23rd Annual Energy Infrastructure CEO & Investor Conference

Topic: Midstream M&A 2026: Consolidation, Capital and the Next Phase of Buildout
Event: 23rd Annual Energy Infrastructure CEO & Investor Conference
Moderator: Bill Swanstrom, Partner, Troutman Pepper Locke
Panelists: Oscar Brown, President and CEO, Western Midstream Partners; Drew Horn, Managing Director, Head of Midstream, RBC Capital Markets; Bill Mault, Executive Vice President and CFO, Summit Midstream
Panel Date: May 19, 2026

Bill Swanstrom (00:00):
Thanks for joining us for the Midstream M&A panel, also known as the most exciting and informative 30 minutes of the rest of your life. Now, we have an extremely illustrious panel. They’ve done a lot of great things in their career. All that’s about to change right now.

Now, so we are in an interesting time in the midstream M&A market. Before we really get going, I wanted to give our guys a little bit more chance to introduce themselves. We do have a great panel.

Drew, you’re a longtime investment banker. Drew, you want to give yourself a little bit of an introduction?

Drew Horn (00:45):
Sure. Like Bill said, so Drew Horn. I work at RBC Capital Markets right now, running the midstream effort there. I’ve been doing investment banking way too long, so have seen a number of different cycles, and worked for a couple different banks.

Bill Mault (01:03):
Yeah, I’m Bill Mault, CFO at Summit. I’ve been at Summit for 10 years. We’ve done our fair share of bolt-on acquisitions over the years, with the help of Bill Swanstrom and the team. And then prior to that, was at SunTrust Robinson Humphrey, now Truist in the M&A group.

Oscar Brown (01:23):

I’m Oscar Brown, the CEO of Western Midstream. I’ve been on the board there since 2019, and CEO for the last year and a half. And I’m pretty sure I’m the only guy who paid dearly to be on this panel. I paid that guy over there in our last M&A deal, which was the acquisition of Brazos Delaware. So I feel like, I don’t know if I got a fair deal, to be honest.

Bill Swanstrom (01:43):
Yeah. No, I think you got a great deal.

I’ve heard Oscar describe himself in the past as reformed investment banker. Bill, I’ve never heard you describe yourself that way. I guess you’re still in recovery getting therapy. And then Drew, I guess there’s hope for you, maybe someday?

Again, theme is midstream M&A themes, trends.

I did a little bit of analysis on this year versus last year. First quarter 2025, there were nine midstream deals. First quarter of 2026, there was maybe one. So the year started a little bit slow in the midstream sector.

On M&A, things have picked up dramatically in the second quarter. We’ve had five announced deals. The Western Brazos deal, as Oscar mentioned, we had the opportunity to represent Western in that deal, so I get to check that off my checklist of casually mentioning our representation of Western.

Oscar Brown (02:45):
If you work with Robin, you can be on a panel too, so go ahead.

Bill Swanstrom (02:48):
Yeah. I’ll text.

We had the Spire sale, which I know there’s people here in the audience who were involved in that, the sale of Spire Storage business. You got the sale of Rover, both the EMG piece and the Blackstone piece, the Monument Pipeline sale to Kinder Morgan. So, there’s been a good pickup in activity. I just want to explore why that is, why it started slow, why it’s picked up, what people see for the rest of the year, what’s driving that. And Drew, I thought we’d start with you, just to give a little macro overview, because bankers love doing that stuff.

Drew Horn (03:22):
I thought lawyers loved doing that.

Bill Swanstrom (03:23):
Nah…

Drew Horn (03:25):
Well, our count’s a little different. So I think we got 11 deals this year so far. But you’re right.

Bill Swanstrom (03:32):
I’m just mentioning publicly announced deals.

Drew Horn (03:35):
But it started a little slow. I think there was over 40 last year, so maybe that’s where the question stems from. But obviously there’s a lot in the hopper. We have a bunch of deals that we’re working on right now, and another three or four or so that we’re discussing with folks about potentially coming out. So I do think that it’s going to start picking up here.

Obviously, we got a lot of things going on with what’s happening over in Iran and the Strait of Hormuz, which is, I think on the upstream side, when you came out originally, I know this is a midstream discussion, but it’s certainly relevant here. There was a lot of corporate consolidation discussion going on. As we’ve seen over the last few years, there’s been a lot of consolidation in the upstream space, and I think it’s scared… Folks certainly don’t like instability, which is what’s caused through everything that’s happening in Iran.

And so that’s probably certainly quieted some of the consolidation discussions. Now, the beginning of the week, we saw a big deal announced in the power space with the Dominion announcement being bought by NextEra. So hopefully that’s a catalyst maybe that could be helpful for going forward.

But like you said, I think there was obviously a lot of deals that got announced last year, and so we’re doing a little bit of catch-up. Plus, there’s a lot of assets that have been put into other people’s hands. I think the strategics, certainly the large-cap strategics, are very focused on the natural gas and power demand needs, and so they have a ton of organic CapEx spend that they need to do this year. So maybe that’s been forcing a little bit of a slowdown.

But I do think with the momentum we have with commodity prices, that we will probably see a pickup here. There’s probably half a dozen Permian assets that still are pretty attractive to folks, that’ll probably come out later in the year next year. So there’s stuff on the horizon, for sure.

Bill Swanstrom (05:45):
Yeah, you touched on a couple of things I want to follow up on with others on the panel, sort of the organic growth versus growth by acquisition.

Oscar, obviously Western’s been doing a lot of both. You’ve been talking about how Western thinks about the buy versus build strategy. You want to talk a little bit about that?

Oscar Brown (06:07):
Sure. We always prefer organic growth if we can help it. It tends to be better returns, lower risk. It’s things we understand and can control. So organic’s always out in front. We’ve got a couple big organic growth projects we have in flight right now.

Part of our thesis of what we’re trying to achieve in M&A is trying to keep our balance sheet intact and our investment-grade rating. So we love leverage-neutral transactions, which by definition often include equity as part of the consideration. The second thing we’re trying to do, we are in a unique position. We’re trying to grow our way eventually out of so much concentration with Occidental Petroleum, who owns 38% of the company. It’s a little less than half our business. So we’re trying to diversify our customer and our ownership base.

And then finally, we’re very beholden to making sure we’re not just doing growth for growth’s sake. So we’re very focused on per share or per unit accretion, whether that’s distributable cash flow, cash flow from operations, however you like to put the metric in place. So we’re trying to achieve all of those things.

So when we have a lot of organic projects like we do now, those are cash funded, and so often we’ll use M&A as a way also to refresh the balance sheet. So if we can check those three boxes I just mentioned and protect the balance sheet and continue to have the firepower we needed to deliver on our long-term growth plan, and keep the discipline, we pay out about, we’re at about 80% yield on our distribution right now, pay that cash distribution, then that’s how we look at M&A. So it’s sort of a supplement to the base case plan in a way to keep sort of the balance sheet in check.

Bill Swanstrom (07:47):
Bill, anything to add on the organic growth? I should caveat that Bill is away now having his first child, so the only thing he knows about organic growth when it comes to human beings is the fun, easy part. He hasn’t done the hard part yet.

Bill Mault (07:59):
Yeah, definitely. So look, I think from the—

Thanks, Bill, for that. She’s due July 2nd. First girl, super excited, and she’s going to be one hell of an M&A banker when she grows up.

But look, I think what we’ve seen in our asset portfolio, right? We’re in Rockies region, up in the Williston, in the DJ Basin, areas that traditionally, fairly mature basins, and we’ve got some exposure around our Double E pipeline asset in New Mexico that has a lot of organic growth opportunity. What I think is interesting, and we haven’t seen it quite play out yet, but some of the large-scale strategics also have a ton of organic growth out of them. Will that potentially unlock some divestiture opportunities whereby maybe they can divest at lower multiple than where they trade, but they’re reinvesting in organic growth? Those are areas that for a company of our size, right, we’re looking to scale up in our basins, I think is a trend that we’re keeping an eye on and see if that unlocks.

But this wave, it does feel like, at least from what we see, that there’s a big organic push right now, and I couldn’t agree more with Oscar. Like, that is the bread and butter. That’s what our investors want us to be going and doing, leveraging our footprint, building infrastructure, and taking advantage of that scale and capacity on the system.

Bill Swanstrom (09:34):
You mentioned strategics potentially divesting non-core. Are you thinking midstream pipeline strategics or upstream?

Bill Mault (09:46):
It’s going to be a combination. I tell you, there’s some upstream stuff that I think is interesting. And again, we’re looking at the world in areas that aren’t quite as sexy, if you will. But there’s some stuff in the DJ, for instance, that I think in this crude oil price environment and redeploying investment into the drill bit, I think there’s some interesting stuff, stuff that’s tangential to our pipeline, that we’ve had a target list of 10 companies, and it’s a matter of when the stars align, where those assets transact, and stuff that we’re going to keep an eye on and see what happens.

Now, the issue is everybody’s trading at pretty healthy valuation multiples today. So that dynamic of selling assets when you’re trading at 10, 11, 12 times, sometimes that math’s tough. But on the upstream side, there’s a bit more arbitrage with those companies trading three to four times and maybe a midstream multiple could incentivize a divestiture. So plenty to look at, and I’m sure we’ll get into it more, but I think the bid-ask spread too and some of the valuation multiples in this environment may start ticking up a bit.

Oscar Brown (11:03):
Yeah. To throw out, too, on the producer side, we constantly have this discussion with our customers. We’re sort of a bank that operates, and so our cost of capital, our asset level target at risk-adjusted returns are around the mid-teens. These guys should be drilling wells at 40, 50, 60% internal rate of returns at the project level in a portfolio, and I always try to get them to explain to me why you own water infrastructure, gas infrastructure, assets that have sort of a mid-teens return. You trade at four or five times EBITDA, I trade at nine. There’s deal space there. And the good news is we’re not trying to do— They’re the subsurface experts. Drilling wells is really complicated. Laying pipe and turning valves is pretty straightforward. So there’s some complication to optimize it, but at the end of the day, it’s not that hard. And so we’re happy to help. We sit here ready, like you do.

But I do think that’s going to be a real opportunity as long as investors hold the upstream guys to the returns and the dynamics that they’re paying for versus what they want out of us, which is just more consistent risk-adjusted returns, which we can deliver. So we see more opportunity in the strange environment we’re in, where there’s capital constraint on our customers, then they start talking more frequently. In a bullish market environment, we tend to see them not so much because they’ve got excess cash and returns, but we forgive them for that because then they tend to grow their throughput more quickly, and we get that benefit too.

Bill Swanstrom (12:29):
Yeah. Now you haven’t seen upstreams do a lot of selling of midstream assets, despite the fact that for arbitrage reasons, it makes sense. And maybe it is because of the availability of capital. They don’t have to sell to get cap. What’s your perspective, Drew, on what you’re seeing on the availability of capital, how that’s driving M&A activity, or how companies think about their business on the organic and the acquisition side?

Dan Horn (12:55):
Yeah, Bill’s exactly right. It’s the first time in a long time, at least from a midstream perspective, where you have these large cap guys, like I was referencing before, with massive organic growth CapEx projects. They’ve been hesitant to issue equity over the years. We’ll see if we’re starting to see some people do that. But yeah, they’re looking to redeploy capital, so if there’s an opportunity to sell an asset that’s in a non-core region for them where they can plow it back into, that is certainly one capital-raising method.

We’ve seen them potentially look into other forms of capital. Every which way you look at, there’s so much capital out there right now on the sponsor side, and whether that’s through insurance capital, more traditional capital-raising methods, whether the regular way of fixed income markets or high yield markets. There’s just lots of capital chasing sort of few opportunities, I would say.

Bill Swanstrom (13:54):
Drew, you mentioned earlier that a lot of the activity has been in the Permian. There’s still some good opportunities on the buy side in the Permian, but let’s talk about some other basins and what we see the opportunities being in those basins. Both Western and Summit have operations in the DJ and basins other than Permian.

I’ll let you start. What are you seeing outside of the Permian in terms of activity?

Dan Horn (14:23):
Yeah. There’s certainly, obviously, a real dire need for gas. And so when you think about that, just for the power demand in LNG, there’s certainly activity that you can see around the Rover pipeline, which we had talked about being sold— out of the Appalachia. And then, the Haynesville was another area where there’s definitely a lot of activity to feed the Gulf Coast demand that we’re seeing from an LNG perspective. But when you have things in certain basins that are starting to— The inventory levels are starting to get low, then you’re going to need to look for other basins like the DJ and other opportunities where we know there’s lots of crude oil and other commodities.

Bill Mault (15:11):
And just to add onto that, one thing that we’re seeing, particularly in the Williston and to a degree in the DJ as well, is really we view those basins as they are mature. They’re probably flat, maybe modest growth basins long term. But what we’re seeing is a migration of activity from traditional Tier One acreage from five, seven years ago. And what’s happening and what we’re starting to see with some processes kicking off in some of these areas, the upstream development and the advancements, like four-mile laterals up in North Dakota, the completion techniques, the staging techniques on the drilling completion side, it’s really unlocked a lot of inventory. There’s stuff in North Dakota that a few years ago, I would’ve told you, “That’s $80 break evens.” Over the past couple of years, we’ve seen a lot of development that’s proving that stuff up in the 55 to $65 break even. And what’s interesting, and why the M&A market will continue to evolve, and there’ll always be opportunity set, is that infrastructure really wasn’t built in those areas at this point. So there’s been a build-out. We’re seeing that with private equity-backed companies in some of these areas that I think, particularly in this crude price environment, it’s going to highlight that not only is that acreage productive at these prices, but that stuff’s working at $55- $60.

And that’s where I think we can, as you think about the risk capital, and incubating that development through private equity dollars, getting that to a mature level, and then that ultimately transitioning into public hands at some point, I think there’s a trend there, and we’re already seeing it. There’s two processes that we’re aware of right now that, quite frankly, I think this crude environment really helps accelerate getting that out there. And then I also think people that are looking at those assets, they’re going to realize that you don’t need $80 crude oil to make this stuff work anymore. There’s just been a lot of advancement, and that’s what gets us excited about some of these legacy nomenclature Tier Two basins outside the Perm.

Bill Swanstrom (17:24):
Yeah. Oscar, how do you guys think about— Obviously, your last two big deals were Permian deals. How do you think of non-Permian opportunities? Is that something you’re leaning into?

Oscar Brown (17:37):
Yeah. I do think the Permian still is the premier basin in the United States. It’s multi-bench and all the things we’ve talked about over the years. So we like the basin. We do think there’s probably some limits. The good news is, at least for now, for the next few years, there are a number of assets that I know Drew knows about. There’s a number of processes already in flight now, so there’s still more to do in terms of consolidation in the Permian.

And just to be honest, the way we look at it, since we’re so big in it, we’re biased. We talk our own book. But everything we do outside the Permian is dilutive on a sort of reservoir quality basis. And so when we think about how to grow outside of the Permian, we think the Powder’s going to be a growth opportunity for us. We agree that the break evens have come down a ton. Also, the companies there, the big four, Devon, Oxy, EOG, and Anschutz, have spent the money and done the science now to delineate what’s a 400-mile non-homogeneous basin. So the drilling plans are there. They just got to execute. So the problem with, relative to our size, the problem with something like the Powder is it’s just small, right? Even in a very good scenario, it’s probably not going to be much more than 10 or 15% of our business. And so an important growth driver, it’s a contributor, but not the driver, right?

The Permian’s still going to be our driver. In the DJ, I agree. I think there’s a lot of hope and opportunity with the smaller, independent producers, I think are doing the work. They’re coming up not only with new drilling techniques, but I think they’re being more creative in dealing with local communities and some of the surface problems that you have in Colorado.

For us, again, the DJ’s a legacy asset. It’s about 20% of our business now post-Pravus. And we’re very clear with the politicians there. We take every last dollar out of Colorado we can, and we put it into Texas. Until they change how they’re going to deal with the oil and gas companies. So, and I’m a taxpayer in Colorado, so I care.

So it’s a different perspective, and some of it has to do with scale and where you sit. And some of it has to do with our legacy, right? So we have such a strong legacy in the Permian. It’s been our focus. But interestingly, the DJ, again, I have so much hope for it. I want it to work. If you ask most producers, and I think most midstream companies, they’re the highest cash margin barrels out there. It’s a great, mature, highly efficient basin. When you’ve got the pressure of the regulators on you trying to crush you from a cost perspective, you get real creative on the operating side and get really good. And so we’ve got really great operators there that are really efficient. So, I think it’s one we’re cautious on.

There’s a lot of hope, but we want to see some evidence that there’s real progress in the new gubernatorial administration and the new local, the state Senate level.

In terms of where, like how we think more broadly is just, we want to grow kind of incrementally through our geographies, right? So Arris was an extension, not just in water, but also into New Mexico. So we hope we’re going to use that system to build out organically on the gas side in particular, in that direction. So we’re more tangentially looking, I think, than trying to make big leaps into new basins. Again, mostly doing our legacy and our scale, so.

Bill Swanstrom (20:49):
We haven’t really talked about kind of the macro factors driving the nat gas stuff, LNG, data centers. I think this is probably the first panel that’s waited 20 minutes to talk about data centers, but how is that impacting the M&A market? Or is that just more of an organic growth story maybe?

Drew, you haven’t talked for a while. You want to start?

Drew Horn (21:11):
Sure. Obviously, like I talked about, there’s a massive need to… So we’re taking advantage of the data center phase and the AI craze that we’re seeing out there as a sort of a secondary market and a way to power those different needs throughout the country. And so you’re seeing a lot of guys get into sort of the power gen, like basically look at Williams and what they’re trying to do and the announcements that they’ve made in energy transfer. All the large cap guys are definitely looking at ways to participate in the power demand needs that we’re seeing there. So that’s basically it in a nutshell on the power demand.

Bill Swanstrom (21:57):
And yeah. I guess the other question I have for more the public company guys, now what keeps you… We got a lot of good things going on in our business right now. What do you worry about? Oscar?

Oscar Brown (22:10):
I think it’s more, again, pretty bullish on the environment. So I think we’re pretty positive. The worries are more just picking the right spots to allocate capital, so I think it’s more of a high-quality problem instead of sort of a scary problem, and to make sure we’re balancing between gas and water in particular, to a lesser extent, crude. On the data center front for us, I think there’s two big impacts. One’s the macro. I think there’s just going to be a demand pull on gas that’s really healthy for the industry overall, and so we’ll see more activity related to that. Some of the egress problem we’ve had out of the Permian in terms of gas related to Waha pricing, not only is there pipes being built, but also I think localized demand for power generation, gas-fired in the Permian is a real thing to help solve that problem. So we see that there.

For us, it’s the second stage, I’ll call it, of our organic product growth. Water is here now and today and growing faster than gas. The second stage is we can bring gas and gas-fired power as a solution and water for power plant cooling and data center cooling and offsetting other water uses so that the communities don’t get so concerned that the data centers are going to use up all their power and water, which is why we strongly believe behind the meter is the solution, not the utilities, unfortunately.

So, that’s kind of our take on it. So macro benefit as well as making sure we’re positioned in the next couple of years to catch the gas, power, water kind of triumvirate in sort of the data center play.

Bill Mault (23:40):
Yeah, and I think all I’d add, part of our growth story, we’re a much smaller public company, and M&A has been part of our strategy. And we want that to keep being part of the strategy. However, there is, and Drew hit on it a little bit, there’s a lot of capital. We’re starting to see infrastructure capital that wasn’t really playing in the GMP space start to show up in processes.

And you’re starting to see some financing structures that are really elevating the available capital in order to win these businesses. And ultimately, that’s going to drive up price. And now the flip side to that— We are so excited about the organic growth that we’re seeing behind our business today that we don’t need it. So we’re going to be patient in that regard, but that is something that trying to get a deal or two done a year or two, I do get a little worried that we’re going to be bumping up on valuation multiples over the next 12 to 24 months.

Dan Horn (24:46):
I was going to say, when you do see capital chasing few opportunities, you start to see guys push the risk envelope. So we are seeing that for sure.

Bill Swanstrom (24:57):
Well, that is convenient to— We were talking earlier amongst us about other creative financing structures, ABS structures, which common in upstream. So far, the only one that’s happened in midstream is Keynes. Just, I don’t know, with the availability of capital, is there really going to be a lot of push for ABS and midstream? I know there’s lots of conversations. I just don’t have a good feel for what—

Bill Mault (25:23):
I think we’re going to find out a lot more probably in the next 12 months. I think there’s a couple processes that I know that folks are dual tracking, looking at dividend recap through that structure.

What I’m most curious about is from a scale perspective, yeah, two, three, four, $500 million EBITDA business, probably enough diversification in those structures in order to kind of be able to withstand that type of leverage capacity. What would be very interesting to me is how far down the size spectrum does that go, and what does that leverage capacity look like. And yeah, if you’re able to put five times on a small GMP business that historically we’ve been transacting at five to six times enterprise value multiples, that seems healthy to me. And I think that’s going to push that reserve price even higher and ultimately bump up multiples in order for sellers to kind of withgo the upside to transact.

Oscar Brown (26:20):
I think it’s a waiting game, though. In the history of finance, when has over-levering assets ever worked out in the long run? It’s never worked out. So, this structure will be here for five minutes. It’ll drive up, I agree, it’ll drive up prices. They’ll all implode, and then you will still be here, and we’ll pick up the pieces back at four or five times. And the economics of businesses don’t change because a bunch of Wall Street types—and I used to be one—create some structure.

Bill Swanstrom (26:46):
You’re reformed. Bill’s not.

Oscar Brown (26:47):
I’m totally reformed. He’s still in process, but— …just because we come up with some creative structure, it doesn’t change the fundamental of cash economics, which is the returns drive the strategy. We’ve seen industry after industry, valuations get driven to the cost of debt until they don’t, then they implode, then they’re back to normal. So as the old guy, one of the old guys on the panel— Seen a thing or two, right? I’ve seen this movie before. It’s frustrating we have to deal with it. It’s real. But it will go away.

Bill Swanstrom (27:17):
We do have a couple minutes left. Want to give the audience a chance to ask questions. And if you don’t have questions, I got a lot of them. But any questions anyone wants to throw at us? By us, I mean them.

Dan Horn (27:33):
We’re mesmerizing.

Bill Swanstrom (27:36):
While you all are thinking, obviously we have a couple of strategics up here. A couple of the buyers this year have been infra funds. Do you have a perspective on infra fund buyers versus strategics? I’ll let the investment banker…

Dan Horn (27:51):
Yeah. Obviously, a couple of the deals that happened this year were some non-op deals.

Strategics, as we’ve been talking about, capital is very precious for them because of the organic spend and other needs that they have. So you don’t typically see the strategics dabble in non-op type opportunities. So there’s always going to be the infra bid there for those types of assets. I also think there’s definitely infra funds chasing other opportunities where they can sort of get a platform with an operating asset.

As we talked about, they’ve raised a lot of money, a lot of capital. And so if they could set up some platform that they can then build off of and flip it to one of these guys, or even we’ve seen a healthy IPO market start to poke out of the sand, so that’s been good, too.

Oscar Brown (28:43):
It seems like there’s been a lot of fundraising in the infra space. So unfortunately for us, there’s a lot of capital out there, I think.

But I do think it’s just forming a different floor where guys like us could wait around in some of these other basins and see really attractive multiples and just sort of be the logical buyer and wait it out. I think probably that luxury goes away. I think we’re seeing in some of the basins you’ve mentioned, we’re seeing some of these processes that probably should be owned by a strategic, but just we’re not willing to pay what some of the private equity type or infra funds are willing to pay. And again, if you’re playing the long game, it’s okay. You let those go for now and they’ll find their way back. They don’t sit in those asset structures forever.

Dan Horn (29:24):
Yeah. On the flip side, if a strategic wants to buy it and they have synergies because it’s strategic-aware, then they should ultimately prevail every time.

But like Oscar said, doesn’t always happen. Sometimes they, again, trying to put a lot of money to work and need to—

Bill Swanstrom (29:40):
Yeah. No, I’ve been involved in a couple of processes where we were representing what we thought was the winning bidder, and then who are you, and how did this just happen?

Bill Mault (29:47):
Where’d that 80% money come from? For equity risk.

Bill Swanstrom (29:53):
All right, one last chance. Going, going… All right, thanks guys.

Oscar Brown (29:59):
Yeah. Thanks.

Bill Swanstrom (30:00):
I enjoyed it. Hopefully you guys did, too.

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