What changed in this filing

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Item 1. Financial Statements

2025-05-08 compared with 2024-11-06 · 102 added, 198 removed, 378 unchanged (44% of the section changed)

Financial Statements

September 30,

(in millions, except share amounts)

22 unchanged sentences

Class A shares ( 116,778,607 shares issued and outstanding as of

September 30, 2024;

March 31, 2025;

104,086,900 shares issued and outstanding

1 unchanged sentence

Class B shares ( 98,704,549 shares issued and outstanding as of

September 30, 2024;

March 31, 2025;

113,927,226 shares issued and outstanding as of

8 unchanged sentences

CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended September 30,

Nine Months Ended September 30,

Three Months Ended March 31,

(in millions, except per share data)

33 unchanged sentences

Balance at March 31, 2025

Equity-based compensation

Distributions - $ 0.6516 per share

Recognition of deferred tax asset

Sale of shares held by Sponsors

Class B unit repurchase

Transaction costs

Balance at June 30, 2024

Equity-based compensation

Distributions - $ 0.6677 per share

Recognition of deferred tax asset

Sale of shares held by Sponsors

Class B unit repurchase

Transaction costs

Balance at September 30, 2024

Balance at December 31, 2023

2 unchanged sentences

Recognition of deferred tax asset

Class B unit repurchase

Transaction costs

Balance at March 31, 2023

Equity-based compensation

Distributions - $ 0.5851 per share

Recognition of deferred tax asset

Sale of shares held by Sponsors

1 unchanged sentence

Transaction costs

Balance at June 30, 2023

Equity-based compensation

Distributions - $ 0.6011 per share

Recognition of deferred tax asset

Sale of shares held by Sponsors

Class B unit repurchase

Transaction costs

Balance at September 30, 2023

Balance at March 31, 2024

See accompanying notes to unaudited consolidated financial statements.

2 unchanged sentences

CONSOLIDATED S TATEMENTS OF CASH FLOWS

Nine Months Ended September 30,

Three Months Ended March 31,

(in millions)

21 unchanged sentences

Cash flows from financing activities

Net proceeds from (repayments of) bank borrowings with maturities of 90

Bank borrowings with maturities of greater than 90 days

Proceeds from issuance of senior notes

Net proceeds from (repayments of) borrowings with maturities of 90

Borrowings with maturities of greater than 90 days:

Deferred financing costs

16 unchanged sentences

Unless the context otherwise requires, references in this report to the “Company,” “we,” “our,” “us” or like terms, refer to Hess Midstream LP and its subsidiaries.

The consolidated financial statements included in this report reflect all normal and recurring adjustments which, in the opinion of management, are necessary for a fair presentation of our consolidated financial position at September 30, 2024 and December 31, 2023, the consolidated results of operations for the three and nine months ended September 30, 2024 and 2023, and the consolidated cash flows for the nine months ended September 30, 2024 and 2023.

The consolidated financial statements included in this report reflect all normal and recurring adjustments which, in the opinion of management, are necessary for a fair presentation of our consolidated financial position at March 31, 2025 and December 31, 2024, the consolidated results of operations for the three months ended March 31, 2025 and 2024, and the consolidated cash flows for the three months ended March 31, 2025 and 2024.

The Company has no items of other comprehensive income (loss);

11 unchanged sentences

Our noncontrolling interest represents the approximate 45.8 % interest in the Partnership retained by Hess Corporation (“Hess”) and GIP II Blue Holding, L.P.

(“GIP” and together with Hess, the “Sponsors”) at September 30, 2024 ( 69.8 % at December 31, 2023).

(“GIP” and together with Hess, the “Sponsors”) at March 31, 2025 ( 52.3 % at December 31, 2024).

See Note 2, Equity Transactions for a description of changes in noncontrolling interest related to the equity transactions.

New Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures.

This ASU adds required disclosures of significant expenses for each reportable segment, as well as certain other disclosures to help users of financial statements understand how the chief operating decision maker evaluates segment expenses and operating results.

The ASU does not change how an entity identifies its operating segments.

The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.

We adopted this ASU on April 1, 2024, and applied the amendments retrospectively to all prior periods presented in our consolidated financial statements (see Note 11, Segments ).

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures.

This ASU requires, among other disclosures, greater disaggregation of information, the use of certain categories in the rate reconciliation, and the disaggregation of income taxes paid by jurisdiction.

The ASU is effective for public business entities for fiscal years beginning after December 15, 2024, with early adoption permitted.

We continue to assess the impact of this ASU on our consolidated financial statements.

The ASU will be effective for the Company for the year ending December 31, 2025.

We do not expect this ASU to have a material impact on our consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of income statement expenses.

This ASU requires disclosure, in the notes to financial statements, of specified information about certain costs and expenses.

The ASU is effective for public business entities for fiscal years beginning after December 15, 2026, and interim periods beginning after December 15, 2027, with early adoption permitted.

We are currently assessing the impact of this new ASU on our consolidated financial statements.

Equity Transactions

Equity Offering Transactions

On May 19, 2023, the Sponsors sold an aggregate of 12,765,000 of our Class A Shares representing limited partner interests (the “Class A Shares”), inclusive of the underwriters’ option to purchase up to 1,665,000 of additional shares, which was fully exercised, in an underwritten public offering at a price to the public of $ 27.00 per Class A Share, less underwriting discounts.

The Sponsors received net proceeds from the offering of approximately $ 333.4 million, after deducting underwriting discounts.

On February 8, 2024, GIP sold an aggregate of 11,500,000 of our Class A Shares representing limited partner interests (the “Class A Shares”), inclusive of the underwriter’s option to purchase up to 1,500,000 of additional shares, which was fully exercised, in an underwritten public offering at a price to the underwriter of $ 32.83 per Class A Share.

GIP received net proceeds from the offering of approximately $ 377.5 million.

On February 12, 2025, GIP sold an aggregate of 11,000,000 of our Class A Shares in an underwritten public offering at a price of $ 39.45 per Class A Share, less underwriting discounts.

GIP also granted the underwriter an option to purchase up to an additional 1,650,000 Class A Shares at the same price per Class A Share, which was exercised in full on February 19, 2025.

GIP received net proceeds from the offering of approximately $ 494.7 million, after deducting underwriting discounts.

PART I – FINANCIAL INFORMATION (CONT’D)

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

On August 17, 2023, GIP sold an aggregate of 10,000,000 of our Class A Shares in an underwritten public offering at a price of $ 28.80 per Class A Share, less underwriting discounts.

GIP also granted the underwriter an option to purchase up to an additional 1,500,000 Class A Shares at the same price per Class A Share, less underwriting discounts, which was exercised in full on August 22, 2023.

GIP received net proceeds from the offering of approximately $ 328.8 million, after deducting underwriting discounts.

On February 8, 2024, GIP sold an aggregate of 11,500,000 of our Class A shares, inclusive of the underwriter’s option to purchase up to 1,500,000 of additional shares, which was fully exercised, in an underwritten public offering at a price to the underwriter of $ 32.83 per Class A Share.

GIP received net proceeds from the offering of approximately $ 377.5 million.

On May 31, 2024, GIP sold an aggregate of 10,000,000 of our Class A shares in an underwritten public offering at a price to the underwriter of $ 34.025 per Class A Share.

GIP also granted the underwriter an option to purchase up to an additional 1,500,000 Class A shares at the same price per Class A share, which was exercised in full on June 3, 2024.

GIP received net proceeds from the offering of approximately $ 391.3 million.

On September 20, 2024, GIP sold an aggregate of 12,650,000 of our Class A shares, inclusive of the underwriter’s option to purchase up to 1,650,000 of additional shares, which was fully exercised, in an underwritten public offering at a price to the underwriter of $ 35.12 per Class A Share.

GIP received net proceeds from the offering of approximately $ 444.3 million.

The Company did no t receive any proceeds in the equity offering transactions.

3 unchanged sentences

The Company retained control in the Partnership based on the delegation of control provisions, as described in Note 1, Basis of Presentation .

As a result of the equity offering transactions described above, we recognized adjustments decreasing the carrying amount of the Class A shareholders’ capital balance by $ 8.6 million during the nine months ended September 30, 2024 and increasing the carrying amount of noncontrolling interest by an equal amount to reflect the change in ownership interest.

During the nine months ended September 30, 2023 we recognized adjustments increasing the carrying amount of the Class A shareholders’ capital balance by $ 17.8 million and decreasing the carrying amount of noncontrolling interest by an equal amount.

As a result of the equity offering transactions described above, we recognized adjustments decreasing the carrying amount of the Class A shareholders’ capital balance by $ 16.9 million during the three months ended March 31, 2025 and increasing the carrying amount of noncontrolling interest by an equal amount to reflect the change in ownership interest.

During the three months ended March 31, 2024, we recognized adjustments increasing the carrying amount of the Class A shareholders’ capital balance by $ 5.2 million and decreasing the carrying amount of noncontrolling interest by an equal amount.

Class B Unit Repurchases

2 unchanged sentences

The purchase price per Class B Unit was $ 35.50 , the closing price of the Class A Shares on March 11, 2024.

On June 26, 2023, the Company, the Partnership and our Sponsors entered into a unit repurchase agreement pursuant to which the Partnership agreed to purchase from the Sponsors 3,350,084 Class B Units for an aggregate purchase price of approximately $ 100.0 million.

The repurchase transaction was consummated on June 29, 2023.

The purchase price per Class B Unit was $ 29.85 , the closing price of the Class A Shares on June 26, 2023.

On September 19, 2023, the Company, the Partnership and our Sponsors entered into a unit repurchase agreement pursuant to which the Partnership agreed to purchase from the Sponsors 3,301,420 Class B Units for an aggregate purchase price of approximately $ 100.0 million.

The repurchase transaction was consummated on September 22, 2023.

The purchase price per Class B Unit was $ 30.29 , the closing price of the Class A Shares on September 19, 2023.

On March 11, 2024, the Company, the Partnership and our Sponsors entered into a unit repurchase agreement pursuant to which the Partnership agreed to purchase from the Sponsors 2,816,901 Class B Units for an aggregate purchase price of approximately $ 100.0 million.

The repurchase transaction was consummated on March 14, 2024.

The purchase price per Class B Unit was $ 35.50 , the closing price of the Class A Shares on March 11, 2024.

On June 24, 2024, the Company, the Partnership and our Sponsors entered into a unit repurchase agreement pursuant to which the Partnership agreed to purchase from the Sponsors 2,724,052 Class B Units for an aggregate purchase price of approximately $ 100.0 million.

The repurchase transaction was consummated on June 26, 2024.

The purchase price per Class B Unit was $ 36.71 , the closing price of the Class A Shares on June 24, 2024.

PART I – FINANCIAL INFORMATION (CONT’D)

HESS MIDSTREAM LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

On September 9, 2024, the Company, the Partnership and our Sponsors entered into a unit repurchase agreement pursuant to which the Partnership agreed to purchase from the Sponsors 2,823,262 Class B Units for an aggregate purchase price of approximately $ 100.0 million.

The repurchase transaction was consummated on September 11, 2024.

The purchase price per Class B Unit was $ 35.42 , the closing price of the Class A Shares on September 9, 2024.

The repurchase transactions described above were funded using borrowings under the Partnership’s existing revolving credit facility and cash on hand (see Note 6, Debt and Interest Expense ).

On January 13, 2025, the Company, the Partnership and our Sponsors entered into a unit repurchase agreement pursuant to which the Partnership agreed to purchase from the Sponsors 2,572,677 Class B Units for an aggregate purchase price of approximately $ 100.0 million.

The repurchase transaction was consummated on January 15, 2025.

The purchase price per Class B Unit was $ 38.87 , the closing price of the Class A Shares on January 13, 2025.

The repurchase transactions described above were funded using borrowings under the Partnership’s existing revolving credit facility (see Note 6, Debt and Interest Expense ).

Pursuant to the terms of the repurchase agreements described above, immediately following each purchase of the Class B Units from the Sponsors, the Partnership cancelled the repurchased units, and the Company cancelled, for no consideration, an equal number of its Class B Shares.

2 unchanged sentences

Distributions to noncontrolling interest holders related to the 2024 repurchase transactions exceeded the noncontrolling interest’s carrying value resulting in a deficit balance as shown in the accompanying consolidated statement of changes in partners’ capital (deficit).

We incurred approximately $ 2.4 million of costs directly attributable to the repurchase transactions that were charged to equity (nine months ended September 30, 2023:

We incurred approximately $ 0.8 million of costs directly attributable to the repurchase transactions that were charged to equity (three months ended March 31, 2024:

$ 0.7 million).

As a result of the equity offering and the unit repurchase transactions described above, we also recognized an additional deferred tax asset of $ 329.8 million (nine months ended September 30, 2023:

$ 177.7 million) related to the change in the temporary difference between the carryi ng amount and the tax basis of our investment in the Partnership.

As a result of the equity offering and the unit repurchase transactions described above, we also recognized an additional deferred tax asset of $ 137.8 million (three months ended March 31, 2024:

$ 100.4 million) related to the change in the temporary difference between the carrying amount and the tax basis of our investment in the Partnership.

The effect of recognizing the additional deferred tax asset was included in Class A shareholders’ equity balance in the accompanying consolidated statement of changes in partners’ capital (deficit) due to the transactions being characterized as transactions among or with shareholders.

See Note 12, Subsequent Events for description of the May 2025 Class A Share and Class B Unit repurchase transactions.

Related Party Transactions

2 unchanged sentences

We have long-term fee-based commercial agreements with certain subsidiaries of Hess to provide i) gas gathering, ii) crude oil gathering, iii) gas processing and fractionation, iv) storage services, v) terminaling and export services, and (vi) water handling services.

PART I – FINANCIAL INFORMATION (CONT’D)

HESS MIDSTREAM LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

For the services performed under these commercial agreements, we receive a fee per barrel of crude oil, barrel of water, Mcf of natural gas, or Mcf equivalent of NGLs, as applicable, delivered during each month, and Hess is obligated to provide us with minimum volumes of crude oil, water, natural gas and NGLs.

6 unchanged sentences

Each of our commercial agreements other than our storage services agreement includes an inflation escalator capped at 3 % in any calendar year and a fee recalculation mechanism that allows fees to be adjusted annually during the Initial Term for updated estimates of cumulative throughput volumes and our capital and operating expenditures in order to target a return on capital deployed over the Initial Term of the applicable commercial agreement (or, with respect to the crude oil services fee under our terminal and export services agreement, the 20 -year period commencing on the effective date of the agreement).

PART I – FINANCIAL INFORMATION (CONT’D)

HESS MIDSTREAM LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

For certain crude oil gathering, terminaling, storage, gas processing and gas gathering commercial agreements with Hess, we exercised our renewal options to extend each of these commercial agreements for one additional 10 -year term (“Secondary Term”) effective January 1, 2024 through December 31, 2033.

4 unchanged sentences

The initial fee for the first year of the Secondary Term is determined based on the average fees paid by Hess under the applicable agreement during the last three years of the Initial Term (with such fees adjusted for inflation through the first year of the Secondary Term).

For each year following the first year of the Secondary Term, the applicable fee will be adjusted annually based on the percentage change in the consumer price index, provided that we may not increase any fee by more than 3 % in any calendar year solely by reason of an increase in the consumer price index, and no fee will ever be reduced below the amount of the applicable fee payable by Hess in the prior year as a result of a decrease in the consumer price index.

For each year following the first year of the Secondary Term, the applicable fee is adjusted annually based on the percentage change in the consumer price index, provided that we may not increase any fee by more than 3 % in any calendar year solely by reason of an increase in the consumer price index, and no fee may ever be reduced below the amount of the applicable fee payable by Hess in the prior year as a result of a decrease in the consumer price index.

During the Secondary Term, MVCs continue to be set at 80 % of Hess’ nominated volumes in each development plan set three years in advance.

1 unchanged sentence

The shortfall amounts received under MVCs during the Secondary Term (except for the crude oil terminaling and water handling services) are recorded as deferred revenue and recognized as revenue as the credits are utilized or expire .

At September 30, 2024, deferred revenue included in Accrued liabilities in the accompanying consolidated balance sheet was $ 1.3 million (December 31, 2023 :

Revenues attributable to our fee‑based commercial agreements with Hess, including revenues from third‑party volumes contracted with Hess and delivered to us under these agreements, for the three and nine months ended September 30, 2024 were 98 % for both periods, compared with approximately 100 % of revenues for the three and nine months ended September 30, 2023.

In 2023, we began providing our services directly to third-party customers.

At March 31, 2025, deferred revenue included in Accrued liabilities in the accompanying consolidated balance sheet was $ 1.8 million (December 31, 2024:

$ 2.6 million ).

Revenues attributable to our fee‑based commercial agreements with Hess, including revenues from third‑party volumes contracted with Hess and delivered to us under these agreements, for the three months ended March 31, 2025 and 2024 were 98 % for both periods.

In 2023, we began providing fee-based services directly to third-party customers.

Together with Hess, we are pursuing strategic relationships with third‑party producers and other midstream companies with operations in the Bakken in order to maximize our utilization rates.

PART I – FINANCIAL INFORMATION (CONT’D)

HESS MIDSTREAM LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Revenues from contracts with customers, including affiliate services and third-party services, on a disaggregated basis are as follows:

Three Months Ended September 30,

Nine Months Ended September 30,

Three Months Ended March 31,

(in millions)

8 unchanged sentences

Total revenues

PART I – FINANCIAL INFORMATION (CONT’D)

HESS MIDSTREAM LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following table presents third-party pass-through costs for which we recognize revenues in an amount equal to the costs.

These pass-through revenues are included in Affiliate services and the related pass-through costs are included in Operating and maintenance expenses in the accompanying unaudited consolidated statements of operations.

Three Months Ended September 30,

Nine Months Ended September 30,

Three Months Ended March 31,

(in millions)

1 unchanged sentence

Produced water trucking and disposal costs

Rail transportation costs

Omnibus and Employee Secondment Agreements

Under our omnibus and employee secondment agreements, Hess provides substantial operational and administrative services to us in support of our assets and operations.

For the three and nine months ended September 30, 2024 and 2023 , we had the following charges from Hess.

For the three months ended March 31, 2025 and 2024 , we had the following charges from Hess included in the operating and maintenance expenses and general and administrative expenses in the accompanying consolidated statement of operations.

The classification of these charges between operating and maintenance expenses and general and administrative expenses is based on the fundamental nature of the services being performed for our operations.

Three Months Ended September 30,

Nine Months Ended September 30,

Three Months Ended March 31,

(in millions)

1 unchanged sentence

General and administrative expenses

PART I – FINANCIAL INFORMATION (CONT’D)

HESS MIDSTREAM LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

LM4 Agreements

2 unchanged sentences

In addition, we share profits and losses and receive distributions from LM4 under the LM4 amended and restated limited liability company agreement based on our ownership interest.

For the three and nine months ended September 30, 2024 and 2023, we had the following activity related to our agreements with LM4:

Three Months Ended September 30,

Nine Months Ended September 30,

For the three months ended March 31, 2025 and 2024, we had the following activity related to our agreements with LM4:

Three Months Ended March 31,

(in millions)

2 unchanged sentences

Distributions received from equity investments

PART I – FINANCIAL INFORMATION (CONT’D)

HESS MIDSTREAM LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Property, Plant and Equipment

1 unchanged sentence

Estimated useful lives

September 30, 2024

March 31, 2025

December 31, 2024

19 unchanged sentences

Accrued liabilities are as follows:

September 30, 2024

March 31, 2025

December 31, 2024

8 unchanged sentences

Fixed‑Rate Senior Notes

On May 16, 2024 the Partnership issued $ 600.0 million aggregate principal amount of 6.500 % fixed‑rate se nior unsecured notes due 2029 to qualified institutional investors.

Interest is payable semi‑annually on June 1 and December 1, commencing December 1, 2024.

The Partnership used the proceeds to reduce indebtedness outstanding under the Partnership’s revolving credit facility, with the remaining net proceeds for general corporate purposes.

As of September 30, 2024, the Partnership had:

On February 12, 2025, the Partnership issued $ 800.0 million aggregate principal amount of 5.875 % fixed‑rate senior unsecured notes due 2028 to qualified institutional investors.

Interest is payable semi‑annually on March 1 and September 1 , commencing September 1, 2025.

The Partnership used the net proceeds from the issuance of the new notes, along with borrowings under its revolving credit facility, to redeem its outstanding $ 800.0 million aggregate principal amount of 5.625 % fixed‑rate senior unsecured notes due 2026 (the “2026 Notes”).

The Partnership redeemed the 2026 Notes on March 5, 2025, and recognized an extinguishment loss of approximately $ 2.0 million included in Interest expense, net in the accompanying unaudited consolidated statements of operations.

As of March 31, 2025, the Partnership had:

• $ 400.0 million aggregate principal amount of 5.500 % fixed‑rate senior unsecured notes due 2030 that were issued to qualified institutional investors.

7 unchanged sentences

• $ 800.0 million aggregate principal amount of 5.875 % fixed‑rate senior unsecured notes due 2028 that were issued to qualified institutional investors.

Interest is payable semi‑annually on February 15 and August 15.

Interest is payable semi‑annually on March 1 and September 1 .

The notes described above are guaranteed by certain subsidiaries of the Partnership.

2 unchanged sentences

(iii) incur additional debt;

or (iv) make restricted investments, unless, at the time of and immediately after giving pro forma effect to such restricted payments and any related incurrence of indebtedness or other transactions, no default has occurred and is continuing or would occur as a consequence of such restricted payment and if the leverage ratio does not exceed 4.25 to 1.00.

As of September 30, 2024, we were in compliance with all debt covenants under the indentures.

As of March 31, 2025, we were in compliance with all debt covenants under the indentures.

In addition, the covenants included in the indentures governing the senior unsecured notes contain provisions that allow the Company to satisfy the Partnership’s reporting obligations under the indenture, as long as any such financial information of the Company contains information reasonably sufficient to identify the material differences, if any, between the financial information of the Company, on the one hand, and the Partnership and its subsidiaries on a stand-alone basis, on the other hand and the Company does not directly own capital stock of any person other than the Partnership and its subsidiaries, or material business operations that would not be consolidated with the financial results of the Partnership and its subsidiaries.

1 unchanged sentence

Other than the interest in the Partnership and the effect of federal and state income taxes that are recognized at the Company level, there are no material differences between the consolidated financial statements of the Partnership and the consolidated financial statements of the Company.

PART I – FINANCIAL INFORMATION (CONT’D)

HESS MIDSTREAM LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Credit Facilities

As of September 30, 2024 , the Partnership had $ 1.4 billion senior secured credit facilities (the “Credit Facilities”) consisting of a $ 1.0 billion 5 -year revolving credit facility and a $ 400.0 million 5 ‑year Term Loan A facility.

As of March 31, 2025 , the Partnership had $ 1.4 billion senior secured credit facilities (the “Credit Facilities”) consisting of a $ 1.0 billion 5 -year revolving credit facility and a $ 400.0 million 5 ‑year Term Loan A facility.

The Credit Facilities mature in July 2027 .

3 unchanged sentences

If the Partnership obtains an investment grade credit rating, the pricing levels will be based on the Partnership’s credit ratings in effect from time to time.

As of September 30, 2024, borrowings of $ 30.0 million were drawn and outstanding under the Partnership’s revolving credit facility, and borrowings of $ 390.0 million, excluding deferred issuance costs, were drawn and outstanding under the Partnership’s Term Loan A facility.

As of March 31, 2025, borrowings of $ 128.0 million were drawn and outstanding under the Partnership’s revolving credit facility, and borrowings of $ 380.0 million, excluding deferred issuance costs, were drawn and outstanding under the Partnership’s Term Loan A facility.

The Credit Facilities can be used for borrowings and letters of credit for general corporate purposes.

The Credit Facilities are guaranteed by each direct and indirect wholly owned material domestic subsidiary of the Partnership, and are secured by

PART I – FINANCIAL INFORMATION (CONT’D)

HESS MIDSTREAM LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

first priority perfected liens on substantially all of the presently owned and after-acquired assets of the Partnership and its direct and indirect wholly owned material domestic subsidiaries, including equity interests directly owned by such entities, subject to certain customary exclusions.

The Credit Facilities are guaranteed by each direct and indirect wholly owned material domestic subsidiary of the Partnership, and are secured by first priority perfected liens on substantially all of the presently owned and after-acquired assets of the Partnership and its direct and indirect wholly owned material domestic subsidiaries, including equity interests directly owned by such entities, subject to certain customary exclusions.

The Credit Facilities contain representations and warranties, affirmative and negative covenants and events of default that the Partnership considers to be customary for an agreement of this type, including a covenant that requires the Partnership to maintain a ratio of total debt to EBITDA (as defined in the Credit Facilities) for the prior four fiscal quarters of not greater than 5.00 to 1.00 as of the last day of each fiscal quarter ( 5.50 to 1.00 during the specified period following certain acquisitions) and, prior to the Partnership obtaining an investment grade credit rating, a ratio of secured debt to EBITDA for the prior four fiscal quarters of not greater than 4.00 to 1.00 as of the last day of each fiscal quarter.

As of September 30, 2024, the Partnership was in compliance with these financial covenants.

As of March 31, 2025, the Partnership was in compliance with these financial covenants.

Fair Value Measurement

At September 30, 2024, our total debt had a carrying value of $ 3,489.8 million and had a fair value of approximately $ 3,497.3 million, based on Level 2 inputs in the fair value measurement hierarchy.

The carrying value of the amounts under the Term Loan A facility and revolving credit facility at September 30, 2024 , approximated their fair value.

At March 31, 2025, our total debt had a carrying value of $ 3,571.8 million and had a fair value of approximately $ 3,565.5 million, based on Level 2 inputs in the fair value measurement hierarchy.

The carrying value of the amounts under the Term Loan A facility and revolving credit facility at March 31, 2025 , approximated their fair value.

Any changes in interest rates do not impact cash outflows associated with fixed rate interest payments or settlement of debt principal, unless a debt instrument is repurchased prior to maturity.

15 unchanged sentences

First Quarter 2025 (1)

Second Quarter 2024

August 8, 2024

August 14, 2024

Third Quarter 2024 (1)

November 7, 2024

November 14, 2024

May‍ 14, 2025

(1) For more information, see Note 12, Subsequent Events.

PART I – FINANCIAL INFORMATION (CONT’D)

HESS MIDSTREAM LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Earnings per Share

4 unchanged sentences

Diluted earnings per Class A Share are calculated using the “treasury stock method” or “if-converted method,” whichever is more dilutive.

Three Months Ended September 30,

Nine Months Ended September 30,

Three Months Ended March 31,

(in millions, except per share amounts)

4 unchanged sentences

Weighted average Class A shares outstanding:

PART I – FINANCIAL INFORMATION (CONT’D)

HESS MIDSTREAM LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

For the three and nine months ended September 30, 2024 the weighted average number of Class A Shares outstanding included 30,413 and 29,566 d ilutive restricted shares, respectively, compared with 34,752 and 38,319 dilutive restricted shares for the three and nine months ended September 30, 2023 , respectively.

For the three months ended March 31, 2025 and 2024 the weighted average number of Class A Shares outstanding included 33,791 and 40,427 d ilutive restricted shares, respectively.

Concentration of Credit Risk

As of September 30, 2024 and December 31, 2023, Hess and its affiliates represented 97 % and 98 % , respectively, of accounts receivable from contracts with customers.

Total revenues attributable to Hess for the three and nine months ended September 30, 2024 were 98 % for both periods, compared with approximately 100 % of revenues for the three and nine months ended September 30, 2023 .

As of both March 31, 2025 and December 31, 2024, Hess and its affiliates represented 97 % of accounts receivable from contracts with customers.

Total revenues attributable to Hess for the three months ended March 31, 2025 and 2024 were 98 % for both periods.

Commitments and Contingencies

4 unchanged sentences

Remediation infrastructure was put in place and remediation and monitoring is ongoing.

As of September 30, 2024 our reserves for all estimated remediation liabilities, inclusive of the produced water release above, in Accrued liabilities and Other noncurrent li abilities were $ 2.2 million and $ 2.7 million, respectively, compared with $ 1.7 million and $ 5.3 million, respectively, as of December 31, 2023.

As of March 31, 2025 our reserves for all estimated remediation liabilities, inclusive of the produced water release above, in Accrued liabilities and Other noncurrent li abilities were $ 1.4 million and $ 1.8 millio n, respectively, compared with $ 1.9 million and $ 1.4 million, respectively, as of December 31, 2024.

Legal Proceedings

3 unchanged sentences

If a range of amounts can be reasonably estimated and no amount within the range is a better estimate than any other amount, then the minimum of the range is accrued.

On or about March 14, 2023, the Company received a Notice of Violation (the “Notice”) from the North Dakota Department of Environmental Quality (“DEQ”) in connection with the produced water release described under Environmental Contingencies above.

The Notice alerts the Company that it may have violated the State’s water pollution control laws, but neither imposes nor waives any enforcement action.

On January 11, 2024, the DEQ proposed an Administrative Consent Agreement (“ACA”) that included an administrative penalty of $ 0.4 million and further line monitoring practices with respect to certain water gathering pipelines.

The Company is evaluating the proposed ACA and is engaging in further discussions with the DEQ.

Based on currently available information, we believe it is remote that the outcome of known matters, including the produced water release described above, would have a material adverse impact on our financial condition, results of operations or cash flows.

Accordingly, as of September 30, 2024 and December 31, 2023 , we did no t have material accrued liabilities for legal contingencies.

Based on currently available information, we believe it is remote that the outcome of known matters would have a material adverse impact on our financial condition, results of operations or cash flows.

Accordingly, as of March 31, 2025 and December 31, 2024 , we did no t have material accrued liabilities for legal contingencies.

PART I – FINANCIAL INFORMATION (CONT’D)

HESS MIDSTREAM LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Our operations are located in the United States and are organized into three reportable segments:

(1) gathering, (2) processing and storage and (3) terminaling and export.

Our reportable segments comprise the structure used by our Chief Executive Officer and Chief Financial Officer, who, collectively, have been determined to be our Chief Operating Decision Maker (“CODM”) to make key operating decisions and assess performance.

Our reportable segments comprise the structure used by our Chief Executive Officer and Chief Financial Office r, who, collectively, have been determined to be our Chief Operating Decision Maker (“CODM”) to make key operating decisions and assess performance.

These segments are strategic business units with differing products and services.

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The CODM considers budget-to-current forecast and prior forecast-to-current forecast variances for Adjusted EBITDA on a monthly basis for evaluating performance of each segment and making decisions about allocating capital and other resources to each segment.

PART I – FINANCIAL INFORMATION (CONT’D)

HESS MIDSTREAM LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following tables reflect certain financial data for each reportable segment:

4 unchanged sentences

(in millions)

For the Three Months Ended September 30, 2024

For the Three Months Ended March 31, 2025

Revenues and other income

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(in millions)

For the Three Months Ended September 30, 2023

For the Three Months Ended March 31, 2024

Revenues and other income

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Processing and Storage

Terminaling and Export

Total Reportable Segments

Interest and Other

(in millions)

For the Nine Months Ended September 30, 2024

Revenues and other income

Operating and maintenance expenses

(exclusive of depreciation shown

separately below)

Depreciation expense

General and administrative expenses

Income from equity investments

Interest expense, net

Income tax expense

Adjusted EBITDA

Capital expenditures

Processing and Storage

Terminaling and Export

Total Reportable Segments

Interest and Other

(in millions)

For the Nine Months Ended September 30, 2023

Revenues and other income

Operating and maintenance expenses

(exclusive of depreciation shown

separately below)

Depreciation expense

General and administrative expenses

Income from equity investments

Interest expense, net

Income tax expense

Adjusted EBITDA

Capital expenditures

The following table presents a reconciliation of reportable segment Adjusted EBITDA to income before income tax expense:

Three Months Ended September 30,

Nine Months Ended September 30,

Three Months Ended March 31,

(in millions)

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Income before income tax expense

PART I – FINANCIAL INFORMATION (CONT’D)

HESS MIDSTREAM LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Total assets for the reportable segments are as follows:

September 30, 2024

March 31, 2025

December 31, 2024

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Total consolidated assets

(1) Includes investment in equity investees o f $ 88.5 million as of September 30, 2024 an d $ 90.2 million as of December 31, 2023 .

(1) Includes investment in equity investees o f $ 85.5 million as of March 31, 2025 an d $ 87.0 million as of December 31, 2024 .

Subsequent Events

On October 28, 2024 , the board of directors of our general partner declared a quarterly cash distribution of $ 0.6846 per Class A Share for the quarter ended September 30, 2024.

The distribution represents an increase of $ 0.0169 per Class A Share for the third quarter of 2024 as compared with the second quarter of 2024.

The distribution will be payable on November 14, 2024 , to shareholders of record as of the close of business on November 7, 2024 .

On April 28, 2025 , the board of directors of our general partner declared a quarterly cash distribution of $ 0.7098 per Class A Share for the quarter ended March 31, 2025.

The distribution represents an increase of $ 0.0086 per Class A Share for the first quarter of 2025 as compared with the fourth quarter of 2025.

The distribution will be payable on May‍ 14, 2025 , to shareholders of record as of the close of business on May 8, 2025 .

Simultaneously, the Partnership will make a distribution of $ 0.7098 per Class B Unit of the Partnership to the Sponsors.

On May 5, 2025, the Company, the Partnership and our Sponsors entered into a unit repurchase agreement pursuant to which the Partnership agreed to purchase from the Sponsors 5,151,842 Class B Units for an aggregate purchase price of approximately $ 190.0 million.

The repurchase transaction is expected to be completed on May 9, 2025.

The purchase price per Class B Unit is $ 36.88 , the closing price of the Class A Shares on May 5, 2025.

The unit repurchase transaction is expected to be funded using borrowings under the Partnership’s existing revolving credit facility (see Note 6, Debt and Interest Expense ).

On May 5, 2025, we entered into an accelerated share repurchase (“ASR”) agreement with a financial institution to repurchase $ 10.0 million of our publicly traded Class A Shares.

Under the terms of the ASR, we agreed to make an upfront payment of $ 10.0 million in cash to the financial institution and will receive an initial share delivery of 189,804 Class A Shares, representing approximately 70 % of the expected Class A Share repurchases under the ASR agreement, based on the closing price of the Class A Shares of $ 36.88 on May 5, 2025.

Final share delivery is expected in May 2025 and will be based generally on the average of the daily volume-weighted average prices of Class A Shares during the term of the transaction, subject to adjustments pursuant to the terms and conditions of the ASR agreement.

The repurchase of Class A Shares in the ASR is expected to be funded using borrowings under the Partnership’s existing revolving credit facility (see Note 6, Debt and Interest Expense ).

PART I – FINANCIAL INFORMATION (CONT’D)

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements