Acquisition (Tables)

3 Months Ended

Mar. 31, 2019

Business Combinations [Abstract]

Schedule of Business Acquisitions, by Acquisition

The following table sets forth our final purchase price allocation:

(in thousands)
Cash Consideration	$	638,266
PDC Energy Payment	24,120
Current Liabilities Assumed	18,259
Total Purchase Price and Liabilities Assumed	$	680,645
Cash and Restricted Cash	$	12,518
Accounts Receivable	10,661
Other Current Assets	2,206
Property, Plant and Equipment	205,766
Intangible Assets  (1)	339,760
Fair Value of Identifiable Assets	570,911
Implied Goodwill (2)	109,734
Total Asset Value	$	680,645

⁽¹⁾  The customer contracts we acquired are long-term, fixed-fee contracts for the purchase and sale of crude oil. Fair value was calculated using the multi-period excess earnings method under the income approach for the existing customers. The fair value was determined using unobservable inputs and is considered to be a Level 3 measurement on the fair value hierarchy.

⁽²⁾ 

Based upon the final purchase price allocation, we have recognized $109.7 million of goodwill, all of which is assigned to the Black Diamond reporting unit within the Gathering Systems reportable segment. As a result of the acquisition, we expect to realize certain synergies which may result from our operation of the Black Diamond system.

Business Acquisition, Pro Forma Information

The following pro forma consolidated financial information was derived from the historical financial statements of the Partnership and Saddle Butte and gives effect to the acquisition as if it had occurred on January 1, 2018. The pro forma results of operations do not include any cost savings or other synergies that may result from the Black Diamond Acquisition or any estimated costs that have been or will be incurred by us to integrate the acquired assets. The pro forma consolidated financial information has been included for comparative purposes and is not necessarily indicative of the results that might have actually occurred had the acquisition taken place on January 1, 2018; furthermore, the financial information is not intended to be a projection of future results.

	Three Months Ended March 31,
(in thousands, except per unit amounts)	2019 (1)		2018
Revenues	$	147,960	$	108,245
Net Income	63,255		36,747
Net Income Attributable to Noble Midstream Partners LP	43,559		37,815
Net Income Attributable to Limited Partners Per Limited Partner Common and Subordinated Unit
Basic	$	1.01	$	0.96
Diluted	$	1.01	$	0.96

⁽¹⁾ 

No pro forma adjustments were made for the period as Black Diamond operations are included in our results for the full period.