitment, nor are we acting as a fiduciary to you. By accepting this presentation, subject to applicable law or regulation, you agree to keep confidential the information contained herein and the existence of and proposed terms for any Transaction. Prior to entering into any Transaction, you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks) as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on us for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters. By acceptance of these materials, you and we hereby agree that from the commencement of discussions with respect to any Transaction, and notwithstanding any other provision in this presentation, we hereby confirm that no participant in any Transaction shall be limited from disclosing the U.S. tax treatment or U.S. tax structure of such Transaction. We are required to obtain, verify and record certain information that identifies each entity that enters into a formal business relationship with us. We will ask for your complete name, street address, and taxpayer ID number. We may also request corporate formation documents, or other forms of identification, to verify information provided. Any prices or levels contained herein are preliminary and indicative only and do not represent bids or offers. These indications are provided solely for your information and consideration, are subject to change at any time without notice and are not intended as a solicitation with respect to the purchase or sale of any instrument. The information contained in this presentation may include results of analyses from a quantitative model which represent potential future events that may or may not be realized, and is not a complete analysis of every material fact representing any product. Any estimates included herein constitute our judgment as of the date hereof and are subject to change without any notice. We and/or our affiliates may make a market in these instruments for our customers and for our own account. Accordingly, we may have a position in any such instrument at any time. Although this material may contain publicly available information about Citi corporate bond research, fixed income strategy or economic and market analysis, Citi policy (i) prohibits employees from offering, directly or indirectly, a favorable or negative research opinion or offering to change an opinion as consideration or inducement for the receipt of business or for compensation; and (ii) prohibits analysts from being compensated for specific recommendations or views contained in research reports. So as to reduce the potential for conflicts of interest, as well as to reduce any appearance of conflicts of interest, Citi has enacted policies and procedures designed to limit communications between its investment banking and research personnel to specifically prescribed circumstances. © 2019 Citigroup Inc. All rights reserved. Citi and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its affiliates and are used and registered throughout the world. Citi believes that sustainability is good business practice. We work closely with our clients, peer financial institutions, NGOs and other partners to finance solutions to climate change, develop industry standards, reduce our own environmental footprint, and engage with stakeholders to advance shared learning and solutions. Highlights of Citi’s unique role in promoting sustainability include: (a) releasing in 2007 a Climate Change Position Statement, the first US financial institution to do so; (b) targeting $50 billion over 10 years to address global climate change: includes significant increases in investment and financing of renewable energy, clean technology, and other carbon-emission reduction activities; (c) committing to an absolute reduction in GHG emissions of all Citi owned and leased properties around the world by 10% by 2011; (d) purchasing more than 234,000 MWh of carbon neutral power for our operations over the last three years; (e) establishing in 2008 the Carbon Principles; a framework for banks and their U.S. power clients to evaluate and address carbon risks in the financing of electric power projects; (f) producing equity research related to climate issues that helps to inform investors on risks and opportunities associated with the issue; and (g) engaging with a broad range of stakeholders on the issue of climate change to help advance understanding and solutions. Citi works with its clients in greenhouse gas intensive industries to evaluate emerging risks from climate change and, where appropriate, to mitigate those risks. efficiency, renewable energy and mitigation 2

Exhibit (c)47

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Citigroup Global Markets Inc. | Global Energy Group November 2019 Project Prairie 2.0 Research Comparison Strictly Private and Confidential

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Analyst Price Targets and Ratings Over Time Analysts Price Targets and Ratings(1) Pre-Announcement Post-Announcement As of 11/22/19 Premium / (Disc.) Premium / (Disc.) Premium / (Disc.) Price Target Prem. / (Disc.) (2) (2) (3) Broker Date Rating Price Target to Then Current Date Rating Price Target to Then Current Date Rating Price Target to Current Ä Since Ann. Ä Since Ann. Capital One Securities, Inc. 01/30/19 Hold $27.00 8.9% 02/15/19 Hold $27.00 15.5% 11/21/19 Hold $20.00 10.7% (25.9%) 1.9% Tudor Pickering & Co 01/29/19 Hold 24.00 (2.2) 02/12/19 Hold 24.00 6.0 10/09/19 Hold 19.50 8.0 (18.8) 10.2 Baird 01/28/19 Buy 28.00 16.0 01/31/19 Buy 28.00 15.8 10/29/19 Hold 20.00 10.7 (28.6) (5.2) US Capital Advisors 01/28/19 Hold 23.00 (4.7) 02/06/19 Hold 23.00 (3.5) 10/15/19 Hold 18.00 (0.3) (21.7) 4.4 Barclays 01/16/19 Hold 26.00 9.7 01/31/19 Hold 26.00 7.5 10/30/19 Hold 20.00 10.7 (23.1) 1.0 Stifel 12/21/18 Buy 25.00 8.1 02/04/19 Buy 26.00 12.6 10/30/19 Hold 20.00 10.7 (20.0) 2.7 Wells Fargo Securities 12/04/18 Hold 26.00 18.1 02/06/19 Hold 25.00 4.9 11/04/19 Hold 20.00 10.7 (23.1) (7.4) RBC Capital Markets 12/02/18 Hold 25.00 17.0 02/05/19 Hold 24.00 1.3 10/30/19 Hold 19.50 8.0 (22.0) (9.1) Goldman Sachs 10/08/18 Buy 27.00 12.9 02/12/19 Buy 26.00 14.8 11/05/19 Hold 19.00 5.2 (29.6) (7.7) Median $26.00 7.5% $26.00 11.2% $20.00 10.7% (23.1%) 3.2% Recommendation History(4) 100% $30.00 7% 8% 17% 21% 15% 20% 23% 23% 31% 31% 80% 40% 40% 43% $25.00 60% $20.00 75% 77% 93% 92% 40% 69% 69% 71% 80% 50% 62% 62% 60% 60% $15.00 20% 7% 8% 8% 8% 8% 8% 7% 8% 0% $10.00 11/18 12/18 1/19 2/19 3/19 4/19 5/19 6/19 7/19 8/19 9/19 10/19 11/19 % Buy % Hold % Sell Actual Price Target Unit Price Research Commentary “Our interpretation of the take-private clause in the “The implied valuation on Blackstone’s $19.50/share “Bison is the new General Partner. Bison’s intentions SC13D filing(s) is that a take-private transaction offer appears close to fair, in our view, and we remain unclear but investors are concerned about has clearly been discussed and could be in the acknowledge potential risk on PXP with the competing forced consolidation. That said, Bison should serve works . We also believe a separate negotiated price Liberty pipe expected to enter service in early-2021.” as a source of capital to fund Seahorse and Pony for management members implies the possibility that – Barclays (8/28/2019) Express expansions if they are FID’d.” the remaining public Class A shareholders receive a – Credit Suisse (2/21/2019) lower price/premium than what was negotiated.” – Barclays (3/14/2019) Source: Bloomberg, FactSet, and Wall Street research. (1) Select available broker estimate detail per Bloomberg. (2) Represents percent of price target above/below TGE price the day prior to research publication. 1 (3) Current price $18.06 as of 11/22/2019.

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IRS Circular 230 Disclosure: Citigroup Inc. and its affiliates do not provide tax or legal advice. Any discussion of tax matters in these materials (i) is not intended or written to be used, and cannot be used or relied upon, by you for the purpose of avoiding any tax penalties and (ii) may have been written in connection with the “promotion or marketing” of any transaction contemplated hereby (“Transaction”). Accordingly, you should seek advice based on your particular circumstances from an independent tax advisor. In any instance where distribution of this communication is subject to the rules of the US Commodity Futures Trading Commission (“CFTC”), this communication constitutes an invitation to consider entering into a derivatives transaction under U.S. CFTC Regulations §§ 1.71 and 23.605, where applicable, but is not a binding offer to buy/sell any financial instrument. Any terms set forth herein are intended for discussion purposes only and are subject to the final terms as set forth in separate definitive written agreements. This presentation is not a commitment to lend, syndicate a financing, underwrite or purchase securities, or commit capital nor does it obligate us to enter into such a commitment, nor are we acting as a fiduciary to you. By accepting this presentation, subject to applicable law or regulation, you agree to keep confidential the information contained herein and the existence of and proposed terms for any Transaction. Prior to entering into any Transaction, you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks) as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on us for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters. By acceptance of these materials, you and we hereby agree that from the commencement of discussions with respect to any Transaction, and notwithstanding any other provision in this presentation, we hereby confirm that no participant in any Transaction shall be limited from disclosing the U.S. tax treatment or U.S. tax structure of such Transaction. We are required to obtain, verify and record certain information that identifies each entity that enters into a formal business relationship with us. We will ask for your complete name, street address, and taxpayer ID number. We may also request corporate formation documents, or other forms of identification, to verify information provided. Any prices or levels contained herein are preliminary and indicative only and do not represent bids or offers. These indications are provided solely for your information and consideration, are subject to change at any time without notice and are not intended as a solicitation with respect to the purchase or sale of any instrument. The information contained in this presentation may include results of analyses from a quantitative model which represent potential future events that may or may not be realized, and is not a complete analysis of every material fact representing any product. Any estimates included herein constitute our judgment as of the date hereof and are subject to change without any notice. We and/or our affiliates may make a market in these instruments for our customers and for our own account. Accordingly, we may have a position in any such instrument at any time. Although this material may contain publicly available information about Citi corporate bond research, fixed income strategy or economic and market analysis, Citi policy (i) prohibits employees from offering, directly or indirectly, a favorable or negative research opinion or offering to change an opinion as consideration or inducement for the receipt of business or for compensation; and (ii) prohibits analysts from being compensated for specific recommendations or views contained in research reports. So as to reduce the potential for conflicts of interest, as well as to reduce any appearance of conflicts of interest, Citi has enacted policies and procedures designed to limit communications between its investment banking and research personnel to specifically prescribed circumstances. © 2019 Citigroup Inc. All rights reserved. Citi and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its affiliates and are used and registered throughout the world. Citi believes that sustainability is good business practice. We work closely with our clients, peer financial institutions, NGOs and other partners to finance solutions to climate change, develop industry standards, reduce our own environmental footprint, and engage with stakeholders to advance shared learning and solutions. Highlights of Citi’s unique role in promoting sustainability include: (a) releasing in 2007 a Climate Change Position Statement, the first US financial institution to do so; (b) targeting $50 billion over 10 years to address global climate change: includes significant increases in investment and financing of renewable energy, clean technology, and other carbon-emission reduction activities; (c) committing to an absolute reduction in GHG emissions of all Citi owned and leased properties around the world by 10% by 2011; (d) purchasing more than 234,000 MWh of carbon neutral power for our operations over the last three years; (e) establishing in 2008 the Carbon Principles; a framework for banks and their U.S. power clients to evaluate and address carbon risks in the financing of electric power projects; (f) producing equity research related to climate issues that helps to inform investors on risks and opportunities associated with the issue; and (g) engaging with a broad range of stakeholders on the issue of climate change to help advance understanding and solutions. Citi works with its clients in greenhouse gas intensive industries to evaluate emerging risks from climate change and, where appropriate, to mitigate those risks. efficiency, renewable energy and mitigation 2

Exhibit (c)48

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Citigroup Global Markets Inc. | Global Energy Group December 2019 Peer Multiples Over Time

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Peer Multiples Over Time FV / EBITDA 1/31/2019 8/27/2019 12/10/2019 2018 2019 2020 2018 2019 2020 2018 2019 2020 Simplification Peers(1) BKEP 10.4x 10.4x 8.7x 9.4x 9.1x 8.8x 9.2x 8.5x 8.4x GEL 10.1 9.7 9.2 10.0 9.7 9.1 10.0 10.0 9.7 GLP 9.2 8.8 8.5 6.7 9.3 9.2 6.6 8.7 8.7 HEP 13.5 13.0 12.5 12.1 11.5 11.2 11.2 10.6 10.8 MMP 12.9 12.3 11.4 13.8 12.7 12.2 13.2 11.9 11.6 MPLX 12.0 10.8 9.8 10.3 11.1 8.9 10.3 11.3 9.1 PSXP 12.3 11.4 9.7 14.2 12.9 11.5 14.6 13.3 11.7 PAA 11.0 10.0 9.9 9.9 8.9 9.6 9.3 8.1 9.6 SHLX 13.5 10.2 8.6 14.7 12.4 10.5 15.4 12.9 11.0 ET 10.1 8.9 8.7 9.7 8.3 8.3 9.6 8.3 8.4 EQM 12.5 9.6 7.7 11.9 8.8 7.9 11.5 8.5 8.2 TCP 8.7 10.0 10.0 9.0 10.3 10.3 9.2 10.5 10.5 TRP 12.6 11.3 10.9 13.4 12.2 12.1 13.5 12.3 12.2 ENB 13.4 13.0 11.6 12.5 12.2 11.8 13.7 13.2 12.9 KMI 9.8 9.6 9.2 10.7 10.6 10.3 10.8 10.8 10.7 Mean 11.5x 10.6x 9.8x 11.2x 10.7x 10.1x 11.2x 10.6x 10.2x Median 12.0 10.2 9.7 10.7 10.6 10.3 10.8 10.6 10.5 Prairie Peers EPD 11.9x 11.5x 11.0x 12.2x 10.9x 10.6x 11.9x 10.6x 10.3x ET 10.1 8.9 8.7 9.7 8.3 8.3 9.6 8.3 8.4 WMB 11.8 10.9 10.2 10.6 9.9 9.4 10.7 10.0 9.7 TRP 12.6 11.3 10.9 13.4 12.2 12.1 13.5 12.3 12.2 OKE 14.5 13.7 11.4 15.9 14.9 12.1 17.1 16.0 13.0 KMI 9.8 9.6 9.2 10.7 10.6 10.3 10.8 10.8 10.7 ENB 13.4 13.0 11.6 12.5 12.2 11.8 13.7 13.2 12.9 MPLX 13.6 12.2 11.1 12.9 10.3 8.2 13.9 11.3 9.1 TRGP 13.0 11.3 8.9 11.2 11.7 9.0 12.3 12.6 10.2 DCP 11.0 10.2 9.0 10.0 9.1 8.4 10.6 9.6 9.2 PAA 11.0 10.0 9.9 9.9 8.9 9.6 9.3 8.1 9.6 Mean 12.1x 11.1x 10.2x 11.7x 10.8x 10.0x 12.1x 11.2x 10.5x Median 11.9 11.3 10.2 11.2 10.6 9.6 11.9 10.8 10.2 TGE 11.5x 10.4x 11.0x 8.7x 7.5x 8.2x 10.0x 8.5x 9.9x (1) Excludes VLP, BWP, DM and BPL as they have been acquired. 1

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Peer Multiples Over Time (Alternate Format) FV / EBITDA 2018 2019 2020 1/31/2019 8/27/2019 12/10/2019 1/31/2019 8/27/2019 12/10/2019 1/31/2019 8/27/2019 12/10/2019 Simplification Peers(1) BKEP 10.4x 9.4x 9.2x 10.4x 9.1x 8.5x 8.7x 8.8x 8.4x GEL 10.1 10.0 10.0 9.7 9.7 10.0 9.2 9.1 9.7 GLP 9.2 6.7 6.6 8.8 9.3 8.7 8.5 9.2 8.7 HEP 13.5 12.1 11.2 13.0 11.5 10.6 12.5 11.2 10.8 MMP 12.9 13.8 13.2 12.3 12.7 11.9 11.4 12.2 11.6 MPLX 12.0 10.3 10.3 10.8 11.1 11.3 9.8 8.9 9.1 PSXP 12.3 14.2 14.6 11.4 12.9 13.3 9.7 11.5 11.7 PAA 11.0 9.9 9.3 10.0 8.9 8.1 9.9 9.6 9.6 SHLX 13.5 14.7 15.4 10.2 12.4 12.9 8.6 10.5 11.0 ET 10.1 9.7 9.6 8.9 8.3 8.3 8.7 8.3 8.4 EQM 12.5 11.9 11.5 9.6 8.8 8.5 7.7 7.9 8.2 TCP 8.7 9.0 9.2 10.0 10.3 10.5 10.0 10.3 10.5 TRP 12.6 13.4 13.5 11.3 12.2 12.3 10.9 12.1 12.2 ENB 13.4 12.5 13.7 13.0 12.2 13.2 11.6 11.8 12.9 KMI 9.8 10.7 10.8 9.6 10.6 10.8 9.2 10.3 10.7 Mean 11.5x 11.2x 11.2x 10.6x 10.7x 10.6x 9.8x 10.1x 10.2x Median 12.0 10.7 10.8 10.2 10.6 10.6 9.7 10.3 10.5 Prairie Peers EPD 11.9x 12.2x 11.9x 11.5x 10.9x 10.6x 11.0x 10.6x 10.3x ET 10.1 9.7 9.6 8.9 8.3 8.3 8.7 8.3 8.4 WMB 11.8 10.6 10.7 10.9 9.9 10.0 10.2 9.4 9.7 TRP 12.6 13.4 13.5 11.3 12.2 12.3 10.9 12.1 12.2 OKE 14.5 15.9 17.1 13.7 14.9 16.0 11.4 12.1 13.0 KMI 9.8 10.7 10.8 9.6 10.6 10.8 9.2 10.3 10.7 ENB 13.4 12.5 13.7 13.0 12.2 13.2 11.6 11.8 12.9 MPLX 13.6 12.9 13.9 12.2 10.3 11.3 11.1 8.2 9.1 TRGP 13.0 11.2 12.3 11.3 11.7 12.6 8.9 9.0 10.2 DCP 11.0 10.0 10.6 10.2 9.1 9.6 9.0 8.4 9.2 PAA 11.0 9.9 9.3 10.0 8.9 8.1 9.9 9.6 9.6 Mean 12.1x 11.7x 12.1x 11.1x 10.8x 11.2x 10.2x 10.0x 10.5x Median 11.9 11.2 11.9 11.3 10.6 10.8 10.2 9.6 10.2 TGE 11.5x 8.7x 10.0x 10.4x 7.5x 8.5x 11.0x 8.2x 9.9x (1) Excludes VLP, BWP, DM and BPL as they have been acquired.

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Stock Price Change Over Time Stock Price Change Absolute Stock Price Since 1/31/2019 Since 8/27/2019 1/31/2019 8/27/2019 12/10/2019 1/31/2019 8/27/2019 12/10/2019 1/31/2019 8/27/2019 12/10/2019 Simplification Peers(1) BKEP $2.31 $1.25 $1.10 — (45.9%) (52.4%) -—- (12.0%) GEL 20.92 19.70 20.12 — (5.8) (3.8) -—- 2.1 GLP 19.02 18.49 19.99 — (2.8) 5.1 -—- 8.1 HEP 30.68 26.38 22.50 — (14.0) (26.7) -—- (14.7) MMP 61.45 65.32 60.55 — 6.3 (1.5) -—- (7.3) MPLX 35.12 27.26 25.23 — (22.4) (28.2) -—- (7.4) PSXP 49.02 54.05 56.03 — 10.3 14.3 -—- 3.7 PAA 22.77 20.85 18.01 — (8.4) (20.9) -—- (13.6) SHLX 20.32 19.11 20.20 — (6.0) (0.6) -—- 5.7 ET 14.71 13.02 12.04 — (11.5) (18.2) -—- (7.5) EQM 45.76 29.12 24.51 — (36.4) (46.4) -—- (15.8) TCP 31.79 37.66 39.11 — 18.5 23.0 -—- 3.9 TRP 42.52 49.28 51.45 — 15.9 21.0 -—- 4.4 ENB 36.62 32.90 38.71 — (10.2) 5.7 -—- 17.7 KMI 18.10 20.04 20.12 — 10.7 11.2 -—- 0.4 Mean -———- (6.8%) (7.9%) -—- (2.2%) Median -———- (6.0) (1.5) -—- 0.4 Prairie Peers EPD $27.67 $27.98 $27.17 — 1.1% (1.8%) -—- (2.9%) ET 14.71 13.02 12.04 — (11.5) (18.2) -—- (7.5) WMB 26.93 22.92 22.94 — (14.9) (14.8) -—- 0.1 TRP 42.52 49.28 51.45 — 15.9 21.0 -—- 4.4 OKE 64.21 68.32 72.50 — 6.4 12.9 -—- 6.1 KMI 18.10 20.04 20.12 — 10.7 11.2 -—- 0.4 ENB 36.62 32.90 38.71 — (10.2) 5.7 -—- 17.7 MPLX 35.12 27.26 25.23 — (22.4) (28.2) -—- (7.4) TRGP 43.01 32.46 37.08 — (24.5) (13.8) -—- 14.2 DCP 33.53 23.49 24.39 — (29.9) (27.3) -—- 3.8 PAA 22.77 20.85 18.01 — (8.4) (20.9) -—- (13.6) Mean -———- (8.0%) (6.7%) -—- 1.4% Median -———- (10.2) (13.8) -—- 0.4 TGE $23.83 $14.35 $18.26 — (39.8%) (23.4%) -—- 27.2% (1) Excludes VLP, BWP, DM and BPL as they have been acquired. 3

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Exhibit (c)49

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Citigroup Global Markets Inc. | Global Energy Group December 2019 Colorado Permitting Activity Strictly Private and Confidential

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2019 Year to Date Colorado Drilling Permitting Activity Applications for Permit to Drill (Weekly # of Permits) 3,500 200 180 3,000 160 2,500 140 120 2,000 100 1,500 80 1,000 60 40 500 20 -—- 1/1/2019 2/1/2019 3/1/2019 4/1/2019 5/1/2019 6/1/2019 7/1/2019 8/1/2019 9/1/2019 10/1/2019 11/1/2019 12/1/2019 Filed Cumulative Filed Approved Permits to Drill (Weekly # of Permits; Weekly Average Days) 2,500 400 350 2,000 300 250 1,500 200 1,000 150 500 100 50 -—- 1/1/2019 2/1/2019 3/1/2019 4/1/2019 5/1/2019 6/1/2019 7/1/2019 8/1/2019 9/1/2019 10/1/2019 11/1/2019 12/1/2019 Average Approval Days Approved Cumulative Approved Source: Colorado Oil & Gas Conservation Commission; as of 12/14/2019.

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IRS Circular 230 Disclosure: Citigroup Inc. and its affiliates do not provide tax or legal advice. Any discussion of tax matters in these materials (i) is not intended or written to be used, and cannot be used or relied upon, by you for the purpose of avoiding any tax penalties and (ii) may have been written in connection with the “promotion or marketing” of any transaction contemplated hereby (“Transaction”). Accordingly, you should seek advice based on your particular circumstances from an independent tax advisor. In any instance where distribution of this communication is subject to the rules of the US Commodity Futures Trading Commission (“CFTC”), this communication constitutes an invitation to consider entering into a derivatives transaction under U.S. CFTC Regulations §§ 1.71 and 23.605, where applicable, but is not a binding offer to buy/sell any financial instrument. However, this is not a recommendation to enter into any swap with any counterparty or a recommendation of a trading strategy involving a swap. Prior to recommending a swap or a trading strategy involving a swap to you, Citigroup would need to undertake diligence in order to have a reasonable basis to believe that the recommended swap or swap trading strategy is suitable for you, obtain written representations from you that you are exercising independent judgment in evaluating any such recommendation, and make certain disclosures to you. Furthermore, nothing in this pitch book is, or should be construed to be, an offer to enter into a swap. Any terms set forth herein are intended for discussion purposes only and are subject to the final terms as set forth in separate definitive written agreements. This presentation is not a commitment to lend, syndicate a financing, underwrite or purchase securities, or commit capital nor does it obligate us to enter into such a commitment, nor are we acting as a fiduciary to you. By accepting this presentation, subject to applicable law or regulation, you agree to keep confidential the information contained herein and the existence of and proposed terms for any Transaction. Prior to entering into any Transaction, you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks) as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on us for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters. By acceptance of these materials, you and we hereby agree that from the commencement of discussions with respect to any Transaction, and notwithstanding any other provision in this presentation, we hereby confirm that no participant in any Transaction shall be limited from disclosing the U.S. tax treatment or U.S. tax structure of such Transaction. We are required to obtain, verify and record certain information that identifies each entity that enters into a formal business relationship with us. We will ask for your complete name, street address, and taxpayer ID number. We may also request corporate formation documents, or other forms of identification, to verify information provided. Any prices or levels contained herein are preliminary and indicative only and do not represent bids or offers. These indications are provided solely for your information and consideration, are subject to change at any time without notice and are not intended as a solicitation with respect to the purchase or sale of any instrument. The information contained in this presentation may include results of analyses from a quantitative model which represent potential future events that may or may not be realized, and is not a complete analysis of every material fact representing any product. Any estimates included herein constitute our judgment as of the date hereof and are subject to change without any notice. We and/or our affiliates may make a market in these instruments for our customers and for our own account. Accordingly, we may have a position in any such instrument at any time. Although this material may contain publicly available information about Citi corporate bond research, fixed income strategy or economic and market analysis, Citi policy (i) prohibits employees from offering, directly or indirectly, a favorable or negative research opinion or offering to change an opinion as consideration or inducement for the receipt of business or for compensation; and (ii) prohibits analysts from being compensated for specific recommendations or views contained in research reports. So as to reduce the potential for conflicts of interest, as well as to reduce any appearance of conflicts of interest, Citi has enacted policies and procedures designed to limit communications between its investment banking and research personnel to specifically prescribed circumstances. © 2019 Citigroup Global Markets Inc. Member SIPC. All rights reserved. Citi and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its affiliates and are used and registered throughout the world. Citi believes that sustainability is good business practice. We work closely with our clients, peer financial institutions, NGOs and other partners to finance solutions to climate change, develop industry standards, reduce our own environmental footprint, and engage with stakeholders to advance shared learning and solutions. Highlights of Citi’s unique role in promoting sustainability include: (a) releasing in 2007 a Climate Change Position Statement, the first US financial institution to do so; (b) targeting $50 billion over 10 years to address global climate change: includes significant increases in investment and financing of renewable energy, clean technology, and other carbon-emission reduction activities; (c) committing to an absolute reduction in GHG emissions of all Citi owned and leased properties around the world by 10% by 2011; (d) purchasing more than 234,000 MWh of carbon neutral power for our operations over the last three years; (e) establishing in 2008 the Carbon Principles; a framework for banks and their U.S. power clients to evaluate and address carbon risks in the financing of electric power projects; (f) producing equity research related to climate issues that helps to inform investors on risks and opportunities associated with the issue; and (g) engaging with a broad range of stakeholders on the issue of climate change to help advance understanding and solutions. Citi works with its clients in greenhouse gas intensive industries to evaluate emerging risks from climate change and, where appropriate, to mitigate those risks. efficiency, renewable energy and mitigation

Exhibit (c)50

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Citigroup Global Markets Inc. | Global Energy Group December 2019 Peer Multiples Over Time

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