AM Antero Midstream Corporation

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported): February 12, 2025

 

 

ANTERO MIDSTREAM CORPORATION

(Exact name of registrant as specified in its charter)

 

 

Delaware		001-38075		61-1748605
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification Number)

 

1615 Wynkoop Street

Denver, Colorado 80202

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s Telephone Number, Including Area Code (303) 357-7310

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.01 Per Share		AM		New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company  ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨

 

 

Item 2.02

Results of Operations and Financial Condition

 

On February 12, 2025, Antero Midstream Corporation issued a press release, a copy of which is attached hereto as Exhibit 99.1 and incorporated by reference herein, announcing its financial and operational results for the quarter and year ended December 31, 2024.

 

The information in this Current Report, including Exhibit 99.1, is being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities of that section, and is not incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act unless specifically identified therein as being incorporated therein by reference.

 

Item 9.01

Financial Statements and Exhibits.

 

(d)       Exhibits.

 

Exhibit Number		Description
99.1		Antero Midstream Corporation press release dated February 12, 2025.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

	ANTERO MIDSTREAM CORPORATION
	By:	/s/ Brendan E. Krueger
		Brendan E. Krueger
		Chief Financial Officer, Vice President – Finance and Treasurer

 

Dated: February 12, 2025

 

 

 

Exhibit 99.1

 

 

Antero Midstream Announces Fourth Quarter 2024 Results and 2025 Guidance

 

Denver, Colorado, February 12, 2025—Antero Midstream Corporation (NYSE: AM) (“Antero Midstream” or the “Company”) today announced its fourth quarter 2024 financial and operating results and 2025 guidance. The relevant consolidated financial statements are included in Antero Midstream’s Annual Report on Form 10-K for the year ended December 31, 2024.

 

Fourth Quarter 2024 Highlights:

 

	·	Net Income was $111 million, or $0.23 per diluted share, a 10% per share increase compared to the prior year quarter
	·	Adjusted Net Income was $124 million, or $0.26 per diluted share, an 8% per share increase compared to the prior year quarter (non-GAAP measure)
	·	Adjusted EBITDA was $274 million, an 8% increase compared to the prior year quarter (non-GAAP measure)
	·	Capital expenditures were $24 million, a 47% decrease compared to the prior year quarter
	·	Free Cash Flow after dividends was $93 million, a 91% increase compared to the prior year quarter (non-GAAP measure)
	·	Repurchased 1.9 million shares for $29 million

 

Full Year 2024 Highlights:

 

	·	Net Income was $401 million, or $0.83 per diluted share, an 8% per share increase compared to the prior year
	·	Adjusted EBITDA was $1.05 billion, a 6% increase compared to the prior year (non-GAAP measure)
	·	Capital expenditures were $161 million, a 13% decrease compared to the prior year
	·	Free Cash Flow after dividends was $250 million, a 61% increase compared to the prior year (non-GAAP measure)
	·	Leverage declined to below 3.0x as of December 31, 2024 (non-GAAP measure)

 

2025 Guidance Highlights:

 

	·	Net Income of $445 to $485 million, representing GAAP earnings of $0.92 to $1.00 per share
	·	Adjusted EBITDA of $1.08 to $1.12 billion, a 5% increase compared to 2024 at the midpoint (non-GAAP measure)
	·	Capital expenditures of $170 to $200 million
	·	Free Cash Flow after dividends of $250 to $300 million assuming an annualized dividend of $0.90 per share, a 10% increase compared to 2024 at the midpoint (non-GAAP measures)

 

Paul Rady, Chairman and CEO said, “Antero Midstream delivered an exceptional year in 2024 with throughput, Net Income, Adjusted EBITDA, and Free Cash Flow setting company records. This Free Cash Flow growth in 2024 provided us with the ability to internally finance an accretive bolt-on acquisition, reduce absolute debt, pay an attractive dividend and repurchase shares in 2024.”

 

Brendan Krueger, CFO of Antero Midstream, said “In 2024, Antero Midstream reduced its absolute debt by nearly $100 million and reduced leverage to under 3.0x. This absolute debt and leverage reduction positioned us to commence our share repurchase program during the fourth quarter of 2024, repurchasing $29 million of shares.”

 

Mr. Krueger added, “Looking ahead to 2025, we expect another year of increases in our EBITDA and Free Cash Flow after dividends. This positions us well for further debt reduction and increases in return of capital to shareholders.”

 

For a discussion of the non-GAAP financial measures, including Adjusted EBITDA, Adjusted Net Income, Leverage, and Free Cash Flow after dividends please see “Non-GAAP Financial Measures.”

 

 

Share Repurchases

 

During the fourth quarter of 2024, Antero Midstream repurchased 1.9 million shares for $29 million. Antero Midstream had approximately $471 million of remaining capacity under its $500 million authorized share repurchase program as of December 31, 2024.

 

2025 Guidance

 

Antero Midstream is forecasting Net Income of $445 to $485 million and Adjusted Net Income (adjusted for amortization of customer relationships and effective tax rate impact) of $500 to $540 million. The Company is forecasting Adjusted EBITDA of $1.08 to $1.12 billion, which represents a 5% increase compared to 2024 at the midpoint. This Adjusted EBITDA growth is driven by low-single digit year-over-year throughput growth and inflation adjustments to Antero Midstream’s fixed fees. Antero Midstream expects to service 70 to 75 wells with its fresh water delivery system, with the wells having an average lateral length of approximately 13,200 feet. The Company’s 2025 guidance includes approximately $135 to $145 million of combined distributions from its interests in the processing and fractionation joint venture with MPLX, LP (the “Joint Venture”) and in Stonewall Gathering LLC (“Stonewall Joint Venture”).

 

Antero Midstream is forecasting a capital budget of $170 to $200 million. The midpoint of the 2025 capital budget includes approximately $85 million of investment in gathering and compression infrastructure for low pressure gathering connections and compression. Antero Midstream has budgeted an investment of $85 million for water infrastructure in 2025, primarily focused on the expansion to the southern Marcellus liquids-rich midstream corridor. This investment in wastewater blending and pipeline infrastructure creates one integrated water system in the Marcellus Shale, allowing for future capital efficient development across the entire liquids-rich midstream corridor. The Company is also budgeting $10 to $15 million of capital contributions to the Stonewall Joint Venture to increase its capacity.

 

Antero Midstream is forecasting Free Cash Flow before dividends of $690 to $730 million and Free Cash Flow after dividends of $250 to $300 million for 2025, assuming an annualized dividend of $0.90 per share. This represents a 10% increase in Free Cash Flow after dividends at the midpoint of guidance compared to 2024.

 

The following is a summary of Antero Midstream’s 2025 guidance ($ in millions, except per share amounts):

 

		Twelve Months Ended December 31, 2025
		Low				High
Net Income		$	445			$	485
Adjusted Net Income			500				540
Adjusted EBITDA			1,080				1,120
Capital Expenditures			170				200
Interest Expense			195				205
Cash Taxes			—				10
Free Cash Flow Before Dividends			690				730
Dividend Per Share					$0.90
Free Cash Flow After Dividends			250				300

 

 

Fourth Quarter 2024 Financial Results

 

Low pressure gathering volumes for the fourth quarter of 2024 averaged 3,276 MMcf/d, a 3% decrease compared to the prior year quarter. Compression volumes for the fourth quarter of 2024 averaged 3,266 MMcf/d, a 2% decrease compared to the fourth quarter of 2023. High pressure gathering volumes averaged 3,045 MMcf/d, in line with the prior year quarter. Fresh water delivery volumes averaged 114 MBbl/d during the quarter, a 21% increase compared to the fourth quarter of 2023. The increase in fresh water delivery volumes was driven by an increase in completion activity by Antero Resources.

 

Gross processing volumes from the processing and fractionation Joint Venture averaged 1,622 MMcf/d for the fourth quarter of 2024, a 2% decrease compared to the prior year quarter. Joint Venture processing capacity was 100% utilized during the quarter based on nameplate processing capacity of 1.6 Bcf/d. Gross Joint Venture fractionation volumes averaged 40 MBbl/d, in line with the prior year quarter. Joint Venture fractionation capacity was 100% utilized during the quarter based on nameplate fractionation capacity of 40 MBbl/d.

 

		Three Months Ended December 31,
Average Daily Volumes:		2023				2024				% Change
Low Pressure Gathering (MMcf/d)			3,377				3,276				(3	)%
Compression (MMcf/d)			3,343				3,266				(2	)%
High Pressure Gathering (MMcf/d)			3,047				3,045				*
Fresh Water Delivery (MBbl/d)			94				114				21	%
Gross Joint Venture Processing (MMcf/d)			1,649				1,622				(2	)%
Gross Joint Venture Fractionation (MBbl/d)			40				40				*

 

* Not meaningful or applicable.

 

For the three months ended December 31, 2024, revenues were $287 million, comprised of $225 million from the Gathering and Processing segment and $62 million from the Water Handling segment, net of $18 million of amortization of customer relationships. Water Handling revenues include $25 million from wastewater handling and high rate water transfer services.

 

Direct operating expenses for the Gathering and Processing and Water Handling segments were $26 million and $30 million, respectively, for a total of $56 million. Water Handling operating expenses include $22 million from wastewater handling and high rate water transfer services. General and administrative expenses excluding equity-based compensation were $9 million during the fourth quarter of 2024. Total operating expenses during the fourth quarter of 2024 included $11 million of equity-based compensation expense and $33 million of depreciation expense.

 

Net Income was $111 million, or $0.23 per diluted share, a 10% per share increase compared to the prior year quarter. Net Income adjusted for amortization of customer relationships, impairment of property and equipment, loss on settlement of asset retirement obligations, and gain on asset sale, net of tax effects of reconciling items, or Adjusted Net Income, was $124 million. Adjusted Net Income was $0.26 per diluted share, an 8% per share increase compared to the prior year quarter.

 

The following table reconciles Net Income to Adjusted Net Income (in thousands):

 

		Three Months Ended December 31,
		2023				2024
Net Income		$	100,447				111,189
Amortization of customer relationships			17,668				17,668
Impairment of property and equipment			146				—
Loss on settlement of asset retirement obligations			185				—
Gain on asset sale			(6	)			(183	)
Tax effect of reconciling items(1)			(4,657	)			(4,574	)
Adjusted Net Income		$	113,783				124,100

 

(1)

The statutory tax rate for each of the three months ended December 31, 2023 and 2024 was approximately 26%.

 

 

Adjusted EBITDA was $274 million, an 8% increase compared to the prior year quarter. Interest expense was $50 million, a 4% decrease compared to the prior year quarter, driven primarily by lower outstanding average total debt. Capital expenditures were $24 million, a 47% decrease compared to the fourth quarter of 2023. Free Cash Flow before dividends was $201 million, a 28% increase compared to the prior year quarter. Free Cash Flow after dividends was $93 million, a 91% increase compared to the prior year quarter.

 

The following table reconciles Net Income to Adjusted EBITDA and Free Cash Flow before and after dividends (in thousands):

 

		Three Months Ended December 31,
		2023				2024
Net Income		$	100,447				111,189
Interest expense, net			52,000				49,721
Income tax expense			30,865				44,603
Depreciation expense			34,885				32,795
Amortization of customer relationships			17,668				17,668
Gain on asset sale			(6	)			(183	)
Accretion of asset retirement obligations			44				49
Impairment of property and equipment			146				—
Loss on settlement of asset retirement obligations			185				—
Equity-based compensation			8,431				11,461
Equity in earnings of unconsolidated affiliates			(27,631	)			(27,778	)
Distributions from unconsolidated affiliates			36,935				34,749
Adjusted EBITDA		$	253,969				274,274
Interest expense, net			(52,000	)			(49,721	)
Capital expenditures (accrual-based)			(45,536	)			(24,011	)
Free Cash Flow before dividends		$	156,433				200,542
Dividends declared (accrual-based)			(107,941	)			(107,735	)
Free Cash Flow after dividends		$	48,492				92,807

 

The following table reconciles net cash provided by operating activities to Free Cash Flow before and after dividends (in thousands):

 

		Three Months Ended December 31,
		2023				2024
Net cash provided by operating activities		$	208,321				232,691
Amortization of deferred financing costs			(1,516	)			(1,283	)
Settlement of asset retirement obligations			389				282
Income tax expense			30,865				44,603
Deferred income tax expense			(37,242	)			(44,603	)
Changes in working capital			1,152				(7,137	)
Capital expenditures (accrual-based)			(45,536	)			(24,011	)
Free Cash Flow before dividends		$	156,433				200,542
Dividends declared (accrual-based)			(107,941	)			(107,735	)
Free Cash Flow after dividends		$	48,492				92,807

 

Fourth Quarter 2024 Operating Update

 

During the fourth quarter of 2024, Antero Midstream connected 5 wells to its gathering system and serviced 16 wells with its fresh water delivery system.

 

 

Capital Investments

 

Capital expenditures were $24 million during the fourth quarter of 2024. The Company invested $17 million in gathering and compression, $6 million in water infrastructure, and $1 million in the Stonewall Joint Venture.

 

Conference Call

 

A conference call is scheduled on Thursday, February 13, 2025 at 10:00 am MT to discuss the financial and operational results. A brief Q&A session for security analysts will immediately follow the discussion of the results. To participate in the call, dial in at 877-407-9126 (U.S.), or 201-493-6751 (International) and reference “Antero Midstream.” A telephone replay of the call will be available until Thursday, February 20, 2025 at 10:00 am MT at 877-660-6853 (U.S.) or 201-612-7415 (International) using the conference ID: 13750393. To access the live webcast and view the related earnings conference call presentation, visit Antero Midstream's website at www.anteromidstream.com. The webcast will be archived for replay until Thursday, February 20, 2025 at 10:00 am MT.

 

Presentation

 

An updated presentation will be posted to the Company's website before the conference call. The presentation can be found at www.anteromidstream.com on the homepage. Information on the Company's website does not constitute a portion of, and is not incorporated by reference into this press release.

 

Non-GAAP Financial Measures and Definitions

 

Antero Midstream uses certain non-GAAP financial measures. Antero Midstream defines Adjusted Net Income as Net Income plus amortization of customer relationships, impairment of property and equipment, loss on early extinguishment of debt, and loss (gain) on asset sale, net of tax effect of reconciling items. Antero Midstream uses Adjusted Net Income to assess the operating performance of its assets. Antero Midstream defines Adjusted EBITDA as Net Income plus net interest expense, income tax expense, depreciation expense, amortization of customer relationships, loss (gain) on asset sale, accretion of asset retirement obligations, impairment of property and equipment, loss on early extinguishment of debt, loss on settlement of asset retirement obligations, and equity-based compensation expense, excluding equity in earnings of unconsolidated affiliates, plus distributions from unconsolidated affiliates.

 

Antero Midstream uses Adjusted EBITDA to assess:

 

·

the financial performance of Antero Midstream’s assets, without regard to financing methods, capital structure or historical cost basis;

 

·

its operating performance and return on capital as compared to other publicly traded companies in the midstream energy sector, without regard to financing or capital structure; and

 

·

the viability of acquisitions and other capital expenditure projects.

 

Antero Midstream defines Free Cash Flow before dividends as Adjusted EBITDA less net interest expense and accrual-based capital expenditures. Capital expenditures include additions to gathering systems and facilities, additions to water handling systems, and investments in unconsolidated affiliates. Capital expenditures exclude acquisitions. Free Cash Flow after dividends is defined as Free Cash Flow before dividends less accrual-based dividends declared for the quarter. Antero Midstream uses Free Cash Flow before and after dividends as a performance metric to compare the cash generating performance of Antero Midstream from period to period.

 

Adjusted EBITDA, Adjusted Net Income, and Free Cash Flow before and after dividends are non-GAAP financial measures. The GAAP measure most directly comparable to these measures is Net Income. Such non-GAAP financial measures should not be considered as alternatives to the GAAP measures of Net Income and cash flows provided by (used in) operating activities. The presentations of such measures are not made in accordance with GAAP and have important limitations as analytical tools because they include some, but not all, items that affect Net Income and cash flows provided by operating activities. You should not consider any or all such measures in isolation or as a substitute for analyses of results as reported under GAAP. Antero Midstream’s definitions of such measures may not be comparable to similarly titled measures of other companies.

 

 

The following table reconciles cash paid for capital expenditures and accrued capital expenditures during the period (in thousands):

 

		Three Months Ended December 31,
		2023				2024
Capital expenditures (as reported on a cash basis)		$	53,708				39,840
Change in accrued capital costs			(8,172	)			(15,829	)
Capital expenditures (accrual basis)		$	45,536				24,011

 

Antero Midstream defines net debt as consolidated total debt, excluding unamortized debt premiums and debt issuance costs, less cash and cash equivalents (“Net Debt”). Antero Midstream views Net Debt as an important indicator in evaluating Antero Midstream’s financial leverage. Antero Midstream defines leverage as Net Debt divided by Adjusted EBITDA for the last twelve months. The GAAP measure most directly comparable to Net Debt is total debt, excluding unamortized debt premiums and debt issuance costs.

 

The following table reconciles consolidated total debt to Net Debt as used in this release (in thousands):

 

		December 31,
		2023				2024
Bank credit facility		$	630,100				484,300
7.875% senior notes due 2026			550,000				—
5.75% senior notes due 2027			650,000				650,000
5.75% senior notes due 2028			650,000				650,000
5.375% senior notes due 2029			750,000				750,000
6.625% senior notes due 2032			—				600,000
Consolidated total debt		$	3,230,100				3,134,300
Less: Cash and cash equivalents			66				—
Consolidated net debt		$	3,230,034				3,134,300

 

The following table reconciles Net Income to Adjusted EBITDA and Free Cash Flow for the years ended December 31, 2023 and 2024 as used in this release (in thousands):

 

		Twelve Months Ended December 31,
		2023				2024
Net Income		$	371,786				400,892
Interest expense, net			217,245				207,027
Income tax expense			128,287				147,729
Depreciation expense			136,059				140,000
Amortization of customer relationships			70,672				70,672
Impairment of property and equipment			146				332
Loss on asset sale			6,030				723
Accretion of asset retirement obligations			177				189
Loss on settlement of asset retirement obligations			805				—
Loss on early extinguishment of debt			—				14,091
Equity-based compensation			31,606				44,332
Equity in earnings of unconsolidated affiliates			(105,456	)			(110,573	)
Distributions from unconsolidated affiliates			131,835				135,660
Adjusted EBITDA		$	989,192				1,051,074
Interest expense, net			(217,245	)			(207,027	)
Capital expenditures (accrual-based)			(184,994	)			(161,324	)
Free Cash Flow before dividends		$	586,953				682,723
Dividends declared (accrual-based)			(431,727	)			(432,596	)
Free Cash Flow after dividends		$	155,226				250,127

 

 

The following table reconciles net cash provided by operating activities to Free Cash Flow before and after dividends for the years ended December 31, 2023 and 2024 as used in this release (in thousands):

 

		Twelve Months Ended December 31,
		2023				2024
Net cash provided by operating activities		$	779,063				843,994
Amortization of deferred financing costs			(5,979	)			(6,004	)
Settlement of asset retirement obligations			1,258				795
Income tax expense			128,287				147,729
Deferred income tax expense			(134,664	)			(147,729	)
Changes in working capital			3,982				5,262
Capital expenditures (accrual-based)			(184,994	)			(161,324	)
Free Cash Flow before dividends		$	586,953				682,723
Dividends declared (accrual-based)			(431,727	)			(432,596	)
Free Cash Flow after dividends		$	155,226				250,127

 

Antero Midstream has not included a reconciliation of Adjusted Net Income, Adjusted EBITDA and Free Cash Flow before and after dividends to the nearest GAAP financial measures for 2025 because it cannot do so without unreasonable effort and any attempt to do so would be inherently imprecise. Antero Midstream is able to forecast the following reconciling items between such measures and Net Income (in millions):

 

		Twelve Months Ended December 31, 2025
		Low				High
Depreciation expense		$	130			$	140
Equity based compensation expense			40				45
Amortization of customer relationships			70				75
Distributions from unconsolidated affiliates			135				145

 

Antero Midstream Corporation is a Delaware corporation that owns, operates and develops midstream gathering, compression, processing and fractionation assets located in the Appalachian Basin, as well as integrated water assets that primarily service Antero Resources Corporation’s (NYSE: AR) (“Antero Resources”) properties.

 

This release includes "forward-looking statements.” Such forward-looking statements are subject to a number of risks and uncertainties, many of which are not under Antero Midstream’s control. All statements, except for statements of historical fact, made in this release regarding activities, events or developments Antero Midstream expects, believes or anticipates will or may occur in the future, such as statements regarding our strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management, Antero Resources’ expected production and development plan, natural gas, NGLs and oil prices, Antero Midstream’s ability to realize the anticipated benefits of its investments in unconsolidated affiliates, Antero Midstream’s ability to execute its share repurchase program, Antero Midstream’s ability to execute its business plan and return capital to its stockholders, impacts of geopolitical and world health events, information regarding Antero Midstream’s return of capital policy, information regarding long-term financial and operating outlooks for Antero Midstream and Antero Resources, information regarding Antero Resources’ expected future growth and its ability to meet its drilling and development plan and the participation level of Antero Resources’ drilling partner, the impact on demand for Antero Midstream’s services as a result of incremental production by Antero Resources, and expectations regarding the amount and timing of litigation awards are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All forward-looking statements speak only as of the date of this release. Although Antero Midstream believes that the plans, intentions and expectations reflected in or suggested by the forward-looking statements are reasonable, there is no assurance that these plans, intentions or expectations will be achieved. Therefore, actual outcomes and results could materially differ from what is expressed, implied or forecast in such statements. Except as required by law, Antero Midstream expressly disclaims any obligation to and does not intend to publicly update or revise any forward-looking statements.

 

Antero Midstream cautions you that these forward-looking statements are subject to all of the risks and uncertainties incident to our business, most of which are difficult to predict and many of which are beyond Antero Midstream’s control. These risks include, but are not limited to, commodity price volatility, inflation, supply chain or other disruptions, environmental risks, Antero Resources’ drilling and completion and other operating risks, regulatory changes or changes in law, the uncertainty inherent in projecting Antero Resources’ future rates of production, cash flows and access to capital, the timing of development expenditures, impacts of world health events, cybersecurity risks, the state of markets for and availability of verified quality carbon offsets and the other risks described under the heading "Risk Factors" in Antero Midstream's Annual Report on Form 10-K for the year ended December 31, 2024.

 

For more information, contact Justin Agnew, Vice President – Finance and Investor Relations of Antero Midstream, at (303) 357-7269 or jagnew@anteroresources.com.

 

 

ANTERO MIDSTREAM CORPORATION

Consolidated Balance Sheets

(In thousands, except per share amounts)

 

		December 31,
		2023				2024
Assets
Current assets:
Cash and cash equivalents		$	66				—
Accounts receivable–Antero Resources			88,610				115,180
Accounts receivable–third party			952				832
Other current assets			1,500				2,052
Total current assets			91,128				118,064
Long-term assets:
Property and equipment, net			3,793,523				3,881,621
Investments in unconsolidated affiliates			626,650				603,956
Customer relationships			1,215,431				1,144,759
Other assets, net			10,886				13,348
Total assets		$	5,737,618				5,761,748
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable–Antero Resources		$	4,457				4,114
Accounts payable–third party			10,499				12,308
Accrued liabilities			80,630				83,555
Other current liabilities			831				635
Total current liabilities			96,417				100,612
Long-term liabilities:
Long-term debt			3,213,216				3,116,958
Deferred income tax liability, net			265,879				413,608
Other			10,375				15,399
Total liabilities			3,585,887				3,646,577
Stockholders' equity:
Preferred stock, $0.01 par value: 100,000 authorized as of December 31, 2023 and December 31, 2024
Series A non-voting perpetual preferred stock; 12 designated and 10 issued and outstanding as of December 31, 2023 and December 31, 2024			—				—
Common stock, $0.01 par value; 2,000,000 authorized; 479,713 and 479,422 issued and outstanding as of December 31, 2023 and December 31, 2024, respectively			4,797				4,794
Additional paid-in capital			2,046,487				2,019,830
Retained earnings			100,447				90,547
Total stockholders' equity			2,151,731				2,115,171
Total liabilities and stockholders' equity		$	5,737,618				5,761,748

 

 

ANTERO MIDSTREAM CORPORATION

Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited)

(In thousands, except per share amounts)

 

		Three Months Ended December 31,
		2023				2024
Revenue:
Gathering and compression–Antero Resources		$	216,726				234,630
Water handling–Antero Resources			60,627				70,053
Water handling–third party			485				462
Amortization of customer relationships			(17,668	)			(17,668	)
Total revenue			260,170				287,477
Operating expenses:
Direct operating			50,783				55,925
General and administrative (including $8,431 and $11,461 of equity-based compensation in 2023 and 2024, respectively)			17,926				20,774
Facility idling			526				382
Depreciation			34,885				32,795
Impairment of property and equipment			146				—
Accretion of asset retirement obligations			44				49
Loss on settlement of asset retirement obligations			185				—
Gain on asset sale			(6	)			(183	)
Total operating expenses			104,489				109,742
Operating income			155,681				177,735
Other income (expense):
Interest expense, net			(52,000	)			(49,721	)
Equity in earnings of unconsolidated affiliates			27,631				27,778
Total other expense			(24,369	)			(21,943	)
Income before income taxes			131,312				155,792
Income tax expense			(30,865	)			(44,603	)
Net income and comprehensive income		$	100,447				111,189
Net income per common share–basic		$	0.21				0.23
Net income per common share–diluted		$	0.21				0.23
Weighted average common shares outstanding:
Basic			479,709				480,991
Diluted			483,733				486,133

 

 

ANTERO MIDSTREAM CORPORATION

Selected Operating Data (Unaudited)

 

										Amount of
		Three Months Ended December 31,								Increase				Percentage
		2023				2024				or Decrease				Change
Operating Data:
Gathering—low pressure (MMcf)			310,705				301,418				(9,287	)			(3	)%
Compression (MMcf)			307,511				300,453				(7,058	)			(2	)%
Gathering—high pressure (MMcf)			280,287				280,115				(172	)			*
Fresh water delivery (MBbl)			8,627				10,476				1,849				21	%
Other fluid handling (MBbl)			5,205				4,659				(546	)			(10	)%
Wells serviced by fresh water delivery			15				16				1				7	%
Gathering—low pressure (MMcf/d)			3,377				3,276				(101	)			(3	)%
Compression (MMcf/d)			3,343				3,266				(77	)			(2	)%
Gathering—high pressure (MMcf/d)			3,047				3,045				(2	)			*
Fresh water delivery (MBbl/d)			94				114				20				21	%
Other fluid handling (MBbl/d)			57				51				(6	)			(11	)%
Average Realized Fees(1):
Average gathering—low pressure fee ($/Mcf)		$	0.35				0.36				0.01				3	%
Average compression fee ($/Mcf)		$	0.21				0.21				—				*
Average gathering—high pressure fee ($/Mcf)		$	0.21				0.23				0.02				10	%
Average fresh water delivery fee ($/Bbl)		$	4.22				4.31				0.09				2	%
Joint Venture Operating Data:
Processing—Joint Venture (MMcf)			151,727				149,266				(2,461	)			(2	)%
Fractionation—Joint Venture (MBbl)			3,680				3,680				—				*
Processing—Joint Venture (MMcf/d)			1,649				1,622				(27	)			(2	)%
Fractionation—Joint Venture (MBbl/d)			40				40				—				*

 

* Not meaningful or applicable.

(1)

The average realized fees for the three months ended December 31, 2024 include annual CPI-based adjustments of approximately 1.6%.

 

 

ANTERO MIDSTREAM CORPORATION

Condensed Consolidated Results of Segment Operations (Unaudited)

(In thousands)

 

		Three Months Ended December 31, 2024
		Gathering and				Water								Consolidated
		Processing				Handling				Unallocated				Total
Revenues:
Revenue–Antero Resources		$	234,630				70,053				—				304,683
Revenue–third-party			—				462				—				462
Amortization of customer relationships			(9,272	)			(8,396	)			—				(17,668	)
Total revenues			225,358				62,119				—				287,477
Operating expenses:
Direct operating			26,204				29,721				—				55,925
General and administrative (excluding equity-based compensation)			6,974				1,537				802				9,313
Equity-based compensation			9,194				2,018				249				11,461
Facility idling			—				382				—				382
Depreciation			18,737				14,058				—				32,795
Accretion of asset retirement obligations			—				49				—				49
Gain on asset sale			—				(183	)			—				(183	)
Total operating expenses			61,109				47,582				1,051				109,742
Operating income			164,249				14,537				(1,051	)			177,735
Other income (expense):
Interest expense, net			—				—				(49,721	)			(49,721	)
Equity in earnings of unconsolidated affiliates			27,778				—				—				27,778
Total other income (expense)			27,778				—				(49,721	)			(21,943	)
Income before income taxes			192,027				14,537				(50,772	)			155,792
Income tax expense			—				—				(44,603	)			(44,603	)
Net income and comprehensive income		$	192,027				14,537				(95,375	)			111,189

 

 

ANTERO MIDSTREAM CORPORATION

Consolidated Statements of Cash Flows

(In thousands)

 

		Year Ended December 31,
		2022				2023				2024
Cash flows provided by (used in) operating activities:
Net income		$	326,242				371,786				400,892
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation			131,762				136,059				140,000
Accretion of asset retirement obligations			222				177				189
Impairment of property and equipment			3,702				146				332
Deferred income tax expense			117,494				134,664				147,729
Equity-based compensation			19,654				31,606				44,332
Equity in earnings of unconsolidated affiliates			(94,218	)			(105,456	)			(110,573	)
Distributions from unconsolidated affiliates			120,460				131,835				135,660
Amortization of customer relationships			70,672				70,672				70,672
Amortization of deferred financing costs			5,716				5,979				6,004
Settlement of asset retirement obligations			(5,454	)			(1,258	)			(795	)
Loss on settlement of asset retirement obligations			539				805				—
Loss (gain) on asset sale			(2,251	)			6,030				723
Loss on early extinguishment of debt			—				—				14,091
Changes in assets and liabilities:
Accounts receivable–Antero Resources			(3,354	)			(2,458	)			(26,571	)
Accounts receivable–third party			723				359				748
Income tax receivable			—				940				—
Other current assets			(313	)			(2,041	)			(781	)
Accounts payable–Antero Resources			782				(1,267	)			(54	)
Accounts payable–third party			7,973				(7,766	)			3,722
Accrued liabilities			(747	)			8,251				17,674
Net cash provided by operating activities			699,604				779,063				843,994
Cash flows provided by (used in) investing activities:
Additions to gathering systems, facilities and other			(227,561	)			(130,305	)			(141,832	)
Additions to water handling systems			(71,363	)			(53,428	)			(30,515	)
Additional investments in unconsolidated affiliate			—				(262	)			(2,393	)
Return of investment in unconsolidated affiliate			17,000				—				—
Acquisition of gathering systems and facilities			(216,726	)			(266	)			(69,992	)
Cash received in asset sales			5,726				1,087				1,342
Change in other assets			(98	)			(32	)			(2	)
Change in other liabilities			(804	)			—				659
Net cash used in investing activities			(493,826	)			(183,206	)			(242,733	)
Cash flows provided by (used in) financing activities:
Dividends to common stockholders			(432,825	)			(434,846	)			(437,634	)
Dividends to preferred stockholders			(550	)			(550	)			(550	)
Repurchases of common stock			—				—				(28,690	)
Issuance of Senior Notes			—				—				600,000
Redemption of Senior Notes			—				—				(560,862	)
Payments of deferred financing costs			(302	)			—				(12,793	)
Borrowings on Credit Facility			1,269,300				1,037,700				1,565,000
Repayments on Credit Facility			(1,034,500	)			(1,189,600	)			(1,710,800	)
Employee tax withholding for settlement of equity-based compensation awards			(6,901	)			(8,495	)			(14,998	)
Net cash used in financing activities			(205,778	)			(595,791	)			(601,327	)
Net increase (decrease) in cash and cash equivalents			—				66				(66	)
Cash and cash equivalents, beginning of period			—				—				66
Cash and cash equivalents, end of period		$	—				66				—
Supplemental disclosure of cash flow information:
Cash paid during the period for interest		$	183,079				213,955				189,908
Cash received during the period for income taxes		$	—				9,626				104
Increase (decrease) in accrued capital expenditures and accounts payable for property and equipment		$	(17,003	)			1,288				(13,416	)

 

 

v3.25.0.1

Cover	Feb. 12, 2025
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Feb. 12, 2025
Entity File Number	001-38075
Entity Registrant Name	ANTERO MIDSTREAM CORPORATION
Entity Central Index Key	0001623925
Entity Tax Identification Number	61-1748605
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	1615 Wynkoop Street
Entity Address, City or Town	Denver
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80202
City Area Code	303
Local Phone Number	357-7310
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.01 Per Share
Trading Symbol	AM
Security Exchange Name	NYSE
Entity Emerging Growth Company	false

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