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Brazos Permian Midland Asset Acquisition and Minority Equity Investment August 2026
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Cautionary Statement 2 Forward-Looking Statements This presentation contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, that address activities, events or developments that ONEOK expects, believes or anticipates will or may occur in the future are forward-looking statements — including statements regarding the proposed acquisition of assets from Brazos Midstream (the “Acquisition”), the proposed minority equity investment, the expected closing of the transactions and the timing thereof, anticipated leverage, credit ratings and rating-agency treatment, synergies, accretion to earnings per share and free cash flow per share, and anticipated future performance. Words such as “estimate,” “project,” “believe,” “expect,” “anticipate,” “intend,” “plan,” “will,” “guidance,” “goal,” “target” and similar expressions identify forward- looking statements, although the absence of these words does not mean a statement is not forward-looking. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements, including the risk that the businesses will not be integrated successfully; that cost savings, synergies and growth may not be fully realized or may take longer than expected; that credit ratings following the transactions may differ from expectations; that a condition to closing may not be satisfied or that the closing of each transaction may be delayed or not occur; the impact of any economic downturn or substantial decline in commodity prices; and changes in governmental regulations. All such factors are difficult to predict and beyond ONEOK’s control, including those detailed in ONEOK’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K available at www.oneok.com and www.sec.gov. Any forward-looking statement speaks only as of the date made, and ONEOK undertakes no obligation to update publicly any such statement except as required by applicable law. Non-GAAP Financial Measures This presentation references certain non-GAAP financial measures, including EBITDA and free cash flow. These measures may not be comparable to similarly titled measures of other companies, are not measurements of financial performance under GAAP, and should not be considered alternatives to amounts presented in accordance with GAAP. Because these measures are provided on a forward-looking basis, ONEOK is unable to present a quantitative reconciliation to the most directly comparable forward-looking GAAP measures without unreasonable effort. Certain illustrative economics in this presentation are directional, do not represent ONEOK forecasts or guidance, and are subject to change.
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A Premier Permian Acquisition and Investment to Drive Long-term Growth 3 SCALE Adds a premier Permian Midland platform Expands integrated footprint Enhances customer reach GROWTH Significant organic expansion opportunities Visible volume growth Increases expected EBITDA growth rate VALUE CREATION Immediately accretive to earnings and free cash flow per share Accelerates deleveraging, will more than achieve previous target leverage without issuing common equity Strategic acquisition and minority equity investment enhance ONEOK's integrated Permian position and create a larger runway for growth.
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Strategic Acquisition and Accelerated Deleveraging TRANSACTION CAPITAL FLOW SHAREHOLDER OUTCOME Brazos Midstream $4.425 billion all-cash acquisition $9 billion minority equity investment ↓ Fund Brazos acquisition(a) $4.425B Extinguish indebtedness ~$5B Financing attributes 7.0% initial capped IRR • equity treatment no liquidation preference • nonvoting subordinate to senior debt 1 Immediately accretive to earnings and free cash flow per share 2 Increases momentum toward the high end of ONEOK’s growth rate target 3 Pro forma 2027 leverage of ~3.25x debt-to-EBITDA Scaled Permian Midland platform + differentiated equity financing = higher growth + lower leverage and retained upside Expands scale in the rapidly growing Permian Midland Basin Enhances integration across the natural gas and NGL value chain Optimizes commercial and capital savings opportunities ~7.5x 2027E EBITDA / ~6.0x 2028E EBITDA No common equity issuance; accelerates flexibility to increase capital returns (organic growth, potential dividend increases and share buybacks) 4 4 (a) Balance funded with cash on hand and commercial paper.
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Brazos Permian Midland Acquisition: Premier Growth Platform 5 Pro Forma Midland Basin Asset Map OKE Gas Plant OKE Gas Gathering OKE NGL Lines Brazos Gas Plant Brazos Gas Gathering Note: Includes assets currently under construction. 1.2 Bcf/d of processing capacity expected by Q3 2027 • Basin-wide area of mutual interest (AMI) provides additional growth opportunities ~600,000 dedicated acres across seven core counties • ~4,000 remaining well locations 14 active drilling rigs provide visible volume growth Long-term, fixed-fee contracts with a weighted average remaining term of >12 years • Supported by leading public and private producers with significant Midland Basin operating experience including ExxonMobil, Diamondback Energy and Double Eagle
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Acquisition Enhances ONEOK’s Wellhead-to-Water NGL Value Chain 6 OKE / Brazos Gas Plants OKE NGL Pipelines Note: Includes assets currently under construction. OKE Fractionator NGL Export Facility OKE Crude Pipelines Crude Export Facility OKE / Brazos Gas Gathering OKE Natural Gas Pipelines Gathering & Processing NGL Takeaway NGL Fractionation LPG Exports Brazos expands total Permian processing capacity to 3.5 Bcf/d 740,000 bpd of raw feed throughput capacity from Permian to Gulf Coast on West Texas NGL system ~1.2 million bpd of capacity company-wide, including ~900,000 bpd on the Gulf Coast 200,000 bpd of net capacity at Texas City expected online 2028
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SCALE Acquisition creates one of the Permian Midland Basin’s largest midstream platforms. ONEOK’s Scaled and Integrated Permian Midland Basin Platform 7 GROWTH Transaction more than doubles ONEOK’s Permian Midland Basin processing capacity to 2.3 Bcf/d by Q3 2027. INTEGRATION Scaled and connected natural gas, NGL and crude oil infrastructure provide enhanced service offerings for leading Midland Basin producers. SYNERGIES Combined footprint is expected to drive significant recurring synergies. Expected to further reduce the effective acquisition multiple to be in line with ONEOK’s historical organic build multiples over time. OKE / Brazos Gas Gathering OKE NGL Pipelines Note: Includes assets currently under construction. OKE / Brazos Gas Plants OKE Crude Oil Pipelines OKE Gas Transmission Pipelines
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Minority Equity: A Strategic Financing Decision Provides capital to complete the Brazos acquisition? Accelerates deleveraging and strengthens the balance sheet? Avoids issuing common equity? Preserves future value creation for shareholders? Common Equity Senior Notes Hybrid Securities Minority Equity Common Equity Hybrid Securities Minority Equity Hybrid Securities Minority Equity Minority Equity 1 2 3 4 A Decision Framework Focused on Strategic Outcomes Funds Brazos acquisition • Accelerates deleveraging No common equity issuance Future upside for common shareholders retained 8
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Minority Equity Transaction Terms and Highlights 9 1 TRANSACTION $9B investment • Funds $4.425 billion Brazos acquisition • Extinguishes $5 billion of existing indebtedness • Expected close: first half of September 2026 2 ECONOMICS 7.0% capped IRR • Class B receives 15% of quarterly cash flow from operations • Distributions paid above the capped return reduce investor’s capital balance • Capped IRR for first nine years(a) 3 ONEOK BENEFITS 3.25x leverage • No common equity issuance • Growth and upside above capped return accrue to ONEOK shareholders • Equity treatment by agencies and GAAP accounting 4 GOVERNANCE No Change to Existing Governance • Nonvoting; no liquidation preference; limited minority protections • ONEOK buyout option begins at earlier of 8 years or $200 million remaining balance Equity treatment Accelerated deleveraging No common share dilution Future upside retained Selected structure funds strategic growth while improving credit metrics and preserving common shareholder economics (a) The target IRR on the then current capital account balance steps to 7.35% in year 10 and increases to a final cap of 7.85% in year 15.
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ONEOK Organizational Structure ONEOK, Inc. (NYSE: OKE) Class A Interest Nonvoting Minority Equity Class B Interest OpCo | ONEOK, L.L.C. Operating assets GOVERNANCE The boards of HoldCo and OpCo consist of three ONEOK executives appointed by the board of directors of ONEOK, Inc. CLAS S B ECONOMICS 15% of quarterly cash flow from operations, applied to the 7.0% capped return, with excess distributions reducing capital account balance HoldCo | ONEOK Holdings, L.L.C. CLAS S A ECONOMICS Quarterly dividends plus all upside from future business growth DISTRIBUTIONS All distributions paid to HoldCo are at the discretion of the OpCo board Senior notes and other indebtedness 10
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2 CAPITAL PAYDOWN Excess distributions reduce the Class B capital balance Minority Equity Investment Balance Decline 11 1 CAPPED RETURN The 7.0% IRR is applied first 3 ONEOK OPTIONALITY Buyout right begins on the 8th anniversary of closing, or earlier at a $200 million balance COMMON SHAREHOLDER OUTCOME Future business growth remains with ONEOK common shareholders2027 2028 2029 2030 2031 2032 2033 2034 2035 2027 2028 2029 2030 2031 2032 2033 2034 2035 Class B 7.0% Return on Capital Class B Return of Capital (Excess Distributions) Illustrative Class B Distributions Over Time Illustrative Class B Capital Balance Over Time YEAR 8 BUYOUT WINDOW YEAR 8 BUYOUT WINDOW
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Summary Sources and Uses of Capital Sources of Capital Uses of Capital ($ in millions) Amount Brazos Midstream purchase price $4,425 Repay $1.2 Billion Term Loan Agreement 1,200 Other extinguishment of indebtedness 3,800 Total uses $9,425 ($ in millions) Amount Minority equity investment $9,000 Cash on hand as of 6/30/26 161 New borrowings under Commercial Paper Program 264 Total sources $9,425 Note: Excludes impact of transaction costs. 12 $9 billion minority equity investment funds Brazos Midstream acquisition and $5 billion debt extinguishment with no issuance of common equity
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13 Natural Gas Liquids Refined Products Natural Gas Gathering & Processing Natural Gas Pipelines Crude Oil Marine Terminal Growth Project Extensive and Regionally Diversified Operations • Strategically located, ~60,000-mile pipeline network – Gathering, fractionation, transportation and storage of NGLs – Gathering, processing, transportation and storage of natural gas – Transportation, storage and distribution of refined products – Gathering, transportation and storage of crude oil Market-Connected Assets • Integrated value chain services, driving growth and creating synergies across key markets, including an expanded presence in the Permian Basin Strategic Competitive Advantages • Producer connectivity, operational scale and contiguous complementary assets Resilient, Fee-Based Business Model • Diverse product and regional portfolio supporting strong, stable cash flow and long-term growth A Premier Energy Infrastructure Leader