MPLX LP to Acquire Northwind Midstream, Enhancing Permian Natural Gas and NGL Value Chains

Rhea-AI Summary

MPLX LP (NYSE: MPLX) has announced a strategic acquisition of Northwind Midstream for $2.375 billion in cash. The transaction, expected to close in Q3 2025, will be financed through debt and represents a 7x multiple on forecast 2027 EBITDA.

Northwind's assets in Lea County, New Mexico include 200,000+ dedicated acres, 200+ miles of gathering pipelines, and sour gas treating facilities. Current capacity of 150 MMcf/d will expand to 440 MMcf/d by H2 2026. The acquisition will provide access to up to 400 MMcf/d of incremental gas and 70,000 barrels per day of new NGL volumes.

Positive

• None.

Negative

• Significant debt financing required for $2.375 billion purchase
• Additional capital expenditure needed for in-process expansion activity
• Subject to regulatory approval under Hart-Scott-Rodino Act

FINDLAY, Ohio, July 31, 2025 /PRNewswire/ -- MPLX LP (NYSE: MPLX) today announced it has entered into a definitive agreement to acquire Northwind Delaware Holdings LLC (Northwind Midstream) for $2.375 billion in cash consideration, subject to customary purchase price adjustments. MPLX intends to finance the acquisition with debt. The transaction is expected to be immediately accretive to distributable cash flow and represents a 7x multiple on forecast 2027 EBITDA. The anticipated mid-teen unlevered return is inclusive of incremental capital spend associated with in-process expansion activity.

Northwind provides sour gas gathering, treating, and processing services in Lea County, New Mexico. The portfolio includes over 200,000 dedicated acres, 200+ miles of gathering pipelines, two in-service acid gas injection (AGI) wells at 20 million cubic feet per day (MMcf/d), and a third permitted well that will bring its total capacity to 37 MMcf/d. The system currently has 150 MMcf/d of sour gas treating capacity and in-process expansion activity will increase capacity to 440 MMcf/d in the second half of 2026. The system is supported by minimum volume commitments by top regional producers.

Producers continue to demonstrate a desire to target multiple benches within the Delaware Basin for crude production. Limited sour natural gas treating and AGI well capacity, as well as the lengthy permitting process for AGI wells, has generally limited drilling activity in this area. To the extent the producers are able to address the related sour gas volumes, these areas are highly productive and profitable.

MPLX's expansion into sour gas gathering, treating, and processing in southeast New Mexico will enable prompt solutions for its existing and new producer customers. The dedicated acreage and volumes associated with this system provide access to up to 400 MMcf/d of incremental gas available for processing and up to 70 thousand barrels per day of new NGL volumes, accelerating growth opportunities for MPLX.

"The integration of these assets with our existing Delaware basin natural gas system will expand MPLX's treating and blending operations," said Maryann Mannen, MPLX president and chief executive officer. "The addition of 200,000 dedicated acres will increase MPLX's access to natural gas and NGL volumes. The optionality to direct these new volumes through our integrated system will accelerate our growth opportunities in the Permian."

The transaction is expected to close in the third quarter of 2025, subject to customary closing conditions, including clearance under the Hart-Scott-Rodino Antitrust Improvements Act of 1976.

About MPLX LP
MPLX is a diversified, large-cap master limited partnership that owns and operates midstream energy infrastructure and logistics assets and provides fuels distribution services. MPLX's assets include a network of crude oil and refined product pipelines; an inland marine business; light-product terminals; storage caverns; refinery tanks, docks, loading racks, and associated piping; and crude and light-product marine terminals. The company also owns crude oil and natural gas gathering systems and pipelines as well as natural gas and NGL processing and fractionation facilities in key U.S. supply basins. More information is available at www.MPLX.com.

Northwind Delaware Holdings LLC is backed by Five Point Infrastructure.

About Five Point Infrastructure
Five Point Infrastructure LLC (formerly known as Five Point Energy LLC) is a private equity and infrastructure investor focused on investments within the North American powered land, surface management, water management, and sustainable infrastructure sectors. The firm was founded by industry veterans with demonstrated records of success investing in, building, and running infrastructure companies. Based in Houston, Texas, Five Point has approximately $8 billion of assets under management across multiple investment funds. For further information, please visit www.fpinfra.com.

Investor Relations Contact: (419) 421-2071
Kristina Kazarian, Vice President Finance and Investor Relations
Brian Worthington, Senior Director, Investor Relations
Isaac Feeney, Director, Investor Relations
Evan Heminger, Analyst, Investor Relations

Media Contact: (419) 421-3577
Jamal Kheiry, Communications Manager

This press release contains forward-looking statements regarding MPLX LP (MPLX). These forward-looking statements may relate to, among other things, MPLX's expectations, estimates and projections concerning its business and operations and financial and strategic priorities. You can identify forward-looking statements by words such as "anticipate," "believe," "commitment," "could," "design," "endeavor," "estimate," "expect," "focus," "forecast," "goal," "guidance," "intend," "may," "objective," "opportunity," "outlook," "plan," "policy," "position," "potential," "predict," "priority," "progress," "project," "prospective," "pursue," "seek," "should," "strategy," "strive," "target," "trends," "will," "would" or other similar expressions that convey the uncertainty of future events or outcomes. MPLX cautions that these statements are based on management's current knowledge and expectations and are subject to certain risks and uncertainties, many of which are outside of the control of MPLX, that could cause actual results and events to differ materially from the statements made herein. Factors that could cause MPLX's actual results to differ materially from those implied in the forward-looking statements include but are not limited to: MPLX's ability to consummate the announced acquisition within the expected timeframe, if at all, including as a result of not obtaining required regulatory approvals or satisfying the other conditions to the closing; the occurrence of any event, change or other circumstances that could give rise to the termination of the definitive agreement relating to the announced acquisition; MPLX's ability to fully realize the expected benefits of the announced acquisition; the risk of any unexpected costs or expenses associated with the business to be acquired or incurred as a result of the announced acquisition; the adequacy of capital resources and liquidity, including the availability of capital resources to execute on its strategic priorities; the ability to access debt markets on commercially reasonable terms or at all; changes to the expected construction costs and in service dates of planned and ongoing capital projects and investments and the ability to obtain regulatory and other required approvals with respect thereto within the expected timeframes, if at all; and the other factors set forth under the heading "Risk Factors" and "Disclosures Regarding Forward-Looking Statements" in MPLX's Annual Report on Form 10-K for the year ended Dec. 31, 2024, and in other filings with the SEC.

Any forward-looking statement speaks only as of the date of the applicable communication and we undertake no obligation to update any forward-looking statement except to the extent required by applicable law.

Copies of MPLX's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other SEC filings are available on the SEC's website, MPLX's website at http://ir.mplx.com or by contacting MPLX's Investor Relations office.

Use of Non-GAAP Financial Information -- This press release makes reference to forecasted earnings before interest, income taxes, depreciation and amortization (EBITDA). This is a non-GAAP financial measure. Forecasted EBITDA is based on MPLX's projections for the business to be acquired. Forecasted EBITDA is not presented as an alternative to the nearest GAAP financial measure, net income, and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. We are unable to present the most directly comparable GAAP measure or a reconciliation of forecasted EBITDA to net income because certain elements of net income, including interest, depreciation and taxes, are not available without unreasonable effort.

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SOURCE MPLX LP

FAQ

How much is MPLX paying for Northwind Midstream?

MPLX is acquiring Northwind Midstream for $2.375 billion in cash, subject to customary purchase price adjustments.

What assets are included in MPLX's Northwind Midstream acquisition?

The acquisition includes 200,000+ dedicated acres, 200+ miles of gathering pipelines, two in-service acid gas injection wells (20 MMcf/d capacity), and a third permitted well that will increase total capacity to 37 MMcf/d.

When will MPLX's acquisition of Northwind Midstream close?

The transaction is expected to close in the third quarter of 2025, subject to customary closing conditions and regulatory approval.

What is the expected EBITDA multiple for MPLX's Northwind acquisition?

The acquisition represents a 7x multiple on forecast 2027 EBITDA with mid-teen unlevered returns expected.

How will MPLX finance the Northwind Midstream acquisition?

MPLX intends to finance the $2.375 billion acquisition through debt.

What is the treating capacity expansion plan for the Northwind assets?

The system's current capacity of 150 MMcf/d will be expanded to 440 MMcf/d in the second half of 2026.