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Draft the Halcyon IC memo from LBO v14 and recommend a bid.

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Deal team thread, Mar 2021Why we passed at 9.5xView thread
Halcyon / Northvale, where we landInbox
DH
Dave Hollissponsor wants 9.5x LTM EBITDA. too full for a two-basin water business with one producer at 61% of volumes, and a third of it is still spot. jonas can you run 9.5 vs 8 before thursdayMar 8
JL
Jonas Lindqvistran both. at 9.5x we get ~14% IRR, below the 15% hurdle, and that's holding spot flat. at 8x it's ~18% and clears. 1-pager attachedMar 9
DH
Dave HollisMar 10, 2021, 8:03 AM

to Jonas, Maya ▾

thanks. let's pass for now. if they come back after a couple of new dedications we look again.

i'll call the bankers this morning.

D

Northvale QoE report, Feb 2021Spot at a third of volumes
Halcyon LBO v14Base case and debt schedule
Basin water comps, Nov 2023Lender deck · 14 precedents at 11–13x
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    Brokers treat the seismic limits as volume risk. Find what operators now pay to move water out of the zones.

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Project Halcyon

Investment Committee Memorandum · Final approval

M. Okafor, J. Lindqvist · October 15, 2026

Executive summary

The deal team requests approval to submit a binding offer of $1.84bn for 100% of Northvale Energy, funded with $615m of equity from Fund IV and $1.225bn of committed senior debt 4.

Enterprise value$1.84bn · 7.5x 2026E EBITDALeverage5.0x senior
Base case2.5x · 20% IRRDownside1.6x · 10% IRR
Hold / exit5 years · 8.0xWalk-away$1.72bn if Reeves joins the SRA

1. What the market is missing

Since 2022 Texas has frozen new disposal permits across Northvale's core counties. Every broker models this as volume risk. None price the other side: out-of-zone disposal now clears at $0.85/bbl against $0.55 in-basin 30, and Northvale owns the only network that moves water out of the zones. The rule that caps rivals' capacity is Northvale's pricing power.

2. Why our 2021 pass no longer holds

We passed at 9.5x because a third of volumes were spot 11. Recycling has since grown from 9% to 38% of volumes, cutting disposal capex per barrel by a third, and every contract signed since 2024 carries a take-or-pay floor 12. The risk we priced then has been contracted away, at a lower multiple than we were offered.

Exhibit 1. EBITDA bridge, 2026E–2031E ($m)

Exhibit 2. IRR by exit multiple and 2031E EBITDA

7.0x8.0x9.0x
$280m10%16%21%
$310m15%20%25%
$340m18%24%28%

Base case boxed. Net debt at exit $950m.

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