OTHER INFORMATION
+Added: Trading Arrangements
+Added: During the three months ended June 30, 2023, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
Disclosure Pursuant to Section 13(r) of the Securities Exchange Act of 1934
Pursuant to Section 13(r) of the Exchange Act, we may be required to disclose in our annual and quarterly reports to the SEC whether we or any of our “affiliates” knowingly engaged in certain activities, transactions or dealings relating to Iran or with certain individuals or entities targeted by US economic sanctions.
−Removed: Disclosure is generally required even where the
−Removed: activities, transactions or dealings were conducted in compliance with applicable law.
+Added: Disclosure is generally required even where the activities, transactions or dealings were conducted in compliance with applicable law.
Because the SEC defines the term “affiliate” broadly, it includes any entity under common “control” with us (and the term “control” is also construed broadly by the SEC).
1 unchanged sentence
(“BX”), affiliates of which:
−Removed: (i) beneficially own more than 10% of our outstanding common stock and are members of our board of directors, and (ii) hold a minority non-controlling interest in Atlantia S.p.A.
−Removed: Atlantia S.p.A.
+Added: (i) beneficially own more than 10% of our outstanding common stock and are members of our board of directors, and (ii) hold a minority non-controlling interest in Mundys S.p.A (formerly Atlantia S.p.A).
+Added: Mundys S.p.A.
may therefore be deemed to be under common “control” with us;
however, this statement is not meant to be an admission that common control exists.
−Removed: The disclosure below relates solely to activities conducted by Atlantia S.p.A.
+Added: The disclosure below relates solely to activities conducted by Mundys S.p.A.
The disclosure does not relate to any activities conducted by us or by BX and does not involve our or BX’s management.
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Neither we nor BX is representing as to the accuracy or completeness of the disclosure nor do we or BX undertake any obligation to correct or update it.
−Removed: We understand that BX disclosed the following in their most recent annual report on Form 10-K, and as of May 4, 2023, the company is unaware of any changes to the relationship status between BX and Atlantia S.p.A, therefore, the Company included BX’s disclosure of certain activities, transactions or dealings between BX and Iran.
+Added: We understand that BX disclosed the following in their most recent quarterly report on Form 10-Q, and as of August 8, 2023, the Company is unaware of any changes to the relationship status between BX and Mundys S.p.A, therefore, the Company included BX’s disclosure of certain activities, transactions or dealings between BX and Iran.
Disclosure pursuant to Section 13(r) of the Securities Exchange Act of 1934.
−Removed: Funds affiliated with BX first invested in Atlantia S.p.A.
+Added: Funds affiliated with Blackstone first invested in Mundys S.p.A.
on November 18, 2022 in connection with the voluntary public tender offer by Schema Alfa S.p.A.
−Removed: for all of the shares of Atlantia S.p.A., pursuant to which such funds obtained a minority non-controlling interest in Atlantia S.p.A.
−Removed: Atlantia S.p.A.
+Added: for all of the shares of Mundys S.p.A., pursuant to which such funds obtained a minority non-controlling interest in Mundys S.p.A.
+Added: Mundys S.p.A.
owns and controls Aeroporti di Roma S.p.A.
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ADR, as airport operator, is under a mandatory obligation to provide airport services to all air carriers (including Iran Air) authorized by the applicable Italian authority.
−Removed: The relevant turnover attributable to these activities (whose consideration is calculated on the basis of general tariffs determined by such independent Italian authority) in the quarter ended March 31, 2023 was less than €30,000.
−Removed: Atlantia S.p.A.
+Added: The relevant turnover attributable to these activities (whose consideration is calculated on the basis of general tariffs determined by such independent Italian authority) in the quarter ended June 30, 2023 was less than €50,000.
+Added: Mundys S.p.A.
does not track profits specifically attributable to these activities.
4 unchanged sentences
(incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on February 22, 2022).
+Added: 3.3 – Certificate of Amendment to the Third Amended and Restated Certificate of Incorporation of Kinetik Holdings Inc.
+Added: (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on June 2, 2023).
4.1 – Amended and Restated Stockholders Agreement, dated October 21, 2021, by and among APA Corporation, Apache Midstream LLC, Altus Midstream Company, New BCP Raptor Holdco, LLC, Raptor Aggregator, LP, BX Permian Pipeline Aggregator, LP, Buzzard Midstream LLC, and BCP Raptor Holdco, LP.
2 unchanged sentences
(incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on February 22, 2022).
−Removed: 4.3 – Indenture, dated June 8, 2022, by and among Kinetik Holdings Inc., Kinetik Holdings LP, and U.S.
+Added: 4.3 – Indenture, dated June 8, 2022, by and among Kinetik Holdings Inc., as parent, Kinetik Holdings LP, as issuer, and U.S.
Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on June 14, 2022) .
−Removed: 4.4 – Form of 5.875% Sustainability-Linked Senior Notes (included in Exhibit 4.3) (incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on June 14, 2022) .
+Added: 4.4 – Form of 5.875% Senior Notes Due 20 30 (included in Exhibit 4.3) (incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on June 14, 2022) .
10.1 – Third Amended and Restated Agreement of Limited Partnership of Altus Midstream LP, dated as of October 22, 2021 (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on February 22, 2022).
−Removed: 10.2* – KNTK - 2019 Omnibus Compensation Plan - Form RSU Agreement (2023 Form )
−Removed: 10.3* – KNTK - 2019 Omnibus Compensation Plan - Form RSU Agreement (Director Form)
31.1* – Certification of the Principal Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a)
2 unchanged sentences
32.2** – Certification of the Principal Financial Officer required by Rule 13a-14(a) or Rule 15d-14(b) and 18 U.S.C.
−Removed: 101* – The following financial statements from the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, formatted in Inline XBRL:
+Added: 101* – The following financial statements from the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023, formatted in Inline XBRL:
(i) Condensed Consolidated Statements of Operations, (ii) Condensed Consolidated Balance Sheets, (iii) Condensed Consolidated Statements of Cash Flows, (iv) Condensed Consolidated Statements of Changes in Equity and Noncontrolling Interests and (v) Notes to Condensed Consolidated Financial Statements, tagged as blocks of text and including detailed tags.
11 unchanged sentences
KINETIK HOLDINGS INC.
−Removed: May 4, 2023 /s/ Jamie Welch
+Added: August 8, 2023 /s/ Jamie Welch
Chief Executive Officer, President, Chief Financial Officer and Director
(Principal Executive Officer)
−Removed: May 4, 2023 /s/ Steven Stellato
+Added: August 8, 2023 /s/ Steven Stellato
Steven Stellato
2 unchanged sentences
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.